UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 6-K

 

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of August 2023

 

Commission File Number: 001-39169

Natura &Co Holding S.A.

(Exact name of registrant as specified in its charter)

 

Avenida Alexandre Colares, No. 1188, Sala A17-Bloco A

Parque Anhanguera

São Paulo, São Paulo 05106-000, Brazil

(Address of principal executive office)

 

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

Form 20-F                 Form 40-F

 

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

Yes                    No 

 

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

Yes                    No 



 


 

NATURA &CO HOLDING S.A.

TABLE OF CONTENTS

 

ITEM

1.              Individual and Consolidated Interim Financial Information of Natura &Co Holding S.A. for the six-month period ended June 30, 2023.



SIGNATURE


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

 


NATURA &CO HOLDING S.A.


By:

/s/ Guilherme Strano Castellan


 

Name:

Guilherme Strano Castellan


 

Title:

Principal Financial Officer


 


 


 


 


By:

/s/ Itamar Gaino Filho


 

Name:

Itamar Gaino Filho


 

Title:

Chief Legal and Compliance Officer

 

Date: August 15, 2023




 

 

 

 

 

 

 

 



Individual and Consolidated

Interim Accounting Information (ITR)

For the six-month period ended

June 30, 2023
Independent Auditor’s Report

 








www.pwc.com.br

 

 

Natura &Co Holding S.A.

Parent company and consolidated

interim financial statements at

30 June 2023

and report on review

 


Graphics

 

 

1


 

Graphics


(A free translation of the original in Portuguese)

 

Report on review of parent company and

consolidated interim financial statements

 

To the Board of Directors and Stockholders

Natura &Co Holding S.A.

 

Introduction

 

We have reviewed the accompanying interim statement of financial position of Natura &Co Holding S.A. ("Company") as at 30 June 2023 and the related statements of profit or loss and comprehensive income for the quarter and six-month period then ended, and the statements of changes in shareholders’ equity and cash flows for the six-month period then ended, as well as the accompanying consolidated interim  statement of financial position of Natura &Co Holding S.A. and its subsidiaries ("Consolidated") as at 30 June 2023 and the related consolidated statements of profit or loss and comprehensive income for the quarter and six-month period then ended, and the consolidated statements of changes in shareholders’ equity and cash flows for the six-month period then ended, and explanatory notes.

 

Management is responsible for the preparation and fair presentation of these parent company and consolidated interim financial statements in accordance with the accounting standard CPC 21, Interim Financial Reporting, of the Brazilian Accounting Pronouncements Committee (CPC), and International Accounting Standard (IAS) 34 - Interim Financial Reporting, of the International Accounting Standards Board (IASB). Our responsibility is to express a conclusion on these interim financial statements based on our review.

 

Scope of review

 

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

 


PricewaterhouseCoopers Auditores Independentes, Avenida Brigadeiro Faria Lima, 3732, 16º andar, partes 1 e 6, Edifício Adalmiro Dellape Baptista B32, Itaim Bibi, São Paulo - SP, CEP 04538-132,T: (11) 3674-2000, F: (11) 3674-2000, www.pwc.com.br

2


 

Graphics

 

Natura &Co Holding S.A.

 

Conclusion on the interim information

 

Based on our review, nothing has come to our attention that causes us to believe that the accompanying parent company and consolidated interim financial statements referred to above do not present fairly, in all material respects, the financial position of Natura &Co Holding S.A. and of Natura &Co Holding S.A. and its subsidiaries as at 30 June 2023, and the parent company financial performance for the quarter and six-month period then ended and its cash flows for the six-month period then ended, as well as the consolidated financial performance for the quarter and six-month period then ended and the consolidated cash flows for the six-month period then ended, in accordance with CPC 21 and IAS 34.

 

Other matters

 

Statement of value added

 

The interim financial statements referred to above include the parent company and consolidated statements of value added for the six-month period ended 30 June 2023. These statements are the responsibility of the Company's management and are presented as supplementary information. These statements have been subjected to review procedures performed together with the review of the interim financial statements for the purpose concluding whether they are reconciled with the interim financial statements and accounting records, as applicable, and if their form and content are in accordance with the criteria defined in the accounting standard CPC 09 - "Statement of Value Added". Based on our review, nothing has come to our attention that causes us to believe that these statements of value added have not been properly prepared, in all material respects, in accordance with the criteria established in this accounting standard, and that they are consistent with the parent company and consolidated interim financial statements taken as a whole.

 

São Paulo, 14 August 2023

 

 

PricewaterhouseCoopers

Auditores Independentes Ltda.

CRC 2SP000160/O-5

 

Leandro Mauro Ardito

Contador CRC 1SP188307/O-0


3


NATURA &CO HOLDING S.A.


STATEMENT OF FINANCIAL POSITION AS OF JUNE 30, 2022 AND DECEMBER 31, 2022

(In thousands of Brazilian reais - R$)


Note Parent Consolidated Note Parent Consolidated
ASSETS  June 30, 2023   December 31, 2022   June 30, 2023   December 31, 2022  LIABILITIES AND SHAREHOLDERS' EQUITY  June 30, 2023   December 31, 2022   June 30, 2023   December 31, 2022 
CURRENT CURRENT
Cash and cash equivalents 6 230 5,566 2,275,058 4,195,713 Borrowings, financing and debentures 19 - - 362,680 331,151
Short-term investments 7 3,944 24,264 1,180,429 1,800,439 Lease 18 221 193 607,555 878,448
Trade accounts receivable 8 - - 3,452,644 3,502,399 Trade accounts payable and reverse factoring operations 20 13,319 6,451  5,648,892 6,375,930
Trade accounts receivable - Related parties 32 65,392 66,329 - - Trade accounts payable - Related parties 32 89,403 64,576 - -
Inventories 9 - - 4,207,367 4,516,874 Dividends and interest on shareholders' equity payable 24 244 260 244 260
Recoverable taxes 10 34,466 38,902 1,275,200 911,410 Payroll, profit sharing and social charges 0 19,612 51,485 941,267 1,276,977
Income tax and social contribution  - - 194,811 196,143 Tax liabilities  21 13,369 12,191 607,063 828,125
Derivative financial instruments - - 267,970 235,114 Income tax and social contribution  0 - - 173,612 70,294
Other current assets 14 10,231 13,562 691,624 763,384 Derivative financial instruments 5 - - 848,587 1,613,968
114,263 148,623 13,545,103 16,121,476 Provision for tax, civil and labor risks  22 - - 419,114 463,655
Other current liabilities 23 16,042 23,113 1,096,180 1,499,060
Assets held for sale 13 and 36 - - 2,726,572 51 152,210 158,269 10,705,194 13,337,868
Total current assets 114,263 148,623 16,271,675 16,121,527
Liabilities related to non-current assets held for sale - - 1,246,942 -
NON-CURRENT Total current liabilities 152,210 158,269 11,952,136 13,337,868
Recoverable taxes 10 - - 909,013 1,356,868
Deferred income tax and social contribution 11 93,169 150,167 3,398,969 3,519,515 NON-CURRENT
Judicial deposits  12 - - 397,901 457,550 Borrowings, financing and debentures 19 - - 13,026,120 13,261,135
Derivative financial instruments - - - 773,251 Lease 18 568 352 1,539,135 2,392,289
Long-term investments 7 - - 32,563 35,235 Payroll, profit sharing and social charges 0 3,059 6,029 9,309 26,152
Other non-current assets 14 - - 1,119,816 1,252,437 Tax liabilities  21 - - 122,704 117,358
93,169 150,167 5,858,262 7,394,856 Deferred income tax and social contribution 11 - - 898,407 934,414
Income tax and social contribution  0 - - 317,016 448,532
Derivative financial instruments 5 - - 608,070 191,274
Provision for tax, civil and labor risks  22 1,089 1,051 835,023 873,618
Investments  15 20,509,415 22,215,420 - - Other non-current liabilities 23 16,873 17,750 725,399 751,566
Property, plant and equipment  16 - - 4,123,545 4,966,150 Total non-current liabilities 21,589 25,182 18,081,183 18,996,338
Intangible 17 83 1,445 22,357,445 23,260,970
Right of use 18 756 530 1,982,616 2,941,887 TOTAL LIABILITIES 173,799 183,451 30,033,319 32,334,206
                       
Total non-current assets 20,603,423 22,367,562 34,321,868 38,563,863 SHAREHOLDERS' EQUITY 24
Capital stock  12,484,515 12,484,424 12,484,515 12,484,424
Treasury shares  (196,508) (262,360) (196,508) (262,360)
Capital reserves 10,498,066 10,540,885 10,498,066 10,540,885
Legal profit reserve
Accumulated losses (3,378,713) (1,994,555) (3,378,713) (1,994,555)
Other comprehensive income 1,136,527 1,564,340 1,136,527 1,564,340
Shareholders' equity attributed to the Company's shareholders 20,543,887 22,332,734 20,543,887 22,332,734
Non-controlling interest in shareholders' equity of subsidiaries - - 16,337 18,450
Total shareholders' equity 20,543,887 22,332,734 20,560,224 22,351,184
TOTAL ASSETS 20,717,686 22,516,185 50,593,543 54,685,390 TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY 20,717,686 22,516,185 50,593,543 54,685,390

 

*The accompanying notes are an integral part of the Interim Accounting Information.
 
4


NATURA &CO HOLDING S.A.

STATEMENT OF PROFIT OR LOSS

FOR THE SIX-MONTH PERIODS ENDED JUNE 30, 2023 AND 2022

(In thousands of Brazilian reais - R$, except for earnings per share)

     
  Note   Parent   Parent Consolidated Consolidated
    April 1, 2023 to June 30, 2023 April 1, 2022 to June 30, 2022 January 1, 2023 to June 30, 2023 January 1, 2022 to June 30, 2022   April 1, 2023 to June 30, 2023 April 1, 2022 to June 30, 2022   January 1, 2023 to June 30, 2023 January 1, 2022 to June 30, 2022
     
NET REVENUE 26   - - - - 7,773,542 8,108,248 15,093,698 15,719,150
Cost of Sales 27   - - - - (2,687,948) (3,093,443) (5,182,631) (6,039,600)
   
GROSS PROFIT     - - - - 5,085,594 5,014,805 9,911,067 9,679,550
     
OPERATING (EXPENSES) INCOME  
Selling, marketing and logistics expenses 27   - - - - (3,395,206) (3,446,559) (6,499,947) (6,729,173)
Administrative, R&D, IT and project expenses 27   (40,513) (156,790) (38,332) (217,737) (1,400,982) (1,541,913) (2,781,996) (2,900,213)
Impairment loss on trade receivables 8   - - - - (102,198) (150,624) (317,838) (313,412)
Share of profits (losses) from subsidiaries 15   (658,981) (631,368) (1,313,637) (1,197,476) - - - -
Other operating income (expenses), net 30   2,486 12,326 1,482 12,326 (319,325) (40,652) (415,967) (101,099)
                                   
OPERATING (LOSS) PROFIT BEFORE FINANCIAL RESULT   (697,008) (775,832) (1,350,487) (1,402,887) (132,117) (164,943) (104,681) (364,347)
   
Financial income 29   3,541 8,391 5,694 18,326 1,854,564 1,934,057 2,860,289 3,272,317
Financial expenses 29   (3,092) (1,271) (2,990) (25,254) (2,256,652) (2,364,519) (3,738,706) (4,063,409)
     
LOSS BEFORE INCOME TAX AND                   
   SOCIAL CONTRIBUTION      (696,559) (768,712) (1,347,783) (1,409,815) (534,205) (595,405) (983,098) (1,155,439)
   Income tax and social contribution  0   (25,879) 1,989 (27,083) - (98,617) (128,055) (181,394) (198,026)
                                     
LOSS FOR THE PERIODS FROM CONTINUING OPERATIONS   (722,438) (766,723) (1,374,866) (1,409,815) (632,822) (723,460) (1,164,492) (1,353,465)
   
DISCONTINUED OPERATIONS  
LOSS FROM DISCONTINUED OPERATIONS 36   (9,412) - (9,412) - (99,086) (43,511) (219,570) (55,679)
   
LOSS FOR THE PERIODS   (731,850) (766,723) (1,384,278) (1,409,815) (731,908) (766,971) (1,384,062) (1,409,144)
   
ATTRIBUTABLE TO  
The Company´s shareholders   (731,850) (766,723) (1,384,278) (1,409,815) (731,850) (766,723) (1,384,278) (1,409,815)
Non-controlling shareholders   - - - - (58) (248) 216 671
                                 
LOSS PER SHARE IN THE PERIODS -R$
Basic  31   (0.5318) (0.5590) (1.0068) (1.0284) (0.5318) (0.5590) (1.0068) (1.0284)
Diluted 31   (0.5318) (0.5590) (1.0068) (1.0284) (0.5318) (0.5590) (1.0068) (1.0284)

*The accompanying notes are an integral part of the Interim Accounting Information.  

5


NATURA &CO HOLDING S.A.                                  
                                   
STATEMENT OF COMPREHENSIVE INCOME
FOR THE SIX-MONTH PERIODS ENDED JUNE 30, 2023 AND 2022
(In thousands of Brazilian reais - R$)
 
    Note   Parent   Parent   Consolidated   Consolidated
      April 1, 2023 to June 30, 2023 April 1, 2022 to June 30, 2022   January 1, 2023 to June 30, 2023 January 1, 2022 to June 30, 2022    April 1, 2023 to June 30, 2023  April 1, 2022 to June 30, 2022    January 1, 2023 to June 30, 2023  January 1, 2022 to June 30, 2022
                                     
LOSS FOR THE PERIOD (731,850) (766,723) (1,384,278) (1,409,815) (731,908) (766,971) (1,384,062) (1,409,144)
Other comprehensive income (loss) to be reclassified to income statement in subsequent periods:
Conversion of financial statements of controlled companies abroad 15 (699,877) 1,156,263 (549,508) (2,485,979) (702,022) 1,156,499 (551,837) (2,489,417)
Exchange rate effect on the conversion from hyperinflationary economy 15 76,953 51,322 220,818            (14,600) 76,953 51,322 220,818 (14,600)
Earnings (losses) from cash flow hedge operations 15 - - - 89 (141,238) (208,151) (148,562) (654,392)
Tax effects on (losses) earnings from cash flow hedge operations 11                        - 30 - - 48,098 72,324 49,439 223,746
Equity in losses from cash flow hedge operation 15 (141,238) (208,151) (148,562) (654,481) - - - -
Equity in tax effects on earnings from cash flow hedge operations 11 48,098         72,294 49,439 223,746 - - - -
Comprehensive loss for the periods, net of tax effects   (1,447,914)   305,035 (1,812,091) (4,341,040) (1,450,117)   305,023 (1,814,204) (4,343,807)
   
   
ATTRIBUTABLE TO  
The Company´s shareholders    (1,447,914) 305,035 (1,812,091) (4,341,040) (1,447,914)     305,035  (1,812,091) (4,341,040)
Noncontrolling shareholders   -   - - - (2,203) (12) (2,113)    (2,767)
    (1,447,914)   305,035       (1,812,091) (4,341,040) (1,450,117)  305,023 (1,814,204) (4,343,807)



















 *The accompanying notes are an integral part of the Interim Accounting Information.

6


NATURA &CO HOLDING S.A.

STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY
FOR THE SIX-MONTH PERIODS ENDED JUNE 30, 2023 AND 2022
(In thousands of Brazilian reais - R$)                                                  
 
Equity appraisal adjustment
Capital Reserves
Note Capital stock     Treasury shares   Share premium   Special reserve   Additional paid-in capital   Income from transactions with non-controlling shareholders   Legal profit reserve     Retained losses   Other comprehensive income   Shareholders' equity attributed to controlling shareholders    
Non-Controlling
Shareholders 
  Total shareholders' equity
                     
            Retained earnings          
                     
                           
BALANCES AS OF JANUARY 1, 2022 12,481,683 (151,342) 10,021,409 362,059 187,402    (92,066) 871,223 - 4,865,202      28,545,570                 21,155 28,566,725
Net income for the periods -          -  -      -   -    -  - (1,409,815)            -       (1,409,815) 671 (1,409,144)
Exchange rate effect on the conversion from hyperinflationary economy  -  -  -   -  -   -   -  - (14,600)  (14,600)  -      (14,600)
Other comprehensive income -   -   - -    -  - -     -      (2,916,625)  (2,916,625)    (3,438)        (2,920,063)
Total comprehensive income for the periods - -  - -  -  -  -  (1,409,815)  (2,931,225)  (4,341,040) (2,767)  (4,343,807)
Share repurchase       - (120,300)                -  -                          -   -         -              -                    -   (120,300)  - (120,300)
Loss absorption            - -      -         -        -  -       -      -  - -    -                        -
Transactions in stock and restricted shares option plans:
    Provision for stock and restricted shares option plans  24 - - - -           183,838 - - - - 183,838  - 183,838
    Exercise of  stock and restricted shares option plans  24 2,724 8,282 - - (50,107)                  - 2,143    - - (36,958)   - (36,958)
Reclassification of grant reserve - Natura Cosméticos     - - -   - -                         -  - - - - - -
Dividend declared and not yet distributed -     - - - - - - -     -         - - -
Reclassification of hyperinflationary economy adjustment effect -    - (126,473)      - (58,494) - (8,294)   - 193,261  -  -     -
                       
BALANCES AS OF JUNE 30, 2022 12,484,407 (263,360)  9,894,936     362,059 262,639  (92,066)  865,072  (1,409,815) 2,127,238 24,231,110 18,388 24,249,498
                       
BALANCES AS OF JANUARY 1, 2023 12,484,424 (262,360) 9,894,936 362,059 375,956       (92,066)         - (1,994,555)            1,564,340 22,332,734 18,450 22,351,184
Loss for the periods -  - -  -  - -  -  (1,384,278)  - (1,384,278)              216 (1,384,062)
Exchange rate effect on the conversion from hyperinflationary economy - - - -   - -  -      - 220,818 220,818 - 220,818
Other comprehensive income - -      -        -   - -   -      - (648,631)       (648,631)      (2,329)   (650,960)
Total comprehensive income for the periods            - -     -   - -  -  - (1,384,278) (427,813)     (1,812,091)   (2,113) (1,814,204)
Transactions in stock and restricted shares option plans:
     Provision for stock and restricted shares option plans  24 -       -     -  - 76,735    -     -   -      - 76,735  -            76,735
    Exercise of  stock and restricted shares option plans  24   91   65,852 - -   (119,554)  - - 120    -    (53,491) -          (53,491)
BALANCES AS OF JUNE 30, 2023 12,484,515 (196,508) 9,894,936 362,059  333,137 (92,066) -  (3,378,713) 1,136,527  20,543,887 16,337 20,560,224
 *The accompanying notes are an integral part of the Interim Accounting Information.
 
7


NATURA &CO HOLDING S.A.
STATEMENT OF CASH FLOWS 
FOR THE SIX-MONTH PERIODS ENDED JUNE 30, 2023 AND 2022
(In thousands of Brazilian reais - R$)                  

Note   Parent Consolidated
  January 1, 2023 to June 30, 2023 January 1, 2022 to June 30, 2022 January 1, 2023 to June 30, 2023 January 1, 2022 to June 30, 2022
CASH FLOW FROM OPERATING ACTIVITIES
Loss for the periods (1,384,278) (1,409,815) (1,384,062) (1,409,144)
Adjustments to reconciliate loss for the periods with net cash used in operating activities:
Depreciation and amortization 16, 17 and 18 1,497   388 1,191,334 1,137,444
Interest and exchange variation on short-term investments (525) (10,383) (383,183) (179,075)
Loss from swap and forward derivative contracts - 5,266 764,408 559,000
Provision for tax, civil and labor risks -     1,000 31,883 15,535
Monetary adjustment of judicial deposits -       - (13,303) (17,247)
Monetary adjustment of provision for tax, civil and labor risks 22 38   48 37,164 23,495
Income tax and social contribution 25,879     - 181,394 198,026
Income from sale and write-off of property, plant and equipment and intagible 13, 16 and 17 -       - 38,250 22,058
Share of profits (losses) from subsidiaries 15 1,313,637 1,197,476            -  -
Interest and exchange rate variation on leases 18 53       12 79,493 108,898
Interest and exchange rate variation on borrowings, financing and debentures, net of acquisition costs 19 -      - 98,399 (39,571)
Adjustment and exchange rate variation on other assets and liabilities 767 (358) 1,456 1,265
Provision for impairment 16, 17 and 18 -    - 11,142    -
Provision for stock option plans (12,859)    144,156 23,153        144,156
Provision for losses with trade accounts receivables, net of reversals 8 -                      - 317,838 315,088
Provision for inventory losses, net of reversals 9 -  - 251,475      201,828
Provision for carbon credits -                      - (5,704) (6,815)
Effect from hyperinflationary economy - - 178,241 179,442
(55,791)       (72,210) 1,419,378 1,254,383
DECREASE (INCREASE) IN ASSETS
Trade accounts receivable and related parties              187 (7,654) (495,441) (192,092)
Inventories - - (498,037) (153,368)
Recoverable taxes -    - (7,342) (9,807)
Other assets 39,740 (1,279) 37,601 31,991
Subtotal 39,927 (8,933) (963,219) (323,276)
INCREASE (DECREASE) IN LIABILITIES
Domestic and foreign trade accounts payable and related parties 31,678 (55,508) (412,436) (902,975)
Payroll, profit sharing and social charges, net (34,843) (2,569) (225,286) (292,001)
Tax liabilities 1,178 113 (158,249) (133,896)
Other liabilities (7,950) (6,872) (228,065) (178,938)
Subtotal (9,937) (64,836) (1,024,036) (1,507,810)
       
CASH USED IN OPERATING ACTIVITIES (25,801) (145,979) (567,877) (576,703)
OTHER CASH FLOWS FROM OPERATING ACTIVITIES
Payment of income tax and social contribution (240) (2,362) (229,591) (254,046)
Release of judicial deposits net of withdrawals -  - 23,869 13,779
Payments related to tax, civil and labor lawsuits 22 - - (30,701) (54,141)
Payments due to settlement of derivative transactions -      (934) (481,769) (256,730)
Payment of interest on lease 18 (53)                   (12) (82,357) (77,705)
Payment of interest on borrowings, financing and debentures 19 -                      - (471,237) (362,663)
Operating Activities - discontinued operations -                   - (115,917) 118,714
NET CASH USED IN OPERATING ACTIVITIES (26,094) (149,287) (1,955,580) (1,449,495)
CASH FLOW FROM INVESTING ACTIVITIES
Additions of property, plant and equipment and intangible (45) 33 (515,410) (449,767)
Proceeds from sale of property, plant and equipment and intangible - - 13,977 3,707
Short-term acquisition (23,700)  (169,300) (4,760,114) (4,753,022)
Redemption of short-term investments 42,063 288,137 5,389,216 5,446,657
Redemption of interest on short-term investments 2,482  - 76,245 59,888
Investment in subsidiary (150,000)     - - -
Receipt of dividends from subsidiaries                   32 150,000 153,656 - -
Investing activities - discontinued operations -   - (108,061) (73,316)
NET CASH GENERATED BY INVESTING ACTIVITIES 20,800 272,526 95,853 234,147
CASH FLOW FROM FINANCING ACTIVITIES
Repayment of lease - principal   18 (117) (28) (393,709) (435,275)
Repayment of borrowings, financing and debentures – principal   19 -       - (118,812) (3,638,701)
New borrowings, financing, and debentures 19     -  - 654,920 4,727,033
Acquisition of treasury shares, net of receipt of option strike price              -                  - (120,300) - (120,300)
Payment of dividends and interest on equity             - (16) - (16) -
(Payment) receipt of funds due to settlement of derivative transactions        -    - (4,332) (39,391) 109,162
Capital Increase -                 91 2,724 91 2,724
Financing activities - discontinued operations                   -         - - (121,221) (91,453)
NET CASH (USED IN) GENERATED BY FINANCING ACTIVITIES (42) (121,936) (18,138) 553,190
Effect of exchange rate variation on cash and cash equivalents     - - (42,790) (301,273)
 

 
(DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS (5,336)    1,303 (1,920,655) (963,431)
       
Opening balance of cash and cash equivalents 5,566     4,289 4,195,713 4,007,257
Closing balance of cash and cash equivalents 230 5,592 2,275,058 3,043,826
       
(DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS (5,336) 1,303 (1,920,655) (963,431)
       
 *The accompanying notes are an integral part of the Interim Accounting Information.


8


NATURA &CO HOLDING S.A.


STATEMENT OF VALUE ADDED

FOR THE SIX-MONTH PERIODS ENDED JUNE 30, 2023 AND 2022

(In thousands of Brazilian reais - R$) 

Note Parent Consolidated
January 1, 2023 to June 30, 2023 January 1, 2022 to June 30, 2022 January 1, 2023 to June 30, 2023    January 1, 2022 to June 30, 2022 
INCOME 1,483 12,326  19,120,900 19,918,927
Sale of goods, products and services - - 19,070,214 19,932,741
Provision for doubtful accounts, net of reversals 8     -      - 45,865 22,576
Other operating expenses, net 1,483 12,326  4,821 (36,390)
GOODS ACQUIRED FROM THIRD PARTIES (20,247) (201,914) (12,174,989) (13,212,605)
Cost of products sold and services rendered -    - (6,086,400) (6,895,769)
Materials, electricity, outsourced services and other (20,247) (201,914) (6,088,589) (6,316,836)
GROSS VALUE ADDED (18,764) (189,588) 6,945,911 6,706,322
RETENTIONS   (1,497) (388) (1,191,335) (1,134,552)
Depreciation and amortization 16, 17 e 18 (1,497)        (388) (1,191,335) (1,134,552)
VALUE ADDED PRODUCED BY THE COMPANY (20,261) (189,976) 5,754,576 5,571,770
TRANSFERRED VALUE ADDED (1,307,943) (1,179,150) 2,860,289 3,272,317
Equity in subsidiaries 15       (1,313,637)      (1,197,476)                        -                         -
Financial income - including inflation adjustments and exchange rate variations 29               5,694            18,326         2,860,289          3,272,317
TOTAL VALUE ADDED TO DISTRIBUTE - DISCONTINUED OPERATIONS       (1,328,204)      (1,369,126)         8,614,865          8,844,087
TOTAL VALUE ADDED TO DISTRIBUTE - DISCONTINUED OPERATIONS              (9,412)                      -            528,237             594,924
'TOTAL VALUE ADDED TO DISTRIBUTE       (1,337,616)      (1,369,126)         9,143,102          9,439,011
TOTAL DISTRIBUTION OF VALUE ADDED       (1,337,616)      (1,369,126)         9,143,102          9,439,011
DISTRIBUTION OF VALUE ADDED -  DISCONTINUED OPERATIONS              (9,412)                      -            528,237             594,924
DISTRIBUTION OF VALUE ADDED -  DISCONTINUED OPERATIONS       (1,328,204)      (1,369,126)         8,614,865          8,844,087
Payroll and social charges 28             16,597            15,435         3,165,300          3,150,715
Payroll and social charges             10,013            14,327         2,394,569          2,354,141
Benefits               5,962                 504            447,197             464,522
FGTS                  622                 604            323,534             332,052
Taxes, fees and contributions             27,075                      -         2,854,831          2,964,834
Federal             27,075                      -         1,824,871            (404,258)
State                       -                      -            318,159          3,368,588
Municipal                       -                      -            711,801                    504
Third-part capital remuneration               2,990            25,254         3,759,226          4,082,003
Rentals                       -                      -              19,229               18,595
Others               2,990            25,254         3,739,997          4,063,408
Equity remuneration       (1,374,866)      (1,409,815)        (1,164,492)         (1,353,465)
Retained (losses) earnings       (1,374,866)      (1,409,815)        (1,164,708)         (1,354,136)
Minority holders' share in retained profit                       -                      -                   216                    671

*The accompanying notes are an integral part of the Interim Accounting Information.

9



INDEX OF EXPLANATORY NOTES




1.   GENERAL INFORMATION 11

2.   MANAGEMENT STATEMENT AND BASIS OF PRESENTATION OF THE INTERIM ACCOUNTING INFORMATION 11

3.   SUMMARY OF MATERIAL ACCOUNTING POLICIES 12

4.   CRITICAL ACCOUNTING ESTIMATES AND ASSUMPTIONS 12

5.   FINANCIAL RISK MANAGEMENT 12

6.   CASH AND CASH EQUIVALENTS 14

7.   SHORT-TERM INVESTMENTS 15

8.   TRADE ACCOUNTS RECEIVABLE 17

9.   INVENTORIES 18

10. RECOVERABLE TAXES 19

11. INCOME TAX AND SOCIAL CONTRIBUTION 19

12. JUDICIAL DEPOSITS 21

13. NON-CURRENT ASSETS HELD FOR SALE 22

14. OTHER CURRENT AND NON-CURRENT ASSETS 23

15. INVESTMENTS 24

16. PROPERTY, PLANT AND EQUIPMENT 26

17. INTANGIBLE ASSETS 28

18. RIGHT-OF-USE AND LEASE LIABILITIES 30

19. BORROWING, FINANCING AND DEBENTURES 34

20. TRADE ACCOUNTS PAYABLE AND REVERSE FACTORING OPERATIONS 36

21. TAX LIABILITIES 37

22. PROVISION FOR TAX, CIVIL AND LABOR RISKS 37

23. OTHER LIABILITIES 39

24. SHAREHOLDER’S EQUITY 40

25. INFORMATION ON SEGMENTS 40

26. REVENUE 42

27. OPERATING EXPENSES AND COST OF SALES 42

28. EMPLOYEE BENEFITS 43

29. FINANCE INCOME (EXPENSES) 44

30. OTHER OPERATING EXPENSES, NET 45

31. EARNINGS PER SHARE 46

32. TRANSACTIONS WITH RELATED PARTIES 46

33. COMMITMENTS 48

34. INSURANCE 48

35. ADDITIONAL INFORMATION RELATING TO THE STATEMENTS OF CASH FLOWS 49

36. DISCONTINUED OPERATIONS 49

37. SUBSEQUENT EVENTS 50

  

10


 

Graphics
NATURA &CO HOLDING S.A.
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE SIX-MONTH PERIOD ENDED JUNE 302023
(Amounts in thousands of Reais - R$, except as mentioned otherwise)


1. GENERAL INFORMATION

Natura &Co Holding S.A. (Natura &Co”) was incorporated on January 21, 2019, with the purpose of holding interests in other companies, whose main business is in the cosmetics, fragrance and personal hygiene segments, through the manufacturing, distribution, and sale of their products. Natura &Co is headquartered in Brazil, in the city of São Paulo, State of São Paulo, at Avenida Alexandre Colares, no 1188, Vila Jaguará, CEP 05106-000. Natura &Co and its subsidiaries are hereinafter referred to as the “Company”.

