UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16
under the Securities Exchange Act of 1934
For the month of November 2015
Commission File Number: 001-15102
Embraer S.A.
Av. Brigadeiro Faria Lima, 2170
12227-901 São José dos Campos, São Paulo, 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): ¨
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): ¨
This report on Form 6-K shall be deemed to be filed and incorporated by
reference in the registration statement on Form F-3 (File No. 333-195376) and to be a part thereof from the date on which this report is furnished, to the extent not superseded by documents or reports subsequently filed or furnished.
EXHIBIT INDEX
2
Exhibit I
CAUTIONARY STATEMENTS REGARDING FORWARD-LOOKING INFORMATION
This report on Form 6-K includes forward-looking statements, within the meaning of Section 27A of the U.S. Securities Act of 1933, as amended, or the
Securities Act, and Section 21E of the U.S. Securities Exchange Act of 1934, as amended, or the Exchange Act. These forward-looking statements include, but are not limited to, statements about the current conditions and future trends in the
airline industry and executive jet market, our financial condition, results of operations, cash flows, dividends, financing plans, business strategies, operating efficiencies or synergies, budgets, capital and other expenditures, competitive
positions, growth opportunities for existing products, benefits from new technology, plans and objectives of our management, and other matters.
These
forward-looking statements are based largely on our current beliefs and expectations about future events and financial trends affecting our businesses and are subject to risks, uncertainties and assumptions, including, among other things:
|
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our ability to generate sufficient cash flow to service all of our current and future indebtedness; |
|
|
general economic, political and business conditions, both in Brazil and in other markets; |
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changes in competitive conditions and in the general level of demand for our products; |
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managements expectations and estimates concerning our future financial performance, financing plans and programs and the effects of competition; |
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the effects of customers canceling, modifying and/or rescheduling contractual orders; |
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the effect on our revenues changes to the defense budgets of the Brazilian federal government or other national governments; |
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continued successful development and marketing of the EMBRAER 170/190 jet family, our line of executive jets (including the Phenom 100, Phenom 300, Lineage 1000, Legacy 450 and Legacy 500) and our defense aircraft;
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our level of indebtedness; |
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anticipated trends in our industry, including but not limited to the continuation of long-term trends in passenger traffic and revenue yields in the airline industry; |
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our short- and long-term outlook for the 30-120 seat commercial airline market; |
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inflation and fluctuation in exchange rates; |
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the impact of volatile fuel prices and the airline industrys response; |
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our ability to develop and deliver our products on a timely basis; |
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availability of sales financing for our existing and potential customers; |
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existing and future governmental regulation impacting our operations; |
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our relationship with our workforce; |
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other risk factors discussed under the heading Item 3D- Risk Factors in our 2014 Form 20-F filed on March 27, 2015; and |
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other risk factors discussed under Risk Factors in our Form F-3 Filed June 24, 2014 (File No. 333-I95376). |
The words believe, may, will, estimate, plan, continue, anticipate,
intend, expect and similar words are intended to identify forward-looking statements. We undertake no obligation to update publicly or revise any forward-looking statements because of new information, future events or other
factors. In light of these risks and uncertainties, the forward-looking events and circumstances discussed in this annual report might not occur. Our actual results and performance could differ substantially from those anticipated in our
forward-looking statements.
3
Exhibit II
Embraer S.A.
Condensed Consolidated Interim Financial Statements at
September 30, 2015
4
INDEX TO CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
5
Report of Independent Registered Public Accounting Firm
To the Board of Directors and Shareholders
Embraer S.A.
We have reviewed the condensed consolidated statement of financial position of Embraer S.A. and subsidiaries as of September 30, 2015, the related condensed
consolidated statements of income and comprehensive income for the three and nine-month periods ended September 30, 2015 and 2014, and shareholders equity and cash flows for the nine-month periods ended September 30, 2015 and 2014.
These condensed consolidated interim financial statements are the responsibility of the Companys management.
We conducted our reviews in accordance
with the standards of the Public Company Accounting Oversight Board (United States). A review of interim financial information consists principally of applying analytical procedures and making inquiries of persons responsible for financial and
accounting matters. It is substantially less in scope than an audit conducted in accordance with the standards of the Public Company Accounting Oversight Board (United States), the objective of which is the expression of an opinion regarding the
financial statements taken as a whole. Accordingly, we do not express such an opinion.
Based on our reviews, we are not aware of any material
modifications that should be made to the condensed consolidated interim financial statements referred to above for them to be in conformity with International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards
Board (IASB).
We have previously audited, in accordance with standards of the Public Company Accounting Oversight Board (United States), the consolidated
statement of financial position of Embraer S.A. and subsidiaries as of December 31, 2014, and the related consolidated statements of income, comprehensive income, shareholders equity, and cash flows for the year then ended (not presented
herein); and in our report dated March 27, 2015, we expressed an unqualified opinion on those consolidated financial statements. In our opinion, the information set forth in the accompanying condensed consolidated statement of financial
position as of December 31, 2014, is fairly stated, in all material respects, in relation to the consolidated statement of financial position from which it has been derived.
São José dos Campos Brazil
November 13,
2015
/s/ KPMG Auditores Independentes
6
Embraer S.A.
Condensed Consolidated Statements of Financial Position
as of September 30, 2015 and December 31, 2014
(In
millions of U.S. dollars)
|
|
|
|
|
|
|
|
|
|
|
|
|
ASSETS |
|
Note |
|
|
09.30.2015 |
|
|
12.31.2014 |
|
CURRENT |
|
|
|
|
|
|
(Unaudited |
) |
|
|
|
|
Cash and cash equivalents |
|
|
3 |
|
|
|
1,954.5 |
|
|
|
1,713.0 |
|
Financial investments |
|
|
4 |
|
|
|
524.0 |
|
|
|
710.6 |
|
Trade accounts receivable, net |
|
|
|
|
|
|
827.2 |
|
|
|
696.9 |
|
Derivative financial instruments |
|
|
5 |
|
|
|
5.2 |
|
|
|
5.2 |
|
Customer and commercial financing |
|
|
|
|
|
|
8.9 |
|
|
|
13.6 |
|
Collateralized accounts receivable |
|
|
|
|
|
|
9.3 |
|
|
|
9.0 |
|
Inventories |
|
|
6 |
|
|
|
2,762.8 |
|
|
|
2,405.3 |
|
Income tax and social contribution |
|
|
|
|
|
|
131.6 |
|
|
|
89.2 |
|
Other assets |
|
|
|
|
|
|
155.5 |
|
|
|
167.9 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
6,379.0 |
|
|
|
5,810.7 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NON-CURRENT |
|
|
|
|
|
|
|
|
|
|
|
|
Financial investments |
|
|
4 |
|
|
|
267.0 |
|
|
|
45.8 |
|
Trade accounts receivable |
|
|
|
|
|
|
3.0 |
|
|
|
6.9 |
|
Derivative financial instruments |
|
|
5 |
|
|
|
11.6 |
|
|
|
12.7 |
|
Customer and commercial financing |
|
|
|
|
|
|
46.0 |
|
|
|
55.0 |
|
Collateralized accounts receivable |
|
|
|
|
|
|
418.9 |
|
|
|
416.6 |
|
Guarantee deposits |
|
|
|
|
|
|
580.2 |
|
|
|
582.0 |
|
Deferred income tax and social contribution |
|
|
12 |
|
|
|
1.1 |
|
|
|
8.1 |
|
Other assets |
|
|
|
|
|
|
216.2 |
|
|
|
186.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,544.0 |
|
|
|
1,313.2 |
|
Investments |
|
|
|
|
|
|
0.4 |
|
|
|
0.4 |
|
Property, plant and equipment, net |
|
|
|
|
|
|
2,024.0 |
|
|
|
2,025.8 |
|
Intangible assets, net |
|
|
10 |
|
|
|
1,348.5 |
|
|
|
1,260.9 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4,916.9 |
|
|
|
4,600.3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
TOTAL ASSETS |
|
|
|
|
|
|
11,295.9 |
|
|
|
10,411.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The accompanying notes are an integral part of these consolidated interim financial statements.
7
Embraer S.A.
Condensed Consolidated Statements of Financial Position
as of September 30, 2015 and December 31, 2014
(In
millions of U.S. dollars)
|
|
|
|
|
|
|
|
|
|
|
|
|
LIABILITIES |
|
Note |
|
|
09.30.2015 |
|
|
12.31.2014 |
|
CURRENT |
|
|
|
|
|
|
(Unaudited |
) |
|
|
|
|
Trade accounts payable |
|
|
|
|
|
|
983.6 |
|
|
|
980.6 |
|
Loans and financing |
|
|
11 |
|
|
|
311.8 |
|
|
|
89.7 |
|
Non-recourse and recourse debt |
|
|
|
|
|
|
17.3 |
|
|
|
10.3 |
|
Other payables |
|
|
|
|
|
|
310.1 |
|
|
|
324.5 |
|
Advances from customers |
|
|
|
|
|
|
681.9 |
|
|
|
652.5 |
|
Derivative financial instruments |
|
|
5 |
|
|
|
42.8 |
|
|
|
15.4 |
|
Taxes and payroll charges payable |
|
|
|
|
|
|
62.3 |
|
|
|
125.6 |
|
Income tax and social contribution |
|
|
|
|
|
|
36.7 |
|
|
|
8.6 |
|
Financial guarantee and residual value |
|
|
13 |
|
|
|
68.5 |
|
|
|
29.5 |
|
Dividends payable |
|
|
|
|
|
|
7.9 |
|
|
|
37.3 |
|
Unearned income |
|
|
|
|
|
|
167.0 |
|
|
|
183.5 |
|
Provisions |
|
|
14.1 |
|
|
|
102.9 |
|
|
|
95.4 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2,792.8 |
|
|
|
2,552.9 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NON-CURRENT |
|
|
|
|
|
|
|
|
|
|
|
|
Loans and financing |
|
|
11 |
|
|
|
3,077.6 |
|
|
|
2,418.4 |
|
Non-recourse and recourse debt |
|
|
|
|
|
|
380.4 |
|
|
|
389.7 |
|
Other payables |
|
|
|
|
|
|
40.4 |
|
|
|
87.6 |
|
Advances from customers |
|
|
|
|
|
|
174.5 |
|
|
|
176.1 |
|
Taxes and payroll charges payable |
|
|
|
|
|
|
78.2 |
|
|
|
144.1 |
|
Deferred income tax and social contribution |
|
|
12 |
|
|
|
535.2 |
|
|
|
270.4 |
|
Financial guarantee and residual value |
|
|
13 |
|
|
|
135.0 |
|
|
|
208.5 |
|
Unearned income |
|
|
|
|
|
|
196.9 |
|
|
|
145.4 |
|
Provisions |
|
|
14.1 |
|
|
|
115.2 |
|
|
|
153.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4,733.4 |
|
|
|
3,993.3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
7,526.2 |
|
|
|
6,546.2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
TOTAL LIABILITIES |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
SHAREHOLDERS EQUITY |
|
|
|
|
|
|
|
|
|
|
|
|
Capital |
|
|
16.1 |
|
|
|
1,438.0 |
|
|
|
1,438.0 |
|
Treasury shares |
|
|
16.3 |
|
|
|
(43.4 |
) |
|
|
(60.1 |
) |
Revenue reserves |
|
|
|
|
|
|
2,430.2 |
|
|
|
2,429.5 |
|
Share-based remuneration |
|
|
|
|
|
|
34.9 |
|
|
|
33.1 |
|
Accumulated other comprehensive loss |
|
|
|
|
|
|
(116.8 |
) |
|
|
(75.7 |
) |
Retained losses |
|
|
|
|
|
|
(80.5 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3,662.4 |
|
|
|
3,764.8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-controlling interest |
|
|
|
|
|
|
107.3 |
|
|
|
100.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
TOTAL
SHAREHOLDERS EQUITY |
|
|
|
|
|
|
3,769.7 |
|
|
|
3,864.8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
TOTAL LIABILITIES
AND SHAREHOLDERS EQUITY |
|
|
|
|
|
|
11,295.9 |
|
|
|
10,411.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The accompanying notes are an integral part of these consolidated interim financial statements.
8
Embraer S.A.
Condensed Consolidated Statements of Income
Quarter
and Year to date on September 30, 2015 and 2014
(In millions of U.S. dollars, except weighed average shares and earnings (losses) per share)
|
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|
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|
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|
|
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|
|
|
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|
|
Note |
|
|
Quarter 09.30.2015 |
|
|
YTD 09.30.2015 |
|
|
Quarter 09.30.2014 |
|
|
YTD 09.30.2014 |
|
|
|
|
|
|
(Unaudited) |
|
|
(Unaudited) |
|
|
(Unaudited) |
|
|
(Unaudited) |
|
Revenue |
|
|
|
|
|
|
1,284.6 |
|
|
|
3,853.7 |
|
|
|
1,239.7 |
|
|
|
4,243.3 |
|
Cost of sales and services |
|
|
|
|
|
|
(1,060.0 |
) |
|
|
(3,092.1 |
) |
|
|
(997.6 |
) |
|
|
(3,347.1 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross Profit |
|
|
|
|
|
|
224.6 |
|
|
|
761.6 |
|
|
|
242.1 |
|
|
|
896.2 |
|
Operating Income (Expense) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Administrative |
|
|
|
|
|
|
(42.6 |
) |
|
|
(132.4 |
) |
|
|
(51.6 |
) |
|
|
(152.1 |
) |
Selling |
|
|
|
|
|
|
(78.4 |
) |
|
|
(264.7 |
) |
|
|
(99.2 |
) |
|
|
(306.7 |
) |
Research |
|
|
|
|
|
|
(8.6 |
) |
|
|
(26.8 |
) |
|
|
(9.7 |
) |
|
|
(30.4 |
) |
Other operating income (expense), net |
|
|
|
|
|
|
(10.6 |
) |
|
|
(71.5 |
) |
|
|
(13.5 |
) |
|
|
(60.0 |
) |
Equity in income (losses) of associates |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating profit before financial income |
|
|
|
|
|
|
84.4 |
|
|
|
266.2 |
|
|
|
68.1 |
|
|
|
347.0 |
|
Financial income (expense), net |
|
|
|
|
|
|
(1.2 |
) |
|
|
(15.8 |
) |
|
|
(2.9 |
) |
|
|
(1.9 |
) |
Foreign exchange gain, net |
|
|
|
|
|
|
(24.2 |
) |
|
|
20.1 |
|
|
|
5.7 |
|
|
|
9.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Profit before taxes on income |
|
|
|
|
|
|
59.0 |
|
|
|
270.5 |
|
|
|
70.9 |
|
|
|
354.1 |
|
Income tax expense |
|
|
12.2 |
|
|
|
(164.4 |
) |
|
|
(303.7 |
) |
|
|
(77.1 |
) |
|
|
(101.3 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) for the period |
|
|
|
|
|
|
(105.4 |
) |
|
|
(33.2 |
) |
|
|
(6.2 |
) |
|
|
252.8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Attributable to: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Owners of Embraer |
|
|
|
|
|
|
(109.6 |
) |
|
|
(42.0 |
) |
|
|
(10.7 |
) |
|
|
243.3 |
|
Non-controlling interest |
|
|
|
|
|
|
4.2 |
|
|
|
8.8 |
|
|
|
4.5 |
|
|
|
9.5 |
|
Weighted average number of s hares (in thousands) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic |
|
|
18 |
|
|
|
729,060 |
|
|
|
729,060 |
|
|
|
733,258 |
|
|
|
733,258 |
|
Diluted |
|
|
18 |
|
|
|
732,121 |
|
|
|
732,360 |
|
|
|
736,906 |
|
|
|
737,017 |
|
Earnings (losses) per share-basic in US$ |
|
|
18 |
|
|
|
(0.1503 |
) |
|
|
(0.0576 |
) |
|
|
(0.0146 |
) |
|
|
0.3318 |
|
Earnings (losses) per share-diluted in US$ |
|
|
18 |
|
|
|
(0.1497 |
) |
|
|
(0.0573 |
) |
|
|
(0.0145 |
) |
|
|
0.3301 |
|
The accompanying notes are an integral part of these consolidated interim financial statements.
9
Embraer S.A.
Condensed Consolidated Statements of Comprehensive Income
Quarter and Year to date on September 30, 2015 and 2014
(In millions of U.S. dollars)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Quarter 09.30.2015 |
|
|
YTD 09.30.2015 |
|
|
Quarter 09.30.2014 |
|
|
YTD 09.30.2014 |
|
|
|
(Unaudited) |
|
|
(Unaudited) |
|
|
(Unaudited) |
|
|
(Unaudited) |
|
Net income (loss) for the period |
|
|
(105.4 |
) |
|
|
(33.2 |
) |
|
|
(6.2 |
) |
|
|
252.8 |
|
Items that are or may be reclassified subsequently to profit or loss |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Translation adjustments |
|
|
(6.4 |
) |
|
|
(25.4 |
) |
|
|
(33.6 |
) |
|
|
(34.6 |
) |
Financial instruments for hedge accounting |
|
|
(17.2 |
) |
|
|
(17.2 |
) |
|
|
|
|
|
|
|
|
Financial instruments available for sale |
|
|
(0.1 |
) |
|
|
|
|
|
|
2.7 |
|
|
|
(0.1 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other comprehensive loss, net of tax effects (i) |
|
|
(23.7 |
) |
|
|
(42.6 |
) |
|
|
(30.9 |
) |
|
|
(34.7 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total of comprehensive income (loss) |
|
|
(129.1 |
) |
|
|
(75.8 |
) |
|
|
(37.1 |
) |
|
|
218.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Attributable to: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Owners of Embraer |
|
|
(132.6 |
) |
|
|
(83.1 |
) |
|
|
(37.1 |
) |
|
|
215.0 |
|
Non-controlling interest |
|
|
3.5 |
|
|
|
7.3 |
|
|
|
|
|
|
|
3.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(129.1 |
) |
|
|
(75.8 |
) |
|
|
(37.1 |
) |
|
|
218.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(i) |
presented items above are net of deferred income tax. |
The accompanying notes are an integral part of these
consolidated interim financial statements.
10
Embraer S.A.
