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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Natura and Co Holding SA | NYSE:NTCO | NYSE | Common Stock |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 6.57 | 0 | 00:00:00 |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of May 2024
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Commission File Number: 001-39169
Natura &Co Holding S.A.
(Exact name of registrant as specified in its charter)
Avenida Alexandre Colares, No. 1188, Sala A17-Bloco A
Parque Anhanguera
São Paulo, São Paulo 05106-000, Brazil
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40‑F:
Form 20-F ☒ Form 40-F ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):
Yes ☐ No ☒
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):
Yes ☐ No ☒
NATURA &CO HOLDING S.A.
TABLE OF CONTENTS
ITEM |
1. Individual and Consolidated Interim Financial Information of Natura &Co Holding S.A. for the three-month period ended March 31, 2024. |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
NATURA &CO HOLDING S.A. |
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By: |
/s/ Guilherme Strano Castellan |
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Name: |
Guilherme Strano Castellan |
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Title |
Principal Financial Officer |
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By: |
/s/ Itamar Gaino Filho |
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Name: |
Itamar Gaino Filho |
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Title: |
Chief Legal and Compliance Officer |
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Date: May 14, 2024
Interim Accounting Information (ITR) Individual and Consolidated For the three-month period ended March 31, 2024 |
www.pwc.com.br
Natura &Co Holding S.A. Parent company and consolidated |
(A free translation of the original in Portuguese)
Report on review of parent company and
consolidated interim financial statements
To the Board of Directors and Stockholders
Natura &Co Holding S.A.
We have reviewed the accompanying interim statement of financial position of Natura &Co Holding S.A. ("Company") as at 31 March 2024 and the related statements of profit or loss, comprehensive income, the statements of changes in shareholders’ equity and cash flows for the quarter then ended, as well as the accompanying consolidated interim statement of financial position of Natura &Co Holding S.A. and its subsidiaries ("Consolidated") as at 31 March 2024 and the related consolidated statements of profit or loss, comprehensive income, the consolidated statements of changes in shareholders’ equity and cash flows for the quarter then ended, and notes, comprising other explanatory information.
Management is responsible for the preparation and fair presentation of these parent company and consolidated interim financial statements in accordance with the accounting standard CPC 21, Interim Financial Reporting, of the Brazilian Accounting Pronouncements Committee (CPC), and International Accounting Standard (IAS) 34 - Interim Financial Reporting, of the International Accounting Standards Board (IASB). Our responsibility is to express a conclusion on these interim financial statements based on our review.
We conducted our review in accordance with Brazilian and International Standards on Reviews of Interim Financial Information (NBC TR 2410 - Review of Interim Financial Information Performed by the Independent Auditor of the Entity, and ISRE 2410 - Review of Interim Financial Information Performed by the Independent Auditor of the Entity, respectively). A review of interim information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Brazilian and International Standards on Auditing and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
Based on our review, nothing has come to our attention that causes us to believe that the accompanying parent company and consolidated interim financial statements referred to above do not present fairly, in all material respects, the financial position of Natura &Co Holding S.A. and of Natura &Co Holding S.A. and its subsidiaries as at 31 March 2024, and the parent company financial performance for the quarter then ended and its cash flows for the quarter then ended, as well as the consolidated financial performance for the quarter then ended and the consolidated cash flows for quarter then ended, in accordance with CPC 21 and IAS 34.
PricewaterhouseCoopers Auditores Independentes, Avenida Brigadeiro Faria Lima, 3732, 16º andar, partes 1 e 6, Edifício Adalmiro Dellape Baptista B32, Itaim Bibi, São Paulo - SP, CEP 04538-132,T: (11) 3674-2000, F: (11) 3674-2000, www.pwc.com.br
Natura &Co Holding S.A.
Statements of value added
The interim financial statements referred to above include the parent company and consolidated statements of value added for the quarter ended 31 March 2024. These statements are the responsibility of the Company's management and are presented as supplementary information under IAS 34. These statements have been subjected to review procedures performed together with the review of the interim financial statements for the purpose of concluding whether they are reconciled with the interim financial statements and accounting records, as applicable, and if their form and content are in accordance with the criteria defined in the accounting standard CPC 09 - "Statement of Value Added". Based on our review, nothing has come to our attention that causes us to believe that these statements of value added have not been properly prepared, in all material respects, in accordance with the criteria established in this accounting standard, and that they are consistent with the parent company and consolidated interim financial statements taken as a whole.
São Paulo, 13 May 2024
PricewaterhouseCoopers
Auditores Independentes Ltda.
CRC 2SP000160/O-5
Sérgio Antonio Dias da Silva
Contador CRC 1RJ062926/O-9
NATURA &CO HOLDING S.A. | |||||||||||||||||
STATEMENT OF FINANCIAL POSITION AS OF MARCH 31, 2024 AND DECEMBER 31, 2023 | |||||||||||||||||
(In thousands of Brazilian reais - R$) |
Note | Parent | Consolidated | Note | Parent | Consolidated | |||||||||||||||
ASSETS | 03/2024 | 12/2023 | 03/2024 | 12/2023 | LIABILITIES AND SHAREHOLDERS' EQUITY | 03/2024 | 12/2023 | 03/2024 | 12/2023 | |||||||||||
CURRENT | CURRENT | |||||||||||||||||||
Cash and cash equivalents | 6 | 950 | 1,079 | 4,190,644 | 3,750,944 | Borrowings, financing and debentures | 19 | - | - | 128,090 | 163,844 | |||||||||
Short-term investments | 7 | 145,888 | 1,579,899 | 1,665,371 | 4,024,056 | Lease | 18 | 339 | 341 | 307,351 | 298,600 | |||||||||
Trade accounts receivable | 8 | 2,562 | 2,562 | 3,698,858 | 3,524,395 | Trade accounts payable and reverse factoring operations | 20 | 41,867 | 31,033 | 5,350,677 | 5,302,478 | |||||||||
Accounts receivable - sale of subsidiary | - | - | - | 22,915 | Trade accounts payable - Related parties | 32 | 187,355 | 333,116 | - | - | ||||||||||
Trade accounts receivable - Related parties | 32 | 49,415 | 150,815 | - | - | Dividends and interest on shareholders' equity payable | 24 | 1,018,288 | 294,231 | 1,018,288 | 294,231 | |||||||||
Inventories | 9 | - | - | 3,709,506 | 3,087,395 | Payroll, profit sharing and social charges | 50,886 | 19,881 | 1,138,553 | 1,019,688 | ||||||||||
Recoverable taxes | 10 | 60,568 | 52,367 | 705,762 | 608,530 | Tax liabilities | 21 | 35,132 | 83,762 | 593,313 | 634,760 | |||||||||
Income tax and social contribution | - | - | 246,526 | 175,563 | Income tax and social contribution | - | - | 225,303 | 908,442 | |||||||||||
Derivative financial instruments | 5 | - | - | 94,742 | 188,997 | Derivative financial instruments | 5 | - | - | 132,777 | 329,676 | |||||||||
Other current assets | 14 | 9,468 | 15,545 | 778,235 | 604,427 | Provision for tax, civil and labor risks | 22 | - | - | 593,035 | 491,301 | |||||||||
268,851 | 1,802,267 | 15,089,644 | 15,987,222 | Other current liabilities | 23 | 6,946 | 31,984 | 808,676 | 970,479 | |||||||||||
Assets held for sale | 13 | - | - | 92,913 | - | |||||||||||||||
Total current assets | 268,851 | 1,802,267 | 15,182,557 | 15,987,222 | Total current liabilities | 1,340,813 | 794,348 | 10,296,063 | 10,413,499 | |||||||||||
NON-CURRENT | NON-CURRENT | |||||||||||||||||||
Accounts receivable - sale of subsidiary | - | - | 332,494 | 806,582 | Borrowings, financing and debentures | 19 | - | - | 6,059,054 | 5,947,858 | ||||||||||
Recoverable taxes | 10 | - | - | 1,031,821 | 1,112,407 | Lease | 18 | 376 | 483 | 756,885 | 851,840 | |||||||||
Deferred income tax and social contribution | 11 | 27,129 | 47,948 | 2,421,377 | 2,200,695 | Payroll, profit sharing and social charges | 363 | 4,230 | 17,520 | 16,069 | ||||||||||
Judicial deposits | 12 | - | - | 382,217 | 408,030 | Tax liabilities | 21 | - | - | 161,022 | 127,194 | |||||||||
Derivative financial instruments | 5 | - | - | 84,657 | 89,453 | Deferred income tax and social contribution | 11 | - | - | 361,124 | 328,090 | |||||||||
Long-term investments | 7 | - | - | 37,781 | 36,698 | Income tax and social contribution | - | - | 418,434 | 380,176 | ||||||||||
Other non-current assets | 14 | - | - | 1,021,482 | 1,027,679 | Provision for tax, civil and labor risks | 22 | 1,121 | 1,097 | 884,956 | 875,291 | |||||||||
27,129 | 47,948 | 5,311,829 | 5,681,544 | Other non-current liabilities | 23 | 1,268 | 4,077 | 603,941 | 686,533 | |||||||||||
Total non-current liabilities | 3,128 | 9,887 | 9,262,936 | 9,213,051 | ||||||||||||||||
TOTAL LIABILITIES | 1,343,941 | 804,235 | 19,558,999 | 19,626,550 | ||||||||||||||||
Investments | 15 | 23,117,981 | 22,056,486 | - | - | |||||||||||||||
Property, plant and equipment | 16 | - | - | 3,405,179 | 3,457,574 | SHAREHOLDERS' EQUITY | 24 | |||||||||||||
Intangible | 17 | - | - | 16,730,577 | 16,569,866 | Capital stock | 12,484,515 | 12,484,515 | 12,484,515 | 12,484,515 | ||||||||||
Right of use | 18 | 660 | 773 | 1,016,252 | 1,050,809 | Treasury shares | (83,776) | (164,236) | (83,776) | (164,236) | ||||||||||
Capital reserves | 10,420,288 | 10,558,567 | 10,420,288 | 10,558,567 | ||||||||||||||||
Total non-current assets | 23,145,770 | 22,105,207 | 26,463,837 | 26,759,793 | Profit Reserve | 51,703 | 780,308 | 51,703 | 780,308 | |||||||||||
Accumulated losses | (934,816) | - | (934,816) | - | ||||||||||||||||
Equity appraisal adjustment | 132,766 | (555,915) | 132,766 | (555,915) | ||||||||||||||||
Shareholders' equity attributed to the Company's shareholders | 22,070,680 | 23,103,239 | 22,070,680 | 23,103,239 | ||||||||||||||||
Non-controlling interest in shareholders' equity of subsidiaries | - | - | 16,715 | 17,226 | ||||||||||||||||
Total shareholders' equity | 22,070,680 | 23,103,239 | 22,087,395 | 23,120,465 | ||||||||||||||||
TOTAL ASSETS | 23,414,621 | 23,907,474 | 41,646,394 | 42,747,015 | TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY | 23,414,621 | 23,907,474 | 41,646,394 | 42,747,015 |
NATURA &CO HOLDING S.A. | |
STATEMENT OF PROFIT OR LOSS | |
FOR THE THREE-MONTH PERIODS ENDED MARCH 31, 2024 AND 2023 | |
(In thousands of Brazilian reais - R$, except for earnings per share) |
Note | Parent | Consolidated | |||||||
03/2024 | 03/2023 | 03/2024 | 03/2023 | ||||||
NET REVENUE | 26 | - | - | 6,105,253 | 6,471,531 | ||||
Cost of Sales | 27 | - | - | (2,127,080) | (2,313,187) | ||||
GROSS PROFIT | - | - | 3,978,173 | 4,158,344 | |||||
OPERATING (EXPENSES) INCOME | |||||||||
Selling, marketing and logistics expenses | 27 | - | - | (2,497,075) | (2,543,791) | ||||
Administrative, R&D, IT and project expenses | 27 | (39,050) | 2,181 | (1,043,043) | (1,162,197) | ||||
Impairment loss on trade receivables | 8 | - | - | (235,884) | (215,472) | ||||
Share of profits (losses) from subsidiaries | 15 | (856,228) | (654,656) | - | - | ||||
Other operating income (expenses), net | 30 | (473) | (1,004) | (46,936) | (50,709) | ||||
OPERATING (LOSS) PROFIT BEFORE FINANCIAL RESULTS | (895,751) | (653,479) | 155,235 | 186,175 | |||||
Financial results | 29 | 5,037 | 2,255 | (361,215) | (460,150) | ||||
PROFIT (LOSS) BEFORE INCOME TAX AND | |||||||||
SOCIAL CONTRIBUTION | (890,714) | (651,224) | (205,980) | (273,975) | |||||
Income tax and social contribution | 11 | (36,708) | (1,204) | (237,073) | (122,222) | ||||
LOSS FOR THE PERIOD FROM CONTINUING OPERATIONS | (927,422) | (652,428) | (443,053) | (396,197) | |||||
DISCONTINUED OPERATIONS | |||||||||
LOSS FROM DISCONTINUED OPERATIONS | 36 | (7,394) | - | (492,073) | (255,957) | ||||
LOSS FOR THE PERIOD | (934,816) | (652,428) | (935,126) | (652,154) | |||||
ATTRIBUTABLE TO | |||||||||
The Company´s shareholders | (934,816) | (652,428) | (934,816) | (652,428) | |||||
Non-controlling shareholders | - | - | (310) | 274 | |||||
LOSS PER SHARE FOR THE PERIOD -R$ | |||||||||
Basic | 31 | (0.6765) | (0.4750) | (0.6765) | (0.4750) | ||||
Diluted | 31 | (0.6765) | (0.4750) | (0.6765) | (0.4750) |
NATURA &CO HOLDING S.A. | |
STATEMENT OF COMPREHENSIVE INCOME | |
FOR THE THREE-MONTH PERIODS ENDED MARCH 31, 2024 AND 2023 | |
(In thousands of Brazilian reais - R$) |
Note | Parent | Consolidated | ||||||||
03/2024 | 03/2023 | 03/2024 | 03/2023 | |||||||
LOSS FOR THE PERIOD | (934,816) | (652,428) | (935,126) | (652,154) | ||||||
Other comprehensive loss to be reclassified to income statement in subsequent periods: | ||||||||||
Conversion of financial statements of controlled companies abroad | 15 | 375,063 | 150,369 | 374,861 | 150,185 | |||||
Exchange rate effect on the conversion from hyperinflationary economy | 15 | 3,00,114 | 143,865 | 300,114 | 143,865 | |||||
Earnings (losses) from cash flow hedge operations | 5.1 | - | - | 25,961 | (7,324) | |||||
Tax effects on earnings (losses) from cash flow hedge operations | 11 | - | - | (5,750) | 1,341 | |||||
Equity in earnings (losses) from cash flow hedge operation | 5.1 | 25,961 | (7,324) | - | - | |||||
Equity in tax effects on earnings (losses) from cash flow hedge operations | 11 | (5,750) | 1,341 | - | - | |||||
Other comprehensive income (loss) not reclassified for the income (loss) of the periods in subsequent periods: | ||||||||||
Actuarial earnings (losses) | - | - | (1,892) | - | ||||||
Tax effects on earnings (losses) from actuarial | - | - | (4,815) | - | ||||||
Equity on actuarial earnings (losses) | (1,892) | - | - | - | ||||||
Equity on tax effects on actuarial earnings (losses) | (4,815) | - | - | - | ||||||
Comprehensive loss for the periods, net of tax effects | (246,135) | (364,177) | (246,647) | (364,087) | ||||||
ATTRIBUTABLE TO | ||||||||||
The Company´s shareholders | (246,135) | (364,177) | (246,135) | (364,177) | ||||||
Noncontrolling shareholders | - | - | (512) | 90 | ||||||
(246,135) | (364,177) | (246,647) | (364,087) |
NATURA &CO HOLDING S.A. |
STATEMENT OF CHANGES IN
SHAREHOLDERS' EQUITY |
FOR THE THREE-MONTH PERIODS
