(A free translation of the original in Portuguese)
B2W - Companhia
Digital
Financial statements at
March 31, 2015
and independent auditor's report
(A free translation of the original in Portuguese)
Report on review of quarterly information
To the Board of Directors and Shareholders
B2W - Companhia Digital
Introduction
We have reviewed the accompanying interim accounting information of B2W Companhia Digital
(“Company”), included in the Quarterly Information Form (ITR) for the quarter ended March 31,
2015, comprising the balance sheet at that date and the statements of operations, comprehensive
result, changes in equity and cash flows for the quarter then ended, and a summary of significant
accounting policies and other explanatory information.
Management is responsible for the preparation of the interim accounting information in accordance
with the accounting standard CPC 21, Interim Financial Reporting, of the Brazilian Accounting
Pronouncements Committee (CPC) and International Accounting Standard (IAS) 34, Interim
Financial Reporting issued by the International Accounting Standards Board (IASB), as well as the
presentation of this information in accordance with the standards issued by the Brazilian Securities
Commission (CVM), applicable to the preparation of the Quarterly Information (ITR). Our
responsibility is to express a conclusion on this interim accounting information based on our review.
Scope of review
We conducted our review in accordance with Brazilian and International Standards on Reviews of
Interim Financial Information (NBC TR 2410 – Review of Interim Financial Information Performed
by the Independent Auditor of the Entity and ISRE 2410 – Review of Interim Financial Information
Performed by the Independent Auditor of the Entity, respectively). A review of interim information
consists of making inquiries, primarily of persons responsible for financial and accounting matters,
and applying analytical and other review procedures. A review is substantially less in scope than an
audit conducted in accordance with Brazilian and International Standards on Auditing and
consequently does not enable us to obtain assurance that we would become aware of all significant
matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
Conclusion on the interim information
Based on our review, nothing has come to our attention that causes us to believe that the
accompanying interim accounting information included in the quarterly information referred to above
has not been prepared, in all material respects, in accordance with CPC 21 and IAS 34 applicable to the
preparation of the Quarterly Information, and presented in accordance with the standards issued by
the CVM.
PricewaterhouseCoopers, Av. José Silva de Azevedo Neto 200, 1º e 2º, Torre Evolution IV, Barra da Tijuca, Rio de Janeiro, RJ, Brasil 22775-056
T: (21) 3232-6112, F: (21) 3232-6113, www.pwc.com/br
PricewaterhouseCoopers, Rua da Candelária 65, 20º, Rio de Janeiro, RJ, Brasil 20091-020, Caixa Postal 949,
T: (21) 3232-6112, F: (21) 2516-6319, www.pwc.com/br
2
B2W - Companhia Digital
Other matters
Statement of value added
We have also reviewed the parent company and consolidated statements of value added for the quarter
ended March 31, 2015. These statements are the responsibility of the Company's management, and are
required to be presented in accordance with standards issued by the CVM applicable to the preparation of
Quarterly Information (ITR) and are considered supplementary information under IFRS, which do not
require the presentation of the statement of value added. These statements have been submitted to the
same review procedures described above and, based on our review, nothing has come to our attention that
causes us to believe that they have not been prepared, in all material respects, in a manner consistent with
the parent company and consolidated interim accounting information taken as a whole.
Rio de Janeiro , May 7 , 2015
PricewaterhouseCoopers
Auditores Independentes
CRC 2SP000160/O-5 "F" RJ
Claudia Eliza Medeiros de Miranda
Contadora CRC 1RJ087128/O-0
3
B2W - Companhia Digital
Balance sheet
In thousands of reais
ASSETS
CURRENT
Cash and cash equivalents
Marketable securities
Accounts receivables
Inventories
Recoverable taxes
Prepaid expenses
Other current assets
(A free translation of the original in Portuguese)
Parent Company
3/31/2015
12/31/2014
Consolidated
3/31/2015
12/31/2014
148,771
815,673
97,872
1,183,515
134,206
29,363
78,379
185,353
1,151,224
68,287
1,343,832
128,170
29,593
67,417
161,193
1,143,086
826,015
1,214,046
149,106
33,149
83,124
195,349
1,315,849
897,640
1,366,221
145,594
31,696
75,541
2,487,779
2,973,876
3,609,719
4,027,890
29,307
580,295
466,732
21,795
112,886
214,357
458,911
1,905,592
28,716
519,957
440,037
23,412
44,645
213,150
444,827
1,838,439
580,295
625,041
22,501
16,914
871
487,293
2,342,350
519,957
504,974
30,127
5,736
871
474,169
2,071,241
Total non-current assets
3,789,875
3,553,183
4,075,265
3,607,075
TOTAL ASSETS
6,277,654
6,527,059
7,684,984
7,634,965
Total current assets
NON-CURRENT
Long-term assets:
Marketable securities
Recoverable taxes
Deferred income tax and social contribution
Judicial deposits
Related parties
Other non-current assets
Investments
Fixed assets
Intangible
B2W - Companhia Digital
Balance sheet
In thousands of reais
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT
Suppliers
Borrowings and financing
Debentures
Salaries, provisions and social contributions
Taxes payable
Income tax and social contribution
Other current liabilities
Total current liabilities
NON-CURRENT LIABILITIES
Long-term liabilities:
Borrowings and financing
Debentures
Provisions for contingencies
Related parties
Other non current liabilities
Total non-current liabilities
SHAREHOLDERS' EQUITY
Capital
Capital reserve
Carrying value adjustments
Accumulated losses
(continued)
Parent Company
3/31/2015
12/31/2014
1,582,492
408,608
6,877
48,781
15,934
130,235
Consolidated
3/31/2015
12/31/2014
2,084,955
409,418
582
45,897
12,115
151,825
1,636,169
577,532
6,877
72,130
27,097
8,782
217,562
2,145,347
573,967
582
65,723
29,279
5,361
287,070
2,192,927
2,704,792
2,546,149
3,107,329
746,019
200,000
42,329
65,001
435,181
200,000
40,375
67,254
1,518,268
200,000
317,179
72,010
1,135,018
200,000
40,375
1,053,349
742,810
3,605,326
14,886
(306)
(588,528)
3,605,326
12,671
(420)
(538,120)
2,107,457
3,605,326
14,886
(306)
(588,528)
72,786
1,448,179
3,605,326
12,671
(420)
(538,120)
Total shareholders's equity
3,031,378
3,079,457
3,031,378
3,079,457
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY
6,277,654
6,527,059
7,684,984
7,634,965
The accompanying notes are an integral part of these financial statements.
2 of 69
B2W - Companhia Digital
Statement of operations
Period ended March 31,2015
In thousands of reais, except the (losses)
earnings per thousand shares in reais
(A free translation of the original in Portuguese)
Parent Company
3/31/2015
3/31/2014
Net revenue
2,004,141
Cost of goods and services sold
(1,569,407)
(1,268,850)
(1,665,466)
(1,311,110)
Gross profit
434,734
365,576
472,369
418,745
Operating income (expenses)
Selling expenses
General and administrative expenses
Management fees
Other operating income (expenses)
(306,500)
(57,103)
(3,952)
(4,357)
(264,623)
(29,798)
(1,604)
(5,409)
(307,307)
(80,544)
(4,005)
(3,700)
(288,537)
(46,198)
(1,660)
(6,282)
62,822
64,142
76,813
76,068
Finance income
Finance costs
82,750
(223,768)
58,752
(212,395)
86,787
(240,939)
89,965
(255,878)
Finance result
(141,018)
(153,643)
(154,152)
(165,913)
Result before financial result
Equity accounting
Loss before income tax and social contribution
Income tax and social contribution
Current
Deferred
1,634,426
Consolidated
3/31/2015
3/31/2014
1,093
(77,103)
1,456
(88,045)
26,695
30,429
2,137,835
-
1,729,855
-
(77,339)
(89,845)
(4,791)
31,722
(1,489)
33,718
Loss for the period
(50,408)
(57,616)
(50,408)
(57,615)
Loss per share at the end of the period, excluding
treasury shares - R$
(0.1973)
(0.3624)
(0.1973)
(0.3624)
The accompanying notes are an integral part of these financial statements.
3 of 69
B2W - Companhia Digital
Statement of comprehensive result
Period ended March 31,2015
In thousands of reais, except the (losses)
earnings per thousand shares in reais
(A free translation of the original in Portuguese)
Parent Company
3/31/2015
3/31/2014
Loss for the period
Other comprehensive results
Cumulative convertion adjustments
Total comprehensive result
(50,408)
114
(50,294)
(57,615)
(252)
(57,867)
The accompanying notes are an integral part of these financial statements.
4 of 69
Consolidated
3/31/2015
3/31/2014
(50,408)
114
(50,294)
(57,615)
(252)
(57,867)
B2W - Companhia Digital
Statement of changes in shareholders' equity
Paren Company and Consolidated
In thousands of reais
(A free translation of the original in Portuguese)
Capital Stock
Balance at January 1, 2015
3,605,326
Capital Reserv e
12,671
Total Comprehensive result
Net loss for the period
Foreign exchange variation of offshore investments
Capital Transactions with partners
Capital increase
Stock option plan
Balance at March 31, 2015
Balance at January 1, 2014
Balance at March 31, 2014
(420)
(538,120)
3,079,457
(50,408)
(50,408)
114
(0)
T otal
(0)
2,215
2,215
3,605,326
14,886
(306)
(588,528)
3,031,378
1,198,991
5,655
(166)
(374,807)
829,673
(57,615)
(57,615)
(252)
(252)
(0)
1,424
1,198,991
The accompanying notes are an integral part of these financial statements.
5 of 69
Acum ulated
losses
114
Comprehensive result
Net loss for the period
Foreign exchange variation of overseas investment
Contributions from shareholders and distributions to
shareholders
Capital increase
Stock option plan
Carry ing
v alue
adjustm ents
7,079
1,424
(9)
(432,422)
773,230
B2W - Companhia Digital
Statement of cash flows
Period ended March 31, 2015
In thousands of reais
(A free translation of the original in Portuguese)
Parent Company
3/31/2015
3/31/2014
Consolidated
3/31/2015
3/31/2014
Cash flows from operating activities
Loss for the period
(50,408)
(57,615)
(50,408)
(57,615)
Adjustments to net income (loss):
Depreciation and amortization
Deferred income tax and social contribution
Interest and indexation and exchange variances
Equity accounting
Others
Adjusted loss
41,942
(26,695)
29,717
(1,093)
(16,848)
(23,385)
21,557
(30,429)
55,543
(1,456)
14,123
1,723
47,294
(31,722)
36,309
(12,875)
(11,402)
26,885
(33,719)
54,869
380,012
172,431
(66,373)
230
1,617
(68,241)
(10,974)
408,702
23,033
(137,326)
(33,258)
2,296
563
2,574
(36,216)
(178,334)
384,116
164,289
(66,561)
(1,453)
1,434
(11,178)
(7,593)
463,054
20,425
(133,027)
(31,412)
(2,500)
458
(31,834)
(177,890)
(505,006)
2,884
6,865
(21,889)
(517,146)
(70,065)
(94)
120
(10,227)
(80,266)
(511,720)
6,407
4,286
(28,130)
(529,157)
(72,109)
531
193
(9,228)
(80,613)
Net cash provided by (used in) operational activities
(131,829)
(256,877)
(77,505)
(252,809)
Cash flows from investing activities:
Marketable securities
Investments in subsidiaries and jointly controlled companies
Intangible
Investments
Value paid because of subisidiaries acquisition
Net cash used in investment activities
334,961
(24,041)
(99,162)
211,758
381,882
(1,070)
(31,561)
(116,061)
233,190
172,763
(24,286)
(111,857)
(40,199)
(3,579)
288,290
(32,834)
(132,780)
122,676
Cash flows from financing activities:
Borrowings and financing (current and non-current):
Funding
Debentures (current and non-current)
Payments
Total amortized borrowings and debentures
Discount of receivables
Capital increase in cash
Valuation adjustment
Net cash provided by financing activities
336,799
336,799
(50,193)
(50,193)
(405,446)
2,215
114
(116,511)
(35,056)
(35,056)
84,879
49,823
415,920
415,920
(59,119)
(59,119)
(312,202)
2,215
114
46,927
244,966
244,966
(65,056)
(65,056)
(28,132)
151,778
Increase (decrease) in cash and cash equivalents
(36,582)
26,136
(34,157)
21,645
185,353
148,771
80,462
106,598
195,349
161,193
89,501
111,146
(36,582)
26,136
(34,156)
21,645
Decrease (increase) in operational assets:
Accounts receivable
Inventories
Recoverable taxes
Prepaid expenses
Judicial deposits
Accounts receivable related parties
Other accounts receivable (current and non-current)
Increase (decrease) in operational liabilities:
Suppliers
Payroll and related charges
Taxes and contributions (current and non-current)
Other accoutns payable (current and non-current)
Opening balance of cash and cash equivalents
Closing balance of cash and cash equivalents
Increase (decrease) in cash and cash equivalents
The accompanying notes are an integral part of these financial statements.
6 of 69
15,274
5,694
B2W - Companhia Digital
Statement of value added
Period ended March 31, 2015
In thousands of reais
(A free translation of the original in Portuguese)
Parent Company
3/31/2015
3/31/2014
Revenues
Sales of goods and services
Other revenues
Reversal (allowance) for doubtful accounts
Goods acquired from third parties
Costs of goods and services sold
Materials, energy, third party services and others
Gross value added
Depreciation and amortization
Net value added generated by the Company
Value added received in transfer
Equity result
Finance income
Total value added to distribute
Distribution of value added
Employees
Direct compensation
Benefits
Guarantee fund for years of service
Taxes and contributions
Federal
State
Municipal
Compensation of third party capital
Interest
Rentals
Others
Remuneration of capital
Loss for the period
Total value added to distribute
2,290,939
109
(4,701)
2,286,347
1,851,868
266
(2,691)
1,849,443
2,469,940
109
(8,814)
2,461,235
2,001,246
1,249
(4,342)
1,998,153
(1,810,121)
(180,045)
(1,990,166)
(1,483,636)
(170,615)
(1,654,251)
(1,946,771)
(170,592)
(2,117,363)
(1,572,376)
(196,040)
(1,768,416)
296,181
195,192
(41,942)
(21,557)
343,873
(47,294)
229,737
(26,885)
254,239
173,635
296,579
202,852
1,093
82,750
83,843
1,456
58,752
60,208
86,787
86,787
89,965
89,965
338,082
233,843
383,366
292,817
81,748
18,257
5,468
105,473
58,355
11,397
4,965
74,717
97,317
20,125
6,686
124,128
62,772
11,836
5,309
79,917
(8,643)
40,637
601
32,595
(22,033)
7,464
387
(14,182)
(5,839)
42,946
2,359
39,466
(17,966)
12,796
1,091
(4,079)
223,768
26,566
88
250,422
212,395
18,458
70
230,923
240,939
29,154
87
270,180
255,878
18,647
69
274,594
(50,408)
(50,408)
(57,615)
(57,615)
(50,408)
(50,408)
(57,615)
(57,615)
338,082
233,843
The accompanying notes are an integral part of these financial statements.
7 of 69
Consolidated
3/31/2015
3/31/2014
383,366
292,817
B2W - Companhia Digital
Press Release 1Q15
EARNINGS RELEASE 1Q15
B2W DIGITAL ANNOUNCES CONSOLIDATED GMV GROWTH OF 29.1%. IN 1Q15,
CONSOLIDATED GROSS REVENUE REACHED R$ 2.5 BILLION, GROWING BY 25.1%.
Rio de Janeiro, May 7, 2015 – B2W – Companhia Digital (BOVESPA: BTOW3), the leading e-commerce company in Latin America,
announces today its results for the 1st quarter of 2015 (1Q15). The accounting information that serves as basis for the comments that follow are
presented according to the international financial reporting standards (IFRS), to the rules issued by the Brazilian Securities Exchange
Commission (CVM), to the Novo Mercado listing rules and in Reais (R$). The following analysis refers to the consolidated results and the
comparisons refer to the 1st quarter of 2014 (1Q14), except where otherwise indicated.
FINANCIAL AND OPERATIONAL HIGHLIGHTS
Executive Summary 1Q15 – Comparison to 1Q14
Gross Revenue (R$ MM)
+25%
2,470
1,974
1Q14
1Q15
Traffic via mobile devices (%)
32%
14%
1Q14
1Q15
Consolidated
Adjusted EBITDA (R$ MM)
+17%
128
109
1Q14
1Q15
Consolidated
Net Debt (R$ MM) / Net Debt/EBITDA
3.1
1,429
0.6
349
1Q14
1Q15
Consolidated
8 of 69
1Q14
1,729.9
418.7
109.2
(57.6)
-3.3%
Var. (%)
23.6%
12.8%
17.0%
-12.5%
+0.9 p.p.
¹ Verify the effects related to the consolidation on page 4.
Consolidated
+18 p.p.
Consolidated
Financial Highlights (R$ million)
1Q15
2,137.8
Net Revenue
472.4
Gross Profit¹
127.8
Adjusted EBITDA
(50.4)
Net Result
-2.4%
Net Margin (%NR)
 B2W Digital reached 32% of traffic and 16% of orders placed
through mobile devices in 1Q15
Access to B2W Digital’s websites through mobile devices reached 32% of traffic
and 16% of orders placed in 1Q15. This evolution reflects recent efforts in
conjunction with the technology companies acquired, Uniconsult and Ideais,
which have significant expertise on this platform.
 B2W Digital announces important new partnerships in
Marketplace: Centauro, Tricae, Ultrafarma and Camisaria Colombo
The new stores offer an even more complete assortment for the customer. In the
last 12 months B2W Digital increased the number of available items within its
Marketplace by a multiple of 10.
 B2W Digital announces the acquisition of e-smart
E-smart is the main developer of the e-commerce platform Magento. The
acquisition of e-smart contributes to the acceleration of [B] Seller and
Marketplace.
 B2W Digital launches online stores for BR Foods, Drinkfinity and
the 2016 Rio Olympic and Paralympic Games
B2W Digital was chosen to operate the online stores for BRF and Drinkfinity
(PepsiCo). In addition, B2W Digital was chosen as the Official Online Retail
Operator of the 2016 Rio Olympic and Paralympic Games.
 B2W Digital announces the expansion of the “In-store delivery”
service for 200 additional Lojas Americanas stores by the end of
2015
After the success of the pilot project that started in 2014, B2W Digital will
expand the “In-store delivery” service. With this service the customer can buy
online and collect the product in the most convenient store.
GMV (Gross Merchandise Volume – Gross sales of own merchandise, other revenue and sales in the
marketplace platform after returns and including taxes).
Adjusted EBITDA (Operational earnings before interest, taxes, depreciation and amortization and excluding
other operational revenues/expenses and equity accounting).
Orders Placed through mobile devices (Share of the value of the orders placed through mobile devices on
Americanas.com, Submarino, Shoptime and SouBarato).
B2W - Companhia Digital
Press Release 1Q15
COMPANY STRUCTURE
B2W Digital is the leading e-commerce company in Latin America. The Company operates through a digital
platform, with businesses that present a strong synergy and a unique model, multichannel, multibrand and
multibusiness.
B2W Digital has a portfolio with the brands Americanas.com, Submarino, Shoptime, SouBarato, Digital Finance,
Submarino Finance, Ingresso.com and B2W Viagens, that offer more than 40 categories of products and services
through the internet, telesales, catalogs, TV and kiosks distribution channels.
The following chart presents an integrated vision of B2W:
9 of 69
B2W - Companhia Digital
Press Release 1Q15
MESSAGE FROM THE MANAGEMENT
In the first quarter of 2015, B2W – Companhia Digital presented GMV growth of 29%, combined with a 25%
gross revenues growth, which reached R$ 2.5 billion. With these results, the Company recorded, for the eleventh
consecutive quarter, growth above the market, which in this quarter, according to the e-bit consultancy, was up by
13%, registering market share gains and consolidating its position of market leadership.
Investments made by the Company in recent years, especially the acquisitions of Uniconsult and Ideais, also led
to a large evolution in sales platforms for mobile devices, which at the end of the first quarter already accounted
for 32% of traffic and 16% of the orders placed with the Company.
Another achievement at the beginning of the year was the launch of Marketplace by Shoptime. The Marketplace,
which was already available on Americanas.com and Submarino websites, completed its first year of operation
with significant evolution and the development of a single platform to meet all the needs of vendors in the areas
of technology and logistics. This will allow B2W to speed up the growth of this business model.
Recently, new partnerships have been established with: Centauro, Ultrafarma, Camisaria Colombo and Tricae,
allowing the Company to offer an even wider product assortment to the customers. In the last 12 months, B2W
Digital’s Marketplace boosted the number of available items by 10 times.
Aiming to reinforce the growth strategies of [B] Seller and Marketplace, B2W Digital acquired e-smart, which is
the main developer of the e-commerce platform Magento and the only company in this segment with the
“Magento’s Gold Partner” certification in South America.
Also new for 2015 was the choice of B2W Digital to operate all the online platforms for BRF and Drinkfinity
(PepsiCo) stores. In addition, B2W was elected as the Online Retail Operator for the 2016 Rio Olympic and
Paralympic Games. The choice of the Company by major brands to run their online platforms reflects the
investments made to shore up technology and logistics. Other major companies such as Ambev, Ipiranga petrol
stations (KM Loyalty Program Benefits) and Motorola already use B2W's online solutions.
Also in early 2015, B2W Digital extended its Shipping Menu into 100% of Brazilian cities, providing deliveries in
up to half the conventional time for more than 60% of the product assortment. Now we have announced an offer
to the customer for another delivery service, "In-Store Delivery", which by the end of the year will be available in
200 Lojas Americanas locations, allowing the customer to purchase on the Americanas.com web site and pick up
the merchandise at the most conveniently located store.
So we would like to express our gratitude for the dedication of all our associates, who again made the difference
and are part of the best and most successful digital team in Latin America. We also would like to thank our
suppliers for their partnering, our shareholders for their confidence and, especially, to our customers for their
preference.
THE MANAGEMENT
10 of 69
B2W - Companhia Digital
Press Release 1Q15
OPERATIONAL PERFORMANCE COMMENTS
As a reward for the mobilization of the entire Company in the all-out effort to deliver Latin America’s best digital
experience, B2W Digital’s service level indicators continue to progress, reflecting the extensive improvements in
its operations and logistical processes that are the main pillars of sustainable growth.
B2W DIGITAL ADDED TO THE CORPORATE SUSTAINABILITY INDEX 2015 PORTFOLIO (ISE)
As a recognition of the commitment of the whole Company in applying the best sustainability
practices, B2W joined the select 2015 portfolio of the Corporate Sustainability Index (ISE) of
BM&FBOVESPA, which reflects the Company's strong commitment to sustainable growth by
observing the impact on dimensions: economic, social and environmental.
EVOLUTION OF CUSTOMER SERVICE RATINGS
The four main brands of B2W Digital (Americanas.com, Submarino, Shoptime and SouBarato) have
the best performance in customer service indicators website "Reclame Aqui", being the only brands
that have the “RA 1000” Seal, the highest reputation grade in the website. These achievements reflect
the continuing evolution of our operations, consolidating B2W Digital as the leader in customer
service.
Reclame Aqui
RA 1000 Seal
12
Average Grade
Months
Would Buy Again
B2W DIGITAL
4 of 4 Brands
7.4
80%
Competitors
#2
#3
#4
Competitors
Average
0 of 3 Brands
0 of 1 Brand
0 of 1 Brand
0 of 5 Brands
5.5
4.5
6.4
5.5
56%
46%
65%
56%
* Base Date: 4/29/2015
EFFECTS RELATED TO THE CONSOLIDATION OF CLICK-RODO AND DIRECT ON GROSS
PROFIT AND SELLING, GENERAL AND ADMINISTRATIVE EXPENSES IN THE CONSOLIDATED
RESULT
Click Rodo and Direct provide merchandise distribution services to the Company, generating an elimination
effect in consolidated gross revenue and selling, general and administrative expenses (distribution expenses),
according to the present accounting rules.
The consolidated gross profit is reduced in an amount equal to the positive effect observed in the selling, general
and administrative expenses, but with no effect on EBITDA and EBITDA Margin.
As Click-Rodo and Direct continue to provide more services to the Company, this effect will become more
relevant. The gross profit presented in 1Q15, without these consolidation effects, would be R$ 498.9 million or
23.3% of net revenue. The selling, general and administrative expenses presented in 1Q15, without these
consolidation effects, would be R$ 371.1 million or 17.3% of net revenue. Adjusted EBITDA remains unchanged in
the amount of R$ 127.8 million or 6.0% of net revenue.
11 of 69
B2W - Companhia Digital
Press Release 1Q15
MOBILE DEVICES – PARTICIPATION IN TRAFFIC AND ORDERS PLACED
In 1Q15, the participation of mobile devices in overall traffic reached 32%, compared to 14% in 1Q14, which
represents an increase of 18 percentage points.
In 1Q15, the participation of mobile devices in orders placed reached 16%, compared to 7% in 1Q14, which
represents an increase of 9 percentage points.
32%
16%
14%
7%
1Q14
1Q14
1Q15
Traffic
1Q15
Orders Placed
Orders Placed through mobile devices (Share of the value of the orders placed through mobile devices on
Americanas.com, Submarino, Shoptime and SouBarato).
NET REVENUE
In 1Q15, consolidated net revenue reached R$ 2,137.8 million, compared to R$ 1,729.9 million in 1Q14,
representing a growth of 23.6%.
2,138
1,730
1Q14
1Q15
GROSS PROFIT AND GROSS MARGIN
In 1Q15, consolidated gross profit reached R$ 472.4 million, a growth of 12.8% in relation to the R$ 418.7 million
registered in 1Q14. In this period, the consolidated gross margin was 22.1%, when calculated as a percentage of
net revenue.
12 of 69
B2W - Companhia Digital
Press Release 1Q15
419
472
1Q14
1Q15
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES
In 1Q15, consolidated selling, general and administrative expenses totaled R$ 344.6 million, representing 16.1%
of net revenue, a decrease of 1.8 p.p. compared to 1Q14.
-1.8 p.p.
17.9%
16.1%
1Q14
1Q15
ADJUSTED EBITDA AND ADJUSTED EBITDA MARGIN
In 1Q15, consolidated adjusted EBITDA reached R$ 127.8 million, a growth of 17.0% compared to R$ 109.2
million in 1Q14. In this period, the consolidated adjusted EBITDA margin was 6.0%, when calculated as a
percentage of net revenue.
109
1Q14
128
1Q15
Adjusted EBITDA (Earnings before interest, taxes, depreciation and amortization and excluding other operating
revenues/expenses and equity accounting) is presented as additional information because we believe it represents
an important indicator of our operating performance besides being useful for maintaining comparability with
previously reported results.
13 of 69
B2W - Companhia Digital
Press Release 1Q15
EBITDA (CVM 527/12)
On October 4, 2012, Brazilian Securities Exchange Commission (CVM) enacted Instruction 527/12, which
regulates the voluntary disclosure of non-accounting information such as EBITDA.
The Instruction aims to standardize the disclosure, in order to improve the understanding of this information and
make it comparable among publicly listed companies.
To keep the consistency and the comparability between previous periods, we present the reconciliation of
EBITDA in the following table.
Consolidated EBITDA Reconciliation - R$ MM
1Q15
1Q14
∆%
Net Result
(50.4)
(57.6)
-12.5%
(+) Income Tax and Social Contribution
(+) Net Financial Result
(+) Depreciation / Amortization
27.0
(154.2)
(47.3)
32.3
(165.9)
(26.9)
-16.4%
-7.1%
75.8%
(=) EBITDA (CVM 527/12)
124.1
102.9
20.6%
(3.7)
(6.3)
-41.3%
127.8
109.2
17.0%
(+) Other Operating Income (Expenses)*
(=) Adjusted EBITDA
* In the old accounting rules, considered as "non operating income".
Adjusted EBITDA: Operational earnings before interest, taxes, depreciation and amortization and excluding
other operational revenues/expenses and equity accounting.
EBITDA’s (CVM 527/12) calculation takes into account the net income of the period plus income taxes, financial
expenses net of financial revenues and depreciation and amortization.
NET FINANCIAL RESULT
In 1Q15, consolidated net financial expenses were R$ 154.2 million, a decrease of 7.1% compared to the
consolidated net financial expense of R$ 165.9 million presented in 1Q14.
Consolidated Net Financial Result - R$ Million
Net Financial Result
1Q15
1Q14
Δ%
(154.2)
(165.9)
-7.1%
The Company continues to reaffirm its commitment to a conservative cash investment policy, manifested by the
use of hedge instruments in foreign currencies, to offset eventual exchanges fluctuations, whether relative to
financial liabilities or total cash position. These instruments offset the foreign exchange risk, transforming the
cost of the debt to local currency and interest rates (as a percentage of CDI*). Similarly, it is worth mentioning
that the Company’s cash is invested with Brazil’s largest financial institutions.
*CDI - Certificado de Depósito Interbancário: average rate of borrowing in the interbank market.
14 of 69
B2W - Companhia Digital
Press Release 1Q15
NET RESULT
In 1Q15, the consolidated net result was R$ -50.4 million, compared to the R$ -57.6 million obtained in 1Q14.
In 1Q15, the consolidated net margin was -2.4%, when calculated as a percentage of net revenue, representing an
evolution of 0.9 p.p. compared to 1Q14.
Reconciliation of the Consolidated Net Result - R$ Million
Adjusted EBITDA
1Q15
1Q14
Δ%
127.8
109.2
17.0%
75.8%
(+) Depreciation / Amortization
(47.3)
(26.9)
(+) Net Financial Result
(154.2)
(165.9)
-7.1%
(+) Other Operating Income (Expenses)*
(3.7)
(6.3)
-41.3%
(+) Income Tax and Social Contribution
27.0
32.3
-16.4%
(50.4)
(57.6)
-12.5%
(=) Net Result
* In the old accounting rules, considered as "non operating income".
Adjusted EBITDA: Operational earnings before interest, taxes, depreciation and amortization and excluding
other operational revenues/expenses and equity accounting.
INDEBTEDNESS
