(Convenience Translation into English from the Original Previously Issued in Portuguese) Biosev S.A. Individual and Consolidated Financial Statements For the Year Ended March 31, 2014 Financial Statements March 31, 2014 CONTENTS INDEPENDENT AUDITOR’S REPORT………………………………………………………………………….......... 03 BALANCE SHEET………..................................................................................................................................... 05 STATEMENT OF OPERATIONS......................................................................................................................... 06 STATEMENT OF COMPREHENSIVE LOSS…………........................................................................................ 07 STATEMENT OF CHANGES IN EQUITY............................................................................................................ 08 STATEMENT OF CASH FLOWS……………....................................................................................................... 09 STATEMENT OF VALUE ADDED……………....................................................................................................... 10 OPINIONS AND STATEMENTS ………………………………………………………………………………………… 88 NOTES TO THE FINANCIAL STATEMENTS 1. GENERAL INFORMATION .......................................................................................................................11 2. SUMMARY OF SIGNIFICANT ACCOUNTING PRACTICES ....................................................................12 3. CRITICAL ACCOUNTING JUDGMENTS AND KEY ESTIMATES AND ASSUMPTIONS ........................25 4. CASH AND CASH EQUIVALENTS ...........................................................................................................27 5. SHORT-TERM INVESTMENTS ................................................................................................................27 6. TRADE RECEIVABLES ............................................................................................................................28 7. INVENTORIES ..........................................................................................................................................30 8. RECOVERABLE TAXES ...........................................................................................................................31 9. ASSETS HELD FOR SALE .......................................................................................................................31 10. ESCROW DEPOSITS ...............................................................................................................................33 11. CURRENT AND DEFERRED INCOME TAX AND SOCIAL CONTRIBUTION ..........................................33 12. INVESTMENTS .........................................................................................................................................37 13. PROPERTY, PLANT AND EQUIPMENT ..................................................................................................42 14. BIOLOGICAL ASSETS ..............................................................................................................................44 15. INTANGIBLE ASSETS ..............................................................................................................................46 16. BORROWINGS AND FINANCING ............................................................................................................48 17. TRADE PAYABLES...................................................................................................................................49 18. TAXES AND CONTRIBUTIONS PAYABLE ..............................................................................................50 19. PROVISION FOR TAX, LABOR, CIVIL AND ENVIRONMENTAL CONTINGENCIES ..............................51 20. RELATED PARTIES..................................................................................................................................55 21. EQUITY .....................................................................................................................................................66 22. NET REVENUES AND COST OF SALES.................................................................................................68 23. EXPENSES BY NATURE ..........................................................................................................................69 24. FINANCE INCOME (EXPENSES) .............................................................................................................70 25. OTHER OPERATING INCOME (EXPENSES) ..........................................................................................71 26. LOSS PER SHARE ...................................................................................................................................71 27. RISK MANAGEMENT AND FINANCIAL INSTRUMENTS ........................................................................72 28. COMMITMENTS .......................................................................................................................................82 29. INSURANCE .............................................................................................................................................84 30. EMPLOYEES’ BENEFITS .........................................................................................................................85 31. SEGMENT INFORMATION .......................................................................................................................85 32. NON-CASH TRANSACTIONS ..................................................................................................................87 33. APPROVAL OF FINANCIAL STATEMENTS ............................................................................................87 (Convenience Translation into English from the Original Previously Issued in Portuguese) INDEPENDENT AUDITORS’ REPORT To the Management and Shareholders of Biosev S.A. São Paulo - SP We have audited the accompanying individual and consolidated financial statements of Biosev S.A. (“Company”), identified as Company and Consolidated, respectively, which comprise the balance sheet as of March 31, 2014, and the related statements of operations, comprehensive income (loss), changes in equity and cash flows for the year then ended, and a summary of significant accounting practices and other explanatory information. Management’s responsibility for the financial statements Management is responsible for the preparation and fair presentation of the individual financial statements in accordance with accounting practices adopted in Brazil and the consolidated financial statements in accordance with International Financial Reporting Standards - IFRSs, issued by the International Accounting Standards Board - IASB, and in accordance with accounting practices adopted in Brazil, and for such internal control as Management determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. Auditors’ responsibility Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with Brazilian and international standards on auditing. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the Company’s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control. An audit also includes evaluating the appropriateness of accounting practices used and the reasonableness of accounting estimates made by Management, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a reasonable basis for our audit opinion. Deloitte Touche Tohmatsu Opinion on the individual financial statements In our opinion, the individual financial statements present fairly, in all material respects, the financial position of Biosev S.A. as of March 31, 2014, and its financial performance and its cash flows for the year then ended in accordance with accounting practices adopted in Brazil. Opinion on the consolidated financial statements In our opinion, the consolidated financial statements present fairly, in all material respects, the consolidated financial position of Biosev S.A. as of March 31, 2014, and its consolidated financial performance and its consolidated cash flows for the year then ended in accordance with IFRSs issued by IASB and accounting practices adopted in Brazil. Emphasis of matter Individual financial statements We draw attention to note 2.1, which states that the individual financial statements have been prepared in accordance with accounting practices adopted in Brazil. In the case of the Company, these accounting practices differ from IFRSs, applicable to the separate financial statements, only with respect to the measurement of investments in subsidiaries by the equity method of accounting, which, for purposes of IFRSs, would be measured at cost or fair value. Our opinion is not qualified in respect of this matter. Other matters Statements of value added We have also audited the individual and consolidated statements of value added (“DVA”), for the year ended March 31, 2014, prepared under the responsibility of the Company’s Management, the presentation of which is required by the Brazilian Corporate Law for publiclytraded companies, and as supplemental information by IFRSs that do not require a presentation of DVA. These statements were subject to the same audit procedures described above and, in our opinion, are fairly presented, in all material respects, in relation to the financial statements taken as a whole. The accompanying financial statements have been translated into English for the convenience of readers outside Brazil. São Paulo, June 5, 2014 DELOITTE TOUCHE TOHMATSU Auditores Independentes Vagner Ricardo Alves Engagement Partner Biosev S.A. (Convenience Translation into English from the Original Previously Issued in Portuguese) BALANCE SHEET AS AT MARCH 31, 2014 (In thousands of Brazilian reais - R$) ASSETS Note CURRENT ASSETS Cash and cash equivalents Short-term investments Derivative financial instruments Trade receivables Inventories Recoverable taxes Other receivables 4 5 27 6 7 8 Assets held for sale 9 Total current assets NON-CURRENT ASSETS Long-term receivables: Advances to suppliers Escrow deposits Recoverable taxes Deferred income tax and social contribution Com pany Consolidated Com pany Consolidated (BR GAAP) (BR GAAP and IFRS) (BR GAAP) (BR GAAP and IFRS) 03.31.14 03.31.13 03.31.14 03.31.13 210,208 91,289 31,867 191,174 258,224 76,217 24,951 632,312 141,932 62,711 194,828 296,001 53,189 15,430 1,729,602 118,535 31,867 278,206 505,021 103,445 89,257 791,728 572,211 62,711 257,586 593,421 132,214 67,836 883,930 1,396,403 2,855,933 2,477,707 3,084 3,084 38,140 63,233 887,014 1,399,487 2,894,073 2,540,940 NON-CURRENT LIABILITIES Borrow ings and financing Advances from foreign customers Deferred income tax and social contribution Derivative financial instruments Provision for tax, labor, civil and enviromental contingencies Taxes payable 73,124 112,604 33,924 47,618 Biological assets 14 650,583 712,682 1,279,891 1,241,580 Total non-current liabilities Investments Property, plant and equipment Intangible assets 12 13 15 776,810 1,859,450 25,134 1,139,675 2,033,953 21,757 233,530 3,761,140 946,002 235,209 4,117,416 1,036,721 EQUITY Capital 3,564,206 4,392,341 6,635,135 7,196,463 Capital reserve Other comprehensive loss Total equity attributable to the Com pany's ow ners Non-controlling interests 5,791,828 9,529,208 9,737,403 03.31.13 03.31.14 03.31.13 16 1,140,565 43,673 60,734 150,693 59,753 12,844 110,588 1,324,115 10,089 189,754 107,827 71,844 31,165 39,812 1,907,036 61,493 208,672 333,913 103,589 36,247 132,386 1,254,433 16,805 403,913 254,044 112,239 90,405 58,955 17 18 27 16 20 11.1 27 19 18 Other payables Accumulated losses 4,451,220 03.31.14 Total current liabilities 7,187 64,564 60,103 239,816 TOTAL ASSETS Note Other payables 8,529 71,490 69,496 29,590 Total non-current assets 34,828 171,407 68,291 243,393 CURRENT LIABILITIES Borrow ings and financing Advances from customers Advances from foreign customers Trade payables Accrued payroll and related taxes Taxes payable Derivative financial instruments 10 8 11.1 Other receivables 27,268 170,273 148,970 34,137 LIABILITIES AND EQUITY 72,951 78,504 161,093 150,313 1,651,801 1,853,110 2,944,429 2,341,107 929,407 190,233 133,279 6,181 1,332,951 1,037 134,431 4,589 3,414,704 570,700 283,814 26,860 606,914 45,873 3,967,379 166,738 58,744 615,607 11,790 10,515 8,493 98,457 111,933 1,269,615 1,481,501 5,047,322 4,932,191 21 2,490,036 1,790,036 2,490,036 1,790,036 21 1,356,481 1,405,194 1,356,481 1,405,194 (2,156,284) (688,720) (2,156,284) (160,429) (49,293) (160,429) 1,529,804 2,457,217 1,529,804 (688,720) (49,293) 2,457,217 - - 7,653 6,888 Total equity 1,529,804 2,457,217 1,537,457 2,464,105 TOTAL LIABILITIES AND EQUITY 4,451,220 5,791,828 9,529,208 9,737,403 The accompanying notes are an integral part of these financial statements. 5 Biosev S.A. (Convenience Translation into English from the Original Previously Issued in Portuguese) STATEMENT OF OPERATIONS FOR THE YEAR ENDED MARCH 31, 2014 (In thousands of Brazilian reais - R$) Note NET REVENUE Cost of sales and services 22 14, 22, 23 GROSS PROFIT OPERATING INCOME (EXPENSES) General, administrative and selling Losses on changes in fair value less estimated costs to sell biological unrealized Equity in subsidiaries Other operating income Other operating expenses OPERATING LOSS BEFORE FINANCE INCOME (EXPENSES) Finance income Finance expenses Exchange rate changes LOSS BEFORE TAXES ON INCOME INCOME TAX AND SOCIAL CONTRIBUTION LOSS PER SHARE - R$ Basic Diluted Consolidated (BR GAAP and IFRS) 03.31.14 03.31.13 03.31.14 03.31.13 1,677,926 (1,471,559) 1,939,618 (1,661,507) 4,267,523 (3,707,116) 4,152,209 (3,761,668) 206,367 278,111 560,407 390,541 23 (1,140,806) (280,808) (713,144) (306,888) (1,085,952) (559,876) (685,150) (550,252) 12 25 25 (252,494) (508,924) 80,591 (179,171) (180,005) (272,827) 221,004 (174,428) (125,399) (1,612) 246,891 (645,956) (140,776) (2,778) 330,133 (321,477) 24 24 24 (934,439) 131,184 (314,320) (133,116) (435,033) 136,552 (423,231) (81,273) (525,545) 201,580 (594,319) (184,040) (294,609) 212,032 (733,073) (119,985) (1,250,691) (216,873) (802,985) 182,957 (1,102,324) (364,475) (935,635) 316,077 (1,467,564) (620,028) (1,466,799) (619,558) (1,467,564) 765 (620,028) 470 11.2 LOSS FOR THE YEAR Attributable to: Company's ow ners Non-controlling interests Com pany (BR GAAP) 26 26 26 - - (7.18052) (5.04741) (7.18052) (5.04741) (7.18052) (5.04741) (7.18052) (5.04741) The accompanying notes are an integral part of these financial statements. 6 Biosev S.A. (Convenience Translation into English from the Original Previously Issued in Portuguese) STATEMENT OF COMPREHENSIVE INCOME (LOSS) FOR THE YEAR ENDED MARCH 31, 2014 (In thousands of Brazilian reais - R$) Note LOSS FOR THE YEAR Com pany Consolidated (BR GAAP) (BR GAAP and IFRS) 03.31.14 03.31.13 (1,467,564) 03.31.14 (620,028) (1,466,799) 03.31.13 (619,558) OTHER COMPREHENSIVE INCOME (LOSS) Items to be subsequently reclassified in the statement of operations: Financial instruments - hedge accounting of futures Financial instruments - hedge accounting of Libor sw ap Financial instruments - hedge accounting of Non-Deliverable Forw ard (NDF) Financial instruments - hedge accounting of exchange differences Deferred income tax and social contribution related to components of other comprehensive income (loss) COMPREHENSIVE LOSS FOR THE YEAR Attributable to: Company's ow ners Non-controlling interests 27 (43,231) 23,286 (43,231) 23,286 27 27 27 30,358 (20,070) (135,446) (13,589) 70,813 (43,110) 30,358 (20,070) (135,446) (13,589) 70,813 (43,110) 57,253 (12,716) 57,253 (12,716) (111,136) 24,684 (111,136) 11.3 (1,578,700) - (595,344) - 24,684 (1,577,935) (594,874) (1,578,700) 765 (595,344) 470 The accompanying notes are an integral part of these financial statements. 7 Biosev S.A. (Convenience Translation into English from the Original Previously Issued in Portuguese) STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED MARCH 31, 2014 (In thousands of Brazilian reais - R$) Other com prehensive Note BALANCES AS AT MARCH 31, 2012 Profit (loss) for the year Other comprehensive income (loss): Adjusted derivatives (hedge accounting), net of taxes Com prehensive incom e (loss) for the year Shareholders' contributions Paid-in capital Repurchase of shares from non-controlling interests Non-controlling interests 21 21 21 BALANCES AS AT MARCH 31, 2013 Profit (loss) for the year Other comprehensive income (loss): Adjusted derivatives (hedge accounting), net of taxes Com prehensive incom e (loss) for the year Public offering of common shares on April 19, 2013 (46,666,667 shares) Costs on the issuance of the shares in the context of the public offering BALANCE AS AT MARCH 31, 2014 21 21 Capital Capital reserve incom e (loss) Accum ulated losses 1,175,996 1,431,935 - - - - - 24,684 14,040 600,000 - (14,040) (12,701) - 1,790,036 1,405,194 - - - - 700,000 2,490,036 (48,713) 1,356,481 (73,977) (68,692) (620,028) - 24,684 - (620,028) - (49,293) (688,720) - Com pany's equity 2,465,262 (620,028) 24,684 (595,344) 600,000 (12,701) 2,457,217 Non-controlling Total consolidated interests equity 5,830 470 470 588 6,888 765 2,471,092 (619,558) 24,684 (594,874) 600,000 (12,701) 588 2,464,105 (1,467,564) (111,136) (1,467,564) - (111,136) - (111,136) (111,136) - (1,467,564) - (1,578,700) 700,000 (48,713) 765 - (1,577,935) 700,000 (48,713) (160,429) (2,156,284) 1,529,804 7,653 (1,466,799) 1,537,457 The accompanying notes are an integral part of these financial statements. 8 Biosev S.A. (Convenience Translation into English from the Original Previously Issued in Portuguese) STATEMENT OF CASH FLOWS FOR THE YEAR ENDED MARCH 31, 2014 (In thousands of Brazilian reais - R$) Note Com pany Consolidated (BR GAAP) (BR GAAP and IFRS) 03.31.14 03.31.13 03.31.14 03.31.13 CASH FLOWS FROM OPERATING ACTIVITIES Loss for the year Non-cash transactions: Depreciation, amortization and sugarcane harvest Loss from sale of property, plant and equipment Gain from sale of assets held for sale (land) Equity in subsidiaries Interest, exchange rate changes and inflation adjustments, net Exchange, interest rate and commodities risk management Recognition of provision for tax, labor, civil and enviromental contingencies Recognition (reversal) of allow ance for doubtful accounts Impairment losses Recognition (reversal) of allow ance for negative margin and realization of storeroom inventories and advances to suppliers Losses on changes in fair value less estimated costs to sell biological assets Deferred income tax and social contribution Unrealized losses (gains) on derivatives Gain from sale of Usina São Carlos' assets (“USC”) Non-controlling interests Decrease (increase) in assets: Trade receivables Inventories Biological assets Held-for-sale assets Derivative financial instruments Recoverable taxes Advances to suppliers Other receivables Increase (decrease) in liabilities: Trade payables Advances from foreign customers Accrued payroll and related taxes Taxes payable Advances from domestic customers Payments of tax, labor, civil and environmental contingencies Derivative financial instruments Other payables (1,467,564) 23 25 25 12 6 9, 13 and 15 7 14 11 6 7 14 9 27.6 8 17 18 19 27.6 265,759 5,320 508,924 355,260 (58,793) 11,972 (247) 66,293 9,124 (620,028) 470,287 5,723 272,827 288,882 92,668 20,052 416 (9,297) (1,466,799) (619,558) 649,661 8,220 (23,195) 1,612 740,744 (47,166) 46,093 (1,568) 300,853 972,162 8,042 (881) 2,778 709,848 94,217 57,094 (254) - 22,443 (21,351) 547,237 517,256 591,153 663,094 239,423 (140,333) - (205,507) 89,941 (93,460) - 383,585 (168,389) (765) (342,158) 37,400 (93,460) (470) 342,375 829,760 3,901 41,731 (17,260) 30,844 (8,093) (1,342) 35,110 (24,014) 41,825 (39,177) 3,010 (56,538) (24,611) 6,512 (38,028) (19,052) 69,586 (14,823) 46,457 30,844 (27,582) 7,560 (1,811) 23,986 157,925 (46,999) 56,856 (56,538) (69,841) 27,523 (51,855) 84,891 (131,021) 91,179 41,057 42,866 61,213 (12,091) (16,729) 33,584 (18,275) 128,532 (3,531) 20,803 182,837 6,203 10,051 2,039 (1,282) (139,445) (436) 79,869 375,459 (8,650) (20,075) 44,688 (59,937) 88,713 (2,696) 5,394 390,968 14,055 (18,208) 6,278 (30,973) (126,308) 813 1,036,482 1,466,503 215,569 80,770 497,371 242,019 642,835 (136,011) 779,509 (148,997) 1,625,032 (281,590) 1,749,579 (308,886) 506,824 630,512 1,343,442 1,440,693 10 5 (6,926) 45,420 54,460 (129,477) (8,874) (123,713) 293 (399,700) 1,134 440,679 67 (328,168) (42,073) (164,447) 94 (560,243) Additions to biological assets 14 (522,884) (529,187) (796,705) (793,981) Additions to intangible assets Proceeds from sale of property, plant and equipment Proceeds from sale of Usina São Carlos' assets ("USC") Investment in subsidiary 15 (1,202) (200,519) 1,322 176,850 - (1,209) - (706) 4,319 176,850 - (761,128) (883,009) (684,202) (1,380,187) 700,000 (48,713) 508,551 (1,327,638) 600,000 2,252,752 (2,130,256) 700,000 (48,713) 2,009,949 (2,382,602) 600,000 (12,701) 3,251,166 (3,901,640) Cash provided by operating activities Interest paid on borrow ings and financing Net cash provided by operating activities CASH FLOWS FROM INVESTING ACTIVITIES Decrease (increase) in scrow deposits Decrease (increase) in short-term investments Decrease in investments Increase in property, plant and equipment Net cash used in investing activities CASH FLOWS FROM FINANCING ACTIVITIES Shareholders' contributions Buyback of shares held by non-controlling interest Costs on the issuance of the shares in the context of the public offering Borrow ings and financing Payment of borrow ings and financing 21 16 16 Net cash used in financing activities (167,800) 722,496 278,634 (63,175) DECREASE (INCREASE) IN CASH AND CASH EQUIVALENTS (422,104) 469,999 937,874 (2,669) Cash and cash equivalents at the beginning of year 4 632,312 162,313 791,728 794,397 Cash and cash equivalents at the end of year 4 210,208 632,312 1,729,602 791,728 9 Biosev S.A. (Convenience translation into English from the Original Previously Issued in Portuguese) STATEMENT OF VALUE ADDED FOR THE YEAR ENDED MARCH 31, 2014 (In thousands of Brazilian reais - R$) Note Com pany Consolidated (BR GAAP) (BR GAAP and IFRS) 03.31.14 03.31.13 03.31.14 03.31.13 1,842,849 2,308,487 4,712,543 4,785,813 1.1) Sales 22 1,762,258 2,088,315 4,465,652 4,455,680 1.2) Allow ance for doubtful accounts - reversal (recognition) 25 247 25 80,344 - 1 - REVENUE 1.3) Other operating revenues 2 - EXPENSES FROM FINANCIAL INTERMEDIATION 3 - INPUTS PURCHASED FROM THIRD PARTIES 3.1) Cost of products sold Cost of products sold, net of taxes 23 Recoverable taxes 3.2) Materials, electric pow er, external services and other 3.3) Net gain resulting from change in fair value of biological assets and others 4 - GROSS VALUE ADDEED (1-2-3) 5 - DEPRECIATION, AMORTIZATION AND DEPLETION 23 (416) 1,568 254 220,588 245,323 329,879 - - - (1,400,385) (1,305,009) (3,419,424) (2,797,594) (1,297,826) (1,488,817) (3,466,285) (3,602,557) (1,176,816) (1,324,256) (3,241,362) (3,239,350) (121,010) (164,561) (224,923) (363,207) (621,565) (557,010) (949,010) 519,006 740,818 995,871 1,662,888 442,464 1,003,478 1,293,119 1,988,219 (857,925) (265,759) (470,287) (649,661) 176,705 533,191 643,458 1,016,057 (377,740) (136,275) 199,968 209,254 (508,924) 131,184 (272,827) 136,552 (1,612) 201,580 (2,778) 212,032 8 - VALUE ADDED FOR DISTRIBUTION (6+7) (201,035) 396,916 843,426 1,225,311 9 - DISTRIBUTION OF VALUE ADDED (201,035) 396,916 843,426 1,225,311 308,376 293,241 586,994 553,638 203,509 190,739 394,355 369,496 Benefits 72,948 74,247 138,530 135,235 Severance pay fund (FGTS) 31,919 28,255 54,109 48,907 9.2) Taxes, rates and contributions 311,644 (6,672) 579,395 29,753 Federal 243,714 (63,056) 449,473 (99,972) 67,861 56,198 129,677 129,259 69 186 245 466 9.3) Third-party capital use 646,509 730,375 1,143,836 1,261,478 Rentals 199,073 225,871 365,477 408,420 447,436 504,504 778,359 853,058 6 - VALUE ADDED CREATED BY THE ENTITY (4-5) 7 - VALUE ADDED RECEIVED IN TRANSFER 7.1) Equity in subsidiaries 7.2) Finance income 9.1) Personnel and payroll taxes 24 23 Direct compensation State Municipal Interest and exchange rate changes 24 (972,162) 9.4) Equity capital (1,467,564) (620,028) (1,466,799) (619,558) Loss for the year (1,467,564) (620,028) (1,466,799) (619,558) The accompanying notes are an integral part of these financial statements. 10 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) 1. GENERAL INFORMATION Biosev S.A. (“Company”), headquartered at Avenida Brigadeiro Faria Lima, 1355, 11º andar, Pinheiros, São Paulo, SP, and its subsidiaries (collectively “Group”) are mainly engaged in the production, processing and sale of agricultural products, primarily sugarcane and its by-products; the agricultural operations in Company-owned or third-party land; the export, import and sale of petroleum by-products, lubricants, fuel, grease and hydrated ethyl alcohol; the purchase, sale, import and export of agricultural products and its by-products; and the generation and sale of electricity and its byproducts. The Group comprises the activities of Biosev S.A. and Biosev Bioenergia S.A. (“Biosev Bioenergia”), based in Brazil, and Biosev Bioenergia International S.A. (“Biosev Bioenergia International”), based in Switzerland. Additionally, the Group consists of the subsidiaries of such companies, including (i) Biosev Bioenergia Limited, based in the Cayman Island, which was established for the purpose of conducting certain international business transactions of the Group, notably the sale of sugar, but which never went into operation and which is currently in liquidation stage; (ii) Biosev Finance International B.V, based in the Netherlands, is mainly engaged in the performance of short-term investments with own resources and investment in other companies, either as partner or shareholder, in Brazil or abroad; and (iii) Biosev Passatempo Bionergia S.A., a special-purpose entity established to hold and operate the electric power cogeneration assets of the Passa Tempo unit, located in the State of Mato Grosso do Sul, a company that has not yet commenced operations. The Group is organized in industrial clusters, composed as follows, with their corresponding branches: Ribeirão Preto Agri-Industrial Cluster: Santa Elisa, Vale do Rosário, MB (Morro Agudo), Jardest and Continental plants (located in the State of São Paulo). Mato Grosso do Sul Agri-Industrial Cluster: Maracaju, Passa Tempo and Rio Brilhante plants (located in the State of Mato Grosso do Sul). Northeast Agri-Industrial Cluster: Estivas (located in the State of Rio Grande do Norte) and Giasa (located in the State of Paraíba) plants; Leme/Lagoa da Prata Agri-Industrial Cluster: Cresciumal (located in the State of São Paulo) and Lagoa da Prata (located in the State of Minas Gerais) plants. The Company is a subsidiary of the Louis Dreyfus Commodities Group, directly controlled by Sugar Holdings BV, which holds 49.87% of its shares. 1.1 Business Plan On March 20, 2014, the Company announced on the Relevant Fact the Business Plan, which resulted, among others, in the hibernation of Jardest unit, reduction of approximately 20% of executive positions and recognition of provisions for impairment of deferred taxes. The implementation of this Business Plan resulted in the following impact on the financial statements: Com pany (BR GAAP) Consolidated (BR GAAP and IFRS) 03.31.14 03.31.14 Impairment - Property, plant and equipment (note 13) Impairment - Intangible assets (note 15) Provision for personnel reduction (note 19) Others Provision for losses of deferred income tax and social contribution (note 11) 66,258 35 7,832 20,539 218,077 210,339 88,683 27,489 43,541 467,063 Effect of deferred income tax and social contribution (nota 11) 312,741 (32,186) 837,115 (95,715) 280,555 741,400 11 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) 2. SUMMARY OF SIGNIFICANT ACCOUNTING PRACTICES 2.1 Statement of compliance and basis of preparation The Company’s financial statements comprise: The consolidated financial statements prepared in accordance with the International Financial Reporting Standards (IFRSs), issued by the International Accounting Standards Board (IASB), and the accounting practices adopted in Brazil, identified as Consolidated - BR GAAP and IFRS. The individual financial statements of the Company prepared in accordance accounting practices adopted in Brazil, identified as Company - BR GAAP. The accounting practices adopted in Brazil include those established in the Brazilian Corporate Law, as well as the Pronouncements, Instructions and Interpretations issued by the Accounting Pronouncements Committee (CPC) and approved by the Brazilian Securities and Exchange Commission (CVM). The Company’s individual financial statements present the valuation of investments in subsidiaries and joint ventures by the equity method of accounting, pursuant to prevailing Brazilian statutes. Accordingly, these individual financial statements are not considered as in accordance with IFRSs, which require the measurement of such investments in separate financial statements of the Company, at their fair values or at cost. As there is no difference between the consolidated equity and the consolidated profit attributable to the Company’s owners, disclosed in the consolidated financial statements prepared in accordance with IFRSs and the accounting practices adopted in Brazil, and the Company’s equity and profit or loss disclosed in the individual financial statements prepared in accordance with accounting practices adopted in Brazil, the Company opted for presenting these individual and consolidated financial statements in a single set, using a side-by-side format. The financial statements have been prepared based on the historical cost, except for certain financial instruments, heldfor-sale assets, and biological assets measured at their fair values, as described in the accounting practices below. The historical cost is generally based on the fair value of the consideration paid in exchange for assets on the transaction date. The main accounting practices applied to the preparation of these consolidated financial statements are outlined below. These practices have been consistently applied in the previous reporting periods presented, except as otherwise indicated. 2.1.1 New and revised standards and interpretations a) Standards, interpretations and revised standards in effect as at March 31, 2014 which did not have a material impact on the Company’s financial statements. Interpretations of and amendments to the standards below have been issued and were effective as at March 31, 2014. However, they have not significantly impacted the Company’s financial statements: Standard Amendments to IFRS 7/CPC 40 (R1) (*) IAS 28 (revised in 2011) Investments in Associates and Joint Ventures/CPC 18 (R2) (*) IAS 27 (revised in 2011) Separate Financial Statements/CPC 35 (R2)(*) Main requirements Disclosures - requires information on offset assets and liabilities recognized in conformity with paragraphs 42 and 43 of IAS 32 - Financial Instruments. Review of IAS 28 to include the amendments introduced by IFRSs 10, 11 and 12. Effective date Effective for periods beginning on or after January 1, 2013. IAS 27 requirements related to consolidated financial statements are replaced by IFRS 10. The requirements for separate financial statements are maintained. Effective for periods beginning on or after January 1, 2013. Effective for periods beginning on or after January 1, 2013. 12 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) IFRS 10 Consolidated Financial Statements/CPC 36(R3) (*) Replaces IAS 27 concerning the Effective for periods beginning on or requirements applicable to the January 1, 2013. consolidated financial statements and SIC 12. IFRS 10 established a single control-based consolidation model, regardless of the investment nature. IFRS 11 – Joint Eliminated the proportionate Effective for periods beginning on or Arrangements/CPC 19(R2) consolidation model for jointly- January 1, 2013. (*) controlled entities and maintained the equity method model only. It also eliminated the concept of “jointlycontrolled assets” and maintained “jointly-controlled operations” and “jointly-controlled entities” only. IFRS 12 - Disclosure of Expands the requirements for Effective for periods beginning on or Interests in Other disclosure of investments in entities January 1, 2013. Entities/CPC 45 (*) that the Company has a significant influence over. IFRS 13 - Fair Value Supersedes and consolidates in a Effective for periods beginning on or Measurement/CPC 46 (*) single standard all the guidance and January 1, 2013. requirements in respect of fair value measurement contained in other IFRSs. IFRS 13 defines the fair value and how to determine the fair value and the disclosure requirements related to the measurement of fair value. However, it does not introduce any new requirement or amendment with respect to items that should be measured at fair value, which remain as originally issued. Amendments to IAS 1 – Introduces the requirement that all Effective for periods beginning on or Presentation of Financial items recognized in other July 1, 2012. Statements/CPC 26 (R1) (*) comprehensive income (loss) be separated into and totaled as items that are and items that are not subsequently reclassified to profit or loss. (*) CPCs related to the IFRSs issued and approved by the Federal Accounting Council (CFC) and CVM. after after after after after b) Standards, interpretations and revised standards not yet effective and which were not early adopted by the Company. The standards and amendments to the standards below were published and are mandatory for periods beginning after March 31, 2014. However, the Company did not early adopt them. Standard IFRIC 21 Main requirements Clarified when an entity must recognize the tax obligations in accordance with applicable legislation. The obligation must be recognized when the event that generated the obligation takes place. Effective date Effective for periods beginning on or after January 1, 2014. 13 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) IFRS 9 (as amended in 2010) "Financial Instruments". IFRS 9 maintains but simplifies the combined measurement model and establishes two main categories to measure financial assets: amortized cost and fair value. The basis for classification depends on the entity’s business model and the contractual cash flow characteristics of the financial asset. The IAS 39 guidance on the impairment of financial assets, and on hedge accounting continues to apply. Effective for periods beginning on or after January 1, 2015. These standards, revised standards and interpretations are effective for annual reporting periods beginning on or after 2014 and were not used in preparing these financial statements. The Company does not expect any of these new standards to have a material effect on the Group’s financial statements, except for IFRS 9 Financial Instruments, which can change the classification and measurement of the Group’s financial assets. The Company does not expect to early adopt these standards and their impact has not yet been measured. The CPC has not yet issued some pronouncements and amendments related to the new and revised IFRSs above. Considering the commitment of CPC, CFC and CVM to keep the set of standards up-to-date as amendments are made by the IASB, these standards and amendments are expected to be issued by CPC and approved by CFC and CVM by the date they become effective. 