ENDED MARCH 31, 2024 AND 2023 |
(In thousands of Brazilian reais - R$) |
Capital Reserves | Equity appraisal adjustment | ||||||||||||||||||||||||||
Note | Capital stock | Treasury shares | Share premium | Special reserve | Additional paid-in capital | Income (loss) from transactions with non-controlling shareholders | Legal profit reserve | Accumulated losses | Capital transactions | Other comprehensive income (loss) | Shareholders' equity attributed to controlling shareholders | Total shareholders' equity | |||||||||||||||
Non-Controlling Shareholders |
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Retained earnings | |||||||||||||||||||||||||||
BALANCES AS OF JANUARY 1, 2022 | 12,484,424 | (262,360) | 9,894,936 | 362,059 | 375,956 | (92,066) | - | (1,994,555) | - | 1,564,340 | 22,332,734 | 18,450 | 22,351,184 | ||||||||||||||
Loss for the period | - | - | - | - | - | - | - | (652,428) | - | - | (652,428) | 274 | (652,154) | ||||||||||||||
Exchange rate effect on the conversion from hyperinflationary economy | - | - | - | - | - | - | - | - | - | 143,865 | 143,865 | - | 143,865 | ||||||||||||||
Other comprehensive income | - | - | - | - | - | - | - | - | - | 144,386 | 144,386 | (184) | 144,202 | ||||||||||||||
Total comprehensive income for the periods | - | - | - | - | - | - | - | (652,428) | - | 288,251 | (364,177) | 90 | (364,087) | ||||||||||||||
Transactions in stock and restricted shares option plans: | |||||||||||||||||||||||||||
Provision for stock and restricted shares option plans | 24 | - | - | - | - | 54,670 | - | - | - | - | - | 54,670 | - | 54,670 | |||||||||||||
Exercise of stock and restricted shares option plans | 24 | 54 | - | - | - | (15,232) | - | - | (358) | - | - | (15,536) | - | (15,536) | |||||||||||||
BALANCES AS OF MARCH 31, 2023 | 12,484,478 | (262,360) | 9,894,936 | 362,059 | 415,394 | (92,066) | - | (2,647,341) | - | 1,852,591 | 22,007,691 | 18,540 | 22,026,231 | ||||||||||||||
BALANCES AS OF JANUARY 1, 2023 | 12,484,515 | (164,236) | 9,894,936 | 362,059 | 301,572 | - | 780,308 | - | 616,475 | (1,172,390) | 23,103,239 | 17,226 | 23,120,465 | ||||||||||||||
Loss for the period | - | - | - | - | - | - | - | (934,816) | - | - | (934,816) | (309) | (935,125) | ||||||||||||||
Exchange rate effect on the conversion from hyperinflationary economy | - | - | - | - | - | - | - | - | - | 300,114 | 300,114 | - | 300,114 | ||||||||||||||
Other comprehensive income (loss) | - | - | - | - | - | - | - | - | - | 388,567 | 388,567 | (202) | 388,365 | ||||||||||||||
Total comprehensive income (loss) for the periods | - | - | - | - | - | - | - | (934,816) | - | 688,681 | (246,135) | (511) | (246,646) | ||||||||||||||
Transactions in stock and restricted shares option plans: | |||||||||||||||||||||||||||
Provision for stock and restricted shares option plans | 24 | - | - | - | - | 2,265 | - | - | - | - | - | 2,265 | - | 2,265 | |||||||||||||
Exercise of stock and restricted shares option plans | 24 | - | 80,460 | - | - | (102,589) | - | 1,439 | - | - | - | (20,690) | - | (20,690) | |||||||||||||
Income tax on shares option plans | - | - | - | - | (3,532) | - | - | - | - | - | (3,532) | - | (3,532) | ||||||||||||||
Transfer of grant plans to labor obligations due to the conversion of ADRs into Phantom shares | - | - | - | - | (34,423) | - | - | - | - | - | (34,423) | - | (34,423) | ||||||||||||||
Additional dividends from fiscal year 2023 | - | - | - | - | - | - | (685,190) | - | - | - | (685,190) | - | (685,190) | ||||||||||||||
Interest on equity | - | - | - | - | - | - | (44,854) | - | - | - | (44,854) | - | (44,854) | ||||||||||||||
BALANCES AS OF MARCH 31, 2024 | 12,484,515 | (83,776) | 9,894,936 | 362,059 | 163,293 | - | 51,703 | (934,816) | 616,475 | (483,709) | 22,070,680 | 16,715 | 22,087,395 |
NATURA &CO HOLDING S.A. | |||||||||
STATEMENT OF CASH FLOWS |
|||||||||
FOR THE THREE-MONTH PERIODS
ENDED MARCH 31, 2024 AND 2023 |
|||||||||
(In thousands of Brazilian
reais - R$) |
|||||||||
Note | Parent | Consolidated | |||||||
03/2024 | 03/2023 | 03/2024 | 03/2023 | ||||||
CASH FLOW FROM OPERATING ACTIVITIES | |||||||||
Loss for the periods | (934,816) | (652,428) | (935,126) | (652,154) | |||||
Adjustments to reconciliate loss for the periods with net cash genereted by (used in) operating activities: | |||||||||
Depreciation and amortization | 16, 17 and 18 | 103 | 727 | 392,190 | 416,032 | ||||
Interest and exchange variation on short-term investments | 29 | (4,581) | (408) | (24,498) | (190,733) | ||||
Loss from swap and forward derivative contracts | 5 | - | - | 9,509 | 365,861 | ||||
Increse (reversion) of provision for tax, civil and labor risks | 22 | - | - | 49,673 | (20,529) | ||||
Monetary adjustment of judicial deposits | 12 | - | - | (6,634) | (8,053) | ||||
Monetary adjustment of provision for tax, civil and labor risks | 22 | 24 | 21 | 15,243 | 15,854 | ||||
Income tax and social contribution | 36,708 | 1,204 | 237,073 | 122,224 | |||||
Income from sale and write-off of property, plant and equipment and intagible | 13, 16 and 17 | 10 | - | 43,441 | 32,169 | ||||
Share of profits (losses) from subsidiaries | 15 | 856,228 | 514,322 | - | - | ||||
Interest and exchange rate variation on leases | 18 | 26 | 23 | 43,346 | 33,750 | ||||
Interest and exchange rate variation on borrowings, financing and debentures, net of acquisition costs | 19 | - | - | 114,182 | 109,254 | ||||
Adjustment and exchange rate variation on other assets and liabilities | - | (92) | - | 741 | |||||
Provision (reversal) for losses on property, plant and equipment, intangible assets and leases | 30 | - | - | 46,664 | - | ||||
Provision for impairment | 30 | - | - | - | (31,076) | ||||
Increase (reversion) of provision for stock option plans | (19,865) | 39,438 | (21,957) | (15,232) | |||||
Provision for losses with trade accounts receivables, net of reversals | 8 | - | - | 235,884 | 215,798 | ||||
Provision for inventory losses, net of reversals | 9 | - | - | 91,575 | 145,658 | ||||
Provision for carbon credits | - | - | 12,240 | (7,210) | |||||
Effect from hyperinflationary economy | - | - | 223,534 | 95,395 | |||||
(66,163) | (97,193) | 526,339 | 627,749 | ||||||
DECREASE (INCREASE) IN ASSETS | |||||||||
Trade accounts receivable and related parties | 206,917 | 368 | (385,092) | (235,393) | |||||
Inventories | - | - | (677,574) | (502,346) | |||||
Recoverable taxes | (8,201) | - | (9,250) | (98,874) | |||||
Other assets | 614 | 4,633 | (219,081) | (59,012) | |||||
Subtotal | 199,330 | 5,001 | (1,290,997) | (895,625) | |||||
INCREASE (DECREASE) IN LIABILITIES | |||||||||
Domestic and foreign trade accounts payable and related parties | (134,927) | (4,861) | (7,920) | (485,095) | |||||
Payroll, profit sharing and social charges, net | (7,285) | (33,352) | 74,269 | (86,482) | |||||
Tax liabilities | (54,617) | 90 | (20,481) | 32,023 | |||||
Other liabilities | (27,847) | (38,462) | (210,814) | (58,385) | |||||
Subtotal | (224,676) | (76,585) | (164,946) | (597,939) | |||||
CASH GENERATED BY (USED IN) OPERATING ACTIVITIES | (91,509) | (168,777) | (929,604) | (865,815) | |||||
OTHER CASH FLOWS FROM OPERATING ACTIVITIES | |||||||||
Payment of income tax and social contribution | - | (221) | (141,080) | (124,632) | |||||
Release of judicial deposits net of withdrawals | 12 and 22 | - | - | 13,422 | 7,011 | ||||
Payments related to tax, civil and labor lawsuits | 22 | - | - | (34,725) | (11,161) | ||||
Payments due to settlement of derivative transactions | - | - | (38,308) | (90,185) | |||||
Payment of interest on lease | 18 | (26) | (23) | (42,682) | (31,571) | ||||
Payment of interest on borrowings, financing and debentures | 19 | - | - | (164,310) | (200,405) | ||||
Operating Activities - discontinued operations | - | 140,334 | (386,668) | (267,796) | |||||
CASH GENERATED BY (USED IN) OPERATING ACTIVITIES | (91,535) | (28,687) | (1,723,955) | (1,584,554) | |||||
CASH FLOW FROM INVESTING ACTIVITIES | |||||||||
Additions of property, plant and equipment and intangible | - | 80 | (119,879) | (218,544) | |||||
Proceeds from sale of property, plant and equipment and intangible | - | - | - | 1,389 | |||||
Short-term acquisition | (381,441) | (2,500) | (6,926,823) | (2,087,377) | |||||
Redemption of short-term investments | 1,827,790 | 23,359 | 9,194,046 | 2,306,522 | |||||
Redemption of interest on short-term investments | (7,757) | 2,363 | 114,859 | 50,143 | |||||
Capital increase in subsidiaries | 15 | (1,347,077) | (150,000) | - | - | ||||
Receipt of dividends from subsidiaries | 15 | - | 150,000 | - | - | ||||
Investing activities - discontinued operations | - | - | - | (83,064) | |||||
CASH (GENERATED BY) USED IN INVESTING ACTIVITIES | 91,515 | 23,302 | 2,262,203 | (30,931) | |||||
CASH FLOW FROM FINANCING ACTIVITIES | |||||||||
Repayment of lease - principal | 18 | (109) | (51) | (114,541) | (86,428) | ||||
Repayment of borrowings, financing and debentures – principal | 19 | - | - | (25,941) | (86,250) | ||||
New borrowings, financing, and debentures | 19 | - | - | 28,933 | 5,908 | ||||
Acquisition of treasury shares, net of receipt of option strike price | - | - | - | - | |||||
Payment of dividends and interest on equity | - | (15) | - | (15) | |||||
Receipt (payment) of funds due to settlement of derivative transactions | - | - | (56,487) | (7,348) | |||||
Capital Increase | - | 54 | - | 54 | |||||
Financing activities - discontinued operations | - | - | - | (167,569) | |||||
NET CASH USED IN FINANCING ACTIVITIES | (109) | (12) | (168,036) | (341,648) | |||||
Effect of exchange rate variation on cash and cash equivalents | - | - | 69,488 | (14,077) | |||||
(DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS | (129) | (5,397) | 439,700 | (1,971,210) | |||||
Opening balance of cash and cash equivalents | 1,079 | 5,566 | 3,750,944 | 4,195,713 | |||||
Closing balance of cash and cash equivalents | 950 | 169 | 4,190,644 | 2,224,503 | |||||
(DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS | (129) | (5,397) | 439,700 | (1,971,210) | |||||
*The accompanying notes are an integral part
of the Interim Accounting Information. |
NATURA &CO HOLDING S.A. | |
STATEMENT OF VALUE ADDED | |
FOR THE THREE-MONTH PERIODS ENDED MARCH 31, 2024 AND 2023 | |
(In thousands of Brazilian reais - R$) |
Note | Parent | Consolidated | |||||||
2023 | 2022 | 2023 | 2022 | ||||||
INCOME | (473) | - | 7,443,346 | 7,912,960 | |||||
Sale of goods, products and services | - | - | 7,911,285 | 8,250,853 | |||||
Provision for doubtful accounts, net of reversals | 8 | - | - | (235,884) | (215,640) | ||||
Other operating expenses, net | (473) | - | (232,055) | (122,253) | |||||
GOODS ACQUIRED FROM THIRD PARTIES | (31,574) | (8,559) | (5,029,481) | (4,979,680) | |||||
Cost of products sold and services rendered | - | - | (2,806,231) | (2,768,004) | |||||
Materials, electricity, outsourced services and other | (31,574) | (8,559) | (2,176,586) | (2,211,676) | |||||
Impairment | - | - | (46,664) | - | |||||
GROSS VALUE ADDED | (32,047) | (8,559) | 2,413,865 | 2,933,280 | |||||
RETENTIONS | 370 | (727) | (345,254) | (376,350) | |||||
Depreciation and amortization | 16, 17 e 18 | 370 | (727) | (345,254) | (376,350) | ||||
VALUE ADDED PRODUCED BY THE COMPANY | (31,677) | (9,286) | 2,068,611 | 2,556,930 | |||||
TRANSFERRED VALUE ADDED | (850,446) | (652,503) | 184,503 | 306,989 | |||||
Equity in subsidiaries | 15 | (856,228) | (654,656) | - | - | ||||
Financial income - including inflation adjustments and exchange rate variations | 29 | 5,782 | 2,153 | 184,503 | 306,989 | ||||
TOTAL VALUE ADDED TO DISTRIBUTE - DISCONTINUED OPERATIONS | (882,123) | (661,789) | 2,253,114 | 2,863,919 | |||||
TOTAL VALUE ADDED TO DISTRIBUTE - DISCONTINUED OPERATIONS | (7,394) | - | (492,073) | (255,957) | |||||
TOTAL VALUE ADDED TO DISTRIBUTE | (889,517) | (661,789) | 1,761,041 | 2,607,962 | |||||
TOTAL DISTRIBUTION OF VALUE ADDED | (889,517) | (661,789) | 1,761,040 | 2,607,962 | |||||
DISTRIBUTION OF VALUE ADDED - DISCONTINUED OPERATIONS | (889,517) | (661,789) | 1,761,040 | 2,607,962 | |||||
Payroll and social charges | 28 | 5,697 | (10,463) | 1,067,330 | 1,197,996 | ||||
Payroll and social charges | 5,276 | (14,164) | 812,946 | 919,860 | |||||
Benefits | 244 | 3,550 | 153,568 | 152,834 | |||||
FGTS | 177 | 151 | 100,816 | 125,302 | |||||
Taxes, fees and contributions | 38,384 | 1,204 | 1,076,473 | 1,284,326 | |||||
Federal | 38,384 | 1,204 | (246,482) | (82,063) | |||||
State | - | - | 1,322,849 | 1,366,038 | |||||
Municipal | - | - | 105 | 351 | |||||
Third-part capital remuneration | 1,218 | (102) | 552,364 | 777,793 | |||||
Interest | 1,218 | (102) | 545,718 | 767,139 | |||||
Rentals | - | - | 6,646 | 10,654 | |||||
Equity remuneration | (934,816) | (652,428) | (935,126) | 652,154) | |||||
Losses for the year / retained profits | (934,816) | (652,428) | (935,126) | (652,154) |
NATURA &CO HOLDING S.A. |
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2024 |
(Amounts in thousands of Reais - R$, except as mentioned otherwise) |
Natura &Co Holding S.A. (“Natura &Co”) was incorporated on January 21, 2019, with the purpose of holding interests in other companies, as a partner or shareholder, whose main business is in the cosmetics, fragrance and personal hygiene segments, through the manufacturing, distribution, and sale of their products. Natura &Co is headquartered in Brazil, in the city of São Paulo, State of São Paulo, at Avenida Alexandre Colares, no. 1188, Vila Jaguará, CEP 05106-000. Natura &Co and its subsidiaries are hereinafter referred to as the “Company”. In addition, Natura &Co traded American Depositary Receipts (ADRs) on the New York Stock Exchange (NYSE) under the ticker “NTCO”, however, on January 18, 2024, the Company's management approved the delisting from the NYSE, which is in line with its long-term strategy of simplifying its operations.
The brands under the Company’s management include “Natura” and “Avon”. In addition to using the retail, e-commerce, business-to-business (B2B) and franchise markets as product sales channels, its subsidiaries stand out for their direct sales channel, carried out mainly by consultants.
1.1 Sale of the former subsidiaries Aesop and The Body Shop
As disclosed in the financial statements for the year ended December 31, 2023, in that year the Company concluded the sale of the former subsidiaries Natura Brazil Pty Ltd. (hereinafter referred to as “Aesop”) and Natura International B.V. (hereinafter referred to as “The Body Shop”). The respective accounting effects associated with sales were presented in the financial statements for that year and did not impact the comparative period of March 31, 2023, presented in this interim accounting information.
The respective results of discontinued operations for the three-month periods ended March 31, 2024 and 2023 are presented in explanatory note no. 36.
