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Novabase SGPS

Interim / Quarterly Report Sep 17, 2020

1943_ir_2020-09-17_15b2068a-7e6a-4f32-b3c3-e6c1a1dbe7d8.pdf

Interim / Quarterly Report

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REPORT AND ACCOUNTS - 1ST HALF 2020

  • I - Management Report
  • II - Consolidated Financial Statements
  • III - Annexes to the Management Report
  • IV - Condensed Consolidated Accounts
  • V - Statement of Compliance

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Privileged Information

NEXT-GEN IT SERVICES COMPANY

Disclaimer

This presentation includes sector and forward-looking statements involving uncertainties that could cause actual data to differ materially from those indicated.

  • These statements relate only to this date of presentation, and Novabase assumes no obligation to update the information or to notify in the event that any question changes or is identified as incorrect, except when required by law or specific regulation.
  • Thus, neither Novabase, nor any of its subsidiaries, its administrators, members of the other corporate bodies or employees, make any declaration or commitment on the accuracy or completeness of the information and do not assume, therefore, any type of obligation or responsibility.
  • Financial reporting terms used in this Report are mostly in accordance with International Financial Reporting Standards (IFRS) but will include certain non-IFRS financial measures of our performance (APMs). APMs used by Novabase are intended to provide additional information, more comprehensive and relevant to users, and are applied consistently in all periods reflected in this release. Reconciliation of each of these APMs to its most directly comparable IFRS financial measure can be found at the end of this Report. All amounts in this presentation are expressed in million Euros, except otherwise stated.
  • This presentation is provided for informational purposes only and does not constitute a document for the offer of securities, and its distribution or use by any person or entity is forbidden without prior authorization from Novabase.

6M20 Outlook

CEO

Message from João Nuno Bento

"These last 6 Months were crucial for Novabase.

We have closed two important divestments and acquired the remaining shares of Celfocus, the Core Asset in our Next-Gen Strategy.

Whilst we were busy putting all these pieces together, the Covid-19 raised the challenge level, forcing us to adapt overnight and operate in new and uncharted territory.

Adding up the operational performance, the 6M20 execution was indeed a great leap towards achieving our strategic objectives:

  • We can now go full speed towards integrating our two Next-Gen verticals.
  • Our Nearshore Agile Delivery Model proved fit for the new WFH context.
  • Both our divisions delivered strong growth and sound margins under very challenging circumstances.

There is still significant effort and investment to deliver on our transformation roadmap, but the most critical hurdles are now behind us.

Getting to the numbers:

  • Turnover increased 14% YoY, with Next-Gen growing 12% YoY;
  • 86% of Next-Gen Revenues came from 18 Top Tier Clients (83% and 14 in 6M19);
  • EBITDA% @8.6% with Next-Gen @6.6%;
  • Solid Net Cash position of 50.7 M€;
  • Net Profit of 4.8 M€ (0.16€ per sh.);
  • NBA share price increased 21% since the beginning of the year.

Although Covid-19 did not impact significantly our performance in the 6M20, we remain cautious about new challenges to acquire clients under the current travel restrictions. This may influence our growth prospects in 2021. As of today, we cannot precise the potential impacts.

Also, the M&A initiatives we are pursuing will probably suffer delays due to the present volatility in the market.

Nevertheless, we will keep on working towards our strategic targets, and we are convicted our company will come out much stronger from this crisis.

Thank You All for your support!" 5

6M20 in Review

Value

Portfolio:

Strategy

Relevant acquisition initiative to grow Next-Gen completed

Next-Gen strengthened with the acquisition of Vodafone Portugal's equity stake in Celfocus for an initial price of 20 M€, subject to adjustments.

Full ownership of Celfocus is key to Novabase's strategy of becoming an "Next-Gen IT Services Company", enabling the Group to allocate resources and explore synergies in a more efficient way.

(1) Accounted in FY19.

(2) Baseline FY18 (previous to Strategic Update 2019+).

(3) Subsequent event to 6M20.

Next-Gen: Strategy 2019+ Execution

2019+ Execution Press Zone

Generating value to fund Next-Gen strategy

Novabase continues to successfully deliver on its strategy, with the sales of Collab and GTE Business (1), which combined represent a divestment of over 60% of its Value Portfolio segment revenue (2):

  • Sale of Novabase's equity stake in Collab to the swedish Netadmin System I Sverige AB, for a 2019 Price to Sales multiple of 0.92x, subject to adjustments;
  • Adjustment to consideration on the sale of GTE Business, raising the 2019 Price to Sales multiple of this transaction to 1.01x still subject to final adjustments.

Novabase on the News

  • March,11 || Novabase re-entered PSI20 as of March, 23.
  • April, 23 || Novabase's Board of Directors Chairman met with the President of Portugal, to discuss the impact of the current pandemic situation and prospects on IT sector.
  • July, 6 (3) || Euronext Lisbon CEO congratulate Novabase for its 20 years of stock market, marked by adherence to good practices, resilience and ability to reinvent itself.
  • July, 9 (3) || Novabase was awarded as the most innovative company in people management by the Human

Resources Portugal Magazine, for the 2nd year in a row. 6

Relevant Information

Acquisition of Celfocus equity stake

Novabase buys Vodafone Portugal's equity stake in Celfocus

  • On April 24, 2020, Novabase has entered into a sale and purchase agreement with Vodafone Portugal, S.A. ("Vodafone") to buy the shares representing Vodafone's equity stake in Celfocus, S.A. (45.001%).
  • The agreed purchase price for Vodafone's entire shareholding was 20 M€, fully paid on April, 30.
  • There may be an additional price adjustment of 7.5 M€, to be paid for in services, which could raise the final purchase price to a maximum of 27.5 M€, as a result of possible annual adjustments until 2023 related to service hiring guarantees of 10 M€ per year for three years given by Vodafone.

  • Due to the importance of this transaction for the execution of the strategy and given Novabase's financial robustness, the Board of Directors approved the acquisition, despite the current context of uncertainty. This transaction does not require any significant guidance reframing regarding the Strategic Update 2019+.

  • Celfocus employed over 650 employees. In 2019, it had a Turnover of 65 M€, EBITDA of 6.3 M€ and cash holdings of 16.1 M€.
  • Prior to this transaction, Novabase held a 54.997% stake in Celfocus, S.A..

Relevant Information

Price adjustment on the sale of GTE

Adjustments to consideration on the sale of GTE Business

  • Following the previous announcements to the market in relation to the celebration and completion of the sale, to VINCI Energies Portugal, S.A., of the "Application and Data Analytics" business for the Government, Transport and Energy sectors ("GTE Business"), the parties confirmed, on May 11, and a net adjustment to the price initially paid by the purchaser and the verification of the earn-out which was dependent upon the final performance of the GTE Business in the financial year of 2019.
  • As such, the consideration obtained by Novabase after these events is 39.3 M€ corresponding to the sum of the price initially agreed of 33 M€, the earnout of 3 M€ and the net adjustment of the remainder.

  • Considering the above mentioned, the estimated capital gain is now 14.9 M€, however, some additional adjustments to the purchase price may still occur until the ninth month after the date of completion of the sale, under the terms of the Agreement.

  • It is recalled that the capital gain registered in 2019 was 12.0 M€ therefore any difference to the final capital gain will be recognised in the financial statements of 2020.
  • The 1H20 accounts already reflect the adjustment to the capital gain of 2.9 M€ and the cash inflow of the total consideration on the sale, of 35.4 M€.

Relevant Information

Sale of Novabase's equity stake in Collab

Novabase sells Collab to the swedish Netadmin System I Sverige AB

  • On March 19, 2020, Novabase and Netadmin System i Sverige AB entered into a sale and purchase agreement for all shares representing COLLAB – Soluções Informáticas de Comunicação e Colaboração, S.A. share capital, subsidiary held in 72.45% by Novabase Business Solutions, S.A. and in 17.75% by Fundo Capital Risco NB Capital. The completion of the sale and purchase also occurred on this date, with the delivery of the shares against payment of part of the price.
  • The agreed initial purchase price was 6 M€, to which a potential annual earnout may be accreted, up to a maximum of three annual periods, depending on COLLAB's performance, as set out in the agreement.

Of the agreed initial purchase price, 1.5 M€ was temporarily held by the purchaser, as foreseen in the sale and purchase agreement. The agreed purchase price is also subject to positive or negative price adjustment clauses agreed between the parties.

  • As a result, Novabase recorded in 1H20 a gain on this transaction amounting to 0.2 M€, which falls within the range of 0.1 M€ to 0.8 M€ of estimated capital gain disclosed, but still subject to adjustments.
  • To be noted that this subsidiary represented a 6.5 M€ turnover in 2019, and employed around 60 employees.

Covid-19

In compliance with ESMA71-99-1290

Covid-19: Agile Response

  • Novabase is permanently monitoring all developments related to the Covid-19 pandemic. A Contingency Coordinating Group was created and a contingency plan was developed and implemented. Novabase set 3 priorities: ensure safety, health and well-being conditions for all individuals in the Novabase Community, preserve the company's financial strength and prepare for the future.
  • At an early stage, travelling was limited and remote work conditions were provided for nearly 100% of employees, ensuring both employee's safety and clients business operations continuity. More recently, Novabase offices were awarded with the COVID OUT by ISQ, and have reopened for a safe return.
  • Novabase has a solid customer base and a robust liquidity position.

• However, the pandemic uncertainty imposes a cautious treasury management in order to keep the company's financial resilience. In this context, the Board of Directors decided to revert its initial intention of proposing to the 2020 GMS a 0.85 €/share remuneration, maintaining the Strategic Update 2019+ commitment of distributing 1.5 €/share in 2019-2023.

  • Novabase believes that difficulties also present opportunities, so these are times to prepare for the future and to think what it takes to win in the "new normal", where digital economy is expected to play a relevant role.
  • No relevant Covid-19 impacts were observed in 6M20, despite some minor performance effect on Value Portfolio during the lockdown phase (2Q). Novabase remains confident but cautious due to the uncertainty on the time and shape of the recovery. As far as we are able to anticipate, some delay in M&A is possible and, due to travel restrictions, commercial access to new clients could be more challenging.

Financial Highlights

6M20 performance: Next-Gen taking-off!

  • Turnover increased 14% YoY, with Next-Gen representing 72%
  • 63% of Next-Gen Turnover is generated outside Portugal, from which Europe & ME accounts for 88%
  • 86% of Next-Gen Revenues captured from Top Tier Clients
  • EBITDA of 5.5 M€
  • Net Profit of 4.8 M€
  • Solid Net Cash position of 50.7 M€
  • Talent Pool of 1742 employees
  • Novabase share price increased 21% since the beginning of the year
  • No relevant impacts due to Covid-19 pandemic observed this semester

Turnover and EBITDA do not include GTE Business nor Collab, qualified as discontinued operations according to IFRS 5, for all periods in this presentation.

Turnover

Turnover increased 14% YoY, with Next-Gen representing 72%

0

10

20

30

40

50

60

70

No relevant impacts were observed this semester due to the Covid-19 pandemic, both in Next-Gen and in Value Portfolio segments.

EBITDA

EBITDA of 5.5 M€, leveraged by Next-Gen

2.0

4.0

6.0

8.0

10.0

12.0

14.0

Next-Gen Segment

Next-Gen grows by double-digit in Turnover, +12% YoY...

… and doubles EBITDA margin

Working on strategic initiatives towards the goal for 2023.

Turnover

EBITDA

0

10

20

30

40

50

60

70

80

90

0

2

4

6

8

10

12

14

-50.0%

70.0%

Next-Gen Segment

Next-Gen working on Multi Industry approach…

Targeting clients with ambition to transform, with 6M20 still focused on Telco.

International Turnover grows 11% YoY.

63% of Next-Gen Turnover generated outside Portugal.

Europe & ME accounts for 88% of international operations, registering an increase of 6% YoY.

Next-Gen Segment

Building long term relationships

Large accounts increase, both in number…

14 18 6M19 6M20

Total number of clients in 6M20 increased to 107 (105 in 6M19).

(1) Top Tier clients (>1 M€) considers the Trailing 12 months.

and in Revenues (9% YoY).

Top Tier Clients (1) % of Revenues from Top Tier clients (1)

16

Value Portfolio Segment

Value Portfolio Turnover grows 19% YoY

40% of Value Portfolio Turnover is generated outside Portugal.

Turnover EBITDA 2.5 2.5 16.2% 13.6% .00 2.00 4.00 6.00 8.00 10.00 12.00 14.00 6M19 6M20 EBITDA Margin 15.2 18.1 6M19 6M20

.00

2.00

4.00

6.00

8.00

10.00

12.00

14.00

16.00

18.00

20.00

-200%

-80%

40%

160%

Resilient performance

Business performance observed in 2Q20 (coincidental with the major lockdowns).

in Value Portfolio

Some Covid-effect on IT Staffing

Key Figures Total EPS reached 0.16 € (0.05 € in

Net Profit of 4.8 M€

6M19).

EBITDA to Net Profit

Financial results decreased 1.2 M€ YoY, fundamentally due to the accounting of exchange differences in foreign operations.

Discontinued operations – meaning results attributable to GTE Business and Collab – reached 3.2 M€ in 6M20, which comprises 2.9 M€ of adjustment to the capital gain of GTE Business disposal and 0.2 M€ of gain on the sale of Collab.

Evolution of NCI is mainly explained by full ownership of Celfocus since April.

Net Cash

Solid Net Cash position of 50.7 M€

Comfortable liquidity situation to pursue the Strategy 2019+ objectives and win the Covid-19 pandemic context.

Cash generation of 16.6 M€ in 6M20, highlighting:

  • Cash inflow of 35.4 M€ from GTE Business disposal (including the price adjustment);
  • Cash inflow of 3.2 M€ from the Sale of Collab;
  • Cash outflow of 20.0 M€ from the acquisition of Vodafone's equity stake in Celfocus.

From the 50.7 M€, 4.5 M€ refers to Noncontrolling Interests.

19

Talent

Talent Pool of 1742 employees in 6M20

Average number of Employees (1)

Next-Gen Value Portfolio (2)

(1) Excluding GTE Business and Collab.

(2) Including holding / shared services representing 84 employees in 6M20 (89 in 6M19).

Talent pool decreased 1% YoY in line with the expected synergies and management overhaul (1761 in 6M19).

Next-Gen Turnover per employee increased 16% YoY.

Attrition rate of Next-Gen was 6.7% in 6M20 (9.7% in 6M19).

