Interim / Quarterly Report • Aug 26, 2013
Interim / Quarterly Report
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Sonae Capital, SGPS, SA Lugar do Espido, Via Norte T (+351) 22 010 79 03 Share Capital 250,000,000 euro Sociedade Aberta Apartado 3053 – 4471-937 Maia F (+351) 22 010 79 35 Maia Commercial Registry and Portugal www.sonaecapital.pt Fiscal Nr. 508 276 756
| | REPORT OF THE BOARD OF DIRECTORS | 3 |
|---|---|---|
| 1. HIGHLIGHTS |
4 | |
| 2. OVERALL PERFORMANCE |
5 | |
| 3. SEGMENT PERFORMANCE |
7 | |
| 4. INDIVIDUAL FINANCIAL STATEMENTS |
10 | |
| 4. OWN SHARES |
10 | |
| GLOSSARY | 11 | |
| | APPENDIX TO THE REPORT OF THE BOARD OF DIRECTORS | 12 |
| | CONSOLIDATED FINANCIAL STATEMENTS | 17 |
| | INDIVIDUAL FINANCIAL STATEMENTS | 52 |
| | LIMITED REVIEW REPORT | 72 |
30 JUNE 2013
OPERATIONAL PERFORMANCE IN THE SECOND QUARTER OF THE YEAR DENOTES SIGNIFICANT IMPROVEMENT…
We highlight that as at the date of this report, and since the beginning of the year, sales efforts in troiaresort translated into 13 sales deeds, 9 promissory purchase agreements and 5 reservation agreements regarding real estate units, totaling 27 units.
| Consolidated Profit and Loss | ||||||
|---|---|---|---|---|---|---|
| Million euro | ||||||
| 2Q13 2Q12 D 13/12 6M13 6M12 D 13/12 | ||||||
| Total Operational Income | 31,8 29,1 +9,5% 58,1 55,6 +4,5% | |||||
| Turnover Other Operational Income |
1,8 | 30,0 26,8 +12,0% 2,3 -20,0% |
3,5 | 54,6 51,9 +5,2% 3,7 -5,4% |
||
| Total Operational Expenses | -30,4 -29,1 -4,4% -57,3 -58,5 +2,2% | |||||
| Cost of Goods Sold Change in Stocks of Finished Goods External Supplies and Services Staff Costs Other Operational Expenses |
-10,7 1,7 -8,9 -0,6 |
-0,9 | -8,1 -32,1% -18,0 -16,0 -12,7% - -11,8 -10,7 -11,0% -21,8 -20,9 -4,3% -8,6 -3,5% -17,8 -18,4 +3,4% -0,8 +24,2% |
1,3 -1,0 |
-1,9 | - -1,3 +27,2% |
| EBITDA | 1,0 0,0 | - | 0,1 -3,2 | - | ||
| EBIT | -2,4 -3,7 +35,3% -6,5 -10,3 +36,7% | |||||
| Net Financial Expenses Investment Income and Results from Assoc. Undertakings |
-2,9 1,4 |
0,1 | -2,4 -17,1% - |
-5,3 3,0 |
-5,6 +5,5% 2,0 +48,1% |
|
| EBT | -3,8 -6,0 +35,8% -8,9 -13,9 +36,3% | |||||
| Taxation | -1,6 | 0,1 | - | -3,1 | 1,1 - | |
| NET PROFIT | -5,5 -5,9 +6,7% -11,9 -12,8 +6,8% | |||||
| Attributable to Equity Holders of Sonae Capital Attributable to Non-Controlling Interests |
-5,7 0,2 |
-0,1 | -5,8 +2,5% -11,9 -12,5 +4,2% - |
0,0 | -0,3 | - |
Consolidated Balance Sheet
| Million euro | |||
|---|---|---|---|
| 6M13 | 2012 | D 13/12 | |
| Total Assets | 647.4 | 657.4 | -1.5% |
| Tangible and Intangible Assets | 249.3 | 253.9 | -1.8% |
| Goodwill | 61.0 | 61.0 | - |
| Non-Current Investments | 49.9 | 55.0 | -9.2% |
| Other Non-Current Assets | 49.6 | 48.3 | +2.6% |
| Stocks | 189.1 | 187.8 | +0.7% |
| Trade Debtors and Other Current Assets | 44.1 | 48.1 | -8.4% |
| Cash and Cash Equivalents | 4.3 | 3.2 | +33.1% |
| Total Equity | 314.4 | 324.0 | -2.9% |
| Total Equity attributable to Equity Holders of Sonae Capital |
306.0 | 315.2 | -2.9% |
| Total Equity attributable to Non-Controlling Interests |
8.4 | 8.7 | -3.4% |
| Total Liabilities | 332.9 | 333.5 | -0.2% |
| Non-Current Liabilities | 151.8 | 180.1 | -15.7% |
| Non-Current Borrowings | 130.9 | 158.7 | -17.5% |
| Deferred Tax Liabilities | 13.8 | 14.3 | -3.5% |
| Other Non-Current Liabilities | 7.1 | 7.1 | 0.5% |
| Current Liabilities | 181.1 | 153.4 | +18.1% |
| Current Borrowings | 132.2 | 100.6 | +31.4% |
| Trade Creditors and Other Current Liabilities | 48.9 | 52.7 | -7.3% |
| Total Equity and Liabilities | 647.4 | 657.4 | -1.5% |
Turnover reached 54.6 M.€ in the half year, representing a 5.2% growth over the comparable period,
driven by the Sistavac Group and the Energy business.
Following this increase (and positively impacted by a 2.2% reduction in operational expenses), consolidated EBITDA reached positive 0.1 million euro in the half year, a significant improvement over the -3.2 million euro from the same period last year,
comprising an overall improvement in all business segments, and positive contributions from the Energy business (1.7 million euro), Sistavac Group (0.9 million euro) and Fitness (0.3 million euro).
Net profit in the half year was negative 11.9 million euro, corresponding to a 6.8% year-onyear improvement,
| Net Profit 1H12 |
EBITDA | D&A | Net Fin. Expenses | Associated Undert./ Invest. Income |
Taxation | Net Profit 1H13 |
|---|---|---|---|---|---|---|
| -12.8 | +3.3 | +0.5 | +0.3 | +1.0 | -4.2 | -11.9 |
including a 1.0 million euro increase in results from associated undertakings / investments, mainly explained by Norscut contribution.
| Net Capital Employed Million Euro |
|||
|---|---|---|---|
| 6M13 | 2012 | 2011 | |
| Net Capital Employed | 573.2 | 580.0 | 598.0 |
| Capex in the Period | 2.3 | 12.1 | 11.0 |
| Working Capital | 184.3 | 183.2 | 208.8 |
| Equity | 314.4 | 324.0 | 336.9 |
| Net Debt | 258.8 | 256.1 | 261.1 |
| Net Debt / Capital Employed | 45.15% 44.15% 43.66% | ||
| Gearing | 82.30% 79.04% 77.50% |
Capex amounted to 2.3 million euro in the first half of the year, and is mostly explained by the Energy business,
which contribution includes circa 1.3 million euro investment in a photovoltaic plant that will start operations in the last quarter of the year.
As at 30 June 2013, Net Debt was 258.8 million euro (243.5 million euro excluding debt from the Energy business),
with the Group proceeding with the objective of reducing the level of structural debt.
The 5.5% improvement in half year net financial expenses reflects the reduction in the funding cost and in the average debt level.
Following the policies and measures implemented to manage liquidity and bank relationship risks, the Group does not foresee any risks which may affect businesses as a going concern.
Sonae Turismo's turnover reached 15.6 million euro, posting a marginal decrease (1%) compared to the first half of 2012 and diverse performance in each business segment.
EBITDA was negative 3.9 million euro, with improved contributions from all operational business segments, consistent with the previous quarter's trend.
| 1H12 | Resorts Fitness | Hotels | Others | 1H13 | |
|---|---|---|---|---|---|
| -6.0 | +0.8 | +0.8 | +0.9 | -0.3 | -3.9 |
As at the date of this report, real estate contracts signed regarding residential units in troiaresort include 13 sales deeds (9 until 30 June),
9 promissory purchase agreements, and 5 reservation agreements (the latter including the payment of a reservation fee).
First half results confirm the success of the Solinca's brand repositioning strategy and of the more competitive commercial approach (covering, among other initiatives, cross-selling campaigns).
Recent business strategic options led to a 38% increase in the number of active members, compared to the same period in the previous year, and to positive 0.3 million euro EBITDA in the first half (0.2 million euro in second quarter), which compares with -0.5 million euro in the first half of 2012, leading to an improved EBITDA margin.
The Fitness business strategic roadmap will continue to focus on strengthening the membership base, increasing the scale of operation, and growing average profitability.
The turnover performance of the hotel segment reflects a 30.1% increase in the number of room nights sold in the half year, particularly in troiaresort units (mainly driven by international markets – golf and groups segment) and Porto Palácio Hotel (through growth in MICE and corporate segments).
The recent cost structure optimization, together with the improvement in occupancy rates, led to a 0.8 million euro increase in the business contribution to the Group's EBITDA.
Growth in turnover and EBITDA of the Energy business reflects the contribution of the new cogeneration plant in Vale de Cambra, which was not yet in operation in the first half of 2012.
As at 30 June 2013, the Energy business continues to post, in absolute terms, the most significant EBITDA contribution within the Group's business portfolio.
Once the new photovoltaic park starts operations (scheduled for the last quarter of the year), the power under management will rise to 19.3 MW.
In the second quarter of the year, the Sistavac Group increased its exposure to international markets (through exports and direct local sales), contributing to the 2.6 million euro growth in international turnover from the first half of the year (mainly in refrigeration and HVAC business segments).
The EBITDA performance in Portugal continued to reflect the fixed costs optimization efforts which are being pursued in order to adjust the structure to the decrease experienced in activity levels. Internationally, growth in EBITDA is mainly explained by increased activity in the Brazilian operation.
This business area still encloses potential for additional efficiency gains.
(note: external evaluation reported at 31 December 2011 - Cushman & Wakefield)
Major assets:
| Asset % Shareholding |
||
|---|---|---|
| Norscut | 36.00% | |
| Imosede Fund | 25.85% | |
| Saúde Atlântica (Healthcare) | 50.00% | |
| Lidergraf | 24.50% |
In the reporting period, the main change in this segment regards the sale of 6.51% stake in Imosede Real Estate Investment Fund, which occurred in March 2013, generating a 10 million euro cash inflow.
The Group proceeds with efforts aimed at selling non-strategic assets, in order to foster deleveraging and support future growth plans.
Non-strategic assets, which are available for sale, include:
During the first half of the year, and following the sales guidance set for this group of assets, sales deeds signed amounted to 0.2 million euro.
Addressing current market trends and the demand profile for such type of assets, 50 rental contracts regarding City Flats were signed up to today (with 58 apartments remaining available for sale/rental).
Sonae Capital, SGPS, SA, the Group's holding company, posted a 12,371,328 euro net profit in the half year, compared to a net profit of 813,827 euro in the same period last year, including the significant 12.4 million euro impact from dividends paid by associated undertakings.
As a result of Sonae Capital's share performance during the first half of the year, and in accordance with the approval given at the last Shareholders' General Meeting, Sonae Capital acquired, from 2 January to 24 June 2013, 1,401,405 own shares on NYSE Euronext Lisbon Stock Exchange, at an average price of 0.185 euro per share.
After these transactions, as at 30 June 2013, Sonae Capital held 3,019,115 own shares, representing circa 1.208% of its share capital.
Maia, 30 July 2013 The Board of Directors
Net Debt = Non-Current Loans + Current Loans – Cash and Cash Equivalents – Current Investments.
Capex = Investment in Tangible and Intangible Assets.
30 JUNE 2013
(Translation of a Statement originally issued in Portuguese)
The signatories individually declare that, to their knowledge, the Report of the Board of Directors, the Consolidated and Individual Financial Statements and other accounting documents required by law or regulation were prepared in accordance with applicable International Financial Reporting Standards, and give a true and fair view, in all material respects, of the assets and liabilities, financial position and the consolidated and individual results of Sonae Capital, SGPS, SA, and of the companies included in the consolidation perimeter, where appropriate, and that the Report of the Board of Directors faithfully describes major events that occurred during the first half of 2013 and their impacts, if any, in the business performance and financial position of Sonae Capital, SGPS, SA and of the companies included in the consolidation perimeter, and contains an appropriate description of the major risks and uncertainties that they face.
Maia, 30 July 2013
Belmiro Mendes de Azevedo Ivone Pinho Teixeira Chairman of the Board of Directors Member of the Board of Directors
Maria Cláudia Teixeira de Azevedo Francisco de La Fuente Sánchez Member of the Board of Directors Member of the Board of Directors
Álvaro Carmona e Costa Portela Paulo José Jubilado Soares de Pinho Member of the Board of Directors Member of the Board of Directors
(Article 447 of the Portuguese Companies Act and nr.7 of Article 14 of CMVM Regulation nr.5/2008)
Disclosure of shares and other securities held by Members of the Board of Directors and Fiscal Board and of transactions during the first half 2013 involving shares and other securities:
| Purchases | Sales | Balance as at 30.06.2013 |
||||
|---|---|---|---|---|---|---|
| Date | Quantity | Av. Price € | Quantity | Av. Price € | Quantity | |
| Belmiro Mendes de Azevedo | ||||||
| Efanor Investimentos, SGPS, SA (1) | 49,999,997 | |||||
| (includes 1 share owned by the spouse) | ||||||
| Sonae Capital, SGPS, SA (a) | 838,862 | |||||
| Maria Cláudia Teixeira de Azevedo | ||||||
| Efanor Investimentos, SGPS, SA (1) | 1 | |||||
| Linhacom, SGPS, SA (2) | 99,996 | |||||
| Álvaro Carmona e Costa Portela | ||||||
| Sonae Capital, SGPS, SA | 3,242 | |||||
| Paulo José Jubilado Soares de Pinho | ||||||
| Sonae Capital, SGPS, SA (b) | 20,775 | |||||
| Purchases | Sales | Balance as at 30.06.2013 |
||||
|---|---|---|---|---|---|---|
| Date | Quantity | Av. Price € | Quantity | Av. Price € | Quantity | |
| (1) Efanor Investimentos, SGPS, SA | ||||||
| Sonae Capital, SGPS, SA | 88,859,200 | |||||
| Pareuro, BV (3) | 2,000,000 | |||||
| (2) Linhacom, SGPS, SA | ||||||
| Sonae Capital, SGPS, SA | 43,912 | |||||
| Imparfin, SGPS, SA (4) | 150,000 | |||||
| (3) Pareuro, BV | ||||||
| Sonae Capital, SGPS, SA | 66,600,000 | |||||
| (4) Imparfin, SGPS, SA | ||||||
| Sonae Capital, SGPS, SA | 513,160 | |||||
(a) Includes 1,862 shares owned by the spouse.
(b) Includes 8,125 shares owned by Change Partners, SCR, SA, company where Paulo José Jubilado Soares de Pinho is member of the Board of Directors.
Number of shares held by shareholders owning more than 10%, 33% or 50% of the company's share capital:
Number of shares as at 30.06.2013
| Efanor Investimentos, SGPS, SA (1) | |
|---|---|
| Sonae Capital, SGPS, SA | 88,859,200 |
| Pareuro, BV | 2,000,000 |
| Pareuro, BV |
Sonae Capital, SGPS, SA 66,600,000
(1) Belmiro Mendes de Azevedo is, under the terms of paragraph b number 1 of Article 20 and number 1 of Article 21 of the Portuguese Securities Code, the ultimate beneficial owner, as he holds around 99% of the share capital and voting rights of Efanor Investimentos SGPS, SA, which entirely controls Pareuro BV.
