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Samba Digital SGPS S.A

Quarterly Report May 29, 2020

6003_10-q_2020-05-29_ad5acdad-1467-49ba-b207-de4930b8bf8d.pdf

Quarterly Report

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REPORT AND ACCOUNTS

31 MARCH 2020

PART I MANAGEMENT REPORT

31 MARCH 2020

On 19 November 2019, Sonae Capital sold its entire participation in the share capital of RACE, S.A., its Refrigeration and HVAC segment. In order to ensure comparability between the information reported in 2020 and the information for the same period in 2019, the Consolidated Income Statement for the year 2019 was restated and excludes the contribution of RACE, S.A. up to Net Results – Continued Operations. Therefore, the contribution of RACE, S.A. is now only recognised in Net Income - Discontinued Operations line.

At the same time, the perimeters of Tróia Operations and Real Estate Assets (Tróia) were adjusted in order to include, in the perimeter of Tróia Operations, the Real Estate assets linked to the Operations of the Resort. For this reason, the 2019 information in these businesses was also restated.

1. MAIN HIGHLIGHTS AND CEO'S MESSAGE

  • Quarter indelibly marked by the start and rapid spread of the pandemic Covid-19 in Portugal, leading to the suspension of a part of Sonae Capital operations in mid-March 2020, with a particular negative impact on the results achieved in Fitness, Hospitality and Tróia Operations;
  • Business Units' Turnover in the amount of 97.8M€, 66.5M€ above 1Q19, mostly driven by the integration of Futura Energía Inversiones and with a positive contribution from Fitness;
  • Business Units' EBITDA up 6.2%, to 5.2M€, motivated by the performance of Industrial Engineering (+45.3%), Energy (+6.2%) and, to a lesser extent, Fitness (+1.8%);
  • Real Estate Assets unit registering Turnover of 5.5M€, 20.5% above 1Q19;
  • Net Results totalling negative 5.4M€, 6.6% below 1Q19;
  • Net Financial Debt at 159.0M€, 17.8M€ above 2019 year-end;
  • Maintenance of an adequate capital structure: Net Financial Debt / EBITDA at 3.5x and Loan-to-Value of 26.3%;
  • Closing of a 4-year Bond loan in the amount of 15M€.

"As we know, the first quarter 2020 ended in a very particular context, which brought an unprecedented challenge for the Society, Governments, Companies or Individuals.

Nonetheless, Sonae Capital Business Units were able to deliver a positive performance, both in Turnover and EBITDA. In the Real Estate Assets unit, we completed sales deeds in the amount of 3.8 million euros, at the same time we have a stock of PPSAs and Reserves of 38.3 million euros, thus continuing to implement the asset monetisation plan in course.

Specifically regarding Sonae Capital portfolio, our Energy segment was not materially impacted by the Covid-19 pandemic, but other segments, namely Industrial Engineering and Real Estate Assets, registered a slowdown in activity levels; while other segments, such as Fitness, Hospitality and Tróia Operations, saw their operations suspended from mid-March. Accordingly, the Results we announce today are partially impacted by the pandemic, but we anticipate that the impact will be more severe in the second quarter, as it encompasses months of complete suspension. On the other hand, we are actively and carefully ensuring all the conditions for a prompt and safe reopening, both for our employees and our customers.

Yet, the first two months of the year were quite positive in most segments and we registered an EBIT growth of 66% in the Business Units, when compared to the same period in 2019. We ended March 2020 with a Net Financial Debt of 159 million euros, 17.8 million euros above the end of last year. As of today, counting with the refinancing operations we have been completing, our cash and avaliable credit lines reached 72.5 million euros, contributing to improve the resilience of our Balance Sheet, which, given the current context, allows facing the coming months with confidence, and pursuing the Group's strategic objectives.

I can only thank all our people for the tenacity they have been showing, not only facing the challenges that this pandemic has imposed on us, but also making a difference in situations that go well beyond the scope of their functions, as is the case of our teams in Hospitality, who have received in our Hotels health professionals working in the front line, or our teams in CapWatt and ADIRA, who collaborate in a project of manufacturing of ventilators promoted by CEiiA. It is at times like these that people and organisations reinvent themselves and make a difference, ensuring the conditions to prepare for a future where, I am convinced, everyone will be much stronger."

Miguel Gil Mata

2. COVID-19

At Sonae Capital, the Covid-19 pandemic impacted the majority of the operations since the beginning of March, with special emphasis on Fitness, Hospitality and Tróia Operations segments. Thus, and even if only partially, the results for the first quarter of 2020 already reflect this effect.

Since the beginning of this exceptional period, Sonae Capital's priority has been, above all, the well-being of its employees, customers, suppliers and the community in general. Along with the transition to remote work of all the functions that allow it, we proceeded to the preventive suspension of the operation of all the Clubs (in the Fitness segment), all the Hotel Units (in the Hospitality segment), as well as the most part of our Operations in Tróia. In the remaining segments, namely Energy, Industrial Engineering and Real Estate Assets, we adopted all the necessary security measures and the teams have been working in order to ensure the normal functioning of the operations, within all existing restrictions.

In this context, we have been working to protect the resilience levels of all segments, acting both at the level of Fixed Costs and CAPEX. In the case of Fixed Costs, real estate rents referring to the Fitness and Hospitality segments are of particular importance, and so we have negotiations underway to temporarily suspend or reduce rental charges. At the same time, considering not only the impact the pandemic is having across most of the segments, but also the level of uncertainty regarding its duration and the respective response measures, some of our segments adopted the simplified layoff regime, the legal figure created by the Government. Thus, in order to protect our operations and, above all, our employee's jobs, this regime has been implemented since 10 April 2020, business by business, and in a phased and transversal manner. The only exception is the Energy segment, which maintains its regular operational activity.

Also at the CAPEX level, all investment decisions not yet committed have been analysed on a case-by-case basis, in order to achieve a balance that we consider essential between two dimensions: on the one hand, the investment necessary to ensure the growth strategy of our businesses and, on the other hand, the protection of Sonae Capital liquidity. Due to its strategic relevance, the development of Mangualde Biomass fired cogeneration plant, in Energy, and the Hotel Unit of Santa Apolónia, in Hospitality, are progressing as planned.

Since the end of 2019, Sonae Capital has been working extensively on its debt refinancing (in order to optimise the average maturity and the cost of debt) aimed at reinforcing available liquidity. Accordingly, to date, the amount of cash and credit lines available is at 72.5M€, ensuring all financing needs scheduled for 2020.

The status of our operations remained practically unchanged from the end of the first quarter 2020 to the date of this report: (i) the Fitness and Hospitality segments kept their operations suspended and Tróia keeps the majority of the operations closed, with the exception of some careers at Atlantic Ferries, Meu Super and the Marina; (ii) ADIRA commercial activity had a promising start, but the number of orders has been experiencing a significant slowdown since the end of March; and (iii) the Real Estate Assets unit has been impacted by constraints related to the contractual closing of processes, which should be added to the natural uncertainty surrounding the sector. We expect that our results in 2020, particularly in the second quarter, will remain significantly impacted by the Covid-19 pandemic. The Energy segment, where the Biomass-fired cogeneration plant is due to start operating in June, has been the most resilient segment within Sonae Capital portfolio, and so no major changes are expected for the Production business. In the Retail & Trade business, the increased volatility of the markets in which it operates - CO2 emission licenses, electricity and natural gas - has led to a preventive slowdown in activity, in order to protect the natural liquidity (working capital) requirements.

The State of Emergency ended in Portugal on 3 May 2020, and the resumption of some activities has been taking place gradually and progressively. At this stage, it is not possible to determine the exact date on which our suspended activities will resume, or under what conditions they will operate when it happens. However, there is a certainty that Sonae Capital has been carefully preparing that, as soon as the reopening is possible, all its operations are ready to face the challenges ahead, which for sure will be overcomed.

3. OVERALL PERFORMANCE

Consolidated Profit and Loss Statement
Million euro 1Q 2020 1Q 2019 R D 20/19
Turnover
Business Units 97.80 31.26 >100%
Energy 80.47 14.02 >100%
Industrial Engineering 2.79 2.58 +8.0%
Fitness
Hospitality
10.65
2.30
10.02
3.02
+6.2%
-23.8%
Troia Resort - Operations 1.59 1.62 -1.7%
Real Estate Assets 5.48 4.55 +20.5%
Troia Resort 2.40 3.08 -22.1%
Other Real Estate Assets 3.09 1.47 >100%
Eliminations & Adjustments -1.44 -1.87 +23.3%
Consolidated Turnover 101.85 33.94 >100%
Other Operational Income
Total Operational Income
0.44
102.28
0.73
34.66
-40.1%
>100%
EBITDA
Business Units
Energy
5.24
3.83
4.94
3.60
+6.2%
+6.2%
Industrial Engineering -0.36 -0.66 +45.3%
Fitness 3.28 3.22 +1.8%
Hospitality -1.12 -0.86 -31.0%
Troia Resort - Operations -0.38 -0.37 -2.3%
Real Estate Assets
Troia Resort
0.76
0.39
0.82
0.03
-6.4%
>100%
Other Real Estate Assets 0.37 0.78 -52.6%
Eliminations & Adjustments -2.05 -1.78 -15.2%
Consolidated EBITDA 3.96 3.97 -0.4%
Amortizations & Depreciations
Provisions & Impairment Losses
7.73
-0.14
7.33
-0.01
+5.5%
<-100%
Recurrent EBIT
Business Units -1.88 -1.72 -9.1%
Energy 1.42 1.29 +10.3%
Industrial Engineering -0.69 -0.88 +21.7%
Fitness 0.83 1.03 -19.3%
Hospitality
Troia Resort - Operations
-2.38
-1.07
-2.10
-1.06
-13.0%
-0.7%
Real Estate Assets -0.62 -0.74 +16.4%
Eliminations & Adjustments -1.13 -0.88 -29.1%
Consolidated Recurrent EBIT -3.63 -3.34 -8.7%
Non-recurrent costs/income (1) 0.21 0.00 -
Consolidated EBIT -3.84 -3.34 -15.0%
Net Financial Expenses
Investment Income and Results from Assoc. Undertakings
-1.56
0.10
-2.12
0.47
+26.6%
-77.8%
EBT -5.30 -4.99 -6.1%
Taxes 0.08 0.01 >100%
Net Profit - Continued Businesses -5.37 -5.01 -7.3%
Net Profit - Discontinued Businesses -0.03 -0.06 +53.6%
Net Profit - Total -5.40 -5.07 -6.6%
Attributable to Equity Holders of Sonae Capital -5.62 -5.27 -6.7%
Attributable to Non-Controlling Interests 0.22 0.20 +8.0%

(1) Non-recurrent items mainly related to restructuring costs and one-off income.

