Interim / Quarterly Report • Aug 29, 2017
Interim / Quarterly Report
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"The second quarter progressed according to our expectations, with positive contributions from all activities, which led to significant turnover growth (+8%) and an increase in recurrent profitability (+12%) in the first semester when compared to the previous year.
Increased competition in different business areas has demanded aggressive productivity increases, along with high levels of investment that have resulted in the reinforcement of competitive positions in our main sectors.
The strong focus on the digital transformation of our companies and the improvement of their online value proposition was also evidenced by the achieved results.
In addition to positive operational developments and progress in strategic execution, once again we improved our balance sheet, which is now financed by equity close to 60%."
Ângelo Paupério, Sonae Co-CEO
Sonae businesses overview
| Million euros | 1H16 | 1H17 | y.o.y. | 2Q16 | 2Q17 | y.o.y. |
|---|---|---|---|---|---|---|
| Turnover | ||||||
| Sonae Retail | 2,385 | 2,564 | 7.5% | 1,185 | 1,307 | 10.3% |
| Sonae Sierra (1) | 100 | 108 | 8.1% | 48 | 54 | 12.1% |
| NOS (1) | 743 | 769 | 3.5% | 373 | 388 | 4.2% |
| Sonae IM | 61 | 69 | 14.5% | 34 | 36 | 7.1% |
| Sonae FS | 8 | 11 | 39.5% | 4 | 6 | 51.1% |
| Underlying EBITDA | ||||||
| Sonae Retail | 116 | 128 | 10.3% | 65 | 74 | 13.6% |
| Sonae Sierra (1) | 48 | 50 | 5.8% | 22 | 25 | 14.2% |
| NOS (1) | 287 | 300 | 4.8% | 149 | 157 | 5.4% |
| Sonae IM | 1.9 | 2.4 | 29.0% | 1.4 | 1.8 | 28.9% |
| Sonae FS | -1.1 | 1.4 | - | 0.1 | 0.7 | - |
(1) Consolidatedin statutory accounts using the equity method.
| Sonae consolidated results | ||
|---|---|---|
| -- | ---------------------------- | -- |
| Million euros | 1H16 | 1H17 | y.o.y. | 2Q16 | 2Q17 | y.o.y. |
|---|---|---|---|---|---|---|
| Turnover | 2,410 | 2,603 | 8.0% | 1,204 | 1,324 | 10.0% |
| Underlying EBITDA | 106 | 116 | 9.2% | 63 | 67 | 6.8% |
| Underlying EBITDA margin | 4.4% | 4.5% | 0.0 p.p. | 5.2% | 5.0% | -0.2 p.p. |
| Equity method results (1) o.w. S. Sierra (direct results) o.w. NOS |
25 13 10 |
32 15 16 |
24.5% 12.5% 59.0% |
13 6 5 |
17 8 9 |
36.9% 25.4% 70.2% |
| Non-recurrent items | 56 | -5 | - | -6 | -4 | - |
| EBITDA | 187 | 142 | -24.0% | 69 | 80 | 16.9% |
| EBITDA margin | 7.8% | 5.5% | -2.3 p.p. | 5.7% | 6.1% | 0.4 p.p. |
| D&A (2) | -96 | -99 | -3.2% | -46 | -51 | -9.9% |
| EBIT | 92 | 44 | -52.4% | 23 | 30 | 31.1% |
| Net financial activity | -25 | -18 | 28.6% | -11 | -10 | 8.1% |
| EBT | 67 | 26 | -61.2% | 12 | 20 | 67.3% |
| Taxes | -1 | 17 | - | 11 | 14 | 31.8% |
| Direct results (3) | 66 | 43 | -35.5% | 23 | 34 | 50.3% |
| Indirect results | 11 | 33 | 195.4% | 26 | 33 | 27.1% |
| Net income | 77 | 75 | -2.5% | 48 | 67 | 38.0% |
| Non-controlling interests | -1 | -2 | -163.8% | -2 | -2 | 0.8% |
| Net income group share | 76 | 73 | -4.4% | 46 | 65 | 39.7% |
(1) Equity method results: includes direct income related to investments consolidated by the equity method (mainly Sonae Sierra and NOS); (2) Depreciations & amortisations includingprovisions & impairments;
(3) Direct results before non-controlling interests.
| Million euros | 1H16 | 1H17 | y.o.y. |
|---|---|---|---|
| Net invested capital | 3,281 | 3,453 | 5.2% |
| Sonae shareholders funds | 1,892 | 2,034 | 7.5% |
| Sonae net debt (1) | 1,389 | 1,419 | 2.1% |
| Net debt / Invested capital | 42.3% | 41.1% | -1.2 p.p. |
(1) Financial net debt + net shareholder loans.
From a statutory perspective, Sonae consolidated turnover reached €2,603 M in 1H17, registering an increase of 8.0% y.o.y., with all businesses contributing positively to this evolution: Sonae Retail, Sonae IM and Sonae FS.
Sonae underlying EBITDA increased by 9.2%, to €116 M, driven by all businesses' positive evolution. Sonae underlying EBITDA margin increased from 4.4% in 1H16 to 4.5% in 1H17.
Sonae EBITDA totalled €142 M, corresponding to an EBITDA margin of 5.5%, down from 7.8% in 1H16 due to the positive impact, last year, of non-recurrent items (benefiting mostly from the capital gains arising from the sale and leaseback transactions completed by Sonae RP in 1H16), notwithstanding the higher underlying EBITDA and Equity method results in 1H17. Importantly, Equity method results reached €17 M in 2Q17, the highest result ever achieved in a quarter.
Sonae net financial activity stood at negative €18 M, improving by €7 M when compared to 1H16, driven by the y.o.y. decrease in the cost of outstanding debt. The average interest rate of outstanding debt was 1.3% on June 30th 2017, decreasing by 30bps when compared to 1H16. It should be noted that Sonae financial results exclude Sonae Sierra and NOS businesses.
Sonae direct results totalled €43 M, decreasing by €23 M when compared to 1H16, driven primarily by non-recurrent items and marginally by D&A, as underlying EBITDA, Equity method results, net financial activity and taxes posted a favourable evolution. Sonae indirect results improved by €22 M in 1H17, reaching €33 M. This benefited from the positive effect of the valuation of Sierra's assets, as well as from a capital gain driven by the deconsolidation of MDS.
Sonae continued to reinforce its capital structure. Financial leverage ratio decreased from 42.3% to 41.1%, less 120bps y.o.y.. Sonae net debt totalled €1,419 M, increasing 2.1% comparing to 1H16. This was mainly driven by Sonae dividends payment in the amount €80 M, on May 2017. It should be noted that net debt in 1H16 benefited from a significant sale and leaseback activity.
| Million euros | 1H16 | 1H17 | y.o.y. |
|---|---|---|---|
| Net financial debt | 1,385 | 1,418 | 2.4% |
| Retail | 826 | 862 | 4.3% |
| Sonae IM | 2 | 2 | 7.9% |
| Holding & other | 557 | 555 | -0.4% |
| Sonae net debt | 1,389 | 1,419 | 2.1% |
Net debt to EBITDA - Retail
1H15 1H16 1H17
| Million euros | 1H16 | 1H17 | % of Turnover |
|---|---|---|---|
| Capex | 208 | 121 | 4.6% |
| Sonae Retail | 198 | 113 | 4.4% |
| Sonae MC | 69 | 67 | 3.8% |
| Worten | 13 | 13 | 3.0% |
| Sonae Sports & Fashion | 89 | 16 | 5.9% |
| Sonae RP | 28 | 16 | 35.6% |
| Maxmat | 0.4 | 0.5 | 1.4% |
| Sonae IM | 6 | 5 | 7.9% |
| Sonae FS | 0.17 | 0.23 | 2.1% |
Average gearing at book value reached 0.7x, remaining stable when compared with 2Q16. Average gearing at market value stood at 0.8x, increasing by 0.1x y.o.y. mainly motivated by the evolution of the average equity in the period.
Sonae remains focused on presenting a robust capital structure, optimising funding costs whilst maintaining sufficient back up liquidity and an improved maturity profile. Sonae continued to fulfil its practice of being fully financed for the coming 18 months and at the same time improving its general funding conditions. As of 1H17, the average maturity profile remained close to 4 years.
Retail net financial debt reached €862 M in 1H17, 4.3% above 1H16. Retail net debt to EBITDA stood at 2.5x, increasing by 0.2x y.o.y. driven by a lower EBITDA over the last 12 months and a higher retail net debt.
Holding & other net debt totalled €555 M, remaining nearly flat versus 1H16, despite the payment of dividends, this year. Loanto-value ratio of the Holding stood at 12%, decreasing when compared to 14% reached in 1H16, backed by a higher Net Asset Value.
Sonae Capex stood at €121 M in 1H17, €87 M below 1H16. This decrease is primarily driven by Sonae Sports & Fashion, mostly due to the Capex related to Salsa acquisition at the end of 2Q16, coupled with a slightly lower Capex at Sonae MC and at Sonae RP, both driven by a delay in the food retail store network expansion when compared to last year. In 1H17, Sonae Capex to sales stood at 4.6%.
| Million euros | 1H16 | 1H17 | y.o.y | 2Q16 | 2Q17 | y.o.y |
|---|---|---|---|---|---|---|
| Turnover | 2,385 | 2,564 | 7.5% | 1,185 | 1,307 | 10.3% |
| Sonae MC | 1,691 | 1,777 | 5.1% | 862 | 922 | 7.0% |
| Worten | 404 | 435 | 7.6% | 188 | 217 | 15.7% |
| Sonae Sports & Fashion | 210 | 270 | 28.8% | 95 | 126 | 32.5% |
| Sonae RP | 47 | 46 | -2.2% | 22 | 23 | 2.0% |
| Maxmat | 33 | 36 | 8.6% | 18 | 19 | 6.9% |
| Underlying EBITDA | 116 | 128 | 10.3% | 65 | 74 | 13.6% |
| Sonae MC | 81 | 81 | 0.1% | 49 | 50 | 2.5% |
| Worten | 3 | 6 | 93.4% | 1 | 3 | 285.0% |
| Sonae Sports & Fashion | -11 | -1 | 91.6% | -7 | -2 | 71.4% |
| Sonae RP | 41 | 40 | -3.1% | 20 | 20 | 1.1% |
| Maxmat | 2 | 2 | 24.0% | 2 | 2 | 9.3% |
| Underlying EBITDA margin (%) | 4.9% | 5.0% | 0.1 p.p. | 5.5% | 5.6% | 0.2 p.p. |
Sonae retail turnover grew by 7.5% in 1H17, reaching €2,564 M, fuelled by a strong 2Q17, in which retail turnover increased by 10.3% y.o.y., also backed by positive calendar effects. The performance in 1H17 was driven by all businesses except for Sonae RP, which was impacted by a reduced freehold. Most importantly, on a quarterly basis, all businesses contributed positively for top line performance.
Sonae retail underlying EBITDA increased from €116 M to €128 M, +10.3% y.o.y.. This evolution benefited from Sonae MC, Worten, Sonae Sports & Fashion and Maxmat, which together largely off-set Sonae RP slightly reduced underlying EBITDA.
Turnover and underlying EBITDA evolution
Sonae MC turnover increased by 5.1% in 1H17, reaching €1,777 M and reinforcing, once again, its market leadership. In 1H17, turnover performance benefited from a LfL sales growth of 0.7% and also from additional space contribution, namely through the opening of 6 Continente Bom Dia stores.
Following the 1Q17, marked by adverse calendar effects as the absence of Easter, the leap year and one Saturday less, the 2Q17 showed a particularly positive top line trend with turnover growing by 7.0%, to €922 M, fuelled by a LfL sales growth of 2.6%.
Sonae MC underlying EBITDA margin reached 4.6%, decreasing 20bps when compared to 1H16. This reflects the hardships of the fierce competitive environment, which continued very demanding in 2Q17, as well as the effect of store network expansion through convenience formats.
Sonae MC has been actively investing in strengthening its position in the Health and Wellness segment. It should be noted that Brio (100% owned) and Go Natural (51% owned) transactions have already been completed in 2Q17. As part of this strategy, Sonae MC now holds 7 Go Natural healthy supermarkets and is developing restaurant areas under the same banner. Also, on May 2017, Sonae MC opened Dr Well's, the first clinic specialised in dental and aesthetic medicine, a step further in the extension of services provided by Well's parapharmacies.
SONAE SPORTS & FASHION
Worten turnover reached €435 M in Iberia in 1H17, an increase of €31 M y.o.y, driven by a LfL sales growth of 5.8%. In 2Q17, turnover grew by 15.7%, benefiting from a LfL sales growth of 12.4%, only partly explained by the Easter calendar effect – and, to a smaller extent, to the contribution from new stores in the portfolio.
With this performance, Worten further strengthened its market leadership in Portugal and improved competitive position in Spain also (both in 2Q17 and 1H17 as a whole).
In a rapidly growing online market, both in Spain and Portugal, Worten e-commerce had a very positive performance, growing by more than 50% in Portugal and more than 70% in Spain – in both cases significantly improving digital market share and consolidating the benefits of the recently upgraded web platform and improvements in omni-channel functionalities.
Underlying EBITDA totalled €6 M in 1H17, almost twice as much as in 1H16, with both Iberian geographies contributing positively but with most improvement coming from Spain.
In Sonae Sports & Fashion, turnover grew by 28.8% in 1H17, to €270 M, with all businesses contributing positively and benefiting from the consolidation of Salsa. The LfL sales growth stood at -0.4% in 1H17, +2.7% in 2Q17.
MO and Zippy had a particularly strong 2Q17, posting LfL sales growth of 13% and 15% respectively. Sport Zone delivered positive turnover performance both in 1H17 and 2Q17.
At Salsa, we emphasize the positive quarter of the Spanish operation, in which LfL sales growth stood at 16%, and the performance in e-commerce, consistently growing above 40%.
Sonae Sports & Fashion underlying EBITDA increased by almost €10 M when compared to 1H16, reaching -€0.9 M. The consolidation of Salsa was responsible for approximately half of this improvement and the rest came from improvements across all brands – especially material at Sport Zone and Zippy, while at MO 2Q17 brought significant improvement as well.
We also would like to highlight that the franchising operation of Zippy is becoming increasingly relevant, totaling 59 stores in 19 countries at the end of 2Q17, and benefiting from the recently opened stores in Abu Dhabi, Dubai and Indonesia.
Turnover and underlying EBITDA evolution
RP Portfolio
as % of Gross Book Value
Sonae RP is responsible for the management of Sonae's retail real estate portfolio. Its portfolio included 21 Continente stores, 62 Continente Modelo stores and 26 Continente Bom Dia stores at the end of June 2017, corresponding to a gross book value of €1,272 M and to a net book value of €914 M.
In the last few years, Sonae RP implemented an asset monetisation strategy to reduce freehold levels. Particularly in 1H16, 3 sale and leaseback transactions in the amount of €230 M were accomplished, equivalent to a capital gain of €64 M (which had a positive impact in non-recurrent items line). In 1H17, Sonae RP did not complete any sale and leaseback transaction. However, already on July 2017, Sonae RP closed a sale and leaseback transaction of 4 food retail assets in the amount of €35 M, generating a capital gain of circa €10 M. Following this transaction, Sonae MC's freehold reached 48%. In the specialised retail (Worten and Sonae Sports & Fashion), the freehold stood at 22%.
Sonae RP turnover amounted to €46 M in the 1H17, less €1 M when compared to the same period of last year, explained by the freehold reduction over the last 12 months.
The underlying EBITDA reached €40 M, equivalent to an underlying EBITDA margin of 87.0%.
| 1H16 | 1H17 | y.o.y. | |
|---|---|---|---|
| Footfall (million visitors) | 204 | 207 | 1.2% |
| Europe & New Markets | 156 | 160 | 2.5% |
| Brazil | 48 | 47 | -3.1% |
| Ocuppancy rate (%) | 96.1% | 95.8% | -0.3 p.p. |
| Europe | 97.1% | 96.9% | -0.2 p.p. |
| Brazil | 93.0% | 92.3% | -0.7 p.p. |
| Like-for-Like (LfL) tenant sales | |||
| Europe | 5.3% | 3.4% | - |
| Brazil (local currency) | -0.1% | 7.3% | - |
| Tenant sales (million euros) | 1,966 | 2,199 | 11.9% |
| Europe (million euros) | 1,439 | 1,541 | 7.0% |
| Brazil (million euros) | 525 | 659 | 25.4% |
| Brazil (million reais) | 2,166 | 2,262 | 4.4% |
| Nº of shopping centres owned and/or managed (EOP) |
68 | 65 | -3 |
| Europe | 57 | 55 | -2 |
| Brazil | 11 | 10 | -1 |
| Nº of shopping centres owned/co owned (EOP) |
46 | 47 | 1 |
| Europe | 36 | 38 | 2 |
| Brazil | 10 | 9 | -1 |
| GLA under Management ('000 sqm) | 2,422 | 2,341 | -3.4% |
| Europe & New Markets | 1,900 | 1,859 | -2.2% |
| Brazil | 522 | 481 | -7.7% |
| Million euros | 1H16 | 1H17 | y.o.y. | 2Q16 | 2Q17 | y.o.y. |
|---|---|---|---|---|---|---|
| Turnover | 100 | 108 | 8.1% | 48 | 54 | 12.1% |
| EBIT | 47 | 50 | 6.0% | 22 | 25 | 14.5% |
| EBIT margin | 47.2% | 46.3% | -0.9 p.p. | 44.9% | 45.9% | 1.0 p.p. |
| Direct results | 27 | 30 | 12.5% | 12 | 15 | 25.9% |
| Indirect results | 32 | 34 | 5.6% | 21 | 33 | 55.5% |
| Net results | 59 | 64 | 8.7% | 33 | 48 | 44.8% |
| … attributable to Sonae | 30 | 32 | 8.7% | 17 | 24 | 44.8% |
In the 1H17, Sonae Sierra continued its development activity, which is progressing well and includes the following projects: Nuremberg (Germany), Málaga McArthurGlen Designer Outlet (Spain), NorteShopping and Colombo Expansion (Portugal), Jardín Plaza Cucuta (Colombia) and Zenata (Morocco).
Pursuing the capital recycling strategy, during 2Q17:
Sonae Sierra pursued a strong refinancing activity during the first semester. Over this period, Sonae Sierra contracted new bank loan facilities, with favourable funding conditions in a total of €730 M.
The Shopping Centres operation in both Europe and Brazil continued to register high occupancy rates in the 1H17, reaching 96.9% in Europe and 92.3% in Brazil. Tenant sales grew by 11.9% in 1H17, corresponding to a LfL tenant sales of 3.4% in Europe and 7.3% in Brazil.
Sonae Sierra turnover increased by €8 M, totalling €108 M in the 1H17. EBIT stood at €50 M, a growth of 6.0% when compared to the 1H16, driven by the positive impact of ParkLake opening as well as the positive exchange rate effect in Brazilian real between the two periods. Direct results stood at €30 M in the 1H17, +12.5% y.o.y. and indirect results reached €34 M in the 1H17, improving 5.6% when compared to the same period of last year, mainly driven by an upside in assets valuation in June 2017, consequence of additional yield compression in Iberia.
NAV stood at €1,392 M at the end of June 2017, €26 M below the value registered in 2016 year-end, reflecting the adverse exchange rate effect of Brazilian real (30 June 2017 vs. 31 Dec. 2016), the dividends' payment (in the amount of €75 M) and the results of the period. Loan-to-value stood at 32%, which compares with 28% in 2016, an increase driven by the cash-out inherent to dividends payment.
| Financial Indicators | ||||||
|---|---|---|---|---|---|---|
| Million euros | 1H16 | 1H17 | y.o.y. | 2Q16 | 2Q17 | y.o.y. |
| Operating revenues | 743 | 769 | 3.5% | 373 | 388 | 4.2% |
| EBITDA | 287 | 300 | 4.8% | 149 | 157 | 5.4% |
| EBITDA margin | 38.6% | 39.0% | 0.5 p.p | 39.9% | 40.4% | 0.5 p.p |
| Net results | 51 | 72 | 41.1% | 27 | 40 | 52.5% |
| Capex | 196 | 173 | -11.9% | 101 | 86 | -15.1% |
| Operational Indicators | ||||||
|---|---|---|---|---|---|---|
| ('000) | 1H16 | 1H17 | y.o.y. | 2Q16 | 2Q17 | y.o.y. |
| Total RGUs (Net adds) | 282 | 178 | - | 151 | 99 | - |
| Convergent RGUs (Net adds) | 302 | 199 | - | 168 | 77 | - |
| Mobile (Net adds) | 147 | 93 | - | 97 | 62 | - |
| Pay TV (Net adds) | 31 | 13 | - | 13 | 5 | - |
| Total RGUs | 8,746 | 9,254 | 5.8% | 8,746 | 9,254 | 5.8% |
| Convergent RGUs | 3,156 | 3,586 | 13.6% | 3,156 | 3,586 | 13.6% |
| Convergent customers | 644 | 711 | 10.4% | 644 | 711 | 10.4% |
| ARPU/Unique subscriber with fixed access (euros) |
43 | 44 | 2.3% | 43 | 44 | 2.8% |
NOS published its results on July 20th 2017, which are available at www.nos.pt.
NOS continued to deliver a robust operating and financial performance.
Operating revenues increased by 3.5% in 1H17, to €769 M, driven by a positive performance in all segments: telco, audiovisuals and cinema.
EBITDA stood at €300 M in 1H17, improving by 4.8% versus 1H16 and corresponding to an EBITDA margin of 39.0%.
Net results reached €72 M in 1H17, growing by 41.1% when compared to €51 M in 1H16.
NOS continued to increase its customer base and the number of RGUs, which grew by 5.8%, to 9,254 thousand, as a result of a positive evolution in all segments. Convergent RGUs increased to 3,586 thousand, +13.6% y.o.y..
NOS FCF (before dividends, financial investments and acquisition of own shares) reached €102 M in 1H17, representing a material increase from the €24 M recorded in 1H16. However, due to the dividend payment made in 2Q17, in the amount of €103 M, FCF stood at negative €0.5 M.
During the 1H17, NOS market capitalisation decreased by 5.7%, corresponding to a share price decrease from €5.64 to €5.31. The PSI-20, the main Portuguese index, increased its market capitalisation by 10.1% in the same period.
Portfolio
| Controlling stakes | Minority stakes |
|---|---|
| WeDo Technologies S21Sec Saphety Bizdirect InovRetail Bright Pixel |
AVP Funds Stylesage Movvo Probe.ly |
Turnover and underlying EBITDA evolution
| Million euros | 1H16 | 1H17 | y.o.y. | 2Q16 | 2Q17 | y.o.y. |
|---|---|---|---|---|---|---|
| Production | 302 | 368 | 21.9% | 151 | 189 | 25.0% |
| Turnover | 8 | 11 | 39.5% | 4 | 6 | 51.1% |
| Underlying EBITDA | -1.1 | 1.4 | - | 0.1 | 0.7 | - |
| Underlying EBITDA margin | -13.3% | 12.3% | 25.5 p.p. | 2.6% | 12.3% | 9.8 p.p. |
Sonae IM has been implementing an active portfolio strategy, with the clear objective of building and managing a portfolio of tech-based companies linked to retail and telecommunications, leveraging the strong Group's expertise in these two verticals and aiming to develop innovative solutions, with an international focus.
Sonae IM's core areas of interest include, in retail, data analytics, omni-channel and e-commerce enabling technologies, and in telecoms, customer value enablers, efficiency, data monetisation and risk management. Transversal to both retail and telecoms, Sonae IM covers also in cybersecurity solutions.
Turnover increased by 14.5%, to €69 M, in 1H17. Underlying EBITDA stood at €2.4 M, corresponding to an underlying EBITDA margin of 3.5%.
Sonae FS was created at the end of 2015 and its mission is offering inclusive and personalised financial solutions to an enlarged number of people and families. Sonae FS offer includes: Credit, mostly through the Universo credit card, with special payment options at Sonae stores while having global acceptance across the Mastercard network. Additionally, Universo grants access to the several loyalty cards of Sonae retail banners. Credit offer also includes personal loans, store credit to customers and products sale at Universo online store; pre-paid cards (Cartão Dá), with B2B and B2C offers; Continente Money Transfer, a reliable service for money transfers across the globe; and insurance, presently focused on credit insurance. Sonae FS also includes MDS, a global insurance & reinsurance brokerage and associated risk consulting services with direct operations in Iberia, Brazil and Portuguese speaking countries in Africa. MDS is the largest broker in Portugal and the largest independent broker in Brazil. From 3Q17, MDS will be accounted for using the equity method. Sonae FS turnover increased by 39.5%, to €11 M, in 1H17. The underlying EBITDA reached €1.4 M, representing an underlying EBITDA margin of 12.3%.
The Universo card operation continued to grow in 1H17, closing the 2Q17 with 496 thousand subscribers. As for Universo total production, it stood at €259 M, increasing by 45.6% y.o.y..
Sonae announced that it reached an agreement with the shareholders of BRIO – Produtos de Agricultura Biológica, S.A. (BRIO) for the acquisition of 100% of BRIO's share capital. BRIO is the first organic supermarket chain launched in Portugal and operates six supermarkets specialised in organic food, all of them with convenient locations in the Lisbon area.
In the Annual General Assembly, which took place on April 28th 2017, the company's shareholders approved, amongst other items, the distribution of a gross dividend per share, relative to the 2016 financial year, in the amount of 0.04 euros. This dividend, which was paid on May 15th 2017, corresponded to a dividend yield of 4.6%, based on the closing price as at December 31st 2016, and to a payout ratio of 54% of the consolidated direct income attributable to equity holders of Sonae.
Sonae announced to the market Magallanes Value Investors' qualified shareholding amounting to 2.03% of Sonae's share capital.
Sonae announced that Sonae RP concluded the sale and leaseback transaction of 4 food retail assets located in Portugal. This transaction, which totalled €35 M and has generated an estimated capital gain of €10 M, is aligned with Sonae's disclosed strategy concerning the monetisation of its real estate assets, while also maintaining adequate operational flexibility.
The consolidated financial information contained in this report was prepared in accordance with International Financial Reporting Standards (IFRS), as adopted by the European Union. The financial information regarding quarterly and semi-annual figures was not subject to audit procedures.
| Capex | Investments in tangible and intangible assets and investments in acquisitions. |
|---|---|
| Direct results | Results before non-controlling interests excluding contributions to indirect results. |
| (Direct) EBIT | Direct EBT - financial results. |
| EBITDA | Underlying EBITDA + equity method results + non-recurrent items. |
| (Direct) EBT | Direct results before non-controlling interests and taxes. |
| EBITDA margin | EBITDA / turnover. |
| EoP | End of period. |
| Financial net debt | Total net debt excluding shareholders' loans. |
| Gearing (book value) | Average of the last four quarters considering, for each quarter, total net debt (EoP) / total shareholders' funds (EoP). |
| Gearing (market value) | Average of the last four quarters considering, for each quarter, total net debt (EoP) / equity value considering the closing price of Sonae shares on the last day of each quarter. |
| GLA | Gross Lettable Area: equivalent to the total area available to be rented in the shopping centres. |
| Indirect results | Includes Sonae Sierra's results, net of taxes, arising from: (i) investment property valuations; (ii) capital gains (losses) on the sale of financial investments, joint ventures or associates; (iii) impairment losses of non-current assets (including goodwill) and (iv) provision for assets at risk. Additionally and concerning Sonae's portfolio, it incorporates: (i) impairments in retail real estate properties; (ii) reductions in goodwill; (iii) provisions (net of taxes) for possible future liabilities and impairments related with non core financial investments, businesses, assets that were discontinued (or in the process of being discontinued/repositioned); (iv) results from mark to market methodology of other current investments that will be sold or exchanged in the near future; and (v) other non-relevant issues. |
| Investment properties | Shopping centres in operation owned and co-owned by Sonae Sierra. |
| Liquidity | Cash & equivalents + current investments. |
| Like for Like sales (LfL) | Sales made by stores that operated in both periods under the same conditions. Excludes stores opened, closed or which suffered major upgrade works in one of the periods. |
| Loan to value (LTV) - Holding |
Holding net debt / investment portfolio gross asset value; gross asset value based on market multiples, real estate NAV and market capitalisation for listed companies. |
| Loan to value (LTV) - Shopping Centres |
Net debt / (investment properties + properties under development). |
| Net asset value (NAV) | Open market value attributable to Sonae Sierra - net debt - minorities + deferred tax liabilities. |
| SONAE – 1H17 RESULTS | |
|---|---|
| Net debt | Bonds + bank loans + other loans + financial leases + shareholder loans - cash, bank deposits, current investments, and other long-term financial applications. |
| Net invested capital | Total net debt + total shareholders' funds. |
| Open market value (OMV) |
Fair value of properties in operation and under development (100%), provided by independent international entities. |
| Other income | Dividends. |
| Others + E&A (Eliminations & adjustments) |
Intra-groups + consolidation adjustments + contributions from other companies not included in the identified segments. |
| Other loans | Bonds, leasing and derivatives. |
| RGU | Revenue generating unit. |
| Technical investment | Tangible assets + intangible assets + other fixed assets - depreciations and amortisations. |
| Underlying EBITDA | EBITDA from the businesses consolidated using the full consolidation method. |
Note: Sonae implemented, in 1Q17, the following changes in its reporting structure: (i) MDS will start to be consolidated through the Equity Method and included in Sonae FS after the sale of 1,773 shares of MDS SGPS to IPLF Holding, SA, which has occurred in June 2017; (ii) Maxmat is reported under "Sonae Retail", together with Sonae MC, Worten, Sonae Sports & Fashion and Sonae RP; and (iii) Media and Tlantic are reported under "Others + E&A". In order to assure comparability, the 'Profit and Loss Statement' historical figures were restated accordingly.
| Million euros | 1H16 | 1H17 | y.o.y. |
|---|---|---|---|
| TOTAL ASSETS | 5,336 | 5,427 | 1.7% |
| Non current assets | 3,937 | 4,100 | 4.2% |
| Tangible and intangible assets | 1,933 | 1,977 | 2.3% |
| Goodwill | 655 | 629 | -3.9% |
| Investment properties | 1 | 0 | -100.0% |
| Other investments | 1,244 | 1,398 | 12.4% |
| Deferred tax assets | 69 | 75 | 8.6% |
| Others | 35 | 21 | -39.2% |
| Current assets | 1,399 | 1,327 | -5.2% |
| Stocks | 653 | 683 | 4.6% |
| Trade debtors | 113 | 108 | -4.9% |
| Liquidity | 331 | 277 | -16.3% |
| Others | 302 | 259 | -14.2% - |
| SHAREHOLDERS' FUNDS | 1,892 | 2,034 | 7.5% |
| Equity holders | 1,731 | 1,877 | 8.4% |
| Attributable to minority interests | 160 | 157 | -2.0% |
| LIABILITIES | 3,444 | 3,393 | -1.5% |
| Non-current liabilities | 1,540 | 1,515 | -1.6% |
| Bank loans | 656 | 709 | 8.2% |
| Other loans | 707 | 654 | -7.5% |
| Deferred tax liabilities | 95 | 112 | 18.1% |
| Provisions | 45 | 20 | -56.5% |
| Others | 38 | 21 | -45.7% |
| Current liabilities | 1,904 | 1,878 | -1.4% |
| Bank loans | 335 | 278 | -17.1% |
| Other loans | 29 | 65 | 123.9% |
| Trade creditors | 993 | 993 | 0.0% |
| Others | 547 | 542 | -0.9% |
| SHAREHOLDERS' FUNDS + LIABILITIES |
5,336 | 5,427 | 1.7% |
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Appendix
The signatories individually declare that, to their knowledge, the Management Report, the Consolidated and Individual Financial Statements and other accounting documents required by law or regulation were prepared meeting the standards of the applicable International Financial Reporting Standards, giving a truthful (fairly) and appropriate image, in all material respects, of the assets and liabilities, financial position and the consolidated and individual results of the issuer and that the Management Report faithfully describes the progress of the business and position of the issuer and of the companies included in the consolidation perimeter and contains a description of the major risks and uncertainties that they face.
