6-K 1 cbditr2q21_6k.htm FORM 6-K

 


FORM 6-K

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

Report of Foreign Private Issuer

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

For the month of July, 2021

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

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

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

Form 20-F   X   Form 40-F       

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

Yes ___ No   X  

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

Yes ___ No   X  

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

Yes ___ No   X  

 

 

 

 

 

Companhia Brasileira de Distribuição

 

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ITR – Interim Financial Information – June 30,2021 – COMPANHIA BRASILEIRA DE DISTRIBUIÇÃO

 

REPORT ON REVIEW OF INTERIM FINANCIAL INFORMATION

To the Shareholders and Board of Directors of

Companhia Brasileira de Distribuição

Introduction

We have reviewed the accompanying individual and consolidated interim financial information of Companhia Brasileira de Distribuição (“Company”), included in the Interim Financial Information Form - ITR, for the quarter ended June 30, 2021, which comprises the balance sheet as at June 30, 2021 and the related statements of profit and loss and comprehensive income for the three and six-month periods then ended, and changes in equity and cash flows for the six-month period then ended, including the explanatory notes.

Management is responsible for the preparation of the individual and consolidated interim financial information in accordance with technical pronouncement CPC 21 (R1) - Interim Financial Reporting and international standard IAS 34 - Interim Financial Reporting, issued by the International Accounting Standards Board (IASB), as well as for the presentation of such information in accordance with the standards issued by the Brazilian Securities Commission (CVM), applicable to the preparation of Interim Financial Information (ITR). Our responsibility is to express a conclusion on this interim financial information based on our review.

Scope of review

We conducted our review in accordance with Brazilian and international standards on review of interim financial information (NBC TR 2410 and ISRE 2410 - Review of Interim Financial Information Performed by the Independent Auditor of the Entity, respectively). A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with the standards on auditing and, consequently, does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

Conclusion on the individual and consolidated interim financial information

Based on our review, nothing has come to our attention that causes us to believe that the accompanying individual and consolidated interim financial information included in the ITR referred to above is not prepared, in all material respects, in accordance with technical pronouncement CPC 21 (R1) and international standard IAS 34 applicable to the preparation of Interim Financial Information - ITR and presented in accordance with the standards issued by the CVM.

 

Other matters

Statements of value added

The aforementioned interim financial information includes the individual and consolidated statements of value added (DVA) for the six-month period ended June 30, 2021, prepared under the responsibility of the Company’s Management and presented as supplementary information for the purposes of international standard IAS 34. These statements have been subject to review procedures performed in conjunction with the review of the ITR to determine whether they are reconciled with the interim financial information and the accounting records, as applicable, and if their form and content are in accordance with the criteria defined in technical pronouncement CPC 09 - Statement of Value Added. Based on our review, nothing has come to our attention that causes us to believe that these statements of value added were not prepared, in all material respects, in accordance with the criteria set out in CPC 09 and consistently with respect to the individual and consolidated interim financial information taken as a whole.

Corresponding figures audited and reviewed by other independent auditors

The corresponding figures ​​of the individual and consolidated balance sheets, as of December 31, 2020, presented for comparison purposes, were previously audited by other independent auditors who issued an unmodified audit opinion, dated February 23, 2021. The corresponding figures to the individual and consolidated statements of profit and loss, comprehensive income, changes in equity, cash flows, and value added, for the quarter ended June 30, 2020, presented for comparison purposes, now rectified in relation to the interim financial information originally issued as a result of the matters described in note 2, were reviewed by other independent auditors who issued an unmodified review conclusion and with an emphasis paragraph on the restated interim information, dated July 28, 2021.

The accompanying interim financial information has been translated into English for the convenience of readers outside Brazil.

São Paulo, July 28, 2021

DELOITTE TOUCHE TOHMATSU Eduardo Franco Tenório
Auditores Independentes Engagement Partner

 

 

Companhia Brasileira de Distribuição

 

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Company Information  
Capital Composition 5
Individual Interim Financial Information  
Balance Sheet – Assets 6
Balance Sheet – Liabilities 7
Statement of Operations 8
Statement of Comprehensive Income 9
Statement of Changes in Shareholders’ Equity  
3/1/2021 to 6/30/2021 10
3/1/2020 to 6/30/2020 11
Statement of Cash Flows 12
Statement of Value Added 13
Consolidated Interim Financial Information  
Balance Sheet – Assets 14
Balance Sheet – Liabilities 15
Statement of Operations 16
Statement of Comprehensive Income 17
Statement of Cash Flows 18
Statement of Changes in Shareholders’ Equity  
3/1/2021 to 6/30/2021 19
3/1/2020 to 6/30/2020 20
Statement of Value Added 21
Comments on the Company`s Performance 22
Notes to the Interim Financial Information 45

 

 

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Number of Shares

(thousand)

Current Quarter

6/30/2021

 
Share Capital    
Common 268,896  
Preferred 0  
Total 268,896  
Treasury Shares    
Common 162  
Preferred 0  
Total 162  
 
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Individual Interim Financial Information / Balance Sheet – Assets

R$ (in thousands)
Code Description  Current Quarter
06/30/2021
Previous Year
12/31/2020
1 Total Assets 34,021,000 36,772,000
1.01 Current Assets 8,337,000 9,312,000
1.01.01 Cash and Cash Equivalents 3,042,000 4,905,000
1.01.03 Accounts Receivable 343,000 398,000
1.01.03.01 Trade Receivables 266,000 289,000
1.01.03.02 Other Receivables 77,000 109,000
1.01.04 Inventories 3,415,000 3,452,000
1.01.06 Recoverable taxes 964,000 366,000
1.01.08 Other Current Assets 573,000 191,000
1.01.08.01 Assets Held for Sale 204,000 78,000
1.01.08.03 Other 369,000 113,000
1.01.08.03.02 Dividends receivable 162,000 0
1.01.08.03.03 Others current assets 207,000 113,000
1.02 Noncurrent Assets 25,684,000 27,460,000
1.02.01 Long-term Assets 4,458,000 4,730,000
1.02.01.04 Accounts Receivable 678,000 625,000
1.02.01.04.01 Trade receivables, net 21,000 1,000
1.02.01.04.02 Other accounts receivable 657,000 624,000
1.02.01.09 Receivables from related parties 410,000 369,000
1.02.01.10 Other Noncurrent Assets 3,370,000 3,736,000
1.02.01.10.04 Recoverable taxes 2,674,000 3,091,000
1.02.01.10.05 Restricted deposits for legal proceedings 597,000 545,000
1.02.01.10.06 Financial Instruments - Fair Value Hegde 12,000 11,000
1.02.01.10.07 Other Noncurrent Assets 87,000 89,000
1.02.02 Investments 10,372,000 11,589,000
1.02.02.01 Investments in Associates 10,372,000 11,589,000
1.02.02.01.02 Investments in Subsidiaries 10,372,000 11,589,000
1.02.03 Property and Equipment, Net 8,808,000 9,101,000
1.02.03.01 Property and Equipment in Use 4,637,000 4,819,000
1.02.03.02 Leased Properties 4,171,000 4,282,000
1.02.04 Intangible Assets, net 2,046,000 2,040,000
1.02.04.01 Intangible Assets 2,046,000 2,040,000
1.02.04.01.02 Intangible Assets 1,474,000 1,437,000
1.02.04.01.03 Intangible Right-of-use 572,000 603,000

 

 

 
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Individual Interim Financial Information / Balance Sheet – Liabilities

R$ (in thousands)
Code Description  Current Quarter
06/30/2021
Previous Year
12/31/2020
2 Total Liabilities 34,021,000 36,772,000
2.01 Current Liabilities 7,695,000 8,617,000
2.01.01 Payroll and Related Taxes 390,000 493,000
2.01.02 Trade payables, net 3,496,000 4,876,000
2.01.03 Taxes and Contributions Payable 262,000 288,000
2.01.04 Borrowings and Financing 2,044,000 1,257,000
2.01.05 Other Liabilities 1,503,000 1,703,000
2.01.05.01 Payables to Related Parties 275,000 212,000
2.01.05.02 Other 1,228,000 1,491,000
2.01.05.02.01 Dividends and interest on own capital 1,000 516,000
2.01.05.02.07 Pass-through to Third Parties 5,000 15,000
2.01.05.02.08 Financing Related to Acquisition of Assets 62,000 55,000
2.01.05.02.09 Deferred Revenue 87,000 16,000
2.01.05.02.12 Other Accounts Payable 452,000 319,000
2.01.05.02.17 Lease Liability 621,000 570,000
2.02 Noncurrent Liabilities 13,648,000 14,460,000
2.02.01 Borrowings and Financing 5,912,000 6,322,000
2.02.02 Other Liabilities 6,412,000 6,673,000
2.02.02.01 Liabilities with related parties 133,000 168,000
2.02.02.01.04 Debts with Others Related Parties 133,000 168,000
2.02.02.02 Others 6,279,000 6,505,000
2.02.02.02.03 Taxes payable in installments 209,000 241,000
2.02.02.02.07 Other Accounts Payable 249,000 256,000
2.02.02.02.08 Provision for Losses on Investments in Associates 599,000 620,000
2.02.02.02.09 Lease Liability 5,222,000 5,388,000
2.02.03 Deferred taxes 62,000 213,000
2.02.03.01 Deferred income tax and social contribution 62,000 213,000
2.02.04 Provisions 1,246,000 1,233,000
2.02.06 Deferred Revenue 16,000 19,000
2.03 Shareholders’ Equity 12,678,000 13,695,000
2.03.01 Share Capital 5,856,000 5,434,000
2.03.02 Capital reserves 288,000 479,000
2.03.02.04 Stock Option 286,000 472,000
2.03.02.07 Capital Reserve 2,000 7,000
2.03.04 Earnings Reserve 6,030,000 6,090,000
2.03.04.01 Legal Reserve 665,000 665,000
2.03.04.05 Earnings Retention Reserve 233,000 230,000
2.03.04.07 Tax Incentive Reserve  67,000 67,000
2.03.04.10 Expansion Reserve 4,175,000 4,444,000
2.03.04.12 Transactions with non-controlling interests 1,040,000 834,000
2.03.04.14 Settlement of Equity Instrument -150,000 -150,000
2.03.05 Retained Earnings/ Accumulated Losses 107,000 0
2.03.08 Other comprehensive income 397,000 1,692,000

 

 

 
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Individual Interim Financial Information / Statement of Operations

R$ (in thousands)
Code Description  Current Quarter
04/01/2021 to
06/30/2021
 Year to date current period
01/01/2021 to
06/30/2021
 Previous Quarter
04/01/2020 to
06/30/2020
 Year to date previous period
01/01/2020 to
06/30/2020
3.01 Net operating revenue 6,304,000 12,590,000 7,023,000 13,526,000
3.02 Cost of sales -4,676,000 -9,319,000 -5,196,000 -10,046,000
3.03 Gross Profit 1,628,000 3,271,000 1,827,000 3,480,000
3.04 Operating Income/Expenses -1,445,000 -2,879,000 -1,290,000 -2,904,000
3.04.01 Selling Expenses -979,000 -1,972,000 -1,130,000 -2,209,000
3.04.02 General and administrative expenses -155,000 -317,000 -190,000 -340,000
3.04.05 Other Operating Expenses -309,000 -633,000 -148,000 -567,000
3.04.05.01 Depreciation and Amortization -276,000 -557,000 -253,000 -507,000
3.04.05.03 Other operating expenses, net -33,000 -76,000 105,000 -60,000
3.04.06 Share of Profit of associates -2,000 43,000 178,000 212,000
3.05 Profit from operations before net financial expenses 183,000 392,000 537,000 576,000
3.06  Net Financial expenses -168,000 -387,000 -225,000 -452,000
3.07 Income (loss) before income tax and social contribution 15,000 5,000 312,000 124,000
3.08 Income tax and social contribution -12,000 111,000 -37,000 17,000
3.08.01 Current -36,000 -38,000 20,000 21,000
3.08.02 Deferred 24,000 149,000 -57,000 -4,000
3.09 Net Income from continued operations 3,000 116,000 275,000 141,000
3.10 Net Income (loss) from discontinued operations -1,000 -1,000 60,000 54,000
3.10.01 Net Income (loss) from Discontinued Operations -1,000 -1,000 60,000 54,000
3.11 Net Income for the period 2,000 115,000 335,000 195,000
3.99.01.01 ON 0,00745 0,42866 1,25096 0,72817
3.99.02.01 ON 0,00744 0,42782 1,24861 0,72680

 

 
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Individual Interim Financial Information / Statement of Comprehensive Income

R$ (in thousands)
Code Description Current Quarter
04/01/2021 to
06/30/2021
Year to date current period
01/01/2021 to
06/30/2021
Previous Quarter
04/01/2020 to
06/30/2020
Year to date previous period
01/01/2020 to
06/30/2020
4.01 Net income for the Period 2,000 115,000 335,000 195,000
4.02 Other Comprehensive Income -1,461,000 -1,300,000 1,042,000 1,414,000
4.02.02 Foreign Currency Translation -1,458,000 -1,294,000 1,041,000 1,420,000
4.02.04  Fair Value of Trade  Receivables 0 -2,000 0 0
4.02.05 Cash Flow Hedge -2,000 -1,000 -2,000 -6,000
4.02.06 Income Tax Related to Other Comprehensive Income -1,000 -3,000 1,000 0
4.02.08 Other Comprehensive Income 0 0 2,000 0
4.03 Total Comprehensive Income for the Period -1,459,000 -1,185,000 1,377,000 1,609,000

 

 

 

 
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Individual Interim Financial Information / Statement of Changes in Shareholders' Equity 01/01/2021 to 06/30/2021 

R$ (in thousands)
Code Description  Share
Capital
 Capital Reserves,
Options Granted and
Treasury Shares
 Earnings
Reserve

Retained Earnings/

Accumulated Losses

 Other comprehensive income  Shareholders'
Equity
5.01 Opening balance 5,434,000 479,000 6,090,000 0 1,692,000 13,695,000
5.03 Adjusted opening balance 5,434,000 479,000 6,090,000 0 1,692,000 13,695,000
5.04 Capital Transactions with Shareholders 422,000 -191,000 -60,000 -3,000 0 168,000
5.04.01 Capital Increases 206,000 0 -200,000 0 0 6,000
5.04.03 Share based expenses 0 23,000 0 0 0 23,000
5.04.05 Sales of treasury stock 0 2,000 2,000 0 0 4,000
5.04.07  Interest on own Capital 0 0 -69,000 0 0 -69,000
5.04.11 Hyperinflationary economy effect 0 0 207,000 0 0 207,000
5.04.14 Capital Reduction 216,000 -216,000 0 0 0 0
5.04.16 Others 0 0 0 -3,000 0 -3,000
5.05 Total Comprehensive Income 0 0 0 110,000 -1,295,000 -1,185,000
5.05.01 Net Income  for the Period 0 0 0 115,000 0 115,000
5.05.02 Other Comprehensive Income 0 0 0 -5,000 -1,295,000 -1,300,000
5.05.02.04 Foreign currency translation 0 0 0 -5,000 -1,289,000 -1,294,000
5.05.02.07 Fair value of trade receivables 0 0 0 0 -2,000 -2,000
5.05.02.08 Cash Flow Hedge 0 0 0 0 -1,000 -1,000
5.05.02.09 Income taxes related to other comprehensive income 0 0 0 0 -3,000 -3,000
5.07 Closing balance 5,856,000 288,000 6,030,000 107,000 397,000 12,678,000

 

 
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Individual Interim Financial Information / Statement of Changes in Shareholders' Equity 01/01/2020 to 06/30/2020 

R$ (in thousands)
Code Description Share
Capital
Capital Reserves,
Options Granted and
Treasury Shares
Earnings
Reserve
Retained Earnings/ Accumulated Losses Other comprehensive Income Shareholders'
Equity
5.01 Opening balance 6,857,000 447,000 3,529,000 0 107,000 10,940,000
5.03 Adjusted opening balance 6,857,000 447,000 3,529,000 0 107,000 10,940,000
5.04 Capital Transactions with Shareholders 2,000 18,000 0 -2,000 0 18,000
5.04.01 Capital Increases 2,000 0 0 0 0 2,000
5.04.03 Share based expenses 0 15,000 0 0 0 15,000
5.04.08 Share based expenses of Subsidiaries 0 3,000 0 0 0 3,000
5.04.16 Others 0 0 0 -2,000 0 -2,000
5.05 Total Comprehensive Income 0 0 0 193,000 1,416,000 1,609,000
5.05.01 Net Income  for the Period 0 0 0 195,000 0 195,000
5.05.02 Other Comprehensive Income 0 0 0 -2,000 1,416,000 1,414,000
5.05.02.04 Foreign currency translation 0 0 0 -2,000 1,422,000 1,420,000
5.05.02.08 Cash Flow Hedge 0 0 0 0 -6,000 -6,000
5.06 Internal Changes of Shareholders’ Equity 0 0 111,000 0 0 111,000
5.06.05 Transactions with Non-controlling Interests 0 0 111,000 0 0 111,000
5.07 Closing balance 6,859,000 465,000 3,640,000 191,000 1,523,000 12,678,000

 

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

R$ (in thousands)
Code Description Year to date current period
01/01/2021 to
06/30/2021
Year to date previous period
01/01/2020 to
06/30/2020
6.01 Net Cash Operating Activities -649,000 -579,000
6.01.01 Cash Provided by the Operations 1,036,000 642,000
6.01.01.01 Net Income for the Period 115,000 195,000
6.01.01.02 Deferred Income Tax and Social Contribution (Note 19) -149,000 4,000
6.01.01.03 Gain (Losses) on Disposal of Property and equipments 77,000 -218,000
6.01.01.04 Depreciation/Amortization    620,000 569,000
6.01.01.05 Interest and Inflation Adjustments 489,000 446,000
6.01.01.06 Adjustment to Present Value 1,000 -1,000
6.01.01.07 Share of Profit (Loss) of Subsidiaries and Associates (Note 12.2) -43,000 -212,000
6.01.01.08 Provision for Risks 18,000 36,000
6.01.01.10 Share-based Payment 23,000 18,000
6.01.01.11 Allowance for Doubtful Accounts (Note 7.1 and 8.1) 5,000 19,000
6.01.01.13 Allowance for obsolescence and damages (Note 9.1) -12,000 4,000
6.01.01.14 Other Operating Expenses 0 -158,000
6.01.01.15 Deferred Revenue -16,000 -38,000
6.01.01.16 Loss or gain on lease liabilities -92,000 -22,000
6.01.02 Changes in Assets and Liabilities -1,685,000 -1,221,000
6.01.02.01 Accounts Receivable 60,000 -107,000
6.01.02.02 Inventories 47,000 -52,000
6.01.02.03 Recoverable taxes -182,000 30,000
6.01.02.04 Other Assets -104,000 -54,000
6.01.02.05 Related Parties -91,000 -376,000
6.01.02.06 Restricted Deposits for Legal Proceeding -55,000 45,000
6.01.02.07 Trade Payables -1,379,000 -804,000
6.01.02.08 Payroll and Related Taxes -103,000 108,000
6.01.02.09 Taxes and Social Contributions Payable -61,000 0
6.01.02.10 Payments of provision for risk -44,000 -68,000
6.01.02.11 Deferred Revenue 32,000 26,000
6.01.02.12 Other Payables 115,000 20,000
6.01.02.15 Received Dividends and Interest on own capital 80,000 11,000
6.02 Net Cash of Investing Activities -349,000 -156,000
6.02.01 Capital Increase/Decrease on Subsidiaries -1,000 0
6.02.02 Acquisition of Property and Equipment (Note 14.2) -297,000 -398,000
6.02.03 Increase in Intangible Assets (Note 15.2) -66,000 -44,000
6.02.04 Sales of Property and Equipment 15,000 286,000
6.03 Net Cash of Financing Activities -865,000 928,000
6.03.01 Capital Increase 6,000 2,000
6.03.02 Proceeds from Borrowings and Financing (Note 16.2) 1,895,000 2,731,000
6.03.03 Payments of Borrowings and Financing (Note 16.2) -1,653,000 -1,165,000
6.03.05 Payment of Dividends and Interest on own Capital -584,000 -156,000
6.03.06 Transactions with Non-controlling Interest 4,000 0
6.03.09 Payment of lease liability -533,000 -484,000
6.05 Increase (Decrease) in Cash and Cash Equivalents -1,863,000 193,000
6.05.01 Cash and Cash Equivalents at the Beginning of the Period   4,905,000 2,863,000
6.05.02 Cash and Cash Equivalents at the End of the Period 3,042,000 3,056,000

 

 
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Individual Interim Financial Information / Statement of Value Added

R$ (in thousands)
Code Description Year to date current period
01/01/2021 to
06/30/2021
Year to date previous period
01/01/2020 to
06/30/2020
7.01 Revenues 13,617,000 15,179,000
7.01.01 Sales of Goods, Products and Services 13,590,000 14,813,000
7.01.02 Other Revenues 32,000 368,000
7.01.04 Allowance for/Reversal of Doubtful Accounts -5,000 -2,000
7.02 Products Acquired from Third Parties -10,339,000 -11,495,000
7.02.01 Costs of Products, Goods and Services Sold -8,877,000 -9,718,000
7.02.02 Materials, Energy, Outsourced Services and Other -1,462,000 -1,777,000
7.03 Gross Value Added 3,278,000 3,684,000
7.04 Retention -620,000 -569,000
7.04.01 Depreciation and Amortization -620,000 -569,000
7.05 Net Value Added Produced 2,658,000 3,115,000
7.06 Value Added Received in Transfer 233,000 397,000
7.06.01 Share of Profit of Subsidiaries and Associates 43,000 212,000
7.06.02 Financial Revenue 191,000 131,000
7.06.03 Other -1,000 54,000
7.07 Total Value Added to Distribute 2,891,000 3,512,000
7.08 Distribution of Value Added 2,891,000 3,512,000
7.08.01 Personnel 1,344,000 1,662,000
7.08.01.01 Direct Compensation 846,000 964,000
7.08.01.02 Benefits 244,000 326,000
7.08.01.03 Government Severance Indemnity Fund for Employees (FGTS) 86,000 107,000
7.08.01.04 Other 168,000 265,000
7.08.02 Taxes, Fees and Contributions 835,000 1,027,000
7.08.02.01 Federal 213,000 515,000
7.08.02.02 State 494,000 395,000
7.08.02.03 Municipal 128,000 117,000
7.08.03 Value Distributed to Providers of Capital 597,000 628,000
7.08.03.01 Interest 584,000 596,000
7.08.03.02 Rentals 13,000 32,000
7.08.04 Value Distributed to Shareholders 115,000 195,000
7.08.04.01 Interest on shareholders' equity 69,000 0
7.08.04.03 Retained Earnings/ Accumulated Losses for the Period 46,000 195,000

 

 

 
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Consolidated Interim Financial Information /Balance Sheet - Assets 

R$ (in thousands)
Code Description  Current Quarter
06/30/2021
Previous Year
12/31/2020
1 Total Assets 47,515,000 53,295,000
1.01 Current Assets 14,287,000 17,641,000
1.01.01 Cash and Cash Equivalents 4,925,000 8,711,000
1.01.03 Accounts Receivable 857,000 1,051,000
1.01.03.01 Trade Receivables 546,000 686,000
1.01.03.02 Other Receivables 311,000 365,000
1.01.04 Inventories 6,212,000 6,536,000
1.01.06 Recoverable taxes 1,738,000 983,000
1.01.08 Other Current Assets 555,000 360,000
1.01.08.01 Assets Held for Sale 233,000 109,000
1.01.08.03 Other 322,000 251,000
1.01.08.03.01 Financial Instruments - Derivatives 14,000 0
1.01.08.03.02 Dividends receivable 20,000 0
1.01.08.03.03 Other current assets 288,000 251,000
1.02 Noncurrent Assets 33,228,000 35,654,000
1.02.01 Long-term Assets 4,557,000 4,713,000
1.02.01.04 Accounts Receivable 752,000 676,000
1.02.01.04.01 Trade receivables, net 24,000 5,000
1.02.01.04.02 Other accounts receivable 728,000 671,000
1.02.01.07 Deferred taxes 84,000 0
1.02.01.09 Receivables from related parties 213,000 154,000
1.02.01.10 Other Noncurrent Assets 3,508,000 3,883,000
1.02.01.10.04 Recoverable taxes 2,684,000 3,100,000
1.02.01.10.05 Restricted deposits for legal proceedings 619,000 563,000
1.02.01.10.06 Financial Instruments - Fair Value Hegde 12,000 12,000
1.02.01.10.07 Other Noncurrent Assets 193,000 208,000
1.02.02 Investments 4,494,000 4,889,000
1.02.02.01 Investments in Associates 1,244,000 1,250,000
1.02.02.02 Investment properties 3,250,000 3,639,000
1.02.03 Property and Equipment, Net 18,450,000 19,888,000
1.02.03.01 Property and Equipment in Use 12,367,000 13,371,000
1.02.03.02 Leased Properties 6,083,000 6,517,000
1.02.04 Intangible Assets, net 5,727,000 6,164,000
1.02.04.01 Intangible Assets 5,727,000 6,164,000
1.02.04.01.02 Intangible Assets 5,155,000 5,561,000
1.02.04.01.03 Intangible Right-of-use 572,000 603,000

 

 
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Consolidated Interim Financial Information / Balance Sheet - Liabilities

R$ (in thousands)
Code Description  Current Quarter
06/30/2021
Previous Year
12/31/2020
2 Total Liabilities 47,515,000 53,295,000
2.01 Current Liabilities 14,545,000 18,483,000
2.01.01 Payroll and Related Taxes 705,000 897,000
2.01.02 Trade payables, net 7,711,000 11,424,000
2.01.03 Taxes and Contributions Payable 687,000 585,000
2.01.04 Borrowings and Financing 2,613,000 2,309,000
2.01.05 Other Liabilities 2,829,000 3,268,000
2.01.05.01 Payables to Related Parties 249,000 194,000
2.01.05.02 Other 2,580,000 3,074,000
2.01.05.02.01 Dividends and interest on own capital 11,000 556,000
2.01.05.02.07 Pass-through to Third Parties 45,000 77,000
2.01.05.02.08 Financing Related to Acquisition of Assets 120,000 100,000
2.01.05.02.09 Deferred Revenue 301,000 297,000
2.01.05.02.11 Other Payables 595,000 636,000
2.01.05.02.12 Other Accounts Payable 556,000 461,000
2.01.05.02.17 Lease liability 952,000 947,000
2.02 Noncurrent Liabilities 17,569,000 18,005,000
2.02.01 Borrowings and Financing 6,977,000 6,842,000
2.02.02 Other Liabilities 8,300,000 8,725,000
2.02.02.01 Liabilities with related parties 133,000 168,000
2.02.02.01.04 Debts with Others Related Parties 133,000 168,000
2.02.02.02 Others 8,167,000 8,557,000
2.02.02.02.03 Taxes payable in installments 215,000 248,000
2.02.02.02.05 Financing Related to Acquisition of Assets 93,000 0
2.02.02.02.07 Other Accounts Payable 279,000 291,000
2.02.02.02.08 Provision for Losses on Investments in Associates 591,000 591,000
2.02.02.02.09 Lease Liability 6,989,000 7,427,000
2.02.03 Deferred taxes 904,000 1,034,000
2.02.04 Provisions 1,372,000 1,385,000
2.02.04.01 Tax, Social Security, Labor and Civil Provisions 1,372,000 1,385,000
2.02.06 Deferred Revenue 16,000 19,000
2.03 Shareholders’ Equity 15,401,000 16,807,000
2.03.01 Share Capital 5,856,000 5,434,000
2.03.02 Capital reserves 288,000 479,000
2.03.02.04 Stock Option 286,000 472,000
2.03.02.07 Capital Reserve 2,000 7,000
2.03.04 Earnings Reserve 6,030,000 6,090,000
2.03.04.01 Legal Reserve 665,000 665,000
2.03.04.05 Earnings Retention Reserve 233,000 230,000
2.03.04.07 Tax Incentive Reserve  67,000 67,000
2.03.04.10 Expansion Reserve 4,175,000 4,444,000
2.03.04.12 Transactions with non-controlling interests 1,040,000 834,000
2.03.04.14 Settlement of Equity Instrument -150,000 -150,000
2.03.05 Retained Earnings/ Accumulated Losses 107,000 0
2.03.08 Other comprehensive income 397,000 1,692,000
2.03.09 Non-Controlling interests 2,723,000 3,112,000

