(Commission File No. 1-14862 )
Indicate by check mark whether the registrant by furnishing the information
contained in this Form is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes ______ No ___X___
Braskem S.A.
Quarterly Financial Information
Quarter ended March 31, 2008
(A free translation of the original report in Portuguese as
published in Brazil containing Interim
Financial Information prepared in
accordance with accounting practices adopted in
Brazil and rules of the Brazilian Securities Commission CVM)
Braskem S.A. |
ITR Quarterly Financial Information Base Date 3/31/2008 |
Independent Auditors Special Review Report
To
The Management
Braskem S.A.
Camaçari - BA
1. We have conducted a special review of the Quarterly Financial Information of Braskem S.A. and of the Company and its subsidiaries (consolidated information) for the quarter ended March 31, 2008, which comprises the balance sheets, the statements of income, of cash flows, the performance report and the notes, which are the responsibility of its management. The Quarterly Financial Information of the subsidiaries, Copesul - Companhia Petroquímica do Sul and Ipiranga Química S.A. as of March 31, 2008 were reviewed by other independent auditors, and our review, with respect to the amount of investments and income deriving from these subsidiaries, is based exclusively on the comfort letters issued by these other auditors.
2. Our review was performed in accordance with specific rules established by IBRACON (Brazilian Institute of Independent Auditors) and the Federal Accounting Council (CFC), and consisted mainly of: (a) enquiries and discussions with management responsible for the accounting, financial and operational departments of the Company and its subsidiaries, with respect to the main criteria adopted in preparing the Quarterly Financial Information; and (b) a review of the information and subsequent events that had or could have had significant effects on the financial position and operations of the Company and its subsidiaries.
3. Based on our special review and the comfort letters issued by other independent auditors, we are not aware of any material changes that should be made to the aforementioned Quarterly Financial Information for it to be in accordance with accounting practices adopted in Brazil and consistent with the rules issued by the Brazilian Securities and Exchange Commission, specifically applicable to the preparation of the Quarterly Financial Information, comprising the Communiqué dated January 14, 2008.
4. As mentioned in note 9(b), the Company has accumulated ICMS credits from previous years, arising mainly from the differences between the rates of inflow and outflow of inputs and raw materials, domestic outflow which received incentive through the deferral of taxes, and sales destined to the foreign market. The realization of these tax credits depends on the successful implementation of the managements plans as described in this note to the accompanying Quarterly Financial Information. The Quarterly Financial Information as of March 31, 2008, does not include any adjustments related to the recovery of these tax credits due to this uncertainty.
5. As mentioned in Note 17 (c), in relation to the discussion with respect to the constitutionality of Law 7689/88, the Company and its merged companies OPP Química, Trikem and Polialden filed a civil action for the nonpayment of the Social Contribution on Net Income (CSL). Management, based on the opinion of its legal advisors, who assessed the chances of a successful outcome as possible, believe that it should be able to obtain success in its pleading for the maintenance of the nonpayment and, in the event of loss of the rescissory action, the decision would not have a retroactive effect as from the year the law came into effect. Thus, a provision for possible unfavorable outcomes arising from the notices of infraction was neither constituted for the purposes of preparing these financial statements, nor for the years that have not been inspected yet by the Federal Revenue Department.
2
6. As mentioned in Note 9 (a), OPP Química S.A., merged by the Company in 2003, grounded on a decision taken by the Federal Supreme Court, has recognized in its accounting records Excise Tax (IPI) credits of R$ 1,030,125 thousand (R$ 2,542,592 thousand restated up to March 31, 2008), which were offset against IPI due and other federal taxes. Although this decision was the object of a regulatory appeal by the National Treasury, in which what is being questioned is not the right to the credit, but the inaccuracies with respect to the aspects related to the case of the non-taxed inputs, the monetary correction and the rate to be used for calculation purposes of the credits, and despite the assessments drafted against the Company, management, based on the opinion of its legal advisors, considers the chances of a successful outcome as probable and, consequently, no provision has been recorded in the Quarterly Financial Information related to the quarter ended March 31, 2008.
7. As per Note 28, Law no. 11638, which becomes effective as from January 1, 2008, was enacted on December 28, 2007. This Law modified, revoked and introduced new devices in Law no. 6404/76 (Corporate Law) and will cause changes in the accounting practices adopted in Brazil. Although the aforementioned Law has already become in force, the main modifications introduced by it are pending regulation by regulatory agencies to be fully applied by companies. Therefore, in this transition phase, CVM, through a Communiqué of January 14, 2008, permitted the non-application of Law no. 11638/07 devices in the preparation of the Quarterly Information. Thus, the accounting information contained in the Quarterly Information(ITR) of the quarter ended March 31, 2008, was prepared in accordance with CVMs specific rules, and do not comprise the changes in the accounting practices introduced by Law no. 11638/07.
April 30, 2008
KPMG Auditores Independentes
CRC 2SP014428/O-6-S-BA
Anselmo Neves Macedo
Accountant CRC 1SP160482/O-6-S-BA
3
FINANCIAL STATEMENTS 1st QUARTER OF 2008
BALANCE SHEET ASSETS PARENT COMPANY (in thousands of reais) | |||
Account | Description | Mar/08 | Dec/07 |
1 | Total assets | 16,431,070 | 16,632,385 |
1.01 | Current assets | 4,415,138 | 4,303,223 |
1.01.01 | Cash and cash equivalents | 1,085,786 | 1,264,273 |
1.01.01.01 | Cash and cash equivalents | 1,085,786 | 1,071,600 |
1.01.01.02 | Marketable securities | 192,673 | |
1.01.02 | Credits | 1,328,984 | 1,506,118 |
1.01.02.01 | Trade accounts receivable | 933,820 | 1,059,661 |
1.01.02.02 | Other credits | 395,164 | 446,457 |
1.01.02.02.01 | Taxes recoverable | 269,327 | 170,650 |
1.01.02.02.02 | Deferred income and social contribution taxes | 36,725 | 36,725 |
1.01.02.02.03 | Dividends and interest on shareholders equity | 44,198 | 45,135 |
1.01.02.02.04 | Prepaid expenses | 44,914 | 57,249 |
1.01.02.02.05 | Investment for sale | 136,698 | |
1.01.03 | Inventories | 1,654,339 | 1,468,180 |
1.01.04 | Other | 346,029 | 64,652 |
1.01.04.04 | Other accounts receivable | 346,029 | 64,652 |
1.02 | Noncurrent assets | 12,015,932 | 12,329,162 |
1.02.01 | Long-term receivables | 1,544,295 | 1,832,679 |
1.02.01.01 | Other credits | 1,459,160 | 1,733,815 |
1.02.01.01.01 | Marketable securities | 14,984 | 273,998 |
1.02.01.01.02 | Trade accounts receivable | 45,542 | 41,464 |
1.02.01.01.03 | Inventories | 21,774 | 22,790 |
1.02.01.01.04 | Taxes recoverable | 906,226 | 932,652 |
1.02.01.01.05 | Deferred income and social contribution taxes | 373,462 | 366,480 |
1.02.01.01.06 | Deposits in court and compulsory loans | 97,172 | 96,431 |
1.02.01.02 | Related parties | 58,060 | 64,604 |
1.02.01.02.01 | Subsidiaries | 15,255 | 20,219 |
1.02.01.02.02 | Other related parties | 42,805 | 44,385 |
1.02.01.03 | Other | 27,075 | 34,260 |
1.02.02 | Permanent assets | 10,471,637 | 10,496,483 |
1.02.02.01 | Investments | 2,635,471 | 2,572,066 |
1.02.02.01.01 | Investments in associated companies | 21,284 | 23,853 |
1.02.02.01.02 | Investments in subsidiaries | 1,451,287 | 873,200 |
1.02.02.01.03 | Interest in subsidiaries goodwill/ negative goodwill | 1,154,661 | 147,830 |
1.02.02.01.04 | Other investments | 8,239 | 8,239 |
1.02.02.01.05 | Advances for acquisition of investments | 1,518,944 | |
1.02.02.02 | Property, plant and equipment | 6,384,037 | 6,391,685 |
1.02.02.03 | Intangible assets | 170,332 | 159,222 |
1.02.02.04 | Deferred charges | 1,281,797 | 1,373,510 |
4
BALANCE SHEET LIABILITIES AND SHAREHOLDERS EQUITY PARENT COMPANY (in thousands of reais) | |||
Account | Description | Mar/08 | Dec/07 |
2 | Total liabilities | 16,431,070 | 16,632,385 |
2.01 | Current liabilities | 3,779,474 | 4,336,378 |
2.01.01 | Loans and financing | 688,138 | 416,577 |
2.01.02 | Debentures | 15,085 | 20,474 |
2.01.03 | Accounts payable to suppliers | 2,386,461 | 2,365,462 |
2.01.04 | Taxes and contributions payable | 95,133 | 93,961 |
2.01.05 | Dividends payable | 281,234 | 281,241 |
2.01.08 | Other | 313,423 | 1,158,663 |
2.01.08.01 | Salaries and social charges | 209,903 | 183,164 |
2.01.08.02 | Income tax | 10,921 | |
2.01.08.03 | Other taxes and contributions | 92,599 | 975,499 |
2.01.08.03.01 | Creditors for acquisition of investments | 880,991 | |
2.01.08.03.02 | Other | 92,599 | 94,508 |
2.02 | Noncurrent liabilities | 6,724,304 | 6,451,208 |
2.02.01 | Long-term liabilities | 6,708,988 | 6,434,743 |
2.02.01.01 | Loans and financing | 4,624,533 | 4,371,393 |
2.02.01.02 | Debentures | 800,000 | 800,000 |
2.02.01.04 | Related parties | 16,052 | 16,789 |
2.02.01.06 | Other | 1,268,403 | 1,246,561 |
2.02.01.06.01 | Taxes and contributions payable | 1,131,466 | 1,105,110 |
2.02.01.06.02 | Accounts payable to suppliers | 24,678 | 26,338 |
2.02.01.06.03 | Long-term incentives | 5,006 | 4,879 |
2.02.01.06.04 | Deferred income and social contribution taxes | 7,198 | 7,346 |
2.02.01.06.05 | Pension plan and benefits for employees | 19,565 | 19,565 |
2.02.01.06.06 | Other accounts payable | 80,490 | 83,323 |
2.02.02 | Deferred income | 15,316 | 16,465 |
2.04 | Shareholders equity | 5,927,292 | 5,844,799 |
2.04.01 | Paid-in capital | 4,640,947 | 4,640,947 |
2.04.02 | Capital reserves | 457,461 | 458,144 |
2.04.04 | Profit reserves | 745,708 | 745,708 |
2.04.04.01 | Legal reserve | 99,972 | 99,972 |
2.04.04.02 | Profit retention for expansion | 645,736 | 890,192 |
2.04.04.03 | Other revenue reserves | (244,456) | |
2.04.04.03.01 | Treasury shares | (244,456) | |
2.04.05 | Retained earnings | 83,176 |
5
INCOME STATEMENT PARENT COMPANY (in thousands of reais) | |||
Account code | Account description | 1st quarter/2008 | 1st quarter/2007 |
3.01 | Revenues | 3,711,771 | 3,693,866 |
3.01.01 | Domestic market sales | 3,195,848 | 3,002,681 |
3.01.02 | Foreign market sales | 515,923 | 691,185 |
3.02 | Sales taxes, freights and returns | (931,668) | (850,552) |
3.03 | Net revenues | 2,780,103 | 2,843,314 |
3.04 | Cost of goods sold and services rendered | (2,417,298) | (2,322,184) |
3.05 | Gross profit | 362,805 | 521,130 |
3.06 | Operating (expenses) income | (388,767) | (388,889) |
3.06.01 | Selling expenses | (63,755) | (113,432) |
3.06.02 | General and administrative expenses | (133,897) | (116,339) |
3.06.02.01 | General and administrative expenses | (131,767) | (113,724) |
3.06.02.02 | Management remuneration | (2,130) | (2,615) |
3.06.03 | Financial (expenses) income | (169,701) | (94,074) |
3.06.03.01 | Financial income | 97,454 | (20,751) |
3.06.03.02 | Financial expenses | (267,155) | (73,323) |
3.06.04 | Other operating income | 61,406 | 13,186 |
3.06.05 | Other operating expenses | (136,499) | (111,341) |
3.06.05.01 | Depreciation and amortization | (96,328) | (97,484) |
3.06.05.02 | Other operating expenses | (40,171) | (13,857) |
3.06.06 | Equity in income of subsidiaries and associated companies | 53,679 | 33,111 |
3.06.06.01 | Equity in income of subsidiaries and associated companies | 75,224 | 59,387 |
3.06.06.02 | Amortization of (goodwill)/ negative goodwill, net | (21,694) | (23,647) |
3.06.06.03 | Exchange variation | 149 | (2,579) |
3.06.06.05 | Other | (50) | |
3.07 | Operating profit | (25,962) | 132,241 |
3.08 | Non-operating income (expenses), net | 112,929 | (927) |
3.08.01 | Non-operating income | 254,204 | 88 |
3.08.02 | Non-operating expenses | (141,275) | (1,015) |
3.09 | Net income before income and social contribution taxes/ interests | 86,967 | 131,314 |
3.10 | Income and social contribution taxes | (10,921) | (15,242) |
3.11 | Deferred income and social contribution taxes | 7,130 | (7,093) |
3.15 | Net income for the period | 83,176 | 108,979 |
Number of shares outstanding | 432,838 | 356,039 | |
Net income per share (reais) | 0.19217 | 0.30609 |
6
BALANCE SHEET - ASSETS CONSOLIDATED (in thousands of reais) | |||
Account | Description | Mar/08 | Dec/07 |
1 | Total assets | 21,107,519 | 20,892,001 |
1.01 | Current assets | 6,851,343 | 6,596,287 |
1.01.01 | Cash and cash equivalents | 1,727,252 | 2,138,850 |
1.01.01.01 | Cash and cash equivalents | 1,573,874 | 1,890,151 |
1.01.01.02 | Marketable securities | 153,378 | 248,699 |
1.01.02 | Credits | 1,965,927 | 2,083,403 |
1.01.02.01 | Trade accounts receivable | 1,361,984 | 1,496,976 |
1.01.02.02 | Sundry credits | 603,943 | 586,427 |
1.01.02.02.01 | Taxes recoverable | 481,954 | 310,311 |
1.01.02.02.02 | Deferred income and social contribution taxes | 62,763 | 62,980 |
1.01.02.02.03 | Dividends and interest on shareholders equity | 3,000 | 3,936 |
1.01.02.02.04 | Prepaid expenses | 56,226 | 72,502 |
1.01.02.02.05 | Investment for sale | 136,698 | |
1.01.03 | Inventories | 2,732,641 | 2,264,272 |
1.01.04 | Other | 425,523 | 109,762 |
1.01.04.01 | Other accounts payable | 425,523 | 109,762 |
1.02 | Noncurrent assets | 14,256,176 | 14,295,714 |
1.02.01 | Long-term receivables | 2,005,487 | 1,959,104 |
1.02.01.01 | Sundry credits | 1,916,556 | 1,862,620 |
1.02.01.01.01 | Marketable securities | 204,464 | 119,789 |
1.02.01.01.02 | Trade accounts receivable | 46,005 | 41,927 |
1.02.01.01.03 | Inventories | 21,774 | 22,790 |
1.02.01.01.04 | Taxes recoverable | 1,125,795 | 1,175,008 |
1.02.01.01.04 | Deferred income and social contribution taxes | 405,264 | 395,452 |
1.02.01.01.06 | Deposits in court and compulsory loans | 113,254 | 107,654 |
1.02.01.02 | Related parties | 47,086 | 48,531 |
1.02.01.02.03 | Other related parties | 47,086 | 48,531 |
1.02.01.03 | Other | 41,845 | 47,953 |
1.02.02 | Permanent assets | 12,250,689 | 12,336,610 |
1.02.02.01 | Investments | 41,690 | 1,073,183 |
1.02.02.01.01 | Associated companies | 21,878 | 24,445 |
1.02.02.01.02 | Subsidiaries | 6,912 | 6,912 |
1.02.02.01.03 | Other investments | 12,900 | 13,840 |
1.02.02.01.06 | Advances for acquisition of investments | 1,027,986 | |
1.02.02.02 | Property, plant and equipment | 9,362,572 | 8,404,079 |
1.02.02.03 | Intangible assets | 185,171 | 172,418 |
1.02.02.04 | Deferred charges | 2,661,256 | 2,686,930 |
7
BALANCE SHEET - LIABILITIES CONSOLIDATED (in thousands of reais) | |||
Account | Description | Mar/08 | Dec/07 |
