Investor Presentation • Aug 29, 2014
Investor Presentation
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Sonae MC:
Sonae Sierra LfL occupancy and tenant sales returned to growth. Compression of real estate yields led to strong indirect net result.
NOS successfully launched the new brand and achieved record growth of 450 thousand RGUs leveraged on the convergent offer.
Sonae further reinforced its capital structure with another quarter of debt reduction.
"Our second quarter consolidated performance registered a 6% turnover growth and a 22% growth in direct results, as well as an inversion of indirect results, allowing us to post total results more than doubling last year's value. Operational performance of our consolidated companies increased slightly to 94M€ underlying EBITDA, as a result of improved performance at SONAE SR and a decline at SONAE MC.
The food retail market in Portugal has been extremely competitive since the 3rd quarter of last year leading to a strong price deflation and a situation where the weakest players are in great difficulties. We do not welcome this situation but as the largest player with the most efficient operations, lowest market prices and best financial performance, we will of course maintain our strategy of leading in price, range, and promotional offers. In the quarter we continued to grow our food retail market share, increasing our turnover by 3.5%.
At Sonae SR we have been continuing the path towards breakeven, further increasing market share in almost all our businesses and reaching 11% LfL sales growth in 2Q14, one of the highest ever achieved. I would like to highlight the success of the store concepts implemented at MO in Portugal, Sport Zone and Worten in Spain, all reaching double digit additional sales growth per sq meter. Moreover, we have continued a gradual restructuring of our store network and the total effect has resulted in a 20% in sales/m2 (vs. 2Q13). Our financial performance does not fully capture this positive evolution as improvements in our stock provisioning rules have anticipated 3 M€ of provisions vs. last year – this effect will be reversed in the 3rd quarter comparison versus last year.
Sonae Sierra was able to further improve its LfL tenant sales growth and benefited from the contraction of real estate yields in Europe which led to a positive impact in the results, inverting the negative tendency faced over the last years. We expect rental income to gradually improve, as a result of better tenant sales and improved occupancy.
NOS is progressing well in the two key drivers of value creation – extracting merger synergies and conquering leadership in the growth of convergent offers. Progress in the corporate segment has also been significant.
Sonae Investment Management has also improved performance and has made two investments in technologies that are important to our business – cybersecurity and indoor location."
Paulo Azevedo, CEO
Following the merger between Zon and Optimus and its report using the equity method, we decided to change the way we report our results to the market by separating each business, in order to obtain more transparency between the segments: 1) Sonae Retail: Sonae MC, SR and RP; 2) Investment Management, including Software and Systems Information, and Público businesses from Sonaecom; 3) Sonae Sierra and 4) NOS. Moreover, Sonae adjusted the 2013 profit and loss statements on a pro forma basis (2Q13 PF and 1H13 PF), assuming that the merger between ZON and Optimus occurred in January 1st 2013, with some consolidation effects in our co‐controlled vehicle company. This criterion, besides assuring an easier and fairer comparability between 2013 and 2014 results, is in line with the current reporting pro forma method adopted by Sonaecom, NOS and market expectations.
Turnover and underlying EBITDA margin
Note: Data provided by Eurostat as of July 25th 2014. 2Q14 information until May 2014.
In 1H14 Sonae MC turnover reached 1,626 M€, 42 M€ and 2.6% above 1H13, and 28 M€ and 3.5% above the same quarter of the previous year. This increase in the 1st half reflects approximately 5% growth in volume sales supported by the opening of 11 Continente Modelo stores and 4 Continente Bom Dia stores over the last 12 months. Sonae MC strategy of having a high variety of products available to consumers, a very efective promotion activity in stores recognized by their modernity, and with focus in continuous improvement of the quality of products, allowed Sonae MC to strengthen its leading market share in the Portuguese food retail sector1 . Should be noted that the portfolio of Continente own brands was kept in 1H14 at approximately 31% of the turnover of FMCG categories.
In 1H14 Sonae MC reached an underlying EBITDA of 100 M€ corresponding to a margin of 6.1% (65M€ and 7.7% for the 2Q14, respectively). These results were achieved despite the highly competitive environment that led us to a strong promotional effort, causing an internal deflation of 2.2% in the 1H14 (and 2.9% in the 2Q14) and a negative effect on the turnover and on the EBITDA. This promotional activity continued to be supported by the Continente loyalty card which was used for more than 90% of sales in the period.
Sonae MC CAPEX reached 40 M€ in 1H14, 7 M€ above the same period last year. The investments carried out by Sonae MC in 1H14 included the opening of one Continente Bom Dia store in Alvalade (Lisbon) and the preparation of new store openings including Continente Modelo store of Ilhavo, and Continente Bom Dia stores of Tondela and Palmela, already opened in July.
During the 1H14 Sonae MC opened 21 Meu Super stores under franchising agreements finalizing the first half of the year with 89 stores of this format. Until the end of 2014 we are expecting to have 120 Meu Super stores.
On June 26th 2014, Sonae announced the rebranding of book.it, now note! and opened the business to franchising. The first store under franchising agreement opened on June 27th in Braga. This measure contributes to the modernization of the retail stationery sector in Portugal.
1 For example, A. C. Nielsen's Homescan survey YTD up until 15th June: +0.6 p.p. market share for Continente.
Turnover and underlying EBITDA margin
| Sonae SR per country | ||||||
|---|---|---|---|---|---|---|
| 1H13 | 1H14 | y.o.y | 2Q13 | 2Q14 | y.o.y | |
| Turnover (million €) | 518 | 579 | 11.9% | 253 | 288 | 13.8% |
| Portugal | 369 | 409 | 10.9% | 183 | 208 | 13.8% |
| International | 148 | 170 | 14.5% | 70 | 79 | 13.8% |
| EBITDA (million €) | ‐17 | ‐7 | 60.5% | ‐6 | ‐2 | 59.6% |
| Portugal | 4 | 10 | 170.1% | 4 | 7 | 77.5% |
| International | ‐21 | ‐17 | 18.0% | ‐10 | ‐9 | 6.0% |
| EBITDA margin | ‐3.3% | ‐1.2% | 2.1 p.p. | ‐2.4% | ‐0.8% | 1.5 p.p. |
| Portugal | 1.1% | 2.6% | 1.5 p.p. | 2.1% | 3.3% | 1.2 p.p. |
| International | ‐14.2% | ‐10.2% | 4.0 p.p. | ‐14.0% | ‐11.6% | 2.4 p.p. |
SR International ‐ m2 /store evolution
In 1H14, Sonae SR turnover reached 579 M€, 11.9% above the same period last year corresponding to 8.5% growth on a like-for-like (LfL) basis (and 11% in 2Q14).
Sonae SR underlying EBITDA recovered from negative 17 M€ to negative 7 M€ which correspond to an improvement in the underlying EBITDA margin of 2.1 p.p. y.o.y. reaching negative 1.2%. The 2Q14 underlying EBITDA of minus 2M€ is negatively impacted by the anticipation of provision of 3M€, resulting from a new inventory depreciation monthly agenda. Sonae SR performance is the result of the stronger sales evolution combined with the turnaround measures implemented over the last years which also led to an increase in its market share in almost all formats both in the Portuguese and in the Spanish market. The recent evolution of the majority of the businesses in the geographies we are present, coupled with the 'tailwinds' from the economic environment being witnessed, give us the confidence to continue with the strategic plan we're implementing, in order to deliver very positive figures shortly. It is worth highlighting that this significant improvement in the results was only possible thanks to:
Sonae SR CAPEX amounted 26 M€, 16M€ above 1H13 which includes the opening of a Sport Zone store in Tenerife (Spain). Until the end of September, Sonae SR will refurbish 10 more MO stores. In 1H14, Sonae SR strengthened its international expansion by opening 6 new Zippy stores namely in Armenia, Malta, Saudi Arabia, and Lebanon, 1 MO store also in Malta and 1 Sport Zone in Spain. The Sport Zone store was opened in the autonomous Spanish city of Ceuta on Africa's northern coast and is the format's first franchise store.
2 For example, GFK survey YTD: +2.6 p.p. (until May) market share for Worten Portugal and +0.2 p.p. (until June) market share for Worten Spain.
| Sonae RP | ||||||
|---|---|---|---|---|---|---|
| Million euros | 1H13 | 1H14 | y.o.y. | 2Q13 | 2Q14 y.o.y. | |
| Turnover | 62 | 63 | 2.1% | 31 | 31 | 1.1% |
| Underlying EBITDA | 55 | 57 | 2.3% | 28 | 28 | 1.0% |
| Underlying EBITDA margin | 89.9% | 90.1% | 0.2 p.p. | 90.6% | 90.5% ‐0.1 p.p. |
In 1H14, Sonae RP turnover increased 1 M€ to 63 M€, reaching an underlying EBITDA of 57 M€, 2M€ above the value reached in the previous year, which translates into an underlying EBITDA margin of 90.1% and a LTM EBIT ROCE of 7.1%.
The net book value of the capital invested in retail real estate assets amounted, at the end of 1H14, 1.23 bn€, corresponding to a portfolio of 33 Continente stores, 80 Continente Modelo stores and 16 Continente Bom Dia stores. Sonae currently maintains a freehold level of approximately 73% of its food retail selling area and 28% of its non‐food retail space.
Sonae RP CAPEX stood at 7 M€, 8 M€ below the same period in 2013.
During 1H14 there were two sale and leaseback transactions, in the total amount of 5.7 M€ and a third one of 5.8 M€ was completed in July.
Investment Management unit includes the businesses from MDS, Maxmat3 , GeoStar4 and Tlantic3 , as well as the Software and Systems Information (SSI) and Online & Media units from Sonaecom: WeDo Technologies, Saphety, Mainroad, Bizdirect and Público. This business unit also has the responsibility of supporting management on M&A activities as well as E‐ventures, a new initiative launched in 2013.
| Investment Management | ||||||
|---|---|---|---|---|---|---|
| Million euros | 1H13 | 1H14 | y.o.y. | 2Q13 | 2Q14 | y.o.y. |
| Turnover | 107 | 118 | 10.1% | 56 | 63 | 13.5% |
| Underlying EBITDA | 3 | 5 | 52.1% | 3 | 3 | 9.5% |
| Underlying EBITDA margin | 3.0% | 4.1% | 1.1 p.p. | 4.6% | 4.4% ‐0.2 p.p. |
Investment Management turnover, stood at 118 M€, 10.1% above 1H13, also benefitting from the increase of 4.1% of the SSI business, which totalled 57.9 M€ in 1H14.
Investment Management underlying EBITDA margin reached 4.1% corresponding to an underlying EBITDA of 5 M€, 2 M€ above 1H13.
These results were mainly supported by the contributions of MDS, Maxmat and WeDo Technologies.
MDS is the leader in the Portuguese insurance brokerage market and a top‐3 player in Brazilian market. The company offers a fully integrated service and provides customized and state of the art solutions to its customers.
WeDo Technologies is the worldwide market leader in revenue and business assurance software and works with some of the world's leading blue chip companies from the retail, energy and finance industries, as well as more than 180 telecommunications operators from more than 90 countries, through more than 500 highly‐skilled professionals.
With a wide range of DIY products, construction, bathroom and garden, Maxmat offers an adequate selection to different needs, from private to major projects of small and medium enterprises. Maxmat is a Discount company guided by a Low Cost philosophy.
During July the Investment Management portfolio had some changes. A security software specialist company in Spain – S21 sec ‐ as well as a part of an indoor location company ‐ Movvo (ex‐Around Knowledge) ‐ were acquired.
3 Sonae holds 50% of Maxmat and 77.7% of Tlantic and adopts the full consolidation method to report its results. 4 GeoStar is reported using the equity method.
| Sonae Sierra ‐ Operational data | |||
|---|---|---|---|
| 1H13 | 1H14 | y.o.y. | |
| Footfall (million visitors) | 191 | 200 | 4.7% |
| Europe | 144 | 147 | 2.6% |
| Brazil | 47 | 53 | 11.1% |
| Ocuppancy rate (%) | 93.6% | 94.7% | 1.0 p.p. |
| Europe | 93.4% | 95.4% | 2.0 p.p. |
| Brazil | 94.7% | 92.4% | ‐2.2 p.p. |
| "Like‐for‐Like" (LfL) Tenant sales | |||
| Europe | ‐3.5% | 3.5% | 7.0 p.p. |
| Brazil (local currency) | 4.2% | 7.8% | 3.6 p.p. |
| Tenant sales (million euros) | 2,099 | 2,044 | ‐2.6% |
| Europe (million euros) | 1,439 | 1,382 | ‐3.9% |
| Brazil (million euros) | 660 | 661 | 0.3% |
| Brazil (million reais) | 1,757 | 2,081 | 18.5% |
| Nº of shopping centres owned/co‐owned (EOP) | 48 | 47 | ‐1 |
| Europe | 39 | 37 | ‐2 |
| Brazil | 9 | 10 | 1 |
| GLA owned in operating centres ('000 m2) | 1,944 | 1,900 | ‐2.3% |
| Europe | 1,555 | 1,433 | ‐7.9% |
| Brazil | 389 | 467 | 19.9% |
| Sonae Sierra ‐ Financial indicators | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Million euros | 1H13 | 1H14 | y.o.y. | 2Q13 | 2Q14 | y.o.y. | ||||
| Turnover | 111 | 109 | ‐1.8% | 56 | 55 | ‐0.6% | ||||
| EBITDA | 56 | 51 | ‐9.2% | 28 | 26 | ‐6.9% | ||||
| EBITDA margin | 50.9% | 47.1% | ‐3.8 p.p | 49.3% | 46.2% | ‐3.1 p.p | ||||
| Direct result | 29 | 22 | ‐25.6% | 15 | 10 | ‐29.7% | ||||
| Indirect result | ‐34 | 26 | ‐ | ‐32 | 26 | ‐ | ||||
| Net results | ‐5 | 48 | ‐ | ‐17 | 36 | ‐ | ||||
| … atributable to Sonae | ‐2 | 24 | ‐ | ‐9 | 18 | ‐ | ||||
| OMV | 2,214 | 2,155 | ‐2.7% | |||||||
| NAV | 1,040 | 1,092 | 5.0% |
The occupancy rate of Sonae Sierra improved to 94.7% growing 1.0 p.p. when compared to the previous year which continues proving the benchmark quality of its assets. In Europe, this rate increased to 95.4%, 2.0 p.p. above 1H13 and in Brazil it decreased 2.2 p.p. to 92.4% impacted by the opening of Passeio das Águas on October 30th 2013. Excluding the effect of asset portfolio changes, this rate would have reached 95.1% in Brazil.
LfL tenant sales in Europe in 1H14 increased to 3.5%, a significantly recovery when compared to 1H13, which shows very positive signs of the sector evolution. Nevertheless, tenant sales in Europe decreased by 3.9% y.o.y. due to the sale of Parque Principado in Spain in October 7th 2013, ValeCenter and Airone in Italy in December 20th 2013. In Brazil LfL tenant sales totalled 7.8% and tenant sales in local currency improved by 18.5% y.o.y..
In 1H14 Turnover stood at 109 M€, 2 M€ bellow the same period last year. This result was mainly impacted by the sale of assets in 2013 and to the adverse FX change effect. This lower turnover led to an EBITDA of 51 M€, 9.2% below 1H13.
The direct results recorded 22 M€, 8 M€ below 1H13. The lower direct results were impacted by the sale of assets already mentioned, and the adverse FX change effect. Moreover, the indirect result had a remarkable recovery amounting 26 M€ that compares with a loss of 34 M€ in 1H13. This strong set of results was particularly influenced by the yields recovery in Portugal and Spain but also by the positive evolution of the tenant sales. These effects resulted in a significant recovery of the net results from loss of 5 M€ to a gain of 48 M€.
On June 30th 2014 the OMV (Open Market Value) attributable to Sonae Sierra was 2.155 bn€, 72 M€ above December 31st 2013, as a result of the real estate yields recovery and the real appreciation. NAV (Net Asset Value) was positively impacted for the same reasons as OMV, reaching at 1H14 1.092 bn€, 91 M€ above December 2013.
At the end of June 2014 the Loan‐to‐value ratio remains at a conservative level of 43%.
Launch of "NOS" on May, 16th, a single brand for all segments and for all services, replacing ZON OPTIMUS. Results have beaten all expectations – in just 7 weeks after launch, total awareness was more than 90%.
| NOS Indicators ‐ Pro‐forma Results | ||||||
|---|---|---|---|---|---|---|
| Million euros | 1H13 PF | 1H14 | y.o.y. | 2Q13 PF | 2Q14 | y.o.y. |
| Operating revenues | 709 | 682 | ‐3.8% | 357 | 345 | ‐3.4% |
| EBITDA | 278 | 264 | ‐5.3% | 140 | 134 | ‐4.8% |
| EBITDA margin | 39.3% | 38.6% ‐0.6 p.p. | 39.3% | 38.7% ‐0.6 p.p. | ||
| Net results | 58 | 44 | ‐24.8% | 31 | 18 | ‐39.8% |
| CAPEX | 127 | 145 | 14.2% | 67 | 89 | 33.0% |
| EBITDA‐CAPEX | 151 | 118 | ‐21.8% | 74 | 45 | ‐38.9% |
| Recurrent CAPEX | 124 | 125 | 0.3% | 66 | 72 | 9.5% |
| EBITDA‐Recurrent CAPEX | 154 | 139 | ‐9.9% | 75 | 62 | ‐17.3% |
NOS operating revenues stood at 682.3 M€ in 1H14, decreasing 3.8% y.o.y..
EBITDA reached 263.5 M€, decreasing 5.3% when compared to 1H13.
Recurrent CAPEX stood stable y.o.y., reaching 124.6 M€ in 1H14. As a consequence of EBITDA evolution, EBITDA‐ Recurrent CAPEX decreased 9.9%.
Net financial debt to EBITDA stood at 1.9x at the end of 1H14.
The average maturity of its net financial debt is now 2.1 years.
NOS published its 1H14 results on July 30th 2014 which are available at www.nos.pt.
| 2Q13 | 1Q14 | 2Q14 | |
|---|---|---|---|
| Total RGUs | 7,241 | 7,215 | 7,296 |
| Convergent RGUs | 34 | 556 | 1,008 |
| Mobile | 3,204 | 3,288 | 3,397 |
| % 3P&4P Subscribers | 65.3% | 68.0% | 69.2% |
| IRIS Subscribers | 339 | 499 | 561 |
Over 1.007 million convergent RGUs at the end of 2Q14, representing net adds of 451.9 thousand.
Mobile net adds of 108.7 thousand in 2Q14.
IRIS achieved another record quarter with additional 62.7 thousand subscribers, reaching 69.2% as a percentage of the 3&4P subscriber base.
Subsequent to the merger between Optimus and Zon (currently NOS), and since the day in which new shares issued were listed on September 9th 2013, and until June 30th 2014, the company's market capitalisation grew 12.4%, corresponding to a share price increase from 4.27€ to 4.80€. The PSI20, the main Portuguese index, grew its market capitalisation 14.1% in the same period.
| Million euros | 1H13 PF | 1H14 | y.o.y. 2Q13 PF | 2Q14 | y.o.y. | |
|---|---|---|---|---|---|---|
| Sonae MC | 1,584 | 1,626 | 2.6% | 810 | 839 | 3.5% |
| Sonae SR | 518 | 579 | 11.9% | 253 | 288 | 13.8% |
| Sonae RP | 62 | 63 | 2.1% | 31 | 31 | 1.1% |
| Investment manag. | 107 | 118 | 10.1% | 56 | 63 | 13.5% |
| E&A (1) | ‐68 | ‐80 | ‐17.4% | ‐33 | ‐41 | ‐27.1% |
| Turnover | 2,203 | 2,306 | 4.7% | 1,118 | 1,180 | 5.6% |
| Sonae MC | 106 | 100 | ‐6.2% | 66 | 65 | ‐1.9% |
| Sonae SR | ‐17 | ‐7 | 60.5% | ‐6 | ‐2 | 59.6% |
| Sonae RP | 55 | 57 | 2.3% | 28 | 28 | 1.0% |
| Investment manag. | 3 | 5 | 52.1% | 3 | 3 | 9.5% |
| E&A (1) | 5 | ‐1 | ‐ | 0 | 0 | ‐96.0% |
| Underlying EBITDA | 153 | 154 | 0.4% | 91 | 94 | 2.9% |
| Underlying EBITDA margin | 6.9% | 6.7% | ‐0.3 p.p | 8.1% | 7.9% | ‐0.2 p.p |
| Equity method results (2) | 29 | 20 | ‐31.0% | 15 | 9 | ‐37.9% |
| o.w. Sonae Sierra (diret income) | 15 | 11 | ‐25.6% | 7 | 5 | ‐29.7% |
| o.w. NOS | 15 | 9 | ‐38.5% | 8 | 4 | ‐48.5% |
| Non‐recurrent items | 0 | ‐2 | ‐ | 0 | ‐2 | ‐ |
| EBITDA | 182 | 172 | ‐5.7% | 106 | 101 | ‐4.8% |
| EBITDA margin | 8.3% | 7.4% | ‐0.8 p.p | 9.5% | 8.5% | ‐0.9 p.p |
| D&A(3) | ‐100 | ‐87 | 13.1% | ‐47 | ‐44 | 5.7% |
| EBIT | 82 | 85 | 3.3% | 59 | 57 | ‐4.0% |
| Net financial activity | ‐45 | ‐38 | 16.5% | ‐24 | ‐18 | 24.5% |
| EBT | 37 | 47 | 28.1% | 35 | 39 | 9.6% |
| Taxes | ‐4 | ‐1 | 62.9% | ‐5 | ‐2 | 68.4% |
| Direct Results (4) | 33 | 45 | 39.1% | 30 | 37 | 22.4% |
| Indirect Results | ‐17 | 6 | ‐ | ‐16 | 4 | ‐ |
| Net income | 16 | 52 | ‐ | 14 | 41 | 186.2% |
| Non‐controlling interests | 0 | 1 | ‐ | 0 | 1 | ‐ |
| Net income group share | 15 | 52 | ‐ | 15 | 42 | 188.6% |
(1) Eliminations & adjustments;
(2) Equity method results: includes direct income related to investments consolidated by the equity method (mainly Sonae Sierra and NOS);
(3) Depreciations & amortizations including provisions & impairments; (4) Direct results before non‐controlling interests.
In 1H14, consolidated turnover grew 4.7% to 2,306 M€, mainly impacted by the 5.6% increase in the 2Q14 consolidated turnover. This improvement is particularly driven by the strong performance of Sonae SR which turnover grew 11.9% in 1H14.
The underlying EBITDA amounted 154 M€, 1 M€ above the same period of the previous year. Despite the strong improvement in Sonae SR underlying EBITDA, Sonae MC underlying EBITDA was negatively impacted by the highly competitive environment among the Portuguese food retail industry leading to a decrease of 7 M€ y.o.y..
In 1H14, EBITDA reached 172 M€ and includes the contributions of the:
Net financial results related to Retail and Investment Management businesses reached negative 38 M€ in 1H14, backed by the lower level of net debt. The average interest rate of outstanding credit facilities at the end of 1H14 was slightly above 3%.
Direct results reached 45 M€, 13 M€ above the figure registered in the same period of the previous year, mostly driven by the lower D&A (‐13 M€ vs. 1H13), and the improvement in net financial activity (‐7 M€ vs. 1H13), more than compensating the decrease in the equity method results (‐9 M€ vs. 1H13).
Indirect results had a strong improvement passing from negative 17 M€ in 1H13, to positive 6 M€ in 1H14, mainly impacted by Sonae Sierra non cash movements related with revaluations of real estate properties.
Net income attributable to the Group improved 37 M€ when compared to 1H13, reaching 52 M€ in 1H14. This improvement was impacted by both direct and indirect results.
| Million euros | 1H13 | 1H14 | y.o.y. |
|---|---|---|---|
| Net invested capital | 3.563 | 3.239 | ‐9,1% |
| Technical investment | 3.100 | 2.012 | ‐35,1% |
| Financial investment | 464 | 1.245 | 168,4% |
| Goodwill | 657 | 612 | ‐6,8% |
| Working capital | ‐658 | ‐630 | 4,2% |
| Total shareholders funds | 1.515 | 1.752 | 15,6% |
| Total net debt(1) | 2.048 | 1.487 | ‐27,4% |
| Net debt / Invested capital | 57,5% | 45,9% | ‐11,6 p.p |
(1) Financial net debt + net shareholder loans.
| Net debt | |||
|---|---|---|---|
| Million euros | 1H13 | 1H14 | y.o.y. |
| Net financial debt | 2,041 | 1,470 | ‐28.0% |
| Retail units | 963 | 945 | ‐1.8% |
| Sonaecom Group | 395 | ‐ | ‐ |
| Investment management | 19 | 42 | 121.0% |
| Holding & other | 664 | 483 | ‐27.3% |
| Total net debt | 2,048 | 1,487 | ‐27.4% |
| Capital Structure ‐ Retail | ||
|---|---|---|
| Net debt to EBITDA | ||
| 1H12 | 1H13 | 1H14 |
In 1H14 total shareholders' funds totalled 1,752 M€, 15.6% above the same period of last year.
Until June 30th 2014, total net debt was reduced to 1,487 M€, 560 M€ below the same date in 2013, driven not only by the deconsolidation of Optimus, but also due to sustainable cash flow generation over the last 12 months. The company thus continued to strengthen its capital structure, with total net debt reaching 46% of invested capital in 1H14.
In relation to the debt maturity profile, it is important to note that a series of transactions were concluded, which enabled Sonae to increase the average maturity of debt whilst optimizing its cost of funding, strengthening its capital structure and diversifying its financing sources.
In 1H14, Sonae entered the capital market with an offer of 210 M€ convertible bonds, issued through a fully owned subsidiary. The bonds were issued at par, with a maturity of 5 years, and will pay a fixed coupon of 1.625%.
Additionally Sonae and its subsidiaries issued additional 185 M€ of long term financing operations, with maturities between 4 and 7 years with national and international banks, lengthening its maturity profile and ensuring it refinancing needs until the beginning of the 3rd quarter of 2015. Already in July and August and additional 80 M€ of long term financing were closed.
In 1H14 retail net debt totalled 945 M€, reducing 18 M€ when compared to 1H13, driven by sustainable cash flow generation over the last 12 months. The company thus continued to strengthen its capital structure, with total net debt to EBITDA reaching 2.5x in 1H14.
The holding net debt was reduced to 483 M€ at the end of June 2014. The "loan‐to‐value" ratio of the holding remains at conservative levels and registered a strong improvement from 18% in 1H13 to 14% in 1H14.
On April 22nd 2014, Sonae Sierra announced the launching of a joint venture with CITIC Capital Holdings Limited for the provision of property management and leasing services to shopping centres in China. CITIC Capital Holdings Limited has a strong foothold in the Chinese market, which will allow SONAE SIERRA to quickly gain an in‐depth knowledge and unique connections to create new business opportunities in the fast‐growing Chinese retail market.
In the Annual General Meeting which took place on April 30th 2014, shareholders approved, amongst other items, the distribution of a gross dividend per share, relative to the 2013 financial year, in the amount of 0.0348 Euros, around 5% above the dividend distributed in the previous year. This dividend corresponds to a dividend yield of 3.3%, based on the closing price as at December 31st 2013, and to a payout ratio of 46% of the consolidated direct income attributable to equity holders of Sonae.
On May 19th 2014, Sonae Sierra signed a partnership with Marjane, Al Futtaim and Société d'Amenagement de Zenata (Groupe CDG), to develop Zenata shopping centre, a 100 M€ investment located in Mohammedia, Casablanca (Morocco). Furthermore, Sonae Sierra will be responsible to provide development, leasing and property management services for the shopping centre.
On June 4th 2014, Sonae launched an offering of convertible bonds due 2019 in a principal amount of EUR 210,500,000. The Bonds were issued at par in a nominal amount of EUR 100,000 per Bond, with a maturity of 5 years, and pay a fixed coupon of 1.625% per annum, payable semi‐annually in arrears. The initial conversion price has been set at EUR 1.726, representing a premium of 35% above the volume weighted average price of the Shares on the Lisbon Stock Exchange between launch and pricing of the Offering.