  • The Business Units tunover stood at 97.8M€, posting a significant increase when compared to 31.3M€ registered in the same period of 2019. This performance is mainly the results of the contribution of the Retail & Trade business, in the Energy segment. However, both Industrial Engineering and Fitness segments increased turnover in 1Q20. The Real Estate Assets unit increased turnover by 20.5%, to 5.5M€, due to the performance of the Other Assets unit, which more than doubled turnover when compared to 1Q19, namely due to the sale of "Casa da Ribeira", for 1.5M€.
  • The Business Units EBITDA increased to 5.2M€, 6.2% above the same period in 2019, generating a margin of 5.4%, well below the previous year, mainly due to the impact of the Retail & Trade business which, by its nature, has a margin substantially below that of other businesses in Sonae Capital portfolio. In the Real Estate Assets unit, the EBITDA decreased by 6.4%, to 0.8M€, as a result of the mix of assets sold.
  • The Recurrent EBIT stood at negative 3.6M€, which compares with negative 3.3M€ in 1Q19.
  • Net Results totaled negative 5.4M€, 6.6% below the same period in 2019, essentially due the following:
    • (i) an increase of 0.4M€ in Amortisations & Depreciations (0.2M€ referred to IFRS 16 Amortisations and 0.2M€ driven by the investment plan in place, namely in the Energy segment);
  • (ii) an increase of 0.2M€ in Non-Recurrent costs (mostly at ADIRA, following the ongoing restructuring plan);
  • (iii) a decrease of 0.4M€ in Investment Income and Results from Associated Undertakings (as 1Q19 was impacted by a Badwill recognition, following the acquistion of Aqualuz Lagos operation).

Notwithstanding:

(iv) an increase of 0.5M€ in Net Financial Expenses (including 0.3M€ related with the capitalisation of interest incurred in the development of the Mangualde Biomass-fired cogeneration plant).

3.1 CAPITAL STRUCTURE

Capital Structure/Capex/Ratios
Million euro Mar 2020 Dec 2019 D 20/19
Net Capital Employed 437.80 422.53 +3.6%
Fixed Assets
o.w. Rights of Use (IFRS16)
Non-Current Investments (net)
Working Capital
372.56
53.51
12.48
45.75
369.99
50.92
8.99
41.32
+0.7%
+5.1%
+38.8%
+10.7%
Capex (end of period)
% Fixed Assets
CAPEX (L12M) / Depreciations
7.62
12.8%
1.30x
51.73
13.9%
2.07x
-85.3%
-1.1 pp
-0.77x
Net Debt
Financial Net Debt
Net Debt Total
% Net Capital Employed
Debt to Equity
158.99
225.08
51.4%
105.8%
141.21
204.55
48.4%
93.8%
+12.6%
+10.0%
+3.0 pp
+12.0 pp
Capital Structure Ratios
Loan to Value (Real Estate Assets)
Net Debt/EBITDA (recurrent without IFRS16)
Net Debt/EBITDA (recurrent with IFRS16)
26.3%
3.47x
3.89x
23.9%
3.00x
3.55x
+2.4 pp
+0.47x
+0.34x
  • Capex totalled 7.6M€ in 1Q20, mostly driven by the Energy segment, namely on the back of Mangualde Biomass-fired cogeneration project development (with an investment of 3.0M€) and the 1.4M€ investment made in Fitness, essentially due the expansion plan in course.
  • Net Debt stood at 225.1M€ at the end of March 2020. The Net Financial Debt amounted to 159.0M€ in the same period, registering an increase of 17.8M€ compared to the end of 2019.
  • Net Financial Debt to EBITDA reached 3.5x and Loan-to-Value stood at 26.3%. Both ratios are above the values registered in previous quarters, due to an increase in the debt allocated to the Business Units, following the ongoing investment plan (especially due to the Mangualde power plant, at CapWatt, which will start operating in the second half of the year). Given the exceptional situation we are experiencing, one of Sonae Capital's main priorities is to ensure a sufficient liquidity buffer to finance its activity. To date, as a result of the refinancing and liquidity reinforcement operations carried out, cash and available credit lines reached 72.5M€. This enables increasing the Balance sheet resilience, thus facing the uncertain times ahead with greater confidence.

4. BUSINESS UNITS

4.1 ENERGY

  • Following the acquisition of Futura Energía Inversiones, the Energy business consolidates two different businesses since 1 August 2019. Two businesses that are different, not only in nature but also in turnover and profitability metrics: the Production business, which includes Cogeneration and Renewables operations, and the Retail & Trade business, which includes the operation developed by Futura Energía Inversiones.
  • In the Production business, Turnover decreased by 11.0% when compared to the 1Q19, totalling 12.5M€. In the Cogeneration operation, despite the positive volume effect (related to a higher level of production), we had a negative price effect at electric and thermal energy, particularly due to different electric energy remuneration regime in two power plants (Maia and Carvemagere). At the same time, it should be noted that one of the Cogeneration power plants - CapWatt Lousado – in a fabric in the Automotive Industry, was closed for three weeks due to the Covid-19 pandemic. As for the Renewables operation, it has evolved negatively compared to 1Q19, due to a lower availability of solar resource, and also due to a small failure at one of CapWatt Alrota's three transformers.
  • As regards profitability, the Production EBITDA decreased 2.1%, to 3.5M€. As previously reported, the EBITDA line has been impacted by structural costs related to the ongoing expansion plan.
  • The Retail & Trade business, whose activity includes trading of natural gas, electricity and carbon emission allowances, had a contribution of 68.8M€ and 0.3M€ for turnover and EBITDA, respectively.
  • The CAPEX stood at 3.6M€, mainly due to the investment in the Biomass-fired cogeneration plant, in the amount of 3.0M€. Due to operational issues related with the pandemic, namely reasons regarding restrictions imposed on international mobility, it was not possible to start Mangualde operation in April 2020, as planned. However, we expect that the operation will be at full speed in the second half of 2020.

4.2 INDUSTRIAL ENGINEERING

Operational and Financial Information - Industrial Engineering
Total Operational Income 2.85 2.77 +3.1%
Turnover 2.79 2.58 +8.0%
Other Operational Income 0.06 0.19 -65.8%
Total Operational Costs 3.21 3.43 -6.3%
Cost of Goods Sold 1.60 1.65 -2.6%
External Supplies and Services 0.53 0.55 -2.9%
Staff Costs 0.97 1.00 -2.8%
Other Operational Expenses 0.11 0.23 -54.6%
EBITDA -0.36 -0.66 +45.3%
EBITDA Margin (% Turnover) -13.0% -25.7% +12.7 pp
Depreciations IFRS16 0.02 0.01 +80.8%
Amortizations & Depreciations 0.31 0.20 +49.4%
Provisions & Impairment Losses 0.00 0.00 -
Recurrent EBIT -0.69 -0.88 +21.7%
Recurrent EBIT Margin (% Turnover) -24.6% -34.0% +9.4 pp
Capex 0.60 0.21 >100%
EBITDA-Capex -0.96 -0.87 -10.4%
  • Industrial Engineering turnover stood at 2.8M €, 8.0% above the same period of 2019, as a result of a more favourable mix of machines produced. Regarding the evolution of the number of orders, it should be noted that it has evolved positively during the beginning of the year. However, given the impact of Covid-19, it has declined from March 2020, which should be translated into a significant activity slowdown during the months of April and May.
  • The EBITDA registered an increase of 45.3% in 1Q20, totaling negative 0.4M€.
  • As previously reported, ADIRA signed a contract with Mitsubishi for the exclusive supply of bending and cutting machines in the USA, Canada and Mexico, which will guarantee a significant increase in the number of machines produced, at cruising speed. At the same time, this contract will become an entry lever in these markets, where ADIRA penetration is not significant.

4.3 FITNESS

Million euro 1Q 2020 1Q 2019 D 20/19
Total Operational Income 2.85 2.77 +3.1%
Turnover 2.79 2.58 +8.0%
Other Operational Income 0.06 0.19 -65.8%
Total Operational Costs 3.21 3.43 -6.3%
Cost of Goods Sold 1.60 1.65 -2.6%
External Supplies and Services 0.53 0.55 -2.9%
Staff Costs 0.97 1.00 -2.8%
Other Operational Expenses 0.11 0.23 -54.6%
EBITDA -0.36 -0.66 +45.3%
EBITDA Margin (% Turnover)
Depreciations IFRS16
-13.0%
0.02
-25.7%
0.01
+12.7 pp
+80.8%
Amortizations & Depreciations 0.31 0.20 +49.4%
Provisions & Impairment Losses 0.00 0.00
Recurrent EBIT -0.69 -0.88 +21.7%
Recurrent EBIT Margin (% Turnover) -24.6% -34.0% +9.4 pp
Capex 0.60 0.21 >100%
EBITDA-Capex -0.96 -0.87 -10.4%
FITNESS
The EBITDA registered an increase of 45.3% in 1Q20, totaling negative 0.4M€.
As previously reported, ADIRA signed a contract with Mitsubishi for the exclusive supply of bending and cutting machines in the
USA, Canada and Mexico, which will guarantee a significant increase in the number of machines produced, at cruising speed. At
the same time, this contract will become an entry lever in these markets, where ADIRA penetration is not significant.
4.3
Operational and Financial Information - Fitness
Million euro
1Q 2020 1Q 2019 D 20/19
Total Operational Income 10.84 10.09
10.65 10.02
Turnover
Other Operational Income
0.19 0.07
7.56 6.87
0.04 0.05
3.39 3.28
Total Operational Costs
Cost of Goods Sold
External Supplies and Services
Staff Costs
3.57 3.02
0.56
3.28
0.53
3.22
EBITDA Margin (% Turnover) 30.8% 32.1%
1.51 1.37
0.94 0.82
0.00 0.00
0.83 1.03
Recurrent EBIT Margin (% Turnover) 7.8% 10.3%
1.44 0.10
1.84 3.12
Other Operational Expenses
EBITDA
Depreciations IFRS16
Amortizations & Depreciations
Provisions & Impairment Losses
Recurrent EBIT
Capex
EBITDA-Capex
# Average number of active members
104 955 89 113 +7.4%
+6.2%
>100%
+10.0%
-19.1%
+3.5%
+18.3%
+6.0%
+1.8%
-1.3 pp
+9.9%
+14.7%
-
-19.3%
-2.5 pp
>100%
-41.1%
17.8%