2 | Total liabilities | 21,107,519 | 20,892,001 |
2.01 | Current liabilities | 5,212,522 | 5,922,906 |
2.01.01 | Loans and financing | 1,278,419 | 1,068,351 |
2.01.02 | Debentures | 108,819 | 111,632 |
2.01.03 | Accounts payable to suppliers | 2,866,272 | 2,967,929 |
2.01.04 | Taxes and contributions | 158,008 | 161,825 |
2.01.05 | Dividends payable | 307,767 | 307,945 |
2.01.08 | Other | 493,237 | 1,305,224 |
2.01.08.01 | Salaries and social charges | 260,903 | 260,807 |
2.01.08.02 | Income tax | 54,915 | 15,365 |
2.01.08.03 | Other taxes and contributions | 177,419 | 1,029,052 |
2.01.08.03.01 | Creditors for acquisition of investments | 880,991 | |
2.01.08.03.02 | Other | 177,419 | 148,061 |
2.02 | Noncurrent liabilities | 9,420,786 | 8,614,127 |
2.02.01 | Long-term liabilities | 9,396,739 | 8,588,931 |
2.02.01.01 | Loans and financing | 7,175,974 | 6,401,947 |
2.02.01.02 | Debentures | 800,000 | 800,000 |
2.02.01.03 | Other | 1,420,765 | 1,386,984 |
2.02.01.03.01 | Taxes and contributions payable | 1,175,441 | 1,145,816 |
2.02.01.03.02 | Accounts payable to suppliers | 27,994 | 29,654 |
2.02.01.03.03 | Long-term incentives | 5,006 | 4,879 |
2.02.01.03.04 | Deferred income and social contribution taxes | 71,525 | 64,451 |
2.02.01.03.05 | Pension plans and benefits for employees | 35,727 | 35,727 |
2.02.01.03.06 | Other accounts payable | 105,072 | 106,457 |
2.02.02 | Deferred income | 24,047 | 25,196 |
2.03 | Interests of non-controlling shareholders | 635,124 | 597,949 |
2.04 | Shareholders equity | 5,839,087 | 5,757,019 |
2.04.01 | Paid-in capital | 4,640,947 | 4,640,947 |
2.04.02 | Capital reserves | 457,461 | 458,144 |
2.04.04 | Profit reserves | 657,928 | 657,928 |
2.04.04.01 | Legal reserve | 99,972 | 99,972 |
2.04.04.02 | Profit retention for expansion | 571,066 | 815,522 |
2.04.04.03 | Other revenue reserves | (13,110) | (257,566) |
2.04.04.03.01 | Treasury shares | (13,110) | (257,566) |
2.04.05 | Retained earnings | 82,751 |
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INCOME STATEMENT CONSOLIDATED (in thousands of reais) | |||
Account code | Account description | 1st quarter/2008 | 1st quarter/2007 |
3.01 | Revenues | 5,638,013 | 4,229,948 |
3.01.01 | Domestic market sales | 4,706,879 | 3,398,499 |
3.01.02 | Foreign market sales | 931,134 | 831,449 |
3.02 | Sales taxes, freights and returns | (1,227,818) | (939,264) |
3.03 | Net revenues | 4,410,195 | 3,290,684 |
3.04 | Cost of goods sold and services rendered | (3,759,914) | (2,615,157) |
3.05 | Gross profit | 650,281 | 675,527 |
3.06 | Operating (expenses) income | (589,531) | (513,789) |
3.06.01 | Selling expenses | (93,175) | (137,501) |
3.06.02 | General and administrative expenses | (167,357) | (134,522) |
3.06.02.01 | General and administrative expenses | (164,491) | (131,469) |
3.06.02.02 | Management remuneration | (2,866) | (3,053) |
3.06.03 | Financial (expenses) income | (200,492) | (112,876) |
3.06.03.01 | Financial income | 30,257 | 25,294 |
3.06.03.02 | Financial expenses | (230,749) | (138,170) |
3.06.04 | Other operating income | 64,426 | 14,655 |
3.06.05 | Other operating expenses | (171,394) | (118,581) |
3.06.05.01 | Depreciation and amortization | (130,566) | (103,127) |
3.06.05.02 | Other operating expenses | (40,828) | (15,454) |
3.06.06 | Equity in the results of subsidiaries and associated companies | (21,539) | (24,964) |
3.06.06.01 | Equity in the results of investees | 2,348 | (109) |
3.06.06.02 | Amortization of (goodwill) negative goodwill, net | (22,504) | (22,674) |
3.06.06.03 | Exchange variation | 148 | (2,808) |
3.06.06.04 | Tax incentives | 220 | 1,298 |
3.06.06.05 | Other | (1.751) | (671) |
3.07 | Operating profit | 60,750 | 161,738 |
3.08 | Non-operating income (expense), net | 112,667 | (1,646) |
3.08.01 | Non-operating income | 254,372 | 189 |
3.08.02 | Non-operating expenses | (141,705) | (1,835) |
3.09 | Net income before income and social contribution taxes/ interests | 173,417 | 160,092 |
3.10 | Income and social contribution taxes | (52,900) | (50,746) |
3.11 | Deferred income and social contribution taxes | 5,529 | (2,484) |
3.12 | Minority interests | (37,166) | (2) |
3.13 | Employees profit sharing | (6,129) | |
3.14 | Net income for the period | 82,751 | 106,860 |
Number of shares outstanding | 432,838 | 356,039 | |
Net income per share (reais) | 0.19118 | 0.30014 |
9
NOTES TO THE QUARTERLY FINANCIAL INFORMATION (in thousands of reais)
1 Operations
(a) Braskem S.A. (Braskem or the Company) and its subsidiaries, with 18 production units located in the States of Alagoas, Bahia, São Paulo Rio Grande do Sul, engage in the production of basic petrochemicals such as ethane, propene, benzene, and caprolactam, in addition to gasoline and LPG (cooking gas). The thermoplastic resin segment includes polyethylene, polypropylene, PVC and Polyethylene Teraphtalate ("PET"). The Company and its subsidiaries also engage in the import and export of chemicals, petrochemicals, fuels, as well as the production and supply of inputs used to companies pertaining to the Camaçari (in Bahia) and Triunfo (in Rio de Grande do Sul) Petrochemical Complexes, such as steam, water, compressed air and electric power, and the rendering of services to these companies. The Company also invests in other companies. Braskem head offices are located at Camaçari.
(b) Corporate events
Since its inception on August 16, 2002, the Company has undergone a major corporate restructuring process, disclosed to the market through material event notices. The main developments in 2007 and 2008 can be summarized as follows:
The Extraordinary General Meeting held on April 2, 2007 approved the merger of Politeno, based on its shareholders equity as of December 31, 2006, amounting to R$ 498,983. The exchange ratio of Politeno shares for Braskem shares was determined based on the companies shareholders equity at book value, in accordance with appraisal reports issued by a specialized firm.
The Company capital was increased by R$ 19,157 to R$ 3,627,429 through the issue of 1,533,670 class A preferred shares and now comprises 123,978,672 common, 247,154,278 class A preferred and 803,066 class B preferred shares.
In order to maintain the current capital structured at Braskem, comprising 1/3 common shares and 2/3 preferred shares, the conversion of 486,530 class A preferred into common shares was approved.
On April 2007, Ultrapar Participações S.A. (Ultrapar) acting as agent for itself, the Company and for Petróleo Brasileiro S.A. - Petrobras, acquired for R$ 2,113,107, the equivalent to 66.2% of common shares and 13.9% of preferred capital shares issued by Refinaria de Petróleo Ipiranga S.A. (RPI), 69.2% of common shares and 13.5% of preferred capital shares issued by Distribuidora de Produtos de Petróleo Ipiranga S.A. (DPPI), and 3.8% of common shares and 0.4% of preferred capital shares issued by Companhia Brasileira de Petróleo Ipiranga (CBPI), held by the controlling shareholders of the Ipiranga Group. Of this amount, the Company paid R$ 651,928 under the agency agreement among the parties.
Pursuant to the agreement among Ultrapar, Braskem and Petrobras, the Company now holds the control of petrochemical assets, represented by Ipiranga Química S.A. (Ipiranga Química), Ipiranga Petroquímica S.A. (IPQ) and the latters interest in Companhia Petroquímica do Sul (Copesul). Assets associated with oil refining operations held by RPI will be shared on equal terms by Petrobras, Ultrapar and Braskem.
10
As new controller of these assets, in April 2007 the Company started to fully consolidate Ipiranga Química, IPQ and Copesul, considering a 13.4% interest in the total capital of Ipiranga Química. Until March 31, 2007, Copesul was proportionately consolidated, in accordance with CVM Instruction 247/97.
In October and November 2007, the Company proceeded with the purchase of the Ipiranga Group and acquired the common shares held by minority shareholders in RPI, DPPI and CBPI, in compliance with the provisions of the Brazilian Corporation Law. Under this acquisition, Braskem made Ultrapar an advance of R$ 203,713, and for consolidation purposes, considered from then on a 17.87% interest in the total capital of Ipiranga Química.
In November 2007, Petrobras, Petrobras Química S.A. Petroquisa (Petroquisa) and Odebrecht announced the execution of an agreement intended to carry on the consolidation of the Brazilian petrochemical industry, by merging into Braskem the following petrochemical assets held by Petrobras and Petroquisa:
Up to 100% of the total and voting capital of Triunfo may be merged into Braskem, at the option of Petrobras and Petroquisa. Alternatively, the merger may be replaced with cash provided by Petrobras and Petroquisa for an amount equal to the economic value of this asset.
In December 2007, Ultrapar merged the preferred shares held by minority shareholders of the acquired companies, thus holding 100% of shares in RPI, DPPI and CBPI. Upon conclusion of this last stage, the Company recorded the final installment owed Ultrapar, in the amount of R$ 633,488. This installment was recognized in December 2007 as Advance for acquisition of investment in Permanent Assets, as a contra entry to the Creditors for acquisition of investments line, in current liabilities. After the book recording of this stage of the acquisition process, the Company now considers a 60.00% interest in the total capital of Ipiranga Química for equity pick-up and consolidation purposes. On February 27, 2008 the amount provided for as of December 31, 2007 was paid to Ultrapar and IQ shares were transferred to the Company.
In January 2008, the Company settled the last installment for the acquisition of Politeno Indústria e Comércio S.A. (Politeno) shares, based on the average performance of that company over the 18 months subsequent to the execution of the purchase and sale agreement in April 2006, as a result of the difference between polyethylene and ethylene prices in the Brazilian domestic market, amounting to R$ 247,503. To December 2007, this portion was recognized in the Creditors for acquisition of investments line.
11
On November 13, 2007, Braskem, in conjunction with UNIPAR União de Indústrias Petroquímicas S.A. (UNIPAR) and other minority shareholders in Petroflex Indústria e Comércio S.A. (Petroflex)entered into an agreement with Lanxess Deutschland GmbH (Lanxess) for the sale of shares in that jointly-controlled entity.
As a result of this disposal, at December 31, 2007, the amount of the investment in Petroflex was stated as Investment for sale.
In March 2008, as all precedent conditions set forth in the sale agreement had been complied with, the transaction was recognized at the final amount of R$ 252,105, in the Other accounts receivable line, under current assets. Also a non-operating income of R$ 115,567 was recorded. The financial settlement of the transaction and transfer of shares took place on April 1, 2008. Pursuant to the agreement, changes in Petroflex working capital and net debt may give rise to a reduction in the acquisition price.
As required by CVM Instruction 247/96, the Company determines equity in the earnings of the investment until the actual transfer of the related shares to the purchaser. In 2008, the Company recorded R$ 2,041 as equity in income of subsidiaries and associated companies and R$ 195 as amortization of goodwill.
The Company and its subsidiaries, as participants in the corporate restructuring process, may be affected by economic and/or corporate aspects as a result of the outcome of this process.
2 Presentation of the Quarterly Financial Information
The individual and consolidated Quarterly Financial Information were prepared in accordance with the accounting practices adopted in Brazil and also in compliance with the rules and procedures determined by the Brazilian Securities Exchange Commission CVM, Brazilian Institute of Independent Auditors IBRACON, and Federal Accounting Council CFC.
3 Significant Accounting Practices
No significant changes in accounting practices, or in the criteria for presenting quarterly financial information, occurred in relation to the financial statements for the year ended December 31, 2007.
(a) Use of estimates
In the preparation of the financial statements, it is necessary to use estimates to record certain assets, liabilities and transactions. The financial statements of the Company and its subsidiaries include, therefore, various estimates regarding the selection of the useful lives of property, plant and equipment, deferred charges amortization periods and the goodwill of investments, as well as provisions for contingencies, income tax and other similar amounts.
(b) Consolidated Quarterly Information
12
The consolidated Quarterly Information was prepared in accordance with the consolidation principles established in the Brazilian Corporation Law and supplementary provisions of CVM and includes the balance sheets and statements of income of the Company and its subsidiaries, jointly-controlled entities, and special purpose entities in which the Company has direct or indirect share control or control over activities, as shown below:
Interest in total capital - % | ||||||||||
Head office | ||||||||||
(country) | Mar/08 | Dec/07 | Mar/07 | |||||||
Subsidiaries | ||||||||||
Braskem America Inc. (Braskem America) | USA | 100.00 | 100.00 | 100.00 | ||||||
Braskem Argentina S.R.L (Braskem Argentina) | (i) | Argentina | 98.00 | 98.00 | 98.00 | |||||
Braskem Distribuidora Ltda. and subsidiaries | Brazil | 100.00 | 100.00 | 100.00 | ||||||
Braskem Europe B.V. (Braskem Europa) | Holland | 100.00 | 100.00 | 100.00 | ||||||
Braskem Incorporated (Braskem Inc) | Cayman Islands | 100.00 | 100.00 | 100.00 | ||||||
Braskem Participações S.A. (Braskem Participações) | Brazil | 100.00 | 100.00 | 100.00 | ||||||
Companhia Alagoas Industrial CINAL | Brazil | 100.00 | 100.00 | 100.00 | ||||||
Copesul and subsidiaries | (ii) | Brazil | 39.19 | 39.19 | ||||||
CPP Companhia Petroquímica Paulista (CPP) | (iii) | Brazil | 79.70 | |||||||
Ipiranga Química and subsidiaries | (iv) | Brazil | 60.00 | 60.00 | ||||||
Politeno Indústria e Comércio S.A. (Politeno) and subsidiaries | (v) | Brazil | 96.16 | |||||||
Politeno Empreendimentos Ltda. (Politeno Empreendimentos) | (xiii) | Brazil | 100.00 | 100.00 | ||||||
Tegal - Terminal de Gases Ltda. (Tegal) | (vi) | Brazil | 95.83 | |||||||
Jointly-controlled entities | (vii) | |||||||||
CETREL S.A. - Empresa de Proteção Ambiental ("CETREL") | (viii) | Brazil | 49.75 | 49.89 | 49.03 | |||||
Copesul and subsidiaries | Brazil | 29.46 | ||||||||
Petroflex and subsidiaries | (ix) | Brazil | 20.12 | |||||||
Petroquímica Paulínia S.A. (Petroquímica Paulínia) | (x) | Brazil | 60.00 | 60.00 | 60.00 | |||||
Special Purpose Entities (EPEs) | (xi) | |||||||||
Fundo Parin | (xii) | Guernsey | 100.00 | 100.00 | ||||||
Sol-Fundo de Aplicação em Cotas de Fundos de Investimento | ||||||||||
(FIQ Sol) | Brazil | 100.00 | 100.00 | 100.00 |
(i) Including the interest of subsidiary Braskem Distribuidora, the Company interest is equal to 100%.
