Management Reports • Aug 29, 2008
Management Reports
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SONAE CAPITAL, SGPS, SA Head Office: Lugar do Espido, Via Norte, Maia Share Capital: 250,000,000 Euro Maia Commercial Registry and Fiscal Number 508 277 756 Sociedade Aberta
(Translation from the Portuguese Original)
| 1. | Highlights | 4 | |||||
|---|---|---|---|---|---|---|---|
| 2. | Consolidated Financial Statements Review | 4 | |||||
| 3. | Business Review | 8 | |||||
| 4. | Share Price Performance | 19 | |||||
| - Glossary |
21 | ||||||
| - Appendices |
22 | ||||||
| II. Consolidated |
Financial Statements |
25 | |||||
| III. Individual |
Financial Statements |
51 | |||||
| IV. Limited Review Report |
(Translation from the Portuguese Original)
Note: Unless otherwise stated, comparable figures (presented within brackets), percent or absolute changes mentioned in this report are referred to the comparable period of the previous year for performance figures and to the year end 2007 for financial position figures.
• Turnover up 7% to 93 million euro…
…on the back of stronger revenue generation at Selfrio Group, the Ferry transport at Tróia (begun in October 2007) and the sale of City Flats apartment units (first deeds signed in the last quarter of last year).
• EBITDA amounted to negative 1.5 million euro…
…still reflecting the non-capitalised costs associated with the development of the Troiaresort. On a quarterly basis, the second quarter improved performance over the precedent period is the result of the recovery of operating margins to historical levels at both Selfrio Group and Box Lines.
• Profit for the period reached 33.3 million euro…
…impacted by the 46.4 million euro capital gain on the sale of Contacto – Sociedade de Construções, SA.
During the first half of the year, efforts were concentrated on the completion of the construction works at the Central Area (UNOP 1) of Troiaresort, in order to launch operations in September and prepare the definitive sale of the first units of Marina and Beach apartments during the last quarter of the year.
Given that Sonae Capital, SGPS, SA was incorporated as part of a demerger from Sonae, SGPS, SA, no historical consolidated financial statements exist for the company, since it was exempt from preparing them as a wholly owned affiliate of Sonae, SGPS, SA.
Thus, to ensure comparability of financial data, pro forma financial statements were produced for the year 2007 (profit and loss account for the six month period ended 30 June 2007 and balance sheet as at 31 December 2007), considering a historical business portfolio equivalent to the current business portfolio of Sonae Capital, SGPS, SA.
Therefore, the pro forma consolidated financial statements do not include the contribution of Contacto – Sociedade de Construções, SA sold on 21 February 2008.
Additionally, following last May´s announcement that Sonae Capital is negotiating the termination of the phased disposal agreement of its shareholding in Elmo (Plysorol Group, operating in the Plywood sector) and the ensuing regain of its control by Sonae Capital, the financial position of Sonae Capital as at 30 June 2008 includes the contribution of Elmo and its subsidiaries. The contribution of Elmo and its subsidiaries to the consolidated income statement of Sonae Capital will only take place from the third quarter onwards. Therefore, the section of this report dedicated to the period's performance of the Plywood business is for information purposes only.
| Turnover | 2Q 2008 | 2Q 2007 | ∆ | 1H 2008 | 1H 2007 | ∆ |
|---|---|---|---|---|---|---|
| Tourism | 11,875.9 | 10,928.9 | +8.7% | 23,309.0 | 20,562.3 | +13.4% |
| Spred | 36,324.0 | 34,250.5 | +6.1% | 70,072.5 | 66,566.2 | +5.3% |
| Holding & Others | (45.2) | 229.3 | - | 91.6 | 573.6 | -84.2% |
| Eliminations & Adjustments |
(339.2) | (757.8) | +55.2% | (676.6) | (1,257.4) | +46.1% |
| Total | 47,815.5 | 44,650.9 | +7.1% | 92,796.4 | 86,444.7 Unit: 103 |
+7.3% Euro |
Euro
Consolidated turnover in the first half of the year reached 92.8 million euro, a 6.4 million euro increase, which is mainly explained by:
| Operational Cash-Flow (EBITDA) |
2Q 2008 | 2Q 2007 | ∆ | 1H 2008 | 1H 2007 | ∆ |
|---|---|---|---|---|---|---|
| Tourism | (1,768.9) | (1,295.7) | -36.5% | (3,118.8) | (2,520.2) | -23.8% |
| Spred | 2,790.9 | 1,910.7 | +46.1% | 3,747.3 | 3,669.7 | +2.1% |
| Holding & Others | (1,455.4) | (441.3) | - | (2,111.7) | (1,019.2) | - |
| Eliminations & Adjustments | 117.7 | 0.1 | - | 0 | 0.2 | - |
| Total | (315.6) | 173.8 | - | (1,483.2) | 130.5 | - |
| Unit: 103 | Euro |
Sonae Capital, SGPS, SA Report and Accounts 5
Consolidated operational cash-flow (EBITDA) stood at negative 1.5 million euro, decreasing 1.6 million euro. Main contributors to this evolution were:
On a positive note, in terms of EBITDA evolution it should be pointed out:
Sonae Capital recorded a negative 7.7 million euro operational profit as at 30 June 2008, dropping 4.4 million euro. A lower operational cash-flow (EBITDA) and impairment losses recorded on the first quarter on Other Debtors are the major contributors to this decrease.
The 0.7 million euro increase in net financial expenses, which amounted to 5.2 million euro, was due to a lower level of financial income arising from loans to businesses sold in the meantime which more than compensated the decrease in financial charges from a lower average net debt level as of 30 June 2008 when compared with 30 June 2007 (including loans from Sonae SGPS).
The 48.9 million euro Investment Income for the half year includes the capital gain on the sale of Contacto – Sociedade de Construções, SA (46.4 million euro) and dividends from Sonae Indústria (2.7 million euro). Investment income in the first half of 2007 amounted to 4.0 million euro mostly related to the sale of an additional 3.92% stake in ba Vidro.
A meaningful assessment of the amount invested in the period, requires a two-fold analysis, complementing the capex figure with the amount recorded as work in progress in real estate companies, for projects under development.
| Capex | 1H 2008 |
|---|---|
| Tourism | 42,666.6 |
| Spred | 2,863.1 |
| Holding & Others | 24.7 |
| Total | 45,554.4 |
| Unit: 103 Euro |
Therefore, in the first half of the year, capex amounted to 45.5 million euro, with main contributors being:
The development of the real estate projects of Troiaresort is the most significant contributor to the work in progress recorded in the period, totalling 24.5 million euro.
As at 30 June 2008, net debt amounted to 234.3 million euro, a 62.1 million euro increase compared to the end of 2007, and up 49.4 million euro on 31 March 2008 figure.
Due to the nature of investments carried out and the expected profile of free cash-flow generation, maturity of net debt has been extended and is now on average 3.61 years.
The repayment schedule of the nominal value of borrowings is the following:
The cash-flow for the first half of 2008 was negative 24.6 million euro, on the back of the ongoing investment in Troiaresort's infrastructure and real estate projects and works being carried out in the Business Park in Maia. This investment has been financed through the issuance of new debt and asset disposals.
Gearing reached 62.4%, compared to 48.1% in 2007. Interest cover for the last 12 months amounted to 0.6, remaining in line with the end of 2007.
| 2Q 2008 | 2Q 2007 | ∆ | 1H 2008 | 1H 2007 | ∆ | |
|---|---|---|---|---|---|---|
| Turnover | 135.7 | - | - | 1,389.2 | - | - |
| Operational Cash Flow (EBITDA) |
(2,655.5) | (776.2) | - | (5,423.8) | (3,280.2) | -65.3% |
| Contribution to consolidated figures | Unit: 103 | Euro |
Turnover for the first half of 2008 reached 1.4 million euro, reflecting the revenue from sales deeds of City Flats apartments. Operational cash-flow (EBITDA) for the period was negative 5.4 million euro (negative 3.3 million euro) still impacted by the costs associated with the marketing and promotion of the Troiaresort project and by the fact that revenues from the sale of apartment units will only be booked with the respective sales deeds - first sales deeds are expected for the last quarter of the year.
Investment in Troiaresort continues according to plan and on budget.
[Marina Apartments - Troiaresort]
The works with the urban upgrading of the Peninsula, the complete renovation of the three Aparthotels (Aqualuz Tróia Mar, Tróia Rio and Tróia Lagoa) and the construction of the touristic apartments Praia Arrábida (former Praia II) and Praia Atlântico (former Praia III) buildings are at their final stage. In the meantime the construction works of the new ferry pier, of the marina, of the touristic apartment buildings Praia Sado (former Praia I) and Marina, of the Beach Bar & Restaurant and of the Troia Market (supermarket) were concluded. Still underway, are the works on 90 villas (Troia Village), 5 villas which will be showcases of the Golf and Beach Village and on Ácala's building (previously known as Central building).
The pace of sales of plots of land and of Marina and Beach touristic apartments was not immune to the economic slowdown, both in Portugal and in Spain, Germany, United Kingdom and Ireland (markets where the commercialization efforts are being concentrated). In the first half of the year 16 Beach apartments, 4 Marina apartments and 10 Golf & Beach Villa plots were pre-sold.
Expectation is that with the conclusion of all the works in the Central Area of the Troiaresort (UNOP 1) next September and with the beginning of use of aparthotels and touristic apartments, the pace of demand will increase.
| Promissory Sales Agreements |
Average Area (m2 ) |
Average Sales Price (€/m2 ) |
Average Sales Price (€/m2 GCA) |
|
|---|---|---|---|---|
| Beach Apartments [211 units] |
104 | 128* | 4,015 | n.a. |
| Marina Apartments [78 units] |
52 | 83.3* | 3,888 | n.a. |
| Golf and Beach Villa Plots [96 units] |
24 | 2,129** | 567 | 3,513 |
* Includes indoor area as well as balcony and terrace areas.
** All plots have a GCA of 343.8 m2 .
[Delfim Pereira da Costa building - Efanor]
showing interest in acquiring apartments, there has been a delay in purchase decisions. It is expected that once the building becomes visible and the showcase apartment is ready pre-sales contracts will materialize.
In the Efanor project, the construction of the Delfim Pereira da Costa building continued. Although prospective buyers have been
Construction works of Efanor's school were concluded on time and its opening will occur in early September. The building will be rented to Fundação Belmiro de Azevedo (non profit organization) who will run the school.
| Apartments Sold* |
Average Area (m2 )** |
Average Sales Price (€/m2 ) |
Rentals*** | |
|---|---|---|---|---|
| City Flats/Lofts (Quinta das Sedas – Building E) [106 units] |
4 | 49.8 | 2,107 | 13 |
| City Flats/Lofts (Quinta das Sedas – Building F) [106 units] |
88 | 49.6 | 2,020 | - |
| Efanor – Building Delfim Pereira da Costa [40 units] |
1 | 190.2 | 2,497 | n.a. |
* 90 sales deeds already signed.
** Includes indoor area as well as balcony and terrace areas.
***8 of these rental contracts have an embedded purchase option.
| 2Q 2008 | 2Q 2007 | ∆ | 1H 2008 | 1H 2007 | ∆ | |
|---|---|---|---|---|---|---|
| Turnover | 2,401.9 | 2,389.4 | +0.5% | 4,706.9 | 4,848.9 | -2.9% |
| Operational Cash-Flow (EBITDA) | 562.8 | (962.6) | - | 1,725.9 | (33.6) | - |
| Contribution to consolidated figures | Unit: 103 | Euro |
Euro
Turnover for the first half of 2008 amounted to 4.7 million euro (4.8 million euro) and operational cash-flow (EBITDA) reached 1.7 million euro (negative 0.03 million euro).
Turnover for the period comprises income from: rents (2.9 million euro), representing 61% of total turnover; sale of real estate assets (1.1 million euro) and; others, namely condominium management, car parks and management services (0.7 million euro).
| Turnover by Type | 1H 2008 | 1H 2007 | |||
|---|---|---|---|---|---|
| Value | Weight | Value | Weight | ∆ | |
| Sale of Real Estate Assets | 1,128.5 | 24% | 1,398.7 | 29% | -19% |
| Rents | 2,870.5 | 61% | 2,865.5 | 59% | +0% |
| Car Parks | 284.4 | 6% | 267.8 | 6% | +6% |
| Condominium Management | 330.5 | 7% | 298.1 | 6% | +11% |
| Management Services | 93.0 | 2% | 18.8 | 0% | - |
| Total | 4,706.9 | 100% | 4,848.9 | 100% | -3% |
Unit: 103 Euro
| 2Q 2008 | 2Q 2007 | ∆ | 1H 2008 | 1H 2007 | ∆ | |
|---|---|---|---|---|---|---|
| Turnover | 9,217.7 | 8,370.5 | +10.1% | 17,091.7 | 15,543.7 | +10.0% |
| - Hotels | 3,816.6 | 3,133.5 | +21.8% | 6,384.1 | 5,394.0 | +18.4% |
| - Fitness | 4,681.1 | 4,385.2 | +6.7% | 9,251.2 | 8,527.6 | +8.5% |
| - Funcenter | 606.0 | 699.4 | -13.4% | 1,342.4 | 1,337.9 | +0.3% |
| - Other | 114.0 | 152.4 | -25.2% | 114.0 | 284.2 | -59.9% |
| Operational Cash-Flow (EBITDA) |
495.6 | 847.3 | -41.5% | 860.9 | 1,454.3 | -40.8% |
| - Hotels | (496.0) | (377.8) | -31.2% | (1,661.7) | (989.9) | -67.9% |
| - Fitness | 1,197.9 | 1,188.1 | +0.8% | 2,632.2 | 2,324.1 | +13.3% |
| - Funcenter | (66.5) | 55.5 | - | 191.4 | 128.5 | +48.9% |
| - Other | (139.8) | (18.5) | - | (301.0) | (8.4) | - |
| Contribution to consolidated figures | Unit: 103 | Euro |
[Apartment – Tróia Mar and Tróia Rio]
In the period, management's focus was naturally on monitoring the Troiaresort project, committing to ensure the fulfillment of the objectives outlined. In this context, and according to plan, the reopening of hotels in Tróia (comprising three aparthotels with 232 apartments, food and beverage areas, Wellness & SPA centre, Marina, Golf course and Club house) is planned for September 2008.
During the period, turnover of this business reached 6.4 million euro, increasing 18.4%, to which the most significant contributor was the hotel platform called Pólo da Boavista, with a turnover of 6.1 million euro in the half year, a growth of 18.7%.
The increase recorded in the main operational indicators of Porto Palácio Hotel demonstrates the growing recognition by customers of the high quality standards of services provided by the hotel and congress centre and the success of commercial policies that have been implemented. The daily average revenue stood at 105 euro, an increase of 16% on the average recorded in the first half of 2007.
[Porto Palácio Hotel]
Operational cash-flow (EBITDA) of Hotels was negative in 1.7 million euro (negative 1 million euro), mainly impacted by Troia Hotels, with negative 1.0 million euro of operational cash-flow (EBITDA) because they have been closed during the current year for renovation.
Pólo da Boavista posted a very good performance in the second quarter, reaching a positive operational cash-flow (EBITDA) of around 0.1 million euro, albeit contributing negatively with 0.5 million euro to operational cash-flow (EBITDA) for the six months.
Despite the strong competitive pressure and the less favourable macroeconomic environment, Fitness maintains a positive growth trend in its main profitability indicators.
The business maintains the targets of consolidating existing units, growing through the opening of new units and adopting assertive policies which allow the sustainable development of this activity.
[Solinca Health club]
Solinca's current network includes 10 health clubs and the average number of active members in the half year amounted to 29,481.