Condensed Consolidated Statements of Shareholders Equity
Nine-month periods ended September 30, 2015 and 2014
(In millions of U.S. dollars)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue reserve |
|
|
|
|
|
Accumulated other comprehensive (loss) |
|
|
|
|
|
|
|
|
|
|
|
|
Capital |
|
|
Treasury shares |
|
|
Share-based remuneration |
|
|
Investment subsidy |
|
|
Legal Reserve |
|
|
For investment and working capital |
|
|
Retained earnings |
|
|
Result in transactions with non controlling interest |
|
|
Actuarial gain (loss) on post employment benefit obligation |
|
|
Cumulative translation adjustment |
|
|
Other cumulative translation adjustment |
|
|
Total shareholders equity |
|
|
Non-controlling interest |
|
|
Total shareholders equity |
|
At December 31, 2013 |
|
|
1,438.0 |
|
|
|
(103.8 |
) |
|
|
27.8 |
|
|
|
40.1 |
|
|
|
165.3 |
|
|
|
2,000.1 |
|
|
|
|
|
|
|
(4.2 |
) |
|
|
(44.1 |
) |
|
|
14.2 |
|
|
|
0.2 |
|
|
|
3,533.6 |
|
|
|
98.6 |
|
|
|
3,632.2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income for the period |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
243.3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
243.3 |
|
|
|
9.5 |
|
|
|
252.8 |
|
Translation adjustments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(28.2 |
) |
|
|
|
|
|
|
(28.2 |
) |
|
|
(6.4 |
) |
|
|
(34.6 |
) |
Financial instruments available for sale |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(0.1 |
) |
|
|
(0.1 |
) |
|
|
|
|
|
|
(0.1 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total comprehensive income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
243.3 |
|
|
|
|
|
|
|
|
|
|
|
(28.2 |
) |
|
|
(0.1 |
) |
|
|
215.0 |
|
|
|
3.1 |
|
|
|
218.1 |
|
Share based remuneration |
|
|
|
|
|
|
|
|
|
|
4.3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4.3 |
|
|
|
|
|
|
|
4.3 |
|
Stock options grants exercised |
|
|
|
|
|
|
41.2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(22.2 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
19.0 |
|
|
|
|
|
|
|
19.0 |
|
Allocation of profits: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investment in subsidy |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1.3 |
|
|
|
|
|
|
|
|
|
|
|
(1.3 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest on own capital |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(47.9 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(47.9 |
) |
|
|
|
|
|
|
(47.9 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At September 30, 2014 (Unaudited) |
|
|
1,438.0 |
|
|
|
(62.6 |
) |
|
|
32.1 |
|
|
|
41.4 |
|
|
|
165.3 |
|
|
|
2,000.1 |
|
|
|
171.9 |
|
|
|
(4.2 |
) |
|
|
(44.1 |
) |
|
|
(14.0 |
) |
|
|
0.1 |
|
|
|
3,724.0 |
|
|
|
101.7 |
|
|
|
3,825.7 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At December 31, 2014 |
|
|
1,438.0 |
|
|
|
(60.1 |
) |
|
|
33.1 |
|
|
|
40.7 |
|
|
|
180.3 |
|
|
|
2,208.5 |
|
|
|
|
|
|
|
(4.2 |
) |
|
|
(44.9 |
) |
|
|
(25.7 |
) |
|
|
(0.9 |
) |
|
|
3,764.8 |
|
|
|
100.0 |
|
|
|
3,864.8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss for the period |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(42.0 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(42.0 |
) |
|
|
8.8 |
|
|
|
(33.2 |
) |
Translation adjustments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(23.9 |
) |
|
|
|
|
|
|
(23.9 |
) |
|
|
(1.5 |
) |
|
|
(25.4 |
) |
Financial instruments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(17.2 |
) |
|
|
(17.2 |
) |
|
|
|
|
|
|
(17.2 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
comprehensive income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(42.0 |
) |
|
|
|
|
|
|
|
|
|
|
(23.9 |
) |
|
|
(17.2 |
) |
|
|
(83.1 |
) |
|
|
7.3 |
|
|
|
(75.8 |
) |
Share based remuneration |
|
|
|
|
|
|
|
|
|
|
1.8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1.8 |
|
|
|
|
|
|
|
1.8 |
|
Stock options grants exercised |
|
|
|
|
|
|
16.7 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(10.8 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
5.9 |
|
|
|
|
|
|
|
5.9 |
|
Allocation of
profits: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investment in subsidy |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
0.7 |
|
|
|
|
|
|
|
|
|
|
|
(0.7 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest on own capital |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(27.0 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(27.0 |
) |
|
|
|
|
|
|
(27.0 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At September 30, 2015 (Unaudited) |
|
|
1,438.0 |
|
|
|
(43.4 |
) |
|
|
34.9 |
|
|
|
41.4 |
|
|
|
180.3 |
|
|
|
2,208.5 |
|
|
|
(80.5 |
) |
|
|
(4.2 |
) |
|
|
(44.9 |
) |
|
|
(49.6 |
) |
|
|
(18.1 |
) |
|
|
3,662.4 |
|
|
|
107.3 |
|
|
|
3,769.7 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The accompanying notes are an integral part of these consolidated interim financial statements.
11
Embraer S.A.
Condensed Consolidated Statements of Cash Flows
Nine-month periods ended September 30, 2015 and 2014
(In millions of U.S. dollars)
|
|
|
|
|
|
|
|
|
|
|
|
|
Note |
|
09.30.2015 |
|
|
09.30.2014 |
|
|
|
|
|
(Unaudited) |
|
|
(Unaudited) |
|
Operating activities |
|
|
|
|
|
|
|
|
|
|
Net income (loss) for the period |
|
|
|
|
(33.2 |
) |
|
|
252.8 |
|
Adjustment to net income (loss) for items not affecting cash |
|
|
|
|
|
|
|
|
|
|
Depreciation |
|
|
|
|
125.1 |
|
|
|
125.6 |
|
Amortization |
|
10 |
|
|
93.4 |
|
|
|
75.7 |
|
Contribution from suppliers |
|
10 |
|
|
(20.9 |
) |
|
|
(16.2 |
) |
Allowance (reversal) for inventory obsolescence |
|
|
|
|
10.6 |
|
|
|
(11.1 |
) |
Inventory and PPE provision for adjustment to realizable value |
|
|
|
|
(0.4 |
) |
|
|
19.3 |
|
Provision (reversal) for doubtful accounts |
|
|
|
|
6.7 |
|
|
|
(2.0 |
) |
Deferred income tax and social contribution |
|
12.2 |
|
|
284.4 |
|
|
|
41.1 |
|
Accrued interest |
|
|
|
|
15.0 |
|
|
|
12.4 |
|
Share-based remuneration |
|
|
|
|
1.8 |
|
|
|
4.3 |
|
Foreign exchange gain (loss), net |
|
|
|
|
(25.2 |
) |
|
|
(5.2 |
) |
Residual value guarantee |
|
13 |
|
|
(9.6 |
) |
|
|
(1.7 |
) |
Other |
|
|
|
|
17.5 |
|
|
|
(9.4 |
) |
Changes in assets: |
|
|
|
|
|
|
|
|
|
|
Financial investments |
|
|
|
|
12.2 |
|
|
|
46.4 |
|
Derivative financial instruments |
|
|
|
|
28.4 |
|
|
|
(1.9 |
) |
Collateralized accounts receivable and accounts receivable |
|
|
|
|
(148.0 |
) |
|
|
(227.7 |
) |
Customer and commercial financing |
|
|
|
|
13.8 |
|
|
|
(1.0 |
) |
Inventories |
|
|
|
|
(330.8 |
) |
|
|
(468.1 |
) |
Other assets |
|
|
|
|
(173.5 |
) |
|
|
(124.9 |
) |
Changes in liabilities: |
|
|
|
|
|
|
|
|
|
|
Trade accounts payable |
|
|
|
|
19.2 |
|
|
|
(67.1 |
) |
Non-recourse and recourse debt |
|
|
|
|
(2.2 |
) |
|
|
1.4 |
|
Other payables |
|
|
|
|
(65.7 |
) |
|
|
86.3 |
|
Contribution from suppliers |
|
|
|
|
134.6 |
|
|
|
138.8 |
|
Advances from customers |
|
|
|
|
89.5 |
|
|
|
1.0 |
|
Taxes and payroll charges payable |
|
|
|
|
(26.4 |
) |
|
|
(3.1 |
) |
Financial guarantees |
|
|
|
|
(24.9 |
) |
|
|
(68.7 |
) |
Other provisions |
|
|
|
|
39.6 |
|
|
|
24.8 |
|
Unearned income |
|
|
|
|
35.1 |
|
|
|
39.7 |
|
|
|
|
|
|
|
|
|
|
|
|
Net cash generated (used)
operating activities |
|
|
|
|
66.1 |
|
|
|
(138.5 |
) |
|
|
|
|
|
|
|
|
|
|
|
Investing activities |
|
|
|
|
|
|
|
|
|
|
Acquisition of property, plant and equipment |
|
|
|
|
(244.9 |
) |
|
|
(196.8 |
) |
Proceeds from sale of property, plant and equipment |
|
|
|
|
37.5 |
|
|
|
(0.1 |
) |
Additions to intangible assets |
|
10 |
|
|
(298.4 |
) |
|
|
(283.1 |
) |
Investments in associates |
|
|
|
|
(0.2 |
) |
|
|
(0.5 |
) |
Proceeds from/investments in financial investments |
|
|
|
|
(220.3 |
) |
|
|
1.9 |
|
Restricted cash reserved for construction of assets |
|
|
|
|
|
|
|
|
(0.4 |
) |
|
|
|
|
|
|
|
|
|
|
|
Net cash used in
investing activities |
|
|
|
|
(726.3 |
) |
|
|
(479.0 |
) |
|
|
|
|
|
|
|
|
|
|
|
Financing activities |
|
|
|
|
|
|
|
|
|
|
Repayment of borrowings |
|
|
|
|
(138.4 |
) |
|
|
(161.1 |
) |
Proceeds from borrowings |
|
|
|
|
1,305.7 |
|
|
|
374.6 |
|
Dividends and interest on own capital |
|
|
|
|
(53.5 |
) |
|
|
(81.7 |
) |
Proceeds from stock options exercised |
|
|
|
|
5.9 |
|
|
|
19.1 |
|
|
|
|
|
|
|
|
|
|
|
|
Net cash generated by
financing activities |
|
|
|
|
1,119.7 |
|
|
|
150.9 |
|
|
|
|
|
|
|
|
|
|
|
|
Increase (decrease) in cash
and cash equivalents |
|
|
|
|
459.5 |
|
|
|
(466.6 |
) |
Effects of exchange rate
changes on cash and cash equivalents |
|
|
|
|
(218.0 |
) |
|
|
(41.1 |
) |
Cash and cash
equivalents at the beginning of the
period |
|
3 |
|
|
1,713.0 |
|
|
|
1,683.7 |
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash
equivalents at the end of the
period |
|
3 |
|
|
1,954.5 |
|
|
|
1,176.0 |
|
|
|
|
|
|
|
|
|
|
|
|
The accompanying notes are an integral part of these consolidated interim financial statements.
12
Embraer S.A.
Notes to the Condensed Consolidated Interim Financial Statements
In millions of U.S. dollars, unless otherwise stated
Embraer S.A. (the Embraer or the Company) is a publicly-held Company
incorporated under the laws of the Federative Republic of Brazil with headquarters in São José dos Campos, State of São Paulo, Brazil. The corporate purpose of the Company is:
|
(i) |
To design, build and market aircraft and aerospace materials and related accessories, components and equipment, according to the highest standards of technology and quality; |
|
(ii) |
To perform and carry out technical activities related to the manufacturing and servicing of aerospace materials; |
|
(iii) |
To contribute to the training of technical personnel as necessary for the aerospace industry; |
|
(iv) |
To engage in other technological, manufacturing and business activities in connection with the aerospace industry, and to provide services therefor; |
|
(v) |
To design, build and trade in equipment, materials, systems, software, accessories and components for the defense, security and power industries, as well as perform and carry out technical activities related to the
manufacturing and servicing thereof, in accordance with the highest technological and quality standards; and |
|
(vi) |
To conduct other technological, manufacturing, trading and services activities related to the defense, security and power industries. |
The Companys shares are listed on the enhanced corporate governance segment of the Stock Exchange in Brazil (BM&FBOVESPA), known as the
New Market (Novo Mercado). Embraer S.A. also has American Depositary Shares (evidenced by American Depositary ReceiptsADRs) which are registered with the Securities and Exchange Commission (SEC) and are listed on the
New York Stock Exchange (NYSE). The Company has no controlling group and its capital is comprised entirely of common shares.
2. |
Presentation of the Financial Statements and Accounting Practices |
2.1 |
Presentation and preparation of the financial statements |
These condensed consolidated interim financial
statements have been prepared in accordance with IAS 34 Interim Financial Reporting. They do not include all the information required for a complete set of IFRS financial statements. However, selected explanatory notes are included to explain events
and transactions that are significant to an understanding of the changes in the Companys financial position and performance since the last annual consolidated financial statements as at and for the year ended December 31, 2014.
2.1.1 |
Basis of preparation |
These condensed consolidated interim financial statements were prepared under the
historical cost convention except when the item requires different criteria and adjusted to reflect assets and liabilities measured at fair value through profit or loss or marked to market when available for sale.
The preparation of financial statements requires the use of certain critical accounting estimates. It also requires management of the Company to exercise its
judgment in the process of applying the Companys accounting policies. These condensed consolidated interim financial statements include accounting estimates for certain assets, liabilities and other transactions.
The areas which involve a higher degree of judgment or complexity, or assumptions and estimates significant to the condensed consolidated interim financial
statements are consistent with those described in the consolidated financial statements as at and for the year ended December 31, 2014 (not included herein).
The actual results may differ from these estimates and assumptions.
The results of operations for the three and nine-month period ended September 30, 2015 are not necessarily indicative of the results to be expected for
the full fiscal year ending December 31, 2015.
13
Embraer S.A.
Notes to the Condensed Consolidated Interim Financial Statements
In millions of U.S. dollars, unless otherwise stated
The condensed consolidated interim financial statements include the balances of
September 30, 2015 financial statements of the Company and all subsidiaries that Embraer, directly or indirectly has control, special purpose entities (SPEs) for which the Company has control, exclusive investment funds (FIE) and participation
investment funds (FIP). Jointly controlled entities (joint ventures) are not consolidated and are presented as Investments and accounted for by the equity method. Joint operations are consolidated in the proportion of investiment.
All accounts and balances arising from transactions occurred between consolidated entities are eliminated.
2.1.3 |
Interest in other entities |
Interest in other entities is not consolidated in the consolidated financial
statements. As of September 30, 2015, these comprise AEL Sistemas SAAEL, domiciled in Porto Alegre, Brazil, in which Embraer Defesa e Segurança Participações S.A. has a 25% interest. AEL´s main
activities are research, development, manufacture and sales of electronic components: electronic equipment used in aviation and software programs. Despite its 25% interest, Embraer Defesa e Segurança Participações S.A. does not
have significant influence in AEL, and, therefore, the investment is classified as a non-current financial instrument asset, measured at fair value, and the changes in valuation are recognized in other comprehensive income and presented in
shareholders equity.
2.2 |
Summary of significant accounting policies |
There were no significant changes in the Companys
accounting policies from those disclosed in the financial statements of December 31, 2014.
3. |
Cash and cash equivalents |
|
|
|
|
|
|
|
|
|
|
|
09.30.2015 |
|
|
12.31.2014 |
|
|
|
(Unaudited) |
|
|
|
|
Cash and banks |
|
|
206.5 |
|
|
|
230.6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
206.5 |
|
|
|
230.6 |
|
|
|
|
|
|
|
|
|
|
Cash equivalents |
|
|
|
|
|
|
|
|
Private securities (i) |
|
|
495.9 |
|
|
|
973.4 |
|
Fixed deposits (ii) |
|
|
1,001.7 |
|
|
|
507.5 |
|
Investment funds |
|
|
|
|
|
|
1.5 |
|
Structured Notes (iii) |
|
|
250.4 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,748.0 |
|
|
|
1,482.4 |
|
|
|
|
|
|
|
|
|
|
|
|
|
1,954.5 |
|
|
|
1,713.0 |
|
|
|
|
|
|
|
|
|
|
(i) |
Investment in Bank Deposit Certificates CDBs and Repurchase AgreementREPO, issued by Brazilian financial institutions, with original maturities of 90 days or less for which there are no penalties on
remuneration if the Company decides to terminate the transaction before the original maturity date. |
(ii) |
Fixed term deposits with highly-rated financial institutions with original maturities of 90 days or less. |
(iii) |
Structured Note issued by a investment graded financial institution, maturing within 90 days from the date of issuance, subject to the risk of Brazilian government debt securities issued in Brazil. |
14
Embraer S.A.
Notes to the Condensed Consolidated Interim Financial Statements
In millions of U.S. dollars, unless otherwise stated
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
09.30.2015 (Unaudited) |
|
|
12.31.2014 |
|
|
|
Assets measured at fair value through profit or loss |
|
|
Held to maturity |
|
|
Available for sa le |
|
|
Total |
|
|
Assets measured at fair va lue through profit or loss |
|
|
Held to maturity |
|
|
Available for sale |
|
|
Total |
|
Financial instruments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Public securities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1.1 |
|
|
|
|
|
|
|
1.1 |
|
Private securities |
|
|
366.4 |
|
|
|
|
|
|
|
|
|
|
|
366.4 |
|
|
|
412.4 |
|
|
|
|
|
|
|
|
|
|
|
412.4 |
|
Money market funds |
|
|
157.2 |
|
|
|
|
|
|
|
|
|
|
|
157.2 |
|
|
|
287.9 |
|
|
|
|
|
|
|
|
|
|
|
287.9 |
|
Investment funds |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
9.0 |
|
|
|
|
|
|
|
|
|
|
|
9.0 |
|
Public securities |
|
|
|
|
|
|
0.2 |
|
|
|
|
|
|
|
0.2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Structured Notes (i) |
|
|
|
|
|
|
220.8 |
|
|
|
|
|
|
|
220.8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other |
|
|
0.2 |
|
|
|
44.3 |
|
|
|
1.9 |
|
|
|
46.4 |
|
|
|
0.3 |
|
|
|
43.1 |
|
|
|
2.6 |
|
|
|
46.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
523.8 |
|
|
|
265.3 |
|
|
|
1.9 |
|
|
|
791.0 |
|
|
|
709.6 |
|
|
|
44.2 |
|
|
|
2.6 |
|
|
|
756.4 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current portion |
|
|
523.8 |
|
|
|
0.2 |
|
|
|
|
|
|
|
524.0 |
|
|
|
709.6 |
|
|
|
1.0 |
|
|
|
|
|
|
|
710.6 |
|
Non-current |
|
|
|
|
|
|
265.1 |
|
|
|
1.9 |
|
|
|
267.0 |
|
|
|
|
|
|
|
43.2 |
|
|
|
2.6 |
|
|
|
45.8 |
|
(i) |
Structured Note issued by a international financial institutions highly-rated, according to the evaluation of management, subject to the risk of Brazilian government debt securities issued in Brazil. |
The weighted average interest rate on September 30, 2015, for cash equivalents and financial investments in reais and in dollars were 14.17% p.a. and
1.07% p.a. (11.14% p.a. and 1.27% p.a. on December 31, 2014), respectively.
5. |
Derivative financial instruments |
Derivative financial instruments are contracted to protect the
Companys operations from exchange and interest rate fluctuations and are not used for speculation.
As of September 30, 2015, the Company had
derivative financial instruments such as interest swaps, purchase option interest rate, purchase option and sale of currency, non-deliverable forward (NDF).
Swaps are contracted to exchange a floating rate loan to a fixed rate loan or to exchange cash flows in dollars to cash flows in reais, or vice versa. They
are valued at the future flow determined by applying the contractual rates up to maturity and discounted to present value on the date of the consolidated financial statements at the current market rates.
Cash flow hedging operations are contracted to protect highly probable salary and taxes expense flows denominated in reais from exchange rate variations. The
expense flows are expected to occur on a monthly basis beginning in September 2015 and ending in December 2016. Financial instruments normally used by the Company for this type of transaction mode is zero-cost collar, which consists of the buying of
Put Options and selling of Call Options contracted with the same counterparty and with zero net premium. The fair value of these instruments is determined by the pricing model observable market (through information providers) and widely used by
market participants to measure similar instruments. When the closing rate of dollar is between the values ??of exercise of Put and Call, the fair value reflects the extrinsic value of the option, i.e., the value that is directly connected to the
time remaining to maturity. The projected cash flows affect the income statement according to their competence.
The operations non-deliverable forward
(NDF) are contracted with the purpose of protecting the flows of exchange risks. Their fair values are calculated using observable market pricing models.
As of September 30, 2015, the Company did not have any derivative contracts subject to margin calls.
15
Embraer S.A.