On July 2nd 2014, Sonae Sierra and ING, the global financial institution, sold 90% of its ownership in Le Terrazze Shopping centre to Union Investment, the international real estate investment manager. Sonae Sierra will continue to be responsible for the shopping centre's management service and will be a joint venture partner of Union Investment by remaining owner of a 10% share of Le Terrazze.
Sonae provides additional operating and financial information in Excel format. Click here to be taken to the information directly www.sonae.pt
The consolidated financial information contained in this report was prepared in accordance with International Financial Reporting Standards ("IFRS"), as adopted by the European Union. The financial information regarding quarterly and semi‐annual figures was not subject to audit procedures.
| CAPEX | Investments in tangible and intangible assets and investments in acquisitions. |
|---|---|
| Direct income | Results excluding contributions to indirect income. |
| (Direct) EBIT | Direct EBT ‐ financial results. |
| EBITDA | Total direct income ‐ total direct expenses ‐ reversal of direct impairment losses + share of results in joint ventures and associated undertakings (Sonae Sierra direct results, NOS and GeoStar). |
| EBITDA margin | EBITDA / Turnover. |
| (Direct) EBT | Direct results before non‐controlling interests and taxes. |
| Eliminations & adjustments |
Intra‐groups + consolidation adjustments + contributions from other companies not included in the identified segments. |
| EoP | End of period. |
| Free Cash Flow (FCF) | EBITDA ‐ operating CAPEX ‐ change in working capital ‐financial investments ‐ financial results ‐ income taxes. |
| Financial net debt | Total net debt excluding shareholders loans. |
| FMCG | Fast‐moving Consumer Goods. |
| GLAs | Gross Lettable Area: equivalent to the total area available to be rented in the shopping centres. |
| Indirect income | Includes Sonae Sierra's results, net of taxes, arising from: (i) investment property valuations; (ii) capital gains (losses) on the sale of financial investments, joint ventures or associates; (iii) impairment losses of non‐current assets (including goodwill) and (iv) provision for assets at risk. Additionally and concerning Sonae's portfolio, it incorporates: (i) impairments in retail real estate properties; (ii) reductions in goodwill; (iii) provisions (net of taxes) for possible future liabilities and impairments related with non‐core financial investments, businesses, assets that were discontinued (or in a process of being discontinued/repositioned); (iv) results from "mark to market" methodology of other current investments that will be sold or exchanged in the near future; and (v) other non‐relevant issues. |
| Investment properties | Shopping centres in operation owned by Sonae Sierra. |
| Liquidity | Cash & equivalents + current investments, excluding the 2.14% participation at NOS. |
| Like for Like sales (LfL) | Sales made by stores that operated in both periods under the same conditions. Excludes stores opened, closed or which suffered major upgrade works in one of the periods. |
| Loan to value (LTV) ‐ Holding |
Holding Net debt / Investment Portfolio Gross Asset Value; gross asset value based on Market multiples, real estate NAV and market capitalization for listed companies. |
|---|---|
| Loan to value (LTV) ‐ Shopping Centres |
Net debt / (investment properties + properties under development). |
| LTM | Last twelve months. |
| Net asset value (NAV) | Open market value attributable to Sonae Sierra ‐ net debt ‐ minorities + deferred tax liabilities. |
| Net debt | Bonds + bank loans + other loans + financial leases + shareholder loans ‐ cash, bank deposits, current investments, excluding the 2.14% participation at NOS, and other long term financial applications. |
| Net Invested capital | Total net debt + total shareholders' funds. |
| Other income | Dividends. |
| Other loans | Bonds, leasing and derivatives. |
| Open market value (OMV) |
Fair value of properties in operation and under development (100%), provided by independent international entities. |
| Return on invested capital (RoIC) |
EBIT (12 months) / Net invested capital. |
| Return on equity (ROE) |
Total net income n (equity holders) / Shareholders' Funds n‐1 (equity holders). |
| RGU | Revenue generating unit |
| Technical investment | Tangible assets + intangible assets + other fixed assets ‐ depreciations and amortizations. |
| Underlying EBITDA | EBITDA – share of results in joint ventures and associated undertakings (Sonae Sierra direct results, NOS and GeoStar) – non recurrent items |
| Consolidated profit and loss account | ||||||
|---|---|---|---|---|---|---|
| Million euros | 1H13 PF | 1H14 | y.o.y. | 2Q13 PF | 2Q14 | y.o.y. |
| Turnover | 2,203 | 2,306 | 4.7% | 1,118 | 1,180 | 5.6% |
| Underlying EBITDA | 153 | 154 | 0.4% | 91 | 94 | 2.9% |
| Underlying EBITDA margin | 6.9% | 6.7% | ‐0.3 p.p. | 8.1% | 7.9% | ‐0.2 p.p. |
| EBITDA | 182 | 172 | ‐5.7% | 106 | 101 | ‐4.8% |
| EBITDA margin | 8.3% | 7.4% | ‐0.8 p.p. | 9.5% | 8.5% | ‐0.9 p.p. |
| Depreciations & amortizations (1) | ‐100 | ‐87 | 13.1% | ‐47 | ‐44 | 5.7% |
| EBIT | 82 | 85 | 3.3% | 59 | 57 | ‐4.0% |
| Net financial Activity | ‐45 | ‐38 | 16.5% | ‐24 | ‐18 | 24.5% |
| Other items (2) | 0 | 0 | 63.0% | 0 | 0 | ‐100.0% |
| EBT | 37 | 47 | 28.1% | 35 | 39 | 9.6% |
| Taxes | ‐4 | ‐1 | 62.9% | ‐5 | ‐2 | 68.4% |
| Direct results | 33 | 45 | 39.1% | 30 | 37 | 22.4% |
| Indirect results (3) | ‐17 | 6 | ‐ | ‐16 | 4 | ‐ |
| Net income | 16 | 52 | ‐ | 14 | 41 | 186.2% |
| Minority interests | 0 | 1 | ‐ | 0 | 1 | ‐ |
| Net income group share | 15 | 52 | ‐ | 15 | 42 | 188.6% |
(1) Includes provisions, impairments, reversion of impairments and negative goodwill; (2) dividends; (3) Includes: (i) Sonae's Sierra indirect income contribution; (ii) the capital gain with NOS merger; (iii) other asset provisions for possible future liabilities in non‐core and/or discontinued operations and (iv) non‐cash impairments for operational assets.
| Consolidated statement of financial position | |||
|---|---|---|---|
| Million euros | 1H13 | 1H14 | y.o.y. |
| TOTAL ASSETS | 5,673 | 5,395 | ‐4.9% |
| Non current assets | 4,500 | 3,995 | ‐11.2% |
| Tangible and intangible assets | 3,099 | 2,011 | ‐35.1% |
| Goodwill | 657 | 612 | ‐6.8% |
| Investment properties | 0 | 1 | 159.0% |
| Other investments | 478 | 1,206 | 152.5% |
| Deferred tax assets | 227 | 143 | ‐36.9% |
| Others | 39 | 21 | ‐45.1% |
| Current assets | 1,173 | 1,400 | 19.3% |
| Stocks | 525 | 536 | 2.1% |
| Trade debtors | 183 | 84 | ‐54.1% |
| Liquidity | 138 | 409 | 197.1% |
| Others | 328 | 370 | 13.0% |
| SHAREHOLDERS' FUNDS | 1,515 | 1,752 | 15.6% |
| Equity holders | 1,303 | 1,588 | 21.8% |
| Attributable to minority interests | 212 | 164 | ‐22.6% |
| LIABILITIES | 4,158 | 3,643 | ‐12.4% |
| Non‐current liabilities | 2,083 | 1,651 | ‐20.8% |
| Bank loans | 455 | 386 | ‐15.2% |
| Other loans | 1,225 | 1,035 | ‐15.5% |
| Deferred tax liabilities | 139 | 134 | ‐4.0% |
| Provisions | 87 | 38 | ‐56.2% |
| Others | 177 | 58 | ‐67.0% |
| Current liabilities | 2,075 | 1,993 | ‐3.9% |
| Bank loans | 178 | 219 | 23.3% |
| Other loans | 335 | 254 | ‐24.0% |
| Trade creditors | 1,012 | 914 | ‐9.7% |
| Others | 550 | 606 | 10.1% |
| SHAREHOLDERS' FUNDS + LIABILITIES | 5,673 | 5,395 | ‐4.9% |
The Board of Directors
Belmiro Mendes de Azevedo
Álvaro Carmona e Costa Portela
Álvaro Cuervo Garcia
Bernd Bothe
Christine Cross
Michel Marie Bon
José Neves Adelino
Duarte Paulo Teixeira de Azevedo
Ângelo Gabriel Ribeirinho dos Santos Paupério
Appendix
The signatories individually declare that, to their knowledge, the Management Report, the Consolidated and Individual Financial Statements and other accounting documents required by law or regulation were prepared meeting the standards of the applicable International Financial Reporting Standards, giving a truthful (fairly) and appropriate image, in all material respects, of the assets and liabilities, financial position and the consolidated and individual results of the issuer and that the Management Report faithfully describes the progress of the business and position of the issuer and of the companies included in the consolidation perimeter and contains a description of the major risks and uncertainties that they face.
Maia, 19 of August 2014
The Board of Directors,
Belmiro Mendes de Azevedo
Álvaro Carmona e Costa Portela
Álvaro Cuervo Garcia
Bernd Bothe
Christine Cross
Michel Marie Bon
José Neves Adelino
Duarte Paulo Teixeira de Azevedo
Ângelo Gabriel Ribeirinho dos Santos Paupério
| Additions | Reductions | Balance as of 30.06.2014 |
||||
|---|---|---|---|---|---|---|
| Date | Quantity | Aver. Price € | Quantity | Aver. Price € | Quantity | |
| Belmiro Mendes de Azevedo () (*) | ||||||
| Efanor Investimentos, SGPS, SA (1) Sonaecom, SGPS, SA (9) |
49,999,996 0 |
|||||
| Sale | 23.01.2014 | 75,537 | 2.580 | |||
| Continente Bonds - 7% -2015 | 876,990 | |||||
| Purchase | 20.03.2014 | 117,000 | 1.053 | |||
| Purchase | 21.03.2014 | 90,000 | 1.053 | |||
| Purchase | 24.03.2014 | 2,705 | 1.053 | |||
| Purchase | 27.03.2014 | 99,500 | 1.053 | |||
| Purchase | 31.03.2014 | 61,000 | 1.053 | |||
| Purchase | 01.04.2014 | 5,000 | 1.053 | |||
| Purchase | 02.04.2014 | 58,500 | 1.053 | |||
| Purchase | 04.04.2014 | 10,000 | 1.053 | |||
| Purchase | 08.04.2014 | 30,000 | 1.053 | |||
| Purchase | 09.04.2014 | 55,000 | 1.053 | |||
| Purchase | 10.04.2014 | 19,000 | 1.054 | |||
| Purchase | 11.04.2014 | 21,468 | 1.054 | |||
| Purchase | 14.04.2014 | 25,000 | 1.054 | |||
| Purchase | 15.04.2014 | 65,000 | 1.054 | |||
| Purchase | 16.04.2014 | 15,000 | 1.055 | |||
| Purchase | 21.04.2014 | 202,817 | 1.059 | |||
| Álvaro Carmona e Costa Portela (*) Sonae, SGPS, SA (3) |
125,934 | |||||
| Sonaecom, SGPS, SA (9) | 0 | |||||
| Sale | 24.01.2014 | 5,000 | 2.580 | |||
| Ângelo Gabriel Ribeirinho dos Santos Paupério (*) Sonae, SGPS, SA (3) p |
1,270,426 (a) | |||||
| Performance Bonus Plan and Medium Term Incentive | ||||||
| Plans | 02.05.2014 | 507,276 | 0.068 | |||
| Sonaecom, SGPS, SA (9) | 0 | |||||
| Sale | 23.01.2014 | 552,837 | 2.580 | |||
| Continente Bonds - 7% -2015 | 700,000 (b) | |||||
| Duarte Paulo Teixeira de Azevedo () () (***) | ||||||
| Efanor Investimentos, SGPS, SA (1) | 1 | |||||
| Migracom, SGPS, SA (4) | 1,999,996 | |||||
| Sonae, SGPS, SA (3) p | 750,617 (c) | |||||
| Performance Bonus Plan and Medium Term Incentive | ||||||
| Plans | 28.04.2014 | 262,087 | 0.068 | |||
| Michel Marie Bon (*) | ||||||
| Sonae, SGPS, SA (3) | 321,000 | |||||
| Maria Margarida Carvalhais Teixeira de Azevedo () (*) | ||||||
| Efanor Investimentos, SGPS, SA (1) | 1 | |||||
| Sonae, SGPS, SA (3) | 14,901 | |||||
| Maria Cláudia Teixeira de Azevedo () (**) | ||||||
| Efanor Investimentos, SGPS, SA (1) | 1 | |||||
| Sonae, SGPS, SA (3) p | 204,678 | |||||
| Performance Bonus Plan and Medium Term Incentive | ||||||
| Plans | 02.05.2014 | 163,551 | 0.068 | |||
| Linhacom, SGPS, SA (6) | 99,996 | |||||
| Sonaecom, SGPS, SA (9) | 0 | |||||
| Sale | 23.01.2014 | 40,566 | 2.580 | (d) | ||
| Nuno Miguel Teixeira de Azevedo () (**) | ||||||
| Efanor Investimentos, SGPS, SA (1) | 1 | |||||
| Sonae, SGPS, SA (3) | 0 (e) | |||||
| Arlindo Dias Duarte Silva (*) | ||||||
| Continente Bonds - 7% -2015 | 5,000 (f) | |||||
Page 20 19.08.2014
| Additions | Reductions | Balance as of 30.06.2014 |
||||
|---|---|---|---|---|---|---|
| Date | Quantity | Aver. Price € | Quantity | Aver. Price € | Quantity | |
| (1) Efanor Investimentos, SGPS, SA Sonae, SGPS, SA (3) Pareuro, BV (2) Sonaecom, SGPS, SA (9) Sale |
23.01.2014 | 1,000 | 2.580 | 200,100,000 5,583,100 0 |
||
| (2) Pareuro, BV Sonae, SGPS, SA (3) |
849,533,095 | |||||
| (3)Sonae, SGPS, SA | 6,102,021 | |||||
| Sonae, SGPS, SA (treasury shares) | ||||||
| Purchase | 24.03.2014 | 1,885,000 | 1.325 | |||
| Purchase | 14.04.2014 | 630,000 | 1.305 | |||
| Purchase | 15.04.2014 | 465,000 | 1.296 | |||
| Purchase | 16.04.2014 | 530,000 | 1.315 | |||
| Purchase Sale |
17.04.2014 28.04.2014 |
450,000 0 |
1.333 0.000 |
3,585,251 | 1.358 | |
| Shares delivered under the terms of the Annual | ||||||
| Performance Bonus Plan and Medium Term Incentive | 28.04.2014 | 262,087 | 0.068 | |||
| Sale | 05.05.2014 | 0 | 0.000 | 62,198 | 1.358 | |
| Purchase | 15.05.2014 | 755,000 | 1.213 | |||
| Purchase | 16.05.2014 | 1,532,973 | 1.211 | |||
| Purchase | 19.05.2014 | 970,000 | 1.222 | |||
| Sale | 19.05.2014 | 11,509 | 1.238 | |||
| Purchase | 20.05.2014 | 710,000 | 1.226 | |||
| Purchase | 21.05.2014 | 750,000 | 1.247 | |||
| Purchase | 22.05.2014 | 809,700 | 1.261 | |||
| Purchase | 23.05.2014 | 535,393 | 1.274 | |||
| Sonae Investments, BV (7) | 2,894,000 | |||||
| Sontel, BV (8) Sonaecom, SGPS, SA (9) |
32,745 80,822,964 |
|||||
| Purchase | 23.01.2014 | 1,365,837 | 2.580 | |||
| Purchase | 24.01.2014 | 88,297 | 2.580 | |||
| Purchase | 24.02.2014 | 80,000 | 2.152 | |||
| Purchase | 25.02.2014 | 205,412 | 2.123 | |||
| Purchase | 26.02.2014 | 133,248 | 2.078 | |||
| Purchase | 27.02.2014 | 100,000 | 2.045 | |||
| Purchase | 28.02.2014 | 267,000 | 2.012 | |||
| Purchase | 03.03.2014 | 70,000 | 1.964 | |||
| Purchase | 04.03.2014 | 41,966 | 1.954 | |||
| Purchase | 05.03.2014 | 20,620 | 1.963 | |||
| Purchase | 07.03.2014 | 46,064 | 2.204 | |||
| Purchase | 13.03.2014 | 34,500 | 2.296 | |||
| Purchase | 14.03.2014 | 33,038 | 2.266 | |||
| Purchase | 17.03.2014 | 9,291 | 2.258 | |||
| Purchase | 18.03.2014 | 3,000 | 2.253 | |||
| Purchase | 19.03.2014 | 26,000 | 2.280 | |||
| Purchase | 20.03.2014 | 27,317 | 2.286 | |||
| Purchase | 21.03.2014 | 31,483 | 2.287 | |||
| Purchase | 24.03.2014 | 27,310 | 2.273 | |||
| Purchase | 25.03.2014 | 1,000 | 2.260 | |||
| Purchase | 15.04.2014 | 59,336 | 1.902 | |||
| Purchase | 16.04.2014 | 179,685 | 1.990 | |||
| Purchase | 17.04.2014 | 134,291 | 2.083 | |||
| Purchase | 22.04.2014 | 76,332 | 2.182 | |||
| Purchase | 23.04.2014 | 367,000 | 2.291 | |||
| Purchase | 24.04.2014 | 325,132 | 2.287 | |||
| Purchase | 25.04.2014 | 15,582 | 2.283 | |||
| Purchase | 28.04.2014 | 145,104 | 2.291 | |||
| Purchase | 29.04.2014 | 74,084 | 2.300 | |||
| Purchase | 30.04.2014 | 23,213 | 2.300 | |||
| Purchase | 02.05.2014 | 57,031 | 2.300 | |||
| Purchase | 05.05.2014 | 75,417 | 2.300 |
| Additions | Reductions | |||||
|---|---|---|---|---|---|---|
| Date | Quantity | Aver. Price € | Quantity | Aver. Price € | Quantity | |
| (4) Migracom, SGPS, SA Sonae, SGPS, SA (3) |
1,536,683 | |||||
| Sale | 13.06.2014 | 435,000 | 1.278 | |||
| Sale | 17.06.2014 | 500,000 | 1.257 | |||
| Sale | 18.06.2014 | 465,000 | 1.264 | |||
| Sonaecom, SGPS, SA (9) | 0 | |||||
| Sale | 23.01.2014 | 387,342 | 2.580 | |||
| Imparfin, SGPS, SA (5) | 150,000 | |||||
| (5) Imparfin, SGPS, SA | ||||||
| Sonae, SGPS, SA (3) | 4,105,280 | |||||
| Continente Bonds - 7% -2015 | 590,000 | |||||
| Purchase | 28.01.2014 | 222,000 | 1.050 | |||
| Purchase | 09.04.2014 | 411,000 | 1.050 | |||
| Sale | 26.05.2014 | 48,000 | 1.050 | |||
| (6) Linhacom, SGPS, SA | ||||||
| Sonae, SGPS, SA (3) | 439,314 | |||||
| Sonaecom, SGPS, SA (9) | 0 | |||||
| Sale | 23.01.2014 | 120,300 | 2.580 | |||
| Imparfin, SGPS, SA (5) | 150,000 | |||||
| (7) Sonae Investments BV Sontel BV (8) |
58,555 | |||||
| (8) Sontel BV | ||||||
| Sonaecom, SGPS, SA (9) | 194,063,119 | |||||
| (9) Sonaecom SGPS, SA | ||||||
| Sonae, SGPS, SA (treasury shares) | ||||||
| Purchase | 20.03.2014 | 920,000 | 1.317 | |||
| Purchase | 21.03.2014 | 1,030,000 | 1.327 | |||
| Sale | 28.03.2014 | 646,614 | 1.333 | |||
| Purchase | 14.04.2014 | 160,000 | 1.303 | |||
| Sale | 17.04.2014 | 696,641 | 1.298 | |||
| Sale Shares delivered under the terms of the Annual |
30.04.2014 | 3,393 | 1.298 | |||
| Performance Bonus Plan and Medium Term Incentive | 02.05.2014 | 670,827 | 0.068 | |||
| Sale | 05.05.2014 | 5,794 | 1.298 | |||
| Sale | 07.05.2014 | 48,793 | 1.298 | |||
| Sale | 09.05.2014 | 14,586 | 1.298 | |||
| Purchase | 15.05.2014 | 2,228,985 | 1.227 | |||
| Sale | 30.05.2014 | 2,382 | 1.294 | |||
| Sonaecom, SGPS, SA (treasury shares) | 5,571,014 |
(*) Member of the Board of Directors of Sonae, SGPS, SA
(**) Member ofthe Board of Directors of Efanor Investimentos SGPS, SA (directly and indirectly dominant company) (1)
(***) People closely connected with the President of the Board of Directors of Sonae Holding, Belmiro de Azevedo
(****) Member of the Board of Directors of Imparfin, SGPS, SA (5)
(*****) Member ofthe Statutory Audit Board
(a) of wich 125,000 shares held by spouse
(b) of which 150,000 bonds held by spouse and 400,000 are held by company in which this person discharging managerial responsibilities ("dirigente") is the sole director (c) of which 530 shares held by descendants under his charge
(d) 170 shares held by spouse
(e) 10,500 shares are no longer imputed to Nuno Miguel Teixeira de Azevedo because they are owned by a descendant and the legal base for allocation have ended according al .a) of paragraph 4 of article 248-B ofthe Securities Code
(f) co-held with the respective spouse
As required by article 9, nr.1, c), of the Securities Market Commission (CMVM) Regulation nr. 05/2008, the qualified shareholdings as at 30th June 2014 are as follows:
| Shareholder | Nr. of shares | % share capital |
% of voting rights |
|---|---|---|---|
| Efanor Investimentos, SGPS, SA (i) | |||
| Directly | 200,100,000 | 10.0050% | 10.0470% |
| By Pareuro, BV (controlled by Efanor) | 849,533,095 | 42.4767% | 42.6548% |
| By Maria Margarida CarvalhaisTeixeira de Azevedo (Director of Efanor) | 14,901 | 0.0007% | 0.0007% |
| By Duarte Paulo Teixeira de Azevedo (Director of Efanor ) | 750,617 | 0.0375% | 0.0377% |
| By Maria Cláudia Teixeira de Azevedo (Director of Efanor ) | 204,678 | 0.0102% | 0.0103% |
| By Migracom, SGPS, SA (company controlled by Efanor's Director Duarte Paulo Teixeira de Azevedo) | 1,536,683 | 0.0768% | 0.0772% |
| By Linhacom, SGPS, SA (company controlled by Efanor's Director Maria Cláudia Teixeira de Azevedo) | 439,314 | 0.0220% | 0.0221% |
| Total attributable to Efanor Investimentos, SGPS, SA | 1,052,579,288 | 52.6289% | 52.8498% |
| Banco BPI, SA | 132,851,868 | 6.6426% | 6.6704% |
| Banco Português de Investimento, SA | 365,199 | 0.0183% | 0.0183% |
| Fundos de Pensões do Banco BPI | 40,071,372 | 2.0036% | 2.0120% |
| BPI Vida - Companhia de Seguros de Vida, SA | 4,751,416 | 0.2376% | 0.2386% |
| Total attributable to Banco BPI, SA | 178,039,855 | 8.9020% | 8.9393% |
| Fundação Berardo, Instituição Particular de Solidariedade Social | 49,849,514 | 2.4925% | 2.5029% |
| Total attributable to Fundação Berardo, Instituição Particular de Solidariedade Social | 49,849,514 | 2.4925% | 2.5029% |
| Bestinver Gestión, S.A. SGIIC | |||
| Bestinver Bolsa, F.I. | 26,842,197 | 1.3421% | 1.3477% |
| Bestinfond, F.I.M. | 24,648,288 | 1.2324% | 1.2376% |
| Bestinver Hedge Value Fund Fil | 11,556,421 | 0.5778% | 0.5802% |
| Bestinver Global, FP | 7,154,263 | 0.3577% | 0.3592% |
| Bestvalue, FI | 6,161,372 | 0.3081% | 0.3094% |
| Soixa Sicav, SA | 4,387,528 | 0.2194% | 0.2203% |
| Bestinver Ahorro, Fondo de Pensiones | 3,068,989 | 0.1534% | 0.1541% |
| Bestinver Mixto, F.I.M. | 2,398,104 | 0.1199% | 0.1204% |
| Bestinver Sicav - Bestifund | 3,234,455 | 0.1617% | 0.1624% |
| Bestinver Sicav - Iberian | 8,757,641 | 0.4379% | 0.4397% |
| Bestinver Renta, F.I.M. | 756,150 | 0.0378% | 0.0380% |
| Bestinver Prevision, FP | 216,988 | 0.0108% | 0.0109% |
| Divalsa de Inversiones Sicav | 154,747 | 0.0077% | 0.0078% |
| Bestinver Empleo, FP | 151,085 | 0.0076% | 0.0076% |
| Linker Inversiones, Sicav | 100,279 | 0.0050% | 0.0050% |
| Bestinver Futuro EPSV | 83,569 | 0.0042% | 0.0042% |
| Bestinver Empleo III, Fonde de Pensiones | 34,135 | 0.0017% | 0.0017% |
| Bestinver Empleo II, FP | 55,323 | 0.0028% | 0.0028% |
| Total attributable to Bestinver Gestión, S.A. SGIIC | 99,761,534 | 4.9881% | 5.0090% |
| Norges Bank | 40,100,985 | 2.0050% | 2.0135% |
| Total attributable to Norges Bank | 40,100,985 | 2.0050% | 2.0135% |
(i) Belmiro Mendes de Azevedo is, according to article 20 paragraph 1, subparagraph b), and article 21, paragraph 1, both of the Portuguese Securities Code, the ultimate beneficial owner, as it holds circa 99% of the share capital and voting rights in Efanor Investimentos, SGPS, SA and the latter wholly owns Pareuro BV.