Stock Market

Novabase share price increased 21% in 6M20…

... as it celebrates its 20th anniversary on the Euronext (listed since 4 July 2000).

PSI20 Index decreased 16% and EuroStoxx Technology Index increased 5%.

Novabase and the Market

Novabase re-entered to the main index of the Lisbon stock exchange, the PSI20, as of March, 23.

Due to the current context of great uncertainty of the Covid-19 pandemic, the Board decided to revert its initial intention of proposing to the 2020 GMS a remuneration of 0.85 €/share.

In this period, Novabase acquired 234,464 shares (under the buy-back programme), holding as at June, 30, a total of 611,075 own shares (1.95% of the Company's share capital).

The average price target disclosed by the research that covers Novabase is 4.63 €, and the average upside is 49%.

Market Capitalization at the end of 6M20 is 97.7 M€, implying a ttm Price to Sales of 0.83x.

Free Float Velocity in 6M20 represented 39% (21% in 6M19) with a free float of 40%(1) in both periods.

APMs

Alternative Performance Measures

Net Cash

Net Cash provides information on the level of cash and other bank deposits and marketable securities, after discounting the debts to financial institutions, assisting in the analysis of the company's liquidity and ability to meet its non-bank commitments.

The caption "Cash and cash equivalents" is simultaneously the item of the consolidated statement of financial position more directly reconcilable and more relevant to this APM.

The detail and breakdown of Net Cash, as well as the reconciliation in 6M20 and prior period, is analysed in the table on the right.

This APM and all its components contain no estimates or judgments made by Management.

FY19 6M20
Cash and cash equivalents 48,755 74,949
Debt securities - Non-Current 403 -
Debt securities - Current 2,793 -
Treasury shares held by the Company (1) 972 1,900
Bank borrowings - Non-Current (13,600) (19,400)
Bank borrowings - Current (5,194) (6,706)
Net Cash (Euro thousands) 34,129 50,743
FY19 6M20
Treasury shares held by the Company 376,611 611,075
Closing price @ last tradable day (€) 2.580 3.110
Treasury shares held by the Company
(Euro thousands)
972 1,900

(1) Is determined by multiplying the number of treasury shares held by the Company at the end of the period by the share price on the last tradable day. 22

About NOVABASE

NEXT-GEN IT SERVICES COMPANY

Company Information Investors Relations Next Events

Novabase SGPS, S.A. Public Company Euronext code: PTNBA0AM0006 Registered in TRO of Lisbon and Corporate Tax Payer no. 502.280.182 Share Capital: 54,638,425.56 € Head Office: Av. D. João II, 34, 1998-031 Lisbon - PORTUGAL

María Gil Marín Chief Investors Officer Tel. +351 213 836 300 Fax: +351 213 836 301 [email protected]

Report available on website: www.novabase.pt

Roadshows: Kepler Cheuvreux Autumn Conference: 7th September JB Capital Markets: 24th September

Trading Update 9M20 Thursday, November 5, 2020 (after market closure)

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Consolidated Statement of Financial Position Consolidated Income Statement as at 30 June 2020 for the period of 6 months ended 30 June 2020

30.06.20 31.12.19 30.06.20 30.06.19 (*) Var. %
(Thousands of Euros) (Thousands of Euros)
Other operating income 479 84
Employee benefit expense (40,277) (35,485)
Net impairm. losses on financ. assets 18 38
Net Profit before taxes (EBT) 2,077 1,927 7.8 %
Non-controlling interests (254) (622)
30.06.20 31.12.19 30.06.20 30.06.19 (*) Var. %
(Thousands of Euros) (Thousands of Euros)
ASSETS
CONTINUING OPERATIONS
Tangible assets 2,257 2,180 Sale of goods - 196
Intangible assets 12,064 12,967 Cost of goods sold - (131)
Right-of-use assets 7,786 9,785
Financial investments 12,426 12,344 Gross margin - 65 -100.0 %
Debt securities - 403
Deferred income tax assets 9,062 9,585 Other income
Other non-current assets 2,338 1,908 Services rendered 63,668 55,832
Total Non-Current Assets 45,933 49,172 Supplementary income and subsidies 572 79
Other operating income 479 84
Inventories 30 34
Trade debtors and accrued income 40,086 40,247 64,719 55,995
Other debtors and prepaid expenses 13,296 50,403
Derivative financial instruments 14 24 64,719 56,060
Debt securities - 2,793
Cash and cash equivalents 74,949 48,755 Other expenses
Total Current Assets 128,375 142,256 External supplies and services (20,519) (16,701)
Employee benefit expense (40,277) (35,485)
Assets for continuing operations 174,308 191,428 (Provisions) / Provisions reversal 1,733 100
Net impairm. losses on financ. assets 18 38
Assets for discontinued operations 451 460 Other operating expenses (213) (297)
Total Assets 174,759 191,888 (59,258) (52,345)
EQUITY Gross Net Profit (EBITDA) 5,461 3,715 47.0 %
Share capital 54,638 54,638 Restructuring costs - -
Treasury shares (1,063) (655) Operating Gross Net Profit 5,461 3,715 47.0 %
Share premium 226 226 Depreciation and amortisation (2,174) (1,796)
Reserves and retained earnings (3,154) (5,318)
Net profit 4,819 20,400 Operating Profit (EBIT) 3,287 1,919 71.3 %
Total Shareholders' Equity 55,466 69,291 Financial results (1,210) (119)
Non-controlling interests 9,036 18,329 Gain on net monetary position - 127
Total Equity 64,502 87,620
Net Profit before taxes (EBT) 2,077 1,927 7.8 %
LIABILITIES Income tax expense (206) (439)
Bank borrowings 19,400 13,600 Net Profit from continuing operations 1,871 1,488 25.7 %
Lease liabilities 6,079 7,681
Provisions 6,717 8,623 DISCONTINUED OPERATIONS
Other non-current liabilities 4,145 770 Net Profit from discont. operations 3,202 778 311.6 %
Total Non-Current Liabilities 36,341 30,674
Non-controlling interests (254) (622)
Bank borrowings 6,706 5,194
Lease liabilities 3,083 3,887 Attributable Net Profit 4,819 1,644 193.1 %
Trade payables 5,211 8,215
Other creditors and accruals 32,895 32,732
Derivative financial instruments - 17
Deferred income 17,647 14,854
Total Current Liabilities 65,542 64,899
Total Liabilities for cont. operations 101,883 95,573
Total Liabilities for discont. operations 8,374 8,695
Total Liabilities 110,257 104,268 Other information:
Total Equity and Liabilities 174,759 191,888 Turnover
EBITDA margin
63,668
8.6 %
56,028
6.6 %
EBT % on Turnover 3.3 % 3.4 %
Turnover 63,668 56,028 13.6 %
Total Equity and Liabilities 174,759 191,888 EBITDA margin 8.6 % 6.6 %
EBT % on Turnover 3.3 % 3.4 %
Net Cash 50,743 34,129 Net profit % on Turnover 7.6 % 2.9 %

* Comparatives were restated to show continuing operations separately from discontinued operations (GTE Business & Collab).

Novabase S.G.P.S., S.A. Public Company - Euronext code: PTNBA0AM0006 Share Capital 54,638,425.56 Euros - Corporate Registration CRCL N.º 1495
Head-office: Av. D. João II, 34, Parque das Nações, 1998-031 Lisbon, Portugal Corporate Tax Payer N.º 502 280 182

Consolidated Income Statement by SEGMENTS for the period of 6 months ended 30 June 2020

(Thousands of Euros) Value
Portfolio
Next-Gen NOVABASE
CONTINUING OPERATIONS
Sale of goods - - -
Cost of goods sold - - -
Gross margin - - -
Other income - - -
Services rendered 18,101 45,567 63,668
Supplementary income and subsidies
Other operating income
508
422
64
57
572
479
19,031 45,688 64,719
-
19,031
-
45,688
-
64,719
Other expenses - - -
External supplies and services (547) (19,972) (20,519)
Employee benefit expense (16,068) (24,209) (40,277)
(Provisions) / Provisions reversal 88 1,645 1,733
Net impairm. losses on financ. assets 27 (9) 18
Other operating expenses (64) (149) (213)
-
(16,564)
-
(42,694)
-
(59,258)
Gross Net Profit (EBITDA) -
2,467
-
2,994
-
5,461
Depreciation and amortisation -
(1,283)
-
(891)
-
(2,174)
Operating Profit (EBIT) 1,184 2,103 3,287
Financial results
Gain on net monetary position
-
(781)
-
-
(429)
-
-
(1,210)
-
Net Profit / (Loss) before Taxes (EBT) 403 1,674 2,077
Income tax expense -
-
-
(206)
-
(206)
Net Profit / (Loss) from cont. operations 403 1,468 1,871

-

DISCONTINUED OPERATIONS

Net Profit from discontinued operations 3,202 - 3,202
Non-controlling interests 147 (401) (254)
Attributable Net Profit / (Loss) 3,752
-
1,067
-
4,819
-

Other information :

Turnover 18,101 45,567 63,668
EBITDA 2,467 2,994 5,461
EBITDA % on Turnover 13.6% 6.6% 8.6%
EBT % on Turnover 2.2% 3.7% 3.3%

Annexes to the Management Report 1st half 2020

List of Shareholders with Qualifying Stakes

Pursuant to the terms and for the purposes of paragraph 1 c) of article 9.º of the Portuguese Securities Commission Regulation no. 5/2008, Novabase informs about Qualifying Stakes as at 30 June 2020 (with the detail of the number of shares held and the corresponding percentage of voting rights, computed under the terms of paragraph 1 of article 20.º of the Portuguese Securities Code):

Shareholder % Share capital
and voting
rights
HNB - S.G.P.S., S.A. 1 10,501,589 33.44%
Pedro Miguel Quinteiro Marques de Carvalho 2,097,613 6.68%
Luís Paulo Cardoso Salvado 1 1 0.00%
João Nuno da Silva Bento 1 1 0.00%
Álvaro José da Silva Ferreira 1 1 0.00%
José Afonso Oom Ferreira de Sousa 1 1 0.00%
Holding under the Shareholders Agreement Concerning Novabase 2 12,599,206 40.12%
Partbleu, Sociedade Gestora de Participações Sociais, S.A. 3 3,180,444 10.13%
IBIM2 Limited 3,144,217 10.01%
Lazard Frères Gestion SAS 1,570,870 5.00%
Fundo de Investimento Mobiliário Aberto Santander Ações Portugal 1,476,905 4.70%
Fundo de Investimento Mobiliário Aberto Poupança Ações Santander PPA 34,537 0.11%
Santander Asset Management - Soc. Gestora de Fundos de Investimento Mobiliário, S.A. 4 1,511,442 4.81%
Maria Manuela de Oliveira Marques 1,043,924 3.32%
Total 23,050,103 73.40%

2 The total holding is attributed to José Afonso Oom Ferreira de Sousa, Luís Paulo Cardoso Salvado, Álvaro José da Silva Ferreira, João Nuno da Silva 1 José Afonso Oom Ferreira de Sousa, Luís Paulo Cardoso Salvado, Álvaro José da Silva Ferreira and João Nuno da Silva Bento are the only shareholders of HNB – S.G.P.S., S.A., and have entered into a shareholders agreement concerning the whole of HNB – S.G.P.S., S.A.'s share capital.

Bento and Pedro Miguel Quinteiro Marques de Carvalho, under the terms of the Shareholders Agreement concerning Novabase.

3 When Novabase was notified of this holding, it was informed that Partbleu, Sociedade Gestora de Participações Sociais, S.A. was indirectly held in 72% by Mr. Miguel Pais do Amaral, and therefore the corresponding voting rights were attributed to him.

4 When Novabase was notified of this holding, it was informed that the funds identified above were managed by Santander Asset Management – Sociedade Gestora de Fundos de Investimento Mobiliário, S.A..

The holdings identified above correspond to the last positions notified to the Company with reference to 30 June 2020 or a previous date.

There are no categories of shares with special rights.

Information concerning stakes held in the company by members of the Board of Directors and Supervisory Bodies

Pursuant to the terms and for the purposes of paragraph 5 of article 447.º of the Portuguese Commercial Companies Code, Novabase informs about the stakes held by members of the Board of Directors and Supervisory Bodies in the company's capital as at 30 June 2020:

Holder 1 % Share capital
and voting
rights
Pedro Miguel Quinteiro Marques de Carvalho (Non-Executive member of the Board of Directors) 2,097,613 6.68%
Manuel Saldanha Tavares Festas (Deputy member of the Audit Board) 74,986 0.24%
Francisco Paulo de Figueiredo Morais Antunes (Executive member of the Board of Directors and CFO) 30,335 0.10%
María del Carmen Gil Marín (Executive member of the Board of Directors) 23,001 0.07%
Luís Paulo Cardoso Salvado 2
(Chairman of the Board of Directors)
1 0.00%
João Nuno da Silva Bento 2
(Executive member of the Board of Directors and CEO)
1 0.00%
Álvaro José da Silva Ferreira 2
(Executive member of the Board of Directors)
1 0.00%
José Afonso Oom Ferreira de Sousa 2
(Non-Executive member of the Board of Directors)
1 0.00%
Paulo Jorge de Barros Pires Trigo (Executive member of the Board of Directors) 0 0.00%
Marta Isabel dos Reis da Graça Rodrigues do Nascimento (Non-Executive member of the Board of Directors) 0 0.00%
Álvaro José Barrigas do Nascimento (Chairman of the Audit Board) 0 0.00%
Fátima do Rosário Piteira Patinha Farinha (Effective member of the Audit Board) 0 0.00%
Miguel Tiago Perestrelo Ribeiro Ferreira (Effective Member of the Audit Board) 0 0.00%
KPMG & Associados – S.R.O.C., represented by Paulo Alexandre Martins Quintas Paixão (Effective Chartered
Accountant) 0 0.00%
Maria Cristina Santos Ferreira (Deputy Chartered Accountant) 0 0.00%
Total 2,225,939 7.09%

1 The shareholding of each of these members of the corporate and supervisory board corresponds to the last position notified to the Company in reference to 30 June 2020 or a previous date.

2 José Afonso Oom Ferreira de Sousa, Luís Paulo Cardoso Salvado, Álvaro José da Silva Ferreira and João Nuno da Silva Bento are shareholders of HNB - S.G.P.S., S.A., where they hold management positions. HNB - S.G.P.S., S.A. holds 10,501,589 shares representing 33.44% of Novabase's share capital and respective voting rights.

