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 UNDER THE

SECURITIES EXCHANGE ACT OF 1934

 

Dated November 8, 2019

 

Commission File Number 1-14878

 

GERDAU S.A.

(Exact Name as Specified in its Charter)

 

N/A

(Translation of Registrant’s Name)

 

Av. Dra. Ruth Cardoso, 8,501 — 8° andar

São Paulo, São Paulo - Brazil CEP 05425-070

(Address of principal executive offices)

 

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    o  

 

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): o

 

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): o

 

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    o      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:  November 8, 2019

 

 

GERDAU S.A.

 

 

 

 

 

 

By:

/s/ Harley Lorentz Scardoelli

 

Name:

Harley Lorentz Scardoelli

 

Title:

Investor Relations Director

 

2


 

EXHIBIT INDEX

 

Exhibit

 

Description of Exhibit 

99.1

 

Quarterly Results Gerdau S.A. 3Q19

 

3


Exhibit 99.1

QUARTERLY RESULTS GERDAUS.A. 3Q19

 

3Q19 HIGHLIGHTS ‘ São Paulo, October 30, 2019 – Gerdau S.A. (B3: GGBR4 / NYSE: GGB) announces its results for the third quarter of 2019. The consolidated financial statements of the Company are presented in Brazilian real (R$), in accordance with International Financial Reporting Standards (IFRS) and the accounting practices adopted in Brazil. The information in this report does not include the data of associates and jointly controlled entities, except where stated otherwise. CONSOLIDATED HIGHLIGHTS  Adjusted EBITDA of R$1,457 million with margin of 14.7% in 3Q19, excluding mainly the effects from the scheduled shutdown of Blast Furnace 1 at the Ouro Branco Mill in the Brazil BD. Free cash flow of R$1,888 million in 3Q19, the Company’s second best quarterly cash flow ever. EBITDA margin of the North America BD remains at 10.5% in 3Q19, in line with 3Q18.   Consolidated EBITDA (R$ million) and EBITDA Margin (%) 15.5% 15.7% 15.5% 14.7% 12.9% 2,013 3Q18 4Q18 1Q19 2Q19 3Q19 EBITDA Adj ust ed EBITDA Margi n Adjust ed Free Cash Flow (R$ million) 1,888 1,144 (532) (37) Adjusted EBITDA 3Q19 CAPEX Income Tax Debt Int erest, net Working Capital Free Cash Flow 3Q19 EBITDA (R$ million) and EBITDA Margin (%) – North America BD 13.2% 11.1% 10.5% 10.5% 10.1% 605 3Q18 4Q18 1Q19 2Q19 3Q19 EBITDA EBITDA Margi n 2 506 437 425 380 1,457 (144) 1,404 1,552 1,572 1,457

 

CONSOLIDATED INFORMATION ‘ GERDAU’S PERFORMANCE IN 3Q19 Results of Operations Volumes (1,000 tonnes) Results (R$ million) Production and shipments In 3Q19, crude steel production decreased in relation to 3Q18, mainly due to the lower production volume at the North America Business Division (BD), given the divestment of most of the rebar operations in the United States. The production decrease also was influenced by the scheduled maintenance shutdown of Blast Furnace 1 at the Ouro Branco Mill in the Brazil BD. Steel shipments declined in the period, reflecting the divestments in the North America BD and the lower shipments in the Special Steel BD. Comparing the 9 months of 2019 to the 9 months of 2018, a sharp decline in crude steel production and steel shipments was due to the asset divestment in North America BD (wire-rod operation and most of the rebar operations), South America BD (Chile operation) and Special Steel BD (India operation). Operating result The reduction in net sales and consolidated costs of goods sold in 3Q19 in relation to 3Q18 is mainly due to the lower shipments. Consolidated gross profit and gross margin decreased in 3Q19 in relation to 3Q18, due to the divestments in the North America BD, the higher costs in the Brazil BD with the scheduled shutdown of Blast Furnace 1 at the Ouro Branco Mill and the higher cost per tonne sold in the Special Steel BD. Selling, general and administrative expenses in 3Q19 decreased in relation to 3Q18, reflecting the ongoing operating efficiency gains and the digital innovation initiatives, as well as the divestments. Meanwhile, as a ratio of net sales, selling, general and administrative expenses increased, to 3.7%, reflecting the lower net sales in the period. 3 Net Sales9,93112,836 -22.6%10,154-2.2%30,11135,260 -14.6% Cost of Goods Sold(8,946)(10,974) -18.5%(8,881)0.7%(26,584)(30,414) -12.6% Gross profit9851,862-47.1%1,273 -22.6%3,5274,846 -27.2% Gross margin (%)9.9%14.5%12.5%11.7%13.7% SG&A (372) (418) -11.0% (354) 5.1% (1,094) (1,269) -13.8% Selling expenses (123) (141) -12.8% (122) 0.8% (374) (449) -16.7% General and administrative expenses (249) (277) -10.1% (232) 7.3% (720) (820) -12.2% %SG&A/ Net Sales3.7%3.3%3.5%3.6%3.6% Adjusted EBITDA1,4572,013 -27.6%1,572-7.3%4,5815,253 -12.8% Adjusted EBITDA Margin14.7%15.7%15.5%15.2%14.9% Production of crude steel2,7333,969-31.1%3,425 -20.2%9,50112,122 -21.6% Shipments of steel3,0563,688-17.1%2,9722.8%9,01211,394 -20.9% CONSOLIDATED3Q193Q182Q199M199M18

 

