UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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 January, 2020.

 

Commission File Number 001-38755

 

 

Suzano S.A.

(Exact name of registrant as specified in its charter)

 

SUZANO INC.

(Translation of Registrant’s Name into English) 

 

 

Av. Professor Magalhaes Neto, 1,752

10th Floor, Rooms 1010 and 1011

Salvador, Brazil 41 810-012

(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 40-F.

 

Form 20-F  x            Form 40-F  ¨

 

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

 

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

  

 

 

 

 

 

Table of Contents

 

Management’s Discussion and Analysis of Financial Condition and Results of Operations For the Nine-Month Period Ended September 30, 2019      Page 3
     
Unaudited Pro Forma Condensed Consolidated Financial Information   Exhibit 99.1

 

2

 

 

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

 

The following discussion of the consolidated financial condition and results of operations of Suzano S.A. (“Suzano”) should be read together with Suzano’s unaudited condensed consolidated interim financial information as of September 30, 2019.

 

The following discussion contains forward-looking statements that involve risks and uncertainties. The actual results of Suzano may differ significantly from those discussed in the forward-looking statements for several reasons, including, without limitation, the risks described in “Forward-Looking Statements,” “Item 3D. Risk Factors” and “Item 5. Operating and Financial Review and Prospects” in Suzano’s 2018 Form 20-F for the year ended December 31, 2018, filed with the SEC on April 30, 2019 (SEC File No. 001-38755).

 

New Accounting Pronouncements

 

The following accounting standards and interpretations have been issued and approved by the International Accounting Standards Board (“IASB”). They came into force on and are effective for periods from January 1, 2019.

 

IFRS 16 – Leasing Operation

 

Suzano adopted the accounting standard IFRS 16 and elected to apply IFRS 16 retrospectively with the cumulative effect of adoption recorded at the date of initial application. Accordingly, comparative periods were not restated. As a result, we recognized on January 1, 2019 the amounts corresponding to the right-of-use of current contracts, in amounts equivalent to the present value of obligations assumed with the counterparties. The amortization of these balances will occur according to the terms defined for the leases.

 

In addition, Suzano recognized the residual value of the right to use the contracts previously classified as financial leases under IAS 17 and which were recognized in the Property, Plant and Equipment Assets group until December 31, 2018, being reclassified the amount of R$89,338.0 in the initial adoption.

 

On January 1, 2019 in the adoption of the IFRS 16 standard, Suzano recognized the amount of R$4,019.3 million as lease liabilities for contracts under the IFRS 16 definition of lease. Such liabilities were recorded under “Lease obligations” balance (current and non-current), not being characterized as debt. Most of the impact refers to land lease (R$2,072.9 million), followed by leasing of ships (R$1,656.3 million). For further details, please refer to note 18 of the unaudited condensed consolidated interim financial information as of September 30, 2019.

 

On December 18, 2019 the CVM (Brazilian Securities and Exchange Commission, or Comissão de Valores Mobiliários) issued a circular memorandum (Ofício/ Circular/CVM/SNC/SEP/nº 02/2019) containing a guidance on relevant aspects of CPC 06 (R2) - IFRS 16 to be observed in the preparation of the financial statements of lessee companies for the year ended December 31, 2019.

 

According to the CVM, the interim financial statements of listed companies in 2019 presented differences with respect to the application of IFRS 16. Therefore, the CVM issued a guidance that should be followed by listed companies. Two of the issues addressed in the guidance relate to (i) the change of the applicable incremental loan rate from the real rate to the nominal rate and (ii) the inclusion of sales taxes (PIS and COFINS) in the calculation of lease liabilities, could impact the measurement of Suzano’s lease liability, right of use, right of use amortization expense and interest expense.

 

The application of the mandatory CVM accounting guidance represents a new accounting policy, therefore, Suzano has made an appropriate calculation in order to implement such guidance and has concluded that the impact on the interim financial information as of September 30, 2019 would be the following:

 

(i) a decrease in right of use and lease liability approximately in the amount of R$ 600 million at January 1, 2019; and
(ii) the related reduction in right of use amortization expense and the increase in the interest expense on the lease liability in the income statement for the nine-month period ended September 30, 2019, would not be material.

 

3

 

 

Results of Operations – Nine-month period ended September 30, 2019 compared to period ended September 30, 2018

 

The following discussion of Suzano’s results of operations is based on Suzano’s audited consolidated financial statements as of December 31, 2018 and 2017 and for the three years ended December 31, 2018, 2017 and 2016 which we refer to as Suzano’s “Audited Annual Financial Statements,” and Suzano’s unaudited condensed consolidated interim financial information as of September 30, 2019 and presented in accordance with IAS 34 Interim Financial Reporting, as issued by IASB. References to increases or decreases in any year or period are made by comparison with the corresponding prior year or period, except as the context otherwise indicates.

 

Nine-month period ended September 30, 2019 compared to nine-month period ended September 30, 2018   For the nine-month period ended September 30  
    2019     2019     2018  
    U.S.$ (3)     (in thousands of R$), except per share data  
Net sales     4,553,835       18,963,990       10,214,225  
Cost of sales     (3,585,973 )     (14,933,426 )     (5,231,572 )
Gross profit     967,862       4,030,564       4,982,653  
                         
Operating income (expenses)                        
Selling     (328,330 )     (1,367,298 )     (433,250 )
General and administrative     (213,181 )     (887,772 )     (549,596 )
Income from associates and joint ventures     5,102       21,247       3,867  
Other, net     64,462       268,447       36,597  
Operating profit before net financial income (expenses)     495,915       2,065,188       4,040,271  
                         
Net financial income (expenses)                        
Financial expenses     (750,113 )     (3,123,771 )     (1,035,172 )
Financial income     94,461       393,374       215,456  
Derivative financial instruments     (537,149 )     (2,236,904 )     (3,848,539 )
Monetary and exchange variations, net     (812,375 )     (3,383,054 )     (1,421,714 )
Net income (loss) before taxes     (1,509,261 )     (6,285,167 )     (2,049,698 )
                         
Income taxes                        
Current     (53,307 )     (221,992 )     (420,147 )
Deferred     604,563       2,517,641       1,327,747  
Net income (loss) for the period     (958,005 )     (3,989,518 )     (1,142,098 )
                         
Result of the period attributed to the controlling shareholders     (957,416 )     (3,987,065 )     (1,142,856 )
Result of the period attributed to non-controlling shareholders     (589 )     (2,453 )     758  
                         
Earnings (loss) per share                        
Basic (1)     (0.70961 )     (2.95508 )     (1.04524 )
Diluted (2)     (0.70961 )     (2.95508 )     (1.04524 )

 

(1) Basic earnings per share is calculated using the income attributable to controlling shareholders divided by the weighted average number of outstanding common shares.