As required by number 1, c) of article 9 of CMVM Regulation Nr. 05/2008, the following shareholders held more than 2% of the company's share capital as at 30 June 2013:
| Shareholder | Nr. of Shares | % of Share Capital |
% of Voting Rights |
|---|---|---|---|
| Efanor Investimentos, SGPS, S.A. (1) | |||
| Directly Owned | 88,859,200 | 35.544% | 35.544% |
| Through Pareuro, BV (controlled by Efanor) | 66,600,000 | 26.640% | 26.640% |
| Through Belmiro Mendes de Azevedo (Chairman of the Board of Directors of Efanor) | 837,000 | 0.335% | 0.335% |
| Through Maria Margarida Carvalhais Teixeira de Azevedo (Member of the Board of Directors of Efanor) |
1,862 | 0.001% | 0.001% |
| Through Linhacom, SGPS, S.A. (controlled by the Member of the Board of Directors of Efanor Maria Cláudia Teixeira de Azevedo) |
43,912 | 0.018% | 0.018% |
| Through Migracom, SGPS, S.A. (controlled by the Member of the Board of Directors of Efanor Duarte Paulo Teixeira de Azevedo) |
161,250 | 0.065% | 0.065% |
| Through descendents of Duarte Paulo Teixeira de Azevedo (Member of the Board of Directors of Efanor) |
411 | 0.000% | 0.000% |
| Through descendents of Nuno Miguel Teixeira de Azevedo (Member of the Board of Directors of Efanor) |
1,312 | 0.001% | 0.001% |
| Total attributable | 156,504,947 | 62.602% | 62.602% |
| CAIXA GEST - Técnicas de Gestão de Fundos, SA Through CXG ACC Portugal Fund (controlled by Caixa Gest) |
3,566,421 | 1.427% | 1.427% |
| Through CXG PPA Fund (controlled by Caixa Gest) | 1,438,218 | 0.575% | 0.575% |
| Total attributable | 5,004,639 | 2.002% | 2.002% |
| Santander Asset Management - Sociedade Gestora de Fundos de Investimento Mobiliários, S A |
|||
| Through Santander Acções Portugal Fund (managed by Santander Asset Management) | 5,214,974 | 2.086% | 2.086% |
| Through Santander PPA Fund (managed by Santander Asset Management) | 484,869 | 0.194% | 0.194% |
| Total attributable | 5,699,843 | 2.280% | 2.280% |
| Blueshore Global Equity Fund | 5,000,000 | 2.000% | 2.000% |
| Total attributable | 5,000,000 | 2.000% | 2.000% |
(1) Belmiro Mendes de Azevedo is, under the terms of paragraph b number 1 of Article 20 and number 1 of Article 21 of the Portuguese Securities Code, the ultimate beneficial owner, as he holds around 99% of the share capital and voting rights of Efanor Investimentos SGPS, SA, which entirely controls Pareuro BV.
30 JUNE 2013
(Amounts expressed in euro)
| ASSETS | Notes | 30.06.2013 | 31.12.2012 |
|---|---|---|---|
| NON-CURRENT ASSETS: | |||
| Tangible assets | 7 | 241,738,868 | 246,117,450 |
| Intangible assets | 7 | 7,609,693 | 7,831,062 |
| Goodwill | 8 | 60,988,643 | 60,988,643 |
| Investments in associated companies | 5 | 8,820,241 | 4,666,035 |
| Other investments | 6 and 9 | 41,119,970 | 50,325,207 |
| Deferred tax assets | 13 | 27,585,939 | 27,849,077 |
| Other non-current assets | 10 | 22,025,734 | 20,481,928 |
| Total non-current assets | 409,889,088 | 418,259,402 | |
| CURRENT ASSETS: | |||
| Stocks | 11 | 189,093,324 | 187,800,644 |
| Trade account receivables and other current assets | 12 | 44,005,787 | 48,109,558 |
| Cash and cash equivalents | 14 | 4,318,092 | 3,244,695 |
| Total Current Assets | 237,417,203 | 239,154,897 | |
| TOTAL ASSETS | 647,306,291 | 657,414,299 | |
| EQUITY AND LIABILITIES | |||
| EQUITY: | |||
| Share capital | 15 | 250,000,000 | 250,000,000 |
| Own Shares | 15 | (525,385) | (264,705) |
| Reserves and retained earnings | 68,488,225 | 76,606,169 | |
| Profit/(Loss) for the year attributable to the equity holders of Sonae | (11,929,132) | (11,092,003) | |
| Capital Equity attributable to the equity holders of Sonae Capital |
306,033,708 | 315,249,461 | |
| Equity attributable to non-controlling interests | 16 | 8,407,418 | 8,707,639 |
| TOTAL EQUITY | 314,441,126 | 323,957,100 | |
| LIABILITIES: | |||
| NON-CURRENT LIABILITIES: | |||
| Loans | 17 | 130,883,977 | 158,675,673 |
| Other non current liabilities | 19 | 4,033,217 | 3,997,310 |
| Deferred tax liabilities | 13 | 13,841,314 | 14,344,526 |
| Provisions | 22 | 3,079,824 | 3,079,824 |
| Total Non-Current Liabilities | 151,838,332 | 180,097,333 | |
| CURRENT LIABILITIES: | |||
| Loans | 17 | 132,218,382 | 100,639,248 |
| Trade creditors and other current liabilities | 21 | 47,640,503 | 51,565,511 |
| Provisions | 22 | 1,167,948 | 1,155,107 |
| Total Current Liabilities | 181,026,833 | 153,359,866 | |
| TOTAL LIABILITIES | 332,865,165 | 333,457,199 | |
| TOTAL EQUITY AND LIABILITIES | 647,306,291 | 657,414,299 |
The accompanying notes are part of these financial statements.
(Amounts expressed in euro)
| Notes | 30.06.2013 | 30.06.2012 | |
|---|---|---|---|
| Sales | 23,132,450 | 23,700,417 | |
| Services rendered | 31,465,974 | 28,207,696 | |
| Other operating income | 3,484,841 | 3,685,390 | |
| Cost of sales | (17,983,399) | (15,955,446) | |
| Changes in stocks of finished goods and work in progress | 1,297,934 | (1,893,209) | |
| External supplies and services | (21,828,702) | (20,937,930) | |
| Staff costs | (17,790,572) | (18,421,420) | |
| Depreciation and amortisation | 7 | (6,713,058) | (7,175,672) |
| Provisions and impairment losses | (584,827) | (126,910) | |
| Other operating expenses | (975,522) | (1,340,437) | |
| Operational profit/(loss) | (6,494,881) | (10,257,521) | |
| Financial Expenses | (5,910,733) | (6,498,152) | |
| Financial Income | 598,610 | 874,677 | |
| Profit/(Loss) in associated undertakings | 5 | 2,442,536 | 3,076,303 |
| Investment income | 513,605 | (1,080,763) | |
| Profit/(Loss) before taxation | (8,850,863) | (13,885,456) | |
| Taxation | 25 | (3,075,964) | 1,090,274 |
| Profit/(Loss) for the year | 26 | (11,926,827) | (12,795,182) |
| Attributable to: | |||
| Equity holders of Sonae Capital | (11,929,132) | (12,450,477) | |
| Non-controlling interests | 16 | 2,305 | (344,705) |
| Profit/(Loss) per share | |||
| Basic | 27 | (0.048092) | (0.049882) |
| Diluted | 27 | (0.048092) | (0.049882) |
The accompanying notes are part of these financial statements.
(Amounts expressed in euro)
| Notes | nd Quarter 13 1 2 |
nd Quarter 12 1 2 |
|
|---|---|---|---|
| Sales | 16,250,249 | 12,073,927 | |
| Services rendered | 13,782,753 | 14,733,382 | |
| Other operating income | 1,804,530 | 2,256,438 | |
| Cost of sales | (10,713,892) | (8,113,136) | |
| Changes in stocks of finished goods and work in progress | 1,688,708 | (919,069) | |
| External supplies and services | (11,830,344) | (10,656,057) | |
| Staff costs | (8,909,468) | (8,609,558) | |
| Depreciation and amortisation | (3,333,024) | (3,608,985) | |
| Provisions and impairment losses | (516,987) | (34,487) | |
| Other operating expenses | (588,775) | (776,981) | |
| Operational profit/(loss) | (2,366,250) | (3,654,526) | |
| Financial Expenses | (3,161,335) | (2,846,763) | |
| Financial Income | 298,492 | 402,390 | |
| Profit/(Loss) in associated undertakings | 1,189,829 | 1,184,243 | |
| Investment income | 189,435 | (1,083,110) | |
| Profit/(Loss) before taxation | (3,849,829) | (5,997,766) | |
| Taxation | (1,643,144) | 108,395 | |
| Profit/(Loss) for the period | (5,492,973) | (5,889,371) | |
| Attributable to: | |||
| Equity holders of Sonae Capital | (5,679,648) | (5,826,596) | |
| Non-controlling interests | 186,675 | (62,775) | |
| Profit/(Loss) per share | |||
| Basic | (0.022913) | (0.023346) | |
| Diluted | (0.022913) | (0.023346) | |
The accompanying notes are part of these financial statements.
1Prepared in accordance with IAS 34 - Interim Financial Reporting and unaudited.
(Amounts expressed in euro)
| 30.06.2013 | 30.06.2012 | |
|---|---|---|
| Consolidated net profit/(loss) for the period | (11,926,827) | (12,795,182) |
| Items that may be reclassified subsequently to net profit / (loss): | ||
| Changes in the currency translation differences | (73,510) | 1,193,096 |
| Share of other comprehensive income of associates and joint ventures accounted for by the equity method (Note 5) |
1,704,670 | 41,262 |
| Change in the fair value of assets available for sale | 833,690 | - |
| Change in the fair value of cash flow hedging derivatives | 714,369 | (353,147) |
| Tax related to other comprehensive income captions | (216,125) | - |
| Other comprehensive income for the period | 2,963,094 | 881,211 |
| Total comprehensive income for the period | (8,963,733) | (11,913,971) |
| Attributable to: | ||
| Equity holders of Sonae Capital Non-controlling interests |
(8,956,162) (7,571) |
(11,549,418) (364,553) |
The accompanying notes are part of these financial statements.
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
(Amounts expressed in euro)
| nd Quarter 13 1 2 |
nd Quarter 12 1 2 |
|
|---|---|---|
| Consolidated net profit/(loss) for the period | (5,492,973) | (5,889,371) |
| Items that may be reclassified subsequently to net profit / (loss): | ||
| Changes in the currency translation differences | (112,159) | 1,201,884 |
| Share of other comprehensive income of associates and joint ventures accounted for by the equity method (Note 5) |
1,190,978 | 511,923 |
| Change in the fair value of assets available for sale | 360,926 | - |
| Change in the fair value of cash flow hedging derivatives | 330,497 | (53,468) |
| Tax related to other comprehensive income captions | (97,934) | - |
| Other comprehensive income for the period | 1,672,308 | 1,660,339 |
| Total comprehensive income for the period | (3,820,665) | (4,229,032) |
| Attributable to: | ||
| Equity holders of Sonae Capital Non-controlling interests |
(3,981,615) 160,950 |
(4,148,448) (80,584) |
The accompanying notes are part of these financial statements.
1 Prepared in accordance with IAS 34 - Interim Financial Reporting and unaudited.
| Attributable to Equity Holders of Sonae Capital | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Share Capital |
Own Shares |
Demerger Reserve (Note 16) |
Translation Reserves |
Fair Value Reserves |
Hedging Reserves |
Other Reserves and Retained Earnings |
Sub total | Net Profit/(Loss) |
Total | Non Controlling Interests |
Total Equity | |
| Balance as at 1 January 2012 | 250,000,000 | (36,143) | 132,638,253 | (1,179,502) | - | (1,737,980) | (55,049,957) | 74,670,814 | 2,994,272 | 327,628,943 | 9,241,777 | 336,870,720 |
| Total consolidated comprehensive income for the period | - | - | - | 1,206,031 | - | (346,234) | 41,262 | 901,059 | (12,450,477) | (11,549,418) | (364,553) | (11,913,971) |
| Appropriation of profit of 2011: | ||||||||||||
| Transfer to legal reserves and retained earnings | - | - | - | - | - | - | 2,994,272 | 2,994,272 | (2,994,272) | - | - | - |
| Acquisition of own shares | - | (62,928) | - | - | - | - | - | - | - | (62,928) | - | (62,928) |
| Changes in the percentage of capital held in affiliated companies | - | - | - | - | - | - | - | - | - | - | - | - |
| Other changes | - | - | - | 309,716 | - | - | (301,098) | 8,618 | - | 8,618 | - | 8,618 |
| Balance as at 30 June 2012 | 250,000,000 | (99,071) | 132,638,253 | 336,245 | - | (2,084,214) | (52,315,521) | 78,574,763 | (12,450,477) | 316,025,215 | 8,877,224 | 324,902,439 |
| Balance as at 1 January 2013 | 250,000,000 | (264,705) | 132,638,253 | (11,486) | 153,082 | (2,337,176) | (53,836,504) | 76,606,169 | (11,092,003) | 315,249,461 | 8,707,639 | 323,957,100 |
| Total consolidated comprehensive income for the period | - | - | - | (51,196) | 617,565 | 701,931 | 1,704,670 | 2,972,970 | (11,929,132) | (8,956,162) | (7,571) | (8,963,733) |
| Appropriation of profit of 2012: | ||||||||||||
| Transfer to legal reserves and retained earnings | - | - | - | - | - | - | (11,092,003) | (11,092,003) | 11,092,003 | - | - | - |
| Dividends paid | - | - | - | - | - | - | - | - | - | - | (291,900) | (291,900) |
| Acquisition of own shares | - | (260,680) | - | - | - | - | - | - | - | (260,680) | - | (260,680) |
| Changes in the percentage of capital held in affiliated companies | - | - | - | - | - | - | 750 | 750 | - | 750 | (750) | - |
| Other changes | - | - | - | - | - | - | 339 | 339 | - | 339 | - | 339 |
| Balance as at 30 June 2013 | 250,000,000 | (525,385) | 132,638,253 | (62,682) | 770,647 | (1,635,245) | (63,222,748) | 68,488,225 | (11,929,132) | 306,033,708 | 8,407,418 | 314,441,126 |
The accompanying notes are part of these financial statements.
CONSOLIDATED STATMENTS OF CASH FLOWS
FOR THE SIX MONTHS PERIODS ENDED 30 JUNE 2013 AND 2012
(Amounts expressed in Euro)
| Notes | 30.06.2013 | 30.06.2012 | nd Quarter 13 1 2 |
nd Quarter 12 1 2 |
|
|---|---|---|---|---|---|
| OPERATING ACTIVITIES: | |||||
| Cash receipts from trade debtors | 52,018,420 | 52,418,213 | 23,512,934 | 24,190,921 | |
| Cash receipts from trade creditors | (39,716,604) | (33,132,608) | (18,132,583) | (13,893,472) | |
| Cash paid to employees | (16,663,470) | (18,719,120) | (9,087,557) | (9,989,555) | |
| Cash flow generated by operations | (4,361,654) | 566,485 | (3,707,206) | 307,894 | |
| Income taxes (paid) / received | (1,865,983) | (467,785) | (1,734,027) | (313,117) | |
| Other cash receipts and (payments) relating to operating activities | 1,896,151 | 935,198 | 1,998,149 | (557,227) | |
| Net cash flow from operating activities (1) | (4,331,486) | 1,033,898 | (3,443,084) | (562,450) | |
| INVESTMENT ACTIVITIES: | |||||
| Cash receipts arising from: | |||||
| Investments | 10,393,862 | 19,485 | - | - | |
| Tangible assets | 770,067 | 168,570 | 505,786 | 163,063 | |
| Intangible assets | 9,417 | - | 9,417 | - | |
| Interest and similar income | 30,453 | 130,543 | 9,779 | 32,540 | |
| Dividends | 158,628 | 147,387 | 158,628 | 147,387 | |
| 11,362,427 | 465,985 | 683,610 | 342,990 | ||
| Cash Payments arising from: | |||||
| Investments | (28,250) | (264,718) | - | (264,718) | |
| Tangible assets | (2,400,855) | (5,936,261) | (525,421) | (3,235,749) | |
| Intangible assets | (64,604) | (12,176) | (37,440) | 1,034 | |
| Loans granted | (465,885) | - | (459,000) | 3,600 | |
| (2,959,594) | (6,213,155) | (1,021,861) | (3,495,833) | ||
| Net cash used in investment activities (2) | 8,402,833 | (5,747,170) | (338,251) | (3,152,843) | |
| FINANCING ACTIVITIES: | |||||
| Cash receipts arising from: | |||||
| Loans obtained | 18,380,478 | 33,603,424 | 10,677,204 | 12,249,861 | |
| 18,380,478 | 33,603,424 | 10,677,204 | 12,249,861 | ||
| Cash Payments arising from: | |||||
| Loans obtained | (13,946,962) | (21,929,669) | (3,031,351) | (5,287,959) | |
| Interest and similar charges | (6,631,195) | (6,601,948) | (2,850,009) | (1,711,587) | |
| Purchase of own shares | (260,680) | (62,927) | (55,959) | (8,011) | |
| (20,838,837) | (28,594,544) | (5,937,319) | (7,007,557) | ||
| Net cash used in financing activities (3) | (2,458,359) | 5,008,880 | 4,739,885 | 5,242,304 | |
| Net increase in cash and cash equivalents (4) = (1) + (2) + (3) | 1,612,988 | 295,608 | 958,550 | 1,527,011 | |
| Effect of foreign exchange rate | 9,859 | (15,712) | 24,009 | (36,950) | |
| Cash and cash equivalents at the beginning of the period | 14 | 2,609,152 | 2,986,070 | 3,277,740 | 1,733,429 |
| Cash and cash equivalents at the end of the period | 14 | 4,212,281 | 3,297,390 | 4,212,281 | 3,297,390 |
The accompanying notes are part of these financial statements.
