cbditr2q18_6k.htm - Generated by SEC Publisher for SEC Filing

FORM 6-K

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934

For the month of July, 2018

           Brazilian Distribution Company           
(Translation of Registrant’s Name Into English)

Av. Brigadeiro Luiz Antonio,
3142 São Paulo, SP 01402-901
     Brazil     
(Address of Principal Executive Offices)

        (Indicate by check mark whether the registrant files or will file annual reports under cover of 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)):

Yes ___ No   X  

(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   X  

        (Indicate by check mark whether the registrant by furnishing the information contained in this Form 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  


 
 
 
 
 

(FreeTranslation into English from the Original
Previously Issued in Portuguese.)

 

 

 

Companhia Brasileira
de Distribuição

Individual and Consolidated
Interim Financial Information for the
Quarter Ended June 30, 2018 and
Report on Review of Interim Financial Information

Ernst &Young auditores Independentes

 


 
 

 

A free translation from Portuguese into English of Independent Auditor’s Report on Review of Quarterly Financial Information

                                                   

Independent auditor’s report on review of quarterly financial information

 

 

To the Shareholders, Directors and Officers

Companhia Brasileira de Distribuição

São Paulo – SP – Brazil

 

Introduction

 

We have reviewed the accompanying individual and consolidated interim financial information of Companhia Brasileira de Distribuição (“Company”), included in the Quarterly Information Form (ITR) for the quarter ended June 30, 2018, which comprise the balance sheet as of June 30, 2018 and the related statements of income and comprehensive income for the three and six months periods then ended, and the statements of changes in equity and cash flows for the six months period then ended, including other explanatory information.

 

Management is responsible for the preparation of individual and consolidated interim financial information in accordance with Accounting Pronouncement CPC 21 (R1) -– Demonstração Intermediária (“CPC 21 (R1)”) and International Accounting Standard IAS 34 - Interim Financial Reporting (“IAS 34”), issued by the International Accounting Standards Board (IASB), as well as for the presentation of this information in a manner consistent with the standards issued by the Brazilian Securities and Exchange Commission (CVM) applicable to the preparation of the Quarterly Information Form (ITR). Our responsibility is to express a conclusion on this interim financial information based on our review.

 

Scope of the review

 

 

We conducted our review in accordance with Brazilian and International Standards on Review Engagements (NBC TR 2410 Revisão de Informações Intermediárias Executada pelo Auditor da Entidade) and ISRE 2410 - Review of Interim Financial Information Performed by the Independent Auditor of the Entity). A review of interim financial 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 auditing standards 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.

 

 

 

 

Conclusion on the interim financial information

 

Based on our review, nothing has come to our attention that causes us to believe that the accompanying individual and consolidated interim financial information included in the quarterly information referred to above is not prepared, in all material respects, in accordance with CPC 21 (R1) and IAS 34, applicable to the preparation of Quarterly Information Form (ITR), consistently with the rules issued by the CVM.

 


 
 

 

Emphasis of matter

 

Restatement of corresponding figures

 

As mentioned in Note 5, due the adoption of the new accounting pronouncements, the corresponding individual and consolidated figures related to the statement of financial position for the year ended December 31, 2017 and the corresponding interim financial information comprising the statements of profit or loss and comprehensive income (loss) for the three and six months period ended June 30, 2017, and of changes in equity, cash flow statement and statement of value added (supplemental information) for the six-month period ended June 30, 2017, presented for comparison purposes, were adjusted and are restated as required by CPC 23 (Accounting Policies, Changes in Accounting Estimates and Error Correction) and CPC 26(R1) - Presentation of Financial Statements. Our conclusion is not modified in respect of this matter.

 

Other matters

 

 

Statements of value added

 

We have also reviewed the individual and consolidated statements of value added for the six months period ended June 30, 2018, prepared under the responsibility of  the Company’s management, the presentation of which in the interim financial information is required by the rules issued by the CVM applicable to preparation of Quarterly Information Form (ITR), and considered as supplementary information under IFRS – International Financial Reporting Standards, which does not require the presentation of the statement of value added. These statements have been subject to the same review procedures previously described and, based on our review, nothing has come to our attention that causes us to believe that they are not prepared, in all material respects, in a manner consistent with the overall individual and consolidated interim financial information.

 

 

 

 

 

São Paulo, July 24, 2018.

 

 

ERNST & YOUNG

Auditores Independentes S.S.

CRC-2SP034519/O-6

 

 

Antonio Humberto Barros dos Santos

Accountant CRC-1SP161745/O-3


 
 

Company Information

 

Capital Composition

4

Individual Interim Financial Information

 

Balance Sheet – Assets

5

Balance Sheet – Liabilities

6

Statement of Operations

7

Statement of Comprehensive Income

8

Statement of Cash Flows

9

Statement of Changes in Shareholders’ Equity

 

1/1/2018 to 6/30/2018

10

1/1/2017 to 6/30/2017

11

Statement of Value Added

12

Consolidated Interim Financial Information

 

Balance Sheet – Assets

13

Balance Sheet – Liabilities

14

Statement of Operations

15

Statement of Comprehensive Income

16

Statement of Cash Flows

17

Statement of Changes in Shareholders’ Equity

 

1/1/2017 to 6/30/2017

18

1/1/2016 to 6/30/2016

19

Statement of Value Added

20

Comments on the Company`s Performance

21

Notes to the Interim Financial Information

39

 

 


 
 

Number of Shares

(thousand)

Current Quarter

6/30/2017

Share Capital

 

Common

99,680

Preferred

166,568

Total

266,248

Treasury Shares

 

Common

-

Preferred

233

Total

233


 
 

Individual Interim Financial Information / Balance Sheet - Assets

       

R$ (in thousands)

   

Code

Description

Current Quarter
06/30/2018

Previous Year
12/31/2017

1

Total Assets

                   22,876,000

               22,863,000

1.01

Current Assets

                     8,795,000

                 9,079,000

1.01.01

Cash and Cash Equivalents

                     2,202,000

                 2,868,000

1.01.03

Accounts Receivable

                         454,000

                     681,000

1.01.03.01

Trade Receivables

                         207,000

                     428,000

1.01.03.02

Other Receivables

                         247,000

                     253,000

1.01.04

Inventories

                     3,181,000

                 3,042,000

1.01.06

Recoverable Taxes

                         402,000

                     360,000

1.01.07

Prepaid Expenses

                         145,000

                       86,000

1.01.08

Other Current Assets

                     2,411,000

                 2,042,000

1.01.08.01

Assets Held for Sale

                     2,344,000

                 2,009,000

1.01.08.03

Other

                           67,000

                       33,000

1.01.08.03.01

Financial Instruments - Fair Value Hedge

                           32,000

                                0   

1.01.08.03.02

Others Assets

                           35,000

                       33,000

1.02

Noncurrent Assets

                   14,081,000

               13,784,000

1.02.01

Long-term Assets

                     3,009,000

                 2,939,000

1.02.01.04

Accounts Receivable

                         463,000

                     527,000

1.02.01.04.01

Trade Receivables

                             3,000

                       80,000

1.02.01.04.02

Other Receivable

                         460,000

                     447,000

1.02.01.07

Deferred taxes

                         154,000

                     112,000

1.02.01.08

Prepaid Expenses

                           13,000

                         8,000

1.02.01.09

Related Parties

                         241,000

                     206,000

1.02.01.10

Other Noncurrent Assets

                     2,138,000

                 2,086,000

1.02.01.10.04

Recoverable Taxes

                     1,474,000

                 1,465,000

1.02.01.10.05

Restricted Deposits For Legal Proceedings

                         630,000

                     609,000

1.02.01.10.06

Financial Instruments - Fair Value Hedge

                           34,000

                       12,000

1.02.02

Investments

                     3,922,000

                 3,366,000

1.02.02.01

Investments in Associates and Subsidiaries

                     3,901,000

                 3,345,000

1.02.02.01.02

Investments in Subsidiaries

                     3,901,000

                 3,345,000

1.02.02.02

Investment properties

                           21,000

                       21,000

1.02.03

Property and Equipment

                     5,959,000

                 6,286,000

1.02.04

Intangible Assets

1,191,000

1,193,000

 

 


 
 

Individual Interim Financial Information / Balance Sheet - Liabilities

       

R$ (in thousands)

   

Code

Description

Current Quarter
06/30/2018

Previous Year
12/31/2017

2.

Total Liabilities

22,876,000

22,863,000

2.01

Current Liabilities

6,703,000

8,162,000

2.01.01

Payroll and Related Taxes

400,000

441,000

2.01.02

Trade payables

3,771,000

5,377,000

2.01.03

Taxes and Contributions Payable

188,000

228,000

2.01.04

Borrowings and Financing

1,521,000

1,223,000

2.01.05

Other Liabilities

811,000

891,000

2.01.05.01

Related Parties

395,000

387,000

2.01.05.02

Other

416,000

504,000

2.01.05.02.01

Dividends and Interest On Own Capital Payable

0

78,000

2.01.05.02.04

Utilities

17,000

14,000

2.01.05.02.05

Rent Payable

66,000

120,000

2.01.05.02.06

Advertisement  Payable

39,000

23,000

2.01.05.02.07

Pass-through Liabilities

10,000

14,000

2.01.05.02.08

Financing of property

29,000

95,000

2.01.05.02.09

Deferred Revenue

98,000

28,000

2.01.05.02.12

Other Accounts Payable

139,000

132,000

2.01.05.02.13

Customer Loyalty Programs

18,000

0

2.01.06

Provisions

12,000

2,000

2.02

Noncurrent Liabilities

5,422,000

4,513,000

2.02.01

Borrowings and Financing

3,668,000

2,876,000

2.02.02

Other Liabilities

879,000

803,000

2.02.02.02

Other

879,000

803,000

2.02.02.02.03

Taxes payable in installments

517,000

566,000

2.02.02.02.07

Other Accounts Payable

46,000

42,000

2.02.02.02.08

Provision For Losses on Investiments in Associates

316,000

195,000

2.02.04

Provisions

860,000

812,000

2.02.06

Deferred Revenue

15,000

22,000

2.03

Shareholders’ Equity

10,751,000

10,188,000

2.03.01

Share Capital

6,823,000

6,822,000

2.03.02

Capital Reserves

400,000

355,000

2.03.02.04

Stock Option

393,000

348,000

2.03.02.07

Capital Reserve

7,000

7,000

2.03.04

Earnings Reserve

3,161,000

3,174,000

2.03.04.01

Legal Reserve

457,000

457,000

2.03.04.05

Earnings Retention Reserve

233,000

233,000

2.03.04.07

Tax Incentive Reserve

49,000

0

2.03.04.10

Expansion Reserve

2,666,000

2,728,000

2.03.04.12

Transactions with non-controlling interests

-94,000

-94,000

2.03.04.14

Settlement of Equity Instrument

-150,000

-150,000

2.03.05

Retained Earnings/ Accumulated Losses

438,000

-114,000

2.03.08

Other comprehensive income

-71,000

-49,000


 
 

Individual Interim Financial Information / Statement of Operations

           

R$ (in thousands)

       

Code

Description

 Current Quarter
04/01/2018 to
06/30/2018

  Year to date current period
01/01/2018 to
06/30/2018

Previous Quarter
04/01/2017 to
06/30/2017

 Year to date previous period
01/01/2017 to
06/30/2017

3.01

Net operating revenue

6,443,000

12,681,000

6,341,000

12,799,000

3.02

Cost of sales

-4,595,000

-9,073,000

-4,094,000

-8,730,000

3.03

Gross Profit

1,848,000

3,608,000

2,247,000

4,069,000

3.04

Operating Income/Expenses

-1,277,000

-2,775,000

-1,905,000

-3,415,000

3.04.01

Selling Expenses

-1,304,000

-2,566,000

-1,349,000

-2,672,000

3.04.02

General and administrative expenses

-180,000

-357,000

-196,000

-386,000

3.04.05

Other Operating Expenses

-213,000

-408,000

-434,000

-562,000

3.04.05.01

Depreciation and Amortization

-152,000

-307,000

-149,000

-298,000

3.04.05.03

Other operating expenses

-61,000

-101,000

-285,000

-264,000

3.04.06

Share of Profit of associates

420,000

556,000

74,000

205,000

3.05

Profit From Operations Before Net Financial and Income Tax

571,000

833,000

342,000

654,000

3.06

Net Financial Expenses

-136,000

-255,000

-170,000

-336,000

3.07

Income Before Income Tax and Social Contribution

435,000

578,000

172,000

318,000

3.08

Income tax and social contribution

28,000

46,000

-33,000

-41,000

3.08.01

Current

5,000

1,000

-24,000

-38,000

3.08.02

Deferred

23,000

45,000

-9,000

-3,000

3.09

Net Income For The Period From Continued Operations

463,000

624,000

139,000

277,000

3.10

Net Income (Loss) For The Period From Discontinued Operations

15,000

4,000

-6,000

-24,000

3.10.01

Net Income (loss) from Descontinued Operations

15,000

4,000

-6,000

-24,000

3.11

Net Income for the period

478,000

628,000

133,000

253,000

3.99

Earnings per Share - (Reais/Share)

       

3.99.01

Basic Earnings per Share

       

3.99.01.01

ON

1.68762

2.21689

 0.58022

 0.89705

3.99.01.02

PN

 1.85638

2.43858

 0.64166

 0.98675

3.99.02

Diluted Earnings per Share

       

3.99.02.01

ON

 1.68439

2.21366

 0.57910

 0.89668

3.99.02.02

PN

 1.84454

2.42347

 0.63820

 0.98259



 
 

Individual Interim Financial Information / Statement of Comprehensive Income

           

R$ (in thousands)

       

Code

Description

 Current Quarter
04/01/2018 to
06/30/2018

  Year to date current period
01/01/2018 to
06/30/2018

Previous Quarter
04/01/2017 to
06/30/2017

 Year to date previous period
01/01/2017 to
06/30/2017

4.01

Net income for the Period

478,000

628,000

133,000

253,000

4.02

Other Comprehensive Income

-12,000

-22,000

5,000

-35,000

4.02.02

Foreign currency translation

-24,000

-31,000

-10,000

-10,000

4.02.04

Fair value of trade receivables

17,000

13,000

21,000

-32,000

4.02.05

Income Taxes Related to Other Comprehnsive Income

-5,000

-4,000

-6,000

7,000

4.03

Total Comprehensive Income for the Period

466,000

606,000

138,000

218,000


 
 

Individual Interim Financial Information / Statement of Cash Flows - Indirect Method

       

R$ (in thousands)

   

Code

Description

 Year to date current period  01/01/2018  to 06/30/2018

 Year to date previous period  01/01/2017  to 06/30/2017

6.01

Net Cash Provided by (Used in) Operating Activities

-1,128,000

-1,287,000

6.01.01

Cash Provided by the Operations

638,000

261,000

6.01.01.01

Net Income (Loss) for the Period

628,000

253,000

6.01.01.02

Deferred Income Tax

-45,000

3,000

6.01.01.03

Losses (Gain) on Disposal of Property and Equipment

1,000

37,000

6.01.01.04

Depreciation/Amortization  

327,000

321,000

6.01.01.05

Financial charges

210,000

295,000

6.01.01.07

Share of Profit of Subsidiaries and Associates

-556,000

-205,000

6.01.01.08

Provision for Contingencies

63,000

-9,000

6.01.01.09

Provision for Disposals and Impairment

0

1,000

6.01.01.10

Share-based Payment

28,000

18,000

6.01.01.11

Allowance for Doubtful Accounts

0

5,000

6.01.01.13

Allowance for Obsolescence and Damages

1,000

-5,000

6.01.01.14

Other Operating Expenses

-13,000

-447,000

6.01.01.15

Deferred Revenue

-6,000

-6,000

6.01.02

Changes in Assets and Liabilities

-1,766,000

-1,548,000

6.01.02.01

Accounts Receivable

307,000

-52,000

6.01.02.02

Inventories

-141,000

262,000

6.01.02.03

Recoverable Taxes

-51,000

91,000

6.01.02.04

Other Assets

-80,000

-66,000

6.01.02.05

Related Parties

-17,000

11,000

6.01.02.06

Restricted Deposits for Legal Proceeding

-13,000

-47,000

6.01.02.07

Trade Payables

-1,606,000

-1,771,000

6.01.02.08

Payroll and Related Taxes

-41,000

-23,000

6.01.02.09

Taxes and Social Contributions Payable

-102,000

131,000

6.01.02.10

Payment of Contingencies

-46,000

-27,000

6.01.02.11

Deferred Revenue

11,000

0

6.01.02.12

Other Payables

6,000

-57,000

6.01.02.15

Received Dividends and Interest on shareholders' equity

7,000

0

6.02

Net Cash Provided by (Used in) Investing Activities

-244,000

-261,000

6.02.01

Capital Increase/Decrease on Subsidiaries

0

-53,000

6.02.02

Purchase of Property and Equipment

-243,000

-267,000

6.02.03

Purchase of Intangible Assets

-61,000

-32,000

6.02.04

Sales of Property and Equipment

60,000

91,000

6.03

Net Cash Provided by (Used in) Financing Activities

706,000

-1,209,000

6.03.01

Capital Increase

1,000

7,000

6.03.02

Proceeds from Borrowings and Financing

1,488,000

1,868,000

6.03.03

Payments of Borrowings and Financing

-617,000

-3,084,000

6.03.05

Payment of Dividends

-166,000

0

6.05

Net Increase (Decrease) in Cash and Cash Equivalents

-666,000

-2,757,000

6.05.01

Cash and Cash Equivalents at the Beginning of the Period 

2,868,000

4,496,000

6.05.02

Cash and Cash Equivalents at the End of the Period

2,202,000

1,739,000


 
 

Individual Interim Financial Information / Statement of Changes in Shareholders' Equity 01/01/2018 to 06/30/2018

               

R$ (in thousands)

 

 

 

 

 

 

Code

Description

 Share
Capital

 Capital Reserves,
Options Granted and
Treasury Shares

 Earnings
Reserve

 Retained Earnings Accumulated Losses

 Other comprehensive income

 Shareholders'
Equity

5.01

Opening Balance

6,822,000

355,000

3,174,000

0

-18,000

10,333,000

5.02

Prior Year Adjustments

0

0

0

-114,000

-31,000

-145,000

5.03

Adjusted Opening Balance

6,822,000

355,000

3,174,000

-114,000

-49,000

10,188,000

5.04

Capital Transactions with Shareholders

1,000

45,000

-13,000

-76,000

0

-43,000

5.04.01

Capital Increases

1,000

0

0

0

0

1,000

5.04.03

Share-Based Expenses

0

34,000

0

0

0

34,000

5.04.07

 Interest on Own Capital

0

0

-13,000

-76,000

0

-89,000

5.04.08

Share-Based Expenses Subsidiaries

0

11,000

0

0

0

11,000

5.05

Total Comprehensive Income

0

0

0

628,000

-22,000

606,000

5.05.01

Net Income for the Period

0

0

0

628,000

0

628,000

5.05.02

Other Comprehensive Income

0

0

0

0

-22,000

-22,000

5.05.02.04

Foreing Currency Translation

0

0

0

0

-31,000

-31,000

5.05.02.07

Fair Value of Trade Receivables

0

0

0

0

13,000

13,000

5.05.02.08

Income Taxes Related to Other Comprehensive

0

0

0

0

-4,000

-4,000

5.07

Closing Balance

6,823,000

400,000

3,161,000

438,000

-71,000

10,751,000


 
 

Individual Interim Financial Information / Statement of Changes in Shareholders' Equity 01/01/2017 to 06/30/2017

               

R$ (in thousands)

 

 

 

 

 

 

Code

Description

Share
Capital

Capital Reserves,
Options Granted and
Treasury Shares

Earnings
Reserve

Retained Earnings Accumulated Losses

Other comprehensive Income

Shareholders'
Equity

5.01

Opening Balance

6,811,000

331,000

2,718,000

0

0

9,860,000

5.02

Prior Year Adjustments

0

0

0

-75,000

-20,000

-95,000

5.03

Adjusted Opening Balance

6,811,000

331,000

2,718,000

-75,000

-20,000

9,765,000

5.04

Capital Transactions with Shareholders

7,000

18,000

0

0

0

25,000

5.04.01

Capital Increases

7,000

0

0

0

0

7,000

5.04.03

Share-Based Expenses

0

14,000

0

0

0

14,000

5.04.08

Share-Based Expenses Subsidiaries

0

4,000

0

0

0

4,000

5.05

Total Comprehensive Income

0

0

0

253,000

-35,000

218,000

5.05.01

Net Income for the Period

0

0

0

253,000

0

253,000

5.05.02

Other Comprehensive Income

0

0

0

0

-35,000

-35,000

5.05.02.04

Foreing Currency Translation

0

0

0

0

-10,000

-10,000

5.05.02.07

Fair Value of Trade Receivables

0

0

0

0

-32,000

-32,000

5.05.02.08

Income Taxes Related to Other Comprehensive

0

0

0

0

7,000

7,000

5.07

Closing Balance

6,818,000

349,000

2,718,000

178,000

-55,000

10,008,000

 


 
 

Individual Interim Financial Information / Statement of Value Added

       

R$ (in thousands)

Year to date current period

Year to date previous period

   

01/01/2018 to

01/01/2017 to

Code

Description

06/30/2018

06/30/2017

7.01

Revenues

13,755,000

14,071,000

7.01.01

Sales of Goods, Products and Services

13,728,000

13,870,000

7.01.02

Other Revenues

24,000

205,000

7.01.04

Allowance for/Reversal of Doubtful Accounts

3,000

-4,000

7.02

Products Acquired from Third Parties

-10,828,000

-10,653,000

7.02.01

Costs of Products, Goods and Services Sold

-9,273,000

-8,999,000

7.02.02

Materials, Energy, Outsourced Services and Other

-1,555,000

-1,654,000

7.03

Gross Value Added

2,927,000

3,418,000

7.04

Retention

-327,000

-321,000

7.05

Net Value Added Produced

2,600,000

3,097,000

7.06

Value Added Received in Transfer

602,000

271,000

7.06.01

Share of Profit of Subsidiaries and Associates

556,000

205,000

7.06.02

Financial Income

42,000

90,000

7.06.03

Other

4,000

-24,000

7.07

Total Value Added to Distribute

3,202,000

3,368,000

7.08

Distribution of Value Added

3,202,000

3,368,000

7.08.01

Personnel

1,549,000

1,572,000

7.08.01.01

Direct Compensation

960,000

1,009,000

7.08.01.02

Benefits

297,000

330,000

7.08.01.03

Government Severance Indemnity Fund for Employees (FGTS)

93,000

96,000

7.08.01.04

Other

199,000

137,000

7.08.02

Taxes, Fees and Contributions

360,000

763,000

7.08.02.01

Federal

173,000

892,000

7.08.02.02

State

94,000

-256,000

7.08.02.03

Municipal

93,000

127,000

7.08.03

Value Distributed to Providers of Capital

665,000

780,000

7.08.03.01

Interest

321,000

422,000

7.08.03.02

Rentals

344,000

358,000

7.08.04

Value Distributed to Shareholders

628,000

253,000

7.08.04.01

Interest on shareholders' equity

76,000

0

7.08.04.03

Retained Earnings/ Accumulated Losses for the Period

552,000

253,000


 
 

Consolidated Interim Financial Information /Balance Sheet - Assets

       

R$ (in thousands)

   

Code

Description

Current Quarter 06.30.2018

Previous Year
12.31.2017

1.

Total Assets

        46,493,000

  47,707,000

1.01

Current Assets

        31,238,000

  33,016,000

1.01.01

Cash and Cash Equivalents

          3,054,000

     3,792,000

1.01.03

Accounts Receivable

              553,000

        885,000

1.01.03.01

Trade Receivables

              296,000

        618,000

1.01.03.02

Other Receivables

              257,000

        267,000

1.01.04

Inventories

          5,136,000

     4,822,000

1.01.06

Recoverable Taxes

              532,000

        596,000

1.01.07

Prepaid Expenses

              183,000

        112,000

1.01.08

Other Current Assets

        21,780,000

  22,809,000

1.01.08.01

Assets Held for Sale

        21,698,000

  22,775,000

1.01.08.03

Other

                82,000

          34,000

1.01.08.03.01

Financial Instruments - Fair Value Hedge

                      38,000

                34,000

1.01.08.03.02

Others Assets

                44,000

                        0   

1.02

Noncurrent Assets

        15,255,000

  14,691,000

1.02.01

Long-term Assets

          4,145,000

     3,452,000

1.02.01.04

Accounts Receivable

              660,000

        722,000

1.02.01.04.01

Trade Receivables

                  3,000

          80,000

1.02.01.04.02

Other Receivable

              657,000

        642,000

1.02.01.07

Deferred taxes

              174,000

        125,000

1.02.01.08

Prepaid Expenses

                60,000

          43,000

1.02.01.09

Related Parties

                31,000

          25,000

1.02.01.10

Other Noncurrent Assets

          3,220,000

     2,537,000

1.02.01.10.04

Recoverable Taxes

          2,335,000

     1,747,000

1.02.01.10.05

Restricted Deposits For Legal Proceedings

              784,000

        762,000

1.02.01.10.06

Financial Instruments - Fair Value Hedge

              101,000

          28,000

1.02.02

Investments

              209,000

        177,000

1.02.02.01

Investments in Associates and Subsidiaries

              188,000

        156,000

1.02.02.02

Investment properties

                21,000

          21,000

1.02.03

Property and Equipment

          8,975,000

     9,138,000

1.02.04

Intangible Assets

          1,926,000

     1,924,000


 
 

Consolidated Interim Financial Information / Balance Sheet - Liabilities

       

R$ (in thousands)

   

Code

Description

Current Quarter 06.30.2018

Previous Year
12.31.2017

2.