Maia, 24 of August 2017
The Board of Directors,
Duarte Paulo Teixeira de Azevedo
Ângelo Gabriel Ribeirinho dos Santos
Paupério
Andrew Eustace Clavering Campbell
Christine Cross
Dag Johan Skattum
José Manuel Neves Adelino
Marcelo Faria de Lima
Margaret Lorraine Trainer
Tsega Gebreyes
| Additions | Reductions | Position on 30.06.2017 |
Balance on 30.06.2017 |
||||
|---|---|---|---|---|---|---|---|
| Date | Quantity | Aver. Price € | Quantity | Aver. Price € | Quantity | ||
| Duarte Paulo Teixeira de Azevedo () () (**) Efanor Investimentos, SGPS, SA (1) Migracom, SA (3) Sonae - SGPS, SA Shares purchased under the terms of the Short Term and Medium Term Performance Bonus Plans Sale |
31-03-2017 03-04-2017 |
410,002 | 0.047 | 410,002 | 0.938 | Minority Dominant |
805,730 |
| Ângelo Gabriel Ribeirinho dos Santos Paupério (*) | |||||||
| Sonae - SGPS, SA Shares purchased under the terms of the Short Term and Medium Term Performance Bonus Plans Enxomil - Consultoria e Gestão, SA (6) Enxomil - Sociedade Imobiliária, SA (7) |
31-03-2017 | 348,739 | 0.047 | Dominant Dominant |
562,987 | ||
| Belmiro Mendes de Azevedo (**) Efanor Investimentos, SGPS, SA (1) |
Dominant | ||||||
| Maria Margarida Carvalhais Teixeira de Azevedo (**) Sonae - SGPS, SA |
14,901 | ||||||
| Maria Cláudia Teixeira de Azevedo () (*) Efanor Investimentos, SGPS, SA (1) Sonae - SGPS, SA |
Minoritary | 377,318 | |||||
| Shares purchased under the terms of the Short Term and Medium Term Performance Bonus Plans Linhacom, SGPS, SA (5) |
31-03-2017 | 58,168 | 0.047 | Dominant | |||
| Additions | Reductions | Position on 30.06.2017 |
Balance on 30.06.2017 |
||||
| Date | Quantity | Aver. Price € | Quantity | Aver. Price € | Quantity | ||
| (1) Efanor Investimentos, SGPS, SA Sonae - SGPS, SA Pareuro, BV (2) |
Dominant | 200,100,000 | |||||
| (2) Pareuro, BV Sonae - SGPS, SA |
849,533,095 | ||||||
| (3) Migracom, SA Sonae - SGPS, SA Purchase Imparfin - Investimentos e Participações Financeiras, SA (4) |
03-04-2017 | 410,002 | 0.938 | Minority | 2,874,339 | ||
| (4) Imparfin - Investimentos e Participações Financeiras, SA Sonae - SGPS, SA |
4,105,280 | ||||||
| (5) Linhacom, SGPS, SA Sonae - SGPS, SA Imparfin - Investimentos e Participações Financeiras, SA (4) |
Minority | 439,314 | |||||
| (6) Enxomil - Consultoria e Gestão, SA Sonae - SGPS, SA |
2,021,855 | ||||||
| (7) Enxomil - Sociedade Imobiliária, SA | |||||||
| Sonae - SGPS, SA | 450,000 |
(*) Member of the Board of Directors of Sonae - SGPS, SA
(**) Member of the Board of Directors of Efanor Investimentos SGPS, SA (directly and indirectly dominant company) (1)
(***) Member of the Board of Directors of Imparfin - Investimentos e Participações Financeiras, SA (5)
Shares held and voting rights attributable to shareholders owning 2% or more of the share capital of the Sonae - SGPS, SA, calculated according to article 20 of the Portuguese Securities Code, as required by article 9 paragraph 1, subparagrah c), of the Portuguese Securities Market Comission (CMVM) Regulation no. 05/2008:
| Shareholder | No. of shares | % Share capital and voting rights* |
% of exercisable voting rights** |
|---|---|---|---|
| Efanor Investimentos, SGPS, SA (I) | |||
| Directly | 200,100,000 | 10.0050% | 10.0050% |
| By Pareuro, BV (controlled by Efanor Investimentos, SGPS, SA) | 849,533,095 | 42.4767% | 42.4767% |
| By Maria Margarida CarvalhaisTeixeira de Azevedo (Director of Efanor Investimentos, SGPS, SA) | 14,901 | 0.0007% | 0.0007% |
| By Maria Cláudia Teixeira de Azevedo (Director of Efanor Investimentos, SGPS, SA) | 377,318 | 0.0189% | 0.0189% |
| By Duarte Paulo Teixeira de Azevedo (Director of Sonae, SGPS, SA and Efanor Investimentos, SGPS, SA) | 805,730 | 0.0403% | 0.0403% |
| By Migracom, SA (company controlled by Efanor Investimentos, SGPS, SA's Director Duarte Paulo Teixeira de Azevedo) |
2,874,339 | 0.1437% | 0.1437% |
| By Linhacom, SGPS, SA (company controlled by Efanor Investimentos, SGPS, SA's Director Maria Cláudia Teixeira de Azevedo) |
439,314 | 0.0220% | 0.0220% |
| Total attributable to Efanor Investimentos, SGPS, SA | 1,054,144,697 | 52.7072% | 52.7072% |
| Banco BPI, SA | 132,851,868 | 6.6426% | 6.6426% |
| Banco Português de Investimento, SA | 365,199 | 0.0183% | 0.0183% |
| Fundos de Pensões do Banco BPI | 40,071,372 | 2.0036% | 2.0036% |
| BPI Vida - Companhia de Seguros de Vida, SA | 4,751,416 | 0.2376% | 0.2376% |
| Total attributable to Banco BPI, SA (II) | 178,039,855 | 8.9020% | 8.9020% |
| Fundação Berardo, Instituição Particular de Solidariedade Social | 49,849,514 | 2.4925% | 2.4925% |
| Total attributable to Fundação Berardo, Instituição Particular de Solidariedade Social | 49,849,514 | 2.4925% | 2.4925% |
| Magallanes Value Investors, S.A. SGIIC | |||
| Magallanes European Equity, FI | 11,435,880 | 0.5718% | 0.5718% |
| Magallanes Iberian Equity, FI | 9,892,847 | 0.4946% | 0.4946% |
| Magallanes Value Investors, UCITS European Equity | 7,555,544 | 0.3778% | 0.3778% |
| Magallanes Value Investors, UCITS Iberian Equity | 7,237,414 | 0.3619% | 0.3619% |
| Soixa SICAV | 4,393,260 | 0.2197% | 0.2197% |
| Total attributable to Magallanes Value Investors, S.A. SGIIC | 40,514,945 | 2.0257% | 2.0257% |
Source: communications received by the Company regarding qualified shareholdings up to 30th June 2017
* Voting rights calculated based on the Company's share capital with voting rights, as per subparagraph b) of paragraph 3 of article 16 of the Portuguese Securities Code
**Voting rights calculated based on the Company's share capital with voting rights that are not subject to suspension of exercise
(I) Belmiro Mendes de Azevedo is, according to subparagraph b) of paragraph 1 of article 20 and paragraph 1 of article 21, both of the Portuguese Securities Code, the "ultimate beneficial owner", as he is the controlling shareholder of Efanor Investimentos, SGPS, SA and the latter wholly owns Pareuro BV
(II) total number of voting rights attributed to Banco BPI, SA as per article 20 of the Portuguese Securities Code
Condensed consolidated financial statements
CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION AT 30 JUNE 2017 AND 2016 AND 31 DECEMBER 2016
(Translation of consolidated financial statements originally issued in Portuguese. In case of discrepancy the Portuguese version prevails.)
| 30 June 2016 | 31 Dec 2016 | |||
|---|---|---|---|---|
| ASSETS | Notes | 30 June 2017 | Restated | Restated |
| Note 3 | Note 3 | |||
| NON-CURRENT ASSETS: | ||||
| Tangible assets | 6 | 1,614,295,501 | 1,570,491,939 | 1,608,085,478 |
| Intangible assets | 7 | 362,774,967 | 362,617,816 | 373,509,488 |
| Investment properties | - | 891,004 | 879,263 | |
| Goodwill | 8 | 629,188,747 | 654,643,993 | 655,484,348 |
| Investments in joint ventures and associates | 9 | 1,383,718,558 | 1,216,147,495 | 1,362,270,890 |
| Other investments | 10 | 13,791,507 | 27,543,497 | 20,784,450 |
| Deferred tax assets | 13 | 75,024,851 | 69,100,564 | 61,360,744 |
| Other non-current assets | 11 | 21,391,071 | 35,205,954 | 19,226,166 |
| Total Non-Current Assets | 4,100,185,202 | 3,936,642,261 | 4,101,600,827 | |
| CURRENT ASSETS: | ||||
| Inventories | 682,925,923 | 652,742,136 | 696,297,968 | |
| Trade account receivables and other debtors | 12 | 366,994,429 | 415,082,203 | 347,402,443 |
| Investments | 10 | 485,192 | 1,848,262 | 4,369,022 |
| Cash and cash equivalents | 14 | 276,350,621 | 329,208,258 | 340,920,458 |
| Total Current Assets | 1,326,756,165 | 1,398,880,859 | 1,388,989,891 | |
| Assets available for sale | 15 | - | - | 19,522,549 |
| TOTAL ASSETS | 5,426,941,367 | 5,335,523,120 | 5,510,113,267 | |
| EQUITY AND LIABILITIES EQUITY: |
||||
| Share capital | 16 | 2,000,000,000 | 2,000,000,000 | 2,000,000,000 |
| Own shares | 16 | (109,249,548) | (115,587,743) | (114,738,086) |
| Reserves and retained earnings | (86,889,894) | (229,222,043) | (206,669,555) | |
| Profit/(Loss) for the period attributable to the equity holders of the Parent Company | 72,892,586 | 76,276,139 | 215,073,949 | |
| Equity attributable to the equity holders of the Parent Company | 1,876,753,144 | 1,731,466,353 | 1,893,666,308 | |
| Equity attributable to non-controlling interests | 17 | 157,186,734 | 160,409,558 | 169,040,186 |
| TOTAL EQUITY | 2,033,939,878 | 1,891,875,911 | 2,062,706,494 | |
| LIABILITIES: | ||||
| NON-CURRENT LIABILITIES: | ||||
| Loans | 18 | 1,363,179,965 | 1,362,271,620 | 1,209,827,633 |
| Other non-current liabilities | 20 | 20,699,003 | 38,125,373 | 21,557,388 |
| Deferred tax liabilities | 13 | 111,736,687 | 94,573,789 | 113,450,277 |
| Provisions | 23 | 19,571,343 | 44,947,086 | 25,848,118 |
| Total Non-Current Liabilities | 1,515,186,998 | 1,539,917,868 | 1,370,683,416 | |
| CURRENT LIABILITIES: | ||||
| Loans | 18 | 343,272,401 | 364,427,657 | 361,212,410 |
| Trade creditors and other liabilities | 22 | 1,531,364,829 | 1,536,043,462 | 1,700,225,496 |
| Provisions | 23 | 3,177,261 | 3,258,222 | 3,558,708 |
| Total Current Liabilities | 1,877,814,491 | 1,903,729,341 | 2,064,996,614 | |
| Liabilities available for sale | 15 | - | - | 11,726,743 |
| TOTAL LIABILITIES | 3,393,001,489 | 3,443,647,209 | 3,447,406,773 | |
| TOTAL EQUITY AND LIABILITIES | 5,426,941,367 | 5,335,523,120 | 5,510,113,267 | |
The accompanying notes are part of these condensed consolidated financial statements.
CONSOLIDATED INCOME STATEMENTS FOR THE PERIOD ENDED 30 JUNE 2017 AND 2016
(Translation of consolidated financial statements originally issued in Portuguese. In case of discrepancy the Portuguese version prevails.)
| (Amounts expressed in euro) | Notes | nd Quarter 2017 2 |
nd Quarter 2016 2 Restated Note 3 |
30 June 2017 | 30 June 2016 Restated Note 3 |
|---|---|---|---|---|---|
| Sales | 5 | 1,276,714,682 | 1,158,143,112 | 2,512,379,917 | 2,327,071,961 |
| Services rendered | 5 | 47,735,821 | 45,898,842 | 90,149,246 | 82,917,268 |
| Gains and losses on investments | 123,094 | 1,817,120 | 123,094 | 1,786,197 | |
| Investment income investments recorded at fair value through profit | 10 | - | 8,944,466 | - | (6,318,903) |
| Financial income | 1,346,180 | 653,984 | 3,181,622 | 2,017,374 | |
| Other income | 26 | 197,904,563 | 180,615,894 | 368,256,611 | 409,170,239 |
| Cost of goods sold and materials consumed | (1,079,517,762) | (972,382,618) | (2,104,594,193) | (1,951,511,392) | |
| Changes in stocks of finished goods and work in progress | 1,395,159 | 375,546 | 1,363,797 | 439,937 | |
| External supplies and services | (173,728,203) | (169,177,398) | (346,081,372) | (327,399,568) | |
| Staff costs | (192,740,243) | (174,499,165) | (379,951,971) | (349,251,654) | |
| Depreciation and amortisation | 6 and 7 | (48,519,892) | (43,493,287) | (96,634,384) | (85,553,213) |
| Provisions and impairment losses | (1,080,556) | (424,252) | (1,581,939) | (8,200,620) | |
| Financial expense | (11,409,712) | (11,597,576) | (20,964,571) | (26,930,392) | |
| Other expenses | (15,986,122) | (15,346,051) | (31,810,729) | (32,006,902) | |
| Share of results of joint ventures and associetad companies | 9.3 | 32,428,071 | 26,385,217 | 46,521,439 | 39,319,758 |
| Profit/(Loss) before taxation from continuing operations | 34,665,080 | 35,913,834 | 40,356,567 | 75,550,090 | |
| Taxation | 27 | 14,348,209 | 10,884,319 | 16,777,185 | (606,799) |
| Profit/(Loss) after taxation from continuing operations | 49,013,289 | 46,798,153 | 57,133,752 | 74,943,291 | |
| Profit/(Loss) from discontinued operations after taxation | 4.1 | 17,600,734 | 1,479,909 | 18,110,829 | 2,224,568 |
| Consolidated profit/(Loss) for the period | 66,614,023 | 48,278,062 | 75,244,581 | 77,167,859 | |
| Attributable to equity holders of the Parent Company: | |||||
| Continuing operations | 55,694,627 | 45,454,139 | 63,819,061 | 75,163,633 | |
| Discontinued operations | 8,817,967 | 740,102 | 9,073,525 | 1,112,506 | |
| 64,512,594 | 46,194,241 | 72,892,586 | 76,276,139 | ||
| Attributable to non-controlling interests | |||||
| Continuing operations | (6,681,338) | 1,344,014 | (6,685,309) | (220,342) | |
| Discontinued operations | 8,782,767 | 739,807 | 9,037,304 | 1,112,062 | |
| 17 | 2,101,429 | 2,083,821 | 2,351,995 | 891,720 | |
| Profit/(Loss) per share | |||||
| From continuing operations | |||||
| Basic | 28 | 0.030383 | 0.025062 | 0.035868 | 0.041913 |
| Diluted | 28 | 0.028408 | 0.023480 | 0.033527 | 0.039164 |
| From discontinued operations | |||||
| Basic | 28 | 0.004666 | 0.000393 | 0.004802 | 0.000590 |
| Diluted | 28 | 0.004362 | 0.000368 | 0.004488 | 0.000551 |
The accompanying notes are part of these condensed consolidated financial statements.
The Board of Directors The Board of Directors
(Translation of consolidated financial statements originally issued in Portuguese. In case of discrepancy the Portuguese version prevails.)
| (Amounts expressed in euro) | rd Quarter 2017 2 |
rd Quarter 2016 2 Restated |
30 June 2017 | 30 June 2016 Restated |
|---|---|---|---|---|
| Net Profit / (Loss) for the period | 66,614,023 | 48,278,062 | 75,244,581 | 77,167,859 |
| Items that maybe reclassified subsequently to profirt or loss: | ||||
| Exchange differences arising on translation of foreign operations Participation in other comprehensive income (net of tax) related to joint ventures |
1,776,509 | 7,581,220 | 1,876,616 | 3,095,479 |
| and associated companies included in consolidation by the equity method (Note 9.3) |
(16,650,150) | (5,201,416) | (13,919,016) | (11,377,435) |
| Changes in hedge and fair value reserves | (2,914,379) | 2,669,830 | (5,836,722) | 557,780 |
| Deferred taxes related with other components of comprehensive income | 596,104 | (651,027) | 1,215,891 | (135,790) |
| Others | 178,987 | (45,694) | 148,179 | (54,022) |
| Other comprehensive income for the period | (17,012,929) | 4,352,913 | (16,515,052) | (7,913,988) |
| Total comprehensive income for the period | 49,601,094 | 52,630,975 | 58,729,529 | 69,253,871 |
| Attributable to: | ||||
| Equity holders of parent company | 45,241,107 | 47,596,452 | 54,038,338 | 68,731,353 |
| Non controlling interests | 4,359,987 | 5,034,523 | 4,691,191 | 522,518 |
The accompanying notes are part of these condensed consolidated financial statements.
| Res d Re erve s an |
tain ed E arni ngs |
|||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Am ssed in e ) ts e oun xpre uro |
Sha re ital Cap |
ion ium Oth Cur Opt Prem er R renc y ese rves l Hed Ow Lega ging n nsla ible and d al Tra tion Con Ret aine Tot vert Sha Res Res res erve erve ds Res Bon Earn ings erve |
Net al Prof Tot it/(L oss) |
Non trol ling con Inte rest s (No 6) te 1 |
Tot al Equ ity |
|||||||
| ibut Attr |
able ity H to Equ |
olde f Pa Co rent rs o |
mpa ny |
|||||||||
| Bala 201 6 t 1 J nce as a anu ary |
2,00 0,00 0,00 0 |
(123 ,493 ,932 ) |
244 ,211 ,592 |
1,13 5,80 1 |
272 ,950 |
22,3 13,0 00 |
(661 ,255 ,246 ) |
(393 ,321 ,903 ) |
,306 ,228 175 |
1,65 8,49 0,39 3 |
136 ,303 ,721 |
1,79 4,79 4,11 4 |
| al c e fo r th riod Tot nsiv e in om pree com e pe |
- | - | - | 1,17 3,65 6 |
408 ,991 |
- | (9,1 33) 27,4 |
(7,5 86) 44,7 |
76,2 76,1 39 |
68,7 31,3 53 |
522 ,518 |
69,2 53,8 71 |
| of c olid ated fit o f 20 App riat ion 15 net rop ons pro |
||||||||||||
| nsfe leg al re nd r ned Tra etai ning r to serv es a ear s |
- | - | - | - | - | - | 175 ,306 ,228 |
175 ,306 ,228 |
(175 ) ,306 ,228 |
- | - | - |
| den ds d bute d Divi istri |
- | - | - | - | - | - | - | - | - | - | (1,8 17) 66,8 |
(1,8 17) 66,8 |
| ribu of fund Dist tion inve inco stm ent me |
- | - | - | - | - | - | - | - | - | - | (492 ) ,503 |
(492 ) ,503 |
| Obl igat ion fulf ield by sha ttrib utio loye n to re a em p es |
- | - | - | - | - | - | (3,6 07) 50,8 |
(3,6 07) 50,8 |
- | (3,6 07) 50,8 |
(79, ) 384 |
(3,7 91) 30,1 |
| (No 6) Cas h Se ttle d Eq uity Sw arly tial inat ion te 1 term ap e par |
- | 7,90 6,18 9 |
- | - | - | - | (49, ) 840 |
(49, ) 840 |
- | 7,85 6,34 9 |
- | 7,85 6,34 9 |
| Part ial d ispo sal o uisit ions of affi liate d co nies r aq mpa |
- | - | - | - | - | - | 39,0 65 |
39,0 65 |
- | 39,0 65 |
134 ,197 |
173 ,262 |
| Acq uisit ion of s ubs idia ries |
- | - | - | - | - | - | - | - | - | - | 25,8 87,8 26 |
25,8 87,8 26 |
| Bala t 30 Jun e 20 16 R ted esta nce as a |
2,00 0,00 0,00 0 |
(115 ) ,587 ,743 |
244 ,211 ,592 |
2,30 9,45 7 |
681 ,941 |
22,3 13,0 00 |
(498 ) ,738 ,033 |
(229 ) ,222 ,043 |
76,2 76,1 39 |
1,73 1,46 6,35 3 |
160 ,409 ,558 |
1,89 1,87 5,91 1 |
| Bala t 1 J 201 7 nce as a anu ary |
2,00 0,00 0,00 0 |
(114 ) ,738 ,086 |
244 ,211 ,592 |
3,84 5,88 9 |
1,94 8,40 5 |
22,3 13,0 00 |
(478 ) ,988 ,441 |
(206 ) ,669 ,555 |
215 ,073 ,949 |
1,89 3,66 6,30 8 |
169 ,040 ,186 |
2,06 2,70 6,49 4 |
| al c e fo r th riod Tot nsiv e in om pree com e pe |
- | - | - | (516 ) ,987 |
(4,3 27) 87,4 |
- | (13, ) 949 ,834 |
(18, ) 854 ,248 |
72,8 92,5 86 |
54,0 38,3 38 |
4,69 1,19 1 |
58,7 29,5 29 |
| of c olid ated fit o f 20 App riat ion 16 net rop ons pro |
||||||||||||
| nsfe leg al re nd r ned Tra etai ning r to serv es a ear s |
- | - | 3,06 5,01 1 |
- | - | - | 212 ,008 ,938 |
215 ,073 ,949 |
(215 ) ,073 ,949 |
- | - | - |
| Divi den ds d istri bute d |
- | - | - | - | - | - | (75, ) 796 ,304 |
(75, ) 796 ,304 |
- | (75, ) 796 ,304 |
(3,5 76) 20,5 |
(79, ) 316 ,880 |
| Dist ribu tion of inve inco fund stm ent me |
- | - | - | - | - | - | - | - | - | - | (65, ) 959 |
(65, ) 959 |
| Obl igat ion fulf ield by sha ttrib utio loye n to re a em p es |
- | - | - | - | - | - | (902 ,902 ) |
(902 ,902 ) |
- | (902 ,902 ) |
1,16 5 |
(901 ,737 ) |
| ial c ella of h Se ttle d Eq (No 6) Part tion Cas uity Sw te 1 anc ap |
- | 5,48 8,53 8 |
- | - | - | - | (577 ) ,419 |
(577 ) ,419 |
- | 4,91 1,11 9 |
- | 4,91 1,11 9 |
| han bsid Perc ge i iarie enta ge c n su s |
- | - | - | - | - | - | 836 ,585 |
836 ,585 |
- | 836 ,585 |
(980 ) ,014 |
(143 ) ,429 |
| of s ubs idia Acq uisit ion ries |
- | - | - | - | - | - | - | - | - | - | 1,46 1,56 9 |
1,46 1,56 9 |
| Cha olid etho d in c atio nge ons n m |
- | - | - | - | - | - | - | - | - | - | (13, ) 440 ,828 |
(13, ) 440 ,828 |
| Bala t 30 Jun e 20 17 nce as a |
2,00 0,00 0,00 0 |
(109 ,249 ,548 ) |
247 ,276 ,603 |
3,32 8,90 2 |
(2,4 39,0 22) |
22,3 13,0 00 |
(357 ,369 ,377 ) |
(86, 889 ,894 ) |
72,8 92,5 86 |
1,87 6,75 3,14 4 |
157 ,186 ,734 |
2,03 3,93 9,87 8 |
The accompanying notes are part of these condensed consolidated financial statements.
CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE PERIOD ENDED 30 JUNE 2017 AND 2016
| (Amounts expressed in euro) | Notes | nd Quarter 2017 2 |
2nd Quarter 2016 | 30 June 2017 | 30 June 2016 Restated |
|---|---|---|---|---|---|
| OPERATING ACTIVITIES | |||||
| Net cash flow from operating activities (1) | 62,082,553 | 3,622,953 | (48,271,310) | (164,156,683) | |
| INVESTMENT ACTIVITIES | |||||
| Cash receipts arising from: | |||||
| Investments | 12 | - | 83,186,984 | 21,009,032 | 83,186,984 |
| Tangible and Intangible assets | 7 | 843,906 | 423,661 | 2,217,249 | 230,165,372 |
| Interests and similar income | 19,860 | 561,867 | 501,532 | 1,076,239 | |
| Loans granted | 900 | 1,535 | 1,500 | 1,535 | |
| Dividends | 46,533,243 | 34,763,574 | 46,533,243 | 34,765,188 | |
| Others | 17,302,750 | 5,835,264 | 29,771,285 | 6,935,697 | |
| 64,700,659 | 124,772,885 | 100,033,841 | 356,131,015 | ||
| Cash Payments arising from: | |||||
| Investments | (2,192,575) | (65,264,916) | (2,194,825) | (65,638,931) | |
| Tangible and Intangible assets | (54,569,654) | (69,962,283) | (138,785,088) | (139,434,621) | |
| Loans granted | (1,495,421) | - | (1,982,464) | - | |
| Others | (3,493,652) | (193,928) | (12,387,366) | (382,808) | |
| (61,751,302) | (135,421,127) | (155,349,743) | (205,456,360) | ||
| Net cash used in investment activities (2) | 2,949,357 | (10,648,242) | (55,315,902) | 150,674,655 | |
| FINANCING ACTIVITIES | |||||
| Cash receipts arising from: | |||||
| Investments | 46,507 | 3,468,144 | 584,007 | 3,641,405 | |
| Loans obtained | 2,192,525,224 | 1,989,569,995 | 3,886,068,094 | 3,940,962,527 | |
| Others | - | 290,443 | - | 296,059 | |
| 2,192,571,731 | 1,993,328,582 | 3,886,652,101 | 3,944,899,991 | ||
| Cash Payments arising from: | |||||
| Investments | (2,777,009) | (2,802,437) | (4,147,406) | (2,802,437) | |
| Loans obtained | (2,167,308,124) | (1,938,552,284) | (3,738,560,755) | (3,885,451,822) | |
| Interests and similar charges | (8,328,154) | (14,528,870) | (12,903,477) | (22,108,639) | |
| Dividends | (83,631,331) | (2,329,498) | (83,631,331) | (2,329,498) | |
| Others | - | (212,683) | (303,134) | (715,169) | |
| (2,262,044,618) | (1,958,425,772) | (3,839,546,103) | (3,913,407,565) | ||
| Net cash used in financing activities (3) | (69,472,887) | 34,902,810 | 47,105,998 | 31,492,426 | |
| Net increase in cash and cash equivalents (4) = (1) + (2) + (3) | (4,440,977) | 27,877,521 | (56,481,214) | 18,010,398 | |
| Effect of foreign exchange rate | 353,314 | (568,312) | 245,482 | (428,069) | |
| Effect of discontinued operations | 4.1 | (11,088,316) | - | (11,088,316) | - |
| Cash and cash equivalents at the beginning of the period | 14 | 271,257,822 | 260,133,097 | 323,190,227 | 270,140,463 |
| Cash and cash equivalents at the end of the period | 14 | 255,375,215 | 288,578,930 | 255,375,215 | 288,578,930 |
The accompanying notes are part of these condensed financial statements.
(Translation of consolidated financial statements originally issued in Portuguese. In case of discrepancy the Portuguese version prevails)
(Amounts expressed in euro)
SONAE, SGPS, SA ("Sonae Holding") has its head-office at Lugar do Espido, Via Norte, Apartado 1011, 4470- 909 Maia, Portugal, and is the parent company of a group of companies, as detailed in Notes 32 and 33 the Sonae Group ("Sonae"). Sonae's operations and operating segments are described in Note 5.
The accounting policies adopted are consistent with those described in the file of annual financial statements for the year ended 31 December 2016.
The accompanying consolidated financial statements have been prepared in accordance with International Financial Reporting Standards ("IFRS") as adopted by the European Union, issued by the International Accounting Standards Board ("IASB"), and interpretations issued by the IFRS Interpretations Committee ("IFRIC") or by the previous Standing Interpretations Committee ("SIC"), as adopted by the European Union as from the consolidated financial statements issuance date.
Interim financial statements are presented quarterly, in accordance with IAS 34 – "Interim Financial Reporting".
The accompanying condensed consolidated financial statements have been prepared from the books and accounting records of the company and subsidiaries, adjusted in the consolidation process, on a going concern basis and under the historical cost convention, except for some financial instruments and properties investments which are stated at fair value.
New accounting standards and their impact on the consolidated financial statements:
The following standards, interpretations, amendments and revisions were endorsed by the European Union and have mandatory application in future economic exercises:
| Effective date (for | |
|---|---|
| financial years | |
| beginning on or | |
| With mandatory application after 2017: | after) |
IFRS 9 - Financial instruments (establishes the new requirements regarding the classification and measurement of financial assets and liabilities, the methodology for calculating impairment and for the application of hedge accounting rules) 01 jan 2018
IFRS 15 - Revenue from contracts with customers (introduces a principles-based revenue recognition framework based on a template to be applied to all contracts with customers) 01 jan 2018
The Group did not proceed to earlier adoption of any of these standards on the financial statements for the period ended on the 30 June 2017, since their application is not yet mandatory. The impacts of the above mentioned standards are being analysed by the Group.
The following standards, interpretations, amendments and revisions haven't been, until the date of approval of these financial statements, endorsed by the European Union:
| With mandatory appliction after 2017: | Effective Date (for financial years beginning on or after) |
|---|---|
| IFRS 16 – Leases - (recognition and measurement principles) |
01 jan 2019 |
| IFRS 17 – Insurance contracts |
01 jan 2021 |
| IFRS 10 and IAS 28 (amendment) - (eliminate the conflict between the standards, related to the sale or contribution of assets between the investor and the associated or between the investor and the joint venture) |
To be defined |
| IAS 12 (amendment) - Income taxes (clarify the conditions for recognition and measurement of tax assets resulting from unrealized losses) |
01 jan 2017 |
| IAS 7 (amendment) - Statement of cash flows (introducing additional disclosures related to cash flows from financing activities) |
01 jan 2017 |
IFRS 15 (amendment) - Revenue from contracts with customers (various clarifications are introduced in the standard to eliminate the possibility of divergent interpretations of various topics) 01 jan 2018
IFRS 2 (amendment) - Share-based payments (various clarifications are included in the standard relating to the recording of cash-settled share-based payment transactions, (ii) recording changes to share-based payment transactions (Of net settled to equity settlement), (iii) the classification of transactions with net settlement characteristics) 01 jan 2018
IFRS 4 (amendment) - Insurance contracts (provides guidance on the application of IFRS 4 in together with IFRS 9) 01 jan 2018
IFRS 40 (amendment) - Investment properties (clarify that the change in classification from or to investment property should only be made when there is evidence of a change in the use of the asset) 01 jan 2018
Annual Improvements to IFRS (cycle 2014-2016) 01 jan 2017 and 01 jan 2018
IFRIC 22 - Transactions in foreign currency and advances (establish the date of the initial recognition of the advance or deferred income as the date of the transaction for determining the exchange rate of the recognition of the revenue) 01 jan 2018
IFRIC 23 – Uncertainly over income tax treatments (clarifies the accounting for uncertainties in income taxes). 01 jan 2019
The Group did not proceed to earlier adoption of any of these standards on the financial statements for the period ended on the 30 June 2017, since their application is not mandatory, lying in the process of analyzing expected effects of those standards that, with exception of IFRS 16 are not expected to reflect significant impacts.