‘ (R$ m illion) entities (R$ m illion) 1 - Non-accounting measure calculated in accordance with CVM Instruction 527. 2 - Non-accounting measure calculated by the Company. The Company presents Adjusted EBITDA to provide additional information on cash generation in the period. 3 - Accounting measure reported in the consolidated Income Statement. In 3Q19, adjusted EBITDA and adjusted EBITDA margin decreased in relation to 3Q18, in line with the decline in gross profit and gross margin, which was partially neutralized after excluding the nonrecurring effects from the refurbishment of Blast Furnace 1 at Ouro Branco Mill, net of tax reversal/provisions in the period, in the Brazil BD. EBITDA (R$ million) and EBITDA Margin (%) 15.5% 15.7% 15.5% 14.7% 12.9% 2,013 3Q18 4Q18 1Q19 2Q19 3Q19 EBITDA Adj ust ed EBITDA Margi n Adjust ed 4 1,404 1,552 1,572 1,457 Breakdown of Consolidated EBITDA 3Q19 3Q18  2Q19  9M19 9M18  Net income 289 791 -63.5% 373 -22.5% 1,115 1,937 -42.4% Net financial result 562 441 27.4% 300 87.3% 1,237 1,498 -17.4% Provision for income and social contribution taxes (150) 39 - 252 -159.5% 264 (20) - Depreciation and amortization 502 478 5.0% 527 -4.7% 1,535 1,388 10.6% EBITDA - Instruction CVM ¹ 1,203 1,749 -31.2% 1,452 -17.2% 4,151 4,803 -13.6% Gains and losses on assets held for sale and sales in subsidiaries - 177 - - - - 229 - Equity in earnings of unconsolidated companies (9) 3 - 39 - 15 (39) - Proportional EBITDA of associated companies and jointly controlled 82 84 -2.4% 81 1.2% 234 260 -10.0% Impacts from refurbishment of Blast Furnace 1at the Ouro Branco Mill 238 - - - - 238 - - Tax reversals/provisions (57) - - - - (57) - - Adjusted EBITDA² 1,457 2,013 -27.6% 1,572 -7.3% 4,581 5,253 -12.8% Adjusted EBITDA Margin 14.7% 15.7% 15.5% 15.2% 14.9% CONCILIATION OF CONSOLIDATED EBITDA 3Q19 3Q18 2Q19 9M19 9M18 EBITDA - Instruction CVM ¹ 1,203 1,749 1,452 4,151 4,803 Depreciation and amortization (502) (478) (527) (1,535) (1,388) OPERATINGINCOME BEFORE FINANCIAL RESULT AND TAXES³ 701 1,271 925 2,616 3,415

 

‘ Financial result and net income (R$ million) 1 - Accounting measure disclosed in the consolidated Income Statement. 2 - Non-accounting measure calculated by the Company to show net profit adjusted by non-recurring events that influenced the result but did not produce any cash effects. In 3Q19 compared to 3Q18, the variation in the financial result was basically due to the effects from exchange variation on l iabilities contracted in U.S. dollar and in other currencies, which were practically offset by the line “Income Tax/Social Contribution – effects from exchange variation that include net investment hedge.” Adjusted net income in 3Q19 decreased in relation to 3Q18, in line with EBITDA in the period, which also was partially neutralized by nonrecurring items in the period. Dividends In Gerdau S.A. was approved the payment of dividends in the amount of R$ 68 million (R$ 0.04 per share) in 3Q19, which was distributed as an advance on the minimum mandatory dividend stipulated in the Bylaws. Payment date: November 25, 2019 Record date: shareholding position on November 11, 2019 Ex-dividend date: November 12, 2019 Working Capital and Cash Conversion Cycle The cash conversion cycle measured in days (working capital divided by daily net sales in the quarter) decreased in September compared to June 2019, reflecting the stabilization of inventories during 3Q19. 5 CONSOLIDATED 3Q19 3Q18  2Q19  9M19 9M18  Income before financial income expenses and taxes¹ 701 1,271 -44.8% 925 -24.2% 2,616 3,415 -23.4% Financial Result (562) (441) 27.4% (300) 87.3% (1,237) (1,498) -17.4% Financial income 49 57 -14.0% 48 2.1% 138 123 12.2% Financial expenses (368) (401) -8.2% (353) 4.2% (1,066) (1,155) -7.7% Exchange variation, net (including net investment hedge) (193) (135) -30.1% 27 - (215) (527) -59.2% Exchange variation (other currencies) (41) 21 - (15) 173.3% (78) 17 -558.8% Gains (losses) on financial instruments, net (9) 17 - (7) - (16) 44 - Income before taxes¹ 139 830 -83.3% 625 -77.8% 1,379 1,917 -28.1% Income and social contribution taxes 150 (39) - (252) - (264) 20 - Exchange variation including net investment hedge 211 101 -52.1% (42) - 190 487 156.3% Other lines (61) (110) -44.5% (210) -71.0% (454) (438) 3.7% Non-recurring items - (30) - - - - (29) - Consolidated Net Income ¹ 289 791 -63.5% 373 -22.5% 1,115 1,937 -42.4% Non-recurring items 119 207 - - - 119 258 - Gains and losses on assets held for sale and sales os interest in subsidiaries - 177 - - - - 229 - Impacts from refurbishment of Blast Furnace 1at the Ouro Branco Mill 238 - - - - 238 - - Tax reversals/provisions (57) - - - - (57) - - Income and social contribution taxes - non-recurring items (62) 30 - - - (62) 29 -313.8% Consolidated Adjusted Net Income² 408 998 -59.1% 373 9.4% 1,234 2,195 -43.8%

 