Brands managed by the Company include “Natura”, “Avon”, “The Body Shop” and “Aesop”. In addition to using the retail market, e-commerce, business-to-business (B2B) and franchises as sales channels for the products, the subsidiaries highlight the performance of the direct sales channel carried out by the Natura, Avon and The Body Shop Consultant(s).

On March 31, 2023, the sale of the subsidiary Aesop was determined as highly probable, since the Company had received a binding agreement from L'Oreal, which was approved and signed on April 3, 2023. Further details of this transaction are included on note nº 36.

The Company’s interim accounting information, included in the Quarterly Information Form - ITR for the six-month period ended June 30, 2023, includes the individual and consolidated interim accounting information prepared pursuant to Technical Pronouncement CPC 21 (R1) - Interim Statements, approved by the Brazilian Accounting Committee (“CPC”) and equivalent to International Accounting Standard (“IAS”) 34 - Interim Financial Reporting.

The individual and consolidated interim accounting information shows all relevant information specific to the interim accounting information, and only these, which is consistent with that used by Management in its management.

The Company's individual and consolidated interim accounting information was approved by the Board of Directors and authorized for publication at a meeting held on August 10th, 2023.

The individual and consolidated interim accounting information was prepared based on historical cost, except for derivative instruments and short-term investments recognized that were measured at fair value, and assets and liabilities held for sale measured at lower of their carrying amount and the fair value net of selling expenses. The individual and consolidated interim accounting information are expressed in thousands of Reais (“R$”), rounded to the nearest thousand, as well as the disclosure of amounts in other currencies, when necessary, also made in thousands. The items disclosed in other currencies are duly identified, whenever applicable.

2.1 Reclassification of balances in the comparative period

Certain balances of the Statement of Value Added (DVA) for the six-month period ended June 30, 2022 have been presented in the said statement in a more granular manner to include additional details required in accordance with the requirements set forth in technical pronouncement CPC 09, Statement of Value Added (DVA).

These changes do not affect the equity and financial position, the statement of income for the period or any other information previously presented in the explanatory notes.

11


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NATURA &CO HOLDING S.A.
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE SIX-MONTH PERIOD ENDED JUNE 302023
(Amounts in thousands of Reais - R$, except as mentioned otherwise)


3. SUMMARY OF MATERIAL ACCOUNTING POLICIES

The material accounting policies applied in the preparation of this individual and consolidated interim accounting information are consistent with those applied and disclosed in note 3 to the Company’s audited financial statements for the year ended December 31, 2022, issued on March 13, 2023, as well as those applied for the comparative six-month period ended June 30, 2022, except for the rules and changes effective as of January 1, 2023.

Among these amendments effective as of January 1, 2023, we highlight the amendments to CPC 23, Accounting Policies, Change in Estimates and Error Correction (IAS 8, Accounting Policies, Change in Estimates and Error Correction) and CPC 26 (R1), Presentation of Financial Statements (IAS 1, Presentation of Financial Statements, in addition to amendments to IFRS Practice Statement 2, Making Materiality Judgments, educational document issued by the IASB and not published by the CPC in Brazil), where the concepts of accounting estimates and applying materiality judgments to accounting policy disclosures to help entities provide accounting policy disclosures that are more useful by replacing the requirement for entities to disclose their ‘significant’ accounting policies with a requirement to disclose their ‘material’ accounting policies. In the preparation of individual and consolidated interim accounting information, these concepts were considered, however, there were no material effects on the nature and detail of the information presented.

The other amendments to the accounting standards, effective as of January 1, 2023, did not have any material impact on the Company's interim individual and consolidated accounting information.

This individual and consolidated interim accounting information should be read in conjunction with the Company’s individual and consolidated financial statements for the year ended December 31, 2022.

The areas that require a higher level of judgment and have greater complexity, as well as the areas in which assumptions and estimates are material for the interim accounting information, were presented in note 4 of the Company’s individual and consolidated financial statements for the year ended December 31, 2022.

The estimates and assumptions used in the preparation of the interim, individual and consolidated accounting information for the six-month period ended June 30, 2023, have not changed significantly related with the as of December 31, 2022.

The information regarding the general considerations and polices was presented in note 5.1 of the Company’s individual and consolidated financial statements for the year ended December 31, 2022, and there are no changes for the six-month period ended June 30, 2023.

The Company continues to monitor developments in the conflict between Russia and Ukraine to assess any possible future impacts that may arise because of the ongoing crisis, including the reduction in recoverable value of financial and non-financial assets, which the Company's Management assesses based on the best available information. At the date of this interim accounting information, the effects of the conflict on the equity and financial position and performance of operations were not material.

5.1 Market risks and hedge accounting

In order to hedge the current balance sheet positions of the Company against market risks, the following financial derivatives (hedging the variability of payments of financing liabilities arising from exchange rate and interest rate risks) and operating derivatives (hedging the exchange rate risk of operating cash flows, such as import and export operations) are used and consist of the balances in the following table, as of June 30, 2023, and December 31, 2022

12



Graphics
NATURA &CO HOLDING S.A.
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE SIX-MONTH PERIOD ENDED JUNE 302023
(Amounts in thousands of Reais - R$, except as mentioned otherwise)


Description

Consolidated (Fair value, level 2)

June 30, 2023

December 31, 2022

Financial derivatives

(1,139,517)

(785,733)

Operating derivatives

(49,170)

(11,144)

Total

(1,188,687)

(796,877)

Below are the changes in net derivatives balances for the six-month period ended June 30, 2023, and for the year ended December 31, 2022:

Consolidated

Balance as of December 31, 2021

516,637

Losses from swap and forward derivative contracts in the result of the year

(992,813)

Payment of funds due to settlement of derivative transactions operational activity

594,225

Receipt of funds due to settlements financing activity

(118,707)

Losses in cash flow hedge operations (other comprehensive income)

(790,479)

Other movements

(5,740)

Balance as of December 31, 2022

(796,877)

Losses from swap and forward derivative contracts in the result of the year

  (764,408)

Payment of funds due to settlement of derivative transactions operational activity

481,769

Payment due to settlements financing activity

39,391

Losses in cash flow hedge operations (other comprehensive income)

(148,562)

Balance as of June 30, 2023

(1,188,687)

The Company designates certain financial and operating derivatives described above for hedge accounting in accordance with the Company's risk management policy. The fair value of derivatives designated for cash flow and fair value hedge accounting, as well as gains and losses for the six-month period ended June 30, 2023 are presented below.

 

Consolidated

 

Subject to hedging

Notional currency

Fair value

Accumulated gains (losses)

Gains (losses) for the six-month period

Currency swap – US$/R$

Currency

BRL

(1,186,810)

(861,573)

(96,288)

Forward and swap agreements (Natura Distribuidora México)

 

 

3,011

469

469

Forward and swap agreements (Avon)

Currency

BRL

(1,965)

(2,964)

(2,964)

Forward agreements (Natura Industria)

Currency

BRL

(38,382)

(38,382)

(45,553)

Forward agreements (The Body Shop)

 

 

416

(4,226)

(4,226)

Total

 

 

(1,223,730)

(906,676)

(148,562)

The movement in hedge reserves recorded in other comprehensive income is shown below:

 

Consolidated

Cash flow hedge balance on December 31, 2021

21,866

Change in fair value recognized in other comprehensive income

(790,479)

Tax effects on the fair value of the hedging instrument

270,035

Cash flow hedge balance on December 31, 2022

(498,578)

Change in fair value recognized in other comprehensive income

(148,562)

Tax effects on the fair value of the hedging instrument

49,439

Cash flow hedge balance on June 30, 2023

(597,701)


13



Graphics
NATURA &CO HOLDING S.A.
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE SIX-MONTH PERIOD ENDED JUNE 302023
(Amounts in thousands of Reais - R$, except as mentioned otherwise)


5.2 Fair value estimate

The Company’s financial assets and liabilities substantially encompass assets and liabilities classified as level 2 in the fair value estimate hierarchy, the assessment of which is based on techniques that use, other than the prices quoted in level 1, other information adopted by the market in a direct (as prices) or indirect (resulting from prices) manner. To measure the fair value, the carrying amount represents an amount that is reasonably near to the fair value, as described below:

(i) the balances of cash and cash equivalents, trade accounts receivables, accounts payable to suppliers and other current liabilities are equivalent to their carrying amounts, mainly due to the short-term maturities of these instruments;




(ii) the balances of the short-term investments measured at amortized cost approximate their fair values as a result of the transactions to be conducted at floating interest rates; and b) measured at fair value through profit or loss based on the rates agreed with the financial institutions considering the agreed rates among the parties, including market information that allows for such calculation;




(iii) except for the real estate receivables certificates, which are measured at fair value due to the designation as fair value hedge accounting, the carrying amounts of borrowing, financing and debentures are measured at their amortized cost and disclosed at fair value, which does not differ materially from the carrying amounts as the agreed interest rates are consistent with current market rates; and




(iv) the fair value of exchange rate derivatives (swap and forwards) is determined based on the future exchange rates at the dates of the balance sheets, with the resulting amount being discounted at present value.

The fair value of the investment in the Fundo Dynamo Beauty Ventures Ltda. (“DBV Fund”), classified at level 3 of the fair value hierarchy is calculated based on information on the net value of the investment in the Fund (NAV) calculated by the Fund’s manager based on valuation assumptions consistent with the accounting practices adopted in Brazil and IFRS, adjusted to reflect the fair value assumptions applicable to the nature of the Company’s investment. The Company’s valuation considers inputs not observable in the model, to reflect the contractual restrictions on this investment for early redemption of the security in the market. The significant unobservable inputs used in the fair value estimate reflect a discount due to the lack of liquidity of the security, which represent the values that the Company determined that market agents would consider for these discounts when defining the investment price.

There was no transfer between measurement levels in the fair value hierarchy during the six-month period ended June 30, 2023, for these assets and liabilities. Additionally, there were no material effects in the quarter on the fair value of financial assets and liabilities as a result of the increase in price volatility in markets affected by the conflict between Russia and Ukraine, counterparty risk in financial assets or inactivity of markets considered in the valuation.

6. CASH AND CASH EQUIVALENTS

Parent

Consolidated

 

June 30, 2023

December 31, 2022

June 30, 2023

December 31, 2022

Cash and banks

230

5,566

1,337,742

2,904,808

Certificate of bank deposits

-  

-

116,458

46,864

Repurchase operations (a)

-  

-

820,858

1,244,041

 

230

5,566

2,275,058

4,195,713


14



Graphics
NATURA &CO HOLDING S.A.
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE SIX-MONTH PERIOD ENDED JUNE 302023
(Amounts in thousands of Reais - R$, except as mentioned otherwise)


(a) As of June 30, 2023, repurchase operations are remunerated at an average rate of 100.0 % of CDI (100.0% of the CDI as of December 31, 2022).


7. SHORT-TERM INVESTMENTS

 

Parent

Consolidated

 

June 30, 2023

December 31, 2022

June 30, 2023

December 31, 2022

Exclusive Investment fund (a)

3,944

24,264

-

-

Mutual investment funds (b)

-

-

854,991

1,228,093

Treasury bills (c)

-

-

251,761

539,450

Government securities (LFT) (d)

-

-

56,953

31,415

Dynamo Beauty Ventures Ltd, Fund

-

-

32,563

35,235

Restricted cash

-

-

16,724

1,481

 

3,944

24,264

1,212,992

1,835,674

 

 

 

 

 

Current

3,944

24,264

1,180,429

1,800,439

Non-current

-

-

32,563

35,235


15



Graphics
NATURA &CO HOLDING S.A.
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE SIX-MONTH PERIOD ENDED JUNE 302023
(Amounts in thousands of Reais - R$, except as mentioned otherwise)


(a) The Company concentrate most of its investments in an Exclusive Investment Fund, which holds interest in shares of the Essential Investment Fund.





The values of the shares held by the Company are presented under the item “Exclusive Investment Fund” at the Parent Company. The financial statements of the Exclusive Investment Fund, in which the group has exclusive participation (100% of the shares), were consolidated, except for the quotas of the Instituto Natura, and the amounts of its portfolio were segregated by type of investment and classified as cash and short-term investments, based on the accounting practices adopted by the Company. For the purposes of consolidated presentation, the exclusive investment fund balance, as well as the positions of the other subsidiaries are presented according to the financial component.





The balance as of June 30, 2023, related to the “Crer para Ver” line within the exclusive investment fund is R$ 84,953 (R$91,340 as of December 31, 2022).




(b) Mutual investment funds refer to the investments of some subsidiaries of the Company’s located mainly in Argentina, Chile, Colombia, and Mexico.




(c) As of June 30, 2023, investments in treasury bills are remunerated at an average rate of 110.74% of the CDI (109.69% as of December 31, 2022).




(d) As of June 30, 2023, investments in Government securities (LFT) are remunerated at an average rate of 106.17% of the CDI (100.02% of the CDI as of December 31, 2022).

The breakdown of securities constituting the Essential Investment Fund portfolio, regarding which the Company holds 100% interest, on June 30, 2023 and December 31, 2022 is as follows:


Consolidated

 

June 30, 2023

December 31, 2022

Certificate of bank deposits

285

2,012

Repurchase operations (cash and cash equivalents)

477,484

937,645

Treasury bills

251,761

539,451

Government securities (LFT)

59,067

46,070

 

788,597

1,525,178

These amounts are consolidated with the other investments of the same nature of the Company in the consolidated.

16



Graphics
NATURA &CO HOLDING S.A.
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE SIX-MONTH PERIOD ENDED JUNE 302023
(Amounts in thousands of Reais - R$, except as mentioned otherwise)


8. TRADE ACCOUNTS RECEIVABLE

 

Consolidated

 

June 30, 2023

December 31, 2022

Trade accounts receivable

3,836,269

3,933,550

(-) Allowance for expected credit losses

(383,625)

(431,151)

 

3,452,644

3,502,399

Maximum exposure to credit risk on the date of the interim financial statements is the carrying amount of each maturity date range, net of the allowance for expected credit losses. The following table shows trade accounts receivable by exposure to the allowance for expected credit losses as of June 30, 2023 and December 31, 2022:

 

Consolidated

 

June 30, 2023

December 31, 2022

 

Trade accounts receivable

Allowance for expected credit losses

Trade accounts receivable

Allowance for expected credit losses

Current

2,899,607

(99,517)

2,814,843

(94,148)

Past due:

 

 

 

 

  Up to 31 days

466,453

(46,894)

621,711

(59,764)

  From 31 to 60 days

122,286

(44,283)

142,507

(53,609)

  From 61 to 90 days

81,364

(40,061)

106,124

(48,851)

  From 91 to 180 days

266,559

(152,870)

248,365

(174,779)

 

3,836,269

(383,625)

3,933,550

(431,151)


The changes in the allowance for expected credit losses for the six-month period ended June 30, 2023 and 2022 are as follows:

 

Consolidated

Balance as of December 31, 2021

(453,981)

  Additions, net of reversals

(314,250)

  Write-offs (a)

311,613

  Translation adjustment

26,051

Balance as of June 30, 2022

(430,567)

 

 

Balance as of December 31, 2022

(431,151)

  Transfer to non-current assets held for sale

1,661

  Additions, net of reversals

(317,838)

  Write-offs (a)

354,448

  Translation adjustment

9,255

Balance as of June 30, 2023

(383,625)


a)

Refers to accounts overdue for more than 180 days, which are written off when the Company has no expectation of recovering the trade accounts receivable and sale of customer portfolios.