In the first half of 2008, turnover amounted to 9.3 million euro, representing a growth of 8.5%, while operational cash-flow (EBITDA) generated in the period was positive at 2.6 million euro, an increase of 13%.
| 2Q 2008 | 2Q 2007 | ∆ | 1H 2008 | 1H 2007 | ∆ | ||
|---|---|---|---|---|---|---|---|
| Turnover | 18,894.9 | 16,667.9 | +13.4% | 36,662.6 | 32,527.4 | +12.7% | |
| Operational Cash-Flow (EBITDA) |
2,298.2 | 1,106.1 | - | 3,410.5 | 2,419.6 | +41.0% | |
| Unit: 103 Contribution to consolidated figures Euro |
In the first half of 2008 the turnover of Selfrio Group reached 36.7 million euro, an increase of 13%.
The increase in turnover was mainly due to the strong growth of Sistavac (heating, ventilation, air conditioning and related electrical installations) sales in the air conditioning business.
[Maintenance services]
The refrigeration business developed by Selfrio experienced a certain decline in the first quarter of the year that was recovered during the second quarter.
Operational cash-flow (EBITDA) of Selfrio Group reached 3.4 million euro increasing 41%. The expectation, expressed in the report for the first quarter that the performance in the second quarter would compensate the lower performance in the first quarter, was fully achieved.
The evolution of operational cash flow (EBITDA) was due to the improvement of Selfrio's performance that recovered the positive trend in line with its historical performance.
Despite the unfavorable economical environment, and assuming no extraordinary facts happen, it is expected that overall the 2008 budgeted figures will be achieved in the businesses included in the Selfrio Group.
| 2Q 2008 | 2Q 2007 | ∆ | 1H 2008 | 1H 2007 | ∆ | ||
|---|---|---|---|---|---|---|---|
| Turnover | 1,068.8 | - | - | 1,901.8 | - | - | |
| Operational Cash-Flow (EBITDA) |
(110.6) | (79.9) | -38.4% | (249.4) | (129.2) | -93.0% | |
| Unit: 103 Contribution to consolidated figures Euro |
Indicators for the period are not comparable with those of the first half of 2007, because transport activity only began on 9 October 2007.
However, compared with that of the last quarter of 2007, average daily turnover increased 50.9%.
[Ferries Pato Real and Rola do Mar]
During the first half of 2008, 6,437 monthly passenger tickets were sold. Sales of single tickets for the different tariffs were as follows:
| Passengers | Light vehicles | Heavy vehicles | Two wheel vehicles | |
|---|---|---|---|---|
| 1Q 2008 | 219,018 | 100,132 | 2,573 | 2,124 |
| 2Q 2008 | 327,988 | 117,058 | 3,258 | 4,146 |
| 1H 2008 | 547,006 | 217,190 | 5,831 | 6,270 |
| 2Q 2008 | 2Q 2007 | ∆ | 1H 2008 | 1H 2007 | ∆ | |||
|---|---|---|---|---|---|---|---|---|
| Turnover | 11,568.7 | 12,024.2 | -3.8% | 22,560.4 | 23,483.5 | -3.9% | ||
| Operational Cash-Flow (EBITDA) |
783.2 | 727.4 | +7.7% | 1,046.0 | 1,176.6 | -11.1% | ||
| Unit: 103 Contribution to consolidated figures Euro |
Euro
At the end of the first semester, both turnover and operational cash-flow (EBITDA) remained above expectations, which under current adverse market conditions may be regarded as a sound performance.
The cabotage market maintained its downward trend, but the company managed to cope with that situation by looking into market segments other than containers.
The international business remained in line with expectations and an increase in exports, namely to emerging markets, is expected after the holiday period, thus increasing volumes and turnover.
The company expects to reach the figures budgeted for the year of 2008.
As mentioned in the beginning of this report the performance of Plysorol in the first half of 2008 has not affected the consolidated profit and loss account since control of the company was regained in May 2008.
The activity of Plysorol is carried out through a company of production and trading of plywood in France and two companies of forestry (exotic timber) and veneer production in Gabon.
In France and in the countries where Plysorol sells around 50% of its production, since the second half of 2007 a less favourable economic environment has been setting in, especially in the real estate and construction sectors.
In the first half of 2008, turnover (52.8 million euro) decreased 14.3% and sales in the second quarter decreased 10% in comparison with the preceding quarter. EBITDA margin was negative 8.6% (positive 9.8% in the same period of last year) and net profit was negative 10.5 million euro (positive 3.7 million euro).
Cost of sales in the period reached 65.2% of turnover, corresponding to a 10.9 p.p. decrease in the margin. This erosion was due to a strong increase in raw materials prices, to supply chain problems (which required the use of raw materials that demanded additional work) and to quality issues with the raw materials received from Gabon (which required an increase in operating costs). External operating costs increased 14.5%, especially transports and maintenance.
This company, dedicated to forestry of exotic timber catered to supplying the Lisieux (France) and Pogab (Gabon) factories, recorded a slight improve in net profit in the period to negative 0.6 million euro (negative 1.3 million euro). This improvement is the outcome of the increase in prices, leading to an increase in sales of around 29%. Production (43 thousand m3 ) was 48% higher but the quality of output was penalised by the early stage of exploration of a new area. EBITDA margin was positive 2.5% (negative 3.3%).
This company is dedicated to the production of okoume panels to supply the factories in France. The improvement in net profit, which progressed from negative 0.4 million euro in the first half of 2007 to positive 0.4 million euro in the first half of 2008, was an effect of price increases. Still, sales decreased 7.5% to 6.6 million euro due to the decrease in production volumes derived from the quality of raw materials from Leroy Gabon. EBITDA margin was 17.9% (11.3%).
[Company accounted for using the Equity Method]
| 2Q 2008 | 2Q 2007 | ∆ | 1H 2008 | 1H 2007 | ∆ | |||||
|---|---|---|---|---|---|---|---|---|---|---|
| Turnover | 8,461.7 | 8,199.9 | +3.2% | 16,910.1 | 16,714.1 | +1.2% | ||||
| Operational Cash-Flow (EBITDA) |
1,675.5 | 2,070.7 | -19.1% | 3,498.9 | 4,458.6 | -21.5% | ||||
| Unit: 103 Statutory accounts Euro |
TP's half year turnover remained in line with the same period last year despite the forecasted end of the operation of Companhia Térmica Lusol cogeneration unit (with a 1.0 million euro contribution to the first half of 2007 turnover).
[Wind Farm Serra da Capucha]
Operational cash-flow (EBITDA) was impacted by:
The Group's activity in the auto sector is carried out by a number of companies, the most significant being Finlog, in the car fleet management business, and Guérin, which operates in the Rent-a-Car business.
| 2Q 2008 | 2Q 2007 | ∆ | 1H 2008 | 1H 2007 | ∆ | |
|---|---|---|---|---|---|---|
| Turnover | 11,238.8 | 13,370.6 | -15.9% | 21,994.3 | 21,189.6 | +3.8% |
| Operational Cash-Flow (EBITDA) |
5,474.3 | 5,672.1 | -3.5% | 10,801.1 | 9,628.0 | +12.2% |
| Statutory accounts | Unit: 103 | Euro |
Euro
At the end of the first half of 2008, Finlog had 7,991 active contracts, in line with the end of 2007. Nevertheless, the renting contracts grew 9% while management of used vehicles guarantees decreased. The market of new cars sold in Portugal during the same period, decreased 3%, which confirms that renting contracts are still increasing on an adverse economic situation.
Turnover amounted to 22 million euro and profit before taxes was negative 0.4 million euro.
| 2Q 2008 | 2Q 2007 | ∆ | 1H 2008 | 1H 2007 | ∆ | |
|---|---|---|---|---|---|---|
| Turnover | 8,551.5 | 7,360.0 | +16.2% | 14,914.3 | 12,551.8 | +18.8% |
| Operational Cash Flow (EBITDA) |
2,342.4 | 1,123.7 | - | 2,623.4 | 872.2 | - |
| Statutory accounts | Unit: 103 | Euro |
Rental days reached 713,205 at the end of first half of 2008, compared to 579,780 in the same period of 2007.
Profit before taxes was negative 1.2 million euro, as usual during the first half of the year, compared to negative 0.8 million euro in the same period last year.
Euro
[Company accounted for using the Equity Method]
| 2Q 2008 | 2Q 2007 | ∆ | 1H 2008 | 1H 2007 | ∆ | |
|---|---|---|---|---|---|---|
| Turnover | 18,301.5 | 6.734.7 | - | 43,385.0 | 6,734.7 | - |
| Operational Cash-Flow (EBITDA) |
16,655.8 | 64.3 | - | 40,159.3 | (6.5) | - |
| Statutory accounts | Unit: 103 | Euro |
Norscut highway traffic has increased 11% in the first half of 2008 (year forecast according to historical seasonality), leading to a turnover in line with the project tender forecast.
Financial costs are also in line with forecasts (Norscut has a full interest rate hedge in the current project phase).
[Overpass in A24 motorway]
As mentioned in the 2007 annual report a court of arbitration was appointed to analyse Norscut's claim of a financial compensation for the increased costs of construction and lost revenue from delayed beginning of operations that arose from the unilateral decision of the Portuguese state to change the path of the motorway.
At the end of July, Norscut and the Portuguese state signed an agreement to restore the financial stability of the concession by which Norscut received a compensation totalling 291.9 million euro of which 94.9 million euro related with loss revenue and costs incurred attributable to the concession.
Sonae Capital, SGPS, SA has a 6.801% shareholding in Sonae Indústria, SGPS, SA. The shares of Sonae Indústria are listed on the Euronext Lisbon stock exchange. Taking into account the closing share price of Sonae Indústria as at 30 June 2008, 2.59 euro, the market value of this shareholding was 24.7 million euro.
Source: Euronext Lisbon
The shares of Sonae Capital were listed on Euronext Lisbon on 28 January 2008. Since that date and until the end of the first semester, Sonae Capital's share price decreased 12.5%, slightly better than the 19.7% decrease in the Portuguese Stock Market reference index (PSI-20). Entering the second half of the year, stock markets in general and the Portuguese market in particular witnessed higher volatility. Sonae Capital's share price was not immune to this fact and, up to 26 August, decreased 41.7% while the PSI-20 decreased 23.6%.
In June, Sonae Capital's share entered the PSI-20 waiting list issued by NYSE EURONEXT.
| Closing Price: | Date | € |
|---|---|---|
| - Beginning of Period | 28-Jan-08 | 1.44 |
| - End of First Semester | 30-Jun-08 | 1.26 |
| - Earnings Announcement Day n-1 | 26-Aug-08 | 0.84 |
| - Maximum | 04-Feb-08 | 1.83 |
| - Minimum | 15-Jul-08 | 0.80 |
| Average Daily Traded Quantity | ||
| (up to 30 June 2008): | 1,315,995 |
Source: Euronext Lisbon
During the second quarter of the year, the following events were announced to the market (for the full version of these announcements please visit the related page in the Investor Relations area of Sonae Capital's website):
Agreement reached with Salvador Caetano Auto, SGPS, SA about the terms for the definitive sale of the shareholding of 50% in Choice Car, SGPS, SA for a total price of 12.5 million euro.
Negotiation of the end of the agreement regarding the phased disposal of its entire shareholding in ELMO, SGPS, SA, company that controls 100% of Plysorol SAS and its subsidiaries.
Promissory agreement signed with a company wholly owned by Hagen Imobiliária, SA for the sale of a parcel of land where the Hotel Resort, within the Troiaresort project, will be built. The promissory sale will have an estimated impact of 13 million euro on the consolidated results of Sonae Capital, to be recognized on the date of the definitive sale agreement.
Sonae Capital informed that Plysorol had been notified by the French Competition Authority (Conseil de la Concurrence) to pay a fine of around 4.2 million euro on charges of price coordination during the period between 1995 and 2004 and of using a commom price list from 1987 to 2004. Besides Plysorol, almost all French plywood manufacturers had also been notified by the French Competition Authority, and given fines. It was also informed that Plysorol had decided to appeal that decision in the revelant higher courts.
Mr Mohnish Pabrai informed that he is attributed the ownership of 17,166,440 shares, representing 6.867% of the share capital and voting rights, of Sonae Capital, SGPS, SA.
Capex = Investment in Fixed Assets.
Daily Average Revenue = Lodging Revenues / Number of rooms sold.
GCA (Gross Construction Area) = Area measured by the exterior perimeter of the exterior walls.
Gearing = Net Debt / Equity.
Interest Cover Ratio = EBITDA / Net Financial Charges.
Net Debt = Non Current Loans + Current Loans – Cash and Cash Equivalents – Current Investments.
Operational Cash-Flow (EBITDA) = Operating Profit (EBIT) + Amortisations and Depreciations + Provisions and Impairment Losses – Reversal of Impairment Losses and Provisions (included in Other Operating Income).
UNOP (Operational Planning Unit) = Planning and management operational units as set out by the Tróia Urbanisation Plan through Cabinet Resolution nr. 23/2000.
The signatories individually declare that, to their knowledge the consolidated and individual financial statements were prepared meeting applicable accounting standards, and give a true and fair view of the assets and liabilities, financial position and the consolidated and individual results of the issuer and of the companies included in the consolidation perimeter, where appropriate, and the interim Report of the Board of Directors faithfully describes major events that have occurred in the first half of 2008 and their impacts, if any in the financial statements, and contains an appropriate description of major risks and uncertainties for the following six months.
Maia, 27 August 2008
The Board of Directors
Belmiro Mendes de Azevedo Chairman of the Board of Directors
José Luís dos Santos Lima Amorim Member of the Board of Directors
Rafael Cerezo Laporta Member of the Board of Directors
Paulo José Jubilado Soares de Pinho Member of the Board of Directors
Mário Pereira Pinto Member of the Board of Director
Francisco de La Fuente Sánchez Member of the Board of Directors
Pedro Manuel Bastos Mendes Rezende Member of the Board of Directors
As required by article 9, nr. 1 b) of CMVM Regulation 04/2004, the following is a summary of the information disclosed to the company:
| Purchases | Sales | Balance as at 30.06.2008 |
||||
|---|---|---|---|---|---|---|
| Date | Quantity | Aver. Price € | Quantity | Aver. Price € | Quantity | |
| Belmiro Mendes de Azevedo | ||||||
| Efanor Investimentos, SGPS, SA (1) | 49,999,997 | |||||
| Sonae Capital, SGPS, SA | 838,862 | |||||
| Conversion of Demerger Rights (*) | 28.01.2008 | 1,862 | - | |||
| Purchase | 01.02.2008 | 160,000 | 1.84 | |||
| Purchase | 04.02.2008 | 150,000 | 1.84 | |||
| Purchase | 05.02.2008 | 350,000 | 1.78 | |||
| Purchase | 06.02.2008 | 177,000 | 1.76 | |||
| Paulo José Jubilado Soares de Pinho Sonae Capital, SGPS, SA Purchase |
10.06.2008 | 3,000 | 1.35 | 7,650 |
| Balance as at | ||||||
|---|---|---|---|---|---|---|
| Purchases | Sales | 30.06.2008 | ||||
| Date | Quantity | Aver. Price € | Quantity | Aver. Price € | Quantity | |
| (1) Efanor Investimentos, SGPS, SA | ||||||
| Sonae Capital, SGPS, SA | 88,859,200 | |||||
| Purchase of Demerger Rights | 11.01.2008 | 13,029,263 | 0.17 | |||
| Purchase of Demerger Rights | 14.01.2008 | 11,000,000 | 0.20 | |||
| Purchase of Demerger Rights | 15.01.2008 | 26,613,385 | 0.21 | |||
| Conversion of Demerger Rights (*) | 28.01.2008 | 82,350,553 | - | |||
| Conversion of Purchased Demerger Rights (*) | 28.01.2008 | 6,330,331 | - | |||
| Purchase of Shares | 07.03.2008 | 178,316 | 1.48 | |||
| Pareuro, BV (2) | 2,000,000 | |||||
| Share Capital Increase | 21.01.2008 | 1,980,000 | 151.51 | |||
| (2) Pareuro, BV | ||||||
| Sonae Capital, SGPS, SA | 50,000,000 | |||||
| Conversion of Demerger Rights (*) | 28.01.2008 | 50,000,000 | - |
(*) The shares representing the whole of the share capital of Sonae Capital, SGPS, SA were attributed to the shareholders of Sonae, SGPS, SA with the exercise of the respective demerger rights (which occured during the month of January of 2008) using the 0.125 attribution factor rounded down to the nearest whole number.
