Interim / Quarterly Report • Jul 31, 2014
Interim / Quarterly Report
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Registered Office: Lugar do Espido, Via Norte, Maia, Portugal Registered at the Commercial Registry of Maia Registry and Tax Identification Number 506 035 034 Share Capital: 700 000 000 euros Publicy Traded Company
CONTENTS
MANAGEMENT REPORT
APPENDICES IN ACCORD WITH ART 9 AND 14 OF CMVM REGULATION 5/2008
STATEMENT IN ACCORD WITH ART 246 CMVM CODE
CONSOLIDATED FINANCIAL STATEMENTS
LIMITED REVIEW REPORT
SONAE INDÚSTRIA
The operational performance of the second quarter of this year has shown a material recovery when compared to both the previous quarter and the same period in 2013. The Recurrent EBITDA in the quarter was the best since the second quarter of 2012. Despite the slight reduction of our consolidated top line, explained in part by the reduced industrial footprint, we have been able to increase our operational profitability. Importantly, this improvement, when compared to the previous quarter, was visible in all the regions where we operate. Particularly noteworthy was the increase in the Recurrent EBITDA margin in the Northern Europe region in this quarter, to 10.4%, up 3.4 p.p. against the previous quarter and 4.4 p.p. against last year. Consolidated Recurrent EBITDA reached 26 million euros in this quarter, generating a margin of 9%, 1.9 p.p. above the same period in 2013.
As part of our defined strategy, we have taken further steps in the implementation of our plans to optimize our industrial footprint. During the quarter, we completed the sale of two of our French plants, Auxerre and Le Creusot, as announced and concluded the consultation process to close the laminate flooring production activities of our Pontecaldelas plant in Spain.
As regards our announced plans to reinforce our capital structure, we are working with the arranging banks and the stock market regulator on the preparation of the announced capital increase, which we expect to complete as soon as possible after the summer period. Simultaneously, we are in the process of finalising the loan contracts related with the agreements reached with our two main creditor banks for the refinancing of a large part of our debt. As previously announced, these agreements will lead to significant improvements in our debt maturity profile and average cost of debt. In parallel, we have also secured the extension of the existing receivables securitization facility, for an additional 24‐month period conditional on the execution of the capital increase and on the execution of the aforementioned agreements with our creditor banks. Also worth highlighting, is the recent completion of the refinancing of debt by our Canadian subsidiary, which has allowed for an additional capital distribution to the group.
The positive results of the second quarter of 2014 are a clear indication that the defined strategic path is generating results and positioning the company to achieve long‐term sustainable profitability. The benefits of the restructuring measures taken during the past 18 months are beginning to be visible, and, combined with some early signs of improvements in the market environment, particularly in Europe, should allow us to continue to deliver operational profitability improvements when compared to last year.
Rui Correia, CEO Sonae Indústria
(a) Restated, consolidating the investments in joint ventures according to the Equity Method.
2Q14 consolidated turnover was 290 million Euros, 9% below the level of same period last year, mainly driven by the reduced industrial footprint resulting from the sale of the two French units and the closure of Horn (Germany) particleboard operations. In addition, the devaluation of both the Canadian dollar and the South African rand continued to penalize the contribution from both operations to the consolidated turnover. In terms of breakdown, the reduction in consolidated turnover resulted from a combination of reduced sales volumes (8% below the 2Q13) and lower average selling prices (‐1% when compared to the 2Q13). When compared to previous quarter, consolidated turnover also decreased, by 3%, mainly impacted by the deconsolidation of the two French plants. Again, a negative evolution was experienced in terms of sales volumes (‐5%), but positive developments occurred in terms of average selling price, which was up by approximately 1% in relation to the 1Q14.
After the significant increase in variable costs and particularly wood costs during 1Q14, the second quarter saw some improvement driven mainly by seasonality with the end of the winter period in Europe and North America, leading to a reduction in the moisture content of the wood intake in the plants. Consequently, the second quarter saw an improvement in average variable unitary costs.
We have continued to implement further initiatives to reduce our fixed cost structure, achieving a reduction in total fixed costs in the semester by approximately 6% y.o.y. on a comparable basis (excluding the contribution of the two French plants in the second quarter of both periods).
At the end of June 2014, total headcount was of 3,863 FTEs, a reduction of 306 FTEs when compared to the end of 2013 and 276 FTEs when compared to 1Q14. This variation is mainly explained by the impact associated with the sale of the two plants in France. The group has also continued to implement additional initiatives to streamline its central support structures.
The average capacity utilization index of the group's plants improved by approximately 4 p.p. when compared to both previous quarter and the level registered in 2Q13, to circa 81%. In this respect, the strong performance of our Canadian operations should be highlighted, posting an average capacity utilization index above 90% in the quarter.
Recurrent EBITDA in the 2Q14 was of 26 million euros, implying a recurrent EBITDA margin of 9.0%, up by 1.9 p.p. when compared to 2Q13 and up by 3.8 p.p. versus the last quarter. Total non‐recurrent EBITDA items were close to 1 million euros in the quarter, with negative impact from costs associated with discontinued sites being almost fully compensated by income from the sale of assets (plants of Auxerre and Le Creusot, in France, and part of the equipment of the discontinued Solsona site, in Spain). As result, total EBITDA for the quarter was of 27 million euros.
The improved performance of the second quarter has compensated the lower result registered in the first quarter of 2014, allowing recurrent EBITDA for the 1H14 to be close to the 1H13 result (down by 1 million euros). Importantly, recurrent EBITDA margin in the semester was 7.1%, compared to 6.9% in 1H13.
*Turnover per region includes intercompany group sales (between regions)
Performance in Southern Europe continued to be negatively impacted by a constrained activity in the construction sector across all countries in the region, with new housing permits granted in Iberia continuously showing y.o.y. decreases (‐11.6%1 in Portugal and ‐3.7%2 in Spain). Nevertheless, improvements have been felt in demand experienced from key furniture customers, with positive impacts in the overall business in the Iberian Peninsula. However, the activity in the construction sector in France has been posting significant decreases in its activity levels, as shown by the "new housing" indicator, with a significant reduction of 16.1%3 , when compared to the previous year.
3 Source: Service économie statistiques et prospective (Ministière de l'Écologie, de l'Energie, du Développement durable et de l'Aménagement du territoire), July 2014 (three months cumulative evolution until May 2014)
1 Source: Instituto Nacional de Estatística, July 2014 ("Nova habitação residencial", three months cumulative evolution until May 2014)
2 Source: Ministierio de Fomento, July 2014 (three months cumulative evolution until May 2014)
Highlights of the 1H14 performance, when compared to the 1H13, are summarized below:
Driven by the negative evolution experienced in the first quarter of the year, the recurrent EBITDA margin has still decreased by 2.2 p.p. in the semester, when compared to the 1H13. Nevertheless, recurrent EBITDA margin improved in 2Q14 increasing to 4.6%, 4.5 p.p. above previous quarter and 0.3 p.p. above the same period of last year.
(a) Restated, consolidating the investment in the joint venture (Laminate Park) according to the Equity Method. *Turnover per region includes intercompany group sales (between regions)
Northern Europe continued to show in the second quarter an improved performance, driven by the continuous recovery of the construction market, as evidenced by the statistics for new house construction permits in Germany, which were up by 6.1%4 when compared to previous year.
4 Source: German Federal Statistics Office, July 2014 (cumulative 3 month YTD evolution at May 2014)
Comparing 1H14 performance with the same period in 2013, the key highlights of the Northern Europe region are the following:
An improved performance in the Recurrent EBITDA margin was achieved in Northern Europe, increasing to 8.7% in the 1H14, up by 3.5 p.p. when compared to the 1H13. In terms of quarterly evolution, Recurrent EBITDA margin also showed an improvement during the current year, and has reached 10.4% in the second quarter.
*Turnover per region includes intercompany group sales (between regions)
The construction sector performance in North America has had mixed performance, with the level of housing starts in the U.S. market growing by 9.7%5 when compared to the previous year, while in Canada we saw a deterioration in the level of housing starts for the same period (a decrease of 10.3%6 , when compared to same period of 2013). In the South African market, the level of residential building permits increased y.o.y. by 12.6%7 .
7 Source: Statistics South Africa, July 2014 (cumulative last three months evolution until May 2014)
5 Source: RISI, July 2014 (cumulative three months evolution until May 2014)
6 Source: Canada Mortgage and Housing Corporation, July 2014 (cumulative three months evolution until May 2014)
In terms of performance in the 1H14, and when compared to 1H13, the following operating highlights should be noted for these regions:
The combination of the above mentioned factors led to a decrease in the recurrent EBITDA margin in the semester to 12.5%. On a quarterly basis, recurrent EBITDA margin was up by 1.3 p.p. against 1Q14 to 13.1% in this quarter.
| P&L ACCOUNT | ||||||||
|---|---|---|---|---|---|---|---|---|
| Million euros | 1H13 (a) | 1H14 | 1H14 / 1H13 (a) |
2Q13 (a) | 1Q14 | 2Q14 | 2Q14 / 2Q13 (a) |
2Q14 / 1Q14 |
| Consolidated turnover | 626 | 589 | (6%) | 316 | 300 | 290 | (9%) | (3%) |
| Southern Europe* | 255 | 237 | (7%) | 130 | 125 | 111 | (14%) | (11%) |
| Northern Europe* | 259 | 241 | (7%) | 130 | 124 | 117 | (10%) | (5%) |
| Rest of the World* | 134 | 125 | (7%) | 68 | 58 | 67 | (2%) | 14% |
| Other operational income | 13 | 24 | 86% | 7 | 7 | 17 | ‐ | ‐ |
| EBITDA | 35 | 37 | 8% | 19 | 11 | 27 | 42% | ‐ |
| Recurrent EBITDA | 43 | 42 | (4%) | 22 | 16 | 26 | 16% | 67% |
| Southern Europe | 11 | 5 | (53%) | 6 | 0 | 5 | (9%) | ‐ |
| Northern Europe | 13 | 21 | 56% | 8 | 9 | 12 | 56% | 40% |
| Rest of the World | 19 | 16 | (18%) | 9 | 7 | 9 | (3%) | 28% |
| Recurrent EBITDA Margin % | 6.9% | 7.1% | 0.2 pp | 7.1% | 5.2% | 9.0% | 1.9 pp | 3.8 pp |
| Depreciation and amortisation | (36) | (35) | 2% | (18) | (18) | (17) | 4% | 5% |
| Provisions and impairment Losses | 7 | (10) | ‐ | 4 | (4) | (6) | ‐ | (61%) |
| Operational profit | 7 | (7) | ‐ | 5 | (11) | 4 | (20%) | (138%) |
| Net financial charges | (30) | (29) | 3% | (15) | (14) | (15) | 3% | (2%) |
| o.w. Net interest charges | (18) | (19) | (9%) | (9) | (9) | (10) | (8%) | (6%) |
| o.w. Net exchange di fferences | (1) | 1 | ‐ | (0) | 0 | 1 | ‐ | ‐ |
| o.w. Net financial discounts | (8) | (7) | 10% | (4) | (3) | (3) | 11% | (4%) |
| Share in results of Joint Ventures | (1) | ‐ | (1) | (0) | (1) | (27%) | 76% | |
| Profit before taxes continued operat. (EBT) | (25) | (37) | (46%) | (11) | (26) | (11) | (1%) | (56%) |
| Taxes | (4) | (1) | ‐ | (2) | (1) | (0) | 95% | 87% |
| o.w. Current tax | (3) | (3) | 22% | (2) | (1) | (1) | 35% | (1%) |
| o.w. Deferred tax | (1) | 2 | ‐ | 0 | 1 | 1 | ‐ | ‐ |
| Profit / (loss) from continued operations | (29) | (38) | (29%) | (13) | (27) | (11) | (15%) | (57%) |
| Losses (income) attrib. to minority interests | (0) | (0) | (12%) | (0) | (0) | (0) | (92%) | (97%) |
| Net profit/(loss) attributable to Shareholders | (29) | (38) | (29%) | (13) | (26) | (11) | (15%) | (57%) |
(a) Restated, consolidating the investment in joint venture companies according to the Equity Method.