Condensed consolidated financial statements
Condensed Consolidated Statement of Financial Position at 30 June 2014 and 2013 and at 31 December 2013
(Translation of condensed consolidated financial statements originally issued in Portuguese. In case of discrepancy the Portuguese version prevails.)
| ASSETS | Notes | 30 June 2014 | 30 June 2013 | 31 December 2013 |
|---|---|---|---|---|
| NON-CURRENT ASSETS: | ||||
| Tangible assets | 9 | 1,798,178,380 | 2,549,256,182 | 1,827,164,403 |
| Intangible assets | 10 | 213,019,136 | 550,033,849 | 202,854,156 |
| Investment properties | 989,284 | 382,035 | 1,001,735 | |
| Goodwill | 11 | 612,273,914 | 656,695,739 | 610,187,858 |
| Investments in joint ventures and associates | 6 | 1,175,194,245 | 446,395,368 | 1,144,792,015 |
| Other investments | 7 and 12 | 31,249,465 | 31,340,760 | 31,991,837 |
| Deferred tax assets | 15 | 143,347,935 | 227,121,566 | 123,159,864 |
| Other non-current assets | 13 | 21,210,136 | 38,615,031 | 31,970,613 |
| Total Non-Current Assets | 3,995,462,495 | 4,499,840,530 | 3,973,122,481 | |
| CURRENT ASSETS: | ||||
| Inventories | 536,224,380 | 524,980,507 | 588,949,862 | |
| Trade accounts receivable and other current assets | 14 | 401,415,431 | 510,034,121 | 345,671,874 |
| Investments | 12 | 53,545,336 | 377,911 | 202,484,454 |
| Cash and cash equivalents | 16 | 408,416,074 | 137,255,592 | 366,308,918 |
| Total Current Assets | 1,399,601,221 | 1,172,648,131 | 1,503,415,108 | |
| Assets available for sale | - | 720,338 | - | |
| TOTAL ASSETS | 5,395,063,716 | 5,673,208,999 | 5,476,537,589 | |
| EQUITY AND LIABILITIES | ||||
| EQUITY: | ||||
| Share capital | 17 | 2,000,000,000 | 2,000,000,000 | 2,000,000,000 |
| Own shares | (137,196,145) | (127,450,450) | (126,945,388) | |
| Reserves and retained earnings | (327,459,531) | (609,262,878) | (628,248,537) | |
| Profit/(Loss) for the period attributable to the equity holders of the Parent Company | 52,342,242 | 39,845,039 | 318,979,514 | |
| Equity attributable to the equity holders of the Parent Company | 1,587,686,566 | 1,303,131,711 | 1,563,785,589 | |
| Equity attributable to non-controlling interests | 18 | 164,032,356 | 212,009,385 | 344,325,829 |
| TOTAL EQUITY | 1,751,718,922 | 1,515,141,096 | 1,908,111,418 | |
| LIABILITIES: | ||||
| NON-CURRENT LIABILITIES: | ||||
| Loans | 19 | 1,420,396,446 | 1,680,076,181 | 1,362,598,165 |
| Other non-current liabilities | 21 | 58,429,770 | 177,262,968 | 51,247,881 |
| Deferred tax liabilities | 15 | 133,749,783 | 139,284,400 | 121,095,969 |
| Provisions | 24 | 37,998,201 | 86,800,914 | 50,659,919 |
| Total Non-Current Liabilities | 1,650,574,200 | 2,083,424,463 | 1,585,601,934 | |
| CURRENT LIABILITIES: | ||||
| Loans | 19 | 473,627,860 | 512,565,031 | 233,938,741 |
| Trade creditors and other current liabilities | 23 | 1,516,308,994 | 1,556,525,497 | 1,746,056,989 |
| Provisions | 24 | 2,833,740 | 5,552,912 | 2,828,507 |
| Total Current Liabilities | 1,992,770,594 | 2,074,643,440 | 1,982,824,237 | |
| TOTAL LIABILITIES | 3,643,344,794 | 4,158,067,903 | 3,568,426,171 | |
| TOTAL EQUITY AND LIABILITIES | 5,395,063,716 | 5,673,208,999 | 5,476,537,589 |
The accompanying notes are part of these condensed consolidated financial statements.
Condensed Consolidated Income Statements for the periods ended 30 June 2014 and 2013
(Translation of condensed consolidated financial statements originally issued in Portuguese. In case of discrepancy the Portuguese version prevails.)
| 2nd Quarter 2013 | 30 June 2013 | ||||
|---|---|---|---|---|---|
| 2nd Quarter 2014 | Restated | 30 June 2014 | Restated | ||
| Notes | (Note 4) | (Note 4) | |||
| Sales | 1,137,388,516 | 1,076,681,632 | 2,221,469,071 | 2,122,098,997 | |
| Services rendered | 42,528,882 | 40,978,712 | 84,917,555 | 80,646,384 | |
| Investment income | 1,321,885 | 92,000 | 1,893,440 | 79,000 | |
| Gains and losses on investments carried at fair value through profit | (9,911,278) | - | (7,931,359) | - | |
| Financial income | 4,459,893 | 487,278 | 6,493,758 | 5,699,730 | |
| Other income | 145,191,992 | 120,788,599 | 259,541,071 | 212,733,536 | |
| Cost of goods sold and materials consumed | (904,332,393) | (840,021,695) | (1,771,818,912) | (1,648,117,936) | |
| Changes in stocks of finished goods and work in progress | (12,954) | 114,897 | 91,830 | 138,910 | |
| External supplies and services | (154,380,044) | (144,358,064) | (298,351,945) | (287,176,018) | |
| Staff costs | (163,467,851) | (150,602,178) | (322,462,137) | (304,139,194) | |
| Depreciation and amortisation | 9 and 10 | (42,773,367) | (45,815,803) | (84,483,365) | (94,716,270) |
| Provisions and impairment losses | (875,750) | (3,717,084) | (1,419,826) | (9,200,168) | |
| Financial expense | (22,534,612) | (24,481,235) | (44,421,964) | (51,160,631) | |
| Other expenses | (11,765,784) | (9,846,750) | (23,283,274) | (19,327,315) | |
| Share of results of joint ventures and associated undertakings | 6 | 22,174,338 | (8,500,825) | 32,895,032 | (2,619,889) |
| Profit/(Loss) from continuing operations, before taxation | 43,011,473 | 11,799,484 | 53,128,975 | 4,939,136 | |
| Taxation | 27 | (1,572,157) | (4,971,280) | (1,465,218) | (3,949,196) |
| Profit/(Loss) from continuing operations, after taxation | 41,439,316 | 6,828,204 | 51,663,757 | 989,940 | |
| Profit/(Loss) from discontinuing operations, after taxation | 4 | - | 25,111,658 | - | 47,357,721 |
| Consolidated profit/(Loss) for the period | 41,439,316 | 31,939,862 | 51,663,757 | 48,347,661 | |
| Attributable to equity holders of the Parent Company: | |||||
| Continuing operations | 42,213,252 | 7,629,794 | 52,342,242 | 4,295,824 | |
| Discontinuing operation | - | 23,323,091 | - | 35,549,215 | |
| 42,213,252 | 30,952,885 | 52,342,242 | 39,845,039 | ||
| Attributable to non-controlling interests | |||||
| Continuing operations | (773,936) | (801,590) | (678,485) | (3,305,884) | |
| Discontinuing operation | - | 1,788,567 | - | 11,808,506 | |
| 18 | (773,936) | 986,977 | (678,485) | 8,502,622 | |
| Profit/(Loss) per share | |||||
| From continuing operations | |||||
| Basic | 28 | 0.022491 | 0.004037 | 0.027885 | 0.002293 |
| Diluted | 28 | 0.022288 | 0.004017 | 0.027650 | 0.002282 |
| From discontinuing operations | |||||
| Basic | 28 | - | 0.012485 | - | 0.018976 |
| Diluted | 28 | - | 0.012423 | - | 0.018882 |
The accompanying notes are part of these condensed consolidated financial statements.
Condensed Consolidated Statements of Comprehensive Income for the periods ended 30 June 2014 and 2013
(Translation of condensed consolidated financial statements originally issued in Portuguese. In case of discrepancy the Portuguese version prevails.)
| 2nd Quarter 2014 | 2nd Quarter 2013 | 30 June 2014 | 30 June 2013 | |
|---|---|---|---|---|
| Net Profit / (Loss) for the period | 41,439,316 | 31,939,861 | 51,663,757 | 48,347,661 |
| Items that maybe reclassified subsequently to profirt or loss: | ||||
| Exchange differences arising on translation of foreign operations Participation in other comprehensive income (net of tax) related to joint |
1,026,885 | (3,728,134) | 1,913,721 | (2,083,412) |
| ventures and associated companies included in consolidation by the equity method (Note 6) |
(7,022,238) | 4,433,062 | (2,405,707) | (7,272,829) |
| Changes on fair value of available-for-sale financial assets | (2,359,647) | (2,203,795) | (1,163,254) | (8,573,927) |
| Changes in hedge and fair value reserves | 96,929 | (402,022) | 822,158 | 1,596,229 |
| Deferred tax related to changes in fair values reserves | (116,163) | 443,726 | (336,666) | (67,047) |
| Others | 606,320 | (22,833) | 575,731 | 33,293 |
| Other comprehensive income for the period | (7,767,915) | (1,479,996) | (594,017) | (16,367,693) |
| Total comprehensive income for the period | 33,671,401 | 30,459,865 | 51,069,740 | 31,979,968 |
| Attributable to: | ||||
| Equity holders of parent company | 35,379,914 | 31,816,652 | 52,475,748 | 28,169,473 |
| Non controlling interests | (1,708,513) | (1,356,787) | (1,406,008) | 3,810,495 |
The accompanying notes are part of these condensed consolidated financial statements.
Condensed Consolidated Statements of Changes in Equity for the periods ended 30 June 2014 and 2013
(Translation of condensed consolidated financial statements originally issued in Portuguese. In case of discrepancy the Portuguese version prevails.)
| Attr | ibut able to E quit y Ho d Re Res erve s an |
lder s of Pare nt C omp ed E tain arni |
any | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Sha re Cap ital |
Own Sha res |
Leg al Res erve |
Curr enc y Tra nsla tion Res erve |
Inve stm ents Fair Val ue Res erve |
ngs Hed ging Res erve |
Oth er R eser ves and d Ret aine Earn ings |
l Tota |
Net fit/( ) Pro Loss |
al Tot |
trol ling Non con Inte rest s (No 8) te 1 |
al Tot Equ ity |
|
| Bala t 1 J 201 3 nce as a anu ary |
2,00 0,00 0,00 0 |
(128 ) ,149 ,614 |
187 ,137 ,648 |
4,83 6,94 4 |
1,92 0,60 8 |
(2,6 94) 94,3 |
(77 1) 6,96 5,65 |
(58 5) 5,76 4,84 |
32,5 72,2 59 |
1,31 8,65 7,80 0 |
349 ,901 ,121 |
1,66 8,55 8,92 1 |
| Tota l com e fo r the iod nsiv e in pree com per |
- | - | - | (1,0 89) 40,7 |
(4,2 21) 87,8 |
1,50 7,96 4 |
(7,8 20) 54,9 |
(11,6 66) 75,5 |
39,8 45,0 39 |
28,1 69,4 73 |
3,81 0,49 5 |
31,9 79,9 68 |
| n of fit o f 20 App iatio 12: ropr pro nsfe lega l res d re ed e Tra tain arni r to erve s an ngs Divi den ds d istri bute d |
- - |
- - |
1,14 8,21 6 - |
- - |
- - |
- - |
31,4 24,0 43 (62 ) ,143 ,058 |
32,5 72,2 59 (62 ) ,143 ,058 |
(32 ) ,572 ,259 - |
- (62 ) ,143 ,058 |
- (10, ) 845 ,508 |
- (72 ) ,988 ,566 |
| Disp osal of o hare s/ a ttrib ploy utio n to wn s em ees ial d sal o of a ffilia ted Part ispo uisit ions ies r aq com pan Oth ers |
- - - |
699 ,164 - - |
- - - |
- - - |
- - - |
- - - |
224 ,042 14,6 29,5 36 2,89 4,75 4 |
224 ,042 14,6 29,5 36 2,89 4,75 4 |
- - - |
923 ,206 14,6 29,5 36 2,89 4,75 4 |
(510 ) ,991 (130 ,732 ) ,345 - |
412 ,215 (115 ,716 ,196 ) 2,89 4,75 4 |
| Bala t 30 Jun e 20 13 nce as a |
2,00 0,00 0,00 0 |
(127 ) ,450 ,450 |
188 ,285 ,864 |
3,79 6,15 5 |
(2,3 13) 67,2 |
(1,18 0) 6,43 |
(79 4) 7,79 1,25 |
(60 8) 9,26 2,87 |
39,8 45,0 39 |
1,30 3,13 1,71 1 |
212 ,009 ,385 |
1,51 5,14 1,09 6 |
| Bala 201 t 1 J 4 nce as a anu ary |
2,00 0,00 0,00 0 |
(126 ,945 ,388 ) |
188 ,285 ,864 |
2,75 9,90 2 |
(1,7 99) 73,4 |
723 ,822 |
(818 ,244 ,626 ) |
(62 8,24 8,53 7) |
318 ,979 ,514 |
1,56 3,78 5,58 9 |
,325 ,829 344 |
1,90 8,11 8 1,41 |
| Tota l com e fo r the iod nsiv e in pree com per |
- | - | - | 975 ,186 |
(1,16 4) 3,25 |
786 ,752 |
(46 8) 5,17 |
133 ,506 |
52,3 42,2 42 |
52,4 75,7 48 |
(1,4 08) 06,0 |
51,0 69,7 40 |
| App n of fit o f 20 13: iatio ropr pro |
||||||||||||
| nsfe lega l res d re ed e Tra tain arni r to erve s an ngs den ds d bute d Divi istri |
- - |
- - |
7,97 4,52 6 - |
- - |
- - |
- - |
311 ,004 ,988 (65 ) ,351 ,598 |
318 ,979 ,514 (65 ) ,351 ,598 |
(318 ) ,979 ,514 - |
- (65 ) ,351 ,598 |
- (160 ) ,414 |
- (65 ) ,512 ,012 |
| Aqu n of sha isitio own res Obli on f ulfie ld b y sh ibut ploy gati ion t attr are o em ees |
- - |
(18, ) 208 ,035 7,95 7,27 8 |
- - |
- - |
- - |
- - |
- (3,0 59) 89,3 |
- (3,0 59) 89,3 |
- - |
(18, ) 208 ,035 4,86 7,91 9 |
- (83 1) 2,62 |
(18, ) 208 ,035 4,03 5,29 8 |
| ial d sal o of a ffilia ted Part ispo uisit ions ies r aq com pan Valu n of the of c ertib le b ond o sh atio ion s int Son opt onv ares ae Oth ers |
- - - |
- - - |
- - - |
- - - |
- 22,0 04,3 85 - |
- - - |
28,0 96,0 91 - 16,4 67 |
28,0 96,0 91 22,0 04,3 85 16,4 67 |
- - - |
28,0 96,0 91 22,0 04,3 85 16,4 67 |
(177 ,894 ,430 ) - - |
(149 ,798 ,339 ) 22,0 04,3 85 16,4 67 |
| Bala t 30 e 20 Jun 14 nce as a |
2,00 0,00 0,00 0 |
(137 ,196 ) ,145 |
196 ,260 ,390 |
5,08 8 3,73 |
19,0 67,6 32 |
0,57 1,51 4 |
(54 8,03 3,21 5) |
(32 9,53 1) 7,45 |
52,3 42,2 42 |
1,58 7,68 6,56 6 |
164 ,032 ,356 |
8,92 2 1,75 1,71 |
The accompanying notes are part of these condensed consolidated financial statements. The Board of Directors
Condensed Consolidated Statements of Cash Flows for the periods ended 30 June 2014 and 2013
(Translation of condensed consolidated financial statements originally issued in Portuguese. In case of discrepancy the Portuguese version prevails.)
| OPERATING ACTIVITIES Net cash flow from operating activities (1) 123,228,133 218,680,871 (89,065,753) 37,972,323 INVESTMENT ACTIVITIES Cash receipts arising from: Investments 589,361 98,093 4,061,905 1,173,572 Tangible and intangible assets 6,370,116 1,585,062 6,390,409 2,899,972 |
Notes | 2nd Quarter 2014 | 2nd Quarter 2013 | 30 June 2014 | 30 June 2013 |
|---|---|---|---|---|---|
| Others 10,065,044 18,676,133 16,999,740 48,745,833 |
|||||
| 17,024,521 20,359,288 27,452,054 52,819,377 |
|||||
| Cash payments arising from: | |||||
| Investments (868,511) (2,125,178) (9,641,449) |
(15,670,149) | ||||
| Tangible and intangible assets (38,609,566) (55,902,273) (88,103,716) |
(143,772,277) | ||||
| Others (4,468,324) (6,897,251) (5,932,904) |
(10,707,629) | ||||
| (43,946,401) (64,924,702) (103,678,069) |
(170,150,055) | ||||
| Net cash used in investment activities (2) (26,921,880) (44,565,414) (76,226,015) |
(117,330,678) | ||||
| FINANCING ACTIVITIES | |||||
| Cash receipts arising from: | |||||
| Loans obtained 1,490,257,500 732,863,734 2,119,660,829 1,620,762,860 |
|||||
| 1,490,257,500 732,863,734 2,119,660,829 1,620,762,860 |
|||||
| Cash payments arising from: | |||||
| Loans obtained (1,483,615,895) (900,396,585) (1,787,899,306) |
(1,638,009,801) | ||||
| Interest and similar charges (21,797,354) (19,384,082) (40,078,889) |
(45,877,357) | ||||
| Dividends (69,668,610) (85,875,904) (69,668,610) |
(85,905,784) | ||||
| Purchase of own shares (15,711,066) - (18,208,035) - |
|||||
| Others (387,512) (765,642) (1,033,078) |
(2,759,900) | ||||
| (1,591,180,437) (1,006,422,213) (1,916,887,918) |
(1,772,552,842) | ||||
| Net cash used in financing activities (3) (100,922,937) (273,558,479) 202,772,911 |
(151,789,981) | ||||
| Net increase in cash and cash equivalents (4) = (1) + (2) + (3) (4,616,684) (99,443,022) 37,481,143 |
(231,148,336) | ||||
| Effect of foreign exchange rate (500,225) 1,119,346 (708,661) 828,275 |
|||||
| Cash and cash equivalents at the beginning of the period 16 408,175,719 231,953,666 365,869,456 363,367,909 |
|||||
| Cash and cash equivalents at the end of the period 16 404,059,260 131,391,298 404,059,260 131,391,298 |
The accompanying notes are part of these condensed consolidated financial statements.
(Translation of consolidated financial statements originally issued in Portuguese. In case of discrepancy the Portuguese version prevails)
(Amounts expressed in euro)
SONAE, SGPS, SA ("Sonae Holding") has its head-office at Lugar do Espido, Via Norte, Apartado 1011, 4470- 909 Maia, Portugal, and is the parent company of a group of companies, as detailed in Notes 5 to 7 the Sonae Group ("Sonae"). Sonae's operations and operating segments are described in Note 30.
On the 27th August 2013, the merger between Optimus, SGPS, SA in Zon Multimédia – Serviços de Telecomunicações and Multimédia, SGPS, SA (Note 4) was completed. Accordingly, the telecommunications segment was classified, for disclosure purposes, as a discontinued operation in June 2013.
The accounting policies adopted are consistent with those described in the file of annual financial statements for the year ended 31st December 2013.
The accompanying consolidated financial statements have been prepared in accordance with International Financial Reporting Standards ("IFRS") as adopted by the European Union, issued by the International Accounting Standards Board ("IASB"), and interpretations issued by the International Financial Reporting Interpretations Committee ("IFRIC") or by the previous Standing Interpretations Committee ("SIC"), as adopted by the European Union as from the consolidated financial statements issuance date.
Interim financial statements are presented quarterly, in accordance with IAS 34 – "Interim Financial Reporting".
The accompanying condensed consolidated financial statements have been prepared from the books and accounting records of the Company and subsidiaries, adjusted in the consolidation process, on a going concern basis and under the historical cost convention, except for some financial instruments and properties investments which are stated at fair value.
New accounting standards and their impact on the consolidated financial statements:
Up to the financial statements approval date, the following standards interpretations, some of which become mandatory during 2014, have been endorsed by the European Union:
| With mandatory application in 2014: | Effective date (for financial years beginning on/after) |
|---|---|
| IFRS 10 - (Consolidated Financial Statements) | 01 jan 2014 |
| IFRS 11 - (Joint Arrangements) | 01 jan 2014 |
| IFRS 12 - (Disclosures of Interests in Other Entities) | 01 jan 2014 |
| IAS 27 - (Separate Financial Statements – revised in 2011) | 01 jan 2014 |
| IAS 28 - (Investments in Associates and Joint Ventures) | 01 jan 2014 |
| Amendments to IFRS 10, IFRS 12 and IAS 27 (Investments Entities) | 01 jan 2014 |
| IAS 32 - Amendments (Offsetting Financial Assets and Financial Liabilities) | 01 jan 2014 |
| Amendments to IAS 36 (Recoverable amount disclosures for Non-Financial Assets) | 01 jan 2014 |
| Amendments to IAS 39 (Reformulation of Derivatives and continuation of Hedge Accounting) |
01 jan 2014 |
| IFRIC 21 - (Levies) | 01 jan 2014 |
No significant impacts are expected in the financial statements resulting from the adoption of these standards during 2014, namely because the Group has amended the measurement of investments in jointly controlled entities by applying the equity method.
The following standards, interpretations, amendments and revisions haven't been until the date of approval of these financial statements, approved (endorsed) by the European Union, whose application is mandatory in future financial years:
| With mandatory application after 2014: | Effective date (for financial years beginning on/after) |
|---|---|
| IFRS 9 - (Financial Instruments – classification and measurement) | 01 jan 2018 |
| IFRS 7 and 9 (Amendment) – (Disclosures of Financial Instruments) | To be assigned |
| IFRS 11 (Amendment) – (Accounting for Acquisitions of Interests in Joint Operations) | 01 jan 2016 |
| IFRS 14 – (Regulatory Deferral Accounts) | 01 jan 2016 |
| IFRS 15 – (Revenues from Contracts with Customers ) | 01 jan 2017 |
| IAS 16 e IAS 19 - (Amendment) – (Clarification of Acceptable Methods of Depreciation and | |
|---|---|
| Amortisation) | 01 jan 2016 |
IAS 19 (Amendment) – (Employee Benefits) 01 jul 2014
Improvements to International Financial Reporting Standards (2010-2012 cycle and 2011- 2013 cycle) 01 jul 2014
The Group is to assess the impact of these changes and will apply these standards in the year in which they become effective.
During the period was adopted a set of accounting standards, interpretations, amendments and revisions issued in previous periods and whose implementation became mandatory after the 1st January 2014 as disclosed in Note 2 and which didn't have any significant impacts on the financial statements as at 30th June 2014.
On the 27th August 2013, as a result of the incorporation by merger of Optimus SGPS in Zon, the telecommunications segment (Optimus SGPS, Optimus SA, Be Artis, Be Towering, Sontária and Permar) was classified, for presentation purposes, as a discontinued operation. As set by IFRS 5, changes were made in the consolidated profit and loss statements for the period ended on the 30th June 2013, in order to disclose a single caption ('Net income/(loss) for the year of discontinued operations') related to net income/(loss) of discontinued operations.