Total Assets

46,493,000

47,707,000

2.01

Current Liabilities

26,016,000

28,992,000

2.01.01

Payroll and Related Taxes

615,000

640,000

2.01.02

Trade payables

6,369,000

8,128,000

2.01.03

Taxes and Contributions Payable

264,000

301,000

2.01.04

Borrowings and Financing

1,820,000

1,251,000

2.01.05

Other Liabilities

666,000

845,000

2.01.05.01

Related Parties

144,000

153,000

2.01.05.02

Other

522,000

692,000

2.01.05.02.01

Dividends and Interest On Own Capital Payable

0

78,000

2.01.05.02.04

Utilities

27,000

23,000

2.01.05.02.05

Rent Payable

67,000

128,000

2.01.05.02.06

Advertisement  Payable

43,000

26,000

2.01.05.02.07

Pass-through Liabilities

10,000

14,000

2.01.05.02.08

Financing of property

39,000

116,000

2.01.05.02.09

Deferred Revenue

151,000

146,000

2.01.05.02.12

Other Accounts Payable

167,000

161,000

2.01.05.02.13

Customer Loyalty Programs

18,000

0

2.01.06

Provisions

13,000

3,000

2.01.07

Liabilities Related to Assets Held for Sale

16,269,000

17,824,000

2.02

Noncurrent Liabilities

6,737,000

5,674,000

2.02.01

Borrowings and Financing

4,171,000

3,337,000

2.02.02

Other Liabilities

877,000

814,000

2.02.02.02

Other

877,000

814,000

2.02.02.02.03

Taxes payable in installments

517,000

566,000

2.02.02.02.07

Other Accounts Payable

56,000

53,000

2.02.02.02.08

Provision For Losses on Investiments in Associates

304,000

195,000

2.02.03

Deferred tax

548,000

394,000

2.02.04

Provisions

1,126,000

1,107,000

2.02.06

Deferred Revenue

15,000

22,000

2.02.06.02

Deferred Revenue

15,000

22,000

2.03

Shareholders’ Equity

13,740,000

13,041,000

2.03.01

Share Capital

6,823,000

6,822,000

2.03.02

Capital Reserves

400,000

355,000

2.03.02.04

Stock Option

393,000

348,000

2.03.02.07

Capital Reserve

7,000

7,000

2.03.04

Earnings Reserve

3,161,000

3,174,000

2.03.04.01

Legal Reserve

457,000

457,000

2.03.04.05

Earnings Retention Reserve

233,000

233,000

2.03.04.07

 Tax Incentive Reserve

49,000

0

2.03.04.10

Expansion Reserve

2,666,000

2,728,000

2.03.04.12

Transactions with Non-Controlling Interests

-94,000

-94,000

2.03.04.14

Settlement of Equity Instrument

-150,000

-150,000

2.03.05

Retained Earnings/ Accumulated Losses

438,000

-114,000

2.03.08

Other comprehensive income

-71,000

-49,000

2.03.09

Non-Controlling  interests

2,989,000

2,853,000


 
 

Consolidated Interim Financial Information / Statement of Operations

 
           

R$ (in thousands)

       

Code

Description

 Current Quarter
04/01/2018 to
06/30/2018

 Year to date current period
01/01/2018 to
06/30/2018

 Previous Quarter
04/01/2017 to
06/30/2017

 Year to date previous period
01/01/2017 to
06/30/2017

3.01

Net operating revenue

11,775,000

23,118,000

10,663,000

21,215,000

3.02

Cost of sales

-8,677,000

-17,473,000

-7,727,000

-15,861,000

3.03

Gross Profit

3,098,000

5,645,000

2,936,000

5,354,000

3.04

Operating Income/Expenses

-2,348,000

-4,614,000

-2,495,000

-4,605,000

3.04.01

Selling Expenses

-1,787,000

-3,526,000

-1,723,000

-3,422,000

3.04.02

General and administrative expenses

-251,000

-492,000

-246,000

-489,000

3.04.05

Other Operating Expenses

-299,000

-552,000

-498,000

-654,000

3.04.05.01

Depreciation and Amortization

-209,000

-419,000

-190,000

-380,000

3.04.05.03

Other operating expenses

-90,000

-133,000

-308,000

-274,000

3.04.06

Share of Profit of associates

-11,000

-44,000

-28,000

-40,000

3.05

Profit From Operations Before Net Financial and Income Tax

750,000

1,031,000

441,000

749,000

3.06

Net Financial Expenses

-147,000

-279,000

-188,000

-370,000

3.07

Income Before Income Tax and Social Contribution

603,000

752,000

253,000

379,000

3.08

Income tax and social contribution

-172,000

-213,000

-92,000

-142,000

3.08.01

Current

-80,000

-112,000

-154,000

-201,000

3.08.02

Deferred

-92,000

-101,000

62,000

59,000

3.09

Net Income For The Period From Continued Operations

431,000

539,000

161,000

237,000

3.10

Net Income (Loss) For The Period From Discontinued Operations

94,000

212,000

-45,000

87,000

3.10.01

Net Income (loss) From Descontinued Operations

94,000

212,000

-45,000

87,000

3.11

Net Income For The Period

525,000

751,000

116,000

324,000

3.11.01

Attributable to Controlling Shareholders

478,000

628,000

133,000

253,000

3.11.02

Attributable to Non-controlling shareholders

47,000

123,000

-17,000

71,000

3.99

Earnings per Share - (Reais/Share)

       

3.99.01

Basic Earnings per Share

       

3.99.01.01

ON

               1.68762

               2.21689

                      0.58022

                            0.89705

3.99.01.02

PN

               1.85638

               2.43858

                      0.64166

                            0.98675

3.99.02

Diluted Earnings per Share

       

3.99.02.01

ON

               1.68439

               2.21366

                      0.57910

                            0.89668

3.99.02.02

PN

               1.84454

               2.42347

                      0.63820

                            0.98259

               


 
 

Consolidated Interim Financial Information / Statement of Comprehensive Income

           

R$ (in thousands)

       

Code

Description

 Current Quarter
04/01/2018 to
06/30/2018

 Year to date current period
01/01/2018 to
06/30/2018

 Previous Quarter
04/01/2017 to
06/30/2017

 Year to date previous period
01/01/2017 to
06/30/2017

4.01

Net income for the Period

525,000

751,000

116,000

324,000

4.02

Other Comprehensive Income

-4,000

-17,000

31,000

-52,000

4.02.02

Foreign currency translation

-24,000

-31,000

-10,000

-10,000

4.02.04

Fair value of trade receivables

29,000

20,000

56,000

-53,000

4.02.05

Income Taxes Related to Other Comprehnsive Income

-9,000

-6,000

-15,000

11,000

4.03

Total Comprehensive Income for the Period

521,000

734,000

147,000

272,000

4.03.01

Attributable to controlling shareholders

466,000

606,000

138,000

218,000

4.03.02

Attributable to Non-Controlling shareholders

55,000

128,000

9,000

54,000


 
 

Consolidated Interim Financial Information / Statement of Cash Flows - Indirect Method

       

R$ (in thousands)

   

Code

Description

Year to date current period  01/01/2018 to 06/30/2018

Year to date previous period  01/01/2017 to 06/30/2017

6.01

Net Cash Provided by (Used in) Operating Activities

-2,891,000

-3,762,000

6.01.01

Cash from Operations

2,554,000

1,178,000

6.01.01.01

Net Income (Loss) for the Period

751,000

324,000

6.01.01.02

Deferred Income Tax

196,000

-187,000

6.01.01.03

Losses (Gain) on Disposal of Property and Equipment

103,000

51,000

6.01.01.04

Depreciation/Amortization  

444,000

406,000

6.01.01.05

Financial charges

396,000

486,000

6.01.01.07

Share of Profit (Loss) of Subsidiaries and Associates

32,000

31,000

6.01.01.08

Provision for Contingencies

143,000

299,000

6.01.01.09

Provision for Disposals and Impairment

0

1,000

6.01.01.10

Share-based Payment

28,000

18,000

6.01.01.11

Allowance for Doubtful Accounts

322,000

377,000

6.01.01.13

Allowance for Obsolescence/breakage

-15,000

-18,000

6.01.01.14

Other Operating Expenses

369,000

-447,000

6.01.01.15

Deferred Revenue

-215,000

-163,000

6.01.02

Changes in Assets and Liabilities

-5,445,000

-4,940,000

6.01.02.01

Accounts Receivable

324,000

-1,238,000

6.01.02.02

Inventories

-1,321,000

-497,000

6.01.02.03

Recoverable Taxes

-1,317,000

33,000

6.01.02.04

Other Assets

-54,000

-85,000

6.01.02.05

Related Parties

56,000

129,000

6.01.02.06

Restricted Deposits for Legal Proceeding

-12,000

-177,000

6.01.02.07

Trade Payables

-2,359,000

-2,921,000

6.01.02.08

Payroll and Related Taxes

-128,000

-46,000

6.01.02.09

Taxes and Social Contributions Payable

6,000

-6,000

6.01.02.10

Payment of Contingencies

-440,000

-184,000

6.01.02.11

Deferred Revenue

117,000

-10,000

6.01.02.12

Other Payables

-68,000

-62,000

6.01.02.13

Income Tax and Social contribution paid

-249,000

-31,000

6.01.02.15

Received Dividends and Interest on shareholders' equity

0

155,000

6.02

Net Cash Provided by (Used in) Investing Activities

-842,000

-576,000

6.02.02

Purchase of Property and Equipment

-711,000

-553,000

6.02.03

Purchase of Intangible Assets

-212,000

-120,000

6.02.04

Sales of Property and Equipment

81,000

97,000

6.03

Net Cash Provided by Financing Activities

381,000

-1,688,000

6.03.01

Capital Increase/Decrease

1,000

7,000

6.03.02

Proceeds from Borrowings and Financing

4,362,000

4,703,000

6.03.03

Payments of Borrowings and Financing

-3,806,000

-6,390,000

6.03.05

Payment of Dividends

-176,000

0

6.03.07

Acquisition of Subsidiary

0

-8,000

6.05

Increase (Decrease) in Cash and Cash Equivalents

-3,352,000

-6,026,000

6.05.01

Cash and Cash Equivalents at the Beginning of the Period 

7,351,000

9,142,000

6.05.02

Cash and Cash Equivalents at the End of the Period

3,999,000

3,116,000


 
 

Consolidated Interim Financial Information / Statement of Changes in Shareholders' Equity 01/01/2018 to 06/30/2018

                   

R$ (in thousands)

               

Code

Description

Share
Capital

Capital Reserves,
Options Granted and
Treasury Shares

Earnings
Reserves

Retained Earnings/ Accumulated  Losses

Other comprehensive Income

Shareholders'
Equity

Non-Controlling
Interest

Consolidated
Shareholders'
Equity

5.01

Opening Balance

6,822,000

355,000

3,174,000

0

-18,000

10,333,000

2,959,000

13,292,000

5.02

Prior Year Adjustments

0

0

0

-114,000

-31,000

-145,000

-106,000

-251,000

5.03

Adjusted Opening Balance

6,822,000

355,000

3,174,000

-114,000

-49,000

10,188,000

2,853,000

13,041,000

5.04

Capital Transactions with Shareholders

1,000

45,000

-13,000

-76,000

0

-43,000

8,000

-35,000

5.04.01

Capital Increases

1,000

0

0

0

0

1,000

0

1,000

5.04.03

Share-Based Expenses

0

34,000

0

0

0

34,000

0

34,000

5.04.07

Interest on Own Capital

0

0

-13,000

-76,000

0

-89,000

0

-89,000

5.04.08

Share-Based Expenses Subsidiaries

0

11,000

0

0

0

11,000

8,000

19,000

5.05

Total Comprehensive Income

0

0

0

628,000

-22,000

606,000

128,000

734,000

5.05.01

Net Income (loss) for the Period

0

0

0

628,000

0

628,000

123,000

751,000

5.05.02

Other Comprehensive Income

0

0

0

0

-22,000

-22,000

5,000

-17,000

5.05.02.04

Foreing Currency Translation

0

0

0

0

-31,000

-31,000

0

-31,000

5.05.02.07

Fair Value of Trade Receivables

0

0

0

0

13,000

13,000

7,000

20,000

5.05.02.08

Income Taxes Related to Other Comprehensive

0

0

0

0

-4,000

-4,000

-2,000

-6,000

5.07

Closing Balance

6,823,000

400,000

3,161,000

438,000

-71,000

10,751,000

2,989,000

13,740,000

                   

 
 

Consolidated Interim Financial Information / Statement of Changes in Shareholders' Equity 01/01/2017 to 06/30/2017

                   

R$ (in thousands)

               

Code

Description

Share
Capital

Capital Reserves,
Options Granted and
Treasury Shares

Earnings
Reserves

Retained Earnings/ Accumulated  Losses

Other comprehensive Income

Shareholders'
Equity

Non-Controlling
Interest

Consolidated
Shareholders'
Equity

5.01

Opening Balance

6,811,000

331,000

2,718,000

0

0

9,860,000

2,737,000

12,597,000

5.02

Prior Year Adjustments

0

0

0

-75,000

-20,000

-95,000

-85,000

-180,000

5.03

Adjusted Opening Balance

6,811,000

331,000

2,718,000

-75,000

-20,000

9,765,000

2,652,000

12,417,000

5.04

Capital Transactions with Shareholders

7,000

18,000

0

0

0

25,000

2,000

27,000

5.04.01

Capital Increases

7,000

0

0

0

0

7,000

0

7,000

5.04.03

Share-Based Expenses

0

14,000

0

0

0

14,000

0

14,000

5.04.08

Share-Based Expenses Subsidiaries

0

4,000

0

0

0

4,000

2,000

6,000

5.05

Total Comprehensive Income

0

0

0

253,000

-35,000

218,000

54,000

272,000

5.05.01

Net Income (loss) for the Period

0

0

0

253,000

0

253,000

71,000

324,000

5.05.02

Other Comprehensive Income

0

0

0

0

-35,000

-35,000

-17,000

-52,000

5.05.02.04

Foreing Currency Translation

0

0

0

0

-10,000

-10,000

0

-10,000

5.05.02.06

Fair Value of Trade Receivables

0

0

0

0

-32,000

-32,000

-21,000

-53,000

5.05.02.07

Income Taxes Related to Other Comprehensive

0

0

0

0

7,000

7,000

4,000

11,000

5.07

Closing Balance

6,818,000

349,000

2,718,000

178,000

-55,000

10,008,000

2,708,000

12,716,000


 
 

Consolidated Interim Financial Information / Statement of Value Added

       

R$ (in thousands)

   

Code

Description

Year to date current period  01/01/2018  to 06/30/2018

Year to date previous period  01/01/2017  to 06/30/2017

7.01

Revenues

25,103,000

23,260,000

7.01.01

Sales of Goods, Products and Services

25,071,000

23,052,000

7.01.02

Other Revenues

29,000

210,000

7.01.04

Allowance for/Reversal of Doubtful Accounts

3,000

-2,000

7.02

Products Acquired from Third Parties

-20,354,000

-18,631,000

7.02.01

Costs of Products, Goods and Services Sold

-18,290,000

-16,630,000

7.02.02

Materials, Energy, Outsourced Services and Other

-2,064,000

-2,001,000

7.03

Gross Value Added

4,749,000

4,629,000

7.04

Retention

-443,000

-406,000

7.04.01

Depreciation and Amortization

-443,000

-406,000

7.05

Net Value Added Produced

4,306,000

4,223,000

7.06

Value Added Received in Transfer

228,000

152,000

7.06.01

Share of Profit of Subsidiaries and Associates

-44,000

-40,000

7.06.02

Financial Income

60,000

105,000

7.06.03

Others

212,000

87,000

7.07

Total Value Added to Distribute

4,534,000

4,375,000

7.08

Distribution of Value Added

4,534,000

4,375,000

7.08.01

Personnel

2,112,000

2,036,000

7.08.01.01

Direct Compensation

1,333,000

1,296,000

7.08.01.02

Benefits

441,000

444,000

7.08.01.03

Government Severance Indemnity Fund for Employees (FGTS)

126,000

121,000

7.08.01.04

Other

212,000

175,000

7.08.01.04.01

Profit (cost) sharing

212,000

175,000

7.08.02

Taxes, Fees and Contributions

855,000

1,093,000

7.08.02.01

Federal

476,000

1,081,000

7.08.02.02

State

264,000

-128,000

7.08.02.03

Municipal

115,000

140,000

7.08.03

Value Distributed to Providers of Capital

816,000

922,000

7.08.03.01

Interest

369,000

468,000

7.08.03.02

Rentals

447,000

454,000

7.08.04

Value Distributed to Shareholders

751,000

324,000

7.08.04.01

Interest on shareholders' equity

76,000

0

7.08.04.03

Retained Earnings/ Accumulated Losses for the Period

552,000

253,000

7.08.04.04

Noncontrolling Interest in Retained Earnings

123,000

71,000

 


 
 
 
São Paulo, July 24, 2018 - GPA [B3: PCAR4; NYSE: CBD] announces its results for the 2nd quarter of 2018. Due to the ongoing divestment of the interest held by GPA in Via Varejo S.A., as announced in the material fact notice of November 23, 2016, the operations of Via Varejo are treated as discontinued operations. Accordingly, net sales and other profit or loss accounts were adjusted retrospectively, as required by IFRS 5/CPC 31, approved by CVM Resolution 598/09 – Non-current assets held for sale and discontinued operations. The following statements are related to the results of continuing operations. All comparisons are with the same period in 2017, except where stated otherwise.

 

 

2Q18 RESULTS

 

GPA Food:

          Gross sales revenue of R$12.8 billion, up 9.9%, driven by the accelerated growth at Multivarejo and the solid performance of Assaí, despite a relevant food deflation;      

          Adjusted EBITDA(*) reached R$679 million (+25.5% vs. 2Q17), with margin expanding from 5.1% to 5.8%, maintaining a strong pace of growth;

          Net income attributed to controlling shareholders of R$462 million 2.4 times higher than 2Q17 profit. Ex-tax credits, profit reached R$ 185 million, reversing the loss of the same period of the previous year;

          Maintenance of solid financial structure, with a leverage ratio of around 1 time EBITDA.

 

Multivarejo:

§  Gross sales revenue of R$7.0 billion, with solid same-store sales growth excluding the calendar effect of 5.3%. Sales improved significantly across all banners, supporting a market share gain of 100 bps in the quarter;

§  Gross margin(*) remained stable at 28.1%, striking a good balance between successful promotional campaigns and price competitiveness;

§  Operating expenses as a percentage of net revenue decreased from 23.9% to 23.1% in 2Q18, due to the ongoing efficiency gains, led by productivity gains in stores;

§  Adjusted EBITDA(*) of R$358 million, up 18.6%, as a result of the significant evolution of sales and greater operational efficiency. EBITDA margin(*) stood at 5.6%, expanding 90 bps.

Assaí:

       Gross sales revenue of R$5.7 billion, up 22.8%, maintaining the banner’s strong performance. This growth translated into a market share gain of around 200 bps in the quarter;

       Gross margin(*) reached 16.4%, mainly due to the successful organic expansion and the consequent rapid maturation of the stores opened in recent years;

Adjusted EBITDA margin(*) reached 6.1%, expanding a robust 50 bps;

       Net income reached R$412 million (R$ 168 million ex tax credits), registering strong growth of 4.3 times vs 2Q17 (or 1.8 times ex tax credits)

 

 

Consolidated

 

Food Business

 

Multivarejo

 

Assaí

(R$ million)(1)

2Q18

2Q17

Δ

 

2Q18

2Q17

Δ

 

2Q18

2Q17

Δ

 

2Q18

2Q17

Δ

Gross Revenue

12,772

11,623

9.9%

 

12,772

11,623

9.9%

 

  7,030

  6,945

1.2%

 

  5,742

  4,678

22.8%

Net Revenue Ex. tax credits(*)

11,730

10,663

10.0%

 

11,730

10,663

10.0%

 

  6,452

  6,390

1.0%

 

  5,278

  4,273

23.5%

Gross Profit  Ex. tax credits(*)

  2,684

  2,489

7.8%

 

  2,684

  2,489

7.8%

 

  1,816

  1,812

0.3%

 

  868

  677

28.1%

Gross Margin Ex. tax credits(*)

22.9%

23.3%

-40 bps

 

22.9%

23.3%

-40 bps

 

28.1%

28.3%

-20 bps

 

16.4%

15.9%

50 bps

Adjusted EBITDA Ex. tax credits(2)(3)(*)

  648

  505

28.3%

 

  679

  541

25.5%

 

  358

  302

18.6%

 

  321

  239

34.2%

Adjusted EBITDA Margin Ex. tax credits(*)

5.5%

4.7%

80 bps

 

5.8%

5.1%

70 bps

 

5.6%

4.7%

90 bps

 

6.1%

5.6%

50 bps

 Net Income - Controlling Shareholders - continuing operations

  431

  160

169.9%

 

  462

  196

136.1%

 

50

99

-49.7%

 

  412

96

327.8%

Net margin - continuing operations

3.7%

1.5%

220 bps

 

3.9%

1.8%

210 bps

 

0.8%

1.6%

-80 bps

 

7.8%

2.3%

550 bps

Net Income (Loss) - Controlling Shareholders - continuing operations ex. tax credits(*)

  153

  (177)

n.a

 

  185

  (141)

n.a

 

16

  (237)

n.a

 

  168

96

74.9%

Net Margin - continuing operations ex. tax credits (*)

1.3%

-1.7%

300 bps

 

1.6%

-1.3%

290 bps

 

0.3%

-3.7%

400 bps

 

3.2%

2.3%

90 bps

(1) Sums and percentages may present discrepancies due to rounding. All margins were calculated as a percentage of net sales. (2) Earnings before interest, taxes, depreciation and amortization. (3) EBITDA adjusted by Other Operating Income and Expenses.

 (*) Excluding tax credits, as detailed in the section “Tax Credits” on page 4.

 



 
 

Outlook:

 

GPA’s performance in 2Q18 enabled it to reaffirm its guidance for 2018:

 

§  Same-store sales growth: above inflation at Assaí and in line with food inflation at Multivarejo, with continued market share gains;

§  Adjusted EBITDA margin: 5.5%-5.6% at Multivarejo and 5.8%-5.9% at Assaí;

§  Financial Result: around 1% of net sales;

§  LATAM synergies: should surpass US$85 million in savings for the Brazil perimeter.

 

"We closed the second quarter of the year with great prospects for the GPA business. Driven by the assertiveness of the new promotional dynamics and adjustments made in the operation of the Multivarejo business, we registered a significant acceleration of the sales level, with gains in market share and improved profitability in all brands. This result reaffirms a new trend of revenue for the business. Assaí continues to deliver consistent sales growth, with market share evolution, coupled with a solid result."

Peter Estermann – Chief Executive Officer, GPA

 

 


 
 

 

I. Financial Performance

  

 

 

Consolidated

 

Food Business

 

Multivarejo

 

Assaí

(R$ million)(1)

2Q18

2Q17

Δ

 

2Q18

2Q17

Δ

 

2Q18

2Q17

Δ

 

2Q18

2Q17

Δ

                               

Gross Revenue

12,772

11,623

9.9%

 

12,772

11,623

9.9%

 

  7,030

  6,945

1.2%

 

  5,742

  4,678

22.8%

Net Revenue Ex. tax credits(*)

11,730

10,663

10.0%

 

11,730

10,663

10.0%

 

  6,452

  6,390

1.0%

 

  5,278

  4,273

23.5%

Gross Profit  Ex. tax credits(*)

  2,684

  2,489

7.8%

 

  2,684

  2,489

7.8%

 

  1,816

  1,812

0.3%

 

  868

  677

28.1%

Gross Margin Ex. tax credits(*)

22.9%

23.3%

-40 bps

 

22.9%

23.3%

-40 bps

 

28.1%

28.3%

-20 bps

 

16.4%

15.9%

50 bps

Selling, General and Adm. Expenses

  (2,037)

  (1,969)

3.5%

 

  (2,037)

  (1,969)

3.5%

 

  (1,489)

  (1,529)

-2.7%

 

  (549)

  (439)

24.8%

      % of Net Revenue

17.4%

18.5%

-110 bps

 

17.4%

18.5%

-110 bps

 

23.1%

23.9%

-80 bps

 

10.4%

10.3%

10 bps

Other Operating Revenue (Expenses)

(90)

  (307)

0.0%

 

(90)

  (307)

-7057.7%

 

(80)

  (272)

-7074.9%

 

(11)

(36)

-6926.3%

     % of Net Revenue

0.8%

2.9%

-2 bps

 

0.8%

2.9%

-210 bps

 

1.2%

4.3%

-310 bps

 

0.2%

0.8%

-60 bps

EBITDA (2)

  972

  645

50.7%

 

  1,003

  681

47.3%

 

  324

  477

-32.1%

 

  679

  204

233.3%

EBITDA Margin

8.3%

6.0%

230 bps

 

8.6%

6.4%

220 bps

 

5.0%

7.5%

-250 bps

 

12.9%

4.8%

810 bps

Adjusted EBITDA(2)(3)

  1,062

  952

11.5%

 

  1,093

  988

10.6%

 

  403

  749

-46.2%

 

  690

  239

188.3%

Adjusted EBITDA Margin

9.1%

8.9%

20 bps

 

9.3%

9.3%

0 bps

 

6.3%

11.7%

-540 bps

 

13.1%

5.6%

750 bps

Adjusted EBITDA Ex. tax credits(2)(3)(*)

  648

  505

28.3%

 

  679

  541

25.5%

 

  358

  302

18.6%

 

  321

  239

34.2%

Adjusted EBITDA Margin Ex. tax credits(*)

5.5%

4.7%

80 bps

 

5.8%

5.1%

70 bps

 

5.6%

4.7%

90 bps

 

6.1%

5.6%

50 bps

Net Financial Revenue (Expenses)

  (148)

  (188)

-21.5%

 

  (148)

  (188)

-21.5%

 

  (143)

  (170)

-15.9%

 

  (5)

(18)

-74.6%

      % of Net Revenue

1.3%

1.8%

-50 bps

 

1.3%

1.8%

-50 bps

 

2.2%

2.7%

-50 bps

 

0.1%

0.4%

-30 bps

Net Income  - Controlling Shareholders - continuing operations

  431

  160

169.9%

 

  462

  196

136.1%

 

50

99

-49.7%

 

  412

96

327.8%

     Net Margin- continuing operations

3.7%

1.5%

220 bps

 

3.9%

1.8%

210 bps

 

0.8%

1.6%

-80 bps

 

7.8%

2.3%

550 bps

Net Income (Loss) - Controlling Shareholders - continuing operations ex. tax credits(*)

  153

  (177)

n.a

 

  185

  (141)

n.a

 

16

  (237)

n.a

 

  168

96

74.9%

     Net Margin - continuing operations ex. tax credits (*)

1.3%

-1.7%

300 bps

 

1.6%

-1.3%

290 bps

 

0.3%

-3.7%

400 bps

 

3.2%

2.3%

90 bps

(1)         Sums and percentages may present discrepancies due to rounding. All margins were calculated as a percentage of net sales. (2) Earnings before interest, taxes, depreciation and amortization. (3) EBITDA adjusted by Other Operating Income and Expenses.

(*)        Excluding tax credits, as detailed in the section “Tax Credits” on page 4.

 


 
 

 

OPERATING PERFORMANCE BY BUSINESS

 

Tax Credits

 

2Q18

Multivarejo sold a portion of the tax credits related to the exclusion of ICMS from the PIS / COFINS calculation bases. The gain from this sale amounted to approximately R$ 50 million (R$ 45 million net of tax). The amount was recognized as deduction from net revenue.

 

In the quarter, Assaí reversed R$369 million of a provision accrued in 2Q17 related to ICMS ST credits for periods prior to the Supreme Court (STF) decision. The changes in the monetization prospects motivated by the new legislation made it possible to justify this reversal of the provision. The amount was recognized as a deduction from cost of good sold.

 

2Q17

In the second quarter of last year there was recognition of non-recurring tax credits in Multivarejo related to the restitution of ICMS ST (Tax Substitution). The amount of R$ 447 million was recognized as a deduction from cost of good sold.

 

Multivarejo

 

Gross sales revenue of R$7.0 billion, with solid same-store sales growth excluding the calendar effect of 5.3%. Multivarejo captured 100 bps in market share in the quarter (source: Nielsen), led by the banners Extra Hiper and Pão de Açúcar. The expansion of commercial actions and more-successful promotional campaigns drove the strong growth at Multivarejo, with sales volumes recovering and accelerating across all banners.

 

Gross profit excluding tax credits amounted to R$1,816 million, with gross margin of 28.1%. The success of these actions combined with the increased customization of offerings (My Discount) enabled the segment to maintain gross margin at similar levels to 2Q17, despite more promotional activations in the period.

   

Selling, general and administrative expenses amounted to R$1,489 million, reduction of 2.7% from 2Q17. As a ratio of net revenue, these expenses decreased 80 bps (23.1%) compared to 2Q17. This improvement was due to the closing of hypermarket stores and ongoing initiatives to capture efficiency gains to mitigate the effects from inflation, led by productivity gains in stores.

 

Adjusted EBITDA excluding tax credits amounted to R$358 million, improving 18.6% from 2Q17, as result of the significant evolution of sales and greater operational efficiency. Margin reached 5.6%, improving 90 bps.

 

 

Assaí

 

Gross margin came to R$5.7 billion, representing robust growth of 22.8%. This growth translated into a market share gain of around 200 bps in the quarter (source: Nielsen). Same-store net sales ex-calendar grew 4.7% (2.5% ex-conversions).


 
 

Gross profit excluding tax credits came to R$868 million, with gross margin of 16.4%. Despite the negative effect from food deflation in the quarter of around -2.8%, the gross margin expansion of 50 bps was mainly due to the successful expansion over the past two years:

o    17 organic stores with accelerated maturation, reflecting a well-defined business model and market demand;

o    Positive impact from store conversions, resulting in more attractive stores that better meet the needs of target market.

Regarding the new tax framework for ICMS-ST, it is important to note that 2Q17 and 2Q18 are on a comparable basis.

 

Selling, general and administrative expenses corresponded to 10.4% of net revenue, in line with 2Q17, reflecting the maturation of stores, despite the increase in expenses due to stronger  individual customer and the higher number of stores.

 

Adjusted EBITDA excluding tax credits amounted to R$321 million, with margin expanding 50 bps to 6.1%.

 

 

FINANCIAL PERFORMANCE

 

Other Income and Expenses

 

Other Operating Income and Expenses came to R$90 million and were mainly related to:

         Expenses associated with store closures/conversions (Extra Hiper into Assaí and Extra Super into Compre Bem), in the amount of R$46 million;

         Expenses with the integration and restructuring of Multivarejo, in the amount of R$43 million.

 

Financial result

 

The Company’s financial result amounted to R$148 million, or 1.3% of net sales, improving 50 bps from 2Q17. The main variations were as follows:

§  Decrease in debt cost: in line with the decline in the CDI interest rate, from 10.9% in 2Q17 to 6.4% in 2Q18;

§  Increase in the cost of selling receivables: despite the lower interest rate there was an increase in the volume anticipated due to the growth of sales and greater participation of non-food;

§  Variations in contingencies and other expenses:  corresponded to 0.4% of net revenue, in line with 1Q18.

 

 Net Income

 

In the Food segment, the profit of the controlling shareholders of continuing operations totaled R$ 462 million, 2.4 times higher than 2Q17. Excluding tax credits reached R$ 185 million, reversing the loss of the same period of the previous year.

 

Consolidated net income of controlling shareholders of continuing operations reached R$ 431 million, 2.7 times higher than 2Q17. Excluding tax credits totaled R$ 153 million, reversing the loss in 2Q17.

 

Earnings per Share

 


 
 

Diluted earnings per common share was R$ 1.68439 and earnings per preferred share was R$ 1.84454 in the quarter.

 

Net Debt

 

Net debt, adjusted for the balance of unsold receivables, stood at R$2,711 million. The Company maintained its low financial leverage, with the ratio of net debt to EBITDA falling from -1.16x in June 2017 to -1.03x in June 2018. 

 

The Company’s cash balance stood at R$3,054 million and R$88 million in unsold receivables, representing R$3,143 million in cash and equivalents. The Company also has around R$1.3 billion in pre-approved/confirmed credit facilities.

 

 


 
 

Contingencies

 

Following the trend of the last quarters, there was a reduction of R$ 340 million in the quarter in total of possible and probable contingencies. This decrease is the result of favorable decisions regarding tax contingencies and a reduction in the volume of labor lawsuits.