*Turnover per region includes intercompany group sales (between regions)
Notwithstanding the reduced level of profitability registered in the first quarter of 2014, consolidated EBITDA for 1H14 was 2 million euros above the value of 1H13, deu to the improvements achieved in the second quarter of 2014. Total EBITDA for 2Q14 reached 27 million euros (8 million euros above same period in 2013 and 16 million euros above the 1Q14). Total EBITDA continued to be negatively impacted by the on‐going non‐recurrent costs associated with the discontinued sites and by additional severance payments related with on‐going restructuring measures. In addition, it should be noted that the EBITDA figure in the quarter was positively impacted by non‐recurrent gains associated with the sale of assets (two French plants and part of the Solsona production equipment). These positive effects fully compensated the non‐recurrent costs, thus leading to a net effect of 1 million euros in non‐recurrent EBITDA.
Total recurrent EBITDA in the quarter was of 26 million euros and 42 million euros in the 1H14, just one million behind the level registered in the same period in 2013. The continued devaluation of both CAD and ZAR continued to have a combined negative impact of 2.4 million euros, when compared to 1H13.
2.2. CAPEX
Depreciation costs for the quarter were 17.2 million euros, slightly below the value registered in the 1Q14, as a result of the impact of the asset sales. Provisions registered in this quarter amounted to circa 6 million euros and are essentially related with the ongoing closure of the plant in Pontecaldelas (Spain) and the particleboard operations in Horn (Germany).
Net Financial charges in 1H14 were lower by 3%, when compared to previous year, thanks to the positive impact from a lower level of net financial discounts and positive contribution from net exchange rate differences. However, net interest expenses continued to increase, as a direct consequence of a higher average cost of debt, which stood at approximately 6% during the 1H14, 0.5 p.p. above the level registered in the 1H13.
Current tax charges registered in the 1Q14 were 1.4 million euros, in line with the amount registered in the previous quarter.
The combination of the above factors led to a consolidated Net loss of 11 million euros in the quarter, an improvement of 2 million euros y.o.y. and of 16 million euros when compared to the previous quarter.
Additions to Fixed Tangible Assets reached 17 million euros in the 2Q14, which compares with 4 million euros during the same period in 2013. The major part of this amount is associated with the planned investments in the increase of capacity of melamine production in our plants in Oliveira do Hospital (Portugal) and Nettgau (Germany), and in the enlargement of the recycling facilities in Nettgau, our largest plant in Europe. These investments are expected to be completed by the fall of 2014, with the phase of production tests having already started at the Oliveira do Hospital plant during July.
From the total 25 million euros spent in investments during the 1H14, circa 14 million euros are related with recurrent investments in maintenance and health & safety improvements.
| BALANCE SHEET | |||||
|---|---|---|---|---|---|
| Million euros | 1H13 (a) | 2013 | 2013 (a) | 1Q14 | 1H14 |
| Non current assets | 885 | 940 | 939 | 923 | 922 |
| Tangible assets | 740 | 811 | 791 | 777 | 774 |
| Goodwill | 90 | 82 | 82 | 82 | 82 |
| Deferred tax asset | 22 | 34 | 33 | 32 | 34 |
| Other non current assets | 33 | 13 | 32 | 31 | 33 |
| Current assets | 323 | 302 | 292 | 326 | 306 |
| Inventories | 122 | 123 | 118 | 113 | 112 |
| Trade debtors | 166 | 121 | 118 | 159 | 146 |
| Cash and cash equivalents | 12 | 27 | 27 | 24 | 16 |
| Other current assets | 23 | 30 | 29 | 29 | 32 |
| Non‐current assets held forsale | 4 | 4 | 4 | 0 | 0 |
| Total assets | 1,212 | 1,246 | 1,235 | 1,249 | 1,228 |
| Shareholders' Funds | 96 | 127 | 127 | 97 | 89 |
| Equity Holders | 97 | 128 | 128 | 99 | 90 |
| Minority interests | (1) | (1) | (1) | (1) | (1) |
| Liabilities | 1,116 | 1,119 | 1,108 | 1,151 | 1,139 |
| Interest bearing debt | 692 | 705 | 702 | 709 | 695 |
| Long to medium term | 358 | 275 | 275 | 212 | 192 |
| Short term | 334 | 430 | 427 | 497 | 503 |
| Trade creditors | 171 | 156 | 153 | 165 | 162 |
| Other liabilities | 254 | 257 | 253 | 277 | 282 |
| Total Shareholders'Funds and liabiliti | 1,212 | 1,246 | 1,235 | 1,249 | 1,228 |
| Net debt | 680 | 678 | 675 | 701 | 696 |
| Net debt to LTM recurrent EBITDA** | 7.9 x | 8.4 x | 8.5 x | 9.4 x | 8.9 x |
| Working Capital | 117 | 88 | 82 | 107 | 96 |
**LTM: last twelve months
(a) Restated, consolidating the investment in joint venture companies according to the Equity Method.
At the end of the 1H14, when comparing to previous periods, the value of the company's consolidated assets and liabilities was impacted by the sale of the two French plants of Auxerre and Le Creusot. The sale price was close to the registered book value of those assets, and as such, the positive impact considered in the 2Q14 results was of circa 2.8 million euros.
It should also be noted that as the investments in joint ventures are now consolidated under the Equity method, the net value of their assets and liabilities is now considered in the item "Other non‐current assets".
When compared to end of 1Q14, consolidated working capital decreased by 11 million euros to 96 million euros as at June 2014, due to reduced levels of trade debtors in Germany and France, driven by improvements in the average collection period. When compared to June 2013, working capital decreased by 21 million euros, partially as a result of the disposal of the two French assets.
Net debt decreased by 5 million Euros against the previous quarter, to 696 million euros at the end of the 1H14, but was 16 million euros above the value registered at the end of the 1H13.
The combination of the improved level of recurrent EBITDA with the reduced level of Net Debt lead to an improvement of the Net Debt to Recurrent EBITDA ratio to 8.9x (vs. 9.4x at March 2014).
Total Shareholder's Funds for the quarter were negatively impacted by the net losses registered in the period (11 million euros).
On 16 July, Sonae Industria, SGPS, SA announced that its subsidiary company Tafisa Canada Inc. completed a new medium‐long term financing transaction, with a group of local reference credit institutions, in the amount of 90 million Canadian dollars. This new local financing has a five‐year maturity and allows Tafisa Canada Inc. to fully fund its business plan. Additionally it has allowed an additional capital distribution to other entities of the Sonae Indústria Group, in the amount of 40 million Canadian dollars.
In the third quarter of the year, we expect the consolidated sales performance to be impacted by the holiday period and the usual seasonal effect of the operational maintenance shutdowns of most of our plants in the northern hemisphere.
We will continue to face some challenges in the second half of the year, especially in terms of input prices and availability of wood. Nevertheless, the gradual economic recovery expected for Europe combined with the benefits of the strategic initiatives that have been or are in the process of being implemented, should allow us to continue to achieve improved levels of operating profitability when compared to last year.
In terms of our capital structure, we expect to complete our announced plans for the recapitalization of the business and refinancing agreements for a substantial part of our debt during 2H14.
29th July 2014
The Board of Directors
Belmiro Mendes de Azevedo
Rui Correia
Paulo Azevedo
Chris Lawrie
Albrecht Ehlers
Jan Bergmann
Javier Veja
| Capacity Utilization Index | Finished‐Available Production (m3 ) / Installed production capacity (m3 ); raw boards only |
|---|---|
| CAPEX | Investment in Tangible Fixed Assets |
| EBITDA | Earnings Before Interests and Taxes + Depreciations and Amortizations + (Provisions and impairment losses ‐ Impairment losses in trade receivables + Reversion of impairment losses in trade receivables) |
| FTEs | Full Time Equivalent |
| Fixed Costs | Overheads + Personnel costs (internal and external); management accounts concept |
| Gross Debt | Bank loans + Debentures + Obligations under finance leases + other loans + Loans from related parties |
| Headcount | Total number of internal FTEs, excluding trainees |
| MDF | Medium Density Fibreboard |
| Net Debt | Gross Debt ‐ Cash and cash equivalents |
| Net Debt to LTM Rec. EBITDA |
Net Debt / Last Twelve Months Recurrent EBITDA |
| OSB | Oriented Strand Board |
| Recurrent EBITDA | EBITDA excluding non‐recurrent operational income / costs |
| Recurrent EBITDA margin | Recurrent EBITDA / Turnover |
| Working Capital | Inventories + Trade Debtors – Trade Creditors |
| Acquisitions | Sales | Balance at 30.06.2014 |
||||||
|---|---|---|---|---|---|---|---|---|
| Date | amount | € average value | amount | € average value | ||||
| Belmiro Mendes de Azevedo | ||||||||
| Efanor Investimentos, SGPS, SA (1) | 49,999,997 | |||||||
| ( 1 share is held by the spouse) Sonae Indústria, SGPS, SA ( held by the spouse ) |
1,010 | |||||||
| Duarte Paulo Teixeira de Azevedo Efanor Investimentos, SGPS, SA (1) Migracom, SGPS, SA (2) |
1 1,999,996 |
|||||||
| Rui Manuel Gonçalves Correia Sonae Indústria, SGPS, SA Acquisition |
12-06-2014 | 50,452 | 0,458* | 69,952 | ||||
| (Acquisition resulting from the allocation of shares under the Medium Term Incentive Plan) |
||||||||
| Agostinho Conceição Guedes Sonae Indústria, SGPS, SA |
2,520 |
| Acquisitions | Sales | Balance at 30.06.2014 |
||||
|---|---|---|---|---|---|---|
| Date | amount | € average value | amount | € average value | amount | |
| (1) Efanor Investimentos, SGPS, SA Sonae Indústria, SGPS, SA Pareuro, BV (3) |
44,780,000 5,583,100 |
|||||
| (2) Migracom, SGPS, SA Sonae Indústria, SGPS, SA Imparfim, SGPS, SA (4) |
90,000 150,000 |
|||||
| (3) Pareuro, BV Sonae Indústria, SGPS, SA |
27,118,645 | |||||
| (4) Imparfin, SGPS, SA Sonae Indústria, SGPS, SA |
278,324 |
Complying with Article 9 No.1 c) of the the CMVM Regulation no. 05/2008
| S ha ho l de re r |
No f s ha . o res |
S Ca % ha i l ta re p |
% Vo ing ig h t ts r |
|
|---|---|---|---|---|
| E fa Inv im S G P S, S A ( ( *) ) t to no r es en s, , , |
||||
| Dir ly ect |
44 78 0, 00 0 , |
31 .98 % 57 |
31 .98 % 57 |
|
| ( Efa r) By Pa BV ntr olle d b reu ro, co y no |
27 118 64 5 , , |
19 .37 05 % |
19 .37 05 % |
|
| By M ari a M ari da Ca lha isT eix eir a d e A ed ( Dir f E fan ) ect arg rva zev o or o or |
1, 01 0 |
0.0 00 7% |
0.0 00 7% |
|
| By M ig S GP S, SA ( Co olle d b Efa r´s D ire Pa ulo Az ed ) ntr cto rac om mp an co no r, ev o y y , |
90 00 0 , |
0.0 64 3% |
0.0 64 3% |
|
| S GP S, SA Co r´s Cl áu By Li nh ( olle d b Efa D ire dia Az ed ) ntr cto ac om mp an y co y no r, ev o , |
23 186 , |
0.0 166 % |
0.0 166 % |
|
| To tal allo ion cat |
72 01 2, 84 1 , |
51 .43 % 77 |
51 .43 % 77 |
(*) Under the terms of paragraph b) of no. 1 of Article 20 and of no. 1 of Article 21 of the Portuguese Securities Code, Belmiro Mendes de Azevedo is the ultimate beneficial owner, since he holds around 99% of the share capital and voting rights of Efanor Investimentos SGPS, SA, which, in her turn, is the dominant company of Pareuro BV.
