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Sonae SGPS

Management Reports Aug 31, 2016

1901_ir_2016-08-31_5d1d92de-71f6-4061-8cd3-c5d4fac38abd.pdf

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REPORT AND ACCOUNTS

PART IV – INDIVIDUAL FINANCIAL STATEMENTS

PART I REPORT OF THE BOARD OF DIRECTORS

"The competitive position improvement of each Business Unit and the placement of the main non-strategic assets will continue to be the focus of the entire Team in order to materialize the defined corporate strategy.

In respect to the competitive position improvement, it should be highlighted, at the Turnover level, the growth, compared to the same period last year, registered by Fitness (+15.4%), Hospitality (+12.4%) and Refrigeration & HVAC (+20.8%) segments, with the corresponding positive consequences noted also at the Ebitda level. It should also be noted the opening of a new Hotel in Oporto, at the end of April, following a capital light approach, targeted to the increased touristic demand, which has already achieved a positive contribution on the second full month of operation. It should also be mentioned the implementation of the Fitness expansion plan with the opening of two new fitness clubs in the 2Q16. On the other hand, Energy Turnover, as already expected, registered a decrease driven by the lower number of cogeneration plants in operation notwithstanding the improvement in profitability when compared to the previous semester. In addition, we continue to observe, as previously announced, a decrease in sales deeds signed in Troia Resort driven by the slowdown of the "golden visa" market. However, the domestic market started to recover and we expect that to increase with the launch of the new product "fractional".

Regarding the disposal of non-strategic assets, it should be noted the agreement reached, in the 2Q16, for the sale of the stake in Norscut, for a total amount of 42M€, representing another step towards the achievement of this important goal, with the process being on its final closing procedures.

Finally, it should be pointed out the positive generation of operational cash flow which has allowed to maintain a comfortable capital structure. The Dividend payment related to 2015, in the 2Q16, was another important milestone in the recent history of the Group."

Cláudia Azevedo, CEO

NET PROFIT REACHED 9.8M€ IN THE FIRST HALF OF 2016. POSITIVE PERFORMANCE DEVELOPMENTS IN THE MAJORITY OF THE RECURRENT

  • Consolidated TURNOVER amounted to 80.4M€, registering a growth of 2.1%: It stands out, on the positive side, the continued performance improvement of the Hospitality (+12.4%) and Fitness (+15.4%) segments. The improvement of 20.8% registered in the Refrigeration & HVAC segment following the
  • strategic positioning made along 2015, should also be highlighted; Resorts Turnover amounted to 11.1M€, having been signed during the reporting period 11 deeds over real estate units in Troia Resort. It should be noted that already in July 3 additional deeds have been signed to which a stock of 9 promissory purchase of sale and reserve agreements should be
  • added; As previously advanced, due to the discontinuation of a cogeneration plant, the change of the licensing framework in another one during 2015 and, also, the unfavorable evolution of oil prices, the Energy segment Top Line showed a decrease of 7.07M€ to 21.51M€.

  • Consolidated EBITDA amounted to 5.64M€, being worth to highlight: The continued growth of the Hospitality (+6.4%) and Fitness (+17.7%) segments and, as a result of the strategic repositioning and the number and value of projects in backlog, the Refrigeration & HVAC segment posted a

  • growth to almost the double of that recorded in the 1H15 (or 0.72M€); The Resorts segment, driven by a lower number of deeds signed, reported a decrease of 1.0M€;

  • The Energy segment, which registered in 1H15 the best semester ever, following the Turnover evolution posted a decrease of 24.7%, notwithstanding the better performance when compared to the previous

  • semester; The Real Estate Assets segment (included in Others & Eliminations) reported a significant reduction negatively impacted with the sale, in the 2Q15, of "Duque de Loulé" asset that registered a capital gain of, approximately, 6.0M€.

Consolidated 1H16 NET RESULTS amounted to positive 9.82M€, representing an improvement of 8.96M€ compared to the 1H15. It should also be highlighted, driven by the Net Debt trend and the constant financing cost optimization, the 0.40M€ reduction registered at the Net Financial expenses level.

FREE CASH FLOW (levered) amounted to 8.1M€ (-6.5M€ including the Dividend payment relating to 2015), leveraging on the cash generation from the current operations.

Consolidated NET DEBT, driven by the FCF performance previously mentioned, registered an increase of 6.9M€ when compared to the end of 2015, to 156.1M€.

SOLID PERFORMANCE IN THE SECOND QUARTER WITH SIGNIFICANT

Consolidated TURNOVER grew 8.1% with the majority of the businesses reporting two digits growth when compared to the same period last year, notwithstanding the Energy segment decrease already mentioned.

Consolidated EBITDA amounted to 4.04M€, 58.2% below last year figure, being worth to highlight the real estate sales contribution namely the capital gain generated by the sale, in the 2Q15, of the 'Duque de Loulé' Real Estate asset.

NET PROFIT, in the quarter, amounted to positive 13.70M€, registering an increase of 10.17M€ when compared to the 2Q15, due to the performance at the Investment Income level, following the capital gain associated to the sale of the Norscut stake.

  1. OVERALL PERFORMANCE The financial and operational performance during the 1H16, when compared to the same period last year, brings out the dynamics of the Group in terms of Top Line, notwithstanding the evolution of oil prices and the consequent negative impact in Energy segment and the slowdown of Real Estate sales. Net Results in 1H16 amounted to 9.82M€, a significant improvement when compared to the 1H15.
2.1. CONSOLIDATED PROFIT AND LOSS STATEMENT

Consolidated Turnover in the 1H16 reached 80.43M€, registering an increase of 2.1% over the same period last year, driven by a combination of several effects. On the positive side, it should be highlighted: (i) Fitness (+15.4%), supported on the increased number of active members and higher average monthly fees; (ii) Hospitality (+12.4%), following both the better performance of current operations and the contribution of the new operation, opened in the 2Q16, 'The House Ribeira'; and (iii) Refrigeration & HVAC (+20.8%), due to the increased activity levels and the delivery of important projects. The performance shown by these segments more than offset the lower contributions from: (i) Energy (-24.8%), mainly driven by prices evolution (1H15 was the best semester ever in this segment) and the reduction of cogeneration plants in operation; and (ii) Resorts (-19.1%) due to a lower number of deeds signed compared to the same period last year, with the operations that support the Resort maintaining the same volumes registered last year.

1H16 Consolidated EBITDA amounted to 5.64M€, corresponding to a margin of 7.0%, registering a decrease of 55.3% or 6.98M€ when compared to the 1H15. The comparison to the same period last year is penalized mainly, besides the segments with lower Top Line performance (Resorts, -75.9% and Energy, -24.7%) by the impact of the sale, in the 1H15, of non-strategic real estate assets, namely "Duque de Loulé" which generated a capital gain of approximately 6.0M€ in the consolidated

results. On the positive side, it should be highlighted the performance of: (i) the Refrigeration & HVAC segment that posted an improvement of 0.72M€ (to almost the double when compared to 1H15) following the complete implementation of the new strategic positioning; (ii) the Fitness segment (+17.7%) driven by the Top Line performance; and (iii) the Hospitality segment that registered an improvement of

1H16 Net Results were positive 9.82M€, a significant improvement of 8.96M€ when compared to the same period last year, being noted as main contributions: (i) in addition to the already highlighted decrease in EBITDA level (-6.98M€); (ii) the contribution of Investment results of 14.4M€, due to the accounting of the capital gain related to the sale of Norscut; and (iii) the positive contribution of the decrease in net financial charges of 0.40M€ as a result of lower financing costs driven by the

2.2. CAPEX Capex in the period amounted to 2.9M€, registering a decrease of 3.8M€ when compared to the same period last year. The main investment projects in the period were relative to Fitness - implementation of the expansion plan with the opening of two new clubs - and Hospitality - opening of 'The House Ribeira' -, both following a capital light approach.

2.3. CAPITAL STRUCTURE

At the end of 1H16, Net Debt amounted to 156.1M€, 4.6% above the level registered at the end of 2015. This result was driven by the current operations cash generation which partially offset the impact of dividends payment related to 2015 occurred in

It should also be highlighted that, when compared to the same period last year, Net Debt shows a reduction of 44.5M€.

Capital structure, due to the above-mentioned increase in Net Debt levels, set the Debt to Equity ratio to 50.1%, 2.0pp higher than at the end of 2015, although showing a favorable trend in the last 12 months.

Taking into consideration the different types of assets that are part of Sonae Capital's portfolio, capital structure should be evaluated considering the coexistence of businesses that generate recurrent EBITDA, measured by a Net Debt/EBITDA ratio and Real Estate Assets that should be evaluated according to its fair market value. Assuming the Group Real Estate Assets valuations, at the end of 1H16, the implied ratios of Loan to Value (LTV) and non real estate Net Debt/EBITDA businesses amounted to 23.7% and 2.57x, respectively, reflecting a conservative and comfortable capital structure considering Sonae Capital businesses portfolio structure.

Consolidated Balance Sheet
Million euro Jun 2016 Dec 2015 Δ
Jun16/Dec15
Total Assets 557.3 574.0 $-2.9%$
Tangible and Intangible Assets 2523 258.8 $-2.5%$
Goodwill 609 60.9 $+0.0%$
Non-Current Investments 18 13.6 -86 4%
Other Non-Current Assets 25.5 315 $-191%$
Stocks 1241 126.8 $-21%$
Trade Debtors and Other Current Assets
Cash and Cash Equivalents
88.3
4.4
472
35.3
+873%
$-876%$
Total Equity 311.4 310.1 +0.4%
Total Equity attributable to Equity Holders of Sonae Capital 3020 299.9 $+0.7%$
Total Equity attributable to Non-Controlling Interests 9.4 10.2 $-8.5%$
Total Liabilities 245.9 263.9 $-6.8%$
Non-Current Liabilities 138.8 121.0 +14.7%
Non-Current Borrowings 121.9 103.9 $+17.3%$
Deferred Tax Liabilities 11 O 10.9 $+0.0%$
Other Non-Current Liabilities 6.0 61 $-17%$
Current Liabilities 107.0 142.9 $-25.1%$
Current Borrowings 38.6 80.6 $-521%$
Trade Creditors and Other Current Liabilities 68.4 623 +9.8%
Total Equity and Liabilities 557.3 574.0 $-2.9%$
Net Capital Employed 467.5 459.3 $+18%$
Fixed Assets 313.2 319.7 $-21%$
Non-Current Investments (net) 10 3
144.0
28.0
1116
-630%
Working Capital
Capex (end of period)
2.9 14.6 +29.0%
-798%
% Fixed Assets 0.9% 4.6%
Net Debt
% Net Capital Employed
156.1
33 4%
149.2
32.5%
+4.6%
Debt to Equity 501% 481%
Net Debt excluding Energy 137.7 126.2 $+9.1%$
Capital Structure Ratios
Loan To Value (Real Estate) 237% 218%
Net Debt/EBITDA (recurrent) 2.57x 2.20x

Net Capital Employed increased 1.8% compared to YE2015, to 467.5M€. This performance was mainly driven by the Working Capital increase as a result of the amount to be received associated to the sale of Norscut

3. SEGMENTS PERFORMANCE 3.1. RESORTS

Profit and Loss Account
Million euro
Resorts 2Q 2016 2Q 2015 $\Delta$ 16/15 1H 2016 1H 2015 $\triangle$ 16/15
Total Operational Income 7.47 765 $-2.4%$ 12.04 14.97 $-19.6%$
Turnover 721 7.27 $-0.8%$ 11.09 13.71 -191%
Other Operational Income 0.26 0.38 -32.8% 0.95 1.26 -24.9%
Total Operational Costs 7.01 $-6.77$ $-3.5%$ $-11.58$ 13.05 $+11.3%$
Cost of Goods Sold
Change in Stocks of Finished Goods
External Supplies and Services
Staff Costs
Other Operational Expenses
$-0.54$
$-2.51$
$-2.36$
$-0.97$
$-0.63$
$-133$
$-116$
$-2.99$
$-0.93$
$-0.37$
$+59.6%$
< 100%
$+211%$
-43%
729%
176
298
$-4.08$
$-1.81$
$-0.94$
$-2.29$
$-2.79$
-537
$-1.78$
$-0.82$
$+231%$
-6.8%
$+24.0%$
$-2.1%$
-14.5%
EBITDA excluding Guaranteed Income Provisions (1) 0.46 0.88 $-48.1%$ 0.46 1.92 75.9%
Provisions for Guaranteed Income $-0.12$ $-0.37$ $+68.5%$ $-0.19$ $-0.65$ +70.9%
EBITDA 0.34 0.52 -33 7% 0.28 1.28 78.5%
Capex
EBITDA Capex
0.11
0.23
0.45
0.07
74.4%
>100%
0.27
0.00
0.56
0.72
$-517%$
$-99.5%$

During 2Q16, 5 deeds of residential units in Troia Resort were signed (a reduction compared to 8 deeds registered in 2Q15), amounting to 11 deeds in the semester. Furthermore, during the month of July 3 additional deeds were signed to which a stock of 9 promissory purchase and reserve agreements with advance payments should be added. As at 30 June 2016, a total of 362 deeds have been celebrated on

Mainly driven by the number of signed deeds in the semester, Top Line amounted to 11.09M€, showing a decrease of 19.1% when compared to 1H15. Consequently, EBITDA in the 1H16 reached 0.28M€, a reduction of 1.0M€ when compared to the same period last year.

Capex stood at controllable levels and contributed, as well as EBITDA, to a reduction of EBITDA-Capex from 0.72M€ to, approximately, a null value in 1H16.

3.2. FITNESS

The Fitness segment continues to consolidate the improvement of its competitive position, reflected in both turnover and profitability, with the average number of active members growing by 11.5% when compared to 1H15.

During 1H16, Top Line grew 15.4% to 8.59M€, as a result of the above-mentioned growth in the number of active members and the positive average monthly fee performance, which has increased 3.0% when compared to 1H15. EBITDA amounted

to 1.01M€, an improvement of 17.7% when compared to the same period last year, correspondent to a margin of 11.7%, 0.2pp above the level achieved in 1H15. It should be highlighted that during the 2Q16, two new clubs were opened (Guimarães and Maia), with the respective impacts at the level of margins until it reaches a

Capex in 1H16 amounted to 0.62M€, significantly higher than in the same period last year, mainly as a result of implementation of the expansion plan, in particular the investments to support the opening of new clubs (Maia and Guimarães, already opened and Foz and Ermesinde, in plan to be opened until the end of the year).

3.3. HOSPITALITY

In order to present comparable information, the contribution of the Lagos hotel operation (Aqualuz Lagos), was excluded from the 2015 segment results.

Compared to 1H15 and following the previously reported trend, Top Line of the Hospitality segment showed a growth of 12.4% to 6.44M€. This performance resulted mainly from the 3.7pp increase in occupancy rate. In the same period, the number of room nights sold increased 14.0% in the total Group's hotel properties and RevPar also revealed an improvement of 14.2%.

As a result of the positive business indicators performance and of the Top Line increase, combined with the optimization and cost rationalization measures implemented over the past few years, EBITDA, in 1H16, showed an improvement of 6.4% over the same period last year. It should be noted that the first half of 2016 already includes the contribution of the new hotel "The House Ribeira Porto Hotel" (opened in April) thus, on a comparable basis, the EBITDA improvement amounted to 12.6%. It should be pointed out that the new Hotel, opened following a capital light approach, has already presented a positive contribution in the second full month of operation, as a result of high occupancy rates.

Excluding rents, it should be highlighted that the Hospitality segment EBITDAR, in 1H16, was positive 0.16M€, reverting the negative values recorded in 1H15. Pointing out the turnover seasonality, the first and fourth quarters usually register negative EBITDARs that are more than compensated by the positive results of the second and, mainly, the third quarters' activity.

Hospitality Capex amounted to 1.19M€ reflecting the investment in the opening of the new hotel "The House Ribeira Porto Hotel". As such, EBITDA-Capex decreased 37.2% compared to 1Q15.

As above-mentioned, during 2Q16, a new hotel "The House Ribeira Porto Hotel" was opened. Developed following a capital light approach, it is a unit with 56 rooms, a multifunctional area with bar and lounge, located in Ribeira, the heart of the historic centre of Porto. It targets an urban, modern, demanding and informed audience that seeks the authenticity of Porto city.