The discontinued operations details in the income statement can be analyzed as follows:
| 30 June 2013 Restated | |||
|---|---|---|---|
| (Amounts expressed in euro) | Published | Discontinuing operations |
Restated |
| Sales | 2,134,794,547 | 12,695,550 | 2,122,098,997 |
| Services rendered | 404,788,627 | 324,142,243 | 80,646,384 |
| Investment income | 79,000 | - | 79,000 |
| Financial income | 7,534,188 | 1,834,458 | 5,699,730 |
| Other income | 216,349,608 | 3,616,072 | 212,733,536 |
| Cost of goods sold and materials consumed | (1,663,207,858) | (15,089,922) | (1,648,117,936) |
| Changes in stocks of finished goods and work in progress | 138,910 | - | 138,910 |
| External supplies and services | (454,560,452) | (167,384,434) | (287,176,018) |
| Staff costs | (327,277,161) | (23,137,967) | (304,139,194) |
| Depreciation and amortisation | (163,158,541) | (68,442,271) | (94,716,270) |
| Provisions and impairment losses | (14,023,397) | (4,823,229) | (9,200,168) |
| Financial expense | (52,763,697) | (1,603,066) | (51,160,631) |
| Other expenses | (27,447,120) | (8,119,805) | (19,327,315) |
| Share of results of joint ventures and associated undertakings | (2,619,889) | - | (2,619,889) |
| Profit/(Loss) from continuing operations, before taxation | 58,626,765 | 53,687,629 | 4,939,136 |
| Taxation | (10,279,104) | (6,329,908) | (3,949,196) |
| Profit/(Loss) from continuing operations, after taxation | 48,347,661 | 47,357,721 | 989,940 |
| Profit/(Loss) from discontinuing operations, after taxation | - | (47,357,721) | 47,357,721 |
| Consolidated profit/(Loss) for the period | 48,347,661 | - | 48,347,661 |
| Attributable to equity holders of the Parent Company: | 39,845,039 | - | 39,845,039 |
| Attributable to non-controlling interests | 8,502,622 | - | 8,502,622 |
Group companies included in the consolidated financial statements, their head offices and percentage of share capital held by Sonae on the 30th June 2014 and 31st December 2013 are as follows:
| Percentage of capital held | ||||||
|---|---|---|---|---|---|---|
| 30 June 2014 | 31 December 2013 | |||||
| COMPANY | Head Office | Direct | Total* | Direct | Total* | |
| Sonae - SGPS, S.A. | Maia | MÃE | MÃE | MÃE | MÃE | |
| Retail | ||||||
| Arat Inmuebles, SA | a) | Madrid (Spain) | 100.00% | 100.00% | 100.00% | 100.00% |
| Azulino Imobiliária, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% |
| BB Food Service, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% |
| Bertimóvel - Sociedade Imobiliária, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% |
| Bom Momento - Restauração, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% |
| Canasta - Empreendimentos Imobiliários, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% |
| Chão Verde - Sociedade de Gestão Imobiliária, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% |
| Citorres - Sociedade Imobiliária, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% |
| Contibomba - Comércio e Distribuição de Combustíveis, SA |
a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% |
| Contimobe - Imobiliária de Castelo de Paiva, SA | a) | Castelo de Paiva | 100.00% | 100.00% | 100.00% | 100.00% |
| Continente Hipermercados, SA | a) | Lisbon | 100.00% | 100.00% | 100.00% | 100.00% |
| Cumulativa - Sociedade Imobiliária, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% |
| Discovery Sports, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% |
| Farmácia Selecção, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% |
| Fashion Division, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% |
| Fashion Division Canárias, SL | a) | Tenerife (Spain) | 100.00% | 100.00% | 100.00% | 100.00% |
| Fozimo - Sociedade Imobiliária, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% |
| Fozmassimo - Sociedade Imobiliária, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% |
| Fundo de Investimento Imobiliário Fechado Imosede |
a) | Maia | 74.15% | 74.15% | 74.15% | 74.15% |
| Fundo de Investimento Imobiliário Imosonae Dois | a) | Maia | 98.91% | 98.91% | 99.48% | 99.48% |
| Igimo - Sociedade Imobiliária, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% |
| Iginha - Sociedade Imobiliária, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% |
| Imoconti - Sociedade Imobiliária, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% |
| Imoestrutura - Sociedade Imobiliária, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% |
| Imomuro - Sociedade Imobiliária, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% |
| Imoresultado - Sociedade Imobiliária, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
|---|---|---|---|---|---|---|---|
| Imosistema - Sociedade Imobiliária, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| Infofield - Informática, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| Marcas MC, zRT | a) | Budapest (Hungary) |
100.00% | 100.00% | 100.00% | 100.00% | |
| MJLF - Empreendimentos Imobiliários, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| Modalfa - Comércio e Serviços, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| Modalloop - Vestuário e Calçado, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% | |
| Modelo Continente Hipermercados, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% | |
| Modelo Hiper Imobiliária, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| Modelo Continente International Trade, SA | a) | Madrid (Spain) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Modelo.com - Vendas p/Correspond., SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| Pharmacontinente - Saúde e Higiene, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% | |
| Pharmaconcept – Actividades em Saúde, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% | |
| Predicomercial - Promoção Imobiliária, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| 2) | Predilugar – Sociedade Imobiliária, SA | a) | Maia | 100.00% | 100.00% | - | - |
| SDSR – Sports Division SR, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% | |
| Selifa - Empreendimentos Imobiliários de Fafe, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| Sempre à Mão - Sociedade Imobiliária, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% | |
| Sesagest - Proj.Gestão Imobiliária, SA | a) | Porto | 100.00% | 100.00% | 100.00% | 100.00% | |
| SIAL Participações, Ltda | a) | São Paulo (Brazil) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Socijofra - Sociedade Imobiliária, SA | a) | Gondomar | 100.00% | 100.00% | 100.00% | 100.00% | |
| Sociloures - Sociedade Imobiliária, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% | |
| Soflorin, BV | a) | Amsterdam (Netherlands) |
100.00% | 100.00% | 100.00% | 100.00% | |
| Sonae Capital Brasil, Lda | a) | São Paulo (Brazil) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Sonae Center Serviços II, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| 2) | Sonae Financial Services, S.A. | a) | Maia | 100.00% | 100.00% | - | - |
| Sonae Investimentos, SGPS, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% | |
| Sonae MC – Modelo Continente SGPS, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% | |
| Sonae Retalho España - Servicios Generales, SA | a) | Madrid (Spain) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Sonaegest-Soc.Gest.Fundos Investimentos, SA | a) | Maia | 100.00% | 90.00% | 100.00% | 90.00% | |
| Sonaerp - Retail Properties, SA | a) | Porto | 100.00% | 100.00% | 100.00% | 100.00% | |
| 3) | SONAESR – Serviços e logística, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% |
| Sport Zone Canárias, SL | a) | Tenerife (Spain) | 51.00% | 51.00% | 51.00% | 51.00% | |
| Sonae Specialized Retail, SGPS, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% | |
| Sondis Imobiliária, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% |
| Sonvecap, BV | a) | Amsterdam (Netherlands) |
100.00% | 100.00% | 100.00% | 100.00% | |
|---|---|---|---|---|---|---|---|
| Sport Zone España - Comércio de Articulos de Deporte, SA |
a) | Madrid (Spain) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Sport Zone spor malz.per.satis ith.ve tic.ltd.sti | a) | Istambul (Turkey) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Têxtil do Marco, SA | a) | Marco de Canaveses |
92.76% | 92.76% | 92.76% | 92.76% | |
| Tlantic, BV | a) | Amsterdam (Netherlands) |
77.66% | 77.66% | 77.66% | 77.66% | |
| Tlantic Portugal - Sistemas de Informação, SA | a) | Maia | 77.66% | 77.66% | 77.66% | 77.66% | |
| Tlantic Sistemas de Informação, Ltda | a) | Porto Alegre (Brazil) |
77.66% | 77.66% | 77.66% | 77.66% | |
| Valor N, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% | |
| Worten - Equipamento para o Lar, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% | |
| Worten España Distribución, S.L. | a) | Madrid (Spain) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Worten Canárias, SL | a) | Tenerife (Spain) | 51.00% | 51.00% | 51.00% | 51.00% | |
| Zippy - Comércio e Distribuição, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% | |
| Zippy - Comércio Y Distribución, SA | a) | Madrid (Spain) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Zippy cocuk malz.dag.ith.ve tic.ltd.sti | a) | Istambul (Turkey) | 100.00% | 100.00% | 100.00% | 100.00% | |
| ZYEvolution-Invest.Desenv., SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% | |
| Investment Management ADD Avaliações Engenharia de Avaliações e Perícias, Ltda |
a) | Brazil | 100.00% | 50.00% | 100.00% | 50.00% | |
| Cape Tecnologies Limited | a) | Dublin (Ireland) | 100.00% | 89.90% | 100.00% | 75.07% | |
| Digitmarket - Sistemas de Informação, SA | a) | Maia | 75.10% | 67.52% | 75.10% | 56.37% | |
| Herco Consultoria de Risco e Corretora de Seguros, | a) | Brazil | 100.00% | 50.01% | 100.00% | 50.01% | |
| Ltda Herco Consultoria de Risco, SA |
a) | Maia | 100.00% | 50.01% | 100.00% | 50.01% | |
| HighDome PCC Limited | a) | Malta | 100.00% | 50.01% | 100.00% | 50.01% | |
| Larim Corretora de Resseguros Ltda | a) | Brazil | 99.99% | 50.01% | 99.99% | 50.01% | |
| Lazam/mds Correctora Ltda | a) | Brazil | 100.00% | 50.01% | 100.00% | 50.01% | |
| 4) | Lugares Virtuais, SA | a) | Maia | 100.00% | 89.90% | 100.00% | 75.07% |
| Mainroad – Serviços em Tecnologias de Informação, | a) | Maia | 100.00% | 89.90% | 100.00% | 75.07% | |
| S.A. MDS - Corretor de Seguros, SA |
a) | Porto | 100.00% | 50.01% | 100.00% | 50.01% | |
| MDS Affinity-Sociedade de Mediação Lda | a) | Porto | 100.00% | 50.01% | 100.00% | 50.01% | |
| MDS África, SGPS, SA | a) | Porto | 100.00% | 50.01% | 100.00% | 50.01% | |
| MDS Auto - Mediação de Seguros, SA | a) | Porto | 50.01% | 25.01% | 50.01% | 25.01% | |
| Mds Knowledge Centre, Unipessoal, Lda | a) | Lisbon | 100.00% | 50.01% | 100.00% | 50.01% | |
| MDS Malta Holding Limited | a) | Malta | 100.00% | 50.01% | 100.00% | 50.01% | |
| MDS, SGPS, SA | a) | Maia | 50.01% | 50.01% | 50.01% | 50.01% | |
| 4) | Miauger - Org. Gestão Leilões Electrónicos, SA | a) | Maia | 100.00% | 89.90% | 100.00% | 75.07% |
| Modelo - Distribuição de Materiais de Construção, SA |
a) | Maia | 50.00% | 50.00% | 50.00% | 50.00% |
|---|---|---|---|---|---|---|
| PCJ-Público, Comunicação e Jornalismo, SA | a) | Maia | 100.00% | 89.90% | 100.00% | 75.07% |
| Praesidium Services Limited | a) | Berkshire (U.K.) | 100.00% | 89.90% | 100.00% | 75.07% |
| Público - Comunicação Social, SA | a) | Porto | 100.00% | 89.90% | 100.00% | 75.07% |
| RSI Corretora de Seguros, Ltda | a) | Brazil | 100.00% | 50.01% | 100.00% | 50.01% |
| Saphety – Transacciones Electronicas SAS | a) | Bogota (Colombia) |
86.99% | 78.21% | 86.99% | 65.30% |
| Saphety Brasil Transações Eletrônicas Lda | a) | São Paulo (Brazil) |
86.99% | 78.21% | 86.99% | 65.30% |
| Saphety Level - Trusted Services, SA | a) | Maia | 86.99% | 78.21% | 86.99% | 65.30% |
| Sonaecom – Serviços Partilhados, SGPS, SA | a) | Maia | 100.00% | 89.90% | 100.00% | 75.07% |
| Sonaecom - Sistemas de Informação, SGPS, SA | a) | Maia | 100.00% | 89.90% | 100.00% | 75.07% |
| Sonaecom - Sistemas de Información España, SL | a) | Madrid (Spain) | 100.00% | 89.90% | 100.00% | 75.07% |
| Sonaecom BV | a) | Amsterdam (Netherlands) |
100.00% | 89.90% | 100.00% | 75.07% |
| Sonaecom, SGPS, SA | a) | Maia | 90.08% | 89.90% | 75.44% | 75.07% |
| Sonaetelecom, BV | a) | Amsterdam (Netherlands) |
100.00% | 89.90% | 100.00% | 75.07% |
| Tecnológica Telecomunicações, Ltda | a) | Rio de Janeiro (Brazil) |
99.99% | 89.81% | 99.99% | 74.99% |
| We Do Brasil Soluções Informáticas, Ltda | a) | Rio de Janeiro (Brazil) |
99.91% | 89.82% | 99.91% | 74.99% |
| We Do Consulting - Sistemas de Informação, SA | a) | Maia | 100.00% | 89.90% | 100.00% | 75.07% |
| We Do Poland Sp.Z.o.o. | a) | Posnan (Poland) | 100.00% | 89.90% | 100.00% | 75.07% |
| We Do Technologies (UK) Limited | a) | Berkshire (U.K.) | 100.00% | 89.90% | 100.00% | 75.07% |
| We Do Tecnologies Americas, Inc. | a) | Delaware (USA) |
100.00% | 89.90% | 100.00% | 75.07% |
| We Do Technologies Australia PTY Limited | a) | Sidney (Australia) | 100.00% | 89.90% | 100.00% | 75.07% |
| We Do Technologies Egypt Limited Liability Company |
a) | Cairo (Egypt) | 100.00% | 89.90% | 100.00% | 75.07% |
| We Do Technologies Mexico S. de RL | a) | México City | 100,00% | 89.90% | 100.00% | 75.07% |
| We Do Technologies Panamá SA | a) | Panamá City | 100.00% | 89.90% | 100.00% | 75.07% |
| We Do Technologies Singapore PTE. LDT | a) | Singapore | 100.00% | 89.90% | 100.00% | 75.07% |
| We Do Tecnologies BV | a) | Amsterdam (Netherlands) |
100.00% | 89.90% | 100.00% | 75.07% |
| Others | ||||||
| Libra Serviços, Lda | a) | Funchal | 100.00% | 100.00% | 100.00% | 100.00% |
| Sonae Investments, BV | a) | Amsterdam (Netherlands) |
100.00% | 100.00% | 100.00% | 100.00% |
| Sonae RE, SA | a) | Luxembourg | 99.92% | 99.92% | 99.92% | 99.92% |
| Sonaecenter Serviços, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% |
|---|---|---|---|---|---|---|
| Sontel, BV | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% |
*the percentage of ownership total represents the total direct and indirect percentage on the share capital held by the Group.
These entities are consolidated using the full consolidation method.
Jointly controlled entities and associated companies included in the consolidated financial statements, their head offices and the percentage of share capital held by Sonae on the 30th June 2014 and 31st December 2013 are as follows:
| Percentage of share capital held | ||||||
|---|---|---|---|---|---|---|
| 30 June 2014 | 31 December 2013 | |||||
| COMPANY | Head Office | Direct | Total* | Direct | Total* | |
| Shopping Centres | ||||||
| 3shoppings - Holding, SGPS, SA | Maia | 100.00% | 25.05% | 100.00% | 25.05% | |
| 8ª avenida Centro Comercial, SA | Maia | 100.00% | 23.75% | 100.00% | 23.75% | |
| Adlands BV | Amsterdam (Netherlands) |
50.00% | 25.00% | 50.00% | 25.00% | |
| Aegean Park, SA | Athens(Greece) | 100.00% | 25.00% | 100.00% | 25.00% | |
| ALBCC – Albufeirashopping – Centro Comercial, SA | Maia | 50.00% | 11.88% | 50.00% | 11.88% | |
| ALEXA Administration GmbH | Berlin (Germany) | 100.00% | 25.00% | 100.00% | 25.00% | |
| ALEXA Holding GmbH | Dusseldorf (Germany) | 100.00% | 50.00% | 100.00% | 50.00% | |
| ALEXA Shopping Centre GmbH | Dusseldorf (Germany) | 100.00% | 50.00% | 100.00% | 50.00% | |
| Algarveshopping - Centro Comercial, SA | Maia | 100.00% | 25.05% | 100.00% | 25.05% | |
| ARP Alverca Retail Park, SA | Maia | 100.00% | 50.00% | 50.00% | 25.00% | |
| Arrábidashopping - Centro Comercial, SA | Maia | 50.00% | 12.53% | 50.00% | 12.53% |
| Avenida M-40, BV | Amsterdam (Netherlands) |
100.00% | 25.05% | 100.00% | 25.05% | |
|---|---|---|---|---|---|---|
| Beralands BV | Amsterdam (Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% | |
| Campo Limpo Lda | S. Paulo (Brazil) | 20.00% | 3.33% | 20.00% | 3.33% | |
| Cascaishopping - Centro Comercial, SA | Maia | 50.00% | 28.62% | 50.00% | 28.62% | |
| Cascaishopping Holding I, SGPS, SA | Maia | 100.00% | 28.62% | 100.00% | 28.62% | |
| CCCB Caldas da Rainha - Centro Comercial,SA | Maia | 100.00% | 50.00% | 100.00% | 50.00% | |
| Centro Colombo - Centro Comercial, SA | Maia | 100.00% | 12.53% | 100.00% | 12.53% | |
| Centro Vasco da Gama - Centro Comercial, SA | Maia | 50.00% | 12.53% | 50.00% | 12.53% | |
| Coimbrashopping - Centro Comercial, SA | Maia | 100.00% | 25.05% | 100.00% | 25.05% | |
| Colombo Towers Holding, BV | The Hague ( Netherlands) |
50.00% | 25.00% | 50.00% | 25.00% | |
| Craiova Mall BV | Amsterdam (Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% | |
| Dortmund Tower GmbH | Dusseldorf (Germany) | 100.00% | 50.00% | 100.00% | 50.00% | |
| Dos Mares - Shopping Centre, BV | Amsterdam (Netherlands) |
100.00% | 25.05% | 100.00% | 25.05% | |
| Dos Mares - Shopping Centre, SA | Madrid (Spain) | 100.00% | 25.05% | 100.00% | 25.05% | |
| Estação Viana - Centro Comercial, SA | Viana do Castelo | 100.00% | 25.05% | 100.00% | 25.05% | |
| Freccia Rossa - Shopping Centre, Srl | Milan (Italy) | 50.00% | 25.00% | 50.00% | 25.00% | |
| Fundo de Investimento Imobiliário Parque Dom Pedro Shopping Center (FundII) |
São Paulo (Brazil) | 50.00% | 10.34% | 50.00% | 10.34% | |
| Fundo de Investimento Imobiliário Shopping Parque Dom Pedro Shopping |
São Paulo (Brazil) | 87.61% | 15.78% | 87.61% | 15.78% | |
| Gaiashopping I - Centro Comercial, SA | Maia | 50.00% | 12.53% | 50.00% | 12.53% | |
| Gaiashopping II - Centro Comercial, SA | Maia | 100.00% | 12.53% | 100.00% | 12.53% | |
| Gli Orsi Shopping Centre 1, Srl | Milan (Italy) | 100.00% | 50.00% | 100.00% | 50.00% | |
| Guimarãeshopping - Centro Comercial, SA | Maia | 100.00% | 25.05% | 100.00% | 25.05% | |
| Harvey Dos Iberica, SL | Madrid (Spain) | 50.00% | 12.53% | 50.00% | 12.53% | |
| Iberian Assets, SA | Madrid (Spain) | 49.78% | 12.47% | 49.78% | 12.47% | |
| 1) | Inparsa - Gestão de Galeria Comerc., SA | Maia | 100.00% | 50.00% | 100.00% | 50.00% |
| Ioannina Development of Shopping Centres, SA | Athens(Greece) | 100.00% | 50.00% | 100.00% | 50.00% | |
| La Farga - Shopping Centre, SL | Madrid (Spain) | 100.00% | 12.48% | 100.00% | 12.48% | |
| Land Retail, BV | Amsterdam (Netherlands) |
100.00% | 32.19% | 100.00% | 32.19% | |
| Larissa Development of Shopping Centres, SA | Athens(Greece) | 100.00% | 25.00% | 100.00% | 25.00% | |
| LCC – Leiriashopping – Centro Comercial, SA | Maia | 100.00% | 23.75% | 100.00% | 23.75% | |
| Le Terrazze – Shopping Centre 1, Srl | Milan (Italy) | 50.00% | 25.00% | 50.00% | 25.00% | |
| Loop 5 - Shopping Centre Gmbh | Dusseldorf (Germany) | 50.00% | 25.00% | 50.00% | 25.00% | |
| Loureshopping – Centro Comercial, SA | Maia | 50.00% | 11.88% | 50.00% | 11.88% |
| Luz del Tajo - Centro Comercial, SA | Madrid (Spain) | 100.00% | 25.05% | 100.00% | 25.05% |
|---|---|---|---|---|---|
| Luz del Tajo, BV | Amsterdam (Netherlands) |
100.00% | 25,05% | 100,00% | 25,05% |
| Madeirashopping - Centro Comercial, SA | Funchal (Madeira) | 50.00% | 12.53% | 50.00% | 12.53% |
| Maiashopping - Centro Comercial, SA | Maia | 100.00% | 25.05% | 100.00% | 25.05% |
| Münster Arkaden, BV | Amsterdam (Netherlands) |
100.00% | 25.05% | 100.00% | 25.05% |
| Norte Shopping Retail and Leisure Centre, BV | Amsterdam (Netherlands) |
50.00% | 12.53% | 50.00% | 12.53% |
| Norteshopping - Centro Comercial, SA | Maia | 100.00% | 12.53% | 100.00% | 12.53% |
| Pantheon Plaza BV | Amsterdam (Netherlands) |
50.00% | 25.00% | 50.00% | 25.00% |
| Paracentro - Gestão de Galerias Comerciais, SA | Maia | 100.00% | 50.00% | 100.00% | 50.00% |
| Park Avenue Developement of Shopping Centers, SA | Athens(Greece) | 100.00% | 25.00% | 100.00% | 25.00% |
| Parklake Shopping, Srl | Bucharest (Romania) | 50.00% | 25.00% | 50.00% | 25.00% |
| Parque Atlântico Shopping - Centro Comercial SA | Ponta Delgada (Azores) | 50.00% | 12.53% | 50.00% | 12.53% |
| Parque D. Pedro 1, BV Sarl | Luxembourg | 100.00% | 25.00% | 100.00% | 25.00% |
| Parque de Famalicão - Empreendimentos Imobiliários, SA | Maia | 100.00% | 50.00% | 100.00% | 50.00% |
| Pátio Boavista Shopping, Ltda | São Paulo (Brazil) | 100.00% | 16.66% | 100.00% | 16.66% |
| Pátio Campinas Shopping, Ltda | São Paulo (Brazil) | 100.00% | 16.66% | 100.00% | 16.66% |
| Pátio Goiânia Shopping, Ltda | São Paulo (Brazil) | 100.00% | 16.66% | 100.00% | 16.66% |
| Pátio Londrina Empreendimentos e Participações, Ltda | São Paulo (Brazil) | 100.00% | 16.66% | 100.00% | 16.66% |
| Pátio São Bernardo Shopping Ltda | São Paulo (Brazil) | 100.00% | 16.66% | 100.00% | 16.66% |
| Pátio Sertório Shopping Ltda | São Paulo (Brazil) | 100.00% | 16.66% | 100.00% | 16.66% |
| Pátio Uberlândia Shopping Ltda | São Paulo (Brazil) | 100.00% | 16.66% | 100.00% | 16.66% |
| Plaza Eboli - Centro Comercial, SA | Madrid (Spain) | 100.00% | 50.00% | 100.00% | 50.00% |
| Plaza Mayor Parque de Ócio, BV | Amsterdam (Netherlands) |
100.00% | 25.05% | 100.00% | 25.05% |
| Plaza Mayor Parque de Ócio, SA | Madrid (Spain) | 100.00% | 25.05% | 100.00% | 25.05% |
| Plaza Mayor Shopping, BV | Amsterdam (Netherlands) |
100.00% | 25.05% | 100.00% | 25.05% |
| Plaza Mayor Shopping, SA | Madrid (Spain) | 100.00% | 25.05% | 100.00% | 25.05% |
| PORTCC – Portimãoshopping – Centro Comercial, SA | Maia | 50.00% | 11.88% | 50.00% | 11.88% |
| Project SC 1, BV | Amsterdam (Netherlands) |
50.00% | 25.00% | 50.00% | 25.00% |
| Project Sierra 10 BV | Amsterdam (Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
| Project Sierra 11, BV | Amsterdam (Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
| Project Sierra 12, BV | Amsterdam (Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
| Project Sierra 2, BV | Amsterdam (Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
| Project Sierra 6, BV | Amsterdam (Netherlands) |
50.00% | 25.00% | 50.00% | 25.00% |
| Project Sierra 8 BV | Amsterdam (Netherlands) |
100.00% | 25.05% | 100.00% | 25.05% |
| Project Sierra Four Srl | Bucharest (Romania) | 100.00% | 50.00% | 100.00% | 50.00% | |
|---|---|---|---|---|---|---|
| Project Sierra Germany 2 (two), Shopping Centre GmbH | Dusseldorf (Germany) | 100.00% | 50.00% | 100.00% | 50.00% | |
| Project Sierra Germany 4 (four), Shopping Centre, GmbH | Dusseldorf (Germany) | 100.00% | 50.00% | 100.00% | 50.00% | |
| Project Sierra Spain 1, BV | Amsterdam (Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% | |
| Project Sierra Spain 2 - Centro Comercial, SA | Madrid (Spain) | 100.00% | 50.00% | 100.00% | 50.00% | |
| 1) | Project Sierra Spain 2, BV | Amsterdam (Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
| Project Sierra Spain 3, BV | Amsterdam (Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% | |
| Project Sierra Spain 7 - Centro Comercial, SA | Madrid (Spain) | 100.00% | 50.00% | 100.00% | 50.00% | |
| Project Sierra Two Srl | Bucharest (Romania) | 100.00% | 50.00% | 100.00% | 50.00% | |
| Rio Sul – Centro Comercial, SA | Lisbon | 50.00% | 11.88% | 50.00% | 11.88% | |
| River Plaza BV | Amsterdam (Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% | |
| River Plaza Mall, Srl | Bucharest (Romania) | 100.00% | 50.00% | 100.00% | 50.00% | |
| S.C. Microcom Doi Srl | Bucharest (Romania) | 100.00% | 50.00% | 100.00% | 50.00% | |
| SC Aegean, BV | Amsterdam (Netherlands) |
50.00% | 25.00% | 50.00% | 25.00% | |
| SC Mediterranean Cosmos, BV | Amsterdam (Netherlands) |
50.00% | 12.53% | 50.00% | 12.53% | |
| Serra Shopping – Centro Comercial, SA | Covilhã | 50.00% | 11.88% | 50.00% | 11.88% | |
| Shopping Centre Colombo Holding, BV | Amsterdam (Netherlands) |
50.00% | 12.53% | 50.00% | 12.53% | |
| Shopping Centre Parque Principado, BV | Amsterdam (Netherlands) |
100.00% | 25.05% | 100.00% | 25.05% | |
| Sierra Asia Limited | Hong Kong | 100.00% | 50.00% | 100.00% | 50.00% | |
| Sierra Berlin Holding BV | Amsterdam (Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% | |
| Sierra Brazil 1, BV | Amsterdam (Netherlands) |
100.00% | 25.00% | 100.00% | 25.00% | |
| Sierra Central, S.A.S. | Santiago de Cali (Colombia) |
50.00% | 25.00% | 50.00% | 25.00% | |
| Sierra Cevital Shopping Center, Spa | Argelia | 49.00% | 24.50% | 49.00% | 24.50% | |
| Sierra Corporate Services Holland, BV | Amsterdam (Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% | |
| Sierra Developments Holding, BV | Amsterdam (Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% | |
| Sierra Developments, SGPS, SA | Maia | 100.00% | 50.00% | 100.00% | 50.00% | |
| Sierra European Retail Real Estate Assets Holdings, BV | Amsterdam (Netherlands) |
50.10% | 25.05% | 50.10% | 25.05% | |
| Sierra Germany GmbH | Dusseldorf (Germany) | 100.00% | 50.00% | 100.00% | 50.00% | |
| Sierra GP, Limited | Guernesey (U.K.) | 100.00% | 50.00% | 100.00% | 50.00% | |
| Sierra Greece, SA | Athens(Greece) | 100.00% | 50.00% | 100.00% | 50.00% | |
| Sierra Investimentos Brasil Ltda | São Paulo (Brazil) | 100.00% | 16.66% | 100.00% | 16.66% | |
| Sierra Investments (Holland) 1, BV | Amsterdam (Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Investments (Holland) 2, BV | Amsterdam (Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% | |
|---|---|---|---|---|---|---|
| Sierra Investments Holding, BV | Amsterdam (Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% | |
| Sierra Investments SGPS, SA | Maia | 100.00% | 50.00% | 100.00% | 50.00% | |
| 1) | Sierra Italy Holding, BV | Amsterdam (Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Italy, Srl | Milan (Italy) | 100.00% | 50.00% | 100.00% | 50.00% | |
| Sierra Management, SGPS, SA | Maia | 100.00% | 50.00% | 100.00% | 50.00% | |
| Sierra Portugal, SA | Lisbon | 100.00% | 50.00% | 100.00% | 50.00% | |
| Sierra Project Nürnberg BV | Amsterdam (Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% | |
| Sierra Property Management Greece, SA | Athens(Greece) | 100.00% | 50.00% | 100.00% | 50.00% | |
| Sierra Real Estate Greece BV | Amsterdam (Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% | |
| Sierra Reval Gayrimenkul Yönetim Pazarlama ve Danışmanlık A.Ş. |
Istambul (Turkey) |
50.00% | 25.00% | 50.00% | 25.00% | |
| Sierra Services Holland 2 BV | Amsterdam (Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% | |
| Sierra Solingen Holding GmbH | Dusseldorf (Germany) | 100.00% | 50.00% | 100.00% | 50.00% | |
| Sierra Spain – Shopping Centers Services, SL | Madrid (Spain) | 100.00% | 50.00% | 100.00% | 50.00% | |
| Sierra Spain 2 Services, SA | Madrid (Spain) | 100.00% | 50.00% | 100.00% | 50.00% | |
| Sierra Zenata Project B.V | Amsterdam (Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% | |
| Solingen Shopping Center GmbH | Dusseldorf (Germany) | 50.00% | 25.00% | 50.00% | 25.00% | |
| Sonae Sierra Brasil, SA | São Paulo (Brazil) | 66.65% | 16.66% | 66.65% | 16.66% | |
| Sonae Sierra Brazil, BV Sarl | Luxembourg | 50.00% | 25.00% | 50.00% | 25.00% | |
| Sonae Sierra, SGPS, SA | Maia | 50.00% | 50.00% | 50.00% | 50.00% | |
| SPF - Sierra Portugal | Luxembourg | 100.00% | 50.00% | 100.00% | 50.00% | |
| SPF - Sierra Portugal Real Estate, Sarl | Luxembourg | 47.50% | 23.75% | 47.50% | 23.75% | |
| Torre Ocidente - Imobiliária, SA | Maia | 50.00% | 12.50% | 50.00% | 12.50% | |
| Unishopping Consultoria Imobiliária, Ltda | São Paulo (Brazil) | 99.98% | 16.66% | 99.98% | 16.66% | |
| Via Catarina - Centro Comercial, SA | Maia | 50.00% | 12.53% | 50.00% | 12.53% | |
| Vuelta Omega, S.L. | Madrid (Spain) | 100.00% | 12.53% | 100.00% | 12.53% | |
| Weiterstadt Shopping BV | Amsterdam (Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% | |
| Zubiarte Inversiones Inmobiliarias, SA | Madrid (Spain) | 49.83% | 12.48% | 49.83% | 12.48% | |
| Telecommunications | ||||||
| ZOPT, SGPS, SA | Porto | 50.00% | 44.70% | 50.00% | 37.54% |
Investment Management
| Equador & Mendes - Agência de Viagens e Turismo, Lda | Lisbon | 50.00% | 37.50% | 50.00% | 37.50% |
|---|---|---|---|---|---|
| Movimentos Viagens - Viagens e Turismo, Sociedade Unipessoal, Lda |
Lisbon | 50.00% | 50.00% | 50.00% | 50.00% |
| Nova Equador Internacional, Agência de Viagens e Turismo, Lda |
Lisbon | 50.00% | 50.00% | 50.00% | 50.00% |
| Nova Equador P.C.O. e Eventos, Sociedade Unipessoal, Lda | Lisbon | 50.00% | 50.00% | 50.00% | 50.00% |
| Raso SGPS, SA | Lisbon | 50.00% | 50.00% | 50.00% | 50.00% |
| Raso - Viagens e Turismo, SA | Lisbon | 50.00% | 50.00% | 50.00% | 50.00% |
| SIRS – Sociedade Independente de Radiodifusão Sonora, SA |
Porto | 45.00% | 40.23% | 45.00% | 33.78% |
| Unipress - Centro Gráfico, Lda | Vila Nova de Gaia | 50.00% | 44.70% | 50.00% | 37.54% |
| Viagens y Turismo de Geotur España, S.L. | Madrid (Spain) | 50.00% | 50.00% | 50.00% | 50.00% |
* the percentage of total ownership represents the total direct and indirect percentage on the share capital held by the Group.
1) Company liquidated during the period.
| Percentage of share capital held | |||||||
|---|---|---|---|---|---|---|---|
| 30 June 2014 | 31 December 2013 | ||||||
| COMPANY | Head Office | Direct | Total* | Direct | Total* | ||
| Retail | |||||||
| Sempre a Postos - Produtos Alimentares e Utilidades, Lda | Lisbon | 25.00% | 25.00% | 25.00% | 25.00% | ||
| 1) | Mundo Vip – Operadores Turísticos, SA | Lisbon | - | - | 33.34% | 33.34% |
* the percentage of ownership total represents the total direct and indirect percentage on the share capital held by the Group.