| Acquisitions | Sales | Balance at 30.06.2014 |
||||
|---|---|---|---|---|---|---|
| Date | amount | € average value | amount | € average value | amount | |
| Rui Manuel Gonçalves Correia Sonae Indústria, SGPS, SA Acquisition (Acquisition resulting from the allocation of shares under the Medium Term Incentive Plan) |
12-06-2014 | 50,452 | 0,458* | 69,952 |
* Reference price applicable to the transaction
In terms of the order in sub-paragraph c), no. 1, Article 246 of the Portuguese Securities Code, the Board members of Sonae Indústria, SGPS, SA hereby declare, to the best of our knowledge, that the:
Belmiro Mendes de Azevedo
Duarte Paulo Teixeira de Azevedo
Albrecht Olof Lothar Ehlers
Javier Vega de Seoane Azpilicueta
Rui Manuel Gonçalves Correia
Jan Kurt Bergmann
George Christopher Lawrie
(Amounts expressed in Euros)
| ASSETS | Notes | 30.06.2014 | 31.12.2013 | 01.01.2013 |
|---|---|---|---|---|
| Restated | Restated | |||
| NON CURRENT ASSETS: | ||||
| Tangible fixed assets | 8 | 773 850 087 | 791 474 128 | 780 835 070 |
| Goodwill | 81 889 981 | 81 840 163 | 92 496 051 | |
| Intangible assets | 9 332 174 | 7 398 158 | 7 062 528 | |
| Investment properties | 1 246 827 | 1 268 956 | 1 313 215 | |
| Investment in associates | 6, 7 | 1 344 591 | 1 566 686 | 2 262 846 |
| Investment in joint ventures | 5, 7 | 4 462 737 | 5 638 909 | 9 008 848 |
| Investment available for sale | 1 115 491 | 1 108 824 | 1 091 540 | |
| Deferred tax asset | 33 597 486 | 33 241 208 | 24 096 895 | |
| Other non current assets | 9 | 15 149 342 | 15 248 819 | 15 564 646 |
| Total non current assets | 921 988 716 | 938 785 851 | 933 731 639 | |
| CURRENT ASSETS: | ||||
| Inventories | 112 240 199 | 118 045 777 | 124 338 267 | |
| Trade debtors | 146 145 492 | 117 503 156 | 136 607 907 | |
| Other current debtors | 9 659 445 | 5 561 605 | 13 807 903 | |
| State and other public entities | 10 828 227 | 10 013 586 | 7 716 843 | |
| Other current assets | 10 | 11 235 439 | 13 894 674 | 12 453 768 |
| Cash and cash equivalents | 11 | 15 641 781 | 26 988 389 | 22 795 232 |
| Total current assets | 305 750 583 | 292 007 187 | 317 719 920 | |
| Non-current assets held for sale | 12 | 4 318 092 | 4 411 224 | |
| TOTAL ASSETS | 1 227 739 299 | 1 235 111 130 | 1 255 862 783 | |
| SHAREHOLDERS`FUNDS, NON-CONTROLLING INTERESTS AND LIABILITIES | ||||
| SHAREHOLDERS`FUNDS: | ||||
| Share capital | 700 000 000 | 700 000 000 | 700 000 000 | |
| Legal reserve | 3 131 757 | 3 131 757 | 3 131 757 | |
| Other reserves and accumulated earnings | - 686 828 104 | - 647 867 883 | - 569 867 023 | |
| Accumulated other comprehensive income | 13 | 73 538 796 | 72 681 459 | - 380 018 |
| Total | 89 842 449 | 127 945 333 | 132 884 716 | |
| Non-controlling interests | - 928 194 | - 795 247 | - 939 705 | |
| TOTAL SHAREHOLDERS`FUNDS | 88 914 255 | 127 150 086 | 131 945 011 | |
| LIABILITIES: | ||||
| NON CURRENT LIABILITIES: | ||||
| Bank loans - net of current portion | 14 | 58 471 419 | 123 145 528 | 128 275 420 |
| Non convertible debentures | 14 | 104 062 981 | 118 908 927 | 248 344 033 |
| Finance lease creditors - net of current portion | 14 | 26 736 418 | 30 153 351 | 36 192 908 |
| Other loans | 14 | 3 107 846 | 2 553 262 | 78 868 673 |
| Post-retirement liabilities | 25 103 264 | 25 651 828 | 27 679 582 | |
| Other non current liabilities | 15 | 43 895 203 | 54 031 408 | 62 895 948 |
| Deferred tax liabilities | 71 890 875 | 72 647 868 | 59 123 409 | |
| Provisions | 17 | 14 604 469 | 7 352 456 | 7 356 628 |
| Total non current liabilities | 347 872 475 | 434 444 628 | 648 736 601 | |
| CURRENT LIABILITIES: | ||||
| Current portion of non-current bank loans | 14 | 22 320 547 | 22 165 408 | 92 193 562 |
| Current bank loans | 14 | 328 969 021 | 198 547 978 | 37 381 104 |
| Current portion of non-current non convertible debentures | 14 | 79 990 289 | 129 918 927 | 55 000 000 |
| Current portion of non-current finance lease creditors | 14 | 6 041 421 | 5 558 615 | 4 114 170 |
| Other loans | 14 | 65 356 616 | 70 902 123 | 4 060 098 |
| Trade creditors | 161 891 592 | 153 098 712 | 171 923 831 | |
| Taxes and other contributions payable | 13 267 850 | 12 186 237 | 14 028 311 | |
| Other current liabilities | 14, 16 | 110 312 984 | 79 813 873 | 84 461 102 |
| Provisions | 17 | 2 802 249 | 1 324 543 | 12 018 993 |
| Total current liabilities | 790 952 569 | 673 516 416 | 475 181 171 | |
| TOTAL SHAREHOLDERS' FUNDS AND LIABILITIES | 1 227 739 299 | 1 235 111 130 | 1 255 862 783 | |
The notes are an integral part of the consolidated financial statements
The Board of Directors
| Notes | 30.06.2014 | 2nd. Quarter 2014 Unaudited |
30.06.2013 Restated Unaudited |
2nd. Quarter 2013 Restated Unaudited |
|
|---|---|---|---|---|---|
| Sales | 20, 23 | 586 464 121 | 288 025 318 | 624 255 465 | 315 598 479 |
| Services rendered | 20, 23 | 2 695 017 | 1 479 883 | 1 965 158 | 802 370 |
| Other income and gains | 19,20 | 24 437 894 | 17 167 089 | 13 116 689 | 6 653 822 |
| Cost of sales | 20 | 322 736 010 | 158 217 092 | 332 383 485 | 168 664 880 |
| (Increase) / decrease in production | 20 | 4 045 175 | 316 415 | - 5 113 433 | - 2 957 205 |
| External supplies and services Staff expenses |
20 20 |
154 590 888 88 142 904 |
74 615 107 42 800 790 |
168 418 074 101 250 600 |
84 322 997 50 256 179 |
| Depreciation and amortisation | 8 | 35 366 504 | 17 221 250 | 36 047 011 | 17 972 458 |
| Provisions and impairment losses (increase / reduction) | 17, 20 | 9 634 950 | 5 945 048 | - 7 044 965 | - 3 860 589 |
| Other expenses and losses | 20 | 5 904 558 | 3 330 669 | 6 765 674 | 3 369 554 |
| Operating profit / (loss) | 23 | - 6 823 957 | 4 225 919 | 6 630 866 | 5 286 397 |
| Financial expenses | 21 | 30 812 550 | 15 589 820 | 32 319 473 | 15 550 010 |
| Financial income | 21 | 1 970 301 | 1 038 223 | 2 709 348 | 599 961 |
| Gains and losses in associated companies | 6 | - 222 095 | - 222 095 | - 686 481 | - 686 481 |
| Gains and losses in joint ventures Gains and losses in investments |
5 | - 1 151 167 | - 733 736 | - 1 640 561 | - 1 009 391 |
| Net profit/(loss) from continuing operations, before taxation | - 37 039 468 | - 11 281 509 | - 25 306 301 | - 11 359 524 | |
| Taxation | 22 | 941 114 | 110 499 | 4 159 675 | 2 070 948 |
| Consolidated net profit / (loss) from continuing operations, afer taxation | - 37 980 582 | - 11 392 008 | - 29 465 976 | - 13 430 472 | |
| Profit / (loss) from discontinued operations, after taxation | |||||
| Consolidated net profit / (loss) for the period | - 37 980 582 | - 11 392 008 | - 29 465 976 | - 13 430 472 | |
| Attributable to: | |||||
| Equity Holders of Sonae Industria Continuing operations |
- 37 659 935 | - 11 382 562 | - 29 179 807 | - 13 317 661 | |
| Discontinuing operations | |||||
| Equity Holders of Sonae Industria | - 37 659 935 | - 11 382 562 | - 29 179 807 | - 13 317 661 | |
| Non-controlling interests | |||||
| Continuing operations | - 320 647 | - 9 446 | - 286 169 | - 112 811 | |
| Discontinuing operations | |||||
| Non-controlling interests | - 320 647 | - 9 446 | - 286 169 | - 112 811 | |
| Profit/(Loss) per share Fom continuing operations: |
|||||
| Basic | - 0.2690 | - 0.0813 | - 0.2084 | - 0.0951 | |
| Diluted | - 0.2690 | - 0.0813 | - 0.2084 | - 0.0951 | |
| From discontinued operations: | |||||
| Basic Diluted |
|||||
The notes are an integral part of the consolidated financial statements
The board of directors
| Notes | 30.06.2014 | 2nd Quarter 2014 | 30.06.2013 | 2nd Quarter 2013 | |
|---|---|---|---|---|---|
| Unaudited | Unaudited | Unaudited | |||
| Net consolidated profit / (loss) for the period (a) | - 37 980 582 | - 11 392 008 | - 29 465 976 | - 13 430 472 | |
| Other consolidated comprehensive income | |||||
| Items that may be reclassified subsequently to profit or loss | |||||
| Change in currency translation reserve Change in fair value of available-for-sale financial assets |
576 559 - 13 413 |
3 734 009 - 13 413 |
- 9 879 886 - 15 258 |
- 8 684 866 - 15 258 |
|
| Income tax relating to items that may be reclassified | |||||
| Other consolidated comprehensive income for the period, net of tax (b) | 563 146 | 3 720 596 | - 9 895 144 | - 8 700 124 | |
| Total consolidated comprehensive income for the period (a) + (b) | - 37 417 436 | - 7 671 412 | - 39 361 120 | - 22 130 596 | |
| Total consolidated comprehensive income attributable to: | |||||
| Equity holders of Sonae Industria | - 37 107 880 | - 7 711 445 | - 38 955 388 | - 21 912 453 | |
| Non-controlling interests | - 309 556 | 40 033 | - 405 732 | - 218 143 | |
| - 37 417 436 | - 7 671 412 | - 39 361 120 | - 22 130 596 |