Additionally, the Company restated the balances of the income statement, statement of cash flows and corresponding explanatory notes for the period ended March 31, 2023, so that the disclosures relate to the operations that were discontinued on that balance sheet date for the last period presented.
The Company’s interim accounting information, included in the Quarterly Information Form - ITR for the three-month period ended March 31, 2024, includes the individual and consolidated interim accounting information prepared pursuant to Technical Pronouncement CPC 21 (R1) - Interim Statements, approved by the Brazilian Accounting Committee (“CPC”) and equivalent to International Accounting Standard (“IAS”) 34 - Interim Financial Reporting.
The individual and consolidated interim accounting information discloses all the relevant information specific to the interim accounting information, and only that, which is consistent with that information used by Management in its management.
The individual and consolidated interim accounting information was approved by the Board of Directors and authorized for issuance at a meeting held on May 9th, 2024.
The accounting information, individual and consolidated, was prepared based on historical cost, except for items measured at fair value as a contra entry to profit or loss, which include (i) derivative financial instruments; (ii) contingent consideration arising from the sale of the former subsidiary The Body Shop; (iii) other financial investments; and (iv) financial liabilities designated as fair value hedge objects.
The individual and consolidated interim accounting information is expressed in thousands of Reais (“R$”), rounded to the nearest thousand, disclosures of amounts in other currencies, when necessary, are also made in thousands. Items published in other currencies are duly identified, where applicable.
NATURA &CO HOLDING S.A. |
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2024 |
(Amounts in thousands of Reais - R$, except as mentioned otherwise) |
The material accounting policies applied in the preparation of this individual and consolidated interim accounting information are consistent with those applied and disclosed in explanatory note no. 3 of the Company’s audited individual and consolidated financial statements for the year ended December 31, 2023, issued on March 11, 2024, as well as those applied for the three-month comparative period ending March 31, 2023, except for standards and changes effective from January 1, 2024
Among these changes effective from January 1, 2024, we highlight the changes to CPC 26 (R1) – Non-current liabilities with restrictive clauses (“covenants”), equivalent to IAS 1, CPC 06 (R2) – Lease liabilities and leaseback (“leaseback”), equivalent to International Financial Reporting Standard (“IFRS”) 16, and CPC 40 (R1) and CPC 03 (R2) – Supplier financing agreements (“reverse factoring operations”), equivalent to IFRS 7 and IAS 7, respectively, which were considered in the preparation of this interim, individual and consolidated accounting information, with, however, no effects on the nature and detail of the information.
This individual and consolidated interim accounting information must be read together with the individual and consolidated financial statements for the year ended December 31, 2023.
The areas that require a higher level of judgment and are more complex, as well as the areas in which assumptions and estimates are material to the interim accounting information were presented in the Company’s individual and consolidated financial statements for the year ended December 31, 2023, in explanatory note no. 4.
The estimates and assumptions used in the preparation of the interim, individual and consolidated accounting information for the three-month period ended March 31, 2024 have not changed significantly compared with the estimates and assumptions as of December 31, 2023.
The information regarding the general considerations and polices was presented in explanatory note no. 5.1 of the Company’s individual and consolidated financial statements for the year ended December 31, 2023, and there are no changes for the three-month period ended March 31, 2024.
The Company continues to monitor developments in the conflict between Russia and Ukraine to assess any possible future impacts that may arise because of the ongoing crisis, including the reduction in recoverable value of financial and non-financial assets, which the Company’s Management assesses based on the best available information. At the date of this interim accounting information, individual and consolidated, the effects of the conflict on the equity and financial position and performance of operations were not material.
NATURA &CO HOLDING S.A. |
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2024 |
(Amounts in thousands of Reais - R$, except as mentioned otherwise) |
5.1Market risks and hedge accounting
The Company classifies derivative financial instruments as financial derivatives and operational derivatives. Financial derivatives include swaps or forwards used to hedge exchange rate or interest rate risks related to loans, financing, debt securities and loans between related parties. Operational derivatives include forward contracts used to hedge the exchange rate risk of the Company’s operational activities (such as import and export transactions).
As of March 31, 2024 and December 31, 2023, derivative contracts are maintained directly with financial institutions and not through stock exchanges and are not subject to margin deposits to guarantee these operations.
Consolidated |
Fair value |
Fair value adjustment gain (loss) |
|||||
Description |
March 31, 2024 |
December 31, 2023 |
March 31, 2024 |
March 31, 2023 |
|||
Swap contracts: (a) |
|
|
|
|
|||
Asset portion: |
|
|
|
|
|||
IPCA long position |
854,600 |
876,664 |
(2,982) |
19,457 |
|||
|
|
|
|
|
|||
Liability portion: |
|
|
|
|
|||
Post-fixed CDI rate: |
|
|
|
|
|||
Short position on CDI |
(797,831) |
(824,344) |
- |
- |
|||
|
|
|
|
|
|||
NDF and forward contracts: |
|
|
|
|
|||
Liability portion: |
|
|
|
|
|||
Post-fixed CDI rate: |
|
|
|
|
|||
Natura Cosméticos Position |
(3,610) |
(5,878) |
(707) |
(2,090) |
|||
Natura Indústria Position |
(12,928) |
(28,856) |
(12,928) |
(28,856) |
|||
Natura Mexico (Latam) Position |
369 |
320 |
89 |
151 |
|||
Avon Industrial Position |
(883) |
(3,702) |
(883) |
(3,702) |
|||
Avon Internacional Position |
9,374 |
(43,248) |
(22,363) |
(28,633) |
|||
Natura Luxembourg Position |
(2,469) |
(22,182) |
(644) |
180 |
|||
|
|
|
|||||
Total derivative financial instruments, net: |
46,622 |
(51,226) |
(40,418) |
(43,493) |
a) | Swap operations consist of exchanging exchange rate variation for a correction related to a percentage of the variation in Interbank Deposit Certificates (post-fixed CDI), in the case of Brazil. |
NATURA &CO HOLDING S.A. |
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2024 |
(Amounts in thousands of Reais - R$, except as mentioned otherwise) |
Below are the changes in net derivatives balances for the three-month period ended March 31, 2024, and for the year ended December 31, 2023:
|
Consolidated |
Balance as of December 31, 2022 |
(796,877) |
Effect arising from “swap” and “forward” derivative transaction contracts (not realized) |
(365,861) |
Payment of funds due to settlement of derivatives – operational activity |
90,185 |
Collection of funds due to settlements of derivatives – financing activity |
7,348 |
Losses in cash flow hedge operations (other comprehensive income) |
(7,324) |
Balance as of March 31, 2023 |
(1,072,529) |
|
|
Balance as of December 31, 2023 |
(51,226) |
Losses from swap and forward derivative contracts in the result of the period |
(9,509) |
Payment of funds due to settlement of derivative transactions - operational activity |
38,308 |
Payment of funds due to settlements of derivatives transactions - financing activity |
56,487 |
Gains in cash flow hedge operations (other comprehensive income) |
20,211 |
Other movements |
(7,649) |
Balance as of March 31, 2024 |
46,622 |
The Company carries out the formal designation for hedge accounting of certain financial and operational derivatives described above in accordance with the Company's risk management policy. The fair value of derivatives designated for cash flow and fair value hedge accounting, as well as gains and losses for the three-month period ended March 31, 2024 are presented below (consolidated interim accounting information):
|
|
Other comprehensive income |
||||
|
Subject to hedging |
Notional currency |
Fair value |
Accumulated gains (losses) |
Gains (losses) for the three-month period |
|
Currency swap – US$/R$ - Natura Cosméticos |
Currency and interest rate |
BRL |
(3,936) |
(914) |
1,176 |
|
Forward agreements (Avon industrial) |
Currency |
BRL |
(883) |
(883) |
2,819 |
|
Forward agreements (Natura Dist. Mexico) |
Currency |
BRL |
369 |
89 |
(250) |
|
Forward agreements (Natura Industria) |
Currency |
BRL |
(5,759) |
(5,759) |
15,738 |
|
Forward agreements (Avon International) |
Currency |
BRL |
8,300 |
6,479 |
6,478 |
|
Total |
|
|
(1,909) |
(988) |
25,961 |
NATURA &CO HOLDING S.A. |
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2024 |
(Amounts in thousands of Reais - R$, except as mentioned otherwise) |
The movement in hedge reserves recorded in other comprehensive income is shown below:
|
Consolidated |
Cash flow hedge balance on December 31, 2022 |
(498,578) |
Change in the fair value recognized in OCI |
(7,324) |
Tax effects on the fair value of the hedging instrument |
1,341 |
Cash flow hedge balance on March 31, 2023 |
(504,561) |
|
|
Cash flow hedge balance on December 31, 2023 |
(3,880) |
Change in the fair value recognized in OCI |
25,961 |
Tax effects on the fair value of the hedging instrument |
(5,750) |
Cash flow hedge balance on March 31, 2024 |
16,331 |
5.2Fair value estimate
The Company’s financial assets and liabilities substantially comprise assets and liabilities classified at level 2 of the fair value measurement hierarchy, whose assessment is based on techniques that, in addition to the quoted prices included at level 1, use other information adopted by the direct market (such as prices) or indirectly (such as driven by prices). When measuring, the carrying value represents a reasonable approximation of the fair value, as described below:
(i) | the balances of cash and cash equivalents, trade accounts receivable, accounts payable to suppliers and other current liabilities are equivalent to their carrying amounts, mainly due to the short-term maturities of these instruments; |
(ii) | the balances of the short-term investments: a) measured at amortized cost approximate their fair values as a result of the transactions to be conducted at floating interest rates; and b) measured at fair value through profit or loss are based on the rates agreed with the financial institutions considering the agreed rates among the parties, including market information that allows for such calculation; |
(iii) | except for the real estate receivables certificates, which are measured at fair value due to the designation as fair value hedge accounting, the carrying amounts of borrowing, financing and debentures are measured at their amortized cost and disclosed at fair value, which does not differ materially from the carrying amounts as the agreed interest rates are consistent with current market rates; and |
(iv) | the fair value of exchange rate derivatives (swap and forwards) is determined based on the future exchange rates at the dates of the balance sheets, with the resulting amount being discounted at present value. |
The fair value of the investment in the Fundo Dynamo Beauty Ventures Ltda. (“DBV Fund”), classified at level 3 of the fair value hierarchy is calculated based on information on the net value of the investment in the Fund (NAV) calculated by the Fund’s manager based on valuation assumptions consistent with the accounting practices adopted in Brazil and IFRS, adjusted to reflect the fair value assumptions applicable to the nature of the Company’s investment. The Company’s valuation considers inputs not observable in the model, to reflect the contractual restrictions on this investment for early redemption of the security in the market. The significant unobservable inputs used in the fair value estimate reflect a discount due to the lack of liquidity of the security, which represent the values that the Company determined that market agents would consider for these discounts when defining the investment price.
NATURA &CO HOLDING S.A. |
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2024 |
(Amounts in thousands of Reais - R$, except as mentioned otherwise) |
As part of the sales contract with the acquirer of the former subsidiary The Body Shop, a contingent consideration was agreed, stipulating additional cash payments to the Company of up to £30,000 in 2025 and £60,000 in 2026, if certain performance measures are achieved by the operation of The Body Shop in fiscal years 2024 and 2025.
Based on the Company’s Management’s analysis and information available as of December 31, 2023, there were no indications or other evidence as of that date that the performance measures associated with such accounts receivable would not be achieved.
During the year 2024, information became public that under the guidance of its new controllers, the former subsidiary The Body Shop had filed for judicial recovery in the United Kingdom, covering operations in that country in the request. Receiving this information led the Company’s management to assess whether such an event after the balance sheet date would affect the financial statements.
However, in April 2024, when the joint administrators of The Body Shop issued their proposals for the administration, such proposal contained information that affect the fair value assessment of the receivable.
Based on these facts and circumstances, the Company’s Management assessed that the information that supported the measurement of the fair value of these receivables on December 31, 2023 may no longer be considered reliable for the purposes of determining the current fair value of the receivable. Therefore, although it is not necessary to make any adjustments to the financial statements for the year ended December 31, 2023, the entire contingent consideration recorded was provisioned for loss on March 31, 2024, with the respective impact affecting the income statement, in line with discontinued operations worth approximately R$330 million (net of income tax).
Regarding the deferred fixed consideration owed by the acquirer (Aurelius Group) the Company did not identify signs that the counterparty’s credit risk would have increased significantly to the point of requiring the recognition of expected credit losses on December 31, 2023.
The Company’s Management continues to monitor the evolution of the operations of the former subsidiary The Body Shop to assess whether they affect the fair value of the receivable and give rise to accounting adjustments in the financial statements of future periods.
There was no transfer between measurement levels in the fair value hierarchy in the three-month periods ended March 31, 2024 and 2023 for these assets and liabilities.
Additionally, during the three-month period, there were no material effects on the fair value of financial assets and liabilities as a result of an increase in price volatility in markets affected by the conflict between Russia and Ukraine, counterparty risk in financial assets or inactivity of markets considered in the assessment.
NATURA &CO HOLDING S.A. |
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2024 |
(Amounts in thousands of Reais - R$, except as mentioned otherwise) |
|
Parent |
Consolidated |
||
|
March 31, 2024 |
December 31, 2023 |
March 31, 2024 |
December 31, 2023 |
Cash and bank deposits |
950 |
1,079 |
2,569,269 |
2,113,566 |
Certificate of bank deposits |
- |
- |
399,962 |
203,561 |
Repurchase operations (a) |
- |
- |
1,221,413 |
1,433,817 |
|
950 |
1,079 |
4,190,644 |
3,750,944 |
(a) | Repurchase operations are securities issued by banks with the commitment of repurchasing the securities by the issuing banks themselves, and resale by the client, with defined rates, pre-determined terms, backed by private or public securities depending on the banks' availability and are registered at the Securities Custody and Financial Settlement Center (“CETIP”). These applications are highly liquid with a redemption period of up to 90 days. Repurchase agreements are short-term and highly liquid investments. As of March 31, 2024 and December 31, 2023, repurchase operations are remunerated at an average rate of 100% of the CDI. |
|
Parent |
Consolidated |
||
|
March 31, 2024 |
December 31, 2023 |
March 31, 2024 |
December 31, 2023 |
Exclusive Investment fund (a) |
145,888 |
1,579,899 |
- |
- |
Mutual investment funds (b) |
- |
- |
488,534 |
2,329,118 |
Treasury bills (c) |
- |
- |
416,989 |
392,253 |
Government securities (LFT) (d) |
- |
- |
731,281 |
1,272,445 |
Dynamo Beauty Ventures Ltd, Fund |
- |
- |
37,781 |
36,698 |
Restricted cash |
- |
- |
28,567 |
30,240 |
|
145,888 |
1,579,899 |
1,703,152 |
4,060,754 |
|
|
|
|
|
Current |
145,888 |
1,579,899 |
1,665,371 |
4,024,056 |
Non-current |
- |
- |
37,781 |
36,698 |
a) |
The Company concentrates part of its investments in an exclusive investment fund, which holds shares in the Essential Investment Fund. The values of the shares held by the Company are presented under the heading “Exclusive Investment Fund” in the parent company. The financial statements of the Exclusive Investment Fund, in which the group has exclusive participation (100% of the shares), were consolidated, except for Instituto Natura's share, and the values of its portfolio were segregated by type of investment and classified as equivalent to cash and securities, based on the accounting practices adopted by the Company. For consolidated presentation purposes, the balance of exclusive investment funds, as well as the positions of other subsidiaries, are presented according to the financial component. On March 31, 2024, the Crer Para Ver line represented R$77,503 (R$94,322 on December 31, 2023) in the Exclusive Investment Fund. |
b) |
Mutual investment funds refer to the financial investments of some of the Company's subsidiaries, which are concentrated in the Company’s entities in Argentina, Chile, Colombia, and Mexico. |
c) |
As of March 31, 2024, investments in Financial Letters are remunerated at an average rate of 109.84% of the CDI (108.15% as of December 31, 2023).
|
d) |
On March 31, 2024, investments in Public Securities (LFT) are remunerated at an average rate of 100.73% of the CDI (100.75% of the CDI on December 31, 2023). |
NATURA &CO HOLDING S.A. |
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2024 |
(Amounts in thousands of Reais - R$, except as mentioned otherwise) |
The composition of the securities that make up the portfolio of the Essential Investment Fund, in which the Company holds 100% interest, as of March 31, 2024 and December 31, 2023, is as follows:
|
Consolidated |
|
|
March 31, 2024 |
December 31, 2023 |
Certificate of bank deposits |
716 |
644 |
Repurchase operations (cash and cash equivalents) |
1,221,126 |
1,433,487 |
Treasury bills |
416,990 |
392,253 |
Government securities (LFT) |
731,281 |
1,272,445 |
|
2,370,113 |
3,098,829 |
These amounts are consolidated with the Company's other investments of the same nature in the consolidated.
