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Novabase SGPS

Interim / Quarterly Report Sep 19, 2016

1943_ir_2016-09-19_2be953a7-8aac-4162-a392-96c9a37df477.pdf

Interim / Quarterly Report

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REPORT AND ACCOUNTS - 1ST HALF 2016

I - Management Report

  • 1. Key Indicators Evolution
  • 2. Short Summary of the Activity
  • 3. Stock Performance
  • 4. Outlook 2016

II - Consolidated Financial Statements

III - Annexes to the Management Report

  • I Qualifying Holdings and Shareholding Structure
  • II Management Transactions
  • III Own Shares Transactions

IV - Condensed Consolidated Accounts

V - Statement of Compliance

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Consolidated Results 6M16

Privileged Information July 28, 2016

Highlights:

Turnover: 105.7 M€ (112.9 M€ in 6M15)

EBITDA: 7.2 M€ (7.7 M€ in 6M15)

Net Profit: 2.8 M€ (3.5 M€ in 6M15)

Net Cash: 8.2 M€ (11.3 M€ in 12M15)

Message from the Chairman and CEO Luís Salvado

"The results of the 1st half are aligned with the strategic guidelines set for 2016. Operations in Europe continued to grow and accounts for 57% of the international business. By segment, 60% of the Business Solutions area activity is already outside Portugal.

As previous disclosed, and as a result of the discontinuation of some offers that added lower value and our policy to limit the exposure to emerging markets, Turnover and EBITDA decreased by 6% and 7%, respectively. Net Profit fell 20%, reflecting, via non-controlling interests, the positive performance of international operations.

In Business Solutions area, profitability was constrained by the domestic market. On the other hand, the increased incorporation of services and focus on more differentiated solutions positively impacted the profitability in Infrastructures & Managed Services area.

In the 2nd half we will strengthen restrictions on activity in geographies with higher pressure of currency depreciation, maintaining internationalization as our first priority. Despite the new risks and uncertainties that have arisen in international markets, we remain committed to achieve the goals set for the year."

INVESTOR RELATIONS OFFICE: María Gil Marín Tel. +351 213 836 300 Fax: +351 213 836 301 [email protected]

Report available on website : www.novabase.pt

Novabase SGPS, S.A. Public Company . Euronext code: NBA.AM . Registered in TRO of Lisbon and Corporate Tax Payer nº 502.280.182 . Share Capital: 15,700,697.00 € . Head Office: Av. D. João II, 34, 1998-031 Lisbon - PORTUGAL

1. Key Indicators Evolution

Turnover (M€)

EBITDA (M€)

EBITDA within the range of the annual Guidance, decreases 7% YoY.

Net Profit (M€)

Earnings per share (EPS) in 6M16 reached 0.09 euros per share, registering a decrease of 20% towards the EPS from the previous year of 0.11 euros per share.

Evolution of Noncontrolling interests penalizes Net Profit.

Cash generation of 1.9 M€ in 6M16, excluding the payment of dividends to Shareholders and Non-controlling interests.

From EBITDA to Net Profit 6M16 Vs 6M15 (M€)

The Financial Results were positive in 0.4 M€, an increase of 0.8 M€, fundamentally based on the evolution of the financial instruments used to reduce the exposure to foreign exchange risks.

Non-controlling interests in 6M16 amounted to -1.6 M€, which compares to 0.04 M€ in 6M15. This variation is mainly due to the positive evolution of the results of international subsidiaries.

Net Cash (M€)

Net cash

In the 6M16, Novabase shows a negative evolution in cash generation.

Novabase ended the 6M16 with 8.2 M€ in net cash, which compares to 11.3 M€ in the 12M15. However, considering the last 12 months, we observe a positive trend, with a generation of 1.9 M€.

On May 16, 2016, Novabase paid its shareholders a total amount of 3.8 M€ (0.12€/share). Additionally, on May 2016, occurred the payment of 1.2 M€ to Noncontrolling interests.

O i International activity in line with the annual goal of 45% and services responsible for 5/6 of the total business.

Novabase opens First Case Management Competency Centre in Portugal.

Novabase IMS receives international certifications.

Novabase enters US market with the Watson of IBM.

2. Short Summary of the Activity

The first half of 2016 was marked by the good results in terms of internationalization and specialization of the offerings, reflecting the strategic goals set for the year, with the weight of the international activity accounting for 46% of the total Turnover, and services representing 83% of total business.

Compared to the same period of last year, Turnover decreased by 6%, due to the limitation of our exposure to some emerging markets where we operate, according to the strategic options anticipated in the end of last year, however achieving an EBITDA margin of 6.8%, equal to the one recorded in the 6M15. Towards the Guidance, the results of the first half of 2016 were in line on Turnover and within the EBITDA range.

Highlights include the opening of the first Case Management Competency Centre in Portugal, in the first quarter of 2016. All of the work in Novabase's Case Management Competency Centre will be done using Design Thinking, an innovative methodology that Novabase uses in its projects, and within 5 years, is expected this space to have more than 100 dedicated employees. This Centre brings to the market a streamlined case management solution, and is aligned with Novabase's internationalization and differentiation of the offerings strategic options.

To highlight also that Novabase IMS has successfully completed the certification process for its IT Service Management (ISO 20000) and Information Security Management (ISO 27001) Systems for the domestic and international markets. These recently-acquired certifications are part of Novabase's service quality standards policy, and open new doors for the company, positioning it among the world's biggest players in the sector.

With regard to distinctions, highlight the Winner's Circle Excellence award, which was given by Cisco to Novabase IMS, in Miami. Likewise, Novabase IMS received the distinction of Cisco Commercial Partner of the Year, at the Cisco Partner Summit 2016 held in San Diego, USA. The IMS is thus recognized as the largest partner in Portugal and in the region of southern Europe as well in the Commercial segment, one of the leading sectors for Cisco.

Additionally, Novabase was highlighted in the IBM PartnerWorld Leadership Conference 2016 in Orlando, USA, being the only Portuguese company that has created technology based on IBM's Watson supercomputer - the most advanced in the world and one of the keys to enter the "cognitive era" with artificial intelligence. This is a milestone in the history of Novabase, because it is a direct entry into the United States with our own solution, and comes to recognize the work done by our Financial Services area.

Still in regard to innovative solutions, in the 2nd quarter of 2016, Novabase GTE Business Solutions' Healthcare Insight solution was in the spotlight at the third edition of Healthcare Excellence 2016, where the ten project finalists were presented, and the best three in terms of improving patient services received distinctions.