The notes are an integral part of the consolidated financial statements
| Sha apit al re c |
al rese Leg rve |
Oth er R ese rves and ulat ed acc um ning ear s |
Acc ulat ed um oth er hen siv com pre e in com e |
s` Tot al s har eho lder fun ds a ttrib ble uta to the ity h olde equ rs of S e In dús tria ona |
Non trol ling con inte rest s |
Tot al sha reh olde rs' fun ds |
||
|---|---|---|---|---|---|---|---|---|
| Not e |
13 | |||||||
| Bal 1 Ja ry 2 013 ed at stat anc e as nua - re |
700 000 000 |
3 13 1 75 7 |
-56 9 86 7 02 3 |
- 38 0 01 8 |
132 884 716 |
- 93 9 70 5 |
13 1 94 5 01 1 |
|
| Tota l co lida ted preh ive inco for t he p erio d nso com ens me Net soli date d pr ofit/ (los s) fo r the iod tate d con per - res Oth olid ated preh ive inco for t he p erio d er c ons com ens me |
-29 179 807 |
-9 7 75 5 81 |
- 29 179 807 - 9 775 581 |
- 2 86 1 69 - 1 19 5 63 |
- 29 465 976 - 9 895 144 |
|||
| Tota l - re stat ed |
-29 179 807 |
-9 7 75 5 81 |
-38 955 388 |
- 40 5 73 2 |
-39 361 120 |
|||
| Sha re-b d pa lan nt p ase yme Oth ers |
- 20 0 57 5 |
- 20 0 57 5 |
- 1 33 |
- 2 00 7 08 |
||||
| Bal at 3 0 Ju ne 2 013 stat ed anc e as - re |
700 000 000 |
3 13 1 75 7 |
-59 9 24 7 40 5 |
-10 155 599 |
93 7 28 7 53 |
-1 3 45 5 70 |
92 383 183 |
| Sha apit al re c |
Leg al rese rve |
Oth er R ese rves and ulat ed acc um ning ear s |
Acc ulat ed um oth er hen siv com pre e in com e |
s` Tot al s har eho lder fun ds a ttrib ble uta to the ity h olde equ rs of S e In dús tria ona |
Non con trol ling inte rest s |
al sha Tot sha reh reh olde olde rs' rs fun ds |
|
|---|---|---|---|---|---|---|---|
| Not e |
13 | ||||||
| Bal at 1 Ja ry 2 014 anc e as nua |
700 000 000 |
3 1 31 7 57 |
- 64 7 86 7 88 3 |
72 6 81 4 59 |
127 945 333 |
- 7 95 2 47 |
127 150 086 |
| Tota l co lida ted preh ive inco for t he p erio d nso com ens me Net soli date d po fit/(l ) for the iod con oss per Oth olid ated preh ive inco for t he p erio d er c ons com ens me |
-37 659 935 |
552 055 |
- 37 659 935 2 05 55 5 |
- 32 0 64 7 11 091 |
- 37 980 582 56 3 14 6 |
||
| Tota l |
-37 659 935 |
552 055 |
- 37 107 880 |
- 3 09 5 56 |
- 37 417 436 |
||
| Sha re-b d pa lan nt p ase yme Cha in o rshi p in tere st nge wne Oth ers |
99 607 - 67 6 28 6 - 72 3 60 7 |
305 282 |
99 607 - 3 71 0 04 - 72 3 60 7 |
4 10 37 1 00 4 - 19 4 80 5 |
10 0 01 7 - 9 18 4 12 |
||
| Bal at 3 0 Ju ne 2 014 anc e as |
700 000 000 |
3 13 1 75 7 |
-68 6 82 8 10 4 |
73 5 38 7 96 |
89 8 42 4 49 |
- 92 8 19 4 |
88 914 255 |
The notes are an integral part of the consolidated financial statements
The board of directors
(Amounts expressed in Euros) (Amounts expressed in Euros)
| OPERATING ACTIVITIES | Notes | 30 06 2014 30.06.2014 |
30 06 2013 30.06.2013 U dnaute di Restated |
|---|---|---|---|
| Receipts from trade debtors p |
549 104 002 | 583 905 696 | |
| Payments to trade creditors creditors | 462 493 604 604 | 483 966 680 | |
| Payments to staff staff | 89 492 126 126 | 102 261 808 | |
| N t Net cash flow from operations h fl f ti |
- 2 881 728 | - 2 322 792 | |
| Payment / (receipt) of corporate income tax tax | 4 783 022 022 | 2 691 450 | |
| Other receipts / payments relating to operating activities p py g p g |
6 858 811 | 9 251 467 | |
| N t Net cash flow from operating activities (1) h fl f ti ti iti |
- 805 939 | 4 237 225 | |
| INVESTMENT ACTIVITIES | |||
| Cash receipts arising from: Cas ece pts a s g o |
|||
| Investments | 66 514 | ||
| Tangible and intangible assets Investment subventions Investment subventions |
16 557 661 717 896 717 896 |
2 980 406 61 661 |
|
| Dividends | 25 000 | ||
| N Non-current assets held for sale t t h ld f l |
12 | 4 382 892 | |
| 21 683 449 683 | 3 108 581 3 08 58 | ||
| Cash Payments arising from: | |||
| Investments | 723 | ||
| Tangible and intangible assets assets | 19 581 398 398 | 10 669 719 | |
| 19 582 121 121 2 101 328 |
10 669 719 - 7 561 138 |
||
| Net cash used in investment activities (2) | |||
| FINANCING ACTIVITIES | |||
| C Cash receipts arising from: h it ii f |
|||
| Interest and similar income | 351 424 | 392 459 | |
| Loans obtained | 1 470 381 016 | 1 481 532 150 | |
| Cash Payments arising from: | 1 470 732 440 | 1 481 924 609 | |
| I t t d i il h Interest and similar charges |
22 253 568 22 253 568 |
20 625 263 20 625 263 |
|
| Loans obtained | 1 459 491 898 | 1 437 597 843 | |
| Finance leases leases - repayment of principal principal |
2 933 299 299 | 2 407 011 | |
| Others | 2 187 | 74 514 | |
| 1 484 680 952 | 1 460 704 631 | ||
| N t Net cash used in financing activities (3) h d i fi i ti iti |
- 13 948 512 512 | 21 219 978 | |
| Net increase in cash and cash equivalents (4) = (1) + (2) + (3) () () () () |
- 12 653 123 | 17 896 065 | |
| Effect of foreign exchange rate rate | 64 528 | - 300 209 209 | |
| C Cash and cash equivalents at the beginning of the period h d h i l t t th b i i f th i d |
11 | 20 940 411 | - 14 585 872 |
| q p Cash and cash equivalents at the end of the period |
11 | 8 222 760 | 3 610 402 |
The notes are an integral part of the consolidated financial statements The notes are an integral part of the consolidated financial statements
Th b d f di t The board of directors
FOR THE PERIOD ENDED 30 JUNE 2014 (Amounts expressed in euros)
SONAE INDÚSTRIA, SGPS, SA has its head-office at Lugar do Espido, Via Norte, Apartado 1096, 4470-909 Maia, Portugal.
The shares of the company are listed on Euronext Lisbon.
Consolidated financial statements for the period ended 30 June 2014 were subject to a limited revision carried out by the company's statutory external auditor.
Consolidated financial statements for the periods ended 31 March 2014, 30 June 2013 and 31 March 2013 were not subject to a limited revision carried out by the company's statutory external auditor.
This set of consolidated financial statement has been prepared on the basis of the accounting policies that were disclosed in the notes to the consolidated financial statements for fiscal year 2013, except for the accounting policy for recognition of investment in joint ventures, which was changed as referred to in notes 2.2.2 and 3.
These consolidated financial statements were prepared in accordance with the International Accounting Standard 34 – Interim Financial Reporting. As such, they do not include all the information which should be included in annual consolidated financial statements and therefore should be read in connection with the financial statements for fiscal year 2013.
These consolidated financial statements were prepared in accordance with the International Financial Reporting Standards (IFRS) and the International Accounting Standards (IAS) issued by the International Accounting Standards Board (IASB) and with Interpretations issued by the International Financial Reporting Interpretations Committee (IFRIC) or by the former Standing Interpretations Committee (SIC), applicable to the period beginning 1 January 2014 and endorsed by the European Union.
2.2.1. In the period ended 30 June 2014 the following standards, applicable in coming periods, had been issued but not still endorsed by the European Union:
IFRS 14 (new), Regulatory Deferral Accounts (applicable for periods beginning on or after 1 January 2016). This standard, which is still subject to endorsement by European Union, allow first-time adopting entities to keep recognizing regulatory assets and liabilities according to the accounting policy used in the former standards. However, to enhance comparability with entities using IFRSs, which do not recognize regulatory assets or liabilities, the amounts thereon must be separately disclosed on the financial statements;
IFRS 15 (new), Revenue from contracts with customers (effective for annual periods beginning on or after 1 January 2017). This standard is still subject to endorsement by European Union. This new standard applies only to contracts with customers to provide goods or services, and requires an entity to recognise revenue when the contractual obligation to deliver goods or services is fulfilled and for the amount that reflects the consideration the entity is expected to be entitled to, following a five step approach;
IFRIC 21 (new), 'Levies' (effective for annual periods beginning on or after 17 June 2014). Interpretation to IAS 37 and the recognition of a liability, clarifying that the obligation event that gives rise to a liability to pay a levy is the activity described in the relevant legislation that triggers the payment.
The Company does not estimate any significant effect to arise from the application of these standards.