|
Consolidated |
|
|
March 31, 2024 |
December 31, 2023 |
Trade accounts receivable |
4,183,745 |
3,893,880 |
(-) Expected credit losses |
(484,887) |
(369,485) |
|
3,698,858 |
3,524,395 |
Maximum exposure to credit risk on the date of the interim financial statements is the carrying amount of each maturity date range, net of the expected credit losses, The following table shows trade accounts receivable by exposure to the allowance for expected credit losses as of March 31, 2024 and December 31, 2023:
|
Consolidated |
|||
|
March 31, 2024 |
December 31, 2023 |
||
|
Trade accounts receivable |
Expected credit losses (a) |
Trade accounts receivable |
Expected credit losses |
Current |
3,411,346 |
(170,141) |
3,150,046 |
(111,784) |
Past due: |
|
|
|
|
Up to 31 days |
301,902 |
(43,575) |
348,851 |
(48,397) |
From 31 to 60 days |
119,601 |
(53,750) |
89,271 |
(32,502) |
From 61 to 90 days |
126,667 |
(78,834) |
66,496 |
(31,128) |
From 91 to 180 days |
178,275 |
(95,482) |
197,438 |
(104,463) |
Over 180 days |
45,954 |
(43,105) |
41,778 |
(41,211) |
|
4,183,745 |
(484,887) |
3,893,880 |
(369,485) |
a) | Based on the fact that the former subsidiary The Body Shop filed for administration in the United Kingdom in 2024 (mentioned in explanatory note no. 5.2), the Company determined that there was a significant increase in credit risk, which requires the recognition of recoverability losses of receivables worth approximately R$92 million. |
NATURA &CO HOLDING S.A. |
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2024 |
(Amounts in thousands of Reais - R$, except as mentioned otherwise) |
The changes for expected credit losses for the three-month periods ended March 31, 2024 and 2023 are as follows:
|
Consolidated |
Balance as of December 31, 2022 |
(431,151) |
Transfer to non-current assets held for sale |
1,527 |
Additions, net of reversals |
(215,640) |
Write-offs (a) |
173,455 |
Translation adjustment |
54,347 |
Balance as of March 31, 2023 |
(417,462) |
|
|
Balance as of December 31, 2023 |
(369,485) |
Additions, net of reversals |
(235,884) |
Write-offs (a) |
125,851 |
Translation adjustment |
(5,369) |
Balance as of March 31, 2024 |
(484,887) |
a) |
Refers to securities overdue for more than 180 days that are written off when the Company has no expectation of recovery of accounts receivable from customers and sales of the customer portfolio. |
|
Consolidated |
|
|
March 31, 2024 |
December 31, 2023 |
Finished products |
2,890,457 |
2,390,999 |
Raw materials and packaging |
996,442 |
882,514 |
Auxiliary materials |
264,914 |
224,370 |
Products in progress |
56,962 |
41,604 |
(-) Inventory losses |
(499,269) |
(452,092) |
|
3,709,506 |
3,087,395 |
NATURA &CO HOLDING S.A. |
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2024 |
(Amounts in thousands of Reais - R$, except as mentioned otherwise) |
The movement for losses on inventory realization for the three-month periods ended March 31, 2024 and 2023 is represented as follows:
|
Consolidated |
Balance as of December 31, 2022 |
(491,959) |
Transfer to non-current assets held for sale |
4,890 |
Additions, net of reversals (a) |
(150,594) |
Write-offs (b) |
95,228 |
Translation adjustment |
4,797 |
Balance as of March 31, 2023 |
(537,638) |
|
|
Balance as of December 31, 2023 |
(452,092) |
Additions, net of reversals (a) |
(91,575) |
Write-offs (b) |
83,805 |
Translation adjustment |
(39,407) |
Balance as of March 31, 2024 |
(499,269) |
a) | This refers to the recognition of the losses due to discontinuation, expiration and quality, to cover expected losses on the realization of inventories, pursuant to the policy of the Company. |
b) | This consists of write-offs of products for which losses had already been registered , where the Company has no expectation of sales/recoverability. |
|
Consolidated |
|
|
March 31, 2024 |
December 31, 2023 |
ICMS on purchase of goods (a) |
525,778 |
561,224 |
Taxes on purchase of goods – foreign subsidiaries |
245,539 |
214,699 |
ICMS on acquisition of fixed assets |
14,677 |
15,912 |
PIS/COFINS on acquisition of fixed assets and acquisition of inputs (b) |
647,262 |
620,631 |
Tax on Industrialized Products – IPI (c) |
133,622 |
127,127 |
Other |
170,705 |
181,344 |
|
1,737,583 |
1,720,937 |
|
|
|
Current |
705,762 |
608,530 |
Non-current |
1,031,821 |
1,112,407 |
a) | Tax credits referring to the tax on the circulation of goods, interstate and intercity transport and communication services (ICMS) were generated mainly by purchases, whose tax rate is higher than the average sales. The Company expects to realize these credits in the normal course of operations through offsetting with sales operations in the domestic market. |
b) | Accumulated PIS and COFINS tax credits basically arise from credits on purchases of raw materials used in production and acquisition of fixed assets, as well as credits arising from the exclusion of ICMS from the PIS/COFINS calculation base. The realization of these credits normally occurs through offsetting with sales operations in the domestic market. |
c) | The balance will be used to offset IPI (Tax on Industrialized Products) payable in future operations of the Company. |
NATURA &CO HOLDING S.A. |
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2024 |
(Amounts in thousands of Reais - R$, except as mentioned otherwise) |
The effective rate calculated by the Company in the three-month period ended on March 31, 2024 was negative 115.10%. This percentage is based on the pre-tax loss of R$205,980 and the income tax expense of R$237,073. The main components that cause the effective rate to deviate from the nominal income tax rate of 34% are the mix of results before taxes by country, tax losses that could not be benefited by the respective deferred tax, differences in nominal tax rates of income tax for subsidiaries abroad and various permanent tax effects in local jurisdictions that increase the respective tax obligations, including withholding taxes arising from transactions between group companies that could not be benefited. Otherwise, important permanent tax benefits, such as investment subsidies and other incentives, contribute positively to providing reductions in tax obligations and the composition of the rate.
The effective rate calculated by the Company in the three-month period ended March 31, 2023 was negative 44.61%. This percentage is based on the pre-tax loss of R$273,975 and the income tax expense of R$122,222. The main components that cause the effective rate to deviate from the nominal income tax rate of 34% are the mix of results before taxes by country, the tax losses that could not be benefited by the respective deferred income tax and the differences in nominal income tax rates for subsidiaries abroad, in addition to important permanent tax benefits, such as investment subsidies and other incentives.
The movement of deferred income tax and social contribution assets and liabilities for the three-month periods ended March 31, 2024 and 2023 is represented as follows:
Parent |
Consolidated |
||
|
Assets |
Assets |
Liabilities |
Balance as of December 31, 2022 |
150,167 |
3,519,515 |
(934,414) |
Effect on income statement |
(1,204) |
122,160 |
32,967 |
Transfer between deferred income tax and social contribution liabilities and assets |
- |
7,612 |
(7,612) |
Transfer to assets held for sale |
- |
(155,309) |
24,933 |
Reserve for grant of options and restricted shares |
- |
(10,730) |
767 |
Effect other comprehensive income |
- |
1,341 |
- |
Translation adjustment |
- |
(21,841) |
4,205 |
Balance as of March 31, 2023 |
148,963 |
3,462,748 |
(879,154) |
|
|
|
|
Balance as of December 31, 2023 |
47,948 |
2,200,695 |
(328,090) |
Effect on income statement |
(31,245) |
1,446 |
(27,038) |
Transfer between deferred income tax and social contribution liabilities and assets |
- |
6,654 |
(6,654) |
Write-off associated with discontinued operation |
- |
169,511 |
- |
Reserve for granting options and restricted shares |
10,426 |
21,321 |
(4) |
Effect other comprehensive income |
- |
(5,750) |
- |
Translation adjustment |
- |
27,500 |
662 |
Balance as of March 31, 2024 |
27,129 |
2,421,377 |
(361,124) |
The Company considered the effective tax rate projections including the effects of continued and discontinued operations when determining the tax effects applicable to the three-month period ended March 31, 2024.
Management monitors the performance of all its entities and evaluates whether deferred income tax assets can be realized from four sources of use: potential tax loss offset, reversal of taxable temporary differences, tax planning opportunities (which can include corporate movements) and projection of future taxable profits. The Company does not have a record of deferred income tax assets that cannot be supported by one or more of these sources of realization.
NATURA &CO HOLDING S.A. |
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2024 |
(Amounts in thousands of Reais - R$, except as mentioned otherwise) |
Judicial deposits represent restricted assets of the Company and are related to the amounts deposited and held in court until the resolution of the disputes to which they are related. The judicial deposits maintained by the Company on March 31, 2024 and December 31, 2023 are represented as follows:
|
Consolidated |
|
|
March 31, 2024 |
December 31, 2023 |
Unaccrued tax proceedings(a) |
224,522 |
228,331 |
Accrued tax proceedings |
139,945 |
154,077 |
Unaccrued civil proceedings |
4,605 |
5,462 |
Accrued civil proceedings |
84 |
1,453 |
Unaccrued labor proceedings |
12,239 |
10,018 |
Accrued labor proceedings |
822 |
8,689 |
Total judicial deposits |
382,217 |
408,030 |
a) | The tax proceedings related to these judicial deposits refer, substantially, to ICMS-ST. |
Changes in judicial deposits balances for the three-month periods ended March 31, 2024 and 2023 are as follows:
|
Consolidated |
Balance as of December 31, 2022 |
457,550 |
New deposits |
7,011 |
Redemptions in favor of the Company |
(14,022) |
Monetary correction |
8,053 |
Application in cases settled |
(46,685) |
Translation adjustment |
(81) |
Balance as of March 31, 2023 |
411,826 |
|
|
Balance as of December 31, 2023 |
408,030 |
New deposits |
4,302 |
Redemptions in favor of the Company |
(17,724) |
Monetary correction |
6,634 |
Application in cases settled |
(19,025) |
Balance as of March 31, 2024 |
382,217 |
In addition to judicial deposits, the Company has guarantee insurance policies and letters of guarantee for some legal proceedings.
NATURA &CO HOLDING S.A. |
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2024 |
(Amounts in thousands of Reais - R$, except as mentioned otherwise) |
Below is the balance movement for the three-month periods ending March 31, 2024 and 2023:
Consolidated |
|
Balance as of December 31, 2022 |
51 |
Transfers of assets held for sale (a) |
2,582,455 |
Balance as of March 31, 2023 |
2,582,506 |
|
|
Balance as of December 31, 2023 |
- |
Other transfers (b) |
139,577 |
Impairment (c) |
(46,664) |
Balance as of March 31, 2024 |
92,913 |
a) These transfers include the value of the assets of the former subsidiary Aesop, the sale of which was assessed as highly probable in the quarter ended March 31, 2023. The interest in said entity was sold during the quarter ended September 30, 2023.
b) The other transfers include properties of the subsidiary Avon, located in the United Kingdom.
c) Reflects the recognition of loss due to reduction in the recoverable value of properties of the subsidiary Avon, located in the United Kingdom, transferred to non-current assets held for sale and, being tested for impairment purposes upon transfer and consequent measurement at the lower of fair value deducted from selling costs and previous book value.
Further details about the sale of the former subsidiary Aesop, as well as the results of discontinued operations for the three-month period ending March 31, 2024 and 2023 are presented in explanatory note no. 36.
Parent |
Consolidated |
|||
|
March 31, 2024 |
December 31, 2023 |
March 31, 2024 |
December 31, 2023 |
Marketing and advertising advances (a) |
- |
- |
157,343 |
43,150 |
Supplier advances |
- |
308 |
229,105 |
203,193 |
Employee advances |
- |
64 |
10,343 |
19,297 |
Rent advances and guarantee deposit (b) |
- |
- |
15,409 |
20,284 |
Advance insurance expenses |
9,342 |
14,013 |
98,292 |
110,355 |
Overfunded pension plan (c) |
- |
- |
750,052 |
723,130 |
Customs broker advances - Import taxes |
- |
- |
53,376 |
43,316 |
Sublease receivables (d) |
- |
- |
159,363 |
180,440 |
Carbon credits |
- |
- |
15,168 |
13,970 |
Receivables from service providers (e) |
- |
- |
119,372 |
109,639 |
Other |
126 |
1,160 |
191,894 |
165,332 |
|
9,468 |
15,545 |
1,799,717 |
1,632,106 |
|
|
|
|
|
Current |
9,468 |
15,545 |
778,235 |
604,427 |
Non-current |
- |
- |
1,021,482 |
1,027,679 |
a) Refers to marketing actions advances, including for the TV marketing campaign for 2024.
b) Substantially refers to (i) advances on rental contracts that were not included in the initial measurement of the lease liability / right of use of the subsidiary Avon, in accordance with the exemptions provided for in CPC 06 (R2) / (IFRS 16).
c) Pension plan arising from the acquisition of Avon. The variation in the balance refers to the revision in mortality tables offset by the impact of exchange rate variation due to the appreciation of the real.
d) Refers to the sublease receivable for the office that the subsidiary Avon has in New York.
e) Refers to receivables mainly arising from cargo damage that occurred with transport companies and insurance companies.
