Quarterly Report • Sep 3, 2019
Quarterly Report
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DEFINITIONS
| Working capital requirement | Inventories + trade receivables and other operating receivables + other current assets + non-current assets held for sale - other current provisions - trade payables and other operating liabilities - tax payables - other current liabilities |
|---|---|
| Capital employed | Equity of real estate segment + net financial debt of real estate segment |
| Net financial debt | Non-current bonds + Non-current financial liabilities + Current bonds + Current financial liabilities - Cash and cash equivalents |
| Income from operating activities | Turnover + revenue from auxiliary activities + purchases + wages, salaries and social charges + other operational charges and depreciation and goodwill depreciation |
| Operating income (EBIT) | Income from operating activities + earnings from associates and joint-ventures |
| EBITDA | Income from operating activities + amortisation and depreciation + other non-cash items |
| Return on equity (ROE) | Net income, share of the group / equity, share of the group |
| Order book | Revenue to be generated by the projects for which the contract has been signed and has come into effect (after notice to proceed has been given or conditions precedent have been fulfilled) and/or for which project financing is in place. |
| For the period from January 1st to June, 30th (in € thousands) |
Notes | June 2019 | June 2018 |
|---|---|---|---|
| Revenue Revenue from auxiliary activities Purchases Remuneration and social security payments Other operating expenses Depreciation and amortisation Income from operating activities |
6 | 1,847,714 48,376 (1,083,566) (347,962) (256,755) (157,265) 50,542 |
1,860,146 31,123 (1,117,770) (334,784) (233,825) (126,150) 78,740 |
| Earnings from associates and joint ventures | 11 | 10,614 | (1,211) |
| Operating income | 61,156 | 77,529 | |
| Cost of gross financial debt Other financial expenses & income |
7 7 |
(1,044) (4,185) |
(7,091) 29 |
| Net financial income/expense | (5,229) | (7,062) | |
| Pre-tax income | 55,927 | 70,467 | |
| Income tax expense | 9 | (14,297) | (20,199) |
| Net income for the period | 41,630 | 50,268 | |
| Attributable to owners of non-controlling interests | 8 | 1,106 | 1,581 |
| Net income share of the group | 42,736 | 51,849 | |
| Net income of the group per share (EUR) (diluted and basic) | 1.69 | 2.05 |
| For the period from January 1st to June, 30th (in € thousands) |
Notes | June 2019 | June 2018 |
|---|---|---|---|
| Net income share of the group Net income for the period |
42,736 41,630 |
51,849 50,268 |
|
| Changes in fair value related to hedging instruments Currency translation differences Deferred taxes |
(39,120) 276 9,615 |
(4,505) 1,904 630 |
|
| Other elements of the comprehensive income to be reclassified to profit or loss in subsequent periods |
(29,229) | (1,971) | |
| Re-measurement on defined benefit plans Deferred taxes |
0 0 |
0 0 |
|
| Other elements of the comprehensive income not to be reclassified to profit or loss in subsequent periods |
0 | 0 | |
| Other elements of the comprehensive income | (29,229) | (1,971) | |
| Comprehensive income: - Attributable to owners of the parent - Attributable to owners of non-controlling interests |
12,401 13,474 (1,073) |
48,297 50,016 (1,719) |
|
| Net income attributable to owners of the parent per share (EUR) (diluted and basic) | 0.53 | 1.98 |
| For the period from January 1st to June, 30th (in € thousands) |
Notes | June 2019 | December 2018 |
|---|---|---|---|
| Intangible assets | 89,151 | 89,588 | |
| Goodwill | 177,127 | 177,127 | |
| Property, plant and equipment | 10 | 2,570,492 | 2,390,236 |
| Investments in associates and joint ventures | 11 | 148,765 | 155,792 |
| Other non-current financial assets | 104,121 | 171,687 | |
| Derivative instruments – Non-current assets | 16 | 8 | 9 |
| Other non-current assets | 5,324 | 5,501 | |
| Deferred tax assets | 108,998 | 99,909 | |
| Total non-current assets | 3,203,986 | 3,089,849 | |
| Inventories | 12 | 146,157 | 128,889 |
| Trade and other operating receivables | 13 | 1,174,985 | 1,261,298 |
| Other operating current assets | 85,604 | 67,561 | |
| Other non-operating current assets | 16,465 | 12,733 | |
| Derivative instruments – Current assets | 16 | 615 | 275 |
| Assets held for sale | 5 | 49,388 | 0 |
| Cash and cash equivalents | 17 | 646,097 | 388,346 |
| Total current assets | 2,119,311 | 1,859,102 | |
| Total assets | 5,323,297 | 4,948,951 | |
| Share capital | 41,330 | 41,330 | |
| Share premium | 800,008 | 800,008 | |
| Retained earnings | 905,749 | 923,768 | |
| Defined benefits pension plans | (25,521) | (25,521) | |
| Hedging reserves | 16 | (36,671) | (7,153) |
| Currency translation differences | (11,298) | (11,554) | |
| Equity attributable to owners of the parent | 1,673,597 | 1,720,878 | |
| Non-controlling interests | 13,216 | 13,973 | |
| Equity | 1,686,813 | 1,734,851 | |
| Retirement benefit obligations and employee benefits | 57,689 | 57,553 | |
| Provisions | 14 | 35,040 | 35,172 |
| Other non-current liabilities | 3,212 | 5,725 | |
| Non-current bonds | 17 | 29,636 | 29,584 |
| Non-current financial liabilities | 17 | 1,206,662 | 656,788 |
| Derivative instruments – Non-current assets | 16 | 12,943 | 9,354 |
| Deferred tax liabilities | 109,003 | 119,386 | |
| Total non-current liabilities | 1,454,185 | 913,562 | |
| Current provisions | 14 | 64,703 | 65,505 |
| Trade & other operating payables | 1,343,024 | 1,410,944 | |
| Income tax payable | 45,879 | 44,543 | |
| Current bonds | 17 | 0 | 200,221 |
| Current financial liabilities | 17 | 367,738 | 150,075 |
| Derivative instruments – Current assets | 16 | 11,062 | 10,990 |
| Other operating current liabilities | 129,610 | 201,609 | |
| Other non-operating current liabilities | 220,283 | 216,651 | |
| Total current liabilities | 2,182,299 | 2,300,538 | |
| Total equity and liabilities | 5,323,297 | 4,948,951 |
| For the period from January 1st to June, 30th (in € thousands) |
Notes | June 2019 | June 2018 |
|---|---|---|---|
| Operating activities | |||
| Income from operating activities Depreciation and amortisation of (in)tangible assets and investment property Net provision expense Impairment on assets and other non-cash items Income/(losses) from sales of property, plant & equipment Dividends received from associates and joint ventures |
50,542 157,265 (614) (238) (6,403) 4,541 |
78,740 126,150 (1,844) (945) (1,708) 3,340 |
|
| Cash flow from operating activities before changes in working capital | 205,093 | 203,733 | |
| Decrease/(increase) in trade receivables and other current and non-current receivables Decrease/(increase) in inventories Increase/(decrease) in trade payables and other current and non-current payables Income tax paid/received |
57,890 5,525 (113,286) (22,390) |
(228,409) 34,502 23,084 (23,777) |
|
| Cash flow from operating activities | 132,832 | 9,133 | |
| Investing activities | |||
| Sales of non-current assets Purchases of non-current assets Acquisition of subsidiaries net of cash acquired Capital increase of equity-accounted companies Sale of subsidiaries New borrowings given |
11,793 (262,228) 0 (16,303) 0 8,076 |
2,534 (226,739) 336 (1,395) 0 (10,568) |
|
| Cash flow from investing activities | (258,662) | (235,832) | |
| Financing activities | |||
| Interest paid Interest received Other financial expenses & income Borrowings Reimbursements of borrowings Dividends paid |
(15,780) 7,245 (5,172) 506,217 (48,767) (60,755) |
(16,657) 5,112 (569) 390,239 (185,069) (60,715) |
|
| Cash flow from financing activities | 382,988 | 132,341 | |
| Net increase/(decrease) in cash position Cash and cash equivalents at start of the year Exchange rate effects Cash and cash equivalents at end of period |
257,158 388,346 593 646,097 |
(94,358) 523,018 (649) 428,011 |
Purchases and sales of subsidiaries net of cash acquired do not include entities that are not a business combination (Real Estate segment). They are not considered as investment operations and are directly reflected in cash flows from operating activities.
For the period ended 30 June 2019
| (in € thousands) | Share capital | Share premium | Retained earnings |
pension plans Defined benefits |
Hedging reserves |
translation differences Currency |
attributable to owners of the Equity parent |
Non-controlling interests |
Total |
|---|---|---|---|---|---|---|---|---|---|
| December 2018 | 41,330 | 800,008 | 923,768 | (25,521) | (7,153) | (11,554) | 1,720,878 | 13,973 | 1,734,851 |
| IFRS 16 restated | 0 | 0 | |||||||
| December 2018(*) | 41,330 | 800,008 | 923,768 | (25,521) | (7,153) | (11,554) | 1,720,878 | 13,973 | 1,734,851 |
| Comprehensive income for the period |
42,736 | (29,518) | 256 | 13,474 | (1,073) | 12,401 | |||
| Dividends paid to | (60,755) | (60,755) | (60,755) | ||||||
| shareholders Dividends from non |
(531) | (531) | |||||||
| controlling interests Other movements |
847 | 847 | |||||||
| June 2019 | 41,330 | 800,008 | 905,749 | (25,521) | (36,671) | (11,298) | 1,673,597 | 13,216 | 1,686,813 |
(*) Amounts restated in accordance with changes in accounting method linked to the application of accounting standard IFRS 16 Leases. We refer to note 3.2.
| controlling interests Other movements |
(117) | (117) | |||||||
|---|---|---|---|---|---|---|---|---|---|
| shareholders Dividends from non |
(518) | (518) | |||||||
| Dividends paid to | (60,755) | (60,755) | (60,755) | ||||||
| Comprehensive income for the period |
51,849 | (3,875) | 2,042 | 50,016 | (1,719) | 48,297 | |||
| December 2017 | 41,330 | 800,008 | 812,993 | (25,268) | (2,457) | (12,252) | 1,614,354 | 14,421 | 1,628,775 |
| (in € thousands) | Share capital | Share premium | Retained earnings |
pension plans Defined benefits |
Hedging reserves |
translation differences Currency |
attributable to owners of the Equity parent |
Non-controlling interests |
Total |
The share capital on 30 June 2019 was divided into 25,314,482 ordinary shares. These shares are without nominal value. The owners of ordinary shares have the right to receive dividends and have one vote per share in Shareholders' General Meetings.
On 22 February 2019, the Board of Directors proposed a dividend of €60,755 thousand, corresponding to €2.40 gross per share. The proposal has been approved by the General Shareholders Meeting on 2 May 2019. This dividend was made payable in May 2019.
Basic earnings per share are the same as diluted earnings per share due to the absence of any potential dilution in terms of ordinary shares in issue.
Earnings per share are calculated as follows:
| EARNINGS PER SHARE FOR THE PERIOD ENDED 30 JUNE 2019 (in € thousands) |
2019 | 2018 |
|---|---|---|
| Net income attributable to shareholders | 42,736 | 51,849 |
| Comprehensive income attributable to owners of the parent | 13,474 | 50,016 |
| Number of ordinary shares at the balance sheet date | 25,314,482 | 25,314,482 |
| Net income share of the group per share (€) | 1.69 | 2.05 |
| Comprehensive income attributable to owners of the parent per share (€) | 0.53 | 1.98 |
The Board of Directors authorized the publication of the interim condensed consolidated financial statements on 28 August 2019.
MAIN TRANSACTIONS FOR THE FIRST SIX MONTHS OF 2019 AND THE FIRST SIX MONTHS OF 2018 WITH EFFECT ON THE SCOPE OF THE CFE GROUP
During the first half year 2019, DEME acquired :
The acquired entities listed above have been fully consolidated.