2.2 Basis of consolidation and investments in subsidiaries Subsidiaries are all the entities with financial and operating policies of which the Company has the power to govern in order to benefit from their activities and in which it owns interest above 50%. In the applicable cases, the existence and the effect of potential voting rights, currently exercisable or convertible, are taken into consideration to determine whether the Company controls or not another entity. Subsidiaries are fully consolidated from the date in which share control is transferred to the Company and cease to be consolidated, when applicable, when control no longer exists. The subsidiaries’ financial statements are prepared for the same reporting period of their parent, using accounting practices consistent with those adopted by the Company. In those cases where control is jointly held, consolidation is made by the equity method of accounting and those entities are initially recognized at their cost amount. The subsidiaries included in the consolidated financial statements are described in Note 1. The main consolidation criteria adopted by the Company are: (a) sum of the balances of assets, liabilities, revenue and expenses, according to their accounting nature; (b) elimination of intragroup balances and transactions; and (c) elimination of the balances of investment in subsidiaries. In the consolidated financial statements, the changes in the Company’s equity interests in subsidiaries that do not result in loss of control by the Company are recognized as capital transactions. The carrying amounts of the Company’s interests and non-controlling interests are adjusted to reflect the changes in their interests in the subsidiaries. The difference between the amount based on which non-controlling interests are adjusted and the fair values of considerations paid or received are recognized directly in equity and attributed to the Company’s owners. When the Company losses the control over a subsidiary, the gain or loss from the disposal of control is calculated based on the difference between: (a) the sum of the fair value of considerations received and the fair value of the residual interest; and (b) the prior-year balance of the subsidiary’s assets (including goodwill) and liabilities and non-controlling interests, if any. When the subsidiary’s assets are recognized at fair values and the corresponding accumulated gain or loss was recognized in line item “Other comprehensive loss” and accumulated in equity, the amounts previously recognized in “Other comprehensive loss” and accumulated in equity are accounted for as if the Company had directly disposed of the corresponding assets (i.e., reclassified to profit or loss or directly transferred to line item “Retained earnings (accumulated losses)”). The fair value of any investment held in the former subsidiary on the date when control is lost is regarded as the fair value on initial recognition for subsequent accounting in accordance with CPC 38 - Instrumentos Financeiros: Reconhecimento e Mensuração / IAS 39 - Financial Instruments: Recognition and Measurement, or, when applicable, the cost at the initial recognition of an investment in an associate or jointly-controlled entity. 14 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) 2.3 Business combination Beginning January 1, 2009, business combinations are accounted by the acquisition method. The cost of an acquisition is measured as the sum of the consideration transferred, measured based on fair value on the acquisition date, and the amount of any non-controlling interest in the acquiree. For each business combination, the acquirer measures any noncontrolling interests in the acquiree either at fair value or at the non-controlling interest’s share of the acquiree’s identifiable net assets. The costs attributable to the acquisition are expensed when incurred. When acquiring a business, the Company measures the assets acquired and liabilities assumed for the purpose of classifying and allocating them according to the contractual terms, the economic circumstances and the conditions prevailing on the acquisition date, which includes the acquiree’s separating the embedded derivatives existing in the acquiree’s host contracts. In a business combination achieved in stages, the Company remeasures its previously held equity interest in the acquiree at its acquisition-date fair value and recognizes the resulting gain or loss, if any, in the statement of operations. Any contingent consideration transferable by the buyer will be recognized at fair value on the acquisition date. Subsequent changes in the fair value of contingent consideration considered an asset or a liability are recognized according to CPC 38 / IAS 39 in the statement of operations or in “Other comprehensive loss”. Contingent consideration classified as equity is not remeasured until it is settled. The goodwill is initially measured as the excess of the consideration transferred in relation to the net assets acquired (identifiable assets acquired less the liabilities assumed). If the consideration is lower than the net assets acquired, the difference is recognized directly as a gain in profit or loss for the current year. After the initial recognition, goodwill is measured at cost less any accumulated impairment losses. For impairment test purposes, goodwill acquired in a business combination is, as from the acquisition date, allocated to the Company’s cashgenerating unit that is expected to benefit from the combination’s synergy, regardless of any other acquiree’s assets or liabilities to be allocated to this unit. The cash-generating unit to which goodwill has been allocated is annually tested for impairment or more frequently when there is indication that the cash-generating unit may be impaired. If the recoverable amount of a cash-generating unit is lower than its carrying amount, the impairment loss is first allocated to reduce the carrying amount of any goodwill allocated to the unit, and subsequently to the other assets of the cash-generating unit, proportionally to the carrying amount of each of its assets. Impairment losses on goodwill are directly recorded in statement of operations for the year. Impairment losses are not reversed in subsequent periods. The Company has identified impairment loss on the goodwill for the year ended March 31, 2014. The impairment effects are described in Note 15.1. When goodwill is part of a cash-generating unit and a portion of such unit is sold, the goodwill associated with the portion sold should be included in transaction costs when the gain or loss on sale is determined. The goodwill sold under these circumstances is determined based on the proportional amounts of the portion sold in relation to the cash-generating unit maintained. 2.4 Interests in joint ventures A joint venture is the contractual arrangement whereby the Group and other parties agreed sharing of control over an economic activity, and exists only when the strategic financial and operating policies relating to the activity require the unanimous consent of the parties sharing control. When a Group’s entity undertakes its activities directly through a joint venture, the Group’s interest in jointly-controlled assets and any liabilities incurred jointly with the other controlling shareholders are recognized in the financial statements of such entity and classified according to their nature. Incurred liabilities and expenses directly related to the interests in the jointly-controlled assets are accounted for on an accrual basis. Any gain arising from the sale or use of the Group’s interests in the jointly-controlled assets and its share of any expenses incurred in common are recognized when it is probable that the economic benefits related to the transactions will be transferred to the Group and its amount can be reliably measured. 15 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) Joint venture arrangements that involve the establishment of a separate entity in which each venturer holds an interest are called jointly-controlled entities. The Group discloses its interests in jointly-controlled entities, in its consolidated financial statements, by the equity method of accounting, and are initially recognized at their cost amount. The Group’s investments in associates include goodwill identified on the acquisition, net of any accumulated impairment loss. In the individual financial statements of the Company, interests in jointly-controlled entities are recognized by the equity method of accounting. Any goodwill arising on the acquisition of Group’s interests in a jointly-controlled entity is accounted for according to the Group’s accounting practices applicable to goodwill arising on a business combination. Whenever a Group entity conducts transactions with a jointly-controlled entity, the resulting profits or losses are recognized in the consolidated financial statements proportionately to the Group’s interest held in the jointly-controlled entity. 2.5 Segment information Segment information is consistent with the internal report provided to the chief operating decision maker. The chief operating decision maker, responsible for allocating resources to the operating segments and assessing their performance, is represented by the board of directors and the executive committee. 2.6 Functional and reporting currency Items included in the financial statements of each Group company are measured using the currency of the main economic environment in which the Company operates (“functional currency”). The Company’s consolidated financial statements are presented in Brazilian reais (R$), which is the Company’s functional and also presentation currency. 2.7 Foreign currency-denominated transactions and balances Foreign currency-denominated transactions are recorded at the foreign exchange rate prevailing on the transaction date. Foreign currency-denominated assets and liabilities are translated using the foreign exchange rate prevailing at the end of the reporting periods and the related changes are recorded in the statement of operations when incurred. Any transaction in a currency different from the Group’s functional currency (Brazilian real) is considered a foreign currency transaction. Exchange rate differences on monetary items are recognized in profit or loss in the period they incur, except for: exchange differences arising on translating foreign currency-denominated borrowings and financing related to assets under construction for future use in production, which are part of the these assets’ cost when considered as adjustments to interest costs on said borrowings; exchange differences arising on foreign currency-denominated transactions designated as hedges against risks of exchange rate fluctuations; and exchange differences arising on monetary items receivable or payable regarding a foreign operation, whose settlement is not estimated or probable (and is, therefore, part of the net investment in the foreign operation), initially recognized in “Other comprehensive loss” and reclassified from equity to the profit or loss on amortization of monetary items. All other foreign exchange gains and losses, including foreign exchange gains and losses related to loans and cash and cash equivalents, are presented in the statement of operations as finance income or expenses. In the consolidated financial statements, the assets and liabilities of the Group’s foreign operations are translated into Brazilian reais at exchange rates prevailing at the end of the reporting period. Income and expenses are translated using the average exchange rates for the period, unless exchange rates fluctuate significantly; in this case the exchange rate prevailing on transaction date is used. Exchange differences arising on these translations, if any, are classified in “Other comprehensive income (loss)” and accumulated in equity, and are attributed to non-controlling interests as appropriate. 2.8 Cash and cash equivalents Include cash, banks, and short-term investments - redeemable within up to 90 days before the investment date - classified as highly liquid or convertible into a known cash amount and subject to an immaterial risk of change in value, which are 16 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) recognized at cost plus income earned through the end of the reporting period, which do not exceed their fair or realization value. 2.9 Short-term investments Consist of temporary investments held to maturity, redeemable within up to 90 days after the investment date, and are stated at cost plus income earned through the end of the reporting period, not exceeding the trade values. 2.10 Trade receivables and allowance for doubtful accounts Trade receivables are stated at their original amounts, less the allowance for doubtful accounts. Trade receivables from foreign customers are adjusted based on exchange rates prevailing at end of the reporting period. The allowance for doubtful accounts was estimated based on credit risk analysis, which includes loss history, individual situation of customers, situation of the corporate group to which they belong, real guarantees for debts and the assessment of the legal counsel, and is considered sufficient by the Company’s management to cover possible losses on amounts receivable. 2.11 Inventories Inventory balances are substantially composed of raw materials, finished products and auxiliary products, and are stated at average purchase or production cost, which does not exceed the net realizable value. The allowances for slow-moving or obsolete inventories are recorded when considered necessary by Management. 2.12 Property, plant and equipment Stated at cost of purchase, production or construction, less accumulated depreciation, except for land, which is not depreciated. Depreciation is calculated on a straight-line basis, based on the estimated useful lives of the assets, as described in Note 13. Interest on borrowings and financing is capitalized to construction in progress. An item of property, plant and equipment is written off upon disposal or when there is no future economic benefits resulting from its continuous use. Any gain or loss from the sale or write-off of an item of property, plant and equipment is determined by the difference between the sales amount received and the carrying value of the asset sold, recognized in profit or loss. The Company opted not to review the historical cost of property, plant and equipment items and use the deemed cost criterion, pursuant to the option prescribed by ICPC 10 – Interpretação sobre a Aplicação Inicial ao Ativo Imobilizado e à Propriedade para Investimento dos Pronunciamentos Técnicos CPCs 27, 28, 37 and 43 to Property, Plant and Equipment and Investment Property, paragraphs 20-29, to recognize the opening balance of property, plant and equipment on the first-time adoption of CPC 27- Ativo Imobilizado / IAS 16, Property, Plant and Equipment, and ICPC 10. The Group conducts the main scheduled maintenances of its plants on an annual basis. Scheduled maintenances are conducted in December and March in the states of São Paulo (SP), Minas Gerais (MG) and Mato Grosso do Sul (MS), and from February to July in the Northeast, for the purpose of inspecting and replacing components. Maintenance costs which do not impact the useful lives of assets are recognized as expenses when incurred. Items subject to wear and tear during the crop are recorded as (deferred industrial) assets when replaced and are depreciated over the following crop period. 2.13 Borrowing costs Borrowing costs directly attributable to the acquisition, construction or production of qualifying assets, which necessarily take a substantial amount of time to be ready for the intended use or sale, are added to the cost of such assets until they are ready for the intended use or sale. Income on investments earned on the short-term investment of funds of specific borrowings not yet spent on the qualifying assets is deducted from the borrowing costs eligible for capitalization. All other borrowing costs are recognized in profit or loss for the year they are incurred. 17 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) 2.14 Biological assets CPC 29 – Ativo Biológico e Produto Agrícola / IAS 41 - Agriculture, prescribes the accounting treatment of activities that involve biological assets (such as sugarcane plantations) or agricultural produce (at the point of harvest). Biological assets and the related agricultural produce shall be recognized at fair value less estimated point-of-sale costs. To meet this requirement, the Company adopted the economic and financial valuation of sugarcane biological assets using the discounted cash flow method for the next six years, which represents the average extraction period of high levels of Total Recoverable Sugar/Total Recovered Sugar (ATR/TR). The two components of the biological asset (sugarcane ratoon and sugarcane) are presented as a single asset in the balance sheet since agricultural production cannot be recognized separately from the biological asset to which it refers until the point of harvest. As the sugarcane ratoon do not meet the definition of current asset as set out in CPC 26 (R1) Apresentação das Demonstrações Contábeis / IAS 1 - Presentation of Financial Statements, the biological asset is classified as a non-current asset. The change in the fair value of biological assets is recognized in the income statement, in line item “Gains (losses) on changes in fair value of biological assets less estimated costs to sell”. The realized portion, calculated based on the utilization of inventories of finished products during the year, is recognized before “Gross profit”, in the statement of operations. 2.15 Investments in subsidiaries and jointly-controlled entities Investments in subsidiaries and jointly-controlled entities are accounted for and measured in the individual financial statements by the equity method of accounting and are initially recognized at cost. The gains or losses are recognized in profit or loss as operating revenue (or expenses) in the individual financial statements. Other investments are recognized and maintained at cost or fair value. When necessary, the subsidiaries’ and jointly-controlled entities’ accounting practices are changed to ensure the consistency and uniformity of criteria with the accounting practices adopted by the Company. 2.16 Intangible assets Separately acquired intangible asset Separately acquired intangible assets with finite useful lives are carried at cost less accumulated amortization and accumulated impairment losses. Amortization is recognized on a straight-line basis, based on the estimated useful lives of the assets. The estimated useful life and amortization method are reviewed at the end of each annual reporting period, and the effect of any changes in estimates is accounted for on a prospective basis. Separately acquired intangible assets with indefinite useful lives are carried at cost less accumulated impairment losses. Internally generated intangible assets - expenditure on research and development Expenditure on research is recognized as an expense for the year it incurred. An internally generated intangible asset arising from development (or from the development phase of an internal project) is recognized if, and only if, all of the following can be demonstrated: The technical feasibility of completing the intangible asset so that it will be available for use or sale. The intention to complete the intangible asset and use or sell it. The ability to use or sell the intangible asset. How the intangible asset will generate probable future economic benefits. The availability of adequate technical, financial and other resources to complete the development of the intangible 18 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) asset for use or sale. The ability to measure reliably the expenditure attributable to the intangible asset during its development. The amount initially recognized of internally generated intangible assets corresponds to the sum of the costs incurred since the time an intangible asset met the recognition criteria above. When no internally generated intangible asset can be recognized, development expenditure is recognized in profit or loss for the period, when incurred. Subsequently to the initial recognition, internally generated intangible assets are recognized at cost, less accumulated amortization and impairment losses thereon, as separately acquired intangible assets. Derecognition of intangible assets As intangible asset is derecognized on disposal or when no future economic benefits are expected from its use or disposal. The gain or loss arising from the derecognition of an intangible asset, measured as the difference between the net disposal proceeds and the carrying amount of the asset, is recognized in income when the asset is derecognized. Software Software licenses purchased are capitalized based on the costs incurred to purchase the software and make it ready for use. These costs are amortized on a straight-line basis over their estimated useful lives of 4 years. 2.17 Impairment of tangible and intangible assets excluding goodwill At the end of each year, the Group reviews the carrying amounts of its tangible and intangible assets to determine if there is any indication that such assets might be impaired. If there is such an indication, the recoverable amount of the asset is estimated to measure the amount of impairment loss. Where it is not possible to estimate the recoverable amount of an individual asset, the Group estimates the recoverable amount of the cash-generating unit to which the asset belongs. When a reasonable and consistent allocation basis can be identified, corporate assets are also allocated to the cashgenerating units or the smallest group of cash-generating units for which a reasonable and consistent allocation basis can be identified. Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted. If the recoverable value of an asset (or cash-generating unit) is lower than its carrying amount, then the carrying amount of the asset (or cash-generating unit) is written down to its recoverable amount. The impairment losses are immediately recognized in profit or loss. Where an impairment loss subsequently reverses, the carrying amount of the asset (or a cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognized for the asset in prior years. The reversal of the impairment loss is promptly recognized in profit or loss. In the year ended March 31, 2014, the Company identified impaired assets and recognized impairment losses as described in Notes 9, 13.4 and 15.1. 2.18 Other current and non-current assets Carried at cost, adjusted for inflation and net of allowance for non-realization, if applicable. 2.19 Current and non-current liabilities Carried at known amounts or amounts estimated by Management, plus borrowing costs, inflation adjustments and exchange differences incurred through the end of the reporting period, when applicable. 19 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) 2.20 Borrowings and financing Liabilities originated from borrowings and financing are recognized at fair value, less incremental transactions costs directly attributable to the financial liability. These liabilities are subsequently measured using the effective interest rate method, which takes into consideration the transaction costs and the contractual interest allocated until maturity. For floating rate borrowings, the effective interest rate is periodically re-calculated when the effect of the remeasured contractual effective interest rate is material. 2.21 Leases Leases are classified as finance leases when they substantially transfer all the risks and rewards incidental to ownership to the lessee. All other leases that do not have these features are classified as operating leases. Finance lease Finance lease agreements are initially recognized as Company’s and its subsidiaries’ assets at their fair values at the inception of the lease or, if lower, at the present value of the minimum lease payments. The related payable to the lessor is included in balance sheet as a financing (borrowings and financing). Lease payments are apportioned between finance expenses and reduction of the lease obligation so as to achieve a constant rate of interest on the remaining balance of the liability. Financial charges are recorded directly in the statement of operations. Operating lease Operating lease payments are recognized as expenses on a straight-line basis over the lease term, except when another approach is more appropriate to reflect the timing the economic benefits of the leased asset are consumed. Contingent payments arising on operating leases are recognized as expenses for the period they are incurred. 2.22 Income tax and social contribution Current and deferred income tax and social contribution are calculated based on the tax law enacted or substantially enacted at the end of the reporting period, including in the countries where the Group entities operate and generate profits. Management periodically assesses the positions assumed in the tax calculations with respect to situations where applicable tax regulations are open to interpretations. The Company recognizes provisions, when appropriate, based on the estimated payments to tax authorities. The income tax and social contribution expenses comprise deferred and current taxes. The current and deferred taxes are recognized in profit or loss unless they are related to business combinations or items directly recognized in equity. Current tax is the expected tax payable or receivable on taxable profit or loss for the year at tax rates that have been enacted or substantially enacted at the end of the reporting period and any adjustment to taxes payable in relation to prior years. Deferred tax is recognized on temporary differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used for tax calculation purposes. Deferred taxation is not accounted for on the following temporary differences: (i) initial recognition of assets and liabilities in a transaction that is not a business combination and does not affect either the accounting or taxable profit or loss; and (ii) differences associated with investments in subsidiaries and controlled entities when it is probable that they will not reverse in the foreseeable future. Moreover, a deferred tax liability is not recognized for taxable temporary differences resulting in the initial recognition of goodwill. The deferred tax is measured at the rates that are expected to be applied on temporary differences when they reverse, based on the laws that have been enacted or substantially enacted at the end of the reporting period. Current income tax and social contribution are carried at their net amounts by the taxpayer, in liabilities when there are amounts payable or in assets when prepaid amounts exceed the total payable at the end of the financial statement. Deferred tax assets and liabilities may be netted if there is a legal right to offset the current tax asset and liability amounts and they relate to the same taxing authority. 20 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) A deferred income tax and social contribution asset is recognized for all unutilized tax losses, tax credits, and deductible temporary differences to the extent that it is probable that taxable profits will be available against which those tax losses, tax credits, and deductible temporary differences can be utilized. The carrying amount of deferred tax assets is reviewed at the end of each reporting period and reduced to the extent that their realization is no longer probable. 2.23 Provision for tax, labor, civil, and environmental contingencies The Company recognizes a provision only when it has a current legal or constructive obligation as a result of a past event, when it is probable that a disbursement of resources will be required to settle the obligation and when such disbursement can be reliably and accurately made. When any of these criteria is not met, the Company does not recognize any provision. The Company recognizes provisions to cover future disbursements resulting from ongoing civil, environmental, tax and labor lawsuits. The provision is recognized based on a case-by-case analysis made by the Company’s legal counsel (as explained in Note 19) of the ongoing lawsuits and the estimated unfavorable outcomes that would entail a future disbursement. Potential contingent assets are not recognized until there is a final and unappealable decision favorable to the Company and when it is certain that the asset will be realized. Taxes whose collection is being challenged in courts are recorded taking into consideration the legal obligation concept. The escrow deposits made for the ongoing lawsuits are recorded in line item “Escrow deposits”, in non-current assets. As at March 31, 2014, the Group was a party to several lawsuits or administrative proceedings arising in the normal course of its business, which includes labor, civil, environmental and tax proceedings. The Group records in its balance sheet a provision for losses on litigations when the estimated likelihood of an unfavorable outcome is probable according to its legal counsel and the loss history in similar cases. The Group maintains provisions for contingencies assessed as probable losses, as required by prevailing accounting standards. In general, the provisions are adjusted and added of the related interest on a monthly basis. Onerous contracts Present obligations resulting from onerous contracts are recognized and measured as provisions. An onerous contract exists when the unavoidable costs to discharge the contractual obligations exceed the economic benefits expected to be received over the contract period. 2.24 Financial instruments (a) Classification Financial assets and financial liabilities held by the Company are classified into the following categories: (i) financial assets measured at fair value through profit or loss; (ii) held-to-maturity financial assets; (iii) available-for-sale financial assets; (iv) loans and receivables; (v) financial liabilities measured at fair value through profit or loss; and (vi) other financial liabilities. The classification depends on the purpose for which the financial assets and financial liabilities were acquired or contracted. (i) Financial assets calculated at fair value through profit or loss Held-for-trading financial assets, when acquired for such purpose, mainly in the short term. Derivative instruments are also classified in this category. Assets in this category are classified in current and non-current assets, as applicable. As at March 31, 2014, this category includes only derivatives. The balances related to gains or losses on unsettled transactions are classified in current assets or current liabilities, and gains or losses arising from changes in fair value are recorded under “Finance income” or “Finance expenses”, respectively, except if the financial instruments are designated as effective hedge, in which case they are treated as described in item (a). (vi). (c) below. 21 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) (ii) Financial assets held to maturity Comprise investments in certain financial assets classified when contracted to be held to maturity, which are measured at cost of purchase, plus income earned according to contractual terms and conditions. As at March 31, 2014, this category includes the Company’s short-term investments. (iii) Available-for-sale financial assets When applicable, non-derivative financial assets are included in this category, such as securities and/or shares quoted in an active market or which are not quoted in an active market but whose fair values can be reasonably estimated. (iv) Loans and receivables Include non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. These are recorded in current assets, except for maturities greater than 12 months after the end of the reporting periods, when applicable, which are classified as non-current assets. As at March 31, 2014, comprise cash and cash equivalents, trade receivables, recoverable taxes, other receivables and advance to suppliers. (v) Financial liabilities measured at fair value through profit or loss These include financial liabilities held for trading or designated at fair value through profit or loss. A financial liability is classified as held for trading if it: has been acquired mainly for repurchase in the short term. upon its initial recognition, is part of a portfolio of identified financial instruments that the Group manages together and has a recent actual pattern of short-term profit-taking. is a derivative that is not designated as an effective hedging instrument. A financial liability other than a financial liability held for trading may be designated at fair value through profit or loss upon initial recognition if: such designation eliminates or significantly reduces a measurement or recognition inconsistency that would otherwise arise. the financial liability forms part of a group of financial assets or financial liabilities or both, which is managed and its performance is evaluated on a fair value basis, in accordance with the Group’s documented risk management or investment strategy, and information about the Group is provided internally on that basis. As at March 31, 2014, this category includes only derivatives. Financial liabilities at fair value through profit or loss are stated at fair value, with any gains or losses arising on remeasurement recognized in profit or loss, except if the financial instruments are designated as effective hedge, in which case they are treated as described in item (a).(vi).(c) below. In the other cases, the net gains or losses recognized in profit or loss incorporates any interest paid on the financial liability and is included in line item “Other gains or losses” in the statement of operations. The fair value is determined as described in Note 27. (vi) Other financial liabilities Other financial liabilities, including borrowings, are initially measured at fair value, net of transaction costs. They are subsequently measured at amortized cost under the effective interest method and the financial expense is recognized based on effective compensation. 