1) Associated Company liquidated during the period.
Jointly controlled companies and associated companies were included in the consolidated financial statements by the equity method.
The share value of investments in jointly controlled entities and associated companies can be presented as follows:
| COMPANY | 30 June 2014 | 31 December 2013 |
|---|---|---|
| Shopping Centres Sonae Sierra SGPS, SA (consolidated) |
465,709,538 | 427,254,900 |
| Telecommunications ZOPT, SGPS, S.A. (consolidated) |
701,485,527 | 709,606,944 |
| Investment Management Raso SGPS, SA (consolidated) Unipress - Centro Gráfico, Lda SIRS - Sociedade Independente de Radiodifusão Sonora, SA |
6,015,847 1,021,396 - |
6,147,367 882,859 - |
| Investments in joint ventures | 1,174,232,308 | 1,143,892,070 |
| Retail Sempre a Postos - Produtos Alimentares e Utilidades, Lda Mundo Vip - Operadores Turísticos, SA |
961,937 - |
899,945 - |
| Investment in associated companies | 961,937 | 899,945 |
| Total | 1,175,194,245 | 1,144,792,015 |
| 30 June 2014 | 31 December 2013 | ||||||
|---|---|---|---|---|---|---|---|
| Joint ventures | Assets | Liabilities | Equity | Assets | Liabilities | Equity | |
| Investment Management | 79,340,343 | 50,193,053 | 29,147,290 | 72,460,580 | 42,979,002 | 29,481,578 | |
| Shopping Centres b) | 2,083,656,783 | 854,219,806 | 1,229,436,977 | 1,990,317,894 | 863,421,393 | 1,126,896,501 | |
| Telecommunications b) | 4,419,596,000 | 1,910,939,000 | 2,508,657,000 | 4,413,649,000 | 1,902,694,000 | 2,510,955,000 | |
| TOTAL | 6,582,593,126 | 2,815,351,859 | 3,767,241,267 | 6,476,427,474 | 2,809,094,395 | 3,667,333,079 | |
| 30 June 2014 | 30 June 2013 | ||||||
| Joint ventures | Income | Expenses | Net Profit | Income | Expenses | Net Profit | |
| Investment Management | 22,953,661 | 23,146,650 | (192,989) | 23,153,594 | 24,126,968 | (973,374) | |
| Shopping Centres b) | 179,778,435 | 98,838,218 | 80,940,218 | 71,470,269 | 97,202,870 | (25,732,601) | |
| Telecommunications a)b) | 691,041,040 | 655,849,910 | 35,191,130 | - | - | - | |
| TOTAL | 893,773,136 | 777,834,778 | 115,938,359 | 94,623,863 | 121,329,838 | (26,705,975) |
a) The variation from 2013 to 2014 arise from the inclusion of Zopt group;
b) Disclosed values are relative to the consolidated accounts of Sonae Sierra and Zopt.
| 30 June 2014 | 31 December 2013 | |||||
|---|---|---|---|---|---|---|
| Associated companies | Assets | Liabilities | Equity | Assets | Liabilities | Equity |
| Retail | 9,845,721 | 5,997,975 | 3,847,746 | 12,140,682 | 11,125,907 | 1,014,775 |
| TOTAL | 9,845,721 | 5,997,975 | 3,847,746 | 12,140,682 | 11,125,907 | 1,014,775 |
| 30 June 2014 | 30 June 2013 | |||||
| Associated companies | Income | Expenses | Net Profit | Income | Expenses | Net Profit |
| Retail | 25,240,923 | 24,927,175 | 313,748 | 23,144,686 | 23,745,412 | (600,726) |
| TOTAL | 25,240,923 | 24,927,175 | 313,748 | 23,144,686 | 23,745,412 | (600,726) |
During the period ended at 30th June 2014 and 2013, movements in investments in joint ventures and associated companies are as follows:
| 30 June 2014 | 30 June 2013 | |||||
|---|---|---|---|---|---|---|
| Joinr ventures and associated companies | Proportion on equity |
Goodwill | Total investment |
Proportion on equity |
Goodwill | Total investment |
| Initial balance as at January,1 | 1,067,537,011 | 77,255,004 | 1,144,792,015 | 379,191,284 | 77,255,004 | 456,446,288 |
| Gains or losses in joint controlled and associated companies |
32,895,032 | - | 32,895,032 | (2,619,889) | - | (2,619,889) |
| Distributed dividends | (87,095) | - | (87,095) | (158,202) | - | (158,202) |
| Effect in equity capital and non-controlling interests |
(2,405,707) | - | (2,405,707) | (7,272,829) | - | (7,272,829) |
| 1,097,939,241 | 77,255,004 | 1,175,194,245 | 369,140,364 | 77,255,004 | 446,395,368 |
The effect on equity is mainly the result of currency translation figures of companies with a functional currencies different form euro.
The caption other non-current investments, their head offices, percentage of share capital held and book value on the 30th June 2014 and 31st December 2013, are as follows:
| Percentage of share capital held | |||||||
|---|---|---|---|---|---|---|---|
| 30 June 2014 | 31 December 2013 | Statment of financial position | |||||
| Company | Head Office | Direct | Total | Direct | Total | 30 June 2014 | 31 December 2013 |
| Retail | |||||||
| Dispar - Distrib. de Participações, SGPS, SA | Lisbon | 7.14% | 7.14% | 7.14% | 7.14% | 9,976 | 9,976 |
| Insco - Insular de Hipermerc., SA | Ponta Delgada | 10.00% | 10.00% | 10.00% | 10.00% | 748,197 | 748,197 |
| Insco - Insular de Hipermerc., SA | Ponta Delgada | 11.11% | 11.11% | ‐ | ‐ | 133,162 | - |
| Investment Management | |||||||
| Lusa - Agên. de Notícias de Portugal, SA | Lisbon | 1.38% | 1.24% | 1.38% | 0.75% | 197,344 | 97,344 |
| Cooper Gay Swett & Crawford ltd | London | 9.72% | 4.86% | 9.72% | 4.86% | 15,468,095 | 15,468,095 |
| Other investments | 14,692,691 | 15,668,225 | |||||
| Total (Note 12) | 31,249,465 | 31,991,837 |
On the 30th June 2014, are included in "Other Investments", among others 12,513,275 euro (12,512,681 euro on the 31st December 2013) related to deposited amounts on an Escrow Account which is invested in investment funds with superior rating and contractual liability guarantees assumed in the disposal of a Brazil Retail business and for which provisions were recorded in the applicable situations (Note 24).
Although in accordance with the deadlines contractually established, the Escrow Account should have already been released by the buyer, that didn't happen as there are some points of disagreement on the use of the Escrow Account, namely as whether or not, to retain the Escrow Account for on-going fiscal procedures that have not yet been decided (Note 25). It is the understanding of the Board of Directors, based on legal opinions of Brazilian and Portuguese lawyers that the reason attends to Sonae.
Financial investment in Cooper Gay Sweet & Crawford Ltd maintained its fair value on the 31st December 2013. The valuation of this investment was performed on a binding acquisition proposal received from an unrelated entity and knowledgeable entity of the sector in the last quarter of 2013, which was not considered appropriate by the board of directors of the company.
On January 2014, the Group sold its subsidiary Fozmassimo – Sociedade Imobiliária, SA to an external entity. The impact on the financial statements can be analyzed as follows:
| On the date of disposal |
|
|---|---|
| Net assets | |
| Tangible and intangible assets (Note 9 and 10) | 2,777,380 |
| Other assets | 23,820 |
| Cash and cash equivalents | 14,771 |
| Deferred tax liabilities | (77,521) |
| Other liabilities | (62,509) |
| 2,675,941 | |
| Profit in disposal | 297,373 |
| Consideration received | 2,973,313 |
| Effective cash payment received | 2,973,313 |
| Future cash receivements | - 2,973,313 |
| Net cash-flow arising from disposal | |
| Effective cash payment received | 2,973,313 |
| Cash and cash equivalents disposed | (14,771) |
| 2,958,542 | |
| On the date of | |
| disposal | |
| Sales | 200,406 |
| Other income | 2,329 |
| Other expenses | (109,011) |
| Net financial expenses | 61,418 |
| Profit/(Loss) before taxation | 155,142 |
| Profit/(Loss) before taxation | (35,122) |
| Profit/(Loss) after taxation | 120,020 |
During the six month period ended on the 30th June 2014 and 2013, movements in tangible assets as well as depreciation and accumulated impairment losses are made up as follows:
| Tangible assets | |||||
|---|---|---|---|---|---|
| Tangible | Total | ||||
| Land and | Plant and | Assets | Tangible | ||
| Buildings | Machinery | Others | in progress | Assets | |
| Gross assets: | |||||
| Opening balance as at 1 January 2014 | 1,659,329,823 | 1,248,692,623 | 176,539,371 | 31,848,923 | 3,116,410,740 |
| Investment | 4,110,640 | 865,184 | 324,585 | 48,807,315 | 54,107,724 |
| Disposals | (1,454,856) | (19,489,717) | (3,118,526) | (3,914,286) | (27,977,385) |
| Disposals of subsidiaries (Note 8) | (2,758,249) | (397,643) | (3,492) | - | (3,159,384) |
| Exchange rate effect | 32,452 | 119,127 | 328,560 | 896 | 481,035 |
| Transfers | 9,712,129 | 32,858,424 | 6,274,809 | (50,139,995) | (1,294,633) |
| Closing balance as at 30 June 2014 | 1,668,971,939 | 1,262,647,998 | 180,345,307 | 26,602,853 | 3,138,568,097 |
| Accumulated depreciation | |||||
| and impairment losses | |||||
| Opening balance as at 1 January 2014 | 409,943,585 | 737,980,900 | 141,321,852 | - | 1,289,246,337 |
| Depreciation of the period | 12,770,815 | 50,553,792 | 6,911,904 | - | 70,236,511 |
| Disposals | 595,269 | (16,017,179) | (2,992,267) | - | (18,414,177) |
| Disposals of subsidiaries (Note 8) | (210,643) | (168,610) | (3,492) | - | (382,745) |
| Exchange rate effect | 16,878 | 96,941 | 225,638 | - | 339,457 |
| Transfers | 297,244 | (533,650) | (399,260) | - | (635,666) |
| Closing balance as at 30 June 2014 | 423,413,148 | 771,912,194 | 145,064,375 | - | 1,340,389,717 |
| Carrying amount as at 30 June 2014 | 1,245,558,791 | 490,735,804 | 35,280,932 | 26,602,853 | 1,798,178,380 |
| Tangible assets | |||||
| Tangible | Total | ||||
| Land and | Plant and | Assets | Tangible | ||
| Buildings | Machinery | Others | in progress | Assets | |
| Gross assets: | |||||
| Opening balance as at 1 January 2013 | 1,944,250,596 | 2,269,285,934 | 392,604,946 | 52,690,950 | 4,658,832,426 |
| Investment | 970,971 | 2,726,451 | 8,598,777 | 56,146,618 | 68,442,817 |
| Disposals | (565,186) | (17,119,744) | (5,685,478) | (1,741,672) | (25,112,080) |
| Exchange rate effect | (25,543) | (109,616) | (290,191) | (5,978) | (431,328) |
| Transfers | 6,451,869 | 55,540,472 | 2,765,841 | (66,708,744) | (1,950,562) |
| Closing balance as at 30 June 2013 | 1,951,082,707 | 2,310,323,497 | 397,993,895 | 40,381,174 | 4,699,781,273 |
| Accumulated depreciation | |||||
| and impairment losses | |||||
| Opening balance as at 1 January 2013 | 448,370,593 | 1,274,180,207 | 333,171,848 | - | 2,055,722,648 |
| Depreciation of the period | 17,174,866 | 87,356,209 | 16,649,097 | - | 121,180,172 |
| Disposals | (176,999) | (15,921,341) | (5,561,963) | - | (21,660,303) |
| Exchange rate effect | (10,206) | (68,891) | (182,212) | - | (261,309) |
| Transfers | (168,960) | (3,350,621) | (936,536) | - | (4,456,117) |
| Closing balance as at 30 June 2013 | 465,189,294 | 1,342,195,563 | 343,140,234 | - | 2,150,525,091 |
| Carrying amount as at 30 June 2013 | 1,485,893,413 | 968,127,934 | 54,853,661 | 40,381,174 | 2,549,256,182 |
The investment during the period ended on the 30th June 2014 and 2013 includes:
approximately 46 million euro (38 million euro in 2013) of assets acquisition primarily associated with the opening and remodelling of stores of Sonae retail operating segments;
approximately 19.6 million euro in 2013 of assets acquisition associated with the UMTS operation (Universal Mobile Telecommunications Service), HSDPA (Kanguru Express), GSM (Global Standard for Mobile Communications), GPRS (General Packet Radio Service), FTTH (Fibre-to-the-Home) and LTE (Long Term Evolution). On the 27th August 2013, following the merger of Zon Optimus, the telecommunications business, including the above assets, was not recognizable (Note 4).
| 30 June 2014 | 30 June 2013 | |
|---|---|---|
| Refurbishment and expansion of stores in the retail businesses located in Portugal | 16,695,807 | 18,836,583 |
| Refurbishment and expansion of stores in the retail businesses located in Spain | 900,988 | 621,332 |
| Projects of "Continente" stores for which advance payments were made | 8,639,900 | 8,304,617 |
| Deployment of fixed and mobile network | - | 8,649,784 |
| Others | 366,158 | 3,968,858 |
| 26,602,853 | 40,381,174 |
The variation observed in caption "Development of fixed and mobile network" due to the derecognition of assets related to the telecommunications sector in 2013.
The caption "depreciation and impairment losses of the period' in June 2013 included approximately 68.4 million euro that were reclassified to discontinued operations in the income statement (Note 4).
During the six month period ended on the 30th June 2014 and 2013, movements in intangible assets as well as depreciation and accumulated impairment losses, are made up as follows:
| Intangible assets | |||||
|---|---|---|---|---|---|
| Intangible | Total | ||||
| Patents and other | assets | Intangible | |||
| similar rights | Others | in progress | Assets | ||
| Gross assets: | |||||
| Opening balance as at 1 January 2014 | 115,657,930 | 273,625,596 | 29,084,967 | 418,368,493 | |
| Investment | 9,680 | 414,419 | 22,794,334 | 23,218,433 | |
| Disposals | (276,277) | (894,004) | (81,870) | (1,252,151) | |
| Disposals of subsidiaries (Note 8) | (741) | - | - | (741) | |
| Exchange rate effect | 67,258 | 2,488,055 | 10,639 | 2,565,952 | |
| Transfers | 160,349 | 15,247,908 | (15,594,686) | (186,429) | |
| Closing balance as at 30 June 2014 | 115,618,199 | 290,881,974 | 36,213,384 | 442,713,557 | |
| Accumulated depreciation | |||||
| and impairment losses | |||||
| Opening balance as at 1 January 2014 | 32,462,492 | 183,051,845 | - | 215,514,337 | |
| Depreciation of the period | 2,718,052 | 11,516,315 | - | 14,234,367 | |
| Disposals | (275,121) | (870,281) | - | (1,145,402) | |
| Disposals of subsidiaries (Note 8) | - | - | - | - | |
| Exchange rate effect | 30,712 | 1,088,061 | - | 1,118,773 | |
| Transfers | 32,207 | (59,861) | - | (27,654) | |
| Closing balance as at 30 June 2014 | 34,968,342 | 194,726,079 | - | 229,694,421 | |
| Carrying amount as at 30 June 2014 | 80,649,857 | 96,155,895 | 36,213,384 | 213,019,136 |
| Intangible assets | |||||||
|---|---|---|---|---|---|---|---|
| Intangible | Total | ||||||
| Patents and other | assets | Intangible | |||||
| similar rights | Others | in progress | Assets | ||||
| Gross assets: | |||||||
| Opening balance as at 1 January 2013 | 574,470,896 | 548,119,686 | 44,117,440 | 1,166,708,022 | |||
| Investment | 11,369,477 | 549,169 | 20,284,984 | 32,203,630 | |||
| Disposals | (434) | (173,256) | (251,407) | (425,097) | |||
| Exchange rate effect | (42,110) | (2,214,142) | (4) | (2,256,256) | |||
| Transfers | 243,216 | 9,221,939 | (11,679,157) | (2,214,002) | |||
| Closing balance as at 30 June 2013 | 586,041,045 | 555,503,396 | 52,471,856 | 1,194,016,297 | |||
| Accumulated depreciation | |||||||
| and impairment losses | |||||||
| Opening balance as at 1 January 2013 | 205,977,682 | 398,275,118 | - | 604,252,800 | |||
| Depreciation of the period | 21,915,900 | 20,058,503 | - | 41,974,403 | |||
| Disposals | (434) | (171,029) | - | (171,463) | |||
| Exchange rate effect | (10,622) | (862,949) | - | (873,571) | |||
| Transfers | (36,181) | (1,163,540) | - | (1,199,721) | |||
| Closing balance as at 30 June 2013 | 227,846,345 | 416,136,103 | - | 643,982,448 | |||
| Carrying amount as at 30 June 2013 | 358,194,700 | 139,367,293 | 52,471,856 | 550,033,849 |
Under the agreed terms resulting from the grant of the UMTS License, Optimus – Comunicações, S.A., committed to contribute to the promotion of an 'Information Society', the total amount of the obligations assumed arose to 274 million euro which will have to be fulfilled until the end of 2015.
In accordance with the Agreement established on the 5th June 2007 with the Ministério das Obras Públicas, Transportes e Comunicações ('MOPTC') part of these commitments, up to 159 million euro, would be realized through own projects eligible as contributions to the 'Information Society' which will be incurred under the normal course of Optimus – Comunicações, S.A.'s business (investments in network and technology, if not directly related with the accomplishment of other obligations inherent to the attribution of the UMTS License, and activities of research, development and promotion of services, contents and applications). These own projects must be recognized by the MOPTC and by entities created specifically for this purpose. The total amount was already incurred and validated by the above referred entities, so, at this date, there are no additional responsibilities related to these commitments. These charges were recorded in the attached financial statements at the moment the projects were carried out and the estimated costs became known.
The remaining commitments, up to 116 million euro, has been realized, as agreed between Optimus – Comunicações S.A. and MOPTC, through contributions to the 'Iniciativas E' project (modem offers, discounts on tariffs, cash contributions, among others, assigned to the widespread use of broadband internet for students and teachers). These contributions are made through the 'Fund for the Information Society', now known as the 'Fundação para as Comunicações Móveis' (Foundation for Mobile Communications), established by the three mobile operators with businesses in Portugal. All responsibility was recognized as an additional cost of UMTS license, against an entry in the captions 'Other non-current liabilities' and 'Other current liabilities'. Thus, on the 31st December 2013, all the responsibilities with such commitments were derecognized from consolidated financial statements following the merger between Optimus SGPS and Zon following derecognition of assets and liabilities of the telecommunications business (Note 4).
Intangible assets on the 30th June 2013, include an amount of approximately 110 million euro, corresponding to the current value of future payments related with the acquisition of rights of use for frequency (spectrum) bands of 800 MHz, 1800 MHz and 2600 MHz, which will be used to develop 4th generation services (LTE - Long Term Evolution). During the year ended 31st December 2012, considering the availability of LTE (Long Term Evolution) technology (although subject to restrictions in some areas of the country) and the subsequent launching the commercial operation, a fraction of the present value of future payments related to the acquisition of rights of use for 4th generation frequencies services was transferred from work in progress (92.9 million euro) and the amortization was started, for an estimated period until 2041. This asset was derecognized, on the 31st December 2013, following the merger between Optimus SGPS and Zon and consequent derecognition of assets and liabilities of the telecommunications segment (Note 4).
On the 30th June 2013, the Group kept recorded under the heading 'Intangible assets – brands and contents' the amount of 166,347,297 euro that correspond to the investments net of depreciations made in the development of the UMTS network, including: (i) 53,505,042 euro related to the license; (ii) 17,573,859 euro related to the agreement signed in 2002 between Oni Way and the other three mobile telecommunication operators with activity in Portugal; (iii) 5,338,249 euro related to a contribution, established in 2007, under an agreement entered with 'MOPCT' and the three mobile telecommunication operators in Portugal; and (iv) 86,424,087 euro related with the programme 'Initiatives E', these last two associated to the commitments assumed by the Group in relation to the 'Information Society'. These assets were derecognized, on the 31st December 2013, following the merger between Optimus SGPS and Zon and consequent derecognition of assets and liabilities of the telecommunications segment (Note 4).
Additionally the caption "Patents and other similar rights" includes the acquisition cost of a group of brands with indefinite useful lives among which the "Continente" brand, acquired in previous years, amounting to 75,000,000 euro (the same amount on 2013).
During the six month period ended on the 30th June 2014 and 2013 movements in goodwill, as well as in corresponding impairment losses, were made up as follows:
| 30 June 2014 | 30 June 2013 | |
|---|---|---|
| Opening balance | 624,540,640 | 664,502,705 |
| Increases | - | 348,808 |
| Currency translation | 2,088,381 | (1,881,119) |
| Write-off | (2,325) | - |
| Closing balance | 626,626,696 | 662,970,394 |
| Accumulated impairment losses | ||
| Opening balance | 14,352,782 | 6,274,655 |
| Increases | - | - |
| Closing balance | 14,352,782 | 6,274,655 |
| Carrying amount: | 612,273,914 | - 656,695,739 |
On the 30th June 2014 and 2013 the movements in caption "Other Investments" can be detailed as follows:
| 30 June 2014 | 30 June 2013 | ||||
|---|---|---|---|---|---|
| Non current | Current | Non current | Current | ||
| Other investments: | |||||
| Fair value (net of impairment losses) as at 1 January | 31,991,837 | 202,448,454 | 59,877,723 | 881,581 | |
| Acquisitions in the period | 24 | 17 | 1,651,791 | 23,093 | |
| Disposals in the period | (729,570) | (141,650,837) | (21,614,827) | (864,405) | |
| Increase/(Decrease) in fair value | 5,389 | (7,931,358) | (8,573,927) | - | |
| Transfers | (18,215) | 150,763 | - | - | |
| Fair value (net of impairment losses) as at 30 June | 31,249,465 | 53,017,039 | 31,340,760 | 40,269 | |
| Derivative financial instruments (Note 20) | |||||
| Fair value as at 1 January | - | 35,999 | - | 30,341 | |
| Acquisitions in the period | - | 468,601 | - | - | |
| Increase/(Decrease) in fair value | - | 23,697 | - | 307,301 | |
| Fair value as at 30 June | - | 528,297 | - | 337,642 | |
| 31,249,465 | 53,545,336 | 31,340,760 | 377,911 |
Under the caption other non-current financial investments an amount of 12,513,275 euro (12,512,674 euro on the 30th June 2013) is recorded related to deposited amounts on an Escrow Account (Note 7). The caption of the "decreases" during 2013 results from the use of the Escrow Account for payment concerning civil and labor cases mentioned in Note 24.
In "Other Investments Currents" are recorded 52,860,154 euro of shares NOS, that resulted from the merger process between Optimus SGPS and ZON (Note 4). This investment is recorded at fair value through profit and loss accounts, since it is an asset for the purpose of selling in the short term. As stated in the shareholder agreement, these shares do not confer any additional voting or interfere in the situation of shared control in Zon Optimus. In June 2014 Zon Optimus, SGPS, SA changed its name to NOS, SGPS, SA.
The decreases on the 30th June 2014 represent the counterpart in shares NOS provided for under the terms of the exchange General Public and Voluntary Offer purchase of shares Sonaecom SGPS, SA. As a result of this offer the Sonaecom has reduced its investment in shares NOS in 26,476,792 shares (141,650,837 euros) (Note 18), and now holds 11,012,532 shares representing 2,14% of the share capital of NOS.
The increase in fair value under the caption "Other current Investments" includes 7,931,359 euro on the recording of the fair value of the participation of NOS. The fair value of the investment is determined based on the price of NOS shares and the respective changes are recorded in the consolidated income statement.
The Other non-current Investments are recorded at acquisition cost net of impairment losses. It is Sonae understanding that no reliable fair value estimate can be made as there is no market data available for these investments. The heading of "Other non-current Investments" includes 3,268,062 euro (3,142,027 euro on the 30th June 2013) of investments recorded at acquisition cost net of impairment losses for the same reasons.
The Other non-current Investments are net of impairment losses (Note 24) amounting to 258,070 euro (86,196 euro on the 30th June 2013).
On the 30th June 2014 and 31st December 2013, other non- current assets are detailed as follows:
| 30 June 2014 Accumulated impairment Gross Value Carrying Amount losses |
31 December 2013 Accumulated impairment Gross Value losses |
Carrying Amoun | ||||
|---|---|---|---|---|---|---|
| (Note 24) | (Note 24) | |||||
| Loans granted to related parties | 3,570 | - | 3,570 | 3,570 | - | 3,570 |
| Trade accounts receivable and other debtors | ||||||
| Legal deposits | 883,536 | - | 883,536 | 818,011 | - | 818,011 |
| Recognition of the value to be received from Wall Mart | 8,532,328 | - | 8,532,328 | 7,858,057 | - | 7,858,057 |
| Cautions | 4,724,424 | - | 4,724,424 | 5,725,333 | - | 5,725,333 |
| Others | 266,918 | - | 266,918 | 276,249 | - | 276,249 |
| 14,407,206 | - | 14,407,206 | 14,677,650 | - | 14,677,650 | |
| Reinsurer's' share of technical provisions | 6,458,811 | - | 6,458,811 | 16,789,943 | - | 16,789,943 |
| Other non-current assets | 340,549 | - | 340,549 | 499,450 | - | 499,450 |
| 21,210,136 | - | 21,210,136 | 31,970,613 | - | 31,970,613 |
As a result of the agreements signed in 2005 by the former subsidiary - Sonae Distribuição Brazil, SA (sold to Wal-Mart in 2005) with Carrefour Comércio e Indústria Ltda, Sonae assumed responsibility to compensate Carrefour for the expenses that would arise from the 10 stores licensing process, in the Brazilian state of São Paulo, that were sold to that entity. During 2010, Carrefour triggered a bank warranty "on first demand" amounting to 25,340,145.80 Brazilian real (approximately 8.5 million euro) for alleged expenses incurred with the mentioned stores and that, allegedly, arose from the need to remedy deficiencies cited by competent
authorities for the licensing process. However no evidence of those expenses were presented to Sonae, or proof of the necessity of carrying out such costs for the licensing process as established on the mentioned agreements. The variation in the period is explained by the evolution of the exchange rate of the real against the euro.
It is the understanding of the Board of Directors and the Group attorneys that the amount paid will be recovered. The company already established legal proceedings against Carrefour Comercio e Industria, Ltda., through society Wms - Supermarkets in Brazil, SA (formerly Sonae Distribution Brazil, SA, sold to Wal-Mart Group, as mentioned above) to recover the above mentioned amount (for Sonae, by right of claim on the Wms). It's the Board of Directors and the Group attorneys understanding that the above mentioned amount is recoverable, since Carrefour has never proved the existence of the costs that it claims and which validate the usage of the above mentioned warranty, or through the warranty expiration date (according the Brazilian law).
According to the Group attorneys, the amount improperly received by Carrefour for which a reimbursement will be requested (25,340,145.80 Brazilian real), will bear interests at the SELIC rate. It is expected that the legal proceeding will exist for a period up to 7 years, since its beginning in 2011.