The group DEME also acquired during the first semester 2019:
The companies listed above have been integrated under the equity method.
During the first half year 2019, DEME disposed of all its stakes in the following entities :
On 29 March 2019, the company P-Multitech BVBA was absorbed by VMA NV, 100% owned by the CFE group, with retroactive effect to 1 January 2019.
On 29 March 2019, the companies be.Maintenance SA, Etablissements Druart SA, Nizet Entreprises SA and Vanderhoydoncks NV, subsidiaries of CFE Contracting, were renamed VMA be.Maintenance SA, VMA Druart SA, VMA Nizet SA and VMA Vanderhoydoncks NV respectively.
On 15 May 2019, the company CFE Bouw Vlaanderen NV, a subsidiary of CFE Contracting, was renamed MBG NV.
On 16 May 2019, the companies Engema SA, Engetec SA, José Coghe-Werbrouck NV, Louis Stevens NV and Remacom NV, subsidiaries of CFE Contracting, were renamed Mobix Engema SA, Mobix Engetec SA, Mobix Coghe NV, Mobix Stevens NV and Mobix Remacom NV respectively.
On 28 May 2019, the corporate name "CFE Bâtiment Brabant Wallonie (CFE BBW)" was renamed "Bâtiments et Ponts construction (BPC)".
On 24 January 2019, BPI Real Estate Poland s.p.zoo. increased its stake in the company ACE 12 s.p.zoo. from 90% to 100%. This company was already fully consolidated.
On 19 February 2019, that same entity ACE 12 s.p.zoo., a subsidiary of BPI Real Estate Poland s.p.zoo., was renamed BPI Vilda Park s.p.zoo.
On 14 February 2019, the CFE group increased its stake in Rent-A-Port NV from 45% to 50%. The company remains integrated under the equity method.
On 28 February 2019, the company Liveway Ltd, 50% owned by the CFE group, was liquidated. This company was integrated under the equity method.
During the first half year 2018, DEME acquired :
The acquired companies listed above have been fully consolidated.
The group DEME has also acquired during the first semester 2018:
The companies listed above have been integrated under the equity method.
Finally, the companies Europ Agregats SARL, 100% owned, and Ecoterres Holding SA, 74.90% owned were absorbed respectively by DEME Building Materials NV and DEME Environmental Contractors NV, both 100% owned.
Nihil.
On 1 January 2018, CFE Group, through its subsidiary BPI Real Estated Belgium SA, increased its stake in D.H.B. SA from 75.33% to 100%. This entity was already fully integrated.
On 14 May 2018, the company Foncière Sterpenich SA, subsidiary of BPI Real Estate Belgium SA, was rebranded as BPI Park West SA.
On 30 May 2018 CFE Group, through its subsidiary BPI Real Estate Poland sp.zoo, acquired a 100% stake in company BPI Sadowa sp.zoo which is fully consolidated.
On 8 June 2018, CFE Group, through its subsidiaries BPI Real Estate Belgium SA and BPI Samaya SA, acquired a 100% stake in the newly created company Wolimmo SA which is fully consolidated.
On 8 June 2018, CFE Group, through its subsidiaries BPI Real Estate Belgium SA and BPI Samaya SA, acquired a 100% stake in the newly created company Zen Factory SA which is fully consolidated.
Nihil.
The accounting principles used at 30 June 2019 are the same as that those used for the consolidated financial statements at 31 December 2018, except for the standard IFRS 16 and the interpretation IFRIC 23 Uncertainty over Income Tax Treatments, mandatorily applicable as of 1 January 2019. We refer to Note 3.2. of the present report.
Furthermore, during the annual analysis of the depreciation rules of its fleet (depreciation rates and residual value), DEME has slightly amended them. The application of these new rules has no significant impact on the consolidated financial statements of CFE.
STANDARDS AND INTERPRETATIONS APPLICABLE FOR THE ANNUAL PERIOD BEGINNING ON 1 JANUARY 2019
STANDARDS AND INTERPRETATIONS PUBLISHED, BUT NOT YET APPLICABLE FOR THE ANNUAL PERIOD BEGINNING ON 1 JANUARY 2019
The Company decided not to anticipate the application standards and interpretations here below that are not mandatory on June 30, 2019:
The assessment of the potential impact on the group's financial statements is still in progress.
Companies in which the Group holds, directly or indirectly, the majority of voting rights enabling control to be exercised, are fully consolidated.
Companies over which the Group exercises joint control with another entity are consolidated under the equity method. This applies in particular to Rent-A-Port and some entities in DEME segment and the Real Estate segment.
| Number of entities | June 2019 | December 2018 |
|---|---|---|
| Full consolidation Equity method |
200 143 |
200 128 |
| Total | 343 | 328 |
Reciprocal operations and transactions relating to assets and liabilities and income and expenses between companies that are consolidated or accounted for under the equity method are eliminated in the consolidated financial statements. This is done:
for the full amount if the transaction is between two controlled subsidiaries;
applying the percentage owned of a company accounted for under the equity method with respect to internal profits or losses between a fully consolidated company and a company accounted for under the equity method.
In most cases, the functional currency of companies and establishments is their local currency.
The financial statements of foreign companies of which the functional currency is different from that used in preparing the Group's consolidated financial statements are translated at the closing rate for balance-sheet items and at the average rate for the period for income-statement items. Any resulting translation differences are recognized under translation differences in consolidated reserves. Goodwill relating to foreign entities is considered as comprising part of the assets and liabilities acquired and is therefore translated at the exchange rate in force at the balance sheet date.
Transactions in foreign currency are translated into euros at the exchange rate on the transaction date. At the balance sheet date, financial assets and monetary liabilities denominated in foreign currencies are translated at the closing rate. Resulting exchange gains and losses are recognized under foreign exchange gains and losses and are shown under other financial income and other financial expense in the income statement.
Foreign exchange gains and losses arising on loans denominated in foreign currency or on foreign exchange derivatives used to hedge stakes in foreign subsidiaries are recorded in currency translation differences under equity.
The preparation of financial statements under IFRS standards requires estimates to be used and assumptions to be made that affect the amounts shown in those financial statements, particularly as regards the following items:
These estimates assume the operation is a going concern and are made on the basis of the information available at the time. Estimates may be revised if the circumstances on which they were based alter or if new information becomes available. Actual results may be different from these estimates.
The IFRS 16 standard abolishes for the lessee the distinction, which was applicable before 31 December 2018, between operating leases recognized as expenses, and finance leases recognized as tangible assets against a financial debt, and requires for all leases the recognition of a right-of-use against a financial debt. IFRS 16 will replace the standard and interpretations IAS 17, IFRIC 4, SIC 15 and SIC 27. Where according to IAS 17, the accounting treatment of leases is determined by the assessment of the transfer of the risks and rewards incidental to ownership of the asset, IFRS 16 imposes a single recognition method for leases by lessees that has a similar impact on the balance sheet as finance leases. This standard came into effect on 1 January 2019.
For the implementation of IFRS 16, the Group opted for the modified retrospective method, method B, under which the right-of-use asset equals the lease liability on 1 January 2019. The comparative financial statements were restated only with respect to the consolidated statement of financial position. The figures for 2018, presented for comparison purposes in the consolidated statement of comprehensive income, have not been restated and continue to be presented according to the accounting standards applicable in 2018.
The consolidated statement of financial position for the year ending on 31 December 2018 was impacted as follows :
| December 2018, published |
Restatement IFRS 16 |
December 2018, after restatement |
||
|---|---|---|---|---|
| Non-current assets, including : | ||||
| Property, plant and equipment | 2,390,236 | 98,763 | 2,488,999 | |
| Equity attributable to owners of the parent, including : | ||||
| Retained earnings | 923,768 | 0 | 923,768 | |
| Liabilities, including : | ||||
| Non-current financial debts | 656,788 | 75,541 | 732,329 | |
| Current financial debts | 150,075 | 23,222 | 173,297 |
The restatements applied to the operating leases commitments of the CFE group as of 31 December 2018 in order to constitute the initial lease liability as of 1 January 2019 can be summarized as follows:
| (in € thousands) | 1 January 2019 |
|---|---|
| Operating lease commitments as of 31 December 2018 | 132,882 |
| Deduction of lease contracts expiring in 2019 | (843) |
| Deduction of low-value assets | 0 |
| Addition of purchase options or contract extension options | 0 |
| Others | (6,831) |
| Lease liability – before discounting | 125,208 |
| Discounting effect | (26,445) |
| Lease liability as of 1 January 2019 | 98,763 |
The section "Others" is mainly related to the deduction of non-lease components which are not included in the lease debt (insurance and maintenance expenses in car leases) and to the deduction of contracts signed in 2018 for assets available for use on or after 1 January 2019.
The impact of the implementation of IFRS 16 Leases on CFE's consolidated financial statements as of 30 June 2019 can be summarized as follows:
| For the period from January 1st to June, 30th (in € thousands) |
2019 |
|---|---|
| Comprehensive income | |
| Reversal of lease expenses | +12,122 |
| Depreciation expenses and impairment of right-of-use assets | (11,660) |
| EBIT | +462 |
| EBITDA | +12,122 |
| Financial interests relating to lease liability | (1,008) |
| Net result | (546) |
| Financial position | |
| Righ-of-use asset | 97,395 |
| Lease debt | 97,940 |
| Cash flow statement | |
| Cash flow from financing activities | (11,910) |
Segment reporting is presented in respect of the group's operating segments. Segment profits, losses, assets and liabilities include items that can be attributed directly to a segment or allocated on a reasonable basis.
The CFE group consists of four operating segments:
Through DEME, the Dredging, environment, offshore and infra segment is active in dredging (capital dredging and maintenance dredging), installation of offshore wind farms, laying of submarine power cables, protection of marine pipelines, treatment of polluted sludge and sediments, and in the marine engineering.
The Contracting segment includes the construction, multitechnics and rail & utilities activities.
Construction activity is concentrated in Belgium, Luxembourg, Poland and, to a lesser extent, in Tunisia. CFE Contracting specialises in building and refurbishing office buildings, residential properties, hotels, schools, universities, car parks, shopping and leisure centres, hospitals and industrial buildings.
The Multitechnics and Rail & Utilities activities operate mainly in Belgium through two clusters:
The Real Estate Development segment develops real estate projects in Belgium, Luxembourg and Poland.