22 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) The effective interest method is a method of calculating the amortized cost of a financial liability and of allocating its interest expense over the relevant period. The effective interest rate is the rate that exactly discounts the estimated future cash payments through the expected life of the financial liability or, when appropriate, a shorter period, to the net carrying amount on initial recognition. The Group derecognizes financial liabilities when, and only when, the Group’s obligations are discharged and cancelled. The difference between the carrying amount of a derecognized financial liability and the consideration paid and payable is recognized in profit or loss. (b) Measurement Regular purchases and sales of financial assets are recognized on the transaction date, i.e., on the date Company agrees to buy or sell the asset. Financial assets at fair value through profit or loss are initially recognized at fair value and transaction costs are recognized in the statement of operations. Loans and receivables are accounted for at the amortized cost. Gains or losses resulting from changes in the fair value of financial assets measured at fair value through profit or loss are recognized in the statement of operations in “Finance income” or “Finance expenses”, respectively, when earned or incurred. Changes in financial assets classified as “Available for sale”, when applicable, are recorded in “Other comprehensive loss” until the financial assets are settled, when they are ultimately reclassified to profit or loss. (c) Derivatives and hedging activities The Company has derivatives whose management is performed by establishing strategies and control systems, setting limits for positions and exposure, and monitoring the risks involved. The Company has such derivatives to hedge its revenue, costs and certain assets and liabilities against the exposures to commodity market volatility and foreign exchange fluctuations. In addition, it uses derivatives to hedge the realization of its investments in currencies other than the Brazilian real. The Company actively manages derivative instruments, and these transactions are monitored on a continuous basis so that adjustments to goals and strategies may be made in response to market conditions, particularly because a significant portion of the Company’s revenues and, consequently, the generation of cash, derives from prices denominated in US dollars. The Company also monitors the fluctuations of the various interest rates linked to its monetary assets and liabilities, and, in conformity with its hedge policy, operates with derivatives to minimize such risks. These transactions are designated as cash flow hedges. The Company documents its risk management strategy and policies on the commencement date of the hedging relationship. The Company also documents hedging effectiveness tests on designation and subsequent dates. The effective portion of changes in the fair value of derivatives is recognized in equity, in line item “Other comprehensive loss”. The ineffective portion is immediately recognized in profit or loss, in line item “Finance income” or “Finance expenses”. Gains or losses recognized in equity are recycled to profit or loss when the hedged item affects profit or loss for the year. When the hedging instrument reaches its maturity, it is sold or, when the transaction does not qualify for hedge accounting any longer, the cumulative amount of the effective portion recognized in equity in line item “Other comprehensive loss” is kept in this reserve until the hedged transaction is completed and affects the Company’s profit or loss. (d) Embedded derivative The Company determines the existence of derivatives embedded in the transactions involving financial instruments, such as loans, debt note issuances, leases and purchase and sale agreements. When identified, the embedded derivative is evaluated for purposes of segregation of the principal instrument and its separate accounting. The Company did not identify embedded derivatives in the transactions recognized in these financial statements. 2.25 Assets held for sale Assets held for sale (or disposal group) whose sale is highly probable within 12 months are classified in line item “Assets held for sale”, in current assets, in the balance sheet. 23 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) For the sale to be highly probable, the Group’s management must be committed to a plan to sell the non-current asset or disposal group, and a formal sale plan must have been initiated. The non-current assets (or disposal groups) classified as held for sale are measured at the lower of its carrying amount and fair value less costs to sell. Property, plant and equipment and intangible assets classified as held for sale are not depreciated or amortized. 2.26 Capital Total shares are classified in equity. Incremental costs directly attributable to the issue of new shares or options are shown in equity as a deduction of the amount added to capital, net of taxes. 2.27 Revenue recognition Revenue from sales of goods in the normal course of operations is measured at the fair value of the consideration received or receivable, less any expected returns, trading discounts and/or bonuses granted to the buyer, and other similar deductions. Sales revenue is recognized when there is convincing evidence that the most significant risks and rewards of ownership of goods have been transferred to the buyer, it is probable that future economic benefits will flow to the entity, the associated costs and possible return of goods can be reliably estimated, there is no continued involvement with the goods sold, and the amount of the operating revenue can be reliably measured. Revenue from services provided is recognized as it is realized. The appropriate timing for transfer of risks and rewards varies depending on the individual terms and conditions of the sales contract. For international sales, this timing depends on the international commercial terms (incoterms) applicable to the contract. 2.28 Finance income (expenses) Finance income includes interest income from funds invested (excluding available-for-sale financial assets), gains on the disposal of available-for-sale financial assets, changes in the fair value of financial assets measured at fair value through profit or loss, and gains on hedging instruments that are recognized in profit or loss. Interest income is recognized in profit or loss under the effective interest method. Distributions received from investees accounted for by the equity method reduce the investment value. Finance expenses comprise interest expenses on borrowings, net of the discount to present value of the provisions, losses in the fair value of financial instruments measured at fair value through profit or loss, impairment losses recognized in financial assets, and losses on hedging instruments that are recognized in profit or loss. Borrowing costs that are not directly attributable to the acquisition, construction or production of a qualifying asset are measured through profit or loss under the effective interest method. 2.29 Earnings (loss) per share Basic earnings (loss) per share are calculated by means of the net profit (loss) for the year attributable to the Company’s owners and the weighted average number of common shares outstanding in the related year. For basic earnings (loss) per share calculation purposes, preferred shares were given the same treatment as the common shares, as they have the same characteristic and differ only as to the right to vote on some matters and the priority in receiving their equity value in case of Company liquidation, without premium. 2.30 Employees’ benefits i. Employees’ benefits The Company offers its employees a pension plan to allow people to accumulate funds to receive a monthly pension in the future. The Company’s pension plan is optional for all employees and officers. An employee can elect to join the pension plan and choose one of the two types of plans: 1- a defined contribution plan (PGBL) or 2 - a life insurance benefit plan (VGBL). 24 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) ii. Profit sharing and bonuses Employees’ profit sharing and executives’ variable compensation are linked to the achievement of operating and financial targets. The Company recognizes a liability and an expense allocated to production costs and general and administrative expenses when such goals are met. 2.31 Statement of value added (DVA) The purpose of this statement is to disclose the wealth created by the Company and its distribution during a certain reporting period, and is presented by the Company, as required by the Brazilian Corporate Law, as an integral part of its individual financial statements, and as additional disclosures to the consolidated financial statements, since this statement is not required by IFRSs. The statement of value added was prepared using information obtained in the same accounting records used to prepare the financial statements and pursuant to the provisions of CPC 09 – Demonstração do Valor Adicionado. The first part of the DVA presents the wealth created by the Company, represented by revenues (gross sales revenue, including taxes levied thereon, other income and the effects of the allowance for doubtful accounts), inputs purchased from third parties (cost of sales and purchases of materials, energy and services from third parties, including the taxes included upon purchase, the effects of impairment and recovery of assets, and depreciation and amortization) and the value added received from third parties (share of profits (losses) of subsidiaries, finance income and other income). The second part of the DVA presents the distribution of wealth among employees, taxes and contributions, compensation to third parties and shareholders. 3. CRITICAL ACCOUNTING JUDGMENTS AND KEY ESTIMATES AND ASSUMPTIONS In the preparation of the financial statements, Management is required to use, at the end of each fiscal year, certain accounting practices that incorporate judgments and estimates about the carrying amounts of revenues, expenses, assets and liabilities, and the disclosure of contingent liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience of the Management and other factors that are considered to be relevant. Actual results could differ from those estimates. The following are the critical accounting judgments, except those that involve estimates, made by Management while preparing these financial statements: • Assets held for sale For the sale to be highly probable, the Group’s management must be committed to a plan to sell the non-current asset or disposal group, and a formal sale plan must have been initiated. The non-current assets (or disposal groups) classified as held for sale are measured at the lower of its carrying amount and fair value less costs to sell. Property, plant and equipment and intangible assets classified as held for sale are not depreciated or amortized. The following are the key estimates and assumptions used in preparing the financial statements. As these estimates and assumptions have not been checked, they may result in significant adjustments to the carrying amounts of assets and liabilities in the next fiscal year. • Allowance for doubtful accounts The allowance for doubtful accounts is accounted for to anticipate probable losses on the realization of the related receivables. The allowance was set up based on the average losses incurred in certain periods coupled with the analysis on probable losses of current and past-due receivables. • Allowance for inventory losses The allowance for inventory losses was set up based on the history of losses incurred on the goods handling to estimate possible losses on existing inventories in the plants. Additionally, the Company recognized allowances for losses on 25 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) inventory items whose estimated sales price is lower than the purchase price and/or the production cost, and also for slowmoving and possibly obsolete items. • Adjustment to present value of assets and liabilities Fixed-price credit purchase and sale transactions or other assets and liabilities, when applicable, are discounted to their present value taking into consideration their related realization terms. In order to calculate the present value, the Company estimated future cash flows generated by the related cash-generating units, using an appropriate discount rate, according to its Management. As at March 31, 2014, the Company determined the present value of assets and liabilities based on the assumptions above, and identified assets and liabilities from long-term transactions subject to adjustment at present value. With respect to the assets and liabilities from short-term transactions, the effects are not relevant and, therefore, no adjustments were recorded. • Useful lives of property, plant and equipment The Company reviews the useful lives of property, plant and equipment items on an annual basis at the end of each reporting period. The estimated useful lives of the main property, plant and equipment items may or may not change as a result of this review. The impacts of the review of the estimated useful lives of assets are recognized prospectively in the Company’s financial statements. • Impairment of non-financial assets At the end of each annual period, the Company tests fixed and intangible assets for impairment to determine if there are any indications that the assets may be impaired. When such indication exists, the recoverable amount of the asset is estimated to measure the impairment loss. If the estimated recoverable amount is lower than an asset’s value, the impairment loss is immediately recognized in profit or loss. When it is not possible to estimate the recoverable amount of an individual asset, the Company calculates the recoverable amount of the cash-generating unit to which the asset belongs. The assets may be allocated to the cash-generating units, individually or grouped in the smallest group of cash-generating units for which a reasonable and consistent allocation basis can be identified. When the impairment loss is reversed, the carrying amount of the asset (or cash-generating unit) increases to the revised estimate of its recoverable value provided that it does not exceed the carrying amount that would have been obtained had no impairment losses been recognized for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognized immediately in profit or loss, when applicable. • Measurement of derivative financial instruments The Company uses valuation techniques that include the use of inputs that are not based on observable market data to estimate the fair values of certain types of financial instruments. In applying the accounting practices to transactions with derivatives classified as future cash flow hedges, the Company uses revenue and cost estimates for their projected realization periods. Gains or losses on the mark-to-market or realization of financial instruments or derivatives designated as future cash flow hedges are recorded in line item “Other comprehensive loss” and recognized in profit or loss for the year when the hedged item is realized. The Company believes that appropriate valuation techniques and assumptions are used to determine the fair values of financial instruments and derivatives, and that it has the appropriate projection and monitoring tool. • Biological assets The Company applies the accounting treatment of biological assets for its sugarcane plantation as set out in CPC 29 Ativo Biológico e Produto Agrícola / IAS 41 – Agriculture. 26 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) The production cost of the Company’s finished product inventories and, consequently, the cost of sales, takes into account the effect at fair value of the Company’s biological assets on harvest date, less estimated point-of-sale costs. The main assumptions used to determine the fair values of biological assets are: production estimates and productivity by area, sugar quantity (sucrose) per ton of sugarcane, sugar price, ethanol price, plantation costs, and sugarcane maintenance costs, foreign exchange rate, freight, harvest and transportation costs, and interest rate. • Provision for tax, labor, civil, and environmental contingencies The Company is a party to several lawsuits and administrative proceedings, as described in Note 19. The Company recognizes a provision for all contingent liabilities arising from lawsuits that represent an estimated probable unfavorable outcome according to the legal counsel and the loss history in similar cases. The Company recognizes provisions for contingencies assessed as probable losses or when required by prevailing accounting standards. The provisions are adjusted and added of the related interest on a monthly basis. • Income tax, social contribution, and other taxes The Company recognizes deferred assets and liabilities based on differences between the carrying amount stated in the financial statements and the taxable base of the assets and liabilities using prevailing tax rates. The Company regularly reviews the recoverability of deferred tax assets based on projected future taxable income, based on a technical feasibility study. The recoverable value of these taxes is immediately reduced as it becomes apparent that their realization is less than probable. 4. CASH AND CASH EQUIVALENTS Com pany (BR GAAP) 03.31.14 Cash and banks Short-term investments Debentures Consolidated (BR GAAP and IFRS) 03.31.13 03.31.14 9,720 44,292 156,196 15,216 105,358 511,738 1,100,258 45,944 583,400 210,208 632,312 1,729,602 03.31.13 174,353 105,637 511,738 791,728 All investments classified as “Cash and cash equivalents” are highly liquid and/or can be redeemed within less than 90 days and are adjusted by the income earned through the end of the reporting period, not exceeding the negotiated amount. Short-term investments refer to floating rate Certificates of Bank Deposit (CDBs) and/or CDBs indexed at rates ranging from 99% to 107% (98% to 100.3% as at March 31, 2013). Debentures not subject to Tax on Financial Transactions (IOF) are from local prime financial institutions indexed to rates ranging from 20% to 101.5% of Interbank Deposit Rate (CDI) (95% to 101.8% as at March 31, 2013). 5. SHORT-TERM INVESTMENTS Com pany (BR GAAP) Short-term investments Fixed-income investment fund Consolidated (BR GAAP and 03.31.14 03.31.13 03.31.14 03.31.13 91,289 141,932 117,475 571,224 1,060 987 91,289 141,932 118,535 572,211 27 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) Short-term investments refer to floating rate Certificates of Bank Deposit (CDBs) and/or CDBs indexed at rates ranging from 99% to 102% of the CDI as at March 31, 2014 (99% to 106.5% as at March 31, 2013). The fixed-income investment funds are subject to the rate from 8% to 9% as at March 31, 2014 (6.9% as at March 31, 2013). 6. TRADE RECEIVABLES Com pany (BR GAAP) 03.31.14 03.31.13 Consolidated (BR GAAP and IFRS) 03.31.14 03.31.13 Related parties (Note 20): In Brazil Abroad 34,809 98,896 1,721 150,218 223 121,916 165 67,814 133,705 151,939 122,139 67,979 Third parties: In Brazil Abroad 51,078 6,792 39,160 4,377 141,718 27,908 127,126 77,608 (-) Allow ance for doubtful accounts 57,870 (401) 43,537 (648) 169,626 (13,559) 204,734 (15,127) 191,174 194,828 278,206 257,586 Before recording transactions with new customers, the Group performs comprehensive risk analyses and assesses the qualification of such counterparties. This analysis is carried out using balanced scorecard techniques, through the analysis of financial statements, financial position and business references, taking into consideration quantitative and qualitative aspects. As at March 31, 2014, the balance of overdue items in the “Trade receivables” (see the aging list below) amounts to R$474, in Company, and R$25,362 in Consolidated (R$48,270, in Company, and R$56,801 in Consolidated as at March 31, 2013). Out of this total, R$433, in Company, and R$22,251 in Consolidated as at March 31, 2014 (R$2,613, in Company, and R$22,903 in Consolidated as at March 31, 2013) are overdue over 60 days, and R$401, in Company, and R$13,559 in Consolidated as at March 31, 2014 (R$648, in Company, and R$15,127 in Consolidated as at March 31, 2013) are recorded in allowance for doubtful accounts in the aging list below. The remaining balance of R$32, in Company, and R$8,692, in Consolidated as at March 31, 2014 (R$1,965, in Company, and R$7,776, in Consolidated as at March 31, 2013) does not comprise the allowance for doubtful accounts, as there was no significant change in the credit quality and the amounts are still considered recoverable. 28 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) The aging list of trade receivables is as follows: Com pany (BR GAAP) Current Overdue: Up to 30 days 31 to 60 days 61 to 90 days 91 to 180 days Over 180 days Consolidated (BR GAAP and IFRS) 03.31.14 03.31.13 03.31.14 03.31.13 191,101 147,206 266,403 215,912 40 1 138 295 19,858 25,799 530 1,242 841 2,182 929 72 7,926 14,253 28,210 5,688 548 4,246 18,109 191,575 195,476 291,765 272,713 The change in the allowance for doubtful accounts is as follows: Com pany (BR GAAP) Balance at the beginning of year Impairment losses recognized on receivables Amounts recovered in the year Consolidated (BR GAAP and IFRS) 03.31.14 (648) 03.31.13 (232) 03.31.14 (15,127) 03.31.13 (15,381) (417) (694) (489) (868) 664 278 2,057 1,122 (401) (648) (13,559) (15,127) The breakdown of the allowance for doubtful accounts per due date is as follows: Com pany (BR GAAP) 03.31.14 61 to 90 days 91 to 180 days Over 180 days Consolidated (BR GAAP and IFRS) 03.31.13 03.31.14 03.31.13 (117) (284) (30) (109) (509) (122) (13,437) (43) (124) (14,960) (401) (648) (13,559) (15,127) The overdue items not included in the allowance for doubtful accounts are broken down as follows: Com pany (BR GAAP) 03.31.14 61 to 90 days 91 to 180 days Over 180 days Consolidated (BR GAAP and IFRS) 03.31.13 03.31.14 03.31.13 21 11 500 1,133 332 72 7,804 816 505 4,122 3,149 32 1,965 8,692 7,776 The expenses and the reversions on the recognition of the allowance for doubtful accounts was recorded in line item “Other operating income (expenses)” in the statement of operations. When recovery of additional cash is not expected, the amounts credited to line item “Allowance for doubtful accounts” are in general reversed against the definite write-off of the receivable and are recorded in profit or loss. Maximum exposure to credit risk at the reporting dates is the carrying amount of each aging range, as shown in the aging list above. 29 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) 7. INVENTORIES Com pany (BR GAAP) 03.31.14 Finished products: Sugar Ethanol Sugar syrup Other Allow ance for negative inventory margin Raw materials and packaging materials Storeroom supplies Allow ance for realization of storeroom inventories Advances to suppliers (*) Allow ance for losses on advances to suppliers Consolidated (BR GAAP and IFRS) 03.31.13 03.31.14 03.31.13 48,630 87,841 1,437 733 (9,317) 47,328 104,442 4,708 7,670 (13,647) 60,292 131,999 2,003 1,870 (20,598) 65,293 154,399 7,316 8,266 (21,509) 129,324 150,501 175,566 213,765 1,703 96,676 (14,743) 71,247 (25,983) 1,630 83,631 (2,272) 87,511 (25,000) 3,486 152,302 (28,955) 230,051 (27,429) 3,736 134,756 (4,377) 274,194 (28,653) 128,900 145,500 329,455 379,656 258,224 296,001 505,021 593,421 (*) Advances to sugarcane suppliers are adjusted on a monthly basis according to the specific conditions and indices set forth in the agreements. The changes in the allowance for negative inventory margin, realization of storeroom inventories, and losses on advances to suppliers are broken down as follows: Com pany (BR GAAP) 03.31.14 Negative inventory m argin Opening balance Additions Reversals 03.31.13 Consolidated (BR GAAP and IFRS) 03.31.14 03.31.13 (13,647) (13,810) (21,509) (22,188) (9,317) 13,647 (13,647) 13,810 (20,598) 21,509 (21,509) 22,188 (9,317) (13,647) (20,598) (21,509) (2,272) (16,360) 3,889 (2,812) (3,493) 4,033 (4,377) (30,849) 6,271 (5,352) (7,755) 8,730 (14,743) (2,272) (28,955) (4,377) (25,000) (33,594) (28,653) (48,350) (1,709) 726 (28,144) 36,738 (1,916) 3,140 (35,904) 55,601 (25,983) (25,000) (27,429) (28,653) Realization of storeroom inventories Opening balance Additions Reversals Losses on advances to suppliers Opening balance Additions Reversals 30 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) The allowance for write down to replacement and/or inventory realizable value is calculated by analyzing the average production cost of finished products as compared to their realizable value in the market, less costs to sell. The allowance for losses on obsolete and slow-moving storeroom inventories is recognized on a quarterly basis based on technical reports approved by the Company. We estimate that storeroom inventories realizable after 12 months total R$23,413 as at March 31, 2014 (R$8,208 as at March 31, 2013). The amount of the Company’s inventories recognized as cost of sales for the year ended March 31, 2014 is R$1,471,559 (R$1,661,507 in the year ended March 31, 2013). The consolidated amount of inventories recognized as cost of sales for the year ended March 31, 2014 is R$3,707,116 (R$3,761,668 in the year ended March 31, 2013). 8. RECOVERABLE TAXES Com pany (BR GAAP) 03.31.14 State VAT (ICMS) Taxes on revenue (PIS and COFINS) (a) Witholding income tax (IRRF) on short-term investments and prepayments Social security contribution (INSS) and other taxes Consolidated (BR GAAP and IFRS) 03.31.13 03.31.14 03.31.13 80,296 39,614 83,248 16,370 91,746 121,228 114,719 64,879 17,823 9,395 26,836 18,362 7,980 4,279 12,605 2,545 145,713 113,292 252,415 200,505 Current assets 76,217 53,189 103,445 132,214 Non-current assets 69,496 60,103 148,970 68,291 Total (a) Refers to PIS and COFINS credits related to: (i) Law 10.637/02 which addresses the non-cumulativeness of PIS/PASEP; (ii) Law 10.833/03 which addresses the non-cumulativeness of COFINS, PIS and PASEP; and (iii) Law 11.774/2008, which provide for the taking of PIS / COFINS on property, plant and equipment. 9. ASSETS HELD FOR SALE Com pany (BR GAAP) Assets held for sale - land and plots of land Construction in progress - alcohol tanks Investments held for sale - Usina São Carlos ("USC") Consolidated (BR GAAP and IFRS) 03.31.14 03.31.13 - - 35,056 - 56,649 3,500 3,084 3,084 3,084 3,084 3,084 38,140 63,233 3,084 03.31.14 03.31.13 Consolidated (BR GAAP and IFRS) Hectares available for sale - land and plots of land (*) 03.31.14 03.31.13 2,174 3,768 (*) Unaudited 31 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) Changes in assets held for sale are as follows: Com pany (BR GAAP) Opening balance Additions Impairment Transfer to property, plant and equipment Sales 03.31.14 03.31.13 3,084 37,545 (34,461) 3,084 3,084 Consolidated (BR GAAP and IFRS) 03.31.14 63,233 (1,831) (23,262) 03.31.13 115,193 37,545 (17,075) (2,078) (70,352) 38,140 63,233 Certain assets were classified as assets held for sale following the CPC 31 - Ativo não circulante mantido para venda e operação descontinuada / IFRS 5 - Non-current Asset Held for Sale and Discontinued Operation. Conclusion of the sale of these assets requires approval of the non-controlling shareholders that extended the time needed to complete the sale beyond one year. The actions required to obtain these approvals may not be initiated until a buyer is known and is obtained a firm purchase commitment. Therefore, the Company's management maintains a firm commitment to the sale of these assets is highly probable and meets established by the CPC 31/IFRS 5 so that they are classified as assets held for sale. These assets are trading at prices considered reasonable by management. Properties held for sale – lands and plots of lands Sale of properties During the year ended March 31, 2014, the Company sold properties for the total amount of R$46,457, resulting in a gain of R$23,195. As at March 31, 2014, out of the amount not received from properties sold of R$29,532 (R$23,429 as at March 31, 2013), R$18,162 (R$17,340 as at March 31, 2013) is recorded in line item “Trade receivables”, in current assets, and R$11,370 (R$6,089 as at March 31, 2013) is recorded in line item “Other receivables”, in non-current assets. Impairment The Company revised the recoverable amount of the land assets held for sale and recorded a reversal of R$1,669, and a reduction of R$3,500. The net amount of R$1,831, is recorded in "Other operating expenses" in the statement of operations. Investments held for sale - Usina São Carlos (“USC”) On March 15, 2013, the Company concluded the operation through the sale of the shares, to São Martinho S.A. (“SMSA”), of Mirtilo Investimentos e Participações S.A., a special purpose company, which holds the USC’s agricultural assets, including USC’s own sugarcane plantation, agricultural agreements (rural lease and agricultural partnerships) and sugarcane supply agreements. The transaction does not involve the unit industrial assets, which will be owned by the Company. The warehouse machinery and equipment, transferred to assets held for sale, in the amount of R$3,084, were not sold as they were pledged on behalf of the National Bank for Economic and Social Development (Banco Nacional do Desenvolvimento - BNDES). These procedures were executed on March 21, 2014. 32 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) 10. ESCROW DEPOSITS Com pany (BR GAAP) 03.31.14 Consolidated (BR GAAP and IFRS) 03.31.13 03.31.14 03.31.13 Civil 841 7,654 3,531 Environmental 682 - 4,892 145 1,523 7,654 8,423 13,068 5,578 28,948 100 7,235 - 3,165 5,363 2,072 5,715 440 8,567 35,838 4,953 12,355 263 6,244 11,088 8,935 12,098 440 41,861 16,755 61,976 38,805 28,106 - 41,301 (1,146) 99,874 - 120,680 (1,146) Tax law suits: Federal VAT (IPI) payable Income tax (IRPJ)/Social Contribution (CSLL) ICMS, PIS and COFINS Social charges and securities Others Labor Labor appeals Allow ance for losses 28,106 40,155 71,490 99,874 64,564 170,273 12,923 119,534 171,407 The changes in the Company’s escrow deposits are as follows: Com pany (BR GAAP) Opening balance Additions Offsets/redemptions Consolidated (BR GAAP and IFRS) 03.31.14 03.31.13 64,564 55,690 43,433 11,395 (36,507) (2,521) 71,490 03.31.14 03.31.13 171,407 129,334 101,029 47,045 (102,163) (4,972) 64,564 170,273 171,407 11. CURRENT AND DEFERRED INCOME TAX AND SOCIAL CONTRIBUTION 11.1 Deferred income tax and social contribution assets and liabilities disclosed in balance sheet Com pany (BR GAAP) 03.31.14 Deferred income tax and social contribution assets Deferred income tax and social contribution liabilities Consolidated (BR GAAP and IFRS) 03.31.13 03.31.14 03.31.13 29,590 - 239,816 - 34,137 (283,814) 243,393 (166,738) 29,590 239,816 (249,677) 76,655 33 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) 11.2 Income tax and social contribution recognized in profit or loss Com pany (BR GAAP) 03.31.14 Results from current income tax and social contribution Results from deferred income tax and social contribution related to the origin and reversal of temporary differences and tax loss carryforw ards Consolidated (BR GAAP and IFRS) 03.31.13 03.31.14 03.31.13 22,550 (22,550) 19,110 (26,081) (239,423) 205,507 (383,585) 342,158 (216,873) 182,957 (364,475) 316,077 11.3 Income tax and social contribution recognized in other comprehensive income (loss) Com pany Consolidated (BR GAAP) (BR GAAP and IFRS) 03.31.14 03.31.13 03.31.14 03.31.13 Results from deferred income tax and social contribution recognized in other comprehensive income (loss): Financial instruments - hedge accounting of futures 14,699 (6,427) 14,699 Financial instruments - hedge accounting of Libor sw ap (1,058) (2,063) (10,321) 4,620 6,824 8,732 (12,031) (8,978) 6,824 46,051 (24,076) 14,657 29,197 (29,499) 57,253 (12,716) 28,056 16,783 - - 57,253 (12,716) 57,253 (12,716) Financial instruments - hedge accounting of Non-Deliverable Forw ard (NDF) Financial instruments - hedge accounting of exchange rate changes Effects on subsidiaries (7,917) 11.4 Reconciliation of income tax and social contribution expenses at statutory and effective rates Com pany (BR GAAP) 03.31.14 Results before taxes Statutory rate Consolidated (BR GAAP and IFRS) 03.31.13 03.31.14 03.31.13 (1,250,691) 34% (802,985) 34% (1,102,324) 34% (935,635) 34% Income tax and social contribution at statutory rate Equity in subsidiaries Goodw ill amortization Unrecognized deferred income tax and social contribution credits Tax revenue (grants) Foreign subsidiary rate differential Write-off of fair value of biological assets Impairment losses - intangible assets Provision for losses of deferred income tax and social contribution Other 425,235 (173,034) (208,376) 6,203 (30,072) (218,077) (18,752) 273,014 (92,761) 5,191 (2,487) 374,790 (548) 79,000 (264,736) 6,203 728 (30,072) (30,103) (467,063) (32,674) 318,116 (944) (8,778) 5,191 3,922 (1,430) Income (loss) from income tax and social contribution at effective rate (216,873) 182,957 (364,475) 316,077 -17.34% 22.78% -33.06% 33.78% Effective rate 34 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) 11.5 Balances of deferred income tax and social contribution assets and liabilities Recognized in Com pany (BR GAAP) Temporary differences: Provision for tax, labor, civil and environmental contingencies (**) Provision for losses on advances to suppliers Sundry provisions (**) Adjustment at fair value of biological assets Net present value - Law 11.638 Hedge accounting of Libor sw ap, NDF and exchange rate changes Effect of translation of functional currency Unrealized exchange rate changes Amortization of tax goodw ill Encouraged accelerated depreciation (*) Impairment (**) Mark-to-market of derivatives Unutilized tax losses and credits: Tax loss carryforw ards Social contribution tax loss carryforw ards Opening Recognized in balance as at profit or loss 03.31.13 for the year other Closing com prehensive balance as at incom e (loss) 03.31.14 37,596 8,501 59,926 47,689 1,929 7,719 334 (16,559) 32,722 (1,929) - 45,315 8,835 43,367 80,411 - (17,755) (123,076) (10,363) (148,473) (13,707) 2,656 28,287 57,013 (54,452) (71,379) 29,208 (34,966) 29,197 - - 14,098 (94,789) 46,650 (202,925) (71,379) 29,208 (48,673) (157,733) (21,346) 29,197 (149,882) 291,966 105,583 (160,351) (57,726) - 131,615 47,857 239,816 (239,423) 29,197 29,590 - (*) During the year ended March 31, 2014, the Company, based on Law 4.506/64, which provides for the adoption of accelerated depreciation coefficient, recorded the amount of R$71,379. (**) As mentioned on note 1.1, the Company recognized in these lines items, the tax effects on temporary, resulting from provisions of the Business Plan in the amount of R$32,186. Recognized in Com pany (BR GAAP) Temporary differences: Provision for tax, labor, civil and environmental contingencies Provision for losses on advances to suppliers Sundry provisions Biological assets Net present value - Law 11.638 Hedge accounting of Libor sw ap, NDF and exchange rate changes Effect of translation of functional currency Unrealized exchange rate changes Amortization of tax goodw ill Mark-to-market of derivatives Unutilized tax losses and credits: Tax loss carryforw ards Social contribution tax loss carryforw ards Opening Recognized in balance as at profit or loss 03.31.12 for the year other Closing com prehensive balance as at incom e (loss) 03.31.13 26,933 11,423 28,841 (19,168) 17,019 (142,058) 9,921 (155,673) (19,975) 10,663 (2,922) 31,085 66,857 1,929 (5,276) 18,982 (20,284) 7,200 6,268 (29,498) - 37,596 8,501 59,926 47,689 1,929 (17,755) (123,076) (10,363) (148,473) (13,707) (242,737) 114,502 (29,498) (157,733) 225,051 81,493 66,915 24,090 - 291,966 105,583 63,807 205,507 (29,498) 239,816 35 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) Recognized in Consolidated (BR GAAP and IFRS) Opening Recognized in balance as at profit or loss 03.31.13 for the year Temporary differences: Provision for tax, labor, civil and environmental contingencies (**) Provision for losses on advances to suppliers Sundry provisions (**) Biological assets Closing incom e (loss) 03.31.14 172,028 9,742 111,526 20,828 9,229 (416) (16,797) 13,861 - 181,257 9,326 94,729 34,689 1,800 (1,282) - 518 42,816 (123,076) (53,184) (39,180) (148,473) (5,893) (2,588) (12,075) (1,714) (590,660) 28,297 9,959 69,697 (54,452) 4,068 (22,196) (3,500) (71,379) 1,714 73,853 57,253 - 100,069 (94,779) (43,225) 30,517 (202,925) (1,825) (24,784) (15,575) (71,379) (516,807) (869) 41,869 318 - 41,869 (551) (618,972) 82,843 57,253 (478,876) 510,529 185,098 (342,962) (123,466) - 167,567 61,632 76,655 (383,585) 57,253 (249,677) Net present value - Law 11.638 Hedge accounting of Libor sw ap, NDF and exchange rate changes Effect of translation of functional currency Fair value of financial debts Unrealized exchange rate changes Amortization of tax goodw ill Assets held for sale Mark-to-market of derivatives Effect of Rural Securitization Program (PESA) Encouraged accelerated depreciation (*) Revaluation reserve Appreciation of acquired assets (**) other com prehensive balance as at Impairment (**) Customers contracts Unutilized tax losses and credits: Tax loss carryforw ards Social contribution tax loss carryforw ards (*) During the year ended March 31, 2014, the Company, based on Law 4.506/64, which provides for the adoption of accelerated depreciation coefficient, recorded the amount of R$71,379. (**) As mentioned on note 1.1, the Company recognized in these lines items, the tax effects on temporary, resulting from provisions of the Business Plan in the amount of R$95,715. Recognized in Consolidated (BR GAAP and IFRS) Temporary differences: Provision for tax, labor, civil and environmental contingencies Provision for losses on advances to suppliers Sundry provisions Biological assets Net present value - Law 11.638 Hedge accounting of Libor sw ap, NDF and exchange rate changes Effects of translation of functional currency Fair value of financial debts Unrealized exchange rate changes Amortization of tax goodw ill Held-for-sale assets Mark-to-market of derivatives Effect of Rural Securitization Program (PESA) Revaluation reserve Appreciation of assets acquired Customers contracts Unutilized tax losses and credits: Tax loss carryforw ards Social contribution tax loss carryforw ards Opening Recognized in other Closing balance as at profit or loss com prehensive balance as at 03.31.12 for the year incom e (loss) Other 03.31.13 158,335 16,439 53,074 (61,836) 55,532 (142,058) (63,143) (25,917) (155,673) (15,345) (8,658) (10,369) (2,184) (634,650) (4,727) 13,693 (6,697) 58,452 82,664 1,800 18,982 9,959 (13,263) 7,200 9,452 6,070 (1,706) 470 44,765 3,858 (12,716) - - (775) - 172,028 9,742 111,526 20,828 1,800 42,816 (123,076) (53,184) (39,180) (148,473) (5,893) (2,588) (12,075) (1,714) (590,660) (869) (841,180) 235,699 (12,716) (775) (618,972) 432,964 156,341 77,666 28,793 - (101) (36) 510,529 185,098 (251,875) 342,158 (12,716) (912) 76,655 36 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) As at March 31, 2014, the Company recorded tax loss carryforwards totaling R$1,254,273, in Company, and R$2,552,152, in Consolidated (R$399,803 in Cosolidated as at March 31, 2013) for which no deferred income tax and social contribution assets have been recognized. As described in the note 1.1, the Company recorded a provision for loss on deferred tax assets for consolidated tax loss carryforwards of social contribution balance (Contribuição Social sobre o Lucro Líquido – CSLL) in the amount of R$218,077, in Company, and R$467,063, in Consolidated. 