MANAGEMENT REPORT 31 MARCH 2020

  • The performance of 1Q20 was significantly impacted by the preventive suspension of the operation of all the Clubs, on 14 March 2020, and the consequent loss of revenues associated with members' monthly fees. However, it should be noted that the performance of the segment up to the end of February 2020 was quite positive, registering an yearly increase of 16% and 40% in Turnover and EBIT, respectively.
  • Since the Clubs closure date, SC Fitness continued to invest in the relationship with all its members, encouraging them to practice physical exercise regularly, through the offer of online classes. At the same time, it is worth noting the launching of online gym, from 1 April 2020, which is the first 100% virtual gym in Portugal that offers, every month, 250 new classes of the most varied fitness activities, and provides several contents on health and well-being. On a business-as-usual scenario, this platform can be a relevant complement for the Clubs operation, contributing to make SC Fitness offer even more distinctive.
  • In the first quarter of 2020, turnover increased by 6.2%, to 10.7M€, mostly due to the larger number of active members.
  • The consolidated EBITDA reached 3.3M€, which represents a growth of 1.8% versus 1Q19. The Recurrent EBIT totaled 0.8M€, 19.3% below 1Q19.
  • The Capex reached 1.8M€, as a results of the expansion plan in course.
4.4
HOSPITALITY
Operational and Financial Information - Hospitality
Million euro 1Q 2020 1Q 2019 D 20/19
Total Operational Income 2.39 3.11 -23.2%
Turnover
Other Operational Income
2.30
0.09
3.02
0.09
-23.8%
-2.0%
Total Operational Costs 3.51 3.97 -11.5%
Cost of Goods Sold
External Supplies and Services
Staff Costs
0.16
1.56
1.60
0.25
1.82
1.65
-35.8%
-14.7%
-3.0%
Other Operational Expenses
EBITDA
0.19
-1.12
0.24
-0.86
-20.3%
-31.0%
EBITDA Margin (% Turnover)
Depreciations IFRS16
Amortizations & Depreciations
Provisions & Impairment Losses
-48.8%
1.09
0.16
0.00
-28.4%
1.08
0.16
0.00
-20.4 pp
+0.8%
-1.1%
-
Recurrent EBIT -2.38 -2.10 -13.0%
Recurrent EBIT Margin (% Turnover) -103.3% -69.7% -33.7 pp
Capex 0.61 0.11 >100%
EBITDA-Capex -1.73 -0.97 -79.2%
# Units 6 6 +0
  • The Hospitality segment consolidates the operation of six Hotel Units: three units located in Porto (Porto Palácio Hotel, The Artist and The House), two units located in the Peninsula of Tróia (Aqualuz Tróia and Tróia Residence) and, since 1 January 2019, an unit in the Algarve region (Aqualuz Lagos). Additionally, two new units are underway: one in Lisbon, in Santa Apolónia Railway Station building, and another in Porto, at Avenida dos Aliados. The opening of both units is scheduled for 2021.
  • The performance of 1Q20 was impacted by the month of March, due to a slowdown in the touristic flow in Portugal, consequence of the rapid spread of the pandemic Covid-19, coupled with the subsequent closure of all Hotel units, from 15 March 2020. It should be noted, however, that in February 2020, the Hospitality segment was showing a positive performance when compared to the same period in 2019, both in Turnover and EBIT, with a growth of 4% and 9%, respectively.
  • Turnover stood at 2.3M€ in 1Q20, 23.8% below the same period in 2019.
  • The EBITDA totaled negative 1.1M€, 31.0% below 1Q19. As for the Recurrent EBIT, it stood at negative 2.4M€, 13.0% below the same period of last year.
  • The CAPEX reached 0.6M€, essentially due to the Santa Apolónia Railway Station Hotel unit project in Lisbon.

4.5 TROIA RESORT – OPERATIONS

Operational and Financial Information - Troia Resort Operations
Million euro 1Q 2020 1Q 2019 R D 20/19
Total Operational Income 1.82 1.85 -1.9%
Turnover 1.59 1.62 -1.7%
Other Operational Income 0.22 0.23 -3.0%
Total Operational Costs 2.19 2.22 -1.2%
Cost of Goods Sold 0.08 0.09 -10.9%
External Supplies and Services 1.11 1.12 -1.0%
Staff Costs 0.87 0.82 +6.1%
Other Operational Expenses 0.14 0.19 -28.9%
EBITDA -0.38 -0.37 -2.3%
EBITDA Margin (% Turnover) -23.7% -22.8% -0.9 pp
Depreciations IFRS16 0.06 0.05 +14.0%
Amortizations & Depreciations 0.63 0.64 -0.9%
Provisions & Impairment Losses 0.00 0.00 -48.8%
Recurrent EBIT -1.07 -1.06 -0.7%
Recurrent EBIT Margin (% Turnover) -66.9% -65.3% -1.6 pp
Capex 0.49 0.14 >100%
EBITDA-Capex -0.87 -0.51 -70.4%
  • This segment aims to promote Tróia as a touristic and leisure destination, with high standards in terms of quality of service and environmental sustainability, through an integrated management of its infrastructures. Besides Atlantic Ferries river transportation, it includes operations such as Tróia Marina, "Meu Super" supermarket, the Roman Ruins, a sports centre and a Golf course, among others.
  • The 1Q20 performance was impacted by the month of March, due to the suspension of part of the careers at Atlantic Ferries, as well as the preventive closure of the remaining services of the Resort, with the exception of Meu Super and Marina. However, in February 2020, Troia Operations registered a positive performance, which is evident in the turnover and EBIT increase of 16% and 11%, respectively.
  • The turnover stood at 1.6M€ in the 1Q20, 1.7% below the same period of 2019. The EBITDA totaled negative 0.4M€, 2.3% below the value registered in the same period of 2019.
  • The CAPEX reached 0.5M€, mostly as a consequence of investments made in Atlantic Ferries operation.

5. REAL ESTATE ASSETS

On 31 March 2020, the value of Sonae Capital Real Estate Assets portfolio was at 318.3M€, including the Real Estate Assets valued by Cushman & Wakefield (C&W), in the amount of 246.9M€, and the WTC Fund, with a market value of 71.4M€. On the same date, the capital employed in this group of Real Estate Assets amounted to 193.5M€.

5.1 TROIA RESORT

This segment includes, in the Peninsula of Tróia, developed touristic residential units for sale, as well as plots for construction. Out of 546 touristic residential units developed, we had 57 units available for sale at the date of this report (considering the stock of Reserves and PPSAs).

The turnover reached 2.4M€ in 1Q20, showing a decrease of 22.1% y.o.y., on the back of the following contributions:

  • 4 sales deeds, corresponding to 2.0M€, in comparison to 6 sales deeds in the amount of 2.7M€, in 1Q19. All the sales deeds were made under the guaranteed income product.
  • Rents related to the assets in operation (Hotels and Touristic Units in operation), in the amount of 0.4M€.

Up to the date of this report, we had in stock 7 promissory purchase and sale agreements and reserves totalling 3.8M€. It should be noted that the PPSAs in stock are not included in the results reported (namely the PPSA of UNOP 3, signed in 2Q18, for 20M€).

5.2 OTHER ASSETS

The Other Real Estate Assets unit registered a turnover of 3.1M€ in 1Q20, more than doubling when compared to 1Q19. This includes the rents received from assets under management, as well as sales deeds of 1.8M€ (including the sales deed of Casa da Ribeira, in the amount of 1.5M€).

At the date of this report, there are still in stock Reserves and PPSAs in the global amount of 14.5M€, of which: (i) 8.0M€ of Maia Country Club; (ii) 4.8M€ of Costa D'Oiro Allotment; and (iii) 1.4M€ of Quinta da Malata.

6. BALANCE SHEET

Consolidated Balance Sheet
Million euro Mar 2020 Dec 2019 D 20/19
Total Assets 611.11 558.93 +9.3%
Tangible and Intangible Assets
o.w. Rights of Use (IFRS16)
Goodwill
Non-Current Investments
Other Non-Current Assets
Stocks
Trade Debtors and Other Current Assets
Financial Instruments
o.w. Other Financial Assets
Cash and Cash Equivalents
Assets held for sale
338.92
53.51
33.64
2.24
30.59
48.30
107.39
29.87
8.31
20.12
0.05
336.36
50.92
33.64
2.12
30.63
49.14
83.57
15.82
5.69
7.59
0.05
+0.8%
+5.1%
+0.0%
+5.4%
-0.1%
-1.7%
+28.5%
+88.8%
+46.1%
>100%
-3.8%
Total Equity 212.72 217.98 -2.4%
Total Equity attributable to Equity Holders of Sonae Capital
Total Equity attributable to Non-Controlling Interests
210.34
2.38
215.79
2.18
-2.5%
+8.9%
Total Liabilities 398.39 340.95 +16.8%
Non-Current Liabilities
Non-Current Borrowings
Non-Current Borrowings - IFRS16
Deferred Tax Liabilities
Other Non-Current Liabilities
Current Liabilities
Current Borrowings
Current Borrowings - IFRS16
Trade Creditors and Other Current Liabilities
Financial Instruments
o.w. Other Financial Liabilities
Liabilities associated to assets held for sale
219.03
140.25
58.84
12.31
7.63
179.37
43.47
7.25
109.94
18.23
3.70
0.46
161.04
88.40
49.29
12.43
10.91
179.91
64.43
14.05
91.40
9.57
1.66
0.47
+36.0%
+58.7%
-1.0%
-30.1%
-0.3%
-32.5%
+20.3%
+90.6%
>100%
-1.5%
Total Equity and Liabilities 611.11 558.93 +9.3%

Note: Trade Debtors and Other Current Assets and Trade Creditors and Other Current Liabilities include a balance of 65.0M€ and 11.3M€, respectively, related with the consolidation of Futura Energía Inversiones. The Financial Instruments line reflects the mark-to-market of swaps and options referred to the outstanding positions in Futura Energía Inversiones' subsidiaries, at the end of March 2020. These positions are related to risk coverage of the corresponding underlying assets, as Futura Energía Inversiones policy involves managing assets and liabilities in order to cover almost all the risks involved.

7. CORPORATE INFORMATION

7.1 CORPORATE INFORMATION IN 1Q20

No material corporate events to announce.

7.2 SUBSEQUENT EVENTS

On 6 April 2020, Sonae Capital informed about the Board of Directors resolution, revoking the decision previously taken, on 21 February 2020, regarding a proposal for shareholder remuneration at the 2020 Shareholders Annual General Meeting. This decision was taken for prudency reasons, with the objective of ensuring Sonae Capital increased financial stability, essential to guarantee its resilience in the most disruptive scenarios that the current situation leads to address. The Board of Directors also informed that it considers re-evaluating this decision when there is greater visibility about the future, the normality of all the operations is resumed and, above all, taking into account the adequacy of the capital structure to the type of assets and businesses held by Sonae Capital.

