A free translation from Portuguese into English of financial statements in accordance with accounting practices adopted in Brazil

Transcription

1 QUARTERLY INFORMATION Cremer S.A. On June 30, 2015 With Report of Independent Auditors 1

2 Quarterly Information Review Report To the Shareholders and Board of Directors Cremer S.A. Blumenau - SC Introduction We have reviewed the interim financial statements, Company and Consolidated, of Cremer S.A. ( Company ) contained within the Quarterly Information for the quarter ended June 30, 2015, which comprise the balance sheet as of June 30, 2015 and the related statements of income, comprehensive income changes in shareholders equity and cash flows for the six month period then ended, including the notes to the financial statements. Management is responsible for the preparation of these individual interim financial statements in accordance with the technical pronouncement CPC 21(R1) Interim financial statements, and the consolidated interim financial statements in accordance with the technical pronouncement CPC 21(R1) and International Accounting Standard (IAS) 34 - Interim Financial Reporting, issued by the International Accounting Standards Board (IASB), and for the presentation of these interim financial statements in accordance with the standards issued by the Brazilian Securities and Exchange Commission (CVM) applicable to the Quarterly Information. Our responsibility is to express a conclusion on the interim financial statements based on our review. Scope of the review We conducted our review in accordance with Brazilian and international standards for reviewing interim financial information (NBC TR 2410 and ISRE Review of Interim Financial Information Performed by the Independent Auditor of the Entity, respectively). An interim review consists principally of applying analytical and other review procedures, and making enquiries of and having discussions with persons responsible for financial and accounting matters. An interim review is substantially less in scope than an audit conducted in accordance with auditing standards. An interim review does not provide assurance that we would become aware of any or all significant matters that might be identified in an audit. Accordingly, we do not express such an opinion. Conclusion about the individual interim financial statements Based on our review, we are not aware of any fact that leads us to believe that the individual interim financial statements included in the quarterly information referred to above have not been prepared, in all material respects, in accordance with CPC 21(R1) and IAS 34 applicable to the Quarterly Information and presented in accordance with the standards issued by the Brazilian Securities and Exchange Commission. 2

3 Conclusion about the consolidated interim financial statements Based on our review, we are not aware of any fact that leads us to believe that the consolidated interim financial statements included in the quarterly information referred to above have not been prepared, in all material respects, in accordance with CPC 21(R1) and IAS 34 applicable to the Quarterly Information and presented in accordance with the standards issued by the Brazilian Securities and Exchange Commission. Other issues Statements of value added We have also reviewed the statements of value added, Company and Consolidated, for the quarter ended June 30, 2015, prepared under the responsibility of the Company s Management, whose disclosure in the interim financial statements is required in accordance with the standards issued by the Brazilian Securities and Exchange Commission (CVM) applicable to the preparation of the Quarterly Information and considered as supplemental information by international accounting standards (IFRS), which do not require the disclosure of the statement of value added. This statement was submitted to the same review procedures previously described and, based on our review, we are not aware of any fact that would lead us to believe that they have not been fairly stated, in all material respects, in relation to the interim financial statements, Company and Consolidated, taken as a whole. Joinville, July 20, 2015 KPMG Auditores Independentes CRC SC /F-8 Marcelo Lima Tonini Accountant CRC PR /O-4 T SC 3

4 A free translation from Portuguese into English of financial statements in accordance with accounting practices adopted in Brazil QUARTERLY INFORMATION - 06/30/ CREMER S.A. BALANCE SHEET - ASSETS (In thousands of Reais) COMPANY Code Description 06/30/ /31/ Total Assets 677, , Currents Assets 286, , Cash and Cash Equivalents 56, , Accounts receivable 102,358 85, Trade accounts receivable 102,358 85, Inventories 96,808 73, Taxes recoverable 9,986 6, Taxes recoverable 9,986 6, Prepaid Expenses 1,785 1, Other currents assets 19,153 9, Others 19,153 9, Advances to suppliers 12,051 5, Others 7,102 2, Dividends receivable - 1, Non-current assets 390, , Long-term assets 51,478 51, Deferred taxes 33,340 31, Deferred taxes 33,340 31, Credits with related parties Affiliated company Others non-current assets 18,138 19, Recoverable taxes 7,899 7, Judicial deposits 5,349 5, Securities issued to cover ordered debts Others 4,122 5, Investments 191, , Affiliated company 191, , Property, Plant and Equipments 74,132 77, Property, Plant and Equipments in operation 72,469 74, Property, Plant and Equipments in progress 1,663 2, Intangible assets 73,551 76, Intangible assets 73,551 76,673 See accompanying notes. 4

5 A free translation from Portuguese into English of financial statements in accordance with accounting practices adopted in Brazil QUARTERLY INFORMATION - 06/30/ CREMER S.A. BALANCE SHEET - LIABILITIES (In thousands of Reais) COMPANY Code Description 06/30/ /31/ Total Liabilities 677, , Currents Liabilities 278, , Labor and social security charges 15,304 17, Labor obligation 15,304 17, Labor and social security charges 5,102 4, Vacation and 13º salary 10,202 7, Profit sharing - 4, Trade accounts payable 105,603 99, Trade accounts payable - National 105,603 99, Tax obligation 5,507 7, Federal tax obligation 2,502 3, Taxes and contributions 2,502 3, State tax obligation 3,004 3, Municipal tax obligation Loans and Financing 140,936 88, Loans and Financing 95,894 70, Local currency 95,894 70, Debentures 44,936 17, Financing lease Other liabilities 6,272 32, Others 6,272 32, Dividends payable 24 29, Others 6,248 2, Provisions 4,988 5, Others provisions 4,988 5, Others 4,988 5, Noncurrent liabilities 198, , Loans and Financing 187, , Loans and Financing 29,200 35, Local currency 29,200 35, Debentures 158, , Financing lease Others obrigations 3,736 7, Other 3,736 7, Tax installment 1,796 1, Others 1,940 5, Provisions 7,413 7, Tax, labor and civil provisions 7,413 7, Tax provision 1,012 2, Labor provision Civil provision 5,419 4, Shareholders' equity 199, , Paid-up capital 115, , Capital reserves 1,457 3, Stock option plan 2,936 4, Treasury share (601) Capital transaction (878) (1,108) Earnings reserve 55,614 79, Legal reserve 3,128 3, Retained earnings 52,486 76, Equity valuation adjustments 27,023 29, Equity valuation adjustments 27,023 29,856 See accompanying notes. 5