2.2.2. During the period ended 30 June 2014 the following accounting standards, which were issued and endorsed by the European Union at 31 December 2013, became effective:
IFRS 10 (new), Consolidated Financial Statements. IFRS 10 replaces all principles related to control and consolidation included in IAS 27 and SIC 12 by changing the definition of control and the criteria to be used for identifying control. The core principle that a consolidated entity presents a parent and its subsidiaries as a single entity remains unchanged;
IFRS 11 (new), Joint Arrangements. IFRS 11 focus on rights and obligations arising from joint arrangements rather than on legal form. Joint arrangements may consist of joint operations (rights to the assets and obligations) or joint ventures (rights to the net assets recognized using the equity method). Proportionate consolidation is no longer allowed to measure joint controlled entities;
IFRS 12 (new), Disclosure of Interests in Other Entities. This standard sets out disclosure requirements for all types of interests in other entities, including subsidiaries, joint arrangements, associates and specific purpose entities, in order to assess the nature, risks and financial effects related to interest in other entities;
Amendments to IFRS 10, IFRS 11 and IFRS 12, Transition Guidance. This amendment clarifies that when the accounting treatment of financial investments under IFRS 10 is different from the one under the former IAS 27/SRC 12, comparative information must only be re-presented for the immediately preceding period. Any differences arising must be recognized through net equity at beginning date of the comparative period. Specific disclosure requirements are included in IFRS 12;
IAS 27 (amended 2011), Separate Financial Statements. IAS 27 was amended after IFRS 10 was issued and contains the recognition and disclosure requirements for investments in subsidiaries, joint ventures and associates of entities that prepare separate financial statements;
IAS 28 (amended 2011), Investments in Associates and Joint Ventures. IAS 28 was amended after IFRS 11 was issued and now includes the accounting treatment for investments in associates and joint ventures as well as the requirements for applying the equity method;
IAS 32 (amendment), Financial Instruments: Presentation – Offsetting Financial Assets and Financial liabilities. This amendment is part of IASB's project for offsetting assets and liabilities, and aims to clarify the statement "have the right to receive or pay a single net amount". It further clarifies that some systems settling two financial instruments (clearing houses) may be equivalent to settlement of a single amount;
IAS 36 (amendment), Recoverable amount disclosures for non-financial assets. This amendment refers to disclosure requirements of impaired assets for which recoverable amounts were measured for fair value less estimated costs to sell;
IAS 39 (amendment), Novation of derivatives and continuation of hedge accounting. This amendment allows an entity to keep applying hedge accounting for a derivative that was designated as a hedging instrument, when a law or regulation transfers the counterparty rights to a clearing house;;
Amendments to IFRS 10, IFRS 12 and IAS 27, Investment entities. This amendment defines investment entities, which are exempted from applying IFRS 10 to investments in subsidiaries. These ones should be measured at fair value through profit or loss, in accordance with IAS 39. Specific disclosure requirements are included in IFRS 12.
Effects arising from the application of these standards are detailed in note 3.
Exchange rates used for translating foreign group, jointly controlled and associated companies are listed below:
| 30.06.2014 | 31.12.2013 | 30.06.2013 | ||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Closing rate |
Average rate |
Closing rate |
Average rate |
Closing rate |
Average rate |
|||||
| Great Britain Pound | 0.8015 | 0.8214 | 0.8337 | 0.8489 | 0.8572 | 0.8505 | ||||
| South African Rand | 14.4592 | 14.6671 | 14.5666 | 12.7730 | 13.0702 | 12.0846 | ||||
| Canadian Dollar | 1.4589 | 1.5027 | 1.4671 | 1.3669 | 1.3714 | 1.3332 | ||||
| American Dollar | 1.3658 | 1.3707 | 1.3791 | 1.3275 | 1.3080 | 1.3125 | ||||
| Swiss Franc | 1.2156 | 1.2214 | 1.2276 | 1.2308 | 1.2338 | 1.2296 | ||||
Source: Bloomberg
On these consolidated financial statements, investment in joint ventures is measured using equity method (EQ). Until 31 December 2013, joint ventures were included in consolidation using the proportionate consolidation method (PROP). As a consequence of this change to equity method, information for the comparative period was restated.
Effects on the Consolidated Statement of Financial Position for the comparative period arising from this change are as follows:
| ASSETS | 31.12.2013 | 31.12.2013 | Var. |
|---|---|---|---|
| PROP (a) | EQ (b) | (b) - (a) | |
| NON CURRENT ASSETS: | |||
| Tangible fixed assets | 811 477 229 | 791 474 128 | - 20 003 101 |
| Goodwill | 81 840 163 | 81 840 163 | |
| Intangible assets | 7 491 577 | 7 398 158 | - 93 419 |
| Investment properties | 1 268 956 | 1 268 956 | |
| Investment in associates | 1 566 686 | 1 566 686 | |
| Investment in joint ventures | 5 638 909 | 5 638 909 | |
| Investment available for sale | 1 108 824 | 1 108 824 | |
| Deferred tax asset | 34 003 208 | 33 241 208 | - 762 000 |
| Other non current assets | 1 073 819 | 15 248 819 | 14 175 000 |
| Total non current assets | 939 830 462 | 938 785 851 | - 1 044 611 |
| CURRENT ASSETS: | |||
| Inventories | 123 468 707 | 118 045 777 | - 5 422 930 |
| Trade debtors | 121 013 543 | 117 503 156 | - 3 510 387 |
| Other current debtors | 5 565 730 | 5 561 605 | - 4 125 |
| State and other public entities | 10 182 506 | 10 013 586 | - 168 920 |
| Other current assets | 13 979 041 | 13 894 674 | - 84 367 |
| Cash and cash equivalents | 27 295 811 | 26 988 389 | - 307 422 |
| Total current assets | 301 505 338 | 292 007 187 | - 9 498 151 |
| Non-current assets held for sale | 4 318 092 | 4 318 092 | |
| TOTAL ASSETS | 1 245 653 892 | 1 235 111 130 | - 10 542 762 |
| SHAREHOLDERS`FUNDS AND LIABILITIES | |||
| SHAREHOLDERS`FUNDS: | |||
| Share capital | 700 000 000 | 700 000 000 | |
| Legal reserve | 3 131 757 | 3 131 757 | |
| Other reserves and accumulated earnings | - 647 867 883 | - 647 867 883 | |
| Accumulated other comprehensive income | 72 681 459 | 72 681 459 | |
| Total | 127 945 333 | 127 945 333 | |
| Non-controlling interests | - 795 247 | - 795 247 | |
| TOTAL SHAREHOLDERS`FUNDS | 127 150 086 | 127 150 086 | |
| LIABILITIES: | |||
| NON CURRENT LIABILITIES: | |||
| Long term bank loans - net of short-term portion | 123 145 528 | 123 145 528 | |
| Non convertible debentures | 118 908 927 | 118 908 927 | |
| Long term Finance Lease Creditors - net of short-term portion | 30 153 351 | 30 153 351 | |
| Other loans | 2 553 262 | 2 553 262 | |
| Post-retirement liabilities | 25 651 828 | 25 651 828 | |
| Other non current liabilities | 55 758 364 | 54 031 408 | - 1 726 956 |
| Deferred tax liabilities | 73 558 661 | 72 647 868 | - 910 793 |
| Provisions | 7 433 001 | 7 352 456 | - 80 545 |
| Total non current liabilities | 437 162 922 | 434 444 628 | - 2 718 294 |
| CURRENT LIABILITIES: | |||
| Short term portion of long term bank loans | 22 165 408 | 22 165 408 | |
| Short term bank loans | 201 693 837 | 198 547 978 | - 3 145 859 |
| Short term portion of long term non convertible debentures | 129 918 927 | 129 918 927 | |
| Short term portion of Finance Lease Creditors | 5 558 615 | 5 558 615 | |
| Other loans | 70 902 123 | 70 902 123 | |
| Trade creditors | 156 380 414 | 153 098 712 | - 3 281 702 |
| Taxes and Other Contributions Payable | 12 259 031 | 12 186 237 | - 72 794 |
| Other current liabilities | 81 137 986 | 79 813 873 | - 1 324 113 |
| Provisions | 1 324 543 | 1 324 543 | |
| Total current liabilities | 681 340 884 | 673 516 416 | - 7 824 468 |
| TOTAL EQUITY AND LIABILITIES | 1 245 653 892 | 1 235 111 130 | - 10 542 762 |
| 01.01.2013 | 01.01.2013 | Var. | |
|---|---|---|---|
| PROP (a) | EQ (b) | (b) - (a) | |
| Total Assets | 1269 874 764 | 1255 862 783 | -14 011 981 |
| Total Net Shareholders' Funds | 131 945 011 | 131 945 011 | |
| Total Liabilities | 1137 929 753 | 1123 917 772 | -14 011 981 |
Effects on the Consolidated Income Statement for the comparative period arising from this change are as follows:
| 30.06.2013 | 30.06.2013 | Var. | |
|---|---|---|---|
| PROP (a) | EQ (b) | (b) - (a) | |
| Sales | 639 865 317 | 624 255 465 | - 15 609 852 |
| Services rendered | 1 778 570 | 1 965 158 | 186 588 |
| Other income and gains | 13 716 861 | 13 116 689 | - 600 172 |
| Cost of sales | 339 129 605 | 332 383 485 | - 6 746 120 |
| (Increase) / decrease in production | - 6 106 620 | - 5 113 433 | 993 187 |
| External supplies and services | 174 982 854 | 168 418 074 | - 6 564 780 |
| Staff expenses | 104 275 814 | 101 250 600 | - 3 025 214 |
| Depreciation and amortisation | 37 719 974 | 36 047 011 | - 1 672 963 |
| Provisions and impairment losses (increase / decrease) | - 7 044 489 | - 7 044 965 | - 476 |
| Other expenses and losses | 6 863 558 | 6 765 674 | - 97 884 |
| Operational profit / (loss) | 5 540 052 | 6 630 866 | 1 090 814 |
| Finance net profit/(loss) | - 30 159 872 | - 29 610 125 | 549 747 |
| Gains and losses in associated companies | - 686 481 | - 686 481 | |
| Gains and losses in joint ventures | - 1 640 561 | - 1 640 561 | |
| Gains and losses in investments | |||
| Net profit / (loss) from continuing operations, before taxation | - 25 306 301 | - 25 306 301 | |
| Taxation | 4 159 675 | 4 159 675 | |
| Net profit / (loss) from continuing operations, after taxation | - 29 465 976 | - 29 465 976 | |
| Net profit / (loss) from descontinued operations, after taxation | |||
| Consolidated net profit / (loss) for the period | - 29 465 976 | - 29 465 976 | |
| Attributable to: | |||
| Equity Holders of Sonae Industria | - 29 179 807 | - 29 179 807 | |
| Attributable to: | |||
| Non-controlling interests | - 286 169 | - 286 169 |
In the consolidated financial statements for the period ended 31 December 2013, the Company started applying IAS 19 (amended), which changed the accounting policy for the recognition of remeasurements in defined benefit plans. This change was applied retrospectively and affected the Consolidated Statement of Changes in Net Shareholders' Funds for the comparative period as follows:
| Total Consolidated | |
|---|---|
| Net Shareholders' | |
| Funds | |
| 30.06.2013 | |
| Published | 95 595 238 |
| Amendment to IAS 19 - remeasurements | -3 212 055 |
| Restated | 92 383 183 |
Changes referred to in 3.1 and 3.2 had no effect in other comprehensive income for the comparative period.