The Board of Directors
1 Prepared in accordance with IAS 34 - Interim Financial Reporting and unaudited.
SONAE CAPITAL, SGPS, SA ("Company", "Group" or "Sonae Capital") whose head-office is at Lugar do Espido, Via Norte, Apartado 3053, 4471-907 Maia, Portugal, is the parent company of a group of companies, as detailed in Notes 5 to 7 ("Sonae Capital Group") and was set up on 14 December 2007 as a result of the demerger of the shareholding in SC, SGPS, SA (previously named Sonae Capital, SGPS, SA) from Sonae, SGPS, SA, which was approved by the Board of Directors on 8 November 2007 and by the Shareholder's General Meeting held on 14 December 2007.
Reflecting the current management structure, the reporting segments were revised, addressing the three strategic business areas identified in the Group:
The non-strategic assets (including non-tourism real estate assets and financial shareholdings) are included in the segment "Other assets".
The accounting policies adopted are consistent with those used in the financial statements presented for the year ended 31 December 2012.
Interim financial statements were presented quarterly, in accordance with IAS 34 – "Interim Financial Reporting".
The accompanying consolidated financial statements have been prepared from the books and accounting records of the Company and of its affiliated undertakings (Notes 4 to 6), on a going concern basis and under the historical cost convention, except for derivative financial instruments which are stated at fair value.
Changes to international accounting standards that came into force on or after 1 January 2013, did not have material impacts in the financial statements as at 30 June 2013.
Group companies included in the consolidated financial statements, their head offices and percentage of the share capital held by the Group as at 30 June 2013 and 31 December 2012, are as follows:
| Percentage of capital held | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| 30 June 2013 | 31 December 2012 | |||||||||
| Company | Head Office | Direct | Total | Direct | Total | |||||
| Sonae Capital SGPS, SA | Maia | Holding | Holding | Holding | Holding | |||||
| Sonae Turismo | ||||||||||
| Aqualuz - Turismo e Lazer, Lda | a) | Lagos | 100.00% | 100.00% | 100.00% | 100.00% | ||||
| Atlantic Ferries - Traf.Loc.Flu.e Marit., SA | a) | Grândola | 83.41% | 83.41% | 83.41% | 83.41% | ||||
| Casa da Ribeira - Hotelaria e Turismo, SA | a) | Marco de Canaveses |
100.00% | 100.00% | 100.00% | 100.00% | ||||
| Golf Time - Golfe e Inv.Turisticos, SA | a) | Porto | 100.00% | 100.00% | 100.00% | 100.00% | ||||
| Imoareia Investimentos Turísticos,SGPS, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% | ||||
| Imopenínsula - Sociedade Imobiliária, SA | a) | Grândola | 100.00% | 100.00% | 100.00% | 100.00% | ||||
| Imoresort - Sociedade Imobiliária, SA | a) | Grândola | 100.00% | 100.00% | 100.00% | 100.00% | ||||
| Marina de Tróia, SA | a) | Grândola | 100.00% | 100.00% | 100.00% | 100.00% | ||||
| Marmagno-Expl.Hoteleira Imob., SA | a) | Grândola | 100.00% | 100.00% | 100.00% | 100.00% | ||||
| Marvero-Expl.Hoteleira Imob., SA | a) | Grândola | 100.00% | 100.00% | 100.00% | 100.00% | ||||
| Sete e Meio-Investimentos e Consultadoria,SA | a) | Grândola | 100.00% | 100.00% | 100.00% | 100.00% | ||||
| SII - Soberana Investimentos Imobiliários, SA | a) | Grândola | 100.00% | 100.00% | 100.00% | 100.00% | ||||
| Solinca - Health & Fitness, SA | a) | Lisbon | 100.00% | 100.00% | 100.00% | 100.00% | ||||
| Solinca-Investimentos Turísticos, SA | a) | Porto | 100.00% | 100.00% | 100.00% | 100.00% | ||||
| Solinfitness - Club Málaga, SL | a) | Malaga (Spain) | 100.00% | 100.00% | 100.00% | 100.00% |
| Solswim – Gestão e Expl.de Equip. Aquáticos, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
|---|---|---|---|---|---|---|---|
| Soltroia-Imob.de Urb.Turismo de Tróia, SA | a) | Lisbon | 100.00% | 100.00% | 100.00% | 100.00% | |
| Sonae Turismo - SGPS, SA | a) | Porto | 100.00% | 100.00% | 100.00% | 100.00% | |
| Sontur, BV | a) | Amsterdam (The Netherlands) |
100.00% | 100.00% | 100.00% | 100.00% | |
| Tróia Market, SA | a) | Grândola | 100.00% | 100.00% | 100.00% | 100.00% | |
| Tróia Natura, SA | a) | Grândola | 100.00% | 100.00% | 100.00% | 100.00% | |
| Troiaresort - Investimentos Turísticos, SA | a) | Grândola | 100.00% | 100.00% | 100.00% | 100.00% | |
| Troiaverde-Expl.Hoteleira Imob., SA | a) | Grândola | 100.00% | 100.00% | 100.00% | 100.00% | |
| Tulipamar-Expl.Hoteleira Imob., SA | a) | Grândola | 100.00% | 100.00% | 100.00% | 100.00% | |
| Energy | |||||||
| Ecociclo II – Energias, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| Integrum Colombo – Energia, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| Integrum-Energia, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| Integrum Martim Longo - Energia, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| Integrum Vale do Caima- Energia, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| Refrigeration, HVAC | |||||||
| Friengineering, SA | a) | São Paulo (Brazil) |
100.00% | 70.00% | 100.00% | 70.00% | |
| PJP - Equipamento de Refrigeração, Lda | a) | Matosinhos | 100.00% | 70.00% | 100.00% | 70.00% | |
| Sistavac, SGPS, SA | a) | Matosinhos | 70.00% | 70.00% | 70.00% | 70.00% | |
| Sistavac, SA | a) | Matosinhos | 100.00% | 70.00% | 100.00% | 70.00% | |
| SKK-Central de Distr., SA | a) | Porto | 100.00% | 70.00% | 100.00% | 70.00% | |
| Sopair, SA | a) | Madrid (Spain) | 100.00% | 70.00% | 100.00% | 70.00% | |
| Other Assets | |||||||
| Bloco Q-Sociedade Imobiliária, SA | a) | Porto | 100.00% | 100.00% | 100.00% | 100.00% | |
| Bloco W-Sociedade Imobiliária, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% | |
| Centro Residencial da Maia,Urban., SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| Cinclus Imobiliária, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| Contacto Concessões, SGPS, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| Country Club da Maia-Imobiliaria, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| Cronosaúde – Gestão Hospitalar, SA | a) | Porto | 100.00% | 50.00% | 100.00% | 50.00% | |
| Empreend.Imob.Quinta da Azenha, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| 1) | Fundo Especial de Investimento Imobiliário Fechado WTC |
a) | Maia | 99.82% | 99.82% | 99.82% | 99.82% |
| Imobiliária da Cacela, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| Imoclub-Serviços Imobiliários, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| Imodivor - Sociedade Imobiliária, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| 1) | Imoferro-Soc.Imobiliária, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% |
| Imohotel-Emp.Turist.Imobiliários, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| Imoponte-Soc.Imobiliária, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| Imosedas-Imobiliária e Serviços, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| Implantação – Imobiliária, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% |
| Inparvi SGPS, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
|---|---|---|---|---|---|---|---|
| Invesaude – Gestão Hospitalar, SA | a) | Maia | 100.00% | 50.00% | 100.00% | 50.00% | |
| Martimope - Sociedade Imobiliária, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| Porturbe-Edificios e Urbanizações, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| Praedium – Serviços, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| Praedium II-Imobiliária, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| Praedium-SGPS, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| Prédios Privados Imobiliária, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| Predisedas-Predial das Sedas, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| Promessa Sociedade Imobiliária, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| Saúde Atlântica - Gestão Hospitalar, SA | a) | Maia | 50.00% | 50.00% | 50.00% | 50.00% | |
| SC Assets, SGPS, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| SC – Eng. e Promo Imobiliária,SGPS,SA | a) | Porto | 100.00% | 100.00% | 100.00% | 100.00% | |
| Sete e Meio Herdades - Investimentos Agrícolas e Turismo, SA |
a) | Grândola | 100.00% | 100.00% | 100.00% | 100.00% | |
| Société de Tranchage Isoroy SAS | a) | Honfleur (France) |
100.00% | 100.00% | 100.00% | 100.00% | |
| Soconstrução, BV | a) | Amsterdam (The Netherlands) |
100.00% | 100.00% | 100.00% | 100.00% | |
| Soira-Soc.Imobiliária de Ramalde, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| Sótaqua - Soc. de Empreendimentos Turísticos, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| Spinarq–Engenharia, Energia e Ambiente,SA | a) | Luanda (Angola) | 99.90% | 99.90% | 99.90% | 99.90% | |
| Spinveste - Promoção Imobiliária, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| Spinveste-Gestão Imobiliária SGII, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| Spred SGPS, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| Torre São Gabriel-Imobiliária, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| Urbisedas-Imobiliária das Sedas, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| Vistas do Freixo-Emp.Tur.imobiliários,SA | a) | Porto | 100.00% | 100.00% | 100.00% | 100.00% | |
| 1) | World Trade Center Porto, SA | a) | Porto | 100.00% | 100.00% | 100.00% | 100.00% |
| Others | |||||||
| Interlog-SGPS, SA | a) | Lisbon | 98.98% | 98.98% | 98.98% | 98.98% | |
| SC – Sociedade de Consultadoria, SA | a) | Porto | 100.00% | 100.00% | 100.00% | 100.00% | |
| SC-SGPS, SA | a) | Porto | 100.00% | 100.00% | 100.00% | 100.00% | |
| SC Finance, BV | a) | Amsterdam (The Netherlands) |
100.00% | 100.00% | 100.00% | 100.00% | |
| 2) | SKKFOR - Ser.For.e Desen. de Recursos, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 70.00% |
a) Majority of voting rights.
1) Company included in the Sonae Turismo segment in 2012.
2) Company transferred from Sistavac segment to Others segment.
Associated and jointly controlled companies included in the consolidated financial statements, their head offices and the percentage of share capital held by the Group as at 30 June 2013 and 31 December 2012 are as follows:
| Percentage of capital held | ||||||||
|---|---|---|---|---|---|---|---|---|
| 30 June 2013 | 31 December 2012 | Book Value | ||||||
| Company | Head Office |
Direct | Total | Direct | Total | 30 June 2013 |
31 December 2012 |
|
| Other Assets | ||||||||
| Andar - Sociedade Imobiliária, SA | Maia | 50.00% | 50.00% | 50.00% | 50.00% | 471,690 | 637,735 | |
| 1) | Sociedade de Construções do Chile, SA | Maia | 100.00% | 50.00% | 100.00% | 50.00% | - | - |
| 1) | Vastgoed One - Sociedade Imobiliária, SA | Maia | 100.00% | 50.00% | 100.00% | 50.00% | - | - |
| 1) | Vastgoed Sun - Sociedade Imobiliária, SA | Maia | 100.00% | 50.00% | 100.00% | 50.00% | - | - |
| Lidergraf - Artes Gráficas, Lda | Vila do Conde |
24.50% | 24.50% | 24.50% | 24.50% | 551,326 | 510,194 | |
| Norscut - Concessionária de Scut Interior Norte, SA |
Lisbon | 36.00% | 36.00% | 36.00% | 36.00% | 7,773,225 | 3,494,106 | |
| Operscut - Operação e Manutenção de Auto estradas, SA |
Lisbon | 15.00% | 15.00% | 15.00% | 15.00% | 24,000 | 24,000 | |
| Total | 8,820,241 | 4,666,035 |
1) Null investment values result from the adoption of the equity method in Andar – Sociedade Imobiliária, SA, holder of all of these investments.
Associated and jointly controlled companies are consolidated using the equity method.
Nil balances shown result from the reduction to acquisition cost of amounts determined by the equity method, discontinuing the recognition of its part of additional losses under the terms of IAS 28.
As at 30 June 2013 and 31 December 2012, aggregate values of main financial indicators of associated and jointly controlled companies can be analyzed as follows:
| 30 June 2013 | 31 December 2012 | |
|---|---|---|
| Total Assets | 672,947,527 | 684,639,926 |
| Total Liabilities | 605,044,322 | 628,141,343 |
| Income | 61,661,590 | 123,046,279 |
| Expenses | 54,058,390 | 114,807,275 |
During the periods ended 30 June 2013 and 2012, movements in investments and associated companies may be summarized as follows:
| 30 June 2013 | 30 June 2012 | |
|---|---|---|
| Opening balance as at 1 January | 4,697,978 | 60,092,179 |
| Acquisitions in the period | 7,000 | 195,600 |
| Equity method | 4,147,206 | 3,117,565 |
| Closing balance as at 30 June | 8,852,184 | 63,405,344 |
| Accumulated impairment losses (Note 22) | (31,943) | (31,943) |
| 8,820,241 | 63,373,401 |
The use of the equity method had the following impacts: 2,442,536 euro recorded on share of results of associated undertakings (3.076.303 euro at 30 June 2012), and 1,704,670 euro in changes in reserves (41,262 euro at 30 June 2012).
The significant change in the value of this caption between 30 June 2012 and 30 June 2013, is due to Sonae Capital's loss of significant influence in the Imosede Fund after 1 July 2012, date from which it is accounted as an available for sale financial asset.
Group companies, jointly controlled companies and associated companies excluded from consolidation, their head offices, percentage of share capital held and book value as at 30 June 2013 and 31 December 2012 are made up as follows:
| Percentage of capital held | ||||||||
|---|---|---|---|---|---|---|---|---|
| 30 June 2013 | 31 December 2012 | |||||||
| Company | Head Office | Direct | Total | Direct | Total | 30 June 2013 | 31 December 2012 | |
| Tourism | ||||||||
| Infratroia – Emp. de Infraest. de Troia, E.N. |
Grândola | 25,90% | 25,90% | 25,90% | 25,90% | 64,747 | 64,747 | |
| Other Assets | ||||||||
| Fundo de Investimento Imobiliário Fechado Imosede |
Maia | 25,85% | 25,85% | 32,36% | 32,36% | 40,231,751 | 49,286,915 | |
| Fundo de Investimento Imobiliário Imosonae Dois |
Maia | 0,06% | 0,06% | 0,06% | 0,06% | 124,934 | 124,934 | |
| Net, SA | Lisbon | 2,80% | 2,80% | 2,80% | 2,80% | 11,132 | 11,132 | |
| 1) | Sear - Sociedade Europeia de Arroz, SA | Santiago do Cacém |
- | - | 15,00% | 15,00% | - | 150,031 |
| Fundo de Capital de Risco F-HITEC | Lisbon | 7,14% | 7,14% | 7,14% | 7,14% | 250,000 | 250,000 | |
| Other investments | 437,406 | 437,448 | ||||||
| Total (Note 9) | 41,119,970 | 50,325,207 |
1) Company disposed in the period.
Null balances shown above result from deduction of impairment losses from related investments.