6 A free translation from Portuguese into English of financial statements in accordance with accounting practices adopted in Brazil QUARTERLY INFORMATION - 06/30/ CREMER S.A. STATEMENTS OF INCOME (In thousands of reais) COMPANY Code Description 04/01/2015 to 06/30/ /01/2015 to 06/30/ /01/2014 to 06/30/ /01/2014 to 06/30/ Net Sales 157, , , , Cost of Sales (116,892) (214,506) (95,461) (181,868) 3.03 Gross profit 40,726 77,605 34,086 66, Operating (expenses) income (27,336) (46,331) (21,612) (42,168) Selling (23,215) (44,376) (22,738) (44,468) General and administrative (9,349) (16,907) (8,211) (16,842) Other operating income Other operating expenses (274) 579 (68) Equity in subsidiaries 5,401 14,274 9,292 18, Income before financial and taxes 13,390 31,274 12,474 24, Financial Income (10,748) (19,194) (8,681) (16,526) Financial Income 1,982 5, , Financial Expenses (12,730) (24,354) (9,321) (18,640) 3.07 Income before taxes/profit sharing 2,642 12,080 3,793 7, Income and social contribution taxes 2,067 1,516 1,575 2, Deferred income tax 2,067 1,516 1,575 2, Net income for the year 4,709 13,596 5,368 10, Net income for the year 4,709 13,596 5,368 10, Earnings per share Net earnings per share - Basic (in reais) Common Net earnings per share - Diluted (in reais) Common See accompanying notes. A free translation from Portuguese into English of financial statements in accordance with accounting practices adopted in Brazil STATEMENTS OF COMPREHENSIVE INCOME OTHER (Company) FOR THE YEAR ENDED ON JUNE 30, 2015 AND /01/2015 to 01/01/2015 to 04/01/2014 to 01/01/2014 to 06/30/ /30/ /30/ /30/ Net for the Period 4,709 13,596 5,368 10, Comprehensive Income for the Period 4,709 13,596 5,368 10,720 See accompanying notes. 6

7 A free translation from Portuguese into English of financial statements in accordance with accounting practices adopted in Brazil QUARTERLY INFORMATION - 06/30/ CREMER S.A. STATEMENT OF CHANGES IN SHAREHOLDER'S EQUITY (In thousands of reais) 01/01/2015 to 06/30/2015 COMPANY Code Description Capital Goodwill reserve, Stock option plan and Treasury shares Reitaned earnings reserve Accumulated losses and retained earnings Equity valuation adjustment Shareholder's Equity 5.01 Beginning balance 107,370 3,463 79,199-29, , Adjustes beginning balance 107,370 3,463 79,199-29, , Capital transaction with associates 8,078 (2,006) (35,840) (4,174) (33,942) Options Granted Recognized - 1, , Treasury share acquired - (601) (601) Dividends - - (35,840) - - (35,840) Interest on Equity (4,174) - (4,174) Participation loss at Dental Cremer S. A Capital increase with stock option (cash) 2,952 (2,952) Capital increase with stock option (not integralized) 5, , Comprehensive income ,429 (2,833) 13, Net income for the period ,596-13, Equity valuation adjustments ,833 (2,833) Realization of reserves equity valuation adjustment ,833 (2,833) Ending balance 115,448 1,457 43,359 12,255 27, ,542 STATEMENT OF CHANGES IN SHAREHOLDER'S EQUITY (In thousands of reais) 01/01/2014 to 06/30/2014 COMPANY Code Description Capital Goodwill reserve, Stock option plan and Treasury shares Reitaned earnings reserve Accumulated losses and retained earnings Equity valuation adjustment Shareholder's Equity 5.01 Beginning balance 99,154 (618) 130,207-36, , Adjustes beginning balance 99,154 (618) 130,207-36, , Capital transaction with associates 6,363 4,489 (30,598) - - (19,746) Capital increase 3,821 - (3,821) Expenses with stock issue 992 (992) Options Granted Recognized - 1, , Treasury share adcquired - (22,315) (22,315) Treasury Shares Sold - 26,777 (26,777) Capital increase with stock option 1, , Comprehensive income ,188 (5,468) 10, Net income for the period ,720-10, Other Comprehensive Income ,468 (5,468) Realization of reserves equity valuation adjustment ,468 (5,468) Ending balance 105,517 3,871 99,609 16,188 31, ,642 See accompanying notes. 7