 

 
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Consolidated Interim Financial Information / Statement of Operations

R$ (in thousands)
Code Description Current Quarter
04/01/2021 to
06/30/2021
Year to date current period
01/01/2021 to
06/30/2021
Previous Quarter
04/01/2020 to
06/30/2020
Year to date previous period
01/01/2020 to
06/30/2020
3.01 Net operating revenue 11,879,000 24,331,000 12,543,000 24,419,000
3.02 Cost of sales -8,868,000 -18,075,000 -9,375,000 -18,309,000
3.03 Gross Profit 3,011,000 6,256,000 3,168,000 6,110,000
3.04 Operating Income/Expenses -2,710,000 -5,628,000 -2,671,000 -5,626,000
3.04.01 Selling Expenses -1,786,000 -3,676,000 -1,883,000 -3,724,000
3.04.02 General and administrative expenses -389,000 -855,000 -404,000 -805,000
3.04.05 Other Operating Expenses -536,000 -1,084,000 -414,000 -1,061,000
3.04.05.01 Depreciation and Amortization -476,000 -964,000 -438,000 -872,000
3.04.05.03 Other operating expenses, net -60,000 -120,000 24,000 -189,000
3.04.06 Share of Profit of associates 1,000 -13,000 30,000 -36,000
3.05 Profit from operations before net financial expenses 301,000 628,000 497,000 484,000
3.06  Net Financial expenses -236,000 -528,000 -342,000 -612,000
3.07 Income (loss) before income tax and social contribution 65,000 100,000 155,000 -128,000
3.08 Income tax and social contribution -35,000 57,000 -20,000 38,000
3.08.01 Current -61,000 -83,000 -41,000 -55,000
3.08.02 Deferred 26,000 140,000 21,000 93,000
3.09 Net Income from continued operations 30,000 157,000 135,000 -90,000
3.10 Net Income (loss) from discontinued operations -1,000 -1,000 250,000 356,000
3.10.01 Net Income (loss) from Discontinued Operations -1,000 -1,000 250,000 356,000
3.11 Net Income for the period 29,000 156,000 385,000 266,000
3.11.01 Attributable to Controlling  Shareholders - continued operations 2,000 115,000 335,000 195,000
3.11.02 Attributable to Non-controlling Shareholders 27,000 41,000 50,000 71,000
3.99.01.01 ON 0,00745 0,42866 1,25096 0,72817
3.99.02.01 ON 0,00744 0,42782 1,24861 0,72680

 

 
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Consolidated Interim Financial Information / Statement of Comprehensive Income

R$ (in thousands)
Code Description Current Quarter
04/01/2021 to
06/30/2021
Year to date current period
01/01/2021 to
06/30/2021
Previous Quarter
04/01/2020 to
06/30/2020
Year to date previous period
01/01/2020 to
06/30/2020
4.01 Net income for the Period 29,000 156,000 385,000 266,000
4.02 Other Comprehensive Income -1,912,000 -1,686,000 1,408,000 1,905,000
4.02.02 Foreign Currency Translation -1,909,000 -1,679,000 1,403,000 1,910,000
4.02.04  Fair Value of Trade  Receivables 0 -2,000 0 0
4.02.05 Cash Flow Hedge -2,000 -2,000 0 -5,000
4.02.06 Income Tax Related to Other Comprehensive Income -1,000 -3,000 1,000 0
4.02.07 Income taxes on Cash Flow Hedge 0 0 2,000 0
4.02.08 Other Comprehensive Income 0 0 2,000 0
4.03 Total Comprehensive Income for the Period -1,883,000 -1,530,000 1,791,000 2,171,000
4.03.01 Attributable to Controlling Shareholders -1,459,000 -1,185,000 1,377,000 1,609,000
4.03.02 Attributable to Non-Controlling Shareholders -424,000 -345,000 414,000 562,000

  

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

R$ (in thousands)
Code Description Year to date current period
01/01/2021 to
06/30/2021
Year to date previous period
01/01/2020 to
06/30/2020
6.01 Net Cash Operating Activities -1,904,000 -1,444,000
6.01.01 Cash Provided by the Operations 1,571,000 1,464,000
6.01.01.01 Net Income for the Period 156,000 266,000
6.01.01.02 Deferred Income Tax and Social Contribution (Note 19) -140,000 -184,000
6.01.01.03 Gain (Losses) on Disposal of Property and equipments 118,000 -95,000
6.01.01.04 Depreciation/Amortization    1,086,000 1,235,000
6.01.01.05 Interest and Inflation Adjustments 543,000 862,000
6.01.01.06 Adjustment to Present Value 1,000 -1,000
6.01.01.07 Share of Profit (Loss) of Subsidiaries and Associates (Note 12.2) 13,000 36,000
6.01.01.08 Provision for Risks 18,000 38,000
6.01.01.10 Share-based Payment 23,000 18,000
6.01.01.11 Allowance for Doubtful Accounts (Note 7.1 and 8.1) 32,000 40,000
6.01.01.12 Provision for Obsolescence/Breakage -1,000 0
6.01.01.13 Allowance for obsolescence and damages (Note 9.1) -16,000 -1,000
6.01.01.14 Other Operating Expenses 0 -158,000
6.01.01.15 Deferred Revenue -150,000 -478,000
6.01.01.16 Loss or gain on lease liabilities -112,000 -114,000
6.01.02 Changes in Assets and Liabilities -3,475,000 -2,908,000
6.01.02.01 Accounts Receivable 128,000 -143,000
6.01.02.02 Inventories -17,000 -30,000
6.01.02.03 Recoverable taxes -400,000 -61,000
6.01.02.04 Other Assets -94,000 13,000
6.01.02.05 Related Parties -34,000 -26,000
6.01.02.06 Restricted Deposits for Legal Proceeding -60,000 62,000
6.01.02.07 Trade Payables -3,117,000 -3,445,000
6.01.02.08 Payroll and Related Taxes -157,000 141,000
6.01.02.09 Taxes and Social Contributions Payable 356,000 308,000
6.01.02.10 Payments of provision for risk -56,000 -84,000
6.01.02.11 Deferred Revenue 116,000 463,000
6.01.02.12 Other Payables 97,000 -106,000
6.01.02.13 Income Tax and Social contribution,paid -237,000 0
6.02 Net Cash of Investing Activities -669,000 -543,000
6.02.02 Acquisition of Property and Equipment (Note 14.2) -483,000 -1,120,000
6.02.03 Increase in Intangible Assets (Note 15.2) -111,000 -88,000
6.02.04 Sales of Property and Equipment 16,000 672,000
6.02.09 Net cash from discontinueted subsidiaries (Note 13) -91,000 -7,000
6.03 Net Cash of Financing Activities -942,000 1,314,000
6.03.01 Capital Increase 6,000 2,000
6.03.02 Proceeds from Borrowings and Financing (Note 16.2) 3,176,000 5,390,000
6.03.03 Payments of Borrowings and Financing -2,696,000 -2,953,000
6.03.05 Payment of Dividends and Interest on own Capital -666,000 -280,000
6.03.06 Transactions with Non-controlling Interest 11,000 3,000
6.03.08 Transactions with Non-controlling Interest -5,000 0
6.03.09 Payment of lease liability -768,000 -848,000
6.04 Exchange rate changes in cash and cash equivalents -271,000 455,000
6.05 Increase (Decrease) in Cash and Cash Equivalents -3,786,000 -218,000
6.05.01 Cash and Cash Equivalents at the Beginning of the Period   8,711,000 7,954,000
6.05.02 Cash and Cash Equivalents at the End of the Period 4,925,000 7,736,000

 

 
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Consolidated Interim Financial Information / Statement of Changes in Shareholders' Equity 01/01/2021 to 06/30/2021

R$ (in thousands)
Code Description Share
Capital

Capital

Reserves,
Options

Granted and
Treasury Shares

Earnings
Reserves

Retained

Earnings/ Accumulated 

Losses

Other comprehensive Income Shareholders'
Equity
Non-Controlling
Interest
Consolidated
Shareholders'
Equity
5.01 Opening balance 5,434,000 479,000 6,090,000 0 1,692,000 13,695,000 3,112,000 16,807,000
5.03 Adjusted opening balance 5,434,000 479,000 6,090,000 0 1,692,000 13,695,000 3,112,000 16,807,000
5.04 Capital Transactions with Shareholders 422,000 -191,000 -60,000 -3,000 0 168,000 -44,000 124,000
5.04.01 Capital Increases 206,000 0 -200,000 0 0 6,000 0 6,000
5.04.03 Share based expenses 0 23,000 0 0 0 23,000 0 23,000
5.04.05 Sales of treasury stock 0 2,000 2,000 0 0 4,000 0 4,000
5.04.07  Interest on own Capital 0 0 -69,000 0 0 -69,000 0 -69,000
5.04.11 Hyperinflationary economy effect 0 0 207,000 0 0 207,000 10,000 217,000
5.04.14 Capital Reduction 216,000 -216,000 0 0 0 0 0 0
5.04.15 Dividends declared to non-controlling interests (note 25.4) 0 0 0 0 0 0 -57,000 -57,000
5.04.16 Others 0 0 0 -3,000 0 -3,000 3,000 0
5.05 Total Comprehensive Income 0 0 0 110,000 -1,295,000 -1,185,000 -345,000 -1,530,000
5.05.01 Net Income  for the Period 0 0 0 115,000 0 115,000 41,000 156,000
5.05.02 Other Comprehensive Income 0 0 0 -5,000 -1,295,000 -1,300,000 -386,000 -1,686,000
5.05.02.04 Foreign currency translation 0 0 0 -5,000 -1,289,000 -1,294,000 -385,000 -1,679,000
5.05.02.07 Fair value of trade receivables 0 0 0 0 -2,000 -2,000 0 -2,000
5.05.02.08 Cash Flow Hedge 0 0 0 0 -1,000 -1,000 -1,000 -2,000
5.05.02.09 Income taxes related to other comprehensive income 0 0 0 0 -3,000 -3,000 0 -3,000
5.07 Closing balance 5,856,000 288,000 6,030,000 107,000 397,000 12,678,000 2,723,000 15,401,000

 

 
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Consolidated Interim Financial Information / Statement of Changes in Shareholders' Equity 01/01/2020 to 06/30/2020

R$ (in thousands)
Code Description Share
Capital
Capital Reserves,
Options Granted and
Treasury Shares
Earnings
Reserves

Retained

Earnings/ Accumulated 

Losses

Other comprehensive Income Shareholders'
Equity
Non-Controlling
Interest
Consolidated
Shareholders'
Equity
5.01 Opening balance 6,857,000 447,000 3,529,000 0 107,000 10,940,000 2,608,000 13,548,000
5.03 Adjusted opening balance 6,857,000 447,000 3,529,000 0 107,000 10,940,000 2,608,000 13,548,000
5.04 Capital Transactions with Shareholders 2,000 18,000 0 -2,000 0 18,000 -69,000 -51,000
5.04.01 Capital Increases 2,000 0 0 0 0 2,000 0 2,000
5.04.03 Share based expenses 0 15,000 0 0 0 15,000 0 15,000
5.04.06 Dividends 0 0 0 0 0 0 -69,000 -69,000
5.04.08 Share based expenses of Subsidiaries 0 3,000 0 0 0 3,000 0 3,000
5.04.16 Others 0 0 0 -2,000 0 -2,000 0 -2,000
5.05 Total Comprehensive Income 0 0 0 193,000 1,416,000 1,609,000 562,000 2,171,000
5.05.01 Net Income  for the Period 0 0 0 195,000 0 195,000 71,000 266,000
5.05.02 Other Comprehensive Income 0 0 0 -2,000 1,416,000 1,414,000 491,000 1,905,000
5.05.02.04 Foreign currency translation 0 0 0 -2,000 1,422,000 1,420,000 490,000 1,910,000
5.05.02.08 Cash Flow Hedge 0 0 0 0 -6,000 -6,000 1,000 -5,000
5.06 Internal Changes of Shareholders’ Equity 0 0 111,000 0 0 111,000 3,000 114,000
5.06.05 Transactions with Non-controlling Interests 0 0 111,000 0 0 111,000 3,000 114,000
5.07 Closing balance 6,859,000 465,000 3,640,000 191,000 1,523,000 12,678,000 3,104,000 15,782,000

 

 
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Consolidated Interim Financial Information / Statement of Value Added

R$ (in thousands)
Code Description Year to date current period
01/01/2021 to
06/30/2021
Year to date previous period
01/01/2020 to
06/30/2020
7.01 Revenues 26,732,000 27,291,000
7.01.01 Sales of Goods, Products and Services 26,708,000 26,979,000
7.01.02 Other Revenues 36,000 323,000
7.01.04 Allowance for/Reversal of Doubtful Accounts -12,000 -11,000
7.02 Products Acquired from Third Parties -19,870,000 -20,941,000
7.02.01 Costs of Products, Goods and Services Sold -17,190,000 -18,109,000
7.02.02 Materials, Energy, Outsourced Services and Other -2,680,000 -2,832,000
7.03 Gross Value Added 6,862,000 6,350,000
7.04 Retention -1,086,000 -988,000
7.04.01 Depreciation and Amortization -1,086,000 -988,000
7.05 Net Value Added Produced 5,776,000 5,362,000
7.06 Value Added Received in Transfer 252,000 552,000
7.06.01 Share of Profit of Subsidiaries and Associates -13,000 -36,000
7.06.02 Financial Revenue 266,000 232,000
7.06.03 Other -1,000 356,000
7.07 Total Value Added to Distribute 6,028,000 5,914,000
7.08 Distribution of Value Added 6,028,000 5,914,000
7.08.01 Personnel 2,525,000 2,758,000
7.08.01.01 Direct Compensation 1,895,000 1,922,000
7.08.01.02 Benefits 354,000 421,000
7.08.01.03 Government Severance Indemnity Fund for Employees (FGTS) 92,000 111,000
7.08.01.04 Other 184,000 304,000
7.08.01.04.01 Profit (cost) sharing 184,000 304,000
7.08.02 Taxes, Fees and Contributions 2,535,000 2,002,000
7.08.02.01 Federal 545,000 349,000
7.08.02.02 State 1,779,000 1,470,000
7.08.02.03 Municipal 211,000 183,000
7.08.03 Value Distributed to Providers of Capital 812,000 888,000
7.08.03.01 Interest 799,000 856,000
7.08.03.02 Rentals 13,000 32,000
7.08.04 Value Distributed to Shareholders 156,000 266,000
7.08.04.01 Interest on shareholders' equity 69,000 0
7.08.04.03 Retained Earnings/ Accumulated Losses for the Period 46,000 195,000
7.08.04.04 Noncontrolling Interest in Retained Earnings 41,000 71,000

 

 

 
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EARNINGS

RELEASE

 

 

 

 



GPA - Operational & Financial Highlights

§2Q21 performance: impacted by the new restrictions imposed to contain the new wave of the pandemic, combined with the strong comparison base in the previous year, partially compensated by strict control of expenses and maintenance of adjusted EBITDA margin;
§Digital ecosystem: record online sales of R$428 million in Brazil, up 32% YoY and 38% sequentially, with penetration up to 8.2%. At Grupo Éxito, GMV reached R$593 million, with penetration of 10.5%;
§Same-store sales ex-gas stations and drugstores: +4.2% vs. 2Q19 and +0.2% (ex-Covid) vs. 2Q20 at GPA Brazil and +7.2% vs. 2Q19 and +5.0 % (ex-Covid) vs. 2Q20 at Grupo Éxito. The highlights were:

o  Consistent growth in online sales in all the countries where we operate

o  Evolution of rollout and maturation of the new supermarket concepts

o  Continuation of the hypermarket repositioning strategy

o  Consistency in operations of proximity formats in Brazil

§Adjusted EBITDA margin stood at 7.6%, up 100 bps over 2Q19 and practically in line with 2Q20, despite restrictions, reaching 8.3% (+60 bps vs. 2Q20) at GPA Brazil. In 1H21, consolidated Adjusted EBITDA rose 20.6% over 1H19 and 10.4% over 1H20. EBITDA margin increased 70 bps to 7.5% between 1H20 and 1H21: improvement at both GPA Brazil (+70 bps) and Grupo Éxito (+90 bps);
 §

ESG: highlight in Brazil for the initiatives related to the promotion of diversity and inclusion; solidarity campaigns benefiting almost 300,000 Brazilian families; and fight against climate change, with 83% of GPA Brazil’s energy consumption coming from the free energy market. At Grupo Éxito, the efforts have focused on investments in child nutrition through the Éxito Foundation, on purchasing products from local farmers and entrepreneurs, and on the commitment to the planet by promoting recycling and the culture of using reusable bags.

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

 23 
 

GPA managed to maintain high profitability and positive net income, despite the challenging scenario and the strong comparison base

 

R$ million, except when indicated GPA  Consolidated(1)
2Q21 2Q20 2Q19(5) Δ 21 vs 20 Δ 21 vs 19 1H21 1H20 1H19(5) Δ 21 vs 20 Δ 21 vs 19  
Gross Revenue 12,985 13,884 12,058 -6.5% 7.7% 26,708 26,980 23,994 -1.0% 11.3%  
Net Revenue 11,879 12,544 10,968 -5.3% 8.3% 24,331 24,419 21,791 -0.4% 11.7%  
Gross Profit 3,011 3,168 2,788 -4.9% 8.0% 6,257 6,110 5,793 2.4% 8.0%  
  Gross Margin 25.4% 25.3% 25.4% 10 bps 0 bps 25.7% 25.0% 26.6% 70 bps -90 bps  
Selling, General and Adm. Expenses (2,176) (2,286) (2,091) -4.8% 4.1% (4,531) (4,528) (4,328) 0.1% 4.7%  
Other Operating Revenue (Expenses) (60) 25 (69) n.d. -13.1% (120) (189) (147) -36.6% -18.5%  
Adjusted EBITDA (2)(3) 899 974 729 -7.7% 23.3% 1,834 1,662 1,521 10.4% 20.6%  
  Adjusted EBITDA Margin (2)(3) 7.6% 7.8% 6.6% -20 bps 100 bps 7.5% 6.8% 7.0% 70 bps 50 bps  
Net Income - Controlling Shareholders (4) 4 86 (124) -95.9% n.d. 116 (160) (147) n.d. n.d.  
  Net margin - Controlling Shareholders (4) 0.0% 0.7% 0.1% -70 bps -110 bps 0.5% -0.7% -0.7% 120 bps 120 bps  

(1) Consolidated figures include the results of GPA Brazil, Grupo Éxito (Colombia, Uruguay and Argentina), other businesses (Stix Fidelidade, Cheftime and James Delivery) and CDiscount (in the equity income line)

(2) Operating income before interest, taxes, depreciation, and amortization

(3) Adjusted for Other Operating Revenue (Expenses)

(4) Continuing Operations.

(5) Grupo Éxito’s 2019 results refer to an unaudited Pro-Forma, with adjustments related to the deconsolidation of GPA itself, which until November 2019 was directly controlled by Grupo Éxito. Therefore, GPA’s Consolidated results reflect these same adjustments.

 

 

Message from the CEO

 

We reached the end of the second quarter with high profitability, cost control and positive net income, despite the impacts of an extremely challenging comparison base and complex restrictive scenarios experienced in the last few months in our Latin American operations. We can see even more clearly favorable changes in consumer behavior towards the omnichannel approach. The evolution of our digital ecosystem, with strong e-commerce growth, even higher sales penetration and expansion of delivery models, combined with the entire transformation of our portfolio of stores, new partnerships and focus on operational efficiency and innovation – all this has a single purpose: To serve our clients according to their needs and in the way they want, in any channel, format and timeframe. I must also mention our progress in initiatives relating to the group’s sustainability strategy, comprising the promotion of diversity and inclusion, the social impact of our solidarity campaigns and the fight against climate change, in an ongoing effort to take sustainability as part of the business agenda and reinforcing our role as an agent of change.

 

Jorge Faiçal

GPA’s CEO

 

 

 

 

 

 

 

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GPA Brazil

Digital Strategy

With a strategy based on an open and collaborative platform, e-business continues to record sales growth and market share gains

 

Constant growth in GPA Brazil’s digital ecosystem was supported by strategic planning and efficient execution. In the first six months of 2021, we expanded both the 1P and the 3P supply of products; improved logistics by extending the coverage radius and reducing delivery time through actions in distribution centers and new partnerships; came increasingly closer to our customers with intensive use of data and algorithms, especially in loyalty programs; made progress in innovation initiatives; and launched the data monetization platform.

 

1P & 3P E-commerce

   

Food e-commerce (1P+3P) recorded a substantial increase of 32% over 2Q20, despite the strong comparison base in the previous year, and 38% over 1Q21. These sales accounted for 8.2% of GPA Brazil’s total food sales, with peaks of 20% at Pão de Açúcar. The GMV of GPA Brazil’s online operations continues to grow, reaching R$428 million in the quarter and surpassing the GMV recorded in 4Q20 (which was affected by seasonality due to Christmas and Black Friday). In the last twelve months, GMV totaled R$1.4 billion.

 

We also continued to record consecutive market share gains in 2021, reaching a 76% share of self-service (1P – Ebit Nielsen) in 2Q21. As a result, e-business growth continues to contribute positively to the Company’s profitability, which remained at very satisfactory levels.

 

 

At the end of 2Q21, clubeextra.com achieved the highest Net Promoter Score (NPS) in our history. With the consolidation of wholesale prices at Extra’s grocery section, we offer the same value proposition on digital media: now both Clube Extra’s website and app replicate the wholesale price dynamics implemented by physical stores. Meanwhile, in May, pãodeaçúcar.com was elected, for the third consecutive year, the best online supermarket by Datafolha.

 

Marketplace

At GPA’s Marketplace (3P), we continued to follow our strategy of seeking new partners and tripled the number of sellers compared to 1Q21, with twice as many offers available on the platform. The goal is to expand our assortment, focusing on verticals that complement our food core business (wine, spirits, craft beer, baby care, beauty, pet care, household items and kitchen utensils). Our onboarding process continues at full speed in order to further maximize the number of SKUs available. We maintained our service level indicators at satisfactory levels, and we are expanding tests for the fulfillment service for the platform’s sellers. We also started Marketplace Out operations through a partnership with Mercado Livre.

 

Delivery Models

In 2Q21, the Express and Click & Collect (same day) and last mile (next hour) categories accounted for 74% of total online sales, mainly as a result of our efforts to improve the logistics chain, with greater network coverage and expansion of delivery models.

 

Last Mile (next hour): In 2Q21, we made significant progress in the quick delivery model, which already accounts for 33% of total online sales. This solid performance was driven by new partnerships entered into in 1Q21. We expanded our network with the inclusion of iFood and B2W/Americanas in 2Q21, in addition to Rappi and Cornershop, which started operating with us in the previous quarter. With our partners, we are already operating nationwide, with great capillarity throughout Brazil, attracting new customers and demonstrating the Company's capacity for execution, since all the partnerships were implemented in the three-month period between March and May. We also expanded our scope with the entry of Drogaria Extra and Drogaria Pão de Açúcar in the pharma segment.

 

 25 
 

The strong performance of last-mile carriers corroborates the Company’s decision to operate with a more open and collaborative platform, offering customers more alternatives. James Delivery, our integrated last-mile activity, is now available in 325 stores in 32 cities, up from 314 stores in 2Q20, with an increase of 14% in GMV and double-digit growth in the average ticket.

 

Express and Click & Collect (same day): At the end of the quarter, 284 GPA Brazil stores had Express and Click & Collect services: our ship-from-store model currently represents approximately 41% of total online sales. We are investing in and encouraging this model, since around 40%-50% of Click & Collect customers make additional purchases when they pick up their orders from the stores, increasing the average ticket by 22%. As a result, as of July/21, all the stores will have the Click & Collect service, with one-hour pickup, and we are quickly expanding the Express operation to include Sundays.

 

Traditional Delivery (next day): The Company continues to benefit from investments made in the expansion of distribution centers in 2020. Traditional delivery services accounted for 27% of total online sales at the end of 2Q21.

 

In the coming quarters of 2021, we will remain focused on accelerating 1P growth, with the ongoing improvement of the paodeacucar.com and clubeextra.com.br platforms, maintaining consistency in the key categories of the supply basket, including the penetration of perishables and expanding non-food categories. We continue to work to reduce delivery times by improving our proprietary models and consolidating our partnerships on the main delivery platforms.

 

Loyalty Program and Digital Ecosystem

The Loyalty programs (Cliente Mais and Clube Extra) create a virtuous cycle for customers and the Company. In 2Q21, we observed that the most loyal customers spend, on average, 6x more than other customers, as a result of our initiatives: the proprietary algorithms are constantly evolving, enabling increasing offer customization, generating a conversion rate 10x higher than the massive offer allocation. Another important input is our customers’ feedback, which was used to change the access to “Meus Prêmios”, simplifying program features on the app and increasingly customizing the experience. Thanks to these initiatives, the number of customers who benefit from the “Meus Prêmios” program and are engaged with stix rose 150%, with an increase of over 50% in total earned points and an upturn of more than 30% in redemptions of catalog rewards.

 

We also began to reap the fruits of the coalition effect in customer synergy among the partners. This quarter, the number of Raia Drogasil customers who made purchases increased more than sevenfold, meeting the goals and earning points at GPA.

 

Innovation

GPA continues to strengthen its partnership with innovation ecosystems, with more than 100 active startups in GPA Labs’ portfolio. More than 40 multidisciplinary squads are working to deliver various improvements over the coming months, with more than 450 professionals dedicated to the continuous development of our digital platform. It is now possible to make purchases using PIX in all our stores and on all our websites. We also continued to invest in self-checkout technology: we already have over 460 kiosks in operation with excellent customer acceptance and penetration.

