Annual Report • Feb 26, 2016
Annual Report
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PRESS RELEASE
ANNUAL RESULTS 2015
AvH's group result. The strong inflow of new assets under management at Delen Private Bank, the generally favourable development of the financial markets in 2015, and the acquisition of Oyens & Van Eeghen in the Netherlands at the end of 2015 enabled Delen Investments to increase its assets under management to 36,885 million euros (+12.2% compared with 32,866 million euros at year-end 2014). Bank J.Van Breda & C° realized a 1.1 billion euros growth in client assets with a solid commercial performance in each of its three activities: asset management for entrepreneurs and liberal professionals (Bank J.Van Breda & C°), asset management for private clients (ABK bank), and car finance and leasing (Van Breda Car Finance).
• The contribution of the real estate and senior care segment increased substantially in 2015 to 35.6 million euros (59.2 million euros including the full remeasurement income on the historical participation in Tour & Taxis). This result is primarily explained by i) the breakthrough that Extensa was able to achieve in the development of the Cloche d'Or site in Luxembourg and of Tour & Taxis (Brussels) after acquiring control over the latter at the beginning of 2015; ii) the solid performance of Leasinvest Real Estate, and iii) the growth in the senior care activities of Anima Care in Belgium (1,127 beds and 183 service flats) and of Residalya in France (2,153 beds).
• For Sipef, the favourable weather conditions in the second half of 2015 contributed to the increase of palm oil production volumes by 8.35% compared with the previous year. Due to low world market prices for palm oil and rubber, Sipef's profit decreased to 19.2 million USD, which is 61% down on 2014.
Breakdown of the consolidated net result (part of the group) - IFRS
| (€ mio) | 2015 | 2014(1) |
|---|---|---|
| Marine Engineering & Infrastructure | 110.8 | 106.2 |
| Private Banking | 104.0 | 91.4 |
| Real Estate & Senior Care | 35.6 | 14.7 |
| Energy & Resources | 4.2 | 18.0 |
| Development Capital | 8.7 | -6.7 |
| Result of the participations | 263.3 | 223.6 |
| Capital gains / impairments development capital | -1.2 | -15.4 |
| Result of the participations (incl. capital gains / impairments) | 262.1 | 208.2 |
| AvH & subholdings | -7.9 | -7.1 |
| Other non-recurrent results (2015: mainly remeasurement income on Tour & Taxis) |
29.9 | 12.5 |
| Consolidated net result | 284.1 | 213.6 |
(1) The comparable numbers of 2014 have been restated following the early application, as of 2015, by Sipef of the amendments to IAS16 and IAS41 - property, plant and equipment and bearer plants.
• In the development capital segment, Agidens (formerly Egemin) sold its Handling Automation division, contributing 31.7 million euros to AvH's group profit. In 2015, the participations in Hertel and Trasys were sold, but with only a limited impact on the group result. In 2015, a number of portfolio companies from this segment made a negative contribution due to difficult market conditions, which led to impairments (Groupe Flo, Distriplus), project losses (CKT Offshore) and restructuring costs (Euro Media Group).
The board of directors proposes to the ordinary general meeting of May 23, 2016, to increase the dividend per share to 1.96 euros, a 7.7% increase compared to the dividend of 1.82 euros that was paid in 2015. This proposal amounts to a total dividend payment of 65.7 million euros.
The board of directors believes that the companies in which AvH participates are generally well positioned, although major uncertainties in the economic situation and on the financial markets call for caution when making specific profit projections. Nevertheless, the board of directors is confident about the group's development in 2016.
| 31.12.2015 | 31.12.2014 |
|---|---|
| 2,607.3 | 2,372.1 |
| 76.3 | 21.3 |
| 31.12.2015 | 31.12.2014 | |
|---|---|---|
| Number of shares | ||
| Number of shares | 33,496,904 | 33,496,904 |
| Net result per share (€) | ||
| Net result per share | ||
| Basic | 8.58 | 6.45 |
| Diluted | 8.54 | 6.42 |
| Dividend per share | ||
| Gross dividend | 1.9600 | 1.8200 |
| Net dividend | 1.4308 | 1.3650 |
| Net equity per share (€) | ||
| Net equity per share | 77.84 | 70.81 |
| Evolution of the stock price (€) | ||
| Highest | 144.40 | 103.40 |
| Lowest | 100.80 | 78.71 |
| Closing price (December 31) | 135.30 | 102.10 |
DEME - D'Artagnan - Antwerp Tour & Taxis - Brussels
succession of CEO After a highly successful career of more
than 30 years, first as CFO and then as CEO, Luc Bertrand will be succeeded as chairman of the executive committee by Jan Suykens at the forthcoming annual general meeting of May 23.
The board of directors is particularly grateful to Luc Bertrand for the dynamic way in which he shaped the group's diversification strategy over the past 30 years and translated this strategy into profitable growth. Under his leadership, the market capitalization of Ackermans & van Haaren has increased from 50 million euros to more than four billion euros over the past 30 years.
The board of directors is confident that Jan Suykens, who has led the group alongside Luc Bertrand and the other members of the executive committee for more than 25 years, will succeed in successfully continuing the strategy of sustainable growth.
Jan Suykens holds a master's degree in applied economic sciences from UFSIA and earned an MBA from Columbia University. Jan Suykens has been with AvH since November 1, 1990, after having started his career at Generale Bank (corporate & investment banking).
With effect from the annual general meeting of May 23, Luc Bertrand will take over from Jacques Delen as chairman of the board of directors. Luc Bertrand will continue as chairman and/or director of CFE, Delen Private Bank, Bank J.Van Breda & C°, DEME and Sipef.
The board of directors is also particularly grateful to Jacques Delen for the professionalism and effectiveness with which he has served as chairman since 2011.
The board of directors will propose to the forthcoming annual general meeting of May 23 to renew the mandates of Jacques Delen, Pierre Macharis and Pierre Willaert for a period of four years.
At the same time, the board of directors will propose to the shareholders to appoint Professor Marion Debruyne and Mrs Valérie Jurgens as independent directors.
Professor Marion Debruyne holds a degree in civil engineering and earned a doctorate degree from the Faculty of Applied
Economic Sciences, both at Ghent University. She lectured at Wharton School, Kellogg Graduate School of Management, and Goizueta Business School, all in the USA. Marion Debruyne is currently dean of Vlerick Business School. Her fields of expertise include innovation management, marketing & sales, and strategy.
Valérie Jurgens earned a doctorate degree from the School of Oriental and African Studies of London University, where she is currently working as a research associate. Valérie Jurgens is also on advisory bodies of several institutions in the United Kindgom and in the Caribbean, that work to improve the condition of man and the environment.
The mandate of Teun Jurgens, who has been a director since 1996, expires at the forthcoming annual general meeting. The board of directors wishes to thank Teun Jurgens for his long and constructive engagement as a director and his involvement with the group.
DEME closed a particularly active year 2015 with a net profit of 199.2 million euros, an 18% increase compared with 169.0 million euros in 2014.
Contribution to the AvH consolidated net result
| (€ mio) | 2015 | 2014 |
|---|---|---|
| DEME | 121.6 | 103.0 |
| CFE | -13.4 | -3.4 |
| A.A. Van Laere | 2.1 | 0.9 |
| Rent-A-Port/ Rent-A-Port Energy |
-1.0 | 4.0 |
| NMP | 1.5 | 1.7 |
| Total | 110.8 | 106.2 |
Since DEME (AvH 60.40%) was able in the course of 2015 to finish a number of major projects (Wheatstone and Hay Point in Australia, Suez Canal in Egypt, Doha New Port in Qatar, Northwind and Godewind offshore wind farms), some of which extended over several financial years, and certain big new projects were still in their startup phase in 2015, the turnover (economic turnover, i.e. including the jointly controlled group companies on a proportional basis) for 2015 amounted to 2,351.0 million euros, or 9.1% down on the previous year. Nevertheless, the operating result that was realized on this turnover was excellent: the EBITDA increased from 501.5 million euros (19.4%) in 2014 to an exceptionally good 558.4 million euros (23.8%). The strong cash flow generation permitted DEME to end 2015 with only a moderate increase in the net financial debt to 266.7 million euros, after having invested 373.0 million euros in the expansion of its fleet (340.8 million euros net, including the sale of old assets).
Several large-scale projects were successfully executed and/or completed in 2015, such as in Australia (Wheatstone and Hay Point), Belgium (Northwind wind farm), La Réunion (Port Est), and Egypt (Suez Canal). The Suez Canal project involved the realization of an additional 250-metre-wide, 24-metre-deep and 29.5-kilometre-long fairway through the Great Bitter Lake, and the widening of the access channels to 140 metres. The construction of a new port in Doha (Qatar) was completed as well. DEME subsidiary Geo-Sea was engaged on the construction of offshore wind farms, such as the Godewind and Nordsee One projects in Germany and the Galloper and Kentish Flats projects in the United Kingdom.
The order backlog at the end of December 2015 amounted to 3,185 million euros (2014: 2,420 million euros). New orders were won in 2015 in various regions and sectors, such as the large-scale Tuas project in Singapore. The construction of this mega port involves, among other things, the reclamation of 300 hectares of land, the
DEME: Order backlog
| (€ mio) | 2015 | 2014 | ||
|---|---|---|---|---|
| (1) | (2) | (1) | (2) | |
| Turnover | 2,286.1 | 2,351.0 | 2,419.7 | 2,586.9 |
| EBITDA | 489.2 | 558.4 | 443.6 | 501.5 |
| Net result | 199.2 | 199.2 | 169.0 | 169.0 |
| Equity | 1,132.9 | 1,132.9 | 986.7 | 986.7 |
| Net financial position | -269.5 | -266.7 | -126.8 | -212.8 |
(1) Following the introduction of the new accounting standards IFRS10/IFRS11, group companies jointly controlled by DEME are accounted for using the equity method with effect from January 1, 2014.
(2) In this configuration, the group companies that are jointly controlled by DEME are still proportionally integrated. Although this is not in accordance with the new IFRS10 and IFRS11 accounting standards, it nevertheless gives a more complete picture of the operations and assets/liabilities of those companies. In the equity accounting as applied under (1), the contribution of the group companies is summarized under one single item on the balance sheet and in the income statement.
construction of an 8.6-kilometre quay wall, and the dredging of the harbour channels. The works will take six years to complete. DEME Concessions (DEME 100%) entered into a joint venture to develop the largescale Merkur Offshore wind farm (400 MW) in Germany. GeoSea will begin the installation of the 66 offshore wind turbines in 2016. GeoSea also won a contract worth 340 million euros for the construction of 56 offshore wind turbines on the Galloper project in the United Kingdom, while new contracts were signed by DEME a.o. in Egypt, Panama, Turkey and Norway.
DEME continued in 2015 to invest in the renewal and expansion of its fleet with three environmentally friendly (dual fuel with LNG) trailing suction hopper dredgers with capacities of respectively 1,500, 3,500 and 8,000 m³. Also, from 2017, the self-propelled jack-up vessel Apollo, the multipurpose and cable-laying ship Living Stone, and the self-propelled DP2 crane vessel Rambiz 4000 (Scaldis) will serve the offshore energy market. On May 13, 2015, GeoSea also completed the acquisition of the offshore assets of HOCHTIEF. As a result of that transaction, representing a total investment of around 166 million euros (including assumption of debt), GeoSea acquired full control of jack-up vessels Innovation and Thor and pontoons Wismar, Bremen and Stralsund. At the beginning of 2016, DEME commissioned the trailing suction hopper dredger Bonny River (14,500 m³), which will be a trendsetter in the area of coastal protection. This multipurpose vessel can be used effectively in shallow waters, in maritime areas with a hard soil and for deep-sea sand extraction.
At the end of 2015, DEME set up a new division comprising two new entities, specializing in marine civil engineering: DEME Infra Sea Solutions (DISS) and DEME Infra Marine Contractor (DIMCO). In this way, DEME wants to offer its customers global and integrated solutions in dredging and marine civil engineering. As part of this process, the entities CFE Nederland BV and GEKA Bouw BV were repositioned under DIMCO, along with part of the workforce of the civil engineering division of CFE Belgium. From
now on, the group's marine and river civil engineering activities will be carried out exclusively by DISS and DIMCO (subsidiaries of DEME).
The turnover of CFE (AvH 60.40%) amounted to 953.3 million euros in 2015, compared with 1,090.9 million euros in 2014 (excluding the contributions of DEME and Rent-A-Port). This sharp decrease is attributable to the group's intention to limit its international exposure and to adopt a more selective approach in the Benelux area. Nevertheless, the net result (excl. DEME) remained negative as a result of losses in the civil engineering activity, international
| (€ mio) | Turnover | Net result | ||
|---|---|---|---|---|
| 2015 | 2014 | 2015 | 2014 | |
| Civil engineering | 91.8 | 116.3 | ||
| Buildings - Benelux | 530.7 | 523.1 | ||
| Buildings - International | 118.2 | 165.9 | ||
| Multitechnics & Rail Infra | 204.4 | 268.0 | ||
| Contracting | 945.1 | 1,073.3 | -34.1 | -14.5 |
| Real estate | 27.2 | 45.6 | 7.0 | 4.3 |
| PPP-Concessions (excl. RAP/RAP Energy) | 1.4 | 0.8 | 1.7 | -0.3 |
| Holding & non-recurring items | -20.4 | -28.8 | -0.3 | -3.5 |
| Total | 953.3 | 1,090.9 | -25.7 | -14.0 |
Van Laere - Hardenvoort Campus - Antwerp NMP - Antwerp-Kempen pipeline
activities and the execution of some largescale building projects in Brussels. The building activities in Flanders, multitechnics and rail infra as well as the real estate activities made a positive contribution, although not enough to offset the losses of the other activities and the substantial restructuring costs.
The CFE group still has a receivable of approximately 60 million euros on the Chadian government. CFE is making every effort, together with the local authorities, to find the necessary funding to enable payment of the receivables.
The order book (excl. DEME) has decreased considerably due to the transfer of the civil engineering activity in the Netherlands (CFE Nederland and GEKA) to DEME, and the more selective intake of new projects. CFE's order book (excl. DEME) amounted to 975.3 million euros at year-end 2015, compared with 1,145.8 million euros at year-end 2014.
A major reorganization took place in 2015 within the CFE group. CFE Contracting, which since 4Q15 has been controlled by an executive committee led by the newly appointed CEO Raymund Trost, comprises the building activities in the Benelux area, Poland and Tunisia, multitechnics and rail infra. BPI, led by Jacques Lefèvre, brings together all real estate development activities in Belgium, Luxembourg and Poland. At the same time, CFE NV remains in charge of the other international building activities, and the non-marine civil engineering activities.
Algemene Aannemingen Van Laere (AvH 100%) equalled the high level of activity in 2014 with a consolidated turnover of 170 million euros. This was accompanied by a strong improvement in the consolidated net profit (2.1 million euros compared with 0.9 million euros in 2014). Van Laere thus confirms the trend of constantly improving results. The consolidated order book at yearend 2015 amounted to 199 million euros.
Rent-A-Port (AvH 72.18%) continued in 2015 to focus on the development of its concessions in Duqm (Oman) and in Vietnam, where subsidiary Infra Asia Investments has industrial land and adjoining terminals in concession. Rent-A-Port Energy participates in the development of offshore wind farms in Belgium (of which Rentel is the most advanced) and investigates energy storage projects.
NMP (AvH 75%) realized a turnover of 13.7 million euros in 2015 (2014: 13.6 million euros) and a net result of 2.1 million euros (2014: 2.3 million euros), in line with expectations. In 2015, the construction of an oxygen pipeline between an existing and new Praxair plant was completed, as well as the extension of the Lommel-Beringen nitrogen pipeline. The further extension of the nitrogen network in the Antwerp port area was started up.
Both Delen Investments (+14.3%) and Bank J.Van Breda & Co (+14.0%) continued their trend of increasing results in 2015, and made a combined record contribution of 104.7 million euros to AvH's group result.
Contribution to the AvH consolidated net result
| (€ mio) | 2015 | 2014 |
|---|---|---|
| Finaxis-Promofi | -0.8 | -0.6 |
| Delen Investments | 72.8 | 63.6 |
| Bank J.Van Breda & C° |
31.9 | 28.0 |
| Asco-BDM | 0.1 | 0.4 |
| Total | 104.0 | 91.4 |
In December 2015, Delen Investments (AvH 78.75%) finalized the previously announced acquisition of the renowned Dutch wealth management company Oyens & Van Eeghen, which has offices in Amsterdam and 's-Hertogenbosch. Oyens & Van Eeghen manages assets for private clients and foundations (572 million euros), for local authorities under fixed-term mandates (682 million euros), and has 1.7 billion euros worth of assets under fiduciary management for mainly institutional clients.
The assets under management of Delen Investments attained a record high of 36,885 million euros at year-end 2015 (32,866 million euros at year-end 2014). Both Delen Private Bank and JM Finn & Co and the acquisition of Oyens & Van Eeghen contributed to this 12.2% growth. The vigorous growth at Delen Private Bank (up to 25,555 million euros) is the result of a positive impact of the increasing value of the client assets under management and of a record organic net growth in terms of both existing and new private clients. At JM Finn & Co, the increase in assets under management (up to 10,758 million euros, or 7,929 million £) is explained by the positive evolution of the value of the client portfolios and the appreciation of pound sterling against the euro. With the acquisition of Oyens & Van Eeghen at the end of December 2015, Delen Investments now incorporates 572 million euros worth of assets under management of that firm in the total assets un-
| (€ mio) | 2015 | 2014 |
|---|---|---|
| Gross revenues | 314.1 | 278.5 |
| Net result | 92.4 | 80.8 |
| Equity | 582.6 | 517.4 |
| Assets under management |
36,885 | 32,866 |
| Core Tier1 capital ratio (%) |
26.0 | 27.8 |
| Cost-income ratio (%) | 54.9 | 55.0 |
Delen Investments: Assets under management Discretionary mandates
36,885
Under custody and advisory
Delen Private Bank - Brussels
Bank J.Van Breda & Co Delen Private Bank - Ghent - Antwerp
der management, which at the end of December 2015 stood at 36,885 million euros.