Notes to the Condensed Consolidated Interim Financial Statements
In millions of U.S. dollars, unless otherwise stated
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Purpose |
|
Risk |
|
Counter part |
|
Settlement date |
|
|
09.30.2015 |
|
|
12.31.2014 |
|
|
|
|
|
|
|
|
|
|
(Unaudited) |
|
|
|
|
Recourse and non-recourse debt (i) |
|
Interest rate |
|
Natixis |
|
|
2022 |
|
|
|
16.5 |
|
|
|
17.9 |
|
Export financing (ii) |
|
Interest rate |
|
Itau BBA |
|
|
2016 |
|
|
|
(1.0 |
) |
|
|
(2.4 |
) |
|
|
|
|
Votorantim |
|
|
2017 |
|
|
|
(2.0 |
) |
|
|
(2.5 |
) |
|
|
|
|
Citibank |
|
|
2016 |
|
|
|
(0.5 |
) |
|
|
(1.3 |
) |
|
|
|
|
Santander |
|
|
2017 |
|
|
|
(0.8 |
) |
|
|
(0.8 |
) |
|
|
|
|
Societe Generale |
|
|
2016 |
|
|
|
(0.4 |
) |
|
|
(0.6 |
) |
|
|
|
|
Bradesco |
|
|
2016 |
|
|
|
(0.3 |
) |
|
|
(0.6 |
) |
Acquisition of property, plant and equipment (iii) |
|
Interest rate |
|
Compass Bank |
|
|
2024 |
|
|
|
(0.4 |
) |
|
|
(0.4 |
) |
Brazilian Real expenses (iv) |
|
Exchange rate |
|
Itau BBA |
|
|
2016 |
|
|
|
(2.9 |
) |
|
|
(0.4 |
) |
|
|
|
|
Citibank |
|
|
2015 |
|
|
|
(5.7 |
) |
|
|
(1.1 |
) |
|
|
|
|
Santander |
|
|
2015 |
|
|
|
(3.6 |
) |
|
|
(0.6 |
) |
|
|
|
|
Votorantim |
|
|
2016 |
|
|
|
(8.8 |
) |
|
|
(1.5 |
) |
Brazilian Real expenses (v) |
|
Exchange rate |
|
Itau BBA |
|
|
2015 |
|
|
|
(5.9 |
) |
|
|
(0.7 |
) |
|
|
|
|
Votorantim |
|
|
2015 |
|
|
|
(2.9 |
) |
|
|
(0.4 |
) |
Export financing (vi) |
|
Interest rate |
|
Itaú BBA |
|
|
2016 |
|
|
|
(0.2 |
) |
|
|
(0.1 |
) |
|
|
|
|
Bradesco |
|
|
2016 |
|
|
|
(0.1 |
) |
|
|
(0.1 |
) |
|
|
|
|
Votorantim |
|
|
2017 |
|
|
|
(0.7 |
) |
|
|
(0.4 |
) |
|
|
|
|
Bofa Merril Lynch |
|
|
2017 |
|
|
|
(0.2 |
) |
|
|
(0.1 |
) |
|
|
|
|
Santander |
|
|
2017 |
|
|
|
(0.7 |
) |
|
|
(0.5 |
) |
Project Development (vi) |
|
Interest rate |
|
Itaú BBA |
|
|
2023 |
|
|
|
(0.5 |
) |
|
|
(0.1 |
) |
|
|
|
|
Votorantim |
|
|
2022 |
|
|
|
(1.1 |
) |
|
|
(0.3 |
) |
|
|
|
|
Bofa Merril Lynch |
|
|
2020 |
|
|
|
(1.0 |
) |
|
|
(0.1 |
) |
|
|
|
|
Santander |
|
|
2023 |
|
|
|
(1.9 |
) |
|
|
(0.1 |
) |
|
|
|
|
HSBC |
|
|
2022 |
|
|
|
(0.7 |
) |
|
|
|
|
|
|
|
|
Societé Generale |
|
|
2022 |
|
|
|
(0.4 |
) |
|
|
|
|
|
|
|
|
Safra |
|
|
2022 |
|
|
|
(0.3 |
) |
|
|
|
|
Export financing (vii) |
|
Exchange rate |
|
Santander Totta |
|
|
2015 |
|
|
|
0.1 |
|
|
|
(0.3 |
) |
Options (viii) |
|
Interest rate |
|
Citibank |
|
|
2022 |
|
|
|
0.4 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(26.0 |
) |
|
|
2.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(i) |
Derivative financial instruments (swap), not qualifying for hedge accounting and contracted by the Company and have effectively converted the amount of R$ 463.1 million equivalent to US$ 116.6 for recourse and
non-recourse debt, from an average fixed interest rate of 6.17% p.a., into a floating rate equivalent to LIBOR 6 month + 1.21% p.a.; |
(ii) |
Derivative financial instruments in the form of swap that converted a debt in the form of export in the amount of R$ 887.0 million equivalent to US$ 223.3, from an average fixed interest rate of 5.96% p.a. to
an average rate equivalent floating to 65.29% p.a. CDI (Interbank Deposit Certificate); |
(iii) |
Derivative financial instruments (swap), not qualifying for hedge accounting, relating to a transaction in the amount of R$ 18.2 million equivalent to US$ 4.6 which converted financing transactions subject to
floating interest rate of LIBOR 1 month + 2.44% p.a. to a fixed interest rate of 5.23% p.a.; |
(iv) |
Derivative financial instruments in the form zero-cost collar, designated as a cash flow hedge in the amount of R$ 273.6 million equivalent to US$ 118.9, through a purchase of a put option an exercise price of R$
2.30 and sales of CALL with an average price of R $ 3.3931 for the year 2015, the amount of R$ 1.230,2 million, equivalent to US$ 359,7 which made buying PUT with an average exercise price of R$ 3,42 and sales of CALL with an average price of
R$ 6.3445 for the year 2016; |
(v) |
Derivative financial instruments in the zero-cost collar mode of R$ 114.7 million, equivalent to US$ 47.1 which made buying PUT with an average exercise price of R$ 2.4335 and call with average exercise price and
R$ 3.4251; |
(vi) |
Derivative financial instruments in the form of interest rate swap designated as hedge accounting that converted a debt in the form of export and development project in the amount of R$ 1,121.1 million, equivalent
to US$ 282.2, from an average fixed interest rate of 4.16% p.a. to an average floating rate equivalent to 36.48% of the CDI (Interbank Deposit Certificate); and |
(vii) |
Derivative financial instrument in the form non-deliverable forwards, amounting to R$ 39.7 million, equivalent to US$ 10.0 related to currency exchange dollar to euro. |
(viii) |
Derivative financial instruments in the form of purchase option (CALL) whose underlying asset is a floating interest rate LIBOR 6 months with exercise value is 2.80% p.a. |
16
Embraer S.A.
Notes to the Condensed Consolidated Interim Financial Statements
In millions of U.S. dollars, unless otherwise stated
On September 30, 2015 and December 31, 2014, the fair value ??of derivative financial instruments was presented in the Statement Financial Position
as shown below:
|
|
|
|
|
|
|
|
|
|
|
09.30.2015 |
|
|
12.31.2014 |
|
|
|
(Unaudited) |
|
|
|
|
Assets |
|
|
|
|
|
|
|
|
Current portion |
|
|
5.2 |
|
|
|
5.2 |
|
Non-current |
|
|
11.6 |
|
|
|
12.7 |
|
Liabilities |
|
|
|
|
|
|
|
|
Current portion |
|
|
(42.8 |
) |
|
|
(15.4 |
) |
|
|
|
|
|
|
|
|
|
Total |
|
|
(26.0 |
) |
|
|
2.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
09.30.2015 |
|
|
12.31.2014 |
|
|
|
(Unaudited) |
|
|
|
|
Raw materials |
|
|
989.4 |
|
|
|
996.1 |
|
Work-in-process |
|
|
953.2 |
|
|
|
649.0 |
|
Spare parts |
|
|
385.1 |
|
|
|
357.3 |
|
Finished goods (i) |
|
|
166.4 |
|
|
|
157.6 |
|
Held by third parties |
|
|
110.0 |
|
|
|
135.3 |
|
Inventory in trans it |
|
|
109.4 |
|
|
|
93.1 |
|
Used aircraft available for sales (ii) |
|
|
96.2 |
|
|
|
47.9 |
|
Advances to suppliers |
|
|
94.7 |
|
|
|
92.5 |
|
Consumption materials |
|
|
41.3 |
|
|
|
40.9 |
|
Provision for adjustment to realizable value |
|
|
(18.1 |
) |
|
|
(8.0 |
) |
Provision for obsolescence (iii) |
|
|
(164.8 |
) |
|
|
(156.4 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
2,762.8 |
|
|
|
2,405.3 |
|
|
|
|
|
|
|
|
|
|
(i) |
The following aircrafts were held in inventory at: |
|
|
|
September 30, 2015: one EMBRAER 175, one EMBRAER 190, two Legacy 500, two Legacy 550, two Phenom 100, three Phenom 300, one Lineage and six Ipanema; and |
|
|
|
December 31, 2014: two EMBRAER 190, two Legacy 650, three Phenom 100, three Phenom 300, one Lineage and ten Ipanema. |
Of the total aircraft inventories on September 30, 2015, one Embraer 175, one Embraer 190, one Phenom 300, one Legacy 500 and one Ipanema
sold through up to November 10, 2015.
17
Embraer S.A.
Notes to the Condensed Consolidated Interim Financial Statements
In millions of U.S. dollars, unless otherwise stated
(ii) |
The following used aircrafts were held in inventory as available for sale: |
|
|
|
September 30, 2015: one Legacy 500, one Legacy 600, two Legacy 650, one Phenom 100, three Phenom 300; and |
|
|
|
December 31, 2014: one Legacy 650, one Phenom 100, three Phenom 300 and one Challenger 604. |
(iii) |
A provision was recorded for items without activity for over two years and with no planned use in the production program, as well as to cover expected losses from excess inventories or obsolete work in process, except
for inventories of spare parts, for which the provision is based on technical obsolescence of items without activity for over two years. |
(i) |
Wholly owned subsidiaries and special purpose entities |
Subsidiaries and structured entities that the
Company directly or indirectly has control, as of September 30, 2015, which are disclosed in the consolidated financial statements as of December 31, 2014, are consolidated into the Embraer group.
The Company does not have any contractual or legal restrictions to access assets or settle liabilities of the wholly owned subsidiaries of the group.
These entities have risks inherent to the operations and the main ones are described below:
|
|
|
Economic Risks: are potential losses from fluctuations in market conditions (price of products, exchange rate and interest); |
|
|
|
Operational risk: are potential losses by the emergence of new technologies or failure of current processes; |
|
|
|
Credit risk: are potential losses that may occur where the third party (customer) becomes unable to meet its obligations; and |
|
|
|
Liquidity risk: financial inability to cover financial obligations. |
(ii) |
Subsidiaries with participation of non-controlling shareholders |
Group entities described below have
participation of non-controlling shareholders, but based on contractual agreements and analysis of the current accounting standards, the Company has control and therefore to consolidate these entities:
|
|
|
|
|
|
|
|
|
|
|
Legal Entity |
|
Country |
|
Stakeholding of Embraer group |
|
|
Stakeholding of non- controlling shareholders |
|
Bradar Indústria S.A. |
|
Brasil |
|
|
95.0 |
% |
|
|
5.0 |
% |
OGMA - Indústria Aeronáutica de Portugal S.A. |
|
Portugal |
|
|
65.0 |
% |
|
|
35.0 |
% |
Harbin Embraer Aircraft Industry Company Ltd. |
|
China |
|
|
51.0 |
% |
|
|
49.0 |
% |
Embraer CAE Training Services Ltd. |
|
Reino Unido |
|
|
51.0 |
% |
|
|
49.0 |
% |
Visiona Tecnologia Espacial S.A. |
|
Brasil |
|
|
51.0 |
% |
|
|
49.0 |
% |
Embraer CAE Training Services |
|
Estados Unidos da América |
|
|
51.0 |
% |
|
|
49.0 |
% |
Harpia Sistemas S.A. |
|
Brasil |
|
|
51.0 |
% |
|
|
49.0 |
% |
EZ Air Interior Limited |
|
Irlanda |
|
|
50.0 |
% |
|
|
50.0 |
% |
Bradar Aerolevantamento Ltda. |
|
Brasil |
|
|
25.0 |
% |
|
|
75.0 |
% |
Although the group Embraer has 51.0% of the entities: Harbin Embraer Aircraft Industry Company Ltd., Embraer CAE Training
Services Ltd., and Visiona Tecnologia Espacial S.A., the powers described in the contractual agreements demonstrate that the Board of Directors is composed mostly by representatives from Embraer and direction of the relevant activities of the entity
are approved with the consent of those representatives.
18
Embraer S.A.
Notes to the Condensed Consolidated Interim Financial Statements
In millions of U.S. dollars, unless otherwise stated
The shareholder agreement of Bradar Aerolevantamento Ltda. assigns to Embraer S.A. an irrevocable option to purchase all of the shares of non-controlling
interest. This option is exercisable at any time and can be transferred to any person, which determined the control group Bradar Aerolevantamento by Embraer, despite the shareholding of only 25% of its capital.
The equity interests held in these subsidiaries do not differ substantially from the right proportion of votes held by Embraer Group.
Following is the summary of the financial position of the group entities that have non-controlling interest:
|
|
|
|
|
|
|
|
|
|
|
09.30.2015 |
|
|
12.31.2014 |
|
|
|
(Unaudited) |
|
|
|
|
Cash and cash equivalent |
|
|
111.0 |
|
|
|
106.4 |
|
Current assets |
|
|
312.9 |
|
|
|
329.0 |
|
Non current assets |
|
|
126.8 |
|
|
|
126.0 |
|
Current liabilities |
|
|
148.9 |
|
|
|
163.8 |
|
Non current liabilities |
|
|
27.4 |
|
|
|
49.4 |
|
Noncontrolling interest |
|
|
107.3 |
|
|
|
100.0 |
|
Revenue |
|
|
199.2 |
|
|
|
323.8 |
|
Net income for the period/year |
|
|
15.6 |
|
|
|
25.0 |
|
Group subsidiaries with non-controlling interests are subject to the same risks described for the wholly owned subsidiaries.
(iii) |
Jointly controlled entity |
The EZ Air Interior Limited is a joint operation between group Embraer and
Zodiac Aerospace and shares with the other member the joint administration of the relevant activities of the entity.
This joint operation has net assets
and liabilities recognized in the consolidation in accordance with the rights and obligations assigned to Embraer.
|
|
|
|
|
|
|
|
|
|
|
09.30.2015 |
|
|
12.31.2014 |
|
|
|
(Unaudited) |
|
|
|
|
Cash and cash equivalent |
|
|
0.2 |
|
|
|
1.4 |
|
Current assets |
|
|
22.8 |
|
|
|
20.0 |
|
Non current assets |
|
|
4.8 |
|
|
|
4.3 |
|
Current liabilities |
|
|
13.3 |
|
|
|
11.8 |
|
Non current liabilities |
|
|
20.2 |
|
|
|
15.9 |
|
Noncontrolling interest |
|
|
|
|
|
|
|
|
Revenue |
|
|
19.5 |
|
|
|
18.7 |
|
Net loss for the period/year |
|
|
(2.1 |
) |
|
|
(2.5 |
) |
(iv) |
Interest in other companies |
Interest in other companies in Embraer Group is represented only by the
participation of 25% of Embraer Defesa & Segurança Participações S.A. in AEL Sistemas SA. Despite this interest, Embraer Group does not have significant influence on the management of this entity, and therefore the
investment is measured as a financial instrument in the consolidated financial statements at fair value, on September 30, 2015 and December 31, 2014 the balance was US$ 1.9 and US$ 2.5 respectively.
8. |
Related Party Transactions |
8.1 |
Related party transactions |
The table below summarizes balances and transactions with related parties
outside the group and refers mainly to:
|
|
|
assets: (i) accounts receivable for spare parts, aircraft sales and product development, (ii) balances of financial investments; and (iii) bank deposits; |
19
Embraer S.A.
Notes to the Condensed Consolidated Interim Financial Statements
In millions of U.S. dollars, unless otherwise stated
|
|
|
liabilities: (i) purchase of aircraft components and spare parts, (ii) advances received on account of sales contracts; (iii) financing for research and product development at market rates (iv) loans
and financing; and (v) export financing; and |
|
|
|
amounts in profit or loss: (i) purchases and sales of aircraft, components and spare parts and development of products for the defense and security market; (ii) financial income from financial investments;
(iii) interest on financing for research and product development, import and export financing and advances on exchange contracts; and (iv) supplementary pension plan. |
8.1.1 |
September 30, 2015 (Unaudited) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current |
|
|
Non-Current |
|
|
Financial |
|
|
Operating |
|
|
|
Assets |
|
|
Liabilities |
|
|
Assets |
|
|
Liabilities |
|
|
Results |
|
|
Results |
|
Banco do Brasil S.A. |
|
|
167.1 |
|
|
|
58.5 |
|
|
|
327.2 |
|
|
|
319.5 |
|
|
|
9.9 |
|
|
|
|
|
Banco Nacional de Desenvolvimento Econômico e Social BNDES |
|
|
|
|
|
|
134.0 |
|
|
|
|
|
|
|
259.4 |
|
|
|
(15.7 |
) |
|
|
|
|
Caixa Econômica Federal |
|
|
179.5 |
|
|
|
0.1 |
|
|
|
|
|
|
|
25.2 |
|
|
|
20.4 |
|
|
|
|
|
Comando da Aeronáutica |
|
|
352.2 |
|
|
|
140.7 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(65.8 |
) |
Embraer Prev Sociedade de Previdência Complementar |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(17.1 |
) |
Empresa Portuguesa de Defesa EMPORDEF |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
5.9 |
|
|
|
|
|
|
|
|
|
Exército Brasileiro |
|
|
5.7 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(53.2 |
) |
Financiadora de Estudo e Projetos FINEP |
|
|
|
|
|
|
5.4 |
|
|
|
|
|
|
|
54.8 |
|
|
|
(2.0 |
) |
|
|
|
|
Telecomunicações Brasileiras S.A. Telebrás |
|
|
55.6 |
|
|
|
18.4 |
|
|
|
|
|
|
|
118.1 |
|
|
|
|
|
|
|
15.6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
760.1 |
|
|
|
357.1 |
|
|
|
327.2 |
|
|
|
782.9 |
|
|
|
12.6 |
|
|
|
(120.5 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current |
|
|
Non-Current |
|
|
Financial |
|
|
Operating |
|
|
|
Assets |
|
|
Liabilities |
|
|
Assets |
|
|
Liabilities |
|
|
Results |
|
|
Results |
|
Banco do Brasil S.A. |
|
|
240.7 |
|
|
|
1.4 |
|
|
|
320.5 |
|
|
|
396.4 |
|
|
|
60.8 |
|
|
|
|
|
Banco Nacional de Desenvolvimento Econômico e Social BNDES |
|
|
|
|
|
|
50.9 |
|
|
|
|
|
|
|
386.8 |
|
|
|
(14.9 |
) |
|
|
|
|
Brazilian Air Force |
|
|
277.3 |
|
|
|
198.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
89.1 |
|
Caixa Econômica Federal |
|
|
247.2 |
|
|
|
0.1 |
|
|
|
|
|
|
|
37.6 |
|
|
|
24.7 |
|
|
|
|
|
Embraer Prev Sociedade de Previdência Complementar |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(29.2 |
) |
Empresa Portuguesa de Defesa EMPORDEF |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
6.3 |
|
|
|
|
|
|
|
|
|
Exército Brasileiro |
|
|
17.4 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
12.3 |
|
Financiadora de Estudo e Projetos FINEP |
|
|
|
|
|
|
9.5 |
|
|
|
|
|
|
|
88.1 |
|
|
|
(2.0 |
) |
|
|
|
|
Telecomunicações Brasileiras S.A. Telebrás |
|
|
46.4 |
|
|
|
20.3 |
|
|
|
|
|
|
|
79.5 |
|
|
|
|
|
|
|
31.9 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
829.0 |
|
|
|
280.7 |
|
|
|
320.5 |
|
|
|
994.7 |
|
|
|
68.6 |
|
|
|
104.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
20
Embraer S.A.
Notes to the Condensed Consolidated Interim Financial Statements
In millions of U.S. dollars, unless otherwise stated
8.1.3 |
September 30, 2014 (Unaudited) |
|
|
|
|
|
|
|
|
|
|
|
Financial Results |
|
|
Operating Results |
|
Banco do Brasil S.A. |
|
|
39.4 |
|
|
|
|
|
Banco Nacional de Desenvolvimento Econômico e Social BNDES |
|
|
(9.8 |
) |
|
|
|
|
Brazilian Air Force |
|
|
|
|
|
|
103.3 |
|
Caixa Econômica Federal |
|
|
10.0 |
|
|
|
|
|
Embraer Prev Sociedade de Previdência Complementar |
|
|
|
|
|
|
(22.1 |
) |
Exército Brasileiro |
|
|
|
|
|
|
10.0 |
|
Financiadora de Es tudo e Projetos FINEP |
|
|
(1.6 |
) |
|
|
|
|
Telecomunicações Brasileiras S.A. Telebrás |
|
|
|
|
|
|
22.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
38.0 |
|
|
|
113.2 |
|
|
|
|
|
|
|
|
|
|
8.2 |
Brazilian Federal Government |
The Brazilian Federal Government, through its direct and indirect
interests and by holding a golden share is a significant shareholder. At September 30, 2015, in addition to its golden share, the Brazilian Federal Government held an indirect 5.37% stake in the Companys capital
through BNDESPAR, a wholly-owned subsidiary of the Banco Nacional do Desenvolvimento Econômico e SocialBNDES (the Brazilian Development Bank, or BNDES), which, in turn, is controlled by the Brazilian Federal Government. As a
result, transactions between Embraer and the Brazilian Federal Government or its agencies come within the definition of related party transactions.
The
Brazilian government plays a key role in the Companys business activities, including as:
|
|
|
a major customer of defense products (through the Brazilian Air Force); |
|
|
|
a source for research and development debt financing through technology development institutions such as the FINEP and the BNDES; |
|
|
|
an export credit agency (through the BNDES); and |
21
Embraer S.A.