8 A free translation from Portuguese into English of financial statements in accordance with accounting practices adopted in Brazil QUARTERLY INFORMATION - 06/30/ CREMER S.A. STATEMENT OF CASH FLOWS - INDIRECT METHOD (in thousands of reais) COMPANY Code Description 01/01/2015 to 06/30/ /01/2014 to 06/30/ CASH FLOWS OF OPERATING ACTIVITIES (41,306) (5,089) Cash generated from operations 4,857 (5,611) Net income for the period 13,596 10, Depreciation and amortization 10,903 10, Cost of sales/disposal of investments, fixed and intangible assets Allowance for doutful accounts 517 1, Equity pickup (14,274) (18,416) Reversal/provision for contingencies (808) (2,673) Reversal/provision (128) (5,268) Stock option plan expenses 1,314 1, Deffered tax income and social contribution (1,516) (2,885) Participation of provision/reversal (4,760) (Increase) decrease in accounts: (46,163) Trade accounts receivable (16,986) (15,954) Inventories (23,725) (5,466) Sundry receivables (14,142) 3, Noncurrent assets 1,480 (490) Trade accounts payable 6,346 16, Tax liabilities (1,586) (1,264) Labor liabilities 3,027 2, Other accounts payable (577) CASH FLOWS FROM INVESTING ACTIVITIES 5,218 (418) Interest on Own capital related company 8,520 3, Acquisition of intangible assets (1,009) (1,131) Acquisition of property, plant and equipment (3,055) (1,151) Aquisitions/Sale of investments 762 (1,945) 6.03 CASH FLOWS FROM FINANCING ACTIVITIES (58,414) 46, Increase Capital 5,126 1, Payment of debentures - 200, New debentures - (150,000) New loans 1,224 18, Payment of loans (10,484) (36,117) Payment of dividends and interest on equity (69,745) (9,964) Treasury Share (601) (22,317) Issued commercial paper 75,000 49, Payment commercial paper (50,000) Mutual reduction with related company Financial charges and monetary variations (8,605) (5,135) Purchase of shares held/goodwill (329) INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS (94,502) 41, Cash and cash equivalents at the beginning of the year 151,212 39, Cash and cash equivalents at the end of the year 56,710 81,024 See accompanying notes. 8

9 A free translation from Portuguese into English of financial statements in accordance with accounting practices adopted in Brazil QUARTERLY INFORMATION - 06/30/ CREMER S.A. STATEMENT VALLUE ADDED (In thousands of reais) COMPANY Code Description 01/01/2015 to 06/30/ /01/2014 to 06/30/ Revenues 355, , Goods and services sold 355, , Other Allowance for doubful accounts (517) (1,140) 7.02 RAW MATERIAL ACQUIRED FROM THIRD PARTIES (215,911) (184,956) Cost of goods and services sold (190,781) (160,873) Materials, energy, services from third parties, etc. (25,224) (23,534) Impairment of assets 94 (549) 7.03 GROSS VALUE ADDED 139, , Retained (10,903) (10,607) DEPRECIATION AND AMORTIZATION (10,903) (10,607) 7.05 NET VALUE ADDED PRODUCED BY COMPANY 128, , VALUE ADDED FROM TRANSFER 19,434 20, Equity pickup 14,274 18, Financial income 5,160 2, TOTAL DISTRIBUTABLE VALUE ADDED 147, , VALUE ADDED DISTRIBUTION 147, , Personnel 36,512 34, Direct remuneration 31,227 29, Benefits 3,016 2, F.G.T.S 2,269 2, Taxes, charges and compulsory contributions 64,930 67, Federal 35,209 29, State 29,560 37, Municipal Remuneration of third party capital 32,946 27, Interest 24,334 18, Rent 8,612 8, Remuneration of own capital 13,596 10, Interest ond Own Capital 4, Retained earnings 9,422 10,720 See accompanying notes. 9

10 A free translation from Portuguese into English of financial statements in accordance with accounting practices adopted in Brazil QUARTERLY INFORMATION - 06/30/ CREMER S.A. BALANCE SHEET - ASSETS (In thousands of Reais) CONSOLIDATED Code Description 06/30/ /31/ Total Assets 811, , Currents Assets 461, , Cash and Cash Equivalents 68, , Accounts receivable 171, , Trade accounts receivable 171, , Inventories 157, , Taxes recoverable 20,119 15, Taxes recoverable 20,119 15, Prepaid Expenses 3,342 2, Other currents assets 40,300 25, Other accounts 40,300 25, Advances to suppliers 13,349 2, Others 13,768 7, Receivables Sale of Fixes Assets 12,069 14, Vacation advance 1, Non-current assets 349, , Long-term assets 111, , Accounts receivable Trade accounts receivable Deferred taxes 39,562 38, Deferred taxes 39,562 38, Others 71,091 74, Recoverable taxes 7,991 8, Judicial deposits 5,601 5, Securities issued to cover ordered debts Assets held for sale 50,583 54, Others 6,148 6, Investment Property for investment Purchase share/goodwill Property, Plant and Equipments 94,434 96, Property, Plant and Equipments in operation 91,826 91, Property, Plant and Equipments in progress 2,608 4, Intangible assets 143, , Intangible assets 143, ,042 See accompanying notes. 10