(2) Diluted earnings per share is calculated based on the results attributable to the controlling shareholders divided by the weighted average number of outstanding common shares, subtracted from the potential dilutive effect generated by the conversion of all common shares.

Due to the loss recorded in the period, we do not consider the dilution effect in the calculation

(3) In thousands of U.S.$, except per share data. For convenience purposes only, amounts in reais in the nine-months ended September 30, 2019 have been translated to U.S. dollars using a rate of R$4.1644 to U.S.$1.00, the commercial selling rate for U.S. dollars at September 30, 2019 as reported by the Central Bank of Brazil. These translations should not be considered representations that any such amounts have been, could have been or could be converted into U.S. dollars at that or at any other exchange rate. As of December 31, 2019, the exchange rate for reais into U.S. dollars was R$4.0307 per U.S.$1.00, based on the selling rate as reported by the Central Bank of Brazil.

 

4

 

 

As of the date of the merger of shares (incorporação de ações) with Fibria on January 3, 2019 (which we refer to as “Merger”), Suzano determined the fair value of the Fibria assets and liabilities acquired in the Merger and recorded the fair value of such assets and liabilities in Suzano’s books. For local regulatory purposes the fair value is required to be segregated between the historical cost in the stand-alone books of Fibria and the difference in the Fibria standalone historical cost and the fair value adjustments to the specific fair value adjustments. The fair value adjustments represent the difference in the fair value of Fibria assets and liabilities at the acquisition date and the historical cost in the stand alone Fibria books, as described on footnote 1.1.1 of Suzano’s unaudited condensed consolidated interim financial information as of September 30, 2019. As required under local regulation Suzano presented the impacts of such fair value adjustments in the statement of income included in the unaudited condensed consolidated interim financial information as of September 30, 2019 as Fibria and Suzano were two separate legal entities. 

 

As result of the Merger with Fibria, Suzano is presenting the impact of the fair value adjustments amortization for the nine-months period ended September 30, 2019 in Suzano’s unaudited condensed consolidated interim financial information as of September 30, 2019 as follows:

 

   

For the nine-month

period ended September 30, 2019

 
    (in million of R$)  
Cost of sales        
Fair value adjustment on acquisition of Fibria – Amortization     (2,702.6 )
Selling        
Fair value adjustment on acquisition of Fibria – Amortization     (614.0 )
General and Administrative        
Fair value adjustment on acquisition of Fibria – Amortization     5.1  
Other, net        
Fair value adjustment on acquisition of Fibria – Amortization     (1.6 )
Net Financial Result        
Fair value adjustment on acquisition of Fibria – Amortization     69.4  
         
Fair value adjustment on acquisition of Fibria – Amortization     3,243.7  

 

Net sales revenue

 

Suzano’s net sales revenue increased 85.7%, or R$8,749.8 million, from R$10,214.2 million in the nine-month period ended September 30, 2018 to R$18,964.0 million in the corresponding period in 2019, mainly due to (i) increase in revenue due to the consolidation of Fibria, which had net revenues of R$14,251.7 million in the nine-month period ended September 30, 2018, (ii) a decrease in pulp prices in U.S. dollars, (iii) depreciation of the average real against the U.S. dollar, and (iv) a 12% drop in pulp sales volume when compared to the volume of the combined operation of Fibria and Suzano in the nine-month period ended September 30, 2018 against the volume of Suzano in the nine-month period ended September 30,2019. Since the decrease in pulp prices, the depreciation of the real average against the US dollar and the drop-in pulp sales volume were offset by the consolidation of Fibria in 2019, the result was an increase in net sales revenue.

 

Suzano’s net sales revenue from pulp increased 122.5%, or R$8,475.4 million, from R$6,920.6 million in the nine-month period ended September, 2018 to R$15,396.0 million in the corresponding period in 2019, mainly due to (i) the consolidation of Fibria, which had net revenues from pulp of R$14,177.3 million in the nine-month period ended September 30, 2018, (ii) a decrease in pulp prices in U.S. dollars and (iii) a 12% drop in pulp sales volume when compared to the volume of the combined operation of Fibria and Suzano in the nine-month period ended September 30, 2018 against the volume of Suzano in the nine-month period ended September 30, 2019. Suzano’s net sales revenue from pulp represented 67.8% of total net sales revenue in the nine-month period ended September 30, 2018, compared to 81.2% in the corresponding period in 2019. Suzano’s net sales revenue from pulp exports increased 118.3%, or R$7,567.5 million in 2019, from R$6,396.3 million in the nine-month period ended September 30, 2018 to R$13,963.8 million in the corresponding period in 2019, mainly due to (i) the consolidation of Fibria, which had net revenues from pulp exports of R$12,954.3 million in the nine-month period ended September 30, 2018, and (ii) a 18% drop in pulp sales volume when compared to the volume of the combined operation of Fibria and Suzano in the nine-month period ended September 30, 2018 against the volume of Suzano in the nine-month period ended September 30, 2019. Net revenues from pulp exports represented 73.6% of total net revenues in the nine-month period ended September 30, 2019 (35.9% from Asia, 23.8% from Europe, 13.8% from North America and 0.1% from South and Central America).

 

5

 

 

Suzano’s average international net sales price of pulp in the nine-month period ended September 30, 2019 decreased 15.8%, or U.S.$106.9/ton, from U.S.$677.0/ton in the nine-month period ended September 30, 2018 to U.S.$570.2/ton in the corresponding period in 2019. In the domestic market, Suzano’s average net pulp sales price decreased 1.2%, or R$28.7/ton, from R$2,372.6/ton in nine-month period ended September 30, 2018 to R$2,344.0/ton in the corresponding period in 2019.