Notes to the Condensed Consolidated Interim Financial Statements
In millions of U.S. dollars, unless otherwise stated
|
|
|
a source of short-term and long-term financing and a provider of asset management and commercial banking services (through Banco do Brasil). |
Remuneration of key Management personnel:
|
|
|
|
|
|
|
|
|
|
|
09.3 0.2015 |
|
|
09.30.2014 |
|
|
|
(Unaudited) |
|
|
(Unaudited) |
|
Short-term benefits (i) |
|
|
8.7 |
|
|
|
13.3 |
|
Share based payment |
|
|
3.7 |
|
|
|
4.3 |
|
Labor contract termination |
|
|
0.7 |
|
|
|
1.0 |
|
|
|
|
|
|
|
|
|
|
Total remuneration |
|
|
13.1 |
|
|
|
18.6 |
|
|
|
|
|
|
|
|
|
|
(i) |
Includes salaries and social security contributions. |
Key Management includes members of the statutory Board
of Directors and Executive Directors.
9. |
Property, Plant and Equipment |
There were no significant additions, disposals, impairment or
reclassifications of property, plant and equipment during the nine months of 2015 as well as changes in the estimated useful lifes and residual values of the assets.
Internally developed intangible assets relate to the costs incurred in developing
programs for each new aircraft, including support services, production labor, materials and direct labor allocated to the construction of aircraft prototypes or significant components and also the use of advanced technologies to make the aircraft
lighter, quieter, more comfortable and energy-efficient and reduce emissions, in addition to speeding up design and manufacture, while optimizing the use of resources.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Internally developed |
|
|
Acquired from third party |
|
|
|
Commercial |
|
|
Executive |
|
|
Defense and Security |
|
|
Other |
|
|
Development |
|
|
Software |
|
|
Goodwill |
|
|
Other |
|
|
Total |
|
Intangible cost |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At December 31,
2014 |
|
|
1,113.6 |
|
|
|
1,162.8 |
|
|
|
25.6 |
|
|
|
24.5 |
|
|
|
12.1 |
|
|
|
235.9 |
|
|
|
38.3 |
|
|
|
22.6 |
|
|
|
2,635.4 |
|
Additions |
|
|
216.7 |
|
|
|
68.0 |
|
|
|
|
|
|
|
5.3 |
|
|
|
|
|
|
|
8.4 |
|
|
|
|
|
|
|
|
|
|
|
298.4 |
|
Contributions from suppliers |
|
|
(134.6 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(134.6 |
) |
Translation adjustments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(4.9 |
) |
|
|
|
|
|
|
|
|
|
|
0.2 |
|
|
|
(4.7 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At September 30,
2015 (Unaudited) |
|
|
1,195.7 |
|
|
|
1,230.8 |
|
|
|
25.6 |
|
|
|
29.8 |
|
|
|
7.2 |
|
|
|
244.3 |
|
|
|
38.3 |
|
|
|
22.8 |
|
|
|
2,794.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Acumulated
amortization |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At December 31,
2014 |
|
|
(871.6 |
) |
|
|
(326.4 |
) |
|
|
(25.6 |
) |
|
|
|
|
|
|
(5.4 |
) |
|
|
(143.0 |
) |
|
|
|
|
|
|
(2.5 |
) |
|
|
(1,374.5 |
) |
Amortization |
|
|
(47.4 |
) |
|
|
(32.5 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(13.2 |
) |
|
|
|
|
|
|
(0.3 |
) |
|
|
(93.4 |
) |
Amortization of contribution from suppliers |
|
|
12.7 |
|
|
|
8.2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
20.9 |
|
Translation adjustments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At September 30,
2015 (Unaudited) |
|
|
(906.3 |
) |
|
|
(350.7 |
) |
|
|
(25.6 |
) |
|
|
|
|
|
|
(4.4 |
) |
|
|
(156.2 |
) |
|
|
|
|
|
|
(2.8 |
) |
|
|
(1,446.0 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Intangible, net |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At December 31, 2014 |
|
|
242.0 |
|
|
|
836.4 |
|
|
|
|
|
|
|
24.5 |
|
|
|
6.7 |
|
|
|
92.9 |
|
|
|
38.3 |
|
|
|
20.1 |
|
|
|
1,260.9 |
|
At September 30, 2015 (Unaudited) |
|
|
289.4 |
|
|
|
880.1 |
|
|
|
|
|
|
|
29.8 |
|
|
|
2.8 |
|
|
|
88.1 |
|
|
|
38.3 |
|
|
|
20.0 |
|
|
|
1,348.5 |
|
22
Embraer S.A.
Notes to the Condensed Consolidated Interim Financial Statements
In millions of U.S. dollars, unless otherwise stated
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Internally developed |
|
|
Acquired from third party |
|
|
|
|
|
|
Commercial |
|
|
Executive |
|
|
Defense and Security |
|
|
Other |
|
|
Development |
|
|
Software |
|
|
Goodwill |
|
|
Other |
|
|
Total |
|
Intangible cost |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At December 31, 2013 |
|
|
1,043.8 |
|
|
|
1,027.9 |
|
|
|
25.6 |
|
|
|
11.8 |
|
|
|
15.0 |
|
|
|
206.2 |
|
|
|
38.3 |
|
|
|
22.8 |
|
|
|
2,391.4 |
|
Additions |
|
|
203.2 |
|
|
|
169.8 |
|
|
|
|
|
|
|
12.7 |
|
|
|
|
|
|
|
29.7 |
|
|
|
|
|
|
|
|
|
|
|
415.4 |
|
Contributions from suppliers |
|
|
(133.4 |
) |
|
|
(52.0 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(185.4 |
) |
Reclassifications |
|
|
|
|
|
|
17.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
17.1 |
|
Translation adjustments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(2.9 |
) |
|
|
|
|
|
|
|
|
|
|
(0.2 |
) |
|
|
(3.1 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At December 31, 2014 |
|
|
1,113.6 |
|
|
|
1,162.8 |
|
|
|
25.6 |
|
|
|
24.5 |
|
|
|
12.1 |
|
|
|
235.9 |
|
|
|
38.3 |
|
|
|
22.6 |
|
|
|
2,635.4 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Acumulated amortization |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At December 31, 2013 |
|
|
(825.5 |
) |
|
|
(296.4 |
) |
|
|
(24.8 |
) |
|
|
|
|
|
|
(5.4 |
) |
|
|
(128.1 |
) |
|
|
|
|
|
|
(2.1 |
) |
|
|
(1,282.3 |
) |
Amortization |
|
|
(65.7 |
) |
|
|
(35.6 |
) |
|
|
(0.8 |
) |
|
|
|
|
|
|
|
|
|
|
(14.9 |
) |
|
|
|
|
|
|
(0.4 |
) |
|
|
(117.4 |
) |
Amortization of contribution from suppliers |
|
|
19.6 |
|
|
|
5.6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
25.2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At December 31, 2014 |
|
|
(871.6 |
) |
|
|
(326.4 |
) |
|
|
(25.6 |
) |
|
|
|
|
|
|
(5.4 |
) |
|
|
(143.0 |
) |
|
|
|
|
|
|
(2.5 |
) |
|
|
(1,374.5 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Intangible, net |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At December 31, 2013 |
|
|
218.3 |
|
|
|
731.5 |
|
|
|
0.8 |
|
|
|
11.8 |
|
|
|
9.6 |
|
|
|
78.1 |
|
|
|
38.3 |
|
|
|
20.7 |
|
|
|
1,109.1 |
|
At December 31, 2014 |
|
|
242.0 |
|
|
|
836.4 |
|
|
|
|
|
|
|
24.5 |
|
|
|
6.7 |
|
|
|
92.9 |
|
|
|
38.3 |
|
|
|
20.1 |
|
|
|
1,260.9 |
|
During the nine month period, ended September 30, 2015, the Company capitalized interest of US$ 10.0 in intangible
assets.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Currency |
|
Contractual interest rate % |
|
Effective interest rate % |
|
Maturity |
|
06.30.2015 |
|
|
12.31.2014 |
|
|
|
|
|
|
|
|
|
|
|
(Unaudited) |
|
|
|
|
Other currencies : |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1.54% to 6.38% |
|
1.54% to 7.42% |
|
2025 |
|
|
2,415.9 |
|
|
|
1,402.4 |
|
Working capital |
|
US$ |
|
Libor 6M + 1.35% |
|
Libor 6M + 1.35% |
|
2019 |
|
|
18.0 |
|
|
|
18.0 |
|
|
|
|
|
Libor 3M + 2.25% |
|
Libor 3M + 2.25% |
|
2026 |
|
|
205.1 |
|
|
|
101.9 |
|
|
|
Euro |
|
1.50% to 3.37% |
|
1.50% to 3.37% |
|
2020 |
|
|
97.3 |
|
|
|
82.4 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Project development |
|
US$ |
|
6.08% |
|
6.08% |
|
2015 |
|
|
0.0 |
|
|
|
0.2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Property, plant and equipment |
|
US$ |
|
2.13% |
|
2.13% |
|
2030 |
|
|
|
|
|
|
|
|
|
|
|
|
Libor 1M + 2.44% |
|
Libor 1M + 2.44% |
|
2035 |
|
|
63.0 |
|
|
|
64.4 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Finance leasing |
|
US$ |
|
Libor 6M + 3.40% |
|
Libor 6M + 3.40% |
|
2017 |
|
|
0.1 |
|
|
|
0.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2,799.4 |
|
|
|
1,669.4 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
In local currency: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Export Financing |
|
R$ |
|
5.50% to 8.00% |
|
5.5% to 8.00% |
|
2017 |
|
|
74.9 |
|
|
|
113.2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Project development |
|
R$ |
|
3.50% to 5.50% |
|
3.50% to 5.50% |
|
2023 |
|
|
307.9 |
|
|
|
420.6 |
|
|
|
|
|
TLPJ + 1.92% to 5.00% |
|
TLPJ + 1.92% to 5.00% |
|
2022 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Credit Note for Exportation |
|
R$ |
|
5.50% to 8.00% |
|
5.5% to 8.00% |
|
2017 |
|
|
203.4 |
|
|
|
304.8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Working capital |
|
R$ |
|
113.49% to 128.70% CDI |
|
113.49% to 128.70% CDI |
|
2015 |
|
|
3.8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Finance leasing |
|
R$ |
|
CDI + 1.20% |
|
CDI + 1.20% |
|
2015 |
|
|
|
|
|
|
0.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
590.0 |
|
|
|
838.7 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
|
|
|
|
|
|
|
|
3,389.4 |
|
|
|
2,508.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current portion |
|
|
|
|
|
|
|
|
|
|
311.8 |
|
|
|
89.7 |
|
Non-current portion |
|
|
|
|
|
|
|
|
|
|
3,077.6 |
|
|
|
2,418.4 |
|
23
Embraer S.A.
Notes to the Condensed Consolidated Interim Financial Statements
In millions of U.S. dollars, unless otherwise stated
In October 2006, the Company´s wholly-owned finance subsidiary Embraer Overseas Limited, which only performs financial operations, issued US$ 400.0 in
Guaranteed Notes at 6.375% p.a. due on January 24, 2017 in an offering subsequently registered with the SEC. In October 2009, Embraer Overseas Limited issued US$ 500.0 of 6.375% p.a. guaranteed notes due on January 15, 2020.
Between the months of August and September 2013 Embraer S.A., through its subsidiary Embraer Overseas Limited, made ??the exchange offer for existing
bonds maturing in 2017 and 2020 for New Notes maturing in 2023. For titles of 2017 to the Exchange Offer resulted in US$ 146.4 aggregate principal amount of existing notes and US$ 337.2 aggregate principal amount of 2020 Notes,
representing a pproximately 54.95% of the Notes exchanged. The total of the Exchange Offer which considering the effects of the exchange price negotiations total issuance of New Notes closed on approximately US$ 540.5 in principal at a
rate of 5.696% and maturing to September 16, 2023.
The separate financial statements of Embraer Oversas Limited are not provided, because the issuer
is a fully-owned finance subsidiary of the Company and the Company fully and unconditionally guarantees the securities. There are no significant restrictions on the ability of the Parent Company to obtain funds from its subsidiaries by dividend or
loan.
The separate financial statements of Embraer Netherlands Finance B.V are not provided, because the issuer is a fully-owned finance subsidiary of
the Company and the Company fully and unconditionally guarantees the securities. There are no significant restrictions on the ability of the Parent Company to obtain funds from its subsidiaries by dividend or loan.
On June 15, 2012, Embraer S.A. raised funds by issuing guaranteed notes, maturing on June 15, 2022, through an overseas offer of US$ 500 at a rate
of 5.15% a year.
On February 2013, Embraer S.A. signed loans in the form of Export Credit Notes for the purpose of applying in export activities
and the production of goods for export in the accumulated amount of R$ 712.0 million equivalent to US$ 179.2 at a fixed rate of 5.50% p.a.
On
March and April, 2013, Embraer S.A. contracted the funding line Programa BNDES de Sustentação do Investimento BNDES PSI Subprograma Exportação de Pré-embarque in order to implement the
activities of production for export in the total amount of R$ 200.0 million equivalent to US$ 50.3 at a fixed rate of 5.50% p.a.
In August 2013,
Embraer S.A. contracted financing line from the Financier of Studies and ProjectsFINEP for the purpose of use in research and new product development program totaling approximately R$ 303.9 million equivalent to US$ 76.5 at a rate fixed
3.50% per annum. On September 30, 2015 the Company had received the amount of R$ 190.3 million equivalent to US $ 47.9 million.
In
December 2013, Embraer S.A. signed a contract with BNDES for use in developments projects in the amount of approximately R$ 1.4 billion equivalent to US$ 355.4. On September 30, 2015, the Company had received the amount of R$ 763.0 million
equivalent to US$ 192.0 at a fixed rate of 3.50% p.a.
In June 2015, the Company´s wholly-owned finance subsidiary a Embraer Netherlands Finance
B.V, which only performs financial operations, issued US$ 1 billion in Guaranteed Notes at 5.05% p.a. due on June 15, 2025 in an offering subsequently registered with the SEC. Considering all the costs incurred for this offer, the
effective interest rate was 5.14%. This operation is fully and unconditionally guaranteed by the Company.
24
Embraer S.A.
Notes to the Condensed Consolidated Interim Financial Statements
In millions of U.S. dollars, unless otherwise stated
On September 30, 2015, the long-term financing agreements will mature as follows:
|
|
|
|
|
Year |
|
|
|
2016 |
|
|
46.1 |
|
2017 |
|
|
406.4 |
|
2018 |
|
|
80.9 |
|
2019 |
|
|
66.0 |
|
After 2019 |
|
|
2,478.2 |
|
|
|
|
|
|
|
|
|
3,077.6 |
|
|
|
|
|
|
Total debt is denominated in the following currencies:
|
|
|
|
|
|
|
|
|
|
|
09.30.2015 |
|
|
12.31.2014 |
|
|
|
(Unaudited) |
|
|
|
|
Loans |
|
|
|
|
|
|
|
|
US dollar |
|
|
2,702.1 |
|
|
|
1,587.0 |
|
Brazilian Real |
|
|
590.0 |
|
|
|
838.7 |
|
Euro |
|
|
97.3 |
|
|
|
82.4 |
|
|
|
|
|
|
|
|
|
|
|
|
|
3,389.4 |
|
|
|
2,508.1 |
|
|
|
|
|
|
|
|
|
|
11.2 |
Interest and guarantees |
On September 30, 2015, the loans denominated in Real (17% of the total)
are subject to fixed interest rates or interest based on the Brazilian Long-term Interest Rate (TJLP). The weighted average rate on September 30, 2015 was 6.98% p.a. (6.01% p.a. on December 31, 2014).
On September 30, 2015 the loans denominated in US dollar (80% of the total) are mainly subject to fixed interest rates. The weighted average rate was
5.26% p.a. (5.56% p.a. on December 31, 2014). In addition, as on September 30, 2015, the Company had denominated loans in Euro (3% from total) that are subject to annual weighted interest rates of 2.70% p.a. (2.91% p.a. on
December 31, 2014).
The effective rates on the foreign currency financing, which includes the financial structuring costs incurred and already paid,
result in an average effective weighted rate equivalent to LIBOR + 3.90% p.a. as on September 30, 2015 (LIBOR + 4.17% p.a. on December 31, 2014).
Real estate, machinery, equipment, commercial pledges and bank guarantees totaling US$ 465.4 as on September 30, 2015 (US$ 461.9 on December 31,
2014) were provided as collateral for loans.
25
Embraer S.A.
Notes to the Condensed Consolidated Interim Financial Statements
In millions of U.S. dollars, unless otherwise stated
The long-term financing agreements are subject to restrictive clauses, consistent
with normal market practices, which establish control over the degree of leverage through the ratio of total consolidated indebtedness/EBITDA (Earnings Before Interest, Taxes, Depreciation and Amortization, as defined), as well as limits for debt
service cover based on the EBITDA/net financial expense. Agreements also include customary restrictions on the creation of new encumbrances on assets, change of control of the Company, sale of assets and payment of dividends in excess of the minimum
mandatory dividend in the event of default on the financing, and transactions with affiliated companies. As of September 30, 2015, the Company was in compliance with all the restrictive clauses related to financial indexes.
As the tax basis for the majority of the Companys assets and liabilities are
maintained in Real and the accounting basis are measured in US dollars (functional currency), the fluctuation in the exchange rate significantly impacts the tax basis and, in turn, the deferred income tax expense (benefit).
Based on expectation of future taxable income, the Company recorded deferred tax assets based on tax losses carryforward.
Credits relating to temporary differences on non-deductible provisions, represented by labor contingencies, provisions and disputed taxes will be realized as
such proceedings are concluded.
The components of deferred tax assets and liabilities are as follows:
|
|
|
|
|
|
|
|
|
|
|
09.30.2015 |
|
|
12.31.2014 |
|
|
|
(Unaudited) |
|
|
|
|
Temporarily non-deductible provisions |
|
|
(54.9 |
) |
|
|
(64.9 |
) |
Tax loss carryforwards |
|
|
39.1 |
|
|
|
17.9 |
|
Difference between tax basis (Real) and functional currency measurement basis (US dollar) |
|
|
(496.3 |
) |
|
|
(204.7 |
) |
Gains not realized from sales of Parent Company to subsidiairies |
|
|
21.4 |
|
|
|
28.0 |
|
Effect of differences by fixed asset |
|
|
(30.7 |
) |
|
|
(31.0 |
) |
Differences between basis: account x tax |
|
|
(12.7 |
) |
|
|
(7.6 |
) |
|
|
|
|
|
|
|
|
|
Deferred tax
assets (liabilities), net |
|
|
(534.1 |
) |
|
|
(262.3 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total deferred tax asset |
|
|
1.1 |
|
|
|
8.1 |
|
Total deferred tax liability |
|
|
(535.2 |
) |
|
|
(270.4 |
) |
26
Embraer S.A.