‘ Working Capital (R$ million) and Cash Conversion Cycle (days) 9.4 9.3 9.2 8.6 Sep/18 Dec/18 Mar/ 19 J un/ 19 Sep/19 Working Capit al (R$ bill ion) Cash Conversi on Cycl e (days) Financial Liabilities On September 30, 2019, gross debt was 14.6% short term and 85.4% long term. Broken down by currency, 21.8% of gross debt was denominated in Brazilian real, 77.5% in U.S. dollar and 0.7% in other currencies. On September 30, 2019, 56% of cash was denominated in U.S. dollar. The evolution in key debt indicators is shown below: 1 - Total capitalization = shareholders' equity + gross debt - debt interest 2 - Net debt = gross debt – interest on debt – cash, cash equivalents and financial investments. 3 - Adjusted EBITDA in the last 12 months. The reduction in the net debt/EBITDA ratio from 2.23x on September 30, 2018 to 1.96x on September 30, 2019 is explained by the proceeds generated by the divestment program carried out by the Company over the past few years and by free cash flow generation in the period. 6 Indicators 09.30.2019 06.30.2019 09.30.2018 Gross debt / Total capitalization ¹ 36% 35% 40% Net debt² (R$) / EBITDA ³ (R$) 1.96x 1.89x 2.23x Debt composition09.30.201906.30.201909.30.2018 (R$ Million) Short Term 2,262 1,874 2,178 Long Term 13,232 12,800 16,015 Gross Debt 15,494 14,674 18,193 Cash, cash equivalents and short-term investments 3,432 2,142 3,475 Net Debt 12,062 12,532 14,718 76 8.0 83 84 78 72

 

‘ Payment schedule of gross debt (non-current) 5.5 1.3 2020 2021 2022 2023 2024 2025 and after On September 30, 2019, the nominal weighted average cost of gross debt was 6.0%, or 5.7% for the portion denominated in Brazilian real, 5.6% plus exchange variation for the portion denominated in U.S. dollar contracted by companies in Brazil and 8.7% for the portion contracted by subsidiaries abroad. On September 30, 2019, the average gross debt term was 7.0 years, with the debt maturity schedule well balanced and well distributed over the coming years. Investments Capital expenditure amounted to R$ 532 million in 3Q19, with R$ 201 million allocated to general maintenance, R$ 169 million to maintenance of the Ouro Branco Mill and R$ 162 million to technological expansion and modernization. Of the amount invested in the quarter, 56% was allocated to the Brazil BD, 22% to the Special Steel BD, 19% to the North America BD and 3% to the South America BD. The Company reaffirms its investment plan for 2019 of R$ 1.8 billion, which has already been invested R$ 1.3 billion in the first nine months of 2019, which is part of the CAPEX program of R$ 7.1 billion for the three-year period (2019-2021). The investments in technological expansion and modernization will be made as expectations for the market’s recovery and for free cash flow generation in the period are confirmed. 7 2.6 1.6 1.9 0.3

 

‘ 2,637 2,599 2019E* 2020E* 2021E* General maintenanc e Ouro Branco Maintenance Technological expansion and updating *Estimated Information Free Cash Flow The free cash flow generation of R$ 1.9 billion in 3Q19 was significantly higher than in both 3Q18 and 2Q19, due to the significant freeing up of working capital in the period, given the normalization of inventories following the scheduled shutdown of Blast Furnace 1 at the Ouro Branco Mill. Note that this is the second best quartely free cash flow generation in the Company’s history. Free Cash Flow 3Q19 (R$ million) 1,888 1,144 (532) (37) Adjusted EBITDA 3Q19 CAPEX Income Tax Debt Int erest, net Working Capital Free Cash Flow 3Q19 Free Cash Flow - Quarterly (R$ million) 8 1,457 (144) 1,840 874 912 635 562 593 441 1,163 1,132 764

 

‘ 2,038 1,888 (166) 1Q19 3Q18 4Q18 2Q19 3Q19 ESG Factors In line with our action plan, starting this third quarter, we will report to the market on our initiatives and advances in the environmental, social and governance (ESG) areas. This action plan provides for, through governance bodies (the Board of Directors and the Strategy & Sustainability, Risk and Disclosure Committees), systematic monitoring of the performance and implementation of the activities. The ESG Scorecard will be evaluated by the Board of Directors and the above committees at a predefined frequency, based on the materiality matrix to be constructed for the Integrated Report. During 2019, the Board of Directors, which is composed of over 40% independent members, revised the related-party transaction, information disclosure and securities trading policies. The body also monitored the updating of the operating and corporate guidelines and the drafting of the executive committee’s charter. It also reviewed the duties and procedures of the governance bodies to incorporate ESG topics into the decision-making and accountability processes. Regarding initiatives focusing on climate change, at the Ouro Branco Mill, 70% of the energy consumed is generated internally by reusing around 92% of the gases generated to produce electric and thermal energy. We also use biocoke, an alternative raw material derived from charcoal (a renewable energy source) to substitute fossil fuels. Moreover, around 73% of all steel produced is derived from scrap. According to the Worldsteel Association, 1 tonne of recycled steel scrap avoids 1.5 tonnes in greenhouse gas emissions. In addition, Gerdau has the following environmental protection initiatives:    310,000 hectares of planted forests for energy applications, 90,000 hectares of which are set aside for biodiversity conservation; 97.7% of water recirculated in the process; and 77% of reuse of co-products, as inputs to civil construction and fertilizers, that generate around R$ 302 million in revenue. On the people management front, over the year, we trained more than one thousand employees on the topics of unconscious bias, valuing diversity and mitigating prejudice in hiring, promotion and recognition practices. The internship and learning programs prioritized the hiring of young black professionals as a way to improve racial inclusion, while the Company also hired refugees. As a result of these initiatives, the number of women in our operations doubled, underscoring our public commitments to promoting diversity. We also carried out the following actions:   joins the UN Global Compact; and the ESG action plan also provides for: commitment to B System, throught to B Certification plan; Construction of a sustainability vision and policy; and Integrated Report based on the GRI framework and the criteria of Abrasca. PERFORMANCE BY BUSINESS DIVISION (BD) 9 405 361

 

