Earnings Release • Aug 27, 2010
Earnings Release
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The resilience of Sonae's businesses in the face of challenging economic conditions gives us confidence in the ability to meet our ambitious strategy of value creation through international expansion and the strengthening of our core businesses. We were particularly pleased with the 9% growth rate of our retail businesses and the continued improvement of our return on invested capital.
In addition to a higher presence in Continental Spain, where we were operating 56 stores by the end of the period, we made further progress in our internationalization strategy, by announcing a plan to open more than 100 specialised stores in the Canary Islands and in 9 countries in the Middle East over the next 4 years.
A capital light approach to growth has been taken, with Sonae including new business expansion models, namely franchising and joint-ventures. Capital employed has also been released through the conclusion of 2 Sale & Lease back transactions, yielding a cash inflow of 45 million euros.
The political willingness, which we congratulate, to allow all retail stores in the country to open on Sunday afternoons and public Holidays on equal terms, will eliminate the serious distortions prevailing in the retail market, insuring healthy competition, improving consumer's quality of life and creating new employment opportunities.
Sonae will continue to invest in its workforce's training and development, as we consider it to be the best way to successfully tackle the challenges of our strategy.
| Turnover | |||
|---|---|---|---|
| Million euros | |||
| 1H09 | 1H10 | y.o.y | |
| Sonae | 2,608 | 2,777 | 6.5% |
| Sonae MC | 1,428 | 1,517 | 6.2% |
| Sonae SR | 473 | 554 | 17.2% |
| Sonae RP | 6 0 |
6 4 |
7.1% |
| Sonae Sierra (1) | 8 9 |
9 5 |
6.0% |
| Sonaecom | 482 | 450 | -6.5% |
| Investment mngmt. | 9 1 |
9 9 |
9.1% |
| Petrol stations | 6 3 |
6 9 |
10.8% |
| Elimin.& adjust. | -77 | -73 | 5.4% |
| (1) Shoppingcentres areproportionally consolidated (5 | 0%). |
Turnover quarterly trend
Turnover breakdown
.
Sonae MC – food based retail; Sonae SR– specialised retail; Sonae RP – retail property; Sonae Sierra – shopping centres; Sonaecom – telecommunications.
Sonae Sierra turnover increased by 6% reflecting: (i) a high occupancy rate (96%); (ii) the contribution from 2 centres opened in 2009 (loop5; Manauara) and 1 in 2010 (Leiria); (iii) good performance by assets in Brazil; and (iv) higher total rents collected on a likefor-like basis (+3%). Development activity is still constrained by continuing difficulties in accessing credit, although this has been partially offset by activity in Brazil.
Sonaecom turnover was down by 6%; the growth in mobile customer revenues did not entirely offset the impact of further reductions in Mobile Termination Rates and in Product Sales, the later driven by the slowdown in the e-initiatives programme.
1 Source: Nielsen & TNS consumer panels
| Recurrent EBITDA (1) | |||
|---|---|---|---|
| Million euros | |||
| 1H09 | 1H10 | y.o.y | |
| Sonae | 272 | 295 | 8.4% |
| Sonae MC | 6 9 |
7 9 |
14.0% |
| Sonae SR | 2 | 7 | - |
| Sonae RP | 5 7 |
5 8 |
2.4% |
| Sonae Sierra (2) | 4 1 |
4 5 |
9.0% |
| Sonaecom | 9 1 |
100 | 8.8% |
| Investment mngmt. | 0 | 1 | - |
| Elimin.& adjust. | 1 1 |
5 | -54.6% |
(1) EBITDA excluding extraordinary items; (2) Shopping centres are proportionally consolidated (5 0%).
| 1H09 | 1H10 | y.o.y |
|---|---|---|
| 10.4% | 10.6% | 0.2pp |
| 4.8% | 5.2% | 0.4pp |
| 0.4% | 1.3% | 0.9pp |
| 94.8% | 90.6% | -4.2pp |
| 46.3% | 47.6% | 1.3pp |
| 19.0% | 22.1% | 3.1pp |
| 0.3% | 1.3% | 1pp |
(1) EBITDA excluding extraordinary items; (2) Shopping centres are proportionally consolidated (5 0%).
Recurrent EBITDA breakdown
| Direct net income | |||
|---|---|---|---|
| Million euros | |||
| 1H09 | 1H10 | y.o.y | |
| Recurrent EBITDA | 272 | 295 | 8.4% |
| EBITDA | 277 | 305 | 10.2% |
| P&I losses (1) | -13 | -10 | -27.6% |
| D&A (2) | -145 | -146 | 0.6% |
| EBIT | 118 | 149 | 26.4% |
| Net financial results | -72 | -51 | -29.2% |
| Other income (3) | 1 | 1 | -54.5% |
| EBT | 4 7 |
9 9 |
109.0% |
| Taxes | -11 | -25 -136.5% | |
| Direct net income | 3 7 |
7 4 |
101.1% |
| Equity holders | 2 9 |
5 5 |
89.3% |
| Non-controlling interests | 8 | 1 9 |
145.2% |
(1) Provisions and impairment losses including reversion of impairments and badwill; (2) Depreciation & Amortizations; (3) Share of results of associated undertakings + dividends.
| Shopping centres indirect net income (1) Million euros |
|||
|---|---|---|---|
| 1H09 | 1H10 | y.o.y | |
| VCIDP (2) | -68 | 0 | - |
| Others | -3 | -4 | -13.7% |
| Taxes | 1 5 |
-11 | - |
| Indirect net income | -57 | -14 | 75.5% |
| Equity holders | -57 | -14 | 75.4% |
| Non-controlling interests | 0 | 0 | - |
(1) Sonae Sierra's Management figures, based on the proportional method (% of detention); (2) Value created on investment and development properties; includes one-off investments.
Indirect net income – quarterly trend
Total income – equity holders – half-year trend
Total income equity holders improved significantly from negative 28 million euros in 1H09 to 41 million euros in 1H10, on the back of the good operational and financial performance and reflecting the stabilization of yields, generating a return on equity of 15%.
| CAPEX Million euros |
|||
|---|---|---|---|
| 1H09 | 1H10 | y.o.y | |
| Sonae | 293 | 191 | -34.6% |
| as a % of turnover | 11.2% | 6.9% | -4.3pp |
| Sonae MC | 6 4 |
4 1 |
-35.9% |
| Sonae SR | 5 6 |
4 2 |
-25.0% |
| Sonae RP | 6 2 |
1 5 |
-76.6% |
| Sonae Sierra (1) | 4 7 |
3 2 |
-32.1% |
| Sonaecom | 5 5 |
5 9 |
7.6% |
| Investment mngmt. | 8 | 0 -100.0% | |
| Elimin.& adjust. | 0 | 3 | - |
| Rec. EBITDA - CAPEX | -20 | 104 | - |
| (1) Shoppingcentres areproportionally consolidated (5 | 0%). |
| Million euros | |||||
|---|---|---|---|---|---|
| 1H09 | 1H10 | y.o.y | |||
| Sonae | 5,011 | 4,931 | -1.6% | ||
| Investment properties(1) | 1,846 | 1,799 | -2.6% | ||
| Technical investment(2) | 3,160 | 3,219 | 1.9% | ||
| Financial investment | 6 3 |
4 6 |
-27.2% | ||
| Goodwill | 699 | 733 | 4.9% | ||
| Working capital | -755 | -865 | -14.5% | ||
| (1) Includes shopping centres accounted for as financial investments i n the |
balancesheet; (2) includes availablefor saleassets.
| Capital structure Million euros |
|||
|---|---|---|---|
| 1H09 | 1H10 | y.o.y | |
| Net debt inc. SH loans | 3,479 | 3,221 | -7.4% |
| Retail businesses | 1,495 | 1,397 | -6.6% |
| Sonae Sierra (1) | 948 | 866 | -8.6% |
| Sonaecom (2) | 411 | 360 | -12.3% |
| Investment mngmt. | 116 | 7 1 |
-38.2% |
| Holding (3) | 510 | 527 | 3.3% |
(1) Shopping centres are proportionally consolidated (50%); (2) excludes securitazationtransaction; (3) includesSonae's individual accounts.
Note: Leverage Ratios based on financial debt (excluding shareholder loans)
2 Excluding the proceeds from the securitization transaction
These transactions are consistent with the announced strategy of releasing capital from Sonae RP's retail real estate assets, while maintaining adequate operational flexibility.
scheduled to be ready for opening for the "Autumn/Winter season 2010";
The Company is confident that it will end the year with higher market share in its leading formats and with an increased international presence, the latter being Sonae's main strategic priority in order to sustain high growth rates. These goals will be pursued while also improving profitability and further strengthening the company's balance sheet.
A detailed annual Corporate Governance Report is included in Sonae's Full Year 2009 Management Report and Accounts available on its website (www.sonae.pt). Sonae's website also has a specific section dedicated to corporate governance.
Highlighted below are the main developments that occurred during 1H10 in relation to corporate governance issues:
At Sonae's Shareholders' Annual General Meeting, held on 27 April 2010, an amendment to article 31 of Sonae's articles of association was approved to include the possibility of the Shareholders' General Meeting approving the allocation of a percentage, not higher than 5%, of the financial year net result to directors' remuneration; and to Sonae's employees' bonus.
As from 1 April onwards, the Executive Director Álvaro Carmona e Costa Portela became a Non-Executive member of the Board
The consolidated and individual financial information contained in this report is subject to limited review procedures and based on financial statements that have been prepared in accordance with International Financial Reporting Standards ("IFRS") issued by the International Accounting Standards Board ("IASB"), as adopted by the European Union, for the purposes of interim financial reporting (IAS 34);
| ARPU | Average revenue per user. |
|---|---|
| CAPEX | Investments in tangible and intangible assets, investment |
| properties and acquisitions; Gross CAPEX, not including | |
| cash inflows from the sale of assets | |
| Direct income | Direct income excludes contributions to indirect income |
| EBITDA | Turnover + other revenues -impairment reversion - bad |
| will- operating costs (based on direct net income) + | |
| gain/losses from sales of companies; includes capital gains | |
| in the sale of shareholdings since 2008 | |
| EBITDA margin | EBITDA / Turnover |
| Eliminations & others | Intra-groups + consolidation adjustments + contributions |
| from other companies not included in the identified | |
| segments | |
| EOP | End of period |
| Free Cash Flow (FCF) | EBITDA – operating capex-change in working capital |
| financial investments-financial results-income taxes | |
| FMCG | Fast Moving Consumer Goods |
| Financial net debt | |
| Total net debt excluding shareholders loans | |
| Indirect income | Indirect Income includes Sierra's contributions net of taxes |
| to the consolidated income statement, arising from: (i) | |
| investment property valuations; (ii) capital gains (losses) | |
| on the sale of financial investments, joint ventures or | |
| associates; (iii) impairment losses (including goodwill) | |
| and; (iv) provision for assets at Risk; The data used for the | |
| analysis of the indirect income was computed based on the proportional method for all companied owned by |
| Sonae Sierra; when applied to Sonae, the analysis should be done based on statutory values, according to the consolidation method, for each company, underlying the consolidated financial accounts |
|
|---|---|
| Investment properties | Shopping centres in operation owned by Sonae Sierra |
| Liquidity | Cash & equivalents + current investments |
| Like for Like sales | Sales made by stores that operated in both periods under the same conditions. Excludes stores opened, closed or which suffered major upgrade works in one of the periods |
| Loan to value Holding | Holding Net debt/ Investment Portfolio Gross Asset Value; gross asset value based on Market multiples, real estate NAV and market capitalization for listed companies |
| Loan to value shopping centres | Net debt / (investment properties + properties under Development) |
| Net invested capital | Gross real estate assets + other tangible and intangible assets - amortizations and impairment losses + financial investments + working capital (including other assets & liabilities such as deferred taxes); all figures at acquisition cost, with the exception of Sonae Sierra's building block |
| Net asset value (NAV) | Open market value attributable to Sonae Sierra - net debt - minorities + deferred tax liabilities |
| Net debt | Bonds + bank loans + other loans + finance leases – cash, bank deposits and current investments |
| Net income group share | Net income attributable to Sonae shareholders |
| Other income | Share of results of associated undertakings + dividends |
| Other loans | Bonds, leasing and derivatives |
| Open market value (OMV) | Fair value of properties in operation and under development (100%), provided by an independent entity |
| RoIC (Return on invested capital) | EBIT(12 months) /Net invested capital |
| Recurrent EBITDA | EBITDA excluding non-recurrent items, namely gains in sales of investments and other movements that distort comparability |
| Shopping Centre Services business | Asset management services + property management services |
| Technical investment | Tangible assets + intangible assets + other fixed assets – depreciations and amortizations |
| Value created on investment and development properties (VCIDP) |
Increase (decrease) in the valuation of shopping centres in operation and under development; shopping centres under development are only included if a high degree of certainty concerning their conclusion and opening exists |
| Consolidated income statement Million euros |
|||
|---|---|---|---|
| 1H09 | 1H10 | y.o.y | |
| Direct income | |||
| Turnover | 2,608 | 2,777 | 6.5% |
| Recurrent EBITDA (1) | 272 | 295 | 8.4% |
| Recurrent EBITDA margin | 10.4% | 10.6% | 0.2pp |
| EBITDA | 277 | 305 | 10.2% |
| EBITDA margin | 10.6% | 11.0% | 0.4pp |
| Provisions and impairment losses (2) | -13 | -10 | 27.6% |
| Depreciations and amortizations | -145 | -146 | -0.6% |
| EBIT | 118 | 149 | 26.4% |
| Net financial results | -72 | -51 | 29.2% |
| Other income (3) | 1 | 1 | -54.5% |
| EBT | 4 7 |
9 9 |
109.0% |
| Taxes | -11 | -25 | -136.5% |
| Direct net income | 3 7 |
7 4 |
101.1% |
| Attributable to equity holders | 2 9 |
5 5 |
89.3% |
| Non-controling interests | 8 | 1 9 |
145.2% |
| Shoppings indirect income | |||
| Indirect net income (4) | -87 | -25 | 70.8% |
| Attributable to equity holders | -57 | -14 | 75.7% |
| Non-controling interests | -30 | -12 | 61.5% |
| Total net income | |||
| Total net income | -50 | 4 8 |
- |
| Attributable to equity holders | -28 | 4 1 |
- |
| Non-controlling interests | -22 | 7 | - |
(1) EBITDA excluding extraordinary items; (2) Includes reversion of impairments and badwill; (3) share of results of associated undertakings + dividends; (4) Statutory numbers; for management purposes, Sonaeuses thedecomposition of theIndirect result accordingto thenotes to the consolidated financial statements.
| Million euros | |||||
|---|---|---|---|---|---|
| 1H09 | 1H10 | y.o.y | 2009 | y.o.y | |
| TOTAL ASSETS | 7,453 | 7,400 | -0.7% | 7,552 | -2.0% |
| Non current assets | 6,003 | 6,062 | 1.0% | 6,108 | -0.8% |
| Tangible and intangible assets | 3,154 | 3,219 | 2.1% | 3,221 | -0.1% |
| Goodwill | 699 | 733 | 4.9% | 746 | -1.8% |
| Investment properties in operation | 1,636 | 1,663 | 1.7% | 1,677 | -0.8% |
| Investment properties under development | 169 | 9 6 |
-43.2% | 120 | -20.0% |
| Other investments | 104 | 8 4 |
-19.0% | 9 3 |
-9.0% |
| Deferred tax assets | 216 | 230 | 6.4% | 230 | -0.1% |
| Others | 2 6 |
3 7 |
41.8% | 2 1 |
73.4% |
| Current assets | 1,450 | 1,337 | -7.7% | 1,443 | -7.3% |
| Stocks | 587 | 620 | 5.7% | 603 | 2.8% |
| Trade debtors | 200 | 182 | -9.2% | 208 | -12.6% |
| Liquidity | 168 | 156 | -7.0% | 230 | -32.2% |
| Others | 495 | 379 | -23.3% | - 402 € |
-5.7% - |
| SHAREHOLDERS' FUNDS | 1,532 | 1,710 | 11.6% | 1,701 | 0.5% |
| Equity holders | 1,081 | 1,209 | 11.8% | 1,223 | -1.2% |
| Attributable to minority interests | 451 | 501 | 10.9% | 478 | 4.8% |
| LIABILITIES | 5,920 | 5,690 | -3.9% | 5,850 | -2.7% |
| Non-current liabilities | 3,780 | 3,611 | -4.5% | 3,561 | 1.4% |
| Bank loans | 1,418 | 1,290 | -9.0% | 1,208 | 6.7% |
| Other loans | 1,802 | 1,811 | 0.5% | 1,736 | 4.4% |
| Deferred tax liabilities | 319 | 362 | 13.5% | 326 | 11.0% |
| Provisions | 6 4 |
6 0 |
-6.6% | 5 1 |
18.0% |
| Others | 177 | 8 8 |
-50.4% | 240 | -63.5% |
| Current liabilities | 2,140 | 2,079 | -2.9% | 2,289 | -9.2% |
| Bank loans | 390 | 153 | -60.8% | 233 | -34.3% |
| Other loans | 1 4 |
7 8 |
- | 8 1 |
-2.8% |
| Trade creditors | 1,043 | 1,080 | 3.6% | 1,220 | -11.5% |
| Others | 694 | 768 | 10.7% | 755 | 1.7% |
| SHAREHOLDERS' FUNDS + LIABILITIES |
7,453 | 7,400 | -0.7% | 7,552 | -2.0% |
| Invested capital | |||||
|---|---|---|---|---|---|
| Million euros | |||||
| 1H09 | 1H10 | y.o.y | 2009 | y.o.y | |
| Invested Capital | 5,011 | 4,931 | -1.6% | 4,781 | 3.1% |
| Investment properties (1) | 1,846 | 1,799 | -2.6% | 1,836 | -2.0% |
| Technical investment (2) | 3,160 | 3,219 | 1.9% | 3,221 | -0.1% |
| Financial investment | 6 3 |
4 6 |
-27.2% | 5 3 |
-14.8% |
| Goodwill | 699 | 733 | 4.9% | 746 | -1.8% |
| Working capital | -755 | -865 | -14.5% | -1,075 | 19.6% |
| Equity + Minorities |
1,532 | 1,710 | 11.6% | 1,701 | 0.5% |
| Total Net debt (3) | 3,479 | 3,221 | -7.4% | 3,080 | 4.6% |
(1) Includes shopping centres accounted for as financial investments in the balance sheet; (2) includes available for sale assets; (3) Financial net debt + net shareholder loans.
Million euros
| 1H09 | 1H10 | y.o.y | 2009 | y.o.y | |
|---|---|---|---|---|---|
| Invested capital | 5,011 | 4,931 | -1.6% | 4,781 | 3.1% |
| Sonae MC | 629 | 595 | -5.5% | 484 | 22.9% |
| Sonae SR | 308 | 370 | 19.9% | 250 | 48.0% |
| Sonae RP | 1,512 | 1,488 | -1.6% | 1,523 | -2.3% |
| Sonae Sierra (1) | 1,661 | 1,602 | -3.6% | 1,661 | -3.6% |
| Sonaecom | 770 | 764 | -0.7% | 752 | 1.7% |
| Investment mngmt. | 152 | 160 | 5.5% | 151 | 6.3% |
| Elimin.& adjust.(2) | -21 | -48 | -128.8% | -39 | - |
| EBIT (last 12 months) | 347 | 380 | 9.5% | 349 | 8.9% |
| Sonae MC | 134 | 130 | -3.4% | 124 | 4.5% |
| Sonae SR | 1 2 |
1 0 |
-18.9% | 1 0 |
2.4% |
| Sonae RP | 8 6 |
9 0 |
4.8% | 8 3 |
8.5% |
| Sonae Sierra (1) | 8 4 |
8 5 |
1.2% | 8 1 |
4.2% |
| Sonaecom | 2 4 |
4 4 |
81.0% | 2 4 |
84.7% |
| Investment mngmt. | -4 | 2 4 |
- | 2 5 |
-1.1% |
| Elimin.& adjust.(2) | 1 1 |
-3 | - | 2 | - |
| RoIC | 6.9% | 7.7% | 0.8pp | 7.3% | 0.4pp |
| Sonae MC | 21.3% | 21.8% | 0.5pp | 25.6% | -3.8pp |
| Sonae SR | 4.0% | 2.7% | -1.3pp | 4.0% | -1.2pp |
| Sonae RP | 5.7% | 6.1% | 0.4pp | 5.5% | 0.6pp |
| Sonae Sierra | 5.0% | 5.3% | 0.3pp | 5.0% | 0.3pp |
| Sonaecom | 3.2% | 5.8% | 2.6pp | 3.2% | 2.6pp |
| Investment mngmt. | -2.7% | 15.1% | 17.9pp | 16.3% | -1.1pp |
| (1) Shoppingcentresareproportionally consolidated (5 0%); (2) includesSonaeHolding. |
| Working capital breakdown | |||||
|---|---|---|---|---|---|
| Million euros | |||||
| 1H09 | 1H10 | y.o.y | 2009 | y.o.y | |
| Working capital | -755 | -865 | -14.5% | -1,085 | 20.3% |
| Sonae MC | -358 | -415 | -16.0% | -530 | 21.6% |
| Sonae SR | 2 4 |
5 0 |
110.7% | -52 | - |
| Sonae RP | -51 | -37 | 28.5% | -38 | 3.1% |
| Sonae Sierra (1) | -254 | -257 | -1.2% | -238 | -8.2% |
| Sonaecom | -107 | -127 | -18.2% | -150 | 15.8% |
| Investment mngmt. | 1 | -32 | - | -21 | -53.4% |
| Elimin.& adjust.(2) | -10 | -47 | - | -56 | 16.9% |
| (1) Shoppingcentresareproportionally consolidated (5 0%); (2) includesSonaeHolding. |
| Retail formats & Retail real estate operating review | |||
|---|---|---|---|
| 1H09 | 1H10 | y.o.y | |
| Turnover growth | |||
| Sonae MC | 7.6% | 6.2% | -1.3pp |
| Sonae SR | 24.7% | 17.2% | -7.5pp |
| LFL sales growth | |||
| Sonae MC | 2.8% | 2.4% | -0.4pp |
| Sonae SR | -3.2% | 4.4% | -4.9pp |
| Total employees (EOP) | 33,436 | 35,567 | 6.4% |
| Sonae MC | 25,390 | 26,551 | 4.6% |
| Sonae SR | 8,015 | 8,981 | 12.1% |
| Sonae RP | 3 1 |
3 5 |
12.9% |
| Million euros | |||
|---|---|---|---|
| 1H09 | 1H10 | y.o.y | |
| Sonae MC | |||
| Turnover | 1,428 | 1,517 | 6.2% |
| Recurrent EBITDA | 6 9 |
7 9 |
14.0% |
| EBITDA | 6 9 |
7 9 |
14.0% |
| EBITDA margin | 4.8% | 5.2% | 0.4pp |
| CAPEX | 6 4 |
4 1 |
-35.9% |
| Sonae SR | |||
| Turnover | 473 | 554 | 17.2% |
| Portugal | 414 | 453 | 9.6% |
| International | 6 0 |
101 | 70.3% |
| Recurrent EBITDA | 2 | 7 | - |
| EBITDA | 2 | 7 | - |
| Portugal | 1 4 |
1 9 |
31.2% |
| International | -12 | -12 | 6.4% |
| EBITDA margin | 0.4% | 1.3% | 0.9pp |
| Portugal | 3.5% | 4.1% | 0.7pp |
| International | -20.7% | -11.3% | 9.3pp |
| CAPEX | 5 6 |
4 2 |
-25.0% |
| Portugal | 3 0 |
1 9 |
-38.5% |
| International | 2 6 |
2 3 |
-9.1% |
| Sonae RP | |||
| Turnover | 6 0 |
6 4 |
7.1% |
| Recurrent EBITDA | 5 7 |
5 8 |
2.4% |
| EBITDA | 5 7 |
6 7 |
18.0% |
| EBITDA margin | 94.8% | 104.5% | 9.6pp |
| CAPEX | 6 2 |
1 5 |
-76.6% |
| Net debt including shareholder loans | 1,495 | 1,397 | -6.6% |
| Net debt | 1,524 | 1,418 | -6.9% |
| Net debt/EBITDA (last 12 months) | 4.3 x | 3.7 x | -0.6x |
| EBITDA/net interest expenses (last 12 months) | 5.6 x | 12.3 x | 6.7x |
| Net debt/invested capital | 62.2% | 57.8% | -4.4pp |
| Stores and sales area | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Number of stores | Sales area('000 m2 ) |
||||||||||
| 3 1 Dec 2009 |
Stores opened |
Banner changed |
Stores closed |
3 0 Jun 2010 |
3 1 Dec 2009 |
Stores opened |
Banner changed |
Stores closed |
3 0 Jun 2010 |
Area owned (%) |
|
| Sonae MC | 378 | 1 4 |
0 | -2 | 390 | 528 | 3 | 0 | 0 | 531 | 85% |
| Continente | 3 9 |
0 | 0 | 0 | 3 9 |
284 | 0 | 0 | 0 | 284 | 90% |
| Modelo (1) | 125 | 1 | 0 | 0 | 126 | 218 | 2 | 0 | 0 | 220 | 82% |
| Área Saúde | 115 | 8 | 0 | 0 | 123 | 1 1 |
0 | 0 | 0 | 1 2 |
74% |
| Bom Bocado | 8 0 |
3 | 0 | -2 | 8 1 |
4 | 0 | 0 | 0 | 4 | 78% |
| Book.It | 1 4 |
2 | 0 | 0 | 1 6 |
5 | 1 | 0 | 0 | 5 | 56% |
| Others (2) | 5 | 0 | 0 | 0 | 5 | 5 | 0 | 0 | 0 | 5 | 8 % |
| Sonae SR | 454 | 2 7 |
0 | -11 | 470 | 304 | 2 6 |
0 | -3 | 327 | 37% |
| Portugal | 416 | 9 | 0 | -11 | 414 | 248 | 5 | 0 | -3 | 250 | 45% |
| Worten | 132 | 2 | 0 | 0 | 134 | 113 | 2 | 0 | 0 | 115 | 55% |
| Vobis | 1 7 |
0 | 0 | -8 | 9 | 8 | 0 | 0 | -3 | 5 | 15% |
| Worten Mobile | 4 8 |
2 | 0 | -1 | 4 9 |
1 | 0 | 0 | 0 | 1 | 39% |
| SportZone | 7 5 |
0 | 0 | 0 | 7 5 |
6 1 |
0 | 0 | 0 | 6 1 |
14% |
| Modalfa | 9 9 |
2 | 0 | -1 | 100 | 5 1 |
2 | 0 | 0 | 5 3 |
73% |
| Zippy | 3 4 |
2 | 0 | 0 | 3 6 |
1 2 |
0 | 0 | 0 | 1 3 |
6 % |
| Loop | 1 1 |
1 | 0 | -1 | 1 1 |
2 | 0 | 0 | 0 | 2 | 0 % |
| Spain | 3 8 |
1 8 |
0 | 0 | 5 6 |
5 6 |
2 1 |
0 | 0 | 7 7 |
9 % |
| Worten | 1 4 |
3 | 0 | 0 | 1 7 |
3 4 |
8 | 0 | 0 | 4 2 |
17% |
| Sport Zone | 1 4 |
7 | 0 | 0 | 2 1 |
1 7 |
1 1 |
0 | 0 | 2 8 |
0 % |
| Zippy | 1 0 |
8 | 0 | 0 | 1 8 |
4 | 2 | 0 | 0 | 6 | 0 % |
| Invest. mngmt. | 105 | 0 | 0 | -1 | 104 | 6 7 |
0 | 0 | -2 | 6 5 |
60% |
| MaxMat | 3 5 |
0 | 0 | -1 | 3 4 |
6 3 |
0 | 0 | -2 | 6 1 |
62% |
| Geostar (3) | 7 0 |
0 | 0 | 0 | 7 0 |
4 | 0 | 0 | 0 | 4 | 26% |
| Total | 937 | 4 1 |
0 | -14 | 964 | 899 | 2 9 |
0 | -5 | 923 | 66% |
| (1) includesModeloBonjour; (2) includesoutlet; (3) IncludescombinedStar and Geotur stores,resultingfrom thejoint-venture betweenSonaeand RAR. |
| Shopping centres operating review | |||||||
|---|---|---|---|---|---|---|---|
| 1H09 | 1H10 | y.o.y | 2009 | y.o.y | |||
| Assets under management (million euros) (1) | 6,117 | 6,586 | 7.7% | 6,340 | 3.9% | ||
| Real estate NAV (million euros) | 1,248 | 1,250 | 0.2% | 1,228 | 1.8% | ||
| Sierra Investments | 678 | 695 | 2.5% | 731 | -5.0% | ||
| Sierra Developments | 275 | 187 | -32.3% | 191 | -2.3% | ||
| Sierra Brazil | 240 | 339 | 41.4% | 289 | 17.0% | ||
| Others (2) | 5 5 |
3 0 |
-45.8% | 1 7 |
78.0% | ||
| NAV per share (euros) | 38.4 | 38.4 | 0.2% | 37.8 | 1.8% | ||
| Openings & acquisitions (EOP) | 1 | 1 | 0.0% | 1 | 0.0% | ||
| Shopping centres owned/co-owned (EOP) | 5 1 |
5 3 |
3.9% | 5 2 |
1.9% | ||
| GLA owned/co-owned (thousand m2) (3) | 2,010 | 2,081 | 3.5% | 2,059 | 1.1% | ||
| Occupancy rate of GLA owned (%) | 93.9% | 95.9% | 2pp | 94.5% | 1.4pp | ||
| Projects under development (EOP) (4) | 1 3 |
1 1 |
-15.4% | 1 2 |
-8.3% | ||
| GLA under development (thousand m2) | 596 | 528 | -11.4% | 550 | -4.0% | ||
| Shopping centres managed (EOP) | 6 9 |
6 9 |
0.0% | 6 8 |
1.5% | ||
| GLA under management (thousand m2) | 2,280 | 2,306 | 1.2% | 2,284 | 1.0% | ||
| Total employees | 1,161 | 1,133 | -2.4% | 1,147 | -1.2% | ||
| (1) Open market value; (2) NAV of Corporate Centre + Property Management; (3) Gross lettable area i n operating centres; (4) Projects in planning phase and under construction. |
under construction.