In the Venture Capital area, Collab has been mentioned in the "Magic Quadrant for Customer Engagement Centre 2015" of Gartner, the world's foremost opinionmaker in market analysis and research in the area of technology, being the only company who successfully moved up in the areas of "execution capacity" and "future vision". To mention also that Collab won "App Throwdown" at SugarCRM's contest, with "Facebook Bot Messenger" app, which took place in San Francisco, USA.

World reference events reflect Novabase's focus on innovation and provide excellent showcases for the dissemination of its offerings.

Finally, highlight that Celfocus was in attendance at Mobile World Congress 2016, the world's biggest mobile technology fair, showcasing the latest novelties of its omni-channel solution for telecommunications operators. Novabase was also present with its Rely solution in the RFIx conferences, the world's main event in the area of factoring, that bring together financial institutions, technology innovators, companies and specialists for an in-depth discussion on the industry's future.

The percentage breakdown of Turnover and EBITDA by the different businesses, in the 6M16, is as follows:

The services rendered represent 83% in 6M16, which compares to 79% in 6M15, in line with Novabase strategic goal to increase the added value of its offerings.

From the total Turnover, 48.5 M€ were generated outside Portugal, which compares to 50.1 M€ registered in 6M15.

Business outside Portugal generated in the Business Solutions area increased to 60% of the respective Turnover (54% in 6M15). In the IMS business area, the international business in 6M16 decreased to 26% (33% in 6M15), due to the strategy to limit the exposure to emerging markets, and in the Venture Capital area decreased to 34% (61% in 6M15).

Novabase had on average, in the 6M16, 2447 employees, which represents an increase of 2% compared to the 6M15 (2390).

Europe was the continent with greater expression in 6M16, rising to 57% of international business.

Employee breakdown by business area, in 6M16, is as follows:

Average Number of Employees

13% growth in the average number of international employees, in line with Novabase' focus on markets outside Portugal.

Average Number of Employees by geography 6M15

Average Number of Employees by geography 6M16

2.1. Business Solutions

Turnover Business Solutions (M€)

BS evolution reflects the continuation of international growth (+15%) and the pressure in the domestic market.

EBITDA Business Solutions (M€)

2.2. Infrastructures & Managed Services

IMS evolution results from the strategy to limit the exposure to emerging markets and focus in higher added value projects in Portugal. However, this area should be analysed for longer time periods.

EBITDA IMS (M€)

2.3. Venture Capital

Turnover Venture Capital (M€)

VC area with limited significance. However, this area should be analysed for longer time periods.

Excluding the shareholder remuneration, Novabase share price would have registered a depreciation of 1%.

3. Stock Performance

Novabase share price in 6M16 lost 6%, comparing to a 16% loss in the PSI20 Index and a 10% loss in the EuroStoxx Technology Index.

In this period, a dividend of 0.12€/share was distributed.

The evolution of Novabase share prices compared to other companies in the IT sector in Europe, in 6M16, was as follows:

Novabase and other TMT

The average price target disclosed by the analysts who cover Novabase is 2.83 euros.

Rotation in 6M16 represented 3% of the capital and 1.1 million shares were traded, below the values in 6M15 (rotation of 13% of the capital and 4.2 million shares traded).

Summary 2Q16 1Q16 4Q15 3Q15 2Q15
Minimum price (€) 1.970 1.879 2.070 2.100 2.310
Maximum price (€) 2.150 2.130 2.319 2.535 2.619
Volume weighted average price (€) 2.063 2.000 2.190 2.329 2.414
Closing price at the end of the Quarter (€) 1.980 2.090 2.114 2.148 2.500
Nr. of shares traded 441,436 651,101 958,535 573,164 2,848,400
Market cap in the last day (M€) 62.2 65.6 66.4 67.5 78.5

In the end of the second quarter of 2016, Novabase presented a Price to Sales multiple of 0.28x and a Price to Earnings multiple of 8.60x, which represents a discount of 71% and 47%, respectively, compared to the average of other companies in the sector in Europe (source: Reuters, ttm values at 30/06).

Average upside of 43%, according to the analysts who cover Novabase.

4. Outlook 2016

The results of this semester reflect the strategic options set for 2016: focus on internationalization taking into account the specific risks of the geographies where we operate.

Volume weighted average price (€) 2.063 2.000 2.190 2.329 2.414

Closing price at the end of the Quarter (€) 1.980 2.090 2.114 2.148 2.500

Nr. of shares traded 441,436 651,101 958,535 573,164 2,848,400

International business accounts for 46% of the total Turnover, with Europe consolidating its position as the leading market, contributing with 57%. The weight of services amounted to 83%. EBITDA margin for this period was 6.8%, due to the positive impact of the specialized offerings with greater added value in the IMS business, thereby offsetting the pressure felt in the domestic market in the Business Solutions area.

We reaffirm the goal of sustainable international growth. Despite the uncertainty in some of the markets where we operate and the continuing challenging conditions in the domestic market, we are committed to compliance with the Guidance for FY16:

  • Turnover of 215 M€, more than 45% of which outside Portugal
  • EBITDA between 14 and 17 M€

In compliance with ESMA/2015/141en issued by European Securities and Markets Authority.

Alternative Performance Measures (APMs)

APMs used by Novabase are intended to provide additional information, more comprehensive and relevant to users, regarding the position and financial performance of the company. These APMs are applied consistently in all periods reflected in this release.

Net Cash

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

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

The detail and breakdown of Net Cash, as well as the reconciliation in 6M16 and prior periods, is analysed as follows:

6M14 6M15 6M16
Cash and cash equivalents 20,911 19,588 18,572
Held-to-maturity investments - Non-current - 4,409 6,337
Held-to-maturity investments - Current - - 4,492
Treasury shares held by the Company (*) 204 30 17
Bank borrowings - Non-current (10,677) (12,790) (16,277)
Bank borrowings - Current (5,583) (4,883) (4,915)
Net Cash 4,855 6,354 8,226

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

6M14 6M15 6M16
Treasury shares held by the Company (thousands) 57.006 11.957 8.615
Closing price on the last tradable day (€) 3.580 2.500 1.980
Treasury shares held by the Company (EUR thousand) 204 30 17

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

EBITDA

EBITDA provides information on the company's ability to generate resources through its operations, without taking into account the financial effects, taxes and other non-operational items, assisting in the analysis of the business performance.

Operating profit (EBIT) is simultaneously the item of the consolidated income statement more directly reconcilable and more relevant to this APM. Given that EBITDA is directly identifiable from the referred financial statement, no reconciliation is presented here.

The detail and breakdown of EBITDA is analysed as follows:

EBIT - Depreciation and amortization - Restructuring costs

This APM includes a component that may require the use of estimates and judgments made by Management on future results ("Restructuring costs": costs related to specific processes implemented with the aim to improve the competitiveness of the operations). For the periods presented in this release, this item is null.