 

Capital Expenditure

 

CAPEX in the Food segment came to R$ 330 million, 15.1% higher than in 2Q17, mainly due to the following:

o   Expansion of Assaí: 3 Assaí stores were opened, one of which was converted from an Extra Hiper. Around 20 stores are slated to open this year, including new and converted ones.  

o   Renovation of Pão de Açúcar stores: 6 stores were renovated in the quarter under the Generation 7 concept, as part of the plan to renovate around 20 stores in 2018. Furthermore, 30 stores will be included in the Premium Project to offer customers a high-end experience with higher quality perishables and customer service and a unique assortment.

 

The Company also announced two pilot projects for the Extra Super banner to increase penetration in its target public:

 

 

 

 

 


 
 

 

II. Additional Information

 

2Q18 Results Conference Call and Webcast

Wednesday, July 25, 2018
10:30 a.m. (Brasília) | 9:30 a.m. (New York) | 2:30 p.m. (London)

Conference call in Portuguese (original language)
+55 (11) 3193-1001 or (11) 2820-4001

Conference call in English (simultaneous translation)
+1 (646) 828-8246

Webcast: http://www.gpari.com.br

Replay
+55 (11) 3193-1012 or +55 (11) 2820-4012
Access code for audio in Portuguese: 127474#
Access code for audio in English: 389567#

http://www.gpari.com.br

 

Investor Relations Contacts

Daniela Sabbag

Isabela Cadenassi



GPA
Telephone: 55 (11) 3886-0421
Fax: 55 (11) 3884-2677
gpa.ri@gpabr.com
www.gpari.com.br

 

 

About GPA: GPA is Brazil’s largest retailer, with a distribution network comprising over 2,000 points of sale as well as electronic channels. Established in 1948 in São Paulo, it has its head office in the city and operations in 18 Brazilian states and the Federal District. With a strategy of focusing its decisions on customers and better serving them based on their consumer profile in the wide variety of shopping experiences it offers, GPA adopts a multi-business and multi-channel platform consisting of brick-and-mortar stores and e-commerce operations, divided into three business units:  Multivarejo, which operates the supermarket, hypermarket and Minimercado store formats, as well as gas stations and drugstores under the Pão de Açúcar and Extra banners; Assaí, which operates in the cash-and-carry wholesale segment; GPA Malls, responsible for the management of real estate assets, expansion projects and inauguration of new stores; and Via Varejo’s discontinued operations, with its brick-and-mortar electronics and home appliances stores under the Casas Bahia and Pontofrio banners, and the e-commerce segment.  

Disclaimer: Statements contained in this release relating to the business outlook of the Company, projections of operating/financial results, growth prospects of the Company and market and macroeconomic estimates are merely forecasts and are based on the beliefs, plans and expectations of Management in relation to the Company’s future. These expectations are highly dependent on changes in the market, the general economic performance of Brazil, the industry and international markets, and hence are subject to change.

 

 


 

 
 

 

III.  Appendix

Glossary

Food Segment: Represents the combined results of Multivarejo and Assaí, excluding equity income (loss) from Cdiscount, which is not included in the operating segments reported by the Company. Includes retail and wholesale activities of products in general, including - but not limited to - food products, clothing, hygiene, medicines, fuel, furniture, consumer electronics and domestic utilities. These activities are carried out in both physical and virtual establishments. 

 

 

 

Discontinued Operations: Due to the ongoing divestment of the interest held by GPA in Via Varejo S.A., the operations of Via Varejo are treated as discontinued operations. Accordingly, net sales and other profit or loss accounts were adjusted retrospectively, as required by IFRS 5/CPC 31, approved by CVM Resolution 598/09 – Non-current assets held for sale and discontinued operations.

 

Growth and changes: The growth and changes presented in this document refer to variations from the same period last year, except where stated otherwise.

 

EBITDA: EBITDA is calculated in accordance with Instruction 527 issued by the Securities and Exchange Commission of Brazil (CVM) on October 4, 2012.

 

Adjusted EBITDA: Measure of profitability calculated by excluding Other Operating Income and Expenses from EBITDA. Management uses this measure in its analyses as it believes it eliminates nonrecurring expenses and revenues and other nonrecurring items that could compromise the comparability and analysis of results.

 

Earnings per share: Diluted earnings per share are calculated as follows:

        Numerator: profit for the year adjusted by dilutive effects from stock options granted by subsidiaries.

        Denominator: the number of shares of each category adjusted to include potential shares corresponding to dilutive instruments (stock options), less the number of shares that could be repurchased in the market, as applicable.

Equity instruments that must or may be settled with the shares of the Company and its subsidiaries are only included in the calculation when their settlement has a dilutive impact on earnings per share.

 


 

CONSOLIDATED FINANCIAL STATEMENTS

1. Balance Sheet

BALANCE SHEET

ASSETS

 

Consolidated

 

Food Businesses

   
   

(R$ million)

06.30.2018

03.31.2018

06.30.2017

 

06.30.2018

03.31.2018

06.30.2017

               

Current Assets

   31,240

   30,612

   26,714

 

  9,800

  8,513

  8,151

  Cash and Marketable Securities

  3,054

  1,701

  2,366

 

  3,054

  1,701

  2,366

  Accounts Receivable

   296

   857

   477

 

   300

   862

   482

   Credit Cards

  86

   594

   307

 

  90

   599

   307

  Sales Vouchers and Trade Account Receivable

   160

   206

   127

 

   160

   206

   132

   Allowance for Doubtful Accounts

   (4)

   (4)

   (6)

 

   (4)

   (4)

   (6)

   Resulting from Commercial Agreements

  54

  61

  49

 

  54

  61

  49

  Inventories

  5,136

  4,758

  4,427

 

  5,136

  4,758

  4,427

  Recoverable Taxes

   532

   573

   449

 

   532

   573

   449

  Noncurrent Assets for Sale

   21,698

   22,133

   18,568

 

   254

  22

   -  

  Prepaid Expenses and Other Accounts Receivables

   523

   590

   427

 

   523

   597

   427

 

 

 

 

 

 

 

 

Noncurrent Assets

   15,255

   14,805

   14,035

 

   15,295

   14,836

   14,065

Long-Term Assets

  4,143

  3,546

  2,898

 

  4,178

  3,572

  2,923

   Accounts Receivables

3

  42

   -  

 

3

  42

   -  

   Credit Cards

3

  42

   -  

 

3

  42

   -  

  Recoverable Taxes

  2,335

  1,785

  1,278

 

  2,335

  1,785

  1,278

   Deferred Income Tax and Social Contribution

   174

   147

   178

 

   174

   147

   176

   Amounts Receivable from Related Parties

  31

  52

  19

 

  66

  78

  48

   Judicial Deposits

   784

   788

   738

 

   784

   788

   738

   Prepaid Expenses and Others

   817

   733

   684

 

   817

   733

   684

Investments

   209

   188

   265

 

   209

   188

   265

Property and Equipment

  8,976

  9,150

  8,985

 

  8,976

  9,150

  8,985

Intangible Assets

  1,927

  1,920

  1,887

 

  1,932

  1,925

  1,892

TOTAL  ASSETS

   46,494

   45,417

   40,749

 

   25,095

   23,349

   22,216

   

LIABILITIES

 

Consolidated

 

Food Businesses

   
   
 

06.30.2018

03.31.2018

06.30.2017

 

06.30.2018

03.31.2018

06.30.2017

               

Current Liabilities

   26,016

   25,610

   22,161

 

  9,953

  8,778

  8,476

  Suppliers

  6,370

  5,510

  5,172

 

  6,375

  5,515

  5,174

  Loans and Financing

  1,321

   883

  1,439

 

  1,321

   883

  1,439

  Debentures

   500

   506

  47

 

   500

   506

  47

  Payroll and Related Charges

   615

   664

   602

 

   615

   664

   602

  Taxes and Social Contribution Payable

   264

   272

   363

 

   264

   272

   363

  Dividends Proposed

0

  78

   -  

 

0

  78

   -  

  Financing for Purchase of Fixed Assets

  39

  24

  28

 

  39

  24

  28

  Rents

  67

  77

  75

 

  67

  77

  75

  Debt with Related Parties

   145

   160

   160

 

   338

   376

   351

  Advertisement

  43

  39

  32

 

  43

  39

  32

  Provision for Restructuring

  13

3

2

 

  13

3

2

  Advanced Revenue

   151

   125

  79

 

   151

   125

  79

Non-current Assets Held for Sale

   16,269

   17,057

   13,885

 

   -  

   -  

   -  

  Others

   221

   211

   277

 

   228

   216

   283

 

 

 

 

 

 

 

 

Long-Term Liabilities

  6,738

  6,536

  5,872

 

  6,738

  6,536

  5,872

  Loans and Financing

   834

   766

   669

 

   834

   766

   669

  Debentures

  3,338

  3,336

  2,980

 

  3,338

  3,336

  2,980

  Deferred Income Tax and Social Contribution

   548

   424

   258

 

   548

   424

   258

  Tax Installments

   517

   540

   765

 

   517

   540

   765

  Provision for Contingencies

  1,127

  1,155

  1,016

 

  1,127

  1,155

  1,016

  Advanced Revenue

  15

  19

  19

 

  15

  19

  19

  Provision for loss on investment in Associates

   304

   246

   108

 

   304

   246

   108

  Others

  56

  49

  57

 

  56

  49

  57

 

 

 

 

 

 

 

 

Shareholders' Equity

   13,740

   13,271

   12,715

 

  8,403

  8,035

  7,868

  Capital

  6,823

  6,822

  6,818

 

  5,407

  5,450

  5,516

  Capital Reserves

   400

   379

   349

 

   400

   379

   349

  Profit Reserves

  3,599

  3,198

  2,888

 

  2,667

  2,266

  2,020

Other Comprehensive Results

   (71)

   (60)

   (47)

 

   (71)

   (60)

   (17)

  Minority Interest

  2,989

  2,932

  2,707

 

   -  

   -  

0

TOTAL LIABILITIES

   46,494

   45,417

   40,749

 

   25,095

   23,349

   22,216

 

 

 

 

2.1 Income Statement - 2Q18

 

The table below represents the full of reported results and does not exclude any adjustment or other non-recurring item.

 

INCOME STATEMENT

 

Consolidated  

 

Food Businesses

 

Multivarejo(1)

 

Assaí

       
       
                               

R$ - Million

2Q18

2Q17

Δ

 

2Q18

2Q17

Δ

 

2Q18

2Q17

Δ

 

2Q18

2Q17

Δ

                               

Gross Revenue

   12,772

   11,623

9.9%

 

   12,772

   11,623

9.9%

 

  7,030

  6,945

1.2%

 

  5,742

  4,678

22.8%

Net Revenue

   11,775

   10,663

10.4%

 

   11,775

   10,663

10.4%

 

  6,497

  6,390

1.7%

 

  5,278

  4,273

23.5%

Cost of Goods Sold

   (8,665)

   (7,713)

12.3%

 

   (8,665)

  (7,713)

12.3%

 

   (4,626)

   (4,120)

12.3%

 

   (4,039)

   (3,594)

12.4%

Depreciation (Logistic)

   (12)

   (14)

-9.2%

 

   (12)

   (14)

-9.2%

 

   (10)

   (12)

-17.2%

 

  (2)

  (1)

61.4%

Gross Profit

  3,098

  2,936

5.5%

 

  3,098

 2,936

5.5%

 

  1,861

  2,259

-17.6%

 

  1,237

   677

82.5%

   Selling Expenses

   (1,787)

   (1,722)

3.8%

 

   (1,787)

  (1,722)

3.8%

 

   (1,307)

   (1,336)

-2.1%

 

(480)

(387)

24.1%

   General and Administrative Expenses

(250)

(246)

1.4%

 

(250)

(246)

1.4%

 

(181)

(194)

-6.5%

 

   (69)

   (53)

30.6%

Selling, General and Adm. Expenses

   (2,037)

   (1,969)

3.5%

 

   (2,037)

   (1,969)

3.5%

 

   (1,489)

   (1,529)

-2.7%

 

(549)

(439)

24.8%

Equity Income(2)

   (11)

   (29)

-62.0%

 

  20

  7

175.6%

 

  20

  7

175.6%

 

   -  

   -  

n.a.

Other Operating Revenue (Expenses)

   (90)

(307)

-70.6%

 

   (90)

(307)

-70.6%

 

   (80)

(272)

-70.7%

 

   (11)

   (36)

-69.3%

Depreciation and Amortization

(209)

(190)

9.8%

 

(209)

(190)

9.8%

 

(153)

(149)

2.2%

 

   (56)

   (41)

37.4%

Earnings before interest and Taxes - EBIT

   750

   441

70.2%

 

   782

   477

63.9%

 

   161

   316

-49.0%

 

   621

   161

284.5%

   Financial Revenue

  39

  41

-4.8%

 

 39

  41

-4.8%

 

  31

  33

-6.4%

 

  8

  8

1.5%

   Financial Expenses

(186)

(229)

-18.6%

 

(186)

(229)

-18.6%

 

(174)

(203)

-14.4%

 

   (13)

   (26)

-51.3%

Net Financial Result

(148)

(188)

-21.5%

 

(148)

(188)

-21.5%

 

(143)

(170)

-15.9%

 

  (5)

   (18)

-74.6%

Income (Loss) Before Income Tax

   603

   253

138.4%

 

  634

   289

119.4%

 

  18

   146

-87.6%

 

   616

   143

329.5%

Income Tax

(172)

   (93)

85.7%

 

(172)

   (93)

85.7%

 

  32

   (46)

-169.9%

 

(204)

   (47)

333.0%

Net Income (Loss) Company - continuing operations

   431

  160

168.9%

 

   462

   196

135.4%

 

  50

   100

-50.0%

 

   412

  96

327.8%

Net Result from discontinued operations

  95

   (45)

n.a.

 

  14

  1

n.a.

 

  14

  1

n.a.

 

   -  

   -  

n.a.

Net Income (Loss) - Consolidated Company

   526

   115

356.1%

 

   476

   197

142.0%

 

  64

   101

-36.1%

 

   412

  96

327.8%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Income (Loss)  - Controlling Shareholders - continuing operations(3)

   431

   160

169.9%

 

   462

   196

136.1%

 

  50

  99

-49.7%

 

   412

  96

327.8%

Net Income (Loss)  - Controlling Shareholders - discontinued operations(3)

  47

   (27)

n.a

 

  14

  2

840.9%

 

  14

  2

840.9%

 

   -  

   -  

n.a.

Net Income (Loss)  - Consolidated Controlling Shareholders(3)

   478

   133

260.1%

 

   476

   197

141.5%

 

  64

   101

-36.3%

 

   412

  96

327.8%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Minority Interest - Non-controlling - continuing operations

   -  

  1

n.a.

 

   -  

  1

n.a.

 

  -  

  1

n.a.

 

   -  

   -  

n.a.

Minority Interest - Non-controlling - discontinued operations

  48

  (18)

n.a

 

   -  

  (1)

n.a.

 

   -  

  (1)

n.a.

 

   -  

   -  

n.a.

Minority Interest - Non-controlling - Consolidated

  48

   (17)

n.a

 

   -  

  (0)

n.a.

 

   -  

  (0)

n.a.

 

   -  

   -  

n.a.

                               
 

Consolidated  

   

Food Businesses

   

Multivarejo(1)

   

Assaí

 
               

% of Net Revenue

             
                               
 

2Q18

2Q17

   

2Q18

2Q17

   

2Q18

2Q17

   

2Q18

2Q17

 
                               

Gross Profit

26.3%

27.5%

 

 

26.3%

27.5%

 

 

28.6%

35.3%

 

 

23.4%

15.9%

 

   Selling Expenses

15.2%

16.2%

 

 

15.2%

16.2%

 

 

20.1%

20.9%

 

 

9.1%

9.1%

 

   General and Administrative Expenses

2.1%

2.3%

 

 

2.1%

2.3%

 

 

2.8%

3.0%

 

 

1.3%

1.2%

 

Selling, General and Adm. Expenses

17.3%

18.5%

 

 

17.3%

18.5%

 

 

22.9%

23.9%

 

 

10.4%

10.3%

 

Equity Income(2)

-0.1%

-0.3%

 

 

0.2%

0.1%

 

 

0.3%

0.1%

 

 

0.0%

0.0%

 

Other Operating Revenue (Expenses)

0.8%

2.9%

 

 

0.8%

2.9%

 

 

1.2%

4.3%

 

 

0.2%

0.8%

 

Depreciation and Amortization

1.8%

1.8%

 

 

1.8%

1.8%

 

 

2.3%

2.3%

 

 

1.1%

1.0%

 

EBIT

6.4%

4.1%

 

 

6.6%

4.5%

 

 

2.5%

4.9%

 

 

11.8%

3.8%

 

Net Financial Revenue (Expenses)

1.3%

1.8%

 

 

1.3%

1.8%

 

 

2.2%

2.7%

 

 

0.1%

0.4%

 

Income Before Income Tax

5.1%

2.4%

 

 

5.4%

2.7%

 

 

0.3%

2.3%

 

 

11.7%

3.4%

 

Income Tax

-1.5%

-0.9%

 

 

-1.5%

-0.9%

 

 

0.5%

-0.7%

 

 

-3.9%

-1.1%

 

Net Income (Loss) Company - continuing operations

3.7%

1.5%

 

 

3.9%

1.8%

 

 

0.8%

1.6%

 

 

7.8%

2.3%

 

Net Income (Loss) - Consolidated Company

4.5%

1.1%

 

 

4.0%

1.8%

 

 

1.0%

1.6%

 

 

7.8%

2.3%

 

Net Income (Loss)  - Controlling Shareholders - continuing operations(3)

3.7%

1.5%

 

 

3.9%

1.8%

 

 

0.8%

1.6%

 

 

7.8%

2.3%

 

Net Income (Loss)  - Consolidated Controlling Shareholders(3)

4.1%

1.2%

 

 

4.0%

1.8%

 

 

1.0%

1.6%

 

 

7.8%

2.3%

 

Minority Interest - Non-controlling - continuing operations

0.0%

0.0%

 

 

0.0%

0.0%

 

 

0.0%

0.0%

 

 

0.0%

0.0%

 

Minority Interest - Non-controlling - Consolidated

0.4%

-0.2%

 

 

0.0%

0.0%

 

 

0.0%

0.0%

 

 

0.0%

0.0%

 

 

(1)  Multivarejo includes the results of Malls and Corporate. (2) Equity income from Cdiscount is included in the Consolidated results and not in the Retail and Cash-and-Carry segments. (3) Net income after non-controlling interest.

 


 
 

2.1 Income Statement – 1H18

 

The table below represents the full of reported results and does not exclude any adjustment or other non-recurring item.

 

INCOME STATEMENT

 

Consolidated

 

Food Businesses

 

Multivarejo(1)

 

Assaí

       
       
                               

R$ - Million

1H18

1H17

Δ

 

1H18

1H17

Δ

 

1H18

1H17

Δ

 

1H18

1H17

Δ

                               

Gross Revenue

   25,072

   23,053

8.8%

 

   25,072

   23,053

8.8%

 

   13,831

   13,975

-1.0%

 

   11,241

  9,078

23.8%

Net Revenue

   23,118

   21,215

9.0%

 

   23,118

  21,215

9.0%

 

   12,783

   12,904

-0.9%

 

   10,336

  8,312

24.3%

Cost of Goods Sold

(17,449)

(15,835)

10.2%

 

(17,449)

(15,835)

10.2%

 

   (9,131)

   (8,787)

3.9%

 

   (8,318)

   (7,048)

18.0%

Depreciation (Logistic)

   (25)

   (26)

-4.9%

 

   (25)

   (26)

-4.9%

 

   (20)

   (23)

-13.0%

 

  (4)

  (3)

67.1%

Gross Profit

  5,645

  5,355

5.4%

 

  5,645

 5,355

5.4%

 

  3,631

  4,093

-11.3%

 

  2,014

  1,261

59.7%

   Selling Expenses

   (3,526)

   (3,423)

3.0%

 

   (3,526)

   (3,423)

3.0%

 

   (2,574)

   (2,662)

-3.3%

 

(953)

(760)

25.3%

   General and Administrative Expenses

(491)

(489)

0.5%

 

(491)

(489)

0.5%

 

(360)

(387)

-6.9%

 

(131)

(102)

28.3%

Selling, General and Adm. Expenses

   (4,018)

   (3,912)

2.7%

 

   (4,018)

   (3,912)

2.7%

 

   (2,934)

   (3,049)

-3.8%

 

   (1,084)

(863)

25.7%

Equity Income(2)

   (44)

   (40)

9.2%

 

  32

  22

44.7%

 

  32

  22

44.7%

 

   -  

   -  

n.a.

Other Operating Revenue (Expenses)

(133)

(274)

-51.3%

 

(133)

(274)

-51.3%

 

(120)

(251)

-52.2%

 

   (13)

   (23)

-42.0%

Depreciation and Amortization

(419)

(380)

10.2%

 

(419)

(380)

10.2%

 

(308)

(298)

3.1%

 

(111)

   (82)

36.2%

Earnings before interest and Taxes - EBIT

 1,031

   749

37.7%

 

  1,107

   811

36.5%

 

   302

   517

-41.6%

 

   805

   294

173.8%

   Financial Revenue

  79

  98

-19.5%

 

 79

  98

-19.5%

 

  63

  83

-24.3%

 

  16

  15

6.6%

   Financial Expenses

(358)

(468)

-23.5%

 

(358)

(468)

-23.5%

 

(327)

(417)

-21.6%

 

   (31)

   (51)

-38.8%

Net Financial Revenue (Expenses)

(279)

(370)

-24.6%

 

(279)

(370)

-24.6%

 

(264)

(334)

-21.0%

 

   (15)

   (36)

-58.2%

Income Before Income Tax

   752

   379

98.5%

 

  828

   441

87.7%

 

  38

   183

-79.4%

 

   790

   258

205.9%

Income Tax

(213)

(142)

n.a.

 

(213)

(142)

n.a.

 

  50

   (56)

n.a.

 

(263)

   (86)

206.1%

Net Income (Loss) Company - continuing operations

   539

   237

127.5%

 

   615

   299

105.5%

 

  87

   127

-31.1%

 

   527

   172

205.8%

Net Result from discontinued operations

   212

  88

142.6%

 

  4

   (25)

n.a.

 

  4

   (25)

n.a.

 

   -  

   -  

n.a.

Net Income (Loss) - Consolidated Company

   751

   324

131.6%

 

   618

   274

125.4%

 

  91

   102

-10.7%

 

   527

   172

205.8%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Income (Loss)  - Controlling Shareholders - continuing operations(3)

   539

   237

127.6%

 

   615

   299

105.5%

 

  87

   127

-31.1%

 

   527

   172

205.8%

Net Income (Loss)  - Controlling Shareholders - discontinued operations(3)

 89

  17

435.8%

 

  4

   (24)

n.a

 

  4

   (24)

n.a

 

   -  

   -  

n.a.

Net Income (Loss)  - Consolidated Controlling Shareholders(3)

   628

   253

147.8%

 

   618

   275

124.7%

 

  91

   103

-11.5%

 

   527

   172

205.8%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Minority Interest - Non-controlling - continuing operations

   -  

   -  

n.a.

 

   -  

   -  

n.a.

 

   -  

   -  

n.a.

 

   -  

   -  

n.a.

Minority Interest - Non-controlling - discontinued operations

   124

 71

74.2%

 

   -  

  (1)

n.a.

 

   -  

  (1)

n.a.

 

   -  

   -  

n.a.

Minority Interest - Non-controlling - Consolidated

   124

  71

74.2%

 

   -  

  (1)

n.a.

 

   -  

  (1)

n.a.

 

   -  

   -  

n.a.

                               
 

Consolidated

   

Food Businesses

   

Multivarejo(1)

   

Assaí

 
               

% Net Sales Revenue

             
                               
 

1H18

1H17

   

1H18

1H17

   

1H18

1H17

   

1H18

1H17

 
                               

Gross Profit

24.4%

25.2%

 

 

24.4%

25.2%

 

 

28.4%

31.7%

 

 

19.5%

15.2%

 

   Selling Expenses

15.3%

16.1%

 

 

15.3%

16.1%

 

 

20.1%

20.6%

 

 

9.2%

9.1%

 

   General and Administrative Expenses

2.1%

2.3%

 

 

2.1%

2.3%

 

 

2.8%

3.0%

 

 

1.3%

1.2%

 

Selling, General and Adm. Expenses

17.4%

18.4%

 

 

17.4%

18.4%

 

 

22.9%

23.6%

 

 

10.5%

10.4%

 

Equity Income(2)

-0.2%

-0.2%

 

 

0.1%

0.1%

 

 

0.2%

0.2%

 

 

0.0%

0.0%

 

Other Operating Revenue (Expenses)

0.6%

1.3%

 

 

0.6%

1.3%

 

 

0.9%

1.9%

 

 

0.1%

0.3%

 

Depreciation and Amortization

1.8%

1.8%

 

 

1.8%

1.8%

 

 

2.4%

2.3%

 

 

1.1%

1.0%

 

EBIT

4.5%

3.5%

 

 

4.8%

3.8%

 

 

2.4%

4.0%

 

 

7.8%

3.5%

 

Net Financial Revenue (Expenses)

1.2%

1.7%

 

 

1.2%

1.7%

 

 

2.1%

2.6%

 

 

0.1%

0.4%

 

Income Before Income Tax

3.3%

1.8%

 

 

3.6%

2.1%

 

 

0.3%

1.4%

 

 

7.6%

3.1%

 

Income Tax

-0.9%

-0.7%

 

 

-0.9%

-0.7%

 

 

0.4%

-0.4%

 

 

-2.5%

-1.0%

 

Net Income (Loss) Company - continuing operations

2.3%

1.1%

 

 

2.7%

1.4%

 

 

0.7%

1.0%

 

 

5.1%

2.1%

 

Net Income (Loss) - Consolidated Company

3.2%

1.5%

 

 

2.7%

1.3%

 

 

0.7%

0.8%

 

 

5.1%

2.1%

 

Net Income (Loss)  - Controlling Shareholders - continuing operations(3)

2.3%

1.1%

 

 

2.7%

1.4%

 

 

0.7%

1.0%

 

 

5.1%

2.1%

 

Net Income (Loss)  - Consolidated Controlling Shareholders(3)

2.7%

1.2%

 

 

2.7%

1.3%

 

 

0.7%

0.8%

 

 

5.1%

2.1%

 

Minority Interest - Non-controlling - continuing operations

0.0%

0.0%

 

 

0.0%

0.0%

 

 

0.0%

0.0%

 

 

0.0%

0.0%

 

Minority Interest - Non-controlling - Consolidated

0.5%

0.3%

 

 

0.0%

0.0%

 

 

0.0%

0.0%

 

 

0.0%

0.0%

 

(1)  Multivarejo includes the results of Malls and Corporate. (2) Equity income from Cdiscount is included in the Consolidated results and not in the Retail and Cash-and-Carry segments. (3) Net income after non-controlling interest.  

 

 


 
 

3. Financial income/expenses

 

Consolidated

 
 
 

(R$ million)

2Q18

2Q17

Δ

 

1H18

1H17

Δ

 

 

 

 

 

 

 

 

   Financial Revenue

 39

 41

-4.8%

 

 79

 98

-19.5%

   Financial Expenses

 (186)

 (229)

-18.6%

 

 (358)

 (468)

-23.5%

    Cost of Debt

 (86)

 (137)

-37.0%

 

 (184)

 (311)

-40.8%

    Cost of  Receivables Discount

 (51)

 (33)

52.1%

 

 (86)

 (73)

17.8%

    Restatement of Contingent Liabilities and Other financial expenses

 (48)

 (58)

-15.9%

 

 (88)

 (84)

4.8%

Net Financial Revenue (Expenses)

 (148)

 (188)

-21.5%

 

 (279)

 (370)

-24.6%

   % of Net Revenue

1.3%

1.8%

-50 bps

 

1.2%

1.7%

-50 bps

In the financial statements of GPA on June 30, 2018, due to the ongoing divestment of the interest held by GPA in Via Varejo S.A. as announced in the material fact notice of November 23, 2016, the operations of Via Varejo are treated as discontinued operations. Accordingly, net sales and other profit and loss accounts were adjusted retrospectively, as required by IFRS 5/CPC 31, approved by CVM Resolution 598/09 – Sale of non-current assets and discontinued operations

 

4. Net income

 

Consolidated

 
 
 

(R$ million)

2Q18

2Q17

Δ

 

1H18

1H17

Δ

 

 

 

 

 

 

 

 

   Financial Revenue

 39

 41

-4.8%

 

 79

 98

-19.5%

   Financial Expenses

 (186)

 (229)

-18.6%

 

 (358)

 (468)

-23.5%

    Cost of Debt

 (86)

 (137)

-37.0%

 

 (184)

 (311)

-40.8%

    Cost of  Receivables Discount

 (51)

 (33)

52.1%

 

 (86)

 (73)

17.8%

    Restatement of Contingent Liabilities and Other financial expenses

 (48)

 (58)

-15.9%

 

 (88)

 (84)

4.8%

Net Financial Revenue (Expenses)

 (148)

 (188)

-21.5%

 

 (279)

 (370)

-24.6%

   % of Net Revenue

1.3%

1.8%

-50 bps

 

1.2%

1.7%

-50 bps

 

In the financial statements of GPA on June 30, 2018, due to the ongoing divestment of the interest held by GPA in Via Varejo S.A. as announced in the material fact notice of November 23, 2016, the operations of Via Varejo are treated as discontinued operations. Accordingly, net sales and other profit and loss accounts were adjusted retrospectively, as required by IFRS 5/CPC 31, approved by CVM Resolution 598/09 – Sale of non-current assets and discontinued operations

 

4. Net income

 

Consolidated

 

Food Business

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(R$ million)

2Q18

2Q17

Δ

 

1H18

1H17

Δ

 

2Q18

2Q17

Δ

 

1H18

1H17

Δ

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

EBITDA

   972

   645

50.7%

 

  1,475

  1,155

27.7%

 

  1,003

   681

47.3%

 

  1,551

  1,217

27.4%

Depreciation (Logistic)

(12)

(14)

-9.2%

 

(25)

(26)

-4.9%

 

(12)

(14)

-9.2%

 

(25)

(26)

-4.9%

Depreciation and Amortization

(209)

(190)

9.8%

 

(419)

(380)

10.2%

 

(209)

(190)

9.8%

 

(419)

(380)

10.2%

Net Financial Revenue (Expenses)

(148)

(188)

-21.5%

 

(279)

(370)

-24.6%

 

(148)

(188)

-21.5%

 

(279)

(370)

-24.6%

Income (Loss) before Income Tax

   603

   253

138.4%

 

   752

   379

98.5%

 

   634

   289

119.4%

 

   828

   441

87.7%

Income Tax

(172)

(93)

85.7%

 

(213)

(142)

50.2%

 

(172)

(93)

85.7%

 

(213)

(142)

50.2%

Net Income (Loss) Company - continuing operations

   431

   160

168.9%

 

   539

   237

127.5%

 

   462

   196

135.4%

 

   615

   299

105.5%

Net income from discontinued operations

   95

(45)

n.a.