During the period ended on 30 June 2017, Sonae sold 1,773 shares of MDS, SGPS, SA, passing the holding percentage to 50%, and altered the shareholder agreement, losing control of that subsidiary and becoming a joint venture. Due to this fact, the income statement for the period ended on 30 June 2016 was restated, with all the activity of this subsidiary and its subsidiaries going under the heading 'Discontinued operations', see impact in Note 4.1.
The Losan Group is a multinational group with its the parent company based in Spain, it specializes in the wholesale business of children's wear. This acquisition was aimed to improve skills in the supply chain and to strengthen international capacity expansion of Sonae through wholesale channels. These companies were incorporated in the consolidated financial statements as at 31 December 2015, date from which Sonae began to exercise control over its activities.
IVN – Serviços Partilhados, SA holds the brand Salsa which is a Portuguese brand of jeanswear of international renown, recognized for its entrepreneurial spirit and the development of innovative products. Being a truly international company, its products can be found in about 2,000 points of sale in 32 countries.
Following the acquisition of these companies, a preliminary assessment was made regarding the fair value of the assets acquired and the liabilities assumed. The fair value was determined through various valuation methodologies for each type of asset or liability, based on the best information available. The main adjustments to fair value made under this process were:
For the remaining assets and liabilities, no significant differences were identified between the fair value and the respective book value. As usually happens in the concentrations of business activities also in this operation could not be assigned, in accounting terms, the fair value of identifiable assets and liabilities assumed part of the cost of acquisition, being that component recognized as goodwill and recorded under the caption Intangible Assets.
The above valuations correspond to Level 3 of Fair Value, in accordance with IFRS 13.
As these acquisitions occurred at the end of the year 2015 and on June 30, 2016, for Losan and Salsa respectively, only at the end of 2016, in the case of Losan and during the first half of 2017 in the case of Salsa, was it possible to complete the fair value calculation exercise and Goodwill calculation.
The impact of these evaluations in the consolidated financial statements as at 30 June 2016 was as follows:
| 30 Jun 2016 | ||||
|---|---|---|---|---|
| Before the | Adjustments to fair value | After the | ||
| restatement | Losan | Salsa | restatement | |
| Assets | ||||
| Tangible and intagible assets | 1,810,574 | 24,363 | 99,064 | 1,934,001 |
| Goodwill | 796,055 | (18,960) | (122,451) | 654,644 |
| Investments | 1,243,691 | - | - | 1,243,691 |
| Deferred tax assets | 67,609 | 225 | 1,267 | 69,101 |
| Other non-current assets | 32,742 | - | 2,464 | 35,206 |
| Non-current assets | 3,950,671 | 5,628 | (19,656) | 3,936,643 |
| Current assets | - | |||
| Inventories | 653,929 | - | (1,187) | 652,742 |
| Trade account receivables | 114,100 | (400) | (275) | 113,425 |
| Other debtors | 299,793 | 1,417 | 448 | 301,658 |
| Investments | 1,848 | - | - | 1,848 |
| Cash and cash equivalents | 329,208 | - | - | 329,208 |
| Current assets | 1,398,878 | 1,017 | (1,014) | 1,398,881 |
| Total assets | 5,349,549 | 6,645 | (20,670) | 5,335,524 |
| Liabilities | - | |||
| Borrowings | 1,362,272 | - | - | 1,362,272 |
| Other non-current liabilities | 38,125 | - | - | 38,125 |
| Deferred tax liabilities | 68,087 | 5,991 | 20,496 | 94,574 |
| Provisions | 38,969 | 900 | 5,078 | 44,947 |
| Non-current liabilities | 1,507,453 | 6,891 | 25,574 | 1,539,918 |
| Borrowings | 364,428 | - | - | 364,428 |
| Trade creditors and other current liabilities | 1,538,344 | - | 958 | 1,539,302 |
| Total current liabilities | 1,902,771 | - | 958 | 1,903,729 |
| Total liabilities | 3,410,225 | 6,891 | 26,532 | 3,443,648 |
| Shareholders' funds excluding non-controlling interests | 1,731,713 | (246) | - | 1,731,467 |
| Non-controlling interests | 207,612 | - | (47,202) | 160,410 |
| Total shareholders' funds | 1,939,324 | (246) | (47,202) | 1,891,876 |
| Total shareholders' funds and liabilities | 5,349,549 | 6,645 | (20,670) | 5,335,524 |
On 31 May 2017, an external evaluation was made to a group of properties of Salsa based on the market value, resulting in a reduction of the fair value calculated on December 31, 2016 in the amount of 4,384,000 euro.
The impact of this valuation in the statement of financial position as at 31 December 2016 can be analysed as follows:
| 31 Dec 2016 | |||
|---|---|---|---|
| Amounts in thousands of euro | Before the restatement |
Adjustments to fair value Salsa |
After the restatement |
| Assets | |||
| Tangible and intagible assets | 1,986,857 | (4,384) | 1,982,473 |
| Goodwill | 653,753 | 1,732 | 655,484 |
| Investments | 1,383,055 | - | 1,383,055 |
| Deferred tax assets | 61,361 | - | 61,361 |
| Other non-current assets | 19,227 | - | 19,227 |
| Non-current assets | 4,104,253 | (2,652) | 4,101,601 |
| Current assets | |||
| Inventories | 696,298 | - | 696,298 |
| Trade account receivables | 116,004 | - | 116,004 |
| Other debtors | 250,921 | - | 250,921 |
| Investments | 4,369 | - | 4,369 |
| Cash and cash equivalents | 340,920 | - | 340,920 |
| Current assets | 1,408,512 | - | 1,408,512 |
| Non-current assets held for sale | - | - | - |
| Total assets | 5,512,766 | (2,652) | 5,510,113 |
| Liabilities | |||
| Borrowings | 1,209,828 | - | 1,209,828 |
| Other non-current liabilities | 21,557 | - | 21,557 |
| Deferred tax liabilities | 114,371 | (921) | 113,450 |
| Provisions | 25,848 | - | 25,848 |
| Non-current liabilities | 1,371,604 | (921) | 1,370,683 |
| Borrowings | 361,212 | - | 361,212 |
| Trade creditors and other current liabilities | 1,715,511 | - | 1,715,511 |
| Total current liabilities | 2,076,723 | - | 2,076,723 |
| Total liabilities | 3,448,327 | (921) | 3,447,407 |
| Shareholders' funds excluding non-controlling interests | 1,893,666 | - | 1,893,666 |
| Non-controlling interests | 170,772 | (1,732) | 169,040 |
| Total shareholders' funds | 2,064,438 | (1,732) | 2,062,706 |
| Total shareholders' funds and liabilities | 5,512,766 | (2,652) | 5,510,113 |
SONAE – 1H17 RESULTS
The impact in the consolidated statement of income, the adjustments in Losan and Salsa for fair value as well as the reclassification of the activity of MDS, SGPS, S.A. for discontinued operations, as at 30 June 2016 can be analysed as follows:
| 30 Jun 2016 | ||||
|---|---|---|---|---|
| Amounts in thousands of euro | Before the restatement |
Adjustments to fair value Losan |
Discontinued operations MDS SGPS,S.A. |
After the restatement |
| Sales | 2,327,072 | - | - | 2,327,072 |
| Services rendered | 104,332 | - | (21,415) | 82,917 |
| Income or expenses related to investments | 1,852 | - | (66) | 1,786 |
| Gains and losses on investments recorded at fair value through profit or loss | (6,319) | - | - | (6,319) |
| Financial income | 2,100 | - | (82) | 2,017 |
| Other income | 409,526 | - | (355) | 409,170 |
| Cost of good sold and materials consumed | (1,951,511) | - | - | (1,951,511) |
| Changes in stocks of finished goods | 440 | - | - | 440 |
| External supplies and service | (335,307) | - | 7,907 | (327,400) |
| Staff costs | (357,624) | - | 8,372 | (349,252) |
| Depreciation and amortisation | (87,062) | (328) | 1,837 | (85,553) |
| Provisions and impairment losses | (8,222) | - | 22 | (8,201) |
| Financial expenses | (27,729) | - | 798 | (26,930) |
| Other expenses | (32,713) | - | 706 | (32,007) |
| Gains or losses related to joint ventures and associated undertaking | 39,227 | - | 93 | 39,320 |
| Profit (loss) from continuing operations, before taxation | 78,061 | (328) | (2,183) | 75,550 |
| Taxation | (647) | 82 | (42) | (607) |
| Consolidated profit (loss) for the period from continuing operations | 77,414 | (246) | (2,225) | 74,943 |
| Profit/(Loss) from discountinuing operations, after taxation | - | - | 2,225 | 2,225 |
| Consolidated profit /(loss) for the period | 77,414 | (246) | - | 77,168 |
| Attributable to equity holders of the Parent Company: | ||||
| Continuing operations | 76,522 | (246) | (1,113) | 75,164 |
| Discontinued operations | - | - | 1,113 | 1,113 |
| 76,522 | (246) | - | 76,276 | |
| Atribuível a Interesses sem controlo:Attributable to non-controlling interests | ||||
| Continuing operations | 892 | - | (1,112) | (220) |
| Discontinued operations | - | - | 1,112 | 1,112 |
| 892 | - | - | 892 | |
During the period ended at 30 June 2017, Sonae and IPLF Holding signed an agreement for the disposal of shares of MDS, SGPS, SA, resulting in a change in the shareholder agreement and in the loss of control of that subsidiary and becoming a joint venture. According to predicted by IFRS 5, changes were made in the Consolidated Statements of Income by nature for the years ended at 30 June 2016 (Note 3) and 2017 to reflect in a single line (Net income for discontinued operations), in the face of Statement of profit or loss, after-tax profit or loss from discontinued operations.
Discontinued operations include the following companies:
| Percentage of share capital held | ||||
|---|---|---|---|---|
| At disposal date | ||||
| COMPANY | Head Office | Direct | Total | |
| Sonae IM | ||||
| Accive Insurance – Corretor de Seguros, SA | Porto (Portugal) | 70.00% | 35.01% | |
| Herco Consultoria de Risco e Corretora de Seguros, Ltda | Santa Catarina (Brazil) | 100.00% | 50.01% | |
| Herco, Consultoria de Risco, SA | Maia (Portugal) | 100.00% | 50.01% | |
| HighDome PCC Limited | La Valletta (Malta) | 100.00% | 50.01% | |
| Iberosegur – Sociedade Ibérica de Mediação de Seguros, Lda | Porto (Portugal) | 100.00% | 50.01% | |
| Larim Corretora de Resseguros Ltda | Rio de Janeiro (Brazil) | 99.99% | 50.01% | |
| Lazam/mds Correctora Ltda | São Paulo (Brazil) | 100.00% | 50.01% | |
| MDS África, SGPS, SA | Porto (Portugal) | 50.00% | 25.05% | |
| MDS - Corretor de Seguros, SA | Porto (Portugal) | 100.00% | 50.01% | |
| MDS Auto - Mediação de Seguros, SA | Porto (Portugal) | 50.01% | 25.01% | |
| MDS Malta Holding Limited | La Valletta (Malta) | 100.00% | 50.01% | |
| MDS RE – Mediador de resseguros, SGPS, SA | Porto (Portugal) | 100.00% | 25.05% | |
| MDS, SGPS, SA | Maia (Portugal) | 50.01% | 50.01% | |
| Moneris Seguros - Mediação de Seguros, Lda | Oeiras (Portugal) | 60.00% | 30.01% | |
| Brokerslink Management AG | Zug (Suisse) | 20.00% | 20.00% | |
| Filhet Allard España Correduria de Seguros S.L. | Madrid (Spain) | 35.00% | 17.50% | |
| Flexben, Lda | Porto (Portugal) | 45.00% | 45.00% |
The effects of these acquisitions in the consolidated financial statements can be analysed as follows:
| Amounts in euro | 30 Jun 2017 | 31 Dec 2016 |
|---|---|---|
| Net assets | ||
| Tangible and intagible assets (Note 6 and 7) | 14,553,810 | 17,388,374 |
| Goodwill (Note 8) | 28,139,765 | 30,128,657 |
| Investments (Note 10 and 9.3) | 9,044,138 | 8,995,262 |
| Trade account receivables and other assets | 21,435,618 | 8,010,414 |
| Cash and cash equivalents | 11,088,316 | 9,709,102 |
| Borrowings | (22,577,049) | (24,239,583) |
| Trade creditors and other current liabilities | (36,143,684) | (21,843,103) |
| Total assets | 25,540,914 | 28,149,123 |
| Currency translation reserves | (4,214,202) | - |
| Non-controlling interests (Note 17) | 13,440,828 | - |
| Gain in operation | 16,220,165 | - |
| Financial investment retained at fair value | 32,534,453 | - |
| Amounts expressed in euro | 30 Jun 2017 | 30 Jun 2016 Restated (Note 3) |
|---|---|---|
| Services rendered | 23,316,083 | 21,414,991 |
| Other income | 286,420 | 355,441 |
| 23,602,503 | 21,770,432 | |
| External supplies and services | (8,635,591) | (7,907,306) |
| Staff costs | (9,474,688) | (8,371,967) |
| Depreciation and amortisation | (1,942,514) | (1,837,475) |
| Provisions and impairment losses | (377,687) | (21,710) |
| Other expenses | (964,320) | (705,928) |
| 2,207,703 | 2,926,046 | |
| Financial expense | (497,689) | (798,285) |
| Financial income | 46,513 | 82,251 |
| Income from Investments | 3,637 | 65,755 |
| Share of results of joint ventures and associetad companies | 26,626 | (92,941) |
| Profit/(Loss) before taxation | 1,786,790 | 2,182,826 |
| Taxation | 103,874 | 41,742 |
| Profit/(Loss) after taxation | 1,890,664 | 2,224,568 |
| Income or expenses related to loss control | 16,220,165 | - |
| Profit/(Loss) for period from discountinuing operations | 18,110,829 | 2,224,568 |
Details of discontinued operations in the statement of cash flows can be analyzed as follows:
| Cash flows for the period from discountinuing operations | 30 jun 2017 |
|---|---|
| Net cash flow from operating activities | 6,906,899 |
| Net cash used in investment activities | (624,892) |
| Net cash used in financing activities | (1,316,263) |
| Net increase in cash and cash equivalents | 4,965,744 |
4.2 The major acquisitions of subsidiaries occurred in the period ended at 30 June 2017
| Percentage of share capital held | |||||
|---|---|---|---|---|---|
| At acquisition date | |||||
| COMPANY | Head Office | Direct | Total | ||
| Sonae Retail | |||||
| BRIO-Prod. Agric.Biológica, SA | Matosinhos (Portugal) | 100.00% | 100.00% | ||
| Go Well, S.A. | Lisbon (Portugal) | 51.00% | 51.00% |
Established in 2008, Brio is the first organic supermarket chain launched in Portugal, and explores six supermarkets specialized in organic food, all with convenience locations in the metropolitan area of Lisbon.
Go Well operates in 22 specialized restaurants in healthy food in Portugal, typically located in shopping centres, and has a variety of concepts such as grab&go, sushibar, freshly and breakfasts. Go Well operates exclusively through the brand "Go Natural".
These acquisitions will enable Sonae MC to accelerate its position in the strategic growth avenue of Health Wellness, particularly in the healthy food segment.
The effects of these acquisitions in the consolidated financial statements can be analysed as follows:
| Retail | ||||
|---|---|---|---|---|
| Amounts in euro | At acquisition date |
30 Jun 2017 | ||
| Net acquired assets | ||||
| Tangible and intangible assets (Notes 6 and 7) | 1,386,219 | 1,528,123 | ||
| Inventories | 586,950 | 548,829 | ||
| Other assets | 1,618,493 | 1,911,519 | ||
| Cash and cash equivalents | 431,553 | 397,658 | ||
| Non recorrent loans | (306,265) | (157,319) | ||
| Other liabilities | (3,448,730) | (3,829,741) | ||
| Total net acquired assets | 268,220 | 399,069 | ||
| Goodwill (Note 8) | 3,760,574 | |||
| Non-controlling interests (Note 17) | 1,461,569 | |||
| Acquisition price | 2,567,225 | |||
| Effective cash paid Future cash paid |
2,567,225 - |
|||
| Net cash flow resulting from the acquisition | ||||
| Effective cash paid | (2,567,225) | |||
| Cash and cash equivalents acquired | 431,553 | |||
| (2,135,672) | ||||
| Retail | ||||
| Since | ||||
| Valores em euros | acquisition | 6 months | ||
| date | ||||
| Sales and services | 1,970,494 | 6,228,267 | ||
| Other income | - | 106,182 | ||
| Cost of sales | (1,004,850) | (3,148,523) | ||
| External supplies and services | (448,546) | (1,385,036) | ||
| Other expenses and losses | (646,698) | (2,041,662) | ||
| Net financial income | (1,191) | (11,838) | ||
| Income related to associated companies | - | (6,692) | ||
| Profit/loss before taxation | (130,791) | (259,302) | ||
| Taxation | 138,979 | 139,646 | ||
| Net Income | 8,188 | (119,656) |
4.3 Impact resulting from fair value allocation to IVN Group as at 30 June 2016
The impact resulting from the imputation of fair value to the assets acquired and liabilities assumed in the acquisition of IVN Group in June 2016 is as follows:
| Financial Position before aquisition |
Adjustments to fair value (Note 3) |
Fair value | 30 June 2016 |
|---|---|---|---|
| 11,448,715 | 12,593,828 | 24,042,543 | 11,448,715 |
| 2,477,264 | 86,470,000 | 88,947,264 | 2,477,264 |
| 21,955,255 | (1,186,503) | 20,768,752 | 21,955,255 |
| 1,691,120 | 1,267,477 | 2,958,597 | 1,691,120 |
| 17,073,717 | 172,540 | 17,246,257 | 17,073,717 |
| 7,501,069 | - | 7,501,069 | 7,501,069 |
| (57,408,768) | - | (57,408,768) | (57,408,768) |
| - | (20,496,392) | (20,496,392) | - |
| (26,105,866) | (6,035,603) | (32,141,469) | (26,105,866) |
| (21,367,494) | 72,785,347 | 51,417,853 | (21,367,494) |
| (122,451,396) | 45,096,094 | 167,547,490 | |
| 47,202,174 | 25,530,031 | (73,090,000) | |
| 2,463,875 | 2,463,875 | - | |
| (72,785,347) | 73,090,000 | 73,090,000 | |
| 73,090,000 | 73,090,000 | ||
| 73,090,000 | 73,090,000 | ||
| 73,090,000 | 73,090,000 | ||
| (7,501,069) | (7,501,069) | ||
| 65,588,931 | 65,588,931 | ||
| Salsa |
Sonae has in its portfolio five main segments: Sonae Retail, Sonae Sierra, NOS, Sonae IM and the Sonae FS.
• In Sonae Retail, the group has five segments:
Sonae MC is our food retail unit, operating 41 Continente hypermarkets, 129 Continente Modelo supermarkets, 83 convenience stores Bom Dia, 269 stores operated under franchise Meu Super and 204 parapharmacy Well´s;
Worten that is included in the top 3 of Iberian electronic players, counting on a portfolio of 230 physical stores in Iberia;
Sports and Fashion has a network of 376 own stores of sports and clothing products, combined with a franchise network of 142 stores;
Sonae RP is dedicated to optimizing the management of Sonae's retail real estate portfolio, mainly by stores that operate under the Continente brand and under other brands of Sonae;
Maxmat operates in the DIY, construction, bathroom and garden market with a network of 30 stores;
Sonae Sierra is the partnership dedicated to the activity of development and management of shopping centres.
• Sonae FS aims to boost retail financial services.
These operating segments have been identified taking into consideration that each of these segments have separate identifiable revenues and costs, separate financial information is produced, and its operating results are reviewed by management on which it makes decisions.
The list of Group companies and their businesses are detailed in Notes 32 and 33.
The main operating segment information as at 30 June 2017 and 2016 and 31 December 2016 can be detailed as follows:
| 30 Jun 2017 | Turnover | Depreciation and amortisation |
Provisions and impairment losses |
EBIT | Financial results (2) |
Income tax (2) |
|---|---|---|---|---|---|---|
| Sonae MC | 1,777,063,444 | 47,907,162 | 311,879 | 26,495,529 | - | - |
| Worten | 435,108,454 | 13,087,323 | 752,191 | (9,284,221) | - | - |
| Sports & Fashion | 270,036,759 | 16,842,522 | 482,948 | (19,772,709) | - | - |
| Sonae RP | 45,826,136 | 12,148,826 | - | 27,841,175 | - | - |
| Maxmat | 36,007,305 | 899,582 | - | 1,400,788 | - | - |
| Retail | 2,564,042,098 | 90,885,415 | 1,547,018 | 26,680,562 | (9,197,795) | (6,792,337) |
| Sonae Sierra | - | - | - | 15,094,216 | - | - |
| NOS | - | - | - | 16,240,000 | - | - |
| Sonae IM | 69,395,128 | 4,819,064 | 114,571 | (2,481,484) | (116,215) | (1,613,827) |
| Sonae FS | 11,105,593 | 247,309 | - | 536,720 | (38) | (369,137) |
| Other, eliminations and adjustments | (42,013,656) | 682,596 | (79,650) | (12,523,562) | (8,468,901) | (8,001,884) |
| Total consolidated | 2,602,529,163 | 96,634,384 | 1,581,939 | 43,546,452 | (17,782,949) | (16,777,185) |
| 30 Jun 2016 Restated | Turnover | Depreciation and amortisation |
Provisions and impairment losses |
EBIT | Financial results (2) |
Income tax (2) |
|---|---|---|---|---|---|---|
| Sonae MC | 1,691,397,582 | 44,300,200 | 381,800 | 29,046,173 | - | - |
| Worten | 404,447,822 | 12,253,954 | 338,661 | (13,415,571) | - | - |
| Sports & Fashion | 209,581,097 | 11,465,252 | 475,795 | (25,329,548) | - | - |
| Sonae RP | 46,861,403 | 11,822,963 | 6,536,987 | 85,942,172 | - | - |
| Maxmat | 33,151,608 | 986,141 | - | 879,289 | - | - |
| Retail | 2,385,439,512 | 80,828,510 | 7,733,243 | 77,122,515 | (12,980,256) | 10,786,551 |
| Sonae Sierra | - | - | - | 13,414,755 | - | - |
| NOS | - | - | - | 10,214,490 | - | - |
| Sonae IM | 60,622,219 | 3,919,434 | 464,029 | (2,263,943) | (626,580) | (1,468,857) |
| Sonae FS | 7,960,380 | 233,811 | - | (1,466,317) | (707) | (575,784) |
| Other, eliminations and adjustments | (44,032,882) | 571,458 | 3,348 | (5,461,322) | (11,305,475) | (8,135,110) |
| Total consolidated | 2,409,989,229 | 85,553,213 | 8,200,620 | 91,560,178 | (24,913,018) | 606,800 |
| Net debt (2) | ||||
|---|---|---|---|---|
| 30 Jun 2017 | 31 Dec 2016 Restated |
|||
| Sonae Retail | 861,720,849 | 675,852,425 | ||
| Sonae IM | 43,469,554 | 38,424,321 | ||
| Holding (1) | 513,584,439 | 500,726,313 | ||
| Total consolidated | 1,418,774,842 | 1,215,003,059 |
1) Includes Sonae separate financial statements;
2) These captions are accompanied by Management in more aggregated form, and not allocated to individual operating segments identified above.
| Investment (CAPEX) | Net invested capital | ||||
|---|---|---|---|---|---|
| 30 Jun 2017 | 30 Jun 2016 Restated |
30 Jun 2017 | 31 Dec 2016 Restated |
||
| Sonae Retail | |||||
| Sonae MC | 67,200,415 | 68,722,378 | 747,003,152 | 629,840,098 | |
| Worten | 13,121,331 | 12,878,999 | (4,868,263) | (65,635,006) | |
| Sports & Fashion | 16,000,652 | 88,660,269 | 381,854,203 | 368,127,330 | |
| Sonae RP | 16,294,499 | 27,703,011 | 914,354,725 | 930,735,887 | |
| Maxmat | 519,809 | 360,532 | 34,858,076 | 33,050,597 | |
| Sonae IM | 5,460,000 | 5,500,591 | 145,007,635 | 143,443,838 | |
| Sonae FS | 234,566 | 170,907 | 2,369,752 | 3,503,912 | |
| Other, eliminations and adjustments | 1,990,024 | 4,078,879 | 1,232,135,458 | 1,236,374,594 | |
| Total consolidated | 120,821,296 | 208,075,566 | 3,452,714,738 | 3,279,441,250 |
| Turnover | 30 Jun 2017 Inter-segment |
30 Jun 2016 Restated Inter-segment |
|
|---|---|---|---|
| Sonae Retail | |||
| Sonae MC | (1,045,733) | (884,845) | |
| Worten | (2,802,347) | (2,052,779) | |
| Sports and Fashion | (14,722,017) | (12,852,894) | |
| Sonae RP | (41,399,492) | (41,554,351) | |
| Sonae IM | (9,751,470) | (8,077,123) | |
| Other, eliminations and adjustments | (211,953) | (205,065) | |
| Total consolidated | (69,933,012) | (65,627,057) | |
| Turnover | EBIT | ||||
|---|---|---|---|---|---|
| 30 Jun 2017 | 30 Jun 2016 Restated |
30 Jun 2017 | 30 Jun 2016 Restated |
||
| Inter-segment intra-groups | (69,933,012) | (65,627,058) | - | - | |
| Contributions of entities not included in the segments |
27,919,356 | 21,594,176 | (5,801,781) | (3,437,999) | |
| Others | - | - | (6,721,781) | (2,023,323) | |
| Other, eliminations and adjustments | (42,013,656) | (44,032,882) | (12,523,561) | (5,461,322) |
| Investment | Invested capital | |||
|---|---|---|---|---|
| 30 Jun 2017 | 30 Jun 2016 30 Jun 2017 Restated |
31 dez 2016 Restated |
||
| Inter-segment intra-groups and contributions of entities non-individualized entities as segments |
1,990,024 | 4,078,879 | 9,632,809 | 12,334,224 |
| Investments in joint ventures and associated companies | - | - | 1,314,889,573 | 1,293,795,248 |
| Other investments | - | - | 9,944,258 | 17,966,231 |
| Cash settled equity swap (3) | - | - | (102,331,181) | (87,721,109) |
| 1,990,024 | 4,078,879 | 1,232,135,459 | 1,236,374,594 |
3) Financial Instrument reported in Note 16.
All performance measures are reconciled to the financial statements in note 29.
Net Invested capital = Total net debt + total shareholder funds
Net debt = Bonds + bank loans + other loans + shareholder loans + financial leases - cash, bank deposits,current investments, excluding the participation of 2.14% in NOS, and other long term financial applications;
Other, eliminations and adjustments = Intra-groups + consolidation adjustments + contributions from other companies not included in the disclosed segments as they do not fit in any reportable segment, ie in addition to Sonae SGPS, the companies identified as "Other" in Note 32 are included;
Investments (CAPEX) = Gross investment in tangible and intangible assets and investments in acquisitions.
During the six-month period ended 30 June 2017 and 2016, the movements in tangible assets as well as accumulated depreciation and impairment losses are made up as follows:
| Others | Tangible | Total | |||
|---|---|---|---|---|---|
| Land and | Plant and | tangible | assets | tangible | |
| buildings | machinery | assets | in progress | assets | |
| Gross assets: | |||||
| Opening balance as at 1 January 2017 | 1,371,092,975 | 1,438,240,754 | 217,886,293 | 30,984,493 | 3,058,204,515 |
| Purchase price allocation (Note 3) | (4,384,000) | - | - | - | (4,384,000) |
| Opening balance as at 1 January 2017 Restated | 1,366,708,975 | 1,438,240,754 | 217,886,293 | 30,984,493 | 3,053,820,515 |
| Transfers to "Discontinued operations" (Note 4.1) | (489,027) | (2,829,332) | (3,965,896) | (566,767) | (7,851,022) |
| Investment | 4,812,251 | 1,447,378 | 1,166,894 | 81,516,712 | 88,943,235 |
| Acquisitions of subsidiaries (Note 4.2) | 1,443,695 | 2,624,130 | 450,095 | - | 4,517,920 |
| Disposals | - | (29,238,703) | (4,156,671) | (1,200,674) | (34,596,048) |
| Exchange rate effect | (45,423) | (64,364) | (382,251) | (12,278) | (504,316) |
| Transfers | 7,622,692 | 61,221,425 | 7,417,003 | (78,504,363) | (2,243,243) |
| Closing balance as at 30 June 2017 | 1,380,053,163 | 1,471,401,288 | 218,415,467 | 32,217,123 | 3,102,087,041 |
| Accumulated depreciation and impairment losses | |||||
| Opening balance as at 1 January 2017 | 397,973,790 | 881,497,880 | 166,152,543 | 110,824 | 1,445,735,037 |
| Transfers to "Discontinued operations" (Note 4.1) | (226,791) | (1,777,593) | (3,212,180) | - | (5,216,564) |
| Depreciation of the period | 11,106,205 | 55,090,433 | 9,115,042 | - | 75,311,680 |
| Acquisitions of subsidiaries (Note 4.2) | 1,163,331 | 1,526,940 | 507,759 | - | 3,198,030 |
| Disposals | - | (26,346,008) | (3,882,466) | - | (30,228,474) |
| Exchange rate effect | (30,826) | (31,619) | (290,408) | - | (352,853) |
| Transfers | (34,949) | (40,186) | (580,181) | - | (655,316) |
| Closing balance as at 30 June 2017 | 409,950,760 | 909,919,847 | 167,810,109 | 110,824 | 1,487,791,540 |
| Carrying amount as at 30 June 2017 | 970,102,403 | 561,481,441 | 50,605,358 | 32,106,299 | 1,614,295,501 |
The investment in the period ended 30 June 2017 and 2016 includes mainly the acquisition of assets of approximately 88.1 million euro (111.3 million euro as at 30 June 2016), associated with the opening and remodeling of stores of Sonae retail operating segments.
During the period ended 30 June 2016, several sale and leaseback transactions were accounted for by the Group. The accounting values of the disposed assets, approximately, 170.1 million euro, correspond to 16 real estate food retail assets located in Portugal and 3 Worten stores in Spain. These operations resulted in a cash inflow of 230 million euro and generated a net capital gain of approximately, 63.1 million euro (Note 26).