On the same day, Sonae capital released the notice of meeting and proposals for the Shareholders Annual General Meeting, to be held on 29 April 2020 by telematic means.

On 29 April 2020, following the Shareholders Annual General Meeting, Sonae Capital disclosed the resolutions taken by the Shareholders. All proposals on the agenda were approved unanimously.

8. RESTATEMENT OF 2019 QUARTERLY INFORMATION

Consolidated Profit and Loss Statement
Million uro 1Q 2019 2Q 2019 3Q 2019 4Q 2019
Turnover
Business Units 31.26 36.41 68.44 99.79
Energy 14.02 14.31 35.84 79.86
Industrial Engineering 2.58 1.49 2.17 3.54
Fitness 10.02 10.12 10.88 10.22
Hospitality 3.02 7.34 13.04 4.33
Troia Resort - Operations 1.62 3.15 6.52 1.84
Real Estate Assets 4.55 11.27 9.15 14.67
Troia Resort 3.08 5.28 6.87 4.45
Other Real Estate Assets 1.47 5.99 2.28 10.22
Eliminations & Adjustments -1.87 -2.45 -3.76 -1.70
Consolidated Turnover 33.94 45.24 73.84 112.77
Other Operational Income 0.73 0.69 0.52 1.56
Total Operational Income 34.66 45.92 74.36 114.32
EBITDA
Business Units 4.94 9.31 14.84 4.34
Energy 3.60 4.87 4.36 2.95
Industrial Engineering -0.66 -0.95 -1.01 -0.99
Fitness 3.22 3.03 3.64 2.81
Hospitality -0.86 2.05 5.32 0.18
Troia Resort - Operations -0.37 0.31 2.53 -0.62
Real Estate Assets 0.82 5.09 2.68 1.40
Troia Resort 0.03 0.92 1.90 0.92
Other Real Estate Assets 0.78 4.17 0.78 0.48
Eliminations & Adjustments -1.78 -1.96 -1.91 -1.65
Consolidated EBITDA 3.97 12.44 15.61 4.09
Amortizations & Depreciations 7.33 8.15 8.71 7.61
Provisions & Impairment Losses -0.01 0.02 -0.21 -0.35
Recurrent EBIT
Business Units -1.72 1.79 6.81 -2.56
Energy 1.29 1.71 0.94 0.52
Industrial Engineering -0.88 -1.16 -1.22 -1.22
Fitness 1.03 0.82 1.18 0.57
Hospitality -2.10 0.80 4.08 -1.07
Troia Resort - Operations -1.06 -0.37 1.83 -1.36
Real Estate Assets -0.74 3.53 1.30 0.20
Troia Resort -0.74 0.17 1.10 0.15
Other Real Estate Assets 0.00 3.36 0.21 0.05
Eliminations & Adjustments -0.88 -1.05 -1.00 -0.81
Consolidated Recurrent EBIT -3.34 4.27 7.11 -3.17
Non-recurrent costs/income (1) 0.00 0.01 -0.06 1.50
Consolidated EBIT -3.34 4.26 7.16 -4.67
Net Financial Expenses -2.12 -1.74 -1.30 -1.44
Investment Income and Results from Assoc. Undertakings 0.47 0.00 0.17 -10.44
EBT -4.99 2.52 6.04 -16.54
Taxes 0.01 0.27 0.07 0.38
Net Profit - Continued Businesses -5.01 2.25 5.97 -16.92
Net Profit - Discontinued Businesses -0.06 -0.07 0.58 0.97
Net Profit - Total -5.07 2.18 6.54 -15.95
Attributable to Equity Holders of Sonae Capital -5.27 1.98 6.03 -16.33
Attributable to Non-Controlling Interests 0.20 0.19 0.51 0.38

(1) Non-recurrent items mainly related to restructuring costs and one-off income.

9. METHODOLOGICAL NOTES

The consolidated financial information presented in this report is unaudited and has been prepared in accordance with the International Financial Reporting Standards ("IAS / IFRS"), issued by the International Accounting Standards Board ("IASB"), as adopted by the European Union.

GLOSSARY

CAPEX Investment in Tangible and Intangible Assets
EBITDA Operational Profit (EBIT) + Amortization and Depreciation + Provisions and Impairment Losses + Impairment
Losses of Real Estate Assets in Stocks (included in Costs of Goods Sold) – Reversal of Impairment Losses and
Provisions (including in Other Operation Income)
EBITDAR EBITDA + Building Rents
Gearing: Debt
to Equity
Net Debt / Equity
HVAC Heating, Ventilation and Air Conditioning
Loan to Value Net Debt of real estate assets / Real estate assets Valuation
Net Debt Net Debt + IFRS 16 Impact
Net Financial
Debt
Non-Current Loans + Current Loans – Cash and Cash Equivalents – Current Investments
Operational
Cash Flow
EBITDA - Capex
PPSA Promissory Purchase and Sale Agreement
RevPar Revenue Per Available Room

PART II CONSOLIDATED FINANCIAL STATEMENTS

31 MARCH 2020

SONAE CAPITAL, SGPS, SA

CONSOLIDATED BALANCE SHEET AS AT 31 MARCH 2020 AND 31 DECEMBER 2019

(Amounts expressed in euro)

Notes 31 March 2020 31 December 2019
8 258 125 109 260 554 068
8 70 601 696 66 216 081
8 10 192 513 9 585 320
9 33 637 373 33 637 373
5 1 771 354 1 667 459
6 464 082 454 391
14 20 631 200 20 671 070
10 9 960 667 9 960 667
405 383 994 402 746 429
49 143 560
83 571 959
15 824 463
15 20 115 478 7 587 355
205 676 137 156 127 337
52 830 54 941
558 928 705
11
12
13
48 297 311
107 392 205
29 871 143
611 112 962
EQUITY AND LIABILITIES Notas 31 March 2020 31 December 2019
EQUITY:
Share capital 16 250 000 000 250 000 000
Own Shares 16 (1 020 877) (1 105 573)
Reserves 16 (33 017 097) (19 518 755)
Profit/(Loss) for the year attributable to the equity holders of Sonae Capital (5 621 317) (13 581 680)
Equity attributable to the equity holders of Sonae Capital 210 340 709 215 793 992
Equity attributable to non-controlling interests 17 2 378 594 2 184 277
TOTAL EQUITY 212 719 303 217 978 269
NON-CURRENT LIABILITIES:
Bank loans
Bonds
18
18
61 684 100
70 061 771
24 641 703
55 092 987
Lease liabilities 23 67 126 985 57 738 403
Other non-current liabilities 19 4 714 519 8 008 222
Deferred tax liabilities 14 12 311 028 12 432 090
Provisions 22 3 127 481 3 123 285
Total Non-Current Liabilities 219 025 884 161 036 690
CURRENT LIABILITIES:
Bank Loans 18 35 492 546 56 567 612
Bonds 18 2 000 000 2 000 000
Lease liabilities 23 10 902 831 17 697 925
Other loans 18 2 330 272 2 213 099
Financial Instruments 13 18 233 633 9 565 632
Trade creditors 21 106 960 334 88 489 705
Provisions 22 2 983 560 2 907 863
Total Current Liabilities 178 903 177 179 441 836
Liabilities associated with assets held for sale 464 598 471 909
TOTAL LIABILITIES 398 393 659 340 950 435
TOTAL EQUITY AND LIABILITIES 611 112 962 558 928 705

SONAE CAPITAL, SGPS, SA

CONSOLIDATED INCOME STATEMENTS BY NATURE

FOR THE THREE MONTHS ENDED 31 MARCH 2020 AND 2019

(Amounts expressed in euro)

Notes 31 March 2020 31 March 2019
Sales 83 513 595 24 321 926
Services rendered 14 847 891 16 543 232
Other operating income 24 1 238 506 1 123 142
Cost of sales (75 637 053) (12 317 024)
Changes in stocks of finished goods and work in progress 6 518 (1 471 867)
External supplies and services (9 632 466) (12 202 107)
Staff costs (9 239 577) (10 579 094)
Depreciation and amortisation (7 729 326) (7 470 937)
Provisions and impairment losses on non-financial assets 571 698 191 862
(Increases)/Decreases
Other operating expenses (1 782 762) (1 710 153)
Operational profit/(loss) (3 842 976) (3 571 020)
Financial Income 350 978 126
Financial Expenses (1 908 044) (2 064 443)
Net financial income / (expenses) (1 557 066) (2 064 317)
Profit/(Loss) in associated and jointly controlled
companies measured using the equity method
5 103 895 109 106
Investment income 26 - 359 678
Profit/(Loss) before taxation (5 296 147) (5 166 553)
Taxation 27 78 256 (136 997)
Profit/(Loss) for the year - continued operations (5 374 403) (5 029 558)
Profit/(Loss) for the year - discontinued operations (26 763) (36 352)
Profit/(Loss) for the year (5 401 166) (5 065 908)
Attributable to:
Equity holders of Sonae Capital 27 (5 621 317) (5 269 819)
Non-controlling interests 17 220 150 203 911
Profit/(Loss) per share - continued operations
Basic 30 (0,02271) (0,02106)
Diluted 30 (0,02271) (0,02106)
Profit/(Loss) per share - discontinued operations
Basic 30 (0,00011) (0,00015)
Diluted 30 (0,00011) (0,00015)
SONAE CAPITAL, SGPS, SA
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE THREE MONTHS ENDED 31 MARCH 2020 AND 2019
(Amounts expressed in euro)
31 March 2020 31 March 2019
Consolidated net profit/(loss) for the period (5 401 166) (5 065 908)
Items that may be reclassified subsequently to net profit / (loss):
Changes in the currency translation differences (1 838) (93 546)
Share of other comprehensive income of associates and joint ventures accounted for by the
equity method (Note 5)
Change in the fair value of assets available for sale
Change in the fair value of cash flow hedging derivatives
Tax related to other comprehensive income captions
Other comprehensive income for the period - continued operations - -
Other comprehensive income for the period - discontinued operations (1 838) (93 546)
Total comprehensive income for the period (5 403 004) (5 159 454)
Attributable to:
Equity holders of Sonae Capital (5 623 154) (5 363 365)
Non-controlling interests 220 150 203 911

SONAE CAPITAL, SGPS, SA

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

FOR THE THREE MONTHS ENDED 31 MARCH 2020 AND 2019

(Amounts expressed in euro)

