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

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

For the month of April 2008

Commission File Number 1-15184

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

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

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

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

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

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

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

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

Yes   [    ]                           No   [X]

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




SIGNATURES

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

Date: April 30, 2008

SADIA S.A.


By:/s/Welson Teixeira Junior
----------------------------------
Name: Welson Teixeira Junior
Title: Investor Relations Director





 

 

 

 


Sadia S.A.
(Public-held company)

Interim financial information
Three-month period ended
March 31, 2008

 

 

 

 



Sadia S.A.


Publicly-held company




Interim financial information


Three-month period ended March 31, 2008






Contents

Independent auditors’ report 3 - 4
Balance sheets 5 - 6
Statements of income 7
Statements of cash flows 8 - 9
Statements of consolidated added value 10
Notes to the interim financial information 11 - 58


 

2



 

Independent auditors’ report




To

The Board of Directors and Shareholders of

Sadia S.A.

Concórdia - SC




1.

We have reviewed the Quarterly Financial Information of Sadia S.A (the Company) and the consolidated Quarterly Financial Information of the Company and its subsidiaries for the quarter ended March 31, 2008, comprising the balance sheets, the statements of income, of cash flows and of added value and the management report, which are the responsibility of its management.


2.

Our review was conducted in accordance with the specific rules set forth by the IBRACON – The Brazilian Institute of Independent Auditors, in conjunction with the Federal Accounting Council – CFC, and consisted mainly of the following: (a) inquiries and discussions with the persons responsible for the Accounting, Finance and Operational areas of the company and its subsidiaries as to the main criteria adopted in the preparation of the Quarterly Financial Information; and (b) reviewing information and subsequent events that have or may have relevant effects on the financial position and operations of the Company and its subsidiaries.


3.

Based on our review, we are not aware of any material modifications that should be made in the Quarterly Financial Information described above, for it to be in accordance with the rules issued by the Brazilian Securities Commission (CVM), applicable to the preparation of the Quarterly Financial Information, including the its communication to the financial markets on January 14, 2008.




3




4.

As mentioned in note 3q, on December 28, 2007 Law N˚ 11,638 was enacted, and effective from January 1, 2008. This Law modified, amended and introduced new rules to the existing Corporate Law (Law N° 6,404/76) and will result in changes to certain accounting practices currently adopted in Brazil. Despite the fact that the new Law is already in force, the changes required depend on the issuance of further normatization by local regulators, in order for them to be fully adopted by the companies. Therefore, in this transition phase, in its communication to the financial markets on January 14, 2008, the Brazilian Securities Commission (CVM), allowed the non-application of the rules of Law N° 11,638/07 in the preparation of Quarterly Financial Information. As a consequence, the accounting information included in the Quarterly Financial Information of the Company and its subsidiaries for the quarter ended March 31, 2008, were prepared in accordance with the specific rules set forth by the CVM and does not contemplate the changes to the accounting practices introduced by Law N° 11,638/07.


April 29, 2008



KPMG Auditores Independentes

CRC SP014428/O-6-S-SC





Adelino Dias Pinho

Accountant CRC SP097869/O-6-S-SC



4




Sadia S.A.




Balance sheets


March 31, 2008 and December 31, 2007


(In thousands of Reais)





 

 

 

Parent company

 

Consolidated

 

 

 

 

 

 

 

 

 

 

 

March

December

 

March

December

Assets

 

31, 2008

31, 2007

 

31, 2008

31, 2007

 

 

 

 

 

 

 

 

Current assets

 

 

 

 

 

 

 

Cash and cash equivalents

 

144,564

251,567

 

161,759

320,028

 

Short-term investments

5

440,421

429,299

 

2,074,573

2,049,281

 

Accounts receivable from future

  Contracts

 

-

-

 

37,945

46,684

 

Trade accounts receivable

6

356,993

439,944

 

427,252

486,586

 

Inventories

7

1,365,223

1,086,944

 

1,488,829

1,168,936

 

Recoverable taxes

8

305,224

256,717

 

394,761

325,868

 

Deferred tax credits

22

60,269

32,533

 

60,799

35,992

 

Other credits

 

96,920

80,516

 

119,143

130,641

 

 

 

 

 

 

 

 

 

 

 

2,769,614

2,577,520

 

4,765,061

4,564,016

 

 

 

 

 

 

 

 

Noncurrent assets

 

 

 

 

 

 

 

Long-term investments

5

186,987

136,042

 

98,953

136,042

 

Recoverable taxes

8

187,084

163,752

 

188,587

165,225

 

Deferred tax credits

22

89,433

95,375

 

97,005

95,375

 

Judicial deposits

16

41,873

41,782

 

54,955

42,004

 

Related parties

9

21,757

5,280

 

-

-

 

Advances to suppliers

 

58,932

61,753

 

58,932

61,753

 

Other credits

 

45,960

25,721

 

50,645

30,392

 

 

 

 

 

 

 

 

 

 

 

632,026

529,705

 

549,077

530,791

 

 

 

 

 

 

 

 

Permanent assets

 

 

 

 

 

 

 

Investments

10

2,060,622

1,796,815

 

104,148

65,787

 

Property, plant and equipment

11

3,039,239

2,788,249

 

3,273,104

2,938,214

 

Deferred charges

12

76,804

75,123

 

94,401

82,572

 

 

 

 

 

 

 

 

 

 

 

5,176,665

4,660,187

 

3,471,653

3,086,573

 

 

 

 

 

 

 

 

 

 

 

8,578,305

7,767,412

 

8,785,791

8,181,380



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



5




Sadia S.A.




Balance sheets


March 31, 2008 and December 31, 2007


(In thousands of Reais)




 

 

Parent company

 

Consolidated

 

 

 

 

 

 

 

 

 

March

December

 

March

December

Liabilities and shareholders’ equity

 

31, 2008

31, 2007

 

31, 2008

31, 2007

 

 

 

 

 

 

 

Current liabilities

 

 

 

 

 

 

Loans and financing

13

500,792

457,510

 

1,122,714

989,614

Payables from future contracts

 

527

1,662

 

12,354

22,409

Suppliers

 

709,787

583,965

 

735,472

593,951

Advances from subsidiaries

9

1,198,431

1,169,098

 

-

-

Salaries, social charges and accrued

 

 

 

 

 

 

  vacation payable

 

134,269

128,432

 

138,750

132,500

Taxes payable

 

43,573

51,109

 

92,025

65,859

Dividends payable

 

48,908

135,666

 

48,908

135,666

Employees’ profit sharing

19

24,689

74,215

 

25,549

82,346

Deferred taxes

22

10,611

10,969

 

10,611

10,969

Other accounts payable

 

146,877

137,202

 

226,836

195,055

 

 

 

 

 

 

 

 

 

2,818,464

2,749,828

 

2,413,219

2,228,369

Noncurrent liabilities

 

 

 

 

 

 

Loans and financing

14

1,449,755

1,170,111

 

2,951,997

2,688,115

Advances from subsidiaries

9

929,996

624,029

 

-

-

Employee benefit plan

15

111,918

107,418

 

111,918

107,418

Provision for contingencies

16

49,826

51,870

 

62,752

66,794

Deferred taxes

22

95,198

98,725

 

95,198

98,725

Other accounts payable

 

48,820

48,214

 

48,329

46,840

 

 

 

 

 

 

 

 

 

2,685,513

2,100,367

 

3,270,194

3,007,892

 

 

 

 

 

 

 

Minority interest in subsidiaries

 

                 -

                 -

 

29,064

34,599

 

 

 

 

 

 

 

Shareholders’ equity

17

 

 

 

 

 

Capital

 

2,000,000

2,000,000

 

2,000,000

2,000,000

Capital reserve

 

20,507

20,507

 

20,507

20,507

Profit reserve

 

980,828

980,828

 

980,828

980,828

Treasury stock

 

(84,118)

(84,118)

 

(84,118)

(84,118)

Retained earnings (accumulated loss)

 

157,111

-

 

156,097

(6,697)

 

 

 

 

 

 

 

 

 

3,074,328

2,917,217

 

3,073,314

2,910,520

 

 

 

 

 

 

 

 

 

8,578,305

7,767,412

 

8,785,791

8,181,380


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


6



Sadia S.A.




Income statements


Three months ended March 31, 2008 and2007


(In thousands of Reais, except for information on earning per share)

 

 

 

Parent company

 

Consolidated

 

 

 

 

 

 

 

 

 

March

March

 

March

March

 

 

31, 2008

31, 2007

 

31, 2008

31, 2007

Gross operating revenue

 

 

 

 

 

 

Domestic market

 

1,376,188

1,163,474

 

  1,387,507

 1,163,474

Foreign market

 

970,748

   906,955

 

  1,215,554

    999,594

 

 

 

 

 

 

 

 

 

2,346,936

2,070,429

 

  2,603,061

 2,163,068

Sales deductions

 

 

 

 

 

 

Sales deductions

 

(272,727)

( 233,285)

 

    (312,754)

 (268,999)

 

 

 

 

 

 

 

Net operating revenue

 

2,074,209

1,837,144

 

  2,290,307

 1,894,069

 

 

 

 

 

 

 

Cost of goods sold

 

(1,713,451)

(1,397,186)

 

(1,736,233)

 (1,405,634)

 

 

 

 

 

 

 

Gross profit

 

360,758

    439,958

 

     554,074

    488,435

 

 

 

 

 

 

 

Selling expenses

 

(320,553)

 (285,480)

 

    (355,445)

 (317,896)

Administrative and general expenses

 

(25,880)

 (15,208)

 

     (26,858)

  (15,059)

Management fees

 

(4,531)

 (3,825)

 

       (4,531)

 (3,825)

Other operating income (expense)

20

11,579

 6,826

 

       12,305

 4,896

Employees’ profit sharing

19

(21,331)

 (5,206)

 

     (23,113)

 (6,022)

Financial income (expenses), net

21

(28,811)

 14,312

 

       36,756

 (6,444)

Equity in income of subsidiaries

10

214,834

 (13,411)

 

               -

               -

 

 

 

 

 

 

 

Operating income

 

186,065

   137,966

 

     193,188

     144,085

 

 

 

 

 

 

 

Non operating expenses, net

 

(2,553)

 (1,472)

 

       (2,657)

 (1,511)

 

 

 

 

 

 

 

Income before income and social contribution taxes

 

183,512

  136,494

 

     190,531

    142,574

 

 

 

 

 

 

 

Current income and social contribution taxes

22

(23)

 -

 

       (4,715)

 (697)

Deferred income and social contribution taxes

22

25,679

 (43,895)

 

       30,322

 (45,732)

 

 

 

 

 

 

 

Net income for the period

 

209,168

92,599

 

     216,138

 96,145

 

 

 

 

 

 

 

Minority interest

 

               -

               -

 

       (1,287)

             24

 

 

 

 

 

 

 

Controlling shareholder equity interest

 

     209,168

     92,599

 

     214,851

      96,169

 

 

 

 

 

 

 

Earning per share

 

     0.31092

0.13676

 

 

 

 

 

 

 

 

 

 

Number of thousand of shares at the  end of the period - outstanding

 

     672,741

  677,076

 

 

 


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


7

 

Sadia S.A.