Novabase SGPS, S.A. Public Company - Euronext Code: PTNBA0AM0006 Head Office: Av. D. João II, n.º 34, Parque das Nações, 1998-031 Lisboa Share Capital: 54,638,425.56 Euros Corporate Tax Payer nº 502.280.182

Management Transactions

Pursuant to the terms and for the purposes of article 248.-B of the Portuguese Securities Code, Novabase informs that:

  • Novabase reports as directors the company HNB - S.G.P.S., S.A. and the members of the board of directors of the Company.

  • During the first half of 2020, there were no management transactions.

Novabase SGPS, S.A. Public Company - Euronext Code: PTNBA0AM0006 Head Office: Av. D. João II, n.º 34, Parque das Nações, 1998-031 Lisboa Share Capital: 54,638,425.56 Euros Corporate Tax Payer nº 502.280.182

Own Shares Transactions

Pursuant to the terms and for the purposes of paragraph 5 d) of article 66.º of the Portuguese Commercial Companies Code, Novabase informs that:

  • At 31 December 2019, Novabase S.G.P.S. held 376,611 own shares, representing 1.20% of its share capital.

  • During the first half of 2020, the company acquired on the market 234,464 own shares at the average net price of 2.87 Euros. Thus, at 30 June 2020, Novabase S.G.P.S. held 611,075 own shares, representing 1.95% of its share capital.

  • The acquisition of own shares was carried out in the context of the own shares buy-back program ("Buy-back Program"), pursuant to the terms and limitations set forth in the Extraordinary General Meeting of Shareholders of Novabase, that took place on the 26th of September 2019.

  • During the period, Novabase S.G.P.S. shares always had a nominal value of € 1.74.

Own shares transactions are described below:

Transaction Date Location No. Shares Price per Share (€)
Acquisition 14/01/2020 Euronext Lisbon 460 2.650
Acquisition 14/01/2020 Euronext Lisbon 340 2.680
Acquisition 14/01/2020 Euronext Lisbon 297 2.660
Acquisition 14/01/2020 Euronext Lisbon 20 2.660
Acquisition 14/01/2020 Euronext Lisbon 783 2.660
Acquisition 14/01/2020 Euronext Lisbon 521 2.650
Acquisition 14/01/2020 Euronext Lisbon 279 2.650
Acquisition 14/01/2020 Euronext Lisbon 521 2.650
Acquisition 14/01/2020 Euronext Lisbon 279 2.650
Acquisition 14/01/2020 Euronext Lisbon 200 2.650
Acquisition 14/01/2020 Euronext Lisbon 500 2.650
Acquisition
Acquisition
14/01/2020
15/01/2020
Euronext Lisbon
Euronext Lisbon
500
1,097
2.630
2.650
Acquisition 15/01/2020 Euronext Lisbon 1,000 2.650
Acquisition 20/01/2020 Euronext Lisbon 286 2.700
Acquisition 21/01/2020 Euronext Lisbon 500 2.710
Acquisition 22/01/2020 Euronext Lisbon 200 2.730
Acquisition 22/01/2020 Euronext Lisbon 200 2.700
Acquisition 23/01/2020 Euronext Lisbon 2,000 2.700
Acquisition 23/01/2020 Euronext Lisbon 1,000 2.680
Acquisition 23/01/2020 Euronext Lisbon 261 2.670
Acquisition 24/01/2020 Euronext Lisbon 800 2.700
Acquisition 24/01/2020 Euronext Lisbon 163 2.700
Acquisition 24/01/2020 Euronext Lisbon 2,135 2.700
Acquisition 24/01/2020 Euronext Lisbon 550 2.700
Acquisition 27/01/2020 Euronext Lisbon 400 2.670
Acquisition 27/01/2020 Euronext Lisbon 500 2.680
Acquisition 27/01/2020 Euronext Lisbon 438 2.670
Acquisition
Acquisition
27/01/2020
28/01/2020
Euronext Lisbon
Euronext Lisbon
1,062
2
2.670
2.690
Acquisition 29/01/2020 Euronext Lisbon 150 2.700
Acquisition 03/02/2020 Euronext Lisbon 300 2.710
Acquisition 03/02/2020 Euronext Lisbon 700 2.700
Acquisition 05/02/2020 Euronext Lisbon 800 2.760
Acquisition 05/02/2020 Euronext Lisbon 179 2.750
Acquisition 06/02/2020 Euronext Lisbon 1,500 2.770
Acquisition 06/02/2020 Euronext Lisbon 500 2.760
Acquisition 12/02/2020 Euronext Lisbon 1,000 2.810
Acquisition 14/02/2020 Euronext Lisbon 665 2.740
Acquisition 17/02/2020 Euronext Lisbon 150 2.760
Acquisition 17/02/2020 Euronext Lisbon 650 2.770
Acquisition 24/02/2020 Euronext Lisbon 5,000 3.330
Acquisition 24/02/2020 Euronext Lisbon 187 3.300
Acquisition 24/02/2020 Euronext Lisbon 925 3.310
Acquisition
Acquisition
24/02/2020
24/02/2020
Euronext Lisbon
Euronext Lisbon
537
2,990
3.300
3.300
Acquisition 24/02/2020 Euronext Lisbon 361 3.300
Acquisition 25/02/2020 Euronext Lisbon 300 3.240
Acquisition 25/02/2020 Euronext Lisbon 1,000 3.240
Acquisition 25/02/2020 Euronext Lisbon 300 3.250
Acquisition 25/02/2020 Euronext Lisbon 2,000 3.260
Acquisition 26/02/2020 Euronext Lisbon 87 3.260
Acquisition 26/02/2020 Euronext Lisbon 135 3.260
Acquisition 26/02/2020 Euronext Lisbon 33 3.260
Acquisition 26/02/2020 Euronext Lisbon 345 3.260
Acquisition 27/02/2020 Euronext Lisbon 2,500 3.240
Acquisition 27/02/2020 Euronext Lisbon 999 3.210
Acquisition 27/02/2020 Euronext Lisbon 1,501 3.210
Acquisition 27/02/2020 Euronext Lisbon 2,500 3.160
Acquisition 27/02/2020 Euronext Lisbon 11 3.160
Acquisition
Acquisition
27/02/2020
27/02/2020
Euronext Lisbon
Euronext Lisbon
716
537
3.160
3.160
Acquisition 27/02/2020 Euronext Lisbon 431 3.160

Transaction Date Location No. Shares Price per Share (€)
Acquisition 27/02/2020 Euronext Lisbon 431 3.160
Acquisition
Acquisition
27/02/2020
28/02/2020
Euronext Lisbon
Euronext Lisbon
374
989
3.160
3.050
Acquisition 28/02/2020 Euronext Lisbon 3,500 3.050
Acquisition 28/02/2020 Euronext Lisbon 765 3.050
Acquisition 28/02/2020 Euronext Lisbon 246 3.050
Acquisition 28/02/2020 Euronext Lisbon 3,500 3.020
Acquisition 02/03/2020 Euronext Lisbon 393 3.100
Acquisition 02/03/2020 Euronext Lisbon 607 3.100
Acquisition 03/03/2020 Euronext Lisbon 630 3.130
Acquisition
Acquisition
03/03/2020
03/03/2020
Euronext Lisbon
Euronext Lisbon
57
1,000
3.140
3.140
Acquisition 03/03/2020 Euronext Lisbon 943 3.140
Acquisition 03/03/2020 Euronext Lisbon 370 3.130
Acquisition 03/03/2020 Euronext Lisbon 89 3.120
Acquisition 04/03/2020 Euronext Lisbon 796 3.170
Acquisition 04/03/2020 Euronext Lisbon 32 3.170
Acquisition 04/03/2020 Euronext Lisbon 572 3.170
Acquisition 04/03/2020 Euronext Lisbon 2,600 3.160
Acquisition
Acquisition
05/03/2020
05/03/2020
Euronext Lisbon
Euronext Lisbon
300
1,700
3.150
3.150
Acquisition 05/03/2020 Euronext Lisbon 1,000 3.140
Acquisition 05/03/2020 Euronext Lisbon 1,000 3.100
Acquisition 05/03/2020 Euronext Lisbon 1,000 3.120
Acquisition 06/03/2020 Euronext Lisbon 2,000 3.050
Acquisition 06/03/2020 Euronext Lisbon 2,000 3.000
Acquisition 06/03/2020 Euronext Lisbon 2,000 3.000
Acquisition 09/03/2020 Euronext Lisbon 150 2.850
Acquisition
Acquisition
09/03/2020
09/03/2020
Euronext Lisbon
Euronext Lisbon
850
177
2.850
2.850
Acquisition 09/03/2020 Euronext Lisbon 250 2.800
Acquisition 09/03/2020 Euronext Lisbon 1,000 2.810
Acquisition 09/03/2020 Euronext Lisbon 1,000 2.820
Acquisition 09/03/2020 Euronext Lisbon 823 2.850
Acquisition 09/03/2020 Euronext Lisbon 750 2.800
Acquisition 10/03/2020 Euronext Lisbon 721 2.960
Acquisition 10/03/2020 Euronext Lisbon 93 2.960
Acquisition
Acquisition
10/03/2020
10/03/2020
Euronext Lisbon
Euronext Lisbon
23
96
2.960
2.960
Acquisition 10/03/2020 Euronext Lisbon 67 2.960
Acquisition 10/03/2020 Euronext Lisbon 561 2.960
Acquisition 10/03/2020 Euronext Lisbon 121 2.960
Acquisition 10/03/2020 Euronext Lisbon 1,000 2.960
Acquisition 10/03/2020 Euronext Lisbon 318 2.960
Acquisition 11/03/2020 Euronext Lisbon 250 2.950
Acquisition
Acquisition
11/03/2020
11/03/2020
Euronext Lisbon
Euronext Lisbon
1,250
196
2.910
2.900
Acquisition 11/03/2020 Euronext Lisbon 304 2.900
Acquisition 11/03/2020 Euronext Lisbon 1,000 2.870
Acquisition 11/03/2020 Euronext Lisbon 92 2.860
Acquisition 11/03/2020 Euronext Lisbon 408 2.860
Acquisition 11/03/2020 Euronext Lisbon 259 2.850
Acquisition 11/03/2020 Euronext Lisbon 241 2.850
Acquisition 12/03/2020 Euronext Lisbon 250 2.740
Acquisition
Acquisition
12/03/2020
12/03/2020
Euronext Lisbon
Euronext Lisbon
500
250
2.720
2.700
Acquisition 12/03/2020 Euronext Lisbon 1,000 2.680
Acquisition 12/03/2020 Euronext Lisbon 495 2.650
Acquisition 12/03/2020 Euronext Lisbon 2,000 2.690
Acquisition 12/03/2020 Euronext Lisbon 453 2.680
Acquisition 12/03/2020 Euronext Lisbon 52 2.680
Acquisition 12/03/2020 Euronext Lisbon 500 2.650
Acquisition 12/03/2020 Euronext Lisbon 500 2.640
Acquisition
Acquisition
13/03/2020
13/03/2020
Euronext Lisbon
Euronext Lisbon
477
16
2.650
2.650
Acquisition 13/03/2020 Euronext Lisbon 137 2.650
Acquisition 13/03/2020 Euronext Lisbon 870 2.650
Acquisition 13/03/2020 Euronext Lisbon 1,500 2.650
Acquisition 13/03/2020 Euronext Lisbon 167 2.640
Acquisition 13/03/2020 Euronext Lisbon 833 2.640
Acquisition 16/03/2020 Euronext Lisbon 800 2.340
Acquisition 16/03/2020 Euronext Lisbon 197 2.340
Acquisition
Acquisition
16/03/2020
16/03/2020
Euronext Lisbon
Euronext Lisbon
615
388
2.340
2.340
Acquisition 16/03/2020 Euronext Lisbon 1,057 2.300