APMs used by Novabase are Net Cash and EBITDA.

Consolidated Statement of Financial Position Consolidated Income Statement as at 30 June 2016 for the period of 6 months ended 30 June 2016

30.06.16 31.12.15 30.06.16 30.06.15 Var. %
(Thousands of Euros) (Thousands of Euros)
Assets CONTINUING OPERATIONS
Tangible assets 9,607 9,704 Sale of goods 18,449 23,444
Intangible assets 28,302 29,304 Cost of goods sold (14,978) (20,884)
Financial investments 3,758 3,786
Held-to-maturity investments 6,337 4,554 Gross margin 3,471 2,560 35.6 %
Deferred income tax assets 15,753 16,352
Other non-current assets 7,478 7,478 Other income
Services rendered 87,213 89,471
Total Non-Current Assets 71,235 71,178 Supplementary income and subsidies 223 277
Other operating income 579 667
Inventories 1,551 2,824
Trade debtors and accrued income 108,719 109,332 88,015 90,415
Other debtors and prepaid expenses 16,033 14,001
Derivative financial instruments 24 168 91,486 92,975
Held-to-maturity investments 4,492 845
Cash and cash equivalents 18,572 24,293 Other expenses
External supplies and services (37,611) (39,064)
Total Current Assets 149,391 151,463 Employee benefit expense (47,061) (46,526)
Provisions reversal 913 796
Total Assets 220,626 222,641 Other operating expenses (572) (491)
Equity (84,331) (85,285)
Share capital 15,701 15,701
Treasury shares (4) (6) Gross Net Profit (EBITDA) 7,155 7,690 -7.0 %
Share premium 43,560 43,560 Restructuring costs - -
Reserves and retained earnings 16,069 14,792 Operating Gross Net Profit 7,155 7,690 -7.0 %
Net profit 2,776 7,425 Depreciation and amortization (2,251) (2,654)
Total Shareholders' Equity 78,102 81,472 Operating Profit (EBIT) 4,904 5,036 -2.6 %
Financial results 405 (351)
Non-controlling interests 7,868 8,194
Net Profit before taxes (EBT) 5,309 4,685 13.3 %
Total Equity 85,970 89,666 Income tax expense (910) (1,266)
Net Profit from continuing operations 4,399 3,419 28.7 %
Liabilities
Bank borrowings 16,277 14,387 DISCONTINUED OPERATIONS
Finance lease liabilities 4,752 5,247 Net Profit from discont. operations - -
Provisions 10,091 11,497
Other non-current liabilities - 271 Non-controlling interests (1,623) 43
Total Non-Current Liabilities 31,120 31,402 Attributable Net Profit 2,776 3,462 -19.8 %
Bank borrowings 4,915 3,992
Finance lease liabilities 1,772 1,576
Financial investments 3,758 3,786
Deferred income tax assets 15,753 16,352
Other non-current assets 7,478 7,478 Other income
Inventories 1,551 2,824
Other debtors and prepaid expenses 16,033 14,001
Held-to-maturity investments 4,492 845
Cash and cash equivalents 18,572 24,293 Other expenses
Share capital 15,701 15,701
Non-controlling interests 7,868 8,194
Liabilities
Bank borrowings 16,277 14,387 DISCONTINUED OPERATIONS
Provisions 10,091 11,497
Bank borrowings 4,915 3,992

Trade payables 11,114 17,038 Other creditors and accruals 44,697 41,186

Derivative financial instruments 59 160
Deferred income 40,979 37,621
Total Current Liabilities 103,536 101,573
Other information:
Total Liabilities 134,656 132,975 Turnover 105,662 112,915
Gross margin from sales % 18.8 % 10.9 %
Total Equity and Liabilities 220,626 222,641 EBITDA margin 6.8 % 6.8 %
EBT % on Turnover 5.0 % 4.1 %
Net Cash 8,226 11,338 Net profit % on Turnover 2.6 % 3.1 %
Total Liabilities 134,656 132,975 Turnover 105,662 112,915 -6.4 %
Gross margin from sales % 18.8 % 10.9 %
Total Equity and Liabilities 220,626 222,641 EBITDA margin 6.8 % 6.8 %
EBT % on Turnover 5.0 % 4.1 %
Net Cash 8,226 11,338 Net profit % on Turnover 2.6 % 3.1 %

Novabase S.G.P.S., S.A. Public Company - Stock Code BVL: NBA.IN Share Capital 15,700,697.00 Euros - Corporate Registration CRCL N.º 1495

Head-office: Av. D. João II, 34, Parque das Nações, 1998-031 Lisbon, Portugal Corporate Tax Payer N.º 502 280 182

Consolidated Income Statement by SEGMENTS for the period of 6 months ended 30 June 2016

(Thousands of Euros)

Business
Solutions
IMS Venture
Capital
NOVABASE
Sale of goods 104 18,345 - 18,449
Cost of goods sold (69) (14,909) - (14,978)
Gross margin 35 3,436 - 3,471
Other income - - - -
Services rendered 61,888 23,221 2,104 87,213
Supplementary income and subsidies 182 41 - 223
Other operating income 317 201 61 579
62,387 23,463 2,165 88,015
-
62,422
-
26,899
-
2,165
-
91,486
Other expenses - - - -
External supplies and services (20,767) (15,888) (956) (37,611)
Employee benefit expense (37,495) (8,387) (1,179) (47,061)
(Provisions) / Provisions reversal 305 712 (104) 913
Other operating expenses (322) (236) (14) (572)
-
(58,279)
-
(23,799)
-
(2,253)
-
(84,331)
Gross Net Profit (EBITDA) -
4,143
-
3,100
-
(88)
-
7,155
Depreciation and amortization -
(1,483)
-
(465)
-
(303)
-
(2,251)
Operating Profit (EBIT) 2,660 2,635 (391) 4,904
Financial results -
(824)
-
1,175
-
54
-
405
Net Profit / (Loss) before Taxes (EBT) 1,836 3,810 (337) 5,309
Income tax expense
Non-controlling interests
-
(193)
(795)
-
(818)
(918)
-
101
90
-
(910)
(1,623)
Attributable Net Profit / (Loss) 848 2,074 (146) 2,776

Other information :

Turnover 61,992 41,566 2,104 105,662
EBITDA 4,143 3,100 (88) 7,155
EBITDA % on Turnover 6.7% 7.5% -4.2% 6.8%
EBT % on Turnover 3.0% 9.2% -16.0% 5.0%

30 June 2016 Annex I - Management Report

Qualifying Holdings and Shareholding Structure

List of Shareholders with Qualifying Stakes (under the terms of paragraph 4 of Article 448º of the Portuguese Commercial Companies Code and Article 16º of the Portuguese Securities Code - 'CVM')