11.6 Management projections for the realization of deferred income tax and social contribution balances According to the Company’s management projections, deferred income tax and social contribution arising from tax loss carryforwards will be realized as shown below, based on taxable income projection. Com pany (BR GAAP) 03.31.14 2013 2014 2015 2016 2017 to 2022 Consolidated (BR GAAP and IFRS) 03.31.13 03.31.14 03.31.13 12,269 38,158 129,045 12,793 33,871 44,367 306,518 15,632 47,686 165,881 13,371 27,237 59,701 82,480 512,838 179,472 397,549 229,199 695,627 The Company’s deferred income tax and social contribution balances consist of tax loss carryforwards and temporary differences. The study on the realization of these balances focuses exclusively on the expected realization (utilization) of tax loss carryforwards. The projections of future taxable income include several estimates related to the performance of the Brazilian and international economies, exchange rate fluctuation, sales volume, sales price, tax rates, and others, which may change in relation to actual data and amounts. The Company’s projected earnings are based on the increase of own sugarcane availability, production capacity increase, increase in sugarcane suppliers, specific projects for cost reduction and market price increase. As income tax and social contribution depend not only on taxable income but also on the existence of non-taxable income, non-deductible expenses and several other variables, there is no relevant correlation between the Group’s net profit and income tax and social contribution on net profit. 11.7 Provisory act 627/2013 (Medida Provisária - MP 627/2013) In November of 2013, was issued the Provisory act 627 (Medida Provisária - MP 627), changing the tax rules and eliminating the Transitional Tax Regime (Regime de Tributação Transitória – RTT). The Company, supported by its legal advisors, analyzed the implications of early adoption, and the impacts that could have on the individual and consolidated financial statements, as at on March 31, 2014, and does not expect an impact on the financial statements. 12. INVESTMENTS Com pany (BR GAAP) 03.31.14 Consolidated (BR GAAP and IFRS) 03.31.13 03.31.14 03.31.13 Investm ents Investments in subsidiaries and jointly-controlled subsidiaries Other investments 774,307 2,503 1,137,172 2,503 231,027 2,503 232,639 2,570 776,810 1,139,675 233,530 235,209 37 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) a) Interest in subsidiaries and jointly-controlled entities Com pany (BR GAAP) Consolidated (BR GAAP and IFRS) Biosev Biosev Bioenergia Bioenergia S.A International S.A. TEAG Capital Profit (loss) for the year Equity Elimination of loss on the sale of property, plant and equipment w ith related parties Ow nership interest 843,603 175 64,702 (510,591) (144,833) (1,446) 100% 770 14,244 100% 13,574 84,096 50% Value of investm ents in subsidiaries under equity m ethod (146,279) 14,244 42,048 494,079 - 897 - - 348,697 14,244 231,027 (509,694) 770 6,787 Goodw ill/realization of concession value, net Elimination of gains on the sale of property, plant and equipment w ith related parties Investm ents Equity pick up in subsidiaries b) 188,979 Changes in investments in subsidiaries, jointly-controlled entities and non-controlled entities Com pany (BR GAAP) Goodw ill Opening balance Capital increase Biosev Biosev Bioenergia Bioenergia S.A International S.A. 218,253 13,474 Tavares de Melo (*) 407,675 Am pla (*) 3,691 Other 2,503 Total 03.31.14 645,596 Total 03.31.13 954,475 200,519 (509,694) (54,460) - 770 - - - - 200,519 (508,924) (54,460) - (272,827) (35,758) (294) (145,382) 14,244 407,675 3,691 2,503 282,731 645,596 Goodw ill 494,079 - - - - 494,079 494,079 Value of investm ents 348,697 14,244 407,675 3,691 2,503 776,810 1,139,675 Equity pick up in subsidiaries Other comprehensive loss Other (*) Companies merged in prior years. Consolidated (BR GAAP and IFRS) TEAG Opening balance Equity pick up in subsidiaries Profit Realization of concession value, net Other Value of investm ents Other Total Total 03.31.14 03.31.13 232,639 (1,612) 2,570 - 235,209 (1,612) 238,081 (2,778) 6,787 - 6,787 6,321 (8,399) - (8,399) (9,099) - (67) (67) (94) 231,027 2,503 233,530 235,209 231,027 2,503 233,530 235,209 38 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) c) Additional information on the main investments in operating subsidiaries (direct and indirect) Biosev Bioenergia S.A – direct subsidiary Headquartered in Sertãozinho, State of São Paulo, it is mainly engaged in the production, processing and sale of agricultural products, primarily sugarcane; the agricultural operations in Company-owned or third-party land; the purchase, sale, import and export of agricultural products and its by-products, as well as petroleum by-products, lubricants, fuel, grease and hydrated ethyl alcohol; and the generation and sale of electricity. Up to November 30, 2011, Biosev Bioenergia S.A. consisted of the operations of Biosev Bioenergia and Usina Continental S.A. (“Usina Continental”), whose operations were conducted at the branches (plants) Santa Elisa, Jardest, Vale do Rosário, Morro Agudo and Continental (located in the State of São Paulo). On December 1, 2011, Biosev Bioenergia S.A. merged Usina Continental. On June 11, 2012, Biosev Bionergia S.A.’s shareholders approved, at the Extraordinary General Meeting, the change in the Company’s name from LDC-SEV Bioenergia S.A. to Biosev Bioenergia S.A. On July 31, 2013, the Company’s Extraordinary General Meeting approved the capital increase in investee Biosev Bioenergia S.A., in the amount of R$200,519, from R$643,084 to R$843,603, upon the issuance of 20,051,922,736 registered common shares, with no par value. Biosev Bioenergia International S.A. – direct subsidiary Established on November 12, 2010, Biosev Bioenergia International S.A. is a wholly-owned subsidiary of the Company based in Switzerland, and its purpose is to centralize the Group’s exports previously conducted by the Company. Biosev Bioenergia Limited – direct subsidiary Headquartered in the Cayman Island, was established for the purpose of conducting certain international business transactions of the Group, notably the sale of sugar, but which never went into operation and which is currently in liquidation stage. Biosev Finance International B.V. – direct subsidiary Established on September 13, 2013, Biosev Finance International B.V, based in the Netherlands, is the Company’s whollyowned subsidiary mainly engaged in, among others, raise funds, the performance of short-term investments and investment in other companies, either as partner or shareholder, in Brazil or abroad. Biosev Passatempo Bionergia S.A. – direct subsidiary Established to hold and operate the electric power cogeneration assets of the Passa Tempo unit, located in the State of Mato Grosso do Sul, a company that has not yet commenced operations. Biosev Terminais Portuários e Participações Ltda. – indirect subsidiary Headquartered at Avenida Brigadeiro Faria Lima, 1355, 14º andar, Conjunto 1.401-A - Sala 1, Pinheiros, in the city of São Paulo, SP, it is mainly engaged in the operation of ports and port activities, make financial investments using own funds, and holding interests in other companies, either as partner or shareholder, in Brazil or abroad. On June 11, 2012, Biosev Terminais Portuários e Participações Ltda.’s Articles of Association was amended to change the Company’s corporate name from LDC-SEV Terminais Portuários e Participações Ltda. to Biosev Terminais Portuários e Participações Ltda. 39 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) Crystalsev Comércio e Representação Ltda. (Crystalsev) and Sociedade Operadora Portuária (SOP) – indirect subsidiaries On December 28, 2011, Biosev Bioenergia S.A. started to hold control of Crystalsev Comércio e Representação Ltda., after a capital increase totaling R$150,410, paid in through a contribution of receivables held by Biosev Bioenergia S.A. from Crystalsev, in addition to the appointment of Crystalsev’s director. Such company holds, among other assets, 85% of the shares of Sociedade Operadora Portuária (“SOP”), which in turn holds 50% of the capital of Terminal de Exportação de Açúcar do Guarujá Ltda. (“TEAG”). After the capital increase, Biosev Bioenergia S.A.’s interest in Crystalsev increased from 72.49% to 90.45%. Headquartered in Ribeirão Preto, SP, Crystalsev is mainly engaged in the purchase and sale of sugar, ethanol and ethanol byproducts; fuel distribution; the provision of technical, commercial and administrative services; general cargo transportation; and sugar, ethanol, ethanol byproducts, and grain storage. d) Investments in jointly-controlled entities Terminal de Exportação de Açúcar do Guarujá Ltda. (TEAG) Due to the Company’s control over Crystalsev Comércio e Representação Ltda. (Crystalsev) on December 28, 2011 and as described in item “c” above, the Company recognized, through its indirect subsidiary Sociedade Operadora Portuária (SOP), for accounting purposes, 50% of TEAG’s capital. This investment results from a joint venture between SOP and Cargill Agrícola S.A., a company headquartered in Guarujá, SP, engaged in the undertaking operations typical of a port operator and shipping agency; road transportation of goods for own account or for third parties; the provision of services for own account or for third parties, and the provision of specialized, commercial and industrial assistance to other local or foreign entities; and holding interests in other entities as shareholder. The respective balance sheet and income statement are broken down as follows: TEAG (BR GAAP) Interest (%) 50.00% 03.31.14 Balance Sheet Assets Total current assets Long-term receivables Property, plant and equipment and intangible assets Total non-current assets Total assets Liabilities Total current liabilities Total non-current liabilities Equity Total equity Total liabilities and equity 03.31.13 58,099 16,072 22,450 38,522 35,134 18,312 27,738 46,050 96,621 81,184 9,690 2,835 7,919 2,743 84,096 70,522 96,621 81,184 40 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) Interest (%) Statem ent of Operations Net revenue Operating incom e (expenses) General, administrative and selling Other operating income (loss) TEAG (BR GAAP) 50.00% 03.31.14 03.31.13 75,981 74,261 (64,434) 2,676 (58,270) (630) Operating incom e before finance incom e, net Finance income, net 14,223 6,317 15,361 4,334 Incom e before incom e taxes Income tax and social contribution 20,540 (6,966) 19,695 (6,673) Profit for the year 13,574 13,022 e) Other investments Centro de Tecnologia Canavieira S.A. (CTC) Located at Avenida Brigadeiro Faria Lima, 2.179, 10 andar, it is engaged in the research and development of new technologies, varieties and cultivars, especially the genetic improvement of sugarcane, disease and pest control; and the transference of agricultural, manufacturing and laboratory technologies. On March 28, 2012, the management of CTC approved the CTC capital increase, in which the Company subscribed for 9,304 shares, in the amount of R$2,503 paid by conversion under an advance for future capital increase agreement. The Company’s participation in CTC is 1.62%. INDUMEL – Indústria e Comércio de Melaço Ltda. Based in Fazenda São Geraldo, Sertãozinho – SP, the Company is mainly engaged in the production and sale of molasses powder, dehydrated products in general and byproducts, in own or third-party facilities, in Brazil or abroad. Agrícola e Comercial MB Ltda. Based in Fazenda Mateiro, Morro Agudo – SP, the Company is mainly engaged in the sale of sugarcane, production and sale of selected and/or certified seedlings, research and monitoring of the implementation and development of new types of seedlings, provision of services, transportation services in general, technical support and advisory to the sugarcane crop, preparation of agricultural projects in general and development of the farming activities in general. 41 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) 13. PROPERTY, PLANT AND EQUIPMENT Com pany (BR GAAP) 03.31.14 03.31.13 Accum ulated Cost Land Buildings Improvements Facilities depreciation 25,146 322,434 (97,299) Accum ulated Net Cost 25,146 22,360 225,135 314,418 depreciation (83,432) Net 22,360 230,986 53,936 (24,364) 29,572 53,780 (20,994) 32,786 387,198 (130,974) 256,224 366,733 (106,510) 260,223 Furniture and fixtures 17,131 (7,444) 9,687 15,829 (6,057) 9,772 IT equipment 30,692 (25,369) 5,323 31,505 (19,483) 12,022 2,057,594 (917,201) 1,140,393 1,951,725 (723,648) 1,228,077 8,040 (3,112) 4,928 5,673 (1,852) 3,821 214,502 (98,994) 115,508 297,101 (113,147) 183,954 3,116,673 (1,304,757) 1,811,916 3,059,124 (1,075,123) 1,984,001 47,534 49,952 1,859,450 3,109,076 Machinery and equipment (*) Vehicles Agricultural machinery and implements Construction in progress (Note 13.1) 47,534 3,164,207 (1,304,757) (1,075,123) 49,952 2,033,953 Consolidated (BR GAAP and IFRS) 03.31.14 03.31.13 Accum ulated Cost Land 29,898 depreciation Cost 29,898 27,715 (182,931) 386,503 561,371 156,517 (50,839) 105,678 459,418 (148,333) 311,085 Furniture and fixtures 28,382 (15,300) IT equipment 48,247 4,749,778 Buildings 569,434 Improvements Facilities Machinery and equipment (*) Vehicles Agricultural machinery and implements Construction in progress (Note 13.1) - Accum ulated Net depreciation - Net 27,715 (126,767) 434,604 154,973 (37,451) 117,522 426,005 (118,306) 307,699 13,082 26,804 (13,140) 13,664 (39,125) 9,122 47,973 (30,956) 17,017 (2,132,701) 2,617,077 4,540,487 (1,630,142) 2,910,345 53,711 (45,822) 7,889 50,187 (42,762) 7,425 334,081 (140,301) 193,780 363,998 (161,495) 202,503 6,429,466 (2,755,352) 3,674,114 6,199,513 (2,161,019) 4,038,494 87,026 78,922 3,761,140 6,278,435 87,026 6,516,492 (2,755,352) (2,161,019) 78,922 4,117,416 (*) Includes deferred manufacturing costs. 42 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) Changes in the net value of property, plant and equipment are as follows: Com pany (BR GAAP) 03.31.14 Opening balance Consolidated (BR GAAP and IFRS) 03.31.13 03.31.14 03.31.13 4,129,684 2,033,953 1,916,788 4,117,416 Acquisitions and additions 213,911 405,324 367,011 565,867 Residual value of w rite-offs Transfer to available-for-sale asset - Usina São Carlos (USC) (*) Impairment (**) (71,787) (7,045) (20,639) (12,361) - (3,084) - (3,084) (66,258) (16,762) (210,339) (16,762) Transfer to recoverable taxes (***) Transfer from held-for-sale assets Transfer to intangible assets (24,328) - - (24,328) - 2,078 Depreciation for the year (11,626) (10,642) (12,418) (13,337) (214,415) (250,626) (455,563) (534,669) 1,859,450 2,033,953 3,761,140 4,117,416 (*) See Note 9. (**) See Note 13.4. (***) Starting December 31, 2013 the Company recognized PIS / COFINS on fixed assets based on the date of acquisition, as by Law 11.774/2008. Before that date, these credits were taken based on the depreciation, of the fixed assets. 13.1 Construction in progress Construction in progress is broken down by plant as follows: Com pany (BR GAAP) Plant Jaboticabal 03.31.14 Consolidated (BR GAAP and IFRS) 03.31.13 03.31.14 03.31.13 - 169 - 169 4,340 2,562 4,340 2,562 13,443 11,136 13,443 11,136 945 2,400 945 2,400 Lagoa da Prata 9,761 8,094 9,761 8,094 Rio Brilhante 9,528 9,968 9,528 9,968 Maracaju 8,254 4,956 8,254 4,956 852 8,347 851 8,347 Santa Elisa - - 12,250 9,231 Vale do Rosário - - 12,571 7,573 MB - - 7,353 4,505 Continental - - 6,066 3,633 Corporativo 411 2,320 1,664 6,348 47,534 49,952 87,026 78,922 Leme Passatempo Giasa Estivas Total The balance of construction in progress refers basically to the adaptation of industrial facilities, increase in sugar production and refurbishment of administrative facilities. 43 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) 13.2 Depreciation As at March 31, 2014, assets were depreciated based on the remaining as follows: Average useful life in years Buildings Leasehold improvements Facilities Furniture and fixtures Hardware Machinery and equipment Vehicles Agricultural machinery and equipment 53 28 21 13 10 22 9 9 13.3 Guarantees and commitments for acquisition of fixed assets As at March 31, 2014, the Company had agreements with suppliers for acquisition of fixed assets, amounting to R$48,811 (R$92,074 as at March 31, 2013), and total fixed assets pledged as collateral in the amount of R$1,092,783 (R$1,085,660 as at December 31, 2013). 13.4 Impairment As note in 1.1 on March 20, 2014, the Company announced the Relevant Fact, which resulted in impairment in the amount of R$66,258 in Company and R$210,339 in consolidated (R$16,762 in Company in the March 31, 2013). The main impaired assets which suffered impairment comprise land, buildings, furniture and fixtures, computers, machinery and equipment, vehicles, and agricultural machinery and inputs, recorded in line items “Other operating expenses”, in the statement of operations. 14. BIOLOGICAL ASSETS Com pany (BR GAAP) 03.31.14 Opening balance 712,682 Increases arising from expenses on sugarcane crops and crop treatments Losses on changes in fair value less estimated costs to sell Realized Unrealized Consolidated (BR GAAP and IFRS) 03.31.13 945,878 03.31.14 1,241,580 03.31.13 1,507,989 522,884 529,187 796,705 793,981 1,235,566 1,475,065 2,038,285 2,301,970 (294,743) (230,176) (337,251) (184,758) (465,754) (104,573) (522,318) (149,076) (524,919) (522,009) (570,327) (671,394) (278) (59,786) (37,471) (202,903) (278) (187,789) (37,471) (351,525) 650,583 712,682 1,279,891 1,241,580 Write-off (*) Sugarcane harvest in the year (*) As at March 31, 2013, refers to the sale of USC’s assets. 44 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) When determining the fair value, the Company takes the following into consideration: Valuation methodology The discounted cash flow for the next six years was the method used for the economic and financial evaluation of sugarcane biological assets, which represents the average extraction period of sugarcane plantation. Discount rate The discount rate used to calculate the discounted cash flow was 5.50%, which represents the weighted average cost of capital (WACC), net of taxes. This rate is used as proper parameter to calculate the discount rate applicable to future cash flows of the biological assets. Market overview Own or third-party sugarcane is processed by the plant or ethanol distillery. Its own sugarcane has two different origins: (a) sugarcane grown in own land; and (b) sugarcane grown in leased land, where the plant leases the land from third parties and is responsible for all farming activities. These lease agreements are basically entered into for a six-year period (one cycle). The sugarcane from third parties (suppliers) is acquired by the plant under supply contracts. Either the supplier or the plant itself can be responsible for the transportation of sugarcane to the plant. CONSECANA’s formula calculates the consideration per ton of sugarcane based on: a) The volume of ATR/TR delivered by the sugarcane supplier. b) The share of the sugarcane production cost as a percentage of the sugar, ethanol residue, anhydrous ethanol and hydrated ethanol. c) The net prices of sugar in the domestic and foreign markets, and the prices of anhydrous ethanol and ethyl ethanol fuel, hydrated ethanol, and ethanol for other purposes. d) The plant’s production mix for said crop. CONSECANA’s reference price is published on monthly basis. The following assumptions were used to determine the fair value: Com pany (BR GAAP) 03.31.14 Estimated harvest area (in hectares) Expected yields (in ton of sugarcane per hectare) Total volume of recoverable sugar (in kilogram per ton of sugarcane) Value of a kilogram of total recoverable sugar (in R$) CONSECANA Discount rate Consolidated (BR GAAP and IFRS) 03.31.13 03.31.14 03.31.13 186,950 67.0 187,283 72.8 291,605 72.2 289,107 74.2 132.4 134.1 133.8 136.3 0.5190 0.4753 0.5190 0.4753 5.50% 5.22% 5.50% 5.22% As at March 31, 2014, inventory gains amounted to R$22,318 (gains of R$4,753 as at March 31, 2013), in Company, and R$20,826 (gains of R$8,300 as at March 31, 2013), in Consolidated, relating to the unrealized adjustment to fair value of biological assets. As at March 31, 2014, the Company provided as guarantee for the export prepayment 73,134 hectares (73,134 hectares as at March 31, 2013), equivalent to approximately 4,890,548 tons of sugarcane (5,690,754 as at March 31, 2013), in the amount of R$79,486, at fair value, as at March 31, 2014 (R$80,408 as at March 31, 2013). Such prepayment was disbursed on July 16, 2012 and falls due on January 31, 2015. 45 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) 15. INTANGIBLE ASSETS Com pany (BR GAAP) 03.31.14 Consolidated (BR GAAP and IFRS) 03.31.13 03.31.14 03.31.13 Goodw ill Biosev Bioenergia - - 494,079 494,079 Usinas Tavares de Melo - - 407,675 407,675 Crystalsev - - - 88,538 Ampla - - 3,691 3,691 - - 905,445 993,983 25,134 21,757 28,998 27,543 25,134 21,757 28,998 27,543 Customers - - - 2,552 Other - - 11,559 12,643 - - 11,559 15,195 25,134 21,757 946,002 1,036,721 Softw are Licenses Other Changes in intangible assets are as follows: Com pany (BR GAAP) T ra ns f e r f ro m pro pe rt y, pla nt a nd 03.31.13 Softw are Licenses e quipm e nt / A ddit io ns Am ortization Im pairm ent 03.31.14 21,757 12,828 (9,416) (35) 25,134 21,757 12,828 (9,416) (35) 25,134 Com pany (BR GAAP) T ra ns f e r f ro m pro pe rt y, pla nt a nd 03.31.12 Softw are Licenses e quipm e nt / A ddit io ns Am ortization Im pairm ent 03.31.13 18,493 10,642 (7,272) (106) 21,757 18,493 10,642 (7,272) (106) 21,757 46 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) Consolidated (BR GAAP and IFRS) T ra ns f e r f ro m pro pe rt y, pla nt a nd 03.31.13 e quipm e nt / A ddit io ns Am ortization Im pairm ent 03.31.14 Goodw ill Biosev Bioenergia 494,079 - - - 494,079 Usinas Tavares de Melo Crystalsev 407,675 - (88,538) 407,675 88,538 - 3,691 - - - 27,543 13,620 (12,020) 2,552 - (2,552) - - 12,643 - (1,084) - 11,559 13,620 (15,656) (88,683) 946,002 Ampla 3,691 Softw are Licenses Other Customers Other 1,036,721 (145) 28,998 Consolidated (BR GAAP and IFRS) T ra ns f e r f ro m pro pe rt y, pla nt a nd 03.31.12 e quipm e nt / A ddit io ns Am ortization Im pairm ent 03.31.13 Goodw ill Biosev Bioenergia 494,079 - - - 494,079 Usinas Tavares de Melo Crystalsev 407,675 - - 407,675 88,538 - 3,691 - - - 3,691 24,194 13,337 (9,882) 13,899 - (11,347) Ampla Softw are Licenses (106) Other Customers Other 88,538 27,543 - 13,024 788 (1,169) 1,045,100 14,125 (22,398) (106) 2,552 12,643 1,036,721 15.1 Goodwill impairment test The goodwill impairment test is conducted annually, considering the Company as a sole cash-generating unit, since this is the lowest goodwill level monitored by Management. The recoverable amount is determined based on the calculation of the value in use used for the cash flow projections based on the ten-year financial budget and discount rate of 11% per year, net of taxes. Cash flows after a five-year period were extrapolated at a constant annual growth rate of 4%. As described in the note 1.1, the Company reduced the carrying value of the goodwill arising on acquisition of subsidiary Crystalsev Trade and Representation Ltda., in the absence of evidence of future profitability. The impact of the goodwill impairment was R$88,538. 15.2 Amortization As at March 31, 2014, the amortization of intangible assets based on the remaining estimated useful life is as follows: Average useful life in years Licenses Trademarks and patents 4 10 47 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) 16. BORROWINGS AND FINANCING Com pany (BR GAAP) Description Advance on Foreign Exchange Contract (ACC) Currency US$ Weighted average financial charges Exchange rate change plus average interest rate of 3.60% p.a. TJLP plus average interest rate of 3.41% p.a. or currency basket plus average interest rate of 2.91% p.a. Exchange rate change plus Libor plus average interest rate of 3.69% p.a. or exchange rate change plus interest of 5.40% p.a. Maturity Collaterals 03.31.14 03.31.13 From 04.10.14 to 03.06.15 Guarantee and promissory note 284,000 811,316 From 12.15.14 to 04.16.18 Mortgage, lien, guarantee and promissory note 274,007 403,100 From 10.22.14 to 04.18.16 Guarantee, promissory note and receivables 791,020 784,604 Financing - BNDES R$ Export Prepayment (PPE) (*)/(c) US$ Constitutional Fund to Finance the the Midw est - FCO R$ Interest of 8.5% p.a. On 12.01.23 Collateral and financed assets 124,275 54,244 Finame R$ Average interest rate of 6.60% p.a. or TJLP plus average interest rate of 2.96% p.a. From 04.15.15 to 10.16.17 Mortgage, lien, guarantee and promissory note 72,696 77,729 Constitutional Fund to Finance the Northeast (FNE) R$ Interest of 8.5% p.a. On 04.17.17 Pledge and guarantee 14,093 21,581 Average interest rate of 117.76% of CDI or the exchange rate plus interest of 5.50% p.a. or CDI plus average interest rate of 3.20% p.a. From 06.18.14 to 04.24.16 Guarantee and promissory note 509,881 504,492 TOTAL 2,069,972 2,657,066 (-) Portion of current liabilities Non-current liabilities 1,140,565 929,407 1,324,115 1,332,951 Export Credit Note and Bill - NCE (b)/(e) R$/US$ Consolidated (BR GAAP and IFRS) Description Currency Restructured debt (ex-Debentures) - R$ (d) R$ Restructured debt - US$ (d) US$ Restructured debt (Debentures) - R$ (a)/(d) R$ Advance on Foreign Exchange Contract (ACC) US$ Financing - BNDES R$ Export Prepayment (PPE) (*)/(c) US$ Constitutional Fund to Finance the the Midw est - FCO R$ Finame R$ Constitutional Fund to Finance the Northeast (FNE) Rural Securitization Program (PESA) Export Credit Note and Bill (b)/(e) Foreign financing Weighted average financial charges CDI plus average interest rate of 1.67% p.a. or IPCA plus interest of 7% p.a. Exchange rate change plus Libor + average interest rate of 2.46% p.a. CDI plus 1.72% p.a. Exchange rate change plus average interest rate of 3.32% p.a. TJLP plus average interest rate of 3.41% p.a. or currency basket plus average interest rate of 2.91% p.a. Exchange rate change plus Libor plus average interest rate of 3.66% p.a. or exchange rate change plus intrest of 5.40% p.a. Maturity From 04.01.14 to 07.10.24 From 07.10.14 to 07.10.24 On 07.10.24 Collaterals Guarantee, receivables, mortgage and shares Guarantee, receivables, mortgage and shares Guarantee, receivables, mortgage and shares 03.31.14 03.31.13 357,977 442,395 914,756 912,571 369,238 429,442 From 04.10.14 to 03.06.15 Guarantee and promissory note 575,081 829,786 From 12.15.14 to 04.16.18 Mortgage, financed assets, guarantee and promissory note 274,007 412,670 From 04.28.14 to 10.26.17 Guarantee, promissory note and receivables 1,864,359 1,004,067 Interest of 8.5% p.a. On 12.01.23 Guarantee and financed assets 124,275 54,244 Average interest change of 5.99% p.a. or TJLP plus average interest rate of 2.96% p.a. From 04.15.15 to 10.16.17 Mortgage, financed assets, guarantee and promissory note 82,183 78,151 R$ Interest of 8.5% p.a. On 04.17.17 Mortgage and guarantee 14,093 21,581 R$ IGP-M plus 4% p.a. From 05.01.18 to 08.02.19 Guarantee, promissory note and National Treasury Certificate (CTN) 13,781 14,486 From 06.18.14 to 10.26.17 Guarantee and promissory note 731,990 619,594 - Guarantee and collateral R$/US$ US$ Average interest rate of 117.76% of CDI or the exchange rate plus interest of 5.51% p.a. or CDI plus average interest rate of 3.58% p.a. 1.44% p.a. TOTAL (-) Portion of current liabilities Non-current liabilities - 402,825 5,321,740 1,907,036 3,414,704 5,221,812 1,254,433 3,967,379 (*) Transactions with related-party are described in Note 20. (a) Net of commission costs for the issuance of debentures, in the amount of R$3,860, as at March 31, 2014 (R$4,236 as at March 31, 2013), monthly recorded in profit or loss through the maturity of such transaction. (b) Net of commission costs for the issuance of NCE, in the amount of R$1,210, as at March 31, 2014, monthly recorded in profit or loss through the maturity of such transaction. (c) Net of commission costs for the issuance of PPE, in the amount of R$1,116, as at March 31, 2014 (R$2,110 as at March 31, 2013), monthly recorded in profit or loss through the maturity of such transaction. (d) Net of deferred expenses, in the amount of R$2,353, as at March 31, 2014 (R$1,962 as at March 31, 2013), monthly recorded in profit or loss through the maturity of such transaction. (e) As at March 31, 2014, the US debt amounts to R$225,748 in Company (R$200,874 as at March 31, 2013) and R$351,717 in Consolidated (R$315,976 as at March 31, 2013). 48 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) Non-current liabilities mature as follows (crop year): Com pany Consolidated (BR GAAP) (BR GAAP and IFRS) 03.31.14 03.31.14 April 2015 to March 2016 455,000 1,552,894 April 2016 to March 2017 365,210 640,563 April 2017 to March 2018 31,948 200,079 Abril 2018 to March 2019 14,544 175,378 April 2019 to July 2024 62,705 845,790 929,407 3,414,704 With respect to the financing through FCO, the Company used, through March 31, 2014, R$123,545 (R$54,244 through March 31, 2013), equivalent to the total contracted amount, whose balance was used in the co-generation expansion project to Passatempo Industrial Unit. Some of the financing agreements entered into by the Company contain restrictive covenants, including the debt restructuring agreement of Biosev Bioenergia S.A., as set out in the Obligation Acknowledgment Master Agreement and Other Covenants entered into on October 26, 2009, and the related agreements, as part of the acquisition process of Biosev Bioenergia S.A. These restrictive covenants, applicable beginning 2010 (inclusive), require compliance with a minimum current liquidity ratio, net debt-to-EBITDA (earnings before interest, taxes, depreciation and amortization) ratio, and EBITDA-to-net financial expenses ratio. The compliance with covenants shall be reported to the financial institutions on an annual basis. As at March 31, 2014, the Company is compliant with the contractual provisions of its significant borrowings and financing. 