11 A free translation from Portuguese into English of financial statements in accordance with accounting practices adopted in Brazil QUARTERLY INFORMATION - 06/30/ CREMER S.A. BALANCE SHEET - LIABILITIES (In thousands of Reais) CONSOLIDATED Code Description 06/30/ /31/ Total Liabilities and Shareholders' Equity 811, , Currents Liabilities 378, , Labor and social security charges 20,141 20, Labor obligation 20,141 20, Labor and social security charges 6,826 6, Vacation and 13º salary 13,254 9, Profit sharing 61 5, Trade accounts payable 155, , Trade accounts payable - Local 155, , Trade accounts payable - Imported Tax obligation 8,514 8, Federal tax obligation 4,360 5, Income tax and social contribution Taxes and contributions 3,506 4, State tax obligation 3,919 3, Municipal tax obligation Loans and Financing 178,384 95, Loans and Financing 133,060 78, Local currency 133,060 78, Debentures 44,936 17, Financing lease Other liabilities 6,929 32, Others 6,929 32, Dividends payable 24 29, Others 6,905 2, Provisions 8,393 7, Others provisions 8,393 7, Others 8,393 7, Noncurrent liabilities 231, , Loans and Financing 188, , Loans and Financing 29,200 35, Local currency 29,200 35, Debentures 158, , Financing lease Others obrigations 6,599 10, Other 6,599 10, Tax installment 4,038 4, Others 2,561 6, Deferred tax 21,122 21, Deferred tax 21,122 21, Provisions 14,715 19, Tax, labor and civil provisions 14,715 19, Tax provision 6,736 11, Labor provision 2,437 2, Civil provision 5,542 4, Shareholders' equity 202, , Paid-up capital 115, , Capital reserves 1,457 3, Stock option plan 2,936 4, Treasury Share (601) Capital transaction (878) (1,108) Earnings reserve 55,614 79, Legal reserve 3,128 3, Retained earnings 52,486 76, Equity valuation adjustments 27,023 29, Minority interest 2,661 2,186 See accompanying notes. 11

12 A free translation from Portuguese into English of financial statements in accordance with accounting practices adopted in Brazil QUARTERLY INFORMATION - 06/30/ CREMER S.A. STATEMENT OF CHANGES IN SHAREHOLDER'S EQUITY (In thousands of reais) 01/01/2015 to 06/30/2015 CONSOLIDATED Code Description Capital Goodwill reserve, Stock option plan and Treasury shares Reitaned earnings reserve Accumulated losses and retained earnings Equity valuation adjustment Shareholder's Equity Participation of Non-Controlling Shareholder's Equity Consolidated 5.01 Beginning balance 107,370 3,463 79,199-29, ,888 2, , Adjustes beginning balance 107,370 3,463 79,199-29, ,888 2, , Capital transaction with associates 8,078 (2,006) (35,840) (4,174) (33,942) 145 (33,797) Options Granted Recognized - 1, ,314-1, Treasury share acquired - (601) (601) - (601) Dividends - - (35,840) - - (35,840) - (35,840) Interest on Equity (4,174) - (4,174) - (4,174) Participation loss at Dental Cremer S. A Capital increase with stock option (cash) 2,952 (2,952) Capital increase with stock option (not integralized) 5, ,126-5, Comprehensive income ,429 (2,833) 13, , Net income for the period ,596-13, , Equity valuation adjustments ,833 (2,833) Realization of reserves equity valuation adjustment ,833 (2,833) Ending balance 115,448 1,457 43,359 12,255 27, ,542 2, ,203 STATEMENT OF CHANGES IN SHAREHOLDER'S EQUITY (In thousands of reais) 01/01/2014 to 06/30/2014 Code Description Capital Goodwill reserve, Stock option plan and Treasury shares Reitaned earnings reserve Accumulated losses and retained earnings Equity valuation adjustment Shareholder's Equity Participation of Non-Controlling Shareholder's Equity Consolidated 5.01 Beginning balance 99,154 (618) 130,207-36, , , Adjustes beginning balance 99,154 (618) 130,207-36, , , Capital transaction with associates 6,363 4,489 (30,598) - - (19,746) - (19,746) Capital increase 3,821 - (3,821) Expenses with stock issue 992 (992) Options Granted Recognized - 1, ,019-1, Treasury share adcquired - (22,315) (22,315) - (22,315) Treasury Shares Sold - 26,777 (26,777) Capital increase with stock option 1, ,550-1, Comprehensive income ,188 (5,468) 10,720-10, Net income for the period ,720-10,720-10, Other Comprehensive Income ,468 (5,468) Realization of reserves equity valuation adjustment ,468 (5,468) Ending balance 105,517 3,871 99,609 16,188 31, , ,642 See accompanying notes. 12

13 A free translation from Portuguese into English of financial statements in accordance with accounting practices adopted in Brazil QUARTERLY INFORMATION - 06/30/ CREMER S.A. STATEMENTS OF INCOME (In thousands of reais) CONSOLIDATED Code Description 04/01/2015 to 06/30/ /01/2015 to 06/30/ /01/2014 to 06/30/ /01/2014 to 06/30/ Net Sales 213, , , , Cost of Sales (152,401) (291,123) (102,332) (199,335) 3.03 Gross profit 61, ,699 51,076 99, Operating (expenses) income (43,157) (82,466) (35,999) (70,106) Selling (32,715) (64,410) (27,735) (54,768) General and administrative (10,332) (19,048) (8,217) (16,864) Other operating income 725 1, , Other operating expenses (835) (465) (433) (267) 3.05 Income before financial and taxes 18,347 40,233 15,077 29, Financial Income (14,090) (23,751) (8,236) (15,735) Financial Income 2,610 6,673 2,498 5, Financial Expenses (16,700) (30,424) (10,734) (21,518) 3.07 Income before taxes/profit sharing 4,257 16,482 6,841 13, Income and social contribution taxes 507 (2,556) (1,473) (2,683) Provision for income tax and social contribution (1,012) (4,410) (1,859) (4,815) Deferred income tax 1,519 1, , Net income for the year 4,764 13,926 5,368 10, Net income for the year 4,764 13,926 5,368 10, Attributable to Controlling 4,709 13,596 5,368 10, Attributable to Not Controlling Earnings per share Net earnings per share - Basic (in reais) Common Net earnings per share - Diluted (in reais) Common See accompanying notes. A free translation from Portuguese into English of financial statements in accordance with accounting practices adopted in Brazil STATEMENTS OF COMPREHENSIVE INCOME OTHER (Consolidated) FOR THE YEAR ENDED ON JUNE 30, 2015 AND /01/2015 to 01/01/2015 to 04/01/2014 to 01/01/2014 to 06/30/ /30/ /30/ /30/ Net for the Period 4,764 13,926 5,368 10, Comprehensive Income for the Period 4,764 13,926 5,368 10, Attributable to Controlling 4,709 13,596 5,368 10, Attributable to Non Controlling See accompanying notes. 13