As required by article 9 nr. 1 e) of CMVM Regulation 04/2004, the following shareholders held more than 2% of the company's share capital, as at 30 June 2008:
| Shareholder | Nr. of Shares | % of Share Capital |
% of Voting Rights |
|
|---|---|---|---|---|
| Efanor Investimentos, SGPS, S.A. | ||||
| Directly Owned | 88,859,200 | 35.544% | 35.544% | |
| Pareuro, BV | 50,000,000 | 20.000% | 20.000% | |
| Migracom, SGPS, SA | 161,250 | 0.065% | 0.065% | |
| Linhacom, SGPS, SA | 43,912 | 0.018% | 0.018% | |
| Belmiro Mendes de Azevedo | 837,000 | 0.335% | 0.335% | |
| Maria Margarida Carvalhais Teixeira de Azevedo | 1,862 | 0.001% | 0.001% | |
| Nuno Miguel Teixeira de Azevedo | 1,790 | 0.001% | 0.001% | |
| Duarte Paulo Teixeira de Azevedo | 411 | 0.000% | 0.000% | |
| David Graham Shenton Bain | 500 | 0.000% | 0.000% | |
| Total attributable to Efanor Investimentos, SGPS, S.A. | 139,905,925 | 55.962% | 55.962% | |
| Banco BPI, S.A. | ||||
| Directly Owned | 16,888,797 | 6.756% | 6.756% | |
| Banco Português de Investimento, S.A. | 53,409 | 0.021% | 0.021% | |
| Fundos de Pensões do Banco BPI | 5,008,922 | 2.004% | 2.004% | |
| BPI Vida - Companhia de Seguros de Vida, S.A. | 638,576 | 0.255% | 0.255% | |
| Total attributable to Banco BPI, S.A. | 22,589,704 | 9.036% | 9.036% | |
| Mohnish Pabrai | ||||
| Pabrai Investment Fund II, L.P. | 3,957,000 | 1.583% | 1.583% | |
| Pabrai Investment Fund 3, L.P. | 5,624,000 | 2.250% | 2.250% | |
| Pabrai Investment Fund IV, L.P. | 7,422,315 | 2.969% | 2.969% | |
| Dalal Street, L.L.C. | 28,000 | 0.011% | 0.011% | |
| Fundação Dakshana | 132,625 | 0.053% | 0.053% | |
| Harina Kapoor | 2,500 | 0.001% | 0.001% | |
| Total attributable to Monhish Pabrai | 17,166,440 | 6.867% | 6.867% |
| Total Operations |
Changes in perimeter (Plysorol Group) |
Total without Plysorol Group |
Pró-forma 1 | |||
|---|---|---|---|---|---|---|
| ASSETS | Notes | 30.06.2008 | 30.06.2008 | 30.06.2008 | 31.12.2007 | 31.12.2007 |
| NON-CURRENT ASSETS: | ||||||
| Tangible and intangible assets | 8 | 399,556,733 | 29,848,791 | 369,707,942 | 328,841,785 | 329,842,000 |
| Goodwill | 9 | 61,726,752 | - | 61,726,752 | 62,517,465 | 63,796,454 |
| Investments | 10 | 58,687,449 | 214,974 | 58,472,475 | 96,171,935 | 96,171,935 |
| Deferred tax assets | 13 | 15,636,878 | - | 15,636,878 | 14,117,740 | 14,320,920 |
| Other non-current assets | 11 | 15,990,952 | 111,526 | 15,879,426 | 24,311,811 | 24,318,632 |
| Total Non-Current Assets | 551,598,764 | 30,175,291 | 521,423,473 | 525,960,736 | 528,449,941 | |
| CURRENT ASSETS: | ||||||
| Stocks | 188,472,911 | 23,135,778 | 165,337,133 | 142,074,734 | 143,489,662 | |
| Trade account receivables and other current assets | 12 | 118,933,829 | 32,638,395 | 86,295,434 | 83,787,980 | 100,924,346 |
| Investments held for trading | 364,388 | - | 364,388 | 499 | 499 | |
| Cash and cash equivalents | 14 | 20,553,171 | 1,949,364 | 18,603,807 | 43,956,550 | 44,333,841 |
| Total Current Assets | 328,324,299 | 57,723,537 | 270,600,762 | 269,819,763 | 288,748,348 | |
| TOTAL ASSETS | 879,923,063 | 87,898,828 | 792,024,235 | 795,780,499 | 817,198,289 | |
| EQUITY AND LIABILITIES | ||||||
| EQUITY: | ||||||
| Share capital | 15 | 250,000,000 | - | 250,000,000 | 250,000,000 | 250,000,000 |
| Reserves and retained earnings | 57,481,153 | (9,396,244) | 66,877,397 | 62,453,731 | 91,854,242 | |
| Profit/(Loss) for the year attributable to the equity holders of Sonae Capital | 32,755,765 | - | 32,755,765 | 8,579,429 | 14,994,319 | |
| Equity attributable to the equity holders of Sonae Capital | 340,236,918 | (9,396,244) | 349,633,162 | 321,033,160 | 356,848,561 | |
| Equity attributable to minority interests | 16 | 35,583,001 | (6,461,608) | 42,044,609 | 36,758,832 | 36,758,832 |
| TOTAL EQUITY | 375,819,919 | (15,857,852) | 391,677,771 | 357,791,992 | 393,607,393 | |
| LIABILITIES: NON-CURRENT LIABILITIES: |
||||||
| Bank Loans | 17 | 237,726,702 | 2,049,896 | 235,676,806 | 191,453,586 | 191,453,586 |
| Other non-current liabilities | 19 | 66,231,871 | 36,828,598 | 29,403,273 | 34,461,335 | 39,150,435 |
| Deferred tax liabilities | 13 | 2,297,295 | - | 2,297,295 | 2,307,082 | 7,526,370 |
| Provisions | 22 | 13,310,025 | 4,504,609 | 8,805,416 | 11,442,155 | 16,654,464 |
| Total Non-Current Liabilities | 319,565,893 | 43,383,103 | 276,182,790 | 239,664,158 | 254,784,855 | |
| CURRENT LIABILITIES: | ||||||
| Bank Loans | 17 | 17,533,760 | 11,901,962 | 5,631,798 | 24,751,003 | 24,751,003 |
| Trade creditors and other non-current liabilities | 21 | 165,580,299 | 48,230,924 | 117,349,375 | 169,757,882 | 140,239,574 |
| Provisions | 22 | 1,423,192 | 240,691 | 1,182,501 | 3,815,464 | 3,815,464 |
| Total Current Liabilities | 184,537,251 | 60,373,577 | 124,163,674 | 198,324,349 | 168,806,041 | |
| TOTAL LIABILITIES | 504,103,144 | 103,756,680 | 400,346,464 | 437,988,507 | 423,590,896 | |
| TOTAL EQUITY AND LIABILITIES | 879,923,063 | 87,898,828 | 792,024,235 | 795,780,499 | 817,198,289 |
The accompanying notes are part of these financial statements.
1) Continued Operations (exclude Contacto - Sociedade de Construções, SA) The Board of Directors
| Pró-forma 1 | Pró-forma 1 | ||||
|---|---|---|---|---|---|
| Notes | nd Quarter 08 2 2 |
nd Quarter 07 2 2 |
30.06.2008 | 30.06.2007 | |
| Operational income | |||||
| Sales | 20,138,696 | 18,864,252 | 40,131,668 | 36,599,997 | |
| Services rendered | 27,676,583 | 25,786,575 | 52,664,713 | 49,844,640 | |
| Other operational income | 1,112,874 | 1,441,136 | 2,650,769 | 2,411,658 | |
| Total operational income | 48,928,153 | 46,091,963 | 95,447,150 | 88,856,295 | |
| Operational expenses | |||||
| Cost of goods sold and materials consumed | (14,164,681) | (12,859,944) | (22,861,668) | (22,023,508) | |
| Changes in stocks of finished goods and work in progress | 14,816,407 | 16,737,032 | 26,774,356 | 19,271,749 | |
| External supplies and services | (36,585,942) | (37,387,991) | (75,498,288) | (63,313,199) | |
| Staff costs | (11,645,039) | (9,644,292) | (22,105,000) | (18,951,530) | |
| Depreciation and amortisation | 8 | (2,162,646) | (1,770,770) | (4,136,396) | (3,475,879) |
| Provisions and impairment losses | (565,621) | (98,830) | (2,899,530) | (200,814) | |
| Other operational expenses | (1,543,498) | (2,641,318) | (2,458,958) | (3,464,151) | |
| Total operational expenses | (51,851,020) | (47,666,113) | (103,185,484) | (92,157,332) | |
| Operational profit/(loss) | (2,922,867) | (1,574,150) | (7,738,334) | (3,301,037) | |
| Financial Expenses | (3,072,059) | (3,835,023) | (6,960,660) | (7,509,382) | |
| Financial Income | 733,548 | 1,242,723 | 1,733,850 | 2,987,093 | |
| Net financial expenses | (2,338,511) | (2,592,300) | (5,226,810) | (4,522,289) | |
| Share of results of associated undertakings | 10 | (523,423) | (1,628,154) | (1,898,238) | (993,675) |
| Investment income | 99,854 | (834,597) | 48,891,713 | 3,971,431 | |
| Profit/(Loss) before taxation | (5,684,947) | (6,629,201) | 34,028,331 | (4,845,570) | |
| Taxation | 25 | (259,262) | 3,685,836 | (723,205) | 3,407,852 |
| Profit/(Loss) after taxation | (5,944,209) | (2,943,365) | 33,305,126 | (1,437,718) | |
| Profit/(Loss) for the year | 26 | (5,944,209) | (2,943,365) | 33,305,126 | (1,437,718) |
| Attributable to: | |||||
| Equity holders of Sonae Capital | (6,253,296) | (2,252,485) | 32,755,765 | (1,326,247) | |
| Minority interests | 309,087 | (690,880) | 549,361 | (111,471) | |
| - | - | - | - | ||
| Profit/(Loss) per share | - | - | - | - | |
| Basic Diluted |
27 27 |
(0.025013) (0.025013) |
(0.009010) (0.009010) |
0.131023 0.131023 |
(0.005305) (0.005305) |
The accompanying notes are part of these financial statements.
1) Continued Operations (exclude Contacto - Sociedade de Construções, SA)
2) In accordance with IAS 34 Interim Financial Reporting. Not subject to limited review
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|
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- | - | - | - | - | - | |
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|
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The accompanying notes are part of these financial statements.
1) Pro-Forma Equity (excludes Contacto - Sociedade de Construções, SA) The Board of Directors
Report and Accounts 30 June 200828
| Pró-forma 1 | |||
|---|---|---|---|
| 30.06.2008 | 30.06.2007 | ||
| OPERATING ACTIVITIES | Notes | ||
| Cash receipts from trade debtors | 103,235,241 | 99,537,911 | |
| Cash paid to trade creditors | (95,921,319) | (87,267,634) | |
| Cash paid to employees | (20,367,549) | (18,497,837) | |
| Cash flow generated by operations | (13,053,627) | (6,227,560) | |
| Income taxes (paid) / received | (4,158,310) | (2,308,068) | |
| Other cash receipts and (payments) relating to operating activities | (2,910,413) | 3,918,850 | |
| Net cash flow from operating activities (1) | (20,122,350) | (4,616,778) | |
| INVESTMENT ACTIVITIES | |||
| Cash receipts arising from: | - | - | |
| Investments | 87,627,560 | 22,176,512 | |
| Tangible assets | 3,433,675 | 1,580,638 | |
| Intangible assets | 1,106 | - | |
| Interest and similar income | 900,193 | 3,801,329 | |
| Loans granted | 2,098,028 | 61,775,990 | |
| Dividends | 2,765,962 | 2,447,484 | |
| 96,826,524 | 91,781,953 | ||
| Cash Payments arising from: | |||
| Investments | (51,011) | (77,570,430) | |
| Tangible assets | (44,759,461) | (36,090,910) | |
| Intangible assets | (289,554) | (94,555) | |
| Loans granted Others |
(5,458,000) (63,826) |
(21,414,581) - |
|
| (50,621,852) | (135,170,476) | ||
| Net cash used in investment activities (2) | 46,204,672 | (43,388,523) | |
| FINANCING ACTIVITIES | |||
| Cash receipts arising from: | |||
| Loans obtained | 163,963,920 | 240,399,488 | |
| Capital increases, additional paid in capital and share premiums | 212,500 | 9,283,500 | |
| Others | 200,000 | - | |
| 164,376,420 | 249,682,988 | ||
| Cash Payments arising from: Loans obtained |
(207,369,562) | (196,759,416) | |
| Interest and similar charges | (7,724,665) | (4,276,599) | |
| Others | - | (30,627) | |
| (215,094,227) | (201,066,642) | ||
| Net cash used in financing activities (3) | |||
| (50,717,807) | 48,616,346 | ||
| Net increase in cash and cash equivalents (4) = (1) + (2) + (3) | (24,635,485) | 611,045 | |
| Effect of foreign exchange rate | 438,612 | (18,423) | |
| Cash and cash equivalents at the beginning of the period | 14 | 41,383,143 | 13,086,954 |
| Cash and cash equivalents at the end of the period | 14 | 16,309,046 | 13,716,422 |
The accompanying notes are part of these financial statements.
1) Continued Operations (exclude Contacto - Sociedade de Construções, SA)
(Amounts express in euro)
-
SONAE CAPITAL, SGPS, SA ("the Company" or "Sonae Capital") whose head-office is at Lugar do Espido, Via Norte, Apartado 3053, 4471-907 Maia, Portugal, is the parent company of a group of companies, as detailed in Notes 4 to 6 ("Sonae Capital Group") and was set up on 14 December 2007 as a result of the demerger of the shareholding in SC, SGPS, SA (previously named Sonae Capital, SGPS, SA) from Sonae, SGPS, SA, which was approved by the Board of Directors on 8 November 2007 and by the Shareholder's General Meeting held on 14 December 2007.
Sonae Capital's business portfolio was reorganized into two main strategic businesses areas, based on the development of two branches of activity separate and autonomous:
The second business area, led by Spred, SGPS, SA (previously named Publimeios, SGPS, SA), includes businesses in three segments: identifying new business opportunities in emerging sectors or sectors undergoing restructuring, ownership and management of businesses with high potential for future development, whenever considered necessary in joint ventures with specialized third parties, and management of a financial portfolio.
As defined by international standard IFRS 5, and to ensure comparability between 2008 and 2007, the consolidated income statement and consolidated statement of cash-flows include pro forma consolidated financial statements for the period ended 30 June 2007 compiled based on assumptions previously considered in the financial statements presented for the year ended 31 December 2007. Thus, the comparative consolidated financial statements reported on 31 December 2007 and 30 June 2007, reflect the effects of the sale of Contacto - Sociedade de Construções, SA.
The principal accounting policies adopted are in accordance with those presented on 31 December 2007.
The accompanying consolidated financial statements have been prepared in accordance with International Financial Reporting Standards ("IFRS" previously named International Accounting Standards - "IAS"), issued by the International Accounting Standards Board ("IASB") and Interpretations issued by the International Financial Reporting Interpretations Committee ("IFRIC"), previously named Standing Interpretations Committee ("SIC"), beginning on 1 January 2008.