Besides the usual holding activities, this segment includes:
| For the period ended 30 June 2019 (in € thousands) |
DEME | DEME restatem ents |
Contracting | Real Estate Development |
Holding and non transferred activities |
Eliminations between segments |
Consolidated total |
|---|---|---|---|---|---|---|---|
| Revenue | 1,349,272 | 501,384 | 24,042 | 12,932 | (39,916) | 1,847,714 | |
| Income from operating activities | 52,694 | (2,294) | 1,397 | 526 | (1,886) | 105 | 50,542 |
| Operating income (EBIT) (*) | 58,541 | (2,637) | 1,382 | 5,663 | (1,898) | 105 | 61,156 |
| % Revenue | 4.34% | 0.28% | 23.55% | 3.31% | |||
| Financial income | (4,753) | 416 | (525) | (769) | 402 | 0 | (5,229) |
| Taxes | (10,549) | 497 | (3,751) | (424) | (35) | (35) | (14,297) |
| Net income share of the group | 44,324 | (1,724) | (2,894) | 4,491 | (1,531) | 70 | 42,736 |
| % Revenue | 3.29% | (0.58%) | 18.68% | 2.31% | |||
| Non-cash items | 146,398 | 2,294 | 9,967 | (139) | (2,109) | 0 | 156,411 |
| EBITDA (*) | 199,092 | 0 | 11,364 | 387 | (3,995) | 105 | 206,953 |
| % Revenue | 14.76% | 2.27% | 1.61% | 11.20% |
(*) We refer to Note 3.2. for the impact of IFRS 16 Leases on amortisation during the period from 1 January 2019 to 30 June 2019.
| For the period ended 30 June 2018 (in € thousands) |
DEME | DEME restatem ents |
Contracting | Real Estate Development |
Holding and non transferred activities |
Eliminations between segments |
Consolidated total |
|---|---|---|---|---|---|---|---|
| Revenue | 1,329,416 | 468,116 | 75,474 | 13,706 | (26,566) | 1,860,146 | |
| Income from operating activities | 68,895 | (2,294) | 7,247 | 9,652 | (4,169) | (591) | 78,740 |
| Operating income (EBIT) % Revenue |
66,997 5.04% |
(2,636) | 7,244 1.55% |
11,651 15.44% |
(5,136) | (591) | 77,529 4.17% |
| Financial income | (4,587) | 1,450 | (79) | (2,130) | (1,716) | 0 | (7,062) |
| Taxes | (15,531) | 192 | (3,091) | (1,741) | (70) | 42 | (20,199) |
| Net income share of the group | 48,425 | (994) | 4,075 | 7,815 | (6,923) | (549) | 51,849 |
| % Revenue | 3.64% | 0.87% | 10.35% | 2.79% | |||
| Non-cash items | 118,205 | 2,294 | 7,619 | (1,028) | (3,729) | 0 | 123,361 |
| EBITDA | 187,100 | 0 | 14,866 | 8,624 | (7,898) | (591) | 202,101 |
| % Revenue | 14.07% | 3.18% | 11.43% | 10.86% |
| For the period ended 30 June 2019 (in € thousands) |
DEME | Contracting | Real Estate Development |
Holding and non-transferred activities |
Eliminations between segments |
Consolidated total |
|---|---|---|---|---|---|---|
| ASSETS | ||||||
| Goodwill | 155,567 | 21,560 | 0 | 0 | 0 | 177,127 |
| Property, plant and equipment | 2,487,263 | 78,347 | 2,316 | 2,566 | 0 | 2,570,492 |
| Non-current loans to consolidated group companies |
0 | 0 | 0 | 20,000 | (20,000) | 0 |
| Other non-current financial assets | 55,453 | 0 | 22,807 | 25,861 | 0 | 104,121 |
| Other non-current assets | 264,012 | 14,556 | 35,037 | 1,284,477 | (1,245,836) | 352,246 |
| Inventories | 12,274 | 13,287 | 118,467 | 3,754 | (1,625) | 146,157 |
| Cash and cash equivalents | 567,688 | 40,110 | 14,868 | 23,431 | 0 | 646,097 |
| Internal cash position - cash pooling - assets |
0 | 40,670 | 7,551 | 2,217 | (50,438) | 0 |
| Other current assets | 849,413 | 359,490 | 37,779 | 94,049 | (13,674) | 1,327,057 |
| Total assets | 4,391,670 | 568,020 | 238,825 | 1,456,355 | (1,331,573) | 5,323,297 |
| EQUITY AND LIABILITIES | ||||||
| Equity | 1,608,529 | 73,050 | 69,437 | 1,183,259 | (1,247,462) | 1,686,813 |
| Non-current borrowings from consolidated group companies |
0 | 0 | 20,000 | 0 | (20,000) | 0 |
| Non-current bonds | 0 | 0 | 29,636 | 0 | 0 | 29,636 |
| Non-current financial liabilities | 1,038,076 | 20,558 | 26,873 | 121,155 | 0 | 1,206,662 |
| Other non-current liabilities | 173,520 | 14,620 | 6,882 | 22,865 | 0 | 217,887 |
| Current bonds | 0 | 0 | 0 | 0 | 0 | 0 |
| Current financial liabilities | 335,296 | 4,082 | 8,198 | 20,162 | 0 | 367,738 |
| Internal cash position - cash pooling - liabilities |
0 | 2,217 | 11,883 | 36,338 | (50,438) | 0 |
| Other current liabilities | 1,236,249 | 453,493 | 65,916 | 72,576 | (13,673) | 1,814,561 |
| Total liabilities | 2,783,141 | 494,970 | 169,388 | 273,096 | (84,111) | 3,636,484 |
| Total equity and liabilities | 4,391,670 | 568,020 | 238,825 | 1,456,355 | (1,331,573) | 5,323,297 |
| For the period ended 31 December 2018 (in € thousands) |
DEME | Contracting | Real Estate Development |
Holding and non transferred activities |
Eliminations between segments |
Consolidated total |
|---|---|---|---|---|---|---|
| ASSETS | ||||||
| Goodwill | 155,567 | 21,560 | 0 | 0 | 0 | 177,127 |
| Property, plant and equipment | 2,326,304 | 61,526 | 928 | 1,478 | 0 | 2,390,236 |
| Non-current loans to consolidated group companies |
0 | 0 | 0 | 20,000 | (20,000) | 0 |
| Other non-current financial assets | 108,066 | 0 | 35,106 | 28,515 | 0 | 171,687 |
| Other non-current assets | 274,058 | 13,217 | 34,923 | 1,274,450 | (1,245,849) | 350,799 |
| Inventories | 15,244 | 16,945 | 94,592 | 3,733 | (1,625) | 128,889 |
| Cash and cash equivalents | 287,394 | 53,440 | 9,197 | 38,315 | 0 | 388,346 |
| Internal cash position - cash pooling - assets |
0 | 62,808 | 2,793 | 1,889 | (67,490) | 0 |
| Other current assets | 914,328 | 314,783 | 26,180 | 96,214 | (9,638) | 1,341,867 |
| Total assets | 4,080,961 | 544,279 | 203,719 | 1,464,594 | (1,344,602) | 4,948,951 |
| EQUITY AND LIABILITIES | ||||||
| Equity | 1,646,910 | 84,781 | 68,108 | 1,182,527 | (1,247,475) | 1,734,851 |
| Non-current borrowings from consolidated group companies |
0 | 0 | 20,000 | 0 | (20,000) | 0 |
| Non-current bonds | 0 | 0 | 29,584 | 0 | 0 | 29,584 |
| Non-current financial liabilities | 494,796 | 10,156 | 21,836 | 130,000 | 0 | 656,788 |
| Other non-current liabilities | 179,572 | 14,712 | 10,923 | 21,983 | 0 | 227,190 |
| Current bonds | 200,221 | 0 | 0 | 0 | 0 | 200,221 |
| Current financial liabilities | 148,376 | 1,699 | 0 | 0 | 0 | 150,075 |
| Internal cash position - cash pooling - liabilities |
0 | 1,889 | 11,043 | 54,558 | (67,490) | 0 |
| Other current liabilities | 1,411,086 | 431,042 | 42,225 | 75,526 | (9,637) | 1,950,242 |
| Total liabilities | 2,434,051 | 459,498 | 135,611 | 282,067 | (97,127) | 3,214,100 |
| Total equity and liabilities | 4,080,961 | 544,279 | 203,719 | 1,464,594 | (1,344,602) | 4,948,951 |
| For the period ended 30 June 2019 (in € thousands) |
DEME | Contracting | Real Estate Development |
Holding and non-transferred activities & eliminations |
Consolidated total |
|---|---|---|---|---|---|
| Cash flow from operating activities before change in working capital |
194,498 | 11,017 | 3,480 | (3,902) | 205,093 |
| Net cash flow from (used in) operating activities |
147,047 | (15,365) | 2,310 | (1,160) | 132,832 |
| Cash flow from (used in) investing activities | (240,061) | (7,673) | (214) | (10,714) | (258,662) |
| Cash flow from (used in) financing activities | 372,863 | 9,685 | 3,448 | (3,008) | 382,988 |
| Net increase/(decrease) in cash position | 279,849 | (13,353) | 5,544 | (14,882) | 257,158 |
| For the period ended 30 June 2018 (in € thousands) |
DEME | Contracting | Real Estate Development |
Holding and non-transferred activities & eliminations |
Consolidated total |
|---|---|---|---|---|---|
| Cash flow from operating activities before change in working capital |
187,649 | 15,379 | 10,153 | (9,448) | 203,733 |
| Net cash flow from (used in) operating activities |
25,336 | 16,981 | (2,083) | (31,101) | 9,133 |
| Cash flow from (used in) investing activities | (228,604) | (3,907) | 325 | (3,646) | (235,832) |
| Cash flow from (used in) financing activities | 111,676 | (19,781) | 7,410 | 33,036 | 132,341 |
| Net increase/(decrease) in cash position | (91,592) | (6,707) | 5,652 | (1,711) | (94,358) |
Cash flows from financing activities include cash pooling loans from other segments. A positive amount means a use of pooled cash. This item is also influenced by external financing, especially and primarily in the segments DEME, Real Estate, Holding and non-transferred activities. The DEME segment is not part of the CFE cash pooling arrangement.
| For the period ended 30 June 2019 (in € thousands) |
DEME | Contracting | Real Estate Development |
Holding and non-transferred activities |
Consolidated total |
|---|---|---|---|---|---|
| Depreciation (*) | (148,692) | (7,905) | (384) | (284) | (157,265) |
| Investments | 230,807 | 13,294 | 472 | 90 | 244,663 |
| For the period ended 30 June 2018 (in € thousands) |
DEME | Contracting | Real Estate Development |
Holding and non-transferred activities |
Consolidated total |
| Amortisation | (120,548) | (5,383) | (137) | (82) | (126,150) |
| Investments | 186,229 | 4,575 | 185 | 673 | 191,662 |
(*) We refer to Note 3.2. for the impact of IFRS 16 Leases on amortisation during the period from 1 January 2019 to 30 June 2019.
The investments include the acquisitions as part of the group's investing activities and the acquisitions made as part of the operating activities of the Real Estate segment. Acquisitions through business combinations are not included in these amounts.
| BREAKDOWN OF REVENUE IN THE DEME SEGMENT | June 2019 | June 2018 |
|---|---|---|
| (in € thousands) | ||
| DEME Offshore | 582,939 | 712,968 |
| Capital & maintenance dredging | 572,126 | 469,969 |
| Environmental | 76,709 | 65,644 |
| Infra | 89,730 | 48,155 |
| Others | 27,768 | 32,680 |
| Total DEME | 1,349,272 | 1,329,416 |
| BREAKDOWN OF REVENUE IN THE CONTRACTING SEGMENT | June 2019 | June 2018 |
|---|---|---|
| (in € thousands) | ||
| Construction | 383,528 | 343,370 |
| Multitechnics | 79,813 | 86,156 |
| Rail & Utilities | 38,043 | 38,590 |
| Total Contracting | 501,384 | 468,116 |
| (in € thousands) | June 2019 | June 2018 |
|---|---|---|
| Belgium | 770,358 | 566,710 |
| Other Europe | 645,873 | 930,721 |
| Middle East | 61,945 | 8,669 |
| Other Asia | 161,019 | 195,729 |
| Oceania | 16,466 | 18,067 |
| Africa | 136,178 | 110,558 |
| Americas | 55,875 | 29,692 |
| Consolidated total | 1,847,714 | 1,860,146 |
No transactions having a material impact took place during the first six months of 2019.
No transactions having a material impact took place during the first six months of 2019.
In the Real Estate segment, the acquisitions and disposals carried out do not qualify as business combinations; and therefore, the total price paid is allocated to the land and buildings held in stock. The main acquisitions and disposals which occur in the Real Restate segment are described here above in the preamble.
During the first half of 2019, a mandate was given to sale 100% of the shares of the company Merkur Offshore GmbH. The SPV is concessionaire for a wind farm in Germany which is 12.5% owned by DEME. At 30 June 2019, the net carrying amount of the consolidated assets in the financial statements of the CFE group, namely €49.4 million, is shown as assets held for sale.
