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Estoril-Sol S.A.

Interim / Quarterly Report Aug 30, 2018

1927_ir_2018-08-30_4a1b3232-59b3-4aca-819a-0f7a9772a890.pdf

Interim / Quarterly Report

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$ESTORIL- SOL \qquad \text{REPORT} \ \textcircled{\$ ACCOUNTS} \qquad \text{2018} \text{ 1S}$

Contents

  • Governing Bodies 07
  • Management Report 08
  • Appendix to the Management Report 18
  • Holders of Qualified Shareholdings 19
  • Financial Statements 21
  • Notes to the Financial Statements 26

GOVERNING BODIES

BOARD OF THE ANNUAL GENERAL MEETING

Chairman Pedro Canastra de Azevedo Maia

Deputy Chairman Tiago Antunes da Cunha Ferreira de Lemos

Secretary Marta Horta e Costa Leitão Pinto Barbosa

BOARD OF DIRECTORS

Chairman Stanley Hung Sun Ho

Deputy Chairmen Mário Alberto Neves Assis Ferreira Patrick Wing Ming Huen

Members Pansy Catilina Chiu King Ho Ambrose Shu Fai So Man Hin Choi António José de Melo Vieira Coelho Vasco Esteves Fraga Jorge Armindo de Carvalho Teixeira Calvin Ka Wing Chann Miguel Dias Urbano de Magalhães Queiroz

REMUNERATION COMMITTEE

Pansy Catilina Chiu King Ho Jorge Armindo de Carvalho Teixeira Calvin Ka Wing Chann

ADVISORY BOARD

Chairman Rui José da Cunha

STATUTORY AUDITOR

Deloitte & Associados, SROC, S.A. Represented by Pedro Miguel Argente de Freitas e Matos Gomes

AUDIT BOARD

Chairman Manuel Maria Reis Boto

Deputy-Chairmen Vitor Pratas Sevilhano Ribeiro Paulo Ferreira Alves

Alternate Lisete Sofia Pinto Cardoso

COMPANY SECRETARY

Secretary Carlos Alberto Francisco Farinha

Alternate Artur Conde de Magalhães Mateus

|1. THE COMPANY

Estoril-Sol, S.A. was incorporated on June 25, 1958 and its company object is "the operation of the gambling concession, on an exclusive basis, in the Estoril permanent area, including other related trade and industries".

On March 18, 2002, Estoril-Sol, S.A. modified its legal status to "Holding Company, S.G.P.S.", Public Corporation, thereby no longer directly conducting any business activities, and such business is now to be conducted by various associated undertakings which have been incorporated for this purpose.

The Company held indirectly through subsidiaries interests in the tourism sector, in particular, in gaming activities at casinos. The Company owns the Game Concessions of Estoril (Casino do Estoril and Casino Lisboa) and Póvoa de Varzim. Since July 2016 the Company also began exploring the online gambling activity and sports betting through one of its subsidiaries.

During the first semester of the year we monitor regularly and in detail the current management of the subsidiaries, giving particular attention and support to streamline processes and control costs.

2. CAPITAL SOCIAL, ACÇÕES E DIVIDENDOS

At 30th June 2018, the share capital of Estoril-Sol, S.G.P.S., S.A. was 59.628.420 Euros, represented by 11.993.684 shares with a nominal unit value of 5 (five).

At the time this report was prepared, Estoril-Sol, S.G.P.S., S.A. held 62.565 treasury shares, with no trading taking place during the financial year.

During the current year, the Company, did not sold or acquired own shares.

The Company's shares are listed on the Lisbon Stock Exchange since February 14, 1986.

In June 2018 the Company paid a dividend of € 0,385 per share related to the year 2017.

The price and trading volume of Estoril-Sol, S.G.P.S., S.A. securities, on the dates of reporting to the market during the first semester of 2018 were according table 02.

As at June 30th, 2018 the Company had two reference shareholders, which control 90,46% of the share capital, as infographics 03.

|3. ESTORIL-SOL GROUP

On June 30th, 2018, Estoril-Sol, S.G.P.S., S.A. had the following stakes in the following subsidiaries:

ESTORIL-SOL (III) - TURISMO ANIMAÇÃO E JOGO, S.A.

Incorporated on 26 July 2001, headquartered in Estoril, the social object of which is the operation of games of chance in areas where this is permitted by law and, in addition, may also operate in the tourism, hotel, restaurant and entertainment industries, as well as providing consultancy services in those areas of activity. This company operates the Estoril and Lisbon Casinos. Its share capital of EUR 34,000,000 is 100% held by Estoril-Sol, S.G.P.S., S.A..

02 Date for disclosing Estoril-Sol, S.G.P.S., S.A., information:

DISCLOSURE DATE QTD PRICE (EUR)
Open High Low Close
Results 2017 04/30/18 2298 12,20 12,20 12,20 12,20
Results 2018 1
st Q
05/30/18 5 12,30 12,30 12,30 12,30
Dividends Payment 06/22/18 25 11,90 11,90 11,90 11,90

03 Company Shareholders

  • Finansol, Sociedade de Controlo, S.G.P.S., S.A..
  • Amorim, Entertainment e Gaming International, S.G.P.S., S.A..
  • Other Shareholders
  • Treasury Shares

ESTORIL-SOL DIGITAL ONLINE GAMING PRODUCTS AND SERVICES, S.A.

With a Share Capital of EUR 500.000 is 50% held by Estoril-Sol (III) –Turismo, Animação e Jogo, S.A.. The Company was founded in September 2015 in order to apply for an online gaming license. The license was issue during July 2016 and the Company immediately started exploring the online gambling activity. During the course of 2017, in August, the company also obtained a license for online sports betting, activity that began on August 6th, 2017. Within the online gaming activities, which is carried out through Estoril-Sol Digital, Online Gaming Products and Services, S.A, a subsidiary company of Estoril-Sol (III) – Turismo, Animação e Jogo, S.A., a company owned by the issuer (Estoril-Sol, S.G.P.S., S.A.), signed with Vision Gaming Holding Limited, a company based in Malta, an association agreement, through which it holds a minority interest, corresponding to 49.9998% of the share capital of Estoril-Sol Digital, keeping the Estoril-Sol (III) S.A. most of the capital and votes in that company (Estoril-Sol Digital, Online Gaming Products and Services, S.A.).

VARZIM SOL - ANIMAÇÃO, TURISMO E JOGO, S.A. headquartered in Póvoa de Varzim,

04 Game Revenue, 1st Semester 05 Game Revenue per Casino in 2017 and 2018

has the social object, in particular, of operating the gambling concession of Póvoa de Varzim. This company operates the Póvoa de Varzim Casino. It has a share capital of EUR 33.650.000, 100% held by Estoril-Sol, S.G.P.S., S.A..