Interim financial statements are presented quarterly, in accordance with IAS 34 – "Interim Financial Reporting".
During the period there were no changes in accounting policies or prior period errors.
Group companies included in the consolidated financial statements, their head offices and percentage of share capital held by the Group as at 30 June 2008 and 31 December 2007 are as follows:
| Percentage of capital held | |||||||
|---|---|---|---|---|---|---|---|
| 30.June.2008 | 31.December.2007 | ||||||
| COMPANY | Head Office | Direct | Total | Direct | Total | ||
| Sonae Capital SGPS, SA | Maia | HOLDING | HOLDING | HOLDING | HOLDING | ||
| Tourism | |||||||
| Águas Furtadas - Imobiliária, SA | a) | Matosinhos | 100.00% | 87.74% | 100.00% | 100.00% | |
| Aqualuz - Turismo e Lazer, Lda | a) | Lagos | 100.00% | 100.00% | 100.00% | 100.00% | |
| Aquapraia-Investimentos Turísticos, SA | a) | Grândola | 100.00% | 100.00% | 100.00% | 100.00% | |
| Azulino Imobiliária, SA | a) | Matosinhos | 100.00% | 87.74% | 100.00% | 100.00% | |
| Bloco Q-Sociedade Imobiliária, SA | a) | Porto | 100.00% | 100.00% | 100.00% | 100.00% | |
| Bloco W-Sociedade Imobiliária, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% | |
| Casa da Ribeira - Hotelaria e Turismo, SA |
a) | Marco de Canaveses |
100.00% | 100.00% | 100.00% | 100.00% | |
| Centro Residencial da Maia,Urban., SA | a) | Porto | 100.00% | 100.00% | 100.00% | 100.00% | |
| Cinclus Imobiliária, SA | a) | Porto | 100.00% | 87.74% | 100.00% | 100.00% | |
| Country Club da Maia-Imobiliaria, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| Empreend.Imob.Quinta da Azenha, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| Fundo de Investimento Imobiliário | a) | Maia | 57.84% | 57.84% | 57.84% | 57.84% | |
| Fechado Imosede Golf Time - Golfe e Inv.Turisticos, SA |
a) | Porto | 75.00% | 75.00% | 75.00% | 75.00% | |
| Imoareia Investimentos Turisticos, | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% | |
| SGPS, SA Imobiliária da Cacela, SA |
a) | Matosinhos | 100.00% | 87.74% | 100.00% | 100.00% | |
| Imoclub-Serviços Imobiliários, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% | |
| Imodivor - Sociedade Imobiliária, SA | a) | Maia | 100.00% | 87.74% | 100.00% | 100.00% | |
| Imoferro-Soc.Imobiliária, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| Imohotel-Emp.Turist.Imobiliários, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% | |
| Imopenínsula - Sociedade Imobiliária, SA |
a) | Grândola | 100.00% | 100.00% | 100.00% | 100.00% | |
| Imoponte-Soc.Imobiliaria, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| Imoresort - Sociedade Imobiliária, SA | a) | Grândola | 100.00% | 100.00% | 100.00% | 100.00% | |
| Imosedas-Imobiliária e Serviços, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% | |
| Implantação - Imobiliária, SA | a) | Matosinhos | 100.00% | 87.74% | 100.00% | 100.00% | |
| Insulatroia - Sociedade Imobiliária, SA | a) | Grândola | 100.00% | 100.00% | 100.00% | 100.00% | |
| Investalentejo, SGPS, SA | a) | Vila de Conde | 100.00% | 100.00% | 100.00% | 100.00% | |
| Marimo -Exploração Hoteleira Imobiliária, SA |
a) | Grândola | 100.00% | 100.00% | 100.00% | 100.00% | |
| Marina de Troia, SA | a) | Troia | 100.00% | 100.00% | 100.00% | 100.00% | |
| Marina Magic - Exploração de Centros Lúd, SA |
a) | Lisbon | 100.00% | 100.00% | 100.00% | 100.00% | |
| Marmagno-Expl.Hoteleira Imob., SA | a) | Grândola | 100.00% | 100.00% | 100.00% | 100.00% | |
| Martimope - Sociedade Imobiliária, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| Marvero-Expl.Hoteleira Imob., SA | a) | Grândola | 100.00% | 100.00% | 100.00% | 100.00% | |
| Partnergiro-Empreendimentos Turisticos, SA |
a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| Porturbe-Edificios e Urbanizações, SA | a) | Maia | 100.00% | 87.74% | 100.00% | 100.00% | |
| Praedium II-Imobiliária, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| Praedium III-Serviços Imobiliários, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| Praedium-SGPS, SA | a) | Porto | 100.00% | 100.00% | 100.00% | 100.00% | |
| Prédios Privados Imobiliária, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% | |
| Predisedas-Predial das Sedas, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% | |
| Promessa Sociedade Imobiliária, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| Promosedas-Prom.Imobiliária, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% | |
| SC - Engenharia e Promoção Imobiliária, SGPS, SA |
a) | Porto | 100.00% | 100.00% | 100.00% | 100.00% | |
| Sete e Meio - Investimentos e Consultadoria, SA |
a) | Grândola | 100.00% | 100.00% | 100.00% | 100.00% | |
| Sete e Meio Herdades - Investimentos Agricolas e Turismo, SA |
a) | Grândola | 100.00% | 100.00% | 100.00% | 100.00% | |
| SII - Soberana Investimentos Imobiliários, SA |
a) | Grândola | 100.00% | 100.00% | 100.00% | 100.00% | |
| Soconstrução, BV | a) | Amesterdam (The Netherlands) |
100.00% | 100.00% | 100.00% | 100.00% | |
| Soira-Soc.Imobiliária de Ramalde, SA | a) | Porto | 100.00% | 87.74% | 100.00% | 100.00% | |
| Solinca III-Desporto e Saúde, SA | a) | Lisbon | 100.00% | 100.00% | 100.00% | 100.00% |
| Solinca-Investimentos Turísticos, SA | a) | Porto | 100.00% | 100.00% | 100.00% | 100.00% |
|---|---|---|---|---|---|---|
| Solinfitness - Club Malaga, SL | a) | Malaga (Spain) | 100.00% | 100.00% | 100.00% | 100.00% |
| Soltroia-Imob.de Urb.Turismo de Troia, SA |
a) | Lisbon | 100.00% | 100.00% | 100.00% | 100.00% |
| Sonae Turismo Gestão e Serviços, SA | a) | Porto | 100.00% | 100.00% | 100.00% | 100.00% |
| Sonae Turismo - SGPS, SA | a) | Porto | 100.00% | 100.00% | 100.00% | 100.00% |
| Sontur, BV | a) | Amesterdam (The Netherlands) |
100.00% | 100.00% | 100.00% | 100.00% |
| Sótaqua - Soc. de Empreendimentos Turisticos, SA |
a) | Maia | 100.00% | 87.74% | 100.00% | 100.00% |
| 1) Spinveste - Promoção Imobiliária, SA | a) | Porto | 87.74% | 87.74% | 100.00% | 100.00% |
| 1) Spinveste-Gestão Imobiliária SGII, SA | a) | Porto | 87.74% | 87.74% | 100.00% | 100.00% |
| Torre São Gabriel-Imobiliária, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% |
| 2) Troia Market, SA | a) | Grândola | 100.00% | 100.00% | - | - |
| Troiaresort - Investimentos Turisticos, SA | a) | Grândola | 100.00% | 100.00% | 100.00% | 100.00% |
| Troiaverde-Expl.Hoteleira Imob., SA | a) | Grândola | 100.00% | 100.00% | 100.00% | 100.00% |
| Tulipamar-Expl.Hoteleira Imob., SA | a) | Grândola | 100.00% | 100.00% | 100.00% | 100.00% |
| Urbisedas-Imobiliária das Sedas, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% |
| Venda Aluga-Sociedade Imobiliária, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% |
| 3) Vistas do Freixo-Emp.Tur.imobiliárias,SA | a) | Porto | 100.00% | 100.00% | 100.00% | 100.00% |
| World Trade Center Porto, SA | a) | Porto | 100.00% | 100.00% | 100.00% | 100.00% |
| Spred | ||||||
| Atlantic Ferries - Traf.Loc.Flu.e Marit., SA |
a) | Grândola | 100.00% | 100.00% | 100.00% | 100.00% |
| Box Lines Navegação, SA | a) | Porto | 100.00% | 100.00% | 100.00% | 100.00% |
| Contacto Concessões, SGPS, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% |
| 4) Contacto - Sociedade de Construções, | ||||||
| SA | a) | Porto | 100.00% | 100.00% | 100.00% | 100.00% |
| Cronosaúde – Gestão Hospitalar, SA | a) | Porto | 100.00% | 50.00% | 100.00% | 50.00% |
| 5) Elmo SGPS, SA | a) | Maia | 60.00% | 60.00% | - | - |
| Friengineering, SA | a) | Sao Paulo (Brazil) | 100.00% | 70.00% | 100.00% | 70.00% |
| Inparvi SGPS, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% |
| 2) Integrum-Edificios Sustentáveis, SA | a) | Maia | 100.00% | 100.00% | - | - |
| Integrum-Serviços Partilhados, SA | a) | Maia | 100.00% | 70.00% | 100.00% | 70.00% |
| Invsaúde - Gestão Hospitalar, SA | a) | Maia | 100.00% | 50.00% | 100.00% | 50.00% |
| 5) Leroy Gabon, SA | a) | Libreville(Gabon) | 99.99% | 59.99% | - | - |
| PJP - Equipamento de Refrigeração, Lda | a) | Matosinhos | 100.00% | 70.00% | 100.00% | 70.00% |
| 5) Placage d'Okoumé du Gabon, SA | a) | Libreville(Gabon) | 99.88% | 59.93% | - | - |
| 5) Plysorol, SAS | a) | Niort (France) | 100.00% | 60.00% | - | - |
| Saúde Atlântica - Gestão Hospitalar, SA | a) | Maia | 50.00% | 50.00% | 50.00% | 50.00% |
| SC Insurance Risks Services, SGPS, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% |
| Selfrio,SGPS, SA | a) | Matosinhos | 70.00% | 70.00% | 70.00% | 70.00% |
| Selfrio-Engenharia do Frio, SA | a) | Matosinhos | 100.00% | 70.00% | 100.00% | 70.00% |
| Sistavac-Sist.Aquecimento,V.Ar C., SA | a) | Matosinhos | 100.00% | 70.00% | 100.00% | 70.00% |
| SKK-Central de Distr., SA | a) | Porto | 100.00% | 70.00% | 100.00% | 70.00% |
| SKKFOR - Ser. For. e Desen. de Recursos, SA |
a) | Maia | 100.00% | 70.00% | 100.00% | 70.00% |
| SMP-Serv. de Manutenção Planeamento, SA |
a) | Matosinhos | 100.00% | 70.00% | 100.00% | 70.00% |
| Société de Tranchage Isoroy SAS | a) | Honfleur (France) | 100.00% | 100.00% | 100.00% | 100.00% |
| Société des Essences Fines Isoroy | a) | Honfleur (France) | 100.00% | 100.00% | 100.00% | 100.00% |
| Sopair, SA | a) | Madrid (Spain) | 100.00% | 70.00% | 100.00% | 70.00% |
| Spinarq, SA | a) | Porto | 100.00% | 100.00% | 100.00% | 100.00% |
| Spred SGPS, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% |
| Textil do Marco, SA | a) | Marco de Canaveses |
90.37% | 90.37% | 90.37% | 90.37% |
| Others | ||||||
|---|---|---|---|---|---|---|
| DMJB, SGPS, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% |
| Interlog-SGPS, SA | a) | Lisbon | 98.98% | 98.98% | 100.00% | 100.00% |
| Pargeste SGPS, SA | Maia | 89.99% | 89.99% | 89.99% | 89.99% | |
| Rochester Real Estate, Ltd | a) | Kent (U.K.) | 100.00% | 100.00% | 100.00% | 100.00% |
| SC-Consultadoria,SA | a) | Porto | 100.00% | 100.00% | 100.00% | 100.00% |
| SC-S.G.P.S., SA | a) | Porto | 100.00% | 100.00% | 100.00% | 100.00% |
| Sonae Financial Participations, BV | a) | Amesterdam (The Netherlands) |
100.00% | 100.00% | 100.00% | 100.00% |
| Sonae International, Ltd | a) | London (U.K.) | 100.00% | 100.00% | 100.00% | 100.00% |
1) Sale of 12.25% of the share capital on 31 March 2008.
2) Company incorporated in the period.
3) Company included in the Spred segment in the last period.
4) Company sold in the period.
5) Control of the company and of its affiliates regained in the period.
Associated and jointly controlled companies included in the consolidated financial statements, their head offices and the percentage of share capital held by the Group as at 30 June 2008 and 31 December 2007 are as follows:
| Percentage of capital held | ||||||||
|---|---|---|---|---|---|---|---|---|
| 30.June.2008 | 31.December.2007 | Book Value | ||||||
| COMPANY | Head Office | Direct | Total | Direct | Total | 30.June.2008 | 31.December.2007 | |
| Tourism | ||||||||
| Andar - Sociedade Imobiliária, SA | Maia | 50.00% | 50.00% | 50.00% | 50.00% | 887,496 | - | |
| Sociedade de Construções do Chile, SA | Lisbon | 100.00% | 50.00% | 100.00% | 50.00% | - | - | |
| Sociedade Imobiliária Troia - B3, SA | Grândola | 20.00% | 20.00% | 20.00% | 20.00% | 452,115 | 450,631 | |
| Vastgoed One - Sociedade Imobiliária, SA |
Maia | 100.00% | 50.00% | 100.00% | 50.00% | - | - | |
| Vastgoed Sun - Sociedade Imobiliária, SA |
Maia | 100.00% | 50.00% | 100.00% | 50.00% | - | - | |
| Spred | ||||||||
| 1) | CarPlus – Comércio de Automóveis, SA | Vila Nova de Gaia | 100.00% | 50.00% | 100.00% | 50.00% | - | - |
| Cinclus-Plan. e Gestão de Projectos, SA | Porto | 25.00% | 25.00% | 25.00% | 25.00% | 651,750 | 567,259 | |
| Change, SGPS, SA | Porto | 50.00% | 50.00% | 50.00% | 50.00% | 1,985,137 | 2,035,846 | |
| 1) | Choice Car - Comércio de Automóveis, SA |
Porto | 100.00% | 50.00% | 100.00% | 50.00% | - | - |
| Choice Car SGPS, SA | Maia | 50.00% | 50.00% | 50.00% | 50.00% | 3,140,129 | 3,750,798 | |
| Etablissement A. Mathe, SA | France | 27.74% | 27.74% | 27.74% | 27.74% | - | 31,937 | |
| 1) | Finlog - Aluguer e Comércio de Automóveis, SA |
Matosinhos | 100.00% | 50.00% | 100.00% | 50.00% | - | - |
| 1) | Guerin – Rent a Car (Dois), Lda | Lisbon | 100.00% | 50.00% | 100.00% | 50.00% | - | - |
| Lidergraf - Artes Gráficas, Lda | Vila de Conde | 24.50% | 24.50% | 24.50% | 24.50% | 768,045 | 813,764 | |
| 1) | Luso Assistência - Gestão de Acidentes, SA |
Porto | 100.00% | 50.00% | 100.00% | 50.00% | - | - |
| Norscut - Concessionária de Scut Interior Norte, SA |
Lisbon | 25.00% | 25.00% | 25.00% | 25.00% | 1,653,208 | 1,547,478 | |
| Operscut - Operação e Manutenção de Auto-estradas, SA |
Lisbon | 15.00% | 15.00% | 15.00% | 15.00% | 24,000 | 24,000 | |
| Sodesa, SA | Lisbon | 50.00% | 50.00% | 50.00% | 50.00% | 401,016 | 482,661 | |
| TP - Sociedade Térmica, SA | Porto | 50.00% | 50.00% | 50.00% | 50.00% | 9,944,404 | 9,281,288 | |
| Total (Note 10) | 19,907,300 | 18,985,662 |
1) Companies owned by Choice Car SGPS, SA
Nil balances shown result from the reduction to acquisition cost of amounts determined by the equity method, except for figures relating to subsidiaries of Choice Car SGPS SA identified in 1) above which are included in the value of Choice Car SGPS SA.