‘ The information in this report is divided into four Business Divisions (BD) in accordance with Gerdau’s corporate governance, as follows:     Brazil BD (Brazil Business Division) – includes the operations in Brazil (except special steel) and the iron ore operation in Brazil; North America BD (North America Business Division) – includes all operations in North America (Canada, United States and Mexico), except special steel, as well as the jointly controlled entities and associate company, both located in Mexico; South America BD (South America Business Division) – includes all operations in South America (Argentina, Peru, Uruguay and Venezuela), except the operations in Brazil, and the jointly controlled entities in the Dominican Republic and Colombia; Special Steel BD (Special Steel Business Division) – includes the special steel operations in Brazil and the United States. NET SALES South America BD Special Steel BD North America BD Brazil BD 7.5% 17.4% 37.1% 38.0% 4,390 4,198 5,753 4,017 2,305 1,844 1,621 908 840 771 3Q18 2Q19 3Q19 3Q18 2Q19 3Q19 3Q18 2Q19 3Q19 3Q18 2Q19 3Q19 Net Sales (R$ million) Part icipat ion of Net Sales per BD (last 12 mont hs) 10 3,812 3,627

 

‘ EBITDA & EBITDA MARGIN North America BD South America BD 10.3% Special Steel BD Brazil BD 15. 1% 29.0% 45.6% 20.3% 891 20.0% 21.5% 20.4% 17.8% 16.8% 11.1% 16.1% 10.5% 605 10.5% 12.8% 13.1% 372 241 207 185 168 165 3Q18 2Q19 3Q19 3Q18 2Q19 3Q19 3Q18 2Q19 3Q19 3Q18 2Q19 3Q19 EBITDA (R$ million) EBITDA Margin (%) Part icipat ion of Adjust ed EBITDA per BD(last 12 mont hs) BRAZIL BD Volumes (1,000 tonnes) Results (R$ million) 1 – Includes iron ore sales. 11 Net Sales¹ 4,198 4,390 -4.4% 4,017 4.5% 12,065 11,799 2.3% Domestic Market 3,446 3,572 -3.5% 3,280 5.1% 9,737 9,297 4.7% Exports 752 818 -8.1% 737 2.0% 2,328 2,502 -7.0% Cost of Goods Sold (3,835) (3,602) 6.5% (3,426) 11.9% (10,581) (9,670) 9.4% Gross profit 363 788 -53.9% 592 -38.7% 1,484 2,129 -30.3% Gross margin (%) 8.6% 18.0% 14.7% 12.3% 18.0% Adjusted EBITDA² 706 891 -20.8% 716 -1.4% 2,096 2,385 -12.1% Adjusted EBITDA Margin (%) 16.8% 20.3% 17.8% 17.4% 20.2% Production of crude steel 1,079 1,479 -27.0% 1,626 -33.6% 4,124 4,391 -6.1% Shipments of steel 1,415 1,422 -0.5% 1,343 5.4% 4,116 4,225 -2.6% Domestic Market 1,031 1,085 -5.0% 985 4.7% 2,955 3,064 -3.6% Exports 384 337 13.9% 359 7.0% 1,161 1,161 0.0% Shipments of long steel 1,072 1,060 1.1% 961 11.6% 3,075 3,158 -2.6% Domestic Market 698 754 -7.4% 658 6.1% 1,997 2,094 -4.6% Exports 374 306 22.2% 304 23.0% 1,078 1,064 1.3% Shipments of flat steel 343 362 -5.2% 382 -10.2% 1,041 1,067 -2.4% Domestic Market 333 331 0.6% 327 1.8% 958 970 -1.2% Exports 10 31 -67.7% 55 -81.8% 83 97 -14.4% BRAZIL BD3Q19 3Q18  2Q19  9M19 9M18  425380 716706

 

‘ 2 – Adjusted EBITDA due to the impacts from refurbishment of Blast Furnace 1 at the Ouro Branco Mill, net of tax reversals/provisions in 3Q19 Production and shipments Crude steel production registered a sharp decline in 3Q19 compared to both 3Q18 and 2Q19, reflecting the scheduled maintenance shutdown of Blast Furnace 1 at the Ouro Branco Mill in 3Q19. Shipments remained stable in 3Q19 in relation to 3Q18, with slight reduction in shipments to the domestic market that was offset by an increase in exports of billets. In relation to 2Q19, the increase in shipments is due to higher shipments of reinforced concrete (rebar and fabricated rebar) in the domestic market and to the higher exports of billets. In 3Q19, 707,000 tonnes of iron ore were sold to third parties and 720,000 tonnes were consumed internally. The lower internal consumption of iron ore in the period compared to both 3Q18 (1,115 thousand tonnes) and 2Q19 (1,124) was due to the lower crude steel production in the period, given the scheduled maintenance shutdown of Blast Furnace 1 at the Ouro Branco Mill. Operating result Net sales decreased in 3Q19 compared to 3Q18, due to the higher shipments in the domestic market and the decrease in net sales per tonne sold in the export market influenced by lower international prices. In relation to 2Q19, the increase in net sales is due to the higher shipments in the domestic market, with stable prices, and the higher shipments of iron ore to third parties. Cost of goods sold increased in 3Q19 in relation to 3Q18 and 2Q19, explained by the scheduled maintenance shutdown of Blast Furnace 1 at the Ouro Branco Mill, which resulted in the non-dilution and increase of fixed costs, despite the reduction in scrap costs. The decreases in gross profit and gross margin in 3Q19 compared to 3Q18 and 2Q19 were due to the lower profitability of exports and to the impacts on costs of the scheduled maintenance shutdown of Blast Furnace 1 at the Ouro Branco Mill. In 3Q19, EBITDA and EBITDA margin decreased in relation to 3Q18 and 2Q19, accompanying the decrease in gross profit and gross margin, which was neutralized by excluding the effects from nonrecurring items associated with the refurbishment of Blast Furnace 1 at the Ouro Branco Mill, net of tax reversals/provisions in 3Q19. EBITDA (R$ million) and EBITDA Margin (%) 20.3% 17.5% 17.8% 16.4% 16.8% 891 716 706 674 647 3Q18 4Q18 1Q19 2Q19 3Q19 Adjusted EBITDA Adjusted EBITDA Margin NORTH AMERICA BD 12