On the 30th June 2014 and 31st December 2013, trade account receivable and other current assets are detailed as follows:
| 30 June 2014 | 31 December 2013 | |
|---|---|---|
| Trade accounts receivable | 91,162,664 | 85,286,518 |
| Taxes recoverable | 69,954,112 | 72,447,501 |
| Granted loans to related companies | 7,829,223 | 8,599,429 |
| Other debtors | ||
| Trade creditors - debtor balances | 47,426,775 | 34,270,501 |
| Special regime for payment of tax and social security | ||
| debts | 28,361,908 | 28,354,934 |
| Dividends to be received of jointly controlled companies | 10,567,050 | 10,567,050 |
| Vouchers and gift cards | 4,009,014 | 3,289,808 |
| VAT recoverable on real estate assets | 1,424,198 | 2,905,724 |
| Advances to suppliers | 455,763 | 665,532 |
| Reinsurance operations | 5,562,716 | 2,102,625 |
| Deposit in favor of Cosec | - | 11,798,127 |
| TRS related to own shares | - | 410,944 |
| Interests and accounts receivable from discontinued activities a) | - | 10,936,329 |
| Other current assets | 24,211,155 | 23,985,624 |
| 122,018,579 | 129,287,198 | |
| Other current assets | ||
| Invoices to be issued | 9,600,905 | 6,251,905 |
| Commercial discounts | 81,430,107 | 30,455,235 |
| Prepayments of external supplies and services | 13,855,722 | 12,077,662 |
| Prepayments - Rents | 5,855,015 | 6,210,168 |
| Commissions to be received | 1,729,517 | 2,627,215 |
| Insurance indemnities | 6,872,700 | 2,430,736 |
| Other current assets | 12,866,425 | 11,484,397 |
| 132,210,391 | 71,537,318 | |
| Accumulated impairment losses in receivables accounts (Note 24) | (21,759,538) | (21,486,090) |
| 401,415,431 | 345,671,874 |
c) The most significant variations under this caption result from the merger referred to in Note 4.
Deferred tax assets and liabilities on the 30th June 2014 and 31st December 2013 can be detailed as follows, split between the different types of temporary differences:
| Deferred tax assets | Deferred tax liabilities | |||
|---|---|---|---|---|
| 30 June 2014 | 31 December 2013 | 30 June 2014 | 31 December 2013 | |
| Difference between fair value and acquisition cost | 5,896,033 | 5,911,741 | 27,379,272 | 27,533,300 |
| Amortisation and Depreciation | 1,670,639 | 1,371,758 | 70,481,876 | 62,855,081 |
| Provisions and impairment losses not accepted for tax purposes | 42,679,351 | 38,828,805 | 639,053 | - |
| Write off of tangible and intangible assets | 2,749,373 | 3,663,000 | - | - |
| Valuation of hedging derivatives | 25,901 | 210,756 | 214,449 | 60,252 |
| Amortisation of Goodwill for tax purposes | - | - | 25,826,060 | 25,128,058 |
| Revaluation of tangible assets | - | - | 1,477,521 | 1,543,774 |
| Tax losses carried forward | 80,040,576 | 62,456,417 | - | - |
| Reinvested capital gains/(losses) | - | - | 1,446,506 | 1,512,257 |
| Tax Benefits | 4,155,146 | 4,464,928 | - | - |
| Financing costs | 545,817 | - | - | - |
| Others | 5,585,099 | 6,252,459 | 6,285,046 | 2,463,247 |
| 143,347,935 | 123,159,864 | 133,749,783 | 121,095,969 |
In accordance with the tax statements and tax estimates presented by companies that recorded deferred tax assets arising from tax losses carried forward, on the 30th June 2014 and 31st December 2013, and using exchange rates effective at that time, tax losses carried forward can be summarized as follows:
| 30 June 2014 | ||||||
|---|---|---|---|---|---|---|
| Tax losses carried forward |
Deferred tax assets |
Time limit | Tax losses carried forward |
Deferred tax assets | Time limit | |
| With limited time use | ||||||
| Generated in 2008 | 1,252,423 | 288,057 | 2014 | 1,296,239 | 298,135 | 2014 |
| Generated in 2009 | 142,501 | 32,775 | 2015 | 145,240 | 33,405 | 2015 |
| Generated in 2010 | - | - | 2014 | 99,670 | 22,924 | 2014 |
| Generated in 2011 | 994,069 | 247,202 | 2015 | 1,199,591 | 294,472 | 2015 |
| Generated in 2012 | - | - | 2017 | 87,055 | 20,023 | 2017 |
| Generated in 2013 | - | - | 2018 | - | - | - |
| Generated in 2014 | 53,932,978 | 12,404,585 | 2026 | - | - | |
| 56,321,971 | 12,972,619 | 2,827,795 | 668,959 | |||
| With a time limit different from the above mentioned (a) |
223,061,881 | 67,067,957 | 205,722,563 | 61,787,458 | ||
| 279,383,852 | 80,040,576 | 208,550,358 | 62,456,417 |
(a) Includes, on the 30th June 2014, 65 million euro (58 million euro as at 31 December 2013) related to deferred tax assets for which the carry forward period count hasn´t started.
On the 30th June 2014 and 31st December 2013, deferred tax assets resulting from tax losses carried forward were assessed against each company's business plans, which are regularly updated, and available tax planning opportunities. Deferred tax assets have only been recorded to the extent that future taxable profits will arise which may be offset against available tax losses or against deductible temporary differences. This evaluation centered on the business plan of Sonae entities, which were reviewed and updated periodically, and on the available and identified fiscal opportunities.
On the 30th June 2014 deferred tax assets related to tax losses generated in current and previous years, by Modelo Continente Hipermercados, S.A. Spanish Branch of Retail operating segment, amount to 65 million euro (57.9 million euro on the 31st December 2013). The mentioned tax losses can be recovered within the Income Tax Group established in Spain, according to Spanish law. Modelo Continente Hipermercados, S.A. Spanish Branch, on the 30th June 2014 and 31st December 2013, was the dominant entity within the group of companies taxed in accordance with the Spanish regime for taxing groups of companies. It is the
understanding of The Board of Directors, based on existing business plans, that the mentioned deferred tax assets are fully recoverable.
On the 30th June 2014 there was tax losses carried forward, for which no deferred tax assets were recognized due to uncertainties of their future use. These may be summarized as follows:
| 30 June 2014 | 31 December 2013 | |||||
|---|---|---|---|---|---|---|
| Tax losses carried forward |
Deferred tax credit | Time limit | Tax losses carried forward |
Deferred tax credit | Time limit | |
| With limited time use | ||||||
| Generated in 2008 | 8,367,620 | 1,924,553 | 2014 | 8,723,778 | 2,120,486 | 2014 |
| Generated in 2009 | 10,679,256 | 2,456,229 | 2015 | 10,226,350 | 2,404,541 | 2015 |
| Generated in 2010 | 10,856,223 | 2,496,931 | 2014 | 11,187,572 | 2,624,821 | 2014 |
| Generated in 2011 | 7,851,820 | 1,805,919 | 2015 | 7,520,472 | 1,784,165 | 2015 |
| Generated in 2012 | 11,599,478 | 2,667,880 | 2017 | 11,599,479 | 2,756,301 | 2017 |
| Generated in 2013 | 18,073,518 | 4,156,909 | 2018 | 17,313,620 | 4,036,044 | 2018 |
| Generated in 2014 | 8,166,952 | 1,878,399 | 2026 | - | - | |
| 75,594,867 | 17,386,820 | 66,571,271 | 15,726,358 | |||
| Without limited time use | 40,243,201 | 11,246,554 | 36,681,986 | 7,303,523 | ||
| With a time limit different from the above mentioned |
259,223,885 | 72,267,764 | 253,301,226 | 70,394,923 | ||
| 375,061,953 | 100,901,138 | 356,554,483 | 93,424,804 |
On the 30th June 2014 and 31st December 2013, Cash and cash equivalents can be detailed as follows:
| 30 June 2014 | 31 December 2013 | |
|---|---|---|
| Cash at hand | 7,394,967 | 7,547,903 |
| Bank deposits | 226,501,879 | 197,242,711 |
| Treasury applications | 174,519,228 | 161,518,304 |
| Cash and cash equivalents on the statement of financial position | 408,416,074 | 366,308,918 |
| Bank overdrafts (Note 19) | (4,356,814) | (439,462) |
| Cash and cash equivalents on the statement of cash flows | 404,059,260 | 365,869,456 |
Bank overdrafts are disclosed in the statement of financial position under Current loans.
On the 30th June 2014, the share capital, which is fully subscribed and paid for, is made up of 2,000,000,000 ordinary shares, which do not have the right to a fixed dividend, with a nominal value of 1 euro each.
On the 15th November 2007, Sonae Holding sold, 132,856,072 Sonae Holding shares directly owned by the Company. The shares were sold in a market operation at the unit price of 2.06 euro per share and resulted on a cash inflow (net of brokerage commissions) of 273,398,877 euro.
On the same date, Sonae Investments, BV, wholly owned by Sonae Holding entered into a derivative financial instrument - Cash Settled Equity Swap - over a total of 132,800,000 Sonae Holding shares, representative of 6.64% of its share capital.
This transaction has a strictly financial liquidation, without any duty or right for the Company or any of its associated companies in the purchase of these shares. This transaction allows Sonae Investments BV to totally maintain the economic exposure to the sold shares.
In this context, although legally all the rights and obligations inherent to these shares have been transferred to the buyer, Sonae Holding did not derecognize their own shares, recording a liability in the caption "Other current liabilities" (Note 23), according to the interpretation made by Sonae of the IAS 39, applied by analogy to own equity instruments, the derecognition of own shares is not allowed as Sonae maintains the risks and rewards arising on the instruments sold.
Consequently, Sonae maintains the deduction from Equity amounting to the acquisition cost of the 132,800,000 shares (138,568,275 euro), and has accounted for the consideration received for the above mentioned sale of own shares in the caption "Other non-current liabilities" (273,568,000 euro).
Due to the detach of Sonae Capital SGPS, SA, on the 4th January 2008, demerger rights attributable to the 132,800,000 Sonae SGPS, SA shares subject to the above mentioned agreement, Sonae recognized an asset measured at its' fair value . This asset has not been derecognized as Sonae also entered into a Cash Settled Equity Swap over the Sonae Capital SGPS, SA shares, and therefore a liability was recognized.
From 2009 to 2013 Sonae Investments BV requested a partial cancellation of the Cash Settled Equity Swap for 10,719,496 Sonae Holding shares. Thereafter, the derivative financial instrument focused on 122,080,504 Sonae Holding shares.
On the 19th October 2010 Sonae Investments BV came to an agreement with the above mentioned financial institution to extend the maturity date of the Cash Settled Equity Swap over Sonae Holding shares. The renewal of the maturity date was made for 3 additional years, until November 2013, keeping the settlement mechanism as strictly financial. The Cash Settled Equity Swap, over Sonae Capital SGPS, SA shares, at maturity date, was not renewed, as so Sonae acquired 16,600,000 Sonae Capital SGPS, SA shares at fair value, which corresponded to the amount of the liability recorded at the settlement date, representative of 6.6% of its capital. During the year ended 31st December 2012 Sonae Capital shares were disposed. In November 2013 was carried further renewal for a further period of one year, keeping the other conditions unchanged.
Considering the operations mentioned above, the amount of the liability recorded amounts to 103,720,530 euro (Note 23) (103,289,056 euro on the 31st December 2013) reflecting the market value of Sonae Holding shares.
These liabilities are adjusted at the end of each month by the effect in Sonae Holding share price, as applicable, being recognized an asset/liability in order to present the right/obligation related to the cash settlement of the operation that resets monthly.
Additionally, the costs related to the "floating amount" based on Euribor 1 month are recognized in the income statement.
The value to get established on the basis of dividends distributed by Sonae is credited in equity to offset the charge of the distribution.
The number of shares taken into account to calculate earnings per share includes the shares referred to above as a deduction to the shares issued by the Company (Note 28).
On the 30th June 2014, the following entities held more than 20% of the subscribed share capital:
| Entity | % |
|---|---|
| Efanor Investimentos, SGPS, SA and affiliated | 52.48 |
The Movements in non-controlling interests during the periods ended on the 30th June 2014 and 2013 are as follows:
| 30 June 2014 | 30 June 2013 | |
|---|---|---|
| Opening balance as at 1 January | 344,325,829 | 349,901,121 |
| Dividends | (160,414) | (10,845,508) |
| Increased shareholding by acquisitions | (178,793,548) | (130,826,182) |
| Change in currency translation reserve | 938,535 | (1,017,998) |
| Obligation fulfilled by share attribution to employees | (832,621) | - |
| Change in the fair value of investments available for sale | - | (4,286,106) |
| Changes in hedge and fair value reserves | 7,355 | 21,148 |
| Decreased shareholding by disposals | 899,117 | - |
| Others | (1,673,412) | 560,288 |
| Profit for the period attributable to non-controlling interests | (678,485) | 8,502,622 |
| Closing balance | 164,032,356 | 212,009,385 |
On the 5th February 2014, Sonaecom made public the decision to launch a general and voluntary tender offer for the acquisition of shares representing the share capital of Sonaecom.
The offer was general and voluntary, with the offered obliged to acquire all the shares that were the object of the offer and were, until the end of the respective period, subject to valid acceptance by the recipients.
The period of the offer, during which sales orders were received, ran for two weeks, beginning on the 6th February and ending on the 19th February 2014.
On the 20th February 2014, the results of the offer were released. The level of acceptance reached 62%, corresponding to 54,906,831 Sonaecom shares. During 2014 Sonaecom reduced its capital by 136 million as a result of the extinction of the own shares acquired (54,906,831 shares) and reduction of the nominal value of the remaining shares of capital stock of the of Sonaecom 1 euro to 0.74 euro per share, resulting in an increase in the percentage of ownership of the Group and consequently a significant reduction of non-controlling interest, as explained in the above table in the caption " Increased shareholding by acquisitions " in the period ending 30th June 2014.
As a return for the own shares acquired in this General Public Offer and Voluntary process Sonaecom delivered 26,476,792 shares representing the share capital of NOS which were recorded in the balance sheet by 141,650,837 euro (Note 12) and the amount of 19,632 euro in cash.
| 30 June 2014 | 31 December 2013 | |||
|---|---|---|---|---|
| Outstanding amount | Outstanding amount | |||
| Current | Non Current | Current | Non Current | |
| Bank loans | ||||
| Sonae, SGPS, SA / 2012 | 1,502,486 | - | 1,961,683 | - |
| Sonae, SGPS, SA / 2012/2015 | 75,000,000 | - | - | 75,000,000 |
| Sonae, SGPS, SA - commercial paper | - | 135,000,000 | - | 20,000,000 |
| Sonae Investimentos, SGPS,SA - commercial paper | 107,500,000 | 180,000,000 | 32,500,000 | 65,000,000 |
| Sonae Investimentos affiliated /2011/2026 | 20,000,000 | 35,000,000 | 20,000,000 | 45,000,000 |
| MDS, SGPS, SA - commercial paper | 2,500,000 | 15,750,000 | 2,500,000 | 15,700,000 |
| MDS SGPS, SA affiliated / 2011/2016 | 3,843,159 | 13,155,709 | 3,530,206 | 12,125,491 |
| Others | 4,981,318 | 6,981,222 | 4,925,194 | 9,429,115 |
| 215,326,963 | 385,886,931 | 65,417,083 | 242,254,606 | |
| Bank overdrafts (Note 16) | 4,356,814 | - | 439,462 | - |
| Up-front fees beard with the issuance of borrowings | (442,235) | (376,406) | (64,638) | (1,090,766) |
| Bank loans | 219,241,542 | 385,510,525 | 65,791,907 | 241,163,840 |
| Bonds | ||||
| Bonds Sonae SGPS / 2007/2014 | - | - | 150,000,000 | - |
| Bonds Sonae SGPS / 2007/2015 | 250,000,000 | - | - | 250,000,000 |
| Bonds Continente -7% /2012/2015 | - | 197,571,166 | - | 200,000,000 |
| Bonds Sonae Investments BV/ 2014/2019 | - | 188,187,000 | - | - |
| Bonds Sonae Investimentos SGPS / 2007/2015 | - | 200,000,000 | - | 200,000,000 |
| Bonds Sonae Investimentos SGPS / 2007/2015 | - | 155,000,000 | - | 155,000,000 |
| Bonds Sonae Investimentos SGPS / 2009/2014 | - | - | 10,000,000 | - |
| Bonds Sonae Investimentos SGPS/ 2012/2017 | - | 170,000,000 | - | 170,000,000 |
| Bonds Sonae Investimentos SGPS/ 2013/2018 | - | 50,000,000 | - | 50,000,000 |
| Sonae Investimentos SGPS/2013-EUR 75 M.Floating R.Notes 2018 |
- | 75,000,000 | - | 75,000,000 |
| Bonds Sonaecom SGPS/ 2013/2016 | - | - | - | 20,000,000 |
| Up-front fees beard with the issuance of borrowings | (311,999) | (7,129,575) | (37,642) | (6,600,100) |
| Bonds | 249,688,001 | 1,028,628,591 | 159,962,358 | 1,113,399,900 |
| Other loans | 15,351 | 53,936 | 33,466 | 53,936 |
| Derivative instruments (Note 20) | 134,790 | - | 3,836,167 | - |
| Other loans | 150,141 | 53,936 | 3,869,633 | 53,936 |
| Obligations under finance leases | 4,548,176 | 6,203,394 | 4,314,843 | 7,980,489 |
| 473,627,860 | 1,420,396,446 | 233,938,741 | 1,362,598,165 |
In June 2014 a subsidiary of Sonae SGPS, SA issued bonds that are convertible into Sonae shares already issued and fully subscribed or to be the subject of further issue.
The bonds were issued at par in a nominal amount of EUR 100,000 per bond, with a maturity of 5 years, and will pay a fixed coupon of 1.625% per annum, payable semi-annually in arrears.
The bonds will be redeemable at par at maturity. The Issuer will have the right to redeem all outstanding bonds at par plus accrued interest on or after the third anniversary following the issue of the bonds if the aggregate value of the shares per bond for a specified period of time exceeds 130% of the nominal amount of the bonds or if 85% or more of the bonds initially issued shall have been converted, redeemed or purchased and cancelled.
In this context Sonae registered the convertible bond for the amount of 188,187,000 euro, deducted by the fair value of the conversion option into Sonae SGPS shares, in the amount of 22,313,000 euro. This amount is recorded in the caption "Fair value reserve" in equity.
The average interest rate on the 30th June 2014 of bonds and loans was of 3.09% (3.19% on the 31st December 2013). Most bonds and bank loans bear interests at variable interest rates indexed to Euribor.
On the 30th June 2014, Sonae has agreed lines of credit and commercial paper amounting to 1,326 million euro, out of which 377 million euro with firm commitments with maturity not exceeding one year and 646 million euro with firm commitments with maturity over 1 year.
Under the above mentioned lines of credit and commercial paper programs with firm commitments, Group had 548 million euro credit facilities available to meet its liquidity requirements.
The derivative instruments are recorded at fair value (Note 20).
The loans nominal value has the following maturities:
| 30 June 2014 | 31 December 2013 | ||
|---|---|---|---|
| N+1 a) | 474,247,304 | 230,204,854 | |
| N+2 | 655,412,518 | 953,858,993 | |
| N+3 | 240,335,662 | 159,231,129 | |
| N+4 | 75,240,154 | 99,897,102 | |
| N+5 | 407,317,225 | 149,488,617 | |
| After N+5 | 49,596,868 | 7,813,190 | |
| 1,902,149,731 | 1,600,493,885 |
a) Includes the amounts drawn under commercial paper programs.
The maturities above were estimated in accordance with the contractual terms of the loans, and taking into account Sonae' s best estimated regarding their reimbursement date.
Sonae uses exchange rate derivatives, essentially to hedge future cash flows.
Thus Sonae entered into several exchange rate forwards and options in order to manage its exchange rate exposure.
On the 30th June 2014, there are no exchange rate derivatives which haven´t been considered heading instruments. The fair value of exchange rate derivatives hedging instruments, calculated based on present market value of equivalent financial instruments of exchange rate, is 134,790 euro as liabilities and assets as 528,297 euro (1,415,143 euro as liabilities and 35,999 euro as assets on the 31st December 2013).
The determination of the fair value of these financial instruments was made taking into account the present value at statement of financial position date of the forward settlement amount in the maturity date of the contract. The settlement amount considered in the valuation, is equal to the currency notional amount (foreign currency) multiplied by the difference between the contracted forward exchange rate and the forward exchange market rate at that date as at the valuation date.
Losses in the period arising from changes in the fair value of instruments that do not qualify for hedging accounting treatment were recorded directly in the income statement in the captions "Financial income" or "Financial expenses".
Gains and losses for the year associated with the change in market value of derivative instruments are recorded under the caption "Hedging reserve" when considered cash flow hedging and when considered as fair value hedging are recorded under the caption "Financial income" or " Financial expenses". The change in fair value of derivative instruments when considered speculation is recorded in the income statement under "Other Costs".
On the 30th June 2014, Sonae has not hired hedging instruments that refer to swaps and interest rate options ("cash flow hedges"). These were negotiated to hedge the interest rate risk of loans. On the 31st December 2013 the covered amount by this type of financial derivatives was 150,000,000 euro. The net fair value of these derivatives amounts to -2,421,024 euro.
The derivatives were valuated considering the estimated future cash-flows, assuming that the cancellation options by the counterparties would be exercised when the forward interest rates are higher than the established fixed interest rate. Sonae intends to keep these derivatives until their maturity date, therefore, this valuation is considered to be the most appropriate to estimate the future cash flow of these instruments, as confirmed during 2014.
These interest rate derivatives are valued at fair value, at the statement of financial position date, based on valuations performed by Sonae using specific software and on external valuations when this software does not deal with specific instruments. The fair value of swaps was computed, as at the statement of financial position date, based on the discounted cash flow of the difference between the fixed interest rate of the fixed leg and the indexed variable interest rate inherent to the variable leg. The calculation of the fair value of options was based on the "Black-Scholes" and similar models. The estimation of future cash flows is made on the basis of quotations forward market curve are implicit in, and the respective discount to the present, is accomplished using the higher interest rate curve is representative of the market, based on information from credible sources provided by Bloomberg, amongst others. Comparative quotes from financial institutions for specific instruments or similar, are used as a benchmark for evaluation. This analysis assumes that all other variables remain constant.
On the 30th June 2014 no contracts existed related to interest rate and exchange rate derivatives at the same time.
The fair value of derivatives is detailed as follows:
| Assets | Liabilities | ||||
|---|---|---|---|---|---|
| Hedging derivatives | 30 June 2014 | 31 December 2013 | 30 June 2014 | 31 December 2013 | |
| Exchange rate | 528,297 | 35,999 | 134,790 | 1,415,143 | |
| Interest rate | - | - | - | 2,421,024 | |
| 528,297 | 35,999 | 134,790 | 3,836,167 |
| 30 June 2014 | 31 December 2013 | |
|---|---|---|
| Shareholders loans | 13,471,827 | 13,298,924 |
| Fixed assets suppliers | 1,601,708 | 1,626,708 |
| Deferral of the disposal of the extended warranties | 33,470,386 | 25,679,570 |
| Other non-current liabilities | 2,794,564 | 3,210,995 |
| Accruals and deferrals | 7,091,285 | 7,431,684 |
| Other non-current liabilities | 58,429,770 | 51,247,881 |
The caption "Shareholders loans" relates to loans in affiliated undertakings in the Retail and Investment Management operating segments. These liabilities do not have a defined vesting date and bear interests at variable market rates.
In 2014 and previous years, Sonae in accordance with the remuneration policy described in the corporate governance report of 2013, granted deferred performance bonuses to its directors and eligible employees. These are either based on shares to be acquired at nil cost or with discount, three years after they were attributed to the employee, or based on share options with the period price equal to the share price at the grant date, to be exercised three years later. In both cases, the acquisition can be exercised during the period commencing on the third year of the grant date and the end of that year.
On the 30th June 2014, all Sonae SGPS share plans responsibilities are accounted in the statement of financial position under "other reserves" and in the Profit and Loss statement under caption "staff costs". They are recognized at the shares fair value on the grant date, concerning the 2014, 2013 and 31st December 2012. Share-based payments costs are recognized on a straight line basis between the grant and the settlement date.
On the 10th March 2014, Sonaecom shares plans were fully converted into Sonae SGPS shares. This conversion was based on the terms set out in tender offer for the general and voluntary acquisition of own shares on the 20th February 2014, referred to in Note 18 to determinate the fair value of Sonaecom plans, and based on the price of shares Sonae SGPS. In this way, each Sonaecom share corresponded to 0.48228346 shares NOS.
The conversion of the plans was based Sonaecom / Sonae SGPS implied ratio arising from the tender offer (1 Sonaecom Share – approximately 2.05 Sonae SGPS shares).
On the 30th June 2014 and 31st December 2013, the number of attributed shares related to the assumed responsibilities arising from share based payments, which have not yet vested, can be detailed as follows:
| Number of shares | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Number of participants | Share price on date of assignment |
30 June 2014 | 31 December 2013 | ||||||
| Grant year | Vesting year | Sonae SGPS | Sonaecom | Sonae SGPS | Sonaecom | Sonae SGPS | Sonae SGPS | Sonaecom | |
| Shares | |||||||||
| 2011 | 2014 | 55 | 44 | 0.811 | 1.399 | - | 3,984,562 | 477,778 | |
| 2012 | 2015 | 74 | 46 | 0.401 | 1.256 | 9,124,613 | 6,648,312 | 540,805 | |
| 2013 | 2016 | 77 | 48 | 0.701 | 1.505 | 5,805,629 | 3,471,375 | 406,903 | |
| 2014 | 2017 | 286 | - | 1.199 | 1.258 | 4,770,001 | - | - | |
| Total | 19,700,243 | 14,104,249 | 1,425,486 | ||||||
During the period ending on the 30th June 2014 and 31st December 2013, the movements on the above mentioned share based plans were the following:
| Sonae Shares | Sonaecom Shares | ||||
|---|---|---|---|---|---|
| Aggregate number of participants |
Number of Shares | Aggregate number of participants |
Number of Shares | ||
| Closig balance as at 31 December | 181 | 14,104,249 | 135 | 1,425,486 | |
| Grant | 283 | 4,639,842 | - | - | |
| Vesting | (117) | (4,516,138) | - | - | |
| Converted | 135 | 2,923,738 | (135) | (1,425,486) | |
| Canceled / extinct / corrected / transferred (1) | 49 | 2,548,552 | - | - | |
| Closig balance as at 30 June 2014 | 531 | 19,700,243 | - | - |
(1) Corrections are made on the basis of the dividend paid and the changes of share capital and other equity adjustments.
On the 30th June 2014 and 31st December 2013, the fair value of total liabilities on the date of allocation arising from share-based payments, which have not yet vested, may be summarized as follows:
| Fair value * | ||||||
|---|---|---|---|---|---|---|
| 30 June 2014 | 31 December 2013 | |||||
| Grant year | Vesting year | Sonae SGPS | Sonae SGPS | Sonaecom | ||
| 2011 | 2014 | - | 3,831,488 | 212,649 | ||
| 2012 | 2015 | 9,004,296 | 3,487,040 | 269,234 | ||
| 2013 | 2016 | 3,383,033 | 606,912 | 47,778 | ||
| 2014 | 2017 | 953,205 | - | - | ||
| Total | 13,340,534 | 7,925,440 | 529,661 |
* Share market value as of the 30th June 2014 and 31st December 2013.
On the 30th June 2014 and 31st December 2013 the financial statements include the following amounts corresponding to the period elapsed between the date of granting and those dates for each deferred bonus plan, which has not yet vested:
| 30 June 2014 | 31 December 2013 | |
|---|---|---|
| Recorded in staff costs | 2,692,557 | 3,547,677 |
| Recorded in previous years | 4,033,486 | 2,928,998 |
| 6,726,043 | 6,476,675 | |
| Recorded in other liabilities | 1,950,751 | 592,658 |
| Recorded value in Other reserves | 4,775,292 | 5,884,017 |
| 6,726,043 | 6,476,675 |
On the 30th June 2014 and 31st December 2013, "Trade creditors and other current liabilities" were made up as follows:
| 30 June 2014 | 31 December 2013 | |
|---|---|---|
| Trade creditors | 913,600,001 | 1,162,317,682 |
| Taxes payable | 67,533,243 | 55,757,125 |
| Other creditors | ||
| Fixed asset suppliers | 128,735,993 | 140,215,384 |
| Related undertakings | 96,397 | - |
| Other debts | 184,162,178 | 173,098,204 |
| 312,994,568 | 313,313,588 | |
| Other current liabilities | ||
| Tangible assets accrued costs | 7,232,499 | 5,090,656 |
| Holiday pay and bonuses | 110,646,718 | 106,440,174 |
| Interests payable | 14,787,940 | 15,321,429 |
| Invoices to be issued | 3,340,166 | 2,252,529 |
| Marketing expenses | 13,376,931 | 14,853,351 |
| Other external supplies and services | 40,475,203 | 41,371,260 |
| Advance receipts from trade receivables | 8,505,871 | 10,813,245 |
| Accrued income - rents | 6,160,733 | 4,207,271 |
| Others | 17,655,121 | 14,318,679 |
| 222,181,182 | 214,668,594 | |
| 1,516,308,994 | 1,746,056,989 |
The caption "Other debts" includes the amount of 103,720,530 euro (103,289,056 euro on the 31st December 2013) concerning at fair value of shares Sonae Holding covered by financial derivative referred to in Note 17.