3.4. ENERGY

In 1H16, Top Line of the Energy segment reported a decrease of 24.8% to 21.5M€. This performance is explained by: (i) the reduction of selling energy prices as a result of the evolution of oil price; and (ii) the lower number of cogeneration plants in operation, due to the discontinuation, in 4Q15, of a cogeneration plant and the change, also in 4Q15, of the licensing framework in another plant.

As expected, EBITDA, in the period, registered a decrease of 24.7%, when compared to the same period last year, to 4.29M€, as a result of the above-mentioned reasons that impacted Top Line.

It should be noted that 1H15 was the best quarter ever in the history of the segment. In effect, over the previous semester, Top Line reduced only 2.2% and EBITDA improved 22.4%.

Capex amounted to 0.2M€, 84.2% lower than 1H15. The EBITDA-Capex level showed

3.5. REFRIGERATION & HVAC

Profit and Loss Account
Million euro
Refrigeration & HVAC 2Q 2016 2Q 2015 $\Delta$ 16/15 1H 2016 1H 2015 $\Delta$ 16/15
Total Operational Income 14.52 11.08 $+311%$ 28.93 23.99 $+20.6%$
Turnover 14.43 11.13 +29.7% 28.71 23.76 +20.8%
Other Operational Income 0 08 $-0.05$ 0.22 0.23 $-3.7%$
Total Operational Costs 1395 $-10.76$ $-29.6%$ $-27.47$ $-23.26$ 181%
Cost of Goods Sold
Change in Stocks of Finished Goods
External Supplies and Services
Staff Costs
Other Operational Expenses
764
2.95
$-5.94$
$-2.99$
$-0.32$
$-5.54$
116
-3.36
-3.08
0.06
-38.0%
$>100\%$
-76.7%
$+2.9%$
$-1344$
4.01
$-11.71$
$-5.82$
$-0.52$
$-9.39$
0.69
$-8.36$
$-6.01$
$-0.20$
-43 2%
>100%
-40.1%
$+3.2%$
$< 100\%$
EBITDA 0.56 0.31 $+79.6%$ 1.45 0.73 +98.9%
Capex 0.01 0.03 $-77.3%$ 0.06 0.12 $-521%$
EBITDA Capex 0.56 0.28 $+98.6%$ 139 0.61 >100%

In order to present comparable information, the contribution of the General Maintenance business (UPK), subject to a Management Buy Out in 4Q15, was excluded from the 2015 segment results.

1H16 Top Line amounted to 28.71M€, a 20.8% increase over the same period last year, due to the improved domestic operation. Backlog, on the Portuguese operation, at the end of semester, amounted to, approximately, 27.4M€, representing 6.3 months of turnover.

International Top Line of Refrigeration & HVAC (consolidating exports and direct sales abroad) represented 43% of the consolidated turnover, 13pp above the level registered in 1H15.

Due to the Top Line performance in Portugal, EBITDA amounted to 1.45M€, registering an improvement to almost the double when compared to 1H15 and

reaching a margin of 5.1%, 2.0pp above 1H15. EBITDA in the domestic operation (excluding the discontinued operations) amounted to 1.66M€ in 1H16, a 1.11M€ improvement when compared to last year.

Capex stood at low levels, 0.06M€ (52.1% lower than 1H15) and most of the increase of EBITDA-Capex is a result of the EBITDA positive performance.

Sonae Capital owns a set of non-strategic assets and thus available for sale, including Real Estate Assets and Financial Shareholdings.

Addressing current market trends and the demand profile for real estate assets included in current portfolio (diversified group of assets, with different licensing and construction stages, including land plots with and without construction viability, residential units, construction projects, offices, industrial premises and commercial areas, with widespread geographical dispersion), during the 1H16, 38 sales deeds regarding City Flats were signed and 1 sale deed signed over a land plot.

As at 30 June 2016, capital employed in this set of real estate assets amounted to

During the quarter, after the non-opposition disclose by the Portuguese Competition Authority, Sonae Capital has taken another important step towards the conclusion of the sale of the shareholding participation in Norscut, for a total value of, approximately, 42M€, generating at the Consolidated Net Result and Equity levels an impact of 16.1M€ and 23.1M€, respectively.

4.1. CORPORATE INFORMATION - 2Q16 In April 2016, Sonae Capital has announced the sale of the 36% shareholding participation in Norscut, for a total value of, approximately, 42M€. As at 23 June 2016, the Portuguese Competition Authority issued a decision of non-opposition, being in course the normal closing process.

4.2. SUBSEQUENT CORPORATE EVENTS There were no subsequent corporate events to register.

  1. METODOLOGICAL NOTES The consolidated financial statements presented in this report are non-audited and have been prepared in accordance with International Financial Reporting Standards ("IAS/IFRS"), issued by International Accounting Standards Board ("IASB"), as

adopted by European Union. With the aim of continuing to improve the quality and transparency of the information provided, not only at the Consolidated level, but also, at the Business Unit level, and aligned with the best market practices, the units sold during the year 2015, namely, the hotel operation of Lagos (Aqualuz Lagos) and business of General Maintenance (UPK) of Refrigeration and HVAC segment, are now reported as discontinued operations. In accordance the restated 2015 information is presented in appendix.

This document is a translation from the Portuguese original version.

GLOSSARY

  • HVAC = Heating, Ventilation and Air Conditioning.
  • Operational Cash Flow = EBITDA Capex.
  • EBITDA = Operational Profit (EBIT) + Amortization and Depreciation + Provisions and Impairment Losses + Impairment Losses of Real Estate Assets in Stocks (included in Costs of Goods Sold) – Reversal of Impairment Losses and
  • Provisions (including in Other Operation Income). EBITDA, excluding Guaranteed Income Provisions = EBITDA + Provisions related to the estimated present value of potential costs for the full period of the
  • Guaranteed Income from real estate sales at Troia Resort EBITDAR = EBITDA + Rents for buildings.
  • Net Debt = Non-Current Loans + Current Loans Cash and Cash Equivalents –
  • Current Investments. Capex = Investment in Tangible and Intangible Assets.
  • Gearing: Debt to Equity = Net Debt / Equity.
  • Loan to Value = Net Debt of real estate assets / Real estate assets Valuation.

APPENDIX

Consolidated Profit and Loss Account
Million euro 1Q 2015 2Q 2015 3Q 2015 4Q 2015 1Q 2016 2Q 2016
Total Operational Income 41.85 46.54 47.23 45.65 38.14 43.36
Turnover
Resorts
38.98
644
39.78
7.27
46.40
10.20
44.45
5.77
3742
3.88
43.02
7.21
Hospitality 182 3.91 6.42 233 2.10 434
Fitness 3.50 3.94 3.78 3.96 4.14 445
Energy 15.58 13.01 11.70 10.29 11.74 9.77
Refrigeration & HVAC 12.63 11.13 13.35 19.38 14.27 14.43
Others & Eliminations $-1.00$ 0.52 0.94 2.72 128 2.81
Other Operational Income 2.87 6.76 0.84 1.20 0.72 0.35
EBITDA, excluding Guaranteed Income Provisions (1) 3.24 10.03 8.14 3 11 1.67 416
Resorts 1.04 0.88 3.33 $-1.08$ 0.01 0.46
Hospitality $-1.94$ $-0.56$ 0.92 $-163$ $-1.76$ $-0.59$
Fitness 0.23 0.62 0.40 0.57 0.38 0.62
Energy 3.22 2.48 1.99 1.51 2.36 1.93
Refrigeration & HVAC 0.42 O.31 0.83 1.54 0.89 0.56
Others & Eliminations 0.26 6.30 0.67 219 $-0.21$ 117
Provisions for Guaranteed Income $-0.28$ $-0.37$ $-0.16$ $-0.18$ $-0.07$ $-012$
EBITDA 2.95 9.67 7.98 2.92 1.59 4.04
Amortization & Depreciation $-3.90$ $-3.90$ $-4.03$ $-3.89$ $-3.92$ $-3.99$
Provisions & Impairment Losses $-0.07$ $-0.08$ $-0.08$ 0.23 $-0.01$ $-0.05$
Non-recurrent costs/income (2) 0.76 $-0.39$ $-0.57$ 0.27 $-0.38$ 0.62
EBIT $-0.26$ 5 2 9 3.30 $-0.47$ 2.72 0.63
Net Financial Expenses $-2.20$ $-2.29$ $-2.58$ $-1.53$ $-2.38$ $-1.71$
Investment Income and Results from Assoc. Undertakings 1.21 0.79 1.01 0.13 105 15.32
EBT 125 3.78 1.74 1.87 $-4.04$ 14.24
Taxation $-0.86$ $-0.10$ 0.16 0.39 016 $-0.54$
Net Profit - Continued Businesses $-2.11$ 3.68 1.90 1.48 $-3.88$ 13.70
Net Profit - Discontinued Businesses $-0.56$ $-0.15$ 0.30 $-0.18$ 0.00 0.00
Net Profit Total $-2.68$ 3.53 2.20 166 $-3.88$ 13.70
Attributable to Equity Holders of Sonae Capital $-2.93$ 3.12 1.86 $-2.35$ $-419$ 13.33
A marting the field of the Alberta Community of History Hammard and $\sim$ $\sim$ $\sim$ $\sim$ $\lambda$ 3 $\sim$ $\rightarrow$ $\rightarrow$ 0.00 $\sim$ 71 $\sim$ $\rightarrow$ $\rightarrow$

PART II APPENDIX TO THE REPORT OF THE BOARD OF DIRECTORS

REPORT AND ACCOUNTS – JUNE 2016 Appendix to the Report of the Board of Directors

Under the terms of Article 246(1)(c) of the Portuguese Securities Code (Translation of a Statement originally issued in Portuguese)

The signatories individually declare that, to their knowledge, the Report of the Board of Directors, the Consolidated and Individual Financial Statements and other accounting documents required by law or regulation were prepared in accordance with applicable International Financial Reporting Standards, and give a true and fair view, in all material respects, of the assets and liabilities, financial position and the consolidated and individual results of Sonae Capital, SGPS, SA, and of the companies included in the consolidation perimeter, and that the Report of the Board of Directors faithfully describes major events that occurred during the first half of 2016 and their impacts, if any, in the business performance and financial position of Sonae Capital, SGPS, SA and of the companies included in the consolidation perimeter, and contains an appropriate description of the major risks and uncertainties that they face.

Maia, 28 July 2016

Duarte Paulo Teixeira de Azevedo

Álvaro Carmona e Costa Portela

Francisco de La Fuente Sánchez

Paulo José Jubilado Soares de Pinho

Maria Cláudia Teixeira de Azevedo

Ivone Pinho Teixeira

Miguel Jorge Moreira da Cruz Gil Mata

ARTICLE 9(1)(A) AND ARTICLE 14(7) OF THE PORTUGUESE SECURITIES COMMISSION (CMVM) REGULATION NR.5/2008

Disclosure of the number of shares and other securities issued by the Company which are held by members of the Statutory Governing and Auditing Bodies or by people discharging managerial responsibilities ("dirigentes"), as well as by people closely connected with them pursuant article 248-B of the Portuguese Securities Code and description of transactions made over such securities during the first half of 2016:

Position as at Balance as at
Additions Reductions 30.06.2016 30.06.2016
Belmiro Mendes de Azevedo (**)
Efanor Investimentos, SGPS, SA (1)
Sonae Capital, SGPS, SA
Date Quantity Av. Price € Quantity Av. Price € Dominant Quantity
837.000
Maria Margarida Carvalhais Teixeira de Azevedo (**)
Efanor Investimentos, SGPS, SA (1)
Sonae Capital, SGPS, SA
Minority 1.862
Duarte Paulo Teixeira de Azevedo () (*)
Efanor Investimentos, SGPS, SA (1)
Migracom, SA (2)
Closely connected person (a)
Minority
Dominant
26.991
Maria Cláudia Teixeira de Azevedo () (*)
Sonae Capital, SGPS, SA
Efanor Investimentos, SGPS, SA (1)
Linhacom, SGPS, SA (3)
31.03.2016 169.105 0,606 Minority
Dominant
169.105
Álvaro Carmona e Costa Portela (*)
Sonae Capital, SGPS, SA
Sonae Capital/2014-2019 Bonds
24.942
1
Paulo José Jubilado Soares de Pinho (*)
Sonae Capital, SGPS, SA
Closely connected person (b)
12.650
8.125
Miguel Jorge Moreira da Cruz Gil Mata (*)
Sonae Capital, SGPS, SA
697.931
Position as at Balance as at
Date Quantity Additions
Av. Price €
Quantity Reductions
Av. Price €
30.06.2016 30.06.2016
Quantity
(1) Efanor Investimentos, SGPS, SA
Sonae Capital, SGPS, SA
Pareuro, BV (4)
Dominant 88.859.200
(2) Migracom, SA
Sonae Capital, SGPS, SA
Imparfin - Investimentos e Participações Financeiras, SA (5)
Minority 161.250
(3) Linhacom, SGPS, SA
Sonae Capital, SGPS, SA
Imparfin - Investimentos e Participações Financeiras, SA (5)
Minority 43.912
(4) Pareuro, BV
Sonae Capital, SGPS, SA
66.600.000
(5) Imparfin - Investimentos e Participações Financeiras, SA
Sonae Capital, SGPS, SA
513.160

(*) Member of the Board of Directors of Sonae Capital, SGPS, SA

(**) Member of the Board of Directors of Efanor Investimentos, SGPS, SA (directly and indirectly dominant company) (a) article 248-B (4)(a) - family member who resides with the person discharging managerial responsibilities for more than a year

(b) article 248-B (4)(b) - held by Change Partners, SCR, SA, of which is Member of the Board of Directors

REPORT AND ACCOUNTS – JUNE 2016 Appendix to the Report of the Board of Directors

As required by Article 9(1)(c) of CMVM Regulation Nr. 5/2008, the following shareholders held more than 2% of the company's share capital as at 30 June 2016:

Shareholder Nr. of shares % of Share
Capital
% of Voting
Rights
Efanor Investimentos, SGPS, S.A. (1)
Directly owned 88.859.200 35,544% 36,346%
Through Pareuro, BV (controlled by Efanor) 66.600.000 26,640% 27,241%
Through Belmiro Mendes de Azevedo (Chairman of the Board of Directors of Efanor) 837.000 0,335% 0,342%
Through Maria Margarida Carvalhais Teixeira de Azevedo (Member of the Board of 1.862 0,001% 0,001%
Directors of Efanor)
Through Linhacom, SGPS, S.A. (controlled by the Member of the Board of Directors of
43.912 0,018% 0,018%
Efanor Maria Cláudia Teixeira de Azevedo)
Through Migracom, S.A. (controlled by the Member of the Board of Directors of Efanor
161.250 0,065% 0,066%
Duarte Paulo Teixeira de Azevedo)
Total attributable
156.503.224 62,601% 64,014%
Argos Funds
Total attributable
5.181.429
5.181.429
2,073%
2,073%
2,119%
2,119%
Santander Asset Management - Sociedade Gestora de Fundos de Investimento Mobiliários, SA
Through Santander Acções Portugal Fund (managed by Santander Asset Management)
5.214.974 2,086% 2,133%
Through Santander PPA Fund (managed by Santander Asset Management) 484.869 0,194% 0,198%

(1) Belmiro Mendes d e Azevedo is, under the terms of Article 20(1)(b) and Article 21(1) 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.