During the period ended 30 June 2014 the subsidiaries Tafisa Investissement and Tafisa Participation were dissolved with no relevant effects on these consolidated financial statements.
Joint ventures, their head offices, percentage of share capital held on 30 June 2014 and 31 December 2013 are as follows:
| COMPANY | HEAD OFFICE | PERCENTAGE OF CAPITAL HELD | |||
|---|---|---|---|---|---|
| 30.06.2014 | 31.12.2013 | ||||
| Direct | Total | Direct | Total | ||
| Laminate Park GmbH & Co. KG | Eiweiler (Germany) | 50.00% | 49.56% | 50.00% | 49.39% |
| Tecmasa. Reciclados de Andalucia, S. L. | Alcalá de Guadaira (Spain) | 50.00% | 49.56% | 50.00% | 49.39% |
Laminate Park GmbH & Co. KG is a jointly-controlled company based in Germany, where it carries out its activity that consists in producing and selling wood derivative flooring.
Tecmasa, Reciclados de Andalucia, SL is a jointly-controlled company based in Spain. Its activity consists in trading wood for recycling.
Joint control of these companies is established by contract.
Level one fair value of investment in these companies is not available as shares representing their share capital are not listed.
Net assets and net profit/loss for these jointly-controlled companies, whose share was recognized on these consolidated financial statements under equity method, are detailed as follows:
| 30.06.2014 | 31.12.2013 | ||||
|---|---|---|---|---|---|
| Laminate Park | Tecmasa, Reciclados de Andalucia |
Laminate Park | Tecmasa, Reciclados de Andalucia |
||
| Non-current assets | 39 269 991 | 234 750 | 41 466 898 | 250 141 | |
| Current assets | 24 739 123 | 386 801 | 19 754 292 | 407 493 | |
| Non-current liabilities | 33 468 589 | 33 786 589 | |||
| Current liabilities | 22 128 172 | 104 399 | 16 698 738 | 111 652 | |
| Operating revenues | 41 077 638 | 251 911 | 82 050 724 | 529 667 | |
| Operating costs | 42 311 542 | 230 463 | 96 042 248 | 433 175 | |
| Net profit/(loss) from continuing operations | -2 323 510 | 21 170 | -9 475 061 | 73 108 |
Associated companies, their head offices and the percentage of share capital held as at 30 June 2014 and 31 December 2013 are as follows:
| COMPANY | HEAD OFFICE | PERCENTAGE OF CAPITAL HELD | |||
|---|---|---|---|---|---|
| 30.06.2014 | 31.12.2013 | ||||
| Direct | Total | Direct | Total | ||
| Serradora Boix | Barcelona) | 31.25% | 30.97%% | 31.25% | 30.87% |
The Group's share of net assets and net profit/(loss) for this associated company was recognized in these consolidated financial statements using equity method and are detailed as follows:
| 30.06.2014 | 31.12.2013 | |
|---|---|---|
| Assets | 13 773 765 | 16 565 084 |
| Liabilities | 9 434 255 | 11 328 114 |
| Operating revenues | 22 311 843 | 22 631 416 |
| Net Profit or loss | - 719 457 | -2 223 794 |
Assets, liabilities, operating revenues and net profit or loss on the previous table refer to the associated company's financial statements for the annual period preceding 30.06.2014 and 31.12.2013, respectively. The Company estimate that no significant effect arises from this time difference.
At 30 June 2014 and 31 December 2013, details of Investment in joint ventures, on the Consolidated Statement of Financial position, are as follows:
| 30.06.2014 | 31.12.2013 | |
|---|---|---|
| Restated | ||
| Investment in joint ventures | ||
| Opening balance | 5 638 909 | 9 008 848 |
| Effect of equity method application | -1 176 172 | -3 369 939 |
| Closing balance | 4 462 737 | 5 638 909 |
| Investment in associated companies | ||
| Opening balance | 1 566 686 | 2 262 846 |
| Effect of equity method application | - 222 095 | - 696 160 |
| Closing balance | 1 344 591 | 1 566 686 |
At 30 June 2014 and 31 December 2013, movements in tangible assets, accumulated depreciation and impairment losses were as follows:
| 30.06.2014 | 31.12.2013 | |
|---|---|---|
| Restated | ||
| Gross cost: | ||
| Opening balance | 2 437 445 591 | 2 137 978 726 |
| Capital expenditure | 25 125 271 | 22 128 751 |
| Disposals | 140 766 390 | 28 007 802 |
| Revaluation | 364 778 071 | |
| Transfers and reclassifications | 129 019 | 221 665 |
| Exchange rate effect | 2 883 061 | - 59 653 820 |
| Closing balance | 2 324 816 552 | 2 437 445 591 |
| Accumulated depreciation and impairment losses | ||
| Opening balance | 1 645 971 463 | 1 357 143 659 |
| Depreciations for the period | 34 264 059 | 69 075 494 |
| Impairment losses for the period | 10 187 | 37 741 500 |
| Disposals | 130 152 206 | 20 076 078 |
| Revaluation | 236 815 660 | |
| Reversion of impairment losses for the period | 504 158 | 6 736 192 |
| Transfers and reclassifications | 818 | |
| Exchange rate effect | 1 376 302 | - 27 992 580 |
| Closing balance | 1 550 966 465 | 1 645 971 463 |
| Carrying amount | 773 850 087 | 791 474 128 |
Amounts disclosed as disposals in the period ended 30 June 2014 refer mainly to tangible fixes assets of Auxerre and Le Creusot industrial plants, which were sold in April 2014.
At 31 December 2013 the Group carried out a revaluation of land and buildings which were recognized under Tangible Fixed Assets, on the Consolidated Statement of Financial Position. If items of tangible fixed assets included under Buildings had been kept for their cost, depreciation for the period ended 30 June 2014 would be reduced by EUR 2 672 193.
At the closing date of these consolidated financial statements, mortgaged tangible fixed assets as a guarantee of the Group's liabilities amounted to EUR 161 671 004 (EUR 167 568 888 at 31 December 2013).
At 30 June 2014 and 31 December 2013 details of Other non-current assets on the Consolidated Statements of Financial Position were as follows:
| 30.06.2014 | 31.12.2013 | |||||
|---|---|---|---|---|---|---|
| Gross Value | Impairment | Net Value | Gross Value | Impairment | Net Value | |
| Restated | ||||||
| Trade debtors and other debtors | 972 646 | 972 646 | 1 072 123 | 1 072 123 | ||
| Loans to related parties | 25 106 182 | 10 931 182 | 14 175 000 | 25 106 182 | 10 931 182 | 14 175 000 |
| Financial Instruments | 26 078 828 | 10 931 182 | 15 147 646 | 26 178 305 | 10 931 182 | 15 247 123 |
| State and other public entities | ||||||
| Others | 1 696 | 1 696 | 1 696 | 1 696 | ||
| Assets out of scope of IFRS 7 | 1 696 | 1 696 | 1 696 | 1 696 | ||
| Total | 26 080 524 | 10 931 182 | 15 149 342 | 26 180 001 | 10 931 182 | 15 248 819 |
Loans to related parties consist of a loan to the jointly-controlled company Laminate Park Gmbh & Co. KG for EUR 14 175 000, at 30 June 2014 and 31 December 2013. This loan matures 30 June 2015.
At 30 June 2014 and 31 December 2013, details of Other current assets on the Consolidated Statement of Financial Position were as follows:
| 30.06.2014 | ||||||
|---|---|---|---|---|---|---|
| Gross Value | Impairment | Net Value | Gross Value | Impairment | Net Value | |
| Restated | Restated | Restated | ||||
| Derivatives instruments | 16 003 | 16 003 | 77 618 | 77 618 | ||
| Financial Instruments | 16 003 | 16 003 | 77 618 | 77 618 | ||
| Accrued income | 3 997 893 | 3 997 893 | 6 252 674 | 6 252 674 | ||
| Deferred expenses | 7 221 543 | 7 221 543 | 7 564 382 | 7 564 382 | ||
| Assets out of scope of IFRS 7 | 11 219 436 | 11 219 436 | 13 817 056 | 13 817 056 | ||
| Total | 11 235 439 | 11 235 439 | 13 894 674 | 13 894 674 |
At 30 June 2014 and 31 December 2013, detail of Cash and Cash Equivalents was as follows:
| 30.06.2014 | 31.12.2013 | |
|---|---|---|
| Restated | ||
| Cash at Hand | 57 428 | 53 319 |
| Bank Deposits and Other Treasury Applications | 15 584 353 | 26 935 070 |
| Cash and Cash Equivalents on the Balance Sheet | 15 641 781 | 26 988 389 |
| Bank Overdrafts | 7 419 021 | 6 047 978 |
| Cash and Cash Equivalents on the Statement of Cash Flows | 8 222 760 | 20 940 411 |
During the period ended 30 June 2014 the Group sold the remaining assets from Knowsley industrial plant, England, which were recognized as non-current assets held for sale as at 31 December 2013.