Revenue from auxiliary activities amounted to €48,376 thousand (June 2018: €31,123 thousand) and primarily includes rental income, other reimbursements and rebilling of various expenses worth €41,858 thousand (June 2018: €29,171 thousand) of which DEME accounts for €27,691 thousand, as well as gains on disposals of non-current assets worth €6,518 thousand (June 2018: €1,829 thousand) of which DEME accounts for €6,113 thousand.
| As of 30 June (in € thousands) |
2019 | 2018 |
|---|---|---|
| Cost of financial debt | (1,044) | (7,091) |
| Derivative instruments - fair value adjustments through profit and loss | 0 | 0 |
| Derivative instruments used as hedging instruments | 0 | 0 |
| Assets measured at fair value | 0 | 0 |
| Available-for-sale financial instruments | 0 | 0 |
| Assets and liabilities at amortized cost - interest income | 7,242 | 5,376 |
| Assets and liabilities at amortized cost - interest expense (*) | (8,286) | (12,467) |
| Other financial income and expense | (4,185) | 29 |
| Realized / unrealized translation gains/(losses) | (1,656) | 2,459 |
| Dividends received from non-consolidated companies | 5 | 43 |
| Impairment of financial assets | 0 | 0 |
| Defined benefit plan financial cost | 0 | 0 |
| Others | (2,534) | (2,473) |
| Net financial income/expense | (5,229) | (7,062) |
(*) We refer to Note 3.2. for the impact of IFRS 16 Leases on interest expenses during the period from 1 January 2019 to 30 June 2019.
The change in realized (unrealized) exchange gains/(losses) and other as of 30 June 2019 is mainly explained by the valuation of the euro against functional currencies of DEME subsidiaries.
As of 30 June 2019, the share of non-controlling interests in the income statement amounted to €1,106 thousand (June 2018: €1,581 thousand) and is primarily related to the DEME segment (€1,085 thousand).
The tax expenses amounted to €14,297 thousand for the first half of 2019, compared to €20,199 thousand for the first half of 2018. The effective tax rate amounted to 31.55%, compared to 28.18% as of 30 June 2018. The effective tax rate is defined as the income tax expense over the pre-tax income from which the earnings from associates and joint ventures are deducted.
| For the period ended 30 June 2019 (in € thousands) |
Land and buildings |
Fixtures and equipment |
Furniture, fittings and vehicles |
Under construction |
Total |
|---|---|---|---|---|---|
| Acquisition costs | |||||
| Balance at the end of the previous period | 144,300 | 3,914,871 | 68,409 | 431,022 | 4,558,602 |
| Right-of-use assets, as of 1 January 2019 | 72,371 | 5,311 | 21,081 | 0 | 98,763 |
| Effects of changes in foreign exchange rates | (495) | 746 | (39) | 1 | 213 |
| Acquisitions | 2,915 | 91,143 | 9,552 | 140,786 | 244,396 |
| Transfers between asset items | 32 | 125,230 | 79 | (119,303) | 6,038 |
| Disposals | (215) | (80,096) | (4,065) | 0 | (84,376) |
| Changes in consolidation scope | 0 | 0 | 0 | 0 | 0 |
| Balance at the end of the period | 218,908 | 4,057,205 | 95,017 | 452,506 | 4,823,636 |
| Amortisation and impairment | |||||
| Balance at the end of the previous period | (59,027) | (2,053,942) | (55,397) | 0 | (2,168,366) |
| Effects of changes in foreign exchange rates | (27) | (1,007) | (18) | 0 | (1,052) |
| Amortisation | (8,407) | (140,901) | (7,383) | 0 | (156,691) |
| Transfers between asset items | (1) | 428 | (104) | (6,229) | (5,906) |
| Disposals | 99 | 68,876 | 3,667 | 6,229 | 78,871 |
| Changes in consolidation scope | 0 | 0 | 0 | 0 | 0 |
| Balance at the end of the period | (67,363) | (2,126,546) | (59,235) | 0 | (2,253,144) |
| Net carrying amount | |||||
| At January 1, 2019 | 85,273 | 1,860,929 | 13,012 | 431,022 | 2,390,236 |
| At June 30, 2019 | 151,545 | 1,930,659 | 35,782 | 452,506 | 2,570,492 |
The net carrying amount of tangible assets amounted to €2,570,492 thousand as of 30 June 2019 (December 2018: €2,390,236 thousand).
As of 30 June 2019, acquisitions of tangible assets amounted to €244,396 thousand, and are mainly related to DEME (€230,797 thousand).
Of the ten vessels commissioned in 2015, 2016 and 2018, worth a total of over one billion euros, the trailing suction hopper dredgers 'Minerva' and 'Scheldt River', and the vessels 'Gulliver' (in joint venture), 'Living Stone' and 'Apollo' were delivered in 2017 and 2018. The dredger 'Bonny River' joined DEME's fleet in the first half of 2019. As of 30 June 2019, a residual amount of €253 million will be invested in vessels under construction over the next few years.
The net carrying amount of property, plant and equipment used as collateral for certain loans totalled €55,686 thousand (December 2018: €84,599 thousand).
The amounts reported under the item "Right-of-use assets, as of 1 January 2019" show the impact of the restatement of the standard on the consolidated statement of financial position as of 1 January 2019, which amounts to €98,763 thousand. We refer to Note 3.2.
The net value of right-of-use assets was €153,087 thousand as of 30 June 2019 (December 2018 : €58,785 thousand). Those assets primarily include the concessions and buildings of the DEME group, the vehicle fleet of the group, the registered offices of the subsidiaries Mobix Stevens NV, Mobix Engema SA, CFE SA, BPI Real Estate Belgium SA and Arthur Vandendorpe NV; the cranes of Benelmat and the equipment of Mobix Coghe NV.
| For the period ended 30 June 2018 (in € thousands) |
Land and buildings |
Fixtures and equipment |
Furniture, fittings and vehicles |
Under construction |
Total |
|---|---|---|---|---|---|
| Acquisition costs | |||||
| Balance at the end of the previous period | 144,888 | 3,435,161 | 76,181 | 428,074 | 4,084,304 |
| Effects of changes in foreign exchange rates | 131 | 667 | 32 | 58 | 888 |
| Acquisitions | 2,309 | 71,225 | 3,803 | 113,319 | 190,656 |
| Transfers between asset items | (1,328) | 3,500 | 1,909 | (5,136) | (1,055) |
| Disposals | (967) | (22,263) | (2,751) | 0 | (25,981) |
| Changes in consolidation scope | 187 | 788 | 527 | 0 | 1,502 |
| Balance at the end of the period | 145,220 | 3,489,078 | 79,701 | 536,315 | 4,250,314 |
| Amortisation and impairment | |||||
| Balance at the end of the previous period | (58,599) | (1,823,759) | (63,738) | 0 | (1,946,096) |
| Effects of changes in foreign exchange rates | (112) | (344) | 7 | 0 | (449) |
| Amortisation | (2,700) | (118,667) | (2,987) | 0 | (124,354) |
| Transfers between asset items | 4,124 | 213 | (3,667) | 0 | 670 |
| Disposals | 967 | 21,591 | 2,594 | 0 | 25,152 |
| Changes in consolidation scope | (187) | 3,501 | (527) | 0 | 2,787 |
| Balance at the end of the period | (56,507) | (1,917,465) | (68,318) | 0 | (2,042,290) |
| Net carrying amount | |||||
| At January 1, 2018 | 86,289 | 1,611,402 | 12,443 | 428,074 | 2,138,208 |
| At June 30, 2018 | 88,713 | 1,571,613 | 11,383 | 536,315 | 2,208,024 |
As of 30 June 2019, investments in associates and joint arrangements amounted to €148,765 thousand (December 2018: €155,792 thousand). CFE group share in net result of associates and joint ventures amounted to €10,614 thousand (June 2018: €-1,211 thousand) and mainly derives from DEME activities and real estate development.
As of 30 June 2019, inventories amounted to €146,157 thousand (December 2018: €128,889 thousand) and broke down as follows:
| (in € thousands) | June 2019 | December 2018 |
|---|---|---|
| Raw materials and auxiliary products | 34,298 | 37,203 |
| Impairment on inventories of raw materials and auxiliary products | (179) | (195) |
| Finished products and properties held for sale | 112,945 | 92,861 |
| Impairment on inventories of finished products | (907) | (980) |
| Inventories | 146,157 | 128,889 |
The increase in finished products and properties held for sale is primarily attributable to the Polish activities of the Real Estate segment.
As of 30 June 2019, trade receivables and other operating receivables amounted to €1,174,985 thousand (December 2018: €1,261,298 thousand). The decrease during the first half of 2019 is primarily due to the activities of the DEME group.
Regarding the risk on trade receivables, the group defined procedures in order to limit the risk. It should be noted that an important part of the consolidated sales is realized with public or semi-public customers. In addition, CFE considers that the concentration of the counterparty risk for customers is limited due to the large number of customers.
In order to reduce the current risk, the CFE group regularly monitors its outstanding receivables and adapts its position towards them. In this respect, it should be noted that CFE executed two projects in Chad: the construction of The Grand Hotel and the building of the Ministry of Finance. The operational management and maintenance of the Grand Hotel were transferred in June 2017 to the hotel operator appointed by the Chadian government. The Grand Hotel was officially opened on 1 July 2017. Following payments received in July 2018, the outstanding receivables decreased by €7.5 million from €60 million to €52.5 million (excluding VAT and receivables covered by the Credendo credit insurance group). No further payments have been received since July 2018. Moreover, the sums received locally have not yet been converted into euros and transferred to Belgium. The terms and conditions for the refinancing of the receivables relating to the Grand Hotel were formally approved by the Chadian authorities. They have yet to be approved by the Board of Directors of Afreximbank.
In accordance with the expected loss model, defined by the standard IFRS 9, impairment losses have been recognized on the receivables held by the CFE group vis-à-vis the Chadian government. The accumulated impairment losses relating to those receivables amounted to €-22 million as of 30 June 2019.
As of 30 June 2019, these provisions amounted to €99,743 thousand, which represents a decrease of €934 thousand compared to December 2018 (€100,677 thousand).
| (in € thousands) | After-sales service |
Other current liabilities |
Provisions for equity method |
Other non current liabilities |
Total |
|---|---|---|---|---|---|
| Balance at the end of the previous period | 15,530 | 49,975 | 23,422 | 11,750 | 100,677 |
| Effects of changes in foreign exchange rates | 14 | 61 | 0 | 7 | 82 |
| Discounting effect | 0 | 0 | 0 | 0 | 0 |
| Transfers between items | (115) | 1 | (270) | 118 | (266) |
| Additions to provisions | 1,691 | 8,083 | 0 | 78 | 9,852 |
| Used provisions | (2,139) | (8,398) | 0 | (65) | (10,602) |
| Provisions reversed unused | 0 | 0 | 0 | 0 | 0 |
| Balance at the end of the period | 14,981 | 49,722 | 23,152 | 11,888 | 99,743 |
of which current: 64,703 thousand euros
non-current: 35,040 thousand euros
The provision for after-sales service decreased by €549 thousand to €14,981 thousand as of 30 June 2019.
The provisions for other current risks decreased by €253 thousand to €49,722 thousand as of 30 June 2019. These provisions include :
When the CFE group's share in the losses of companies consolidated under the equity method exceeds the carrying amount of the investment, the latter amount is reduced to nil and recognition of further losses is discontinued except to the extent that the Group has incurred obligations in respect of the associate. The amount of those commitments is accounted for in the non-current provisions, as the Group considers having the obligation to support those entities and their projects.
Provisions for other non-current liabilities include the provisions for liabilities not directly related to site operations in progress.
Based on available information at the date on which the financial statements were approved by the Board of Directors, we are not aware of any contingent assets or liabilities, with the exception of contingent assets or liabilities related to construction contracts (for example, the group's claims against customers or claims by subcontractors) that can be described as normal in the dredging and construction sector and which are treated by applying the percentage-of-completion method during the recognition of revenue.