Total attributable 5.699.843 2,280% 2,331%

PART III CONSOLIDATED FINANCIAL STATEMENTS

(Amounts expressed in euro)

ASSETS Notes 30/06/2016 31/12/2015
NON-CURRENT ASSETS: 7 244,996,328 251,495,972
Tangible assets 7 7,264,287 7,338,337
Intangible assets 8 60,892,528 60,892,528
Goodwill 5 1,233,958 12,960,514
Investments in associated companies and joint ventures 6 e 9 609,344 597,515
Other investments 13 23,464,846 23,620,310
Deferred tax assets 10 2,000,416 7,871,931
Other non-current assets
Total non-current assets
340,461,707 364,777,107
CURRENT ASSETS:
Inventories 11 124,088,796 126,761,744
Trade account receivables and other current assets 12 88,348,898 47,175,228
Cash and cash equivalents 14 4,378,212 35,318,251
Total Current Assets 216,815,906 209,255,223
TOTAL ASSETS 557,277,613 574,032,330
EQUITY AND LIABILITIES
EQUITY:
Share capital 15 250,000,000 250,000,000
Own Shares 15 (1,404,226) (1,426,791)
Reserves and retained earnings 15 44,312,982 51,609,194
Profit/(Loss) for the year attributable to the equity holders of Sonae Capital 9,139,503 (294,678)
Equity attributable to the equity holders of Sonae Capital 302,048,259 299,887,725
Equity attributable to non-controlling interests 16 9,377,985 10,247,125
TOTAL EQUITY 311,426,244 310,134,850
LIABILITIES:
NON-CURRENT LIABILITIES:
Loans 17 121,871,775 103,923,602
Other non current liabilities
Deferred tax liabilities
19
13
2,926,856
10,952,118
3,033,619
10,948,548
Provisions 22 3,079,824 3,079,824
Total Non-Current Liabilities 138,830,573 120,985,593
CURRENT LIABILITIES:
Loans 17 38,586,922 80,592,682
Trade creditors and other current liabilities 21 64,061,403 56,961,279
Provisions 22 4,372,471 5,357,926
Total Current Liabilities 107,020,796 142,911,887
TOTAL LIABILITIES 245,851,369 263,897,480
TOTAL EQUITY AND LIABILITIES 557,277,613 574,032,330

(Amounts expressed in euro)

Notes 30/06/2016 30/06/2015
Sales 32,024,267 38,679,250
Services rendered 47,358,149 37,032,528
Other operating income 23 2,027,502 14,012,266
Cost of sales (28,899,902) (30,128,408)
Changes in stocks of finished goods and work in progress (1,959,751) (2,374,010)
External supplies and services (26,349,837) (23,194,110)
Staff costs (16,384,315) (16,280,830)
Depreciation and amortisation (7,905,962) (7,797,540)
Provisions and impairment losses (Increases/Decreases) (568,738) (617,605)
Other operating expenses (1,425,935) (4,301,664)
Operational profit/(loss) (2,084,522) 5,029,877
Financial Expenses (4,568,150) (5,484,257)
Financial Income 478,265 989,758
Net financial income / (expenses) (4,089,880) (4,494,499)
Profit/(Loss) in associated and jointly controlled companies 5 111,399 2,095,576
Investment income
Profit/(Loss) before taxation
25 16,256,573
10,193,565
(100,612)
2,530,342
taxation 26 (377,046) (961,453)
Profit/(Loss) for the year - continued operations 9,816,519 1,568,889
Profit/(Loss) for the year - discontinued operations - (712,456)
Profit/(Loss) for the year 27 9,816,519 856,433
Attributable to:
Equity holders of Sonae Capital
Non-controlling interests 9,139,503 196,406
16 677,016 660,027
Profit/(Loss) per share
Basic 29 0.037041 0.000797
Diluted 29 0.037041 0.000797

(Amounts expressed in euro)

Notes 2nd Quarter 16 1 2nd Quarter 15 1
Sales 6,364,210 17,849,164
Services rendered 36,651,512 19,885,215
Other operating income 956,698 10,171,984
Cost of sales (14,907,325) (15,101,832)
Changes in stocks of finished goods and work in progress (1,496,807) (124,742)
External supplies and services (14,081,018) (11,608,323)
Staff costs (8,145,107) (8,004,845)
Depreciation and amortisation (3,986,273) (3,897,965)
Provisions and impairment losses (Increases/Decreases) (211,130) (534,050)
Other operating expenses
Operational profit/(loss)
(513,687)
631,073
(3,344,971)
5,289,635
Financial Expenses
Financial Income (1,987,534) (2,913,099)
277,013 619,230
Net financial income / (expenses) (1,710,515) (2,293,869)
Profit/(Loss) in associated and jointly controlled companies 5 (938,797) 847,598
Investment income
Profit/(Loss) before taxation
16,256,574
14,238,329
(61,036)
3,782,328
taxation 24 (540,282) (98,928)
Profit/(Loss) for the year - continued operations 13,698,047 3,683,400
Profit/(Loss) for the year - discontinued operations - (149,207)
Profit/(Loss) for the year
Attributable to:
25 13,698,047 3,534,193
Equity holders of Sonae Capital 13,332,647 3,122,485
Non-controlling interests 16 365,400 411,708
Profit/(Loss) per share
Basic 27 0.054035 0.012682
Diluted 27 0.054035 0.012682

The accompanying notes are part of these financial statements.

1 Prepared in accordance with IAS 34 - Interim Financial Reporting

SONAE CAPITAL, SGPS, SA
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE SIX MONTHS ENDED 30 JUNE 2016 AND 2015

(Amounts expressed in euro)

30/06/2016 30/06/2015
Consolidated net profit/(loss) for the period 9,816,519 856,433
Items that may be reclassified subsequently to net profit / (loss):
Changes in the currency translation differences 50,530 40,004
Share of other comprehensive income of associates and joint ventures accounted for by
the equity method (Note 5)
7,381,842 963,396
Change in the fair value of assets available for sale - 708,397
Change in the fair value of cash flow hedging derivatives 23,714 213,695
Tax related to other comprehensive income captions (2,869) (233,965)
Other comprehensive income for the period 7,453,217 1,691,527
Total comprehensive income for the period 17,269,736 2,547,960
Attributable to:
Equity holders of Sonae Capital
Non-controlling interests
16,593,997
675,739
1,881,460
666,500
SONAE CAPITAL, SGPS, SA
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE SECOND QUARTERS OF 2016 AND 2015

(Amounts expressed in euro)

nd
Quarter 16 1
2
nd
Quarter 15 1
2
Consolidated net profit/(loss) for the period 13,698,047 3,534,193
Items that may be reclassified subsequently to net profit / (loss):
Changes in the currency translation differences (60,236) 84,300
Share of other comprehensive income of associates and joint ventures
accounted for by the equity method (Note 5)
7,340,797 1,016,663
Change in the fair value of assets available for sale - 368,248
Change in the fair value of cash flow hedging derivatives 17,780 10,313
Tax related to other comprehensive income captions (1,623) (160,964)
Other comprehensive income for the period 7,296,718 1,318,560
Total comprehensive income for the period 20,994,765 4,852,753
Attributable to:
Equity holders of Sonae Capital
Non-controlling interests
20,643,567
351,198
4,421,696
431,057

The accompanying notes are part of these financial statements.

1 Prepared in accordance with IAS 34 - Interim Financial Reporting

REPORT AND ACCOUNTS – JUNE 2016 Consolidated Financial Statements

(Amounts expressed in euro)

Attributable to Equity Holders of Sonae Capital
Share
Capital
Own
Shares
Demerger
Reserve
(Note 15)
Translation
Reserves
Fair Value
Reserves
Hedging
Reserves
Other
Reserves
and
Retained
Earnings
Sub total Net
Profit/(Loss)
Total Non
Controlling
Interests
Total Equity
Balance as at 1 January 2015 250,000,000 (1,486,301) 132,638,253 (130,882) (750,961) (239,276) (75,237,394) 56,279,740 (6,832,009) 297,961,430 9,375,864 307,337,294
Total consolidated comprehensive income for the period - - - 34,252 708,397 212,974 729,431 1,685,054 196,406 1,881,460 666,500 2,547,960
Appropriation of profit of 2014: - - - - - - - - - - - -
Transfer to legal reserves and retained earnings - - - - - - (6,832,009) (6,832,009) 6,832,009 - - -
Dividends paid - - - - - - - - - - (1,077,110) (1,077,110)
(Acquisition)/Sales of own shares - 72,435 - - - - - - - 72,435 - 72,435
Changes in the percentage of capital held in affiliated companies - - - - - - (219,830) (219,830) - (219,830) 219,830 -
Other changes - - - - - - 1,026 1,026 - 1,026 - 1,026
Balance as at 30 June 2015 250,000,000 (1,413,866) 132,638,253 (96,630) (42,564) (26,302) (81,558,776) 50,913,981 196,406 299,696,521 9,185,084 308,881,605
Balance as at 1 January 2016 250,000,000 (1,426,791) 132,638,253 (23,350) - (11,956) (80,993,753) 51,609,194 (294,678) 299,887,725 10,247,125 310,134,850
Total consolidated comprehensive income for the period - - - 51,807 - 23,714 7,378,973 7,454,494 9,139,503 16,593,997 675,739 17,269,736
Appropriation of profit of 2015: - - - - - - - - - - - -
Transfer to legal reserves and retained earnings - - - - - - (294,678) (294,678) 294,678 - - -
Dividends paid - - - - - - (14,669,026) (14,669,026) - (14,669,026) (1,425,614) (16,094,640)
(Acquisition)/Sales of own shares - 22,565 - - - - - - - 22,565 - 22,565
Changes in the percentage of capital held in affiliated companies - - - - - - 119,266 119,266 - 119,266 (119,266) -
Other changes
Balance as at 30 June 2016
-
250,000,000
-
(1,404,226)
-
132,638,253
-
28,457
-
-
- 93,732
11,758 (88,365,486)
93,732
44,312,982
-
9,139,503
93,732
302,048,259
-
9,377,985
93,732
311,426,244

REPORT AND ACCOUNTS – MARCH 2016

(Amounts expressed in euro)

OPERATING ACTIVITIES:
Cash receipts from trade debtors
82,025,333
79,785,533
46,576,062
36,344,610
Cash receipts from trade creditors
(52,110,016)
(52,728,599)
(29,979,881)
(26,230,894)
Cash paid to employees
(15,851,967)
(16,791,937)
(8,623,980)
(9,052,295)
Cash flow generated by operations
14,063,350
10,264,997
7,972,201
1,061,421
Income taxes (paid) / received
(356,608)
(1,557,085)
(193,329)
(1,502,458)
Other cash receipts and (payments) relating to operating activities
448,933
82,886
855,049
877,883
Net cash from operating activities (1)
14,155,675
8,790,798
8,633,921
436,846
INVESTMENT ACTIVITIES:
Cash receipts arising from:
Investments
600,782
23,585,714
600,215
20,698,751
Tangible assets
1,414,708
13,594,337
318,066
12,051,959
Intangible assets
49,089
-
49,089
-
Interest and similar income
163,383
828,137
49,162
61,681
Dividends
194,419
273,631
194,419
273,631
2,422,381
38,281,819
1,210,951
33,086,022
Cash Payments arising from:
Investments
(138,229)
(18,039)
(132,290)
(15,276)
Tangible assets
(2,846,621)
(6,730,024)
(1,328,454)
(2,013,461)
Intangible assets
(193,411)
(67,452)
(50,680)
162,888
Loans granted
(41,503)
(987,797)
-
-
(3,219,764)
(7,803,312)
(1,511,424)
(1,865,849)
Net cash used in investment activities (2)
(797,383)
30,478,507
(300,473)
31,220,173
FINANCING ACTIVITIES:
Cash receipts arising from:
Loans obtained
68,854,596
9,100,000
38,128,299
3,100,000
Sale of own shares
144,043
72,435
144,043
72,435
68,998,639
9,172,435
38,272,342
3,172,435
Cash Payments arising from:
Loans obtained
(92,821,342)
(26,220,621)
(29,532,486)
(12,546,983)
Interest and similar charges
(4,203,896)
(4,971,469)
(2,380,423)
(2,788,764)
Dividends
(15,987,705)
(793,886)
(15,831,455)
(793,886)
(113,012,943)
(31,985,976)
(47,744,364)
(16,129,633)
Net cash used in financing activities (3)
(44,014,304)
(22,813,541)
(9,472,022)
(12,957,198)
Net increase in cash and cash equivalents (4) = (1) + (2) + (3)
(30,656,012)
16,455,764
(1,138,574)
18,699,821
Effect of foreign exchange rate
287,431
77,480
26,521
118,890
Cash and cash equivalents at the beginning of the period
14
35,318,251
8,148,876
-
-
Notes 30/06/2016 30/06/2015 nd
2
QUARTER
2016 1
nd
2
QUARTER
2015 1
Cash and cash equivalents at the end of the period 14 4,374,808 24,527,160 (1,165,095) 18,580,931

The accompanying notes are part of these financial statements.

1 Prepared in accordance with IAS 34 - Interim Financial Reporting and unaudited

SONAE CAPITAL, SGPS, SA

(Translation from the Portuguese Original) (Amounts expressed in Euro)

  1. INTRODUCTION SONAE CAPITAL, SGPS, SA ("Company", "Group" or "Sonae Capital") whose headoffice is at Lugar do Espido, Via Norte, Apartado 3053, 4471-907 Maia, Portugal, is the parent company of a group of companies, as detailed in Notes 5 to 7 ("Sonae Capital Group") and was set up on 14 December 2007 as a result of the demerger of the shareholding in SC, SGPS, SA (previously named Sonae Capital, SGPS, SA) from Sonae, SGPS, SA, which was approved by the Board of Directors on 8 November 2007 and by the Shareholder's General Meeting held on 14 December 2007.

Reflecting the current management structure, the reporting segments were revised, addressing the strategic business areas identified in the Group:

  • Resorts;
  • Hotels;
  • Fitness;
  • Energy,
  • Refrigeration and HVAC;
  • Other Assets.

The non-strategic assets (including non-tourism real estate assets and financial shareholdings) are included in the segment "Other assets".

  1. MAIN ACCOUNTING POLICIES The main accounting policies adopted in preparing the accompanying consolidated

Basis of preparation Interim financial statements were presented quarterly, in accordance with IAS 34 – "Interim Financial Reporting".

The accompanying consolidated financial statements have been prepared from the books and accounting records of the Company and of its affiliated undertakings, on a going concern basis and under the historical cost convention, except for derivative financial instruments which are stated at fair value.