 

Suzano’s net sales revenue from paper increased 8.3%, or R$274.4 million, from R$3,293.6 million in the nine-month period ended September 30, 2018 to R$3,568.0 million in the corresponding period in 2019. Net sales revenue from paper represented 32.2% of total net sales in the nine-month period ended September 30, 2018, compared to 18.8% in the corresponding period in 2019. The increase in net sales revenue from paper in the nine-month period ended September 30, 2019 compared to the corresponding period in 2018 is largely due higher export sales volume and depreciation of the average real against the U.S. dollar. Net revenues from paper exports represented 5.8% of total net revenues in the nine-month period ended September 30, 2019 (2.6% from South and Central America, 1.7% from North America, 0.8% from Europe, 0.7% from Asia and Africa). Suzano’s net sales revenue from paper in the domestic market increased 5.9%, or R$136.8 million, from R$2,329.0 million in the nine-month period ended September 30, 2018 to R$2,465.8 million in the corresponding period in 2019, impacted mainly by price increase due to exchange rate variation.

 

The average international net paper sales price in 2019 increased 3.3%, or U.S.$28.7/ton, from U.S.$878.4/ton in the nine-month period ended September 30, 2018 to U.S.$907.2/ton in the corresponding period in 2019. In the domestic market, the average net paper sales price increased 12.1%, or R$446.7/ton, from R$3,690.2/ton in the nine-month period ended in September 30, 2018 to R$4,136.9/ton in the corresponding period in 2019.

 

Cost of sales

 

Suzano’s total cost of sales increased 185.4%, or R$9,701.8 million, from R$5,231.6 million in the nine-month period ended September 30, 2018 to R$14,933.4 million in the corresponding period in 2019, mainly due to (i) the consolidation of Fibria, which had cost of sales of R$7,750.2 million in the nine-month period ended September 30, 2018, (ii) R$2,702.6 million of amortization of the fair value adjustment on acquisition of Fibria, (iii) increase of R$3,078.3 million in variable cost, (iv) increase of depreciation, amortization and depletion of R$1,733.3 million, (v) higher concentration of general maintenance downtimes and (vi) higher freight costs per ton.

 

Gross profit

 

Suzano’s gross profit decreased 19.1%, or R$952.1 million, from R$4,982.7 million in the nine-month period ended September 30, 2018 to R$4,030.6 million in the corresponding period in 2019, due to the factors mentioned above and due to the consolidation of Fibria, which had gross profit of R$6,501.5 million in the nine-month period ended September 30, 2018. Suzano’s gross margin in the nine-month period ended September 30, 2018 was 48.8% compared to 21.3% in the corresponding period in 2019. This decrease is mainly due to the factors mentioned above and the consolidation of Fibria, which had gross margin of 45.6% in the nine-month period ended September 30, 2018.

 

6

 

 

Selling, general and administrative

 

Suzano’s, selling expenses increased 215.6%, or R$934.0 million, from R$433.3 million in the nine-month period ended September 30, 2018 to R$1,367.3 million in the corresponding period in 2019. The main variation is due to (i) the consolidation of Fibria, which had selling expenses of R$638.2 million in the nine-month period ended September 30, 2018, (ii) R$614.0 million amortization of the fair value adjustments on acquisition of Fibria and (iii) an increase of R$169.5 million in logistics cost in the nine-month period ended September 30, 2019 compared to the same period in 2018.

 

Suzano’s general and administrative expenses increased 61.5%, or R$338.2 million, from R$549.6 million in the nine-month period ended September 30, 2018 to R$887.8 million in the corresponding period in 2019. The variation is due to (i) the consolidation of Fibria, which had general and administrative expenses of R$267.8 million in the nine-month period ended September 30, 2018, (ii) an increase of R$144.5 million in personnel expenses, (iii) an increase of R$109.1 million in services and (iv) an increase of R$76.6 million in other expenses that includes corporate expenses, insurance, materials (use and consumption), social projects and donations, expenses with travel and accommodation in the nine-month period ended September 30, 2019 compared to the same period in 2018.

 

Other, net

 

Suzano’s other operating income (expenses), increased R$231.8 million, from a gain of R$36.6 million in the nine-month period ended 2018 to a gain of R$268.4 million in the corresponding period in 2019The fluctuation is mainly due to: (i) the consolidation of Fibria, which had other operating, net (expense) of R$99.3 million in the nine-month period ended September 30, 2018, (ii) an increase in the amount of R$77.4 million in the result on fair value adjustment of biological assets mainly due to a change in the accounting police, as described in note 3.1.7 of the unaudited condensed consolidated interim financial information as of September 30, 2019, (iii) a gain of R$35.2 million from the sale of legal credits (Eletrobras - Centrais Elétricas Brasileiras S.A. credits) in the nine-month period ended September 30, 2019 and (iv) in 2019 Suzano has received final favorable court decisions related to legal actions claiming the exclusion of ICMS from the PIS and COFINS contribution tax basis, therefore in the quarter ended September 30th, 2019, Suzano recorded an asset of R$128.1 million relating to PIS and COFINS tax credits within recoverable taxes and a gain in the statement of income (loss) within other operational results, as described in note 9 1) of the unaudited condensed consolidated interim financial information as of September 30, 2019.

 

Operating profit before net financial income (expenses)

 

Suzano’s operating profit before net financial income (expense) decreased 48.9%, or R$1,975.1 million, from a profit of R$4,040.3 million in the nine-month period ended September 30, 2018 to a profit of R$2,065.2 million in the corresponding period in 2019, due to (i) the consolidation of Fibria, which had income before financial income and expenses of R$5,497.0 million in the nine-month period ended September 30, 2018 and (ii) the facts mentioned above. Suzano’s operating margin in the nine-month period ended September 30, 2018 was 39.6% compared to 10.9% in the corresponding period in 2019. This decrease is mainly due to the consolidation of Fibria, which had gross margin of 38.6% in the nine-month period ended September 30, 2018.

 

Net financial income (expenses)

 

Suzano’s net financial income (expenses) increased 37.1% or R$2,260.4 million, from a loss of R$6.090.0 million for the nine-month period ended September 30, 2018 to a loss of R$8,350.4 million in the corresponding period in 2019. This increase was largely due to (i) the consolidation of Fibria, which had net financial result (expense) of R$3,337.6 million in the nine-month period ended September 30, 2018, (ii) an increase in interest on loans and financing and debentures of R$1,898.8 million, (iii) an increase in amortization of fundraising costs in the amount of R$141.1 million, and (iv) an increase in income (expenses) from derivative financial instruments of R$1,308.8 million and (v) an increase in exchange rate variation on loans, financing and debentures of R$1,542.4 million in the nine-month period ended September 30, 2019 compared to the same period of 2018 as described in note 24 of Suzano’s unaudited condensed consolidated interim financial information as of September 30, 2019.