The most significant values under the caption "Tangible assets in progress" refer to the following projects:
| 30 Jun 2017 | 30 Jun 2016 | |
|---|---|---|
| Refurbishment and expansion of stores in the retail businesses located in Portugal |
28,051,888 | 20,170,106 |
| Refurbishment and expansion of stores in the retail businesses located in Spain |
763,790 | 1,921,489 |
| Projects of "Continente" stores for which advance payments were made |
1,196,000 | 1,206,600 |
| Others | 2,094,621 | 2,926,864 |
| 32,106,299 | 26,225,059 |
| Land and buildings |
Plant and machinery |
Others tangible assets |
Total tangible assets |
|
|---|---|---|---|---|
| Impairment losses | ||||
| Opening balance as at 1 january 2017 | 90,436,703 | 28,067,641 | 595,877 | 119,100,221 |
| Acquisition of subsidiary | - | - | 169,244 | 169,244 |
| Disposals | - | (3,141,936) | (50,633) | (3,192,569) |
| Transfers | 3,945 | 155,593 | (208,448) | (48,910) |
| Closing balance as at 30 June 2017 (Note 23) | 90,440,648 | 25,081,298 | 506,040 | 116,027,986 |
| Patents | Others | Intangible | Total | |
|---|---|---|---|---|
| and other | intangible | assets | intangible | |
| similar rights | assets | in progress | assets | |
| Gross assets: | ||||
| Opening balance as at 1 January 2017 | 181,013,190 | 493,383,747 | 28,060,990 | 702,457,927 |
| Discontinued operations (Note 4.1) | (1,991,644) | (34,165,793) | (103,663) | (36,261,100) |
| Investment | 23,152 | 419,036 | 25,351,158 | 25,793,346 |
| Acquisitions of subsidiaries (Note 4.2) | 13,500 | 138,687 | - | 152,187 |
| Disposals | (108,975) | (321,635) | (721,130) | (1,151,740) |
| Exchange rate effect | (507,402) | (2,976,699) | (23,462) | (3,507,563) |
| Transfers | 123,314 | 13,519,038 | (14,084,809) | (442,457) |
| Closing balance as at 30 June 2017 | 178,565,135 | 469,996,381 | 38,479,084 | 687,040,600 |
| Accumulated depreciation and impairment losses | ||||
| Opening balance as at 1 January 2017 | 40,763,712 | 288,184,727 | - | 328,948,439 |
| Discontinued operations (Note 4.1) | (1,098,292) | (24,111,717) | - | (25,210,009) |
| Depreciation of the period | 1,301,999 | 21,952,219 | - | 23,254,218 |
| Acquisitions of subsidiaries (Note 4.2) | 6,222 | 79,636 | - | 85,858 |
| Impairment losses of the period | - | 382,139 | - | 382,139 |
| Disposals | (64,434) | (565,863) | - | (630,297) |
| Exchange rate effect | (480,311) | (1,938,973) | - | (2,419,284) |
| Transfers | 8,556 | (153,987) | - | (145,431) |
| Closing balance as at 30 June 2017 | 40,437,452 | 283,828,181 | - | 324,265,633 |
| Carrying amount as at 30 June 2017 | 138,127,683 | 186,168,200 | 38,479,084 | 362,774,967 |
| Patents | Others | Intangible | Total | |
| other similar | intangible | assets | intangible | |
| rights | assets | in progress | assets | |
| Gross assets: | ||||
| Opening balance as at 1 January 2016 | 117,792,364 | 381,046,154 | 30,117,801 | 528,956,319 |
| Purchase price allocation (Note 3) | 11,559,000 | 13,132,000 | - | 24,691,000 |
| Opening balance as at 1 January 2016 Restated | 129,351,364 | 394,178,154 | 30,117,801 | 553,647,319 |
| Investment | 74,899 | 1,079,096 | 20,014,068 | 21,168,063 |
| Acquisitions of subsidiaries (Note 4.3) | 51,009,400 | 41,316,464 | 99,731 | 92,425,595 |
| Disposals | (94,666) | (56,286) | (145,743) | (296,695) |
| Exchange rate effect | (104,413) | 4,150,224 | (37,990) | 4,007,821 |
| Transfers | 128,911 | 16,221,129 | (16,914,740) | (564,700) |
| Closing balance as at 30 June 2016 Restated | 180,365,495 | 456,888,781 | 33,133,127 | 670,387,403 |
| Accumulated depreciation and impairment losses | ||||
| Opening balance as at 1 January 2016 | 38,817,721 | 245,688,249 | - | 284,505,970 |
| Purchase price allocation (Note 3) | - | 328,300 | - | 328,300 |
| Opening balance as at 1 January 2016 Restated | 38,817,721 | 246,016,549 | - | 284,834,270 |
| Depreciation of the period | 676,708 | 16,442,393 | - | 17,119,101 |
| Acquisitions of subsidiaries (Note 4.3) | - | 3,478,219 | - | 3,478,219 |
| Disposals | (94,666) | 844 | - | (93,822) |
| Exchange rate effect | (88,323) | 2,482,876 | - | 2,394,553 |
| Transfers | (47) | 37,313 | - | 37,266 |
| Closing balance as at 30 June 2016 Restated | 39,311,393 | 268,458,194 | - | 307,769,587 |
| Carrying amount as at 30 June 2016 Restated | 141,054,102 | 188,430,587 | 33,133,127 | 362,617,816 |
Goodwill is allocated to each operating segment and within each segment to each of the homogeneous groups of cash generating units as follows:
Sonae Retail - Goodwill is allocated to each operating business segment, Sonae MC, Worten and Sports & Fashion, being afterwards distributed by each homogenous group of cash generating units, namely to each insignia within each segment and country, distributed by country and each of the properties in case of operating segment Sonae RP;
Sonae IM - Goodwill at 30 June 2017 in this segment is related to the Technology business;
Others - As at 31 December 2016, includes the insurance business including amounts generated prior to the adoption of IFRS and supported by the valuation of the customer portfolio (Portugal) as well as the one generated by the subsequent merger operation (Brazil) in 2016, but on 30 June 2017 this business was considered as discontinued operations (notes 3 and 4.1).
As at 30 June 2017 and 2016, the caption "Goodwill" was made up as follows by insignia and country:
| 30 Jun 2017 | ||||
|---|---|---|---|---|
| Portugal | Spain | Brazil | Other countries | Total |
| 482,067,936 | - | - | - | 482,067,936 |
| 65,283,532 | - | - | - | 65,283,532 |
| 64,790,425 | 341,314 | - | - | 65,131,739 |
| 2,651,846 | - | - | - | 2,651,846 |
| 2,686,758 | - | 7,090 | 11,359,846 | 14,053,694 |
| - | - | - | - | - |
| 617,480,497 | 341,314 | 7,090 | 11,359,846 | 629,188,747 |
| 31 Dec 2016 Restated | |||||
|---|---|---|---|---|---|
| Insignia | Portugal | Spain | Brazil | Other countries | Total |
| Sonae Retail | |||||
| Sonae MC | 478,307,362 | - | - | - | 478,307,362 |
| Worten | 65,283,532 | - | - | - | 65,283,532 |
| Sports & Fashion | 64,790,425 | 95,497 | - | - | 64,885,922 |
| Sonae RP | 2,651,846 | - | - | - | 2,651,846 |
| Sonae IM | |||||
| Technology | 2,686,758 | - | 7,090 | 11,533,124 | 14,226,972 |
| Others | |||||
| MDS | 8,363,810 | - | 21,764,904 | - | 30,128,714 |
| 622,083,733 | 95,497 | 21,771,994 | 11,533,124 | 655,484,348 | |
During the six-month period ended in 30 June 2017 and 2016, movements occurred in goodwill as well as in the corresponding impairment losses, are as follows:
| 30 Jun 2017 | 30 Jun 2016 Restated |
|
|---|---|---|
| Gross value: | ||
| Opening balance | 669,955,930 | 639,617,793 |
| Purchase price allocation (Note 3) | 1,731,680 | (18,960,060) |
| Opening balance Restated | 671,687,610 | 620,657,733 |
| Discontinued operations (Note 4.1) | (33,674,270) | - |
| Re-allocation of Goodwill (Note 4.2 and 4.3) | 3,760,574 | 47,003,908 |
| Other variations | 245,817 | (948,478) |
| Currency translation | (2,168,291) | 3,638,595 |
| Closing balance | 639,851,440 | 670,351,758 |
| Accumulated impairment losses: | ||
| Opening balance | 16,203,262 | 15,074,024 |
| Discontinued operations (Note 4.1) | (5,534,505) | - |
| Currency translation | (6,064) | (205,615) |
| Closing balance | 10,662,693 | 14,868,409 |
| Carrying amount | 629,188,747 | 655,483,349 |
9.1 Detail of book value of Investment in joint ventures and associates
The value of investments in joint ventures and associates can be analyzed as follows:
| COMPANY | 30 Jun 2017 | 31 Dec 2016 |
|---|---|---|
| Sonae Sierra | ||
| Sonae Sierra SGPS, SA (consolidated) | 586,166,031 | 605,762,434 |
| ZOPT (NOS) | ||
| ZOPT, SGPS, S.A. (consolidated) | 684,403,671 | 676,799,309 |
| Sonae Retail | ||
| 1) Sohi Meat Solutions - Distribuição de Carnes, SA |
2,305,240 | - |
| Sonae IM | ||
| Intelligent Big Data, S.L. | - | - |
| Others | - | - |
| MDS SGPS, S.A. 2) |
32,534,453 | - |
| Unipress - Centro Gráfico, Lda | 563,977 | 588,925 |
| SIRS - Sociedade Independente de Radiodifusão Sonora, S.A. | 17,829 | - |
| Investments in joint ventures | 1,305,991,201 | 1,283,150,668 |
| Sonae Retail | ||
| Sempre a Postos - Produtos Alimentares e Utilidades, Lda | 782,012 | 1,338,322 |
| S2 Mozambique, SA | 1,646,907 | 1,406,710 |
| Ulabox, S.L. | 3,374,583 | 3,817,381 |
| Sonae IM | ||
| Armilar Venture Partners - Sociedade de Capital de Risco, SA | 1 | 1 |
| Fundo de Capital de Risco Armilar Venture Partners II | 35,138,898 | 35,416,004 |
| Fundo de Capital de Risco Armilar Venture Partners III | 26,472,466 | 26,173,814 |
| Fundo de Capital de Risco Espirito Santo Ventures Inovação e Internacionalização |
7,217,620 | 6,885,820 |
| MOVVO, S.A. | 2,773,002 | 2,793,649 |
| Others | ||
| APOR - Agência para a Modernização do Porto, S.A. | 321,868 | 323,193 |
| Brokerslink Management AG 2) |
- | 124,834 |
| Flexben, Lda 2) |
- | - |
| Filhet Allard España Correduria de Seguros S.L. 2) |
- | 840,494 |
| Investment in associated companies | 77,727,357 | 79,120,222 |
| Total | 1,383,718,558 | 1,362,270,890 |
1) Sohi Meat Solutions, results from the agreement signed on 3 January 2017, the date on which a Joint Venture was formed between Sonae MC and Hilton Food Group. Since then, Sohimeat has been consolidated using the equity method due the loss of control (Note 15);
Following the announcement made on 5 August 2016, Sonae IM together with a group of investors celebrated a contract with NOVO BANCO, S.A. and his subsidiary, ES TECH VENTURES, SGPS, S.A, for the acquisition to Novo Banco, of participation units in three venture capital funds: Espirito Santo Ventures Innovation and Internationalization ('ESVIINT'); Espírito Santo Ventures II (currently called to Ventures Capital Fund Armilar Venture Partners II, 'Armilar II') and Venture Capital Fund Espírito Santo Ventures III (currently called to Ventures Capital Fund Armilar Venture Partners III, 'Armilar III') and the total capital of Espírito Santo Ventures - Sociedade de Capital de Risco (currently called Armilar Venture Partners – Sociedade de Capital de Risco. S.A. 'Armilar'), held by its subsidiar ES TECH VENTURES, SGPS, S.A.. After approval by Banco de Portugal, the transaction was completed on 13 December 2016. In the period ended
on 31 March 2017, Sonae IM increased its participation in more 0.41% in the Armilar III fund, with a position in the period ended on 31 March 2017 of 42.40%.
Armilar II, Armilar III and ESVIINT have the purpose of investing their assets in minority interests, in companies with high potential for growth and appreciation, and which have technological base or innovate business concept subjacent their activity, being privileged projects in phase of start-up, early-stage and expansion in Portugal and internationally. The management of the funds, according to the applicable legislation, is the responsibility of the management company. The management company has autonomy in relation to the management and investment policies of the funds, and this is not a competence of the holders of units. The participation of the subsidiary Sonae IM in the management company is 35%, not exercising control over it, in accordance with the legal framework and, in accordance with the context and specificity of the transaction, a fair value of 1 euro was assumed. As described, under this operation, the acquired participations were classified as "Investments in associated companies".
In the period ended on 30 June 2017, no changes were identified in the allocation of the purchase price of Funds to the allocation assigned in the year ended December 31, 2016. However, the allocation of the acquisition price is still subject to changes until the conclusion of a period of 12 months from the date of acquisition in accordance with IFRS 3 Business Combinations.
Within the scope of this transaction, the debt of Armilar II and Armilar III funds was also acquired from Espírito Santo Ventures – Sociedade de Capital de Risco (currently called "Armilar Venture Partners"), in the amount of Euro 1,503,660 and Euro 1,274,357, respectively, recorded in the caption "Other non-current assets" (note 11).
IAS 28 contains the option to keep the investments at fair value in situations of investments in associates that are held through venture capital funds. Sonaecom made this option in applying the equity method to Armilar I, Armilar II and ESVIINT funds, and maintained the fair value recognised by the funds in its subsidiaries. Associated companies and companies jointly controlled are included in the consolidation under the equity method.
9.2 Financial indicators of participations
9.2.1 Joint ventures
Summary financial information of joint ventures of the group can be analyzed as follows:
| 30 Jun 2017 | |||||
|---|---|---|---|---|---|
| Joint ventures | Sonae Sierra SGPS, SA (consolidated) |
ZOPT, SGPS, SA (consolidated) |
MDS,SGPS,SA (consolidated) |
Sohimeat, SA | Others |
| Assets | |||||
| Investment properties | 832,358,332 | 662,000 | 868,261 | - | - |
| Tangible assets | 2,031,919 | 1,183,343,000 | 2,634,459 | 15,701,994 | 544,527 |
| Intangible assets | 1,740,889 | 584,469,327 | 10,184,037 | 598,224 | 7,136 |
| Goodwill | 4,273,688 | 1,747,005,673 | 31,915,231 | - | - |
| Investments in joint ventures and associates | 1,182,607,208 | 200,689,000 | 9,024,144 | - | 345 |
| Other non-current assets | 98,427,599 | 133,312,000 | 2,395,914 | 179,254 | 97 |
| Non-current assets | 2,121,439,635 | 3,849,481,000 | 57,022,046 | 16,479,472 | 552,105 |
| Cash and cash equivalents | 81,877,753 | 20,002,000 | 11,088,316 | 1,460,168 | 144,540 |
| Other current assets | 94,122,202 | 494,349,000 | 9,289,351 | 43,312,304 | 1,820,434 |
| Current assets | 175,999,955 | 514,351,000 | 20,377,667 | 44,772,472 | 1,964,974 |
| Total assets | 2,297,439,590 | 4,363,832,000 | 77,399,713 | 61,251,944 | 2,517,079 |
| Liabilities | |||||
| Loans | 256,202,179 | 1,074,043,000 | 15,891,667 | - | - |
| Other non-current liabilities | 144,632,049 | 253,246,000 | 9,172,067 | 289,133 | 758,959 |
| Non-current liabilities | 400,834,228 | 1,327,289,000 | 25,063,734 | 289,133 | 758,959 |
| Loans | 158,963,601 | 167,141,000 | 6,570,053 | - | 26,262 |
| Other current liabilities | 78,996,078 | 519,040,000 | 17,943,575 | 55,955,539 | 1,105,469 |
| Total current liabilities | 237,959,679 | 686,181,000 | 24,513,628 | 55,955,539 | 1,131,731 |
| Total liabilities | 638,793,907 | 2,013,470,000 | 49,577,362 | 56,244,672 | 1,890,690 |
| Equity attributable to the equity holders of the Parent Company | 1,120,217,871 | 1,208,451,000 | 25,717,912 | 5,007,272 | 626,389 |
| Non-controlling interests | 538,427,812 | 1,141,911,000 | 2,104,439 | - | - |
| Total equity | 1,658,645,683 | 2,350,362,000 | 27,822,351 | 5,007,272 | 626,389 |
| Total equity and liabilities | 2,297,439,590 | 4,363,832,000 | 77,399,713 | 61,251,944 | 2,517,079 |
| 31 Dec 2016 | |||
|---|---|---|---|
| Joint ventures | Sonae Sierra SGPS, SA (consolidated) |
ZOPT, SGPS, SA (consolidated) |
Others |
| Assets | |||
| Investment properties | 805,733,400 | 663,000 | - |
| Tangible assets | 2,009,354 | 1,205,070,385 | 821,056 |
| Intangible assets | 2,000,546 | 601,491,621 | - |
| Goodwill | 4,273,688 | 1,749,001,673 | - |
| Investments in joint ventures and associates | 1,169,527,759 | 194,168,879 | - |
| Other non-current assets | 94,653,928 | 139,012,122 | 97 |
| Non-current assets | 2,078,198,675 | 3,889,407,680 | 821,153 |
| Cash and cash equivalents | 149,628,277 | 7,094,383 | 61,807 |
| Other current assets | 87,289,259 | 527,340,846 | 1,587,807 |
| Current assets | 236,917,536 | 534,435,229 | 1,649,614 |
| Total assets | 2,315,116,211 | 4,423,842,909 | 2,470,767 |
| Liabilities | |||
| Loans | 367,154,873 | 1,035,508,000 | 25,000 |
| Other non-current liabilities | 139,138,153 | 275,899,909 | 1,043,985 |
| Non-current liabilities | 506,293,026 | 1,311,407,909 | 1,068,985 |
| Loans | 52,995,528 | 224,692,000 | 26,262 |
| Other current liabilities | 87,932,125 | 537,188,000 | 445,143 |
| Total current liabilities | 140,927,653 | 761,880,000 | 471,405 |
| Total liabilities | 647,220,679 | 2,073,287,909 | 1,540,390 |
| Equity attributable to the equity holders of the Parent Company | 1,159,410,669 | 1,192,361,000 | 930,377 |
| Non-controlling interests | 508,484,863 | 1,158,194,000 | - |
| Total equity | 1,667,895,532 | 2,350,555,000 | 930,377 |
| Total equity and liabilities | 2,315,116,211 | 4,423,842,909 | 2,470,767 |
| 30 Jun 2017 | |||||
|---|---|---|---|---|---|
| Joint ventures | Sonae Sierra SGPS, SA (consolidated) |
ZOPT, SGPS, SA (consolidated) |
MDS,SGPS,SA (consolidated) |
Sohimeat, SA | Others |
| Turnover | 89,463,606 | 762,416,000 | 23,560,265 | 126,259,554 | 1,863,201 |
| Other operating income | 23,460,934 | 6,953,000 | 287,616 | 18,835,878 | 20,150 |
| 112,924,540 | 769,369,000 | 23,847,881 | 145,095,432 | 1,883,351 | |
| External supplies and services | (44,230,964) | (89,016,000) | (11,939,188) | (4,151,223) | (693,093) |
| Amortisation | (490,496) | (217,248,000) | (1,942,514) | (938,902) | (355,747) |
| Other operating costs | (26,775,954) | (385,868,000) | (10,830,087) | (140,041,147) | (818,678) |
| (71,497,414) | (692,132,000) | (24,711,789) | (145,131,272) | (1,867,518) | |
| Financial income | 3,350,257 | - | 46,512 | 43 | - |
| Financial expense | (7,198,404) | (12,778,000) | (506,442) | (18) | (1,827) |
| Financial results | (3,848,147) | (12,778,000) | (459,930) | 25 | (1,827) |
| Results of joint ventures and associated companies | 80,136,799 | 6,450,000 | 30,263 | - | (16) |
| Other income / expense | - | - | - | - | - |
| Results before taxation | 117,715,778 | 70,909,000 | (1,293,575) | (35,815) | 13,990 |
| Income taxation | (11,132,626) | (7,326,000) | 103,874 | (365) | (1,897) |
| Consolidated net income/(loss) for the year | 106,583,152 | 63,583,000 | (1,189,701) | (36,180) | 12,093 |
| Attributable to: | |||||
| Equity holders of the Parent Company | 64,171,131 | 32,480,000 | (1,155,178) | (36,180) | 12,093 |
| Non-controlling interests | 42,412,021 | 31,103,000 | (34,523) | - | - |
| 106,583,152 | 63,583,000 | (1,189,701) | (36,180) | 12,093 | |
| Other comprehensive income for the period | (28,575,751) | 1,032,000 | - | - | - |
| Total comprehensive income for the period | 78,007,401 | 64,615,000 | (1,189,701) | (36,180) | 12,093 |
| 30 Jun 2016 | |||
|---|---|---|---|
| Joint ventures | Sonae Sierra SGPS, SA (consolidated) |
ZOPT, SGPS, SA (consolidated) |
Others |
| Turnover | 98,828,544 | 733,956,000 | 2,075,567 |
| Other operating income | 15,030,866 | 9,158,000 | 12,021 |
| 113,859,410 | 743,114,000 | 2,087,588 | |
| External supplies and services | (49,174,491) | (90,852,131) | 590,284 |
| Amortisation | (555,045) | (204,378,000) | (357,613) |
| Other operating costs | (25,979,229) | (374,595,325) | (2,329,601) |
| (75,708,765) | (669,825,456) | (2,096,930) | |
| Financial income | 2,897,109 | - | - |
| Financial expense | (12,000,859) | (21,789,754) | (9,332) |
| Financial results | (9,103,750) | (21,789,754) | (9,332) |
| Results of joint ventures and associated companies | 55,948,569 | - | - |
| Other income / expense | 28,971,628 | - | - |
| Results before taxation | 113,967,092 | 51,498,790 | (18,674) |
| Income taxation | (9,034,300) | (10,591,660) | (3,071) |
| Consolidated net income/(loss) for the year | 104,932,792 | 40,907,130 | (21,745) |
| Attributable to: | |||
| Equity holders of the Parent Company | 59,011,035 | 20,428,980 | (21,745) |
| Non-controlling interests | 45,921,757 | 20,478,150 | - |
| 104,932,792 | 40,907,130 | (21,745) | |
| Other comprehensive income for the period | 47,581,707 | (46,817,000) | - |
| Total comprehensive income for the period | 152,514,499 | (5,909,870) | (21,745) |
| 30 Jun 2017 | ||||||||
|---|---|---|---|---|---|---|---|---|
| Sonae Retail | ||||||||
| Associates | Sempre a Postos | Ulabox | S2 Mozambique | Others | Funds | Others | ||
| Non-current assets | 999,814 | 1,357,159 | 3,862,464 | 762,713 | 169,176,994 | 567,092 | ||
| Current assets | 8,522,227 | 3,049,691 | 2,753,542 | 2,457,632 | 12,528,216 | 1,546,371 | ||
| Non-current liabilities | - | 2,250,000 | 99,153 | 1,790,569 | 16,250,615 | - | ||
| Current liabilities | 6,393,996 | 1,478,669 | 1,551,586 | 929,180 | 10,350,973 | 1,056,086 | ||
| Equity | 3,128,045 | 678,181 | 4,965,267 | 500,596 | 155,103,622 | 1,057,377 | ||
| 31 Dec 2016 | ||||||||
| Sonae Retail | Sonae IM | Others | ||||||
| Associates | Sempre a Postos | Ulabox | S2 Mozambique | Others | Funds | Others | ||
| Non-current assets | 1,205,266 | 1,176,547 | 3,517,781 | 986,708 | 168,624,761 | 572,127 | ||
| Current assets | 10,371,548 | 1,662,970 | 1,838,977 | 3,316,322 | 6,338,287 | 1,632,456 | ||
| Non-current liabilities | - | - | - | 2,240,946 | 16,077,280 | - | ||
| Current liabilities | 6,223,527 | 531,941 | 667,722 | 977,842 | 7,672,371 | 1,179,340 | ||
| Equity | 5,353,287 | 2,307,576 | 4,689,036 | 1,084,242 | 151,213,397 | 1,025,243 | ||
| 30 Jun 2017 | ||||||||
| Sonae Retail | Sonae IM | Others | ||||||
| Associates | Sempre a Postos | Ulabox | S2 Mozambique | Others | Funds | Others | ||
| Turnover | 26,547,125 | 4,758,931 | 977,768 | 364,710 | 825,348 | 867,854 |
|---|---|---|---|---|---|---|
| Other operating income | 1,728,996 | 192,553 | 24,112 | 14,877 | - | 11,594 |
| Operating costs | (26,865,983) | (6,531,025) | (1,425,479) | (1,569,660) | (1,547,643) | (793,969) |
| Financial results | 3,082 | - | 106,545 | (4,542) | 4,692 | 3,225 |
| Taxation | (319,171) | - | (24,199) | (1,253) | (61,000) | (6,200) |
| Net income/(loss) for the year | 1,094,049 | (1,579,541) | (341,253) | (1,195,868) | (778,603) | 82,504 |
| Other comprehensive income for the period | - | - | - | - | - | - |
| Total comprehensive income for the period | 1,094,049 | (1,579,541) | (341,253) | (1,195,868) | (778,603) | 82,504 |
| Associates | MOVVO,SA | Sempre a Postos | Ulabox | Others |
|---|---|---|---|---|
| Turnover | 172,630 | 24,751,981 | 3,588,458 | 11,315 |
| Other operating income | - | 1,884,819 | - | - |
| Operating costs | (2,080,563) | (25,905,348) | (5,377,076) | (214,924) |
| Financial results | (24,301) | 5,331 | - | 11,281 |
| Taxation | - | (167,293) | - | - |
| Net income/(loss) for the year | (1,932,234) | 569,490 | (1,788,618) | (192,328) |
| Other comprehensive income for the period | - | - | - | - |
| Total comprehensive income for the period | (1,932,234) | 569,490 | (1,788,618) | (192,328) |
During the period ended at 30 June 2017 and 2016, movements in investments in joint ventures and associates are as follows:
| 30 Jun 2017 | 30 Jun 2016 | ||||||
|---|---|---|---|---|---|---|---|
| Proportion on equity |
Goodwill | Total investment |
Proportion on equity |
Goodwill | Total investment |
||
| Investments in joint ventures Initial balance as at 1 January Change in consolidation method due the loss of control (Notes 4.1 and 15) |
716,500,627 35,237,454 |
566,650,040 - |
1,283,150,667 35,237,454 |
638,605,623 250,000 |
571,752,490 - |
1,210,358,113 250,000 |
|
| Increases during the period Equity method |
- | 17,829 | 17,829 | - | - | - | |
| Gains or losses in joint ventures | 47,928,546 | - | 47,928,546 | 39,663,720 | - | 39,663,720 | |
| Distributed dividends | (46,429,241) | - | (46,429,241) | (20,355,320) | - | (20,355,320) | |
| Effect in equity capital and non-controlling interests |
(13,914,054) | - | (13,914,054) | (20,647,437) | - | (20,647,437) | |
| 739,323,332 | 566,667,869 | 1,305,991,201 | 637,516,586 | 571,752,490 | 1,209,269,076 | ||
| Investments in associates companies | |||||||
| Initial balance as at 1 January | 75,105,164 | 4,015,059 | 79,120,223 | 2,807,145 | 1,723,842 | 4,530,987 | |
| Capital increases and supplementary entries during the period |
1,834,354 | - | 1,834,354 | 1,173,407 | - | 1,173,407 | |
| Transfer of 'Other non-current investments' and change of method (Note 10) |
- | - | - | (176,938) | 2,140,811 | 1,963,873 | |
| Acquisitions during the period | 2,250 | - | 2,250 | - | - | - | |
| Change in consolidation method due to loss of control (Note 4.1) Equity method |
(1,014,204) | - | (1,014,204) | - | - | - | |
| Gains or losses in associates companies | (1,380,481) | - | (1,380,481) | (436,903) | - | (436,903) | |
| Distributed dividends Effect in equity capital and non-controlling |
(829,823) | - | (829,823) | (352,945) | - | (352,945) | |
| interests | (4,962) | - | (4,962) | - | - | - | |
| 73,712,298 | 4,015,059 | 77,727,357 | 3,013,766 | 3,864,653 | 6,878,419 | ||
| Total | 813,035,630 | 570,682,928 | 1,383,718,558 | 640,530,352 | 575,617,143 | 1,216,147,495 |
The effect on equity and non-controlled interests results fundamentally from the exchange rate conversion effect of companies with functional currencies other than the euro. In 2016, it also included the 50% of gain cancelled by counterpart of Reserves in the amount of 9,362,943 euro related to the sale of the 2.14% direct interest held in the NOS.
The amount of distributed dividends related to Investments in Joint Ventures refers to Sonae Sierra (37,391,100 euro) (12,355,320 euro as at June 2016) and ZOPT (9,012,005 euro) (8,000,000 euro, as at June 2016).
The value of the "Change in consolidation method for the loss of control" is the follow:
The consolidated financial statements of ZOPT have a significant exposure to the African market, particularly through financial investments that Group holds in associated companies (Finstar, Mistar, Zap Media)
operating in the Angolan and Mozambican markets, which are engaged in providing satellite and fiber television services. The book value of these associates in the financial statements of ZOPT on 30 June 2017 amounts to approximately Euro 176.9 million, included in the caption "Other non-current assets".
At the end of the year ended 31 December 2016, the Group made impairment tests for those assets, which are denominated in the currencies of those countries, Kwanzas and Meticals, respectively, considering the business plans (internal valuation using the discounted cash flow method, compared to researches) approved by the Board of Directors for a five years period, which include average growth rates of revenue for that period of 13% (Angola) and 14% (Mozambique). These revenue growth rates reflects: (i) the best estimate for the growth of the customer base, reflecting an expectation of new clients and chum estimated rates, when considered prudent, and (ii) an annual price increase which corresponds, over the period 2017 to 2021, to an average of 75% of the inflation rate, since, considering the nature of the activity carried out by the companies, especially in Angola and in line with the price increases in previous years, it is not expected that companies will be able to reflect in their prices the total inflation in the country.
The business plans consider yet a growth rate in perpetuity of 7.7% (Angola) and 5.6% (Mozambique) and a discount rate ('wacc') in perpetuity of 17.5% (Angola) and 19.1% (Mozambique). The discount rate, over the period 2017 to 2021 ranged from a maximum of 31.5% to a minimum of 17.5% (in 2021), for Angola, and from a maximum of 30.9% to a minimum of 19.1% (2021) in Mozambique, in line with the most appropriate inflation forecasts (source: The Economist Intelligence Unit (EIU)).
The impairment tests carried out, based on the assumptions above, support the value of the assets, so not result in additional impairments. However, that the current economic conditions of uncertainty in these markets, particularly in the foreign exchange market and the limitation of currency transfer, particularly in Angola, introduces an additional degree of variability to the assumptions, which could significantly impact of the estimates considered, in terms of of the rate of inflation and the ability to reflect the rate in price increases.
As of 30 June 2017, it was understood that the assumptions made in the impairment tests carried out in the year ended December 31, 2016 did not have material variations, therefore, there are no indications of additional impairments.
Company Head office Direct Total Direct Total 30 Jun 2017 31 Dec 2016 Sonae Retail Dispar - Distrib. de Participações, SGPS, SA Lisbon 14.28% 14.28% 14.28% 14.28% 9,976 9,976 Insco - Insular de Hipermerc., SA Ponta Delgada 10.00% 10.00% 10.00% 10.00% 925,197 925,197 Sonae IM Lusa - Agên. de Notícias de Portugal, SA Lisbon 1.38% 1.24% 1.38% 1.24% 75,069 75,069 StyleSage Newcastle 5.00% 4.50% - - 448,835 - Probe.ly Matosinhos 16.67% 15.00% - - 200,000 - Others London 6.68% 3.34% 6.68% 3.34% - 8,000,000 Other investments 12,132,430 11,774,208 13,791,507 20,784,450 30 Jun 2017 31 Dec 2016 Statment of financial position Percentage of share capital held Ed Broking LLP
Other non-current investments, their head offices, percentage of share capital held and book value as at 30 June 2017 and 31 December 2016, are as follows:
The financial investment in Ed Broking LLP was revalued to its fair value as at 31 December 2016 based on EBITDA multiples adjusted by the net debt value and sales multiples by region adjusted by the costs of the central structure after optimization. This valuation led to a reduction in the investment amounting 7.2 million euro corresponding to an impairment in the same amount as at 31 December 2016. The disposal, of the company´s North American operation and the costs associated with the ongoing restructuring significantly affected the valuation of the company taking into account the valuation criteria used. Both valuations correspond to Level 3 of Fair Value, although the multiples used are market benchmarks.
On 30 June 2017, the financial interest in Ed Broking LLP was classified as a discontinued operation (Note 4.1) because it is included in the consolidated accounts of MDS, SGPS, S.A..