The caption "Suppliers of fixed assets" includes the amount of 104,203,785 euro (102,095,077 euro on the 31st December 2013) relating to an agreement with a subsidiary of France Telecom ("FT - Orange") on the transfer of 20% of equity of Sonaecom SGPS, SA to Sonae SGPS, SA. Taking into account that under this agreement, the rights related with these shares were transferred to Sonae, the Company recorded this asset acquisition through a deferred payment. The value, by which this asset was accounted for, corresponds to the agreed price in the case of the existence of a consolidation operation in the telecommunications sector in Portugal (a fact that was confirmed later) discounted to the time of the acquisition. This account payable is accounted for at its discounted amount (to be paid on August 2014).
The movement in "Provisions and impairment losses" during six month period ended on the 30th June 2014 and 2013 were as follows:
| Caption | Balance as at 1 January 2014 |
Increase | Decrease | Balance as at 30 June 2014 |
|---|---|---|---|---|
| Accumulated impairment losses on investments (Note 12) | 2,358,392 | - | (2,100,322) | 258,070 |
| Impairment losses on fixed tangible assets | 152,883,610 | - | (4,099,640) | 148,783,970 |
| Impairment losses on intangible assets | 1,497,119 | - | - | 1,497,119 |
| Accumulated impairment losses on trade account receivables and other debtors (Note 14) |
21,486,090 | 1,332,733 | (1,059,285) | 21,759,538 |
| Accumulated impairment losses on inventories | 32,667,082 | - | (917,766) | 31,749,316 |
| Non current provisions | 50,659,919 | 262,872 | (12,924,590) | 37,998,201 |
| Current provisions | 2,828,507 | 9,483 | (4,250) | 2,833,740 |
| 264,380,719 | 1,605,088 | (21,105,853) | 244,879,954 | |
| Caption | Balance as at 1 January 2013 |
Increase | Decrease | Balance as at 30 June 2013 |
| Accumulated impairment losses on investments | 1,187,115 | - | (919) | 1,186,196 |
| Accumulated impairment losses on other non-current assets | 1,000,000 | - | - | 1,000,000 |
| Accumulated impairment losses on trade account receivables and other debtors |
101,205,188 | 16,574,014 | (26,429,388) | 91,349,814 |
| Accumulated impairment losses on inventories | 47,538,542 | - | (6,089,812) | 41,448,730 |
| Non current provisions | 114,470,445 | 1,930,057 | (29,599,588) | 86,800,914 |
| Current provisions | 2,426,809 | 3,892,169 | (766,066) | 5,552,912 |
| 267,828,099 | 22,396,240 | (62,885,773) | 227,338,566 |
On the 30th June 2014 and 31st December 2013, provision's details can be analyzed as follows:
| 30 June 2014 | 31 December 2013 | |
|---|---|---|
| Technical provisions on reinsurance | 8,270,843 | 18,116,091 |
| Future liabilities relating to subsidiaries of retail in | 14,625,998 | 13,470,170 |
| Brazil sold Clients guarantees |
11,240,751 | 13,890,215 |
| Judicial claims | 4,596,778 | 2,592,579 |
| Others | 2,097,571 | 5,419,371 |
| 40,831,941 | 53,488,426 |
Impairment losses are deducted from the book value of the corresponding asset.
On the 30th June 2014 and 31st December 2013, major contingent liabilities were guarantees given and can be detailed as follows:
| 30 June 2014 | 31 December 2013 |
|---|---|
| 916,169,244 | 853,320,334 |
| 356,420 | 211,268 |
| 6,312,639 | 6,284,639 |
| 19,409,143 | 19,829,236 |
| 4,039,481 | 3,531,287 |
The main tax claims were bank guarantees given or sureties as follows:
Sonae MC and Sonae SR retail operating segment subsidiaries of the Company granted guarantees or securities in favor of the Portuguese Tax Administration, associated with tax claims for additional VAT payment amounting to 433.1 million euro (375 million euro on the 31st December 2013) related from 2004 to 2010, which the Company has presented, or has the intention of presenting, a tax appeal. Portuguese tax authorities claim that the Company should have invoiced VAT related to promotional discounts invoiced to suppliers which depend on the purchases made by the Group during the year, as it considers that the discounts correspond to services rendered by the company. Tax authorities also claim that the company should not have deducted VAT from discount vouchers used by its non-corporate clients;
The caption guarantees given on tax claims include guarantees granted, in the amount of 83.9 million euro, in favor of Tax authorities regarding 2007, 2008, 2009 and 2010. Concerning these guarantees, the most significant amount relates to an increase in equity arising on the disposal of own shares to a third party in 2007, as well as to the disregard of the reinvestment concerning capital gains in share disposal, and the fact that demerger operations must be disregarded for income tax purposes. The Company has presented an appeal against this additional tax claim, being the Board of Directors understanding, based on its advisors assessment, that such appeal will be favorable;
Sureties in the amount of, approximately, 60 million euro as a result of a tax appeal presented by the Company concerning an additional tax assessment by Tax authorities, relating to 31th December 2005, following the correction of taxable income for corresponding to a prior cover tax losses accumulated by the subsidiary, which has been brought to the cost of participation, moreover, as is understanding already signed by the Tax Administration itself, and now understood that in this case should not consider the amount of the cost of participation , thus including cover losses upon liquidation of the subsidiary company;
Sureties in the amount of, approximately 50 million euro, following a tax appeal presented by the Company concerning additional tax assessments made by Tax authorities, relating to 31th December 2002, which refer to the non-acceptance by Tax authorities of tax losses arising on the sale and liquidation of a subsidiary of the Group;
Fiscal lawsuit related to rent tax, concerning a subsidiary of the Company in Brazil, in the amount of, approximately, 21.9 million euro (65.6 million Brazilian real), which is being judged by a tax court, for which there were granted guarantees in the amount of 42.6 million euro (127.9 million Brazilian real). The difference between the value of the contingency and the value of the guarantee relates with the update of the related responsibility.
b) Contingent liabilities related to tax claims paid under regularization programs of tax debts
Within the framework of regularization of tax debts to Tax Authorities, (Outstanding Debts Settlement of Tax and Social Security - Decree of Law 151-A/2013 e Decree of Law 248-A), the Group made tax payments in the amount of, approximately, 28 million euro, having the respective guarantees been eliminated. The related tax appeals continue in courts, having the maximum contingencies been reduced through the elimination of fines and interests related with these tax assessments.
As permitted by law, the Group maintains the legal proceedings, in order to establish the recovery of those amounts.
In addition to the previously disclosed guarantees, as a consequence of the sale of a subsidiary in Brazil, Sonae guaranteed to the buyer of the subsidiary all the losses incurred by that company arising on unfavorable decisions not open for appeal, concerning tax lawsuits on transactions that took place before the sale date (on the 13rd December 2005) and that exceed 40 million euro. On the 30th June 2014, the amount claimed by the Brazilian Tax Authorities, concerning the tax lawsuits still in progress, which the company's lawyers assess as having a high probability of loss, plus the amounts already paid (28.3 million euro) related to programs for the Brazilian State of tax recovery, amount to near 37.8 million euro (37.8 million euro on the 31st December 2013). Furthermore, there are other tax assessments totaling 61.3 million euro (61.3 million euro on the 31st December 2013) for which the Board of Directors, based on its lawyers' assessment, understands will not imply future losses to the former subsidiary;
It was not created any provision to cover possible risks related to events/disputes for which guarantees were given for being understanding of the Board of Directors that the resolution of these events / disputes without loss to Sonae.
| Sales and services rendered | Purchases and services obtained | ||||
|---|---|---|---|---|---|
| Transactions | 30 June 2014 | 30 June 2013 Restated (Note 4) |
30 June 2014 | 30 June 2013 Restated (Note 4) |
|
| Parent Company Jointly controlled companies Associated companies Other related parties |
78,159 9,901,256 14,602,243 31,716,887 56,298,545 |
77,850 5,751,618 14,075,909 30,408,044 50,313,421 |
355,652 24,251,057 532,131 10,742,783 35,881,623 |
302,696 18,189,526 629,110 8,791,534 27,912,866 |
|
| Interest income | Interest expenses | ||||
| Transactions | 30 June 2014 | 30 June 2013 Restated (Note 4) |
30 June 2014 | 30 June 2013 Restated (Note 4) |
|
| Parent Company Jointly controlled companies Associated companies Other related parties |
- 169,691 - - 169,691 |
- 205,728 16,902 16,953 239,583 |
21,043 14,314 - 216,651 252,008 |
- - - 291,773 291,773 |
| Accounts receivable | Accounts payable | ||||
|---|---|---|---|---|---|
| Balances | 30 June 2014 | 31 December 2013 | 30 June 2014 | 31 December 2013 | |
| Parent Company | 148,616 | 51,445 | 412,824 | 767,433 | |
| Jointly controlled companies | 20,866,263 | 32,554,816 | 10,543,285 | 17,795,118 | |
| Associated companies | 3,009,584 | 6,612,647 | 55,811 | 364,066 | |
| Other related parties | 13,682,000 | 14,510,202 | 7,023,585 | 7,475,633 | |
| 37,706,463 | 53,729,110 | 18,035,505 | 26,402,250 | ||
| Loans | |||||
| Obtained | Granted | ||||
| Balances | 30 June 2014 | 31 December 2013 | 30 June 2014 | 31 December 2013 | |
| Jointly controlled companies | 11,571,814 | - | 7,821,248 | 8,599,429 | |
| Other related parties | 13,031,800 | 13,383,628 | - | 3,570 | |
| 24,603,614 | 13,383,628 | 7,821,248 | 8,602,999 |
The caption other related parties includes, Sonae Indústria, SGPS, SA and Sonae Capital, SGPS, SA affiliated, associated and jointly controlled companies, and also other shareholders of affiliated companies or jointly controlled companies of Sonae, as well as other affiliated companies of the parent company Efanor Investimentos, SGPS, SA.
The "Income Taxes" recognized in the periods ended on the 30th June 2014 and 2013, are detailed as follows:
| 30 June 2014 | 30 June 2013 Restated (Note 4) |
|
|---|---|---|
| Current tax | 10,891,070 | 8,917,783 |
| Deferred tax | (9,425,852) | (4,968,587) |
| 1,465,218 | 3,949,196 |
| 30 June 2014 | 30 June 2013 Restated (Note 4) | |||
|---|---|---|---|---|
| Net profit | Continuing Operations |
Continuing Operations |
Discontinued Operations |
|
| Net profit taken into consideration to calculate basic earnings per share (consolidated profit for the period) |
52,342,242 | 4,295,824 | 35,549,215 | |
| Effect of dilutive potential shares | - | - | - | |
| Interest related to convertible bonds (net of tax) | - - |
- - |
- - |
|
| Net profit taken into consideration to calculate diluted earnings per share | 52,342,242 | 4,295,824 | 35,549,215 | |
| Number of shares | ||||
| Weighted average number of shares used to calculate basic earnings per share | 1,877,084,010 | 1,873,392,761 | 1,873,392,761 | |
| Effect of dilutive potential ordinary shares from convertible bonds | - | - | - | |
| Outstanding shares related with share based payments | 19,700,243 | 13,473,073 | 13,473,073 | |
| Shares related to performance bonus that can be bought at market price | (3,754,711) | (4,169,551) | (4,169,551) | |
| Weighted average number of shares used to calculate diluted earnings per share | 1,893,029,542 | 1,882,696,283 | 1,882,696,283 | |
| Earnings per share | ||||
| Basic | 0.027885 | 0.002293 | 0.018976 | |
| Diluted | 0.027650 | 0.002282 | 0.018882 | |
In the Shareholders Annual General Meeting held on the 30th April 2014, the payment of a gross dividend of 0.0348 euro per share (0.0331 euro per share in 2013) corresponding to a total value of 69,600,000 euro (66,200,000 euro in 2013) was approved.
Sonae is mostly a retail company with two major partnerships in the areas of Shopping Centres (Sierra) and Telecommunications (NOS).The following operating segments were identified:
In retail, the group has three segments:
Sonae MC is a food retail unit, operating 465 stores and 103 stores operated under franchise and joint venture agreements under Continente, Continente Modelo, Continente Bom Dia, Meu Super business concepts and even some adjacent business concepts Bom Bocado, note! and Wells
Sonae SR is a specialised retail unit, with a presence in the electronics, sports and fashion market operating 517 stores and 64 stores operated under franchise agreements under the Worten, Sport Zone, MO and Zippy business concepts.
Sonae RP is a retail real estate unit which actively manages properties of Sonae, composed principally of stores operating under the brand Continente and under other brands of Sonae SR.
The Investment Management operating segment includes a company that operates in the retail DIY products, building and garden (Maxmat), a travel agency (Geostar), insurance brokers (MDS) as well as companies of software and information systems (WedoTechnologies, Saphety, Mainroad and Bizdirect) and a newspaper (Publico).
These operating segments have been identified taking into consideration that each of these segments have separate identifiable revenues and costs, separate financial information is produced, and its operating results are reviewed by management on which it makes decisions.
Sonae's reportable segment information regarding the income statement in accordance with IFRS 8 can be analysed as follows:
| Turnover | 30 June 2014 | Inter-segment income |
30 June 2013 Restated (Note 4) |
Inter-segment income |
|---|---|---|---|---|
| Sonae MC | 1,625,714,784 | (3,117,789) | 1,584,188,898 | (1,863,381) |
| Sonae SR | 579,347,087 | (14,246,778) | 517,512,988 | (12,769,413) |
| Sonae RP | 62,913,561 | (51,758,562) | 61,645,792 | (52,590,831) |
| Investment management | 118,226,636 | (8,527,123) | 107,404,288 | (4,868,934) |
| Other, eliminations and adjustments | (79,815,442) | (783,000) | (68,006,585) | (80,000) |
| Total consolidated | 2,306,386,626 | (78,433,252) | 2,202,745,381 | (72,172,559) |
| Depreciation and amortisation | Provisions and impairment losses | EBIT | ||||
|---|---|---|---|---|---|---|
| 30 June 2014 | 30 June 2013 Restated (Note 4) |
30 June 2014 | 30 June 2013 Restated (Note 4) |
30 June 2014 | 30 June 2013 Restated (Note 4) |
|
| Sonae MC | 41,943,348 | 41,103,463 | 925,619 | 1,118,580 | 54,136,888 | 65,167,504 |
| Sonae SR | 21,386,744 | 29,071,893 | 401,716 | 7,406,273 | (33,265,137) | (55,840,013) |
| Sonae RP | 14,499,854 | 15,266,021 | - | - | 42,967,428 | 40,137,714 |
| Investment management | 6,506,435 | 6,629,507 | 66,022 | 675,315 | (1,875,989) | (4,290,386) |
| Other, eliminations and adjustments (1) | 146,983 | 2,645,386 | 26,469 | - | 22,624,965 | 36,790,218 |
| Total direct consolidated | 84,483,365 | 94,716,270 | 1,419,826 | 9,200,168 | 84,588,155 | 81,965,037 |
| Net financial expenses (2) | Income tax (2) | |||
|---|---|---|---|---|
| 30 June 2013 30 June 2014 Restated (Note 4) |
30 June 2014 | 30 June 2013 Restated (Note 4) |
||
| Retail businesses | (34,231,440) | (35,834,538) | 3,459,741 | 1,946,988 |
| Investment management | (1,233,189) | (8,178,570) | (475,888) | 1,652,028 |
| Holding (1) | (2,463,577) | (1,447,793) | (1,518,635) | 350,180 |
| Total consolidated | (37,928,206) | (45,460,901) | 1,465,218 | 3,949,196 |
| Investment (CAPEX) | Net invested capital | |||
|---|---|---|---|---|
| 30 June 2013 30 June 2014 Restated (Note 4) |
30 June 2014 | 31 December 2013 | ||
| Sonae MC | 39,781,360 | 32,371,196 | 574,204,446 | 476,722,790 |
| Sonae SR | 26,232,340 | 10,038,144 | 235,340,154 | 100,910,578 |
| Sonae RP | 7,363,365 | 15,038,445 | 1,230,792,777 | 1,253,629,991 |
| Investment management | 9,469,130 | 4,468,465 | 153,444,663 | 148,105,153 |
| Other, eliminations and adjustments (1) | 144,101,483 | 2,955,176 | 1,045,427,312 | 1,148,007,447 |
| Total consolidated | 226,947,678 | 64,871,426 | 3,239,209,352 | 3,127,375,959 |
| Total net debt (2) (3) | |||
|---|---|---|---|
| 30 June 2014 31 December 2013 |
|||
| Retail businesses Investment management |
932,635,147 68,881,760 |
749,628,495 56,363,559 |
|
| Holding (1) | 485,973,507 | 413,272,470 | |
| Total consolidated | 1,487,490,414 | 1,219,264,524 |
(1) Includes Sonae Individual accounts;
(2) These captions are accompanied by management in a more aggregated form, and not allocated to individual operating segments identified above;
(3) Includes shareholder loans and excluding inter-segment securitized debt.
| Turnover | EBIT | ||
|---|---|---|---|
| 30 June 2014 | 30 June 2013 Restated (Note 4) |
30 June 2014 | 30 June 2013 Restated (Note 4) |
| - | |||
| 28,955,111 | |||
| (1,382,190) | 4,165,974 | 1,249,683 | 5,966,352 |
| (79,815,442) | (68,006,585) | 22,624,965 | 36,790,218 |
| (78,433,252) - |
(72,172,559) - |
- 19,966,351 |
| Investment | Invested capital | ||||
|---|---|---|---|---|---|
| 30 June 2014 | 30 June 2013 Restated (Note 4) |
30 June 2014 | 31 December 2013 | ||
| Inter-segment balances | (47) | - | 27,485,358 | 14,233,065 | |
| Increase of participation in Sonaecom (Note 18) | 144,101,530 | 2,955,176 | - | - | |
| Investment in associated companies and joint ventures (Note 6) |
- | - | 1,175,194,245 | 1,144,792,015 | |
| Cash settled equity swap (4) | - | - | (103,720,530) | (103,289,056) | |
| Debt to France Télécom-Orange (Note 23) | - | - | (104,203,785) | (102,095,077) | |
| Dividends | - | - | 50,565,939 | 10,567,050 | |
| Others eliminations and adjustments | - | - | 106,085 | (18,642,900) | |
| Other, eliminations and adjustments | 144,101,483 | 2,955,176 | 1,045,427,312 | 945,565,097 | |
(4) Financial Instrument reported in Note 23.
All performance measures are reconciled to the financial statements in Note 31.
Net Invested capital = Total net debt + total shareholder funds;
Net debt = Bonds + bank loans + other loans + shareholder loans + financial leases - cash, bank deposits, current investments, excluding the participation of 2.14% in NOS, and other long term financial applications;
Other eliminations and adjustments = Intra-groups + consolidation adjustments + contributions from other companies not included in the disclosed segments by do not fit in any reportable segment, ie are included in addition to Sonae SGPS companies identified as "Others" in Note 5.
Investments (CAPEX) = Investments in tangible and intangible assets and investments in acquisitions.
In the Management Report, and for the purposes of calculating financial indicators as EBIT, EBITDA and underlying EBITDA the consolidated income statement is divided between Direct Income and Indirect Income.
The Indirect Income includes the contribution of Sonae Sierra, net of taxes that result from: (i) valuation of investment properties; (ii) gains (losses) with the sale of financial investments, joint ventures or associates; (iii) impairment losses relating to non-current assets (including goodwill) and (iv) provisions for assets at risk. Additionally and with regard to the portfolio of Sonae: (i) impairment of real estate assets for retail, (ii) decreases in goodwill, (iii) provisions (net of tax) for possible future liabilities, and impairments related to
noncore investments, businesses and discontinued assets (or to be discontinued / repositioned), (iv) valuation results based on the methodology "mark-to-market" of other current investments that will be sold or traded in the near future and (v) other irrelevant issues. The value of EBITDA is only calculated in the direct income component, excluding the indirect contributions.
The reconciliation between consolidated income and direct-indirect income for the periods ended on the 30th June 2014 and 2013 can be summarised as follows:
| 30 June 2014 | 30 June 2013 Restated (Note 4) | ||||||
|---|---|---|---|---|---|---|---|
| Consolidated accounts |
Indirect income | Direct income | Consolidated accounts |
Adjustments Pro forma basis (g) |
Indirect income | Direct income | |
| Turnover | 2,306,386,626 | - | 2,306,386,626 | 2,202,745,381 | - | - | 2,202,745,381 |
| Investment income | |||||||
| Dividends | 1,471,885 | 1,321,885 | 150,000 | 92,000 | - | 92,000 | - |
| Others | 421,555 | - | 421,555 | (13,000) | - | - | (13,000) |
| Other income | |||||||
| Impairment losses reversal | 1,120,307 | - | 1,120,307 | 3,846,422 | - | - | 3,846,422 |
| Others | 257,912,764 | - | 257,912,764 | 208,887,114 | - | - | 208,887,114 |
| Total income | 2,567,313,137 | 1,321,885 | 2,565,991,252 | 2,415,557,917 | - | 92,000 | 2,415,465,917 |
| Total expenses | (2,411,132,981) | - | (2,411,132,981) | (2,258,621,553) | - | - | (2,258,621,553) |
| Depreciation and amortisation | (84,483,365) | - | (84,483,365) | (94,716,270) | - | - | (94,716,270) |
| Non-recurring impairment losses over inventories | (2,203,457) | - | (2,203,457) | - | - | - | - |
| Provisions and impairment | |||||||
| Others | (1,419,826) | - | (1,419,826) | (9,200,168) | - | - | (9,200,168) |
| Profit before financial results and share of results in associated companies |
68,073,508 | 1,321,885 | 66,751,623 | 53,019,926 | - | 92,000 | 52,927,926 |
| Non-recurring Profit/(Loss) | (1,980,000) | - | (1,980,000) | - | - | - | - |
| Gains and losses on investments recorded at fair value through results |
(7,931,359) | (7,931,359) | - | - | - | - | - |
| Financial profit/(loss) | (37,928,206) | - | (37,928,206) | (45,460,901) | - | - | (45,460,901) |
| Share of results in joint ventures and associated undertakings |
|||||||
| Sonae Sierra | 23,894,192 | 12,928,681 | 10,965,511 | (2,308,619) | - | (17,040,000) | 14,731,381 |
| ZOPT | 8,934,020 | - | 8,934,020 | - | 14,525,000 | - | 14,525,000 |
| Others | 66,820 | - | 66,820 | (311,270) | - | (92,000) | (219,270) |
| Profit before income tax | 53,128,975 | 6,319,207 | 46,809,768 | 4,939,136 | 14,525,000 | (17,040,000) | 36,504,136 |
| Income tax | (1,465,218) | - | (1,465,218) | (3,949,196) | - | - | (3,949,196) |
| Profit/(Loss) from continuing operations | 51,663,757 | 6,319,207 | 45,344,550 | 989,940 | 14,525,000 | (17,040,000) | 32,554,940 |
| Profit/(Loss) from discontinued operations | - | - | - | 47,357,721 | (47,357,721) | - | - |
| Net profit for the period | 51,663,757 | 6,319,207 | 45,344,550 | 48,347,661 | (32,832,721) | (17,040,000) | 32,554,940 |
| Attributable to equity holders of Sonae | 52,342,242 | 6,319,207 | 46,023,035 | 39,845,039 | (24,645,981) | (17,040,000) | 32,239,058 |
| Non-controlling interests | (678,485) | - | (678,485) | 8,502,622 | (8,186,740) | - | 315,882 |
| "Underlying" EBITDA (a) | 153,587,964 | 152,997,942 | |||||
| EBITDA (b) | 171,574,315 | 182,035,053 | |||||
| EBIT (c) | 84,587,974 | 81,965,037 |
Additionally and with regard to the portfolio of Sonae: (i) impairment of real estate assets for retail, (ii) decrease in goodwill, (iii) provisions (net of tax) for possible future liabilities and impairments related with non-core financial investments, businesses, discontinued assets (or be discontinued / repositioned), (iv) valuation results based on the methodology "mark-to-market" of other current investments that will be sold or traded in the near future and (v) other irrelevant issues;
(g) The figures of NOS related to 2013 were adjusted in the profit and loss statements on a pro forma basis for the 1st half year results, assuming that the NOS merger occurred on the 1st January 2013, with some consolidation effects in our co-controlled vehicle company. This criterion, besides assuring an easy and fair comparability between 2013 and 2014 results.
The accompanying consolidated financial statements were approved by the Board of Directors and authorized for issue on the 19th August 2014.
The Board of Directors
Belmiro Mendes de Azevedo
Álvaro Carmona e Costa Portela
Álvaro Cuervo Garcia
Bernd Bothe
Christine Cross
Michel Marie Bon
José Neves Adelino
Duarte Paulo Teixeira de Azevedo
Ângelo Gabriel Ribeirinho dos Santos Paupério
Condensed individual financial statements
(Translation of condensed individual financial statements originally issued in Portuguese.In case of discrepancy the Portuguese version prevails) (Amounts expressed in euro)
| ASSETS | Notes | 30.June.2014 | 30.June.2013 | 31.December.2013 |
|---|---|---|---|---|
| NON-CURRENT ASSETS: | ||||
| Tangible assets | 128,288 | 161,160 | 144,778 | |
| Intangible assets | 8,100 | 9,767 | 13,245 | |
| Investments in affiliated companies | 4 | 3,629,676,515 | 3,613,160,269 | 3,638,337,796 |
| Other investments | 5 | 29,949,012 | 39,883,897 | 29,367,435 |
| Deferred taxes | 12,950,402 | - | - | |
| Other non-current assets | 6 | 462,400,000 | 357,086,551 | 472,066,551 |
| Total non-current assets | 4,135,112,317 | 4,010,301,644 | 4,139,929,805 | |
| CURRENT ASSETS: | ||||
| Trade account receivables and other current assets | 7 | 80,956,995 | 64,563,573 | 17,553,530 |
| Cash and cash equivalents | 8 | 164,013,123 | 9,279,015 | 96,239,237 |
| Total current assets | 244,970,118 | 73,842,588 | 113,792,767 | |
| TOTAL ASSETS | 4,380,082,435 | 4,084,144,232 | 4,253,722,572 | |
| EQUITY AND LIABILITIES | ||||
| EQUITY: | ||||
| Share capital | 9 | 2,000,000,000 | 2,000,000,000 | 2,000,000,000 |
| Treasury shares | (7,518,409) | - | - | |
| Reserves and retained earnings | 1,342,676,365 | 1,213,784,609 | 1,271,218,283 | |
| Profit for the period | 33,480,299 | 30,764,609 | 159,490,511 | |
| TOTAL EQUITY | 3,368,638,255 | 3,244,549,218 | 3,430,708,794 | |
| LIABILITIES: | ||||
| NON-CURRENT LIABILITIES: | ||||
| Loans | 10 | 330,934,904 | 520,385,290 | 541,508,790 |
| Other non-current liabilities | 774,364 | 103,092,005 | 1,127,105 | |
| Total non-current liabilities | 331,709,268 | 623,477,295 | 542,635,895 | |
| CURRENT LIABILITIES: | ||||
| Loans | 10 | 325,908,337 | 156,099,962 | 154,354,943 |
| Trade creditors and other current liabilities | 11 | 353,826,575 | 60,017,757 | 126,022,940 |
| Total current liabilities | 679,734,912 | 216,117,719 | 280,377,883 | |
| TOTAL EQUITY AND LIABILITIES | 4,380,082,435 | 4,084,144,232 | 4,253,722,572 | |
The accompanying notes are part of these condensed individual financial statements.