17. TRADE PAYABLES Com pany (BR GAAP) 03.31.14 Related parties (Note 20) In Brazil Abroad Third parties In Brazil Abroad 03.31.13 Consolidated (BR GAAP and IFRS) 03.31.14 03.31.13 24,784 24,569 11,925 2,825 31,845 25,034 13,036 14,337 49,353 14,750 56,879 27,373 101,107 233 93,077 - 255,726 21,308 226,671 - 101,340 93,077 277,034 226,671 150,693 107,827 333,913 254,044 49 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) 18. TAXES AND CONTRIBUTIONS PAYABLE Com pany (BR GAAP) 03.31.14 Consolidated (BR GAAP and IFRS) 03.31.13 03.31.14 03.31.13 REFIS and other installment plans IPI State VAT (ICMS) Tax on revenue (PIS and COFINS) Social Securities Tax (INSS) and Severance Pay Fund (FGTS) Income tax (IRPJ) and social contribution (CSLL) Other Total 8,892 212 3,225 362 4,019 373 1,942 6,433 1,583 3,085 23,015 1,638 57,886 467 10,076 801 8,438 1,754 2,698 67,494 1,583 4 5,764 25,122 2,228 19,025 35,754 82,120 102,195 Current liabilities 12,844 31,165 36,247 90,405 6,181 4,589 45,873 11,790 Non-current liabilities Payment into installments The debts in connection with the Tax Debt Refinancing Program (REFIS IV) and other installments, recorded under current liabilities and non-current liabilities, as at March 31, 2014, are as follows: Com pany (BR GAAP) Tax REFIS IPI IRPJ/CSLL PIS/COFINS INSS IRRF Contribution - sugar and ethanol Other installm ents ICMS Principal Fine Interest 273 451 140 2,550 396 318 39 280 - 99 202 21 1,186 143 113 2,379 1,670 6,507 1,989 Paym ents 03.31.14 Principal (134) (97) (88) (1,763) (195) (147) 238 556 112 2,253 344 284 305 464 200 2,724 441 352 1,590 (534) 5,105 250 3,354 (2,958) 8,892 4,736 Fine 43 333 376 Interest Paym ents 03.31.13 93 193 18 1,207 137 105 (27) (4) (61) (248) (39) (26) 371 653 200 4,016 539 431 130 (157) 223 1,883 (562) 6,433 Consolidated (BR GAAP and IFRS) Tax REFIS IPI IRPJ/CSLL PIS/COFINS INSS IRRF Contribution - sugar and ethanol Other installm ents ICMS INSS Principal Fine Interest Paym ents 03.31.14 Principal Fine Interest Paym ents 03.31.13 7,454 1,338 3,431 5,013 396 318 4,325 184 700 1,379 - 13,259 1,717 3,481 4,287 143 113 (135) (97) (88) (1,763) (195) (147) 24,903 3,142 7,524 8,916 344 284 7,521 1,356 3,507 5,199 441 352 4,346 185 707 1,438 - 13,319 1,715 3,490 4,325 137 105 (28) (5) (56) (252) (39) (26) 25,158 3,251 7,648 10,710 539 431 2,379 13,777 1,670 - 1,590 4,226 (534) (10,335) 5,105 7,668 2,216 15,843 141 - 1,751 4,600 (2,354) (2,440) 1,754 18,003 34,106 8,258 28,816 (13,294) 57,886 36,435 6,817 29,442 (5,200) 67,494 On November 30, 2009, the Company and its subsidiary Biosev Bionergia S.A. adhered to the Tax Debt Financing Program (REFIS IV), under Law 11.941/09, in order to comply with their tax obligations before the Brazilian Federal Revenue Service (RFB) and National Treasury Attorney General (PGFN). Management’s decision to adhere to the REFIS IV was based on the decision of higher courts, as well as on the opinion of its legal counsel about favorable outcomes from lawsuits in progress. The payment into installments allowed the Company to reduce the amount payable in terms of fines, interest and legal charges. 50 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) On November 30, 2009, the Company offset the amounts related to fines and interest against tax loss carryforwards, in the amount of R$11,728, in Company, and R$30,281, in Consolidated, in accordance with the REFIS IV program and the limits under applicable legislation. In 2010, the debits enrolled for payment into installments, under Law 11.941/09, whose provisions were already accrued, were reviewed based on the debit reductions provided for in the special programs in accordance with the cancellation of the administrative proceedings or lawsuits. In 2010, IRPJ and CSLL gains amounted to R$28,532, in Company, and R$35,106, in Consolidated, recorded in operating income (expenses) and finance income (expenses). In accordance with Law 11.941/09, on June 30, 2011, the payment of the tax debits was divided into 60 installments to the Company and 30 installments to the subsidiary. These tax debits were adjusted at the SELIC rate as from the date of such adhesion, on November 30, 2009. Due to the consolidation, the provision has an addition at R$1,100 in the second quarter of 2011, in Company, in line item “Other operating expenses, before IRPJ and CSLL”. In the subsidiary, no effects were recorded through profit or loss. With respect to the escrow deposits related to the REFIS IV lawsuits, the Company received a favorable outcome from PGFN about the use of the exceeding amount generated after the reductions in cash. In relation to the Subsidiary’s non-consolidated portion, the Company replied to the RFB tax assessment in relation to the maturity date of the remaining balance of non-social security debts. The Company confirmed its intention to perform the payments according to the original option for paying the taxes in installments, immediately after the consolidation of these debts, which, as at March 31, 2014, had not been consolidated and, due to the lack of estimated payment date, the Company reclassified the amount of R$39,692 to non-current liabilities. 19. PROVISION FOR TAX, LABOR, CIVIL AND ENVIRONMENTAL CONTINGENCIES The Company is a party to various ongoing lawsuits involving tax, labor, civil and environmental matters arising in the normal course of business. Com pany (BR GAAP) Inflation 03.31.13 adjustm ent Additions Reversals Paym ents 03.31.14 Tax PIS and COFINS (taxes on revenue) ICMS IRPJ/CSLL Social security contributions Labor Environmental Civil 1,903 88 12,500 (40) 52 - - 3,372 111 47 24,100 1,222 1,416 (7,255) (94) 19,389 41,875 1,381 1,515 (16,446) (1,686) 26,639 69,942 3,801 41,410 (31,894) (15,518) 67,741 9,440 535 762 (539) (1,071) 13,174 2,047 15,029 (478) 92,556 6,383 57,201 (32,911) (16,589) 106,640 134,431 7,764 58,716 (49,357) (18,275) 133,279 (9,191) - (1,592) - - 1,991 1,729 3,530 9,127 29,772 51 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) Com pany (BR GAAP) Inflation 03.31.12 Tax PIS and COFINS (taxes on revenue) ICMS IRPJ/CSLL Social security contributions Other Labor Environmental Civil adjustm ent Additions Reversals Paym ents 03.31.13 1,951 88 146 (282) - 1,903 14,787 190 5,836 (8,313) - 12,500 1,608 61 2,183 (480) - 3,372 16,235 826 8,822 (1,783) - 24,100 - 2 - - 34,579 1,165 16,989 (10,858) - 41,875 43,263 3,676 33,116 (8,831) 4,256 402 5,375 (593) - 9,440 2,017 171 11,469 (483) - 13,174 49,536 4,249 49,960 (9,907) (1,282) 92,556 84,115 5,414 66,949 (20,765) (1,282) 134,431 (2) - (1,282) 69,942 Consolidated (BR GAAP and IFRS) Inflation 03.31.13 adjustm ent Additions Reversals Paym ents 03.31.14 Tax IPI levied on sugar sales IPI 91,196 (3,779) 65 204 (59) - PIS and COFINS (taxes on revenue) 50,980 1,728 ICMS 46,533 IRPJ/CSLL 29,697 Social security contributions Other Labor Environmental Civil (88) - - 87,394 - 145 - 51,906 676 (1,478) 1,742 52 (16,739) (4,054) 27,534 89 1,882 (12,371) (1,360) 17,937 59,925 3,256 5,077 (7,580) (94) 60,584 1,652 4 590 (1,585) 280,187 2,981 8,342 (39,841) (5,508) 246,161 231,862 11,651 122,027 (93,948) (49,514) 222,078 24,811 2,427 4,974 (1,717) (1,071) 29,424 78,747 335,420 (7,366) 6,712 46,379 173,380 (4,665) (100,330) (3,844) (54,429) 109,251 360,753 615,607 9,693 181,722 (140,171) (59,937) 606,914 - 661 52 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) Consolidated (BR GAAP and IFRS) Inflation 03.31.12 adjustm ent Additions Reversals Offsets Paym ents 03.31.13 Tax IPI levied on sugar sales 91,501 1,748 930 (2,983) - - 1,136 - - (932) - - 204 PIS and COFINS (taxes on revenue) 52,195 3,432 146 (4,793) - - 50,980 ICMS 54,283 1,909 6,154 (15,813) - - 46,533 IRPJ/CSLL 40,037 1,554 3,632 (15,492) - 29,697 Social security contributions 52,206 2,532 11,612 (6,425) - - 59,925 6,429 511 (5,159) - - 1,652 297,787 11,686 22,345 (51,597) - 280,187 IPI Other Labor (129) (34) (34) 180,584 15,848 102,776 (36,373) - Environmental 16,425 1,448 9,941 (3,003) - - Civil 63,144 6,100 13,184 (3,681) - - 260,153 23,396 125,901 (43,057) - 557,940 35,082 148,246 (94,654) (34) (30,973) 91,196 231,862 24,811 78,747 (30,973) 335,420 (30,973) 615,607 IPI on high polarization sugar sales As at March 31, 2014, the Group was a party to lawsuits challenging the levy of the federal VAT (IPI) on high polarization sugar sales. The Company set up a provision of R$71,717 (R$75,762 as at March 31, 2013) specifically for the case where the likelihood of an unfavorable outcome was assessed by the legal counsel as possible at the time of the business combination. The Company also set up a provision of R$15,677 (R$15,346 as at March 31, 2013) for the cases assessed as probable losses. No provision was set up when the likelihood of loss is considered remote. PIS and COFINS and IRPJ/CSLL Refers to lawsuits discussing PIS/COFINS or IRPJ tax credits that have been assessed as probable loss based on the Group´s interpretation of the law, which, in turn, differs from the interpretation of the tax authorities in light of hierarchically lower regulatory instructions. As a result, the offset of debits relating to IRPJ, CSLL, PIS, COFINS, among others, made by the Company were disallowed by tax authorities. Therefore, a provision was recognized. Social security contributions In this group, the Company challenges the levy of social security contributions on revenues from export rural production through other companies. The accrued amount of R$18,134 (R$17,209 as at March 31, 2013) is subject to tax assessment. In addition, the lawsuit initiated by União da Indústria de Cana-de-Açúcar – UNICA challenges the constitutionality of this contribution. Labor, environmental, and civil contingencies As at March 31, 2014, there were labor, environmental, and civil lawsuits for which the Group recognized provisions for contingencies arising from the lawsuits whose likelihood of loss is considered probable or according to applicable accounting standards, based on the opinion of Group’s legal counsel and past experience. Labor claims are substantially related to (i) working hours; (ii) additional premiums; (iii) jointly-liability with service providers; (iv) occupational accidents and/or hazards/diseases; (v) organizational climate; (vi) compensation costs in relation to the items mentioned above. 53 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) Environmental lawsuits are primarily comprised of: (i) burn of sugarcane straw; and (ii) alleged non-authorized intervention in an area considered by environmental authorities as a permanent preservation area. The civil lawsuits to which the Company is a party basically refer to discussions involving contractual issues, occupational and/or traffic accidents and service providers. Contingencies - court or out-of-court claims classified as possible losses and not provided for Tax The tax claims (court and out-of-court) existing at March 31, 2014, with an acknowledged possible likelihood of loss and not provided for are shown in the table below: Com pany Consolidated (BR GAAP) 03.31.14 Tax (BR GAAP and IFRS) 03.31.13 03.31.14 03.31.13 378,673 347,686 753,537 600,357 378,673 347,686 753,537 600,357 Among the contingencies for which a provision has not been recognized and that have been assessed as possible loss is the collection of ICMS due to an alleged difference identified in inventories. Additionally, there is a discussion also involving ICMS on the reasonableness in levying ICMS on sales of sugarcane alcohol items and export of semi-finished products. Civil and labor The civil and labor claims (court and out-of-court) as at March 31, 2013, with an acknowledged possible likelihood of loss and not provided for are shown in the table below: Com pany Consolidated (BR GAAP) (BR GAAP and IFRS) 03.31.14 Civil Labor 03.31.13 03.31.14 03.31.13 4,509 2,203 11,908 5,846 5,216 5,594 12,258 9,833 9,725 7,797 24,166 15,679 As at March 31, 2014, the Group was a party to labor and civil lawsuits whose likelihood of loss is considered possible based on the opinion of Group’s legal counsel. Labor claims are substantially related to (i) working hours; (ii) time in transit; (iii) additional premiums; (iv) refund of deductions, such as trade union fees; (v) contractual exclusivity; (vi) jointly-liability with service providers; (vii) occupational accidents and/or hazards/diseases; (viii) organizational climate; (ix) validity of the collective bargaining agreement, and (x) compensation costs in relation to the items mentioned above. The civil lawsuits basically refer to discussions involving contractual issues and occupational and/or traffic accidents. 54 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) 20. RELATED PARTIES a) Transactions with the Company Sugar Holdings B.V. is the direct parent of the Company, which as at March 31, 2014 holds 49.87% of the Company’s total capital and 49.87% of its voting capital. Sugar Holdings B.V. is a subsidiary of Louis Dreyfus Commodities NH B.V., which in turn has as its ultimate parent Akira Holding Foundation. There were no transactions between the Company and its parent company in the year ended March 31, 2014. As at March 31, 2014, the loan entered into between Biosev Bioenergia International S.A. and the Company’s parent is broken down as follows: Consolidated (BR GAAP and IFRS) Liabilities Borrow ings and Parent financing Total Sugar Holdings B.V. (806,207) (806,207) 03.31.2014 (806,207) (806,207) The loan agreement entered into with Sugar Holdings B.V. is subject to Libor rate + 5.15% on principal. b) Transactions with subsidiaries and jointly-controlled entities Sales customers In the year ended March 31, 2014, the Company carried out sales transactions with the following subsidiaries: Name Biosev Bioenergia International S.A. Biosev Bioenergia S.A. Relationship w ith the Company or its Subsidiary Subsidiary. Subsidiary. The agreements entered into with Biosev Bionergia International S.A. provide for the purchase of products by Biosev Bionergia International S.A. at the price agreed by the parties, based on market quotation. The Company carries out eventual transactions with its subsidiaries, for purchase and sale of products and other, in accordance with the transaction. Loan In the year ended March 31, 2014, the Company carried out loan transactions with the following subsidiary: Name Biosev Bioenergia S.A. Relationship w ith the Company or its Subsidiary Subsidiary. The agreement with Biosev Bionergia S.A., on December 30, 2009, was entered into for undetermined period. The amounts under this agreement are subject to CDI rate. 55 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) Borrowing In the year ended March 31, 2014, the Company carried out loan transactions with the following subsidiary: Name Biosev Bioenergia International S.A. Relationship w ith the Company or its Subsidiary Subsidiary. The terms and conditions of the borrowings entered into with Biosev Bioenergia International S.A. are described in Note 16. The table below shows the balances and transactions as at March 31, 2014 between the Company and its subsidiaries, which are consolidated in its balance sheet: Com pany (BR GAAP) Assets Subsidiaries Biosev Bioenergia International S.A Trade receivables Loan (*) Total Biosev Bioenergia S.A. (**) 11,110 35,057 63,834 11,110 98,891 03.31.2014 46,167 63,834 110,001 Biosev Bioenergia S.A. 104,441 1,566 75,232 104,441 76,798 03.31.2013 106,007 75,232 181,239 Biosev Bioenergia International S.A. (*) Amount recognized in other receivables (non-current assets). (**) Out of total receivables, R$262 refers to interest receivable, recorded in other receivables (current assets). Com pany ( BR GAAP) Liabilities Subsidiaries Biosev Bioenergia International S.A Trade payables Advances from Borrow ings and custom ers (*) financing Total Biosev Bioenergia S.A. 446 9,006 60,732 - 170,174 - 231,352 9,006 03.31.2014 9,452 60,732 170,174 240,358 Biosev Bioenergia International S.A. Biosev Bioenergia S.A. 612 4,548 188,634 - 264,491 - 453,737 4,548 03.31.2013 5,160 188,634 264,491 458,285 (*) Amounts recognized in advances from foreign customers (current liabilities). 56 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) Com pany ( BR GAAP) Profit (loss) Incom e Subsidiaries Biosev Bioenergia International S.A. Biosev Bioenergia S.A. 03.31.2014 Biosev Bioenergia International S.A. Biosev Bioenergia S.A. 03.31.2013 Sales Interest Expenses Total Purchases Interest Total 494,776 104,860 19,733 494,776 124,593 (598) (20,099) (69,181) - (69,779) (20,099) 599,636 19,733 619,369 (20,697) (69,181) (89,878) 755,246 16,328 34,975 1,977 790,221 18,305 (502) (10,956) (56,664) (1,674) (57,166) (12,630) 771,574 36,952 808,526 (11,458) (58,338) (69,796) c) Other related parties The Company adopts internal rules and policies that govern the related-party transactions in order to ensure that these transactions are carried out at market price, conditions and costs or based on the conditions of any business previously carried out on an arm’s length or, in the absence of market terms and previous business, contracted on an arm’s length, according to the Company’s best interests, and clearly recorded in the financial statements. For purposes of the Company’s related-party transactions, market conditions are those conditions which considered the applicable principles during the negotiation, such as the principles of competition (service prices and conditions compatible with the market, if applicable or possible); adequacy (services provided in compliance with the contractual terms and Company’s responsibilities, as well as proper security control over information); and transparency (proper disclosure of the agreed conditions and proper application thereof, as well as the related effects in the Company’s financial statements). Sales customers In the year ended March 31, 2014, the Company and its subsidiaries carried out sales transactions with the following related parties: Nam e Beabisa Agricultura Ltda Louis Dreyfus Commodities Colombia Ltda LD Commodities Sugar Merchandising LLC Louis Dreyfus Commodities Suisse S.A. LDC Ethanol Interior Merchandising Elbel Comércio e Participações Ltda Sorocaba Refrescos S.A. Uberlândia Refrescos Ltda. Renk Zanini Equipamentos Industriais S.A. Kow alski Alimentos S.A. TEAG- Terminal de Exportação de Açúcar do Guarujá Ltda. Relationship w ith the Com pany or its Subsidiary Company controlled by a relative of a Company's key management member. Company under common control. Company under common control. Company under common control. Company under common control. Company controlled by a relative of a Company's key management member. Company controlled by a relative of a Company's key management member. Company controlled by a relative of a Company's key management member. Company controlled by a relative of a Company's key management member. Company under common control. Jointly-controlled entity The agreements provide for the sale of sugarcane molasses, liquid sugar, VHP sugar, energy and ethanol at the price agreed by the parties based on market quotations. The agreements entered into with Louis Dreyfus Commodities Suisse S.A. provide for the exports that generate accounts receivable in dollars, cash against documents. 57 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) Cost and service sharing In the year ended March 31, 2014, the Company and its subsidiaries held cost and service sharing transactions with the following related parties: Name LDC Trading and Services Co. Louis Dreyfus Commodities Brasil S.A. Louis Dreyfus Commodities Suisse S.A. Louis Dreyfus Commodities Agroindustrial S.A. Term Commodities Inc. Relationship w ith the Company or its Subsidiary Company under common control. Company under common control. Company under common control. Company under common control. Company under common control. The agreements entered into with companies under common control provide for the mutual sharing of the structures in the accounting, budget, legal, commercial, administrative, supply, treasury, human resources, communication and information technology areas, at the prices equivalent to costs incurred. The amounts payable by the parties arising from shared costs are settled in cash. The agreement entered into with Louis Dreyfus Commodities Suisse S.A. provides for the provision of market advisory services, including the Brazilian and international sugar and ethanol markets, at the price determined based on the aggregate ton of sugarcane effectively processed by the Company, is subsidiaries and jointly-controlled entities, falling due in July 31 of the year subsequent to such calculation. The agreement entered into with Term Commodities Inc. provides for the provision of brokerage services to futures contracts in commodities exchange, at the price determined based on the number of agreements executed. The balance of accounts receivable represents the margin deposit, which liquidity is restricted in order to guarantee futures market operations. Equipment suppliers In the year ended March 31, 2014, the Company and its subsidiaries held equipment purchase and industrial service transactions with the following related party: Name Renk Zanini Equipamentos Industriais S.A. Sermatec Industria e Montagens Ltda. Relationship w ith the Company or its Subsidiary Company controlled by a relative of a Company's key management member. Company controlled by a relative of a Company's key management member. The agreements provided for the sale of industrial equipment and provision of technical services. As a guarantee, Sermatec Indústrias e Montagens Ltda. issued promissory notes on behalf of the Company, in the total amount of R$52,544, collateralized by Zanini Equipamentos Pesados Ltda. Export of commodities As at March 31, 2014, the Company and its subsidiaries carried out export transactions of commodities with the following related party: Name Louis Dreyfus Commodities Brasil S.A. Relationship w ith the Company or its Subsidiary Company under common control. The agreement for export of commodities entered into with Louis Dreyfus Commodities Brasil S.A. provides for the purchase and sale of goods for future delivery specifically for export purposes in order to comply with obligations previously assumed. This agreement is subject to the premium of 1.05% on total shipments. 58 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) Input suppliers In the year ended March 31, 2014, the Company and its subsidiaries carried out input purchase transactions with the following related parties: Name Macrofertil Industria e Comércio de Fertilizantes S.A. LDC Ethanol Interior Merchandising Louis Dreyfus Commodities Brasil S.A. Relationship w ith the Company or its Subsidiary Company under common control. Company under common control. Company under common control. The agreements provide for the supply of fertilizers and are effective through the full compliance with the obligations. Sugarcane suppliers, rural lease, and agricultural partnership In the year ended March 31, 2014, the Company and its subsidiaries held sugarcane purchase, rural lease, and/or agricultural partnership transactions with the following related parties: Nam e Relationship w ith the Com pany or its Subsidiary Louis Dreyfus Commodities Agroindustrial S.A. Company under common control. Alebisa Empreendimentos e Participações Ltda. Anbisa Agricultura Ltda Renk Zanini Equipamentos Industriais S.A. B5 Participações Ltda. Beabisa Agricultura Ltda Beabisa Agro Comercial e Empreendimentos Ltda Beatriz Biagi Becker Carbisa Agricultura Ltda Edilah de Faria Lacerda Biagi Edimasa Agricultura Ltda Elbel Comércio e Participações Ltda Maubisa Agricultura Ltda. Maurilio Biagi Filho Panorama Agricultura Ltda. Santa Elisa Participações S.A. Usina Santa Elisa S.A. Company controlled by a relative of a Company's key Company controlled by a relative of a Company's key Company controlled by a relative of a Company's key Company controlled by a relative of a Company's key Company controlled by a relative of a Company's key Company controlled by a relative of a Company's key Relative of a Company's key management member. Company controlled by a relative of a Company's key Relative of a Company's key management member. Company controlled by a relative of a Company's key Company controlled by a relative of a Company's key Company controlled by a relative of a Company's key Relative of a Company's key management member. Company controlled by a relative of a Company's key Company controlled by a relative of a Company's key Company controlled by a relative of a Company's key management member. management member. management member. management member. management member. management member. management member. management member. management member. management member. management member. management member. management member. The agricultural agreements provides for the sugarcane cultivation by the Company in properties owned by such related parties. The compensation of each agreement is determined in tons of sugarcane, whose price is determined based on the criteria set forth by CONSECANA/SP. The compensation of each sugarcane supply agreement is determined in ATR kilograms per ton of sugarcane. Service providers In the year ended March 31, 2014, the Company and its subsidiaries held sugar elevation and storage transactions with the following related party: Name Relationship w ith the Company or its Subsidiary TEAG- Terminal de Exportação de Açúcar do Guarujá Ltda. Jointly-controlled entity The agreements entered into with TEAG - Terminal de Exportação de Açúcar do Guarujá Ltda. set forth the provision of sugar elevation services through TEAG - Terminal de Exportação de Açúcar do Guarujá Ltda. The price is determined by ton of sugar. 59 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) The tables below shows the balances and transactions as at March 31, 2014 between the Company and related parties not indicated in the items a and b above: Com pany (BR GAAP) Assets Derivatives Trade Advances to receivables suppliers (*) Total Com panies under com m on control Louis Dreyfus Commodities Brasil S.A. - 14 1,705 Louis Dreyfus Commodities Suisse S.A. - 365 - 365 4,930 87,421 - 92,351 4,930 87,800 1,705 94,435 - - 6,783 6,783 - - 6,783 6,783 4,930 87,800 8,488 101,218 Term Commodities Inc. Com pany controlled by a relative Com pany's key m anagem ent m em ber of 1,719 a Sermatec Industria e Montagens Ltda. 03.31.2014 Com panies under com m on control Louis Dreyfus Commodities Brasil S.A. Louis Dreyfus Commodities Suisse S.A. Term Commodities Inc. Com pany controlled by a relative Com pany's key m anagem ent m em ber Sermatec Industria e Montagens Ltda. 03.31.2013 of - 155 - 155 16,799 203 45,574 - 203 62,373 16,799 45,932 - 62,731 - - 8,761 8,761 - - 8,761 8,761 16,799 45,932 8,761 71,492 a (*) As at March 31, 2014, advances to suppliers, under inventories, amounted to R$407 (R$1,975 as at March 31, 2013), advances from suppliers (non-current assets) amounted to R$1,298 and property, plant and equipment – work in progress amounted to R$6,783 (R$6,786 as at March 31, 2013). 60 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) Consolidated ( BR GAAP and IFRS) Assets Com panies Derivatives Trade Advances to receivables suppliers (*) Total Com panies under com m on control - 69 2,231 - 8 - 8 - 11,271 - 11,271 4,930 23,148 87,497 - 23,148 92,427 4,930 121,993 2,231 129,154 - 145 1 146 - 145 1 146 Alebisa Empreendimento e Participações Ltda. - - 615 615 Anbisa Agricultura Ltda - - 746 746 B5 Participações Ltda - - 539 539 Beabisa Agricultura Ltda. - - 450 450 Beabisa Agro Comercial e Empreendimentos Ltda. - - 6 6 Carbisa Agricultura Ltda - - 2,051 2,051 Edimasa Agricultura Ltda. - - 267 267 Elbel Comércio e Participações Ltda. - 1 1,733 1,734 Maubisa Agricultura Ltda - - 52 52 Panorama Agricultura Ltda. - - 407 407 Usina Santa Elisa S.A. - - 472 6,783 472 6,783 - 1 14,121 14,122 Beatriz Biagi Becker - - 424 424 Edilah Faria Lacerda Biagi Maurilio Biagi Filho - - 1,564 340 2,328 1,564 340 2,328 4,930 122,139 18,681 145,750 Jointly-controlled entities Louis Dreyfus Commodities Brasil S.A. - 155 - 155 Louis Dreyfus Commodities Agroindustrial S.A. - 10 - 10 16,799 22,429 46,376 - 22,429 63,175 16,799 68,970 - 85,769 Louis Dreyfus Commodities Brasil S.A. Louis Dreyfus Commodities Agroindustrial S.A. Louis Dreyfus Commodities Suisse S.A. LDC Ethanol Interior Merchandising Term Commodities Inc. Jointly-controlled entity Teag-Terminal Exp. Açúcar Guarujá Ltda. Com panies controlled by a relative Com pany's key m anagem ent m em ber of a Sermatec Industria e Montagens Ltda. Relative of a Com pany's m em ber 2,300 key m anagem ent 03.31.2014 Louis Dreyfus Commodities Suisse S.A. (**) Term Commodities Inc. Com panies controlled by a relative Com pany's key m anagem ent m em ber Alebisa Empreendimento e Participações Ltda. of a - - 385 385 Anbisa Agricultura Ltda. - - 1,046 1,046 B5 Participações Ltda. - - 784 784 Beabisa Agricultura Ltda. - - 1,193 1,193 Carbisa Agricultura Ltda. - - 2,273 2,273 Edimasa Agricultura Ltda. - - 502 502 Elbel Comércio e Participações Ltda. - - 4,342 4,342 Sermatec Industria e Montagens Ltda. - - 8,761 579 8,761 579 - - 19,865 19,865 - - 220 220 - - 847 245 847 245 Usina Santa Elisa S.A. Relative of a Com pany's m em ber Beatriz Biagi Becker Edilah Faria Lacerda Biagi Maurilio Biagi Filho 03.31.2013 key m anagem ent - - 1,312 1,312 16,799 68,970 21,177 106,946 (*) As at March 31, 2014, advances to suppliers, under inventories, amounted to R$10,600 (R$14,391 as at March 31, 2013), advances from suppliers (non-current assets) amounted to R$1,298 and property, plant and equipment – work in progress amounted to R$6,783 (R$6,786 as at March 31, 2013). (**) As at March 31, 2013, of the total amount, R$991 refers to trade receivables of Terminal de Exportação de Açúcar do Guarujá Ltda. (TEAG), investments in jointly-controlled entities (joint venture). 61 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) Com pany ( BR GAAP) Liabilities Advances from Derivatives Trade payables custom ers (*) Total Com panies under com m on control Louis Dreyfus Commodities Agroindustrial S.A. - 1 - 1 Louis Dreyfus Commodities Brasil S.A. - 1,407 - 1,407 Louis Dreyfus Commodities Suisse S.A. - 2,440 191,531 193,971 Macrofértil Indústria e Comércio de Fertilizantes Ltda. - 12,056 - 12,056 38,905 38,905 21,663 20 37,587 191,531 60,568 20 268,023 2,314 Term Commodities Inc. LDC Ethanol Interior Merchandising Com pany controlled by a relative Com pany's key m anagem ent m em ber of a Sermatec Industria e Montagens Ltda. 03.31.2014 Com panies under com m on control Louis Dreyfus Commodities Agroindustrial S.A. Louis Dreyfus Commodities Brasil S.A. Louis Dreyfus Commodities Suisse S.A. Nethgrain B.V. Term Commodities Inc. Com pany controlled by a relative Com pany's key m anagem ent m em ber Sermatec Industria e Montagens Ltda. 03.31.2013 of - 2,314 - - 2,314 - 2,314 38,905 39,901 191,531 270,337 1,223 3 2,436 2,213 - 1,120 - 3 2,436 2,213 1,120 1,223 1,223 4,652 1,120 6,995 - 4,938 - 4,938 - 4,938 - 4,938 1,223 9,590 1,120 11,933 a (*) Amounts recognized in advances from foreign customers, out of which R$1,298 in current liabilities and R$190,233 in non-current liabilities. 62 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) Consolidated (BR GAAP and IFRS) Liabilities Com panies under com m on control Louis Dreyfus Commodities Agroindustrial S.A. Louis Dreyfus Commodities Brasil S.A. Louis Dreyfus Commodities Suisse S.A. LDC Ethanol Interior Merchandising LDC Trading and Services Co. Macrofértil Indústria e Comércio de Fertilizantes Ltda. Term Commodities Inc. Jointly-controlled entity Teag-Terminal Exp. Açúcar Guarujá Ltda. Advances from Borrow ings custom ers (*) and financing Derivatives Trade payables Total 38,905 1 1,378 38,257 20 52 21,444 21,663 695,765 - 25,851 - 1 1,378 759,873 20 52 21,444 60,568 38,905 82,815 695,765 25,851 843,336 - 745 - - 745 - 745 - - 745 - 658 400 281 481 202 417 2,555 149 401 8 2,574 144 - - 658 400 281 481 202 417 2,555 149 401 8 2,574 144 - 8,270 - - 8,270 - 7 - - 7 - 7 - - 7 38,905 91,837 695,765 25,851 852,358 Com panies under com m on control Louis Dreyfus Commodities Agroindustrial S.A. - 101 - - 101 LDC Trading and Services Co. - 7 - - 7 Louis Dreyfus Commodities Brasil S.A. Louis Dreyfus Commodities Suisse S.A. - 3,303 - - 3,303 - 51,995 402,760 - 454,755 1,223 - 1,120 - - 1,120 1,223 1,223 55,406 403,880 - 460,509 Alebisa Empreendimento e Participações Ltda. - 543 - - 543 Anbisa Agricultura Ltda. - 416 - - 416 B5 Participações Ltda. - 243 - - 243 Beabisa Agricultura Ltda. - 391 - - 391 Carbisa Agricultura Ltda. Edimasa Agricultura Ltda. Elbel Comércio e Participações Ltda. Maubisa Agricultura Ltda. Uberlândia Refrescos Ltda. Sermatec Industria e Montagens Ltda. Usina Santa Elisa S.A. - 97 456 2,333 144 29 4,938 116 9,706 - - 97 456 2,333 144 29 4,938 116 9,706 1,223 20 20 65,132 403,880 - 20 20 470,235 Com panies controlled by a relative of a Com pany's key m anagem ent m em ber Alebisa Empreendimento e Participações Ltda Anbisa Agricultura Ltda. B5 Participações Ltda. Beabisa Agricultura Ltda. Carbisa Agricultura Ltda. Edimasa Agricultura Ltda. Elbel Comércio e Participações Ltda. Maubisa Agricultura Ltda. Panorama Agricultura Ltda. Santa Elisa Participações S.A. Sermatec Industria e Montagens Ltda. Usina Santa Elisa S.A. Relative of a Com pany's key m anagem ent m em ber Maurilio Biagi Filho 03.31.2014 Nethgrain B.V. Term Commodities Inc. Com panies controlled by a relative Com pany's key m anagem ent m em ber of a Relative of a Com pany's key m anagem ent m em ber Maurilio Biagi Filho 03.31.2013 (*) Amounts recognized in advances from foreign customers, out of which R$125,065 in current liabilities and R$570,700 in non-current liabilities, for the delivery of products of the crop 2015/2016. (**) Of the total amount, R$34,958 as at March 31, 2014 (R$37,759 as at March 31, 2013) was recognized in other obligations (current liabilities). 