 

7

 

 

Net income (loss) before taxes

 

Suzano’s net income (loss) before taxes decreased 206.6% or R$4,235.5 million, from a loss of R$2,049.7 million in the nine-month period ended September 30, 2018 to a loss of R$6,285.2 million in the same period in 2019. This result was largely impacted by the factors mentioned above.

 

Income taxes

 

Suzano’s income taxes increased 152.9% or R$1,388.0 million, from an income tax gain of R$907.6 million in the nine-month period ended September 30, 2018 compared to an income tax gain of R$2,295.6 million during the corresponding period in 2019. This increase was largely due to (i) the fact that in the nine-month period ended September 30, 2019 the effective rate of income and social contribution tax expenses was 36.5% positive compared to 44.3% positive in the same period of 2018. The increase in the effective rate of income and social contribution tax expenses is mainly due to the increase of the tax effect on permanent differences in the nine-month period ended September 30, 2019 compared to the corresponding period in 2018, as follows (a) an increase of R$42.7 million on director bonus, (b) an increase of R$179.3 million on taxation with subsidiaries - presumed profit, which is one of the two methods to calculate the income tax in Brazil. Under this method the taxable income is calculated on a quarterly basis and corresponds to a deemed profit margin applied over gross revenue, adjusted as determined by tax law, (c) a decrease of R$134.9 million on tax incentives – reduction of SUDENE, (d) a decrease of R$33.5 million on credit related to Reintegra Program as described in note 11.1 of Suzano’s unaudited condensed consolidated interim financial information as of September 30, 2019.

 

Net income (loss) for the period

 

Suzano’s net income decreased 249.3% or R$2,847.4 million, from net loss of R$1,142.1 million in the nine-month period ended September 30, 2018 to a net loss of R$3,989.5 million during the corresponding period in 2019. This result was mainly due to the factors mentioned above.

 

Indebtedness

 

As of September 30, 2019, Suzano’s total consolidated outstanding indebtedness (which includes current and non-current loans, financing and debentures) was R$64,020.5 million, of which R$5,091.2 million represented current indebtedness, of which R$5,009.8 million refers to current indebtedness from loans and financing and R$81.4 million refers to current indebtedness related to debentures and R$58,929.3 million represented non-current indebtedness, of which R$54,265.1 million refers to non-current indebtedness from loans and financing and R$4,664.2 million refers to non-current indebtedness related to debentures. Below is a description of Suzano’s consolidated financings and loans:

 

8

 

 

                    Current     Non-current     Total  
Type   Interest rate   Average annual interest rate - %    

September 30,

2019

    December 31, 2018    

September 30,

2019

    December 31, 2018    

September 30,

2019

    December 31, 2018  
                 

(in thousands of R$), except per share data

In foreign currency                                                            
BNDES   UMBNDES     6.6       27,864       21,577       34,439       139,940       62,303       161,517  
Bonds   Fixed     5.7       323,168       216,624       28,281,429       11,189,403       28,604,597       11,406,027  
Syndicated loan   Libor     2.7       31,730       37,546       12,673,982       11,787,588       12,705,712       11,825,134  
Finnvera/EKN (“Export Credit Agencies”)   Libor                     236,385               560,689               797,074  
Financial lease   U.S.$                     5,608               12,617               18,225  
Export credits (ACC - pre-payment)   Libor/Fixed     4.1       2,088,937       1,896,717       3,281,010       274,673       5,369,947       2,171,390  
                  2,471,699       2,414,457       44,270,860       23,964,910       46,742,559       26,379,367  
                                                             
In local currency                                                            
BNDES   TJLP     8.2       278,137       28,867       1,586,541       183,269       1,864,678       212,136  
BNDES   TLP     8.1       8,120               97,827               105,947          
BNDES   Fixed     5.2       43,149       26,119       85,474       95,034       128,623       121,153  
BNDES   SELIC     5.9       76,112               728,447               804,559          
FINAME   Fixed     6.6       4,815       970       15,193       2,010       20,008       2,980  
BNB   Fixed     6.6       32,733       25,038       165,673       191,976       198,406       217,014  
CRA (“Agribusiness Receivables Certificates”)   CDI/IPCA     6.4       1,900,423       789,892       3,951,197       1,588,986       5,851,620       2,378,878  
Export credit note   CDI     6.6       109,321       93,001       1,268,392       1,327,378       1,377,713       1,420,379  
Rural producer certificate   CDI     7.6       1,406       6,809       273,234       273,029       274,640       279,838  
Export credits (“Pre payment”)   Fixed     8.1       50,547               1,312,318               1,362,865          
FCO (“Central West Fund”), FDCO (“Central West Development Fund”) and FINEP   Fixed     8.0       88,628       7,725       509,969       5,135       598,597       12,860  
Others (revolving cost, working capital and FDI)   Fixed     10.1       4,593       10,467               16,930       4,593       27,397  
FDIC Funds of credit rights (Note 7.1)   Fixed     0.4       8,704       22,054                       8,704       22,054  
Fair value adjustment on business combination with Fibria                 (68,586 )                             (68,586 )        
Debentures   CDI     7.6       81,435       1,297       4,664,182       4,662,156       4,745,617       4,663,453  
                  2,619,537       1,012,239       14,658,447       8,345,903       17,277,984       9,358,142  
                  5,091,236       3,426,696       58,929,307       32,310,813       64,020,543       35,737,509  
                                                             
Interest on financing                 704,516       345,988       128,433               832,949       345,988  
Non-current funding                 4,386,720       3,080,708       58,800,874       32,310,813       63,187,594       35,391,521  
                  5,091,236       3,426,696       58,929,307       32,310,813       64,020,543       35,737,509  

 

Covenants

 

At September 30, 2019, Suzano was in compliance with all covenants, which are required under certain long-term borrowings.