Primarily as a result of the higher level of assets under management, the gross revenues increased to 314.1 million euros (2014: 278.5 million euros). The cost-income ratio remained highly competitive at 54.9% (only 42.6% for Delen Private Bank, 86.1% for JM Finn & Co). The net profit increased in 2015 to 92.4 million euros (compared with 80.8 million euros in 2014), which includes the contribution of JM Finn & Co of 5.5 million euros (2014: 6.4 million euros).
The consolidated equity of Delen Investments stood at 582.6 million euros as at December 31, 2015 (compared with 517.4 million euros at year-end 2014). The Core Tier1 capital ratio of 26.0% is well above the industry average.
2015 was an excellent year for Bank J.Van Breda & C° with a record result for the third year in a row. Total client assets increased in 2015 by 1.1 billion euros to more than 11.1 billion euros (+11%), of which 3.9 billion euros were client deposits (+4%) and 7.2 billion euros entrusted funds (+16%). Delen Private Bank manages more than 4.2 billion euros for clients of Bank J.Van Breda & C° and ABK bank. Provisions for loan losses remained limited to 0.01%, yet this cautious policy does nothing to inhibit the credit portfolio, which grew by 8% to more than 3.9 billion euros.
The renewed ABK bank also experienced a successful commercial relaunch in its transition to asset management for affluent private clients, with a growth in entrusted funds to 348 million euros.
The solid commercial performance in all activities is reflected in a 14% increase in the consolidated net profit to 40.5 million euros. The costs increased in 2015 by 4% to 74 million euros as a result of the higher bank tax (+49%) and of investments in IT and efforts to enhance the bank's future commercial strength. High operational efficiency and commercial effectiveness led to a decrease in the cost-income ratio to 56%, compared with 60% in 2014.
The equity of the bank increased to 502 million euros (2014: 475 million euros), allowing the bank to sustain the rate of commercial growth without losing the healthy
Bank J.Van Breda & C°:
leverage, which is the best protection for the depositors. This represents a Core Tier1 capital ratio of 14.5% and a Basel III leverage ratio of 9.5%.
Entrusted funds
| (€ mio) | 2015 | 2014 |
|---|---|---|
| Bank product | 133.9 | 119.4 |
| Net result | 40.5 | 35.5 |
| Equity | 501.6 | 475.0 |
| Entrusted funds | 7,165 | 6,203 |
| Client deposits | 3,969 | 3,815 |
| Loan portfolio | 3,932 | 3,639 |
| Core Tier1 capital ratio (%) |
14.5 | 14.9 |
| Cost-income ratio (%) | 55.6 | 59.7 |
(1) Including ABK bank (since 2011) and Van Breda Car Finance
10
The contribution of the real estate and senior care segment increased substantially in 2015 to 35.6 million euros (59.2 million euros including the full remeasurement income on the historical participation in Tour & Taxis).
Contribution to the AvH consolidated net result
| (€ mio) | 2015 | 2014 |
|---|---|---|
| Leasinvest Real Estate | 9.9 | 10.3 |
| Extensa Group | 31.0 | 3.4 |
| Anima Care | 1.1 | 0.5 |
| Residalya | 1.6 | - |
| Financière Duval | -8.0 | 0.5 |
| Total | 35.6 | 14.7 |
The acquisition of the Royal Warehouse office building on the Tour & Taxis site in Brussels for the sum of 108 million euros was a unique opportunity for Leasinvest Real Estate (LRE, AvH 30.01%) to acquire this iconic building with a very good occupancy rate.
In the course of 2015, LRE also sold several properties, such as an office building in Strassen (Luxembourg) for 6.3 million euros, phase 2 of the logistics property Canal Logistics in Neder-over-Heembeek for 16.75 million euros, and a smaller storage building in Meer for 1.5 million euros. On April 20, 2015, LRE also concluded a future sales agreement (subject to the completion) for the Royal20 office project in Luxembourg for an amount of 62.5 million euros.
At year-end 2015, the fair value of the consolidated real estate portfolio, including project developments, amounted to 869 million euros (compared with 756 million euros at year-end 2014). The 15% increase is primarily the result of the acquisition of the Royal Warehouse. The overall real estate portfolio comprises 42% retail (2014: 45%), 42% offices (2014: 35%), and 16% logistics (2014: 20%).
The rental income (50.5 million euros) and the average duration of the portfolio (4.8 years) remained stable in 2015 with the conclusion of several long-term leases (such as the Monnet building in Luxembourg). The occupancy rate (2015: 96.0%, 2014: 96.2%) and the rental yield calculated on the fair value (2015: 6.89%, 2014: 7.23%) decreased slightly in relation to the previous year.
LRE: Portfolio in operation
| (€ mio) | 2015 | 2014 |
|---|---|---|
| Real estate portfolio fair value (€ mio) |
869.4 | 756.3 |
| Rental yield (%) | 6.89 | 7.23 |
| Occupancy rate (%) | 96.0 | 96.2 |
As at 31/12/2015, the equity (group share) stood at 362 million euros (2014: 336 million euros). The financial debt increased to 532 million euros (441 million euros at 31/12/2014) as a result of the investment in the Royal Warehouse, while the debt ratio increased to 58.03% (2014: 54.27%). The debt ratio will decrease again to around 53% following the sale for 62.5 million euros of the Royal20 office project in Luxembourg, which is due for completion in the second quarter of 2016.
Due to the vacancy of a number of properties due for renovation (Monnet and Square de Meeûs), LRE ended its 2015 financial year as expected with a lower net result (group share) of 30.6 million euros (32.6 million euros at year-end 2014).
The net result of Extensa Group (AvH 100%) for the 2015 financial year - excluding the contribution of LRE to the result - amounted to 54.6 million euros (3.4 million euros in 2014), of which 23.5 million euros is part of the remeasurement income of 42.1 million euros (which had to be recognized following the acquisition of full control over the Tour & Taxis site), which does not relate to the assets that were disposed of in the
Leasinvest Real Estate - Tour & Taxis - Brussels
Residalya - Résidence Valois
meantime or were valued mark-to-market in accordance with the ordinary accounting principles. The Tour & Taxis site contributed to Extensa's results through the rental of properties, the recognition of a partial result (according to percentage of completion) of the Meander project (renamed Herman Teirlinck building), and the sale of the Royal Warehouse. The Cloche d'Or project in Luxembourg contributed 9.8 million euros with the start-up of the residential project and the sale of a land position to Auchan.
On December 17, 2015, Extensa sold all the shares of the company that owns the Royal Warehouse to Leasinvest Real Estate. The sale put the value of the Royal Warehouse at 108 million euros. The proceeds enabled Extensa to repay a substantial part of the 75 million euro bridge loan which it had taken to acquire the 50% stake in Tour&Taxis.
Thanks to the new residential care centres that opened in 2014 and 2015, Anima Care (AvH 92.5%) realized a 24% turnover increase to 47.0 million euros in 2015. The residential care centres 'Zonnesteen' in Zemst and 'Au Privilège' in Haut-Ittre made a full year's contribution to the figures for 2015. The newly built residence 'Aquamarijn' in Kasterlee, with a total capacity of 206 residential units and 25 places in the day care centre, opened at the end of March 2015. 'Home Scheut' in Anderlecht, that was acquired on December 1, 2015, made only a limited contribution to the 2015 result. The profit amounted to 1.1 million euros in 2015 (0.5 million euros in 2014) and was adversely affected by the start-up costs for the new project in Kasterlee. At yearend 2015, Anima Care had a portfolio of more than 1,400 residential units, of which 1,127 retirement home beds, 37 convalescent home beds and 183 service flats were in operation, spread over 12 residential care centres (6 in Flanders, 2 in Brussels, 4 in Wallonia).
At the end of 2015, CEO Johan Cryns exercised his stock options and acquired 7.5% of the share capital of Anima Care.
Groupe Financière Duval (AvH 31.1%) confirmed the gradual improvement in its activities in 2015, despite a difficult French market. The turnover increased by 17% to 455 million euros, compared with 390 million euros in 2014, primarily as a result of a recovery in the real estate and tourism activities.
An agreement was reached with Mr Eric Duval to swap AvH's 50% interest in Holding Groupe Duval (which owns 82.28% of Groupe Financière Duval) for a 53.5% stake in the French company Patrimoine & Santé, which owns the real estate of 22 retirement homes operated by Residalya. At the end of October, AvH had already converted a 12.2% interest in Holding Groupe Duval into a 22.5% stake in Patrimoine & Santé, so that AvH, together with its partner Hervé Hardy, now already controls 51.5% of Patrimoine & Santé. Under the agreements with the Duval family, AvH will gradually increase its stake to a controlling interest of 71% by the end of January 2017. The 37.8% stake which AvH still held in Holding Groupe Duval at year-end 2015 was reclassified to "assets held for sale", and its value was impaired to the contractually defined value. The impact of the stake in Groupe Financière Duval on the 2015 group result of AvH was -8.0 million euros.
At the same time as the agreement on the Groupe Financière Duval/Patrimoine & Santé swap, AvH acquired the 87.42% stake of Groupe Financière Duval in Residalya (with rights to increase to 93.43%) at the beginning of 2015. The other shares are held by founder and CEO Hervé Hardy and the management. Three residences were added to the portfolio in 2015, so that the group now operates 30 retirement homes across France, of which 28 consolidated (2,153 beds) and 2 in franchise (120 beds). The turnover increased to 91.6 million euros in 2015, thanks to the new and extended residences, a higher occupancy rate, and an increase in the average rent. The net result amounted to 1.9 million euros (2014: 1.5 million euros).
12
For Sipef, the favourable weather conditions in the second half of 2015 contributed to the increase of palm oil production volumes by 8.35% compared with the previous year.
Contribution to the AvH consolidated net result
| (€ mio) | 2015 | 2014 |
|---|---|---|
| Sipef | 4.6 | 9.9 |
| Sagar Cements | 1.2 | 6.0 |
| Telemond | -1.6 | 1.8 |
| Other | 0.0 | 0.3 |
| Total | 4.2 | 18.0 |
Sipef (AvH 27.65%) recorded an 8.4% increase in total palm oil production to 290,907 tonnes in 2015, primarily as a result of the favourable conditions of palm oil production in the second half of the year. The two new extraction mills in Papua New Guinea and North Sumatra also contributed to the increased palm oil production volumes.
Nevertheless, the turnover decreased by 21% to 225.9 million USD, mainly due to the sharp decrease in world market prices for palm oil and rubber. Despite the fact that the depreciation of local currencies (IDR, PGK and EUR) helped the constant efforts to control production costs, the lower selling prices led to a decrease in the net result to 19.2 million USD (2014: 49.0 million USD). The net result was also affected by a 2.6 million USD charge as a result of an unexpected change in the export tax system in Indonesia, which now also imposes a flat tax of USD 50/tonne on all exports of crude palm oil.
Sipef: Production
| (Ton)(1) | 2015 | 2014 |
|---|---|---|
| 290,907 | 268,488 | |
| 10,069 | 10,411 | |
| 2,726 | 2,816 |
(1) Own + outgrowers
The main investments during the year concerned, besides the usual replacement investments, the payment of additional land compensations, planting of additional oil palms (1,592 hectares in the new project in South Sumatra and 593 hectares in Papua New Guinea), and maintaining the approximately 10,000 hectares of immature plantations.
If prices for the main products - palm oil, rubber and tea - are maintained at current market levels, Sipef expects the results for 2016 to be slightly lower than the 2015 annual results, despite higher production volumes for palm oil.
| Sipef - Oil palm pre-nursery | ||||
|---|---|---|---|---|
| -- | -- | -- | ------------------------------ | -- |
Sipef
| (USD mio) | 2015 | 2014(1) |
|---|---|---|
| Turnover | 225.9 | 285.9 |
| EBIT | 21.5 | 60.1 |
| Net result | 19.2 | 49.0 |
| Equity | 413.9 | 410.9 |
| Net cash position | -50.5 | -24.6 |
(1) Restated in accordance with IAS41R
Sipef - Plantation with young oil palms in Umbul Mas Wisesa - North Sumatra Telemond
For Sagar Cements (AvH 18.55%), 2015 was characterized by a general improvement in the business climate in India. Although overcapacity in the southern region of India persisted, prices increased as a result of a gradual recovery of demand, a stable capacity level, and the prospect of new investments in infrastructure projects. The profitability of Sagar Cements was positively influenced by the diversification into markets outside Andhra Pradesh and Telangana, and by substantial decreases in coal, electricity and freight transport costs. Sagar Cements ended the year with a net result of 6.3 million euros (2014: 32.7 million euros). The contribution to the group result of Sagar Cements in 2014 contained a capital gain of 6 million euros (AvH share) on the sale of its joint venture with Vicat.
The acquisition of BMM Cements, with an annual capacity of 1 million tonnes of cement and its own 25 MW power plant, was finalized in August 2015. With this acquisition, the total annual capacity of Sagar Cements increased to 3.75 million tonnes.
Telemond Group (AvH 50%) was confronted with difficult market conditions in 2015. The turnover decreased by more than 10% to 69.9 million euros, due to the impact of the slowdown in the construction industry, a.o. in China and South America, on its customers' sales. The overcapacity was offset by a reduction in the workforce, although those savings will only be reflected in the results of 2016. The group recorded a loss of 2.6 million euros (2014: profit of 3.8 million euros).
Ackermans & van Haaren and Electrabel decided to end their partnership in the Max Green joint venture. Electrabel took over the stake of Ackermans & van Haaren in Max Green at the end of 2015.
Since AvH had already reduced the value of its stake in Max Green to zero, this transaction had no more impact on the 2015 results.
In the development capital segment, Agidens (formerly Egemin) sold its Handling Automation division, contributing 31.7 million euros to AvH's group profit.
Contribution to the AvH consolidated net result
| (€ mio) | 2015 | 2014 |
|---|---|---|
| Sofinim | -1.8 | -2.9 |
| Contribution participations Sofinim |
23.8 | 3.0 |
| Contribution participations GIB |
-13.3 | -6.8 |
| Development Capital |
8.7 | -6.7 |
| Capital gains / impairments |
-1.2 | -15.4 |
| Total (including capital gains / impairments) |
7.5 | -22.1 |
Adjusted net asset value
| (€ mio) | 2015 | 2014 |
|---|---|---|
| Equity development capital (incl. third parties) |
522.6 | 512.1 |
| Correction for listed shares at market value |
||
| - Atenor | 13.8 | 10.8 |
| - Groupe Flo | 0.0 | -14.2 |
| Total | 536.4 | 508.7 |
Sofinim (AvH 74%) sold its 47.5% stake in Hertel to the French industrial group Altrad in the first half of 2015. This sale earned Sofinim around 86 million euros in cash and gave rise to a limited capital gain in AvH's group accounts. The internal rate of return (IRR) on this investment amounted to 0.2%. Hertel Offshore, which changed its name to CKT Offshore (Sofinim 47.5%), was not part of this transaction and was acquired by Sofinim, NMP Capital and the Hertel management. CKT Offshore, which is based in Rotterdam, specializes in the design, manufacture and maintenance of complete (modular) accommodations and technical modules for a.o. the offshore and maritime market. Due to difficult market conditions and losses that were incurred on the finalization of some major projects, CKT Offshore reported a loss of 19.8 million euros. This takes into account the losses that were projected for the final completion of those contracts.
Egemin Group reached an agreement with the German KION Group at the beginning of May 2015 on the sale of its Handling Automation division for an enterprise value of 72 million euros. This sale was completed on August 7, 2015, and resulted in a capital gain of 59.8 million euros (AvH share 31.7 million euros) for Agidens. The other activities of the Egemin group (Process Automation, Life Sciences, Infra Automation, and Consulting & Services) are continued under the new brand name Agidens. After buying out some minority shareholders in 2015, Sofinim had, at year-end 2015, a 73.38% stake in Agidens (86.25% including indirect interest through Axe Investments). With the capital gain on the Handling Automation transaction, the total annual profit of Agidens amounted to 58.5 million euros.
GIB, the jointly held subsidiary of AvH and Compagnie Nationale à Portefeuille, reached an agreement with NRB in July 2015 on the sale of Trasys. The closing of this transaction took place in October 2015 and earned GIB (AvH 50%) around 14 million euros in cash.
The results of Atenor Group (Sofinim 10.53%) were realized primarily by the further development of the projects in portfolio, such as Trebel (Brussels), Port du Bon Dieu (Namur), AIR and Les Brasseries de Neudorf (both in Luxembourg). Atenor also had rental income from the projects in Budapest (Hungary) and in Bucharest (Romania). Atenor will announce its results on March 7, 2016.
Corelio (Sofinim 25.25%) was able in 2015 to reap the full benefits of a number of strategic initiatives of recent years, such as the implementation of the Mediahuis (Corelio 62% - Concentra 38%) joint venture. In February 2015, the acquisition of the Dutch newspaper group NRC Media by Mediahuis was closed. Following Telenet's entry in De Vijver Media, Corelio's stake amounted to 30%. The impact of the restructuring plans that were implemented, in combination with the favourable development of the Mediahuis publications and the acquisition of NRC Media, led to a significant improvement in the EBITDA (67.7 million euros compared with 27.3 million euros in 2014). The net profit increased to 11.4 million euros (1.8 million euros in 2014).
At Distriplus (Sofinim 50%), Planet Parfum was able to maintain its turnover in 2015 in highly competitive market conditions. The turnover of Di increased in 2015 particularly by the growth in make-up
Corelio Distriplus Groupe Flo
products. Partly due to an impairment on goodwill of 15 million euros, prompted by the impact of difficult market conditions on expected profitability, Distriplus realized a loss of 13.1 million euros.
Euro Media Group (Sofinim 22.24%) reported a satisfactory operating result in 2015, an uneven year without major sporting events, with an EBITDA of 45.9 million euros, compared with 47.2 million euros in 2014. In 2015, the good performance of the subsidiaries in Belgium (Videohouse), the United Kingdom (CTV) and Italy (3Zero2) was once again cancelled out by the loss-making French operations of EMG. The new management team that was appointed at Euro Media France at the beginning of 2015 implemented a restructuring programme, which should lead to a positive operating result for Euro Media France in 2016. This involved reducing studio capacity and making changes in staff numbers. The negative net result of -10.5 million euros is mainly accounted for by 9.0 million euros restructuring costs in France. EMG finalized two acquisitions in 2015: Broadcast RF in the United Kingdom, specializing in wireless transmission, and Netco Sports, a leading supplier of second screen solutions in sports broadcasting.