 

Media monetization

On June 4, we announced a partnership with technology company RelevanC to boost our digital assets, providing a qualified audience and advertising space on our digital platforms, with already active campaigns. We offer over 1,700 customer base segmentation options in order to run campaigns, sponsored search ads and advertising spaces on websites and apps, in addition to directed communication services via SMS and email.

 

 26 
 

 

GPA Brazil

Sales Performance

Strong growth in the online channel and supermarket and proximity formats

 

GROSS REVENUE 2Q21/2Q20
(R$ million) Selling % Total Stores Same Store Sales (3) Covid Impact Same store sales (3) ex-Covid Impact
GPA Brazil(1) 7,062 -12.1% -10.5% -8.7% -1.8%
Extra Hiper 2,809 -24.1% -21.8% -16.9% -4.9%
Pão de Açúcar 1,884 -13.9% -12.0% -10.7% -1.2%
Mercado Extra / Compre Bem 1,255 -2.7% -0.4% -2.0% 1.6%
Proximity 537 27.7% 26.9% -8.4% 35.3%
Gas Stations and Drugstores 492 25.1% 33.6% 67.7% -34.1%
Other businesses (2) 85 87.3% n.d. n.d. n.d.
GPA Brazil ex gas stations & drugstores(1) 6,570 -14.1% -12.6% -12.8% 0.2%

(1) GPA Brazil’s figures do not include the results of Stix Fidelidade, Cheftime and James Delivery.

(2) Revenue from lease of commercial centers.

(3) In order to reflect the calendar effect, we added 70 bps at GPA Brazil and 70 bps at GPA Brazil excluding gas stations and drugstores in 2Q21.

 

   

GPA Brazil’s total sales reached R$7.1 billion in 2Q21, led by:

·the online channel, which grew 32% year on year, directly related to omnichannel growth and expansion of partnerships with last-mile carriers; and
·Proximity formats, in particular Minuto Pão de Açúcar and the success of the Aliados program, with continued expansion in the number of partners.

 

   

In 2Q21, sales were negatively impacted by challenges mainly related to the macroeconomic context and the pandemic, such as:

·a strong comparison base in 2Q20, as consumers stocked up on supplies in the first months of the pandemic and commercial establishments were closed, driving our performance;
·stricter restrictive measures to fight the acceleration of the Covid-19 spread in 2Q21, including decrees that ordered the closure of our stores on weekends and reduced working hours, as well as restrictions on non-essential categories, such as alcoholic beverages and electronics;
·migration of sales of non-food products to the online channel (segment in which we currently do not operate);
·the closure of 32 stores in 2020, as part of the portfolio optimization process, with a negative impact of 160 bps in the quarter.

 

 

It is worth noting the comparison of same-store sales with 2019: sales increased 6.0% in 1H21 vs. 1H19, including 9.6% growth in the food category.


 27 
 

Extra Hiper

The banner continues to roll out the new concept, reaching 58 fully repositioned stores. All the stores have already implemented the new price positioning. June was the third month since the implementation of this new pricing model, and we believe this period is crucial for customers to understand and adapt to the format's new value proposition. In light of this, Extra Hiper stores recorded sales growth in the food category in June/21 compared to June/20 and June/19. It is also worth noting the acceleration of Extra Hiper’s online food sales, which accounted for 4.7% of its food sales in 2Q21, against 3.0% in 2Q20.

 

The effects of Covid-19, including restrictions on store operations, the consumer stockpiling of food in 2Q20, closure of commercial establishments (such as bars and restaurants) and a strong comparison base for non-food sales, were the main impacts leading to the unfavorable year-on-year comparison of Extra Hiper’s performance, especially in the non-food segment. In addition, in 2Q21, Extra Hiper was also negatively impacted by increased restrictions on store working hours and the sale of non-essential categories, including electronics.

 

Pão de Açúcar

Of the 181 Pão de Açúcar stores, distributed in 13 Brazilian states, 46 have already been renovated under the G7 concept in order to improve the consumer shopping experience. We rolled out the main successful G7 concepts in another 25 stores in 2Q21. The stores operating under the G7 concept and journey, as well as the stores where some of the concepts were introduced, continued to perform better than the others, strengthening the group's confidence in the expansion of this format.

 

The stricter restrictive measures to fight the pandemic, such as decrees ordering the closure of stores, especially in the countryside of São Paulo state, in addition to the strong comparison base in 2Q20, impacted Pão de Açúcar’s performance in 2Q21. However, Pão de Açúcar’s online sales reached penetration peaks of 20% in the quarter, driven by recent partnerships with last-mile carriers.

   

 

 

To contribute to the resumption of growth, we implemented a series of initiatives, including:

(i)rollout of the new successful G7 concepts: 25 stores in 2Q21 and another 25 stores planned for 2H21;
(ii)focus on projects related to operational excellence;
(iii)improved customer flow, with a better shopping experience and expansion of self-checkout projects, totaling 56 stores at the end of 2Q21, with plans to reach 123 stores by the end of October;
(iv)increase in 1P and 3P supply of products, which should contribute to accelerating Pão de Açúcar’s online sales; and
(v)resumption of the store expansion plan scheduled for 2H21, with 50 new stores expected for the next 3 years.

 

Mercado Extra and Compre Bem

The Mercado Extra and Compre Bem chains performed well in the quarter as a result of the successful value proposition of the formats with their target audience. Same-store sales increased 1.6% year on year, excluding the Covid-19 impact, mainly driven by service and assortment in the perishables category.

 

Mercado Extra continued to accelerate the integration of its units into the food e-commerce operation, with 58 stores operating in the Express model at the end of 2Q21. In addition, last-mile sales also accelerated significantly, growing 20x year on year.

   

 

 

At Compre Bem, it is worth highlighting the consolidation of the model in all the cities where the banner operates, as part of an ongoing operational efficiency process.

 

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Proximity

GPA’s Proximity formats continued the strong growth trend observed in recent quarters, with same-store sales up 35.3% over 2Q20, excluding the Covid-19 impact, thus reaching the mark of 12 consecutive quarters of double-digit growth.

 

Minuto Pão de Açúcar and Mini Extra

GPA intends to resume growth in the Minuto Pão de Açúcar format, inaugurating 100 new units over the next 3 years, approximately 20 of which in 2021. The banner maintains an efficient operation in perishables, enabling a complete replenishment basket.

 

Aliados Mini Mercado Program

The Program is GPA’s B2B business model to supply neighborhood stores, such as grocery stores and other commerce channels that wish to boost their operations through a partnership with GPA. Focused on São Paulo and served by the Distribution Center of the Proximity formats, optimizing costs and logistics routes, the model recorded substantial year-on-year growth of 2.1x, reaching around 1,370 partners in 2Q21 (+42% over 2Q20). Given the success of the Program, the Company plans to expand it to other cities in São Paulo state starting next quarter, also expanding the portfolio of categories offered.

   

 

 

Private Label Brands

With ever-growing demand in Brazil and daily acquisition of new consumers, the private label brands represent one of the main strategic aspects for building customer loyalty in our stores. We have a food assortment of around 5,600 SKUs, and the share of private label brands reached 21.5% in the quarter, led by Qualitá. According to Nielsen, Qualitá is the 11st best-selling self-service brand in Brazil* and the brand with the largest share of GPA consumers' carts, with 136 categories, followed by Taeq, with 37 categories.

 

 

*Total Brazil AS and GPA - YTD until period 05 - Total baskets (196 product categories) - Scantrack - NielsenIQ

 

 

 

 29 
 

 

 

GRUPO ÉXITO

 

Digital Strategy

 

Grupo Éxito’s digital strategy continued to present positive results, reaching R$593 million and a share of 10.5% of sales. We describe below the main details of the omnichannel and digital transformation strategies adopted by Grupo Éxito. The variations below consider local currency unless otherwise indicated.

 

1P & 3P E-commerce - Colombia

Omnichannel sales in Colombia accounted for 12.6% of sales in the quarter (vs. 14.7% in 2Q20 and 4.7% in 2Q19). In 1H21, the éxito.com and carulla.com websites reported almost 71 million visits, generating 4.2 million tickets, up 6.3% YoY. The last-mile and home-delivery services reached 3.9 million orders, up 9.2% over 2Q20, driven by the group’s own capacity and the exclusive partnership with Rappi. Meanwhile, Click & Collect sales, available in 395 stores and 12 VIVA malls, grew 2.3x, accounting for 29% of omnichannel GMV. At Surtimayorista, the channel accounted for 8.9% of the banner’s total sales in 1H21.

 

The Éxito and Carulla apps complement other initiatives integrated into the Company’s business ecosystem, such as the Puntos Colombia loyalty program, Tuya Pay and the sale of insurance policies. Both apps exceeded 1.3 million downloads in 2Q21.

 

Grupo Éxito continues to implement solutions using contactless technology, customer service, data analytics, logistics, supply chain, and HR management in line with the strategy designed for 2021-2023. In addition, the Company continued to promote the loyalty coalition: Puntos Colombia, a loyalty program used by one-third of Colombians, with over 110 partners, enabled around 3.1 million customers to redeem more than 12.4 billion points in 1H21, of which Éxito accounted for 75%.

 

Marketplace

The Company focused its efforts on continuing to consolidate its marketplace integrated into Grupo Éxito’s ecosystem (apps, real estate business tenants, travel, insurance, mobile, etc.). The marketplace accounted for 12.5% of total omnichannel GMV at 1H21, mainly represented by non-food categories, such as electronics, household items and apparel. In 1H21, the business unit saw a 27% increase in the number of products sold from over 1,000 sellers.

 

Sales Performance

Higher contributions from complementary businesses and gradual improvement in real estate businesses in all the countries

 

 


GROSS REVENUE
  2Q21/2Q20
(R$ million) Selling % Stores total % Stores total Constant currency Same stores (2) Covid Impact Sames stores (2) ex Covid Impact  
Grupo Éxito 5,905 1.3% 1.7% 2.0% -3.5% 5.5%  
Colombia 4,412 -0.3% -1.7% -1.1% -3.8% 2.7%  
Éxito 2,894 -1.1% -2.2% -1.2% -4.3% 3.1%  
Carulla 651 -6.6% -8.8% -9.4% -2.6% -6.8%  
Low Cost Segment and Others(1) 867 7.9% 6.2% 9.2% -2.6% 11.8%  
Uruguay 1,069 -0.9% 3.3% 2.2% -1.5% 3.7%  
Argentina 425 31.5% 49.1% 48.7% -6.6% 55.2%  
Grupo Éxito ex gas stations 5,847 0.8% 1.2% 1.5% -3.5% 5.0%  

(1) Includes Surtimax, Super Inter, Surtimayorista, Real Estate Businesses, Aliados and other businesses.

(2) Same-store sales performance (i) considers growth at constant exchange rates; and (ii) in order to reflect the calendar effect in 2Q21, we added -100 bps at Grupo Éxito
(-110 bps in Colombia, -110 bps in Uruguay and +10 bps in Argentina).

 30 
 

 

   

Grupo Éxito’s gross revenue totaled R$5.9 billion in the quarter, up 1.3% YoY. The increased share of omnichannel sales and innovative formats in the sales mix was still offset by the closure of stores, in an environment marked by the pandemic with a heavy impact in April and protests in Colombia in May and June. The highlights were higher contributions from complementary businesses (such as Tuya credit card royalties) and an improvement in real estate businesses.

 

This result already includes the opening/conversion and renovation of 25 stores of the Group, of which 23 in Colombia and 2 in Uruguay in the last twelve months.

 

At constant exchange rates, Grupo Éxito's total sales increased 1.7%, mainly due to the strong comparison base in 2Q20, when sales were driven by consumer stockpiling in the three countries where Grupo Éxito operates as of the second half of March, in addition to restrictions imposed by local governments to combat Covid-19, including the temporary closure of stores in the quarter.

 

 

In the 'same stores’ concept, excluding the impact of the pandemic, same-store sales grew 5.0% in the quarter. It is worth noting that same-store sales in constant currency grew 7.2% between 2Q19 and 2Q21 and 8.1% between 1H19 and 1H21.

 

Colombia

In 2Q21, Grupo Éxito’s performance was mostly impacted by restriction measures and lockdown to combat Covid-19, as well as disturbances caused by protests in Colombia against the tax reform bill.

 

Éxito

Éxito was the segment that was most impacted by the restrictions, strikes and protests – which affected stock replenishment – as well as the ban on sales of alcoholic beverages. This performance was offset by an increase in sales of non-food products (+540 bps over 2Q20) and the contribution of Éxito Wow, an innovative model that allows digitally connected hypermarkets to integrate digital channels and bricks-and-mortar services.

 

In 2Q21, 1 store was converted into Wow model, totaling 12 stores, whose sales grew at a pace 520 bps faster than other Éxito stores and already accounted for 23.7% of the banner’s total sales. Other seven new stores should be converted in 2021.

   

 

 

Carulla

This is the segment with the largest share of omnichannel in total sales (17%). Carulla FreshMarket is an innovative model designed to strengthen the fresh products category, focusing on quality, in addition to renovation of the store layout. In 2Q21, one new Carulla store was opened. The 2Q21 performance was impacted by more stringent restrictions in the main stores, in Bogotá and Medellin, which were offset by (i) the strong contribution of omnichannel sales and (i) the 15 Carulla FreshMarket stores, whose sales grew at a pace 480 bps faster than the other stores’ and accounted for 34.7% of the banner’s total sales in 2Q21. Six new stores should be converted in 2021.

 

Low Cost and other businesses

The positive performance was due to (i) a gradual recovery in the Super Inter banner fueled by the “Vecino” innovative concept, which was implemented in seven stores in the quarter. “Vecino” totaled 14 stores, which already accounted for 22% of the banner’s total sales and outperformed non-converted stores by 2,300 bps, (ii) the recovery of the Surtimayorista banner, (iii) optimization of the Surtimax store base with the new pilot of renovated stores under the “Barrio” and “Max” models, with expanded offering of products and sessions, discounts, omnichannel strategy with last-mile delivery services, use of the Mi Surtii app and digital sales events.

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Uruguay

Sales performance in the country was strongly affected by the comparison base in 2Q20, due to consumer stockpiling connected with Covid-19. Assertive execution of commercial strategies, increased online share of sales and the strong performance of the Fresh Market banner – whose sales rose 10.9% year on year, 13,100 bps more than other stores – offset the volume decline.

 

Omnichannel sales grew 1.1x over 2Q20, accounting for 21% of total sales. In home delivery, sales went up 1.3x in 2Q21, and deliveries totaled 69,500 (vs. 55,000 in 2Q20). The Click & Collect service is available in 42 stores and totaled around 12,400 orders (vs. almost 9,000 in 2Q20).

 

In 2Q21, the Company selected seven startups for mentoring. The selected startups are working on initiatives focused on sustainability, last mile, logistics and innovation.

 

Argentina

Libertad sales were negatively influenced by (i) a strong comparison base in 2Q20 and mobility restrictions, (ii) restrictions on working hours and (iii) prohibition of sale of non-essential products in certain stores. The Libertad banner reduced its promotional activities to protect cash in a challenging competitive market, which combined with logistics efficiency benefited margins in the period. Fresh food sales of the 4 FreshMarket stores increased 59%, accounting for 30.1% of total fresh food sales at Libertad.

 

The operation continued to strengthen its digital initiatives, and omnichannel sales accounted for 2.7% of total sales and over 1,250,000 visits to the website. The Click & Collect/Click & Car service has been implemented in 15 stores, totaling 20,000 orders in the quarter. The partnerships entered into with Rappi and Pedidos Ya enabled a year-on-year increase of 2.9x. Sales increased 2.9x over the same period in 2020, and 619,000 units were sold through more than 66,000 orders (+4.1x vs. 2Q20).

 

 

 32 
 

 

ESG AT GPA

Agenda for society and the environment

 

 

We continue to make progress in promoting diversity and inclusion, with the percentage of women in leadership positions increasing to 37.1%, up 90 bps over 2Q20. Our goal is to reach 38% by 2022. In 2Q21, 50% of employees self-declared Black, a 200 bps increase over the same period last year, reaching our goal for 2021. In addition, Black people held 37.4%of leadership positions (management and above) at the end of the quarter, up 120 bps over 2Q20.

 

In June, we received the WEPs Award – Companies Empowering Women, in the silver category among large companies. We won bronze awards in 2016 and 2019, but this year we did even better, thanks to our progress in gender equity initiatives.

 

Regarding social impact and promotion of opportunities, in 2Q21, GPA Brazil donated R$1 million in food baskets to NGO Amigos do Bem, a social institution that partners with the GPA Institute, benefiting around 20,000 families. Additionally, thanks to the collective corporate mobilization of employees and customers, we donated more than 2,400 metric tons of food, benefiting another 270,000 families. In addition, the donations of fruit and vegetables (fit for consumption, but loose, or falling short of the commercial aesthetic standards) reached 1,420 metric tons in 2Q21, up 13.8% year on year.

   

 

 

As for our commitment to ethics and transparency, in 2Q21, we were recognized as one of the companies with the best corporate responsibility and governance in Brazil in 2020, in accordance with the Merco (Monitor Empresarial de Reputação Corporativa) rankings, achieving the 15th place among 100 companies, moving up 16 positions in relation to the previous year, and the 2nd place among retail companies in Brazil. This year, the posture of companies during the pandemic was also evaluated, and we came 6th among the 30 most responsible companies in this period.

 

In line with the group’s Strategic Planning and social and environmental guidelines, we present below GPA Brazil’s commitments for the coming years.

 

VALUE CHAIN COMMITMENTS | GPA BRAZIL Target Year 2Q21 Current
100% of private label palm oil with traceable origin (BRA) and international origin certification 2021  
100% of private label factories audited using ICS methodology (working conditions) 2022  
100% of private label eggs from cage-free hens 2025  
100% of national brand eggs from cage-free hens 2028 29.8%
100% of pork categories consider animal welfare in their production 2028  

 

As for initiatives to fight climate change, we have the following commitments:

 

COMMITMENTS TO FIGHT CLIMATE CHANGE Target Year 2Q21 Current
100% of stores in the Partnership against Waste Program (food donation) 2023 85%
94% of consumption in the free energy market 2024 83%
30% reduction (Scope 1 & 2) in GHG emissions (GPA BRAZIL 2015 base) 2025  
20% reduction in GHG emissions related to landfill waste (base GPA BR 2015) 2025  

 

It is also worth mentioning that we published our annual sustainability report (https://www.gpabr.com/wp-content/uploads/2021/07/GPA_RS2020.pdf), which features our social and environmental indicators audited by third parties (in this edition, KPMG).

 

Regarding our socio-environmental performance in Colombia, we highlight:

·Zero malnutrition: 37.7 thousand children served in the program to combat child malnutrition in 1S21;
·Local suppliers: reaching 92% of suppliers of fruits, vegetables and legumes from national producers;
·Post Consumption and Recycling: more than 9 thousand tons of recycled materials YTD;
·My planet: commitment to a 35% reduction in emissions (Scope 1 & 2) until 2023.

 

 

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Financial Performance

 

GPA BRAZIL

 

R$ million, except when indicated GPA Brazil(1)
2Q21 2Q20 2Q19 Δ 21 vs 20 Δ 21 vs 19 1H21 1H20 1H19 Δ 21 vs 20 Δ 21 vs 19
Gross Revenue 7,062 8,038 7,074 -12,1% -0.2% 14,197 15,380 13,995 -7,7% 1.4%
Net Revenue 6,589 7,294 6,549 -9,7% 0.6% 13,163 14,064 12,931 -6,4% 1.8%
Gross Profit 1,686 1,876 1,731 -10,1% -2.6% 3,382 3,575 3,559 -5,4% -5.0%
   Gross Margin 25.6% 25.7% 26.4% -10 bps -80 bps 25.7% 25.4% 27.5% 30 bps -180 bps
SG&A Expenses (1,185) (1,368) (1,342) -13.4% -11.7% (2,389) (2,643) (2,694) -9,6% -11.3%
   % of Net Revenue 18.0% 18.8% 20.5% -80 bps -250 bps 18.1% 18.8% 20.8% -70 bps -270 bps
Equity Income 14 23 17 -40.2% -19.0% 29 51 38 -43.4% -24.2%
Adjusted EBITDA (2) 548 563 434 -2.7% 26.4% 1,086 1,048 959 3.6% 13.3%
   Adjusted EBITDA Margin (2) 8.3% 7.7% 6.6% 60 bps 170 bps 8.2% 7.5% 7.4% 70 bps 80 bps

(1) GPA Brazil’s figures do not include the results of other businesses (Stix Fidelidade, Cheftime and James Delivery).

(2) Income before interest, taxes, depreciation and amortization. Adjusted for Other Operating Revenue (Expenses).

 

GPA Brazil’s Gross Profit totaled R$1.7 billion, and gross margin was 25.6%, virtually in line with 2Q20, reflecting continued efficiency gains in commercial dynamics and the optimization of logistics costs.

 

Selling, General and Administrative Expenses totaled R$1.2 billion, dropping by 13.4%, despite higher inflation in the period. There was a strong dilution of 80 bps to 18.0% of net revenue, due to:

·initiatives implemented in the last twelve months, which led to productivity gains at stores and distribution centers;
·strong reduction in store operation expenses; and
·lower administrative expenses.

 

Equity Income totaled R$14 million, reflecting the Company’s 18% interest held in FIC (vs. 36% in 2Q20).

 

   

GPA Brazil’s Adjusted EBITDA reached R$548 million, with a margin of 8.3%, up 60 bps year on year, maintaining the trend of improved profitability, despite the challenges imposed by restrictive measures related to Covid-19. Compared to 2Q19, adjusted EBITDA rose 26.4%, while Adjusted EBITDA margin increased 170 bps.

 

In 1H21, Adjusted EBITDA reached R$1.1 billion, up 3.6% over 1H20 and 13.3% over 1H19. Adjusted EBITDA margin increased 70 bps to 8.2% in 1H21.

 

 

 

 

 

 

 


 34 
 

ÉXITO

 

R$ million, except when indicated Grupo Éxito
2Q21 2Q20 2Q19(2) Δ 21 vs 20 Δ 21 vs 19 1H21 1H20 1H19(2) Δ 21 vs 20 Δ 21 vs 19
Gross Revenue 5,905 5,829 4,983 1,3% 18,5% 12,477 11,571 9,998 7,8% 24,8%
Net Revenue 5,275 5,235 4,418 0,8% 19,4% 11,141 10,331 8,860 7,8% 25,7%
Gross Profit 1,315 1,286 1,058 2,3% 24,3% 2,854 2,528 2,234 12,9% 27,7%
   Gross Margin 24.9% 24.6% 23.9% 30 bps 100 bps 25.6% 24.5% 25.2% 110 bps 40 bps
SG&A Expenses (956) (887) (743) 7.8% 28.6% (2,061) (1,832) (1,626) 12.5% 26,8%
   % of Net Revenue 18,1% 16,9% 16,8% 120 bps 130 bps 18,5% 17,7% 18,3% 80 bps 20 bps
Equity Income (14) (11) (6) 28,6% 129,0% 6 (41) (9) n.d. n.d.
Adjusted EBITDA (1) 374 418 328 -10.5% 13.8% 858 707 635 21.3% 35.0%
   Adjusted EBITDA Margin (1) 7.1% 8.0% 7.4% -90 bps -30 bps 7.7% 6.8% 7.2% 90 bps 50 bps

(1) Income before interest, taxes, depreciation and amortization. Adjusted for Other Operating Revenue (Expenses).

(2) Grupo Éxito’s 2019 results refer to an unaudited Pro-Forma, with adjustments related to the deconsolidation of GPA itself, which until November 2019 was directly controlled by Grupo Éxito.

 

Grupo Éxito’s Gross Profit totaled R$1.3 billion in 2Q21 (+2.3% vs. 2Q20), and gross margin was 24.9%, fueled by online sales and the recovery of complementary businesses (Tuya and real estate businesses), which offset the volume decline, especially in April and particularly in Colombia.

 

Selling, General and Administrative Expenses totaled R$956 million in 2in 1Q21 (+7.8%) and R$2.1 billion in 1H21 (+12.5%), mainly due to the weaker comparison base in the period, due to benefits granted to Colombian companies in order to help them face the pandemic. It is worth noting that, in 1H21, expenses increased 12.5% in reais, due to the exchange rate variation, and 1.6% in local currency, lagging inflation in all the countries, thanks to the operational excellence plan and control of expenses, especially personnel and marketing expenses, with an increased share of digital campaigns.

 

Equity Income totaled a loss of R$14 million in 2Q21, reflecting the results of the Company’s 50% interest in Puntos Colombia and the finance company Tuya (both of them joint ventures with Bancolombia).

 

As a result of these impacts, Adjusted EBITDA totaled R$374 million, with a margin of 7.1%, lower than in 2Q20. In 1H21, Adjusted EBITDA rose 21.3% year on year, with a 90 bps margin increase to 7.7%. Adjusted EBITDA margin stood at 7.1%, benefiting from a strategy based on innovation, business diversification and asset monetization. In 1H21, Adjusted EBITDA margin was 7.7%, fueled by resilient retail, an increased contribution of complementary businesses and operational efficiency.

   

 

 

 35 
 

 

OTHER OPERATING INCOME (EXPENSES)

Other Income and Expenses totaled an expense of R$60 million and are related to restructuring expenses and legal contingencies.

 

FINANCIAL RESULTS

FINANCIAL RESULT Consolidated  
(R$ million) 2Q21 2Q20 Δ 1H21 1H20 Δ
Financial Revenue 142 50 180.3% 181 112 62.5%
Financial Expenses (198) (196) 1.0% (345) (362) -4.5%
Cost of Debt (108) (98) 10.5% (170) (190) -10.5%
Cost of  Receivables Discount (22) (21) 2.4% (32) (36) -9.4%
Other financial expenses (69) (76) -9.8% (143) (132) 8.3%
Net exchange variation 1 (0) -601.2% 0 (4) -104.1%
Net Financial Revenue (Expenses) (56) (145) -61.4% (164) (250) -34.4%
   % of Net Revenue -0.5% -1.2% -60 bps -0.7% -1.0% -30 bps
Interest on lease liabilities (180) (196) -8.4% (363) (361) 0.6%
Net Financial Revenue (Expenses) - Post IFRS 16 (236) (342) -30.9% (527) (611) -13.7%
   % of Net Revenue - Post IFRS 16 -2.0% -2.7% -30 bps -2.2% -2.5% -10 bps
               

 

GPA’s consolidated net financial result was an expense of R$56 million in 2Q21, equivalent to 0.5% of net revenue (vs. 1.2% in 2Q20). Including interest on lease liabilities, this expense amounted to R$236 million, or 2.0% of net revenue.