 

‘ Volumes (1,000 tonnes) Results (R$ million) Production and shipments Production and shipments in 3Q19 decreased in relation to 3Q18, reflecting the divestment of most of the rebar units in the United States. When comparing the 9 months of 2019 to the 9 months of 2018, the reduction is due in addition to rebar divestments, to divestments of wire-rod units also in the United States. In relation to 2Q19, the lower crude steel production was due to the normalization of inventories in the industry, while shipments decreased slightly, influenced by stronger demand from the non-residential construction sector. Operating result Net sales, cost of goods sold and gross profit decreased in 3Q19 in relation to 3Q18, as a result of the aforementioned divestments. Net sales also were affected by the decrease in net sales per tonne sold in the period, which consequently affected gross profit. In relation to 2Q19, the reduction in net sales is explained by lower prices practiced in the period. Cost of goods sold decreased in 3Q19, compared to 2Q19, due to lower costs with scrap. Gross profit and gross margin decreased in 3Q19 compared to 2Q19, due to the reduction of US$ 20/short ton in the metals spread, as the average steel price fell by US$ 45/short ton, while scrap cost decreased by US$ 25 short ton in the same period. The reduction in EBITDA in 3Q19 compared to 3Q18 lagged the reduction in gross profit, reflecting the lower selling, general and administrative expenses in the period. On the other hand, EBITDA margin remained stable, reflecting the Division’s new asset portfolio formed by assets that are more profitable. In relation to 2Q19, the decrease in EBITDA followed a path similar to that of gross profit in the period, but with EBITDA margin remaining at a high level. EBITDA (R$ million) and EBITDA Margin (%) 13 Net Sales 3,627 5,753 -37.0% 3,812 -4.9% 11,281 15,593 -27.7% Cost of Goods Sold (3,310) (5,155) -35.8% (3,441) -3.8% (10,151) (14,250) -28.8% Gross profit 317 598 -47.0% 371 -14.5% 1,130 1,343 -15.8% Gross margin (%) 8.7% 10.4% 9.7% 10.0% 8.6% EBITDA 380 605 -37.2% 425 -10.6% 1,312 1,350 -2.8% EBITDA margin (%) 10.5% 10.5% 11.1% 11.6% 8.7% Production of crude steel 1,086 1,699 -36.1% 1,195 -9.1% 3,548 5,252 -32.4% Shipments of steel 1,083 1,532 -29.3% 1,066 1.6% 3,225 4,886 -34.0% NORTH AMERICA BD3Q19 3Q18  2Q19  9M19 9M18 

 

‘ 13.2% 11.1% 10.5% 10.5% 10.1% 605 3Q18 4Q18 1Q19 2Q19 EBITDA Margi n 3Q19 EBITDA SOUTH AMERICA BD Volumes (1,000 tonnes) Results (R$ million) Production and shipments Crude steel production increased in 3Q19 compared to 3Q18, influenced by the higher production volume, mainly in Argentina. Crude steel shipments remained stable in 3Q19 in relation to 3Q18 in all countries of this Business Division. When comparing the 9 months of 2019 to the 9 months of 2018, the reduction in crude steel production and crude shipments were due to the deconsolidation of Chile. Operating result Net sales decreased in 3Q19 compared to 3Q18, due to the lower net sales per tonne sold, especially in Peru. Cost of goods sold declined in 3Q19 in relation to 3Q18, due to lower costs per tonne sold. Although gross profit declined in 3Q19 in relation to 3Q18, gross margin remained stable, given that the reduction in net sales per tonne sold was similar to the reduction in cost per tonne sold. 14 Net Sales 771 908 -15.1% 840 -8.2% 2,351 2,982 -21.2% Cost of Goods Sold (643) (762) -15.6% (719) -10.6% (1,992) (2,530) -21.3% Gross profit 128 146 -12.3% 121 5.8% 359 452 -20.6% Gross margin (%) 16.6% 16.1% 14.4% 15.3% 15.2% EBITDA 165 185 -10.8% 168 -1.8% 491 551 -10.9% EBITDA margin (%) 21.4% 20.4% 20.0% 20.9% 18.5% Production of crude steel 153 142 7.7% 156 -1.9% 448 601 -25.5% Shipments of steel 279 283 -1.4% 262 6.5% 785 1,044 -24.8% SOUTH AMERICA BD3Q19 3Q18  2Q19  9M19 9M18  506 437 425 380

 