Sonae Capital, SGPS, SA
As at 30 June 2008 and 31 December 2007, aggregate values of main financial indicators of associated and jointly controlled companies can be analysed as follows:
| 30.June.2008 | 31.December.2007 | |
|---|---|---|
| Total Assets | 1,248,507,934 | 1,242,669,996 |
| Total Liabilities | 1,146,966,537 | 1,139,976,914 |
| 30.June.2008 | 30.June.2007 | |
| Income | 140,693,374 | 98,365,340 |
| Expenses | 148,768,637 | 97,282,186 |
Group companies, jointly controlled companies and associated companies excluded from consolidation, their head offices, percentage of share capital held by the Group and book value as at 30 June 2008 and 31 December 2007 are made up as follows:
| Percentage of capital held | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| 30.June.2008 | 31.December.2007 | Book Value | |||||||
| COMPANY | Reason for | exclusion Head Office | Direct | Total | Direct | Total | 30.June.2008 | 31.December.2007 | |
| Tourism | |||||||||
| Delphinus – Soc. de Tur. e Div. de Tróia, SA |
a) | Grândola | 79.00% | 79.00% | 79.00% | 79.00% | - | - | |
| 1) | Fun International Entertainement, SA | a) | Porto | - | - | 50.00% | 50.00% | - | - |
| Infratroia – Emp. de Infraest. de Troia, E.N. |
a) | Grândola | 25.90% | 25.90% | 25.90% | 25.90% | 64,747 | 64,747 | |
| Spidouro S.P.E.I. Douro e Trás-os Montes, SA |
Vila Real | 8.30% | 8.30% | 8.30% | 8.30% | - | - | ||
| Star-Viagens e Turismo, SA | Lisbon | 10.00% | 10.00% | 10.00% | 10.00% | 1,550,976 | 1,550,976 | ||
| Spred | |||||||||
| 2) | Arbiworld BV | Porto | 100.00% | 100.00% | 100.00% | 100.00% | 9,988,577 | 9,988,577 | |
| Net, SA | Lisbon | 2.80% | 2.80% | 2.80% | 2.80% | 11,132 | 11,132 | ||
| Sear - Sociedade Europeia de Arroz, SA | Santiago do Cacém | 15.00% | 15.00% | 15.00% | 15.00% | 150,031 | 150,031 | ||
| 3) | Sonae Indústria, SGPS, SA | Maia | 6.80% | 6.80% | 6.80% | 6.80% | 24,661,502 | 63,320,071 | |
| Real Change FCR - Fundo | Porto | 13.33% | 13.33% | 13.33% | 13.33% | 1,800,000 | 1,800,000 | ||
| Fundo de Capital de Risco F-HITEC | Lisbon | 7.14% | 7.14% | - | - | 37,500 | - | ||
| Another investments | 515,684 | 300,739 | |||||||
| Total (Note 10) | 38,780,149 | 77,186,273 |
a) Group company, jointly controlled company or associated company for which, at the date of the issuance of these financial statements, complete financial information was not available.
1) Sale, in 2007, of the entire shareholding.
2) Company acquired in 2007, in relation to which call and put options exist, and as such was excluded from consolidation.
3) Investment measured at fair value.
Nil balances shown above result from deduction of impairment losses from related investments (Note 10).
Main changes to the consolidation perimeter over the six month period ended 30 June 2008 are as follows:
| Percentage of capital held 30.June.2008 |
|||||
|---|---|---|---|---|---|
| COMPANY | Head Office | Direct | Total | ||
| Tourism | |||||
| Troia Market, SA | Grândola | 100.00% | 100.00% | ||
| Spred | |||||
| 1) | Elmo SGPS, SA | Maia | 60.00% | 60.00% | |
| Integrum-Edificios Sustentáveis, SA | Maia | 100.00% | 100.00% | ||
| 1) | Leroy Gabon, SA | Libreville(Gabon) | 99.99% | 59.99% | |
| 1) | Placage d'Okoumé du Gabon, SA | Libreville(Gabon) | 99.88% | 59.93% | |
| 1) | Plysorol, SAS | Niort (France) | 100.00% | 60.00% |
1) Elmo SGPS, SA and its subsidiaries were included on consolidation as a result of regaining control of these companies as announced on 5 May 2008 and was referred to the 30 June 2008 due to financial information not being available at a date closer to that of the announcement. Hence the Consolidated Income Statements and the Consolidated Statements of Cash Flows were not affected by the inclusion of ELMO and its subsidiaries.
The impact of these companies on the consolidated financial statements as at 30 June 2008 was as follows:
| 30.June.2008 | |
|---|---|
| Net assets | |
| Tangible and intangible assets | 29,857,168 |
| Other assets | 55,889,820 |
| Cash and cash equivalents | 2,001,071 |
| Loans | (13,951,858) |
| Other liabilities | (89,525,340) |
| (15,729,139) | |
The disposal occurred in the six months ended 30 June 2008 was as follows:
| Percentage of capital held | ||||
|---|---|---|---|---|
| on the day of sale | ||||
| COMPANY | Head Office | Direct | Total | |
| Spred | ||||
| Contacto - Sociedade de Construções, SA | Porto | 100.00% | 100.00% |
Net assets of the company sold on the date of the disposal are as follows:
| 31.December.2007 | |
|---|---|
| Net assets disposed of | |
| Tangible and intangible assets | 283,817 |
| Other assets | 102,717,889 |
| Cash and cash equivalents | 378,941 |
| Loans | - |
| Other liabilities | (69,521,129) |
| 33,859,518 | |
| Goodwill (Note 9) | 1,278,898 |
| 35,138,416 | |
| Gain/(loss) on sale | 46,361,584 |
| Sales price | 81,500,000 |
| Cash received | 81,500,000 |
| Amounts receivable | - |
| 81,500,000 | |
| Net cash inflow arising from the disposal | |
| Cash consideration received | 81,500,000 |
| Cash and cash equivalents disposed of | (378,941) |
| 81,121,059 |
This company has been excluded from consolidation from 1 January 2008 onwards.
During the six months period ended 30 June 2008, movements in Tangible and Intangible 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 cost: | |||||
| Opening balance as at 1 January 2008 | 243,070,156 | 73,812,265 | 4,358,727 | 78,619,871 | 399,861,019 |
| Changes in consolidation perimeter (Plysorol Group) | 25,639,505 | 51,359,924 | 7,402,162 | 662,438 | 85,064,029 |
| Other changes in consolidation perimeter | (546,763) | (5,372,295) | (468,783) | (333,387) | (6,721,228) |
| Capital expenditure | 14,225,576 | 291,971 | 19,350 | 30,802,698 | 45,339,595 |
| Disposals | (1,109,794) | (2,463,194) | (105,024) | (1,585,912) | (5,263,924) |
| Exchange rate effect | 10,765 | 1,399 | 1,491 | 13,655 | |
| Transfers | (10,804,099) | 522,089 | (143,228) | 8,598,480 | (1,826,758) |
| Closing balance as at 30 June 2008 | 270,485,346 | 118,152,159 | 11,064,695 | 116,764,188 | 516,466,388 |
| Accumulated depreciation and impairment losses: | |||||
| Opening balance as at 1 January 2008 | 34,337,745 | 33,438,181 | 3,055,187 | - | 70,831,113 |
| Changes in consolidation perimeter (Plysorol Group) | 16,096,764 | 34,614,062 | 5,440,251 | 56,151,077 | |
| Other changes in consolidation perimeter | (109,841) | (5,122,628) | (454,546) | - | (5,687,015) |
| Depreciation and impairment losses in the period | 1,825,048 | 2,033,867 | 146,676 | - | 4,005,591 |
| Disposals | (302,562) | (1,850,710) | (103,739) | - | (2,257,011) |
| Exchange rate effect | 1,712 | 988 | 935 | - | 3,635 |
| Transfers | 55,819 | (4,112,125) | (258,936) | (4,315,242) | |
| Closing balance as at 30 June 2008 | 51,904,685 | 59,001,635 | 7,825,828 | - | 118,732,148 |
| Carrying amount as at 30 June 2008 | 218,580,661 | 59,150,524 | 3,238,867 | 116,764,188 | 397,734,240 |
| Troia | 47,561,395 |
|---|---|
| Aparthotel Aqualuz refurbishment | 3,818,732 |
| Ferry boat construction | 25,160,942 |
| Troia Marina | 6,912,274 |
| Boavista refurbishment | 2,111,522 |
| Hotels refurbishment at Tróia | 13,424,448 |
| Construction underway at Maia | 16,493,867 |
| Others | 1,281,008 |
| 116,764,188 |
| Inangible assets | ||||||
|---|---|---|---|---|---|---|
| Intangible | Total | |||||
| Patents and other | Others | assets | Intangible | |||
| similar rights | in progress | Assets | ||||
| Gross cost: | ||||||
| Opening balance as at 1 January 2008 | 691,162 | 2,495,880 | 57,341 | 3,244,383 | ||
| Changes in consolidation perimeter (Plysorol Group) | 7,070,848 | 7,070,848 | ||||
| Other changes in consolidation perimeter | (8,557) | - | - | (8,557) | ||
| Capital expenditure | 106,130 | 5,880 | 102,757 | 214,767 | ||
| Disposals | (24,362) | (52,045) | (12,735) | (89,142) | ||
| Exchange rate effect | - | - | - | - | ||
| Transfers | 12,638 | 74,785 | (30,949) | 56,474 | ||
| Closing balance as at 30 June 2008 | 7,847,859 | 2,524,500 | 116,414 | 10,488,773 | ||
| Accumulated depreciation and impairment losses: | ||||||
| Opening balance as at 1 January 2008 | 386,648 | 2,045,641 | - | 2,432,289 | ||
| Changes in consolidation perimeter (Plysorol Group) | 6,135,009 | - | 6,135,009 | |||
| Other changes in consolidation perimeter | - | - | - | - | ||
| Depreciation and impairment losses in the period | 27,888 | 102,917 | - | 130,805 | ||
| Disposals | (24,362) | (45,317) | - | (69,679) | ||
| Exchange rate effect | - | - | ||||
| Transfers | (56) | 37,912 | - | 37,856 | ||
| Closing balance as at 30 June 2008 | 6,525,127 | 2,141,153 | - | 8,666,280 | ||
| Carrying amount as at 30 June 2008 | 1,322,732 | 383,347 | 116,414 | 1,822,493 |
During the six months period ended 30 June 2008, movements in goodwill, as well as in corresponding impairment losses, are as follows:
| 30.June.2008 | |
|---|---|
| Gross Value: | |
| Opening balance | 65,098,050 |
| Decreases by disposals of companies (Note 7) | (1,278,898) |
| Decreases of percentage held | (790,804) |
| Closing balance | 63,028,348 |
| Accumulated impairment losses: | |
| Opening balance | 1,301,596 |
| Increases | - |
| Decreases | - |
| Closing balance | 1,301,596 |
| Carrying amount | 61,726,752 |
As at 30 June 2008, this caption is made up as follows:
| 30.June.2008 | |||
|---|---|---|---|
| Non Current | Current | ||
| Investment in associated companies | |||
| Opening balance as at 1 January | 17,121,634 | - | |
| Acquisitions in the period | 198,000 | - | |
| Disposals in the period | - | - | |
| Equity method effect | (2,614,532) | - | |
| Transfers | 3,338,170 | - | |
| Closing balance as at 30 June | 18,043,272 | - | |
| Goodwill transferred to Investments | 1,864,028 | - | |
| Accumulated impairment losses (Note 22) | - | - | |
| Investment in associated companies (Note 5) | 19,907,300 | - | |
| Investments in group companies, jointly controlled companies | |||
| or associated companies excluded from consolidation | |||
| Opening balance as at 1 January | 9,631,930 | - | |
| Acquisitions in the period | - | - | |
| Disposals in the period | - | - | |
| Transfers | - | - | |
| Closing balance as at 30 June | 9,631,930 | - | |
| Accumulated impairment losses (Note 22) | (7,707,938) | - | |
| 1,923,992 | - | ||
| Investments held for sale | |||
| Fair value (net of impairment losses) as at 1 January | 75,262,281 | - | |
| Acquisitions in the period | 37,500 | - | |
| Disposals in the period | - | - | |
| Increase/(Decrease) in fair value | (38,658,569) | - | |
| Transfers | (29) | - | |
| Fair value (net of impairment losses) as at 30 June | 214,974 | - | |
| 36,856,157 | - | ||
| Other investiments (Note 6) | 38,780,149 | - | |
| 58,687,449 | - |
Investments held for sale are disclosed above, net of accumulated impairment losses (Note 22) amounting to 424,327 euro.
The use of the equity method had the following impacts: -1,898,238 euro are recorded in Share of results of associated undertakings and -716,294 euro are recorded as Other changes in Reserves.
As at 30 June 2008 and 31 December 2007, Other non-current assets are detailed as follows:
| 30.June.2008 | 31.December.2007 | |
|---|---|---|
| Loans granted to related parties | ||
| Norscut - Concessionária de Scut Interior Norte, SA | 14,069,052 | 14,069,052 |
| Andar - Sociedade Imobiliária, SA | - | 3,338,173 |
| Others | 300,604 | 289,989 |
| 14,369,656 | 17,697,214 | |
| Impairment losses (Note 22) | (270,489) | (270,489) |
| 14,099,167 | 17,426,725 |
| Assets arising from the sale of financial investments | 4,921,250 | 5,510,000 |
|---|---|---|
| Others | 1,145,284 | 1,899,477 |
| 6,066,534 | 7,409,477 | |
| Impairment losses (Note 22) | (4,174,749) | (520,351) |
| 1,891,785 | 6,889,126 | |
| Taxes Recoverable | - | 2,781 |
| Other non-current assets | 15,990,952 | 24,318,632 |
As at 30 June 2008 and 31 December 2007, Trade debtors and other current assets are detailed as follows:
| 30.June.2008 | 31.December.2007 | |
|---|---|---|
| 45,786,180 | 56,040,609 | |
| Trade accounts receivable | ||
| Taxes recoverable | 13,506,645 | 19,444,523 |
| Loans granted to related parties | ||
| Sit B3 | 2,559,886 | 2,485,702 |
| Others | 35,262 | 6,090 |
| 2,595,148 | 2,491,792 | |
| Other current assets | ||
| Trade suppliers - debit balances | 1,519,285 | 1,446,131 |
| Other debtors | 12,294,118 | 9,762,822 |
| Accounts receivable from the sale of investments | 34,145,089 | 35,056,077 |
| Accounts receivable from the sale of tangible assets | 738,279 | 15,348 |
| Income related with construction contracts | - | 1,790,984 |
| Indemnities receivable | 716,088 | 135,205 |
| Interest receivable | 255,034 | 231,105 |
| Deferred costs - Rents | 5,234,318 | 3,576,303 |
| Deferred costs - External supplies and services | 1,286,541 | 1,862,601 |
| Other current assets | 56,188,752 | 53,876,576 |
| 118,076,725 | 131,853,500 | |
| Accumulated impairment losses (Note 22) | (31,781,291) | (30,929,154) |
| Changes in consolidation perimeter (Plysorol Group) | 32,638,395 | - |
| Trade Debtors and Other Current Assets | 118,933,829 | 100,924,346 |
In "Accounts receivable from the sale of investments" as at 30 June 2008 and 31 December 2007, most significant values are related to the debt on the sale of Grano Salis in 2006 (11,532,035 euro) and on the sale of Elmo, SGPS, SA in 2007 (19,794,479 euro), the latter subject to an impairment loss (Note 22).