(ii) Including the interest of indirect subsidiary IPQ, the Company interest is equal to 62.70% at March 31, 2008. As from April 2007, the investment is fully consolidated, under the Ipiranga Group purchase agreement (Note 1(b)).
(iii) Company merged into Petroquímica Paulínia in November 2007.
(iv) Investment consolidated as from April 2007, pursuant to the terms of the purchase agreement of the Ipiranga Group (Note 1(b)).
(v) Company merged on April 2, 2007.
(vi) Company merged on July 31, 2007.
(vii) Investments consolidated on a pro
rata basis, according to CVM Instruction 247/96.
(viii) Including the interest of subsidiary CINAL, Braskems interest is equal to 54.40% at March 31, 2008. Jointly-controlled entity pursuant to the provisions of the by-laws.
(ix) Investment consolidated until November 2007, due to the disposal process.
(x) Jointly-controlled entity as provided in the shareholders agreement.
(xi) Investments consolidated in compliance with CVM Instruction 408/04.
(xii) This fund
was wound up in January 2008.
(xiii) The Company has direct control over this investment as from April 2, 2007.
In the consolidated Quarterly Financial Information, the intercompany investments and the equity pick-up, as well as the intercompany assets, liabilities, income, expenses and unrealized gains arising from transactions between consolidated companies were eliminated.
Goodwill not eliminated on consolidation is reclassified to a specific account in permanent assets which gave rise to it, in accordance with CVM Instruction 247/96. Negative goodwill is reclassified to Deferred income.
13
For a better presentation of the consolidated quarterly financial information, the cross-holding between the Company and its subsidiary Braskem Participações was reclassified as Treasury shares. Total shares held by that subsidiary, as well as its interest in the total capital of the Company are presented below:
Braskem | ||
Participações | ||
Common shares | 580,331 | |
Class A preferred shares | 290,165 | |
Interest in total capital | 0.24% |
Pursuant to paragraph 1, article 23 of CVM Instruction CVM 247/96, the Company has not consolidated on a pro rata basis the financial information of the jointly-controlled entities Companhia de Desenvolvimento Rio Verde CODEVERDE and RPI. This information does not show significant changes and does not lead to distortions in the Companys consolidated financial statements.
14
The reconciliation between the parent company and consolidated shareholders equity and the net income for the year is as follows:
Shareholders equity | Net income for the period | |||||||
Mar/08 | Dec/07 | Mar/08 | Mar/07 | |||||
Parent company | 5,927,292 | 5,844,799 | 83,176 | 108,979 | ||||
Cross holding classified as treasury shares | (13,110) | (13,110) | ||||||
Exclusion of profits in inventories of subsidiaries | (5,793) | (4,205) | (1,588) | (3,675) | ||||
Exclusion of the gain on the sale of investment between related parties | (38,476) | (38,476) | ||||||
Exclusion of results of financial transactions between related parties | (10,495) | (10,628) | 133 | 526 | ||||
Reversal of amortization of goodwill on the sale of investments between related parties | 23,357 | 22,327 | 1,030 | 1,030 | ||||
Exclusion of the gain on assignment of right of use between associated companies | (34,942) | (34,942) | ||||||
Exclusion of gain of capital contribution to subsidiary | (8,746) | (8,746) | ||||||
Consolidated | 5,839,087 | 5,757,019 | 82,751 | 106,860 | ||||
4 Cash and Cash Equivalents
Parent company | Consolidated | |||||||
Mar/08 | Dec/07 | Mar/08 | Dec/07 | |||||
Cash and banks | 29,729 | 298,861 | 108,041 | 578,820 | ||||
Financial investments | ||||||||
Domestic | 536,379 | 259,105 | 791,423 | 612,897 | ||||
Abroad | 519,678 | 513,634 | 674,410 | 698,434 | ||||
1,085,786 | 1,071,600 | 1,573,874 | 1,890,151 | |||||
The domestic financial investments are mainly represented by exclusive funds of Braskem (FIQ Sol) and Copesul (FIF Copesul) exclusive funds which, in turn hold quotas of domestic investment funds, such as fixed income investment funds, multiportfolio funds, investment fund quotas in credit rights, and other fixed income securities and time deposits. The financial investments abroad mainly consist of fixed income instruments or instruments issued by first-tier financial institutions, with high marketability. The maximum redemption term of such investments is 90 days.
15
5 Marketable Securities
Parent company | Consolidated | |||||||
Mar/08 | Dec/07 | Mar/08 | Dec/07 | |||||
Current assets | ||||||||
Investment funds | 192,673 | 15,300 | 133,901 | |||||
Investment in fixed-income instruments | 138,078 | 114,798 | ||||||
192,673 | 153,378 | 248,699 | ||||||
Long-term receivables | ||||||||
Investment funds | 265,695 | 189,574 | 118,141 | |||||
Subordinated quotas in investment fund in credit rights | 6,785 | 6,785 | ||||||
Other | 8,199 | 8,303 | 8,105 | 1,648 | ||||
14,984 | 273,998 | 204,464 | 119,789 | |||||
Total | 14,984 | 466,671 | 357,842 | 368,488 | ||||
At March 31, 2008 Copesul is the only quotaholder in investment funds, whose portfolio comprises Treasury Financial Bills (LFT), Bank Deposit Certificates (CDB) and simple debentures.
At December 31, 2007, the investment funds included an investment fund where Braskem was the only quotaholder and whose portfolio was comprised by time deposits at Credit Suisse First Boston Bank. The Company redeemed the deposit certificates in February 2008.
6 Trade Accounts Receivable
Parent company | Consolidated | |||||||
Mar/08 | Dec/07 | Mar/08 | Dec/07 | |||||
Customers | ||||||||
Domestic market | 919,112 | 1,218,089 | 1,255,287 | 1,697,187 | ||||
Foreign market | 390,527 | 429,364 | 695,970 | 725,233 | ||||
Discounted trade bills | (197,753) | (59,411) | (311,844) | |||||
Advances on bills of exchange delivered | (169,265) | (188,358) | (288,335) | (385,155) | ||||
Allowance for doubtful accounts | (161,012) | (160,217) | (195,522) | (186,518) | ||||
979,362 | 1,101,125 | 1,407,989 | 1,538,903 | |||||
Long-term receivables | (45,542) | (41,464) | (46,005) | (41,927) | ||||
Current assets | 933,820 | 1,059,661 | 1,361,984 | 1,496,976 | ||||
When carrying out trade bill discount transactions with financial institutions, the Company undertakes to reimburse it in the event of default of the customers.
16
Changes in the allowance for doubtful accounts are as follows:
Parent company | Consolidated | |||||||
Mar/08 | Mar/07 | Mar/08 | Mar/07 | |||||
At beginning of the period | 160,217 | 103,474 | 186,488 | 153,350 | ||||
Additions classified as selling expenses | 1,336 | 15,070 | 10,383 | 24,982 | ||||
Recovery of credits provided for | (541) | (1,198) | (1,128) | (1,298) | ||||
Write-off of bills considered non-collectable | (217) | (25) | ||||||
Exchange variation | (4) | |||||||
At the end of the period | 161,012 | 117,346 | 195,522 | 177,009 | ||||
7 Inventories
Parent company | Consolidated | |||||||
Mar/08 | Dec/07 | Mar/08 | Dec/07 | |||||
Finished goods and work in process | 1,084,763 | 829,111 | 1,604,536 | 1,152,137 | ||||
Raw materials, production inputs and packaging | 285,236 | 317,687 | 632,547 | 651,373 | ||||
Warehouse (*) | 284,295 | 291,605 | 394,941 | 401,722 | ||||
Advances to suppliers | 34,249 | 52,614 | 103,064 | 53,239 | ||||
Imports in transit and other | 6,373 | 19,166 | 38,174 | 47,928 | ||||
Provision for adjustment to realization value | (18,803) | (19,213) | (18,847) | (19,337) | ||||
Total | 1,676,113 | 1,490,970 | 2,754,415 | 2,287,062 | ||||
Noncurrent assets (*) | (21,774) | (22,790) | (21,774) | (22,790) | ||||
Current assets | 1,654,339 | 1,468,180 | 2,732,641 | 2,264,272 | ||||
(*) Based on its turnover, part of the maintenance materials inventory was reclassified to noncurrent assets.
Advances to suppliers and expenditures for imports in transit mainly relate to the acquisition of petrochemical naphtha, which is the main raw material of the Company and Copesul.
17
8 Related Parties
(a) Parent company
Balances | |||||||||||||||||
Current | Noncurrent | Current | Noncurrent | ||||||||||||||
assets | assets | assets | liabilities | ||||||||||||||
Dividends | |||||||||||||||||
and interest | |||||||||||||||||
Cash and | Trade | on | Credits to | Accounts | Accounts | Debts to | |||||||||||
cash | Marketable | accounts | shareholders | Marketable | related | payable to | payable to | related | |||||||||
equivalents | securities | receivable | equity | securities | parties (ii) | suppliers | suppliers | parties (iii) | |||||||||
Subsidiaries and | |||||||||||||||||
jointly-controlled | |||||||||||||||||
entities | |||||||||||||||||
Braskem America | 15,241 | ||||||||||||||||
Braskem Argentina | 2,084 | ||||||||||||||||
Braskem Distribuidora | 6,415 | 4,706 | |||||||||||||||
Braskem Europa | 34,395 | ||||||||||||||||
Braskem Inc. | 22,350 | ||||||||||||||||
CETREL | 36 | 135 | 86 | ||||||||||||||
CINAL | 1,722 | 225 | 554 | ||||||||||||||
Copesul (i) | 27,656 | 41,198 | 35,618 | ||||||||||||||
Lantana | 49 | ||||||||||||||||
Politeno | |||||||||||||||||
Empreendimentos | 15,498 | ||||||||||||||||
Ipiranga Química | 62 | ||||||||||||||||
IPQ | 32,180 | 255 | |||||||||||||||
Petroquímica Paulínia | 6,001 | 10,365 | |||||||||||||||
EPE´s | |||||||||||||||||
FIQ Sol | 536,373 | ||||||||||||||||
Associated company | |||||||||||||||||
Borealis | 6,899 | 3,000 | |||||||||||||||
Related parties | |||||||||||||||||
CNO | 7,287 | ||||||||||||||||
Petrobras | 57,284 | 42,805 | 627,306 | 23,605 | |||||||||||||
At March 31, 2008 | 536,373 | 197,262 | 44,198 | 58,060 | 685,840 | 23,605 | 16,052 | ||||||||||
At December 31, 2007 | 258,768 | 192,673 | 224,282 | 45,135 | 265,695 | 64,604 | 613,001 | 25,251 | 16,789 | ||||||||
(i) Trade accounts receivable includes R$ 26,189 arising from the transfer of ICMS credit balances;
(ii) Credits to related parties include:
Petroquímica Paulínia (R$ 10,365): advance for future capital
increase; and
Petrobras (R$ 42,805): loan agreement bearing interest at 100% of CDI;
(iii) The principal amount shown in Debts to related parties refers to the current account balance with Politeno Empreeendimentos, bearing interest at 100% of CDI.
18
Parent company (continued)
Transactions | ||||||||
Purchases of | ||||||||
Sales of | raw materials, | Financial | Financial | |||||
products | services and utilities | income (i) | expenses | |||||
Subsidiaries and jointly-controlled | ||||||||
entities | ||||||||
Braskem America | 8,380 | (360) | 9 | |||||
Braskem Argentina | 324 | (23) | ||||||
Braskem Distribuidora | 26,554 | 105 | ||||||
Braskem Europa | 20,274 | 1,650 | (10) | |||||
Braskem Inc. | 22,348 | (183) | ||||||
CETREL | 246 | 5,400 | ||||||
CINAL | 189 | 3,018 | 5 | (9) | ||||
Copesul | 3,951 | 729,921 | ||||||
Ipiranga Química | 5,934 | 26 | ||||||
IPQ | 20,521 | (3) | ||||||
Petroquímica Paulínia | 7,215 | |||||||
Politeno Empreendimentos | (389) | |||||||
EPE's | ||||||||
Fundo Parin | 2,847 | |||||||
FIQ Sol | 6,750 | |||||||
Associated company | ||||||||
Borealis | 36,713 | (11) | ||||||
Other related parties | ||||||||
CNO | 40,906 | |||||||
Petrobras | 141,217 | 1,268,328 | 868 | (15,409) | ||||
Other | 2,282 | |||||||
At March 31, 2008 | 271,518 | 2,069,921 | 9,018 | (10,873) | ||||
At March 31, 2007 | 504,125 | 1,725,725 | 5,956 | 66,036 | ||||
(i) Includes exchange variation on trade accounts receivable.
19
(b) Consolidated
Balances | |||||||||||
Current | Noncurrent | Current | Noncurrent | ||||||||
assets | receivables | assets | liabilities | ||||||||
Dividends and | |||||||||||
Trade | interest on | Credits to | Accounts | Accounts | |||||||
accounts | shareholders. | Other accounts | related to | payable to | payable to | ||||||
receivable | equity | receivable | parties (i) | suppliers | suppliers | ||||||
Subsidiaries and jointly-controlled entities | |||||||||||
CETREL | 16 | 135 | 39 | ||||||||
Petroquímica Paulínia | 2,400 | 4,146 | |||||||||
RPI | 4,813 | ||||||||||
Associated company | |||||||||||
Borealis | 6,899 | 3,000 | |||||||||
Related parties | |||||||||||
CNO | 7,287 | ||||||||||
Petrobras | 63,272 | 42,805 | 637,864 | 23,605 | |||||||
Petrobras Distribuidora | 237 | ||||||||||
Refinaria Alberto Pasqualini - REFAP S.A. (REFAP) (related party of Copesul) | 15,673 | 2,533 | |||||||||
Other | 1,923 | 481 | |||||||||
At March 31, 2008 | 100,597 | 3,000 | 1,923 | 47,086 | 640,917 | 23,605 | |||||
At December 31, 2007 | 100,597 | 3,936 | 1,923 | 48,531 | 582,027 | 25,251 | |||||
(i) Credits to related parties include:
Petroquímica Paulínia (R$ 4,146): advance for future capital increase (this balance has not been consolidated on a pro rata basis); and
Petrobras (R$ 42,805): loan agreement bearing interest at 100% of CDI;
Transactions | Financial results | ||||||
Purchases of raw materials, services and utilities |
|||||||
Sales of | Financial | Financial | |||||
products | income | Expenses | |||||
Subsidiaries and jointly-controlled entities | |||||||
CETREL | 2,463 | ||||||
Associated company | |||||||
Borealis | 36,713 | ||||||
Related parties | |||||||
CNO | 40,906 | ||||||
Petrobras | 146,513 | 1,711,647 | 868 | (15,409) | |||
Petrobras Distribuidora | 6,437 | 3,133 | |||||
REFAP | 100,074 | 413,671 | |||||
RPI | 184,847 | ||||||
Other | 1,423 | ||||||
At March 31, 2008 | 474,584 | 2,173,243 | 868 | (15,409) | |||
At December 31, 2007 | 666,709 | 2,083,530 | 1,078 | 45,153 | |||
The transactions between the Company and related parties are carried out at normal market prices and conditions, considering (i) for purchase and sale of ethylene, international market prices, and (ii) for purchases of naphtha from Petrobras and REFAP, the European market prices. Until March 31, 2008, the Company and Copesul also imported naphtha at a volume equal to 40% of their consumption.