Notes to the Condensed Consolidated Interim Financial Statements
In millions of U.S. dollars, unless otherwise stated
The change of deferred income tax that affected profit and loss was as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
From the statement of income |
|
|
Other comprehensive income |
|
|
Total |
|
At December 31, 2013 |
|
|
(215.0 |
) |
|
|
14.3 |
|
|
|
(200.7 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Temporarily non-deductible provisions |
|
|
(3.4 |
) |
|
|
|
|
|
|
(3.4 |
) |
Tax loss carryforwards |
|
|
(1.7 |
) |
|
|
|
|
|
|
(1.7 |
) |
Difference between tax basis (Real) and functional currency measurement basis (US dollar) |
|
|
(81.0 |
) |
|
|
|
|
|
|
(81.0 |
) |
Gains not realized from sales of Parent Company to subsidiairies |
|
|
10.9 |
|
|
|
|
|
|
|
10.9 |
|
Effect of differences by fixed asset |
|
|
(4.8 |
) |
|
|
|
|
|
|
(4.8 |
) |
Differences between basis: account x tax |
|
|
1.3 |
|
|
|
17.1 |
|
|
|
18.4 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At December 31,
2014 |
|
|
(293.7 |
) |
|
|
31.4 |
|
|
|
(262.3 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Temporarily non-deductible provisions |
|
|
10.0 |
|
|
|
|
|
|
|
10.0 |
|
Tax loss carryforwards |
|
|
21.2 |
|
|
|
|
|
|
|
21.2 |
|
Difference between tax basis (Real) and functional currency measurement basis (US dollar) |
|
|
(291.6 |
) |
|
|
|
|
|
|
(291.6 |
) |
Gains not realized from sales of Parent Company to subsidiairies |
|
|
(6.6 |
) |
|
|
|
|
|
|
(6.6 |
) |
Effect of differences by fixed asset |
|
|
0.3 |
|
|
|
|
|
|
|
0.3 |
|
Differences between basis: account x tax |
|
|
(17.7 |
) |
|
|
12.6 |
|
|
|
(5.1 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
At September 30,
2015 (Unaudited) |
|
|
(578.1 |
) |
|
|
44.0 |
|
|
|
(534.1 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
12.2 |
Reconciliation of income tax expense |
|
|
|
|
|
|
|
|
|
|
|
09.30.2015 |
|
|
09.30.2014 |
|
|
|
(Unaudited) |
|
|
(Unaudited) |
|
Profit before taxation |
|
|
270.5 |
|
|
|
354.1 |
|
|
|
|
|
|
|
|
|
|
Income tax and
social contribution expense at
the nominal Brazilian enacted
tax rate - 34% |
|
|
(92.0 |
) |
|
|
(120.4 |
) |
|
|
|
|
|
|
|
|
|
Tax on profits of overseas subsidiaries |
|
|
(1.8 |
) |
|
|
|
|
Difference between tax basis (Real) and functional currency measurement basis (US dollar) |
|
|
(291.6 |
) |
|
|
(34.3 |
) |
Research and development tax incentives |
|
|
1.5 |
|
|
|
42.5 |
|
Interest on own capital |
|
|
9.1 |
|
|
|
16.4 |
|
Fiscal credits (recognized and non recognized) and tax rate |
|
|
(11.3 |
) |
|
|
7.7 |
|
Other difference between IFRS and fiscal basis |
|
|
35.9 |
|
|
|
(6.0 |
) |
Other |
|
|
46.5 |
|
|
|
(7.2 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
(211.7 |
) |
|
|
19.1 |
|
|
|
|
|
|
|
|
|
|
Income tax and
social contribution income
(expense) benefit as reported |
|
|
(303.7 |
) |
|
|
(101.3 |
) |
|
|
|
|
|
|
|
|
|
Current income tax
and social contribution
(expense) benefit as reported |
|
|
(19.3 |
) |
|
|
(60.2 |
) |
Deferred income
tax and social contribution income
(expense) benefit as reported |
|
|
(284.4 |
) |
|
|
(41.1 |
) |
The effective tax rate for the nine-month period ended September 30, 2015 was 112.3% as compared to 28.6% in the
nine-month period ended September 30, 2014.
The average effective rate of current income tax and social contribution for the nine-month period ended
September 30, 2015 was 7.1% as compared to 17.0% in the nine-month period ended on September 30, 2014.
13. |
Financial Guarantees and Residual Value Guarantees |
|
|
|
|
|
|
|
|
|
|
|
09.30.2015 |
|
|
12.31.2014 |
|
|
|
(Unaudited) |
|
|
|
|
Financial guarantee of residual value |
|
|
84.8 |
|
|
|
94.4 |
|
Accounts pay able (i) |
|
|
65.1 |
|
|
|
81.8 |
|
Financial guarantee |
|
|
51.6 |
|
|
|
61.8 |
|
Additional provision (i) |
|
|
2.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
203.5 |
|
|
|
238.0 |
|
|
|
|
|
|
|
|
|
|
Current portion |
|
|
68.5 |
|
|
|
29.5 |
|
Non-current portion |
|
|
135.0 |
|
|
|
208.5 |
|
27
Embraer S.A.
Notes to the Condensed Consolidated Interim Financial Statements
In millions of U.S. dollars, unless otherwise stated
Below is the activity of the financial guarantees and residual guarantees:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financial guarantee |
|
|
Financial guarantee of residual value |
|
|
Accounts payable (i) |
|
|
Additional provision (i) |
|
|
Total |
|
At December 31,
2013 |
|
|
73.7 |
|
|
|
81.6 |
|
|
|
138.2 |
|
|
|
|
|
|
|
293.5 |
|
Additions |
|
|
1.2 |
|
|
|
|
|
|
|
4.0 |
|
|
|
|
|
|
|
5.2 |
|
Disposals |
|
|
|
|
|
|
(6.3 |
) |
|
|
(60.4 |
) |
|
|
|
|
|
|
(66.7 |
) |
Market value |
|
|
|
|
|
|
19.1 |
|
|
|
|
|
|
|
|
|
|
|
19.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Guarantee amortization |
|
|
(13.1 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(13.1 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At December 31,
2014 |
|
|
61.8 |
|
|
|
94.4 |
|
|
|
81.8 |
|
|
|
|
|
|
|
238.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Additions |
|
|
|
|
|
|
|
|
|
|
2.4 |
|
|
|
13.1 |
|
|
|
15.5 |
|
Disposals |
|
|
|
|
|
|
|
|
|
|
(30.2 |
) |
|
|
|
|
|
|
(30.2 |
) |
Reclassifications (ii) |
|
|
|
|
|
|
|
|
|
|
11.1 |
|
|
|
(11.1 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Market value |
|
|
|
|
|
|
(9.6 |
) |
|
|
|
|
|
|
|
|
|
|
(9.6 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Guarantee amortization |
|
|
(10.2 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(10.2 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At September 30, 2015
(Unaudited) |
|
|
51.6 |
|
|
|
84.8 |
|
|
|
65.1 |
|
|
|
2.0 |
|
|
|
203.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(i) |
Accounts payable and additional provision: |
|
|
|
American AirlinesRefers to liabilities assumed as a result of the acquisition of certain assets of American Airlines in 2012. At September 30, 2015 the obligation assumed in accounts payable was US$ 65.1
(December 31, 2014 US$ 81.0). |
|
|
|
The Additional provision refers to potential losses of residual value guarantee provided for certain aircraft by the Company, which have initially expired and that an extension have been renegotiated with customers. On
September 30, 2015 the balance was US$ 2.0. |
(ii) |
Refers to the transfer of financial guarantees held between provisions and accounts payable due to agreements formalized between the parties, in performing such this guarantees |
14. |
Provisions and contingent liabilities |
|
|
|
|
|
|
|
|
|
|
|
09.30.2015 |
|
|
12.31.2014 |
|
|
|
(Unaudited) |
|
|
|
|
Product warranties (i) |
|
|
97.2 |
|
|
|
87.3 |
|
Provisions for labor, taxes and civil (ii) |
|
|
50.0 |
|
|
|
80.4 |
|
Post retirement benefits |
|
|
31.1 |
|
|
|
41.2 |
|
Taxes |
|
|
24.3 |
|
|
|
25.3 |
|
Environmental provision (iii) |
|
|
2.4 |
|
|
|
4.3 |
|
Other |
|
|
13.1 |
|
|
|
10.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
218.1 |
|
|
|
248.5 |
|
|
|
|
|
|
|
|
|
|
Current portion |
|
|
102.9 |
|
|
|
95.4 |
|
Non-current portion |
|
|
115.2 |
|
|
|
153.1 |
|
(i) |
Recorded to cover product-related expenditure, including warranties and contractual obligations to implement improvements to aircraft delivered in order to meet performance targets. |
(ii) |
Provisions for labor, tax or civil contingencies, as follows in the chart below. |
(iii) |
The Company maintains allowances for spending on research of soil and potential environmental recovery services. |
28
Embraer S.A.
Notes to the Condensed Consolidated Interim Financial Statements
In millions of U.S. dollars, unless otherwise stated
14.1.1 |
Provision labor, tax and civil |
|
|
|
|
|
|
|
|
|
|
|
09.30.2015 |
|
|
12.31.2014 |
|
|
|
(Unaudited) |
|
|
|
|
Tax related |
|
|
|
|
|
|
|
|
PIS and COFINS (i) |
|
|
16.3 |
|
|
|
12.7 |
|
Social security contributions (ii) |
|
|
6.8 |
|
|
|
9.9 |
|
ICMS (iii) |
|
|
3.3 |
|
|
|
4.6 |
|
FUNDAF (iv) |
|
|
3.1 |
|
|
|
4.6 |
|
Import taxes (v) |
|
|
1.5 |
|
|
|
2.2 |
|
Others |
|
|
0.4 |
|
|
|
0.7 |
|
|
|
|
31.4 |
|
|
|
34.7 |
|
|
|
|
|
|
|
|
|
|
Labor related |
|
|
|
|
|
|
|
|
Plurimas 461/1379 (vi) |
|
|
7.0 |
|
|
|
9.8 |
|
Reintegration (vii) |
|
|
2.3 |
|
|
|
2.7 |
|
Indemnity (viii) |
|
|
1.7 |
|
|
|
3.4 |
|
Third parties |
|
|
0.3 |
|
|
|
0.3 |
|
Others |
|
|
5.4 |
|
|
|
27.4 |
|
|
|
|
16.7 |
|
|
|
43.6 |
|
|
|
|
|
|
|
|
|
|
Civil related |
|
|
|
|
|
|
|
|
Indemnity (ix) |
|
|
1.9 |
|
|
|
2.1 |
|
|
|
|
1.9 |
|
|
|
2.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
50.0 |
|
|
|
80.4 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current portion |
|
|
20.0 |
|
|
|
17.5 |
|
Non-current portion |
|
|
30.0 |
|
|
|
62.9 |
|
(i) |
The Company calculated credits on the corresponding contributions in certain operations and is awaiting the conclusion of the administrative suit to assess the appropriate legal measures. Additionally an provision has
been recognized US$ 6,8, related to PIS and COFINS on financial income due to the rate increase generated by Decree 8,426 / 15, the Company is challenging in court. |
(ii) |
The Company was notified by the authorities for failing to withhold social security contributions from service providers. These lawsuits are at the 2nd court level. In additiont these processes, the Company was notified
for additional gathering of environmental risks of the work, the discussion resulted in the favorable decision to the Company pending the manifestation of Finance. |
(iii) |
The Company is discussing administratively the Infraction and Imposition of Penalty (Auto de Infração e Imposição de MultaAIIM) issued by the State of São Paulo for the
collection of ICMS (Imposto sobre Circulação de Mercadorias e Serviços) on telecommunication services, understanding that the services referred to the AIIM are not taxed by the ICMS. The tax authorities have not yet
decided on the appeal until this moment. |
(iv) |
In March 2005, an Assessment and Penalty Notice (AIIM) was filed against the Company, demanding payment of this contribution Fundo de Modernização da Administração Fazendária
(FUNDAF). As a result of this notification, the Company filed a tax debt annulment lawsuit at the 1st court level, which was partially judged in the Companys favor. The lawsuit is at the 2nd court level, for consideration of the Appeal and the
Voluntary Appeal. |
(v) |
It is two Notices of Violation and Imposition of Penalty issued against the Company involving the drawback regime. The first was issued due to alleged violation of the deadline for compliance with the drawback and the
second discusses possible differences regarding the tax classification of certain products. Both discussions run the judiciary and is, respectively, in Special Appeal analysis phase in STJ (Supremo Tribunal de Justiça) and awaiting an
appeal judgment by the TRF (Tribunal Regional Federal). |
(vi) |
Refers to claims for backdated salary increases and productivity payments, brought by former employees. |
(vii) |
Suits brought by former employees claiming reinstatement with the Company for various reasons. |
(viii) |
Indemnity claims in connection with alleged work-related accidents, pain and suffering, etc. |
29
Embraer S.A.
Notes to the Condensed Consolidated Interim Financial Statements
In millions of U.S. dollars, unless otherwise stated
(ix) |
Other indemnity claims brought by parties that had any kind of legal relationship with the Company. |
The tax,
labor and civil provisions are recorded in accordance with the Companys accounting policy (see note 2.2.25 of the December 31, 2014 consolidated financial statements), and the amounts shown here represent the estimated amounts that the
Companys legal department and its external counsel expect the Company to have to disburse to settle the lawsuits. The Others line in each of the categories is generally comprised of individual lawsuits and operations that differ
from the main categories and are sufficiently different and insignificant not to warrant individual categories.
Change in provision:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Product warranties |
|
|
Post retirement benefits |
|
|
Provisions Labor, Taxes and Civil |
|
|
Taxes |
|
|
Environment provision |
|
|
Other |
|
|
Total |
|
At December 31, 2013 |
|
|
103.9 |
|
|
|
71.0 |
|
|
|
68.9 |
|
|
|
7.3 |
|
|
|
5.3 |
|
|
|
7.8 |
|
|
|
264.2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Additions |
|
|
89.2 |
|
|
|
3.0 |
|
|
|
31.2 |
|
|
|
18.0 |
|
|
|
2.1 |
|
|
|
5.0 |
|
|
|
148.5 |
|
Interest |
|
|
|
|
|
|
4.8 |
|
|
|
5.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
9.8 |
|
Used/payments |
|
|
(64.1 |
) |
|
|
(0.7 |
) |
|
|
(9.8 |
) |
|
|
|
|
|
|
(2.5 |
) |
|
|
(3.0 |
) |
|
|
(80.1 |
) |
Reversals |
|
|
(38.9 |
) |
|
|
(30.0 |
) |
|
|
(7.2 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(76.1 |
) |
Translation adjustments |
|
|
(2.8 |
) |
|
|
(6.9 |
) |
|
|
(7.7 |
) |
|
|
|
|
|
|
(0.6 |
) |
|
|
0.2 |
|
|
|
(17.8 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At December 31, 2014 |
|
|
87.3 |
|
|
|
41.2 |
|
|
|
80.4 |
|
|
|
25.3 |
|
|
|
4.3 |
|
|
|
10.0 |
|
|
|
248.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Additions |
|
|
57.5 |
|
|
|
|
|
|
|
13.0 |
|
|
|
2.0 |
|
|
|
1.0 |
|
|
|
5.0 |
|
|
|
78.5 |
|
Interest |
|
|
|
|
|
|
2.1 |
|
|
|
2.9 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
5.0 |
|
Used/payments |
|
|
(41.5 |
) |
|
|
|
|
|
|
(12.4 |
) |
|
|
(3.0 |
) |
|
|
|
|
|
|
(4.0 |
) |
|
|
(60.9 |
) |
Reversals |
|
|
(6.5 |
) |
|
|
|
|
|
|
(2.0 |
) |
|
|
|
|
|
|
(1.0 |
) |
|
|
|
|
|
|
(9.5 |
) |
Translation adjustments |
|
|
0.4 |
|
|
|
(12.2 |
) |
|
|
(31.9 |
) |
|
|
|
|
|
|
(1.9 |
) |
|
|
2.1 |
|
|
|
(43.5 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At September 30, 2015 (Unaudited) |
|
|
97.2 |
|
|
|
31.1 |
|
|
|
50.0 |
|
|
|
24.3 |
|
|
|
2.4 |
|
|
|
13.1 |
|
|
|
218.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
14.2 |
Contingent liabilities |
Contingent liabilities are amounts classified as possible losses, in accordance
with the Companys accounting policy, in the opinion of the Companys legal department, supported by its external counsel. When the contingent asset arises from the same set of circumstances as an existing provision, the type of the
corresponding provision is indicated at the end of the description. Below is the description of all contingent liability that the Company has:
|
|
|
Remain administrative discussion relating to self infringement which deals with the accounting and recognition of compensation in the Board of Tax Appeals. The total amount involved on 30 September 2015 is US$ 26.7
and December 31, 2014 of US$ 37.9. |
|
|
|
The Company received in September, 2010 a subpoena from the SEC and associated inquiries from the U.S. Department of Justice, or DOJ, concerning possible non-compliance with the U.S. Foreign Corrupt Practices Act in
relation to certain aircraft sales outside of Brazil. In response, the Company retained outside counsel to conduct an internal investigation of sales in three countries. |
In light of additional information, the Company voluntarily expanded the scope of the internal investigation to include sales in other
countries, reported on these matters to the SEC and the DOJ and otherwise cooperated with them. The U.S. government inquiries, related inquiries and developments in other countries and the Companys internal investigation are continuing. Any
action in these or related inquiries, proceedings or other developments, or any agreement the Company enters into to settle the same, may result in substantial fines and other sanctions and adverse consequences. Based upon the opinion of its outside
counsel, the Company believes that there is no adequate basis at this time for estimating accruals or quantifying any contingency with respect to these matters.
In light of the above, we embarked on a comprehensive effort to improve and expand our compliance program worldwide. This multi-year task
involved reexamining every aspect of our compliance systems, and where appropriate, redesigning or adding to them. Some of the key enhancements include the creation of a Compliance Department, the appointment of a Chief Compliance Officer reporting
directly to the Risk and Audit Committee of the Board of Directors, the development of a program to monitor engagement of and payments to third parties, improvements to compliance policies, procedure and controls, the enhancement of anonymous and
other reporting channels, and the development of a comprehensive training and education program designed to maintain and reinforce a strong compliance culture at all levels of Embraer globally. The Company will continue to promote enhancements and
update its compliance program.
30
Embraer S.A.
Notes to the Condensed Consolidated Interim Financial Statements
In millions of U.S. dollars, unless otherwise stated
|
|
|
The Company has contingent liabilities amounting to US$ 9.8 related to labor suits at September 30, 2015 (US$ 15.3 at December 31, 2014). |
15. |
Financial Instruments |
15.1 |
Financial instruments by category |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
09.30.2015 (Unaudited) |
|
|
|
Note |
|
|
Loans and receivables |
|
|
Measured at fair value through profit or loss |
|
|
Available for sale |
|
|
Investments held to maturity |
|
|
Liabilities measured at amortised cost |
|
|
Total |
|
Assets |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents |
|
|
3 |
|
|
|
|
|
|
|
1,954.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,954.5 |
|
Financial investments |
|
|
4 |
|
|
|
|
|
|
|
523.8 |
|
|
|
1.9 |
|
|
|
265.3 |
|
|
|
|
|
|
|
791.0 |
|
Collateralized accounts receivable |
|
|
|
|
|
|
428.2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
428.2 |
|
Trade accounts receivable, net |
|
|
|
|
|
|
830.2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
830.2 |
|
Customer and commercial financing |
|
|
|
|
|
|
54.9 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
54.9 |
|
Derivative financial instruments |
|
|
5 |
|
|
|
|
|
|
|
16.8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
16.8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,313.3 |
|
|
|
2,495.1 |
|
|
|
1.9 |
|
|
|
265.3 |
|
|
|
|
|
|
|
4,075.6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loans and financing |
|
|
11 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3,389.3 |
|
|
|
3,389.3 |
|
Trade accounts payable and others liabilities |
|
|
|
|
|
|
|
|
|
|
6.9 |
|
|
|
|
|
|
|
|
|
|
|
1,724.9 |
|
|
|
1,731.8 |
|
Financial guarantee of residual value |
|
|
13 |
|
|
|
|
|
|
|
84.8 |
|
|
|
|
|
|
|
|
|
|
|
118.7 |
|
|
|
203.5 |
|
Capital lease |
|
|
11 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
0.1 |
|
|
|
0.1 |
|
Derivative financial instruments |
|
|
5 |
|
|
|
|
|
|
|
42.8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
42.8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
134.5 |
|
|
|
|
|
|
|
|
|
|
|
5,233.0 |
|
|
|
5,367.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
12.31.2014 |
|
|
|
Note |
|
|
Loans and receivables |
|
|
Measured at fair value through profit or loss |
|
|
Available for sale |
|
|
Investments held to maturity |
|
|
Liabilities measured at amortised cost |
|
|
Total |
|
Assets |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents |
|
|
3 |
|
|
|
|
|
|
|
1,713.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,713.0 |
|
Financial investments |
|
|
4 |
|
|
|
|
|
|
|
709.6 |
|
|
|
2.6 |
|
|
|
44.2 |
|
|
|
|
|
|
|
756.4 |
|
Collateralized accounts receivable |
|
|
|
|
|
|
425.6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
425.6 |
|
Trade accounts receivable, net |
|
|
|
|
|
|
703.8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
703.8 |
|
Customer and commercial financing |
|
|
|
|
|
|
68.6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
68.6 |
|
Derivative financial instruments |
|
|
5 |
|
|
|
|
|
|
|
17.9 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
17.9 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,198.0 |
|
|
|
2,440.5 |
|
|
|
2.6 |
|
|
|
44.2 |
|
|
|
|
|
|
|
3,685.3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loans and financing |
|
|
11 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2,507.9 |
|
|
|
2,507.9 |
|
Trade accounts payable and others liabilities |
|
|
|
|
|
|
|
|
|
|
4.0 |
|
|
|
|
|
|
|
|
|
|
|
1,788.7 |
|
|
|
1,792.7 |
|
Financial guarantee of residual value |
|
|
13 |
|
|
|
|
|
|
|
94.4 |
|
|
|
|
|
|
|
|
|
|
|
143.6 |
|
|
|
238.0 |
|
Capital lease |
|
|
11 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
0.2 |
|
|
|
0.2 |
|
Derivative financial instruments |
|
|
5 |
|
|
|
|
|
|
|
15.4 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
15.4 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
113.8 |
|
|
|
|
|
|
|
|
|
|
|
4,440.4 |
|
|
|
4,554.2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
15.2 |
Fair value of financial instruments |
The fair value of the Companys financial assets and
liabilities were determined using available market information and appropriate valuation methodologies. However, considerable judgment was required in interpreting market data to generate estimates of fair values. As a consequence, the
estimates presented below are not necessarily indicative of the amounts that might be realized in a current market exchange. The use of different assumptions and/or methodologies could have a material effect on the estimated realizable values.