| Shopping Centres market yields | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| 2009 | 1H10 | y.o.y | |||||||
| Max | Avg | Min | Max | Avg | Min | Max | Avg | Min | |
| Portugal | 8.3% | 6.5% | 6.0% | 8.6% | 6.7% | 6.2% | 0.3pp | 0.18pp | 0.15pp |
| Spain | 9.1% | 7.1% | 6.4% | 9.0% | 7.1% | 6.5% | -0.05pp | -0.07pp | 0.05pp |
| Italy | 7.7% | 6.6% | 6.0% | 7.8% | 6.7% | 6.1% | 0.1pp | 0.05pp | 0.05pp |
| Germany | 6.3% | 6.1% | 6.0% | 6.3% | 6.1% | 6.0% | 0pp | 0pp | 0pp |
| Greece | 7.0% | 7.0% | 7.0% | 7.0% | 7.0% | 7.0% | 0pp | 0pp | 0pp |
| Romania | 9.0% | 9.0% | 9.0% | 9.0% | 9.0% | 9.0% | 0pp | 0pp | 0pp |
| Brazil | 9.5% | 8.5% | 8.3% | 9.5% | 8.5% | 8.3% | 0pp | 0pp | 0pp |
(1) Averageyieldsweighted by the Open Market Valueof Sierra's shoppingcentres.
| Million euros | |||
|---|---|---|---|
| 1H09 | 1H10 | y.o.y | |
| Direct results | |||
| Turnover | 104 | 110 | 5.5% |
| Investments | 6 5 |
6 5 |
-1.2% |
| Developments | 3 | 3 | -14.1% |
| Brazil | 1 0 |
1 4 |
44.3% |
| Services Business | 2 2 |
2 1 |
-0.3% |
| Asset management | 6 | 5 | -21.9% |
| Property management | 1 5 |
1 6 |
8.8% |
| Others & eliminations | 4 | 6 | 75.0% |
| Recurrent EBITDA | 5 3 |
5 8 |
10.0% |
| EBITDA | 5 3 |
5 8 |
10.0% |
| Investments | 5 3 |
5 1 |
-2.5% |
| Developments | -40 | -9 | 78.2% |
| Brazil | 7 | 1 2 |
61.0% |
| Services Business | 5 | 5 | -5.8% |
| Asset management | 3 | 1 | -57.9% |
| Property management | 2 | 4 | 65.6% |
| Others & eliminations | 2 8 |
-1 | - - |
| EBITDA margin | 50.7% | 52.8% | 2.1pp |
| Net financial results | -27 | -21 | 22.7% |
| Current tax | 7 | 7 | 5.2% |
| Direct results | 1 9 |
2 8 |
46.3% |
| Indirect results | |||
| Gains realized on investments | 0 | -4 | - |
| Provisions for assets under development | -6 | -3 | 55.7% |
| VCIDP (2) | -137 | 1 | - - |
| Deferred tax | -29 | 2 1 |
- |
| Indirect results | -114 | -28 | 75.5% |
| Total net results | |||
| Total net results | -94 | 1 | - |
| Attributable to equity holders | -94 | 1 | - |
| Net debt including shareholder loans | 1,896 | 1,732 | -8.6% |
| Net debt | 1,237 | 1,164 | -5.9% |
| Loan to Value | 47.3% | 47.2% | -0.1pp |
| Net debt/EBITDA (last 12 months) | 8.7 x | 8.1 x | -0.5x |
| EBITDA/net interest expenses (last 12 months) | 0.4 x | 0.8 x | 0.2x |
| Net debt/invested capital | 54.9% | 53.4% | -1.5pp |
| CAPEX | 6 9 |
5 4 |
-21.4% |
| (1) Quarterly numbers based on Sierra's management accounts (fully proportional base;) (2) Valuecreated on investment and development properties. |
(1) Quarterly numbers based on Sierra's management accounts (fully proportional base;) (2) Valuecreated on investment and development properties.
| Telecomunications operating review | |||
|---|---|---|---|
| 1H09 | 1H10 | y.o.y | |
| Mobile | |||
| Customers (EOP) ('000) | 3,269 | 3,469 | 6.1% |
| Data as % Service Revenues | 27.6% | 29.9% | 2.3pp |
| ARPU (euros) (1) | 14.9 | 13.7 | -8.0% |
| Wireline | |||
| Total accesses (EOP) ('000) | 528 | 448 | -15.2% |
| Direct accesses (EOP) ('000) | 433 | 373 | -13.9% |
| Direct access as % customer revenues | 77.5% | 72.7% | -4.8pp |
| SSI | |||
| IT service revenues / employee ('000 euros) | 6 3 |
6 2 |
-0.9% |
| Total employees | 2,002 | 2,063 | 3.0% |
(1) Average revenues per user.
| Million euros | |||
|---|---|---|---|
| 1H09 | 1H10 | y.o.y | |
| Turnover | 482 | 450 | -6.5% |
| Mobile | 299 | 288 | -3.6% |
| Wireline | 124 | 120 | -3.2% |
| SSI | 8 2 |
6 7 |
-17.9% |
| Others & eliminations | -24 | -25 | -7.3% |
| Other revenues | 2 | 3 | 19.8% |
| Recurrent EBITDA | 9 1 |
100 | 8.8% |
| EBITDA | 9 1 |
100 | 8.8% |
| EBITDA margin (%) | 19.0% | 22.1% | 3.1pp |
| Mobile | 8 9 |
9 4 |
6.1% |
| Wireline | 2 | 3 | 55.0% |
| SSI | 4 | 4 | 1.1% |
| Others & eliminations | -3 | -1 | 54.1% |
| EBIT | 1 2 |
3 3 |
162.7% |
| Net financial results | -7 | -4 | 50.1% |
| Total net income | 2 | 2 0 |
- |
| Attributable to equity holders | 1 | 2 0 |
- |
| Excluding the securitization transaction: | |||
| Net debt including shareholder loans | 411 | 360 | -12.3% |
| Net debt | 410 | 366 | -10.8% |
| Net debt/EBITDA (last 12 months) | 2.2 x | 2.0 x | -0.2x |
| EBITDA/net interest expenses (last 12 months) | 11.3 x | 19.3 x | 8 x |
| Net debt/invested capital | 53.3% | 47.8% | -5.4pp |
| CAPEX | 5 3 |
5 6 |
5.1% |
| Operating CAPEX (1) | 5 2 |
5 6 |
6.3% |
| EBITDA minus Operating CAPEX | 3 9 |
4 4 |
12.0% |
| Free Cash Flow | -18 | 6 | - |
(1) OperatingCAPEXexcludes financial investments, provisions for dismantlingof sitesand other non operational investments.
| Investment management unit | |||
|---|---|---|---|
| Million euros | |||
| 1H09 | 1H10 | y.o.y | |
| Turnover | 9 1 |
9 9 |
9.1% |
| Recurrent EBITDA | 0 | 1 | - |
| EBITDA | 0 | 1 | - |
| EBIT | -2 | -2 | -13.1% |
| Net debt including shareholder loans | 116 | 7 1 |
-38.2% |
| Net debt | -2 | 1 | - |
| CAPEX | 8 | 0 | -100.0% |
| Total employees | 1,036 | 1,263 | 21.9% |
Maia, 26 August 2010
Belmiro Mendes de Azevedo President of the Board of Directors Bernd Bothe Member of the Board of Directors
Christine Cross Member of the Board of Directors
Álvaro Cuervo Garcia Member of the Board of Directors
Álvaro Carmona e Costa Portela Member of the Executive Committee Duarte Paulo Teixeira de Azevedo President of the Executive Committee
Michel Marie Bon Member of the Board of Directors
Ângelo Gabriel Ribeirinho dos Santos Paupério Member of the Executive Committee
José Neves Adelino Member of the Board of Directors Nuno Manuel Moniz Trigoso Jordão Member of the Executive Committee
The signatories individually declare that, to their knowledge, the Management Report, the Consolidated and Individual Financial Statements and other accounting documents required by law or regulation were prepared meeting the standards of the applicable International Financial Reporting Standards, giving a truthful (fairly) and appropriate image, in all material respects, of the assets and liabilities, financial position and the consolidated and individual results of the issuer and that the Management Report faithfully describes the progress of the business and position of the issuer and of the companies included in the consolidation perimeter and contains a description of the major risks and uncertainties that they face.
Maia, 26 August 2010
Belmiro Mendes de Azevedo President of the Board of Directors
Álvaro Cuervo Garcia Member of the Board of Directors Bernd Bothe Member of the Board of Directors
Christine Cross Member of the Board of Directors
Álvaro Carmona e Costa Portela Member of the Board of Directors Duarte Paulo Teixeira de Azevedo President of the Executive Committee
Michel Marie Bon Member of the Board of Directors Ângelo Gabriel Ribeirinho dos Santos Paupério Member of the Executive Committee
José Neves Adelino Member of the Board of Directors Nuno Manuel Moniz Trigoso Jordão Member of the Executive Committee
Disclosure of shares and other securities held by members of the Board of Directors and by those discharging managerial responsibilities, as well as by people closely connected with them (article 248 B of the Portuguese Securities Code), and disclosure of the respective transactions during the year involving such shares and other securities
| Additions | Reductions | Balance as of 30.06.2010 |
||||
|---|---|---|---|---|---|---|
| Date | Quantity | Aver. Price € | Quantity | Aver. Price € | Quantity | |
| Belmiro Mendes de Azevedo ( ) ( * ) |
||||||
| Efanor Investimentos, SGPS, SA (1) Sonaecom, SGPS, SA |
49,999,996 75,537 |
|||||
| Álvaro Carmona e Costa Portela (* ) |
||||||
| Sonae, SGPS, SA Sonaecom, SGPS, SA |
125,934 5,000 |
|||||
| Álvaro Carmona e Costa Portela (* ) |
||||||
| Sonae, SGPS, SA Sonaecom, SGPS, SA |
250,000 225,000 |
|||||
| Duarte Paulo Teixeira de Azevedo ( ) ( ) ( |
* ) |
|||||
| Efanor Investimentos, SGPS, SA (1) Migracom, SGPS, SA (4) |
1 1,969,996 |
|||||
| Sonae, SGPS, SA | 3,293 (a) | |||||
| Michel Marie Bon (* ) |
||||||
| Sonae, SGPS, SA Purchase |
18.01.2010 | 13,000 | 0.918 | 144,363 | ||
| Maria Margarida Carvalhais Teixeira de Azevedo (* | ) ( ) |
|||||
| Efanor Investimentos, SGPS, SA (1) | 1 | |||||
| Sonae, SGPS, SA | 14,901 | |||||
| Maria Cláudia Teixeira de Azevedo ( ) ( |
) | |||||
| Efanor Investimentos, SGPS, SA (1) Sonae, SGPS, SA |
1 17,585 |
|||||
| Shares attributed under a Share Based Compensation Plan |
10.03.2009 | 17,585 | 0.000 | |||
| Linhacom, SGPS, SA (6) | 99,996 | |||||
| Sonaecom, SGPS, SA | 11,818 | |||||
| Shares attributed under a Share Based | ||||||
| Compensation Plan Sonaecom, SGPS, SA |
10.03.2009 | 11,818 | 0.000 | 170 (b) | ||
| Nuno Teixeira de Azevedo ( ) ( ) |
||||||
| Efanor Investimentos, SGPS, SA (1) | 1 | |||||
| Sonae, SGPS, SA | 10,500 (a) |
(***) People closely connected with the President of the Board of Directors of Sonae Holding, Belmiro de Azevedo (****) M ember of the Board of Directors of Imparfin, SGPS, SA (5)
(a) Shares held by underage descendents under his/her charge
(b) Shares held by spouse
Note: The Independent Non-executive member of the Board of Directors, José M anuel Neves Adelino, is a member of the Statutory Audit Board of Banco BPI, SA, which holds 178.039.855 shares representing of 8,902 % of Company's share capital.
| Additions | Reductions | Balance as of 30.06.2010 |
|||||
|---|---|---|---|---|---|---|---|
| Date | Quantity | Aver. Price € | Quantity | Aver. Price € | Quantity | ||
| (1) Efanor Investimentos, SGPS, SA Sonae, SGPS, SA Pareuro, BV (2) Sonaecom, SGPS, SA |
659,650,000 2,000,000 1,000 |
||||||
| (2) Pareuro, BV Sonae, SGPS, SA |
400,000,000 | ||||||
| (3)Sonae, SGPS, SA Sonae Investments, BV Sontel, BV Sonaecom, SGPS, SA |
2,000,000 4,286 838,649 |
||||||
| (4) Migracom, SGPS, SA Sonae, SGPS, SA Sonaecom, SGPS, SA Imparfin, SGPS, SA (5) |
1,485,000 387,342 150,000 |
||||||
| (5) Imparfin, SGPS, SA Sonae, SGPS, SA |
4,105,280 | ||||||
| (6) Linhacom, SGPS, SA Sonae, SGPS, SA Sonaecom, SGPS, SA Imparfin, SGPS, SA (5) |
351,296 38,044 150,000 |
||||||
| (7) Sonae Investments BV Sontel BV (8) Sonaecom, SGPS, SA (9) |
5,714 10,500,000 |
||||||
| (8) Sontel BV Sonaecom, SGPS, SA (9) |
183,374,470 | ||||||
| (9) Sonaecom SGPS, SA | |||||||
| Sonaecom, SGPS, SA (own shares) | 8,264,325 | ||||||
| Purchase | 04.01.2010 | 69,000 | 1.953 | ||||
| Purchase | 05.01.2010 | 163,000 | 1.951 | ||||
| Purchase Purchase |
06.01.2010 07.01.2010 |
313,158 98,750 |
1.995 2.004 |
||||
| Purchase | 08.01.2010 | 103,092 | 2.001 | ||||
| Shares attributed under a Share Based | |||||||
| Compensation Plan | 10.03.2010 | 972,184 | 0.000 | ||||
| Purchase | 15.03.2010 | 56,000 | 1.688 | ||||
| Purchase | 16.03.2010 | 24,500 | 1.697 | ||||
| Purchase | 17.03.2010 | 98,000 | 1.724 | ||||
| Purchase | 18.03.2010 | 38,000 | 1.716 | ||||
| Purchase | 19.03.2010 | 60,000 | 1.696 | ||||
| Purchase Purchase |
22.03.2010 23.03.2010 |
35,000 183,000 |
1.668 1.654 |
||||
| Purchase | 24.03.2010 | 170,000 | 1.621 | ||||
| Purchase | 25.03.2010 | 87,500 | 1.611 | ||||
| Purchase | 26.03.2010 | 134,935 | 1.622 | ||||
| Purchase | 18.05.2010 | 50,000 | 1.303 | ||||
| Purchase | 19.05.2010 | 60,000 | 1.281 | ||||
| Purchase Purchase |
20.05.2010 21.05.2010 |
63,000 260,000 |
1.254 1.241 |
Shares held and voting rights of companies owning more than 2% of the share capital of the company, as required by article 9 nr.1 c) of Securities Market Regulation Board (CMVM) regulation 05/2008.
| Shareholder | Nr. of shares | % Share Capital |
% of Voting Rights |
|---|---|---|---|
| Efanor Investimentos, SGPS, SA | |||
| Directly | 659,650,000 | 32.983% | 32.983% |
| By Pareuro, BV (controlled by Efanor) | 400,000,000 | 20.000% | 20.000% |
| By Maria Margarida CarvalhaisTeixeira de Azevedo (Director of Efanor) | 14,901 | 0.001% | 0.001% |
| By Duarte Paulo Teixeira de Azevedo (Director of Efanor and held by descendent) | 3,293 | 0.000% | 0.000% |
| By Maria Cláudia Teixeira de Azevedo (Director of Efanor and held by spouse) | 17,585 | 0.001% | 0.001% |
| By Nuno Miguel Teixeira de Azevedo (Director of Efanor and held by descendent) | 10,500 | 0.001% | 0.001% |
| By Migracom, SGPS, SA (company controlled by Efanor's Director Duarte Paulo Teixeira de | 1,485,000 | 0.074% | 0.074% |
| Azevedo) By Linhacom, SGPS, SA (company controlled by Efanor's Director Maria Cláudia Teixeira de Azevedo) |
351,296 | 0.018% | 0.018% |
| Total attributable to Efanor Investimentos, SGPS, SA | 1,061,532,575 | 53.077% | 53.077% |
| Banco BPI, SA | 132,851,868 | 6.643% | 6.643% |
| Banco Português de Investimento, SA | 365,199 | 0.018% | 0.018% |
| Fundos de Pensões do Banco BPI | 40,071,372 | 2.004% | 2.004% |
| BPI Vida - Companhia de Seguros de Vida, SA | 4,751,416 | 0.238% | 0.238% |
| Total attributable to Banco BPI, SA | 178,039,855 | 8.902% | 8.902% |
| Fundação Berardo, Instituição Particular de Solidariedade Social | 49,849,514 | 2.492% | 2.492% |
| Total attributable to Fundação Berardo, Instituição Particular de Solidariedade Social | 49,849,514 | 2.492% | 2.492% |
| Bestinver Gestión, S.A. SGIIC | |||
| Bestinver Bolsa, F.I. | 16,222,727 | 0.811% | 0.811% |
| Bestinfond, F.I. | 12,366,063 | 0.618% | 0.618% |
| Bestinver Mixto, F.I. | 2,784,381 | 0.139% | 0.139% |
| Bestinver Global, FP | 2,465,710 | 0.123% | 0.123% |
| Soixa Sicav | 2,373,144 | 0.119% | 0.119% |
| Bestinver Bestvalue Sicav | 2,169,616 | 0.108% | 0.108% |
| Bestinver Ahorro, FP | 1,617,575 | 0.081% | 0.081% |
| Texrenta Inversiones Sicav | 663,409 | 0.033% | 0.033% |
| Loupri Inversiones | 162,262 | 0.008% | 0.008% |
| Divalsa de Inversiones Sicav, SA | 113,869 | 0.006% | 0.006% |
| Acciones, cup. Y Obli. Segovianas | 86,821 | 0.004% | 0.004% |
| Bestinver Empleo, FP | 76,327 | 0.004% | 0.004% |
| Abedul 1999, SA, Sicav | 70,491 | 0.004% | 0.004% |
| Linker Inversiones, Sicav, SA | 64,270 | 0.003% | 0.003% |
| Total attributable to Bestinver Gestión, S.A. SGIIC | 41,236,665 | 2.062% | 2.062% |
Condensed consolidated financial statements
| ASSETS | Notes | 30 June 2010 | 30 June 2009 | 31 December 2009 (Note 1) |
|---|---|---|---|---|
| NON-CURRENT ASSETS: | ||||
| Tangible assets | 9 | 2,751,068,120 | 2,724,115,990 | 2,781,177,575 |
| Intangible assets | 10 | 467,852,302 | 429,682,801 | 467,315,297 |
| Investment properties | 11 | 1,759,392,170 | 1,804,467,800 | 1,796,470,818 |
| Goodwill | 12 | 732,917,395 | 698,693,241 | 728,945,475 |
| Investments in associates | 6 | 71,885,051 | 88,848,801 | 74,649,393 |
| Other investments | 7 and 13 | 12,506,138 | 15,294,970 | 18,127,492 |
| Deferred tax assets | 16 | 229,914,556 | 216,000,705 | 230,214,508 |
| Other non-current assets | 14 | 36,710,575 | 25,880,124 | 21,176,312 |
| Total Non-Current Assets | 6,062,246,307 | 6,002,984,432 | 6,118,076,870 | |
| CURRENT ASSETS: | ||||
| Inventories | 620,061,618 | 586,831,423 | 603,003,189 | |
| Trade accounts receivable and other current assets | 15 | 561,332,679 | 689,244,081 | 610,516,925 |
| Investments | 13 | 62,815,687 | 52,859,402 | 57,679,031 |
| Cash and cash equivalents | 17 | 93,163,857 | 114,842,574 | 172,229,871 |
| Total Current Assets | 1,337,373,841 | 1,443,777,480 | 1,443,429,016 | |
| Assets available for sale | - | 5,782,499 | - | |
| TOTAL ASSETS | 7,399,620,148 | 7,452,544,411 | 7,561,505,886 | |
| EQUITY AND LIABILITIES | ||||
| EQUITY: | ||||
| Share capital | 18 | 2,000,000,000 | 2,000,000,000 | 2,000,000,000 |
| Own shares | (135,679,489) | (136,911,861) | (136,911,861) | |
| Reserves and retained earnings | (696,280,847) | (753,831,838) | (733,683,436) | |
| Profit/(Loss) for the period attributable to the equity holders of the Parent Company | 40,939,173 | (28,120,304) | 93,760,817 | |
| Equity attributable to the equity holders of the Parent Company | 1,208,978,837 | 1,081,135,997 | 1,223,165,520 | |
| Equity attributable to non-controlling interests | 19 | 500,678,707 | 451,331,453 | 477,968,755 |
| TOTAL EQUITY | 1,709,657,544 | 1,532,467,450 | 1,701,134,275 | |
| LIABILITIES: | ||||
| NON-CURRENT LIABILITIES: | ||||
| Loans | 20 | 3,101,063,930 | 3,219,523,065 | 2,943,987,134 |
| Other non-current liabilities | 22 | 87,814,939 | 177,093,165 | 240,267,403 |
| Deferred tax liabilities | 16 | 362,367,811 | 319,328,440 | 336,301,701 |
| Provisions Total Non-Current Liabilities |
25 | 59,701,038 3,610,947,718 |
63,903,893 3,779,848,563 |
50,607,367 3,571,163,605 |
| CURRENT LIABILITIES: Loans |
20 | 231,438,124 | 404,098,402 | 313,554,408 |
| Trade creditors and other current liabilities | 24 | 1,845,584,514 | 1,734,374,043 | 1,973,035,847 |
| Provisions | 25 | 1,992,248 | 1,755,953 | 2,617,751 |
| Total Current Liabilities | 2,079,014,886 | 2,140,228,398 | 2,289,208,006 | |
| TOTAL LIABILITIES | 5,689,962,604 | 5,920,076,961 | 5,860,371,611 | |
| TOTAL EQUITY AND LIABILITIES | 7,399,620,148 | 7,452,544,411 | 7,561,505,886 |
The accompanying notes are part of these condensed consolidated financial statements.