Statements of cash flows


Three months ended March 31, 2008 and2007


(In thousands of Reais)




 

Parent company

 

Consolidated

 

 

 

 

 

 

 

March

March

 

March

March

 

31, 2008

31, 2007

 

31, 2008

31, 2007

 

 

 

 

 

 

Net income for the period

209,168

92,599

 

216,138

96,145

 

 

 

 

 

 

   Adjustments to reconcile net income to cash

 

 

 

 

 

     generated by operating activities

 

 

 

 

 

Variation in minority interest

-

-

 

(6,823)

(101)

Accrued interest, net of paid interest

31,953

(11,898)

 

23,339

(50,146)

Depreciation, amortization and  

  depletion allowances

91,325

69,276

 

92,510

69,687

Goodwill amortization

4,880

5,193

 

4,880

5,193

Equity in earnings of subsidiaries

(214,834)

13,080

 

-

(332)

Exchange variations on foreign investments

-

-

 

(91,502)

35,479

Deferred taxes

(25,679)

58,929

 

(30,322)

60,765

Contingencies

(2,044)

(6,426)

 

(4,042)

(2,480)

Result from the disposal of permanent assets

      1,042

      1,570

 

      1,072

      1,612

 

 

 

 

 

 

  Variation in operating assets and liabilities

 

 

 

 

 

Trade accounts receivable

82,951

240,527

 

59,334

295,099

Inventories

(278,279)

(54,193)

 

(319,893)

(36,798)

Recoverable taxes and other

(102,673)

(16,071)

 

(63,690)

(58,762)

Judicial deposits

(91)

(4,459)

 

(12,951)

(8,366)

Suppliers

125,822

6,781

 

141,521

2,887

Advances from subsidiaries

335,300

(228,731)

 

-

-

Taxes payable, salaries payable and others

(  9,482)

(  88,716)

 

   40,352

(94,263)

 

 

 

 

 

 

Net cash generated by operating activities

249,359

   77,461

 

49,923

315,619

 

 

 

 

 

 

  Investment activities

 

 

 

 

 

Funds from the sale of permanent assets

501

299

 

528

299

Investments in subsidiaries

(53,868)

-

 

-

-

Purchase of property, plant and equipment

(348,511)

(174,592)

 

(427,065)

(177,000)

Acquisition of subsidiary, net cash

(33,800)

-

 

(33,800)

-

Short-term investments

(169,180)

(   24,098)

 

(611,532)

(572,014)

Redemption of investments

    20,072

                -

 

  532,276

   333,283

 

 

 

 

 

 

Cash applied in investments activities

(584,786)

(198,391)

 

(539,593)

(415,432)

 

 

 

 

 

 



8




Sadia S.A.




Statements of cash flows (cont.)


Three months ended March 31, 2008 and2007


(In thousands of Reais)




 

Parent company

 

Consolidated

 

 

 

 

 

 

 

March

March

 

March

March

 

31, 2008

31, 2007

 

31, 2008

31, 2007

 

 

 

 

 

 

  Loan activities

 

 

 

 

 

Loans received

486,856

190,361

 

635,918

588,706

Loans paid

(109,977)

(67,897)

 

(172,539)

(505,163)

Dividends paid

(131,978)

(58,454)

 

(131,978)

(  58,454)

Loans to subsidiaries

(  16,477)

    2,887

 

             -

               -

 

 

 

 

 

 

Net cash from loan activities

  228,424

66,897

 

 331,401

    25,089

 

 

 

 

 

 

Cash at beginning of year

251,567

200,177

 

320,028

234,069

Cash at end of year

  144,564

146,144

 

   161,759

159,345

 

 

 

 

 

 

Net decrease of cash

(107,003)

(54,033)

 

(158,269)

(74,724)


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



9




Sadia S.A.




Statements of consolidated added value


Three months ended March 31, 2008 and2007


(In thousands of Reais)




 

Consolidated

 

 

 

 

March

March

 

31, 2008

31, 2007

 

 

 

Revenues/income

  2,683,483

  2,142,327

 

 

 

Wealth generated by operations

  2,570,952

  2,135,401

 

 

 

Sale of products, goods and services

  2,570,952

  2,135,401

 

 

 

Wealth from third parties

     112,531

        6,926

 

 

 

Other operating results

       12,305

        4,896

Financial income

       11,381

       39,021

Equity in earnings of subsidiaries

          -

           332

Exchange variations on foreign investments

       91,502

     (35,479)

Other nonoperating results

       (2,657)

       (1,844)

 

 

 

Raw materials acquired from third parties

 (1,249,758)

 (1,009,855)

Services rendered by third parties

   (434,062)

   (393,544)

 

 

 

Added value to be distributed

     999,663

     738,928

 

 

 

Distribution of added value



Human resources

     363,146

     273,139

Interest on third-party capital

       66,172

           586

Government

     255,408

     297,357

Shareholders (dividends)

       52,057

       25,036

 

 

 

Retention

     262,880

     142,810

 

 

 

Depreciation/amortization/depletion

       97,390

       74,880

Retained profits

     164,081

       71,109

Other

        1,409

       (3,179)


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



10




Sadia S.A.


Publicly-held Company




Notes to the interim financial information


March 31, 2008 and December 31, 2007


(In thousands of Reais)





1   Operations


The Company’s main business activities are organized into four operational segments: processed products, poultry (chickens and turkeys), pork and beef. The large production chain permits its products to be commercialized in Brazil and abroad by retailers, small groceries and food service chains.


The Company distributes its products through a large number of sales points in the local market and exports to countries in Europe, the Middle East, Eurasia, Asia and the Americas. The Company has 16 industrial units and 16 distribution centers located in 14 Brazilian states.


The industrially processed products segment has been the principal focus of the Company’s investments in recent years and comprises products such as oven-ready frozen food, refrigerated pizzas and pasta, margarine, industrially processed poultry and pork by-products, crumbed products, a diet line and pre-sliced ready-packed products and desserts.


The Company has a corporate governance tier one listing for its shares on the São Paulo Stock Exchange, the Madrid Stock Exchange (Latibex) and ADRs negotiated on the New York Stock Exchange (NYSE).



2   Preparation and presentation of the interim financial information


The individual and consolidated interim financial information are presented in thousands of Reais, unless otherwise stated and were prepared in accordance with accounting practices derived from the Brazilian Corporation Law and the rules of the Brazilian Securities and Exchange Commission (CVM).


In order to provide additional information, the Company has presented, as supplemented disclosures, the statements of cash flows and value added as follows:




11


Sadia S.A.


Publicly-held Company




Notes to the interim financial information


(In thousands of Reais)






 

 

a.   Statement of cash flows


The cash flows were prepared in accordance with NPC 20 - Statement of Cash Flows, issued by IBRACON (Brazilian Institute of Independent Auditors).


b.   Statement of added value


The value added statement has been presented in accordance with the model proposed by the foundation Instituto de Pesquisa Contábeis, Atuariais e Financeiras - University of Sao Paulo the aim of which is to show the value of the wealth generated by the Company and its distribution among the elements that contributed to its generation.



3   
Description of significant accounting policies


a.

Statement of income


Income and expenses are recognized on the accrual basis. Revenue from the Company’s sales is recognized upon shipment of the products and when the following conditions are met:
i) the ownership is transferred and therefore risk of loss has passed to the client; ii) collection is probable; iii) there is evidence of an arrangement; and iv) the sales price is fixed or determinable. In addition, the Company offers sales incentives and discounts through various programs to customers, which are accounted for as a reduction of revenue in Sales deductions. Sales incentives include volume-based incentive programs and payments to customers for performing marketing activities on our behalf.


b.

Foreign currency


Monetary assets and liabilities denominated in foreign currencies were translated into reais at the foreign exchange rate ruling at the balance sheet date and the foreign exchange differences arising on translation are recognized in the statement of income for the period.




12


Sadia S.A.


Publicly-held Company




Notes to the interim financial information


(In thousands of Reais)








c.

Accounting estimates


The preparation of the interim financial information in accordance with accounting practices adopted in Brazil requires that management uses its judgment in determining and recording accounting estimates. Significant assets and liabilities subject to these estimates and assumptions include the residual value of property, plant and equipment, deferred charges, allowance for doubtful accounts, inventories, deferred tax assets and liabilities, provision for contingencies, valuation of derivative instruments, and assets and liabilities related to employees’ benefits. The settlement of transactions involving these estimates may result in different amounts due to the lack of precision inherent to the process of their determination. The Company reviews the estimates and assumptions periodically.


d.

Long and short-term investments


Investment funds in local and foreign currency are recorded at market value according to the respective shares price at the date of the interim financial information.


Other long and short-term investments in local and foreign currency are recorded at cost plus income accrued up to the balance sheet date, not exceeding market value.


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


e.

Trade accounts receivable


Trade accounts receivable are recorded at the amount invoiced and interest is not levied. The allowance for doubtful accounts is the best estimate the Company has and is considered sufficient by management to cover any losses arising on collection of accounts receivable. Accounts receivable are written off against the allowance for doubtful accounts after all means of collection have been exhausted and the possibility of recovery of the amounts receivable is considered remote.




13


Sadia S.A.


Publicly-held Company




Notes to the interim financial information


(In thousands of Reais)








f.

Inventories


Finished goods, livestock (excluding breeders), work-in-progress, raw materials and supplies and others are valued at the lower of cost of acquisition or production (average method), or replacement or realization. The cost of finished goods and work-in-progress includes raw materials acquired, labor, production expenses, transport and storage relating to the purchase and production of inventories. Normal production losses in hog stock and poultry are inventoried and abnormal losses are expensed immediately as cost of goods sold.  


g.

Investments


Investments in subsidiaries in Brazil and abroad are valued using the equity method based on the respective net equity calculated on the same date, as disclosed in Note 10.


The interim financial information of foreign subsidiaries are translated into Brazilian Reais, based on the following criteria:


·

Balance sheet accounts at the exchange rate at the end of the period.

·

Statement of income accounts at the exchange rate at the end of each month.


Other investments are valued at cost less a provision for devaluation considered as permanent.


h.

Property, plant and equipment


Property, plant and equipment are recorded at cost of acquisition, formation or construction, including the interest incurred on financing, during the period of construction, modernization and expansion of the industrial units. Expenditures that materially extent the useful lives of existing facilities and equipment are capitalized. Depreciation is calculated using the straight-line method at rates that take into account the estimated useful life of the assets, adjusted in keeping with the work shifts, as disclosed in Note 11. Depletion of forestry resources is calculated based on the extraction of timber and the average costs of the forests.




14


Sadia S.A.


Publicly-held Company




Notes to the interim financial information


(In thousands of Reais)








Breeding stock is recorded at the cost of formation which includes the appropriation of costs of the breeding hens, animal feed, medication and labor. These costs are accumulated for approximately six months until the breeding stock initiates the breeding cycle. From then on, the costs of the breeding stock begin to be amortized by the estimated number of off springs. The productive cycle ranges from fifteen to thirty months.


i.

Impairment of long lived assets


The Company reviews its non current assets to verify possible impairment losses, whenever events or changes in circumstances indicate that the carrying amount of an asset or group of assets may not be recoverable based on future cash flows. If these events occur, the reviews will be conducted at the lowest level of groups of assets for which the Company manages to attribute future cash flows. If the carrying amount of an asset is higher than the future cash flows, an impairment charge is recognized by the amount by which the carrying amount of the asset exceeds the fair value of the asset. Until now, these reviews have not indicated the need to recognize impairment losses.  


j.

Deferred charges


Deferred charges are represented substantially by pre-operating costs, reorganization charges and development of new products and markets, which are amortized on a straight-line basis over 5 years as from the beginning of operation.


k.

Current and noncurrent liabilities


Current and noncurrent liabilities are stated at known or estimated amounts, plus related charges and monetary and exchange variations up to the interim financial information date.


l.

Provisions


A provision is recognized in the interim financial information when the Company has a legal or constructive obligation as a result of a past event, and it is probable that an outflow of economic benefits will be required to settle the obligation.




15


Sadia S.A.


Publicly-held Company




Notes to the interim financial information


(In thousands of Reais)








m.

Income and social contribution taxes


The income and social contribution taxes, both current and deferred, are calculated monthly based on taxable income at the rates of 15% plus a surcharge of 10% for income tax and 9% for social contribution and consider the offsetting of tax losses and negative basis of social contribution, limited to 30% of taxable income.