Accumulated other comprehensive income on the Consolidated Statement of Financial Position, is detailed as follows:
| Accumulated other comprehensive income Atributable to the parent's shareholders |
|||||||
|---|---|---|---|---|---|---|---|
| Currency translation |
Available-for sale financial assets |
Revaluation Reserve |
Remeasurements on defined benefit plans |
Share of Other Comprehensive Income of Joint Ventures and Associates |
Income tax related to components of other comprehensive income |
Total | |
| Balance as at 1 January 2013 - restated | 2 699 144 | 93 816 | -4 019 786 | - 846 808 | - 380 018 | ||
| Other consolidated comprehensive income for the period - restated | -9 760 508 | - 15 073 | -9 775 581 | ||||
| Others | |||||||
| Balance as at 30 June 2013 - restated | -7 061 364 | 78 743 | -4 019 786 | - 846 808 | -10 155 599 |
| Accumulated other comprehensive income Atributable to the parent's shareholders |
|||||||
|---|---|---|---|---|---|---|---|
| Currency translation |
Available-for sale financial assets |
Revaluation Reserve |
Remeasurements on defined benefit plans |
Share of Other Comprehensive Income of Joint Ventures and Associates |
Income tax related to components of other comprehensive income |
Total | |
| Balance as at 1 January 2014 | - 16 496 846 | 88 950 | 126 516 277 | - 3 198 742 | 1 371 957 | 35 600 137 | 72 681 459 |
| Other consolidated comprehensive income for the period | 565 349 | - 13 294 | 552 055 | ||||
| Change in ownership interest | 30 683 | 295 | 390 943 | - 10 067 | 4 567 | 111 139 | 305 282 |
| Balance as at 30 June 2014 | -15 900 814 | 75 951 | 126 907 220 | -3 208 809 | 1 376 524 | 35 711 276 | 73 538 796 |
As at 30 June 2014 and 31 December 2013 Sonae Indústria had the following outstanding loans:
| 30.06.2014 | 31.12.2013 | |||||||
|---|---|---|---|---|---|---|---|---|
| Amortised cost | Nominal value | Amortised cost | Nominal value | |||||
| Current | Non current | Current | Non current | Current | Non current | Current | Non current | |
| Restated | Restated | Restated | Restated | |||||
| Bank loans | 351 289 568 | 58 471 419 | 351 969 798 | 58 784 213 | 220 713 386 | 123 145 528 | 221 706 044 | 123 649 568 |
| Debentures | 79 990 289 | 104 062 981 | 80 000 000 | 105 000 000 | 129 918 927 | 118 908 927 | 130 000 000 | 120 000 000 |
| Obligations under finance leases | 6 041 421 | 26 736 418 | 6 041 421 | 26 736 418 | 5 558 615 | 30 153 351 | 5 558 615 | 30 153 351 |
| Other loans | 65 356 616 | 3 107 846 | 66 024 843 | 3 107 846 | 70 902 123 | 2 553 262 | 71 656 925 | 2 553 261 |
| Loans from related parties (note 16) | 16 666 666 | 16 666 666 | ||||||
| Gross debt | 519 344 560 | 192 378 664 | 520 702 728 | 193 628 477 | 427 093 051 | 274 761 068 | 428 921 584 | 276 356 180 |
| Cash and cash equivalent in balance sheet | 15 641 781 | 15 641 781 | 26 988 389 | 26 988 389 | ||||
| Net debt | 503 702 779 | 192 378 664 | 505 060 947 | 193 628 477 | 400 104 662 | 274 761 068 | 401 933 195 | 276 356 180 |
| Total net debt | 696 081 443 | 698 689 424 | 674 865 730 | 678 289 375 |
In the period ended 30 June 2014, main changes to loans are as follows:
a) In January 2006 Sonae Indústria, SGPS, SA and several financial institutions contracted a commercial paper programme, which was amended in September 2010. At 30 June 2014 there was commercial paper issued for EUR 31 650 000 (EUR 20 000 000 at 31 December 2013);
b) In September 2010 Sonae Indústria, SGPS, SA and a Portuguese financial institution entered into a contract to issue commercial paper for a maximum nominal amount of EUR 2 500 000. In March 2014 this limit was increased to EUR 12 500 000, effective from April 2014. This programme will mature in September 2014. At 30 June 2014 there was commercial paper issued for EUR 12 500 000 (at 31 December 2013 there was no commercial paper issued under this programme);
c) In July 2011 Tafisa Canada Inc. contracted a loan with a syndicate of financial institutions from North America. At 30 June 2014 outstanding principal amounted to CAD 36 901 389 (EUR 25 294 057). In July 2014 this loan was replaced by a new one with a maximum amount of CAD 90 000 000, redeemable in five years by means of a quarterly reduction in maximum amount available;
d) In June 2013 Sonae Indústria, SGPS, SA contracted with a Portuguese financial institution a commercial paper programme for a maximum nominal amount of EUR 25 000 000. This programme matures in December 2014. At 30 June 2014 there was commercial paper issued for the programme's maximum amount (at 31 December 2013 there was no commercial paper issued under this programme);
e) In December 2013 Sonae Indústria, SGPS, SA contracted with a Portuguese financial institution a commercial paper programme for a maximum nominal amount of EUR 65 000 000. This programme matures in September 2014. At 30 June 2014 and 31 December 2013 there was commercial paper issued for the programme's maximum amount;
f) In June 2013 Sonae Indústria, SGPS, SA entered into a new agency agreement with a Portuguese financial institution to issue commercial paper. The programme had a maximum nominal amount of EUR 50 000 000 which was increased to EUR 100 000 000 in December 2013, and the purchase of Commercial Paper is not underwritten. The programme matures in June 2018. At 30 June 2014 there was commercial paper issued under this programme for EUR 79 400 000 (EUR 57 500 000 at 31 December 2013);
g) Loans from related parties, which amounted to EUR 16 666 666 at 30 June 2014 (nonexistent at 31 December 2013) were included in the calculation of total net debt. This loan matures 27 March 2015.
At 30 June 2014, other assets pledged as guarantee of the Group's liabilities amounted to EUR 60 021 788.
In March 2014 the Company fully repaid Sonae Industria 2006/2014 Bonds, issued March 2006 for EUR 50 000 000, to be repaid on maturity date.
In May 2014 the Company repaid EUR 15 000 000 relating to Sonae Indústria 2010/2017 Bonds, issued May 2010 for EUR 150 000 000.
a) At 30 June 2014 loans recognized under the securitization facility contracted with ING Bank Belgium SA/NV and with Finacity Corporation amounted to EUR 59 818 403 (EUR 65 394 544 at 31 December 2013). This loan matures after a six-year period and will be renewed October 2014.
Trade debtors for the amount of EUR 85 658 802 (EUR 75 997 148 at 31 December 2013) were kept on the consolidated balance sheet as the criteria set out in IAS 39 for their derecognition were not fully met, namely because the whole risks related to the securitized assets were not completely transferred.
b) At 30 June 2014 loans recognized under a factoring facility, which was entered into by Sonae Indústria – Produção e Comercialização de Derivados de Madeira, S. A. amounted to EUR 4 813 447 (EUR 3 971 220 at 31 December 2013).
Trade debtors for the amount of EUR 5 901 528 (EUR 4 490 112 at 31 December 2013) were kept on the consolidated balance sheet as the criteria set out in IAS 39 for their derecognition were not fully met, namely because the whole risks related to the securitized assets were not completely transferred.
At 30 June 2014 and 31 December 2013 Other non-current liabilities on the Consolidated Statement of Financial Position were composed of:
| 30.06.2014 | 31.12.2013 | |
|---|---|---|
| Restated | ||
| Other creditors | 12 537 895 | 18 803 578 |
| Financial instruments | 12 537 895 | 18 803 578 |
| Other creditors | 31 357 308 | 35 227 830 |
| Liabilities out of scope of IFRS 7 | 31 357 308 | 35 227 830 |
| Total | 43 895 203 | 54 031 408 |
At 30 June 2014 and 31 December 2013 Other current liabilities on the Consolidated Statement of Financial Position were composed of:
| 30.06.2014 | 31.12.2013 | |
|---|---|---|
| Restated | ||
| Loans from related parties | 16 666 666 | |
| Derivatives | 15 374 | |
| Tangible fixed assets suppliers | 9 733 281 | 4 132 686 |
| Other creditors | 8 705 123 | 6 918 134 |
| Financial instruments | 35 120 444 | 11 050 820 |
| Other creditors | 1 980 089 | 1 902 860 |
| Accrued expenses: | ||
| Insurances | 509 960 | 194 182 |
| Personnel costs | 17 454 075 | 16 289 224 |
| Accrued financial expenses | 7 319 409 | 7 048 783 |
| Rebates | 15 902 091 | 17 140 989 |
| External supplies and services | 11 089 829 | 10 076 761 |
| Other accrued expenses | 10 458 843 | 8 039 729 |
| Deferred income: | ||
| Investment subventions | 8 924 404 | 7 286 044 |
| Other deferred income | 1 553 840 | 784 481 |
| Liabilities out of scope of IFRS 7 | 75 192 540 | 68 763 053 |
| Total | 110 312 984 | 79 813 873 |
Movements occurred in provisions and accumulated impairment losses during the period ended 30 June 2014 were as follows:
| 30.06.2014 | ||||||||
|---|---|---|---|---|---|---|---|---|
| Opening | Exchange | Other | Closing | |||||
| Description | balance | rate effect | Increase | Utilization | Reversion | changes | balance | |
| Impairment losses: | ||||||||
| Tangible fixed assets | 65 372 467 | 10 187 | 571 671 | - 20 352 902 | 44 458 081 | |||
| Goodwill | 7 727 749 | 10 038 | 7 737 787 | |||||
| Intangible assets | 19 242 | 3 923 | 23 165 | |||||
| Other non-current assets | 10 931 182 | 10 931 182 | ||||||
| Trade debtors | 24 524 621 | 29 100 | 1 785 305 | 786 218 | - 126 089 | 25 426 719 | ||
| Other debtors | 3 502 | 3 502 | ||||||
| Subtotal impairment losses | 108 578 763 | 39 138 | 1 795 492 | 1 357 889 | - 20 475 068 | 88 580 436 | ||
| Provisions: | ||||||||
| Litigations in course | 2 063 278 | 11 108 | 2 074 386 | |||||
| Warranties to customers | 631 793 | 215 | 632 008 | |||||
| Restructuring | 562 548 | 12 356 | 9 699 835 | 349 488 | 9 925 251 | |||
| Other | 5 419 380 | 45 549 | 689 856 | 4 775 073 | ||||
| Subtotal provisions | 8 676 999 | 12 571 | 9 745 384 | 1 039 344 | 11 108 | 17 406 718 | ||
| Subtotal impairment losses and provisions | 117 255 762 | 51 709 | 11 540 876 | 1 039 344 | 1 357 889 | - 20 463 960 | 105 987 154 | |
| Other losses: | ||||||||
| Investments | 36 985 875 | 36 985 875 | ||||||
| Write-down to net realizable value of | ||||||||
| inventories | 6 708 160 | 966 | 1 393 490 | 2 783 163 | - 1 144 843 | 4 174 610 | ||
| Total | 160 949 797 | 52 675 | 12 934 366 | 1 039 344 | 4 141 052 | - 21 608 803 | 147 147 639 |
Increases and decreases in provisions and impairment losses are stated on the Consolidated Income Statement as follows:
| 2014 | ||||
|---|---|---|---|---|
| Losses | Gains | |||
| Cost of sales | 512 047 | 1 346 244 | ||
| (Increase) / decrease in production | 881 443 | 1 436 919 | ||
| Provisions and impairment losses | 11 495 327 | 1 860 377 | ||
| Staf expenses | 45 549 | 536 856 | ||
| Total (Consolidated Income Statement) | 12 934 366 | 5 180 396 |
Other changes in impairment losses on tangible fixed assets (EUR -20 352 902) refer to impairment losses that had been recognized on tangible fixed assets that were sold in the period ended 30 June 2014.
Increase in restructuring provisions (EUR 9 699 835) refers to provisions that were recognized or increased in the context of ongoing restructuring processes in Spain, France and Germany.
Balances and flows with related parties are summarized as follows:
| Balances | Accounts receivable | Accounts payable | Loans | |||||
|---|---|---|---|---|---|---|---|---|
| Obtained | Granted | |||||||
| 30.06.2014 | 31.12.2013 | 30.06.2014 | 31.12.2013 | 30.06.2014 | 31.12.2013 | 30.06.2014 | 31.12.2013 | |
| Restated | Restated | Restated | ||||||
| Other subsidiaries of the parent company | 514 348 | 284 452 | 1 314 225 | 1 561 094 | 16 669 352 | |||
| Joint ventures | 717 571 | 409 446 | 1 592 440 | 755 080 | 14 175 000 | 14 175 000 | ||
| Transactions | Income | Expenditure | Interest income | Interest expenses | ||||
| 30.06.2014 | 30.06.2013 Restated |
30.06.2014 | 30.06.2013 Restated |
30.06.2014 | 30.06.2013 Restated |
30.06.2014 | 30.06.2013 Restated |
|
| Other subsidiaries of the parent company Joint ventures |
641 360 3 262 582 |
586 502 4 705 331 |
2 741 264 8 037 234 |
3 482 014 6 445 802 |
270 589 | 224 625 | 299 640 | 953 122 |
Details of Other income and gains on the Consolidated Income Statement for the periods ended 30 June 2014 and 2013 are as follows:
| 30.06.2014 | 30.06.2013 | |
|---|---|---|
| Restated | ||
| Gains on disposals of non current investments | 66 515 | |
| Gains on disp. and write off of invest. prop., tang. and intang. assets | 5 143 951 | 448 534 |
| Supplementary revenue | 7 903 547 | 4 878 516 |
| Investment subventions | 3 471 928 | 3 429 782 |
| Tax received | 3 778 066 | 2 544 333 |
| Positive exchange gains | 1 211 837 | 1 354 384 |
| Others | 2 928 566 | 394 625 |
| 24 437 894 | 13 116 689 |
Gains on disposal of tangible fixed assets and intangible assets include approximately EUR 3 000 000 relating to assets from Auxerre and Le Creusot industrial plants, in France, which were sold in the period ended 30 June 2014. Furthermore, it includes approximately EUR 1 900 000 relating to sale of tangible fixed assets from inactive industrial plants.