(Amounts expressed in euro)
(Translation of condensed consolidated financial statements originally issued in Portuguese. In case of discrepancies the Portuguese version prevails.)
| nd Quarter 2 |
nd Quarter 2 |
||||
|---|---|---|---|---|---|
| 2010 (Unaudited) |
2009 (Unaudited) |
30 June 2010 | 30 June 2009 | ||
| Notes | |||||
| Sales | 1,131,251,265 | 1,071,778,054 | 2,209,764,574 | 2,063,893,607 | |
| Services rendered | 286,962,052 | 272,677,254 | 566,739,485 | 544,343,005 | |
| Value created on investment properties | 11 | (145,485) | (37,661,319) | (3,957,957) | (100,358,070) |
| Investment income | 4,903,949 | 3,436,654 | 4,890,276 | 4,459,065 | |
| Financial income Other income |
3,942,427 116,961,280 |
3,000,038 117,951,841 |
6,791,929 217,274,399 |
8,087,412 217,565,365 |
|
| Cost of goods sold and materials consumed | (870,096,189) | (851,070,067) | (1,738,061,248) | (1,649,459,711) | |
| Changes in stocks of finished goods and work in progress | 191,136 | - | 296,497 | - | |
| External supplies and services | (289,891,091) | (267,828,093) | (556,305,770) | (534,512,899) | |
| Staff costs | (173,147,507) | (161,476,994) | (344,135,696) | (322,053,260) | |
| Depreciation and amortisation | 9 and 10 | (73,198,144) | (73,939,141) | (146,094,344) | (145,152,046) |
| Provisions and impairment losses | (11,273,512) | (8,839,308) | (17,470,051) | (16,152,798) | |
| Financial expense | (29,537,757) | (35,060,585) | (57,905,352) | (80,322,712) | |
| Other expenses | (27,500,748) | (26,243,871) | (51,029,253) | (47,988,031) | |
| Share of results of associated undertakings | 6 | 866,240 | (2,712,520) | (274,617) | (2,955,235) |
| Profit/(Loss) before taxation | 70,287,916 | 4,011,943 | 90,522,872 | (60,606,308) | |
| Taxation | 28 | (32,919,695) | (4,089,177) | (42,160,480) | 10,302,974 |
| Profit/(Loss) after taxation | 29 | 37,368,221 | (77,234) | 48,362,392 | (50,303,334) |
| Attributable to: | |||||
| Equity holders of the Parent Company Non-controlling interests |
35,197,188 2,171,033 |
7,493,842 (7,571,076) |
40,939,173 7,423,219 |
(28,120,304) (22,183,030) |
|
| Profit/(Loss) per share | |||||
| Basic | 30 | 0.018827 | 0.004012 | 0.021898 | (0.015057) |
| 0.018793 | 0.004012 | 0.021833 | (0.015057) | ||
| Diluted The accompanying notes are part of these condensed consolidated financial statements. |
30 | ||||
| The Board of Directors | |||||
(Translation of condensed consolidated financial statements originally issued in Portuguese. In case of discrepancies the Portuguese version prevails.)
| 2nd Quarter 2010 (Unaudited) |
2nd Quarter 2009 (Unaudited) |
30 June 2010 | 30 June 2009 | |
|---|---|---|---|---|
| Net Profit / (Loss) for the period | 37,368,221 | (77,234) | 48,362,392 | (50,303,334) |
| Exchange differences arising on translation of foreign operations | 15,331,865 | 11,471,647 | 24,393,402 | 19,543,458 |
| Participation in other comprehensive income (net of tax) related to associated companies included in consolidation by the equity method |
(1,153,300) | 1,544,487 | (2,361,704) | 1,544,487 |
| Changes on fair value of available-for-sale financial assets | (2,158,000) | 2,822,000 | (5,810,000) | 3,818,000 |
| Changes in hedge and fair value reserves | 2,362,913 | 5,102,981 | (6,961,905) | (13,121,138) |
| Deferred tax related to changes in fair value reserves | (1,415,234) | (612,909) | 301,323 | 1,022,298 |
| Others | (762,900) | - | (762,900) | - |
| Other comprehensive income for the period | 12,205,344 | 20,328,206 | 8,798,216 | 12,807,105 |
| Total comprehensive income for the period | 49,573,565 | 20,250,972 | 57,160,608 | (37,496,229) |
| Attributable to: | ||||
| Equity holders of the Parent Company | 45,217,095 | 41,042,278 | 47,203,087 | (14,502,940) |
| Non-controlling interests | 4,356,470 | (20,791,306) | 9,957,521 | (22,993,289) |
The accompanying notes are part of these condensed consolidated financial statements.
| Reserves and Retained Earnings Non-Controlling Total Currency Investments Other Reserves Share Own Total Net Total Interests Equity Legal Translation Fair Value Hedging and Retained Capital Shares Profit/(Loss) Reserve Reserve Reserve Reserve Earnings (Note 19) Balance as at 1 January 2009 2,000,000,000 (138,568,275) 161,705,974 (4,251,321) (1,976,346) (11,232,990) (934,717,935) (790,472,618) 80,035,669 1,150,994,776 411,549,101 Total comprehensive income for the period - - - 20,260,513 3,818,000 (10,461,149) - 13,617,364 (28,120,304) (14,502,940) (22,993,289) Appropriation of profit of 2008: Transfer to legal reserves and retained earnings - - 1,523,608 - - - 78,512,061 80,035,669 (80,035,669) - - Dividends distributed - - - - - - (56,050,051) (56,050,051) - (56,050,051) - Disposal of own shares/ attribution to employees - 1,656,414 - - - - - - - 1,656,414 4,169 Changes in the consolidation perimeter - - - - - - - - - - 62,019,315 Other changes - - - - - - (962,202) (962,202) - (962,202) 752,157 Balance as at 30 June 2009 2,000,000,000 (136,911,861) 163,229,582 16,009,192 1,841,654 (21,694,139) (913,218,127) (753,831,838) (28,120,304) 1,081,135,997 451,331,453 Balance as at 1 January 2010 2,000,000,000 (136,911,861) 163,229,582 27,670,569 11,801,654 (21,082,667) (915,302,573) (733,683,436) 93,760,817 1,223,165,520 477,968,755 Total comprehensive income for the period - - - 19,509,639 (5,810,000) (4,684,591) (2,751,134) 6,263,914 40,939,173 47,203,087 9,957,521 Appropriation of profit of 2009: Transfer to legal reserves and retained earnings - - 4,586,452 - - - 89,174,365 93,760,817 (93,760,817) - - Dividends distributed - - - - - - (58,889,883) (58,889,883) - (58,889,883) (1,314,038) Disposal of own shares / attribution to employees - 1,232,372 - - - - (693,484) (693,484) - 538,888 (471,377) Changes in the consolidation perimeter - - - - - - (1,238,277) (1,238,277) - (1,238,277) (822,591) Capital increases - - - - - - - - - - 15,287,888 Other changes - - - - - - (1,800,499) (1,800,498) - (1,800,498) 72,549 Balance as at 30 June 2010 2,000,000,000 (135,679,489) 167,816,034 47,180,208 5,991,654 (25,767,258) (891,501,485) (696,280,847) 40,939,173 1,208,978,837 500,678,707 |
Attributable to Equity Holders of the Parent Company | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| 1,562,543,877 | ||||||||||
| (37,496,229) | ||||||||||
| - | ||||||||||
| (56,050,051) | ||||||||||
| 1,660,583 | ||||||||||
| 62,019,315 | ||||||||||
| (210,045) | ||||||||||
| 1,532,467,450 | ||||||||||
| 1,701,134,275 | ||||||||||
| 57,160,608 | ||||||||||
| - | ||||||||||
| (60,203,921) | ||||||||||
| 67,511 | ||||||||||
| (2,060,868) | ||||||||||
| 15,287,888 | ||||||||||
| (1,727,949) | ||||||||||
| 1,709,657,544 |
The accompanying notes are part of these condensed consolidated financial statements.
(Amounts expressed in euro)
| 2nd Quarter | 2nd Quarter | ||||
|---|---|---|---|---|---|
| Notes | 2010 | 2009 | 30 June 2010 | 30 June 2009 | |
| (Unaudited) | (Unaudited) | ||||
| OPERATING ACTIVITIES | |||||
| Net cash from operating activities (1) | 166,855,722 | 290,653,736 | 68,872,347 | 136,814,058 | |
| INVESTMENT ACTIVITIES | |||||
| Cash receipts arising from: | |||||
| Investments | 33,798,825 | 118,495 | 56,028,130 | 2,154,549 | |
| Tangible, intangible assets and investment properties | 3,960,587 | 1,677,355 | 27,835,325 | 8,645,239 | |
| Dividends | 911,306 | 209,003 | 911,473 | 209,003 | |
| Others | 9,618,015 | 15,568,333 | 16,199,787 | 27,294,161 | |
| 48,288,733 | 17,573,186 | 100,974,715 | 38,302,952 | ||
| Cash Payments arising from: | |||||
| Investments | (5,747,233) | (8,217,921) | (11,055,757) | (22,910,458) | |
| Tangible, intangible assets and investment properties | (84,300,953) | (110,423,919) | (224,276,050) | (304,650,504) | |
| Others | (97,081) | (10,681,262) | (361,791) | (13,729,658) | |
| (90,145,267) | (129,323,102) | (235,693,598) | (341,290,620) | ||
| Net cash used in investment activities (2) | (41,856,534) | (111,749,916) | (134,718,883) | (302,987,668) | |
| FINANCING ACTIVITIES | |||||
| Cash receipts arising from: | |||||
| Loans obtained | 1,901,283,999 | 4,041,178,556 | 3,350,180,599 | 6,161,897,026 | |
| Others | 3,615 | 43,443,980 | 3,615 | 46,100,055 | |
| 1,901,287,614 | 4,084,622,536 | 3,350,184,214 | 6,207,997,081 | ||
| Cash Payments arising from: | |||||
| Loans obtained | (1,916,949,862) | (4,096,770,537) | (3,208,403,288) | (5,915,560,212) | |
| Interest and similar charges | (5,821,767) | (45,189,174) | (54,187,525) | (99,309,007) | |
| Dividends | (63,692,152) | (60,011,933) | (64,311,035) | (60,170,328) | |
| Others | (20,649,221) | (2,542,645) | (23,468,388) | (5,087,547) | |
| Net cash used in financing activities (3) | (2,007,113,002) (105,825,388) |
(4,204,514,289) (119,891,753) |
(3,350,370,236) (186,022) |
(6,080,127,094) 127,869,987 |
|
| Net increase in cash and cash equivalents (4) = (1) + (2) + (3) | 19,173,800 | 59,012,067 | (66,032,558) | (38,303,623) | |
| Effect of foreign exchange rate | (993,708) | (147,902) | (1,649,378) | (452,688) | |
| Cash and cash equivalents at the beginning of the period | 17 | 63,915,564 | 45,955,084 | 148,466,253 | 142,965,988 |
| Cash and cash equivalents at the end of the period | 17 | 84,083,073 | 105,115,053 | 84,083,073 | 105,115,053 |
| The accompanying notes are part of these condensed consolidated financial statements. | |||||
| The Board of Directors | |||||
| 38 |
(Amounts expressed in euro)
(Translation of condensed consolidated financial statements originally issued in Portuguese.
In case of discrepancies the Portuguese version prevails.)
SONAE, SGPS, SA ("Sonae Holding"), has its head office at Lugar do Espido, Via Norte, Apartado 1011, 4471-909 Maia, Portugal, and is the parent company of a group of companies, as detailed in Notes 4 to 7 ("Sonae"). Sonae`s operations and operating segments are described in Note 32.
Consolidation of business activities: Lazam/MDS
The process of acquisition of Lazam/MDS was only concluded in the second half of 2009, and, as disclosed in the financial statements for the period ended 31 December 2009, the process of imputation of fair value was not completed at that date. This process was completed during this period, and a retrospective correction of the accounting effects of this business combination was made as required by IFRS 3 – Business Combinations. Consequently the consolidated balance sheet as at 31 December 2009 was restated to reflect the adjusted values of assets and liabilities. The details of these changes are disclosed in note 8.
The accounting policies adopted are consistent with those followed in the preparation of annual financial statements for the year ended 31 December 2009, with the exception of those described in note 3.
Interim financial statements are presented quarterly, in accordance with IAS 34 – "Interim Financial Reporting".
The accompanying condensed consolidated financial statements have been prepared from the books and accounting records of the companies included in the consolidation (Notes 4 to 6) on a going concern basis and under the historical cost convention, except for investment properties and financial instruments which are stated at fair value.
During the period it was adopted a set of accounting standards, interpretations, amendments and revisions issued in previous periods and whose implementation became mandatory during the financial year 2010 as disclosed in the financial statements presented for the period ended as at 31 December 2009 and which, except as described below, didn't have any significant impacts on the financial statements as at 30 June 2010.
During the period it has been adopted for the first time the revised version of IFRS 3 – Business Combinations (revised 2008) and IAS 27 – Consolidated and separate financial statements (revised 2008).
These changes brought some modifications in the accounting policies of recording business combinations, in particular:
Group companies included in the consolidated financial statements, their head offices and percentage of share capital held by Sonae as at 30 June 2010 and 31 December 2009 are as follows:
| Percentage of capital held | ||||||
|---|---|---|---|---|---|---|
| 30 June 2010 | 31 December 2009 | |||||
| COMPANY | Head Office | Direct | Total | Direct | Total | |
| Sonae - SGPS, S.A. | Maia | HOLDING | HOLDING | HOLDING | HOLDING | |
| Retail | ||||||
| Arat Inmuebles, SA | a) | Madrid (Spain) | 100.00% | 100.00% | 100.00% | 100.00% |
| Azulino Imobiliária, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% |
| BB Food Service, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% |
| Bertimóvel - Sociedade Imobiliária, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% |
| Best Offer - Prestação de Informações por Internet, SA |
a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% |
| Bikini, Portal de Mulheres, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% |
| Bom Momento - Comércio Retalhista, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% |
| Canasta - Empreendimentos Imobiliários, SA |
a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% |
| Carnes do Continente - Indústria e Distribuição Carnes, SA |
a) | Santarém | 100.00% | 100.00% | 100.00% | 100.00% |
| Chão Verde - Sociedade de Gestão Imobiliária, SA |
a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% |
| Citorres - Sociedade Imobiliária, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% |
| Contibomba - Comércio e Distribuição de Combustíveis, SA |
a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% |
| Contimobe - Imobiliária de Castelo de Paiva, SA |
a) | Castelo de Paiva | 100.00% | 100.00% | 100.00% | 100.00% |
| Continente Hipermercados, SA | a) | Lisbon | 100.00% | 100.00% | 100.00% | 100.00% |
| Cumulativa - Sociedade Imobiliária, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% |
| Difusão - Sociedade Imobiliária, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% |
| Edições Book.it, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% |
| Efanor - Design e Serviços, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% |
| Estevão Neves - Hipermercados da Madeira, SA |
a) | Madeira | 100.00% | 100.00% | 100.00% | 100.00% |
| Farmácia Selecção, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% |
| Fozimo - Sociedade Imobiliária, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
|---|---|---|---|---|---|---|---|
| Fozmassimo - Sociedade Imobiliária, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% | |
| Fundo de Investimento Imobiliário Fechado Imosede |
a) | Maia | 54.55% | 54.55% | 54.55% | 54.55% | |
| Fundo de Investimento Imobiliário Fechado Imosonae Dois |
a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| Global S - Hipermercado, Lda | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% | |
| Good and Cheap - Comércio Retalhista, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% | |
| Hipotética - Comércio Retalhista, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% | |
| Sonaerp – Retail Properties, SA | a) | Porto | 100.00% | 100.00% | 100.00% | 100.00% | |
| Igimo - Sociedade Imobiliária, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| Iginha - Sociedade Imobiliária, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% | |
| Imoconti - Sociedade Imobiliária, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% | |
| Imoestrutura - Sociedade Imobiliária, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| Imomuro - Sociedade Imobiliária, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% | |
| Imoresultado - Sociedade Imobiliária, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| Imosistema - Sociedade Imobiliária, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| Infofield - Informática, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| 3) | Fashion Division, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% |
| Just Sport - Comércio de Artigos de Desporto, SA |
a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% | |
| Marcas MC, Zrt | a) | Budapest (Hungary) |
100.00% | 100.00% | 100.00% | 100.00% | |
| MJLF - Empreendimentos Imobiliários, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| MC - SGPS, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% | |
| Modalfa - Comércio e Serviços, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| Modalloop – Vestuário e Calçado, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% | |
| Modelo Continente Hipermercados,SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% | |
| Modelo Continente Seguros - Sociedade Mediação, SA |
a) | Porto | 100.00% | 87.50% | 100.00% | 87.50% | |
| Modelo Hiper Imobiliária, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| Modelo Hipermercados Trading, SA | a) | Madrid (Spain) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Modelo.com - Vendas p/Correspond., SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| NA - Comércio de Artigos de Desporto, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% | |
| NA - Equipamentos para o Lar, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% | |
| Peixes do Continente - Indústria e Distribuição de Peixes, SA |
a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% |
| Pharmacontinente - Saúde e Higiene, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% |
|---|---|---|---|---|---|---|
| Pharmaconcept – Actividades em Saúde, SA |
a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% |
| Predicomercial - Promoção Imobiliária, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% |
| Selifa - Empreendimentos Imobiliários de Fafe, SA |
a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% |
| Sempre à Mão - Sociedade Imobiliária, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% |
| Sesagest - Proj.Gestão Imobiliária, SA | a) | Porto | 100.00% | 100.00% | 100.00% | 100.00% |
| Socijofra - Sociedade Imobiliária, SA | a) | Gondomar | 100.00% | 100.00% | 100.00% | 100.00% |
| Sociloures - Sociedade Imobiliária, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% |
| Soflorin, BV | a) | Amsterdam (The Netherlands) |
100.00% | 100.00% | 100.00% | 100.00% |
| Solaris Supermercados, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% |
| Sonae Capital Brasil, Lda | a) | São Paulo (Brazil) | 100.00% | 100.00% | 100.00% | 100.00% |
| Sonae Center Serviços II, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% |
| Sonae Investimentos, SGPS, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% |
| SIAL Participações, Ltda | a) | São Paulo (Brazil) | 100.00% | 100.00% | 100.00% | 100.00% |
| Sonae Retalho España - Servicios Generales, SA |
a) | Madrid (Spain) | 100.00% | 100.00% | 100.00% | 100.00% |
| Sonae Specialized Retail, SGPS, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% |
| Sondis Imobiliária, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% |
| Sontária - Empreendimentos Imobiliários, SA |
a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% |
| Sonvecap, BV | a) | Amsterdam (The Netherlands) |
100.00% | 100.00% | 100.00% | 100.00% |
| Sport Zone - Comércio de Artigos de Desporto, SA |
a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% |
| Sport Zone España - Comércio de Articulos de Deporte, SA |
a) | Madrid (Spain) | 100.00% | 100.00% | 100.00% | 100.00% |
| Têxtil do Marco, SA | a) | Marco de Canaveses |
90.37% | 90.37% | 80.37% | 80.37% |
| Tlantic Portugal - Sistemas de Informação, SA |
a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% |
| Tlantic Sistemas de Informação, Ltda | a) | Porto Alegre (Brazil) |
100.00% | 100.00% | 100.00% | 100.00% |
| Todos os Dias - Com. Ret. Expl. C. Comer., SA |
a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% |
| Valor N, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% |
| Well W - Electrodomésticos e Equipamentos, SA |
a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% |
| Worten - Equipamento para o Lar, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% |
| Worten España Distribución, S.L. | a) | Madrid (Spain) | 100.00% | 100.00% | 100.00% | 100.00% |
| Zippy – Comércio e Distribuição, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% | |
|---|---|---|---|---|---|---|---|
| Zippy - Comércio Y Distribución, SA | a) | Madrid (Spain) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Telecommunications | |||||||
| Be Artis - Concepção, Construção e Gestão de Redes de Comunicações, SA |
a) | Maia | 100.00% | 54.39% | 100.00% | 54.23% | |
| Be Towering – Gestão de Torres de Telecomunicações, SA |
a) | Maia | 100.00% | 54.39% | 100.00% | 54.23% | |
| Cape Tecnologies Limited | a) | Dublin (Ireland) | 100.00% | 54.39% | 100.00% | 54.23% | |
| Digitmarket - Sistemas de Informação, SA | a) | Maia | 75.10% | 40.85% | 75.10% | 40.72% | |
| Lugares Virtuais, SA | a) | Maia | 100.00% | 54.39% | 100.00% | 54.23% | |
| M3G - Edições Digitais, SA | a) | Maia | 100.00% | 54.39% | 100.00% | 54.23% | |
| Magma - Operação de Titularização de Créditos |
c) | Portugal | 100.00% | 54.39% | 100.00% | 54.23% | |
| Mainroad Serviços em Tecnologias de Informação, SA |
a) | Maia | 100.00% | 54.39% | 100.00% | 54.23% | |
| Miauger - Org. Gestão Leilões Electrónicos, SA |
a) | Maia | 100.00% | 54.39% | 100.00% | 54.23% | |
| Per-Mar - Sociedade de Construções, SA | a) | Maia | 100.00% | 54.39% | 100.00% | 54.23% | |
| Praesidium Services Limited | a) | Berkshire (U.K.) | 100.00% | 54.39% | 100.00% | 54.23% | |
| Público - Comunicação Social, SA | a) | Porto | 100.00% | 54.39% | 100.00% | 54.23% | |
| Saphety Level - Trusted Services, SA | a) | Maia | 86.99% | 47.32% | 86.99% | 47.17% | |
| Sonaecom BV | a) | Amsterdam (The Netherlands) |
100.00% | 54.39% | 100.00% | 54.23% | |
| Sonae Telecom, SGPS, SA | a) | Maia | 100.00% | 54.39% | 100.00% | 54.23% | |
| Sonaecom - Serviços de Comunicação, SA | a) | Maia | 100.00% | 54.39% | 100.00% | 54.23% | |
| Sonaecom - Sistemas de Informação, SGPS, SA |
a) | Maia | 100.00% | 54.39% | 100.00% | 54.23% | |
| 1) | Sonaecom - Sistemas de Información España, SL |
a) | Madrid | 100.00% | 54.39% | - | - |
| Sonaecom, SGPS, SA | a) | Maia | 55.42% | 54.39% | 55.12% | 54.23% | |
| Sonaetelecom, BV | a) | Amsterdam (The Netherlands) |
100.00% | 54.39% | 100.00% | 54.23% | |
| Tecnológica Telecomunicações, Ltda | a) | Rio de Janeiro (Brazil) |
99.99% | 54.34% | 99.99% | 54.17% | |
| We Do Consulting - Sistemas de Informação, SA |
a) | Maia | 100.00% | 54.39% | 100.00% | 54.23% | |
| We Do Brasil Soluções Informáticas, Ltda | a) | Rio de Janeiro (Brazil) |
99.91% | 54.34% | 99.91% | 54.28% | |
| We Do Poland Sp.Z.o.o. | a) | Posnan (Poland) | 100.00% | 54.39% | 100.00% | 54.23% |
| We Do Tecnologies Americas, Inc. | a) | Miami (USA) | 100.00% | 54.39% | 100.00% | 54.23% | |
|---|---|---|---|---|---|---|---|
| We Do Technologies Australia PTY Limited | a) | Australia | 100.00% | 54.39% | 100.00% | 54.23% | |
| We Do Tecnologies BV | a) | Amsterdam (The Netherlands) |
100.00% | 54.39% | 100.00% | 54.23% | |
| We Do Technologies BV – Sucursal Malásia | a) | Kuala Lumpur (Malásia) |
100.00% | 54.39% | 100.00% | 54.23% | |
| We Do Technologies Chile, SpA | a) | Santiago (Chile) | 100.00% | 54.39% | 100.00% | 54.23% | |
| We Do Technologies Egypt Limited Liability Company |
a) | Cairo (Egypt) | 100.00% | 54.39% | 100.00% | 54.23% | |
| We Do Technologies Mexico S. de RL | a) | Mexico City | 100.00% | 54.39% | 100.00% | 54.23% | |
| 1) | We Do Technologies Panamá SA | a) | Panama City | 100.00% | 54.39% | - | - |
| 1) | We Do Technologies Singapore PTE. LDT | a) | Singapore | 100.00% | 54.39% | - | - |
| We Do Technologies (UK) Limited | a) | Berkshire (U.K.) | 100.00% | 54.39% | 100.00% | 54.23% | |
| Investment Management | |||||||
| ADD Avaliações Engenharia de Avaliações e Perícias, Ltda |
a) | Brazil | 100.00% | 50.00% | 100.00% | 50.00% | |
| ADDmakler Administração e Corretagem de Seguros, Ltda |
a) | Brazil | 99.98% | 50.00% | 99.98% | 50.00% | |
| ADDmakler Administradora, Corretora de Seguros Partic. Ltda |
a) | Brazil | 100.00% | 50.00% | 100.00% | 50.00% | |
| Fontana Corretora de Seguros Ltda | a) | Brazil | 99.99% | 50.01% | 99.99% | 50.01% | |
| Herco Consultoria de Risco e Corretora de Seguros, Ltda |
a) | Brazil | 100.00% | 50.01% | 100.00% | 50.01% | |
| Larim Corretora de Resseguros Ltda | a) | Brazil | 99.99% | 50.01% | 99.99% | 50.01% | |
| Lazam/mds Correctora Ltda | a) | Brazil | 100.00% | 50.01% | 100.00% | 50.01% | |
| MDS - Corretor de Seguros, SA | a) | Porto | 100.00% | 50.01% | 100.00% | 50.01% | |
| MDS, SGPS, SA | a) | Maia | 50.01% | 50.01% | 50.01% | 50.01% | |
| MDS Consultores, SA | a) | Maia | 100.00% | 50.01% | 100.00% | 50.01% | |
| Miral Administração e Corretagem de Seguros, Ltda |
a) | Brazil | 100.00% | 50.01% | 100.00% | 50.01% | |
| Modelo - Distribuição de Materiais de Construção, SA |
b) | Maia | 50.00% | 50.00% | 50.00% | 50.00% | |
| RSI Corretora de Seguros, Ltda | a) | Brazil | 100.00% | 50.01% | 100.00% | 50.01% | |
| Terra Nossa Corretora de Seguros, Ltda | a) | Brazil | 100.00% | 50.01% | 100.00% | 50.01% | |
| Others | |||||||
| Libra Serviços, Lda | a) | Funchal | 100.00% | 100.00% | 100.00% | 100.00% | |
| Sonae Investments, BV | a) | Amsterdam (The Netherlands) |
100.00% | 100.00% | 100.00% | 100.00% |
| Sonae RE, SA | a) | Luxemburg | 99.92% | 99.92% | 99.92% | 99.92% |
|---|---|---|---|---|---|---|
| Sonaecenter Serviços, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% |
| Sonaegest-Soc.Gest.Fundos Investimentos, SA |
a) | Maia | 80.00% | 70.00% | 80.00% | 70.00% |
| Sontel, BV | a) | Amsterdam (The Netherlands) |
100.00% | 100.00% | 100.00% | 100.00% |
These group companies are consolidated using the full consolidation method.