 

   212

   88

142.6%

 

   14

   1

n.a.

 

   4

(25)

n.a.

Net Income (Loss) Consolidated Company

   526

   115

356.1%

 

   751

   324

131.6%

 

   476

   197

142.0%

 

   618

   274

125.4%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Income (Loss)  - Controlling Shareholders - continuing operations

   431

   160

169.9%

 

   539

   237

127.6%

 

   462

   196

136.1%

 

   615

   299

105.5%

Net Income (Loss)  - Controlling Shareholders - descontinuing operations

   47

(27)

n.a

 

   89

   17

435.8%

 

   14

   2

840.9%

 

   4

(24)

n.a

Net Income (Loss)  - Controlling Shareholders - Consolidated

   478

   133

260.1%

 

  628

   253

147.8%

 

   476

   197

141.5%

 

   618

   275

124.7%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other Operating Revenue (Expenses)

   414

   447

-7.4%

 

   414

   447

-7.4%

 

   414

   447

-7.4%

 

   414

   447

-7.4%

Income Tax from Other Operating Revenues (Expenses)

(137)

(110)

23.7%

 

(137)

(110)

23.7%

 

(137)

(110)

23.7%

 

(137)

(110)

23.7%

Net Income (Loss) - Controlling Shareholders - continuing operations ex tax credits

   153

(177)

n.a

 

   261

(100)

n.a

 

   185

(141)

n.a

 

   337

(37)

n.a

Net Margin - Controlling Shareholders ex tax credits

1.3%

-1.7%

300 bps

 

1.1%

-0.5%

160 bps

 

1.6%

-1.3%

290 bps

 

1.5%

-0.2%

170 bps

In the financial statements of GPA on June 30, 2018, due to the ongoing divestment of the interest held by GPA in Via Varejo S.A. as announced in the material fact notice of November 23, 2016, the operations of Via Varejo are treated as discontinued operations. Accordingly, net sales and other profit and loss accounts were adjusted retrospectively, as required by IFRS 5/CPC 31, approved by CVM Resolution 598/09 - Sale of non-current assets and discontinued operations.

 

 

 


 
 

 

 

5. Debt

 

(R$ million)

06.30.2018

06.30.2017

     

Short Term Debt

 (1,783)

 (1,437)

   Loans and Financing

 (1,283)

 (1,390)

   Debentures and Promissory Notes

 (500)

 (47)

Long Term Debt

 (4,070)

 (3,638)

   Loans and Financing

 (733)

 (658)

   Debentures

 (3,338)

 (2,980)

Total Gross Debt

 (5,853)

 (5,075)

Cash and Financial investments

 3,054

 2,366

Net Debt

 (2,799)

 (2,709)

EBITDA(1)

 2,634

 2,077

Net Debt / EBITDA(1)

-1.06x

-1.30x

 

 

 

On balance Credit Card Receivables not discounted

 88

 307

Net Debt incl. Credit Card Receivables not discounted

 (2,711)

 (2,402)

Net Debt incl. Credit Card Receivables not discounted / EBITDA(1)

-1.03x

-1.16x

In the financial statements of GPA on June 30, 2018, due to the ongoing divestment of the interest held by GPA in Via Varejo S.A. as announced in the material fact notice of November 23, 2016, the operations of Via Varejo are treated as discontinued operations. Accordingly, net sales and other profit and loss accounts were adjusted retrospectively, as required by IFRS 5/CPC 31, approved by CVM Resolution 598/09 - Sale of non-current assets and discontinued operations. However, said technical standard does not require restatement of the balance sheet in such situations.

 

(1) EBITDA in the last 12 months.

 

 

 


 
 

6. Cash Flow - Consolidated (including Via Varejo)

 

STATEMENT OF CASH FLOW

   

Consolidated

(R$ million)

 

06.30.2018

06.30.2017

       

Net Income (Loss) for the period

 

  751

  324

Adjustment for reconciliation of net income

 

 

 

Deferred income tax

 

  196

   (187)

Loss (gain) on disposal of fixed and intangible assets

 

  103

51

Depreciation and amortization

 

  444

  406

Interests and exchange variation

 

  396

  486

Equity Income

 

32

31

Provision for contingencies

 

  143

  299

Share-Based Compensation

 

28

18

Allowance for doubtful accounts

 

  322

  377

Provision for obsolescence/breakage

 

  (15)

  (18)

Deferred revenue

 

   (215)

   (163)

Other Operating Expenses

 

  -  

   (447)

 

 

2,185

1,178

Asset (Increase) decreases

 

 

 

Accounts receivable

 

  324

   (1,238)

Inventories

 

   (1,321)

   (497)

Taxes recoverable

 

   (948)

33

Other Assets

 

  (54)

  (85)

Related parties

 

56

  129

Restricted deposits for legal proceeding

 

  (12)

   (177)

 

 

   (1,955)

   (1,680)

Liability (Increase) decrease

 

 

 

Suppliers

 

   (2,359)

   (2,921)

Payroll and charges

 

   (128)

  (46)

Taxes and Social contributions payable

 

   6

  (6)

Other Accounts Payable

 

  (68)

  (62)

Contingencies

 

   (440)

   (184)

Deferred revenue

 

  117

  (10)

Taxes and Social contributions paid

 

   (249)

  (31)

   

   (3,121)

   (3,260)

   

 

 

Net cash generated from (used) in operating activities

 

   (2,891)

   (3,762)

   

 

 

Acquisition of property and equipment

 

   (711)

   (553)

Increase Intangible assets

 

   (212)

   (120)

Sales of  property and equipment

 

81

97

Net cash flow investment activities

 

   (842)

   (576)

   

 

 

Cash flow from financing activities

 

 

 

Increase of capital

 

   1

   7

Funding and refinancing

 

4,362

4,703

Payments of loans and financing

 

   (3,806)

   (6,390)

Net cash generated from (used) in financing activities

 

  381

   (1,688)

   

 

 

Increase (decrease) in cash and cash equivalents

 

   (3,352)

   (6,026)

   

 

 

Cash and cash equivalents at the beginning of the year

 

7,351

9,142

Cash and cash equivalents at the end of the year

 

3,999

3,116

Change in cash and cash equivalents

 

   (3,352)

   (6,026)

 

 


 
 

6.1. Simplified Cash Flow Statement – Consolidated (including Via Varejo)

 

 

   

Consolidated

   
   

(R$ million)

 

1H18

1H17

Cash Balance at Beginning of Exercise

 

7,351

9,142

 

 

 

 

Cash Flow from Operating Activities

 

  (2,891)

  (3,855)

   EBITDA

 

2,192

1,631

   Cost of Sale of Receivables

 

(418)

(450)

   Working Capital

 

  (3,356)

  (4,656)

   Assets and Liabilities Variation

 

  (1,309)

(380)

Cash Flow from Investment Activities

 

(842)

(576)

   Net Investment

 

(842)

(576)

 

 

 

 

Change on net cash after investments

 

  (3,733)

  (4,431)

 

 

 

 

Cash Flow from Financing Activities

 

   381

  (1,595)

   Dividends Payments and Others

 

(176)

  -  

   Net Payments

 

   557

  (1,595)

 

 

 

 

Change on Net Cash

 

  (3,352)

  (6,026)

 

 

 

 

Cash Balance at End of Exercise

 

3,999

3,116

 

 

 

 

Cash includes "Assets held for sale and op. Discontinued"

 

   945

   750

 

 

 

 

Cash t as balance sheet (excluding Via Varejo)

 

3,054

2,366

In the financial statements of GPA on June 30, 2018, due to the ongoing divestment of the interest held by GPA in Via Varejo S.A. as announced in the material fact notice of November 23, 2016, the operations of Via Varejo are treated as discontinued operations. Accordingly, net sales and other profit and loss accounts were adjusted retrospectively, as required by IFRS 5/CPC 31, approved by CVM Resolution 598/09 – Sale of non-current assets and discontinued operations. Assets held for sale and the corresponding liabilities were reclassified only on the reporting date. Accordingly, movements in the above equity accounts include Via Varejo, however, the final cash position is reconciled so as to show only continuing operations.

 

 


 
 

7. Capital Expenditure

 

 

Food Business

(R$ million)

2Q18

2Q17

Δ

 

1H18

1H17

Δ

New stores, land acquisition and conversions

 157

 127

23.8%

 

 245

 154

58.3%

Store renovations and Maintenance

 101

 103

-2.2%

 

 179

 177

1.0%

Infrastructure and Others

 84

 45

87.0%

 

 152

 88

73.7%

 

 

 

 

 

 

 

 

Non-cash Effect

 

 

 

 

 

 

 

Financing Assets

 (12)

 11

n.a

 

 84

 135

-38.1%

Total

 330

 286

15.1%

 

 659

 554

18.9%

 

8. Breakdown of Sales by Business

 

   

Breakdown of Gross Sales by Business

(R$ million)

 

2Q18

%

2Q17

%

Δ

1H18

%

1H17

%

Δ

                       

 Multivarejo

 

  7,030

55.0%

  6,945

59.8%

1.2%

  13,831

55.2%

  13,975

60.6%

-1.0%

Pão de Açúcar

 

  1,886

14.8%

  1,766

15.2%

6.8%

3,639

14.5%

3,484

15.1%

4.5%

Extra (1)

 

  4,144

32.4%

  4,316

37.1%

-4.0%

8,295

33.1%

8,732

37.9%

-5.0%

Convenience Stores (2)

 

  315

2.5%

   293

2.5%

7.5%

600

2.4%

589

2.6%

1.7%

Other Businesses (3)

 

  685

5.4%

   569

4.9%

20.3%

1,297

5.2%

1,169

5.1%

10.9%

Cash & Carry

 

  5,742

45.0%

  4,678

40.2%

22.8%

  11,241

44.8%

9,078

39.4%

23.8%

Assaí

 

  5,742

45.0%

  4,678

40.2%

22.8%

  11,241

44.8%

9,078

39.4%

23.8%

Food Business

 

   12,772

100.0%

   11,623

100.0%

9.9%

  25,072

100.0%

  23,053

100.0%

8.8%

                       
                       
   

Breakdown of Net Sales by Business

(R$ million)

 

2Q18

%

2Q17

%

Δ

1H18

%

1H17

%

Δ

                       

Multivarejo

 

  6,497

55.2%

  6,390

59.9%

1.7%

  12,783

55.3%

  12,904

60.8%

-0.9%

Pão de Açúcar

 

  1,732

14.7%

  1,615

15.1%

7.2%

3,345

14.5%

3,200

15.1%

4.5%

Extra (1)

 

 3,802

32.3%

  3,950

37.0%

-3.8%

7,606

32.9%

8,015

37.8%

-5.1%

Convenience Stores (2)

 

  295

2.5%

   273

2.6%

8.3%

560

2.4%

549

2.6%

2.1%

Other Businesses (3)

 

  669

5.7%

   553

5.2%

21.0%

1,271

5.5%

1,139

5.4%

11.5%

Cash & Carry

 

  5,278

44.8%

  4,273

40.1%

23.5%

  10,336

44.7%

8,312

39.2%

24.4%

Assaí

 

  5,278

44.8%

  4,273

40.1%

23.5%

  10,336

44.7%

8,312

39.2%

24.4%

Food Business

 

   11,775

100.0%

   10,663

100.0%

10.4%

  23,118

100.0%

  21,215

100.0%

9.0%

(1) Includes sales by Extra Supermercado and Extra Hiper.

 (2) Includes sales by Minimercado Extra and Minuto Pão de Açúcar.          

 (3) Includes sales by Gas stations, Drugstores, Delivery and rental revenue from commercial centers.

 

 


 
 

9.  Breakdown of Sales (% of Net Sales)

 

SALES BREAKDOWN (% of Net Sales)

 

Food Business

 

2Q18

2Q17

 

1H18

1H17

           

Cash

48.2%

51.5%

 

49.0%

51.5%

Credit Card

41.2%

38.4%

 

40.3%

38.3%

Food Voucher

10.6%

10.1%

 

10.7%

10.2%

 

10. Store Portfolio Changes by Banner

 

 

 

Food Business

 

03/31/2018

 

Opened

Opened by conversion

 

Closed

Closed to conversion

 

06/31/2018

                   

Pão de Açúcar

   186

 

-  

-  

 

-  

-  

 

186

Extra Hiper

   113

 

-  

-  

 

-  

-  

 

113

Extra Supermercado

   187

 

-  

-  

 

-  

-  

 

187

Minimercado Extra

   183

 

-  

-  

 

-  

-  

 

183

Minuto Pão de Açucar

  82

 

-  

-  

 

-  

-  

 

   82

Assaí

   127

 

  2

  1

 

-  

-  

 

130

Other Business

   194

 

-  

-  

 

(1)

-  

 

193

Gas Station

   71

 

  -  

  -  

 

(1)

-  

 

  70

Drugstores

   123

 

  -  

  -  

 

-  

-  

 

  123

Food Business

   1,072

 

  2

  1

 

(1)

-  

 

   1,074

                   

Sales Area ('000 m2)

 

             

 

  Food Business

   1,788

             

   1,802

 

 

               

# of employees ('000)

 

               

  Food Business

  91

             

   91

 


 
 

Companhia Brasileira de Distribuição

Notes to the interim financial information

June 30, 2018

(In millions of Brazilian reais, unless otherwise stated)

 

 

1.      Corporate information

Companhia Brasileira de Distribuição ("Company" or “CBD”), directly or through its subsidiaries (“Group” or “GPA”) is engaged in the retail of food, clothing, home appliances, electronics and other products through its chain of hypermarkets, supermarkets, specialized stores and department stores especially under the trade names "Pão de Açúcar, “Minuto Pão de Açúcar”, "Extra Hiper", “Extra Super”, “Minimercado Extra”, “Assai”, and the neighborhood shopping mall brand “Conviva”. The activities related to the segments of electronics and e-commerce are presented as discontinued operations (note 31) and represent the stores under the brands “Ponto Frio” and “Casas Bahia", as well as the e-commerce platforms “CasasBahia.com,” “Extra.com”, “Pontofrio.com” and “Barateiro.com”. The Group’s headquarters are located in the city of São Paulo, State of São Paulo, Brazil.

The Company’s shares are listed on the São Paulo Stock Exchange (“B3”) Level 1 of Corporate Governance under the ticker symbol “PCAR4” and on the New York Stock Exchange (ADR level III), under the ticker symbol “CBD”.

The Company is indirectly controlled by Almacenes Éxito S.A., through Wilkes Participações S.A. (“Wilkes”), and its ultimate parent company is Casino Guichard Perrachon (“Casino”), French company listed on Paris Stock Exchange.

1.1.   Arbitration Península

On September 12, 2017, the Company received a notice from the Brazil-Canada Chamber of Commerce regarding a request for arbitration filed by Banco Ourinvest S.A., a financial institution, in its capacity as fund manager and acting in the exclusively interest of the quotaholders of Fundo de Investimento Imobiliário Península ("Península" and the "Proceeding").

The Proceeding aims to discuss the calculation of the rental fees and other operational matters related to the stores owned by Peninsula, which are under several lease agreements and contracts entered into between the Company and Peninsula during 2005 (the "Agreements"). The Agreements assure to CBD the rent of the stores for a period of twenty (20) years as from their respective execution, which may be extended for an additional 20-year term, at CBD’s exclusive criteria, and rules the calculation of the rental fees.

The Proceeding refers to certains terms and conditions of the Agreements and does not affect the continuity of the leasing of the stores, which are contractually assured. The Company and its legal advisors understand that the Proceeding will be decided favorably to CBD.

2.      Basis of preparation

The individual and consolidated interim financial information has been prepared in accordance with IAS 34 - Interim Financial Reporting issued by the International Accounting Standard Board (“IASB”) and CPC 21 (R1) - Interim Financial Reporting and presented consistently with the standards approved and issued by the Brazilian Securities and Exchange Commission (“CVM”) applicable to the preparation of interim financial information – ITR.

The individual and consolidated interim financial information is being presented in millions of Brazilian Reais.The reporting currency of the Company is Real and for subsidiaries located abroad is the local currency of each jurisdiction.

The accounting information intermediate and consolidated regarding the semester ended June 30, 2018 were approved by the Board of Directors on July 24, 2018.


 
 

2.     Basis of preparation - Continued

As a result of the process in progress for the sale of the subsidiary Via Varejo S.A. (note 32 on the financial statements for year ended December 31, 2017, presented in February 19, 2018) and in accordance to the CPC 31 / IFRS 5 – Non current assets held for sale and discontinued operation, the individual and consolidated interim financial information of the statement of the operations and the statement of the added value for the semesters ended June 30, 2018 and June 30, 2017 were presented with the effects of the transaction.

The cash flow statements presented include the continuing and discontinued operations in line with technical pronouncement CPC31 / IFRS 5. The cash for flow discontinued operations are presented in Note 31.1.

 

 

3.      Basis of consolidation

The information on the basis of consolidation did not have significant modification and was presented in the annual financial statements for 2017, in Note 3. In the period, a new company was established named SCB Distribuição e Comércio (SCB) controlled by CBD.

 

4.      Significant accounting policies

The significant accounting policies adopted by the Company in the preparation of the individual and consolidated interim financial information are consistent with those adopted and disclosed on Note 4 of the financial statements for the year ended December 31, 2017 and therefore should be read in conjunction with those annual financial statements, in note 5.1. and the policy of recognition and measurement of income tax in the interim period described in Note 19.1.

 

5.     Adoption of new procedures, amendments and interpretations of pronouncements issued by IASB and CPC and standards published and not yet in force

5.1.   Amendments to IFRS and new interpretations applicable mandatorily as of January 1, 2018

 

The changes in accounting policies were also reflected in the Company's consolidated quarterly information for the semester ended June 30, 2017.

The Company adopted for the first time CPC 47 / IFRS 15 Revenue from Contracts with Customers (see 5.1.1), CPC 48 /IFRS 9 Financial Instruments (see 5.1.2) as of January 1, 2018 and the Revision of Technical Pronouncements – No. 12/2017 as of January 1, 2018. A series of other new standards are effective as of January 1, 2018, although they have no material impact on the Company’s financial statements.

The effect of the first-time adoption of these standards is mainly due to the following:

·         Reclassification of bonuses received from suppliers;

·         Reclassification of financial assets, with impacts on shareholders’ equity (see note 5.1.2);

·         Reclassification of the impacts of withheld taxes on share-based compensation (see Note 5.1.3);

·         An increase in impairment losses recognized in financial assets (see Note 5.1.2).

 

 


 
 

5.     Adoption of new procedures, amendments and interpretations of pronouncements issued by IASB and CPC and standards published and not yet in force – Continued

5.1.  Amendments to IFRS and new interpretations applicable mandatorily as of January 1, 2018 - Continued

5.1.1 . CPC 47 / IFRS 15 Revenue from contracts with customers

CPC 47 / IFRS 15 establishes a comprehensive framework to determine if, when and for how long revenue is recognized. It substitutes CPC 30 / IAS 18 Revenue, CPC 17 / IAS 11 Construction Contracts and their respective interpretations.

The Company adopted CPC 47 / IFRS 15, with the effect of first-time adoption of the standard with retrospective effects (i.e. January 1, 2017). Consequently, we restated the Statement of income, statement of added value, statement of changes in shareholders equity and balance sheet, for the period reported previously in accordance with CPC 30 / IAS 18, CPC 17 / IAS 11 and the respective interpretations.

The effect of the adoption of CPC 47 / IFRS 15 is related to the classification of bonuses received from suppliers as deductions from the cost of sales instead of from administrative and selling expenses.

The details of the new significant accounting policies and the nature of the changes to previous accounting policies in relation to the diverse goods and services of the Company are described below:

 (i)       Revenue

a)        Sales of goods

Revenue from sale of goods is recognized at its fair value and, when control over the products is transferred to the buyer, the Company and its subsidiaries cease to hold control or liability over the goods sold and the economic benefits generated for the Company and its subsidiaries are probable. No revenue is recognized if its realization is uncertain.

b)       Service revenue

Since the Company and its subsidiaries are holders of policies on extended warranty insurance, financial protection insurance and personal accident insurance, and are sales agents in technical assistance and prepaid phone recharge, revenues earned are presented net of related costs and recognized as profit or loss when it is probable that the economic benefits will flow to the Company and its subsidiaries and their amounts can be measured reliably.

c)    Financial services revenue

Since consumer financing is an essential part of the business of the Company and its subsidiaries, for all financial instruments measured at amortized cost, financial revenue is recognized using the effective interest rate method, which discounts exactly the estimated future cash receipts through the expected life of the financial instrument, or in a shorter period of time, when applicable, from the carrying amount of the asset. Interest income is included under financial services, comprising gross profit in the income statement for the year. This practice is substantially related to discontinued activities.

 


 
 

5.     Adoption of new procedures, amendments and interpretations of pronouncements issued by IASB and CPC and standards published and not yet in force – Continued

5.1.   Amendments to IFRS and new interpretations applicable mandatorily as of January 1, 2018 - Continued

5.1.1             CPC 47 / IFRS 15 Revenue from contracts with customers - Continued

d)       Interest income

For all the financial assets measured at their amortized cost, interest income is recorded using the effective interest rate method, which is the discount rate of the estimated future cash payments or receipts through the expected life of the financial instrument or a shorter period, as applicable, from the carrying amount of the financial asset or liability. Interest income is included in the financial result in the income statement for the year.

e)        Returns and cancellations

Returns and cancellations are recognized when the sale is concluded. Estimates are based on sales volumes and the history of returns in each reporting segment. Revenue is recognized net of returns and cancellations.

(ii)       Cost of goods sold

The cost of goods sold comprises the cost of purchases net of discounts and bonuses received from suppliers, changes in inventories and logistics costs.

Bonuses received from suppliers are measured based on the contracts and agreements between the parties.

Cost of sales includes the cost of logistics operations managed or outsourced by the Company and its subsidiaries, and includes warehousing, handling and freight costs incurred until the goods are available for sale. Transport costs are included in acquisition costs.

 

5.1.2         CPC 48 / IFRS 9 Financial Instruments

CPC 48 / IFRS 9 establishes the requirements for recognition and measurement of financial assets, financial liabilities and some contracts for purchase and sale of non-financial items.   This standard replaces CPC 38 / IAS 39 – Financial Instruments: Recognition and Measurement.

CPC 48 / IFRS 9 retains most of the current requirements of CPC 38 / IAS 39 for the classification and measurement of financial liabilities. However, it eliminates previous categories of CPC 38 / IAS 39 for financial assets: held-to-maturity, loans and receivables and available-for-sale.

The adoption of CPC 48 / IFRS 9 did not have a significant impact on the Company’s accounting policies related to financial liabilities and derivative instruments (for derivatives used as hedging instruments, see item (iii) below). The impact of CPC 48 / IFRS 9 on the Classification and Measurement of Financial assets is described below.

 


 
 

5.     Adoption of new procedures, amendments and interpretations of pronouncements issued by IASB and CPC and standards published and not yet in force – Continued

5.1.   Amendments to IFRS and new interpretations applicable mandatorily as of January 1, 2018 – Continued

5.1.2         CPC 48 / IFRS 9 Financial Instruments - Continued

In accordance with CPC 48 / IFRS 9, upon initial recognition, a financial asset is classified as measured: at its amortized cost, at fair value through other comprehensive income (“FVOCI”) – debt instrument; FVOCI – equity instrument; or fair value through profit or loss (“FVPL”). The classification of financial assets according to CPC 48 / IFRS 9 is generally based on the business model in which a financial asset is managed and on the characteristics of its contractual cash flows. Embedded derivatives in which the main contracts is a financial asset under the scope of the standard are never separated.  Instead, the hybrid financial instrument is fully evaluated for classification.

Details of the new significant accounting policies and the nature of changes to previous accounting policies in relation to the Company’s goods and services is described below:

i)       Classification and measurement of Financial Assets and Liabilities

A financial asset is measured at its amortized cost if it meets both of the following conditions and is not designated as measured at FVPL:

·  It is held within a business model whose goal is to maintain financial assets to receive contractual cash flows; and

·  Its contractual terms generate, on specific dates, cash flows that are related to the payment of principal and interest on the outstanding principal amount.

A financial asset is measured at FVOCI if it meets both of the following conditions and is not designated as measured at FVPL:

·  It is held within a business model whose goal is achieved both through the receipt of contractual cash flows and through the sale of financial assets; and

·  Its contractual terms generate, on specific dates, cash flows that are exclusively related to the payment of principal and interest on the outstanding principal amount.

 

Upon initial recognition of an investment in an equity instrument that is not held for trading, the Company may irrevocably choose to present subsequent changes in the fair value of the investment under other comprehensive income (“OCI”). This choice is made on an investment-by-investment basis.

 


 
 

5.     Adoption of new procedures, amendments and interpretations of pronouncements issued by IASB and CPC and standards published and not yet in force – Continued

5.1.   Amendments to IFRS and new interpretations applicable mandatorily as of January 1, 2018 – Continued

5.1.2.CPC 48 / IFRS 9 Financial Instruments - Continued

 

Any financial asset not classified as measured at their amortized cost or through FVOCI, as described above, are classified as FVPL. This includes all derivative financial assets. Upon initial recognition, the Company may irrevocably designate a financial asset that would otherwise meet the requirements to be measured at amortized cost or as FVOCI as FVPL if this eliminates or significantly reduces an accounting mismatch that would occur otherwise (fair value option available in CPC 48 / IFRS 9).

A financial asset (unless it refers to trade accounts receivable without a significant component of financing that is initially measured at the transaction price) is initially measured at fair value, plus, for an item that is not measured at FVPL, any transaction costs directly attributable to its acquisition.

Financial assets measures at FVPL – These assets are subsequently measured at fair value. The net result, including interest or revenue from dividends, is recognized in the result.

Financial assets at amortized cost – These assets are measured subsequent to amortized cost using the effective interest rate method. The amortized cost is reduced by impairment losses. Interest income, exchange gains and losses, and losses are recognized as profit or loss. Any gain or loss from derecognition is recognized as profit or loss.

Debt instruments at FVOCI – These assets are measured subsequently at fair value. Interest income calculated using the effective interest rate method, exchange gains and losses, and impairment losses are recognized as profit or loss. Other net income is recognized under OCI. In derecognition, the accumulated result under OCI is reclassified to result. On December 31, 2017, the amount under continuing operations was R$11 at the parent company and R$12 at the consolidated, and the amount under discontinued operation was R$64.

ii)             Impairment of financial assets

CPC 48 / IFRS 9 replaces the “incurred loss” model of CPC 38 / IAS 39 with an expected credit losses model. The new impairment loss model applies to financial assets measured at amortized cost, contractual assets and debt instruments measured at FVOCI, but does not apply to investments in equity instruments (shares) or financial assets measured at FVPL, as per CPC 48 / IFRS 9, loan losses are recognized earlier than under CPC 38 / IAS 39.

According to CPC 48 / IFRS 9, provisions for losses are measured at one of the following bases:

·         Credit losses expected for 12 months (general model): these are credit losses that result in possible default events within 12 months from the balance sheet date and, subsequently, in case of deterioration of the credit risk, throughout the life of the instrument.

·         Full lifetime expected credit losses (simplified model): these are credit losses resulting from all possible default events over the expected life of a financial instrument.

 


 
 

5.     Adoption of new procedures, amendments and interpretations of pronouncements issued by IASB and CPC and standards published and not yet in force – Continued

5.1.   Amendments to IFRS and new interpretations applicable mandatorily as of January 1, 2018 – Continued

5.1.2.CPC 48 / IFRS 9 Financial Instruments - Continued

ii)   Impairment of financial assets - Continued

·       Practical expedient: these are expected credit losses that are consistent with reasonable and sustainable information available, on the balance sheet date about past events, current conditions and forecasts of future economic conditions, which enable the verification of probable future loss based on the historical credit loss occurred in accordance with the maturity of securities.