 

The main changes in the financial result were as follows:

 

Financial revenue: totaled R$142 million in 2Q21 (vs. R$50 million in 2Q20), comprised of:
Higher returns due to an increase in average cash investments and higher investment yields, in addition to the effects of the monetary correction of some receivables, as described in the 2Q21 Interim Financial Information.

 

Financial expenses (including cost of receivables discount): reached R$198 million in 2Q21 (vs. R$196 million in 2Q20), composed of:
An increase in the cost of debt, mainly due to higher average gross debt in the period; and
Cost of discount of receivables in line with 2Q20.

 

·Interest on lease liabilities: dropped 8.4% year on year, totaling R$180 million.

 

 

 

 36 
 

 

NET DEBT

INDEBTEDNESS Consolidated
(R$ million) 2Q21 2Q20²
Short Term Debt (2,613) (3,892)
Loans and Financing (646) (2,878)
Debentures (1,967) (1,014)
Long Term Debt (6,965) 13,300
Loans and Financing (3,968) (2,739)
Debentures (2,997) (10,561)
Total Gross Debt (9,578) (17,192)
Cash and Financial investments 4,925 7,736
Net Debt (4,653) (9,456)
Adjusted EBITDA(1) 2,745 4,151
On balance Credit Card Receivables not discounted 69 202
Net Debt incl. Credit Card Receivables not discounted (4,584) (9,254)
Net Debt incl. Credit Card Receivables not discounted / Adjusted EBITDA(1) -1.7x -2.2x

(1) LTM Adjusted EBITDA (pre-IFRS 16)

(2) Debt and EBITDA figures for June 30, 2020, include Assaí’s results.

 

Consolidated GPA’s net debt including not discounted receivables reached R$4.6 billion at the end of 2Q20, down R$4.7 billion. Thus, the Company maintained its leverage at a low level, with a -1.7x net debt/Adjusted EBITDA ratio, and a strong R$4.9 billion cash position, corresponding to 1.9x the short-term debt.

 

 

INVESTMENTS

(R$ million) Consolidated
2Q21 2Q20 Δ 1H21 1H20 Δ
New stores and land acquisition 14 11 22.6% 27 38 -30.8%
Store renovations, conversions and maintenance 78 75 4.1% 170 182 -6.3%
IT, Digital and Logistics 98 92 5.8% 183 252 -27.2%
Total Investments GPA Brazil 189 178 6.1% 380 471 -19.4%
Total Investments Grupo Éxito 72 71 0.8% 212 153 38.7%
Total Investments Consolidated 261 249 4.6% 592 625 -5.2%
             

 

Capex totaled R$261 million in 2Q21, of which R$189 million in Brazil and R$72 million in Grupo Éxito. Year-to-date capex amounted to R$592 million. In Brazil, investments are concentrated in store renovations/conversions; innovation and acceleration of digital transformation projects, including systems, marketplace and last-mile carriers; logistics and IT infrastructure; and other efficiency improvement projects. At Grupo Éxito, around 72% of capex was allocated to innovation, omnichannel and digital transformation initiatives during the period, and the remainder to maintenance and support of operational structures, IT systems updates and logistics.

 

 

 37 
 

 

BREADOWN OF STORE CHANGES BY BANNER

In 2Q21, two Extra Supermercado stores were converted into Mercado Extra and three stores were closed, namely one Pão de Açúcar, one Mini Extra and one Drugstore. Grupo Éxito opened 2 stores in Colombia, converted 1 store, and closed 1 store in Uruguay.

 

  2Q20 1Q21 2Q21
Stores Stores Openings Openings by conversion Closing Closing to Conversion Stores Sales Area
('000 sq. m.)
GPA Brazil 901 874 0 0 -3 0 871 1185
Pão de Açúcar 182 182 0 0 -1 0 181 233
Extra Hiper 107 103 0 0 0 0 103 633
Extra Supermercado 51 2 0 0 0 -2 0 0
Mercado Extra 100 145 0 0 0 2 147 164
Compre Bem 28 28 0 0 0 0 28 33
Mini Extra 152 150 0 0 -1 0 149 37
Minuto Pão de Açúcar 86 87 0 0 0 0 87 20
Negócios especializados 195 177 0 0 -1 0 176 65
Gas Stations 73 74 0 0 0 0 74 58
Drugstores 122 103 0 0 -1 0 102 7
                 
Grupo Éxito 638 614 2 1 -1 0 616 1,028
Colombia 522 498 2 1 0 0 501 833
Uruguay 91 91 0 0 -1 0 90 92
Argentina 25 25 0 0 0 0 25 104
Total Group 1,539 1,488 2 1 -4 0 1,487 2,213

 

 


Company’s Businesses:

 

 

 38 
 

 

CONSOLIDATED FINANCIAL STATEMENTS

Balance Sheet

 

BALANCE SHEET  
(R$ million) ASSETS  
Consolidated(1) GPA Brazil(1) Grupo Éxito  
 
06.30.2021 06.30.2020 06.30.2021 06.30.2020 06.30.2021 06.30.2020  
Current Assets 14,287 21,225 8,418 14,473 5,756 6,689  
Cash and Marketable Securities 4,925 7,736 3,084 5,521 1,763 2,179  
Accounts Receivable 546 805 271 478 270 326  
Credit Card 45 186 48 187 - -  
Sales Vouchers and Trade Account Receivables 478 591 161 227 309 363  
      Allowance for Doubtful Accounts (40) (48) (0) (9) (40) (39)  
      Resulting from Commercial Agreements 63 76 61 73 1 3  
  Inventories 6,212 9,144 3,518 6,116 2,691 3,026  
  Recoverable Taxes 1,738 1,806 1,011 1,051 725 754  
  Noncurrent Assets for Sale 233 586 204 554 30 32  
  Prepaid Expenses and Other Accounts Receivables 632 1,148 330 752 277 372  
Noncurrent Assets 33,228 41,974 16,254 23,298 16,892 18,626  
Long-Term Assets 4,557 4,631 4,320 4,439 254 204  
   Accounts Receivables 24 16 21 15 3 1  
      Credit Cards 24 16 21 15 3 1  
  Recoverable Taxes 2,684 2,717 2,684 2,717 - -  
   Deferred Income Tax and Social Contribution 84 341 67 340 - -  
   Amounts Receivable from Related Parties 214 119 182 53 66 81  
   Judicial Deposits 619 732 611 730 8 2  
   Prepaid Expenses and Others 932 705 755 584 177 119  
Investments 1,244 681 799 326 445 355  
Investment Properties 3,250 3,615 - - 3,250 3,615  
Property and Equipment 18,450 26,125 9,084 15,559 9,357 10,561  
Intangible Assets 5,726 6,920 2,051 2,974 3,586 3,892  
TOTAL  ASSETS 47,514 63,198 24,672 37,771 22,648 25,315  

(1) Considers Assaí in 2020.

 

 

 

 

 

 

 39 
 

 

CONSOLIDATED FINANCIAL STATEMENTS

Balance Sheet

 

(R$ million) LIABILITIES  
Consolidado(1) GPA Brazil(1) Grupo Éxito  
 
06.30.2021 06.30.2020 06.30.2021 06.30.2020 06.30.2021 06.30.2020  
Current Liabilities 14,545 21,596 7,543 12,894 6,824 8,593  
Suppliers 7,710 12,211 3,574 7,778 4,114 4,423  
Loans and Financing 646 3,314 78 1,218 569 2,097  
Debentures 1,967 1,014 1,967 922 92  
Lease Liability 952 943 621 653 330 290  
Payroll and Related Charges 705 1,175 409 847 283 319  
Taxes and Social Contribution Payable 687 897 270 494 415 402  
Financing for Purchase of Fixed Assets 120 101 62 71 58 30  
Debt with Related Parties 249 200 148 76 72 76  
Advertisement 29 39 29 38  
Provision for Restructuring  6 14  1 13 5 1  
Unearned Revenue 301 368 89 230 106 99  
Others 1,172 1,320 295 554 873 763  
Long-Term Liabilities 17,569 25,820 13,668 15,346 3,897 10,473  
Loans and Financing 3,979 2,752 2,915 1,429 1,064 1,323  
Debentures 2,997 10,561 2,997 4,847  -  5,715  
Lease Liability 6,989 9,014 5,227 6,721 1,760 2,293  
Financing by purchasing assets 93  -  93  
Related Parties 133  -  133  -   
Deferred Income Tax and Social Contribution 904 1,181 68 194 834 985  
Tax Installments 215 341 209 339 6 1  
Provision for Contingencies 1,372 1,312 1,262 1,187 110 124  
Unearned Revenue 16 21 16 21  
Provision for loss on investment in Associates 591 568 591 568  
Others 280 71 250 40 30 32  
Shareholders' Equity 15,401  15,782  3,461  9,530  11,927  6,249  

Attributed to controlling shareholders
12,678 12,677 3,461 9,530 9,202 3,150  
Capital 5,856 6,859 5,856 6,859  
Capital Reserves 288 465 289 466  
Profit Reserves 6,137 3,830  (3,080) 682 10,494 1,544  
Other Comprehensive Results 397 1,523 397 1,523  (1,292) 1,606  
Minority Interest 2,723 3,104  -  2,725 3,099  
TOTAL LIABILITIES 47,515 63,198 24,672 37,771 22,648 25,315  

(1) Considers Assaí in 2020.

 

 40 
 

INCOME STATEMENT – 2ND QUARTER OF 2021

 

R$ Million Consolidated (1) GPA Brazil Grupo Éxito
2Q21 2Q20 Δ 2Q21 2Q20 Δ 2Q21 2Q20 Δ
Gross Revenue 12,985 13,884 -6.5% 7,062 8,038 -12.1% 5,905 5,829 1.3%
Net Revenue 11,879 12,544 -5.3% 6,589 7,294 -9.7% 5,275 5,235 0.8%
Cost of Goods Sold (8,805) (9,314) -5.5% (4,870) (5,386) -9.6% (3,932) (3,920) 0.3%
Depreciation (Logistic) (62) (62) 0.7% (34) (33) 3.6% (29) (29) -2.6%
Gross Profit 3,011 3,168 -4.9% 1,686 1,876 -10.1% 1,315 1,286 2.3%
Selling Expenses (1,786) (1,883) -5.1% (1,025) (1,174) -12.7% (740) (688) 7.6%
General and Administrative Expenses (390) (404) -3.5% (160) (194) -17.6% (216) (199) 8.6%
Selling, General and Adm. Expenses (2,176) (2,286) -4.8% (1,185) (1,368) -13.4% (956) (887) 7.8%
Equity Income(2) 1 30 -95.9% 14 23 -40.2% (14) (11) n.d.
Other Operating Revenue (Expenses) (60) 25 -343.3% (39) 103 -138.0% (20) (76) -73.8%
Depreciation and Amortization (475) (439) 8.2% (283) (262) 8.1% (189) (176) 7.4%
Earnings before interest and Taxes - EBIT 301 497 n.d. 192 372 -48.4% 136 136 n.d.
Financial Revenue 179 94 89.8% 157 60 159.2% 22 33 -35.5%
Financial Expenses (415) (436) -4.8% (328) (286) 14.5% (87) (149) -42.0%
Net Financial Result (236) (342) -30.8% (171) (226) -24.3% (65) (116) -43.8%
Income (Loss) Before Income Tax 65 156 n.d. 21 146 -85.5% 71 21 n.d.
Income Tax (35) (20) 77.8% (8) (39) -78.6% (28) 20 n.d.
Net Income (Loss) Company - continuing operations 30 136 n.d. 13 107 n.d. 43 41 n.d.
Net Result from discontinued operations (1) 249 n.d. (0) 249 -100.1% (0) (1) -53.5%
Net Income (Loss) - Consolidated Company 29 385 n.d. 13 357 n.d. 42 40 n.d.
Net Income (Loss)  - Controlling Shareholders - continuing operations(3) 4 86 n.d. 13 107 n.d. 14 (10) n.d.
Net Income (Loss)  - Controlling Shareholders - discontinued operations(3) (1) 249 n.d. (0) 249 -100.1% (0) (1) -53.5%
Net Income (Loss)  - Consolidated Controlling Shareholders(3) 3 335 n.d. 13 357 n.d. 14 (11) n.d.
Minority Interest - Non-controlling - continuing operations 26 50 -47.0% -    -    n.d. 29 51 -44.2%
Minority Interest - Non-controlling - discontinued operations (0) (0) -53.5% -    -    n.d. (0) (0) -53.5%
Minority Interest - Non-controlling - Consolidated 26 50 -47.0% -    -    n.d. 29 51 -44.2%
Earnings before Interest, Taxes, Depreciation, Amortization - EBITDA 839 999 -16.0% 509 667 -23.6% 354 342 3.5%
Adjusted EBITDA (4) 899 974 -7.7% 548 563 -2.7% 374 418 -10.5%
                     

(*) Considers Assaí in 2020.

 

 41 
 

 

 

 

 

% of Net Revenue Consolidated (1) GPA Brazil Grupo Éxito
2Q21 2Q20 2Q21 2Q20 2Q21 2Q20
Gross Profit 25.4% 25.3% 25.6% 25.7% 24.9% 24.6%
Selling Expenses -15.0% -15.0% -15.6% -16.1% -14.0% -13.1%
General and Administrative Expenses -3.3% -3.2% -2.4% -2.7% -4.1% -3.8%
Selling, General and Adm. Expenses -18.3% -18.2% -18.0% -18.8% 18.1% 16.9%
Equity Income(2) 0.0% 0.2% 0.2% 0.3% -0.3% -0.2%
Other Operating Revenue (Expenses) -0.5% 0.2% -0.6% 1.4% -0.4% -1.5%
Depreciation and Amortization -4.0% -3.5% -4.3% -3.6% -3.6% -3.4%
Earnings before interest and Taxes - EBIT 2.5% 4.0% 2.9% 5.1% 2.6% -2.6%
Net Financial Result -2.0% -2.7% -2.6% -3.1% -1.2% -2.2%
Income (Loss) Before Income Tax 0.5% 1.2% 0.3% 2.0% 1.3% 0.4%
Income Tax -0.3% -0.2% -0.1% -0.5% -0.5% 0.4%
Net Income (Loss) Company - continuing operations 0.3% -1.1% 0.2% 1.5% 0.8% -0.8%
Net Income (Loss) - Consolidated Company 0.2% 3.1% 0.2% 4.9% 0.8% -0.8%
Net Income (Loss)  - Controlling Shareholders - continuing operations(3) 0.0% +0.7% 0.2% 1.5% 0.3% 0.2%
Net Income (Loss)  - Consolidated Controlling Shareholders(3) 0.0% -2.7% 0.2% 4.9% 0.3% -0.2%
Minority Interest - Non-controlling - continuing operations 0.2% 0.4% 0.0% 0.0% 0.5% 1.0%
Minority Interest - Non-controlling - Consolidated 0.2% 0.4% 0.0% 0.0% 0.5% 1.0%
Earnings before Interest, Taxes, Depreciation, Amortization - EBITDA 7.1% 8.0% 7.7% 9.1% 6.7% 6.5%
Adjusted EBITDA (4) 7.6% 7.8% 8.3% 7.7% 7.1% 8.0%

(1) Consolidated figures include the results of other complementary businesses

(2) Equity income includes CDiscount’s results in the Consolidated figures

(3) Net income after non-controlling interest

(4) Adjusted for Other Operating Revenue (Expenses)

 42 
 

 

CASH FLOW – CONSOLIDATED(*)

 

STATEMENT OF CASH FLOW
(R$ million) Consolidated
06.30.2021 06.30.2020
Net Income (Loss) for the period 156 266
Deferred income tax (140) (184)
Loss (gain) on disposal of fixed and intangible assets 118 (95)
Depreciation and amortization 1,086 1,235
Interests and exchange variation 543 862
Equity Income 13 36
Provision for contingencies 18 38
Share-Based Compensation 23 18
Allowance for doubtful accounts 32 40
Provision for obsolescence/breakage (16) (1)
Appropriable revenue (150) (478)
Loss (gain) on write-off of lease liabilities (112) (114)
Asset (Increase) decreases    
Accounts receivable 128 (143)
Inventories (17) (30)
Taxes recoverable (400) (61)
Other Assets (94) 13
Related parties (34) (26)
Restricted deposits for legal proceeding (60) 62
Liability (Increase) decrease    
Suppliers (3,117) (3,445)
Payroll and charges (157) 141
Taxes and Social contributions payable 356 308
Other Accounts Payable 97 (106)
Contingencies (56) (84)
Deferred revenue 116 463
Taxes and Social contributions paid (237)  
Net cash generated from (used) in operating activities (1,904)  (1,444)
Acquisition of property and equipment (483) (1,120)
Increase Intangible assets (111) (88)
Sales of property and equipment 16 672
Acquisition of property for investment (91) (7)
Net cash flow investment activities (669) (543)
Cash flow from financing activities    
Increase of capital 6 2
Funding and refinancing 3,176 5,390
Payments of loans and financing (2,696) (2,953)
Dividend Payment (666) (280)
Resources obtained from the offering of shares and non-controlling shareholders 11 3
Transactions with minorities (5) -
Lease liability payments (768) (848)
Net cash generated from (used) in financing activities (942) 1,314
Monetary variation over cash and cash equivalents (271) 455
Increase (decrease) in cash and cash equivalents (3,786) (218)
Cash and cash equivalents at the beginning of the year 8,711 7,954
Cash and cash equivalents at the end of the year 4,925 7,736
Change in cash and cash equivalents (3,786) (218)

(*) Considers Assaí in 2020.

 43 
 

BREAKDOWN OF SALES BY BUSINESS – BRAZIL

 

(R$ million) Breakdown of Gross Sales by Business
2Q21 % 2Q20 % Δ 1H21 % 1H20 %
GPA Brazil         6,995 98.8%         8,011 99.4% -12.7% 14,059 98.8% 15,295 189.8%
Extra Hiper         2,809 39.7%         3,701 45.9% -24.1% 5,630 39.6% 6,742 83.7%
Pão de Açúcar         1,884 26.6%         2,189 27.2% -13.9% 3,782 26.6% 4,156 51.6%
Mercado Extra / Compre Bem         1,255 17.7%         1,290 16.0% -2.7% 2,565 18.0% 2,571 31.9%
Proximity (1)            537 7.6%            421 5.2% 27.7% 1,062 7.5% 812 10.1%
Gas Stations and Drugstores            492 6.9%            393 4.9% 25.1% 986 6.9% 984 12.2%
Other Businesses (2)              18 0.3%              17 0.2% 6.0% 34 0.2% 29 0.4%
GPA (3) 7,080 100.0% 8,056 100.0% -12.1% 14,231 176.6% 15,410 191.3%
                   
                   
(R$ million) Breakdown of Net Sales by Business
2Q21 % 2Q20 % Δ 1H21 % 1H20 %
GPA Brazil         6,414 97.1% 7,268 99.4% -11.8% 12,922 176.8% 13,986 191.4%
Extra Hiper         2,531 38.3% 3,298 45.1% -23.3% 5,079 69.5% 6,049 82.8%
Pão de Açúcar         1,705 25.8% 1,972 27.0% -13.6% 3,438 47.0% 3,773 51.6%
Mercado Extra / Compre Bem         1,167 17.7% 1,201 16.4% -2.8% 2,392 32.7% 2,400 32.8%
Proximity (1)            508 7.7% 394 5.4% 29.1% 1,005 13.8% 762 10.4%
Gas Stations and Drugstores            489 7.4% 389 5.3% 25.6% 981 13.4% 977 13.4%
Other Businesses (2)              14 0.2% 14 0.2% -0.8% 27 0.4% 25 0.3%
GPA (3)         6,604 100.0% 7,309 100.0% -9.7%  13,190 180.5% 14,089 192.8%
                             

(1) Includes sales of Mini Extra, Minuto Pão de Açúcar and Aliados

(2) Revenue from leases of commercial centers

(3) GPA figures include the results of James Delivery, Stix Fidelidade and Cheftime

 

BREAKDOWN OF SALES (% of Net Sales) - GPA BRAZIL

 

SALES BREAKDOWN GPA Brazil
(% of Net Sales) 2Q21 2Q20 1S21 1S20
Cash 43.1% 41.9% 44.7% 42.3%
Credit Card 45.4% 49.1% 44.4% 48.7%
Food Voucher 11.6% 9.0% 11.0% 9.1%

 

 

 44 

Companhia Brasileira de Distribuição

 

Notes to the interim financial statements

June 30, 2021

(In millions of Brazilian reais, unless otherwise stated)

 

 

1.Corporate information

Companhia Brasileira de Distribuição ("Company" or “CBD”), directly or through its subsidiaries (“Group” or “GPA”) is engaged in the retail of food, clothing, home appliances, electronics and other products through its chain of hypermarkets, supermarkets and specialized stores, especially under the trade names "Pão de Açúcar, “Minuto Pão de Açúcar”, "Extra Hiper”, “Extra Super”, “Mercado Extra", “Minimercado Extra” and the neighborhood shopping mall brand “Conviva”. The Group’s headquarters are located in the city of São Paulo, State of São Paulo, Brazil.

The Company also operates in other Latin American countries through the subsidiary Almacenes Éxito SA (“Éxito”), a Colombian company operating in this country under the supermarket and hypermarket flags Éxito, Carulla, Super Inter, Surtimax and Surtimayorista, in Argentina under the Libertad banner and in Uruguay having Disco and Devoto. Additionally, Éxito operates shopping centers in Colombia under the Viva brand.

The Company's shares are traded at the Corporate Governance level of the São Paulo Stock Exchange (B3 – Brazil, Bolsa, Balcão) called Novo Mercado, under the ticker “PCAR3”, and on the New York Stock Exchange (ADR level III ), under the code “CBD”.

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

1.1.Partial spin-off of the Company

At the Extraordinary General Meeting of the shareholders of the Company and Sendas Distribuidora S.A. (“Sendas”), held on December 31, 2020, the partial spin-off of the cash & Carry business (Atacarejo) was approved, concentrated in the Sendas subsidiary, and the accounting effects were presented in the annual financial statements for 2020, in note 1.1.

1.2.Impacts of the pandemic on the financial statements Company

The Company has been monitoring the progress of COVID-19 (Coronavirus) and its impacts on its operations. Several actions were taken by the administration, among which we highlight the creation of a crisis committee formed by the senior management, which takes decisions in line with the recommendations with the Ministry of Health, local authorities and professional associations.

The Company has adopted all possible measures to mitigate the risks of virus transmission in stores, distribution centers and offices, such as: frequent cleaning, safety / protection items for employees, flexible working hours, adoption of telework, among other decisions.

Since the beginning of the COVID-19 outbreak, our stores have remained open, in addition to the important evolution of our e-commerce formats. The Company has an important commitment to society to continue taking products to our consumers. We had no problems in supplying the industries that continued to supply our distribution centers and stores.

On January 29, 2021, the CVM issued CVM-SNC / SEP Circular Letter No. 01/2021, instructing publicly-held companies to carefully assess the impacts of COVID-19 on their business and disclose the main risks in the financial statements and uncertainties arising from this analysis, observing the applicable accounting standards and circular letter CVM-SNC / SEP No. 02/2020, published on March 10, 2020.

 
 45

Companhia Brasileira de Distribuição

 

Notes to the interim financial statements

June 30, 2021

(In millions of Brazilian reais, unless otherwise stated)

 
  

Accordingly, the Company carried out a complete analysis of the financial statements for the year ended December 31, 2020 and updated these analyzes to June 30, 2021, in addition analyzes of the Company's operational continuity. The main themes evaluated were:

• On December 31, 2020, the Company prepared strategic planning for the next three years and carried out the impairment test of its assets, according to the methodology and assumptions described in notes 7.2, 8.1, 15.1, 16.1 and 16.2 of the financial statements of December 31, 2020. The Company monitored the plan used to assess impairment on December 31, 2020 and there were no significant deviations that could denote the need for an exhaustive impairment test for the interim financial information for the period ended June 30, 2021;

• We assessed the realization of the balances of accounts receivable from credit card operators, customers, commercial galleries in our stores, real estate rentals and we understand that there is no need, at this moment, to supplement provisions already registered;

• We evaluate qualitative and quantitative aspects of inventories and do not foresee the need for provision for adjustment to realizable value;

• Financial instruments already reflect the market assumptions in their valuation, and there are no additional exposures not considered and / or disclosed in these financial statements. The Company is not exposed to significant financing in US dollars;

In summary, according to the management's estimates and the monitoring of the impacts of the pandemic, there are no other effects that should be recorded in this quarterly accounting information, nor are there any effects on the operational continuity and / or estimates of the Company that would justify changes or registration provisions, in addition to those already disclosed. The Company will continue to monitor and assess the impacts and, if necessary, make the necessary disclosures.

2.Basis of preparation

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

The individual and consolidated financial statements is being presented in millions of Brazilian Reais (“R$”), which is the reporting currency of the Company. The functional currency of associates and subsidiaries located abroad is the local currency of each jurisdiction.

In the preparation of the individual and consolidated accounting information, Management only released relevant information that would assist the users of this information in making decisions, without the existing minimum requirements being no longer met. In addition, Management states that all relevant information is being disclosed and corresponds to that used in the management of the business.

The individual and consolidated interim financial information for the semester ended June 30, 2021 were approved by the Board of Directors on July 28, 2021.

The consolidated interim financial information include the accounting information of all subsidiaries in which the Company exercises control, directly or indirectly. The determination of which subsidiaries are controlled by the Company and the procedures for full consolidation follow the concepts and principles established by CPC 36 (R3)/IFRS 10.

 
 46

Companhia Brasileira de Distribuição

 

Notes to the interim financial statements

June 30, 2021

(In millions of Brazilian reais, unless otherwise stated)

 
  

The individual and consolidated interim financial information relating to the statements of income and comprehensive income for the three and six-month periods ended June 30, 2020, and changes in equity, cash flows and added value for the six-month period ended June 30, 2020, presented for comparison purposes, were adjusted and are being restated as a result of the spin-off of the subsidiary Sendas Distribuidora SA and the conclusion of the process of allocation of the purchase price for the acquisition of Almacenes Éxito S.A.(described in note 13 to the 2020 annual financial statements), in compliance with technical pronouncement CPC 31 / IFRS 5 – Non-Current Assets Held for Sale and Discontinued Operations. The allocation of the purchase price for the acquisition of Éxito resulted in a net negative impact of R$7 on the consolidated net income for the semester ended June 30, 2020, referring to the amortization of the assets allocated in the business combination.

The cash flow statements include continued and discontinued operations in line with technical pronouncement CPC31/IFRS 5.

The interim accounting information of the subsidiaries are prepared on the same closing date of the Company's years, adopting consistent accounting policies. All balances between Group companies, including income and expenses, unrealized gains and losses and dividends resulting from operations between Group companies are eliminated in full.

Gains or losses resulting from changes in equity interest in subsidiaries, which do not result in loss of control, are recorded directly in equity.

The individual interim accounting information, interests are calculated considering the percentage held by GPA or its subsidiaries. In the consolidated financial statements, the Company fully consolidates all of its subsidiaries, maintaining the non-controlling interest highlighted in a specific line in shareholders' equity and income statement.