Jointly controlled companies included in the consolidated financial statements, their head offices and the percentage of share capital held by Sonae as at 30 June 2010 and 31 December 2009 are as follows:
| Percentage of capital held | |||||||
|---|---|---|---|---|---|---|---|
| 30 June 2010 | 31 December 2009 | ||||||
| COMPANY | Head Office | Direct | Total | Direct | Total | ||
| Shopping Centres | |||||||
| 3DO Holding GmbH | Dusseldorf (Germany) |
100.00% | 50.00% | 100.00% | 50.00% | ||
| 3DO Shopping Centre GmbH | Dusseldorf (Germany) |
100.00% | 50.00% | 100.00% | 50.00% | ||
| 3shoppings - Holding, SGPS, SA | Maia | 100.00% | 25.05% | 100.00% | 25.05% | ||
| 1) | Adlands BV | Amsterdam (The Netherlands) |
50.00% | 25.00% | - | - | |
| Aegean Park, SA | Athens (Greece) | 100.00% | 25.00% | 100.00% | 25.00% | ||
| Airone - Shopping Centre, Srl | Milan (Italy) | 100.00% | 25.05% | 100.00% | 25.05% | ||
| ALEXA Administration GmbH | Berlin (Germany) | 100.00% | 25.00% | 100.00% | 25.00% | ||
| ALEXA Holding GmbH | Dusseldorf (Germany) |
50.00% | 25.00% | 50.00% | 25.00% | ||
| 2) | Alexa Asset GmbH & Co | Dusseldorf (Germany) |
50.00% | 25.00% | 50.00% | 25.00% | |
| ALEXA Shopping Centre GmbH | Dusseldorf (Germany) |
100.00% | 25.00% | 100.00% | 25.00% | ||
| Algarveshopping - Centro Comercial, SA | Maia | 100.00% | 25.05% | 100.00% | 25.05% |
| Arrábidashopping - Centro Comercial, SA | Maia | 50.00% | 12.53% | 50.00% | 12.53% | |
|---|---|---|---|---|---|---|
| Avenida M-40, BV | Amsterdam (The Netherlands) |
100.00% | 25.05% | 100.00% | 25.05% | |
| Cascaishopping - Centro Comercial, SA | Maia | 50.00% | 12.53% | 50.00% | 12.53% | |
| Cascaishopping Holding I, SGPS, SA | Maia | 100.00% | 25.05% | 100.00% | 25.05% | |
| Centro Colombo - Centro Comercial, SA | Maia | 100.00% | 12.53% | 100.00% | 12.53% | |
| Centro Vasco da Gama - Centro Comercial, SA | Maia | 50.00% | 12.53% | 50.00% | 12.53% | |
| Clérigoshopping - Gestão do Centro Comercial, SA |
Maia | 100.00% | 50.00% | 100.00% | 50.00% | |
| Coimbrashopping - Centro Comercial, SA | Maia | 100.00% | 25.05% | 100.00% | 25.05% | |
| Colombo Towers Holding, BV | The Hague (The Netherlands) |
50.00% | 25.00% | 50.00% | 25.00% | |
| Craiova Mall BV | Amsterdam (The Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% | |
| Dortmund Tower GmbH | Dusseldorf (Germany) |
100.00% | 50.00% | 100.00% | 50.00% | |
| Dos Mares - Shopping Centre, BV | Amsterdam (The Netherlands) |
100.00% | 25.05% | 100.00% | 25.05% | |
| Dos Mares - Shopping Centre, SA | Madrid (Spain) | 100.00% | 25.05% | 100.00% | 25.05% | |
| El Rosal Shopping, SA | Madrid (Spain) | 70.00% | 35.00% | 70.00% | 35.00% | |
| Estação Viana - Centro Comercial, SA | Viana do Castelo | 100.00% | 25.05% | 100.00% | 25.05% | |
| Freccia Rossa - Shopping Centre, Srl | Milan (Italy) | 50.00% | 25.00% | 50.00% | 25.00% | |
| Fundo I.I . Parque Dom Pedro Shopping Center, SA |
São Paulo (Brazil) | 50.00% | 3.99% | 50.00% | 3.99% | |
| Fundo Investimento Imob. Shopping Parque D. Pedro Shopping, SA |
São Paulo (Brazil) | 100.00% | 21.25% | 100.00% | 21.25% | |
| Gaiashopping I - Centro Comercial, SA | Maia | 50.00% | 12.53% | 50.00% | 12.53% | |
| Gaiashopping II - Centro Comercial, SA | Maia | 100.00% | 12.53% | 100.00% | 12.53% | |
| Gli Orsi 1 Shopping Centre, Srl | Milan (Italy) | 100.00% | 50.00% | 100.00% | 50.00% | |
| Guimarãeshopping - Centro Comercial, SA | Maia | 100.00% | 25.05% | 100.00% | 25.05% | |
| Harvey Dos Iberica, SL | Madrid (Spain) | 50.00% | 12.53% | 50.00% | 12.53% | |
| Le Terrazze – Shopping Centre 1, Srl | Milan (Italy) | 50.00% | 25.00% | 50.00% | 25.00% | |
| Iberian Assets, SA | Madrid (Spain) | 49.78% | 12.48% | 49.78% | 12.48% | |
| Inparsa - Gestão de Galeria Comerc., SA | Maia | 100.00% | 50.00% | 100.00% | 50.00% | |
| Ioannina Development of Shopping Centres, SA |
Athens (Greece) | 100.00% | 50.00% | 100.00% | 50.00% | |
| KLC Holdings XII, SA | Luxembourg | 100.00% | 50.00% | 100.00% | 50.00% | |
| La Farga - Shopping Centre, SL | Madrid (Spain) | 100.00% | 12.48% | 100.00% | 12.48% | |
| Larissa Development of Shopping Centres, SA | Athens (Greece) | 100.00% | 25.00% | 100.00% | 25.00% | |
| 6) | Lembo Services Ltd | Cyprus | 100.00% | 50.00% | 100.00% | 50.00% |
| Loop 5 - Shopping Centre Gmbh | Dusseldorf (Germany) |
50.00% | 25.00% | 50.00% | 25.00% |
|---|---|---|---|---|---|
| Luz del Tajo - Centro Comercial, SA | Madrid (Spain) | 100.00% | 25.05% | 100.00% | 25.05% |
| Luz del Tajo, BV | Amsterdam (The Netherlands) |
100.00% | 25.05% | 100.00% | 25.05% |
| Madeirashopping - Centro Comercial, SA | Funchal (Madeira) | 50.00% | 12.53% | 50.00% | 12.53% |
| Maiashopping - Centro Comercial, SA | Maia | 100.00% | 25.05% | 100.00% | 25.05% |
| MC Property Management, SA | Athens (Greece) | 75.00% | 18.75% | 75.00% | 18.75% |
| Münster Arkaden, BV | Amsterdam (The Netherlands) |
100.00% | 25.05% | 100.00% | 25.05% |
| Norte Shopping Retail and Leisure Centre, BV | Amsterdam (The Netherlands) |
50.00% | 12.53% | 50.00% | 12.53% |
| Norteshopping - Centro Comercial, SA | Maia | 100.00% | 12.53% | 100.00% | 12.53% |
| Pantheon Plaza BV | Amsterdam (The Netherlands) |
50.00% | 25.00% | 50.00% | 25.00% |
| Paracentro - Gestão de Galerias Comerciais, SA |
Maia | 100.00% | 50.00% | 100.00% | 50.00% |
| Park Avenue Developement of Shopping Centers, SA |
Athens (Greece) | 100.00% | 25.00% | 100.00% | 25.00% |
| Parque Atlântico Shopping - Centro Comercial SA |
Ponta Delgada (Azores) |
50.00% | 12.53% | 50.00% | 12.53% |
| Parque D. Pedro 1, BV Sarl | Luxembourg | 100.00% | 25.00% | 100.00% | 25.00% |
| Parque D. Pedro 2, BV Sarl | Luxembourg | 100.00% | 25.00% | 100.00% | 25.00% |
| Parque de Famalicão - Empreendimentos Imobiliários, SA |
Maia | 100.00% | 50.00% | 100.00% | 50.00% |
| Parque Principado, SL | Madrid (Spain) | 50.00% | 12.53% | 50.00% | 12.53% |
| Pátio Boavista Shopping, Ltda | São Paulo (Brazil) | 100.00% | 23.92% | 100.00% | 23.91% |
| Pátio Goiânia Shopping, Ltda | São Paulo (Brazil) | 100.00% | 23.92% | 100.00% | 23.91% |
| Pátio Londrina Empreendimentos e Participações, Ltda |
São Paulo (Brazil) | 100.00% | 23.92% | 100.00% | 23.91% |
| Pátio Penha Shopping, Ltda | São Paulo (Brazil) | 99.99% | 23.92% | 99.99% | 23.91% |
| Pátio São Bernardo Shopping Ltda | São Paulo (Brazil) | 100.00% | 23.92% | 100.00% | 23.91% |
| Pátio Sertório Shopping Ltda | São Paulo (Brazil) | 100.00% | 23.92% | 100.00% | 23.91% |
| Pátio Uberlândia Shopping Ltda | São Paulo (Brazil) | 100.00% | 23.92% | 100.00% | 23.91% |
| Plaza Eboli - Centro Comercial, SA | Madrid (Spain) | 100.00% | 50.00% | 100.00% | 50.00% |
| Plaza Eboli, BV | Amsterdam (The Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
| Plaza Mayor Holding, SGPS, SA | Maia | 100.00% | 25.05% | 100.00% | 25.05% |
| Plaza Mayor Parque de Ócio, BV | Amsterdam (The Netherlands) |
100.00% | 25.05% | 100.00% | 25.05% |
| Plaza Mayor Parque de Ócio, SA | Madrid (Spain) | 100.00% | 25.05% | 100.00% | 25.05% |
| Plaza Mayor Shopping, BV | Amsterdam (The Netherlands) |
100.00% | 25.05% | 100.00% | 25.05% |
| Plaza Mayor Shopping, SA | Madrid (Spain) | 75.00% | 18.79% | 75.00% | 18.79% |
| Ploi Mall BV | Amsterdam (The Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% | |
|---|---|---|---|---|---|---|
| Pridelease Investments, Ltd | Cascais | 100.00% | 50.00% | 100.00% | 50.00% | |
| Project 4, Srl | Milan (Italy) | 100.00% | 50.00% | 100.00% | 50.00% | |
| Project SC 1, BV | Amsterdam (The Netherlands) |
50.00% | 25.00% | 50.00% | 25.00% | |
| Project SC 2, BV | Amsterdam (The Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% | |
| Project Sierra 1 - Shopping Centre, GmbH | Vienna (Austria) | 100.00% | 50.00% | 100.00% | 50.00% | |
| Project Sierra 2, BV | Amsterdam (The Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% | |
| 7) | Beralands BV | Amsterdam (The Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
| Project Sierra 6, BV | Amsterdam (The Netherlands) |
50.00% | 25.00% | 100.00% | 50.00% | |
| Project Sierra 7 BV | Amsterdam (The Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% | |
| Project Sierra 8 BV | Amsterdam (The Netherlands) |
100.00% | 25.05% | 100.00% | 50.00% | |
| Project Sierra 9 BV | Amsterdam (The Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% | |
| Project Sierra 10 BV | Amsterdam (The Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% | |
| Project Sierra Brazil 1, BV | Amsterdam (The Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% | |
| Project Sierra Four SA | Bucharest (Romania) |
100.00% | 50.00% | 100.00% | 50.00% | |
| Project Sierra Germany 2 (two), Shopping Centre GmbH |
Dusseldorf (Germany) |
100.00% | 50.00% | 100.00% | 50.00% | |
| Project Sierra Germany 3 (three), Shopping Centre, GmbH |
Dusseldorf (Germany) |
100.00% | 50.00% | 100.00% | 50.00% | |
| Project Sierra Germany 4 (four), Shopping Centre, GmbH |
Dusseldorf (Germany) |
100.00% | 50.00% | 100.00% | 50.00% | |
| Project Sierra Germany Shopping Centre 1 BV | Amsterdam (The Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% | |
| Project Sierra Germany Shopping Centre 2 BV | Amsterdam (The Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% | |
| Project Sierra Italy 1 - Shopping Centre, Srl | Milan (Italy) | 100.00% | 50.00% | 100.00% | 50.00% | |
| Project Sierra Italy 2 - Development of Shopping Centres, Srl |
Milan (Italy) | 100.00% | 50.00% | 100.00% | 50.00% | |
| Project Sierra Italy 3 - Shopping Centre, Srl | Milan (Italy) | 100.00% | 50.00% | 100.00% | 50.00% | |
| Project Sierra Italy 5 - Development of Shopping Centres Srl |
Milan (Italy) | 100.00% | 50.00% | 100.00% | 50.00% | |
| Project Sierra One Srl | Bucharest (Romania) |
100.00% | 50.00% | 100.00% | 50.00% | |
| 3) | ARP Alverca Retail Park, SA | Maia | 50.00% | 25.00% | 50.00% | 25.00% |
| 4) | CCCB Caldas da Rainha - Centro Comercial,SA | Maia | 100.00% | 50.00% | 100.00% | 50.00% |
| 5) | LCC Leiriashopping – Centro Comercial, SA | Maia | 100.00% | 50.00% | 100.00% | 50.00% |
| Project Sierra Portugal IV - Centro Comercial, SA |
Maia | 100.00% | 50.00% | 100.00% | 50.00% | |
| Project Sierra Portugal V - Centro Comercial, SA |
Maia | 100.00% | 50.00% | 100.00% | 50.00% |
| Project Sierra Portugal VII - Centro Comercial, SA |
Maia | 100.00% | 50.00% | 100.00% | 50.00% | |
|---|---|---|---|---|---|---|
| Project Sierra Portugal VIII - Centro Comercial, SA |
Maia | 100.00% | 50.00% | 100.00% | 50.00% | |
| Project Sierra Spain 1, BV | Amsterdam (The Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% | |
| Project Sierra Spain 2 - Centro Comercial, SA | Madrid (Spain) | 100.00% | 50.00% | 100.00% | 50.00% | |
| Project Sierra Spain 2, BV | Amsterdam (The Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% | |
| Project Sierra Spain 3 - Centro Comercial, SA | Madrid (Spain) | 50.00% | 25.00% | 50.00% | 25.00% | |
| Project Sierra Spain 3, BV | Amsterdam (The Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% | |
| Project Sierra Spain 6 - Centro Comercial, SA | Madrid (Spain) | 100.00% | 50.00% | 100.00% | 50.00% | |
| Project Sierra Spain 6, BV | Amsterdam (The Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% | |
| Project Sierra Spain 7 - Centro Comercial, SA | Madrid (Spain) | 100.00% | 50.00% | 100.00% | 50.00% | |
| Project Sierra Spain 7, BV | Amsterdam (The Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% | |
| Project Sierra Three Srl | Bucharest (Romania) |
100.00% | 50.00% | 100.00% | 50.00% | |
| Project Sierra Two Srl | Bucharest (Romania) |
100.00% | 50.00% | 100.00% | 50.00% | |
| River Plaza BV | Amsterdam (The Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% | |
| River Plaza Mall, Srl | Bucharest (Romania) |
100.00% | 50.00% | 100.00% | 50.00% | |
| S.C. Microcom Doi Srl | Bucharest (Romania) |
100.00% | 50.00% | 100.00% | 50.00% | |
| SC Aegean, BV | Amsterdam (The Netherlands) |
50.00% | 25.00% | 50.00% | 25.00% | |
| SC Mediterranean Cosmos, BV | Amsterdam (The Netherlands) |
50.00% | 12.53% | 50.00% | 12.53% | |
| Shopping Centre Colombo Holding, BV | Amsterdam (The Netherlands) |
50.00% | 12.53% | 50.00% | 12.53% | |
| Shopping Centre Parque Principado, BV | Amsterdam (The Netherlands) |
100.00% | 25.05% | 100.00% | 25.05% | |
| Sierra Asset Management - Gestão de Activos, SA |
Maia | 100.00% | 50.00% | 100.00% | 50.00% | |
| Sierra Brazil 1, BV | Amsterdam (The | 100.00% | 25.00% | 100.00% | 25.00% | |
| Sierra Charagionis Development of Shopping | Netherlands) | |||||
| Centers, SA | Athens (Greece) | 50.00% | 25.00% | 50.00% | 25.00% | |
| Sierra Charagionis Property Management, SA | Athens (Greece) | 50.00% | 25.00% | 50.00% | 25.00% | |
| Sierra Corporate Services - Apoio à Gestão, SA |
Lisbon | 100.00% | 50.00% | 100.00% | 50.00% | |
| Sierra Corporate Services Holland, BV | Amsterdam (The Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% | |
| Sierra Development of Shopping Centres Greece, SA |
Athens (Greece) | 100.00% | 50.00% | 100.00% | 50.00% | |
| Sierra Developments - Serviços de Promoção Imobiliária, SA |
Maia | 100.00% | 50.00% | 100.00% | 50.00% | |
| Sierra Developments Germany GmbH | Dusseldorf (Germany) |
100.00% | 50.00% | 100.00% | 50.00% | |
| 8) | Sierra Berlin Holding BV | Amsterdam (The Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Developments Holding, BV | Amsterdam (The Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
|---|---|---|---|---|---|
| Sierra Developments Iberia 1, Promoção Imobiliária, SA |
Maia | 100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Developments Italy, Srl | Milan (Italy) | 100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Developments Romania SRL | Bucharest (Romania) |
100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Developments Spain - Promociones de Centros Comerciales, SL |
Madrid (Spain) | 100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Developments, SGPS, SA | Maia | 100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Enplanta, Ltda | São Paulo (Brazil) | 100.00% | 23.92% | 100.00% | 23.91% |
| Sierra European Retail Real Estate Assets Holdings, BV |
Amsterdam (The Netherlands) |
50.10% | 25.05% | 50.10% | 25.05% |
| Sierra GP, Limited | Guernesey (U.K.) | 100.00% | 49.99% | 100.00% | 49.99% |
| Sierra Investimentos Brasil Ltda | São Paulo (Brazil) | 100.00% | 23.92% | 100.00% | 23.91% |
| Sierra Investments (Holland) 1, BV | Amsterdam (The Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Investments (Holland) 2, BV | Amsterdam (The Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Investments Holding, BV | Amsterdam (The Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Investments SGPS, SA | Maia | 100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Italy Holding, BV | Amsterdam (The Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Management Germany, GmbH | Dusseldorf (Germany) |
100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Management II - Gestão de Centros Comerciais, SA |
Lisbon | 100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Management Italy, Srl | Milan (Italy) | 100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Management New Tech.Bus. - Serv.Comu.CC, SA |
Lisbon | 100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Management Portugal - Gestão de Centros Comerciais, SA |
Lisbon | 100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Management Spain - Gestión de Centros Comerciales, SA |
Madrid (Spain) | 100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Management, SGPS, SA | Maia | 100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Property Management Greece, SA | Athens (Greece) | 100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Property Management, Srl | Bucharest (Romania) |
100.00% | 50.00% | 100.00% | 50.00% |
| Sonae Sierra Brasil, SA | São Paulo (Brazil) | 95.20% | 23.92% | 95.20% | 23.91% |
| Sonae Sierra Brazil, BV Sarl | Luxembourg | 50.00% | 25.00% | 50.00% | 25.00% |
| Sonae Sierra, SGPS, SA | Maia | 50.00% | 50.00% | 50.00% | 50.00% |
| SPF - Sierra Portugal | Luxembourg | 100.00% | 50.00% | 100.00% | 50.00% |
| SRP - Parque Comercial de Setúbal, SA | Maia | 50.00% | 25.00% | 50.00% | 25.00% |
| Torre Ocidente - Imobiliária, SA | Maia | 50.00% | 12.50% | 50.00% | 12.50% |
| Unishopping Administradora, Ltda | São Paulo (Brazil) | 100.00% | 23.91% | 100.00% | 23.91% |
| Unishopping Consultoria Imobiliária, Ltda | São Paulo (Brazil) | 99.98% | 23.91% | 99.98% | 23.91% |
|---|---|---|---|---|---|
| Valecenter, Srl | Milan (Italy) | 100.00% | 25.05% | 100.00% | 25.05% |
| Via Catarina - Centro Comercial, SA | Maia | 50.00% | 12.53% | 50.00% | 12.53% |
| Vuelta Omega, S.L. | Madrid (Spain) | 100.00% | 12.53% | 100.00% | 12.53% |
| Weiterstadt Shopping BV | Amsterdam (The Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
| Zubiarte Inversiones Inmobiliarias, SA | Madrid (Spain) | 49.83% | 12.48% | 49.83% | 12.48% |
| Telecommunications | |||||
| Unipress - Centro Gráfico, Lda | Vila Nova de Gaia | 50.00% | 27.16% | 50.00% | 27.11% |
| Investment Management | |||||
| Equador & Mendes - Agência de Viagens e Turismo, Lda |
Lisbon | 50.00% | 37.50% | 50.00% | 37.50% |
| Marcas do Mundo - Viagens e Turismo, Sociedade Unipessoal, Lda |
Lisbon | 50.00% | 50.00% | 50.00% | 50.00% |
| Movimentos Viagens - Viagens e Turismo, Sociedade Unipessoal, Lda |
Lisbon | 50.00% | 50.00% | 50.00% | 50.00% |
| Nova Equador Internacional,Agência de Viagens e Turismo, Lda |
Lisbon | 50.00% | 37.50% | 50.00% | 37.50% |
| Puravida - Viagens e Turismo, Lda | Lisbon | 50.00% | 50.00% | 50.00% | 50.00% |
| Nova Equador P.C.O. e Eventos, Sociedade Unipessoal, Lda |
Lisbon | 50.00% | 37.50% | 50.00% | 37.50% |
| Raso SGPS, SA | Lisbon | 50.00% | 50.00% | 50.00% | 50.00% |
| Raso - Viagens e Turismo, SA | Lisbon | 50.00% | 50.00% | 50.00% | 50.00% |
| Viagens y Turismo de Geotur España, S.L. | Madrid (Spain) | 50.00% | 50.00% | 50.00% | 50.00% |
These entities are consolidated using the proportionate consolidation method.
Aggregate amounts, excluding intragroup eliminations, corresponding to the percentage of capital held in these jointly controlled companies included in the financial statements for the period, using the proportionate consolidation method, can be summarized as follows:
| 30 June 2010 | 31 December 2009 | |
|---|---|---|
| Non-current assets | 4,445,755,925 | 4,508,730,523 |
| Current assets | 328,699,182 | 256,002,590 |
| Non-current liabilities | 1,667,596,040 | 1,652,852,079 |
| Current liabilities | 398,647,563 | 375,513,257 |
| 30 June 2010 | 30 June 2009 | |
| Income | 176,103,745 | 81,752,592 |
| Expenses | 176,328,667 | 149,995,241 |
Associated companies, their head offices and the percentage of share capital held as at 30 June 2010 and 31 December 2009 are as follows:
| Percentage of capital held | |||||||
|---|---|---|---|---|---|---|---|
| 30 June 2010 | 31 December 2009 | Book value | |||||
| COMPANY | Head Office | Direct | Total | Direct | Total | 30 June 2010 | 31 December 2009 |
| Retail | |||||||
| Sempre a Postos - Produtos Alimentares e Utilidades, Lda |
Lisbon | 25.00% | 25.00% | 25.00% | 25.00% | 1,182,359 | 1,551,585 |
| Shopping Centres | |||||||
| 1) 8ª Avenida Centro Comercial, SA | Maia | 100.00% | 21.00% | 100.00% | 21.00% | - | - |
| 2) Alexa Asset GmbH & Co |
Dusseldorf (Germany) |
25.00% | 2.25% | 50.00% | 25.00% | 3,201,666 | - |
| 1) Arrábidashopping - Centro Comercial, SA |
Maia | 50.00% | 10.50% | 50.00% | 10.50% | - | - |
| Campo Limpo Lda | S. Paulo (Brazil) | 20.00% | 5.00% | 20.00% | 5.00% | 2,191,814 | 1,712,614 |
| 1) Gaiashopping I - Centro Comercial, SA |
Maia | 50.00% | 10.50% | 50.00% | 10.50% | - | - |
| 1) Gaiashopping II - Centro Comercial, SA |
Maia | 100.00% | 21.00% | 100.00% | 21.00% | - | - |
| 1) Loureshopping - Centro Comercial, SA |
Maia | 100.00% | 21.00% | 100.00% | 21.00% | - | - |
| Mediterranean Cosmos Shop. Centre Investments, SA | Athens (Greece) | 39.90% | 5.00% | 39.90% | 5.00% | 3,307,468 | 3,376,307 |
| 1) 3) PORTCC - Portimãoshopping - Centro Comercial, SA |
Maia | 50.00% | 10.50% | 50.00% | 10.50% | - | - |
| 1) Rio Sul - Centro Comercial, SA | Lisbon | 50.00% | 10.50% | 50.00% | 10.50% | - | - |
| 1) Serra Shopping - Centro Comercial, SA |
Covilhã | 50.00% | 10.50% | 50.00% | 10.50% | - | - |
| 1) 4) ALBCC - Albufeirashopping - Centro Comercial, SA |
Maia | 50.00% | 10.50% | 50.00% | 10.50% | - | - |
| SPF - Sierra Portugal Real estate, Sarl | Luxembourg | 42.00% | 21.00% | 42.00% | 21.00% | 28,191,966 | 32,013,766 |
| Telecommunications | |||||||
| SIRS - Sociedade Independente de Radiodifusão Sonora, SA |
Porto | 45.00% | 24.48% | 45.00% | 24.40% | 21,497 | - |
| Investment Management | |||||||
| Cooper Gay (Holding) Limited | U.K. | 32.12% | 16.06% | 32.12% | 16.06% | 33,788,281 | 35,995,121 |
| Total | 71,885,051 | 74,649,393 | |||||
Nil balances result from the application of the equity method that reduced the acquisition value.