20
9 Taxes Recoverable
Parent company | Consolidated | |||||||
Mar/08 | Dec/07 | Mar/08 | Dec/07 | |||||
Excise tax (IPI) (regular transactions) | 17,086 | 16,809 | 24,512 | 23,665 | ||||
Value-added Tax on Sales and Services (ICMS) | 956,709 | 897,375 | 1,172,421 | 1,090,404 | ||||
Employees profit participation program (PI) and social | ||||||||
contribution on billings (Cofins) | 58,150 | 44,773 | 79,416 | 61,190 | ||||
PIS Decrees-law 2445 and 2449/88 | 55,194 | 55,194 | 87,501 | 87,501 | ||||
Income and social contribution taxes | 25,956 | 23,644 | 86,351 | 66,721 | ||||
Tax on net income - ILL | 56,277 | 55,834 | ||||||
Other | 62,458 | 65,507 | 101,271 | 100,004 | ||||
Total | 1,175,553 | 1,103,302 | 1,607,749 | 1,485,319 | ||||
Current assets | (269,327) | (170,650) | (481,954) | (310,311) | ||||
Noncurrent assets | 906,226 | 932,652 | 1,125,795 | 1,175,008 | ||||
(a) Excise tax (IPI)
On December 19, 2002, the Federal Supreme Court (STF) based on its full-bench precedents on this matter entertained an extraordinary appeal lodged by the National Treasury and affirmed the erstwhile decision rendered by the Regional Federal Court (TRF), 4th Circuit, thus recognizing entitlement to the IPI tax credits from acquisition of raw materials taxed at a zero rate, when related to transactions involving the establishments of merged company OPP Química S.A. (OPP Química) located in the State of Rio Grande do Sul. This STF determination confirmed such entitlement to IPI credits on said acquisitions, covering the ten-year period prior to the filing date and accruing the SELIC benchmark rate until the date of actual use of such credits. This lawsuit was filed by OPP Química in July 2000 for full adoption of the non-cumulative tax principle to said establishments.
The STF determination was challenged by the National Treasury via special appeal known as agravo regimental. In this special appeal, the National Treasury is no longer challenging the companys entitlement to the IPI tax credit from acquisition of raw materials taxed at a zero rate, but rather alleging some inaccuracies in the court determination as to non-taxed inputs and raw materials, the restatement of tax credits, and the respective calculation rate. According to the opinion of the Companys legal advisors, all these aspects have already been settled in the STF and TRF court decisions favorably to OPP Química, or even in the STF full-bench precedents. For this reason, the special appeal referred to above poses only a remote risk of changes in the OPP Química-friendly decision, although the STF itself has revisited this matter on the merits in a similar lawsuit lodged by another taxpayer.
In light of those aspects referring to the extent of the agravo regimental, OPP Química posted these tax credits at R$ 1,030,125 in December 2002, which was offset by the Company with IPI itself and other federal tax debts. Such credits were used up in 1Q05.
During 2006 and 2007, the Federal Internal Revenue Department issued several infraction notices (autos de infração) against the Company solely to avoid forfeiture of the tax authorities right to dispute the use of tax credits until ten years before the filing of a lawsuit by the Company, also demanding the tax payments offset by the Company with the tax credits posted as from December 2002. Further, the Federal Internal Revenue Department rejected approximately 200 applications for offsetting of these credits with federal taxes payable by the Company. The Company disputed these rejections at administrative and judicial levels, and the likelihood of a favorable outcome for these disputes is viewed as probable by the Companys outside legal advisors.
21
The tax credits used up by the Company (updated at the SELIC benchmark rate until March 2008) come to R$ 2,542,592. Out of these credits, the sundry collection proceedings referred to above have reached R$ 2,297,048 to date, plus fines in the overall amount of R$ 731,042. The Companys outside legal advisors believe that such fines are undue by any means.
In a judgment session held on December 11, 2007, the STF First Panel granted the agravo regimental on the argument that the extraordinary appeal should be entertained by said Panel again, thus voiding the erstwhile STF ruling. Such STF
determination, containing the opinions and arguments of STF justices who took part in the judgment, has not been published to date.
Braskem is poised to appeal after such publication occurs.
All things considered, and in view of its belief that the new STF determination should be limited to procedural aspects only, Braskem (in reliance on the opinion of its legal advisors) still defends the final and conclusive nature of said decision allowing it to use IPI tax credits deriving from acquisition of raw materials that are either tax-exempt or else taxed at a zero rate. In addition, Braskem believes that the new STF judgment on the extraordinary appeal should focus only on the subject matter of the agravo regimental (which means that the STF should not longer deliberate on entitlement to IPI tax credits themselves, as discussions over such specific matter are precluded in this case).
Similar lawsuits have also been filed by the Company's branches located in the States of São Paulo, Bahia and Alagoas (Note 16(ii)).
(b) Value-added tax on sales and services (ICMS)
The Company and IPQ have accrued ICMS tax credits during the latest fiscal years, basically on account of taxation rate differences between incoming and outgoing inputs and products; domestic outgoing products under incentive (subject to deferred taxation); and export sales.
The managements of the Companya and IPQ have given priority to a number os actions aimed at optimal use of such credits and, currently, no losses are expected from realization of those credits. These actions comprise, among others:
Obtaining from the Rio Grande do Sul state authorities an authorization for transfer of these credits to third parties, backed by Agreement TSC 036 of 2006 (published in the Official Gazette on October 19, 2006.
Obtaining from the Bahia state authorities the extension from 40% to 60% in the tax base of ICMS levied on imported petrochemical naphtha, as per article 347, paragraphs 9 and 10 of the Bahia State ICMS Regulations (Decree 9681 of 2005).
Increasing the ICMS tax base (from 40% to 100%) in connection with the sale of fuels to refiner, as per article 347 of the Bahia State ICMS Regulations.
22
Replacing the exports of co-products with domestic market transactions.
Starting feedstock imports under specific customs prerogatives, thus ensuring a lower generation of ICMS credits.
Considering the Companys and IPQs management projection over the term for realization of these credits, at March 31, 2008, the amount of R$ 815,190 (Dec/07 - R$ 865,086) was recorded as noncurrent assets.
(c) ILL
Subsidiary Copesul applied to the Federal Internal Revenue Department for refund of Tax on Net Income (ILL) paid from 1989 to 1991, as this tax was considered unconstitutional under the Federal Senate Resolution 82 of November 22, 1996.
In December 2002, Copesul posted such credits as accumulated profits, as the outside counsel held that likelihood of a favorable outcome was probable, given the existence of the aforesaid Federal Senate Resolution.
10 Deposits in court and compulsory loan
Parent company | Consolidated | |||||||
Mar/08 | Dec/07 | Mar/08 | Dec/07 | |||||
Deposits in court | ||||||||
Tax contingency | 55,656 | 54,862 | 67,339 | 63,626 | ||||
Labor and other claims | 22,536 | 22,589 | 25,452 | 23,597 | ||||
Compulsory loan | ||||||||
Eletrobras | 18,980 | 18,980 | 20,463 | 20,431 | ||||
97,172 | 96,431 | 113,254 | 107,654 | |||||
23
11 Investments Parent Company
(a) Information on investments
Interest in total capital (%) Mar/08 |
Adjusted net income (loss) for the period |
Adjusted shareholders equity (negative equity) |
||||||||
Mar/08 | Mar/07 | Mar/08 | Dec/07 | |||||||
Subsidiaries | ||||||||||
Braskem America | 100.00 | 847 | (135) | 5,615 | 4,829 | |||||
Braskem Argentina | 98.00 | 28 | (778) | 373 | 351 | |||||
Braskem Distribuidora | 100.00 | 207 | (5,316) | 89,224 | 89,017 | |||||
Braskem Europa | 100.00 | 123 | 111 | 13,268 | 9,813 | |||||
Braskem Inc. | 100.00 | 10,620 | 2,562 | 44,604 | 34,414 | |||||
Braskem Participações | 100.00 | (1) | (288) | 16,022 | 16,023 | |||||
CINAL | 100.00 | 953 | 3 | 26,880 | 25,928 | |||||
Copesul | 39.19 | 60,384 | 1,310,931 | 1,250,505 | ||||||
Ipiranga Química | 60.00 | 60,245 | 878,509 | |||||||
Politeno | (158) | |||||||||
Politeno Empreendimentos | 100.00 | 291 | (36) | 15,732 | 15,441 | |||||
Tegal | 184 | |||||||||
Jointly-controlled entities | ||||||||||
CETREL | 49.75 | 4,510 | 5,773 | 134,365 | 127,702 | |||||
CODEVERDE | 35.53 | 45,345 | 45,345 | |||||||
Copesul | 192,998 | |||||||||
Petroflex | 12,984 | 375,547 | ||||||||
Petroquímica Paulínia | 60.00 | 241,823 | 241,823 | |||||||
RPI | 33.33 | (13,659) | (44,909) | |||||||
Associated companies | ||||||||||
Borealis | 20.00 | 3,937 | 1,507 | 106,431 | 119,267 | |||||
Sansuy (i) | 20.00 | (7) | (396) | 2,039 | 2,046 | |||||
Information on investments of subsidiaries | ||||||||||
Braskem Distribuidora | ||||||||||
Braskem Argentina | 2.00 | 28 | (778) | 373 | 351 | |||||
Braskem Importação | 100.00 | 34 | 60 | 60 | ||||||
Braskem Inc | ||||||||||
Lantana | 100.00 | (3,201) | (1,856) | 12,149 | 15,544 | |||||
CINAL | ||||||||||
CETREL | 4.65 | 4,510 | 5,773 | 134,365 | 127,702 |
(i) Shareholders equity and loss for the period determined until January 2008.
24
(b) Investment changes in subsidiaries, jointly-controlled entities and associated companies
Equity in net Income of subsiaries and associated companies |
|||||||||||||||||||
Balance at | Acquisition of | Capital | Recording | Amortization | Exchange | Balance at | |||||||||||||
01/01/2008 | investment | increase | Dividends | goodwill | goodwill | variation | Other | 03/31/2008 | |||||||||||
Subsidiaries and | |||||||||||||||||||
jointly controlled entities | |||||||||||||||||||
Braskem America | 4,829 | 847 | (61) | 5,615 | |||||||||||||||
Braskem Argentina | 344 | 28 | (6) | 366 | |||||||||||||||
Braskem Distribuidora | 89,017 | 207 | 89,224 | ||||||||||||||||
Braskem Europa | 9,813 | 2,686 | 123 | 646 | 13,268 | ||||||||||||||
Braskem Inc | 34,414 | 10,620 | (430) | 44,604 | |||||||||||||||
Braskem Participações | 16,023 | (1) | 16,022 | ||||||||||||||||
Cetrel | 74,373 | 2,247 | (399) | 892 | 77,113 | ||||||||||||||
CINAL | 17,197 | 953 | 18,150 | ||||||||||||||||
Copesul (i) | 607,592 | 21,028 | (8,070) | 15 | 620,565 | ||||||||||||||
Ipiranga Química (ii) | 534,957 | (7,852) | 1,062,019 | (35,852) | 1,553,272 | ||||||||||||||
Petroquímica Paulínia | 145,094 | 145,094 | |||||||||||||||||
Politeno Empreendimentos | 15,441 | 291 | 15,732 | ||||||||||||||||
Other | 6,893 | 30 | 6,923 | ||||||||||||||||
Associated companies | |||||||||||||||||||
Borealis | 23.853 | (3,000) | 786 | (355) | 21,284 | ||||||||||||||
Total investments | 1,044,883 | 534,957 | 2,686 | (3,000) | 29,277 | 1,062,019 | (44,321) | 149 | 582 | 2,627,232 | |||||||||
(i) Equity in the earnings of Copesul includes the effect of the exclusion of unrealized profits from products purchased from that subsidiary, still held in Braskems inventories, of R$ 2,635.
(ii) Note 11 (c).
Goodwill (negative goodwill) underlying investments
Mar/08 | Dec/07 | ||||||||||||
Ipiranga | |||||||||||||
CETREL (i) | Cinal | Copesul (ii) | Química (iii) | Other | Total | Total | |||||||
Goodwill amount | 15,990 | 309,121 | 1,062,019 | 10,245 | 1,397,375 | 949,309 | |||||||
(-) Accumulated amortization | (5,727) | (190,692) | (35,852) | (191) | (232,462) | (419,664) | |||||||
Transfer through merger | (371,066) | ||||||||||||
Negative goodwill amount | (8,730) | (1,522) | (10,252) | (10,846) | |||||||||
Goodwill (negative goodwill), net | 10,263 | (8,730) | 118,429 | 1,026,167 | 8,532 | 1,154,661 | 147,733 | ||||||
(i) Goodwill based on the appreciation of property, plant and equipment, and amortized up to 2015.
(ii) Goodwill based on future profitability, amortized up to 2011.
(iii) Goodwill based in appreciation of property, plant and equipment and future profitability, amortized up to 2027 and 2017, respectively.
In the consolidated Quarterly Financial Information, goodwill is stated in property, plant and equipment or deferred charges, while negative goodwill is stated in deferred income, in accordance with CVM Instruction 247/96.
(c) Advance for acquisition of investments
In December 2007, this line comprises expenses with the acquisition of the Ipiranga Group petrochemical assets, as mentioned in Note 1(b).
25
In addition to the amount of R$ 1,489,129 (Note 1 b)), intended for the purchase of shares, the Company considered as part of the investment cost those expenses directly relating to the process, amounting to R$ 33,117. Considering all disbursements made, the Company recorded goodwill of R$ 1,062,019, based on future profitability and appreciation of property, plant and equipment.
After the transfer of shares in February 2008, the amounts disbursement under the transaction, plus equity in net income of subsidiaries and associated companies and amortization of estimated goodwill, were reclassified to Investments in subsidiaries, including:
R$ | ||
Acquisition cost | 460,227 | |
Equity in net income of subsidiaries and associated companies determined from | ||
April to December 2007 | 30,732 | |
Equity in net income of subsidiaries and associated companies determined in | 43,998 | |
January and February 2008 | ||
534,957 | ||
Goodwill determined on the transaction | 1,062,019 | |
1,062,019 | ||
Amortization of goodwill between April and December 2007 | (22,919) | |
Amortization of goodwill in January and February 2008 | (8,605) | |
(31,524) | ||
Balance of Advances for acquisition of investment on February 28, 2008 | ||
transferred to Investments in subsidiaries | 1,565,452 | |
26
12 Property, Plant and Equipment and Intangible Assets
Parent company
Average | ||||||||||
annual | ||||||||||
Mar/08 | Dec/07 | depreciation/ | ||||||||
Accumulated | amortization | |||||||||
depreciation/ | rates | |||||||||
Cost | amortization | Net | Net | (%) | ||||||
Property, plant and equipment | ||||||||||
Land | 26,221 | 26,221 | 26,221 | |||||||
Buildings and improvements | 1,010,667 | (473,131) | 537,536 | 543,635 | 2.7 | |||||
Machinery, equipment and facilities | 8,613,697 | (4,083,450) | 4,530,247 | 4,567,090 | 5.9 | |||||
Mines and wells | 10,491 | (4,794) | 5,697 | 3,912 | 10.6 | |||||
Furniture and fixtures | 66,271 | (41,432) | 24,839 | 24,318 | 9.9 | |||||
IT equipment | 85,933 | (65,392) | 20,541 | 21,496 | 20.0 | |||||
Maintenance stoppages in progress | 96,146 | 96,146 | 75,566 | |||||||
Projects in progress | 1,004,305 | 1,004,305 | 971,996 | |||||||
Capitalized interest on projects in progress | 25,607 | 25,607 | 47,231 | |||||||
Other | 178,121 | (65,223) | 112,898 | 110,220 | 16.0 | |||||
11,117,459 | (4,733,422) | 6,384,037 | 6,391,685 | |||||||
Intangible assets | ||||||||||
Trademarks and patents | 512 | (506) | 6 | 6 | 9.6 | |||||
Technology | 25,325 | (17,267) | 8,058 | 8,853 | 12.3 | |||||
Software and rights of use | 236,575 | (74,307) | 162,268 | 150,363 | 19.8 | |||||
262,412 | (92,080) | 170,332 | 159,222 | |||||||
At March 31, 2008, property, plant and equipment includes the appreciation, in the form of goodwill arising from the merger of subsidiaries, in the net amount of R$ 751,268 (Dec/07 R$ 765,747).