‘ The performance of EBITDA and EBITDA margin in 3Q19 in relation to 3Q18 accompanied the performance of gross profit and gross margin. Note that, EBITDA margin reached historical levels, a record profitability in 3Q19. EBITDA (R$ million) and EBITDA Margin (%) 21.2% 21.4% 20.4% 20.0% 15.6% 185 168 165 157 128 3Q18 4Q18 EBITDA 1Q19 2Q19 EBITDA Margi n 3Q19 SPECIAL STEEL BD Volumes (1,000 tonnes) Results (R$ million) Production and shipments Crude steel production and shipments decreased in 3Q19 compared to 3Q18, influenced by the deconsolidation of India and by the lower production and shipments in Brazil and the United States. In Brazil, vehicle production was affected by the lower exports to Argentina, which is the country’s main client. In the United States, the decline in shipments was mainly due to the drawdown in inventories in the distribution chain and the lower demand in oil and gas industry. When comparing the 9 months of 2019 to the 9 months of 2018, the reduction in crude steel production and crude steel sales were due to deconsolidation of India. Operating result 15 Net Sales 1,621 2,305 -29.7% 1,844 -12.1% 5,305 6,170 -14.0% Cost of Goods Sold (1,476) (1,977) -25.3% (1,670) -11.6% (4,794) (5,251) -8.7% Gross profit 145 328 -55.8% 174 -16.7% 511 919 -44.4% Gross margin (%) 8.9% 14.2% 9.4% 9.6% 14.9% EBITDA 207 372 -44.4% 241 -14.1% 686 1,072 -36.0% EBITDA margin (%) 12.8% 16.1% 13.1% 12.9% 17.4% Production of crude steel 415 649 -36.0% 448 -7.4% 1,382 1,877 -26.4% Shipments of steel 386 554 -30.3% 426 -9.4% 1,243 1,637 -24.1% SPECIAL STEEL BD3Q19 3Q18  2Q19  9M19 9M18 

 

‘ The reduction in net sales in 3Q19 compared to 3Q18 is due to the deconsolidation of India and to the lower shipments in Brazil and in the United States, despite the increase in net sales per tonne sold in Brazil. Cost of goods sold decreased in 3Q19 in relation to 3Q18, due to the deconsolidation of India, despite the increase in cost per tonne sold in Brazil and the United States. Gross profit and gross margin decreased in 3Q19 compared to 3Q18, since the increase in costs per tonne sold surpassed the increase in net sales per tonne sold. The reduction in EBITDA in 3Q19 compared to 3Q18 lagged the reduction in gross profit due to the lower selling, general and administrative expenses in the period. EBITDA (R$ million) and EBITDA Margin (%) 16.1% 13.1% 12.8% 12.9% 372 11.4% 207 3Q18 4Q18 EBITDA 1Q19 2Q19 EBITDA Margi n 3Q19 THE MANAGEMENT 16 This document contains forward-looking statements. These statements are based on estimates, information or methods that may be incorrect or inaccurate and that may not occur. These estimates are also subject to risks, uncertainties and assumptions that include, among other factors: general economic, political and commercial conditions in Brazil and in the markets where we operate, as well as existing and future government regulations. Potential investors are cautioned that these forward-looking statements do not constitute guarantees of future performance, given that they involve risks and uncertainties. Gerdau does not undertake and expressly waives any obligation to update any of these forward-looking statements, which are valid only on the date on which they were made. 226 238 241

 

‘ GERDAU S.A. CONSOLIDATED BALANCE SHEETS In thous ands of Brazilian reais (R$) S eptember 30, 2019 December 31, 2018 CURRENT ASSETS Cas h and cas h equivalents Short-term inves tments Trade accounts receivable - net Inventories Tax credits Income and s ocial contribution taxes recoverable Unrealized gains on financial ins truments Other current as s ets 2,291,416 1,140,196 3,483,208 9,005,860 538,095 330,867 - 714,340 2,890,144 459,470 3,201,656 9,167,689 527,428 445,561 30,711 780,423 17,503,982 17,503,082 NON-CURRENT ASSETS Tax credits Deferred income taxes Unrealized gains on financial ins truments Related parties Judicial depos its Other non-current as s ets Prepaid pens ion cos t Advance for future inves tment in joint venture Inves tments in as s ociates and joint ventures Goodwill Leas ing Other Intangibles Property, plant and equipment, net 55,109 3,842,125 3,203 149,664 1,986,242 563,281 47,644 100,483 1,746,635 9,768,835 587,459 724,305 15,967,125 32,065 3,874,054 2,706 27,939 2,135,414 449,592 17,952 375,456 1,367,802 9,112,390 - 836,096 15,546,481 35,542,110 33,777,947 53,046,092 51,281,029 TOTAL ASSETS 17

 

‘ GERDAU S.A. CONSOLIDATED BALANCE SHEETS In thous ands of Brazilian reais (R$) S eptember 30, 2019 December 31, 2018 CURRENT LIABILITIES Trade accounts payable Short-term debt Debentures Taxes payable Income and s ocial contribution taxes payable Payroll and related liabilities Dividends payable Leas ing payable Employee benefits Environmental liabilities Unrealized los s es on financial ins truments Other current liabilities 3,890,091 2,193,333 68,678 396,508 138,252 542,336 - 216,275 464 57,179 9,975 706,689 4,335,054 1,822,183 2,755 351,545 395,682 588,627 169,616 - 157 60,419 5,245 772,970 8,219,780 8,504,253 NON-CURRENT LIABILITIES Long-term debt Debentures Related parties Deferred income taxes Provis ion for tax, civil and labor liabilities Environmental liabilities Employee benefits Obligations with FIDC Leas ing payable Other non-current liabilities 10,339,046 2,892,548 3,862 71,620 765,567 62,586 1,368,738 999,953 392,315 431,757 11,545,658 1,536,118 1,350 118,368 770,305 72,228 1,356,560 938,526 - 499,092 17,327,992 16,838,205 EQUITY Capital Treas ury s tocks Capital res erves Retained earnings Operations with non-controlling interes ts Other res erves EQUITY ATTRIBUTABLE TO THE EQUITY HOLDERS OF THE PARENT 19,249,181 (254,856) 11,597 5,667,442 (2,870,825) 5,479,840 19,249,181 (280,426) 11,597 4,806,089 (2,870,825) 4,814,988 27,282,379 25,730,604 NON-CONTROLLING INTERESTS 215,941 207,967 EQUITY 27,498,320 25,938,571 TOTAL LIABILITIES AND EQUITY 53,046,092 51,281,029 18

 