ESTORIL SOL (V) INVESTIMENTOS IMOBILIÁRIOS, S.A.

Its share capital of EUR 50,000 is fully paid up by Estoril-Sol, S.G.P.S., S.A.. The Company is now idle, but owns a site located on maritime land in the parish of Ericeira.

DTH - DESENVOLVIMENTO TURÍSTICO E HOTELEIRO, S.A.

With a share capital of EUR 2,429,146, is 100% held by Estoril-Sol, S.G.P.S., S.A.. It owns a plot of land in Monte Estoril, where the former Miramar Hotel stood.

ESTORIL-SOL IMOBILIÁRIA, S.A.

With a share capital of EUR 7,232,570, it is 100% owned by Estoril-Sol, S.G.P.S., S.A.. Its social object is the construction, promotion, management and sale of tourist complexes and real estate.

ESTORIL-SOL

INVESTIMENTOS HOTELEIROS, S.A.

With a share capital of EUR 10,835,000 is 90% held by Estorio-Sol, S.G.P.S., S.A., with the remaining 10% being held by the company itself.

ESTORIL SOL E MAR INVESTIMENTOS IMOBILIÁRIOS, S.A.

With a share capital of EUR 1.286.000, is fully paid up by Estoril-Sol, S.G.P.S., S.A..

4. ESTORIL-SOL FINANCIAL ANALYSIS 1ST SEMESTER SUMMARY

GAME REVENUES

During the first semester of 2018 the total gross game revenues of the Estoril-Sol Group (territorial and online) amounted to 108,4 million Euros, with an overall growth of 7,8%. The territorial game showed a growth rate of 2,5% and online gaming revenues grew 75% driven by sports bets non-existent in the first semester of 2017. Game revenues detailed by casino in the graphics 04 and 05.

GROUP CONSOLIDATED RESULTS

In the first semester of 2018 the Group's Consolidated EBITDA increased by 1,5% and amounted to Euro 20,3 million Euros.

As at 30th June 2018 the Group reported positive consolidated net results of 10,1 million Euros 06.

PERFORMANCE BY SEGMENT/CASINO

In the first semester of 2018 all casinos achieved positive operational results (EBITDA), being Casino da Póvoa the only one to present negative net income during the first semester. In 2017 Casino Estoril still had negative net results.

Despite revenue growth, Online Casino has worsened its performance compared to the previous year due to strong marketing investments related to the operation of sports betting 07.

CAPEX

The Group's investment remains in line with previous years, with the exception of the first semester of 2017, when investments for the renewal of gaming equipment were anticipated for the first half of the year. In the first semester of 2018, the Group made investments totaling 1 million Euros— see 08.

FINANCIAL DEBT

In a concerted effort to financial stability and less dependence on third parties, the Group has consistently reduced its bank debt, this reduction

06 EBITDA/Consolidated NET Result

07 EBITDA/Net Result

(Million Euros)

08 Capex

(Million Euros)

09 Financial Debt

(Million Euros)

resulted in a significant decrease in financial costs incurred by the Group. By the end of June 2018 the Group bank debt was 2,5 million Euros — see infographic 09.

5. FINANCIAL ANALYSIS CONSOLIDATED ACCOUNTS

TERRITORIAL

In Portugal, the gambling activity in land based casinos is developed by five business groups that exploit, under a public concession, the twelve casinos existing in the national territory. In March 2017 the Casino of Ponta Delgada in the Azores started its activity. To this date there's no information available related to game revenues of this casino. The Estoril-Sol Group, through its subsidiaries, operates three of the four biggest casinos in Portugal, accounting for 63% of net income generated by the activity in Portugal.

Revenues from gambling in Portugal during the first semester of 2018 amounted to approximately 152 million Euros, an increase of 3,8% compared to last year.

In the same period the Group land base game revenues achieved 95,6 million Euros, an increase of 2,5% - 10.

ONLINE

On the 28th June 2015 the online gambling regulation approved by decree-law 66/2015 entered into force.

The issue of the first license occurred one year later, in May 2016, it was a sports betting license.

The second license issued by the Turismo de Portugal took place in July 2016 and also for sports betting. In July 2016 the first online casino

license (slot machines, roulette and blackjack) was issued. This license was granted to the Estoril-Sol Group on July 25th, 2016, and the Group started operations on the same day. Since then five more licenses have been issued, totaling to this date six online casino licenses allotted. In August 2017 the Estoril-Sol Group obtained a license to operate online sports betting, and immediately started the operation.

As at 30th June 2018, there are seven operators to explore thirteen online game licenses — 11.

During the first semester of 2018, online gambling in Portugal generated gross revenues (amount of bets after deducting the premiums paid) in the overall amount of 70,2 million Euros. The sports betting segment accounts for 54% of the market value and generated gross revenues of 37,9 million Euros. Casino Games, including slot machines, roulette and blackjack, represent 37% of the market and generated gross revenues of 25,7 million Euros. Poker generated revenues of 6,6 million Euros corresponding to 9% of all online bets — 12.

The Estoril-Sol Group on June 30th, 2018 holds two valid licenses, a license to operate online casino games, namely, slot machines, roulette and blackjack, and a second license that allows to operate the sports betting segment. During the first semester of 2018 Estoril-Sol recorded online gaming revenues of 16,3 million Euros, from which 11,2 million Euros relating to online casino games and 5,1 million Euros relating to online sports betting — see infographic 13.

CONSOLIDATED ACCOUNTS

During the first semester of 2018, the Group recorded combined gross game revenues, territorial and online, of 108,4 million Euros, with an overall growth of 7,7%. Net from gaming taxes, the Group's total game revenues amounted to 52,2 million Euros, an increase of 4,8% over the 49,8 million Euros achieved in the first semester of the previous year.

The other operating revenues of Estoril-Sol, restaurant and entertainment, increased by 3,3% to 4,5 million Euros. The Group's 6,9% increase in operating costs reflects the Group's investment in streamlining and increasing the entertainment, leisure and restaurant offer in the casinos, but mainly reflects the strong investment in marketing and advertising carried out by the Group in the first semester of 2018 related with the online casino operation.

This strong commitment and investment during the first quarter of 2018, in line with the investment policy also adopted during the last year, proved to be essential to obtain the good results of this new operation, the online casino.

Estoril-Sol Group slightly improved its operating results and reached for the first semester of 2018 a positive EBITDA of 20,3 million Euros.

In a concerted effort to financial stability and less dependence on third parties, the Group has been successively reducing its bank debt. This reduction resulted in a significant decrease in financial costs incurred by the Group Estoril-Sol, a decrease of 48% over the first six months of 2018 compared to same period last year. Estoril-Sol supported almost 0,4 million Euros with loan interests during the first semester of 2018.

The Consolidated Net Profit in the first semester of 2018 was positive by 10,1 million Euros compared with earnings of 9,7 million Euros in the previous year.