27
Consolidated
Average | ||||||||||
annual | ||||||||||
Mar/08 | Dec/07 | depreciation/ | ||||||||
Accumulated | amortization | |||||||||
depreciation/ | rates | |||||||||
Cost | amortization | Net | Net | (%) | ||||||
Property, plant and equipment | ||||||||||
Land | 74,438 | 74,438 | 74,977 | |||||||
Buildings and improvements | 1,321,914 | (595,828) | 726,086 | 730,671 | 2.8 | |||||
Machinery, equipment and facilities | 13,913,976 | (7,488,852) | 6,425,124 | 5,614,187 | 6.8 | |||||
Mines and wells | 11,561 | (5,577) | 5,984 | 4,220 | 10.6 | |||||
Furniture and fixture | 81,679 | (51,642) | 30,037 | 29,000 | 10.0 | |||||
IT equipment | 143,722 | (105,970) | 37,752 | 39,366 | 17.2 | |||||
Maintenance stoppages in progress | 136,122 | 136,122 | 95,502 | |||||||
Projects in progress | 1,700,403 | 1,700,403 | 1,599,305 | |||||||
Capitalized interest on projects in progress | 39,480 | 39,480 | 57,952 | |||||||
Other | 325,931 | (138,785) | 187,146 | 158,899 | 15.6 | |||||
17,749,226 | (8,386,654) | 9,362,572 | 8,404,079 | |||||||
Intangible assets | ||||||||||
Trademarks and patents | 607 | (575) | 32 | 34 | 10.0 | |||||
Technology | 32,724 | (22,089) | 10,635 | 9,496 | 11.8 | |||||
Software and rights of use | 249,889 | (75,385) | 174,504 | 162,888 | 19.7 | |||||
283,220 | (98,049) | 185,171 | 172,418 | |||||||
At March 31, 2008, consolidated property, plant and equipment includes, besides appreciation from merger of subsidiaries, the goodwill on the purchase of the Ipiranga Group petrochemical assets (Note 11(b)).
Projects in progress relate to expenditures incurred for the implementation of Petroquímica Paulínia, as well as capacity expansion projects in industrial units, operating improvements to increase the economic useful lives of machinery and equipment, excellence projects in the areas of maintenance and production, and health and technology programs.
28
13 Deferred Charges
Parent company
Mar/08 | Dec/07 | Average annual amortization rates (%) | ||||||||
Accumulated | ||||||||||
Cost | amortization | Net | Net | |||||||
Organization expenses | 223,843 | (154,251) | 69,592 | 85,230 | 17.9 | |||||
Expenditures for structured transactions | 244,960 | (157,494) | 87,466 | 96,241 | 14.7 | |||||
Goodwill on merged investments (i) | 1,950,751 | (862,131) | 1,088,620 | 1,154,291 | 11.3 | |||||
Pre-operating and other expenses | 72,559 | (36,440) | 36,119 | 37,748 | 9.8 | |||||
2,492,113 | (1,210,316) | 1,281,797 | 1,373,510 | |||||||
Consolidated
Mar/08 | Dec/07 | Average | ||||||||
annual | ||||||||||
amortization | ||||||||||
Accumulated | rates | |||||||||
Cost | amortization | Net | Net | (%) | ||||||
Organization expenses | 278,360 | (199,369) | 78,991 | 108,729 | 17.2 | |||||
Expenditures for structured transactions | 277,520 | (186,261) | 91,259 | 101,183 | 14.7 | |||||
Goodwill on merged/ consolidated investments (i) | 3,517,503 | (1,088,819) | 2,428,684 | 2,404,754 | 10.6 | |||||
Pre-operating and other expenses | 218,842 | (156,520) | 62,322 | 72,264 | 13.4 | |||||
4,292,225 | (1,630,969) | 2,661,256 | 2,686,930 | |||||||
(i) Goodwill on merged or consolidated investments is based on future profitability and amortized in up to 10 years, according to appraisal reports issued by independent experts. The recording of this goodwill in deferred charges is in compliance with CVM Instruction 319/99.
29
14 Loans and Financing
Parent co. | ||||||||
Annual financial charges | Mar/08 | Dec/07 | ||||||
Foreign currency | ||||||||
Eurobonds | Note 14(a) | 1,827,161 | 1,845,627 | |||||
Advances on exchange contracts | Mar/08 | US$ exchange variation + average interest of 4.91% | 186 | |||||
Dec/07 | US$ exchange variation + average interest of 5.45% | 1,293 | ||||||
Export prepayments | Note 14(b) | 1,380,181 | 1,137,960 | |||||
Medium - Term Notes | US$ exchange variation + interest of 11.95% | 615,607 | 632,567 | |||||
Raw material financing | Dec/07 | YEN exchange variation + fixed interest of 6.70% | 383 | |||||
Mar/08 | US$ exchange variation + average interest of 6.75% | 17,803 | ||||||
Dec/07 | US$ exchange variation + average interest of 6.76% | 18,293 | ||||||
Mar/08 | EUR exchange variation + average interest of 4.77% | 796 | ||||||
Dec/07 | EUR exchange variation + average interest of 4.68% | 1,671 | ||||||
BNDES | Mar/08 | Average fixed interest of 9.39% + post-fixed restatement (UMBNDES) | 28,216 | |||||
Mar/08 | US$ exchange variation + interest of 7.06% | 3,583 | ||||||
Dec/07 | Average fixed interest of 9.97% + post-fixed restatement (UMBNDES) | 30,370 | ||||||
Working capital | Mar/08 | US$ exchange variation + average interest of 7.66% | 679,066 | |||||
Dec/07 | US$ exchange variation + average interest of 7.94% | 366,906 | ||||||
Local currency | ||||||||
BNDES | Mar/08 | Average fixed interest of 3.57% +TJLP | 325,493 | |||||
Dec/07 | Average fixed interest of 3.78% +TJLP | 301,057 | ||||||
BNB | Fixed interest of 9.78% | 152,709 | 156,351 | |||||
FINEP | TJLP | 60,555 | 64,302 | |||||
Project financing (NEXI) | YEN exchange variation + interest of 0.95% above TIBOR | 221,315 | 231,190 | |||||
Total | 5,312,671 | 4,787,970 | ||||||
Current liabilities | (688,138) | (416,577) | ||||||
Long-term liabilities | 4,624,533 | 4,371,393 | ||||||
30
Consolidated | ||||||||
Annual financial charges | Mar/08 | Dec/07 | ||||||
Foreign currency | ||||||||
Eurobonds | Note 14(a) | 1,378,900 | 1,401,196 | |||||
Advances on exchange contracts | Mar/08 | US$ exchange variation + average interest of 5.43% | 12,983 | |||||
Dec/07 | US$ exchange variation + average interest of 5.65% | 28,251 | ||||||
Export prepayment | Note 14(b) | 1,844,815 | 1,623,294 | |||||
Medium - Term Notes | US$ exchange variation + interest of 11.95% | 615,607 | 632,567 | |||||
Raw material financing | Dec/07 | YEN exchange variation + fixed interest of 6.70% | 383 | |||||
Mar/08 | US$ exchange variation + average interest of 6.66% | 17,803 | ||||||
Dec/07 | US$ exchange variation + average interest of 6.76% | 18,292 | ||||||
Mar/08 | EUR exchange variation + average interest of 4.65% | 796 | ||||||
Dec/07 | EUR exchange variation + average interest of 4.68% | 1,671 | ||||||
Permanent asset financing | Mar/08 | US$ exchange variation + LIBOR 0.35% | 2,109,019 | |||||
Mar/08 | US$ exchange variation + LIBOR 1.60% | 36,731 | ||||||
Dec/07 | US$ exchange variation + 1.60% annual LIBOR | 37,874 | ||||||
Dec/07 | US$ exchange variation + 0.35% four-month LIBOR | 1,701,848 | ||||||
BNDES | Mar/08 | Average fixed interest of 9.39% + post-fixed restatement (UMBNDES) | 28,216 | |||||
Mar/08 | US$ exchange variation + average interest of 9.03% | 47,168 | ||||||
Dec/07 | Average fixed interest of 9.70% + post-fixed restatement (UMBNDES) | 44,831 | ||||||
Working capital | Mar/08 | US$ exchange variation + average interest of 7.66% | 679,066 | |||||
Dec/07 | US$ exchange variation + average interest of 7.83% | 388,197 | ||||||
Local currency | ||||||||
Working capital | Mar/08 | Average fixed interest of 86,48% of CDI | 155,031 | |||||
Dec/07 | Average fixed interest of 102% of CDI | 128,852 | ||||||
FINAME | Mar/08 | Average interest of 3.25% + TJLP | 23,386 | |||||
Dec/07 | Average interest of 4.44% + TJLP | 7,008 | ||||||
BNDES | Mar/08 | Average fixed interest of 3.35% +TJLP | 708,512 | |||||
Dec/07 | Average fixed interest of 3.45%+TJLP | 667,465 | ||||||
BNB | Mar/08 | Fixed interest of 9.87%. | 161,597 | |||||
Dec/07 | Fixed interest of 9.88%. | 165,854 | ||||||
FINEP | Post-fixed restatement (TJLP) | 60,555 | 64,301 | |||||
Project financing (NEXI) | YEN exchange variation + interest of 0.95% above TIBOR | 221,315 | 231,190 | |||||
Compror | Mar/08 | Average fixed interest of 104.51% of CDI | 352,893 | |||||
Dec/07 | Average interest of 11.55% | 327,224 | ||||||
Total | 8,454,393 | 7,470,298 | ||||||
Current liabilities | (1,278,419) | (1,068,351) | ||||||
Long-term liabilities | 7,175,974 | 6,401,947 | ||||||
UMBNDES = BNDES monetary unit.
31
(a) Eurobonds
Composition of transactions:
Parent company | Consolidated | |||||||||||||
Issue | ||||||||||||||
amount | ||||||||||||||
Issue | US$ | Interest | Mar/08 | Dec/07 | Mar/08 | Dec/07 | ||||||||
date | thousand | Maturity | (% p.a.) | |||||||||||
Jun/1997 | 150,000 | Jun/2024 | 8.25 | 268,077 | 265,999 | |||||||||
Jul/1997 | 250,000 | Jun/2015 | 9.38 | 450,826 | 446,169 | 270,642 | 267,737 | |||||||
Jun/2005 | 150,000 | None | 9.75 | 263,421 | 266,764 | 263,421 | 266,764 | |||||||
Apr/2006 | 200,000 | None | 9.00 | 356,017 | 360,536 | 356,017 | 360,536 | |||||||
Sep/2006 | 275,000 | Jan/2017 | 8.00 | 488,820 | 506,159 | 488,820 | 506,159 | |||||||
1,827,161 | 1,845,627 | 1,378,900 | 1,401,196 | |||||||||||
(b) Export prepayment
In April 2007, aiming at restructuring its indebtedness, the Company settled in advance the prepayment agreement in the amount of US$ 200,000 thousand, with stated maturity in June 2009, by obtaining a new prepayment in the amount of US$ 150,000 thousand, maturing in April 2014.
Composition of transactions:
Parent company | Consolidated | |||||||||||||
Initial amount | ||||||||||||||
US$ | ||||||||||||||
Date | thousand | Settlementdate | Charges (% p.a) | Mar/08 | Dec/07 | Mar/08 | Dec/07 | |||||||
Fev/2008 | 150,000 | Feb/2009 | US$ exchange variation + average interest of 3 94 | 263,376 | 263,376 | |||||||||
Oct/2007 | 150,000 | Oct/2014 | 1.50 + four-month Libor | 264,869 | 269,076 | |||||||||
Oct/2007 | 315,525 | Oct/2009 | US$ exchange variation + 0.35 four-month Libor | 549,437 | 562,339 | |||||||||
Apr/2007 | 150,000 | Apr/2014 | US$ exchange variation + average interest of 5 94 | 270,065 | 269,612 | 270,066 | 269,612 | |||||||
Apr/2007 | 330,000 | Apr/2009 | 0.35 + three-month Libor | 581,871 | 591,946 | |||||||||
Jul/2006 | 399,583 | Feb/2013 | US$ exchange variation + 1.44 6-month Libor | 708,645 | 727,683 | |||||||||
May/2006 | 10,000 | May/2009 | US$ exchange variation + 0.70 6-month Libor | 17,867 | 17,848 | |||||||||
May/2006 | 20,000 | Jan/2010 | US$ exchange variation + 0.56 annual Libor | 35,424 | 37,524 | |||||||||
May/2006 | 392 | Jun/2008 | US$ exchange variation + average interest of 5 41 | 962 | ||||||||||
Jan/2005 | 4,143 | Jan/2008 | 1.55 + 3-month Libor | 7,326 | 7,326 | |||||||||
1,380,181 | 1,137,960 | 1,844,815 | 1,623,294 | |||||||||||
32
(c) Project financing
In March and September 2005, the Company obtained loans in Japanese currency from Nippon Export and Investment Insurance ("NEXI"), in the amount of YEN 5,256,500 thousand -R$ 136,496, and YEN 6,628,200 thousand - R$ 141,529, respectively. The principal is payable in 11 installments as from March 2007, with final maturity in June 2012.
As part of its risk management policy (Note 21), the Company entered into a swap contract in the total amount of these loans, which, in effect, change the annual interest rate to 101.59% of CDI for the tranche drawn down in March, and 104.29% and 103.98% of CDI for the tranches drawn down in September 2005. The swap contract was signed with a leading foreign bank and its maturity, currencies, rates and amounts are perfectly matched to the financing contracts. The effect of this swap contract is recorded in financial results, under monetary variation of financing (Note 22).
(d) Repayment and guarantee schedule
Long-term loans mature as follows:
Parent company | Consolidated | |||||||
Mar/08 | Dec/07 | Mar/08 | Dec/07 | |||||
2009 | 721,952 | 772,409 | 2,499,516 | 2,593,682 | ||||
2010 | 190,424 | 181,674 | 907,911 | 378,680 | ||||
2011 | 151,953 | 143,362 | 323,934 | 304,609 | ||||
2012 | 65,664 | 57,698 | 347,297 | 329,059 | ||||
2013 and thereafter | 3,494,540 | 3,216,250 | 3,097,316 | 2,795,917 | ||||
4,624,533 | 4,371,393 | 7,175,974 | 6,401,947 | |||||
(e) Investment financing
In April 2007, the negotiation for raising up to US$1.2 billion under a bridge loan was completed, in order to finance the acquisition of the Ipiranga Group petrochemical assets and delist Copesul. Up to March 31, 2008, the amounts drawdown by the Company, plus charges, totals R$ 846,740 and is stated as Export prepayment (Note 14 (b)). On a consolidated basis, this amount, including the amount drawdown by subsidiary EDSP58, is shown as Permanent asset financing and totals R$ 2,109,019.
33
(f) Guarantees
The Company and its subsidiaries Copesul and IPQ have provided securities for short- and long-term financing, as stated below:
Parent company
Total | Loan | |||||||
Maturity | guaranteed | amount | Guarantees | |||||
BNB | Jan/2016 | 152,709 | 152,709 | Mortgage, machinery & equipment | ||||
BNDES | Nov/2012 | 357,292 | 357,292 | Mortgage, machineryh & equipment | ||||
NEXI | Mar/2012 | 162,782 | 221,315 | Insurance policy | ||||
FINEP | Mar/2012 | 60,555 | 60,555 | Mortgage of industrial plant | ||||
Prepayments | Apr/2014 | 533,442 | 1,380,181 | Promissory notes | ||||
Other institutions | Nov/2007 to Dec/2012 |
18,599 | 697,851 | Promissory notes | ||||
Total | 1,285,379 | 2,869,903 | ||||||
Copesul
Total | Loan | |||||||
Maturity | guaranteed | amount | Garantias | |||||
Prepayments | Jan/2010 | 53,333 | 53,333 | Promissory note | ||||
BNDES | Jan/2014 | 178,941 | 178,941 | Mortgage, machinery & equipment | ||||
BRDE | Jul/2009 | 4,809 | 4,809 | Fiinanced equipment | ||||
Related parties | Feb/2010 | 1,373,539 | 1,373,539 | |||||
Working capital financing | Feb/2010 | 154,599 | 154,599 | Export Credit Note | ||||
Total | 1,765,221 | 1,765,221 | ||||||
Copesul has secondary obligations with financial institutions, where it is guarantor of vendor transactions carried out by Petroflex, in the amount of R$ 8,862. No losses are anticipated from these obligations.