3.Significant accounting policies

The significant accounting policies adopted by the Company in the preparation of the individual and consolidated interim financial information are consistent with those adopted and disclosed on Note 3 and each corresponding note of the financial statements for the year ended December 31, 2020, approved on February 23, 2021 and therefore should be read in conjunction.

 

4.Adoption of new procedures, amendments to and interpretations of existing standards issued by the IASB and CPC

4.1.New and revised standards and interpretations already issued and not yet in force

The Company did not adopt the following new and revised IFRSs in advance, already issued and not yet in force:

 

 
 47

Companhia Brasileira de Distribuição

 

Notes to the interim financial statements

June 30, 2021

(In millions of Brazilian reais, unless otherwise stated)

 
  

 

Pronouncement   Description  

Applicable to

annual periods

starting in

or after

IFRS 10 – Consolidated Statements and IAS 28 (Amendments)   Sale or Contrinution of Assets between an Investor and its Affiliate or Joint Venture   Without definition
Changes to IAS 1   Classification of Liabilities as Current or Non-Current   01/01/2023
Changes to IFRS 3   Reference to the Conceptual Framework   01/01/2022
Amendments to IAS 16   Property, Plant and Equipment - Resources Before Intended Use   01/01/2022
Amendments to IAS 37   Onerous Contracts - Cost of Compliance with the Contract   01/01/2022
Annual Improvements to the 2018–2020 IFRS Cycle   Amendments to IFRS 1 - Initial Adoption of International Accounting Standards, IFRS 9 - Financial Instruments, IFRS 16 - Leases, and IAS 41 - Agriculture   01/01/2022

 

Management is evaluating potential impacts and, at this moment, the adoption of the standards listed above is not expected to have a relevant impact on the Group's financial statements in future periods.

 
 48

Companhia Brasileira de Distribuição

 

Notes to the interim financial statements

June 30, 2021

(In millions of Brazilian reais, unless otherwise stated)

 
  

 

5.Significant accounting judgments, estimates and assumptions

The preparation of the individual and consolidated interim financial statements of the Company requires Management to make judgments, estimates and assumptions that impact the reported amounts of revenue, expenses, assets and liabilities, and the disclosure of contingent liabilities at the end of the year; however, uncertainty about these assumptions and estimates could result in outcomes that require material adjustments to the carrying amount of the asset or liability impacted in future periods.

The significant assumptions and estimates used in the preparation of the individual and consolidated interim financial information for the semester ended June 30, 2021 were the same as those adopted in the annual financial statements for 2020, disclosed in note 5.

6.Cash and cash equivalents

The detailed information on cash and cash equivalents was presented in the annual financial statements for 2020, in note 6.

      Parent Company   Consolidated
      06.30.2021 12.31.2020   06.30.2021 12.31.2020
               
Cash and banks - Brazil     87  118   96  131
Cash and banks - Abroad (*)   106  110   1,826  3,637
Short-term investments - Brazil (**)   2,849  4,677   2,960    4,784
Short-term investments – Abroad (***)   - -   43 159
      3,042 4,905   4,925 8,711

 

(*) Refers to (i) funds from the Éxito Group, of which R$55 in Argentine pesos, R$313 in Uruguayan pesos and R$1,352 in Colombian pesos (R$100 in Argentine pesos, R$382 in Uruguayan pesos and R$3,028 in Colombian pesos on December 31, 2020); (ii) In addition to Company funds invested in the United States, in US dollars in the amount of R$106 (R$ 127 on December 31, 2020). 

(**) They refer to repo and CDB operations, remunerated by the weighted average of 98.97% (96.93% on December 31, 2020) of the CDI (Interbank Deposit Certificate). 

(***) Refer to funds invested abroad, in the local currency of each country, equivalent to R$1 in Uruguay and R$42 in Colombia (R$12 in Argentina, R$1 in Uruguay and R$146 in Colombia on December 31, 2020).

 

 
 49

Companhia Brasileira de Distribuição

 

Notes to the interim financial statements

June 30, 2021

(In millions of Brazilian reais, unless otherwise stated)

 
  

 

7.Trade receivables

The detailed information on trade receivables was presented in the annual financial statements for 2020, in note 7.

  Parent Company   Consolidated
  06.30.2021 12.31.2020   06.30.2021 12.31.2020
           
Credit card companies 40 73   42 76
Credit card companies - related parties (note 11.2) 27 15   27 15
Sales vouchers and trade receivables 115 63   425 488
Private label credit card 28 56   40 71
Receivables from related parties (note 11.2) 16 14   13 13
Receivables from suppliers 61 70   63 71
Allowance for doubtful accounts (note 7.1) - (1)   (40) (43)
  287 290   570 691
           
Current 266 289   546 686
Noncurrent 21 1   24 5

 

7.1.Allowance for doubtful accounts on trade receivables
  Parent Company   Consolidated
  06.30.2021 06.30.2020   06.30.2021 06.30.2020
           
At the beginning of the period (1) (1)   (43) (32)
Allowance booked for the period - (19)   (27) (40)
Write-offs of receivables 1 15   25 30
Foreign currency translation adjustment - -   5 (6)
At the end of the period - (5)   (40) (48)

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

      Overdue receivables
  Total Not yet due <30 days 30-60 days 61-90 days >90 days
             
06.30.2021 610 520 65 15 8 2
12.31.2020 734 574 80 67 8 5

 

 
 50

Companhia Brasileira de Distribuição

 

Notes to the interim financial statements

June 30, 2021

(In millions of Brazilian reais, unless otherwise stated)

 
  

 

8.Other receivables

The detailed information on cash and cash equivalents was presented in the annual financial statements for 2020, in note 8.

  Parent Company   Consolidated
  06.30.2021 12.31.2020   06.30.2021 12.31.2020
Accounts receivable from insurers 9  14   9  14
Receivable from sale of subsidiaries 78  78   78  78
Lease receivables 66  60   193  247
Accounts receivable - Via Varejo (*) 298  266   298  266
Receivables from sale of real estate properties (**) 214  236   215  236
Sale of projects - -   122 55
Other 85  90   140  151
Allowance for doubtful accounts on other receivables (note 8.1) (16)  (11)   (16)  (11)
  734 733   1,039 1,036
           
Current 77 109   311 365
Noncurrent 657 624   728 671
             

 

(*) As the Company sold the equity interest in Via Varejo, the amount that had been reported as related parties was reclassified to other receivables.. The amount of R$298 includes R$231 corresponding to GPA’s right to receive from Via Varejo the reimbursement of the deduction of ICMS from the calculation basis PIS and COFINS of its former subsidiary Globex, after the unappeasable court decision, related to the period from 2007 to 2010.

(**) Refers, substantially, to a land purchase and sale agreement signed on September 29, 2018 for the amount of R$200, the sale of which was not recognized under IFRS 15 / CPC 47 due to the contractual characteristics of long-term payment and transfer of legal title at a future date to be defined by the buyer. In 2020, the Company transferred the deed (legal title), of all land registrations, at the buyer's request and in accordance with the contract, recognized a gain of R$174 to the result, of which R$139 in the second quarter and R$35 in the third quarter. The transaction resulted in the recognition of an amount receivable of R$200, maturing in September 2023, for which the Company obtained bank guarantee as a guarantee of receipt.

8.1 Allowance for doubtful accounts on other receivables

 

  Parent Company   Consolidated
  06.30.2021 06.30.2020   06.30.2021 06.30.2020
           
At the beginning of the period (11) (13)   (11) (15)
Allowance booked for the period (5) -   (5) -
Write-off of other receivables - 2   - 2
At the end of the period (16) (11)   (16) (13)

 

 
 51

Companhia Brasileira de Distribuição

 

Notes to the interim financial statements

June 30, 2021

(In millions of Brazilian reais, unless otherwise stated)

 
  

 

9.Inventories

The detailed information on inventories was presented in the annual financial statements for 2020, in note 9.

  Parent Company   Consolidated
  06.30.2021 12.31.2020   06.30.2021 12.31.2020
           
           
Stores 2,381 2,395   2,448 2,453
Distribution centers 1,063 1,098   1,104 1,134
Inventories – Èxito Group - -   2,668 2,879
Real Estate Inventory – Èxito Group - -   45 142
Allowance for losses on inventory obsolescence and damages (note nº9.1) (29) (41)   (53) (72)
  3,415 3,452   6,212 6,536
9.1.Allowance for losses on inventory obsolescence and damages
  Parent Company   Consolidated
  06.30.2021 06.30.2020   06.30.2021 06.30.2020
           
At the beginning of the period (41) (31)   (72) (95)
Additions (5) (37)   (5) (34)
Write-offs / reversal 17 33   21 35
Foreign currency translation adjustment - -   3 (4)
At the end of the period (29) (35)   (53) (98)

 

10.Recoverable taxes

The detailed information on recoverable taxes was presented in the annual financial statements for 2020, in note 10.

 

 

Parent Company   Consolidated
  06.30.2021 12.31.2020   06.30.2021 12.31.2020
           
State VAT tax credits - ICMS (note 10.1) 1,194 1,428   1,202 1,435
Social Integration Program/ Contribution for Social Security Financing - PIS/COFINS (note 10.2) 2,055 1,671   2,096 1,710
Social Security Contribution – INSS (Note 10.3) 364 296   367 299
Income tax and social contribution prepayments (*) 15 21   609 462
Other 10 41   15 47
Other recoverable taxes – Éxito Group IVA - -   133 130
Total 3,638 3,457   4,422 4,083
           
Current 964 366   1,738 983
Noncurrent 2,674 3,091   2,684 3,100

(*) Includes Éxito’s amount of R$592 (R$440 on December31, 2020).

 
 52

Companhia Brasileira de Distribuição

 

Notes to the interim financial statements

June 30, 2021

(In millions of Brazilian reais, unless otherwise stated)

 
  

 

10.1.ICMS (State VAT ) expected recoverability

In
Parent Company   Consolidated
Up to one year 457   458
From 1 to 2 years 426   433
From 2 to 3 years 221   221
From 3 to 4 years 39   39
From 4 to 5 years 25   25
More than 5 years 26   26
  1,194   1,202

 

For credits that cannot be offset immediately, the Company’s Management understands that in future realization is probable based on a technical recovering study, which was prepared considering the future expectation of future growth and the offset against debts deriving from its operations. These studies were prepared and annually revised based on information extracted from strategic planning previously approved by the Company’s Board of Directors. For the interim financial information, Management has implemented monitoring controls over the progress of the plan annually established, assessing and including new elements that contribute to the realization of ICMS tax credits. As of June 30, 2021, no changes to the previously elaborated plans were necessary.

10.2.PISand COFINS expected recoverability

The realization of the PIS and Cofins balance is shown below:


In
Parent Company   Consolidated
Up to one year 400   418
From 1 to 2 years 392   415
From 2 to 3 years 348   348
From 3 to 4 years 338   338
From 4 to 5 years 332   332
More than 5 years 245   245
  2,055   2,096

 

In the period ended June 30, 2021, the Company reassessed the tax credit, reversing part of the provisions previously constituted, which resulted in a supplement of R$195 (R$89 in the financial result). See note 20.9

 

10.3.INSS

On August 28, 2020, the Federal Supreme Court (STF), in general repercussion, recognized as constitutional the incidence of social security contributions (INSS) on the additional one third of vacation payment. The Company has been following the development of these issues, and together with its legal advisors, concluded that the elements so far do not impact the recoverability of the respective credits. The amount involved in the parent company and consolidated is equivalent to R$158, on June 30, 2021 (R$158 on December 31, 2020).

 
 53

Companhia Brasileira de Distribuição

 

Notes to the interim financial statements

June 30, 2021

(In millions of Brazilian reais, unless otherwise stated)

 
  

 

11.Related parties
11.1.Management and Advisory Committees compensation

The expenses related to management compensation (officers appointed pursuant to the Bylaws including members of the Board of Directors and the advisory committees) were as follows:

(In thousands of Brazilian reais):

  Base salary   Variable compensation   Stock option plan   Total
  06.30.2021 06.30.2020   06.30.2021 06.30.2020   06.30.2021 06.30.2020   06.30.2021 06.30.2020
Board of directors (*) 20,012  8,728   - -   3,562 2,028   23,574  10,756
Executive officers 14,022  15,542   3,131 5,588   2,033 6,231   19,186 27,361
Fiscal Council 216  72      - -   - -   216  72   
  34,250 24,342   3,131 5,588   5,595 8,259   42,976 38,189

 

(*) Includes the compensation of the Board of Directors’ advisory committees (Human Resources and Compensation, Audit, Finance, Sustainable Development and Corporate Governance.

 
 54

Companhia Brasileira de Distribuição

 

Notes to the interim financial statements

June 30, 2021

(In millions of Brazilian reais, unless otherwise stated)

 
  
11.2.Balances and transactions with related parties

Transactions with related parties refer mainly to transactions between the Company and its subsidiaries and other related entities and were substantially accounted for in accordance with the prices, terms and conditions agreed between the parties.

  Parent company
  Balances   Transactions
  Trade receivables   Other assets   Trade payables   Other liabilities   Revenues (expenses)
  2021 2020   2021 2020   2021 2020   2021 2020   2021 2020
                             
Controlling shareholders:                            
Casino (i) - -   - -   - -   - -   (22) (43)
Euris (i) - -   - -   - -   1 -   (1) (2)
Subsidiaries:                            
Éxito (ii) - -   - -   - -   - -   7 6
Novasoc Comercial - -   49 68   - -   1 1   1 1
SCB Distribuição e Comércio 3 2   15 16   - 1   - -   15 -
Stix Fidelidade - -   10 5   14 11   - -   (61) (28)
 Cheftime - -   38 27   - -   1 1   - -
 James Intermediação - -   41 80   2 4   10 10   (13) 52
GPA M&P - -   - -   - -   13 13   (1) -
GPA Logistica - -   108 101   1 2   74 70   1 -
Others - -   1 -   - -   - -   - -
Associates:                            
FIC (iii) 27 15   33 30   9 12   - -   28 30
Other related parties:                            
Greenyellow do Brazil Energia e Serviços Ltda (“Greenyellow”) (iv) - -   - -   - -   144 117   (47) (21)
Sendas Distribuidora (viii) - -   112 41   9 -   164 168   88 35
Casino Group (vii) 13 12   2 -   - -   - -   (4) (5)
Others - -   1 1   - -   - -   - -
Total 43 29   410 369   35 30   408 380   (9) 25

 

 
 55

Companhia Brasileira de Distribuição

 

Notes to the interim financial statements

June 30, 2021

(In millions of Brazilian reais, unless otherwise stated)

 
  

 

 

  Consolidated
  Trade receivables   Other assets   Trade payables   Other liabilities   Revenues (expenses)
  2021 2020   2021 2020   2021 2020   2021 2020   2021 2020
                             
Controlling shareholders                            
Casino (i) - -   - -   - -   - -   (22) (43)
Euris (i) - -   - -   - -   1 -   (2) (3)
Associates                            
FIC (iii) 27 15   33 31   9 12   - -   28 31
Puntos Colombia (v) - -   30 37   - -   46 54   (52) (54)
Tuya (vi) - -   20 31   - -   - 1   51 11
Other related parties                            
Greenyellow (iv) - -   - -   - -   150 119   (70) (36)
Sendas Distribuidora (viii) - -   112 42   9 -   164 169   88 -
Casino Group (vii) 13 13   17 12   - -   21 19   (16) (15)
Others - -   1 1   - -   - -   - -
Total 40 28   213 154   18 12   382 362   5 (109)
 
 56

Companhia Brasileira de Distribuição

 

Notes to the interim financial statements

June 30, 2021

(In millions of Brazilian reais, unless otherwise stated)

 
  

Related party transactions arise mainly from operations that the Company and its subsidiaries maintain among themselves and with other related entities, and were accounted for substantially in accordance with the prices, terms and conditions agreed between the parties.

The Company's main trasactions with related parties are:

(i)Casino: Cost Sharing Agreement: Agreement signed between the Company, Sendas, Helicco Participações Ltda., Foncière Euris and Casino in August, 10 2014 to set the reimbursement rules for the Company of incurred expenses for the Casino Group companies related to activities involving transfer of “know-how” to the Company to support its development.

Insurance: Service agreements entered into between the Company and Casino for intermediation and negotiation of renewals of certain insurance policies.

Agency Agreement: Signed between the Company, Sendas and Groupe Casino Limited on July, 25 2016 to set the rules for the services provided of global sourcing (prospecting global suppliers and intermediating the purchases) for Casino and reimbursement for Groupe Casino Limited the Company to restore reduced profit margins as a result of promotions realized by Company in its stores.

Cost Reimbursement Agreement: Signed between the Company and Casino on July, 25 2016 to set the reimbursement rules of French employees expenses of the Company related to the French social contributions paid by Casino in France.

Agency Agreement: Entered into between the Company, Sendas and Casino International S.A. on December 20, 2004, as edited, to represent the Company in the commercial negotiation of products to be acquired from international suppliers.

Purchase Agreement: signed between the Company, Sendas and E.M.C. Distribution Limited on June 6, 2019 for the import of non-food and food products (except perishables and wines) for resale in its stores, upon request for purchase orders, on a non-exclusive basis.

(ii)Éxito and subsidiaries: Agreement on Establishment of Business Relations: Signed between the Company, Sendas, Éxito and its subsidiaries on July, 27 2016 to set the rules of prospection of suppliers in each home country in order to establish new commercial relationships.

License agreements for the use of trademarks and copyrights involved in the production, advertising, promotion, marketing and distribution of textile products and accessories for the feminine public (Bronzini and Arkitect brands) by Distribuidora de Textiles y Confecciones SA (Didetexto ), controlled by Exito.

Cost Reimbursement Agreement: signed between the Company, Sendas and Éxito on October 22, 2019 for the reimbursement by one party to another of the costs incurred for the transfer of employees.

 
 57

Companhia Brasileira de Distribuição

 

Notes to the interim financial statements

June 30, 2021

(In millions of Brazilian reais, unless otherwise stated)

 
  
(iii)FIC: Commercial contracts to set the rules for promotion and sale of financing services provided by FIC in the Company stores for implementation the financing partnership between the Company and Itaú Unibanco S.A. established in association agreement between the Company and Itaú, among them: (i) bank correspondent; (ii) indemnification agreement that FIC is committed to keep the Company free of losses in performing FIC’s services; and FIC and Company are committed, with each other, to compensate for contingences related your responsibilities; and (iii) agreement to providing for the Company to the FIC, and vice versa, of information and access to the systems for offering services.
(iv)Greenyellow: execution of (a) contracts with the Company to regulate the terms of the installation of equipment and the provision of services by Greenyellow of energy efficiency solutions in the establishments of the Company's multivarejo business unit for energy reduction. (b) contracts with the Company and Sendas for the purchase of energy sold on the free market.
(v)Puntos Colombia: Éxito's customer loyalty program. Balance related to point redemption and other services.
(vi)Tuya: Financial institution invested by Éxito. Balance related to participation in business collaboration agreements and expense reimbursement, discount vouchers and others.
(vii)Casino Group: Balances receivable for expatriate expenses with Casino International, Distribution Casino and Casino Services. Provision of services in the importation of goods by other companies of the Casino group.
(viii)Sendas Distribuidora: On December 31, 2020 Sendas is not a subsidiary of the Company. The Company is responsible for the legal proceedings of Sendas Distribuidora prior to the Assai activity. The Company signed with Sendas Distribuidora a separation agreement, which main terms are related to the operational steps for the separation of the remaining activities done in conjunction. Additionally, this separation agreement stablishes the indemnization rights and responsibilities, over which the Company is responsible for expenses related to losses given cause by the retail activities prior to the contribution of Assai’s operations, as well as having the right to any related gains.

 
 58

Companhia Brasileira de Distribuição

 

Notes to the interim financial statements

June 30, 2021

(In millions of Brazilian reais, unless otherwise stated)

 
  
12.Investments in subsidiaries and associates
12.1.Consolidation basis

 

The detailed information on consolidation have not changed significantly and was presented in the semester ended June 30, 2021.

The details of the Company's subsidiaries at the end of each period are shown below:

       Participation in investments - %
      06.30.2021   12.31.2020
Group  Societies Country  Company    Indirect participation    Company    Indirect participation
  Controladas                
CBD  Novasoc Comercial Ltda. (“Novasoc”) Brasil 100,00   -   100,00   -
 Sendas Distribuidora S.A. (“Sendas”) Vide nota nº1.1 Brasil -   -   100,00   -
 CBD Holland B.V. (“CBD Holland”) Brasil 100,00   -   100,00   -
 GPA 2 Empreend. e Participações Ltda. (“GPA 2”) Brasil 100,00   -   100,00   -
 GPA Logística e Transporte Ltda. (“GPA Logística”) Brasil 100,00   -   100,00   -
 SCB Distribuição e Comércio Varejista de Alimentos Ltda. ("Compre Bem'') Brasil 100,00   -   100,00   -
 Stix Fidelidade e Inteligência S.A. ("Stix") Brasil 66,67   -   66,67   -
 James Intermediação S.A. ("James Delivery") Brasil 100,00   -   100,00   -
  Cheftime Comércio de Refeições S/A ("Cheftime") Brasil 79,57   -   79,57   -
  GPA Malls & Properties Gestão de Ativos e Serviços Imobiliários Ltda. (“GPA M&P”) Brasil 100,00       100,00   -
  BCafeterias e Lanchonetes Ltda. ("BCafeterias")(*) Brasil -   -   1,10   98,90
  Fronteira Serviços Imobiliários Ltda.("Fronteira") Brasil 0,10   99,90   0,10   99,90
  Place2B Serviços Imobiliários Ltda.("Place2B") Brasil -   100,00   -   99,90
   Companhia Brasileira de Distribuição Luxembourg Holding S.à.r.l. ("CBDLuxco”) Luxemburgo 100,00   -   100,00   -
 Companhia Brasileira de Distribuição Netherlands Holding B.V. (“CBDDutchco”) Holanda -   100.00   -   100,00
Éxito Almacenes Éxito S.A. ("Éxito") Colômbia 91,57   5,00   96,57   -
  Éxito Industrias S.A.S. Colômbia -   94,59   -   94,59
  Fideicomiso Lote Girardot Colômbia -   96,57   -   96,57
  Éxito Viajes y Turismo S.A.S. Colômbia -   49,25   -   49,25
  Almacenes Éxito Inversiones S.A.S. (Móvil Éxito) Colômbia -   96,57   -   96,57
  Transacciones Energéticas S.A.S (antes Gemex O & W S.A.S.) Colômbia -   96,57   -   96,57
  Marketplace Internacional Éxito y Servicios S.A.S. (MPI) Colômbia -   96,57   -   96,57
  Logística, Transporte y Servicios Asociados S.A.S. (LTSA) Colômbia -   96,57   -   96,57
  Depósitos y Soluciones Logísticas S.A.S. Colômbia -   96,57   -   96,57
  Patrimonio Autónomo Iwana Colômbia -   49,25   -   49,25
  Patrimonio Autónomo Viva Malls Colômbia -   49,25   -   49,25
  Patrimonio Autónomo Viva Sincelejo Colômbia -   25,12   -   25,12
  Patrimonio Autónomo Viva Villavicencio Colômbia -   25,12   -   25,12
  Patrimonio Autónomo San Pedro Etapa I Colômbia -   25,12   -   25,12
  Patrimonio Autónomo Centro Comercial Colômbia -   25,12   -   25,12
  Patrimonio Autónomo Viva Laureles Colômbia -   39,40   -   39,40
  Patrimonio Autónomo Viva Palmas Colômbia -   25,12   -   25,12
                       
 
 59

Companhia Brasileira de Distribuição

 

Notes to the interim financial statements

June 30, 2021

(In millions of Brazilian reais, unless otherwise stated)

 
  

 

      Participation in investments - %
      06.30.2021   12.31.2020
Group Societies Country Company   Indirect participation   Company   Indirect participation
  Patrimonio Autónomo Centro Comercial Viva Barranquilla  Colômbia -   44,33   -   44,33
  Spice investment Mercosur  Uruguai -   96,57   -   96,57
  Larenco S.A. Uruguai -   96,57   -   96,57
  Geant Inversiones S.A. Uruguai -   96,57   -   96,57
  Lanin S.A. Uruguai -   96,57   -   96,57
  5 Hermanos Ltda. Uruguai -   96,57   -   96,57
  Sumelar S.A. Uruguai -   96,57   -   96,57
  Supermercados Disco del Uruguay S.A. (**) Uruguai -   60,35   -   60,35
  Maostar S.A. Uruguai -   30,18   -   30,18
  Ameluz S.A. Uruguai -   60,35   -   60,35
  Fandale S.A. Uruguai -   60,35   -   60,35
  Odaler S.A. Uruguai -   60,35   -   60,35
  La Cabaña S.R.L. Uruguai -   60,35   -   60,35
  Ludi S.A. Uruguai -   60,35   -   60,35
  Semin S.A. Uruguai -   60,35   -   60,35
  Randicor S.A. Uruguai -   60,35   -   60,35
  Setara S.A. Uruguai -   60,35   -   60,35
  Hiper Ahorro S.R.L. Uruguai -   60,35   -   60,35
  Ciudad del Ferrol S.C. Uruguai -   59,14   -   59,14
  Mablicor S.A. Uruguai -   30,78   -   30,78
  Tipsel S.A. Uruguai -   96,57   -   96,57
  Tedocan S.A. Uruguai -   96,57   -   96,57
  Vía Artika S. A. Uruguai -   96,57   -   96,57
  Grupo Disco del Uruguay S.A. Uruguai -   60,35   -   60,35
  Devoto Hermanos S.A. Uruguai -   96,57   -   96,57
  Mercados Devoto S.A. Uruguai -   96,57   -   96,57
  Libertad S.A.  Argentina -   96,57   -   96,57
  Onper Investment 2015 S.L  Espanha -   96,57   -   96,57
  Spice España de Valores Americanos S.L.  Espanha -   96,57   -   96,57
  Marketplace Internacional Éxito S.L  Espanha -   96,57   -   96,57
  Gelase S. A.  Bélgica -   96,57   -   96,57

(*) In May 2021 the company BCafeterias was liquidated.

 

(**) Supermercados Disco del Uruguay S.A. is controlled through a Shareholders' Agreement signed in April 2015, giving Éxito the necessary 75% of votes. Since July 1, 2021, this agreement has been fully complied with. So far there have been no changes in control and management, activities are proceeding normally and Company is evaluating the next steps with shareholders and the related effects.