  1. CHANGES IN ACCOUNTING POLICIES Changes to international accounting standards that came into force on or after 1 January 2016, did not have material impacts in the financial statements as at 30

4. GROUP COMPANIES INCLUDED IN THE CONSOLIDATED

FINANCIAL STATEMENTS Group companies included in the consolidated financial statements, their head offices and percentage of the share capital held by the Group as at 30 June 2016

Percentage of capital held
30 June 2016 31 December 2015
Company Head Office Direct Total Direct Total
Sonae Capital SGPS, SA Maia Holding Holding Holding Holding
Hotels
Porto Palácio Hotel, SA a) Porto 100,00% 100,00% 100,00% 100,00%
3) SC Hospitality, SGPS, SA a) Maia 100,00% 100,00% 100,00% 100,00%
The Artist Porto Hotel & Bistrô - Actividades Hoteleiras, SA a) Maia 100,00% 100,00% 100,00% 100,00%
4) The House Ribeira Hotel – Exploração Hoteleira, SA a) Maia 100,00% 100,00% 100,00% 100,00%
Aqualuz Tróia, SA a) Grândola 100,00% 100,00% 100,00% 100,00%
Resorts
Atlantic Ferries-Tráf.Loc,Flu.e Marít,SA a) Grândola 95,77% 95,77% 95,77% 95,77%
Golf Time-Golfe e Invest. Turísticos, SA a) Maia 100,00% 100,00% 100,00% 100,00%
Imopenínsula - Sociedade Imobiliária, SA a) Grândola 100,00% 100,00% 100,00% 100,00%
Imoresort - Sociedade Imobiliária, S.A. a) Grândola 100,00% 100,00% 100,00% 100,00%
Marina de Tróia, SA. a) Grândola 100,00% 100,00% 100,00% 100,00%
Marmagno-Expl.Hoteleira Imob.,SA a) Grândola 100,00% 100,00% 100,00% 100,00%
Marvero-Expl.Hotel.Im.,SA a) Grândola 100,00% 100,00% 100,00% 100,00%
SII - Soberana Invest. Imobiliários, SA a) Grândola 100,00% 100,00% 100,00% 100,00%
Soltroia-Imob.de Urb.Turismo de Tróia,SA a) Lisbon 100,00% 100,00% 100,00% 100,00%
Tróia Market, S.A. a) Grândola 100,00% 100,00% 100,00% 100,00%
Tróia Natura, S.A. a) Grândola 100,00% 100,00% 100,00% 100,00%
Troiaresort-Investimentos Turísticos, SA a) Grândola 100,00% 100,00% 100,00% 100,00%
1) Troiaresort, SGPS, SA a) Matosinhos 100,00% 100,00% 100,00% 100,00%
Tulipamar-Expl.Hoteleira Imob.,SA a) Grândola 100,00% 100,00% 100,00% 100,00%
Fitness
Solinca - Health & Fitness, SA a) Maia 100,00% 100,00% 100,00% 100,00%
Energy
Atelgen - Produção Energia, ACE a) Barcelos 51,00% 51,00% 51,00% 51,00%
CAPWATT - Brainpower, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
CAPWATT - ACE, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Capwatt Colombo - Heat Power, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Capwatt Engenho Novo - Heat Power, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Capwatt Hectare - Heat Power, ACE a) Maia 100,00% 100,00% 100,00% 100,00%
Capwatt II - Heat Power, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Capwatt III - Heat Power, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Capwatt Maia - Heat Power, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Capwatt Martim Longo - Solar Power, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Capwatt Vale do Caima - Heat Power, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Capwatt Vale do Tejo - Heat Power, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
CAPWATT - SCSGPS, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Carvemagere - Manutenção e Energias Renováveis, Lda a) Barcelos 65,00% 65,00% 65,00% 65,00%
Companhia Térmica SERRADO, ACE a) Maia 70,00% 70,00% 70,00% 70,00%
Companhia Térmica Tagol, Lda. a) Oeiras 100,00% 100,00% 100,00% 100,00%
CTE - Central Termoeléctrica do Estuário, Lda a) Maia 100,00% 100,00% 100,00% 100,00%
Enerlousado - Recursos Energéticos, Lda. a) Maia 100,00% 100,00% 100,00% 100,00%
Ronfegen - Recursos Energéticos, Lda. a) Maia 100,00% 100,00% 100,00% 100,00%
Soternix - Produção de Energia, ACE a) Barcelos 51,00% 51,00% 51,00% 51,00%
Refrigeration and HVAC
QCE - Desenvolvimento e fabrico de Equipamentos, SA a) Matosinhos 100,00% 70,00% 100,00% 70,00%
Sistavac, SA a) Matosinhos 100,00% 70,00% 100,00% 70,00%
Sistavac, SGPS, SA a) Matosinhos 70,00% 70,00% 70,00% 70,00%
Sistavac Sistemas HVAC-R do Brasil, Ltda a) São Paulo 100,00% 70,00% 100,00% 70,00%
Sopair, S.A. a) Madrid 100,00% 70,00% 100,00% 70,00%
Spinarq Moçambique, Lda a) Maputo 70,00% 70,00% 100,00% 100,00%
Spinarq-Engenharia,Energia e Ambiente,SA a) Luanda 99,90% 99,90% 99,90% 99,90%
Other Assets
Bloco Q-Soc.Imobil.SA a) Maia 100,00% 100,00% 100,00% 100,00%
Casa da Ribeira-Sociedade Imobiliária, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Centro Residencial da Maia,Urban.,SA a) Maia 100,00% 100,00% 100,00% 100,00%
Cinclus Imobiliária,SA a) Maia 100,00% 100,00% 100,00% 100,00%
Contacto Concessões, SGPS, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Contry Club da Maia-Imobiliaria,SA a) Maia 100,00% 100,00% 100,00% 100,00%
Empreend.Imob.Quinta da Azenha,SA a) Maia 100,00% 100,00% 100,00% 100,00%
Fundo Esp.Inv.Imo.Fec. WTC a) Maia 99,99% 99,99% 99,82% 99,82%
Imoclub-Serviços Imobilários,SA a) Maia 100,00% 100,00% 100,00% 100,00%
Imodivor - Sociedade Imobiliária, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Imohotel-Emp.Turist.Imobiliários,SA a) Maia 100,00% 100,00% 100,00% 100,00%
Imoponte - Sociedade Imobiliária, SA a) Maia 100,00% 100,00% 100,00% 100,00%
Imosedas-Imobiliária e Seviços,SA a) Maia 100,00% 100,00% 100,00% 100,00%
Implantação - Imobiliária, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Inparvi SGPS, SA a) Maia 100,00% 100,00% 100,00% 100,00%
Interlog-SGPS,SA a) Lisbon 98,98% 98,98% 98,98% 98,98%
Porturbe-Edifícios e Urbanizações,SA a) Maia 100,00% 100,00% 100,00% 100,00%
Praedium - Serviços, SA a) Maia 100,00% 100,00% 100,00% 100,00%
Praedium II-Imobiliária,SA a) Maia 100,00% 100,00% 100,00% 100,00%
Prédios Privados Imobiliária,SA a) Maia 100,00% 100,00% 100,00% 100,00%
Predisedas-Predial das Sedas,SA a) Maia 100,00% 100,00% 100,00% 100,00%
Promessa Sociedade Imobiliária, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
SC-Eng. e promoção imobiliária,SGPS,S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
2) SC Assets, SGPS, SA a) Maia 100,00% 100,00% 100,00% 100,00%
Sete e Meio Herdades-Inv. Agr. e Tur.,SA a) Grândola 100,00% 100,00% 100,00% 100,00%
Société de Tranchage Isoroy SAS. a) Honfleur 100,00% 100,00% 100,00% 100,00%
Soira - Soc. Imobiliária de Ramalde, SA a) Maia 100,00% 100,00% 100,00% 100,00%
Sótaqua - Soc. de Empreend. Turisticos a) Maia 100,00% 100,00% 100,00% 100,00%
Spinveste - Promoção Imobiliária, SA a) Maia 100,00% 100,00% 100,00% 100,00%
Spinveste-Gestão Imobiliária SGII,SA a) Maia 100,00% 100,00% 100,00% 100,00%
Urbisedas-Imobiliária das Sedas, SA a) Maia 100,00% 100,00% 100,00% 100,00%
Vistas do Freixo-Emp.Tur.Imobiliários,SA a) Maia 100,00% 100,00% 100,00% 100,00%
Others
Imobeauty, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
SC - Sociedade de Consultadoria, SA a) Maia 100,00% 100,00% 100,00% 100,00%
SC Finance BV a) Amsterdam 100,00% 100,00% 100,00% 100,00%
SC For - Ser.Formação e Desenvolv.Recursos Humanos, SA a) Maia 100,00% 100,00% 100,00% 100,00%
5) UP Invest, SGPS, SA a) Maia 100,00% 100,00% 100,00% 100,00%
SC, SGPS, SA a) Maia 100,00% 100,00% 100,00% 100,00%
Solinfitness - Club Málaga, S.L. a) Málaga 100,00% 100,00% 100,00% 100,00%
Spred, SGPS, SA a) Maia 100,00% 100,00% 100,00% 100,00%

1) Ex-Imoareia - Invest. Turísticos, SGPS, SA; 2) Ex- Praedium, S.G.P.S., S.A;

3) Ex- Sonae Turismo, SGPS, SA;

4) Ex- The Artist Ribeira, SA; 5) Ex- SC Hospitality, SGPS, SA.

a) Majority of voting rights

5. INVESTMENTS IN ASSOCIATED AND JOINTLY CONTROLLED

COMPANIES Associated and jointly controlled companies included in the consolidated financial statements, their head offices and the percentage of share capital held by the Group as at 30 June 2016 and 31 December 2015 are as follows:

Percentage of capital held
Company Head Office 30 June 2016
Direct
Total 31 December 2015
Direct
Total 30 June
2016
Book Value
31 December
2015
Other Assets
1) Andar - Sociedade Imobiliária, SA
Sociedade de Construções do Chile, SA
Maia
Maia
50.00%
100.00%
50.00%
50.00%
50.00%
100.00%
50.00%
50.00%
-
-
-
-
1) Vastgoed One - Sociedade Imobiliária, SA Maia 100.00% 50.00% 100.00% 50.00% - -
1) Vastgoed Sun - Sociedade Imobiliária, SA Maia 100.00% 50.00% 100.00% 50.00% - -
Lidergraf - Artes Gráficas, Lda Vila do
Conde
24.50% 24.50% 24.50% 24.50% 958833 975,156
2) Norscut - Concessionária de Auto-Estradas,
SA
Lisbon 36.00% 36.00% 36.00% 36.00% - 11,761,812
Operscut - Operação e Manutenção de Auto
estradas, SA
Lisbon 15.00% 15.00% 15.00% 15.00% 24,000 24,000
Energy
Feneralt – Produção de Energia, ACE Barcelos 25.00% 25.00% 25.00% 25.00% 251.125 199,546
Total 1.233.958 12,960,514

1) Null investment values result from the adoption of the equity method in Andar – Sociedade Imobiliária, SA, holder of all

of these investments; 2) On 23 June 2016 the Portuguese Competition Authority issued a decision of non-opposition to the sale of the stake in the procedd Norscut. The impact of this decidion is properly carried out in the financial statements.

Associated and jointly controlled companies are consolidated using the equity

method. As at 30 June 2016 and 31 December 2015, aggregate values of main financial indicators of jointly controlled companies can be resumed as follows:

30 June 2016 31 December 2015
Total Assets 55,450,297 55,448,333
Total Liabilities 16,893,197 16,439,200
Income - 97,288
Expenses 456,233 1,392,801

During the periods ended 30 June 2016 and 2015, movements in investments of associated and jointly controlled companies may be summarized as follows:

30 June 2016 30 June 2015
Opening balance as at 1 January 12,992,457 20,762,638
Acquisitions in the period - 8,000
Disposals in the period (19,144,575) -
Equity method 7,493,241 3,058,973
Dividends received (75,222) (56,151)
Closing balance as at 30 June 1,265,901 23,773,460
Accumulated impairment losses (Note 22) (31,943)
1,233,958
(31,944)
23,741,516

The amount shown under "Disposals in the period" related to Norscut – Concessionária de Auto-Estradas, SA.

The use of the equity method had the following impacts: 111,399 euro recorded on share of results of associated undertakings (2,095,576 euro at 30 June 2015), and

  1. OTHER INVESTMENTS Group companies, jointly controlled companies and associated companies excluded from consolidation, their head offices, percentage of share capital held and book value as at 30 June 2016 and 31 December 2015 are as follows:
Percentage of capital held
30 June 2016 31 December 2015
Company Head
Office
Direct Total Direct Total 30 June
2016
31
December
Resorts 2015
Infratroia – Emp. de Infraest. de
Troia, E.N.
Grândola 25.90% 25.90% 25.90% 25.90% 64,747 64,747
Other Assets
Fundo de Investimento
Imobiliário Imosonae Dois
Maia 0.06% 0.06% 0.06% 0.06% 124,892 124,892
Net, SA
Fundo de Capital de Risco F
Lisbon
Lisbon
0.98%
6.48%
0.98%
6.48%
0.98%
6.48%
0.98%
6.48%
23,034
250,950
23,034
250,950
HITEC
Other investments
145,721 133,892
Total (Note 9) 609,344 597,515
  1. TANGIBLE ASSETS AND INTANGIBLE ASSETS During the six month period ended 30 June 2016, movements in tangible and intangible fixed assets as well as in amortisation and accumulated impairment
Land and Equipment Other
Tangible
Tangible
Assets in
Total
Tangible
Assets
433,999,354
2,660,051
(6,059,873)
(117,087)
(714,731)
429,767,714
182,503,382
7,617,843
(5,053,264)
(77,016)
(219,559)
84,909,721 98,152,584 1,709,081 - 184,771,386
251,495,972
244,996,328
Buildings
224,435,722
178,451
(521,334)
-
211,384
224,304,223
83,514,782
1,436,790
(41,471)
-
(380)
140,920,940
192,766,256
233,757
(5,372,539)
(123,565)
6,930,245
194,434,154
97,307,652
6,143,332
(4,996,547)
(82,674)
(219,179)
95,458,604
Tangible Assets
Assets
2,081,623
-
(15,246)
6,478
136,122
2,208,977
1,680,948
37,721
(15,246)
5,658
-
400,675
progress
14,715,753
2,247,843
(150,754)
-
(7,992,482)
8,820,360
-
-
-
-
-
14,715,753
139,394,502
96,281,570
499,896
8,820,360

1) Includes impairment losses amounting to 58,507 eur

Major amounts included in the caption Tangible assets in progress, refer to the following projects:

30 June 2016 31 December 2015
Tróia 8,424,295 8,091,116
Cogeneration Project 101,014 52,083
Health Clubs Refurbishment 137,738 1,208,506
Others 157,313 5,364,048
8,820,360 14,715,753
Intangible Assets
Patents and
other similar
Software
rights
Other
Intangible
Assets
Total
Intangible
Assets
Gross Cost: progress
Opening balance as at 1 January 2016 7,789,237 3,281,292 155,474 225,546 11,451,549
Capital expenditure - - 1,154 286,314 287,468
Exchange rate effect - 2,487 - - 2,487
Transfers - 271,235 (115,674) (171,396) (15,835)
Closing balance as at 30 June 2016 7,789,237 3,555,014 40,954 340,464 11,725,669

Accumulated depreciation and impairment losses

Opening balance as at 1 January 2016
1,522,646
2,581,146
9,421
-
Disposals
88,878
257,749
-
-
Exchange rate effect
-
1,543
-
-
Closing balance as at 30 June 2016
1,611,524
2,840,438
9,421
-
Carrying amount as at 1 January 2016
6,266,592
700,146
146,053
225,546
4,113,213
346,627
1,543
4,461,383
7,338,337
Carrying amount as at 30 June 2016
6,177,714
714,576
31,533
340,464
7,264,287

As at 30 June 2016 the net assets of Marina de Troia in Patents and other similar rights, amounts to 5,775,683 euro (5,849,778 euro at 31 December 2015).

  1. GOODWILL During the periods ended 30 June 2016 and 31 December 2015, movements in goodwill, as well as in corresponding impairment losses, are as follows:
30 June 2016 31 December 2015
Gross amount:
Opening balance 62,194,124 62,291,840
Decreases - disposals of affiliated companies - (97,716)
Closing balance 62,194,124 62,194,124
Accumulated impairment losses:
Opening balance
Closing balance
1,301,596
1,301,596
1,301,596
1,301,596
Total 60,892,528 60,892,528
  1. OTHER INVESTMENTS As at 30 June 2016 and 31 December 2015, movements in investments were as
30 June 2016 31 December 2015
Non current Current Non current Current
Investments at acquisition cost
Opening balance as at 1 January 889,353 - 879,446 -
Acquisitions in the period 11,829 - 9,907 -
Closing balance as at 30 June 901,182 - 889,353 -
Accumulated impairment losses (Note 22) (291,838) - (291,838) -
609,344 - 597,515 -
Investments held for sale
Fair value as at 1 January - - 33,493,884 -
Disposals in the period - - (34,244,847) -
Increase/(Decrease) in fair value - - 750,963 -
Fair value as at 30 June - - - -
Accumulated impairment losses (Note 22)
Fair value (net of impairment losses) as at 30 June
-
-
-
-
-
-
-
-
Other Investments 609,344 - 597,515 -

These investments are recorded at acquisition cost less impairment losses.