The results of Groupe Flo (GIB 47.13%) are still affected by the general decline in restaurant visits in France. Turnover decreased to 294.6 million euros, or 6% down on 2014. This decrease in the number of visits and turnover is reported in all chains. The brasseries held their ground until the end of 2014, but were hard hit in 2015 by the terrorist attacks in Paris. After four years of strong decline, the market appears to be recovering for Hippopotamus. At TablaPizza, too, the first positive signs were observed at the year-end, while the concessions market continued to show a good profitability. The group's net result amounted to -51.5 million euros at year-end 2015, of which 34.9 million euros as a result of impairments.
Manuchar (Sofinim 30%) reported a strong year in steel trading, with turnover and margin increasing in a difficult market with sharply declining prices. In the distribution of chemicals, there was a general improvement in the underlying profitability of the branches, despite worsening market conditions in countries such as Brazil, Colombia and South Africa. Paper realized the strongest growth in 2015, but remains a relatively small business unit, while trading in wood products recorded a disappointing result. Manuchar realized a net profit of 8.2 million euros over the financial year.
Transpalux (Sofinim 45%), which is active in the rental business of cameras, lighting and other equipment for the production of films and series for television and cinema, formed part of the EMG group until July 2014 and was since acquired by certain EMG shareholders at the time when PAI joined EMG. Transpalux experienced a marked improvement in market conditions in the second half of 2015, and by taking over the operation of the well-known studio complex in Bry-sur-Marne it is well positioned to take advantage of the expected growth in French productions.
Turbo's Hoet Groep (Sofinim 50%): The European market for new heavy-duty trucks showed a 12% increase in 2015. On the other hand, the Russian market, in which THG is active in sales of trucks and parts, came under considerable pressure. The turnover decrease in Russia could only be partly compensated by higher sales in Bulgaria, France and Belgium; as a result, the group's turnover decreased by 4% to 351 million euros (2014: 367 million euros). On that turnover, TGH managed to realize an EBITDA of 21.4 million euros (+42%) and a net profit of 8.4 million euros due to solid contributions from the dealerships, leasing and renting activity, and from the turbo division. In 2015, the group opened a new garage and the new head office in Hooglede (Roeselare). At the same time, a thorough renovation and extension of the garage in Strépy was started. In 2016, a new garage will be built in Sofia (Bulgaria), while the construction of new service points in Le Havre (France) and Minsk (Belarus) is also under study.
| Revenue 4,011,231 4,159,261 Rendering of services 146,344 57,599 Lease revenue 8,607 9,462 Real estate revenue 119,053 104,160 Interest income - banking activities 116,083 122,797 Fees and commissions - banking activities 44,663 32,020 Revenue from construction contracts 3,463,769 3,748,384 Other operating revenue 112,712 84,839 Other operating income 7,869 5,014 Interest on financial fixed assets - receivables 869 815 Dividends 6,881 4,106 Government grants 0 0 Other operating income 118 92 Operating expenses (-) -3,702,275 -3,888,812 Raw materials and consumables used (-) -1,989,833 -2,256,432 Changes in inventories of finished goods, raw materials & consumables (-) -13,281 6,736 Interest expenses Bank J.Van Breda & C° (-) -38,986 -48,461 Employee expenses (-) -725,540 -723,794 Depreciation (-) -275,012 -260,295 Impairment losses (-) -21,275 -39,782 Other operating expenses (-) -630,028 -564,905 Provisions -8,319 -1,878 Profit (loss) on assets/liabilities designated at fair value through profit and loss 82,463 4,001 Financial assets held for trading 0 0 Investment property 82,463 4,001 Profit (loss) on disposal of assets 97,281 36,342 Realised gain (loss) on intangible and tangible assets 19,037 7,642 Realised gain (loss) on investment property 3,231 2,518 Realised gain (loss) on financial fixed assets 73,846 24,603 Realised gain (loss) on other assets 1,167 1,579 Profit (loss) from operating activities 496,569 315,806 Finance income 50,709 57,019 Interest income 10,492 14,268 Other finance income 40,216 42,751 Finance costs (-) -108,603 -89,973 Interest expenses (-) -42,970 -44,179 Other finance costs (-) -65,633 -45,794 Derivative financial instruments designated at fair value through profit and loss -4,348 -346 Share of profit (loss) from equity accounted investments 110,549 126,819 Other non-operating income 1,566 6,806 Other non-operating expenses (-) 0 0 Profit (loss) before tax 546,442 416,132 Income taxes -108,046 -88,335 Deferred taxes -43,293 -11,633 Current taxes -64,753 -76,702 Profit (loss) after tax from continuing operations 438,395 327,797 Profit (loss) after tax from discontinued operations -1,141 0 Profit (loss) of the period 437,254 327,797 Minority interests 153,175 114,152 Share of the group 284,079 213,645 Earnings per share (€) 1. Basic earnings per share 1.1. from continued and discontinued operations 8.58 6.45 1.2. from continued operations 8.59 6.45 2. Diluted earnings per share 2.1. from continued and discontinued operations 8.54 6.42 2.2. from continued operations 8.56 6.42 |
(€ 1,000) | 2015 | 2014(1) |
|---|---|---|---|
(1) We refer to Section 7 for more details regarding the Restated financial statements 2014.
The auditor has confirmed that his review of the consolidated annual accounts has been completed and that no meaningful corrections have come to its attention that would require an adjustment to the accounting information included in this press release.
Antwerp, February 25, 2016 Ernst & Young Bedrijfsrevisoren BCVBA represented by Marnix Van Dooren Partner
diversified group active in 5 key sectors: Infrastructure & Marine Engineering (DEME, one of the largest dredging companies in the world - CFE and A.A. Van Laere, two construction groups with headquarters in Belgium), Private Banking (Delen Private Bank, one of the largest independent private asset managers in Belgium, and asset manager JM Finn in the UK - Bank J. Van Breda & C°, niche bank for entrepreneurs and liberal professions in Belgium), Real Estate & Senior Care (Leasinvest Real Estate, a public regulated real estate company - Extensa, an important land and real estate developer focused on Belgium, Luxembourg and Central Europe), Energy & Resources (Sipef, an agro-industrial group in tropical agriculture) and Development Capital (Sofinim and GIB). In 2015, through its share in its participations, the AvH group represented a turnover of 5.3 billion euro and employed 22,077 people. The group concentrates on a limited number of strategic participations with significant potential for growth. AvH is quoted on the BEL20 index, the Private Equity NXT index of Euronext Brussels and the European DJ Stoxx 600.
All press releases issued by AvH and its most important group companies as well as the 'Investor Presentation' can also be consulted on the AvH website: www.avh. be. Anyone who is interested to receive the press releases via email has to register to this website.
For further information please contact:
Luc Bertrand CEO - President Executive Committee Tel. +32.3.897.92.42
Jan Suykens Member Executive Committee Tel. +32.3.897.92.36
Tom Bamelis Member Executive Committee Tel. +32.3.897.92.42
e-mail: [email protected]
| March 31, 2016 | Annual report 2015 |
|---|---|
| May 20, 2016 | Interim statement Q1 2016 |
| May 23, 2016 | Ordinary general meeting |
| August 30, 2016 | Half-year results 2016 |
| November 22, 2016 | Interim statement Q3 2016 |
Ackermans & van Haaren NV Begijnenvest 113 2000 Antwerp, Belgium Tel. +32 3 231 87 70 [email protected] - www.avh.be
| 1. Consolidated income statement 20 | |
|---|---|
| 2. Consolidated statement of comprehensive income 21 | |
| 3. Consolidated balance sheet 22 | |
| 4. Consolidated cash flow statement 24 | |
| 5. Statement of changes in consolidated equity 25 | |
| 6. Segment reporting 26 | |
| • Consolidated income statement per segment | |
| • Consolidated balance sheet per segment | |
| • Consolidated cash flow statement per segment | |
| 7. Restated financial statements 2014 38 | |
| 8. Explanatory notes to the financial statements 42 | |
| 9. Events after balance sheet date 44 |
| (€ 1,000) | 2015 | 2014(1) |
|---|---|---|
| Revenue | 4,011,231 | 4,159,261 |
| Rendering of services | 146,344 | 57,599 |
| Lease revenue | 8,607 | 9,462 |
| Real estate revenue | 119,053 | 104,160 |
| Interest income - banking activities | 116,083 | 122,797 |
| Fees and commissions - banking activities | 44,663 | 32,020 |
| Revenue from construction contracts | 3,463,769 | 3,748,384 |
| Other operating revenue | 112,712 | 84,839 |
| Other operating income | 7,869 | 5,014 |
| Interest on financial fixed assets - receivables | 869 | 815 |
| Dividends | 6,881 | 4,106 |
| Government grants | 0 | 0 |
| Other operating income | 118 | 92 |
| Operating expenses (-) | -3,702,275 | -3,888,812 |
| Raw materials and consumables used (-) | -1,989,833 | -2,256,432 |
| Changes in inventories of finished goods, raw materials & consumables (-) | -13,281 | 6,736 |
| Interest expenses Bank J.Van Breda & C° (-) | -38,986 | -48,461 |
| Employee expenses (-) | -725,540 | -723,794 |
| Depreciation (-) | -275,012 | -260,295 |
| Impairment losses (-) | -21,275 | -39,782 |
| Other operating expenses (-) | -630,028 | -564,905 |
| Provisions | -8,319 | -1,878 |
| Profit (loss) on assets/liabilities designated at fair value through profit and loss | 82,463 | 4,001 |
| Financial assets held for trading | 0 | 0 |
| Investment property | 82,463 | 4,001 |
| Profit (loss) on disposal of assets | 97,281 | 36,342 |
| Realised gain (loss) on intangible and tangible assets | 19,037 | 7,642 |
| Realised gain (loss) on investment property | 3,231 | 2,518 |
| Realised gain (loss) on financial fixed assets | 73,846 | 24,603 |
| Realised gain (loss) on other assets | 1,167 | 1,579 |
| Profit (loss) from operating activities | 496,569 | 315,806 |
| Finance income | 50,709 | 57,019 |
| Interest income | 10,492 | 14,268 |
| Other finance income | 40,216 | 42,751 |
| Finance costs (-) | -108,603 | -89,973 |
| Interest expenses (-) | -42,970 | -44,179 |
| Other finance costs (-) | -65,633 | -45,794 |
| Derivative financial instruments designated at fair value through profit and loss | -4,348 | -346 |
| Share of profit (loss) from equity accounted investments | 110,549 | 126,819 |
| Other non-operating income | 1,566 | 6,806 |
| Other non-operating expenses (-) | 0 | 0 |
| Profit (loss) before tax | 546,442 | 416,132 |
| Income taxes | -108,046 | -88,335 |
| Deferred taxes | -50,447 | -11,633 |
| Current taxes | -57,599 | -76,702 |
| Profit (loss) after tax from continuing operations | 438,395 | 327,797 |
| Profit (loss) after tax from discontinued operations | -1,141 | 0 |
| Profit (loss) of the period | ||
| 437,254 | 327,797 | |
| Minority interests | 153,175 | 114,152 |
| Share of the group | 284,079 | 213,645 |
| Earnings per share (€) | ||
| 1. Basic earnings per share | ||
| 1.1. from continued and discontinued operations | 8.58 | 6.45 |
| 1.2. from continued operations | 8.59 | 6.45 |
| 2. Diluted earnings per share |
2.1. from continued and discontinued operations 8.54 6.42 2.2. from continued operations 8.56 6.42
(1) We refer to Section 7 for more details regarding the Restated financial statements 2014.
| (€ 1,000) | 2015 | 2014(1) |
|---|---|---|
| Profit (loss) of the period | 437,254 | 327,797 |
| Minority interests | 153,175 | 114,152 |
| Share of the group | 284,079 | 213,645 |
| Other comprehensive income | 28,706 | -19,168 |
| Items that may be reclassified to profit or loss in subsequent periods | ||
| Net changes in revaluation reserve: financial assets available for sale | 16,466 | -6,050 |
| Net changes in revaluation reserve: hedging reserves | -703 | -27,784 |
| Net changes in revaluation reserve: translation differences | 10,770 | 17,524 |
| Items that cannot be reclassified to profit or loss in subsequent periods | ||
| Net changes in revaluation reserve: actuarial gains (losses) defined benefit pension plans | 2,174 | -2,858 |
| Total comprehensive income | 465,960 | 308,628 |
| Minority interests | 163,277 | 104,288 |
| Share of the group | 302,683 | 204,340 |
(1) We refer to Section 7 for more details regarding the Restated financial statements 2014.
The recognition at fair value of financial assets available for sale results in a 16.5 million euros unrealized profit. It involves unrealized (i.e. only in the accounts) adjustments to the value of assets that were still in portfolio as at December 31, 2015 (but are available for sale). This increasing value is explained mainly by the stock market price gains on the investments of Leasinvest Real Estate (such as Retail Estates shares) and by the favourable development of AvH's investment portfolio, which consists primarily of funds managed by Delen Private Bank, less limited decreases in value at Bank J.Van Breda & C° (primarily on bonds) and Delen Investments.
Hedging reserves arise from fluctuations in the fair value of hedging instruments taken out by group companies to hedge against certain risks. Several group companies have hedged against a rise in interest rates. The trend over 2015 is explained primarily by the increase in fair value (less negative) of the interest rate hedges that were taken out by Leasinvest Real Estate.
The positive trend in the item 'Translation differences' in 2015 is attributable to: i) the appreciation of the USD against the EUR in 2015 and its impact on the figures of Sipef, which reports in USD;
ii) the appreciation of currencies of countries where group companies are active (GBP – JM Finn; INR – Sagar Cements, OQM, etc)
iii) the realization of exchange differences on the sale of participations (Hertel, Egemin Handling Automation) which on balance turned out higher than the negative effects of the depreciation of other currencies (DEME, THG, Manuchar).
With the introduction of the amended IAS19 accounting standard in 2013, the actuarial gains and losses on certain pension plans are recognized directly in the unrealized results. This item was favourably influenced in 2015 by the derecognition of Hertel's pension liabilities when this participation was sold.
| 2015 | 2014(1) | |
|---|---|---|
| I. Non-current assets | 7,952,062 | 7,256,261 |
| Intangible assets | 157,012 | 119,091 |
| Goodwill | 333,882 | 319,358 |
| Tangible assets | 1,945,772 | 1,695,661 |
| Land and buildings | 231,112 | 218,698 |
| Plant. machinery and equipment | 1,587,959 | 1,436,646 |
| Furniture and vehicles | 32,120 | 19,453 |
| Other tangible assets | 4,100 | 4,484 |
| Assets under construction and advance payments | 90,174 | 16,031 |
| Operating lease - as lessor (IAS 17) | 306 | 349 |
| Investment property | 955,090 | 730,161 |
| Participations accounted for using the equity method | 1,137,249 | 1,169,019 |
| Financial fixed assets | 261,386 | 284,345 |
| Available for sale financial fixed assets | 101,491 | 148,847 |
| Receivables and warranties | 159,894 | 135,498 |
| Non-current hedging instruments | 4,228 | 2,946 |
| Amounts receivable after one year | 138,445 | 146,176 |
| Trade receivables | 1,845 | 0 |
| Finance lease receivables | 113,956 | 110,989 |
| Other receivables | 22,644 | 35,187 |
| Deferred tax assets | 113,272 | 129,988 |
| Banks - receivables from credit institutions and clients after one year | 2,905,726 | 2,659,517 |
| II. Current assets | 4,261,397 | 4,153,408 |
| Inventories | 98,981 | |
| 126,271 | ||
| Amounts due from customers under construction contracts | 370,095 | 249,020 |
| Investments | 636,083 | 634,727 |
| Available for sale financial assets | 636,073 | 634,713 |
| Financial assets held for trading | 10 | 14 |
| Current hedging instruments | 9,455 | 5,754 |
| Amounts receivable within one year | 1,365,992 | 1,255,386 |
| Trade debtors | 1,149,540 | 1,044,280 |
| Finance lease receivables | 43,750 | 43,359 |
| Other receivables | 172,703 | 167,747 |
| Current tax receivables | 11,748 | 8,327 |
| Banks - receivables from credit institutions and clients within one year | 994,336 | 910,351 |
| Banks - loans and advances to banks | 85,220 | 64,722 |
| Banks - loans and receivables (excluding leases) | 879,746 | 842,978 |
| Banks - cash balances with central banks | 29,370 | 2,651 |
| Geldmiddelen en kasequivalenten | 704,987 | 922,226 |
| Time deposits for less than three months | 204,333 | 139,160 |
| Cash | 500,654 | 783,066 |
| Deferred charges and accrued income | 69,720 | 41,347 |
| III. Assets held for sale | 39,587 | 49,584 |
| Total assets | 12,253,045 | 11,459,253 |
(1) We refer to Section 7 for more details regarding the Restated financial statements 2014.