The following methods were used to estimate the fair value of each category of financial instrument for which it is possible to estimate the fair value.
The book values of cash, cash equivalents, financial investments, accounts receivable, other financial assets and current liabilities are approximately their
fair values. The fair value of securities held to maturity is estimated by the discounted cash flow methodology. The fair value of non-current loans is based on the discounted value of the contractual cash flows. The discount rate used, when
applicable, is based on the future market yield curve for the cash flows of each liability.
31
Embraer S.A.
Notes to the Condensed Consolidated Interim Financial Statements
In millions of U.S. dollars, unless otherwise stated
The Company considers fair value to be the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction
between market participants at the measurement date (exit price). The Company utilizes market data or assumptions that market participants would use in pricing the asset or liability, including assumptions about risk and the risks inherent in the
inputs to the valuation technique. The Company primarily applies the market approach for recurring fair value measurements and endeavors to utilize the best available information. Accordingly, the Company utilizes valuation techniques that maximize
the use of observable inputs and minimize the use of unobservable inputs. The Company is able to classify fair value balances based on the observable inputs. A fair value hierarchy is used to prioritize the inputs used to measure fair value. The
three Levels of the fair value hierarchy are as follows:
|
|
|
Level 1 quoted prices are available in active markets for identical assets or liabilities at the reporting period. Active markets are those in which transactions for the asset or liability occur in sufficient
frequency and volume to provide pricing information on an ongoing basis. Level 1 primarily consists of financial instruments such as exchange-traded derivatives and listed equities. |
|
|
|
Level 2 pricing inputs are other than quoted prices in active markets included in level 1, which are either directly or indirectly observable as of the reported date. However, they can be directly or indirectly
observable at the statement of financial position date. Level 2 includes those financial instruments that are valued using models or other valuation methodologies. These models are primarily industry-standard models that consider various
assumptions, including quoted forward prices for commodities, time value, volatility factors and current market and contractual prices for the underlying instruments, as well as other relevant economic measures. Substantially all of these
assumptions are observable in the marketplace throughout the full term of the instrument, can be derived from observable data or are supported by observable levels at which transactions are executed in the marketplace. Instruments in this category
include non-exchange traded derivatives such as over-the-counter forwards and options. |
|
|
|
Level 3 pricing inputs include significant inputs that are generally less observable from objective sources. These inputs may be used with internally developed methodologies that result in Managements best
estimate of fair value. At each balance sheet date, the Company performs an analysis of all instruments and includes in Level 3 all of those whose fair value is based on significant unobservable inputs. |
The following table sets forth by level within the fair value hierarchy the Companys financial assets and liabilities that were accounted for at fair
value on a recurring basis as of September 30, 2015. The Companys assessment of the significance of a particular input to the fair value measurement requires judgment and may affect the valuation of fair value assets and liabilities and
their placement within the fair value hierarchy levels.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
09.30.2015 (Unaudited) |
|
|
|
|
|
|
Fair value of financial instruments measured at fair value through profit or loss |
|
|
Total |
|
|
Fair value of the other financial instruments |
|
|
Fair value |
|
|
Book value |
|
|
|
Note |
|
|
Level 1 |
|
|
Level 2 |
|
|
Level 3 |
|
|
|
|
|
Assets |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents |
|
|
3 |
|
|
|
237.0 |
|
|
|
1,717.5 |
|
|
|
|
|
|
|
1,954.5 |
|
|
|
|
|
|
|
1,954.5 |
|
|
|
1,954.5 |
|
Financial investments |
|
|
4 |
|
|
|
|
|
|
|
523.8 |
|
|
|
|
|
|
|
523.8 |
|
|
|
267.2 |
|
|
|
791.0 |
|
|
|
791.0 |
|
Collateralized accounts receivable |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
428.2 |
|
|
|
428.2 |
|
|
|
428.2 |
|
Trade accounts receivable, net |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
830.2 |
|
|
|
830.2 |
|
|
|
830.2 |
|
Customer and commercial financing |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
54.9 |
|
|
|
54.9 |
|
|
|
54.9 |
|
Derivative financial instruments |
|
|
5 |
|
|
|
|
|
|
|
16.8 |
|
|
|
|
|
|
|
16.8 |
|
|
|
|
|
|
|
16.8 |
|
|
|
16.8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
237.0 |
|
|
|
2,258.1 |
|
|
|
|
|
|
|
2,495.1 |
|
|
|
1,580.5 |
|
|
|
4,075.6 |
|
|
|
4,075.6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loans and financing |
|
|
11 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3,389.3 |
|
|
|
3,519.3 |
|
|
|
3,389.3 |
|
Trade accounts payable and others liabilities |
|
|
|
|
|
|
6.9 |
|
|
|
|
|
|
|
|
|
|
|
6.9 |
|
|
|
1,724.9 |
|
|
|
1,731.8 |
|
|
|
1,731.8 |
|
Financial guarantee and of residual value |
|
|
13 |
|
|
|
|
|
|
|
|
|
|
|
84.8 |
|
|
|
84.8 |
|
|
|
118.7 |
|
|
|
203.5 |
|
|
|
203.5 |
|
Capital lease |
|
|
11 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
0.1 |
|
|
|
0.1 |
|
|
|
0.1 |
|
Derivative financial instruments |
|
|
5 |
|
|
|
|
|
|
|
42.8 |
|
|
|
|
|
|
|
42.8 |
|
|
|
|
|
|
|
42.8 |
|
|
|
42.8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
6.9 |
|
|
|
42.8 |
|
|
|
84.8 |
|
|
|
134.5 |
|
|
|
5,233.0 |
|
|
|
5,497.5 |
|
|
|
5,367.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
32
Embraer S.A.
Notes to the Condensed Consolidated Interim Financial Statements
In millions of U.S. dollars, unless otherwise stated
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
12.31.2014 |
|
|
|
|
|
|
Fair value of financial instruments measured at fair value through profit or loss |
|
|
Total |
|
|
Fair value of the other financial instruments |
|
|
Fair value |
|
|
Book value |
|
|
|
Note |
|
|
Level 1 |
|
|
Level 2 |
|
|
Level 3 |
|
|
|
|
|
Assets |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents |
|
|
3 |
|
|
|
232.2 |
|
|
|
1,480.8 |
|
|
|
|
|
|
|
1,713.0 |
|
|
|
|
|
|
|
1,713.0 |
|
|
|
1,713.0 |
|
Financial investments |
|
|
4 |
|
|
|
0.8 |
|
|
|
708.8 |
|
|
|
|
|
|
|
709.6 |
|
|
|
46.8 |
|
|
|
756.4 |
|
|
|
756.4 |
|
Collateralized accounts receivable |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
425.6 |
|
|
|
425.6 |
|
|
|
425.6 |
|
Trade accounts receivable, net |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
703.8 |
|
|
|
703.8 |
|
|
|
703.8 |
|
Customer and commercial financing |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
68.6 |
|
|
|
68.6 |
|
|
|
68.6 |
|
Derivative financial instruments |
|
|
5 |
|
|
|
|
|
|
|
17.9 |
|
|
|
|
|
|
|
17.9 |
|
|
|
|
|
|
|
17.9 |
|
|
|
17.9 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
233.0 |
|
|
|
2,207.5 |
|
|
|
|
|
|
|
2,440.5 |
|
|
|
1,244.8 |
|
|
|
3,685.3 |
|
|
|
3,685.3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loans and financing |
|
|
11 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2,507.9 |
|
|
|
2,661.5 |
|
|
|
2,507.9 |
|
Trade accounts payable and others liabilities |
|
|
|
|
|
|
4.0 |
|
|
|
|
|
|
|
|
|
|
|
4.0 |
|
|
|
1,788.7 |
|
|
|
1,792.7 |
|
|
|
1,792.7 |
|
Financial guarantee and of residual value |
|
|
13 |
|
|
|
|
|
|
|
|
|
|
|
94.4 |
|
|
|
94.4 |
|
|
|
143.6 |
|
|
|
238.0 |
|
|
|
238.0 |
|
Capital lease |
|
|
11 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
0.2 |
|
|
|
0.2 |
|
|
|
0.2 |
|
Derivative financial instruments |
|
|
5 |
|
|
|
|
|
|
|
15.4 |
|
|
|
|
|
|
|
15.4 |
|
|
|
|
|
|
|
15.4 |
|
|
|
15.4 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4.0 |
|
|
|
15.4 |
|
|
|
94.4 |
|
|
|
113.8 |
|
|
|
4,440.4 |
|
|
|
4,707.8 |
|
|
|
4,554.2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fair value of liabilities measurement using significant unobservable inputs (level 3) |
|
At December 31, 2013 |
|
|
81.6 |
|
|
|
|
|
|
Disposal |
|
|
(6.3 |
) |
Market value |
|
|
19.1 |
|
|
|
|
|
|
At December 31, 2014 |
|
|
94.4 |
|
|
|
|
|
|
Disposal |
|
|
|
|
Market value |
|
|
(9.6 |
) |
|
|
|
|
|
At September 30, 2015 (Unaudited) |
|
|
84.8 |
|
|
|
|
|
|
15.3 |
Financial risk management policy |
The Company has and follows a risk management policy to direct
transactions, which involves the diversification of transactions and counterparties. This policy provides for regular monitoring and management of the nature and general situation of the financial risks in order to assess the results and the
financial impact on cash flows. The credit limits and risk rating of the counterparties are also reviewed periodically.
The Companys risk
management policy was established by the Executive Directors and submitted by to the Board of Directors, and provides for a Financial Management Committee. Under this policy, the market risks are mitigated when there is no counterparty in the
Companys operations and when it is considered necessary to support the corporate strategy. The Companys internal control procedures provide for a consolidated monitoring and supervision of the financial results and of the impact on cash
flows.
The Financial Management Committee assists the Financial Department in examining and reviewing information in relation to the economic scenario
and its potential impact on the Companys operations, including significant risk management policies, procedures and practices.
The financial risk
management policy includes the use of derivative financial instruments to mitigate the effects of interest rate fluctuations and to reduce the exposure to exchange rate risk. The use of these instruments for speculative purposes is forbidden.
15.3.1 |
Capital risk management |
The Company uses capital management to ensure the continuity of its investment
program and offer a return to its shareholders and benefits to its stakeholders and also to maintain an optimized capital structure in order to reduce costs.
The Company may review its dividends payment policy, pay back capital to the shareholders, issue new shares or sell assets in order to maintain or adjust its
capital structure (to reduce the financial indebtedness, for instance).
33
Embraer S.A.
Notes to the Condensed Consolidated Interim Financial Statements
In millions of U.S. dollars, unless otherwise stated
Liquidity and the leverage level are constantly monitored in order to mitigate refinance risk and to maximize the return to the shareholders. The ratio between
the liquidity and the return to the shareholders may be changed pursuant to the assessment of Statutory Board of Directors.
The capital management
may be changed due to economy scenario alterations or to strategic repositioning of the Company.
On September 30, 2015, cash and cash equivalents was
lower than the Companys financial indebtedness by US$ 910.9 and December 31, 2014 cash and cash equivalents exceeded the Companys financial indebtedness by US$ 84.5.
Of the total financial indebtedness as of September 30, 2015, 9.2% was short-term (3.6% on December 31, 2014) and the average weighted term was
equivalent to 6.5 years (5.4 years as of December 31, 2014). The Companys own capital accounted for 33.4% as of September 30, 2015 and 37.1% as of December 31, 2014 total liabilities.
Credit risk is the risk of unfulfillment, by the counterparty, of an obligation due to the
Company represented in financial instruments, or receivables due from sales to customers, which leads to a financial loss. The Company is exposed to credit risk with respect to its operational activities, cash held in banks and financial investments
held in other institutions.
Financial investment
The credit risk of cash and financial investment, which is managed by the Financial Department, is managed according to the defined policy. The credit limit of
the counterparties is reviewed on a daily basis in order to minimize the concentration risk and mitigate financial losses due to bankruptcy of the counterparties. The Financial Management Committee assists the Financial Department in examining and
reviewing operations done with counterparties.
Accounts receivable
The Company may incur losses on amounts receivable from sales of spare parts and services. To reduce this risk, customer credit analyses are made continuously.
In relation to accounts receivable from aircraft sales, the Company may have credit risks until the financing structure has been completed. To minimize this credit risk, the Company operates with financial institutions to facilitate structuring of
the financing.
To cover risk of loss from doubtful accounts, the Company has recorded an allowance in an amount considered sufficient by management to
cover expected losses on realization of the receivables.
The following tables present the credit risk classification of the respective counterparty of
the financial investment (including cash) and other financial assets held by the Company.
a) |
Credit risk for counterparty with external assessment |
|
|
|
|
|
|
|
|
|
|
|
09.30.2015 |
|
|
12.31.2014 |
|
|
|
(Unaudited) |
|
|
|
|
Cash and cash equivalents |
|
|
1,954.5 |
|
|
|
1,713.0 |
|
Financial investments |
|
|
791.0 |
|
|
|
756.4 |
|
Derivative financial instruments |
|
|
16.8 |
|
|
|
17.9 |
|
|
|
|
|
|
|
|
|
|
Total |
|
|
2,762.3 |
|
|
|
2,487.3 |
|
|
|
|
|
|
|
|
|
|
Based on external appraisal: |
|
|
|
|
|
|
|
|
AAA |
|
|
1,069.0 |
|
|
|
1,598.9 |
|
AA |
|
|
4.8 |
|
|
|
49.0 |
|
A |
|
|
982.3 |
|
|
|
60.0 |
|
BBB |
|
|
519.8 |
|
|
|
779.1 |
|
BB |
|
|
186.1 |
|
|
|
|
|
N/A |
|
|
0.3 |
|
|
|
0.3 |
|
|
|
|
|
|
|
|
|
|
Total |
|
|
2,762.3 |
|
|
|
2,487.3 |
|
|
|
|
|
|
|
|
|
|
N/A Not available: no observable input to credit assessment
34
Embraer S.A.
Notes to the Condensed Consolidated Interim Financial Statements
In millions of U.S. dollars, unless otherwise stated
b) |
Credit risk for counterparties without external evaluation |
|
|
|
|
|
|
|
|
|
|
|
09.30.2015 |
|
|
12.31.2014 |
|
|
|
(Unaudited) |
|
|
|
|
Collateralized accounts receivable |
|
|
428.2 |
|
|
|
425.6 |
|
Trade accounts receivable, net |
|
|
830.2 |
|
|
|
703.8 |
|
Customer and commercial financing |
|
|
54.9 |
|
|
|
68.6 |
|
|
|
|
|
|
|
|
|
|
Total |
|
|
1,313.3 |
|
|
|
1,198.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Based on internal appraisal: |
|
|
|
|
|
|
|
|
Group 1 |
|
|
1.3 |
|
|
|
1.7 |
|
Group 2 |
|
|
90.2 |
|
|
|
88.5 |
|
Group 3 |
|
|
1,221.8 |
|
|
|
1,107.8 |
|
|
|
|
|
|
|
|
|
|
Total |
|
|
1,313.3 |
|
|
|
1,198.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Group 1 : New customers (less than one year) |
|
|
|
|
|
|
|
|
Group 2 : Customers (more than one year) impaired |
|
|
|
|
|
|
|
|
Group 3 : Customers (more than one year) not impaired |
|
|
|
|
|
|
|
|
This is the risk of the Company not having sufficient liquid funds to honor its
financial commitments as a result of a mismatch of terms or volumes of estimated receipts and payments.
To manage the liquidity of cash in dollars and
reais, Management has established projections and assumptions based on contracts for future disbursements and receipts, which are monitored daily by the Company. Accordingly, possible mismatches are detected well in advance allowing the Company to
adopt mitigation measures in advance, reducing the risk and financial cost.
The following table provides additional information related to undiscounted
contractual obligations and commercial commitments and their respective maturities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash Flow |
|
|
Less than one year |
|
|
One to three years |
|
|
Three to five years |
|
|
More than five years |
|
At September 30,
2015 (Unaudited) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loans and financing |
|
|
4,574.9 |
|
|
|
492.4 |
|
|
|
807.2 |
|
|
|
511.2 |
|
|
|
2,764.1 |
|
Suppliers |
|
|
983.6 |
|
|
|
983.6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Recourse and non recourse debt |
|
|
397.7 |
|
|
|
17.3 |
|
|
|
19.9 |
|
|
|
346.6 |
|
|
|
13.9 |
|
Financial guarantees |
|
|
203.5 |
|
|
|
68.5 |
|
|
|
40.9 |
|
|
|
24.0 |
|
|
|
70.1 |
|
Other liabilities |
|
|
352.5 |
|
|
|
7.3 |
|
|
|
242.2 |
|
|
|
88.7 |
|
|
|
14.3 |
|
Capital lease |
|
|
0.1 |
|
|
|
|
|
|
|
0.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
6,512.3 |
|
|
|
1,569.1 |
|
|
|
1,110.3 |
|
|
|
970.5 |
|
|
|
2,862.4 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At December
31, 2014 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loans and financing |
|
|
3,279.9 |
|
|
|
195.0 |
|
|
|
1,079.0 |
|
|
|
320.5 |
|
|
|
1,685.4 |
|
Suppliers |
|
|
980.6 |
|
|
|
980.6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Recourse and non recourse debt |
|
|
400.0 |
|
|
|
10.3 |
|
|
|
328.8 |
|
|
|
32.1 |
|
|
|
28.8 |
|
Financial guarantees |
|
|
238.0 |
|
|
|
29.5 |
|
|
|
42.1 |
|
|
|
14.8 |
|
|
|
151.6 |
|
Other liabilities |
|
|
386.1 |
|
|
|
85.5 |
|
|
|
118.4 |
|
|
|
111.4 |
|
|
|
70.8 |
|
Capital lease |
|
|
0.3 |
|
|
|
0.2 |
|
|
|
0.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
5,284.9 |
|
|
|
1,301.1 |
|
|
|
1,568.4 |
|
|
|
478.8 |
|
|
|
1,936.6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The above table shows the outstanding principal and anticipated interest due at maturity date. For the fixed rate liabilities,
the interest expenses were calculated based on the rate established in each debt contract. For the floating rate liabilities, the interest expenses were calculated based on a market forecast for each period (e.g. LIBOR 6m12m).
35
Embraer S.A.