The deferred tax assets were recorded in accordance with CVM Instruction 371/02 and are represented significantly by temporary differences arising from non-deductible provisions, including tax loss carryforward and negative basis of social contribution.


n.

Employees’ benefits


Employees’ benefits are recorded based on actuarial studies prepared annually at the end of the year in compliance with CVM Deliberation 371/00.


o.

Environmental


Our production facilities and our forestry activities are subject to government environmental regulations. We have reduced the risks associated with environmental questions through operational controls and procedures, as well as investments in equipment and systems for pollution control. We believe that no provision for losses related to environmental questions is currently necessary, based on existing Brazilian laws and regulations.


p.

Tax incentives


The Company has tax incentives granted by the governments of the states of Minas Gerais and Mato Grosso where some of its industrial plants are located, which will expire between 2014 and 2020. During the financial year 2007 these subsidies were recorded in the account “Capital Reserve” in net equity. Law 11638/07, amongst other changes, revoked item d) in paragraph 1 of article 182 of Law 6404/76, which implies that the amounts received by way of a subsidy for investment should be recorded in an income account and no longer as Capital Reserve.




16


Sadia S.A.


Publicly-held Company




Notes to the interim financial information


(In thousands of Reais)









q.

Alteration to Corporate Law - Law 11.638/07


On December 28, 2007, Law 11.638/07 was issued, which introduced important changes to Law 6.404/76 with respect to the preparation and disclosure of financial statements for public companies. The main changes introduced by the new law requires that international accounting standards be adopted, with the standards to be published by the Securities Commission – CVM, and prepared in accordance with the standards issued by the International Accounting Standard Board – IASB.


Within the changes introduced, management highlights the following matters, which could have an impact on the Company’s financial statements as from the year ending December 31, 2008:


·

Change in the criteria for classifying and recording the financial instruments, including derivatives.


·

Business combinations will be recorded at fair value.


·

Tax incentives will no longer be classified as capital reserve, but will be included in the income statement. The General meeting can allocate a part of gain, corresponding to these incentives, to form the Tax Incentives Reserve, which can be excluded from the calculation base for the dividends.


·

Creation of the heading “Comprehensive Income” in shareholders’ equity, to record certain adjustments that are not related to the result for the period.


Management is evaluating the effects of the aforementioned changes in the Company’s financial statements for the year ending 2008, and will take into consideration the guidelines and definitions to be issued by these regulatory bodies. At the moment, management believes it is not possible to measure the effects of these changes, should they have been applied for the interim financial information.



17


Sadia S.A.


Publicly-held Company




Notes to the interim financial information


(In thousands of Reais)








4   Consolidated financial information


The transactions and balances between the Parent company and its subsidiaries included in the consolidation process have been eliminated and the non-realized profit arising from the sales to the subsidiaries were excluded and incorporated to the inventory balances for each year. Minority interests were excluded from shareholders’ equity and net income and are presented separately in the consolidated balance sheets and income statements.


In accordance with the CVM Instruction 408/04, the Company consolidated the financial statements of it investment fund Concórdia Foreign Investment Fund Class A, where it is the wholly investment holder. This investment fund has the sole purpose of centralizing the foreign investment fund portfolio, delegating to a third party the administrative functions and maximizing shareholder returns. As of March 31, 2008 and December 31, 2007, these investment funds were consolidated in the Company’s financial statements as they had loans collateralized by its own financial assets.


The consolidated interim financial information include the accounts of Sadia S.A. and its direct and indirect subsidiaries, including investments in joint ventures. The consolidated direct or indirect subsidiaries and the corresponding shareholdings of the Company are as follows:


 

 

Shareholdings in % at

 

 

March 31, 2008

December 31, 2007

 

 

 

 

Sadia International Ltd.

100.00

100.00

 

Sadia Uruguay S.A.

100.00

100.00

 

Sadia Chile S.A.

  60.00

  60.00

 

Sadia Alimentos S.A.

  95.00

  95.00

 

Concórdia Foods Ltd.

100.00

100.00

 

Sadia U. K. Ltd.

100.00

100.00

Big Foods Indústria de Produtos Alimentícios Ltda.

100.00

100.00

Avícola Industrial Buriti Alegre Ltda. – Goiaves (a)

100.00

      -

Rezende Óleo Ltda.

100.00

100.00

 

Rezende Marketing e Comunicações Ltda.

    0.09

    0.09

Rezende Marketing e Comunicações Ltda.

  99.91

  99.91

Sadia Overseas Ltd.

100.00

100.00



18


Sadia S.A.


Publicly-held Company




Notes to the interim financial information


(In thousands of Reais)








 

 

Shareholdings in % at

 

 

March 31, 2008

December 31, 2007

Concórdia Holding Financeira S.A.

100.00

100.00

 

Concórdia S.A. C.V.M.C.C.

  99.99

  99.99

Sadia GmbH

100.00

100.00

 

Wellax Food Logistics C. P. A. S. U. Lda.

100.00

100.00

 

Sadia Foods G.m.b.H.

100.00

100.00

 

Qualy  B. V.

100.00

100.00

 

Sadia Panamá S.A.

100.00

100.00

 

Sadia Japan Ltd.

100.00

100.00

 

Investeast Ltd.

  60.00

  60.00

 

   Concórdia Ltd.

100.00

100.00


(a)  Acquired on February 14, 2008


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


 

Net income

Shareholders’ equity

 

March

31, 2008

March

31, 2007

March

31, 2008

December

31, 2007

 

 

 

 

 

Company’s financial statements

209,168

92,599

3,074,328

2,917,217

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


    (1,014)


  (4,166)


      (7,711)


    (14,433)

Reversal of the elimination of unrealized results in inventories, net of taxes, resulting from intercompany operations at December 31, 2007 and 2006

    6,697

  7,736

        6,697

      7,736

 

 

 

 

 

Consolidated financial statements

214,851

96,169

3,073,314

2,910,520



19


Sadia S.A.


Publicly-held Company




Notes to the interim financial information


(In thousands of Reais)








5   Long and short-term investments


 

Interest
%

 

Parent company

Consolidated

 

(annual
average)

 

March

31, 2008

December

31, 2007

March

31, 2008

December

31, 2007

Short-term investments

 

 

 

 

 

 

 

 

 

 

 

 

 

Local currency

 

 

 

 

 

 

Investment funds

11.09

 

239,272

234,693

   495,449

   420,239

Treasury bills - LFT

10.67

 

  51,984

  50,668

     51,984

     50,668

Other

  11.09

 

          -

           -

       5,042

       3,051

Interest rate swap contracts

      -

 

         98

           -

            98

           -

 

 

 

 

 

 

 

 

 

 

291,354

285,361

  552,573

   473,958

 

 

 

 

 

 

 

Foreign currency

 

 

 

 

 

 

Investment funds

4.07

 

144.395

143.918

1.179.974

1.211.583

Interest-bearing current accounts

4.07

 

         19

         20

   337.323

   357.576

Interest rate swap contracts

    -

 

    4.653

           -

       4.703

       6.164

 

 

 

 

 

 

 

 

 

 

149.067

143.938

1.522.000

1.575.323

 

 

 

 

 

 

 

Total short-term

 

 

440,421

429,299

2,074,573

2,049,281

 

 

 

 

 

 

 

Long-term investments

 

 

 

 

 

 

 

 

 

 

 

 

 

Local currency

 

 

 

 

 

 

Investment funds

11.09

 

  61,102

100,474

    61,102

   100,474

National Treasury Certificate - CTN

12.00

 

  37,851

  35,568

    37,851

     35,568

Stocks

-

 

  88,034

           -

           -

           -

 

 

 

 

 

 

 

Total long-term

 

 

186,987

136,042

    98,953

   136,042




20


Sadia S.A.


Publicly-held Company




Notes to the interim financial information


(In thousands of Reais)








Long-term investments as of March 31, 2008 mature as follows:


Maturity

Parent company

Consolidated

 

 

 

2009

149,136

61,102

2013 onwards

  37,851

37,851

 

 

 

 

186,987

98,953


The investment fund portfolio in local currency is composed mainly of post-fixed Bank Deposit Certificates, National Treasury Securities and investment funds.


The investment fund portfolio in foreign currency is composed mainly of investments in dual currency, which have differentiated profitability according to the strike negotiated, and structured notes issued by first-tier American and European banks, pegged to securities of first-tier Brazilian companies and banks.



6   Accounts receivable


 

Parent company

 

Consolidated

 

 

 

 

 

 

 

March

31, 2008

December

31, 2007

 

March

31, 2008

December

31, 2007

Foreign



 



   Customers

        122,433

         104,149

 

       262,716

235,424

   Subsidiaries

  71,541

  84,453

 

           -

            -

 

 

 

 

 

 

Total of foreign

193,974

188,602

 

262,716

 235,424

 

 

 

 

 

 

Domestic

 

 

 

 

 

   Customers

         164,988

        253,604

 

     172,146

   258,274

   Subsidiaries

     2,160

     1,303

 

            -

            -

 

 

 

 

 

 

Total of domestic

 167,148

 254,907

 

 172,146

 258,274

 

 

 

 

 

 

(-) Allowance for doubtful accounts

 (4,129)

 (3,565)

 

 (7,610)

 (7,112)

 

 

 

 

 

 

 

 356,993

 439,944

 

 427,252

 486,586


21


Sadia S.A.


Publicly-held Company




Notes to the interim financial information


(In thousands of Reais)








The changes in the allowance for doubtful accounts are as follows:


 

Parent company

 

Consolidated

 

 

 

 

 

 

 

March

31, 2008

December

31, 2007

 

March

31, 2008

December

31, 2007

 

 

 

 

 

 

Balance at the beginning of the period

(3,565)

(9,237)

 

(7,112)

 (14,934)

 

 

 

 

 

 

   Additions to the provision

(854)

(1,046)

 

(1,267)

 (2,359)

   Write offs

    290

6,718

 

   769

 10,181

 

 

 

 

 

 

Balance at the end of the period

(4,129)

(3,565)

 

(7,610)

 (7,112)


The Company and its subsidiaries abroad (Sadia International Ltd. and Wellax Food Logistics C.P.A.S.U. Lda.) entered into an agreement for sale of its receivables with an outside financial institution up to the maximum amount of US$200 million, with interest rate of 0.26% p.a. + LIBOR.


As of March 31, 2008, the amount of receivables sold under this agreement amounted to approximately R$ 343 million (R$ 354 million as of December 31, 2007). During the period ended March 31, 2008, the Company received cash proceeds of approximately R$ 1,033 million (R$ 859 million as of March 31, 2007) and incurred expenses of R$ 4,3 million (R$ 3,7 million as of March 31, 2007) with respect to this agreement.


A credit insurance policy covering 90% of the value of the receivables was taken out with third parties and the beneficiaries in the event of default are the contracting financial institutions.


The Company also assigned receivables to a Credit Assignment Investment Fund (FIDC), administered by Concórdia S.A. Corretora de Valores Mobiliários, Câmbio e Commodities. As of March 31, 2008, the net equity of this fund was R$ 304,248 (R$ 497,854 at December 31, 2007), of which R$ 249,740 (R$ 347,763 at December 31, 2007) were represented by acquisitions of the Company’s receivables on the domestic market, with a discounted cost equivalent to 95% of the CDI per senior quota. The assignment of the receivables is made without right of recourse, and the eventual losses from default for Sadia are limited to the value of the subordinated quotas,



22


Sadia S.A.


Publicly-held Company




Notes to the interim financial information


(In thousands of Reais)









which at March 31, 2008, represented R$ 60,850 (R$ 99,571 at December 31, 2007).


During the period ended March 31, 2008, the Company received cash proceeds related to the local receivables sold of approximately R$ 914 million (R$ 779 million for the period ended March 31,2007) and incurred expenses of R$ 6,1 million (R$ 7,4 million for the period ended March 31, 2007) with respect to this agreement.