| I. Total equity 3,815,612 3,469,247 Equity - group share 2,607,339 2,372,075 Issued capital 113,907 113,907 Share capital 2,295 2,295 Share premium 111,612 111,612 Consolidated reserves 2,496,006 2,276,983 Revaluation reserves 21,817 3,213 Financial assets available for sale 32,153 25,322 Hedging reserves -17,821 -16,646 Actuarial gains (losses) defined benefit pension plans -3,912 -5,290 Translation differences 11,397 -173 Treasury shares (-) -24,392 -22,029 Minority interests 1,208,273 1,097,172 II. Non-current liabilities 2,617,200 2,601,546 Provisions 103,191 99,881 Pension liabilities 45,600 46,403 Deferred tax liabilities 217,986 157,226 Financial debts 1,336,904 1,231,127 Bank loans 812,546 752,219 Bonds 417,040 404,110 Subordinated loans 2,200 3,287 Finance leases 104,083 70,607 Other financial debts 1,035 904 Non-current hedging instruments 85,145 66,308 Other amounts payable after one year 46,230 102,900 Banks - non-current debts to credit institutions. clients & securities 782,144 897,701 Banks - deposits from credit institutions 0 0 Banks - deposits from clients 719,359 832,418 Banks - debt certificates including bonds 3 8 Banks - subordinated liabilities 62,782 65,275 III. Current liabilities 5,820,233 5,369,297 Provisions 34,392 31,963 Pension liabilities 246 261 Financial debts 438,892 451,759 Bank loans 274,998 242,377 Bonds 0 0 Finance leases 17,776 8,986 Other financial debts 146,118 200,395 Current hedging instruments 36,188 24,569 Amounts due to customers under construction contracts 212,179 246,723 Other amounts payable within one year 1,582,065 1,422,970 Trade payables 1,281,046 1,181,419 Advances received on construction contracts 4,138 1,617 Amounts payable regarding remuneration and social security 188,642 139,022 Other amounts payable 108,239 100,911 Current tax payables 49,603 60,963 Banks - current debts to credit institutions. clients & securities 3,395,076 3,068,832 Banks - deposits from credit institutions 42,007 12,432 Banks - deposits from clients 3,183,127 2,903,509 Banks - debt certificates including bonds 166,179 138,653 Banks - subordinated liabilities 3,763 14,238 Accrued charges and deferred income 71,593 61,257 IV. Liabilities held for sale 0 19,164 Total equity and liabilities 12,253,045 11,459,253 |
(€ 1,000) | 2015 | 2014(1) |
|---|---|---|---|
(1) We refer to Section 7 for more details regarding the Restated financial statements 2014.
| (€ 1,000) | 2015 | 2014(1) |
|---|---|---|
| I. Cash and cash equivalents. opening balance | 922,226 | 767,009 |
| Profit (loss) from operating activities | 496,569 | 315,806 |
| Reclassification 'Profit (loss) on disposal of assets' to cash flow from divestments | -97,281 | -36,342 |
| Dividends from participations accounted for using the equity method | 42,548 | 38,696 |
| Other non-operating income (expenses) | 1,566 | 6,806 |
| Income taxes | -131,986 | -82,136 |
| Non-cash adjustments | ||
| Depreciation | 275,012 | 260,295 |
| Impairment losses | 21,183 | 39,797 |
| Share based payment | 2,194 | 3,291 |
| Profit (loss) on assets/liabilities designated at fair value through profit and loss | -82,463 | -4,001 |
| (Decrease) increase of provisions | 7,056 | 1,877 |
| (Decrease) increase of deferred taxes | 50,447 | 11,633 |
| Other non-cash expenses (income) | -6,989 | 1,727 |
| Cash flow | 577,855 | 557,449 |
| Decrease (increase) of working capital | -163,854 | -2,420 |
| Decrease (increase) of inventories and construction contracts | 3,082 | -20,039 |
| Decrease (increase) of amounts receivable | -111,537 | -19,688 |
| Decrease (increase) of receivables from credit institutions and clients (banks) | -332,534 | -190,911 |
| Increase (decrease) of liabilities (other than financial debts) | 71,259 | 172,894 |
| Increase (decrease) of debts to credit institutions. clients & securities (banks) | 213,169 | 47,838 |
| Decrease (increase) other | -7,294 | 7,485 |
| Cash flow from operating activities | 414,001 | 555,029 |
| Investments | -912,027 | -890,673 |
| Acquisition of intangible and tangible assets | -308,165 | -219,760 |
| Acquisition of investment property | -36,223 | -43,983 |
| Acquisition of financial fixed assets | -209,509 | -18,824 |
| New amounts receivable | -19,444 | -13,611 |
| Acquisition of investments | -338,685 | -594,496 |
| Divestments | 603,454 | 723,370 |
| Disposal of intangible and tangible assets | 32,568 | 14,035 |
| Disposal of investment property | 23,974 | 13,906 |
| Disposal of financial fixed assets | 206,975 | 74,547 |
| Reimbursements of amounts receivable | 8,593 | 410 |
| Disposal of investments | 331,344 | 620,473 |
| Cash flow from investing activities | -308,573 | -167,303 |
| Financial operations | ||
| Interest received | 9,830 | 13,970 |
| Interest paid | -54,954 | -57,747 |
| Other financial income (costs) | -24,964 | -5,746 |
| Decrease (increase) of treasury shares | -4,110 | -3,454 |
| (Decrease) increase of financial debts | -169,852 | -91,478 |
| Distribution of profits | -60,363 | -56,361 |
| Dividends paid to minority interests | -49,172 | -37,853 |
| Cash flow from financial activities | -353,586 | -238,670 |
| II. Net increase (decrease) in cash and cash equivalents | -248,158 | 149,056 |
| Change in consolidation scope or method | 27,857 | 4,620 |
| Capital increases (minorities) | 1,799 | 0 |
| Impact of exchange rate changes on cash and cash equivalents | 1,263 | 1,540 |
| III. Cash and cash equivalents - ending balance | 704,987 | 922,226 |
(1) The amended IAS41 has no impact on the cash flow statement.
| (€ 1,000) | Revaluation reserves | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Issued capital & share premium |
Consolidated reserves |
Financial assets available for sale |
Hedging reserves |
benefit pension plans (losses) defined Actuarial gains |
Translation differences |
Treasury shares |
group share Equity - |
Minority interests |
Total equity |
|
| Opening balance, 1 January 2014 | 113,907 | 2,140,707 | 39,780 | -6,361 | -3,582 | -14,220 | -18,692 | 2,251,539 | 1,025,823 | 3,277,362 |
| Restatement IAS 41 Revised - Sipef | -25,545 | -3,098 | -28,643 | -28,643 | ||||||
| Restated opening balance, 1 January 2014 |
113,907 | 2,115,160 | 39,780 | -6,360 | -3,582 | -17,319 | -18,692 | 2,222,894 | 1,025,823 | 3,248,717 |
| Profit | 213,645 | 213,645 | 114,152 | 327,797 | ||||||
| Unrealised results | -14,458 | -10,286 | -1,708 | 17,146 | -9,305 | -9,864 | -19,168 | |||
| Total of realised and unrealised results |
0 | 213,645 | -14,458 | -10,286 | -1,708 | 17,146 | 0 | 204,340 | 104,288 | 308,628 |
| Distribution of dividends of the previous financial year |
-56,361 | -56,361 | -37,853 | -94,214 | ||||||
| Operations with treasury shares | -3,338 | -3,338 | -3,338 | |||||||
| Other (a.o. changes in consol, scope / beneficial interest %) |
4,538 | 4,538 | 4,914 | 9,453 | ||||||
| Ending balance, 31 December 2014 | 113,907 | 2,276,983 | 25,322 | -16,646 | -5,290 | -173 | -22,029 | 2,372,075 | 1,097,172 | 3,469,247 |
| (€ 1,000) | Revaluation reserves | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Issued capital & share premium |
Consolidated reserves |
Financial assets available for sale |
Hedging reserves |
benefit pension plans (losses) defined Actuarial gains |
differences Translation |
Treasury shares |
group share Equity - |
Minority interests |
equity Total |
|
| Opening balance, 1 January 2015 | 113,907 | 2,276,983 | 25,322 | -16,646 | -5,290 | -173 | -22,029 | 2,372,075 | 1,097,172 | 3,469,247 |
| Profit | 284,079 | 284,079 | 153,175 | 437,254 | ||||||
| Unrealised results | 6,831 | -1,175 | 1,378 | 11,569 | 18,604 | 10,102 | 28,706 | |||
| Total of realised and unrealised results |
0 | 284,079 | 6,831 | -1,175 | 1,378 | 11,569 | 0 | 302,683 | 163,277 | 465,960 |
| Distribution of dividends of the previous financial year |
-60,363 | -60,363 | -49,172 | -109,535 | ||||||
| Operations with treasury shares | -2,363 | -2,363 | -2,363 | |||||||
| Other (a.o. changes in consol, scope / beneficial interest %) |
-4,693 | -4,693 | -3,004 | -7,697 | ||||||
| Ending balance, 31 December 2015 | 113,907 | 2,496,006 | 32,153 | -17,821 | -3,912 | 11,397 | -24,392 | 2,607,339 | 1,208,273 | 3,815,612 |
The note to the revaluation reserves, which in accordance with IFRS rules are recognized directly in the equity, can be found on page 21 of this report.
In 2015, AvH sold 85,500 treasury shares and purchased 62,500 shares as part of the stock option plan for its personnel. As at December 31, 2015, there were a total of 310,500 stock options outstanding. To hedge those obligations and the options that were offered at the beginning of 2016, AvH (together with subsidiary Brinvest) had a total of 357,000 shares in portfolio.
In addition, 557,080 AvH shares were purchased and 557,492 AvH shares sold in 2015 as part of the agreement that AvH had concluded with Kepler Cheuvreux to support the liquidity of the AvH share. Kepler Cheuvreux acts entirely autonomously in those transactions, but as they are carried out on behalf of AvH, the net sale of 412 AvH shares in this context has an impact on AvH's equity.
The item 'Other' includes a.o. the results realized on transactions in treasury shares (1.7 million euros), the neutralization of the costs that were charged to the income statement for AvH's equity-settled stock option plan (0.7 million euros), the periodical value adjustment in the commitment that Delen Investments has made to acquire the minority interest in JM Finn & Co (1.3 million euros), as well as the (negative) goodwill on the acquisition of additional shares in subsidiaries over which the group already had exclusive control (a.o. Agidens, CFE's controlling interest in Groep Terryn, etc).
DEME (global integration 60.40%), CFE (global integration 60.40%), Rent-A-Port (global integration 72.18%), Rent-A-Port Energy (global integration 73.15%), Van Laere (global integration 100%), NMP (global integration 75%)
Delen Investments CVA (equity method 78.75%), Bank J.Van Breda & C° (global integration 78.75%), Finaxis (global integration 78,75%) en ASCO-BDM (equity method 50%)
• In December, AvH sold its 15% stake in Promofi to the majority shareholder. Promofi's portfolio consisted primarily of a 25% stake in Finaxis. As the AvH group, simultaneously with the sale of 15% in Promofi, directly repurchased its economic share of 3.75% (15% of 25%) in Finaxis from Promofi, the shareholding percentage in Finaxis remains unchanged.
Extensa (global integration 100%), Leasinvest Real Estate (global integration 30%), Holding Groupe Duval (equity method 37.8%), Groupe Financière Duval (equity method 31.1%), Anima Care (global integration 92.5%), HPA/Residalya (global integration 87.42%) en Patrimoine & Santé (equity method 22.5%)
Sipef (equity method 27.7%), Consortium Telemond (equity method 50%), AvH India Resources (global integration 100%), Sagar Cements (equity method 18.6%), Oriental Quarries and Mines (equity method 50%) en Ligno Power (global integration 70%)
Global integration and GIB (equity method 50%)
| (€ 1,000) | Segment 1 | Segment 2 | Segment 3 | Segment 4 | Segment 5 | Segment 6 | ||
|---|---|---|---|---|---|---|---|---|
| Marine Engineering & Infrastructure |
Private Banking |
Real Estate & Senior Care |
Energy & Resources |
Development Capital |
AvH & subholdings |
Eliminations between segments |
Total 2015 |
|
| Revenue | 3,530,273 | 171,412 | 244,739 | 243 | 64,373 | 4,915 | -4,724 | 4,011,231 |
| Rendering of services | 7,572 | 138,558 | 231 | 4,560 | -4,577 | 146,344 | ||
| Lease revenue | 7,016 | 1,591 | 8,607 | |||||
| Real estate revenue | 27,331 | 91,722 | 119,053 | |||||
| Interest income - banking activities | 116,083 | 116,083 | ||||||
| Fees and commissions - banking activities | 44,663 | 44,663 | ||||||
| Revenue from construction contracts | 3,401,839 | 61,930 | 3,463,769 | |||||
| Other operating revenue | 93,531 | 3,650 | 12,869 | 12 | 2,443 | 354 | -147 | 112,712 |
| Other operating income | 3,952 | 592 | 1,798 | 0 | 452 | 2,896 | -1,821 | 7,869 |
| Interest on financial fixed assets - receivables | 250 | 21 | 300 | 850 | -553 | 869 | ||
| Dividends | 3,703 | 592 | 1,777 | 91 | 720 | 6,881 | ||
| Government grants | 0 | |||||||
| Other operating income | 61 | 1,326 | -1,269 | 118 | ||||
| Operating expenses (-) | -3,321,317 | -114,329 | -188,126 | -246 | -74,900 | -9,349 | 5,992 | -3,702,275 |
| Raw materials and consumables used (-) | -1,929,773 | -32,735 | -27,325 | -1,989,833 | ||||
| Changes in inventories of finished goods, raw materials & consumables (-) |
-14,340 | 873 | 187 | -13,281 | ||||
| Interest expenses Bank J.Van Breda & C° (-) | -38,986 | -38,986 | ||||||
| Employee expenses (-) | -575,213 | -41,503 | -79,717 | -26,215 | -2,893 | -725,540 | ||
| Depreciation (-) | -257,742 | -5,592 | -8,771 | -2,211 | -696 | -275,012 | ||
| Impairment losses (-) | -16,285 | -760 | -1,566 | -7,664 | 5,000 | -21,275 | ||
| Other operating expenses (-) | -520,440 | -26,894 | -66,019 | -246 | -11,661 | -10,761 | 5,992 | -630,028 |
| Provisions | -7,524 | -594 | -191 | -11 | -8,319 | |||
| Profit (loss) on assets/liabilities designated at fair value through profit and loss |
-397 | 0 | 82,860 | 0 | 0 | 0 | 0 | 82,463 |
| Financial assets held for trading | 0 | |||||||
| Investment property | -397 | 82,860 | 82,463 | |||||
| Profit (loss) on disposal of assets | 27,429 | 409 | 498 | 0 | 67,654 | 1,290 | 0 | 97,281 |
| Realised gain (loss) on intangible and tangible assets |
18,813 | 210 | 14 | 19,037 | ||||
| Realised gain (loss) on investment property | 2,746 | 485 | 3,231 | |||||
| Realised gain (loss) on financial fixed assets | 5,871 | -187 | 66,820 | 1,342 | 73,846 | |||
| Realised gain (loss) on other assets | 409 | -10 | 834 | -66 | 1,167 | |||
| Profit (loss) from operating activities |
||||||||
| 239,942 | 58,084 | 141,770 | -3 | 57,578 | -249 | -553 | 496,569 | |
| Finance income | 46,153 | 43 | 2,055 | 19 | 2,061 | 797 | -420 | 50,709 |
| Interest income | 8,370 | 43 | 1,227 | 7 | 925 | 340 | -420 | 10,492 |
| Other finance income | 37,783 | 828 | 13 | 1,135 | 457 | 40,216 | ||
| Finance costs (-) | -84,379 | 0 | -21,298 | 0 | -1,817 | -2,081 | 972 | -108,603 |
| Interest expenses (-) | -29,441 | -13,123 | -490 | -889 | 972 | -42,970 | ||
| Other finance costs (-) Derivative financial instruments designated at fair value through profit and loss |
-54,939 0 |
445 | -8,175 -4,793 |
0 | -1,327 0 |
-1,192 0 |
-65,633 -4,348 |
|
| Share of profit (loss) from equity accounted investments |
40,332 | 92,603 | -4,646 | 4,322 | -22,502 | 441 | 110,549 | |
| Other non-operating income | 0 | 1,566 | 0 | 0 | 0 | 0 | 1,566 | |
| Other non-operating expenses (-) | 0 | 0 | 0 | 0 | 0 | 0 | 0 | |
| Profit (loss) before tax | 242,047 | 152,740 | 113,087 | 4,338 | 35,320 | -1,091 | 0 | 546,442 |
| Income taxes | -61,058 | -20,646 | -26,018 | -6 | -310 | -8 | 0 | -108,046 |
| Deferred taxes | -24,285 | -5,360 | -21,311 | 495 | 14 | -50,447 | ||
| Current taxes | -36,773 | -15,286 | -4,707 | -6 | -805 | -22 | -57,599 | |
| Profit (loss) after tax from continuing operations |
180,989 | 132,094 | 87,069 | 4,332 | 35,010 | -1,099 | 0 | 438,395 |
| Profit (loss) after tax from discontinued operations |
0 | 0 | 0 | 0 | -1,141 | 0 | -1,141 | |
| Profit (loss) of the period | 180,989 | 132,094 | 87,069 | 4,332 | 33,869 | -1,099 | 0 | 437,254 |
| Minority interests | 70,161 | 28,114 | 27,900 | 156 | 26,844 | 0 | 153,175 | |
| Share of the group | 110,828 | 103,980 | 59,169 | 4,176 | 7,025 | -1,099 | 284,079 |
In the "Real Estate & Senior Care" segment, the Tour&Taxis companies are included in full in the consolidation as of January 1, 2015. The full consolidation of Residalya and the expansion of Anima Care's retirement home portfolio also account for part of the increase in revenue (and corresponding operating costs) in this segment.
As a result of the successful completion in 2015 of some major projects, on which DEME had still realized a substantial turnover in 2014, the revenue from construction contracts was lower in 2015 than the previous year. This is also the case with CFE, which sold its road-building operations (Van Wellen) at the beginning of 2015, but also reports substantial turnover decreases in its 'Civil engineering' and 'International' operations. The decrease in revenue from construction contracts in the "Development Capital" segment is attributable to the sale of the Handling Automation division of Agidens in 2015.
The depreciation costs on tangible and intangible assets increased, which is in line with the increased assets in the balance sheet.
At 21.3 million euros, the impairment losses were lower than the previous year (39.8 million euros). In 2015, DEME recognized 3.1 million euros in goodwill impairments on companies in its environmental division and 3.8 million euros following the acquisition of full control over HGO. CFE reported impairments (2.3 million euros) on Terryn. In the Development Capital segment, impairments were recognized on the participations in Trasys and Groupe Flo.