During the six months period ended 30 June 2013, movements in tangible and intangible fixed assets as well as in depreciation and accumulated impairment losses, are made up as follows:
| Tangible Assets | |||||
|---|---|---|---|---|---|
| Land and Buildings |
Equipment | Other Tangible Assets |
Tangible Assets in progress |
Total Tangible Assets |
|
| Gross Cost: | |||||
| Opening balance as at 1 January 2013 | 224,267,701 | 150,245,365 | 2,416,107 | 12,105,832 | 389,035,005 |
| Changes in consolidation perimeter | - | - | - | - | - |
| Capital expenditure | 56,682 | 64,181 | 13,172 | 2,147,218 | 2,281,253 |
| Disposals | (165,076) | (1,366,421) | (18,312) | - | (1,549,809) |
| Exchange rate effect | - | (3,101) | (3,942) | - | (7,043) |
| Transfers | 3,273 | 775,134 | (482,934) | (1,053,212) | (757,739) |
| Closing balance as at 30 June 2013 | 224,162,580 | 149,715,158 | 1,924,091 | 13,199,838 | 389,001,667 |
| Accumulated depreciation and impairment losses |
|||||
| Opening balance as at 1 January 2013 | 83,711,012 | 57,189,806 | 2,016,737 | - | 142,917,555 |
| Changes in consolidation perimeter | - | - | - | - | - |
| Charges for the period | 1,261,467 | 5,163,070 | 32,368 | - | 6,456,905 |
| Disposals | (20,935) | (1,264,645) | (18,341) | - | (1,303,921) |
| Exchange rate effect | - | (2,794) | (2,331) | - | (5,125) |
| Transfers | - | (315,925) | (486,690) | - | (802,615) |
| Closing balance as at 30 June 2013 | 84,951,544 | 60,769,512 | 1,541,743 | - | 147,262,799 |
| Carrying amount as at 1 January 2013 | 140,556,689 | 93,055,559 | 399,370 | 12,105,832 | 246,117,450 |
| Carrying amount as at 30 June 2013 | 139,211,036 | 88,945,646 | 382,348 | 13,199,838 | 241,738,868 |
Major amounts included in the caption Tangible assets in progress, refer to the following projects:
| 30 June 2013 | 31 December 2012 | |||
|---|---|---|---|---|
| Tróia | 7,374,064 | 7,316,889 | ||
| Photovoltaic Project | 4,550,498 | 3,260,000 | ||
| Others | 1,275,276 | 1,528,943 | ||
| 13,199,838 | 12,105,832 |
| Intangible Assets | |||||
|---|---|---|---|---|---|
| Patents and other similar rights |
Software | Other Intangible Assets |
Intangible Assets in progress |
Total Intangible Assets |
|
| Gross Cost: | |||||
| Opening balance as at 1 January 2013 | 7,988,257 | 1,607,278 | 9,422 | 645,440 | 10,250,397 |
| Changes in consolidation perimeter | - | - | - | - | - |
| Capital expenditure | - | 1,257 | - | 44,747 | 46,004 |
| Disposals | (15,868) | (11,639) | - | - | (27,507) |
| Exchange rate effect | - | (1,209) | - | - | (1,209) |
| Transfers | 3,117 | 553,438 | - | (552,846) | 3,709 |
| Closing balance as at 30 June 2013 | 7,975,506 | 2,149,126 | 9,422 | 137,341 | 10,271,395 |
| Accumulated depreciation and impairment losses |
|||||
| Opening balance as at 1 January 2013 | 1,172,261 | 1,238,920 | 8,155 | - | 2,419,336 |
| Changes in consolidation perimeter | - | - | - | - | - |
| Charges for the period | 98,503 | 157,332 | 317 | - | 256,152 |
| Disposals | (6,669) | (6,390) | - | - | (13,060) |
| Exchange rate effect | - | (726) | - | - | (726) |
| Transfers | - | - | - | - | - |
| Closing balance as at 30 June 2013 | 1,264,095 | 1,389,135 | 8,472 | - | 2,661,702 |
| Carrying amount as at 1 January 2013 | 6,815,996 | 368,359 | 1,267 | 645,440 | 7,831,062 |
As at 30 June 2013 net assets of Troia Marina amount to 6,216,130 euro (6,290,637 euro as at 31 December 2012).
Carrying amount as at 30 June 2013 6,711,411 759,991 950 137,341 7,609,693
During the periods ended 30 June 2013 and 31 December 2012, movements in goodwill, as well as in corresponding impairment losses, are as follows:
| 30 June 2013 | 31 December 2012 | |
|---|---|---|
| Gross amount: | ||
| Opening balance | 62,290,239 | 62,330,108 |
| Decreases - disposals of affilieted companies | - | (39,869) |
| Closing balance | 62,290,239 | 62,290,239 |
| Accumulated impairment losses: | ||
| Opening balance | 1,301,596 | 1,301,596 |
| Closing balance | 1,301,596 | 1,301,596 |
| Total | 60,988,643 | - 60,988,643 |
As at 30 June 2013, movements in investments were as follows:
| 30 June 2013 | |||
|---|---|---|---|
| Non current | Current | ||
| Investiments recorded at cost | |||
| Opening balance as at 1 January | 8,223,418 | - | |
| Disposals in the period | (150,031) | - | |
| Transfers | (42) | - | |
| Closing balance as at 30 June | 8,073,345 | - | |
| Accumulated impairment losses (Note 22) | (7,707,935) | - | |
| 365,410 | - | ||
| Investments held for sale | |||
| Fair value as at 1 January | 49,938,723 | - | |
| Disposals in the period | (9,919,661) | - | |
| Increase/(Decrease) in fair value | 864,497 | - | |
| Transfers | - | - | |
| Fair value as at 30 June | 40,883,559 | - | |
| Accumulated impairment losses (Note 22) | (128,999) | - | |
| Fair value (net of impairment losses) as at 30 June | 40,754,560 | - | |
| Other Investments (Note 6) | 41,119,970 | - |
The amounts shown under fair value related to the Imosede Fund.
The Imosede Fund is accounted as an available for sale asset, measured at fair value. For the remaining investment under this heading, the Group considers that it is not reasonable to estimate a fair value, as there is no observable market data.
These investments are recorded at acquisition cost less impairment losses.
As at 30 June 2013 and 31 December 2012, other non-current assets are detailed as follows:
| 30 June 2013 | 31 December 2012 | |
|---|---|---|
| Loans granted to related parties | ||
| Norscut - Concessionária de Scut Interior Norte, SA | 17,740,756 | 16,646,298 |
| Others | 618,188 | 215,303 |
| 18,358,944 | 16,861,601 | |
| Impairment losses (Note 22) | (34,916) | (34,916) |
| 18,324,028 | 16,826,685 | |
| Trade accounts receivable and other debtors | ||
| Sale of financial investments | 2,457,493 | 2,457,493 |
| Others | 1,244,213 | 1,197,750 |
| Impairment losses (Note 22) | - | - |
| 3,701,706 | 3,655,243 | |
| Other non current assets | 22,025,734 | 20,481,928 |
Stocks as at 30 June 2013 and 31 December 2012 can be detailed as follows, highlighting the value attributable to real estate developments:
| 30 June 2013 | 31 December 2012 | |||
|---|---|---|---|---|
| Total | of which Real Estate Developments |
Total | of which Real Estate Developments |
|
| Raw materials, by-products and consumables | 2,010,837 | - | 1,268,569 | - |
| Goods for sale | 32,303,817 | 30,684,172 | 33,039,474 | 30,781,226 |
| Finished goods | 75,022,178 | 75,022,178 | 76,347,355 | 76,347,355 |
| Work in progress | 83,203,870 | 78,121,573 | 80,592,327 | 78,222,630 |
| Payments on account | 68,459 | - | 68,459 | - |
| 192,609,161 | 183,827,923 | 191,316,184 | 185,351,211 | |
| Accumulated impairment losses on stocks (Note 22) | (3,515,837) | (3,434,621) | (3,515,540) | (3,434,621) |
| 189,093,324 | 180,393,302 | 187,800,644 | 181,916,590 |
As at 30 June 2013 and 31 December 2012, trade accounts receivable and other current assets are detailed as follows:
| 30 June 2013 | 31 December 2012 | |
|---|---|---|
| Trade accounts receivable | 26,389,740 | 28,916,378 |
| Accumulated impairment losses on trade debtors (Note 22) | (5,746,040) | (5,441,095) |
| 20,643,700 | 23,475,283 | |
| Taxes recoverable | 10,655,075 | 12,380,617 |
| Loans granted to and other amounts to be received from related parties | 119,077 | 68,102 |
| Other current assets | ||
| Suppliers with a debtor balance | 953,086 | 1,240,239 |
| Other debtors | 10,345,868 | 10,042,786 |
| Accounts receivable from the sale of financial investments | 24,203,831 | 24,203,831 |
| Accounts receivable from the sale of tangible assets | 11,329 | 14,720 |
| Interest receivable | 660,366 | 1,195,981 |
| Deferred costs - Rents | 240,400 | 292,513 |
| Deferred costs - External supplies and services | 753,257 | 756,891 |
| Other current assets | 3,285,664 | 2,304,951 |
| 40,453,801 | 40,051,912 | |
| Accumulated impairment losses on other current assets (Note 22) | (27,865,866) | (27,866,356) |
| Trade accounts receivable and other current assets | 44,005,787 | 48,109,558 |
Deferred tax assets and liabilities as at 30 June 2013 and 31 December 2012 can be detailed as follows, split between the different types of temporary differences:
| Deferred tax assets | Deferred tax liabilities | |||
|---|---|---|---|---|
| 30 June 2013 | 31 December 2012 |
30 June 2013 | 31 December 2012 |
|
| Amortisation and Depreciation harmonisation adjustments | 1,000,029 | 1,019,814 | 2,768,239 | 2,440,744 |
| Provisions and impairment losses of non-tax deductible | 9,806,305 | 9,907,502 | 40,234 | 40,234 |
| Write off of tangible and intangible assets | 486,126 | 620,196 | - | - |
| Write off of accruals | 209,947 | 273,593 | - | - |
| Revaluation of tangible assets | - | - | 113,021 | 113,359 |
| Tax losses carried forward | 15,874,393 | 15,800,521 | - | - |
| Financial instruments | - | - | 1,782,042 | 2,590,303 |
| Write off of stocks | - | - | 1,020,906 | 1,020,906 |
| Taxable temporary differences arising from the fair value of non-current liabilities |
- | - | 7,743,554 | 7,746,432 |
| Others | 209,139 | 227,451 | 373,318 | 392,548 |
| 27,585,939 | 27,849,077 | 13,841,314 | 14,344,526 |
In accordance with the tax statements presented by companies that recorded deferred tax assets arising from tax losses carried forward, as at 30 June 2013 and 31 December 2012, and using exchange rates effective at that time, tax losses carried forward can be summarized as follows:
| 30 June 2013 | 31 December 2012 | |||||
|---|---|---|---|---|---|---|
| Tax losses carried forward |
Deferred tax assets |
Time limit |
Tax losses carried forward |
Deferred tax assets |
Time limit |
|
| With limited time use | ||||||
| Generated in 2007 | 1,319,229 | 329,807 | 2013 | 1,416,550 | 354,137 | 2013 |
| Generated in 2008 | 1,426,557 | 356,639 | 2014 | 1,426,557 | 356,639 | 2014 |
| Generated in 2009 | 6,448,363 | 1,612,091 | 2015 | 6,448,363 | 1,612,091 | 2015 |
| Generated in 2010 | 18,344,038 | 4,586,009 | 2014 | 18,343,706 | 4,585,927 | 2014 |
| Generated in 2011 | 18,076,637 | 4,519,159 | 2015 | 18,076,637 | 4,519,159 | 2015 |
| Generated in 2012 | 16,115,902 | 4,028,976 | 2017 | 16,718,251 | 4,179,563 | 2017 |
| Generated in 2013 | 994,825 | 248,706 | 2018 | - | - | |
| 62,725,551 | 15,681,387 | 62,430,063 | 15,607,516 | |||
| With a time limit different from the above mentioned |
569,640 | 193,005 | 569,640 | 193,005 | ||
| 63,295,191 | 15,874,392 | 62,999,704 | 15,800,521 |
As at 30 June 2013 and 31 December 2012, deferred tax assets resulting from tax losses carried forward were re-assessed. Deferred tax assets have only been recorded to the extent that future profits will arise which may be offset against available tax losses or against deductible temporary differences.
As at 30 June 2013, tax losses carried forward amounting to 178,952,188 euro (177,450,385 euro as at 31 December 2012), have not originated deferred tax assets for prudential reasons and are detailed as follows:
| 30 June 2013 | 31 December 2012 | |||||
|---|---|---|---|---|---|---|
| Tax losses carried forward |
Tax Credit | Time limit |
Tax losses carried forward |
Tax Credit | Time limit |
|
| With limited time use | ||||||
| Generated in 2007 | 15,307,273 | 3,826,818 | 2013 | 17,895,099 | 4,473,774 | 2013 |
| Generated in 2008 | 34,158,135 | 8,539,534 | 2014 | 37,294,794 | 9,323,699 | 2014 |
| Generated in 2009 | 35,717,928 | 8,929,482 | 2015 | 42,270,653 | 10,567,664 | 2015 |
| Generated in 2010 | 16,425,618 | 4,106,656 | 2014 | 17,922,419 | 4,480,605 | 2014 |
| Generated in 2011 | 18,110,478 | 4,527,619 | 2015 | 19,698,860 | 4,924,715 | 2015 |
| Generated in 2012 | 19,612,047 | 4,903,011 | 2017 | 22,854,282 | 5,713,579 | 2017 |
| Generated in 2013 | 19,524,520 | 4,881,130 | 2018 | - | - | |
| 158,855,999 | 39,714,250 | 157,936,107 | 39,484,036 | |||
| Without limited time use | 1,186,715 | 395,532 | 1,186,715 | 395,532 | ||
| With a time limit different from the above mentioned |
18,909,474 | 5,583,967 | 18,327,563 | 5,427,546 | ||
| 20,096,189 | 5,979,499 | 19,514,278 | 5,823,079 | |||
| 178,952,188 | 45,693,749 | 177,450,385 | 45,307,115 |
As at 30 June 2013 and 31 December 2012, cash and cash equivalents can be detailed as follows:
| 30 June 2013 | 31 December 2012 | |
|---|---|---|
| Cash at hand | 227,613 | 161,516 |
| Bank deposits | 4,090,479 | 3,083,179 |
| Treasury applications | - | - |
| Cash and cash equivalents on the balance sheet | 4,318,092 | 3,244,695 |
| Bank overdrafts - (Note 17) | (105,811) | (135,542) |
| Guarantee deposit | - | (500,000) |
| Cash and cash equivalents in the statement of cash-flows | 4,212,281 | 2,609,152 |
Bank overdrafts include creditor balances of current accounts in financial institutions, and are disclosed in the balance sheet under current bank loans (Note 17).
The share capital of Sonae Capital SGPS, SA is represented by 250,000,000 ordinary shares, which do not have the right to a fixed remuneration, with a nominal value of 1 euro each.
The demerger originated a reserve in the amount of 132,638,253 euro, which has a treatment similar to that of a Legal Reserve. According to Company Law, it cannot be distributed to shareholders, unless the company is liquidated, but can be used to make good prior year losses, once other reserves have been used fully, or for capital increases.
As at 30 June 2013, Sonae Capital SGPS, S.A. owns 3,001,715 own shares (1,600,310 own shares at 31 December 2012) booked for 525,385 euro (264,705 euro at 31 December 2012).