Of these 10,1 million Euros, 8,7 million Euros belong to the shareholders of Estoril-Sol, S.G.P.S., S.A., and the remainder held by minority and non-controlling interests — 14.

10 Game Revenues - Territorial

12 Online Gambling Revenue 1st Semester 2017 and 2018

13 Casino and Sports betting

14 Consolidated Income Statement

June 2018 June 2017 Var. %
Gaming Revenue 108 449 602 100 688 406 7,7%
Special Gaming Tax -56 200 430 -50 821 114 a)
Effective Tax Rate 52% 50%
Game Revenue - Net 52 249 172 49 867 291 4,8%
Other Revenue (F&B/Entertainment) 4 501 581 4 356 801 3,3%
Operating Costs -36 460 873 -34 093 319 6,9%
EBITDA 20 289 880 20 130 773 0,8%
Amortization and Depreciation -9 760 198 -9 495 975 2,8%
Financial Costs -406 727 -776 295 -48%
Income Tax (IRC) -3 500 -58 614 -
Consolidated Net Result Revenue 10 119 455 9 799 890 3%
Equity Holders of the Parent Company 8 719 254 7 862 793 -
Non-controlling interests 1 400 200 1 937 097 -
10 119 455 9 799 890 -

a) Includes the amounts recorded in "Gaming taxes" as "Special Gaming tax (current)" and "Annual gaming tax (difference to minimum grant)"

|6. RELEVANT FACTS

During the first quarter of 2013, after a unanimous vote taken at the headquarters of the Portuguese Association of Casinos as well as within the Board of Estoril-Sol, the operating companies from the Group Estoril-Sol, have filed lawsuits against the State in which they seek to be restored the financial balance of Gaming Concessions.

Such a claim is founded, among other reasons, because the State, through its actions and omissions has given rise to changes in circumstances that were the basis for the negotiation of the gaming concessions.

Of them highlights the fact that it was assumed for tax basis a continuing and significant increase of gaming revenue throughout the concession period.

Despite not having checked this proposition due to the economic climate and as a result of the State attitude in relation to online gambling and illegal gambling, among others, it continued to require them to pay very high taxes, calculated on revenue that the Concessionaires did not obtain.

Thus, remained no alternative to the Concessionaires that was not to challenge with the competent Administrative and Fiscal Courts the settlements of tax to which they were presented, and for that purpose submit the necessary judicial guarantees.

However by the time of approval of this report, and despite the fact that all tax settlements were contested by the Group, all taxes are without exception, or paid or its payment was legally postponed under Decree-Law 1/2015, and for this reason the Group Estoril-Sol does not have any overdue debt related with game taxes (notes 15 and 16 to the consolidated accounts).

|7. SUBSEQUENT FACTS

Between the 30th of June 2018 and the date of this report, no relevant facts occurred that could materially affect the financial position and the future results of Estoril-Sol, S.G.P.S.,S.A. and the other Companies of the Group.

8. STATEMENT OF THE BOARD OF DIRECTORS

Within the terms of paragraph c) nº1 of article 246 of Portuguese Securities Code, we hereby inform you that to the best of our knowledge:

• The information contained in the interim management report is a faithful statement of the evolution of the business, of the performance and of the position of Estoril-Sol, S.G.P.S., S.A., and the companies included within the consolidation perimeter, and contains a description of the main risks and uncertainties which they face;

• The information contained in the consolidated financial statements, as well as their annexes, was produced in compliance with the applicable accounting standards and gives a true and fair view of the assets and liabilities, the financial situation and the results of Estoril-Sol, S.G.P.S., S.A. and the companies included in the consolidation perimeter.

THE BOARD OF DIRECTORS

Chairman Stanley Hung Sun Ho

Vice-Chairmen

Mário Alberto Neves Assis Ferreira Patrick Wing Ming Huen

Directors

Pansy Catilina Chiu King Ho Ambrose Shu Fai So Man Hin Choi António José de Melo Vieira Coelho Vasco Esteves Fraga Jorge Armindo de Carvalho Teixeira Calvin Ka Wing Chann Miguel António Dias Urbano de Magalhães Queiroz

APPENDIX TO THE MANAGEMENT REPORT

Information regarding the securities issued by Estoril-Sol, S.G.P.S, S.A., and by companies with which the Company is in controlling or group relationship, which are owned by the members of the Corporate Offices of the Company on 30th June 2018.

Nr. shares
31 Dec 2017
Date Value
(€/share)
Nr. shares
purchased
Nr. shares
sold
Nr. shares
30 June 2018
Board of Directors
Stanley Hung Sun Ho 135 662 - - - - 135 662
Mário Alberto Neves Assis Ferreira 601 - - - - 601
Patrick Wing Ming Huen 55 000 - - - - 55 000
Pansy Catilina Chiu King Ho 0 - - - - 0
Ambrose Shu Fai So 50 000 - - - - 50 000
Man Hin Choi 527 - - - - 527
António José de Melo Vieira Coelho 0 - - - - 0
Vasco Esteves Fraga 608 - - - - 608
Jorge Armindo de Carvalho Teixeira 0 - - - - 0
Calvin Ka Wing Chann 1 000 - - - - 1 000
Miguel António Dias Urbano de Magalhães Queiroz 0 - - - - 0
Advisory Board
Rui José da Cunha 12 300 - - - - 12 300
Audit Board
Manuel Maria Reis Boto 0 - - - - 0
Vitor Pratas Sevilhano Ribeiro 0 - - - - 0
Paulo Ferreira Alves 0 - - - - 0
Lisete Sofia Pinto Cardoso 0 - - - - 0
Statutory Auditor
Pedro Miguel Argente de Freitas e Matos Gomes 0 - - - - 0

HOLDERS OF QUALIFIED SHAREHOLDINGS

FINANSOL, SOCIEDADE DE CONTROLO, S.G.P.S., S.A.

On 30th June 2018, Estoril-Sol, S.G.P.S., S.A. held 62.565 treasury shares, and as Finansol - Sociedade de Controlo, S.G.P.S., S.A., on 30th June 2018, held 6.930.604 shares of Estoril-Sol, S.G.P.S., S.A., it was a direct holder of 57,79% of the share capital and 58,09% of the voting rights.

The members of the Board of Directors and of the Advisory Board of the Companies which are controlled by or grouped under Estoril-Sol, held 255,698 shares of Estoril-Sol, S.G.P.S., S.A., corresponding to 2,1% of the share capital and voting rights.

Therefore, in overall terms, the direct and indirect stake of Finansol in the capital of Estoril-Sol is 57,79%, and 60,23% to the voting rights.

AMORIM ENTERTAINMENT E GAMING INTERNATIONAL, S.G.P.S, S.A.