63 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) Com pany ( BR GAAP) Profit (loss) Incom e Expenses Total Sales Total incom e Purchases Interest expenses Com panies under com m on control Louis Dreyfus Commodities Agroindustrial S.A. Louis Dreyfus Commodities Brasil S.A. Louis Dreyfus Commodities Suisse S.A. LD Commodities Sugar Merchandising LLC LDC Ethanol Interior Merchandising Macrofértil Indústria e Comércio de Fertilizantes Ltda. Term Commodities Inc. Jointly-controlled entity Teag-Terminal Exp. Açúcar Guarujá Ltda. Com pany controlled by a relative of a Com pany's key m anagem ent m em ber Renk Zanini S.A. Equipamentos Industriais Sermatec Industria e Montagens Ltda. 03.31.2014 78 108 2,108 3,201 78 108 2,108 3,201 (10) (111,259) (37,357) (1,761) (5,959) (370) (1) (721) (10) (117,218) (370) (1) (37,357) (2,482) 5,495 5,495 (150,387) (7,051) (157,438) 257 257 257 257 (43) (43) - 386 - 386 - (873) (132) - - (43) (43) (873) (132) 386 386 (1,005) 6,138 6,138 (151,435) (7,051) - (158,486) (1,005) 83 3 2,093 32 401 - 83 3 2,093 32 401 - (3) (12,998) (323) (28,484) (539) (9,667) (107) (836) (3) (22,665) (323) (107) (28,484) (1,375) 2,612 2,612 (42,347) (10,610) (52,957) - (4) (1,385) - (4) (1,385) Jointly-controlled entities Hedera Investimentos e Participações Louis Dreyfus Commodities Agroindustrial S.A. Louis Dreyfus Commodities Brasil S.A. Louis Dreyfus Commodities Suisse S.A. Louis Dreyfus Commodities Asia Pte. Ltd. LD Commodities Sugar Merchandising LLC Nethgrain B. V. Macrofértil Indústria e Comércio de Fertilizantes Ltda. Term Commodities Inc. Com panies controlled by a relative of a Com pany's key m anagem ent m em ber Renk Zanini S.A. Equipamentos Industriais Sermatec Industria e Montagens Ltda. 03.31.2013 - - (1,389) 2,612 2,612 (43,736) (10,610) (1,389) (54,346) 64 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) Consolidated ( BR GAAP and IFRS) Profit (loss) Incom e Expenses Total Com panies Com panies under com m on control LDC Ethanol Interior Merchandising LDC Trading and Services Co. Louis Dreyfus Commodities Agroindustrial S.A. Louis Dreyfus Commodities Brasil S.A. Louis Dreyfus Commodities Suisse S.A. Louis Dreyfus Commodities Colombia. Ltda Kow alski Alimentos S.A. Macrofértil Indústria e Comércio de Fertilizantes Ltda. LD Commodities Sugar Merchandising LLC Sugar Holdings B.V. Term Commodities Inc. Jointly-controlled entity TEAG-Terminal Exp. Açúcar Guarujá Ltda. Com panies controlled by a relative of a Com pany's key m anagem ent m em ber Alebisa Empreendimento e Participações Ltda Anbisa Agricultura Ltda B5 Participações Ltda Beabisa Agricultura Ltda. Carbisa Agricultura Ltda Companhia de Bebidas Ipiranga Edimasa Agricultura Ltda. Elbel Comércio e Participações Ltda. Maubisa Agricultura Ltda. Panorama Agricultura Ltda. Uberlândia Refrescos Ltda. Usina Santa Elisa S.A. Renk Zanini S.A. Equipamentos Industriais Santa Elisa Participações S.A. Sorocaba Refrescos S/A Sermatec Industria e Montagens Ltda. Relative of a Com pany's key m anagem ent m em ber Maurilio Biagi Filho 03.31.2014 Com panies under com m on control Hedera Investimentos e Participações LDC Ethanol Interior Merchandising LDC Trading and Services Co. Louis Dreyfus Commodities Agroindustrial S.A. Louis Dreyfus Commodities Asia Pte. Ltd. Louis Dreyfus Commodities Brasil S.A. Louis Dreyfus Commodities Suisse S.A. LD Commodities Sugar Merchandising LLC Nethgrain B.V. Macrofértil Indústria e Comércio de Fertilizantes Ltda. Term Commodities Inc. Jointly-controlled entity TEAG-Terminal Exp. Açúcar Guarujá Ltda. Com panies controlled by a relative of a Com pany's key m anagem ent m em ber Alebisa Empreendimento e Participações Ltda. Anbisa Agricultura Ltda. B5 Participações Ltda. Beabisa Agricultura Ltda. Carbisa Agricultura Ltda. Companhia de Bebidas Ipiranga Edimasa Agricultura Ltda. Elbel Comércio e Participações Ltda. Maubisa Agricultura Ltda. Uberlândia Refrescos Ltda. Usina Santa Elisa S.A. Sorocaba Refrescos S.A. Renk Zanini S.A. Equipamentos Industriais Sermatec Industrias e Montagens Ltda. Relative of a Com pany's key m anagem ent m em ber Maurilio Biagi Filho Beatriz Biagi Becker 03.31.2013 Sales Interest Total incom e Interest expenses 38,995 78 1,258,487 4,361 11 2,108 3,201 1 360 152 38,995 1 78 1,258,847 4,361 11 2,108 3,353 (7,665) (691) (121) (112,367) (31,686) (61,804) (1,761) (1) (5,959) (69,770) (579) (956) (7,666) (691) (121) (118,326) (101,456) (61,804) (579) (2,717) 1,307,241 513 1,307,754 (216,095) (77,265) (293,360) 2,922 89 3,011 (16,987) (162) (17,149) 2,922 89 3,011 (16,987) (162) (17,149) - - (1,697) (2,071) (1,419) (2,494) (1,682) (1) (1,692) (12,050) (749) (2,021) (1,227) (887) (785) (253) (29,028) - - Purchases 1 466 829 253 - - 1 466 829 253 - (1,697) (2,071) (1,419) (2,494) (1,682) (1) (1,692) (12,050) (749) (2,021) (1,227) (887) (785) (253) 1,590 - 1,590 (29,028) - - - (113) - 41 - 41 - - (113) - - - (113) 1,311,753 602 1,312,355 (262,223) (77,427) (339,650) 83 14,293 18 32 623 985,674 401 - 138 - 83 14,293 18 32 623 985,812 401 - (73) (608) (3) (12,998) (38,143) (47,572) (502) (9,667) (27,450) (107) (836) (73) (608) (3) (22,665) (65,593) (107) (47,572) (1,338) 1,001,124 138 1,001,262 (99,899) (38,060) (137,959) 2,161 - 2,161 (25,559) - (25,559) 2,161 - 2,161 (25,559) - (25,559) 3,941 2,298 128 - - 3,941 2,298 128 - (1,886) (1,853) (1,245) (1,820) (1,287) (2) (1,332) (10,196) (683) (896) (362) (1,385) - (1,886) (1,853) (1,245) (1,820) (1,287) (2) (1,332) (10,196) (683) (896) (362) (1,385) 6,367 - 6,367 (22,947) - (22,947) - - - (56) (113) - (56) (113) - - - (169) 1,009,652 138 1,009,790 (148,574) - (38,060) (113) (169) (186,634) 65 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) d) Compensation of key management personnel The compensation of officers and other key management personnel for the year is as follows: Com pany (BR GAAP) Consolidated (BR GAAP and IFRS) 03.31.14 Short-term benefits Other long-term benefits 03.31.13 16,633 4,753 1,403 1,233 18,036 5,986 Short-term benefits of the key management personnel consist of salaries, social security and pension plan contributions, payroll taxes, profit sharing, and short-term performance bonuses. Other long-term benefits include performance bonus and deferred benefits that expired in each reporting period. 21. EQUITY Capital Changes in capital are as follows: Shares Com m on 03.31.12 Issuance of shares Preferred A 03.31.2013 Conversion of shares Grouping of shares Public offering Costs on issuance of shares 03.31.2014 Capital Total Capital reserve 10,800,757,666 411,206,462 437,707,342 11,649,671,470 1,175,996 378,212,919 - - 378,212,919 14,040 Repurchase of Class A preferred shares Issuance of shares Am ounts in thousand of Brazilian reais - R$ Preferred B (31,139,500) (31,139,500) 1,431,935 (14,040) (12,701) 4,017,649,778 - - 4,017,649,778 600,000 - 15,196,620,363 380,066,962 437,707,342 16,014,394,667 1,790,036 1,405,194 (380,066,962) (437,707,342) - - - - - 817,774,304 (15,854,250,721) - - (15,854,250,721) 46,666,667 - - 46,666,667 700,000 - - - - - 206,810,613 - - 206,810,613 2,490,036 (48,713) 1,356,481 On April 15, 2013, the Board of Directors’ meeting approved the following matters, amongst others: (i) the Company's capital increase upon the issuance of registered common shares, with no par value, at the price of R$15.00 per share, as approved by the Board of Directors’ meeting, held on March 25, 2013, for the public subscription in the context of the initial public offering of the Company’s shares (“Offering”), excluding the preemptive rights of the Company’s shareholders in the subscription, as prescribed by article 172, item I, of Law 6.404, of December 15, 1976, as amended (“Brazilian Corporate Law”), which were issued within the Company’s authorized capital limit, as set forth in its Bylaws; and (ii) the following documents relating to the Offering: (a) draft of the announcement of commencement; (b) draft of the announcement of completion; (c) Subscription Bulletin; (d) Final Prospectus; (e) Reference Form; and (f) Final Offering Memorandum. By virtue of the approval described above, the Company’s capital increased from R$1,790,036 to R$2,490,036, an increase of R$700,000, upon the issuance of 46,666,667 new registered common shares, with no par value (“Shares”), subject to the public distribution in the context of the Offering in Brazil, as prescribed by CVM Instruction 400/2003, in the non-organized over-the-counter market, including the placement efforts of the shares abroad. The announcement of commencement was published on April 16, 2013 and, therefore, the implementation of the following was verified: (i) conversion of the Class A and Class B preferred shares into registered common shares, with no par value, at the ratio of one common share for each Class A or Class B preferred share, under the Global Agreement; and (ii) grouping of the Company’s common shares at the ratio of one registered common share, with no par value, for each 100 existing common shares. 66 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) Consolidated (BR GAAP and IFRS) 03.31.14 03.31.13 Issued capital includes: Common shares 2,490,036 1,704,341 Class A preferred shares - 41,510 Class B preferred shares - 44,185 2,490,036 1,790,036 On April 16, 2013, the Company’s Board of Directors’ meeting approved, among other matters, the capital increased authorized on April 15, 2013, upon issuance of total shares. Therefore, the Company’s capital amounted to R$2,490,036, divided in 206,810,613 registered common shares, without par value. As at March 31, 2014, capital is represented by 206,810,613 common shares (15,196,620,363 as at March 31, 2013), all registered and without par value. In accordance with the Social Statute, the Company is authorized to increase its capital by up to 167,000,000 registered common shares, with no par value, regardless of any amendment to the bylaws, based on a Board of Directors’ resolution. Capital reserve In the year ended March 31, 2014, the expenses incurred with the issuance of new shares amount to R$48,713 were recorded in the capital reserve, under the Company’s equity, as set forth in CVM Resolution 649/2010 and CPC 08 (R1) – Equity Transaction Costs and Premiums. Dividend policy The Company’s bylaws establish the distribution of a mandatory dividend of 25% of the profit for the year, adjusted as established by Article 202 of Law 6.404/76, which is paid in the same year when the distribution is approved. 67 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) 22. NET REVENUES AND COST OF SALES Com pany (BR GAAP) 03.31.14 Consolidated (BR GAAP and IFRS) 03.31.13 03.31.14 03.31.13 Gross revenue Dom estic m arket Sugar 286,269 370,429 501,523 651,858 Ethanol 757,206 656,431 1,258,170 1,172,951 Energy 191,442 167,480 279,439 235,844 11,367 21,872 50,125 70,684 1,246,284 1,216,212 2,089,257 2,131,337 414,529 825,034 1,777,359 1,888,019 12,778 63,068 517,869 469,296 100,081 16 95,731 1 527,388 888,118 2,390,959 2,357,316 1,773,672 2,104,330 4,480,216 4,488,653 Taxes (b)/(c) (84,332) (148,697) (198,129) (303,471) Sales rebates (11,414) (16,015) (14,564) (32,973) 1,677,926 1,939,618 4,267,523 4,152,209 Sugar (177,184) (239,784) (355,261) (460,249) Ethanol (497,897) (466,551) (877,151) (963,448) Energy (121,580) (96,278) (155,818) (123,378) (12,419) (12,724) (35,053) (39,543) (809,080) (815,337) (1,423,283) (1,586,618) Other Foreign m arket Sugar Ethanol Other (a) Net revenue Cost of sales (d) Dom estic m arket Other Foreign m arket Sugar (256,168) (458,740) (1,310,634) (1,292,047) Ethanol (13,625) (50,163) (409,336) (360,684) Other (a) (97,943) (16) (98,109) (1) (367,736) (508,919) (1,818,079) (1,652,732) (117,826) (193,854) (198,409) (297,506) (176,917) (143,397) (267,345) (224,812) (294,743) (337,251) (465,754) (522,318) (1,471,559) (1,661,507) (3,707,116) (3,761,668) Losses on changes in fair value less estim ated costs to sell biological assets - realized Sugar Ethanol (a) Amounts relating to the export of commodities, as described in Note 20. (b) Includes government grants, which reduced the taxable base on sales by R$62,703 for the year ended March 31, 2014 (R$21,356 for the year ended March 31, 2013). (c) In the period ended March 31, 2014, revenues and expenses include PIS and COFINS credits in the amount of R$56,653, Company, and R$89,016, Consolidated, as deemed credit, as set forth in article 1, of Law 12.859, of September 10, 2013, published in the Official Gazette on September 11, 2013. (d) Including the use of PIS, COFINS, ICMS and IPI credits. 68 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) 23. EXPENSES BY NATURE The information on the nature of cost of sales and services and general, administrative and selling expenses is as follows: Com pany (BR GAAP) 03.31.14 Consolidated (BR GAAP and IFRS) 03.31.13 03.31.14 03.31.13 Cost of sales and services Amortization of plantation Personnel (*) (55,007) (216,754) (230,381) (201,814) (182,064) (458,486) (390,389) (428,776) Depreciation and amortization Raw materials and inputs, net of taxes Raw materials Inputs Products for resale Losses on changes in fair value less estimated costs to sell biological assets - realized (192,713) (221,845) (432,886) (545,170) (405,684) (74,699) (231,959) (496,127) (1,256,032) (1,213,636) (83,204) (143,667) (167,704) (90,885) (768,227) (493,675) (294,743) (1,471,559) General, administrative and selling expenses Personnel (*) Depreciation Freight Services Shipping expenses Other (337,251) (465,754) (522,318) (1,661,507) (3,707,116) (3,761,668) (104,100) (18,039) (55,364) (73,054) (3,945) (26,306) (103,493) (18,061) (85,232) (69,913) (7,521) (22,668) (149,653) (34,711) (166,948) (136,493) (29,578) (42,493) (144,964) (36,603) (168,487) (124,564) (39,430) (36,204) (280,808) (306,888) (559,876) (550,252) (*) As at March 31, 2014, the personnel expenses, in Company and Consolidated, in the amount of R$320,854 and R$608,139 (R$305,307 and R$573,740, respectively, as at March 31, 2013), comprise R$308,425 and R$587,044 (R$293,241 and R$553,638, respectively, as at March 31, 2013) relating to personnel expenses, and R$12,429 and R$21,095 (R$12,066 and R$20,102, respectively, as at March 31, 2013) relating to INSS contribution, respectively. 69 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) 24. FINANCE INCOME (EXPENSES) Com pany (BR GAAP) 03.31.14 03.31.13 Consolidated (BR GAAP and IFRS) 03.31.14 03.31.13 Finance incom e Derivative transactions - Commodities Derivative transactions - Currency Derivative transactions - Libor sw ap Discounts obtained Income from fixed-income investments Interest Other 14,618 49,318 5,023 249 24,752 31,521 5,703 23,318 80,875 8,223 639 6,771 16,722 4 14,618 79,093 33,215 330 38,929 29,692 5,703 23,318 104,559 38,706 787 12,180 32,478 4 131,184 136,552 201,580 212,032 (3,881) (7,929) (3,881) (121,943) (197,986) (122,079) (9,250) (15,341) (60,399) (169,167) (180,187) (382,623) (1,436) (1,234) (2,837) (1,452) (3,653) (9,826) (7,191) (16,901) (12,674) (7,929) (198,167) (64,026) (431,620) (1,447) (5,559) (24,325) (314,320) (423,231) (594,319) (733,073) Exchange rate changes (133,116) (81,273) (184,040) (119,985) Finance expenses (316,252) (367,952) (576,779) (641,026) Finance expenses Derivative transactions - Commodities Derivative transactions - Currency Derivative transactions - Libor sw ap Interest Discounts granted Tax on financial transactions (IOF) Other 70 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) 25. OTHER OPERATING INCOME (EXPENSES) Com pany (BR GAAP) 03.31.14 Other incom e Revenue from sale of Usina São Carlos' assets (“USC”) Income on sale of held-for-sale assets (land) Contractual indemnities Reversal of provision for tax, labor, civil and environmental contingencies Tax credits Reversal of allow ance for doubtful accounts Other Other expenses Expenses from sale of Usina São Carlos' assets (“USC”) Loss on sale of property, plant and equipment Impairment - held-for-sale assets Impairment - property, plant and equipment Impairment - intangible assets Fines and indemnities Provision for tax, labor, civil and environmental contingencies Tax expenses Borrow ings expenses (*) Allow ance for doubtful accounts Other 03.31.13 03.31.14 03.31.13 6,802 67,632 247 5,910 196,500 21,049 3,455 23,195 6,802 200,108 2,855 1,568 12,363 196,500 881 123,699 254 8,799 80,591 221,004 246,891 330,133 - (103,040) (5,320) (5,723) - (8,220) (1,831) (103,040) (8,042) (17,075) (4,597) (36,401) (7,807) (12,661) (416) (3,783) (210,339) (88,683) (43,198) (186,873) (6,306) (5,251) (95,255) (51,260) (116,768) (7,793) (12,661) (4,838) (179,171) (174,428) (645,956) (321,477) 46,576 (399,065) 8,656 (66,258) (35) (63,867) (4,278) (5,251) (34,162) (98,580) Other operating incom e (expenses) Consolidated (BR GAAP and IFRS) (*) In 2014, expenses on funds raised are mainly comprised of advisory expenses and attorneys’ fees, in the amount of R$3,385 and operating expenses, in the amount of R$1,842 as at March 31, 2014 (R$8,897 and R$1,942, respectively, as at March 31, 2013). 26. LOSS PER SHARE The basic and diluted loss per share was calculated based on the profit attributable to the Biosev’s owners divided by the weighted average number of outstanding common shares, excluding the common shares purchased and held in treasury. Com pany (BR GAAP) 03.31.14 Loss for the year attributable to the Company's ow ners Weighted average number of shares used to calculate basic and diluted loss per share Total basic and diluted loss per share Consolidated (BR GAAP and IFRS) 03.31.13 03.31.14 03.31.13 (1,467,564) (620,028) (1,467,564) (620,028) 204,381,389 (7.18052) 122,840,833 (5.04741) 204,381,389 (7.18052) 122,840,833 (5.04741) 71 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) 27. RISK MANAGEMENT AND FINANCIAL INSTRUMENTS I - Risk management The Company is exposed to risks arising from its operations and considers market, credit, liquidity, and capital risks as the most significant risks to which it is exposed. The objective of the Company’s risk management program is to hedge its results against fluctuations in sugar prices, foreign exchange and interest rates. These risks are managed using hedging financial instruments available in the financial markets, such as: swaps, interest rate futures; currency forwards and futures; commodity forwards, futures and options. Transactions carried out in the over-the-counter market are contracted through low-risk domestic and foreign banks, and transactions contracted on the stock exchange market are mainly traded in futures and options markets at the New York Commodities Exchanges (NYSE: ICE) and the São Paulo Stock and Mercantile Exchange (BM&FBOVESPA). The use of these instruments is guided by the Financial and Risk Management Policy approved by the Board of Directors on September 13, 2013. Additionally, the Company does not carry out transactions with any type of leverage, as well as does not have transactions with exotic derivatives. The risk management policies, practices and instruments are determined by the Executive Committee and the Strategic Committee (the body that supports the Company’s Board of Directors). The Executive Committee has the following responsibilities before the Board of Directors: (i) monitor the compliance with the policy and report eventual non-compliances; (ii) inform about the indebtness, as well as the related debt instruments; (iii) inform about the burdens on the assets; and (iv) monitor the risk management instruments. The Market Consultancy Service Agreement, between Biosev Bioenergia International S.A, Louis Dreyfus Commodities Suisse S.A and Biosev S.A, entered into on November 29, 2010 with due date on March, 31, 2024, and according the addition on July 30, 2013, assists the Executive Committee’s responsibilities in the Risk Management, based on the information on the sugar and ethanol markets provided by Louis Dreyfus Commodities Suisse S.A., including historical information, studies, analyses, credit risk advisory, as well as researches, opinions and estimates about several issues in the main agricultural commodities markets, including the domestic and international sugar and ethanol markets. The Risk Management Department is subject to the Chief Financial Officer and is responsible for the calculation, measurement, analysis and monitoring of the exposure, by issuing daily reports based on which the necessary corrective measures are taken. It is also responsible for monitoring the compliance with the risk management policies. 27.1 Market risk The Company is mainly exposed to risks related to foreign exchange, interest rate and agricultural commodity price fluctuations. In order to hedge against these market risks, the Company uses various derivative financial instruments, including: Forward and futures foreign exchange contracts to hedge fair value and cash flow items against exchange rate changes. Interest rate futures to supplement the hedging of said items. Interest rate swap contracts to mitigate LIBOR fluctuation risk. Derivative commodity contracts to hedge inventory and future agricultural commodity delivery transactions. The parameters used to manage these risks are based on hedging strategy monitoring tools, such as sensitivity analysis, stress tests, and a hedging scale, aimed at securing the future amount of sugar and ethanol sales, including the effects from foreign exchange rate, as well as interest rate exposure. 72 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) As at March 31, 2014, the assets and liabilities relating to the derivative transactions are broken down as follows: Com pany (BR GAAP) 03.31.14 Consolidated (BR GAAP and IFRS) 03.31.13 03.31.14 03.31.13 Exchange risk management (Note 27.1.1) Interest rate risk management (Note 27.1.2) Agricultural commodities risk management (Note 27.1.3) (43,737) (1,085) (33,899) 11,802 (5,535) 15,595 (43,737) (49,743) (33,899) 11,802 (82,385) 15,595 Total (78,721) 21,862 (127,379) (54,988) Current assets Current liabilities Non-current liabilities 31,867 62,711 31,867 62,711 (110,588) (39,812) (132,386) (58,955) (1,037) (26,860) (58,744) - 27.1.1 Foreign exchange risk management Because the Company’s functional currency is the Brazilian real (R$), the foreign currency-denominated operations are exposed to the foreign exchange risk. Foreign exchange positions are managed based on the Financial and Risk Management Policy, approved by the Company’s Board of Directors on September 13, 2013. The Company carries out transactions with currency derivatives in order to reduce variability in its profit or loss due to the existence of US dollardenominated net cash flows from exports. In addition, once understood to be naturally protected, the Company does not have financial instruments to cover its equity exchange exposure, as it has a natural hedge, and allocates a portion of its debt for hedge accounting (see Note 27.8). The Company carries out transactions with interest rate derivatives traded on the BM&FBOVESPA (one-day DI futures) in order to supplement foreign exchange rate hedges contracted under foreign exchange contracts traded on said exchange — future dollar financial instruments (DOL) and exchange coupon futures (DDI). The consolidated use of such futures contracts aims at having effects similar to those of one single DOL futures contract. This strategy is adopted by the Company without leverage. This is necessary because an individually traded DOL futures contract does not have significant liquidity for terms above three months and, therefore, could not meet the Company’s foreign exchange hedging requirements. This practice is regulated by the BM&FBOVESPA and has been widely disseminated among futures market participants in Brazil for over a decade. 73 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) The table below shows the Company’s NDF, DOL, DI and DDI forward currency sale instruments, used for purposes of hedging foreign exchange risk: Com pany (BRGAAP) and Consolidated (BRGAAP and IFRS) Notional value Average exchange rate 03.31.14 03.31.13 Foreign currency 03.31.14 Local currency (*) 03.31.13 03.31.14 (Sale) purchase Outstanding forw ard contracts – NDF US dollar Hedge Accounting Maturity: Less than 3 months 3 to 6 months Over 6 months Non-Hedge Accounting Maturity: Less than 3 months 3 to 6 months Over 6 months Outstanding futures contracts DOL - dollar futures Maturity: Less than 3 months DDI - futures exchange coupon Maturity: Less than 3 months 3 to 6 months Over 6 months DI - 1 day: Less than 3 months 3 to 6 months Over 6 months 2.358 2.358 2.456 2.344 2.332 2.483 2.089 2.116 2.200 1.944 2.077 2.201 Fair value 03.31.13 03.31.14 03.31.13 (Sale) purchase (110,490) (97,685) (165,367) (107,000) (145,700) (249,521) (260,542) (230,346) (406,218) (213,876) (308,774) (546,947) 13,742 3,818 5,599 6,752 10,502 21,578 (373,542) (502,221) (897,106) (1,069,597) 23,159 38,832 139,490 (19,915) (87,255) (28,000) 100,200 (31,579) 326,990 (46,451) (216,662) (48,560) 214,258 (71,725) (34,366) (11,688) (22,645) (16,611) (9,147) (191) 32,320 40,621 63,877 93,973 (68,699) (25,949) 329,250 (57,910) 745,093 (116,620) 3,104 (323) 329,250 (57,910) 745,093 (116,620) 3,104 (323) (192,932) 100,613 52,219 82,463 (77,725) (41,495) (436,604) 227,688 118,171 166,064 (156,523) (83,563) 50 168 (244) 313 (660) (386) (40,100) (36,757) (90,745) (74,022) (26) (733) 49,138 (133,998) (11,926) (32,592) 78,802 57,188 111,200 (303,238) (26,989) (65,634) 158,692 115,165 1 15 1 (6) (19) (96,786) 103,398 (219,027) 208,223 16 (24) - (1,291) US outstanding option contracts Maturity: 3 to 6 months 79,304 79,304 Outstanding forw ard contracts – NDF Euro Maturity: 3 to 6 months - 179,465 179,465 - (1,291) - - 146 - 385 - - 146 - 385 - (1) (1) (43,737) 11,802 (*) Convenience conversion. 74 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) 27.1.2 Interest rate risk management The Company uses Libor derivatives to hedge against interest rate fluctuations. These derivatives are traded on the Brazilian over-the-counter market with low-risk banks as counterparties, and are registered with CETIP S.A. - Balcão Organizado de Ativos e Derivativos (Brazilian organized OTC market), as required by prevailing legislation. The table below shows the Company’s Libor swap instruments with receipt of Libor interest and payment of fixed rates. The table below presents the derivatives used for purposes of hedging Libor interest risk and respective results: Com pany (BR GAAP) Average fixed rate contracted - % Notional value 03.31.14 Fair value 03.31.14 03.31.13 03.31.13 Less than 1 year 5.29% 5.29% 23,000 91,000 1 to 2 years 5.29% 5.29% - 20,000 03.31.14 03.31.13 Hedge Accounting Outstanding position: (1,085) - (4,222) (1,037) (1,085) (5,259) - (1,152) - (1,152) - 876 Non-Hedge Accounting Long position - fixed income Outstanding position: Less than 1 year 5.29% 5.29% - 32,000 Short position - fixed income Outstanding position: Less than 1 year 4.16% 4.16% - 32,000 - 876 (1,085) (5,535) Consolidated (BR GAAP and IFRS) Average fixed rate contracted - % Notional value 03.31.14 Fair value 03.31.14 03.31.13 03.31.13 03.31.14 03.31.13 Less than 1 year 3.20% 3.38% 873,000 848,000 (22,884) (23,365) 1 to 2 years 3.20% 3.38% 760,000 777,000 (18,410) (21,510) 2 to 5 years 3.20% 3.38% 669,000 676,000 Over 5 years 3.20% 3.38% 398,000 435,000 (12,717) 4,268 (33,354) (3,880) (49,743) (82,109) - (1,152) - (1,152) - 876 - 876 (49,743) (82,385) Hedge Accounting Outstanding position: Non-Hedge Accounting Long position - fixed income Outstanding position: Less than 1 year 5.29% 5.29% - 32,000 Short position - fixed income Outstanding position: Less than 1 year 4.16% 4.16% - 32,000 The amounts stated as cash flow hedges represent all the swap contracts for which the Company adopted hedge accounting, in conformity with technical pronouncement CPC 38 – Instrumentos Financeiros: Reconhecimento e Mensuração/IAS 39 - Financial Instruments: Recognition and Measurement, which are used to hedge against the impacts of LIBOR fluctuations on interest payments arising from long-term prepayment contracts; for contracts not designated for hedge accounting, the Company accounts for the effects of changes in LIBOR swap position against profit or loss. 75 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) 27.1.3 Agricultural commodities risk management The Company carries out transactions with commodity derivatives (sugar and ethanol) in order to reduce the impact of the changes in the market prices considering that these changes may significantly affect the Company’s future sales value. These risks are managed according to the Company’s Risk Management Policy and the hedge strategy monitoring tool which determines the hedge volume and timeframe. The Company’s futures and option contracts in the years used for commodity risk hedging and the related results are as follows: Com pany (BRGAAP) and Consolidated (BRGAAP and IFRS) Notional value Foreign currency 03.31.14 Local currency 03.31.13 03.31.14 Fair value 03.31.13 03.31.14 03.31.13 Outstanding sugar futures contracts ICE RAW sugar Hedge Accounting Less than 3 months 3 to 6 months Over 6 months (2,507) - (5,674) - (271) - (135,819) (91,679) (55,560) (24,153) (307,358) (207,469) (111,887) (48,640) (22,189) (8,270) 11,922 4,642 (230,005) (79,713) (520,501) (160,527) (30,730) 16,564 (143,736) 46,170 (26,338) (19,641) (61,283) (4,755) (325,273) 104,482 (59,602) (39,553) (123,411) (9,576) (8,452) 11,474 (11,198) 399 (7,083) 6,919 (123,904) (85,679) (280,393) (172,540) (8,176) Non-Hedge Accounting Maturity: Less than 3 months 3 to 6 months Over 6 months 235 Outstanding sugar options contracts Options - ICE RAW sugar Maturity: Less than 3 months 3 to 6 months Over 6 months 31,181 7,375 70,562 14,851 1,762 (1,222) (12,471) (8,047) - (28,221) (18,210) - 1,242 1,926 - 10,663 7,375 24,131 14,851 4,930 (1,222) 7,133 (4,994) 16,142 (10,058) (25) (6,801) - (1,729) 746 (13,696) - 92 10 (11,795) 15,159 (23,754) Outstanding ethanol futures contracts Futures Ethanol - BMF&Bovespa Maturity: Less than 3 months 3 to 6 months Over 6 months (764) 330 6,699 77 (33,899) 18 18 15,595 27.2 Credit risk The credit risk is managed through the careful analysis of the customer portfolio, the definition of credit limits, and the ongoing control of outstanding positions. In conformity with the Company’s credit policy, using a risk assessment methodology, the Company adopted balance scorecard techniques. The Company adopts hedging instruments, such as collaterals, pledges and guarantees, to mitigate potential credit exposures. Historically, the Company does not record significant losses in trade receivables. 27.3 Liquidity risk The Company operates with a liquidity level considered sufficient for its operations and uses a number of sources of funds to finance its activities. In order to cover possible liquidity deficiencies or mismatches between cash and cash equivalents with short-term maturities, the Company has good relationship with first-class banks, in Brazil or abroad, as well as a credit line with its parent. Moreover, the products financed by the Company are highly liquid and can be easily sold to generate cash or also be provided as a guarantee for financial transactions. In addition, part of the investments, especially those related to sugarcane plantation treatments, is supported by short-term financing and will be realized in the following harvest campaign. Accordingly, the Company and its creditors agreed that for liquidity analysis purposes, 30% of the biologic asset value is recorded in current assets. 76 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) 27.3.1 Liquidity and interest rate tables The tables below show in detail the expected maturity of the Group’s financial liabilities: Com pany (BR GAAP) 3 m onths Less than 1 m onth As at March 31, 2014 Borrow ings and financing Derivative financial instruments Trade payables Accrued payroll and related taxes Taxes payable Other payables As at March 31, 2013 Borrow ings and financing Derivative financial instruments Trade payables Accrued payroll and related taxes Taxes payable Other payables 37,970 72,675 107,550 7,076 9,515 1,020,177 33,487 11,616 29,744 1,834 1 to 5 years 751,425 6,181 Over 5 years 177,982 - Total 2,069,972 110,588 150,693 59,753 19,025 69,716 695 2,540 10,515 - 83,466 143,494 1,099,398 768,121 177,982 2,493,497 221,173 1,061 101,105 6,473 29,205 386,285 31,040 1,524 38,251 644 716,657 7,711 5,198 27,120 1,316 1,278,707 1,037 4,589 54,244 - 2,657,066 40,849 107,827 71,844 35,754 23,569 40,304 14,631 8,493 - 86,997 382,586 498,048 772,633 1,292,826 54,244 3,000,337 than 1 m onth As at March 31, 2013 Borrow ings and financing Derivative financial instruments Trade payables Accrued payroll and related taxes Taxes payable Other payables 82,418 4,426 31,527 22,933 1,495 to 1 year 304,502 Less As at March 31, 2014 Borrow ings and financing Derivative financial instruments Trade payables Accrued payroll and related taxes Taxes payable Other payables 1 to 3 m onths 58,748 72,674 261,023 11,272 25,381 Consolidated (BR GAAP and IFRS) 3 m onths 1 to 3 m onths 305,536 4,426 39,314 36,274 4,239 to 1 year 1,542,752 55,286 33,576 56,043 6,627 1 to 5 years 1,585,876 8,682 45,873 Over 5 years 1,828,828 18,178 - Total 5,321,740 159,246 333,913 103,589 82,120 109,464 22,925 28,704 98,457 - 259,550 538,562 412,714 1,722,988 1,738,888 1,847,006 6,260,158 221,938 1,061 218,484 10,044 37,371 40,045 404,756 31,040 2,195 58,480 3,395 76,901 627,739 26,854 33,365 43,715 49,639 33,367 2,156,089 58,744 11,790 111,933 1,811,290 - 5,221,812 117,699 254,044 112,239 102,195 262,246 528,943 576,767 814,679 2,338,556 1,811,290 6,070,235 27.4 Capital risk The Company manages its capital structure in order to safeguard a continuous return to the Company’s shareholders. The Company monitors capital through financial leverage index analysis; these indexes include adjusted net debt to adjusted EBITDA ratio. In turn, the net debt corresponds to total borrowings and financing (including short- and long-term borrowings and financing), less cash, cash equivalents, short-term investments and highly liquid inventory (ethanol, sugar and allowance for negative inventory margin). The Company includes swap contracts designated for hedge accounting (see note 27.1.2) for the purposes of analyzing the risk of capital net debt. The Company may change its capital structure, in conformity with economic and financial conditions, aiming at optimizing its financial leverage and/or debt management. 27.5 Margin calls Derivative transactions in commodity exchanges (ICE and BM&FBOVESPA) require an initial margin call in guarantee. To trade on the ICE, as at March 31, 2014, the Company has R$42,136 (R$24.602 as at March 31, 2013), fully deposited by the Company’s in cash, through the fiduciary agent Term Commodities Inc, a company under common control. 77 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) To trade on the BM&FBOVESPA, as at March 31, 2014, the Company has R$114,467 (R$38,500 as at March 31, 2013) under a settlement guarantee provided by a prime bank, in the amount of R$20,000, Bank Certificates of Deposit (CDBs), in the amount of R$85,700, and cash deposit in the amount of R$8,767. As at March 31, 2014, the Company’s derivative transactions on the over-the-counter market do not require margin calls. 27.6 Categories of financial instruments The financial instruments recorded in the balance sheet, such as cash and cash equivalents and borrowings and financing, are stated at contractual values, which approximates their fair values due to their short terms and characteristics. Derivatives are specifically recorded at market value based on proper market information and/or evaluation methodologies for each financial instrument. The methods used are a common fair value measurement practice of the financial market. The use of different market inputs and/or valuation techniques might result in amounts different from the recognized realizable value of financial instruments. The fair value of financial instruments not traded in active markets (for example, over-the-counter derivatives) is determined using valuation techniques. The Company uses several methods and makes assumptions that are based on existing market conditions at the end of the reporting period. The fair value of foreign exchange forwards is determined based on forward exchange rates quoted at the end of the reporting period. Com pany (BR GAAP) 03.31.14 Financial assets: Cash and cash equivalents (Note 4) Fair value through profit or loss: Held for trading Held-to-maturity investments (Note 5) Borrow ings and receivables Derivatives designated as hedge accounting (Note 27.1) Financial liabilities: Fair value through profit or loss: Held for trading Derivatives designated as hedge accounting (Note 27.1) Other financial liabilities (*) Consolidated (BR GAAP and IFRS) 03.31.13 03.31.14 03.31.13 210,208 632,312 1,729,602 791,728 8,708 91,289 360,739 23,159 7,315 141,932 387,426 55,396 8,708 118,535 571,660 23,159 7,315 572,211 544,447 55,396 78,773 31,815 2,382,909 35,590 5,259 2,959,488 78,773 80,474 6,100,912 52,154 65,545 5,952,536 (*) As at March 31, 2014, the balance of other financial liabilities consists basically of borrowings and financing, totaling R$2,069,972, Company (R$2,657,066 as at March 31, 2013) and R$5,321,740, Consolidated (R$5,221,812 as at March 31, 2013). 27.7 Measurements at fair value recognized in balance sheet Technical pronouncement CPC 40 (R1) - Instrumentos Financeiros: Evidenciação/IFRS 7 - Financial Instruments: Disclosure defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the primary or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Technical pronouncement CPC 40 (R1)/IFRS 7 also establishes a three-level fair value hierarchy which prioritizes inputs for fair value measurement by an entity in order to maximize the use of observable data and minimize the use of unobservable data. Technical pronouncement CPC 40 (R1)/IFRS 7 describes the three levels of inputs that should be used to measure fair value, which are the following: Level 1 - Quoted prices (unadjusted) in active markets for identical assets and liabilities. Level 2 - Inputs other than the data included in Level 1, where prices are quoted (unadjusted). Fair value measurements of Level 2 are obtained based on other variables besides quoted prices included in Level 1, which are directly observable for an asset or liability, such as prices, or indirectly observable, i.e. based on prices. 