B2W uses its cash generation prioritizing investments that present better returns to shareholders. Thus, in 1Q15,
the consolidated investments in plant, property and equipment and intangibles (development of websites and
systems) totaled R$ 136.2 million.
B2W’s cash balance at 3/31/2015 amounted to R$ 1,953.9 million, four times the Company's sum of short-term
debt and debentures, which totaled R$ 584.4 million.
At 3/31/2015, the Company’s net debt was R$ 348.8 million, representing 0.6x the accumulated Adjusted
EBITDA in the last 12 months.
In order to face the uncertainties and volatility of the financial market, B2W Digital is guided to preserve cash and
lengthen its debt profile.
15 of 69
B2W - Companhia Digital
Press Release 1Q15
Consolidated Indebtedness - R$ MM
Short Term Debt
Short Term Debentures
Short Term Indebtedness
Long Term Debt
Long Term Debentures
03/31/2015
03/31/2014
577.5
330.2
6.9
149.6
584.4
479.8
1,518.3
2,837.4
200.0
498.3
Long Term Indebtedness
1,718.3
3,335.7
Total Debt (1)
2,302.7
3,815.5
Cash and Equivalents
1,304.3
1,612.1
649.6
774.6
1,953.9
2,386.7
348.8
1,428.8
Net Debt (Cash) / Adjusted EBITDA LTM
0.6
3.1
Average Maturity of Debt (days)
931
1,021
Credit Card Accounts Receivables Net of Discounts
Total Cash (2)
Net Debt (Cash) (2) - (1)
Adjusted EBITDA: Operational earnings before interest, taxes, depreciation and amortization and excluding
other operational revenues/expenses and equity accounting.
Accounts receivable is mainly composed of credit card receivables, net of the discounted value, which have
immediate liquidity and can be considered as cash. The breakdown of B2W’s accounts receivable is demonstrated
in the table below:
Consolidated Accounts Receivable Conciliation - R$ MM
03/31/2015
03/31/2014
2,156.9
2,314.0
(1,507.3)
(1,539.4)
649.6
774.6
(3.9)
(3.4)
Allowance for Doubtful Accounts
(28.1)
(34.3)
Other Accounts Receivable
208.4
199.0
826.0
935.9
Gross Credit-Cards Receivable
Receivable Discounts
Credit Card Accounts Receivables Net of Discounts
Present Value Adjustment
Net Accounts Receivable - Consolidated
For the purposes of calculating working capital, the consolidated gross credit cards receivables, excluding FIDC at
3/31/2015 and 3/31/2014 were R$ 1,583.7 million and R$ 1,646.8 million, respectively.
On June 11, 2013 the Board of Directors of the Company approved the expansion of the Receivables Investment
Fund (FIDC) from R$ 707.6 million, reaching approximately R$ 1.3 billion. The FIDC credit card model
structured by the Company is a unique tool on the market and represents an important source of funding.
Because of the adoption of the new CPCs/IFRS, in particular the CPC 38 and its corresponding IAS 39, the
Company began to write off (derecognize) receivables from credit card administrators at the moment they are
effectively discounted (as of the explanatory notes of the financial statements). However, to better demonstrate
the volume of receivables discounted on the base-dates analyzed, in the table above the Company presents the
accounts receivable adjusted by the discounts made until the base-dates under analysis.
16 of 69
B2W - Companhia Digital
Press Release 1Q15
INVESTMENT SUPPORT PROJECTS
B2W Digital contracted financing of R$ 1.46 billion with the BNDES, in March of 2014, which aims to finance the
Company's three-year investment plan (2013-2015) for logistics, technology and innovation.
B2W Digital contracted financing of R$ 231 million with FINEP, in December of 2014, which aims to finance
innovation projects.
NO FOREIGN CURRENCY EXPOSURE
At 3/31/2015, B2W Digital’s balance sheet included foreign currency denominated debt. Such debt, however, is
FULLY PROTECTED against any foreign exchange fluctuations through derivative operations (swaps) that
replace the foreign exchange risk with the variation in the basic Brazilian interest rate (CDI).
SALES BY MEANS OF PAYMENT
Sales evolution by means of payment can be seen in the following table:
Means of Payment
1Q15
1Q14
∆%
Credit Card
Other Means of Payment
56%
44%
64%
36%
-8 p.p
+8 p.p
NET WORKING CAPITAL
The consolidated net working capital at March 31, 2015 was 35 days, an evolution of 2 days versus 37 days at
March 31, 2014.
B2W Digital, confirming its commitment to maximizing shareholder value, continues to manage working capital
variables. Opportunities for improvement in internal processes and relationships with suppliers continue to be
implemented and we are certain that better levels can be achieved.
37
35
03/31/2014
17 of 69
03/31/2015
B2W - Companhia Digital
Press Release 1Q15
INVESTMENT AND INNOVATION
We have adopted an investment plan for which the main objective is to enable growth and improvements in
operations. In 1Q15, B2W Digital invested R$ 136.2 million, mainly concentrated in the areas of logistics,
technology and innovation.
Logistics and Distribution
On June 14, 2014 B2W announced the acquisition of Direct, the biggest and best e-commerce logistics operator
in Brazil, specialized in deliveries of small items (packets). The Administrative Council for Economic Defense
(CADE) approved the acquisition on July 8, 2014. In 2013, the Company already had acquired Click-Rodo, a
logistics operator also specialized in deliveries for e-commerce, focusing on large items (outsized packages).
With these two acquisitions, B2W has enhanced its level of logistics services, counting on the two major Brazilian
Internet last mile carriers.
Aiming to be closer to the customer and provide the best delivery service, in October 2014 B2W Digital opened 4
new Distribution Centers (DCs): one in São Paulo, one in Pernambuco and the other two in Santa Catarina; and
expanded the one in Rio de Janeiro. As a result, two smaller-capacity DCs, located in São Paulo and
Pernambuco, were replaced. With these changes, B2W increased its total storage capacity by 50% and now has
nine distribution centers located in São Paulo (4), Rio de Janeiro (1), Minas Gerais (1), Pernambuco (1) and
Santa Catarina (2). In line with the announced investment plan, at least 3 new DCs will be opened by the end of
2015.
In addition, the Company established strategic alliances with the leading transportation companies of the
country, ensuring the joint commitment to offer the best level of service to the customers.
Technology
In line with the investment plan and the strategy to be a reference in the technology and internet market, B2W
Digital acquired, during 2013, three technology companies specialized in the development of systems and
solutions for e-commerce. As a results, the Company doubled its technology/internet team, which is the largest in
Latin America and nowadays has over 600 engineers.
Below are the highlights of the acquired companies:
• Uniconsult: Optimization of orders control (shipping and returns) and systems for managing multiple
distribution centers and development of specific systems for marketplace operation;
•
Ideais Tecnologia; Development and optimization of online sales platforms, B2B/B2B2C and mobile systems;
•
Tarkena: Optimization of search systems and algorithms for shipping management.
The investments in technological platforms in the areas of operations and logistics, television, customer service
and telephone sales seek to improve the quality and efficiency of the Company’s operations, aiming to provide the
customer with an even better purchasing experience.
During 2014 and the first few months of 2015, many projects have been implemented, ranging from structural
improvements in the technology platform to new features.
18 of 69
B2W - Companhia Digital
Press Release 1Q15
OPERATIONAL HIGHLIGHTS
B2W Digital, always seeking to strengthen its multibusiness, multichannel and multibrand strategy, continues
investing in a digital platform with business that presents huge synergy. The Company has a portfolio with the
most well-known and beloved brands in the internet.
Americanas.com
The largest Store. The lowest prices.
Americanas.com (americanas.com) is the largest and most beloved online store in Latin America. The brand
offers over a million products, distributed in 36 categories, which can be purchased through the website, telesales,
apps or in more than 900 kiosks in brick and mortar stores, as well as products from other stores available in the
Marketplace. In Americanas.com, clients find many deals and the best prices throughout the year.
Submarino
The products you like and the Internet's best service.
Submarino (submarino.com.br) offers the latest in technology, entertainment, culture and innovation to its
customers. The broad assortment of products is divided into 30 categories like electronics, computers, telephony,
games, books, fashion, online services, among others. Submarino also has the exclusive areas coolstuff, where the
most trendy and innovative products can be found, and wearable tech, where are the modern Internet connected
devices that facilitate the daily lives of users.
Shoptime
Exclusive products and live demonstrations.
Shoptime (shoptime.com.br) is the largest and most beloved Brazilian sales TV channel, and also operates on the
Internet. With a specialized programming in product demonstrations, the channel joins the charisma of its
presenters with the wide variety of categories to entertain, teach the use and sell the best products of the market.
SouBarato
SouBarato (soubarato.com.br) is the largest outlet in Latin America, which sells new products and also repacked
in perfect conditions. The site, outlet of the brands Americanas.com, Submarino and Shoptime offers exclusive
limited time offers, with prices below the market average.
Submarino Finance
Result of a joint venture with Cetelem, Submarino Finance offers the Submarino card Mastercard, which offers
special advantages in Submarino website, as exclusive discounts and installments, differentiated credit limit and
a loyalty program, the Léguas Program. In 2014, we surpassed the number of 1.3 million cards issued and
participation of 37% in sales of Submarino.
Digital Finance
To provide an even better shopping experience to the customer, B2W established a new partnership with
Cetelem, part of the BNP Paribas Group, creating Digital Finance, focusing on the provision of credit cards and
other financial services in Americanas.com and Shoptime websites, replicating the model successfully developed
by Submarino Finance.
Ingresso.com
Brazilian leader in ticket sales over the Internet, Ingresso.com (ingresso.com.br) provides technology and ticket
purchasing services for movies, theaters, concerts, soccer matches and cultural events. With over 5 million
registered customers, the company offers the convenience of the purchase of tickets online, apps for iPhone,
Android, Facebook and telesales.
B2W Viagens
B2W Viagens operates through the brands Americanas Viagens, Submarino Viagens, Shoptime Viagens,
Submarino Viajes, H2W and Milevo. The company offers tourist packages sales, airline tickets, hotel
reservations, cruises, travel insurance, car rental and packages of tourist attractions in Brazil and abroad through
the internet, telesales and TV.
19 of 69
B2W - Companhia Digital
Press Release 1Q15
CORPORATE GOVERNANCE AND CAPITAL MARKETS
B2W Digital is listed on BM&FBOVESPA and Novo Mercado, the highest corporate governance level in Brazil,
listing rules. These include an ownership structure exclusively comprised of common shares and the election of
independent members to the Board of Directors. B2W Digital’s Board of Directors is comprised of seven
members, four of whom appointed by the controlling shareholders and another three independent members.
The requests to be registered as a publicly-traded Company and the listing of its shares under the Novo Mercado
were approved by the Brazilian Securities and Exchange Commission (CVM) and the BM&FBOVESPA on July, 25
and 26, 2007, respectively.
B2W’s common shares are listed on BM&FBOVESPA and have been traded under the ticker symbol BTOW3
(common) since August 8, 2007.
Below is a short description of the main events occurred during the year:
On April 30, 2015 the Company’s General and Extraordinary Shareholders Meetings were held, at which the
following resolutions were approved:
1- To take recognizance of the accounts prepared by the managers and related financial statements for the fiscal
year ended December 31, 2014;
2- Reelection of the following members for the Company’s Board of Directors: Celso Alves Ferreira Louro, Jorge
Felipe Lemann, Miguel Gomes Pereira Sarmiento Gutierrez, Osmair Antônio Luminatti, Luiz Carlos Di Sessa
Filippetti, Mauro Muratório Not and Paulo Antunes Veras to hold office until the 2017 General Shareholders
Meeting;
3- Setting the global compensation to be paid to officers;
4- Fiscal Council installation and election of Messrs. Carlos Alberto de Souza, Pedro Carvalho de Mello and Peter
Edward Cortes Marsden Wilson to the positions of full members and Messrs. Ricardo Scalzo, Luciano Mancini
and André Pines to the positions of alternate members;
5- Inclusion in the social object of the Company of the programming of mass electronic communication by
subscription, telesales or infomercial channel activities;
6- Amendment to the heading of Article 5 of the Company’s Bylaws to reflect the capital increases approved by
the Board of Directors on September 1, 2014, October 3, 2014, November 5, 2014, December 3, 2014 and January
7, 2015, through the exercise of options granted under the Company’s Stock Option Plan, approved on August 31,
2011, and the approval of the increase in the Company’s capital, approved by the Extraordinary Shareholders
Meeting held on June 5, 2014, such approval having been ratified at the Board of Directors meeting held on
August 13, 2014.
The minutes of the shareholders meeting and the reelection aforementioned, as well as other corporate and
financial information of B2W Digital are available for consultation on our Investor Relations website
(www.b2wdigital.com).
20 of 69
B2W - Companhia Digital
Press Release 1Q15
EXHIBIT I – INCOME STATEMENT
B2W - Companhia Digital
Income Statements
(in million of Brazilian reais)
Consolidated
Period ended on March 31
1Q15
1Q14
Variation
Gross Sales and Services Revenue
2,469.9
1,974.1
25.1%
Taxes on sales and services
(332.1)
(244.2)
36.0%
Net Sales and Services Revenue
2,137.8
1,729.9
23.6%
Cost of goods and services sold
(1,665.4)
(1,311.2)
27.0%
472.4
418.7
12.8%
22.1%
24.2%
-2.1 p.p.
Operating Revenue (Expenses)
(391.9)
(336.4)
16.5%
Selling expenses
(307.4)
(288.6)
6.5%
General and administrative expenses
(37.2)
(20.9)
78.0%
Depreciation and amortization
(47.3)
(26.9)
75.8%
Operating Result before Net Financial Result and
Equity Accounting
80.5
82.3
-2.2%
(154.2)
(165.9)
-7.1%
Financial revenues
86.7
89.9
-3.6%
Financial expenses
(240.9)
(255.8)
-5.8%
Other operating income (expenses)²
(3.7)
(6.3)
-41.3%
Income tax and social contribution
27.0
32.3
-16.4%
Net Result
(50.4)
(57.6)
-12.5%
-2.4%
-3.3%
0.9 p.p.
127.8
109.2
17.0%
6.0%
6.3%
-0.3 p.p.
Gross Profit¹
Gross Margin (% NR)¹
Net Financial Result
Net Margin (% NR)
Adjusted EBITDA³
Adjusted EBITDA Margin (% NR)
¹ Verify the effects related to the consolidation on page 4.
² In the former accounting rules, considered as "non-operating income".
³ Adjusted EBITDA: Operational earnings before interest, taxes, depreciation and amortization and excluding
other operational revenues/expenses and equity accounting.
21 of 69
B2W - Companhia Digital
Press Release 1Q15
EXHIBIT II – BALANCE SHEET
B2W - Companhia Digital
Balance Sheet
(in million of Brazilian reais)
Consolidated
03/31/2015
03/31/2014
ASSETS
CURRENT ASSETS
Cash and banks
Marketable securities
Accounts receivable
161.2
111.1
1,143.1
1,501.0
826.0
936.0
1,214.0
1,221.9
Recoverable taxes
149.1
196.6
Prepaid expenses and other accounts
116.3
85.5
3,609.7
4,052.1
Inventories
Total Current Assets
NON CURRENT ASSETS
Deferred income tax and social contribution
625.0
376.6
Recoverable taxes
580.3
270.1
Escrow deposits and other receivables
40.3
24.6
487.3
344.4
Intangible assets
2,342.4
1,656.2
Total Non-Current Assets
4,075.3
2,671.9
TOTAL ASSETS
7,685.0
6,724.0
1,636.2
1,819.2
Plant, property and equipment
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES
Suppliers
Loans and financing
Debentures
577.5
330.2
6.9
149.6
Salaries and social contribution
72.1
43.7
Taxes payable
27.1
13.2
Deferred income tax and social contribution
Other accounts payable
Total Current Liabilities
8.8
3.2
217.5
88.4
2,546.1
2,447.5
NON-CURRENT LIABILITIES
Long-term liabilities:
Loans and financing
1,518.3
2,837.4
Debentures
200.0
498.3
Provision for contingencies and other accounts payable
389.2
125.6
Total Non-Current Liabilities
2,107.5
3,503.2
SHAREHOLDERS' EQUITY
Capital
3,605.3
1,199.0
Capital reserves
14.9
7.1
Equity valuation adjustment
(0.3)
(0.4)
(588.5)
(432.4)
Accumulated income (losses)
22 of 69
Total Shareholders' Equity
3,031.4
773.3
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY
7,685.0
6,724.0
B2W - Companhia Digital
Press Release 1Q15
EXHIBIT III – CASH FLOW STATEMENT
B2W - Companhia Digital
Cash Flow Statement
(in million of reais)
Operating Activities
Net Result for the Period
Consolidated
03/31/2015 03/31/2014
(50.4)
Variation
(57.6)
7.2
20.4
Adjustment to the Net Result:
Depreciation and amortization
47.3
26.9
(31.7)
(33.7)
2.0
36.3
54.9
(18.6)
Others
(12.9)
15.2
(28.1)
Adjusted Net Result
(11.4)
5.7
(17.1)
Deferred income tax and social contribution
Interest, monetary and currency changes
Change in Working Capital:
Accounts receivable
384.1
20.4
363.7
Inventories
164.3
(133.0)
297.3
Suppliers
(511.7)
(72.1)
(439.6)
36.7
(184.7)
221.4
Change in Working Capital:
Change in Assets:
Prepaid expenses
(1.5)
(2.5)
1.0
1.4
0.5
0.9
Recoverable taxes
(66.6)
(31.4)
(35.2)
Other accounts receivable (current and non-current)
(18.7)
(31.9)
13.2
Change in Assets:
(85.4)
(65.3)
(20.1)
Salaries and social charges security
6.4
0.5
5.9
Recoverable taxes (current and non-current)
4.3
0.2
4.1
Other liabilities (current and non-current)
(28.1)
(9.2)
(18.9)
Change in Liabilities:
(17.4)
(8.5)
(8.9)
Cash Flow from Operating Activities
(77.5)
(252.8)
175.3
(115.5)
Escrow deposits
Change in Liabilities
Investing Activities
Marketable securities
172.8
288.3
Purchases of property, plant and equipment assets
(24.3)
(32.8)
8.5
(111.9)
(132.8)
20.9
(40.2)
-
(40.2)
(3.6)
122.7
(126.3)
170.9
Intangible assets
Value paid for the acquisition of subsidiaries
Cash Flow from Investing Activities
Financing Activities
Funding
415.9
245.0
Payments
(59.1)
(65.1)
(312.2)
(28.1)
Discount of receivables
Capital reserves
2.2
-
2.2
Valuation adjustments
0.1
-
0.1
46.9
151.8
(104.9)
(55.7)
Cash Flow from Financing Activities
23 of 69
6.0
(284.1)
Change in cash balance
(34.1)
21.6
Beginning Cash Balance
195.3
89.5
Ending Cash Balance
161.2
111.1
B2W - Companhia Digital
Press Release 1Q15
INFORMATION ABOUT THE WEBCAST AND THE CONFERENCE CALL
Conference calls with simultaneous translation into English, followed by a bilingual Q&A session will be held as
follows:
Adjusted EBITDA (Earnings before interest, taxes, depreciation and amortization and excluding other operating revenues/expenses and equity accounting) is
presented as additional information because we believe it represents an important indicator of our operating performance and in order to maintain
comparability with the results previously reported.
EBITDA (CVM 527/12): On October 4, 2012, the Brazilian Securities Exchange Commission (CVM) enacted Instruction 527/12, which regulates the voluntary
disclosure of not of non-accounting information as EBITDA. The Instruction aims to standardize the disclosure, in order to improve the understanding of this
information and making it comparable among the publicly listed companies. EBITDA’s (CVM 527/12) calculation takes into account the net income of the
period plus income taxes, net financial expenses of financial revenues and depreciation and amortization.
We make forward-looking statements that are subject to risks and uncertainties. These statements are based on the beliefs and assumptions of our
management, and on information currently available to us. Forward-looking statements include statements regarding our intent, belief or current expectations
or that of our directors or executive officers.
Forward-looking statements also include information concerning our possible or assumed future results of operations, as well as statements preceded by,
followed by, or that include the words ''believes,'' ''may,'' ''will,'' ''continues,'' ''expects,'' ''anticipates,'' ''intends,'' ''plans,'' ''estimates'' or similar expressions.
Forward-looking statements are not guarantees of performance. They involve risks, uncertainties and assumptions because they relate to future events and
therefore depend on circumstances that may or may not occur. Our future results and shareholder values may differ materially from those expressed in or
suggested by these forward-looking statements. Many of the factors that will determine these results and values are beyond B2W ability to control or predict.
24 of 69
B2W - Companhia Digital
Explanatory notes to the quarterly information
at March 31, 2015
In thousands of reais, except when otherwise mentioned
1
Operating context
B2W - Companhia Digital ("B2W" or "Company, with head offices at Rua Sacadura Cabral, 102, in the City and
State of Rio de Janeiro, incorporated through the merger of Americanas.com S.A. - Comércio Eletrônico
(Americanas.com) and Submarino S.A., with shares traded on the Brazilian Securities, Commodities and
Futures Exchange (BM&FBOVESPA), under the ticker symbol BTOW3. B2W is controlled by Lojas Americanas
S.A. ("LASA" and/or "Parent Company"), an also publicly held company with shares traded on BM&FBOVESPA
under the ticker symbols LAME3 - ON and LAME4 - PN.
The Company and its subsidiaries are engaged in retail marketing and as wholesalers of goods and products in
general through various sales channels, particularly through the Internet; the rental of movies and related items;
the intermediation and distribution of theater and cinema tickets, tickets for transportation and public events,
entrance to theme parks and events in general; the import of products for resale; promotional services,
marketing development and the offering of credit products; and various other products and services for the
general consumer.
B2W Digital is the leading e-commerce Company in Latin America and operates through a digital platform, with
businesses that present a strong synergy and a unique model, multichannel, multibrand and multibusiness.
B2W DIGITAL has a portfolio with the brands Americanas.com, Submarino, Shoptime and SouBarato that offer
more than 40 categories of products and services through the internet, telesales, catalogs, TV and kiosks
distribution channels. The Company also offers to its clients a lot of services, such as the tickets sales in
Ingresso.com, the online travel agency in B2W Viagens and financial services in Submarino Finance and Digital
Finance and movie rentals.
The issue of these financial information was authorized by the Board on May 7, 2015.
2
Summary of significant accounting policies
2.1
Intermediate financial information
The quarterly information, individual and consolidated, are being presented in accordance with the Brazilian
Securities Exchange Comission (CVM), with the technical pronouncement CPC 21 (R1) – Intermediate
Demonstration, issued by Brazilian Accounting Pronouncements Committee (CPC), and with the international
rules IAS 34, issued by the International Accounting Standards Board (IASB).
2.2
Accounting Practices
In the quarterly information the accounting practices are being presented consistently with the accounting
practices adopted in the individual and consolidated financial statements as at December 31, 2014. Because of
that the quarterly information should be read together with the information at disclosed in the financial
statements for the year ended December 31, 2014.
2.3
Presentation of segment information
The Company's activities are concentrated in the marketing of products and delivery of services by various
means of non-presence marketing, especially the Internet. Despite the diversity of products sold and services
provided by the Company (retail and wholesale trade, movie rentals, sale and distribution of theater and cinema
tickets, tickets for transportation and public events, entrance to theme parks and events in general, among
others), such activities are not controlled and managed by the Management as independent operational
segments, as their accompanying results are monitored, tracked and evaluated in an integrated manner. Thus,
Management understands that the Company is organized, basically, in a single business unit. The Company also
operates in the area of financial products through the subsidiary Submarino Finance Promotora de Crédito
25 of 69
B2W - Companhia Digital
Explanatory notes to the quarterly information
at March 31, 2015
In thousands of reais, except when otherwise mentioned
Ltda., which, by not achieving the minimum quantitative and qualitative parameters, is not being presented as a
separate operating segment.
2.4
Explanatory notes not presented
The quarterly information is presented in accordance with CPC 21 (R1), IAS 34 and the regulations issued by the
CVM. Based on this and management's evaluation of the material impacts of the information to be disclosed, the
explanatory notes described below are not being presented. The others are being presented so as to allow the
complete understanding of this quarterly information when read in conjunction with the accompanying notes
disclosed in the financial statements of December 31, 2014.
Explanatory notes not presented:
 Detailed summary of the main accounting policies
 Critical accounting estimates and judgments
 Insurance coverage
 Other information
2.5
Present value adjustment
The operations of long-term purchases, primarily from suppliers of goods and services, were adjusted to their
present value taking into account the maturities of these transactions. The average rate used of 12.12% per
annum (p.a.) at March 31, 2015 (10.78% p.a. at December 31, 2014), was based on funding for the respective
periods. The constitution of the present value adjustment of purchases is recorded under "Suppliers" and
"Inventory" (Note 9) and the counterpart entries are shown under the heading "Finance Costs", through the
maturity date, in the case of suppliers, and for the realization of inventories based on the amounts recorded
under the heading "Cost of goods sold and services provided."
The operations of long-term transactions, at the same previously-agreed prices as represented, mainly, through
credit card installment sales, were brought to their present value taking into account the payment deadlines of
the aforementioned transactions. The same treatment was given to the taxes on those sales, considering the
effective rate on them. The average rate used of 13.22% p.a. at March 31, 2015 (11.96% p.a. at December 31,
2014), was based on receivable discounts on their respective base dates. The present value adjustment of
installment sales has a counterpart entry under the heading "Accounts receivable from clients" (Note 8) and its
realization is recorded under "Finance income" through the maturity date.
3
Critical accounting estimates and judgments
Accounting estimates and judgments are continually evaluated, and are based on historical experience and
various other factors, including expectations of future events, which are believed to be reasonable under the
circumstances. Until the quarter ended March 31, 2015 there have not occurred changes in the accounting
estimates and judgments in relation to the financial statements disclosed at December 21, 2014.
4
Management of financial risk
4.1
Financial risk factors
In the normal course of business, the Company and its affiliates are exposed to market risks related to the
fluctuation of interest rates and exchange variations, as well as credit risk on its installment sales. Under
monitoring carried out by its officers and management, and supervised by the Board of Directors, the Company
and its affiliates use hedge instruments to minimize exposure to these risks. These administrators determine
26 of 69
B2W - Companhia Digital
Explanatory notes to the quarterly information
at March 31, 2015
In thousands of reais, except when otherwise mentioned
what strategies are to be adopted and Management contracts appropriate hedge instruments for each
circumstance and inherent risk.
The Company and its affiliates have no term contracts, options, swap options, zero cost collars, flexible options,
derivatives built into other products, operations structured with derivatives and "exotic derivatives." The
Company and its affiliates do not operate using derivative financial instruments for speculative purposes,
thereby reaffirming its commitment to conservative policies for cash management, in relation to financial
liabilities or available resources.
(a)
Market risk
(i)
Exchange rate risk
The Company and its subsidiaries make use of derivatives, such as traditional swaps, for the purpose of
canceling exchange losses resulting from sharp devaluations of the Real (R$) against foreign currency
denominated funding. In addition, the Company uses currency forward contracts to protect themselves from
currency fluctuations in the US dollar (US$) compared to the Real (R$) on the import flow.
At March 31, 2015, the position of these derivative financial instruments was the following:

Traditional Swaps (registered in the borrowings and financing account):
The counterparts to these traditional swaps are the financial institutions that provide borrowings in foreign
currency (American dollars). These CDI-referenced swaps aim to cancel exchange risk, transforming the cost of
the debt (Note 16) to local currency and interest rates, at 123.5% of the CDI. These contracts, at March 31, 2015,
amounted to a reference value of R$ 256,790 for the Parent Company (R$ 303,114 in the Consolidated) and at
December 31, 2014, R$ 256,790 in the Parent Company (R$ 303,114 in the Consolidated). These operations are
matched in terms of amount, terms, and interest rates. The Company always seeks to liquidate such contracts,
together with the respective borrowings that are the subject of the hedge transactions simultaneously. There are
no contractual clauses for margin calls in this type of transaction.
Parent Com pany
Object of hedge
Swap passiv e position (% CDI)
Swap adjustment accounting balance (Note 1 6 (a))
27 of 69
Consolidated
March 31,
2015
Decem ber
31, 2014
March 31,
2015
Decem ber
31, 2014
426,7 40
349,7 81
487 ,207
399,346
(267 ,396)
(258,367 )
(31 5,91 3)
(305,250)
1 59,344
91,41 4
17 1 ,294
94,096
B2W - Companhia Digital
Explanatory notes to the quarterly information
at March 31, 2015
In thousands of reais, except when otherwise mentioned
Parent Com pany
Consolidated
March 31,
2015
Decem ber
31, 2014
March 31,
2015
Decem ber
31, 2014
400,1 87
426,7 40
26,553
328,523
349,7 81
21 ,258
460,366
487 ,207
26,841
37 8,01 0
399,346
21 ,336
A mortized cost
Fair v alue
(400,1 87 )
(427 ,983)
27 ,7 96
(328,523)
(351 ,37 4)
22,851
(460,366)
(488,630)
28,264
(37 8,01 0)
(401 ,1 68)
23,1 58
A mortized cost
Fair v alue
268,638
267 ,396
1 ,243
(26,553)
259,960
258,367
1 ,593
(21 ,258)
31 7 ,336
31 5,91 3
1 ,423
(26,841 )
307 ,07 2
305,250
1 ,822
(21 ,336)
A mortized cost
A mounts adjusted by the fair v alue of the cov ered risks
Considering that the Company's exposure to the risk of wide swings in currency exchange rates is mitigated by
traditional swap operations, contracted for exchange protection purposes and, therefore, simultaneously with
the respective foreign currency borrowings, the change in the rate of the US dollar compared to the real due to
the current market conditions does not produce any significant impacts on the Company's financial information.
(ii)
Interest rate risk
The Company has no significant interest-bearing assets.
The Company and its subsidiaries use resources produced by operational activities to manage its operations, as
well as to guarantee investments and growth. To meet the cash requirements for growth, the Company and its
subsidiaries obtain borrowings and financing from Brazil's principal financial institutions, and raises funds
through debentures, which is substantially (around 80% of total) indexed to the variation of the Interbank
Deposit Certificate (CDI). Relevant fluctuations in the CDI (see analysis of sensitivity item (d) below) raise the
possibility of inherent risk. Financial investment policies indexed by the CDI partially mitigate this effect.
(b)
Credit risk
Credit risk is managed at the corporate level. Credit risk stems from cash and cash equivalents, derivative
financial instruments, deposits in banks and other financial institutions as well as exposure to client credit. With
regard to banks and other financial institutions, the individual risk limits are determined based on internal or
external classifications according to the limits set by the Board of Directors. The use of credit limits is regularly
monitored. Sales to retail clients are settled in cash or through the main credit cards existing in the market.
The credit risk is minimized by the fact that approximately 57% of the Company's sales and those of its
subsidiaries are conducted through credit cards administered by the main credit card operators, which have
excellent levels of risk classification. The Company and its subsidiaries maintain provisions for doubtful
accounts at an amount that is considered by Management sufficient to cover possible losses on its receivables.
(c)
Liquidity risk
Management continuously monitors forecasts for the liquidity requirements of the Company in order to ensure
that it has sufficient cash to satisfy its operating needs. This forecast takes into consideration plans for financing
the Company's debt, compliance with clauses, compliance with internal targets for the asset balance quotient
and, if applicable, external or legal regulatory requirements - for example, currency restrictions.
28 of 69
B2W - Companhia Digital
Explanatory notes to the quarterly information
at March 31, 2015
In thousands of reais, except when otherwise mentioned
The Treasury invests excess cash in interest-bearing bank accounts, term deposits, short-term deposits and
securities, choosing instruments with appropriate maturities with sufficient liquidity that offer a sufficient
margin as determined by the aforementioned forecasts.
The following table analyzes the non-derivative financial liabilities of the Group and the derivative financial
liabilities that are settled on a liquid basis by the Group, through common maturity periods that correspond to
the period remaining between the date of the calculation of the net equity balance and the contracted date of
maturity. Derivative financial liabilities are included in the analysis if their maturities are essential for an
understanding of the cash flows.
Parent Com pany
Between one
and two
y ears
Between two
and fiv e y ears
More than
fiv e y ears
388,57 9
7 56,7 69
263,233
447 ,239
37 5,523
355,7 1 1
1 58,349
Less than one
y ear
Between one
and two
y ears
Between two
and fiv e y ears
More than
fiv e y ears
41 3,7 69
1 ,523,81 0
263,233
404,831
1 ,035,595
1 58,349
Less than one
y ear
At March 31, 2015
Suppliers
Borrowings, financing and
debentures
At Decem ber 31, 2014
Suppliers
Borrowings, financing and
debentures
1 ,582,492
456,246
2,084,955
Consolidated
At March 31, 2015
Suppliers
Borrowings, financing and
debentures
At Decem ber 31, 2014
Suppliers
Borrowings, financing and
debentures
(d)
1 ,636,1 69
630,882
2,1 45,347
61 9,895
Analysis of additional sensitivity required by CVM