NATURA &CO HOLDING S.A. |
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2024 |
(Amounts in thousands of Reais - R$, except as mentioned otherwise) |
Parent |
||
March 31, 2024 |
December 31, 2023 |
|
Investments in subsidiaries, net of losses |
23,117,981 |
22,056,486 |
Information and changes in the balances for the three-month period ended March 31, 2024 and 2023 are as follows:
|
March 31, 2024 |
|||
|
Natura Cosméticos S.A. |
Avon Products, Inc. |
Natura &Co International S.à r.l. |
Total |
Percentage of interest |
100.00% |
100.00% |
100.00% |
|
Shareholders’ equity of the subsidiaries (unsecured liabilities) |
9,469,613 |
(8,905,714) |
7,635,636 |
8,199,535 |
Shareholders’ equity interest (unsecured liabilities) |
9,469,613 |
(8,905,714) |
7,635,636 |
8,199,535 |
Fair value adjustment of acquired assets and liabilities |
119,365 |
3,085,697 |
244,822 |
3,449,884 |
Goodwill |
4,909,868 |
3,708,631 |
2,850,063 |
11,468,562 |
Total |
14,498,846 |
(2,111,386) |
10,730,521 |
23,117,981 |
|
|
|
|
|
Balance as of December 31, 2023 |
14,230,563 |
(1,108,081) |
8,934,004 |
22,056,486 |
Share of profit (loss) of equity investees |
(63,439) |
(701,789) |
147,078 |
(618,150) |
Share of profit (loss) of equity investees of assets arising from business combination |
(51,498) |
(178,375) |
(8,205) |
(238,078) |
Translation adjustment |
26,994 |
(107,164) |
147,823 |
67,653 |
Translation adjustment from equity investees from business combination |
(12,948) |
170,214 |
162,744 |
320,010 |
Unrealized losses on translation adjustment - OCI |
- |
(12,602) |
- |
(12,602) |
Effect of hyperinflationary economy adjustment |
271,940 |
28,174 |
- |
300,114 |
Contribution by the controlling company for purchase option plans granted to executive officers of the subsidiaries and other reserves net |
19,988 |
(32,506) |
- |
(12,518) |
Hedge accounting net of taxes |
13,732 |
6,479 |
- |
20,211 |
Dividends and INE |
(105,517) |
- |
- |
(105,517) |
Actuarial losses of equity investees |
(6,705) |
- |
- |
(6,705) |
Capital Increase |
- |
- |
1,347,077 |
1,347,077 |
Business combination from common control entity |
(108,851) |
108,851 |
- |
- |
Goodwill from future profitability associated with transferred subsidiary (Avon Chile) (a) |
284,587 |
(284,587) |
- |
- |
Balance as of March 31, 2024 |
14,498,846 |
(2,111,386) |
10,730,521 |
23,117,981 |
a) | During the three-month period ended March 31, 2024, the Company conducted restructuring transactions involving the transfer of Avon Chile between its subsidiaries. By carrying out this transfer, the Company consequently reallocated the goodwill balances arising from the acquisition of this operation (the underlying assets) which are responsible for the recovery of this associated goodwill from its continuing operations. This relocation did not change the Company’s equity position or, total balance of investments or affect the net assets of the investees. |
NATURA &CO HOLDING S.A. |
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2024 |
(Amounts in thousands of Reais - R$, except as mentioned otherwise) |
|
March 31, 2023 |
|||
|
Natura Cosméticos S.A.(a) |
Avon Products, Inc. |
Natura &Co International S.à r.l. |
Total |
Percentage of interest |
100.00% |
100.00% |
100.00% |
|
Shareholders’ equity of the subsidiaries (unsecured liabilities) |
6,076,517 |
(6,654,184) |
5,803,478 |
5,225,811 |
Shareholders’ equity interest (unsecured liabilities) |
6,076,517 |
(6,654,184) |
5,803,478 |
5,225,811 |
Fair value adjustment of acquired assets and liabilities |
- |
3,963,779 |
- |
3,963,779 |
Tax benefit from income tax of subsidiaries |
- |
373,811 |
- |
373,811 |
Goodwill |
- |
12,321,790 |
- |
12,321,790 |
Total |
6,076,517 |
10,005,196 |
5,803,478 |
21,885,191 |
|
|
|
|
|
Balances as of December 31, 2022 |
5,992,009 |
10,500,599 |
5,722,812 |
22,215,420 |
Share of profit (loss) of equity investees |
(12,158) |
(661,204) |
18,706 |
(654,656) |
Translation adjustment |
89,983 |
148,428 |
(88,042) |
150,369 |
Capital increase / Investment by the Parent Company – Reserve |
- |
- |
150,000 |
150,000 |
Effect of hyperinflationary economy adjustment |
144,615 |
(750) |
- |
143,865 |
Contribution by the controlling company for purchase option plans granted to executive officers of the subsidiaries and other reserves net of tax effects |
15,458 |
21,283 |
- |
36,741 |
Hedge accounting net of tax effects |
(2,818) |
(3,165) |
- |
(5,983) |
Distribution of dividends |
(150,000) |
- |
- |
(150,000) |
Other impacts |
(572) |
5 |
2 |
(565) |
Balance as of March 31, 2023 |
6,076,517 |
10,005,196 |
5,803,478 |
21,885,191 |
|
Consolidated |
||||||||
Useful life range (in years) |
December 31, 2023 |
Additions |
Write-offs |
Transfers |
Transfer to asset held for sale |
Translation adjustment |
March 31, 2024 |
||
Cost: |
|
|
|
||||||
Vehicles |
2 to 5 |
47,737 |
- |
(405) |
- |
- |
21,610 |
68,942 |
|
Tooling |
3 |
211,026 |
- |
- |
- |
- |
107 |
211,133 |
|
Tools and accessories |
3 to 20 |
181,730 |
1,403 |
(980) |
- |
- |
8,533 |
190,686 |
|
Facilities |
3 to 60 |
339,435 |
2 |
(85) |
- |
- |
2,499 |
341,851 |
|
Machinery and accessories |
3 to 15 |
2,200,219 |
1,115 |
(15,077) |
6,169 |
(100,393) |
185,955 |
2,277,988 |
|
Leasehold improvements |
2 to 20 |
138,433 |
1,711 |
(4,419) |
4,172 |
- |
3,353 |
143,250 |
|
Buildings |
14 to 60 |
1,130,440 |
1,617 |
- |
7,135 |
(176,532) |
113,922 |
1,076,582 |
|
Furniture and fixtures |
2 to 25 |
158,826 |
1,357 |
(1,064) |
2,434 |
(3,613) |
6,518 |
164,458 |
|
Land |
- |
389,874 |
- |
- |
- |
(16,554) |
2,399 |
375,719 |
|
IT equipment |
3 to 15 |
394,355 |
759 |
(1,057) |
2,334 |
(4,532) |
18,283 |
410,142 |
|
Other assets |
- |
25,460 |
- |
- |
- |
(27) |
788 |
26,221 |
|
Projects in progress |
- |
498,295 |
46,383 |
(9,686) |
(22,168) |
(421) |
9,583 |
521,986 |
|
Total cost |
5,715,830 |
54,347 |
(32,773) |
76 |
(302,072) |
373,550 |
5,808,958 |
||
|
|
|
|
|
|
|
|||
Depreciation value: |
|
|
|
|
|
|
|
||
Vehicles |
(22,887) |
(1,942) |
405 |
- |
- |
(8,788) |
(33,212) |
||
Tooling |
|
(188,400) |
(2,208) |
- |
- |
- |
(40) |
(190,648) |
|
Tools and accessories |
(62,406) |
(2,682) |
518 |
- |
- |
(8,028) |
(72,598) |
||
Facilities |
|
(207,339) |
(3,944) |
84 |
- |
- |
(1,812) |
(213,011) |
|
Machinery and accessories |
(1,188,622) |
(37,622) |
11,074 |
(15) |
73,188 |
(122,122) |
(1,264,119) |
||
Leasehold improvements |
5,854 |
(8,874) |
4,223 |
(59) |
- |
(2,720) |
(1,576) |
||
Buildings |
(160,812) |
(13,385) |
- |
- |
81,398 |
(74,706) |
(167,505) |
||
Furniture and fixtures |
(80,995) |
(4,037) |
963 |
(2) |
3,429 |
(5,364) |
(86,006) |
||
IT equipment |
(328,257) |
(11,877) |
946 |
- |
4,532 |
(15,899) |
(350,555) |
||
Other assets |
|
(24,392) |
(184) |
- |
- |
27 |
- |
(24,549) |
|
Total depreciation |
(2,258,256) |
(86,755) |
18,213 |
(76) |
162,574 |
(239,479) |
(2,403,779) |
||
Net total |
3,457,574 |
(32,408) |
(14,560) |
- |
(139,498) |
134,071 |
3,405,179 |
23 |
NATURA &CO HOLDING S.A. |
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2024 |
(Amounts in thousands of Reais - R$, except as mentioned otherwise) |
|
Consolidated |
|||||||
Useful life range (in years) |
31/12/2022 |
Additions |
Write-offs |
Transfers |
Transfer to asset held for sale |
Translation adjustment |
March 31, 2023 |
|
Cost: |
|
|||||||
Vehicles |
2 to 5 |
74,362 |
4,451 |
(1,085) |
- |
- |
(8,385) |
69,343 |
Tooling |
3 |
204,177 |
- |
- |
- |
- |
20 |
204,197 |
Tools and accessories |
3 to 20 |
175,452 |
3,114 |
- |
209 |
- |
94 |
178,869 |
Facilities |
3 to 60 |
307,448 |
1,210 |
(138) |
569 |
- |
(1,002) |
308,087 |
Machinery and accessories |
3 to 15 |
2,272,136 |
11,997 |
(3,449) |
33,802 |
(15,540) |
(2,233) |
2,296,713 |
Leasehold improvements |
2 to 20 |
1,128,086 |
5,145 |
(13,702) |
5,798 |
(580,932) |
(6,865) |
537,530 |
Buildings |
14 to 60 |
1,916,939 |
3,313 |
(112) |
(2,561) |
- |
(11,647) |
1,905,932 |
Furniture and fixtures |
2 to 25 |
674,062 |
4,955 |
(16,045) |
3,690 |
(92,984) |
(5,726) |
567,952 |
Land |
- |
645,657 |
- |
- |
- |
- |
3,431 |
649,088 |
IT equipment |
3 to 15 |
627,770 |
2,703 |
(5,526) |
6,214 |
(51,233) |
(8,332) |
571,596 |
Other assets |
- |
26,230 |
- |
- |
- |
- |
146 |
26,376 |
Projects in progress |
- |
580,627 |
91,160 |
(23,715) |
(46,529) |
(38,819) |
(9,916) |
552,808 |
Total cost |
8,632,946 |
128,048 |
(63,772) |
1,192 |
(779,508) |
(50,415) |
7,868,491 |
|
|
|
|
|
|
|
|
||
Depreciation value: |
|
|
|
|
|
|
|
|
Vehicles |
(38,070) |
(4,894) |
872 |
- |
- |
3,187 |
(38,905) |
|
Tooling |
|
(179,485) |
(2,208) |
- |
- |
- |
(17) |
(181,710) |
Tools and accessories |
(135,440) |
(5,484) |
- |
- |
- |
(597) |
(141,521) |
|
Facilities |
|
(201,307) |
(4,139) |
204 |
(22) |
- |
(3,320) |
(208,584) |
Machinery and accessories |
(1,118,339) |
(47,739) |
4,034 |
(30) |
7,766 |
(15,556) |
(1,169,864) |
|
Leasehold improvements |
(626,431) |
(2,024) |
11,264 |
(251) |
355,858 |
(7,510) |
(269,094) |
|
Buildings |
(455,402) |
(44,125) |
404 |
- |
- |
6,425 |
(492,698) |
|
Furniture and fixtures |
(408,832) |
(20,768) |
14,908 |
(148) |
62,215 |
5,344 |
(347,281) |
|
IT equipment |
(475,668) |
(18,271) |
5,112 |
(1,206) |
30,294 |
6,029 |
(453,710) |
|
Other assets |
|
(27,822) |
(149) |
- |
- |
- |
790 |
(27,181) |
Total depreciation |
(3,666,796) |
(149,801) |
36,798 |
(1,657) |
456,133 |
(5,225) |
(3,330,548) |
|
Net total |
4,966,150 |
(21,753) |
(26,974) |
(465) |
(323,375) |
(55,640) |
4,537,943 |
24 |
NATURA &CO HOLDING S.A. |
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2024 |
(Amounts in thousands of Reais - R$, except as mentioned otherwise) |
|
|
|
|
Consolidated |
|
|
|
|
Useful life range (in years) |
December 31, 2023 |
Additions |
Write-offs |
Transfers |
Translation adjustment |
March 31, 2024 |
Cost |
|
|
|
|
|
|
|
Software |
2.5 to 10 |
2,104,028 |
65,532 |
(7,835) |
(3,875) |
81,442 |
2,239,292 |
Trademarks and patents (defined useful life) |
20 to 25 |
618,385 |
- |
- |
- |
19,786 |
638,171 |
Trademarks and patents (indefinite useful life) |
- |
2,350,528 |
- |
- |
- |
58,624 |
2,409,152 |
Goodwill Avon |
- |
11,253,458 |
- |
- |
- |
215,103 |
11,468,561 |
Goodwill Singu Stores aquisition |
- |
52,049 |
- |
- |
- |
- |
52,049 |
Relationship with retail clients |
10 |
203 |
- |
- |
- |
113 |
316 |
Relationship with franchisees and sub franchisees and sales representatives |
14 to 15 |
1,928,421 |
- |
- |
- |
30,130 |
1,958,551 |
Technology developed (by acquired subsidiary) |
- |
1,351,930 |
- |
- |
- |
43,243 |
1,395,173 |
Other intangible assets and intangible under development |
- |
5,399 |
- |
(1,448) |
2,731 |
16 |
6,698 |
Total cost |
|
19,664,401 |
65,532 |
(9,283) |
(1,144) |
448,457 |
20,167,963 |
|
|
|
|
|
|
|
|
Accumulated amortization: |
|
|
|
|
|
|
|
Software |
|
(1,014,595) |
(94,542) |
7,134 |
2,358 |
(71,518) |
(1,171,163) |
Trademarks and patents |
|
(123,677) |
(7,908) |
- |
- |
(4,026) |
(135,611) |
Relationship with retail clients |
|
(202) |
- |
- |
- |
(114) |
(316) |
Relationship with franchisees and sub franchisees and sales representatives |
|
(869,119) |
(54,656) |
- |
- |
(13,924) |
(937,699) |
Technology developed |
|
(1,081,545) |
(70,463) |
- |
- |
(34,600) |
(1,186,608) |
Other intangible assets |
|
(5,397) |
- |
1,448 |
(2,731) |
691 |
(5,989) |
Total accrued amortization |
|
(3,094,535) |
(227,569) |
8,582 |
(373) |
(123,491) |
(3,437,386) |
Net total |
|
16,569,866 |
(162,037) |
(701) |
(1,517) |
324,966 |
16,730,577 |
25 |
NATURA &CO HOLDING S.A. |
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2024 |
(Amounts in thousands of Reais - R$, except as mentioned otherwise) |
|
Consolidated |
|||||||
|
Useful life range (in years) |
31/12/2022 |
Additions |
Write-offs |
Transfers |
Transfer to asset held for sale |
Translation adjustment |
March 31, 2023 |
Cost: |
|
|
|
|
|
|
|
|
Software |
2.5 to 10 |
2,949,813 |
43,453 |
(1,508) |
6,691 |
(96,956) |
(37,649) |
2,863,844 |
Trademarks and patents (defined useful life) |
20 to 25 |
813,204 |
420 |
- |
- |
(139,869) |
(17,952) |
655,803 |
Trademarks and patents (indefinite useful life) |
- |
4,818,030 |
- |
- |
- |
- |
156,846 |
4,974,876 |
Goodwill Avon |
- |
12,307,865 |
- |
- |
- |
- |
13,925 |
12,321,790 |
Goodwill Emeis Brazil Pty Ltd. |
- |
124,315 |
- |
- |
- |
(124,315) |
- |
- |
Goodwill The Body Shop |
- |
1,645,527 |
- |
- |
- |
- |
78,166 |
1,723,693 |
Goodwill acquisition of The Body Shop stores |
- |
1,456 |
- |
- |
- |
- |
7 |
1,463 |
Relationship with retail clients |
10 |
2,583 |
57 |
- |
- |
(2,255) |
(58) |
327 |
Key money (indefinite useful life) |
- |
22,313 |
390 |
- |
- |
- |
(76) |
22,627 |
Key money (defined useful life) |
3 to 18 |
7,828 |
- |
(1,575) |
- |
- |
(56) |
6,197 |
Relationship with franchisees and sub franchisees and sales representatives |
14 to 15 |
2,676,563 |
- |
(5,731) |
- |
- |
(25,784) |
2,645,048 |
Technology developed (by acquired subsidiary) |
- |
1,457,039 |
- |
- |
- |
- |
(38,341) |
1,418,698 |
Other intangible assets and intangible under development |
- |
133,403 |
22,699 |
(401) |
(5,102) |
- |
9,499 |
160,098 |
Total cost |
|
26,959,939 |
67,019 |
(9,215) |
1,589 |
(363,395) |
138,527 |
26,794,464 |
|
|
|
|
|
|
|
|
|
Accumulated amortization: |
|
|
|
|
|
|
|
|
Software |
|
(1,720,169) |
(112,140) |
1,061 |
(1,124) |
75,819 |
38,077 |
(1,718,476) |
Trademarks and patents |
|
(169,620) |
(8,715) |
- |
- |
55,095 |
5,470 |
(117,770) |
Relationship with retail clients |
|
(10,103) |
- |
1,194 |
- |
- |
(1,284) |
(10,193) |
Key money |
|
(2,968) |
(57) |
- |
- |
2,255 |
58 |
(712) |
Relationship with franchisees and sub franchisees and sales representatives |
|
(918,994) |
(87,759) |
- |
- |
- |
28,350 |
(978,403) |
Technology developed |
|
(874,225) |
(72,530) |
- |
- |
- |
24,599 |
(922,156) |
Other intangible assets |
|
(2,890) |
(1,297) |
- |
- |
- |
(55) |
(4,242) |
Total accrued amortization |
|
(3,698,969) |
(282,498) |
2,255 |
(1,124) |
133,169 |
95,215 |
(3,751,952) |
Net total |
|
23,260,970 |
(215,479) |
(6,960) |
465 |
(230,226) |
233,742 |
23,042,512 |
.