Transaction Date Location No. Shares Price per Share (€)
Acquisition 16/03/2020 Euronext Lisbon 943 2.300
Acquisition
Acquisition
16/03/2020
16/03/2020
Euronext Lisbon
Euronext Lisbon
8
992
2.250
2.200
Acquisition 17/03/2020 Euronext Lisbon 2,986 2.310
Acquisition 18/03/2020 Euronext Lisbon 651 2.550
Acquisition 20/03/2020 Euronext Lisbon 2,000 2.790
Acquisition 20/03/2020 Euronext Lisbon 1,000 2.740
Acquisition 20/03/2020 Euronext Lisbon 2,000 2.690
Acquisition
Acquisition
23/03/2020
23/03/2020
Euronext Lisbon
Euronext Lisbon
199
301
2.850
2.850
Acquisition 23/03/2020 Euronext Lisbon 400 2.820
Acquisition 23/03/2020 Euronext Lisbon 200 2.820
Acquisition 23/03/2020 Euronext Lisbon 502 2.800
Acquisition 23/03/2020 Euronext Lisbon 398 2.800
Acquisition 23/03/2020 Euronext Lisbon 150 2.750
Acquisition 23/03/2020 Euronext Lisbon 90 2.750
Acquisition
Acquisition
23/03/2020
23/03/2020
Euronext Lisbon
Euronext Lisbon
637
2,123
2.750
2.750
Acquisition 23/03/2020 Euronext Lisbon 308 2.720
Acquisition 23/03/2020 Euronext Lisbon 1,692 2.720
Acquisition 23/03/2020 Euronext Lisbon 2,000 2.700
Acquisition 24/03/2020 Euronext Lisbon 232 2.800
Acquisition 24/03/2020 Euronext Lisbon 368 2.800
Acquisition 25/03/2020 Euronext Lisbon 800 2.830
Acquisition 25/03/2020 Euronext Lisbon 2,000 2.790
Acquisition 25/03/2020 Euronext Lisbon 569 2.810
Acquisition
Acquisition
25/03/2020
25/03/2020
Euronext Lisbon
Euronext Lisbon
297
164
2.800
2.800
Acquisition 25/03/2020 Euronext Lisbon 1,660 2.800
Acquisition 25/03/2020 Euronext Lisbon 310 2.800
Acquisition 26/03/2020 Euronext Lisbon 1,048 2.810
Acquisition 26/03/2020 Euronext Lisbon 620 2.800
Acquisition 27/03/2020 Euronext Lisbon 991 2.810
Acquisition 27/03/2020 Euronext Lisbon 715 2.810
Acquisition 27/03/2020 Euronext Lisbon 94 2.790
Acquisition
Acquisition
30/03/2020
31/03/2020
Euronext Lisbon
Euronext Lisbon
800
1,127
2.800
2.670
Acquisition 31/03/2020 Euronext Lisbon 1,873 2.660
Acquisition 31/03/2020 Euronext Lisbon 140 2.670
Acquisition 31/03/2020 Euronext Lisbon 4,566 2.670
Acquisition 01/04/2020 Euronext Lisbon 481 2.650
Acquisition 01/04/2020 Euronext Lisbon 372 2.640
Acquisition 01/04/2020 Euronext Lisbon 347 2.640
Acquisition 02/04/2020 Euronext Lisbon 294 2.680
Acquisition
Acquisition
02/04/2020
02/04/2020
Euronext Lisbon
Euronext Lisbon
1,306
1,500
2.670
2.600
Acquisition 02/04/2020 Euronext Lisbon 1,400 2.620
Acquisition 03/04/2020 Euronext Lisbon 167 2.550
Acquisition 03/04/2020 Euronext Lisbon 764 2.550
Acquisition 03/04/2020 Euronext Lisbon 369 2.540
Acquisition 03/04/2020 Euronext Lisbon 1,000 2.580
Acquisition 03/04/2020 Euronext Lisbon 1,000 2.570
Acquisition 03/04/2020 Euronext Lisbon 913 2.540
Acquisition
Acquisition
06/04/2020
06/04/2020
Euronext Lisbon
Euronext Lisbon
1,807
1,000
2.580
2.560
Acquisition 07/04/2020 Euronext Lisbon 483 2.590
Acquisition 07/04/2020 Euronext Lisbon 30 2.590
Acquisition 07/04/2020 Euronext Lisbon 1,298 2.580
Acquisition 07/04/2020 Euronext Lisbon 116 2.570
Acquisition 07/04/2020 Euronext Lisbon 510 2.570
Acquisition 07/04/2020 Euronext Lisbon 52 2.560
Acquisition 07/04/2020 Euronext Lisbon 487 2.560
Acquisition
Acquisition
07/04/2020
07/04/2020
Euronext Lisbon
Euronext Lisbon
1,000
374
2.560
2.560
Acquisition 07/04/2020 Euronext Lisbon 150 2.560
Acquisition 07/04/2020 Euronext Lisbon 400 2.530
Acquisition 09/04/2020 Euronext Lisbon 500 2.560
Acquisition 14/04/2020 Euronext Lisbon 1,400 2.660
Acquisition 15/04/2020 Euronext Lisbon 442 2.710
Acquisition 15/04/2020 Euronext Lisbon 771 2.690
Acquisition 15/04/2020 Euronext Lisbon 147 2.710
Acquisition
Acquisition
15/04/2020
16/04/2020
Euronext Lisbon
Euronext Lisbon
130
184
2.710
2.710
Acquisition 16/04/2020 Euronext Lisbon 76 2.710
Acquisition 16/04/2020 Euronext Lisbon 1,000 2.690

Transaction Date Location No. Shares Price per Share (€)
Acquisition 16/04/2020 Euronext Lisbon 2,040 2.650
Acquisition
Acquisition
17/04/2020
20/04/2020
Euronext Lisbon
Euronext Lisbon
600
9
2.680
2.680
Acquisition 20/04/2020 Euronext Lisbon 373 2.670
Acquisition 20/04/2020 Euronext Lisbon 127 2.650
Acquisition 20/04/2020 Euronext Lisbon 191 2.650
Acquisition 20/04/2020 Euronext Lisbon 300 2.650
Acquisition 20/04/2020 Euronext Lisbon 500 2.650
Acquisition
Acquisition
21/04/2020
22/04/2020
Euronext Lisbon
Euronext Lisbon
1,300
500
2.640
2.630
Acquisition 22/04/2020 Euronext Lisbon 1,000 2.640
Acquisition 22/04/2020 Euronext Lisbon 500 2.640
Acquisition 22/04/2020 Euronext Lisbon 1,000 2.650
Acquisition 22/04/2020 Euronext Lisbon 3,000 2.600
Acquisition 22/04/2020 Euronext Lisbon 2,000 2.590
Acquisition 23/04/2020 Euronext Lisbon 500 2.600
Acquisition
Acquisition
23/04/2020
23/04/2020
Euronext Lisbon
Euronext Lisbon
120
380
2.580
2.580
Acquisition 23/04/2020 Euronext Lisbon 220 2.570
Acquisition 24/04/2020 Euronext Lisbon 500 2.580
Acquisition 24/04/2020 Euronext Lisbon 1,000 2.560
Acquisition 24/04/2020 Euronext Lisbon 272 2.580
Acquisition 24/04/2020 Euronext Lisbon 228 2.580
Acquisition 24/04/2020 Euronext Lisbon 533 2.570
Acquisition 24/04/2020 Euronext Lisbon 967 2.570
Acquisition
Acquisition
24/04/2020
24/04/2020
Euronext Lisbon
Euronext Lisbon
664
69
2.560
2.560
Acquisition 27/04/2020 Euronext Lisbon 1,000 2.580
Acquisition 27/04/2020 Euronext Lisbon 300 2.560
Acquisition 27/04/2020 Euronext Lisbon 500 2.530
Acquisition 27/04/2020 Euronext Lisbon 300 2.530
Acquisition 28/04/2020 Euronext Lisbon 172 2.590
Acquisition 28/04/2020 Euronext Lisbon 615 2.580
Acquisition
Acquisition
28/04/2020
04/05/2020
Euronext Lisbon
Euronext Lisbon
945
500
2.620
2.690
Acquisition 04/05/2020 Euronext Lisbon 1,292 2.670
Acquisition 04/05/2020 Euronext Lisbon 164 2.660
Acquisition 05/05/2020 Euronext Lisbon 500 2.700
Acquisition 05/05/2020 Euronext Lisbon 66 2.690
Acquisition 06/05/2020 Euronext Lisbon 50 2.670
Acquisition 06/05/2020 Euronext Lisbon 351 2.660
Acquisition
Acquisition
06/05/2020
06/05/2020
Euronext Lisbon
Euronext Lisbon
526
805
2.690
2.690
Acquisition 06/05/2020 Euronext Lisbon 744 2.690
Acquisition 08/05/2020 Euronext Lisbon 1,081 2.720
Acquisition 11/05/2020 Euronext Lisbon 95 2.700
Acquisition 12/05/2020 Euronext Lisbon 69 2.720
Acquisition 14/05/2020 Euronext Lisbon 31 2.650
Acquisition 14/05/2020 Euronext Lisbon 129 2.650
Acquisition
Acquisition
14/05/2020
14/05/2020
Euronext Lisbon
Euronext Lisbon
739
261
2.660
2.660
Acquisition 14/05/2020 Euronext Lisbon 739 2.660
Acquisition 15/05/2020 Euronext Lisbon 116 2.820
Acquisition 15/05/2020 Euronext Lisbon 884 2.820
Acquisition 18/05/2020 Euronext Lisbon 298 2.860
Acquisition 18/05/2020 Euronext Lisbon 524 2.850
Acquisition 19/05/2020 Euronext Lisbon 500 2.900
Acquisition
Acquisition
19/05/2020
20/05/2020
Euronext Lisbon
Euronext Lisbon
500
70
2.900
2.860
Acquisition 20/05/2020 Euronext Lisbon 163 2.860
Acquisition 20/05/2020 Euronext Lisbon 378 2.850
Acquisition 21/05/2020 Euronext Lisbon 344 2.840
Acquisition 21/05/2020 Euronext Lisbon 690 2.840
Acquisition 21/05/2020 Euronext Lisbon 104 2.840
Acquisition 21/05/2020 Euronext Lisbon 3 2.840
Acquisition
Acquisition
21/05/2020
21/05/2020
Euronext Lisbon
Euronext Lisbon
20
130
2.840
2.840
Acquisition 21/05/2020 Euronext Lisbon 709 2.840
Acquisition 25/05/2020 Euronext Lisbon 74 2.930
Acquisition 25/05/2020 Euronext Lisbon 926 2.930
Acquisition 27/05/2020 Euronext Lisbon 181 3.160
Acquisition 27/05/2020 Euronext Lisbon 1,779 3.150
Acquisition 29/05/2020 Euronext Lisbon 443 3.240
Acquisition 01/06/2020 Euronext Lisbon 1,100 3.310
Acquisition 01/06/2020 Euronext Lisbon 508 3.310

Transaction Date Location No. Shares Price per Share (€)
Acquisition 01/06/2020 Euronext Lisbon 592 3.310
Acquisition 03/06/2020 Euronext Lisbon 82 3.290
Acquisition 03/06/2020 Euronext Lisbon 1,718 3.290
Acquisition 05/06/2020 Euronext Lisbon 919 3.350
Acquisition 05/06/2020 Euronext Lisbon 1,909 3.350
Acquisition 08/06/2020 Euronext Lisbon 2,403 3.320
Acquisition 08/06/2020 Euronext Lisbon 298 3.310
Acquisition 08/06/2020 Euronext Lisbon 952 3.320
Acquisition 09/06/2020 Euronext Lisbon 750 3.320
Acquisition 09/06/2020 Euronext Lisbon 250 3.300
Acquisition 09/06/2020 Euronext Lisbon 400 3.300
Acquisition 11/06/2020 Euronext Lisbon 380 3.240
Acquisition 11/06/2020 Euronext Lisbon 520 3.240
Acquisition 11/06/2020 Euronext Lisbon 120 3.230
Acquisition 11/06/2020 Euronext Lisbon 1,580 3.230
Acquisition 11/06/2020 Euronext Lisbon 624 3.230
Acquisition 11/06/2020 Euronext Lisbon 400 3.230
Acquisition 11/06/2020 Euronext Lisbon 1,480 3.230
Acquisition 12/06/2020 Euronext Lisbon 2,141 3.190
Acquisition 12/06/2020 Euronext Lisbon 1,900 3.200
Acquisition 12/06/2020 Euronext Lisbon 642 3.200
Acquisition 12/06/2020 Euronext Lisbon 1,342 3.200
Acquisition 12/06/2020 Euronext Lisbon 1,016 3.190
Acquisition 12/06/2020 Euronext Lisbon 559 3.180
Acquisition 12/06/2020 Euronext Lisbon 479 3.190
Acquisition 12/06/2020 Euronext Lisbon 1,921 3.150
Acquisition 15/06/2020 Euronext Lisbon 500 3.130
Acquisition 15/06/2020 Euronext Lisbon 429 3.130
Acquisition 16/06/2020 Euronext Lisbon 305 3.160
Acquisition 16/06/2020 Euronext Lisbon 695 3.190
Acquisition 16/06/2020 Euronext Lisbon 700 3.180
Acquisition 18/06/2020 Euronext Lisbon 1,000 3.270
Acquisition 18/06/2020 Euronext Lisbon 424 3.250
Acquisition 19/06/2020 Euronext Lisbon 600 3.200
Acquisition 23/06/2020 Euronext Lisbon 250 3.200
Acquisition 23/06/2020 Euronext Lisbon 115 3.180
Acquisition 25/06/2020 Euronext Lisbon 250 3.100
Acquisition 25/06/2020 Euronext Lisbon 250 3.110
Acquisition 26/06/2020 Euronext Lisbon 44 3.150
Acquisition 26/06/2020 Euronext Lisbon 82 3.160
Acquisition 26/06/2020 Euronext Lisbon 674 3.150

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Condensed Consolidated Accounts 1st half 2020

(Unaudited)

NOVABASE S.G.P.S., S.A.

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INDEX

2020
● Condensed Consolidated Interim Statement of Financial Position as at 30 June 2020
Condensed Consolidated Interim Statement of Profit and Loss for the period of 6 months ended 30 June 2020
● Condensed Consolidated Interim Statement of Comprehensive Income for the period of 6 months ended 30 June 2020
● Condensed Consolidated Interim Statement of Changes in Equity for the period of 6 months ended 30 June 2020
● Condensed Consolidated Interim Statement of Cash Flows for the period of 6 months ended 30 June 2020 10
Selected Notes to the Condensed Consolidated Interim Financial Statements for the period of 6 months ended 30 June 2020 11
Note 1. Activity 11
Note 2. Significant accounting policies 11
Note 3. Critical accounting estimates and judgements 12
Note 4. Segment information 12
Note 5. Companies included in consolidation 14
Note 6. Property, plant and equipment 15
Note 7. Intangible assets 16
Note 8. Deferred tax assets 16
Note 9. Trade and other receivables 17
Note 10. Cash and cash equivalents 17
Note 11. Share Capital, share premium and treasury shares 18
Note 12. Reserves and retained earnings 18
Note 13. Non-controlling interests 19
Note 14. Borrowings 19
Note 15. Provisions
Note 16. Other non-current liabilities 20
Note 17. Trade and other payables 21
Note 18. Other gains/(losses) - net 21
Note 19. Finance income 21
Note 20. Finance costs 21
Note 21. Income tax expense 22
Note 22. Earnings per share 22
Note 23. Related parties 22
Note 24. Discontinued operations 24
Note 25. Contingencies 25
Note 26. Events after the reporting period 25
Note 27. Note added for translation 25
SECURITIES ISSUED BY THE COMPANY AND OTHER GROUP COMPANIES, HELD BY BOARD MEMBERS 27

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I. CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS for the period of 6 months ended 30 June 2020

Condensed Consolidated Interim Statement of Financial Position as at 30 June 2020

(Amounts expressed in thousands of Euros)
Note 30.06.20 31.12.19
Assets
Non-Current Assets
Property, plant and equipment 6 10,043 11,965
Intangible assets 7 12,064 12,967
Investments in associates 245 169
Financial assets at fair value through profit or loss 12,181 12,175
Debt securities - 403
Deferred tax assets 8 9,062 9,585
Other non-current assets 2,338 1,908
Total Non-Current Assets 45,933 49,172
Current Assets
Inventories 30 34
Trade and other receivables 9 42,230 78,428
Accrued income 5,130 3,843
Income tax receivable 2,161 2,168
Derivative financial instruments 14 24
Other current assets 3,861 6,211
Debt securities - 2,793
Cash and cash equivalents 10 74,949 48,755
Total Current Assets 128,375 142,256
Assets from discontinued operations 24 451 460
Total Assets 174,759 191,888
Equity
Share capital 11 54,638 54,638
Treasury shares 11 (1,063) (655)
Share premium 11 226 226
Reserves and retained earnings 12 (3,154) (5,318)
Profit for the period 4,819 20,400
Total Equity attributable to owners of the parent 55,466 69,291
Non-controlling interests 13 9,036 18,329
Total Equity 64,502 87,620
Liabilities
Non-Current Liabilities
Borrowings
14 25,479 21,281
Provisions 15 6,717 8,623
Other non-current liabilities 16 4,145 770
Total Non-Current Liabilities 36,341 30,674
Current Liabilities
Borrowings
Trade and other payables
14
17
9,789
36,152
9,081
39,635
Income tax payable 1,954 1,312
Derivative financial instruments - 17
Deferred income and other current liabilities 17,647 14,854
Total Current Liabilities 65,542 64,899
Liabilities from discontinued operations 24 8,374 8,695
Total Liabilities 110,257 104,268
Total Equity and Liabilities 174,759 191,888
THE CERTIFIED ACOUNTANT THE BOARD OF DIRECTORS

The accompanying notes are an integral part of these condensed consolidated interim financial statements

Condensed Consolidated Interim Statement of Profit and Loss for the period of 6 months ended 30 June 2020

6 M *
Note 30.06.20 30.06.19 (*)
196
55,832
- (131)
(20,519) (16,701)
(40,277) (35,485)
9 18 38
18 2,571 (34)
(2,174) (1,796)
3,287 1,919
703
(794)
(28)
- 127
2,077 1,927
21 (206) (439)
1,871 1,488
24 3,202 778
5,073 2,266
1,644
254 622
5,073 2,266
22 0.05 Euros 0.03 Euros
0.10 Euros 0.03 Euros
0.16 Euros 0.05 Euros
0.05 Euros 0.03 Euros
0.10 Euros 0.03 Euros
0.16 Euros 0.05 Euros
4
4
19
20
Earnings per share from continuing and discontinued operations
22
22
22
22
22
(Amounts expressed in thousands of Euros)
-
63,668
650
(1,831)
(29)
4,819

(*) Restated to reflect continuing operations separately from discontinued operations (GTE Business and Collab) - see note 24.