Shareholder Number of
Shares
%
Share capital
with voting
rights
HNB - SGPS, SA 1 8,321,019 26.50%
R.S.C. Invest, SGPS, SA 2 235,000 0.75%
Pedro Miguel Quinteiro Marques de Carvalho 2,289,068 7.29%
Rogério dos Santos Carapuça 1,079,122 3.44%
João Nuno da Silva Bento 1 485,637 1.55%
Álvaro José da Silva Ferreira 1 50,282 0.16%
Luís Paulo Cardoso Salvado 1 50,282 0.16%
José Afonso Oom Ferreira de Sousa 1 10,057 0.03%
Number of shares attributable to signatories of the Novabase
Shareholders' Agreement (under the terms of article 20, paragraph
1 of the Securities Code)
12,520,467 39.87%
Partbleu, Sociedade Gestora de Participações Sociais, SA 3,180,444 10.13%
Maria Manuela de Oliveira Marques 1,043,924 3.32%
Fernando Fonseca Santos 1,575,020 5.02%
Fundo de Investimento Mobiliário Aberto Santander Ações Portugal 1,535,399 4.89%
Fundo de Investimento Mobiliário Aberto Poupança Ações Santander PPA 71,135 0.23%
Santander Asset Management - Soc. Gestora de Fundos de
Investimento Mobiliário, SA (under the terms of article 20,
paragraph 1 of the Securities Code)
1,606,534 5.12%
Caixagest Acções Portugal 3 1.91%
Caixagest PPA 3 0.14%
Caixagest — Técnicas de Gestão de Fundos, SA (under the terms
of article 20, paragraph 1 of the Securities Code)
646,288 2.06%
IBIM2 Limited 1,610,145 5.13%
Total 22,182,822 70.64%

1 José Afonso Oom Ferreira de Sousa, Luís Paulo Cardoso Salvado, Álvaro José da Silva Ferreira and João Nuno da Silva Bento are the only shareholders of HNB - SGPS, S.A., having signed a shareholder's agreement for all of this company's share capital.

2 R.S.C. INVEST, SGPS, S.A. is controlled by Rogério dos Santos Carapuça.

3 When Novabase was notified of this holding, it was informed that the funds identified above were managed by Caixagest – Técnicas de Gestão de Fundos, S.A., however it was not disclosed the actual number of shares held by each fund.

The holdings identified above correspond to the last positions notified to the Company with reference to a date before 30 June 2016.

Information concerning stakes held in the company by members of the board of directors and supervisory boards (under the terms of paragraph 5 of Article 447º of the Portuguese Commercial Companies Code)

Holders 1 Number of
Shares
%
Share capital
with voting
rights
José Afonso Oom Ferreira de Sousa 2 10,057 0.03%
Pedro Miguel Quinteiro Marques de Carvalho 2,289,068 7.29%
Luís Paulo Cardoso Salvado 2 50,282 0.16%
Francisco Paulo Figueiredo Morais Antunes 30,335 0.10%
Paulo Soares de Pinho (member of the Supervisory Board) 0 0.00%
Maria de Fátima Piteira Patinha Farinha (member of the Supervisory Board) 0 0.00%
Nuno Miguel Dias Pires (member of the Supervisory Board) 0 0.00%
KPMG & Associados – SROC, represented by
Paulo Alexandre Martins Quintas Paixão (effective Statutory Auditor) 0 0.00%
Maria Cristina Santos Ferreira (surrogate Statutory Auditor) 0 0.00%
2,379,742 7.58%

1 The shareholding of each of these members of the corporate and supervisory board corresponds to the last position notified to the Company in reference to a date before 30 June 2016.

2 José Afonso Oom Ferreira de Sousa and Luís Paulo Cardoso Salvado (along with Álvaro José da Silva Ferreira and João Nuno da Silva Bento) are shareholders of HNB - SGPS, S.A., where they hold management positions. HNB - SGPS, S.A. holds 8,321,019 shares representing 26.50% of Novabase's share capital and respective voting rights.

30 June 2016 Annex II - Management Report

Management Transactions

Under the terms of paragraphs 6 and 7 of Article 14º of the Portuguese Securities Market Commission – CMVM – Regulation n.º 5/2010, Novabase informs that there were no management transactions in the 1st half of 2016.

Novabase SGPS, S.A. Public Company - Euronext Code: NBA.AM Head Office: Av. D. João II, Lote 1.03.2.3 Parque das Nações 1998-031 Lisboa Share Capital: 15,700,697.00 Euros Corporate Tax Payer nº 502.280.182

Annex III - Management Report 30 June 2016

Own Shares Transactions

(Under the terms of section d) of paragraph 5 of Article 66º of the Portuguese Commercial Companies Code)

Transaction #
Date Location Shares Share price
Acquisition 08/03/2016 Euronext Lisbon 118 1.979
Acquisition 08/03/2016 Euronext Lisbon 949 1.979
Acquisition 08/03/2016 Euronext Lisbon 15,419 1.980
Acquisition 08/03/2016 Euronext Lisbon 253 1.980
Acquisition 08/03/2016 Euronext Lisbon 3,261 1.980
Disposal 06/04/2016 Over-the-Counter 8,086 2.150
Disposal 06/04/2016 Over-the-Counter 1,797 2.150
Disposal 06/04/2016 Over-the-Counter 13,459 2.150

At 31 December 2015, Novabase S.G.P.S. held 11,957 own shares, representing 0.04% of its share capital.

Own shares acquisitions were performed because they were considered as best interest to society.

The 23,342 own shares disposed were used for the settlement of bonuses to employees.

At 30 June 2016, Novabase S.G.P.S. held 8,615 own shares, representing 0.03% of its share capital.

During the period, Novabase S.G.P.S. shares always had a nominal value of € 0.5.