26 |
NATURA &CO HOLDING S.A. |
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2024 |
(Amounts in thousands of Reais - R$, except as mentioned otherwise) |
a) Right-of-use |
|
|
|||||||
|
Consolidated |
||||||||
|
Useful life range (in years) (a) |
December 31, 2023 |
Additions |
Write-offs |
Transfer to asset held for sale |
Translation adjustment |
March 31, 2024 |
||
Cost: |
|
|
|
|
|
|
|
||
Vehicles |
3 |
159,169 |
10,020 |
(2,765) |
- |
7,634 |
174,058 |
||
Machinery and equipment |
3 to 10 |
37,881 |
32 |
(657) |
- |
(130) |
37,126 |
||
Buildings |
3 to 10 |
1,500,669 |
31,418 |
(49,760) |
- |
28,389 |
1,510,716 |
||
IT equipment |
10 |
23,145 |
976 |
(719) |
- |
15 |
23,417 |
||
Retail stores |
3 to 10 |
146,994 |
11,843 |
(7,213) |
- |
70 |
151,694 |
||
Software |
3 to 4 |
19,130 |
- |
- |
3,811 |
141 |
23,082 |
||
Total cost |
|
1,886,988 |
54,289 |
(61,114) |
3,811 |
36,119 |
1,920,093 |
||
|
|
|
|
|
|
|
|
||
Depreciation value: |
|
|
|
|
|
|
|
||
Vehicles |
|
(76,487) |
(12,757) |
2,407 |
- |
4,672 |
(82,165) |
||
Machinery and equipment |
|
(13,444) |
(2,441) |
657 |
- |
(744) |
(15,972) |
||
Buildings |
|
(627,752) |
(54,285) |
25,583 |
- |
(26,615) |
(683,069) |
||
IT equipment |
|
(18,603) |
(1,096) |
712 |
- |
2,501 |
(16,486) |
||
Retail stores |
|
(90,939) |
(5,592) |
3,575 |
- |
(181) |
(93,137) |
||
Software |
|
(8,954) |
(1,695) |
- |
(2,294) |
(69) |
(13,012) |
||
Total accrued depreciation |
|
(836,179) |
(77,866) |
32,934 |
(2,294) |
(20,436) |
(903,841) |
||
Net total |
|
1,050,809 |
(23,577) |
(28,180) |
1,517 |
15,683 |
1,016,252 |
27 |
NATURA &CO HOLDING S.A. |
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2024 |
(Amounts in thousands of Reais - R$, except as mentioned otherwise) |
|
Consolidated |
||||||
|
Useful life in Years (a) |
December 31, 2022 |
Additions |
Write-offs(b) |
Transfer to asset held for sale |
Translation adjustment |
March 31, 2023 |
Cost: |
|
|
|
|
|
|
|
Vehicles |
3 |
164,661 |
7,114 |
(314) |
- |
10,708 |
182,169 |
Machinery and equipment |
3 to 10 |
31,216 |
3,715 |
(49) |
- |
(262) |
34,620 |
Buildings |
3 to 10 |
1,570,088 |
60,927 |
(1,084) |
- |
62,424 |
1,692,355 |
IT equipment |
10 |
29,052 |
675 |
(33) |
- |
(1,680) |
28,014 |
Retail stores |
3 to 10 |
3,361,432 |
62,228 |
(122,238) |
(1,388,973) |
441 |
1,912,890 |
Software |
3 to 4 |
13,527 |
- |
- |
- |
(54) |
13,473 |
Tools and accessories |
3 |
498 |
- |
- |
- |
1 |
499 |
Total cost |
|
5,170,474 |
134,659 |
(123,718) |
(1,388,973) |
71,578 |
3,864,020 |
|
|
|
|
|
|
|
|
Depreciation value: |
|
|
|
|
|
|
|
Vehicles |
|
(105,457) |
(10,638) |
37 |
- |
1,459 |
(114,599) |
Machinery and equipment |
|
(13,787) |
(2,203) |
4 |
- |
901 |
(15,085) |
Buildings |
|
(556,655) |
(58,716) |
90 |
- |
(67,685) |
(682,966) |
IT equipment |
|
(23,957) |
(1,521) |
33 |
- |
2,466 |
(22,979) |
Retail stores |
|
(1,525,308) |
(97,093) |
108,508 |
563,908 |
20,273 |
(929,712) |
Software |
|
(3,121) |
(987) |
- |
- |
14 |
(4,094) |
Tools and accessories |
|
(302) |
(40) |
1 |
- |
6 |
(335) |
Total accrued depreciation |
|
(2,228,587) |
(171,198) |
108,673 |
563,908 |
(42,566) |
(1,769,770) |
Net total |
|
2,941,887 |
(36,539) |
(15,045) |
(825,065) |
29,012 |
2,094,250 |
a) | The useful lives applied refer to the term of the contracts in which the Company is sure that it will use the assets underlying the lease contracts according to the contractual terms. |
b) | Store write-offs were associated with the transformation plan of the former subsidiary The Body Shop. |
28 |
NATURA &CO HOLDING S.A. |
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2024 |
(Amounts in thousands of Reais - R$, except as mentioned otherwise) |
Consolidated |
||
March 31, 2024 |
March 31, 2023 |
|
Amounts recognized in the statement of income for the three-month period ended March 31, 2024 and 2023: |
||
Financial expense on lease |
43,346 |
32,797 |
Amortization of right of use |
77,866 |
67,276 |
Appropriation in the result of variable lease installments not included in the measurement of lease liabilities |
1,553 |
1,267 |
Sublease revenue |
(3,424) |
(4,864) |
Short-term lease expenses and low-value assets |
4,836 |
2,438 |
Benefits granted by lessor related to Covid-19 |
2 |
(82) |
Total |
124,179 |
98,832 |
|
|
|
Amounts recognized in the financing activities in the cash flow statement: |
|
|
Lease payments (principal) |
114,541 |
101,310 |
Amounts recognized in the operating activities in the cash flow statement: |
|
|
Lease payments (principal) |
42,682 |
34,028 |
Variable lease payments, not included in the measurement of lease liabilities |
1,553 |
1,267 |
Short-term and low-value assets lease payments |
299 |
675 |
Total |
159,075 |
137,280 |
b) Lease liability
Consolidated |
||
March 31, 2024 |
March 31, 2023 |
|
Current |
307,351 |
298,600 |
Non-current |
756,885 |
851,840 |
Total |
1,064,236 |
1,150,440 |
29 |
NATURA &CO HOLDING S.A. |
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2024 |
(Amounts in thousands of Reais - R$, except as mentioned otherwise) |
Below are the changes in lease liability balances for the three-month period ended March 31, 2024 and 2023:
|
Consolidated |
Balance as of December 31, 2022 |
3,270,737 |
Transfer to non-current asset held for sale |
(891,098) |
New contracts and modifications |
145,490 |
Payments (principal) |
(205,657) |
Payments (interest) |
(46,992) |
Appropriation of financial charges |
46,714 |
Write-offs (a) |
(215) |
Translation adjustment |
(39,282) |
Balance as of March 31, 2023 |
2,279,697 |
|
|
Balance as of December 31, 2023 |
1,150,440 |
New agreements and modifications |
51,548 |
Payments (principal) |
(114,541) |
Payments (interest) |
(42,682) |
Appropriation of financial charges |
43,346 |
Write-offs (a) |
(28,137) |
Translation adjustment |
4,262 |
Balance as of March 31, 2024 |
1,064,236 |
a) | Mainly related to termination of agreements related to lease of stores. |
The amount of lease liability payments, including interest payments due to maturity, is as follows:
Consolidated |
||
|
March 31, 2024 |
December 31, 2023 |
Less than a year |
408,682 |
401,217 |
One to five years |
825,403 |
912,529 |
More than five years |
118,615 |
135,207 |
Total expected cash flow |
1,352,700 |
1,448,953 |
Interest to be incurred |
(288,464) |
(298,513) |
Total balance |
1,064,236 |
1,150,440 |
30 |
NATURA &CO HOLDING S.A. |
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2024 |
(Amounts in thousands of Reais - R$, except as mentioned otherwise) |
|
Ref. |
Consolidated |
|
|
March 31, 2024 |
December 31, 2023 |
|
|
|
|
|
Financing Agency for Studies and Projects FINEP |
|
3,546 |
3,546 |
Debentures |
A |
1,901,101 |
1,962,188 |
Commercial Notes |
B |
500,956 |
517,534 |
Working capital – Avon |
|
- |
1,832 |
Notes – Avon (1) |
C |
134,433 |
129,535 |
Notes – Natura &Co Luxembourg |
D |
3,647,108 |
3,497,067 |
Total |
|
6,187,144 |
6,111,702 |
|
|
|
|
Current |
|
128,090 |
163,844 |
Non-current |
|
6,059,054 |
5,947,858 |
|
|
|
|
Debentures |
|
|
|
Current |
|
75,290 |
68,189 |
Non-current |
|
1,854,845 |
1,852,699 |
(1) Balances recognized at fair value in the business combination with subsidiary Avon and subsequently measured at amortized cost.
Ref. |
Currency |
Maturity |
Charges |
Effective interest rate |
Guarantees |
A |
Brazillian Real |
July 2027 to September 2032 |
CDI + 1.65%; CDI + 0.8%; IPCA + 6.8% and IPCA + 6.9% with bi-annual payments |
CDI+1.65%, CDI+0.8%, CDI+1.34% e CDI+1.60% |
Guarantee of Natura &Co Holding S.A. |
B |
Brazilian Real |
September 2025 |
CDI interest + 1.55% with bi-annual payments. |
CDI+1.55% |
Guarantee of Natura &Co Holding S.A. |
C |
US Dollar |
March 2043 |
Interest of 8.45% of p.a. with bi-annual payments |
8.45% p.a. |
None |
D |
US Dollar |
May 2028 |
Interest of 4.125% p.a. with bi-annual payments |
4.125% |
Guarantee of Natura &Co Holding S.A. |
NATURA &CO HOLDING S.A. |
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2024 |
(Amounts in thousands of Reais - R$, except as mentioned otherwise) |
Changes in the balances of borrowing, financing and debentures for the three-month periods ended March 31, 2024 and 2023 are as follows:
|
Consolidated |
Balance as of December 31, 2022 |
13,592,286 |
New borrowing and financing |
5,908 |
Repayment |
(86,250) |
Appropriation of financial charges, net of costs of new borrowing and financing |
246,554 |
Financial charges payment |
(200,405) |
Exchange rate variation |
(137,300) |
Translation adjustment |
(165,843) |
Balance as of March 31, 2023 |
13,254,950 |
|
|
Balance as of December 31, 2023 |
6,111,702 |
New borrowing and financing |
28,933 |
Repayment |
(25,941) |
Appropriation of financial charges, net of costs of new borrowing and financing |
114,099 |
Financial charges payment |
(164,310) |
Exchange rate variation |
83 |
Translation adjustments |
122,578 |
Balance as of March 31, 2024 |
6,187,144 |
The maturities of the non-current portion of borrowing, financing and debentures recorded as non-current liabilities are as follows:
|
Consolidated |
|
|
March 31, 2024 |
December 31, 2023 |
2025 |
590,797 |
596,254 |
2027 onwards |
5,468,257 |
5,351,604 |
Total |
6,059,054 |
5,947,858 |
NATURA &CO HOLDING S.A. |
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2024 |
(Amounts in thousands of Reais - R$, except as mentioned otherwise) |
19.1 Covenants
As of March 31, 2024 and December 31, 2023, the Company and its subsidiaries no longer have the obligation to calculate and disclose restrictive clauses (covenants), which establish the maintenance of minimum financial indicators resulting from the quotient of dividing the net debt of treasury by the EBITDA of the last 12 months, function of the maturity and early settlement of the 9th and 10th series of debentures in December 2023.
The Company also has covenants related to non-financial indicators according to each contract. The Company is in compliance with such covenants as of March 31, 2024, and December 31, 2023.
|
Parent |
Consolidated |
||
|
March 31, 2024 |
December 31, 2023 |
March 31, 2024 |
December 31, 2023 |
Domestic trade accounts payable |
4,591 |
23,307 |
4,317,966 |
4,058,832 |
Foreign trade accounts payable (a) |
37,276 |
7,726 |
539,637 |
588,685 |
Subtotal |
41,867 |
31,033 |
4,857,603 |
4,647,517 |
Reverse factoring operations (b) |
- |
- |
493,074 |
654,961 |
Total |
41,867 |
31,033 |
5,350,677 |
5,302,478 |
a) Refers to imports mainly denominated in US dollars, Euros and British pounds.
b) The Company has contracts signed with first-line financial institutions, mainly Banco Itaú Unibanco S.A. to directly structure a reverse factoring operation with the Company’s main suppliers. Further details of these operations are included in explanatory note no. 3.15 of the Financial Statements as of December 31, 2023.
|
Parent |
Consolidated |
||
|
March 31, 2024 |
December 31, 2023 |
March 31, 2024 |
December 31, 2023 |
ICMS (ordinary) |
- |
- |
259,255 |
216,882 |
ICMS-ST provision (a) |
- |
- |
64,271 |
63,722 |
Taxes on invoicing abroad |
- |
- |
128,332 |
150,706 |
Withholding tax |
- |
- |
143,651 |
118,133 |
Other taxes payable - foreign subsidiaries |
- |
- |
101,055 |
102,537 |
Income tax |
16,821 |
23,084 |
16,821 |
23,084 |
PIS and COFINS payable |
13,946 |
60,678 |
13,946 |
60,678 |
INSS and service tax (ISS) payable |
- |
- |
6,156 |
5,603 |
Other |
4,365 |
- |
20,848 |
20,609 |
Total |
35,132 |
83,762 |
754,335 |
761,954 |
|
|
|
|
|
Current |
35,132 |
83,762 |
593,313 |
634,760 |
Non-current |
- |
- |
161,022 |
127,194 |
a) The Company is having discussions about the illegality of changes in state laws to charge ICMS-ST. Part of the amount recorded as tax payable but not yet paid is being discussed in court by the Company, and in some cases, the amounts are deposited in court, as mentioned in explanatory note no. 12.
NATURA &CO HOLDING S.A. |
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2024 |
(Amounts in thousands of Reais - R$, except as mentioned otherwise) |
22.1 Contingencies assessed as probable risk of loss
The changes in the provision for tax, civil and labor risks and contingent liabilities are presented below:
|
Consolidated |
|||||||||
|
Tax |
Civil |
Labor |
Contingent liabilities (business combination) |
Total |
|||||
|
March 31, 2024 |
March 31, 2023 |
March 31, 2024 |
March 31, 2023 |
March 31, 2024 |
March 31, 2023 |
March 31, 2024(2) |
March 31, 2023 |
March 31, 2024 |
March 31, 2023 |
Balance at the beginning of the year |
166,723 |
187,052 |
626,582 |
557,675 |
187,304 |
186,118 |
385,981 |
406,428 |
1,366,590 |
1,337,273 |
Additions |
15,201 |
3,448 |
190,924 |
146,942 |
34,812 |
13,761 |
- |
- |
240,937 |
164,151 |
Reversals |
(563) |
(3,036) |
(3,120) |
(9,718) |
(290) |
(14,500) |
(3,124) |
(23,987) |
(7,097) |
(51,241) |
Payments/utilization of judicial deposits (1) |
(18,147) |
(46,789) |
(104,260) |
(131,942) |
(32,009) |
(7,063) |
- |
- |
(154,416) |
(185,794) |
Inflation adjustment |
4,522 |
2,512 |
2,047 |
4,974 |
1,832 |
1,266 |
6,842 |
7,102 |
15,243 |
15,854 |
Translation adjustments |
268 |
(692) |
14,018 |
(11,839) |
1,526 |
(2,599) |
922 |
(11,998) |
16,734 |
(27,128) |
Transfers |
- |
- |
- |
- |
- |
19 |
- |
- |
- |
19 |
|
|
|
|
|
|
|
|
|
|
|
Balance as of March 31, 2024 |
168,004 |
142,495 |
726,191 |
556,092 |
193,175 |
177,002 |
390,621 |
377,545 |
1,477,991 |
1,253,134 |
|
|
|
|
|
|
|
|
|
|
|
Current |
4,839 |
- |
566,062 |
442,833 |
22,134 |
11,172 |
- |
- |
593,035 |
454,005 |
Non-current |
163,165 |
142,495 |
160,129 |
113,259 |
171,041 |
165,830 |
390,621 |
377,545 |
884,956 |
799,129 |
|
|
|
|
|
|
|
|
|
|
|
(1) As of March 31, 2024, tax payments mainly refer to the agreement between the entity Natura Cosméticos and Paraiba State, relating to the judicial process to increase the value-added margin on the ICMS-ST base calculation, that results in the closing of the process, considering judicial deposits (R$17,177 redeemed in favor of the Company and additional R$11,470 to settle the claim).
Labor payments mainly refer to the closure of lawsuits filed by former employees and service providers of the subsidiary Natura Cosméticos. None of these processes is individually relevant.
(2) As of March 31, 2024, contingent liabilities from business combination with Avon are segregated between tax (R$386,277) and labor contingencies (R$4,344).
NATURA &CO HOLDING S.A. |
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2024 |
(Amounts in thousands of Reais - R$, except as mentioned otherwise) |
a) Disputes related to talc (Civil)
The subsidiary Avon has been named as a defendant in numerous personal injury lawsuits filed in U.S. courts, alleging that certain talc products the company sold in the past were contaminated with asbestos. Many of these actions involve several co-defendants, including manufacturers of cosmetics and manufacturers of other products that, unlike the subsidiary Avon’s products, were designed to contain asbestos.