6 M * - period of 6 months ended

THE CERTIFIED ACOUNTANT THE BOARD OF DIRECTORS

Condensed Consolidated Interim Statement of Comprehensive Income for the period of 6 months ended 30 June 2020

(Amounts expressed in thousands of Euros)
6 M *
Note 30.06.20 30.06.19
Profit for the period 5,073 2,266
Other comprehensive income for the period
Items that may be reclassified to profit or loss
Exchange differences on foreign operations, net of tax 592 (64)
Other comprehensive income for the period 592 (64)
Total comprehensive income for the period 5,665 2,202
Total comprehensive income attributable to:
Owners of the parent 5,124 1,612
Non-controlling interests 541 590
5,665 2,202

6 M * - period of 6 months ended

THE CERTIFIED ACOUNTANT THE BOARD OF DIRECTORS

Condensed Consolidated Interim Statement of Changes in Equity for the period of 6 months ended 30 June 2020

(Amounts expressed in thousands of Euros)

Attributable to owners of the parent
Note Share
capital
Treasury
shares
Share
premium
Legal
reserves
Stock
options
reserves
Exchange dif. Reserves
operations
on foreign and retained -controlling
earnings
Non
interests
Total
Equity
Balance at 1 January 2019 15,701 (188) 43,560 3,140 - (7,830) 12,443 13,754 80,580
Adjustment on initial application of IFRS 16
(net of tax)
- - - - - - (1,084) (47) (1,131)
Restated balance at 1 January 2019 15,701 (188) 43,560 3,140 - (7,830) 11,359 13,707 79,449
Profit for the period - - - - - - 1,644 622 2,266
Other comprehensive income for the period - - - - - (159) 127 (32) (64)
Total comprehensive income for the period - - - - - (159) 1,771 590 2,202
Transactions with owners
Dividends 12 - - - - - - (4,654) - (4,654)
Transactions with owners - - - - - - (4,654) - (4,654)
Changes in ownership interests in subsidiaries that do not result in a loss of control
Transactions with non-controlling interests - - - - - - - - -
Balance at 30 June 2019 15,701 (188) 43,560 3,140 - (7,989) 8,476 14,297 76,997
Balance at 1 January 2020 54,638 (655) 226 3,140 7 (4,521) 16,456 18,329 87,620
Profit for the period - - - - - - 4,819 254 5,073
Other comprehensive income for the period 12, 13 - - - - - 305 - 287 592
Total comprehensive income for the period - - - - - 305 4,819 541 5,665
Transactions with owners
Treasury shares movements 11, 12 - (408) - - - - (265) - (673)
Share-based payments 12 - - - - 12 - - - 12
Change in consolidation perimeter 13 - - - - - - - (672) (672)
Transactions with owners - (408) - - 12 - (265) (672) (1,333)
Changes in ownership interests in subsidiaries that do not result in a loss of control
Transactions with non-controlling interests 12, 13 - - - - - 145 (18,433) (9,162) (27,450)
Balance at 30 June 2020 54,638 (1,063) 226 3,140 19 (4,071) 2,577 9,036 64,502

The accompanying notes are an integral part of these condensed consolidated interim financial statements

9

Condensed Consolidated Interim Statement of Cash Flows for the period of 6 months ended 30 June 2020

(Amounts expressed in thousands of Euros)
6 M *
Note 30.06.20 30.06.19
Cash flows from operating activities
Net cash from operating activities 2,934 1,350
Cash flows from investing activities
Proceeds:
Sale of subsidiaries, net of cash disposed of 24 40,225 -
Sale of associates and other participated companies 4 4
Disposal of debt securities 3,026 -
Sale of property, plant and equipment 64 2
Interest received 66 482
Dividends received 43 -
43,428 488
Payments:
Acquisition of subsidiaries 24 (3,456) -
Acquisition of assoc. and other participated companies - (381)
Loans granted to associates and participated companies - (99)
Acquisition of property, plant and equipment (431) (336)
Acquisition of intangible assets (59) (257)
(3,946) (1,073)
Net cash from (used in) investing activities 39,482 (585)
Cash flows from financing activities
Proceeds:
Proceeds from borrowings 14 (a) 10,250 310
Transactions with non-controlling interests - 12
10,250 322
Payments:
Repayment of borrowings 14 (a) (2,938) (2,134)
Dividends paid and share capital reductions
Transactions with non-controlling interests
12
12
-
(20,000)
(4,654)
-
Payment of lease liabilities 14 (a) (2,000) (1,495)
Interest paid (590) (485)
Purchase of treasury shares 11, 12 (673) -
(26,201) (8,768)
Net cash used in financing activities (15,951) (8,446)
Cash and cash equivalents at 1 January 10 48,782 63,643
Net increase (decrease) of cash and cash equivalents 26,465 (7,681)
Effect of exchange rate changes on cash and cash equiv. (238) (656)
Cash and cash equivalents at 30 June 10 75,009 55,306
6 M * - period of 6 months ended

The accompanying notes are an integral part of these condensed consolidated interim financial statements

10

Selected Notes to the Condensed Consolidated Interim Financial Statements for the period of 6 months ended 30 June 2020

1. Activity

Novabase, Sociedade Gestora de Participações Sociais, S.A. - Public Company (hereinafter referred to as Novabase, Novabase Group or Group), with its head office in Av. D. João II, 34, Parque das Nações, 1998-031 Lisbon, Portugal, holds and manages financial holdings in other companies as an indirect way of doing business, being the Holding Company of Novabase Group.

The first half of 2020 was marked by the success in the execution of some M&A operations relevant to Novabase's 2019+ Strategy, of becoming a "Next-Gen IT Services Company":

(i) Acquisition of Vodafone Portugal, S.A.'s equity stake in Celfocus - Full ownership of Celfocus is a key element to the strategy, enabling the Group to allocate resources and explore synergies in a more efficient way;

(ii) Sale of Novabase's equity stake in Collab to the Swedish Netadmin System I Sverige AB - The divestment of this non-strategic asset in the Value Portfolio segment allows Novabase to generate value to fund Next-Gen strategy;

(iii) Adjustment to consideration on the sale of GTE Business to VINCI Energies Portugal, S.A. - The consideration obtained with this sale, concluded at the end of 2019, after price adjustments and the verification of the earn-out under the terms defined in the contract, increased to EUR 39.3 Million, generating an additional financial inflow to finance the Strategy and an adjustment to the capital gain of EUR 2.9 Million.

The 1st semester was also marked by the spread of Covid-19, the disease caused by the new coronavirus, declared as a pandemic by the World Health Organization on 11 March 2020. Since its inception, the Group has been monitoring carefully and permanently all developments related to the pandemic, having created a Contingency Coordinating Group for the management of this crisis, led by the CFO in alignment with the Management of each business. A contingency plan based on concrete and concerted actions was implemented, covering the entire organization, from the operational areas to the central structures, in all the Group's businesses, with 3 priorities defined:

(i) Ensure safety, health and well-being conditions for all individuals in the Novabase Community - Initially, all the bureaucratic processes were adapted in order to eliminate or minimise travel, and infrastructures were reinforced, which provided conditions for nearly 100% of employees to work remotely, ensuring both employee's safety and clients business operations continuity. More recently, Novabase offices were awarded with the COVID OUT by ISQ, after months of adaptation to respond to the new challenges of the Covid-19 pandemic context, and reopened to a limited number of people for a safe return;

(ii) Preserve the company's financial strength - Novabase has a solid customer base and a robust liquidity position. However, the pandemic uncertainty imposes a cautious treasury management in order to keep the company's financial resilience. In this context, the Board of Directors decided to revert its initial intention of proposing to the 2020 General Meeting of Shareholders a 0.85 €/share remuneration, maintaining the Strategic Update 2019+ commitment of distributing 1.5 €/share in 2019-2023;

(iii) Prepare the future - Novabase believes that difficulties also present opportunities, so it is also time to prepare for the future and to think what it takes to win in the "new normal", where digital economy is expected to play a relevant role.

In terms of human resources, since the beginning of the pandemic and until the present date, the number of confirmed cases within our workers is very limited, with a total of 14 confirmed cases, of which 12 already recovered, which gives us comfort that the protection measures that have been implemented were effective. In terms of financial performance, there were no relevant Covid-19 impacts to be noted in the 1st half of 2020.

Taking into account the events that have taken place so far, and even though the next few months remain surrounded by uncertainty regarding the evolution of the epidemiological situation and the measures implemented in the various countries, the Board of Directors considers that, the liquidity situation and the capital levels will be sufficient to continue Group's activity. Novabase remains confident due to its financial strength, talent and strategy, but cautious due to the uncertainty on the time of the pandemic and shape of the economic recovery. As far as we are able to anticipate, the M&A initiatives foreseen in the Strategic Plan are likely to be delayed due to current market volatility and attracting new customers may be more challenging due to the current travel restrictions, which could influence our prospects for growth in 2021. To this date, it is not possible to estimate the potential impacts on the Group's accounts. The key priority continues to be the implementation of all measures considered adequate to minimise the negative effects on the Group's operations, in line with the recommendations of the authorities and on all stakeholders' best interest.

Novabase is listed on the Euronext Lisbon.

These condensed consolidated interim financial statements were approved and authorized for issuance by the Board of Directors on 17 September 2020. In the opinion of the Board of Directors these financial statements fairly present the Group operations, as well as its financial position, financial performance and cash flows.

2. Significant accounting policies

The condensed consolidated interim financial statements for the period of six months ended 30 June 2020 have been prepared in accordance with IAS 34, 'Interim financial reporting'. These condensed consolidated interim financial statements should be read in conjunction with the annual financial statements for the year ended 31 December 2019, which have been prepared in accordance with IFRS's, as adopted by the European Union (EU).

These financial statements are presented in thousands of euros (EUR thousand).

These financial statements have not been audited.

The accounting policies applied are consistent with those of the annual financial statements for the year ended 31 December 2019, as described in those financial statements, except for the adoption of new standards, amendments and interpretations, effective as of 1 January 2020, and including an explanation of the events and relevant changes for the understanding of variations in the financial position and Group performance since the last annual report. Thus, some of the notes from the 2019 annual report are omitted because no changes occurred, or they are not materially relevant for the understanding of the interim financial statements.

Novabase Group's activity does not have, on a biannual basis, any significant seasonality.

As mentioned in the consolidated financial statements of the 2019 annual report, note 3 - Financial risk management policy, the Group, as a result of its normal activity, is exposed to several risks which are monitored and mitigated throughout the year. During the first six months of 2020, and despite the context of the Covid-19 pandemic, there were no material changes in addition to the notes detailed below, that could significantly change the assessment of the risks to which the Group is exposed to.

New standards, amendments and interpretations that became effective as of 1 January 2020

IASB Standard or IFRIC Interpretation endorsed by EU Issued in EU Regulat.
Conceptual Framework, 'Amendments for Financial Reporting (IFRS)'; Changes to various
standards and interpretations: IFRS 2, IFRS 3, IFRS 6, IAS 1, IAS 8, IAS 34, IAS 37, IAS 38,
IFRIC 12, IFRIC 19, IFRIC 20, IFRIC 22, SIC 32 29/Mar/18 No. 2075/2019
IAS 1 and IAS 8 (amendment), 'Definition of material' 31/Oct/18 No. 2104/2019
IFRS 9, IAS 39 and IFRS 7 (amendment), 'Interest rate benchmark reform' 26/Sep/19 No. 34/2020
IFRS 3 (amendment), 'Definition of a business' 22/Oct/18 No. 551/2020

No standard, interpretation or amendment to existing standard applied by the Group for the first time in this period had a significant impact on its financial statements.

3. Critical accounting estimates and judgements

The preparation of interim financial statements requires Management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets and liabilities, income and expense. Actual results may differ from these estimates.

In preparing these condensed consolidated interim financial statements, the significant estimates and judgments made are the same as those that applied to the consolidated financial statements for the year ended 31 December 2019, considering the below mentioned about the Covid-19 pandemic.

On the present date, and taking into account the information in Note 1 - Activity and in Note 4 - Critical accounting estimates and judgements disclosed in the consolidated financial statements of the 2019 annual report, the Group does not foresee any changes in the most relevant estimates, namely in what concerns to goodwill impairment, fair value of financial instruments, impairment of financial assets and provisions.