 

The Company chose to measure provisions for losses from accounts receivable and other receivables and contractual assets at an amount that equals the credit loss expected for the full lifetime, and for trade accounts receivable, whose portfolio of receivables is fragmented, CDCI, rents receivable, wholesale accounts receivable and accounts receivable from freight companies, the practical expedient was applied through the adoption of a matrix of losses for each maturity range.

When determining whether the credit risk of a financial asset increased significantly since its initial recognition and while estimating the expected credit losses, the Company takes into account reasonable and sustainable information that is relevant and available free of cost or excessive effort. This includes quantitative and qualitative information and analysis, based on the Company’s historical experience, during credit appraisal and considering information about projections.

The Company assumes that the credit risk of a financial asset increased significantly if the asset is overdue more than 90 days.

The Company considers a financial asset as in default when:

·         there is little likelihood that the debtor will fully pay their obligations to the Company, without resorting to actions such as execution of guarantees (if any); or

·         the financial asset is overdue more than 90 days.

The Company determined the credit risk of a debt security by analyzing the payment history, financial and macroeconomic conditions of the counterparty and the assessment of rating agencies, when applicable, thereby assessing each debt security individually.

The maximum period considered when estimating the expected credit loss is the maximum contractual period during which the company is exposed to the credit risk.

Measurement of expected credit losses – Expected credit losses are estimates weighted by the probability of credit losses based on historical losses and projections of related assumptions. Credit losses are measured at present value based on all cash insufficiencies (i.e. the differences between the cash flows owed to the Company according to contracts and the cash flows the Company expects to receive).

Expected credit losses are discounted by the effective interest rate of the financial asset.

 


 
 

5.     Adoption of new procedures, amendments and interpretations of pronouncements issued by IASB and CPC and standards published and not yet in force – Continued

5.1.   Amendments to IFRS and new interpretations applicable mandatorily as of January 1, 2018 – Continued

5.1.2.CPC 48 / IFRS 9 Financial Instruments - Continued

ii)   Impairment of financial assets - Continued

Financial assets with credit recovery problems – On each reporting date, the Company evaluates whether the financial assets recorded at amortized cost and the debt securities measured at FVOCI show any indication of impairment. A financial asset shows “indication of impairment loss” in the occurrence of one or more events with adverse impact on the estimated future cash flows of the financial asset.

Presentation of impairment loss – Provision for losses for financial assets measured at amortized cost are deducted from the gross book value of the assets.

For financial instruments measured at FVOCI, the provision for losses is recognized in OCI, instead of deducting the book value of the asset.

Impairment losses related to trade accounts receivable and other receivables, including contractual assets, are presented separately in the statement of income and OCI. As a result, the Company reclassified impairment losses of R$2 to selling expenses June 30, 2017, recognized under CPC 38/IAS 39.

Impairment of other financial assets is reported under “selling expenses”, similarly to the presentation under CPC 38 / IAS 39.

Impact of the new impairment loss model – For assets within the scope of the loss model of CPC 48 / IFRS 9, impairment should increase and become more volatile. The Company determined that the application of the requirements for impairment under CPC 48 / IFRS 9 on January 1, 2018 resulted in an additional provision of R$6 in continuing operations.

The additional Provision of R$175 in discontinued operations is composed as follows:

 

 

 

Discontinued operations

12.31.2017

Accounts receivable from credit card operators

 

24

Consumer financing CDCI

 

131

Accounts receivable from freight companies

 

9

Accounts receivable b2b

 

11

Total

 

175

 

Accounts receivable and contractual assets – The following analysis provides greater details on the calculation of expected credit losses related to accounts receivable and contractual assets when adopting CPC 48 / IFRS 9. The Company considers the model and some of the assumptions used in the calculation of these expected credit losses as the main sources of uncertainty in the estimate.

 


 
 

5.     Adoption of new procedures, amendments and interpretations of pronouncements issued by IASB and CPC and standards published and not yet in force – Continued

5.1.   Amendments to IFRS and new interpretations applicable mandatorily as of January 1, 2018 – Continued

5.1.2.CPC 48 / IFRS 9 Financial Instruments - Continued

ii)   Impairment of financial assets – Continued

Expected credit losses were calculated based on real experiences of credit loss in recent years.  The Company calculated the rates of expected credit loss separately for lessees of wholesale properties, accounts receivable from credit card operators and other clients.

The positions within each group were segmented based on common credit risk characteristics, such as:

·         Credit risk level and historical losses – for wholesale clients and property rental; and

·         Delinquency status, default risk and historical losses – for credit card operators and other clients.

 

Transition – Changes in accounting policies resulting from the adoption of CPC 48 / IFRS 9 were applied retrospectively, except as described below.

·         The following assessments were made based on facts and circumstances that existed on the date of initial adoption.

o    Determination of the business model in which a financial asset is held.

o    Designation and cancellation of prior designations of certain financial assets and liabilities measured at FVPL.

o    Determinations of variables related to estimates of impairment.

o    Designation of certain investments in equity instruments not held for trading at FVOCI.

o    All hedge relationships designated in CPC 38 / IAS 39 on December 31, 2017 met the criteria for hedge accounting pursuant to CPC 48 / IFRS 9 on January 1, 2018 and are, therefore, considered as continuing hedge relationships.

 

5.1.3 Revision of Technical Pronouncements – no.12/2017

The entity must apply the change set forth in IFRS 2 / CPC 10 – “Share-based payment” to account for the withholding of share funds to pay the tax authority for the tax obligation of the employee associated with the share-based payment. Consequently, the payment made must be accounted for as a deduction from capital for the retained shares, except to the extent that the payment exceeds the fair value on the date of settlement by the net value of the own equity instruments withheld. As such, the liability related to the withheld liabilities in the amount of R$10 at the parent company and R$13 in the consolidated of continuing operations, and R$8 in discontinued operations was reclassified to shareholders equity on the initial date of adoption, i.e. January 1, 2018.

 

 


 
 

5.     Adoption of new procedures, amendments and interpretations of pronouncements issued by IASB and CPC and standards published and not yet in force – Continued

5.1.   Amendments to IFRS and new interpretations applicable mandatorily as of January 1, 2018 – Continued

5.1.4.Presentation of the retrospective effects of the application of pronouncements

The effect of retrospective adoption of CPC 47 / IFRS 15 Revenue from Contracts with Customers, CPC 48 /IFRS 9 Financial Instruments as of January 1, 2017, with impacts on the statement of income for the semesters ended June 30, 2017, balance sheets on December 31, 2017, statements of cash flows on June 30, 2017, and statements of value added on June 30, 2017 are as follows:

Balance Sheet

Parent Company

 

12.31.2017

 

Originally reported

 

Effects IFRS9

 

Equity effects (*)

 

Restated

               

Trade receivables

440

 

 (12)

 

 -

 

428

Other receivables

256

 

 (3)

 

 -

 

253

Assets held for sale

2,090

 

 (77)

 

 (4)

 

2,009

Total current assets

9,175

 

 (92)

 

 (4)

 

9,079

 

             

Deferred income tax and social contribution

108

 

4

 

 -

 

112

Investments

3,368

 

 (2)

 

 (21)

 

3,345

Total noncurrent assets

13,803

 

2

 

 (21)

 

13,784

Total assets

22,978

 

 (90)

 

 (25)

 

22,863

             

 

Provision for losses on investiment in associates

165

 

 -

 

30

 

195

Total noncurrent liabilities

4,483

 

 -

 

30

 

4,513

               

Shareholders’ equity

10,333

 

 (90)

 

 (55)

 

10,188

Non-controlling interest

 -

 

 -

 

 -

 

 -

Total shareholders’ equity

10,333

 

 (90)

 

 (55)

 

10,188

Total liabilities and shareholders’ equity

22,978

 

 (90)

 

 (25)

 

22,863

 

 


 
 

5.     Adoption of new procedures, amendments and interpretations of pronouncements issued by IASB and CPC and standards published and not yet in force – Continued

5.1.   Amendments to IFRS and new interpretations applicable mandatorily as of January 1, 2018 – Continued

5.1.4.Presentation of the retrospective effects of the application of pronouncements – Continued

 

Statement of Operations

Parent Company

 

06.30.2017

 

Originally reported

 

Effects IFRS15

 

Effects IFRS9

 

Equity effects (*)

Restated

                 

Cost of Sales

(8,846)

 

116

 

-

 

-

(8,730)

Gross Profit

3,953

 

116

 

-

 

-

4,069

Operating income (expenses)

               

Selling Expenses

(2,584)

 

(86)

 

(2)

 

-

(2,672)

General and Administrative Expenses

(356)

 

(30)

 

-

 

-

(386)

Share of Profit of Subsidiaries and Associates

240

 

-

 

(16)

 

(19)

205

Income (loss) Before Income Tax and Social Contribution

355

 

-

 

(18)

 

(19)

318

Income Tax and Social Contribution

(41)

 

-

 

-

 

-

(41)

Net Income (loss) from Continued Operations

314

 

-

 

(18)

 

(19)

277

Net Income (loss) from Discontinued Operations

(24)

 

-

 

-

 

-

(24)

Net Income (loss) for the Period

290

 

-

 

(18)

 

(19)

253

Attributed to:

               

Net Income (loss) from Continued Operations

314

 

-

 

(18)

 

(19)

277

Net Income (loss) from Discontinued Operations

(24)

 

-

 

-

 

-

(24)

Total of controlling shareholders

290

 

-

 

(18)

 

(19)

253

 

Balance Sheet

Consolidated

 

12.31.2017

 

Originally reported

 

Effects IFRS9

 

Equity effects (*)

 

Restated

Trade receivables

632

 

 (14)

 

 -

 

618

Other receivables

271

 

 (4)

 

 -

 

267

Assets held for sale

22,961

 

 (178)

 

 (8)

 

22,775

Total current assets

33,220

 

 (196)

 

 (8)

 

33,016

 

             

   Deferred income tax and social contribution

121

 

4

 

 -

 

125

   Investments

176

 

 -

 

 (21)

 

155

   Total noncurrent assets

14,708

 

4

 

 (21)

 

14,691

   Total assets

47,928

 

 (192)

 

 (29)

 

47,707

               

Provision for losses on investiment in associates

165

 

 -

 

30

 

195

Total noncurrent liabilities

5,644

 

 -

 

30

 

5,674

               

Shareholders’ equity

10,333

 

 (90)

 

 (55)

 

10,188

Non-controlling interest

2,959

 

 (101)

 

 (5)

 

2,853

Total shareholders’ equity

13,292

 

 (191)

 

 (60)

 

13,041

Total liabilities and shareholders’ equity

47,928

 

 (191)

 

 (30)

 

47,707

 


 
 

5.     Adoption of new procedures, amendments and interpretations of pronouncements issued by IASB and CPC and standards published and not yet in force – Continued

5.1.   Amendments to IFRS and new interpretations applicable mandatorily as of January 1, 2018 – Continued

5.1.4.Presentation of the retrospective effects of the application of pronouncements – Continued

 

Statements of Operations

Consolidated

 

06.30.2017

 

Originally reported

 

Effects IFRS15

 

Effects IFRS9

 

Equity effects (*)

Restated

                 

Cost of Sales

(15,982)

 

121

 

-

 

-

(15,861)

Gross Profit

5,233

 

121

 

-

 

-

5,354

Operating income (expenses)

               

Selling Expenses

 (3,329)

 

 (91)

 

 (2)

 

 -

 (3,422)

General and Administrative Expenses

 (459)

 

 (30)

 

 -

 

 -

 (489)

Share of Profit of Subsidiaries and Associates

 (23)

 

 -

 

 -

 

 (17)

 (40)

Income (loss) Before Income Tax and Social Contribution

398

 

 -

 

 (2)

 

 (17)

379

Income Tax and Social Contribution

 (142)

 

 -

 

 -

 

 -

 (142)

Net Income (loss) from Continued Operations

256

 

 -

 

 (2)

 

 (17)

237

Net Income (loss) from Discontinued Operations

128

 

 -

 

 (37)

 

 (4)

87

Net Income (loss) for the Period

384

 

 

 

 (39)

 

 (21)

324

Attributed to:

               

Net Income (loss) from Continued Operations

256

 

 -

 

 (2)

 

 (17)

237

Net Income (loss) from Discontinued Operations

34

 

 -

 

 (16)

 

 (2)

16

Total of controlling shareholders

290

 

 -

 

 (18)

 

 (19)

253

                 

Non-controlling shareholders from discontinued operations

94

 

-

 

(21)

 

(2)

71

Total of non-controlling shareholders

94

 

-

 

(21)

 

(2)

71

 

 

Statement of Cash Flows

             

 

Parent Company

 

06.30.2017

 

Originally reported

 

Effects IFRS9

 

Equity effects (*)

 

Restated

Net Cash Operating Activities

(1,287)

 

-

 

-

 

(1,287)

Cash Provided by the Operations

261

 

-

 

-

 

261

Net Income (Loss) for the Period

290

 

(18)

 

(19)

 

253

Deferred Income Tax

3

 

-

 

-

 

3

Share of Profit of Subsidiaries and Associates

(240)

 

16

 

19

 

(205)

Impairment

-

 

1

 

-

 

1

Estimated loss on doubtful accounts

4

 

1

 

-

 

5

                 

 


 
 

5.     Adoption of new procedures, amendments and interpretations of pronouncements issued by IASB and CPC and standards published and not yet in force – Continued

5.1.   Amendments to IFRS and new interpretations applicable mandatorily as of January 1, 2018 – Continued

5.1.4.Presentation of the retrospective effects of the application of pronouncements – Continued

 

Statement of Cash Flows

             

 

Consolidated

 

06.30.2017

 

Originally reported

 

Effects IFRS9

 

Equity effects (*)

 

Restated

Net Cash Operating Activities

(3,762)

 

-

 

-

 

(3,762)

Cash Provided by the Operations

1,178

 

-

 

-

 

1,178

Net Income (Loss) for the Period

384

 

(38)

 

(22)

 

324

Deferred Income Tax

(184)

 

(3)

 

-

 

(187)

Share of Profit of Subsidiaries and Associates

9

 

-

 

22

 

31

Impairment

-

 

1

 

-

 

1

Estimated loss on doubtful accounts

337

 

40

 

-

 

377

 

 

 

 

Statement of Value Added

 

 

 

 

 

 

 

 

 

Parent Company

 

06.30.2017

 

Originally reported

 

Effects IFRS15

 

Effects IFRS9

 

Equity effects (*)

Restated

                 

Products Acquired from Third Parties

               

Costs of Products, Goods and Services Sold

(9,115)

 

116

 

-

 

-

(8,999)

Materials, Energy, Outsourced Services and Other

(1,536)

 

(116)

 

(2)

 

-

(1,654)

 

(10,651)

 

-

 

(2)

 

-

(10,653)

                 

Gross Value Added

3,420

 

-

 

(2)

 

-

3,418

                 

Net Value Added Produced

3,099

 

-

 

(2)

 

-

3,097

                 

Share of Profit of Subsidiaries and Associates

240

 

-

 

-

 

(35)

205

Others

(24)

 

-

 

-

 

-

(24)

 

306

 

-

 

-

 

(35)

271

                 

Total Value Added to Distribute

3,405

 

-

 

(2)

 

(35)

3,368

                 

Value Distributed to Shareholders

290

 

-

 

(2)

 

(35)

253

Total Value Added Distributed

3,405

 

-

 

(2)

 

(35)

3,368

                         

 


 
 

5.     Adoption of new procedures, amendments and interpretations of pronouncements issued by IASB and CPC and standards published and not yet in force – Continued

5.1.               Amendments to IFRS and new interpretations applicable mandatorily as of January 1, 2018 – Continued

5.1.4.              Presentation of the retrospective effects of the application of pronouncements – Continued

 

Statement of Value Added

 

 

 

 

 

 

 

 

 

Consolidated

 

06.30.2017

 

Originally reported

 

Effects IFRS15

 

Effects IFRS9

 

Equity effects (*)

Restated

Products Acquired from Third Parties

               

Cost of Sales

(16,751)

 

121

 

-

 

-

(16,630)

Materials, Energy, Outsourced Services and Other

(1,878)

 

(121)

 

(2)

 

-

(2,001)

 

(18,629)

 

-

 

(2)

 

-

(18,631)

                 

Gross Value Added

4,631

 

-

 

(2)

 

-

4,629

                 

Net Value Added Produced

4,225

 

-

 

(2)

 

-

4,223

                 

Value Added Received in Transfer

               

Share of Profit of Associates

(23)

 

-

 

-

 

(17)

(40)

Net Income from Discontinued Operations

128

 

-

 

(41)

 

-

87

 

210

 

-

 

(41)

 

(17)

152

                 

Total Value Added to Distribute

4,435

 

-

 

(43)

 

(17)

4,375

                 

Value Distributed to Shareholders

384

 

-

 

(41)

 

(19)

324

Retained Earnings/ Accumulated Losses for the Period

290

 

-

 

(18)

 

(19)

253

Noncontrolling Interest in Retained Earnings

94

 

-

 

(23)

 

-

71

Distribution of Value Added

4,435

 

-

 

(43)

 

(17)

4,375

 

(*) Effects of the application of IFRS 9 and IFRS 15 in associates.

 

5.2  New and revised standards and interpretations already issued and not yet adopted

 

The Company is assessing the impacts of adopting “IFRS 16 – Lease,” and significant impacts are expected, which are currently being measured and are expected to be concluded by the end of 2018.

 

There are no other standards and interpretations issued and not yet adopted that could, in the Management's opinion, have a significant impact on the results for the year or in the shareholders' equity reported by the Company in its separate and consolidated financial statements.

 

 

 


 
 

6.      Significant accounting judgments, estimates and assumptions

Judgments, estimates and assumptions

 

The preparation of the Company’s individual and consolidated interim financial information requires Management to make judgments, estimates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities, and the disclosure of contingent liabilities at the end of the reporting period; however, uncertainties about these assumptions and estimates may result in outcomes that require adjustments to the carrying amount of the affected asset or liability in future periods.

The significant assumptions and estimates for interim financial information for the semester ended June 30, 2018 were the same as those adopted in the individual and consolidated financial statements for the year ended December 31, 2017, except for the application of CPC 48 / IFRS 9 described in Note 5.1.

7.      Cash and cash equivalents

The detailed information on cash and cash equivalents was presented in the annual financial statements for 2017, in note 7.

 

   

 

Parent Company

 

Consolidated

 

Rate

 

06.30.2018

12.31.2017

 

06.30.2018

12.31.2017

   

 

         

 

 

 

 

 

 

 

 

Cash and banks - Brazil

 

 

132

251

 

213

396

Cash and banks - Abroad

(*)

 

79

68

 

79

68

Short-term investments - Brazil

(**)

 

1,991

2,549

 

2,762

3,328

   

 

2,202

2,868

 

3,054

3,792

 

(*) Refers to amounts deposited in the United States of America in US Dollars.

 

(**) Short-term investments as June 30, 2018 refer substantially to highly liquid investments accruing  interest corresponding to a weighted average rate of 94.22% (98.07% on December 31, 2017) of the Interbank deposit Certificate ("CDI") and redeemable in terms of less than 90 days as of investment date.

8.      Trade receivables

The detailed information on trade receivables was presented in the annual financial statements for 2017, in note 8.

 

Parent Company

 

Consolidated

 

06.30.2018

12.31.2017

 

06.30.2018

12.31.2017

   

Restated

   

Restated

Credit card companies

34

134

 

50

234

Credit card companies - related parties (note 12.2)

29

162

 

39

170

Sales vouchers

54

84

 

116

147

Private label credit card

42

74

 

43

74

Receivables from related parties (note 12.2)

14

11

 

1

 -

Receivables from suppliers

38

46

 

54

79

Allowance for doubtful accounts (note 8.1)

(1)

 (3)

 

(4)

 (6)

 

210

508

 

299

698

 

 

   

 

 

Current

207

428

 

296

618

Noncurrent

3

80

 

3

80

 

 

 

 

 

 

8.       Trade receivables - Continued


 
 

8.1.      Allowance for doubtful accounts

 

Parent Company

 

Consolidated

 

06.30.2018

06.30.2017

 

06.30.2018

06.30.2017

   

Restated

   

Restated

At the beginning of the period

(2)

(1)

 

(4)

(2)

Adjustment related to IFRS 9

(1)

(1)

 

(2)

(2)

Restated opening balance

(3)

(2)

 

(6)

(4)

Loss/reversal in the period

 -

 (5)

 

 (322)

 (377)

Write-off of receivables

2

4

 

322

288

Assets held for sale and discontinued operations (note 31)

 -

 -

 

2

87

At the end of the period

 (1)

 (3)

 

 (4)

 (6)

Below is the aging list of consolidated gross receivables, by maturity period:

     

Overdue receivables - Consolidated

 

Total

Not overdue

<30 days

30-60 days

61-90 days

>90 days

             

06.30.2018

303

281

13

2

1

6

12.31.2017- Restated

704

673

15

5

2

9

 

9.      Other receivables

The detailed information on other receivables was presented in the annual financial statements for 2017, in note 9.

 

Parent Company

 

Consolidated

 

06.30.2018

12.31.2017

 

06.30.2018

12.31.2017

   

Restated

   

Restated

Receivable from Paes Mendonça

337

337

 

532

532

Accounts receivable from insurers

206

208

 

206

208

Receivable from sale of subsidiaries

86

81

 

86

81

Rental receivable

34

47

 

36

48

Other

54

37

 

65

52

Allowance for doubtful other receivables

(10)

(10)

 

(11)

(12)

 

707

700

 

914

909

 

 

   

 

 

Current

247

253

 

257

267

Noncurrent

460

447

 

657

642

 

 


 
 

9.        Other receivables - Continued

 

 

Parent Company

 

Consolidated

 

06.30.2018

06.30.2017

 

06.30.2018

06.30.2017

 

 

 

 

 

 

At the beginning of the period

 (10)

(6)

 

 (12)

 (7)

Allowance for losses on inventory

-

  -

 

 -

(4)

Write-off of receivables

-

-

 

13

-

Assets held for sale and discontinued operations (note 31)

-

-

 

(12)

4

At the end of the period

 (10)

 (6)

 

 (11)

 (7)

 

10.    Inventories

The detailed information on inventories was presented in the annual financial statements for 2017, in note 10.

 

 

Parent Company

 

Consolidated

 

06.30.2018

12.31.2017

 

06.30.2018

12.31.2017

           

Stores

2,037

2,013

 

3,644

3,564

Distribution centers

1,181

1,065

 

1,543

1,307

Real estate inventories

-

-

 

9

24

Allowance for losses on inventory obsolescence and damages (note 10.1)

(37)

(36)

 

(60)

(73)

 

3,181

3,042

 

5,136

4,822

           

 

10.1.Allowance for losses on inventory obsolescence and damages

 

Parent Company

 

Consolidated

 

06.30.2018

06.30.2017

 

06.30.2018

06.30.2017

At the beginning of the period

(36)

(41)

 

(73)

(75)

Additions

(3)

(15)

 

(47)

(64)

Write-offs

2

20

 

62

82

Assets held for sale and discontinued operations (note 31)

-

-

 

(2)

4

At the end of the period

(37)

(36)

 

(60)

(53)

 

 


 
 

11.    Recoverable taxes

The detailed information on recoverable taxes was presented in the annual financial statements for 2017, in note 11.

 

 

Parent Company

 

Consolidated

 

06.30.2018

12.31.2017

 

06.30.2018

12.31.2017

State value-added tax on sales and services – ICMS

1,250

1,187

 

2,012

1,886

Provision for non-realization to ICMS

-

-

 

(13)

(369)

Social Integration Program/Contribution for Social Security Financing-PIS/COFINS

286

286

 

478

424

Social Security Contribution - INSS

287

281

 

315

312

Income tax and Social Contribution

50

62

 

61

71

Other

3

9

 

14

19

Total

1,876

1,825

 

2,867

2,343

 

 

 

 

 

 

Current

402

360

 

532

596

Noncurrent

1,474

1,465

 

2,335

1,747

 

 

 

 

 

 

 

 

11.1. ICMS is expected to be realized as follows (net of provision for not realizing in consolidated):

      

 

Parent Company

Consolidated

In one year

150

244

From 1 to 2 years

149

247

From 2 to 3 years

145

249

From 3 to 4 years

137

246

From 4 to 5 years

116

231

More than 5 years

553

782

 

1,250

1,999

 

For the ICMS tax credits, management, based on technical feasibility studies, based on growth projections and related tax payments in the normal course of the operations, understand be viable the future compensation. The studies mentioned are prepared and reviewed periodically based on information extracted from Strategic Planning report, previously approved by the Board of Directors of the Company. For the financial information as of June 30, 2018, management has monitoring controls over the progress of the plan annually established, revaluating and including eventual new elements that contribute to the realization of ICMS tax credits, net of provision of R$13, as shown above. On the occasion of a new ordinance (CAT 42, issued in May 2018) in the state of São Paulo, there were new prospects for the realization of ICMS in the State, which resulted in the reversal of the provision for non-realization of R$ 369.

 


 
 

12.    Related parties

12.1.Management and Advisory Committees compensation

The expenses related to management compensation (officers appointed pursuant to the Bylaws including members of the Board of Directors and the related support committees) for the period of six months ended June 30, 2018 and 2017, were as follows:

In thousands of Brazilian reais

 

Base salary

 

Variable compensation

 

Stock option plan

 

Total

 

2018

2017

 

2018

2017

 

2018

2017

 

2018

2017

Board of directors (*)

4,083

2,944

 

-

-

 

-

-

 

4,083

2,944

Executive officers

12,046

11,865

 

22,676

11,953

 

6,393

18,002

 

41,115

41,820

Fiscal Council

228

114

 

-

-

 

-

-

 

228

114

 

16,357

14,923

 

22,676

11,953

 

6,393

18,002

 

45,426

44,878

 

(*) The compensation of the Board of Directors’ advisory committees (Human Resources and Compensation, Audit, Finance, Sustainable Development and Corporate Governance) is included in this line.

 

 


 
 

12.    Related parties – Continued

12.2.Balances and transactions with related parties.

The detailed information on related parties was presented in the annual financial statements for 2017, in note 12.

 

Parent company

 

Balances

 

Transactions

 

Trade receivables

 

Other assets

 

Trade payables

 

Other liabilities

 

Revenues (expenses)

 

2018

2017

 

2018

2017

 

2018

2017

 

2018

2017

 

2018

2017

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Controlling shareholders:

 

   

 

   

 

   

 

   

 

 

Casino

1

-

 

-

-

 

2

1

 

2

4

 

(26)

(17)

Euris

-

-

 

-

-

 

-

-

 

-

-

 

(1)

(2)

Exito

-

-

 

-

-

 

-

-

 

-

-

 

1

-

Helicco

-

-

 

-

-

 

-

-

 

-

-

 

(1)

-

Subsidiaries:

 

   

 

   

 

   

 

   

 

 

Novasoc Comercial

-

 -

 

43

45

 

-

 -

 

2

5

 

-

-

Sendas Distribuidora

9

4

 

82

83

 

8

7

 

-

 -

 

42

-

Via Varejo

4

7

 

18

4

 

5

4

 

195

202

 

(7)

(50)

VVLOG Logística Ltda.

-

 -

 

-

 -

 

-

 -

 

-

1

 

-

-

Cnova Brasil

-

 -

 

17

19

 

-

 -

 

-

 -

 

2

36

GPA M&P

-

 -

 

5

6

 

-

 -

 

12

 -

 

-

-

GPA Logística

-

 -

 

49

30

 

16

17

 

42

26

 

-

-

Associates

 

   

 

   

 

   

 

   

 

 

FIC

29

162

 

26

18

 

14

21

 

-

 -

 

61

(8)

Other related parties

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Greenyellow do Brasil Energia e Serviços Ltda(“Greenyellow”) (i)

-

 -

 

-

 -

 

-

 -

 

142

149

 

(22)

(17)

Others

-

 -

 

1

1

 

-

 -

 

-

 -

 

-

-

Total

43

173

 

241

206

 

45

50

 

395

387

 

49

(58)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(i) Amount refers to acquisition of products and services with purpose the Company’s energy efficience.

 

 

12.    Related parties – Continued

12.2.Balances and transactions with related parties – Continued


 
 
 

Consolidated

 

Balances

 

Transactions

 

Trade receivables

 

Other assets

 

Trade payables

 

Other liabilities

 

Revenues (expenses)

 

2018

2017

 

2018

2017

 

2018

2017

 

2018

2017

 

2018

2017

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Controlling shareholder:

     

 

   

 

   

 

   

 

 

Casino

1

 -

 

-

 -

 

2

1

 

2

4

 

(26)

(17)

Euris

-

 -

 

-

 -

 

-

 -

 

-

 -

 

(1)

(2)

Exito           

-

 -

 

-

 -

 

-

 -

 

-

 -

 

1

-

Helicco

-

 -

 

-

 -

 

-

 -

 

-

 -

 

(1)

-

Associates:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

FIC

39

170

 

30

24

 

18

22

 

-

 -

 

83

40

Other related parties:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Greenyellow do Brasil Energia e Serviços Ltda (Greenyellow)

-

 -

 

-

 -

 

-

 -

 

142

149

 

(22)

(17)

Others

-

 -

 

1

1

 

-

 -

 

-

 -

 

-

-

Total

40

170

 

31

25

 

20

23

 

144

153

 

34

4

                               

 


 
 

13.    Investments in subsidiaries and associates

 

The detailed information on investments was presented in the annual financial statements for 2017, in note 13.