 

The details of the Company's associates at the end of each period are shown below:

 
 60

Companhia Brasileira de Distribuição

 

Notes to the interim financial statements

June 30, 2021

(In millions of Brazilian reais, unless otherwise stated)

 
  

 

      Equity interests - %
      06.30.2021   12.31.2020
Group Companies Country Company   Indirect interest    Company   Indirect interest
                   
Cnova N.V. Cnova N.V. (“Cnova Holanda”) Netherlands -   33.98   -   33.98
Cdiscount Afrique SAS (“Cdiscount Afrique”) France -   33.98   -    33.98
Cdiscount International BV the Netherlands  (“Cdiscount Internacional”) Netherlands -   33.98   -    33.98
Cnova France SAS (“Cnova France”)   France -   33.98   -    33.98
Cdiscount S.A. (“Cdiscount”)   France -   33.87   -   33.87
Cdiscount Côte d'Ivoire SAS Ivory Coast (“Cdiscount Côte”) Ivory Coast -   33.98   -    33.98
Cdiscount Sénégal SAS (“Cdiscount Sénégal”) Senegal -   33.98   -    33.98
Cdiscount Cameroun SAS (“Cdiscount Cameroun”) Cameroon -   33.98   -    33.98
CLatam AS Uruguay (“CLatam”) Uruguay -   23.79   -    23.79
Cdiscount Panama S.A. (“Cdiscount Panama”) Panama -   23.79   -    23.79
Cdiscount Uruguay S.A. (“Cdiscount Uruguay”) Uruguay -   23.79   -    23.79
Ecdiscoc Comercializadora S.A.(Cdiscount Ecuador) (“Ecdiscoc Comercializadora”) Ecuador -   23.78   -    23.78
Cnova Pay France -   33.98   -    33.98
BeezUP SAS ("BezzUp") France -   33.98   -    33.98
CARYA France -   33.87   -    33.87
HALTAE France -   33.87   -    33.87
C-Logistics France -   28.56   -    28.56
NEOSYS France -   17.33   -    17.33
Neotech Solutions Morocco -   17.33   -    17.33
NEOSYS Tunisie Tunisia -   17.33   -    17.33
C Chez Vous France -   28.56   -    28.56
Phoenix France -   16.99   -    16.99
  C-Shield France -   33.87   -   33.87
  C-Payment France -   33.87   -   33.87
  MAAS France -   33.87   -   33.87
FIC Financeira Itaú CBD S.A. Crédito, Financiamento e Investimento (“FIC”) Brazil -   17.88   -    17.88
  FIC Promotora de Vendas Ltda. (“FIC Promotora”) Brazil -   17.88   -   17.88
  Bellamar Empreend. e Participações Ltda.(“Bellamar”) Brazil 50.00   -   50.00    -
Éxito Puntos Colombia S.A.S ("Puntos") Colombia -   48.29   -   48,29
  Compañia de Financiamento Tuya S.A. ("Tuya") Colombia -   48.29   -   48,29
  Cnova N.V (“Cnova Holanda”) Netherlands -   0.18   -   0,18

 

 
 61

Companhia Brasileira de Distribuição

 

Notes to the interim financial statements

June 30, 2021

(In millions of Brazilian reais, unless otherwise stated)

 
  
12.2.Breakdown of investments and rollforward:
  Parent Company
  Exito Bellamar CompreBem Others Total (**)
 
           
Balances at 12.31.2020 10,479 768 314 (592) 10,969
Share of profit (loss) of subsidiaries and associates 117 29 (3) (100) 43
Dividends and interest on own capital (246) - - - (246)
Capital increase - - - 84 84
Capital increase with property and equipment - - - 13 13
Transfer of interest (*) (521) - - 521 -
Spin-off Gas stations - - - 5 5
Other movements (3) - - - (3)
Share of other comprehensive income (1,075) - - (17) (1,092)
Balances at 06.30.2021 8,751 797 311 (86) 9,773

 

(*) Transfer of 5% interest of the subsidiary Éxito to the subsidiary GPA 2.

(**) Includes losses in the investment on Cnova N.V. of R$591, R$ 4 on Cheftime, R$2 on Stix and R$2 on GPA Logistica on June 30, 2021 (R$591 on investment in Cnova N.V., R$20 on James and R$9 on Stix on December 31, 2020).

 

  Parent Company
  Sendas Bellamar CompreBem Outros Total
 
           
Balances at 12.31.2019  7,095  299  277  (306)  7,365
Share of profit (loss) of subsidiaries and associates 276 51 (15) (100) 212
Dividends and interest on own capital - (11) - - (11)
Stock options 3 - - - 3
Capital increase - - 54 - 54
  Capital increase with property and equipment 57 - - 7 64
Other movements (8) - - - (8)
Share of other comprehensive income 1,665 - - (137) 1,528
Balances at 03.31.2020-Restated 9,088 339 316 (536) 9,207
           

 

 

   Consolidated
   06.30.2021  06.30.2020
    Restated
At beginning of period 659 223
Share of profit of associates – Continuing operations (13) (36)
Share of other comprehensive income (15) (78)
Capital increase 22 19
Dividends and interest on own capital – continuing operations - (15)
Balances at the end of the period 653 113

 

 
 62

Companhia Brasileira de Distribuição

 

Notes to the interim financial statements

June 30, 2021

(In millions of Brazilian reais, unless otherwise stated)

 
  

 

13.Investment properties

The detailed information on property and equipment have not changed significantly and was presented in the annual financial statements for 2020, in note 14.

Consolidated

  Balance at 12.31.2020 Additi-ons Depreciation

Write-

offs

Foreign Currency

Translation adjustment

Transfers (*) Balance at 06.30.2021
               
Land 762 - - - (86) 19 695
Buildings 2,859 90 (32) (1) (306) (72) 2,538
Construction in progress 18 1 - - (2) - 17
Total 3,639 91 (32) (1) (394) (53) 3,250

 

(*) Transfers to fixed assets

 

Consolidated

  Balance at 12.31.2019 Additi-ons Depreciation

Foreign Currency

Translation adjustment

Transfers Balance at 06.30.2020
            Restated
Land 656 - - 129 - 785
Buildings 2,385 2 (30) 476 (18) 2,815
Construction in progress 10 5 - 2 (2) 15
Total 3,051 7 (30) 607 (20) 3,615

 

  Consolidated
  Balance at 06.30.2021   Balance at 12.31.2020
  Cost   Accumulated depreciation   Net   Cost   Accumulated depreciation   Net
                       
Land 695   -   695    762    -       762
Buildings 2,641   (103)   2,538    2,921    (62)    2,859
Construction in progress 17   -   17   18   -   18
Total 3,353   (103)   3,250   3,701   (62)   3,639

 

 

 
 63

Companhia Brasileira de Distribuição

 

Notes to the interim financial statements

June 30, 2021

(In millions of Brazilian reais, unless otherwise stated)

 
  

 

14.Property and equipment

The detailed information on intangible assets was presented in the annual financial statements for 2020, in note 15.

  Parent Company
  Balance at 12.31.2020 Additi-ons Remeasu-rement Depre-ciation Write-offs

Transfers

(*)

Spin-off Balance at 06.30.2021
                 
                 
Land  586 - - - (1) (40) - 545
Buildings  743 2 - (16) 15 (37) - 707
Leasehold improvements  1,867 31 - (109) (64) 33 - 1,758
Machinery and equipment  925 44 - (83) 38 41 - 965
Facilities  203 (2) - (17) (8) 5 - 181
Furniture and fixtures  359 17 - (31) - 7 - 352
Construction in progress  108 204 - - - (204) (11) 97
Others  28 4 - (5) - 5 - 32
Total  4,819 300 - (261) (20) (190) (11) 4,637
                 
Lease – right of use:                
Buildings (**)  4,282 18 194 (244) (79) - - 4,171
   4,282 18 194 (244) (79) - - 4,171
Total  9,101 318 194 (505) (99) (190) (11) 8,808
                 

 

(*) Of this amount, the main effects are R$125 transfers to held for sale, R$55 to intangibles and R$13 to increase capital with fixed assets (see note 12).

(**) See note 20.10.

  Parent Company
  Balance at 12.31.2019 Additions

Remeasu-

rement

Depre-

ciation

Write-offs Transfers (*) Balance at 06.30.2020
               
               
Land 904 -     -     -     4  (188)  720
Buildings 1,026  1  -     (17)  (10)  (131)  869
Leasehold improvements 2,091  46  -     (113)  (7)  (41)  1,976
Machinery and equipment 975  38  -     (85)  (20)  51  959
Facilities 249  1  -     (18)  (1)  (8)  223
Furniture and fixtures 377  19  -     (31)  -  5  370
Construction in progress 119  196  -     -     -     (232)  83
Others 33  8  -     (6)  -     (4)  31
Total 5,774  309  -     (270)  (34)  (548)  5,231
               
Lease – right of use:              
Buildings  3,578  100  219  (208)  (66)  (5)     3,618
   3,578  100  219  (208)  (66)  (5)     3,618
Total  9,352 409  219  (478)  (100)  (553)  8,849

 

(*) Of this amount, R$404 are transfers to held for sale, R$85 to intangibles and R$64 to capital increase with fixed assets.

 
 64

Companhia Brasileira de Distribuição

 

Notes to the interim financial statements

June 30, 2021

(In millions of Brazilian reais, unless otherwise stated)

 
  

 

  Parent Company
  Balance at 06.30.2021   Balance at 12.31.2020
  Cost   Accumulated depreciation   Net   Cost   Accumulated depreciation   Net
                     
                       
                       
Land 545   -   545    586    -       586
Buildings 1,256   (549)   707    1,294    (551)    743
Leasehold improvements 3,699   (1,941)   1,758    3,774    (1,907)    1,867
Machinery and equipment 2,674   (1,709)   965    2,555    (1,630)    925
Facilities 530   (349)   181    544    (341)    203
Furniture and fixtures 1,055   (703)   352    1,031    (672)    359
Construction in progress 97   -   97   108       -      108
Others 157   (125)   32   149    (121)    28
Total 10,013   (5,376)   4,637   10,041   (5,222)   4,819
                       
Lease – right of use:                      
Buildings 7,521   (3,350)   4,171    7,419    (3,137)    4,282
Equipment 37   (37)   -    37    (37)    -   
  7,558   (3,387)   4,171   7,456   (3,174)   4,282
Total 17,571   (8,763)   8,808   17,497   (8,396)   9,101

 

 

  Consolidated
  Balance at 12.31.2020 Additions

Remea-

surement

Depre-

ciation

Write-offs

Incorpo-

ration

Transfers (*)

 

Conversion

Currency

Adjustment

Balance at 06.30.2021
                   
                   
 Land 3,540 3 - - (1) 1 (58) (306) 3,179
 Buildings  4,414 36 - (77) 13 - (4) (394) 3,988
Leasehold improvements  2,412 32 - (139) (70) 4 86 (42) 2,283
 Machinery and equipment  1,769 209 - (173) 31 1 41 (100) 1,778
 Facilities  283 - - (23) (8) - 9 (4) 257
 Furniture and fixtures  706 18 - (75) (4) - 14 (33) 626
 Construction in progress  213 308 - - - (9) (279) (13) 220
 Other  34 5 - (7) - - 5 (1) 36
 Total 13,371 611 - (494) (39) (3) (186) (893) 12,367
                   
 Lease – right of use:                  
 Buildings 6,465 53 298 (422) (100) - - (251) 6,043
 Equipment 49 - - (7) (1) - - (5) 36
 Land 3 1 - - - - - - 4
  6,517 54 298 (429) (101) - - (256) 6,083
 Total 19,888 665 298 (923) (140) (3) (186) (1,149) 18,450
                   

 

(*) Of this amount, the main effects are R$125 to held for sale, R$67 to intangibles and (R$53) to investment properties.

 

 
 65

Companhia Brasileira de Distribuição

 

Notes to the interim financial statements

June 30, 2021

(In millions of Brazilian reais, unless otherwise stated)

 
  

 

 

  Balance at 12.31.2019 Additions

Remea-

surement

Depreci-

ation

Write-offs

Trans-

fers(*)

Foreign

Currency

translation adjustment

Balance at 06.30.2020
                Restated
                 
 Land  3,692  38  -     -     (195)  (186)  468 3,817
 Buildings  4,869  37  -      (75)  (386)  (53) 592  4,984
 Leasehold improvements  4,441  376  -     (209)  239  (60)  70  4,857
 Machinery and equipment  2,281  124  -     (214)  (22)  56  129  2,354
 Facilities  580  17  -     (34)  (25)  (5)  13  546
 Furniture and fixtures  1,007  49  -     (94)  (2)  28  57  1,045
 Construction in progress  275  329  -     -     (5)  (344)  23  278
 Other  74  11  -     (14)  -  3 1     75
 Total 17,219 981 - (640) (396) (561) 1,353 17,956
                 
 Lease – right of use:                
 Buildings 7,023 587 799 (443) (213) - 363 8,116
 Equipment 45 11 (7) (7) - - 7 49
 Land 3 - - - - - 1 4
  7,071 598 792 (450) (213) - 371 8,169
 Total 24,290 1,579 792 (1,090) (609) (561) 1,724 26,125

 

(*) Of this amount, R$487 are transfers to held for sale and R$88 to intangibles.

 

  Consolidated
  Balance at 06.30.2021   Balance at 12.31.2020
  Cost   Accumulated depreciation   Net   Cost   Accumulated depreciation   Net
               
                       
Land 3,179   -   3,179   3,540   -   3,540
Buildings 4,832   (844)   3,988   5,219   (805)   4,414
Leasehold improvements 4,667   (2,384)   2,283   4,778   (2,366)   2,412
Machinery and equipment 4,482   (2,704)   1,778   4,438   (2,669)   1,769
Facilities 705   (448)   257   725   (442)   283
Furniture and fixtures 1,892   (1,266)   626   1,966   (1,260)   706
Construction in progress 220   -   220   213   -   213
Other 188   (152)   36   181   (147)   34
  20,165   (7,798)   12,367   21,060   (7,689)   13,371
                       
Lease – right of use:                      
Equipment 9,969   (3,926)   6,043   10,069   (3,604)   6,465
Equipment 94   (58)   36   105   (56)   49
Land 7   (3)   4   7   (4)   3
  10,070   (3,987)   6,083   10,181   (3,664)   6,517
Total 30,235   (11,785)   18,450   31,241   (11,353)   19,888

 

 
 66

Companhia Brasileira de Distribuição

 

Notes to the interim financial statements

June 30, 2021

(In millions of Brazilian reais, unless otherwise stated)

 
  

 

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

  Parent Company   Consolidated
  06.30.2021 06.30.2020   06.30.2021 06.30.2020
           
Additions 318 409   665  1,579
Lease (17) (100)   (54)  (598)
Capitalized borrowing costs (3) (1)   (3)  (5)
Property and equipment financing - Additions (239) (304)   (510)  (845)
Property and equipment financing - Payments 238 394   385  989
Total 297 398   483 1,120

  

14.2.    Other information

At June 30, 2021, the Company and its subsidiaries recorded in the cost of sales the amount of R$63 in the parent company (R$62 at June 30, 2020) and R$122 in consolidated (R$116 at June 30, 2020) related to the depreciation of trucks, machinery, buildings and facilities related to the distribution centers.

15.Intangible assets

The detailed information on Intangible assets was presented in the annual financial statements for 2020, in note 16.

 

  Parent Company
  Balance at 12.31.2020 Additi-ons Amortization Transfers Balance at 06.30.2021
           
           
Goodwill  502 - - - 502
Commercial rights  47 - 2 - 49
Software and implementation  888 66 (86) 55 923
  1,437 66 (84) 55 1,474
Lease-right of use:          
Commercial rights (*) 567 - (25) - 542
Software 36 - (6) - 30
  603 - (31) - 572
Total 2,040 66 (115) 55 2,046
           

 

 
 67

Companhia Brasileira de Distribuição

 

Notes to the interim financial statements

June 30, 2021

(In millions of Brazilian reais, unless otherwise stated)

 
  

 

 

  Consolidated
  Balance at 12.31.2020

Addi-

tions

Amorti-

zation

Foreign currency

translation

adjustment

Transfer Balance at 06.30.2021
             
             
Goodwill 750 - - (26) - 724
Tradename 3,734 - - (442) - 3,292
Commercial rights (note 16.2) 47 - 2 - - 49
Software 1,030 111 (102) (16) 67 1,090
  5,561 111 (100) (484) 67 5,155
Lease-right of use:            
Commercial rights (*) 567 - (25) - - 542
Software 36 - (6) - - 30
  603 - (31) - - 572
Total 6,164 111 (131) (484) 67 5,727

 

(*) Related to leases and operations agreements of some stores. The Company has the contractual right to operate these stores for 30 years.

 

15.1.    Test for recovery of intangibles of indefinite useful life, including goodwill

Goodwill and intangible assets were tested for impairment as of December 31, 2020 according to the method described in note 15 property and equipment, in the financial statements for the year ended December 31, 2020.

The Company monitored the plan used to assess impairment on December 31, 2020 and there were no significant deviations that could indicate indications of loss or the need for a new assessment on June 30, 2021. See considerations regarding the effects of the COVID-19 pandemic in note nº 1.2.

 

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

  Parent Company   Consolidated
  06.30.2021 06.30.2020   06.30.2021 06.30.2020
           
Additions 66 44   111 86
Intangible assets financing - Payments - -   - 2
Total 66 44   111 88

 

 
 68

Companhia Brasileira de Distribuição

 

Notes to the interim financial statements

June 30, 2021

(In millions of Brazilian reais, unless otherwise stated)

 
  

 

16.Borrowings and financing

The detailed information on borrowings and financing was presented in the annual financial statements for 2020, in note 18.

16.1.    Debt breakdown

      Parent Company   Consolidated
  Weighted average rate   06.30.2021   12.31.2020   06.30.2021   12.31.2020
                   
Debentures and promissory note                  
Debentures (note 16.4)

 

CDI + 1.86% per year

  4,964   4,598   4,964   4,598
      4,964   4,598   4,964   4,598
                   
Borrowings and financing                  
Local currency                  
Working capital CDI+2.07% per year   2,698   2,689   2,698   2,689
Working capital TR + 9.80 % per year   12   13   12   13
Swap contracts (note 17.4) CDI-0.04% per year   (2)    (2)   (2)   (2)
Unamortized borrowing costs     (11)    (13)   (11)   (13)
      2,697   2,687   2,697   2,687
Foreign currency  (note 16.5)                  
Working capital USD + 2.27% per year   261   271   261   271
Working capital – Colombian pesos IBR 1M + 1.45%   -   -   268   -
Working capital – Colombian pesos IBR 3M + 1.7%   -   -   1,334   1,534
Working capital – Argentine pesos Pré: 30.57%   -   -   21   26
Credit letter – pesos uruguayos     -   -   11   12
Swap contracts (note 17.4) CDI + 2.00% per year   22   12   22   12
Swap contracts (note 17.4) IBR 3M + 1.7%   -   -   -   1
Unamortized borrowing costs     -   -   -   (1)
      283   283   1,917   1,855
Total     7,944   7,568   9,578   9,140
                   
Noncurrent assets     12    11   12   11
Current liabilities     2,044    1,257   2,613   2,309
Noncurrent liabilities     5,912    6,322   6,977   6,842

 

 
 69

Companhia Brasileira de Distribuição

 

Notes to the interim financial statements

June 30, 2021

(In millions of Brazilian reais, unless otherwise stated)

 
  

 

16.2.    Changes in borrowings

  Parent Company   Consolidated
At December 31, 2020 7,568   9,140
Additions 1,895   3,176
Accrued interest 125   167
Accrued swap 12   12
Mark-to-market -   13
Monetary and exchange rate changes (9)   (9)
Borrowing cost 6   6
Interest paid (114)   (158)
Payments (1,537)   (2,528)
Swap paid (2)   (16)
Foreign currency translation adjustment -   (225)
     At June 30, 2021 7,944   9,578
       
  Parent Company   Consolidated
At December 31, 2019 5,325   14,108
Additions 2,731   5,390
Accrued interest 149   412
Accrued swap (305)   (377)
Mark-to-market (5)   (4)
Monetary and exchange rate changes 306   376
Borrowing cost 5   26
Interest paid (85)   (362)
Payments (1,081)   (2,620)
Swap paid 1   8
Foreign currency translation adjustment -   235
At June 30, 2020 7,041   17,192

 

16.3.    Maturity schedule of noncurrent borrowings and financing including derivatives recognized in non-current assets and liabilities

Year Parent Company   Consolidated
       
From 1 to 2 years 2,438   2,630
From 2 to 3 years 1,471   1,906
From 3 to 4 years 659   879
From 4 to 5 years 659   765
After 5 years 685   797
Subtotal 5,912   6,977
       
Unamortized borrowing costs (12)   (12)
Total 5,900   6,965
 
 70

Companhia Brasileira de Distribuição

 

Notes to the interim financial statements

June 30, 2021

(In millions of Brazilian reais, unless otherwise stated)

 
  

16.4.    Debentures, Promissory Note and Certificate of Agribusiness Receivables

        Date     Parent Company Consolidated
  Type Issue Amount

Outstan-ding debentu-res

(units)

Issue Maturity Financial charges Unit price (in reais) 06.30.2021 12.31.2020 06.30.2021 12.31.2020
                       
15th Issue of Debentures – CBD No preference 800 800,000 01/17/18 01/15/21   - -  451 -  451
16th Issue of Debentures – CBD (1st serie) No preference 700 700,000 09/11/18 09/10/21 CDI + 2.50% per year  23 15  711 15  711
16th Issue of Debentures – CBD (2nd serie) No preference 500 500,000 09/11/18 09/12/22 CDI + 2.53% per year  1,032 516  521 516  521
17th Issue of Debentures - CDB No preference 2,000 2,000,000 01/06/20 01/06/23 CDI + 1.45% per year 1,019 2,039 2,033 2,039 2,033
4th Issue of Promissory Notes – CBD No preference 800 800 01/10/19 01/09/22 CDI + 2.52% per year  1,116,309 893  891 893  891
18th Issue of Debentures – CDB (1st serie) No preference 980 980,000 05/14/21 05/10/26 CDI + 1.70% per year 1,007 987 - 987 -
18th Issue of Debentures – CDB (2st serie) No preference 520 520,000 05/14/21 05/10/28 CDI + 1.95% per year 1,007 524 - 524 -
Borrowing cost             - (10)  (9) (10)  (9)
                4,964          4,598 4,964 4,598
                       
Current liabilities               1,967  1,220 1,967  1,220
Noncurrent liabilities               2,997  3,378 2,997  3,378

 

 
 71

Companhia Brasileira de Distribuição

 

Notes to the interim financial statements

June 30, 2021

(In millions of Brazilian reais, unless otherwise stated)

 
  

16.5.    Borrowings in foreign currencies

On June 30, 2021 GPA had loans in foreign currencies (dollar, Colombian pesos and Argentine pesos) to strengthen its working capital, maintain its cash strategy, lengthening its debt profile and make investments.

16.6.    Guarantees

The Company has signed promissory notes for some loan contracts.

16.7.    Swap contracts

The Company use swap transactions for 100% of its borrowings denominated in US dollars and fixed interest rates, exchanging these obligations for Real linked to CDI (floating) interest rates. These contracts include a total amount of the debt with the objective toprotect the interest and principal and are signed, generally, with the same due dates and in the same economic group. The weighted average annual rate in June 2021 was 2.27% (4.60% as of June 30, 2020).

16.8.    Financial covenants

In connection with the issuance of debentures and promissory notes made and part of the foreign currencies loan operations, the Company has an obligation to maintain certain financial ratios. These indices are measured quarterly based on the Company’s consolidated interim financial information prepared in accordance with accounting practices adopted in Brazil, being: (i) net debt (debt with financial institutions less cash and accounts receivable) not exceeding shareholders’ equity; and (ii) consolidated net debt/EBITDA ratio less than or equal to 3.25. As of June 30, 2021, GPA was in default on these indices.

17.Financial instruments

The detailed information on financial instruments was presented in the annual financial statements for 2020, in note 19.

 

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

 

 
 72

Companhia Brasileira de Distribuição

 

Notes to the interim financial statements

June 30, 2021

(In millions of Brazilian reais, unless otherwise stated)

 
  

 

  Parent Company   Consolidated
  Carrying amount   Carrying amount
  06.30.2021 12.31.2020   06.30.2021 12.31.2020
           
Financial assets:          
Amortized cost          
    Cash and cash equivalents 3,042 4,905   4,925 8,711
Related parties - assets 410  369   213  154
Trade receivables and other receivables 928  910   1,505  1,614
Others assets - -   42 48
Fair value through profit or loss          
    Financial instruments – Fair value hedge 12 11   12 11
Financial instruments about lease – Fair value hedge - -   2 1
    Financial instruments on trade payables – Fair  value hedge - -   12 -
Others assets - -   2 2
Fair value through other comprehensive income          
    Trade receibles credit card companies and sales vouchers 93 113   104 113
    Others assets - -   26 28
Financial liabilities:          
Other financial liabilities - amortized cost          
 Related parties - liabilities (408)  (212)   (382)  (194)
 Trade payables (3,496)  (4,876)   (7,711)  (11,424)
     Financing for purchase of assets (62)  (55)   (213)  (100)
     Debentures and promissory notes (4,964)  (4,598)   (4,964)  (4,598)
     Borrowings and financing (2,687)  (2,676)   (4,321)  (4,247)
     Lease (5,843)  (5,958)   (7,941)  (8,372)
Fair value through profit or loss          
 Borrowings and financing (Hedge accounting underlyng) (273) (284)   (273) (284)
  Financial instruments – Fair Value Hedge – liabilities side (32) (21)   (32) (22)
  Financial instruments about lease – Fair value hedge – liabilities side - -   - (2)
  Suppliers financial instruments - Fair value hedge - liabilities side - -   - (25)
  Disco Group put option (*) - -   (595) (636)

(*) See note 17.3.

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

 

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

 

(i)Capital risk management

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

 
 73

Companhia Brasileira de Distribuição

 

Notes to the interim financial statements

June 30, 2021

(In millions of Brazilian reais, unless otherwise stated)

 
  

 

There were no changes as to objectives, policies or processes during the semester ended June 30, 2021. The capital structure is presented as follows:

    Parent company   Consolidated
    06.30.2021 12.31.2020   06.30.2021 12.31.2020
             
             
Cash and cash equivalents   3,042 4,905   4,925 8,711
Financial instruments – Fair value hedge   (20) (10)   (6) (37)
Borrowings and financing   (7,924) (7,558)   (9,558) (9,129)
Other liabilities with related parties (*)   (153) (120)   (153) (120)
Net financial debt   (5,055) (2,783)   (4,792) (575)
Shareholders’ equity   (12,678) (13,695)   (15,401) (16,807)
             
Net debt to equity ratio   40% 20%   31% 3%

(*) Represents amount payable to Greenyellow related to the equipments purchase.