4. Segment information

Novabase's activity is aggregated into 2 operating segments:

  • Next-Gen
  • Value Portfolio

As described in note 1 - Activity, in the 1st half of 2020, Novabase sold its equity stake in Collab to the Swedish Netadmin System I Sverige AB. By the end of 2019, Novabase had disposed its GTE Business to VINCI Energies Portugal, S.G.P.S., S.A.. The sales of Collab and GTE Business fall within the scope of the 2019+ Strategy, and combined represented a divestment of over 60% of Value Portfolio segment Turnover (based on 2018 accounts). Thus, the figures presented in the 1st semester of 2019 were restated to reflect continuing operations separately from discontinued operations, as follows:

Value GTE Value
Portfolio and Collab Portfolio
At 30 June 2019 (disclosed) (restated)
Total segment sales and services rendered 46,971 19,301 27,670
Inter-segment sales and services rendered 13,042 594 12,448
Sales and services rendered 33,929 18,707 15,222
Depreciation and amortisation (1,482) (243) (1,239)
Operating Profit / (Loss) 2,246 1,025 1,221
Finance results - (31) 31
Share of loss of associates (28) - (28)
Gain on net monetary position 127 - 127
Income tax expense (665) (216) (449)
Profit/(Loss) from operations 1,680 778 902
Other information:
(Provisions) / Provisions reversal 397 297 100
Net impairment losses on trade and other receivables 138 105 33

Revenues from operating segments, as well as other measures of profit or loss and material items within the consolidated statement of profit and loss, can be analysed as follows:

Value
Portfolio Next-Gen Novabase
At 30 June 2019 (restated) (restated)
Total segment sales and services rendered 27,670 50,450 78,120
Inter-segment sales and services rendered 12,448 9,644 22,092
Sales and services rendered 15,222 40,806 56,028
Depreciation and amortisation (1,239) (557) (1,796)
Operating Profit / (Loss) 1,221 698 1,919
Finance results 31 (122) (91)
Share of loss of associates (28) - (28)
Gain on net monetary position 127 - 127
Income tax expense (449) 10 (439)
Profit from continuing operations 902 586 1,488
Profit from discontinued operations (note 24) 778 - 778
Other information:
(Provisions) / Provisions reversal 100 - 100
Net impairment losses on trade and other receivables 33 5 38
Value
Portfolio Next-Gen Novabase
At 30 June 2020
Total segment sales and services rendered 26,850 50,853 77,703
Inter-segment sales and services rendered 8,749 5,286 14,035
Sales and services rendered 18,101 45,567 63,668
Depreciation and amortisation (1,283) (891) (2,174)
Operating Profit / (Loss) 1,184 2,103 3,287
Finance results (752) (429) (1,181)
Share of loss of associates (29) - (29)
Gain on net monetary position - - -
Income tax expense - (206) (206)
Profit from continuing operations 403 1,468 1,871
Profit from discontinued operations (note 24) 3,202 - 3,202
Other information:
(Provisions) / Provisions reversal 88 1,645 1,733
Net impairment losses on trade and other receivables 27 (9) 18

Management monitors Turnover by geography. These amounts are calculated based on the location of the client where the project is delivered.

Sales and services rendered, by geography, in 1st half of 2019, are analysed as follows:

Europe &
Portugal Middle East Others Novabase
Sales and services rendered 23,567 29,890 2,571 56,028

Sales and services rendered, by geography, in 1st half of 2020, are analysed as follows:

Portugal Middle East Others Novabase
Sales and services rendered 27,844 31,610 4,214 63,668

5. Companies included in consolidation

The companies consolidated by the full method, as at 30 June 2020, were the following:

Holding Company Principal place
Share capital
% Interest held
and Subsidiaries of business 30.06.20 30.06.20 31.12.19
Parent company:
Novabase S.G.P.S., S.A. Portugal 54,638,426 € - -
Next-Gen:
Novabase E.A., S.A. Portugal 150,000 € 100.0% 100.0%
(a1) CelFocus, S.A. Portugal 100,000 € 100.0% 55.0%
Novabase Solutions Middle East FZ-LLC Dubai 699,670 € 100.0% 100.0%
(a1) Celfocus B. T. T. H. T. Limited Ş. Turkey 100,000 TRY 100.0% 55.0%
(a1) Celfocus LTD UK 15,000 GBP 100.0% 55.0%
(a1) Celfocus B.V. The Netherlands 20,000 € 100.0% 55.0%
Novabase Business Solutions, S.A. Portugal 3,366,000 € 100.0% 100.0%
Binómio, Lda. Portugal 2,626 € 100.0% 100.0%
Value Portfolio:
(*)
NBMSIT, Sist. de Inf. e Tecnol., S.A.
Mozambique 8,235,000 MZN 74.0% 74.0%
Novabase Neotalent, S.A. Portugal 52,630 € 95.0% 95.0%
(b1) Novabase Neotalent España S.A.U Spain 1,000,000 € 95.0% 95.0%
NBASIT-Sist. de Inf. e Telecomunic., S.A. Angola 47,500,000 AOA 49.4% 49.4%
Novabase Capital S.C.R., S.A. Portugal 2,500,000 € 100.0% 100.0%
FCR NB Capital Inovação e Internacionalização - 11,360,000 € 51.6% 51.6%
FCR Novabase Capital +Inovação - 7,021,278 € 53.1% 53.1%
(c1) COLLAB – Sol. I. Com. e Colab., S.A. Portugal - 77.8%
Novabase Consulting S.G.P.S., S.A. Portugal 11,629,475 € 100.0% 100.0%
NBASE S.G.P.S., S.A. Portugal 328,125 € 100.0% 100.0%
NOVABASE IMS 2, S.A. Portugal 220,500 € 100.0% 100.0%
TVLab, S.A. Portugal 52,517 € 70.0% 70.0%
Nbase International Investments B.V. The Netherlands 1,220,800 € 100.0% 100.0%
Novabase Shared Services:
Novabase Serviços, S.A. Portugal 50,000 € 100.0% 100.0%

(*) Novabase discontinued the activity in this subsidiary since late 2019, following the sale agreement of its GTE Business to VINCI Energies Portugal, S.G.P.S., S.A. (note 24).

In the 1st half of 2020, the following changes occurred in the consolidation perimeter:

a) Acquisitions of financial holdings to non-controlling interests (see note 12)

(a1) Acquisition of the remaining financial holding of 45.003% in CelFocus, S.A. and, consequently, of the remaining financial holding in Celfocus B. T. T. H. T. Limited Ş., in Celfocus LTD and in Celfocus B.V..

b) Changes in social designations

(b1) In 2019, this company had the designation of Novabase Sistemas de Informacion, S.A..

c) Exits from the consolidation perimeter

(c1) Following the sale and purchase agreement entered into with Netadmin System i Sverige AB on 19 March 2020 (see note 24), the Group sold all shares representing COLLAB - Sol. I. Com. And Colab., S.A. share capital, held in 72.45% by Novabase Business Solutions, S.A. and in 17.75% by Fundo Capital Risco NB Capital.

The company included in the consolidation using the equity method, as at 30 June 2020, under the Value Portfolio segment, was the following:

Associates Principal placeShare capital % Interest held Net Profit
of business 30.06.20 30.06.20 31.12.19 30.06.20 30.06.20
Fundo Capital Risco NB Capital Portugal 7,142,857 € 30.0% 30.0% 856 254

6. Property, plant and equipment

The amounts presented under 'Property, plant and equipment' caption comprise own assets and right-of-use assets. The movement in the net book value of property, plant and equipment, during the 1st half of 2020, was as follows:

Buildings and Basic
Transport
Furniture, fit. Other tangible
other constr. equipment equipment and equip. assets Total
Cost 31,090 7,661 2,728 1,771 11 43,261
Accumulated depreciation (22,064) (6,083) (1,624) (1,514) (11) (31,296)
Net book value at 31 December 2019 9,026 1,578 1,104 257 - 11,965
1st half of 2020
Net book value at 1 January 9,026 1,578 1,104 257 - 11,965
Acquisitions / increases 687 367 92 36 1 1,183
Write-offs / disposals (763) (53) (404) (5) - (1,225)
Transfers 73 - - 28 - 101
Change in consolidation perimeter (note 24) - - - (3) - (3)
Exchange differences - - - (2) - (2)
Depreciation (1,431) (329) (183) (33) - (1,976)
Balance at the end of the period 7,592 1,563 609 278 1 10,043
Cost 31,051 7,763 1,829 1,773 12 42,428
Accumulated depreciation (23,459) (6,200) (1,220) (1,495) (11) (32,385)
Net book value at 30 June 2020 7,592 1,563 609 278 1 10,043

In the first half of 2020, the acquisitions of property, plant and equipment are essentially of right-of-use assets (see details in the following table) and basic equipment. The acquisitions of right-of-use assets are mainly of 'Buildings and other constructions', in the amount of EUR 660 thousand, and refer to a new lease agreement with an estimated lease term of 60 months, in the amount of EUR 616 thousand, being the remaining amount related to the remeasurement of existing contracts that depend on an index or rate.

The write-offs are essentially of right-of-use assets, in the amount of EUR 1,168 thousand, of which EUR 763 thousand in 'Buildings and other constructions' and EUR 405 thousand in 'Transport equipment'. The first are related to the change of the term in 2 offices lease agreements with termination options without penalties, and the second with vehicles previously allocated to the GTE Business and Collab.

Depreciation recognised in profit and loss and included in 'Depreciation and amortisation' amounts to EUR 1,976 thousand (30.06.19: EUR 1,727 thousand), and included in 'Profit from discontinued operations' amounts to EUR 0 thousand (30.06.19: EUR 92 thousand).

The net book value of right-of-use assets by class of underlying asset, as well as movements during the period, are detailed as follows:

Buildings and
other constr.
Transport
equipment
Total
Cost
Accumulated depreciation
27,858
(19,178)
2,621
(1,516)
30,479
(20,694)
Net book value at 31 December 2019 8,680 1,105 9,785
1st half of 2020
Net book value at 1 January
Acquisitions / increases
Write-offs
Depreciation
8,680
660
(763)
(1,400)
1,105
92
(405)
(183)
9,785
752
(1,168)
(1,583)
Balance at the end of the period 7,177 609 7,786
Cost
Accumulated depreciation
27,720
(20,543)
1,767
(1,158)
29,487
(21,701)
Net book value at 30 June 2020 7,177 609 7,786

7. Intangible assets

The movement in the net book value of intangible assets, during the 1st half of 2020, was as follows:

Intern. gener. Ind. prop. and Work in
intang. assets other rights progress Goodwill Total
Cost
Accumulated amortisation
13,622
(12,790)
11,439
(11,077)
272
-
11,501
-
36,834
(23,867)
Net book value at 31 December 2019 832 362 272 11,501 12,967
1st half of 2020
Net book value at 1 January
Acquisitions / increases
Transfers
Change in consolidation perimeter (note 24)
Amortisation
832
-
-
(429)
(137)
362
-
-
-
(112)
272
59
(101)
(183)
-
11,501
-
-
-
-
12,967
59
(101)
(612)
(249)
Balance at the end of the period 266 250 47 11,501 12,064
Cost
Accumulated amortisation
10,549
(10,283)
11,439
(11,189)
47
-
11,501
-
33,536
(21,472)
Net book value at 30 June 2020 266 250 47 11,501 12,064

The amount of amortisation recognised in profit and loss and included in 'Depreciation and amortisation' is EUR 198 thousand (30.06.19: EUR 69 thousand), and included in 'Profit from discontinued operations' is EUR 51 thousand (30.06.19: EUR 151 thousand).

8. Deferred tax assets

Movements in the deferred tax assets were as follows:

30.06.20 31.12.19
Balance at 1 January 9,585 10,048
Adjustment on initial application of IFRS 16 - 301
Profit or loss charge 657 438
Other comprehensive income charge - 136
Exchange differences - (4)
Tax related to net invest. in foreign entities of discont. op. - 829
Change in consolidation perimeter (note 24) (1,180) (2,163)
Balance at the end of the period 9,062 9,585

The amount recognised in profit and loss and included in 'Income tax expense' is EUR 664 thousand (30.06.19: EUR -551 thousand), and included in 'Profit from discontinued operations' is EUR -7 thousand (30.06.19: EUR 201 thousand).

The movement in deferred tax assets during the period, without considering the offsetting of balances within the same tax jurisdiction, is as follows:

Tax Losses / Tax Provisions /
Other Incentives Adjustments Total
Balance at 1 January 2019 (781) 9,516 1,313 10,048
Adjustment on initial application of IFRS 16
Profit or loss charge
301
(487)
-
599
-
326
301
438
Other comprehensive income charge 136 - - 136
Exchange differences (4) - - (4)
Tax related to net invest. in foreign entities of discont. op. 829 - - 829
Change in consolidation perimeter 2 (2,047) (118) (2,163)
Balance at 31 December 2019 (4) 8,068 1,521 9,585
Profit or loss charge 908 (12) (239) 657
Change in consolidation perimeter - (1,059) (121) (1,180)
Balance at 30 June 2020 904 6,997 1,161 9,062

9. Trade and other receivables

30.06.20 31.12.19
Trade receivables 36,018 37,558
Impairment allowance for trade receivables (1,062) (1,154)
34,956 36,404
Financial holdings disposal (note 24) 655 36,000
Capital subscribers of 'Fundo de Capital de Risco NB Capital +Inovação' 2,469 2,469
Value added tax 2,325 1,789
Receivables from financed projects 1,586 1,663
Prepayments to suppliers 406 159
Employees 124 64
Other receivables 766 941
Impairment allowance for other receivables (1,057) (1,061)
7,274 42,024
42,230 78,428

Movements in impairment allowances for trade and other receivables are analysed as follows:

Trade receivables Other receivables Total
30.06.20 31.12.19 30.06.20 31.12.19 30.06.20 31.12.19
Balance at 1 January 1,154 2,212 1,061 1,142 2,215 3,354
Impairment 81 285 - - 81 285
Impairment reversal (103) (794) (4) (9) (107) (803)
Exchange differences (33) (100) - (25) (33) (125)
Write-offs (8) (62) - (47) (8) (109)
Change in consolidation perimeter (29) (387) - - (29) (387)
Balance at the end of the period 1,062 1,154 1,057 1,061 2,119 2,215

Impairment and impairment reversal of trade and other receivables recognised in profit and loss and included in 'Net impairment losses on trade and other receivables' is EUR 18 thousand (30.06.19: EUR 38 thousand), and included in 'Profit from discontinued operations' is EUR 8 thousand (30.06.19: EUR 105 thousand).