On 30th June 2018, Estoril-Sol, S.G.P.S., S.A. held 62.565 treasury shares, and, as Amorim – Entertainment e Gaming International, S.G.P.S., S.A. held 3.917.793 shares, this company was a direct holder of 32,67% of the share capital and 32,84% of the voting rights of Estoril-Sol, S.G.P.S., S.A..

Mr. José Américo Amorim Coelho, held 34,915 shares of Estoril-Sol, S.G.P.S., S.A., corresponding to 0,29% of the share capital and voting rights.

Therefore, in overall terms, the direct and indirect stake of Amorim – Entertainment e Gaming International, S.G.P.S., S.A. in the share capital of Estoril-Sol, S.G.P.S., S.A. was, on 30th June 2018, 32,67% and 33,13% of the voting rights.

FINANCIAL STATEMENTS

CONSOLIDATED STATEMENTS OF THE FINANCIAL POSITION ON JUNE 30TH, 2018 AND DECEMBER 31ST, 2017

Amounts in Euros

Notes June 2018 December 2017
ASSETS
NON-CURRENT ASSETS:
Tangible fixed assets:
Reversible to the State 33 421 470 38 750 376
Not reversible to the State 53 949 233 54 433 315
Tax deductions on investments (13 417 636) (15 630 596)
73 953 067 77 553 095
Intangible assets 10 33 145 669 38 465 150
Investment properties 190 468 193 244
Other non current assets 38 312 30 515
TOTAL NON-CURRENT ASSETS 107 327 516 116 242 004
CURRENT ASSETS
Inventories 6 934 480 6 916 994
Accounts receivable - trade 446 338 404 291
Current tax assets 31 650 29 100
Other current assets 2 199 706 1 451 600
Cash and cash equivalents 11 26 962 924 24 998 841
TOTAL CURRENT ASSETS 36 575 098 33 800 826
TOTAL ASSETS 143 902 615 150 042 830
EQUITY AND LIABILITIES
EQUITY
Capital 59 968 420 59 968 420
Treasury shares (708 306) (708 306)
Share issue premiuns 960 009 960 009
Legal Reserves 7 688 178 7 154 428
Other Reserves and Retained earnings 12 10 760 302 5 209 045
Consolidated net profit 17 8 719 254 10 675 008
Equity attributable to the holders of the Parent Company 87 387 858 83 258 604
Equity attributable to non-controlling interests 13 2 598 867 3 268 850
TOTAL EQUITY 89 986 725 86 527 454
LIABILITIES
Non-current Liabilities
Other non-current liabilities 15 3 734 424 3 734 424
Provisions 7 777 809 8 364 036
Total Non-current Liabilities 11 512 233 12 098 460
Current Liabilities
Financial debt 14 2 509 445 6 009 432
Current tax liabilities - 114 496
Other current liabilities 15 39 894 211 45 292 988
Total Current Liabilities 42 403 656 51 416 916
TOTAL LIABILITIES 53 915 890 63 515 376
TOTAL EQUITY AND LIABILITIES 143 902 615 150 042 830

The notes form an integral part of these financial statements.

CONSOLIDATED INCOME STATEMENT OF THE YEARS PERIODS ENDED ON 30TH JUNE, 2018 AND 2017

Amounts in Euros

Notes 30 June 2016 30 June 2017 2nd Quarter 2018 2nd Quarter 2017
REVENUE
Gaming revenues 6 108 449 602 100 688 406 54 430 838 50 792 203
Gaming taxes 6 (56 200 430) (50 821 114) (28 480 899) (25 882 164)
52 249 172 49 867 292 25 949 939 24 910 039
Other operating revenue 6 4 501 581 4 356 801 2 196 259 2 177 670
56 750 753 54 224 093 28 146 198 27 087 709
OPERATING EXPENSES
Cost of sales (1 391 173) (1 394 472) (695 008) (690 426)
Supplies and external services 7 (17 211 317) (15 568 540) (8 935 949) (7 581 017)
Wages and salaries 8 (16 666 807) (15 876 411) (8 370 373) (8 025 391)
Depreciation and amortization (9 760 198) (9 938 400) (4 866 886) (4 958 591)
Impairments - accounts receivable ((increases)/reversals) 450 150 150 150
Provisons ((increases)/reversals) (41 409) 442 425 (41 409) 442 425
Impairment of non-depreciable/amortizable investments - 2 757 - 2 802
Other operating expenses (1 150 618) (1 256 803) (514 200) (589 770)
Total operating expenses (46 221 071) (43 589 294) (23 423 674) (21 399 818)
INCOME BEFORE FINANCIAL RESULTS AND TAXES 10 529 682 10 634 799 4 722 524 5 687 891
FINANCIAL (LOSSES) AND GAINS
Financial losses 9 (436 936) (798 715) (210 576) (388 512)
Financial gains 9 30 209 22 419 17 437 10 768
(406 727) (776 296) (193 138) (377 744)
Income before taxes 10 122 955 9 858 504 4 529 385 5 310 147
Income taxes (3 500) (58 614) (3 500) (58 614)
CONSOLIDATED NET INCOME 17 10 119 455 9 799 890 4 525 885 5 251 533
Attributable to:
Equity holders of the Parent Company 8 719 254 7 862 793 3 761 412 4 336 106
Non-controlling interests 13 1 400 200 1 937 097 764 473 915 427
10 119 455 9 799 890 4 525 885 5 251 533
Net result per share
Basic and diluted 17 0,73 0,66 0,32 0,36

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE PERIODS ENDED 30TH JUNE 2018 AND 2017

Amounts in Euros

Share
Capital
Treasury
Shares
Issue
Premiums
Legal
Reserve
Other
Reserves and
Retained
Earnings
Consolidated
Net Result
of the Year
Total Non
Controlling
Interests
(Note 13)
Total
Equity
Balance at 01st January 2017 59 968 420 (708 306) 960 009 6 821 678 2 987 819 6 554 939 76 584 559 1 148 165 77 732 724
Application of the consolidated net profit of the year
ended 31st December 2016
- - - 332 750 2 229 226 (6 554 939) (3 992 963) - (3 992 963)
Consolidated Other Comprehensive Income (OCI)
of the period ended 30th June 2017
- - - - - 7 862 793 7 862 793 1 937 097 9 799 890
Balance at 30th June 2017 59 968 420 (708 306) 960 009 7 154 428 5 217 045 7 862 793 80 454 389 3 085 267 83 539 656
Balance at 01st January 2018 59 968 420 (708 306) 960 009 7 154 428 5 209 045 10 675 008 83 258 604 3 268 850 86 527 454
Application of the consolidated net profit of the year
ended 31st December 2017
- - - 533 750,00 5 551 258 (10 675 008) (4 590 000) - (4 590 000)
Dividends paid to
Non-controlling interests
- - - - - - - (2 070 185) (2 070 185)
Consolidated Other Comprehensive Income (OCI)
of the period ended 30th June 2018
- - - - - 8 719 254 8 719 254 1 400 200 10 119 455
Balance at 30th June 2018 59 968 420 (708 306) 960 009 7 688 178 10 760 302 8 719 254 87 387 858 2 598 868 89 986 726

The notes form an integral part of these financial statements.