13.1.Breakdown of investments

 

 

Parent Company

 

Sendas

Novasoc

Via Varejo

Bellamar

Others

Total (*)

 

Balances at 12.31.2017

3,122

5

-

176

(100)

3,203

Adjustment related to IFRS 9

(3)

-

-

(21)

(29)

(53)

Balances at 12.31.2017 - restated

3,119

5

 -

155

 (129)

3,150

Share of profit of subsidiaries and associates

527

(2)

95

32

(96)

556

Stock options

5

-

5

-

1

11

Share of other comprehensive income

-

-

8

-

(32)

(24)

Assets held for sale and discontinued operations (note 31)

-

-

(108)

-

-

(108)

Balances at 06.30.2018

3,651

3

-

187

(256)

3,585

 

(*) Includes the effects of on the provision for losses on investments in associates in Luxco of R$304 on June 30, 2018 (R$195 on December 31, 2017) and R$12 relating to SCB.

 

 

Parent Company

 

Sendas

Novasoc

Via Varejo

Bellamar

Others

Total (*)

 

 

Restated

Balances at 12.31.2016

2,330

168

-

443

73

3,014

Adjustment related to IFRS 9

(2)

-

-

(5)

(14)

(21)

Balances at 01.01.2017 - restated

2,328

168

 -

438

 59

2,993

Share of profit of subsidiaries and associates

180

9

55

22

(61)

205

Stock options

2

-

2

-

-

4

Capital increase

53

-

-

-

-

53

Share of other comprehensive income

-

-

(13)

-

(10)

(23)

Assets held for sale and discontinued operations (note 31)

-

-

(44)

-

-

(44)

Balances at 06.30.2017

2,563

177

-

460

(12)

3,188

 

(*) Includes the effects of provision for losses on investments in associates in Luxco of R$108.

 


 
 

 

13.    Investments in subsidiaries and associates - Continued

 

13.1.Breakdown of investments - Continued

 

 

 

 Consolidated

 

 06.30.2018

 06.30.2017

 

 

Restated

Balances in the beginning of the period

12

294

Adjustement related to IFRS 9

(51)

(19)

Balances in the beginning of the period – restated

(39)

275

Share of profit of associates – Continued operations

(44)

(40)

Share of profit of associates – Discontinued operations

12

10

Share of other comprehensive income

(33)

(10)

Dividends and interests on own capital – continued operations

-

(90)

Dividends and interests pn own capital - discontinued operations

-

(36)

Assets held for sale and discontinued operations (note 31)

(12)

26

Balances at the end of the period

(116)

135

 

 

 

14.    Property and equipment

 

Parent company

 

Balance at 12.31.2017

Additions

Depreciation

Write-offs

Transfers(*)

Balance at 06.30.2018

 

 

 

 

 

 

 

Land

1,094

-

-

-

(49)

1,045

Buildings

1,333

2

(23)

25

(105)

1,232

Leasehold improvements

2,142

6

(100)

(4)

45

2,089

Machinery and equipment

904

4

(85)

(12)

32

843

Facilities

306

3

(19)

(1)

3

292

Furniture and fixtures

365

4

(29)

(11)

14

343

Vehicles

2

-

(1)

-

-

1

Construction in progress

79

145

-

-

(163)

61

Other

39

8

(6)

-

(9)

32

Total

6,264

172

(263)

(3)

(232)

5,938

 

 

 

 

 

 

 

Finance lease

 

 

 

 

 

 

IT equipment

5

-

(1)

-

-

4

Buildings

17

-

-

-

-

17

 

22

-

(1)

-

-

21

Total

6,286

172

(264)

(3)

(232)

5,959

(*) See note 31.


 
 

14.       Property and equipment - Continued

 

Parent company

 

Balance at 12.31.2016

Additions

Depreciation

Write-offs

Transfers

Balance at 06.30.2017

 

 

 

 

 

 

 

Land

1,261

-

-

(31)

-

1,230

Buildings

1,611

2

(26)

(125)

(1)

1,461

Leasehold improvements

2,226

12

(88)

(46)

77

2,181

Machinery and equipment

1,047

15

(89)

(15)

49

1,007

Facilities

319

30

(17)

(4)

3

331

Furniture and fixtures

396

-

(30)

(4)

12

374

Vehicles

3

-

(1)

-

-

2

Construction in progress

113

147

-

(2)

(137)

121

Other

45

6

(7)

(1)

(3)

40

Total

7,021

212

(258)

(228)

-

6,747

   

 

 

 

 

 

Finance lease

 

 

 

 

 

 

IT equipment

5

-

-

-

-

5

Buildings

17

-

-

-

-

17

 

22

-

-

-

-

22

Total

7,043

212

(258)

(228)

-

6,769

 

 

 

Parenty Company

 

Balance at 06.30.2018

 

Balance at 12.31.2017

 

Cost

Accumulated depreciation

Net

 

Cost

Accumulated depreciation

Net

 

 

 

 

 

 

 

 

Land

1,045

-

1,045

 

1,094

-

1,094

Buildings

2,096

(864)

1,232

 

2,190

(857)

1,333

Leasehold improvements

3,683

(1,594)

2,089

 

3,659

(1,517)

2,142

Machinery and equipment

2,196

(1,353)

843

 

2,273

(1,369)

904

Facilities

600

(308)

292

 

596

(290)

306

Furniture and fixtures

930

(587)

343

 

962

(597)

365

Vehicles

8

(7)

1

 

8

(6)

2

Construction in progress

61

-

61

 

79

-

79

Other

127

(95)

32

 

127

(88)

39

 

10,746

(4,808)

5,938

 

10,988

(4,724)

6,264

 

 

 

 

 

     

Finance lease

 

 

 

 

     

IT equipment

38

(34)

4

 

37

(32)

5

Buildings

39

(22)

17

 

40

(23)

17

 

77

(56)

21

 

77

(55)

22

Total

10,823

(4,864)

5,959

 

11,065

(4,779)

6,286

 


 
 

 

14.       Property and equipment – Continued

 

 

Consolidated

 

Balance at 12.31.2017

Additions

Depreciation

Write-offs

Transfers

Assets held for sale and discontinued operations (*)

Balance at 06.30.2018

 Land

1,362

10

-

-

(47)

-

1,325

 Buildings

1,770

60

(29)

26

(131)

-

1,696

 Leasehold improvements

3,492

165

(145)

(61)

85

1

3,537

 Machinery and equipment

1,262

54

(120)

(30)

87

(53)

1,200

 Facilities

487

26

(27)

(12)

12

(3)

483

 Furniture and fixtures

540

34

(43)

(13)

32

(14)

536

 Vehicles

1

-

-

(24)

-

24

1

 Construction in progress

126

269

-

(2)

(285)

(6)

102

 Other

63

16

(11)

-

(3)

(2)

63

 Total

9,103

634

(375)

(116)

(250)

(53)

8,943

 

 

 

 

 

 

 

 

 Finance lease

 

 

 

 

 

 

 

 Equipment

6

-

(1)

(1)

-

-

4

 IT equipment

5

-

(1)

-

-

-

4

 Furniture and fixtures

4

-

-

-

-

-

4

 Buildings

20

-

-

-

-

-

20

 

35

-

(2)

(1)

-

-

32

 Total

9,138

634

(377)

(117)

(250)

(53)

8,975

 

 

Consolidated

 

Balance at 12.31.2016

Additi-ons

Depre-ciation

Write-offs

Transfers

Assets held for sale and discontinued operations (*)

Balance at 06.30.2017

 

 

 

 

 

 

 

 

Land

1,414

-

-

(31)

-

-

1,383

Buildings

1,856

26

(30)

(124)

33

-

1,761

Leasehold improvements

3,284

63

(120)

(52)

105

(8)

3,272

Machinery and equipment

1,340

51

(116)

(18)

64

(14)

1,307

Facilities

433

44

(22)

(7)

11

(1)

458

Furniture and fixtures

543

14

(39)

(5)

15

(4)

524

Vehicles

2

-

(1)

(6)

-

6

1

Construction in progress

204

216

-

(2)

(232)

(2)

184

Other

63

9

(11)

(2)

(2)

(1)

56

Total

9,139

423

(339)

(247)

(6)

(24)

8,946

   

 

 

 

 

 

 

Finance lease

 

 

 

 

 

 

 

Equipment

9

-

(1)

-

(1)

-

7

IT equipment

8

-

(1)

(1)

-

-

6

Furniture and fixtures

6

-

-

-

-

-

6

Buildings

20

-

-

-

-

-

20

 

43

-

(2)

(1)

(1)

-

39

Total

9,182

423

(341)

(248)

(7)

(24)

8,985

 

(*) See note 31.

 

 


 
 

14.         Property and equipment – Continued

 

 

Consolidated

 

Balance at 06.30.2018

 

Balance at 12.31.2017

 

Cost

Accumulated depreciation

Net

 

Cost

Accumulated depreciation

Net

Land

1,325

-

1,325

 

1,362

-

1,362

Buildings

2,638

(942)

1,696

 

2,705

(935)

1,770

Leasehold improvements

5,457

(1,920)

3,537

 

5,310

(1,818)

3,492

Machinery and equipment

2,776

(1,576)

1,200

 

2,828

(1,566)

1,262

Facilities

835

(352)

483

 

817

(330)

487

Furniture and fixtures

1,208

(672)

536

 

1,209

(669)

540

Vehicles

8

(7)

1

 

8

(7)

1

Construction in progress

102

-

102

 

126

-

126

Other

194

(131)

63

 

183

(120)

63

 

14,543

(5,600)

8,943

 

14,548

(5,445)

9,103

 

 

 

 

       

Finance lease

 

 

 

       

Equipment

26

(22)

4

 

26

(20)

6

IT equipment

45

(41)

4

 

46

(41)

5

Facilities

1

(1)

-

 

1

(1)

-

Furniture and fixtures

13

(9)

4

 

13

(9)

4

Buildings

43

(23)

20

 

43

(23)

20

 

128

(96)

32

 

129

(94)

35

Total

14,671

(5,696)

8,975

 

14,677

(5,539)

9,138

 

14.1.   Capitalized borrowing costs

The consolidated capitalized borrowing costs for the semester ended June 30, 2018 were R$6 (R$6 for the semester ended June 30, 2017). The rate used to determine the borrowing costs eligible for capitalization was 101.50% of the CDI (102.21% of the CDI for the period ended June 30, 2017), corresponding to the effective interest rate on the Company’s borrowings.

14.2.   Additions to property and equipment for cash flow presentation purposes:

 

Parent Company

 

Consolidated

 

06.30.2018

06.30.2017

 

06.30.2018

06.30.2017

Additions

172

212

 

634

423

Finance lease

-

-

 

-

-

Capitalized borrowing costs

(2)

(3)

 

(6)

(6)

Property and equipment financing - Additions

(157)

(22)

 

(412)

(205)

Property and equipment financing - Payments

230

80

 

495

341

Total

243

267

 

711

553


 
 

14.         Property and equipment – Continued

 

14.3.   Other information

On June 30, 2018, the Company and its subsidiaries recorded in the cost of sales the amount of R$20 in the parent company (R$23 on June 30, 2017) and R$25 in consolidated (R$26 on June 30, 2017) related to the depreciation of its fleet of trucks, machinery, buildings and facilities related to the distribution centers.

The Company monitored the plan for impairment test performed on December 31, 2017 and there were no significatives discrepancies indicating loss or need to perform a new impairment test on June 30, 2018.

15.    Intangible assets

The detailed information on intangible assets was presented in the annual financial statements for 2017, in note 15.

 

Parent Company

 

Balance at 12.31.2017

Additions

Amortization

Balance at 06.30.2018

Goodwill - retail

501

-

-

501

Commercial rights - retail

46

-

-

46

Software and implementation

509

61

(42)

528

Software capital leasing

137

-

(21)

116

Total

1,193

61

(63)

1,191

 

 

 

 

 

Consolidated

 

Balance at 12.31.2017

Addi-tions

Amorti-zation

Write-offs

 

Transfer

Assets held for sale and discontinued operations (*)

Balance at 06.30.2018

Goodwill - retail

1,107

-

-

-

-

-

1,107

Tradename - cash and carry

39

-

-

-

-

-

39

Commercial rights - retail

86

-

-

-

-

-

86

Software

551

212

(45)

(8)

6

(141)

575

Software capital leasing

141

-

(22)

-

-

-

119

Total

1,924

212

(67)

(8)

6

(141)

1,926

                 

 (*) See note 31.

 

In the Parent Company, the balance of accumulated cost on June 30, 2018 is R$2,816 (R$2,754 on December 31, 2017) and of accumulated amortization R$1,625 (R$1,561 on December 31, 2017). In the Consolidated the balance of accumulated cost on June 30, 2018 is R$3,828 (R$3,757 on December 31, 2017) and of accumulated amortization R$1,902 (R$1,833 on December 31, 2017).

 


 
 

15.         Intangible assets – Continued

15.1.   Impairment testing of goodwill, brands and intangible assets with indefinite useful life

Goodwill and intangible assets were tested for impairment as of December 31, 2017 according to the method described in note 4 - Significant accounting policies, in the financial statements for the year ended  December 31, 2017.

 

The Company has not observed any significant changes that would indicate to perform a new impairment test as of June 30, 2018.

 

15.2.   Additions to intangible assets for reconcile cash flow presentation purposes:

 

Parent Company

 

Consolidated

 

06.30.2018

06.30.2017

 

06.30.2018

06.30.2017

Additions

61

28

 

212

56

Finance lease

-

-

 

-

(5)

Intangible assets financing - Payments

-

4

 

-

69

Total

61

32

 

212

120


 
 

 

16.    Borrowings and financing

 

The detailed information on borrowings and financing was presented in the annual financial statements for 2017, in note 17.

16.1.     Debt breakdown

   

Parent Company

 

Consolidated

 

Weighted average rate

06.30.2018

12.31.2017

 

06.30.2018

12.31.2017

Debentures and promissory note

 

 

 

 

 

 

Debentures and Certificate of Agribusiness Receivables (note 16.4)

100.89% of CDI

3,838

3,015

 

3,838

3,015

 

 

3,838

3,015

 

3,838

3,015

 

 

 

 

 

 

 

Borrowings and financing

 

 

 

 

 

 

Local currency

 

 

 

 

 

 

BNDES

3.89% per year

6

7

 

40

45

Working capital

105.90% of CDI

286

285

 

287

285

Working capital

TR + 9.80% per year

19

19

 

118

125

Finance lease (note 21)

 

156

181

 

167

195

Swap contracts (note 16.7)

101.44% of CDI

(3)

(3)

 

(20)

(19)

Borrowing cost

 

(1)

(2)

 

(4)

(4)

   

463

487

 

588

627

Foreign currency (note 16.5)

 

 

 

 

 

 

Working capital

USD + 3.33% per year

655

333

 

1,308

664

Working capital

EURO + 1.56% per year

226

200

 

226

200

Swap contracts (note 16.7)

103.26% of CDI

(59)

53

 

(108)

55

Borrowing cost

 

-

(1)

 

-

(1)

   

822

585

 

1,426

918

Total

 

5,123

4,087

 

5,852

4,560

 

 

 

 

 

 

 

Current assets

 

32

-

 

38

-

Noncurrent assets

 

34

12

 

101

28

Current liabilities

 

1,521

1,223

 

1,820

1,251

Noncurrent liabilities

 

3,668

2,876

 

4,171

3,337

 

16.  Borrowings and financing – Continued


 
 

16.2.Changes in borrowings

 

Parent Company

 

Consolidated

At December 31, 2017

4,087

 

4,560

Additions - working capital

1,488

 

4,362

Accrued interest

138

 

307

Accrued swap

(62)

 

(157)

Mark-to-market

2

 

3

Monetary and exchange rate changes

81

 

182

Borrowing cost

6

 

6

Interest paid

(110)

 

(303)

Payments

(451)

 

(3,441)

Swap paid

(56)

 

(62)

Liabilities related to assets held for sale (note 31)

-

 

395

At June 30, 2018

5,123

 

5,852

 

 

 

 

 

 

 

 

 

Parent Company

 

Consolidated

At December 31, 2016

5,538

 

5,869

Additions - working capital

1,868

 

4,708

Accrued interest

197

 

410

Accrued swap

38

 

74

Mark-to-market

13

 

12

Monetary and exchange rate changes

21

 

7

Borrowing cost

4

 

4

Interest paid

(491)

 

(761)

Payment

(2,468)

 

(5,403)

Swap paid

(125)

 

(226)

Liabilities related to assets held for sale (note 31)

-

 

381

At June 30, 2017

4,595

 

5,075

 

16.3.Maturity schedule of borrowings and financing recorded in noncurrent liabilities

Year

Parent Company

 

Consolidated

 

 

 

 

From 1 to 2 years

2,609

 

2,965

From 2 to 3 years

990

 

1,011

From 3 to 4 years

5

 

23

From 4 to 5 years

5

 

21

After 5 years

30

 

58

Subtotal

3,639

 

4,078

 

 

 

 

Borrowing costs

(5)

 

(8)

Total

3,634

 

4,070


 
 

16.  Borrowings and financing – Continued

 

16.4.         Debentures, Promissory Note and Certificate of Agribusiness Receivables

 

       

Date

   

Parent Company and Consolidated

 

Type

Issue Amount

Outstanding debentures

(units)

Issue

Maturity

Annual financial charges

Unit price (in reais)

06.30.2018

12.31.2017

                   

12th Issue of Debentures – CBD

No preference

900

900,000

09/17/14

09/12/19

107.00% of CDI

1,020

918

921

13th Issue of Debentures – CBD and CRA

No preference

1,012

1,012,500

12/20/16

12/20/19

97.50% of CDI

1,002

1,015

1,014

14th Issue of Debentures – CBD and CRA

No preference

1,080

1,080,000

04/17/17

04/13/20

96.00% of CDI

1,013

1,094

1,096

15th Issue of Debentures – CBD

No preference

800

800,000

01/17/18

01/15/21

104.75% of CDI

1,030

824

-

Borrowing cost

             

(13)

(16)

Parent Company/Consolidated

             

3,838

3,015

 

 

 

 

 

 

 

 

 

 

Current liabilities

             

500

481

Noncurrent liabilities

             

3,338

2,534

 

 

 
 

16.    Borrowings and financing – Continued

16.5.Borrowings in foreign currencies

On June 30, 2018 GPA had loans in foreign currencies (dollar and euro) to strengthen its working capital, maintain its cash strategy, lengthening its debt profile and make investments, being the last due date in September, 2020.

16.6.Guarantees

The Company has signed promissory notes for some loan contracts.

16.7.             Swap contracts

The Company and its Brazilian subsidiaries use swap transactions for 100% of its borrowings denominated in US dollars, euros and fixed interest rates, exchanging these obligations for Real linked to CDI (floating) interest rates. These contracts include amount of the debt with the objective toprotect the interest and principal and are signed, generally, with the same due dates and in the same economic group. The weighted average annual rate of CDI in June 2018 was 7.35% (12.85% in June 30, 2017).

16.8.Financial covenants

In connection with the debentures and a portion of borrowings denominated in foreign currencies, GPA is required to maintain certain debt financial covenants. These ratios are quarterly calculated based on consolidated financial statements of the Company prepared in accordance with accounting practices adopted in Brazil, as follows: (i) net debt (debt minus cash and cash equivalents and trade accounts receivable) should not exceed the amount of equity and (ii) consolidated net debt/EBITDA ratio should be lower than or equal to 3.25. At June 30, 2018, GPA was in compliance with these covenants.

 

 


 
 

17.    Financial instruments

The detailed information on financial instruments was presented in the annual financial statements for 2017, in note 18.

 

The main financial instruments and their carrying amounts in the interim financial information, by category, are as follows:

 

 

Parent Company

 

Consolidated

 

Carrying amount

 

Carrying amount

 

06.30.2018

12.31.2017

 

06.30.2018

12.31.2017

 

 

Restated

 

 

Restated

Financial assets:

 

 

 

 

 

Amortized cost

 

 

 

 

 

Related parties - assets

241

206

 

30

25

Trade receivables and other receivables

839

872

 

1,080

1,133

Fair value through profit or loss

 

 

 

 

 

    Cash and cash equivalents

2,202

2,868

 

3,054

3,792

    Financial instruments – Fair value hedge

66

12

 

139

28

Fair value through other comprehensive income

 

 

 

 

 

    Trade receibles with credit card companies and sales vouchers

79

336

 

133

474

Financial liabilities:

 

 

 

 

 

Other financial liabilities - amortized cost

 

 

 

 

 

 Related parties -liabilities

(395)

 (387)

 

(144)

 (153)

     Trade payables

(3,771)

 (5,377)

 

(6,369)

 (8,128)

     Financing for purchase of assets

(29)

 (95)

 

(39)

 (116)

     Debentures

(3,838)

 (3,015)

 

(3,838)

 (3,015)

     Borrowings and financing

(448)

 (470)

 

(490)

 (520)

Fair value through profit or loss

 

 

 

 

 

 Loans and financing

(899)

 (552)

 

(1,652)

 (989)

  Financial instruments – Fair Value Hedge

(4)

 (62)

 

(11)

 (64)

The fair value of other financial liabilities detailed in table above approximates the carrying amount based on the existing terms and conditions. The borrowings and financing measured at amortized cost, the related fair values of which differ from the carrying amounts, are disclosed in note 17.3.

 

17.1.     Considerations on risk factors that may affect the business of the Company and its subsidiaries

 

(i)      Capital risk management

The main objective of the Company’s capital management is to ensure that the Company sustains its credit rating and a well-defined equity ratio, in order to support businesses and maximize shareholder value. The Company manages the capital structure and makes adjustments taking into account changes in the economic conditions.

 

 


 
 

17.    Financial instruments - Continued

17.1.     Considerations on risk factors that may affect the business of the Company and its subsidiaries - Continued

There were no changes as to objectives, policies or processes during the period ended on June 30, 2018. The capital structure is presented as follows:

 

 Parent Company

 

 Consolidated

 

06.30.2018

12.31.2017

 

06.30.2018

12.31.2017

 

 

Restated

 

 

Restated

 Cash and cash equivalents

2,202

2,868

 

3,054

3,792

 Financial instruments – Fair value hedge

66

12

 

139

28

 Borrowings and financing

(5,189)

 (4,099)

 

(5,991)

 (4,588)

 Other liabilities with related parties (note 12.2) (*)

(139)

 (145)

 

(139)

 (145)

Net debt

(3,060)

 (1,364)

 

(2,937)

 (913)

 

 

 

 

 

 

Shareholders’ equity

(10,751)

 (10,188)

 

(13,740)

 (13,041)

 

 

 

 

 

 

Net debt to equity ratio

28%

13%

 

21%

7%

(*) Represents the trade payable to Greenyellow related purchase of equipment.

(ii)     Liquidity risk management

The Company manages liquidity risk through the daily analysis of cash flows, control of maturities of financial assets and liabilities.

The table below summarizes the aging profile of the Company’s financial liabilities as of June 30, 2018.

    a) Parent Company

 

Up to 1 Year

1 – 5 years

More than 5 years

Total

 Borrowings and financing

995

231

9

1,235

 Debentures and promissory note

693

3,631

-

4,324

 Derivative financial instruments

(10)

(26)

-

(36)

 Finance lease

58

121

146

325

 Trade payables

3,771

-

-

3,771

 Total

5,507

3,957

155

9,619

 

b) Consolidated          

 

     

 Up to 1 Year

 1 – 5 years

 More than 5 years

 Total

Borrowings and financing

1,315

722

63

2,100

Debentures and promissory note

693

3,631

-

4,324

Derivative financial instruments

3

(71)

(1)

(69)

Finance lease

65

130

150

345

Trade payables

6,369

-

-

6,369

Total

8,445

4,412

212

13,069

 


 
 

 

17.    Financial instruments – Continued

17.1.     Considerations on risk factors that may affect the business of the Company and its subsidiaries - Continued

(iii)           Derivative financial instruments

 

 

 

 Consolidated

 

 

 Notional value

 

 Fair value

 

 

06.30.2018

12.31.2017

 

06.30.2018

12.31.2017

Swap with hedge

 

 

 

 

 

 

Hedge object (debt)

 

1,542

1,039

 

1,652

989

 

 

 

 

 

 

 

Long position (buy)

 

 

 

 

 

 

 Prefixed rate

TR+9.80% per year

127

127

 

118

125

 US$ + fixed

USD+3.33% per year

1,195

692

 

1,307

663

 EUR + fixed

EUR+1.56%per year

220

220

 

227

200

 

 

1,542

1,039

 

1,652

988

Short position (sell)

 

 

 

 

 

 

 

103.13% of CDI

(1,542)

 (1,039)

 

(1,524)

 (1,024)

 

 

 

 

 

 

 

Hedge position - asset

 

 -

 -

 

139

28

Hedge position - liability

 

 -

 -

 

(11)

 (64)

Net hedge position

 

 -

 -

 

128

 (36)

 

 

Realized and unrealized gains and losses on these contracts during the semester ended on June 30, 2018 are recorded in financial income (expenses), net and the balance receivable at fair value is R$128 (balance payable of R$36 as of December 31, 2017), recorded in line item “Financial Instruments – Fair Value Hedge” in the assets and “Borrowings and financing” in the liabilities.

The effects of the fair value hedge recorded in the Statement of Operations for the semester ended June 30, 2018 were a gain of R$151 (gain of R$95 as of June 30, 2017).

17.2.     Sensitivity analysis of financial instruments

According to the Management’s assessment, the most probable scenario is what the market has been estimating through market curves (currency and interest rates) of B3, on the maturity dates of each transaction. Therefore, in the probable scenario (I), there is no impact on the fair value of financial instruments. For scenarios (II) and (III), for the sensitivity analysis effect, according to CVM rules, a deterioration of 25% and 50%, respectively, on risk variables, up to one year of the financial instruments.

 

For the probable scenario, weighted exchange rate was R$4.10 on the due date, and the weighted interest rate weighted was 7.41% per year.

 

In case of derivative financial instruments (aiming at hedging the financial debt), changes in scenarios are accompanied by respective hedges, indicating effects are not significant, in note 17.2.

 


 
 

17.  Financial instruments – Continued

17.2.Sensitivity analysis of financial instruments – Continued

The Company disclosed the net exposure of the derivatives financial instruments, corresponding to financial instruments and certain financial instruments in the sensitivity analysis table below, to each of the scenarios mentioned.

 

 

 

 

 

 

 

Market projection

Operations

 

Risk (CDI variation)

 

Balance at 06.30.2018

 

Scenario I

 

Scenario II

 

Scenario III

 

 

 

 

 

 

         

Fair value hedge of fixed rate

 

101.44% do CDI

 

(98)

 

(196)

 

(200)

 

(203)

Fair value hedge of exchange rate

 

103.26% do CDI

 

(1,426)

 

(1,628)

 

(1,652)

 

(1,676)

Debentures

 

105.94% do CDI

 

(1,742)

 

(1,884)

 

(1,919)

 

(1,954)

Debentures (1st issue CRA)

 

97.50% do CDI

 

(1,014)

 

(1,097)

 

(1,117)

 

(1,138)

Debentures (2nd issue CRA)

 

96.00% do CDI

 

(1,094)

 

(1,183)

 

(1,205)

 

(1,228)

Bank loans

 

105.09% do CDI

 

(287)

 

(308)

 

(313)

 

(318)

Leases

 

100.19% do CDI

 

(49)

 

(53)

 

(54)

 

(55)

Leases

 

100.00% do CDI

 

(4)

 

(4)

 

(4)

 

(4)

Leases

 

95.00% do CDI

 

(72)

 

(77)

 

(79)

 

(80)

Total borrowings and financing exposure

 

 

 

(5,786)

 

(6,430)

 

(6,543)

 

(6,656)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash and cash equivalents (*)

 

94.22% of CDI

 

2,762

 

2,950

 

2,997

 

3,044

Net exposure

 

 

 

(3,024)

 

(3,480)

 

(3,546)

 

(3,612)

Net effect - loss

 

 

 

 

 

(456)

 

(522)

 

(588)

 

(*) Weighted average

 

17.3.Fair value measurements

The Company discloses the fair value of financial instruments measured at fair value and of financial instruments measured at amortized cost, the fair value of which differ from the carrying amount, in accordance with CPC 46 (“IFRS13”), which refer to the requirements of measurement and disclosure.

The fair values of cash and cash equivalents, trade receivables and trade payables are equivalent to their carrying amounts.

 


 
 

17.  Financial instruments – Continued

17.3.Fair value measurements - Continued

The table below presents the fair value hierarchy of financial assets and liabilities measured at fair value and of financial instruments measured at amortized cost, the fair value of which is disclosed in the financial statements:

 

Carrying amount

Fair value

 

 

06.30.2018

06.30.2018

Level

Financial assets and liabilities

 

 

 

Trade receibles with credit card companies and sales vouchers (FVOCI)

133

133

2

Swaps

128

128

2

Borrowings and financing (FVPL)

(1,652)

(1,652)

2

Borrowings and financing and debentures (amortized cost)

(4,328)

(4,305)

2

Total

(5,719)

(5,696)

 

 

There were no changes between the fair value measurements levels in the semester ended June 30, 2018.