Novabase SGPS, S.A. Public Company - Euronext Code: NBA.AM Head Office: Av. D. João II, Lote 1.03.2.3 Parque das Nações 1998-031 Lisboa Share Capital: 15,700,697.00 Euros Corporate Tax Payer nº 502.280.182

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Condensed Consolidated Accounts 1st half 2016

(Unaudited)

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

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INDEX

2016 CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS for the period of 6 months ended 30 June 5
● Condensed Consolidated Interim Statement of Financial Position as at 30 June 2016 6
Condensed Consolidated Interim Statement of Profit and Loss for the period of 6 months ended 30 June 2016 7
● Condensed Consolidated Interim Statement of Comprehensive Income for the period of 6 months ended 30 June 2016 8
● Condensed Consolidated Interim Statement of Changes in Equity for the period of 6 months ended 30 June 2016 9
● Condensed Consolidated Interim Statement of Cash Flows for the period of 6 months ended 30 June 2016 10
Selected Notes to the Condensed Consolidated Interim Financial Statements for the period of 6 months ended 30 June 2016 11
Note 1. General information 11
Note 2. Significant accounting policies 11
Note 3. Critical accounting estimates and judgements 11
Note 4. Seasonality 11
Note 5. Segment information 12
Note 6. Property, plant and equipment and intangible assets 12
Note 7. Deferred income tax assets and liabilities 13
Note 8. Trade and other receivables 13
Note 9. Cash and cash equivalents 14
Note 10. Reserves and retained earnings 14
Note 11. Non-controlling interests 14
Note 12. Borrowings 14
Note 13. Provisions 15
Note 14. Trade and other payables 16
Note 15. Other gains/(losses) - net 16
Note 16. Finance income 16
Note 17. Finance costs 16
Note 18. Income tax expense 17
Note 19. Earnings per share 17
Note 20. Related-party transactions 18
Note 21. Contingencies 18
Note 22. Events after the reporting period 18
Note 23. Note added for translation 18
SECURITIES ISSUED BY THE COMPANY AND OTHER GROUP COMPANIES, HELD BY BOARD MEMBERS 19
Detail of securities issued by the Company and other group companies, held by board members of Novabase S.G.P.S. 21

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I. CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS for the period of 6 months ended 30 June 2016

Condensed Consolidated Interim Statement of Financial Position as at 30 June 2016

(Amounts expressed in thousands of Euros)
Note 30.06.16 31.12.15
Assets
Non-Current Assets
Property, plant and equipment 6 9,607 9,704
Intangible assets 6 28,302 29,304
Investments in associates 582 621
Financial assets at fair value through profit or loss 3,176 3,165
Held-to-maturity investments 6,337 4,554
Deferred income tax assets 7 15,753 16,352
Other non-current assets 20 7,478 7,478
Total Non-Current Assets 71,235 71,178
Current Assets
Inventories 1,551 2,824
Trade and other receivables 8 78,254 94,519
Accrued income 37,733 21,592
Income tax receivable 2,372 2,479
Derivative financial instruments 24 168
Other current assets 6,393 4,743
Held-to-maturity investments 4,492 845
Cash and cash equivalents 9 18,572 24,293
Total Current Assets 149,391 151,463
Total Assets 220,626 222,641
Equity
Share capital 15,701 15,701
Treasury shares (4) (6)
Share premium 43,560 43,560
Reserves and retained earnings 16,069 14,792
Profit for the period 2,776 7,425
Total Equity attributable to owners of the parent 78
,102
81,472
Non-controlling interests 11 7,868 8,194
Total Equity 85,970 89,666
Liabilities
Non-Current Liabilities
Borrowings 12 21,029 19,634
Provisions 13 10,091 11,497
Other non-current liabilities - 271
Total Non-Current Liabilities 31,120 31,402
Current Liabilities
Borrowings 12 6,687 5,568
Trade and other payables 14 55,805 58,200
Income tax payable 6 24
Derivative financial instruments 59 160
Deferred income and other current liabilities 40,979 37,621
Total Current Liabilities 103,536 101,573
Total Liabilities 134,656 132,975
Total Equity and Liabilities 220,626 222,641

THE CERTIFIED ACOUNTANT THE BOARD OF DIRECTORS

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

Condensed Consolidated Interim Statement of Profit and Loss

for the period of 6 months ended 30 June 2016

(Amounts expressed in thousands of Euros)
6 M * 3 M *
Note 30.06.16 30.06.15 30.06.16 30.06.15
Continuing Operations
Sales 5 18,449 23,444 11,776 11,227
Services rendered 5 87,213 89,471 46,822 47,565
Cost of sales (14,978) (20,884) (9,640) (9,473)
External supplies and services (37,611) (39,064) (22,802) (22,807)
Employee benefit expense (47,061) (46,526) (23,213) (23,283)
Other gains/(losses) - net 15 1,143 1,249 34 433
Depreciation and amortisation (2,251) (2,654) (1,074) (1,305)
Operating Profit 4,904 5,036 1,903 2,357
Finance income 16 2,159 4,330 814 2,766
Finance costs 17 (1,716) (4,489) (766) (2,340)
Share of loss of associates (38) (192) (19) (173)
Profit Before Income Tax 5,309 4,685 1,932 2,610
Income tax expense 18 (910) (1,266) (327) (812)
Profit from continuing operations 4,399 3,419 1,605 1,798
Discontinued operations
Profit from discontinued operations - - - -
Profit for the period 4,399 3,419 1,605 1,798
Profit attributable to:
Owners of the parent 2,776 3,462 1,085 1,535
Non-controlling interests 11 1,623 (43) 520 263
4,399 3,419 1,605 1,798
Earnings per share
attributable to owners of the parent (Euros per share)
Basic earnings per share
From continuing operations 19 0.09 Euros 0.11 Euros 0.03 Euros 0.05 Euros
From discontinued operations 19 Zero Euros Zero Euros Zero Euros Zero Euros
Basic earnings per share 19 0.09 Euros 0.11 Euros 0.03 Euros 0.05 Euros
Diluted earnings per share
From continuing operations 19 0.09 Euros 0.11 Euros 0.03 Euros 0.05 Euros
From discontinued operations 19 Zero Euros Zero Euros Zero Euros Zero Euros
Diluted earnings per share 19 0.09 Euros 0.11 Euros 0.03 Euros 0.05 Euros
6 M * - period of 6 months ended
3 M * - period of 3 months ended

THE CERTIFIED ACOUNTANT THE BOARD OF DIRECTORS

Condensed Consolidated Interim Statement of Comprehensive Income

for the period of 6 months ended 30 June 2016

(Amounts expressed in thousands of Euros)
6 M * 3 M *
Note 30.06.16 30.06.15 30.06.16 30.06.15
Profit for the period 4,399 3,419 1,605 1,798
Other comprehensive income for the period
Exchange differences on foreign operations (3,754) (4,374) (1,634) (4,561)
Other comprehensive income for the period (3,754) (4,374) (1,634) (4,561)
Total comprehensive income for the period 645 (955) (29) (2,763)
Total comprehensive income attributable to:
Owners of the parent 386 461 (114) (888)
Non-controlling interests 259 (1,416) 85 (1,875)
645 (955) (29) (2,763)

6 M * - period of 6 months ended

3 M * - period of 3 months ended

THE CERTIFIED ACOUNTANT THE BOARD OF DIRECTORS

Condensed Consolidated Interim Statement of Changes in Equity for the period of 6 months ended 30 June 2016

(Amounts expressed in thousands of Euros)