 

Debt

 

Early settlement of Agribusiness Receivables Certificates (“CRAs”)

 

On January 3, 2019, Suzano settled in advance, through its wholly-owned subsidiary Fibria, the amount of R$878.6 million of two series of CRAs, with original maturities in 2021 and 2023 and a cost of 99% of CDI and IPCA + 4.5055% p.a. This settlement refers to the two of the nine series that were not obtained prior approval of the holders of the CRAs for the Merger.

 

Local Fixed and Floating-Interest Notes

 

On January 17, 2019, Suzano repaid in full two series of outstanding CRAs distributed by Fibria, for which the respective holders did not consent to the completion of the Merger and did not waive their right to declare the early maturity of the CRAs as a result of the Merger: (i) CRA distributed in October 2015 by Fibria and issued by Eco Securitizadora de Direitos Creditórios do Agronegócio S.A. in the total amount of R$675.0 million, with an interest rate of 99% of CDI, and final maturity for the principal in October 2021; and (ii) the second tranche of CRA distributed in September 2017 by Fibria and issued by RB Capital Companhia de Securitização, in the amount of R$184.2 million, with final maturity for the principal in 2023 and an interest rate of IPCA plus 4.5055% p.a.

 

9

 

 

Export prepayment contracts (“PPE”)

 

On February 25, 2019, Suzano entered into an export prepayment agreement in the amount of R$738.8 million, with annual interest payment of 8.35% p.a. and maturing in 2024. As of September 30, 2019, the outstanding principal amount was US$177.4 million (R$738.8 million).

 

On June 14, 2019, Suzano entered into an export prepayment agreement in the amount of R$578.4 million, with annual interest payment of 7.70% p.a. and maturing in 2024. As of September 30, 2019, the outstanding principal amount was US$138.9 million (R$578.4 million).

 

On June 14, 2019, Suzano, through its wholly-owned subsidiaries Fibria Overseas Finance Ltd and Fibria International Trade GmbH, entered into a syndicated export prepayment transaction in the amount of U.S.$750.0 million (equivalent to R$3,123.3 million), with a term of six years and grace period of five years. Suzano is the guarantor of the transaction. As of September 30, 2019, the outstanding principal amount was US$750.0 million (R$3,123.3 million).

 

Finnvera

 

On April 29 and April 30, 2019, Suzano voluntarily prepaid U.S.$208.4 million (equivalent to R$822.2 million) related to certain financing agreements that were guaranteed by the export credit agencies Finnvera and ECA – Export Credit Agency.

 

On June 17, 2019, Suzano voluntarily prepaid the outstanding amount of U.S.$378.7 million (equivalent to R$1,473.0 million) related to certain financing agreements that were guaranteed by the export credit agency Finnvera initially contracted in May 2016, which maturity date was 2025.

 

PPE Prepayments

 

On June 17, 2019, Suzano, through its subsidiary Fibria International Trade GmbH, voluntarily prepaid the amount of U.S.$ 631.1 million (R$2,454.7 million), related to an export prepayment agreement entered into on January 10, 2018 with MUFG Union Bank, NA, with quarterly interest payments of 1.15% p.a. plus quarterly LIBOR, which was scheduled to mature in 2022.

 

On June 18, 2019, Suzano, through its subsidiary Fibria International Trade GmbH, voluntarily prepaid the amount of U.S.$156.0 million (R$602.3 million), related to an export prepayment agreement entered into on December 8, 2017 with MUFG Union Bank, NA, with quarterly interest payments of 1.15% p.a. plus quarterly LIBOR, which was scheduled to mature in October 2022.

 

International Fixed-Interest Notes (Senior Notes)

 

Senior Notes due 2029. On January 29, 2019, through its subsidiary Suzano Austria GmbH, Suzano concluded the re-tap of “long” 10-year bonds for another U.S.$750.0 million (equivalent to R$3,123.3 million), with maturity in January 2029, a fixed interest rate of 6.00% p.a. As of September 30, 2019, the principal outstanding principal amount was U.S.$1,750 million (R$7,287.7 million).

 

Senior Notes due 2047. On May 21, 2019, Suzano, through its subsidiary Suzano Austria GmbH issued an additional amount of U.S.$250.0 million (R$1,041.1 million) of its 7.000% Senior Notes due 2047, with yield at the rate of 6.245% p.a. and coupon at the rate of 7.0% p.a., to be paid semiannually, in March and September, with maturity on March 16, 2047. This operation is fully guaranteed by Suzano S.A. As of September 30, 2019, the outstanding principal amount was US$1,250.0 million (R$5,205.5 million).

 

10

 

 

Senior Notes due 2030. On May 21, 2019, Suzano, through its subsidiary Suzano Austria, issued an aggregate amount of U.S.$1,000.0 million (R$4,164.4 million) of 5.000% Senior Notes due 2030, with yield at the rate of 5.180% p.a. and coupon at the rate of 5.0% p.a., to be paid semiannually, in January and July, with maturity on January 15, 2030. This operation is fully guaranteed by Suzano S.A. As of September 30, 2019, the outstanding principal amount was US$1,000.0 million (R$4,164.4 million).

 

BNDES

 

On March 15, 2019, Suzano carried out the early amortization of R$299.7 million with the BNDES, comprising an installment to be amortized from the balance of the outstanding debt plus the corresponding remuneration up to the payment date.

 

On May 17, 2019, BNDES has released funds to Suzano in the amount of R$108.0 million, with interest rates varying from Long Term Rate (“TLP”) plus interest rate of 0.96% p.a. to 1.44% p.a. to be paid from 2020 to 2028. The resources were applied to projects in the industrial, social and technological innovation areas. As of September 30, 2019, the outstanding principal amount was US$26.0 million (R$108.1 million).

 

Debentures – 7th issue

 

On January 7, 2019, Suzano issued R$4,000.0 million in debentures of its 7th issue, in one single series, nonconvertible into shares, maturing in January 2020 and with interest rates of 103% up to 112% of the CDI rate.

 

On March 27, 2019, Suzano made the partial optional extraordinary amortization of the balance of the nominal unit value of all the debentures of this 7th issue, through the payment of the total amount of R$2,056.2 million, comprising of the amortized balance of the nominal unit value of all such debentures plus the corresponding remuneration.

 

On May 31, 2019, Suzano redeemed in full its unsecured debentures of its 7th issuance by paying the total outstanding amount of R$2,019.6 million, comprising the total balance of the face value per unit of the totality of the debentures of such issuance plus the corresponding remuneration.