As at 30 June 2017 the caption "Other investments" includes, among others, 9,944,258 euro (9,966,231 euro in 31 December 2016) related to deposited amounts on an Escrow Account which is applied in investment funds with superior rating, which is a guarantee for contractual liabilities assumed in the disposal of a Brazil Retail business and for which provisions were recorded in the applicable situations (Note 23 and 24).
| 30 Jun 2017 | 30 Jun 2016 | |||||
|---|---|---|---|---|---|---|
| Non current | Current | Non current | Current | |||
| Other investments | ||||||
| Fair value (net of impairment losses) as at 1 January | 20,784,450 | 161,050 | 29,549,661 | 79,924,887 | ||
| Acquisitions in the period | 1,080,865 | - | 1,023,760 | 81,518 | ||
| Disposals in the period | - | - | (1,069,914) | (64,177,472) | ||
| Increase/(Decrease) in fair value | (43,874) | (157,200) | 3,863 | (15,681,846) | ||
| Transfers to "Investments in associates" (Note 9.3) | - | - | (1,963,873) | - | ||
| Discontinued operations (Note 4.1) | (8,029,934) | - | - | - | ||
| Fair value (net of impairment losses) as at 30 June | 13,791,507 | 3,850 | 27,543,497 | 147,087 | ||
| Derivative financial instruments (Note 18) | ||||||
| Fair value as at 1 January | - | 4,207,972 | - | 2,506,087 | ||
| Acquisitions in the period | - | - | - | 175,134 | ||
| Increase/(Decrease) in fair value | - | (3,726,630) | - | (980,046) | ||
| Fair value as at 30 June | - | 481,342 | - | 1,701,175 | ||
| 13,791,507 | 485,192 | 27,543,497 | 1,848,262 | |||
As at 30 June 2017 and 2016, the movements in "Other investments" made up as follows:
As at 30 June 2016 the fair value increase / (decrease) in the caption "Other current investments" is mainly associated to the fair value of NOS investment up to the disposal date in the amount of 15,681,846 euro negative. The fair value of this investment was determined based on the NOS market share price and the respective changes were recorded in the consolidated income statement (Note 8.3). This participation was sold in the second quarter of 2016.
The Other non-current financial Investments are recorded at acquisition cost net of impairment losses. It is Sonae understanding that no reliable fair value estimate can be made as there is no market data available for these investments.
As at 30 June 2017 and at 31 December 2016, "Other non-current assets" are detailed as follows:
| 30 Jun 2017 | 31 Dec 2016 | |||||
|---|---|---|---|---|---|---|
| Gross Value | Accumulated impairment losses (Note 23) |
Carrying Amount |
Gross Value | Accumulated impairment losses (Note 23) |
Carrying Amount |
|
| Loans granted to related parties | 1,500,000 | - | 1,500,000 | - | - | - |
| Trade accounts receivable and other debtors | ||||||
| Legal deposits | 795,709 | - | 795,709 | 762,246 | - | 762,246 |
| Cautions | 4,846,927 | - | 4,846,927 | 5,043,273 | - | 5,043,273 |
| Special regime for payment of tax and social security debts |
6,213,629 | - | 6,213,629 | 7,247,481 | - | 7,247,481 |
| Financial investments debtors | 1,000,000 | - | 1,000,000 | 40,000 | - | 40,000 |
| Debt to receive related to Armilar Funds (Note 9.1) | 2,778,017 | - | 2,778,017 | 2,778,017 | - | 2,778,017 |
| Amount retained on acquisition of Salsa group | 2,463,875 | - | 2,463,875 | 2,463,875 | - | 2,463,875 |
| Others | 1,044,735 | - | 1,044,735 | 305,524 | - | 305,524 |
| 19,142,892 | - | 19,142,892 | 18,640,416 | - | 18,640,416 | |
| Reinsurer's' share of technical provisions | 412,943 | - | 412,943 | 412,943 | - | 412,943 |
| Other non-current assets | 335,236 | - | 335,236 | 172,807 | - | 172,807 |
| 21,391,071 | - | 21,391,071 | 19,226,166 | - | 19,226,166 | |
The amount disclosed as Special Regime for Payment of Tax and Social Security Debts corresponds to taxes paid, voluntarily, related to settlements of income tax on corporate income, which were already in judicial process. The judicial processes are still in progress, however the guarantees provided for the said processes were canceled. It is the Board of Directors understanding that the claims presented will have a favourable end to Sonae, reason why they were not object of provision.
The amounts included in "Reinsurer's' share of technical provisions" refer to a Sonae's subsidiary whose activity is non-life reinsurance. The amount of the provision is related to provisions for claims declared (Note 23).
As at 30 June 2017 and at 31 December 2016, "Trade accounts receivable" are detailed as follows:
| 30 Jun 2017 | 31 Dec 2016 | |
|---|---|---|
| Trade accounts receivable | 118,010,870 | 126,276,140 |
| Taxes recoverable | 73,936,573 | 70,525,818 |
| Other debtors | ||
| Trade creditors - debtor balances | 37,849,649 | 40,574,473 |
| VAT recoverable on real estate assets and vouchers discounts | 2,261,952 | 3,723,869 |
| Disposal of tangible assets | 2,164,230 | 2,310,866 |
| Vouchers and gift cards | 1,376,812 | 1,924,216 |
| Advances to suppliers | 2,181,559 | 1,122,073 |
| Disposal of financial investments | 40,000 | 21,584,746 |
| Receivables from insurance companies | - | 1,456,925 |
| Other current assets | 19,474,172 | 18,863,035 |
| 65,348,374 | 91,560,203 | |
| Other current assets | ||
| Commercial discounts | 71,989,923 | 35,591,922 |
| Invoices to be issued | 13,346,415 | 11,429,811 |
| External supplies and services | 23,722,490 | 10,156,350 |
| Rents | 5,871,666 | 6,160,370 |
| Insurance indemnities | 636,943 | 1,509,212 |
| Other current assets | 11,672,586 | 12,063,651 |
| 127,240,023 | 76,911,316 | |
| Accumulated impairment losses in receivables accounts (Note 23) | (17,541,411) | (17,871,034) |
| 366,994,429 | 347,402,443 |
Deferred tax assets and liabilities as at 30 June 2017 and at 31 December 2016 are as follows, split between the different types of temporary differences:
| Deferred tax assets | Deferred tax liabilities | ||||
|---|---|---|---|---|---|
| 30 Jun 2017 | 31 Dec 2016 | 30 Jun 2017 | 31 Dec 2016 Restated |
||
| Difference between fair value and acquisition cost Temporary differences on tangible assets and intangible |
4,653,193 1,814,440 |
4,653,193 1,811,359 |
34,701,179 66,307,524 |
38,832,129 62,768,314 |
|
| Temporary differences on Badwill | - | - | 8,263,418 | 8,263,418 | |
| Provisions and impairment losses not accepted for tax purposes | 23,176,493 | 25,168,714 | - | - | |
| Write off of tangible and intangible assets | 25,524 | 25,524 | 44,232 | 44,232 | |
| Valuation of hedging derivatives | 784,292 | 86,933 | 107,520 | 626,051 | |
| Non taxed exchange differences | - | - | 639,053 | 639,053 | |
| Revaluation of tangible assets | - | - | 984,008 | 1,046,525 | |
| Tax losses carried forward | 40,421,595 | 25,442,311 | - | - | |
| Reinvested capital gains/(losses) | - | - | 316,197 | 329,611 | |
| Tax Benefits | 830,337 | 1,037,115 | - | - | |
| Others | 3,318,977 | 3,135,595 | 373,556 | 900,944 | |
| 75,024,851 | 61,360,744 | 111,736,687 | 113,450,277 |
As at 30 June 2017 and 31 December 2016, and in accordance with the tax statements presented by companies that recorded deferred tax assets arising from tax losses carried forward and using exchange rates effective at that time, tax losses carried forward can be summarized as follows:
| 30 Jun 2017 | 31 Dec 2016 | |||||
|---|---|---|---|---|---|---|
| Tax losses carried forward |
Deferred tax assets |
Time limit | Tax losses carried forward |
Deferred tax assets |
Time limit | |
| With limited time use | ||||||
| Generated in 2013 | 598,314 | 125,646 | 2018 | 595,877 | 125,646 | 2018 |
| Generated in 2014 | 1,194,236 | 250,790 | 2026 | 1,194,236 | 250,790 | 2026 |
| Generated in 2015 | 69,902 | 14,680 | 2027 | 90,184 | 18,939 | 2027 |
| Generated in 2016 | 21,549,529 | 4,525,401 | 2028 | 4,847,243 | 1,017,920 | 2028 |
| Generated in 2017 | 55,579,044 | 11,671,599 | 2029 | - | - | |
| 78,991,025 | 16,588,116 | 6,727,540 | 1,413,295 | |||
| Without limited time use | 72,899,371 | 18,259,333 | 73,577,733 | 18,428,924 | ||
| With a time limit different from the above mentioned |
16,702,256 | 5,574,146 | 16,406,949 | 5,600,092 | ||
| 168,592,652 | 40,421,595 | 96,712,222 | 25,442,311 | |||
As at 30 June 2017 and at 31 December 2016, the deferred taxes to be recognized arising from tax losses were evaluated. Deferred tax assets have only been recorded to the extent that future taxable profits will arise which might be offset against available tax losses or against deductible temporary differences. This assessment was based on the business plans of Sonae's companies, which are periodically reviewed and updated.
As at 30 June 2017 deferred tax assets related to tax losses generated in current and previous years, by Modelo Continente Hipermercados, S.A. Spanish Branch of Retail operating segment, amount to 14.1 million euro (14.1 million euro as at 31 December 2016). The mentioned tax losses can be recovered within the Income Tax Group established in Spain, according to Spanish law. Modelo Continente Hipermercados, S.A. Spanish Branch, as at 30 June 2017 and at 31 December 2016, was the dominant entity within the group of companies taxed in accordance with the Spanish regime for taxing groups of companies.
As at 30 June 2017, there are reportable tax losses, whose deferred tax assets are not recorded for prudence purposes and are analysed as follows:
| 30 Jun 2017 | 31 Dec 2016 | |||||
|---|---|---|---|---|---|---|
| Tax losses carried forward |
Deferred tax credit |
Time limit | Tax losses carried forward |
Deferred tax credit |
Time limit | |
| With limited time use | ||||||
| Generated in 2012 | 4,497,039 | 944,378 | 2017 | 5,299,518 | 1,112,899 | 2017 |
| Generated in 2013 | 2,909,798 | 611,058 | 2018 | 2,888,221 | 606,526 | 2018 |
| Generated in 2014 | 5,893,609 | 1,237,658 | 2026 | 5,957,222 | 1,251,016 | 2026 |
| Generated in 2015 | 2,841,579 | 596,732 | 2027 | 2,841,579 | 596,732 | 2027 |
| Generated in 2016 | 1,518,065 | 318,794 | 2028 | 1,377,324 | 289,238 | 2028 |
| Generated in 2017 | 944,240 | 198,290 | 2029 | - | - | |
| 18,604,330 | 3,906,910 | 18,363,864 | 3,856,411 | |||
| Without limited time use | 328,917,865 | 83,751,927 | 310,309,574 | 79,418,492 | ||
| With a time limit different from the above mentioned |
79,714,006 | 20,177,679 | 99,994,869 | 25,041,365 | ||
| 427,236,201 | 107,836,516 | 428,668,307 | 108,316,268 |
As at 30 June 2017 and at 31 December 2016, the detail of "Cash and cash equivalents" are as follows:
| 30 Jun 2017 | 31 Dec 2016 | |
|---|---|---|
| Cash at hand | 9,198,938 | 9,105,344 |
| Bank deposits | 197,027,109 | 207,343,682 |
| Treasury applications | 70,124,574 | 124,471,432 |
| Cash and cash equivalents on the statement of financial position | 276,350,621 | 340,920,458 |
| Bank overdrafts (Note 18) | (20,975,406) | (17,730,231) |
| Cash and cash equivalents on the statement of cash flows | 255,375,215 | 323,190,227 |
Bank overdrafts are disclosed in the statement of financial position under Current bank loans.
In 2016 an agreement was reached between the Group and an entity specialized in the processing and packaging of meat with the objective of realizing a joint venture to operate the Meat Processing Center. This partnership was deal in January 2017, which is why as at 31 December 2016, we transferred the related assets and liabilities to the asset and liability items held for sale. The detail of these figures is as follows:
| Amounts in euros | 31 Dec 2016 |
|---|---|
| Assets | |
| Tangible and intagible assets | 17,057,018 |
| Deferred tax assets | 166,792 |
| Inventories | 1,850,977 |
| Trade account receivables and other current assets | 445,762 |
| Cash and cash equivalents | 2,000 |
| Assets available for sale | 19,522,549 |
| Deferred tax liabilities | 284,632 |
| Trade creditors | 2,802,583 |
| Other current liabilities | 8,639,528 |
| Liabilities available for sale | 11,726,743 |
As at 30 June 2017, the share capital, which is fully subscribed and paid for, is made up of 2,000,000,000 ordinary shares, which do not have the right to a fixed dividend, with a nominal value of 1 euro each.
On 15th November 2007, Sonae Holding sold 132,856,072 Sonae Holding shares directly owned by the Company. The shares were sold in a market operation at the unit price of 2.06 euro per share and resulted on a cash inflow (net of brokerage commissions) of 273,398,877 euro.
On the same date, Sonae Investments, BV wholly owned by Sonae Holding entered into a derivative financial instrument - Cash Settled Equity Swap - over a total of 132.800.000 Sonae Holding shares, representative of 6.64% of its capital.
This transaction has strictly financial liquidation, without any duty or right for the Company or any of its associated companies in the purchase of these shares. This transaction allows Sonae Investments BV to totally maintain the economic exposure to the sold shares.
In this context, although legally all the rights and obligations inherent to these shares have been transferred to the buyer. Sonae Holding did not derecognize their own shares, recording a liability in the caption "Other current liabilities" (Note 22). According to the interpretation made by Sonae of the IAS 39, applied by analogy to own equity instruments, the derecognition of own shares is not allowed as the group maintains the risks and rewards arising on the instruments sold.
Consequently, Sonae maintains in its capital acquisition cost of the shares that remain covered by the contract.
In November 2014, was made a renewal for an additional period of one year renewable automatically, keeping the remaining conditions unchanged. During the period ended in 30 June 2017 the Group requested the partial termination of the Cash Settled Equity Swap for 5,278,203 Sonae SGPS shares.
Considering the operations mentioned above, the liability recorded amounts to 102,331,181 euro (Note 22) (87,721,109 euro as at 31 December 2016) reflecting the market value of 105,062,814 Sonae SGPS shares (110.341.017 shares as at 31 de December 2016).
The value of these liabilities is adjusted at the end of each month by the effect of Sonae Holding share price variation being recognized a current asset/liability in order to present the right / obligation related to the receipt / financial liquidation that occurs on a monthly basis.
Additionally, the costs related to the "floating amount" based on the Euribor 1 month are recognized in the income statement.
The value to get established on the basis of dividends and reserves distributed by Sonae is credited in equity to offset the charge of the distribution.
As at 30 June 2017, the following entities held more than 20% of the subscribed share capital:
| Company | % |
|---|---|
| Efanor Investimentos, SGPS, SA and subsidiaries | 52.48 |
| 30 Jun 2017 | |||||
|---|---|---|---|---|---|
| Equity | Profit/(Loss) for the period |
Book value of non-controlling interests |
Proportion in income attributable to non-controlling interests |
Dividends attributable to non-controlling interests |
|
| Sonae Retail | |||||
| Real Estate Investment Funds | 125,250,262 | 4,470,453 | 1,641,901 | 58,603 | (65,959) |
| IVN - Serviços Partilhados, SA (Consolidated) | 56,387,408 | 1,809,643 | 28,193,704 | 904,821 | (1,050,475) |
| Others | 50,933,769 | 1,329,153 | 24,878,617 | 712,935 | - |
| Sonae IM | |||||
| Sonaecom, SGPS, SA (consolidated) | 1,005,445,343 | 13,198,067 | 101,724,013 | 1,371,952 | (2,442,163) |
| Others | |||||
| MDS, SGPS, SA (consolidated) | - | (1,202,932) | - | (618,611) | - |
| Others | 3,596,652 | (66,295) | 748,499 | (77,705) | (27,938) |
| Total | 1,241,613,434 | 19,538,089 | 157,186,734 | 2,351,995 | (3,586,535) |
| 31 Dec 2016 Restated | ||||||||
|---|---|---|---|---|---|---|---|---|
| COMPANY | Equity | Profit/(Loss) for the period |
Book value of non-controlling interests |
Proportion in income attributable to non-controlling interests |
Dividends attributable to non-controlling interests |
|||
| Sonae Retail | ||||||||
| Real Estate Investment Funds | 125,811,358 | 25,529,809 | 2,629,269 | 533,537 | (610,230) | |||
| IVN - Serviços Partilhados, SA (Consolidated) | 56,990,522 | 5,930,459 | 28,495,261 | 2,965,230 | - | |||
| Others | 49,406,959 | 4,492,567 | 22,522,022 | 1,754,772 | 21 | |||
| Sonae IM | ||||||||
| Sonaecom, SGPS, SA (consolidated) | 1,017,143,618 | 52,755,605 | 102,914,088 | 5,124,109 | (1,809,412) | |||
| Others | ||||||||
| MDS, SGPS, SA (consolidated) | 20,506,341 | (7,145,437) | 11,630,167 | (3,347,778) | (282,387) | |||
| Others | 3,952,085 | (41,302) | 849,379 | (109,522) | (28,703) | |||
| Total | 1,273,810,883 | 81,521,701 | 169,040,186 | 6,920,348 | (2,730,711) |
| 30 Jun 2017 | |||||||
|---|---|---|---|---|---|---|---|
| Sonae Retail | Sonae IM | Others | |||||
| Real Estate Investment Funds |
IVN - Serviços Partilhados, SA (Consolidated) |
Others | Sonaecom, SGPS, SA (consolidated) |
MDS, SGPS, SA (consolidated) |
Others | Total | |
| Opening balance as at 1 January 2017 | 2,629,269 | 30,226,941 | 22,522,022 | 102,914,088 | 11,630,167 | 849,379 | 170,771,866 |
| Attribution of fair value to assets acquired | - | (1,731,680) | - | - | - | - | (1,731,680) |
| Opening balance as at 1 January 2017 - Restated | 2,629,269 | 28,495,261 | 22,522,022 | 102,914,088 | 11,630,167 | 849,379 | 169,040,186 |
| Distributed dividends | - | (1,050,475) | - | (2,442,163) | - | (27,938) | (3,520,576) |
| Distribution of investment income fund | (65,959) | - | - | - | - | - | (65,959) |
| Changes of percentage in subsidiaries | (980,014) | - | - | - | - | - | (980,014) |
| Change in currency translation reserve | - | - | - | (137,618) | 2,524,932 | 6,289 | 2,393,603 |
| Participation in other comprehensive income (net of tax) related to joint ventures and associated companies included in consolidation by the equity method |
- | - | - | 37,766 | - | - | 37,766 |
| Acquisition of subsidiaries (Note 4.2) | - | - | 1,461,569 | - | - | - | 1,461,569 |
| Obligation fulfilled by share attribution to employees | - | - | (15,198) | - | 17,869 | (1,506) | 1,165 |
| Changes in hedging reserves | - | (162,049) | (71,356) | - | - | - | (233,405) |
| Change in consolidation method (Note 4.1) | - | - | - | - | (13,440,828) | - | (13,440,828) |
| Others | 2 | 6,146 | 268,645 | (20,012) | (113,529) | (20) | 141,232 |
| Profit for the period attributable to non-controlling interests | 58,603 | 904,821 | 712,935 | 1,371,952 | (618,611) | (77,705) | 2,351,995 |
| Closing balance as at 30 June 2017 | 1,641,901 | 28,193,704 | 24,878,617 | 101,724,013 | - | 748,499 | 157,186,734 |
| 30 Jun 2016 Restated | |||||||
|---|---|---|---|---|---|---|---|
| Sonae Retail | Sonae IM | Others | |||||
| Fundos de Investimento Imobiliário |
IVN - Serviços Partilhados, SA (Consolidated) |
Others | Sonaecom, SGPS, SA (consolidated) |
MDS, SGPS, SA (consolidated) |
Others | Total | |
| Opening balance as at 1 January Distributed dividends |
2,691,601 - |
- - |
21,366,693 (21) |
99,303,284 (1,809,412) |
12,599,187 - |
342,956 (57,384) |
136,303,721 (1,866,817) |
| Distribution of investment income fund | (492,503) | - | - | - | - | - | (492,503) |
| Changes of percentage in subsidiaries | 134,197 | - | - | - | - | - | 134,197 |
| Change in currency translation reserve | - | - | - | 47,098 | 1,835,984 | 38,741 | 1,921,823 |
| Participation in other comprehensive income (net of tax) related to joint ventures and associated companies included in consolidation by the equity method |
- | - | - | (2,322,292) | - | - | (2,322,292) |
| Acquisition of subsidiaries | - | 25,887,826 | - | - | - | - | 25,887,826 |
| Obligation fulfilled by share attribution to employees | - | - | - | - | (40,511) | (38,873) | (79,384) |
| Changes in hedging reserves | - | - | 12,999 | - | - | - | 12,999 |
| Others | - | - | 19 | (5,837) | 24,086 | - | 18,268 |
| Profit for the period attributable to non-controlling interests |
461,760 | - | 759,744 | (340,900) | 10,817 | 299 | 891,720 |
| Closing balance as at 30 June 2016 Restated | 2,795,055 | 25,887,826 | 22,139,434 | 94,871,941 | 14,429,563 | 285,739 | 160,409,558 |
18 LOANS
| 30 Jun 2017 | 31 Dec 2016 | ||||
|---|---|---|---|---|---|
| Outstanding amount | Outstanding amount | ||||
| Current | Non current | Current | Non current | ||
| Bank loans | |||||
| Sonae, SGPS, SA - commercial paper | 96,800,000 | 167,500,000 | 162,000,000 | 94,000,000 | |
| Sonae SGPS, SA /2016/2023 | - | 50,000,000 | - | 50,000,000 | |
| Sonae Investimentos, SGPS,SA - commercial paper | 150,000,000 | 230,000,000 | 148,000,000 | 121,000,000 | |
| Sonae Investimentos affiliated /2014/2020 | - | 50,000,000 | - | 50,000,000 | |
| Sonae Investimentos affiliated /2015/2020 | - | 55,000,000 | - | 55,000,000 | |
| Sonae Investimentos affiliated /2015/2019 | 5,000,000 | 35,000,000 | 5,000,000 | 35,000,000 | |
| Sonae Investimentos 2017/2022 | - | 31,000,000 | - | - | |
| Sonae Holding affiliated /2014/2018 | - | 40,000,000 | - | 40,000,000 | |
| Sonae Holding affiliated /2014/2021 | - | 30,000,000 | - | 30,000,000 | |
| 1) MDS, SGPS, SA - commercial paper | - | - | 6,875,000 | 13,125,000 | |
| 1) MDS SGPS, SA affiliated / 2011/2016 | - | - | 4,081,000 | - | |
| Others | 5,023,358 | 21,273,153 | 6,678,849 | 20,540,714 | |
| 256,823,358 | 709,773,153 | 332,634,849 | 508,665,714 | ||
| Bank overdrafts (Note 14) | 20,975,406 | - | 17,730,231 | - | |
| Up-front fees beard with the issuance of borrowings | - | (644,052) | - | (781,540) | |
| Bank loans | 277,798,764 | 709,129,101 | 350,365,080 | 507,884,174 | |
| Bonds: | |||||
| Bonds Sonae SGPS/ 2015/2022 | - | 100,000,000 | - | 100,000,000 | |
| Bonds Sonae SGPS/ 2016/2023 | - | 60,000,000 | - | 60,000,000 | |
| Bonds Sonae Investments BV / 2014/2019 | - | 200,015,658 | - | 198,892,884 | |
| Bonds Sonae Investimentos/ June 2013/2018 | 50,000,000 | - | - | 50,000,000 | |
| Bonds Sonae Investimentos / December 2015/2020 | - | 50,000,000 | - | 50,000,000 | |
| Bonds Sonae Investimentos / May 2015/2020 | - | 75,000,000 | - | 75,000,000 | |
| Bonds Sonae Investimentos / December 2015/2020 | - | 30,000,000 | - | 30,000,000 | |
| Bonds Sonae Investimentos / June 2016/2021 | - | 95,000,000 | - | 95,000,000 | |
| Bonds Sonae Investimentos / September 2016/2021 | 3,000,000 | 12,000,000 | 3,000,000 | 12,000,000 | |
| Bonds IVN 2016/2023 | 5,000,000 | 30,000,000 | 5,000,000 | 30,000,000 | |
| Up-front fees beard with the issuance of borrowings | (1,483) | (3,248,702) | (1,483) | (5,089,605) | |
| Bonds | 57,998,517 | 648,766,956 | 7,998,517 | 695,803,279 | |
| Other loans | 1,251,558 | 4,149,269 | 1,411,067 | 4,676,660 | |
| Derivatives (Note 19) | 5,117,814 | - | 358,117 | - | |
| Other loans | 6,369,372 | 4,149,269 | 1,769,184 | 4,676,660 | |
| Obligations under finance leases | 1,105,748 | 1,134,639 | 1,079,629 | 1,463,520 | |
| 343,272,401 | 1,363,179,965 | 361,212,410 | 1,209,827,633 |
1) Discontinued operations (Note 4.1).
In June 2014, a subsidiary of Sonae SGPS, SA issued bonds which may be convertible (Sonae Investments BV 2014/2019) in Sonae shares already issued and fully subscribed or to be later on issued.
The fair value of the Equity component of this compound instrument was valued at 22,313,000 euro and it was determined by an independent entity from Sonae, taking into consideration the fair value of similar nonconvertible financial instruments, having been estimated a market interest rate to establish the amortized cost of this financial liability. The liability component is recorded at the amortized cost based on the market rate, the maturity of the loans includes the option value at amortized cost.
The Bonds were issued at par with a nominal value of 100,000 euro per bond, (2.105 euro per bond) with a maturity of 5 years and with a fixed coupon of 1.625% per year, paid in arrears and semi-annually.
The bonds can be converted at the request of the bondholder when the Sonae SGPS, SA share price, in accordance with the technical data sheet, exceeds 1,636 euro per share. This price is subject to adjustments in accordance with the market practices, particularly when the dividend exceeds 0.0284 euro per share.
It is estimated that the book value of all loans does not differ significantly from its fair value, determined based on discounted cash flows methodology, with the exception the convertible bond loan into shares whose fair value is determined by the market price at the balance sheet date.
In 30 June 2017, bonds and bank loans bear an average interest rate of 1.29% (1.32% as at 31 December 2016). Most of the bonds and bank loans have variable interest rates indexed to Euribor.
The derivatives are recorded at fair value (Note 19).
The loans face value, maturities and interests are as follows (including obligations under financial leases):
| 30 Jun 2017 | 31 Dec 2016 | |
|---|---|---|
| N+1 a) | 338,156,070 | 360,854,294 |
| N+2 | 394,285,514 | 134,813,933 |
| N+3 | 263,704,721 | 263,494,503 |
| N+4 | 271,781,895 | 334,769,210 |
| N+5 | 318,863,232 | 286,814,675 |
| After N+5 | 128,921,698 | 207,415,055 |
| 1,715,713,130 | 1,588,161,670 |
a) Includes amounts drawn under commercial paper programs.
The maturities above were estimated in accordance with the contractual terms of the loans, and taking into account Sonae's best estimated regarding their reimbursement date.
As at 30 June 2017, Sonae has, as detailed below, cash and cash equivalents in the amount of 276 million euro (341 million euro in 31 December 2016) and available credit lines as follows:
| 30 Jun 2017 | 31 Dec 2016 | ||||
|---|---|---|---|---|---|
| Commitments of less than one year |
Commitments of more than one year |
Commitments of less than one year |
Commitments of more than one year |
||
| Unused credit facilities | 137,234,154 | 332,500,000 | 109,464,259 | 439,250,000 | |
| Agreed credit facilities | 339,455,242 | 772,500,000 | 443,580,242 | 709,625,000 |
Exchange Rate Derivatives
Sonae uses exchange rate derivatives, essentially to hedge future cash flows that will occur in the next 12 months.
Therefore, Sonae entered several exchange rate forwards in order to manage its exchange rate exposure.
The fair value of exchange rate derivatives hedging instruments, calculated based on present market value of equivalent financial instruments of exchange rate, is 5,117,814 euro as liabilities, and 485,192 euro as assets (358,117 euro as liabilities and 4,207,972 euro as assets, as at 31 December 2016).
The accounting of the fair value for these financial instruments was made taking into consideration the present value at financial position statement date of the forward settlement amount in the maturity date of the contract. The settlement amount considered in the valuation, is equal to the currency notional amount (foreign currency) multiplied by the difference between the contracted forward exchange rate and the forward exchange market rate at that date as at the valuation date.
Losses in the period arising from changes in the fair value of instruments that do not qualify for hedging accounting treatment were recorded directly in the income statement in the captions "Others Financial income" or "Financial expenses".
Gains and losses for the year associated with the change in market value of derivative instruments are recorded under the caption "Hedging reserve" when considered cash flow hedging and when considered as fair value hedging are recorded under the caption "Financial income" or "Financial expenses". The change in market value of derivative instruments when considered as speculation is recorded in the income statement under the caption "Other expenses".
Interest rate derivatives
Sonae does not have any interest rate hedging derivatives recorded as at 30 June 2017.
Interest rate and Exchange rate derivatives
As at 30 June 2017 no contracts existed, related to interest rate and exchange rate derivatives simultaneously.
Fair value of derivatives
| Assets | Liabilities | |||
|---|---|---|---|---|
| 30 Jun 2017 | 31 Dec 2016 | 30 Jun 2017 | 31 Dec 2016 | |
| Hedging derivatives | ||||
| Exchange rate | 485,192 | 4,207,972 | 5,117,814 | 358,117 |
| 485,192 | 4,207,972 | 5,117,814 | 358,117 |
| 30 Jun 2017 | 31 Dec 2016 | |
|---|---|---|
| Shareholders loans | 444,793 | 415,382 |
| Fixed assets suppliers | 57,500 | 406,872 |
| Other non-current liabilities | 1,793,000 | 1,720,153 |
| Deferral of the disposal of the extended warranties | 15,531,883 | 15,101,455 |
| Accruals and deferrals | 2,871,827 | 3,913,526 |
| Other non-current liabilities | 20,699,003 | 21,557,388 |
The carrying amount of "Other non-current liabilities" is estimated to be approximately its fair value.
In 2017 and in previous years, Sonae in accordance with the remuneration policy described in the corporate governance report granted deferred performance bonus to its directors and eligible employees. These are either based on shares to be acquired at nil cost or with discount, three years after they were attributed to the employee, or based on share options with the period price equal to the share price at the grant date, to be exercised three years later. In both cases, the acquisition can be exercised during the period commencing on the third anniversary of the grant date and the end of that year.
As at 30 June 2017, all Sonae Holding share plans responsibilities are accounted in the statement of financial position under "other reserves" and in the Profit and Loss statement under caption "staff costs". They are recognized at the shares fair value on the grant date, concerning the 2017, 2016 and 31 December 2015. Share-based payments costs are recognized on a straight-line basis between the grant and the settlement date.
As at 30 June 2017 and 31 December 2016, the number of attributed shares related to the assumed responsibilities arising from share based payments, which have not yet vested, can be detailed as follows:
| Number of shares | ||||||
|---|---|---|---|---|---|---|
| Grant year |
Vesting year |
Number of participants |
Share price on date of assignment |
30 Jun 2017 | 31 Dec 2016 | |
| Shares | ||||||
| 2014 | 2017 | - | 1.024 | - | 4,340,464 | |
| 2015 | 2018 | 242 | 1.048 | 3,563,994 | 3,619,285 | |
| 2016 | 2019 | 264 | 0.970 | 4,501,033 | 4,964,016 | |
| 2017 | 2020 | 296 | 0.974 | 5,696,874 | - | |
| Total | 13,761,901 | 12,923,765 |
During the period ending 30 June 2017 the movements on the above mentioned share based plans were the following:
| Aggregate number of participants |
Number of shares |
|
|---|---|---|
| Balance as at 31 December 2016 | 763 | 12,923,765 |
| Grant | 294 | 5,523,775 |
| Vesting | (200) | (4,186,325) |
| Canceled / extinguished / corrected / transferred (1) | (55) | (499,314) |
| Closing balance as at 30 June 2017 | 802 | 13,761,901 |
(1) Corrections are made on the basis of the dividend paid and the changes of share capital and other adjustments.