In 2018, DEME was involved in a lawsuit against Rijkwaterstaat in the Netherlands related to the execution of the Juliana Canal project. Based on the information currently available, DEME is unable to estimate the financial consequences of this litigation.
CFE also takes care that all its entities take the necessary organizational measures to ensure that the current laws and regulations are observed, including the compliance rules. DEME fully cooperates in a judicial investigation related to the circumstances surrounding the award of a contract that has in the meantime been executed in Russia. In the present circumstances, the financial impact for DEME cannot be reliably estimated.
The CFE group uses derivative financial instruments mainly in order to reduce the risks linked to unfavourable movements of interest rates, foreign exchange rates, prices of commodities and other market risks. The company does not hold or sell any financial instruments for trading purposes. However, derivatives which are not eligible to be considered as hedging instruments are disclosed as financial instruments held for trading.
The change in fair value in the comprehensive income of CFE Group amounts to €-29.5 million. This change is the consequence of the decrease of medium and long-term interest rates in the EURO zone, and mainly concerns IRS hedging instruments from SPVs SeaMade and Rentel, entities consolidated under the equity method.
As of 30 June 2019, derivative financial instruments have been estimated at their fair value.
| (in € thousands) | Non-current | June 2019 Current |
Total | Non-current | December 2018 Current |
Total |
|---|---|---|---|---|---|---|
| Bank loans and other financial debt | 966,000 | 197,496 | 1,163,496 | 472,786 | 138,888 | 611,674 |
| Bonds | 29,636 | 0 | 29,636 | 29,584 | 200,221 | 229,805 |
| Drawings on credit facilities | 130,000 | 0 | 130,000 | 146,000 | 0 | 146,000 |
| Lease debts | 110,662 | 29,430 | 140,092 | 38,002 | 8,324 | 46,326 |
| Total long-term financial debt | 1,236,298 | 226,926 | 1,463,224 | 686,372 | 347,433 | 1,033,805 |
| Short-term financial debt | 0 | 140,812 | 140,812 | 0 | 2,863 | 2,863 |
| Cash equivalents | 0 | (3,848) | (3,848) | 0 | (12,655) | (12,655) |
| Cash | 0 | (642,249) | (642,249) | 0 | (375,691) | (375,691) |
| Net short-term financial debt/(cash) | 0 | (505,285) | (505,285) | 0 | (385,483) | (385,483) |
| Total net financial debt | 1,236,298 | (278,359) | 957,939 | 686,372 | (38,050) | 648,322 |
| Derivative instruments used as interest rate hedges |
11,608 | 4,685 | 16,293 | 6,168 | 3,143 | 9,311 |
The bank loans and other financial debts (€1,163,496 thousand) mainly relate to the corporate credit lines and project financing granted to DEME which are allocated to the financing of vessels.
Following the redemption at maturity on 14 February 2019 by DEME of its €200 million bond, the only bond still outstanding is that of BPI. This bond was issued on 19 December 2017 and is worth €30 million. It pays a coupon of 3.75% and matures on 19 December 2022.
The lease debts (€140,092 thousand) mainly concern the liabilities relating to the contracts that fall within the scope of IFRS 16 effective as of 1 January 2019 (€97,940 thousand), which have an impact of €98,763 thousand on the opening balance sheet (we refer to Note 17.3). As of 30 June 2019, the share of the DEME group amounts to €81,484 thousand and primarily concerns their concessions, while the Contracting, Real Estate and Holding & non-transferred activities segments account for €16,455 thousand.
| (in € thousands) | Less than 1 year |
Between 1 and 2 years |
Between 2 and 3 years |
Between 3 and 5 years |
Between 5 and 10 years |
More than 10 years |
June 2019 |
|---|---|---|---|---|---|---|---|
| Bank loans and other financial debt | 197,496 | 196,319 | 195,772 | 309,511 | 264,398 | 0 | 1,163,496 |
| Bonds | 0 | 0 | 0 | 29,636 | 0 | 0 | 29,636 |
| Drawings on credit facilities | 0 | 11,000 | 4,000 | 115,000 | 0 | 0 | 130,000 |
| Lease debts | 29,430 | 25,329 | 18,539 | 25,644 | 18,613 | 22,537 | 140,092 |
| Total long-term financial debt | 226,926 | 232,648 | 218,311 | 479,791 | 283,011 | 22,537 | 1,463,224 |
| Short-term financial debt | 140,812 | 0 | 0 | 0 | 0 | 0 | 140,812 |
| Cash equivalents | (3,848) | 0 | 0 | 0 | 0 | 0 | (3,848) |
| Cash | (642,249) | 0 | 0 | 0 | 0 | 0 | (642,249) |
| Net short-term financial debt | (505,285) | 0 | 0 | 0 | 0 | 0 | (505,285) |
| Total net financial debt | (278,359) | 232,648 | 218,311 | 479,791 | 283,011 | 22,537 | 957,939 |
As of 30 June 2019, CFE's financial liabilities amounted to €1,604,036 thousand, or an increase by €567,368 thousand relative to 31 December 2018. This increased debt is primarily accounted for by €600 million worth of additional medium-term borrowing by DEME; partially compensated by the redemption at maturity by DEME of its €200 million bond. The impact of IFRS 16 Leases amounted to €98,763 thousand as of 1 January 2019. We refer to Note 3.2.
| Non-cash movements | |||||||
|---|---|---|---|---|---|---|---|
| (in € thousands) | December | Restatement | Cash flow | Change in | Other | Total non | June 2019 |
| 2018 | IFRS 16 at 1 | consolidation | changes | cash | |||
| January 2019 | scope | movements | |||||
| Non-current financial liabilities | |||||||
| Bonds | 29,584 | 0 | 0 | 0 | 52 | 52 | 29,636 |
| Other non-current financial liabilities |
656,788 | 75,541 | 570,711 | 0 | (96,378) | (96,378) | 1,206,662 |
| Current financial liabilities | |||||||
| Bonds | 200,221 | 0 | (200,000) | 0 | (221) | (221) | 0 |
| Other current financial liabilities | 150,075 | 23,222 | 86,739 | 0 | 107,702 | 107,702 | 367,738 |
| Total | 1,036,668 | 98,763 | 457,450 | 0 | 11,155 | 11,155 | 1,604,036 |
As of 30 June 2019, CFE SA has confirmed long-term bank credit facilities of €204 million of which €110 million were drawn as of 30 June 2019. CFE SA also has the possibility of issuing commercial papers up to an amount of €50 million. This form of financing was drawn on to an amount of €30 million as of 30 June 2019.
DEME has confirmed bank credit facilities (revolving credit facilities) of €95 million and has the possibility of issuing commercial papers up to an amount of €125 million. As of 30 June 2019, DEME has issued €110 million worth of commercial papers. The confirmed credit facilities have not been used.
As of 30 June 2019, BPI Real Estate Belgium SA has confirmed long-term bank credit facilities of €40 million of which €20 million were drawn as of 30 June 2019. BPI Real Estate Belgium SA also has the possibility of issuing commercial papers up to an amount of €40 million. This form of financing was drawn on to an amount of €8 million as of 30 June 2019.
Bilateral loans are subject to specific covenants that take into account factors such as financial debt and the ratio of debt to equity or non-current assets, as well as cash flow. The group complied with all these covenants as at 30 June 2019.
The policy and the risk management procedures defined by the group are the same as those described in the 2018 annual report.
The impact of the risk coverage in regards to changes in interest rates on financial debts, excluding lease debts, can be summarized as follows :
| Fixed rate | Floating rate | Total | |||||||
|---|---|---|---|---|---|---|---|---|---|
| Type of debts | Amounts | Quota | Rate | Amounts | Quota | Rate | Amounts | Quota | Rate |
| Bank loans and other financial debt |
56,092 | 58.59% | 1.22% | 1,107,404 | 90.22% | 0.70% | 1,163,496 | 87.93% | 0.73% |
| Bonds | 29,636 | 30.96% | 3.75% | 0 | 0.00% | 0.00% | 29,636 | 2.24% | 3.75% |
| Drawings on credit facilities |
10,000 | 10.45% | 1.40% | 120,000 | 9.78% | 1.02% | 130,000 | 9.83% | 1.02% |
| Total | 95,728 | 100% | 2.02% 1,227,404 | 100% | 0.73% 1,323,132 | 100% | 0.82% |
| Fixed rate | Floating rate | Floating rate capped + inflation | Total | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Type of debts | Amounts | Quota | Rate | Amounts | Quota | Rate | Amounts | Quota | Rate | Amounts | Quota | Rate |
| Bank loans and other financial debt |
1,134,561 | 92.08% | 1.08% | 28,935 | 31.82% | 1.15% | 0 | 0.00% | 0.00% | 1,163,496 | 87.93% | 1.08% |
| Bonds | 29,636 | 2.41% | 3.75% | 0 | 0.00% | 0.00% | 0 | 0.00% | 0.00% | 29,636 | 2.24% | 3.75% |
| Drawings on credit facilities |
68,000 | 5.52% | 1.50% | 62,000 | 68.18% | 1.17% | 0 | 0.00% | 0.00% | 130,000 | 9.83% | 1.17% |
| Total | 1,232,197 | 100% | 1.17% | 90,935 | 100% | 1.16% | 0 | 0.00% 0.00% | 1,323,132 | 100% | 1.15% |
The outstanding debts (excluding lease liabilities which are mostly in euros) by currency are as follows :
| (in € thousands) | June 2019 | December 2018 |
|---|---|---|
| Euro | 1,323,132 | 987,479 |
| US dollar | 0 | 0 |
| Other currencies | 0 | 0 |
| Total long term debts | 1,323,132 | 987,479 |
| For the period ended 30 June 2019 (in € thousands) |
FAMMFV/ FLFVPL (3): Derivatives designated as hedging instruments |
FAMMFV/ FLFVPL (3): Derivatives designated as hedging instruments |
Loans and trade receivables at amortized costs |
Total of carrying amount |
Fair value measurements of financial assets by level |
Fair value of the class |
|---|---|---|---|---|---|---|
| Non-current financial assets | 8 | 104,121 | 104,129 | 104,129 | ||
| Investments (1) | 6,562 | 6,562 | Level 2 | 6,562 | ||
| Financial loans and receivables (1) | 97,559 | 97,559 | Level 2 | 97,559 | ||
| Derivatives | 8 | 8 | Level 2 | 8 | ||
| Current financial assets | 514 | 101 | 1,821,082 | 1,821,697 | 1,821,697 | |
| Trade and other receivables | 1,174,985 | 1,174,985 | Level 2 | 1,174,985 | ||
| Derivatives | 514 | 101 | 615 | Level 2 | 615 | |
| Cash equivalents (2) | 3,848 | 3,848 | Level 1 | 3,848 | ||
| Cash at bank and in hand (2) | 642,249 | 642,249 | Level 1 | 642,249 | ||
| Total assets | 522 | 101 | 1,925,203 | 1,925,826 | 1,925,826 | |
| Non-current financial debts | 1,335 | 11,607 | 1,236,298 | 1,249,240 | 1,261,049 | |
| Bonds | 29,636 | 29,636 | Level 1 | 29,636 | ||
| Financial debts | 1,206,662 | 1,206,662 | Level 2 | 1,218,471 | ||
| Derivatives | 1,335 | 11,607 | 12,942 | Level 2 | 12,942 | |
| Current financial liabilities | 3,705 | 7,357 | 1,710,762 | 1,721,824 | 1,724,239 | |
| Trade payables and other operating debts | 1,343,024 | 1,343,024 | Level 2 | 1,343,024 | ||
| Bonds | 0 | Level 1 | 0 | |||
| Financial debts | 367,738 | 367,738 | Level 2 | 370,153 | ||
| Derivatives | 3,705 | 7,357 | 11,062 | Level 2 | 11,062 | |
| Total liabilities | 5,040 | 18,964 | 2,947,060 | 2,971,064 | 2,985,288 |
| For the period ended 31 December 2018 (in € thousands) |
FAMMFV/ FLFVPL (3): Derivatives designated as hedging instruments |
FAMMFV/ FLFVPL (3): Derivatives designated as hedging instruments |
Loans and trade receivables at amortized costs |
Total of carrying amount |
Fair value measurements of financial assets by level |
Fair value of the class |
|---|---|---|---|---|---|---|
| Non-current financial assets | 9 | 171,687 | 171,696 | 171,696 | ||
| Investments (1) | 5,758 | 5,758 | Level 2 | 5,758 | ||
| Financial loans and receivables (1) | 165,929 | 165,929 | Level 2 | 165,929 | ||
| Derivatives | 9 | 9 | Level 2 | 9 | ||
| Current financial assets | 257 | 18 | 1,649,644 | 1,649,919 | 1,649,919 | |
| Trade and other receivables | 1,261,298 | 1,261,298 | Level 2 | 1,261,298 | ||
| Derivatives | 257 | 18 | 275 | Level 2 | 275 | |
| Cash equivalents (2) | 12,655 | 12,655 | Level 1 | 12,655 | ||
| Cash at bank and in hand (2) | 375,691 | 375,691 | Level 1 | 375,691 | ||
| Total assets | 257 | 27 | 1,821,331 | 1,821,615 | 1,821,615 | |
| Non-current financial debts | 3,185 | 6,169 | 686,372 | 695,726 | 702,044 | |
| Bonds | 29,584 | 29,584 | Level 1 | 29,584 | ||
| Financial debts | 656,788 | 656,788 | Level 2 | 663,106 | ||
| Derivatives | 3,185 | 6,169 | 9,354 | Level 2 | 9,354 | |
| Current financial liabilities | 3,170 | 7,820 | 1,761,240 | 1,772,230 | 1,781,768 | |
| Trade payables and other operating debts | 1,410,944 | 1,410,944 | Level 2 | 1,410,944 | ||
| Bonds | 200,221 | 200,221 | Level 1 | 200,880 | ||
| Financial debts | 150,075 | 150,075 | Level 2 | 158,954 | ||
| Derivatives | 3,170 | 7,820 | 10,990 | Level 2 | 10,990 | |
| Total liabilities | 6,355 | 13,989 | 2,447,612 | 2,467,956 | 2,483,812 |
(1) Included in items "Other non-current financial assets" and "Other non-current assets".