Sensitivity analysis of swap transactions
Swap transactions recorded by the Company and its affiliates were contracted, simultaneously, for foreign
currency loan transactions, contemplating terms, rates, and equivalent values, exchanging the borrowings'
exchange exposure for exposure to the CDI.
At March 31, 2015 the Company's gross debt, in U.S. dollars, was R$ 426,740 (Parent Company) and
R$ 487,207 (Consolidated).
According to data drawn from the Brazilian Central Bank ("Relatório Focus") April 17, 2015 market expectations
were indicating an exchange rate for the end of the year 2015 (probable scenario) of 3.2100 R$ /US$ compared
to 3.2080 R$ /US$ at March 31, 2015.
29 of 69
B2W - Companhia Digital
Explanatory notes to the quarterly information
at March 31, 2015
In thousands of reais, except when otherwise mentioned
Scenarios I and II were estimated with a deterioration from 25% to 50%, respectively. Above the probable
expectation, as shown in the table below:
Parent company
US dollars
Ex change rate at March 31, 201 4
Estimated ex change rate at December
31 , 2015
Foreign currency borrowings
(v ariation US$)
Swaps (Long position in foreign currency ) (v ariation US$)
3.2080
Scenario I Deterioration
of 25%
3.2080
3.2100
4.01 25
4.8150
266
(266)
107 ,01 7
(1 07 ,017 )
21 3,7 69
(213,7 69)
Net effect
Zero
Zero
Zero
Risk
Probable
scenario
Scenario I Deterioration
of 25%
Scenario II Deterioration
of 50%
3.2080
3.2080
3.2080
3.2100
4.01 25
4.8150
304
(304)
Zero
1 22,1 82
(122,1 82)
Zero
244,059
(244,059)
Zero
Operation
Risk
Probable
scenario
Scenario II Deterioration
of 50%
3.2080
Consolidated
Operation
US dollars
Ex change rate at March 31, 201 4
Estimated ex change rate at December
31 , 2015
Foreign currency borrowings
(v ariation US$)
Swaps (Long position in foreign currency ) (v ariation US$)
Net effect