Notes to the Condensed Consolidated Interim Financial Statements
In millions of U.S. dollars, unless otherwise stated
This risk arises from the possibility that the Company might incur losses on account
of interest rate fluctuations that increase the financial expense of liabilities and related to floating interest rates that reduce the assets income subject to floating interest rates and / or when the fluctuation in the determination of fair value
price of assets or liabilities that are marked to market by fixed rates.
|
|
|
Cash, cash equivalents and financial investments Company policy for managing the risk of fluctuations in interest rates on financial investments is to measure market risk by the Value-At-Risk VAR
methodology, analyzing a variety of risk factors that might affect the return on the investments. The financial income determined in the period already reflects the effects of marking the assets in the Brazilian and foreign investment portfolios to
market. |
|
|
|
Loans and financing the Company uses derivative contracts to hedge against the risk of fluctuations in interest rates on certain transactions, and also continuously monitors market interest rates to evaluate the
potential need to contract new derivative transactions to protect against the risk of volatility in these rates. |
On September 30,
2015, the Companys cash, cash equivalents, financial investments and loans and financing were indexed as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Without derivative effect |
|
Pre-fixed |
|
|
Post-fixed |
|
|
Total |
|
|
|
Amount |
|
|
% |
|
|
Amount |
|
|
% |
|
|
Amount |
|
|
% |
|
Cash, cash equivalents and financial investments |
|
|
1,371.2 |
|
|
|
49.94% |
|
|
|
1,374.3 |
|
|
|
50.06% |
|
|
|
2,745.5 |
|
|
|
100.00% |
|
Loans and financing |
|
|
3,083.4 |
|
|
|
90.97% |
|
|
|
306.0 |
|
|
|
9.03% |
|
|
|
3,389.4 |
|
|
|
100.00% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
With derivative effect |
|
Pre-fixed |
|
|
Post-fixed |
|
|
Total |
|
|
|
Amount |
|
|
% |
|
|
Amount |
|
|
% |
|
|
Amount |
|
|
% |
|
Cash, cash equivalents and financial investments |
|
|
1,371.1 |
|
|
|
49.94% |
|
|
|
1,374.3 |
|
|
|
50.06% |
|
|
|
2,745.4 |
|
|
|
100.00% |
|
Loans and financing |
|
|
2,573.6 |
|
|
|
75.93% |
|
|
|
815.8 |
|
|
|
24.07% |
|
|
|
3,389.4 |
|
|
|
100.00% |
|
On September 30, 2015, the Companys cash, cash equivalents, financial investments and loans and financing post
-fixed were indexed as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Without derivative effect |
|
|
With derivative effect |
|
|
|
Amount |
|
|
% |
|
|
Amount |
|
|
% |
|
Cash equivalents and financial investments |
|
|
1,374.3 |
|
|
|
100.00% |
|
|
|
1,374.3 |
|
|
|
100.00% |
|
CDI |
|
|
496.0 |
|
|
|
36.09% |
|
|
|
496.0 |
|
|
|
36.09% |
|
Libor |
|
|
878.3 |
|
|
|
63.91% |
|
|
|
878.3 |
|
|
|
63.91% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loans and financing |
|
|
306.0 |
|
|
|
100.00% |
|
|
|
815.8 |
|
|
|
100.00% |
|
TJLP |
|
|
23.1 |
|
|
|
7.55% |
|
|
|
23.1 |
|
|
|
2.83% |
|
Libor |
|
|
279.1 |
|
|
|
91.21% |
|
|
|
275.3 |
|
|
|
33.75% |
|
CDI |
|
|
3.8 |
|
|
|
1.24% |
|
|
|
517.4 |
|
|
|
63.42% |
|
b) |
Foreign exchange rate risk |
The Companys functional currency is the US dollar.
Consequently, the Companys operations which are most exposed to foreign exchange gains/losses are those denominated in Real (labor costs, local
expenses, financial investments and loans and financing) as well as investments in subsidiaries in currencies other than the US dollar.
Company policy
for protection against foreign exchange risks on assets and liabilities is mainly based on seeking to maintain a balance between assets and liabilities indexed in each currency and daily management of foreign currency purchases and sales to ensure
that, on realization of the transactions contracted, this natural hedge will occur. This policy minimizes the effect of exchange rate changes on assets and liabilities already contracted, but does not protect against the risk of fluctuations in
future results due to the appreciation or depreciation of the Real that can, when measured in dollars, show an increase or reduction of the share of costs when Real denominated.
36
Embraer S.A.
Notes to the Condensed Consolidated Interim Financial Statements
In millions of U.S. dollars, unless otherwise stated
The Company, in certain market conditions, may protect itself against future expenses and revenues, denominated in foreign currency, to minimize future
mismatches which lead to foreign currency gains/losses in the results.
Efforts to minimize the foreign exchange risk for rights and liabilities
denominated in currencies other than the functional currency may involve transactions with derivatives, such as swaps, exchange options and Non-Deliverable Forwards (NDF) (Note 5).
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Without the effect of derivative transactions |
|
|
With the effect of derivative transactions |
|
|
|
09.30.2015 |
|
|
12.31.2014 |
|
|
09.30.2015 |
|
|
12.31.2014 |
|
|
|
(Unaudited) |
|
|
|
|
|
|
|
|
|
|
Loans and financing |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Brazilian reais |
|
|
590.0 |
|
|
|
838.7 |
|
|
|
590.0 |
|
|
|
838.7 |
|
U.S. dollars |
|
|
2,702.1 |
|
|
|
1,587.0 |
|
|
|
2,702.1 |
|
|
|
1,587.0 |
|
Euro |
|
|
97.3 |
|
|
|
82.4 |
|
|
|
97.3 |
|
|
|
82.4 |
|
Other currencies |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3,389.4 |
|
|
|
2,508.1 |
|
|
|
3,389.4 |
|
|
|
2,508.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Trade accounts payable |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Brazilian reais |
|
|
70.1 |
|
|
|
114.7 |
|
|
|
70.1 |
|
|
|
114.7 |
|
U.S. dollars |
|
|
792.2 |
|
|
|
770.1 |
|
|
|
792.2 |
|
|
|
770.1 |
|
Euro |
|
|
113.2 |
|
|
|
95.2 |
|
|
|
113.2 |
|
|
|
95.2 |
|
Other currencies |
|
|
8.1 |
|
|
|
0.6 |
|
|
|
8.1 |
|
|
|
0.6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
983.6 |
|
|
|
980.6 |
|
|
|
983.6 |
|
|
|
980.6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total (1) |
|
|
4,373.0 |
|
|
|
3,488.7 |
|
|
|
4,373.0 |
|
|
|
3,488.7 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents and financial investments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Brazilian reais |
|
|
911.6 |
|
|
|
1,392.3 |
|
|
|
911.6 |
|
|
|
1,392.3 |
|
U.S. dollars |
|
|
1,768.0 |
|
|
|
1,011.8 |
|
|
|
1,768.0 |
|
|
|
1,011.8 |
|
Euro |
|
|
8.6 |
|
|
|
11.0 |
|
|
|
8.6 |
|
|
|
11.0 |
|
Other currencies |
|
|
57.3 |
|
|
|
54.3 |
|
|
|
57.3 |
|
|
|
54.3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2,745.5 |
|
|
|
2,469.4 |
|
|
|
2,745.5 |
|
|
|
2,469.4 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Trade accounts receivable: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Brazilian reais |
|
|
80.0 |
|
|
|
78.0 |
|
|
|
80.0 |
|
|
|
78.0 |
|
U.S. dollars |
|
|
649.1 |
|
|
|
508.0 |
|
|
|
649.1 |
|
|
|
508.0 |
|
Euro |
|
|
101.1 |
|
|
|
116.8 |
|
|
|
101.1 |
|
|
|
116.8 |
|
Other currencies |
|
|
|
|
|
|
1.0 |
|
|
|
|
|
|
|
1.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
830.2 |
|
|
|
703.8 |
|
|
|
830.2 |
|
|
|
703.8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total (2) |
|
|
3,575.7 |
|
|
|
3,173.2 |
|
|
|
3,575.7 |
|
|
|
3,173.2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net expos ure (1 - 2): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Brazilian reais |
|
|
(331.5 |
) |
|
|
(516.9 |
) |
|
|
(331.5 |
) |
|
|
(516.9 |
) |
U.S. dollars |
|
|
1,077.2 |
|
|
|
837.3 |
|
|
|
1,077.2 |
|
|
|
837.3 |
|
Euro |
|
|
100.8 |
|
|
|
49.8 |
|
|
|
100.8 |
|
|
|
49.8 |
|
Other currencies |
|
|
(49.2 |
) |
|
|
(54.7 |
) |
|
|
(49.2 |
) |
|
|
(54.7 |
) |
The Company also has other financial assets and liabilities that are influenced by the foreign exchange variations and were
not included in the table above. They are used to minimize the exposure in the presented currencies.
37
Embraer S.A.
Notes to the Condensed Consolidated Interim Financial Statements
In millions of U.S. dollars, unless otherwise stated
15.4 |
Sensitivity analysis |
In order to present positive and negative variations of 25% and 50% in the risk
variable considered, a sensitivity analysis of the financial instruments is presented below, including derivatives, describing the effects on the monetary and foreign exchange variations on the financial income and expense determined on the balances
recorded on September 30, 2015, in the event of the occurrence of such variations in the risk component.
However, statistical simplifications were
made in isolating the variability of the risk factors in question. Consequently, the following estimates do not necessarily represent the amounts that might be determined in future financial statements. The use of different hypotheses and/or
methodologies could have a material effect on the estimates presented below.
Assuming that the balances remain constant, the Company calculated the interest and
exchange variation differential for each of the projected scenarios.
In the evaluation of the amounts exposed to interest rate risk, only the financial
statement risks were considered. The operations subject to prefixed interest rates were not included.
The probable scenario is based on the
Companys estimates for each of the variables indicated, and positive and negative variations of 25% and 50% were applied to the rates in force as of statement of financial position date.
In the sensitivity analysis of derivative contracts, positive and negative variations of 25% and 50% were applied to the market yield curve (BM&FBOVESPA)
as of the statement of financial position date.
15.4.2 |
Interest risk factor |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Additional variations in book balances (*) |
|
|
|
Risk factor |
|
Amounts exposed at 09.30.2015 |
|
|
-50% |
|
|
-25% |
|
|
Probable scenario |
|
|
+ 25% |
|
|
+ 50% |
|
|
|
|
|
(Unaudited) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash equivalents and financial investments |
|
CDI |
|
|
496.0 |
|
|
|
(34.7) |
|
|
|
(17.0) |
|
|
|
0.7 |
|
|
|
18.5 |
|
|
|
36.2 |
|
Loans and financing |
|
CDI |
|
|
3.8 |
|
|
|
0.3 |
|
|
|
0.1 |
|
|
|
|
|
|
|
(0.1) |
|
|
|
(0.3) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net impact |
|
CDI |
|
|
492.2 |
|
|
|
(34.4) |
|
|
|
(16.9) |
|
|
|
0.7 |
|
|
|
18.4 |
|
|
|
35.9 |
|
Cash equivalents and financial investments |
|
LIBOR |
|
|
878.3 |
|
|
|
(0.9) |
|
|
|
0.1 |
|
|
|
1.1 |
|
|
|
2.1 |
|
|
|
3.1 |
|
Loans and financing |
|
LIBOR |
|
|
279.1 |
|
|
|
0.3 |
|
|
|
|
|
|
|
(0.3) |
|
|
|
(0.7) |
|
|
|
(1.0) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net impact |
|
LIBOR |
|
|
599.2 |
|
|
|
(0.6) |
|
|
|
0.1 |
|
|
|
0.8 |
|
|
|
1.4 |
|
|
|
2.1 |
|
Loans and financing |
|
TJLP |
|
|
23.1 |
|
|
|
0.7 |
|
|
|
0.3 |
|
|
|
(0.1) |
|
|
|
(0.5) |
|
|
|
(0.9) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net impact |
|
TJLP |
|
|
(23.1) |
|
|
|
0.7 |
|
|
|
0.3 |
|
|
|
(0.1) |
|
|
|
(0.5) |
|
|
|
(0.9) |
|
Rates considered |
|
CDI |
|
|
14.15% |
|
|
|
7.15% |
|
|
|
10.73% |
|
|
|
14.30% |
|
|
|
17.88% |
|
|
|
21.45% |
|
Rates considered |
|
LIB OR |
|
|
0.33% |
|
|
|
0.23% |
|
|
|
0.34% |
|
|
|
0.45% |
|
|
|
0.56% |
|
|
|
0.68% |
|
Rates considered |
|
TJLP |
|
|
6.50% |
|
|
|
3.50% |
|
|
|
5.25% |
|
|
|
7.00% |
|
|
|
8.75% |
|
|
|
10.50% |
|
(*) |
The positive and negative variations of 25% and 50% were applied on the rates in effec t at 09.30.2015 |
15.4.3 |
Foreign exchange risk factor |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Additional variations in book balances (*) |
|
|
|
Risk factor |
|
|
Amounts exposed at 09.30.2015 |
|
|
-50% |
|
|
-25% |
|
|
Probable scenario |
|
|
+ 25% |
|
|
+ 50% |
|
|
|
|
|
|
(Unaudited) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Assets |
|
|
|
|
|
|
1,161.3 |
|
|
|
576.7 |
|
|
|
284.4 |
|
|
|
(7.9 |
) |
|
|
(300.2 |
) |
|
|
(592.6 |
) |
Cash, cash equivalents and financial investments |
|
|
BRL |
|
|
|
911.6 |
|
|
|
452.7 |
|
|
|
223.3 |
|
|
|
(6.2 |
) |
|
|
(235.6 |
) |
|
|
(465.2 |
) |
Other assets |
|
|
BRL |
|
|
|
249.7 |
|
|
|
124.0 |
|
|
|
61.1 |
|
|
|
(1.7 |
) |
|
|
(64.6 |
) |
|
|
(127.4 |
) |
Liabilities |
|
|
|
|
|
|
1,165.0 |
|
|
|
(578.4 |
) |
|
|
(285.3 |
) |
|
|
7.9 |
|
|
|
301.2 |
|
|
|
594.4 |
|
Loans and financing |
|
|
BRL |
|
|
|
590.0 |
|
|
|
(292.9 |
) |
|
|
(144.5 |
) |
|
|
4.0 |
|
|
|
152.5 |
|
|
|
301.0 |
|
Other liabilities |
|
|
BRL |
|
|
|
575.0 |
|
|
|
(285.5 |
) |
|
|
(140.8 |
) |
|
|
3.9 |
|
|
|
148.7 |
|
|
|
293.4 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net impact |
|
|
|
|
|
|
(3.7 |
) |
|
|
1,155.1 |
|
|
|
569.7 |
|
|
|
|
|
|
|
1.0 |
|
|
|
1.8 |
|
Exchange rate considered |
|
|
|
|
|
|
3.9729 |
|
|
|
2.0000 |
|
|
|
3.0000 |
|
|
|
4.0000 |
|
|
|
5.0000 |
|
|
|
6.0000 |
|
(*) |
The positive and negative variations of 25% and 50% were applied on the rates in effect at 09.30.2015 |
38
Embraer S.A.
Notes to the Condensed Consolidated Interim Financial Statements
In millions of U.S. dollars, unless otherwise stated
15.4.4 |
Derivative contracts |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Additional variations in book balances (*) |
|
|
|
Risk factor |
|
Amounts exposed at 09.30.2015 |
|
|
-50% |
|
|
-25% |
|
|
Probable scenario |
|
|
+ 25% |
|
|
+ 50% |
|
Interest swap |
|
LIBOR |
|
|
16.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest swap fair value hedge |
|
CDI |
|
|
(7.8 |
) |
|
|
18.3 |
|
|
|
8.5 |
|
|
|
(0.3 |
) |
|
|
(7.4 |
) |
|
|
(13.9 |
) |
Interest swap |
|
CDI |
|
|
(4.8 |
) |
|
|
7.6 |
|
|
|
3.6 |
|
|
|
(0.1 |
) |
|
|
(3.4 |
) |
|
|
(6.5 |
) |
Hedge designated as cash flow |
|
US$/R$ |
|
|
(21.0 |
) |
|
|
133.5 |
|
|
|
49.8 |
|
|
|
4.6 |
|
|
|
(50.5 |
) |
|
|
(119.4 |
) |
Foreign Exchange option |
|
Object-price |
|
|
0.4 |
|
|
|
(0.7 |
) |
|
|
(0.6 |
) |
|
|
(0.5 |
) |
|
|
(0.3 |
) |
|
|
(0.1 |
) |
Other derivatives |
|
Preço-objeto |
|
|
0.1 |
|
|
|
2.6 |
|
|
|
0.9 |
|
|
|
|
|
|
|
(0.6 |
) |
|
|
(0.8 |
) |
Hedge as cash flow |
|
US$/R$ |
|
|
(9.0 |
) |
|
|
7.0 |
|
|
|
9.0 |
|
|
|
5.0 |
|
|
|
(16.0 |
) |
|
|
(31.0 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
|
|
(26.0 |
) |
|
|
168.3 |
|
|
|
71.2 |
|
|
|
8.7 |
|
|
|
(78.2 |
) |
|
|
(171.7 |
) |
Rate considered |
|
LIBOR |
|
|
0.33 |
% |
|
|
0.23 |
% |
|
|
0.34 |
% |
|
|
0.45 |
% |
|
|
0.56 |
% |
|
|
0.68 |
% |
Rate considered |
|
CDI |
|
|
14.15 |
% |
|
|
7.15 |
% |
|
|
10.73 |
% |
|
|
14.30 |
% |
|
|
17.88 |
% |
|
|
21.45 |
% |
Rate considered |
|
Object-price |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Object price considered |
|
Object-price |
|
|
1.12 |
|
|
|
0.55 |
|
|
|
0.82 |
|
|
|
1.09 |
|
|
|
1.36 |
|
|
|
1.64 |
|
(*) |
The positive and negative variations of 25% and 50% were applied on the rates in effect at 09.30.2015 |
15.4.5 |
Residual Value Guarantees |
The residual value guarantees are reported in a manner similar to financial
derivative instruments.
Based on residual value guarantee contracts in force, the Company ascertains any changes in values based on third party
appraisals. The probable scenario is based on the Companys expectation of recording the provisions on a statistical basis, and the positive and negative variations of 25% and 50% have been applied to the third party appraisals at the balance
sheet date.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Additional variations in book balances (*) |
|
|
|
Amounts exposed at 09.30.2015 |
|
|
-50% |
|
|
-25% |
|
|
Probable scenario |
|
|
+ 25% |
|
|
+ 50% |
|
Financial guarantee of residual value |
|
|
84.8 |
|
|
|
(177.9 |
) |
|
|
(109.1 |
) |
|
|
(0.6 |
) |
|
|
56.0 |
|
|
|
70.8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
84.8 |
|
|
|
(177.9 |
) |
|
|
(109.1 |
) |
|
|
(0.6 |
) |
|
|
56.0 |
|
|
|
70.8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
If a provision is considered to be insufficient to cover the probable execution of the guarantees, it is increased to adjust
it to the Companys exposure at the reporting period.
The authorized capital is divided into 1,000,000,000 common shares. The Companys
subscribed and paid up capital on September 30, 2015 was US$1,438.0 and was comprised of 740,465,044 common shares, without par value, of which 3,971,942 shares were held in Treasury.
16.2 |
Brazilian Government Golden Share |
The Federal Government holds one golden share with the
same voting rights as other holders of common shares but which grants it certain additional rights as established in article 9 of the Companys bylaws, including veto rights over decisions pertaining to the following matters:
I Change of the Companys name or its corporate objective;
II Alteration and/or application of the Companys logo;
III Creation and/or modification of military programs (whether or not the Federal Republic of Brazil is involved);
IV Training third parties in technology for military programs;
V Interruption of the supply of maintenance and spare parts for military aircraft;
VI Transfer of control of the Companys stock control; and
VII Any changes in (i) article 9 of the Companys bylaws, article 4, the main clause of art. 10, articles 11, 14 e 15, sub-item III of art.
18, paragraphs 1 and 2 of art. 27, sub-item X of art. 33, sub-item XII of art. 39 or Chapter VII of the Companys bylaws, or (ii) the rights attributed by the bylaws to the special class share.
39
Embraer S.A.
Notes to the Condensed Consolidated Interim Financial Statements
In millions of U.S. dollars, unless otherwise stated
Common shares acquired by April 4, 2008, using the sources from the investment
reserve and working capital. This operation was conducted in accordance with rules approved by the Statutory Board of Directors in a meeting held on December 7, 2007 and corresponds to 3,971,942 common shares and US$ 43.4 as of
September 30, 2015. These shares lose voting and economic rights during the period in which they are held in Treasury.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
USD |
|
|
Quantity |
|
|
Share value (USD) |
|
In the beggining of the year |
|
|
60.1 |
|
|
|
5,494,582 |
|
|
|
10.94 |
|
Used for s hare based compensation (i) |
|
|
(16.7 |
) |
|
|
(1,522,640 |
) |
|
|
10.94 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At September 30, 2015 (Unaudited) |
|
|
43.4 |
|
|
|
3,971,942 |
|
|
|
10.94 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(i) |
The beneficiaries of the shares used in the share-based compensation plan include the Statutory Board of Directors, Executive Directors and certain employees. |
On September 30, 2015, the market value of the shares held in Treasury was US$ 25.4 (December 31, 2014US$ 50.6).
16.4 |
Investment subsidy reserve |
This reserve was formed pursuant to article 195-A of Brazilian Corporate Law
(as amended by Law 11,638, of 2007) and corresponds to the appropriation of part of the retained earnings derived from government subsidies received by the Company and is recognized in the statements of income in the same line item of the realized
investments.