Attributable to owners of the parent
Note Share
capital
Treasury
shares
Share
premium
Legal
reserves
Stock
reserves
Reserves
options and retained -controlling
earnings
Non
interests
Total
Equity
Balance at 1 January, 2015 15,701 (29) 43,560 3,140 154 24,311 12,431 99,268
Restatement accordingly IAS 8 - - - - - (5,680) (576) (6,256)
Restated Balance at 1 January, 2015 15,701 (29) 43,560 3,140 154 18,631 11,855 93,012
Profit for the period - - - - - 3,462 (43) 3,419
Other comprehensive income for the period - - - - - (3,001) (1,373) (4,374)
Total comprehensive income for the period - - - - - 461 (1,416) (955)
Transactions with owners
Dividends 10, 11 - - - - - (936) (412) (1,348)
Treasury shares movements - (141) - - - (525) - (666)
Share-based payments - stock options exercise - 164 - - (170) 6 - -
Share-based payments - - - - 16 - - 16
Transactions with owners - 23 - - (154) (1,455) (412) (1,998)
Changes in ownership interests in subsidiaries that do not result in a loss of control
Transactions with non-controlling interests - - - - - - - -
Balance at 30 June, 2015 15,701 (6) 43,560 3,140 - 17,637 10,027 90,059
Balance at 1 January, 2016 15,701 (6) 43,560 3,140 - 19,077 8,194 89,666
Profit for the period - - - - - 2,776 1,623 4,399
Other comprehensive income for the period - - - - - (2,390) (1,364) (3,754)
Total comprehensive income for the period - - - - - 386 259 645
Transactions with owners
Dividends 10, 11 - - - - - (3,767) (585) (4,352)
Treasury shares movements - 2 - - - 9 - 11
Transactions with owners - 2 - - - (3,758) (585) (4,341)
Changes in ownership interests in subsidiaries that do not result in a loss of control
Transactions with non-controlling interests - - - - - - - -
Balance at 30 June, 2016 15,701 (4) 43,560 3,140 - 15,705 7,868 85,970

THE CERTIFIED ACOUNTANT THE BOARD OF DIRECTORS

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

Condensed Consolidated Interim Statement of Cash Flows for the period of 6 months ended 30 June 2016

(Amounts expressed in thousands of Euros)
6 M * 3 M *
Note 30.06.16 30.06.15 30.06.16 30.06.15
Cash flows from operating activities
Net Cash generated / (used) in operating activities 4,390 6,205 (1,554) (3,651)
Cash flows from investing activities
Receipts:
Proceeds on disposal of subsidiaries and associates 73 1,265 56 1,265
Loan repayments received from associates - 36 - 36
Proceeds on disposal of property, plant and equipment 10 6 9 -
Interest received 442 201 320 103
525 1,508 385 1,404
Payments:
Acquisition of subsidiaries and associates - (72) - (72)
Loans granted to associates
Settlement of derivatives
-
-
(1,000)
(1,906)
-
-
(1,000)
(917)
Purchases of financial assets held for trading (4,717) (4,468) (2,551) (238)
Purchases of property, plant and equipment (795) (795) (409) (476)
Purchases of intangible assets (174) (444) (170) (248)
(5,686) (8,685) (3,130) (2,951)
Net Cash used in investing activities (5,161) (7,177) (2,745) (1,547)
Cash flows from financing activities
Receipts:
Proceeds from borrowings 4,989 9,000 3,994 9,000
4,989 9,000 3,994 9,000
Payments:
Repayments of borrowings (2,117) (6,420) (725) (4,394)
Dividends paid 10, 11 (4,976) (1,341) (4,976) (1,341)
Payment of finance lease liabilities (520) (558) (262) (291)
Interest paid (553) (565) (291) (308)
Purchase of treasury shares (40) (778) - (778)
(8,206) (9,662) (6,254) (7,112)
Net Cash (used) / generated in financing activities (3,217) (662) (2,260) 1,888
Cash, cash equivalents and bank overdrafts at beg. of period 9 24,293 20,714 26,120 22,590
Net decrease in cash, cash equivalents and bank overdratfs (3,988) (1,634) (6,559) (3,310)
Effect from exchange rate fluctuations on cash held (1,733) (648) (989) (848)
Cash, cash equivalents and bank overdrafts at end of period 9 18,572 18,432 18,572 18,432
6 M * - period of 6 months ended

3 M * - period of 3 months ended

THE CERTIFIED ACOUNTANT THE BOARD OF DIRECTORS

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

Selected Notes to the Condensed Consolidated Interim Financial Statements for the period of 6 months ended 30 June 2016

1. General information

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

Novabase is listed on the Euronext Lisbon.

These condensed consolidated interim financial statements were approved for issue by the Board of Directors on July 25, 2016. In the opinion of the Board of Directors these financial statements fairly present the Group operations, as well as its financial position, financial performance and cash flows.

2. Significant accounting policies

These condensed consolidated interim financial statements for the period of six months ended 30 June 2016 have been prepared in accordance with IAS 34, 'Interim financial reporting'. The condensed consolidated interim financial information should be read in conjunction with the annual financial statements for the year ended 31 December 2015, which have been prepared in accordance with IFRSs, as adopted by the European Union (EU).

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

These financial statements have not been audited.

Except as described below, the accounting policies applied are consistent with those of the annual financial statements for the year ended 31 December 2015, as described in those financial statements. No standard or interpretation that became effective in this period is material for the Group.

Taxes on income in this interim period were accrued using the tax rate that would be applicable to expected total annual earnings for the year 2016.

3. Critical accounting estimates and judgements

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

In preparing these condensed consolidated interim financial statements, the significant estimates and judgments made are the same as those that applied to the consolidated financial statements for the year ended 31 December 2015.

4. Seasonality

The activity of Business Solutions and IMS is usually lower in 3rd quarter due to holiday period.