As at 30 June 2017 and 31 December 2016, the fair value of total liabilities on the date of allocation arising from share based payments, which have not yet vested, may be summarized as follows:
| Fair value | |||||
|---|---|---|---|---|---|
| Grant year |
Vesting year |
30 Jun 2017 | 31 Dec 2016 | ||
| 2014 | 2017 | - | 4,210,250 | ||
| 2015 | 2018 | 2,603,498 | 2,340,471 | ||
| 2016 | 2019 | 2,557,337 | 1,605,032 | ||
| 2017 | 2020 | 1,849,585 | - | ||
| Total | 7,010,420 | 8,155,753 |
As at 30 June 2017 and 31 December 2016 the financial statements include the following amounts corresponding to the period elapsed between the date of granting and those dates for each deferred bonus plan, which has not yet vested:
| 30 Jun 2017 | 31 Dec 2016 | |
|---|---|---|
| Recorded in staff costs in the current period | 1,547,631 | 1,785,772 |
| Recorded in previous years | 4,267,743 | 6,825,062 |
| 5,815,374 | 8,610,834 | |
| Recorded in other liabilities | - | - |
| Recorded value in Other reserves | 5,815,374 | 8,610,834 |
| 5,815,374 | 8,610,834 | |
| 30 Jun 2017 | 31 Dec 2016 | |
|---|---|---|
| Trade creditors | 992,679,731 | 1,136,655,247 |
| Taxes payable | 74,550,840 | 91,929,635 |
| Other creditors | ||
| Fixed asset suppliers | 35,308,915 | 67,208,877 |
| Related undertakings | 134,962 | - |
| Other debts | 142,262,571 | 133,431,355 |
| 177,706,448 | 200,640,232 | |
| Other current liabilities | ||
| Holiday pay and bonuses | 128,664,932 | 122,568,080 |
| Other external supplies and services | 36,561,494 | 32,121,742 |
| Deferred Revenue of warranty extension | 46,534,001 | 45,073,283 |
| Responsabilities assumed on sale of real state | 17,255,336 | 17,558,769 |
| Rentals | 7,301,668 | 8,092,102 |
| Marketing expenses | 13,492,545 | 11,807,052 |
| Advance receipts from trade receivables | 9,332,655 | 10,615,437 |
| Interest payable | 2,520,229 | 2,449,632 |
| Expenses on purchases | 6,177,101 | 6,238,536 |
| Insurance payable | 2,731,398 | 632,982 |
| Others | 15,856,451 | 13,842,767 |
| 286,427,810 | 271,000,382 | |
| 1,531,364,829 | 1,700,225,496 |
The caption "Other debts" includes:
102,331,181 euro (87,721,109 euro as at 31 December 2016) relating to the fair value of the shares covered by Sonae SGPS financial derivative referred to in Note 16;
11,749,400 euro (8,344,127 euro as at 31 December 2016) of attributed discounts not yet redeemed related to loyalty card "Cartão Cliente";
12,567,400 euro (15,042,306 euro as at 31 December 2016) related to vouchers, gift cards and discount tickets not yet redeemed;
3,643,076 euro (3,992,919 euro as at 31 December 2016) related to amounts payable to Sonae Distribuição Brasil. S.A. buyer as result of responsibilities assumed with that entity (Note 23).
| Caption | Balance as at 01 Jan 2017 |
Increase | Decrease | Discontinued operations Note 4.1 |
Entries in the perimeter |
Balance as at 30 June 2017 |
|---|---|---|---|---|---|---|
| Accumulated impairment losses on investments (Note 10) |
9,054,576 | 21,906 | (11,294) | (8,683,892) | - | 381,296 |
| Impairment losses on fixed tangible assets (Note 6) | 119,100,221 | - | (3,241,479) | - | 169,244 | 116,027,986 |
| Impairment losses on intangible assets | 2,638,761 | 382,139 | (235,771) | (382,139) | - | 2,402,990 |
| Accumulated impairment losses on trade account receivables and other debtors (Note 12) |
17,871,034 | 1,677,598 | (1,962,043) | (45,178) | - | 17,541,411 |
| Non current provisions | 25,848,118 | 469,729 | (2,992,213) | (3,754,291) | - | 19,571,343 |
| Current provisions | 3,558,708 | - | (215,427) | (166,020) | - | 3,177,261 |
| 178,071,418 | 2,551,372 | (8,658,227) | (13,031,520) | 169,244 | 159,102,287 | |
| Caption | Balance as at 01 Jan 2016 Restated |
Increase | Decrease | Entries in the perimeter |
Balance as at 30 June 2016 Restated |
|
| Accumulated impairment losses on investments | 1,886,603 | - | (800) | (17,606) | 1,868,197 | |
| Impairment losses on fixed tangible assets | 133,564,363 | 6,537,130 | (16,843,639) | 416,568 | 123,674,422 | |
| Impairment losses on intangible assets | 1,497,024 | - | - | 1,497,024 | 2,994,048 | |
| Accumulated impairment losses on trade account receivables and other debtors |
18,285,857 | 1,770,590 | (2,484,703) | 2,306,165 | 19,877,909 | |
| Non current provisions | 39,710,058 | 3,413,546 | (3,254,268) | 5,077,750 | 44,947,086 | |
| Current provisions | 3,083,990 | - | (44,268) | 218,500 | 3,258,222 | |
| 198,027,895 | 11,721,266 | (22,627,678) | 9,498,401 | 196,619,884 |
| 30 Jun 2017 | 31 Dec 2016 | |
|---|---|---|
| Technical provisions on reinsurance | 875,614 | 1,061,465 |
| Future liabilities relating to subsidiaries of retail in Brazil sold |
8,648,772 | 8,521,318 |
| Clients guarantees | 1,449,195 | 1,449,195 |
| Judicial claims | 2,040,304 | 2,270,177 |
| Contingent liabilities related to subsidiaries acquired | 5,827,570 | 5,827,750 |
| Others | 3,907,149 | 10,276,921 |
| 22,748,604 | 29,406,826 |
Impairment losses are deducted from the book value of the corresponding asset.
As at 30 June 2017 and 31 December 2016, major contingent liabilities were guarantees given and can be detailed as follows:
- Guarantees and secureties given
| 30 Jun 2017 | 31 Dec 2016 | |
|---|---|---|
| Guarantees given: | ||
| on tax claims | 1,141,436,177 | 1,153,774,789 |
| on judicial claims | 407,076 | 887,275 |
| on municipal claims | 8,650,404 | 8,048,110 |
| contract by proper compliments | 14,146,941 | 21,516,088 |
| other guarantees | 7,792,204 | 9,261,512 |
The main tax claims with bank guarantees given or sureties associated are as follows:
Some retail operating segment subsidiaries of the Company granted guarantees in favor of the Portuguese Tax Administration, associated with tax claims for additional VAT payment amounting to 553.5 million euro (556.7 million euro as at 31 December 2016) related to the period from 2004 to 2013, which the Company has presented, or has the intention of presenting, a tax appeal. Portuguese tax authorities claim that the Company should have invoiced VAT related to promotional discounts invoiced to suppliers which depend on the purchases made by the Group during the year, as it considers that the discounts correspond to services rendered by the company. Tax authorities also claim that the company should not have deducted VAT from discount vouchers used by its non-corporate clients.
The caption guarantees given on tax claims include guarantees granted, in the amount of 142.9 million euro (142.9 million euro as at 31 December 2016), in favor of Tax authorities regarding 2007 up to 2013. Concerning these guarantees, the most significant amount relates to an increase in equity arising on the disposal of own shares to a third party in 2007, as well as to the disregard of the reinvestment concerning capital gains in share disposal, and the fact that demerger operations must be disregarded for income tax purposes. The Company has presented an appeal against this additional tax claim, being the Board of Directors understanding, based on its advisor's assessment, that such appeal will be favourable.
Sureties in the amount of, approximately, 60 million euro as a result of a tax appeal presented by the Company concerning an additional tax assessment by Tax authorities, relating to 31 December 2005, following the correction of taxable income for corresponding to a prior cover tax losses accumulated by the subsidiary, which has been brought to the cost of participation, moreover, as is understanding already signed by the Tax Administration itself, and now understood that in this case should not consider the amount of the cost of participation , thus including cover losses upon liquidation of the subsidiary company;
Sureties in the amount of, approximately 50 million euro, following a tax appeal presented by the Company concerning additional tax assessments made by Tax authorities, relating to 31 December 2002, which refer to the non-acceptance by Tax authorities of tax losses arising on the sale and liquidation of a subsidiary of the Group;
Fiscal lawsuit related to rent tax, concerning a subsidiary of the Company in Brazil, in the amount of, approximately, 17.4 million euro (65.6 million Brazilian real), which is being judged by a tax court, for which there were granted guarantees in the amount of 44.1 million euro (165.9 million Brazilian real). The difference between the value of the contingency and the value of the guarantee relates with the update of the related responsibility.
b) Contingent assets and liabilities related to tax claims paid under regularization programs of tax debts
Within the framework of regularization of tax debts to Tax Authorities, (Outstanding Debts Settlement of Tax and Social Security - Decree of Law 151-A/2013 and Decree of Law 248-A), the Group made tax payments in the amount of, approximately, 26.3 million euro, having the respective guarantees been eliminated. The related tax appeals continue in courts, having the maximum contingencies been reduced through the elimination of fines and interests related with these tax assessments.
As permitted by law, the Group maintains the legal proceedings, in order to establish the recovery of those amounts, having recorded as an asset the amounts related with income taxes paid under those plans (Note 14).
Following the disposal of a subsidiary in Brazil, Sonae guaranteed to the buyer of the subsidiary all the losses incurred by that company arising on unfavourably decisions not open for appeal, concerning tax lawsuits on transactions that took place before the sale date (13 December 2005) and that exceed 40 million euro. As at 31 December 2016, the amount claimed by the Brazilian Tax Authorities, concerning the tax lawsuits still in progress, which the company's lawyers assess as having a high probability of loss, plus the amounts already paid (28.5 million euro) related to programs for the Brazilian State of tax recovery, amount to near 32.4 million euro at 31 March 2017 (32.4 million euro at 31 December 2016). Furthermore, there are other tax assessments totalling 60.8 million euro (60.8 million euro as at 31 December 2016) for which the Board of Directors, based on its lawyers' assessment, understands will not imply future losses to the former subsidiary.
No provision has been recorded to face risks arising from events related to guarantees given, as the Board of Directors considers that no liabilities will result for Sonae.
It was not created any provision to cover possible risks related to events/disputes for which guarantees were given for being understanding of the Board of Directors that the resolution of these events / disputes without loss to Sonae.
| Sales and services rendered | Purchases and services obtained | ||||
|---|---|---|---|---|---|
| Transactions | 30 Jun 2017 | 30 Jun 2016 | 30 Jun 2017 | 30 Jun 2016 | |
| Parent Company | 93,689 | 117,009 | 332,966 | 344,945 | |
| Jointly controlled companies | 21,450,787 | 8,910,259 | 145,789,794 | 19,788,111 | |
| Associated companies | 17,400,250 | 16,106,296 | - | 1,077,324 | |
| Other related parties | 26,973,859 | 27,335,767 | 8,905,297 | 9,602,525 | |
| 65,918,585 | 52,469,331 | 155,028,057 | 30,812,905 | ||
| Interest income | Interest expenses | ||||
| Transactions | 30 Jun 2017 | 30 Jun 2016 | 30 Jun 2017 | 30 Jun 2016 | |
| Parent Company | - | - | 16,651 | 168,233 | |
| Jointly controlled companies | 159 | - | - | - | |
| Associated companies | 4,586 | - | - | - | |
| Other related parties | - | - | - | 37,446 | |
| 4,745 | - | 16,651 | 205,679 | ||
| Accounts receivable | Accounts payable | ||||
| Balances | 30 Jun 2017 | 31 Dec 2016 | 30 Jun 2017 | 31 Dec 2016 | |
| Parent Company | 43,102 | 25,136 | 304,854 | 688,294 | |
| Jointly controlled companies | 10,010,775 | 29,377,178 | 43,158,686 | 15,192,431 | |
| Associated companies | 5,674,206 | 6,583,207 | 1,807 | 147,945 | |
| Other related parties | 14,274,613 | 16,965,780 | 5,340,939 | 10,405,360 | |
| 30,002,696 | 52,951,301 | 48,806,286 | 26,434,030 | ||
| Loans | |||||
| Obtained | Granted | ||||
| Balances | 30 Jun 2017 | 31 Dec 2016 | 30 Jun 2017 | 31 Dec 2016 | |
| Jointly controlled companies | - | 1,000 | - | - | |
| Associated companies | - | - | 1,500,000 | - | |
| Other related parties | 444,295 | 442,382 | 243,568 | 3,570 | |
| 444,295 | 443,382 | 1,743,568 | 3,570 |
| 30 Jun 2017 | 30 Jun 2016 Restated |
|
|---|---|---|
| Supplementary income | 335,201,300 | 310,754,442 |
| Prompt payment discounts obtained | 11,753,092 | 12,056,101 |
| Foreign currency exchange gains | 9,870,257 | 8,966,586 |
| Own work capitalised | 7,251,192 | 6,761,187 |
| Gains on sales of assets (Note 6) | 219,600 | 63,860,700 |
| Impairment losses reversals | 1,664,205 | 3,508,824 |
| Others | 2,296,965 | 3,262,399 |
| 368,256,611 | 409,170,239 |
In the caption "Gains on disposal of assets" as at 30 June 2016 are includes gains related to operations Sale and Leaseback in the amount of 63.1 million euro (Note 6).
The income taxes recognized in the six-month period ended on 30 June 2017 and 2016 are detailed as follows:
| 30 Jun 2017 | 30 Jun 2016 Restated |
|||
|---|---|---|---|---|
| Current tax | (4,913,728) | 9,017,044 | ||
| Deferred tax | (11,863,458) | (8,410,245) | ||
| (16,777,186) | 606,799 |
| 30 Jun 2017 | 30 Jun 2016 Restated | |||
|---|---|---|---|---|
| Continuing Operations |
Discontinued Operations |
Continuing Operations |
Discontinued Operations Restated (Note 3) |
|
| Net profit | ||||
| Net profit taken into consideration to calculate basic earnings per share (consolidated profit for the period) |
63,819,061 | 9,073,525 | 75,163,633 | 1,112,506 |
| Effect of dilutive potential shares | - | - | - | - |
| Interest related to convertible bonds (net of tax) | 3,959,126 | - | 3,852,999 | - |
| Net profit taken into consideration to calculate diluted earnings per share | 67,778,187 | 9,073,525 | 79,016,632 | 1,112,506 |
| Number of shares | ||||
| Weighted average number of shares used to calculate basic earnings per share |
1,889,658,983 | 1,889,658,983 | 1,885,261,759 | 1,885,261,759 |
| Effect of dilutive potential ordinary shares from convertible bonds | 127,113,527 | 127,113,527 | 127,113,527 | 127,113,527 |
| Outstanding shares related with share based payments | 13,649,823 | 13,649,823 | 13,392,338 | 13,392,338 |
| Shares related to performance bonus that can be bought at market price | (8,800,105) | (8,800,105) | (8,198,289) | (8,198,289) |
| Weighted average number of shares used to calculate diluted earnings | 2,021,622,228 | 2,021,622,228 | 2,017,569,335 | 2,017,569,335 |
| per share | ||||
| Earnings per share | ||||
| Basic | 0.035868 | 0.004802 | 0.041913 | 0.000590 |
| Diluted | 0.033527 | 0.004488 | 0.039164 | 0.000551 |
In the Management Report, and for the purposes of calculating financial indicators as EBIT, EBITDA and underlying EBITDA the consolidated income statement is divided between Direct Income and Indirect Income.
The Indirect Income includes the contribution of Sonae Sierra, net of taxes that result from: (i) valuation of investment properties; (ii) gains (losses) with the sale of financial investments, joint ventures or associates; (iii) impairment losses relating to non-current assets (including Goodwill) and (iv) provisions for assets at risk. Additionally and with regard to the portfolio of Sonae, it includes: (i) impairment of real estate assets for retail, (ii) decreases in Goodwill, (iii) negative Goodwill (net of taxes) related to acquisitions in the financial year, (iv) provisions (net of tax) for possible future liabilities, and impairments related to noncore
investments, businesses and discontinued assets (or to be discontinued / repositioned), (v) valuation results based on the methodology "mark-to-market" of other current investments that will be sold or traded in the near future and (vi) other irrelevant issues.
The value of EBITDA and EBIT are calculated in the direct income component, i.e. excluding the indirect contributions.
The reconciliation between the two presentation formats for the consolidated income statement for the periods ended 30 June 2017 and 2016 can be summarized as follows:
| 30 Jun 2017 | 30 Jun 2016 Restated | ||||||
|---|---|---|---|---|---|---|---|
| Consolidated | Indirect Income |
Direct Income |
Consolidated | Indirect Income |
Direct Income |
||
| Turnover | 2,602,529,163 | - | 2,602,529,163 | 2,409,989,229 | - | 2,409,989,229 | |
| Investment income | |||||||
| Dividends | 130,138 | - | 130,138 | 1,864,173 | 1,762,005 | 102,168 | |
| Impairment losses | - | - | - | - | - | - | |
| Others | (7,044) | - | (7,044) | (77,976) | - | (77,976) | |
| Other income | |||||||
| Impairment losses reversal | 1,666,388 | - | 1,666,388 | 2,041,820 | - | 2,041,820 | |
| Others | 13,125 | - | 13,125 | - | - | - | |
| Others | 366,357,498 | - | 366,357,498 | 343,283,169 | - | 343,283,169 | |
| Total income | 2,970,689,268 | - | 2,970,689,268 | 2,757,100,415 | 1,762,005 | 2,755,338,410 | |
| Total expenses | (2,853,367,328) | (368,111) | (2,852,999,217) | (2,647,574,809) | (508,533) | (2,647,066,276) | |
| Depreciation and amortisation | (96,634,384) | - | (96,634,384) | (85,553,213) | - | (85,553,213) | |
| Non-recurring impairment losses over inventories | (2,320,050) | - | (2,320,050) | (4,070,343) | - | (4,070,343) | |
| Provisions and impairment | - | - | - | - | - | - | |
| Others | (1,581,939) | - | (1,581,939) | (8,200,620) | - | (8,200,620) | |
| Profit before financial results and share of results in associated companies |
16,785,567 | (368,111) | 17,153,678 | 11,701,430 | 1,253,472 | 10,447,958 | |
| Non-recurring Profit/(Loss) | (5,167,490) | - | (5,167,490) | 55,760,824 | - | 55,760,824 | |
| Gains and losses on investments recorded at fair value through results |
- | - | - | (6,318,903) | (6,318,903) | - | |
| Financial profit/(loss) | (17,782,949) | - | (17,782,949) | (24,913,018) | - | (24,913,018) | |
| Share of results in joint ventures and associated undertakings |
|||||||
| Sonae Sierra | 32,085,566 | 16,991,350 | 15,094,216 | 29,505,518 | 16,090,762 | 13,414,756 | |
| Armilar Venture Funds | (269,649) | (269,649) | - | - | - | - | |
| ZOPT | 16,240,000 | - | 16,240,000 | 10,214,490 | - | 10,214,490 | |
| Others | (1,534,478) | - | (1,534,478) | (400,250) | - | (400,250) | |
| Profit before income tax | 40,356,567 | 16,353,590 | 24,002,977 | 75,550,091 | 11,025,331 | 64,524,760 | |
| Income tax | 16,777,185 | - | 16,777,185 | (606,800) | - | (606,800) | |
| Profit/(Loss) from continuing operations | 57,133,752 | 16,353,590 | 40,780,162 | 74,943,291 | 11,025,331 | 63,917,960 | |
| Profit/(Loss) from discontinued operations | 18,110,829 | 16,220,165 | 1,890,664 | 2,224,568 | - | 2,224,568 | |
| Net profit for the period | 75,244,581 | 32,573,755 | 42,670,826 | 77,167,859 | (14,570,712) | 66,142,528 | |
| Attributable to equity holders of Sonae | 72,892,586 | 32,600,812 | 40,291,774 | 76,276,139 | 11,025,331 | 65,250,808 | |
| Non-controlling interests | 2,351,995 | (27,057) | 2,379,052 | 891,720 | - | 891,720 | |
| "Underlying" EBITDA (b) | 115,893,525 | 106,128,146 | |||||
| Direct EBITDA (a) | 142,416,437 | 187,342,534 | |||||
| Direct EBIT (c) | 43,546,452 | 91,560,178 |
(a) EBITDA = total direct income - total direct expenses - reversal of direct impairment losses + share of results in joint ventures and associated undertakings (Sonae Sierra and ZOPT direct results) + unusual results;
As at 25 July 2017, Sonae RP concluded a sale and leaseback operation of 4 food retail assets located in Portugal. This operation totalled 34.7 million euro and generated an estimated capital gain of 10.3 million euro. In fact, Sonae MC's level of freehold assets stood at 48%.
The accompanying consolidated financial statements were approved by the Board of Directors on 24 August 2017.
Group companies included in the consolidated financial statements, their head offices and percentage of share capital held by Sonae as at 30 June 2017 and 31 December 2016 are as follows:
| Percentage of capital held | ||||||||
|---|---|---|---|---|---|---|---|---|
| 30 Jun 2017 | 31 Dec 2016 | |||||||
| COMPANY | Head Office | Direct* | Total* | Direct* | Total* | |||
| Sonae - SGPS, S.A. | Maia (Portugal) | HOLDING | HOLDING | HOLDING | HOLDING | |||
| Sonae Retail | ||||||||
| Aduanas Caspe, S.L.U. | a) | Zaragoza (Spain) | 100.00% | 100.00% | 100.00% | 100.00% | ||
| Arat Inmuebles, SA | a) | Madrid (Spain) | 100.00% | 100.00% | 100.00% | 100.00% |
| 1) | Asprela Sociedade Imobiliária, SA | a) | Maia (Portugal) | 100.00% | 100.00% | - | - |
|---|---|---|---|---|---|---|---|
| Azulino Imobiliária, SA | a) | Maia (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
| BB Food Service, SA | a) | Maia (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Bertimóvel - Sociedade Imobiliária, SA | a) | Matosinhos (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Bom Momento - Restauração, SA | a) | Maia (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
| 2) | Brio – Produtos de Agricultura Biológica, SA | a) | Matosinhos (Portugal) | 100.00% | 100.00% | - | - |
| Canasta - Empreendimentos Imobiliários, SA | a) | Maia (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Chão Verde - Sociedade de Gestão Imobiliária, SA | a) | Maia (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Citorres - Sociedade Imobiliária, SA | a) | Maia (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Comercial Losan Polonia SP Z.O.O | a) | Warsaw (Poland) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Comercial Losan, S.L.U. | a) | Zaragoza (Spain) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Contimobe - Imobiliária de Castelo de Paiva, SA | a) | Castelo de Paiva (Portugal) |
100.00% | 100.00% | 100.00% | 100.00% | |
| Continente Hipermercados, SA | a) | Lisbon (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Cumulativa - Sociedade Imobiliária, SA | a) | Maia (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
| 3) | Discovery Sports, SA | a) | Matosinhos (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% |
| Elergone Energias, Lda | a) | Matosinhos (Portugal) | 75.00% | 75.00% | 75.00% | 75.00% | |
| Farmácia Selecção, SA | a) | Matosinhos (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Fashion Division, SA | a) | Maia (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Fashion Division Canárias, SL | a) | Tenerife (Spain) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Fozimo - Sociedade Imobiliária, SA | a) | Maia (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Fundo de Investimento Imobiliário Fechado Imosede | a) | Maia (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Fundo de Investimento Imobiliário Imosonae Dois | a) | Maia (Portugal) | 98.00% | 98.00% | 97.91% | 97.91% | |
| Global Usebti, S.L. | a) | Zaragoza (Spain) | 100.00% | 100.00% | 100.00% | 100.00% | |
| 2) | Go Well – Promoção de Eventos, Caterings e Consultoria, SA |
a) | Lisbon (Portugal) | 51.00% | 51.00% | - | - |
| HighDome PCC Limited (Cell Europe) | a) | La Valletta (Malta) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Igimo – Sociedade Imobiliária, SA | a) | Maia (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Iginha – Sociedade Imobiliária, SA | a) | Matosinhos (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Imoestrutura – Sociedade Imobiliária, SA | a) | Maia (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Imomuro – Sociedade Imobiliária, SA | a) | Matosinhos (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Imoresultado – Sociedade Imobiliária, SA | a) | Maia (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Imosistema – Sociedade Imobiliária, SA | a) | Maia (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Infofield – Informática, SA | a) | Maia (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Irmãos Vila Nova, SA | a) | Vila Nova de Famalicão (Portugal) |
100.00% | 50.00% | 100.00% | 50.00% |
| Irmãos Vila Nova III - Imobiliária, SA | a) | Vila Nova de Famalicão (Portugal) |
100.00% | 50.00% | 100.00% | 50.00% | |
|---|---|---|---|---|---|---|---|
| IVN – Serviços Partilhados, SA | a) | Vila Nova de Famalicão (Portugal) |
50.00% | 50.00% | 50.00% | 50.00% | |
| IVN Asia Limited | a) | Hong Kong (China) | 100.00% | 50.00% | 100.00% | 50.00% | |
| Losan Colombia, S.A.S | a) | Bogota (Colombia) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Losan Overseas Textile, S.L. | a) | Zaragoza (Spain) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Losan Tekstil Urunleri V e Dis Ticaret, L.S. | a) | Istanbul (Turkey) | 100.00% | 100.00% | 100.00% | 100.00% | |
| 2) | Losan Rusia | a) | Moscow (Russia) | 100.00% | 100.00% | - | - |
| Marcas MC, zRT | a) | Budapest (Hungary) | 100.00% | 100.00% | 100.00% | 100.00% | |
| MCCARE – Serviços de Saúde, SA | a) | Matosinhos (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
| MJB Design, Lda | a) | Maia (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
| MJLF - Empreendimentos Imobiliários, SA | a) | Maia (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Modalfa - Comércio e Serviços, SA | a) | Maia (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Modalloop - Vestuário e Calçado, SA | a) | Matosinhos (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Modelo Continente Hipermercados, SA | a) | Matosinhos (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Modelo Continente International Trade, SA | a) | Madrid (Spain) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Modelo - Distribuição de Materiais de Construção, SA | b) | Maia (Portugal) | 50.00% | 50.00% | 50.00% | 50.00% | |
| Modelo Hiper Imobiliária, SA | a) | Maia (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Pharmaconcept – Actividades em Saúde, SA | a) | Matosinhos (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Pharmacontinente - Saúde e Higiene, SA | a) | Matosinhos (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Ponto de Chegada – Sociedade Imobiliária, SA | a) | Maia (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Predicomercial - Promoção Imobiliária, SA | a) | Maia (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Predilugar- Promoção Imobiliária, SA | a) | Maia (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Salsa DE Gmbh | a) | Dusseldorf (Germany) | 100.00% | 50.00% | 100.00% | 50.00% | |
| Salsa Distribution USA LLC | a) | New York (USA) | 100.00% | 50.00% | 100.00% | 50.00% | |
| Salsa France, S.A.R.L. | a) | Paris (France) | 99.99% | 50.00% | 99.99% | 50.00% | |
| Salsa Luxembourg, Sàrl | a) | Luxembourg | 100.00% | 50.00% | 100.00% | 50.00% | |
| 1) | SK – Skin Health Cosmetics, S.A. | a) | Matosinhos (Portugal) | 100.00% | 100.00% | - | - |
| SLS Salsa – Comércio e Difusão de Vestuário, S.A. | a) | Vila Nova de Famalicão (Portugal) |
100.00% | 50.00% | 100.00% | 50.00% | |
| SLS Salsa España – Comercio y Difusión de Vestuario, S.A.U. |
a) | Pontevedra (Spain) | 100.00% | 50.00% | 100.00% | 50.00% | |
| SDSR – Sports Division SR, SA | a) | Matosinhos (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Selifa - Empreendimentos Imobiliários de Fafe, SA | a) | Maia (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Sempre à Mão - Sociedade Imobiliária, SA | a) | Matosinhos (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Sesagest - Proj.Gestão Imobiliária, SA | a) | Porto (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
|---|---|---|---|---|---|---|---|
| SIAL Participações, Ltda | a) | São Paulo (Brazil) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Socijofra - Sociedade Imobiliária, SA | a) | Gondomar (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Sociloures - Sociedade Imobiliária, SA | a) | Matosinhos (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Soflorin, BV | a) | Amsterdam (Netherlands) |
100.00% | 100.00% | 100.00% | 100.00% | |
| 4) | Sohi Meat Solutions- Distribuição de Carnes, SA | a) | Santarém (Portugal) | 50.00% | 50.00% | 100.00% | 100.00% |
| Sonae Capital Brasil, Lda | a) | São Paulo (Brazil) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Sonae Center Serviços II, SA | a) | Maia (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Sonae Investimentos, SGPS, SA | a) | Matosinhos (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Sonae MC – Modelo Continente SGPS, SA | a) | Matosinhos (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Sonae MC S2 Africa Limited | a) | La Valletta (Malta) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Sonae SR Malta Holding Limited | a) | La Valletta (Malta) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Sonaegest-Soc.Gest.Fundos Investimentos, SA | a) | Maia (Portugal) | 100.00% | 90.00% | 100.00% | 90.00% | |
| Sonaerp - Retail Properties, SA | a) | Porto (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
| SONAESR – Serviços e Logística, SA | a) | Matosinhos (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Sondis Imobiliária, SA | a) | Maia (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Sonvecap, BV | a) | Amsterdam (Netherlands) |
100.00% | 100.00% | 100.00% | 100.00% | |
| Sport Zone Canárias, SL | a) | Tenerife (Spain) | 60.00% | 60.00% | 60.00% | 60.00% | |
| Sport Zone España - Comércio de Articulos de Deporte, SA |
a) | Madrid (Spain) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Sport Zone spor malz.per.satis ith.ve tic.ltd.sti | a) | Istanbul (Turkey) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Têxtil do Marco, SA | a) | Marco de Canaveses (Portugal) |
92.76% | 92.76% | 92.76% | 92.76% | |
| Usebti Textile México S.A. de C.V. | a) | Mexico City (Mexico) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Valor N, SA | a) | Matosinhos (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Worten Canárias, SL | a) | Tenerife (Spain) | 60.00% | 60.00% | 60.00% | 60.00% | |
| Worten - Equipamento para o Lar, SA | a) | Matosinhos (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Worten España Distribución, S.L. | a) | Madrid (Spain) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Zippy - Comércio e Distribuição, SA | a) | Matosinhos (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Zippy - Comércio Y Distribución, SA | a) | Madrid (Spain) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Zippy cocuk malz.dag.ith.ve tic.ltd.sti | a) | Istanbul (Turkey) | 100.00% | 100.00% | 100.00% | 100.00% | |
| ZYEvolution-Invest.Desenv., SA | a) | Matosinhos (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Sonae IM | |||||||
| Bright Development Studio, SA | a) | Maia (Portugal) | 100.00% | 89.97% | 100.00% | 89.97% |
| Bright Ventures Capital SCR | a) | Maia (Portugal) | 100.00% | 89.97% | 100.00% | 89.97% | |
|---|---|---|---|---|---|---|---|
| Cape Tecnologies Limited | a) | Dublin (Ireland) | 100.00% | 89.97% | 100.00% | 89.97% | |
| Digitmarket - Sistemas de Informação, SA | a) | Maia (Portugal) | 75.10% | 67.56% | 75.10% | 67.56% | |
| Inovretail, Lda | a) | Maia (Portugal) | 100.00% | 89.97% | 100.00% | 89.97% | |
| Praesidium Services Limited | a) | Berkshire (U.K.) | 100.00% | 89.97% | 100.00% | 89.97% | |
| S21 Sec Brasil, Ltda | a) | São Paulo (Brazil) | 99.99% | 89.96% | 99.99% | 89.96% | |
| 5) | S21 Sec Ciber Seguridad SA de CV | a) | Mexico City (Mexico) | 100.00% | 89.97% | 100.00% | 89.97% |
| S21 Sec Gestion, SA | a) | Navarra (Spain) | 100.00% | 89.97% | 100.00% | 89.97% | |
| S21 Sec Information Security Labs, S.L. | a) | Navarra (Spain) | 100.00% | 89.97% | 100.00% | 89.97% | |
| 5) | S21 Sec México, SA de CV | a) | Mexico City (Mexico) | 100.00% | 89.97% | 100.00% | 89.97% |
| S21 Sec SA de CV | a) | Mexico City (Mexico) | 100.00% | 89.97% | 100.00% | 89.97% | |
| S21SEC Portugal – Cybersecurity and Intelligence Services, SA |
a) | Maia (Portugal) | 100.00% | 89.97% | 100.00% | 89.97% | |
| Saphety – Transacciones Electronicas SAS | a) | Bogota (Colombia) | 100.00% | 78.27% | 100.00% | 78.27% | |
| Saphety Brasil Transações Electrônicas Lda | a) | São Paulo (Brazil) | 100.00% | 78.27% | 100.00% | 78.27% | |
| Saphety Level - Trusted Services, SA | a) | Maia (Portugal) | 86.99% | 78.27% | 86.99% | 78.27% | |
| Sonaecom-Cyber Security and Int., SGPS, SA | a) | Maia (Portugal) | 100.00% | 89.97% | 100.00% | 89.97% | |
| Sonaecom - Serviços Partilhados, SA | a) | Maia (Portugal) | 100.00% | 89.97% | 100.00% | 89.97% | |
| Sonaecom - Sistemas de Información España, SL | a) | Madrid (Spain) | 100.00% | 89.97% | 100.00% | 89.97% | |
| Sonaecom, SGPS, SA | a) | Maia (Portugal) | 90.15% | 89.97% | 90.15% | 89.97% | |
| Sonae Investment Management - Software and Technology, SGPS, SA |
a) | Maia (Portugal) | 100.00% | 89.97% | 100.00% | 89.97% | |
| Tecnológica Telecomunicações, Ltda | a) | Rio de Janeiro (Brazil) | 99.99% | 89.87% | 99.99% | 89.87% | |
| We Do Brasil Soluções Informáticas, Ltda | a) | Rio de Janeiro (Brazil) | 99.91% | 89.88% | 99.91% | 89.88% | |
| We Do Consulting - Sistemas de Informação, SA | a) | Maia (Portugal) | 100.00% | 89.97% | 100.00% | 89.97% | |
| We Do Technologies (UK) Limited | a) | Berkshire (R.U.) | 100.00% | 89.97% | 100.00% | 89.97% | |
| We Do Tecnologies Americas, Inc. | a) | Delaware (USA) |
100.00% | 89.97% | 100.00% | 89.97% | |
| We Do Technologies Australia PTY Limited | a) | Sydney (Australia) | 100.00% | 89.97% | 100.00% | 89.97% | |
| We Do Technologies Egypt Limited Liability Company | a) | Cairo (Egypt) | 100.00% | 89.97% | 100.00% | 89.97% | |
| We Do Technologies Mexico S. de RL | a) | Mexico City (Mexico) | 100.00% | 89.97% | 100.00% | 89.97% | |
| We Do Tecnologies BV | a) | Amsterdam (Netherlands) |
100.00% | 89.97% | 100.00% | 89.97% | |
| Sonae FS | |||||||
| SFS – Serviços de Gestão e Marketing, SA | a) | Maia (Portugal | 100.00% | 100.00% | 100.00% | 100.00% | |
| Sonae Financial Services, S.A. | a) | Maia (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
Others
| 6) | Accive Insurance – Corretor de Seguros, SA | a) | Porto (Portugal) | 70.00% | 35.00% | 70.00% | 35.01% |
|---|---|---|---|---|---|---|---|
| 6) | Herco Consultoria de Risco e Corretora de Seguros, Ltda | a) | Santa Catarina (Brazil) | 100.00% | 50.00% | 100.00% | 50.01% |
| 6) | Herco, Consultoria de Risco, SA | a) | Maia (Portugal) | 100,00% | 50,00% | 100,00% | 50,01% |
| 6) | HighDome PCC Limited | a) | La Valletta (Malta) | 100,00% | 50,00% | 100,00% | 50,01% |
| 6) | Iberosegur – Sociedade Ibérica de Mediação de Seguros, Lda |
a) | Porto (Portugal) | 100,00% | 50,00% | 100,00% | 50,01% |
| Libra Serviços, Lda | a) | Funchal (Portugal) | 100,00% | 100,00% | 100,00% | 100,00% | |
| 6) | Larim Corretora de Resseguros Ltda | a) | Rio de Janeiro (Brazil) | 99,99% | 50,00% | 99,99% | 50,01% |
| 6) | Lazam/mds Correctora Ltda | a) | São Paulo (Brazil) | 100,00% | 50,00% | 100,00% | 50,01% |
| 6) | MDS África, SGPS, SA | a) | Porto (Portugal) | 50,00% | 25,00% | 50,00% | 25,05% |
| 6) | MDS - Corretor de Seguros, SA | a) | Porto (Portugal) | 100,00% | 50,00% | 100,00% | 50,01% |
| 6) | MDS Auto - Mediação de Seguros, SA | a) | Porto (Portugal) | 50,00% | 25,00% | 50,01% | 25,01% |
| 6) | MDS Malta Holding Limited | a) | La Valletta (Malta) | 100,00% | 50,00% | 100,00% | 50,01% |
| 6) | MDS RE – Mediador de resseguros, SGPS, SA | a) | Porto (Portugal) | 100,00% | 25,00% | 100,00% | 25,05% |
| 6) | MDS, SGPS, SA | a) | Maia (Portugal) | 50,00% | 50,00% | 50,01% | 50,01% |
| 6) | Moneris Seguros - Mediação de Seguros, Lda | a) | Oeiras (Portugal) | 60,00% | 30,00% | 60,00% | 30,01% |
| PCJ-Público, Comunicação e Jornalismo, SA | a) | Maia (Portugal) | 100,00% | 89,97% | 100,00% | 89,97% | |
| Público - Comunicação Social, SA | a) | Porto (Portugal) | 100,00% | 89,97% | 100,00% | 89,97% | |
| Sonae Investments, BV | a) | Amsterdam (Netherlands) |
100,00% | 100,00% | 100,00% | 100,00% | |
| Sonae RE, SA | a) | Luxembourg | 99,92% | 99,92% | 99,92% | 99,92% | |
| Sonaecenter Serviços, SA | a) | Maia (Portugal) | 100,00% | 100,00% | 100,00% | 100,00% | |
| Sontel, BV | a) | Amsterdam (Netherlands) |
100,00% | 100,00% | 100,00% | 100,00% | |
| Tlantic, BV | a) | Amsterdam (Netherlands) |
70,71% | 70,71% | 70,71% | 70,71% | |
| Tlantic Portugal - Sistemas de Informação, SA | a) | Maia (Portugal) | 100,00% | 70,71% | 100,00% | 70,71% | |
| Tlantic Sistemas de Informação, Ltda | a) | Porto Alegre (Brazil) | 100,00% | 70,71% | 100,00% | 70,71% |
*the percentage of capital held "Total" is the total percentage of interest held by the parent company's shareholders; the percentage of capital held "Direct" corresponds to the percentage that subsidiary(s) which hold(s) a participation, hold(s) this participation directly in the share capital of that company.