IPQ
Total | Loan | |||||||
Maturity | guaranteed | amount | Guarantees | |||||
Banco Santander do Brasil S/A | Jun/2013 | 167,780 | 167,780 | Copesul shares | ||||
Banco Bradesco S/A | Jul/2014 | 132,084 | 132,084 | Copesul shares | ||||
Banco Bradesco S/A | Jun/2008 | 11,243 | 11,243 | Shareholder endorsement | ||||
Total | 311,107 | 311,107 | ||||||
In December 2006, the Company and Petroquisa entered into a support agreement with BNDES, whereby they undertook to provide, in proportion to their respective interests in the capital of Petroquímica Paulínia, those funds required to cover any insufficiencies arising from default by that jointly-controlled entity. In this connection, the Company may be required to disburse to Petroquímica Paulínia the maximum amount of R$ 339,720, as capital contribution or loan.
34
(g) Capitalized interest
The Company and its subsidiaries adopt the accounting practice of capitalizing interest on financing during the period of asset construction. The Company policy is to apply the weighted average financial charge rate on the debt to the balance of projects in progress. This amount is limited to the amount of charges incurred in the period.
The average rate used during the period was -4.32% p.a. (1st quarter of 2007 7.00% p.a.) and the amounts capitalized are stated below:
Parent company | Consolidated | |||||||
Mar/08 | Mar/07 | Mar/08 | Mar/07 | |||||
Gross financial charges | 86,701 | 51,321 | 75,218 | 85,893 | ||||
(-) Capitalized interest | 17,827 | (21,601) | 24,565 | (21,601) | ||||
Net financial charges | 104,528 | 29,720 | 99,783 | 64,292 | ||||
(h) Loan covenants
Certain loan agreements entered into by the Company establish limits for a number or ratios relating to the ability to incur debts and pay interest. The ratios are as follows:
(*) EBITDA Earnings before interest, tax, depreciation and amortization
(**) EBITDA Earnings before financial results and shareholdings plus depreciation, amortization, dividends and interest on shareholders equity received from unconsolidated companies.
The above covenants are calculated on a consolidated basis for the past 12 months on a quarterly basis. Penalty for noncompliance is the potential acceleration of the debt. All commitments have been accomplished by the Company.
35
15 Debentures
Composition of transactions:
Parent company | Consolidated | |||||||||||||||
Unit | ||||||||||||||||
Issue | value | Maturity | Remuneration | Remuneration payment | Mar/08 | Dec/07 | Mar/08 | Dec/07 | ||||||||
13th (i) | R$ 10 | Jun/2010 | 104.1% of CDI | Biannually as from Dec/2005 | 310,745 | 302,622 | 310,745 | 302,622 | ||||||||
14 th (i) | R$ 10 | Sep/2011 | 103.5% of CDI | Biannually as fromMar/2007 | 504,340 | 517,852 | 504,340 | 517,852 | ||||||||
(ii) | R$ 1 | Jun/2008 | 100.0% of CDI | Upon maturity | 93,734 | 91,158 | ||||||||||
815,085 | 820,474 | 908,819 | 911,632 | |||||||||||||
(i) Public issue of non-convertible Company debentures.
(ii) Issued by subsidiary Ipiranga Química.
16 Taxes and Contributions Payable Noncurrent Liabilities
Parent company | Consolidated | |||||||||
Mar/08 | Dec/07 | Mar/08 | Dec/07 | |||||||
IPI credits offset | ||||||||||
IPI export credit | (i) | 697,235 | 687,826 | 697,235 | 687,826 | |||||
IPI zero rate | (ii) | 314,544 | 309,358 | 314,544 | 309,358 | |||||
IPI consumption materials and property, plant and equipment | 43,043 | 42,529 | 43,043 | 42,529 | ||||||
Other taxes and contributions payable | ||||||||||
PIS /COFINS - Law 9718/98 | (iii) | 52,310 | 46,594 | 56,258 | 50,581 | |||||
Education contribution, SAT and INSS | 43,037 | 38,565 | 43,037 | 38,577 | ||||||
PAES-Law 10684 | (iv) | 28,403 | 30,042 | 34,487 | 36,412 | |||||
Other | 20,125 | 19,995 | 60,055 | 59,160 | ||||||
(-) Deposits in court | (67,231) | (69,799) | (73,218) | (78,627) | ||||||
1,131,466 | 1,105,110 | 1,175,441 | 1,145,816 | |||||||
The Company and its subsidiaries have brought suit against some recent changes in tax laws, and the updated disputed values are duly provisioned for. No contingent assets are recorded by the Company and its subsidiaries in this regard.
(i) Excise tax (IPI) - Tax Credit on Exports (Crédito-prêmio)
The Company by itself and through merged companies challenges the term of effectiveness of the IPI tax credit (crédito-prêmio) introduced by Decree-law 491 of 1969 as an incentive to manufactured product exports. Lower courts have granted most lawsuits to that end, but such favorable decisions may still be appealed
36
In hearing the appeal lodged by another taxpayer seeking court recognition of its entitlement to use such tax benefit until present, the Superior Court of Justice (STJ) upheld its rejection to such prospective use and affirmed that the aforementioned tax benefit expired in 1990. When the STJ completes its judgment, the STF will revisit the right to use those tax credits after 1990, based on application of Temporary Constitutional Provisions Act (ADCT) 41.
According to its legal advisors, the Company stands reasonably possible chances of success in these suits.
(ii) Excise tax (IPI) Zero rate
Merged companies OPP Química, Trikem and Polialden have filed lawsuits claiming IPI tax credits from the acquisition of raw materials and inputs that are exempt, non-taxed or taxed at a zero rate. Lower courts have granted most lawsuits to that end.
In a decision rendered in February 2007 on a case unrelated to the Company, the STF found against the right to offset zero-rate IPI credits by a tight majority (6 vs 5). In June 2007, the STF Full Bench ruled, by majority opinion, that prospective-only effects could not be given to an STF decision that later reversed an erstwhile taxpayer-friendly determination made by the STF Full Bench itself. This ruling had a negative bearing on judgment of the cases involving merged companies OPP Química and Trikem in Bahia, leading to payments in the amount of R$ 127,317 (August 2007). By the same token, a portion of the amount underlying the lawsuit involving merged company Polialden (R$ 99,641) was settled in October 2007. The outstanding value relating to such case will be challenged in court.
The Company still enjoys a favorable court decision on the lawsuit lodged by its merged company Trikem in Alagoas, allowing the Company to use these tax credits. The Company will have to pay out the offset sums when the court decision on this case is reversed. It should be stressed that all of these amounts have been provisioned for, which will avoid an adverse impact on the Companys results.
(iii) PIS/COFINS - Law 9718 of 1998
The Company by itself and through merged companies has brought a number of lawsuits to challenge the constitutionality of the changes in the PIS and COFINS tax bases deriving from Law 9718 of 1998.
In February 2006, the court decisions favorable to the Companys cases initiated in March 1999 became final and conclusive, giving rise to a positive impact of R$ 89,622 in income for the first quarter of that year.
As the STF Full Bench had definitively ruled, in November 2005, that the increase in PIS and COFINS tax basis under said law was unconstitutional, this matter became res judicata favorably to the Companys merged entities in several lawsuits.
37
Some of these lawsuits also challenged the escalation of COFINS tax rates from 2% to 3%. In the opinion of its legal advisors, the Company stands remote chances in this specific regard. This fact, coupled with the recent unfavorable determination from the STF, led the Company to file for voluntary dismissal of this claim in most suits and settle the debt in cash on December 15, 2006.
(iv) Special Installment Program - PAES Law 10684 of 2003
In August 2003, merged company Trikem opted to file for voluntary dismissal of its lawsuit against the COFINS rate increase from 2% to 3% under Law 9718 of 1998, thus qualifying for the more favorable payment conditions under the PAES program instituted by Federal Law 10684 of 2003. The amount due is being paid in 120 monthly installments. The outstanding debt is R$ 34,958 as of March 31, 2008, being R$ 6,555 in current liabilities and R$ 28,403 in noncurrent liabilities (December 2007 R$ 36,597, being R$ 6,555 in current liabilities and R$ 30,042 in noncurrent liabilities).
Even though the Company had met all legal requirements and payments were being made as and when due, the National Treasury Attorneys Office (PFN) disqualified the Company for PAES on two different occasions, and the Company obtained a court relief reinstating it to PAES in these two events. In reliance on the opinion of its legal advisors, Management believes that the Companys eligibility for these installment payments will be upheld as originally requested.
In July 2003, subsidiary IPQ also adhered to this type of financing, as a result of the cancellation of Offset Supporting Documents (DCC´s) arising from the acquisition of offset of third-party credits. At March 31, 2008, the amount outstanding is R$ 6,084 (Dec/2007 - R$ 6,370).
38
17 Income and Social Contribution Taxes
(a) Current income tax
Parent company | ||||
Mar/08 | Mar/07 | |||
Income (loss) before income taxes | 86,967 | 131,314 | ||
and minority shareholders | ||||
Income tax and social contribution expenses at the rate of 25% | (21,742) | (32,829) | ||
Income tax on equity in income of subsidiaries | 19,059 | 14,202 | ||
Other permanent differences | (800) | 2,383 | ||
Amortization of goodwill | 7,305 | (880) | ||
Taxes challenged in court | (31) | (33) | ||
Tax losses | 4,798 | 6,696 | ||
Provisions and other temporary differences | (19,510) | (4,781) | ||
Other | ||||
Income tax expense | (10,921) | (15,242) | ||
During the first quarter of 2008, there were no income tax exemption/abatement benefits. In the first quarter of 2007, these benefits amounted to R$ 10,711.
39
(b) Deferred income tax
(i) Composition of deferred income tax
In accordance with the provisions of CVM Deliberation 273/98, which approved the Institute of Independent Auditors of Brazil (IBRACON) standards on the accounting of income tax, supplemented by CVM Instruction 371/02, the Company has the following accounting balances of deferred income tax:
Composition of calculated deferred income tax: | Parent company | Consolidated | ||||||
Mar/08 | Dec/07 | Mar/08 | Dec/07 | |||||
Tax loss carryforward | 587,100 | 585,777 | 651,176 | 585,777 | ||||
Amortized goodwill on investment in merged companies | 578,214 | 614,939 | 578,214 | 614,939 | ||||
Temporarily non-deductible expenses | 486,687 | 423,624 | 568,124 | 625,988 | ||||
Potential calculation basis of deferred income tax | 1,652,001 | 1,624,340 | 1,797,514 | 1,826,704 | ||||
Potential deferred income tax (25%) | 413,000 | 406,085 | 449,379 | 456,676 | ||||
Unrecorded portion of deferred income tax | (2,813) | (2,880) | (2,813) | (2,880) | ||||
Deferred income tax - assets | 410,187 | 403,205 | 446,566 | 453,796 | ||||
Current assets | (36,725) | (36,725) | (62,763) | (61,842) | ||||
Noncurrent assets | 373,462 | 366,480 | 383,803 | 391,954 | ||||
Changes: | ||||||||
At beginning of the year | 403,205 | 380,662 | 453,796 | 393,165 | ||||
Subsidiary balances merged | 8,612 | 8,612 | ||||||
Ipiranga consolidated balance | 102,341 | |||||||
Addition of deferred income tax on tax losses | 331 | (15,768) | 331 | (118,109) | ||||
Addition of income tax on amortized goodwill of merged companies | 85,757 | 85,757 | ||||||
Deferred income tax on amortized goodwill of merged companies | (9,114) | (31,917) | (9,114) | (31,917) | ||||
Deferred income tax on temporary provisions | 15,765 | (24,141) | 1,553 | 13,947 | ||||
At the end of the quarter | 410,187 | 403,205 | 446,566 | 453,796 | ||||
Deferred income tax liabilities: | ||||||||
At beginning of the year | (7,346) | (7,935) | (62,817) | (14,802) | ||||
Realization (addition) of deferred income tax | 148 | 589 | 2,655 | (48,015) | ||||
At the end of the quarter | (7,198) | (7,346) | (60,162) | (62,817) | ||||
Deferred income tax in statements of income | 7,130 | 14,520 | (4,575) | (98,337) | ||||
Deferred income tax assets arising from tax losses and temporary differences are recorded taking into account analyses of future tax profits, supported by studies prepared based on internal and external assumptions and current macroeconomic and business scenarios approved by Company's and its subsidiaries management.
(ii) Composition of deferred social contribution
40
The consolidated Quarterly Financial Information includes the following portions of deferred social contribution arising from subsidiaries IQ, IPQ and Copesul:
Balances | ||||
Mar/08 | Dec/07 | |||
Assets | 21,461 | 4,636 | ||
Liabilities | 20,986 | 10,982 |
Deferred CSL assets balances arise from non-deductible provisions and goodwill on the acquisition of investments. Liabilities balances arise from unrealized exchange variations and accelerated depreciation.
(c) Social Contribution on Income (CSL)
In view of the discussions over the constitutionality of Law 7689 of 1988, the Company and its merged companies OPP Química, Trikem and Polialden filed civil lawsuits against payment of CSL. The resulting court decision favorable to these companies became final and conclusive.
However, the Federal Government filed a suit on the judgment (ação rescisória) challenging the decisions on the lawsuits filed by the Company, Trikem and Polialden, on the argument that after the final decision favorable to those companies the Full Bench of STF declared the constitutionality of this tax except for 1988. As the Federal Government did not file a suit on the judgment in the case of OPP Química, the first final and conclusive decision remained in force.
The suit on the judgment is pending the STJ and STF review of a number of appeals concerning this specific matter. Even though the suit on the judgment and tax payments are still on hold, the Federal Internal Revenue Department has issued tax infraction notices against the Company and its merged companies, and administrative defenses have been filed against such notices.
Based on the opinion of its legal advisors (which stated the likelihood of a favorable outcome as reasonably possible), Management believes that the following is likely to occur: (i) the courts will eventually release the Company from paying this tax; and (ii) even if the suit on the judgment is held invalid, the effects of said judgment cannot retroact to the year of enactment of the law, the reason why the Company has created no provisions for this tax.
If retrospective collection is required by court order (contrary to the opinion of its legal advisors), the Company believes that the possibility of being imposed a fine is remote. Accordingly, the amount payable, restated for inflation and accruing Brazils SELIC benchmark rate, would be approximately R$ 825,000 (Dec/2007 - R$ 809,000), net of fine.
18 Tax Incentives
41
(a) Income tax
To 2011, the Company is entitled to reduce by 75% the income tax on the profit arising from the sale of basic petrochemical products and utilities produced at the Camaçari plant. The three polyethylene plants at Camaçari have the same right up to base years 2011, 2012 and 2016. The PVC plant at Camaçari also has this right up to base year 2013. The PVC plants in Alagoas and the PET plant at Camaçari are exempt from corporate income tax on the results of their industrial operations until 2008.
Productions of caustic soda, chloride, ethylene dichloride and caprolactam enjoy the benefit of the 75% decrease in the income tax rate up to 2012.
At the end of each fiscal year, in the case of taxable profit resulting from the benefited operations, the income tax amount is recorded as expense for the year and credited to a capital reserve account, which can only be used to increase the capital or loss compensation.