10. Cash and cash equivalents

With reference to the statement of cash flows, the detail and description of cash and cash equivalents is analysed as follows:

30.06.20 31.12.19
- Cash 13 15
- Short-term bank deposits 74,996 48,767
Cash and cash equivalents at the end of period 75,009 48,782
- Impairment allowance of short-term bank deposits (60) (27)
Cash and cash equivalents 74,949 48,755

Movements in impairment allowance of short-term bank deposits are analysed as follows:

30.06.20 31.12.19
Balance at 1 January 27 29
Impairment (note 20) 52 10
Impairment reversal (note 19) (19) (12)
Balance at the end of the period 60 27

The Impairment allowance of short-term bank deposits recognised in profit and loss and included in 'Finance costs' is EUR 52 thousand (30.06.19: EUR 5 thousand), and included in 'Profit from discontinued operations' is EUR 0 thousand (30.06.19: EUR 0 thousand). The impairment reversal recognised in profit and loss and included in 'Finance income' is EUR -19 thousand (30.06.19: EUR -4 thousand), and included in 'Profit from discontinued operations' is EUR 0 thousand (30.06.19: EUR -4 thousand).

11. Share Capital, share premium and treasury shares

The share capital at 30 June 2020, fully subscribed and paid of 54,638,425.56 Euros, is represented by 31,401,394 shares with a nominal value of 1.74 Euros each.

No. Shares
(thousands)
Share
capital
Treasury
shares
Share
premium
Total
Balance at 1 January 2019 31,401 15,701 (188) 43,560 59,073
Share capital reduction - (4,397) - - (4,397)
Share capital increase - 43,334 (467) (43,334) (467)
Balance at 31 December 2019 31,401 54,638 (655) 226 54,209
Treasury shares purchased - - (408) - (408)
Balance at 30 June 2020 31,401 54,638 (1,063) 226 53,801

At 31 December 2019, Novabase S.G.P.S. held 376,611 treasury shares, representing 1.20% of its share capital.

On 14 January 2020, Novabase started trading in the context of the own shares buy-back program ("Buy-back Program"), pursuant to the terms and limitations set forth in the Extraordinary General Meeting of Shareholders of Novabase, that took place on the 26th of September 2019. During the 1st half of 2020, under this programme, the Company acquired on the market 234,464 own shares at the average price of 2.87 Euros. As a result of these acquisitions, at 30 June 2020, Novabase S.G.P.S. held 611,075 treasury shares, representing approximately 1.95% of its share capital.

12. Reserves and retained earnings

The movements in the reserves and retained earnings are analysed as follows:

30.06.20 31.12.19
Balance at 1 January (5,318) 3,016
Adjustment on initial application of IFRS 16 (net of tax) - (1,084)
Profit for the previous year 20,400 4,737
Share capital reduction - 53
Share capital increase - 467
Payment of dividends / shareholder remuneration - (15,823)
Exchange differences on foreign operations 305 293
Purchase and sale of treasury shares (265) -
Share-based payments 12 7
Transactions with non-controlling interests (18,288) -
Transfer of the exchange difference on foreign operations to profit from disc. operations - 3,016
Balance at the end of the period (3,154) (5,318)

On 30 March 2020, the Board of Directors has decided to revert its initial intention, disclosed to the market on 20 February 2020, of proposing to the Annual General Meeting of 2020 the distribution of approximately EUR 26,691 thousand to the shareholders by means of the reduction of the share capital of Novabase in the same amount, which would represent a remuneration of 0.85 Euros per share, as a prevention measure that aim at ensuring the financial resilience of the Company and its competitiveness during and after the Covid-19 pandemic. The commitment assumed towards the shareholders, on 25 July 2019 upon disclosure of the Novabase Strategic Update 2019+, of distributing 1.5€/share in the period 2019-2023(*) remains but was postponed to a more suitable moment.

(*) Including amounts paid since 01.01.2019.

30.06.20 30.06.19
Payment of dividends / shareholders remuneration - 4,654
Remuneration of the treasury shares held by the Company - 56
- 4,710

In the 1st half of 2020, the Group performed transactions with non-controlling interests (NCI), with the following impact:

30.06.20
Total
purchase
consideration
Carrying
amount of
NCI
acquired
Impact on
equity attrib.
to owners
of the parent
Acquisition of 45.003% in CelFocus, S.A. 27,450 (9,162) (18,288)
27,450 (9,162) (18,288)

On 24 April 2020, Novabase has entered into a sale and purchase agreement with Vodafone Portugal, S.A. ("Vodafone") to buy the shares representing Vodafone's equity stake in Celfocus, S.A., increasing its ownership from 55% to 100% (see note 5). The agreed purchase price for Vodafone's entire shareholding was EUR 20 Million. There may be an additional price adjustment of EUR 7.5 Million, to be paid for in services, which could raise the final purchase price to a maximum of EUR 27.5 Million, as a result of possible annual adjustments until 2023 related to service hiring guarantees of EUR 10 Million per year for three years given by Vodafone.

The carrying amount of Celfocus's net assets on the date of acquisition was EUR 20.4 Million. The agreed purchase price was fully paid on April, 30. The fair value of the contingent consideration arrangement, of EUR 7,450 thousand, was estimated calculating the present value of the future expected cash flows, based on a discount rate of 2.3% and assuming a probability of 100%. From this amount, the portion with a maturity of more than 12 months is included in 'Other non-current liabilities' (see note 16), and the remainder is recognised in 'Trade and other payables' (see note 17).

As the operation described above was a transaction with non-controlling interests in a subsidiary already controlled by the Group, the difference between the total consideration and the carrying amount of the net assets acquired was recorded in Equity attributable to owners of the parent, in the amount of EUR -18,288 thousand. The non-controlling interests decreased by EUR 9,162 thousand (note 13). To be noted that these amounts already include the transfer of the exchange difference on foreign operations regarding the subsidiaries Celfocus B. T. T. H. T. Limited Ş. and Celfocus LTD, from NCI to Equity attributable to owners of the parent, in the amount of EUR 145 thousand.

13. Non-controlling interests

30.06.20 31.12.19
Balance at 1 January 18,329 13,754
Adjustment on initial application of IFRS 16 (net of tax) - (47)
Transactions with non-controlling interests (note 12) (9,162) -
Distribution of dividends to non-controlling interests - (548)
Exchange differences on foreign operations 287 322
Profit attributable to non-controlling interests 254 5,576
Change in consolidation perimeter (672) (728)
Balance at the end of the period 9,036 18,329

14. Borrowings

30.06.20 31.12.19
Non-current
Bank borrowings 19,400 13,600
Lease liabilities 6,079 7,681
25,479 21,281
Current
Bank borrowings 6,706 5,194
Lease liabilities 3,083 3,887
9,789 9,081
Total borrowings 35,268 30,362

The maturity of 'Borrowings' is as follows:

6 months
or less
6 to 12
months
1 to 2
years
2 to 5
years
Over 5
years
Total
Bank borrowings 2,937 2,257 4,400 9,200 - 18,794
Lease liabilities 2,069 1,818 3,301 4,380 - 11,568
Balance at 31 December 2019 5,006 4,075 7,701 13,580 - 30,362
Bank borrowings 3,506 3,200 5,900 13,500 - 26,106
Lease liabilities 1,668 1,415 2,583 3,496 - 9,162
Balance at 30 June 2020 5,174 4,615 8,483 16,996 - 35,268

The weighted average effective interest rate of bank borrowings at the reporting date is 1.497% (31.12.19: 1.546%). In what concerns to the responsibilities associated with leases, these are presented above discounted of the future finance charges, amounting to EUR 704 thousand as at 30 June 2020 (31.12.19: EUR 1,041 thousand).

During the 1st half of 2020, the Group negotiated a new loan, in the amount of EUR 10 Million. In addition, loan repayments with other banking institutions in this period amounted to EUR 2.9 Million.

(a) Net debt reconciliation

This section sets out an analysis of net debt and the movements in net debt for each of the periods presented.

30.06.20 31.12.19
Cash and cash equivalents (amount before impairment losses) 75,009 48,782
Borrowings - repayable within one year (including overdrafts) (9,789) (9,081)
Borrowings - repayable after one year (25,479) (21,281)
Net debt 39,741 18,420
Cash
and cash
equivalents
Bank borrow. Bank borrow.
due within
1 year
due after
1 year
Lease
liabilities
due within
1 year
Lease
liabilities
due after
1 year
Net
debt
Balance at 1 January 2019 63,643 (4,959) (6,294) (1,361) (7,066) 43,963
Cash flows
Acquisitions - lease liabilities
Effect of exchange rate changes
Change in consolidation perimeter
Other non-cash movements
(5,747)
-
(2,179)
(6,935)
-
4,959
-
-
-
(5,194)
(12,500)
-
-
-
5,194
3,406
-
-
-
(5,932)
-
(4,138)
-
-
3,523
(9,882)
(4,138)
(2,179)
(6,935)
(2,409)
Balance at 31 December 2019 48,782 (5,194) (13,600) (3,887) (7,681) 18,420
Cash flows
Acquisitions - lease liabilities
Effect of exchange rate changes
Other non-cash movements
26,465
-
(238)
-
2,938
-
-
(4,450)
(10,250)
-
-
4,450
2,000
(120)
-
(1,076)
-
(632)
-
2,234
21,153
(752)
(238)
1,158
Balance at 30 June 2020 75,009 (6,706) (19,400) (3,083) (6,079) 39,741

15. Provisions

Movements in provisions for other risks and charges are analysed as follows:

30.06.20 31.12.19
Balance at 1 January 8,623 8,252
Additional provisions (note 18) - 3,244
Reversals / utilisations (note 18) (1,733) (2,844)
Exchange differences - (4)
Change in consolidation perimeter (note 24) (173) (25)
Balance at the end of the period 6,717 8,623

In the 1st half of 2020, the Group reversed provisions for costs resulting from the alignment of labour capacity to the Strategy 2019+, in the amount of EUR 1,733 thousand. The related costs, of equal amount, were recognised in 'Employee benefit expense'.

The amount of provisions for other risks and charges recognised in profit and loss and included in 'Other gains/(losses) - net' is EUR -1,733 thousand (30.06.19: EUR 100 thousand), and included in 'Profit from discontinued operations' is EUR -31 thousand (30.06.19: EUR 297 thousand).

16. Other non-current liabilities

30.06.20 31.12.19
Acquisition of financial interests 3,380 -
Research and development grants 765 770
4,145 770

The caption 'Acquisition of financial interests' includes the portion of the contingent consideration for the acquisition of Celfocus S.A. with a maturity of more than 12 months (see note 12), in the amount of EUR 2,950 thousand. It also includes EUR 430 thousand related to a part of the consideration for the acquisition of the non-controlling interests of Novabase Digital, S.A., which preceded the sale of 100% of the GTE Business, whose payment is linked to the proceeds, of that same amount, from the buyer, as set out in the agreement (see note 24).

17. Trade and other payables

30.06.20 31.12.19
Trade payables 5,211 8,215
Remunerations, holiday and holiday and Christmas allowances 10,436 7,531
Bonus 6,581 8,819
Acquisition of financial holdings 4,500 3,564
Ongoing projects 3,118 2,138
Value added tax 1,233 2,070
Social security contributions 1,323 2,123
Income tax withholding 1,041 1,404
Employees 172 105
Stock options plan 51 16
Amount to be paid to non-controlling interests 1 2
Prepayments from trade receivables 2 2
Other accrued expenses 2,358 3,364
Other payables 125 282
36,152 39,635

At 30 June 2020, the caption 'Acquisition of financial holdings' refers to the contingent consideration for the acquisition of Celfocus S.A. with a maturity of 12 months or less (see note 12).

18. Other gains/(losses) - net

30.06.20 30.06.19
Provisions for other risks and charges (note 15)
Other operating income and expense
1,733
838
100
(134)
2,571 (34)

In the 1st half of 2020, the caption 'Other operating income and expense' includes EUR 409 thousand related to the receipt of the final amount claimed of unpaid invoices and compensation for breach of prior notice for termination of contract, within the scope of an old judicial process filed by the Group against the company Qimonda Portugal S.A..

19. Finance income

30.06.20 30.06.19
Interest received 101 103
Foreign exchange gains 349 545
Fair value of financial assets adjustment - 11
Dividends of financial assets
(*)
43 -
Reversal of impairment losses on bank balances (note 10) 19 4
Reversal of impairment losses on debt securities 138 40
650 703

(*) Dividends received on the investment in Globaleda, S.A..

20. Finance costs

30.06.20 30.06.19
Interest expenses
- Borrowings
(223)
(111)
- Lease liabilities
(251)
(217)
- Other interest (1)
(1)
Bank guarantees charges (16)
(14)
Bank services and commissions (69)
(67)
Foreign exchange losses
(1,202)
(349)
Fair value of financial assets adjustment -
(30)
Provisions for loans to related parties -
-
Impairment losses on bank balances (note 10) (52)
(5)
Other financial losses (17)
-
(1,831) (794)

'Financial costs' caption evolution in the first half of 2020 mainly reflects the increase of foreign exchange losses on a year-on-year basis. However, it is to be noted that, in the 1st half of 2019, the Group was still applying the net investment in foreign entities to its subsidiaries with a functional currency other than the Euro, having stopped this accounting from the 2nd half onwards, as disclosed in Note 2.5. of the consolidated financial statements for the year ended 31 December 2019.

21. Income tax expense

The tax on the Group's earnings before taxes differs from the theoretical amount that would arise using the weighted average rate applicable to profits of the consolidated entities as follows:

30.06.20 30.06.19
Earnings before taxes 2,077 1,927
Income tax expense at nominal rate (21% in 2020 and 2019) 436 405
Recognition of tax on the events of previous years - 6
Dividends (9) -
Associates' results reported net of tax 6 6
Autonomous taxation 172 210
Results in companies where no deferred tax is recognised 179 167
Expenses not deductible for tax purposes (704) 230
Differential tax rate on companies located abroad (32) (7)
Research & Development tax benefit 11 (859)
Municipal surcharge and State surcharge 117 69
Impairment of SIFIDE R&D - 200
Impairment of Special Payment on Account, tax losses and withholding taxes 30 12
Income tax expense 206 439
Effective tax rate 9.9% 22.8%

22. Earnings per share

30.06.20 30.06.19
Weighted average number of ordinary shares in issue 30,890,446 31,024,783
Stock options adjustment 150,466 -
Adjusted weighted average number of ordinary shares in issue 31,040,912 31,024,783
Profit attributable to owners of the parent 4,819 1,644
Basic earnings per share (Euros per share) 0.16 Euros 0.05 Euros
Diluted earnings per share (Euros per share) 0.16 Euros 0.05 Euros
Profit from continuing operations attributable to owners of the parent 1,617 866
Basic earnings per share (Euros per share) 0.05 Euros 0.03 Euros
Diluted earnings per share (Euros per share) 0.05 Euros 0.03 Euros
Profit from discontinued operations attributable to owners of the parent 3,202 778
Basic earnings per share (Euros per share) 0.10 Euros 0.03 Euros
Diluted earnings per share (Euros per share) 0.10 Euros 0.03 Euros

23. Related parties

For reporting purposes, related parties include subsidiaries and associates, other participated companies classified as financial assets at fair value through profit or loss, shareholders and key elements in the management of the Group, and companies related to them that provide management services to the Group (Autonomy Mastery and Purpose, S.A. and Groovesnore Investimentos Imobiliários, Lda.).

i) Key management personnel compensation

Remuneration assigned to the Board of Directors, other key management personnel and related companies providing management services to the Group, during the periods ended 30 June 2020 and 2019 (*), are as follows:

30.06.20 30.06.19
Short-term employee benefits 763 1,288
Other long-term benefits 1,145 407
Stock options granted 47 -
1,955 1,695

(*) Towards the balance presented in June 2019, EUR 156 thousand were considered as part of discontinued operations, as such they were not included in this note.