The profit on assets/liabilities designated at fair value through profit and loss turned out substantially higher in 2015. Of the 82.5 million euros, 82.9 million euros relates to the segment "Real Estate & Senior Care". A large part of this amount is the remeasurement income of 42.1 million euros (net, after accounting for tax effects) which had to be recognized following the acquisition by Extensa of exclusive control over the Tour&Taxis site. The goodwill that corresponds to this remeasurement income was allocated to the various assets on the Tour&Taxis site and amounts to 60.8 million euros (before the effect of deferred taxes). The rest of this item relates to changes in the fair value of the real estate investments of Leasinvest Real Estate and Extensa.
The gain on disposal of assets amounted to 97.3 million euros in 2015 (2014: 36.3 million euros). In the "Marine Engineering & Infrastructure" segment, they essentially concerned capital gains which DEME realized on sales of old vessels from its fleet and on the sale by CFE of the road-building operations of Van Wellen. The capital gains in the real estate segment involved small amounts and included a.o. the results on the sale by LRE of its Kiem, Canal Logistics Phase II, and Wenenstraat properties. Sofinim ("Development capital" segment) realized a capital gain on the sale of its participation in Hertel, while Agidens (formerly Egemin) earned a capital gain of 59.8 million euros (AvH share: 31.7 million euros) on the sale of Egemin Handling Automation.
The financial result (-57.9 million euros net) decreased in relation to 2014 as a result of higher other finance costs (such as hedging, guarantee costs and exchange differences).
The profit contribution from equity accounted companies was, on balance, 16.3 million euros lower than in 2014. This is due to several factors:
i) Better results for Medco (DEME) and Delen Investments mean substantially higher contributions from the "Marine Engineering & Infrastructure" and "Private Banking" segments.
ii) In "Real Estate & Senior Care", the Tour&Taxis participations were fully consolidated in 2015 instead of according to the equity accounting method. Moreover, a loss of Groupe Financière Duval was recognized in 1H2015.
iii) In "Energy & Resources", a decrease can be seen in the results of Sipef (lower palm oil prices), Telemond and Sagar Cements (non-recurrent capital gain in 2014).
iv) In the "Development Capital" segment, the profit contributions turned out considerably lower as a result of impairments recognized by Distriplus and Groupe Flo, losses on projects in progress (CKT Offshore), and restructuring costs (Euro Media Group).
In the interpretation of the "Income taxes" item (108.0 million euros), account should be taken of the fact that i) 110.5 million euros profit is contributed from equity accounting, and that the taxes charged on that are not visible, and that ii) 18.7 million euros in deferred taxes were recognized as a result of the remeasurement following the acquisition of exclusive control over Tour&Taxis pursuant to IFRS 3.
contribution to AvH group results: 110.8 million euros
With 121.6 million euros, DEME (AvH 60.4%) provided the largest contribution to this segment, which also includes the contributions of the fully consolidated holdings in CFE (60.4%), Rent-A-Port (72.2%), Rent-A-Port Energy (73.2%), Algemene Aannemingen Van Laere (100%) and Nationale Maatschappij der Pijpleidingen (75%).
contribution to AvH group results: 104.0 million euros
Finaxis group (AvH 78.75%), which includes the contributions from Delen Investments and Bank J.Van Breda & C°, represents the lion's share of this segment. Bank J.Van Breda & C° was fully consolidated via Finaxis while the results of Delen Investments were processed in accordance with the equity accounting method. The insurance group ASCO-BDM (AvH 50%) was also entered in the books using the equity accounting method.
contribution to AvH group results: 59.2 million euros
Leasinvest Real Estate - LRE (AvH 30.01%) is under the exclusive control of AvH and is therefore fully included in consolidation. In this segment also Extensa (AvH 100%), Anima Care (AvH 100%, 92.5% for 2016 results) and Residalya (AvH 87,42%) are fully consolidated.
In 1H 2015, a remeasurement of 42.1 million euros net was recognized in this segment following the acquisition of exclusive control over the companies that own the Tour&Taxis site.
contribution to AvH group results: 4.2 million euros
Sipef (27.7%), Oriental Quarries & Mines (50%) and the Consortium Telemond (50%) are all jointly controlled participations, and are therefore included according to the equity accounting method. The interest in Sagar Cements (18.6%) is also listed in this way in AvH's consolidated accounts.
contribution to AvH group results: 7.0 million euros
AvH is active in "Development Capital" via Sofinim (26% minority stake held by NPM-Capital) on the one hand, and via GIB (jointly controlled subsidiary with Nationale Portefeuille Maatschappij) on the other.
contribution to AvH group results: -1.1 million euros
Besides operating expenses, the contribution of AvH & subholdings in the group's consolidated financial statements is to a large extent affected by the realization or not of capital gains on sales of shares.
| (€ 1,000) | Segment 1 | Segment 2 | Segment 3 | Segment 4 | Segment 5 | Segment 6 | ||
|---|---|---|---|---|---|---|---|---|
| Marine Engineering & Infrastructure |
Private Banking |
Real Estate & Senior Care |
Energy & Resources |
Development Capital |
AvH & subholdings |
Eliminations between segments |
Total 2014(1) |
|
| Revenue | 3,755,959 | 166,082 | 105,191 | 102 | 131,700 | 4,918 | -4,690 | 4,159,261 |
| Rendering of services | 19,564 | 37,927 | 102 | 4,548 | -4,541 | 57,599 | ||
| Lease revenue | 7,751 | 1,711 | 9,462 | |||||
| Real estate revenue | 45,857 | 58,302 | 104,160 | |||||
| Interest income - banking activities | 122,797 | 122,797 | ||||||
| Fees and commissions - banking activities | 32,020 | 32,020 | ||||||
| Revenue from construction contracts | 3,620,028 | 128,356 | 3,748,384 | |||||
| Other operating revenue | 70,509 | 3,514 | 7,250 | 3,344 | 371 | -149 | 84,839 | |
| Other operating income | 168 | 1,169 | 2,223 | 0 | 400 | 2,699 | -1,646 | 5,014 |
| Interest on financial fixed assets - receivables | 168 | 36 | 366 | 614 | -368 | 815 | ||
| Dividends | 1,169 | 2,187 | 14 | 736 | 4,106 | |||
| Government grants | 0 | |||||||
| Other operating income | 20 | 1,350 | -1,278 | 92 | ||||
| Operating expenses (-) | -3,532,244 | -123,367 | -68,345 | -107 | -152,192 | -18,526 | 5,968 | -3,888,812 |
| Raw materials and consumables used (-) | -2,178,768 | -10,946 | -66,718 | -2,256,432 | ||||
| Changes in inventories of finished goods, raw materials & consumables (-) |
7,488 | -472 | -281 | 6,736 | ||||
| Interest expenses Bank J.Van Breda & C° (-) | -48,461 | -48,461 | ||||||
| Employee expenses (-) | -611,431 | -41,086 | -27,126 | -41,283 | -2,869 | -723,794 | ||
| Depreciation (-) | -248,570 | -5,226 | -3,225 | -2,618 | -657 | -260,295 | ||
| Impairment losses (-) | -5,131 | -3,469 | -3,113 | -23,058 | -5,011 | -39,782 | ||
| Other operating expenses (-) | -494,483 | -24,820 | -23,312 | -107 | -18,162 | -9,989 | 5,968 | -564,905 |
| Provisions | -1,349 | -305 | -151 | -73 | -1,878 | |||
| Profit (loss) on assets/liabilities designated at fair value through profit and loss |
0 | 0 | 4,001 | 0 | 0 | 0 | 0 | 4,001 |
| Financial assets held for trading | 0 | |||||||
| Investment property | 4,001 | 4,001 | ||||||
| Profit (loss) on disposal of assets | 8,206 | 84 | 2,471 | 0 | 6,594 | 18,987 | 0 | 36,342 |
| Realised gain (loss) on intangible and tangible assets |
7,692 | -5 | -48 | -4 | 7 | 7,642 | ||
| Realised gain (loss) on investment property | 2,518 | 2,518 | ||||||
| Realised gain (loss) on financial fixed assets | 514 | 2 | 6,599 | 17,489 | 24,603 | |||
| Realised gain (loss) on other assets | 87 | 1 | 1,491 | 1,579 | ||||
| Profit (loss) from operating activities |
232,088 | 43,968 | 45,541 | -5 | -13,497 | 8,079 | -368 | 315,806 |
| Finance income | 51,940 | 41 | 3,861 | 10 | 1,196 | 354 | -383 | 57,019 |
| Interest income | 10,715 | 41 | 2,513 | 10 | 1,023 | 349 | -383 | 14,268 |
| Other finance income | 41,225 | 1,348 | 173 | 5 | 42,751 | |||
| Finance costs (-) | -66,572 | 0 | -19,645 | -10 | -1,251 | -3,246 | 751 | -89,973 |
| Interest expenses (-) | -30,607 | -11,998 | -633 | -1,692 | 751 | -44,179 | ||
| Other finance costs (-) | -35,965 | -7,646 | -10 | -618 | -1,554 | -45,794 | ||
| Derivative financial instruments designated at fair value through profit and loss |
0 | 506 | -852 | 0 | 0 | 0 | -346 | |
| Share of profit (loss) from equity accounted investments |
22,759 | 81,431 | 10,284 | 18,005 | -5,914 | 253 | 126,819 | |
| Other non-operating income | 1,048 | 5,758 | 0 | 0 | 0 | 0 | 6,806 | |
| Other non-operating expenses (-) | 0 | 0 | 0 | 0 | 0 | 0 | 0 | |
| Profit (loss) before tax | 241,264 | 131,704 | 39,190 | 18,000 | -19,466 | 5,440 | 0 | 416,132 |
| Income taxes | -67,970 | -15,712 | -2,397 | -8 | -2,202 | -46 | 0 | -88,335 |
| Deferred taxes | -6,111 | -5,128 | 296 | -653 | -38 | -11,633 | ||
| Current taxes | -61,860 | -10,584 | -2,693 | -8 | -1,549 | -8 | -76,702 | |
| Profit (loss) after tax from continuing operations |
173,294 | 115,991 | 36,794 | 17,992 | -21,668 | 5,394 | 0 | 327,797 |
| Profit (loss) after tax from discontinued operations |
0 | 0 | 0 | 0 | 0 | 0 | 0 | |
| Profit (loss) of the period | 173,294 | 115,991 | 36,794 | 17,992 | -21,668 | 5,394 | 0 | 327,797 |
| Minority interests | 67,086 | 24,617 | 22,042 | 0 | 407 | 0 | 114,152 | |
| Share of the group | 106,208 | 91,374 | 14,752 | 17,992 | -22,075 | 5,394 | 213,645 |
(1) We refer to Section 7 for more details regarding the Restated financial statements 2014.
| (€ 1,000) | Segment 1 | Segment 2 | Segment 3 | Segment 4 | Segment 5 | Segment 6 | ||
|---|---|---|---|---|---|---|---|---|
| Marine Engineering & Infrastructure |
Private Banking |
Real Estate & Senior Care |
Energy & Resources |
Development Capital |
AvH & subholdings |
Eliminations between segments |
Total 2015 |
|
| I. Non-current assets | 2,463,493 | 3,777,568 | 1,291,208 | 168,502 | 213,637 | 40,937 | -3,283 | 7,952,062 |
| Intangible assets | 97,928 | 7,081 | 51,968 | 35 | 157,012 | |||
| Goodwill | 177,113 | 134,247 | 22,522 | 333,882 | ||||
| Tangible assets | 1,753,304 | 38,423 | 126,218 | 17,576 | 10,250 | 1,945,772 | ||
| Investment property | 2,419 | 952,671 | 955,090 | |||||
| Participations accounted for using the equity method |
168,025 | 593,935 | 22,109 | 168,502 | 173,827 | 10,850 | 1,137,249 | |
| Financial fixed assets | 138,874 | 364 | 89,692 | 21,586 | 14,153 | -3,283 | 261,386 | |
| Available for sale financial fixed assets | 7,729 | 3 | 86,372 | 26 | 7,361 | 101,491 | ||
| Receivables and warranties | 131,145 | 361 | 3,319 | 21,560 | 6,792 | -3,283 | 159,894 | |
| Non-current hedging instruments | 1,381 | 1,251 | 1,597 | 4,228 | ||||
| Amounts receivable after one year | 20,475 | 90,042 | 24,125 | 3,803 | 138,445 | |||
| Trade receivables | 945 | 900 | 1,845 | |||||
| Finance lease receivables | 90,042 | 23,914 | 113,956 | |||||
| Other receivables | 19,530 | 211 | 2,904 | 22,644 | ||||
| Deferred tax assets | 103,973 | 6,499 | 307 | 647 | 1,846 | 113,272 | ||
| Banks - receivables from credit institutions and clients after one year |
2,905,726 | 2,905,726 | ||||||
| II. Current assets | 2,021,640 | 1,668,997 | 382,832 | 4,101 | 343,265 | 105,709 | -265,147 | 4,261,397 |
| Inventories | 80,079 | 18,707 | 194 | 98,981 | ||||
| Amounts due from customers under construction contracts |
144,836 | 221,034 | 4,226 | 370,095 | ||||
| Investments | 10 | 594,926 | 1,465 | 39,681 | 636,083 | |||
| Available for sale financial assets | 594,926 | 1,465 | 39,681 | 636,073 | ||||
| Financial assets held for trading | 10 | 10 | ||||||
| Current hedging instruments | 8,765 | 690 | 9,455 | |||||
| Amounts receivable within one year | 1,197,722 | 66,318 | 76,104 | 3,680 | 253,336 | 33,724 | -264,893 | 1,365,992 |
| Trade debtors | 1,113,006 | 22,523 | 13,974 | 3,501 | -3,464 | 1,149,540 | ||
| Finance lease receivables | 43,226 | 524 | 43,750 | |||||
| Other receivables | 84,716 | 23,092 | 53,057 | 3,680 | 239,363 | 30,224 | -261,429 | 172,703 |
| Current tax receivables | 8,512 | 2,743 | 21 | 173 | 298 | 11,748 | ||
| Banks - receivables from credit institutions and clients within one year |
994,336 | 994,336 | ||||||
| Banks - loans and advances to banks | 85,220 | 85,220 | ||||||
| Banks - loans and receivables (excl, finance leases) |
879,746 | 879,746 | ||||||
| Banks - cash balances with central banks | 29,370 | 29,370 | ||||||
| Cash and cash equivalents | 523,971 | 7,292 | 58,691 | 400 | 83,227 | 31,406 | 704,987 | |
| Time deposits for less than three months | 97,655 | 4,610 | 368 | 74,830 | 26,870 | 204,333 | ||
| Cash | 426,316 | 7,292 | 54,081 | 31 | 8,398 | 4,536 | 500,654 | |
| Deferred charges and accrued income | 57,746 | 5,434 | 5,553 | 642 | 599 | -254 | 69,720 | |
| III. Assets held for sale | 39,462 | 125 | 39,587 | |||||
| Total assets | 4,485,133 | 5,446,565 | 1,713,502 | 172,603 | 557,027 | 146,646 | -268,430 | 12,253,045 |
| (€ 1,000) | Segment 1 | Segment 2 | Segment 3 | Segment 4 | Segment 5 | Segment 6 | ||
|---|---|---|---|---|---|---|---|---|
| Marine Engineering & Infrastructure |
Private Banking |
Real Estate & Senior Care |
Energy & Resources |
Development Capital |
AvH & subholdings |
Eliminations between segments |
Total 2015 |
|
| I. Total equity | 1,472,033 | 1,218,433 | 583,586 | 172,590 | 522,591 | -153,623 | 3,815,612 | |
| Shareholders' equity - group share | 907,073 | 990,154 | 315,751 | 171,479 | 376,507 | -153,627 | 2,607,339 | |
| Issued capital | 113,907 | 113,907 | ||||||
| Share capital | 2,295 | 2,295 | ||||||
| Share premium | 111,612 | 111,612 | ||||||
| Consolidated reserves | 921,605 | 981,544 | 312,604 | 158,924 | 377,919 | -256,590 | 2,496,006 | |
| Revaluation reserves | -14,532 | 8,610 | 3,147 | 12,555 | -1,411 | 13,448 | 21,817 | |
| Securities available for sale | 4,404 | 12,400 | 47 | 3,185 | 12,118 | 32,153 | ||
| Hedging reserves | -6,661 | -605 | -10,258 | -296 | -17,821 | |||
| Actuarial gains (losses) defined benefit pension plans |
-4,766 | 232 | -474 | -233 | 1,330 | -3,912 | ||
| Translation differences | -3,104 | 4,579 | 1,006 | 12,982 | -4,066 | 11,397 | ||
| Treasury shares (-) | -24,392 | -24,392 | ||||||
| Minority interests | 564,960 | 228,279 | 267,835 | 1,110 | 146,084 | 4 | 1,208,273 | |
| II. Non-current liabilities | 1,064,778 | 807,912 | 736,304 | 7,130 | 4,360 | -3,283 | 2,617,200 | |
| Provisions | 96,741 | 932 | 5,340 | 179 | 103,191 | |||
| Pension liabilities | 41,899 | 3,250 | 429 | 22 | 45,600 | |||
| Deferred tax liabilities | 155,334 | 488 | 60,631 | 546 | 987 | 217,986 | ||
| Financial debts | 719,720 | 614,084 | 6,384 | -3,283 | 1,336,904 | |||
| Bank loans | 314,559 | 497,987 | 812,546 | |||||
| Bonds | 305,216 | 111,824 | 417,040 | |||||
| Subordinated loans | 2,200 | 2,200 | ||||||
| Finance leases | 95,987 | 1,712 | 6,384 | 104,083 | ||||
| Other financial debts | 3,958 | 360 | -3,283 | 1,035 | ||||
| Non-current hedging instruments | 33,807 | 10,484 | 40,853 | 85,145 | ||||
| Other amounts payable after one year | 17,276 | 10,614 | 14,967 | 3,373 | 46,230 | |||
| Banks - debts to credit institutions, clients & securities |
782,144 | 782,144 | ||||||
| Banks - deposits from credit institutions | 0 | |||||||
| Banks - deposits from clients | 719,359 | 719,359 | ||||||
| Banks - debt certificates including bonds | 3 | 3 | ||||||
| Banks - subordinated liabilities | 62,782 | 62,782 | ||||||
| III. Current liabilities | 1,948,322 | 3,420,219 | 393,612 | 13 | 27,306 | 295,909 | -265,147 | 5,820,233 |
| Provisions | 34,339 | 54 | 34,392 | |||||
| Pension liabilities | 246 | 246 | ||||||
| Financial debts | 114,692 | 292,031 | 1,454 | 291,143 | -260,429 | 438,892 | ||
| Bank loans | 99,415 | 175,583 | 274,998 | |||||
| Bonds | 0 | |||||||
| Finance leases | 15,219 | 1,104 | 1,454 | 17,776 | ||||
| Other financial debts | 58 | 115,345 | 291,143 | -260,429 | 146,118 | |||
| Current hedging instruments Amounts due to customers |
35,146 210,870 |
995 | 47 | 1,309 | 36,188 212,179 |
|||
| under construction contracts | ||||||||
| Other amounts payable within one year | 1,473,260 | 15,336 | 70,353 | 13 | 21,094 | 4,478 | -2,469 | 1,582,065 |
| Trade payables | 1,241,493 | 7 | 28,983 | 13 | 11,515 | 504 | -1,469 | 1,281,046 |
| Advances received | 1,396 | 2,741 | 4,138 | |||||
| Amounts payable regarding remuneration and social security |
157,069 | 8,338 | 13,414 | 6,443 | 3,378 | 188,642 | ||
| Other amounts payable | 73,301 | 6,991 | 25,214 | 3,136 | 596 | -1,000 | 108,239 | |
| Current tax payables | 28,895 | 1,671 | 18,519 | 488 | 29 | 49,603 | ||
| Banks - debts to credit institutions, clients & securities |
3,395,076 | 3,395,076 | ||||||
| Banks - deposits from credit institutions | 42,007 | 42,007 | ||||||
| Banks - deposits from clients | 3,183,127 | 3,183,127 | ||||||
| Banks - debt certificates including bonds | 166,179 | 166,179 | ||||||
| Banks - subordinated liabilities | 3,763 | 3,763 | ||||||
| Accrued charges and deferred income | 51,120 | 6,896 | 12,608 | 2,960 | 258 | -2,249 | 71,593 | |
| IV. Liabilities held for sale | 0 | |||||||
| Total equity and liabilities | 4,485,133 | 5,446,565 | 1,713,502 | 172,603 | 557,027 | 146,646 | -268,430 | 12,253,045 |
The consolidated balance sheet total of the AvH group continued to grow in 2015, amounting to 12,253.0 million euros at 31/12/2015 (+6.9% compared with year-end 2014).