CDI Rate sensitivity analysis
The Company and its affiliates maintain a large part of their debt and cash and equivalents indexed to the
variation of the CDI (considering the exchange of debts in foreign currency for variation in the CDI with
traditional swaps). At March 31, 2015, the Company (Parent Company) had net debt of R$ 367,753 (net cash of
R$ 320,112 at December 31, 2014), which represented the borrowings, financing and debentures, net cash and
negotiable securities. In the Consolidated, the net cash was R$ 998,398 (R$ 398,369 at December 31, 2014).
According to data from the Brazilian Central Bank ("Relatório Focus") at April 17, 2015, market expectations
were indicating an effective average CDI rate of 13.20% (probable scenario) for the calendar year 2015, against
the effective rate of 11.57% as applied during the year 2014.
In addition, Management ran sensitivity tests for adverse scenarios, CDI rate deterioration at 25% or 50% above
the probable scenario (Management's opinion), as shown below:
30 of 69
B2W - Companhia Digital
Explanatory notes to the quarterly information
at March 31, 2015
In thousands of reais, except when otherwise mentioned
Parent company
Operation
CDI effectiv e annual interest rate in 201 4 - %
Net debt
CDI estimated annual interest rate in 201 5 - %
Annual effect on net debt:
Increase
Probable
scenario
Scenario I Deterioration
of 25%
Scenario II Deterioration
of 50%
1 1 .57 %
397 ,051
1 3.20%
1 1 .57 %
397 ,051
1 6.50%
1 1 .57 %
397 ,051
1 9.80%
6,47 2
1 9,57 5
32,67 7
Probable
scenario
Scenario I Deterioration
of 25%
Scenario II Deterioration
of 50%
1 1 .57 %
998,388
1 3.20%
1 1 .57 %
998,388
1 6.50%
1 1 .57 %
998,388
1 9.80%
1 6,27 4
49,221
82,1 67
Consolidated
Operation
CDI effectiv e annual interest rate in 201 4 - %
Net debt
CDI estimated annual interest rate in 201 5 - %
Annual effect on net debt:
Increase
4.2
Capital management
The goal of the Company and its subsidiaries with regard to capital management is to ensure the continuity of its
operations, to offer a return to shareholders and benefits to other stakeholders, as well as maintaining the ideal
capital structure to minimize associated costs.
The Company monitors the levels of its indebtedness through the Net Debt/EBITDA ratio, which in its
understanding represents the most appropriate manner to present the debt metric, because it reflects
consolidated net financial obligations requiring immediate cash for payments, considering its operating cash
generation.
4.3
Fair value estimate
It is assumed that the book value of the balances of client accounts receivable and suppliers accounts payable,
minus impairment in the case of Accounts Receivable, are close to their fair value. The fair value of financial
liabilities, for disclosure purposes, is estimated using discounted contractual future cash flows at existing market
interest rates, which are available to the Group through similar financial instruments.
The Group applies CPC 40/IFRS 7 to the financial instruments measured in the balance sheet at fair value,
which requires disclosure of the fair value measurements by level in the following hierarchy:

Price quotes (unadjusted) in asset markets for identical assets and liabilities (Level 1).
Information, besides the price quotes, included in Level 1 that are adopted by the market for assets or
liabilities, whether directly (that is, as prices) or indirectly (that is, price derivatives) (Level 2).

Insertions for assets or liabilities that are not based on data adopted by the market (that is, non-observable
insertions) (Level 3).