For the other local receivables, the Company maintains a credit insurance policy that guarantees the collection in case of default of 90% of the uncollected amounts for customers with approved credit limits and up to R$ 100 to new customers or customers with no approved credit limits.



7
   Inventories


 

Parent company

 

Consolidated

 

 

 

 

 

 

 

March

31, 2008

December

31, 2007

 

March

31, 2008

December

31, 2007

 

 

 

 

 

 

Finished goods and products for sale

  419,116

  264,535

 

  526,036

  333,203

Livestock and poultry for slaughter and sale

  399,260

  291,521

 

  400,407

  291,521

Raw materials

  215,710

  205,089

 

  224,540

  208,216

Work in process

  219,247

  219,335

 

  219,275

  224,661

Packaging materials

    40,159

    44,003

 

    41,403

    44,945

Storeroom

    29,162

    28,911

 

    33,058

    32,338

Advances to suppliers

    29,914

    29,735

 

    30,135

    29,944

Imports in transit

    10,275

      3,800

 

    10,879

      3,800

Products in transit

      2,380

           15

 

      3,096

         308

 

 

 

 

 

 

 

1,365,223

1,086,944

 

1,488,829

1,168,936



23


Sadia S.A.


Publicly-held Company




Notes to the interim financial information


(In thousands of Reais)








8   Recoverable taxes


 

Parent company

 

Consolidated

 

 

 

 

 

 

 

March

31, 2008

December

31, 2007

 

March

31, 2008

December

31, 2007

 

 

 

 

 

 

ICMS

271,575

232,286

 

272,551

233,079

PIS and COFINS

128,372

  95,390

 

129,814

  95,906

Income and social contribution taxes

  29,453

  22,366

 

  60,072

  25,629

IVA

           -

           -

 

  57,930

  65,966

IPI

  43,964

  43,882

 

  43,999

  43,916

INSS

  18,944

  26,545

 

  18,947

  26,545

Other

           -

           -

 

         35

         52

 

 

 

 

 

 

 

492,308

420,469

 

583,348

491,093

 

 

 

 

 

 

Short-term portion

305,224

256,717

 

394,761

325,868

 

 

 

 

 

 

Long-term portion

187,084

163,752

 

188,587

165,225


a.

Value-added tax on sales and services - ICMS


Composed of credits generated by the commercial operations and by the acquisition of property, plant and equipment, of a number of the Company’s units and can be offset with taxes of the same nature.


b.

Value-added tax - IVA


Composed of credits generated by the commercial operations in the foreign subsidiaries, which will be compensated with taxes of the same nature or cash reimbursements.  


c.

Social contributions - PIS/COFINS


The balance is composed from noncumulative collection of PIS and COFINS, and these credits may be compensated with other federal taxes.



24


Sadia S.A.


Publicly-held Company




Notes to the interim financial information


(In thousands of Reais)









d.

Excise tax - IPI


Composed of amounts arising from the following operations: presumed credit on packaging and inputs, presumed credit for reimbursement of PIS/PASEP and COFINS on exportations and export incentives, which can be compensated with other federal taxes.


e.

National Institute of Social Security – INSS


The balance relates to credits originated from the Funrural charge on operations related to the production of poultry, which can be compensated with contributions of the same nature.


f.

Income and social contribution taxes


Correspond to income tax withheld at source on short-term financial investments and income tax and social contributions paid in advance that can be offset with federal taxes and contributions.



9
   Related party transactions


Related party transactions refers to mainly of sales operations between the Company and its subsidiaries, which were performed under normal market conditions for similar types of operations. The balance sheet and income statement transactions between related parties are shown below:


 

 Balance Sheet

 

March

 31, 2008

December

 31, 2007

Accounts receivable

 

 

Wellax Food Logistics C. P. A. S. U. Lda.

53,160

54,277

Sadia International Ltd.

8,480

14,819

Sadia Chile S.A.

3,886

1,471

Sadia Alimentos S.A.

3,645

3,536

Sadia Uruguay S.A.

2,370

2,049

Big Foods Ind. Prod. Alimentícios Ltda.

1,306

1,303

Avícola Industrial Buriti Alegre Ltda. - Goiaves

854

-

Qualy B.V.

         -

  8,301

 

73,701

85,756

 

 

 


25


Sadia S.A.


Publicly-held Company




Notes to the interim financial information


(In thousands of Reais)




 


 

 Balance Sheet

 

March

 31, 2008

December

 31, 2007

Loans

 

 

Avícola Industrial Buriti Alegre Ltda. - Goiaves

10,326

-

Concórdia Holding Financeira S.A.

6,454

2,408

Sadia GmbH

2,307

2,123

Big Foods Ind. Prod. Alimentícios Ltda

1,872

-

Rezende Óleo Ltda.

886

881

Rezende Marketing e Comunicação Ltda.

60

59

Concórdia S.A. CCVMCC

36

-

Sadia International Ltd.

(184)

(191)

 

21,757

5,280

 

 

 

Suppliers


 

   Big Foods Ind. Prod. Alimentícios Ltda.

10,031

-

   Avícola Industrial Buriti Alegre Ltda. - Goiaves

          80

-

 

   10,111

-

 

 

 

Advances from subsidiaries

 

 

Wellax Food Logistics C. P. A. S. U. Lda.

(2,126,913)

(1,791,595)

Sadia International Ltd.

(1,514)

(1,532)

Total current and non current

(2,128,427)

(1,793,127)

 

 

 

 

 Statement of  income

Sales



Wellax Food Logistics C. P. A. S. U. Lda.

591,600

542,490

Sadia International Ltd.

65,894

55,734

Qualy B. V.

10,629

4,329

Sadia Chile S.A.

4,118

3,082

Sadia Alimentos S.A.

3,927

2,814

Sadia Uruguay S.A.

2,055

1,338

Concórdia Ltd.

368

-

Big Foods Ind. Prod. Alimentícios Ltda.

2,541

-

 Avícola Industrial Buriti Alegre Ltda. - Goiaves

       856

            -

 

681,988

609,787

 



Cost of goods sold



   Big Foods Ind. Prod. Alimentícios Ltda.

(14,615)

-

   Avícola Industrial Buriti Alegre Ltda. - Goiaves

(3,106)

              -

 

(17,721)

              -

 

 

 

Net financial result

 

 

Wellax Food Logistics C. P. A. S. U. Lda.

(9,602)

41,457

Sadia International Ltd.

       53

       75

 

(9,549)

41,532

10

26


Sadia S.A.


Publicly-held Company




Notes to the interim financial information


(In thousands of Reais)





10   Investments


 

 

 

 

 

Investment

 

 

 

Net income

 

balances

 

 

Shareholder’s

(loss) for

Equity

 

 

Investments

Ownership

equity

the period

result

March

31, 2008

December

31, 2007

 

 

 

 

 

 

 

Sadia GmbH

100.00

 1,670,631

 111,508

 203,855

 1,670,631

 1,466,776

Concórdia Hoding Financeira S.A.

100.00

    178,096

     3,579

     3,579

    178,096

    174,517

Sadia International Ltd.

100.00

      90,757

        878

        (292)

      90,757

      91,049

Big Foods Ind. de Produtos Alimentícios Ltda.

100.00

      25,227

     8,383

     8,383

      25,227

      16,844

Avícola Ind.l Buriti Alegre Ltda. - Goiaves

100.00

        9,926

        (700)

        (700)

        9,926

               -

Rezende Óleo Ltda.

100.00

          362

            (6)

            (6)

           362

           368

Rezende Market. e Comun. Ltda.

99.91

            (29)

            (1)

            (1)

              -

               -

Sadia Overseas Ltd.

100.00

       (1,532)

            (3)

          16

              -

               -

 

 

 

 

 

 

 

Total in subsidiaries

 

 

 

 214,834

 1,974,999

 1,749,554

 

 

 

 

 

 

 

Goodwill

 

 

 

            -

      84,264

      45,902

Other investments

 

 

 

            -

        1,359

        1,359

 

 

 

 

 

 

 

Total investments of the Parent Company

 

 

 

 214,834

 2,060,622

 1,796,815

 

 

 

 

 

 

Other investments of subsidiaries/affiliates

 

 

            -

      18,525

      18,526

Investments eliminated on consolidation

 

 

 (123,332)

 (1,974,999)

 (1,749,554)

 

 

 

 

 

 

 

Total consolidated investments

 

 

 

   91,502

    104,148

      65,787


Changes in the investments:


 

 

 


Negative

Shareholding result

 

Acquisition

Amortization

equity

Operational

 

 

 

 

 

Sadia GmbH

          -

        -

   -

 203.855

Concórdia Holding Financeira S.A.

          -

        -

   -

      3.579

Sadia International Ltd.

          -

        -

   -

       (292)

Big Foods Indústria de Produtos Alimentícios Ltda.

          -

        -

   -

      8.383

Avícola Industrial Buriti Alegre Ltda. - Goiaves

 10.626

        -

   -

        (700)

Rezende Óleo Ltda.

          -

        -

   -

          (6)

Rezende Marketing e Comunicação. Ltda.

          -

        -

   1

          (1)

Sadia Overseas Ltd.

          -

        -

 (16)

         16

 

 10.626

        -

 (15)

 214.834

Goodwill

 43.242

 (4.880)

   -

            -

 

 53.868

 (4.880)

 (15)

 214.834



27


Sadia S.A.


Publicly-held Company




Notes to the interim financial information


(In thousands of Reais)








On February 14, 2008 the company acquired 100% of the quotas representing the capital of Avícola Industrial Buriti Alegre Ltda. - Goiaves, for the amount of R$53,868 and goodwill was obtained in the acquisition in the amount of R$43,242 justified by the expectations of future profitability,  with amortization forecast in up to five years. The industrial park is located in Buriti - GO and comprises a chicken abattoir.
 

At March 31, 2008, the net balance of goodwill on acquisition of investments was R$84,264 (R$45,902 at December 31, 2007), and was composed of: i) goodwill paid on the acquisition of Big Foods Indústria de Produtos Alimentícios Ltda. in the amount of R$34,410 (R$37,848 at December 31, 2007), ii) goodwill paid on the acquisition of Avícola Industrial Buriti Alegre Ltda. - Goiaves in the amount of R$41,800 and iii) goodwill paid on the acquisition of Empresa Matogrossense de Alimentos Ltda. (in the pre-operating stage) in the amount of R$8,054 (R$8,054 at December 31, 2007), which will be amortized as from the start-up of operations which it is predicted for the beginning of 2009. In all cases the goodwill was based on the expectations of future profitability with amortization predicted within up to five years.



11   
Property, plant and equipment


 

 

Parent company

 

 

 

 

 

 

 

Cost

Depreciation

Carrying amount

 

Annual

 

 

 

 

average %

March

31, 2008

March

31, 2008

March

31, 2008

December

31, 2007

Lands

-

   109,055

             -

    109,055

    108,125

Buildings

4

1,194,182

  (399,979)

    794,203

    750,150

Machinery and equipment

15

1,532,969

  (697,251)

    835,718

    801,966

Installations

10

  499,690

  (177,966)

    321,724

    304,756

Software implementation

20

    98,084

    (39,713)

      58,371

      56,398

Vehicles

20

      9,847

      (7,038)

        2,809

        3,298

Construction in progress

-

  707,187

             -

    707,187

    559,565

Breeding stock

-

  500,953

  (328,181)

    172,772

    164,303

Forestation and reforestation

-

    40,714

      (4,878)

      35,836

      34,973

Advances to suppliers

-

      1,524

             -

        1,524

        4,664

Other

-

         984

          (944)

             40

             51

 

 

 

 

 

 

 

 

4,695,189

(1,655,950)

3,039,239

2,788,249



28


Sadia S.A.