Movements in non-controlling interests in the periods ended 30 June 2013 and 31 December 2012 are as follows:
| 30 June 2013 | 31 December 2012 | |
|---|---|---|
| Opening balance as at 1 January | 8,707,639 | 9,241,777 |
| Changes in hedging reserves | 12,438 | 9,230 |
| Changes in the percentage of capital held in affiliated companies |
- | 119,556 |
| Changes resulting from currency translation | (22,314) | (23,677) |
| Dividends paid | (291,900) | - |
| Others | (750) | (4,431) |
| Profit for the period attributable to minority interests | 2,305 | (634,816) |
| Closing balance | 8,407,418 | 8,707,639 |
As at 30 June 2013 and 31 December 2012, Borrowings are made up as follows:
| 30 June 2013 | 31 December 2012 | ||||
|---|---|---|---|---|---|
| Outstanding amount | Outstanding amount | Repayable on | |||
| Current | Non Current | Current | Non Current | ||
| Bank loans | |||||
| Sonae Capital SGPS - commercial paper a) | - | - | 10,000,000 | - | Mar/2013 |
| Sonae Capital SGPS - commercial paper b) | 68,500,000 | - | 58,450,000 | - | Mar/2018 |
| Sonae Capital SGPS - commercial paper e) | 8,250,000 | - | - | 8,250,000 | Jan/2014 |
| Sonae Capital SGPS - commercial paper c) | 29,700,000 | - | 23,950,000 | - | Aug/2016 |
| Sonae Capital SGPS - commercial paper f) | 3,400,000 | - | 2,000,000 | - | Feb/2016 |
| Sonae Capital SGPS - commercial paper d) | - | 30,000,000 | - | 30,000,000 | Dec/2017 |
| Sonae Capital SGPS g) | 7,000,000 | 24,000,000 | 2,000,000 | 31,000,000 | Jun/2017 |
| Up-front fees | - | (262,363) | - | (317,336) | |
| Others | 1,616,215 | 970,982 | 401,786 | 1,207,589 | |
| 118,466,215 | 54,708,619 | 96,801,786 | 70,140,254 | ||
| Bank overdrafts (Note 14) | 105,811 | - | 135,542 | - | |
| Bank loans | 118,572,026 | 54,708,619 | 96,937,328 | 70,140,254 | |
| Bond Loans | |||||
| Sonae Capital 2011/2016 Bonds | 10,000,000 | - | - | 10,000,000 | Jan/2016 |
| SC, SGPS, S.A. 2008/2018 Bonds | - | 50,000,000 | - | 50,000,000 | Mar/2018 |
| Up-front fees | (7,719) | (277,903) | - | (344,029) | |
| Bond Loans | 9,992,281 | 49,722,097 | - | 59,655,971 | |
| Other loans | 686,968 | 1,459,820 | 689,568 | 1,803,305 | |
| Derivatives (Note 18) | 123,694 | 1,881,801 | 199,115 | 2,532,557 | |
| Obligations under finance leases | 2,843,413 | 23,219,580 | 2,813,237 | 24,657,747 | |
| Up-front fees on finance leases | - | (107,941) | - | (114,159) | |
| 132,218,382 | 130,883,977 | 100,639,248 | 158,675,674 |
a) Commercial paper programme, with subscription guarantee, issued on 14 March 2008 and valid for a 5 year period.
b) Short term commercial paper programme, issued on 28 March 2008 and valid for a 10 year period, which may be extended at the option of Sonae Capital. Placed in investors or financial institutions and guaranteed by credit lines, with commitment of at least six months to a year, placed in relationship banks.
c) Commercial paper programme, with subscription guarantee, issued on 31 March 2011 and valid up to August 2016.
d) Commercial paper programme, with subscription guarantee, issued on 27 December 2012 and valid up to December 2017. e) Short term commercial paper programme, with subscription guarantee, issued on 30 December 2010, with annual renewals up to 3
years.
f) Short term commercial paper programme, with subscription guarantee, issued on 17 February 2011, with annual renewals up to a maximum of 5 years.
g) Bank loan guarantee by a mortgage on real estate, started on 2 June 2011 and valid for a 6 year period, with annual payments.
As at 30 June 2013, borrowings of the Group were as follows:
SC, SGPS, SA, 2008/2018 bond loan in the amount of 50,000,000 euro, with a 10 year maturity, and a sole reimbursement on 3 March 2018, except if the reimbursement is anticipated, fully or partially, which can happen on 3 March 2016. This bond loan bears interest every six months.
Sonae Capital SGPS - 2011/2016 bond loan in the amount of 10,000,000 euro, with a 5 year maturity, and a sole reimbursement on 17 January 2016, except if the reimbursement is anticipated, fully or partially, which can happen on 17 January 2014. This bond loan bears interest every six months.
The interest rate on bonds in force on 30 June 2013 was on average 3.495%.
Bank loans pay interest rates that are indexed to the Euribor market rates of the period, and its fair value is considered close to its book value.
Other non-current loans include reimbursable grants to affiliated undertakings, which do not bear interest.
Other current loans include bills receivable not yet due.
The repayment schedule of the nominal value of borrowings may be summarised as follows:
| 30 June 2013 | 31 December 2012 | ||||
|---|---|---|---|---|---|
| Nominal value | Interest | Nominal value | Interest | ||
| N+1 a) | 132,102,407 | 7,640,858 | 100,440,133 | 8,393,490 | |
| N+2 | 11,023,522 | 5,693,167 | 19,279,012 | 7,208,617 | |
| N+3 | 10,770,698 | 4,080,764 | 11,002,099 | 5,941,516 | |
| N+4 | 13,250,470 | 3,098,495 | 20,447,129 | 3,713,646 | |
| N+5 | 82,968,298 | 2,435,212 | 43,053,564 | 2,875,583 | |
| After N+5 | 11,637,395 | 508,624 | 63,136,837 | 1,010,080 | |
| 261,752,790 | 23,457,120 | 257,358,774 | 29,142,932 |
a) Includes amounts drawn under commercial paper programmes. Of the total amount maturing in N+1, 31% concerns to commercial paper taken under lines of credit with commitment exceeding one year. Taking into account the policies and measures to manage liquidity risk, no risks that could jeopardize the continuity of operations are anticipated.
Hedging instruments used by the Group as at 30 June 2013 were mainly interest rate options (cashflow hedges) contracted with the goal of hedging interest rate risks on loans in the amount of 55,000,000 euro, whose fair value of 2,005,405 euro (2,731,672 euro at 31 December 2012) is recorded as liabilities. As at 30 June 2013 and 31 December 2012, all derivatives are hedging derivatives.
These interest rate hedging instruments are valued at fair value as at the balance sheet date, determined by valuations made by the Group using derivative valuation calculation schedules and external valuations when these schedules do not permit the valuation of certain instruments. For options, fair value is determined using the Black-Scholes model and its variants.
The fair value of derivatives is calculated using valuation models based on assumptions which are confirmed by market benchmarks, thus complying with level 2 requirements set on the IFRS 7.
Risk coverage guidelines generally used by the Group in contractually arranged hedging instruments are as follows:
Counterparts for derivatives are selected based on their financial strength and credit risk profile, with this profile being generally measured by a rating note attributed by rating agencies of recognized merit. Counterparts for derivatives are top level, highly prestigious financial institutions which are recognized nationally and internationally.
The fair value of derivatives is as follows:
| Assets | Liabilities | |||
|---|---|---|---|---|
| 30 June 2013 | 31 December 2012 | 30 June 2013 | 31 December 2012 | |
| Non-Hedge accounting derivatives | ||||
| Interest rate | - | - | - | - |
| Hedge accounting derivatives | ||||
| Interest rate (Note 17) | - | - | 2,005,495 | 2,731,672 |
| Other derivatives | - | - | - | - |
| - | - | 2,005,495 | 2,731,672 | |
As at 30 June 2013 and 31 December 2012 other current liabilities can be detailed as follows:
| 30 June 2013 | 31 December 2012 | |
|---|---|---|
| Loans and other amounts payable to related parties | ||
| Plaza Mayor Parque de Ocio, SA | 2,123,454 | 2,153,861 |
| Others | 1,314,645 | 1,314,645 |
| 3,438,099 | 3,468,506 | |
| Other creditors | ||
| Creditors in the restructuring process of Torralta | 432,948 | 410,844 |
| Others | - | - |
| 432,948 | 410,844 | |
| Deferred income | ||
| Obligations by share-based payments (Note 20) | 162,170 | 117,960 |
| 162,170 | 117,960 | |
| Other non current liabilities | 4,033,217 | 3,997,310 |
In 2012 and in previous years, the Sonae Capital Group granted deferred performance bonuses to employees, based on shares of Sonae Capital SGPS, SA to be acquired at nil cost, three years after they were attributed to the employee. In any case, the acquisition can be exercised during the period commencing on the third anniversary of the grant date and the end of that year. The company has the choice to settle in cash instead of shares. The option can only be exercised if the employee still works for the Sonae Capital Group on the vesting date.
As at 30 June 2013 and 31 December 2012, the market value of total liabilities arising from sharebased payments, which have not yet vested, may be summarised as follows:
| Year of | Vesting | Number of | Fair Value | ||
|---|---|---|---|---|---|
| grant | year | participants | 30 June 2013 | 31 December 2012 | |
| Shares | |||||
| 2010 | 2013 | - | - | 24,585 | |
| 2011 | 2014 | 2 | 58,347 | 42,203 | |
| 2012 | 2015 | 8 | 243,699 | 195,897 | |
| 2013 | 2016 | 8 | 275,699 | - | |
| Total | 577,745 | 262,685 | |||
As at 30 June 2013 and 31 December 2012, the financial statements include the following amounts corresponding to the period elapsed between the date of granting and those dates for each deferred bonus plan, which have not yet vested:
| 30 June 2013 | 31 December 2012 | |
|---|---|---|
| Other non current liabilities | 162,171 | 117,960 |
| Other current liabilities | 58,347 | 30,794 |
| Reserves | 110,935 | 129,184 |
| Staff Costs | 109,583 | 19,570 |
As at 30 June 2013 and 31 December 2012 trade accounts payable can be detailed as follows:
| 30 June 2013 | 31 December 2012 | |
|---|---|---|
| Trade creditors Fixed assets suppliers Advances from customers and down payments Other creditors Taxes and contributions payable Staff costs Deferred income for services rendered Interest payable Investment aid Other liabilities |
16,096,573 | 17,589,482 |
| Loans granted by and other payables to related parties Other current liabilities |
464,160 | 117,793 |
| 253,756 | 1,096,072 | |
| 1,951,834 | 1,968,241 | |
| 1,577,751 | 1,267,761 | |
| 6,200,104 | 6,727,194 | |
| 6,054,578 | 5,256,361 | |
| 1,476,382 | 5,632,274 | |
| 1,056,543 | 1,009,851 | |
| 1,648,908 | 1,664,142 | |
| 10,859,914 | 9,236,340 | |
| 31,079,770 | 33,858,236 | |
| Trade accounts payable and other current liabilities | 47,640,503 | 51,565,511 |
Movements in provisions and accumulated impairment losses over the period ended 30 June 2013 were as follows:
| Captions | Balance as at 1 January 2013 |
Increases | Decreases | Utilisations | Balance as at 30 June 2013 |
|---|---|---|---|---|---|
| Accumulated impairment losses on: | |||||
| Other Investments (Notes 5 and 9) | 7,868,877 | - | - | - | 7,868,877 |
| Other non current assets (Note 10) | 34,916 | - | - | - | 34,916 |
| Trade accounts receivable (Note 12) | 5,441,095 | 571,986 | (233,299) | (33,744) | 5,746,037 |
| Other current debtors (Note 12) | 27,866,356 | - | (490) | - | 27,865,866 |
| Stocks (Note 11) | 3,515,540 | 592 | (295) | - | 3,515,837 |
| Non current provisions | 3,079,824 | - | - | - | 3,079,824 |
| Current provisions | 1,155,107 | 12,841 | - | - | 1,167,948 |
| 48,961,714 | 585,419 | (234,085) | (33,744) | 49,279,304 |
As at 30 June 2013 and 31 December 2012 detail of other provisions was as follows:
| 30 June 2013 | 31 December 2012 | |
|---|---|---|
| Judicial claims | 1,792,273 | 1,792,273 |
| Others | 2,455,499 | 2,442,657 |
| 4,247,772 | 4,234,930 |
Impairment losses are deducted from the book value of the corresponding asset.
As at 30 June 2013 and 31 December 2012 the most important contingent liabilities referred to guarantees given and were made up as follows:
| 30 June 2013 | 31 December 2012 | |
|---|---|---|
| Guarantees given: | ||
| on VAT reimbursements | 5,120,096 | 4,988,723 |
| on tax claims | 4,105,435 | 4,126,605 |
| on municipal claims | 2,884,505 | 3,100,248 |
| Others | 12,474,641 | 12,837,588 |
| Others include the following guarantees: |
5,452,632 euro as at 30 June 2013 (5,658,660 euro as at 31 December 2012) of guarantees on construction works given to clients;
5,581,280 euro as at 30 June 2013 and as at 31 December 2012 of guarantees given concerning building permits in the Tourism business.
The Group has not registered provisions for the events/disagreements for which these guarantees were given since the Group believes that the above mentioned events will not result in a loss for the Group.
Balances and transactions with related parties are detailed as follows:
| Sales and services rendered | Purchases and services obtained | |||
|---|---|---|---|---|
| Transactions | 30 June 2013 | 30 June 2012 | 30 June 2013 | 30 June 2012 |
| Parent company (a) | - | - | - | - |
| Associated companies | - | 272,753 | 11,327 | 185,554 |
| Other partners and Group companies (b) | 11,878,841 | 9,287,045 | 3,028,860 | 3,255,452 |
| 11,878,841 | 9,559,798 | 3,040,187 | 3,441,006 |
| Interest income | Interest expenses | |||
|---|---|---|---|---|
| Transactions | 30 June 2013 | 30 June 2012 | 30 June 2013 | 30 June 2012 |
| Parent company (a) | - | - | - | - |
| Associated companies | 459,982 | 554,304 | - | - |
| Other partners and Group companies (b) | - | - | 70,311 | 71,517 |
| 459,982 | 554,304 | 70,311 | 71,517 |
| Accounts receivable | Accounts payable | |||
|---|---|---|---|---|
| Balances | 30 June 2013 | 31 December 2012 | 30 June 2013 | 31 December 2012 |
| Parent company (a) | - | - | - | - |
| Associated companies | 459,982 | 1,101,343 | 227,272 | 4,932 |
| Other partners and Group companies (b) | 6,711,298 | 13,671,174 | 1,973,908 | 2,673,449 |
| 7,171,280 | 14,772,517 | 2,201,180 | 2,678,381 |
| Loans obtained | Loans granted | |||
|---|---|---|---|---|
| Balances | 30 June 2013 | 31 December 2012 | 30 June 2013 | 31 December 2012 |
| Parent company (a) | - | - | - | - |
| Associated companies | - | - | 18,387,028 | 16,826,685 |
| Other partners and Group companies (b) | 2,123,550 | 2,153,861 | - | - |
| 2,123,550 | 2,153,861 | 18,387,028 | 16,826,685 |
a) The parent company is Efanor Investimentos, SGPS, SA;
b) Balances and transactions with Sonae, SGPS, SA and Sonae Indústria, SGPS, SA are included under Other partners in Group companies.