  1. OTHER NON-CURRENT ASSETS As at 30 June 2016 and 31 December 2015, other non-current assets are detailed as
30 June 2016 31 December 2015
Loans granted to related parties
Norscut - Concessionária de Auto-Estradas, SA - 5,911,400
Others 841,424 812,606
841,424 6,724,006
Impairment losses (Note 22) (34,916) (34,916)
806,508 6,689,090
Trade accounts receivable and other debtors
Others
1,193,908 1,182,841
Impairment losses (Note 22) - -
1,193,908 1,182,841
Other non current assets 2,000,416 7,871,931
  1. INVENTORIES Inventories as at 30 June 2016 and 31 December 2015 can be detailed as follows, highlighting the value attributable to real estate developments:
30 Junho 2016 31 Decembre 2015
Total of which Real
Estate
Developments
Total of which Real
Estate
Developments
Raw materials, by-products and consumables 1,538,813 - 1,441,888 -
Goods for sale 31,199,392 30,024,243 30,394,043 29,000,343
Finished goods 20,559,890 20,559,890 23,487,868 23,487,868
Work in progress 82,011,221 75,978,392 77,389,696 75,405,755
135,309,316 126,562,525 132,713,495 127,893,966
Accumulated impairment losses on stocks (Note 22) (11,220,520) (11,210,018) (5,951,751) (5,939,087)
124,088,796 115,352,507 126,761,744 121,954,879
  1. TRADE ACCOUNTS RECEIVABLE AND OTHER CURRENT ASSETS As at 30 June 2016 and 31 December 2015, trade accounts receivable and other
30 June 2016 31 December 2015
Trade accounts receivable 19,792,003 23,362,034
Accumulated impairment losses on trade debtors (Note 22) (4,197,836) (3,986,937)
15,594,167 19,375,097
Taxes recoverable 11,779,971 12,626,936
Loans granted to and other amounts to be received from related parties 76,516 74,506
Other current assets
Suppliers with a debtor balance 375,547 458,365
Other debtors 4,157,006 4,369,117
Accounts receivable from the sale of financial investments 45,296,696 4,656,580
Accounts receivable from the sale of tangible assets 450,200 10,525
Interest receivable 134,597 42,156
Deferred costs - Rents 517,406 291,265
Deferred costs - External supplies and services 1,038,822 1,121,317
Other current assets 9,491,955 4,714,764
61,462,228 15,664,089
Accumulated impairment losses on other current assets (Note 22) (563,984) (565,400)
Trade accounts receivable and other current assets 88,348,898 47,175,228

In the amount of "Accounts receivable from the sale of financial investments", about 41 million euro are related to the shareholding participation in Norscut.

  1. DEFERRED TAXES Deferred tax assets and liabilities as at 30 June 2016 and 31 December 2015 can be
detailed as follows, split between the different types of temporary differences:
Deferred tax assets
31
30 June
December
2016
30 June
2016
Deferred tax liabilities
31
December
2015 2015
Amortisation and Depreciation harmonisation adjustments 566,444 592,345 3,801,758 3,754,439
Provisions and impairment losses of non-tax deductible 6,609,737 6,682,330 - -
Write off of tangible and intangible assets 71,250 71,250 - -
Revaluation of tangible assets - - 93,594 93,307
Tax losses carried forward 16,199,128 16,252,396 - -
Write off of stocks
Taxable temporary differences arising from the fair value
-
-
-
-
520,364
6,536,401
548,376
6,543,174
of non-current liabilities
Others 18,287
23,464,846
21,990
23,620,310
-
10,952,118
9,252
10,948,548

In accordance with the tax statements presented by companies that recorded deferred tax assets arising from tax losses carried forward, as at 30 June 2016 and 31 December 2015, and using exchange rates effective at that time, tax losses carried forward can be summarized as follows:

30 June 2016 31 December 2015
Tax losses
carried
Deferred
tax assets
Time limit Tax losses
carried
Deferred
tax assets
Time
limit
With limited time use forward forward
Generated in 2012 19,769,442 4,151,583 2017 20,023,107 4,204,852 2017
Generated in 2013 18,024,639 3,785,174 2018 18,024,639 3,785,174 2018
Generated in 2014 11,725,573 2,462,370 2026 11,725,573 2,462,370 2026
Generated in 2015 27,619,048 5,800,000 2027 27,619,048 5,800,000 2027
Generated in 2016 - - 2028 - - 2028
77,138,702 16,199,128 77,392,368 16,252,396
With a time limit different from
the above mentioned
- - - -
77,138,702 16,199,128 77,392,368 16,252,396

An analysis was made on the relevance of the recognition of deferred taxes, taking into account the possibility of them to be recovered in accordance with the medium

and long term prospects of the Group. Deferred tax assets arising from tax losses have been recorded only when it is likely

to occur taxable income in the future. As at 30 June 2016, tax losses carried forward amounting to 80,883,506 euro (75,631,592 euro as at 31 December 2015), have not originated deferred tax assets for prudential reasons and are detailed as follows:

30 June 2016 31 December 2015
Tax losses
carried
Tax Credit Time limit Tax losses
carried
Tax Credit Time
limit
With limited time use forward forward
Generated in 2012 13,872,225 2,913,167 2017 15,178,378 3,187,459 2017
Generated in 2013 26,050,520 5,470,609 2018 22,917,452 4,812,665 2018
Generated in 2014 1,832,844 384,897 2026 22,249 4,672 2026
Generated in 2015 20,227,252 4,247,723 2027 18,638,746 3,914,137 2027
Generated in 2016 7,044,255 1,479,294 2028 - - 2028
69,027,096 14,495,690 56,756,825 11,918,933
Without limited time use 11,464,075 2,866,019 - -
With a time limit different from the
above mentioned
392,335 91,262 18,874,767 4,758,800
11,856,409 2,957,280 18,874,767 4,758,800
80,883,506 17,452,971 75,631,592 16,677,733
  1. CASH AND CASH EQUIVALENTS As at 30 June 2016 and 31 December 2015, cash and cash equivalents can be
30 June 2016 31 December 2015
Cash at hand 145,285 111,450
Bank deposits
Treasury applications
4,228,325
4,603
35,201,904
4,897
Cash and cash equivalents on the balance sheet 4,378,212 35,318,251
Bank overdrafts - (Note 17) (3,405) -
Cash and cash equivalents in the statement of cash-flows 4,374,808 35,318,251

Bank overdrafts include creditor balances of current accounts in financial institutions, and are disclosed in the balance sheet under current bank loans (Note 17).

  1. EQUITY The share capital of Sonae Capital SGPS, SA is represented by 250,000,000 ordinary shares, which do not have the right to a fixed remuneration, with a nominal

value of 1 euro each. As at 30 June 2016, Sonae Capital SGPS, S.A. owns 5,516,226 own shares (5,914,571 own shares at 31 December 2015) booked for 1,404,226 euro (1,426,791 euro at 31 December 2015).

Other reserves includes amounts equal to the value of own shares held by the Group's parent company. This reserve should be unavailable while these shares are

kept by the company. The Reserves and retained earnings of Sonae Capital Group in the periods ended 30 June 2016 and 31 December 2015 are as follows:

30 June 2016 31 December 2015
Demerger reserve 132,638,253 132,638,253
Translation reserves 28,457 (23,350)
Hedging reserves 11,758 (11,956)
Other reserves and retained earnings (88,365,486) (80,993,753)
Reserves and retained earnings 44,312,982 51,609,194

Demerger reserve The demerger originated a reserve in the amount of 132,638,253 euro, which has a treatment similar to that of a Legal Reserve. According to Company Law, it cannot be distributed to shareholders, unless the company is liquidated, but can be used to make good prior year losses, once other reserves have been used fully, or for capital

Translation reserves This reserves are comprised by the conversion into euro of the financial statements of the subsidiaries that have other functional currency.

Hedging Reserve The reserve is comprised by the fair value of hedging derivatives and the accued interest of that derivative, and it is transferred to profit and loss when its subsidiaries are sold or liquidated.

  1. NON CONTROLLING INTERESTS Movements in non-controlling interests in the periods ended 30 June 2016 and 31
Opening balance as at 1 January 30 June 2016
10,247,125
31 December 2015
9,375,864
Changes in hedging reserves - 721
Changes in the percentage of capital held in affiliated companies (119,266) 219,830
Changes resulting from currency translation (1,277) 38,920
Dividends paid (1,425,614) (1,079,240)
Others 1 (1)
Profit for the period attributable to minority interests
Closing balance
677,016
9,377,985
1,691,031
10,247,125

The non-controlling interests are primarily from companies in the refrigeration and HVAC segment.

  1. BORROWINGS
As at 30 June 2016 and 31 December 2015, Borrowings are made up as follows:
30 June 2016 31 December 2015
Outstanding amount
Outstanding amount Repayable on
Current Non Current Current Non Current
Bank loans
Sonae Capital SGPS - commercial paper a)
25,750,000 - - - Mar/2018
Sonae Capital SGPS - commercial paper d) 8,250,000 - 8,250,000 - Dec/2016
Sonae Capital SGPS - commercial paper b) - 10,350,000 - - Aug/2018
Sonae Capital SGPS - commercial paper c) - 30,000,000 - 30,000,000 Dec/2017
Sonae Capital SGPS - commercial paper f) - - 3,250,000 1,500,000 May/2017
Sonae Capital SGPS - commercial paper g) - - 1,200,000 4,800,000 Mar/2020
Sonae Capital SGPS - commercial paper h) - 20,000,000 - - Jun/2021
Sonae Capital SGPS e) - - 3,290,000 9,047,500 Sep/2019
Up-front fees - (150,207) - (255,080)
Others 1,218,460 1,196,069 1,735,702 1,600,754
35,218,460 61,395,862 17,725,702 46,693,174
Bank overdrafts (Note 14) 3,405 - - -
Bank loans 35,221,865 61,395,862 17,725,702 46,693,174
Bond Loans
Sonae Capital 2011/2016 Bonds - - 10,000,000 - Jan/2016
SC, SGPS, S.A. 2008/2018 Bonds - - 50,000,000 - Mar/2018
Sonae Capital 2014/2019 Bonds - 42,500,000 - 42,500,000 May/2019
Up-front fees
Bond Loans
-
-
(321,334)
42,178,666
(17,938)
59,982,062
(376,402)
42,123,598
Other loans 273,384 246,177 311,968 297,289
Derivatives (Note 18) - - 25,952 -
Obligations under finance leases
Up-front fees on finance leases
3,091,673
-
18,131,894
(80,824)
2,546,998
-
14,886,301
(76,760)
38,586,922 121,871,775 80,592,682 103,923,602
  • a) Short term commercial paper programme, issued on 28 March 2008 and valid for a 10 year period, which may be extended at the option of Sonae Capital. Placed in investors or financial institutions and guaranteed by credit lines, with commitment of at least six months to a year, placed in relationship
  • banks. b) Commercial paper programme, with subscription guarantee, issued on 31 March 2011 and valid up to August 2018, except if the reimbursement is anticipated under the contracted terms of the call/put
  • option, in August 2016. This loan is guaranteed by a mortgage on real estate assets. c) Commercial paper programme, with subscription guarantee, issued on 27 December 2012 and valid up
  • to December 2017. d) Commercial paper programme, with subscription guarantee, issued on 31 December 2013, with
  • automatic annual renewals up to 3 years, unless denounciated by either party. e) Bank loan guaranteed by a mortgage on real estate, started on 2 June 2011 and valid up to September 2019, with quarterly payments. At the date of the financial statements, the bank loan was fully
  • refunded. f) Commercial paper programme, with subscription guarantee, issued on 7 May 2014 and valid for a 3 year period, with semi-annual payments. At the date of the financial statements, the programme was
  • fully refunded. g) Commercial paper programme, with subscription guarantee, issued on 18 march 2015 and valid up to March 2020, with annual payments. At the date of the financial statements, the programme was fully
  • refunded. h) Commercial paper programme, with subscription guarantee, issued on 23 de June 2016 and valid for a 5 years period, with annual payments.

As at 30 June 2016, borrowings of the Group were as follows: Sonae Capital, SGPS, SA, 2014/2019 bond loan in the amount of 42,500,000 euro, with a 5 year maturity, and a sole reimbursement on 28 May 2019. This

bond loan bears interest every six months. The interest rate on bonds and bank loans in force on 30 June 2016 was on

average 2.65% (2.83% in December 2015) Bank loans pay interest rates that are indexed to the Euribor market rates of the

period, and its fair value is considered close to its book value. Other non-current loans include government refundable grants to group

companies, which do not bear interest. The Group has a loan covenant negotiated in accordance with market practices and

is in regular compliance at the present date. The repayment schedule of the nominal value of borrowings may be summarised as

30 Junho 2016 31 December 2015
Nominal value Interest Nominal value Interest
N+1 a) 38,672,574 3,749,414 80,584,669 4,867,436
45,608,673 2,869,023 39,321,659 3,938,199
N+2 54,758,386 2,147,203 7,644,816 2,421,339
N+3 8,523,272 316,752 49,335,366 1,074,827
N+4 8,076,633 175,340 3,505,904 87,101
N+5 5,368,120 100,954 4,824,098 109,720
After N+5 161,007,658 9,358,686 185,216,512 12,498,622

a) Includes amounts drawn under commercial paper programmes. Of the total amount maturing in N+1, 88% concerns to commercial paper taken under lines of credit with commitment exceeding one year. Taking into account the policies and measures to manage liquidity risk, no risks that could jeopardize the continuity of operations are anticipated.

In the case any Bank institution or commercial paper investor do not renew, at the maturity date, its respective loans, the Group has credit lines available to overcome such renewables.

18. DERIVATIVES

Interest rate derivatives Hedging instruments used by the Group as at 30 June 2016 were mainly interest rate options (cash-flow hedges) contracted with the goal of hedging interest rate risks on loans in the amount of 386,525 euro, whose fair value is nill (25,952 euro at 31 December 2015) is recorded as liabilities in other loans (Note 17). As at 30 June

2016 and 31 December 2015, all derivatives are hedging derivatives. These interest rate hedging instruments are valued at fair value as at the balance sheet date, determined by valuations made by the Group using derivative valuation calculation schedules and external valuations when these schedules do not permit the valuation of certain instruments. For options, fair value is determined using the

Black-Scholes model and its variants. The fair value of derivatives is calculated using valuation models based on assumptions which are confirmed by market benchmarks, thus complying with level

2 requirements set on the IFRS 7. Risk coverage guidelines generally used by the Group in contractually arranged

hedging instruments are as follows: Matching between cash-flows received and paid, i.e., there is a perfect match between the dates of the re-fixing of interest rates on financing

contracted with the bank and the dates of the re-fixing of interest rates on

  • the derivative; Perfect matching between indices: the reference index for the hedging instrument and that for the financing to which the underlying derivative
  • relates are the same; In the case of extreme rises in interest rates, the maximum cost of financing

is limited. Counterparts for derivatives are selected based on their financial strength and credit risk profile, with this profile being generally measured by a rating note attributed by rating agencies of recognized merit. Counterparts for derivatives are top level, highly prestigious financial institutions which are recognized nationally

and internationally.

Fair value of derivatives

Liabilities
30 June 2016 Assets
31 December
2015
30 June 2016 31 December
2015
Non-Hedge accounting derivatives
Interest rate - - - -
Hedge accounting derivatives
Interest rate (Note 17) - - - 25,952
Other derivatives -
-
-
-
-
-
-
25,952
  1. OTHER NON-CURRENT LIABILITIES As at 30 June 2016 and 31 December 2015 other current liabilities can be detailed as follows:
30 June 2016 31 December
2015
Loans and other amounts payable to related parties
Plaza Mayor Parque de Ocio, SA (Note 26) 1,877,553 1,928,510
Others 230,847 230,846
2,108,400 2,159,356
Other creditors
Creditors in the restructuring process of Torralta 592,027 561,891
Others - -
592,027 561,891
Deferred income
Obligations by share-based payments (Note 20) 226,429 312,372
226,429 312,372
Other non current liabilities 2,926,856 3,033,619
  1. SHARE-BASED PAYMENTS Sonae Capital Group granted deferred performance bonuses to employees, based on shares of Sonae Capital SGPS, SA to be acquired at nil cost, three years after they were attributed to the employee. In any case, the acquisition can be exercised during the period commencing on the third anniversary of the grant date and the end of that year. The company has the option to settle in cash instead of shares.