Attributable to Equity Holders of Sonae Capital
Share
Capital
Own
Shares
Demerger
Reserve
(Note 15)
Translation
Reserves
Hedging
Reserves
Other Reserves Subtotal Net
Profit/(Loss)
Total Non-Controlling
Interests
Total Equity
Balance as at 1 January 2019 250 000 000 (1 192 808) 132 638 253 359 097 - (119 355 952) 13 641 398 (3 860 952) 258 587 636 9 440 091 268 027 727
Total consolidated comprehensive income for the period - - - (93 546) - - (93 546) (5 269 819) (5 363 365) 203 911 (5 159 454)
Appropriation of profit of 2018:
Transfer to legal reserves and retained earnings - - - - - (3 860 952) (3 860 952) 3 860 952 - - -
Dividends paid - - - - - - - - - - -
(Acquisition)/Sales of own shares - 77 338 - - - - - - 77 338 - 77 338
Changes in the percentage of capital held in affiliated companies - - - - - - - - - - -
Other changes - - - - - 202 905 202 905 - 202 905 (104 759) 98 146
Balance as at 31 March 2019 250 000 000 (1 115 470) 132 638 253 265 551 - (133 983 795) (1 079 991) (5 269 819) 242 534 718 9 539 244 252 073 962
Balance as at 1 January 2020 250 000 000 (1 105 572) 132 638 253 145 508 - (152 302 516) (19 518 755) (13 581 680) 215 793 992 2 184 277 217 978 269
Total consolidated comprehensive income for the period - - - (1 838) - - (1 838) (5 621 317) (5 623 155) 220 150 (5 403 006)
Appropriation of profit of 2019:
Transfer to legal reserves and retained earnings - - - - - (13 581 680) (13 581 680) 13 581 680 - - -
Dividends paid - - - - - - - - - - -
(Acquisition)/Sales of own shares - 84 695 - - - 98 975 98 975 - 183 670 - 183 670
Changes in the percentage of capital held in affiliated companies - - - - - - - - - - -
Application of IFRS16 - - - - - - - - - - -
Other changes - - - - - (13 799) (13 799) - (13 799) (25 834) (39 633)
Balance as at 31 March 2020 250 000 000 (1 020 877) 132 638 253 143 670 - (165 799 020) (33 017 097) (5 621 317) 210 340 709 2 378 594 212 719 303

CONSOLIDATED FINANCIAL STATEMENTS 31 MARCH 2020

SONAE CAPITAL, SGPS, SA
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE THREE MONTHS ENDED 31 MARCH 2020 AND 2019
(Amounts expressed in euro)
Notes 31 March 2020 31 March 2019
OPERATING ACTIVITIES:
Cash receipts from trade debtors
Cash paid to trade creditors
93 642 505
(98 267 197)
43 975 640
(35 919 711)
Cash paid to employees (8 320 041) (9 663 556)
Cash flow generated by operations (12 944 734) (1 607 627)
Income taxes (paid) / received (654 234) (228 561)
Other cash receipts and (payments) relating to operating activities (160 731) (76 998)
Discontinued operations (1 868) 70 601
Net cash from operating activities (1) (13 757 831) (1 983 787)
INVESTMENT ACTIVITIES:
Cash receipts arising from:
Investments 12 376 97 930
Tangible assets 4 204 305 1 425 173
Intangible assets - -
Subsidies - -
Interest and similar income
Loans granted
49 760
-
53
4 092
Dividends - -
Others - 6 631
Changes in consolidation perimeter (companies in) - -
4 266 441 1 533 879
Cash Payments arising from:
Investments (135 102) (13 370)
Tangible assets (7 141 167) (12 993 744)
Intangible assets (376 004) (449 347)
Loans granted - -
(7 652 273) (13 456 461)
Discontinued operations - -
Net cash used in investment activities (2) (3 385 832) (11 922 582)
FINANCING ACTIVITIES:
Cash receipts arising from:
Loans obtained 53 951 076 20 032 631
Capital increases, additional paid in capital and share premiums - -
Sale of own shares - 77 338
53 951 076 20 109 969
Cash payments arising from:
Loans obtained (23 162 723) (5 305 621)
Interest and similar charges (788 935) (770 260)
Reimbursement of capital and paid in capital - -
Dividends (312 406) -
(24 264 064) (6 075 881)
Discontinued operations 1 868 31 364
Net cash used in financing activities (3) 29 685 144 14 002 724
Net increase in cash and cash equivalents (4) = (1) + (2) + (3) 12 541 481 96 355
Effect of foreign exchange rate 13 358 (539)
Cash and cash equivalents at the beginning of the period 20 7 587 355 7 131 161
Cash and cash equivalents at the end of the period 20 20 115 478 7 228 055

The accompanying notes are part of these financial statements.

* Prepared in accordance with IAS 34 - Interim Financial Reporting and unaudited

1. INTRODUCTION

SONAE CAPITAL, SGPS, SA (Company, Group or Sonae Capital) whose head-office is at Lugar do Espido, Via Norte, Apartado 3053, 4471-907 Maia, Portugal, is the parent Group of a group of companies, as detailed in Notes 5 to 7 (Sonae Capital Group) and was set up on 14 December 2007 as a result of the demerger of the shareholding in SC, SGPS, SA (previously named Sonae Capital, SGPS, SA) from Sonae, SGPS, SA, which was approved by the Board of Directors on 8 November 2007 and by the Shareholder's General Meeting held on 14 December 2007.

Reflecting the current management structure, the reporting segments were revised, addressing the strategic business areas identified in the Group:

  • Troia Resort Operations
  • Hospitality
  • Fitness
  • Energy
  • Refrigeration & HVAC
  • Industrial Engineering
  • Real Estate
  • Holding & Others

The non-strategic assets (including non-tourism real estate assets and financial shareholdings) are included in the segment Holding & Others.

The shares of Sonae Capital are traded at Lisbon Euronext Stock Exchange.

Shareholders have the ability to change the Financial Statements after they have been approved for issue.

2. MAIN ACCOUNTING POLICIES

The main accounting policies adopted in preparing the consolidated financial statements are as follows. These policies were applied in a consistent manner in the comparative periods.

2.1. BASIS OF PREPARATION

Interim financial statements were presented quarterly, in accordance with IAS 34 – Interim Financial Reporting.

The consolidated financial statements have been prepared from the books and accounting records of the Group and of its subsidiaries (Notes 4 and 6) on a going concern basis and under the historical cost convention, except for derivative financial instruments which are stated at fair value.

3. CHANGES IN ACCOUNTING POLICIES

Changes in international accounting standards that took effect on or after 1 January 2020, had no significant impact on the financial statements at 31 March 2020.

4. GROUP COMPANIES INCLUDED IN THE CONSOLIDATED FINANCIAL STATEMENTS

Group companies included in the consolidated financial statements, their head offices and percentage of the share capital held by the Group as at 31 March 2020 and 31 December 2019, are as follows:

Percentage of capital held
31 March 2020 31 December 2019
Company Head Office Direct Total Direct Total
Sonae Capital, SGPS, S.A. Maia Holding Holding
Hospitality
Porto Palácio Hotel, S.A. a) Porto 100,00% 100,00% 100,00% 100,00%
SC Hospitality, SGPS, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
The Artist Porto Hotel & Bistrô - Actividades Hoteleiras, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
The House Ribeira Hotel – Exploração Hoteleira, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Aqualuz Tróia, S.A. a) Grândola 100,00% 100,00% 100,00% 100,00%
2ndRoom - Exploração Hoteleira, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Aqualuz -Turismo e Lazer, Lda. a) Lagos 100,00% 100,00% 100,00% 100,00%
Tróia Resort Operations
Atlantic Ferries - Tráf. Loc. Flu. e Marít., S.A. a) Grândola 95,77% 95,77% 95,77% 95,77%
Marina de Tróia, S.A. a) Grândola 100,00% 100,00% 100,00% 100,00%
Tróia Market, S.A. a) Grândola 100,00% 100,00% 100,00% 100,00%
Tróia Natura, S.A. a) Grândola 100,00% 100,00% 100,00% 100,00%
Troiaresort-Investimentos Turísticos, S.A. a) Grândola 100,00% 100,00% 100,00% 100,00%
Troiaresort, SGPS, S.A. a) Matosinhos 100,00% 100,00% 100,00% 100,00%
Golf Time - Golfe e Invest. Turísticos, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Fitness
Acrobatic Title, S.A. a) Lisbon 100,00% 100,00% 100,00% 100,00%
Solinca - Health & Fitness, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
SC Fitness, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Pump, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Urban Fit Ermesinde - Gestão de Health Clubs, Lda. a) Maia 100,00% 100,00% 100,00% 100,00%
Urban Fit Foz - Gestão de Health Clubs, Lda. a) Maia 100,00% 100,00% 100,00% 100,00%
Urban Fit Gaia - Gestão de Health Clubs, Lda. a) Maia 100,00% 100,00% 100,00% 100,00%
Urban Fit Maia - Gestão de Health Clubs, Lda. a) Maia 100,00% 100,00% 100,00% 100,00%
Energy
Atelgen - Produção Energia, ACE a) Barcelos 51,00% 51,00% 51,00% 51,00%
CAPWATT – Brainpower, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
CAPWATT – ACE, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Capwatt Colombo - Heat Power, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Engenho Novo Gás PT, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Engenho Novo Electricidade PT, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Capwatt Hectare - Heat Power, ACE a) Maia 100,00% 100,00% 100,00% 100,00%
Capwatt Évora – Solar Power, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Capwatt Decentralized Solar Power, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Capwatt IV – Heat Power, Unipessoal, Lda. a) Maia 100,00% 100,00% 100,00% 100,00%
Capwatt Maia - Heat Power, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Capwatt Martim Longo - Solar Power, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Capwatt Vale do Caima - Heat Power, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Capwatt Vale do Tejo - Heat Power, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Capwatt Estuário – Heat Power, Unipessoal, Lda. a) Maia 100,00% 100,00% 100,00% 100,00%
Capwatt Lousado – Heat Power, Unipessoal, Lda. a) Maia 100,00% 100,00% 100,00% 100,00%
Capwatt Alrota – Wind Power, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Capwatt Chamusca – Bio Power, Unipessoal, Lda. a) Maia 100,00% 100,00% 100,00% 100,00%
Capwatt Ferreira – Solar Power, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
1) Capwatt Graciosa – Green Storage, S.A. a) Santa Cruz da Graciosa 100,00% 100,00%
CAPWATT – SGPS, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Carvemagere - Manutenção e Energias Renováveis, Lda. a) Barcelos 65,00% 65,00% 65,00% 65,00%
Companhia Térmica SERRADO, ACE a) Maia 70,00% 70,00% 70,00% 70,00%
Companhia Térmica Tagol, Lda. a) Oeiras 100,00% 100,00% 100,00% 100,00%
Soternix - Produção de Energia, ACE a) Barcelos 51,00% 51,00% 51,00% 51,00%
Suncoutim - Solar Energy, S.A. a) Faro 85,00% 85,00% 85,00% 85,00%
Sociedade de Iniciativa e Aproveitamentos Florestais - Energia, S.A. a) Mangualde 90,00% 90,00% 90,00% 90,00%
Capwatt México, S. de R. L. de C.V a) Mexico City 100,00% 100,00% 100,00% 100,00%
Futura Energía Inversiones, S.L. a) Madrid 100,00% 100,00% 100,00% 100,00%
Futura Carbono, S.L. a) Madrid 100,00% 100,00% 100,00% 100,00%
Futura Energía y Gas, S.L. a) Madrid 100,00% 100,00% 100,00% 100,00%
Futura Green Renovables, S.L. a) Madrid 100,00% 100,00% 100,00% 100,00%
Ecofutura Luz Energía, S.L. a) Madrid 100,00% 100,00% 100,00% 100,00%
Real Estate
Bloco Q - Soc. Imobil, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Casa da Ribeira - Sociedade Imobiliária, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Centro Residencial da Maia, Urban., S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Cinclus Imobiliária, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Contry Club da Maia - Imobiliária, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Empreend. Imob. Quinta da Azenha, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Fundo Esp. Inv. Imo. Fec. WTC a) Maia 100,00% 100,00% 100,00% 100,00%
Imoclub - Serviços Imobilários, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Imodivor - Sociedade Imobiliária, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Imohotel - Emp. Turist. Imobiliários, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Imoponte - Sociedade Imobiliária, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Imosedas - Imobiliária e Seviços, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Implantação – Imobiliária, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Porturbe - Edifícios e Urbanizações, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Praedium II - Imobiliária, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Predisedas - Predial das Sedas, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Promessa Sociedade Imobiliária, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
SC Assets, SGPS, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Sete e Meio Herdades - Inv. Agr. e Tur., S.A. a) Grândola 100,00% 100,00% 100,00% 100,00%
Soira - Soc. Imobiliária de Ramalde, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Sótaqua - Soc. de Empreend. Turisticos a) Maia 100,00% 100,00% 100,00% 100,00%
Spinveste - Promoção Imobiliária, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Spinveste - Gestão Imobiliária SGII, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Urbisedas - Imobiliária das Sedas, S.A.
Vistas do Freixo - Emp. Tur. Imobiliários, S.A.
a)
a)
Maia
Maia
100,00%
100,00%
100,00%
100,00%
100,00%
100,00%
100,00%
100,00%
Soltroia - Imob. de Urb. Turismo de Tróia, S.A. a) Lisbon 100,00% 100,00% 100,00% 100,00%
SII - Soberana Invest. Imobiliários, S.A. a) Grândola 100,00% 100,00% 100,00% 100,00%
Tulipamar - Expl. Hoteleira Imob., S.A. a) Grândola 100,00% 100,00% 100,00% 100,00%
Marmagno - Expl. Hoteleira Imob., S.A. a) Grândola 100,00% 100,00% 100,00% 100,00%
Imopenínsula - Sociedade Imobiliária, S.A. a) Grândola 100,00% 100,00% 100,00% 100,00%
Imoresort - Sociedade Imobiliária, S.A. a) Grândola 100,00% 100,00% 100,00% 100,00%
Marvero - Expl. Hotel. Im S.A. a) Grândola 100,00% 100,00% 100,00% 100,00%
TROIAMED – Sociedade Mediação Imob., S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Industrial Engineering
SC, INDUSTRIALS, SGPS, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Adira - Industrial Engineering Forming Solutions, S.A. a) Porto 100,00% 100,00% 100,00% 100,00%
Guimadira - Máquinas e Ferramentas, Lda. a) V. N. Gaia 100,00% 100,00% 100,00% 100,00%