Publicly-held Company




Notes to the interim financial information


(In thousands of Reais)



 


 

 

Consolidated

 

 

 

 

 

 

 

Cost

Depreciation

Carrying amount

 

Annual

 

 

 

 

average %

March

31, 2008

March

31, 2008

March

31, 2008

December

31, 2007

Lands

-

   110,113

             -

   110,113

   108,125

Buildings

4

1,201,448

  (403,035)

   798,413

   756,326

Machinery and equipment

15

1,560,415

  (707,149)

   853,266

   814,951

Installations

10

   508,835

  (179,050)

   329,785

   308,601

Software implementation

20

     98,291

    (39,847)

     58,444

     56,466

Vehicles and plane

15

     19,490

      (8,808)

     10,682

       9,826

Construction in progress

-

   872,136

            -

   872,136

   678,476

Breeding stock

-

   501,018

  (328,181)

   172,837

   164,369

Forestation and reforestation

-

    40,714

      (4,878)

     35,836

     34,973

Advances to suppliers

-

    30,498

            -

     30,498

       5,018

Other

-

      3,203

       (2,109)

       1,094

       1,083

 

 

 

 

 

 

 

 

4,946,161

(1,673,057)

3,273,104

2,938,214


We present the changes in the cost of property, plant and equipment below:


 

Consolidated

 

December 31,
2007

 

 

 

March 31,
2008

Acquisitions

Disposal

Tranfers

 

 

 

 

 

 

Lands

   108,125

       250

        -

    1,738

  110,113

Buildings

1,148,799

    5,003

    (282)

  47,928

1,201,448

Machinery and equipment

1,495,523

  14,362

(4,874)

  55,404

1,560,415

Installations

   477,700

    3,984

   (209)

  27,360

  508,835

Software implementation

     92,584

         44

   (942)

    6,605

    98,291

Vehicles and plane

     18,569

    1,209

   (714)

       426

    19,490

Construction in progress

   678,476

315,956

      -

(122,296)

  872,136

Breeding stock

   463,122

  37,896

       -

           -

  501,018

Forestation and reforestation

    39,605

       917

      -

       192

    40,714

Advances to suppliers

      5,018

  31,017

      -

    (5,537)

    30,498

Other

      3,112

         82

          -

           9

      3,203

 

 

 

 

 

 

Total cost of acquisition

4,530,633

410,720

(7,021)

  11,829

4,946,161



29



Sadia S.A.


Publicly-held Company




Notes to the interim financial information


(In thousands of Reais)




a.

The construction in progress is mainly represented by projects related to the expansion and modernization of industrial units, mainly Uberlandia and Lucas do Rio Verde units.


b.

In accordance with CVM Deliberation 193/96 the interest incurred in the period arising from financing of projects for modernization and expansion of the industrial units has been recorded in the respective costs of the construction in progress in the amount of R$ 14,307
(R$ 14,860 as of March 31, 2007).




12
   Deferred charges


 

 

Parent company

 

 

 

 

 

 

 

Cost

Amortization

Carrying amount

 

 

 

 

 

 

 

Rate

March

31, 2008

March

31, 2008

March

31, 2008

December

31, 2007

 

 

 

 

 

 

Pre operational costs

20

  59,779

  (7,373)

52,406

48,059

Reorganization expenses

20

  29,114

(11,765)

17,349

18,990

Product development and markets

20

  17,356

(11,546)

  5,810

  7,361

Other

20

    2,404

  (1,165)

  1,239

     713

 

 

 

 

 

 

 

 

108,653

(31,849)

76,804

75,123


 

 

 

Consolidated

 

 

 

 

 

 

 

Cost

Amortization

Carrying amount

 

 

 

 

 

 

 

Rate

March

31, 2008

March

31, 2008

March

31, 2008

December

31, 2007

 

 

 


 

 

Pre operational costs

20

  74,448

  (8,964)

65,484

48,232

Reorganization expenses

20

  29,114

(11,765)

17,349

18,990

Product development  and markets

20

  22,424

(12,095)

10,329

14,105

Other

20

    2,404

  (1,165)

  1,239

  1,245

 

 

 

 

 

 

 

 

128,390

(33,989)

94,401

82,572



30


Sadia S.A.


Publicly-held Company




Notes to the interim financial information


(In thousands of Reais)



 



The reorganization expenses refer to the implementation of the shared service center in the city of Curitiba.


The preoperating expenses refer basically to expenses incurred with the Lucas do Rio Verde Project - MT.



13
   Loans and financing - Short-term


 

Parent company

 

Consolidated

 

 

 

 

 

 

 

March

31, 2008

December

31, 2007

 

March

31, 2008

December

31, 2007

Short-term

 

 

 

 

 

Foreign currency

 

 

 

 

 

Financing obtained from financial institutions custodians of structured notes belonging to the Company, with Libor 01 month being charged (2.70% in March 2008) plus interest of 1.37% p.a., guaranteed by its own investments

           -

         -

 

420,140

354,739

 

 

 

 

 

 

Financing for investments in Russia, to be made in property, plant and equipment, with interest 8%  per annum, guaranteed by surety according to the investment interest  (60% for Sadia and 40% for the partner)

           -

         -

 

  93,919

  91,176

 

 

 

 

 

 

Advanced collection relating to the receivables sold, with no interest

           -

      479

 

  71.256

  58.688

 

 

 

 

 

 

Credit lines for the development of foreign trade, with interest rates of 7.60% p.a., guaranteed by promissory notes or sureties

-

-

 

4,527

 4,003

 

 

 

 

 

 

Advances on export contracts - ACC, with interest rates of 8.70% p.a., guaranteed by promissory notes or sureties

-

-

 

        419

             -

 

 

 

 

 

 

Currency swap contracts

    4,729

    2,807

 

    4,729

    2,807

     Exchange interest rate contracts

        -

        -

 

7,043

        -

 

 

 

 

 

 

 

    4,729

    3,286

 

602,033

511,413

Local currency

 

 

 

 

 

Rural credit lines and working capital loans with interest of 6.75% p.a. for the finance of the production of the integration system in the swine and poultry farming.

233,087

246,198

 

234,451

246,198

 

 

 

 

 

 

Currency swap contracts

    1,939

    6,480

 

    1,939

    6,480

 

 

 

 

 

 

 

235,026

252,678

 

236,390

252,678

 

 

 

 

 

 

 

239,755

255,964

 

838,423

764,091


31



Sadia S.A.


Publicly-held Company




Notes to the interim financial information


(In thousands of Reais)








 

Parent company

 

Consolidated

 

 

 

 

 

 

 

March

31, 2008

December

31, 2007

 

March

31, 2008

December

31, 2007

Short-term portion of the long-term debt

 

 

 

 

 

 

 

 

 

 

 

Foreign currency

 

 

 

 

 

BNDES (National Bank for Economic and Social Development), for investments and exports credit lines, composed as follows: FINEM in the amount of R$ 4,521 subject to the weighted average of exchange variation of currencies traded by BNDES - UMBNDES and fixed interest of 3.50% p.a. and FINAME in the amount of R$ 20,380 subject to the weighted average of exchange variation of currencies traded by BNDES-UMBNDES and fixed interest of 3.50%, guaranteed by mortgage bonds and real estate mortgage.

24,901

27,133

 

24,901

27,133

 

 

 

 

 

 

Export financing composed of prepayment in amount of R$ 1,013 subject to LIBOR variation for 6-month deposits (2.61% in March 2008) and interest of 0.79% p.a. and an amount of R$ 12.117, with Libor 06 months being charged of a line focused on the incentive for foreign trade activities, plus annual interest of 2.95% p.a., guaranteed by promissory notes or sureties

1,013

1,237

 

13,130

22,170

 

 

 

 

 

 

The raising of funds on the international capitals market through the issuing of bonds with interest of 6.88% per annum and the principal to be paid in one lump sum in 2017, guaranteed by endorsement.

          -

           -

 

    10,522

    3,044

 

 

 

 

 

 

IFC (International Finance Corporation) funding in foreign currency for investment in property, plant and equipment, subject to interest at the rate of 9.05% p.a., guaranteed by real estate mortgages

    4,133

    6,312

 

      4,133

    6,312

 

 

 

 

 

 

 

 

 

 

 

 

 

  30,047

  34,682

 

    52,686

  58,659



32


Sadia S.A.


Publicly-held Company




Notes to the interim financial information


(In thousands of Reais)




 




 

Parent company

 

Consolidated

 

 

 

 

 

 

 

March

31, 2008

December

31, 2007

 

March

31, 2008

December

31, 2007

Local currency

 

 

 

 

 

BNDES (National Bank for Economic and Social Development), credit lines for investments and exports, composed as follows: FINAME in the amount of R$ 147,919 (R$ 147,515 in the controlling company and R$ 404 in the affiliated company) subject to the Long-Term Interest Rate -TJLP (6.25% p.a. in March 2008) and interest of 3.26% p.a., and FINEM in the amount of R$ 5,203 subject to TJLP and interest of 3.50% p.a., guaranteed by mortgage bonds and real estate mortgages

152,718

154,168

 

153,122

154,168

 

 

 

 

 

 

Export credit note - NCE, an improved credit line for exports, payable in 2009 and 2010, subject to variation of 90% of the CDI (interbank deposit certificate) p.a.

70,079

           -

 

    70,079

           -

 

 

 

 

 

 

PESA - Special Aid for Agribusiness payable in installments, subject to IGPM variation and annual interest of 9.89%, guaranteed by sureties

    1,597

    6,101

 

      1,597

    6,101

 

 

 

 

 

 

Other subject to interest rate from 1% to 4% p.a.

    6,596

    6,595

 

      6,807

    6,595

 

 

 

 

 

 

 

230,990

166,864

 

   231,605

166,864

 

 

 

 

 

 

Short-term portion of long-term debt

261,037

201,546

 

   284,291

225,523

 

 

 

 

 

 

Total short-term

500,792

457,510

 

1,122,714

989,614


At March 31, 2008 the weighted average interest in short-term loans was 5.94% p.a. (6.30% p.a. at December 31, 2007).



33


Sadia S.A.


Publicly-held Company




Notes to the interim financial information


(In thousands of Reais)









14   Loans and financing - Long-term


 

Parent company

 

Consolidated

 

 

 

 

 

 

 

March

31, 2008

December

31, 2007

 

March

31, 2008

December

31, 2007

Foreign currency

 

 

 

 

 

Export financing composed of prepayment, payable in amount of
R$ 175,923 in installments up to 2012, subject to LIBOR variation for 6-month deposits (2.61% in March 2008) plus annual interest of 0.79% p.a, and a line focused on the incentive for foreign trade in amount of R$ 1,073,821,  subject to LIBOR variation for 6-month plus interest of 2.95% p.a., guaranteed by promissory notes or sureties

175,923

178,367

 

1,249,744

1,274,479

 

 

 

 

 

 

The raising of funds on the international capitals market through the issuing of bonds to be paid in 2017 with interest of 6.88% per annum, guaranteed by endorsement.

 

             -

 

             -

 

 

   447,797

 

   445,869

 

 

 

 

 

 

BNDES (National Bank for Economic and Social Development), payable from 2008 to 2015 composed as follows: FINEM in the amount of R$ 4,521 subject to the weighted average of the exchange variation of currencies traded by BNDES - UMBNDES and fixed interest of 3.50% p.a. and FINAME in the amount of R$ 138,693 subject to the weighted average of the exchange variation of currencies traded by BNDES - UMBNDES and fixed annual interest of 3.50% p.a. guaranteed by mortgage bonds and real estate mortgages

   143.,214

   151,080

 

   143,214

   151,080

 

 

 

 

 

 

IFC (International Finance Corporation) for investments in property, plant and equipment, subject to interest at the rate of 9.05% p.a., guaranteed by real estate mortgages

 

       4,133

 

       6,312

 

 

       4,133

 

       6,312

 

 

 

 

 

 

 

   323,270

   335,759

 

1,844,888

1,877,740



34


Sadia S.A.