The option can only be exercised if the employee still works for the Sonae Capital

Group on the vesting date. As at 30 June 2016 and 31 December 2015, the market value of total liabilities arising from share-based payments, which have not yet vested, may be summarised as

Fair Value
Year of grant Vesting year Number of
participants
30 June 2016 31 December 2015
2013 2016 7 - 579,291
2014 2017 6 295,468 272,420
2015 2018 6 372,767 335,036
2016 2019 6 267,960 -
936,195 1,186,747

As at 30 June 2016 and 31 December 2015, 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 have not yet vested:
Other non current liabilities (Note 19) 30 June 2016
226,429
31 December 2015
312,372
Other current liabilities 247,479 579,291
Reserves 170,768 34,317
Staff Costs 303,140 857,346
  1. TRADE ACCOUNTS PAYABLE As at 30 June 2016 and 31 December 2015 trade accounts payable can be detailed as follows:
30 June 2016 31 December 2015
Trade creditors 19,177,920 17,167,600
Loans granted by and other payables to related parties 433,652 318,490
Other current liabilities
Fixed assets suppliers 1,023,117 1,273,301
Advances from customers and down payments 8,649,894 8,291,899
Other creditors 2,050,724 1,678,532
Taxes and contributions payable 4,793,066 3,570,359
Accrued staff costs 6,085,243 5,902,111
Amounts invoiced for works not yet completed 7,832,541 3,219,828
Accrued expenses with purchases - Energy Segment 2,079,573 2,321,743
Interest payable 210,744 611,463
Investment aid 1,462,120 1,447,902
Other liabilities 10,262,809 11,158,051
44,449,831 39,475,189
Trade accounts payable and other current liabilities 64,061,403 56,961,279
  1. PROVISIONS AND ACUMULATED IMPAIRMENT LOSSES Movements in provisions and accumulated impairment losses over the period ended
Balance as at 1 Balance as
at 30 June
Captions
Accumulated impairment losses on:
January 2016 Increases Decreases Utilisations Transfers 2016
Tangible Assets (Note 7) 39,129,797 58,507 - - - 39,188,304
Goodwill (Note 8) 1,301,596 - - - - 1,301,596
Other Investments (Notes 5 and 9) 323,781 - - - - 323,781
Other non current assets (Note 10) 34,916 - - - - 34,916
Trade accounts receivable (Note 12) 3,986,937 441,443 (202,130) (28,414) - 4,197,836
Other current assets (Note 12) 565,400 26,252 (27,186) (482) - 563,984
Stocks (Note 11) 5,951,751 - (2,162) - 5,270,931 11,220,520
Non current provisions 3,079,824 - - - - 3,079,824
Current provisions 5,357,926 307,701 (32,515) (1,260,641) - 4,372,471
59,731,928 833,903 (263,993) (1,289,537) 5,270,931 64,283,232

During an inventory of assets at 31 March 2016, it was detected that the recording of the impairment costs of previous years, in some assets, was made in the account of the gross amount of the asset, and not in the impairment account as it should

have been. It was decided to transfer these amounts to the correct impairment account, and

disclose this event under transfers. As at 30 June 2016 and 31 December 2015 detail of other provisions was as follows:

30 June 2016 31 December 2015
Judicial claims 2,100,439 2,033,391
Provision for guaranteed income
Others
2,784,012
2,567,843
3,838,298
2,566,061
7,452,295 8,437,750

The amount in provision for guaranteed income is the estimate of the difference between the amount to be charged through the properties sold in "Tróia" and the guaranteed income to property owners. The amount to be charged through the operation of these assets is estimated based on the average of the values obtained in previous years.

  1. OTHER OPERATIONAL INCOME Other operational income for the period ended 30 June 2016 and 30 June 2015 was
30 June 2015
1,835,769
8,067,685
326,491
3,943,855
14,173,800
- (161,534)
14,012,266
30 June 2016
6,794
291,240
230,861
1,498,607
2,027,502
2,027,502
  1. CONTINGENT ASSETS AND LIABILITIES As at 30 June 2016 and 31 December 2015 the most important contingent liabilities referred to guarantees given and were made up as follows:
30 June 2016 31 December 2015
Guarantees given:
on VAT reimbursements
5,105,475 5,105,475
on tax claims 17,734,918 9,956,905
on municipal claims 1,134,224 1,134,224
garantees given on rental contracts 3,597,861 -
Others 11,036,307 12,082,176
  • Others include the following guarantees: 6,711,074 euro as at 30 June 2016 (6,114,365 euro as at 31 December 2015) of
  • guarantees on construction works given to clients; 3,766,391 euro as at 30 Junho 2016 (5.264.966 euro as at 31 December 2015)

of guarantees given concerning building permits in the Resorts segments. The Group has not registered provisions for the events/disagreements for which these guarantees were given since the Group believes that the above mentioned events will not result in a loss for the Group.

  1. INVESTMENT INCOME As at 30 June 2016 and 31 June 2015, Investment income was made up as follows:
30 June 2016 30 June 2015
Dividends 105,147 162,792
Adjustment to the selling price of "Box Lines Navegação"
Gains on disposal of investments in group companies
48,377 48,377 -
Capital gain associated to the sale of Norscut - Concessionária de
Auto-Estradas, SA
16,090,448 -
Sale of investment units from Fundo de Investimento Imobiliário
Fechado Imosede
(263,315)
Income from "Fundo de Investimento Imobiliário Imosonae Dois" 12,601 -
Gains/(Losses) on sale of other investments
Others
16,103,049
-
(263,315)
(89)
Investment Income - 16,256,573 - (100,612)
  1. TAXATION As at 30 June 2016 and 30 June 2015, Taxation was made up as follows:
30 June 2016 30 June 2015
Current tax
Deferred tax
221,170
155,877
2,095,892
(1,124,883)
Taxation 377,046 971,009
  1. RECONCILIATION OF CONSOLIDATED NET PROFIT As at 30 June 2016 and 2015, the reconciliation of consolidated net profit can be
analysed as follows:
30 June 2016 30 June 2015
Aggregate net profit 80,465,547 (23,431,207)
Harmonisation adjustments (396,224) (376,908)
Elimination of intragroup dividends (454,096,128) (38,005,252)
Share of gains/(losses) of associated undertakings 36,177 2,039,426
Elimination of intragroup capital gains/(losses) (1,726,000) (3,221,077)
Elimination of intragroup impairment 392,244,800 13,987,096
Adjustments of gains/(losses) on assets disposals - 4,142,033
Adjustments of gains/(losses) of financial shareholdings sale (6,711,654) 45,722,322
Consolidated net profit for the year 9,816,519 856,433
  1. RELATED PARTIES Balances and transactions with related parties are detailed as follows:
Purchases and services obtained
Sales and services rendered
Transactions 30 June 2016 30 June 2015 30 June 2016 30 June 2015
Parent company (a) - - - -
Associated companies 31,220 194,561 12,356 15,987
Other partners and Group companies (b) 22,652,568
22,683,788
12,971,993
13,166,554
1,661,072
1,673,428
2,206,038
2,222,025
Interest income Interest expenses
Transactions 30 June 2016 30 June 2015 30 June 2016 30 June 2015
Parent company (a) - - - -
Associated companies 165,700 503,679 - -
Other partners and Group companies (b) -
165,700
-
503,679
48,984
48,984
55,906
55,906
Accounts receivable Accounts payable
Balances 30 June 2016 31 December
2015
30 June 2016 31 December
2015
Parent company (a) - - - -
Associated companies 184,134 79,083 9,179 6,302
Other partners and Group companies (b) 9,592,356
9,776,490
10,106,073
10,185,156
9,139,744
9,148,923
8,946,752
8,953,054
Loans obtained Loans granted
Balances 30 June 2016 31 December 30 June 2016 31 December
2015 2015
Parent company (a) - - - -
Associated companies - - 6,730,593 6,689,090
Other partners and Group companies (b) 1,877,553 1,928,510 - -
1,877,553 1,928,510 6,730,593 6,689,090

a) The parent company is Efanor Investimentos, SGPS, SA; b) Balances and transactions with Group Sonae, SGPS and Group Sonae Indústria, SGPS, SA are included under Other partners in

  1. EARNINGS PER SHARE Earnings per share for the periods ended 30 June 2016 and 30 June 2015 were calculated taking into consideration the following amounts:
30 June 2015
9,139,503 196,406
9,139,503 196,406
246,740,156 246,303,242
246,740,156 246,303,242
0.000797
30 June 2016
0.037041

There are no convertible instruments included in Sonae Capital, SGPS, SA's shares,

  1. SEGMENTS INFORMATION In 30 June 2016 and 31 December 2015, the following were identified as segments:

  2. Resorts

  3. Hotels
  4. Fitness
  5. Energy
  6. Refrigeration and HVAC
  7. Other Assets

The contribution of the business segments to the income statement of the periods

Profit and
Loss Account
Resorts Hotels Fitness 30 June 2016
Energy
Refrigeration
and HVAC
Other
Assets
Intersegment
Adjustments
Consolidated
Turnover 10,041,777 6,443,946 8,592,666 21,505,569 28,705,166 9,558,801 -5,465,509 79,382,416
Other
operational
income
1,218,690 234,113 149,086 742,898 223,366 162,720 -703,371 2,027,502
Total
operational
income
11,260,467 6,678,059 8,741,752 22,248,467 28,928,532 9,721,521 -6,168,880 81,409,918
Operational
cash-flow
(EBITDA)
275,159 -2,344,350 1,006,372 4,291,029 1,454,047 954,694 -199 5,636,752
Profit and
Loss
Account
Resorts Hotels Fitness 30 June 2015
Energy
Refrigeration
and HVAC
Other
Assets
Intersegment
Adjustments
Consolidated
Turnover 10,664,927 5,734,945 7,447,919 28,593,085 23,760,271 7,051,824 -7,541,193 75,711,778
Other
operational
5,066,634 200,542 197,501 735,788 232,567 6,432,009 1,147,225 14,012,266
income
Total
operational
15,731,561 5,935,487 7,645,420 29,328,873 23,992,838 13,483,833 -6,393,968 89,724,044
income
Operational
cash-flow
1,277,841 -2,505,025 854,687 5,699,524 731,105 6,602,520 -39,701 12,620,951
(EBITDA)

The contribution of the business segments to the Balance sheets as at 30 June 2016 and 31 December 2015 can be detailed as follows:

Balance Sheet Resorts Hotels Fitness 30 June 2016
Energy
Refrigeration
and HVAC
Other Assets Intersegment
Adjustments
Consolidated
Fixed Assets
Tangible,
Intangible and
146,541,713 13,120,919 8,652,576 25,260,619 9,917,694 109,705,331 -45,710 313,153,143
Goodwill
Investments
46,729,213 10,705,891 27,526 255,460 7,040 350,231,744 -406,113,573 1,843,302
Other Assets 67,366,005 7,054,336 2,345,610 9,125,321 48,161,939 600,339,118 -492,111,162 242,281,168
Total Assets 260,636,931 30,881,146 11,025,712 34,641,401 58,086,673 1,060,276,194 -898,270,444 557,277,613
Total Liabilities 231,007,264 27,164,305 7,466,410 30,443,627 24,449,217 393,406,229 -468,085,683 245,851,369
Technical
investment
271,548 1,190,407 621,881 200,936 59,326 649,412 -45,990 2,947,520
Gross Debt 12,722,199 - 214,883 10,765,649 345,216 136,410,750 - 160,458,697
Net Debt 12,504,981 -96,945 150,959 10,498,271 -390,637 133,413,856 - 156,080,485
Balance Sheet Resorts Hotels Fitness 31 December 2015
Energy
Refrigeration
and HVAC
Other Assets Intersegment
Adjustments
Consolidated
Fixed Assets
Tangible,
Intangible and
149,956,529 12,436,077 9,005,028 26,895,189 9,993,052 111,446,972 -6,010 319,726,837
Goodwill
Investments
41,797,580 10,705,291 27,638 213,433 4,283 360,907,202 -400,097,398 13,558,029
Other Assets 76,197,823 8,070,031 2,747,073 10,745,078 42,435,788 593,656,434 -493,104,764 240,747,465
Total Assets 267,951,933 31,211,399 11,779,739 37,853,700 52,433,123 1,066,010,608 -893,208,172 574,032,331
Total Liabilities 231,646,193 29,764,342 9,121,409 35,009,190 18,086,642 433,849,763 -493,580,059 263,897,480
Technical
investment
1,437,829 575,136 1,312,420 6,242,443 191,289 4,805,144 - 14,564,262
Gross Debt 13,654,719 - 261,161 6,693,808 684,942 163,221,655 - 184,516,284
Net Debt 13,471,474 -104,405 221,797 6,306,008 -813,557 130,116,717 - 149,198,033
  1. SUBSEQUENT EVENTS No significant events, requiring further disclosure, have occurred after 30 June

  2. APPROVAL OF THE FINANCIAL STATEMENTS These consolidated financial statements were approved by the Board of Directors and authorized for issue on 28 July 2016.

The Board of Directors

PART IV INDIVIDUAL FINANCIAL STATEMENTS

(Amounts expressed in euro)

ASSETS Notes 30-06-2016 31-12-2015
NON-CURRENT ASSETS:
Tangible assets 29,036 29,790
Investments 4 347,148,268 352,789,105
Deferred tax assets 7 8,275,218 8,275,218
Other non-current assets 5 374,301,850 376,801,628
Total non-current assets 729,754,372 737,895,741
CURRENT ASSETS:
Taxes recoverable 6 2,034,148 1,525,643
Other current assets 6 55,366,153 49,145,079
Cash and cash equivalents
Total Current Assets
6,936
57,407,237
30,562,977
81,233,698
TOTAL ASSETS 787,161,609 819,129,439
EQUITY AND LIABILITIES
EQUITY:
Share capital 9 250,000,000 250,000,000
Own Shares 9 (1,404,226) (1,426,791)
Legal Reserve 10 10,073,164 9,463,225
Other reserves 10 306,815,095 309,676,446
Profit/(Loss) for the year 33,689,005 12,198,782
TOTAL EQUITY 599,173,038 579,911,662
LIABILITIES:
NON-CURRENT LIABILITIES:
Bank Loans 11 60,229,207 45,125,994
Bonds 11 42,178,666 42,123,598
Other non current liabilities 176,280 107,760
Total Non-Current Liabilities 102,584,153 87,357,352
CURRENT LIABILITIES:
Trade creditors 74,854 101,559
Bank Loans 11 34,000,000 25,990,000
Other creditors 12 50,528,911 124,763,497
Other current liabilities
Total Current Liabilities
13 800,653
85,404,418
1,005,369
151,860,425
TOTAL LIABILITIES 187,988,571 239,217,777
TOTAL EQUITY AND LIABILITIES 787,161,609 819,129,439

(Amounts expressed in euro)

Notes 30-06-2016 30-06-2015
Operational profit
Other operating income 54,036 11,721
Operational profit total 54,036 11,721
Operational loss
External supplies and services
14 (486,491) (492,334)
Staff costs 15 (647,696) (695,513)
Depreciation and amortisation (754) (1,436)
Other operating expenses (92,733) (45,776)
Total operating expenses (1,227,674) (1,235,059)
Operational profit/(loss) (1,173,638) (1,223,338)
Financial Expenses 16 (3,552,636) (4,915,471)
Financial Income 16 9,447,876 16,347,424
Net financial income / (expenses) 5,895,240 11,431,953
Investment income 16 28,824,614 3,500,638
Profit/(Loss) before taxation 33,546,216 13,709,253
taxation 17 142,789 675,109
Profit / (Loss) for the year 33,689,005 14,384,362
Profit/(Loss) per share
SONAE CAPITAL, SGPS, SA
INDIVIDUAL INCOME STATEMENTS BY NATURE
FOR THE SECOND QUARTERS OF 2016 AND 2015
(Amounts expressed in euro)
Notes 2nd QUARTER 2016 2nd QUARTER 2015
Operational profit
Other operating income 41,558 4,623
Operational profit total 41,558 4,623
Operational loss
External supplies and services (234,576) (234,274)
Staff costs (283,825) (242,936)
Depreciation and amortisation (377) (426)
Other operating expenses (17,623) (25,234)
Total operating expenses (536,401) (502,870)
Operational profit/(loss) (494,843) (498,247)
Financial Expenses (1,836,764) (2,548,324)
Financial Income 4,726,438 9,281,739
Net financial income / (expenses) 2,889,674 6,733,415
Investment income 28,046,681 (18,787,018)
Profit/(Loss) before taxation 30,441,512 (12,551,850)
taxation (92,641) 363,113
Profit/(Loss) for the year 30,348,871 (12,188,737)
Profit/(Loss) per share
Basic and Diluted 0.122999 (0.049487)
SONAE CAPITAL, SGPS, SA
INDIVIDUAL STATEMENT OF COMPREHENSIVE INCOME
FOR THE SIX MONTHS ENDED 30 JUNE 2016 AND 2015
(Amounts expressed in euro)
30-06-2016 30-06-2015
Individual net profit/(loss) for the period 33,689,005 14,384,362
Items that may be reclassified subsequently to net profit / (loss):
Changes in the currency translation differences
Share of other comprehensive income of associates and joint ventures accounted for by
the equity method (Note 5)
- -
Change in the fair value of assets available for sale - -
Change in the fair value of cash flow hedging derivatives - -
Tax related to other comprehensive income captions - -
Other comprehensive income for the period - -
Total comprehensive income for the period 33,689,005 14,384,362
SONAE CAPITAL, SGPS, SA
INDIVIDUAL STATEMENT OF COMPREHENSIVE INCOME
FOR THE SECOND QUARTERS OF 2016 AND 2015
(Amounts expressed in euro)
2nd QUARTER 2016 2nd QUARTER 2015
Individual net profit/(loss) for the period 30,348,871 (12,188,737)
Items that may be reclassified subsequently to net profit / (loss): - -
Changes in the currency translation differences - -
Share of other comprehensive income of associates and joint
ventures accounted for by the equity method (Note 5)
- -
Change in the fair value of assets available for sale - -
Change in the fair value of cash flow hedging derivatives - -
Tax related to other comprehensive income captions - -
Other comprehensive income for the period - -
Total comprehensive income for the period 30,348,871 (12,188,737)