17


Graphics
NATURA &CO HOLDING S.A.
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE SIX-MONTH PERIOD ENDED JUNE 302023
(Amounts in thousands of Reais - R$, except as mentioned otherwise)
 
9.

 

Consolidated

 

June 30, 2023

December 31, 2022

Finished products

3,442,137

3,634,068

Raw materials and packaging

1,087,063

1,159,507

Auxiliary materials

183,354

146,409

Products in progress

50,702

68,849

(-) Allowance for inventory losses

(555,889)

(491,959)

 

4,207,367

4,516,874

The changes in the allowance for inventory losses for the six-month period ended June 30, 2023 and 2022 are as follows:

 

Consolidated

Balance as of December 31, 2021

(615,945)

  Additions, net of reversals (a)

(201,828)

  Write-offs (b)

149,164

  Translation adjustment

52,360

Balance as of June 30, 2022

(616,249)

 

 

Balance as of December 31, 2022

(491,959)

  Transfer to non-current assets held for sale

4,400

  Additions, net of reversals (a)

(251,475)

  Write-offs (b)

159,102

  Translation adjustment

24,043

Balance as of June 30, 2023

(555,889)


a) This refers to the recognition of net allowance for losses due to discontinuation, expiration and quality, to cover expected losses on the realization of inventories, pursuant to the policy of the Company.

b) This consists of write-offs of products for which there is already an allowance for losses, where the Company has no expectation of sales/realization.


18


Graphics
NATURA &CO HOLDING S.A.
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE SIX-MONTH PERIOD ENDED JUNE 302023
(Amounts in thousands of Reais - R$, except as mentioned otherwise)


10.
 

 

Consolidated

 

June 30, 2023

December 31, 2022

ICMS on purchase of goods (a)

677,148

704,018

Taxes on purchase of goods – foreign subsidiaries

217,722

245,955

ICMS on purchases of property, plant and equipment and purchase of goods

13,844

14,365

PIS and COFINS on purchase of property, plant and equipment and purchase of goods (b)

870,814

950,307

Withholding PIS, COFINS and CSLL

1,671

1,671

Tax on Manufactured Goods - IPI (c)

162,643

152,686

Other

240,371

199,276

 

2,184,213

2,268,278

 

 

 

Current

1,275,200

911,410

Non-current

909,013

1,356,868


a) Tax credits related to the tax on the circulation of goods, interstate and inter-municipal transport and communication services (ICMS) were generated mainly by purchases, whose tax rate is higher than the average of sales. The Company expects to realize these credits during the ordinary course of business through offsetting with sales operations in the domestic market.




b) The accumulated tax credits of PIS and COFINS basically arise from credits on purchases of raw materials used in the production and from purchase of property, plant and equipment, as well as credits arising out of the exclusion of ICMS from the calculation basis of the PIS/COFINS. The realization of these credits normally occurs through offsetting with sales operations in the domestic market,




c) The balance will be used to offset IPI (Taxes over industrialized products) payable in future operations of the Company.


11.

The effective rate calculated by the Company for the six-month period ended June 30, 2023 was 18.45% negative. This percentage is based on a loss before tax of R$ 983,098 and an income tax expense of R$ 181,394. The main components that cause the effective rate to deviate from the nominal income tax rate of 34% are the different incomes by country, tax losses from certain jurisdictions that cannot benefit from the deferred income tax asset and differences in nominal income tax rates of subsidiaries abroad, in addition to important permanent tax benefits, such as investment subsidies and other incentives.

19


Graphics
NATURA &CO HOLDING S.A.
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE SIX-MONTH PERIOD ENDED JUNE 302023
(Amounts in thousands of Reais - R$, except as mentioned otherwise)

The effective rate calculated by the Company for the six-month period ended June 30, 2022, was negative in 17.14%, This percentage is based on a loss before tax of R$1,155,439, and an income tax credit of R$198,026. The main components that cause the effective rate to deviate from the nominal income tax rate of 34% are the tax losses from certain jurisdictions that cannot benefit from the recording of deferred income tax assets, permanent effects related to withholding income tax arising from transactions between group companies that cannot benefit partially offset by favorable net permanent items, including but not limited to investment subsidies and other incentives.

Changes in deferred income tax and social contribution asset and liability for the six-month period ended June 30, 2023 and 2022, are as follows:

 

Parent

Consolidated

 

Assets

Assets

Liabilities

Balance as of December 31, 2021

-

2,954,074

(994,041)

  Effect on income statement

-

323,230

(51,345)

  Reserve for grant of options and restricted shares

-

5,778

-

  Other comprehensive income impact

-

223,746

-

  Translation adjustment

-

(166,342)

138,497

Balance as of June 30, 2022

-

3,340,486

(906,889)

 

 

 

 

Balance as of December 31, 2022

150,167

3,519,515

(934,414)

  Effect on income statement

(56,998)

105,132

7,549

  Transfer between deferred income tax and social contribution liabilities and assets

-

24,517

(24,517)

  Creation of tax credits on a universal basis

-

20,212

-

  Transfer to assets held for sale

-

(155,308)

24,933

  Reserve for grant of options and restricted shares

-

(60,915)

3,419

  Other comprehensive income impact

-

49,439

-

  Translation adjustment

-

(103,623)

24,623

Balance as of June 30, 2023

93,169

3,398,969

(898,407)

 

Management monitors the performance of all its entities and assesses whether the deferred income tax asset can be realized from four sources of use: potential for offsetting tax losses, reversal of taxable temporary differences, tax planning opportunities (which may include corporate changes) and projection of future taxable income. The Company has no record of deferred income tax assets that cannot be supported by one or more of these sources of realization.

 

20


Graphics
NATURA &CO HOLDING S.A.
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE SIX-MONTH PERIOD ENDED JUNE 302023
(Amounts in thousands of Reais - R$, except as mentioned otherwise)


12. JUDICIAL DEPOSITS

Judicial deposits represent restricted assets of the Company and are related to the amounts deposited and held in court until the resolution of the disputes to which they are related. The judicial deposits held by the Company as of June 30, 2023 and December 31, 2022 are as follows:

 

 

Consolidated

 

June 30, 2023

December 31, 2022

Unaccrued tax proceedings(a)

257,867

274,273

Accrued tax proceedings (b)

113,991

150,929

Unaccrued civil proceedings

5,084

5,783

Accrued civil proceedings

1,237

1,470

Unaccrued labor proceedings

9,146

11,014

Accrued labor proceedings

10,576

14,081

Total judicial deposits

397,901

457,550

 

a) The tax proceedings related to these judicial deposits refer, substantially, to ICMS-ST.

b) The tax proceedings related to these judicial deposits refer, substantially, to the sum of the amounts highlighted in Note 22, and the amounts provisioned according to Note 21.

Changes in judicial deposits balances for the six-month period ended June 30, 2023 and 2022 are as follows:

 

Consolidated

Balance as of December 31, 2021

585,284

   New deposits

10,739

   Redemptions

(19,863)

   Inflation adjustment and interests

17,247

   Payments / write-offs for expenses

(4,656)

   Translation adjustment

97

Balance as of June 30, 2022

588,849

 

 

Balance as of December 31, 2022

457,550

   New deposits

8,590

   Redemptions

(32,459)

   Inflation adjustment and interests

13,303

   Payments / write-offs for expenses

(48,570)

   Translation adjustment

(513)

Balance as of June 30, 2023

397,901

In addition to judicial deposits, the Company has contracted insurance policies and guarantee letters for certain lawsuits.

21


Graphics
NATURA &CO HOLDING S.A.
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE SIX-MONTH PERIOD ENDED JUNE 302023
(Amounts in thousands of Reais - R$, except as mentioned otherwise)


The changes in the balance for the six-month period ended June 30, 2023 and 2022 are as follows:

 

Consolidated

Balance as of December 31, 2021

52,921

  Transfer from property, plant and equipment

(8,404)

  Translation adjustment

899

Balance as of June 30, 2022

45,416

 

 

Balance as of December 31, 2022

51

  Transfers of assets held for sale(a)

2,508,819

  Transfers of fixed assets, other assets and liabilities(b)

271,892

  Impairment(b)

(42,218)

  Translation adjustment

(11,972)

Balance as of June 30, 2023

2,726,572

 

a) On June 30, 2023, the sale of the subsidiary Aesop was determined as highly probable, since the Company had received a binding agreement from L'Oreal, which was approved and signed on April 3, 2023. Further details of this transaction are included on note nº 36.




b) On June 30, 2023, these transfers include properties of the subsidiary Avon, located in the United States and Chile. The impairment refers to the difference between the market value and the book value of these properties


22



Graphics
NATURA &CO HOLDING S.A.
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE SIX-MONTH PERIOD ENDED JUNE 302023
(Amounts in thousands of Reais - R$, except as mentioned otherwise)

 

14.

 

Parent

Consolidated

 

June 30, 2023

December 31, 2022

June 30, 2023

December 31, 2022

Marketing and advertising advances

-

-

70,313

43,509

Supplier advances

5,087

1,357

266,251

290,205

Employee advances

3

-

26,324

20,267

Rent advances and guarantee deposi(a)

-

-

84,570

160,437

Advance insurance expenses

5,092

11,456

107,807

124,293

Overfunded pension plan (b)

-

-

681,230

694,527

Customs broker advances - Import taxes

-

-

29,421

38,398

Sublease receivables (c)

-

-

211,548

262,108

Carbon credits

-

-

15,221

14,297

Receivables from service providers (d)

-

-

101,743

110,214

Other

49

749

217,012

257,566

 

10,231

13,562

1,811,440

2,015,821

 

 

 

 

 

Current

10,231

13,562

691,624

763,384

Non-current

-

-

1,119,816

1,252,437



a) Mainly related to: (i) advances for lease agreements that were not included in the initial measurement of lease liabilities / right-of-use of the subsidiary The Body Shop, in accordance with the exemptions of IFRS 16 / CPC 06(R2); and (ii) security deposits for the rental of certain stores of the subsidiaries The Body Shop and Aesop, which will be returned by the landlord at the end of the lease agreements. The balances on June 30, 2023 do not include the deposits of the indirect subsidiary Aesop that were classified as assets held for sale according to note 36.
b) Pension plan arising from the acquisition of subsidiary Avon.


c) Refers to the sublease receivable from the New York office owned by the subsidiary Avon.
d) Refers to receivables mainly arising from damage that occurred with carriers and insurance companies.


23



Graphics
NATURA &CO HOLDING S.A.
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE SIX-MONTH PERIOD ENDED JUNE 302023
(Amounts in thousands of Reais - R$, except as mentioned otherwise)


15. 

 

Parent

 

June 30, 2023

December 31, 2022

Investments in subsidiaries, net of losses

20,509,415

22,215,420


Information and changes in the balances for the six-month period ended June 30, 2023 and 2022 are as follows:

 

June 30, 2023

 

Natura Cosméticos S.A. (a)

Avon Products, Inc.

Natura &Co International S.à.r.l.

Total

Percentage of interest

100.00%

100.00%

100.00%

 

Shareholders’ equity of the subsidiaries (unsecured liabilities)

5,702,728

(6,777,098)

5,567,385

4,493,015

Shareholders’ equity interest (unsecured liabilities)

5,702,728

(6,777,098)

5,567,385

4,493,015

Fair value adjustment of acquired assets and liabilities

-

3,635,624

-

3,635,624

Tax benefit from income tax of subsidiaries (b)

-

357,327

-

357,327

Goodwill

-

12,023,449

-

12,023,449

Total

5,702,728

9,239,302

5,567,385

20,509,415

Net income (loss) for the period of subsidiaries

15,707

(1,379,747)

50,403

(1,313,637)

 

 

 

 

 

Balances as of December 31, 2022

5,992,009

10,500,599

5,722,812

22,215,420

Share of profit (loss) of equity investees

15,707

(1,379,747)

50,403

(1,313,637)

Translation adjustment

(317,897)

124,223

(355,833)

(549,507)

Capital increase

-

-

150,000

150,000

Distribution of dividends

(150,000)

-

-

(150,000)

Effect of hyperinflationary economy adjustment

251,388

(30,570)

-

220,818

Contribution by the controlling company for purchase option plans granted to executive officers of the subsidiaries and other reserves net of tax effects

7,909

28,103

-

36,012

Hedge accounting net of tax effects

(95,817)

(3,306)

-

(99,123)

Other impacts

(571)

-

3

(568)

Balance as of June 30, 2023

5,702,728

9,239,302

5,567,385

20,509,415


a) The investment balance in the direct subsidiary Natura Cosméticos S.A. includes goodwill arising from the acquisitions of the indirect  a) The investment balance in the direct subsidiary Natura Cosméticos S.A. includes goodwill arising from the acquisitions of the indirect subsidiaries The Body Shop R$ 1,691,567 (R$1,663,545 as of June 30, 2022) and Aesop (R$ 128,087 as of June 30, 2022), according to note 17.
b) Refers to a tax benefit provided for in the United Kingdom where entities with taxable income can use credits from companies with tax losses if they are part of the same economic group and are in the same jurisdiction. This credit originated in the business combination of Avon and is expected to be realized from the operations in the United Kingdom.

 

24



Graphics
NATURA &CO HOLDING S.A.
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE SIX-MONTH PERIOD ENDED JUNE 302023
(Amounts in thousands of Reais - R$, except as mentioned otherwise)

  

 

June 30, 2022

 

Natura Cosméticos S.,A.(a)

Avon Products, Inc.

Natura &Co International S.à.r.l.