14 A free translation from Portuguese into English of financial statements in accordance with accounting practices adopted in Brazil QUARTERLY INFORMATION - 06/30/ CREMER S.A. STATEMENT OF CASH FLOWS - INDIRECT METHOD (in thousands of reais) CONSOLIDATED Code Description 01/01/2015 to 06/30/ /01/2014 to 06/30/ CASH FLOWS OF OPERATING ACTIVITIES (57,770) 2, Cash generated from operations 17,820 11, Net income for the period 13,926 10, Participation noncontrolling (330) Depreciation and amortization 12,201 11, Cost of sales/disposal of investments, fixed and intangible assets Allowance for doutful accounts 1, Reversal/provision (4,396) (5,701) Stock option plan expenses 1,674 1, Participation of provision/reversal (5,278) (5,168) Deffered tax income and social contribution (1,854) (2,132) (Increase) decrease in accounts: (75,590) (8,879) Trade accounts receivable (52,241) (25,249) Inventories (44,703) (8,576) Sundry receivables (21,442) (335) Noncurrent assets 2,866 2, Trade accounts payable 36,032 20, Tax liabilities (568) (539) Labor liabilities 4,825 3, Other accounts payable (359) Payment of income tax and social contribution - (697) 6.02 CASH FLOWS FROM INVESTING ACTIVITIES (7,202) (3,562) Acquisition of investments Acquisition of intangible assets (2,037) (1,226) Acquisition of property, plant and equipment (5,871) (2,336) 6.03 CASH FLOWS FROM FINANCING ACTIVITIES (27,674) 46, Capital increase 5,126 1, New issue debentures - 200, Payment of debentures - (150,000) New loans 54,366 20, Payment of loans (33,309) (38,155) Payment and dividends on interest on capital (69,839) (9,964) Treasury Share (601) (22,317) Issued commercial paper (50,000) Payment commercial paper 75,000 50, Financial charges and monetary variations (8,184) (5,242) Compra de ações controladas/ágio (233) INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS (92,646) 45, Cash and cash equivalents at the beginning of the year 161,320 47, Cash and cash equivalents at the end of the year 68,674 92,457 See accompanying notes. 14

15 A free translation from Portuguese into English of financial statements in accordance with accounting practices adopted in Brazil QUARTERLY INFORMATION - 06/30/ CREMER S.A. STATEMENT VALLUE ADDED (In thousands of reais) CONSOLIDATED Code Description 01/01/2015 to 06/30/ /01/2014 to 06/30/ Revenues 490, , Goods and services sold 492, , Other Allowance for doubful accounts (1,819) (745) 7.02 RAW MATERIAL ACQUIRED FROM THIRD PARTIES (297,258) (185,837) Cost of goods and services sold (270,743) (158,813) Materials, energy, services from third parties, etc. (26,606) (26,378) Impairment of assets 91 (646) 7.03 GROSS VALUE ADDED 193, , Retained (12,201) (11,573) DEPRECIATION AND AMORTIZATION (12,201) (11,573) 7.05 NET VALUE ADDED PRODUCED BY COMPANY 181, , VALUE ADDED FROM TRANSFER 6,673 5, Financial income 6,673 5, TOTAL DISTRIBUTABLE VALUE ADDED 187, , VALUE ADDED DISTRIBUTION 187, , Personnel 50,712 47, Direct remuneration 43,198 40, Benefits 4,365 3, F.G.T.S 3,149 3, Taxes, charges and compulsory contributions 82,565 93, Federal 46,041 46, STATE 36,301 46, Municipal Remuneration of third party capital 40,832 25, Interest 30,275 21, Rent 10,557 4, Remuneration of own capital 13,596 10, Interest ond Own Capital 4, Retained earnings 9,422 10,720 See accompanying notes. 15

16 CREMER S.A. NOTES TO THE QUARTERLY INFORMATION FOR THE PERIOD ENDED ON JUNE 30, 2015 (Amounts in thousands of reais, except when indicated otherwise) 1. OPERATIONS Cremer S.A. ( Cremer or Company ) is a publicly held company headquartered in Iguaçu Street, 291, city of Blumenau, state of Santa Catarina, Brazil, supplier of healthcare products, such as first-aid, surgery, treatment and hygiene. The group has plants in Blumenau (textiles, adhesives and plastics), São Paulo and Minas Gerais (plastic products) and six distribution centers in different states of Brazil. The Company s shares are traded at BM&FBovespa under CREM3 ticker since April BASIS OF PREPARATION a. Declaration of conformity The consolidated financial statements were prepared according with International Financial Reporting Standards (IFRS), issued by the International Accounting Standards Board (IASB) and also in accordance with accounting practices adopted in Brazil. The individual financial statements of the Company have been prepared in accordance with accounting practices adopted in Brazil (BR GAAP). The financial statements are presented in thousands of reais (R$) and were approved by the Officers on July 20 th, 2015 and by the Board on July 24 th, The presentation of the statement of Value Added (DVA), individual and consolidated, is required by Brazilian corporate law and the accounting practices adopted in Brazil applicable to public companies. This demonstration is not required by IFRS. As a result, under IFRS, this statement is presented as supplementary information, without prejudice to the financial statements. 16