(2) Included in item "Cash and cash equivalents".
(3) FAMMFV: Financial assets mandatorily measured at fair value through profit and loss
FLFVPL: Financial liabilities measured at fair value through profit and loss
The fair value of financial instruments can be classified into three levels (1 to 3) based on the degree to which the inputs to the fair value measurements are observable:
Fair value measurements of level 1 are based on quoted prices (unadjusted) in active markets for identical assets or liabilities;
Fair value measurements of level 2 are based on inputs, other than quoted prices included within level 1, that are observable for the asset or liability, either directly (through prices) or indirectly (through input derived from prices);
The fair value of financial instruments has been determined using the following methods:
Total commitments given by the CFE Group as of 30 June 2019, other than real security interests, totalled €1,316,429 thousand (2018: €1,450,914 thousand). These commitments break down as follows :
| (in € thousands) | June 2019 | December 2018 |
|---|---|---|
| Performance guarantees and performance bonds (a) | 1,150,256 | 1,273,793 |
| Bid bonds (b) | 11,793 | 13,110 |
| Repayment of advance payments (c) | 1,100 | 1,206 |
| Retentions (d) | 15,769 | 17,491 |
| Deferred payments to subcontractors and suppliers (e) | 48,870 | 64,999 |
| Other commitments given - including €69,130 thousand of corporate guarantees at DEME | 88,641 | 80,315 |
| Total | 1,316,429 | 1,450,914 |
a) Guarantees given in relation to the performance of works contracts. If the construction entity fails to perform, the bank (or insurance company) undertakes to compensate the customer to the extent of the guarantee.
b) Guarantees provided as part of tenders relating to works contracts.
c) Guarantees provided by a bank to a customer guaranteeing the repayment of advance payments in relation to contracts (mainly at DEME).
d) Security provided by a bank to a client to replace the use of retention money.
e) Guarantee covering the settlement of a debt to a supplier or subcontractor.
| (in € thousands) | June 2019 | December 2018 |
|---|---|---|
| Performance guarantees and performance bonds | 525,899 | 512,354 |
| Other commitments received | 3,352 | 3,154 |
| Total | 529,251 | 515,508 |
The CFE group is exposed to a number of claims that may be regarded as normal in the dredging and construction industries. In most cases, the CFE group seeks to conclude a transaction agreement with the counterparty, and this substantially reduces the number of legal proceedings.
The CFE Group tries to recover amounts receivable from its customers. However, it is not possible to estimate these potential assets.
Commercial and financing transactions between the group and associates or joint ventures consolidated under the equity method are as follows:
| (in € thousands) | June 2019 | December 2018 | |
|---|---|---|---|
| Assets with related parties | 231,338 | 237,937 | |
| Non-current financial assets | 151,396 | 170,380 | |
| Trade and other receivables | 47,682 | 50,072 | |
| Other current assets | 32,260 | 17,485 | |
| Liabilities with related parties | 67,876 | 37,646 | |
| Other non-current liabilities | 1,836 | 1,309 | |
| Trade and other operating payables | 66,040 | 36,337 |
| (in € thousands) | June 2019 | June 2018 | |
|---|---|---|---|
| Revenues and expenses with related parties | 158,474 | 266,002 | |
| Revenue and income from auxiliary activities | 172,226 | 281,934 | |
| Purchases and other operating expenses | (19,833) | (20,453) | |
| Net financial income/expense | 6,081 | 4,521 |
The revenue and revenue from auxiliary activities vis-à-vis the associates or joint ventures consolidated under the equity method decreased substantially between June 2018 and June 2019 following the end of development works on the offshore wind farms Merkur and Rentel.
None.
The international activities of the CFE group for the Contracting and Real Estate segments are mainly within the Euro zone. Consequently, the exposure of those segments to exchange risk and the impact on the financial statements are very limited. DEME, however, carries on a large part of its business internationally. These activities are mainly in US dollars or in currencies that are closely tied to the US dollar. DEME uses financial instruments to hedge exchange rate risk.
DEME carries out research to increase the efficiency of its fleet. In addition, in partnership with universities and the Flemish region of Belgium, it carries out research in order to develop the production of sustainable marine energy.
The construction activity is seasonal and susceptible to the climatic conditions of winter.
Revenue and income achieved in the first half year cannot be extrapolated over the full year. The seasonal nature of the business is reflected in a higher use of cash in the first half year.
No adjustments were made to take account of the impact of seasonal factors on the group's financial statements for the first half year. Income and expenses of the group from normal business operations which are subject to a seasonal, cyclical or occasional nature were recognized following the same valuation rules as at year-end. They were neither anticipated nor deferred in the interim financial statements.
In the context of our appointment as the company's statutory auditor, we report to you on the consolidated interim financial information. This consolidated interim financial information comprises the consolidated condensed statement of financial position as at 30 June 2019, the consolidated condensed income statement, the consolidated condensed statement of comprehensive income, the consolidated condensed statement of changes in equity and the consolidated condensed statement of cash flows for the period of six months then ended, as well as selective notes 1 to 26.
We have reviewed the consolidated interim financial information of Compagnie d'Entreprises CFE NV/SA ("the company") and its subsidiaries (jointly "the group"), prepared in accordance with International Accounting Standard (IAS) 34, "Interim Financial Reporting" as adopted by the European Union.
The consolidated condensed statement of financial position shows total assets of 5 323 297 (000) EUR and the consolidated condensed income statement shows a consolidated profit (group share) for the period then ended of 42 736 (000) EUR.
The board of directors of the company is responsible for the preparation and fair presentation of the consolidated interim financial information in accordance with IAS 34, "Interim Financial Reporting" as adopted by the European Union. Our responsibility is to express a conclusion on this consolidated interim financial information based on our review.
We conducted our review of the consolidated interim financial information in accordance with International Standard on Review Engagements (ISRE) 2410, "Review of interim financial information performed by the independent auditor of the entity". A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit performed in accordance with the International Standards on Auditing (ISA) and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion on the consolidated interim financial information.
Based on our review, nothing has come to our attention that causes us to believe that the consolidated interim financial information of Compagnie d'Entreprises CFE NV/SA has not been prepared, in all material respects, in accordance with IAS 34, "Interim Financial Reporting" as adopted by the European Union.
Without modifying the conclusion expressed above, we draw your attention to the Note 13 of the consolidated interim financial information which describes the uncertainties regarding the amount due by the State of Chad and the undertaken actions in order to facilitate its payment.
DELOITTE Bedrijfsrevisoren/Réviseurs d'Entreprises CVBA/SCRL Represented by
Rik Neckebroeck Michel Denayer
_____________ _____________
Friday 30 August 2019 regulated information
The Board of Directors of CFE examined and approved the H1 2019 financial statements at its meeting on August 28, 2019.
| In million € | 1st semester 2019 (**) |
1st semester 2018 | Variation |
|---|---|---|---|
| Revenue | 1,847.7 | 1,860.1 | -0.7% |
| Self-financing capacity (EBITDA) (*) % of revenue |
207.0 11.2% |
202.1 10.9% |
+2.4% |
| Operating income on activities (*) % of revenue |
50.5 2.7% |
78.7 4.2% |
-35.8% |
| Operating income (EBIT) (*) % of revenue |
61.2 3.3% |
77.5 4.2% |
-21.0% |
| Net income share of the group % of revenue |
42.7 2.3% |
51.8 2.8% |
-17.6% |
| Net income share of the group per share (in EUR) |
1.69 | 2.05 | -17.6% |
| In million € | 30 June 2019 (**) | 31 December 2018 (***) |
Variation |
| Equity share of the Group | 1,673.6 | 1,720.9 | -2.7% |
| Net financial debt (*) | 957.9 | 747.1 | +28.2% |
Order book (*) 5,330.3 5,385.9 -1.0%
(*) The definitions are included in the 'Consolidated financial statements' section of the interim report.
(**) Including the impact of the implementation of IFRS 16 - Leases.
(***) Amounts restated following the implementation of IFRS 16 - Leases.
Revenue in the first half of 2019 amounted to € 1,847.7 million, comparable to revenue in the first half of 2018. Activity was virtually stable at DEME, while it grows at Contracting. The apparent drop in activity at the Real Estate Development division results from sales of residential units being primarily (and unlike in the first half of 2018) realized in jointly controlled and equity-accounted project companies.
EBITDA stood at € 207.0 million, or 2.4 % up on the first six months of 2018.
The operating income (EBIT) amounted to € 61.2 million, compared to € 77.5 million in the first half of 2018. The decrease in EBIT reported by the three operating divisions is explained primarily by two factors:
The net result, share of the group, equals € 42.7 million.
The equity, share of the group, amounted to € 1,673.6 million at 30 June 2019. The slight decrease in equity is attributable to the payment of a dividend of € 60.8 million in respect of the 2018 financial year.
The group's net financial debt amounted to € 957.9 million, compared to € 747.1 million at 31 December 2018. This increase is explained primarily by DEME's investment programme.
| In million € | 1st semester 2019 (**) | 1st semester 2018 | Variation |
|---|---|---|---|
| Revenue | 1,349.3 | 1,329.4 | +1.5% |
| EBITDA | 199.1 | 187.1 | +6.4% |
| Operating income | 58.5 | 67.0 | -12.7% |
| Net income share of the group |
44.3 | 48.4 | -8.5% |
| In million € | 30 June 2019 (**) | 31 December 2018 (***) | Variation |
|---|---|---|---|
| Order book | 3,940.0 | 4,010.0 | -1.7% |
| Net financial debt | 805.7 | 639.5 | +26.0% |
(*) Excluding amounts restated to take account of the recognition at fair value of the identifiable assets and liabilities of DEME following the acquisition of an additional 50% of the DEME shares on 24 December 2013.