 

Subsequent Events

 

Debenture - Single Series

 

On October 17, 2019, Suzano announced to the market a debentures issuance, not-convertible into shares, unsecured, single series, in the amount of R$750.0 million, with maturity date on September 15, 2028 and interest rate of 100% of CDI plus spread of 1.20% p.a.

 

11

 

 

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.

 

Date: January 24, 2020

 

    SUZANO S.A.
 
  By:      /s/ Marcelo Feriozzi Bacci
    Name:   Marcelo Feriozzi Bacci
    Title:    Chief Financial Officer and Investor Relations Director

 

12

 

 

 

Exhibit 99.1

 

UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL INFORMATION

 

Set forth below are the unaudited pro forma condensed consolidated statements of income for the year ended December 31, 2018 (together with the related notes, the “Unaudited Pro Forma Condensed Consolidated Financial Information”) of Suzano S.A. (“Suzano”). The Unaudited Pro Forma Condensed Consolidated Financial Information combines the historical consolidated income statements of Suzano and Fibria S.A. (“Fibria”) giving effect to the combination of the operations and the shareholdings of Fibria and Suzano, by means of a merger of shares (incorporação de ações) under Brazilian law (referred to herein as the “Merger”). The Unaudited Pro Forma Condensed Consolidated Financial Information has been derived from the historical consolidated financial statements of Suzano, which is the acquirer for accounting purposes.

 

The Unaudited Pro Forma Condensed Consolidated Financial Information is being presented for informational purposes only. The Unaudited Pro Forma Condensed Consolidated Financial Information does not purport to represent what the actual consolidated results of operations of Suzano would have been if the Merger had occurred on the date assumed, nor is it necessarily indicative of future consolidated results of operations.

 

On March 15, 2018, Suzano Holding S.A., together with the other controlling shareholdings of Suzano, entered into the voting agreement with the controlling shareholdings of Fibria, and Suzano as an intervening party, by which the controlling shareholdings of Suzano and the controlling shareholdings of Fibria agreed to exercise their voting rights so as to effect the Merger.

 

In connection with the consummation of the Merger:

 

· Suzano contributed capital to a wholly owned subsidiary (“Holding”), in cash, resulting in the issuance of new shares, all owned by Suzano.

 

· The shares of Fibria were merged into Holding, which issued 553,733,881 common shares and 553,733,881 redeemable preferred shares. One common share and one redeemable preferred share of Holding was exchanged for each share of Fibria. As a result of such merger of shares, Fibria became a wholly owned subsidiary of Holding;

 

· Immediately after issuance of common and redeemable preferred shares, all redeemable preferred shares issued by Holding were redeemed for R$50.20 in cash (as adjusted as of January 3, 2019, the “Merger Closing Date”) per share and immediately cancelled;

 

· At the same time, each common share of Holding was exchanged for 0.4613 shares of Suzano, resulting in the issuance of 255,437,439 shares of Suzano;

 

· Thereafter, Holding legally merged into Suzano and ceased to exist. The share price of R$36.95 used to value the consideration was based on the market price at the time of the acquisition on January 3, 2019. For the purposes of the December 31, 2018 pro forma adjustments related to the consideration paid, we used the January 3, 2019 share price of R$36.95 per share; and

 

· After the conclusion of the Merger, Suzano became the sole shareholder of Fibria.

 

On April 1, 2019, Suzano. approved the Merger at its extraordinary shareholders meeting, provided that the share capital of Suzano would not change due to the Merger. As a result of the Merger, Suzano succeeded Fibria in all of its rights and obligations.

 

In connection with the Merger, Suzano entered into certain commitment letters with a syndicate of lenders, including BNP Paribas, Coöperatieve Rabobank U.A., JP Morgan Chase Bank, N.A. and Mizuho Bank, Ltd., which acted as lead arrangers on the financing facilities related to the Merger and affiliates. Subject to the terms and conditions of these commitment letters, the lenders committed to provide U.S.$2,300.0 million under an export prepayment facility, or the “EPP.”

 

In June 2018, Suzano also issued R$4,681.1 million in debentures in the Brazilian market to finance a portion of the cash consideration for the Merger, with a maturity in 2026, half of the payments in 2025, yield of 112.5% of CDI p.a. In September 2018, Suzano Austria GmbH issued senior notes in the amount of U.S.$1,000.0 million (equivalent to R$3,874.8 million as of December 31, 2018), with interest of 6.0% p.a. and maturing in 2029. In October 2018, Suzano also entered into an advance on currency exchange contract (ACC), in the amount of U.S.$450.0 million (equivalent to R$1,743.7 million as of December 31, 2018). Furthermore, Suzano obtained U.S.$500.0 million (equivalent to R$1,937.5 million as of December 31, 2018) of senior notes issued on November 6, 2018 and U.S.$2,300.0 million (equivalent to R$8,912.0 million as of December 31, 2018) under the EPP. In January 2019, Suzano issued R$4,000.0 million in debentures in the Brazilian market pursuant to the term of commitment, with a maturity in 2019, yield from 103% to 112% of CDI p.a. In addition, Suzano also has credit lines approved with certain financial institutions for the execution of financing agreements in an amount of R$2,648.3 million.

 

1

 

 

As per the adjustments envisaged in the merger agreement entered into by Suzano and Fibria on July 26, 2018, the final value of the adjusted cash installment corresponds to the redemption amount per redeemable preferred share in the Holding, which originally was equivalent to fifty-two reais and fifty centavos (R$52.50), (i) less the amount of dividends, interest on equity and other amounts publicly declared and/or paid by Fibria between March 15, 2018 and January 14, 2019 (“Date of Consummation”) of the Merger, which corresponds to the interim dividends declared by Fibria at the extraordinary shareholders meeting held on December 3, 2018 and paid in Brazil on December 12, 2018, in the amount of five reais and three centavos (R$5.03) per share issued by Fibria and (ii) plus two reais and seventy-three centavos (R$2.73), corresponding to the variation in the average daily rate of the Brazilian interbank deposits expressed as an annual percentage, based on two hundred fifty-two (252) business days, calculated and disclosed daily by B3 S.A. — Brasil, Bolsa e Balcão (“DI Rate”), between March 15, 2018 and the Date of Consummation of the Merger (inclusive), considering that between January 10, 2019 (inclusive) and January 14, 2019 (inclusive) the DI Rate was estimated at six point four zero percent (6.40%) per annum. Upon the completion of the Merger, the shares of Fibria and ADSs of Fibria ceased to be traded on the B3 and on the NYSE, respectively.