Total

Percentage of interest

100.00%

100.00%

100.00%

 

Shareholders’ equity of the subsidiaries (unsecured liabilities)

5,863,107

(4,884,787)

5,809,203

6,787,523

Shareholders’ equity interest (unsecured liabilities)

5,863,107

(4,884,787)

5,809,203

6,787,523

Fair value adjustment of acquired assets and liabilities

-

4,269,499

-

4,269,499

Tax benefit from income tax of subsidiaries (b)

-

393,005

-

393,005

Goodwill

-

12,766,121

-

12,766,121

Total

5,863,107

12,543,838

5,809,203

24,216,148

Net income (loss) for the period of subsidiaries

(139,832)

(1,090,599)

32,955

(1,197,476)

 

 

 

 

 

Balances as of December 31, 2021

7,816,896

14,034,994

6,429,288

28,281,178

Share of profit (loss) of equity investees

(139,832)

(1,090,599)

32,955

(1,197,476)

Translation adjustment

(1,505,164)

(322,455)

(658,360)

(2,485,979)

Effect of hyperinflationary economy adjustment

77,541

(92,141)

-

(14,600)

Contribution by the controlling company for purchase option plans granted to executive officers of the subsidiaries and other reserves net of tax effects

49,540

14,221

-

63,761

Hedge accounting net of tax effects

(435,875)

(182)

5,322

(430,735)

Other impacts

1

-

(2)

(1)

Balance as of June 30, 2022

5,863,107

12,543,838

5,809,203

24,216,148


25


Graphics
NATURA &CO HOLDING S.A.
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE SIX-MONTH PERIOD ENDED JUNE 302023
(Amounts in thousands of Reais - R$, except as mentioned otherwise)

 

Consolidated

 

Useful life range (in years)

December 31, 2022

Additions

Write-offs

Transfers

Transfer to asset held for sale

Translation adjustment

June 30, 2023

Cost:

 

 

 

 

 

 

 

 

Vehicles

2 to 5

74,362

1,911

(3,100)

7,743

76

(9,968)

71,024

Tooling

3

204,177

  - 

  - 

5,967

  - 

80

210,224

Tools and accessories

3 to 20

175,452

4,961

  - 

4,406

  - 

(95)

184,724

Facilities

3 to 60

307,448

2,035

(832)

6,673

(166)

(1,241)

313,917

Machinery and accessories

3 to 15

2,272,136

3,043

(15,897)

121,120

(25,065)

(41,893)

2,313,444

Leasehold improvements

2 to 20

1,128,086

11,775

(52,399)

8,141

(580,932)

(29,819)

484,852

Buildings

14 to 60

1,916,939

10,960

(7,620)

(4,275)

(507,665)

(49,219)

1,359,120

Furniture and fixtures

2 to 25

674,062

16,805

(60,906)

5,538

(93,440)

(32,064)

509,995

Land

-

645,657

471

  - 

  - 

(19,216)

(19,349)

607,563

IT equipment

3 to 15

627,770

2,346

(40,175)

13,200

(52,223)

(22,342)

528,576

Other assets

-

26,230

  - 

  - 

  - 

  - 

(996)

25,234

Projects in progress

-

580,627

164,855

(22,582)

(184,227)

(38,819)

(18,305)

481,549

Total cost

 

8,632,946

219,162

(203,511)

(15,714)

(1,317,450)

(225,211)

7,090,222

 

 

 

 

 

 

 

 

 

Depreciation value:

 

 

 

 

 

 

 

 

Vehicles

 

(38,070)

(2,097)

2,047

  - 

(24)

2,860

(35,284)

Tooling

 

(179,485)

(4,301)

  - 

  - 

  - 

(55)

(183,841)

Tools and accessories

 

(135,440)

(10,622)

  - 

  - 

  - 

(486)

(146,548)

Facilities

 

(201,307)

(6,409)

826

  - 

166

(3,476)

(210,200)

Machinery and accessories

 

(1,118,339)

(124,224)

14,544

  - 

17,185

51,590

(1,159,244)

Leasehold improvements

 

(626,431)

(38,132)

50,282

  - 

355,858

26,683

(231,740)

Buildings

 

(455,402)

(77,986)

7,595

20

255,063

22,702

(248,008)

Furniture and fixtures

 

(408,832)

(41,838)

60,497

  - 

62,651

24,032

(303,490)

IT equipment

 

(475,668)

(31,754)

37,394

(429)

31,284

18,362

(420,811)

Other assets

 

(27,822)

(292)

  - 

  - 

  - 

603

(27,511)

Total depreciation

 

(3,666,796)

   (337,655)

    173,185

(409)

722,183

142,815

(2,966,677)

Net total

 

4,966,150

     (118,493)

     (30,326)

(16,123)

(595,267)

(82,396)

4,123,545


26


Graphics
NATURA &CO HOLDING S.A.
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE SIX-MONTH PERIOD ENDED JUNE 302023
(Amounts in thousands of Reais - R$, except as mentioned otherwise)


 

Consolidated

 

Useful life range (in years)

December 31, 2021

Additions

Write-offs

Transfers

Translation adjustment

June 30, 2022

Cost:

 

 

 

 

 

 

 

Vehicles

2 to 5

38,902

1

(6,281)

13

(5,662)

26,973

Tooling

3

191,840

  - 

  - 

1,066

(138)

192,768

Tools and accessories

3 to 20

110,998

9,938

(333)

23,176

(23,091)

120,688

Facilities

3 to 60

303,452

44

(2,106)

2,909

(5,099)

299,200

Machinery and accessories

3 to 15

1,959,943

8,749

(35,773)

55,895

(129,520)

1,859,294

Leasehold improvements

2 to 20

1,128,504

14,611

(29,066)

21,194

(100,940)

1,034,303

Buildings

14 to 60

1,982,245

4,893

(334)

(7,455)

(83,876)

1,895,473

Furniture and fixtures

2 to 25

660,126

32,034

(31,419)

15,643

(59,143)

617,241

Land

-

628,373

  - 

  - 

9,607

(43,576)

594,404

IT equipment

3 to 15

634,580

11,409

(57,303)

(53,475)

(63,495)

471,716

Other assets

-

31,636

  - 

(81)

  - 

6,944

38,499

Projects in progress

-

561,488

244,432

(3,444)

(199,035)

(47,764)

555,677

Total cost

 

8,232,087

326,111

(166,140)

(130,462)

(555,360)

7,706,236

 

 

 

 

 

 

 

 

Depreciation value:

 

 

 

 

 

 

 

Vehicles

 

(9,457)

(5,745)

5,548

(32)

5,539

(4,147)

Tooling

 

(174,164)

(3,711)

0

  - 

94

(177,781)

Tools and accessories

 

(65,740)

(12,655)

19

(20,933)

20,939

(78,370)

Facilities

 

(183,420)

(7,768)

1,748

  - 

(191)

(189,631)

Machinery and accessories

 

(728,408)

(88,274)

30,893

(2,221)

76,621

(711,389)

Leasehold improvements

 

(602,622)

(66,289)

26,268

90

55,325

(587,228)

Buildings

 

(298,327)

(44,458)

186

11,213

51,116

(280,270)

Furniture and fixtures

 

(369,610)

(44,517)

26,991

1,874

31,232

(354,030)

IT equipment

 

(392,095)

(42,536)

58,236

60,875

48,966

(266,554)

Other assets

 

(30,836)

(1,125)

88

  - 

826

(31,047)

Total depreciation

 

(2,854,679)

(317,078)

149,977

50,866

290,467

(2,680,447)

Net total

 

5,377,408

9,033

(16,163)

(79,596)

(264,893)

5,025,789


27


Graphics
NATURA &CO HOLDING S.A.
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE SIX-MONTH PERIOD ENDED JUNE 302023
(Amounts in thousands of Reais - R$, except as mentioned otherwise)

 

Consolidated

 

Useful life range (in years)

December 31, 2022

Additions

Write-offs

Transfers

Transfer to asset held for sale

Translation adjustment

June 30, 2023

Cost:

 

 

 

 

 

 

 

 

Software

2.5 to 10

2,949,813

56,211

(43,500)

150,463

(96,956)

(113,445)

2,902,586

Trademarks and patents (defined useful life)

20 to 25

813,204

-

-

-

(139,869)

(51,132)

622,203

Trademarks and patents (indefinite useful life)

-

4,818,030

                         -

                         -

-

-

41,083

4,859,113

Goodwill Avon

-

12,307,865

-

-

-

-

(284,415)

12,023,450

Goodwill Emeis Brazil Pty Ltd.

-

124,315

              -

               -

-

(124,315)

-

-  

Goodwill The Body Shop

-

1,645,527

-

       -

-

-

46,040

1,691,567

Goodwill acquisition of The Body Shop stores

-

1,456

-

-

-

-

-

1,456

Goodwill acquisition of Singu stores

-

-

         52,049

      -

-

-

-

52,049

Relationship with retail clients

10

2,583

-

-

-

(2,255)

(10)

318

Key money (indefinite useful life)

-

22,313

-

 -

-

-

(842)

21,471

Key money (defined useful life)

3 to 18

7,828

                    383

               (1,743)

(378)

-

811

6,901

Relationship with franchisees and sub franchisees and sales representatives

14 to 15

2,676,563

-

              (13,844)

372

-

(120,519)

2,542,572

Technology developed (by acquired subsidiary)

-

1,457,039

              -

                         -

-

-

(111,281)

1,345,758

Other intangible assets and intangible under development

-

133,403

             104,774

               (5,563)

(134,764)

(9,797)

(2,956)

85,097

Total cost

 

26,959,939

            213,417

           (64,650)

15,693

(373,192)

(596,666)

26,154,541

 

 

 

 

 

 

 

 

 

Accumulated amortization:

 

 

 

 

 

 

 

 

Software

 

(1,720,169)

(217,365)

41,944

430

75,818

101,047

(1,718,295)

Trademarks and patents

 

(169,620)

(16,199)

-

-

55,095

8,343

(122,381)

Relationship with retail clients

 

(10,103)

-

1,743

-

-

(1,220)

(9,580)

Key money

 

(2,968)

-

-

-

2,255

10

(703)

Relationship with franchisees and sub franchisees

 

(918,994)

(133,986)

14,892

-

-

37,361

(1,000,727)

Technology developed

 

(874,225)

(141,663)

-

-

-

73,856

(942,032)

Other intangible assets

 

(2,890)

(2,443)

2,175

-

9,797

(10,017)

(3,378)

Total accrued amortization

 

(3,698,969)

(511,656)

60,754

430

142,965

209,380

(3,797,096)

Net total

 

23,260,970

(298,239)

(3,896)

16,123

(230,227)

(387,286)

22,357,445


28


Graphics
NATURA &CO HOLDING S.A.
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE SIX-MONTH PERIOD ENDED JUNE 302023
(Amounts in thousands of Reais - R$, except as mentioned otherwise)



Consolidated

 

Useful life range (in years)

December 31, 2021

Additions

Write-offs

Transfers

Translation adjustment

June 30, 2022

Cost:

 

 

 

 

 

 

 

Software

2.5 to 10

2,492,616

54,355

(31,324)

348,471

(227,501)

2,636,617

Trademarks and patents (defined useful life)

20 to 25

889,834

-

-

-

(112,984)

776,850

Trademarks and patents (indefinite useful life)

-

5,888,623

-

-

-

(979,558)

4,909,065

Goodwill Avon

-

13,381,191

-

-

-

(553,555)

12,827,636

Goodwill Emeis Brazil Pty Ltd.

-

       143,180

-

-

-

(15,093)

128,087

Goodwill The Body Shop

-

2,063,672

-

-

-

(400,127)

1,663,545

Goodwill acquisition of The Body Shop stores

-

1,456

-

(891)

-

-

565

Relationship with retail clients

10

2,880

-

-

-

(271)

2,609

Key money (indefinite useful life)

-

24,985

-

-

-

(2,402)

22,583

Key money (defined useful life)

3 to 18

14,363

-

(5,596)

-

(1,853)

6,914

Relationship with franchisees and sub franchisees and sales representatives

14 to 15

2,990,558

-

-

-

(223,826)

2,766,732

Technology developed (by acquired subsidiary)

-

1,580,808

-

-

-

(209,271)

1,371,537

Other intangible assets and intangible under development

-

277,776

83,065

(1)

(202,128)

(13,654)

145,058

Total cost

29,751,942

137,420

(37,812)

146,343

(2,740,095)

27,257,798

 

 

 

 

 

 

 

 

Accumulated amortization:

 

 

 

 

 

 

 

Software

 

(1,369,767)

(205,392)

30,779

(58,295)

168,647

(1,434,028)

Trademarks and patents

 

  (143,186)

(18,774)

-

-

22,033

(139,927)

Key money

 

    (16,517)

-

5,486

-

1,973

(9,058)

Relationship with retail clients

 

      (3,218)

(43)

-

-

537

(2,724)

Relationship with franchisees and sub franchisees

 

  (729,049)

(139,037)

-

-

62,843

(805,243)

Technology developed

 

  (632,326)

(139,018)

-

-

85,574

(685,770)

Other intangible assets

 

(296)

(753)

-

(48)

(673)

(1,770)

Total accrued amortization

 

(2,894,359)

(503,017)

36,265

(58,343)

340,934

(3,078,520)

Net total

 

26,857,583

(365,597)

(1,547)

88,000

(2,399,161)

24,179,278


29


Graphics
NATURA &CO HOLDING S.A.
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE SIX-MONTH PERIOD ENDED JUNE 302023
(Amounts in thousands of Reais - R$, except as mentioned otherwise)


18.

a)  Right-of-use 

 

Consolidated

 

Useful life in Years (a)

December 31, 2022

Additions

Write-offs

Transfer to asset held for sale (b)

Translation adjustment

June 30, 2023

Cost:

 

 

 

 

 

 

 

Vehicles

3

164,661

36,421

(84,269)

-

(16,184)

100,629

Machinery and equipment

3 to 10

31,216

6,481

(674)

-

(7,464)

29,559

Buildings

3 to 10

1,570,088

136,117

(100,741)

-

(81,044)

1,524,420

IT equipment

10

29,052

2,148

(4,433)

-

(5,823)

20,944

Retail stores

3 to 10

3,361,432

168,180

(208,244)

(1,388,973)

(100,642)

1,831,753

Software

3 to 4

13,527

5,566

-

-

(43)

19,050

Tools and accessories

3

498

14

-

-

(5)

507

Total cost

 

5,170,474

354,927

(398,361)

(1,388,973)

(211,205)

3,526,862

 

 

 

 

 

 

 

 

Depreciation value:

 

 

 

 

 

 

 

Vehicles

 

(105,457)

(20,269)

82,536

-

15,521

(27,669)

Machinery and equipment

 

(13,787)

(4,808)

674

-

6,904

(11,017)

Buildings

 

(556,655)

(124,194)

50,537

-

22,217

(608,095)

IT equipment

 

(23,957)

(2,765)

4,433

-

5,298

(16,991)

Retail stores

 

(1,525,308)

(187,207)

208,244

563,908

65,903

(874,460)

Software

 

(3,121)

(2,692)

-

-

(15)

(5,828)

Tools and accessories

 

(302)

(88)

-

-

204

(186)

Total accrued depreciation

 

(2,228,587)

(342,023)

346,424

563,908

116,032

(1,544,246)

Net total

 

2,941,887

12,904

(51,937)

(825,065)

(95,173)

1,982,616


30


Graphics
NATURA &CO HOLDING S.A.
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE SIX-MONTH PERIOD ENDED JUNE 302023
(Amounts in thousands of Reais - R$, except as mentioned otherwise)


 

Consolidated

 

Useful life in Years (a)

December 31, 2021

Additions

Write-offs

Translation adjustment

June 30, 2022

Cost:

 

 

 

 

 

 

Vehicles

3

     168,062

15,382

(18,140)

(7,339)

157,965

Machinery and equipment

3 to 10

      33,629

4,414

(7,179)

(4,424)

26,440

Buildings

3 to 10

1,543,018

182,634

(72,711)

(60,990)

1,591,951

IT equipment

10

       31,803

575

(1,714)

(494)

30,170

Retail stores

3 to 10

3,417,595

407,682

(189,309)

(366,075)

3,269,893

Tools and accessories

3

         1,053

-

(384)

(146)

523

Total cost

 

5,195,160

610,687

(289,437)

(439,468)

5,076,942

 

 

 

 

 

 

 

Depreciation value:

 

 

 

 

 

 

Vehicles

 

(91,509)

(21,360)

17,188

5,518

(90,163)

Machinery and equipment

 

(17,133)

(4,658)

7,179

2,151

(12,461)

Buildings

 

(507,045)

(135,667)

66,314

32,604

(543,794)

IT equipment

 

(24,410)

(3,452)

1,712

2,432

(23,718)

Retail stores

 

(1,458,512)

(293,566)

186,580

185,984

(1,379,514)

Tools and accessories

 

(582)

(130)

384

76

(252)

Total accrued depreciation

 

(2,099,191)

(458,833)

279,357

228,765

(2,049,902)

Net total

 

3,095,969

151,854

(10,080)

(210,703)

3,027,040


a) The useful lives applied refer to the term of the contracts in which the Company is sure that it will use the assets underlying the lease contracts according to the contractual terms.

b) Refers to key money related to store rentals. This amount is transferred from “right of use” to "intangible assets” when a new commercial agreement with the lessor is not yet signed.

c) Retail stores write-offs are associated with the transformation plan of the subsidiary The Body Shop, as mentioned in Note 28.