Publicly-held Company




Notes to the interim financial information


(In thousands of Reais)



 



 

Parent company

 

Consolidated

 

 

 

 

 

 

 

March

31, 2008

December

31, 2007

 

March

31, 2008

December

31, 2007

Local currency

 

 

 

 

 

BNDES (National Bank for Economic and Social Development), credit lines for investments and exports, payable from 2008 to 2015, composed as follows: FINAME in the amount of R$ 865,550 subject to the Long-Term Interest Rate -TJLP (6.25% p.a. in December 2007) and interest of 3.55% p.a.,  and FINEM in the amount of R$ 8,320 subject to TJLP and interest of 3.50% p.a., guaranteed by mortgage bonds and real estate mortgages

1,025,972

   873,870

 

1,028,237

   873,870

 

 

 

 

 

 

Export credit note - NCE, an improved credit line for exports, payable in 2009 and 2010, subject to variation of 90% of the CDI (interbank deposit certificate) p.a.

   200,912

              -

 

   200,912

              -

 

 

 

 

 

 

PESA - Special Sanitation Program of the Agroindustry to be paid in installments from 2008 to 2020, subject to the variation of the IGPM (General Market Price Index) and interest of 9.89% p.a., guaranteed by endorsement.

   145,169

   144,935

 

   145,169

   144,935

 

 

 

 

 

 

Other subject to interest rate from 1% to 4% p.a.

 

     15,469

 

     17,093

 

 

     17,082

 

    17,093

 

 

 

 

 

 

 

1,387,522

1,035,898

 

1,391,400

1,035,898

 

 

 

 

 

 

 

1,710,792

1,371,657

 

3,236,077

2,913,638

 

 

 

 

 

 

Short-term portion of long-term debt

   (261,037)

   (201,546)

 

   (284,291)

   (225,523)

 

 

 

 

 

 

Total long-term

1,449,755

1,170,111

 

2,951,997

2,688,115


The noncurrent portions of financings at March 31, 2008 mature as follows:


Maturity

Parent company

Consolidated

 

 

 

2009

   221,533

   221,533

2010

   361,253

   623,618

2011

   229,396

   736,388

2012

   313,683

   486,361

2013 onwards

   323,890

   884,097

 

 

 

 

1.449.755

2.951.997


 

35


Sadia S.A.


Publicly-held Company




Notes to the interim financial information


(In thousands of Reais)








15   Pension plans for employees


In addition to the pension plan, the Company’s human resources policy offers the following benefits:

 

    Payment of the penalty in connection with the Government Severance Indemnity Fund for Employees
      upon retirement;

 

●    Payment of a bonus for time of service;

    Payment of indemnification for termination of service; and

    Payment of indemnification for retirement.

 

These benefits are due in one single payment upon the employee’s retirement or termination of service, and the amounts are computed by actuarial calculations and recorded in the current profit and loss.



16   Commitments and contingencies


Commitments


The Company has non-cancelable leasing agreements for industrial units that expire over the next five years. These leasing are subject to renewal for 1 more year and do not require any penalty if the Company does not renew them. The Company does not pay execution costs, such as maintenance and insurance.  The rental expenses totaled R$ 40,882 as of March 31, 2008 (R$ 28,518 as of March 31, 2007).




36


Sadia S.A.


Publicly-held Company




Notes to the interim financial information


(In thousands of Reais)








The table below shows the future payments related to the leasing agreement at March 31, 2008:


2008

140,318

2009

181,200

2010

131,900

2011

131,900

2012

131,900

 

 

Total

717,218


In addition the Company signed purchase agreements for production purposes (packaging) in the approximate amount of R$ 53 million on March 31, 2008, payable until 2010.


Contingencies


The Company and its subsidiaries have several on going claims of a labor, civil and tax nature, resulting from its normal business activities. The respective provisions for contingencies were constituted based on the opinion of the Company’s legal counsel, which considered that unfavorable outcomes are likely.


Based on management estimates, the provision for contingencies provided for, net of the respective legal deposits, established by CVM Deliberation 489/05, as presented below, is sufficient to cover possible losses with legal proceedings:


 

Parent company

 

Consolidated

 

 

 

 

 

 

 

March

31, 2008

December

31, 2007

 

March

31, 2008

December

31, 2007

 

 

 

 

 

 

Tax proceedings

34,809

 35,348

 

 46,192

 46,668

Labor proceedings

28,884

 28,168

 

 30,427

 31,772

Civil proceedings

14,327

 15,046

 

 14,327

 15,046

 

 

 

 

 

 

Provision for contingencies

78,020

 78,562

 

 90,946

 93,486

 

 

 

 

 

 

Related legal deposits

(28,194)

 (26,692)

 

 (28,194)

 (26,692)

 

 

 

 

 

 

Provision for contingencies - Net

49,826

 51,870

 

 62,752

 66,794



37



Sadia S.A.


Publicly-held Company




Notes to the interim financial information


(In thousands of Reais)








The changes in the provision for contingencies are presented as follows:



 

December

31, 2007

 Additions

 Disposals

 Monetary
updates

March

31, 2008

 






Tax proceedings

46,668

1,023

(1,678)

179

46,192

Labor proceedings

31,772

1,312

(2,660)

    3

30,427

Civil proceedings

15,046

   264

(1,191)

208

14,327

 

 

 

 

 

 

Provision for contingencies

93,486

2,599

(5,529)

390

90,946

 

 

 

 

 

 

Related legal deposits

(26,692)

(1,535)

       33

   -

(28,194)

 

 

 

 

 

 

Provision for contingencies - Net

66,794

1,064

(5,496)

390

62,752


Tax litigation


The main tax contingencies involve the following cases:


a.

Income and social contribution taxes on net income


Provision for income and social contribution taxes on net income amounting to R$24,932, of which R$9,938 recorded on the acquisition of the subsidiary Granja Rezende (incorporated in 2002), R$6,575 of income tax and R$3,246 on contribution taxes of Concórdia S.A. CVMCC, R$4,165 on withholding income tax on investments of Granja Rezende and R$1,008 for other provisions.


b.

Value - Added tax on sales and services - ICMS


The Company is a defendant in several administrative cases involving ICMS, mainly in the States of São Paulo, Rio de Janeiro and Paraná, totaling a probable contingency estimated at R$11,700.



38


Sadia S.A.


Publicly-held Company




Notes to the interim financial information


(In thousands of Reais)









c.

Other tax contingencies


Several cases related to payment of Social security contribution, PIS (Social Integration Program Tax), Import Duty and others totaling a provision of R$9,560.


The Company has other contingencies of a tax nature in the amount of R$968,115 on March 31, 2008, which was evaluated as representing a possible loss by the legal advisors and by Company management, therefore, no provision has been recorded.  These contingencies refers mainly to questions raised regarding ICMS credits in the amount of R$333,801, IPI Credit premium, in the amount of R$285,996, and payment of social security contributions, in the amount of R$172,105.


Civil litigation


Represents mainly proceedings involving claims for indemnification for losses and damages, including pain and suffering, arising from work-related accidents and consumer relations.


The Company has other contingencies of a civil nature with a claimed amount of R$55,288, which were assessed as possible losses by the legal advisors and by Management and, therefore, no provision was recorded.


Labor claims


The company is involved in approximately 2,263 labor claims. These labor lawsuits refer mainly to claims for overtime, and health exposure and hazard claims, none of which involve a significant amount on an individual basis. The total amount involved is R$54,850, for which the provision in the amount of R$30,427 was recorded based on historical information, representing the best estimate for probable losses.


Court deposits


The Company, as appropriate, performs legal deposits not related to provisions for contingencies, which balance as of March 31, 2008 was R$54,955 (R$42,004 on December 31, 2007).




39


Sadia S.A.


Publicly-held Company




Notes to the interim financial information


(In thousands of Reais)









Guarantees


a.

The Company provides guarantees to loans obtained by certain out growers located in the central region of the country as part of a special development program for that region. Such loans are used to improve the out growers farms installations and will be repaid in 10 years, where the Company obtain from the out growers their farms and installations as a collateral for such guarantees provided. The amount for such guarantees provided as of March 31, 2008 amounted R$311,464 (R$229,700 on December 31, 2007).


b.

The Company is a guarantor for a loan taken out by Instituto Sadia de Sustentabilidade from the National Bank for Economic and Social Development (BNDES). The object of this loan is to set up biodigesters on the properties of the rural producers that are taking part in the Sadia integration system, within the ambit of the Sadia sustainable pig breeding program, seeking a mechanism for clean development and reduction in emission of carbon gases.  The total amount of these guarantees at March 31, 2008 was R$56,855 (R$51,354 at December 31, 2007).


c.

The Company offered a lien on the industrial property it owns in the city of Concórdia, state of Santa Catarina, as a guarantee to a notice of collection from the Federal Revenue Service questioning the compensation in prior years of R$74 million in IPI premium credit against other federal taxes, which the right was given to the Company (a right recognized by the final and unappealable decision). Management and its legal advisors deem this charge to be misplaced and to prevent this dispute from prejudicing the Company’s image and rights, a writ of mandamus was filed under which an injunction was obtained staying this notice of collection.


40


Sadia S.A.


Publicly-held Company




Notes to the interim financial information


(In thousands of Reais)








17   Shareholders’ equity


a.

Capital


Subscribed and paid-in capital is represented by the following shares with no par value:


 

March

31, 2008

December

31, 2007

 

 


Common shares

257,000,000

257,000,000

Preferred shares

426,000,000

426,000,000

 

 

 

Total shares

683,000,000

683,000,000

 

 

 

Preferred shares in treasury

( 10,259,288)

( 10,259,288)

 

 

 

Total outstanding shares

672,740,712

672,740,712


b.

Statements of changes in shareholders’ equity


 

 

 

Treasury

Retained

 

 

Capital

Reserve

shares

earnings

Total

 

 

 

 

 

 

Balances at January 01, 2008

2,000,000

1,001,335

(84,118)

         -

2,917,217

   Interest on shareholders' equity/dividends

             -

             -

         -

(52,057)

     (52,057)

   Net income of the period

             -

             -

         -

209,168

   209,168

 

 

 

 

 

 

Balances at March 31, 2008

2,000,000

1,001,335

(84,118)

157,111

3,074,328


c.

Treasury stock


As of March 31, 2008 the Company held treasury stock of 10,259,288 preferred shares, at an average acquisition cost of R$84,118, held for future sale and/or cancellation. The market value as of March 31, 2008 was R$ 106,697.



41


Sadia S.A.


Publicly-held Company




Notes to the interim financial information


(In thousands of Reais)








d.

Book and market value


At March 31, 2008, the market value of the shares of Sadia S.A., according to the average quotation of the shares traded on the São Paulo stock exchange (BOVESPA), was R$10.40 per share (R$10.12 at December 31, 2007). The book value on the same date was R$4.57 per share (R$4.34 at December 31, 2007).



18
   Stock option plan


The Company has a granting plan of option of purchase of shares, which contemplates nominative preferred shares of issue of the Company, available in treasury.


The plan is managed by a Management Committee, composed of the Chief Executive Officer and the Human Resources Committee of the Board of Directors.


The price for exercising the purchase options does not include any discount and will be based on the average value of the quotation for the share in the last three days of trading on the São Paulo Stock Exchange prior to the grant date, updated by the accumulated National Consumer Price Index (INPC) between the grant date of exercising the option. The vesting period, during which the participant cannot exercise his/her right to purchase the shares, will be three years as from the option granting date. The participant will be able to fully or partially exercise his/her purchase rights after the vesting period within a maximum period of 2 years, and only after this period has expired will he/she lose the right to the options not exercised.