CONSOLIDATED CASH FLOW STATEMENTS FOR PERIODS ENDED 30TH JUNE 2018 AND 2017

Amounts in Euros

Notes 30 June 2018 30 June 2017 2nd Quarter 2018 2nd Quarter 2017
OPERATING ACTIVITIES
Receipts from clients 111 629 409 103 513 414 55 628 588 52 340 633
Payments to suppliers (19 388 568) (18 544 454) (8 854 536) (8 427 494)
Payments to staff (15 289 235) (14 012 022) (8 008 724) (7 136 638)
Cash flow generated by operations 76 951 606 70 956 939 38 765 328 36 776 501
Payment of income tax (118 976) (117 858) (115 399) (114 954)
Payment of Special Gaming tax (59 074 860) (53 923 570) (21 618 066) (20 112 864)
Other payments relating to the operating activity (2 370 877) (2 448 613) (1 298 087) (687 214)
Cash flow from operating activities (1) 15 386 893 14 466 898 15 733 777 15 861 469
INVESTING ACTIVITIES
Receipts from:
Interest and similar income 20 088 21 979 11 423 10 540
20 088 21 979 11 423 10 540
Payments in respect of:
Tangible fixed assets (1 420 106) (3 690 771) (491 437) (2 377 855)
(1 420 106) (3 690 771) (491 437) (2 377 855)
Cash flow from investment activities (2) (1 400 018) (3 668 792) (480 014) (2 367 315)
FINANCING ACTIVITIES
Receipts from:
Bank loans obtained 320 743 022 181 802 592 146 150 107 89 984 808
320 743 022 181 802 592 146 150 107 89 984 808
Payments in respect of:
Bank loans repaid (324 016 322) (182 190 976) (156 597 607) (95 355 902)
Loans from related parties (1 700 000) - (1 000 000) -
Interest and similar costs (395 062) (757 751) (146 910) (316 136)
Dividends (6 654 430) (3 988 812) (6 654 430) (3 988 812)
(332 765 814) (186 937 539) (164 398 946) (99 660 850)
Cash flow from financing activities (3) (12 022 792) (5 134 947) (18 248 839) (9 676 042)
Variation in cash and cash equivalents (4)=(1)+(2)+(3) 1 964 083 5 663 159 (2 995 076) 3 818 112
Cash and cash equivalents at the start of the period 11 24 998 841 13 573 389 29 958 000 15 418 436
Cash and cash equivalents at the end of the period 11 26 962 924 19 236 548 26 962 924 19 236 548

1. INTRODUCTION

The Estoril-Sol Group, through its subsidiary and associated companies (Note 4), conducts business in gaming, the restaurant sector, entertainment and also real estate.

Estoril-Sol, S.G.P.S, S.A. is the Holding Company of the Estoril-Sol Group ("Group") and the shares representing its share capital are admitted for trading on a regulated market - the Euronext – as such, on 1 January 2005 it was obliged to prepare Consolidated Accounts pursuant to article 3 of Regulation (EC) no. 1606/2002, of the European Parliament and of the Council, of 19 July, following the Portuguese government's publication of Decree Law no. 35/2005, article 11.

2. MAIN ACCOUNTING POLICIES

2.1. Bases of presentation

The attached financial statements were prepared on the assumption of the continuity of operations, based on the books and accounting records of the companies included in the consolidation (Note 4), adjusted to comply with the provisions of the IAS 34 as adopted in the European Union and should be read together with the consolidated financial statements for the year ended 31st December 2017.

The interim financial information now disclose was not subjected to an external audit or limited review.

3. JUDGMENTS OF VALUE, CRITICAL ASSUMPTIONS AND MAIN SOURCES OF UNCERTAINTY ASSOCIATED TO ESTIMATES

During the period ended on 30th June 2018, there were no changes in accounting policies in relation to those used in the preparation and presentation of the financial statements of the year ended on 31st December 2017, nor were any material errors recognised relating to previous periods, with the exception of the following:

IFRS 9 – Financial Instruments

In the context of the implementation of IFRS 9 - Financial Instruments by the Group, which replaced IAS 39, the impacts of adopting this standard were evaluated as of January 1, 2018, with effects reported as following:

Classification and measurement

All financial assets and liabilities will continue to be measured on the same basis as currently under IAS 39. In this way, the accounts receivable and payable from and to third parties and the financing/bank loans obtained will continue to be subsequently measured at amortized cost in scope of IFRS 9.

Impairment

Financial assets measured at amortized cost will be subject to impairment under IFRS 9.

With regard to other accounts receivable, the Board of Directors considers that these have a lowcredit risk considering the credit risk profile of those entities.

The application of the expected credit loss model did not have a significant impact on the amounts of impairment losses recognized in the Group's consolidated financial statements.

IFRS 15 – Revenues from contracts with costumers

The Group recognizes revenues from different businesses.

The Board of Directors made the following preliminary assessments:

Provision of services associated with the operation of casino gambling: With regard to services associated with the operation of casino gambling, the Group understands that the obligation to perform the service delivery, according to its nature, occurs at the moment in which the respective service is provided. It is expected that the timing of recognition of the single performance obligation of each of those services occurs at a specific point in time, also consistent with current practice, when control of the services provided is transferred to the customer.

Sales associated with the operation of casino games (namely entertainment and catering): As regards sales associated with the operation of casino games, in particular catering, the Group envisages that the performance obligation is fulfilled at the time when it transfers control of the goods at the time of delivery, and there are no other significant performance obligations to be fulfilled from that moment on. In this way, it is expected that the recognition of the respective revenue will occur at a moment in time, after the delivery of the services, similar to what the Group currently performs under IAS 18.

The Board of Directors believes that the application of IFRS 15 has no significant impact on the Group's consolidated financial position or consolidated financial performance.