The following table presents the Group's assets and liabilities measured by fair value at March 31, 2015.
31 of 69
B2W - Companhia Digital
Explanatory notes to the quarterly information
at March 31, 2015
In thousands of reais, except when otherwise mentioned
There are no relevant financial assets and liabilities subject to the netting agreement.
Assets
Financial assets at fair v alue through result
Fundo de Inv estimento em Direitos Creditórios - FIDC
CDB
Other marketable securities
T otal assets
Consolidated
T otal
Lev el 3
balance
Lev el 1
Lev el 2
99,219
1 44,7 88
956,906
86,961
186,1 80
144,7 88
956,906
1 ,200,913
86,961
1 ,287 ,87 4
487 ,207
(17 1 ,294)
487 ,207
(1 7 1 ,294)
31 5,91 3
31 5,91 3
Liabilities
Financial liabilities at fair v alue though result
Borrowings and financing (Foreign currency )
Deriv ativ es used for hedge - sw ap
T otal liabilities
The following table presents the Group's assets and liabilities measured by fair value at December 31, 2014.
Consolidated
T otal
Lev el 3
balance
Lev el 1
Lev el 2
Assets
Financial assets at fair v alue through result
Fundo de Inv estimento em Direitos Creditórios - FIDC
CDB
Other marketable securities
2,895
166,023
1 ,292,486
20,468
23,363
1 66,023
1 ,292,486
T otal assets
1 ,461 ,404
20,468
1 ,481 ,87 2
Liabilities
Financial liabilities at fair v alue though result
Borrowings and financing (Foreign currency )
Deriv ativ es used for hedge - swap
399,346
(94,096)
399,346
(94,096)
T otal liabilities
305,250
305,250
There are no relevant financial assets and liabilities subject to the netting agreement.
32 of 69
B2W - Companhia Digital
Explanatory notes to the quarterly information
at March 31, 2015
In thousands of reais, except when otherwise mentioned
5
Financial instruments by category
Consolidated
Loans
Fair v alue
and
receiv ables
through
result
T otal
At March 31, 2015
Assets, according to the balance sheet
Marketable securities
Clients accounts receiv able and other accounts
Cash and cash equiv alents
91 3,592
1 6,405
1 ,143,086
144,7 88
1 ,143,086
91 3,592
1 61 ,1 93
929,997
1 ,287 ,87 4
2,21 7 ,87 1
Liabilities at
fair v alue
though result
Other
financial
liabilities
T otal
At March 31, 2015
Liabilities, according to the balance sheet
Borrowings
National currency
Foreign currency
Deriv ativ es financial instruments - sw ap
Suppliers and other liabilities, ex cluding legal liabilities
Debentures
1 ,7 7 9,887
1 ,853,7 31
206,87 7
1 ,7 7 9,887
487 ,207
(1 7 1 ,294)
1 ,853,7 31
206,87 7
3,840,495
4,1 56,408
487 ,207
(1 7 1 ,294)
31 5,91 3
Consolidated
Loans
and
receiv ables
Fair v alue
through
result
T otal
At Decem ber 31, 2014
Assets, according to the balance sheet
Marketable securities
Clients accounts receiv able and other accounts
Cash and cash equiv alents
33 of 69
97 3,1 81
29,326
1 ,31 5,849
1 66023
1 ,31 5,849
97 3,181
1 95,349
1 ,002,507
1 ,481 ,87 2
2,484,37 9
B2W - Companhia Digital
Explanatory notes to the quarterly information
at March 31, 2015
In thousands of reais, except when otherwise mentioned
Liabilities at
fair v alue
thou gh
resu lt
Other
financial
liabilities
T otal
At Decem ber 31, 2014
Liabilities, according to the balance sheet
Borrowings
National currency
Foreign currency
Deriv ativ es financial instruments - swap
Suppliers and other liabilities, ex cluding legal liabilities
Debentures
1 ,403,7 35
399,346
(94,096)
2,432,41 7
200,582
305,250
4,036,7 34
1,403,7 35
399,346
(94,096)
2,432,41 7
200,582
4,341 ,984
Parent company
Accounts receivable and cash and cash equivalents are classified as "Loans and receivables"; accounts payable
are classified as "Other financial liabilities."
6
Cash and cash equivalents
Cash and cash equiv alents
Certificates of bank deposits CDB's
March 31,
2015
Parent Com pany
Decem ber 31,
2014
March 31,
2015
Consolidated
Decem ber 31,
2014
3,983
1 9,330
1 6,405
29,326
1 44,7 88
1 66,023
1 44,7 88
1 66,023
1 48,7 7 1
1 85,353
1 61 ,1 93
1 95,349
Certificates of Bank Deposits are remunerated at a rate of up to 102.5% of CDI and have immediate liquidity
without risk of value change in the event of early redemption.
7
Securities
March 31,
2015
Parent Com pany
Decem ber 31,
2014
March 31,
2015
Consolidated
Decem ber 31,
2014
Fair v alue through result
Inv estment Fund
-
86,961
20,468
Treasury Securities
-
99,21 9
2,895
29,307
28,7 1 6
-
-
Junior Quota – (FIDC)
337 ,894
498,068
363,340
51 6,901
Certificates of bank deposits - CDBs
Av ailable for sale
47 7 ,7 7 9
653,1 56
593,566
7 7 5,585
Committed operations
844,980
1 ,1 7 9,940
1 ,1 43,086
1 ,31 5,849
Non-current
(29,307 )
(28,7 1 6)
-
-
Current
81 5,67 3
1 ,1 51 ,224
1 ,1 43,086
1 ,31 5,849
34 of 69
B2W - Companhia Digital
Explanatory notes to the quarterly information
at March 31, 2015
In thousands of reais, except when otherwise mentioned
(a)
Fênix Fundo de Investimento de Direitos Creditórios do Varejo - Fênix FIDC do Varejo
The Fênix Fundo de Investimento em Direitos Creditórios do Varejo ("Fênix FIDC do Varejo") has the purpose
of acquire creditor rights owned by Lojas Americanas and the Company ("Grantors"), originating from credit
card operations used for the purchase and sale of products and services between the Grantors and their final
customers, whose electronic transactions were captured and processed by their processing systems. The Fênix
FIDC do Varejo will exist for an indefinite period of time, where every issue/series of shares has a specific
maturity date.
Balance at Decem ber 31, 2014
Remunaration Quotas
Balance at March 31, 2015
Senior
Qu otas
Mezzanine
Quotas
Junior
Quotas
1 ,17 8,67 4
51 ,438
47 ,861
6,160
343
984
1 ,184,834
51 ,7 81
48,845
The structure of the net equity of the Fênix FIDC do Varejo at March 31, 2015, represented, in the following
balance sheet, by the lines "accounts payable" in the non-current liabilities and shareholders' equity, is
subdivided into 11,563 (11,563 at December 31,2014) senior quotas held by third parties, with a value of
R$ 1,184,834 (R$ 1,178,674 at December 31,2014), representing 92.517% (92.5% at December 31,2014) of the
equity of Fênix FIDC do Varejo on that date; 500 (500 at December 31, 2014) subordinated mezzanine quotas
held by third parties with a value of R51,781 (R$ 51,438 at December 31, 2014), representing 4.03% (4.0% at
December 31, 2014) of the net equity of Fênix FIDC do Varejo on that date; and 437 (437 at December 31, 2014)
subordinated junior quotas held by the Grantors, in the amount of R$ 48,845 (R$ 47,861 at December 31, 2014),
representing 3.58% (3.5% at December 31,2014) of the net equity of Fênix FIDC do Varejo on that date. The
regulations of Fênix FIDC do Varejo define that the ratio between the net equity and the total value of senior
quotas cannot be less than 108.10% (one hundred and eight point ten percent), and that the ratio between the
value of net equity and the sum of the total value of senior quotas and the total value of the subordinated
mezzanine quotas may not be less than 103.62% (one hundred and three point sixty-two percent). The junior
quotas may have a special amortization to maintain a minimum ratio of the equity value of the senior and
mezzanine quotas. The Benchmark for remuneration of Senior quotas is 108.9% of the DI rate and for the
subordinate mezzanine shares 157% of the DI rate. Junior subordinated quotas do not have a target
remuneration rate.
The grantors were hired by Fênix FIDC do Varejo to act as agents for following-up payment of past due credit
rights, and reconciliation and collection agents.
At March 31 2014, the securitization of credit rights operations realized by the Grantors for Fênix FIDC do
Varejo amounted to a total of R$ 970,455 (R$ 1,234,965 at December 31, 2014), of which R$ 397,249
(R$ 567,505 at December 31, 2014) were securitized by Lojas Americanas and R$ 573,206 (R$ 667,328 at
December 31, 2014) were securitized by the Company.
Below is the financial information of this fund:
35 of 69
B2W - Companhia Digital
Explanatory notes to the quarterly information
at March 31, 2015
In thousands of reais, except when otherwise mentioned
Balance Sheet at March 31, 2015 and December 31, 2014:
March 31,
2015
Decem ber
31, 2014
4
31 5,207
97 0,455
11
21
43,237
1 ,234,965
244
T otal assets
1 ,285,67 7
1 ,27 8,467
Liabilities
Accounts pay able (current)
Accounts pay able (non-current)
Shareholders' equity
21 7
1 ,236,61 5
48,845
494
1 ,230,1 1 2
47 ,861
T otal liabilities and shareholders' 1equity
,285,67 7
1 ,27 8,467
Assets
Cash and cash equiv alents
Marketable securities
Accounts receiv able
Other accounts receiv able
Income statements for the quarters ended March 31, 2015 and 2014:
Finance income
Finance costs
Net incom e for the period
March 31,
2015
Decem ber
31, 2014
39,927
(38,943)
984
32,988
(33,255)
(267 )
The FIDC securities portfolio is made up of: National Treasury Bills (LFTN), Bank Deposit Certificates (CDB)
and Financial Investment Fund Quotas, which are available at any moment, for acquisition of receivables
originating in operations with sellers.
(b)
Other financial assets
The Certificates of Deposit, all from top-ranked financial institutions, are remunerated at a rate of up to 102.5%
of the CDI at March 31, 2015 (up to 103% of the CDI at December 31, 2014). There is no intention to dispose of
such securities in a period superior to 1 year, so they are classified in current assets.
The committed operations are composed by Debentures issued by a top-ranked financial institution, and are
recorded at fair value, remunerated up to 103% of CDI, parent company, and consolidated at March 31, 2015 (up
to 103.0% of the CDI, parent company and consolidated, at December 31, 2014) and can be traded at any time.
There is no intention to dispose of such securities in a period superior to 1 year, so they are classified in current
assets.
36 of 69
B2W - Companhia Digital
Explanatory notes to the quarterly information
at March 31, 2015
In thousands of reais, except when otherwise mentioned
The movement of financial assets available for sale is as follows:
Parent
com pany
Consolidated
At January 1, 2014
Additions
Disposals
1 ,31 9,963
669,67 8
(1 ,051 ,400)
1 ,7 89,328
958,638
(1 ,246,928)
At March 31, 2014
Additions
Disposals
938,241
5,01 7 ,51 6
(4,804,533)
1 ,501 ,038
5,7 83,7 97
(5,968,986)
1 ,1 51 ,224
1 ,31 5,849
1 ,265,633
(1 ,601 ,1 84)
1 ,7 55,589
(1 ,928,352)
81 5,67 3
1 ,1 43,086
At Decem ber 31,
2014
Additions
Disposals
At March 31, 2015
8
Clients' accounts receivable
Parent Com pany
March 31, Decem ber 31,
2015
2014
Credit cards (i)
Retail Credit Rights Inv estment
Fund (FIDC)
Other accounts receiv able (ii)
Present v alue adjustments
Prov ision for doubtful accounts
7 1 ,1 08
49,662
1 20,7 7 0
(3,863)
(1 9,035)
97 ,87 2
40,037
46,999
87 ,036
(1 ,91 4)
(1 6,835)
68,287
March 31,
2015
Consolidated
Decem ber
31, 2014
7 6,37 5
43,37 8
57 3,21 2
667 ,460
208,356
857 ,943
(3,863)
(28,065)
826,01 5
21 0,402
921 ,240
(1 ,91 4)
(21 ,686)
897 ,640
(i)
The operations with credit cards can be paid in installments of up to twelve months. The Company's
and its subsidiaries' credit risks are minimized as the portfolio receivables are monitored by the credit card
management companies.
(ii)
Other accounts receivable mainly represent sales to companies through corporate transactions,
consumer loyalty projects and commercial agreements.
The Company securitized its credit rights represented by Accounts Receivable from credit card companies with
the Retail Credit Rights Investment Fund (FIDC), Note 7(a).
The amounts recorded as receivables approximate their fair values.
37 of 69
B2W - Companhia Digital
Explanatory notes to the quarterly information
at March 31, 2015
In thousands of reais, except when otherwise mentioned
The aging list by maturity is as follows:
Parent Com pany
March 31,
Decem ber
2015
31, 2014
Falling due
Ov erdue
up to 30 day s
30 to 60 day s
61 to 90 day s
91 to 1 20 day s
121 to 1 80 day s
7 5,453
Consolidated
March 31,
Decem ber
2015
31, 2014
44,429
803,596
87 2,7 90
1 0,87 0
2,07 2
656
5,208
3,613
11 ,1 95
6,1 32
3,567
17 9
2,7 85
1 0,87 0
2,07 2
656
5,208
3,61 3
11 ,262
6,132
3,567
17 9
3,7 1 0
97 ,87 2
68,287
826,01 5
897 ,640
The amount of the provision for doubtful accounts considers the average of the effect of losses over the last 12
months, combined with a Management analysis of the probable losses from due and past due accounts.
Changes in the provisions for doubtful accounts is shown as follows:
9
Parent
Com pany
Consolidated
Balance at January 1, 2014
Rev ersals
Additions
(28,51 2)
3,607
-
(36,51 3)
3,607
(1 ,357 )
Balance at March 31, 2014
Rev ersals
(24,905)
8,07 0
(34,263)
12,57 7
Balance at Decem ber 31, 2014
Rev ersals
Additions
(1 6,835)
269
(2,469)
(21 ,686)
(6,37 9)
Balance at March 31, 2015
(19,035)
(28,065)
Inventories
Parent Com pany
Decem ber
March 31, 2015
31, 2014
Goods for resale
Supplies and packaging
Present v alue adjustm ent
Prov ision for losses
1,250,741
12,478
(21,735)
(57,970)
1,183,515
38 of 69
1,397,562
13,585
(14,669)
(52,646)
1,343,832
March 31,
2015
Consolidated
Decem ber
31, 2014
1,281,273
12,478
(21,735)
(57,970)
1,419,951
13,585
(14,669)
(52,646)
1,214,046
1,366,221
B2W - Companhia Digital
Explanatory notes to the quarterly information
at March 31, 2015
In thousands of reais, except when otherwise mentioned
The movement of the provision for losses is shown as follows:
Parent
com pany and
consolidated
Balance at January 1, 2014
Additions
Balance at March 31, 2014
Additions
Balance at Decem ber 31, 2014
Additions
Balance at March 31, 2015
10
(37 ,364)
(7 ,909)
(45,27 3)
(7 ,37 3)
(52,646)
(5,324)
(57 ,97 0)
Recoverable taxes
Income tax withheld at source
Social Integration Program (PIS) and
Contribution for the financing of social security
(COFINS)
Tax es on Goods and Serv ices (ICMS)
Deferred income tax (“IRPJ”) and Contribution
Others
Non-current portion
Current portion
March 31,
2015
32,01 9
Parent Com pany
Decem ber 31,
2014
28,501
441,87 9
38,995
126,986
1 1,7 66
648,1 27
494,590
48,583
136,461
14,092
7 29,401
441,87 7
38,995
1 38,025
12,266
665,551
1 34,206
580,295
128,1 7 0
51 9,957
1 49,1 06
580,295
1 45,594
51 9,957
Income tax and social contribution
(a)
Deferred income tax and social contribution
Parent Com pany
March 31, Decem ber
2015
31, 2014
39 of 69
Consolidated
Decem ber 31,
2014
34,388
492,248
48,57 1
1 29,894
11 ,7 69
7 14,501
11
Tax losses
Negativ e bases for social contribution
Temporary differences:
Contingencies
Unsettled swaps
Present v alue adjustments receiv ables and
pay ables
Prov ision for doubtful accounts
Prov isions for losses on inv entories
Others
March 31,
2015
35,67 5
Assets
Consolidated
March 31, Decem ber
2015
31, 2014
407 ,028
1 46,530
387 ,603
1 39,537
438,01 5
1 57 ,852
420,540
1 51 ,57 5
1 4,491
7 ,002
1 3,826
4,1 96
1 02,836
1 1 ,929
1 3,826
8,293
28,524
27 ,659
28,524
27 ,659
1 0,847
1 9,7 1 1
21 1
1 0,081
1 7 ,922
1 6,825
1 9,7 1 1
1 2,508
1 4,1 1 6
1 7 ,922
1 5,230
634,344
600,824
7 88,200
669,1 61
B2W - Companhia Digital
Explanatory notes to the quarterly information
at March 31, 2015
In thousands of reais, except when otherwise mentioned
Parent Com pany
March 31, Decem ber
2015
31, 2014
Capitalization of interest
Rev iew of the useful life of intangible
assets
Rev iew of the useful life of fix ed assets
Others
Net balance
Liabilities
Consolidated
March 31, Decem ber
2015
31, 2014
83,348
80,028
83,348
80,028
55,1 1 2
52,239
55,1 1 2
52,239
1 9,891
9,261
1 8,453
1 0,067
1 9,891
4,808
1 8,453
1 3,467
1 67 ,61 2
1 60,7 87
1 63,1 59
1 64,1 87
466,7 32
440,037
625,041
504,97 4
The increase in income tax and social contributions on temporary differences - contingency provision - is due to
the determination of fair value of provided liabilities assumed as a result of the business combination achieved
by the 8M Participações subsidiary and described in Note 12 (d).
(b)
Expected realization of deferred taxes
201 7
201 8
201 9
2020
2021
Parent
Com pany
59,895
80,900
1 50,1 00
1 7 5,837
466,7 32
Consolidated
1 50,967
7 8,400
1 47 ,300
232,900
1 5,47 4
625,041
The realizations above were calculated based on projections of future taxable income, considering, besides the
assumptions of the average nominal growth rate of 25% p.a. disclosed for calculating impairment, other
assumptions of temporary differences of realization, additions and deletions of permanent differences and other
tax matters. Therefore, these projections should not be regarded as indicative of future net income. Due to their
nature, the estimates are subject to not being realized in the future in view of the uncertainties that are inherent
in forecasts.
Brazilian legislation permits that tax losses and negative social contribution bases may be carried over
indefinitely to compensate future taxable profits. However, tax legislation enacted in 1995 limits the use of such
tax losses in any given year to 30% of taxable income.
40 of 69
B2W - Companhia Digital
Explanatory notes to the quarterly information
at March 31, 2015
In thousands of reais, except when otherwise mentioned
(c)
Deferred tax movements
The movement of deferred tax assets and liabilities during the quarter, without taking into account
compensation of balances, is as follows:
Parent Com pany
Prov isions
Present
v alue
adju stm ents
Fiscal
losses
Others
T otal
At Janu ary 1, 2014
Charged (credited) to the
financial statements
54,981
1 6,348
380,649
-
451 ,97 8
4,37 1
8,21 7
30,7 1 4
-
43,302
At March 31, 2014
Charged (credited) to the
financial statements
59,352
24,565
41 1 ,363
-
495,280
(1 3,327 )
3,094
1 1 5,7 7 7
-
1 05,544
At Decem ber 31, 2014
Charged (credited) to the
financial statements
46,025
27 ,659
527 ,1 40
-
600,824
6,026
865
26,41 8
21 1
33,520
At March 31, 2015
52,051
28,524
553,558
21 1
634,344
Deferred tax assets
Parent Com pany
Goodwill
am ortization
Capitalization
of interest
Rev iew of
useful life
intangible
Rev iew of
useful life
fixed assets
Others
T otal
At January 1, 2014
Charged (credited) to the
financial statements
23,934
56,803
29,328
1 3,31 1
3,7 48
1 27 ,1 24
1 99
1 ,27 0
9,388
1 ,1 1 5
901
1 2,87 3
At March 31, 2014
Charged (credited) to the
financial statements
24,1 33
58,07 3
38,7 1 6
1 4,426
4,649
1 39,997
(24,1 33)
21 ,955
1 3,523
4,027
5,41 8
20,7 90
At Decem ber 31, 2014
Charged (credited) to the
financial statements
-
80,028
52,239
1 8,453
1 0,067
1 60,7 87
3,320
2,87 3
1 ,438
(806)
6,825
At March 31, 2015
-
83,348
55,1 1 2
1 9,891
9,261
1 67 ,61 2
Deferred tax liabilities
41 of 69
B2W - Companhia Digital
Explanatory notes to the quarterly information
at March 31, 2015
In thousands of reais, except when otherwise mentioned
Consolidated
Prov isions
Present
v alue
adjustm ents
Write-off
deferred
assets
Fiscal
losses
Others
T otal
At January 1, 2014
Charged (credited) to the
financial statements
61 ,837
1 6,348
-
391 ,088
-
469,27 3
5,27 2
8,21 7
-
32,7 23
-
46,21 2
At March 31, 2014
Charged (credited) to the
financial statements
67 ,1 09
24,565
-
423,81 1
-
51 5,485
At Decem ber 31, 2014
Charged (credited) to the
financial statements
A sset allocation - Direct
54,1 57
27 ,659
-
57 2,1 1 5
1 5,230
669,1 61
8,7 99
88,345
865
-
23,7 52
1 51 ,301
28,524
-
595,867
Deferred tax assets
At March 31, 2015
33,41 6
88,345
1 5,230
7 90,922
Consolidado
Goodwill
am ortization
Capitalization
of interest
Rev iew of
useful life
intangible
Rev iew of
useful life
fix ed assets
Others
T otal
At January 1, 2014
Charged (credited) to the
financial statements
Other credit
23,934
56,803
29,328
1 3,31 1
2,967
1 26,343
199
1,27 0
9,388
1,11 5
521
45
1 2,493
45
At March 31, 2014
Charged (credited) to the
financial statements
Liquid assets from direct
acquired subsidiaries
24,133
58,07 3
38,7 1 6
1 4,426
3,533
138,881
(24,1 33)
21 ,955
13,523
4,027
6,534
21,906
3,400
3,400
Deferred tax liabilities
At Decem ber 31, 2014
Charged (credited) to the
financial statements
-
At March 31, 2015
-
42 of 69
80,028
52,239
1 8,453
13,467
1 64,187
3,320
2,87 3
1 ,438
(5,937 )
1,694
83,348
55,1 1 2
19,891
7 ,530
165,881
B2W - Companhia Digital
Explanatory notes to the quarterly information
at March 31, 2015
In thousands of reais, except when otherwise mentioned
(d)
Reconciliation between nominal and effective tax rates
The reconciliation between the income tax and social contribution, computed by the nominal and effective rates
is demonstrated as follows:
Parent Com pany
March 31,
March 31,
2015
2014
Losses before income tax
and social contribution
Nominal rate - %
Effect of (additions) or deductions on net income
Participation in controlled and jointy controlled companies
Other permanent deductions (additions), net
Income tax and social contribution
at effectiv e rates
Current
Deferred
Income tax and social contribution
(e)
March 31,
2015
Consolidated
March 31,
2014
(7 7 ,1 02)
(88,044)
(7 7 ,339)
(89,845)
34
26,215
34
29,935
34
26,295
34
30,547
636
1,682
37 1
1 09
26,695
26,695
26,695
495
(1)
30,429
30,429
30,429
26,931
(4,7 91)
31,7 22
26,931
32,229
(1,489)
33,7 18
32,230
Tax regime - Law 12,973
The Company and its subsidiaries adopted, from the social exercise of 2015, the changes in tax rules introduced
by Law 12,973.
12
Investments – Parent Company
Participation in
controlled companies
(a)
Subsidiaries
(i)
Ingresso.com S.A.
March
31, 2015
Decem ber
31, 2014
21 4,357
213,1 50
The subsidiary provides technology and services to purchase tickets via the Internet for concerts, theater shows,
soccer games, theme parks, events and cinemas.
The Company holds a 100% ownership holding in Ingresso.com, which owns a 100% interest in B2W Rental
Ltda, 100% in B2W Argentina, 99% in Mesa Express, 99% in B2W México and 50% in B2W Chile. With the
exception of B2W Rental, which rents films and similar items, all of the activities of the others involve the
intermediation and distribution of tickets for shows and public attractions, theme parks and events in general.
43 of 69
B2W - Companhia Digital
Explanatory notes to the quarterly information
at March 31, 2015
In thousands of reais, except when otherwise mentioned
(ii)
8M Participações Ltda.
The objective of this subsidiary is to take ownership holdings in other civil or commercial companies as a
partner, shareholder or quotaholder, as well as to exercise any activities related to its corporate objective, and
may represent domestic or foreign companies.
The Company holds a 100% ownership interest in 8M, which for its part owns 100% of Click - Rodo Entregas
Ltda. and 100% in Uniconsult Sistemas e Serviços Ltda. These companies were acquired by 8M during 2013 for
the purpose of transporting goods and systems development, respectively. In addition to these holdings, the
subsidiary also holds 15.73% of B2W Viagens e Turismo, providing travel services as described in item (iii).
In 2014, 8M Participações acquired 100% of Direct Express Integrated Logistics S.A., which is engaged in the
provision of logistics services, warehousing, agency of air and sea freight, inventory management and collection
and transport of documents.
(iii) B2W Viagens e Turismo Ltda.
The subsidiary, under its brands Americanas Viagens, Submarino Viagens and Shoptime Viagens, offers hotel
reservation services, tour packages, airline tickets, ocean cruises and rental cars.
(iv)
ST Importações Ltda.
The subsidiary's corporate purpose is the importing, exporting, storage and sale of electronic products, electric
appliances, auto accessories, tools, technical assistance spare parts, domestic utilities, toys, gifts, hygiene,
cosmetics and perfume products, commercial representation and business consultancy. The Company's
ownership interest in this affiliate is 100%.
(v)
QSM Distribuidora e Logística Ltda.
The subsidiary's corporate objecive is wholesale trading of goods in general, freight logistics organization,
maritime forwarding and third-party goods warehousing. The Company's ownership interest in this affiliate is
100%.
The QSM Distribuidora e Logística Ltda. was established in 2006 by the group and has been always controlled
by the Company. However, this company did not engage in any activities until 2013, when its capital was paid.
The company is controlled by the Company since its establishment, the beginning of its activities is not related
to a business combination, which presupposes an asset acquisition not held by the Company to enable the
development of a new business.
(vi)
Ideais Tecnologia Ltda.
A company acquired on October 9, 2013, as detailed in item (b) (iv) below. Its services include creation of
computer software programs and the development and operation of e-commerce, digital advertising, consulting
and support for networks, software, the Internet and information technology in general. The stake acquired by
the Company was 100%.
(vii) Tarkena Consultoria, Licenciamento e Desenvolvimento de Sistemas de Informática Ltda.
A company acquired on October 31, 2013, as detailed in item (b) (iii) below. Its corporate purpose is to render
customer and product intelligence consultancy services, specializing in search algorithms, management of
44 of 69
B2W - Companhia Digital
Explanatory notes to the quarterly information
at March 31, 2015
In thousands of reais, except when otherwise mentioned
customer data and systems for forecasting sales, supply of products and balancing of inventories between
distribution centers. The holding acquired by the Company was 100%.
(viii) Digital Finance Promotora de Crédito LTDA.
Company created in partnership with the Cetelem group. Its objective is to render promotional, marketing
development services and offer credit products, and can receive and forward proposals for credit and debit
cards, loans and financing and analyze credits and records.
The beginning of its activities is not related to a business combination, which presupposes an asset acquisition
not yet held by the Company to enable the development of a new business.
(b)
Business Combination
(i)
On August 31, 2014, the Company, through its subsidiary 8M Participações Ltda. ("8M Participações"),
completed the transaction to acquire Direct Express Logística Integrada S/A (Direct.)
The Company's indirect interest in Direct Express Logística Integrada S/A ("Direct) was acquired for R$
127,000 and R$ 12,700 was paid in cash, with the remainder to be paid in three successive installments of R$
38,100 each, the first payment coming due 90 days after the date of the transaction, the 2nd installment 180
days after the date of the transaction and the 3rd installment 270 days after the date of the transaction.
The Company has initiated studies to determine the fair value of assets and liabilities for the allocation of the
purchase price and, to date, the goodwill resulting from these initial studies totals R$ 195,038, as shown below.
The Company expects to complete the studies by the end of the month of August 2015.
Fair v alue of assets and liabilities
Consideration paid
Goodwill
(68,038)
(1 27 ,000)
(1 95,038)
The goodwill registered up to March 31, 2015 of R$ 195,038 was paid mainly for expected future profitability
(goodwill) deriving from the benefit to the company generated in transportation and storage operations in
Direct’s operating region, leading to increased operational efficiency.
The acquired assets and liabilities assumed at market value on the acquisition date, according to studies realized
until this date by internal and external consultants, are presented below.
45 of 69
B2W - Companhia Digital
Explanatory notes to the quarterly information
at March 31, 2015
In thousands of reais, except when otherwise mentioned
ASSET S
LIABILIT IES AND SHAREHOLDERS EQUIT Y
Current
Cash and cash equiv alents
Cients accounts receiv ables
Other accounts receiv ables
1 8587
41 ,208
4056
T otal Current Assets
63,851
Non-current
Deferred income tax and social contribution
1 26569
Fix ed assets
1 9863
Intangible
22,7 99
T otal non-current assets
T otal Assets
169,231
233,082
Current
Suppliers
Tax es pay able
Salaries, prov isions and social contributions
Other current liabilities
T otal current liabilities
Contingencies liabilities
Net Assets (Liabilities)
691 0
4207
7 625
7 528
26,27 0
274,850
(68.038)
The change in goodwill value in this quarter compared to the value presented in the financial statements at
December 31, 2014 is due to the identification of intangible assets (brand, non-compete agreements and client
portfolio) and to determine the fair value of provisions, net of deferred taxes, where applicable, as a result of the
initial studies of the purchase price allocation. These values may also change, because the Company expects to
complete the studies by August 2015.
46 of 69
B2W - Companhia Digital
Explanatory notes to the quarterly information
at March 31, 2015
In thousands of reais, except when otherwise mentioned
(c)
Change in parent company's investments
Ingresso.c
om S.A
Balance on January 1st, 2014
Equity
Conv ersion adjust
Capital increase
Goodwill on acquisition of inv estments
Added v alue
Added v alue out
Capital increase
23,554
1 62
(1 1 5)
Balance on March 31, 2014
Equity
Conv ersion adjust
Acquisition of inv estment
Goodwill on acquisition of inv estments
Added v alue
Added v alue out
Capital increase
Profit reserv e
23,601
901
16
Balance on Decem ber 31. 2014
Equity
Conv ersion adjust
Capital increase
Goodwill on acquisition of inv estments
Added v alue
Added v alue out
Profit reserv e
24,518
867
44
Balance on March 31. 2015
25,429
47 of 69
8M
Particpaç