The composition of the options granted is presented as follows:


 

Date

Quantity

Price of shares

Cycle

Grant

Start

Final

of Shares

Grant date

Update - INPC

 

 

 

 

 

 

 

2005

06/24/05

06/24/08

06/24/10

1,700,000

  4.55

  5.08

2006

09/26/06

09/26/09

09/26/11

3,320,000

  5.68

  6.17

2007

09/27/07

09/27/10

09/27/12

5,000,000

10.03

10.37



42


Sadia S.A.


Publicly-held Company




Notes to the interim financial information


(In thousands of Reais)








 

March

31, 2008

December

31, 2007

 



Balances in the beginning of the period

9.955.000

5.320.000

 

 

 

   Options granted

-

5.000.000

   Exercised options - Cycle 2005

-

(100.000)

   Cancelled options - Cycle 2005

-

(100.000)

   Cancelled options - Cycle 2006

             -

(165.000)

 

 

 

Balances in the end of the period

9,955,000

9,955,000


Since the Company has treasury shares earmarked for the stock option plan, the difference between the market value and the updated price for the year will not affect the Company’s results.



19
   Employees’ profit sharing


The Company grants its employees a profit sharing plan, which depends on attaining specific targets, established and agreed to at the beginning of each year.  This plan has been approved by Board of Directors of the Company and it has been registered by a formal agreement with the unions.



20
   Other operating income


On February 13, 2008, the Company obtained recognition of the final, favorable, unappealable decision on the PIS proceedings referring to the unconstitutionality of Law 9718/98, which changed the basis for the calculation of PIS and COFINS by including operating and financial income.  This matter was judged and considered unconstitutional by the Superior court of Justice on November 9, 2005. The Company has been collecting the tax in accordance with legislation and, based on the final decision of this proceeding, recognized the tax credit in the amount of R$14,628, net of attorneys’ fees, in the amount of R$ 878, represented a gain of R$13,750.


43


Sadia S.A.


Publicly-held Company




Notes to the interim financial information


(In thousands of Reais)








21   Financial result


 

Parent company

 

Consolidated

 

 

 

 

 

 

 

March

31, 2008

March

31, 2007

 

March

31, 2008

March

31, 2007

Financial expenses

 

 

 

 

 

Interest

(57,401)

(47,638)

 

(53,508)

(60,275)

Monetary variations - Liabilities

  (5,508)

  (2,348)

 

  (5,508)

  (2,348)

Exchange variations - Liabilities

21,743

73,049

 

21,823

73,368

Exchange variations on foreign investments

        -

         -

 

91,502

(35,479)

Other

  (7,260)

(14,021)

 

(9,488)

(20,731)

 

 

 

 

 

 

 

(48,426)

  9,042

 

44,821

(45,465)

 

 

 

 

 

 

Financial income

 

 

 

 

 

Interest

10,880

12,936

 

16,038

41,823

Monetary variations - Assets

  1,387

       10

 

  1,387

       10

Exchange variations - Assets

  (1,700)

(21,128)

 

(46,309)

(19,883)

Other

  9,048

13,452

 

20,819

17,071

 

 

 

 

 

 

 

19,615

  5,270

 

(8,065)

39,021

 

 

 

 

 

 

 

(28,811)

14,312

 

36,756

  (6,444)



22
   Income and social contribution taxes


Income before the provision for income tax (IR) and social contribution on net income (CSLL) was composed as follows:



44


Sadia S.A.


Publicly-held Company




Notes to the interim financial information


(In thousands of Reais)








 

Parent company

 

Consolidated

 

 

 

 

 

 

 

March

31, 2008

March

31, 2007

 

March

31, 2008

March

31, 2007

 

 


 

 


Local

183,512

136,494

 

  78,144

121,998

Foreign

          -

           -

 

112,387

  20,576

 

 

 

 

 

 

 

183,512

136,494

 

190,531

142,574


The composition of income and social contribution taxes is as follows:


 

Parent company

 

Consolidated

 

 

 

 

 

 

 

March

31, 2008

March

31, 2007

 

March

31, 2008

March

31, 2007

Local

 


 

 


Current

       (23)

        -

 

(1,989)

     (752)

Deferred

25,977

(42,486)

 

30,621

(44,323)

 

 

 

 

 

 

 

25,954

(42,486)

 

28,632

(45,075)

Foreign

 

 

 

 

 

Current

-

        -

 

   (2,726)

     55

Deferred

     (298)

  (1,409)

 

     (299)

(1,409)

 

 

 

 

 

 

 

     (298)

  (1,409)

 

  (3,025)

  (1,354)

 

 

 

 

 

 

 

25,656

(43,895)

 

25,607

(46,429)




45


Sadia S.A.


Publicly-held Company




Notes to the interim financial information


(In thousands of Reais)




Income and social contribution taxes were calculated at applicable rates and reconciliation with the income and social contribution tax expenses is shown below:


 

Parent company

 

Consolidated

 

 

 

 

 

 

 

March

31, 2008

March

31, 2007

 

March

31, 2008

March

31, 2007

 



 



Income before taxation/profit sharing

183,512

136,494

 

190,531

142,574

Interest on shareholders' equity

  (45,582)

  (25,036)

 

  (45,582)

  (25,036)

Income before income and social contribution taxes

137,930

111,458

 

144,949

117,538

Income and social contribution taxes at nominal rate - 34%

  (46,896)

  (37,896)

 

  (49,283)

  (39,963)

 

 

 

 

 

 

Adjustment to calculate the effective rate

 

 

 

 

 

Permanent differences

 

 

 

 

 

Equity in subsidiaries earnings

  72,745

  (4,590)

 

  69,183

    (5,057)

Recording of deferred IR/CS for prior years

          -

        -

 

    6,070

          -

Other

       (193)

  (1,409)

 

       (363)

    (1,409)

 

 

 

 

 

 

Income and social contribution taxes at effective rate

  25,656

(43,895)

 

  25,607

  (46,429)


The composition of deferred income and social contribution taxes is as follows:


 

Parent company

 

Consolidated

 

 

 

 

 

 

 

March

31, 2008

December

31, 2007

 

March

31, 2008

December

31, 2007

Assets

 

 

 

 

 

Deferred taxes

 

 

 

 

 

Benefit plan

38,052

36,522

 

38,052

36,522

Provision for contingencies

26,844

26,711

 

32,069

31,785

Employees’ profit sharing

6,539

25,233

 

6,831

27,998

Allowance for doubtful accounts

17,281

15,802

 

17,281

15,802

Goodwill amortization

8,856

9,919

 

8,856

9,919

Provision for loss on property, plant and equipment

5,922

5,917

 

5,922

5,917

Tax loss carryforwards and negative basis of social

  contribution

41,114

2,264

 

41,114

2,264

Summer Plan depreciation

880

1,070

 

880

1,070

Other

    4,214

    4,470

 

    6,799

         90

 

 

 

 

 

 

Total assets deferred taxes

149,702

127,908

 

157,804

131,367

 

 

 

 

 

 

Assets short-term portion

60,269

32,533

 

60,799

35,992

Assets long-term portion

89,433

95,375

 

97,005

95,375


46



Sadia S.A.


Publicly-held Company




Notes to the interim financial information


(In thousands of Reais)








 

Parent company

 

Consolidated

 

 

 

 

 

 

 

March

31, 2008

December

31, 2007

 

March

31, 2008

December

31, 2007

 

 

 

 

 

 

Liabilities

 

 

 

 

 

Deferred taxes

 

 

 

 

 

Depreciation on rural activities

105,776

109,694

 

105,776

109,694

        Other

         33

            -

 

         33

            -

 

 

 

 

 

 

Total liabilities deferred taxes

105,809

109,694

 

105,809

109,694

 

 

 

 

 

 

Liabilities short-term portion

  10,611

  10,969

 

  10,611

  10,969

Liabilities long-term portion

  95,198

  98,725

 

  95,198

  98,725

 

 

 

 

 

 

Net

  43,893

  18,214

 

  51,995

  21,673


The Management considers that the deferred assets arising from temporary differences will be realized in proportion to the final solution of the contingencies and to the payment of the liabilities forecast for the employees’ benefit plans.


Realization of the credits from deferred tax assets arising from tax losses and the negative social contribution base in the amount of R$41,114, represented by R$39,148 in the parent  company and R$1,966 in the overseas subsidiary, will occur from future profits being generated in the respective companies.  Management anticipates that the tax asset reported by the parent company and by the overseas subsidiary will be realized in full during this year.




47


Sadia S.A.


Publicly-held Company




Notes to the interim financial information


(In thousands of Reais)







23   Risk management and financial instruments


The Company’s operations that are exposed to market risks, mainly with respect to foreign currency variations, credit risks and variations in the prices of agricultural commodities - corn, soy bean and derivatives. These risks are managed by the Risk Management area, through identification of exposures and correlations between the different risk factors, using the specific calculation method, VAR - Value at Risk and simulations of scenarios, and are permanently monitored by the Financial Committee and by the Commodities and Risk Management Committee, consisting of members of the Board of Directors, who are responsible for defining management’s strategy for administering these risks, determining the limits for positions,  exposure and authority for decision making. At March 31, 2008, the  VAR-Value at Risk for the operational assets and liabilities and financial instruments exposed to exchange rate variations for one year with 95% confidence, amounted to R$187,711, representing 6.10% of shareholders’ equity (Information not reviewed).


a.   Exchange rate risk


The exchange rate risk for loans, financing and any other payables denominated in foreign currency is hedged by short-term investments denominated in foreign currency, with same interest rates, and by derivative financial instruments, such as rate swaps (dollar to CDI), interest rate swap contracts (Libor to pre-fixed or vice-versa) and future market agreements, in addition to foreign receivables from exports, which also reduce exchange variations by serving as a “natural hedge”.


The Company, within its hedge strategy, uses currency futures contracts (US dollars, Euros and Pounds), as a form of mitigating exchange rate risk over operating and financial assets and liabilities. The nominal amounts of these contracts are not recorded in the interim financial information.


The realized income of future contracts, for the period ended on March 31, 2008, generated a gain of R$79,794 (R$4,224 for the same period in 2007), represented by gain in the amount of R$30,512 (loss in the amount of R$147 in the same period in 2007) accounted for as financial income in “Monetary Variations Assets”, and a gain in the amount of R$ 49.282 (R$4,371 in the same period of 2007)  as operating income in “Gross operating revenue”.



48


Sadia S.A.


Publicly-held Company




Notes to the interim financial information


(In thousands of Reais)








The results of the operations in the currency futures market, realized and not financially settled and the daily adjustments of currency futures contracts on the Future and Commodities Exchange - BM&F are recorded in the financial statements as “Amounts receivable from futures contracts” and “Amounts payable for futures contracts”.


The unrealized income of counter operations entered into with future maturity dates are not recognized in the interim financial information.  These contracts are segregated and defined as operating or financial, in accordance with the item to be protected.  The amount of these contracts, if recorded as of March 31, 2008, would result in an income of R$126,886 in the financial income and an income of R$180,673 in the operating income.


The Company’s exposure to exchange variation (mainly in US dollars) is shown below:


 

Consolidated

 

 

 

 

March

31, 2008

December

31, 2007

Assets and liabilities in foreign currency



Cash and cash equivalents and short-term investments

 1,604,627

 1,698,431

Amounts receivable from futures contracts

 37,945

 46,684

Trade accounts receivable, net

 259,831

 225,757

Suppliers

 (54,913)

 (36,259)

Loans and financing

 (2,446,921)

 (2,389,153)

Amounts payable for futures contracts

 (12,354)

 (22,409)

Swap contracts (dollar for CDI (*))

          6,437

          9,376

 

 

 

 

(605,348)

(467,573)


(*) Interbank deposit interest.




49


Sadia S.A.