17 b. Basis of measurement The individual and consolidated financial statements have been prepared on the historical cost basis except when the notes indicate otherwise. c. Functional currency and presentation The individual and consolidated financial statements are presented in Brazilian Reais (R$), which is the functional currency of the Company and its subsidiaries. All financial information presented in thousands of Brazilian Reais has been rounded to the nearest value. d. Judgment and use of estimates The preparation of individual and consolidated financial statements in accordance with IFRS and GAAP standards requires management to make judgments, estimates and assumptions that effect the application of accounting policies and the reported amounts of assets, liabilities, revenues and expenses. Actual results may differ from estimates. Estimates and assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimates are revised and in any future periods affected. The accounting policies and areas that require a higher degree of judgment and use of estimates in the preparation of financial statements are: (i) (ii) doubtful accounts; provisions for inventory losses; (iii) the useful life and residuary value of fixed and intangible assets; (iv) expected realization of deferred tax credits for income tax and social contribution; (v) contingent liabilities that are accrued in accordance with the expectation of success, achieved and measured in conjunction with legal counsel of the Company and its subsidiaries; (vi) fair value measurement of financial instruments; (vii) measurement of the realizable value of the property for sale. 17

18 3. MAIN ACCOUNTING PRACTICES The accounting policies and methods of computation adopted in the preparation of interim financial statements, as well as key judgments and assumptions underlying the estimates used in applying accounting practices are the same as those adopted in preparing the financial statements for the year ended on December 31 st, 2014, as described in note 3 of those respective financial statements. 4. CASH, CASH EQUIVALENTS AND SHORT-TERM INVESTMENT The Company has cash and current account balances and fixed-rate short-term investments readily redeemable and with grace period until 30 days, bearing interest at 70% to 102.3% of the Interbank Deposit Certificate (CDI) on June 30 th, 2015 (70% and 102.3% on December 31 st, 2014). Company Consolidated 06/30/ /31/ /30/ /31/2014 Cash and banks 1,754 2,622 2,378 4,489 Short-term investments 54, ,590 66, ,831 Total cash and cash equivalents 56, ,212 68, ,320 Cash equivalents are held for the purpose of meeting short-term commitments of cash and not for investment or other purposes. The Company considers cash equivalents immediate financial investments convertible into known amounts of cash and which are subject to an insignificant risk of change in value, and are represented by investments in bank certificates of deposit remunerated based on CDI and have immediate liquidity without significant loss of value when your rescue. The Company has the policies for financial investments that determining which institutions and the maximum amount of application can be placed by institution. 18

19 5. TRADE ACCOUNTS RECEIVABLE a) Trade accounts receivable Company Consolidated 06/30/ /31/ /30/ /31/2014 Domestic market 107,340 90, , ,357 Foreign market 1, , Allowance for doubtful accounts (5,866) (5,380) (8,119) (6,321) Credit card prepayment (600) (100) (4,305) (678) Total 102,358 85, , ,210 Current 102,358 85, , ,210 Non-current b) Breakdown and aging of trade accounts receivable and distribution are as follows: Company Consolidated 06/30/ /31/ /30/ /31/2014 Falling due 88,006 71, ,814 77,328 Overdue for 30 days 7,309 7,619 19,417 22,738 Overdue from 31 to 60 days 3,347 3,422 5,137 14,392 Overdue from 61 to 90 days 1,472 1,543 8,617 4,849 Overdue from 91 to 180 days 2,824 1,704 5,730 2,581 Overdue for more than 180 days 5,866 5,380 8,119 6,321 Total trade accounts receivable 108,824 91, , ,209 Credit card prepayment (600) (100) (4,305) (678) Allowance for doubtfull accounts (5,866) (5,380) (8,119) (6,321) Total 102,358 85, , ,210 19

20 c) The accounts receivable of Cremer S.A. and its subsidiaries are denominated in the following currencies: Company Consolidated 06/30/ /31/ /30/ /31/2014 Real 107,340 90, , ,357 US Dollar 1, , ,824 91, , ,209 d) The change in allowance for doubtful accounts is as following: Company Consolidated On December 31, ,380 6,321 Credits accrued in the period 486 1,798 On June 30, ,866 8,119 The allowance for doubtful accounts is set up based on trade notes overdue for more than 180 days and on the individual analysis of significant past due amounts. The expense for the provision for loan losses was recorded in selling expenses in the income statement for the year. When there is no recovery expected from the amount provisioned, the amounts debited from are made against the final low of the title. e) Guarantee On June 30 th, 2015, the Company does not have accounts receivable as collateral for loans and financing, except the controlled Dental Cremer through credit assignments with coobligation in the amount of R$ 19,607 (R$ 7,633 on December 31 st,2014). 20

21 6. INVENTORIES a) Compositions of inventories Company Consolidated 06/30/ /31/ /30/ /31/2014 Products for resale 43,927 34,989 93,097 65,088 Finished products 23,369 15,168 24,376 14,278 Work in progress 8,999 7,380 12,138 9,651 Raw material 13,365 10,864 19,785 16,686 Packaging material 3,154 2,816 4,482 4,352 Other material 3,994 2,642 4,279 4,021 Provision for loss - (776) (277) (899) Total 96,808 73, , ,177 b) The provision for loss with inventories The company recorded a provision for losses on inventories talking into account the lower of the net cost value and the recoverable amount. The expenditure on the allowance for loss of inventories was recorded in Other expenses in the income statement for the year. When there is no expectation of recovering the amounts debited from are made against the final write off in the stock. Company Consolidated 06/30/ /31/ /30/ /31/2014 Balance at the beginning of the period Additions 100 1, ,657 Amounts written off (876) (1,189) (876) (1,407) Balance at the end of the period c) Guarantee On June 30 th, 2015, the Company had approximately R$ 1,863 (R$ 1,673 on December 31 st, 2014) of inventories of cotton pledged as collateral for loans and financing. 21