‘ GERDAU S.A. CONSOLIDATED STATEMENTS OF INCOME In thous ands of Brazilian reais (R$) For the three-month period ended For the nine-month period ended S eptember 30, 2019 S eptember 30, 2018 S eptember 30, 2019 S eptember 30, 2018 NET SALES Cos t of s ales GROSS PROFIT Selling expens es Impairment los s on trade receivables General and adminis trative expens es Other operating income Other operating expens es Gains and los s es on as s ets held for s ale and s ales os interes t in s ubs idiaries Equity method inves tees INCOME BEFORE FINANCIAL INCOME (EXPENSES) AND TAXES Financial income Financial expens es Exchange variations , net Gain and los s es on derivative financial ins truments , net INCOME BEFORE TAXES Current Deferred Income and s ocial contribution taxes 9,930,829 (8,945,657) 12,835,621 (10,973,599) 30,110,543 (26,583,803) 35,259,776 (30,413,955) 985,172 (115,783) (7,717) (248,810) 159,720 (80,803) - 9,685 1,862,022 (144,173) 2,919 (277,071) 63,674 (55,701) (177,627) (2,589) 3,526,740 (358,551) (15,695) (719,311) 307,561 (109,466) - (14,674) 4,845,821 (431,938) (17,316) (820,449) 153,380 (124,340) (228,948) 38,937 701,464 48,874 (367,644) (234,450) (9,177) 1,271,454 57,134 (401,244) (114,400) 16,996 2,616,604 137,647 (1,065,918) (292,854) (16,271) 3,415,147 122,420 (1,154,539) (509,673) 44,051 139,067 (61,339) 211,577 829,940 (118,198) 78,775 1,379,208 (292,412) 27,886 1,917,406 (418,642) 438,453 150,238 (39,423) (264,526) 19,811 NET INCOME 289,305 790,517 1,114,682 1,937,217 (+) Impacts of the Blas t Furnace 1 reform of the Ouro Branco s teel mill (-) Tax revers al/provis ions (+) Gains and los s es on as s ets held for s ale and s ales of interes t in s ubs idiaries (-/+) Income tax of extraordinary items (=) Total of extraordinary items 237,703 (57,228) - (61,362) - - 177,627 30,060 237,703 (57,228) - (61,362) - - 228,948 29,247 119,114 207,687 119,114 258,195 ADJUSTED NET INCOME* 408,419 998,204 1,233,796 2,195,412 * Adjust ed net income is a non-account ing indicat or prepared by t he Company, reconciled wit h t he financial st at ement s and consist s of net income adjust ed by ext raordinary event s t hat influenced t he net income, wit hout cash effect . 19

 

‘ GERDAU S.A. CONSOLIDATED STATEMENTS OF CASH FLOWS In thous ands of Brazilian reais (R$) For the three-month period ended For the nine-month period ended S eptember 30, 2019 S eptember 30, 2018 S eptember 30, 2019 S eptember 30, 2018 Cas h flows from operating activities Net income for the period Adjus tments to reconcile net income for the period to net cas h provided by operating activities : Depreciation and amortization Equity method inves tees Exchange variation, net Gains and los s es on derivative financial ins truments , net Pos t-employment benefits Stock bas ed compens ation Income and s ocial contribution taxes Gains on dis pos al of property, plant and equipment, net Gains and los s es on as s ets held for s ale and s ales os interes t in s ubs idiaries Impairment los s on trade receivables Provis ion for tax, labor and civil claims Interes t income on s hort-term inves tments Interes t expens e on debt and debentures Interes t on loans with related parties Provis ion for net realizable value adjus tment in inventory, net 289,305 790,517 1,114,682 1,937,217 501,986 (9,685) 234,450 9,177 37,414 14,712 (150,238) (854) - 7,717 69,530 (15,625) 249,668 (816) 48,067 477,827 2,589 114,400 (16,996) 51,205 13,416 39,423 12,661 177,627 (2,919) 112,001 (13,857) 310,581 (103) 4,170 1,534,623 14,674 292,854 16,271 119,050 34,426 264,526 (1,690) - 15,695 (5,275) (44,346) 756,227 (2,657) 52,103 1,387,888 (38,937) 509,673 (44,051) 144,352 34,452 (19,811) (27,873) 228,948 17,316 71,281 (34,572) 880,825 (194) 6,591 1,284,808 2,072,542 4,161,163 5,053,105 Changes in as s ets and liabilities Decreas e (Increas e) in trade accounts receivable Decreas e (Increas e) in inventories (Decreas e) Increas e in trade accounts payable Increas e (Decreas e) in other receivables Decreas e in other payables Pres ent value adjus tment portion on leas es Dividends from as s ociates and joint ventures Purchas es of trading s ecurities Proceeds from maturities and s ales of trading s ecurities Cas h provided by operating activities 408,385 753,922 (18,430) 211,950 (98,473) (5,821) 28,019 (746,592) 9,130 (74,772) (923,808) (10,561) (93,802) (278,317) - 37,577 (580,709) 177,455 (113,419) 337,161 (600,628) 172,532 (564,336) (5,821) 38,952 (1,170,608) 509,198 (1,115,101) (2,386,479) 621,748 (123,985) (711,211) - 49,139 (1,063,386) 974,303 1,826,898 325,605 2,764,194 1,298,133 Interes t paid on loans and financing Income and s ocial contribution taxes paid Net cas h provided by operating activities (159,432) (37,033) (232,488) (59,757) (683,099) (220,929) (798,922) (216,823) 1,630,433 33,360 1,860,166 282,388 Cas h flows from inves ting activities Purchas es of property, plant and equipment Proceeds from s ales of property, plant and equipment, inves tments and other intangibles Purchas es of other intangibles Advance for future inves tment in joint venture Net cas h (us ed in) provided by inves ting activities (532,367) 993 (29,353) - (319,031) 849,260 (28,182) - (1,260,640) 20,307 (64,441) (94,687) (834,834) 1,776,326 (42,147) - (560,727) 502,047 (1,399,461) 899,345 Cas h flows from financing activities Purchas es of Treas ury s tocks Dividends and interes t on capital paid Proceeds from loans and financing Repayment of loans and financing Leas ing payment Intercompany loans , net Net cas h us ed in financing activities - (118,595) 1,590,811 (1,914,411) (49,875) (87,057) - (206,620) 70,710 (360,347) - 1,419 - (416,219) 3,472,819 (3,870,873) (158,622) (116,555) (149,711) (378,343) 964,216 (1,706,231) - 11,961 (579,127) (494,838) (1,089,450) (1,258,108) Exchange variation on cas h and cas h equivalents 49,980 116,936 30,017 316,233 Increas e (Decreas e) in cas h and cas h equivalents Cas h and cas h equivalents at beginning of period Cas h and cas h equivalents at end of period 540,559 1,750,857 157,505 2,637,691 (598,728) 2,890,144 239,858 2,555,338 2,291,416 2,795,196 2,291,416 2,795,196 20