31


Graphics
NATURA &CO HOLDING S.A.
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE SIX-MONTH PERIOD ENDED JUNE 302023
(Amounts in thousands of Reais - R$, except as mentioned otherwise)


 

Consolidated

 

June 30, 2023

June 30, 2022

Amounts recognized in the statement of income for the six-month period ended June 30, 2023 and 2022:

 

 

  Financial expense on lease

79,493

81,226

  Amortization of right of use

342,023

411,816

  Appropriation in the result of variable lease installments not included in the measurement of lease liabilities

5,158

16,068

  Sublease revenue

(10,817)

(24,467)

  Short-term lease expenses and low-value assets

19,299

34,770

  Benefits granted by lessor related to Covid-19

(494)

(5,735)

  Other lease-related expenses

2,832

1,633

Total

437,494

515,311

 

 

 

Amounts recognized in the financing activities in the cash flow statement:

 

 

  Lease payments (principal)

393,709

473,231

Amounts recognized in the operating activities in the cash flow statement:

 

 

  Lease payments (interest)

82,357

77,705

  Variable lease payments, not included in the measurement of lease liabilities

8,413

3,447

  Short-term and low-value assets lease payments

15,543

26,821

  Other lease-related payments

19,018

8,915

Total

519,040

590,119

b)  Lease liability

 

Consolidated

 

June 30, 2023

December 31, 2022

  Current

607,555

878,448

  Non-current

          1,539,135

2,392,289

Total

      2,146,690

3,270,737

Below are the changes in lease liability balances for the six-month period ended June 30, 2023 and 2022:


32


Graphics
NATURA &CO HOLDING S.A.
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE SIX-MONTH PERIOD ENDED JUNE 302023
(Amounts in thousands of Reais - R$, except as mentioned otherwise)


 

Consolidated

Balance as of December 31, 2021

3,547,862

  New contracts and modifications

638,390

  Payments (principal)

(526,728)

  Payments (interest)

(77,705)

  Appropriation of financial charges

95,056

  Write-offs (a)

(1,176)

  Translation adjustment

(333,772)

Balance as of June 30, 2022

3,341,927

 

 

Balance as of December 31, 2022

3,270,737

  Transfer to asset held for sale

(891,098)

  New agreements and modifications

307,849

  Payments (principal)

(393,709)

  Payments (interest)

(82,357)

  Appropriation of financial charges

79,493

  Write-offs (a)

(33,932)

  Translation adjustment

(110,293)

Balance as of June 30, 2023

          2,146,690

 

 

a) Mainly related to termination of agreements related to lease of stores.

The amount of lease liability payments, including interest payments due to maturity, is as follows:

 

Consolidated

 

June 30, 2023

December 31, 2022

Less than a year

787,182

1,070,253

One to five years

1,426,488

2,019,723

More than five years

403,142

856,402

Total expected cash flow

2,616,812

3,946,378

Interest to be incurred

(470,122)

(675,641)

Total balance

2,146,690

3,270,737

 

33


Graphics
NATURA &CO HOLDING S.A.
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE SIX-MONTH PERIOD ENDED JUNE 302023
(Amounts in thousands of Reais - R$, except as mentioned otherwise)


19.


Ref,

Consolidated

 

June 30, 2023

December 31, 2022

Local currency:

 

 

 

Financing Agency for Studies and Projects FINEP

 

  2,430

16,979

Debentures

A

2,008,103

1,913,204

Commercial Notes

B

519,276

519,044

Working capital – Avon

 

76,205

113,664

Working Capital - Natura &Co Luxembourg

C

1,806,373

1,304,425

Notes – Avon (1)

D

1,287,621

1,421,272

Notes – Luxembourg

E

2,893,999

3,130,732

Working Capital

 

16,082

-

Total in local currency

 

8,610,089

8,419,320

 

 

 

 

Foreign currency:

 

 

 

  Representative debt securities (“Notes”)

F

4,778,711

5,172,966

  Total in foreign currency

 

4,778,711

5,172,966

Grand total

 

13,388,800

13,592,286

 

 

 

 

Current

 

362,680

331,151

Non-current

 

13,026,120

13,261,135

 

 

 

 

Debentures

 

 

 

  Current

 

156,651

77,601

  Non-current

 

1,851,452

1,835,603


(1) Balances recognized at fair value in the business combination with subsidiary Avon and subsequently measured at amortized cost.


34


Graphics
NATURA &CO HOLDING S.A.
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE SIX-MONTH PERIOD ENDED JUNE 302023
(Amounts in thousands of Reais - R$, except as mentioned otherwise)


Reference

Currency

Maturity

Charges

Effective interest rate

Guarantees

A

Brazillian Real

July 2027 to September 2032

CDI + 1.65%; CDI + 0.8%; IPCA + 6.8% and IPCA + 6.9% with bi-annual payments

CDI+1.65%, CDI+0.8%, CDI+1.34% e CDI+1.60%

Guarantee of Natura &Co Holding S.A.

B

Brazilian Real

September 2025

CDI interest + 1.55% with bi-annual payments

CDI+1.55%

Guarantee of Natura &Co Holding S.A.

C

US Dollar

November 2025

SOFR + 2.47% p.a. with bi-annual payments

SOFR + 2.47%% p.a.

Guarantee of Natura &Co Holding S.A. and Natura Cosméticos S.A.

D

US Dollar

March 2023 and March 2043

Interest of 6.45% p.a. and 8.45% p.a. with bi-annual payments

Interest of 6.45% p.a. and  8.45% p.a.

None

E

US Dollar

April 2029

Interest of 6.00% p.a. with bi-annual payments

6.125% p.a.

Guarantee of Natura &Co Holding S.A. and Natura Cosméticos S.A.

F

US Dollar

May 2028

Interest of 4.125% (with real cost

equivalent to the CDI + 3.33% p.a.

Considering the derivate

contracted to hedge the variation

of the associated cash flows) with

bi-annual payments

CDI + 3.33%

Guarantee of Natura &Co Holding S.A.

Changes in the balances of borrowing, financing and debentures for the six-month period ended June 30, 2023 and 2022 are as follows:

 

Consolidated

Balance as of December 31, 2021

12,716,832

  New borrowing and financing

4,727,033

  Repayment

(3,638,701)

  Appropriation of financial charges and funding costs

335,638

  Financial charges payment

(362,663)

  Exchange rate variation

(375,209)

  Translation adjustment

(363,393)

Balance as of June 30, 2022

13,039,537

 

 

Balance as of December 31, 2022

13,592,286

  New borrowing and financing (a)

654,920

  Repayment

(118,812)

  Appropriation of financial charges and funding costs

494,549

  Financial charges payment

(471,237)

  Exchange rate variation

(396,150)

  Translation adjustment

(366,756)

Balance as of June 30, 2023

13,388,800


35


Graphics
NATURA &CO HOLDING S.A.
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE SIX-MONTH PERIOD ENDED JUNE 302023
(Amounts in thousands of Reais - R$, except as mentioned otherwise)


a) The movement that occurred in 2023 is mainly due to the revolving credit line obtained by the subsidiary Natura &Co Luxembourg in the amount of US$125 million during the second quarter of 2023.

 

The maturities of non-current portion of borrowing, financing and debentures liabilities are as follows:

 

Consolidated

 

June 30, 2023

December 31, 2022

2025

2,091,794

-

2026

1,196,844

1,763,902

2027 onwards

9,737,482

11,497,233

Total

13,026,120

13,261,135


19.1
Covenants

As of June 30, 2023 and December 31, 2022, the Company and its subsidiaries no longer has the obligation to calculate and disclose restrictive clauses (covenants), which establish the maintenance of minimum financial indicators resulting from the quotient of dividing the net debt of treasury by the EBITDA of the last 12 months, based on the maturity and early settlement of the 9th and 10th series of debentures in December 2022.

The Company also has covenants related to non-financial indicators according to each Contract. The Company is in compliance with such covenants as of June 30, 2023 and December 31, 2022.



 

Parent

Consolidated

 

June 30, 2023

December 31, 2022

June 30, 2023

December 31, 2022

Domestic trade accounts payable

11,290

3,402

4,375,780

4,644,534

Foreign trade accounts payable (a)

2,029

3,049

692,035

877,496

Subtotal

13,319

6,451

5,067,815

5,522,030

Reverse factoring operations (b)

-

-

581,077

853,900

Total

13,319

6,451

5,648,892

6,375,930



a)

Refers to imports mainly denominated in US dollars, Euros and British pounds.


b)

The Company has contracts signed with first class financial institutions, mainly Banco Itaú Unibanco S.A. to directly structure a reverse factoring operation with the Company’s main suppliers. For more details on these transactions, please refer to note 3.15 of the annual financial statements for the year ended December 31, 2022.

 

36


Graphics
NATURA &CO HOLDING S.A.
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE SIX-MONTH PERIOD ENDED JUNE 302023
(Amounts in thousands of Reais - R$, except as mentioned otherwise)

 


 

Parent

Consolidated

 

June 30, 2023

December 31, 2022

June 30, 2023

December 31, 2022

ICMS (ordinary)

-

-

170,580

180,708

ICMS-ST provision (a)

-

-

62,878

60,945

Taxes on invoicing abroad

-

-

216,113

346,407

Withholding tax (IRRF)

-

-

96,100

138,293

Other taxes payable - foreign subsidiaries

-

-

119,922

147,056

Income tax

12,613

12,051

18,167

18,170

PIS and COFINS payable

336

140

336

140

INSS and service tax (ISS) payable

420

-

26,316

31,895

Other

-

-

19,355

21,869

Total

13,369

12,191

729,767

945,483

 

 

 

 

 

Current

13,369

           12,191

607,063

        828,125

Non-current

-

-

122,704

          117,358



a)

The Company has discussions about the illegality of changes in state laws to charge ICMS-ST. Part of the amount recorded as tax payable but not yet paid is being discussed in court by the Company, and in some cases, the amounts are deposited in court, as mentioned in Note 12.


22.1 Contingencies assessed as probable risk of loss

 

Consolidated

 

Tax

Civil

Labor

Contingent liabilities (business combination)(3)

Total

 

2023

2022

2023

2022

2023

2022

2023

2022

2023

2022

 

 

 

 

 

 

 

 

 

 

 

Balance as of January 1

187,052

181,693

557,675

305,690

186,118

233,474

406,428

597,585

1,337,273

1,318,442

   Additions

7,868

4,220

220,840

122,735

48,174

51,889

-

-

276,882

178,844

   Reversals

(4,490)

(15,100)

(5,363)

(9,678)

(19,271)

(8,945)

(25,594)

(56,931)

(54,718)

(90,654)

   Payments/ utilization of judicial deposits(1)

(49,425)

(3,183)

(197,934)

(77,947)

(21,563)

(31,472)

-

-

(268,922)

(112,602)

   Inflation adjustment

5,352

6,255

13,621

2,519

2,449

2,574

15,742

12,147

37,164

23,495

   Translation adjustment

(2,842)

(3,740)

(44,604)

(9,182)

(9,599)

(19,495)

(16,512)

(7,359)

(73,557)

(39,776)

   Transfers (2)

-

(3,819)

-

(1,716)

15

(465)

-

-

15

(6,000)

Balance as of June 30

143,515

166,326

544,235

332,421

186,323

227,560

380,064

545,442

1,254,137

1,271,749

 

 

 

 

 

 

 

 

 

 

 

Current

 

 

 

 

 

 

 

 

419,114

259,403

Non-current

 

 

 

 

 

 

 

 

835,023

1,012,346

 

37


Graphics
NATURA &CO HOLDING S.A.
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE SIX-MONTH PERIOD ENDED JUNE 302023
(Amounts in thousands of Reais - R$, except as mentioned otherwise)

 

The changes in the provision for tax, civil and labor risks and contingent liabilities are presented below:


(1)

Tax payments refer mainly to the completion of the administrative procedure with the State of Amazonas for the effective settlement of tax amnesties, using judicial deposits, filed by the Company in the year 2022.


(2)

Reversals of contingent liabilities (business combination) with Avon refer mainly to the change in estimates for tax, civil and labor lawsuits.


(3)

The business combination amounts as of June 30, 2023, arising from the business combination with Avon are segregated between tax (R$371,154) and labor (R$8,910) lawsuits.


a)       Disputes related to talc (Civil)

The subsidiary Avon Products, Inc (“Avon”) has been named a defendant in numerous personal injury lawsuits filed in U,S, courts, alleging that certain talc products the company sold in the past were contaminated with asbestos. Many of these actions involve a number of co-defendants, including manufacturers of cosmetics and manufacturers of other products that, unlike the subsidiary Avon’s Products, were designed to contain asbestos. As of June 30, 2023, there were 275 individual cases pending against the subsidiary Avon (during the six-month period ended June 30, 2023, 108 new cases were started and 61 were dismissed, settled or otherwise resolved).

In December 2022, a case, titled Chapman, et al, v, Avon Products, Inc. et al,. No, 22STCV05968, resulted in an adverse jury verdict after a trial, with the jury awarding the plaintiffs a total of US$36,0 million in compensatory damages and US$10,3 million in punitive damages against the subsidiary Avon. The Company believes it has strong grounds to seek the annulment of the judgment in this case and in January 2023 began the process of appealing the verdict seeking annulment in the trial court. On March 1, 2023, following post-trial arguments, the trial court issued a conditional order reducing the compensatory damages award against the subsidiary Avon to US$29,3 million. Plaintiffs have challenged the reduction of the award as to subsidiary Avon and have asserted that the reduction should only apply to subsidiary Avon’s co-defendant. The trial court has resolved this issue in Plaintiffs’ favor and, once judgment is entered, the case will proceed on appeal.