22 7. TAXES RECOVERABLE Company Consolidated 06/30/ /31/ /30/ /31/2014 ICMS (a) 6,050 1,895 12,503 7,569 Income and social contribution taxes (b) 2,054 1,725 2,414 1,958 IPI (c ) 8,753 8,783 9,862 10,047 INSS PIS/COFINS (d ) 919 1,673 3,005 3,100 Total 17,885 14,185 28,110 23,103 Current 9,986 6,255 20,119 15,083 Non current 7,899 7,930 7,991 8,020 (a) (b) (c) (d) Refers to partially ICMS on acquisition of fixed assets to being used the credit on a 1/48 basis, and credits of ICMS generated by purchases of inputs and transfers between branches. Refers to income tax on short-term investments and prepayment of current income and social contribution taxes, and income tax on sales to public agencies. Refers mainly to the lawsuit gain relating the IPI credits amounting to R$ 7,522 that will be compensated with federal taxes and the remaining balance related to claims arising from the operations of company purchases. Refers to the income tax on sale to public agencies that will be compensated. 8. AMOUNTS RECEIVABLE ON SALE OF REAL ESTATE - CONSOLIDATED It refers basically sale of property to CSHG Logística Fundo de Investimento Imobiliário FII in amount of R$ 7,384, the receipt of remaining balance must occur within the year 2015, when it will be completed the retification of the registrations of outstanding properties and therefore the transfer of the deed of enrollment to the fund. 9. LAND FOR SALE The company has a balance of R$ 50,583 (R$ 54,193 on December 31 st, 2014) in noncurrent assets in goods destined sale, mainly consisting of land and buildings, whose efforts 22

23 to carry out the sale of the assets are in progress. The balance in the asset carried the goods account held for sale are presented net of provision for realization (impairment) relating to property for sale by the subsidiary Cremer Administradora de Bens in the amount of R$ 24,896. On December 31 st, 2014, the administration prepared a study to identify the need for change or addition of this provision and no adjustment was necessary. In the quarter ended June 30 th, 2015, were not identified factors that could change the evaluation of December 31 st, INVESTMENTS a) Breakdown of investments Equity Net income on 06/30/2015 Interest (%) 06/30/ /31/2014 Direct Indirect Direct Indirect Equity pickup Equity investment (Capital deficiency) 06/30/ /30/ /30/ /31/2014 Transp. Hasse Ltda % 99.99% 0.01% Cremer Adm. Bens Ltda 44,117 3, % 4.73% 95.27% 4.73% 3,749 6,966 42,028 46,473 Dental Cremer Prod. Odont. S.A. (*) 40,360 5, % % - 4,496 3,385 36,368 32,130 Embramed Ind. e Com. de Produtos Hospitalares Ltda 43,911 5, % 0.01% 99.99% 0.01% 5,927 8,020 43,911 37,715 TOTAL 129,275 15,876 14,274 18, , ,978 Gain on acquistion of assets in investments allocated to subsidiaries Embramed and Paraisoplex. 68,517 68,641 Others Total investments in the parent 191, ,619 (*) Change in shareholding capital increase through the exercise of the Option Plan at the Company Dental Cremer Produtos Odontologicos S.A. b) The changes in investments are as following: Cremer Admin. de Bens Ltda. Dental Cremer S.A. Equity Investment Embramed Ind. de Prod. Hospitalar Ltda Transportes Hasse Ltda. TOTAL On December 31, ,473 32,130 37, ,978 Equity pickup 3,749 4,496 5, ,274 Receivable of dividends (8,194) (326) - - (8,520) Sale of investment (762) (762) Purchase shares Others - (28) On June 30, ,028 36,368 43, ,307 23

24 c) Principal balances of subsidiaries On June 30, 2015 Cremer Admin. de Bens Ltda. Dental Cremer S.A. Transportes Hasse Ltda. (***) Embramed Ind. de Prod. Hospitalar Ltda Current assets 14, ,085-47,675 Noncurrent assets 52,413 8,027-24,092 Current liabilities 1, ,259-18,012 Noncurrent liabilities 21,527 1,531-9,844 Net revenue (*) 7, , ,467 On December 31, 2014 Cremer Admin. de Bens Ltda. Dental Cremer S.A. Transportes Hasse Ltda. Embramed Ind. de Prod. Hospitalar Ltda Current assets 17,815 75, ,078 Noncurrent assets 54,443 3, ,947 Current liabilities 1,296 44, ,436 Noncurrent liabilities 22, ,875 Net revenue (**) 15, , ,401 (*) (**) The balance refers to the accumulated in the halfyear in 2015 The balance refers and accumulated in the year 2014 (***) On June 01 st, 2015, the Company sold Transportes Hasse Ltda, to Dental Cremer S.A., a subsidiary of Cremer S.A. 11. RELATED PARTIES a) Balances and transactions with related parties Trade accounts receivable Intercompany loan receivable Suppliers 06/30/ /31/ /30/ /31/ /30/ /31/2014 Subsidiaries: Embramed Ind. e Com. de Produtos Hospitalares Ltda (30,023) (22,816) Transp. Hasse Com. Repr. Ltda (46) (29) Dental Cremer S. A. 3, (9) (37) Cremer Adm. de Bens Ltda (275) (512) Total 4, (30,353) (23,394) Current 4, (30,353) (23,394) Noncurrent