Income tax for the six months periods ended 30 June 2013 and 2012 was made up as follows:
| 30 June 2013 | 30 June 2012 | |
|---|---|---|
| Current tax | 3,531,825 | 1,621,059 |
| Deferred tax | (455,861) | (2,711,333) |
| Taxation | 3,075,964 | (1,090,274) |
As at 30 June 2013 and 2012, the reconciliation of consolidated net profit can be analysed as follows:
| 30 June 2013 | 30 June 2012 | |
|---|---|---|
| Aggregate net profit | 2,713,607 | (8,865,459) |
| Harmonisation adjustments | (483,345) | (926,555) |
| Elimination of intragroup dividends | (16,400,420) | (5,188,146) |
| Share of gains/(losses) of associated undertakings | 2,442,536 | 3,076,303 |
| Elimination of intragroup capital gains/(losses) | (4,257) | - |
| Elimination of intragroup impairment | (444,917) | (6,568,503) |
| Adjustments of gains/(losses) of financial shareholdings sale | 249,969 | 5,677,793 |
| Others | - | (615) |
| Consolidated net profit for the year | (11,926,827) | (12,795,182) |
Earnings per share for the periods ended 30 June 2013 and 2012 were calculated taking into consideration the following amounts:
| 30 June 2013 | 30 June 2012 | |
|---|---|---|
| Net profit | ||
| Net profit taken into consideration to calculate basic earnings per share (Net profit for the period ) |
(11,929,132) | (12,450,477) |
| Net profit taken into consideration to calculate diluted earnings per share | (11,929,132) | (12,450,477) |
| Number of shares | ||
| Weighted average number of shares used to calculated basic earnings per share | 248,046,518 | 249,598,250 |
| Weighted average number of shares used to calculated diluted earnings per share | 248,046,518 | 249,598,250 |
| Earnings per share (basic and diluted) | (0.048092) | (0.049882) |
In 30 June 2013 and 30 June and 31 December 2012, the following were identified as segments:
The contribution of the business segments to the income statement of the periods ended 30 June 2013 and 2012 can be detailed as follows:
| 30 June 2013 | |||||
|---|---|---|---|---|---|
| Profit & Loss Account | Sales | Services rendered | Other operational income |
Total operational income |
Operational cash flow (EBITDA) |
| Resorts | 2,212,854 | 3,505,566 | 881,480 | 6,599,900 | (734,727) |
| Hotels | 29,184 | 5,324,901 | 259,372 | 5,613,457 | (3,581,036) |
| Fitness | 70,325 | 5,606,122 | 520,543 | 6,196,990 | 299,090 |
| Other | - | 586,863 | 86,024 | 672,887 | 99,157 |
| Intersegment Adjustments | (376) | (1,730,224) | (417,769) | (2,148,369) | 1,078 |
| Sonae Turismo | 2,311,987 | 13,293,228 | 1,329,650 | 16,934,865 | (3,916,438) |
| Energy | 6,651,877 | 77,265 | 175,207 | 6,904,349 | 1,735,546 |
| Refrigeration and HVAC | 14,743,561 | 14,173,996 | 555,835 | 29,473,392 | 887,689 |
| Real Estate Assets | 100,203 | 3,616,136 | 213,616 | 3,929,955 | 2,005,931 |
| Financial Assets | 744 | 3,818,481 | 728,676 | 4,547,901 | 204,695 |
| Intersegment Adjustments | - | - | - | - | - |
| Total Other Assets | 100,947 | 7,434,617 | 942,292 | 8,477,856 | 2,210,626 |
| Holding & Others | - | 2,790,728 | 87,663 | 2,878,391 | (809,557) |
| Intersegment Adjustments | (675,922) | (6,303,860) | 394,194 | (6,585,588) | (12,835) |
| Consolidated | 23,132,450 | 31,465,974 | 3,484,841 | 58,083,265 | 95,031 |
30 June 2012
| Profit & Loss Account | Sales | Services rendered | Other operational income |
Total operational income |
Operational cash flow (EBITDA) |
|---|---|---|---|---|---|
| Resorts | 2,446,197 | 3,462,762 | 824,938 | 6,733,897 | (1,490,419) |
| Hotels | 31,956 | 4,336,708 | 612,928 | 4,981,592 | (4,434,171) |
| Fitness | 25,271 | 6,439,388 | 280,283 | 6,744,942 | (521,397) |
| Other | - | 1,181,544 | 360,870 | 1,542,414 | 416,882 |
| Intersegment Adjustments | (1) | (1,884,413) | (753,714) | (2,638,128) | (238) |
| Sonae Turismo | 2,503,423 | 13,535,989 | 1,325,305 | 17,364,717 | (6,029,343) |
| Energy | 5,819,023 | 327,527 | 302,954 | 6,449,504 | 1,525,842 |
| Refrigeration and HVAC | 17,157,945 | 9,161,194 | 110,221 | 26,429,360 | 22,065 |
| Real Estate Assets | 221,620 | 4,172,325 | 264,990 | 4,658,935 | 1,926,980 |
| Financial Assets | 27,704 | 4,290,708 | 344,702 | 4,663,114 | (29,128) |
| Intersegment Adjustments | - | - | - | - | - |
| Total Other Assets | 249,324 | 8,463,033 | 609,692 | 9,322,049 | 1,897,852 |
| Holding & Others | - | 2,328,307 | 32,535 | 2,360,842 | (610,250) |
| Intersegment Adjustments | (2,029,298) | (5,608,354) | 1,304,683 | (6,332,969) | 3,334 |
| Consolidated | 23,700,417 | 28,207,696 | 3,685,390 | 55,593,503 | (3,190,500) |
The contribution of the business segments to the Balance sheets as at 30 June 2013 and 31 December 2012 can be detailed as follows:
| 30 June 2013 | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Balance Sheet | Fixed Assets Tangible and Intangible |
Investments | Other Assets | Total Assets | Total Liabilities |
Technical investment |
Gross Debt | Net Debt | ||
| Resorts | 108,429,791 | 162,390 | 166,708,564 | 275,300,745 | 169,259,600 | 228,433 | 19,550,420 | 18,991,347 | ||
| Hotels | 1,519,151 | 7,638 | 18,127,646 | 19,654,435 | 28,073,817 | 8,685 | - | (171,586) | ||
| Fitness | 9,804,930 | 20,066 | 2,093,740 | 11,918,736 | 18,388,988 | 153,101 | 1,499,485 | 1,426,671 | ||
| Other | 5,208 | 341,450 | 137,841,237 | 138,187,895 | 254,358,124 | - | - | (5,214) | ||
| Intersegment Adjustments | - | - | (153,776,562) | (153,776,562) | (159,552,573) | - | - | - | ||
| Sonae Turismo | 119,759,081 | 531,544 | 170,994,625 | 291,285,250 | 310,527,956 | 390,219 | 21,049,906 | 20,241,218 | ||
| Energy | 19,127,061 | 2,546 | 6,232,147 | 25,361,754 | 22,336,650 | 1,650,987 | 8,619,826 | 8,572,970 | ||
| Refrigeration and HVAC | 473,204 | - | 53,706,462 | 54,179,667 | 19,852,946 | 17,371 | 451,286 | (356,759) | ||
| Real Estate Assets | 108,067,641 | 20,999,902 | 108,576,224 | 237,643,767 | 160,294,676 | 124,962 | - | (1,946,260) | ||
| Financial Assets | 1,501,849 | 8,617,270 | 51,629,249 | 61,748,368 | 26,623,663 | 109,975 | 797,525 | 331,931 | ||
| Intersegment Adjustments | - | - | 4,798,032 | 4,798,032 | - | - | - | - | ||
| Total Other Assets | 109,569,490 29,617,172 | 165,003,505 | 304,190,167 | 186,918,339 | 234,938 | 797,525 | (1,614,329) | |||
| Holding & Others | 419,724 19,788,949 | 420,369,980 | 440,578,653 | 256,948,130 | 33,742 | 232,183,816 | 231,941,168 | |||
| Intersegment Adjustments | - | - | (468,289,200) | (468,289,200) | (463,718,856) | - | - | - | ||
| Consolidated | 249,348,561 49,940,211 | 348,017,519 | 647,306,291 | 332,865,165 | 2,327,258 | 263,102,360 | 258,784,268 |
| 31 December 2012 | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Balance Sheet | Fixed Assets Tangible and Intangible |
Investments | Other Assets | Total Assets | Total Liabilities |
Technical investment |
Gross Debt | Net Debt | ||
| Resorts | 110,809,406 | 162,390 | 168,873,899 | 279,845,695 | 165,814,832 | 535,657 | 20,814,543 | 20,697,005 | ||
| Hotels | 2,131,901 | 7,638 | 21,182,410 | 23,321,949 | 31,558,815 | 159,574 | - | (118,405) | ||
| Fitness | 10,434,643 | 20,066 | 2,339,189 | 12,793,898 | 22,393,451 | 1,162,601 | 1,686,456 | 1,596,722 | ||
| Other | 5,946 | 341,450 | 137,595,825 | 137,943,221 | 245,193,579 | - | 17,575 | 3,508 | ||
| Intersegment Adjustments | - | - | (154,981,577) | (154,981,577) | (160,763,217) | - | - | - | ||
| Sonae Turismo | 123,381,897 | 531,544 | 175,009,745 | 298,923,187 | 304,197,460 | 1,857,832 | 22,518,574 | 22,178,831 | ||
| Energy | 18,363,784 | 2,546 | 6,189,031 | 24,555,361 | 21,811,393 | 8,632,381 | 9,154,806 | 9,137,748 | ||
| Refrigeration and HVAC | 566,282 | - | 54,027,362 | 54,593,644 | 20,256,144 | 397,830 | 5,651 | (501,072) | ||
| Real Estate Assets | 109,518,113 | 20,726,524 | 107,734,693 | 237,979,330 | 157,143,663 | 664,626 | 58,946 | (1,539,993) | ||
| Financial Assets | 1,662,998 | 4,447,050 | 51,084,792 | 57,194,840 | 26,694,523 | 156,437 | 54,771 | (345,778) | ||
| Intersegment Adjustments | - | - | - | - | - | - | - | - | ||
| Total Other Assets | 111,181,111 25,173,574 | 158,819,485 | 295,174,170 | 183,838,186 | 821,063 | 113,717 | (1,885,771) | |||
| Holding & Others | 455,437 29,283,577 | 403,934,943 | 433,673,957 | 256,268,090 | 431,691 | 227,522,174 | 227,140,491 | |||
| Intersegment Adjustments | - | - | (449,506,019) | (449,506,019) | (452,914,074) | - | - | - | ||
| Consolidated | 253,948,512 54,991,242 | 348,474,546 | 657,414,300 | 333,457,199 | 12,140,798 | 259,314,922 | 256,070,226 |
Net debt of the Holding can be analyzed as follows:
| 30 June 2013 | |
|---|---|
| Inflows | |
| Gross bank debt | 232,183,816 |
| Cash and cash equivalents | 236,333 |
| Net bank debt | 231,947,483 |
| Energy | - |
| Sistavac | - |
| SONAE Tourism | - |
| Other Assets | 39,100,325 |
| Intercompany ST Loans Obtained | 39,100,325 |
| Total Inflows | 271,047,808 |
| Outflows | |
| Energy | - |
| Sistavac | |
| SONAE Tourism | 248,348,746 |
| Other Assets | 144,653,077 |
| Intercompany Loans Granted | 393,001,823 |
No significant events, requiring further disclosure, have occurred after 30 June 2013.
These consolidated financial statements were approved by the Board of Directors and authorized for issue on 30 July 2013.
30 JUNE 2013
SONAE CAPITAL, SGPS, SA
(Translation of the individual financial statements originally issued in Portuguese) (Amounts expressed in euro)
| ASSETS NON CURRENT ASSETS: |
30 June 2013 | 31 December 2012 | ||
|---|---|---|---|---|
| 582,772,362 | ||||
| 429,213 582,772,362 |
||||
| 133,517,946 429,213 |
||||
| 716,719,521 133,517,946 |
||||
| Total Non Current Assets | 734,293,541 | 716,719,521 | ||
| 6 | 30,004,794 | 26,036,184 | ||
| 374,001 26,036,184 |
||||
| 26,410,185 374,001 |
||||
| Total Current Assets | 22,789,973 | 26,410,185 | ||
| 757,083,514 | 743,129,706 743,129,706 |
|||
| EQUITY AND LIABILITIES | ||||
| 250,000,000 | ||||
| 9 | 250,000,000 | 250,000,000 | ||
| 9 | (525,385) | (264,705) (264,705) |
||
| 8,307,376 8,307,376 |
||||
| 288,710,416 288,710,416 |
||||
| - - |
||||
| 12,371,328 | (995,091) (995,091) |
|||
| 545,757,996 545,757,996 |
||||
| 11 | 53,737,637 | 68,932,664 68,932,664 |
||
| 11 | - | 9,985,411 9,985,411 |
||
| 49,312 | 52,605 | |||
| 7 | - | 52,605 778 |
||
| Total Non Current Liabilities | 53,786,949 | 778 78,971,458 78,971,458 |
||
| 7,683 | 68,784 | |||
| 11 | 43,747 116,850,000 |
68,784 96,400,981 |
||
| 11 | 9,992,281 | 96,400,981 - |
||
| 12 | 17,261,043 9,988,827 |
20,748,477 - |
||
| 13 | 1,316,915 20,621,100 |
1,182,010 20,748,477 |
||
| 12 | ||||
| Total Current Liabilities Total Current Liabilities |
13 | 145,427,921 1,573,556 133,827,229 |
118,400,252 1,182,010 118,400,252 |
|
| Total Non Current Assets Total Current Assets EQUITY AND LIABILITIES Total Non Current Liabilities |
Notes 4 7 4 5 7 5 8 6 8 9 9 10 10 10 10 11 11 7 11 11 |
583,181,509 6,417 539,961 583,530,244 138,721,946 674,434 722,443,417 150,082,446 105,317 22,554,257 30,110,111 235,716 752,553,528 250,000,000 (469,426) 8,307,376 8,307,376 287,715,325 287,715,325 - - 12,398,885 557,952,160 557,868,645 60,711,545 - 62,594 - 60,774,139 101,600,000 |
The accompanying notes are an integral part of these financial statements TOTAL EQUITY AND LIABILITIES 752,553,528 743,129,706
The Chief Accountant
ASSETS Notes 31 March 2013 31 December 2012
(Amounts expressed in euro)
(Translation of the individual financial statements originally issued in Portuguese)
| EQUITY AND LIABILITIES | Notes | 30 June 2013 | 30 June 2012 |
|---|---|---|---|
| Operational income | |||
| Other operational income EQUITY: |
7,605 | 2,705 | |
| Total operational income Share Capital |
9 | 7,605 250,000,000 |
2,705 250,000,000 |
| Own shares Operational expenses Legal reserve |
9 10 |
(469,426) 8,307,376 |
(264,705) 8,307,376 |
| Other reserves External supplies and services |
10 14 |
287,715,325 (467,120) |
288,710,416 (191,579) |
| Retained earnings Staff costs |
15 | - (390,745) |
- (178,369) |
| Profit / (Loss) for the period Depreciation and amortisation |
12,398,885 (583) |
(995,091) - |
|
| TOTAL EQUITY Other operational expenses |
557,952,160 (24,948) |
545,757,996 (7) |
|
| Total operational expenses | (883,397) | (369,955) | |
| LIABILITIES: Operational profit/(loss) NON CURRENT LIABILITIES: |
(875,792) | (367,250) | |
| Bank loans Financial income |
11 16 |
60,711,545 4,558,961 |
68,932,664 6,037,004 |
| Bonds Financial expenses |
11 16 |
- (4,666,805) |
9,985,411 (5,084,067) |
| Other non current liabilities Net financial income/(expenses) |
62,594 (107,844) |
52,605 952,937 |
|
| Deferred tax liabilities Investment income Total Non Current Liabilities |
7 16 |
- 13,113,126 60,774,139 |
778 382,921 78,971,458 |
| Profit/(loss) before taxation | 12,129,490 | 968,608 | |
| CURRENT LIABILITIES Taxation Suppliers |
17 | 241,838 43,747 |
(154,781) 68,784 |
| Bank loans Profit/(loss) for the period |
11 | 101,600,000 12,371,328 |
96,400,981 813,827 |
| Bonds Other creditors Profit/(loss) per share |
11 12 |
9,988,827 20,621,100 |
- 20,748,477 |
| Other current liabilities Basic and diluted Total Current Liabilities |
13 18 |
1,573,556 0.049875 133,827,229 |
1,182,010 0.003261 118,400,252 |
The accompanying notes are an integral part of these financial statements TOTAL EQUITY AND LIABILITIES 752,553,528 743,129,706
The Chief Accountant
Investments 4 583,181,509 582,772,362
ASSETS Notes 31 March 2013 31 December 2012
(Translation of the individual financial statements originally issued in Portuguese) TOTAL ASSETS 752,553,528 743,129,706
(Amounts expressed in euro)
| EQUITY: Share Capital |
nd Quarter 2013 2 (Unaudited) 9 250,000,000 |
nd Quarter 2012 2 (Unaudited) 250,000,000 |
|---|---|---|
| Operational income: Own shares |
9 (469,426) |
(264,705) |
| Legal reserve Other operational income |
10 8,307,376 2.870 |
8,307,376 (693) |
| Other reserves Total operational income |
10 287,715,325 2.870 |
288,710,416 (693) |
| Retained earnings Operational expenses: |
- | |
| Profit / (Loss) for the period External supplies and services |
12,398,885 (217.046) |
(995,091) (80.527) |
| TOTAL EQUITY Staff costs |
557,952,160 (168.910) |
545,757,996 (16.263) |
| Depreciation and amortisation | (583) | - |
| LIABILITIES: Other operational expenses |
(15.065) | (0) |
| NON CURRENT LIABILITIES: Total operational expenses |
(401.604) | (96.790) |
| Bank loans Operational profit/(loss) Bonds |
11 60,711,545 (398.734) 11 |
68,932,664 (97.483) 9,985,411 - |
| Other non current liabilities Financial income |
2.295.278 | 62,594 52,605 3.095.421 |
| Deferred tax liabilities Financial expenses |
7 (2.405.497) |
- (2.160.029) |