Associated companies are included in the consolidated financial statements using the equity method. As at 30 June 2010 and 31 December 2009, aggregate values of main financial indicators of associated companies can be analysed as follows:
| 30 June 2010 | 31 December 2009 |
|---|---|
| 1,087,012,016 | 845,744,918 |
| 724,410,866 | 608,521,167 |
| 30 June 2010 | 30 June 2009 |
| 161,363,651 | 99,468,066 |
| 124,017,659 | 105,583,256 |
During the periods ended 30 June 2010 and 2009, movements in Investments in Associates, are made up as follows:
| 30 June 2010 | 30 June 2009 | |||||||
|---|---|---|---|---|---|---|---|---|
| Proportion on equity |
Goodwill | Total investment |
Proportion on equity |
Goodwill | Total investment |
|||
| Investments in Associates | ||||||||
| Initial balance as at January,1 | 33,224,083 | 41,425,310 | 74,649,393 | 105,402,825 | 37,260,670 | 142,663,495 | ||
| Capital increase in associated companies | - | - | - | 6,955,606 | - | 6,955,606 | ||
| Capital reduction in associated companies | (2,310,176) | - | (2,310,176) | (523,792) | - | (523,792) | ||
| Change of consolidation method (Note 8) | 2,250,456 | 190,680 | 2,441,136 | (61,039,549) | (344,878) | (61,384,427) | ||
| Equity method | ||||||||
| Share of result in associated companies | (274,617) | - | (274,617) | (2,955,235) | - | (2,955,235) | ||
| Other efects in the income statement | 362,060 | - | 362,060 | - | - | - | ||
| Distributed dividends | (897,540) | - | (897,540) | - | - | - | ||
| Effect in equity capital and non-controlling interests | (981,125) | (1,104,080) | (2,085,205) | 884,644 | 3,208,510 | 4,093,154 | ||
| 31,373,141 | 40,511,910 | 71,885,051 | 48,724,499 | 40,124,302 | 88,848,801 |
The effect in equity is mainly the effect of currency translation of equity and net income of associated Companies with a functional currency different from euro.
Group companies, jointly controlled companies and associated companies excluded from consolidation and other noncurrent investments, their head offices, percentage of share capital held and book value as at 30 June 2010 and 31 December 2009 are made up as follows:
| Percentage of capital held | |||||||
|---|---|---|---|---|---|---|---|
| 30 June 2010 | 31 December 2009 | Book value | |||||
| COMPANY | Head Office | Direct | Total | Direct | Total | 30 June 2010 | 31 December 2009 |
| Retail | |||||||
| Dispar - Distrib. de Participações, SGPS, SA Lisbon | 7.14% | 7.14% | 7.14% | 7.14% | 9,976 | 4,988 | |
| Insco - Insular de Hipermerc., SA | Ponta Delgada | 10.00% | 10.00% | 10.00% | 10.00% | 748,197 | 748,197 |
| Shopping Centres | |||||||
| Ercasa Cogeneracion SA | Grancasa (Spain) | 10.00% | 1,25% | 10.00% | 1,25% | 23,949 | 23,949 |
| Telecommunications | |||||||
| Altitude, SGPS, SA | Lisbon | 11.54% | 6.27% | 11.54% | 6.26% | 1,000,000 | 1,000,000 |
| Lusa - Agên. de Notícias de Portugal, SA | Lisbon | 1.38% | 0.75% | 1.38% | 0.75% | 197,344 | 197,344 |
| Other investments | 10,526,672 | 16,153,014 | |||||
| Total (Note 13) | 12,506,138 | 18,127,492 |
As at 30 June 2010, the caption "Other Investments" includes 7,968,000 euro (13,778,000 euro as at 31 December 2009) related to the fair value of Sonae Capital, SGPS, S.A. shares attributable to Sonae SGPS, and not derecognized as explained in Note 18.
8.1 The main disposals of companies occurred in the period ended as at 30 June 2010 were made up as follows:
| Percentage of capital held | |||
|---|---|---|---|
| at disposal date | |||
| COMPANY | Head Office | Direct | Total |
| Shopping Centres Alexa Asset GmbH & Co KG |
Dusseldorf | 50.00% | 25.00% |
| (Germany) | |||
| Retail Properties | |||
| Difusão- Sociedade Imobiliária, SA | Maia | 100.00% | 100.00% |
The assets and liabilities of the disposed companies as at the disposal date were as follows:
| Shopping Centres | Retail Properties |
|
|---|---|---|
| Disposed net assets | ||
| Investment properties | 79,027,888 | - |
| Tangible Assets (Note 9) | - | 25,630,907 |
| Other assets | 325,391 | 1,775,422 |
| Cash and cash equivalents | 250 | 258,238 |
| Deferred tax liabilities | - | (509,307) |
| Other liabilities | (50,678,591) | (26,012,428) |
| 28,674,938 | 1,142,832 | |
| Transfer to investments in associated companies (Note 6) | (2,441,136) | - |
| Goodwill | 2,118,857 | - |
| Shareholder's loans, other loans and interests | - | 25,166,711 |
| Costs with the disposal | - | 644,896 |
| Profit / (Loss) in the disposal | (1,928,391) | 6,423,734 |
| Disposal price | 26,424,268 | 33,378,174 |
| Effective cash payment received | 22,614,865 | 33,378,174 |
| Future cash receivements | 3,809,803 | - |
| 26,424,668 | 33,378,174 | |
| Net cash-flow arising from disposal | ||
| Effective cash payment received | 22,614,865 | 33,378,174 |
| Effective cash received related to shareholder's loans and interests | - | 375,263 |
| Effective cash payment related to the disposal costs | - | (147,046) |
| Cash and cash equivalents disposed | (250) | (258,238) |
| 22,614,615 | 33,348,152 | |
In February 2010, Sonae, through the jointly controlled company ALEXA Shopping Centre GmbH ("Alexa Shopping"), disposed 91% of its equity interest in the company ALEXA Asset GmbH & Co, KG ("Alexa KG") (entity that owns the shopping centre "Alexa"). As a consequence of the loss of control over this company, it now consolidates by the equity method as Sonae kept a significant influence over it.
The retail real estate company referred above owns a building which has remained in use by the group after the company's disposal through an operating lease agreement, with an initial term of 20 years, (term extensions are possible).
As the acquisition process of the Lazam/MDS was only concluded in the second half of 2009 and that it was necessary to reexpress to IFRS the financial statements of the subsidiaries acquired, it was not concluded the process of allocation of fair value to the assets, liabilities and contingent liabilities acquired, namely in what refers to intangible assets acquired and not recognized until 31 December 2009. Such process was concluded during the period ended in 30 June 2010, and a restatement of the financial statements was made as required by IFRS's.
| Acquisition date | ||||
|---|---|---|---|---|
| Book | Fair Value | Total | 31.12.2009 | |
| Value | Adjustment | Restated | Published | |
| Net assets acquired | ||||
| Tangible and Intabible Assets (Notes 9 and 10) | 3,235,540 | 27,276,799 | 30,512,339 | 3,235,540 |
| Other current assets | 2,776,129 | - | 2,776,129 | 2,776,129 |
| Cash and cash equivalents | 1,951,125 | - | 1,951,125 | 1,951,125 |
| Deferred taxes | - | (9,881,583) | (9,881,584) | - |
| Loans | (74,063) | - | (74,063) | (74,063) |
| Other liabilities | (28,740,040) | - | (28,740,040) | (28,740,041) |
| (20,851,309) | 17,395,216 | (3,456,094) | (20,851,310) | |
| Goowill (Note 12) | (16,347,045) | 34,935,602 | 51,282,647 | |
| Tranfers to associated companies | - | (9,082,673) | (9,082,673) | |
| Non-controlling interests | - | 7,919,350 | 7,919,350 | |
| Acquisition price | 1,048,171 | 30,316,185 | 29,268,014 | |
| Effective cash payed | 29,268,014 | 29,268,014 | ||
| Amount to be payed - acquisition price adjustment | 1,048,171 | - | ||
| 30,316,185 | 29,268,014 | |||
| Net cash flow resulting from the acquisition | ||||
| Effective cash payed | 29,268,014 | 29,268,014 | ||
| Cash and cash equivalents acquired | (1,951,125) | (1,951,125) | ||
| 27,316,889 | 27,316,889 | |||
As of 30 June 2010, the allocation of the acquisition price changed. A total amount of 87,416,093 reais was allocated to the 'clients portfolio', that is now registered in the caption "Intangible assets" and being depreciated over a period of 12 years. This intangible asset's valuation was based on the expected profitability of the existing 'clients portfolio' at the acquisition date, considering a growth rate of 3.7%, a churn rate of 5% and a discount rate of 12.8%.
During the six months period ended 30 June 2010 and 2009, movements in Tangible assets as well as depreciation and accumulated impairment losses, are made up as follows:
| Tangible assets | |||||
|---|---|---|---|---|---|
| Tangible | Total | ||||
| Land and | Plant and | assets | Tangible | ||
| Buildings | Machinery | Others | in progress | Assets | |
| Gross costs: | |||||
| Opening balance as at 1 January 2010 | 1,986,853,135 | 1,909,707,144 | 356,672,971 | 192,384,479 | 4,445,617,729 |
| Capital expenditure | 6,901,630 | 3,131,828 | 9,164,752 | 114,928,491 | 134,126,701 |
| Disposals | (14,816,822) | (23,486,336) | (5,710,856) | (1,254,972) | (45,268,986) |
| Disposals of subsidiaries (Note 8) | (30,071,609) | (250,482) | - | - | (30,322,091) |
| Exchange rate effect | 36,879 | 229,129 | 429,186 | 318 | 695,512 |
| Transfers | 55,795,750 | 153,462,931 | 6,068,853 | (225,284,084) | (9,956,550) |
| Closing balance as at 30 June 2010 | 2,004,698,963 | 2,042,794,214 | 366,624,906 | 80,774,232 | 4,494,892,315 |
| Accumulated depreciation | |||||
| and impairment losses | |||||
| Opening balance as at 1 January 2010 | 356,057,319 | 1,030,564,372 | 277,818,463 | - | 1,664,440,154 |
| Charge for the period | 19,435,405 | 75,681,806 | 20,866,201 | - | 115,983,412 |
| Disposals | (5,201,353) | (20,456,539) | (5,249,267) | - | (30,907,159) |
| Disposals of subsidiaries (Note 8) | (4,622,572) | (68,612) | - | - | (4,691,184) |
| Exchange rate effect | 15,570 | 115,231 | 186,420 | - | 317,221 |
| Transfers | 29,068 | (1,279,583) | (67,734) | - | (1,318,249) |
| Closing balance as at 30 June 2010 | 365,713,437 | 1,084,556,675 | 293,554,083 | - | 1,743,824,195 |
| Carrying amount | |||||
| As at 30 June 2010 | 1,638,985,526 | 958,237,539 | 73,070,823 | 80,774,232 | 2,751,068,120 |
| Tangible assets | |||||
| Tangible | Total | ||||
| Land and | Plant and | assets | Tangible | ||
| Buildings | Machinery | Others | in progress | Assets | |
| Gross costs: | |||||
| Opening balance as at 1 January 2009 | 1,742,490,487 | 1,614,278,960 | 321,293,070 | 283,948,037 | 3,962,010,554 |
| Capital expenditure | 8,850,623 | 4,975,670 | 7,341,831 | 183,569,413 | 204,737,537 |
| Acquisitions of subsidiaries | 94,326,259 | - | - | 51,140,432 | 145,466,691 |
| Disposals | (337,404) | (10,058,833) | (2,438,520) | (9,567,669) | (22,402,426) |
| Exchange rate effect | 53,092 | 205,541 | 167,963 | (54) | 426,542 |
| Transfers | 29,420,491 | 141,459,535 | 12,091,815 | (188,496,243) | (5,524,402) |
| Closing balance as at 30 June 2009 | 1,874,803,548 | 1,750,860,873 | 338,456,159 | 320,593,916 | 4,284,714,496 |
| Accumulated depreciation | |||||
| and impairment losses | |||||
| Opening balance as at 1 January 2009 | 320,534,099 | 889,938,447 | 243,594,972 | - | 1,454,067,518 |
| Charge for the period | 17,442,396 | 79,959,813 | 19,492,254 | - | 116,894,463 |
| Disposals | (13,943) | (8,153,601) | (1,956,891) | - | (10,124,435) |
| Exchange rate effect | 29,071 | 79,901 | 72,797 | - | 181,769 |
| Transfers | (21,765) | (329,544) | (69,500) | - | (420,809) |
| Closing balance as at 30 June 2009 | 337,969,858 | 961,495,016 | 261,133,632 | - | 1,560,598,506 |
| Carrying amount | |||||
| As at 30 June 2009 | 1,536,833,690 | 789,365,857 | 77,322,527 | 320,593,916 | 2,724,115,990 |
During the six-month period ended 30 June 2010, the Board has reviewed the estimated useful life of a set of assets associated with mobile telecommunications network, which was recorded on a forward-looking basis with effect from 1 January 2010 and which meant that the depreciation of the six-month period ended 30 June 2010 was approximately 4.4 million lower than the six-month period ended 30 June 2009.
Additionally, the comparison of the depreciation of the six-month period ended 30 June 2010 with those of the previous year's equivalent period is also affected by a subsequent review of the estimated useful life of a set of tangible assets and software related to fixed and mobile telecommunications network, carried out in the second half of 2009, which were recorded on a forward-looking basis and which meant that the depreciation of the six-month period ended 30 June 2010 was approximately 12 million euro and 3.8 million lower, respectively, at the six-month period ended 30 June 2009.
Major amounts included in the caption "Tangible assets in progress", refer to the following projects:
| 30 June 2010 | 30 June 2009 | |
|---|---|---|
| Refurbishment and expansion of stores in the retail businesses located in Portugal |
36,589,630 | 147,162,637 |
| Refurbishment and expansion of stores in the retail businesses located in Spain |
1,690,378 | 10,280,126 |
| Projects of "Modelo" and "Continente" stores for which advance payments were made |
9,573,231 | 34,347,426 |
| Construction in Progress in Maia (Business Park) | 58,910,612 | |
| Deployment of mobile network | 8,270,519 | 35,712,592 |
| Deployment of fixed network | 21,883,797 | 35,770,692 |
| Others | 2,766,678 | 57,320,443 |
| 80,774,232 | 320,593,916 |
During the six month period ended 30 June 2010 and 2009, movements in Intangible assets as well as depreciation and accumulated impairment losses, are made up as follows:
| Intangible Total Patents and other assets Intangible similar rights Others in progress Assets Gross costs: Opening balance as at 1 January 2010 - published 404,407,706 392,398,702 31,279,161 828,085,569 Fair value of the acquired assets (Note8) - 27,276,799 - 27,276,799 Opening balance as at 1 January 2010 - restated 404,407,706 419,675,501 31,279,161 855,362,368 Capital expenditure 6,243,033 980,127 14,622,105 21,845,265 Disposals (3,235) (1,136,532) (216,768) (1,356,535) Exchange rate effect 2,008 4,534,986 - 4,536,994 Transfers (191,390) 19,278,260 (12,771,502) 6,315,368 Closing balance as at 30 June 2010 410,458,122 443,332,342 32,912,996 886,703,460 Accumulated depreciation and impairment losses Opening balance as at 1 January 2010 99,146,402 288,900,669 - 388,047,071 Charge for the period 11,494,324 18,616,608 - 30,110,932 Disposals (3,235) (1,024,645) - (1,027,880) Exchange rate effect 396 551,304 - 551,700 Transfers (20,071) 1,189,406 - 1,169,335 Closing balance as at 30 June 2010 110,617,816 308,233,342 - 418,851,158 Carrying amount As at 30 June 2010 299,840,306 135,099,000 32,912,996 467,852,302 |
Intangible assets | ||||
|---|---|---|---|---|---|
| Intangible assets | |||||
|---|---|---|---|---|---|
| Intangible | Total | ||||
| Patents and other | assets | Intangible | |||
| similar rights | Others | in progress | Assets | ||
| Gross costs: | |||||
| Opening balance as at 1 January 2009 | 382,645,868 | 362,074,955 | 31,622,120 | 776,342,943 | |
| Capital expenditure | 317,942 | 869,841 | 16,079,036 | 17,266,819 | |
| Acquisitions of subsidiaries | 31,051 | 998 | - | 32,049 | |
| Disposals | (142,639) | (38,518) | (203,641) | (384,798) | |
| Exchange rate effect | 309 | 417,981 | 4,443 | 422,733 | |
| Transfers | 962,462 | 7,720,060 | (8,260,463) | 422,059 | |
| Closing balance as at 30 June 2009 | 383,814,993 | 371,045,317 | 39,241,495 | 794,101,805 | |
| Accumulated depreciation | |||||
| and impairment losses | |||||
| Opening balance as at 1 January 2009 | 78,555,270 | 257,488,512 | - | 336,043,782 | |
| Charge for the period | 9,904,958 | 18,354,155 | - | 28,259,113 | |
| Acquisitions of subsidiaries | 25,062 | - | - | 25,062 | |
| Disposals | (70,627) | (5,388) | - | (76,015) | |
| Exchange rate effect | - | 156,426 | - | 156,426 | |
| Transfers | 3,424 | 7,212 | - | 10,636 | |
| Closing balance as at 30 June 2009 | 88,418,087 | 276,000,917 | - | 364,419,004 | |
| Carrying amount | |||||
| As at 30 June 2009 | 295,396,906 | 95,044,400 | 39,241,495 | 429,682,801 | |
As at 30 June 2010 and 2009, Sonae kept recorded under the heading "Patents and other similar rights" the amounts of 197,278,727 euro and 192,896,038 euro, respectively, that correspond to the investments net of depreciations made in the development of the UMTS network, including: (i) 61,505,906 euro (amount of 64,506,194 euro in 2009) relating to the license; (ii) 20,551,378 euro (amount of 21,553,884 euro in 2009) related to the agreement signed in 2002 between Oni Way and the other three mobile telecommunication operators in Portugal with licenses; (iii) 6,311,949 euro (amount of 6,619,849 euro in 2009) related to a contribution to the Information Society Fund, established in 2007, under an agreement made between the Ministry of Public Works, Transport and Communications ("Ministério das Obras Públicas, Transportes e Comunicações") and the three mobile telecommunication operators in Portugal; and (iv) 101,566,127 euro (amount of 94,704,665 euro in 2009) relating to the "Iniciativas E" program, the latter relating to commitments assumed by Sonae in the "Fund for Information Society" (Note 33).
Additionally, this heading also includes the fair value attributed to a group of brands with indefinite useful lives, among which the "Continente" brand, 75,000,000 euro (the same amount as at 2009).
Investment properties are recorded at fair value. These assets are owned by the shopping centres operating segment and are consolidated using the proportionate method.
As at 30 June 2010 and 31 December 2009, Investment properties are detailed as follows:
| 30 June 2010 | 31 December 2009 | |
|---|---|---|
| Investment properties in operation | 1,663,466,322 | 1,676,623,981 |
| Investment properties in progress | 95,925,848 | 119,846,837 |
| 1,759,392,170 | 1,796,470,818 |
Investment properties in operation correspond to the fair value of the Sonae's share of shopping centres, which can be detailed as follows:
| 30 June 2010 | 31 December 2009 | ||||||
|---|---|---|---|---|---|---|---|
| 10 years "discount rate" |
Yields | Amount | 10 years "discount rate" |
Yields | Amount | ||
| Portugal | 8,40% and 10,85% | 6,15% and 8,60% | 758,244,220 | 8,25% and 10,55% | 6,00% and 8,30% | 726,662,623 | |
| Spain | 8,95% and 11,50% | 6,45% and 9,00% | 355,007,045 | 8,90% and 11,55% | 6,40% and 9,05% | 351,937,238 | |
| Italy | 8,25% and 10,00% | 6,05% and 7,80% | 151,065,750 | 8,00% and 9,50% | 6,00% and 7,70% | 149,810,250 | |
| Germany | 6.75% | 6,00% and 6,25% | 157,560,000 | 6,50% and 6,75% | 6,00% and 6,25% | 234,425,638 | |
| Brazil | 12,75% and 14,00% | 8,25% and 9,50% | 211,124,786 | 12,75% and 14,00% | 8,25% and 9,50% | 180,277,982 | |
| Greece | 10.25% | 7.00% | 15,620,250 | 10.75% | 7.00% | 18,529,750 | |
| Romania | 10.75% | 9.00% | 14,844,271 | 10.75% | 9.00% | 14,980,500 | |
| 1,663,466,322 | 1,676,623,981 |
The fair value was determined by a valuation performed as at 30 June 2010 by an independent specialized entity, based on valuation criteria generally accepted in the real estate business.
Value created on investment properties over the six months periods ended 30 June 2010 and 2009 can be detailed as follows:
| 30 June 2010 | 30 June 2009 | |
|---|---|---|
| Properties which were under development and were concluded during the period |
2,597,101 | 2,534,012 |
| Changes in fair value of investment properties in operation |
(7,467,729) | (102,892,082) |
| Changes in fair value of investment properties in progress |
912,671 | - |
| (3,957,957) | (100,358,070) |
As at 30 June 2010 and 31 December 2009, Investment properties in progress can be detailed as follows:
| 30 June 2010 | 31 December 2009 | |
|---|---|---|
| Investment Properties in progress at cost: | ||
| Portugal: | ||
| Alverca | 3,067,225 | 3,066,099 |
| Centro Bordalo | 1,699,125 | 1,685,228 |
| Parque de Famalicão | 627,500 | 1,498,232 |
| Torre Ocidente | 1,704,858 | 519,902 |
| Germany: | ||
| Alexa | 5,500,000 | 7,320,992 |
| Garbsen | 892,371 | 867,053 |
| Others | 7,212 | - |
| Brazil: | ||
| Goiânia Shopping | 5,111,797 | 3,770,303 |
| Uberlândia Shopping | - | 2,294,093 |
| Boulevard Londrina Shopping | 1,722,462 | 1,348,853 |
| Parque D. Pedro - expansion | 852,631 | |
| Others | 43,420 | 22,867 |
| Spain: | ||
| Alfaz del Pi | - | 9,575,000 |
| Pulianas Shopping | 103,105 | 103,105 |
| Dos Mares - expansion | 1,404,902 | 1,404,902 |
| Others | 61,743 | 37,868 |
| Greece: | ||
| Epirus Plaza | 16,031,313 | 13,531,277 |
| Galatsi Shopping | 6,289,794 | 5,771,370 |
| Aegean Park | 4,933,341 | 4,925,052 |
| Pantheon Plaza | 889,064 | 889,064 |
| Italy: | ||
| Le Terraze | 2,788,415 | 3,261,195 |
| Caldogno | 4,947,132 | 4,937,831 |
| Others | 260,983 | 257,365 |
| Romania: | ||
| Craiova Shopping | 17,200,399 | 17,615,979 |
| Ploiesti Shopping | 7,161,464 | 7,415,770 |
| 83,300,252 | 92,119,400 | |
| Impairment losses | (5,279,500) | (6,537,230) |
| 78,020,752 | 85,582,170 | |
| Investment Properties in progress at fair value: | ||
| Portugal: Leiria Shopping |
- | 24,597,667 |
| Brazil: Uberlândia Shopping |
6,327,596 | - |
| Italy: | ||
| Le Terraze | 11,577,500 | 9,667,000 |
| 17,905,096 | 34,264,667 | |
| 95,925,848 | 119,846,837 |
As at 30 June 2010, the following investment properties were mortgaged:
| Airone | Loop 5 |
|---|---|
| Algarveshopping | Luz del Tajo |
| Alverca | Madeirashopping |
| Arrabidashopping | Maiashopping |
| Cascaishopping | Manauara Shopping |
| Centro Colombo | Max Center |
| Centro Vasco da Gama | Munster Arkaden |
| Coimbrashopping | Norteshopping |
| Dos Mares | Parque Atlântico |
| El Rosal | Parque Principado |
| Estação Viana | Plaza Éboli |
| Freccia Rossa | Plaza Mayor |
| Gaiashopping | Plaza Mayor Shopping |
| Gli Orsi | River Plaza Mall |
| Grancasa | Torre Ocidente |
| Guimarãeshopping | Valecenter |
| La Farga | Valle Real |
| Leiriashopping | Viacatarina |
| Zubiarte |
During the six month periods ended 30 June 2010 and 2009 movements in goodwill, as well as in corresponding impairment losses, were made up as follows:
| 30 June 2010 | 30 June 2009 | |
|---|---|---|
| Gross value: | ||
| Opening balance | 759,786,674 | 709,012,583 |
| Re-allocation of Goodwill (Note 8) | (17,395,216) | - |
| Restated opening balance (Note 8) | 742,391,458 | 709,012,583 |
| New companies in the consolidation perimeter | - | 1,934,451 |
| Increases | 1,439,129 | 125,646 |
| Decreases | (1,928,179) | (979,241) |
| Transfers | (190,680) | 345,023 |
| Currency translation | 4,651,650 | - |
| Write-off | (720,710) | - |
| Closing balance | 745,642,668 | 710,438,462 |
| Accumulated impairment | ||
| losses: | ||
| Opening balance | 13,445,983 | 11,745,221 |
| Increases | - | - |
| Write-off | (720,710) | - |
| Closing balance | 12,725,273 | 11,745,221 |
| Carrying amount: | 732,917,395 | 698,693,241 |
During the six months period ended 30 June 2010 and 2009 movements in other investments were made up as follows:
| 30 June 2010 | 30 June 2009 | |||
|---|---|---|---|---|
| Non-current | Current | Non-current | Current | |
| Investments in group companies, jointly controlled companies | ||||
| or associated companies excluded from consolidation | ||||
| Opening balance as at 1 January | 925,769 | - | 3,012,637 | - |
| Acquisitions in the period | - | - | - | - |
| Disposals in the period | - | - | - | - |
| Transfers | 81,307 | - | (1,501,205) | - |
| Closing balance as at 30 June | 1,007,076 | - | 1,511,432 | - |
| Accumulated impairment losses | - | - | - | - |
| 1,007,076 | - | 1,511,432 | - | |
| Other investments: | ||||
| Fair value (net of impairment losses) as at 1 January | 17,201,722 | 57,313,909 | 9,965,538 | 60,956,604 |
| Acquisitions in the period | 105,149 | 2,864,730 | - | 1,806,302 |
| Disposals in the period | (249) | (9,341) | 3,818,000 | (10,780,843) |
| Increase/(Decrease) in fair value | (5,810,000) | - | - | 877,211 |
| Transfers | 2,440 | - | - | - |
| Fair value (net of impairment losses) as at 30 June | 11,499,062 | 60,169,298 | 13,783,538 | 52,859,274 |
| Other Investments (Note 7) | 12,506,138 | 60,169,298 | 15,294,970 | 52,859,274 |
| Derivative financial instruments (Note 21) | ||||
| Fair value as at 1 January | - | 365,122 | - | 2,600,159 |
| Acquisitions in the period | - | - | - | 128 |
| Disposals in the period | - | - | - | (72,484) |
| Increase/(Decrease) in fair value | - | 2,281,267 | - | (2,527,677) |
| Fair value as at 30 June | - | 2,646,389 | - | 127 |
| 12,506,138 | 62,815,687 | 15,294,970 | 52,859,402 |
The financial investments in group companies, jointly controlled companies or associated companies excluded from consolidation are recorded at the acquisition cost net of impairment losses. It is Sonae understanding that no reliable fair value estimate could be made as there is no market data available for these investments. The heading of Investments available for sale includes 3,517,789 euro (2,661,538 euro as at 30 June 2009) of investments recorded at the cost net of impairment losses for the same reasons.