25 Revenues Expenses 06/30/ /30/ /30/ /30/2014 Subsidiaries: Cremer Administradora de Bens Ltda - - (1,953) (5,807) Embramed Ind. e Com. de Prod. Hospitalares Ltda 8,471 2,515 (69,024) (62,205) Transp. Hasse Com. Repr. Ltda - - (176) (292) Dental Cremer S. A. 14,492 4,956 (67) (840) Total 22,963 7,471 (71,220) (69,144) b) Trade operations With third parties, input and products purchase and sale operations are carried out under the conditions negociated between parties. c) Transactions or relationship with shareholders The Company s controller Arapaima Participações S.A (controlled by a investment fund under Tarpon Gestora de Recursos S/A management), had 95.03% participation, on June 30 th, Certain Company Officers and member of the Board of Directors held whether directly or indirectly 3.25% of Company shares on June 30 th, 2015 (2.03% on December 31 st, 2014). d) Key management compensation Consolidated Expenses incurred with management compensation, including charges and variable compensation, totaled R$ 1,830 during the end on June 30 th, 2015 (R$ 2,007 on June 30 th, 2014). The management compensation limit approved by the shareholders general meeting for 2015 is R$ 7,000. Company has no additional post-employment obligation, and does not provide other longterm benefits, such as long service leave and other benefits based on time of service. Company also does not provide further benefits upon dismissal of senior management members, other than those provided by the Brazilian labor law. 25

26 12. INCOME AND SOCIAL CONTRIBUTION TAXES a) Deferred tax assets Deferred income and social contribution tax assets and liabilities were recorded at respective statutory rates. The income tax and social contribution tax assets on tax losses were accumulated on temporary differences while liabilities on the effects of deemed cost accounting, and temporary difference of depreciation calculated at tax rates and new economic useful life of the assets, referring to goodwill (not amortized, according to Law No /07). The deferred tax assets and liabilities are presented as shown below (the parents company Cremer Administradora de Bens Ltda, for this company, have only deferred tax liabilities are presented in note 12.b): Deferred income Company Consolidated 06/30/ /31/ /30/ /31/2014 On tax losses 32,202 28,485 35,392 32,292 On temporary differences 6,429 8,605 8,034 9,792 Assets 38,631 37,090 43,426 42,084 On Goodwill (3,610) (3,128) (3,610) (3,128) On Useful life (6,995) (6,476) (7,213) (6,646) On Deemed Cost (4,131) (4,705) (4,131) (4,705) Liabilities (14,736) (14,309) (14,954) (14,479) Deferred social contribution tax On tax losses 12,434 11,097 13,582 12,360 On temporary differences 2,315 3,097 2,893 3,632 Assets 14,749 14,194 16,475 15,992 On Goodwill (1,299) (1,126) (1,299) (1,126) On Useful life (2,518) (2,331) (2,599) (2,393) On Deemed Cost (1,487) (1,694) (1,487) (1,694) Liabilities (5,304) (5,151) (5,385) (5,213) Net total deferred income tax 23,895 22,781 28,472 27,607 Net total deferred social contribution tax 9,445 9,043 11,090 10,779 TOTAL 33,340 31,824 39,562 38,386 26

27 The recorded tax assets are supported by the business plan of the Company and its subsidiary, which was approved by the Board of Directors in a meeting held on December 23 rd, 2014, whereby the Company and its subsidiary will generate taxable profits in future years in amounts their management considered sufficient to recover such tax assets. According to this business plan, these tax assets will be realized until From time to time, management reviews the actual result of this business plan on generation of taxable profits, and consequently reviews the expected recovery of the recorded tax assets. Company management, based on its projections, estimates that the tax assets recorded will be fully realized, as presented below: Company Consolidated , , ,528 3, ,490 4, ,476 5, ,574 6, ,634 7, ,744 8, ,916 9, ,018 8,341 Total 53,380 59,901 b) Deferred income tax and social contribution liabilities Deferred tax liabilities of the parent Cremer S.A. and its subsidiary, are presented net of deferred tax assets, as show in the letter a). The subsidiary Cremer Administradora de Bens Ltda, for deferred tax asset has not only recognized as deferred income and social contribution liabilities on the balance the effect of accounting for cost of goods assigned its fixed assets, which is presented as a liability, as shown below: Consolidated 06/30/ /31/2014 Deemed Cost Income tax 15,531 16,030 Social contribution taxes 5,591 5,771 Total 21,122 21,801 27

28 c) Reconciliation of the effective rate of income tax and social contribution Company Consolidated 06/30/ /30/ /30/ /30/2014 Income before taxes 12,080 7,835 16,482 13,403 Statutory rate 34% 34% 34% 34% Tax expense at statutory rate (4,107) (2,664) (5,604) (4,557) Tax effects of permanent (additions) exclusions: Equity pickup/capital deficit reserve 4,853 6, Stock option plan Interest on equity 1,419-1,419 - Other (1,096) (1,058) 1,060 1,484 Social contribution and income tax expenses 1,516 2,885 (2,556) (2,683) Effective income tax rate % % 15.51% 20.02% Current income and social contribution taxes - - (4,410) (4,815) Deferred income and social contribution taxes 1,516 2,885 1,854 2, PROPERTY, PLANT AND EQUIPMENT a) Breakdown of balance parent company: Company Weighted average Uself Life (and years) Balance at 12/31/2014 Changes in period Additions Disposals Depreciation Balance at 06/30/2015 M achinery and equipment ,889 1, (4,033) 46,128 Facilities , (1,246) 12,807 Furniture and fixtures 9.5 6, (421) 6,160 Vehicles (75) 574 IT equipment 2.7 2, (506) 1,978 In progress/ Advances - 7,549 1,047 (1,755) (356) 6,485 TOTAL - 77,739 3,055 (25) (6,637) 74,132 28