22.2. Contingencies assessed as possible risk of loss

The Company has administrative and judicial contingencies for which the expectation of loss, evaluated by Company Management and supported by its legal advisors, is classified as possible and, therefore, no provision has been recorded. As of June 30, 2023, the contingencies classified as possible loss are presented below:

 

Consolidated

 

June 30, 2023

December 31, 2022

Tax

8,716,820

8,480,614

Civil

243,085

161,859

Labor

180,973

164,462

Total contingent liabilities

9,140,878

8,806,935

 

38


Graphics
NATURA &CO HOLDING S.A.
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE SIX-MONTH PERIOD ENDED JUNE 302023
(Amounts in thousands of Reais - R$, except as mentioned otherwise)

 


 

Parent

Consolidated

 

June 30, 2023

December 31, 2022

June 30, 2023

December 31, 2022

 

 

 

 

 

Pension and post-employment health care plans (a)

-

-

476,079

463,948

Deferred revenue from performance obligations with customers (b)

-

-

235,296

313,204

Provision for incentives to consultants

-

-

164,889

217,349

Provision for operating expenses (marketing / technology, etc,) (c)

-

-

391,587

604,064

Provision for store renovation 

-

-

96,445

116,137

Crer Para Ver (d)

-

-

54,099

87,420

Provision for restructuring (e)

27,844

39,846

178,337

175,809

Insurance payables

1,912

-

58,164

69,364

Other Liabilities (f)

3,159

                  1,017

166,683

203,331

Total

32,915

           40,863

1,821,579

2,250,626

 

 

 

 

 

Current

16,042

              23,113

1,096,180

    1,499,060

Non-current

16,873

           17,750

725,399

        751,566



a)

As of June 30, 2023, there is R$ 251,794 (R$ 282,295 as of December 31, 2022) referring to pension plans, and R$29,649 referring to post-employment plans (R$28,456 as of December 31, 2022) of subsidiary Avon, and R$ 136,845 (R$129,697 as of December 31, 2022) referring to post-employment assistance plans of the subsidiary Natura Cosméticos and R$ 57,791 (R$ 51,956 as of December 31, 2022) referring to post-employment assistance plans of the subsidiary Natura &Co International. 


b)

Refers to the deferral of revenue from performance obligations related to loyalty programs based on points, sale of gift cards not yet converted into products and programs and events to honor direct sales consultants, of which R$ 128,479 (R$ 190,790 as of December 31, 2022) is referring to subsidiary Avon, R$ 87,411 (R$ 93,761 as of December 31, 2022) referring to the consolidated subsidiary Natura Cosméticos and R$ 19,406 (R$ 28,653 as of December 31, 2022) referring to subsidiary Natura &Co International.


c)

Refers to the Company's operating provisions arising mainly from expenses with the provision of technology, marketing and advertising services.


d)

Contribution of the social program to the development of the quality of education.


e)

Provision for costs directly related to the integration plan and changes in the organizational structure substantially of the subsidiary Avon and review of the Group's corporate structure.


f)

Refers to miscellaneous provisions such as indemnities and non-current contractual obligations.

 

39


Graphics
NATURA &CO HOLDING S.A.
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE SIX-MONTH PERIOD ENDED JUNE 302023
(Amounts in thousands of Reais - R$, except as mentioned otherwise)

 

24.1          Treasury shares

On June 30, the item “Treasury shares” has the following composition:

 

Number of shares

R$ (in thousands)

Average price per share - R$

Balance as of December 31, 2021

4,899,540

151,342

30.89

Used

(313,785)

(8,282)

26.39

Acquired

5,391,900

120,300

22.31

Balance as of June 30, 2022

9,977,655

263,360

26.39

 

 

 

 

Balance as of December 31, 2022

9,913,855

262,360

26.46

Used

(2,494,405)

(65,852)

26.40

Balance as of June 30, 2023

7,419,450

196,508

26.49

The minimum and maximum cost of the balance for treasury shares on June 30, 2023 is R$12.46 and R$16.83, respectively.


As a result of the sale of Aesop, this operating segment was classified in the consolidated balance sheet as an asset held for sale as of June 30, 2023, and the results arising from this segment were classified as discontinued operations in the income statement for the six-month period ended June 30, 2023 and 2022.

The other operating segments did not change their composition and information by geographic area in relation to that disclosed in the financial statements for the year ended December 31, 2022.

Net revenue by segment is as follows for the six-month period ended June 30, 2023:

   Natura &Co Latam – 68.4%

   Avon International – 20.7%

   The Body Shop – 10.9%

 

The following tables summarize the financial information related to the six-month period ended June 30, 2023 and 2022 and the year ended December 31, 2022:

25.1   Operating segments

 

June 30, 2023

 

Reconciliation to net income (loss) for the period

 

Net

Revenue

Performance assessed by the company

Depreciation and

amortization

Discontinued operations

Financial

income

Financial

expense

Income

tax

Net income

(loss)

Natura &Co Latam

10,326,589

1,262,612

(465,897)

(15,890)

1,781,066

(2,486,105)

(123,099)

(47,313)

Avon International 1

3,116,927

(66,942)

(358,645)

(190,281)

316,531

(648,498)

(67,256)

(1,015,091)

The Body Shop 1

1,650,182

47,739

(366,792)

-  

58,633

(93,984)

84,166

(270,238)

Aesop 1

-  

-  

-  

(3,987)

-  

-  

-  

(3,987)

Corporate expenses

-  

(156,756)

-  

(9,412)

704,059

(510,119)

(75,205)

(47,433)

Consolidated

15,093,698

1,086,653

(1,191,334)

(219,570)

2,860,289

(3,738,706)

(181,394)

(1,384,062)

 

40


Graphics
NATURA &CO HOLDING S.A.
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE SIX-MONTH PERIOD ENDED JUNE 302023
(Amounts in thousands of Reais - R$, except as mentioned otherwise)

 

 

June 30, 2022

 

Reconciliation to net income (loss) for the period

 

Net

Revenue

Performance assessed by the company

Depreciation and

amortization

Discontinued operations

Financial

income

Financial

expense

Income

tax

Net income

(loss)

Natura &Co Latam

10,306,563

898,968

(445,539)

-

2,410,656

(3,004,296)

(110,633)

(250,844)

Avon International 1

3,485,748

178,298

(346,970)

(105,660)

483,053

(765,182)

(44,412)

(600,873)

The Body Shop 1

1,926,839

58,904

(342,002)

-

94,240

(130,365)

(15,312)

(334,535)

Aesop 1

-

-

-

49,981

-

-

-

49,981

Corporate expenses

-

(365,967)

(40)

-

284,368

(163,566)

(27,669)

(272,873)

Consolidated

15,719,150

770,203

(1,134,551)

(55,679)

3,272,317

(4,063,409)

(198,026)

(1,409,144)

 

 

June 30, 2023

December 31, 2022

 

Non-current assets

Total assets

Current liabilities

Non-current liabilities

Non-current assets

Total assets

Current liabilities

Non-current liabilities

Natura &Co Latam

17,870,617

27,574,853

7,278,495

9,707,585

18,256,204

29,762,132

8,363,130

10,164,706

Avon International 1

10,491,343

12,768,631

2,000,105

1,934,038

11,197,014

14,259,571

1,894,856

1,838,328

The Body Shop 1

6,758,659

7,757,751

1,057,421

1,616,318

6,565,913

7,928,270

1,292,903

1,669,625

Aesop (Asset held for sale) 1

-

2,492,308

1,246,942

-

1,621,126

2,735,417

731,018

776,512

Corporate expenses

(798,751)

-

369,173

4,823,242

923,606

-

1,055,961

4,547,167

Consolidated

34,321,868

50,593,543

11,952,136

18,081,183

38,563,863

54,685,390

13,337,868

18,996,338

1 The operations of these segments located in Latin American countries (Latam) are presented in the Natura &Co Latam segment.

25.2   Net revenue and non-current assets by geographic region

 

Net revenue

Non-current assets

June 30, 2023

June 30, 2022

June 30, 2023

December 31, 2022

Asia

862,660

984,106

1,152,148

1,284,783

North America

2,236,479

2,489,312

6,290,273

6,261,545

Mexico

1,636,827

1,742,705

3,837,503

3,631,768

Other

599,652

746,607

2,452,771

2,629,777

South America

8,322,101

8,099,394

12,579,248

14,508,816

Brazil

5,693,645

5,077,003

10,905,481

12,656,298

Argentina

1,195,155

1,413,247

557,276

694,172

Other

1,433,301

1,609,144

1,116,490

1,158,346

Europe, Middle East and Africa (EMEA)

3,329,257

3,890,223

12,994,032

15,271,251

United Kingdom

898,794

1,234,599

10,579,928

10,894,799

Other

2,430,463

2,655,624

2,414,105

4,376,452

Oceania

343,202

256,115

1,306,167

1,237,468

Consolidated

15,093,698

15,719,150

34,321,868

38,563,863

No individual or aggregate customer (economic group) represents more than 10% of the Company’s net revenue.

 

41


Graphics
NATURA &CO HOLDING S.A.
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE SIX-MONTH PERIOD ENDED JUNE 302023
(Amounts in thousands of Reais - R$, except as mentioned otherwise)

 


 

Consolidated

Gross revenue:

June 30, 2023

June 30, 2022

   Direct Selling

15,811,869

16,556,578

   Retail

1,650,900

1,596,677

   Online

944,916

1,099,960

   Other sales

1,335,558

1,272,388

Subtotal

19,743,243

20,525,603

 

 

 

  Returns and cancellations

(224,313)

(262,050)

  Commercial discounts and rebates

(448,716)

(330,812)

  Taxes on sales

(3,976,516)

(4,213,591)

Subtotal

(4,649,545)

(4,806,453)

Total net revenue

15,093,698

15,719,150



 

Parent

Consolidated

Classified by function

June 30, 2023

June 30, 2022

June 30, 2023

June 30, 2022

Cost of sales

-

-

5,182,631

6,039,600

Selling, marketing and logistics expenses

-

-

6,499,947

6,729,173

Administrative, R&D, IT, and project expenses

38,332

   217,737

2,781,996

2,900,213

Total

38,332

217,737

14,464,574

15,668,986

 

 

 

 

 

Classified by nature

 

 

 

 

Cost of sales

-

-

5,182,631

6,039,600

Raw material/packaging material/resale

-

-

4,587,559

5,453,248

Employee benefits expense (note 28)

-

-

289,085

276,900

Depreciation and amortization

-

-

86,585

88,665

Other

-

-

219,402

220,787

 

 

 

 

 

Selling, marketing and logistics expenses

-

-

6,499,947

6,729,173

Logistics costs

-

-

888,072

979,487

Personnel expenses (note 28)

-

-

1,742,235

1,898,790

Marketing, sales force and other selling expenses

-

-

3,360,860

3,328,834

Depreciation and amortization

-

-

508,780

522,062

 

 

 

 

 

Administrative, R&D, IT and project expenses

38,332

217,737

2,781,996

2,900,213

Innovation expenses

-

-

98,135

94,837

Personnel expenses (note 28)

23,284

22,862

1,250,229

1,082,847

Restructuring expenses

2,840

146,557

2,840

149,617

Other administrative expenses

10,711

47,930

834,823

1,049,087

Depreciation and amortization

1,497

388

595,969

523,825

 

 

 

 

 

Total

38,332

217,737

14,464,574

15,668,986

 

42


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NATURA &CO HOLDING S.A.
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE SIX-MONTH PERIOD ENDED JUNE 302023
(Amounts in thousands of Reais - R$, except as mentioned otherwise)

 


 

Parent

Consolidated

 

June 30, 2023

June 30, 2023

June 30, 2023

June 30, 2022

Payroll, profit sharing and bonuses

10,013

14,327

2,394,569

2,354,141

Pension Plan

-

-

79,605

83,040

Share-based payments and charges on restricted shares, net of tax

4,852

(1,178)

79,582

46,698

Health care, food and other benefits

1,110

1,682

288,010

334,784

Charges, taxes and social contributions

622

604

323,534

332,052

Social security charges

6,687

7,427

116,249

107,822

Total

23,284

22,862

3,281,549

3,258,537

28.1   Share-based payments

Information regarding share-based payments was presented in the Company's financial statements for the year ended December 31, 2022, in note 29.

The expense related to stock options, restricted shares and performance shares, including social security charges, recognized in the six-month period ended June 30, 2023, was R$ 4,852 and R$ 79,582 for parent company and consolidated level (R$1,178 and R$58,811 as of June 30, 2022), respectively.

After June 30, 2023, the following awards were granted under the "Co-investment Plan" and the "Long-Term Incentive Plan", which will be settled in shares of Natura &Co Holding S.A.:

a) 3,819,700 restricted shares that are generally acquired in installments of 1 to 3 years, subject to the participants' remaining in employment during the acquisition period;

b) 8,736,315 shares entitled to immediate acquisition;

c) 30,000 options with a grace period of 3 to 4 years, subject to the permanence of the participants in employment during the grace period. 

These awards will be paid off in shares of the company.

The number of awards in this note is showed using equivalent B3 shares to ensure consistency, although some awards are settled in American Depositary Receipts (ADRs).

 

43


Graphics
NATURA &CO HOLDING S.A.
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE SIX-MONTH PERIOD ENDED JUNE 302023
(Amounts in thousands of Reais - R$, except as mentioned otherwise)

 

 

 

Parent

Consolidated

 

June 30, 2023

June 30, 2022

June 30, 2023

June 30, 2022

FINANCE INCOME:

 

 

 

 

Interest on short-term investments

526

10,383

383,183

179,005

Gains on monetary and exchange rate variations 

2,862

5,653

1,321,505

1,782,377

Gains on swap and forward transactions

-

-

865,372

1,206,235

Gains on swap and forward derivatives mark to market

-

-

101,129

34,982

Provision reversal of monetary adjustment for tax, civil and labor risks and tax liabilities

2,306

2,290

2,306

2,290

Hyperinflationary economy adjustment

-

-

98,730

67,428

Other finance income

-

-

88,064

-

Subtotal

5,694

18,326

2,860,289

3,272,317

 

 

 

 

 

FINANCE EXPENSES:

 

 

 

 

Interest on financing

-

-

(484,611)

(326,904)

Interest on leases

(53)

(12)

(79,493)

(81,226)

Losses from monetary and exchange rate variations

(933)

(1,638)

(956,319)

(1,497,601)

Losses on swap and forward transactions

-

(5,266)

(1,685,521)

(1,786,549)

Losses on swap and forward derivatives mark to market

-

-

(45,388)

(13,667)

Adjustment of provision for tax, civil and labor risks and tax liabilities

-

-

(39,470)

(25,785)

Appropriation of funding costs (debentures and notes)

-

-

(9,938)

(8,729)

Interest on pension plan

-

-

636

(2,474)

Hyperinflationary economy adjustment

-

-

(161,920)

(138,256)

Other finance expenses

(2,004)

(18,338)

(276,682)

(182,218)

Subtotal

(2,990)

(25,254)

(3,738,706)

(4,063,409)

Finance income (expenses), net

2,704

(6,928)

(878,417)

(791,092)

The breakdown set forth below is intended to better explain the results of the foreign exchange hedging transactions contracted by the Company as well as its related items recorded in the financial income (expenses) and shown in the previous table:

 

Parent

Consolidated

 

June 30, 2023

June 30, 2022

June 30, 2023

June 30, 2022

Financial expenses (debt interest)

-

-

(484,611)

(326,904)

Financial investments and others income

526

10,383

383,183

179,005

Exchange variations on financial activities, net

-

-

396,150

375,209

Losses) with derivatives on exchange rate variations on financial activities, net

-

-

(417,075)

(364,813)

Losses on derivatives on interest payments and other financial activities, net

-

(5,266)

(347,333)

(194,186)

Adjustment of provision for tax, civil and labor risks and tax liabilities

2,306

2,290

(37,164)

(23,495)

Leases expenses

(53)

(12)

(79,493)

(81,226)

Other financial expenses

(2,004)

(18,338)

(197,920)

(193,421)

Hyperinflationary economy adjustment

-

-

(63,190)

(70,828)

Other gains (losses) from exchange rate variation on operating activities

1,929

4,015

(30,964)

(90,433)

Net financial income (expenses)

2,704

(6,928)

(878,417)

(791,092)


44


Graphics
NATURA &CO HOLDING S.A.
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE SIX-MONTH PERIOD ENDED JUNE 302023
(Amounts in thousands of Reais - R$, except as mentioned otherwise)

 


 

Consolidated

 

June 30, 2023

June 30, 2022

Other operating income, net

 

 

Tax credits (a)

20,818

34,325

Tax benefit from amnesty program (b)

-

44,401

Provision reversal for tax, labor and civil contingencies

21,163

-

Impairment provision reversal

31,076

-

Revenue with sale of customer portfolio

-

6,558

Royalty income (c)

-

119,438

Other operating income

15,709

15,067

Total other operating income

88,766

219,789

 

 

 

Other operating expenses, net

 

 

  Result on write-off of property, plant and equipment

(8,221)

(8,376)

Crer para Ver (d)

(2,667)

(23,485)

Transformation and integration plan (e)

(321,245)

(211,813)

Impairment provision

(42,218)

-

Restructuring expenses (f)

(84,029)

(42,072)

Tax contingencies

-

(3,220)

Other operating expenses

            (46,353)

(31,922)

Total other operating expenses

          (504,733)

(320,888)

Other operating income (expenses), net

           (415,967)

(101,099)



a)

Refers mainly to PIS and COFINS credits.


b)

Refers to tax benefits in Brazil arising from the adhesion to state tax amnesty programs by the subsidiaries Natura Cosméticos S.A. and Avon Cosméticos Ltda.


c)

Refers to revenue from royalties received by subsidiary Avon from its representative in Japan, after a legal dispute as mentioned in explanatory note 22 of the Company's interim financial information for the period ended June 30, 2022, issued on August 11, 2022. 


d)

Refers to appropriation of operating income obtained on the sales of the non-cosmetic product line called "Crer Para Ver" to the Natura Institute, specifically earmarked for social projects aimed at developing the quality of education.


e)

Expenses related to the implementation of the Company’s transformation plan in Latin America and the integration of the subsidiary Avon., which is based on five pillars: (1) rejuvenate the brand; (2) streamline retail and direct selling operations; (3) enhance omni-channel; (4) improve operational efficiency; and (5) redesign the organization.


f)

Expenses mainly related to the execution of the transformation plan of the subsidiary The Body Shop. 