4. COMPANIES INCLUDED IN THE CONSOLIDATION AND ASSOCIATE COMPANIES

4.1 Companies included in the consolidation

The companies included in the consolidation, their registered offices, the method of consolidation adopted and the proportion of the capital effectively held on 30th June 2018 and 31st December 2017 are the following:

Method of Effective percentage of the capital held
Name Head Office Consolidation June 2018 December 2017
Estoril-Sol, S.G.P.S., S.A. Estoril Integral Holding Co. Holding Co.
Estoril-Sol (III) - Turismo, Animação e Jogo, S.A. Estoril Integral 100% 100%
Varzim Sol - Turismo, Jogo e Animação, S.A. Póvoa de Varzim Integral 100% 100%
Estoril-Sol V - Investimentos Imobiliários, S.A. Estoril Integral 100% 100%
DTH - Desenvolvimento Turistico e Hoteleiro, S.A. Estoril Integral 100% 100%
Estoril-Sol Imobiliária, S.A. Estoril Integral 100% 100%
Estoril-Sol - Investimentos Hoteleiros, S.A. Estoril Integral 100% 100%
Estoril-Sol e Mar - Investimentos Imobiliários, S.A. Estoril Integral 100% 100%
Estoril-Sol Digital, Online Gaming Products and Services, S.A. (a) Estoril Integral 50% 50%

Within the online gaming activities, which is carried out through Estoril-Sol Digital, Online Gaming Products and Services, S.A, a subsidiary company of Estoril-Sol (III) – Turismo, Animação e Jogo, S.A., a company owned by the issuer (Estoril-Sol, S.G.P.S., S,A,), signed with Vision Gaming Holding Limited, a company based in Malta, an association agreement, through which it holds a minority interest, corresponding to 49.9998% of the share capital of Estoril-Sol Digital, keeping the Estoril-Sol (III) S.A. most of the capital and votes in that company (Estoril-Sol Digital, Online Gaming Products and Services, S.A.).

5. REPORTING BY SEGMENTS

The segments reportable by the Group are based on the identification of segments in line with the financial information that is reported internally to the Board of Directors and which supports the Board in its evaluation of the performance of the businesses and in taking decisions with regard to the allocation of the resources to be used. The segments identified by the Group for reporting by segments, are therefore consistent with the way in which the Board of Directors analyses its business, corresponding to:

  • the Estoril Gaming Concession the Estoril Casino and Lisbon Casino;
  • the Póvoa de Varzim Faming Concession the Póvoa Casino;
  • the Online gambling license to Casino Online and Sports Betting;
  • and "Others", essentially including the effect of the holding companies and of the other operating activities of the Group.
30 June 2018
Estoril Game Concession Póvoa Game
Concession
License for
Online Gambling
Estoril
Casino
Lisboa
Casino
Sub-Total Póvoa
Casino
Casino
Online
Other Total
Net Assets 25 832 322 73 155 289 98 987 612 23 491 836 12 168 141 9 255 026 143 902 615
Net Liabilities 8 428 744 16 305 604 24 734 348 18 747 608 6 970 385 3 463 549 53 915 890
Result of the segment 326 695 8 547 958 8 874 652 (1 112 602) 2 800 416 (443 012) 10 119 454
Investment assets:
Tangible fixed 640 198 374 280 1 014 477 13 096 14 968 - 1 042 541

On 30th June 2018 and 2017, the information by business segment, is as follows:

30 June 2017
Estoril Game Concession Póvoa Game
Concession
License for
Online Gambling
Estoril
Casino
Lisboa
Casino
Sub-Total Póvoa
Casino
Casino
Online
Other Total
Net Assets 31 792 214 77 783 991 109 576 205 39 327 117 7 876 450 4 098 908 160 878 680
Net Liabilities 17 061 858 24 072 746 41 134 605 28 820 266 1 705 914 5 678 239 77 339 024
Result of the segment (156 983) 8 504 056 8 347 072 (1 808 250) 3 874 196 (613 128) 9 799 890
Investment assets:
Tangible fixed 1 530 140 1 318 838 2 848 978 1 333 476 11 900 - 4 194 354

6. OPERATING INCOME BY NATURE

The consolidated operating income, in the periods ended on 30th June 2018 and 2017, is split in the following manner:

June 2018
Nature Estoril Game Concession Sub-Total Póvoa Game
Concession
License for
Online Gambling
Total
Estoril Casino Lisboa Casino Póvoa Casino Casino Online
Gaming revenues:
Slot Machines 23 799 278 34 153 701 57 952 979 18 579 346 9 401 110 85 933 435
Table based gaming 7 480 507 8 086 890 15 567 397 3 748 384 1 865 875 21 181 656
Sports betting - - - - 5 193 074 5 193 074
Bonuses and other fair value adjustments (107 746) (105 560) (213 306) 5 904 (3 651 161) (3 858 563)
31 172 039 42 135 031 73 307 070 22 333 634 12 808 898 108 449 602
Gaming taxes:
Special Gaming Tax (current) (15 639 893) (21 120 296) (36 760 189) (11 163 865) (5 820 250) (53 744 304)
Annual Gaming Tax (difference to minimum grant) - - - (2 456 125) - (2 456 125)
(15 639 893) (21 120 296) (36 760 189) (13 619 990) (5 820 250) (56 200 430)
Other operating revenues:
F&B and Entertainment 2 034 020 344 504 2 378 524 503 041 - 2 881 565
Tax deductions - Entertainment 567 825 422 406 990 231 451 371 - 1 441 602
Supplementary income 116 957 18 011 134 968 8 538 - 143 506
Other 1 246 33 663 34 908 - - 34 908
2 720 048 818 583 3 538 631 962 950 - 4 501 581
18 252 194 21 833 319 40 085 512 9 676 594 6 988 648 56 750 753
June 2017
Nature Estoril Game Concession Sub-Total Póvoa Game
Concession
License for
Online Gambling
Total
Estoril Casino Lisboa Casino Póvoa Casino Casino Online
Receitas de Jogo:
Máquinas 23 489 786 33 391 418 56 881 204 17 672 931 6 760 148 81 314 283
Bancados 7 223 125 8 119 626 15 342 751 3 742 422 1 625 245 20 710 418
Bónus e outros ajustamentos de valor (134 659) (120 125) (254 784) (51 113) (1 030 398) (1 336 295)
30 578 252 41 390 919 71 969 171 21 364 240 7 354 995 100 688 406
Impostos sobre o Jogo:
Imposto Especial de Jogo (15 356 456) (20 755 522) (36 111 979) (10 707 677) (1 601 635) (48 421 289)
Remanescente calculado sobre a contrapartida mínima - - - (2 399 824) - (2 399 824)
(15 356 456) (20 755 522) (36 111 979) (13 107 501) (1 601 635) (50 821 114)
Outras receitas operacionais:
Restauração, Animação e outros 1 983 731 330 353 2 314 084 486 151 - 2 800 235
Deduções fiscais - Animação 562 129 415 110 977 240 400 984 - 1 378 224
Rendimentos suplementares 148 445 18 512 166 957 10 296 - 177 254
Outros 833 0 832 256 - 1 088
2 695 138 763 974 3 459 113 897 687 - 4 356 801
17 916 935 21 399 371 39 316 305 9 154 427 5 753 360 54 224 093

Income from the segments comes from transactions with external customers. There are no transactions between segments. The accounting policies of each segment are the same as those of the Group.