An analysis of the consolidated balance sheet shows the significant weight of the interest in Bank J.Van Breda & C° (fully consolidated). The activity of a bank like Bank J.Van Breda & C° involves substantial receivables (loans) and payables (deposits), particularly when compared with the companies in other branches of industry that are also included in the consolidated financial statements. Neither the payables of Bank J.Van Breda & C° nor those of other participations are guaranteed by AvH or by other group companies.
The growth in the group's senior care activities accounts for most of the increase in intangible assets: Anima Care was able to acquire additional operating licences with a view to a further expansion of its operations, while the full consolidation of the French retirement home group Residalya in particular generated a significant increase (39.6 million euros). For the rest, this item consists largely of intangible assets which were reported in the consolidated balance sheet at year-end 2013 following the acquisition of control over DEME, and of software developments at Bank J.Van Breda & C°. The increase in 'Goodwill' is also largely explained by the full consolidation (as of 2015) of Residalya, whose own goodwill is also recognized.
It should be pointed out that an amount of 87.8 million euros of goodwill is included in the carrying value of the equity accounted companies and that the balance sheet of Delen Investments, an equity accounted group company, contains an item 'Clients' of 239.8 million euros.
DEME spent 373 million euros (including joint ventures) in 2015 on the expansion and renewal of its fleet. This was done in part by acquiring a 50% stake in HGO (DEME already owned the other 50%), as well as by substantial investments in new vessels. In the real estate segment, the 'Tangible assets' increased following the completion of the new residential care centre 'Aquamarijn' in Kasterlee.
'Investment property' grew further to 955.1 million euros. Both Leasinvest Real Estate (with a.o. the acquisition of the Royal Warehouse building) and Extensa (by acquiring exclusive control over the Tour&Taxis site) continued to expand their portfolio in 2015.
'Participations accounted for using the equity method' remains a substantial item, since it includes the group companies over which AvH has no exclusive control. This item is influenced a.o. by the results reported by those group companies, the dividends they pay out, and naturally also by sales (or purchases) by the group of shares in those companies. The decrease in this item compared to the previous year is partially attributable to changes in the consolidation scope: Hertel and Trasys were sold, the interest in Groupe Financière Duval was transferred to "Assets held for sale", and the stakes in the Tour&Taxis companies, which in previous years were jointly controlled, are now fully consolidated since the acquisition of exclusive control at the beginning of 2015.
Despite the increased value of the 'Available for sale financial fixed assets' (such as the Retail Estates shares held by Leasinvest Real Estate), this item has decreased as a result of the sale of Hertel (preference shares).
Bank J.Van Breda & C° further expanded its credit portfolio during 2015, resulting in an increase in the related items, both in the long-term and short-term parts.
The evolution of cash and cash equivalents should be seen in conjunction with the evolution of the financial debts. DEME in particular financed part of its investments with liquid assets. The cash generated in the "Development Capital" segment from, among other things, the sale of Hertel was deposited with the group's coordination centre.
For details of movements in the equity of AvH and its various constituents, see the statement of changes in equity under section 5 of this report.
The 60.3 million euros which AvH had recognized on 31 December 2013 under the item 'Provisions' as contingent liability for risks of CFE, and of which 7.5 million euros (group share 4.5 million euros) was reversed in the course of 2014 because the risks in question at CFE were either no longer present or were reported in CFE's own financial statements, was further reduced by 3.5 million euros in 2015 (group share 2.1 million euros).
The increase in deferred tax liabilities in the real estate segment is primarily accounted for by the acquisition of control over the Tour&Taxis companies by Extensa as described above. In accordance with IFRS 3 'Business Combinations', this acquisition of control led to a remeasurement through profit and loss of Extensa's existing stake. The goodwill that was generated as a result was allocated to the assets of Tour&Taxis, including the recognition of a (deferred) tax effect as a result of that allocation.
The financial debts increased in the "Real Estate & Senior Care" segment as a result of the acquisition of control over the Tour&Taxis companies by Extensa and of the evolution of the development projects on the "Tour&Taxis" site in Brussels and the Cloche d'Or site in Luxembourg and full consolidation of the group Residalya.
On the other hand, in 1H 2015 AvH repaid in advance the remaining portion of the long-term debt it had incurred at the end of 2013 to finance the acquisition of CFE. The short-term financial debt in the "AvH & Subholdings" segment consists, besides 30.5 million euros in commercial paper, mainly of deposits made by other group companies with AvH Coordination Centre.
The 'Assets held for sale' at year-end 2015 correspond to the remaining 37.8% stake in Holding Groupe Duval and a building of Leasinvest Real Estate.
| (€ 1,000) | Segment 1 | Segment 2 | Segment 3 | Segment 4 | Segment 5 | Segment 6 | ||
|---|---|---|---|---|---|---|---|---|
| Marine Engineering & Infrastructure |
Private Banking |
Real Estate & Senior Care |
Energy & Resources |
Development Capital |
AvH & subholdings |
Eliminations between segments |
Total 2014(1) |
|
| I. Non-current assets | 2,244,521 | 3,473,185 | 1,026,542 | 152,907 | 331,096 | 36,229 | -8,219 | 7,256,261 |
| Intangible assets | 98,528 | 8,949 | 10,617 | 923 | 74 | 119,091 | ||
| Goodwill | 178,972 | 134,247 | 6,139 | 319,358 | ||||
| Tangible assets | 1,531,823 | 37,907 | 94,525 | 20,706 | 10,700 | 1,695,661 | ||
| Investment property | 2,749 | 727,411 | 730,161 | |||||
| Participations accounted for using the equity method |
171,350 | 534,353 | 97,887 | 152,907 | 208,497 | 4,025 | 1,169,019 | |
| Financial fixed assets | 118,479 | 143 | 62,925 | 95,066 | 15,950 | -8,219 | 284,345 | |
| Available for sale financial fixed assets | 5,362 | 3 | 62,904 | 72,855 | 7,722 | 148,847 | ||
| Receivables and warranties | 113,117 | 140 | 21 | 22,211 | 8,228 | -8,219 | 135,498 | |
| Non-current hedging instruments | 674 | 426 | 1,846 | 2,946 | ||||
| Amounts receivable after one year | 25,758 | 86,551 | 24,598 | 5,645 | 3,624 | 146,176 | ||
| Trade receivables | 0 | |||||||
| Finance lease receivables | 86,551 | 24,438 | 110,989 | |||||
| Other receivables | 25,758 | 160 | 5,645 | 3,624 | 35,187 | |||
| Deferred tax assets | 116,186 | 11,092 | 595 | 259 | 1,857 | 129,988 | ||
| Banks - receivables from credit institutions and clients after one year |
2,659,517 | 2,659,517 | ||||||
| II. Current assets | 2,117,889 | 1,684,744 | 201,038 | 3,975 | 238,882 | 86,874 | -179,993 | 4,153,408 |
| Inventories | 108,452 | 15,817 | 2,002 | 126,271 | ||||
| Amounts due from customers under construction contracts |
151,189 | 89,587 | 8,244 | 249,020 | ||||
| Investments | 14 | 606,996 | 18 | 3,048 | 24,651 | 634,727 | ||
| Available for sale financial assets | 606,996 | 18 | 3,048 | 24,651 | 634,713 | |||
| Financial assets held for trading | 14 | 14 | ||||||
| Current hedging instruments | 4,303 | 1,451 | 5,754 | |||||
| Amounts receivable within one year | 1,087,715 | 62,884 | 69,474 | 3,700 | 179,455 | 32,016 | -179,858 | 1,255,386 |
| Trade debtors | 998,702 | 14,557 | 30,902 | 3,666 | -3,547 | 1,044,280 | ||
| Finance lease receivables | 42,857 | 502 | 43,359 | |||||
| Other receivables | 89,013 | 20,027 | 54,415 | 3,700 | 148,553 | 28,350 | -176,311 | 167,747 |
| Current tax receivables | 7,078 | 622 | 20 | 50 | 558 | 8,327 | ||
| Banks - receivables from credit institutions and clients within one year |
910,351 | 910,351 | ||||||
| Banks - loans and advances to banks | 64,722 | 64,722 | ||||||
| Banks - loans and receivables (excl. finance leases) | 842,978 | 842,978 | ||||||
| Banks - cash balances with central banks | 2,651 | 2,651 | ||||||
| Cash and cash equivalents | 726,780 | 97,450 | 23,668 | 255 | 44,902 | 29,172 | 922,226 | |
| Time deposits for less than three months | 79,508 | 6,333 | 28,985 | 24,333 | 139,160 | |||
| Cash | 647,272 | 97,450 | 17,334 | 255 | 15,916 | 4,838 | 783,066 | |
| Deferred charges and accrued income | 32,359 | 5,612 | 1,852 | 1,181 | 479 | -135 | 41,347 | |
| III. Assets held for sale | 31,447 | 18,137 | 49,584 | |||||
| Total assets | 4,393,857 | 5,157,929 | 1,245,717 | 156,883 | 569,978 | 123,103 | -188,212 | 11,459,253 |
(1) We refer to Section 7 for more details regarding the Restated financial statements 2014.
| (€ 1,000) | Segment 1 | Segment 2 | Segment 3 | Segment 4 | Segment 5 | Segment 6 | ||
|---|---|---|---|---|---|---|---|---|
| Marine Engineering & Infrastructure |
Private Banking |
Real Estate & Senior Care |
Energy & Resources |
Development Capital |
AvH & subholdings |
Eliminations between segments |
Total 2014(1) |
|
| I. Total equity | 1,347,629 | 1,136,073 | 464,387 | 156,871 | 512,125 | -147,838 | 3,469,247 | |
| Shareholders' equity - group share | 832,474 | 926,468 | 226,706 | 155,759 | 378,509 | -147,841 | 2,372,075 | |
| Issued capital | 113,907 | 113,907 | ||||||
| Share capital | 2,295 | 2,295 | ||||||
| Share premium | 111,612 | 111,612 | ||||||
| Consolidated reserves | 843,435 | 917,390 | 229,707 | 154,366 | 380,757 | -248,671 | 2,276,983 | |
| Revaluation reserves | -10,960 | 9,078 | -3,001 | 1,393 | -2,248 | 8,951 | 3,213 | |
| Securities available for sale | 7,079 | 7,917 | 46 | 3,087 | 7,194 | 25,322 | ||
| Hedging reserves | -4,248 | -872 | -11,159 | -367 | -16,646 | |||
| Actuarial gains (losses) defined benefit pension plans |
-5,369 | -55 | -355 | -1,269 | 1,758 | -5,290 | ||
| Translation differences | -1,344 | 2,926 | 242 | 1,701 | -3,698 | -173 | ||
| Treasury shares (-) | -22,029 | -22,029 | ||||||
| Minority interests | 515,155 | 209,604 | 237,681 | 1,112 | 133,616 | 4 | 1,097,172 | |
| II. Non-current liabilities | 1,079,120 | 922,843 | 536,782 | 9,783 | 61,236 | -8,219 | 2,601,546 | |
| Provisions | 93,659 | 338 | 4,927 | 957 | 99,881 | |||
| Pension liabilities | 42,837 | 3,532 | 29 | 4 | 46,403 | |||
| Deferred tax liabilities | 142,973 | 713 | 11,162 | 1,146 | 1,232 | 157,226 | ||
| Financial debts | 702,607 | 469,089 | 7,650 | 60,000 | -8,219 | 1,231,127 | ||
| Bank loans | 328,511 | 363,708 | 60,000 | 752,219 | ||||
| Bonds | 306,895 | 97,215 | 404,110 | |||||
| Subordinated loans | 300 | 7,987 | -5,000 | 3,287 | ||||
| Finance leases | 62,957 | 7,650 | 70,607 | |||||
| Other financial debts | 3,945 | 178 | -3,219 | 904 | ||||
| Non-current hedging instruments | 16,310 | 12,232 | 37,766 | 66,308 | ||||
| Other amounts payable after one year | 80,734 | 8,327 | 13,839 | 102,900 | ||||
| Banks - debts to credit institutions, clients & securities |
897,701 | 897,701 | ||||||
| Banks - deposits from credit institutions | 0 | |||||||
| Banks - deposits from clients | 832,418 | 832,418 | ||||||
| Banks - debt certificates including bonds | 8 | 8 | ||||||
| Banks - subordinated liabilities | 65,275 | 65,275 | ||||||
| III. Current liabilities | 1,947,943 | 3,099,014 | 244,547 | 12 | 48,070 | 209,704 | -179,993 | 5,369,297 |
| Provisions | 31,846 | 117 | 31,963 | |||||
| Pension liabilities | 261 | 261 | ||||||
| Financial debts | 213,027 | 207,145 | 1,444 | 205,453 | -175,311 | 451,759 | ||
| Bank loans | 159,595 | 82,783 | 242,377 | |||||
| Bonds | 0 | |||||||
| Finance leases | 7,538 | 5 | 1,444 | 8,986 | ||||
| Other financial debts | 45,895 | 124,358 | 205,453 | -175,311 | 200,395 | |||
| Current hedging instruments | 22,111 | 1,997 | 462 | 24,569 | ||||
| Amounts due to customers under construction contracts |
231,708 | 15,015 | 246,723 | |||||
| Other amounts payable within one year | 1,354,634 | 16,181 | 22,800 | 9 | 27,717 | 3,980 | -2,352 | 1,422,970 |
| Trade payables | 1,155,336 | 24 | 9,790 | 9 | 17,118 | 494 | -1,352 | 1,181,419 |
| Advances received | 1,617 | 1,617 | ||||||
| Amounts payable regarding remuneration and social security |
115,031 | 7,558 | 3,988 | 9,566 | 2,879 | 139,022 | ||
| Other amounts payable | 82,650 | 8,599 | 9,022 | 1,034 | 607 | -1,000 | 100,911 | |
| Current tax payables | 53,775 | 3,892 | 2,262 | 1,023 | 11 | 60,963 | ||
| Banks - debts to credit institutions, clients & securities |
3,068,832 | 3,068,832 | ||||||
| Banks - deposits from credit institutions | 12,432 | 12,432 | ||||||
| Banks - deposits from clients | 2,903,509 | 2,903,509 | ||||||
| Banks - debt certificates including bonds | 138,653 | 138,653 | ||||||
| Banks - subordinated liabilities | 14,238 | 14,238 | ||||||
| Accrued charges and deferred income | 40,841 | 7,851 | 11,761 | 3 | 2,871 | 260 | -2,330 | 61,257 |
| IV. Liabilities held for sale | 19,164 | 19,164 | ||||||
| Total equity and liabilities | 4,393,857 | 5,157,929 | 1,245,717 | 156,883 | 569,978 | 123,103 | -188,212 | 11,459,253 |
1) We refer to Section 7 for more details regarding the Restated financial statements 2014.