(**) Including the impact of the implementation of IFRS 16 - Leases.
(***) Amounts restated following the implementation of IFRS 16 - Leases.
DEME's revenue amounted to € 1,349.3 million, which is slightly up on the first half of 2018.
Business was particularly buoyant for the Dredging segment. Apart from the TTP1 project in Singapore, which is entering its final phase, the projects that are currently in progress are mostly medium-sized and are essentially situated in Western Europe, Africa and the Middle East.
In its Offshore segment, DEME has virtually completed two major projects in the course of the first six months: the offshore wind farms Hohe See in Germany and Hornsea One in the UK.
Production of the monopile foundations and transition pieces for the offshore wind farm SeaMade (Belgium) is already well underway; the installation of the foundations is set to begin in September and will be carried out by the vessel 'Innovation'. Also in Belgium, the vessel 'Living Stone' has completed the installation of the submarine power cables connecting the Offshore Switch Yard platform to the land-based power grid in Zeebrugge in record time.
In May, the vessel 'Apollo' began installing the pinpiles on which the foundations (jackets) will be placed for the wind turbines of the Moray East offshore wind farm in Scotland.
At DIMCO (Infra segment), activity on the three Dutch projects (Terneuzen lock, RijnlandRoute and Blankenburg connection) is building up: revenue has virtually doubled compared to the first half of 2018.
| In % | 1st semester 2019 | 1se semester 2018 |
|---|---|---|
| Capital dredging | 32% | 24% |
| Maintenance dredging | 10% | 11% |
| Offshore | 43% | 54% |
| Infra / marine civil works | 7% | 4% |
| Environment | 6% | 5% |
| Others | 2% | 2% |
| Total | 100% | 100% |
| In % | 1st semester 2019 | 1st semester 2018 |
|---|---|---|
| Europe (EU) | 66% | 70% |
| Europe (non-EU) | 2% | 3% |
| Africa | 10% | 8% |
| Americas | 4% | 2% |
| Asia-Pacific | 9% | 13% |
| Middle East | 5% | 1% |
| Indian subcontinent | 4% | 3% |
| Total | 100% | 100% |
Given a satisfactory fleet utilization rate, DEME's EBITDA increased by 6.4% to € 199.1 million, of which € 8.6 million represents the impact of the implementation of IFRS 16 - Leases.
Despite the expensing of part of the costs of major repairs to the vessel 'Innovation' (€ 8.2 million) and an impairment loss of € 10.8 million on receivables from the German company Senvion, the operating income (EBIT) amounted to € 58.5 million.
Also worth mentioning is that DEME Concessions invests very substantial sums (€ 11.2 million in the first half of 2019) in prototypes and campaigns for the harvesting of polymetallic nodules in the Clarion Clipperton Zone in the Pacific Ocean. As long as the operating licences have not been obtained and the environmental impact assessments, the development of the industrial processes and the economic feasibility have not been established, all those investments are expensed.
The order book amounted to € 3.94 billion at 30 June 2019, which is virtually stable compared to 31 December 2018.
During the first six months, DEME won several major contracts, such as:
Two major orders are not included in the order book at 30 June 2019, notably
Investments in the first six months amounted to € 252.9 million, and consist essentially of down payments on the vessels 'Bonny River', 'Meuse River', 'Orion' and 'Spartacus'.
The trailing suction hopper dredger 'Bonny River' joined DEME's fleet on 18 June 2019. With a capacity of 15,000 m³, this vessel is capable of dredging very hard soil at great depths (more than 100 metres). Its first assignments will be in the North Sea.
The last four vessels in the ambitious investment programme (the Smart Mega Cutter 'Spartacus', the DP3 'Orion', and the 'Meuse River' and 'River Thames' hopper dredgers) will be operational in 2020.
DEME's net financial debt amounted to € 805.7 million at 30 June 2019 (of which € 81.5 million arises from the implementation of IFRS 16 - Leases).
The increased debt is explained by the investments during the six-month period, the dividend payment of € 55 million, and a slight increase in working capital requirement, partly offset by the operating cash flows.
DEME has redeemed its € 200 million bond, which matured in February 2019.
| In million € | 1st semester 2019 (*) | 1st semester 2018 | Variation |
|---|---|---|---|
| Revenue | 501.4 | 468.1 | +7.1% |
| Operating income | 1.4 | 7.2 | -80.6% |
| Net Income share of the group |
-2.9 | 4.1 | n.s. |
| In million € | 30 June 2019 (*) | 31 December 2018 (**) | Variation |
| Order book | 1,336.8 | 1,320.3 | +1.2% |
| Net cash position | 53.9 | 90.0 | -40.1% |
(*) Including the impact of the implementation of IFRS 16 - Leases.
(**) Amounts restated following the implementation of IFRS 16 - Leases.
| In million € | 1st semester 2019 | 1st semester 2018 | Variation |
|---|---|---|---|
| Construction | 383.6 | 343.3 | +11.7% |
| Buildings, Belgium | 289.8 | 255.9 | +13.2% |
| Buildings, International | 93.8 | 87.4 | +7.3% |
| Multitechnics | 79.8 | 86.2 | -7.4% |
| Rail & Utilities | 38.0 | 38.6 | -1.6% |
| Total Contracting | 501.4 | 468.1 | +7.1% |
Revenue for CFE Contracting in the first half of 2019 amounted to € 501.4 million, which is up 7.1% on the first half of 2018.
In Construction, the increase in revenue is primarily noticeable in Flanders where several major projects are in progress, such as the ZNA hospital in Antwerp and the interior modules of the Gare Maritime and the adjoining car park (Tour & Taxis site in Brussels). In Louvain-la-Neuve, BPC finished work on the AGORA building complex.
In Poland, too, business was buoyant thanks to several projects in the logistics sector.
In Luxembourg, CLE delivered the Naos office building to the customer's satisfaction.
In the Multitechnics (VMA cluster) and Rail & Utilities (MOBIX cluster) segments, there was a slowdown in activity compared to the first half of 2018, although this situation is expected to be reversed during the second half of the year, since several major projects are being started up.
During the first half of 2019, CFE Contracting reported an operating income of € 1.4 million, which is € 5.8 million less than in the first half of 2018.
Market conditions remain highly competitive for the Construction segment in Belgium, despite a substantial volume of business. The current prices on the market do not always make it possible to pass on the full extent of the substantial increase in the costs of materials, subcontracting and labour. Furthermore, several projects experienced a deterioration in their results. Part of this deterioration is not attributable to CFE Contracting and is therefore the subject of claims against customers. However, in accordance with accounting policies, the expected recovery was not yet valued at 30 June 2019. Likewise, significant engineering costs have been incurred in respect of large-scale design & build or PPP projects that have not yet entered the execution phase.
In the Rail & Utilities segment (MOBIX), a small number of projects in the Signalling department are confronted with operational difficulties. Reorganization measures are currently being implemented.
Conversely, the good performance of the MBG, CFE Polska and VMA entities bears witness to the quality of their market positioning and their operational teams.
Apart from one project, the activities in Tunisia should come to an end in the second half of 2019, as planned.
| In million € | 30 June 2019 | 31 December 2018 | Variation |
|---|---|---|---|
| Construction | 967.7 | 1,069.1 | -9.5% |
| Buildings, Belgium | 776.4 | 870.9 | -10.9% |
| Buildings, International | 191.3 | 198.2 | -3.5% |
| Multitechnics | 197.6 | 168.4 | +17.3% |
| Rail & Utilities | 171.5 | 82.8 | +107.1% |
| Total Contracting | 1,336.8 | 1,320.3 | +1.2% |
The market conditions in Construction in Belgium have led to a greater selectivity in order intake, which is reflected in a 10.9% decrease in the order book.
In Poland, CFE Polska won several orders for the construction of warehouses and depots, while in Luxembourg CLE landed the contract for the construction of a mixed-use real estate complex of more than 25,000 m² above ground (retail and office space) near the airport.
Order intake was high in Multitechnics and Rail & Utilities, thanks in particular to the contract for the design, modernization, finance, management and 20-year maintenance of the public lighting of the Walloon region's main road network.
The division had a financial surplus of € 53.9 million, a decrease compared to 31 December 2018. The negative impact of IFRS 16 - Leases amounted to € 13.8 million at 30 June 2019 (compared to € 12.5 million at 31 December 2018).
The lower net cash position is explained by the investments made during the first six months (in particular the construction of a new head office for the entity VMA-Druart), the payment of a dividend of € 8.8 million, and the increased working capital requirement driven in part by a change in the customer mix (higher percentage of public contracts compared to contracts for private customers).
| In million € | 1st semester 2019 (*) | 1st semester 2018 | Variation |
|---|---|---|---|
| Revenue | 24.0 | 75.5 | -68.2% |
| Operating income | 5.7 | 11.7 | -51.3% |
| Net income share of the group | 4.5 | 7.8 | -42.3% |
(*) Including the impact of the implementation of IFRS 16 - Leases
The capital employed amounted to € 144 million at 30 June 2019, which is slightly up on 31 December 2018.
There was a further decrease in unsold units post completion, which now represent only 1.3% of the total capital employed.
| In million € | 30 June 2019 | 31 December 2018 |
|---|---|---|
| Unsold units post completion | 2 | 4 |
| Properties under construction | 75 | 70 |
| Properties in development | 67 | 65 |
| Total capital employed | 144 | 139 |
(*) Real estate projects is the sum of the equity and net financial debt of the real estate division.
| In million € | 30 June 2019 | 31 December 2018 |
|---|---|---|
| Belgium | 98 | 89 |
| Luxembourg | 22 | 23 |
| Poland | 24 | 27 |
| Total | 144 | 139 |
During the first half of 2019, BPI acquired a building plot in Tervuren (Belgium) for the construction of a mixeduse real estate complex of 6,000 m² for housing, co-working and a crèche (GITO project).
In the second half of 2019, BPI will acquire, in joint venture, a building plot in Antwerp, near the Spoor Noord park, for the development of 9,500 m² for housing units and 5,200 m² for co-working spaces and workshops.
On the near outskirts of Luxembourg city, BPI will develop, in joint venture, a 9,500 m² office building whose timber frame façade and floors in CLT (Cross Laminated Timber) will catch the eye.
BPI is developing some forty real estate projects totalling 568,000 m² (BPI share), of which approximately 130,000 m² are in the construction and marketing phase.
All the residential programmes continue to show highly satisfactory take-up rates.
During the first half of the year, BPI delivered several residential properties in the Erasmus Gardens (Anderlecht) and Les Hauts Prés (Uccle) projects.
Planning applications have been filed for the De Brouckère project (Brussels) and the Key West project (Anderlecht canal district), while planning permission has been obtained for the Samaya Nord and Oisquercq projects (Walloon Brabant).
In Liège, the Renaissance office complex, which is under construction, has been fully let and sold: in 2018, 5,500 m² was let to a public body (Le Forem), while the rest of the office space (7,500 m²) has been sold off-plan to the Province of Liège at the beginning of July 2019.
BPI delivered two fully sold residential projects during the first half of the year: Domaine de l'Europe - Kiem (Kirchberg) and Fuussbann (Differdange). BPI continued to develop the residential project Livingstone (Luxembourg) and initiated the development of the Domaine des Vignes project (Mertert).
Permission was obtained for the demolition and reconstruction of the 'Arlon 23' office building; the works are due to start in the next few months.
In Poland, construction and marketing of the residential projects Bulwary Ksiazce – Phase 2 (Wroclaw), Vilda Park (Poznan), Wola Ostroroga (Warsaw) and Barska (Warsaw) are making satisfactory progress. The four projects will be delivered in 2020.
The net financial debt of the Real Estate division amounted to € 74.2 million, which is slightly up on 31 December 2018. The impact of IFRS 16 - Leases was limited to € 1.3 million at 30 June 2019.