The investments available for sale are net of impairment losses (Note 25) amounting to 31,757 euro (13,157 euro as at 30 June 2009).
Under the caption other financial investments is recorded an amount of 45,119,240 euro (45,139,648 euro as at 30 June 2009) related to deposited amounts on an Escrow Account which are invested in investment funds with superior rating and guarantee contractual liabilities assumed by Sonae which may arise from the sale of Sonae Distribuição Brasil, S.A., and for which provisions were recorded (Note 25).
Although in accordance with the deadlines contractually established, the Escrow Account should have already been released by the buyer, that didn´t happen as there are some points of disagreement on how to use the Escrow Account, namely as to whether or not, to return the Escrow Account for ongoing fiscal procedures that have not yet been decided by Brazilian authorities (Note 26). It is the understanding of the Board of Directors, based in the legal opinions of Brazilian and Portuguese lawyers, that this amount shall be entirely received up to 31 December 2010, and that there are legal means that may be operated so as to compel the buyer to authorize the return of the Escrow account. If the negotiations currently under way between the two parties do not accomplish in results, it is the intention of the Board to make use of such legal means.
As at 30 June 2010 and 31 December 2009, Other non- current assets are detailed as follows:
| 30 June 2010 | 31 December 2009 | |||||
|---|---|---|---|---|---|---|
| Gross Value | Accumulated impairment losses (Note 25) |
Carrying Amount |
Gross Value | Accumulated impairment losses (Note 25) |
Carrying Amount |
|
| Loans granted to related parties | 799,995 | - | 799,995 | 1,312,071 | - | 1,312,071 |
| Trade accounts receivable and other debtors | ||||||
| Legal deposits | 931,968 | - | 931,968 | 819,480 | - | 819,480 |
| Cautions | 3,921,107 | - | 3,921,107 | 2,949,266 | - | 2,949,266 |
| Lisbon Town Council | 3,888,477 | - | 3,888,477 | 3,888,477 | - | 3,888,477 |
| Malaga Town Council | 824,948 | - | 824,948 | 824,948 | - | 824,948 |
| Rent deposits from tenants | 3,952,746 | - | 3,952,746 | 4,036,717 | - | 4,036,717 |
| Financial investments Disposals | 3,134,776 | - | 3,134,776 | - | - | - |
| Others | 1,525,634 | (141,988) | 1,383,646 | 1,399,468 | (141,988) | 1,257,480 |
| 18,179,656 | (141,988) | 18,037,668 | 13,918,356 | (141,988) | 13,776,368 | |
| Non-current derivatives (Note 21) | 242,782 | - | 242,782 | 12,991 | - | 12,991 |
| Reinsurer's' share of technical provisions | 16,945,614 | - | 16,945,614 | 5,396,067 | - | 5,396,067 |
| Other non-current assets | 684,516 | - | 684,516 | 678,815 | - | 678,815 |
| 36,852,563 | (141,988) | 36,710,575 | 21,318,300 | (141,988) | 21,176,312 |
As at 30 June 2010 and 31 December 2009, Trade account receivable and other current assets are detailed as follows:
| 30 June 2010 | 31 December 2009 | |
|---|---|---|
| Trade accounts receivable | 267,289,603 | 294,831,656 |
| Taxes recoverable | 59,035,767 | 55,070,469 |
| Granted loans to related companies | 394,927 | 8,339 |
| Other debtors | ||
| Trade creditors - debtor balances | 65,213,719 | 58,251,461 |
| Special regime for payment of tax and social security debts | 12,382,502 | 13,999,945 |
| VAT recoverable on real estate assets and discount granted | 7,092,591 | 20,698,211 |
| Vouchers and gift cards | 1,406,650 | 1,308,743 |
| Accounts receivable from the disposal of fixed assets | 1,164,471 | 5,210,484 |
| Disposal of financial investments (Note 18) | 675,027 | - |
| Cash Settled Equity Swap | 2,194,239 | - |
| "Iniciativas E" program | 11,956,726 | - |
| Advances for the acquisiton of a real estate project | 7,967,500 | 7,967,500 |
| Termination of the contract of acquisition of land in Pulianas | 5,382,500 | 5,382,500 |
| Revocation of contracts for acquisition of stores | 11,781,197 | 11,131,667 |
| Advances to suppliers | 19,428,054 | 15,905,764 |
| Advances to agents | 1,121,027 | 1,004,492 |
| Reinsurance operations | 11,004,093 | 3,351,186 |
| Other current assets | 29,222,384 | 36,395,501 |
| 187,992,680 | 180,607,454 | |
| Other current assets | ||
| Invoices to be issued | 57,880,545 | 57,394,646 |
| "Iniciativas E" program | 160,873 | 75,145,779 |
| Commercial Discounts | 48,279,720 | 14,211,921 |
| Commissions to be received | 1,056,394 | 1,368,173 |
| Prepayments - Rents | 5,416,051 | 4,204,847 |
| Prepayments of external supplies and services | 22,473,589 | 18,096,233 |
| Other current assets | 15,451,354 | 13,565,819 |
| 150,718,526 | 183,987,418 | |
| Accumulated impairment losses in receivables accounts (Note 25) | (104,098,824) | (103,988,411) |
| 561,332,679 | 610,516,925 |
Deferred tax assets and liabilities as at 30 June 2010 and 31 December 2009 can be detailed as follows, split between the different types of temporary differences:
| Deferred tax assets | Deferred tax liabilities | |||
|---|---|---|---|---|
| 30 June 2010 | 31 December 2009 | 30 June 2010 | 31 December 2009 | |
| Difference between fair value and acquisition cost | 3,610,307 | 3,700,884 | 286,729,367 | 268,856,386 |
| Harmonisation adjustments | 128,513 | 46,211 | 48,566,152 | 43,461,567 |
| Provisions and impairment losses not accepted for tax purposes | 17,175,353 | 15,627,931 | - | - |
| Write off of tangible and intangible assets | 52,679,229 | 58,633,429 | - | - |
| Write off of deferred costs | 28,601,459 | 36,005,911 | 1,625,536 | 1,362,430 |
| Valuation of hedging derivatives | 7,353,805 | 7,180,175 | 805,852 | 100,654 |
| Temporary differences arising from the securitization operation | 11,270,000 | 12,880,000 | - | - |
| Amortisation of Goodwill for tax purposes | - | - | 17,450,040 | 13,960,032 |
| Non taxed exchange differences | - | - | 190,372 | 928,553 |
| Revaluation of tangible assets | - | - | 2,103,769 | 2,131,967 |
| Tax losses carried forward | 104,282,938 | 94,364,809 | 359,540 | - |
| Reinvested capital gains/(losses) | - | - | 2,142,835 | 2,768,248 |
| Others | 4,812,952 | 1,775,158 | 2,394,348 | 2,731,864 |
| 229,914,556 | 230,214,508 | 362,367,811 | 336,301,701 |
During the period and as a result of the introduction in Portugal of "Derrama Estadual", regulated by the law "Lei n.º 12- A/2010" of 30 June, that implies an additional income tax of 2.5% applied to the taxable profit that exceeds 2,000,000 euro , in some group companies in which it is expectable that this rate will be applied, the group changed the tax rate used to calculate the corresponding deferred tax. The more relevant impacts are the increase of the deferred tax credit relating to the fair value measurement of the investment properties in the amount of approximately, 13 million Euro, that was recorded as an expense in profit and loss statement (Note 28).
In accordance with the tax statements and tax estimates presented by companies that recorded deferred tax assets arising from tax losses carried forward, as at 30 June 2010 and 31 December 2009, and using exchange rates effective at that time, tax losses carried forward can be summarised as follows:
| Tax losses carried Deferred tax Tax losses carried Time limit Deferred tax assets Time limit forward assets forward With limited time use Generated in 2004 372,453 93,113 2010 171,630 42,907 2010 Generated in 2005 416,072 104,018 2011 1,454,441 363,610 2011 Generated in 2006 761,658 190,414 2012 1,953,506 488,376 2012 Generated in 2007 3,500,266 875,067 2013 15,775,143 3,943,786 2013 Generated in 2008 4,116,994 1,029,249 2014 4,136,674 1,034,169 2014 Generated in 2009 50,515,820 12,628,955 2015 50,067,344 12,516,838 2015 Generated in 2010 30,486,794 7,621,746 2014 - - 90,170,057 22,542,561 73,558,738 18,389,686 Without limited time use 8,059,948 2,249,632 18,581,710 5,096,472 With a time limit different from the 265,345,717 79,490,745 236,619,705 70,878,651 above mentioned 273,405,665 81,740,377 255,201,415 75,975,123 |
30 June 2010 | 31 December 2009 | ||||
|---|---|---|---|---|---|---|
| 363,575,722 104,282,938 328,760,153 94,364,809 |
As at 30 June 2010 and 31 December 2009, deferred tax assets resulting from tax losses carried forward were re-assessed against each company's business plans, which are regularly updated, and available tax planning opportunities. Deferred tax assets have only been recognized to the extent that future taxable profits will arise which may be offset against available tax losses or against deductible temporary differences.
As at 30 June 2010 there was tax losses carried forward tax losses carried forward, for which no deferred tax assets were recognized due to prudential reasons. These may be summarised as follows:
| 30 June 2010 | 31 December 2009 | |||||
|---|---|---|---|---|---|---|
| Tax losses carried forward |
Deferred tax credit | Time limit | Tax losses carried forward |
Deferred tax credit | Time limit | |
| With limited time use | ||||||
| Generated in 2004 | 7,041,502 | 1,760,376 | 2010 | 7,026,627 | 1,756,656 | 2010 |
| Generated in 2005 | 46,601,333 | 11,650,333 | 2011 | 46,474,629 | 11,618,658 | 2011 |
| Generated in 2006 | 61,534,911 | 15,383,727 | 2012 | 60,520,774 | 15,130,192 | 2012 |
| Generated in 2007 | 61,035,206 | 15,258,802 | 2013 | 60,518,585 | 15,129,647 | 2013 |
| Generated in 2008 | 13,091,129 | 3,272,783 | 2014 | 13,091,128 | 3,272,783 | 2014 |
| Generated in 2009 | 11,974,636 | 2,993,685 | 2015 | 12,670,496 | 3,167,650 | 2015 |
| Generated in 2010 | 7,687,991 | 1,921,997 | 2014 | |||
| 208,966,708 | 52,241,703 | 200,302,239 | 50,075,586 | |||
| Without limited time use | 49,135,195 | 14,213,317 | 38,617,859 | 10,737,954 | ||
| With a time limit different from the above mentioned |
303,992,328 | 78,149,833 | 400,098,533 | 102,943,995 | ||
| 353,127,523 | 92,363,150 | 438,716,392 | 113,681,949 | |||
| 562,094,231 | 144,604,853 | 639,018,631 | 163,757,535 |
As at 30 June 2010 and 31 December 2009, Cash and cash equivalents can be detailed as follows:
| 30 June 2010 | 31 December 2009 | ||
|---|---|---|---|
| Cash at hand | 6,580,039 | 6,412,073 | |
| Bank deposits | 61,877,788 | 140,227,780 | |
| Treasury applications | 24,706,030 | 25,590,018 | |
| Cash and cash equivalents on the balance sheet | 93,163,857 | 172,229,871 | |
| Bank overdrafts (Note 20) | (9,080,784) | (23,763,618) | |
| Cash and cash equivalents on the statement of cash flows | 84,083,073 | 148,466,253 |
Bank overdrafts are disclosed in the balance sheet under Current loans.
As at 30 June 2010, the share capital, which is fully subscribed and paid for, is made up of 2,000,000,000 ordinary shares, which do not have the right to a fixed dividend, with a nominal value of 1 euro each.
On 15 November 2007, Sonae Holding sold, 132,856,072 Sonae Holding shares directly owned by the Company. The shares were sold in a market operation at the unit price of 2.06 euro per share and resulted on a cash inflow (net of brokerage commissions) of 273,398,877 euro.
On the same date, Sonae Investments, BV, wholly owned by Sonae Holding entered into a derivative financial instrument - Cash Settled Equity Swap - over a total of 132,800,000 Sonae Holding shares, representative of 6.64% of its share capital.
This transaction has a maximum maturity of three years and a strictly financial liquidation, without any duty or right for the Company or any of its associated companies in the purchase of these shares. This transaction allows Sonae Investments BV to totally maintain the economic exposure to the sold shares.
In this context, although legally all the rights and obligations inherent to these shares have been transferred to the buyer, Sonae Holding did not derecognize their own shares, recording a liability in the caption Other non-current liabilities (Note 22). According to the interpretation made by Sonae of the IAS 39, applied by analogy to own equity instruments, the derecognition of own shares is not allowed as Sonae maintains the risks and rewards arising on the instruments sold.
Consequently, Sonae maintains the deduction from Equity amounting to the acquisition cost of the 132,800,000 shares (138,568,275 euro), and has accounted for the consideration received for the above mentioned sale of own shares in the caption Other non-current liabilities (273,568,000 euro).
Due to the detach of Sonae Capital SGPS, SA, as at 4 January 2008, demerger rights attributable to the 132,800,000 Sonae SGPS, SA shares subject to the above mentioned agreement, Sonae recognized an asset measured at its' fair value . This asset has not been derecognized as Sonae also entered into a Cash Settled Equity Swap over the Sonae Capital SGPS, SA shares, and therefore a liability was recognized.
On 23 April 2009 and 10 March 2010 Sonae Investments BV requested a partial cancellation of the Cash settled Equity Swap for 1,134,965 and 1,185,144 shares Sonae Holding respectively, passing the derivative financial instrument to 130,479,891 shares Sonae Holding.
Consequently, and in relation with this operation the full liability amount can be detailed as follows at 30 June 2010: market value of Sonae SGPS, SA shares amounting to 99,295,197 euro and market value of Sonae Capital SGPS, SA shares amounting to 7,968,000 euro, after the conversion of rights occurred on 28 January 2008.
These liabilities are adjusted at the end of each month by the effect in Sonae Holding or Sonae Capital, SGPS, S.A. share price, as applicable, being recognized a current asset/liability in order to present the right/obligation related to the cash settlement of the operation that resets monthly.
Additionally, the costs related to the "floating amount" based on Euribor 1 month are recorded in the income statement.
The receivable amount arising on dividends distributed by the Company is credited to Equity in order to offset the charge of the distribution.
The number of shares taken into consideration to calculate earnings per share includes the shares referred to above as a deduction to the shares issued by the Company.
At 30 June 2010, the following entities held more than 20% of the subscribed share capital:
| Entity | % |
|---|---|
| Efanor Investimentos, SGPS, SA and subsidiaries | 52.98 |
Movements in non-controlling interests during the periods ended 30 June 2010 and 2009 are as follows:
| 30 June 2010 | 30 June 2009 | |
|---|---|---|
| Opening balance as at 1 January | 477,968,755 | 411,549,101 |
| Dividends | (1,314,038) | (4,169) |
| Exchange rate effect | 4,883,763 | 827,432 |
| Acquisition of subsidiaries | - | 62,019,315 |
| Increase of capital and premium on subsidiaries | 15,287,888 | - |
| Increased shareholding by acquisitions | (822,591) | - |
| Changes in hedge and fair value reserves | (1,975,991) | (1,637,691) |
| Others | (772,297) | 760,495 |
| Profit for the period attributable to non controlling interests | 7,423,219 | (22,183,030) |
| Closing balance | 500,678,707 | 451,331,453 |
As at 30 June 2010 and 31 December 2009, Loans are made up as follows:
| 30 June 2010 | 31 December 2009 | |||||
|---|---|---|---|---|---|---|
| Outstanding amount | Outstanding amount | |||||
| Amount limit | Current | Non Current | Amount limit | Current | Non Current | |
| Bank loans | ||||||
| Sonae, SGPS, SA - commercial paper | 350,000,000 | 33,250,000 | - | 350,000,000 | 24,950,000 | - |
| Sonae Investimentos, SGPS, S.A. - commercial paper | 682,500,000 | - | 425,000,000 | 692,500,000 | - | 271,000,000 |
| a)b) Sonae Sierra affiliated companies |
441,599,500 | 19,610,906 | 388,986,785 | 470,086,920 | 16,621,638 | 385,383,442 |
| a)b)c) Sonae Sierra affiliated companies | 388,861,665 | 38,734,022 | 346,601,312 | 442,830,796 | 61,288,733 | 377,516,488 |
| a)b)d) Sonae Sierra affiliated companies | - | - | - | 11,179,526 | - | 11,179,526 |
| a)d) Sonae Sierra affiliated companies |
15,544,489 | 2,830,375 | 12,714,114 | - | - | - |
| a) Sonae Sierra affiliated companies |
10,158,847 | 4,200,000 | 2,658,847 | 12,185,116 | 8,179,211 | 3,435,116 |
| Sonae Sierra SGPS, SA | 49,460,000 | - | - | 49,460,000 | 18,585,252 | - |
| Sonaecom SGPS, SA commercial paper | 347,500,000 | 26,450,000 | 100,500,000 | 320,000,000 | 55,000,000 | 150,000,000 |
| Sonaecom SGPS, SA | 26,500,000 | - | - | 26,500,000 | 3,500,000 | - |
| Continente Hipermercados SA - commercial paper | 30,000,000 | - | - | 30,000,000 | - | - |
| MDS, SGPS, SA - commercial paper | 10,000,000 | - | 4,500,000 | - | - | - |
| Others | 19,590,951 | 13,649,219 | 21,887,012 | 15,374,356 | ||
| 144,666,254 | 1,294,610,277 | 210,011,846 | 1,213,888,928 | |||
| Bank overdrafts (Note 17) | 9,080,784 | - | 23,763,618 | - | ||
| Up-front fees beard with the issuance of borrowings | (660,601) | (4,900,874) | (808,536) | (5,564,118) | ||
| Bank loans | 153,086,437 | 1,289,709,403 | 232,966,928 | 1,208,324,810 | ||
| Bonds | ||||||
| Bonds Sonae / 05 | - | 100,000,000 | - | 100,000,000 | ||
| Bonds Sonae 2006/2011 | - | - | - | 250,000,000 | ||
| Bonds Sonae 2007/2014 | - | 150,000,000 | - | 150,000,000 | ||
| Bonds Sonae 2007/2015 | - | 250,000,000 | - | - | ||
| Bonds Modelo Continente / 2003 | - | 82,000,000 | - | 82,000,000 | ||
| Bonds Modelo Continente / 2005 / 2010 | 64,925,000 | - | 64,925,000 | - | ||
| Bonds Modelo Continente / 2005 / 2012 | - | 150,000,000 | - | 150,000,000 | ||
| Bonds Modelo Continente / 2007 / 2012 | - | 200,000,000 | - | 200,000,000 | ||
| Bonds Sonae Distribuição / 2007 / 2015 |
- | 200,000,000 | - | 200,000,000 | ||
| Bonds Sonae Distribuição / 2007 / 2015 |
- | 310,000,000 | - | 310,000,000 | ||
| Bonds Sonae Distribuição / 2009 / 2014 |
- | 50,000,000 | - | 50,000,000 | ||
| Bonds Sonaecom / 2005 | - | 150,000,000 | - | 150,000,000 | ||
| Bonds Sonaecom / 2010 | - | 30,000,000 | - | - | ||
| Bonds Sonaecom / 2010 | - | 40,000,000 | - | - | ||
| Bonds Sonae Sierra 2008/2013 | - | 37,500,000 | - | 37,500,000 | ||
| Up-front fees beard with the issuance of borrowings | (56,278) | (9,454,316) | (76,340) | (8,365,778) | ||
| Bonds | 64,868,722 | 1,740,045,684 | 64,848,660 | 1,671,134,222 | ||
| Other loans | 24,954 | 579,011 | 33,466 | 586,519 | ||
| Derivative instruments (Note 21) | 6,620,597 | 42,855,782 | 7,902,322 | 34,584,190 | ||
| Other loans | 6,645,551 | 43,434,793 | 7,935,788 | 35,170,709 | ||
| Obligations under finance leases | 6,837,414 | 27,874,050 | 7,803,032 | 29,357,393 | ||
| 231,438,124 | 3,101,063,930 | 313,554,408 | 2,943,987,134 |
a) These amounts are proportionate considering the percentage held by Sonae;
b) These loans are guaranteed by mortgages of investment properties held by those affiliated companies;
c) These loans are guaranteed by a pledge of shares held by those affiliated companies;
d) These loans are guaranteed by bank guarantees.
The interest rate as at 30 June 2010 of bonds and loans were in average 1.77% (1.72% 31 December 2009).
Bank loans bear interests at market rates based on Euribor for each interest payment term, therefore the fair value of bank loans are estimated to be similar to their market value.
The derivative instruments are recorded at fair value (Note 21).
All loans with financial covenants were analyzed at the balance sheet date and in situations where they were breached, the corresponding debt was reclassified to current liabilities. These situations have occurred in the case of borrowing by Zubiarte, Gli Orsi and River Plaza, subsidiaries of the segment of shopping centres, amounting to 7,000,000 euro. Negotiations are underway with the correspondent banks to obtain a debt rescheduling.
The repayment schedule of the nominal value of loans can be summarised as follows:
| 30 June 2010 | 31 December 2009 | |
|---|---|---|
| N+1 a) | 225,534,406 | 306,536,962 |
| N+2 | 332,850,831 | 369,170,365 |
| N+3 | 607,063,673 | 561,016,180 |
| N+4 | 489,003,789 | 549,823,566 |
| N+5 | 783,661,504 | 492,562,407 |
| After N+5 | 859,983,541 | 950,760,322 |
| 3,298,097,744 | 3,229,869,802 |
a) Includes the amounts drawn under commercial paper programs.
The maturities above were estimated in accordance with the contractual terms of loans that do not include financial covenants.
Sonae uses exchange rate derivatives, essentially to hedge future cash flows.
Sonae contracted several exchange rate forwards and options in order to manage its exchange rate exposure.
As at 30 June 2010, the fair value of exchange rate derivatives which haven't been considered hedging instruments, calculated based on present market value of equivalent financial instruments of exchange rate, is of 150,175 euro included in liabilities (79,039 euro as of 31 December 2009) and 2,646,389 euro on the caption current investments (365,121 euro as at 31 December 2009).
The computation of the fair value of these financial instruments was made taking into consideration the present value at balance sheet date of the forward settlement amount of the relevant contract. The settlement amount considered in the valuation, is equal to the reference currency notional amount (foreign currency) multiplied by the difference between the contracted forward exchange rate and the forward exchange market rate to the settlement date as at the valuation date.
Losses in the period arising from changes in the fair value of instruments that do not qualify for hedging accounting treatment were recorded directly in the income statement in the caption "Net financial expenses".
As at 30 June 2010, derivatives used by Sonae refer essentially to swaps and interest rate options ("cash flow hedges"). These were negotiated to hedge the interest rate risk of loans amounting to 1,064,412,907 euro (948,629,817 euro as at 31 December 2009). The fair value of these derivatives amounts to - 49,083,422 euro (-42,394,481 euro as at 31 December 2009), and is disclosed as assets amounting to 242,782 euro (12,991 euro as at 31 December 2009) and as liabilities 49,326,204 euro (42,407,473 euro as at 31 de December de 2009).
These derivatives were valuated considering the estimated future cash-flows, assuming the exercise of the cancellation options by the counterparties when the forward interest rates are higher than the established fixed interest rate. Sonae intends to keep these derivatives until their expiration date, therefore, this valuation is considered to be the most appropriate to estimate the future cash flow of these instruments.
These interest rate derivatives are valued at fair value, at the balance sheet date, based on valuations performed by Sonae using specific software and on external valuations when this software does not deal with specific instruments. The fair value of swaps was calculated, at the balance sheet date, based on the discounted cash flow of the difference between the fixed interest rate of the fixed leg and the indexed variable interest rate inherent to the variable leg. The calculation of the fair value of options was based on the "Black-Scholes" and similar models.
As at 30 June 2010 no contracts existed related to interest rate and exchange rate derivatives.