(Amounts expressed in euro) (Translation of condensed individual financial statements originally issued in Portuguese. In case of discrepancy the Portuguese version prevails)
| Notes | 2nd Quarter 2014 |
2nd Quarter 2013 |
30.June.2014 | 30.June.2013 | |
|---|---|---|---|---|---|
| Services rendered | 119,094 | 119,180 | 238,188 | 238,360 | |
| Gains or losses on investments | 14 | - | 506,972 | 34,224,473 | 34,665,008 |
| Financial income | 11,771,948 | 7,511,340 | 21,086,716 | 18,579,215 | |
| Other income | 849,248 | 723,052 | 1,629,248 | 1,546,179 | |
| External supplies and services | (965,016) | (857,958) | (1,778,605) | (1,725,175) | |
| Staff costs | (703,029) | (600,229) | (1,249,062) | (1,134,943) | |
| Depreciation and amortisation | (10,974) | (15,816) | (22,159) | (38,971) | |
| Financial expense | (10,806,117) | (10,505,545) | (21,950,180) | (20,954,517) | |
| Other expenses | (164,053) | (78,352) | (248,385) | (405,248) | |
| Profit/(Loss) before taxation | 91,101 | (3,197,356) | 31,930,234 | 30,769,908 | |
| Taxation | 1,024,606 | (5,299) | 1,550,065 | (5,299) | |
| Profit/(Loss) after taxation | 1,115,707 | (3,202,655) | 33,480,299 | 30,764,609 | |
| Profit/(Loss) per share | |||||
| Basic | 15 | 0.000579 | (0.001602) | 0.016764 | 0.015382 |
| Diluted | 15 | 0.000580 | (0.001601) | 0.016757 | 0.015372 |
The accompanying notes are part of these condensed individual financial statements.
(Amounts expressed in euro) (Translation of the individual financial statements originally issued in Portuguese. In case of discrepancy the Portuguese version prevails)
| 2nd Quarter 2014 | 2nd Quarter 2013 | 30.June.2014 | 30.June.2013 | |
|---|---|---|---|---|
| Net Profit / (Loss) for the period | 1,115,707 | (3,202,655) | 33,480,299 | 30,764,609 |
| Changes on fair value of available-for-sale financial assets | (326,250) | (16,941,677) | (17,304,534) | 12,437,623 |
| Changes in hedge and fair value reserves | (2,359,647) | 1,043,517 | (1,163,254) | 1,266,505 |
| Other comprehensive income for the period | (2,685,897) | (15,898,160) | (18,467,788) | 13,704,128 |
| Total comprehensive income for the period | (1,570,190) | (19,100,815) | 15,012,511 | 44,468,737 |
The accompanying notes are part of these condensed individual financial statements.
(Translation of condensed financial statements originally issued in Portuguese. In case of discrepancy the Portuguese version prevails)
(Amounts expressed in euro)
| nd ed Res ain nin ret erv es a ear gs |
||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Sha ital re c ap |
har Tre asu ry s es |
l re Le ga ser ve |
lue Fai r va res erv e |
Hed ing g res erv e |
Oth s and er r ese rve ed ear ain ret nin gs |
Tot al r s and ese rve ed ear ain ret nin gs |
fit/ ( loss ) Net pro |
al Tot |
||
| Bal 1 Ja 201 3 s at anc e a nua ry |
2,0 00, 000 ,00 0 |
- | 187 ,137 ,64 8 |
512 ,40 3,4 76 |
( ) 2,3 83, 292 |
54 5,9 77, 500 |
1,2 43, 135 ,33 2 |
22 ,96 4,3 17 |
3,2 66, 099 ,64 9 |
|
| al c hen e fo r th d Tot sive inc erio om pre om e p |
- | - | - | 12, 437 ,62 3 |
1,2 66, 505 |
- | 13, 704 ,12 8 |
30 ,76 4,6 09 |
44 ,46 8,7 37 |
|
| App of fit o f 20 12: riat ion rop pro |
||||||||||
| nsf o le l re d re ed Tra tain nin er t ga ser ves an ear gs |
- | - | 1,14 8,2 16 |
- | - | 21, 816 ,101 |
22 ,96 4,3 17 |
( ) 22, 964 ,317 |
- | |
| Div ide nds dis trib d ute |
- | - | - | - | - | ( 0) 66, 200 ,00 |
( 0) 66, 200 ,00 |
- | ( 0) 66, 200 ,00 |
|
| Sha re b d pa ent ase ym s |
- | - | - | - | - | 180 ,83 2 |
180 ,83 2 |
- | 180 ,83 2 |
|
| Bal 30 e 2 013 Jun s at anc e a |
2,0 00, 000 ,00 0 |
- | 188 ,28 5,8 64 |
52 4,8 099 41, |
( 87) 6,7 1,11 |
501 ,77 4,4 33 |
1,2 784 ,60 9 13, |
30 ,76 4,6 09 |
3,2 549 ,21 8 44, |
|
| Bal 1 Ja 201 4 s at anc e a nua ry |
2,0 00, 000 ,00 0 |
- | 188 ,28 5,8 64 |
58 0,3 29, 718 |
1,16 3,2 54 |
501 ,43 9,4 47 |
1,2 71, 218 ,28 3 |
159 ,49 0,5 11 |
3,4 30, 708 ,79 4 |
|
| al c hen e fo r th d Tot sive inc erio om pre om e p |
- | - | - | ( 4) 17, 304 ,53 |
( 54) 1,16 3,2 |
- | ( 8) 18, 467 ,78 |
33 ,48 0,2 99 |
15, 012 ,511 |
|
| of fit o f 20 App 13: riat ion rop pro |
||||||||||
| nsf o le l re d re ed Tra tain nin er t ga ser ves an ear gs |
- | - | 7,9 74, 526 |
- | - | 81, 915 ,98 5 |
89 ,89 0,5 11 |
( ) 89, 890 ,511 |
- | |
| Div ide nds dis trib d ute |
- | - | - | - | - | 2,5 69 |
2,5 69 |
( 0) 69, 600 ,00 |
( 1) 69, 597 ,43 |
|
| cha of t har Pur se rea sur y s es |
- | ( 7) 12, 685 ,84 |
- | - | - | - | - | - | ( 7) 12, 685 ,84 |
|
| Sal f tr sh e o eas ury are s |
- | 4,8 17, 457 |
- | - | - | 151 ,40 8 |
151 ,40 8 |
- | 4,9 68, 865 |
|
| Sha re b d pa ent ase ym s |
- | 34 9,9 81 |
- | - | - | ( 8) 118 ,61 |
( 8) 118 ,61 |
- | 23 1,3 63 |
|
| Bal 30 e 2 014 Jun s at anc e a |
2,0 00, 000 ,00 0 |
( ) 18, 409 7,5 |
196 ,26 0,3 90 |
56 3,0 25, 184 |
- | 58 90, 791 3,3 |
42, 676 ,36 1,3 5 |
,48 0,2 99 33 |
68, 638 ,25 3,3 5 |
The accompanying notes are part of these condensed individual financial statements.
(Translation of the condensed financial statements originally issued in Portuguese.In case of discrepancy the Portuguese version prevails) (Amounts expressed in euro)
| Notes | 2nd Quarter 2014 | 2nd Quarter 2013 | 30.June.2014 | 30.June.2013 | |
|---|---|---|---|---|---|
| OPERATING ACTIVITIES | |||||
| Net cash flow from operating activities (1) | (594,512) | (1,648,587) | 772,601 | (1,662,032) | |
| INVESTMENT ACTIVITIES | |||||
| Cash receipts arising from: | |||||
| Investments | - | 4,660,000 | - | 9,320,000 | |
| Tangible and intangible assets | 50 | - | 1,450 | - | |
| Interest and similar income | 950,325 | 148,389 | 2,476,707 | 584,390 | |
| Dividends | 66,437 | 506,972 | 66,437 | 506,972 | |
| Loans granted | 756,677,999 | 178,962,000 | 1,241,064,938 | 472,436,000 | |
| 757,694,811 | 184,277,361 | 1,243,609,532 | 482,847,362 | ||
| Cash Payments arising from: | |||||
| Investments | (3,397,271) | - | (9,577,571) | (10,000,541) | |
| Tangible and intangible assets | (2,220) | (3,084) | (2,314) | (3,084) | |
| Loans granted | (747,011,448) | (178,962,000) | (1,231,398,387) | (476,699,551) | |
| (750,410,939) | (178,965,084) | (1,240,978,272) | (486,703,176) | ||
| Net cash used in investment activities (2) | 7,283,872 | 5,312,277 | 2,631,260 | (3,855,814) | |
| FINANCING ACTIVITIES | |||||
| Cash receipts arising from: | |||||
| Loans obtained | 831,743,500 | 126,670,000 | 1,282,030,500 | 298,709,000 | |
| Sale of own shares | 1,910,459 | 74,514 | 1,910,459 | 255,144 | |
| 833,653,959 | 126,744,514 | 1,283,940,959 | 298,964,144 | ||
| Cash Payments arising from: | |||||
| Loans obtained | (782,575,484) | (106,259,966) | (1,119,125,531) | (357,518,422) | |
| Interest and similar charges | (8,011,577) | (6,588,895) | (18,277,395) | (19,117,880) | |
| Dividends | (69,581,761) | (66,198,604) | (69,581,761) | (66,198,604) | |
| Purchase of treasury shares | (10,188,878) | - | (12,685,847) | - | |
| (870,357,700) | (179,047,465) | (1,219,670,534) | (442,834,906) | ||
| Net cash used in financing activities (3) | (36,703,741) | (52,302,951) | 64,270,425 | (143,870,762) | |
| Net increase in cash and cash equivalents (4) = (1) + (2) + (3) | (30,014,381) | (48,639,261) | 67,674,286 | (149,388,608) | |
| Cash and cash equivalents at the beginning of the period | 193,927,904 | 57,918,276 | 96,239,237 | 158,667,623 | |
| Cash and cash equivalents at the end of the period | 8 | 163,913,523 | 9,279,015 | 163,913,523 | 9,279,015 |
The accompanying notes are part of these condensed individual financial statements.
(Translation of the condensed individual financial statements originally issued in Portuguese. In case of discrepancies the Portuguese version prevails)
(Amounts expressed in euro)
SONAE, SGPS, SA ("Sonae Holding"), has its head-office at Lugar do Espido, Via Norte, Apartado 1011, 4470-909 Maia, Portugal.
Interim financial statements are presented quarterly, in accordance with IAS 34 – "Interim Financial Reporting".
The accounting policies adopted are consistent with those described in the file of annual financial statements for the year ended 31 December 2013.
As at 30 June 2014 and 31 December 2013 the company held investments in the following affiliated companies:
| 30.June.2014 | |||||||
|---|---|---|---|---|---|---|---|
| Companies | % Held | Opening balance |
Increase | Decrease | Changes in fair value |
Closing balance | |
| Interlog, SGPS, SA | 1.02% | 106,686 | - | - | - | 106,686 | |
| Sonae Investimentos, SGPS, SA (a) | 76.86% | 1,893,219,480 | - | - | - | 1,893,219,480 | |
| Sonae Investments, BV | 100.00% | 835,700,000 | - | - | - | 835,700,000 | |
| Sonae RE, SA | 99.92% | 3,672,059 | - | - | - | 3,672,059 | |
| Sonae Sierra SGPS, SA (b) | 50.00% | 500,118,000 | - | - | 45,675,500 | 545,793,500 | |
| Sonaecom, SGPS, SA | 25.96% | 196,989,312 | 9,577,571 | - | (63,914,352) | 142,652,531 | |
| Sonaegest, SA | 20.00% | 159,615 | - | - | - | 159,615 | |
| Sonaecenter Serviços, SA | 100.00% | 731,545 | - | - | - | 731,545 | |
| Sontel, BV | 35.87% | 405,641,099 | - | - | - | 405,641,099 | |
| Total | 3,836,337,796 | 9,577,571 | - | (18,238,852) | 3,827,676,515 | ||
| Impairment | 198,000,000 | - | - | - | 198,000,000 | ||
| Total | 3,638,337,796 | 9,577,571 | - | (18,238,852) | 3,629,676,515 |
| 31.December.2013 | |||||||
|---|---|---|---|---|---|---|---|
| Companies | % Held | Opening balance |
Increase | Decrease | Changes in fair value |
Closing balance | |
| Interlog, SGPS, SA | 1.02% | 106,686 | - | - | - | 106,686 | |
| Sonae Investimentos, SGPS, SA (a) | 76.86% | 1,893,219,480 | - | - | - | 1,893,219,480 | |
| Sonae Investments, BV | 100.00% | 835,700,000 | - | - | - | 835,700,000 | |
| Sonae RE, SA | 99.92% | 3,672,059 | - | - | - | 3,672,059 | |
| Sonae Sierra SGPS, SA (b) | 50.00% | 524,986,000 | - | - | (24,868,000) | 500,118,000 | |
| Sonaecom, SGPS, SA | 20.94% | 5,079,830 | 97,289,802 | - | 94,619,680 | 196,989,312 | |
| Sonaegest, SA | 20.00% | 159,615 | - | - | - | 159,615 | |
| Sonaecenter Serviços, SA | 100.00% | 731,545 | - | - | - | 731,545 | |
| Sontel, BV | 35.87% | 405,641,099 | - | - | - | 405,641,099 | |
| Total | 3,669,296,314 | 97,289,802 | - | 69,751,680 | 3,836,337,796 | ||
| Impairment | 165,500,000 | 32,500,000 | - | - | 198,000,000 | ||
| Total | 3,503,796,314 | 64,789,802 | - | 69,751,680 | 3,638,337,796 | ||
During the first half 2014 the Company acquired 4,143,590 of Sonaecom, SGPS, SA capital shares.
During 2012, Sonae entered into a contract with Sonaecom, SGPS, SA, in which it agrees to handover Sonaecom shares to employees of that subsidiary during 2016. The change in the fair value of the above mentioned shares and liability was recognized in the income statement.
During the 1st half of 2013, Sonae entered into an agreement with a subsidiary of France Telecom ("FT-Orange") to transfer 20% of the capital of Sonaecom, SGPS, SA to Sonae, SGPS, SA. Sonae recorded this asset as an acquisition with deferred payment, since the shares rights under this agreement are attributed to Sonae. The carrying amount corresponded to the agreed price considering the consolidation of the telecommunications sector in Portugal, discounted to the acquisition date (97,289,802 euro).
The accumulated impairment loss on subsidiaries recorded in previous year's amounts to 198,000,000 euro and relates to financial investment held in Sontel BV (165,500,000 euro) and Sonae Investments, BV (32,500,000 euro).
As at 30 June 2014 and 31 December 2013 other investments are as follows:
| 30.June.2014 | |||||
|---|---|---|---|---|---|
| Companies | Opening balance |
Increase | Decrease | Changes in fair value |
Closing balance |
| Associação Escola Gestão Porto | 49,880 | - | - | - | 49,880 |
| Fundo Especial de Invest.Imob. Fechado Imosonae Dois | 2,546 | - | - | - | 2,546 |
| Fundo de Investimento Imobiliário Fechado Imosede | 29,315,009 | - | - | 581,577 | 29,896,586 |
| Total | 29,367,435 | - | - | 581,577 | 29,949,012 |
| 31.December.2013 | |||||
| Opening | Closing |
| Companies | Opening balance |
Increase | Decrease | Changes in fair value |
Closing balance |
|---|---|---|---|---|---|
| Associação Escola Gestão Porto | 49,880 | - | - | - | 49,880 |
| Fundo Especial de Invest.Imob. Fechado Imosonae Dois | 2,546 | - | - | - | 2,546 |
| Fundo de Investimento Imobiliário Fechado Imosede | 19,936,181 | 10,000,541 | - | (621,713) | 29,315,009 |
| Magma No. 1 Securitisation Notes | 18,640,000 | - | (18,640,000) | - | - |
| Total | 38,628,607 | 10,000,541 | (18,640,000) | (621,713) | 29,367,435 |
| 30.June.2014 | 31.December.2013 | |
|---|---|---|
| Loans granted to group companies: | ||
| Sonae Investments, BV | 115,000,000 | 124,666,551 |
| Sonae Investimentos, SGPS, SA | 347,400,000 | 347,400,000 |
| 462,400,000 | 472,066,551 |
The amount recognized under the caption loans granted to Sonae Investimentos, SGPS, SA, refers to a subordinate bond loan, repayable in 10 years issued by Sonae Investimentos at market conditions in 28 December 2010 amounting to 400,000,000 euro, relating 8,000 bonds with nominal value of 50,000 euro each, bearing fixed interest rate with full reimbursement in the end of the period. In December 2011, 1,052 bonds were sold to a subsidiary for 42,080,000 euro.
The fair value of the bonds related to this loan as at 30 June 2014, is 41,943 euro (41,495 euro as at 31 December 2013) per bond, according with a valuation made by the use of discounted cash flow models. There is no evidence of impairment on this loan.
The other loans granted to group companies, bear interest at market rates indexed to Euribor, have a long term maturity and its fair value is similar to its carrying amount.
As at 30 June 2014 and 31 December 2013 trade accounts receivable and other current assets are detailed as follows:
| 30.June.2014 | 31.December.2013 | |
|---|---|---|
| Trade accounts receivable | 213,259 | 468,059 |
| Group companies | 59,703,714 | 10,955,441 |
| Taxes and contributions receivable | 1,698,723 | 2,589,020 |
| Accrued income and prepayments | 16,050,835 | 3,302,072 |
| Others | 3,290,464 | 238,938 |
| Total | 80,956,995 | 17,553,530 |
The caption "Accrued income and prepayments" mainly includes receivables relating to interests from loans granted to group companies (Note 6).
As at 30 June 2014 and 31 December 2013 cash and cash equivalents are detailed as follows:
| 30.June.2014 | 31.December.2013 |
|---|---|
| 89 | |
| 96,239,148 | |
| 164,013,123 | 96,239,237 |
| 99,600 | - |
| 163,913,523 | 96,239,237 |
| 89 164,013,034 |
As at 30 June 2014 and 31 December 2013 share capital consisted of 2,000,000,000 ordinary shares of 1 euro each.
| 30.June.2014 | 31.December.2013 | |
|---|---|---|
| Bonds Sonae 2010/2015 | - | 250,000,000 |
| Bonds Continente - 7% - 2015 | 197,571,166 | 200,000,000 |
| Up-front fees not yet charged to income statement | (1,636,262) | (2,911,460) |
| Bonds | 195,934,904 | 447,088,540 |
| Nominal value of bank loans | 135,000,000 | 95,000,000 |
| Up-front fees not yet charged to income statement | - | (579,750) |
| Bank loans | 135,000,000 | 94,420,250 |
| Non-current loans | 330,934,904 | 541,508,790 |
| Bonds Sonae 2007/2014 | 250,000,000 | 150,000,000 |
| Up-front fees not yet charged to income statement | (693,749) | (27,764) |
| Bonds | 249,306,251 | 149,972,236 |
| Bank overdrafts | 99,600 | - |
| Derivatives | - | 2,421,024 |
| Other bank loans | 76,502,486 | 1,961,683 |
| Current loans | 325,908,337 | 154,354,943 |
As at 30 June 2014 Sonae, SGPS has agreed lines of credit and commercial paper programs amounting to 520 million euro, out of which 181.5 million euro with firm commitments with maturity not exceeding one year and 135 million euro with firm commitments with maturity over one year.
Under the above mentioned lines of credit and commercial paper programs with firm commitments, Sonae, SGPS had 146.4 million euro credit facilities available to meet its liquidity requirements.
The interest rate as at 30 June 2014 of the bonds and bank loans was, in average, 4.20% (3.58% as at 31 December 2013).
Maturity of Borrowings
As at 30 June 2014 and 31 December 2013 the analysis of maturity of loans excluding the derived instruments having in consideration its nominal value is as follows:
| 30.June.2014 | 31.December.2013 | |
|---|---|---|
| N+1 | 326,602,086 | - |
| N+2 | 197,571,166 | 151,961,683 |
| N+3 | - | 525,000,000 |
| N+4 | - | - |
| N+5 | 90,000,000 | - |
| after N+5 | 45,000,000 | 20,000,000 |
As at 30 June 2014 and 31 December 2013, trade creditors and other current liabilities are detailed as follows:
| 30.June.2014 | 31.December.2013 | |
|---|---|---|
| Trade creditors | 257,869 | 189,969 |
| Group companies | 213,323,000 | 12,530,000 |
| Taxes and contributions payable | 3,309,350 | 454,452 |
| Accrued expenses | 11,492,626 | 10,535,690 |
| Others | 125,443,730 | 102,312,829 |
| Total | 353,826,575 | 126,022,940 |
The amount recorded under the caption "other creditors" includes 104.203.785 euro (discounted to 30 June 2014 which will be paid in August 2014) relating the acquisition of 20% share capital of Sonaecom, SGPS, SA.
| 30.June.2014 | 31.December.2013 | ||
|---|---|---|---|
| Guarantees given: | |||
| on tax claims | 83,913,842 | 71,421,912 | |
| on judicial claims | 70,766 | 70,766 | |
| Guarantees given in favour of subsidiaries | a) | 277,170,778 | 272,612,454 |
(a) Guarantees given to Tax Authorities in favour of subsidiaries to suspend claims from tax authorities.
Balances and transactions with related parties are detailed as follows:
| Balance | 30.June.2014 | 31.December.2013 |
|---|---|---|
| Group companies | 67,231,105 | 3,836,846 |
| Jointly controlled companies | 11,735,042 | 10,780,435 |
| Other partners in group companies | 50,005 | 98,005 |
| Accounts receivable | 79,016,152 | 14,715,286 |
| Parent company | 412,824 | 767,423 |
| Group companies | 22,999,713 | 1,462,346 |
| Jointly controlled companies | 11,761 | 2,098 |
| Other partners in group companies | 7,781 | 4,712 |
| Accounts payable | 23,432,079 | 2,236,579 |
| Group companies | 462,400,000 | 472,066,551 |
| Loans granted | 462,400,000 | 472,066,551 |
| Group companies | 213,323,000 | 12,530,000 |
| Loans obtained | 213,323,000 | 12,530,000 |
| Transactions | 30.June.2014 | 30.June.2013 |
| Group companies | 1,692,864 | 1,613,976 |
| Jointly controlled companies | 108,188 | 108,360 |
| Other partners in group companies | 50,000 | 50,406 |
| Services rendered and other income | 1,851,052 | 1,772,742 |
| Parent company | 355,652 | 302,696 |
| Group companies | 685,093 | 636,810 |
| Jointly controlled companies | 25,301 | 38,300 |
| Other partners in group companies | 3,758 | 8,621 |
| Purchases and services obtained | 1,069,804 | 986,427 |
| Group companies | 18,531,530 | 15,899,789 |
| Interest income | 18,531,530 | 15,899,789 |
| Group companies | 1,922,046 | 647,451 |
| Interest expenses | 1,922,046 | 647,451 |
| Group companies | 34,224,473 | 34,665,008 |
| Dividend income (Note 14) | 34,224,473 | 34,665,008 |
| Parent company | 2,580 | - |
| Other partners in group companies | 3,035,835 | 10,000,541 |
| Acquisition of investments | 3,038,415 | 10,000,541 |
| Group companies | 4,041,416 | - |
| Jointly controlled companies | 927,449 | - |
| Sale of treasury shares | 4,968,865 | - |
All Sonae, SGPS, S.A. subsidiaries, associates and joint ventures are considered related parties and are identified in Consolidated Financial Statements. All Efanor Investimentos, SGPS, SA (parent company), subsidiaries, including the ones of Sonae Indústria, SGPS, SA and of Sonae Capital, SGPS, SA (other partners in group companies) are also considered related parties.
| 30.June.2014 | 30.June.2013 | |
|---|---|---|
| Dividends | 34,224,473 | 34,665,008 |
| 34,224,473 | 34,665,008 |
Dividends were distributed from Sonae Investimentos, SGPS, SA (34,158,036 euro) and Sonaegest, SA (66,437 euro).
Earnings per share for the period were calculated taking into consideration the following amounts:
| 30.June.2014 | 30.June.2013 | |
|---|---|---|
| Net profit Net profit taken into consideration to calculate basic earnings per share (Net profit for the period) |
33,480,299 | 30,764,609 |
| Effect of dilutive potential shares | - | - |
| Interests related to convertible bonds (net of tax) Net profit taken into consideration to calculate diluted earnings per share: |
- 33,480,299 |
- 30,764,609 |
| Number of shares | ||
| Weighted average number of shares used to calculate basic earnings | 1,997,180,105 | 2,000,000,000 |
| Effect of dilutive potential ordinary shares from convertible bonds | - | - |
| Outstanting shares related with deferred performance bonus | 1,413,584 | 2,250,549 |
| Number of shares that could be acquired at average market price | (658,643) | (892,052) |
| Weighted average number of shares used to calculate diluted earnings per share |
1,997,935,046 | 2,001,358,497 |
| Profit/(Loss) per share Basic Diluted |
0.016764 0.016757 |
0.015382 0.015372 |
The accompanying financial statements were approved by the Board of Directors and authorized for issue on 19 August 2014.
During the period ended 30 June 2014 short-term loan contracts were entered into with the following companies:
Sonae Investmentos, SGPS, SA
Sonaecenter Serviços, SA
Sonaecom, SGPS, SA
Sontel, BV
As at 30 June 2014 amounts owed by subsidiaries can be summarized as follows:
| Closing Balance | |
|---|---|
| Sonae Investments, BV | 115,000,000 |
| Total | 115,000,000 |
As at 30 June 2014 amounts owed to subsidiaries can be summarized as follows:
| Closing Balance | |
|---|---|
| Sonaecenter Serviços, SA | 341,000 |
| Sontel, BV | 212,982,000 |
| Total | 213,323,000 |
The Board of Directors
Belmiro Mendes de Azevedo
Álvaro Carmona e Costa Portela
Álvaro Cuervo Garcia
Bernd Bothe
Christine Cross
Michel Marie Bon
José Neves Adelino
Duarte Paulo Teixeira de Azevedo
Ângelo Gabriel Ribeirinho dos Santos Paupério
This document may contain forward‐looking information and statements, based on management's current expectations or beliefs. Forward‐looking statements are statements that should not be regarded as historical facts.
These forward‐looking statements are subject to a number of factors and uncertainties that could cause actual results to differ materially from those described in the forward‐looking statements, including, but not limited to, changes in regulation, industry and economic conditions; and the effects of competition. Forward‐looking statements may be identified by words such as "believes," "expects," "anticipates," "projects," "intends," "should," "seeks," "estimates," "future" or similar expressions.
Although these statements reflect our current expectations, which we believe are reasonable, investors and analysts, and generally all recipients of this document, are cautioned that forward‐looking information and statements are subject to various risks and uncertainties, many of which are difficult to predict and generally beyond our control, that could cause actual results and developments to differ materially from those expressed in, or implied or projected by, the forward‐ looking information and statements. You are cautioned not to put undue reliance on any forward‐looking information or statements. We do not undertake any obligation to update any forward‐looking information or statements.
Report available at Sonae's institutional website www.sonae.pt
Patrícia Vieira Pinto Head of Investor Relations [email protected] Tel.: + 351 22 010 4794
Catarina Oliveira Fernandes Head of Communication, Brand and Corporate Responsibility [email protected] Tel: + 351 22 010 4775
Rita Barrocas External Communication [email protected] Tel: + 351 22 010 4745
Sonae Lugar do Espido Via Norte 4471‐909 Maia Portugal Tel.: +351 229487522 Fax: +351 22940463
SONAE is listed on the Euronext Stock Exchange. Information may also be accessed on Reuters under the symbol SONP.IN and on Bloomberg under the symbol SONPL
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