Deferred tax assets and liabilities as at 30 June 2008 and 31 December 2007 can be detailed as follows, split between the different types of temporary differences:
| Deferred tax assets | Deferred tax liabilities | |||
|---|---|---|---|---|
| 30.June.2008 | 31.December.2007 | 30.June.2008 | 31.December.2007 | |
| Harmonisation adjusments | - | - | 38 | 49 |
| Provisions and impairment losses | - | 203,180 | - | 5,219,288 |
| Write off of tangible and intangible assets | 2,090,498 | 2,174,715 | 1,511,184 | 1,510,830 |
| Revaluation of tangible assets | - | - | 786,073 | 795,849 |
| Tax losses carried forward | 12,924,456 | 11,589,253 | - | - |
| Others | 621,924 | 353,772 | 354 | |
| 15,636,878 | 14,320,920 | 2,297,295 | 7,526,370 |
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 2008 and 31 December 2007, and using exchange rates effective at that time, tax losses carried forward can be summarised as follows:
| 30.June.2008 | 31.December.2007 | |||||
|---|---|---|---|---|---|---|
| Tax losses carried forward |
Deferred tax assets | Time limit | Tax losses carried forward |
Deferred tax assets | Time limit | |
| With limited time use | ||||||
| Generated in 2002 | 139,761 | 34,940 | 2008 | 1,209,557 | 302,389 | 2008 |
| Generated in 2003 | 7,639,236 | 1,909,809 | 2009 | 9,126,348 | 2,281,587 | 2009 |
| Generated in 2004 | 6,361,020 | 1,590,255 | 2010 | 6,627,219 | 1,656,805 | 2010 |
| Generated in 2005 | 7,025,797 | 1,756,450 | 2011 | 7,025,798 | 1,756,449 | 2011 |
| Generated in 2006 | 11,702,529 | 2,925,632 | 2012 | 11,702,529 | 2,925,632 | 2012 |
| Generated in 2007 | 6,273,301 | 1,568,325 | 2013 | 8,743,671 | 2,185,919 | 2013 |
| Generated in 2008 | 10,634,715 | 2,658,572 | 2014 | - | - | |
| 49,776,359 | 12,443,983 | 44,435,122 | 11,108,780 | |||
| With a time limit different from the above | ||||||
| mentioned | 1,453,780 | 480,473 | 1,453,780 | 480,473 | ||
| 1,453,780 | 480,473 | 1,453,780 | 480,473 | |||
| 51,230,139 | 12,924,456 | 45,888,902 | 11,589,253 |
As at 30 June 2008 and 31 December 2007, 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 recorded to the extent that future profits will arise which may be offset against available tax losses or against deductible temporary differences.
As at 30 June 2008 tax losses carried forward, amounting to 119,316,618 euro have not originated deferred tax assets for prudential reasons. These may be summarised as follows:
| 30.June.2008 | 31.December.2007 | ||||||
|---|---|---|---|---|---|---|---|
| Tax losses carried forward |
Deferred tax assets | Time limit | Tax losses carried forward |
Deferred tax assets | Time limit | ||
| With limited time use | |||||||
| Generated in 2002 | 27,840,355 | 6,960,089 | 2008 | 36,487,545 | 9,121,887 | 2008 | |
| Generated in 2003 | 10,799,367 | 2,699,841 | 2009 | 13,379,146 | 3,344,787 | 2009 | |
| Generated in 2004 | 3,538,114 | 884,530 | 2010 | 5,065,719 | 1,266,430 | 2010 | |
| Generated in 2005 | 8,845,783 | 2,211,447 | 2011 | 7,726,020 | 1,931,505 | 2011 | |
| Generated in 2006 | 14,026,195 | 3,506,550 | 2012 | 13,437,053 | 3,359,264 | 2012 | |
| Generated in 2007 | 23,184,045 | 5,796,011 | 2013 | 22,867,073 | 5,716,767 | 2013 | |
| Generated in 2008 | 14,645,136 | 3,661,285 | 2014 | - | - | ||
| 102,878,995 | 25,719,753 | 98,962,556 | 24,740,640 | ||||
| Without limited time use | 4,028,000 | 1,342,532 | 4,849,357 | 1,616,291 | |||
| With a time limit different from the above mentioned |
12,409,623 | 3,609,624 | 11,525,185 | 3,403,077 | |||
| 16,437,623 | 4,952,156 | 16,374,542 | 5,019,368 | ||||
| 119,316,618 | 30,671,909 | 115,337,098 | 29,760,008 |
As at 30 June 2008 and 31 December 2007, Cash and cash equivalents can be detailed as follows:
| 30.June.2008 | 31.December.2007 | |
|---|---|---|
| Cash at hand | 208,027 | 183,580 |
| Bank deposits | 17,694,474 | 43,040,144 |
| Treasury applications | 701,306 | 1,110,117 |
| 18,603,807 | 44,333,841 | |
| Bank overdrafts | (2,294,761) | (2,950,698) |
| Cash and cash equivalents in the statement of cash flows | 16,309,046 | 41,383,143 |
| Cash and cash equivalents | 18,603,807 | 44,333,841 |
| Cash and cash equivalents - Changes in perimeter (Plysorol Group) | 1,949,364 | - |
| Cash and cash equivalents in the balance sheet | 20,553,171 | 44,333,841 |
| Bank overdrafts | (2,294,761) | (2,950,698) |
| Bank overdrafts - Changes in perimeter (Plysorol Group) | (11,901,962) | - |
| Bank overdrafts (Note 17) | (14,196,723) | (2,950,698) |
Bank overdrafts are disclosed in the balance sheet under current Bank loans.
The share capital of Sonae Capital, SGPS, SA is represented by 250,000,000 ordinary shares, which do not have the right to a fixed remuneration, with a nominal value of 1 euro each.
The demerger originated a reserve in the amount of 132,638,253 euro, which has a treatment similar to that of a Legal Reserve. According to Company Law, it cannot be distributed to shareholders, unless the company is liquidated, but can be used to make good prior year losses, once other reserves have been used fully, or for capital increases.
Movements in minority interests in the periods ended 30 June 2008 and 31 December 2007 are as follows:
| 30.June.2008 | 31.December.2007 | |
|---|---|---|
| Opening balance as at 1 January | 36,758,832 | 18,876,352 |
| Acquisitions with increase in percentage ownership | - | 17,108,025 |
| Disposal of companies (Note 7) | 16,318 | (22,328) |
| Changes resulting from currency translation | 4,385,829 | - |
| Changes in percentage ownership from disposal of companies | (6,343,141) | - |
| Others | 215,802 | (57,033) |
| Profit for the period attributable to minority interests | 549,361 | 853,816 |
| Closing balance | 35,583,001 | 36,758,832 |
As at 30 June 2008 and 31 December 2007, Borrowings are made up as follows:
| 30.June.2008 | 31.December.2007 | |||||||
|---|---|---|---|---|---|---|---|---|
| Outstanding amount | Outstanding amount | |||||||
| Amount limit | Current | Non Current | Amount limit | Current | Non Current | Repayable on | ||
| Bank Loans | ||||||||
| Sonae Capital SGPS - commercial paper | 30,000,000 | $\sim$ | 30,000,000 | Mar/2013 | ||||
| a) d) Sonae Turismo - commercial paper | 110,000,000 | ٠ | 110,000,000 | 109,999,989 | Aug/2009 | |||
| b) | SC, SGPS - commercial paper | 110,000,000 | ٠ | 83,799,992 | Aug/2009 | |||
| e) | Praedium SGPS - commercial paper | ÷ | 7,500,000 | 1,250,000 | $\overline{\phantom{a}}$ | Aug/2008 | ||
| c) | Imoferro | 6,983,171 | 122,295 | 6,529,175 | May/2027 | |||
| Invesaúde | 1,250,000 | 500,000 | 750,000 | 2,000,000 | 250,000 | 1,250,000 | Aug/2010 | |
| d) | SC-Insurance and Risk Services-commercial paper | ÷. | ÷, | 1,977,175 | 1,977,175 | $\sim$ | Feb/2008 | |
| Selfrio Engenharia - commercial paper | 5,600,000 | 550,000 | 4,200,000 | 3,850,000 | 1,068,750 | 2,781,250 | May/2012 | |
| Others | 368,629 | 2,233,983 | 93,474 | 2,150,000 | ||||
| 1,418,629 | 120,983,975 | 4,761,694 | 122,710,414 | |||||
| Bank overdrafts (Note 14) | 14,196,723 | 2,952,348 | ||||||
| Bank Loans | 15,615,352 | 120,983,975 | 7,714,042 | 122,710,414 | ||||
| Bonds | ||||||||
| Bonds Sonae Capital 2007/2012 | 20,000,000 | 20,000,000 | Dec/2012 | |||||
| Bonds Sonae Capital 2007/2012 | 30,000,000 | 30,000,000 | Dec/2012 | |||||
| d) | Bonds SC-Insurance | $\overline{\phantom{a}}$ | 15,000,000 | |||||
| Bonds SC, SGPS, S.A. 2008/2018 | ÷ | 50,000,000 | Mar/2018 | |||||
| Amortised cost for bank loans and bonds | ä, | $-1,007,277$ | $\sim$ | $-234,000$ | ||||
| Bonds | ä, | 98,992,723 | 15,000,000 | 49,766,000 | ||||
| Other loans | 176,635 | 250,577 | ||||||
| Obligations under finance leases | 1,918,408 | 17,750,004 | 1,860,326 | 18,726,595 | ||||
| 17,533,760 | 237,726,702 | 24,751,003 | 191,453,586 |
a) SC, SGPS, SA is a co-guarantor in this loans.
b) Sonae Turismo SGPS, SA is a co-guarantor in this loan.
c) This loan was guaranteed by mortgages of properties held by this affiliated company and has been repaid on 9 May 2008.
d) These loans were fully repaid in January and February 2008
e) This loan was repaid on 20 June 2008, before its maturity rate.
Sonae Capital SGPS - 2007/2012 Bonds 1st issue in the amount of 20,000,000 euro, with a 5 year maturity, and a sole reimbursement on 31 December 2012, except if the reimbursement is anticipated, fully or partially, which can happen on 31 December 2010.
Sonae Capital SGPS - 2007/2012 Bonds 2nd issue in the amount of 30,000,000 euro, with a 5 year maturity, and a sole reimbursement on 31 December 2012.
SC, SGPS, SA -2008/2018 Bonds in the amount of 50,000,000 euro, with a 10 year maturity, and a sole reimbursement on 3 March 2018, except if the reimbursement is anticipated, fully or partially, which can happen on 3 March 2016.
These bond loans bear interest every six months at 6 months Euribor interest rates plus spreads that range between 0.50% and 0.95%.
| 30.June.2008 | 31.December.2007 | |||
|---|---|---|---|---|
| Capital | Interest Capital |
Interest | ||
| N+1 a) | 17,533,760 | 13,307,848 | 24,751,003 | 5,130,659 |
| N+2 | 89,853,563 | 8,998,882 | 114,359,681 | 4,293,458 |
| N+3 | 23,689,237 | 8,029,775 | 24,155,400 | 4,071,652 |
| N+4 | 2,933,948 | 6,734,196 | 3,683,383 | 2,774,451 |
| N+5 | 60,881,679 | 5,713,981 | 31,732,355 | 2,596,855 |
| After N+5 | 61,375,551 | 16,783,105 | 17,756,767 | 6,532,429 |
| 256,267,738 | 59,567,786 | 216,438,590 | 25,399,505 |
a) Includes amounts drawn under commercial paper programmes.
The hedging instruments used by the Group as at 30 June 2008 were mainly "swaps" and interest rate options (cash flow hedges) contracted with the goal of hedging interest rate risks on loans in the amount of 50,000,000 euro, whose net fair value was 363,389 euro. As at 30 June 2008, all derivatives are hedging derivatives.
These interest rate hedging instruments are valued at fair value as at the balance sheet date, determined by valuations made by the Group using derivative valuation calculation schedules and external valuations when these schedules do not permit the valuation of certain instruments. The determination of fair value of these financial instruments is based, for swaps, on updating on the balance sheet date the future cash flows resulting from the difference between the fixed interest rate of the fixed leg of the derivative and the variable interest rate indexed to the variable leg of the derivative. For options, fair value is determined using the Black-Scholes model and its variants.
The risk cover principles generally used by the Group to contractually arrange hedging instruments are as follows:
The counterparts for derivatives are selected based on their financial strength and credit risk profile, with this profile being generally measured by a rating note attributed by rating agencies of recognised merit. The counterparts for derivatives are top level, highly prestigious financial institutions which are recognised nationally and internationally.
The fair value of derivatives is accounted in Investments held for trading, as follows:
| Assets | Liabilities | |||
|---|---|---|---|---|
| 30.June.2008 | 31.December.2007 | 30.June.2008 | 31.December.2007 | |
| Hedge accounting derivatives | ||||
| Interest rate | 363,389 | - | - | - |
| Other derivatives | - | - | - | - |
| 363,389 | - | - | - |
As at 30 June 2008 and 31 December 2007, Other non-current liabilities were made up as follows:
| 30.June.2008 | 31.December.2007 | |
|---|---|---|
| Loans and other amounts payable to related parties | ||
| Plaza Mayor Parque de Ocio, SA | 2,329,516 | 2,323,820 |
| Others | 705,701 | 617,000 |
| 3,035,217 | 2,940,820 | |
| Other creditors | ||
| Creditors in the restructuring process of Torralta | 30,141,462 | 30,141,462 |
| Guarantees of suppliers | - | 4,672,100 |
| Fixed assets suppliers | 1,362,500 | 1,387,500 |
| Others | 124,094 | 8,553 |
| 31,628,056 | 36,209,615 | |
| Variations of the perimeter (Group Plysorol) | ||
| Changes in perimeter | 36,828,598 | - |
| Elimination of intra-group | (5,260,000) | - |
| Other Non-Current Liabilities | 66,231,871 | 39,150,435 |
As at 30 June 2008 and 31 December 2007, "Other creditors" include 30,141,462 euro payable to creditors of an affiliated undertaking under the terms of a judicial restructuring process. The court decision dated 27 November 1997 (which confirms the terms approved in the creditors meeting of 23 September 1997) states that these credits will be payable 50 years from the date that the decision was confirmed (30 January 2003).
In 2007 and previous years, the Sonae Capital Group granted deferred performance bonuses to employees, based on shares of Sonae SGPS, SA to be acquired at nil cost, three years after they were attributed to the employee. In any case, the acquisition can be exercised during the period commencing on the third anniversary of the grant date and the end of that year. The company has the choice to settle in cash instead of shares. The option can only be exercised if the employee still works for the Sonae Capital Group on the vesting date. On 28 January 2008 existing liabilities based on Sonae, SGPS, SA's shares have been recalculated to reflect liabilities based on Sonae Capital, SGPS, SA's shares. Closing share prices as at that date were used in this recalculation.