The fair value of derivatives is detailed as follows:
| Assets | Liabilities | |||
|---|---|---|---|---|
| 30 June 2010 | 31 December 2009 | 30 June 2010 | 31 December 2009 | |
| Derivatives not qualified as hedging | ||||
| Exchange rate | 2,646,389 | 365,121 | 150,175 | 79,039 |
| Interest rate | - | - | - | - |
| Hedging derivatives | ||||
| Exchange rate | - | - | - | - |
| Interest rate | 242,782 | 12,992 | 49,326,205 | 42,407,473 |
| Interest and exchange rate | - | - | - | - |
| Other derivatives | - | - | - | - |
| 2,889,171 | 378,113 | 49,476,380 | 42,486,512 |
As at 30 June 2010 and 31 December 2009, "Other non-current liabilities" is detailed as follows:
| 30 June 2010 | 31 December 2009 | |
|---|---|---|
| Shareholders loans | 39,280,854 | 47,276,787 |
| Fixed assets suppliers | 1,863,067 | 2,440,330 |
| "Iniciativas E" program | 16,691,193 | 32,923,892 |
| Other non-current liabilities | 28,819,530 | 156,470,214 |
| Accruals and deferrals | 1,160,295 | 1,156,180 |
| Other non-current liabilities | 87,814,939 | 240,267,403 |
The caption Shareholders loans relates to affiliated undertakings in the retail, shopping centres and investment management segments. These liabilities do not have a defined vesting date and bear interests at variable market rates.
In 2010 and in previous years, Sonae granted deferred performance bonuses to its directors and eligible employees. These are either based on shares to be acquired at nil cost, three years after they were attributed to the employee, or based on share options with the exercise price equal to the share price at the grant date, to be exercised three years later. In both cases, the acquisition can be exercised during the period commencing on the third anniversary of the grant date and the end of that year.
In 2009, Sonae changed the way of liquidation of its share-based programmes, which were traditionally settled in cash, to a an equity based settlement, in what concerns to Sonae Holding programmes. As at 30 June 2010, these plans are recognized in the captions "other reserves" and "staff costs".
The plans that continue to be settled in cash, shall remain recorded in the balance sheet, in the figure other liabilities of the balance sheet, and staff costs in the income statement.
As at 30 June 2010 and 31 December 2009, the market value of total liabilities arising from share-based payments, which have not yet vested, may be summarised as follows:
| Grant | Vesting | Number of | Fair value | ||
|---|---|---|---|---|---|
| year | year | participants | 30 June 2010 | 31 December 2009 | |
| Shares | |||||
| 2007 | 2010 | 464 | - | 4,554,430 | |
| 2008 | 2011 | 467 | 5,239,289 | 5,703,916 | |
| 2009 | 2012 | 492 | 7,122,057 | 7,568,676 | |
| 2010 | 2013 | 458 | 3,703,038 | - | |
| Total | 16,064,384 | 17,827,022 |
As at 30 June 2010 and 31 December 2009 the financial statements include the following amounts corresponding to the period elapsed between those dates and the date of granting deferred bonus plans, which have not yet vested:
| 30 June 2010 | 31 December 2009 | |
|---|---|---|
| Staff costs | 2,290,950 | 7,588,472 |
| Recorded in previous years | 7,965,468 | 3,678,193 |
| 10,256,418 | 11,266,665 | |
| Recorded in other liabilities | 2,278,087 | 7,050,164 |
| Recorded value in Other reserves | 7,978,331 | 4,216,501 |
| 10,256,418 | 11,266,665 |
As at 30 June 2010 and 31 December 2009, Trade creditors and other current liabilities were made up as follows:
| 30 June 2010 | 31 December 2009 | |
|---|---|---|
| Trade creditors | 1,079,799,325 | 1,220,401,450 |
| Taxes payable | 71,269,380 | 86,627,709 |
| Other creditors | ||
| Fixed asset suppliers | 82,684,308 | 125,829,938 |
| Related undertakings | 5,729,980 | 5,527,840 |
| Other debts | 203,496,595 | 123,496,868 |
| 291,910,883 | 254,854,646 | |
| Other current liabilities | ||
| Property investments accruals | 13,470,366 | 11,315,293 |
| Fixed assets accrued costs | 11,307,393 | 14,472,472 |
| Holiday pay and bonuses | 123,759,721 | 124,087,431 |
| Interests payable | 15,195,254 | 14,528,300 |
| Invoices to be issued | 35,863,160 | 42,253,540 |
| Commissions | 6,248,996 | 6,049,967 |
| Marketing expenses | 21,114,759 | 22,938,341 |
| Information society | 34,108,424 | 55,426,396 |
| Other external supplies and services | 51,557,166 | 49,901,884 |
| Accrued income - trade debtors | 30,177,429 | 31,257,499 |
| Accrued income - rents | 5,104,037 | 4,929,704 |
| Others | 54,698,221 | 33,991,215 |
| 402,604,926 | 411,152,042 | |
| 1,845,584,514 | 1,973,035,847 | |
The caption "Other creditors – other debts" includes the amount of 107,263,197 euro (126,683,322 euro as at 31 December 2009 in the caption non-current liabilities) related to the fair value of the derivative on Sonae Holding and Sonae Capital SGPS, SA shares referred to in Note 18.
| Caption | Balance as at 31 December 2009 |
Increase | Decrease | Balance as at 30 June 2010 |
|---|---|---|---|---|
| Accumulated impairment losses on investments (Note 13) | 67,925 | 535 | (36,703) | 31,757 |
| Accumulated impairment losses on other non-current assets (Note 14) | 141,988 | - | - | 141,988 |
| Accumulated impairment losses on trade account receivables and other debtors (Note 15) | 103,988,411 | 12,627,282 | (12,516,869) | 104,098,824 |
| Accumulated impairment losses on inventories | 31,644,772 | 5,637,151 | (2,799,668) | 34,482,255 |
| Non-current provisions | 50,607,367 | 9,489,145 | (395,474) | 59,701,038 |
| Current provisions | 2,617,751 | 70,315 | (695,818) | 1,992,248 |
| 189,068,214 | 27,824,428 | (16,444,532) | 200,448,110 |
| Caption | Balance as at 31 December 2008 |
Increase | Decrease | Balance as at 30 June 2009 |
|---|---|---|---|---|
| Accumulated impairment losses on investments (Note 13) | 13,157 | - | - | 13,157 |
| Accumulated impairment losses on other non-current assets | 291,571 | - | - | 291,571 |
| Accumulated impairment losses on trade account receivables and other debtors | 109,583,183 | 15,605,127 | (16,406,344) | 108,781,966 |
| Accumulated impairment losses on inventories | 29,783,714 | 5,247,446 | (6,138,462) | 28,892,698 |
| Non-current provisions | 57,086,975 | 10,110,324 | (3,293,406) | 63,903,893 |
| Current provisions | 2,369,154 | 32,374 | (645,575) | 1,755,953 |
| 199,127,754 | 30,995,271 | (26,483,787) | 203,639,238 |
As at 30 June 2010 and 2009 and 31 December 2009, Provisions can be analysed as follows:
| 30 June 2010 | 31 December 2009 | |
|---|---|---|
| Technical provisions on reinsurance | 13,861,912 | 9,118,524 |
| Future liabilities relating to subsidiaries of retail sold in Brazil |
6,195,747 | 5,447,923 |
| Dismantling of telecommunication sites | 22,503,341 | 22,208,721 |
| Judicial claims | 9,222,849 | 9,133,101 |
| Others | 9,909,437 | 7,316,849 |
| 61,693,286 | 53,225,118 |
Impairment losses are deducted from the book value of the corresponding asset.
As at 30 June 2010 and 31 December 2009, major contingent liabilities were guarantees given and can be detailed as follows:
| 30 June 2010 | 31 December 2009 | |
|---|---|---|
| Guarantees given: | ||
| on tax claims | 274,151,573 | 266,974,945 |
| on judicial claims | 714,905 | 659,048 |
| on municipal claims | 7,608,846 | 8,998,481 |
| others | 47,008,650 | 42,776,282 |
The heading "Others" includes the following guarantees:
In 2009, one of the retail subsidiaries has granted a guarantee in favour of tax administration associated with a process for VAT amounting to 30,260,721 euro of the year 2004, which was presented their impugnation.
The shareholder of the subsidiary referred to above, has granted a guarantee amounting to 46,893,361 euro in order to ensure an additional payment of VAT, related to the year of 2005. Sonae will present the relevant appeal and believes, based on the opinion of their tax advisers the sentence will be favourable to the company.
Additionally to the guarantees referred above, were granted:
-by Sonae SGPS, S.A. two guarantees in favour of Sonae Investments SGPS, S.A. and Sonaecom SGPS amounting to EUR 69,366,699 for suspension of tax claims;
-by Sonaecom SGPS, S.A. a guarantee in favour of its subsidiary Optimus for ongoing tax processes up to the amount of EUR 6,935,.848.
Guarantees given on tax claims include a guarantee granted by a company of the Retail segment in Brazil, of approximately 30,260,370 euro (74,078,783 Brazilian real) , which is being judged by tax courts (72,755,267 brazilian real as at 31 December 2009).
As a consequence of the sale of a subsidiary company in Brazil, Sonae guaranteed the buyer all the losses incurred by that company arising on unfavourable decisions not open for appeal, concerning tax lawsuits on transactions that took place before the sale date (13 December 2005) and that exceed 40 million euro. As at 31 December 2009, the amount claimed by the Brazilian Tax Authorities concerning the tax lawsuits still in progress, which the company's lawyers assess as having a high probability of loss, amount to near 40 million euro, including processes paid under recovery program Brazilian State taxes ("REFIS") in the amount of 22 million euro (56 million brazilian real).
Furthermore, there are other tax lawsuits totalling 45 million euro for which the Board of Directors, based on the lawyers' assessment, understands will not imply future losses to the old subsidiary referred above.
No provision has been registered to face risks arising from events related to guarantees given, as the Board of Directors considers that no liabilities will result for Sonae.
Balances and transactions with related parties are detailed as follows:
| Sales and services rendered | Purchases and services obtained | ||||
|---|---|---|---|---|---|
| Transactions | 30 June 2010 | 30 June 2009 | 30 June 2010 | 30 June 2009 | |
| Parent Company | 81,555 | 68,995 | - | - | |
| Jointly controlled companies | 5,641,680 | 5,116,765 | 9,528,053 | 8,351,831 | |
| Associated companies | 17,999,108 | 17,127,883 | 875,271 | 933,925 | |
| Other partners and Group companies | 32,898,643 | 30,209,198 | 16,964,925 | 20,994,061 | |
| 56,620,986 | 52,522,841 | 27,368,249 | 30,279,817 | ||
| Interest income | Interest expenses | ||||
| Transactions | 30 June 2010 | 30 June 2009 | 30 June 2010 | 30 June 2009 | |
| Parent Company | - | - | - | - | |
| Jointly controlled companies | 4,220 | 94,597 | 15 | 2,162 | |
| Associated companies | 49 | - | - | - | |
| Other partners and Group companies | 44,299 | 39,009 | 99,198 | 347,939 | |
| 48,568 | 133,606 | 99,213 | 350,101 |
| Accounts receivable | Accounts payable | ||||
|---|---|---|---|---|---|
| Balances | 30 June 2010 | 31 December 2009 | 30 June 2010 | 31 December 2009 | |
| Parent Company | 98,419 | 42,212 | - | - | |
| Jointly controlled companies | 3,034,881 | 2,633,332 | 4,381,024 | 5,803,997 | |
| Associated companies | 6,338,157 | 2,044,450 | 1,394,827 | 1,655,097 | |
| Other partners and Group companies | 16,473,398 | 18,353,791 | 13,389,167 | 14,523,536 | |
| 25,944,855 | 23,073,785 | 19,165,018 | 21,982,630 | ||
| Loans | |||||
| Obtained | Granted | ||||
| Balances | 30 June 2010 | 31 December 2009 | 30 June 2010 | 31 December 2009 | |
| Parent Company | - | - | - | - | |
| Jointly controlled companies | - | - | 454,080 | 1,214,522 | |
| Associated companies | - | - | - | - | |
| Other partners and Group companies | 11,392,901 | 41,740,399 | 248,393 | - | |
| 11,392,901 | 41,740,399 | 702,473 | 1,214,522 |
The caption "Other partners in Group companies" includes Sonae Industria, SGPS, SA and Sonae Capital, SGPS, SA affiliated, associated and jointly controlled companies and also other shareholders of affiliated companies or jointly controlled companies of Sonae, as well as other affiliated companies of the parent company Efanor Investimentos, SGPS, SA.
As at 30 June 2010 and 2009, income tax is detailed as follows:
| 30 June 2010 | 30 June 2009 | |
|---|---|---|
| Current tax | 20,025,212 | 13,687,955 |
| Deferred tax | 22,135,268 | (23,990,929) |
| 42,160,480 | (10,302,974) |
As at 30 June 2010 and 2009, the reconciliation of consolidated net profit can be analysed as follows:
| 30 June 2010 | 30 June 2009 | |
|---|---|---|
| Aggregate net profit | 610,082,793 | 78,788,526 |
| Proportionate method | (62,002,515) | 47,122,961 |
| Harmonisation adjustments | (30,182,222) | (16,964,311) |
| Elimination of intragroup dividends | (128,279,624) | (162,655,071) |
| Elimination of intragroup capital gains and losses | (71,373,885) | (15,566,441) |
| Elimination of intragroup provisions | (272,266,323) | 7,500,000 |
| Consolidation adjustments to gains/(losses) on sales of investments |
(3,263,780) | 2,095,456 |
| Others | 5,647,948 | 9,375,546 |
| Consolidated net profit for the period | 48,362,392 | (50,303,334) |
Earnings per share for the period were calculated taking into consideration the following amounts:
| 30 June 2010 | 30 June 2009 | |
|---|---|---|
| Net profit | ||
| Net profit taken into consideration t o calculate basic earnings per share (consolidated profit for the period) |
40,939,173 | (28,120,304) |
| Effect of dilutive potential shares Interest related to convertible bonds (net of tax) |
- - |
- - |
| Net profit taken into consideration to calculate diluted earnings per share | 40,939,173 | (28,120,304) |
| Number of shares | ||
| Weighted average number of shares used t o calculate basic earnings per share |
1,869,520,109 | 1,867,636,525 |
| Effect of dilutive potential ordinary shares from convertible bonds | - | - |
| Outstanding shares related with share based payments | 12,050,889 | - |
| Shares related to performance bonus that can be bought at market price | (6,439,343) | - |
| Weighted average number of shares used t o calculate diluted earnings per share |
1,875,131,655 | 1,867,636,525 |
| Earnings per share | ||
| Basic | 0.021898 | (0.015057) |
| Diluted | 0.021833 | (0.015057) |
In the Shareholders Annual General Meeting held on 27 April 2010, the payment of a gross dividend of 0.0315 euro per share (0.03 euro per share in 2009) corresponding to a total of 63,000,000 euro (60,000,000 euro in 2009) was approved.
As described with more detail in the Management Report the operating segments used by Sonae management are as follows:
The amounts reported below, are calculated, when applicable, excluding contributions to indirect income as explained in Note 34.
Sonae's reportable segment information regarding the income statement in accordance with IFRS 8 can be analysed as follows:
| 30 June 2010 | Inter-segment | 30 June 2009 | Inter-segment | |
|---|---|---|---|---|
| Turnover | income | income | ||
| Food based retail | 1,586,766,253 | (3,303,955) | 1,490,745,621 | (2,277,308) |
| Ex-Fuel | 1,517,409,731 | (3,303,955) | 1,428,157,957 | (2,277,308) |
| Fuel | 69,356,522 | - | 62,587,664 | - |
| Specialised retail | 554,480,678 | - | 473,094,205 | - |
| Retail real estate | 64,195,245 | (59,839,540) | 59,914,108 | (58,361,773) |
| Shopping centres | 94,830,862 | (6,550,335) | 89,445,852 | (6,421,485) |
| Telecommunications | 450,330,109 | (6,891,871) | 481,580,123 | (11,179,030) |
| Investment management | 99,156,179 | (290,099) | 90,896,616 | (421) |
| Eliminations and adjustments | (73,255,267) | (503,292) | (77,439,913) | (2,137,869) |
| Total direct consolidated | 2,776,504,059 | (77,379,092) | 2,608,236,612 | (80,377,886) |
| Operational cash-flow (EBITDA) | ||||
| Food based retail | 78,980,683 | 69,263,055 | ||
| Specialised retail | 7,245,252 | 1,996,767 | ||
| Retail real estate | 67,074,577 | 56,826,390 | ||
| Shopping centres | 45,132,527 | 41,387,796 | ||
| Telecommunications | 99,511,724 | 91,492,181 | ||
| Investment management | 1,275,192 | 298,981 | ||
| Eliminations and adjustments | 5,762,865 | 15,366,787 | ||
| Total direct consolidated | 304,982,820 | 276,631,956 | ||
| Operational profit/(loss) (EBIT) | ||||
| Food based retail | 39,265,427 | 33,721,128 | ||
| Specialised retail | (14,078,392) | (14,318,655) | ||
| Retail real estate | 51,078,946 | 43,997,278 | ||
| Shopping centres | 43,008,530 | 39,606,690 | ||
| Telecommunications | 32,673,277 | 12,436,848 | ||
| Investment management | (2,339,821) | (2,069,596) | ||
| Eliminations and adjustments | (481,100) | 4,618,506 | ||
| Total direct consolidated | 149,126,867 | 117,992,199 | ||
| 30 June 2010 | 30 June 2009 | |||
| Investment (CAPEX) | ||||
| Food based retail | 41,096,213 | 64,118,171 | ||
| Specialised retail | 41,969,144 | 55,957,794 | ||
| Retail real estate | 14,545,343 | 62,243,819 | ||
| Shopping centres | 31,773,894 | 46,791,772 | ||
| Telecommunications | 59,390,719 | 55,174,193 | ||
| Investment management | - | 8,220,915 | ||
| Eliminations and adjustments (1) | 2,510,893 | 147,158 | ||
| Total consolidated | 191,286,206 | 292,653,823 |
| 30 June 2010 | 31 December 2009 | |
|---|---|---|
| Invested capital | ||
| Food based retail | 594,614,421 | 483,969,819 |
| Specialised retail | 369,550,702 | 249,684,220 |
| Retail real estate | 1,488,435,042 | 1,523,249,390 |
| Shopping centres | 1,601,568,244 | 1,660,873,322 |
| Telecommunications | 764,423,116 | 751,867,339 |
| Investment management | 160,271,950 | 150,752,432 |
| Eliminations and adjustments (1) | (48,002,512) | (38,989,061) |
| Total consolidated | 4,930,860,963 | 4,781,407,461 |
| Total net debt (2) | ||
| Retail businesses | 1,396,606,165 | 1,188,231,638 |
| Shopping centres | 866,247,220 | 926,594,447 |
| Telecommunications | 360,304,115 | 375,961,568 |
| Investment management | 71,430,361 | 93,490,195 |
| Holding (1) | 526,690,278 | 495,839,007 |
| Total consolidated | 3,221,278,139 | 3,080,116,856 |
(1) Includes Sonae Individual accounts.
(2) Includes shareholders loans.
The caption "Eliminations and Adjustments" can be analysed as follows:
| Turnover | Operational cash-flow (EBITDA) | Operational profit/(loss) (EBIT) | |||||
|---|---|---|---|---|---|---|---|
| 30 June 2010 | 30 June 2009 | 30 June 2010 | 30 June 2009 | 30 June 2010 | 30 June 2009 | ||
| Inter-segment income | (77,379,092) | (80,377,886) | (916,735) | (1,075,198) | (164,196) | (981,234) | |
| Adjustment on telecommunications provisions (1) | - | - | 3,864,272 | 11,042,296 | - | - | |
| Others | 4,123,825 | 2,937,973 | 2,815,328 | 5,399,689 | (316,904) | 5,599,740 | |
| Eliminations and adjustments | (73,255,267) | (77,439,913) | 5,762,865 | 15,366,787 | (481,100) | 4,618,506 |
(2) Amounts offset with turnover for management purposes.
| Investment | Invested capital | ||||
|---|---|---|---|---|---|
| 30 June 2010 | 30 June 2009 | 30 June 2010 | 31 December 2009 | ||
| Inter-segment balances | - | (353,196) | 41,176,517 | 91,790,907 | |
| Cash settled equity swap (3) | - | - | (107,263,197) | (132,711,536) | |
| Others | 2,510,893 | 500,354 | 18,084,168 | 1,931,568 | |
| Eliminations and adjustments | 2,510,893 | 147,158 | (48,002,512) | (38,989,061) |
(3) Financial Instrument reported in Note 18.
Invested capital = Gross real estate assets + other fixed assets (including Goodwill) - amortisations and impairment losses + financial investments + working capital (includes non-current assets and non-current liabilities excluding total net debt); all figures at book value with the exception of Shopping Centres building block;
Total Net debt = Bonds + bank loans + other loans + shareholders loans + finance leases - cash, bank deposits and current investments;
EBITDA = Turnover + Investment income + other income – dividends- negative goodwill -impairment reversion - operating costs;
Eliminations and adjustments = Includes the Holding company figures and consolidation adjustments;
CAPEX = Investments in tangible and intangible assets, investment properties and acquisitions of subsidiaries;
Direct income - excludes contributions to indirect income;
Indirect Income - includes the Shopping Centre operating segment contributions net of taxes to consolidated income statement, arising from: (i) investment property valuations; (ii) capital gains (losses) on the sale of financial investments, joint ventures or associates; (iii) impairment losses (including goodwill) and; (iv) provision for Development Funds at Risk.
Upon being given the UMTS Licence, Optimus (now Sonaecom – Serviços de Comunicações) assumed commitments in the area of promotion of the Information Society, totalling 274 million euro, to be complied with up to the end of the licence period (2015).
In accordance with the Agreement established on 5 June 2007 with the Ministry of Public Works, Transport and Communications ("MOPTC"), part of these commitments, up to 159 million euro will be realised through own projects which qualify as contributions to the Information Society and incurred under the normal activities of Sonaecom – Serviços de Comunicações, S.A. (investment in the network and technology not resulting from the need to comply with the obligations assumed when the UMTS Licence was granted, and activities relating to research, development and promotion of services, contents and applications) which must be recognised by the MOPTC and by entities created especially for that purpose. At 30 June 2010 the total amount was already incurred and validated by the above referred entities, so at this date there are no additional responsibilities related to these commitments. These charges were recorded in the financial statements at the moment the projects were carried out and the estimated costs became known.
The remaining commitments, up to the amount of around 116 million euro, will be realised as agreed between Sonaecom-Serviços de Comunicações and MOPTC, through contributions to the "Iniciativas E" project (offer of modems, discounts on tariffs, cash contributions, among others, relating to the widespread use of broadband internet by students and teachers), the contributions being made through an Open fund called Information Society Fund (Fundo para a Sociedade de Informação), created by the three mobile operators operating in Portugal. The total responsibility is recognized like an additional cost of the license UMTS, by offset of the caption "Other non-current liabilities" and "Other current liabilities". In this way, as of 30 June 2010, the totality of the responsibilities with such commitments find itself fully registered in the consolidated financial statements attached.
In the Management Report, and for the purposes of calculating financial indicators as EBITDA, EBIT and as well for segments income presentation purposes, the income statement is divided between Direct Income and Indirect Income, according to common practice in the Shopping Centre business.
The Indirect Income includes the contribution of the Shopping Centre operating segment to the consolidated income statement, net of taxes, that result from: (i) valuation of investment properties; (ii) gains (losses) with the sale of financial investments, joint ventures or associates; (iii) impairment losses (including goodwill) and (iv) provisions for "Development Funds at Risk".
The values of the EBITDA and EBIT is calculated only in the Direct Income, excluding the indirect contributions.
The reconciliation between consolidated income and direct/indirect income for the six month periods ended 30 June 2010 and 2009 can be summarised as follows:
| 30 June 2010 | 30.June.2009 | |||||
|---|---|---|---|---|---|---|
| Consolidated | Indirect income | Direct income | Consolidated | Indirect income | Direct income | |
| Operational income | ||||||
| Sales | 2,209,764,574 | - | 2,209,764,574 | 2,063,893,607 | - | 2,063,893,607 |
| Services rendered | 566,739,485 | - | 566,739,485 | 544,343,005 | - | 544,343,005 |
| Value created on investment properties | (3,957,957) | (3,957,957) | - | (100,358,070) | (100,358,070) | - |
| Investment income | - | - | - | - | - | - |
| Dividends | 400,492 | - | 400,492 | 209,003 | - | 209,003 |
| Other | 4,489,784 | (1,928,392) | 6,418,176 | 4,250,062 | - | 4,250,062 |
| Other income | ||||||
| Badwill | - | - | - | 90,051 | - | 90,051 |
| Reversion of impairment losses | 3,133,942 | - | 3,133,942 | 1,348,311 | - | 1,348,311 |
| Other | 214,436,954 | - | 214,436,954 | 216,127,003 | - | 216,127,003 |
| Total income | 2,995,007,274 | (5,886,349) | 3,000,893,623 | 2,729,902,972 | (100,358,070) | 2,830,261,042 |
| Total cost (a) | 2,853,096,362 | 1,730,098 | 2,851,366,264 | 2,715,318,745 | 3,258,905 | 2,712,059,840 |
| Depreciation and amortisation | 146,094,344 | - | 146,094,344 | 145,152,046 | - | 145,152,046 |
| Provisions and impairment losses | 17,470,051 | 1,434,000 | 16,036,051 | 16,152,798 | 1,226,725 | 14,926,073 |
| Profit before financial results and share of results of associated |
141,910,912 | (7,616,447) | 149,527,359 | 14,584,227 | (103,616,975) | 118,201,202 |
| Financial profit/(loss) | (51,113,423) | - | (51,113,423) | (72,235,300) | - | (72,235,300) |
| Share of results of associated undertakings | (274,617) | (539,186) | 264,569 | (2,955,235) | (4,206,303) | 1,251,068 |
| Profit before income tax | 90,522,872 | (8,155,633) | 98,678,505 | (60,606,308) | (107,823,278) | 47,216,970 |
| Income tax | (42,160,480) | (17,205,134) | (24,955,346) | 10,302,974 | 20,855,693 | (10,552,719) |
| Net profit for the period | 48,362,392 | (25,360,766) | 73,723,159 | (50,303,334) | (86,967,585) | 36,664,251 |
| - attributable to equity holders of Sonae | 40,939,173 | (13,842,131) | 54,781,304 | (28,120,304) | (57,059,326) | 28,939,022 |
| - attributable to non controlling interests | 7,423,219 | (11,518,635) | 18,941,854 | (22,183,030) | (29,908,259) | 7,725,229 |
| Operational cash-flow (EBITDA) (b) | 304,982,822 | 272,381,894 |
(a) The amount recorded in Indirect income relates mainly to the reduction of investment properties value, accruals for "Development Funds at Risk" and recognized impairment losses;
(b) EBITDA is computed as Turnover + Other Income - negative goodwill - Impairment losses reversal – Operational expenses + Gains/(losses) in disposals.