In December 2022, a case titled Chapman, et al, v, Avon Products, Inc. et al., No, 22STCV05968, resulted in an adverse jury verdict after a trial, with the jury awarding the plaintiffs a total of US$36.0 million in compensatory damages and US$10.3 million in punitive damages against the subsidiary Avon. The Company believes it has strong grounds to seek the annulment of the judgment in this case and in January 2023 began the process of appealing the verdict seeking annulment in the trial court. On March 1, 2023, following post-trial arguments, the trial court issued a conditional order reducing the compensatory damages award against the subsidiary Avon to US$29.3 million. The plaintiffs have challenged the reduction of the award to the subsidiary Avon and have asserted that the reduction should only apply to the subsidiary Avon’s co-defendant. The trial court has resolved this issue in the plaintiffs’ favor and the case is on appeal.
As of March 31, 2024, there were 398 individual cases pending against the subsidiary Avon Products, Inc. (during the three month-period ended March 31, 2024, 38 new cases were started and 12 were dismissed, settled, or otherwise resolved).
22.2. Contingent liabilities assessed as possible risk of loss
The Company has administrative and judicial contingencies, related to certain tax positions adopted on the IRPJ and CSLL calculation, for which the expectation of loss, evaluated by Company Management and supported by its legal advisors, that will probably be accepted on Superior Court last instance decision, aligned with the ICPC 22/IFRIC 23 dispositions.
The Company has mainly tax contingencies, related to other taxes, evaluated by Company Management and supported by its legal advisors, and classified as possible. Therefore no provision has been recorded for those cases for which losses are considered possible, as set forth in the table below:
|
Consolidated |
|
|
March 31, 2024 |
December 31, 2023 |
Tax |
11,088,650 |
10,375,764 |
Civil |
307,191 |
246,500 |
Labor |
292,819 |
169,463 |
Total contingent liabilities |
11,688,660 |
10,791,727 |
The increase in balance is mainly associated to (i) monetary correction of processes as of December 31, 2023, and (ii) infraction notices received during the quarter ended March 31, 2024 related to the PIS and COFINS exclusion from its own tax basis, and IPI and ICMS-ST charges in the approximate amount of R$ 461 million.
NATURA &CO HOLDING S.A. |
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2024 |
(Amounts in thousands of Reais - R$, except as mentioned otherwise) |
|
Parent |
Consolidated |
||
|
March 31, 2024 |
December 31, 2023 |
March 31, 2024 |
December 31, 2023 |
|
|
|
|
|
Pension and post-employment health care plans (a) |
- |
- |
503,613 |
515,901 |
Deferred revenue from performance obligations with customers (b) |
- |
- |
117,335 |
131,113 |
Provision for incentives to consultants |
- |
- |
141,968 |
153,692 |
Provision for operating expenses (marketing / technology, etc.) (c) |
- |
- |
359,760 |
482,287 |
Crer Para Ver (d) |
- |
- |
37,713 |
47,571 |
Provision for restructuring (e) |
7,074 |
15,682 |
82,932 |
113,440 |
Insurance payables |
1,140 |
19,719 |
58,771 |
84,032 |
Other liabilities (f) |
- |
660 |
110,525 |
128,976 |
Total |
8,214 |
36,061 |
1,412,617 |
1,657,012 |
|
|
|
|
|
Current |
6,946 |
31,984 |
808,676 |
970,479 |
Non-current |
1,268 |
4,077 |
603,941 |
686,533 |
a) As of March 31, 2024, there is R$243,758 (R$253,606 as of December 31, 2023) referring to pension plans, and R$802 referring to post-employment plans (R$567 as of December 31, 2023) of subsidiary Avon International, and R$203,463 (R$209,288 as of December 31, 2023) referring to post-employment healthcare plans of the subsidiary Natura Cosmeticos and R$55,590 (R$52,441 as of December 31, 2023) referring to post-employment healthcare plans of the subsidiary Natura &Co International.
b) Refers to the deferral of revenue from performance obligations related to loyalty programs based on points, sale of gift cards not yet converted into products and programs and events to honor direct sales consultants, of which R$69,471 (R$88,017 as of December 31, 2023) refers to the subsidiary Avon, R$36,739 (R$31,089 as of December 31, 2023) refers to the consolidated subsidiary Natura Cosmeticos and R$11,125 (R$12,007 as of December 31, 2023) refers to the subsidiary Natura &Co International.
c) Refers to the Company’s operating provisions arising mainly from expenses in connection with the provision of technology, marketing, and advertising services.
d) Contribution of the social program to the development of the quality of education.
e) Provision for costs directly related to the integration plan and changes in the organizational structure of the subsidiary Avon and Group corporate structure review.
f) Refers to miscellaneous provisions such as indemnities and non-current contractual obligations.
NATURA &CO HOLDING S.A. |
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2024 |
(Amounts in thousands of Reais - R$, except as mentioned otherwise) |
24.1 Treasury shares
As of March 31, 2024 and December 31, 2023, item “Treasury shares” has the following composition:
|
Number of shares |
R$ (in thousands) |
Average price per share - R$ |
Balance as of December 31, 2022 |
9,913,855 |
262,360 |
26.46 |
Used |
- |
- |
- |
Balance as of March 31, 2023 |
9,913,855 |
262,360 |
26.46 |
|
|
|
|
Balance as of December 31, 2023 |
6,204,048 |
164,236 |
26.47 |
Used (a) |
(3,040,833) |
(80,460) |
26.46 |
Balance as of March 31, 2024 |
3,163,215 |
83,776 |
26.48 |
a) Changes are related to the transference of shares related to the Long-Term Incentive plan that had a vesting period ended March 31, 2024.
There were no changes in minimum and maximum cost of the balance of treasury shares on March 31, 2024, considering that there was no new share acquisition on the quarter.
24.2 Additional dividend distribution
On March 11, 2024, the Company’s Board of Directors approved a proposed dividend in addition to the minimum dividend in addition, related to the year ended December 31, 2023, in the total amount of R$ 685,190, equivalent to the remuneration of R$ 0.4940 per share, excluding treasury shares. Such dividends were paid on April 19, 2024.
24.3 Interests on own equity from fiscal year 2024
On March 28, 2024, the Company’s Board of Directors approved the distribution of interest on equity in the amount of R$44,853, corresponding to an estimated gross value of R$0.0324 per share (excluding treasury shares), with retention of 15% (fifteen percent) withholding tax, resulting in interest on equity in the net amount of R$38,125, corresponding to an estimated net value of R$0.0275 per share (excluding treasury shares), except for this retention, shareholders are legal entities proven to be immune or exempt. Payment of interest on equity will be made during the 2024 fiscal year, on a date to be duly determined by the Company’s management.
NATURA &CO HOLDING S.A. |
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2024 |
(Amounts in thousands of Reais - R$, except as mentioned otherwise) |
As a result of the sale of The Body Shop, the balance of the investee is not included on the Consolidated Balance, and the results arising from this segment were classified as discontinued operations in the income statement for the three-months period ended March 31, 2024 and 2023.
The other operating segments did not change their composition and information by geographic area in relation to those disclosed in the financial statements for the year ended December 31, 2023.
Net revenue by segment is as follows for the three-month period ended March 31, 2024:
Ø Natura &Co Latam – 77.1%
Ø Avon International – 22.9%
The following tables summarize the financial information related to the three-month periods ended March 31, 2024 and 2023 and the year ended December 31, 2023.
25.1 Operating segments
|
March 31, 2024 |
|||||||
|
Reconciliation to net income (loss) for the period |
|||||||
|
Net revenue |
Performance assessed by the company |
Depreciation and amortization |
Discontinued operations |
Financial results |
Income tax |
Net income (loss) |
|
Natura &Co Latam |
4,704,554 |
730,650 |
(226,452) |
(4,406) |
(280,392) |
(170,752) |
48,648 |
|
Avon International 1 |
1,396,667 |
(111,220) |
(165,614) |
(184,392) |
(267,624) |
(13,523) |
(742,373) |
|
Corporate expenses |
4,032 |
(72,006) |
(123) |
(303,275) |
186,801 |
(52,798) |
(241,401) |
|
Consolidated |
6,105,253 |
547,424 |
(392,189) |
(492,073) |
(361,215) |
(237,073) |
(935,126) |
|
March 31, 2023 |
||||||
|
Reconciliation to net income (loss) for the period |
||||||
|
Net revenue |
Performance assessed by the company |
Depreciation and amortization |
Discontinued operations |
Financial results |
Income tax |
Net income (loss) |
Natura &Co Latam |
4,863,654 |
637,551 |
(226,864) |
- |
(374,447) |
(73,954) |
(37,714) |
Avon International 1 |
1,606,607 |
40,457 |
(189,119) |
(142,006) |
(171,123) |
(26,927) |
(488,718) |
The Body Shop 1 |
- |
- |
- |
(135,471) |
- |
- |
(135,471) |
Aesop1 |
- |
- |
- |
21,520 |
- |
- |
21,520 |
Corporate expenses |
1,270 |
(75,850) |
- |
- |
85,420 |
(21,341) |
11,771) |
Consolidated |
6,471,531 |
602,158 |
(415,983) |
(255,957) |
(460,150) |
(122,222) |
(652,154) |
NATURA &CO HOLDING S.A. |
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2024 |
(Amounts in thousands of Reais - R$, except as mentioned otherwise) |
|
March 31, 2024 |
December 31, 2023 |
||||||
|
Non-current assets |
Total assets |
Current liabilities |
Non-current liabilities |
Non-current assets |
Total assets |
Current liabilities |
Non-current liabilities |
Natura &Co Latam |
17,768,163 |
27,829,151 |
6,467,031 |
4,564,193 |
18,240,916 |
23,253,227 |
6,914,476 |
4,324,263 |
Avon International 1 |
7,941,645 |
10,261,562 |
3,066,262 |
957,816 |
8,008,108 |
10,608,234 |
2,792,255 |
977,003 |
Corporate balances |
754,029 |
3,555,681 |
762,770 |
3,740,927 |
510,769 |
8,885,554 |
706,768 |
3,911,785 |
Consolidated |
26,463,837 |
41,646,394 |
10,296,063 |
9,262,936 |
26,759,793 |
42,747,015 |
10,413,499 |
9,213,051 |
1 The operations of these segments located in Latin American countries (Latam) are presented in the Natura &Co Latam segment.
25.2 Net revenue and non-current assets by geographic region
|
Net revenue |
Non-current assets |
||
March 31, 2024 |
March 31, 2023 |
March 31, 2024 |
December 31, 2023 |
|
Asia |
294,274 |
351,740 |
592,917 |
572,168 |
North America |
1,112,800 |
996,091 |
4,148,489 |
3,956,986 |
Mexico |
757,896 |
814,049 |
4,077,372 |
3,883,804 |
Other |
354,905 |
182,041 |
71,117 |
73,182 |
South America |
3,589,372 |
3,790,652 |
13,590,979 |
14,015,695 |
Brazil |
2,674,061 |
2,572,760 |
10,384,962 |
10,933,917 |
Argentina |
526,892 |
566,072 |
365,049 |
261,155 |
Other |
388,418 |
651,821 |
2,840,968 |
2,820,623 |
Europe, Middle East and Africa (EMEA) |
1,108,807 |
1,333,049 |
8,131,452 |
8,214,944 |
United Kingdom |
119,681 |
129,689 |
5,043,313 |
5,132,107 |
Other |
989,126 |
1,203,360 |
3,088,139 |
3,082,837 |
Consolidated |
6,105,253 |
6,471,531 |
26,463,837 |
26,759,793 |
No individual or aggregate customer (economic group) represents more than 10% of the Company's net revenue.
NATURA &CO HOLDING S.A. |
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2024 |
(Amounts in thousands of Reais - R$, except as mentioned otherwise) |
|
Consolidated |
|
Gross revenue: |
March 31, 2024 |
March 31, 2023 |
Direct selling |
7,197,754 |
7,441,362 |
Retail |
256,080 |
192,340 |
Online |
295,598 |
296,985 |
Other sales |
289,527 |
436,915 |
Subtotal |
8,038,959 |
8,367,588 |
|
|
|
Returns and cancellations |
(125,534) |
(113,562) |
Commercial discounts and rebates |
(2,140) |
(3,173) |
Taxes on sales |
(1,806,032) |
(1,779,322) |
Subtotal |
(1,933,706) |
(1,896,057) |
Total net revenue |
6,105,253 |
6,471,531 |
|
Parent |
Consolidated |
||
Classified by function |
March 31, 2024 |
March 31, 2023 |
March 31, 2024 |
March 31, 2023 |
Cost of sales |
- |
- |
2,127,080 |
2,313,187 |
Selling, marketing and logistics expenses |
- |
- |
2,497,075 |
2,543,791 |
Administrative, R&D, IT, and project expenses |
39,050 |
(2,181) |
1,043,043 |
1,162,197 |
Total |
39,050 |
(2,181) |
5,667,198 |
6,019,175 |
Classified by nature |
|
|
|
|
Cost of sales |
- |
- |
2,127,080 |
2,313,187 |
Raw material/packaging material/resale |
- |
- |
1,871,265 |
2,018,120 |
Employee benefits expense (note no. 28) |
- |
- |
122,726 |
139,977 |
Depreciation and amortization |
- |
- |
41,550 |
43,196 |
Other |
- |
- |
91,539 |
111,894 |
Selling, marketing and logistics expenses |
- |
- |
2,497,075 |
2,543,791 |
Logistics costs |
- |
- |
478,382 |
520,970 |
Personnel expenses (note no. 28) |
- |
- |
581,391 |
647,635 |
Marketing, sales force and other selling expenses |
- |
- |
1,299,199 |
1,259,125 |
Depreciation and amortization |
- |
- |
138,103 |
116,061 |
Administrative, R&D, IT and project expenses |
39,050 |
(2,181) |
1,043,043 |
1,162,197 |
Innovation expenses |
- |
- |
47,143 |
42,747 |
Personnel expenses (note no. 28) |
7,373 |
(9,112) |
431,501 |
462,814 |
Other administrative expenses |
31,574 |
6,204 |
351,862 |
388,835 |
Depreciation and amortization |
103 |
727 |
212,537 |
267,802 |
Total |
39,050 |
(2,181) |
5,667,198 |
6,019,175 |
NATURA &CO HOLDING S.A. |
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2024 |
(Amounts in thousands of Reais - R$, except as mentioned otherwise) |
|
Parent |
Consolidated |
||
|
March 31, 2024 |
March 31, 2023 |
March 31, 2024 |
March 31, 2023 |
Payroll, profit sharing and bonuses |
14,664 |
(14,164) |
823,626 |
869,397 |
Supplementary pension plan |
- |
- |
29,165 |
19,671 |
Share-based payments and charges on restricted shares, net of tax |
(9,388) |
2,996 |
(10,680) |
50,463 |
Health care, food and other benefits |
244 |
554 |
124,403 |
133,163 |
Charges, taxes and social contributions |
177 |
151 |
100,816 |
125,302 |
Social security charges |
1,676 |
1,351 |
68,288 |
52,430 |
Total |
7,373 |
(9,112) |
1,135,618 |
1,250,426 |
28.1 Share-based payments
Detailed information regarding share-based payment plans was presented in the Company’s financial statements for the year ended December 31, 2023, in explanatory note no. 28.
The expense (income) relating to stock option plans, restricted shares and performance shares, including social security charges, recognized in the three-month period ended March 31, 2024, was income of R$(9,388) and R$ (10,680) for parent company and consolidated (expense of R$2,996 and R$50,463 on March 31, 2023), respectively.
NYSE delisting
On January 18, 2024, the Company announced the approval of the secondary delisting on the NYSE while maintaining the primary listing on the B3 stock exchange in São Paulo.
As a result, the ADRs were also delisted and converted into B3 phantom shares. In practice, this means that the ADR holder will receive payment in cash during the vesting period, which is determined by the price on B3 on that date. Each ADR is equivalent to 2 B3 shares. All shares for which the vesting period had not been completed were adjusted in numbers to reflect this ratio, so that the value did not change.
According to IFRS 2 (CPC 10 R1 – Share-Based Payment), B3's phantom shares are considered share-based payments settled in cash. The change from payment settled in shares (prior classification of ADRs before delisting) to settled in cash results in the recognition of a liability that reflects the Company's obligation to make the payment upon vesting.
The initial measurement of the liability is based on the fair value of the underlying B3 shares and takes into account the extent of service provision to date.