 

 

(ii)Liquidity risk management

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

The table below summarizes the aging profile of the Company’s financial liabilities as of June 30, 2021.

a)Parent company
  Up to 1 Year 1 – 5 years More than 5 years Total
Borrowings and financing 2,457 6,428 789 9,674
Lease liabilities 1,067 3,861 6,831 11,759
Trade payables 3,496 - - 3,496
Total 7,020 10,289 7,620 24,929

 

b)Consolidated
  Up to 1 Year 1 – 5 years More than 5 years Total
Borrowings and financing 3,008 7,383 900 11,291
Lease liabilities 1,379 5,086 7,805 14,270
Trade payables 7,711 - - 7,711
Total 12,098 12,469 8,705 33,272

 

 

 

 

 
 74

Companhia Brasileira de Distribuição

 

Notes to the interim financial statements

June 30, 2021

(In millions of Brazilian reais, unless otherwise stated)

 
  
(iii)Derivative financial instruments

    Consolidated
    Notional value Fair value
    06.30.2021 12.31.2020 06.30.2021 12.31.2020
           
Swap with hedge   301 301 273 284
           
Long position (buy)          
Prefixed rate TR + 9.80% per year 21 21 12 13
US$ + fixed USD + 2.27 % per year 280 280 261 271
    301 301 273 284
Short position (sell)          
  CDI + 1.92% per year (301) (301) (293) (294)
           
Hedge position - asset   - - 12 11
Hedge position - liability   - - (32) (21)
Net hedge position   - - (20) (10)

 

Gains and losses on these contracts during the semester ended June 30, 2021 are recorded as financial expenses, net and the balance payable at fair value is R$20 (payable from R$10 as of December 31, 2020), the asset is recorded in line item “Derivative financial instrument - fair value hedge” and the liability in “Borrowings and financing”.

The effects of the fair value hedge recorded in the statement of operations for the period ended June 30, 2021 resulted in a gain of R$53 (gain of R$309 as of June 30, 2020).

 

17.2.    Sensitivity analysis of financial instruments

According to the Management’s assessment, the most probable scenario is what the market has been estimating through market curves (currency and interest rates) of B3, on the maturity dates of each transaction.

 

Therefore, in the probable scenario (I), there is no impact on the fair value of financial instruments. For scenarios (II) and (III), for the sensitivity analysis effect, the Management considers an increase of 10% and a deterioration of 10% was taken into account, respectively, on risk variables, up to one year of the financial instruments.

 

For the probable scenario, weighted exchange rate was R$5.28 on the due date, and the weighted interest rate weighted was 6.59% per year.

 

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

 

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

 

 

 

 
 75

Companhia Brasileira de Distribuição

 

Notes to the interim financial statements

June 30, 2021

(In millions of Brazilian reais, unless otherwise stated)

 
  

 

            Market projection
Transactions   Risk (CDI variation)   Balance at 06.30.2021   Scenario I   Scenario II   Scenario III
                     
Fair value hedge (fixed rate)   CDI-0.04% per year   (10)   (1)   (1)   (1)
Fair value hedge (exchange rate)   CDI+2.00% per year   (283)   (20)   (23)   (18)
Debentures and promissories notes   CDI+1.86% per year   (4,974)   (342)   (376)   (308)
Bank loans   CDI+2.07% per year   (2,698)   (190)   (209)   (171)
Total borrowings and financing exposure       (7,965)   (553)   (609)   (498)
                     
Cash and cash equivalents (*)   98.97% of CDI   2,960   162   178   146
Net exposure       (5,005)   (391)   (431)   (352)

 

(*) Weighted average

 

The Éxito Group's sensitivity test considers the economic environment in which the company operates. In scenario I, the observable rates are used. In scenario II it is considered on increase of 10% and in scenario III it is a decrease of 10%.

 

Scenario I: Reference Bank Index in Colombia (IBR) available 1.883%.

 

Scenario II: 1.883% increase in IBR and for Libor at 90 days an increase of 0.01005%

 

Scenario III: 1.883% decrease in IBR and for Libor at 90 days a decrease of 0.01005%

 

                 
        Maket projection
Transactions  

Balance

06.30.2021

  Scenario I   Scenario II   Scenario III
                 
Bank loans and swap   (1,620)   -   (30)   31

 

 
 76

Companhia Brasileira de Distribuição

 

Notes to the interim financial statements

June 30, 2021

(In millions of Brazilian reais, unless otherwise stated)

 
  

 

17.3.    Fair value measurements

 

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

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

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

  Consolidated
  Carrying amount Fair value  
  06.30.2021 06.30.2021 Level
Financial assets and liabilities      
Trade receibles with credit card companies and sales vouchers 104 104 2
Swaps of annual rate between currencies (22) (22) 2
Swaps of annual rate 14 14 2
Forward between Currencies 2 2 2
Borrowings and financing (FVPL) (273) (273) 2
Borrowings and financing and debentures (amortized cost) (9,285) (9,247) 2
Disco Group put option (*) (595) (595) 3
Total (10,055) (10,017)  

(*) Non-controlling shareholders of Group Disco del Uruguay S.A. Éxito Group’s subsidiary have a exercisable put option based on a formula that uses data such as net income, EBITDA - earnings before interest, taxes, depreciation and amortization and net debt, in addition to fixed amounts determined in the contract and the exchange variation applicable for conversion to the functional currency. This put option was presented in acquisition.

There were no changes between the fair value measurements levels in the semester ended June 30, 2021.

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

 

 
 77

Companhia Brasileira de Distribuição

 

Notes to the interim financial statements

June 30, 2021

(In millions of Brazilian reais, unless otherwise stated)

 
  

 

17.4.    Consolidated position of derivative transactions

 

The Company and its subsidiaries have derivative contracts with the following financial institutions: Itaú BBA, Bank of Nova Scotia, Bogotá Bank, BBVA, Davivenda, Bancolombia, Santander, Banco Occidente, BNSCOL.

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

      Consolidated
Risk Reference value Due date 06.30.2021 12.31.2020
         
Debt        
USD - BRL US$ 50 2023 (22) (12)
Interest rate - BRL R$ 21 2026 2 2
Derivatives - Fair value hedge – Retail Brazil   (20) (10)
         
Dividends receivables        
COP - BRL COP 105.000 2021 20 -
      20 -
         
Lease        
USD - COP US$ 1 2022 1 1
      1 1
         
Debit        
Interest rate - COP COP 249.791 2021 - (2)
Interest rate - COP COP 114.791 2022 1 (1)
      1 (3)
         
Trade payables        
EUR - COP EUR 3 2021 - (2)
USD - COP USD 68 2021 12 (23)
      12 (25)
         
Derivatives – Éxito Group     14 (27)
 
 78

Companhia Brasileira de Distribuição

 

Notes to the interim financial statements

June 30, 2021

(In millions of Brazilian reais, unless otherwise stated)

 
  

 

18.Taxes and contributions payable and taxes payable in installments

The detailed information on taxes and contributions payable and taxes payable in installments was presented in the annual financial statements for 2020, in note 20.

 

18.1.    Taxes and contributions payable and taxes payable in installments are as follows:

  Parent Company   Consolidated
  06.30.2021 12.31.2020   06.30.2021 12.31.2020
           
Taxes payable in installments - Law 11.941/09 203  237   209  244
Taxes payable in installments – PERT 145  151   145  151
ICMS 77  94   81  99
PIS and COFINS 4  5   9  9
Provision for income tax and social contribution -  10   11 13
Withholding Income Tax on third parties 2  2   2  2
INSS 5  5   5  5
Other 35  25   36  25
Taxes payable – Éxito Group -  -      404  285
  471 529   902 833
           
Current 262  288   687  585
Noncurrent 209  241   215  248
           

 

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

  Consolidated
From 1 to 2 years 43
From 2 to 3 years 73
From 3 to 4 years 39
From 4 to 5 years 12
After 5 years 48
  215

 

 
 79

Companhia Brasileira de Distribuição

 

Notes to the interim financial statements

June 30, 2021

(In millions of Brazilian reais, unless otherwise stated)

 
  

 

19.Income tax and social contribution
19.1.Income tax and social contribution effective rate reconciliation

The detailed information on income tax and social contribution was presented in the annual financial statements for 2020, in note 21.

  Parent Company   Consolidated
  06.30.2021 06.30.2020   06.30.2021 06.30.2020
    Restated     Restated
Incomet (loss) before income tax and social contribution (continued operations) 5 124   100 (128)
IR and CSLL expense (*) (1) (30)   (32) 31
Tax penalties (6) (6)   (7) (6)
Share of profit of associates  11 53   (3) 4
Interest on own capital 114 -   114 -
Tax benefits - -   4 -
Other permanent differences (7) -   (19) 9
Effective income tax and social contribution expensive 111 17   57 38
           
Credit (expense) income tax and social contribution expense for the period:          
Current (38) 21   (83) (55)
Deferred 149 (4)   140 93
Credit (expense) income tax and social contribution expense 111 17   57 38
Effective rate N/A (13.71%)   (57.00%) 29.69%

(*) The nominal rate is 34% for subsidiaries located in Brazil, 31% (32% in 2020) for subsidiaries based in Colombia, 25% for subsidiaries based in Uruguay and 30% for subsidiaries based in Argentina. The Company does not pay social contribution based on a final favorable court decision in the past; therefore, its nominal rate is 25%.

 

 
 80

Companhia Brasileira de Distribuição

 

Notes to the interim financial statements

June 30, 2021

(In millions of Brazilian reais, unless otherwise stated)

 
  

 

19.2.Breakdown of deferred income tax and social contribution
  Parent Company
  06.30.2021   12.31.2020
  Asset Liability Net   Asset Liability Net
           
Tax losses and negative basis of social contribution 258 - 258    98  -     98
Provision for contingencies 350 - 350    313 -  313
Goodwill tax amortization - (266) (266)    -     (266)  (266)
Mark-to-market adjustment - (6) (6)    -     (6)  (6)
Fixed assets, tradename and investment property - (211) (211)    -     (193)  (193)
Unrealized gains with tax credits - (529) (529)    -     (508)  (508)
Net leasing of the right of use 345 - 345    335  -     335
Other - (3) (3)   14 - 14
Deferred income tax and social contribution assets (liabilities) 953 (1,015) (62)    760  (973)  (213)
               
Compensation (953) 953 -    (760)  760  -   
Deferred income tax and social contribution assets (liabilities), net - (62) (62)    -  (213)     (213)

 

 

  Consolidated
  06.30.2021   12.31.2020
  Asset Liability Net   Asset Liability Net
           
               
Tax losses and negative basis of social contribution 651 - 651   514  -    514
Provision for risks 403 - 403   376  - 376
Goodwill tax amortization - (462) (462)    -     (496)  (496)
Mark-to-market adjustment - (6) (6)    -     (6)  (6)
Fixed assets, tradename and investment property(*) - (1,547) (1,547)    -     (1,686)  (1,686)
Unrealized gains with tax credits - (431) (431)   -     (402)  (402)
Net leasing of the right of use 399 - 399    389  -     389
Cash flow hedge - (3) (3)    11     -  11
Other 16 - 16   29 - 29
Presumed profit on equity of Éxito 160 - 160   237     -  237
Deferred income tax and social contribution assets (liabilities) 1,629 (2,449) (820)    1,556  (2,590)  (1,034)
               
Off-set assets and liabilities (1,545) 1,545 -    (1,556) 1,556  -   
Deferred income tax and social contribution assets (liabilities), net 84 (904) (820)    -  (1,034)  (1,034)

(*) Mainly arising from the surplus value of Éxito

 

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

  Parent Company Consolidated
     
Up to one year 286 299
From 1 to 2 years 83 214
From 2 to 3 years 56 202
From 3 to 4 years 56 203
From 4 to 5 years 56 188
Above 5 years 416 523
  953 1,629

 

 
 81

Companhia Brasileira de Distribuição

 

Notes to the interim financial statements

June 30, 2021

(In millions of Brazilian reais, unless otherwise stated)

 
  

 

19.3.Movement in deferred income tax and social contribution
  Parent Company   Consolidated
  06.30.2021 06.30.2020   06.30.2021 06.30.2020
          Restated
Opening balance (213) 285   (1,034) (858)
Credit (expense) for the period - Continued operations 149 (4)   140 93
Foreigh currency translation adjustment - -   77 (74)
Others 2 (1)   (3) (1)
At the end of the period (62) 280   (820) (840)

 

20.Provision for contingencies

 

Detailed information on the provision for legal claims was presented in the 2020 annual financial statements, in note 22.

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

 

20.1.ParentCompany
  Tax Social security and labor Civil and Regulatory Total
Balance at December 31, 2020 849 280 104 1,233
         
Additions 39 77 40 156
Payments (3) (35) (6) (44)
Reversals (84) (35) (19) (138)
Monetary adjustment 9 17 13 39
Balance at June 30, 2021 810 304 132 1,246

 

  Tax Social security and labor Civil and Regulatory Total
Balance at December 31, 2019 617 236 87 940
         
Additions 14 52 27 93
Payments  (2)  (35)  (31)  (68)
Reversals  (15)  (29)  (13)  (57)
Monetary adjustment  2 14 8 24
Balance at June 30, 2020 616 238 78 932

 

 
 82

Companhia Brasileira de Distribuição

 

Notes to the interim financial statements

June 30, 2021

(In millions of Brazilian reais, unless otherwise stated)

 
  

 

20.2.Consolidated
  Tax Social security and labor Civil and Regulatory Total
         
Balance at December 31, 2020 937 303 145 1,385
Additions 40 88 51 179
Payments (2) (40) (14) (56)
Reversals (102) (38) (21) (161)
Monetary adjustment 9 18 13 40
Foreign currency translation adjustment (9) (2) (4) (15)
Balance at June 30, 2021 873 329 170 1,372

 

 

 

         
  Tax Social security and labor Civil and Regulatory Total
         
Balance at December 31, 2019 841 319 145 1,305
Additions 15 58 39 112
Payments (6) (36) (42) (84)
Reversals (17) (35) (22) (74)
Monetary adjustment 3 18 9 30
Foreign currency translation adjustment 15 3 3 21
Balance at June 30, 2020 851 327 132 1,310

 

20.3.Tax

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

The main provisioned tax claims are as follows:

ICMS

The Federal Supreme Court ("STF") on October 16, 2014 decided that ICMS taxpayers that trade products included in the “basked of food staples” have no right to fully utilize the ICMS credits. The Company, with the assistance of its legal counsel, decided to record a provision for this matter amounting to R$13 as of June 30, 2021 (R$27 as of December 31, 2020) since this claim was considered a “probable” loss. The amounts accrued represent Management’s best estimate of the probable cash disbursement to settle this claim. On May 9, 2019, the STF upheld the previous understanding and did not comply with the request for modulation of the effects of the decision. However, such a decision did not have a major impact on the Company's financial information, since the amount was already provisioned in its entirety.

 
 83

Companhia Brasileira de Distribuição

 

Notes to the interim financial statements

June 30, 2021

(In millions of Brazilian reais, unless otherwise stated)

 
  

Additionally, there are cases assessed by São Paulo State tax authorities related to the refund of ICMS over tax substitution without proper compliance with accessory tax obligations introduced by CAT Administrative Rule 17. Considering recent court decisions the Company accrued R$282 (R$292 in December 31, 2020) representing the estimatio of probable loss evaluated by management based on documentation evidence aspect of the claims.

Supplementary Law 110/2001

The Company claims in court the eligibility to not pay the contributions provided for by Supplementary Law 110/01, referring to the FGTS (Government Severance Indemnity Fund for Employees) costs. The accrued amount as of June 30, 2021 is R$56 (R$60 in December 31, 2020).

Other tax

Other tax claims remained, which, according to the analysis of its legal advisors, were provisioned by the Company. These refer to: (i) challenge on the non-application of the Accident Prevention Factor - FAP; (ii) challenge on the State Finance Department on the ICMS tax rate calculated on electric energy bills; (iii) undue credit; (iv) no social charges on benefits granted to its employees, due to an unfavorable decision in the Court; (v) IPI requirement on resale of imported products; (vi) other minor issues. The amount accrued for these matters as of June 30, 2021 is R$460 (R$470 as of December 31, 2020).

Éxito Group

The subsidiary Éxito and its subsidiaries discuss tax issues related to value added tax, property tax and industry and commerce taxes in the amount of R$62 on June 30, 2021 (R$88 as of December 31, 2020).

20.4.Laborand social security taxes

The Company and its subsidiaries are parties to various labor lawsuits mainly due to termination of employees in the ordinary course of business. At June 30, 2021, the Company recorded a provision of R$329 (R$303 as of December 31, 2020). Management, with the assistance of its legal counsel, assessed these claims and recorded a provision for losses when reasonably estimable, based on past experiences in relation to the amounts claimed.

20.5.Civiland others

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

Among these lawsuits, we point out the following:

·The Company and its subsidiaries are parties to various lawsuits requesting the renewal of rental agreements and the review of the current rent paid. The Company recognizes a provision for the difference between the amount originally paid by the stores and the amounts claimed by the adverse party (owner of the property) in the lawsuit, when internal and external legal counsel consider that it is probable that the rent amount will be changed by the Company. As of June 30, 2021, the amount accrued for these lawsuits is R$43 (R$34 as of December 31, 2020), for which there are no escrow deposits.
 
 84

Companhia Brasileira de Distribuição

 

Notes to the interim financial statements

June 30, 2021

(In millions of Brazilian reais, unless otherwise stated)

 
  
·The Company and its subsidiaries answer to legal claims related to penalties applied by regulatory agencies, from the federal, state and municipal administrations, among which includes Consumer Protection Agencies (Procon), National Institute of Metrology, Standardization and Industrial Quality (INMETRO) and Municipalities and some lawsuits involving contract terminations with suppliers. Company supported by its legal counsel, assessed these claims, and recorded a provision according to probable cash expending and estimative of loss. On June 30, 2021 the amount of this provision is R$50 (R$40 on December 31, 2020).
·The subsidiary Éxito and its subsidiaries respond to certain lawsuits related to civil liability cases, lawsuits for rental conditions and other matters in the amount of R$32 on June 30, 2021 (R$35 on December 31, 2020).
·In relation to the provisioned amounts remaining for other civil jurisdiction matters on June 30, 2021, it is R$45 (R$36 on December 31, 2020).

Total civil lawsuits and others as of June 30, 2021 amount to R$170 (R$145 as of December 31, 2020).

20.6.Possiblecontingent liabilities

The Company has other litigations which have been analyzed by the legal counsel and considered as possible loss and, therefore, have not been accrued. The possible litigations updated balance without indemnization from shareholders is of R$10,084 as June 30, 2021 (R$10,081 in December 31, 2020), and are mainly related to:

·INSS (Social Security Contribution) – GPA was assessed for non-levy of payroll charges on benefits granted to its employees, among other matters, for which possible loss amounts to R$474, as June 30, 2021 (R$473 as of December 31, 2020). The lawsuits are under administrative and court discussions. On August 28, 2020, the Supreme Court, in general repercussion, recognized the incidence of social security contributions on the constitutional third of vacations as constitutional. The Company has been following the development of these issues, and together with its legal advisors, concluded that the elements so far do not require a provision to be registered.
·IRPJ, withholding income tax - IRRF, CSLL, tax on financial transactions - IOF, withholding income tax on net income – GPA has several assessment notices regarding offsetting proceedings, rules on the deductibility of provisions, payment divergences and overpayments; fine for failure to comply with accessory obligations, among other less significant taxes. The amount involved is R$673 as of June 30, 2021 (R$575 as of December 31, 2020).
·COFINS, PIS and IPI - The Company has been questioned about compensations not approved; fine for noncompliance with accessory obligation, disallowance of COFINS and PIS credits, IPI requirement on resale of imported products, among other matters. These proceedings are awaiting judgment at the administrative and judicial levels. The amount involved in these assessments is R$2,877 as of June 30, 2021 (R$2,940 as of December 31, 2020).

 

 
 85

Companhia Brasileira de Distribuição

 

Notes to the interim financial statements

June 30, 2021

(In millions of Brazilian reais, unless otherwise stated)

 
  
·ICMS – GPA received tax assessment notices by the State tax authorities regarding: (i) utilization of electric energy credits; (ii) purchases from suppliers considered not qualified in the State Finance Department registry; (iii) levied on its own operation of merchandise purchase (own ICMS) – article 271 of ICMS by-law; (iv) resulting from financed sales, and (v) among other matters. The total amount of these assessments is R$5,487, as of June 30, 2021 (R$5,572 as of December 31, 2020), which await a final decision at the administrative and court levels.
·Municipal service tax - ISS, Municipal Real Estate Tax (“IPTU”), rates, and others – these refer to assessments on withholdings of third parties, IPTU payment divergences, fines for failure to comply with accessory obligations, ISS and sundry taxes, in the amount of R$166 as June 30, 2021 (R$143 as of December 31, 2020), which await decision at the administrative and court levels.
·Other litigations – these refer to administrative proceedings and lawsuits in which the Company claims the renewal of rental agreements and setting of rents according to market values and actions in the civil court, special civil court, Consumer Protection Agency - PROCON (in many States), Institute of Weights and Measure - IPEM, National Institute of Metrology, Standardization and Industrial Quality - INMETRO and National Health Surveillance Agency - ANVISA, among others, amounting to R$403 as June 30, 2021 (R$374 as of December 31, 2020).
·The subsidiary Éxito and its subsidiaries have an amount of R$4 of lawsuits with probability of possible losses on June 30, 2021 (R$4 as of December 31, 2020).

The Company has litigations related to challenges by tax authorities on the income tax payment, for which, based on management and legal assessment, the Company has the right of indemnization from its former and current shareholders, related to years from 2007 to 2013, under allegation that had improper deduction of goodwill amortizations. These assessments amount R$1,442 in June 30, 2021 (R$1,432 in December 31, 2020).

The Company is responsible for the legal processes of GLOBEX prior to the association with Casas Bahia (Via Varejo). As of June 30, 2021, the amount involved in tax proceedings is R$464 (R$456 as of December 31, 2020).

The Company is responsible for the legal processes of Sendas prior to Assai activity. As of June 30, 2021, the amount involved was R$1,303, of which R$1,271 are tax and R$32 civil and others (R$1,420, of which R$1,378 are tax and R$42 civil and others on December 31, 2020).

The Company engages external attorneys to represent it in the tax assessments, whose fees are contingent upon a percentage to be applied to the amount of success in the final outcome of these lawsuits. This percentage may vary according to qualitative and quantitative factors of each claim, and as of June 30, 2021 the estimated amount, in case of success in all lawsuits, is approximately R$172, of which R$153 for continued operation and R$19 for discontinued operation (R$197, of which R$174 for continued operation and R$23 for discontinued oeration on December 31, 2020).

 

 
 86

Companhia Brasileira de Distribuição

 

Notes to the interim financial statements

June 30, 2021

(In millions of Brazilian reais, unless otherwise stated)

 
  
20.7.Restricted deposits for legal proceedings

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

  Parent Company   Consolidated
  06.30.2021 12.31.2020   06.30.2021 12.31.2020
           
Tax 117  121   119  123
Labor 459  397   473  407
Civil and other 21  27   27  33
Total 597 545   619 563
20.8.Guarantees
  Consolidated
Lawsuits Property and equipment   Letter of Guarantee   Total
  06.30.2021 12.31.2020   06.30.2021 12.31.2020   06.30.2021 12.31.2020
                 
Tax 751 733   9,523 10,022   10,274 10,755
Labor - -   1,067 613   1,067 613
Civil and other 9 9   570 558   579 567
Total 760 742   11,160 11,193   11,920 11,935

 

The cost of letter of guarantees is approximately 0.46% per year of the amount of the lawsuits and is recorded as expense.

20.9.Deductionof ICMS from the calculation basis for PIS and COFINS

The Company and its subsidiaries filed lawsuits claiming the right to exclude the ICMS amount from the PIS and COFINS calculation bases.

On March 15, 2017, based on general repercussion, the Supreme Court ruled that ICMS should be excluded from the bases of these federal contributions, in line with the thesis claimed by the Company. The Attorney General's Office of the National Treasury (PGFN), in turn, filed appeals against this decision, with the aim of modulating its effects and elucidating which ICMS amount should, after all, be object of suppression of the PIS and COFINS bases.

Meanwhile, in 2019, some of the Company's subsidiaries obtained a favorable decision in their proceedings, resulting in the registration of tax credits in the amount of R$382, of which R$198 in the financial result.

Likewise, Via Varejo obtained a favorable decision in May 2020, which includes the amount for which GPA is entitled to be reimbursed, under the terms of the association agreement signed between GPA and the Klein family in the transaction that gave rise to Via Varejo . The periods in which GPA is entitled to reimbursement refer to the subsidiary Globex (which was incorporated in the formation of Via Varejo) and correspond to the years 2003 to 2010. GPA has already recognized R$231 of a credit with Via Varejo in the fiscal year of 2020, based on the documentation analyzed and validated so far. The related gain was recognized in net income from discontinued operations. In addition, the Company estimates that it is entitled to an outstanding amount of R$277, which is subject to certain adjustments and confirmation by Via Varejo.

 

 
 87

Companhia Brasileira de Distribuição

 

Notes to the interim financial statements

June 30, 2021

(In millions of Brazilian reais, unless otherwise stated)

 
  

On October 29, 2020, the Company obtained a favorable decision in its individual action regarding this tax matter, resulting in the registration of a credit in the amount of R$1,609 (R$613 in the financial result), in the period ended on 31st of December 2020, net of provisions for installments that might eventually be considered unrealizable.

Months later, on May 13, 2021, theSupreme Court ruled (STF) considered the appeals presented by the Attorney General’s Office of the National Treasury (PGFN) in relation to that decision taken on March 15, 2017 and expressed an understanding in line with that of the Company and its legal advisors.

In the period ended June 30, 2021, the Company reassessed the tax credit, reversing part of the provisions previously constituted, which resulted in a supplement of R$195 (R$89 in the financial result).

The calculations prepared by the Company are supported by the understanding of its legal advisors and the estimated realization of the asset is a maximum of 7(seven) years.

20.10.Arbitration Península

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

The Proceeding aims to discuss the calculation of the rental fees and other operational matters related to 60 (sixty) stores owned by Peninsula, which are under several lease agreements and contracts entered into between the Company and Peninsula during 2005 (the "Agreements"). The Agreements assure to CBD the rent of the stores for a period of twenty (20) years, which may be extended for an additional 20-year term, at CBD’s discretion.

As communicated to the market, on July 7, 2021, the parties reached an agreement to amicably resolve past disputes and terminate the Procedure. The agreement improved the Contracts, maintaining the long term of the leases of 20 years, renewable for another 20 years at the discretion of CBD, but introduced new rules more adapted to the current market, which enable the optimization of the use of properties and bring potential for gain for both Parties with the better use of real estate spaces. As a result of this agreement, the Company recorded in the result of June 30, 2021 the amount of R$17 in other operating expenses, in addition to the remeasurement related to contractual changes in accordance with IFRS 16 / CPC 06(R2).

20.11.Via Varejo

The Company ceased to exercise control of Via Varejo in June 2019. In the 2nd quarter of 2021, Via Varejo took certain steps and fully replaced the guarantees that had been provided to third parties by GPA in favor of that company, with no further obligations remaining of the GPA on that matter. By virtue of a previously signed Operating Agreement, Via Varejo still uses the Extra brand for the sale of products it sells and GPA, together with Assaí, Via Varejo and Itaú Unibanco are partners of Financeira Itaú CBD SA Crédito, Financiamento and Investment (“FIC”). CBD is the holder of credit against Via Varejo arising from the final and unappealable decision of a certain tax action, whose amounts are being calculated by a specialized company hired by the parties involved, as well as being responsible, on the other hand, for any supervenient liabilities incurred up to a certain date , if final and unappealable, on behalf of the former Globex, a company that, in the process of merging with Casas Bahia SA, had its name changed to Via Varejo and currently renamed to Via.