| (€ 1,000) | Segment 1 | Segment 2 | Segment 3 | Segment 4 | Segment 5 & 6 | ||
|---|---|---|---|---|---|---|---|
| Marine Engineering & Infrastructure |
Private Banking |
Real Estate & Senior Care |
Energy & Resources |
Development Capital & AvH, subhold. |
Eliminations between segments |
Total 2015 |
|
| I. Cash and cash equivalents, | |||||||
| opening balance | 726,780 | 97,450 | 23,668 | 255 | 74,073 | 922,226 | |
| Profit (loss) from operating activities | 239,942 | 58,084 | 141,770 | -3 | 57,330 | -553 | 496,569 |
| Reclassification 'Profit (loss) on disposal of assets' to cash flow from divestments |
-27,429 | -409 | -498 | -68,944 | -97,281 | ||
| Dividends from participations accounted for using the equity method |
1,361 | 32,136 | 100 | 8,951 | 42,548 | ||
| Other non-operating income (expenses) | 1,566 | 1,566 | |||||
| Income taxes | -84,998 | -20,646 | -26,018 | -324 | -131,986 | ||
| Non-cash adjustments | |||||||
| Depreciation | 257,742 | 5,592 | 8,771 | 2,907 | 275,012 | ||
| Impairment losses | 16,285 | 668 | 1,566 | 2,664 | 21,183 | ||
| Share based payment | 62 | 127 | 1,315 | 689 | 2,194 | ||
| Profit (loss) on assets/liabilities designated at fair value through profit and loss |
397 | -82,860 | -82,463 | ||||
| (Decrease) increase of provisions | 6,796 | 768 | 271 | -779 | 7,056 | ||
| (Decrease) increase of deferred taxes | 24,285 | 5,360 | 21,311 | -509 | 50,447 | ||
| Other non-cash expenses (income) | -11,185 | 4,418 | -312 | 89 | -6,989 | ||
| Cash flow | 423,258 | 87,663 | 65,316 | 97 | 2,074 | -553 | 577,855 |
| Decrease (increase) of working capital | -27,211 | -128,999 | -8,091 | 20 | 1,295 | -867 | -163,854 |
| Decrease (increase) of inventories and construction contracts | -1,431 | 11,170 | -6,656 | 3,082 | |||
| Decrease (increase) of amounts receivable | -102,889 | -6,925 | -16,427 | 19 | 15,552 | -867 | -111,537 |
| Decrease (increase) of receivables from credit institutions and clients (banks) |
-332,534 | -332,534 | |||||
| Increase (decrease) of liabilities (other than financial debts) | 79,383 | -1,501 | 1,679 | 3 | -8,305 | 71,259 | |
| Increase (decrease) of debts to credit institutions, clients & securities (banks) |
213,169 | 213,169 | |||||
| Decrease (increase) other | -2,274 | -1,208 | -4,514 | -2 | 705 | -7,294 | |
| Cash flow from operating activities | 396,047 | -41,337 | 57,225 | 117 | 3,369 | -1,420 | 414,001 |
| Investments | -355,081 | -323,520 | -182,427 | -3,358 | -56,773 | 9,132 | -912,027 |
| Acquisition of intangible and tangible assets | -278,977 | -4,242 | -23,252 | -1,694 | -308,165 | ||
| Acquisition of investment property | -36,223 | -36,223 | |||||
| Acquisition of financial fixed assets | -59,628 | -122,642 | -3,358 | -23,880 | -209,509 | ||
| New amounts receivable | -16,476 | -220 | -309 | -11,571 | 9,132 | -19,444 | |
| Acquisition of investments | -319,058 | -19,627 | -338,685 | ||||
| Divestments | 60,909 | 319,739 | 24,800 | 0 | 212,139 | -14,132 | 603,454 |
| Disposal of intangible and tangible assets | 31,890 | 603 | 75 | 32,568 | |||
| Disposal of investment property | 23,974 | 23,974 | |||||
| Disposal of financial fixed assets | 24,655 | 182,320 | 206,975 | ||||
| Reimbursements of amounts receivable | 4,364 | 215 | 18,146 | -14,132 | 8,593 | ||
| Disposal of investments | 319,739 | 8 | 11,597 | 331,344 | |||
| Cash flow from investing activities | -294,172 | -3,781 | -157,627 | -3,358 | 155,366 | -5,000 | -308,573 |
| Financial operations | |||||||
| Interest received | 8,049 | 43 | 1,227 | 7 | 924 | -420 | 9,830 |
| Interest paid | -40,460 | -14,430 | -1,036 | 972 | -54,954 | ||
| Other financial income (costs) | -17,421 | -6,176 | -13 | -1,354 | -24,964 | ||
| Decrease (increase) of treasury shares | -4,110 | -4,110 | |||||
| (Decrease) increase of financial debts | -239,799 | 125,631 | -61,551 | 5,867 | -169,852 | ||
| Distribution of profits | -60,363 | -60,363 | |||||
| Dividends paid to minority interests | -52,099 | -45,082 | -16,032 | 64,041 | -49,172 | ||
| Cash flow from financial activities | -341,731 | -45,040 | 90,220 | -6 | -63,450 | 6,420 | -353,586 |
| II. Net increase (decrease) in cash and cash equivalents |
-239,856 | -90,157 | -10,182 | -3,248 | 95,285 | -248,158 | |
| Transfer between segments | 2,738 | 35,819 | 3,358 | -41,915 | 0 | ||
| Change in consolidation scope or method | 33,450 | 7,289 | -12,882 | 27,857 | |||
| Capital increases (minority interests) | 574 | 1,225 | 1,799 | ||||
| Impact of exchange rate changes on cash and cash equivalents | 284 | 873 | 35 | 71 | 1,263 | ||
| III. Cash and cash equivalents - ending balance |
523,971 | 7,292 | 58,691 | 400 | 114,633 | 704,987 |
The 'Cash flow' of the AvH group for the 2015 financial year amounted to 577.9 million euros, an increase of 20.4 million euros compared with 2014. As is the case with the consolidated balance sheet and income statement, this cash flow statement is partly shaped by the way in which the participations are included in the consolidation. AvH holds a number of significant equity-accounted participations, which, in this cash flow statement, can only contribute to the cash flow through dividend payments.
The increase of 'Profit from operating activities' is explained by a.o. an important contribution from assets designated at fair value through porfit and loss, the full consolidation of the French retirement home group Residalya as of 1Q2015, and by the growth of Anima Care. Nevertheless, the impact of this higher 'Profit from operating activities' on the cash flow is limited by:
i) higher income taxes, both current and deferred;
ii) profits (and cash) realized on divestments and recognized in this cash flow statement in the investment cash flow, which is explained below;
iii) profits which, primarily in the "Real Estate & Senior Care" segment, were recorded by fair value adjustments to investment property through profit and loss and have no impact on the cash flow. These include the fair value adjustments to the investment property of Leasinvest Real Estate and of Extensa (including the substantial remeasurement of real estate assets on the Tour&Taxis site which was recorded following the acquisition by Extensa of exclusive control over the companies that own this site).
The increase in working capital during the 2015 financial year is primarily attributable to the "Private Banking" segment, where the commercial development of Bank J.Van Breda & C° in 2015 led to a greater increase in lending than in client deposits.
The investment cash flow, on which the AvH group on balance spent 308.6 million euros, was 141.3 million euros higher than the previous year, which illustrates the significant investment activity. DEME accounts for a substantial part of this, with 263.1 million euros invested in intangible and tangible fixed assets (mainly in the renewal and expansion of its fleet), the acquisition of additional participating interests (including 50% in HGO for an amount of 34.3 million euros), and new or additional interests in various project companies active in a.o. offshore wind. In the "Real Estate & Senior Care" segment, too, substantial investments were made in the expansion of the retirement homes of Anima Care (residential care centre 'Aquamarijn' in Kasterlee) and Residalya, in the investment property of Extensa ('Herman Teirlinck' building, T&T car parks) and Leasinvest Real Estate (such as Royal20 in Luxembourg), as well as increasing the stake in Tour&Taxis.
The divestments in 2015 primarily concerned:
The acquisition and disposal of investments relates for the most part to Bank J.Van Breda & C°, and is part of its normal and conservative investment policy.
The cash flow from financial activities shows a debt reduction, except in the "Real Estate & Senior Care" segment. In the "Development Capital & AvH and subholdings" segment, the final portion of the long-term debt that was incurred in 2013 to acquire control over CFE was repaid early. The dividends paid by AvH are covered by the dividends received from the participations. In the "Real Estate & Senior Care" segment, an increase in financial debts is reported as a result of the full consolidation of the Tour&Taxis companies and of the Residalya group since 2015. The bridging loan which Extensa took out at the beginning of 2015 to finance the acquisition of the additional stake in Tour&Taxis was already partly repaid at the end of the year, following the sale of the Royal Warehouse to Leasinvest Real Estate.
The transfers between segments relate to new participations that were acquired in 2015 (Residalya, Patrimoine & Santé) or to capital increases with, or increases in the stakes in existing group companies (such as Anima Care, Rent-A-Port, Rent-A-Port Energy, Sipef, Agidens).
| (€ 1,000) | Segment 1 | Segment 2 | Segment 3 | Segment 4 | Segment 5 & 6 | ||
|---|---|---|---|---|---|---|---|
| Marine Engineering & Infrastructure |
Private Banking |
Real Estate & Senior Care |
Energy & Resources |
Development Capital & AvH, subhold. |
Eliminations between segments |
Total 2014(1) |
|
| I. Cash and cash equivalents, | |||||||
| opening balance | 463,754 | 180,936 | 20,784 | 64 | 101,470 | 767,009 | |
| Profit (loss) from operating activities | 232,088 | 43,968 | 45,541 | -5 | -5,418 | -368 | 315,806 |
| Reclassification 'Profit (loss) on disposal of assets' to cash flow from divestments |
-8,206 | -84 | -2,471 | -25,581 | -36,342 | ||
| Dividends from participations accounted for using the equity method |
1,357 | 30,603 | 200 | 6,536 | 38,696 | ||
| Other non-operating income (expenses) | 1,048 | 5,758 | 0 | 6,806 | |||
| Income taxes | -61,771 | -15,712 | -2,397 | -8 | -2,247 | -82,136 | |
| Non-cash adjustments | |||||||
| Depreciation | 248,570 | 5,226 | 3,225 | 3,275 | 260,295 | ||
| Impairment losses | 5,131 | 3,484 | 3,113 | 28,068 | 39,797 | ||
| Share based payment | 14 | 1,560 | 1,019 | 699 | 3,291 | ||
| Profit (loss) on assets/liabilities designated at fair value through profit and loss |
-4,001 | -4,001 | |||||
| (Decrease) increase of provisions | 668 | 985 | 151 | 73 | 1,877 | ||
| (Decrease) increase of deferred taxes | 6,111 | 5,128 | -296 | 691 | 11,633 | ||
| Other non-cash expenses (income) | -1,110 | 1,637 | 610 | 591 | 1,727 | ||
| Cash flow | 423,899 | 82,552 | 44,494 | 186 | 6,685 | -368 | 557,449 |
| Decrease (increase) of working capital | 227,836 | -143,774 | -57,796 | -20 | -32,505 | 3,840 | -2,420 |
| Decrease (increase) of inventories and construction contracts | 54,222 | -74,229 | -32 | -20,039 | |||
| Decrease (increase) of amounts receivable | 10,608 | -731 | 578 | -23 | -33,959 | 3,840 | -19,688 |
| Decrease (increase) of receivables from credit institutions and clients (banks) |
-190,911 | -190,911 | |||||
| Increase (decrease) of liabilities (other than financial debts) | 162,176 | -5,355 | 13,870 | 3 | 2,200 | 172,894 | |
| Increase (decrease) of debts to credit institutions, clients & securities (banks) |
47,838 | 47,838 | |||||
| Decrease (increase) other | 830 | 5,385 | 1,985 | 1 | -715 | 7,485 | |
| Cash flow from operating activities | 651,735 | -61,222 | -13,302 | 166 | -25,820 | 3,472 | 555,029 |
| Investments | -202,575 | -595,415 | -74,195 | 0 | -18,488 | -890,673 | |
| Acquisition of intangible and tangible assets | -183,852 | -9,713 | -23,878 | -2,317 | -219,760 | ||
| Acquisition of investment property | -43,983 | -43,983 | |||||
| Acquisition of financial fixed assets | -6,527 | -193 | -6,334 | -5,770 | -18,824 | ||
| New amounts receivable | -12,197 | -55 | -1,359 | -13,611 | |||
| Acquisition of investments | -585,454 | -9,042 | -594,496 | ||||
| Divestments | 16,526 | 613,102 | 24,833 | 0 | 68,910 | 723,370 | |
| Disposal of intangible and tangible assets | 13,626 | 286 | 59 | 64 | 14,035 | ||
| Disposal of investment property | 13,906 | 13,906 | |||||
| Disposal of financial fixed assets | 2,559 | 10,784 | 61,204 | 74,547 | |||
| Reimbursements of amounts receivable | 72 | 338 | 410 | ||||
| Disposal of investments | 341 | 612,816 | 12 | 7,304 | 620,473 | ||
| Cash flow from investing activities | -186,049 | 17,687 | -49,362 | 0 | 50,422 | -167,303 | |
| Financial operations | |||||||
| Interest received | 10,715 | 41 | 2,513 | 10 | 1,073 | -383 | 13,970 |
| Interest paid | -43,146 | -13,325 | -2,027 | 751 | -57,747 | ||
| Other financial income (costs) | 4,643 | -8,385 | -10 | -1,994 | -5,746 | ||
| Decrease (increase) of treasury shares | -3,454 | -3,454 | |||||
| (Decrease) increase of financial debts | -148,501 | 95,110 | -34,247 | -3,840 | -91,478 | ||
| Distribution of profits | -56,361 | -56,361 | |||||
| Dividends paid to minority interests | -30,590 | -39,993 | -14,321 | 47,051 | -37,853 | ||
| Cash flow from financial activities | -206,879 | -39,951 | 61,592 | 0 | -49,960 | -3,472 | -238,670 |
| II. Net increase (decrease) in cash and cash equivalents |
258,806 | -83,487 | -1,072 | 166 | -25,357 | 149,056 | |
| Transfer between segments | 39 | 2,000 | -2,039 | 0 | |||
| Change in consolidation scope or method | 2,362 | 2,259 | 4,620 | ||||
| Impact of exchange rate changes on cash and cash equivalents | 1,819 | -303 | 24 | -1 | 1,540 | ||
| III. Cash and cash equivalents - ending balance |
726,780 | 97,450 | 23,668 | 255 | 74,073 | 922,226 |
1) The amended IAS41 has no impact on the cash flow statement.
2. Diluted earnings per share
| (€ 1,000) | 2014 | Impact IAS 41R | 2014 Revised |
|---|---|---|---|
| Revenue | 4,159,261 | 4,159,261 | |
| Rendering of services | 57,599 | 57,599 | |
| Lease revenue | 9,462 | 9,462 | |
| Real estate revenue | 104,160 | 104,160 | |
| Interest income - banking activities | 122,797 | 122,797 | |
| Fees and commissions - banking activities | 32,020 | 32,020 | |
| Revenue from construction contracts | 3,748,384 | 3,748,384 | |
| Other operating revenue | 84,839 | 84,839 | |
| Other operating income | 5,014 | 5,014 | |
| Interest on financial fixed assets - receivables | 815 | 815 | |
| Dividends | 4,106 | 4,106 | |
| Government grants | 0 | 0 | |
| Other operating income | 92 | 92 | |
| Operating expenses (-) | -3,888,812 | -3,888,812 | |
| Raw materials and consumables used (-) | -2,256,432 | -2,256,432 | |
| Changes in inventories of finished goods, raw materials & consumables (-) | 6,736 | 6,736 | |
| Interest expenses Bank J.Van Breda & C° (-) | -48,461 | -48,461 | |
| Employee expenses (-) | -723,794 | -723,794 | |
| Depreciation (-) | -260,295 | -260,295 | |
| Impairment losses (-) | -39,782 | -39,782 | |
| Other operating expenses (-) | -564,905 | -564,905 | |
| Provisions | -1,878 | -1,878 | |
| Profit (loss) on assets/liabilities designated at fair value through profit and loss | 4,001 | 4,001 | |
| Financial assets held for trading | 0 | 0 | |
| Investment property | 4,001 | 4,001 | |
| Profit (loss) on disposal of assets | 36,342 | 36,342 | |
| Realised gain (loss) on intangible and tangible assets | 7,642 | 7,642 | |
| Realised gain (loss) on investment property | 2,518 | 2,518 | |
| Realised gain (loss) on financial fixed assets | 24,603 | 24,603 | |
| Realised gain (loss) on other assets | 1,579 | 1,579 | |
| Profit (loss) from operating activities | 315,806 | 315,806 | |
| Finance income | 57,019 | 57,019 | |
| Interest income | 14,268 | 14,268 | |
| Other finance income | 42,751 | 42,751 | |
| Finance costs (-) | -89,973 | -89,973 | |
| Interest expenses (-) | -44,179 | -44,179 | |
| Other finance costs (-) | -45,794 | -45,794 | |
| Derivative financial instruments designated at fair value through profit and loss | -346 | -346 | |
| Share of profit (loss) from equity accounted investments | 128,299 | -1,480 | 126,819 |
| Other non-operating income | 6,806 | 6,806 | |
| Other non-operating expenses (-) | 0 | 0 | |
| Profit (loss) before tax | 417,611 | -1,480 | 416,132 |
| Income taxes | -88,335 | -88,335 | |
| Deferred taxes | -11,633 | -11,633 | |
| Current taxes | -76,702 | -76,702 | |
| Profit (loss) after tax from continuing operations | 329,276 | -1,480 | 327,797 |
| Profit (loss) after tax from discontinued operations | 0 | ||
| Profit (loss) of the period | 329,276 | -1,480 | 327,797 |
| Minority interests | 114,152 | 114,152 | |
| Share of the group | 215,125 | -1,480 | 213,645 |
| Earnings per share (€) | |||
| 1. Basic earnings per share | |||
| 1.1. from continued and discontinued operations | 6.49 | -0.04 | 6.45 |
1.2. from continued operations 6.49 -0.04 6.45
2.1. from continued and discontinued operations 6.47 -0.05 6.42 2.2. from continued operations 6.47 -0.05 6.42
| (€ 1,000) | 2014 | Impact IAS 41R | 2014 Revised |
|---|---|---|---|
| Profit (loss) of the period | 329,276 | -1,480 | 327,797 |
| Minority interests | 114,152 | 0 | 114,152 |
| Share of the group | 215,125 | -1,480 | 213,645 |
| Other comprehensive income | -19,168 | 0 | -19,168 |
| Items that may be reclassified to profit or loss in subsequent periods | |||
| Net changes in revaluation reserve: financial assets available for sale | -6,050 | -6,050 | |
| Net changes in revaluation reserve: hedging reserves | -27,784 | -27,784 | |
| Net changes in revaluation reserve: translation differences | 17,524 | 17,524 | |
| Items that cannot be reclassified to profit or loss in subsequent periods | |||
| Net changes in revaluation reserve: actuarial gains (losses) defined benefit pension plans | -2,858 | -2,858 | |
| Total comprehensive income | 310,108 | 308,628 |
|---|---|---|
| Minority interests | 104,288 | 104,288 |
| Share of the group | 205,820 | 204,340 |
In November 2015, the amendments to IAS 16 (Property, plant and equipment) and IAS 41 (Agriculture – bearer plants) were approved for implementation within the European Union, as from January 1, 2016, at the latest. Consequently, 'bearer plants' must again be measured at historical cost instead of at fair value.