a) Control held by majority of voting rights which gives power of relevant activities;
b) Control held by majority of Board members;
1) Company created in the period;
| Percentage of capital held | |||||||
|---|---|---|---|---|---|---|---|
| 30 Jun 2017 | 31 Dec 2016 | ||||||
| COMPANY | Head Office | Direct* | Total* | Direct* | Total* | ||
| Sonae Retail | |||||||
| 1) | Sohi Meat Solutions- Distribuição de Carnes, SA | Santarém (Portugal) | 50.00% | 50.00% | 100.00% | 100.00% | |
| Sonae Sierra | |||||||
| 3shoppings - Holding, SGPS, SA | Maia (Portugal) | 100.00% | 25.05% | 100.00% | 25.05% | ||
| 8ª Avenida Centro Comercial, SA | Maia (Portugal) | 100.00% | 11.25% | 100.00% | 11.25% | ||
| Aegean Park Constructions Real Estate and Development, SA | Atenas (Grécia) | 100.00% | 25.00% | 100.00% | 25.00% | ||
| 2) | Albufeira RP (Luxembourg) 1, Sarl | Luxembourg | 100.00% | 5.00% | - | - | |
| 2) | Albufeira RP (Luxembourg) 2, Sarl | Luxembourg | 100.00% | 5.00% | - | - | |
| ALBCC – Albufeirashopping – Centro Comercial, SA | Maia (Portugal) | 100.00% | 11.25% | 100.00% | 11.25% | ||
| 2) | ALBRP Albufeira Retail Park, Lda | Maia (Portugal) | 100.00% | 5.00% | - | - | |
| ALEXA Holding GmbH | Dusseldorf (Germany) | 100.00% | 50.00% | 100.00% | 50.00% | ||
| ALEXA Shopping Centre GmbH | Dusseldorf (Germany) | 100.00% | 50.00% | 100.00% | 50.00% | ||
| Algarveshopping - Centro Comercial, SA | Maia (Portugal) | 100.00% | 5.00% | 100.00% | 5.00% | ||
| 2) | Area Sur Shopping, S.L | Madrid (Spain) | 15.00% | 7.50% | - | - | |
| ARP Alverca Retail Park, SA | Maia (Portugal) | 100.00% | 50.00% | 100.00% | 50.00% |
| Arrábidashopping - Centro Comercial, SA | Maia (Portugal) | 100.00% | 12.53% | 100.00% | 12.53% | |
|---|---|---|---|---|---|---|
| 2) | Axnae Spain Holdings, S.L. | Madrid (Spain) | 100.00% | 50.00% | - | - |
| Campo Limpo Lda | São Paulo (Brazil) | 20.00% | 3.33% | 20.00% | 3.33% | |
| Cascaishopping - Centro Comercial, SA | Maia (Portugal) | 100.00% | 28.62% | 100.00% | 28.62% | |
| Cascaishopping Holding I, SGPS, SA | Maia (Portugal) | 100.00% | 28.62% | 100.00% | 28.62% | |
| CCCB Caldas da Rainha - Centro Comercial, SA | Maia (Portugal) | 100.00% | 50.00% | 100.00% | 50.00% | |
| Centro Colombo - Centro Comercial, SA | Maia (Portugal) | 100.00% | 12.53% | 100.00% | 12.53% | |
| Centro Vasco da Gama - Centro Comercial, SA | Maia (Portugal) | 100.00% | 12.53% | 50.00% | 12.53% | |
| Coimbrashopping - Centro Comercial, SA | Maia (Portugal) | 100.00% | 25.05% | 100.00% | 25.05% | |
| Colombo Towers Holding, BV | The Hague (Netherlands) | 50.00% | 25.00% | 50.00% | 25.00% | |
| DOC Malaga Holdings S.L. | Madrid (Spain) | 50.00% | 12.53% | 50.00% | 12.53% | |
| DOC Malaga SITECO S.L.U. | Madrid (Spain) | 100.00% | 12.53% | 100.00% | 12.53% | |
| Dortmund Tower GmbH | Dusseldorf (Germany) | 100.00% | 50.00% | 100.00% | 50.00% | |
| Dos Mares - Shopping Centre, BV | Amsterdam (Netherlands) |
100.00% | 25.05% | 100.00% | 25.05% | |
| Dos Mares - Shopping Centre, SA | Madrid (Spain) | 100.00% | 25.05% | 100.00% | 25.05% | |
| Estação Viana - Centro Comercial, SA | Viana do Castelo (Portugal) |
100.00% | 5.00% | 100.00% | 5.00% | |
| Freccia Rossa - Shopping Centre, Srl | Milan (Italy) | 50.00% | 25.00% | 50.00% | 25.00% | |
| Fundo de Investimento Imobiliário Parque Dom Pedro Shopping Center |
Rio de Janeiro (Brazil) | 50.00% | 10.34% | 50.00% | 10.34% | |
| Fundo de Investimento Imobiliário Shopping Parque Dom Pedro |
Rio de Janeiro (Brazil) | 87.61% | 15.78% | 87.61% | 15.78% | |
| Gaiashopping I - Centro Comercial, SA | Maia (Portugal) | 100.00% | 12.53% | 100.00% | 12.53% | |
| Gaiashopping II - Centro Comercial, SA | Maia (Portugal) | 100.00% | 12.53% | 100.00% | 12.53% | |
| Gli Orsi Shopping Centre 1, Srl | Milan (Italy) | 100.00% | 50.00% | 100.00% | 50.00% | |
| Guimarãeshopping - Centro Comercial, SA | Maia (Portugal) | 100.00% | 25.05% | 100.00% | 25.05% | |
| Harvey Dos Iberica, SL | Madrid (Spain) | 50.00% | 12.53% | 50.00% | 12.53% | |
| Iberian Assets, SA | Madrid (Spain) | 49.81% | 12.48% | 49.81% | 12.48% | |
| Iberia Shopping Centre Venture Cooperatief UA | Amsterdam (Netherlands) |
100.00% | 5.00% | 100.00% | 5.00% | |
| Iberian Holdings Spain, S.L. | Madrid (Spain) | 100.00% | 50.00% | 100.00% | 50.00% | |
| Ioannina Development of Shopping Centres, SA | Athens (Greece) | 100.00% | 50.00% | 100.00% | 50.00% | |
| Land Retail, BV | Amsterdam (Netherlands) |
100.00% | 32.19% | 100.00% | 32.19% | |
| Larissa Development of Shopping Centres, SA | Athens (Greece) | 100.00% | 25.00% | 100.00% | 25.00% |
| LCC – Leiriashopping – Centro Comercial, SA | Maia (Portugal) | 100.00% | 11.25% | 100.00% | 11.25% | |
|---|---|---|---|---|---|---|
| Le Terrazze – Shopping Centre 1, Srl | Milan (Italy) | 50.00% | 5.00% | 50.00% | 5.00% | |
| Loureshopping – Centro Comercial, SA | Maia (Portugal) | 50.00% | 5.63% | 50.00% | 5.63% | |
| Luz del Tajo - Centro Comercial, SA | Madrid (Spain) | 100.00% | 5.00% | 100.00% | 5.00% | |
| Luz del Tajo, BV | Amsterdam (Netherlands) |
100.00% | 25.05% | 100.00% | 25.05% | |
| Madeirashopping - Centro Comercial, SA | Funchal (Portugal) | 50.00% | 12.53% | 50.00% | 12.53% | |
| Maiashopping - Centro Comercial, SA | Maia (Portugal) | 100.00% | 25.05% | 100.00% | 25.05% | |
| Microcom Doi, Srl | Bucharest (Romania) | 100.00% | 50.00% | 100.00% | 50.00% | |
| Norte Shopping Retail and Leisure Centre, BV | Amsterdam (Netherlands) |
50.00% | 12.53% | 50.00% | 12.53% | |
| Norteshopping - Centro Comercial, SA | Maia (Portugal) | 100.00% | 12.53% | 100.00% | 12.53% | |
| 2) | Olimpo Asset 1, S.A. | Maia (Portugal) | 100.00% | 1.88% | - | - |
| Pantheon Plaza BV | Amsterdam (Netherlands) |
50.00% | 25.00% | 50.00% | 25.00% | |
| Paracentro - Gestão de Galerias Comerciais, SA | Maia (Portugal) | 100.00% | 50.00% | 100.00% | 50.00% | |
| Park Avenue Developement of Shopping Centers, SA | Athens (Greece) | 50.00% | 25.00% | 100.00% | 25.00% | |
| Parklake Shopping, SA | Bucharest (Romania) | 50.00% | 25.00% | 50.00% | 25.00% | |
| Parque Atlântico Shopping - Centro Comercial SA | Ponta Delgada (Portugal) | 50.00% | 12.53% | 50.00% | 12.53% | |
| Parque D. Pedro 1, BV Sarl | Luxembourg | 100.00% | 25.00% | 100.00% | 25.00% | |
| Parque de Famalicão - Empreendimentos Imobiliários, SA | Maia (Portugal) | 100.00% | 50.00% | 100.00% | 50.00% | |
| Pátio Boavista Shopping, Ltda | São Paulo (Brazil) | 100.00% | 16.66% | 100.00% | 16.66% | |
| Pátio Goiânia Shopping, Ltda | São Paulo (Brazil) | 100.00% | 16.66% | 100.00% | 16.66% | |
| Pátio Londrina Empreendimentos e Participações, Ltda | São Paulo (Brazil) | 100.00% | 16.66% | 100.00% | 16.66% | |
| Pátio São Bernardo Shopping Ltda | São Paulo (Brazil) | 100.00% | 16.66% | 100.00% | 16.66% | |
| Pátio Sertório Shopping, Ltda | Manaus (Brazil) | 100.00% | 16.66% | 100.00% | 16.66% | |
| Pátio Uberlândia Shopping, Ltda | São Paulo (Brazil) | 100.00% | 16.66% | 100.00% | 16.66% | |
| Plaza Eboli - Centro Comercial, SA | Madrid (Spain) | 100.00% | 50.00% | 100.00% | 50.00% | |
| Plaza Mayor Parque de Ócio, BV | Amsterdam (Netherlands) |
100.00% | 25.05% | 100.00% | 25.05% | |
| Plaza Mayor Parque de Ócio, SA | Madrid (Spain) | 100.00% | 25.05% | 100.00% | 25.05% | |
| Plaza Mayor Shopping, BV | Amsterdam (Netherlands) |
100.00% | 25.05% | 100.00% | 25.05% | |
| Plaza Mayor Shopping, SA | Madrid (Spain) | 100.00% | 25.05% | 100.00% | 25.05% | |
| Plenerg Srl | Bucharest (Romania) | 50.00% | 25.00% | 50.00% | 25.00% |
| PORTCC – Portimãoshopping – Centro Comercial, SA | Maia (Portugal) | 100.00% | 11.25% | 100.00% | 11.25% | |
|---|---|---|---|---|---|---|
| 3) | Portitail – Investimentos Imobiliários, S.A | Maia (Portugal) | 100.00% | 1.88% | - | - |
| Project Guia, SA | Maia (Portugal) | 100.00% | 5.00% | 100.00% | 5.00% | |
| Project Sierra 10 BV | Amsterdam (Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% | |
| Project Sierra 11 BV | Amsterdam (Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% | |
| Project Sierra 12 BV | Amsterdam (Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% | |
| Project Sierra 2, BV | Amsterdam (Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% | |
| Project Sierra 8, BV | Amsterdam (Netherlands) |
100.00% | 5.00% | 100.00% | 5.00% | |
| Project Sierra Cúcuta, BV | Amsterdam (Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% | |
| Project Sierra Four, SA | Bucharest (Romania) | 100.00% | 50.00% | 100.00% | 50.00% | |
| Project Sierra Germany 2 (two), Shopping Centre, GmbH | Dusseldorf (Germany) | 100.00% | 50.00% | 100.00% | 50.00% | |
| Project Sierra Germany 4 (four), Shopping Centre, GmbH | Dusseldorf (Germany) | 100.00% | 50.00% | 100.00% | 50.00% | |
| Project Sierra Spain 1, BV | Amsterdam (Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% | |
| Project Sierra Spain 2 - Centro Comercial, SA | Madrid (Spain) | 100.00% | 50.00% | 100.00% | 50.00% | |
| Project Sierra Two, Srl | Bucharest (Romania) | 100.00% | 50.00% | 100.00% | 50.00% | |
| Proyecto Cúcuta S.A.S | Santiago de Cali (Colombia) |
50.00% | 25.00% | 50.00% | 25.00% | |
| Rio Sul – Centro Comercial, SA | Lisbon (Portugal) | 50.00% | 5.63% | 50.00% | 5.63% | |
| River Plaza BV | Amsterdam (Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% | |
| River Plaza Mall, Srl | Bucharest (Romania) | 100.00% | 50.00% | 100.00% | 50.00% | |
| SC Aegean, BV | Amsterdam (Netherlands) |
50.00% | 25.00% | 50.00% | 25.00% | |
| Serra Shopping – Centro Comercial, SA | Lisbon (Portugal) | 50.00% | 5.63% | 50.00% | 5.63% | |
| Shopping Centre Colombo Holding, BV | Amsterdam (Netherlands) |
50.00% | 12.53% | 50.00% | 12.53% | |
| Shopping Centre Parque Principado, BV | Amsterdam (Netherlands) |
100.00% | 25.05% | 100.00% | 25.05% | |
| Sierra Berlin Holding BV | Amsterdam (Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% | |
| Sierra Brazil 1, BV | Amsterdam (Netherlands) |
100.00% | 25.00% | 100.00% | 25.00% | |
| Sierra Central, S.A.S. | Santiago de Cali (Colombia) |
50.00% | 25.00% | 50.00% | 25.00% |
| Sierra Cevital Shopping Center, Spa | Algeria | 49.00 % | 24.50% | 49.00 % | 24.50% |
|---|---|---|---|---|---|
| Sierra Core Assets Holdings, BV | Amsterdam (Netherlands) |
50.00% | 25.05% | 50.00% | 25.05% |
| Sierra Developments Holding, BV | Amsterdam (Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Developments, SGPS, SA | Maia (Portugal) | 100.00% | 50.00% | 100.00% | 50.00% |
| Sierra European Retail Real Estate Assets Holdings, BV | Amsterdam (Netherlands) |
50.10% | 25.05% | 50.10% | 25.05% |
| Sierra Germany GmbH | Dusseldorf (Germany) | 100.00% | 50.00% | 100.00% | 50.00% |
| Sierra GP, Limited | Guernsey (U.K.) | 100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Greece, SA | Athens (Greece) | 100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Investimentos Brasil Ltda | São Paulo (Brazil) | 100.00% | 16.66% | 100.00% | 16.66% |
| Sierra Investments (Holland) 1, BV | Amsterdam (Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Investments (Holland) 2, BV | Amsterdam (Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Investments Holding, BV | Amsterdam (Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Investments SGPS, SA | Maia (Portugal) | 100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Italy, Srl | Milão (Itália) | 100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Management, SGPS, SA | Maia (Portugal) | 100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Maroc, SARL | Casablanca (Morocco) | 100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Maroc Services, SARL | Casablanca (Morocco) | 100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Portugal, SA | Lisbon (Portugal) | 100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Project Nürnberg BV | Amsterdam (Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Real Estate Greece BV | Amsterdam (Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Retail Ventures BV | Amsterdam (Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Romania Shopping Centers Services, SRL | Bucharest (Romania) | 100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Turkey Gayrimenkul Yönetim Pazarlama ve Danışmanlık Anonim Şirket |
Istanbul (Turkey) | 100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Services Holland BV | Amsterdam (Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Solingen Holding GmbH | Dusseldorf (Alemanha) | 100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Spain Malaga Holdings, S.L. | Madrid (Spain) | 100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Spain – Shopping Centers Services, SA | Madrid (Spain) | 100.00% | 50.00% | 100.00% | 50.00% |
| Sierra VdG Holding BV | Amsterdam (Netherlands) |
100.00% | 12.53% | 100.00% | 12.53% |
| Sierra Zenata Project B.V. | Amsterdam (Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
|---|---|---|---|---|---|
| Solingen Shopping Center GmbH | Dusseldorf (Germany) | 100.00% | 25.00% | 100.00% | 25.00% |
| Sonae Sierra Brasil, SA | São Paulo (Brazil) | 66.65% | 16.66% | 66.65% | 16.66% |
| Sonae Sierra Brazil, BV Sarl | Luxembourg | 50.00% | 25.00% | 50.00% | 25.00% |
| Sonae Sierra, SGPS, SA | Maia (Portugal) | 50.00% | 50.00% | 50.00% | 50.00% |
| SPF - Sierra Portugal | Luxembourg | 100.00% | 50.00% | 100.00% | 50.00% |
| SPF - Sierra Portugal Real Estate, Sarl | Luxembourg | 22.50% | 11.25% | 22.50% | 11.25% |
| Unishopping Consultoria Imobiliária, Ltda | São Paulo (Brazil) | 100.00% | 16.66% | 100.00% | 16.66% |
| Via Catarina - Centro Comercial, SA | Maia (Portugal) | 50.00% | 12.53% | 50.00% | 12.53% |
| Weiterstadt Shopping BV | Amsterdam (Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
| Zenata Commercial Project, SA | Mohammedia (Morocco) | 100.00% | 5.5% | 100.00% | 5.5% |
| ZOPT (NOS) | |||||
| Big Picture 2 Films, SA | Oeiras (Portugal) | 20.00% | 4.69% | 20.00% | 4.69% |
| Canal 20 TV, SA | Madrid (Spain) | 50.00% | 11.73% | 50.00% | 11.73% |
| Dreamia Holding BV | Amsterdam (Netherlands) |
50.00% | 11.73% | 50.00% | 11.73% |
| Dreamia Serviços de Televisão, SA | Lisbon (Portugal) | 100.00% | 11.73% | 100.00% | 11.73% |
| East Star Ltd | Port Louis (Mauricias) | 30.00% | 7.04% | 30.00% | 7.04% |
| Empracine – Empresa Promotora de Atividades Cinematográficas, Lda |
Lisbon (Portugal) | 100.00% | 23.46% | 100.00% | 23.46% |
| FINSTAR – Sociedade de Investimentos e Participações, SA | Luanda (Angola) | 30.00% | 7.04% | 30.00% | 7.04% |
| Lusomundo – Sociedade de investimentos imobiliários, SGPS, SA |
Lisbon (Portugal) | 99.87% | 23.43% | 99.87% | 23.43% |
| Lusomundo Imobiliária 2, SA | Lisbon (Portugal) | 99.87% | 23.43% | 99.87% | 23.43% |
| Lusomundo Moçambique, Lda | Maputo (Mozambique) | 100.00% | 23.46% | 100.00% | 23.46% |
| MSTAR, SA | Maputo (Mozambique) | 30.00% | 7.04% | 30.00% | 7.04% |
| NOS Açores Comunicações, SA | Ponta Delgada (Azores) | 83.82% | 19.66% | 83.82% | 19.66% |
| NOS Communications Sàrl | Luxembourg | 100.00% | 23.46% | 100.00% | 23.46% |
| NOS Comunicações, SA | Lisbon (Portugal) | 100.00% | 23.46% | 100.00% | 23.46% |
| NOS Inovação, SA | Matosinhos (Portugal) | 100.00% | 23.46% | 100.00% | 23.46% |
| NOS Lusomundo Audiovisuais, SA | Lisbon (Portugal) | 100.00% | 23.46% | 100.00% | 23.46% |
| NOS Lusomundo Cinemas, SA | Lisbon (Portugal) | 100.00% | 23.46% | 100.00% | 23.46% |
| NOS Lusomundo TV, Lda | Lisbon (Portugal) | 100.00% | 23.46% | 100.00% | 23.46% | |
|---|---|---|---|---|---|---|
| NOS Madeira Comunicações, SA | Funchal (Madeira) | 77.95% | 18.29% | 77.95% | 18.29% | |
| NOS SGPS, SA | Lisbon (Portugal) | 52.15% | 23.46% | 52.15% | 23.46% | |
| NOS Sistemas España, SL | Madrid (Spain) | 100.00% | 23.46% | 100.00% | 23.46% | |
| NOS Sistemas, SA | Maia (Portugal) | 100.00% | 23.46% | 100.00% | 23.46% | |
| NOSPUB – Publicidade e Conteúdos, SA | Lisbon (Portugal) | 100.00% | 23.46% | 100.00% | 23.46% | |
| NOS Tecnology – Concepção Construção e Gestão de Redes de Comunicação, SA |
Matosinhos (Portugal) | 100.00% | 23.46% | 100.00% | 23.46% | |
| NOS Towering – Gestão de Torres de Telecomunicações, SA | Maia (Portugal) | 100.00% | 23.46% | 100.00% | 23.46% | |
| Per-Mar – Sociedade de Construções, SA | Maia (Portugal) | 100.00% | 23.46% | 100.00% | 23.46% | |
| Sontária – Empreendimentos Imobiliários, SA | Maia (Portugal) | 100.00% | 23.46% | 100.00% | 23.46% | |
| Sport TV Portugal | Lisbon (Portugal) | 33.33% | 7.82% | 33.33% | 7.82% | |
| Teliz Holding, BV | Amstelveen (Netherlands) |
100.00% | 23.46% | 100.00% | 23.46% | |
| Upstar Comunicações, SA | Vendas Novas (Portugal) | 30.00% | 7.04% | 30.00% | 7.04% | |
| ZAP Cinemas, SA | Luanda (Angola) | 100.00% | 7.04% | 100.00% | 7.04% | |
| ZAP Media, SA | Luanda (Angola) | 100.00% | 7.04% | 100.00% | 7.04% | |
| ZAP Publishing, SA | Luanda (Angola) | 100.00% | 7.04% | 100.00% | 7.04% | |
| ZOPT, SGPS, SA | Porto (Portugal) | 50.01% | 44.98% | 50.01% | 44.98% | |
| Sonae IM | ||||||
| Intelligent Big Data, SL | Gipuzcoa (Spain) Vila Nova de Gaia |
50.00% | 44.99% | 50.00% | 44.99% | |
| Unipress - Centro Gráfico, Lda | (Portugal) | 50.00% | 44.99% | 50.00% | 44.99% | |
| Others | ||||||
| 3) | Accive Insurance – Corretor de Seguros, SA | Porto (Portugal) | 70.00% | 35.00% | 70.00% | 35.01% |
| 3) | Herco Consultoria de Risco e Corretora de Seguros, Ltda | Santa Catarina (Brazil) | 100.00% | 50.00% | 100.00% | 50.01% |
| 3) | Herco, Consultoria de Risco, SA | Maia (Portugal) | 100.00% | 50.00% | 100.00% | 50.01% |
| 3) | HighDome PCC Limited | La Valletta (Malta) | 100.00% | 50.00% | 100.00% | 50.01% |
| 3) | Iberosegur – Sociedade Ibérica de Mediação de Seguros, Lda | Porto (Portugal) | 100.00% | 50.00% | 100.00% | 50.01% |
| 3) | Larim Corretora de Resseguros Ltda | Rio de Janeiro (Brazil) | 99.99% | 50.00% | 99.99% | 50.01% |
| 3) | Lazam/mds Correctora Ltda | São Paulo (Brazil) | 100.00% | 50.00% | 100.00% | 50.01% |
| 3) | MDS África, SGPS, SA | Porto (Portugal) | 50.00% | 25.00% | 50.00% | 25.05% |
| 3) | MDS - Corretor de Seguros, SA | Porto (Portugal) | 100.00% | 50.00% | 100.00% | 50.01% |
| 3) | MDS Auto - Mediação de Seguros, SA | Porto (Portugal) | 50.00% | 25.00% | 50.01% | 25.01% |
| 3) | MDS Malta Holding Limited | La Valletta (Malta) | 100.00% | 50.00% | 100.00% | 50.01% |
|---|---|---|---|---|---|---|
| 3) | MDS RE – Mediador de resseguros, SGPS, SA | Porto (Portugal) | 100.00% | 25.00% | 100.00% | 25.05% |
| 3) | MDS, SGPS, SA | Maia (Portugal) | 50.00% | 50.00% | 50.01% | 50.01% |
| 3) | Moneris Seguros - Mediação de Seguros, Lda | Oeiras (Portugal) | 60.00% | 30.00% | 60.00% | 30.01% |
*the percentage of capital held "Total" is the total percentage of interest held by the parent company's shareholders; the percentage of capital held "Direct" corresponds to the percentage that subsidiary(s) which hold(s) a participation, hold(s) this participation directly in the share capital of that company.
| Percentage of capital held | ||||||
|---|---|---|---|---|---|---|
| 30 Jun 2017 | 31 Dec 2016 | |||||
| COMPANY | Head Office | Direct* | Total* | Direct* | Total* | |
| Sonae Retail | ||||||
| Sempre a Postos – Produtos Alimentares e Utilidades, Lda | Lisboa (Portugal) |
25.00% | 25.00% | 25.00% | 25.00% | |
| 1) | Sonae S2 Africa Limited | La Valletta (Malta) |
30.00% | 30.00% | - | - |
| S2 Mozambique, SA | Maputo (Mozambique) |
30.00% | 30.00% | 30.00% | 30.00% | |
| Ulabox, S.L. | Barcelona (Spain) |
40.41% | 40.41% | 39.18% | 39.18% | |
| Sonae IM | ||||||
| Armilar Venture Partners - Sociedade de Capital de Risco, SA |
Lisbon (Portugal) |
35.00% | 31.49% | 35.00% | 31.49% | |
| Fundo de Capital de Risco Armilar Venture Partners II | Lisbon (Portugal) |
50.21% | 45.17% | 50.21% | 45.17% | |
| Fundo de Capital de Risco Armilar Venture Partners III | Lisbon (Portugal) |
41.99% | 37.78% | 41.99% | 37.78% | |
| Fundo de Capital de Risco Espirito Santo Ventures Inovação e Internacionalização |
Lisbon (Portugal) |
37.54% | 33.77% | 37.54% | 33.77% | |
| MOVVO, SA | Porto (Portugal) |
25.58% | 25.58% | 25.58% | 25.58% | |
| Others | ||||||
| APOR – Agência para a Modernização do Porto, S.A. | Porto (Portugal) |
22.75% | 22.75% | 22.75% | 22.75% | |
| Brokerslink Management AG | Zug ((Switzerland)) |
20.00% | 20.00% | 20.00% | 20.00% | |
| Filhet Allard España Correduria de Seguros S.L. | Madrid (Spain) |
35.00% | 17.50% | 35.00% | 17.50% | |
| 2) | Flexben, Lda | Porto (Portugal) |
45.00% | 45.00% | - | - |
| SIRS – Sociedade Independente de Radiodifusão Sonora, SA | Porto (Portugal) |
45.00% | 40.49% | 45.00% | 40.49% |
*the percentage of capital held "Total" is the total percentage of interest held by the parent company's shareholders; the percentage of capital held "Direct" corresponds to the percentage that subsidiary(s) which hold(s) a participation, hold(s) this participation directly in the share capital of that company.