During the first six months of the year, BPI for the first time drew down € 8 million on its commercial paper programme.
The net result, share of the group, amounted to € 4.5 million. The main contributors to the result are the Ernest The Park (Ixelles), Livingstone (Luxembourg) and Domaine de l'Europe - Kiem (Luxembourg) projects. Unlike in the first half of 2018, no properties have been delivered in Poland; consequently, no margin has been recognized on the Polish projects that are under construction.
Since the sale of office space in the Renaissance project took place at the beginning of July, this transaction was not taken into account in BPI's financial statements at 30 June 2019, but will be recognized according to the percentage of completion at the end of the financial year.
| In million € | 1st semester 2019 (*) | 1st semester 2018 | Variation |
|---|---|---|---|
| Revenue | 12.9 | 13.8 | -6.5% |
| Inter-divisions eliminations | -39.9 | -26.7 | n.s. |
| Total | -27.0 | -12.9 | n.s. |
| Operating income | -1.8 | -5.8 | n.s. |
| Net income share of the group | -1.5 | -7.5 | n.s. |
(*) The definitions are included in the 'Consolidated financial statements' section of the intermediary report.
The revenue amounted to € 12.9 million, down 6.5% on the first half of 2018.
The last project still in progress is the Brussels-South wastewater treatment plant, which has entered its last phase. Delivery is scheduled for the first quarter of 2021.
The net result, share of the group, amounted to € -1.5 million. There has been a substantial reduction in the losses compared to the first half of 2018 thanks to a decrease in overheads and interest expense.
Rent-A-Port made a negative contribution to the division's results (€ -0.7 million) due to the absence of significant sales of industrial land in Vietnam. The great majority of those sales are scheduled for the end of the year.
The capital of Rent-A-Port was increased by € 18 million (of which 50% by CFE) to allow it to continue the development of the industrial port zones of Dinh Vu and Tien Phong in Northern Vietnam.
The net result of Green Offshore (+ € 0.7 million) was favourably impacted by the good performance of the Belgian offshore wind farm Rentel.
In Chad, no payments have been received since July 2018. The refinancing by the Afrexim Bank of the receivables relating to the Grand Hotel is not in place yet.
The exposure therefore remains unchanged compared to 31 December 2018.
| Year ended at 30 June In thousands € |
2019 | 2018 |
|---|---|---|
| Revenue | 1,847,714 | 1,860,146 |
| Revenue from auxiliary activities | 48,376 | 31,123 |
| Purchases | (1,083,566) | (1,117,770) |
| Wages, salaries & social charges | (347,962) | (334,784) |
| Other operating charges | (256,755) | (233,825) |
| Depreciations and amortization | (157,265) | (126,150) |
| Operating income on activities | 50,542 | 78,740 |
| Earnings from associates and joint ventures | 10,614 | (1,211) |
| Operating income | 61,156 | 77,529 |
| Cost of gross financial debt | (1,044) | (7,091) |
| Other financial expenses and income | (4,185) | 29 |
| Financial result | (5,229) | (7,062) |
| Result before taxes | 55,927 | 70,467 |
| Income tax expense | (14,297) | (20,199) |
| Net income for the period | 41,630 | 50,268 |
| Attributable to owner of non-controlling interest | 1,106 | 1,581 |
| Net income share of the group | 42,736 | 51,849 |
| Year ended 30 June In thousands € |
2019 | 2018 |
|---|---|---|
| Net income for the period – Share of the group | 42,736 | 51,849 |
| Net income for the period | 41,630 | 50,268 |
| Change in fair values related to the hedging instruments | (39,120) | (4,505) |
| Currency translation differences | 276 | 1,904 |
| Deferred taxes | 9,615 | 630 |
| Other elements of the comprehensive income to be reclassified to profit or loss in subsequent period |
(29,229) | (1,971) |
| Remeasurement on defined benefit plans | 0 | 0 |
| Deferred taxes | 0 | 0 |
| Other elements of the comprehensive income not to be reclassified to profit or loss in subsequent period |
0 | 0 |
| Total elements of the comprehensive income directly accounted in equity |
(29,229) | (1,971) |
| Comprehensive income | 12,401 | 48,297 |
| - attributable to the group | 13,474 | 50,016 |
| - attributable to non-controlling interests | (1,073) | (1,719) |
| Net result share of the group per share (€) (basic and diluted) | 1.69 | 2.05 |
| Comprehensive income per share (€) (basic and diluted) | 0.53 | 1.98 |
| Year ended In thousands € |
30 June 2019 | 31 December 2018 (*) |
|---|---|---|
| Intangible assets | 89,151 | 89,588 |
| Goodwill | 177,127 | 177,127 |
| Tangible assets | 2,570,492 | 2,390,236 |
| Associates and joint ventures | 148,765 | 155,792 |
| Other non-current financial assets | 104,121 | 171,687 |
| Non-current derivative instruments | 8 | 9 |
| Other non-current assets | 5,324 | 5,501 |
| Deferred tax assets | 108,998 | 99,909 |
| Total non-current assets | 3,203,986 | 3,089,849 |
| Inventories | 146,157 | 128,889 |
| Trade receivables and other operating receivables | 1,174,985 | 1,261,298 |
| Other operating current assets | 85,604 | 67,561 |
| Other non operating current assets | 16,465 | 12,733 |
| Current derivative instruments | 615 | 275 |
| Assets held for sale | 49,388 | 0 |
| Cash and cash equivalents | 646,097 | 388,346 |
| Total current assets | 2,119,311 | 1,859,102 |
| Total assets | 5,323,297 | 4,948,951 |
| Issued capital | 41,330 | 41,330 |
| Share premium | 800,008 | 800,008 |
| Retained earnings | 905,749 | 923,768 |
| Defined benefits plans | (25,521) | (25,521) |
| Hedging reserves | (36,671) | (7,153) |
| Translation differences | (11,298) | (11,554) |
| Equity – part of the group CFE | 1,673,597 | 1,720,878 |
| Non-controlling interests | 13,216 | 13,973 |
| Equity | 1,686,813 | 1,734,851 |
| Retirement benefit obligations and employee benefits | 57,689 | 57,553 |
| Provisions | 35,040 | 35,172 |
| Other non-current liabilities | 3,212 | 5,725 |
| Bonds - non-current | 29,636 | 29,584 |
| Financial debts - non-current | 1,206,662 | 656,788 |
| Non-current derivative instruments | 12,943 | 9,354 |
| Deferred tax liabilities | 109,003 | 119,386 |
| Total non-current liabilities | 1,454,185 | 913,562 |
| Current provisions | 64,703 | 65,505 |
| Trade & other operating payables | 1,343,024 | 1,410,944 |
| Income tax payable | 45,879 | 44,543 |
| Bonds - current | 0 | 200,221 |
| Current financial debts | 367,738 | 150,075 |
| Current derivative instruments | 11,062 | 10,990 |
| Other operating current liabilities | 129,610 | 201,609 |
| Other non operating current liabilities | 220,283 | 216,651 |
| Total current liabilities | 2,182,299 | 2,300,538 |
| Total equity and liabilities | 5,323,297 | 4,948,951 |
(*) Consolidated statement of financial position as published on 31 December 2018 (before the implementation of IFRS 16 - Leases).
| Year ended 30 June In thousands € |
2019 | 2018 |
|---|---|---|
| Cash flows relating to operating activities | 132,832 | 9,133 |
| Cash flows relating to investing activities | -258,662 | -235,832 |
| Cash flows relating to financing activities | 382,988 | 132,341 |
| Net increase/decrease in cash position | 257,158 | -94,358 |
| 30 June 2019 | 30 June 2018 | |
|---|---|---|
| Total number of shares | 25,314,482 | 25,314,482 |
| Operating result after deduction of the net financial charges per share (in €) |
2.21 | 2.78 |
| Net result share of the group per share (in €) | 1.69 | 2.05 |
The implementation of the new IFRS 16 standard for leases as of 1 January 2019 was reflected in CFE's consolidated balance sheet by an increase in tangible assets and in the net financial debt of € 98.8 million (of which € 83.5 million at DEME).
At 30 June 2019, the impact of the implementation of the new standard on CFE's consolidated balance sheet and income statement can be summed up as follows:
| In million € | DEME | Contracting | Other divisions | Total |
|---|---|---|---|---|
| Consolidated statement of financial position | ||||
| Property, plant and equipment | 81.0 | 13.8 | 2.6 | 97.4 |
| Financial debt | 81.5 | 13.8 | 2.6 | 97.9 |
| Consolidated statement of income | ||||
| EBITDA | 8.6 | 3.1 | 0.4 | 12.1 |
| Operating income (EBIT) | 0.3 | 0.2 | 0.0 | 0.5 |
| Net financial result | -0.8 | -0.2 | 0.0 | -1.0 |
| Net income share of the group | -0.5 | 0.0 | 0.0 | -0.5 |
2019 is a transition year for DEME: revenue is expected to remain stable and the EBITDA margin expressed as a percentage of revenue is expected to be close to the previous financial year.
The Contracting division should record a moderate growth of activity in 2019, although the operating income is expected to be close to that of 2018.
The operating income and net result of the Real Estate Development division are expected to be higher than in the previous financial year.
At year-end, the situation of the receivables due from the Chadian government will be reassessed in light of the progress made in the negotiations between the Chadian authorities and the Afrexim Bank.
At 30 June 2019, CFE's share capital was divided into 25,314,482 shares.
Each share confers one vote. There has been no issue of convertible bonds or warrants. Financial institutions with which holders of financial instruments may exercise their financial rights are: BNP Paribas Fortis, Banque Degroof Petercam and ING Belgium.
Banque Degroof Petercam has been appointed as the 'Main Paying Agent'.
The general meeting of shareholders of 2 May 2019 approved the renewal of the mandate of Ciska Servais SPRL, represented by Ciska Servais, for a period of four years, ending after the annual general meeting of May 2023. Ciska Servais SPRL no longer meets the independence criteria defined in Article 526 ter of the Companies Code and in the 2009 Belgian Corporate Governance Code.
The Board of Directors has taken note of the resignation of Alain Bernard as director of CFE with effect from 2 May 2019. Alain Bernard remains a director of DEME and some of its subsidiaries.
| Publication of interim statements | 22 November 2019 (before opening of the stock market) |
|---|---|
| Publication of year results | 28 February 2020 (before opening of the stock market) |
The auditor, Deloitte Reviseurs d'Entreprises, represented by Michel Denayer and Rik Neckebroeck, has confirmed that its limited review revealed no material corrections to be made to the accounting information disclosed in this press release. Without modifying the unqualified opinion expressed above, the auditor draws the attention to the uncertainties regarding the amount due by the State of Chad and the undertaken actions in order to facilitate its payment.
* * *
CFE, founded in 1880 is a Belgian industrial group active in three different divisions. The first, Dredging, Environment, Offshore and Infra, is carried out by its wholly owned subsidiary DEME, one of the world leaders in the field. DEME has a modern fleet of multipurpose vessels equipped with the latest technologies. The second, Contracting, encompasses the group's construction, multitechnics and rail activities in Belgium, Luxembourg and Poland. The third, Real Estate Development, covers the real estate projects developed by BPI in Belgium, Luxembourg and Poland.
Sustainability and innovation are important themes for which the CFE group is willing to accept responsibility, among other things by the use of digital technology in the areas of productivity, safety, employee well-being and customer satisfaction. The CFE group currently employs more than 8,000 people and is active on every continent. CFE is listed on Euronext Brussels and is 60.82% owned by Ackermans & van Haaren.
* * *
This press release is available on our website at www.cfe.be.
Note to editors
For further information, please contact:
- Piet Dejonghe, Chief Executive Officer - tel.: +32 2 661 13 19 - mail : [email protected]; or
- Fabien De Jonge, Chief Financial Officer - tel. +32 2 661 13 12 - mail : [email protected]
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