As at 30 June 2008 and 31 December 2007 the market value of total liabilities arising from share-based payments, which have not yet vested, may be summarised as follows:
| Year of | Vesting | Number of | Fair Value | ||
|---|---|---|---|---|---|
| grant | year | participants | 30.June.2008 | 31.December.2007 | |
| Shares | |||||
| 2005 | 2008 | 0 | - | 573,543 | |
| 2006 | 2009 | 6 | 211,854 | 267,377 | |
| 2007 | 2010 | 5 | 140,550 | 218,103 | |
| 2008 | 2011 | 7 | 315,395 | - | |
| Total | 667,799 | 1,059,023 |
As at 30 June 2008 and 31 December 2007 the financial statements include the following amounts corresponding to the period elapsed between the date of granting and those dates for each deferred bonus plan, which have not yet vested:
| 30.June.2008 | 31.December.2007 | |
|---|---|---|
| Staff costs | -165,586 | 559,369 |
| Retained earnings | 464,971 | 265,126 |
| 299,385 | 824,495 | |
| Other liabilities | 299,385 | 824,495 |
| 299,385 | 824,495 |
As at 30 June 2008 and 31 December 2007, Trade accounts payable and Other current liabilities were made up as follows:
| 30.June.2008 | 31.December.2007 | |
|---|---|---|
| Trade creditors | 30,939,147 | 62,517,417 |
| Loans and other amounts payable to related parties | ||
| Others | 169,821 | - |
| 169,821 | - | |
| Other current liabilities | ||
| Fixed assets suppliers | 4,472,114 | 5,009,524 |
| Amounts received as down payments | 35,727,648 | 21,285,566 |
| Advances from customers | 1,595,430 | 1,333,157 |
| Other accounts payable | 11,179,335 | 3,598,684 |
| Taxes and contributions payable | 12,015,065 | 13,399,775 |
| Cost accruals related to construction works | 103,114 | 14,257,334 |
| Staff Costs | 6,784,488 | 6,809,301 |
| Interest payable | 1,030,891 | 712,251 |
| Amounts invoiced for works not yet completed | 4,545,204 | 3,686,414 |
| Other external supplies and services | 1,895,452 | 1,555,468 |
| Others | 6,891,666 | 6,074,683 |
| 86,240,407 | 77,722,157 | |
| Changes in consolidation perimeter (Group Plysorol) | 48,230,924 | - |
| Suppliers and other current liabilities | 165,580,299 | 140,239,574 |
Movements in Provisions and impairment losses over the six months period ended 30 June 2008 are as follows:
| Balance as at | Change of perimeter | Balance as at | |||
|---|---|---|---|---|---|
| Captions | 31.December.07 | Increases | Decreases | (Plysorol Group) | 31.June.2008 |
| Accumulated impairment losses on investments (Note 10) | 28,720,049 | - | - | (20,587,784) | 8,132,265 |
| Accumulated impairment losses on other non-current assets (Note 11) | 790,840 | 3,654,398 | - | - | 4,445,238 |
| Accumulated impairment losses on trade accounts receivable and on other current debtors (Note 12) | 30,929,153 | 1,730,451 | (987,003) | 108,690 | 31,781,291 |
| Accumulated impairment losses on stocks | 7,474,353 | 221,131 | (5,803) | 1,026,857 | 8,716,538 |
| Non-current provisions | 16,654,464 | 10,380 | (7,859,428) | 4,504,609 | 13,310,025 |
| Current provisions | 3,815,464 | - | (2,632,963) | 240,691 | 1,423,192 |
| 88,384,323 | 5,616,360 | (11,485,197) | (14,706,937) | 67,808,549 |
As at 30 June 2008 and 31 December 2007, Provisions can be analysed as follows:
| 30.June.2008 | 31.December.2007 | |
|---|---|---|
| Guarantees on construction works given to clients | - | 4,697,502 |
| Judicial claims | 4,514,209 | 3,954,369 |
| Others | 10,219,008 | 11,818,057 |
| 14,733,217 | 20,469,928 |
Impairment losses are deducted from the book value of the corresponding asset.
As at 30 June 2008 and 31 December 2007, Contingent assets and liabilities were made up as follows:
| 30.June.2008 | 31.December.2007 | |
|---|---|---|
| Guarantees given: | ||
| on tax claims | 5,620,782 | 5,845,298 |
| on judicial claims | 308,826 | 2,696,996 |
| on municipal claims | 5,729,053 | 5,887,208 |
| others | 59,544,767 | 74,799,709 |
Others include the following guarantees:
5,295,150 euro (22,730,724 euro as at 31 December 2007) of guarantees on construction works given to clients;
38,124,560 euro as at 30 June 2008 and as at 31 December 2007 of guarantees given concerning building permits in the tourism business;
186,153 euro as at 30 June 2008 and as at 31 December 2007 of guarantees given for the construction of ferry boats;
12,000,000 euro as at 30 June 2008 and as at 31 December 2007 of guarantees given on the sale of the shareholding in Granosalis, SGPS, SA.
Balances and transactions with related parties are detailed as follows:
| Sales and services rendered | Purchases and services obtained | |||
|---|---|---|---|---|
| Transactions | 30.June.2008 | 30.June.2007 | 30.June.2008 | 30.June.2007 |
| Parent company and group companies excluded from consolidation (a) |
155,661 | 811,046 | 188,926 | 791,012 |
| Associated companies | 128,504 | 142,747 | 546,690 | 636,642 |
| Other partners in Group companies | 32,481,510 | 29,870,912 | 3,530,467 | 3,828,306 |
| 32,765,675 | 30,824,705 | 4,266,083 | 5,255,960 | |
| Interest income | Interest expenses | |||
| Transactions | 30.June.2008 | 30.June.2007 | 30.June.2008 | 30.June.2007 |
| Parent company and group companies excluded from consolidation (a) |
- | 1,152,465 | - | 43,422 |
| Associated companies | 660,484 | 3,863 | - | - |
| Other partners in Group companies | 18,059 | 765,731 | 79,010 | 3,824,399 |
| 678,543 | 1,922,059 | 79,010 | 3,867,821 | |
| Accounts receivable | Accounts payable | |||
| Balances | 30.June.2008 | 31.December.2007 | 30.June.2008 | 31.December.2007 |
| Parent company and group companies excluded from consolidation (a) |
32,956 | 98,684 | 74,287 | 469,379 |
| Associated companies | 1,086,445 | 393,405 | 253,887 | 94,440 |
| Other partners in Group companies | 16,228,489 | 32,520,201 | 4,345,203 | 4,117,245 |
| 17,347,890 | 33,012,290 | 4,673,377 | 4,681,064 | |
| Loans | ||||
| Obtained | Granted | |||
| Balances | 30.June.2008 | 31.December.2007 | 30.June.2008 | 31.December.2007 |
| Parent company and group companies excluded from consolidation (a) |
- | - | - | - |
| Associated companies | - | - | 14,069,052 | 17,407,225 |
Other partners in Group companies 2,329,516 2,340,818 - -
(a) The parent company is Efanor Investimentos, SGPS, SA; balances and transactions with Sonae, SGPS, SA and with Sonae Indústria, SGPS, SA are included under Other partners in Group companies.
2,329,516 2,340,818 14,069,052 17,407,225
As at 30 June 2008 and 2007, Taxation is made up as follows:
| 30.June.2008 | 30.June.2007 | |
|---|---|---|
| Current tax | 2,243,282 | 1,806,875 |
| Deferred tax | (1,520,077) | (5,214,727) |
| 723,205 | (3,407,852) |
As at 30 June 2008 and 2007, the reconciliation of consolidated net profit can be analysed as follows:
| 30.June.2008 | 30.June.2007 | ||
|---|---|---|---|
| Aggregate net profit | 96,935,167 | 20,595,964 | |
| Harmonisation adjustments | (19,516,795) | (7,419,172) | |
| Elimination of intragroup dividends | (40,464,917) | (5,567,434) | |
| Share of results of associated undertakings | (1,898,238) | (1,429,299) | |
| Elimination of intragroup capital gains and losses | (1,148,091) | (4,149,789) | |
| Elimination of intragroup provisions | (3,037,000) | (1,430,000) | |
| Consolidation adjustments to gains/(losses) on sales of investments |
2,450,135 | (973,503) | |
| Others | (15,135) | (1,064,485) | |
| Consolidated net profit for the year | 33,305,126 | (1,437,718) |
Earnings per share for the periods ended 30 June 2008 and 2007 were calculated taking into consideration the following amounts:
| 30.June.2008 | 30.June.2007 | |
|---|---|---|
| Total | Total | |
| Net profit | ||
| Net profit taken into consideration to calculate basic earnings per share (Net profit for the period ) |
32,755,765 | -1,326,247 |
| Effect of dilutive potential shares | - | - |
| Interest related to convertible bonds (net of tax) | - | - |
| Net profit taken into consideration to calculate diluted earnings per share |
32,755,765 | (1,326,247) |
| Number of shares | ||
| Weighted average number of shares used to calculated basic earnings per share |
250,000,000 | 250,000,000 |
| Effect of dilutive potential ordinary shares from convertible bonds |
- | - |
| Weighted average number of shares used to calculated diluted earnings per share |
250,000,000 | 250,000,000 |
| Earnings per share (basic and diluted) | 0.131023 | (0.005305) |
There are no convertible instruments included in Sonae Capital, SGPS, SA's shares, hence there is no dilutive effect.
As at 30 June 2008 and 2007, the following were identified as primary business segments:
No secondary business segments were disclosed since Group activities are almost all carried out in Portugal. Foreign activities are not significant enough to justify disclosure of a different geographical segment.
The contribution of the business segments to the income statement for the periods ended on 30 June 2008 and 2007 can be detailed as follows:
| 30.June.2008 | |||||
|---|---|---|---|---|---|
| Tourism | Spred | Holding | Consolidation Adjustments |
Total | |
| Operational income | |||||
| Sales | 2,589,269 | 37,542,399 | - | - | 40,131,668 |
| Services rendered | 20,600,993 | 31,973,276 | 90,444 | - | 52,664,713 |
| Other operational income | 1,655,649 | 914,277 | 80,843 | - | 2,650,769 |
| 24,845,911 | 70,429,952 | 171,287 | - | 95,447,150 | |
| Inter-segment income | 675,981 | 125,671 | 70,432 | (872,084) | - |
| 25,521,892 | 70,555,623 | 241,719 | (872,084) | 95,447,150 | |
| Operational cash-flow (EBITDA) | (3,118,848) | 3,747,346 | (2,111,698) | - | (1,483,199) |
| Depreciation and amortisation | (3,642,454) | (482,836) | (11,106) | - | (4,136,396) |
| Provisions and impairment losses | (2,569,992) | (329,538) | - | - | (2,899,530) |
| Reversal of provisions and impairment losses 1 | 727,562 | 3,229 | 50,000 | - | 780,791 |
| Operational profit (EBIT) | (8,603,732) | 2,938,201 | (2,072,804) | - | (7,738,334) |
| Net financial expenses | (11,663,311) | (235,690) | 6,672,191 | - | (5,226,810) |
| Share of results of associated undertakings | - | - | - | (1,898,238) | (1,898,238) |
| Investment income | (235,834) | 46,461,438 | 2,666,108 | - | 48,891,713 |
| Profit before taxation | (20,502,877) | 49,163,949 | 7,265,496 | (1,898,238) | 34,028,331 |
| Taxation | 793,959 | (1,303,272) | (213,891) | - | (723,205) |
| Net profit for the period | (19,708,918) | 47,860,677 | 7,051,604 | (1,898,238) | 33,305,126 |
| - attributable to equity holders of Sonae |
| 30.June.2007 | |||||
|---|---|---|---|---|---|
| Tourism | Spred | Holding | Consolidation Adjustments |
Total | |
| Operational income | |||||
| Sales | 1,516,887 | 35,083,111 | - | - | 36,599,997 |
| Services rendered | 18,878,089 | 30,438,673 | 527,879 | - | 49,844,640 |
| Other operational income | 703,690 | 1,574,675 | 133,293 | - | 2,411,658 |
| 21,098,665 | 67,096,458 | 661,172 | - | 88,856,295 | |
| Inter-segment income | 777,168 | 91,684 | 99,450 | (968,303) | - |
| 21,875,834 | 67,188,143 | 760,622 | (968,303) | 88,856,295 | |
| Operational cash-flow (EBITDA) | (2,520,191) | 3,669,747 | (1,019,164) | 231 | 130,624 |
| Depreciation and amortisation | (2,946,726) | (479,154) | (50,000) | - | (3,475,879) |
| Provisions and impairment losses | (102,372) | (98,443) | - | - | (200,814) |
| Reversal of provisions and impairment losses 1 | 80,550 | 114,482 | 50,000 | - | 245,032 |
| Operational profit (EBIT) | (5,488,738) | 3,206,633 | (1,019,164) | 231 | (3,301,037) |
| Net financial expenses | (8,474,493) | (361,318) | 4,305,989 | 7,533 | (4,522,289) |
| Share of results of associated undertakings | - | - | - | (993,675) | (993,675) |
| Investment income | (1,198,577) | 4,494,697 | 8,028,018 | (7,352,707) | 3,971,431 |
| Profit before taxation | (15,161,808) | 7,340,012 | 11,314,843 | (8,338,618) | (4,845,570) |
| Taxation | 4,551,500 | (1,054,578) | (89,070) | - | 3,407,852 |
| Net profit for the period | (10,610,308) | 6,285,434 | 11,225,773 | (8,338,618) | (1,437,718) |
| - attributable to equity holders of Sonae | |||||
| - attributable to minority interests |
Amount included in the caption Other operational income but added back in the calculation of Operational Cash-flow (EBITDA).
The contribution of the business segments to the balance sheets as at 30 June 2008 and 31 December 2007 can be detailed as follows:
| 30.June.2008 | |||||
|---|---|---|---|---|---|
| Tourism | Spred | Holding | Consolidation Adjustments |
Total | |
| Fixed assets | |||||
| Tangible and Intangible | 340,736,159 | 58,780,878 | 39,696 | - | 399,556,733 |
| Goodwill | - | - | - | 61,726,752 | 61,726,752 |
| Investments | 5,914,485 | 11,588,750 | 60,769,882 | (19,585,668) | 58,687,449 |
| Deferred tax assets | 15,017,963 | 618,916 | - | - | 15,636,878 |
| Other assets | 213,743,214 | 171,029,917 | 492,948,240 | (554,323,679) | 323,397,692 |
| Cash, Cash Equivalents and Current Investments | 9,944,027 | 4,500,339 | 6,473,193 | - | 20,917,559 |
| Total assets | 585,355,848 | 246,518,800 | 560,231,011 | (512,182,595) | 879,923,063 |
| Non-current liabilities | |||||
| Borrowings | 3,264,176 | 21,669,811 | 212,792,715 | - | 237,726,702 |
| Deferred tax liabilities | 2,297,295 | - | - | - | 2,297,295 |
| Other non-current liabilities | 397,945,017 | 100,848,306 | 8,723,393 | (427,974,820) | 79,541,896 |
| Current liabilities | |||||
| Borrowings | 1,586,110 | 15,937,023 | 10,627 | - | 17,533,760 |
| Other current liabilities | 154,853,588 | 97,620,261 | 43,002,526 | (128,472,885) | 167,003,491 |
| Total liabilities | 559,946,186 | 236,075,401 | 264,529,261 | (556,447,705) | 504,103,144 |
| Capital expenditure | 42,666,617 | 2,863,090 | 24,652 | - | 45,554,359 |
| Gross Debt | 4,850,286 | 37,606,833 | 212,803,342 | - | 255,260,461 |
| Net Debt | (5,093,740) | 33,106,495 | 206,330,149 | - | 234,342,904 |
| 31.December.2007 | |||||
|---|---|---|---|---|---|
| Tourism | Spred | Holding | Consolidation Adjustments |
Total | |
| Fixed assets | |||||
| Tangible and Intangible | 302,435,989 | 26,830,791 | 575,220 | - | 329,842,000 |
| Goodwill | - | - | - | 63,796,454 | 63,796,454 |
| Investments | 2,451,539 | 10,571,412 | 99,803,510 | (16,654,526) | 96,171,935 |
| Deferred tax assets | 13,558,815 | 762,105 | - | - | 14,320,920 |
| Other assets | 197,350,492 | 262,464,964 | 323,309,310 | (514,392,126) | 268,732,640 |
| Cash, Cash Equivalents and Current Investments | 20,222,050 | 2,662,597 | 21,449,693 | - | 44,334,340 |
| Total assets | 536,018,885 | 303,291,869 | 445,137,733 | (467,250,198) | 817,198,289 |
| Non-current liabilities | |||||
| Borrowings | 120,455,895 | 21,231,691 | 49,766,000 | - | 191,453,586 |
| Deferred tax liabilities | 2,307,082 | 5,219,288 | - | - | 7,526,370 |
| Other non-current liabilities | 224,906,319 | 63,900,370 | 8,723,393 | (241,725,183) | 55,804,899 |
| Current liabilities | |||||
| Borrowings | 3,597,104 | 21,153,900 | - | - | 24,751,004 |
| Other current liabilities | 224,273,698 | 99,070,392 | 95,414,547 | (274,703,600) | 144,055,037 |
| Total liabilities | 575,540,098 | 210,575,641 | 153,903,940 | (516,428,783) | 423,590,896 |
| Capital expenditure | 73,123,914 | 31,406,734 | 24,084 | - | 104,554,732 |
| Gross Debt | 124,052,999 | 42,385,591 | 49,766,000 | - | 216,204,590 |
| Net Debt | 103,830,949 | 39,722,994 | 28,316,307 | - | 171,870,250 |
| 30.June.2008 | 31.December.2007 | |
|---|---|---|
| Inflows | ||
| Bank debt | 212,803,342 | 49,766,000 |
| Cash and cash equivalents | 6,473,193 | 21,449,693 |
| Net bank debt | 206,330,149 | 28,316,307 |
| Tourism | 653,000 | 5,320,000 |
| Spred | 1,472,200 | 1,191,600 |
| Intercompany short term loans obtained | 2,125,200 | 6,511,600 |
| Total Inflows | 208,455,349 | 34,827,907 |
| Outflows | ||
| Tourism | 426,394,789 | 271,501,584 |
| Spred | 44,640,936 | 36,695,533 |
| Intercompany loans granted | 471,035,725 | 308,197,117 |
No relevant events occurred between the date of presentation of these financial statements and the date of their approval.