5. Segment information

Business Venture
Solutions IMS Capital NOVABASE
At 30 June 2015
Total segment Sales and services rendered 87,675 59,223 2,407 149,305
Inter-segment Sales and services rendered 28,138 7,953 299 36,390
Sales and services rendered 59,537 51,270 2,108 112,915
Depreciation and amortisation (1,780) (731) (143) (2,654)
Operating profit/(loss) 3,197 2,030 (191) 5,036
Finance costs – net 62 (605) 384 (159)
Share of loss of associates - - (192) (192)
Income tax expense (891) (346) (29) (1,266)
Profit/(Loss) from operations 2,368 1,079 (28) 3,419
Other information:
(Provisions) / Provisions reversal 480 312 4 796
Business Venture
Solutions IMS Capital NOVABASE
At 30 June 2016
Total segment Sales and services rendered 87,423 45,886 2,492 135,801
Total segment Sales and services rendered 87,423 45,886 2,492 135,801
Inter-segment Sales and services rendered 25,431 4,320 388 30,139
Sales and services rendered 61,992 41,566 2,104 105,662
Depreciation and amortisation (1,483) (465) (303) (2,251)
Operating profit/(loss) 2,660 2,635 (391) 4,904
Finance costs – net (824) 1,175 92 443
Share of loss of associates - - (38) (38)
Income tax expense (193) (818) 101 (910)
Profit/(Loss) from operations 1,643 2,992 (236) 4,399
Other information:
(Provisions) / Provisions reversal 305 712 (104) 913

6. Property, plant and equipment and intangible assets

During the periods ended at 30 June 2016 and 30 June 2015, the movements in the net book value of property, plant and equipment and intangible assets, were as follows:

Property, plant Intangible
and equipment assets
Net book value at 1 January 2015 5,570 30,663
Acquisitions / increases 1,303 444
Write-offs / disposals (126) -
Exchange differences (16) -
Depreciation and amortisation (1,160) (1,494)
Net book value at 30 June 2015 5,571 29,613
Net book value at 1 January 2016 9,704 29,304
Acquisitions / increases 1,229 174
Write-offs / disposals (228) -
Exchange differences (23) -
Depreciation and amortisation (1,075) (1,176)
Net book value at 30 June 2016 9,607 28,302

7. Deferred income tax assets and liabilities

The movement in the deferred income tax assets was as follows:

30.06.16 31.12.15
Balance at 1 January 16,352 17,228
Exchange differences (428) (833)
Profit or loss charge (171) (43)
Balance at the end of the period 15,753 16,352

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

Tax Tax Provisions /
Losses Incentives Adjustments Total
Balance at 1 January 2015 2,371 12,570 2,287 17,228
Profit or loss charge
Exchange differences
2,455
(833)
(2,703)
-
205
-
(43)
(833)
Balance at 31 December 2015 3,993 9,867 2,492 16,352
Profit or loss charge
Exchange differences
(930)
(428)
458
-
301
-
(171)
(428)
Balance at 30 June 2016 2,635 10,325 2,793 15,753

8. Trade and other receivables

30.06.16 31.12.15
Trade receivables 76,998 93,503
Allowance for impairment of trade receivables (6,012) (5,763)
70,986 87,740
Prepayments to suppliers 695 982
Employees 167 128
Value added tax 3,850 3,240
Receivables from related parties (note 20) 15 15
Financial investments disposal 67 67
Receivables from financed projects 1,511 1,537
Other receivables 4,307 4,166
Allowance for impairment of other receivables (3,344) (3,356)
7,268 6,779
78,254 94,519

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

Trade receivables Other receivables Total
30.06.16 31.12.15 30.06.16 31.12.15 30.06.16 31.12.15
Balance at 1 January 5,763 4,488 3,356 4,059 9,119 8,547
Impairment 748 2,296 - 67 748 2,363
Impairment reversal (401) (851) - (716) (401) (1,567)
Exchange differences (91) (170) (12) (54) (103) (224)
Write-offs (7) - - - (7) -
Balance at the end of the period 6,012 5,763 3,344 3,356 9,356 9,119

9. Cash and cash equivalents

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

30.06.16 31.12.15
- Cash 20 18
- Short term bank deposits 18,552 24,275
Cash and cash equivalentsxa
Caixa e equivalentes a cai
18,572 24,293
- Overdrafts - -
18,572 24,293

10. Reserves and retained earnings

In the General Meeting of Shareholders held on May, 2016, it was approved the distribution to the shareholders of reserves and retained earnings in the amount of EUR 3,768 thousand, corresponding to 0.12 Euros per share. The payment occurred in May, 2016.

30.06.16 30.06.15
Payment to shareholders 3,767 936
Remuneration of the treasury shares held by the Company 1 6
3,768 942
11. Non-controlling interests
30.06.16 31.12.15
Balance at 1 January 8,194 11,855
(*) Change in consolidation universe - 9
(**) Distribution of dividends to non-controlling interests (585) (1,036)
Exchange differences on foreign operations (1,364) (3,615)
Profit attributable to non-controlling interests 1,623 981
Balance at the end of the period 7,868 8,194

(*) In 2015, Celfocus UK was established.

(**) In 2016, Celfocus distributed dividends to its shareholders. In 2015, NBASIT (Angola) and Celfocus distributed dividends to its shareholders, from which EUR 5 thousand are still to be settled - see note 14.

12. Borrowings

30.06.16 31.12.15
Non-current
Bank borrowings 16,277 14,387
Finance lease liabilities 4,752 5,247
21,029 19,634
Current
Bank borrowings 4,915 3,992
Finance lease liabilities 1,772 1,576
6,687 5,568
Total borrowings 27,716 25,202

The periods in which the current bank borrowings will be paid are as follows:

30.06.16 31.12.15
6 months or less
6 to 12 months
1,961
2,954
1,744
2,248
4,915 3,992

The maturity of non-current bank borrowings is as follows:

30.06.16 31.12.15
Between 1 and 2 years 4,744 4,079
Between 2 and 5 years 10,233 8,808
Over 5 years 1,300 1,500
16,277 14,387
The effective interest rates at the reporting date were as follows:
30.06.16 31.12.15
Bank borrowings 3.140% 3.080%
Gross finance lease liabilities – minimum lease payments:
30.06.16 31.12.15
No later than 1 year 2,019 1,865
Between 1 and 5 years 4,992 5,563
7,011 7,428
Future finance charges on finance leases (487) (605)
Present value of finance lease liabilities 6,524 6,823
The present value of finance lease liabilities is analysed as follows:
30.06.16 31.12.15
No later than 1 year 1,772 1,576
Between 1 and 5 years 4,752 5,247
6,524 6,823

13. Provisions

Movements in provisions are analysed as follows:

Legal Other Risks
Warranties Claims Restructuring and Charges Total
Balance at 1 January 2015 166 65 1,403 8,260 9,894
Additional provisions 237 - - 5,807 6,044
Reversals / utilisations (204) (15) (1,343) (2,878) (4,440)
Exchange differences - - - (1) (1)
Balance at 31 December 2015 199 50 60 11,188 11,497
Additional provisions 2 - - 101 103
Reversals / utilisations (89) - (60) (1,359) (1,508)
Exchange differences - - - (1) (1)
Balance at 30 June 2016 112 50 - 9,929 10,091

14. Trade and other payables

30.06.16 31.12.15
Trade payables 11,114 17,038
Remunerations, vacations and vacation and Christmas subsidies 12,770 9,522
Bonus 5,560 8,691
Ongoing projects 11,858 5,088
Value added tax 3,000 5,910
Social security contributions 1,405 2,067
Income tax withholding 1,483 1,571
Amount to be paid to non-controlling interests - see note 11 5 630
Employees 343 217
Prepayments from trade receivables 6 72
Other accrued expenses 7,722 7,273
Other payables 539 121
55,805 58,200

15. Other gains/(losses) - net

30.06.16 30.06.15
Impairment and impairment reversal of trade and other receivables (347) (227)
Impairment and impairment reversal of inventories (85) 48
Warranties provision 87 25
Legal claims provision - 15
Provisions for other risks and charges 1,258 935
Other operating income and expense 230 453
1,143 1,249

16. Finance income

30.06.16 30.06.15
Interest received 406 196
Positive exchange differences 1,667 2,010
Fair value of financial assets adjustment 84 1,014
Gain on disposal of financial assets (*) - 1,110
Other financial gains 2 -
2,159 4,330

(*) Partial sale of the investment in Feedzai, Lda.