| Total Non Current Liabilities Net financial income/(expenses) |
60,774,139 (110.218) |
78,971,458 935.391 |
| Investment income | 348.734 | - |
| CURRENT LIABILITIES Profit/(loss) before taxation |
(160.218) | 837.908 |
| Suppliers Bank loans |
11 101,600,000 |
43,747 68,784 96,400,981 |
| Taxation Bonds |
132.662 11 9,988,827 |
(215.502) |
| Profit/(loss) for the period Other creditors |
(27.556) 12 20,621,100 |
622.406 20,748,477 |
| Other current liabilities Profit/(loss) per share Total Current Liabilities |
13 1,573,556 133,827,229 |
1,182,010 118,400,252 |
| Basic and diluted | (0,000111) | 0,002494 |
| The Chief Accountant | The Board of Directors | |
| Sonae Capital, SGPS, SA | ||
| Report and Accounts 30 June 2013 |
Investments 4 583,181,509 582,772,362 Deferred tax assets 7 539,961 429,213 Other non current assets 5 138,721,946 133,517,946 Total Non Current Assets 722,443,417 716,719,521
Other current assets 6 30,004,794 26,036,184 Cash and cash equivalents 8 105,317 374,001
(Amounts expressed in euro) Own shares 9 (469,426) (264,705)
| Retained earnings | 30 June 2013 - |
30 June 2012 - |
|---|---|---|
| Profit / (Loss) for the period Net profit for the period TOTAL EQUITY |
12,398,885 12,371,328 557,952,160 |
(995,091) 813,827 545,757,996 |
| Items that may subsequently be reclassified to net income: | ||
| LIABILITIES: Change in currency translation reserve NON CURRENT LIABILITIES: |
- | - |
| Bank loans 11 Share of other comprehensive income of associated undertakings and joint ventures Bonds 11 accounted for by the equity method Other non current liabilities |
60,711,545 - - 62,594 |
68,932,664 9,985,411 - 52,605 |
| Deferred tax liabilities 7 Change in the fair value of assets available for sale |
- - |
778 - |
| Total Non Current Liabilities Change in the fair value of cash flow hedging derivatives |
60,774,139 - |
78,971,458 - |
| CURRENT LIABILITIES Income tax relating to components of other comprehensive income Suppliers Other comprehensive income for the period |
- 43,747 - |
- 68,784 - |
| Bank loans 11 Total comprehensive income for the period Bonds 11 |
101,600,000 12,371,328 9,988,827 |
96,400,981 813,827 - |
The accompanying notes are an integral part of these financial statements
The Chief Accountant
NON CURRENT ASSETS: Tangible assets
Investments 4 583,181,509 582,772,362
ASSETS Notes 31 March 2013 31 December 2012
| Legal reserve Other reserves |
10 2 10 |
8,307,376 nd Quarter 2013 287,715,325 (Unaudited) |
8,307,376 nd Quarter 2012 2 288,710,416 (Unaudited) |
|
|---|---|---|---|---|
| Retained earnings Profit / (Loss) for the period TOTAL EQUITY |
Net profit for the period | - 12,398,885 (27.556) 557,952,160 |
- (995,091) 622.406 545,757,996 |
|
| LIABILITIES: | Exchange differences on translating foreign operations | - | - | |
| NON CURRENT LIABILITIES: Bank loans Bonds Other non current liabilities Deferred tax liabilities CURRENT LIABILITIES Suppliers |
Share of other comprehensive income of associates and joint ventures accounted by the equity method Change in the fair value of assets available for sale Change in the fair value of cash flow hedging derivatives Gains on property revaluation Total Non Current Liabilities Income tax relating to components of other comprehensive income Other comprehensive income for the period |
11 11 7 |
60,711,545 - - - 62,594 - - - 60,774,139 - - 43,747 |
68,932,664 - 9,985,411 - 52,605 - 778 - 78,971,458 - - 68,784 |
| Bank loans Bonds |
Total comprehensive income for the period | 11 11 |
(27.556) 101,600,000 9,988,827 |
622.406 96,400,981 - |
| Other creditors Other current liabilities TOTAL EQUITY AND LIABILITIES |
The accompanying notes are part of these financial statements. Total Current Liabilities The accompanying notes are an integral part of these financial statements |
12 13 |
20,621,100 1,573,556 133,827,229 752,553,528 |
20,748,477 1,182,010 118,400,252 743,129,706 |
| The Chief Accountant | The Board of Directors | |||
| Sonae Capital, SGPS, SA | Report and Accounts 30 June 2013 |
| Share Own |
Share Legal Capital |
Own Fair Value Shares |
Legal Hedging Reserve |
Fair Value Other Reserve |
Hedging Retained Reserve |
Other Sub total Reserves |
Retained Earnings |
Sub total Net |
Net Total Equity profit / (loss) |
Total Equity |
|---|---|---|---|---|---|---|---|---|---|---|
| Capital Shares Balance as at 1 January 2012 |
Reserve 250,000,000 |
Reserve (36,144) |
Reserve 8,307,376 |
Reserves - |
Earnings | - 289,628,622 | - | profit / (loss) 297,935,998 |
(918,206) | 546,981,648 |
| Balance as at 1 January 2012 250,000,000 (36,144) Total comprehensive income for the period |
8,307,376 - |
- - |
- | - 289,628,622 - |
- | - - |
297,935,998 - |
(918,206) - |
546,981,648 813,827 |
813,827 |
| Total comprehensive income for the period - Appropriation of profits: Transfer to legal reserve and retained earnings Appropriation of profits: Dividends distributed Transfer to legal reserve and retained earnings - Acquisition/(disposal) of own shares Dividends distributed - |
- - - - - - - - - |
- - - - (62,927) - |
- - - - - - |
- - (918,206) - |
- - - - - |
- (918,206) - - - - |
- - - (918,206) - - |
191,421 (918,206) - 918,206 - - |
191,421 918,206 - - - - |
- - (62,927) |
| Acquisition/(disposal) of own shares - (54,916) Others |
- - |
- - |
- - |
- | - - |
- - |
- - |
- - |
(54,916) - |
- |
| Others - Balance as at 30 June 2012 |
- - 250,000,000 |
- (99,071) |
- 8,307,376 |
- | - | - - 288,710,416 |
- - |
- 297,017,792 |
- 813,827 |
547,732,548 |
| Balance as at 31 March 2012 250,000,000 (91,060) Balance as at 1 January 2013 |
8,307,376 250,000,000 |
- (264,705) |
8,307,376 | - 288,710,416 - |
- - 288,710,416 |
297,017,792 - |
191,421 297,017,792 |
547,118,153 (995,091) |
545,757,996 | |
| Balance as at 1 January 2013 250,000,000 (264,705) Total comprehensive income for the period |
8,307,376 - |
- - |
- | - 288,710,416 - |
- | - - |
297,017,792 - |
(995,091) - |
545,757,996 12,371,328 |
12,371,328 |
| Total comprehensive income for the period - Appropriation of profits: Transfer to legal reserve and retained earnings Dividends distributed Appropriation of profits: Acquisition/(disposal) of own shares Transfer to legal reserve and retained earnings - |
- - - - - - - |
- - - (260,680) - |
- - - - - |
- - - (995,091) |
- - - - |
- (995,091) - - - |
- - - - (995,091) |
12,398,885 (995,091) - - 995,091 |
12,398,885 995,091 - - - |
- - (260,680) |
| Dividends distributed - Others Acquisition/(disposal) of own shares - (204,721) |
- - - - |
- - - |
- - - |
- | - - - |
- - - |
- - - |
- - - |
- - (204,721) |
- |
| Balance as at 30 June 2013 Others - |
250,000,000 - - |
(525,385) - |
8,307,376 - |
- | - | - 287,715,325 - |
- - |
296,022,701 - |
12,371,328 - |
557,868,645 |
The accompanying notes are an integral part of these financial statements Balance as at 31 March 2013 250,000,000 (469,426) 8,307,376 - - 287,715,325 - 296,022,701 12,398,885 557,952,160
The Chief Accountant The Board of Directors
SONAE CAPITAL, SGPS, SA INDIVIDUAL BALANCE SHEETS AS AT 31 MARCH 2013 AND 31 DECEMBER 2012
(Amounts expressed in euro)
(Translation of the individual financial statements originally issued in Portuguese)
(Translation of the individual financial statements originally issued in Portuguese) Deferred tax assets 7 539,961 429,213
| 30 June 2013 | 30 June 2012 | |||
|---|---|---|---|---|
| Other current assets OPERATING ACTIVITIES Cash and cash equivalents |
6 8 |
30,004,794 105,317 |
26,036,184 374,001 |
|
| Total Current Assets Cash paid to trade creditors |
30,110,111 505,604 |
26,410,185 1,763,312 |
||
| Cash paid to employees | 356,601 | 317,922 | ||
| TOTAL ASSETS | Cash flow generated by operations | 752,553,528 (862,205) |
743,129,706 (2,081,234) |
|
| Income taxes (paid)/received | 510 | 17,581 | ||
| Other cash receipts/(payments) relating to operating activities | (428,236) | (44,998) | ||
| EQUITY AND LIABILITIES Net c as h flow from operat ing ac t ivit ies [ 1] |
(1,290,951) | (2,143,813) | ||
| EQUITY: | INVESTMENT ACTIVITIES | |||
| Share Capital | Cash receipts arising from: | 9 | 250,000,000 | 250,000,000 |
| Own shares | Interest and similar income | 9 | (469,426) 5,051,185 |
(264,705) 5,200,990 |
| Legal reserve | Dividends | 10 | 8,307,376 12,355,245 |
8,307,376 382,921 |
| Other reserves Loans obtained |
10 | 287,715,325 - |
288,710,416 - |
|
| Retained earnings | 17,406,430 - |
5,583,911 - |
||
| Cash payments arising from: Profit / (Loss) for the period |
12,398,885 | (995,091) | ||
| Tangible assets | 7,000 | - | ||
| TOTAL EQUITY | Loans granted | 557,952,160 13,200,200 |
545,757,996 34,911,146 |
|
| 13,207,200 | 34,911,146 | |||
| LIABILITIES: | Net c as h flow from inves t ment ac t ivit ies [ 2] |
4,199,230 | (29,327,235) | |
| Bank loans | NON CURRENT LIABILITIES: FINANCING ACTIVITIES |
11 | 60,711,545 | 68,932,664 |
| Bonds | Cash receipts arising from: | 11 | - | 9,985,411 |
| Other non current liabilities Loans obtained |
62,594 17,200,000 |
52,605 46,732,000 |
||
| Deferred tax liabilities | 7 | - 17,200,000 |
778 46,732,000 |
|
| Cash Payments arising from: Total Non Current Liabilities |
60,774,139 | 78,971,458 | ||
| Interest and similar costs | 4,498,402 | 4,447,325 | ||
| Acquisition of own shares CURRENT LIABILITIES |
260,680 | 62,927 | ||
| Loans obtained | 15,486,500 | 10,800,000 | ||
| Suppliers | 43,747 20,245,582 |
68,784 15,310,252 |
||
| Bank loans Bonds |
Net c as h flow from financ ing ac t ivit ies [ 3] |
11 11 |
101,600,000 (3,045,582) 9,988,827 |
96,400,981 31,421,748 - |
| Other creditors Net increase/(decrease) in cash and cash equivalents [4] = [1]+[2]+[3] |
12 | 20,621,100 (137,303) |
20,748,477 (49,300) |
|
| Other current liabilities Cash and cash equivalents at the beginning of the period |
13 8 |
1,573,556 373,019 |
1,182,010 350,634 |
|
| Cash and cash equivalents at the end of the period Total Current Liabilities |
8 | 235,716 133,827,229 |
301,335 118,400,252 |
|
The accompanying notes are an integral part of these financial statements
The Chief Accountant
SONAE CAPITAL, SGPS, SA INDIVIDUAL BALANCE SHEETS AS AT 31 MARCH 2013 AND 31 DECEMBER 2012
(Translation of the individual financial statements originally issued in Portuguese)
(Translation of the individual financial statements originally issued in Portuguese)
(Amounts expressed in euro) Investments 4 583,181,509 582,772,362
| Other non current assets | 2nd Quarter 2013 5 138,721,946 (Unaudited) |
2nd Quarter 2012 133,517,946 (Unaudited) |
|---|---|---|
| Total Non Current Assets OPERATING ACTIVITIES |
722,443,417 | 716,719,521 |
| CURRENT ASSETS: Cash paid to trade creditors |
229.088 | 38.201 |
| Other current assets Cash paid to employees |
6 30,004,794 198.267 |
26,036,184 252.949 |
| Cash and cash equivalents Cash flow generated by operations |
8 105,317 (427.354) |
374,001 (291.150) |
| Total Current Assets Income taxes (paid)/received |
30,110,111 4 |
26,410,185 141 |
| Other cash receipts/(payments) relating to operating activities | 78.477 | 3.529 |
| Net c as h flow from operat ing ac t ivit ies [ 1] TOTAL ASSETS |
(348.881) 752,553,528 |
(287.762) 743,129,706 |
| EQUITY AND LIABILITIES INVESTMENT ACTIVITIES |
||
| Cash receipts arising from: EQUITY: |
||
| Interest and similar income | 17 | 564 |
| Share Capital Dividends |
9 250,000,000 12.355.245 |
250,000,000 382.921 |
| Own shares Loans granted |
9 (6.098.450) (469,426) |
(264,705) - |
| Legal reserve | 6.256.812 10 8,307,376 |
383.485 8,307,376 |
| Cash payments arising from: Other reserves |
10 287,715,325 |
288,710,416 |
| Investments Retained earnings Tangible assets |
- 7.000 |
- - - |
| Profit / (Loss) for the period Loans granted |
12,398,885 7.996.200 |
(995,091) 4.089.300 |
| TOTAL EQUITY | 557,952,160 8.003.200 |
545,757,996 4.089.300 |
| Net c as h flow from inves t ment ac t ivit ies [ 2] |
(1.746.388) | (3.705.815) |
| LIABILITIES: FINANCING ACTIVITIES NON CURRENT LIABILITIES: |
||
| Bank loans Cash receipts arising from: |
11 60,711,545 |
68,932,664 |
| Bonds Loans obtained |
11 10.250.000 |
9,985,411 - 751.000 |
| Other non current liabilities | 62,594 10.250.000 |
52,605 751.000 |
| Deferred tax liabilities Cash Payments arising from: |
7 | - |
| Total Non Current Liabilities Interest and similar costs |
60,774,139 2.607.373 |
78,971,458 1.413.320 |
| Acquisition of own shares | 55.959 | 8.011 |
| Loans obtained CURRENT LIABILITIES |
5.361.000 | (4.950.000) |
| Suppliers | 8.024.332 43,747 |
(3.528.669) 68,784 |
| Net c as h from financ ing ac t ivit ies [ 3] Bank loans |
2.225.668 11 101,600,000 |
4.279.669 96,400,981 |
| Bonds Net increase/(decrease) in cash and cash equivalents [4] = [1]+[2]+[3] |
11 9,988,827 130.399 |
286.092 |
| Other creditors Cash and cash equivalents at the beginning of the period |
12 20,621,100 105.317 |
20,748,477 15.242 |
| Other current liabilities Cash and cash equivalents at the end of the period |
13 1,573,556 235.716 |
1,182,010 301.335 |
Total Current Liabilities 133,827,229 118,400,252
The accompanying notes are an integral part of these financial statements.
The Chief Accountant
(Translation of the individual financial statements originally issued in Portuguese)
(Amounts expressed in euro)
Sonae Capital, SGPS, SA ("the Company" or "Sonae Capital") whose registered office is at Lugar do Espido, Via Norte, Apartado 3053, 4471-907 Maia, Portugal, was set up on 14 December 2007 by public deed, following the demerger from Sonae, SGPS, SA of the whole of the shareholding in the company formerly named Sonae Capital, SGPS, SA, now named SC, SGPS, SA, in compliance with paragraph a) of article 118 of the Commercial Companies Code.
The Company's financial statements are presented as required by the Commercial Companies Code. According to Decree-Law 158/2009 of 13 July of 2009, the Company's financial statements have been prepared in accordance with International Financial Reporting Standards.
The principal accounting policies adopted in preparing the accompanying individual financial statements are consisting with those used in the financial statements presented for the year ended 31 December 2012.
Interim financial statements are presented quarterly, in accordance with IAS 34 – "Interim Financial Reporting".
The accompanying financial statements have been prepared from the books and accounting records on a going concern basis and under the historical cost convention, except for financial instruments which are stated at fair value.
Sonae Capital, SGPS, SA Report and Accounts 61
During the period there were no changes in accounting policies or prior period errors.