The accompanying consolidated financial statements were approved by the Board of Directors on 27 August 2008.
| ASSETS | Notes | 30 June 2008 | 31 December 2007 | |
|---|---|---|---|---|
| NON CURRENT ASSETS: Tangible assets Available for sale investments Other non current assets |
Total Non Current Assets | 4 5 |
6,605 382,638,253 74,749,000 457,393,858 |
- 382,638,253 49,749,000 432,387,253 |
| CURRENT ASSETS Other current assets Investments held for trading Cash and cash equivalents |
Total Current Assets | 6 7 8 |
4,572,765 363,889 3,320 4,939,974 |
23,901 - 1,363 25,264 |
| TOTAL ASSETS | 462,333,832 | 432,412,517 | ||
| EQUITY AND LIABILITIES | ||||
| EQUITY: Share Capital Translation and Fair Value Reserves Other reserves Retained earnings Profit / (Loss) for the period TOTAL EQUITY |
9 | 250,000,000 363,131 132,638,253 (2,012) (772,872) 382,226,500 |
250,000,000 - 132,638,253 - (2,012) 382,636,241 |
|
| LIABILITIES: NON CURRENT LIABILITIES Bank loans Bonds |
Total Non Current Liabilities | 10 10 |
29,929,459 49,804,170 79,733,629 |
- 49,766,000 49,766,000 |
| CURRENT LIABILITIES Suppliers Bank overdrafts Other creditors Taxes and other contributions payable Other current liabilities |
Total Current Liabilities | 8 11 11 |
2,291 5,515 77,594 20,595 267,708 373,703 |
800 - 1,994 25 7,457 10,276 |
| TOTAL EQUITY AND LIABILITIES | 462,333,832 | 432,412,517 |
The accompanying notes are part of these financial statements
| Notes | nd Quarter 20081 2 |
30 June 2008 | |
|---|---|---|---|
| Operational expenses: | |||
| External supplies and services | 12 | (104,140) | (273,788) |
| Staff costs | (425,513) | (634,536) | |
| Depreciation and amortisation | (661) | (1,321) | |
| Other operational expenses | (15,632) | (21,995) | |
| Total operational expenses | (545,946) | (931,640) | |
| Operational profit/(loss) | (545,946) | (931,640) | |
| Financial income | 13 | 1,212,237 | 2,080,709 |
| Financial expenses | 13 | (1,141,182) | (1,921,169) |
| Net financial income/(expenses) | 71,055 | 159,540 | |
| Profit/(loss) before taxation | (474,891) | (772,100) | |
| Taxation | (772) | (772) | |
| Profit/(loss) for the period | (475,663) | (772,872) |
The accompanying notes are part of these financial statements
1) Prepared in accordance with IAS 34 Interim Financial Reporting. Not subject to limited review.
(Amounts expressed in euro)
| Res erve s |
|||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Sha re C apit al |
Ow n S hare s |
Sha re Pre miu m |
Add aid in C ition al p apit al |
Leg al Res erve |
Leg al R luat ion eva Res erve |
Fair Va lue Res erve |
Hed ging Res erve |
Tra nsla tion Res erve |
Oth er R ese rves |
Ret ds Ear aine ning s |
Net prof it / (los s) |
Tot al E quit y |
|
| Bala at 1 Jan 20 08 nce as uary |
250 ,000 ,000 |
- | - - |
- | - | - - |
- | 132 ,638 ,253 |
- | (2, 012 ) |
382 ,636 ,241 |
||
| App riati f pr ofits rop on o : |
|||||||||||||
| T fer to le gal rans rese rve |
- | - | - - |
- | - | - - |
- | - | - | - | - | ||
| D ivid end s di strib uted |
- | - | - - |
- | - | - - |
- | - | - | - | - | ||
| T fer ined rnin to r eta rans ea gs |
- | - | - - |
- | - | - - |
- | - | (2, ) 012 |
2,0 12 |
- | ||
| Acq uisi tion /(dis al) o f ow n sh pos are s |
- | - | - - |
- | - | - - |
- | - | - | - | - | ||
| Incr e/(d ) in fair valu e of he dgin g fin ial i nstr nts eas ecre ase anc ume |
- | - | - - |
- | 363 ,131 - |
- | - | - | - | - | 363 ,131 |
||
| Def d ta isin g fr incr e/(d ) in fair valu e of fina ncia l ins trum ents erre x ar om eas ecre ase |
- | - | - - |
- | - | - - |
- | - | - | - | - | ||
| Incr e/(d ) in fair valu e of inv estm ents eas ecre ase |
- | - | - - |
- | - | - - |
- | - | - | - | - | ||
| Def g fr fair e of d ta isin incr e/(d ) in valu inv estm ents erre x ar om eas ecre ase |
- | - | - - |
- | - | - - |
- | - | - | - | - | ||
| Pro fit/( loss ) fo r the riod pe |
- | - | - - |
- | - | - - |
- | - | - | (77 2) 2,87 |
(77 2) 2,87 |
||
| Oth ers |
- | - | - - |
- | - | - - |
- | - | - | - | - | ||
| Bala at 3 0 Ju ne 2 008 nce as |
250 ,000 ,000 |
- | - - |
- | 363 ,131 - |
- | - | 132 ,638 ,253 |
(2, 012 ) |
(77 2,87 2) |
382 ,226 ,500 |
The accompanying notes are part of these financial statements
| 30 June 2008 | |
|---|---|
| OPERATING ACTIVITIES | |
| Cash receipts from trade debtors | 271,496 |
| Cash paid to employees | 423,273 |
| Cash flow generated by operations | (694,769) |
| Income taxes (paid)/received | (6,148) |
| Other cash receipts/(payments) relating to operating activities | 68,448 |
| Net cash flow from operating activities [1] | (632,469) |
| INVESTMENT ACTIVITIES | |
| Cash receipts arising from: | |
| Interest and similar income | 48,635 |
| 48,635 | |
| Cash receipts arising from: | |
| Tangible assets | 7,927 |
| Loans granted | 27,527,000 |
| (27,534,927) | |
| Net cash flow from investment activities [2] | (27,486,292) |
| FINANCING ACTIVITIES | |
| Cash receipts arising from: | |
| Loans obtained | 30,000,000 |
| 30,000,000 | |
| Cash Payments arising from: | |
| Interest and similar costs | 1,884,797 |
| (1,884,797) | |
| Net cash from financing activities [3] | 28,115,203 |
| Net increase/(decrease) in cash and cash equivalents [4] = [1]+[2]+[3] | (3,558) |
| Cash and cash equivalents at the beginning of the period | 1,363 |
| Cash and cash equivalents at the end of the period | (2,195) |
The accompanying notes are part of these financial statements
(Amounts expressed in euro)
SONAE CAPITAL, S.G.P.S., S.A. ("the company" or "Sonae Capital") whose registered office is at Lugar do Espido, Via Norte, Apartado 3053, 4471-907 Maia, Portugal, was constituted on 14 December 2007 by public deed, following the demerger from Sonae, S.G.P.S., S.A. of the whole of the share capital of the company formerly named Sonae Capital, S.G.P.S., S.A., now named SC, S.G.P.S., S.A in compliance with paragraph a) of article 118 of the Commercial Companies Code.
Interim financial statements are presented quarterly, in accordance with IAS 34 – "Interim Financial Reporting".
The accounting policies adopted are consistent with those followed in the preparation of annual financial statements for the year ended 31 December 2007.
As at 30 June 2008 and 31 December 2007 investments are detailed as follows:
| 30.June.2008 | 31.December.2007 | |
|---|---|---|
| Investments in affiliated and associated undertakings | 382,638,253 | 382,638,253 |
| 382,638,253 | 382,638,253 |
As at 30 June 2008, the detail of investments in affiliated and associated companies is as shown in the table below. Investments carried at cost correspond to those in unlisted companies and for which a fair value cannot be reliably estimated.
| 30.June.2008 | 31.December.2007 | |||||||
|---|---|---|---|---|---|---|---|---|
| Companies | % Held | Fair Value | Book | Fair Value | % Held | Fair Value | Book | Fair Value |
| Value | Reserve | Value | Reserve | |||||
| SC, SGPS, SA | 100.00% | - | 382,638,253 | - | 100.00% | - | 382,638,253 | - |
| Total | - | 382,638,253 | - | - | 382,638,253 | - |
During the year ended 31 December 2007, the demerger of Sonae, S.G.P.S., S.A.'s shareholding in SC, S.G.P.S., S.A. (previously named Sonae Capital, S.G.P.S., S.A.) took place. The transaction involved the spin off of the entire share capital of SC, S.G.P.S., S.A. held by Sonae, S.G.P.S., S.A. for its accounting value of 382,638,253 euro, with which the new company Sonae Capital, S.G.P.S., S.A. was incorporated.
As at 30 June 2008 and 31 December 2007 other non current assets are detailed as follows:
| 30.June.2008 | 31.December.2007 | |
|---|---|---|
| Loans granted to group companies: | ||
| S C, SGPS, SA | 74,749,000 | 49,749,000 |
| 74,749,000 | 49,749,000 |
This asset was not due or impaired as at 30 June 2008. The fair value of loans granted to group companies is basically the same as their book value.
As at 30 June 2008 and 31 December 2007 other current assets can be detailed as follows:
| 30.June.2008 | 31.December.2007 | |
|---|---|---|
| Group companies: | ||
| Short term loan | 2,527,000 | |
| Interest | 1,966,469 | |
| Withhold income tax | 6,147 | |
| Accrued income | 73,149 | 8,301 |
| Deferred costs | - | 15,600 |
| 4,572,765 | 23,901 |
As at 30 June 2008 and 31 December 2007 investments held for trading can be detailed as follows:
| 30.June.2008 | 31.December.2007 | |
|---|---|---|
| Derivative hedging instruments | 363,889 | - |
| 363,889 | - |
As at 30 June 2008, the derivatives above were issued as cash flow hedging instruments to hedge interest rate risk on loans contracted in the amount of 50,000,000 euro. The fair value of these derivatives as at 30 June 2008 was 363,889 euro.
As at 30 June 2008 and 31 December 2007 cash and cash equivalents can be detailed as follows:
| 30.June.2008 | 31.December.2007 | |
|---|---|---|
| Cash | 1,000 | - |
| Bank deposits | 2,320 | 1,363 |
| Cash and cash equivalents in the balance sheet | 3,320 | 1,363 |
| Bank overdrafts | 5,515 | - |
| Cash and cash equivalents in the cash flow statement | (2,195) | 1,363 |
As at 30 June 2008 share capital consisted of 250,000,000 ordinary shares of 1 euro each.
As at 30 June 2008 and 31 December 2007 this caption included the following loans:
| 30.June.2008 | 31.December.2007 | |
|---|---|---|
| Bank loans - Commercial paper | 30,000,000 | - |
| Up-front fees not yet charged to income statement | (70,541) | - |
| Bank loans | 29,929,459 | - |
| Nominal value of bonds | 50,000,000 | 50,000,000 |
| Up-front fees not yet charged to income statement | (195,830) | (234,000) |
| Bonds | 49,804,170 | 49,766,000 |
| Non-current loans | 79,733,629 | 49,766,000 |
Sonae Capital SGPS – 2007/2012 Bond Issue 1st issue, amounting to 20,000,000 euro, reimbursable after 5 years, in one instalment on 31 December 2012, unless reimbursement is anticipated either totally or partially, which can take place on 31 December 2010.
Bonds Sonae Capital 2007/2012 2nd issue, amounting to 30,000,000 euro, repayable after 5 years, in one instalment, on 31 December 2012.
These bond issues pay interest every six months at Euribor six month interest rates plus spreads which vary between 0.50% and 0.60%.
The above loans are not guaranteed, and their fair value is considered to be close to their book value, in view of the fact that interest is payable on them at variable market rates.
Derivatives are booked at fair value (Note 7).
As at 30 June 2008 and 31 December 2007, these captions were made up as follows:
| 30.June.2008 | 31.December.2007 | |
|---|---|---|
| Other creditors | ||
| Other creditors | 77,594 | 1,994 |
| 77,594 | 1,994 | |
| Other current liabilities | ||
| Accruals: | ||
| Staff costs | 191,508 | - |
| Interest payable | 76,200 | 7,457 |
| 267,708 | 7,457 |
As at 30 June 2008 external supplies and services can be detailed as follows:
| 30.June.2008 | |
|---|---|
| Operational rents | 14,556 |
| Insurance | 16,195 |
| Travelling expenses | 23,566 |
| Fees | 208,221 |
| Other services | 11,249 |
| 273,788 |
As at 30 June 2008 net financial expenses can be detailed as follows:
| 30.June.2008 | |
|---|---|
| Interest payable and similar expenses | |
| Interest arising from: | |
| Bank loans | (448,230) |
| Bonds | (1,339,344) |
| Other | (839) |
| Other financial expenses | (132,756) |
| (1,921,169) | |
| Interest receivable and similar income | |
| Interest income | 2,080,709 |
| 2,080,709 | |
| Net financial expenses | 159,540 |
The accompanying financial statements were approved by the Board of Directors and authorized for issue on 27 August 2008.
In the three months ended 30 June 2008 shareholders' loan contracts were entered into with the following companies:
SC, SGPS, SA
As at 30 June 2008 amounts owed by affiliated undertakings can be summarized as follows:
Loans granted
| Companies | Closing Balance |
|---|---|
| SC, SGPS, SA | 77,276,000 |
As at 30 June 2008 there were no amounts owed to affiliated undertakings.
(Translation of a report originally issued in Portuguese)
Porto, 27 August 2008
DELOITTE & ASSOCIADOS, SROC, S.A. Represented by António Manuel Martins Amaral
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