 

‘ APPENDIX – PRO FORMA To present the results of the business divisions excluding the effects from the divestment program, the pro forma Business Division and Consolidated results for 2018 follow: Volumes (1,000 tonnes) Results (R$ million) Volumes (1,000 tonnes) Results (R$ million) Volumes (1,000 tonnes) Results (R$ million) 21 Net Sales 691 808 907 819 3,225 Cost of Goods Sold (583) (667) (762) (701) (2,713) Gross profit 108 141 145 118 512 Gross margin (%) 15.6% 17.5% 16.0% 14.4% 15.9% Adjusted EBITDA 154 174 185 128 641 Adjusted EBIT DA Margin 22.3% 21.5% 20.4% 15.6% 19.9% Production of crude steel 146 169 142 144 601 Shipments of steel 262 275 284 262 1,083 Net Sales 2,933 3,818 4,030 3,705 14,486 Cost of Goods Sold (2,693) (3,376) (3,516) (3,325) (12,910) Gross profit 240 442 514 380 1,576 Gross margin (%) 8.2% 11.6% 12.8% 10.3% 10.9% Adjusted EBITDA 239 437 522 406 1,604 Adjusted EBIT DA Margin 8.1% 11.4% 13.0% 11.0% 11.1% South America BD - Pro forma 1Q18 2Q18 3Q18 4Q18 2018 Production of crude steel 1,328 1,297 1,221 1,008 4,854 Shipments of steel 1,061 1,125 1,027 1,003 4,216 Net Sales 3,611 3,798 4,390 3,946 15,745 Cost of Goods Sold (2,929) (3,139) (3,602) (3,374) (13,044) Gross profit 682 659 788 571 2,700 Gross margin (%) 18.9% 17.4% 17.9% 14.5% 17.2% Adjusted EBITDA 751 743 891 647 3,032 Adjusted EBIT DA Margin 20.8% 19.6% 20.3% 16.4% 19.3% North America BD - Pro forma 1Q18 2Q18 3Q18 4Q18 2018 Production of crude steel 1,532 1,381 1,479 1,454 5,846 Shipments of steel 1,438 1,364 1,422 1,311 5,535 Brazil BD - Pro forma 1Q18 2Q18 3Q18 4Q18 2018

 

‘ Volumes (1,000 tonnes) Results (R$ million) Volumes (1,000 tonnes) Results (R$ million) Volumes (1,000 tonnes) Results (R$ million) 1Q18 2Q18 3Q18 4Q18 2018 Consolidated Volumes (1,000 tonnes) Results (R$ million) 22 Net Sales10,38912,03412,83610,90046,159 Cost of Goods Sold(9,050)(10,390)(10,974)(9,596)(40,010) Gross profit1,3391,6441,8621,3046,149 Gross margin (%)12.9%13.7%14.5%12.0%13.3% Adjusted EBITDA1,4841,7562,0131,4046,657 Adjusted EBITDA Margin14.3%14.6%15.7%12.9%14.4% Production of crude steel4,1653,9873,9693,22115,342 Shipments of steel3,8713,8353,6883,16714,561 Net Sales1,9462,0971,9096306,582 Cost of Goods Sold(1,883)(1,993)(1,797)(590)(6,263) Gross profit6310411240319 Gross margin (%) Adjusted EBITDA749911431318 Adjusted EBITDA Margin Production of crude steel6385755481701,931 Shipments of steel8117185641962,289 Net Sales8,4439,93710,92710,27039,577 Cost of Goods Sold(7,167)(8,397)(9,177)(9,006)(33,747) Gross profit1,2761,5401,7501,2645,830 Gross margin (%)15.1%15.5%16.0%12.3%14.7% Adjusted EBITDA1,4101,6571,8991,3736,339 Adjusted EBITDA Margin16.7%16.7%17.4%13.4%16.0% Divestments1Q18 2Q18 3Q18 4Q18 2018 Production of crude steel3,5273,4123,4213,05113,411 Shipments of steel3,0603,1173,1242,97112,272 Consolidated - Pro forma1Q18 2Q18 3Q18 4Q18 2018 Net Sales 1,557 1,931 2,116 1,989 7,593 Cost of Goods Sold (1,321) (1,633) (1,819) (1,814) (6,587) Gross profit 236 298 297 175 1,006 Gross margin (%) 15.2% 15.4% 14.0% 8.8% 13.2% Adjusted EBITDA 283 351 342 226 1,202 Adjusted EBIT DA Margin 18.2% 18.2% 16.2% 11.4% 15.8% Production of crude steel 522 568 578 444 2,112 Shipments of steel 445 502 494 474 1,915 Special Steel BD - Pro forma 1Q18 2Q18 3Q18 4Q18 2018