 

45


Graphics
NATURA &CO HOLDING S.A.
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE SIX-MONTH PERIOD ENDED JUNE 302023
(Amounts in thousands of Reais - R$, except as mentioned otherwise)

 

The basic earnings per share are calculated by dividing the profit (loss) attributable to the Company’s shareholders by the weighted average number of outstanding common shares, excluding common shares purchased by the Company and held as treasury shares.

 

Consolidated

 

June 30, 2023

June 30, 2022

Loss attributable to the Company’s controlling shareholders

(1,384,278)

(1,409,815)

Weighted average of the number of issued common shares

1,383,206,405

1,380,568,261

Weighted average treasury shares

(8,297,109)

(9,632,014)

Weighted average of the number of outstanding common shares

1,374,909,296

1,370,936,247

Loss per share – R$

(1.0068)

(1.0284)

Diluted earnings per share is calculated by adjusting the weighted average number of common shares outstanding, assuming the conversion of all potential common shares that would cause dilution. Considering that the Company recorded a loss for the six-month periods ended June 30, 2023 and 2022, any adjustment would have an anti-dilution effect and, therefore, the diluted loss per share is equal to the basic loss per share.

In the course of the Company’s operations, rights and obligations are generated between related parties, arising from administrative expenses and provision of services.

32.1.      Receivables and payables with related parties

The Company had transactions with related parties recognized as presented below:

 

Parent

 

June 30, 2023

December 31, 2022

Current assets:

 

 

Avon Products, Inc. (a)

47,442

47,593

Natura Cosméticos S.A. – Argentina (a)

3,715

4,022

Natura Cosméticos S.A.Perú (a)

462

501

Natura Cosméticos S.A – Colombia (a)

326

353

The Body Shop International (a)

9,447

9,656

Aesop Holdings Ltd. (UK) (a)

2,449

2,652

Indústria e Comércio de Cosméticos Natura Ltda.

3

-

Natura &Co Luxembourg Holdings S.A.R.L.

1,548

1,552

Total

65,392

66,329

 

 

 

Natura Cosméticos S.A. (a) e (c)

26,487

1,472

Indústria e Comércio de Cosméticos Natura Ltda. (a)

200

404

Avon Products, Inc. (c)

50,135

50,120

The Body Shop International (c)

11,463

11,463

Aesop Holdings Ltd. (UK)

1,118

1,117

Total current liabilities

89,403

64,576

a)   Refers to the allocation of expenses related to the purchase options and restricted shares plans.

b)   On December 31, 2022 refers to interest on own equity.

c)   Refers to the transfer of shared expenses.

46


Graphics
NATURA &CO HOLDING S.A.
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE SIX-MONTH PERIOD ENDED JUNE 302023
(Amounts in thousands of Reais - R$, except as mentioned otherwise)

 

In the six-month period ended June 30, 2023 and 2022, there were no significant transactions of the parent company with related parties that passed through the income statement. The main transactions that occurred in the period refer to the transfer of expenses related to the stock option plans and shares restricted.

32.2.      Uncontrolled and unconsolidated transactions with related parties

Instituto Natura holds shares in the Essential Investment Fund, As of June 30, 2023, the balance is R$ R$ 10,675 (R$ 6,805 as of December 31, 2022).

On June 5, 2012, an agreement was entered between Indústria e Comércio de Cosméticos Natura Ltda., and Bres Itupeva Empreendimentos Imobiliários Ltda., (“Bres Itupeva”), for the construction and leasing of processing center to distribution and warehousing of products (HUB), in Itupeva, State of São Paulo, In 2019, Bres Itupeva granted its credits to BRC Securitizadora S.A., to which Natura makes monthly payments, Messrs, Antônio Luiz da Cunha Seabra, Guilherme Peirão Leal and Pedro Luiz Barreiros Passos, (Co-Chairmen of the Board of Directors of the Company and shareholders members of the controlling group parent Company), indirectly control Bres Itupeva. The amount involved in the transaction is recorded under item “Right of Use” of “Buildings” value was R$ 58,248 in the six-month period ended June 30, 2023 (R$63,665 under “item Buildings” of Property, Plant and Equipment as of December 31, 2022) and in the six-month period ended June 30, 2023 the amount paid as lease was R$9,685 (R$7,903 during the six-month period ended June 30, 2022).

On January 8, 2021, a related-party transaction was carried out between the Company, as lessee and owner, the subsidiary Indústria e Comércio de Cosméticos Natura Ltda. and Natura &Co Holding S.A., as guarantors, and a special purpose company (Bresco IX) indirectly held by Messrs, Antônio Luiz da Cunha Seabra, Guilherme Peirão Leal and Pedro Luiz Barreiros Passos, as lessor and surface-right owner (Co-Chairmen of the Board of Directors of the Company and shareholders members of the controlling group parent Company). This transaction was entered into with the purpose of expanding the Company’s distribution network and increasing its logistical efficiency through the installation of a new distribution hub in the State of Alagoas. The amount involved in the transaction is recorded under item “Right of Use” of “Buildings” in the amount of R$ 31,441 and in the six-month period ended June 30, 2023, the total amount paid as rent was R$ 4,382 (there was no disbursement during the six-month period ended June 30, 2022).

On May 12, 2021, a transaction was entered between the Natura Cosméticos S.A., as lessee, and Bresco Logística Fundo de Investimento Imobiliário, as lessor, indirectly held by Messrs, Antônio Luiz da Cunha Seabra, Guilherme Peirão Leal and Pedro Luiz Barreiros Passos (Co-Chairmen of the Board of Directors of the Company and shareholders members of the controlling group parent Company). This transaction had the purpose of keeping the Company’s distribution hub activities in the city of Canoas, State of Rio Grande do Sul. The amount involved in the transaction is recorded under item “Right of Use” of “Buildings” in the amount of R$ 4,232 and the total amount paid as rent was R$ 1,404 (R$1,048 for the six-month period ended June 30, 2022).

In the six-month period ended June 30, 2023, the Company and its subsidiaries transferred to Instituto Natura as a donation associated with the net income from sales of the Natura Crer Para Ver product line in the amount of R$ 35,000 (R$23,000 for the six-month period ended June 30, 2022). 

The Company has a policy for transactions with related parties, besides the structure of internal controls to support the identification, monitoring and approval of transactions between Related Parties.

32.3.      Key management personnel compensation

The total compensation of the key management personnel is as follows:

 

June 30, 2023

June 30, 2022

 

Compensation

Compensation

 

Fixed

Variable

Total

Fixed

Variable

Total

Board of Directors

4,661

8,555

13,216

7,432

149,625

157,057

Executive Board

14,677

54,204

68,881

18,406

35,368

53,774

 

19,338

62,759

82,097

25,838

184,993

210,831

 

47


Graphics
NATURA &CO HOLDING S.A.
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE SIX-MONTH PERIOD ENDED JUNE 302023
(Amounts in thousands of Reais - R$, except as mentioned otherwise)

 

The totals in the table above include the employer social security charges.

The amounts include increases and / or reversals of the cumulative expense recognized in the previous years due to reassessments of the number of share-based awards expected to vest and re-estimation of the social security charges expected to be payable by the Company on vesting.

Amounts for the six-month period ended June 30, 2022 include termination benefits for certain key management employees related to the review process of Natura &Co's corporate structure.

 

In the ordinary course of its business, the Company enters into long-term agreements for provision of manufacturing, transportation, information technology services and electric power supply (with physical delivery, for its manufacturing activities). The agreements have termination clauses for noncompliance with essential obligations.

In general, the minimum agreed upon is acquired and therefore there are no liabilities recorded in addition to the amount recognized on the accrual basis.

Total minimum supply payments, measured at nominal value, according to the contract, are as follows:

 

Consolidated

 

June 30, 2023

December 31, 2022

Less than one year

395,555

614,075

One to five years

546,757

659,626

Above 5 years

37,050

49,331

Total

  979,362

1,323,032


The Company adopted an insurance policy that mainly considers risk concentration and its materiality, considering the nature of their activities and the guidance of their insurance advisors. As of June 30, 2023 and December 31, 2022, insurance coverage is as follows:

Item

Type of coverage

Amount insured

June 30, 2023

December 31, 2022

Industrial complex and administrative sites

Any damages to buildings, facilities, inventories, and machinery and equipment

4,474,273

4,924,868

Vehicles

Fire, theft and collision for the vehicles insured by the Company

214,808

221,523

Loss of profits

No loss of profits due to material damages to facilities buildings and production machinery and equipment

2,056,000

2,056,000

Transport

Damages to products in transit

87,233

97,308

Civil liability

Protection against error or complaints in the exercise of professional activity that affect third parties

1,400,149

1,991,888

Environmental liability

Protection against environmental accidents that may result in environmental lawsuits

30,000

30,000

 

48


Graphics
NATURA &CO HOLDING S.A.
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE SIX-MONTH PERIOD ENDED JUNE 302023
(Amounts in thousands of Reais - R$, except as mentioned otherwise)

 

The following table presents the investment and financing transactions that do not involve the use of cash and cash equivalents and are therefore presented separately as additional information to the cash flow statements:

 

Parent

Consolidated

 

June 30, 2023

June 30, 2022

June 30, 2023

June 30, 2022

Non-cash items

 

 

 

 

Hedge accounting, net of tax effects

-

89

(99,123)

(430,646)

Net effect of acquisition of property, plant and equipment and intangible assets not yet paid

-

-

82,831

59,550


On March 31, 2023, the sale of the subsidiary Aesop was assessed as highly probable, since the Company received a binding agreement from L'Oreal for an amount of US$2,525 billion, which was approved and signed on April 3, 2023. As a result of this assessment, Aesop was classified in the consolidated balance sheet as an asset held for sale, and as a discontinued operation in the income statement for the six-month periods ended June 30, 2023 and 2022.

The transaction aims to support the Company's financial deleveraging and position it to focus on its strategic priorities, especially the integration in Latin America, the geographic optimization of Avon International's business and the continued development of The Body Shop's operations.

The transaction amount will be received in cash on the closing date, which is expected in the third quarter of 2023 and is subject to customary regulatory approvals. The transaction will result in the loss of control of Aesop by the Company on the closing date and no interest will be retained.

The results of discontinued operation for the quarters ended June 30, 2023 and 2022 are presented below:

Description

June 30, 2023

June 30, 2022

Net Revenue

1,379,756

1,236,557

Cost of sales

(193,320)

(165,993)

Gross profit

1,186,436

1,070,564

 

 

 

Operating (expenses) Income

 

 

Selling, marketing, and logistics expenses

(742,035)

(619,346)

Administrative, R&D, IT and projects expenses

(381,633)

(362,529)

Impairment loss on trade receivable

(250)

(838)

Other operating income (expenses), net (a)

(232,018)

(101,690)

 

 

 

Operating loss before financial result

(169,500)

(13,839)

 

 

 

Financial income

25,037

43,175

Financial expenses

(74,544)

(65,437)

 

 

 

Loss before income tax and social contribution

(219,007)

(36,101)

Income tax and social contribution

(563)

(19,578)

 

 

 

Loss for the period (b)

(219,570)

(55,679)

 

49


Graphics
NATURA &CO HOLDING S.A.
NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE SIX-MONTH PERIOD ENDED JUNE 302023
(Amounts in thousands of Reais - R$, except as mentioned otherwise)

 

a)   In addition to the results of Aesop, the amount of R$ 190,281 in June 2023 (R$ 105,662 in June 2022) refers to the costs incurred in the resolution of legal proceedings associated with the operation that the subsidiary Avon maintained in North America, which was sold prior to the acquisition of the Company's subsidiary Avon. The Company presents these effects as part of its discontinued operations because it considers the discontinued operations of the subsidiary Avon as an extension of the Company and because it assesses that this presentation faithfully represents the essence of the associated transaction.

 

b)   The net income of discontinued operations is presented net of taxes on income associated with these discontinued operations as shown in this statement of income. 

The main assets and liabilities classes of the Aesop, classified as non-current assets held for sale ended June 30, 2023:

Description

June 30, 2023

Assets

 

  Cash and cash equivalents

         226,895

  Trade accounts receivable

           105,411

  Inventories

         464,661

  Rent advance

           76,740

  Prepaid expenses

           49,364

  Other assets

            23,052

  Deferred income tax and social contribution

          181,864

  Property, plant and equipment (PP&E)

          341,553

  Intangible

          213,405

  Right of use and leases

         825,874

Total assets

     2,508,819

 

 

Other assets held for sale

217,753

 

 

Liabilities

 

  Lease liabilities

902,273

  Trade accounts payable and “drawn risk” operations

60,472

  Payroll, profit sharing and social charges

68,100

  Tax liabilities

19,372

  Other current liabilities

153,915

  Deferred income tax and social contribution

42,810

Total liabilities

1,246,942

 

The net cash flows incurred by the discontinued operations are:

Description

June 30, 2023

June 30, 2022

 

 

 

Operating activities

(115,917)

118,714

Investing activities

(108,061)

(73,316)

Financing activities

(121,221)

(91,453)

Net cash consumed

(345,199)

(46,055)

 

 

 

Subsequent to June 30, 2023, the Company has made a tender offer to Avon 2043’s bond bondholders to repurchase approximately 90% of the number of bonds issued for R$ 1,156,743 (comprised of R$ 934,742 of principal, R$ 193,086 of premium and R$28,915 of unpaid interest). Such bonds total R$ 1,287,621 (R$ 1,421,272 at December 31, 2022) and are disclosed in note 19 to the quarterly interim financial information. This transaction and consequent repurchase of the bonds has been completed and settled in August 8, 2023. 

50

 


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