17. Finance costs

30.06.16 30.06.15
Interest expenses
- Borrowings (324) (348)
- Finance lease liabilities (138) (158)
- Other interest (18) (47)
Bank guarantees charges (49) (81)
Bank services (106) (124)
Negative exchange differences (1,081) (1,936)
Fair value of financial assets adjustment - (1,795)
(1,716) (4,489)

18. Income tax expense

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

30.06.16 30.06.15
Profit before income tax 5,309 4,685
Income tax expense at nominal rate (21% in 2016 and 2015) 1,115 984
Tax benefit on the net creation of employment for young and long term unemployed people (164) (138)
Recognition of tax on the events of previous years (12) (33)
Associates' results reported net of tax 8 40
Autonomous taxation 414 428
Losses in companies where no deferred tax is recognised (183) (17)
Expenses not deductible for tax purposes 172 (224)
Differential tax rate on companies located abroad (65) (377)
Research & Development tax benefit (429) 501
Municipal surcharge and State surcharge 49 85
Impairment of Special Payment on Account, tax losses and withholding taxes 5 17
Income tax expense 910 1,266
Effective tax rate 17.1% 27.0%

19. Earnings per share

30.06.16 30.06.15
Weighted average number of ordinary shares in issue 31,387,775 31,312,232
Stock options adjustment - -
Adjusted weighted average number of ordinary shares in issue 31,387,775 31,312,232
Profit attributable to owners of the parent 2,776 3,462
Basic earnings per share (Euros per share) 0.09 Euros 0.11 Euros
Diluted earnings per share (Euros per share) 0.09 Euros 0.11 Euros
Profit from continuing operations attributable to owners of the parent 2,776 3,462
Basic earnings per share (Euros per share) 0.09 Euros 0.11 Euros
Diluted earnings per share (Euros per share) 0.09 Euros 0.11 Euros
Profit from discontinued operations attributable to owners of the parent - -
Basic earnings per share (Euros per share) - -
Diluted earnings per share (Euros per share) - -

20. Related-party transactions

For reporting purposes, related-party considers subsidiaries, associates, shareholders with management influence and key elements in the Group management.

i) Key management compensation
30.06.16 30.06.15
Wages and other short-term employee benefits
Stock options granted
2,228
-
2,207
16
2,228 2,223

ii) Other balances with related parties

Non-current Current (note 8)
30.06.16 31.12.15 30.06.16 31.12.15
2,050 2,050 - -
1,477 1,477 - -
99 99 - -
994 994 - -
248 248 - -
2,410 2,410 - -
2,492 2,492 - -
- - 15 15
9,770 9,770 15 15
(2,292) (2,292) - -
7,478 7,478 15 15

21. Contingencies

Given the disclosed in the annual financial statements for the year 2015, the significant changes in the judicial processes are the following:

  • The plaintiff Digisat Lda was liquidadted and closed whereby was terminated the procedure procedure which Novabase Digital TV was co-Defendant.
  • OCTAL S.A is defendant in two actions challenging the regularity and legality of the dismissal of two employees, on grounds of just cause, and they argue the regularity and fairness of the dismissal, wanting to be reinstated or alternatively that Octal pays them a compensation in the amount determined according to applicable law. The lawsuits are valued respectively EUR 37 thousand and EUR 10 thousand. Preliminary hearing at the Court is scheduled for 18th October in both suits.

22. Events after the reporting period

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

23. Note added for translation

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

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

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

Share Capital Total
Number of
Shares /
Quotas
Number of
Shares /
Quotas held
by Board
Members at
31.12.15
Transactions Number of
Shares /
Quotas held
by Board
Members at
30.06.16
% held by
Board
Members
at
30.06.16
Novabase SGPS, S.A. 15,700,697 € 31,401,394 10,700,761 0 10,700,761 34.1%
José Afonso Oom Ferreira de Sousa 10,057 0 10,057 0.0%
Pedro Miguel Quinteiro Marques de Carvalho 2,289,068 0 2,289,068 7.3%
Luís Paulo Cardoso Salvado 50,282 0 50,282 0.2%
Francisco Antunes 30,335 0 30,335 0.1%
HNB - SGPS, SA (a) 8,321,019 0 8,321,019 26.5%
NBASIT - Sist. Inf e Telecomunicações, S.A. 47,500,000 AOA 100,000 400 0 400 0.4%
Francisco Paulo Figueiredo Morais Antunes 200 0 200 0.2%
Luís Paulo Cardoso Salvado 200 0 200 0.2%
CelFocus, S.A. 100,000 € 100,000 1 0 1 0.0%
José Afonso Oom Ferreira de Sousa 1 0 1 0.0%
FeedZai, S.A. 150,855 € 18,444,594 225,001 0 225,001 1.2%
Pedro Miguel Quinteiro Marques de Carvalho 225,001 0 225,001 1.2%

(a) José Afonso Oom Ferreira de Sousa and Luís Paulo Cardoso Salvado are shareholders of this company.

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

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STATEMENT OF COMPLIANCE

(Unaudited)

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

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Statement of the Board of Directors

(Free translation from the original version in Portuguese)

Under the terms of sub-paragraph c) paragraph 1 of article 245 of the Portuguese Securities Code, the undersigned, as members of the Board of Directors of Novabase S.G.P.S., S.A., below identified declare that to the best of their knowledge:

(i) the information contained in the condensed consolidated interim financial statements and all other accounting documentation required by law or regulation, regarding the period of six months ended 30 June 2016, was prepared in compliance with the applicable accounting standards and gives a true and fair view of the assets and liabilities, financial position and results of Novabase S.G.P.S., S.A. and the companies included in the consolidation perimeter; and

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

Lisbon, July 25, 2016

Luís Paulo Cardoso Salvado Chairman and CEO

Francisco Paulo Figueiredo Morais Antunes CFO

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

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

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