7. EXTERNAL SUPPLIES AND SERVICES

In the periods ended on 30th June 2018 and 2017, external supplies and services were as follows:

June 2018 June 2017
Advertising 2 571 669 1 991 709
Gifts to customers 2 209 671 2 142 025
Subcontracts 1 841 885 1 907 803
Fees 1 572 414 611 037
Energy and other fluids 1 384 313 1 415 031
Cleaning and laundry 1 265 683 1 218 213
Conservation and repairs 1 180 921 1 206 730
Specialized work 1 069 239 1 050 789
Royalties 931 700 1 011 119
Surveillance and security 853 599 834 561
Financial services (comissions) 827 664 531 409
Rents 693 492 573 466
Insurance 206 379 376 580
Communication 173 071 268 902
Travel and hotels 132 499 123 574
Other 297 116 305 592
17 211 317 15 568 540

8. STAFF COSTS

In the periods ended on 30th June 2018 and 2017, staff costs were as follows:

June 2018 June 2017
Remuneration of governing bodies 1 455 569 1 453 615
Remuneration of staff 11 257 573 10 757 129
Indemnities 121 708 19 815
Charges on remuneration 2 906 603 2 780 343
Insurance 112 540 102 070
Social charges 618 938 580 951
Other 193 877 182 488
16 666 807 15 876 411

9. NET FINANCIAL COSTS

Financial costs and income for the periods ended on 30th June 2018 and 2017 is broken down as follows:

June 2018 June 2017
FINANCIAL COSTS
Interest borne:
Financing from banks (353 409) (713 987)
Finance and operating leasing (83 528) (84 728)
(436 936) (798 715)
FINANCIAL INCOME
Interests from bank deposits 10 121 -
Exchange gains 7 240 9 699
Other 12 848 12 720
30 209 22 419
NET FINANCIAL COSTS (406 727) (776 296)

10. INTANGIBLE ASSETS

The breakdown of intangible assets on 30th June 2018 and 31st December 2017 is as follows:

June 2018
Game Concession Gross Assets Accumulated
Amortization
Net Assets
Estoril Gaming Concession
Casino Estoril 153 576 455 (138 819 188) 14 757 268
Casino Lisboa 30 000 000 (24 727 093) 5 272 908
Póvoa Gaming Concession - Casino da Póvoa 77 034 109 (63 943 177) 13 090 932
260 610 564 (227 489 457) 33 121 107
Intangible assets - Online gaming license 38 000 (23 200) 14 800
Intangible assets - Online sports betting 14 000 (4 238) 9 762
260 662 564 (227 516 895) 33 145 669
June 2017
Game Concession Gross Assets Accumulated
Amortization
Net Assets
Estoril Gaming Concession
Casino Estoril 153 576 455 (135 726 693) 17 849 762
Casino Lisboa 30 000 000 (23 698 521) 6 301 479
Póvoa Gaming Concession - Casino da Póvoa 77 034 109 (62 753 095) 14 281 014
260 610 564 (222 178 309) 38 432 255
Intangible assets - Online gaming license 38 000 (17 200) 20 800
Intangible assets - Online sports betting 14 000 (1 905) 12 095
260 662 564 (222 197 414) 38 465 150

11. CASH AND CASH EQUIVALENTS

On 30th June 2018 and 31st December 2017, this caption was broken down as follows:

June 2018 June 2017
CASH 8 732 759 9 544 457
Bank deposits:
Immediately avaiable bank deposits 15 730 165 8 454 383
Long term deposits (a) 2 500 000 7 000 000
CASH AND CASH EQUIVALENTS 26 962 924 24 998 841

12. OTHER RESERVES AND RETAINED EARNINGS

The balance of this caption at 30th June 2018, corresponds to the value of the caption as at 31st December 2017 plus the net profit attributable to the parent company for the year 2017 applied in accordance with the Proposal for the Application of Profits for the year 2017.

13. NON-CONTROLLING INTERESTS

On 30th June 2018 and 31st December 2017, this caption was broken down as follows:

June 2018
Opening Balance Profit/(Loss)
of the period
Dividends Closing Balance
Estoril-Sol Digital 3 268 850 1 400 200 (2 070 182) 2 598 867
June 2017
Opening Balance Profit/(Loss)
of the period
Dividends Closing Balance
Estoril-Sol Digital 1 148 165 3 213 181 (1 092 496) 3 268 850

14. FINANCIAL DEBT

On 30th June 2018 and 31st December 2017, this caption was broken down as follows:

June 2018 June 2017
Nature of the financing Nominal Value Balance sheet value Nominal Value Valor em Balanço
Current financing:
Commercial paper - - 2 500 000 2 645 332
Current accounts 2 580 800 2 509 445 3 364 100 3 364 100
2 580 800 2 509 445 5 864 100 6 009 432
2 580 800 2 509 445 5 864 100 6 009 432

The average interest rates for financing, borne by the Group, including commissions and other charges, come within an interval of between 2% and 4,1%.

Some of the financing operations, mainly bank loans, include commitments to maintain certain financial ratios based on contractually negotiated limits (financial covenants).

These ratios are:

  • Net Debt/EBITDA;
  • Financial autonomy.

On the 30th June 2018 and 31st December 2017, these ratios were according the contractually negotiated limits.

Depending on the operating funds that are freed up, we feel the financial risk to which the associated undertakings are exposed is minimal, and the same understanding has prevailed in the examination carried out by financial institutions, as shown by the fact that assets guarantees are dispensed with for operations under contract.

The amount included in the column "Nominal value" corresponds to the contracted value that is still owing. The column "Balance sheet value" is added to the nominal value of financial charges already incurred but still not due, less interest and or commissions paid in advance.

15. OTHER CURRENT AND NON-CURRENT LIABILITIES

On 30th June 2018 and 31st December 2017, this caption was broken down as follows:

June 2018 December 2017
Other accounts payable - non-current:
Annual payment - Difference to minimum grant
Installments payment schedule - approved for 2014 (a) 3 734 424 3 734 424
3 734 424 3 734 424
Other accounts payable - current:
Current suppliers 6 699 183 6 999 707
Suppliers of investments 120 275 617 715
State and Public Sector
Annual gaming payment 9 124 898 14 076 910
Annual payment - Difference to minumum grant
Related to 2018 2 456 127 4 004 696
Installments payment schedule - approved for 2015 576 214 576 214
Installments payment schedule - approved for 2017 1 773 816 -
Special Gaming Tax (to be paid next month) 6 768 872 6 892 798
Social Security contribuitons 787 537 639 401
Other in favour of the State 612 545 776 983
Clients advance payments (b) 1 518 205 1 048 080
Charges with holidays payable 5 200 745 5 088 294
Responsabilities for accumulated gaming premiums (c) 2 019 544 1 965 104
Other 2 236 250 2 607 086
39 894 211 45 292 988

(a) These amounts are defined in payment plans approved by the Regulation and Inspection Service of Turismo de Portugal (SRIJ), which were being complied with, as follows:

  • Instalments payment schedule approved for 2014, that will be paid in three equal annual instalments of 1.244.808 Euros, on December 31st, 2019, 2020 and 2021.
  • Instalments payment schedule approved for 2015, that will be paid in three equal

annual instalments of 576.215 Euros, on December 31st, 2016, 2017 and 2018. The instalment due in 2017 is recorded as "Other accounts payable – current".