CONSOLIDATED FINANCIAL STATEMENTS 31 MARCH 2020

Holding & Others
Imobeauty, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
SC - Sociedade de Consultadoria, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
SC Finance BV a) Amsterdam 100,00% 100,00% 100,00% 100,00%
SC For - Ser. Formação e Desenvolv. Recursos Humanos, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
UP Invest., SGPS, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
SC, SGPS, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
2) & 3) Spinarq Moçambique, Lda. a) Maputo 70,00% 70,00% 70,00% 70,00%
Praedium – Serviços, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Inparvi, SGPS, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Société de Tranchage Isoroy, S.A.S. a) Honfleur 100,00% 100,00% 100,00% 100,00%
Andar - Sociedade Imobiliária, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Sociedade de Construções do Chile, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Vastgoed One - Sociedade Imobiliária, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Vastgoed Sun - Sociedade Imobiliária, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%

Legend:

  • 1) Company founded during the period in consideration;
  • 2) Alteration of segment from Refrigeration & HVAC to Holding & Others;
  • 3) Discontinued Operations;

a) Majority of voting rights.

These group companies are consolidated using the full consolidation method as described in Note 2.2.a.

5. INVESTMENTS IN ASSOCIATED AND JOINTLY CONTROLLED COMPANIES

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 31 March 2020 and 31 December 2019 are as follows:

31 March 2020
Percentage of Capital Held
C ompany name Head Office Direct Total Total Assets Total Liabilities Total Costs Total incomes Shared Capital Net income Balance Value
Holding & Others
a) Lidergraf - Artes Gráficas, Lda Vila do Conde 24,50% 24,50% 15 844 203 6 869 577 20 843 471 21 557 498 8 974 625 714 027 1 500 992
Energy
b) Feneralt - Produção de Energia, ACE Barcelos 25,00% 25,00% 1 383 714 236 868 177 768 355 955 1 146 846 178 187 270 362
a) Data from December 2019 7 106 445 21 021 239 21 913 453 10 121 471 892 214 1 771 354
b) Data from Frebruary 2020
31 December 2019
Percentage of Capital Held
C ompany name Direct Total Total Assets Total Liabilities Total Costs Total incomes Shared Capital Net income Balance Value
Holding & Others
Lidergraf - Artes Gráficas, Lda Vila do Conde 24,50% 24,50% 15 844 203 6 869 577 20 843 471 21 557 498 8 974 625 714 027 1 445 296
Energy
Feneralt - Produção de Energia, ACE
Barcelos
25,00% 25,00% 1 119 859 104 267 1 307 226 2 322 818 1 015 593 1 015 593 222 162
16 964 062 6 973 844 22 150 697 23 880 316 9 990 218 1 729 620 1 667 459

Associated and jointly controlled companies are consolidated using the equity method.

As at 31 December 2019, the balance sheet values result from the reduction of the acquisition value by applying the equity method, discontinuing the recognition of its share of additional losses under IAS 28.

During the periods ended 31 March 2020 and 31 December 2019, movements in investments of associated and jointly controlled companies may be summarized as follows:

31 March 2020 31 December 2019
Opening balance as at 1 January 1 667 459 1 623 906
Acquisitions in the period - -
Disposals in the period - -
Equity method 103 895 303 238
Dividends received - (259 686)
Change in the consolidation method - -
Closing balance as at 31 December 1 771 354 1 667 459
Accumulated impairment losses (Note 22) - -
1 771 354 1 667 459

The use of the equity method had the following impacts: 103,895 euros recorded on share of results of associated undertakings (303,238 euros at 31 December 2019), and 0 eurosin changes in reserves in 31 December 2019 and 31 March 2020.

During the year ended 31 December 2019 dividends were received totalling 260,000 euros paid by the companies Lidergraf-graphic arts, Lda and Feneralt-Energy Production, ACE.

6. OTHER INVESTMENTS

The head offices, percentage of share capital held and book value of Other Investments as at 31 March 2020 and 31 December 2019 are made up as follows:

Percentage of capital held
31 March 2020 31 December 2019 Book value
Company Direct Total Direct Total 31 March 2020 31 December 2019
Troia Resort Operations
Infratróia - Infraestruras de Tróia, E.M.
Grândola
25,90% 25,90% 25,90% 25,90% 64 747 64 747
Holding & Others
Net, SA
Lisbon
0,98% 0,98% 0,98% 0,98% 23 034 23 034
Other Investments 376 301 366 610
Total 464 082 454 391

As at 31 March 2020 and 31 December 2019, movements in investments were as follows:

31 March 2020 31 December 2019
Non-current Current Non-current Current
Investments at acquisition cost
Opening balance as at 1 January 746 229 - 962 273 -
Acquisitions in the period 22 067 - 93 796 -
Disposals in the period (12 376) - (294 278) -
Merger - - - -
Changes in consolidation perimeter - - (15 562) -
Closing balance as at 31 December 755 920 - 746 229 -
Accumulated impairment losses (Note 22) (291 838) - (291 838) -
464 082 - 454 391 -
Other Investments 464 082 - 454 391 -

7. CHANGES TO THE CONSOLIDATION PERIMETER

During the period ended 31 March 2020 the only alteration within the consolidation perimeter was the founding of Capwatt Graciosa – Green Storage, S.A.