As at 30 June 2013 and 31 December 2012 Investments are detailed as follows:
| 30 June 2013 | 31 December 2012 | |
|---|---|---|
| Investments in affiliated and associated undertakings | 584,195,526 | 584,195,526 |
| Investments in other companies | ||
| Sonae RE - (0,04%) | 1,200 | 1,200 |
| Fundo Invest. Imob. Imosonae Dois - (0,001%) | 2,546 | 2,546 |
| 584,199,272 | 584,199,272 | |
| Impairment | (669,028) | (1,426,910) |
| 583,530,244 | 582,772,362 |
As at 30 June 2013 and 31 December 2012, the detail of Investments in Affiliated and Associated Companies is as shown in the table below.
| 30 June 2013 | 31 December 2012 | ||||||
|---|---|---|---|---|---|---|---|
| Company | % Held | Book Value | Fair Value Reserve |
% Held | Book Value | Fair Value Reserve |
|
| SC, SGPS, SA | 100.00% | 382,638,253 | - | 100.00% | 382,638,253 | - | |
| Spred, SGPS, SA | 54,05 | 40,000,000 | - | 54,05 | 40,000,000 | - | |
| SC Assets, SGPS, SA | 76,64 | 82,000,000 | - | 76,64 | 82,000,000 | - | |
| Sonae Turismo, SGPS, SA | 23,08 | 37,500,000 | - | 23,08 | 37,500,000 | - | |
| Fundo Esp.Inv.Imo.Fec. WTC | 59,57 | 42,057,273 | - | 59,57 | 42,057,273 | - | |
| Total | 584,195,526 | - | 584,195,526 | - |
Investments carried at cost correspond to those in unlisted companies and for which a fair value cannot be reliably estimated.
Impairment tests on financial investments were performed, based on external valuations of the real estate of group companies, to assess the fair value of such investments. Following this analysis, 757,882 euro, regarding an impairment accounted for in 2012 for the company Fund Esp.Inv.imob WTC, was reverted in the period.
Sonae Capital, SGPS, SA Report and Accounts 62
As at 30 June 2013 and 31 December 2012 Other Non-Current Assets are detailed as follows:
| 30 June 2013 | 31 December 2012 | |
|---|---|---|
| Loans granted to group companies: | ||
| SC, SGPS, SA | 121,129,243 | 111,341,743 |
| SC Assets, SGPS, SA | 28,953,203 | 22,176,203 |
| 150,082,446 | 133,517,946 |
These assets were not due or impaired as at 30 June 2013. The fair value of loans granted to Group companies is basically the same as their book value.
Loans to group companies interest at market rates and are repayable within a period exceeding one year.
As at 30 June 2013 and 31 December 2012 Other Current Assets can be detailed as follows:
| 30 June 2013 | 31 December 2012 | |
|---|---|---|
| Group companies - Short term loans: | ||
| SC, SGPS, SA | 15,829,067 | 20,450,367 |
| SC Assets SGPS, SA | 1,512,130 | 255,130 |
| Suppliers | 23 | 5,213 |
| Income tax withheld | 176,443 | 189,194 |
| Other Debtors | 1,962 | 5,500 |
| Accrued income | 4,613,454 | 5,107,967 |
| Deferred costs | 421,178 | 22,812 |
| 22,554,257 | 26,036,184 |
Loans granted to group companies bear interest at market rates and are repayable within one year.
Deferred tax assets and liabilities as at 30 June 2013 and 31 December 2012 can be detailed as follows, split between the different types of temporary differences:
| Deferred tax assets | Deferred tax liabilities | |||
|---|---|---|---|---|
| 30 June 2013 | 31 December 2012 | 30 June 2013 | 31 December 2012 | |
| Tax losses carried forward | 674,434 | 429,213 | - - |
|
| Others | - | - | - 778 |
During the periods ended 30 June 2013 and 31 December 2012, movements in Deferred taxes are as follows:
| Deferred tax assets | Deferred tax liabilities | |||
|---|---|---|---|---|
| 30 June 2013 | 31 December 2012 | 30 June 2013 | 31 December 2012 | |
| Opening balance | 429,213 | 451,247 | 778 | 11,699 |
| Effect in results ( Nota 18): | ||||
| Tax losses carried forward | 245,222 | (22,034) | - | - |
| Others | - | - | (778) | (10,921) |
| 674,434 | 429,213 | - | 778 | |
| Effect in reserves: | - | - | - | - |
| Closing balance | 674,434 | 429,213 | - | 778 |
As at 30 June 2013 and 31 December 2012 Cash and Cash Equivalents can be detailed as follows:
| 30 June 2013 | 31 December 2012 | |
|---|---|---|
| Cash | 1.004 | 1.004 |
| Bank deposits | 234.713 | 372.997 |
| Cash and cash equivalents in the balance sheet | 235.716 | 374.001 |
| Bank overdrafts | - | 981 |
| Cash and cash equivalents in the cash flow statement | 235.716 | 373.019 |
As at 30 June 2013 Share Capital consisted of 250,000,000 ordinary shares of 1 euro each.
In 2013, Sonae Capital SGPS, S.A. bought 1,401,405 own shares on the stock market, representing 0.5606% of its share capital, for a total consideration of 260,679 euro. As at 30 June 2013, the total of own shares bought by the company is 3,036,315, representing 1.215% of its share capital.
As at 30 June 2013 and 31 December 2012 the caption Other Reserves can be detailed as follows:
| 30 June 2013 | 31 December 2012 | |
|---|---|---|
| Free reserves | 154,551,688 | 155,807,458 |
| Demerger reserve | 132,638,252 | 132,638,252 |
| Own shares reserve | 525,385 | 264,705 |
| 287,715,325 | 288,710,416 |
The demerger reserve (Note 1), corresponds to the difference between the book value of the shareholding in SC, SGPS, SA (382,638,252 euro) which was spun off from Sonae, SGPS, SA to the Company, and the value of the share capital of the Company (250,000,000 euro). This reserve, which has a treatment similar to that of a Legal Reserve, according to Company Law, it cannot be distributed to shareholders, unless the company is liquidated, but can be used to make good prior year losses, once other reserves have been used fully, or for capital increases.
Legal Reserve: According to the Company Law, at least 5% of the annual net profit must be transferred to the legal reserve until it represents 20% of share capital. This reserve cannot be distributed to shareholders, unless the company is liquidated, but can be used to cover prior year losses, once other reserves have been used fully, or for capital increases. As at 30 June 2013 the value of this caption is 8,307,376 euro.
As at 30 June 2013 and 31 December 2012 this caption included the following loans:
| 30 June 2013 | 31 December 2012 | |
|---|---|---|
| Bank loans - Commercial paper | 30,000,000 | 38,250,000 |
| Bank loans - Term loan | 24,000,000 | 31,000,000 |
| Up-front fees not yet charged to income statement | (262,363) | (317,336) |
| Bank loans - non current | 53,737,637 | 68,932,664 |
| Nominal value of bonds | - | 10,000,000 |
| Up-front fees not yet charged to income statement | - | (14,589) |
| Bond Loans | - | 9,985,411 |
| Non-current loans | 53,737,637 | 78,918,075 |
| Bank loans - Commercial paper | 109,850,000 | 94,400,000 |
| Bank loans - Term loan | 7,000,000 | 2,000,000 |
| Bond Loans | 10,000,000 | - |
| Up-front fees not yet charged to income statement | (7,719) | - |
| Bank overdrafts | - | 981 |
| Current bank loans | 126,842,281 | 96,400,981 |
The caption Non-Current Bank Loans relates to amounts issued detailed as follows:
The bank loans mentioned above bear interest at market rates, indexed to the Euribor of each issue period.
The average interest rate of these bond loans as at 30 June 2013 was 4.362%.
The caption Current Bank Loans relates to amounts issued, detailed as follows:
The above loans are not guaranteed, and their fair value is considered to be close to their book value, in view of the fact that interest payable on them is at variable market rates.
There are no Derivatives.
As at 30 June 2013 and 31 December 2012, these captions were made up as follows:
| 30 June 2013 | 31 December 2012 | |
|---|---|---|
| Other creditors | ||
| Group companies - Short term loans: | ||
| Spred, SGPS, SA | 17,260,100 | 20,746,600 |
| Other creditors | 943 | 1,877 |
| 17,261,043 | 20,748,477 |
Loans obtained from group companies bear interest at market rates and are repayable within one year.
As at 30 June 2013 and 31 December 2012, these captions were made up as follows:
| 30 June 2013 | 31 December 2012 | |
|---|---|---|
| Other current liabilities | ||
| Taxes payable | 37,871 | 140,913 |
| Accruals: | ||
| Staff costs | 261,181 | 235,216 |
| Interest payable | 845,494 | 637,782 |
| Other accruals | 171,788 | 164,029 |
| Deferred income | 582 | 4,070 |
| 1,316,915 | 1,182,010 |
As at 30 June 2013 and 30 June 2012, External Supplies and Services can be detailed as follows:
| 30 June 2013 | 30 June 2012 | |
|---|---|---|
| Operational rents | 18,737 | 18,619 |
| Insurance costs | 22,693 | 25,340 |
| Travelling expenses | 12,373 | 9,473 |
| Services obtained | 401,662 | 133,381 |
| Other services | 11,654 | 4,765 |
| 467,120 | 191,579 |
As at 30 June 2013 and 30 June 2012, Staff Costs are made up as follows:
| 30 June 2013 | 30 June 2012 | |
|---|---|---|
| Governing bodies' remunerations | 331,474 | 146,029 |
| Social security contributions | 28,924 | 23,448 |
| Other staff costs | 30,346 | 8,892 |
| 390,745 | 178,369 | |
30 June 2013
As at 30 June 2013 and 30 June 2012, Net Financial Expenses and Investment Income can be detailed as follows:
| 30 June 2013 | 30 June 2012 | |
|---|---|---|
| Interest payable and similar expenses | ||
| Interest arising from: | ||
| Bank loans | (3,582,898) | (3,207,876) |
| Bonds | (239,003) | (635,944) |
| Other | (54,642) | (186,296) |
| Other financial expenses | (790,261) | (1,053,952) |
| (4,666,805) | (5,084,067) | |
| Interest receivable and similar income | ||
| Interest income | 4,558,961 | 6,037,004 |
| 4,558,961 | 6,037,004 | |
| Net financial expenses | (107,844) | 952,937 |
| Reversal of Impairment losses (Note 4.1) | 757,881 | - |
| Dividends received | 12,355,245 | 382,921 |
| Investment income | 13,113,126 | 382,921 |
As at 30 June 2013, the amount of dividends received from affiliated companies was as follows:
| SC ASSETS, SGPS, SA | 2,221,944 |
|---|---|
| SC, SGPS, SA | 9,500,000 |
| SPRED, SGPS, SA | 633,300 |
| 12,355,245 |
As at 30 June 2013 and 30 June 2012, Taxation is made up as follows:
| 30 June 2013 | 30 June 2012 | |
|---|---|---|
| Current tax | (4,162) | (46,317) |
| Deferred tax | 246,000 | (108,464) |
| 241,838 | (154,781) |
Earnings per share for the six months periods ended 30 June 2013 and 2012 were calculated taking into consideration the following amounts:
| 30 June 2013 | 30 June 2012 | |
|---|---|---|
| Net profit | ||
| Net profit taken into consideration to calculate basic | ||
| earnings per share (Net profit for the period ) | 12,371,328 | 813,827 |
| Effect of dilutive potential shares | - | - |
| Net profit taken into consideration to calculate | ||
| diluted earnings per share | 12,371,328 | 813,827 |
| Number of shares | ||
| Weighted average number of shares used to calculate | ||
| basic earnings per share | 248,046,518 | 249,598,250 |
| Weighted average number of shares used to calculate | ||
| diluted earnings per share | 248,046,518 | 249,598,250 |
| Earnings per share (basic and diluted) | 0.049875 | 0.003261 |
Art 5 nr 4 of Decree-Law nr 495/88 of 30 December changed by art 1 of Decree-Law nr 318/94 of 24 December
In the period ended 30 June 2013 shareholders' loan contracts were entered into with the companies SC, SGPS, SA and SC Assets, SGPS, SA.
In the period ended 30 June 2013 there was no short-term loan contracts entered into.
As at 30 June 2013 amounts due by affiliated companies can be summarized as follows: Loans and Short term loans granted
| Companies | Closing Balance |
|---|---|
| SC, SGPS, SA | 136,958,310 |
| SC Assets, SGPS, SA | 30,465,333 |
| 167,423,643 |
As at 30 June 2013 amounts due to affiliated companies can be summarized as follows:
Short term loans obtained
| Companies | Closing Balance |
|---|---|
| Spred, SGPS, SA | 17,260,100 |
| 17,260,100 |
The accompanying financial statements were approved by the Board of Directors and authorized for issue on 30 July 2013.
The Board of Directors
Sonae Capital, SGPS, SA Report and Accounts 71
1 In accordance with the Portuguese Securities Market legislation ("Código dos Valores Mobiliários"), we present our Limited Review Report on the consolidated and individual information for the period of six months ended June 30, 2013 of Sonae Capital, SGPS, SA, included: in the management report, in the Consolidated and Individual balance sheet (which shows total assets of 647.306.291 Euros and 757.083.514 Euros, respectively, a total consolidated equity of 314.441.126 Euros, which includes non-controlling interests of 8.407.418 Euros and individual of 557.868.645 Euros, a net consolidated loss of 11.929.132 Euros and a net individual profit of 12.371.328 Euros), in the Consolidated and Individual income statement by nature, in the Consolidated and Individual statement of comprehensive income, in Consolidated and Individual statement of changes in equity, in the Consolidated and Individual cash flow statement for the period then ended, and in the corresponding notes.
2 The amounts in consolidated and individual financial statements, as well as those in the additional financial information, are derived from accounting records.
3 It is the responsibility of the Company's Board of Directors: (a) to prepare consolidated and individual financial information that present fairly, in all material respects, the financial position of the company and its subsidiaries, the consolidated and individual results, the consolidated and individual comprehensive income of their operations, the changes in consolidated and individual equity, the consolidated and individual cash flows; (b) to prepare historic financial information in accordance with International Financial Reporting Standards as adopted by the EU, in particular with international accounting standard nº 34 – Interim Financial Reporting, and which is complete, true, timely, clear, objective and lawful, as required by the Portuguese Securities Market Code; (c) to adopt adequate accounting policies and criteria; (d) to maintain appropriate systems of internal control; and (e) to disclose any relevant matters which have influenced their activity, financial position or results.
4 Our responsibility is to verify the financial information included in the above mentioned documents, namely if it is complete, true, timely, clear, objective and lawful, as required by the Portuguese Securities Market Code, and to issue 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.com/pt Matriculada na Conservatória do Registo Comercial sob o NUPC 506 628 752, Capital Social Euros 314.000
PricewaterhouseCoopers & Associados - Sociedade de Revisores Oficiais de Contas, Lda. pertence à rede de entidades que são membros da PricewaterhouseCoopers International Limited, cada uma das quais é uma entidade legal autónoma e independente. Sede: Palácio Sottomayor, Rua Sousa Martins, 1 - 3º, 1069 - 316 Lisboa, Portugal Inscrita na lista das Sociedades de Revisores Oficiais de Contas sob o nº 183 e na Comissão do Mercado de Valores Mobiliários sob o nº 9077
5 Our work was performed with the objective of obtaining moderate assurance as to whether the financial information referred to above is free of material misstatement. Our work, which was performed in accordance with the Standards and Technical Recommendations approved by the Portuguese Institute of Statutory Auditors, was planned in accordance with that objective, and consisted, mainly, of in inquiries and analytical procedures to review: (i) the reliability of the assertions in the financial information; (ii) the adequacy of the accounting principles adopted considering the circumstances and their consistent application; (iii) the applicability, or otherwise, of the going concern basis of accounting; (iv) the presentation of the financial information; and (v) if the consolidated and individual financial information is complete, true, timely, clear, objective and lawful.
6 Our work also covered the verification of the consistency of the financial information included in the management report with the remaining documents referred to above.
7 We believe that our work provides a reasonable basis for issuing this report on half year financial information.
8 Based on our work, which was performed with the objective of obtaining moderate assurance, nothing has come to our attention that leads us to conclude that the consolidated and individual financial information for the period of six months ended June 30, 2013 contains material misstatements that affect its conformity with the International Financial Reporting Standards (IFRS), as adopted in the EU, in particular with international accounting standard nº 34 – Interim Financial Reporting and that it is not complete, true, timely, clear, objective and lawful.
9 Based on our work, nothing has come to our attention that leads us to conclude that the information included in the management report is not consistent with the consolidated and individual financial information for the period.
August 2, 2013
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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