78 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) Level 3 - Inputs for the asset or liability that are not based on observable market data (unobservable inputs) because market activity is insignificant or does not exist. The Company’s financial assets and liabilities measured at fair value on a recurring basis and subject to disclosure as required by CPC 40 (R1)/IFRS 7, as at March 31, 2014, are as follows: Level 1 Financial assets at fair value through profit or loss Derivative financial assets Total Com pany (BR GAAP) 03.31.14 Level 2 10,047 21,820 Total 31,867 10,047 21,820 Financial liabilities at fair value through profit or loss Derivative financial liabilities (42,143) (68,445) (110,588) Total (42,143) (68,445) (110,588) Level 1 03.31.13 Level 2 31,867 Total Financial assets at fair value through profit or loss Derivative financial assets 16,799 45,912 62,711 Total 16,799 45,912 62,711 Financial liabilities at fair value through profit or loss Derivative financial liabilities (2,284) (38,565) (40,849) Total (2,284) (38,565) (40,849) 79 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) Consolidated (BR GAAP and IFRS) 03.31.14 Level 1 Level 2 Total Financial assets at fair value through profit or loss Derivative financial assets 10,047 21,820 31,867 Total 10,047 21,820 31,867 Financial liabilities at fair value through profit or loss Derivative financial liabilities (42,143) (117,103) (159,246) Total (42,143) (117,103) (159,246) Level 1 03.31.13 Level 2 Total Financial assets at fair value through profit or loss Derivative financial assets 16,799 45,912 62,711 Total 16,799 45,912 62,711 Financial liabilities at fair value through profit or loss Derivative financial liabilities (2,284) (115,415) (117,699) Total (2,284) (115,415) (117,699) 27.8 Derivative and non-derivative financial instruments with the application of hedge accounting In accordance with accounting practices adopted in Brazil, derivative financial instruments are accounted for at fair value through profit or loss, unless a derivative is designated for hedge accounting. A derivative only qualifies for hedge accounting when all the conditions set out by CPC 38/IAS 39 are met. The adoption of hedge accounting is optional and aims at recognizing gains or losses on derivatives only when the hedged item is realized on an accrual basis and, therefore, reducing the volatility of gains or losses from the mark-to-market of derivatives. The Company applies hedge accounting to account for part of its derivative and non-derivative financial instruments. The Company’s derivatives designated for hedge accounting are: Libor swaps, contracted to mitigate the effect of interest rate fluctuations on the long-term debt; sugar futures and currency forwards (NDFs), which hedge future sales and have been classified as cash flow hedges of highly probable transactions (CPC 38/IAS 39, Item 78 b). As prescribed by paragraph 72 of CPC 38/IAS 39, the Company also opted for using non-derivative financial instruments for hedge accounting, by designating export debts as foreign exchange risk hedges (natural hedge), which hedge future exports and are classified as cash flow hedges. The effective portion of derivative and non-derivative financial instruments designated for hedge accounting to hedge future sales is recorded in the balance sheet in line item “Other comprehensive income (loss)”, in equity, and recognized in profit or loss, in line item “Net operating revenue” upon the recognition of the hedged sale. The ineffective portion is recorded as a finance income (expenses) for the period when it is incurred. 27.9 Sensitivity analysis The table below shows the Company’s sensitivity to the presented risk factor, based on changes in the risk factor considered reasonably possible by Management (probable scenario). The probable scenario is obtained based on future dollar, sugar and ethanol market curves (as at March 31, 2014) and the Group’s expectations for each one of the variables indicated, over a twelve-month period. 80 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) As required by CVM Instruction 475/2008, the sensitivity analysis is also presented to changes in the fair value of financial instruments for another two scenarios, in which market conditions are stressed by 25% and 50% (ethanol and sugar options are included as delta equivalent in futures contracts). The derivative financial instruments are provided to hedge against risks from future cash flows. The non-derivative financial instruments must not be considered as the Company’s net exchange exposure because the table below does not consider the biological asset, as it is not a financial instrument, but it is used in the production of sugar and ethanol for future exports. See Notes 14 and 27.8. Com pany (BR GAAP) Effects on fair value Notional am ount foreign currency Effects on profit or loss Exchange risk Non-derivatives Cash and cash equivalents Trade receivables Trade payables Advances from foreign customers Borrow ings and financing Derivatives Futures and forw ards contracts in foreign currency (DOL+DDI+NDF): Sale Price risk Sugar futures contracts (sale) Ethanol futures contracts (purchase) Effects on equity Exchange risk Non-derivatives Exchange rate change hedge accounting Derivatives NDF hedge accounting Interest rate risk Derivatives Sw ap libor hedge accounting Probable Risk factor scenario 25% stress 50% stress 665 Decrease in US$ 46,703 Decrease in US$ (10,960) Increase in US$ (107,038) Increase in US$ (350,490) Increase in US$ (185) (12,962) (3,042) (29,707) (97,273) (376) (26,422) (6,200) (60,557) (198,290) (752) (52,844) (12,401) (121,114) (396,579) 321,470 Decrease in US$ (87,549) (178,467) (356,934) (39,364) (62,416) (124,832) (1,451) (3,790) (7,580) Increase in sugar price Decrease in 6,699 ethanol price (123,904) (228,600) Increase in US$ (63,444) (129,330) (258,661) (373,542) Increase in US$ (107,650) (219,442) (438,885) 10,000 Decrease in libor interest rate (11) (22) (43) (230,005) Increase in sugar price (86,913) (137,808) (275,616) Price risk Derivatives Futures hedge accounting 81 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) Consolidated (BR GAAP and IFRS) Effects on fair value Notional am ount foreign currency Effects on profit or loss Exchange risk Non-derivatives Cash and cash equivalents Trade receivables Trade payables Advances from foreign customers Borrow ings and financing Derivatives Futures and forw ards contracts in foreign currency (DOL+DDI+NDF): Purchase Price risk Sugar futures contracts (sale) Ethanol futures contracts (purchase) Effects on equity Exchange risk Non-derivatives Exchange rate change hedge accounting Derivatives NDF hedge accounting Interest rate risk Derivatives Sw ap libor hedge accounting Probable Risk factor 46,684 Decrease in US$ 66,669 Decrease in US$ (12,735) Increase in US$ (317,727) Increase in US$ scenario 25% stress 50% stress (12,956) (18,503) (3,534) (88,180) (26,411) (37,718) (7,205) (179,754) (52,823) (75,435) (14,409) (359,508) Increase in US$ (151,703) (309,246) (618,491) 321,470 Decrease in US$ (87,549) (178,467) (356,934) (39,364) (62,416) (124,832) (1,451) (3,790) (7,580) (546,612) Increase in sugar price Decrease in 6,699 ethanol price (123,904) (713,403) Increase in US$ (197,994) (403,608) (807,215) (373,542) Increase in US$ (107,650) (219,442) (438,885) 385,735 Decrease in libor interest rate (8,990) (18,179) (37,177) (230,005) Increase in sugar price (86,913) (137,808) (275,616) Price risk Derivatives Futures hedge accounting 28. COMMITMENTS a) Selling The Group has several arrangements in the sugar and ethanol market under which it commits to sell volumes of these products in future crops. As at March 31, 2014, the volumes of these commitments total 3,057,617 tons of sugar (4,293,985 tons of sugar as at March 31, 2013), 124,020 cubic meters of ethanol (218,061 cubic meters as at March 31, 2013), and electricity supply commitments, assumed in power auctions and free market, which total 11,350 GWh to be supplied by 2035 (11,765 GWh as at March 31, 2013). b) Purchases The Group has several commitments for the purchase of sugarcane from third parties to ensure part of its production in future crops. The volume of sugarcane to be purchased is estimated based on the expected productivity of the areas where the sugarcane plantations are located. The amount to be paid by the Group is determined at the end of each harvest campaign according to the price published by CONSECANA, plus or less other applicable contractual terms. 82 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) As at March 31, 2014, estimated purchase commitments by crop are as follows: Consolidated (BR GAAP and IFRS) Harvest Estim ated area Estim ated quantity (hectares) of cane (Ton) Estim ated am ount 2014/2015 120,494 9,003,082 509,559 2015/2016 109,068 8,148,820 460,511 2016/2017 73,007 5,585,289 313,808 2017/2018 After 2018 58,076 4,352,667 243,879 71,200 5,538,351 309,037 431,845 32,628,209 1,836,794 The Company has commitments to purchase third-party ethanol, by volume of 55,000 cubic meters, in order to fulfill the ANP # 67 regulations requiring the maintenance of stocks of 25% of the volume sold in the preceding calendar to ensure the supply of the Northeast market, where there may not be enough production to ensure supply throughout the whole year. c) Agricultural partnership or lease agreements As at March 31, 2014, the Group is a party to effective lease or agricultural partnership agreements, which should remain effective in future crops, as shown in the table below, aimed at ensuring the supply of sugarcane to its plants. The consideration of lease or agricultural partnership agreements is usually the payment for a certain sugarcane volume to the farmer, whose price, in turn, is determined at the end of each harvest campaign according to the price published by CONSECANA, plus or less other applicable contractual terms. Consolidated (BR GAAP and IFRS) Estim ated quantity of Harvest cane (Ton) Estim ated am ount 2014/2015 4,239,024 238,703 2015/2016 5,033,793 283,762 2016/2017 4,720,186 266,156 2017/2018 After 2018 4,282,059 241,518 12,283,167 705,153 30,558,229 1,735,292 The Company includes the sugarcane volume in leased areas or under agricultural agreements, as indicated above, in the calculation basis of the biological asset’s fair value, according to the assumptions described in Note 14. d) Terminal de Exportação de Açúcar do Guarujá Limitada - TEAG TEAG is a party to an agreement for the lease of a port terminal with Companhia Docas do Estado de São Paulo ("CODESP"), which provides for the payment by TEAG, as lease, of a fixed monthly installment of R$2,1701/m² calculated on a minimum area of 70,000 m² equivalent to R$152 per month or R$1,823 per year, plus a guaranteed variable minimum installment equivalent to R$2,993 per year payable to CODESP, corresponding to R$1,995/ton calculated on a minimum handling of one million and five hundred thousand tons of cargo. The concession granted to TEAG to operate such terminal will expire on July 6, 2018, renewable for additional 20 years, at CODESP’s discretion. 83 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) e) Sociedade Operadora Portuária de São Paulo Ltda. - SOP As a result of the acquisition of Crystalsev Comércio e Representações Ltda.’s control, on December 28, 2011, the Group also has the control over its subsidiary SOP, which holds 50% of TEAG shares. 85% of SOP shares are pledged to financial institutions as collateral of the financing transaction, the total principal of which, as at March 31, 2014, is equivalent to US$47,934 (U$51,871 as at March 31, 2013). This financing is included in the Group’s debt, as indicated in Note 16. The SOP shares held by Biosev Terminais Portuários e Participações Ltda. are pledged to the sellers of the 15% equity interest, as collateral of the price payment obligation for this interest. f) Unacquired surplus assets Due to business successions, the Company is a plaintiff in lawsuits 2616-17.1990.4.01.3400; 0000462.11.1999.4.01.3400; 40872-09.2002.4.01.3400; 0007061-63.1999.4.01.3400 and 0016264-15.2000.4.01.3400, in which its seeks a compensation from the Federal Government for losses arising from pricing differences incurred in the period in which sugar and ethanol prices were frozen. However, even if the Company obtains a favorable decision, due to preceding contractual obligations, any compensation amounts that the Company may receive will be transferred to third parties under the terms of the respective agreements. g) Bank guarantees and collateral insurance The balances of (i) bank guarantee; and (ii) collateral insurance relating to lawsuits, debts, co-generation auctions and collaterals under derivative transactions conducted on BM&FBOVESPA totaled, as at March 31, 2014, R$179,282 and R$109,220, respectively (R$177,000 and R$109,000, respectively, as at March 31, 2013). 29. INSURANCE The Company and its subsidiaries adopt internal risk management policies, including insurance coverage. In addition, they are supported by specialists that guide the preparation of the agreements with the insurance companies, in accordance with the nature of the business and market practices, in order to cover significant losses on their assets and responsibilities. The insurance coverage effective as at March 31, 2014 includes: Maxim um coverage (1) Insurance Assets, responsibilities or interests covered Operating risks Buildings, fixed and machinery equipment of the group’s 13 plants and offices General civil liability Damages against third parties arising from the Company’s operations Vehicles (*) Damages against third parties arising from traffic accidents Management liability (**) Law suits filed against the Company’s management Equipament and improvement Machinery and equipment Guarantee(***) Operations and obligations backed by guarantee Com pany Consolidated 500,000 1,000,000 10,000 20,000 500 500 40,000 40,000 1,100 2,200 275,000 275,000 (1) Equivalent to the maximum coverage for sundry assets and locations. (*) The maximum coverage equivalent to the civil liability by covered vehicle. (**) Company and subsidiaries covered by the same policy. (***) The maximum coverage equivalent to the total amount approved with the insurance companies. Company and subsidiaries share the same maximum indemnity limit. 84 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) 30. EMPLOYEES’ BENEFITS The Company offers its employees a pension plan to allow people to accumulate funds to receive a monthly pension in the future, so that an employee can maintain a dignified standard of living after his or her retirement. The Company’s pension plan is optional for all employees and officers. An employee can elect to join the pension plan and choose one of the two types of plans: 1 - a defined contribution plan (PGBL) or 2 - a life insurance benefit plan (VGBL). Under the plan’s approved rules, an employee can make basic or supplemental contributions, and the Company matches the basic contributions made by each employee, limited to 6.5% of the contribution salary. Additionally, an employee can make extraordinary contributions, which are not matched by the Company. The consolidated amount invested by the Company in the pension plan was R$2,159 as at March 31, 2014 (R$1,813 as at March 31, 2013), recognized in line item “General, administrative and selling expenses”. Due to the features and design of the pension plan, the Company does not incur any future postemployment or actuarial obligations. The Company records a liability related to the deferred variable compensation that will be paid to some employees, totaling R$9,457 as at March 31, 2014 (R$21,964 as at March 31, 2013). 31. SEGMENT INFORMATION The information reported to the key decision maker to base the allocation of funds and assess the performance of the segment focuses on the types of products delivered. However, as the products have similar economic features and production processes, the Company’s management aggregated the products in a single operating segment. Therefore, the Company’s reportable segment pursuant to CPC 22 - Informações por Segmento/IFRS 8 – Operating Segments is “Sugar, Ethanol and Energy”. The segment information are based on the information used by Management, where the Company and its subsidiaries were defined as a single business segment, even though margin performance monitoring is carried out separately on the main Company products. The chief operating decision maker assesses the performance of operating segments based on the products’ margin and geographical information. According to the Company and its subsidiaries’ structure, the analyses are conducted on the following products of the reportable segment: Sugar; Ethanol; Energy; Other products. 85 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) Information by product margin, and geographic areas, used by the key decision makers is as follows: Consolidated (BR GAAP and IFRS) 03.31.14 Consolidated profit (loss) by product Net revenue Sugar 2,217,092 Ethanol 1,669,066 Cost of products sold (1,864,306) (1,553,833) Energy 243,351 (155,818) Gross profit 352,786 115,233 87,533 Gross margin 16% (138,954) 7% (65,203) 36% (6,543) 213,832 50,030 80,990 Selling expenses Operating m argin Other 138,014 Total 4,267,523 (133,159) (3,707,116) 4,855 4% (43) 4,812 560,407 13% (210,743) 349,664 Consolidated (BR GAAP and IFRS) 03.31.14 Sales by geographic area Sugar Asia 1,086,897 49,926 224,523 199,329 - 95,640 - 1,407,060 North America South America 360,246 17,218 - 91 377,555 Africa 259,642 20,648 67,642 9,157 - - 327,284 29,805 Dom estic m arket 1,777,359 439,733 517,869 1,151,197 243,351 95,731 42,283 2,390,959 1,876,564 TOTAL 2,217,092 1,669,066 243,351 138,014 4,267,523 Net revenue Sugar 2,402,812 Ethanol 1,502,156 Energy 190,098 Other 57,143 Total 4,152,209 Cost of products sold (2,049,801) (1,548,945) Europe Foreign m arket Ethanol Energy Other Total 249,255 Consolidated (BR GAAP and IFRS) 03.31.13 Consolidated profit (loss) by product Gross profit 353,011 (46,789) Gross margin 15% (155,600) -3% (60,199) 197,411 (106,988) Selling expenses Operating m argin (123,378) (39,544) 66,720 17,599 35% 66,720 31% (69) 17,530 (3,761,668) 390,541 9% (215,868) 174,673 86 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) Consolidated (BR GAAP and IFRS) 03.31.13 Sales by geographic area Sugar Asia 1,146,849 49,898 67,809 304,005 - 1 - 1,214,659 366,950 324,322 24,259 73,223 - - 391,209 397,545 Dom estic m arket 1,888,019 514,793 469,296 1,032,860 190,098 1 57,142 2,357,316 1,794,893 TOTAL 2,402,812 1,502,156 190,098 57,143 4,152,209 North America Europe Other Foreign m arket Ethanol Energy Other Total 353,903 The Company’s chief decision makers use the operating margin as a tool to measure the recurring operating cash generation capacity and it also allows comparisons with other companies. Operating m argin Other operating expenses Finance expenses Income tax and social contribution Loss for the year Consolidated (BR GAAP and IFRS) 03.31.14 03.31.13 349,664 174,673 (875,209) (469,282) (576,779) (641,026) (364,475) 316,077 (1,466,799) (619,558) Information on key customers As at March 31, 2014, the Group has one customer, its 3related party Louis Dreyfus Commodities Suisse S.A., under common control, that accounts for 29% of the Group’s consolidated revenue. 32. NON-CASH TRANSACTIONS The Company carried out the following investing and financing activities not affecting cash, which, therefore, were not reflected in the statement of cash flows: Com pany Consolidated (BR GAAP) (BR GAAP and IFRS) 03.31.14 Transfer of depreciation to inventories and biological assets Write-off of other comprehensive income to investments Repurchase of shares from non-controlling interests Reversal of provision for equity deficit to short-term investments Transfer from property, plant and equipment to intangible assets Transfer to available-for-sale assets - Usina São Carlos ("USC") Purchase of financed fixed assets Transfer from property, plant and equipment to recoverable taxes Other 13,078 11,626 20,178 24,328 5,151 03.31.13 03.31.14 17,993 35,758 12,701 (2,285) 10,642 (40,556) 5,777 (998) 3,629 12,418 29,659 24,328 5,151 03.31.13 (24,806) 13,337 (40,556) 5,777 (2,078) (998) 33. APPROVAL OF FINANCIAL STATEMENTS The financial statements were approved by the Company’s management and authorized for issue on June 5, 2014. 87 Biosev S.A. Notes to the Financial Statements For the Year Ended March 31, 2014 (Amounts in thousands of Brazilian reais, unless otherwise stated) OPINIONS AND STATEMENTS As Directors of Biosev SA, we declare under Article 25, Paragraph 1, Item VI, CVM Instruction 480 of December 7, 2009, that we reviewed, discussed and agreed with financial statements and the terms of the external auditors’ report on financial statements at March 31, 2014. São Paulo, June 5, 2014 Rui Chammas Chief Executive Officer Evandro S. Pause Chief Operating Officer Paulo Prignolato Chief Financial and Investor Relations Officer 88 NET REVENUE REACHES R$4.3 BILLION AND ADJUSTED EBITDA AMOUNTS TO R$1.1 BILLION IN THE 2013/14 CROP YEAR São Paulo, June 10, 2014 - Biosev, the world’s second largest sugarcane processor, with 11 industrial units strategically located in 4 Agroindustrial Clusters in Brazil, announces its results for the 2013/14 crop year. Bovespa: BSEV3 Stock price on 6/9/14: R$7.00 Shares outstanding: 206.810.613 Market cap: R$1.4 billion Conference Call Portuguese June 11, 2014 11 am (Brasilia Time) 10 am (NY-EST) 3 pm (London-GMT) Dial-in: (11) 3193-1001 Code: Biosev Replay: (11) 3193-1012 Code: 4810680# Conference Call English June 11, 2014 12 pm (Brasilia Time) 11 am (NY- EST) 4 pm (London-GMT) Dial-in: 1-412-317-6776 Code: Biosev Replay: +1 412-317-0088 Code: 10044389 Investor Relations E-mail: ri@biosev.com Phone: +55 (11) 3092 5371 www.biosev.com/ir HIGHLIGHTS Sugarcane crushing of 30 million metric tons, the highest volume of the last three years; Gross Revenue of R$4.5 billion and Net Revenue of R$4.3 billion, representing growth of 2.8%; Cogeneration net revenue grows 28% to reach R$243 million; Increase in cogeneration efficiency of 13.2% to 23.7 kWh/ton crushed; The Ribeirão Preto Cluster registered a capacity utilization rate of 87.4% and TCH of 83.3 tons/hectare, with total crushing volume of 17 million tons; Adjusted Net Debt reduction of R$358 million, equivalent to 9.8%. Biosev is the world’s second largest sugarcane processor, with 11 industrial units strategically located in four Agroindustrial Clusters in Brazil. The Company is controlled by the Louis Dreyfus Commodities group and began operating in the sugar and ethanol industry in 2000, when it acquired its first unit in Brazil. Since then it has built a successful track record of growth through both acquisitions and expansion projects that have led its crushing capacity to increase from 0.9 million metric tons/year in 2000 to 36.4 million metric tons/year today. Biosev manages 340,000 hectares of land and has surplus biomass power generation capacity of 1,346 GWh. The Company adopts the highest standards of corporate governance and its stock is traded on the Novo Mercado segment of the Brazilian stock exchange (BM&FBovespa). 1. MESSAGE FROM MANAGEMENT The 2013-14 crop year proved very challenging and intense for Biosev’s businesses. To confront this reality, the Company implemented comprehensive structural adjustments to surmount the macroeconomic and sectorial challenges that continue to affect Brazil's sugar and ethanol industry. In this context, on March 20, Biosev approved, through its Board of Directors, the Business Plan for the 2014-18 period. The Plan’s main objective is to attain positive and sustainable free cash flow generation starting already in the 2014/15 crop year. To achieve this goal, the Company reorganized its Agroindustrial Clusters and decided to create the Ribeirão Preto Cluster (RP), which together with the Mato Grosso do Sul (MS), Northeast (NE) and Leme-Lagoa da Prata Clusters, consolidates annual sugarcane crushing capacity of 36.4 million metric tons. Biosev also conducted a thorough analysis of the economic feasibility of its 12 mills and opted for the continued operation of 11 of them. The Jardest Mill in São Paulo was put into hibernation, with its biological assets to be used by the other mills located in the Ribeirão Preto region, which will improve their operating efficiency. This process also led to the decision to reduce the organization's hierarchical levels, with the number of managers and directors decreasing by 20%. The Company has a well consolidated and competitive platform of assets installed in Brazil and will now prioritize the capture of productivity gains and operating efficiencies within this structure. The initial results have already begun to emerge. This crop year ended in March, with crushing volume reaching 30 million metric tons, which is the best result of the last three years and was achieved despite the adverse weather conditions during the year, in particular the frosts that affected sugarcane fields at the Mato Grosso do Sul Agroindustrial Cluster. Another highlight was the improvement in capacity utilization, which reached 79%, though still with further room for improvement. Biosev has decided to maintain its level of investment in planting, crop treatments and industrial maintenance in line with the levels of previous crop years, which will favor the sustainability of the planned results. On the other hand, its investments in expansion projects will be reduced in the 2014/15 crop year. It is worth mentioning that Biosev, which is the world’s second largest cane processor, has concluded an important cycle of investments that culminated in the startup of Cogeneration Units at the Lagoa da Prata and Passatempo mills, the latter in May 2013. With the startup of these units, our surplus cogeneration capacity increased from 973 GWh in 2010 to 1,346 GWh currently, significantly above the current level of power sales, which demonstrates the important potential for improvement in results as the volume of power sales nears our cogeneration capacity. On the financial front, the priority is to lengthen the debt maturity profile and reduce leverage, which will be supported by positive free cash flow and the implementation of structured financing operations, some of which in an advanced stage of execution. Measures to reduce working capital needs are also already being implemented. The sugar and ethanol industry is cyclical by nature, with periods of high and low profitability alternating over the years, and is currently facing a down cycle caused by the investments made in the first half of the last decade. Sugar prices in particular are determined in global markets based on the product’s supply90 demand balance. As such, we expect demand growth to outpace supply growth in this coming crop year, which points to an upward trend in sugar prices. With regard to ethanol, the loss of parity between domestic and international gasoline prices has adversely affected Biosev's results. The effects of this pricing policy have damaged not only the sugar and ethanol industry, but also Brazil’s balance of trade. The maintenance of this policy in the medium and long term is undoubtedly questionable. We believe we have taken the measures needed to confront this challenging macroeconomic and industry environment. We are focused on executing our business plan and monitoring results in a disciplined manner and remain firm in our commitment to create value for all our shareholders. In closing, I would like to take the opportunity to thank all of our Clients, Suppliers, Employees, Partners, Shareholders and Business Institutions that have cooperated with Biosev over this last year and are engaged in our entrepreneurial project. Rui Chammas Chief Executive Officer 91 2. OPERATING PERFORMANCE The following table presents key indicators for operating efficiency and productivity, which are analyzed in this section: Efficiency and Productivity 4Q14 4Q13 % 13/14 12/13 % Crushing ('000 tons) Own Third Parties TCH - Agricultural yield (ton/ha)¹ Sugarcane TRS (kg/ton) Mechanization (%)* RTC (%)** 948 556 392 47.1 124.7 73.6% 89.3% 694 533 162 38.1 127.4 78.4% 89.2% 36.6% 4.4% 142.7% 23.7% -2.1% -4.8 p.p. 0.1 p.p. 30,009 17,623 12,386 71.0 124.9 94.7% 92.1% 29,533 18,515 11,018 71.1 133.0 93.0% 91.4% 1.6% -4.8% 12.4% -0.1% -6.1% 1.7 p.p. 0.7 p.p. *Only considers own cane harvested ** Total Recovered Sugar Adjusted: An indicator that measures the efficiency of the industrial process, expressed as the percentage of sugar recovered from the mill's sugarcane input. 2.1 Operating Efficiency Biosev recorded crushing volume of 30 million metric tons in the 2013/14 crop year, which was the largest crop of the last three years. A highlight was the Ribeirão Preto Agroindustrial Cluster, which recorded a 3.3% increase in crushing volume from the previous crop year. In the 2013/14 crop, own cane accounted for 58.7%, compared to 62.7% in the previous season. The decrease is mainly explained by the sale of the biological assets of the São Carlos Mill last year, which led to the conversion of 900,000 metric tons of own cane to third-party cane and to a reduction in the percentage of own cane. In addition to that, the frost in MS, that affected mostly our own cane, also contributed for this mix. Biosev continued to improve its operating efficiency this season and increased its capacity utilization rate from 73.8% to 79.2%. This performance was led by the Ribeirão Preto Cluster, which registered capacity utilization of 87.4%, increasing 11 p.p. from the prior crop year. The result reflects the improvement in yields on own cane fields combined with the higher volume of cane sourced from third parties. The shutdown of the São Carlos mill in Jaboticabal also contributed to the increase in capacity utilization rate in the Ribeirão Preto Cluster. The following charts show the evolution in installed capacity utilization rates and total crushing volume at the Ribeirão Preto Cluster. 92 Crushing Volume (‘000 tons) vs. Capacity Utilization (%) Ribeirão Preto Cluster 76% Total 79% 74% 69% + 1.6% Ribeirão Preto Cluster 87% 64% Título do Gráfico +7.3% + 3.3% +19.3% +3.3% +19.3% 27,514 29,533 30,009 11/12 12/13 13/14 11/12 12/13 Crushing ('000 tons) 13,816 16,482 17,034 11/12 12/13 13/14 13/14 Capacity Utilization (%) 2.2 Productivity 2.2.1 Tons of Cane per Hectare (TCH) The yields of the sugarcane fields measured in TCH remained stable compared to the 2012/13 crop year, at 71.0 ton/ha. This performance was heavily impacted by the frosts that affected the Mato Grosso do Sul Agroindustrial Cluster in 2Q14. The higher yields of cane fields in the Ribeirão Preto region helped keep TCH relatively stable on a consolidated basis in relation to the prior season, despite the frosts. The increase in yield is explained primarily by the use of the double alternate row planting technique and by the improvement in crop management, with optimization of crop age and varieties and better planning of harvest operations. As a result, TCH increased from 78.1 ton/ha to 83.3 ton/ha this season at the Ribeirão Preto Agroindustrial Cluster, which represents a 6.6% increase in yield. The following charts show the evolution in total TCH and specifically at the Ribeirão Preto Cluster. 93 Evolution in TCH (ton/ha) Ribeirão Preto Cluster Consolidated +6.6% -0.1% +3.0% +11.6% 69.0 71.1 71.0 69.9 78.1 83.3 11/12 12/13 13/14 11/12 12/13 13/14 2.2.2 Sugarcane Total Recoverable Sugar (TRS) Cane TRS content decreased 6.1% from the 2012/13 crop year to close the season at 124.9 kg/ton. The decrease was mainly due to the adverse weather conditions during this crop year, especially the frosts at the Mato Grosso do Sul Cluster. At the Ribeirão Preto Cluster, TRS content declined by 3.1% in the 2013/14 crop year, mainly due to the above-average rainfall between March and June 2013. In 4Q14, cane TRS content was 124.7 kg/ton, or 2.1% lower than in 4Q13. The following charts show the change in TRS between periods: Evolution in Sugarcane TRS (kg/metric ton) Ribeirão Preto Cluster Consolidated -1.3% +0.2% -3.1% -6.1% 132.7 133.0 124.9 135.7 134.0 129.9 11/12 12/13 13/14 11/12 12/13 13/14 94 2.2.3 Mechanization The harvest mechanization rate on own fields reached 94.7% at the close of the 2013/14 crop year, increasing 1.9 p.p. from the 2012/13 crop year. This performance is explained by investments made over the past few years to improve harvest technology. 2.3 Production Production in terms of TRS amounted to 3.7 million metric tons, a decrease of 2.4% from the 2012/13 crop year, mainly reflecting the 6.1% reduction in cane TRS content in the period. The decrease was partially offset by the 1.6% increase in crushing volume and the 0.7 p.p. increase in industrial efficiency measured by RTC. The production mix was balanced this season, with 51% of production directed to sugar, compared to 61% in the previous crop. The result reflects Biosev’s operating flexibility, which represents an important competitive advantage of the company. The following table shows volumes and production mix: P ro duc tio n 4Q14 4Q13 Sugar Mix (%) Production ('000 tons)* Sugar ('000 tons) Ethanol ('000 m³) Cogeneration (GWh)³ 37,5% 124 41 48 43 36,5% 82 26 32 17 % - 51,5% 56,0% 48,6% 151,3% 13/14 12/13 51,1% 3.767 1.723 1.150 712 61,0% 3.860 2.136 952 619 % - -2,4% -19,3% 20,7% 15,0% *Amounts in tons of TRS. It considers the conversion factors applied in São Paulo State, pub lished in Consecana Manual. In 4Q14, production measured in metric tons of TRS increased 51.5%, which is mainly explained by the shifting of the crop in the country's Northeast. This performance was influenced by the all-time high crushing volume at the Giasa mill, which corresponded to 1.1 million tons annually. 2.4 Cogeneration Cogeneration destined for sale increased 15.0% in the 2013/14 crop year to 712 GWh. The increase was due to the higher surplus power available for sale, which is explained by the investment to expand surplus power capacity at the Lagoa da Prata (LPT) mill, which was concluded in July 2012, and at the Passatempo (PTP) mill, which was concluded in May 2013, as well by an increase in productivity at Biosev’s cogeneration units. Productivity, measured in kWh of power sold per metric ton of cane crushed, increased by 13.2%, from 21.0 kWh/ton to 23.7 kWh/ton, due to the startup of the new thermal power plants equipped with new technology steam boilers. At the Mato Grosso do Sul Cluster, for instance, cogeneration efficiency increased by 15.4% to 27.9 kWh/ton in the 2013/14 crop year. In 4Q14, surplus cogeneration increased 151.3% to 43 GWh, reflecting the shifting of the crop in the Northeast Cluster, which resulted in higher crushing volume in the quarter, and, to a lesser extent, due to energy produced from outsourced biomass. 