Sipef has opted for the early application of this standard to the financial statements of the 2015 financial year, and to restate its financial statements of the previous period. Sipef also chose not to measure 'Agricultural produce' at fair value less the projected costs to sell, since Sipef holds the view that all the parameters for an alternative calculation method are unreliable. Consequently, Sipef measures its agricultural produce at fair value at point of harvest in accordance with IAS 41.32.
The early implementation by Sipef has an impact on its income statement, equity and consolidated balance sheet. Since Ackermans & van Haaren ecognises its participating interest in Sipef according to the equity method, this adjustment also has an impact on its own consolidated income statement and consolidated balance sheet. AvH has therefore restated its financial statements for 2014 accordingly.
| (€ 1,000) | 2014 | Impact IAS 41R | 2014 Revised |
|---|---|---|---|
| I. Non-current assets | 7,286,383 | -30,122 | 7,256,261 |
| Intangible assets | 119,091 | 119,091 | |
| Goodwill | 319,358 | 319,358 | |
| Tangible assets | 1,695,661 | 1,695,661 | |
| Land and buildings | 218,698 | 218,698 | |
| Plant. machinery and equipment | 1,436,646 | 1,436,646 | |
| Furniture and vehicles | 19,453 | 19,453 | |
| Other tangible assets | 4,484 | 4,484 | |
| Assets under construction and advance payments | 16,031 | 16,031 | |
| Operating lease - as lessor (IAS 17) | 349 | 349 | |
| Investment property | 730,161 | 730,161 | |
| Participations accounted for using the equity method | 1,199,141 | -30,122 | 1,169,019 |
| Financial fixed assets | 284,345 | 284,345 | |
| Available for sale financial fixed assets | 148,847 | 148,847 | |
| Receivables and warranties | 135,498 | 135,498 | |
| Non-current hedging instruments | 2,946 | 2,946 | |
| Amounts receivable after one year | 146,176 | 146,176 | |
| Trade receivables | 0 | 0 | |
| Finance lease receivables | 110,989 | 110,989 | |
| Other receivables | 35,187 | 35,187 | |
| Deferred tax assets | 129,988 | 129,988 | |
| Banks - receivables from credit institutions and clients after one year | 2,659,517 | 2,659,517 | |
| II. Current assets | 4,153,408 | 0 | 4,153,408 |
| Inventories | 126,271 | 126,271 | |
| Amounts due from customers under construction contracts | 249,020 | 249,020 | |
| Investments | 634,727 | 634,727 | |
| Available for sale financial assets | 634,713 | 634,713 | |
| Financial assets held for trading | 14 | 14 | |
| Current hedging instruments | 5,754 | 5,754 | |
| Amounts receivable within one year | 1,255,386 | 1,255,386 | |
| Trade debtors | 1,044,280 | 1,044,280 | |
| Finance lease receivables | 43,359 | 43,359 | |
| Other receivables | 167,747 | 167,747 | |
| Current tax receivables | 8,327 | 8,327 | |
| Banks - receivables from credit institutions and clients within one year | 910,351 | 910,351 | |
| Banks - loans and advances to banks | 64,722 | 64,722 | |
| Banks - loans and receivables (excluding leases) | 842,978 | 842,978 | |
| Banks - cash balances with central banks | 2,651 | 2,651 | |
| Geldmiddelen en kasequivalenten | 922,226 | 922,226 | |
| Time deposits for less than three months | 139,160 | 139,160 | |
| Cash | 783,066 | 783,066 | |
| Deferred charges and accrued income | 41,347 | 41,347 | |
| III. Assets held for sale | 49,584 | 49,584 | |
| Total assets | 11,489,375 | -30,122 | 11,459,253 |
| (€ 1,000) | 2014 | Impact IAS 41R | 2014 Revised |
|---|---|---|---|
| I. Total equity | |||
| 3,499,369 | -30,122 | 3,469,247 | |
| Equity - group share | 2,402,197 | -30,122 | 2,372,075 |
| Issued capital | 113,907 | 113,907 | |
| Share capital | 2,295 | 2,295 | |
| Share premium | 111,612 | 111,612 | |
| Consolidated reserves | 2,304,007 | -27,024 | 2,276,983 |
| Revaluation reserves | 6,312 | -3,098 | 3,213 |
| Financial assets available for sale | 25,322 | 25,322 | |
| Hedging reserves | -16,646 | -16,646 | |
| Actuarial gains (losses) defined benefit pension plans | -5,290 | -5,290 | |
| Translation differences | 2,926 | -3,098 | -173 |
| Treasury shares (-) | -22,029 | -22,029 | |
| Minority interests | 1,097,172 | 1,097,172 | |
| II. Non-current liabilities | 2,601,546 | 0 | 2,601,546 |
| Provisions | 99,881 | 99,881 | |
| Pension liabilities | 46,403 | 46,403 | |
| Deferred tax liabilities | 157,226 | 157,226 | |
| Financial debts | 1,231,127 | 1,231,127 | |
| Bank loans | 752,219 | 752,219 | |
| Bonds | 404,110 | 404,110 | |
| Subordinated loans | 3,287 | 3,287 | |
| Finance leases | 70,607 | 70,607 | |
| Other financial debts | 904 | 904 | |
| Non-current hedging instruments | 66,308 | 66,308 | |
| Other amounts payable after one year | 102,900 | 102,900 | |
| Banks - non-current debts to credit institutions. clients & securities | 897,701 | 897,701 | |
| Banks - deposits from credit institutions | 0 | 0 | |
| Banks - deposits from clients | 832,418 | 832,418 | |
| Banks - debt certificates including bonds | 8 | 8 | |
| Banks - subordinated liabilities | 65,275 | 65,275 | |
| III. Current liabilities | 5,369,297 | 0 | 5,369,297 |
| Provisions | 31,963 | 31,963 | |
| Pension liabilities | 261 | 261 | |
| Financial debts | 451,759 | 451,759 | |
| Bank loans | 242,377 | 242,377 | |
| Bonds | 0 | 0 | |
| Finance leases | 8,986 | 8,986 | |
| Other financial debts | 200,395 | 200,395 | |
| Current hedging instruments | 24,569 | 24,569 | |
| Amounts due to customers under construction contracts | 246,723 | 246,723 | |
| Other amounts payable within one year | 1,422,970 | 1,422,970 | |
| Trade payables | 1,181,419 | 1,181,419 | |
| Advances received on construction contracts | 1,617 | 1,617 | |
| Amounts payable regarding remuneration and social security | 139,022 | 139,022 | |
| Other amounts payable | 100,911 | 100,911 | |
| Current tax payables | 60,963 | 60,963 | |
| Banks - current debts to credit institutions. clients & securities | 3,068,832 | 3,068,832 | |
| Banks - deposits from credit institutions | 12,432 | 12,432 | |
| Banks - deposits from clients | 2,903,509 | 2,903,509 | |
| Banks - debt certificates including bonds | 138,653 | 138,653 | |
| Banks - subordinated liabilities | 14,238 | 14,238 | |
| Accrued charges and deferred income | 61,257 | 61,257 | |
| IV. Liabilities held for sale | 19,164 | 19,164 | |
| Total equity and liabilities | 11,489,375 | -30,122 | 11,459,253 |
The consolidated financial statements of Ackermans & van Haaren are prepared in accordance with the International Financial Reporting Standards (IFRS) and IFRIC interpretations effective on 31 December 2015, as approved by the European Commission. The applied accounting principles have not changed since the end of 2014, with exception of IAS 41 for which we refer to section 7.
Ackermans & van Haaren is active in several segments, each (more or less) cyclically sensitive : dredging & infrastructure, oil & energy markets (DEME, Rent-A-Port), construction (CFE, Van Laere), evolution on the stock exchange and interest rates (Delen Private Bank, JM Finn & Co and Bank J.Van Breda & C°), real estate and interest rates evolution (Extensa & Leasinvest Real Estate), seasonal patterns (Groupe Financière Duval) and evolution of commodity prices (Sipef, Sagar Cements). The industry branches in which the Development Capital participations are active (ICT & Engineering, Real Estate Development, Retail & Distribution and Media & Printing), are also susceptible to seasonal factors and cyclical influences.
| (€ 1,000) | Tour&Taxis | HPA/Residalya | HGO | 2015 |
|---|---|---|---|---|
| Non current assets | 341,173 | 70,366 | 214,650 | 626,189 |
| Current assets | 16,713 | 13,388 | 35,729 | 65,831 |
| Total assets | 357,886 | 83,754 | 250,379 | 692,019 |
| Equity - group share | 150,630 | 23,729 | 67,314 | 241,673 |
| Minorities | 20,305 | 634 | 0 | 20,939 |
| Non current liabilities | 149,615 | 22,616 | 148,062 | 320,293 |
| Current liabilities | 37,336 | 36,776 | 35,004 | 109,116 |
| Total equity and liabilities | 357,886 | 83,754 | 250,379 | 692,019 |
| Total assets | 357,886 | 83,754 | 250,379 | 692,019 |
| Total liabilities | -186,951 | -59,392 | -183,065 | -429,408 |
| Minorities | -20,305 | -634 | 0 | -20,939 |
| Net assets | 150,630 | 23,729 | 67,314 | 241,673 |
| Beneficial interest | 100.00% | 87.42% | 100.00% | |
| Net assets - group share | 150,630 | 20,744 | 67,314 | |
| Goodwill (post allocation) | 1,783 | 1,256 | ||
| 100% valuation | 150,630 | 22,527 | 68,570 | |
| - valuation initial 50% | 75,315 | 34,285 | ||
| - valuation additional interest 50% | 75,315 | 34,285 |
| Equity - group share (50%) (prior to fair value adjustments) | 33,218 | |
|---|---|---|
| Valuation initial 50%-interest | 75,315 | |
| Remeasurement gain | 42,097 |
In January 2015, Extensa acquired full control over the companies that own the Tour&Taxis site in Brussels through the acquisition of the remaining 50% of the shares from its joint-venture partners. As a result of this acquisition, Extensa had to remeasure its original (50%) interest in Tour&Taxis (according to IFRS) to the transaction value. This had a positive impact of 42.1 million euros net on Extensa's results for 2015. The goodwill that was generated as a result was allocated to the assets of the Tour&Taxis site, including the recognition of a (deferred) tax effect as a result of that allocation.
This transaction has given Extensa exclusive control over those companies, which, as a result, are now fully consolidated in the accounts of AvH with effect from 2015.
The fair value of the rented properties (Royal Warehouse 108 million euros, Sheds & car parks) was determined on the basis of yields in line with the market (between 5.6% and 7.5%), while an average goodwill of around 250 euros per m² (net) was allocated to the land portfolio.
In January 2015, AvH reached an agreement with Groupe Financière Duval (AvH 41.14%) on the acquisition of the latter's 87.42% stake in the French retirement home group Residalya for an amount of 31.7 million euros (including the acquisition of a current account to the amount of 9.1 million euros). The management of Residalya has the option to sell its 6.1% stake to AvH under certain conditions.
At the end of October 2015, AvH converted a 12.2% interest in Holding Groupe Duval (of a total stake of 50% held by AvH) into a 22.5% stake in the French company Patrimoine & Santé, which owns most of the real estate operated by Residalya. Under the agreements with the Duval family, AvH will gradually increase its stake in Patrimoine & Santé to a controlling interest of 71% by the end of January 2017.
Residalya repaid the current account at year-end 2015.
The operating licences and goodwill resulting from acquisitions of residential care centres make up 60% of Residalya's balance sheet total. The fair value of the intangible assets was determined according to the 'multi-period excess earnings' method, based on the present value of the expected future cash flows to be generated by the intangible assets after accounting for the cash flows attributable to contributory assets. The fair value of the other assets and liabilities is based on the market value at which these assets or liabilities can be settled with a third, unrelated party.
The recognition of a residual goodwill of 15.0 million euros in the financial statements is justified by the presence of intangible assets – such as the personnel – which cannot be recognised separately.
In a transaction with the German Hochtief group on May 13, 2015, GeoSea, a wholly-owned subsidiary of DEME, acquired an additional 50% stake in HGO InfraSea Solutions GmbH & co KG (HGO), as a result of which GeoSea now owns 100% of HGO. As of December 31, 2015, the stake in HGO was fully consolidated, and the assets and liabilities were reported according to the accounting principles of DEME and CFE.
These assets and liabilities were determined and measured in the financial state-
| (€ 1,000) | 2015 |
|---|---|
| Non current assets | 3,740 |
| Current assets | 32,690 |
| Total assets | 36,430 |
| Equity - group share | 12,688 |
| Minorities | 0 |
| Non current liabilities | 1,403 |
| Current liabilities | 22,339 |
| Total equity and liabilities | 36,430 |
| Total assets | 36,430 |
| Total liabilities | -23,742 |
| Minorities | 0 |
| Net assets | 12,688 |
| Beneficial interest | 100% |
| Net assets - group share | 12,688 |
| Capital gain | 59,794 |
Sales price 72,482
Egemin Group announced in May 2015 that it had reached an agreement on the sale of its Handling Automation division to the German Kion group for an enterprise value of 72 million euros. The transaction was finalised on August 7, 2015. The other activities of the Egemin group (Process Automation, Life Sciences, Infra Automation, and Consulting & Services) are continued under the new name Agidens. At the time, Sofinim had a 71.5% stake (directly and indirectly through Axe Investments) in Egemin.
The following valuation methods were used:
Property, plant and equipment (mainly vessels): the fair value was determined on the basis of a valuation report by an independent expert.
Other assets and liabilities: the fair value is based on the market value at which these assets or liabilities can be settled with a third, unrelated party.
In view of that, and of the consideration paid, a residual goodwill of 1.26 million euros was recognised.
The recognition of that residual goodwill is justified by future projects that HGO is working on, but which have not yet progressed sufficiently to be recognized separately in the financial statements.
| 2015 | 2014 revised | |
|---|---|---|
| I. Continued and discontinued operations | ||
| Net consolidated profit, share of the group (€ 1,000) | 284,079 | 213,645 |
| Weighted average number of shares (1) | 33,126,066 | 33,124,870 |
| Basic earnings per share (€) | 8.58 | 6.45 |
| Net consolidated profit, share of the group (€ 1,000) | 284,079 | 213,645 |
| Weighted average number of shares (1) | 33,126,066 | 33,124,870 |
| Impact stock options | 135,411 | 144,427 |
| Adjusted weighted average number of shares | 33,261,477 | 33,269,297 |
| Diluted earnings per share (€) | 8.54 | 6.42 |
| 2015 | 2014 revised | |
| II. Continued activities | ||
| Net consolidated profit from continued activities, share of the group (€ 1,000) | 284,683 | 213,645 |
| Weighted average number of shares (1) | 33,126,066 | 33,124,870 |
| Basic earnings per share (€) | 8.59 | 6.45 |
| Net consolidated profit from continued activities, share of the group (€ 1,000) | 284,683 | 213,645 |
| Weighted average number of shares (1) | 33,126,066 | 33,124,870 |
| Impact stock options | 135,411 | 144,427 |
| Adjusted weighted average number of shares | 33,261,477 | 33,269,297 |
| Diluted earnings per share (€) | 8.56 | 6.42 |
(1) Based on number of shares issued, adjusted for treasury shares in portfolio.
Reference is made to page 25 for more information with respect to this topic.
| 2015 | 2014 | |
|---|---|---|
| Treasury shares as part of the stock option plan |
||
| Opening balance | 380,000 | 358,500 |
| Acquisition of treasury shares | 62,500 | 56,000 |
| Disposal of treasury shares | -85,500 | -34,500 |
| Ending balance | 357,000 | 380,000 |
| 2015 | 2014 | |
|---|---|---|
| Treasury shares as part of the liquidity contract |
||
| Opening balance | 2,544 | 3,025 |
| Acquisition of treasury shares | 557,080 | 694,218 |
| Disposal of treasury shares | -557,492 | -694,699 |
| Ending balance | 2,132 | 2,544 |
AvH and the fully consolidated group companies recognised 21.3 million euros in impairment losses in 2015. Those losses are spread across the different segments and include 8.3 million euros worth of impairment losses on consolidation goodwill, such as on De Vries & van de Wiel (a participation of DEME), Holding Groupe Duval and Groupe Flo. In anticipation of the finalisation of the sale of the interest in Trasys, an impairment had already been recognised against the results for the first six months.
The other impairment losses consist for the most part of impairments on receivables.
It should be pointed out that several equity-accounted participations of the group also recognised impairments in their own financial statements in 2015. This was the case in particular with Distriplus, Groupe Flo and CKT Offshore. This has an impact of around 14.7 million euros on the group's result.
Under the agreements with Mr Duval that were modified in 2015, the interest in HGD/Groupe Financière Duval was measured at realisable value, resulting in an impairment (as already mentioned earlier).
At its meeting of February 24, 2016, the board of directors of CFE again discussed its exposure to the Chadian government, which amounted to around 60.4 million euros at year-end 2015. The claims are not contested, and CFE continues to work together with the Chadian government to find the necessary funding to settle those outstanding amounts.
AvH derecognised 3.5 million euros (group share 2.1 million euros) worth of contingent liabilities in 2015. Those amounts relate exclusively to contingent liabilities which AvH had undertaken in 2013 on the occasion of the acquisition of control over CFE. Those contingent liabilities have been derecognised as they related to risks which CFE has now reported in its own financial statements.
DEME already had some major new contracts to report in the first months of 2016, having won (in consortium) the Blue Gate Antwerp project to remediate, redevelop and commercialise, in a public-private partnership, the 'Petroleum Zuid' area in Antwerp, with its heavy historical pollution. On February 24, 2016, GeoSea (100% DEME) announced that it had finalised a major contract with Siemens for the design, construction and installation of 71 foundations for the Hohe See offshore wind farm in the German North Sea.
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