 

Suzano S.A.

Unaudited Pro Forma Condensed Statement of Income

Year Ended December 31, 2018

(in millions of Reais, except per share data)

 

 

    Suzano     Fibria     Pro Forma
Adjustments
    Pro Forma     Note  
Net sales revenue     13,443.4       18,264.5             31,707.9          
Cost of sales     (6,922.3 )     (9,904.4 )     (668.2 )     (17,494.9 )     2.( c)/(e)/(i)  
Gross profit     6,521.1       8,360.1       (668.2 )     14,213.0          
                                         
Operating incomes (expenses)                                        
Selling expenses     (598.7 )     (812.8 )     (821.0 )     (2,232.5 )     2.( d)  
General and administrative expenses     (825.2 )     (392.1 )     (4.1 )     (1,221.4 )     2.(i)  
Equity in earnings of associates     7.6       0.6             8.2          
Other operating expenses, net     (96.9 )     (434.4 )     (2.0 )     (533.3 )     2.(e)  
      (1,513.2 )     (1,638.7 )     (827.1 )     (3,979.0 )        
                                         
Operating profit before net financial income (expenses)     5,007.9       6,721.4       (1,495.3 )     10,234.0          
                                         
Net financial income (expenses)                                        
Financial income     459.7       365.4             825.1          
Financial expenses     (5,302.2 )     (3,271.3 )     (1,365.2 )     (9,938.7 )     2.(l)  
      (4,842.5 )     (2,905.9 )     (1,365.2 )     (9,113.6 )        
                                         
Net income before income taxes     165.4       3,815.5       (2,860.5 )     1,120.4          
                                         
Income taxes     154.5       (755.9 )     972.6       371.2       2.(m)  
                               
Net income for the period     319.9       3,059.6       (1,887.9 )     1,491.6          
                                         
Attributable to Shareholders of Suzano     319.80       3,051.90       (1,887.9 )     1,483.8          
Non-controlling interests     0.1       7.7               7.8          
                                         
Basic earnings per share     0.29236                   1.10001       2.(n)  
                                         
Diluted earnings per share     0.29199                   1.09887       2.(n)  

 

2

 

 

1. Basis of Presentation

 

The pro forma condensed consolidated financial information has been derived from the audited historical consolidated financial statements of Suzano and Fibria for the year ended December 31, 2018. The Unaudited Pro Forma Condensed Consolidated Financial Information should be read in conjunction with, and is qualified in its entirety by reference to, Suzano’s historical financial statements and the related notes contained therein. The pro forma adjustments are based upon currently available information and certain estimates and assumptions, and actual results may differ from the pro forma adjustments. However, management believes that these estimates and assumptions provide a reasonable basis for presenting the significant effects of the contemplated transactions and that the pro forma adjustments are factually supportable and give appropriate effect to those estimates and assumptions.

 

The pro forma adjustments have been prepared as if the Merger Closing Date had taken place on January 1, 2018, in the case of the unaudited pro forma condensed statements of income.

 

2. Pro Forma Adjustments and Assumptions

 

The Unaudited Pro Forma Condensed Consolidated Financial Information is provided for illustrative purposes only and does not purport to represent what the actual consolidated results of operations or the consolidated financial position of Suzano would have been had the Merger been completed on the dates assumed, nor are they necessarily indicative of future consolidated results of operations or consolidated financial position.

 

Suzano has performed a preliminary valuation analysis of the fair market value of Fibria’s assets to be acquired and liabilities to be assumed. Using the total consideration for the Merger, Suzano has estimated the allocations to such assets and liabilities. The following table summarizes the allocation of the preliminary purchase price as if the Merger Closing Date had been December 31, 2018 (in millions of reais):

 

Cash consideration     27,797.4          
Issuance of shares (Suzano)     9,438.4          
                 
Total consideration     37,235.8       (a)  
                 
Book value of Fibria’s shareholders’ equity     14,149.0          
Elimination of book value of existing goodwill, net of the deferred income taxes     (3,495.1 )        
Mandatory minimum dividends (eliminated balance)     724.8          
                 
Book value of Fibria’s shareholders’ equity, net of goodwill     11,378.7          
                 
Adjustments to fair value                
Inventories     2,178.9       (b)  
Property, plant and equipment     9,445.3       (c)  
Customer relationships     9,030.8       (d)  
Port Assets     749.1       (e)  
Possible loss contingencies     (2,970.5 )     (f)  
Loans and financing     (59.9 )     (g)  
Taxes recoverable     (235.8 )     (h)  
Other assets and liabilities, net     368.6       (i)  
Deferred taxes, net     (546.5 )     (j)  
                 
Total fair value impacts     17,960.0          
                 
Total pro forma goodwill     7,897.1       (k)  

 

3

 

 

This final purchase price allocation was used to prepare pro forma adjustments in the pro forma income statement.

 

The pro forma adjustments are based on currently available information and certain estimates and assumptions and, therefore, the actual effects of the Merger could have differed from the pro forma adjustments. We have only included material adjustments that are directly attributable to the Merger, factually supportable and, with respect to the statement of income, expected to have a continuing impact on the consolidated results. A general description of the Merger and adjustment is provided as follows:

 

(a) Consideration paid was based on the terms of the transaction considering that all holders of shares of Fibria received shares of Suzano and cash as offered in the Merger. Consideration consists of R$27,797.4 million to be paid in cash plus 255,437,439 million shares of Suzano issued on the Merger Closing Date. In this Unaudited Pro Forma Condensed Consolidated Financial Information, the shares of Suzano issued have been valued using the January 3, 2019 quoted market price of R$36.95 per share.

 

(b) The fair value was determined based on the estimated selling price of the inventory less selling expenses and a profit margin on such expenses. We do not expect the increase to have a continuing impact; therefore, fair value adjustment is not included in the statement of income.