These subsidies are not included in the calculation of the minimum mandatory dividends.
16.5 |
Interest on own capital |
Interest on capital is allocated to dividends and are approved by the Statutory
Board of Directors as follows. Interest on capital approved or paid during the quarterly periods are treated as an anticipation of the mandatory dividends, adjusted in the last quarter of the year to total a distribution of 25% of annual income as
provided in its statutes.
|
|
|
In meetings held on March 03, 2015, the Statutory Board of Directors approved the distribution of interest on own capital for the first quarter of 2015 in the amount of US$ 9.2, corresponding to US$ 0.01 per
share. The interest on own capital payment is subject to 15% of income tax. The payment was made on April 14, 2015. |
|
|
|
In meetings held on June 11, 2015, the Statutory Board of Directors approved the distribution of interest on own capital for the second quarter of 2015 in the amount of US$ 9.5, corresponding to US$ 0.01 per
share. The interest on own capital payment is subject to 15% of income tax. The payment was made on July 13, 2015. |
|
|
|
In meetings held on August 06, 2015, the Statutory Board of Directors approved the distribution of interest on own capital for the third quarter of 2015 in the amount of US$ 8.3, corresponding to US$ 0.01 per
share. The interest on own capital payment is subject to 15% of income tax. The payment was made on October 14, 2015. |
16.6 |
Investment and working capital reserve |
The purpose of this reserve is to shield funds which might
otherwise be subject to distribution and are earmarked for: (i) investments in property, plant and equipment, without detriment to retained earnings, pursuant to art. 196 of Law 6,404/76; and (ii) the Companys working capital. The
reserve may also be used to (i) redeem, reimburse or purchase shares of the Company and (ii) be distributed to the shareholders.
40
Embraer S.A.
Notes to the Condensed Consolidated Interim Financial Statements
In millions of U.S. dollars, unless otherwise stated
16.7 |
Other Comprehensive Income |
Consists of the following adjustments:
|
|
|
Cumulative translation adjustment: foreign exchange gains/losses resulting from translation of the consolidated financial statements in the functional currency to the presentation currency (Real) and foreign exchange
gains/losses resulting from translation of the foreign subsidiaries financial statements, measured in the functional currency other than of the Company (dollar), to the functional currency; and |
|
|
|
Other comprehensive income: unrealized actuarial gains (losses) resulting from the healthcare plans sponsored by the Company and to fair value variation of financial instruments available for sale. |
17. |
Share-based compensation |
In February 2014, the Board of Directors approved the revision of Executive
Remuneration Policy (ERP), applies to all executive officers and other Company executives. Among the elements of executive compensation is the Long Term Incentive (LTI) whose main objectives (i) to maintain and attract highly qualified
personnel for the Company, (ii) assure people that can contribute to the improved performance of Company the right to participate in the result of their contribution, (iii) in addition to ensuring the continuity of the Companys
management by aligning the interests of executives with those of shareholders. The Company currently has two ILP modes: stock options and virtual shares.
Program for the granting of stock options, for the executives of the Company or its
subsidiaries whose right to exercise the options is given in two ways: outorgagas granted until 2011: I) 20% after 1 year, II) 30% after year 2 and III) 50% after 3 years, and grants awarded from 2012: I) 33% after 3 years, II) 33% after the 4th
year and III) 34% after 5 years, all over to the grant date of each option.
The exercise price of each option is set on the day of the weighted average
stock option the price of the last sixty trading days, may be adjusted by up to 30% to cancel any speculation. The participant will have a maximum exercise period of five years for option grants awarded by 2011 and seven years for the others,
started from the date of grant. In either situation
Follows the composition of grants awarded:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
in thousands of options |
|
|
Weighted average exercise Price (R$) |
|
|
Weighted average exercise Price (US$) |
|
|
|
Grants |
|
|
Exercised |
|
|
Canceled (i) |
|
|
Outstanding |
|
|
Exercible |
|
|
|
Grants on April 30, 2010 |
|
|
6,510,000 |
|
|
|
(5,982,000 |
) |
|
|
(528,000 |
) |
|
|
|
|
|
|
|
|
|
|
10.19 |
|
|
|
5.89 |
|
Grants on January 18, 2011 |
|
|
6,345,000 |
|
|
|
(5,343,978 |
) |
|
|
(796,000 |
) |
|
|
205,022 |
|
|
|
205,022 |
|
|
|
12.05 |
|
|
|
7.20 |
|
Grants on M arc h 16, 2011 |
|
|
150,000 |
|
|
|
(150,000 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
12.89 |
|
|
|
7.73 |
|
Grants on January 23, 2012 |
|
|
4,860,000 |
|
|
|
(1,101,080 |
) |
|
|
(630,000 |
) |
|
|
3,128,920 |
|
|
|
|
|
|
|
11.50 |
|
|
|
6.56 |
|
Grants on M arc h 20, 2013 |
|
|
4,494,000 |
|
|
|
(251,000 |
) |
|
|
(581,000 |
) |
|
|
3,662,000 |
|
|
|
|
|
|
|
15.71 |
|
|
|
7.91 |
|
Grants on April 25, 2013 |
|
|
584,400 |
|
|
|
|
|
|
|
(584,400 |
) |
|
|
|
|
|
|
|
|
|
|
16.81 |
|
|
|
7.93 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As of September 30, 2015 (Unaudited) |
|
|
22,943,400 |
|
|
|
(12,828,058 |
) |
|
|
(3,119,400 |
) |
|
|
6,995,942 |
|
|
|
205,022 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(i) |
The cancellations refer to shares granted to members of the Board of Directors and employees who no longer work for the Company. Additionally On April 16, 2014, there was a cancellation of the grants awarded to
members of the Board of Directors, with payment of compensation to be made to plan participants. |
41
Embraer S.A.
Notes to the Condensed Consolidated Interim Financial Statements
In millions of U.S. dollars, unless otherwise stated
The new model is based on the granting of virtual shares to directors and managers
and the main objective is to attract and keep in the Company and its subsidiaries, highly qualified staff to ensure continuity of management and align the interests of directors and key personnel of the Company and controlled entities to the
Companys shareholders.
The value of the LTI will be converted at the average price of the Companys shares considering the last 30 trading
days by determining the of quantity virtual shares allocated to each participant divided into two classes, with 50% in the form of restricted virtual shares and 50% in the form of perfornance virtual shares. The Company will pay the amount of LTI
converting the quantity of virtual into real actions by the average price of the Company shares of the last 10 trading as follows:
|
|
|
restricted virtual shares: (i) 33% on the third anniversary of the Grant Date; (ii) 33% on the fourth anniversary of the Grant Date, and (iii) 34% on the fifth anniversary of the Grant Date; and
|
|
|
|
performance Virtual AP: 100% on the third anniversary of the Date Grant, considering that the economic value added (Economic Value AddedEVA) accumulated in the three preceding fiscal years is positive.
|
The values resulting from conversion of virtual shares, are summed to the values equivalent to dividends and interest on own capital
effectively paid by the Company during the vesting period.
The fair value of virtual shares is determined based on the average price (weighted by trading
volume) of the shares of the Company for the last 10 trading days prior to the close of the period, applied to the amount of virtual actions assigned to each participant in proportion to the period of acquisition incurred.
|
|
|
On February 25, 2014, the Company granted a total value of LTI of US$ 13.0, equivalent to 1,570,698 virtual shares, whose fair value on September 30, 2015 totaled US$ 7.2 (December 31, 2014 US$ 4.0),
equivalent to 777,277 virtual shares. |
|
|
|
On March 03, 2015, the Company granted a total value of LTI of US$ 10.4, equivalent to 1,237,090 virtual shares, whose fair value on September 30, 2015 totaled US$ 1.5, equivalent to 214,266 virtual shares.
|
Basic earnings per common share were computed by dividing net income attributable to Embraer
available to shareholders by the weighted average number of shares during the period, excluding shares held in Treasury.
|
|
|
|
|
|
|
|
|
|
|
09.30.2015 |
|
|
09.30.2014 |
|
|
|
(Unaudited) |
|
|
(Unaudited) |
|
Net income (loss) attributable to owners of Embraer |
|
|
(42.0 |
) |
|
|
243.3 |
|
Weighted average number of shares (in thousands) |
|
|
729,060 |
|
|
|
733,258 |
|
|
|
|
|
|
|
|
|
|
Basic earnings (loss) per share U.S . dollars |
|
|
(0.0576 |
) |
|
|
0.3318 |
|
18.2 Diluted
Diluted
earnings per share is calculated by adjusting the weighted average number of shares outstanding to assume conversion of all potentially dilutive shares. The Company has only one category of potentially dilutive shares, with options to purchase
shares for which a calculation is made to determine the number of shares that could be acquired at fair value (determined as the average market price of the Companys share), based on the monetary value of subscription rights attached options
to purchase shares in circulation. The number of shares calculated as described above is compared with the number of shares issued assuming the exercise of options to purchase shares.
42
Embraer S.A.
Notes to the Condensed Consolidated Interim Financial Statements
In millions of U.S. dollars, unless otherwise stated
|
|
|
|
|
|
|
|
|
|
|
09.30.2015 |
|
|
09.30.2014 |
|
|
|
(Unaudited) |
|
|
(Unaudited) |
|
Net income (loss) attributable to owners of Embraer |
|
|
(42.0 |
) |
|
|
243.3 |
|
Weighted average number of shares (in thousands) diluted |
|
|
729,060 |
|
|
|
733,258 |
|
|
|
|
|
|
|
|
|
|
Dilution for the issuance of stock options (in thousands) (i) |
|
|
3,300 |
|
|
|
3,759 |
|
Weighted average number of shares (in thousands) diluted |
|
|
732,360 |
|
|
|
737,017 |
|
Diluted earnings (loss) per share U.S. dollars |
|
|
(0.0573 |
) |
|
|
0.3301 |
|
(i) |
Refers to the effect of potentially dilutive shares for September 30, 2015. |
On September 30, 2015,
there were no anti-dilutive effects.
19. |
Responsibilities and Commitments |
The Company has offered 39 trade-in aircraft options. Trade-in transactions are directly tied
to contractual obligations with the customer and the purchase of new aircraft. The exercise of the trade-in option is dependent on the customer complying with all the contractual clauses. These options establish that the price of the asset given in
payment may be put towards the purchase price of a new and more up-to-date aircraft model produced by the Company. The Company continuously monitors all trade-in commitments in order to anticipate any adverse economic impact. Based on the current
evaluation of the Company and third-party independent appraisals, the Company believes that any aircraft accepted under trade-in may be sold or leased in the market without significant losses.
In the Parent Company the operating leases refer to telephone and computer equipment and in the
subsidiaries include operating leases of of buildings and land, machinery, vehicles and computer equipment. On September 30, 2015 the amounts recognized as expenses totaled US$ 10,1, September 30, 2014 US$ 8.1.
These leases expire at various dates through 2038.
On
September 30, 2015, the Company has operating leases with payments scheduled as follows:
|
|
|
|
|
Year |
|
|
|
2015 |
|
|
4.1 |
|
2016 |
|
|
12.0 |
|
2017 |
|
|
6.9 |
|
2018 |
|
|
3.4 |
|
After 2018 |
|
|
24.5 |
|
|
|
|
|
|
Total |
|
|
50.9 |
|
|
|
|
|
|
19.3 |
Financial Guarantees |
The table below provides quantitative data on the Companys financial
guarantees provided to third parties. The maximum potential payments (off balance sheet exposure) represent the worst-case scenario and do not necessarily reflect the results expected by the Company. Estimated proceeds from performance guarantees
and underlying assets represent the anticipated values of assets the Company could liquidate or receive from other parties to offset its payments under guarantees.
43
Embraer S.A.
Notes to the Condensed Consolidated Interim Financial Statements
In millions of U.S. dollars, unless otherwise stated
|
|
|
|
|
|
|
|
|
|
|
09.30.2015 |
|
|
12.31.2014 |
|
|
|
(Unaudited) |
|
|
|
|
Maximum financial guarantees |
|
|
375.4 |
|
|
|
487.6 |
|
Maximum residual value guarantees |
|
|
303.3 |
|
|
|
307.5 |
|
Mutually exclusive exposure (i) |
|
|
(107.4 |
) |
|
|
(107.4 |
) |
Provisions and liabilities recorded |
|
|
(136.4 |
) |
|
|
(156.2 |
) |
|
|
|
|
|
|
|
|
|
Off-balance sheet exposure |
|
|
434.9 |
|
|
|
531.5 |
|
|
|
|
|
|
|
|
|
|
Estimated proceeds from financial guarantees and underlying assets |
|
|
632.6 |
|
|
|
725.2 |
|
|
|
|
|
|
|
|
|
|
(i) |
When an underlying asset is covered by mutually exclusive financial and residual value guarantees, the residual value guarantee may only be exercised if the financial guarantee has expired without having been exercised.
On the other hand, if the financial guarantee is exercised, the residual value guarantee is automatically terminated. |
This exposure is
reduced by the fact that, to benefit from the guarantee, the counterparty must ensure that the aircraft complies with rigid conditions for its return.
Management defined the Companys operating segments based on the reports used
for strategic decision reviewed by the chief operating decision-maker. There was no change in the segments presented regarding those disclosed in the consolidated financial statements of December 31, 2014.
|
|
|
Statement of income data by operating segment for nine-period ended September 30, 2015 (Unaudited): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commercial Aviation |
|
|
Defense and Security |
|
|
Executive Aviation |
|
|
Other |
|
|
Unallocated |
|
|
Total |
|
Revenue |
|
|
2,233.3 |
|
|
|
611.4 |
|
|
|
972.6 |
|
|
|
36.4 |
|
|
|
|
|
|
|
3,853.7 |
|
Cost of sales and services |
|
|
(1,709.6 |
) |
|
|
(609.1 |
) |
|
|
(757.4 |
) |
|
|
(16.0 |
) |
|
|
|
|
|
|
(3,092.1 |
) |
Gross profit |
|
|
523.7 |
|
|
|
2.3 |
|
|
|
215.2 |
|
|
|
20.4 |
|
|
|
|
|
|
|
761.6 |
|
Gross profit % |
|
|
23.4% |
|
|
|
0.4% |
|
|
|
22.1% |
|
|
|
56.0% |
|
|
|
|
|
|
|
19.8% |
|
Operating income (expense) |
|
|
(245.4 |
) |
|
|
(84.7 |
) |
|
|
(160.6 |
) |
|
|
(4.7 |
) |
|
|
|
|
|
|
(495.4 |
) |
Operating profit before financial income (expense) |
|
|
278.3 |
|
|
|
(82.4 |
) |
|
|
54.6 |
|
|
|
15.7 |
|
|
|
|
|
|
|
266.2 |
|
Financial income (expense), net |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(15.8 |
) |
|
|
(15.8 |
) |
Foreign exchange gain (loss), net |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
20.1 |
|
|
|
20.1 |
|
Profit before taxes on income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
270.5 |
|
Income tax expense |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(303.7 |
) |
|
|
(303.7 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(33.2 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue by geographic area for nine-period ended September 30, 2015 (Unaudited): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commercial Aviation |
|
|
Defense and Security |
|
|
Executive Aviation |
|
|
Other |
|
|
Total |
|
North America |
|
|
1,786.2 |
|
|
|
128.9 |
|
|
|
655.0 |
|
|
|
24.6 |
|
|
|
2,594.7 |
|
Europe |
|
|
157.4 |
|
|
|
56.0 |
|
|
|
141.8 |
|
|
|
4.7 |
|
|
|
359.9 |
|
Asia Pacific |
|
|
76.8 |
|
|
|
15.0 |
|
|
|
92.0 |
|
|
|
|
|
|
|
183.8 |
|
Latin America, except Brazil |
|
|
82.9 |
|
|
|
12.9 |
|
|
|
37.0 |
|
|
|
|
|
|
|
132.8 |
|
Brazil |
|
|
100.6 |
|
|
|
389.7 |
|
|
|
34.8 |
|
|
|
7.1 |
|
|
|
532.2 |
|
Other |
|
|
29.4 |
|
|
|
8.9 |
|
|
|
12.0 |
|
|
|
|
|
|
|
50.3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
2,233.3 |
|
|
|
611.4 |
|
|
|
972.6 |
|
|
|
36.4 |
|
|
|
3,853.7 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
44
Embraer S.A.
Notes to the Condensed Consolidated Interim Financial Statements
In millions of U.S. dollars, unless otherwise stated
|
|
|
Statement of income data by operating segment for nine-period ended September 30, 2014 (Unaudited): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commercial Aviation |
|
|
Defense and Security |
|
|
Executive Aviation |
|
|
Other |
|
|
Unallocated |
|
|
Tota l |
|
Revenue |
|
|
2,188.0 |
|
|
|
1,097.5 |
|
|
|
901.2 |
|
|
|
56.6 |
|
|
|
|
|
|
|
4,243.3 |
|
Cost of sales and services |
|
|
(1,748.0 |
) |
|
|
(834.7 |
) |
|
|
(739.5 |
) |
|
|
(24.9 |
) |
|
|
|
|
|
|
(3,347.1 |
) |
Gross profit |
|
|
440.0 |
|
|
|
262.8 |
|
|
|
161.7 |
|
|
|
31.7 |
|
|
|
|
|
|
|
896.2 |
|
Gross profit % |
|
|
20.1% |
|
|
|
23.9% |
|
|
|
17.9% |
|
|
|
56.0% |
|
|
|
|
|
|
|
21.1% |
|
Operating income (expense) |
|
|
(266.8 |
) |
|
|
(109.8 |
) |
|
|
(166.6 |
) |
|
|
(6.0 |
) |
|
|
|
|
|
|
(549.2 |
) |
Operating profit before financial income (expense) |
|
|
173.2 |
|
|
|
153.0 |
|
|
|
(4.9 |
) |
|
|
25.7 |
|
|
|
|
|
|
|
347.0 |
|
Financial income (expense), net |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1.9 |
) |
|
|
(1.9 |
) |
Foreign exchange gain (loss), net |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
9.0 |
|
|
|
9.0 |
|
Profit before taxes on income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
354.1 |
|
Income tax expense |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(101.3 |
) |
|
|
(101.3 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
252.8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue by geographic area for nine-period ended September 30,2014 (Unaudited): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commercial Aviation |
|
|
Defense and Security |
|
|
Executive Aviation |
|
|
Other |
|
|
Total |
|
North America |
|
|
1,398.4 |
|
|
|
130.2 |
|
|
|
420.8 |
|
|
|
41.7 |
|
|
|
1,991.1 |
|
Europe |
|
|
484.3 |
|
|
|
76.5 |
|
|
|
88.9 |
|
|
|
3.3 |
|
|
|
653.0 |
|
Asia Pacific |
|
|
140.4 |
|
|
|
72.8 |
|
|
|
172.3 |
|
|
|
|
|
|
|
385.5 |
|
Latin America, except Brazil |
|
|
61.3 |
|
|
|
26.4 |
|
|
|
63.9 |
|
|
|
|
|
|
|
151.6 |
|
Brazil |
|
|
66.5 |
|
|
|
775.6 |
|
|
|
152.6 |
|
|
|
11.6 |
|
|
|
1,006.3 |
|
Other |
|
|
37.1 |
|
|
|
16.0 |
|
|
|
2.7 |
|
|
|
|
|
|
|
55.8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
2,188.0 |
|
|
|
1,097.5 |
|
|
|
901.2 |
|
|
|
56.6 |
|
|
|
4,243.3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
***
45
Exhibit III
November 13, 2015
Embraer S.A.
São José dos Campos Brazil
Re:
Registration Statement No. 333-195376
With respect to the subject registration statement, we acknowledge our awareness of the use therein of our
report dated November 13, 2015 related to our review of interim financial information.
Pursuant to Rule 436 under the Securities Act of 1933 (the
Act), such report is not considered part of a registration statement prepared or certified by an independent registered public accounting firm, or a report prepared or certified by an independent registered public accounting firm within the meaning
of Sections 7 and 11 of the Act.
/s/ KPMG Auditores Independentes
São José dos Campos Brazil
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
Date: November 13, 2015
|
|
|
|
|
Embraer S.A.
|
|
|
By: |
|
/S/ JOSÉ ANTONIO DE ALMEIDA FILIPPO |
|
|
Name: |
|
José Antonio de Almeida Filippo |
|
|
Title: |
|
Executive Vice-President and Chief Financial and Investor Relations Officer |
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