Cross-currency and interest rate swaps and borrowings and financing are classified in level 2 since the fair value of such financial instruments was determined based on readily observable market inputs, such as expected interest rate and current and future foreign exchange rate.


 
 

17.  Financial instruments – Continued

17.4.Consolidated position of derivative transactions

The consolidated position of outstanding derivative financial instruments are presented in the table below:

Outstanding

       

Amount payable or receivable

 

Fair value

Description

Counterparties

Notional value

Contractual date

Maturity

06.30.2018

12.31.2017

 

06.30.2018

12.31.2017

 

 

 

 

 

 

 

 

 

Exchange swaps registered with CETIP

         

 

   

(US$ x CDI)

           

 

   
 

 

 

 

 

 

 

 

 

 

 

Agricole

EUR 50

10/07/2015

10/08/2018

3

 (24)

 

5

 (20)

 

Scotiabank

US$ 50

01/15/2016

01/16/2018

-

 (42)

 

-

 (42)

 

Scotiabank

US$ 50

09/29/2017

09/29/2020

36

9

 

31

9

 

Scotiabank

US$ 50

02/16/2018

12/21/2018

27

-

 

28

-

 

Bradesco

US$ 70

06/11/2018

12/27/2018

(6)

-

 

(4)

-

 

Banco Tokyo

US$ 100

12/12/2017

12/12/2019

50

 (3)

 

42

 (2)

 

Bradesco

US$ 70

06/18/2018

06/13/2019

4

-

 

6

-

         

 

 

 

 

 

Interest rate swap registered with CETIP

 

 

 

 

 

 

(pre-fixed rate x CDI)

     

 

 

 

 

 
 

Itaú BBA

R$ 21

11/11/2014

11/05/2026

1

1

 

3

3

 

Itaú BBA

R$ 54

01/14/2015

01/05/2027

3

3

 

9

8

 

Itaú BBA

R$ 52

05/26/2015

05/05/2027

2

2

 

8

8

         

120

 (54)

 

128

 (36)

 

 


 
 

18.     Taxes and contributions payable and taxes payable in installments

The detailed information on taxes and contributions payable and taxes payable in installments was presented in the annual financial statements for 2017, in note 19.

 

18.1.   Taxes and contributions payable and taxes payable in installments

 

 

Parent Company

 

Consolidated

 

06.30.2018

12.31.2017

 

06.30.2018

12.31.2017

           

Taxes payable in installments - Law 11,941/09

469

511

 

469

511

Taxes payable in installments – PERT

171

174

 

171

176

ICMS

45

42

 

60

65

PIS and COFINS

14

49

 

15

52

Provision for income tax and social contribution

-

-

 

49

38

Withholding Income Tax

-

12

 

-

13

INSS

3

2

 

4

4

Other

3

4

 

13

8

 

705

794

 

781

867

 

 

   

 

 

Current

188

228

 

264

301

Noncurrent

517

566

 

517

566

             

18.2.   Maturity schedule of taxes payable in installments in noncurrent liabilities:

 

Parent Company and Consolidated

From 1 to 2 years

150

From 2 to 3 years

100

From 3 to 4 years

83

From 4 to 5 years

77

After 5 years

107

 

517

 

 


 
 

19.    Income tax and social contribution

 

19.1.             Income tax and social contribution expense reconciliation

 

The detailed information on income tax and social contribution was presented in the annual financial statements for 2017, in note 20.

 

 

Parent Company

 

Consolidated

 

 

06.30.2018

06.30.2017

 

06.30.2018

06.30.2017

   

Restated

   

Restated

Incomet  before income tax and social contribution

578

318

 

752

379

Credit (expense) of income tax and social contribution at the nominal rate of 25% for the Company and 34% for subsidiaries

(144)

(80)

 

(259)

(130)

Tax penalties

(7)

(12)

 

(9)

(12)

Share of profit of associates

139

51

 

(8)

(6)

Interest on own capital (*)

42

-

 

42

-

Tax credits

12

-

 

12

-

Other permanent differences (nondeductible)

4

-

 

9

6

Effective income tax and social contribution

46

(41)

 

(213)

(142)

 

 

 

 

 

 

Income tax and social contribution for the period:

 

 

 

 

 

Current

1

(38)

 

(112)

(201)

Deferred

45

(3)

 

(101)

59

Deferred income tax and social contribution expense

46

(41)

 

(213)

(142)

Effective rate

-7,96%

12,89%

 

28,32%

37,47%

             

CBD does not pay social contribution based on a final favorable court decision in the past; therefore its nominal rate is 25%.

(*) Effect of income tax on interest on own capital paid.

 

The semester income tax expense is calculated in accordance with IAS 34 / CPC 21 (R1). This rule requests the companies recognize the income tax expense in its interim statements with the same base used in the complete annual financial statement.

 


 
 

19.    Income tax and social contribution - Continued

19.2.Breakdown of deferred income tax and social contribution

 

Parent Company

 

06.30.2018

 

12.31.2017

 

Asset

Liability

Net

 

Asset

Liability

Net

 

 

 

 

 

Restated

Tax losses and negative basis of social contribution

244

-

244

 

178

 -

178

Provision for contingencies

205

-

205

 

204

 -

204

Goodwill tax amortization

-

(56)

(56)

 

 -

 (54)

 (54)

Mark-to-market adjustment

-

-

-

 

 -

 (1)

 (1)

Technological innovation – future realization

-

(12)

(12)

 

 -

 (13)

 (13)

Depreciation of fixed assets as per tax rates

-

(125)

(125)

 

 -

 (111)

 (111)

Unrealized gains with tax credits

-

(184)

(184)

 

 -

 (185)

 (185)

Other

87

(5)

82

 

95

 (1)

94

Deferred income tax and social contribution assets (liabilities) gross

536

(382)

154

 

477

 (365)

112

Compensation

(382)

382

-

 

 (365)

365

 -

Deferred income tax and social contribution assets (liabilities), net

154

-

154

 

112

 -

112

 

 

 

 

 

 

 

 

 

 

Consolidated

 

06.30.2018

 

12.31.2017

 

Asset

Liability

Net

 

Asset

Liability

Net

 

 

 

 

 

Restated

Tax losses and negative basis of social contribution

260

-

260

 

200

-

200

Provision for contingencies

290

-

290

 

289

-

289

Goodwill tax amortization

-

(593)

(593)

 

-

(585)

(585)

Mark-to-market adjustment

-

(3)

(3)

 

-

(7)

(7)

Technological innovation – future realization

-

(12)

(12)

 

-

(13)

(13)

Depreciation of fixed assets as per tax rates

-

(126)

(126)

 

-

(112)

(112)

Unrealized gains with tax credits

-

(314)

(314)

 

-

(185)

(185)

Other

134

(10)

124

 

149

(5)

144

Deferred income tax and social contribution assets (liabilities) gross

684

(1,058)

(374)

 

638

(907)

(269)

Compensation

(510)

510

-

 

(513)

513

-

Deferred income tax and social contribution assets (liabilities), net

174

(548)

(374)

 

125

(394)

(269)

 

 


 
 

19.  Income tax and social contribution – Continued

19.2.   Breakdown of deferred income tax and social contribution – Continued

The Company estimates to recover these deferred tax assets as follows:

 

Parent Company

Consolidated

     

Up to one year

190

237

From 1 to 2 years

47

84

From 2 to 3 years

51

84

From 3 to 4 years

54

85

From 4 to 5 years

194

194

 

536

684

19.3.Changes in deferred income tax and social contribution

 

Parent Company

 

Consolidated

 

06.30.2018

06.30.2017

 

06.30.2018

06.30.2017

 

 

Restated

 

 

Restated

At the beginning of the period

108

155

 

(273)

(147)

Adjustment related to IFRS 9

4

3

 

4

3

Restated opening balance

112

158

 

(269)

(144)

Expense for the period – continued operations

45

(3)

 

(101)

59

Expense for the period – discontinued operations

-

-

 

(95)

128

Income Tax related to OCI - continued operations

(2)

4

 

(2)

12

Income Tax related to OCI - discontinued operations

-

-

 

(4)

-

Special program on tax settlements - PERT

(1)

-

 

(2)

(89)

Assets held for sale and discontinued operations

(see note 31)

-

-

 

99

(46)

At the end of the period

154

159

 

(374)

(80)

 


 
 

20.  Provision for contingencies

The provision for contingencies is estimated by the Company’s management, supported by its legal counsel. The provision was recognized in an amount considered sufficient to cover probable losses.

20.    

20.1.   Parent Company

 

 

PIS/COFINS

Taxes and other

Social security and labor

Civil

Regulatory

Total

Balance at December 31, 2017

73

363

274

81

21

812

Additions

-

71

50

33

15

169

Payments

-

(2)

(27)

(6)

(11)

(46)

Reversals

-

(14)

(38)

(42)

(12)

(106)

Monetary adjustment

2

4

17

6

2

31

Balance at June 30, 2018

75

422

276

72

15

860

             

 

PIS/COFINS

Taxes and other

Social security and labor

Civil

Regulatory

Total

Balance at December 31, 2016

109

428

254

80

20

891

Additions

25

16

64

18

14

137

Payments

-

-

(20)

(4)

(3)

(27)

Reversals

(50)

(42)

(29)

(20)

(5)

(146)

Monetary adjustment

(18)

1

17

6

2

8

Transfer to installments taxes

-

(89)

-

-

-

(89)

Balance at June 30, 2017

66

314

286

80

28

774

20.2.   Consolidated

 

PIS/COFINS

Taxes and other

Social security and labor

Civil

Regulatory

Total

Balance at December 31, 2017

74

563

331

105

34

1,107

Additions

35

79

432

183

24

753

Payments

-

(2)

(336)

(89)

(13)

(440)

Reversals

-

(43)

(413)

(139)

(15)

(610)

Monetary adjustment

3

(3)

57

18

3

78

Liabilities related to assets available to sell and discontinued operations (see Note 31)

(37)

(7)

266

21

(5)

238

Balance at June 30, 2018

75

587

337

99

28

1.126

 

 

 

 

 

 

 

 

PIS/COFINS

Taxes and other

Social security and labor

Civil

Regulatory

Total

Balance at December 31, 2016

148

586

302

109

32

1,177

Additions

146

21

311

64

30

572

Payments

(15)

(23)

(114)

(26)

(6)

(184)

Reversals

(89)

(64)

(56)

(46)

(18)

(273)

Monetary adjustment

(30)

16

58

10

3

57

Transfer to installments taxes

-

(89)

-

-

-

(89)

Liabilities related to assets available to sell and discontinued operations (see Note 31)

(95)

17

(162)

(5)

1

(244)

Balance at June 30, 2017

65

464

339

106

42

1,016

 

 

 

 

 

 

 

 

20.  Provision for contingencies - Continued

20.3.Tax


 
 

As per prevailing legislation, tax claims are subject to monetary indexation, which refers to an adjustment to the provision according to the indexation rates used by each tax jurisdiction. In all cases, both the interest charges and fines, when applicable, were computed and fully provisioned with respect to unpaid amounts.

The main provisioned tax claims are as follows:

20.3.1.   PIS and COFINS

Since the adoption of the noncumulative regime to calculate PIS and COFINS, Company and its subsidiaries have challenged the right to deduct ICMS from the calculation basis for both contributions. On March 15, 2017, STF ruled that ICMS should be excluded from the calculation basis of PIS/Cofins, in accordance to the thesis pleaded by the Company.

Since the decision of the STF on March 15, 2017, the procedural steps were within the anticipated by our legal advisors without any change in the management's judgment regarding the reversal of the provision for lawsuits on this previously registered subject, however without there being a final decision expected on the subject, related to the judgment of the appeal filed by the prosecution. The Company and its external legal counsel estimate that the decision related to the application of the effects will not limit the right of the judicial claim proposed by the Company, nevertheless, the elements of the process still pending of decision do not allow the recognition of the asset related to the credits to be measured since the Company started the claim in 2003. According to the preliminary evaluation, based on the available information on December 31, 2017, the Company estimates the potential of its tax credits for the retail activity in the second quarter of 2018 to be between R$1,300 to R$1,650. The portion related to Assai are in process of calculation.

Still in relation to the theme, as disclosed in Via Varejo’s financial statements of June 30, 2018, the tax credits for this subsidiary, classified as discontinued operations, were estimated approximately R$1,382, begin R$949 of discontinued operations and R$ 433 of continued operations is attributed to the Company due to an agreement between shareholders and the Company.

Regarding the remainder accrued amount for other discussions related to PIS and COFINS includes challenging of tax offset and other small amounts, as of June 30, 2018 represent R$222, being R$75 of continued operations and R$147 of discontinued operations (R$184 as of December 31, 2017, being R$74 of continued operation and R$110 of discontinued operations).


 
 

20.  Provision for contingencies – Continued

20.3.Tax – Continued

20.3.2.               Tax claims

After entering in the special program on tax settlements, the Company analyzed the other tax claims, together with its external legal counsel, and determined them to be as probable losses and accrued by the Company. These refer to: (i) challenge on the non-application of the Accident Prevention Factor - FAP for 2011; (ii) challenge on the State Finance Department on the ICMS tax rate calculated on electric energy bills; (iii) other minor issues. The amount accrued for these matters as of June 30, 2018 is R$177 of continued operation (R$184 as of December 31, 2017, beging R$183 of continued (operation and R$1 of discontinued operations).

ICMS

The Federal Supreme Court ("STF") on October 16, 2014 decided that ICMS taxpayers that trade products included in the “basked of food staples” have no right to fully utilize the ICMS credits. The Company, with the assistance of its legal counsel, decided to record a provision for this matter amounting to R$125 as of June 30, 2018 (R$142 as of December 31, 2017) since this claim was considered a “probable” loss. The amounts accrued represent Management’s best estimate of the probable cash disbursement to settle this claim.

Additionally, there are cases assessed by São Paulo State tax authorities related to the refund of ICMS over tax substitution without proper compliance with accessory tax obligations introduced by CAT Administrative Rule 17. Considering recent court decisions the Company accrued R$205 (R$167 in December 31, 2017) representing the best estimation of probable loss evaluated by management based on documentation evidence aspect of the claims.

20.3.3.               Supplementary Law 110/2001

The Company claims in court the eligibility to not pay the contributions provided for by Supplementary Law 110/01, referring to the FGTS (Government Severance Indemnity Fund for Employees) costs. The accrued amount as of June 30, 2018 is R$88 being R$80 of continued operation and R$8 of discontinued operations (R$72 of continued operation as of December 31, 2017 being R$71 of continued operation and R$1 of discontinued operations).

20.3.4.               Others contingent tax liabilities - Via Varejo

Provisions for contingent tax liabilities were recorded as a result of the business combination with Via Varejo, as required by CPC 15 (IFRS 3). As of June 30, 2018, the recorded amount is R$91 (R$90 as of December 31, 2017). These accrued claims refer to administrative proceedings related to the offset of tax debts against credits from the contribution levied on coffee exports.

 


 
 

20.    Provision for contingencies – Continued

 

20.4.Labor

The Company and its subsidiaries are parties to various labor lawsuits mainly due to termination of employees in the ordinary course of business. At June 30, 2018, the Company recorded a provision of R$1,024, being R$337 for continued operations and R$687 for discontinued operations (R$1,284 as of December 31, 2017, being R$331 for continued operations and R$953 for discontinued operations). Management, with the assistance of its legal counsel, assessed these claims and recorded a provision for losses when reasonably estimable, based on past experiences in relation to the amounts claimed.

20.5.Civil and others

The Company and its subsidiaries are parties to civil lawsuits at several court levels (indemnities and collections, among others) and at different courts. The Company’s management records provisions in amounts considered sufficient to cover unfavorable court decisions, when its legal counsel considers the loss as probable.

Among these lawsuits, we point out the following:

·       The Company and its subsidiaries are parties to various lawsuits requesting the renewal of rental agreements and the review of the current rent paid. The Company recognizes a provision for the difference between the amount originally paid and the amounts claimed by the adverse party in the lawsuit, when internal and external legal counsel consider that it is probable that the rent amount will be changed by the Company. As of June 30, 2018, the amount accrued for these lawsuits is R$114, being R$64 for continued operations and R$50 for discontinued operations (R$125 as of December 31, 2017, being R$61 for continued operations and R$64 for discontinued operations), for which there are no escrow deposits.

·       The Company and its subsidiaries answer to legal claims related to penalties applied by regulatory agencies, from the federal, state and municipal administrations, among which includes Consumer Protection Agencies (Procon), National Institute of Metrology, Standardization and Industrial Quality (INMETRO) and Municipalities and some lawsuits involving contract terminations with suppliers. Company supported by its legal counsel, assessed these claims, and recorded a provision according to probable cash expending and estimative of loss .On June 30, 2018 the amount of this provision is R$41, being R$28 for continued operations and R$13 for discontinued operations (R$43 on December 31, 2017, being R$34 for continued operations and R$9 for discontinued operations).

·       As of June 30, 2018, the amount accrued related to other civil matters is R$131, being R$35 for continued operation R$96 for discontinued operations (R$146 as of December 31, 2017, being R$ 44 for continued operation R$102 for discontinued operations).

Total civil lawsuits and others as of June 30, 2018 amount to R$286, being R$127 for continued operations and R$159 for discontinued operations (R$314 as of December 31, 2017, being R$139 for continued operations and R$175 for discontinued operations).

 


 
 

 

20.    Provision for contingencies – Continued

 

20.6.                Other non-accrued contingent liabilities

 

The Company has other litigations which have been analyzed by the legal counsel and considered as possible loss and, therefore, have not been accrued. The possible litigations updated balance from shareholders is of R$11,840, being R$10,230 for continued operations and R$1,610 for discontinued operations as of June 30, 2018 (R$11,778 as of December 31, 2017, being R$10,159 for continued operations and R$1,619 for discontinued operations), and are mainly related to:

·       INSS (Social Security Contribution) – GPA was assessed for non-levy of payroll charges on benefits granted to its employees, among other matters, for which possible loss amounts to R$496, being R$464 for continued operations and R$32 for discontinued operations as of June 30, 2018 (R$474 as of December 31, 2017, being R$443 for continued operations and R$31 for discontinued operations). The lawsuits are under administrative and court discussions.

·       IRPJ, withholding income tax - IRRF, CSLL, tax on financial transactions - IOF, withholding income tax on net income – GPA has several assessment notices regarding offsetting proceedings, rules on the deductibility of provisions, payment divergences and overpayments; fine for failure to comply with accessory obligations, among other less significant taxes. Among those claims, there are one tax assessment related to the tax deduction of goodwill in the years of 2012 and 2013, originated by the acquisition of Ponto Frio (goodwill Mandala) accrued in the year of 2009. The restated amount of the assessment notice correspond to R$87 of income tax and social contribution (R$85 at December 31, 2017). The lawsuits await administrative and court ruling. The amount involved is R$987, being R$846 for continued operations and R$141 for discontinued operations as of June 30, 2018 (R$964 as of December 31, 2017, being R$826 for continued operations and R$138 for discontinued operations).

·       COFINS, PIS, provisional contribution on financial transactions – CPMF and IPI – the Company has been challenged about offsets of IPI credits acquired from third parties with a final and an-appeal over the decision, fine for failure to comply with accessory obligations, disallowance of COFINS and PIS credits on one-phase products (“produtos monofásicos”), among others less significant taxes. These lawsuits await decision at the administrative and court levels. The amount involved in these assessments is R$2,352, being R$1,917 for continued operations and R$435 for discontinued operations as June 30, 2018 (R$2,124 as of December 31, 2017, being R$1,705 for continued operations and R$419 for discontinued operations).

 


 
 

 

20.    Provision for contingencies – Continued

 

20.6.       Other non-accrued contingent liabilities – Continued

 

·         ICMS – GPA received tax assessment notices by the State tax authorities regarding: (i) utilization of electric energy credits; (ii) purchases from suppliers considered not qualified in the State Finance Department registry; (iii) levied on its own operation of merchandise purchase (own ICMS)) – article 271 of ICMS by-law; (iv) resulting from sale of extended warranty, (v) resulting from financed sales; and (vi) among other matters. The total amount of these assessments is R$7,020, being R$6,274 for continued operations and R$746 for discontinued operations as of June 30, 2018 (R$7,246 as of December 31, 2017, being R$6,493 for continued operations and R$753 for discontinued operations), which await a final decision at the administrative and court levels. With the amendment of the ICMS Regulation of the State of São Paulo, the Company filed a request for a debt review, in the face of the fines when there were changes in the criterion, which was accepted by SEFAZ, resulting in a reduction of R$ 431 through payment of R$5, which occurred in April and May 2018.

·      Municipal service tax - ISS, Municipal Real Estate Tax (“IPTU”), Fees, and others – these refer to assessments on withholdings of third parties, IPTU payment divergences, fines for failure to comply with accessory obligations, ISS – reimbursement of advertising expenses and sundry taxes, in the amount of R$304 being R$164 for continued operations and R$140 for discontinued operations as June 30, 2018 (R$281 as of December 31, 2017, being R$150 for continued operations and R$131 for discontinued operations), which await decision at the administrative and court levels.

·      Other litigations – these refer to administrative proceedings and lawsuits in which the Company claims the renewal of rental agreements and setting of rents according to market values and actions in the civil court, special civil court, Consumer Protection Agency - PROCON (in many States), Institute of Weights and Measure - IPEM, National Institute of Metrology, Standardization and Industrial Quality - INMETRO and National Health Surveillance Agency - ANVISA, among others, amounting to R$681, being R$565 for continued operations and R$116 for discontinued operations as June 30, 2018 (R$689 as of December 31, 2017, being R$542 for continued operations and R$147 discontinued operations).

The Company has litigations related to challenges by tax authorities on the income tax payment, for which, based on management and legal assessment, the Company has the right of indemnization from its former and current shareholders, related to years from 2007 to 2013, under allegation that had improper deduction of goodwill amortizations. These assessments amount R$1,248 on June 30, 2018 (R$1,223 on December 31, 2017).

The Company engages external attorneys to represent it in the tax assessments, whose fees are contingent upon a percentage to be applied to the amount of success in the final outcome of these lawsuits. This percentage may vary according to qualitative and quantitative factors of each claim, and as of June 30, 2018 the estimated amount, in case of success in all lawsuits, is approximately R$198, being R$178 for continued operations and R$20 for discontinued operations (R$201 as of December 31, 2017, being R$182 for continued operations and R$19 for discontinued operations).

 


 
 

20.    Provision for contingencies – Continued

20.7.                Restriced deposits for legal proceedings

The Company is challenging the payment of certain taxes, contributions and labor-related obligations and has made judicial deposits in the corresponding amounts, as well as escrow deposits related to the provision for legal proceedings.

 

Parent Company

 

Consolidated

 

06.30.2018

12.31.2017

 

06.30.2018

12.31.2017

Tax

159

138

 

228

204

Labor

432

423

 

481

474

Civil and other

24

33

 

33

42

Regulatory

15

15

 

42

42

Total

630

609

 

784

762

20.8.Guarantees

Lawsuits

Property and equipment

 

Letter of Guarantee

 

Total

 

06.30.2018

12.31.2017

 

06.30.2018

12.31.2017

 

06.30.2018

12.31.2017

 

 

 

 

 

 

 

 

 

Tax

835

858

 

7,663

7,324

 

8,498

8,182

Labor

3

3

 

123

91

 

126

94

Civil and other

9

-

 

200

125

 

209

125

Regulatory

3

6

 

168

154

 

171

160

Total

850

867

 

8,154

7,694

 

9,004

8,561

 

The cost of letter of guarantees is approximately 0.75% per year of the amount of the lawsuits and is recorded as expense.

20.9.             Cnova N.V. litigation

Our subsidiary Cnova N.V., a Dutch public limited company, certain of its current and former officers and directors, and the underwriters of Cnova’s initial public offering, or IPO, were named as defendants in a securities class action lawsuit in the United States Federal District Court for the Southern District of New York, related to the assumption of internal investigation, concluded on July 22, 2016, conducted by Cnova N.V., Cnova Brasil e its advisors. In October 11, 2017 the Court for the Southern District of New York approved preliminarily an agreement with the plaintiffs’ shareholders.

Subject to the settlement agreement’s terms, a fund of $28.5 million will become available by Cnova N.V. for distribution amongst the former Cnova shareholders as well as to the plaintiffs’ lawyers. A portion of this amount will be used to cover the settlement fund’s administrative costs. In addition, subject to the terms of the settlement, all defendants are acquitted of all liability emanating from the allegations made in the class action suit. Following the March 15, 2018 hearing, the court entered on March 19, 2018 the final order giving the definitive approval to the settlement, closing the judicial proceedings with the United States District Court for the Southern District of New York and releasing defendants of the claims alleged against them accordingly. In the coming period, notices will be sent by the plaintiffs’ lawyer with more information concerning the settlement. The vast majority of this settlement amount was funded by Cnova N.V. insurers. The remainder as well as all expected related costs were covered by Cnova’s provision recorded in 2016 representing insurance deductible and total legal costs. Accordingly, the settlement has no material impact on Cnova N.V. net results.

 

 

20.       Provision for contingencies – Continued


 
 

20.9.                Cnova N.V. litigation - Continued

In a separate potential action the SEC might eventually take, sanctions might be imposed on the Cnova N.V.  as a result of the analysis of facts from the internal review concluded at the end of the first half of 2016 by the Company and the advisors retained by the Board of Directors.

 

21.  Leasing transactions

21.1.Operating lease

(i)   Minimum rental payment on termination of lease agreements

The Company analyzed and concluded that the rental agreements are cancelable over their term. In case of termination, minimum payments will be due as a termination fee, which can vary from 1 to 12 months of rental through the end of the agreements, as demonstrated in the table below:

 

Parent Company

 

Consolidated

 

06.30.2018

06.30.2017

 

06.30.2018

06.30.2017

Minimum rental payments

         

Minimum payments on the termination date

362

334

 

405

367

 

362

334

 

405

367

 

(ii)   Contingent payments

Management considers the payment of additional rents as contingent payments, which vary between 0.1% and 4.5% of sales.

 

Parent Company

 

Consolidated

Expenses (income) for the period

06.30.2018

06.30.2017

 

06.30.2018

06.30.2017

Contingent payments

202

235

 

215

252

Non contingent payments

142

123

 

232

202

Sublease rentals (*)

(86)

(78)

 

(94)

(81)

(*) Refers to lease agreements receivable from commercial shopping malls.


 
 

 

21. Leasing transactions - Continued

 

21.2.Finance lease

Finance lease agreements amounted to R$167 as of June 30, 2018 (R$195 on December 31, 2017), as shown in the table below:

 

Parent Company

 

Consolidated

 

06.30.2018

12.31.2017

 

06.30.2018

12.31.2017

Financial lease liability –minimum rental payments:

         

Up to 1 year

45

46

 

50

51

1 - 5 years

87

110

 

92

117

Over 5 years

24

25

 

25

27

Present value of finance lease agreements

156

181

 

167

195

 

 

   

 

 

Future financing charges

169

175

 

178

185

Gross amount of finance lease agreements

325

356

 

345

380

 

22.    Deferred revenue

The Company received amounts from business partners on exclusivity in the intermediation of additional or extended warranty services, and the subsidiary Sendas received amounts for the rental of back lights for exhibition of products from its suppliers.

The detailed information on Deferred revenue was presented in the annual financial statements for 2017, in note 23.

 

 

Parent Company

 

Consolidated

 

06.30.2018

12.31.2017

 

06.30.2018

12.31.2017

           

Future commitment (*)

59

-

 

59

-

Back lights

-

 -

 

53

104

Additional or extended warranties

23

27

 

23

27

Barter agreement

-

 -

 

-

14

Services rendering agreement - Allpark

12

13

 

12

13

Lease income

11

-

 

11

-

Others

8

10

 

8

10

 

113

50

 

166

168

 

 

   

 

 

Current

98

28

 

151

146

Noncurrent

15

22

 

15

22

 

 

 

 

 

 

 

(*) Regarding to the commitment of sale a distribution center.

 


 
 

23.  Shareholders’ equity

The detailed information on shareholders’ equity was presented in the annual financial statements for 2017, in note 24.

 

23.1. Capital stock

The subscribed and paid-up capital as of June 30, 2018 is represented by 266,630 (266,579 on December 31, 2017) in thousands of registered shares with no par value, of which 99,680 in thousands of common shares (99,680 on December 31, 2017) and 166,950 in thousands of preferred shares (166,899 on December 31, 2017).

The Company is authorized to increase its capital stock up to the limit of 400,000 (in thousands of shares), regardless of any amendment to the Company’s Bylaws, upon resolution of the Board of Directors, which will establish the issue conditions.

At the Board of Directors’ Meetings held on February 19, 2018 and April 26, 2018, was approved capital increases amounting to R$1 (R$11 on December 31, 2017) through the issuance of 50 thousands preferred shares (487 thousands of preferred shares on December 31, 2017). On June 30, 2018, the capital stock is R$ 6,823 (R$ 6,822 on December 31, 2017).