 

(c) The land was valued using the market approach method based on price generated by market transactions. The other fixed assets were valued using the cost method, which is based on the principle of substitution, using the cost to replace assets adjusted to inflation rate as an indicator of their fair value. The related increase in depreciation expense, assuming a remaining depreciation expense of R$603.5 million for the year ended December 31, 2018 was allocated as “Cost of Sales.” The depreciation was calculated using the straight-line method over the estimated remaining useful lives of the related property, plant and equipment. The calculation of the depreciation expense adjustment is as disclosed below:

 

    (in millions of reais)     Estimated
Depreciation
Expense
 
    Fair value
adjustment
    Useful lives
(in years)
    Year Ended
December 31, 2018
 
Buildings     1,727.3       30       57.9  
Machinery, equipment and facilities     5,005.8       10       523.6  
Others     74.6       3       22.0  
                      603.5  

 

(d) In order to determine the fair value adjustment in the customer portfolio at December 31, 2018, the income approach and the Multi PeriodExcess Earnings (“MPEEM”) method were used to measure the present value of the income that has been and will be generated during the remaining useful life of the asset. Considering the 5-year history of Fibria’s sales data and the churn rate that measures customer satisfaction and customer permanence in the portfolio, the adjustment was calculated using estimated discounted cash flows. The amortization is calculated using the straight-line method over the expected life of the customer relationship (11 years).The related amortization expense of R$821.0 million for the year ended December 31, 2018 is allocated in “Selling Expense.”

 

(e) Fibria has concession contracts and port assets to assist in port operations in Brazil. The fair value calculation of these assets was calculated using the income approach, the MPEEM method that measures the present value of the income that has been and will be generated during the remaining useful life of the asset and method of direct cost differential. The amortization was calculated using the straight-line method over the expected life of the related contracts and port assets, which have an average useful life of 23.5 years. The related amortization expense of R$31.5 million for the year ended December 31, 2018 is allocated as follows:

 

4

 

 

    (in millions of reais)     Estimated
Amortization
Expense
 
    Fair value
adjustment
    Useful life
(in years)
    Year Ended
December 31, 2018
 
Amortization of port assets contracts     694.0       23.5       29.5  
Allocated in cost of sales     694.0       23.5       29.5  
                         
Amortization of port concession     55.1       23.5       2.0  
Allocated in Other operating (expenses) income     55.1       23.5       2.0  
                         
Total     749.1       23.5       31.5  

 

(f) According to business combinations accounting, all contingencies of Fibria, regardless of the probability of the loss must be accounted for at fair value. The preliminary fair value adjustment was calculated by Suzano’s management assisted by an independent appraiser and external lawyers considering the probability of the loss and experience of actual payment.

 

(g) Adjustment to fair value of loans and financing was calculated based on the fair value of the bonds, based on the quotation of the security in the secondary market, and the adjustment to present value considering the market rate at the base date.

 

(h) The measurement of the fair value of various types of recoverable taxes was based on the estimated future recovery year, discounted using the estimated SELIC rate for the period between 2019 and 2024. Considering the significant variation in the annual realization of the taxes, no income statement adjustment was recorded. If amortization of the fair value adjustment were to be on a straight line basis over the six year period, additional financial income of R$39.3 million per year would be recognized in the pro forma income statement.

 

(i) In other net assets and liabilities, including supply contracts, accounts receivable, advances to suppliers, cultivars (plant projects that were improved due to human intervention) and softwares the income evaluation methodology, the present value and the direct cost differential were used to calculate the fair value of such assets and liabilities. We do not expect all adjustments to have a continuing impact, therefore, the fair value adjustments are not included in the pro forma income statement, except for the following amortization:

 

5

 

 

      (in millions of reais)  
      Estimated Depreciation Expense  
      Fair value
adjustment
      Useful life
(in years)
      Year Ended
December 31, 2018
 
Supply contract     115.0       7.8       14.8  
Cultivars     142.7       7.0       20.4  
Allocated in cost of sales     257.7       14.8       35.2  
                         
Software     20.5       5.0       4.1  
Allocated in General and Administrative expenses     20.5       5.0       4.1  

 

6

 

 

(j) Deferred income tax on fair value adjustments of assets in the ports of Santos and Aracruz.

 

(k) The factors that make up the final goodwill amount were expected to include mostly synergies from combining operations for cost savings in fields such as forestry, logistics, selling, general and administrative expenses and procurement, which has been increasing and will increase the parties’ competitiveness both in Brazil and overseas. Suzano believes that all these initiatives could generate synergies and cash saving in the amount close to the goodwill.

 

(l) It is assumed that as of December 31, 2018 the cash consideration of R$27,797.4 million was paid as follows (in millions of reais):

 

    (in millions of
reais)
 
Cash consideration     27,797  
         
(-) Senior Notes issued on September 17, 2018 (U.S.$1,000)     (3,874.8 )
(-) Debentures issued on June 29, 2018     (4,681.1 )
(-) Advances on Currency Exchange Contracts (ACCs) (U.S.$450)     (1,743.7 )
(-) Senior Notes issued on November 6, 2018 (U.S.$500)     (1,937.5 )
(-) EPP (U.S.$2.300)     (8,912.0 )
(-) Debentures issued on January 7, 2019     (4,000.0 )
(-) Secured credit line with financial Institutions in BRL     (2,648.3 )
Resources obtained by Suzano     (27,797.4 )

 

For purposes of the pro forma income statement, financial expenses were calculated for the total of the consideration amounting to R$27,797.4 million.

 

The related financial expense was R$1,365.2 million for the year ended December 31, 2018. It is assumed that the secured credit line would bear interest at LIBOR plus approximately 2.0% p.a. in USD which is assumed equivalent to a nominal interest rate of 4.9% p.a., without considering any exchange rate variation impacts for the variation of the real (Suzano’s functional currency) against the U.S. dollar.

 

(m) Reflects the income tax effect on the pro forma income statements based on the statutory rate of Brazilian income tax and social contribution of 34%.

 

(n) The basic and diluted earnings per share were adjusted considering the issuance of 255,437,439 shares of Suzano, as shown below:

 

    In millions, except for
per share data
 
    Year Ended  
    December 31, 2018  
    Basic   Diluted  
Weighted average number of shares   1,093.5   1,094.9  
Shares issued by Holding (Suzano)   255.4   255.4  
Total pro forma weighted average number of shares   1,348.9   1,350.3  
           
Pro forma net (loss) income attributable to shareholders of Suzano   1,483.8   1,483.8  
           
Pro forma earnings per share (R$)   1.10001   1.09887  

 

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