Jointly controlled companies and associated companies were included in the consolidated financial statements by the equity method.
The Board of Directors
Christine Cross, Non-Executive
Dag Johan Skattum, Non-Executive
José Manuel Neves Adelino, Non-Executive
Marcelo Faria de Lima, Non-Executive
Margaret Lorraine Trainer, Non-Executive
Tsega Gebreyes, Non-Executive
Condensed separate financial statements
(Translation of condensed separate financial statements originally issued in Portuguese.In case of discrepancy the Portuguese version prevails)
(Amounts expressed in euro)
| ASSETS | Notes | 30.June.2017 | 30.June.2016 | 31.December.2016 |
|---|---|---|---|---|
| NON-CURRENT ASSETS: | ||||
| Tangible assets | 82,320 | 78,189 | 65,375 | |
| Intangible assets | 33 | 332 | 47 | |
| Investments in subsidiaries, associates and joint ventures | 4 | 4,081,315,240 | 3,980,217,640 | 4,094,293,240 |
| Other investments | 5 | 30,263,892 | 30,465,254 | 30,644,385 |
| Deferred taxes | 16,045,314 | - | 966,895 | |
| Other non-current assets | 6 | 173,092,867 | 347,400,000 | 173,092,867 |
| Total non-current assets | 4,300,799,666 | 4,358,161,415 | 4,299,062,809 | |
| CURRENT ASSETS: | ||||
| Trade account receivables and other current assets | 7 | 80,369,726 | 117,656,130 | 65,406,578 |
| Cash and cash equivalents | 8 | 383,694 | 516,686 | 950,886 |
| Total current assets | 80,753,420 | 118,172,816 | 66,357,464 | |
| TOTAL ASSETS | 4,381,553,086 | 4,476,334,231 | 4,365,420,273 | |
| EQUITY AND LIABILITIES | ||||
| EQUITY: | ||||
| Share capital | 9 | 2,000,000,000 | 2,000,000,000 | 2,000,000,000 |
| Reserves and retained earnings | 1,696,124,806 | 1,613,868,304 | 1,728,388,031 | |
| Profit for the period | 52,581,892 | 32,498,351 | 61,300,218 | |
| TOTAL EQUITY | 3,748,706,698 | 3,646,366,655 | 3,789,688,249 | |
| LIABILITIES: | ||||
| NON-CURRENT LIABILITIES: | ||||
| Loans | 10 | 375,766,003 | 357,094,480 | 302,040,105 |
| Total non-current liabilities | 375,766,003 | 357,094,480 | 302,040,105 | |
| CURRENT LIABILITIES: | ||||
| Loans | 10 | 96,800,000 | 154,500,776 | 162,000,000 |
| Trade creditors and other current liabilities | 11 | 160,280,385 | 318,372,320 | 111,691,919 |
| Total current liabilities | 257,080,385 | 472,873,096 | 273,691,919 | |
| TOTAL EQUITY AND LIABILITIES | 4,381,553,086 | 4,476,334,231 | 4,365,420,273 | |
The accompanying notes are part of these condensed separate financial statements.
(Translation of condensed separate financial statements originally issued in Portuguese.In case of discrepancy the Portuguese version prevails)
(Amounts expressed in euro)
| Notes | nd Quarter 2017 2 |
2nd Quarter 2016 | 30.June.2017 | 30.June.2016 | |
|---|---|---|---|---|---|
| Services rendered | 119,916 | 117,388 | 239,831 | 232,692 | |
| Gains or losses on investments | 14 | 7,750,695 | 17,055,034 | 56,321,523 | 28,236,292 |
| Financial income | 853,375 | 7,560,817 | 1,659,493 | 14,942,634 | |
| Other income | 518,576 | 705,027 | 990,911 | 1,301,524 | |
| External supplies and services | (883,574) | (944,449) | (1,765,243) | (1,661,233) | |
| Staff costs | (506,807) | (465,460) | (1,055,250) | (985,939) | |
| Depreciation and amortisation | (7,819) | (9,027) | (15,740) | (17,962) | |
| Provisions and impairment losses | - | (1,913) | - | (1,913) | |
| Financial expense | (1,785,005) | (3,449,686) | (3,496,679) | (7,427,634) | |
| Other expenses | (176,455) | (287,581) | (288,978) | (410,390) | |
| Profit/(Loss) before taxation | 5,882,902 | 20,280,150 | 52,589,868 | 34,208,071 | |
| Taxation | (293,831) | 168,328 | (7,976) | (1,709,720) | |
| Profit/(Loss) after taxation | 5,589,071 | 20,448,478 | 52,581,892 | 32,498,351 | |
| Profit/(Loss) per share | |||||
| Basic | 15 | 0.002795 | 0.010226 | 0.026291 | 0.016251 |
| Diluted | 15 | 0.002792 | 0.010222 | 0.026286 | 0.016246 |
The accompanying notes are part of these condensed separate financial statements.
(Translation of condensed separate financial statements originally issued in Portuguese.In case of discrepancy the Portuguese version prevails)
(Amounts expressed in euro)
| nd Quarter 2017 2 |
2nd Quarter 2016 | 30.June.2017 | 30.June.2016 | |
|---|---|---|---|---|
| Net Profit / (Loss) for the period | 5,589,071 | 20,448,478 | 52,581,892 | 32,498,351 |
| Changes on fair value of available-for-sale financial assets | (30,619,736) | 38,838,033 | (13,358,493) | 45,061,123 |
| Other comprehensive income for the period | (30,619,736) | 38,838,033 | (13,358,493) | 45,061,123 |
| Total comprehensive income for the period | (25,030,665) | 59,286,511 | 39,223,399 | 77,559,474 |
The accompanying notes are part of these condensed separate financial statements.
(Translation of condensed separate financial statements originally issued in Portuguese.In case of discrepancy the Portuguese version prevails)
(Amounts expressed in euro)
| Res erv |
nd d e ine reta es a |
ings arn |
||||||
|---|---|---|---|---|---|---|---|---|
| Sha tal api re c |
har Tre asu ry s es |
al r Leg ese rve |
Fair lue va res erv e |
Oth er r ese rve s and ed ret ain ning ear s |
al r Tot ese rve s and ed ret ain ning ear s |
fit/ (los s) Net pro |
al Tot |
|
| Bal 1 J 20 16 s at anc e a anu ary |
2,0 00, 000 ,00 0 |
- | 244 ,21 1,5 92 |
260 ,22 3,7 88 |
1,34 4,3 93, 827 |
1,6 04, 617 ,61 5 |
(27 ) 9,6 72, 410 |
3,5 69, 156 ,79 7 |
| Tot al c hen sive inc e fo r th erio d om pre om e p |
- | - | - | 45, 061 ,12 3 |
- | 45, 061 ,12 3 |
32, 498 ,35 1 |
77, 559 ,47 4 |
| App riat ion of loss of 201 5: rop |
||||||||
| nsf ed Tra tain ning er t o re ear s |
- | - | - | - | (27 ) 9,6 72, 410 |
(27 ) 9,6 72, 410 |
279 ,67 2,4 10 |
- |
| Ob liga tio n fu lfill ed by a thi rd p arty |
- | (1,1 ) 18, 141 |
- | - | - | - | - | (1,1 ) 18, 141 |
| Sha sol d u nde r th of ual for bo pla nd e te res rms ann per ma nce nus n a |
||||||||
| diu inc ive pla m t ent me erm ns |
- | 1,1 18, 141 |
- | - | (20 7,4 67) |
(20 7,4 67) |
- | 910 ,67 4 |
| Sha re-b d p ent ase aym s |
- | - | - | - | (14 49) 2,1 |
(14 49) 2,1 |
- | (14 49) 2,1 |
| Bal s at 30 Jun e 2 016 anc e a |
2,0 00, 000 ,00 0 |
- | 244 ,21 1,5 92 |
305 ,28 4,9 11 |
1,0 64, 371 ,80 1 |
1,3 69, 656 ,71 2 |
32, 498 ,35 1 |
3,6 46, 366 ,65 5 |
| Bal 20 s at 1 J 17 anc e a anu ary |
2,0 00, 000 ,00 0 |
- | 244 ,21 92 1,5 |
419 2,1 89 ,54 |
1,0 64, 634 ,25 0 |
84, 176 ,43 9 1,4 |
61, 300 ,21 8 |
3,7 89, 688 ,24 9 |
| al c hen sive inc e fo r th erio d Tot om pre om e p |
- | - | - | (13 ,35 8,4 93) |
- | (13 ,35 8,4 93) |
52, 581 ,89 2 |
39, 223 ,39 9 |
| riat ion of fit o f 20 App 16: rop pro |
||||||||
| nsf o le gal Tra er t res erv e |
- | - | 3,0 65, 011 |
- | - | - | (3,0 ) 65, 011 |
- |
| Div ide nds dis trib d ute |
- | - | - | - | - | - | (58 07) ,23 5,2 |
(58 07) ,23 5,2 |
| Fre dis trib d ute e re ser ves |
- | - | - | - | (21 93) ,76 4,7 |
(21 93) ,76 4,7 |
- | (21 93) ,76 4,7 |
| Ob liga n fu lfill ed by a thi rd p tio arty |
- | (46 11) 6,2 |
- | - | - | - | - | (46 11) 6,2 |
| Sha sol d u nde r th of ual for bo pla nd e te res rms ann per ma nce nus n a |
||||||||
| diu pla inc ive m t ent me erm ns |
- | 466 ,21 1 |
- | - | (44 00) 2,9 |
(44 00) 2,9 |
- | 23, 311 |
| Sha re-b d p ent ase aym s |
- | - | - | - | 237 ,95 0 |
237 ,95 0 |
- | 237 ,95 0 |
| Bal 30 Jun e 2 017 s at anc e a |
2,0 00, 000 ,00 0 |
- | 247 ,27 6,6 03 |
406 ,18 3,6 96 |
1,04 2,6 64, 507 |
1,4 48, 848 ,20 3 |
52, 581 ,89 2 |
3,7 48, 706 ,69 8 |
The accompanying notes are part of these condensed separate financial statements.
(Translation of condensed separate financial statements originally issued in Portuguese.In case of discrepancy the Portuguese version prevails) (Amounts expressed in euro)
| Notes | nd Quarter 2017 2 |
2nd Quarter 2016 | 30.June.2017 | 30.June.2016 | |
|---|---|---|---|---|---|
| OPERATING ACTIVITIES | |||||
| Net cash flow from operating activities (1) | (1,898,047) | (865,650) | (1,695,783) | (1,689,783) | |
| INVESTMENT ACTIVITIES | |||||
| Cash receipts arising from: | |||||
| Tangible and intangible assets | - | 584 | - | 584 | |
| Interest and similar income | 183,938 | 535,627 | 372,768 | 1,601,874 | |
| Dividends | 43,685,743 | 29,304,807 | 43,685,743 | 29,304,807 | |
| Others | 1,511,927 | - | 1,511,927 | - | |
| Loans granted | 604,517,000 | 517,821,000 | 1,161,011,000 | 1,077,231,939 | |
| 649,898,608 | 547,662,018 | 1,206,581,438 | 1,108,139,204 | ||
| Cash payments arising from: | |||||
| Tangible and intangible assets | (2,695) | (4,085) | (32,668) | (4,085) | |
| Loans granted | (604,517,000) | (517,821,000) | (1,161,011,000) | (1,077,231,939) | |
| (604,519,695) | (517,825,085) | (1,161,043,668) | (1,077,236,024) | ||
| Net cash used in investment activities (2) | 45,378,913 | 29,836,933 | 45,537,770 | 30,903,180 | |
| FINANCING ACTIVITIES | |||||
| Cash receipts arising from: | |||||
| Loans obtained | 1,612,916,000 | 1,567,641,000 | 2,576,150,000 | 3,030,806,007 | |
| Others | - | 382 | - | 5,998 | |
| 1,612,916,000 | 1,567,641,382 | 2,576,150,000 | 3,030,812,005 | ||
| Cash payments arising from: | |||||
| Loans obtained | (1,574,507,000) | (1,591,109,286) | (2,537,653,000) | (3,049,116,293) | |
| Interest and similar charges | (1,600,799) | (6,483,053) | (2,924,183) | (10,783,700) | |
| Dividends | (79,981,996) | - | (79,981,996) | - | |
| (1,656,089,795) | (1,597,592,339) | (2,620,559,179) | (3,059,899,993) | ||
| Net cash used in financing activities (3) | (43,173,795) | (29,950,957) | (44,409,179) | (29,087,988) | |
| Net increase in cash and cash equivalents (4) = (1) + (2) + (3) | 307,071 | (979,674) | (567,192) | 125,409 | |
| Cash and cash equivalents at the beginning of the period | 76,623 | 1,495,584 | 950,886 | 390,501 | |
| Cash and cash equivalents at the end of the period | 8 | 383,694 | 515,910 | 383,694 | 515,910 |
The accompanying notes are part of these condensed separate financial statements.
(Translation of the condensed separate financial statements originally issued in Portuguese.
In case of discrepancies the Portuguese version prevails)
(Amounts expressed in euro)
SONAE, SGPS, SA ("the Company" or "Sonae"), has its head-office at Lugar do Espido, Via Norte, Apartado 1011, 4470-909 Maia, Portugal.
Interim financial statements are presented quarterly, in accordance with IAS 34 – "Interim Financial Reporting".
The accounting policies adopted are consistent with those described in the file of annual financial statements for the year ended 31 December 2016.
4 INVESTMENTS IN SUBSIDIARIES, ASSOCIATES AND JOINT VENTURES
As at 30 June 2017 and 31 December 2016 the company held investments in the following companies:
| 30.June.2017 | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Companies | % Held | Opening balance | Increase | Decrease | Changes in fair value |
Impairment loss recognized during the period |
Closing balance | |||
| Interlog, SGPS, SA | 1.02% | 106,686 | - | - | - | - | 106,686 | |||
| Sonae Investimentos, SGPS, SA (a) | 25.03% | 637,971,655 | - | - | - | - | 637,971,655 | |||
| Sonae Investments, BV | 100.00% | 803,200,000 | - | - | - | - | 803,200,000 | |||
| Sonae RE, SA | 99.92% | 583,059 | - | - | - | - | 583,059 | |||
| Sonae Sierra SGPS, SA (b) | 50.00% | 709,210,000 | - | - | (12,978,000) | - | 696,232,000 | |||
| Sonaecom, SGPS, SA | 26.02% | 206,689,581 | - | - | - | - | 206,689,581 | |||
| Sonaegest, SA | 20.00% | 159,615 | - | - | - | - | 159,615 | |||
| Sonaecenter, Serviços, SA | 100.00% | 1,496,231,545 | - | - | - | - | 1,496,231,545 | |||
| Sontel, BV | 35.87% | 240,141,099 | - | - | - | - | 240,141,099 | |||
| Total | 4,094,293,240 | - | - | (12,978,000) | - | 4,081,315,240 |
| 31.December.2016 | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Companies | % Held | Opening balance | Increase | Decrease | Changes in fair value |
Impairment loss recognized during the period |
Closing balance | |||
| Interlog, SGPS, SA | 1.02% | 106,686 | - | - | - | - | 106,686 | |||
| Sonae Investimentos, SGPS, SA (a) | 25.03% | 637,971,655 | - | - | - | - | 637,971,655 | |||
| Sonae Investments, BV | 100.00% | 803,200,000 | - | - | - | - | 803,200,000 | |||
| Sonae RE, SA | 99.92% | 583,059 | - | - | - | - | 583,059 | |||
| Sonae Sierra SGPS, SA (b) | 50.00% | 589,893,500 | - | - | 119,316,500 | - | 709,210,000 | |||
| Sonaecom, SGPS, SA | 26.02% | 167,717,536 | - | - | 38,972,045 | - | 206,689,581 | |||
| Sonaegest, SA | 20.00% | 159,615 | - | - | - | - | 159,615 | |||
| Sonaecenter, Serviços, SA | 100.00% | 1,496,231,545 | - | - | - | - | 1,496,231,545 | |||
| Sontel, BV | 35.87% | 240,141,099 | - | - | - | - | 240,141,099 | |||
| Total | 3,936,004,695 | - | - | 158,288,545 | - | 4,094,293,240 | ||||
In previous years, the company recorded impairment losses on the following investments: Sontel BV (165,500,000 euro), Sonae Investments, BV (32,500,000 euro), Sonae RE, SA (3,089,000 euro) and Sonaecenter, Serviços, SA (341,000,000 euro).
As at 30 June 2017 and 31 December 2016 other investments are as follows:
| 30.June.2017 | |||||
|---|---|---|---|---|---|
| Companies | Opening balance |
Increase | Decrease | Changes in fair value |
Closing balance |
| Associação Escola Gestão Porto | 49,880 | - | - | - | 49,880 |
| Fundo de Investimento Imobiliário Fechado Imosede | 30,594,505 | - | - | (380,493) | 30,214,012 |
| Total | 30,644,385 | - | - | (380,493) | 30,263,892 |
| 31.December.2016 | |||||
| Companies | Opening balance |
Increase | Decrease | Changes in fair value |
Closing balance |
| Associação Escola Gestão Porto | 49,880 | - | - | - | 49,880 |
| Fundo Especial de Invest.Imob. Fechado Imosonae Dois | 2,546 | - | (2,546) | - | - |
| Fundo de Investimento Imobiliário Fechado Imosede | 29,564,649 | - | - | 1,029,856 | 30,594,505 |
| Total | 29,617,075 | - | (2,546) | 1,029,856 | 30,644,385 |
As at 30 June 2017 and 31 December 2016 other non-current assets are as follows:
| 30.June.2017 | 31.December.2016 | |
|---|---|---|
| Loans granted to group companies: | ||
| Sonae Investments, BV | 173,092,867 | 173,092,867 |
| 173,092,867 | 173,092,867 |
As at 30 June 2017 the loans granted to group companies, bear interest at market rates indexed to Euribor, have a long-term maturity and its fair value is similar to its carrying amount.
As at 30 June 2017 and 31 December 2016 trade accounts receivable and other current assets are detailed as follows:
| 30.June.2017 | 31.December.2016 | |
|---|---|---|
| Trade accounts receivable | 215,268 | 715,428 |
| Group companies | ||
| Dividends | 11,123,853 | - |
| Interests | - | 44,793 |
| Taxes - Special regime for taxation of groups of companies | 50,801,239 | 41,289,044 |
| Taxes and contributions receivable | 14,719,712 | 20,425,842 |
| Accrued income and prepayments | 3,267,326 | 2,760,665 |
| Others | 242,328 | 170,806 |
| Total | 80,369,726 | 65,406,578 |
The amount recorded in the caption taxes-special regime for taxation of groups corresponds to the tax estimate calculated by the companies taxed under the Special Regime for Taxation of Corporate Groups, of which the Company is the dominant company.
Loans granted to group companies return interest at variable market rates indexed to Euribor and have a maturity of less than one year.
As at 30 June 2017 and 31 December 2016 cash and cash equivalents are detailed as follows:
| 30.June.2017 | 31.December.2016 | |
|---|---|---|
| Cash at hand | 2,633 | 2,233 |
| Bank deposits | 381,061 | 948,653 |
| Cash and cash equivalents on the balance sheet | 383,694 | 950,886 |
| Cash and cash equivalents on the cash flow statement | 383,694 | 950,886 |
As at 30 June 2017 and 31 December 2016 share capital consisted of 2,000,000,000 ordinary shares of 1 euro each.
As at 30 June 2017 and 31 December 2016, loans are made up as follows:
| 30.June.2017 | 31.December.2016 | |
|---|---|---|
| Bonds Sonae, SGPS 2015/2022 | 100,000,000 | 100,000,000 |
| Bonds Sonae, SGPS 2016/2023 | 60,000,000 | 60,000,000 |
| Up-front fees not yet charged to income statement | (1,439,868) | (1,638,448) |
| Bonds | 158,560,132 | 158,361,552 |
| Sonae SGPS - Commercial paper | 167,500,000 | 94,000,000 |
| Sonae SGPS - bank loans | 50,000,000 | 50,000,000 |
| Up-front fees not yet charged to income statement | (294,129) | (321,447) |
| Loans | 217,205,871 | 143,678,553 |
| Non-current loans | 375,766,003 | 302,040,105 |
| Sonae SGPS - Commercial paper | 96,800,000 | 162,000,000 |
| Loans | 96,800,000 | 162,000,000 |
| Current loans | 96,800,000 | 162,000,000 |
Under lines of credit and commercial paper programs with firm commitments, Sonae, SGPS had 107 million euro credit facilities available to meet its liquidity requirements as follows:
| Commitments of less than one year |
Commitments of more than one year |
|
|---|---|---|
| Agreed credit facilities amounts | 164,000,000 | 192,500,000 |
| Available credit facilities amounts | 82,200,000 | 25,000,000 |
The interest rate as at 30 June 2017 of the bonds and bank loans was, in average, 1.02% (0.95% as at 31 December 2016).
As at 30 June 2017 and 31 December 2016 the analysis of maturity of loans excluding the derived instruments having in consideration its nominal value is as follows:
| 30.June.2017 | 31.December.2016 | |
|---|---|---|
| N+1 | 96,800,000 | 162,000,000 |
| N+2 | 52,500,000 | - |
| N+3 | 5,500,000 | - |
| N+4 | 75,500,000 | 55,000,000 |
| N+5 | 133,000,000 | 59,000,000 |
| after N+5 | 111,000,000 | 190,000,000 |
As at 30 June 2017 and 31 December 2016, trade creditors and other current liabilities are detailed as follows:
| 30.June.2017 | 31.December.2016 | |
|---|---|---|
| Trade creditors | 699,518 | 545,724 |
| Group companies: | ||
| Loans | 68,839,000 | 38,642,000 |
| Taxes - Special regime for taxation of groups of companies | 83,035,225 | 53,092,883 |
| Taxes and contributions payable | 3,998,291 | 15,749,775 |
| Accrued expenses | 3,572,051 | 3,473,734 |
| Others | 136,300 | 187,803 |
| Total | 160,280,385 | 111,691,919 |
As at 30 June 2017 and 31 December 2016, contingent liabilities are detailed as follows:
| 30.June.2017 | 31.December.2016 | ||
|---|---|---|---|
| Guarantees given: | |||
| on tax claims | 142,932,296 | 142,932,296 | |
| on judicial claims | 70,766 | 70,766 | |
| Guarantees given in favour of subsidiaries | a) | 378,442,769 | 386,112,500 |
(a) Guarantees given to Tax Authorities in favour of subsidiaries to defer tax claims. The main tax claims for which guarantees were issued are disclosed in consolidated financial statements.
Balances and transactions with related parties are detailed as follows:
| Balance: | 30.June.2017 | 31.December.2016 |
|---|---|---|
| Group companies | 64,261,481 | 52,150,959 |
| Jointly controlled companies | 325,099 | 420,628 |
| Other partners in group companies | 50,000 | 98,000 |
| Accounts receivable | 64,636,580 | 52,669,587 |
| Parent company | 304,854 | 688,281 |
| Group companies | 85,260,057 | 63,662,351 |
| Jointly controlled companies | - | 85 |
| Other partners in group companies | 12,285 | 6,615 |
| Accounts payable | 85,577,196 | 64,357,332 |
| Group companies | 173,092,867 | 173,092,867 |
| Loans granted | 173,092,867 | 173,092,867 |
| Group companies | 68,839,000 | 38,642,000 |
| Loans obtained | 68,839,000 | 38,642,000 |
| Transactions: | 30.June.2017 | 30.June.2016 |
|---|---|---|
| Group companies | 1,029,289 | 1,277,495 |
| Jointly controlled companies | 109,831 | 104,775 |
| Other partners in group companies | 50,000 | 50,000 |
| Services rendered and other income | 1,189,120 | 1,432,270 |
| Parent company | 332,966 | 344,945 |
| Group companies | 751,989 | 688,036 |
| Other partners in group companies | 25,226 | 21,477 |
| Purchases and services obtained | 1,110,181 | 1,054,458 |
| Group companies | 1,659,493 | 14,942,634 |
| Interest income | 1,659,493 | 14,942,634 |
| Parent company | - | 56,341 |
| Group companies | 472,292 | 1,990,501 |
| Interest expenses | 472,292 | 2,046,842 |
| Group companies | 17,418,496 | 15,880,590 |
| Jointly controlled companies | 37,391,100 | 12,355,320 |
| Dividend income (Note 14) | 54,809,596 | 28,235,910 |
| Group companies | 1,511,927 | - |
| Income from investment fund participations units | 1,511,927 | - |
All Sonae, SGPS, SA subsidiaries, associates and joint ventures are considered related parties and are identified in Consolidated Financial Statements. All Efanor Investimentos, SGPS, SA (parent company), subsidiaries, including the ones of Sonae Indústria, SGPS, SA and of Sonae Capital, SGPS, SA (other partners in group companies) are also considered related parties.
As at 30 June 2017 and 2016, investment income can be detailed as follows:
| 30.June.2017 | 30.June.2016 | |
|---|---|---|
| Dividends | 54,809,596 | 28,235,910 |
| Gains / (losses) on sale investments | 1,511,927 | 382 |
| 56,321,523 | 28,236,292 |
Dividends were distributed from Sonae Investimentos, SGPS, SA (11,123,853 euro), Sonaegest, SA (55,875 euro), Sonae Sierra, SGPS, SA (37,391,100 euro) and Sonaecom, SGPS, SA (6,238,768 euros).
| 30.June.2017 | 30.June.2016 | |
|---|---|---|
| Net profit | ||
| Net profit taken into consideration to calculate basic earnings per share (Net profit for the period) |
52,581,892 | 32,498,351 |
| Effect of dilutive potential shares | - | - |
| Interests related to convertible bonds (net of tax) | - | - |
| Net profit taken into consideration to calculate diluted earnings per share: | 52,581,892 | 32,498,351 |
| Number of shares | ||
| Weighted average number of shares used to calculate basic earnings | 2,000,000,000 | 1,999,792,831 |
| Effect of dilutive potential ordinary shares from convertible bonds | - | - |
| Outstanting shares related with deferred performance bonus | 1,149,412 | 1,324,728 |
| Number of shares that could be acquired at average market price | (807,414) | (728,353) |
| Weighted average number of shares used to calculate diluted earnings per share |
2,000,341,998 | 2,000,389,206 |
| Profit/(Loss) per share | ||
| Basic | 0.026291 | 0.016251 |
| Diluted | 0.026286 | 0.016246 |
The accompanying financial statements were approved by the Board of Directors and authorized for issue on 24 August 2017.
Decree-Law nr 318/94 art 5 nr 4
During the period ended 30 June 2017 short-term loan contracts were entered into with the following companies:
Sonae Investimentos, SGPS, SA
Sonaecom, SGPS, SA
Sontel, BV
Sonae RE, SA
As at 30 June 2017, amounts owed by subsidiaries can be summarized as follows:
| Closing balance | |
|---|---|
| Sonae Investments, BV | 173,092,867 |
| Total | 173,092,867 |
As at 30 June 2017 amounts owed to subsidiaries can be summarized as follows:
| Closing balance | |
|---|---|
| Sonaecenter, Serviços, SA | 32,955,000 |
| Sonae RE, SA | 1,585,000 |
| Sontel, BV | 34,299,000 |
| Total | 68,839,000 |
The Board of Directors
Duarte Paulo Teixeira de Azevedo
Ângelo Gabriel Ribeirinho dos Santos Paupério
Andrew Eustace Clavering Campbell
Christine Cross
Dag Johan Skattum
José Manuel Neves Adelino
Marcelo Faria de Lima
Margaret Lorraine Trainer
Tsega Gebreyes
This document may contain forward-looking information and statements, based on management's current expectations or beliefs. Forward-looking statements are statements that should not be regarded as historical facts.
These forward-looking statements are subject to a number of factors and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements, including, but not limited to, changes in regulation, industry and economic conditions; and the effects of competition. Forward-looking statements may be identified by words such as "believes," "expects," "anticipates," "projects," "intends," "should," "seeks," "estimates," "future" or similar expressions.
Although these statements reflect our current expectations, which we believe are reasonable, investors and analysts, and generally all recipients of this document, are cautioned that forward-looking information and statements are subject to various risks and uncertainties, many of which are difficult to predict and generally beyond our control, that could cause actual results and developments to differ materially from those expressed in, or implied or projected by, the forward-looking information and statements. You are cautioned not to put undue reliance on any forward-looking information or statements. We do not undertake any obligation to update any forward-looking information or statements.
Report available at Sonae's institutional website www.sonae.pt
Patrícia Vieira Pinto Head of Investor Relations [email protected] Tel.: + 351 22 010 4794
Catarina Oliveira Fernandes Head of Communications, Brand and Corporate Responsibility [email protected] Tel.: + 351 22 010 4775
Maria João Oliveira External Communication [email protected] Tel.: + 351 22 010 4745
Sonae Lugar do Espido Via Norte 4471-909 Maia Portugal Tel.: +351 22 948 7522
SONAE is listed on the Euronext Stock Exchange. Information may also be accessed on Reuters under the symbol SONP.IN and on Bloomberg under the symbol SON PL
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