8. TANGIBLE AND INTANGIBLE ASSETS

During the periods ended 31 March 2020 and 31 December 2019, movements in tangible assets as well as in amortisation and accumulated impairment losses, are made up as follows:

Tangible Assets
Land and
Natural
Buildings and
Other
Plant and
Machinery
Vehicles Fixtures and
Fittings
Other Tangible
Assets
Tangible
Assets in
Total Tangible
Assets
Gross Cost: Resources Constructions progress
Opening balance as at 1 January 2018 46 894 417 157 722 696 290 993 985 804 015 4 646 076 3 122 412 18 562 090 522 745 691
Changes in consolidation perimeter (companies in) (Note 7) - 2 132 485 3 503 303 27 388 457 256 83 001 11 278 6 214 711
Changes in consolidation perimeter (companies out) (Note 7) - (824) (479 319) (59 513) (589 854) (427 517) (44 136) (1 601 163)
Transfer of financial leases - - (36 166 400) - - - - (36 166 400)
Capital expenditure 469 698 581 093 519 156 41 714 427 69 802 35 800 143 37 482 033
Disposals (2 329 570) (6 028 807) (3 929 878) (185 400) (75 730) (8 955) (85 091) (12 643 431)
Exchange rate effect - - - 168 9 - 725 902
Transfers 93 116 1 203 467 6 535 555 (168) 297 581 291 016 (6 357 349) 2 063 218
Opening balance as at 1 January 2019 45 127 661 155 610 110 260 976 402 628 204 4 735 765 3 129 759 47 887 660 518 095 561
Capital expenditure 98 789 179 857 103 881 - - 2 227 6 590 996 6 975 750
Disposals (707 871) (2 319 671) (1 126 082) - (411) - - (4 154 035)
Exchange rate effect - - - (577) (32) - (9 235) (9 844)
Transfers - 8 090 (371 912) 577 70 418 125 820 (2 172 767) (2 339 774)
Closing balance as at 31 March 2020 44 518 579 153 478 386 259 582 289 628 204 4 805 740 3 257 806 52 296 654 518 567 658
Accumulated depreciation
Opening balance as at 1 January 2018 - 47 007 288 171 521 141 716 256 3 685 341 2 421 478 - 225 351 503
Changes in consolidation perimeter (companies in) (Note 7) - 550 430 2 618 209 11 364 403 561 72 820 - 3 656 384
Changes in consolidation perimeter (companies out) (Note 7) - (824) (361 586) (59 513) (580 419) (352 453) - (1 354 795)
Transfer of financial leases - - (19 264 304) - - - - (19 264 304)
Charges for the period - 3 256 479 18 199 705 17 241 364 493 149 809 - 21 987 727
Disposals - (2 029 861) (1 630 444) (148 050) (77 032) (7 716) - (3 893 103)
Exchange rate effect - - - 168 7 - - 175
Transfers - - - (976) (49) 7 - (1 018)
Opening balance as at 1 January 2019 - 48 783 512 171 082 721 536 490 3 795 902 2 283 945 - 226 482 570
Charges for the period - 830 101 4 016 335 3 489 87 615 40 477 - 4 978 017
Disposals - (560 156) (297 734) - (411) - - (858 301)
Exchange rate effect - - - (577) (24) - - (601)
Transfers - - (711 164) 577 24 - - (710 563)
Closing balance as at 31 March 2020 - 49 053 457 174 090 156 539 979 3 883 106 2 324 422 - 229 891 120
Accumulated impairment losses
Opening balance as at 1 January 2018 4 213 519 21 444 385 5 478 404 - - - - 31 136 308
Charges for the period 16 011 12 662 523 - - - - 29 196
Reversals for the period (26 366) (79 693) (523) - - - - (106 583)
Opening balance as at 1 January 2019 4 203 164 21 377 354 5 478 404 - - - - 31 058 922
Charges for the period 1 369 1 028 - - - - - 2 397
Reversals for the period (3 106) (506 784) - - - - - (509 890)
Closing balance as at 31 March 2020 4 201 427 20 871 598 5 478 404 - - - - 30 551 429
Carrying amount
As at 31 December 2019 40 924 497 85 449 244 84 415 277 91 714 939 863 845 814 47 887 660 260 554 068
As at 31 March 2020 40 317 152 83 553 331 80 013 729 88 225 922 634 933 384 52 296 654 258 125 109

Major amounts included in the caption Tangible Assets in progress, refer to the following projects:

31 March 2020 31 December 2019
Troiaresort 2 181 426 1 864 554
Refurbishment of Factories and Management Projects 45 338 310 42 909 497
Refurbishment / Openings within the Hospitality Segment 1 285 515 1 031 671
Refurbishment of Health Clubs 1 090 764 1 341 787
Refurbishment / Maintenance of Marmagno + Aqualuz de Tróia 1 583 518 315 110
Refurbishment / Maintenance of Troia Resort Operações Segment 678 547 241 898
Industrial Engineering 72 837 43 897
Others 65 737 139 246
52 296 654 47 887 660

The amounts within Refurbishment of Factories and Managemnet Projects include the project of the cogeneration central that is under development within the Energy segment.

The value of the right-of-use assets at 31 March 2020 via the adoption of the IFRS 16 was the following:

Buildings and Other
Constructions
Plant and
Machinery
Vehicles Total Tangible
Assets
Gross Cost:
Opening balance as at 1 January 2018 50 087 064 18 278 1 929 721 52 035 063
Changes in consolidation perimeter (companies in) (Note 7) 142 817 - 11 923 154 740
Changes in consolidation perimeter (companies out) (Note 7) (204 723) - (924 173) (1 128 896)
Transfer of financial leases - 36 166 400 - 36 166 400
Capital expenditure 6 115 544 - 1 249 562 7 365 106
Disposals - - (425 757) (425 757)
Opening balance as at 1 January 2019 56 140 702 36 184 678 1 841 276 94 166 656
Capital expenditure 4 115 523 718 300 101 130 4 934 953
Disposals - - (23 369) (23 369)
Transfers - 2 645 098 - 2 645 098
Closing balance as at 31 March 2020 60 256 225 39 548 076 1 919 037 101 723 338
Accumulated depreciation
Opening balance as at 1 January 2018 - - - -
Changes in consolidation perimeter (companies in) (Note 7) 48 445 - 2 878 51 323
Changes in consolidation perimeter (companies out) (Note 7) (51 357) - (437 644) (489 001)
Transfer of financial leases - 19 264 304 - 19 264 304
Charges for the period 6 380 187 1 868 770 930 513 9 179 470
Disposals - - (55 521) (55 521)
Opening balance as at 1 January 2019 6 377 275 21 133 074 440 226 27 950 575
Charges for the period 1 694 268 613 167 159 352 2 466 787
Disposals - - (6 887) (6 887)
Transfers - 711 164 - 711 164
Closing balance as at 31 March 2020 8 071 544 22 457 406 592 692 31 121 642
Carrying amount
As at 31 December 2019 49 763 427 15 051 604 1 401 050 66 216 081
As at 31 March 2020 52 184 681 17 090 670 1 326 345 70 601 696

The amount referring to right-os-use assets includes financial leasings that were already considered within the fixed tangible assets previous to the application of the IFRS 16. The amount related to financial leasings was 17,086,821 euros and was transferred to right-of-use assets under the scope of the IFRS 16.

During the periods ended 31 March 2020 and 31 December 2019, movements in intangible assets as well as in amortisation and accumulated impairment losses, are made up as follows:

Intangible Assets
Patents and
Other Similar
Rights
Software Other Intangible
Assets
Intangible
Assets in
Progress
Total Intangible
Assets
Gross Cost:
Opening balance as at 1 January 2018 9 208 866 5 346 783 5 116 864 2 154 467 21 826 981
Changes in consolidation perimeter (companies in) (Note 7) - 73 544 - - 73 544
Changes in consolidation perimeter (companies out) (Note 7) - (735 159) - (21 782) (756 941)
Capital expenditure 31 792 58 589 281 890 1 363 709 1 735 980
Disposals - (117) (1 155 653) (3 325) (1 159 095)
Transfers 278 267 392 022 810 540 (1 841 253) (360 424)
Opening balance as at 1 January 2019 9 518 925 5 135 662 5 053 641 1 651 816 21 360 044
Capital expenditure - - - 106 946 106 946
Transfers 3 922 24 025 788 270 (17 425) 798 792
Closing balance as at 31 March 2020 9 522 847 5 159 687 5 841 911 1 741 337 22 265 782
Accumulated amortization
Opening balance as at 1 January 2018 3 014 039 4 346 694 3 079 070 - 10 439 803
Changes in consolidation perimeter (companies in) (Note 7) - 68 721 - - 68 721
Changes in consolidation perimeter (companies out) (Note 7) - (674 599) - - (674 599)
Charges for the period 417 417 680 882 153 412 - 1 251 711
Disposals - (447) - - (447)
Opening balance as at 1 January 2019 3 431 456 4 421 251 3 232 482 - 11 085 189
Charges for the period 98 048 123 017 77 480 - 298 545
Closing balance as at 31 March 2020 3 529 504 4 544 268 3 309 962 - 11 383 734
Accumulated amortization
Opening balance as at 1 January 2018 89 536 - 600 000 - 689 536
Opening balance as at 1 January 2019 89 536 - 600 000 - 689 536
Closing balance as at 31 March 2020 89 536 - 600 000 - 689 536
Carrying amount
As at 31 December 2019 5 997 933 714 411 1 221 159 1 651 816 9 585 320
As at 31 March 2020 5 903 807 615 419 1 931 949 1 741 337 10 192 513

At 31 March 2020 and 31 December 2019, there are no impairment losses relating to Intangible Assets.

As at March 2020 net assets of Marina de Troia amount to 5,062,750 euros (5,097,526 euros at December 2019) recorded in Industrial property and other rights.

9. GOODWILL

During the periods ended 31 March 2020 and 31 December 2019, movements in goodwill, as well as in corresponding impairment losses, are as follows

31 March 2020 31 December 2019
Gross amount:
Opening balance 62 858 391 77 503 717
Acquisitions with increase in percentage ownership - -
Increases - acquisition of affiliated companies - 9 020 352
Decreases - disposals of affiliated companies - 23 665 678
Write-off - -
Closing balance 62 858 391 62 858 391
Accumulated impairment losses (Note 22):
Opening balance 29 221 018 25 478 909
Increases - 3 742 109
Transfers - -
Decreases - -
Closing balance 29 221 018 29 221 018
Total 33 637 373 33 637 373

10. OTHER NON-CURRENT DEBTORS

As at 31 March 2020 and 31 December 2019, other non-current assets are detailed as follows:

31 March 2020 31 December 2019
Loans granted to related parties
Others 34 916 34 916
34 916 34 916
Impairment losses (Note 22) (34 916) (34 916)
- -
Trade accounts receivable and other debtors
Sale of financial investments 8 803 506 8 803 506
Others 1 117 903 1 117 903
Impairment losses (Note 22) - -
9 921 409 9 921 409
Other finantial assets 39 258 39 258
Deferred costs
Financing charges - -
- -
Total financial instruments 9 960 667 9 960 667
Other non-current debtors 9 960 667 9 960 667

At 31 December 2020 and 2019 the amounts within the caption Trade Accounts Receivable and Other Debtors, Sale of Financial Investments included (i) amounts to receive from the alienation of UPK - GESTÃO DE FACILITIES E MANUTENÇÃO, S.A. and (ii) amounts to receive from the alienation of the Group Prédios Privados – Imobiliária, S.A.

The amounts considered in 2020 and 2019 in Others, Trade accounts receivable and Other Debtors, are essentially related to payments to the State originating from a benefit from a 2002 tax amnesty (803,000 euros) and others.