• Instalment payment schedule approved for the year 2017. In this plan the payment is defined in a single instalment with maturity on July 31st, 2018 and is recorded under the heading "other current liabilities".

(b) Clients advance payments: The value of "Clients advance payments" relate entirely to the online casino and refer to the balance of the internet website of the online casino, available for playing or withdraw at 31st March 2018.

(c) This amount is related with liabilities for accumulated gaming prizes. These liabilities are revised on a monthly basis, according to the accumulated prizes announced in the diverse gaming rooms of the Casinos run by the Group .

16. CONTINGENT LIABILITIES AND ASSETS, GUARANTEES AND COMMITMENTS

Contingent liabilities

In the normal course of its business, the Group is involved in several legal proceedings. In result of their nature and provisions and according to the opinion of legal advisors, the expectation is that, from the respective outcome, there will be no material effects that are not yet recognized in the financial statements as of June 30th, 2018 and December 31st, 2017. The most relevant processes are as follows:

The main situations are the following:

  • Differences in understanding between the Group and the Tax Authorities over Corporation Tax (IRC), relating to the years 2007, 2008, 2009 and 2010, with regard to the taxation of undocumented expenses incurred in the course of the gaming activity of subsidiaries that form part of the Group and which operate games of fortune as their main activity. During the year 2013 occurred the 1st instance verdict contrary to the allegations and convictions of the Group relating to the process for the years 2007 to 2009. It is the Company's belief, grounded in favourable opinions from legal advisers, that a final decision should be favourable, which is why the Group appealed to higher courts. On the date of these financial statements there are also previous legal decisions that are in the Group's favour, as well as judicial jurisprudence which is favourable to the Group on this matter. Even so, on this date the Group has bank guarantees provided in favour of the Finance Office of Cascais amounting to 7.197.635 Euros.
  • The Group carried out a collective dismissal in 2010 and 2013 in the Casinos of Lisbon, Estoril and Póvoa de Varzim in the terms established in the Law, which included 133 employees. Some of these employees brought up an action to the Court for annulment of the dismissal and reinstatement within the Group. The Group and the legal counsel responsible for the proceeding consider that there is a high probability to obtain a favourable outcome and, in result, the provision recorded corresponds only to the legal obligations the Group would have incurred with be paid ex-employees as compensation. The total amount claimed by these former employees amounts to approximately 3,492,000 Euros and at 30th June 2018 and 31st December 2017 the Group's financial statements present provisions to cover only the minimum required by law, in the amounts of, approximately 1,125,000 Euros and 1,817,000 Euros, respectively.
  • In 2011 Gastronomic Evolution Gestão de Restaurantes, Lda., a former concessionaire of three restaurants in Casino de Lisboa, filed a lawsuit against the Group requiring

compensation for loss of customers in relation to expectations that would have been previously generated. The total amount claimed amounts to 906,630 Euros, which is provisioned in the financial statements as of June 31st, 2018 and December 31st, 2017

  • On 30th June 2018 and 31st December 2017, the Group has been involved in various cases associated with interdicted players, alleging that the concessionaires have not complied with the prohibition order, at the entrance of the various Casinos operated, to which the same customers were subject, demanding a claim for compensation for the alleged non-compliance. The total amount claimed for the main proceedings of this nature at 31 March 2018 amounts to approximately 186,000 Euros. The Board of Directors, based on the opinion of its legal advisors and in view of the historic resolution of such cases, recognized in the financial statements as of June 30th and December 31st, 2018 and 2017, liabilities estimated at 147,000 Euros and 493,000 Euros, respectively.
  • In January 2009, a machine from Casino de Lisboa announced a fake Jackpot on a gaming machine of 4,232,774 Euros, and the customer involved, despite being informed about the machine error, filed a lawsuit against the Group to demand amount. The Board of Directors, supported by its legal advisors and the expert evidence prepared by the suppliers of those machines and by the Gaming Regulation and Inspection Service, where it is concluded that there has been a malfunction of the computer system which presented the prize, considers it is probable to obtain a favourable outcome for the Group, for which a provision of approximately 200,000 Euros was recorded.

Contingent Assets

In January 2013, the Group, together with other gambling concessionaires with gambling in Portugal, filed a lawsuit against the Portuguese State in order to restore the economic and financial rebalancing of the concession. This process includes the challenges of monthly special income taxes and the annual liquidations of 2012 to 2013, and the liquidations of the annual counterparts from 2014 to 2016, all settled in accordance with Decree-Law - nº 275/2001, so that, in the opinion of the legal and tax advisors of the Group, in the case of favourable decision on the referred objections, the liquidations will be refunded plus interest. In September 2016, the Administrative and Fiscal Court of Sintra ruled in favour of the Group on the unlawfulness of the clearance of the income tax payment of October 2013 on automatic machines and charged the Group with its share of responsibility for the value of court expenses, which for the actions involved in this proceeding were estimated as of approximately, 2,501,000 Euros. The Board of Directors, supported by the opinion of its legal and tax advisors, recognized the corresponding liability, considering the complaint presented on the amount of these court expenses, in the amount of 1,250,000 Euros.

Guarantees provided

On 30th June 2018 and 31st December 2017 the guarantees provided by the Group were as follows:

June 2018 December 2017
Obligations related with the Special Gaming Tax 7 567 703 21 774 166
Tax lawsuits in hand / litigation 7 414 888 7 414 888
Current suppliers 39 250 39 250
15 021 841 29 228 304

17. CONSOLIDATED RESULTS PER SHARE

The consolidated result per basic share of the years ended on 30th June 2018 and 2017 was determined as follows:

Rubrica June 2018 June 2017
Results:
Net profit of the Equity holders of the Parent Company 8 719 254 7 862 793
Number of shares:
Average weighted number of shares in circulation (Note 24) 11 931 119 11 931 119
Result per basic share, basic and diluted 0,73 0,66

Due to the fact that there are no situations that cause dilution, the net result per diluted share is the same as the net result per basic share.

ESTORIL-SOL, S.G.P.S., S.A.

Capital social integralmente realizado 59.968.420 Euros Sociedade Anónima com sede na Av. Dr. Stanley Ho, Edifício do Casino Estoril, 2765-190 Estoril - Cascais

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