On July 30, 2010 Sonae Sierra and the Acropole Charagionis have agreed in the sale of their 39.9% joint and equal interests in Pylaia,SA (company that owns Mediterranean Cosmos Shopping Centre in Thessaloniki, Greece) to Lamda Developments SA, by approximately 38 million euro of which approximately 9.5 million euro will be attributable to Sierra BV.
This transaction is subject to certain conditions, including the agreement of the Greek authorities.
The accompanying consolidated financial statements were approved by the Board of Directors and authorized for issue on 26 August 2010.
The Board of Directors
Belmiro Mendes de Azevedo
Álvaro Cuervo Garcia
Álvaro Carmona e Costa Portela
Michel Marie Bon
José Neves Adelino
Bernd Bothe
Christine Cross
Duarte Paulo Teixeira de Azevedo
Ângelo Gabriel Ribeirinho dos Santos Paupério
Nuno Manuel Moniz Trigoso Jordão
Condensed individual financial statements
(Translation of condensed individual financial statements originally issued in Portuguese. In case of discrepancy the Portuguese version prevails)
| ASSETS | Notes | 30.June.2010 | 30.June.2009 | 31.December.2009 |
|---|---|---|---|---|
| NON-CURRENT ASSETS: | ||||
| Tangible assets | 252,885 | 301,765 | 265,384 | |
| Intangible assets | 1,416 | 7,212 | 5,776 | |
| Investments in affiliated companies | 4 | 3,017,561,518 | 2,987,748,391 | 2,991,917,733 |
| Other investments | 5 | 66,654,880 | 89,644,880 | 77,489,880 |
| Other non-current assets | 6 | 556,650,545 | 585,809,709 | 543,934,785 |
| Total Non-Current Assets | 3,641,121,244 | 3,663,511,957 | 3,613,613,558 | |
| CURRENT ASSETS: | ||||
| Trade accounts receivable and other current assets | 7 | 8,977,709 | 55,339,105 | 11,693,493 |
| Cash and cash equivalents | 8 | 677,165 | 3,149,011 | 2,769,998 |
| Total Current Assets | 9,654,874 | 58,488,116 | 14,463,491 | |
| TOTAL ASSETS | 3,650,776,118 | 3,722,000,073 | 3,628,077,049 | |
| EQUITY AND LIABILITIES | ||||
| EQUITY: | ||||
| Share capital | 9 | 2,000,000,000 | 2,000,000,000 | 2,000,000,000 |
| Reserves and retained earnings | 1,030,174,291 | 1,005,713,929 | 996,333,036 | |
| Profit for the period | 67,357,768 | 93,063,796 | 91,729,048 | |
| TOTAL EQUITY | 3,097,532,059 | 3,098,777,725 | 3,088,062,084 | |
| LIABILITIES: | ||||
| NON-CURRENT LIABILITIES: | ||||
| Loans | 1 0 |
514,388,654 | 509,592,034 | 510,456,528 |
| Total Non-Current Liabilities | 514,388,654 | 509,592,034 | 510,456,528 | |
| CURRENT LIABILITIES: | ||||
| Loans | 1 0 |
33,250,000 | 108,750,000 | 24,950,000 |
| Trade creditors and other current liabilities | 1 1 |
5,605,405 | 4,880,314 | 4,608,437 |
| Total Current Liabilities | 38,855,405 | 113,630,314 | 29,558,437 | |
| TOTAL EQUITY AND LIABILITIES | 3,650,776,118 | 3,722,000,073 | 3,628,077,049 |
The accompanying notes are part of these condensed individual financial statements.
(Translation of condensed individual financial statements originally issued in Portuguese. In case of discrepancy the Portuguese version prevails)
| In case of discrepancy the Portuguese version prevails) | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| (Amounts expressed in euro) | |||||||||||
| Notes | nd Quarter 2010 2 (Unaudited) |
nd Quarter 2009 2 (Unaudited) |
30.June.2010 | 30.June.2009 | |||||||
| Services rendered | - | 1,686,706 | - | 2,157,817 | |||||||
| Gains or losses on investments | 1 4 |
226,080 | - | 71,616,617 | 93,516,449 | ||||||
| Financial income | 4,132,620 | 7,869,799 | 8,014,616 | 16,142,750 | |||||||
| Other income | 79,067 | 5,266 | 537,840 | 10,622 | |||||||
| External supplies and services | (579,023) | (859,149) | (1,409,189) | (1,376,102) | |||||||
| Staff costs | (550,253) | (1,177,094) | (1,095,358) | (2,254,984) | |||||||
| Depreciation and amortisation | (15,550) | (16,255) | (25,649) | (28,549) | |||||||
| Financial expenses | (5,316,286) | (6,132,895) | (9,738,356) | (14,982,333) | |||||||
| Other expenses | (45,837) | (61,030) | (542,753) | (130,522) | |||||||
| Profit/(Loss) before taxation | (2,069,182) | 1,315,348 | 67,357,768 | 93,055,148 | |||||||
| Taxation | - | 8,648 | - | 8,648 | |||||||
| Profit/(Loss) after taxation | (2,069,182) | 1,323,996 | 67,357,768 | 93,063,796 | |||||||
| Profit/(Loss) per share | |||||||||||
| Basic | 1 5 |
(0.001035) | 0.000662 | 0.033679 | 0.046532 | ||||||
| Diluted | 1 5 |
(0.001034) | 0.000662 | 0.033668 | 0.046532 | ||||||
The accompanying notes are part of these condensed individual financial statements.
(Translation of the individual financial statements originally issued in Portuguese. In case of discrepancy the Portuguese version prevails)
| 2 nd Quarter 2010 (Unaudited) |
2 nd Quarter 2009 (Unaudited) |
30.June.2010 | 30.June.2009 | |
|---|---|---|---|---|
| Net Profit / (Loss) for the period | (2,069,182) | 1,323,996 | 67,357,768 | 93,063,796 |
| Changes on fair value of available-for-sale financial assets |
21,024,889 | (41,855,299) | 10,349,780 | (83,442,982) |
| Changes in hedging and fair value reserves | (1,379,097) | 1,372,488 | (5,421,883) | (5,958,577) |
| Other comprehensive income for the period | 19,645,792 | (40,482,811) | 4,927,897 | (89,401,559) |
| Total comprehensive income for the period | 17,576,610 | (39,158,815) | 72,285,665 | 3,662,237 |
The accompanying notes are part of these condensed individual financial statements.
| Reserves e Retained Earnings | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Share Capital |
Own Shares |
Legal Reserve |
Fair value Reserve |
Hedging Reserve |
Other Reserves and Retained Earnings |
Total Reserves and Retained Earnings |
Net Profit/(Loss) |
Total | |
| Balance as at 1 January 2009 | 2,000,000,000 | - | 161,705,974 | 581,929,609 | 307,070 | 380,700,680 | 1,124,643,333 | 30,472,155 | 3,155,115,488 |
| Total comprehensive income for the period | - | - | - | (83,442,982) | (5,958,577) | - | (89,401,559) | 93,063,796 | 3,662,237 |
| Appropriation of profit of 2008: Transfer to legal reserves and retained earnings Dividends distributed Purchase of own shares Disposal / attribution of own shares to employees Balance as at 30 June 2009 Balance as at 1 January 2010 |
- - - - 2,000,000,000 2,000,000,000 |
- - 696,429 (696,429) - - |
1,523,608 - - - 163,229,582 163,229,582 |
- - - - 498,486,627 488,904,537 |
- - - - (5,651,507) (5,807,343) |
- (31,051,453) - - 349,649,227 350,006,260 |
1,523,608 (31,051,453) - - 1,005,713,929 996,333,036 |
(1,523,608) (28,948,547) - - 93,063,796 91,729,048 |
- (60,000,000) - - 3,098,777,725 3,088,062,084 |
| Total comprehensive income for the period | - | - | - | 10,349,780 | (5,421,883) | - | 4,927,897 | 67,357,768 | 72,285,665 |
| Appropriation of profit of 2009: Transfer to legal reserves and retained earnings Dividends distributed Share based payments |
- - - |
- - - |
4,586,452 - - |
- - - |
- - - |
24,142,596 - 184,310 |
28,729,048 - 184,310 |
(28,729,048) (63,000,000) - |
- (63,000,000) 184,310 |
| Balance as at 30 June 2010 | 2,000,000,000 | - | 167,816,034 | 499,254,317 | (11,229,226) | 374,333,166 | 1,030,174,291 | 67,357,768 | 3,097,532,059 |
The accompanying notes are part of these condensed individual financial statements.
(Translation of the condensed financial statements originally issued in Portuguese. In case of discrepancy the Portuguese version prevails)
(Amounts expressed in euro)
| 2 nd Quarter | 2 nd Quarter | ||||
|---|---|---|---|---|---|
| Notes | 2010 (Unaudited) | 2009 (Unaudited) | 30.June.2010 | 30.June.2009 | |
| OPERATING ACTIVITIES | |||||
| Net cash flow from operating activities (1) | (816,555) | 1,245,391 | (869,044) | (350,961) | |
| INVESTMENT ACTIVITIES | |||||
| Cash receipts arising from: | |||||
| Investments | 5,357,500 | 5,405,000 | 10,835,000 | 10,405,000 | |
| Tangible and intangible assets | 557,172 | 9,763 | 578,391 | 10,123 | |
| Interests and similar income | 850,357 | 2,998,289 | 7,760,892 | 26,721,955 | |
| Dividends | 71,616,617 | 70,106,369 | 71,616,617 | 70,106,369 | |
| Loans granted | 232,718,448 | 117,307,882 | 404,758,448 | 154,985,269 | |
| 311,100,094 | 195,827,303 | 495,549,348 | 262,228,716 | ||
| Cash Payments arising from: | |||||
| Investments | - | - | - | (538,668) | |
| Tangible and intangible assets | (62,069) | (51,714) | (62,139) | (178,007) | |
| Loans granted | (235,403,999) | (75,512,000) | (431,771,266) | (150,811,000) | |
| (235,466,068) | (75,563,714) | (431,833,405) | (151,527,675) | ||
| Net cash used in investment activities (2) | 75,634,026 | 120,263,589 | 63,715,943 | 110,701,041 | |
| FINANCING ACTIVITIES | |||||
| Cash receipts arising from: | |||||
| Loans obtained | 468,293,716 | 466,150,000 | 564,765,000 | 710,800,000 | |
| Disposal of own shares | - | 637,113 | - | 637,113 | |
| 468,293,716 | 466,787,113 | 564,765,000 | 711,437,113 | ||
| Cash Payments arising from: | |||||
| Loans obtained | (445,000,000) | (512,000,000) | (556,465,000) | (740,250,000) | |
| Interests and similar charges | (7,457,311) | (13,155,280) | (10,253,256) | (18,114,435) | |
| Dividends | (62,986,476) | (59,986,491) | (62,986,476) | (59,986,491) | |
| Purchase of own shares | - | (696,429) | - | (696,429) | |
| (515,443,787) | (585,838,200) | (629,704,732) | (819,047,355) | ||
| Net cash used in financing activities (3) | (47,150,071) | (119,051,087) | (64,939,732) | (107,610,242) | |
| Net increase in cash and cash equivalents (4) = (1) + (2) + (3) | 27,667,400 | 2,457,893 | (2,092,833) | 2,739,838 | |
| Cash and cash equivalents at the beginning of the period | (26,990,235) | 691,118 | 2,769,998 | 409,173 | |
| Cash and cash equivalents at the end of the period | 8 | 677,165 | 3,149,011 | 677,165 | 3,149,011 |
The accompanying notes are part of these condensed individual financial statements.
(Translation of the condensed individual financial statements originally issued in Portuguese. In case of discrepancies the Portuguese version prevails)
(Amounts expressed in euro)
SONAE, SGPS, SA ("Sonae Holding"), has its head-office at Lugar do Espido, Via Norte, Apartado 1011, 4470-909 Maia, Portugal.
Interim financial statements are presented quarterly, in accordance with IAS 34 – "Interim Financial Reporting".
The accounting policies adopted are consistent with those described in the file of annual financial statements for the year ended 31 December 2009.
As at 30 June 2010 and 31 December 2009 the company held investments in the following affiliated companies:
| 30.June.2010 | ||||
|---|---|---|---|---|
| % Held | Carrying | Acquisition | Fair Value | |
| Company | amount | cost | Reserve | |
| Sonae Investimentos SGPS, SA (a) | 82.48% | 1,690,800,661 | 1,326,729,831 | 364,070,830 |
| Sonae Sierra SGPS, SA (b) | 50.00% | 625,060,376 | 490,113,339 | 134,947,037 |
| Sonaecom, SGPS, SA | 0.23% | 1,158,174 | 921,724 | 236,450 |
| MDS, SGPS, SA | 46.92% | 43,173,879 | 43,173,879 | - |
| Sontel BV | 42.86% | 191,341,400 | 191,341,400 | - |
| Sonae Investments BV | 100.00% | 550,000,000 | 550,000,000 | - |
| Others | - | 4,527,028 | 4,527,028 | - |
| Impairment | (88,500,000) | - | - | |
| Total | 3,017,561,518 | 2,606,807,201 | 499,254,317 | |
| 31.December.2009 | ||||
| % Held | Carrying | Acquisition | Fair Value | |
|---|---|---|---|---|
| Company | amount | cost | Reserve | |
| Sonae Investimentos SGPS, SA (a) | 82.48% | 1,690,800,661 | 1,326,729,831 | 364,070,830 |
| Sonae Sierra SGPS, SA (b) | 50.00% | 614,248,500 | 490,113,339 | 124,135,161 |
| Sonaecom, SGPS, SA | 0.23% | 1,620,270 | 921,724 | 698,546 |
| MDS, SGPS, SA | 45.71% | 27,879,874 | 27,879,874 | - |
| Sontel BV | 42.86% | 191,341,400 | 191,341,400 | - |
| Sonae Investments BV | 100.00% | 550,000,000 | 550,000,000 | - |
| Others | - | 4,527,028 | 4,527,028 | - |
| Impairment | (88,500,000) | - | - | |
| Total | 2,991,917,733 | 2,591,513,196 | 488,904,537 |
As at 30 June 2010 and 31 December 2009 other investments are as follows:
| 30.June.2010 | 31.December.2009 | |
|---|---|---|
| Magma No. 1 Securitisation Notes | 66,605,000 | 77,440,000 |
| Others | 49,880 | 49,880 |
| Total | 66,654,880 | 77,489,880 |
As at 30 June 2010 and 31 December 2009 other non-current assets are detailed as follows:
| 30.June.2010 | 31.December.2009 | |
|---|---|---|
| Loans granted to group companies | 556,650,545 | 543,934,785 |
As at 30 June 2010 and 31 December 2009 trade accounts receivable and other current assets are detailed as follows:
| 30.June.2010 | 31.December.2009 | |
|---|---|---|
| Trade accounts receivable | 294 | 1,767,521 |
| Group companies | - | 7,078,238 |
| Taxes and contributions receivable | 1,678,170 | 1,387,264 |
| Accrued income and prepayments | 6,952,070 | 648,644 |
| Others | 347,175 | 811,826 |
| Total | 8,977,709 | 11,693,493 |
The caption "Other current assets" mainly includes receivables relating to interest, from loans granted to group companies (Note 6).
As at 30 June 2010 and 31 December 2009 cash and cash equivalents are detailed as follows:
| 30.June.2010 | 31.December.2009 | |
|---|---|---|
| Cash at hand | 89 | 7,042 |
| Bank deposits | 677,076 | 2,762,956 |
| Cash and cash equivalents on the balance sheet | 677,165 | 2,769,998 |
| Bank overdrafts Cash and cash equivalents on the cash flow |
- | - |
| statement | 677,165 | 2,769,998 |
As at 30 June 2010 and 31 December 2009 share capital consisted of 2,000,000,000 ordinary shares of 1 euro each.
As at 30 June 2010 and 31 December 2009 this caption included the following loans:
| 30.June.2010 | 31.December.2009 | |
|---|---|---|
| Nominal value of bonds | 500,000,000 | 500,000,000 |
| Up-front fees not yet charged to income statement | (3,273,503) | (1,761,923) |
| Bonds | 496,726,497 | 498,238,077 |
| Derivatives | 17,662,157 | 12,218,451 |
| Non-current loans | 514,388,654 | 510,456,528 |
| Commercial paper | 33,250,000 | 24,950,000 |
| Current loans | 33,250,000 | 24,950,000 |
Bonds SONAE / 05 amounting to 100,000,000 euro, repayable after 8 years, in one installment, on 31 March 2013. Interest rate is variable, indexed to Euribor 6 months, with interest paid half-yearly.
Bonds Sonae 2007/2014 amounting to 150,000,000 euro, repayable after 7 years, in one installment, on 11 April 2014. Interest rate is variable, indexed to Euribor 6 months, with interest paid half-yearly. The company has the option to make whole or partial reimbursements, with no extra cost, on the date of the 10th and 12th coupons.
Bonds Sonae 2010/2015 amounting to 250,000,000 euro, repayable after 5 years, in one installment, on 16 April 2015. Interest rate is variable, indexed to Euribor 6 months, with interest paid half-yearly.
On 16 April 2010, Sonae 2006/2011 bond loan of 250,000,000 euro was partially repaid in the amount of 220,000,000 euro. On 10 May 2010 proceeded to the early repayment of the remaining in the amount of 30,000,000.
Commercial paper - Program of issuance of short-term commercial paper, by private subscription, released on August 23, 2004, valid for a period of 10 years with an extension possibility by Company's initiative, with a maximum of 350,000,000 euro.
The above mentioned loans are unsecured and its estimated fair value is considered to be near its carrying amount, as they bear interests at variable market rates.
Interest rate as at 30 June 2010 of the bonds and bank loan was, on average, 2.25% (1.67% as at 31 December 2009).
Maturity of Borrowings
As at 30 June 2010 and 31 December 2009 the analysis of the maturity of loans is as follows:
| 30.June.2010 | 31.December.2009 | |
|---|---|---|
| N+1 | 33,250,000 | 24,950,000 |
| N+2 | - | 250,000,000 |
| N+3 | 100,000,000 | - |
| N+4 | 150,000,000 | 100,000,000 |
| N+5 | 250,000,000 | 150,000,000 |
As at 30 June 2010 and 31 December 2009, trade creditors and other current liabilities are detailed as follows:
| 30.June.2010 | 31.December.2009 | |
|---|---|---|
| Trade creditors | 1,339,694 | 985,568 |
| Taxes and contributions payable | 97,693 | 349,693 |
| Accrued expenses | 3,153,846 | 3,108,281 |
| Others | 1,014,172 | 164,895 |
| Total | 5,605,405 | 4,608,437 |
As at 30 June 2010 and 31 December 2009, contingent liabilities are detailed as follows:
| 30.June.2010 | 31.December.2009 |
|---|---|
| 307,664 | 216,835 |
| 145,256 | 74,490 |
| 69,629,364 | 256,137 |
a) Guarantees given to Tax Authorities in favour of subsidiaries to suspend claims from tax authorities.
Balances and transactions with related parties are detailed as follows:
| 30.June.2010 | 30.June.2009 | |
|---|---|---|
| Transactions | ||
| Group companies | - | 2,039,062 |
| Jointly controlled companies | - | 118,755 |
| Services rendered | - | 2,157,817 |
| Group companies | 569,635 | 320,769 |
| Jointly controlled companies | - | 56,878 |
| Other partners in group companies | 116,620 | 98,994 |
| Purchases and services obtained | 686,255 | 476,641 |
| Group companies | 6,474,984 | 12,375,712 |
| Interest income | 6,474,984 | 12,375,712 |
| Group companies | 269,757 | - |
| Interest expenses | 269,757 | - |
| Group companies | 57,960,737 | 70,106,369 |
| Jointly controlled companies | 13,655,880 | 23,410,080 |
| Dividend income (N o te 14) |
71,616,617 | 93,516,449 |
| 30.June.2010 | 31.December.2009 | |
|---|---|---|
| Balance | ||
| Group companies | 6,943,482 | 8,927,985 |
| Jointly controlled companies | 1,634 | 483,632 |
| Other partners in group companies | 6,266 | 133,710 |
| Accounts receivable | 6,951,382 | 9,545,327 |
| Group companies | 2,019,097 | 547,244 |
| Jointly controlled companies | - | - |
| Other partners in group companies | 54,330 | 106,775 |
| Accounts payable | 2,073,427 | 654,019 |
| Group companies | 556,650,545 | 544,374,785 |
| Loans granted (N o te 18) |
556,650,545 | 544,374,785 |
All Sonae, SGPS, SA subsidiaries, associates and joint ventures are considered related parties and are identified in Consolidated Financial Statements. All Efanor Investimentos, SGPS, SA, subsidiaries, including the ones of Sonae Indústria, SGPS, SA and of Sonae Capital, SGPS, SA are also considered related parties.
As at 30 June 2010 and 2009, investment income can be detailed as follows:
| 30.June.2010 | 30.June.2009 | |
|---|---|---|
| Dividends | 71,616,617 | 93,516,449 |
The dividends mentioned above were distributed by the affiliates Sonae Investimentos, SGPS, SA (57,734,657 euro) and Sonae Sierra, SGPS, SA (13,655,880 euro) and Sonaegest, SA (226,080 euro).
Earnings per share for the period were calculated taking into consideration the following amounts:
| 30.June.2010 | 30.June.2009 | |
|---|---|---|
| Net profit | ||
| Net profit taken into consideration to calculate basic earnings per share (Net profit for the period) |
67,357,768 | 93,063,796 |
| Effect of dilutive potential shares | ||
| Interests related to convertible bonds (net of tax) | - | - |
| Net profit taken into consideration to calculate diluted earnings per share: |
67,357,768 | 93,063,796 |
| Number of shares | ||
| Weighted average number of shares used to calculate basic earnings |
2,000,000,000 | 2,000,000,000 |
| Effect of dilutive potential ordinary shares from convertible bonds |
- | - |
| Outstanting shares related with deferred performance bonus |
1,322,666 | - |
| Number of shares that could be acquired at average market price |
(664,686) | - |
| Weighted average number of shares used to calculate diluted earnings per share |
2,000,657,980 | 2,000,000,000 |
| Profit/(Loss) per share | ||
| Basic | 0.033679 | 0.046532 |
| Diluted | 0.033668 | 0.046532 |
In the annual General Meeting held on 27 April 2010, were allocated a gross dividend of 0.0315 euro per share (0.03 euro per share in 2009), corresponding to a total of 63,000,000 euro (60,000,000 euro in 2009).
The accompanying financial statements were approved by the Board of Directors and authorized for issue on 26 August 2010.
Decree-Law nr 318/94 art 5 nr 4
During the period ended 30 June 2010 shareholders' loan contracts were entered into with the following companies:
Sonaecenter Serviços, SA
Sonae Investments, BV
Sontel, BV
During the period ended 30 June 2010 short-term loan contracts were entered into with the following companies:
Sonaecom, SGPS, SA
As at 30 June 2010 amounts owed by affiliated undertakings can be summarized as follows:
| Companies | Closing Balance |
|---|---|
| MDS, SGPS, SA | 15,382,017 |
| Sonae Investments, BV | 505,218,261 |
| Sonaecenter, Serviços, SA | 236,267 |
| Sontel, BV | 35,814,000 |
| Total | 556,650,545 |
As at 30 June 2010 there were no amounts owed from affiliated undertakings.
The Board of Directors
Belmiro Mendes de Azevedo
Álvaro Cuervo Garcia
Álvaro Carmona e Costa Portela
Michel Marie Bon
José Neves Adelino
Bernd Bothe
Christine Cross
Duarte Paulo Teixeira de Azevedo
Ângelo Gabriel Ribeirinho dos Santos Paupério
Nuno Manuel Moniz Trigoso Jordão
Página 2 de 2
Porto, 26 de Agosto de 2010
Deloitte & Associados, SROC S.A. Representada por Luís Augusto Gonçalves Magalhães
This document may contain forward-looking information and statements, based on management's current expectations or beliefs. Forwardlooking statements are statements that are not historical facts.
These forward-looking statements are subject to a number of factors and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements, including, but not limited to, changes in regulation, industry and economic conditions; and the effects of competition. Forward-looking statements may be identified by words such as "believes," "expects," "anticipates," "projects," "intends," "should," "seeks," "estimates," "future" or similar expressions.
Although these statements reflect our current expectations, which we believe are reasonable, investors and analysts are cautioned that forwardlooking information and statements are subject to various risks and uncertainties, many of which are difficult to predict and generally beyond our control, that could cause actual results and developments to differ materially from those expressed in, or implied or projected by, the forwardlooking information and statements. You are cautioned not to put undue reliance on any forward-looking information or statements. We do not undertake any obligation to update any forward-looking information or statements.
Report available at Sonae's institutional website www.sonae.pt
Miguel Rangel Head of Institutional Relations and Communication [email protected] Tel: + 351 22 010 4705
Patrícia Mendes Head of Investor Relations [email protected] Tel.: + 351 22 010 4794
Sonae Lugar do Espido Via Norte 4471-909 Maia Portugal Tel.:+ 351 22 9487522 Fax: + 351 22 940 4634
Sonae is listed on the Euronext Stock Exchange. Information may be accessed on Reuters under the symbol SONP.IN and on Bloomberg under the symbol SONPL.
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