Fair value is generally determined using the Black-Scholes or Stochastic model, depending on the type of premium. The stochastic model is used to value premiums under market conditions in order to incorporate a fair value discount factor for the probability of achieving the relevant targets. To value awards that are not subject to a market-based performance condition and have a fixed term, the Black-Scholes valuation model is used.
There was no impact on income as a result of the initial recognition of the liability and the value of the liability was reclassified from equity. At each closing and, finally, on the settlement date, the fair value of the liability is remeasured. Liability remeasurements are recognized in profit or loss.
NATURA &CO HOLDING S.A. |
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2024 |
(Amounts in thousands of Reais - R$, except as mentioned otherwise) |
New plans 2024
During the current quarter, the main plans assigned were as follows:
a) 6,749,122 restricted share units (RSUs), 2,993,465 of which are B3 phantom shares, which will be exercisable at the end of the three-year period, as long as the participant remains employed during the grace period;
b) 1,521,212 restricted shares, 336,503 of which are B3 phantom shares, which are generally exercisable in installments of one to three years, as long as the participant remains employed during the grace period. These actions are known as “Matching Awards,” whereby eligible employees choose to invest part of their Profit-Sharing Program pay toward the purchase of shares in the Company. The Company will then grant Matching Awards to match these acquired shares;
c) 376,106 RSUs, 326,568 of which are B3 phantom shares, which will be exercisable immediately and will be released to participants in March 2025.
|
Parent |
Consolidated |
||
|
March 31, 2024 |
March 31, 2023 |
March 31, 2024 |
March 31, 2023 |
Financial expenses (debt interest) |
- |
- |
(110,942) |
(241,585) |
Financial investments and others income |
4,581 |
408 |
156,111 |
190,373 |
Exchange variations on financial activities, net |
- |
- |
28,392 |
116,666 |
Losses with derivatives on exchange rate variations on financial activities, net |
- |
- |
(8,779) |
(127,412) |
Losses on derivatives on interest payments and other financial activities, net |
- |
- |
(730) |
(218,417) |
Adjustment of provision for tax, civil and labor risks and tax liabilities |
- |
980 |
(15,243) |
(15,854) |
Lease expenses |
(26) |
(23) |
(43,346) |
(32,797) |
Other financial income (expenses) |
1,201 |
(585) |
(70,926) |
(77,335) |
Hyperinflationary economy adjustment |
- |
- |
(97,804) |
(41,223) |
Other gains (losses) from exchange rate variation on operating activities (a) |
(719) |
1,475 |
(197,948) |
(12,566) |
Financial results |
5,037 |
2,255 |
(361,215) |
(460,150) |
a) Refers substantially to FX exchange losses on investments in US dollars by the subsidiary Natura Argentina.
NATURA &CO HOLDING S.A. |
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2024 |
(Amounts in thousands of Reais - R$, except as mentioned otherwise) |
|
Consolidated |
|
|
March 31, 2024 |
March 31, 2023 |
Other operating income, net |
|
|
Crer para Ver (a) |
- |
6,727 |
Tax credits (b) |
113,111 |
4,877 |
Reversal of provision for tax contingencies |
3,124 |
23,987 |
Reversal of provision for impairment |
- |
31,076 |
Other operating income |
12,176 |
- |
Total other operating income |
128,411 |
66,667 |
|
|
|
Other operating expenses, net |
|
|
Result in the write-off of fixed assets |
(919) |
(1,951) |
Crer para Ver (a) |
(13,555) |
- |
Provision for impairment |
(46,664) |
- |
Transformation and integration plan (c) |
(88,830) |
(83,045) |
Increase on provision for tax contingencies |
(9,739) |
- |
Other operating expenses |
(15,640) |
(32,379) |
Total other operating expenses |
(175,347) |
(117,376) |
Other operating income (expenses), net |
(46,936) |
(50,709) |
a)Allocation of the operating profit obtained from sales of the line of non-cosmetic products called “Crer Para Ver” to the Natura Institute, specifically intended for social projects aimed at developing the quality of education.
b) Refers mainly to PIS and COFINS credits.
c)Expenses related to the execution of the Natura &Co Latam integration plan (“ELO project”) and integration of the subsidiary Avon Internacional.
The basic result per share is calculated by dividing the profit or loss attributable to the Company's shareholders by the weighted average number of common shares in circulation, excluding common shares purchased by the Company and held as treasury shares.
|
Consolidated |
|
|
March 31, 2024 |
March 31, 2023 |
Loss attributable to the Company’s controlling shareholders |
(934,816) |
(652,428) |
Weighted average of the number of issued common shares |
1,385,675,623 |
1,383,206,405 |
Weighted average treasury shares |
(3,753,469) |
(9,797,889) |
Weighted average of the number of outstanding common shares |
1,381,922,154 |
1,373,408,516 |
Loss per share – R$ |
(0.6765) |
(0.4750) |
|
|
|
Diluted earnings per share are calculated by adjusting the weighted average number of common shares outstanding, assuming conversion of all potential common shares that would cause dilution. Considering that the Company recorded a loss in the three-month periods ended March 31, 2024 and 2023, any adjustment would have an anti-dilution effect and, therefore, the diluted loss per share is equal to the basic loss per share.
NATURA &CO HOLDING S.A. |
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2024 |
(Amounts in thousands of Reais - R$, except as mentioned otherwise) |
In the course of the Company’s operations, rights and obligations are generated between related parties, arising from administrative expenses and provision of services.
32.1. Receivables and payables with related parties
The Company had transactions with related parties recognized as presented below:
|
Parent |
|
|
March 31, 2024 |
December 31, 2023 |
Current assets: |
|
|
Natura Cosmeticos S.A. (b) |
- |
103,557 |
Avon Products, Inc. (a) |
16,870 |
41,152 |
Natura Cosmeticos S.A. – Argentina (a) |
3,830 |
3,630 |
Natura Cosmeticos S.A. – Perú (a) |
479 |
465 |
Natura Cosmeticos S.A – Colombia (a) |
338 |
327 |
Indústria e Comércio de Cosmeticos Natura Ltda. (b) |
99 |
96 |
Natura &Co Luxembourg Holdings S.A.R.L. (c) |
27,799 |
1,550 |
Natura &Co Luxembourg (b) |
- |
38 |
Total current assets |
49,415 |
150,815 |
|
|
|
|
Parent |
|
|
March 31, 2024 |
December 31, 2023 |
Current liabilities: |
|
|
Natura Cosmeticos S.A. (b) and (d) |
40,389 |
52,543 |
Indústria e Comércio de Cosmeticos Natura Ltda. (a) |
1,574 |
605 |
Natura Comercial (a) |
34 |
14 |
Avon Products, Inc. (a) e (b) |
145,358 |
117,278 |
Natura &Co Luxembourg S.a.r.L(d) |
- |
162,676 |
Total current liabilities |
187,355 |
333,116 |
a) Refers to the transfer of expenses related to restricted share purchase option plans.
b) Refers to the transfer of shared expenses.
c) Refers to reimbursement of expenses for issuing bonds.
d) Refers to the loan carried out between the companies.
In the three-month periods ended March 31, 2024 and 2023, there were no relevant transactions between the parent company and related parties that were reflected in the income statement. The main transactions that occurred in the period refer to the transfer of expenses related to stock option plans and restricted shares.
NATURA &CO HOLDING S.A. |
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2024 |
(Amounts in thousands of Reais - R$, except as mentioned otherwise) |
32.2. Uncontrolled and unconsolidated transactions with related parties
Instituto Natura is one of the shareholders of the Essential Investment Fund and, on March 31, 2024, its balance corresponded to R$11,825 (R$6,994 on December 31, 2023).
On June 5, 2012, a contract was signed between Indústria e Comércio de Cosméticos Natura Ltda. and Bres Itupeva Empreendimentos Imobiliários Ltda., (“Bres Itupeva”), for the construction and rental of a goods processing, storage, and distribution center (HUB), in the city of Itupeva/SP. In 2019, Bres Itupeva assigned its credits to BRC Securitizadora S/A to whom the Company makes monthly payments. Messrs. Antônio Luiz da Cunha Seabra, Guilherme Peirão Leal and Pedro Luiz Barreiros Passos, members of the controlling block of Natura &Co Holding S.A, indirectly hold control of Bres Itupeva. The amount involved in the operation was recorded under the heading “Right of Use” of Buildings, the balance in the three-month period ended March 31, 2024 was R$46,410 (R$52,742 under the heading “Buildings” of Fixed Assets, on March 31 December 2023) and in the three-month period ending March 31, 2024, the amount paid as rent was R$4,953 (R$4,194 in the period ending March 31, 2023).
On January 8, 2021, a transaction between related parties was concluded between the Company, as lessee and owner, Indústria e Comércio de Cosméticos Natura Ltda. and Natura &Co Holding S.A., as guarantors and a specific purpose company (Bresco IX) held indirectly by Messrs. Antônio Luiz da Cunha Seabra, Guilherme Peirão Leal and Pedro Luiz Barreiros Passos, (Co-Presidents of the Board of Directors of Company and shareholders forming part of the controlling block of Natura &Co Holding S.A., the Company's controlling shareholder), in the capacity of lessor and surface owner. Said transaction was entered into with the aim of expanding the Company’s distribution network and increasing its logistical efficiency through the installation of a new distribution center in the State of Alagoas. The amount involved in the operation is recorded under the heading “Right of Use” of “Buildings” in the amount of R$43,812, and in the three-month period ended March 31, 2024 the total amount paid as rent was R$2,668 (there was no disbursement during the three-month period ended March 31, 2023).
On May 12, 2021, the transaction was concluded between the Company, as lessee, and Bresco Logística Fundo de Investimento Imobiliário, as lessor, indirectly owned by Messrs. Antônio Luiz da Cunha Seabra, Guilherme Peirão Leal and Pedro Luiz Barreiros Passos. (Co-presidents of the Board of Directors of Natura &Co Holding S.A. and shareholders forming part of the controlling block of Natura &Co Holding S.A). Said transaction was entered into with the aim of maintaining the Company's distribution center activities in the city of Canoas, State of Rio Grande do Sul. The amount involved in the operation is recorded under the heading “Right of Use” of “Buildings” in the amount of R$2,016 and in the three-month period ending March 31, 2024, the total amount paid as rent was R$799 (R$700 in the three-month period ended March 31, 2023).
In the three-month period ended March 31, 2024, the Company and its subsidiaries transferred to the Natura Institute as a donation associated with the net result from sales of the Natura Crer Para Ver product line the amount of R$25,000 (R$25,000 in the three-month period ended March 31, 2023).
The Company has a policy for transactions with related parties, in addition to an internal control structure to support the identification, monitoring and approvals of transactions between related parties.
32.3. Key management personnel compensation
The total compensation of the key management personnel is as follows:
|
March 31, 2024 |
March 31, 2023 |
||||
|
Compensation |
Compensation |
||||
|
Fixed |
Variable |
Fixed |
Variable |
Fixed |
Variable |
Board of Directors |
1,760 |
1,333 |
3,093 |
2,616 |
2,458 |
5,074 |
Executive Board |
5,939 |
19,093 |
25,032 |
5,715 |
21,719 |
27,434 |
|
7,699 |
20,426 |
28,125 |
8,331 |
24,177 |
32,508 |
The totals in the table above include the employer's pension charges.
Amounts include increases and/or reversals of accumulated expense recognized in prior years due to reevaluations of the number of premiums expected to be acquired and reevaluation of employer pension charges that must be paid upon acquisition.
NATURA &CO HOLDING S.A. |
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2024 |
(Amounts in thousands of Reais - R$, except as mentioned otherwise) |
In the normal course of its business, the Company enters into long-term contracts to provide manufacturing, transportation, information technology and electrical energy services (with effective physical delivery, to supply its manufacturing activities). Contracts provide for termination clauses for non-compliance with essential obligations. Generally, the minimum contractually agreed amount is purchased and for this reason there are no liabilities recorded in addition to the amount that is recognized on an accrual basis.
Total minimum supply payments, measured at nominal value, according to the contract, are as follows:
|
Consolidated |
|
|
March 31, 2024 |
December 31, 2023 |
Less than one year |
304,940 |
273,548 |
One to five years |
612,245 |
486,961 |
Above 5 years |
- |
799 |
Total |
917,185 |
761,308 |
The Company adopts an insurance policy that mainly considers the concentration of risks and their relevance, taking into account the nature of its activities and the guidance of its insurance consultants. Insurance coverage, as of March 31, 2024 and December 31, 2023, is presented as follows:
Item |
Type of coverage |
Amount insured |
|
March 31, 2024 |
December 31, 2023 |
||
Industrial complex and administrative sites |
Any damage to buildings, facilities, inventories, and machinery and equipment |
4,748,670 |
4,694,455 |
Vehicles |
Fire, theft and collision for the vehicles insured by the Company |
25,681 |
24,907 |
Freight |
Damages to products in transit |
83,939 |
81,328 |
Civil liability |
Protection against error or complaints in the exercise of professional activity that affect third parties |
906,312 |
886,720 |
Environmental responsibility |
Protection for environmental accidents that may raise complaints under environmental legislation |
30,000 |
30,000 |
The following table presents the investment and financing transactions that do not involve the use of cash and cash equivalents and are therefore presented separately as additional information to the cash flow statements:
|
Parent |
Consolidated |
||
|
March 31, 2024 |
March 31, 2023 |
March 31, 2024 |
March 31, 2023 |
Non-cash items |
|
|
|
|
Hedge accounting impact, net of tax effects |
- |
- |
20,211 |
(5,983) |
Undistributed dividends and interest on equity |
730,044 |
- |
730,044 |
- |
Net effect of acquisition of property, plant and equipment and intangible assets not yet paid |
- |
- |
85,869 |
86,295 |
Application of judicial deposits in the settlement of legal proceedings |
- |
- |
19,025 |
46,685 |
NATURA &CO HOLDING S.A. |
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2024 |
(Amounts in thousands of Reais - R$, except as mentioned otherwise) |
As mentioned in explanatory note no. 1.1, the Company completed the sale of the former subsidiaries Aesop and The Body Shop, on August 30, 2023 and December 29, 2023, respectively. This resulted in classification as discontinued operations in the comparative income statement for the three-month period ended March 31, 2023.
The results of discontinued operations, which cover the operations of the former subsidiaries Aesop and The Body Shop, in addition to the costs related to the discontinued operation of the subsidiary Avon in North America, for the three-month periods ended March 31, 2024 and 2023 are presented below:
|
March 31, 2024 |
March 31, 2023 |
Net gain on the sale of subsidiaries |
21,144 |
- |
Loss before taxes from discontinued operations |
(682,728) |
(290,105) |
Income tax and social contribution |
169,511 |
34,148 |
Losses from discontinued operations |
(513,217) |
(255,957) |
Total of discontinued operations |
(492,073) |
(255,957) |
|
March 31, 2024 |
March 31, 2023 |
Net revenue |
- |
1,549,887 |
Cost of sales |
- |
(279,797) |
Gross profit |
- |
1,270,090 |
Operating (expenses) |
(694,528) |
(1,525,070) |
Selling, marketing, and logistics expenses |
- |
(931,233) |
Administrative, R&D, IT and projects expenses |
(11,800) |
(405,316) |
Other operating income (expenses), net (a) |
(682,728) |
(188,521) |
Operating loss before financial result |
(694,528) |
(254,980) |
Financial results |
32,944 |
(35,125) |
Loss before taxes |
(661,584) |
(290,105) |
Income tax and social contribution |
169,511 |
34,148 |
Loss for the period |
(492,073) |
(255,957) |
a) Comprises contingent consideration accrued for loss as of March 31, 2024, in the approximate amount R$ 485 million (before taxes) as mentioned in explanatory note no. 5.
The net cash flows incurred by discontinued operations are presented below:
|
March 31, 2024 |
March 31, 2023 |
---|---|---|
Operational activities |
(386,668) |
(267,796) |
Investment activities |
- |
(83,064) |
Financing activities |
- |
(167,569) |
Net cash consumed |
(386,668) |
(518,429) |
Flooding in the Brazilian State of Rio Grande do Sul
During May 2024, the state of Rio Grande do Sul in the south of Brazil was hit by a natural disaster. Significant flooding across the state has resulted in damage to third party property and displacement of populations, among other adverse effects. The Company is currently supporting its network of representatives and analyzing possible actions that may further assist the population at this time.
As of the date of these financial statements, management is assessing the potential impacts on the Company’s assets that may have been affected, especially considering the existence of a distribution center in the region, where some of the Company’s products are stored.
47 |
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