Publicly-held Company




Notes to the interim financial information


(In thousands of Reais)



 

Consolidated hedge contracts outstanding at March 31, 2008 with their respective payment schedules are as follows:



 

March

31, 2008

Maturity

Derivative contracts

2008

 



Currency swap contracts



   Base value - R$

        6,437

        6,437

   Base value - US$

        2,168

        2,168

 

 

 

Receivables/payables

 

 

   Asset

               -

                -

   Liability

        (6,668)

        (6,668)

 

 

 

Rate swap contracts

 

 

   Base value - R$

 1,324,370

 1,324,370

   Base value - US$

    759,407

    759,407

 

 

 

Amount receivable

        4,801

        4,801

Amount payable

       (7,043)

       (7,043)

 

 

 

Futures contracts - US dollars

 

 

Short position- US$

 1,810,500

 1,810,500

Long position - US$

 1,155,000

 1,155,000

Short position - Euro

    180,000

    180,000

Long position - Euro

      82,500

      82,500

Short position - Libra

      70,000

      70,000

Long position - Libra

      10,000

      10,000

 

 

 

Options

 

 

Long call option US$

    100,000

    100,000

Long put option US$

        5,000

        5,000

 

 

 

   Amount receivable

      37,945

      37,945

   Amount payable

      12,354

      12,354



50

Sadia S.A.


Publicly-held Company




Notes to the interim financial information


(In thousands of Reais)









b.   Credit risk


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


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


c.   Grain purchase price risks


The Company’s operations are exposed to the volatility in prices of grain (corn and soybean) used in the preparation of animal feed for its breeding stock, where the price variation results from factors beyond the control of management, such as climate, the size of the harvest, transport and storage costs and government agricultural policies, among others. The Company does not enter into futures or options contracts to hedge against fluctuations in the prices of the commodities, however it maintains a risk management strategy, based on physical control, which includes purchase of grain at fixed and fixable prices. The Company has a Commodities Committee and Risk Management, composed by the chief executive officer and financial and operational executives, whose aim is to discuss and decide on the company’s strategies and positioning with respect to the various risk factors that impact the operating results.


d.   Estimated market values


The Company used the following methods and assumptions to estimate the disclosure of the fair value of its financial instruments as of March 31, 2008 and 2007:




51


Sadia S.A.


Publicly-held Company




Notes to the interim financial information


(In thousands of Reais)








·

Cash and cash equivalents - The book values of cash and banks recorded in the balance sheet are similar to the respective fair values.


·

Short-term financial investments - The fair value of short-term financial investments is estimated based on the market quotations of comparable contracts.


·

Accounts receivable and payable - The book values of accounts receivable and payable recorded in the balance sheet are similar to their respective fair values.


·

Investments: The market values of the investments were obtained from their market quotations.


·

Short and long-term loans and financing - The market values of loans and financing were calculated based on their present value calculated through the future cash flows and using interest rates applicable to instruments of similar nature, terms and risks, or based on the market quotation of these securities. The market values of BNDES financing are similar to the book values, since there are no similar instruments with comparable maturities and interest rates.


·

Exchange and interest rate swap contracts - The fair values of exchange and interest rate swap contracts were estimated based on market quotations for comparable contracts. As of March 31, 2008 the contracted amounts in force totaled R$3,120,782 (R$2,251,459 on December 31, 2007) and the valuation of these contracts to fair value would result in a gain of R$112,776 (loss of R$63,645 on December 31, 2007), composed by a gain in the amount of R$49,817 accounted for as financial income, and a gain in the amount of R$62,959 as operating income. The effective cash settlements of the contracts occur on the respective maturities of each agreement. The Company does not intend to settle these contracts before their maturity.


The market values were estimated on the balance sheet date, based on “relevant market information”. Changes in the assumptions may significantly affect these estimates.




52


Sadia S.A.


Publicly-held Company




Notes to the interim financial information


(In thousands of Reais)








The book values and the estimated fair values of the Company’s financial instruments as of March 31, 2008 and 2007 are presented in the table below. The fair value of a financial instrument is the amount for which the instrument could be traded between interested parties under current market conditions.


 

Consolidated

 

 

 

 

 

March 31, 2008

 

December 31, 2007

 

 

 

 

 

 

 

Book

value

Market

value

 

Book

value

Market

value

 

 

 

 

 

 

Cash and cash equivalents

   161,759

   161,759

 

   320,028

   320,028

Short-term investments - Local Currency

   651,526

   651,526

 

   610,000

   610,000

Short-term investments - Foreign Currency

1,522,000

1,522,000

 

1,575,323

1,532,988

Trade accounts receivable

   434,862

   434,862

 

   530,669

   530,669

Investments

     19,884

   244,105

 

     19,885

   364,474

Loans and financing

4,074,711

4,237,514

 

3,677,729

3,687,262

Suppliers

   735,472

   735,472

 

   593,951

   593,951

Futures contracts, net

     25,591

     25,591

 

     24,275

     24,275


e.    Financial indebtedness


 

Consolidated

 

 

 

 

 

March 31, 2008

 

December 31, 2007

 

 

 

 

 

Currency

 

Currency

 

 

 

 

 

 

 

 

 

Local

Foreign

Total

 

Local

Foreign

Total

 

 

 

 

 

 

 

 

Assets

 

 

 

 

 

 

 

Cash and cash equivalents

    79,132

     82,627

  161,759

 

  196,920

  123,108

  320,028

Short-term investments

   552,573

1,522,000

2,074,573

 

  473,958

1,575,323

2,049,281

Accounts receivable from future contracts

              -

     37,945

     37,945

 

            -

     46,684

     46,684

 

 

 

 

 

 

 

 

Total current assets

  631,705

1,642,572

2,274,277

 

  670,878

1,745,115

2,415,993



53


Sadia S.A.


Publicly-held Company




Notes to the interim financial information


(In thousands of Reais)












 

Consolidated

 

 

 

 

 

March 31, 2008

 

December 31, 2007

 

 

 

 

 

Currency

 

Currency

 

 

 

 

 

 

 

 

 

Local

Foreign

Total

 

Local

Foreign

Total

 

 

 

 

 

 

 

Long-term investments

      98,953

              -

    98,953

 

  136,042

              -

  136,042

 

 

 

 

 

 

 

 

Total long-term assets

      98,953

              -

     98,953

 

  136,042

              -

   136,042

 

 

 

 

 

 

 

 

Total Financial Assets

    730,658

1,642,572

2,373,230

 

  806,920

1,745,115

2,552,035

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Liabilities

 

 

 

 

 

 

 

Short-term financing

   467,995

   654,719

1,122,714

 

  419,542

   570,072

  989,614

Accounts payables from future contracts

               -

     12,354

     12,354

 

             -

     22,409

    22,409

Swap contracts - short-term

        6,437

      (6,437)

              -

 

      9,376

      (9,376)

             -

 

 

 

 

 

 

 

 

Total current liabilities

    474,432

    660,636

1,135,068

 

  428,918

  583,105

1,012,023

 

 

 

 

 

 

 

 

Long-term Financing

1,159,795

1,792,202

2,951,997

 

  869,034

1,819,081

2,688,115

 

 

 

 

 

 

 

 

Total noncurrent liabilities

1,159,795

1,792,202

2,951,997

 

869,034

1,819,081

2,688,115

 

 

 

 

 

 

 

 

Total Financial liabilities

1,634,227

2,452,838

4,087,065

 

1,297,952

2,402,186

3,700,138

 

 

 

 

 

 

 

 

Net debt

(903,569)

(810,266)

(1,713,835)

 

(491,032)

(657,071)

(1,148,103)



54


Sadia S.A.


Publicly-held Company




Notes to the interim financial information


(In thousands of Reais)








24   Insurance


The Company and its subsidiaries adopt insurance engagement policy at levels that Management considers adequate to cover risks resulting from the claims of its assets.  Due to the characteristics of multilocated operations, Management engages its policies with a limit of maximum loss possible in the same event, with amounts calculated based on risk inspections and potential losses.  The policies engaged guarantee coverage against fire, general civil liability, windstorms, disorders and electric damage, as well as insurance for merchandise transport, personal and vehicle damage.  The amount currently insured guarantees the comprehensive coverage of the Company’s fixed assets.


The assumptions adopted, given their nature, are not part of the scope of an audit of financial statements and, accordingly, they were not examined by our independent auditors.



25
   Private pension plan


a.

Defined benefit plan


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


The supplementary pension benefit is defined as the difference between (i) the benefit wage (updated average of the last 12 participation salaries, limited to 80% of the last participation salary) and (ii) the amount of the pension paid by the National Institute of Social Security. The supplementary benefit is updated every year by the National Consumer Price Index - INPC.


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



55


Sadia S.A.


Publicly-held Company




Notes to the interim financial information


(In thousands of Reais)








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


At March 31, 2008 the Foundation had a total of 19,252 participants (19,398 on December 31, 2007), of which 15,317were active participants (15,572 on December 31, 2007).


The contributions of the parent company, on March 31, 2008 and 2007, amounted to R$516 and R$486, and R$530 and R$499 in the consolidated, respectively.


b.

Defined contribution plan


As from January 1, 2003, the Company began to adopt new supplementary pension plans under the defined contribution modality for all employees hired by Sadia and its subsidiaries. As from January 1, 2007 these plans are only available to employees earning over R$1,800 per month. Under the terms of the regulations, plans are funded on an equitable basis so that the portion paid by the Company is equal to the payment made by the employee in accordance with a contribution scale based on salary bands that vary between 1,5% and 6% of the employee’s remuneration, observing a contribution limit that is updated annually. The contributions made by the Company on March 31, 2008 and 2007 totaled R$538 and R$291 respectively. As of March 31, 2008 this plan had 1,555 participants (1,421 participants on December 31, 2007).




56


Sadia S.A.


Publicly-held Company









Board of Directors



Walter Fontana Filho

Chairman


Eduardo Fontana d'Avila

Member


Alcides Lopes Tápias

Member


Diva Helena Furlan

Member


Everaldo Nigro dos Santos

Member


Francisco Silvério Morales Céspede

Member


José Marcos Konder Comparato

Member


Luiza Helena Trajano Inácio Rodrigues

Member


Marcelo Fontana

Member


Norberto Fatio

Member


Vicente Falconi Campos

Member




57


Sadia S.A.


Publicly-held Company








Officers


Gilberto Tomazoni

 

Chief Executive Officer

Adriano Lima Ferreira

 

Chief Financial Officer

Alexandre de Campos

 

International Sales Director

Alfredo Felipe da Luz Sobrinho

 

Director of Institutional Relations, Sustainability and Legal Matters

Amaury Magalhães Maciel Filho

 

Agricultural Operations Director

Antonio Paulo Lazzaretti

 

Technology and Quality Guarantee Director

Artêmio Listoni

 

Bovine Activities Director

Eduardo Nunes de Noronha

 

Human Resources and Management Director

Ernest Sícoli Petty

 

Supply Director

Flávio Luís Fávero

 

Regional Production Director

Gilberto Meirelles Xandó Baptista

 

Internal Market Commercial Director

Guilhermo Henderson Larrobla

 

International Sales Director

Helio Rubens Mendes dos Santos

 

Industrial Technology Director

José Augusto Lima de Sá

 

International Relationships Director

Osório Dal Bello

 

Farming Technology Director

Paulo Francisco Alexandre Striker

 

Logistics Director

Ralf Piper

 

Quality Assurance Director

Ricardo Fernando Thomas Fernandes

 

Grain Purchase Director

Roberto Banfi

 

International Sales Director

Ronaldo Korbag Muller

 

Poultry Production Director

Sérgio Carvalho Mandin Fonseca

 

National Sales Director

Valmor Savoldi

 

Planning, Logistics and Supplies Director

Welson Teixeira Junior

 

Investor Relations Director

 

 

 

Gustavo Teixeira de Freitas

Tax Planning and Controllership Manager

 

Giovanni F. Lipari Accountant

CRC 1SP201389/0-7-S-SC




58