REPORT AND ACCOUNTS - JUNE 2016 Individual Financial Statements

(Amounts expressed in euro)

Share
Capital
Own
Shares
Fair Value
Reserves
Other Reserves Retained
Earnings
Sub total Net
Profit/(Loss)
Total Equity
Balance as at 1 January 2015 250,000,000 (1,486,301) 8,611,464 293,493,001 - 302,104,465 17,035,205 567,653,369
Total individual comprehensive income for the period - - - - - - 14,384,362 14,384,362
Appropriation of profit of 2014:
Transfer to legal reserves and retained earnings - - 851,760 16,183,445 - 17,035,205 (17,035,205) -
Dividends paid - - - - - - - -
(Acquisition)/Sales of own shares - 72,435 - - - - - 72,435
Other changes - - - - - - - -
Balance as at 30 June 2015 250,000,000 (1,413,866) 9,463,225 309,676,446 - 319,139,671 14,384,362 582,110,167
Balance as at 1 January 2016 250,000,000 (1,426,791) 9,463,225 309,676,446 - 319,139,671 12,198,782 579,911,662
Total individual comprehensive income for the period - - - - - - 33,689,005 33,689,005
Appropriation of profit of 2015:
Transfer to legal reserves and retained earnings - - 609,939 - 11,588,843 12,198,782 (12,198,782) -
Dividends paid - - - (3,080,184) (11,588,843) (14,669,027) - (14,669,027)
(Acquisition)/Sales of own shares - 22,565 - 218,833 - 218,833 - 241,398
Other changes - - - - - - - -
Balance as at 30 June 2016 250,000,000 (1,404,226) 10,073,164 306,815,095 - 316,888,259 33,689,005 599,173,038

(Amounts expressed in euro)

Notes 30-06-2016 30-06-2015 2nd QUARTER 16 1 2nd QUARTER 15 1
OPERATING ACTIVITIES:
Cash receipts from trade debtors 9,512 - (120) -
Cash receipts from trade creditors 540,683 517,559 323,412 339,460
Cash paid to employees 413,557 894,290 147,059 696,747
Cash flow generated by operations (944,728) (1,411,849) (470,591) (1,036,207)
Income taxes (paid) / received
Other cash receipts and (payments) relating to operating activities
232,124
(336,652)
519
2,901
94
(125,025)
(500)
230,924
Net cash from operating activities (1) (1,513,504) (1,409,467) (595,710) (804,783)
INVESTMENT ACTIVITIES:
Cash receipts arising from:
Investments 382 346,542,712 382 (8,678)
Interest and similar income 16,242,517 5,496,655 6,997 220,828
Dividends 28,046,298 22,184,180 28,046,298 22,184,180
Others
Loans granted
777,933
-
-
-
-
(240,000)
-
-
45,067,131 374,223,547 27,813,677 22,396,330
Cash Payments arising from:
Investments 1,103,963 - 1,103,963 -
Tangible assets 1,250 9,515 - -
Loans granted 3,330,968 352,952,772 (6,429,130) (1,167,228)
Net cash used in investment activities (2) 4,436,181
40,630,951
352,962,287
21,261,261
(5,325,167)
33,138,845
(1,167,228)
23,563,559
FINANCING ACTIVITIES:
Cash receipts arising from:
Sale of own shares 144,043 72,435 144,043 72,435
Loans obtained 63,650,000 12,618,574 34,350,000 1,652,144
63,794,043 12,691,009 34,494,043 1,724,579
Cash Payments arising from:
Interest and similar charges 3,593,724 3,905,063 2,223,479 2,608,692
Dividends 14,665,371 - 14,665,371 -
Loans obtained 115,208,436 22,448,800 50,697,721 11,422,500
133,467,531 26,353,863 67,586,571 14,031,192
Net cash used in financing activities (3) (69,673,488) (13,662,854) (33,092,528) (12,306,613)
Net increase in cash and cash equivalents (4) = (1) + (2) + (3) (30,556,041) 6,188,940 (549,393) 10,452,163
Cash and cash equivalents at the beginning of the period 8 30,562,977 5,112,291 556,329 849,067
Cash and cash equivalents at the end of the period 8 6,936 11,301,230 6,936 11,301,230

SONAE CAPITAL, SGPS, SA

NOTES TO THE INDIVIDUAL FINANCIAL STATEMENTS

FOR THE SIX MONTHS ENDED 30 JUNE 2016 (Translation from the Portuguese Original) (Amounts expressed in Euro)

  1. INTRODUCTION Sonae Capital, SGPS, SA ("the Company" or "Sonae Capital") whose registered office is at Lugar do Espido, Via Norte, Apartado 3053, 4471-907 Maia, Portugal, was set up on 14 December 2007 by public deed, following the demerger from Sonae, SGPS, SA of the whole of the shareholding in the company formerly named Sonae Capital, SGPS, SA, now named SC, SGPS, SA, in compliance with paragraph a) of article 118

of the Commercial Companies Code. The Company's financial statements are presented as required by the Commercial Companies Code. According to Decree-Law 158/2009 of 13 July of 2009, the Company's financial statements have been prepared in accordance with International Financial Reporting Standards

  1. MAIN ACCOUNTING POLICIES The main accounting policies adopted in preparing the accompanying individual financial statements are consisting with those used in the financial statements

presented for the year ended 31 December 2015.

2.1 Basis of preparation Interim financial statements are presented quarterly, in accordance with IAS 34 –

"Interim Financial Reporting". The accompanying financial statements have been prepared from the books and accounting records on a going concern basis and under the historical cost convention, except for financial instruments which are stated at fair value.

  1. CHANGES IN ACCOUNTING POLICIES During the period there were no changes in accounting policies or prior period

  2. FINANCIAL INVESTMENTS As at 30 June 2016 and 31 December 2015 Investments are detailed as follows:

30 June 2016 31 December 2015
Investments in affiliated and associated undertakings 361,968,778 360,864,815
Investments in other companies
Sonae RE - (0,04%) 1,200 1,200
Fundo Invest. Imob. Imosonae Dois - (0,001%) 2,546 2,546
Matadouro Alto Alentejo, SA - (0,89%) 1 1
NET Novas Tecnologias, SA - (2,80%) 23,034 23,034
Fundo F HITEC - (6,46%) 250,950 250,950
362,246,509 361,142,546
Impairment (15,098,241)
347,148,268
(8,353,441)
352,789,105

4.1 Investments in affiliated and associated undertakings As at 30 June 2016 and 31 December 2015, the detail of Investments in Affiliated and Associated Companies is as shown in the table below:

Sociedade % Held Fair
Value
Book Value 30.06.201 6
Fair Value
Reserve
Equity Profit /
(Loss) for the per
iod
CAPWATT, S.G.P.S., S.A. 1 00.00% 2,725,000 8,01 9,41 3 5,291 ,502
Fundo Esp de Invest. Imob Fechado WTC 59.87% 42,268,382 72,643,526 1 ,630,950
Troiaresort, SGPS, S.A. 80,485,571
Interlog - SGPS, S.A. 98.94%
Lidergraf - Artes Gráficas, SA. 24.50% 502,302
SC Assets S.G.P.S., SA 1 00.00%
1 00.00%
1 67,1 32,793
21 ,658,21 0
1 ,1 25,301
25,577,659
21 ,838,786
6,81 4,01 3
29,082,41 8
(1 ,059,369)
1 5,959
1 1 ,783,944
Sonae Turismo, S.G.P.S., S.A. 6,679,778 238,494
SC Finance B.V. 263,698 (527,087)
SC-Eng. e Promoção imobiliária, S.G.P.S., S.A. 36,804,276 35,604,276
Sistavac, SGPS, S.A. 70.00% 32,492,436
Solinca - Health & Fitness, S.A. 1 00.00% 5,857,1 75 3,559,302
Spred, S.G.P.S., S.A. 1 00.00%
1 00.00%
34,575,1 00 (1 0,399,361 )
Perdas por imparidade 1 00.00%
1 00.00%
1 4,446,494
1 3,846,529
40,845,41 5
1 94,330
(44,91 8)
1 ,704
51 ,356
Spred, S.G.P.S., S.A.
Total
1 00.00%
1 4,446,494
1 00.00%
1 3,846,529
1 94,330
361 ,968,778
1 ,704
51 ,356
Perdas por imparidade
SC Assets S.G.P.S., SA
Spred, S.G.P.S., S.A.
3,469,41 2
1 1 ,628,829
Spred, S.G.P.S., S.A.
Total
3,469,41 2
1 1 ,628,829
1 5,098,241
Sociedade % Held Fair
Value
Book Value 31.12.2015
Fair Value
Reserve
Equity Profit /
(Loss) for the
period
CAPWATT, S.G.P.S., S.A. 100.00% 2,725,000 2,727,911 22,523
Fundo Esp de Invest. Imob Fechado WTC 59.57% 42,057,274 71,930,258 2,803,517
Troiaresort, SGPS, S.A. 100.00% 167,132,793 81,544,939 (1,267,436)
Interlog - SGPS, S.A. 98.94% 21,658,210 21,822,827 69,173
Lidergraf - Artes Gráficas, SA. 24.50% 1,125,301 5,657,875 920,936
SC Assets S.G.P.S., SA 100.00% 25,577,659 17,298,473 (2,965,535)
Sonae Turismo, S.G.P.S., S.A. 100.00% 5,857,175 6,441,284 (8,964,192)
SC Finance B.V. 100.00% 263,698 (9,872,274) (10,166,776)
SC-Eng. e Promoção imobiliária, S.G.P.S., S.A. 100.00% 34,575,100 28,471,076 1,353,511
Sistavac, SGPS, S.A. 70.00% 32,492,436 41,890,333 742,129
Solinca - Health & Fitness, S.A. 100.00% 13,553,639 327,590 (892,854)
Spred, S.G.P.S., S.A.
Total
100.00% 13,846,529
360,864,815
6,887,774 (1,923,514)
Spred, S.G.P.S., S.A.
Total
4,884,029
8,353,441
SC Assets S.G.P.S., SA 3,469,412
Perdas por imparidade

Investments carried at cost correspond to those in unlisted companies and for which

a fair value cannot be reliably estimated. In 2015, impairment tests on financial investments were performed, based on external valuations of the real estate of group companies or DCF methodology, to

assess the fair value of such investments. These assessments use discount rates that correspond to the weighted average rates of the cost of capital (WACC), calculated on the basis of the business type in which they operate and s target capital structures, and are in the range [6.98% - 11.86%]. 5 years projections were considered and growth rates in perpetuity were

considered void. As at 30 June 2016 and 31 December 2015, the detail of Impairments on Investments in Affiliated and Associated Companies is as shown in the table below:

30 June 201 6 31 December 201 5 Variation
Spred, SGPS, SA (4,884,029) (6,744,800)
SC Assets SGPS SA -
(1 1 ,628,829) (6,744,800)
(3,469,41 2)
(1 5,098,241 )
(3,469,41 2)
(8,353,441 )
  1. OTHER NON-CURRENT ASSETS As at 30 June 2016 and 31 December 2015, other non-current assets are detailed as

OTHER NON CURRENT ASSETS

30 June 201 6 31 December 201 5
Loans granted to group companies:
SC Assets, SGPS, SA
Troiaresort, S.G.P.S., SA 1 80,647,991
1 86,861 ,637
1 81 ,059,991
1 86,861 ,637
SC Finance BV 5,885,000 5,885,000
Solinca - Health & Fitness, SA 907,222 2,995,000

These assets were not due or impaired as at 30 June 2016. The fair value of loans 374,301 ,850 376,801 ,628

granted to Group companies is basically the same as their book value. Loans to group companies interest at market rates and are repayable within a period exceeding one year. The interest rate as at 30 June 2016 stood, in average, at approximately 4.617%.

  1. OTHER CURRENT ASSETS and INCOME TAX As at 30 June 2016 and 31 December 2015, other current assets and Income tax are made up as follows:
30 June 2016 31 December 2015
Trade debtors - 9,512
Other Debtors - Group 8,042,211 1,097,451
Loans granted 37,113,746 31,283,000
Other Debtors 161,553 28,188
Accrued income 9,475,795 16,240,101
Deferred costs 572,849 486,827
55,366,153 49,145,079
Income tax withheld 2,034,148
57,400,301
1,525,643
50,670,722

The balance registered at Shareholding, other Operations is related to the values transferred from subsidiaries under the IRC regime (RETGS).

As at 30 June 2016 and 31 December 2015, the item Loans Granted is related to financial operations with the following subsidiaries:

30 June 201 6 31 December 201 5
SC Assets, SGPS, SA 1 3,628 1 0,000
SC Sociedade de Consultadoria, SA - 5,000
SC Hospitality, SGPS, SA
CAPWATT, SGPS, S.A.
6,1 50,848
7,868,000
5,341 ,000
1 6,71 1 ,000
Inparvi SGPS, SA
SC Finance BV
- 5,748,000
1 00,41 2 1 08,000
SC, SGPS, S.A.
Solinca - Health & Fitness, SA
1 2,892,936 -
1 ,462,71 2 1 ,1 47,000
SC Engª. Promoção Imobiliária S.A, 5,938,500 -
Troiaresort, S.G.P.S., SA 2,686,709
2,21 3,000

Loans to group companies interest at market rates and are repayable within a period inferior to one year. The interest rate as at 30 June 2016 stood, in average, at

approximately 3.162%. As at 30 June 2016 and 31 December 2015, the item Income tax is made up as

Income tax withheld 231 ,984 576,441
Income tax (advanced payment) 379,360
1 ,570,680
Deferred tax liabilities
Deferred tax assets
Tax losses carried forward 30 June 2016
8,275,218
31 December 2015
8,275,218
30 June 2016 31 December 2015
-
-
30 June 201 6 31 December 201 5
Income tax withheld
Income tax (advanced payment)
379,360 576,441
Income tax 231 ,984 1 ,570,680
The amount registered in Accrued Income includes 9,427,659 euro relative to 1 ,422,804
2,034,1 48
(621 ,478)
1 ,525,643
interest o loan granted to subsidiaries.
Deferred Costs includes 546,050 euros relative to bank commissions that are
deferred for the loan period.
7. DEFERRED TAXES
Deferred tax assets and liabilities as at 30 June 2016 and 31 December 2015, can be
detailed as follows, split between the different types of temporary differences: Deferred tax assets Deferred tax liabilities
30 June 2016 31 December 2015 30 June 2016 31 December 2015
Tax losses carried forward 8,275,218 8,275,218 - -
In accordance with the tax statements presented by companies that recorded
deferred tax assets arising from tax losses carried forward, as at 30 June 2016 and 31
December 2015, tax losses carried forward can be summarized as follows:
Prejuízo fiscal 30 June 201 6
Deferred tax
assets
To be used
until
Prejuízo fiscal 31 December 201 5
Deferred tax
assets
To be used
until
2,462,370 2026 2,462,370 2026
Generated in 201 3 61 ,1 75
1 1 ,725,573
1 2,847
5,800,000
201 8
2028
61 ,1 75
1 1 ,725,573
1 2,847
5,800,000
201 8
2028
39,405,796 39,405,796
Generated in 201 4
Generated in 201 5
The constitution of deferred tax assets was based on the analysis of the relevance of
its recognition, notably as regards the possibility of their recovered, given the
27,61 9,048 8,275,21 7 27,61 9,048 8,275,21 7
prospects for medium and long term of the company.
The deferred tax assets recognized resulting from fiscal losses are recorded to the
extent that it is probable that taxable profit will occur in the future.
The valuation of deferred tax assets is based on the business plans of the Group
companies, periodically reviewed and updated.
Since fiscal year 2014, most of the Group's subsidiaries, based in Portugal, are part of
the perimeter of the taxed Corporate Group in accordance with the Special Taxation
Regime for Company Groups (RETGS), whose parent company is the Sonae Capital,
SGPS, SA.
The analysis carried out on 30 June 2016, resulted that there is reasonable
expectation of recovery of deferred tax assets recorded before their date of expiry.
8. CASH AND CASH EQUIVALENTS
As at 30 June 2016 and 31 December 2015, cash and cash equivalents can be
detailed as follows:

8. CASH AND CASH EQUIVALENTS

Cash - -
Bank deposits 30 June 201 6
6,936
31 December 201 5
30,562,977
Cash and cash equivalents in the balance sheet 6,936 30,562,977
Bank overdrafts
Cash and cash equivalents in the cash flow statement
-
6,936
-
30,562,977
  1. EQUITY The share capital of Sonae Capital SGPS, SA both in June 2016 and December 2015 is represented by 250,000,000 ordinary shares, which do not have the right to a

fixed remuneration, with a nominal value of 1 euro each. As at 30 June 2016, Sonae Capital SGPS, SA holds 5,516,226 own shares representing 2.206% of the share capital (5,914,571 shares at 31 December 2015), recorded by 1,404,226 euros (1,426,791 euros at 31 December 2015) (Note 10).