The total variable remuneration assigned to the Board of Directors of Novabase S.G.P.S. and other key management elements of the Group, regardless the year of allocation, which payment is deferred, amounts to EUR 2,126 thousand (31.12.19: EUR 1,542 thousand).

In addition, there are outstanding current account balances with key management personnel in the amount of EUR 13 thousand at 30 June 2020 (31.12.19: EUR 3 thousand).

ii) Balances and transactions with related parties

Balances and transactions (**) with related parties are as follows:

Trade and
other receivables
Trade and
other payables
30.06.20 31.12.19 30.06.20 31.12.19
Associates 47 142 - -
Other participated companies 20 141 - -
Shareholders and other entities - - - -
67 283 - -
Impairment allowances for trade and other receivables - -
67 283
Services rendered Supplementary income Purchases
30.06.20 30.06.19 30.06.20 30.06.19 30.06.20 30.06.19
Associates 91 45 - - - -
Other participated companies 70 43 - 6 - 35
Shareholders and other entities - - - - - -
161 88 - 6 - 35

(**) The transactions with related parties from the prior period were restated and reflect solely the transactions of continuing operations. In view of the amounts presented in June 2019, the following amounts with other participated companies were considered as part of the discontinued operations (therefore excluded from this note): EUR 122 thousand of Services rendered and EUR 600 thousand of Purchases.

In addition to the balances and transactions described in the tables above and below, no other balances or transactions exist with the Group's related parties.

iii) Other balances with related parties

Non-current
30.06.20 31.12.19
Associates - -
Other participated companies
Loan to Powergrid, Lda. 2,050 2,050
Loan to Bright Innovation, Lda. 1,477 1,477
Loan to Radical Innovation, Lda. 994 994
Loan to Power Data, Lda. 248 248
Loan to Glarevision, S.A. 180 180
Loan to Probe.ly, Lda. 75 75
Loan to Habit Analytics, Inc. 9 9
Shareholders and other entities
Loans to other shareholders - -
5,033 5,033
Provisions for impairment of loans to related parties (3,125) (3,125)
1,908 1,908

24. Discontinued operations

On 4 November 2019, Novabase has entered into a sale and purchase agreement with VINCI Energies Portugal, S.G.P.S., S.A. ("VEP") to sell its "Application and Data Analytics" business for the Government, Transport and Energy ("GTE Business"), through the sale of the shares representing the entire share capital of Novabase Digital, S.A.. The agreed purchase price was of EUR 33 Million, to be paid on the completion date and subject to any eventual adjustments as foreseen in the agreement, to which a potential annual earn-out of EUR 3 Million might be accreted, depending on the final performance of the GTE Business in the financial year of 2019. The sale was substantially completed at the end of 2019 and, as a result, Novabase recorded, as at 31 December 2019, the gain on the sale of GTE Business to VEP, in the amount of EUR 11,956 thousand.

In the 1st half of 2020, the parties confirmed a net adjustment to the price initially paid by the purchaser and the verification of the earn-out. As such, the consideration obtained by Novabase after these events raised to EUR 39,252 thousand, resulting in an adjustment to the capital gain of EUR 2,939 thousand. The consideration obtained with the sale (revised) as well as the consideration to be paid by the Group for the previous acquisition of the 9.9% equity stake in Novabase Digital S.A. (condition precedent to the business), was entirely received and paid in this period, except for EUR 430 thousand retained by VINCI (and linked to the NCI acquisition), as established in the agreement. These balances, receivable and payable on equal amounts, were included in 'Other non-current assets' and 'Other non-current liabilities' (see note 16), respectively.

Additionally, on 19 March 2020, Novabase and Netadmin System i Sverige AB entered into a sale and purchase agreement for all shares representing COLLAB – Soluções Informáticas de Comunicação e Colaboração, S.A. share capital, subsidiary held in 72.45% by Novabase Business Solutions, S.A. and in 17.75% by Fundo Capital Risco NB Capital. The agreed initial purchase price was EUR 6 Million, to which a potential annual earn-out may be accreted, up to a maximum of three annual periods, depending on COLLAB's performance, as set out in the agreement.

The completion of the sale and purchase also occurred on this date, with the delivery of the shares against payment of part of the price (EUR 1,500 thousand were temporarily held by the purchaser, as foreseen in the sale and purchase agreement). Thus, Novabase recorded, in the 1st half of 2020, a gain on this transaction amounting to EUR 243 thousand, still subject to adjustments due to positive or negative price adjustment clauses agreed between the parties (see item E. for the details on this disposal).

The sales of Collab and GTE Business combined represented a divestment of over 60% of the Value Portfolio segment revenue (see note 4). Consequently, the comparatives were restated to reflect continuing operations separately from discontinuing operations.

Financial information relating to the discontinued operations for the period is set out below. For further information about the discontinued operations, please refer to note 41 in the Group's annual financial statements for the year ended 31 December 2019.

A. Results of discontinued operations

30.06.20 30.06.19
GTE COLLAB GTE COLLAB
Revenue
Expenses
132
(131)
1,025
(1,005)
16,282
(14,654)
2,560
(3,194)
Results from operating activities 1 20 1,628 (634)
Income tax (1) - (309) 93
Results from operating activities, net of tax - 20 1,319 (541)
Gain on sale of Business
Income tax on gain on sale of Business
2,939
-
243
-
-
-
-
-
Profit from discontinued operations, net of tax 2,939 263 1,319 (541)

B. Assets and liabilities from discontinued operations

Towards 31 December 2019, the following movements occurred in assets and liabilities from discontinued operations:

  • A provision for Reps & Warranties associated with the disposal of COLLAB, in the amount of EUR 1,580 thousand, was recorded. Additionally, during this semester, this provision was used in the amount of EUR 288 thousand.
  • The provision for R&W associated with the GTE Business disposal, recorded at the end of 2019, was used in the amount of EUR 1,593 thousand, reducing it to EUR 5,907 thousand.
  • Regarding the IMS Business, an additional use of the provision for R&W was recorded, in the amount of EUR 8 thousand. At 30 June this provision amounts to EUR 40 thousand.
  • The provision for risks associated with the closure of the activity of NBMSIT, Sist. de Inf. e Tecnol., S.A. remained unchanged, at EUR 783 thousand.

Additionally, the assets of the Mozambican subsidiary decreased to EUR 451 thousand (31.12.19: EUR 460 thousand) and the liabilities decreased to EUR 352 thousand (31.12.19: EUR 364 thousand).

C. Cash flows from (used in) discontinued operations

30.06.19
GTE COLLAB IMS Disc. Operat.
Net cash used in operating activities (3,406) (148) - (3,554)
Net cash used in investing activities (48) (76) - (124)
Net cash used in financing activities (127) (25) - (152)
Net cash flow for the period (3,581) (249) - (3,830)
30.06.20
GTE COLLAB IMS Disc. Operat.
Net cash used in operating activities (1,561) (395) - (1,956)
Net cash from investing activities 35,366 1,403 - 36,769
Net cash used in financing activities (32) (1) (8) (41)
Net cash flow for the period 33,773 1,007 (8) 34,772

At 30 June 2020, Net cash from investing activities corresponds to the cash inflow from the sales of GTE Business and subsidiary Collab (net of cash disposed of).

D. Effect of COLLAB's disposal on the financial position of the Group

30.06.20
Property, plant and equipment (note 6) (3)
Intangible assets (note 7) (612)
Financial assets at fair value through profit or loss (20)
Deferred tax assets (note 8) (1,180)
Trade and other receivables (1,846)
Accrued income (888)
Income tax receivable (256)
Derivative financial assets (2)
Other current assets (50)
Cash and cash equivalents (1,857)
Provisions (note 15) 173
Trade and other payables 2,412
Derivative financial liabilities 1
Deferred income and other current liabilities 1,268
Net assets (2,860)
E. Details of the sale of COLLAB
30.06.20
Consideration received or receivable:
Cash received 3,260
Cash to be received, net of estimated price adjustments (note 9) 655
Fair value of contingent consideration -
Total disposal consideration 3,915
Carrying amount of net assets sold (2,197)
Provision for Reps & Warranties (1,580)
Gain on sale of the equity stake held by Fundo Capital Risco NB Capital 105
Gain on sale before income tax 243
Income tax expense on gain -
Gain on sale after income tax 243

In the event the operations of the subsidiary sold achieve certain performance criteria, in terms of net recurring revenue, during three annual periods, as specified in the 'additional purchase price' clause of the agreement, additional cash consideration will be receivable. At the time of the sale, no amount was considered for this contingent consideration.

25. Contingencies

Towards 31 December 2019, there were no significant changes in the judicial processes.

26. Events after the reporting period

No events worthy of note happened until the date of conclusion of this report.

27. Note added for translation

These financial statements are a translation of financial statements originally issued in Portuguese. In the event of discrepancies, the Portuguese language version prevails.

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II. SECURITIES ISSUED BY THE COMPANY AND OTHER GROUP COMPANIES, HELD BY BOARD MEMBERS

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Share Capital Total
Number of
Shares /
Quotas
Number of
Shares /
Quotas held
by Board
Members at
31.12.19
Transactions Number of
Shares /
Quotas held by
Board
Members at
30.06.20
% held by
Board
Members
at
30.06.20
Novabase S.G.P.S., S.A. 54,638,426 € 31,401,394 12,652,542 0 12,652,542 40.3%
HNB - S.G.P.S., S.A. (a) 10,501,589 0 10,501,589 33.4%
Pedro Miguel Quinteiro Marques de Carvalho 2,097,613 0 2,097,613 6.7%
Francisco Paulo Figueiredo Morais Antunes 30,335 0 30,335 0.1%
María del Carmen Gil Marín 23,001 0 23,001 0.1%
Luís Paulo Cardoso Salvado 1 0 1 0.0%
João Nuno da Silva Bento 1 0 1 0.0%
Álvaro José da Silva Ferreira 1 0 1 0.0%
José Afonso Oom Ferreira de Sousa 1 0 1 0.0%
Paulo Jorge de Barros Pires Trigo 0 0 0 0.0%
Marta Isabel dos Reis da Graça Rodrigues do Nascimento 0 0 0 0.0%
NBASIT - Sist. Inf e Telecomunicações, S.A. 47,500,000 AOA 100,000 800 0 800 0.8%
Álvaro José da Silva Ferreira 400 0 400 0.4%
Luís Paulo Cardoso Salvado 200 0 200 0.2%
Francisco Paulo Figueiredo Morais Antunes 200 0 200 0.2%
CelFocus, S.A. 100,000 € 100,000 2 (2) 0 0.0%
José Afonso Oom Ferreira de Sousa 1 (1) 0 0.0%
Paulo Jorge de Barros Pires Trigo 1 (1) 0 0.0%
FeedZai, S.A. 170,154 € 21,768,183 112,500 0 112,500 0.5%
Pedro Miguel Quinteiro Marques de Carvalho 112,500 0 112,500 0.5%

Novabase reports as directors the company HNB - S.G.P.S., S.A. and the members of the board of directors of the Company.

DETAIL ON SECURITIES ISSUED BY THE COMPANY AND OTHER GROUP COMPANIES, HELD BY BOARD MEMBERS OF NOVABASE S.G.P.S.

(a) José Afonso Oom Ferreira de Sousa, Luís Paulo Cardoso Salvado, Álvaro José da Silva Ferreira and João Nuno da Silva Bento are the only shareholders of HNB - S.G.P.S., S.A., where they hold management positions.

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STATEMENT OF COMPLIANCE

NOVABASE S.G.P.S., S.A.

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Statement of the Board of Directors (Free translation from the original version in Portuguese) SIGNED ON THE ORIGINAL

Pursuant to the terms of sub-paragraph c), paragraph 1 of article 246 of the Portuguese Securities Code, the members of the Board of Directors of Novabase, Sociedade Gestora de Participações Sociais, S.A., below identified declare, in the quality and scope of their duties as referred to therein, that, to the best of their knowledge and based on the information to which they had access within the Board of Directors:

(i) the information contained in the condensed consolidated interim financial statements and all other accounting documentation required by law or regulation, regarding the period of six months ended 30 June 2020, was prepared in compliance with the applicable accounting standards and gives a true and fair view of the assets and liabilities, financial position and results of Novabase S.G.P.S., S.A. and the companies included in the consolidation perimeter; and

(ii) the interim management report faithfully states the evolution of the businesses, of the performance and of the position of Novabase S.G.P.S., S.A. and the companies included in the consolidation perimeter, containing namely an accurate description of the main risks and uncertainties which they face.

Lisbon, 17 September 2020

Chairman of the Board of Directors Luís Paulo Cardoso Salvado

João Nuno Bento Executive member of the Board of Directors and CEO

Executive member of the Board of Directors and Value Portfolio COO Álvaro José da Silva Ferreira

Francisco Paulo Figueiredo Morais Antunes Executive member of the Board of Directors and CFO

María del Carmen Gil Marín Executive member of the Board of Directors and Value Portfolio COO

Paulo Jorge de Barros Pires Trigo Executive member of the Board of Directors and Next-Gen COO

José Afonso Oom Ferreira de Sousa Non-Executive member of the Board of Directors

Non-Executive member of the Board of Directors Pedro Miguel Quinteiro Marques de Carvalho

Marta Isabel dos Reis da Graça Rodrigues do Nascimento Non-Executive member of the Board of Directors

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