ões Ltda.
B2W
Viagens e
T urism o
Ltda.
50,347
(2,044)
1 4,21 7
(2,61 7 )
Subm arino
Finance
Prom otora
de Crédito
Ltda.
25,47 3
2,7 02
ST Im portaç
ões Ltda.
22,7 1 3
2,058
B2W Chile
1 52
(8)
(7 )
Viajes
Argentina
689
(1 66)
(1 31 )
1 ,07 0
QSM
4,81 0
435
T arkena
4,553
59
Ideais
48,551
1 ,1 7 1
Digital
Finance
-
1 95,059
1 ,7 52
(252)
1 ,07 0
(6,37 4)
6,37 4
(296)
-
(6,37 4)
6,37 4
(296)
48,303
(1 3,1 82)
1 1 ,600
(7 ,57 9)
28,1 7 5
1 2,809
24,7 7 1
6,334
1 37
(40)
1
1 ,462
(600)
37 6
5,245
7 03
4,61 2
(1 66)
49,426
5,1 68
21
(6,37 3)
6,37 3
(667 )
1 1 ,7 01
500
(47 8)
46,822
(2,581 )
4,021
(3,090)
40,984
3,862
31,105
2,505
98
(36)
4
1,238
(281 )
66
5,948
(388)
3,968
(2)
53,927
41 5
931
44,846
33,610
66
1,023
5,560
3,966
54,120
1 97 ,333
4,369
392
(6,37 3)
6,37 3
(667 )
1 2,201
(47 8)
521
44
213,150
1 ,31 5
114
(6,37 3)
6,37 3
(222)
-
565
214,357
(6,37 3)
6,37 3
(222)
44,241
T otal
B2W - Companhia Digital
Explanatory notes to the quarterly information
at March 31, 2015
In thousands of reais, except when otherwise mentioned
(d)
Information about subsidiaries and jointly controlled companies
% Share
Capital
Shareholders'
equity
March 31, 2015
Net incom e
(loss)
Direct Subsidiaries
Ingresso.com
8M Participações Ltda.
B2W V iagens e Turismo Ltda.
ST Importações Ltda.
B2W Chile
V iajes Argentina
B2W Méx ico
Mesaex press
Submarino Finance Promotora de Crédito Ltda
QSM
Ideais
Tarkena
Digital Finance
100
100
84.268
100
50
100
1
1
100
100
100
100
100
6,998
62,028
3,922
4,050
2,939
27
84
1 2,005
5,000
1 33
11
500
25,429
53,47 8
1 ,1 05
34,007
1 32
635
12
(27 2)
44,847
6,61 6
2,920
(45)
566
867
(5,890)
(3,667 )
2,505
(7 2)
(281 )
(6)
3,862
(388)
(7 ,7 51 )
(2)
44
Indirect Subsidiaries
Click Rodo
Uniconsult
Direct
Rental
B2W Argentina
100
100
100
99.87 5
100
7 ,888
1 90
237 ,7 55
463
(6,555)
3,435
103,7 1 9
(20,7 93)
423
(1 ,436)
1 84
323
(489)
4
% Share
Capital
Decem ber 31, 2014
Shareholders'
Net incom e
equity
(loss)
Direct Subsidiaries
Ingresso.com
8M Participações Ltda.
B2W V iagens e Turismo Ltda.
ST Importações Ltda.
B2W Chile
V iajes Argentina
B2W Méx ico
Mesaex press
Submarino Finance Promotora de Crédito Ltda
QSM
Ideais
Tarkena
Digital Finance
100
100
84.268
100
50
100
1
1
100
100
100
100
100
6,998
62,028
3,922
4,050
2,939
27
84
1 2,005
5,000
1 33
11
500
24,51 8
46,822
4,7 7 2
31 ,501
1 95
842
12
(266)
40,984
5,948
8,7 33
(43)
521
1 ,063
(15,226)
(1 2,1 00)
8,392
(1 08)
(7 15)
(18)
(23)
1 5,51 1
1,1 38
6,339
(1 07 )
21
Indirect Subsidiaries
Click Rodo
Uniconsult
Direct
Rental
B2W Argentina
100
100
100
99.87 5
100
7 ,888
1 90
237 ,7 55
463
(5,1 1 9)
3,250
1 03,397
(20,304)
381
244
1 36
(2,7 7 1 )
(3,01 7 )
(59)
48 of 69
B2W - Companhia Digital
Explanatory notes to the quarterly information
at March 31, 2015
In thousands of reais, except when otherwise mentioned
The net equity and income from subsidiaries have been adjusted, where applicable, with the elimination of
profit/loss on related party transactions.
13
Related party transactions
(a) Commercial cooperation agreement and others
During the quarter ended March 31, 2015, the Company and its subsidiary ST Importações sold to its parent
company LASA the amounts of R$ 21,822 and R$ 89,922, respectively, in merchandise (R$ 1,657 and R$
79,714, respectively, in the quarter ended March 31, 2014).
In addition, in the quarter ended March 31, 2015, the Company made purchases from its parent company LASA
of R$ 46,148 (R$ 38,646 in March 31, 2014). The increase is due to the optimization of purchases for the
achievement of better logistics efficiency and meeting deadlines with customers.
At March 31, 2015 the Company had to pay R$ 29,965 related to this transaction (R$ 35,267 at December 31,
2014) and to receive R$ 14,980 (R$ 1,244 at December 31, 2014).
During the quarter ended March 31, 2015 the Company made no purchases from ST Importações Ltda. (R$
98,265 at December 31, 2014).
(b) Reimbursement of expenses
In the quarters ended March 31, 2015 and 2014, the Company repaid to the parent company the following
expenses: (i) rental of the Headquarters and DCs in the amount of R$ 8,966 and R$ 7,021, respectively; (ii)
Management Fees of R$ 1,771 at March 31, 2014. The Company has to pay R$ 5,878 (R$ 6,272 payable at
December 31, 2014) as reimbursement for these expenses.
Additionally, at March 31, 2015, the Company had accounts receivable of R$ 110,087 (R$ 69,887 at December
31, 2014) and R$ 38,806 (R$ 38,726 on December 31, 2014) with 8M Participações and B2W Rental,
respectively, for loans contracted for payment of expenses.
(c) Licensing of the use of the Americanas.com Brand and Similar Trademarks
The Company signed a licensing agreement with LASA for the use of the trademark, through which it is granted
the exclusive license to use the Americanas.com trademark and similar brands for the activities specified in its
bylaws. As stated in the contract, the brand licensing will be free as long as LASA holds a significant
shareholding position in the Company.
(d) Remuneration of management
The transactions, compensation and benefits for the Directors and key executives of the Company and
subsidiaries are described in Note 28.
One of the members of the Board of Directors of the Company, Mr. Love Goel, nominated for this position by
the management of Lojas Americanas, has a stake in GVG, of which he is CEO, which has rendered project
development services related to customers' shopping experiences on the sites. The value of the services provided
by that company in 2015 was R$ 12,715 (R$ 2,322 in 2014). The choice of this firm was based both on the
Company's needs and through benchmarking. Figures for the project are in line with market values.
(e) Kiosk operations
The Company has a contract with its parent company, LASA, to jointly carry out activities to increase the
synergy in their operations with the installation of Americanas.com brand kiosks in the commercial premises of
LASA. Under the agreement, the payments for transactions on the Americanas.com site by customers can also
49 of 69
B2W - Companhia Digital
Explanatory notes to the quarterly information
at March 31, 2015
In thousands of reais, except when otherwise mentioned
be made at any of the counters in the LASA stores.
The amounts obtained from these transactions, which are paid at the LASA points of sale, are transferred
monthly to the Company, net of costs incurred by the LASA operation of the kiosks. Thus, the total amount
receivable from the operation of all the kiosks installed was R$ 37,728 at March 31, 2015 (R$ 45,982 at
December 31, 2014), and the amount of LASA operating costs reimbursed by B2W totaled R$ 11,104 and
R$ 9,121 in the quarters ended March 31, 2015 and 2014, respectively.
(f) Transportation of Merchandise
With the acquisition of the indirect subsidiaries ClickRodo and Direct in 2013 and 2014 respectively, the
Company began to conduct freight services using these transportation companies. Paid freight services in 2015
to these subsidiaries totaled R$ 111,154 (2014 - R$ 169,505 for ClickRodo). The balance payable in 2015 to these
subsidiaries resulting from such transactions totaled R$ 59,204 (2014 - R$ 72,043 for ClickRodo).
(g) Systems Development
As of the acquisition of the Ideais and Tarkena direct subsidiaries and Uniconsult and ClickRodo indirect
subsidiaries in 2013, the Company began to render systems development services. Development services paid in
2015 to these subsidiaries totaled R$ 95,920 (2014 - R$ 95,920). The balance to be paid in 2015 to these
subsidiaries derives from such transactions, totaling R$ 5,846 (2014 - R$ 5,846).
(h) Private issue of debentures
On December 7, 2010, at a Board of Directors Meeting the first private issuance of debentures was approved,
non-convertible into shares, of the type subordinated, sole series. The issuance was not registered with the
CVM, because the debentures constituted a private placement without any sales efforts aimed at investors, fully
subscribed by BWU Comércio Entretenimento S.A., a wholly owned subsidiary of the parent company Lojas
Americanas S.A. The requirements and the characteristics of the issue are detailed in Note 17.
(i) Open balances
The balances, classified as "Related parties", in non-current assets, refer to operating current accounts and
kiosks between the companies of the Group and do not incur interest.
50 of 69
B2W - Companhia Digital
Explanatory notes to the quarterly information
at March 31, 2015
In thousands of reais, except when otherwise mentioned
Assets balances
March 31,
Decem ber
2015
31, 2014
Parent com pany
Lojas A mericanas S.A.
Direct subsidiaries
Ingresso.com S.A.
B2W Viagens e Turismo Ltda.
B2W Rental
Submarino Finance
Click Rodo
8M Participações
Uniconsult
Ideais
Direct
QSM
Others
1 6,864
5,687
442
3,986
38,806
(882)
(7 ,368)
1 10,087
(2,029)
(2,668)
(44,7 7 5)
(506)
929
96,022
112,886
302
3,694
38,7 26
(469)
(1 8,534)
69,887
(1 ,036)
(2,437 )
(50,097 )
(1 ,494)
41 6
38,958
44,645
The consolidated results are presented, basically, for the transfers made to LASA on account of the operations
noted above.
51 of 69
B2W - Companhia Digital
Explanatory notes to the quarterly information
at March 31, 2015
In thousands of reais, except when otherwise mentioned
14
Fixed assets
Parent Com pany
Land
Facilities, furniture and
fix tures
Goods for rental
Machines and IT equipment
Improv ements to third parties
buildings
Others
Total
52 of 69
March 31,
2015
Decem ber
31, 2014
Consolidated
March 31,
2015
Decem ber
31, 2014
Cost
Accum ulated
depreciation/
am ortization
Net
Net
Cost
Accum ulated
depreciation/
am ortization
Net
Net
5,7 04
-
5,7 04
5,7 04
5,7 04
-
5,7 04
5,7 04
1 06,1 38
(37 .206)
1 06,1 01
7 2,033
1 1 2,348
(38.613)
1 1 2,309
7 4,7 25
423,002
(87 .522)
422,91 4
321 ,281
27 ,234
443,042
(25.947 )
(93.07 4)
27 ,208
442,949
4,058
332,7 49
63,7 68
(14.97 5)
63,7 53
45,805
69,7 68
(1 5.558)
69,7 52
53,47 6
-
3,31 3
(926)
2,387
3202
4
(2)
-
2
4
16
(14)
2
255
598,61 6
(1 39.7 05)
598,47 6
444,827
661 ,425
(1 7 4.1 32)
661 ,251
47 4,169
B2W - Companhia Digital
Explanatory notes to the quarterly information
at March 31, 2015
In thousands of reais, except when otherwise mentioned
Fixed assets movement of the quarter ended March 31, 2015:
Parent Com pany
Consolidated
March 31,
2015
March 31,
2014
March 31,
2015
March 31,
2014
444,827
310,263
474,169
319,636
Additions
Write-off
Depreciation
24,489
(472)
(9,933)
31,744
(183)
(6,377)
24,915
(472)
(11,319)
33,075
(241)
(8,038)
Net balance in the end of the exercise
458,911
335,447
487,293
344,432
Net balance in the begining of the exercise
The additions in the quarter refer substantially to the Logistics Equipment expenses.
53 of 69
B2W - Companhia Digital
Explanatory notes to the quarterly information
at March 31, 2015
In thousands of reais, except when otherwise mentioned
15
Intangible assets
Parent Com pany
March 31, Decem ber
2015
31, 2014
Cost
Goodwill on inv estment
acquisitions
Rights for the use of software
Usage rights
Dev elopment of web sites and
sy stems
License for the use of
BLOCKBUSTER® Online brand
Others
Net
Net
Cost
Accum ulated
depreciation/
am ortization
Net
Net
1 38,047
86,1 1 6
1 6,500
(55,47 3)
(80,063)
(2,640)
82,57 4
6,054
1 3,860
82,57 5
6,1 99
1 4,1 90
469,595
1 69,963
1 6,500
(58,7 26)
(1 05,263)
(2,640)
41 0,869
64,7 00
1 3,860
236,630
40,91 7
1 4,1 90
2,1 32,7 45
(343,640)
1 ,7 89,1 05
1 ,7 21 ,1 98
2,1 81 ,261
(347 ,687 )
1 ,833,57 4
1 ,7 59,655
21 ,060
953
(8,01 4)
-
1 3,046
953
1 3,324
953
21 ,060
6,302
(8,01 4)
-
1 3,046
6,302
(489,829)
1 ,905,592
1 ,838,439
2,864,681
(522,331 )
2,342,350
2,395,421
54 of 69
Accum ulated
depreciation/
am ortization
Consolidated
March 31, Decem ber
2015
31, 2014
1 3,324
6,525
2,07 1 ,241
B2W - Companhia Digital
Explanatory notes to the quarterly information
at March 31, 2015
In thousands of reais, except when otherwise mentioned
Intangible movement of the quarter ended March 31, 2015 and 2014:
Parent com pany
Net balance in the begining of the
period
March 31,
2015
March 31,
2014
March 31,
2015
March 31,
2014
1,838,439
1,360,11 5
2,07 1,241
1 ,542,31 6
99,1 62
-
1 1 6,061
(1 5,1 7 8)
11 1 ,857
-
1 32,7 7 9
(32,009)
-
-
(36,1 57 )
21 ,203
17 4,206
(18,846)
-
2,342,350
1 ,656,249
Additions
Write-off
Amortization
Added v alue - Direct
Goodwill - Direct
Net balance in the end of the period
Consolidated
-
1,905,592
1 ,460,998
The additions in the quarter refer substantially to website and systems development expenses.
At March 31, 2015 and December 31, 2014, the goodwill determined on the acquisitions of investments were
represented as follows:
Parent company
March 31,
2015
Decem ber
31, 2014
Net
Consolidat ed
March 31,
2015
Accumulat ed
Goodwill on
invest ment
acquisit ions
TV Sky Shop
Ingresso.com
8M Participações
Mesaexpress
Uniconsult
Click Rodo
Ideais
Direct
Tarkena
55 of 69
Decem ber
31, 2014
Accumulat ed
Cost
amort izat ion
Net
1 35,305
2,7 42
(53,866)
(1 ,607 )
81 ,439
1 ,1 35
81 ,439
1 ,1 36
1 38,047
(55,47 3)
82,57 4
82,57 5
Cost
amort ization
Net
Net
1 35,305
6,1 64
2,07 9
31 0
67 ,47 9
1 9,426
39,7 83
1 95,038
4,01 1
469,595
(53,866)
(3,61 3)
(1 ,247 )
81 ,439
2,551
832
31 0
67 ,47 9
1 9,426
39,7 83
1 95,038
4,01 1
41 0,869
81 ,439
2,551
7 98
31 0
61 ,569
1 9,426
46,1 56
(58,7 26)
4,01 1
21 6,260
B2W - Companhia Digital
Explanatory notes to the quarterly information
at March 31, 2015
In thousands of reais, except when otherwise mentioned
The change of the Direct goodwill balance compared to the balance at December 31, 2014 is due to the
preliminary determination of fair value of net liabilities assumed upon its acquisition by the Company (Note
12 (d)), for a goodwill value of R$ 195,038.
(a)
Goodwill on acquisition of investments
The Company annually evaluates impairment, with the latest assessment conducted upon the closing of the
year ended December 31, 2014, this goodwill calculated from investments and mergers stemming from the
expectation of future profitability, based on the projections of future earnings for a period of 10 years, using
25% per year for the nominal growth rate (including inflation rate) and a single discount rate of 13% to
discount future estimated cash flows. For the impairment test of the goodwill of TV Sky, the Company used
B2W as the cash generating unit, whose Market capitalization exceeds the value of its net assets in an amount
greater than the premium paid. The impairment test of goodwill as well as of all intangible assets and
property, did not reveal the need for the recognition of any losses.
The goodwill balances determined on acquisition of equity interests are supported by technical appraisals
based on expected future profitability.
Despite the increase of goodwill regarding the acquisition of Direct, the cash flows projected for this cashgenerating unit show there is no need for a provision for impairment of this goodwill.
(b)
Website Development and Systems/Software Use License
These represent expenses for e-commerce platforms (development of technological infrastructure, content,
applications and graphic layout for the sites), the ERP Oracle system and expenses for the implementation of
the development of the Company's own systems, and amortized using the straight-line method over the period
stipulated for the use of the benefits identified.
Following its path of innovation, B2W has proceeded to invest in new features, designed mainly to improve the
purchase experience, increase the conversion rate and strengthen the positioning of its brands, as well as
implementing new operating functions for the Company. Below are highlighted the following recently
introduced projects:
• New ACOM and SUBMARINO mobile checkout: Responsive Layout, Faster loading screens.
• Insurance and services website: Air-conditioning installation, Insurance for General Theft and mobile device
theft, PET health care plan PET, Extended Warranty.
• New client service screen: Clearer information, improved customer experience.
• New Shoptime Marriage Present List layout: Responsive Layout, Current layout adjusted to branding.
• Soubarato Discount Coupons: Changing the location of the coupon field (now in payment), error messages
for different use situations.
56 of 69
B2W - Companhia Digital
Explanatory notes to the quarterly information
at March 31, 2015
In thousands of reais, except when otherwise mentioned
(c)
Borrowing costs capitalized
The value of borrowing costs capitalized during the quarters ended March 31, 2015 and 2014 were R$ 7,868
and R$ 26,201, respectively. The rate used for calculating the borrowing costs eligible for capitalization was
approximately 118% of the CDI at March 31, 2015 (118% of CDI at March 31, 2014), corresponding to the
weighted average rate on borrowings obtained by the Company.
(d)
Usage rights
The Company reacquired usage rights for means of telecommunications from LASA for R$ 16,500 (Internet,
telephone sales, among others), deriving from the ending of the partnership between LASA and Itaú Unibanco
Holding S.A and recorded the amount as an intangible asset.
57 of 69
B2W - Companhia Digital
Explanatory notes to the quarterly information
at March 31, 2015
In thousands of reais, except when otherwise mentioned
16
Borrowings and financing
(a)
Composition
Annual charges
Final
m aturity
Parent com pany
March 31,
Decem ber
2015
31, 2014
Consolidated
March 31,
Decem ber
2015
31, 2014
In local currency
Working capital
BNDES (i)
BNDES (i)
BNDES (i)
FINEP (v )
FIDC Quotes (iv )
1 08.0% CDI to 1 18.0% CDI
TJLP + 1 .4% p.a to 4.0% apa.
SELIC + 2.9% p.a.
6% p.a.
4% p.a.
1 08.9% to 1 57 .0% CDI
1 .30.2020
9.1 5.2021
9.1 5.2022
1 2.01 .2020
1 2.1 5.2020
6.21 .201 8
1 7 1 ,609
402,997
21 5,647
1 9,931
7 7 ,048
420,222
7 4,465
14,47 2
7 7 ,07 3
333,848
402,997
21 5,647
1 9,931
7 7 ,048
7 30,416
150,1 84
420,222
7 4,465
1 4,47 2
7 9,555
664,837
In foreign
currency (iii)
Working capital (ii)
Swap operations (ii)
US$ + 3.45% to 4.40% p.a.
1 23% to 1 23.5% CDI
1 2.1 4.201 5
1 2.1 4.201 5
426,7 40
(159,344)
349,7 81
(91 ,41 4)
487 ,207
(1 7 1 ,294)
399,346
(94,096)
1 ,154,627
(7 46,01 9)
844,599
(435,1 81)
2,095,800
(1,51 8,268)
1 ,7 08,985
(1 ,1 35,01 8)
408,608
409,418
Non-current portion
Current portion
58 of 69
57 7 ,532
57 3,967
B2W - Companhia Digital
Explanatory notes to the quarterly information
at March 31, 2015
In thousands of reais, except when otherwise mentioned
(i) BNDES financing related to the FINEM program (investments in information technology, implementing a
distribution center, acquisition of machinery and equipment and investments in social projects), PEC
(Working Capital), BNDES Automatic and "Connected Citizens - Computers for Everyone" programs.
(ii) Foreign currency operations are protected against changes in exchange rates by the use of financial
instruments known as swaps (see Note 4).
(iii) Funding consistent with Resolution 2,770 of the Brazilian Central Bank (BACEN).
(iv) Represents the value of the senior and subordinated mezzanine quotas issued by FIDC (Note 8 (a)).
Borrowings and long-term financing by maturity:
Parent com pany
March 31,
March 31,
2015
2014
201 6
201 7
201 8
201 9
2020
2021
2022
(b)
1 01 ,336
1 1 6,1 20
1 58,47 4
1 58,47 4
1 50,641
44,282
1 6,692
7 46,01 9
1 07 ,243
92,1 7 7
7 5,1 87
7 5,1 87
67 ,1 7 7
1 8,21 0
435,1 81
March 31,
2015
1 1 6,336
1 31 ,1 20
899,665
1 58,47 4
1 50,641
44,282
1 7 ,7 50
1 ,51 8,268
Consolidated
March 31,
2014
1 32,243
97 ,1 7 7
7 45,024
7 5,1 87
67 ,1 7 7
1 8,21 0
1 ,1 35,01 8
Guarantees
Borrowings and financing in the Parent Company and in the Consolidated are guaranteed by letters of credit of
R$ 715,624.
(c)
Available lines of credit
At March 31, 2015, the Company and its subsidiaries maintained lines of credit with a number of institutions
in order to use them in times of necessity to ensure the organic growth of the Company.
The Company and its subsidiaries are subject to certain debt restriction clauses (Debt Covenants and Cross
Default) contained in the borrowing and finance contracts. These clauses include, among others, the
maintenance of certain financial indicators, calculated based on quarterly information published by
Management. At March 31, 2015 and December 31, 2014 all of the indexes had been met.
59 of 69
B2W - Companhia Digital
Explanatory notes to the quarterly information
at March 31, 2015
In thousands of reais, except when otherwise mentioned
17
Debentures
(a)
Composition (parent company and consolidated)
1 st Priv ate issue
Issue date
Maturity
T y pe of
issue
Bonds
outstanding
Value at
the issue
date
Annual
financial
charges
1 2.22.201 0
1 2.22.201 6
Priv ate
200,000
1 000
11 1 .5% CDI
Non-current
Current
(b)
(c)
2014
2013
206,87 7
200,582
-200,000
-200,000
6,87 7
582
Movement
2 nd Public
issue
1st Priv ate
issue
3 rd Public
issue
T otal
At January 1, 2014
Interest amortization
Financial charges
1 1 3,041
(9,91 0)
1 1 ,500
200,295
(1 7 ,7 53)
1 8,035
31 4,603
(26,320)
29,1 1 4
627 ,939
(53,983)
58,649
At March 31, 2014
Interest amortization
Financial charges
1 1 4,631
(1 22,389)
7 ,7 58
200,57 7
(24,1 47 )
24,1 52
31 7 ,397
(337 ,426)
20,029
632,605
(483,962)
51 ,939
At Decem ber 31, 2014
Financial charges
-
200,582
6,295
-
200,582
6,295
At March 31, 2015
-
206,87 7
-
206,87 7
Information about issues of debentures
The descriptions of the debentures presented in the financial statements as at December 31, 2014 remain
unchanged for the quarter ended March 31, 2015.
18
Taxes and contributions (Current)
Tax es on goods and serv ices (ICMS)
Serv ice tax (ISS)
Social integration program (PIS)and
Contribution for the social security
fund (COFINS)
Tax on industrialized products (IPI)
Others
60 of 69
March 31,
2015
1 5,808
1 26
Parent com pany
Decem ber 31,
2014
1 1 ,937
17 8
-
-
1 5,934
1 2,1 1 5
March 31,
2015
20,1 7 0
1 ,067
4,422
17 4
1 ,264
27 ,097
Consolidated
Decem ber 31,
2014
1 8,437
7 17
6,804
1 ,092
2,229
29,27 9
B2W - Companhia Digital
Explanatory notes to the quarterly information
at March 31, 2015
In thousands of reais, except when otherwise mentioned
19
Provision for contingencies
The Company and its subsidiaries are parties to lawsuits and administrative proceedings before courts and
government agencies involving issues of tax, labor, civil and other matters. The Management has a system for
monitoring judicial and administrative proceedings conducted by the Company's own Legal Department and
outside counsel. Judicial deposits are made when legally required, and totaled R$ 21,795 at March 31, 2015
(R$ 23,412 at December 31, 2014), in the Parent Company, and R$ 22,501 at March 31, 2015 (R$ 30,127 at
December 31, 2014), in the consolidated statements. Based on information provided by its external legal
advisors, analysis of pending lawsuits, and labor actions (with prior experience as regards claims),
management recorded a provision that it judged sufficient to cover potential losses from the lawsuits in
progress. Letters of guarantee are used to secure some lawsuits.
(a)
Constituted Provisions
Tax
Labor
Civ il
March 31,
2015
23,51 7
93,305
200,357
317 ,17 9
Decem ber 31,
2014
1 ,605
1 ,596
37 ,1 7 4
40,37 5
The increase in corporate contingencies for the quarter ended March 2015 due to the determination of the fair
value of provisioned liabilities (tax and labor, mostly) assumed in the acquisition of the Direct subsidiary by
8M Participações, as described in Note 12 (b).
Changes in provisions for contingencies:
T ax
At January 1, 2014
Additions
Rev ersal
Monetary v ariation
337
1 ,040
At March 31, 2014
Additions
Rev ersal
Monetary v ariation
1 ,37 7
7 22
(554)
60
At Decem ber 31, 2014
Additions
Rev ersal
Monetary v ariation
Added v alue allocation - Direct
1 ,605
At March 31, 2015
61 of 69
Labor
1 ,596
Parent com pany
Civ il
T otal
41 ,420
(998)
43,353
1 ,040
(998)
1 ,596
40,422
7 ,529
(1 1 ,7 88)
1 ,01 1
43,395
8,251
(1 2,342)
1 ,07 1
634
21 ,27 8
1 ,596
91 ,7 1 0
37 ,1 7 4
1 ,980
(660)
1 61 ,862
40,37 5
1 ,980
(660)
634
27 4,850
23,517
93,306
200,356
31 7 ,1 7 9
B2W - Companhia Digital
Explanatory notes to the quarterly information
at March 31, 2015
In thousands of reais, except when otherwise mentioned
(b)
Contingent liabilities not provided
At March 31, 2015, the Company had administrative and legal demands of a civil nature in the approximate
amount of R$ 27,743 (R$ 23,981 at December 31, 2014), for the Parent Company and Consolidated
statements, classified by their legal counsel as "possible losses".
Additionally, there are lawsuits related to tax assessment notices classified as "possible losses" that mainly
refer to the recovery of IPRJ and CSLL debts due to alleged improper use of tax loss carry forwards and social
contribution, since the limit of 30% for realization of compensation was not observed, provided of
approximately R$ 4,636.
Any relevant liabilities resulting from contingent liabilities, other than those provided is not
expected.
20
Anticipated revenue
B2W on October 18, 2013 signed a Commercial Extended Warranty Insurance Contract Agreement with
insurer CARDIF do Brasil Seguros e Garantias S.A., through intermediation of TRR Securitas Corretora de
Seguros Ltda., and Panamericano Administracão e Corretagem de Seguros e de Previdência Privada LTDA.,
for a period of up to 5 years, with the aim of exploiting the provision of an Extended Warranty for purchases
made by customers through the Company's sales channels.
Through this contract, B2W booked anticipated revenues in the amount of R$ 35,000 that are being allocated
to income as targets are met.
The amounts received and not yet allocated are booked under liabilities as "Other Current Liabilities” and
"Other Non-current Liabilities."
Adv ance receiv ed
35,000
A propriated in 2013 (17 ,285)
A propriated in 2014
(2,484)
A propriated in 2015
(567 )
T o apropriate
1 4,664
Non-current installm ent
1 2,1 7 5
Current installm ent
2,489
21
Shareholders' equity
(a)
Capital Increase
Share capital may be increased by the Board of Directors, without the need for a change in the statutes, up to a
limit of 200,000,000 common shares. There is no preemptive right for the subscription of shares.
Pursuant to the Extraordinary General Meeting held June 5, 2014, an increase in the Company's capital stock
of R$ 2,380,000 was authorized, through private placement of 95,200,000 common shares, without par
value, at an issue price R$ 25.00 per share. Lojas Americanas S.A. paid up 40,871,656 common shares
62 of 69
B2W - Companhia Digital
Explanatory notes to the quarterly information
at March 31, 2015
In thousands of reais, except when otherwise mentioned
corresponding to R$ 1,021,791 on June 9, 2014 and the non-controlling shareholders paid R$ 1,358,209,
equivalent to 54,328,344 shares by July 29, 2014.
The capital increase was proposed in the context of the Share Subscription Agreement entered into on January
24, 2014 between Companhia Tiger Global Brazil, LLC, Tiger Global Long Opportunities Brazil, LLC, (Tiger
Global Long Opportunities Brazil, LLC,) and the Company's parent company, holder at the date of the Meeting
of 62.23% of the Company's share capital.
Additionally, up to December 31, 2014, as approved by the Board, are payments totaling R$ 26,333,911.92,
with the consequent issuance of 1,285,208 common shares as a result of the exercise of options granted under
the Share Option Purchase Program approved by the Company . As a result, on December 31, 2014 the
Company's share capital amounted to R$ 3,605,325 corresponding to 255,484,410 common shares. Approval
of this share capital occurred in January 2015.
The composition of the shareholders of the Company's capital at March 31, 2015 and December 31, 2014 is as
follows:
Num ber of shares
March 31,
Decem ber 31,
2015
2014
Lojas Americanas S.A
Tiger Global Brazil,LLC e Tiger Global l. O. Brazil,
LLC
Oppenheimer Dev eloping Markets Fund
Management
Other shareholders (free floating)
Lojas Americanas S.A.
Non-controllers
(b)
1 41 ,922,967
1 3,020,426
15,51 6,932
2,7 29,557
82.294.528
1 41 ,87 5,667
1 4,437 ,826
13,1 55,632
2,7 29,557
83,285,7 28
255.484.41 0
255,484,41 0
55.55%
44.45%
55.53%
44.47 %
Changes in capital
Number of shares, with no par value.
Com m on
Nom inal
(c)
At Decem ber 31, 2013
Priv ate Subscription
Subscription of shares through the Action Plan
1 58,999,202
95,200,000
1 ,285,208
At Decem ber 31, 2014
255,484,41 0
Capital reserve
This reserve was created as a result of a 2007 ownership restructuring process, in consideration of merged net
book assets.
63 of 69
B2W - Companhia Digital
Explanatory notes to the quarterly information
at March 31, 2015
In thousands of reais, except when otherwise mentioned
(d)
Legal reserve
The legal reserve is credited annually with 5% of net income and may not exceed 20% of the share capital. The
legal reserve is to ensure the integrity of the capital stock and may only be used to offset losses and increase
share capital.
22
Payment based on shares
The Company approved a Share Option Plan ("B2W Plan") at the GSM held on December 13, 2006, pursuant
to § 3 of Art. 168 of Law No. 6.404/76, destined for its Managers and employees. The GSM held on March 31,
2007 approved the merger of the Company with TV Sky Shop S.A., and ratified maintaining the Plan approved
in December 2006, as mentioned. The options are limited to 3% of total capital.
The Plan is administered by the Board of Directors or by a Committee nominated by the Board and has the
following features:

the equivalent of 10% of the option must be exercised by the beneficiary on the date of the award;

the remainder of the option is not subject to a grace period, and may be exercised fully or partially at any
moment until the program expires;

the issue price or the purchase price will be the equivalent to the average value of the closing price of the
Company's options over the past 22 trading sessions of the São Paulo Stock Exchange (BOVESPA) prior to the
date the option was awarded, with the payment of the issue price or the purchase price of the residual batch
plus monetary correction based on the variation of the IGPM and 6% interest per year as of the date of the
award;

the exercise price of the options that have not been exercised will be deducted from the amount of the
dividends and interest on own equity per share paid by the Company on the date of the award;

the shares that have been exercised may be freely sold by their beneficiaries when they have been fully paid up
and have observed the conditions defined in the Plan;

the Company has first rights of refusal for the repurchase option of the shares once an employment
relationship no longer exists with the beneficiary.
At the General Shareholders' Meeting (GSM) held on August 31, 2011, the Company approved the reform of its
Share Option Plan, with the main changes described below:

the options may be exercised in the manner that is foreseen in each program, within the deadline and during
the periods that have been established for the Programs and their respective Contracts;

the issue price, the purchase price will be equivalent to the weighted average of the price of the Company's
shares at the closing of the last 22 trading sessions of the Bolsa de Valores Mercadorias e Futuros
(BM&FBOVESPA) prior to the date the option concession was awarded, and can be monetarily restated based
on the IPCA (Full National Consumer Price Index) produced by the IBGE, or other index to be indicated by
the Board of Directors, plus interest according to a rate as determined by the Board of Directors; and

the shares that are exercised may be freely transferred by its beneficiaries when they have been totally paid up
and the minimum non-trading period observed in establishing each Program for each lot of shares.
64 of 69
B2W - Companhia Digital
Explanatory notes to the quarterly information
at March 31, 2015
In thousands of reais, except when otherwise mentioned
Shown below is a statement of the 2009 Program still open as at March 31, 2015 offered to the Company's
main executives:
Program
2009
Global v olum e (ON)
1 ,1 89,41 4
Strike price
47 .92
Strike deadline
6 y ears
Subscription date
7 .3 0.2 01 0
Num ber of shares offered
1 ,006,861
Num ber of shares not exercised
1 2 1 ,500
Num ber of canceled shares
1 ,3 7 5,000
Weighted av arage cost of shares not exercised
3 7 .3 9
The fair value of the shares awarded by the B2W Plan was estimated based on the Black & Scholes options
value model, based on the following assumptions:
Program
2009
Risk free rate
1 0.6 4%
"Plan" duration in y ears
6
Expected annualized v olatility
40.83 %
Div idend y ield
0.2 3 %
Fair v alue of the option on the granting date (per share)
2 8.85
Market v alue on the granting date (per share)
3 3 .6 3
Expected dropout rate (*)
50.00%
(*) The dropout rate corresponds to the percentage of the share options awarded by the Company, which it expects will not
be exercised, because of the non-compliance on the part of the participants with the conditions established by the B2W
Plan. This rate was estimated by the Company using historical bases and the monitoring of the compliance of the
performance conditions of the participants of the B2W Plan.
From the date of the approval of the B2W Plan until March 31, 2015 there were exercised:
Period of
opt ion
exercise
Quant it y of
shares
Tot al amount
Weight ed
avarage cost
Weight ed average market
value on t he dat e of
exercise of t he opt ion
2 007
69,952
3,1 80
45.46
7 8.1
2 008
1 41 ,403
6,7 99
48.08
56.97
in reais
2 01 0
27 ,495
925
33.63
28.7 4
2 01 3
2,462,847
1 6,500
6.7
1 6.28
2 01 4
1 ,285,208
26,333
20.49
37 .7 9
The remuneration costs stemming from the B2W Plan for the period ended March 31, 2015 were R$ 2,215
(R$ 7,015 for the period ended December 31, 2014). The counterpart to the remuneration costs is the posting
to capital reserve - reserve of recognized options awarded under net equity, in view of the fact that the options,
once exercised, are settled through the issue of new shares or the use of shares that are kept in treasury. The
remuneration cost corresponds to the fair value of the B2W Plan, calculated at the date of the award,
65 of 69
B2W - Companhia Digital
Explanatory notes to the quarterly information
at March 31, 2015
In thousands of reais, except when otherwise mentioned
registered during the period when the services were rendered, which begins at the date of the award and ends
at the date on which the beneficiary acquires the right to exercise the option.
The remuneration costs of the B2W Plan to be recognized by the Company for the remaining period (the
period of services that will occur) based on the assumptions used totaled approximately R$ 37,360 at March
31, 2015 (R$ 39,575 at December 31, 2014).
Based on the shareholding capital on December 31, 2014, and the maximum participation dilution in the
percentage that could be submitted to the current shareholders of the Company in the event all of the shares
awarded were to be exercised is less than 1%.
23
Revenue of sales and services
Gross rev enue of sales
Gross rev enue of serv ices
Returns and unconditional discounts
(-) Sales/serv ices tax
Net rev enue
24
Parent com pany
March 31,
March 31,
2015
2014
2,435,67 1
2,005,036
85,836
53,467
(230,567 )
(206,636)
(286,7 99)
(21 7 ,441 )
2,004,1 41
1 ,634,426
March 31,
2015
2,422,81 7
27 9,446
(232,323)
(332,1 05)
2,1 37 ,835
Consolidated
March 31,
2014
2,084,57 0
97 ,7 92
(208,226)
(244,281)
1 ,7 29,855
Financial result
Interest and monetary v ariation on securities
Financial discounts obtained
A ccounts receiv able's fair v alue adjustment
Other finance income
T otal finance incom e
Parent com pany
March 31,
March 31,
2015
2014
1 5,87 7
24,293
1 4,829
1 ,808
52,044
32,649
2
Consolidated
March 31,
March 31,
2015
2014
1 7 ,67 5
55,369
1 4,849
1 ,929
52,043
32,649
2,220
18
82,7 50
58,7 52
86,7 87
89,965
(59,312)
(69,251 )
(65,948)
(1 04,561 )
(51 ,919)
-
(32,880)
(25)
(52,540)
(28)
(33,1 99)
(90)
(47 4)
(47 ,860)
(62,7 1 1 )
(1 ,492)
(2,7 30)
(52,953)
(52,949)
(1 ,607 )
(47 ,860)
(7 0,294)
(3,481 )
(3,01 0)
(52,953)
(59,606)
(2,459)
T otal finance costs
(223,7 68)
(21 2,395)
(240,939)
(255,87 8)
Net financial result
(1 41 ,018)
(1 53,643)
(1 54,1 52)
(1 65,91 3)
Interest and monetary v ariation of borrowings
and financing
Ex pense with anticipation of receiv ables
Monetary v ariation of tax liability
Bank charges and tax es on financial transactions
Suppliers present v alue adjustment
Conditional/giv en discounts
Other finance costs
66 of 69
(7 88)
B2W - Companhia Digital
Explanatory notes to the quarterly information
at March 31, 2015
In thousands of reais, except when otherwise mentioned
25
Expenses by nature
The Company chose to present its statement of operations for the quarters ended March 31, 2015 and 2014 by
function and presents, as follows, the details by nature:
Parent com pany
March 31,
March 31,
2015
2014
Sales
Staff
Occupation
Supplies
Fees and commissions
Distribution
Others
26
Consolidated
March 31,
2014
(99,847 )
(28,060)
(6,41 6)
(1 6,667 )
(1 1 9,004)
(36,506)
(306,500)
(81 ,27 6)
(1 9,006)
(5,087 )
(1 5,088)
(93,929)
(50,237 )
(264,623)
(1 04,823)
(28,244)
(9,582)
(1 8,664)
(92,429)
(53,565)
(307 ,307 )
(87 ,27 0)
(1 9,304)
(7 ,405)
(1 6,508)
(93,935)
(64,1 1 5)
(288,537 )
(9,21 0)
(27 6)
-
(5,27 7 )
-
(1 3,898)
(4,403)
(1 ,660)
(9,1 09)
-
(41 ,942)
(5,67 5)
(57 ,103)
(21 ,557 )
(2,964)
(29,7 98)
(47 ,294)
(1 3,289)
(80,544)
(26,885)
(1 0,204)
(46,198)
General and
adm inistrativ e
Staff
Occupation
Contracted serv ices
Depreciation and amortization
Others (b)
(a)
(b)
March 31,
2015
Mainly refers to on and off-line media and outsourced client services.
Mainly refers to attorney's fees, services and court ordered payments.
Losses per share
Losses per share is calculated by dividing the loss by the average weighted number of common shares in
circulation during the quarter. The calculation of basic losses per share is as follows:
(a)
Basic earnings (losses) per share
Parent com pany
March 31,
March 31,
2015
2014
Num erator
Net income (loss) for the y ear
Denom inator (in thousands of
shares)
Weighted av erage of the common
shares in circulation
Basic earnings (losses) per share
67 of 69
(50,408)
(57 ,61 5)
255,484
1 58,999
(0.1 97 3)
(0.3624)
B2W - Companhia Digital
Explanatory notes to the quarterly information
at March 31, 2015
In thousands of reais, except when otherwise mentioned
The Company has not issued or granted equity instruments that should be considered for calculation of the
diluted earnings per share, according to Technical Pronouncement CPC 41.
27
Obligations - Rental contracts
The Company has a Private Instrument for Commercial Real Estate Rental Contracts and Other Agreements
with Hulusa Comercial e Imóveis Ltda (unaffiliated company). Through this instrument, the Company, in the
capacity of tenant, and Hulusa, in the capacity of landlord, executed a study regarding the establishment of a
new distribution center (DC) for use by B2W on real estate owned by Hulusa. This new DC has been used by
the Company since August 2008. The Company still maintains its Pirambóia and Osasco DCs, whose
consolidation into the operations in the Hulusa DC is anticipated.
The rent is updated monthly on the basis of the arithmetical average of the following Brazilian indexes: IGP-M
(Market General Price Index) and IPC (Consumer Price Index) (at March 31, 2015, the value of the monthly
rent was R$ 6,388). The 10-year (120-month) lease term is counted as of the execution date on the abovementioned lease instrument. To guarantee the new DC, the Company made payments of R$ 10,000 that will
be applied against future rent payments, representing 50% of the monthly rent. Under the above- referenced
contract, Lojas Americanas S.A. is the Company's co-signer, guarantor, and principal debt payer.
For the quarter ended March 31, 2015, the Company incurred rent expenses for its DCs of R$ 77,198
(R$ 17,104 for the quarter ended March 31, 2014).
The Company analyzed the above-referenced contracts and concluded that they conform to the classification
of operational mercantile leasing. Future commitments arising from the lease contracts of these DCs-in-use,
for values as of March 31, 2015 are as follows:
Rentals
2015
2016
2017
2018
2019
onwards
81 ,058
85,1 1 1
89,366
93,834
98,526
28
Employee and management remuneration
(a)
Management remuneration
In accordance with Brazilian Corporation Law and the Company's bylaws, it is the responsibility of the
shareholders, at a General Shareholders Meeting, to establish the total amount of the annual remuneration of
the Management. The Board of Directors is charged with making the disbursement of this allocation amongst
the members of Management. At the General Shareholders' Meeting on April 29, 2014, the monthly global
remuneration limit was established for the Company's Management (Board of Directors and Executive Board).
For the quarters ended March 31, 2015 and 2014, the total remuneration (salaries and profit-sharing) for the
Company's board members, directors and principal executives was R$ 3,951 and R$ 2,439 respectively
(R$ 3,951 and R$ 2,439 in the consolidated), with compensation falling within the limits approved in the
corresponding Shareholders' Meetings.
The Company and its affiliates do not grant post-employment benefits, employment contract rescission
benefits, or other long-term benefits for management and its employees (except for the Stock Option Purchase
Plan described in Note 22).
68 of 69
B2W - Companhia Digital
Explanatory notes to the quarterly information
at March 31, 2015
In thousands of reais, except when otherwise mentioned
29
Subsequent event
The Company, through its Tarkena Consultoria subsidiary, signed a Purchase and Sale contract on May 7,
2015 for quotas representing a 100% ownership interest in Smart E-Commerce do Brasil Technologia Ltda (esmart). e-smart is the main developer of the Magento platform for e-commerce. The acquisition contributes to
the acceleration of the Company's business expansion project. The total purchase price to be paid for the
acquisition of the quotas will be R$ 13,000.
*
69 of 69
*
*