 

23.2.   Stock option plan for preferred shares

The fair value of each option granted is estimated at the grant date using the option pricing model Black & Scholes, taking into account the following assumptions for the B5 and C5 series: (a) dividend expectation of 0.41%, (b) volatility expectation of nearly 36.52% and (c) the weighted average interest rate of 9.29%.

   

Exercise price

 

Lot of shares

Series granted

Grant date

1st date of exercise

Expiration date

At the grant date

End of the year

 

Number of shares granted
(in thousands)

Exercised

Not exercised by dismissal

Total in effect

Balance at June 30, 2018

   

 

       

Série B2

05/29/2015

06/01/2018

11/30/2018

0.01

0.01

 

337

(129)

(38)

170

Série C2

05/29/2015

06/01/2018

11/30/2018

77.27

77.27

 

337

-

(82)

255

Série B3

05/30/2016

05/30/2019

11/30/2019

0.01

0.01

 

823

(262)

(56)

505

Série C3

05/30/2016

05/30/2019

11/30/2019

37.21

37.21

 

823

(255)

(72)

496

Série B4

05/31/2017

05/31/2020

11/30/2020

0.01

0.01

 

537

(155)

(35)

347

Série C4

05/31/2017

05/31/2020

11/30/2020

56.78

56.78

 

537

(155)

(44)

338

Série B3 –Tranche 2

04/27/2018

05/30/2019

11/30/2019

0.01

0.01

 

95

-

-

95

Série C3 - Tranche 2

04/27/2018

05/30/2019

11/30/2019

56.83

56.83

 

95

-

-

95

Série B5

05/31/2018

05/31/2021

11/30/2021

0.01

0.01

 

499

-

-

499

Série B5

05/31/2018

06/30/2018

06/30/2018

0.01

0.01

 

95

(95)

-

-

Série C5

05/31/2018

05/31/2021

11/30/2021

62.61

62.61

 

499

-

-

499

Série C5

05/31/2018

06/30/2018

06/30/2018

62.61

62.61

 

95

(95)

-

-

       

 

 

 

4,772

(1,146)

(327)

3,299

 

 


 
 

23.  Shareholders’ equity – Continued

23.2.Stock option plan for preferred shares - Continued

 

The movimentation of the quantity of exercised options, the weighted average of the exercise price, and the weighted average of the remaining term are presented at the chart below:

 

 

Shares

Weighted average of exercise price

Weighted average of remaining contractual term

 

in thousands

R$

 

At December 31, 2017

2,539

29,48

1.53

 

 

 

 

Granted during the period

1,378

30,91

 

Cancelled during the period

(114)

34,09

 

Exercised during the period

(504)

39,10

 

Outstanding at the end of the period

3,299

28,49

1.61

At June 30, 2018

3,299

28,49

1.61

 

The weighted average of the provided options fair value at June 30, 2018 were R$46,57 (R$39.07 on December 31, 2017).

 

The recorded amounts at the Parent Company and Consolidated’s statement of operations at the June 30, 2018 were R$10 (R$14 at the June 30, 2017).

 

23.3.Foreign exchange variation of investment abroad

Cumulative effect of exchange gains and losses on the translation of assets, liabilities and profit (loss) of Euros to Brazilian reais, corresponding to the investment in subsidiary Cnova N.V.. The effect in the Parent Company was R$31 (R$17 at the December 31, 2017).

23.4.Tax incentive reserve 

On June 29, 2018, was approved in extraordinary shareholders’ meeting the proposal the management to reallocate the amount R$48 arising from tax incentives treated as subsidies for investments granted to the Company in the years of 2013 to 2017, initially destined to the expansion reserve.

24.  Net operating revenue 

 

Parent Company

 

Consolidated

 

06.30.2018

06.30.2017

 

06.30.2018

06.30.2017

Gross sales

         

Goods

13,733

13,948

 

25,075

23,146

Services rendered and others

229

172

 

251

174

Sales returns and cancellations

(234)

(250)

 

(255)

(267)

 

13,728

13,870

 

25,071

23,053

 

 

 

 

 

 

Taxes on sales

(1,047)

(1,071)

 

(1,953)

(1,838)

 

 

 

 

 

 

Net operating revenues

12,681

12,799

 

23,118

21,215

25.    Expenses by nature    


 
 
 

Parent Company

 

Consolidated

 

06.30.2018

06.30.2017

 

06.30.2018

06.30.2017

   

Restated

   

Restated

Cost of inventories

(8,427)

(8,083)

 

(16,703)

(15,127)

Personnel expenses

(1,669)

(1,761)

 

(2,322)

(2,271)

Outsourced services

(248)

(255)

 

(320)

(305)

Functional expenses

(896)

(961)

 

(1,182)

(1,196)

Selling expenses

(486)

(459)

 

(634)

(576)

Other expenses

(270)

(269)

 

(330)

(297)

 

(11,996)

(11,788)

 

(21,491)

(19,772)

 

 

 

 

 

 

Cost of sales

(9,073)

(8,730)

 

(17,473)

(15,861)

Selling expenses

(2,566)

(2,672)

 

(3,526)

(3,422)

General and administrative expenses

(357)

(386)

 

(492)

(489)

 

(11,996)

(11,788)

 

(21,491)

(19,772)

 

26.    Other operating expenses, net

 

Parent Company

 

Consolidated

 

06.30.2018

06.30.2017

 

06.30.2018

06.30.2017

   

 

 

 

 

Tax installments and other tax risks

(40)

(180)

 

(19)

(155)

Restructuring expenses

(60)

(45)

 

(62)

(74)

Losses on disposal of fixed assets

(1)

(37)

 

(52)

(44)

Others

-

(2)

 

-

(1)

Total

(101)

(264)

 

(133)

(274)

 

27.    Financial income (expenses), net

 

Parent Company

 

Consolidated

 

06.30.2018

06.30.2017

 

06.30.2018

06.30.2017

Finance expenses:

 

 

 

 

 

Cost of debt

(166)

(294)

 

(184)

(311)

Cost of the discounting receivables

(66)

(52)

 

(86)

(73)

Monetary restatement loss

(65)

(43)

 

(52)

(46)

Other finance expenses

(22)

(33)

 

(36)

(38)

Total financial expenses

(319)

(422)

 

(358)

(468)

 

 

 

 

 

 

Financial income:

 

 

 

 

 

Income from short term instruments

14

25

 

15

27

Monetary restatement gain

44

54

 

58

68

Other financial income

6

7

 

6

3

Total financial income

64

86

 

79

98

Total

(255)

(336)

 

(279)

(370)

The hedge effects are recorded as cost of debt and disclosed in Note 17.

 


 
 

28.    Earnings per share

The information on earnings per share was presented in the annual financial statements for 2017, in note 29.

The table below presents the determination of net income available to holders of common and preferred shares and the weighted average number of common and preferred shares outstanding used to calculate basic and diluted earnings per share in each reporting exercise:

 

 

06.30.2018

 

06.30.2017

 

Preferred

Common

Total

 

Preferred

Common

Total

 

 

 

 

 

Restated

Basic numerator

             

Net income (loss) allocated to common and preferred shareholders - continued operations

349

190

539

 

153

84

237

Net income (loss) allocated to common and preferred shareholders - discontinued operations

57

32

89

 

10

6

16

Net income (loss) allocated to common and preferred shareholders

406

222

628

 

163

90

253

 

 

 

 

 

 

 

 

Basic denominator (millions of shares)

 

 

 

 

 

 

 

Weighted average of shares

167

100

267

 

166

100

266

 

 

 

 

 

 

 

 

Basic earnings per millions of shares (R$) - continued operations

2.09376

1.90342

 

 

0.92378

0.83980

 

Basic earnings per millions of shares (R$) - discontinued operations

0.34481

0.31347

 

 

0.06297

0.05724

 

Basic earnings per millions of shares (R$) - total

2.43858

2.21689

 

 

0.98675

0.89705

 

 

 

 

 

 

 

 

 

Diluted numerator

 

 

 

 

 

 

 

Net income (loss) allocated to common and preferred shareholders - continued operations

349

190

539

 

153

84

237

Net income (loss) allocated to common and preferred shareholders - discontinued operations

57

32

89

 

10

6

16

Net income (loss) allocated to common and preferred shareholders

406

222

628

 

163

90

253

 

 

 

 

 

 

 

 

Diluted denominator

 

 

 

 

 

 

 

Weighted average of shares  (in millions)

167

100

267

 

166

100

266

Stock options

1

-

1

 

1

-

1

Diluted weighted average of shares (millions)

168

100

268

 

167

100

267

 

 

 

 

 

 

 

 

Diluted earnings per millions of shares (R$) – continued operations

2.08131

1.90181

 

 

0.91996

0.83962

 

Diluted earnings per millions of shares (R$) – discontinued operations

0.34216

0.31185

 

 

0.06263

0.05706

 

Diluted earnings per millions of shares (R$) – total

2.42347

2.21366

 

 

0.98259

0.89668

 

           


 
 

29.    Segment information

The information about segments was presented in the annual financial statements of 2017, in note 30 Management considers the following segments:

 

·       Food retail – includes the banners “Pão de Açúcar”, “Minuto Pão de Açúcar”, “Extra Hiper”, “Extra Supermercado”, “Minimercado Extra”, “Posto Extra”, “Drogaria Extra” and “GPA Malls & Properties”.

·       Cash & Carry – includes the brand “ASSAÍ”.

Home appliances and e-commerce segments are presented as discontinued operations at the June 30, 2018 and 2017 (as per note 31) and kept in this note for purposes of reconciliation as consolidated accounting information.

Information on the Company’s segments as of June 30, 2018 is included in the table below:

 


 
 

29.      Segment information – Continued

 

Description

Food Retail (*)

 

Cash & Carry

 

Assets held for sale and discontinued operations (**)

 

Subtotal

 

Eliminations/ Others(***)

 

Total

 

2018

2017

 

2018

2017

 

2018

2017

 

2018

2017

 

2018

2017

 

2018

2017

 

 

Restated

 

 

Restated

 

 

Restated

 

 

Restated

 

 

Restated

 

 

Restated

Net operating revenues

12,782

12,903

 

10,336

8,312

 

-

-

 

23,118

21,215

 

-

-

 

23,118

21,215

Gross profit

3,631

4,093

 

2,014

1,261

 

-

-

 

5,645

5,354

 

-

-

 

5,645

5,354

Depreciation and amortization

(308)

(298)

 

(111)

(82)

 

-

-

 

(419)

(380)

 

-

-

 

(419)

(380)

Share of profit of subsidiaries and associates

32

22

 

-

-

 

-

-

 

32

22

 

(76)

(62)

 

(44)

(40)

Operating income

302

517

 

805

294

 

-

-

 

1,107

811

 

(76)

(62)

 

1,031

749

Net financial expenses

(264)

(334)

 

(15)

(36)

 

-

-

 

(279)

(370)

 

-

-

 

(279)

(370)

Profit(loss) before income tax and social contribution

38

183

 

790

258

 

-

-

 

828

441

 

(76)

(62)

 

752

379

Income tax and social contribution

50

(56)

 

(263)

(86)

 

-

-

 

(213)

(142)

 

-

-

 

(213)

(142)

Net income (loss) for continued operations

88

127

 

527

172

 

-

-

 

615

299

 

(76)

(62)

 

539

237

Net income (loss) for discontinued operations

3

(24)

 

-

-

 

209

111

 

212

87

 

-

-

 

212

87

Profit (loss)

91

103

 

527

172

 

209

111

 

827

386

 

(76)

(62)

 

751

324

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Current assets

6,742

7,187

 

3,056

3,090

 

21,656

22,996

 

31,454

33,273

 

(216)

(257)

 

31,238

33,016

Noncurrent assets

10,898

11,150

 

4,397

3,569

 

-

-

 

15,295

14,719

 

(40)

(28)

 

15,255

14,691

Current liabilities

6,420

7,966

 

3,532

3,414

 

16,320

17,897

 

26,272

29,277

 

(256)

(285)

 

26,016

28,992

Noncurrent liabilities

5,893

4,973

 

844

701

 

-

-

 

6,737

5,674

 

-

-

 

6,737

5,674

Shareholders' equity

5,327

5,398

 

3,077

2,544

 

5,336

5,099

 

13,740

13,041

 

-

-

 

13,740

13,041

 

(*) Food retail includes GPA Malls & Properties.

(**) See note 31.

(***) The eliminations consist of intercompany balances. In the management’s view, the net earnings eliminations are made inside of own segment, besides, the equity pickup of the Company in Luxco.

 


 
 

29.    Segment information – Continued

The Company and its subsidiaries operate primarily as a retailer of food, clothing, home appliances and other products. Total revenues are composed of the following brands:

 

06.30.2018

 

06.30.2017

Assaí

10,336

 

8,312

Extra

7,606

 

8,015

Pão de Açúcar

3,345

 

3,200

Proximidade

561

 

549

Other business

1,270

 

1,139

Total net operating revenue

23,118

 

21,215

30.    Non cash transactions

During the semesters ended at June 30, 2018 and 2017 the Company had transactions that was not presented at the statement of cash flows as presented below:

·       Purchase of fixed assets not paid yet as note 14.3;

·       Purchase of intangible assets not paid yet as per note 15.3;

·       Deferred income tax as per note 19;

·       Additions of provisions for contingencies as per note 20;

·       Recognition of ICMS tax credits, according to note 11.

31.  Non current assets held for sale and discontinued operations

The detailed information about assets held for sale and discontinued operations were presented in the annual financial statements of 2017, in note 32.

Composition: 

   

Net assets Via Varejo (see note 31.1)

 

21,443

Property/lands held for sale CBD (*)

255

Total

 

21,698

(*) The Company began a process of sale the assests with carrying amount of R$255 composed of, two distribution centers and three lands, duly approved in the necessary administrative instances, with a high probability of sale. There is no evidence of sale of these assets in amount smaller than their carrying amount.

31.1.Ongoing transaction to dispose of Via Varejo subsidiary

The Board of Directors held on November 23, 2016 approved a process to dispose of the Company’s interest in Via Varejo’s capital stock, in line with its long-term strategy of focusing on the development of the food activity.

During 2017, due to certain external factors out of the control of the Company, mainly related to the macro economic scenario, the process of sale of Via Varejo was not concluded within one year as initially planned. The plan to sell Via Varejo remains unchanged, and at the end of 2017, the Company revised the next steps and expects, along with its financial advisors, to close the sales process during 2018.

 

 

31.  Non current assets held for sale and discontinued operations – Continued


 
 

31.1.Ongoing transaction to dispose of Via Varejo subsidiary - Continued

Therefore, as required by CPC 31 – “Non-current assets held for sale and discontinued operations” (IFRS 5), the net results, of Via Varejo (and its subsidiary Cnova Brasil) is included in statement of operations as a single line, after taxes, and assets and liabilities balances are disclosed as held for sale and discontinued operations.

Statement of value added on June 30, 2018 and 2017 also discloses the discontinued operations as a single line, nevertheless, for cash flows there were no effects as per IFRS 5 being disclosed at this note the effect of discontinued operations. Non current assets and liabilities held for sale on June 30, 2018 were R$21,443 (R$22,753 on December 31, 2017) and R$16,269 (R$17,824 on December 31, 2017), respectively. The net effects on discontinued operations were a net income of R$212 at June 30, 2018 (net proft of R$87 at June 30, 2017).

Via Varejo shares are listed on B3 under ticker symbol “VVAR11” and “VVAR3”.

See below the summary of the consolidated statement of operations, balance sheet and cash flow statements of Via Varejo before the eliminations, including effects of the purchase price allocation of Globex and Casa Bahia acquisition.

Balance sheet (*):

 

06.30.2018

 

12.31.2017

 

 

 

Restated

Assets

 

 

 

Current

 

 

 

Cash and cash equivalents

945

 

3,559

Trade receivables (i)

3,545

 

3,750

Inventories

5,400

 

4,379

Recoverable taxes

570

 

219

Other current assets

174

 

168

Total current assets

10,634

 

12,075

 

 

 

 

Noncurrent

 

 

 

Trade receivables

181

 

201

Recoverable taxes

2,806

 

2,725

Other accounts receivable

980

 

962

Deferred income tax and social contribution

317

 

415

Related parties

454

 

539

Investment properties

92

 

81

Property and equipment

1,764

 

1,711

Intangible assets

4,428

 

4,287

Total noncurrent assets

11,022

 

10,921

Total assets

21,656

 

22,996

 

 


 
 

31.  Non current assets held for sale and discontinued operations – Continued

31.1.       Ongoing transaction to dispose of Via Varejo subsidiary – Continued

Balance sheet (*):

 

 

06.30.2018

 

12.31.2017

 

 

 

 

Restated

Liabilities

 

 

 

 

Current

 

 

 

 

Trade payable, net

 

7,446

 

7,726

Structured payable program

 

114

 

437

Borrowings and financing (i)

 

3,488

 

3,802

Related parties

 

140

 

139

Other current liabilities (ii)

 

1,870

 

2,176

Total current liabilities

 

13,058

 

14,280

                                          

 

 

 

 

Noncurrent

 

 

 

 

Borrowings and financing (i)

 

358

 

397

Deferred income tax and social contribution

 

840

 

840

Other noncurrent liabilities (ii)

 

2,064

 

2,380

Total noncurrent liabilities

 

3,262

 

3,617

Shareholders’ equity

 

5,336

 

5,099

Total liabilities and shareholders’ equity

 

21,656

 

22,996

 

(*) Before intercompany eliminations with GPA in the amount R$213 of assets and R$51 of liabilities.

(i) Includes financed sales through CDCI, whose value on June 30, 2018 is R$ 2,388 in assets (R$ 2,251 at December 31, 2017) and R$ 3,411 in liabilities (R$ 3,466 on December 31, 2017).

(ii) Includes balance of R$1,338 on June 30, 2018 (R$1,374 on December 31, 2017) of deferred revenue related to the advance received from Zurich Seguros (extended warranty and insurance) and from Bradesco (cards transactions and banking correspondent).

Parent Company’s effects

Note

06.30.2018

12.31.2017

Reclassification of investment for held for sale

13.1

1,910

1,808

Reclassification of goodwill for held for sale

15

179

179

Assets held for sale and discontinued operations

2,089

1,987

 


 
 
31.    Non current assets held for sale and discontinued operations – Continued

31.1.   Ongoing transaction to dispose of Via Varejo subsidiary – Continued

Statement of operations (*)

06.30.2018

 

06.30.2017

     

Restated

 

 

 

 

Net operating revenue

13,209

 

12,344

Cost of sales

(9,097)

 

(8,477)

Gross profit

4,112

 

3,867

Operating income (expenses)

 

   

Selling, general and administrative expenses

(3,323)

 

(3,235)

Share of profit of associates

11

 

10

Other operating expenses, net

(83)

 

(189)

 

(3,395)

 

(3,414)

Profit from operations before net financial result

717

 

453

 

 

 

 

Financial expenses, net

(373)

 

(338)

 

 

 

 

Income (loss) before income tax and social contribution

344

 

115

 

 

 

 

Income tax and social contribution

(127)

 

11

 

 

 

 

Net income (loss) for the year

217

 

126

Attributed to:

 

 

 

Controlling shareholders

94

 

54

Non-controlling shareholders

123

 

72

(*) Before eliminations of amounts of related parties with GPA.

Description

06.30.2018

06.30.2017

Net operating revenue

(20)

(16)

Cost of sales

(5)

(4)

Selling costs

1

1

General and administrative expenses

2

-

Financial result, net

10

1

Income tax and social contribution

3

4

Total

(9)

(14)

 

 

 

Additionally a reclassification was made of incurred costs on Parent Company basically related to indemnity costs of contingences from prior periods to acquisition, paid to Via Varejo. According to IFRS 5, these costs were reclassified to discontinued operations in the amount of R$4 as of June 30, 2018 (R$(24) as of June 30, 2017).

Cash flow

 

06.30.2018

 

06.30.2017

Cash flow used in operating activities

 

(1,804)

 

(2,657)

Net cash used in investing activities

(242)

 

(116)

Net cash used in financing activities

 

(568)

 

(507)

Cash variation in the period

 

(2,614)

 

(3,280)



 
 

32.    Subsequent events

32.1 Conversion of sharea Via Vajo

In a Board of Directors meeting of the subsidiary Via Varejo, happened on July 23rd, 2018, the Company proposed, and it was approved, the beginning of the conversion process of Via Varejo into the New Market of B3, covering the totality of the share of Via Varejo and consequent conversion of preferred shares into ordinary shares in the proportion of one to one. Moreover, the units program of Via Varejo will be terminated, having so forth each holder of an unit, which is currently represented by one ordinary share and two preferred, to have three ordinary shares of Via Varejo.

 

The next Board of Directors´ meeting of Via Varejo is supposed to happen until August 15 th, 2018, when it will be deliberated over the rules of the New Market, and immediately after, call a General Assembly to decide over the migration process and any other action required to implement the migration. There is no impacts of this decision in the Quarterly Financial Information as of June 30th, 2018.


 
 

Other information deemed as relevant by the Company

Shareholding at 6/30/2018

             
             

SHAREHOLDING OF CONTROLLING PARTIES OF THE COMPANY’S SHARES. UP TO THE INDIVIDUAL LEVEL

COMPANHIA BRASILEIRA DE DISTRIBUIÇÃO  (Publicly-held company)

Shareholding at 6/30/2018
(In units)

Shareholder

Common Shares

Preferred Shares

Total

Number

%

Number

%

Number

%

Wilkes Participações S/A

94,019,178

94.32%

-

0.00%

94,019,178

35.26%

Jean-Charles Naouri

-

0.00%

1

0.00%

1

0.00%

Geant International BV*

-

0.00%

9,423,742

5.64%

9,423,742

3.53%

Segisor*

5,600,050

5.62%

-

0.00%

5,600,050

2.10%

Casino Guichard Perrachon*

1

0.00%

-

0.00%

1

0.00%

Almacenes Éxito S.A.*

1

0.00%

-

0.00%

1

0.00%

King LLC*

-

0.00%

852,000

0.51%

852,000

0.32%

Helicco Participações Ltda.

-

0.00%

581,600

0.35%

581,600

0.22%

Carmignac Gestion*

-

0.00%

13,576,698

8.13%

13,576,698

5.09%

Brandes Investment Partners, LP*

-

0.00%

8,510,442

5.10%

8,510,442

3.19%

Board of Executive Officers

-

0.00%

432,236

0.26%

432,236

0.16%

Board of Directors

-

0.00%

37,896

0.02%

37,896

0.01%

Treasury Shares

-

0.00%

232,586

0.14%

232,586

0.09%

Others

60,621

0.06%

133,302,687

79.85%

133,363,308

50.02%

TOTAL

99,679,851

100.00%

166,949,888

100.00%

266,629,739

100.00%

(*) Foreign Company

           
                         

 

CORPORATE’S CAPITAL STOCK DISTRIBUTION (COMPANY’S SHAREHOLDER). UP TO THE INDIVIDUAL LEVEL

WILKES PARTICIPAÇÕES S.A

Shareholding in units

Shareholder/Quotaholder

Common Shares

Preferred Shares

Total

Number

%

Number

%

Number

%

Casino Guichard Perrachon*

 1

0.00%

 -  

0.00%

 1

0.00%

Segisor*

 217,402,606

97.23%

 -  

0.00%

 217,402,606

97.23%

Bengal LLc*

 2,119,162

0.95%

 -  

0.00%

 2,119,162

0.95%

Oregon LLc*

 2,119,162

0.95%

 -  

0.00%

 2,119,162

0.95%

Pincher LLc*

 1,961,612

0.88%

 -  

0.00%

 1,961,612

0.88%

Almanacenes Éxito S.A.*

 1

0.00%

 -  

0.00%

 1

0.00%

Treasury Shares

 -  

0.00%

 -  

0.00%

 -  

0.00%

TOTAL

 223,602,544

100.00%

 -  

0.00%

 223,602,544

100%

 

 

Other information deemed as relevant by the Company


 
 

SHAREHOLDING OF CONTROLLING PARTIES OF THE COMPANY’S SHARES. UP TO THE INDIVIDUAL LEVEL

       

SEGISOR

Shareholding in units

Quotaholder

Quotas

%

Preferred Shares

%

Number

%

Onper Investimentos 2015 S.L.*

887,239,543

50.00%

                        -  

0.00%

887,239,543

50.00%

Casino Guichard Perrachon*

887,239,543

50.00%

                        -  

0.00%

887,239,543

50.00%

TOTAL

1,774,479,086

100%

                        -  

0%

1,774,479,086

100%

(*) Foreign Company

           

 

SHAREHOLDING OF CONTROLLING PARTIES OF THE COMPANY’S SHARES. UP TO THE INDIVIDUAL LEVEL

ONPER INVESTIMENTOS 2015 S.L.

Shareholding in units

Shareholder

Common Shares

%

Preferred Shares

%

Number

%

Almanacenes Éxito S.A.*

3,000

100.00%

-

0,00%

3,000

100,00%

TOTAL

3,000

100%

-

0%

3,000

100,00%

 

SHAREHOLDING OF CONTROLLING PARTIES OF THE COMPANY’S SHARES. UP TO THE INDIVIDUAL LEVEL

ALMANACENES ÉXITO S.A.

Shareholding at 6/30/2018 (In units)

Shareholders*

Common Shares

%

Preferred Shares

%

Number

%

Geant International B.V.

         187,689,792

51.52%

                        -  

0.00%

  187,689,792

51.52%

Geant Fonciere B.V.

           47,725,428

13.10%

                        -  

0.00%

   47,725,428

13.10%

Fondo de Pensiones Obligatorias Porvenir Moderado

           24,518,315

6.73%

                        -  

0.00%

   22,047,343

6.73%

Other Shareholders

104,351,552

28.65%

 -  

0.00%

104,351,552

28.65%

TOTAL

364,285,087

100.00%

 -  

0.00%

364,285,087

100.00%

Other information deemed as relevant by the Company         

CONSOLIDATED SHAREHOLDING OF CONTROLLING PARTIES AND MANAGEMENT AND OUTSTANDING SHARES
Shareholding at 6/30/2018

Shareholding (In units)

Shareholder

Common Shares

Preferred Shares

Number

%

Number

%

Number

%

Controlling parties

           99,619,230

99.94%

           10,857,343

6.52%

  110,476,573

41.49%

 

 

 

 

 

 

 

Management

 

 

 

 

 

 

Board of Directors

                        -  

0.00%

 432,236

0.26%

 432,236

0.16%

Board of Executive Officers

                        -  

0.00%

 37,896

0.02%

 37,896

0.01%

 

 

 

       

Treasury Shares

                        -  

0.00%

 232,586

0.14%

 232,586

0.09%

 

 

 

       

Other Shareholders

                 60,621

0.06%

 155,389,827

93.08%

 155,450,448

58.30%

 

 

 

       

Total

           99,679,851

100.00%

 166,949,888

100.00%

 266,629,739

100.00%

 

 

 

       

Outstanding Shares

                 60,621

0.06%

 155,859,959

93.36%

 155,920,580

58.48%

 

         

Shareholding at 6/30/2018
(In units)

CONSOLIDATED SHAREHOLDING OF CONTROLLING PARTIES AND MANAGEMENT AND OUTSTANDING SHARES

Shareholder

Common Shares

Preferred Shares

   

Number

%

Number

%

Number

%

Controlling parties

           99,619,230

99.94%

10,857,343

6.54%

  110,476,573

41.58%

 

 

 

 

 

 

 

Management

 

 

 

 

 

 

Board of Directors

                        -  

0.00%

 217,762

0.13%

 217,762

0.08%

Board of Executive Officers

                        -  

0.00%

 262,469

0.16%

 262,469

0.10%

 

 

 

       

Treasury Shares

                        -  

0.00%

 232,586

0.14%

 232,586

0.09%

 

 

 

       

Other Shareholders

                 60,621

0.06%

 154,997,476

93.05%

 155,058,097

58.24%

 

 

 

       

Total

           99,679,851

100.00%

 166,567,636

100.00%

 266,247,487

100.00%

 

 

 

       

Outstanding Shares

                 60,621

0.06%

 155,477,707

93.34%

 155,538,328

58.42%

                     

 

SIGNATURES

        Pursuant to the requirement 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.




COMPANHIA BRASILEIRA DE DISTRIBUIÇÃO



Date:  July 25, 2018 By:   /s/ Peter Estermann
         Name:   Peter Estermann
         Title:     Chief Executive Officer



    By:    /s/ Daniela Sabbag            
         Name:  Daniela Sabbag 
         Title:     Investor Relations Officer


FORWARD-LOOKING STATEMENTS

This press release may contain forward-looking statements. These statements are statements that are not historical facts, and are based on management's current view and estimates offuture economic circumstances, industry conditions, company performance and financial results. The words "anticipates", "believes", "estimates", "expects", "plans" and similar expressions, as they relate to the company, are intended to identify forward-looking statements. Statements regarding the declaration or payment of dividends, the implementation of principal operating and financing strategies and capital expenditure plans, the direction of future operations and the factors or trends affecting financial condition, liquidity or results of operations are examples of forward-looking statements. Such statements reflect the current views of management and are subject to a number of risks and uncertainties. There is no guarantee that the expected events, trends or results will actually occur. The statements are based on many assumptions and factors, including general economic and market conditions, industry conditions, and operating factors. Any changes in such assumptions or factors could cause actual results to differ materially from current expectations.