95 The following charts show the evolution in cogeneration: Evolution in Cogeneration Total 20.7 +8.4% Mato Grosso do Sul Cluster 23.7 Total 21.0 +15.0% 21 21 Polo MS 24.2 22.7 24 Ribeirão Preto Cluster 27.9 20.7 27.9235 24.1950 23 17.6 17.4 +21.7% +20.4% +7.6% +4.5% 571 619 11/12 12/13 571 11/12 712 619 13/14 12/13 712 171 13/14 11/12 Cogeneration (GWh) 179 171 192 179 192 12/13 11/12 13/14 12/13 240 13/14 11/12 289 352 12/13 13/14 Cogen/Crushing (kWh/tons) 3. ECONOMIC AND FINANCIAL PERFORMANCE 3.1 Net Revenue Biosev recorded net revenue of R$4.3 billion in the 2013/14 crop year, increasing 2.8% from the 2012/13 crop year. The increase reflects the higher ethanol sales volume in both the domestic and export markets and the 28.0% increase in cogeneration revenue. In 4Q14, net revenue amounted to R$852 million, decreasing 11.5% from 4Q13, reflecting the lower sugar sales volume in the 2013/14 intercrop period compared to the same period last year. The following table presents a breakdown of revenue by product and market: Net Revenue (R$ Thousand) 4Q14 4Q13 Sugar Domestic Market Export Market Ethanol Domestic Market Export Market Energy* Other Products 332,569 110,331 222,238 464,259 405,509 58,750 52,325 3,325 Total 852,478 % 13/14 12/13 % 585,454 128,801 456,653 376,956 320,906 56,050 (4,512) 5,600 -43.2% 2,217,092 2,402,812 -14.3% 439,733 514,793 -51.3% 1,777,359 1,888,019 23.2% 1,669,066 1,502,156 26.4% 1,151,197 1,032,860 4.8% 517,869 469,296 243,351 190,098 -40.6% 138,014 57,143 -7.7% -14.6% -5.9% 11.1% 11.5% 10.4% 28.0% 141.5% 963,498 -11.5% 4,267,523 4,152,209 2.8% *In March 2013, returns related to previous quarters totaled R$27.6 million, affecting the energy revenue, which explains the negative net revenue in the 4Q13. There was also a reclassification of approximately R$7.4 million b etween energy and other products revenue. 96 The following charts show the evolution in net revenue by product: Net Revenue by Product (%) 12/13 4.6% 13/14 1.4% 5.7% 3.2% 36.2% 39.1% 52.0% 57.9% The following charts present a breakdown of net revenue by market, with the increase of sugar exports to countries in Africa, Latin America and the Middle East, as a highlight: Net Revenue by Market (%) 12/13 13/14 43.2% 56.8% 44.0% 56.0% 3.1.1 Sugar Net revenue from sugar sales amounted to R$2.2 billion in the 2013/14 crop year, which represents a decrease of 7.7% from the previous crop year. The decrease was directly related to the shift in the production mix in the crop year, with a higher share of ethanol. Note that Biosev's average sugar price for the 2013/14 crop was 1.2% higher than for the 2012/13 crop, despite the drop of approximately 20% in average sugar prices in international markets (#NY11). The appreciation in the U.S. dollar against the Brazilian real (average in period) of some 8% in the period also helped offset the drop in sugar prices. In 4Q14, revenue from sugar sales decreased 43.2% and was directly impacted by the 44.0% reduction in sales volume in the intercrop period. 97 The following charts present comparisons of sugar prices and volumes for the last two crops and a breakdown of revenue by type of sugar for the 2013/14 crop: Sales Volume (‘000 metric tons) and Average Sales Price (R$/metric ton) 1,049 1,037 882 1,038 1,041 926 879 798 2.399 2.187 -8,9% 1,814 1,712 602 -44,0% 440 337 162 212 125 585 475 4T13 4T14 12/13 13/14 Revenue by type of sugar, % 12/13 13/14 4.5% 5.1% 20.3% 24.0% 70.9% 75.2% 3.1.2 Ethanol Net revenue from ethanol sales was R$1.7 billion in the 2013/14 crop year, increasing 11.1% from the previous season. The increase reflects the shift in the production mix to prioritize ethanol due to the higher profitability observed in the domestic market. Average prices increased 6.7% compared to the prior year, led by a 9.9% increase in domestic prices. Revenue growth was also driven by the 10% increase in demand for anhydrous ethanol in the domestic market. In 4Q14, ethanol revenue increased 23.2%, from R$377 million in the 2012/13 crop year to R$464 million in the 2013/14 crop year, mainly due to the higher prices in both the domestic and export markets. 98 The following charts show ethanol volumes and prices in both crop years and a breakdown by type of ethanol for the 2013/14 crop year: Sales Volume ('000 m³) and Average Sales Price (R$/m³) 1,454 1,430 1,388 1,394 1,361 1,401 1,238 1.171 1,273 292 40 +10,9% +4,1% 1.219 337 373 834 846 12/13 13/14 324 40 252 284 4T13 4T14 Revenue by type of ethanol, % 12/13 13/14 6.4% 42.2% 5.8% 51.4% 43.0% 51.2% 99 3.1.3 Energy Biosev has energy cogeneration units at all 11 of its industrial sites and is energy self-sufficient during the harvest period. Of these mills, 9 produce surplus power for sale. Net revenue from power sales in the 2013/14 crop year was R$243 million, increasing 28.0% from the 2012/13 crop year. Net revenue growth in the period was driven by: (i) the higher volume of cogeneration power due to the startup of the Passatempo mill; (ii) the additional cogeneration biomass power acquired in the market; (iii) the higher spot prices for energy, which reached the ceiling of R$823/MWh. The following charts show the variation in cogeneration power volumes and prices between the periods: Sales Volume (GWh) and Average Sales Price (R$/MWh) 297 187 178 234 +6,0% 1,225 +79,0% 1,298 176 99 4T13 4T14 12/13 13/14 *Excludes the effects from the power returned to CCEE (Electricity Trading Chamber) in the 2012/13 season for price-calculation purposes. 3.1.4 Other Products Revenue from Other Products amounted to R$138 million, increasing 141.5% from the previous season. Revenues from dry yeast, powdered molasses, raw and hydrolyzed bagasse for animal feed among others are recorded in this line. 100 3.1.5 Inventories The level of sugar and ethanol inventories remained in line with company’s expectations for the end of the intercrop period. The table below shows the ending position in each crop year: Inventories* Vol u m es S u gar ( '000 t on s ) & E t han ol ( '000 m ³ ) R$ T hou s an ds 13/14 12/13 % 13/14 12/13 % 70 95 71 107 -2.0% -10.6% 42,374 129,319 49,652 148,531 -14.7% -12.9% Sugar ('000 tons) Ethanol ('000 m³) * Inventories at cost price (it considers provision for negative margin) 3.2 Cost of Goods Sold (COGS) In the 2013/14 crop year COGS amounted to R$3.7 billion, down 1.5% from the previous crop year. Cash COGS ex-resale (excluding non-cash effects and resale costs) increased 2.7% from the prior season to end the crop year at R$1.9 billion. The main factors impacting COGS were: i) The 3.5% increase in raw material costs due to the higher proportion of third-party cane in the mix. The increase was partially offset by the 3.3% decrease in the ending TRS price per kilogram in São Paulo (CONSECANA), which ended the 2013/14 crop year at R$0.4572 kg/ton, compared to R$0.4728 kg/ton for the 2012/13 crop year. ii) The 14.3% decrease in expenses with industrial inputs basically reflects the lower production of refined and crystal sugar (down some 20%), which resulted in lower packaging costs. In 4Q14, cash COGS ex-resale decreased by 26.7% due to lower raw material and input costs. The following table presents a breakdown of COGS as well as unit cash COGS in R$/ton of TRS Product: COGS (R$ Thousand) 4Q14 4Q13 (720,208) (219,979) (939,266) (364,216) (111,264) (175,421) -36.6% (79,622) (123,244) -35.4% (29,093) (65,551) -55.6% Cash COGS Personnel Raw materials Industrial inputs and services Resale (500,229) (95,701) (226,313) (26,401) (151,814) Cash COGS w/o resale Total COGS Non cash items Planting Amortization Depreciation and Amortization Losses from changes in the Fair Value minus estimated costs of selling Biological Assets (realized) Total in TRS Product (`000 tons)* Unit Cash COGS¹ w/o resale (R$/Ton) 13/14 12/13 % -23.3% (3,707,116) -39.6% (1,080,704) % (3,761,668) (1,457,877) -1.5% -25.9% (182,064) (390,389) -53.4% (432,886) (545,170) -20.6% (465,754) (522,318) -10.8% (575,050) (99,967) (329,163) (45,943) (99,977) -13.0% (2,626,412) (2,303,791) -4.3% (458,486) (428,776) -31.2% (1,256,032) (1,213,636) -42.5% (143,667) (167,704) 51.8% (768,227) (493,675) 14.0% 6.9% 3.5% -14.3% 55.6% (348,415) (475,073) -26.7% (1,858,185) (1,810,116) 2.7% 687 (507) 1,030 (461) -33.3% 10.0% 3,664 (507) 4,069 (445) -9.9% 14.0% *Amounts in tons of TRS. It considers the conversion factors applied in São Paulo State, pub lished in Consecana Manual. 101 3.2.1 Unit COGS Unit cash COGS excluding the effects from resale increased 14.0% in the 2013/14 crop year to R$507 per metric ton of TRS. The increase was mainly due to the 6.1% decrease in cane TRS content, resulting primarily from the weather events already disclosed, in particular the frost in the MS Cluster, which led to a reduction in the production of TRS product in the period. In 4Q14, unit cash COGS excluding resale costs increased 10.0%, mainly due to the higher proportion of third-party cane in the mix. 3.3 Gross Profit Gross Profit amounted to R$560 million in the 2013/14 crop year, increasing 43.5% from the prior year. The increase reflects the changes in the following non-cash COGS items: (i) the R$208 million reduction in planting amortizations, mainly due to the reduction in own cane crushing in the current crop year; (ii) the R$112 million reduction in depreciation and amortization, which is essentially explained by the shorter intercrop period in 2013/14 compared to 2012/13. Cash Gross Profit amounted to R$1.6 billion, decreasing 11.2% in the year. The decline was due to the 14% increase in cash COGS, as described in item 3.2. The following charts show the changes in cash Gross Profit and cash Gross Margin between the periods: Gross Profit (R$ ’000) and Gross Margin (%) – Cash Basis 45% 41% 40% 41% 40% 1,848 388 -9,3% 352 388 38% -11,2% 1,641 352 -9,3% 4Q13 4Q14 12/13 4Q13 4Q14 Gross Profit Gross Margin (Cash) 13/14 102 3.4 Selling, General and Administrative (SG&A) Expenses SG&A expenses amounted to R$525 million at the end of the 2013/14 crop year, increasing 2.2% from the 2012/13 crop year. The item that most contributed to the increase was Services, whose expenses were associated with consulting projects. The increase was partially offset by the 25.0% decrease in shipping expenses due to the lower volume of sugar exports in the year. In 4Q14, SG&A expenses decreased by 20.8% compared to 4Q13, due to the reduction in freight and shipping expenses resulting primarily from the lower sugar sales volume. The following table presents a comparison of SG&A expenses between the periods: S G &A (R $ T ho us and) 4T 14 4T 13 Personnel Freight Services Shipping Charges Others (35,237) (20,129) (26,684) (3,068) (9,201) (33,759) (40,494) (27,225) (6,759) (10,886) Total Expenses (Cash) (94,319) (119,123) % 13/14 12/13 % 4.4% -50.3% -2.0% -54.6% -15.5% (149,653) (166,948) (136,493) (29,578) (42,493) (144,964) (168,487) (124,564) (39,430) (36,204) 3.2% -0.9% 9.6% -25.0% 17.4% -20.8% (525,165) (513,649) 2.2% As a percentage of net revenue, SG&A expenses in the 2013/14 crop year were 12.5%. This figure includes the expenses with personnel and administrative items at the agroindustrial units (PAE), which amounted to R$143 million. Excluding these expenses, SG&A expenses corresponded to 9.0% of net revenue for the 2013/14 crop year, in line with the previous period. 3.5 EBITDA Adjusted EBITDA(1)(2) in the 2013/14 crop year amounted to R$1.1 billion, decreasing 10.7% from the previous crop year. Adjusted EBITDA margin was 26.9%, contracting by 4.1 p.p. from the 2012/13 crop year. The main factors that contributed to this result were: i) the 14.0% increase in cash COGS, as already discussed in item 3.2; ii) the positive impact from the reversal of non-recurring items(3) accounted as Other Operating Expenses in the amount of R$424 million, which was due to the provision for the write-off of 1 EBITDA corresponds to earnings before net financial income (expenses); depreciation, amortization and depletion; and income and social contribution taxes on net income for the period. Among other metrics, we use EBITDA as a measure of our operating performance and operating cash flow generation. Adjusted EBITDA is calculated based on EBITDA (CVM 527 Instruction), excluding non-cash effects and non-recurring items. 2 EBITDA is not a measure for financial performance in accordance with accounting practices adopted in Brazil (BR GAAP, IFRS) and should not be considered as an alternative to net income, as an indicator of operating performance, as an alternative for operational cash flow or as a measure of liquidity. EBITDA does not consider certain costs, which could significantly affect our profits, such as financial expenses, taxes, depreciation and amortization, thus limiting its use as a measure of our profitability. 3 Non-recurring items resulting from one-off events that do not tend to repeat in other periods and therefore do not reflect the typical results of the Company’s operation. 103 assets and expenses with the organizational restructuring, as already announced in a Material Fact to the market. Excluding the effects from resale, adjusted EBITDA margin stood at 31.7% in the 2013/14 crop year, compared to 35.3% in the previous crop. As already mentioned, adverse weather conditions negatively impacted Biosev results. The amount of this impact in the adjusted EBITDA was estimated at R$ 328 million for the 2013/2014 crop year. In 4Q14, adjusted EBITDA amounted to R$269 million, increasing 6.3% compared to 4Q13. This positive variation mainly reflects the 13.0% reduction in cost of goods sold. The composition of Adjusted EBITDA and the reconciliation of EBITDA to Adjusted EBITDA, as well as a chart with the quarterly evolution in Adjusted EBITDA are presented below: EBITDA Composition (R$ Thousand) Net Revenue Unit Net Revenue (R$/Ton) Cash COGS Unit Cash COGS (R$/ton) Gross Profit Unit Gross Profit (R$/Ton) Cash SG&A Equity in subsidiaries (TEAG) Others Operating Revenue/Expenses Unit hibernation and asset impairment Non-recurring items 4Q14 4Q13 % 13/14 12/13 % 852,478 963,498 -11.5% 4,267,523 4,152,209 2.8% 941 854 10.2% 975 920 6.1% (500,229) (575,050) -13.0% (2,626,412) (2,303,791) 14.0% (552) (510) 8.3% (600) (510) 17.7% 352,249 388,448 -9.3% 1,641,111 1,848,418 -11.2% 389 344 12.9% 375 409 -8.4% (94,319) 12 (399,484) 370,052 40,770 (119,123) 1,806 66,504 (84,388) -20.8% -99.3% - (525,165) 6,787 (399,065) 370,052 54,097 (513,649) 6,321 8,656 (63,724) 2.2% 7.4% - 269,281 31.6% 253,247 26.3% 6.3% 5.3 p.p. 1,147,817 26.9% 1,286,022 31.0% -10.7% -4.1 p.p. 4Q 14 4Q 13 13/14 12/13 NET INCOME (LOSS) (1,017,684) Financial income 56,578 Depreciation and Amortization 199,792 Fair value amortization of TEAG concession through Equity in subsidiary Income Tax and Social Contribution 291,604 EBITDA (469,710) Margem EBITDA -55.1% (185,440) 74,007 307,316 (1,466,799) 576,779 649,661 (619,558) 641,026 972,162 Adjusted EBITDA Adjusted EBITDA Margin EBITDA Reconciliation (R$ Thousand) Earnings (Losses) decurring of fair value changes minus estimated costs for selling bio assets (Realized) Fair value amortization of TEAG concession through Equity in subsidiary Unit hibernation and asset impairment Non-recurring items Adjusted EBITDA Adjusted EBITDA Margin (104,571) 91,313 9.5% 326,069 244,223 2,100 2,100 370,052 40,770 269,281 31.6% (84,388) 253,247 26.3% % 448.8% -23.6% -35.0% - - - % 136.7% -10.0% -33.2% - -64.6 p.p. 364,475 124,116 2.9% (316,077) 677,553 16.3% 33.5% 591,153 663,094 -10.8% 8,399 9,099 -7.7% 6.3% 5.3 p.p. 370,052 54,097 1,147,817 26.9% (63,724) 1,286,022 31.0% -81.7% -13.4 p.p. -10.7% -4.1 p.p. 104 Evolution in Adjusted EBITDA (R$ million) 30.0% 26.3% 31.6% 25.5% 20.7% 253 220 400 259 269 4Q13 1Q14 2Q14 3Q14 4Q14 Adj EBITDA Adj EBITDA Margin 3.6 Hedge The Hedge Policy of Biosev has as its main goal the protection of its future cash flows. The following table shows the aggregate position of our hedged sugar volumes and prices via material contracts and derivative instruments on March 31, 2014: Pricing on 03/31/14 Sugar NY11 Volume ('000 tons) Average Price (cUS$/lb) Exchange Rate US$ Volume (US$ million) Average Price (R$/US$) Crop 14/15 15/16 1,248 18.27 68 18.54 355 2.39 19 2.66 105 3.7 Financial Result The net financial result in the 2013/14 crop year was an expense of R$577 million, decreasing 10.0% compared to the prior crop year. Net exchange variation was a loss of R$184 million, increasing by 53.4% from the exchange variation loss of R$120 million in the previous crop year. This change was due to the depreciation in the Brazilian real against the U.S. dollar of 12.4% in the period, compared to 10.5% in the previous crop year. This above amount represents approximately 50% of the total exchange variation incurred in the crop year, since the remaining portion was deferred to shareholders’ equity4, in accordance with our Hedge Accounting policy. Excluding the effects from exchange variation, the net financial result was an expense of R$393 million, decreasing 24.5% from the previous crop year. This change was impacted by the following: i) the 11.6% decrease in interest expenses due to the reduction in the average debt balance between the periods. ii) the increase in interest income due to the higher balance of cash and marketable securities in the year: R$1.8 billion at the end of the 2013/14 crop year compared to R$1.4 billion at the end of the 2012/13 crop year; iii) the 42.6% decrease in net derivative expenses, mainly due to the R$51 million gain from currency derivatives. This gain reflects the higher deferral of exchange variation to the other Comprehensive Income Account (OCI) in the period, in accordance with our Hedge Accounting policy. In 4Q14, the net financial result was an expense of R$57 million, decreasing 23.6% from 4Q13 due to the reduction in interest expenses between the periods. The following table shows the change in the financial result between the periods: Financial Result (R$ Thousand) Financial Result, Net FX Variation Financial Result before FX Interest - Expenses Interest - Revenues Derivative transactions Others Revenues/Expenses 4Q14 4Q13 % 13/14 12/13 % (56,578) (74,007) -23.6% (576,779) (641,026) -10.0% 27,580 27,106 1.7% (184,040) (119,985) 53.4% -16.1% -30.4% -26.6% 94.7% -5.8% (393,403) (352,931) 38,929 (59,433) (19,304) (521,041) (399,142) 12,180 (103,539) (30,540) -24.5% -11.6% 219.6% -42.6% -36.8% (84,822) (61,599) 3,397 (18,917) (7,039) (101,113) (88,557) 4,630 (9,715) (7,471) On March 31, 2014, the U.S. dollar exchange rate was R$2.26/US$. 4 Accounted as Other Comprehensive Income 106 3.8 Net Income (Loss) The Company recorded a net loss of R$1.5 billion in the 2013/14 crop year. In addition to the aforementioned factors, the result was adversely affected by the noncash accrual of R$467 million related to the write-off of deferred income tax assets, as already announced in a Material Fact to the market. Excluding the non-recurring effects derived from the 2014 Business Plan, the net loss for the period was R$725 million, which is compared to net loss of R$620 million in the previous crop year. As already mentioned, adverse weather conditions also negatively impacted Biosev results. The amount of this impact was estimated at R$328 million before taxes for the 2013/2014 crop year. 4. CAPITAL EXPENDITURE Over the last few years, Biosev has built a competitive platform of assets as a result of an expansion cycle in investments made with capital discipline. Biosev plans to use this platform to support its growth based on improvements in yield and efficiency. In this scenario, the Company will continue to invest in planting, treatments and industrial maintenance in amounts similar to previous crop years, while substantially reducing its investments in expansion. Investments in the 2013/14 crop year amounted to R$1.2 billion, decreasing 10.3% from the previous season. The main driver of this reduction between the periods was the lower expenditures with expansion projects, given the conclusion of the Passatempo cogeneration project in Mato Grosso do Sul that started operation in May 2013. This variation is also explained by the following factors: (i) the increase in industrial maintenance, as a result of a longer crop season; (ii) the increased efficiency of harvesters, which reduced the need for fleet renewal and consequently for investments in agricultural maintenance; and (iii) the conclusion of projects to adapt the mills to environmental standards, which led to a reduction in the line “Other.” The following table presents a breakdown of capital expenditures: Capex (R$ Thousand) Investment Industrial Agriculture IT Planting Maintenance Industrial Agriculture Planting Treatment Intercrop maintenance costs Others Total 4Q14 4Q13 % 13/14 12/13 % 18,213 13,107 1,667 704 2,734 31,988 23,161 309 965 7,554 -43.1% -43.4% 440.4% -27.0% -63.8% 53,923 39,510 1,661 3,085 9,667 188,940 142,361 25,830 4,537 16,213 -71.5% -72.2% -93.6% -32.0% -40.4% 466,693 49,119 11,562 100,092 49,677 250,931 5,311 484,905 472,182 32,703 19,628 76,137 52,361 284,469 6,884 504,171 -1.2% 1,151,890 1,155,588 50.2% 84,187 64,695 -41.1% 34,158 57,297 31.5% 322,128 295,995 -5.1% 290,813 288,158 -11.8% 382,597 375,981 -22.8% 38,007 73,461 -3.8% 1,205,813 1,344,528 -0.3% 30.1% -40.4% 8.8% 0.9% 1.8% -48.3% -10.3% 107 5. INDEBTEDNESS At the end of the 2013/14 crop year, adjusted net debt stood at R$3.3 billion, decreasing 9.4% from the previous crop year. The main factors in the reduction in adjusted net debt were: (i) the proceeds from the R$700 million IPO; (ii) the amortization of advances on export contracts (ACC) and other trade finance facilities, which was partially offset by new funding operations; (iii) the R$171 million decrease in working capital needs. 03/31/2014 03/31/2013 Var. % Total Total Debt - R$ Million Gross Debt Short Term Long Term Cash and Investments Net Debt Readily Marketable Inventories (RMI) Adjusted Net Debt (5,322) (1,907) (3,415) 1,848 (3,474) 172 (3,302) (5,222) (1,254) (3,967) 1,364 (3,858) 198 (3,660) 1.9% 52.0% -13.9% 35.5% -10.0% -13.4% -9.8% Of the total debt at the end of the 2013/14 crop year, approximately 70% corresponded to borrowings and financing denominated in U.S. dollar. Of these amounts, 48.1% was naturally hedged by our future exports. Since the beginning of the crop year, our dollar-denominated debt increased by R$354 million due to exchange variation effects in the period, and a portion in the amount of R$170 million was deferred to shareholders’ equity, in accordance with our Hedge Accounting policy. The following charts present a breakdown of debt by index and instrument: Gross Debt by Instrument and Index (%) 1.1% 0.3% 5.4% 5.8% 9.3% BNDES/FCO/FNE 17.4% Restructed Debt ACC NCE CDI TJLP Other 34.0% Pre 50.1% Export Pre Payment 33.2% LIBOR 20.5% Other 22.9% At the close of the 2013/14 crop year, our adjusted net debt corresponded to 2.9 times our Adjusted EBITDA. The following chart shows the evolution in adjusted net debt and financial leverage: 108 Evolution in Adjusted Net Debt (R$ million) 3.1 2.9 2.8 2.6 2.6 3,660 3,430 3,267 3,498 3,302 4Q13 1Q14 2Q14 3Q14 4Q14 Adj Net Debt Adj net Debt/Adj EBITDA 6. CAPITAL MARKETS AND INVESTOR RELATIONS Biosev became a publicly traded company just over one year ago, on April 16, 2013, when its stock was listed on the Brazilian Stock Exchange (BM&FBOVESPA). The Company's stock is traded on the Novo Mercado listing segment and is a component of the Special Corporate Governance Stock Index (IGC), Corporate Governance Index - Novo Mercado (IGNM) and Special Tag-Along Stock Index (ITAG). In its IPO, Biosev realized the primary distribution of 46,666,667 common shares and 37,406,609 put options. The options mature on July 21, 2014 at a fixed price of R$16.57, with the counterparty the controlling shareholder Louis Dreyfus Commodities. Since its listing, the average daily trading volume of BSEV3 was of R$472 thousand. The following chart shows the company’s stock performance since its IPO through the close of the crop year: 109 20% Evolution BSEV3 x IBOVESPA 10% 0% 50,414 -07% -10% -20% 8.50 -30% -34% -40% -50% IBOV BSEV3 7. GUIDANCE As already disclosed to the market, Biosev recorded crushing volume of 30 million metric tons, which is the highest level of the last three years, and production (measured in TRS Product) within the guidance range, as shown in the following table: Guidance 0 Crushing (Million tons) TRS Cane (kg/ton) TRS Product (Million tons) Crop 2013/14 Actual 28.7 - 30.1 125.0 - 131.0 3.6 - 3.9 30 124.9 3.7 0 We take this opportunity to announce our guidance for the 2014/15 crop year. The numbers below already take into consideration our estimates concerning the impact of this year’s drought at this present moment. Guidance Crushing (Million tons) Sugarcane TRS (kg/ton) TRS Product (Million tons) 14/15 29.0 - 31.5 128.0 - 134.0 3.7 - 4.2 110 8. APPENDIX – SUMMARIZED FINANCIAL STATEMENTS 8.1 INCOME STATEMENT Income Statement (R$ Thousand) Gross Revenue Taxes and Sales Deductions NET REVENUE COGS GROSS PROFIT 4T14 4T13 % 13/14 12/13 % 924,454 (71,976) 852,478 (720,207) 1,041,986 (78,488) 963,498 (939,266) -11.3% -8.3% -11.5% -23.3% 4,480,216 (212,693) 4,267,523 (3,707,116) 4,488,653 (336,444) 4,152,209 (3,761,668) -0.2% -36.8% 2.8% -1.5% 132,271 24,232 445.9% 560,407 390,541 43.5% (103,225) (46,546) (37,612) 27,580 (127,774) (50,864) (50,249) 27,106 -19.2% -8.5% -25.1% 1.7% (559,876) 201,580 (594,319) (184,040) (550,252) 212,032 (733,073) (119,985) 1.7% -4.9% -18.9% 53.4% OPERATING INCOME (EXPENSES) General, administrative and selling expenses Financial income Financial expenses FX variation Losses on changes in fair value less estimated costs of selling bio assets (Unrealized) Equity (loss) in subsidiaries Other operating income Other operating expenses Operating income (expenses), net (296,976) (178,672) 66.2% (125,399) (140,776) -10.9% (2,088) 18,407 (417,891) (858,351) (294) 223,303 (156,799) (314,243) 610.2% -91.8% 166.5% 173.1% (1,612) 246,891 (645,956) (1,662,731) (2,778) 330,133 (321,477) (1,326,176) -42.0% -25.2% 100.9% 25.4% PROFIT (LOSS) BEFORE TAXES ON INCOME (726,080) (290,011) 150.4% (1,102,324) (935,635) 17.8% (291,604) (1,017,684) 104,571 (185,440) 448.8% (364,475) (1,466,799) 316,077 (619,558) 136.7% Income Tax and Social Contribution NET INCOME (LOSS) 8.2 BALANCE SHEET – ASSETS ASSETS (R$ Thousand) CURRENT ASSETS Cash and cash equivalents Short-term investments Derivative financial instruments Trade receivables Inventories Recoverable taxes Other receivables 03/31/2014 03/31/2013 % 1,729,602 118,535 31,867 278,206 505,021 103,445 89,257 2,855,933 791,728 572,211 62,711 257,586 593,421 132,214 67,836 2,477,707 118.5% -79.3% -49.2% 8.0% -14.9% -21.8% 31.6% 15.3% Assets held for sale Total current assets 38,140 2,894,073 63,233 2,540,940 -39.7% 13.9% NON CURRENT ASSETS Long-term receivables: Advances to suppliers Escrow deposits Recoverable taxes Deferred income tax and social contribution Other receivables Biological Assets Investments Property, plant and equipment Intangible assets Total non-current assets 27,268 170,273 148,970 34,137 33,924 1,279,891 233,530 3,761,140 946,002 6,635,135 34,828 171,407 68,291 243,393 47,618 1,241,580 235,209 4,117,416 1,036,721 7,196,463 -21.7% -0.7% 118.1% -86.0% -28.8% 3.1% -0.7% -8.7% -8.8% -7.8% TOTAL ASSETS 9,529,208 9,737,403 -2.1% 112 8.3 BALANCE SHEET – LIABILITIES AND SHAREHOLDERS' EQUITY LIABILITIES AND EQUITY (R$ Thousand) 03/31/2014 03/31/2013 % CURRENT LIABILITIES Borrowings and financing Advance from domestic customers Advance from foreign customers Trade payables Accrued payroll and related taxes Taxes payable Derivative financial instruments Other payables Total current liabilities 1,907,036 61,493 208,672 333,913 103,589 36,247 132,386 161,093 2,944,429 1,254,433 16,805 403,913 254,044 112,239 90,405 58,955 150,313 2,341,107 52.0% 265.9% -48.3% 31.4% -7.7% -59.9% 124.6% 7.2% 25.8% NON-CURRENT LIABILITIES Borrowings and financing Advance from foreign customers Deferred Income tax and social contribution Derivative financial instruments Provision for labor, civil and tax contigencies Taxes payable Other payables Total non-current liabilities 3,414,704 570,700 283,814 26,860 606,914 45,873 98,457 5,047,322 3,967,379 166,738 58,744 615,607 11,790 111,933 4,932,191 -13.9% 70.2% -54.3% -1.4% 289.1% -12.0% 2.3% SHAREHOLDERS' EQUITY Capital Capital reserve Accumulated losses Other comprehensive income (loss) Total equity attributable to shareholders 2,490,036 1,356,481 -2,156,284 -160,429 1,529,804 1,790,036 1,405,194 -688,720 -49,293 2,457,217 39.1% -3.5% 213.1% 225.5% -37.7% Non-controlling interest Total equity 7,653 1,537,457 6,888 2,464,105 11.1% -37.6% TOTAL LIABILITIES AND EQUITY 9,529,208 9,737,403 -2.1% 113 8.4 CASH FLOW STATEMENTS Cash FLOW (R$ Thousand) CASH FLOW FROM OPERATING ACTIVITIES Loss for the year Non-cash transactions: Depreciation, amortization and crop treatment Interest, exchange rate changes and inflation adjustments, net Losses decurring of fair value changes less estimated costs for selling bio assets (Realized and Unrealized) Income tax and social contribution deferred Others items not affecting cash Decrease in assets: Increase in liabilities: 13/14 12/13 (1,466,799) (619,558) 649,661 740,744 972,162 709,848 591,153 663,094 383,585 138,138 1,036,482 (342,158) 83,115 1,466,503 91,179 497,371 41,057 242,019 Cash provided by operating activities Interests paid on borrowings and financing 1,625,032 (281,590) 1,749,579 (308,886) Net cash provided by operating activities 1,343,442 1,440,693 CASH FLOW FROM INVESTING ACTIVITIES Additions to property, plant and equipment Additions to biological assets Reductions (additions) to intangible assets Decrease (increase) in short-term investments Other Net cash used in investing activities CASH FLOW FROM FINANCING ACTIVITIES Shareholders' contribution Repurchase shares of noncontrolling Costs on the issuance of the shares in the context of the public offering Increase in borrowings and financing Payment of borrowings and financing Net cash provided by (used in) financing activities INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS Cash and cash equivalents at the beginning of year Cash and cash equivalents at the end of year (328,168) (796,705) (1,209) 440,679 1,201 (684,202) 700,000 (48,713) 2,009,949 (2,382,602) 278,634 937,874 791,728 1,729,602 (560,243) (793,981) (706) (164,447) 139,190 (1,380,187) 600,000 (12,701) 3,251,166 (3,901,640) (63,175) (2,669) 794,397 791,728 114 9. APPENDIX – MARKET OVERVIEW Sugar Prices - In 4Q14, the price of the sugar NY#11 futures nearby contract increased US$1.36 c/lb from US$16.41 c/lb to US$17.77 c/lb. In the period, the BRL appreciated 3.8% against the USD, from 2.362 R$/US$ to 2.271 R$/US$, resulting in an increase of 5.8% in the price of sugar in BRL from R$38.75 c/lb to R$40.36 c/lb. This increase in prices is explained by the significantly lower than normal rainfall in CS Brazil and consecutives delays by the Indian government to finalize its export subsidy, which limited the impact of the measure since mills ran out of time to produce raw sugar. Production - N/NE Brazil crushed 18.3 MM tons in the quarter, 3.0MM tons more than the same quarter last season (+20%). Despite the higher crush, TRS content was well below last year’s level (132 kg/tc, vs. 141 kg/tc), mainly because rainfall was above average during most of the season, which is the opposite of what occurred last crop, when rains were consistently below normal levels. In the Northern Hemisphere, the Indian harvest is approaching its end, with sugar production close to 23.5MM tons, vs. 24.9MM tons last year. Thailand production was positively impacted by dry weather and good sucrose content, and final production should end at around 11.4MM tons of sugar, compared to 10.8MM a year earlier. In Mexico, production has evolved at a good pace, but is not expected to catch up with last year and should end at around 6.5MM metric tons of sugar, 1.0MM metric ton lower than last season. Demand - Sugar purchases were slightly above the volumes traded during the previous quarter. The estimates are that China and Malaysia purchased around 650k lower volume, with a positive offset of 900k metric tons from India, Bangladesh and Egypt. The market consensus on the 13/14 global S&D surplus now seems to be between 2.0MM to 5.0 MM metric tons for 13/14 and -2.0 to +2.0 MM metric tons for 14/15, depending on the magnitude of the El Niño impact on crops around the world, which is a considerable reduction compared to the previous four years. 115 Average Sugar Prices VHP (cUS$lb) vs. Crystal (US$/Ton) vs. Refined (US$/Ton) 35.00 33.00 650.00 31.00 29.00 27.00 500.00 25.00 23.00 21.00 350.00 19.00 17.00 15.00 200.00 VHP (#NY11) cUS$lb Crystal (ESALQ) US$/Ton Refined (London) US$/Ton Source: Bloomberg, April 2014. Average VHP Prices (cUS$/lb vs. cR$/lb) and Exchange Variation 50.00 2.50 45.00 2.40 40.00 2.30 35.00 2.20 30.00 2.10 25.00 2.00 20.00 1.90 15.00 1.80 10.00 1.70 VHP (#NY11) cUS$/lb VHP (#NY11) cR$/lb FX (US$/R$) Source: Bloomberg, April 2014. 116 Ethanol During the quarter, hydrous ethanol ESALQ prices increased by R$144/m³, settling at R$1,420/m³ net of taxes. This strong increase in hydrous prices was a result of the dry inter-crop period in Brazil CS, along with strong ethanol demand during the quarter. During the same period, anhydrous ethanol prices rose R$149/m³, settling at R$1,588/m³, with the premium over hydrous more or less unchanged during the quarter, at 12%. Domestic demand for ethanol at the mill level ended the quarter near 4.8 million m³, approximately 20.5% above the same period a year before. Hydrous demand was particularly strong (+12%) considering that the ethanol pump price parity in relation to gasoline during the quarter was about the same compared to last year, at 69%. Also, anhydrous demand rose 33% against 4Q13, primarily as a function of the increase in the percentage of anhydrous ethanol added to the gasoline blend from 20% to 25%, but also because of stronger total fuel demand. By the end of the quarter, the Brazilian states of Goiás, Mato Grosso, Paraná and São Paulo, which are responsible for approximately 50% of domestic demand, had hydrous ethanol prices less competitive than gasoline (above 70% of the price of gasoline). However, we should observe some states moving back into an ethanol-consumption incentive in the next month with the evolution of the new crop in CS Brazil. With regard to exports during the quarter, according to SECEX (Secretaria do Comércio Exterior), 335 thousand m³ of Brazilian ethanol was exported, down 47.0% from 4Q13. While exports to the United States were only 160 thousand m³ (down 191 thousand m³ from the same quarter of last year), exports to Asia were up 76 thousand m³ at 126 thousand m³. This quarter Brazil imported 210 thousand m³ of ethanol, from which 85 thousand m³ arrived in Center South Brazil and 125 thousand m³ arrived in the country's Northeast. In the same quarter last year, Brazil imported 80 thousand m³, all of which went to the Northeast. Ethanol Prices (R$m3) 1,700 1,600 1,500 1,400 1,300 1,200 1,100 1,000 900 800 Hydrous (ESALQ) Anhydrous (ESALQ) Source: Bloomberg, April 2014. 117