(b) Value-added tax on sales and services (ICMS)
The Company has ICMS tax incentives granted by the States of Rio Grande do Sul and Alagoas, through the Company Operation Fund - FUNDOPEM and State of Alagoas Integrated Development Program - PRODESIN, respectively. Such incentives are designed to foster the installation and expansion of industrial facilities in those States. The incentive is stated in income for the year, under Other operating income. The incentive determined for the quarter ended March 31, 2008 was R$ 5,885 (Mar/07 R$ 1,160).
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19 Shareholders Equity
(a) Capital
At March 31, 2007, the Companys subscribed and paid-in capital is R$ 4,640,947, represented by 432,837,611 shares, comprising 149,810,870 common, 282,223,675 Class A preferred, and 803,066 Class B preferred shares, with no par value. At the same date, the Companys authorized capital comprises 488,000,000 shares, of which 175,680,000 are common, 307,440,000 are Class A preferred, and 4,880,000 are Class B preferred shares.
(b) Rights attaching to shares
Preferred shares carry no voting rights, but qualify for a non-cumulative priority dividend at 6% per annum on their unit value, if profits are available for distribution. Only Class A preferred shares are on a par with common shares for entitlement to remaining profits; dividends are earmarked to common shares only after the priority dividend has been paid to preferred shares. Further, only Class A preferred shares rank equally with common shares in the distribution of shares resulting from capitalization of other reserves. Only Class A preferred shares are convertible into common shares, by resolution of the majority voting share at general meetings. Class B preferred shares may be converted into Class A preferred shares at a ratio of two Class B preferred shares to each Class A preferred share, upon written notice to the Company at any time (after expiration of the non-convertibility period prescribed in special legislation that authorized the issuance and payment of such shares by using tax incentive funds.
If the Company is wound up, Class A and B preferred shares are accorded priority treatment in repayment of capital.
The shareholders are entitled to a minimum compulsory dividend at 25% of the net profits at yearend, adjusted as per the Brazilian Corporation Law.
According to the Memorandums of Understanding for Execution of Shareholders Agreement, the Company is required to distribute dividends not lower than 50% of the yearend net profits, to the extent that the reserves necessary for its effective operation in the ordinary course of business are maintained at a sufficient level.
As agreed at the time of issuance of Medium-Term Notes (Note 14(c)), the payment of dividends or interest on equity is capped at twofold the minimum dividends accorded to preferred shares under the Companys bylaws.
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(c) Treasury shares
On February 19, 2008, a new share repurchase program was approved, with a 12-month term and approximate investment of R$ 252,000, for the repurchase of up to 19,862,411 class A preferred shares.
On March 6, 2008, the cancellation of 16,595,000 class A preferred shares of the Company was approved. These shares had been maintained in Treasury and recorded for at R$ 244,456. The amount was written-off from the profits for expansion reserve.
(e) Appropriation of net income
The Shareholders Annual Meeting held on March 26, 2008 approved the appropriation of net income for year 2007, totaling R$ 543,220, as follows: (i) R$ 278,457 as dividends for common, and classes A and B preferred shares, at the ratio of R$ 0.644 per share; (ii) R$ 27,161 to the legal reserve, and (iii) R$ 237,602 to the profits for expansion reserve.
20 Contingencies
(a) Collective Bargaining Agreement Section 4
The Petrochemical, Plastics, Chemicals and Related Industry Workers Union in the State of Bahia (SINDIQU¥MICA) and the Employers Association of the Petrochemical and Synthetic Resins Industries in the State of Bahia (SINPEQ) are disputing in court the validity of a wage and salary indexation clause contained in the collective bargaining agreement (convenção coletiva de trabalho), given the matter of public policy involved, namely, the adoption of an economic stabilization plan in 1990 that put a limit on wage adjustments. The Company ran plants in the region in 1990, and is a member of SINPEQ.
The employees labor union seeks retrospective adjustment of wages and salaries. In December 2002, the STF affirmed an erstwhile decision from the Superior Labor Court (TST), determining that economic policy legislation should prevail over collective bargaining agreements and, as such, no adjustment was due. In 2003, SINDIQU¥MICA appealed this decision by means of a motion for clarification, which was rejected by unanimous opinion on May 31, 2005.
On October 24, 2005, SINDIQU¥MICA filed a plea known as embargos de divergência, which was cognized by the higher courts. This plea was forwarded to the General Prosecutor Office of the Republic, which rendered an opinion fully favorable to SINPEQ in November 2006. Judgment on this appeal started on June 28, 2007, but was adjourned as one of the judges asked for further access to the case docket.
In reliance on the opinion of its legal advisors, Management believes that SINPEQ is likely to prevail in this suit and, as such, no amount was provisioned for.
44
(b) Offsetting of tax credits
From May through October 2000, merged companies OPP Química and Trikem offset their own federal tax debts with IPI tax credits (créditos-prêmio) assigned by an export trading company (Assignor). These offsetting procedures were recognized by the São Paulo tax officials (DERAT/SP) through offset supporting certificates (DCCs) issued in response to an injunctive relief entered in a motion for writ of mandamus (MS SP). Assignor also filed a motion for writ of mandamus against the Rio de Janeiro tax officials (DERAT/RJ) (MS RJ) for recovery of IPI tax credits and their use for offsetting with third-party tax debts, among others. The MS SP was dismissed without prejudice, confirming the Rio de Janeiro administrative and jurisdictional authority to rule on Assignors tax credits.
In June 2005, DERAT/SP issued ordinances (portarias) cancelling the DCCs. Based on said ordinances, the Federal Internal Revenue Department unit in Camaçari/BA sent collection letters to the Company. Notices of dispute were presented by the Company, but the administrative authorities declined to process them. As a result, past-due federal tax liabilities (dívida ativa) of R$ 276,620 were posted in December 2005 concerning the Companys tax debts originating from purportedly undue offsetting procedures.
Both Assignor and the Company commenced a number of judicial and administrative proceedings to defend the lawfulness and validity of those offsetting procedures, and the legal counsels to both companies labeled the likelihood of success in those cases as probable, mostly in light of the indisputable certainty and validity of those credits as confirmed in a specific audit conducted by DERAT/RJ.
On October 3, 2005, the Federal Supreme Court (STF) held the MS RJ favorably to Assignor in a final and conclusive manner, confirming Assignors definite right to use the IPI tax credits from all its exports and their availability for offsetting with third-party debts. As a result, the legal advisors to Assignor and to the Company believe that the offsetting procedures carried out by the merged companies and duly recognized by DERAT/SP are confirmed, and for this reason they also hold that the tax liabilities being imputed to the Company are not due. Despite the final and conclusive decision in MS RJ, the legal advisors to Assignor and to the Company, in addition to a jurist when inquired of his opinion on this specific issue, feel that the tax liabilities purportedly related to offsetting procedures carried out by the merged companies have become time-barred and, as such, can no longer be claimed by the tax authorities.
In January 2006, the Company was ordered to post bond in aid of execution of the tax claim referred to above; this bond was tendered in the form of an insurance policy.
The Companys legal advisors have labelled the likelihood of success in all claims listed above as probable; nevertheless, if the Company is eventually defeated in all those cases, it will be entitled to full recourse against Assignor concerning all amounts paid to the National Treasury, as per the assignment agreement executed in 2000.
45
(c) National Social Security Institute - INSS
The Company is party to several social security disputes in the administrative and judicial spheres, totalling approximately R$ 299,714 (updated by the SELIC rate) as of March 31, 2008.
In reliance on the legal advisors opinion that the Company stands good chances of success in these cases, Management believes that no sum is payable in connection with these notices and, as such, no amount was provisioned for.
(d) Other court disputes involving the Company and its subsidiaries
The Company figures as defendant in civil lawsuits filed by the controlling person of a former caustic soda distributor and by a carrier that rendered services to the latter, totalling R$ 27,926 as of March 31, 2008 (Dec/2007 R$ 27,507). Said plaintiffs seek redress of damages caused by the Companys alleged non-fulfilment of the distributor agreement. In reliance on the opinion of legal advisors sponsoring the Company in these lawsuits, Management believes that the cases are likely to be rejected, and for this reason the respective sums have not been provisioned for.
In the second quarter of 2005, the Chemical and Petrochemical Industry Workers Unions in Triunfo (RS) and Camaçari (BA) filed several lawsuits for recovery of unpaid overtime. The Company has presented its answers accordingly, and in reliance on the legal advisors opinion the Companys Management does not expect to be defeated.
Until July 2007, the Company acted as respondent in arbitration started by a shipping company and underway in the City of Rio de Janeiro. Braskem was eventually sentenced to pay R$10,363 for breach of the original contractual conditions, having disbursed said sum in August 2007.
As of March 31, 2008, the Company and its subsidiaries figured as defendants in 1,287 suits for damages and labor claims (already including those mentioned above), totalling approximately R$ 450,653. According to the opinion of legal advisors, most of these suits are likely to be found In favor of the Company. For the cases entailing a probable defeat, the Company has provided for R$ 22,128 (December 2007 R$ 25,005).
Further, in 1999, the Federal Internal Revenue Department (SRF) served notice on the controlled company Copesul charging a supposedly delinquent IRPJ and CSL tax for the 1994 base period, relating to monetary adjustment of balance sheet items and equity accounting results due to the accounting of dividends distributed by a controlled entity abroad. The updated dispute comes to R$ 21,308. An appeal lodged by the National Treasury at the Higher Tax Appeals Chamber (CSRF) is pending judgment. According to the legal advisors of Copesul, the likelihood of a favorable outcome for this case is reasonably possible.
46
21 Financial Instruments
(a) Risk management
Since the Company and its subsidiaries operate in the domestic and international markets, obtaining funds for its operations and investments, it is exposed to market risks mainly arising from changes in the foreign exchange and interest rates, and commodities.
The Companys policy to manage risks has been approved and reviewed by management. These rules prohibit speculative trading and selling short, and provide for the diversification of instruments and counterparties. Counterparties limits and creditworthiness are reassessed on a regular basis and set up in accordance with rules approved by management. Gains and losses on hedge transactions are taken to income on a monthly basis.
To cover the exposure to market risk, the Company utilizes various types of currency hedges, some involving the use of cash and others not. The most common types which use cash, as adopted by the Company and its subsidiaries are financial investments abroad (certificates of deposit, securities in U.S. dollars, investment funds, among other instruments) in U.S. dollars. The forms of currency hedge which do not involve the use of cash are swaps, forwards and options.
To hedge its exposure to exchange and interest risks arising from loan and financing agreements, the Company adopted the following methodology: hedging of the principal and interest falling due in the next 12 months in, at least (i) 60% of the debt linked to exports (trade finance), except for Advances on Exchange Contracts (ACCs) of up to six months and Advances on Export Contracts (ACEs); and (ii) 75% of the debt not linked to exports (non-trade finance).
(b) Exposure to foreign exchange risks
The Company and its subsidiaries have long-term loans and financing to finance their operations, including cash flow and project financing. Part of the long-term loans is linked to foreign currencies (Note 14).
(c) Exposure to interest rate risks
The Company and its subsidiaries are exposed to interest rate risks on their debt. The debt in foreign currency, bearing floating interest rates, is mainly subject to LIBOR variation, while the domestic debt, bearing floating interest rates, is mainly subject to fluctuations in the Long-term Interest Rate (TJLP) and the Interbank Deposit Certificate (CDI) rat.
(d) Exposure to commodities risks
The Company and its subsidiaries are exposed to fluctuations in the price of several petrochemical commodities, especially their main raw material, naphtha. Since the Company seeks to transfer to its own selling prices the effect of price changes in its raw material, arising from changes in the naphtha international quotation, part of its sales may be carried out under fixed-price contracts or contracts stating maximum and/or minimum fluctuation ranges. Such contracts are commercial agreements or derivative contracts relating to future sales.
47
(e) Exposure to credit risks
The operations that subject Braskem and its subsidiaries to concentration of credit risk are mainly bank accounts, financial investments and other accounts receivable, exposing Braskem to the risk of the financial institution involved. In order to manage the credit risk, the Company keeps its bank accounts and financial investments with large financial institutions.
In relation to customer credit risk, the Company protects itself by performing detailed analyses before granting credit and by obtaining real and personal guarantees, when necessary.
(f) Derivative instrument transactions
At March 31, 2008, the Company and its subsidiaries had the following derivative contracts:
Market value (i) |
||||||||||||
Parent company | Consolidated | |||||||||||
Description | Maturity | Nominal value | Mar/08 | Dec/07 | Mar/08 | Dec/07 | ||||||
Real + CDI / Yen + Tibor (swap) | Mar/2012 | R$ 136,000 | (33,185) | (45,462) | (33,185) | (45,462) | ||||||
Real + CDI / Yen + Tibor (swap) | Jun/2012 | R$ 143,000 | (25,347) | (31,251) | (25,347) | (31,251) | ||||||
Credit Default Swap | Jun/2015 | US$ 100,000 th. | 423 | 106 | ||||||||
Total Return Swap | Jun/2008 | US$ 260,000 th. | 20,504 | 34,664 | ||||||||
Swap Austrian Notes | Jan/2010 | R$ 259,622 | (38,759) | (19,201) | (38,759) | (19,201) | ||||||
Swap Austrian Notes | Jan/2011 | R$ 243,480 | (37,377) | (20,688) | (37,377) | (20,688) | ||||||
Swap Coupon vs Libor | Jul/2008 | US$ 150,000 th. | 532 | 216 | ||||||||
Swap EPP | Feb/2009 | US$ 150,000 th. | 6,623 | 6,623 |
(i)The market value represents the amount receivable (payable) should the transactions be settled on March 31.
To determine the estimated market value of financial instruments, the Company uses transaction quotations or public information available in the financial market, as well as valuation methodologies generally accepted and utilized by counterparties. These estimates do not necessarily guarantee that such operations could be realized in the market at the indicated amounts. The use of different market information and/or valuation methodologies could have a significant effect on the estimated market value.
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22 Financial income (expenses)
Parent company | Consolidated | |||||||
Mar/08 | Mar/07 | Mar/08 | Mar/07 | |||||
Financial income: | ||||||||
Interest income | 20,630 | 18,302 | 34,232 | 62,708 | ||||
Monetary variation on financial investments, related parties, | ||||||||
and accounts receivable | 6,993 | 28,126 | 8,662 | 22,002 | ||||
Monetary variation of taxes recoverable | 840 | 2,456 | 2,858 | 2,589 | ||||
Gains on derivative transactions | 8,268 | 14,146 | 3,218 | 25,654 | ||||
Exchange variation on foreign currency assets | (16,624) | (85,153) | (20,963) | (90,028) | ||||
Other | 1,211 | 1,372 | 2,250 | 2,369 | ||||
21,318 | (20,751) | 30,257 | 25,294 | |||||
Financial expenses: | ||||||||
Interest on financing and related parties | (83,173) | (80,058) | (84,491) | (118,743) | ||||
Monetary variation of financing and related parties | (37,683) | (63,651) | (37,294) | (63,383) | ||||
Monetary variation and interest on taxes and suppliers | (25,274) | (30,037) | (26,310) | (30,170) | ||||
Losses on derivative transactions | (4,624) | (1,206) | (7,387) | (3,621) | ||||
Expenses for vendor transactions | (7,848) | (27,244) | (21,499) | (27,244) | ||||
Discounts granted | (6,187) | (13,362) | (23,761) | (35,031) | ||||
Exchange variation on liabilities in foreign currency | 23,074 | 196,427 | 25,364 | 199,630 | ||||
Taxes and charges on financial transactions | (35,007) | (41,761) | (54,838) | (43,650) | ||||
Other | (14,297) | (12,431) | (533) | (15,958) | ||||
(191,019) | (73,323) | (230,749) | (138,170) | |||||
Net financial result | (169,701) | (94,074) | (200,492) | (112,876) | ||||
23 Other operating income and expenses
Parent company | Consolidated | |||||||
Mar/08 | Mar/07 | Mar/08 | Mar/07 | |||||
Rental of facilities and assignment of right of use | 8,896 | 4,372 | 8,896 | 4,372 | ||||
Tax incentives and recovery of taxes | 5,883 | 1,160 | 7,989 | 1,583 | ||||
Proceeds from the sale of sundry materials | (2,596) | (3,372) | (2,596) | (3,292) | ||||
Inventory and other adjustments | (3,451) | (3,424) | (3,656) | (3,451) | ||||
Other operating income (expenses), net | 12,503 | 593 | 12,965 | (11) | ||||
Other operating income and expenses, net | 21,235 | (671) | 23,598 | (799) | ||||
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24 Non-operating income (expenses)
Non-operating income (expenses) in the first quarter of 2008 include R$ 252,105 relating to the disposal of the investment in Petroflex (Note 1(b)). The investment cost amount on the disposal date, of R$ 136,538, was accounted for as non-operating expense.