  1. RESERVES As at 30 June 2016 and 31 December 2015 the caption Other Reserves can be
30 June 201 6 31 December 201 5
Free reserves
Demerger reserve
1 72,772,61 6 1 75,61 1 ,402
1 32,638,253 1 32,638,253

Free Reserves: These reserves result from the transfer of the positive results obtained in retained exercises and can be distributed to shareholders provided they Own shares reserve 1 ,404,226 1 ,426,791 306,81 5,095 309,676,446

are not required to cover losses. The overall value of the demerger reserve (Note 1), representing the difference between the book value of the stake in SC, SGPS, SA (382,638,252 euros) which was split off from Sonae, SGPS, SA to the Company and the amount of the Company's share capital (250,000,000 euros) which is comparable to the legal Reserve, according to the Companies Code, may not be distributed to the shareholders except in the event of liquidation of the Company, but may be used to absorb accumulated losses, after other reserves are exhausted, or can be incorporated into

capital. Legal Reserve: Under the law, at least 5% of annual net profit is positive, should be allocated to the legal reserve until it represents 20% of the share capital. This reserve is not distributable except in the event of liquidation of the Company, but can be used to absorb losses after the other reserves, or increase capital. As at 30 June

2016 the value of this item amounts to 10,073,164 Euros. Reserve own shares: This reserve, established in accordance with article 342 of the CSC, is the same amount of the own shares value held by the Company. This reserve is unavailable while the own shares are in possession of the Company.

  1. LOANS
As at 30 June 2016 and 31 December 2015 this caption included the following loans:
30 June 2016 31 December 2015
Bank loans Current Non Current Current Non Current
Sonae Capital SGPS - commercial paper
a)
25,750,000 - - -
Sonae Capital SGPS - commercial paper
d)
8,250,000 - 8,250,000 -
Sonae Capital SGPS - commercial paper
b)
- 10,350,000 - -
Sonae Capital SGPS - commercial paper
c)
- 30,000,000 - 30,000,000
Sonae Capital SGPS
e)
- - 3,290,000 9,047,500
Sonae Capital SGPS - commercial paper
g)
- - 3,250,000 1,500,000
Sonae Capital SGPS - commercial paper
i)
- - 1,200,000 4,800,000
Sonae Capital SGPS - commercial paper
j)
- 20,000,000 - -
Up-front fees not yet charged to income statement - (120,793) - (221,506)
34,000,000 60,229,207 15,990,000 45,125,994
Bank overdrafts (Note 8) -
34,000,000
-
60,229,207
-
15,990,000
-
45,125,994
Bond Loans
Obrigações Sonae Capital 2011/2016
f)
- - 10,000,000 -
Obrigações Sonae Capital 2014/2019
h)
- 42,500,000 - 42,500,000
Up-front fees not yet charged to income statement - (321,334) - (376,402)
- 42,178,666 10,000,000 42,123,598
34,000,000 102,407,873 25,990,000 87,249,592
b) placed in relationship banks.
Commercial paper programme, with subscription guarantee, issued on 31 March 2011 and valid
up to August 2018, except if the reimbursement is anticipated under the contracted terms of
the call/put option, in August 2016. This loan is guaranteed by a mortgage on real estate assets.
c) Commercial paper programme, with subscription guarantee, issued on 27 December 2012 and
valid up to December 2017.
d) Commercial paper programme, with subscription guarantee, issued on 31 December 2015, with
annual renewals up to 3 years.
e) Bank loan guaranteed by a mortgage on real estate, started on 2 June 2011 and valid up to
September 2019, with quarterly payments. At the date of the financial statements, the
programme was fully refunded.
f) Bond loan Sonae Capital, SGPS 2011/2016, repayable after 5 years, in one instalment, on 17
January 2016. This bond issue pays interest every six months.
g) Commercial paper programme, with subscription guarantee, issued on 7 May 2014 and valid for
a 3 year period, with semi-annual payments. At the date of the financial statements, the
programme was fully refunded.
h) Bond loan Sonae Capital, SGPS 2014/2019, repayable after 5 years, in one instalment, on 28 May
2019. This bond issue pays interest every six months.
i) Commercial paper programme, with subscription guarantee, issued on 18 March 2015 and valid
up to March 2020, with annual payments. At the date of the financial statements, the
programme was fully refunded.
j) Commercial paper programme, with subscription guarantee, issued on 23 June 2016 and valid
for a 5 year period, with annual payments.
2.339%. The interest rate on bank loans and bonds in force on 30 June 2016 was on average
Bank loans pay interest rates that are indexed to the Euribor market rates of the
period, and its fair value is considered close to its book value.
  • a) Short term commercial paper programme, issued on 28 March 2008 and valid for a 10 year period, which may be extended at the option of Sonae Capital. Placed in investors or financial institutions and guaranteed by credit lines, with commitment of at least six months to a year, placed in relationship banks.
  • b) Commercial paper programme, with subscription guarantee, issued on 31 March 2011 and valid up to August 2018, except if the reimbursement is anticipated under the contracted terms of the call/put option, in August 2016. This loan is guaranteed by a mortgage on real estate assets.
  • c) Commercial paper programme, with subscription guarantee, issued on 27 December 2012 and valid up to December 2017.
  • d) Commercial paper programme, with subscription guarantee, issued on 31 December 2015, with annual renewals up to 3 years.
  • e) Bank loan guaranteed by a mortgage on real estate, started on 2 June 2011 and valid up to September 2019, with quarterly payments. At the date of the financial statements, the programme was fully refunded.
  • f) Bond loan Sonae Capital, SGPS 2011/2016, repayable after 5 years, in one instalment, on 17 January 2016. This bond issue pays interest every six months.
  • g) Commercial paper programme, with subscription guarantee, issued on 7 May 2014 and valid for a 3 year period, with semi-annual payments. At the date of the financial statements, the programme was fully refunded.
  • h) Bond loan Sonae Capital, SGPS 2014/2019, repayable after 5 years, in one instalment, on 28 May 2019. This bond issue pays interest every six months.
  • i) Commercial paper programme, with subscription guarantee, issued on 18 March 2015 and valid up to March 2020, with annual payments. At the date of the financial statements, the programme was fully refunded.
  • j) Commercial paper programme, with subscription guarantee, issued on 23 June 2016 and valid for a 5 year period, with annual payments.

In case of any Bank institution or commercial paper investor do not renew, at the maturity date, its respective loans, the Group has credit lines available to overcome

such renewables

  1. OTHER CREDITORS
30 June 201 6 31 December 201 5
Other creditors
Group companies - Short term loans 48,342,829
1 22,91 3,765

As at 30 June 2016 and 31 December 2015 the caption loans granted is relative to financial operations granted to the following subsidiaries: Other creditors 2,1 86,082 1 ,849,732 50,528,91 1 1 24,763,497

30 June 201 6 31 December 201 5
Group companies - Short term loans:
Interlog-SGPS,SA - 5,885,051
SC Finance BV - 48,703,000
SC, SGPS, SA 21 ,831 ,700
-
21 ,836,500
SC-Eng. e Promoção Imobiliária,SGPS,S.A. 21 ,292,21 4
SC For - Serv. de For. e Desenv. de Recur. Hum., Unipe., Lda 3,400 1 4,000
Sistavac, SGPS, S.A.
21 ,776,250 21 ,002,000

Loans obtained from group companies bear interest at market rates and are repayable within one year. The interest rate as at 30 June 2016 was, in average, Spred, SGPS, SA 4,731 ,479 4,1 81 ,000 48,342,829 1 22,91 3,765

approximately 0.234%. The item 'Other creditors' includes 2,173,218 euros regarding transfers from subsidiaries of tax estimates under the special regime RETGS.

  1. SUPLIERS, TAXES AND OTHER CURRENT LIABILITIES
30 June 2016 31 December 2015
Trade creditors 74,854 101,559
Taxes payable - other taxes 67,686 58,272
Other current liabilities
Accruals:
Staff costs 416,685 378,224
Interest payable 271,015
44,655
449,038
Other accruals 115,543
Deferred income 613
800,653
4,292
1,005,369

As at 30 June 2016 and 31 December 2015 the item 'Other Taxes' can be detailed as follows:

30 June 2016 31 December 2015
Income taxation - -
Income taxation - amounts withheld 36,414 39,568
VAT 69 462
Social security contributions 31,203 18,242
67,686 58,272
  1. EXTERNAL SUPPLIES AND SERVICES As at 30 June 2016 and 2015 External Supplies and services can be detailed as
30 June 201 6 30 June 201 5
Operational rents (4,830)
Insurance costs (26,307)
Travelling expenses (25,754) (21 ,268)
Services obtained (20,941 )
(427,882)
(1 0,021 )
(396,727)
Other services (7,085)
(492,334)
(486,491 ) (38,01 2)
  1. STAFF COSTS
30 June 201 5
(596,456)
-
(44,895)
(54,1 62)
As at 30 June 2016 and 2015, staff costs were made up as follows:
30 June 201 6
(533,981 )
(32,744)
(78,644)
(2,327)

(647,696) (695,51 3)

  1. NET FINANCIAL EXPENSES AND INVESTMENT INCOME As at 30 June 2016 and 2015, Net Financial Expenses and Investment Income can be
Interest payable and similar expenses
Interest arising from:
Bank loans
30 June 201 6 30 June 201 5
Bonds
Other (1 ,230,245)
(90,986)
(1 ,534,553)
Other financial expenses (867,91 4)
(1 ,363,491 )
(1 ,1 1 7,1 79)
(981 ,303)
(1 ,282,436)
(3,552,636) (4,91 5,471 )
Interest receivable and similar income
Interest income 9,447,876
Net financial expenses 9,447,876
5,895,240
1 6,347,424
1 6,347,424
1 1 ,431 ,953
(6,744,800)
Reversal of /and Impairment losses (Note 4.1 )
Dividends received
34,791 ,098 (1 8,683,542)
22,1 84,1 80
Other income
Investment income
778,31 6
28,824,61 4
-
3,500,638

As at 30 June 2016, the amount mentioned in item "Interest arising from Other"

refers to the interest incurred with current loans obtained from group companies. As at 30 June 2016, the amount of dividends received from affiliated companies can

SC EPI SGPS, SA 27,271 ,077
Sistavac SGPS, SA 700,000
Spred SGPS 6,744,800

As at 30 June 2016 the amount recorded under 'Other income' regards to income 34,791 ,098

30 June 201 6 30 June 201 5
Current tax 525,352
Deferred tax (Note 7) -
Sonae capital is taxable according to the RETGS. 1 42,789
1 42,789
1 49,757
675,1 09
  1. EARNINGS PER SHARE Earnings per share for the periods ended at 30 June 2016 and 2015 were calculated
Lidergraf, SA
SC EPI SGPS, SA
Sistavac SGPS, SA
75,222
27,271 ,077
700,000
Spred SGPS 6,744,800
As at 30 June 2016 the amount recorded under 'Other income' regards to income
earned from the WTC Fund.
34,791 ,098
17. TAXATION
As at 30 June 2016 and 2015, Taxation was made up as follows:
Current tax 30 June 201 6 30 June 201 5
525,352
Deferred tax (Note 7) 1 42,789
-
1 49,757
Sonae capital is taxable according to the RETGS.
18. EARNINGS PER SHARE
1 42,789 675,1 09
Earnings per share for the periods ended at 30 June 2016 and 2015 were calculated
taking into consideration the following amounts:
Net profit
Net profit taken into consideration to calculate basic
earnings per share (Net profit for the period )
30 June 201 6
33,689,005
30 June 201 5
-
-
Effect of dilutive potential shares
Net profit taken into consideration to calculate
1 4,384,362
diluted earnings per share 33,689,005
Number of shares
Weighted average number of shares used to calculate
basic earnings per share
1 4,384,362
246,303,242
Weighted average number of shares used to calculate
diluted earnings per share
246,740,1 56 246,303,242
Earnings per share (basic and diluted) 246,740,1 56 0.058401
0.1 36536
19. COMPLIANCE WITH LEGAL REQUIREMENTS
Art 5 nr 4 of Decree-Law nr 495/88 of 30 December changed by art 1 of Decree
Law nr 318/94 of 24 December:
In the period ended 30 June 2016 there was no shareholders' loan contracts entered.
In the period ended 30 June 2016 short-term loan contracts were entered with the
companies Solinca-Health and Fitness, SA, SC Eng. Promoção Imobiliária, SA, SC For
– Serv. de Formação e Desenv. de Recur. Hum., Unipessoal, Lda. and SC, SGPS, S.A.
As at 30 June 2016 amounts due by affiliated companies can be summarized as
follows:

Earnings per share (basic and diluted) 0.1 36536 0.058401

  1. COMPLIANCE WITH LEGAL REQUIREMENTS Art 5 nr 4 of Decree-Law nr 495/88 of 30 December changed by art 1 of Decree-Law nr 318/94 of 24 December:

In the period ended 30 June 2016 there was no shareholders' loan contracts entered. In the period ended 30 June 2016 short-term loan contracts were entered with the companies Solinca-Health and Fitness, SA, SC Eng. Promoção Imobiliária, SA, SC For – Serv. de Formação e Desenv. de Recur. Hum., Unipessoal, Lda. and SC, SGPS, S.A.

As at 30 June 2016 amounts due by affiliated companies can be summarized as

Loans and Short term loans granted

Companies Closing Balance
SC Assets, SGPS, SA
SC Hospitality, SGPS, SA 1 80,661 ,620
CAPWATT, SGPS, S.A. 6,1 50,848
7,868,000
Inparvi SGPS, SA 1 00,41 2
SC Finance BV 5,885,000
SC, SGPS, S.A. 1 2,892,936
Solinca - Health & Fitness, SA 2,369,934
Troiaresort, S.G.P.S., SA 1 89,548,346
SC Engª. Promoção Imobiliária, SA 5,938,500

As at 30 June 2016 amounts due to affiliated companies can be summarized as 41 1 ,41 5,596

Companies Closing Balance
SC For - Serv. de Formação. e Desenv. de Recur. Hum., Unipessoal., Lda 3,400
Spred, SGPS, SA 4,731 ,479
Sistavac, SGPS, SA 21 ,776,250
Interlog SGPS SA
21 ,831 ,700
48,342,829
  1. SUBSEQUENT EVENTS No significant events, requiring further disclosure, have occurred after 30 June 2016.

  2. APPROVAL OF THE FINANCIAL STATEMENTS These financial statements were approved by the Board of Directors and authorized for issue on 28 July 2016.

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