 
 88

Companhia Brasileira de Distribuição

 

Notes to the interim financial statements

June 30, 2021

(In millions of Brazilian reais, unless otherwise stated)

 
  
21.Leases

21,1 Lease obligations

The detailed information on leasing obligations were presented in the annual financial statements for 2020, in note 23.1.

Leasing contracts totaled R$7,941 as of June 30, 2021 (R$8,374 as of December 31, 2020), according to the following table:

  Parent Company   Consolidated
  06.30.2021 12.31.2020   06.30.2021 12.31.2020
           
Financial lease liability – minimum lease payments:          
Up to 1 year 621  570   952  947
1 - 5 years 2,044  1,921   3,042  3,053
Over 5 years 3,178  3,467   3,947  4,374
Present value of finance lease agreements 5,843  5,958   7,941  8,374
           
Future financing charges 5,916  5,904   6,329  6,630
Gross amount of finance lease agreements 11,759  11,862   14,270  15,004
           
PIS and COFINS embedded in the present value of the lease agreements 341 362   482 662
           
PIS and COFINS embedded in the gross amount of the lease agreements 715 721   867 1,171

 

The interest expense on lease liability is presented in note 27. The incremental interest rate of the Company and its subsidiaries was 9.83% in the semester ended June 30, 2021 (10.16% as of June 30, 2020).

 

If the Company had adopted the calculation methodology projecting the inflation embedded in the nominal incremental rate and bringing it to present value by the nominal incremental rate, the average percentage of inflation to be projected per year would have been approximately 5.63%. The average term of the contracts considered is 14.4 years. For international subsidiaries, the average nominal incremental rate is 5.82%, with 3.5% of built-in inflation. The average term of the contracts considered is 9.0 years.

 
 89

Companhia Brasileira de Distribuição

 

Notes to the interim financial statements

June 30, 2021

(In millions of Brazilian reais, unless otherwise stated)

 
  
21.2Movement of leasing obligation

 

  Parent Company   Consolidated
At December 31, 2020 5,958   8,374
Additions 17   54
Remeasurement 194   298
Accrued interest 301   373
Payments (533)   (768)
Anticipated lease contract termination (92)   (112)
Foreign currency translation adjustment -   (278)
Spin-off (2)   -
At June 30, 2021 5,843   7,941
       
Current 621   952
Noncurrent 5,222   6,989
       
  Parent Company   Consolidated
At December 31, 2019 4,921   8,667
Additions 100   598
Remeasurement  219   792
Accrued interest  263   462
Payments  (484)    (848)
Anticipated lease contract termination  (22)    (114)
Transfer to subsidiary (9)   -
Foreigh currency translation adjustment -   401
At June 30, 2020 - Restated 4,988   9,958
       
Current  518    943
Noncurrent  4,470     9,015

 

21.3Lease expense on variable rents, low value assets and short-term agreements.
  Parent Company   Consolidated
  06.30.2021 06.30.2020   06.30.2021 06.30.2020
Expenses (income) for the year:         Restated
Variable (0.1% to 4.5% of sales) 13 32   13 32
Sublease rentals (*) (116) (78)   (117) (78)

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

 

22.Deferred revenue

 

The Company received amounts from business partners on exclusivity in the intermediation of additional or extended warranty services, and the amounts referring to the rental of back lights for the display of products from suppliers, are recognized in the income for the year by proving the provision of service in the sale of these guarantees to business partners.

The detailed information on deferred revenue was presented in the annual financial statements for 2020, in note 24.

 
 90

Companhia Brasileira de Distribuição

 

Notes to the interim financial statements

June 30, 2021

(In millions of Brazilian reais, unless otherwise stated)

 
  

 

  Parent Company   Consolidated
  06.30.2021 12.31.2020   06.30.2021 12.31.2020
           
Deferred revenue in relation to sale of real estate property 11 8   11 8
Additional or extended warranties 11 12   11 12
Services rendering agreement - Allpark 7 8   7 8
Revenue from credit card operators and banks - -   112 80
Gift Card 66 7   141 131
Others 8 -   35 77
  103 35   317 316
           
Current 87 16   301 297
Noncurrent 16 19   16 19

 

23.Shareholders’ equity

 

The detailed information on shareholders’ equity were presented in the annual financial statements for 2020, in note 25.

 

23.1Capital stock

The subscribed and paid-in capital stock, on June 30, 2021, is represented by 268,896 (268,352 on December 31, 2020) of thousands of registered, book-entry shares with no par value. As of June 30, 2021, the share capital is R$5,856 (R$5,434 on December 31, 2020). As a result of the alignment between the amount of the capital reduction approved at the Extraordinary General Meeting and the capital registered in the financial statements, there was a need for reclassification between capital and capital reserves of R$216, with no impact on shareholders' equity. On April 28, 2021, the Extraordinary General Meeting approved the increase in the capital stock through the capitalization of R$200 from the Reserve for Expansion account, without issuing new shares.

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

At a meeting of the Board of Directors held on May 5, 2021, the capital increase in the amount of R$6 (R$9 on December 31, 2020) was approved through the issuance of 544 thousand common shares (354 thousand shares on December 31, December 2020).

 
 91

Companhia Brasileira de Distribuição

 

Notes to the interim financial statements

June 30, 2021

(In millions of Brazilian reais, unless otherwise stated)

 
  

 

23.2Stock option plan for common shares current
          06.30.2021
          Number of options (in thousands)
Series granted Grant date 1st date of exercise Exercise price at the grant date

 

Granted

Exercised Cancelled Expired Outstan-ding
Series B5 05/31/2018 05/31/2021 0.01 594 (184) (49) - 361
Series C5 05/31/2018 05/31/2021 15.42 594 (268) (60) - 266
Series B6 05/31/2019 05/31/2022 0.01 462 (117) (31) - 314
Series C6 05/31/2019 05/31/2022 17.39 359 (108) (40) - 211
Series B7 01/31/2021 05/31/2023 0.01 673 (87) (16) - 570
Series C7 01/31/2021 05/31/2023 12.56 497 (88) (16) - 393
        3,179 (852) (212) - 2,115
                 

 

The movement of shares above refers to the Company's shares. After separation from Sendas Distribuidora, and during the transition period, certain executives of the Company receive stock option of Sendas Distribuidora, booked as an expense. The changes in the number of options granted, the weighted average of the exercise price and the weighted average of the remaining term are presented in the table below:

 

  Shares Weighted average of exercise price Weighted average of remaining contractual term
  in thousands R$  
       
Total to be exercised at December 31, 2020 1,468 30,71 0,88
At June 30, 2021      
Granted during the period 1,225 22,37  
Cancelled during the period (37) 12,09  
Exercised during the period (541) 9,40  
Outstanding at the end of the period 2,115 6,02 1,10
Total to be exercised at June 30, 2021 2,115 6,02 1,10
       

The recorded amounts at the Parent Company and Consolidated’s statement of operations at the June 30, 2021 were R$23 (R$23 at the December 31, 2020).

23.3Other comprehensive income

Foreign exchange variation of investment abroad

Cumulative effect of exchange rate gains and losses on the translation of assets, liabilities and results from (i) euros to Reais, corresponding to CBD's investment in the subsidiary Cnova NV generating a loss of R$48 and (ii) Colombian pesos to Reais, in the Éxito subsidiary generating a gain of R$1,337. The effect on the parent company was R$1,289 (R$1,570 on December 31, 2020).


 
 92

Companhia Brasileira de Distribuição

 

Notes to the interim financial statements

June 30, 2021

(In millions of Brazilian reais, unless otherwise stated)

 
  
24.Revenue from the sale of goods and / or services

 

The detailed information on revenue from the sale of goods and/or services were presented in the annual financial statements for 2020, in note 26.

  Parent Company   Consolidated
  06.30.2021 06.30.2020   06.30.2021 06.30.2020
Gross sales:         Restated
Goods 13,485 14,717   25,927 26,387
Services rendered 223 199   962 739
Sales returns and cancellations (118) (103)   (181) (147)
  13,590 14,813   26,708 26,979
           
Taxes on sales (1,000) (1,287)   (2,377) (2,560)
Net operating revenues 12,590 13,526   24,331 24,419

 

25.Expenses by nature

The detailed information on expenses by nature were presented in the annual financial statements for 2020, in note 27.

  Parent Company   Consolidated
  06.30.2021 06.30.2020   06.30.2021 06.30.2020
          Restated
Cost of inventories (8,726)  (9,399)   (17,036)     (17,236)
Personnel expenses (1,375)  (1,560)   (2,583) (2,644)
Outsourced services (227)  (239)   (442)  (418)
Overhead expenses (588)  (582)   (1,163)  (1,056)
Commercial expenses (439)  (491)   (776)  (816)
Other expenses (253)  (324)   (606)  (668)
  (11,608) (12,595)   (22,606) (22,838)
           
Cost of sales (9,319)  (10,046)   (18,075) (18,309)
Selling expenses (1,972)  (2,209)   (3,676)  (3,724)
General and administrative expenses (317)  (340)   (855)  (805)
  (11,608)  (12,595)   (22,606) (22,838)

 

 
 93

Companhia Brasileira de Distribuição

 

Notes to the interim financial statements

June 30, 2021

(In millions of Brazilian reais, unless otherwise stated)

 
  

 

26.Other operating expenses, net

The detailed information on other operating expenses, net were presented in the annual financial statements for 2020, in note 28.

  Parent Company   Consolidated
  06.30.2021 06.30.2020   06.30.2021 06.30.2020
          Restated
Tax installments and other tax risks 22  (28)   12  (37)
Restructuring expenses (*) (113)  (189)   (126)  (250)
Losses on disposal of property (**) 15  241   (6) 232
Covid-19 prevention expenses (***) - (82)   - (132)
Others - (2)   - (2)
Total (76) (60)   (120) (189)

(*) Amounts related to expenses with the restructuring of operating activities and expenses in the acquisition process of Exito’s Group in 2020 and expenses related to Sendas’ spin-off.

(**) The result of property, plant and equipment for the period ended June 30, 2020 was mainly impacted by the Sale and Leaseback operations in the amount of R$64, the sale of 3 stores in the city of Curitiba in the amount of R$68 and the partial sale of 1 non core property in the city of São Paulo in the amount of R$138.

(***) Expenses incurred as a result of the pandemic refer to the purchase of personal protection items and the adequacy of the stores, overtime expenses, expenses with internal and external communication, incremental expenses with transport and cleaning service and sanitation.

27.Financial income (expenses), net

The detailed information on financial income (expenses), net, net were presented in the annual financial statements for 2020, in note 29.

  Parent Company   Consolidated
  06.30.2021 06.30.2020   06.30.2021 06.30.2020
          Restated
Finance expenses:          
Cost of debt (128) (146)   (170) (190)
Cost of the discounting of receivables (32) (35)   (32) (36)
Monetary restatement loss (84) (102)   (185) (201)
Interest on lease liabilities (291) (260)   (364) (362)
Other finance expenses (36) (42)   (38) (58)
Total financial expenses (571) (585)   (789) (847)
           
Financial income:          
Income from short term instruments 14 48   49 109
Monetary restatement gain (*) 167 82   207 121
Other financial income 3 3   5 5
Total financial income 184 133   261 235
           
Total (387) (452)   (528) (612)

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

(*) The Company recorded a credit of R$89 for the period ended June 30, 2021, referring to the monetary restatement of the tax credit described in Note 20.9.

 
 94

Companhia Brasileira de Distribuição

 

Notes to the interim financial statements

June 30, 2021

(In millions of Brazilian reais, unless otherwise stated)

 
  
28.Earnings per share

The information on earnings per share was presented in the annual financial statements for 2020, in note 30.

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

06.30.2021   06.30.2020
  Ordinary   Ordinary
      Restated
Basic numerator      
Net income (loss) allocated to continued operations 116    (161)
Net income (loss) allocated to discontinued operations (1)    356
Net income (loss) allocated to common shareholders 115   195
       
Basic denominator (millions of shares)      
Weighted average of shares 268   268
       
Basic earnings (loss) per shares (R$) – continued operations 0,43238   (0,60121)
Basic earnings (loss) per shares (R$) - discontinued operations (0,00373)   1,32938
Basic earnings (loss) per shares (R$) - total 0,42866   0,72817
       
Diluted numerator      
Net income (loss) allocated to continued operations 116   (161)
Net income (loss) allocated to discontinued operations (1)    356
Net income (loss) allocated to common shareholders 115   195
       
Diluted denominator      
Weighted average of shares (in millions) 268   268
Stock option 1   1
Diluted weighted average of shares (millions) 269   269
       
Diluted earnings (loss) per shares (R$) – continued operations 0,43154   (0,60008)
Diluted earnings per shares (R$) – discontinued operations (0,00372)   1,32688
Diluted earnings (loss) per shares (R$) – total 0,42782   0,72680

 

 
 95

Companhia Brasileira de Distribuição

 

Notes to the interim financial statements

June 30, 2021

(In millions of Brazilian reais, unless otherwise stated)

 
  

 

29.Segment information

 

Management considers the following segments:

·Food retail – includes the banners “Pão de Açúcar”, “Extra Hiper”, “Extra Supermercado” / “Mercado Extra”, “Minimercado Extra”, “Minuto Pão de Açúcar”, “Comprebem”, “Posto Extra, “Drogaria Extra” and “GPA Malls”.
·Éxito Group - includes the company Éxito (Colômbia) and its subsidiaries Libertad (Argentina) and Disco (Uruguay). Éxito also operates the brands Surtimax, Super Inter, and Carulla.

The cash and carry segment, Assai, was spun off to the Company's shareholders and is presented as a discontinued operation on June 30, 2020. The other businesses are composed of the results of James, Cheftime, Stix and Cnova N.V. Both segments are maintained in this note for purposes of reconciliation with the consolidated financial statements.

The eliminations of the result and balance sheet are presented within the segment itself.

Expenses related to the acquisition of Éxito and the tax on profits earned abroad paid in Brazil are considered in the Éxito Group.

Information on the Company’s segments as of June 30, 2021 is included in the table below:

 

 
 96

Companhia Brasileira de Distribuição

 

Notes to the interim financial statements

June 30, 2021

(In millions of Brazilian reais, unless otherwise stated)

 
  

 

Description Retail   Exito Group   Others businesses    Discontinued operations   Total
06.30.2021 06.30.2020   06.30.2021 06.30.2020   06.30.2021 06.30.2020   06.30.2021 06.30.2020   06.30.2021 06.30.2020
          Restated           Restated     Restated
                             
Net operating revenue 13,163  14,064   11,141  10,331   27  24   - -   24,331 24,419
Gross profit 3,382  3,575   2,854  2,528   20  7      - -   6,256 6,110
Depreciation and amortization (570)  (524)   (389)  (345)   (5)  (3)   - -   (964) (872)
Share of profit of subsidiaries and associates 29  51   6  (41)   (48)  (46)   - -   (13) (36)
Operating income 370  460   374  124   (116)  (100)   - -   628 484
Net financial expenses (391)  (453)   (136)  (158)   (1)  (1)      - -   (528) (612)
Profit(loss) before income tax and social contribution (21)  7   238  (34)   (117)  (101)   - -   100 (128)
Income tax and social contribution 116  1   (69)  35   10  2   - -   57 38
Net income (loss) for continued operations 95  8   169  1   (107)  (99)   - -   157 (90)
Net income (loss)  for discontinued operations (1)  54   -  (1)      -  1      - 302   (1) 356
Net income (loss) for the period 94  62   169  -   (107)  (98)   - 302   156 266
                             
  06.30.2021 12.31.2020   06.30.2021 12.31.2020   06.30.2021 12.31.2020   06.30.2021 12.31.2020   06.30.2021 12.31.2020
Current assets 8,418 9,531   5,756 8,015   113 95   - -   14,287 17,641
Noncurrent assets 16,254  16,672   16,892 18,930   82 52   - -   33,228 35,654
Current liabilities 7,543  8,573   6,824 9,729   178 181   - -   14,545 18,483
Noncurrent liabilities 13,668  14,390   3,897 3,620   4 (5)   - -   17,569 18,005
Shareholders' equity 3,461  3,240   11,927 13,596   13 (29)   - -   15,401 16,807

 

 

 
 97

Companhia Brasileira de Distribuição

 

Notes to the interim financial statements

June 30, 2021

(In millions of Brazilian reais, unless otherwise stated)

 
  

The Company and its subsidiaries operate primarily as a retailer of food, clothing, home appliances and other products. Total revenues by geographic region is showed below:

  06.30.2021   06.30.2020
Brazil      
     Retail 13,163   14,064
     Others businesses 27   24
  13,190   14,088
       
Exito Group      
     Colombia 8,558    7,883
     Uruguay 1,878   1,807
     Argentina 705    641
  11,141   10,331
Total net operating revenue 24,331   24,419
30.Non cash transactions

The Company had transactions that was not represent disbursement of cash and therefore was not presented at the statement of cash flow, as presented below:

·Purchase of fixed assets not paid yet as note 14.1;
·Purchase of intangible assets not paid yet as per note 15.2;

 

31.Non-current assets held for sale

Information on discontinued operations was presented in the 2020 annual financial statements, in note 33.

 

On June 1, 2021, the Company's Board of Directors resolved on the sale of 5 properties via Sale Lease Back transactions.

 

    Parent Company   Consolidated
    06.03.2021   12.31.2020   06.30.2021   12.31.2020
                 
Real estate / land-parent company   204   78   204   78
Exito real estate projects   -   -   29   31
Total   204   78   233   109
                 

 

 
 98

Companhia Brasileira de Distribuição

 

Notes to the interim financial statements

June 30, 2021

(In millions of Brazilian reais, unless otherwise stated)

 
  

 

32.Discontinued operations
a)Sendas

On December 31, 2020, the Company ceased to control the subsidiary Sendas, as a result of the spin off detailed in note 1.1. in the annual financial statements for 2020, and Sendas' net income is presented as a discontinued operation. Below is the summary cash flow statement and income statement:

 

Cash flow: 06.30.2020
   
   
Cash flow provided by (used in) operating activities 1,790
Net cash provided by (used in) investing activities (198)
Net cash provided by (used in) financing activities (1,026)
Cash variation in the period 566

 

 

Income Statement 06.30.2020
   
Net operating revenue 16,033
Net income before income tax and social contribution 445
Income tax and social contribution (144)
Net income for the period 302

 

 

 

b) Composition of discontinued operations

 

 

     
  06.30.2021   06.30.2020
Net income - Sendas -   302
Other results from discontinued operations (*) (1)   54
Net income from discontinued operations presented in the consolidated income statement of the Company (1)   356
       
Attributable:      
Controlling shareholders of the Company (1)   356
Participation of non-controlling shareholders -   -

(*) The indemnity costs of contingencies arising from periods prior to the acquisition, paid to Via Varejo, pursuant to IFRS 5, are presented under discontinued activities. The indemnity costs expense as of June 30, 2021 was R$1 (R$54 of revenue as of June 30, 2020).

 
 99

Companhia Brasileira de Distribuição

 

Notes to the interim financial statements

June 30, 2021

(In millions of Brazilian reais, unless otherwise stated)

 
  

 

33.Subsequent events

 

33.1.Issuance of promissory notes

On July 20, 2021, the Company's Board of Directors approved the realization of its 5th issue of commercial promissory notes, in 2 series, maturing between 4 and 5 years, in the total amount of R$1,000 for public distribution with efforts placement restrictions, pursuant to CVM Instruction 476, which will be used to reinforce working capital and/or lengthen the debt profile.

 

 
 100

Companhia Brasileira de Distribuição

 

Notes to the interim financial statements

June 30, 2021

(In millions of Brazilian reais, unless otherwise stated)

 
  

Other information deemed as relevant by the Company

Shareholder position - 06/30/2021  
   
SHAREHOLDERS 'POSITION OF THE COMPANY'S CONTROLLERS, UP TO THE LEVEL OF INDIVIDUAL  
COMPANHIA BRASILEIRA DE DISTRIBUIÇÃO (Publicly held company)

Shareholding at 06/30/2021

(In units) Total

 
 
Shareholder Common Shares Preferred Shares Total  
Number % Number % Number %  
Wilkes Participações S/A 94,019,178 34.96% 0 0.00% 94,019,178 34.96%  
Jean-Charles Naouri* 1 0.00% 0 0.00% 1 0.00%  
Geant International BV* 9,423,742 3.50% 0 0.00% 9,423,742 3.50%  
Segisor* 5,600,050 2.08% 0 0.00% 5,600,050 2.08%  
Casino Guichard Perrachon* 2 0.00% 0 0.00% 2 0.00%  
King LLC* 852,000 0.32% 0 0.00% 852,000 0.32%  
Helicco Participações Ltda. 581,600 0.22% 0 0.00% 581,600 0.22%  
BTG Pactual 14,197,600 5.28% 0 0.00% 14,197,600 5.28%  
Board of Directors 751,543 0.28% 0 0.00% 751,543 0.28%  
Board of Executive Officers 92,065 0.03% 0 0.00% 92,065 0.03%  
Fiscal Council 0 0.00% 0 0.00% 0 0.00%  
Treasury Shares 161,636 0.06% 0 0.00% 161,636 0.06%  
Others 143,216,256 53.26% 0 0.00% 143,216,256 53.26%  
Total 268,895,673 100.00% 0 0.00% 268,895,673 100.00%  
(*) Non-resident company.              
               

 

DISTRIBUTION OF THE SOCIAL CAPITAL OF THE LEGAL ENTITY (SHAREHOLDER OF THE COMPANY), UP TO THE LEVEL OF THE INDIVIDUAL

 
WILKES PARTICIPAÇÕES S.A

Shareholding

(In units)

 
Shareholder/Quotaholder Common Shares Preferred Shares Total  
Number % Number Number % Number  
Casino Guichard Perrachon* 2 0.00% 0 0.00% 2 0.00%  
Segisor* 223,698,566 100.00% 0 0.00% 223,698,566 100.00%  
Treasury Shares 0 0.00% 0 0.00% 0 0.00%  
TOTAL 223,698,568 100.00% 0 0.00% 223,698,568 100.00%  
(*) Non-resident company.              
               

 

DISTRIBUTION OF THE SOCIAL CAPITAL OF THE LEGAL ENTITY (SHAREHOLDER OF THE COMPANY), UP TO THE LEVEL OF THE INDIVIDUAL

 
SEGISOR

Shareholding

(In units)

 
QUOTAHOLDER QTD QUOTAS % AÇÕES PN % Quantidade %  
Casino Guichard Perrachon* 1,774,479,286 100.00% 0 0.00% 1,774,479,286 100.00%  
TOTAL 1,774,479,286 100.00% 0 0.00% 1,774,479,286 100.00%  
               
               
               
 
 101

Companhia Brasileira de Distribuição

 

Notes to the interim financial statements

June 30, 2021

(In millions of Brazilian reais, unless otherwise stated)

 
  

 

Other information deemed as relevant by the Company  
               
DISTRIBUTION OF THE SOCIAL CAPITAL OF THE LEGAL ENTITY (SHAREHOLDER OF THE COMPANY), UP TO THE LEVEL OF THE INDIVIDUAL  
ONPER INVESTIMENTOS 2015 S.L.

Shareholding

(In units)

 
SHAREHOLDER AÇÕES ON % AÇÕES PN % Number %  
ALMANACENES ÉXITO S.A.* 3,000 100.00% 0 0.00% 3,000 100.00%  
TOTAL 3,000 100.00% 0 0.00% 3,000 100.00%  
               
DISTRIBUTION OF THE SOCIAL CAPITAL OF THE LEGAL ENTITY (SHAREHOLDER OF THE COMPANY), UP TO THE LEVEL OF THE INDIVIDUAL  
ALMANACENES ÉXITO S.A. Posição em (em unidades)  
SHAREHOLDER* AÇÕES ON % AÇÕES PN % Quantidade %  
Companhia Brasileira de Distribuição 409,876,436 91.57% 0 0.00% 409,876,436 91.57%  
GPA 2 Empreendimentos e Participações Ltda. 22.380.232 5.00% 0 0.00% 22,380,232 5.00%  
Minority 15,347,648 3.43% 0 0.00% 15,347,648 3.43%  
TOTAL 447,604,316 100.00% 0 0.00% 447,604,316 100.00%  
               
CONSOLIDATED SHAREHOLDING OF CONTROLLING PARTIES AND MANAGEMENT AND OUTSTANDINGSHARES

Shareholding at 06/30/2021

(In units) Total

 
 
Shareholder Common Shares Preferred Shares  
Number % Number Number % Number  
Controlling parties            110,476,573 41.09% 0 0.00%       110,476,573 41.09%  
               
Management              
Board of Directors                   751,543 0.28% 0 0.00%                   751,543 0.28%  
Board of Executive Officers                        92,065 0.03% 0 0.00%                        92,065 0.03%  
               
Treasury Shares                 161,636 0.06% 0 0.00%                 161,636 0.06%  
               
Other Shareholdersas           157,413,856 58.54% 0 0.00%           157,413,856 58.54%  
               
Total          268,895,673 100.00% 0 0.00%          268,895,673 100.00%  
               
Outstanding Shares 158,257,464 58.85% 0 0.00% 158,257,464 58.85%  
               
CONSOLIDATED SHAREHOLDING OF CONTROLLING PARTIES AND MANAGEMENT AND OUTSTANDINGSHARES

Shareholding at 06/30/2020

(In units) Total

 
 
Shareholder Common Shares Preferred Shares  
Number % Number Number % Number  
Controlling parties 110,476,573 41.21% 0 0.00%    110,476,573 41.21%  
               
Management              
Board of Directors                        563,805 0.21% 0 0.00%           563,805 0.21%  
Board of Executive Officers                188,536    0.07% 0 0.00%              188,536 0.07%  
Board of Fiscal 37,078 0.01% 0 0.00% 37,078 0.01%  
               
Treasury Shares 239,060    0.09% 0 0.00%             239,060 0.09%  
               
Other Shareholdersas  156,544,445 58.40% 0 0.00%      156,544,445 58.40%  
               
Total                268,049,496 100.00% 0 0.00%     268,049,496 100.00%  
               
Outstanding Shares                157,333,864 58.70% 0 0.00%      157,333,864 58.70%  

 

 
 102
 

 

SIGNATURES

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



     
    COMPANHIA BRASILEIRA DE DISTRIBUIÇÃO
Date:  July 28, 2021 By:    /s/ Jorge Faiçal            
             Name:   Jorge Faiçal
             Title:     Chief Executive Officer
       
     By:    /s/ Isabela Cadenassi            
             Name: Isabela Cadenassi
             Title: Investor Relations Officer



FORWARD-LOOKING STATEMENTS

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