Supplementary revenue includes approximately EUR 5 000 000 relating to inventories from Auxerre and Le Creusot industrial plants, whose cost is recognized for the same amount under Cost of Sales, on the Consolidated Income Statement.
Underlying and non-underlying operating items on the Consolidated Income Statement are detailed as follows:
| Restated | |||||
|---|---|---|---|---|---|
| 30.06.2014 | 30.06.2014 | 30.06.2014 | 30.06.2013 | 30.06.2013 | 30.06.2013 Total |
| 586 202 916 2 700 665 |
261 205 - 5 648 |
586 464 121 2 695 017 |
623 671 944 1 965 158 |
583 521 | 624 255 465 1 965 158 |
| 14 841 287 | 9 596 607 | 24 437 894 | 11 458 521 | 1 658 168 | 13 116 689 332 383 485 |
| 2 239 472 | 1 805 703 | 4 045 175 | - 5 877 211 | 763 778 | - 5 113 433 168 418 074 |
| 78 828 694 | 9 314 210 | 88 142 904 | 94 035 770 | 7 214 830 | 101 250 600 |
| 5 204 937 | 699 621 | 5 904 558 | 5 465 204 | 1 300 470 | 1 113 434 6 765 674 |
| 41 707 963 | - 4 529 553 | 37 178 410 | 43 496 659 | - 8 977 181 | 34 519 478 |
| Recurrent 324 106 641 150 657 037 1 000 124 |
Non-recurrent - 1 370 631 3 933 851 - 1 037 |
Total 322 736 010 154 590 888 999 087 |
Recurrent 332 603 833 166 257 934 1 113 434 |
Non-recurrent - 220 348 2 160 140 |
| 30.06.2014 | 30.06.2013 Restated |
|
|---|---|---|
| Financial expenses: | ||
| Interest expenses | ||
| related to bank loans and overdrafts | 11 777 959 | 8 258 282 |
| related to non convertible debentures | 5 015 450 | 5 651 399 |
| related to finance leases | 1 730 967 | 1 946 273 |
| others | 1 073 690 | 2 185 034 |
| 19 598 066 | 18 040 988 | |
| Losses in currency translation | ||
| related to loans | 287 110 | 2 691 397 |
| 287 110 | 2 691 397 | |
| Cash discounts granted | 7 295 350 | 7 723 544 |
| Adjustment to fair value of financial instruments at fair value through profit or loss | 224 253 | 150 467 |
| Other finance losses | 3 407 771 | 3 713 077 |
| 30 812 550 | 32 319 473 | |
| Financial income: | 30.06.2014 | 30.06.2013 Restated |
| Interest income | ||
| related to bank loans | 15 115 | 22 471 |
| related to loans to related parties | 270 589 | 224 625 |
| Others | 41 230 | 76 964 |
| 326 934 | 324 060 | |
| Gains in currency translation | ||
| related to loans | 932 787 | 1 817 996 |
| 932 787 | 1 817 996 | |
| Cash discounts obtained | 516 907 | 198 860 |
| Adjustment to fair value of financial instruments at fair value through profit or loss | 150 069 | 298 966 |
| Other finance gains | 43 604 | 69 466 |
| 1 970 301 | 2 709 348 | |
| Finance profit / (loss) | - 28 842 249 | - 29 610 125 |
Corporate income tax accounted for in the periods ended 30 June 2014 and 2013 is detailed as follows:
| 30.06.2014 | 30.06.2013 | |
|---|---|---|
| Restated | ||
| Current tax | 2 724 675 | 3 474 987 |
| Deferred tax | - 1 783 561 | 684 688 |
| 941 114 | 4 159 675 |
The main activity of the Group is the production of wood based panels and derivative products through industrial plants and commercial facilities located in Portugal, Spain, France, Germany, United Kingdom, Switzerland, The Netherlands, Canada and South Africa.
At 30 June 2014 and 2013, identifiable reportable segments were as follows:
| Turnover | |||||||
|---|---|---|---|---|---|---|---|
| External | Intersegment | ||||||
| 30.06.2014 | 30.06.2013 | 30.06.2013 | |||||
| Restated | Restated | ||||||
| Northern Europe | 229 907 936 | 241 843 271 | 13 860 508 | 19 112 738 | |||
| Southern Europe | 231 753 438 | 248 020 359 | 9 708 695 | 13 074 027 | |||
| Rest of the world | 127 497 764 | 136 356 993 | |||||
| Total segments | 589 159 138 | 626 220 623 | 23 569 203 | 32 186 765 |
| Operating net profit (loss) | |||||
|---|---|---|---|---|---|
| 30.06.2014 | 30.06.2013 | ||||
| Northern Europe | -1 379 583 | 2 544 931 | |||
| Southern Europe | -12 868 988 | -5 721 925 | |||
| Rest of the world | 7 424 614 | 9 807 860 | |||
| Total segments | -6 823 957 | 6 630 866 |
Liquidity risk is described on note 2.24 c) to the consolidated financial statements for the period ended 31 December 2013.
As for long term financing solutions and support from the company's shareholders and from the main lending banks described on note 27.1 to the aforementioned financial statements, negotiations with two main banks have resulted in enhanced conditions and extension in maturity of a substantial portion of the Group's debt, conditional to the ongoing share capital increase. Public offering depends on the approval of the related prospectus by the Stock Exchange Commission (CMVM). Majority shareholder, Efanor Investimentos, SGPS, SA, informed about its intention to participate in this share capital increase until a maximum amount of EUR 150 million by subscribing for the proportion to its present share.
In the context of the Group's debt refinancing, as described in note 14, subsidiary Tafisa Canada concluded on July 2014 a long term financing facility (5 years) amounting to CAD 90 million (EUR 62 million).
These consolidated financial statements were approved by the Board of Directors and authorized for issuance 29 July 2014.
1 In accordance with the Portuguese Securities Market Code (CVM), we present our limited review report on the consolidated financial information for the six-month period ended 30 June 2014 of Sonae Industria, SGPS, SA. included in the consolidated Directors' Report, consolidated statement of financial position (which shows total assets of Euro 1,227,739,299 and total shareholders' equity of Euro 88,914,255, including negative non-controlling interests of Euro 928,194 and a net loss of Euro 37,980,582), consolidated income statement by nature, consolidated statement of comprehensive income, consolidated statement of changes in equity and consolidated statement of cash flows for the period then ended, and the corresponding notes to the accounts.
2 The amounts in the consolidated financial statements, as well as those in the additional financial information, are derived from the respective accounting records.
3 It is the responsibility of the Board of Directors: (a) to prepare consolidated financial information which present fairly, in all material respects, the financial position of the companies included in the consolidation, the consolidated results and the consolidated comprehensive income of their operations, the changes in consolidated equity and the consolidated cash flows; (b) to prepare historical financial information in accordance with International Accounting Standard 34 – Interim Financial Reporting as adopted by the European Union and which is complete, true, up-to-date, clear, objective and lawful as required by the CVM; (c) to adopt appropriate accounting policies and criteria; (d) to maintain appropriate systems of internal control; and (e) to disclose any significant matters which have influenced the activity, financial position or results.
4 Our responsibility is to verify the financial information included in the documents referred to above, namely as to whether it is complete, true, up-to-date, clear, objective and lawful, as required by the CVM, for the purpose of issuing an independent and professional report based on our work.
PricewaterhouseCoopers & Associados - Sociedade de Revisores Oficiais de Contas, Lda. o′Porto Bessa Leite Complex, Rua António Bessa Leite, 1430 - 5º, 4150-074 Porto, Portugal Tel +351 225 433 000 Fax +351 225 433 499, www.pwc.pt Matriculada na CRC sob o NUPC 506 628 752, Capital Social Euros 314.000 Inscrita na lista das Sociedades de Revisores Oficiais de Contas sob o nº 183 e na CMVM sob o nº 9077
5 Our work was performed with the objective of obtaining moderate assurance about whether the financial information referred to above is free from material misstatement. Our work was performed in accordance with the Standards and Technical Recommendations issued by the Institute of Statutory Auditors, planned according to that objective, and consisted: (a) primarily, in enquiries and analytical procedures, to review: (i) the reliability of the assertions included in the financial information; (ii) the appropriateness and consistency of the accounting principles used, as applicable; (iii) the applicability, or not, of the going concern basis of accounting; (iv) the presentation of the financial information; and (v) as to whether the consolidated financial information is complete, true, up-to-date, clear, objective and lawful.
6 Our work also covered the verification that the consolidated financial information included in the consolidated Directors' Report is consistent with the remaining documents referred to above.
7 We believe that the work performed provides a reasonable basis for the issue of this limited review report on the half year information.
8 Based on the work, which was performed with the objective of obtaining a moderate level of assurance, nothing has come to our attention that leads us to conclude that the consolidated financial information for the six-month period ended 30 June 2014 contain material misstatements that affect its conformity with International Accounting Standard 34 – Interim Financial Reporting as adopted by the European Union and that it is not complete, true, up-to-date, clear, objective and lawful.
9 Based on the work, nothing has come to our attention that leads us to believe that the consolidated financial information included in the consolidated Directors' Report is not consistent with the consolidated financial information for the period.
10 Without qualifying our conclusions expressed in paragraph nº 9 above, we draw attention to the following facts:
As interim financial reporting is not usually submitted to a limited review nor legally required, the financial information included in the consolidated Director's report and financial statements as at 30 June 2013 have not been subject to any audit nor limited review, as such, we do not conclude about the comparatives at that date;
As referred to in the Note 24 of the Notes to the consolidated financial statements, at the end of 2013, discussions were being held with the main creditor banks to determine alternatives for achieving long term financing solutions for the group to implement its strategic plan, which are still in course. It is Directors' expectation that the equity capital increase will occur as planned and that the equity injection, together with the negotiations in course with the major banks, will enable the group to solve its commitments and continue its activity.
29 July 2014
PricewaterhouseCoopers & Associados - Sociedade de Revisores Oficiais de Contas, Lda Registered in the Comissão do Mercado de Valores Mobiliários with no. 9077 represented by:
Hermínio António Paulos Afonso, R.O.C.
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