25 Insurance Coverage
Braskem and its subsidiaries have a broadly-based risk management program designed to provide cover and protection for all assets, as well as possible losses caused by production stoppages, through an "all risks" insurance policy. This policy establishes the amount for maximum probable damage, considered sufficient to cover possible losses, taking into account the nature of the Companys activities and the advice of insurance consultants. At March 31, 2008, amounts insured are as follows:
Ipiranga | ||||||
Química | ||||||
and | ||||||
Coverage: | Braskem | IPQ | Copesul | |||
Maximum indemnity limit of the insurance coverage for inventories, | ||||||
property, plant and equipment, and loss of profits, per claim - (US$ | ||||||
thousand) | 1,900,000 | 500,000 | 1,500,000 | |||
Amount of insured assets - R$ (thousand) | 14,322,806 | 1,327,647 | 4,904,350 |
Additionally the Company and its subsidiaries have transportation, group life, sundry risks and vehicle insurance policies. The risk assumptions adopted are not part of the scope of the audit and, as such, were not examined by our independent auditors.
26 Private pension plans
The actuarial obligations relating to the pension and retirement plans are accrued in conformity with the procedures established by CVM Deliberation 371/2000.
(a) ODEPREV
The Company has a defined-contribution plan for its employees. The plan is managed by ODEPREV - Odebrecht Previdência which was set up by Odebrecht S.A. as a closed private pension entity. ODEPREV offers its participants, employees of the sponsoring companies, the Optional Plan, a defined-contribution plan, under which monthly and sporadic participant contributions and annual and monthly sponsor contributions are accumulated and managed in individual retirement savings accounts.
At March 31, 2008, the active participants in ODEPREV amounted to 2,500 (Mar/07 2,512), and the Companys and employees contributions in the first quarter of 2008 were R$ 1,453 (1st quarter of 2007 R$ 1,237) and R$ 3,708 (1st quarter of 2007 R$ 3,152), respectively.
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(b) PETROS - Fundação PETROBRAS de Seguridade Social
Copesul and its employees make contributions to PETROS - Fundação Petrobras de Seguridade Social, under retirement and defined benefit pension plans.
In 2007, the rate of the contribution salary was 12.93% over the total pay of employees who participate in the plan. At March 31, 2007, contributions made by Copesul added up to R$ 1,536 (Mar/07 - R$ 1,424).
Pursuant to PETROS charter and applicable law, in the event of a material insufficiency of technical reserves, both the sponsors and participants will be required to make a financial contribution, otherwise the plan benefits will be downsized in accordance with the available funds. Until the Quarterly Financial Information date, this subsidiary was not required to make any supplementary contribution.
(c) COPESULPREV Plano Copesul de Previdência Complementar
In May 2003, the Board of Directors of Copesul approved the implementation of the Copesul Supplementary Private Pension Plan, called COPESULPREV. This a closed, defined contribution plan intended to cover those employees not included in the former PETROS plan, which currently accepts no new participants. The plan is independently managed by PETROS - Fundação Petrobras de Seguridade Social, with no links to any other pension plan managed at present by that entity, pursuant to the provisions of Complementary Law 109/2001.
At March 31, 2008, Copesuls contributions added up to R$ 1,350 (Mar/07 R$ 331).
(d) Fundação Francisco Martins Bastos FFMB
Subsidiaries Ipiranga Química and IPQ sponsor Fundação Francisco Martins Bastos - FFMB, a closed supplementary private pension entity, designed to manage and execute pension benefit plans to the employees of Petróleo Ipiranga Companies.
At March 31, 2008, the subsidiaries contributions amounted to R$ 290 and R$ 391 relating to basic and supplementary benefits, respectively.
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27 Raw material purchase commitments
The Company and its subsidiaries have contracts for consumption of electric energy for its industrial plants located in the States of Alagoas, Bahia and Rio Grande do Sul. The minimum commitment for consumption under these four-year contracts amounts to R$ 725,895.
Braskem and Copesul purchase naphtha and condensate under contracts establishing a minimum annual purchase volume equal to R$ 23,961,177 (unaudited), based on market prices as of March 31, 2008.
28 Law 11638/07 Changes in the Brazilian Corporation Law
Law 11638, enacted on December 28, 2007, introduced a number of provisions and amended other provisions of Law 6404 (Brazilian Corporation Law). The Law is mainly intended to update the Brazilian Corporate law in order to harmonize accounting practices adopted in Brazil with international accounting standards issued by International Accounting Standard Board (IASB).
Such changes should be applied to financial statements for the end of fiscal year initiated on January 1, 2008, as stated by the Brazilian Securities Commission (Comissão de Valores Mobiliários -CVM). The main impacts on the presentation format of financial statements and criteria to determine the financial position and results of Braskem and its subsidiaries may be summarized as follows:
(i) Deferred charges will be comprised only by pre-operating expenses and restructuring expenditures which will effectively contribute to increasing the profitability of the corporation in more than one fiscal year and which are not merely reductions in costs of increases in operating efficiency. As stated in Note 13, the balance of goodwill at March 31, 2008 is R$ 1,088,620 (parent company) and R$ 2,303,684 (consolidated). The Company and its subsidiaries are currently waiting for rules for the probable reclassification of intangible assets, as well as the realization criteria to ascertain any impacts on shareholders equity and net income.
(ii) Tax incentives will no longer be classified as capital reserve, but as part of net income for the year. During the transition period, CVM recommends that these be classified in deferred income. As discussed in Note 21(a), the Company has tax incentives of income tax abatement, and the related amount is accounted for as capital reserve. At March 31, 2008, no income tax exemption was determined for Braskem.
Furthermore, the criteria to evaluate assets and liabilities have been changed, in particular the following items whose effects are shown in the table below:
(iii) Adjustments to present value: Assets and liabilities arising from long-term transactions, as well as from material short-term transactions, should be adjusted to present value. For this assessment, the Company adopted CVM Deliberations 489/05 and 527/07. Long-term assets and liabilities were indexed, while short-term ones were considered immaterial. The discount rate used was CDI (Interbank Deposit Certificate).
52
(iv) Market value: Investments in financial instruments, including derivatives, classified as available for sale or trading should now be marked to market. To value its investments in financial instruments, the Company adopted the Brazilian central Bank (BACEN) Circular-Letter 3068/01. Increases and decreases in the value ascribed to instruments classified as available for sale, as long as they are not realized, must be directly taken to shareholders equity, in Adjustments in equity valuation.
(v) Investments abroad: On January 2008, CVM issued Deliberation 534, approving CPC-02, effective for fiscal years ending as from December 2008. CPC-02 is intended to determine how foreign currency transactions and operations should be included in the financial statements of a Brazilian entity, and how the financial statements of a foreign entity should be translated into the presentation currency of financial statements in Brazil. The adjustments arising from this valuation, as long as unrealized, will be recorded in Adjustments in equity valuation, in Shareholders equity.
(vi) Revaluation reserve: Corporations may no longer record revaluation reserves. The new Law allows corporations to either maintain existing balances and realize such balances in accordance with current standards, or reverse the balances until the end of 2008. Subsidiary Copesul and jointly-controlled Cetrel have revaluation reserve balances. The Company is considering, together with these subsidiaries, the maintenance of such revaluations.
Base don the effects verified until the period ended March 31, 2008, the shareholders equity and statement of income for the year would be as follows:
Shareholders equity | Parent | Consolidated | ||
Company | ||||
Current shareholders equity | 5,927,292 | 5,839,087 | ||
Adjustments from Law 11638/07: | ||||
Adjustment to market value of financial instruments | ||||
(Note 28 (iv)) | ||||
unrealized gains or losses | (23,684) | (43,106) | ||
marking to market | 18,113 | 17,859 | ||
Investments abroad (Note 28 (v)) | (485) | 514 | ||
Adjustments directly to income for the period | 24,202 | 43,560 | ||
Adjusted shareholders equity | 5,945,438 | 5,857,914 | ||
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Statement of income for the period | Parent co. | Consolidated | ||
Current net income | 83,176 | 82,751 | ||
Adjustments from Law 11638/07: | ||||
Adjustment to market value of financial instruments | ||||
(Note 28 (iv)) | ||||
unrealized gains or losses | 23,684 | 43,106 | ||
Investments abroad (Note 28 (v)) | ||||
equity in the earnings of subsidiaries | 667 | 602 | ||
exchange variation | (149) | (148) | ||
Adjusted net income | 107,378 | 126,311 | ||
Even before the enactment of Law 11638/07, the Company adopted as good accounting practices the preparation and disclosure of statements of cash flow and value added, classifying certain amounts as intangible assets, in accordance with the provisions of CVM Deliberation 488/05.
Management will continue to review the effects of the above mentioned changes on its shareholders equity and results for the year of 2008, taking into consideration the guidance and definitions to be issued by the regulators.
29 Subsequent Events
(a) Petroquímica Paulínia
On April 25, 21008, the industrial plant of the jointly-controlled subsidiary Petroquímica Paulínia started operations. The unit, located at the city of Paulínia, State of São Paulo, has a production capacity of 350 thousand/ton per year of polypropylene.
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Supplementary Information
Statement of cash flows for the periods ended March 31, 2008 and 2007
Parent | ||||||||
company | Consolidated | |||||||
Mar/08 | Mar/07 | Mar/08 | Mar/07 | |||||
Net income for the quarter | 83,176 | 108,979 | 82,751 | 106,860 | ||||
Adjustment to reconcile net income: | ||||||||
Depreciation, amortization and depletion | 220,048 | 218,498 | 308,414 | 247,455 | ||||
Amortization of goodwill (negative goodwill), net | 21,693 | 23,647 | 22,504 | 22,674 | ||||
Equity in income of subsidiary and associated companies | (75,224) | (59,387) | (2,532) | 109 | ||||
Tax incentives | (36) | (1,298) | ||||||
Exchange variation on investments | (149) | 2,579 | (148) | 2,808 | ||||
Losses on interest in investment and other | 50 | 1,751 | 671 | |||||
Losses (gains) on permanent assets disposal | (114,574) | 88 | (114,093) | 130 | ||||
Interest and monetary and exchange variations, net | 130,843 | 15,345 | 91,176 | 6,896 | ||||
Recognition of tax credits | 8,377 | 8,377 | ||||||
Minority interests | 37,166 | 2 | ||||||
Deferred income and social contribution taxes | (7,130) | 7,093 | (5,529) | 2,484 | ||||
Other | (1,838) | (21,149) | (1,269) | (20,015) | ||||
256,845 | 304,120 | 420,155 | 377,153 | |||||
Effect of reduced interest in jointly-controlled subsidiary | (5) | |||||||
Financial effects on cash | (15,103) | 102,042 | (4,150) | 130,509 | ||||
Cash generation before changes | ||||||||
in operation working capital | 241,742 | 406,162 | 416,000 | 507,662 | ||||
Changes in operating working capital | ||||||||
Marketable securities | 445,301 | 374,194 | 29,003 | 330,570 | ||||
Trade accounts receivable | 121,576 | (92,666) | 133,065 | 268,373 | ||||
Inventories | (185,302) | (18,103) | (442,841) | (30,477) | ||||
Taxes recoverable | (72,242) | 56,239 | (97,208) | 34,735 | ||||
Prepaid expenses | 13,819 | 19,116 | 14,308 | 18,427 | ||||
Dividends received | 3,937 | 71,908 | 3,937 | |||||
Other accounts payable | (16,696) | (22,547) | (40,286) | (3,338) | ||||
Suppliers | 22,005 | (55,063) | (124,276) | (151,811) | ||||
Taxes and contributions | 14,931 | 9,267 | 37,875 | 9,308 | ||||
Tax incentives | (683) | 10,711 | (648) | 11,999 | ||||
Advances from customers | 2,328 | 19,742 | 15,071 | 716 | ||||
Other accounts payable | 19,179 | (21,685) | 3,671 | (30,168) | ||||
Generation of cash from operations before financial effects | 609,895 | 757,275 | (52,329) | 965,996 | ||||
Exclusion of financial effects on cash | 15,103 | (102,042) | 4,150 | (130,509) | ||||
Generation of accounting cash from operations | 624,998 | 655,233 | (48,179) | 835,487 | ||||
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Cash flows (continued)
Parent | ||||||||
company | Consolidated | |||||||
Mar/08 | Mar/07 | Mar/08 | Mar/07 | |||||
Proceeds from the sale of permanent assets | 1,237 | 164 | 1,228 | 164 | ||||
Additions to investments | (636,173) | (622,297) | ||||||
Additions to property, plant and equipment | (151,234) | (144,777) | (239,753) | (198,720) | ||||
Additions to intangible assets | (2,199) | |||||||
Additions to deferred charges | (260,155) | (1,725) | (288,011) | (6,243) | ||||
Cash used for investments | (1,046,325) | (146,338) | (1,151,032) | (204,799) | ||||
Short-term debt, net | ||||||||
Funds obtained | 598,368 | 140,951 | 1,208,230 | 315,012 | ||||
Repayment | (402,241) | (141,240) | (1,215,699) | (719,270) | ||||
Long-term debt | ||||||||
Funds obtained | 345,096 | 42,520 | 999,906 | 42,829 | ||||
Repayment | (109,777) | (159,260) | (110,542) | (160,058) | ||||
Related parties | ||||||||
Funds obtained | 29,381 | 7,729 | ||||||
Repayment | (25,307) | (60,728) | ||||||
Dividends paid to shareholders and minority interests | (7) | (4) | (96) | (473) | ||||
Other | 1,135 | (58) | ||||||
Use of cash in financing | 435,513 | (170,032) | 882,934 | (522,018) | ||||
Generation (use) of cash and cash equivalents | 14,186 | 338,863 | (316,277) | 108,670 | ||||
Represented by | ||||||||
Cash and cash equivalents, at the beginning of the period | 1,071,600 | 1,125,925 | 1.890.151 | 1,547,061 | ||||
Cash and cash equivalents, at the end of the period | 1,085,786 | 1,464,788 | 1.573.874 | 1,655,731 | ||||
Generation (use) of cash and cash equivalents | 14,186 | 338,863 | (316.277) | 108,670 | ||||
This statement was prepared in accordance with the criteria set forth in Accounting Standards and Procedures - NPC 20 Statement of Cash Flows, issued by the Brazilian Institute of Independent Auditors - IBRACON.
* * *
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SIGNATURES
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.
Date: May 19, 2008
BRASKEM S.A. | |||
By: | /s/ Carlos José Fadigas de Souza Filho | ||
Name: | Carlos José Fadigas de Souza Filho | ||
Title: | Chief Financial Officer |
This press release may contain forward-looking statements. These statements are statements that are not historical facts, and are based on management's current view and estimates offuture economic circumstances, industry conditions, company performance and financial results. The words "anticipates", "believes", "estimates", "expects", "plans" and similar expressions, as they relate to the company, are intended to identify forward-looking statements. Statements regarding the declaration or payment of dividends, the implementation of principal operating and financing strategies and capital expenditure plans, the direction of future operations and the factors or trends affecting financial condition, liquidity or results of operations are examples of forward-looking statements. Such statements reflect the current views of management and are subject to a number of risks and uncertainties. There is no guarantee that the expected events, trends or results will a ctually occur. The statements are based on many assumptions and factors, including general economic and market conditions, industry conditions, and operating factors. Any changes in such assumptions or factors could cause actual results to differ materially from current expectations.