11. INVENTORIES

Inventories as at 31 March 2020 and 31 December 2019 can be detailed as follows, highlighting the value attributable to real estate developments:

31 March 2020 31 December 2019
Total of which Real
Estate
Developments
Total of which Real
Estate
Developments
Goods for sale 10 567 964 9 504 080 11 333 334 10 036 775
Raw materials, by-products and consumables 2 652 233 - 3 168 424 -
Finished goods 7 876 698 6 526 100 7 980 772 6 434 958
Work in progress 31 199 098 30 573 689 31 085 000 30 612 987
52 295 993 46 603 869 53 567 530 47 084 720
Accumulated impairment losses on stocks (Note 22) (3 998 682) (2 746 637) (4 423 970) (2 850 218)
Total Operations 48 297 311 43 857 232 49 143 560 44 234 502

12. TRADE ACCOUNT RECEIVABLES AND OTHER CURRENT ASSETS

As at 31 March 2020 and 31 December 2019, trade accounts receivable and other current assets are detailed as follows:

31 March 2020 31 December 2019
Trade accounts receivable 79 258 662 55 874 552
Accumulated impairment losses on Trade Debtors (Note 22) (3 047 182) (3 230 862)
76 211 480 52 643 690
State and other public entities 9 056 512 8 735 445
Loans and other receivables from related companies 275 325 848 039
Other current assents
Suppliers c / c - debit balances 2 636 883 869 776
Other debtors 2 597 464 4 490 477
Debtors f of financial investments 11 449 407 11 449 407
Debtors of tangible fixed assets - 5
16 959 079 17 657 704
Increase in income - Interest receivable - 8
Add. Income - Billing to be issued for services rendered 891 772 856 153
Other accrued income 2 719 886 2 626 363
Expenses to recognize - rentals 292 945 294 159
Expenses to be recognized - external supplies and services 1 376 420 1 411 130
Expenses to be recognized - financial charges 229 578 114 397
Other current assets 1 323 726 902 103
6 834 327 6 204 313
Accumulated impairment losses on other current assets (Note 22) (1 669 193) (1 669 193)
Clients and other current assets 107 392 205 83 571 959

The caption Other debtors is made up of the balances receivable from taxes recoverable overseas (2,055,000 euros from Romania) and an amount to be received from Prédios Privados relating to the sale of lots of land in 2017 (496,000 euros), among others.

At March 2020 the sale of financial Investments includes (i) balance receivable from the sale of UPK – Gestão de Facilities e Manutenção S.A. and BoxLines Navegação S.A. and (ii) amounts to receive from the alienation of the Group Prédios Privados – Imobiliária, S.A. (10,000,000 euros).

The item Other current assets includes accruals of revenue relating to work in progress at the end of the period.

13. DERIVATIVES

The company holds derivatives at fair value based on market prices related to energy, gas, electricity and CO2 licenses. The variation compared to last year in which the value was null is due to the acquisition of the Futura group.

Assets
Liabilities
Due Date
Fair Value Hedging 21 558 585 14 536 623
Raw material Swaps 21 558 585 14 536 623
Electricity 20 222 340 13 383 674 2020
Electricity 1 107 346 970 303 2021
Electricity 228 899 182 646 2022
Deposits
Other instruments - Guarantees received 3 697 010
Other instruments - guarantees provided 8 312 559
29 871 143 18 233 633

The valuation of derivatives is based on quotations indicated by external entities, which are compared on each reporting date with market quotations available on financial information platforms, so in accordance with the requirements of the IFRS 13, the fair value of derivatives is classified as level 2 with no changes between levels in the period. These entities use market information and generally accepted discount techniques for future cash flows.

All financial instruments contracted are to hedge the price. These instruments do not bear interest.

14. DEFERRED TAXES

Deferred tax assets and liabilities as at 31 March 2020 and 31 December 2019 can be detailed as follows, split between the different types of temporary differences:

Deferred tax assets Deferred tax liabilities
31 March 2020 31 December 2019 31 March 2020 31 December 2019
Amortisation and Depreciation harmonisation adjustments 371 379 362 168 4 145 485 4 196 711
Provisions and impairment losses of non-tax deductible 4 998 639 5 047 662 - -
Write off of tangible and intangible assets 71 250 71 250 - -
Revaluation of tangible assets - - 187 091 245 870
Tax losses carried forward 14 371 852 14 371 852 - -
Write off of stocks - - 265 944 265 944
Taxable temporary differences arising from the fair value of non-current liabilities - - 6 461 637 6 456 560
Others 818 081 818 138 1 250 871 1 267 005
20 631 200 20 671 070 12 311 028 12 432 090

During the periods ended 31 March 2020 and 31 December 2019, movements in deferred tax are as follows:

Deferred tax assets Deferred tax liabilities
31 March 2020 31 December 2019 31 March 2020 31 December 2019
Opening balance 20 671 070 22 997 895 12 432 090 12 984 582
Effect in results (Note 42): - - - -
Amortisation and Depreciation harmonisation adjustments 9 211 (16 894) (51 226) (331 018)
Provisions and impairment losses of non-tax deductible - - - -
Write off of tangible and intangible assets - - - -
Write off of accruals - - - -
Revaluation of tangible assets - - (118 529) -
Tax losses carried forward - (2 380 000) - -
Impairment of Assets (49 024) (59 158) - -
Financial Instruments - - - -
Changes in tax rates - - - -
Others (57) 2 653 (11 058) (221 475)
(39 870) (2 453 399) (180 812) (552 493)
Effect in reserves:
Financial Intruments - - - -
Others - - 59 750 -
- - 59 750 -
Changes in consolidation perimeter (Note 8) - 126 575 - -
Others - - - -
Closing balance 20 631 200 20 671 070 12 311 028 12 432 090

In accordance with the tax statements presented by companies that recorded deferred tax assets arising from tax losses carried forward, as at 31 March 2020 and 31 December 2019, and using exchange rates effective at that time, tax losses carried forward can be summarized as follows:

31 March 2020 31 December 2019
Tax losses carried forward Deferred tax assets Time limit Tax losses carried forward Deferred tax assets Time limit
With limited time use
Generated in 2014 13 046 930 2 739 855 2026 13 046 930 2 739 855 2026
Generated in 2015 43 839 192 9 206 230 2027 43 839 192 9 206 230 2027
Generated in 2016 11 551 269 2 425 767 2028 11 551 269 2 425 767 2028
Generated in 2017 - - 2022 - - 2022
Generated in 2018 - - 2023 - - 2023
Generated in 2019 - - 2024 - - 2024
Generated in 2020 - - 2025 - -
68 437 391 14 371 852 68 437 391 14 371 852
With a time limit
different from the
above mentioned
- - - -
68 437 391 14 371 852 68 437 391 14 371 852

An analysis was made on the relevance of the recognition of deferred taxes, taking into account the possibility of them to be recovered in accordance with the medium and long term prospects of the Group.

Deferred tax assets and liabilities are calculated and annually evaluated using the tax rates in effect, at the date of reversal of the temporary differences.

Deferred tax assets arising from tax losses have been recorded only when it is likely to occur taxable income in the future.

Deferred tax assets were reassessed against each Group's business plans, which are regularly updated.

Since fiscal year 2014, most of the Group's subsidiaries based in Portugal belong to the perimeter of the group of companies that are taxed in accordance with the special taxation regime for Group groups (RETGS), being Sonae Capital, SGPS, S.A. the dominant Group.

Of the analysis made at 31 March 2020, it is concluded that there is a reasonable expectation on the recovery of the recorded deferred tax assets before their limited time use expires.

As at 31 March 2020, tax losses carried forward amounting to 35,082,374 euros (30,133,980 euros as at 31 December 2019) have for prudential reasons not originated deferred tax assets and are detailed as follows:

31 March 2020 31 December 2019
Tax losses carried forward Tax Credit Time limit Tax losses carried forward Tax Credit Time limit
With limited time use
Generated in 2014 1 064 865 223 622 2026 1 064 865 223 622 2026
Generated in 2015 1 912 800 401 688 2027 1 912 800 401 688 2027
Generated in 2016 1 375 530 288 861 2028 1 375 530 288 861 2028
Generated in 2017 21 131 360 4 437 586 2022 21 131 360 4 437 586 2022
Generated in 2018 3 220 254 676 253 2023 3 220 254 676 253 2023
Generated in 2019 921 377 193 489 2024 921 377 193 489 2024
Generated in 2020 4 933 792 1 036 096 2025 - -
34 559 978 7 257 595 29 626 186 6 221 499
Without limited time use - - - -
With a time limit different from the above
mentioned
522 396 115 863 507 794 112 797
522 396 115 863 507 794 112 796
35 082 374 7 373 458 30 133 980 6 334 296

15. CASH AND CASH EQUIVALENTS

As at 31 December 2020 and 2019, cash and cash equivalents can be detailed as follows:

31 March 2020 31 December 2019
Cash at hand 442 004 364 406
Bank deposits 19 668 756 7 218 230
Treasury applications 4 719 4 719
Cash and cash equivalents on the balance sheet 20 115 478 7 587 355
Bank overdrafts (Note 18) - -
Guarantee deposit - -
Cash and cash equivalents in the statement of cash-flows 20 115 478 7 587 355

Bank overdrafts include creditor balances of current accounts in financial institutions, and are disclosed in the balance sheet under current bank loans (Note 18).

16. EQUITY

The share capital of Sonae Capital SGPS, S.A. 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.

As at 31 March 2020, Sonae Capital SGPS, S.A. owns 3,212,789 own shares (3,670,823 own shares at 31 December 2019) booked at 1,020,877euros (1,105,573 euros at 31 December 2020).

Other reserves includes amounts equal to the value of own shares held by the Group's parent Group. This reserve should be unavailable while these shares are kept by the Group.

The Reserves and retained earnings of Sonae Capital Group in the periods ended 31 March 2020 and 31 December 2019 are as follows:

31 March 2020 31 December 2019
Demerger reserve 132 638 253 132 638 253
Translation reserves 143 670 145 508
Fair value reserves - -
Hedging reserves - -
Others (165 799 020) (152 302 516)
- -
Other reserves and retained earnings (33 017 097) (19 518 755)

Demerger reserve

The demerger originated a reserve in the amount of 132,638,253 euros, which has a treatment similar to that of a Legal Reserve. According to Group Law, it cannot be distributed to shareholders, unless the Group is liquidated, but can be used to make good prior year losses, once other reserves have been used fully, or for capital increases.

Translation reserves

These reserves are comprised by the conversion into euro of the financial statements of the subsidiaries that have other functional currencies and will be presented as results when the subsidiaries are liquidated or sold off.

Changes in Equity are detailed in the Consolidated Statements of Changes in Equity.

17. NON-CONTROLLING INTERESTS

Movements in non-controlling interests in the periods ended 31 March 2020 and 31 December 2019 are as follows:

31 March 2020 31 December 2019
Opening balance as at 1 January 2 184 277 9 440 091
Changes in percentage by acquisition / increase capital - -
Changes in hedging reserves - -
Changes in the percentage of capital held in affiliated companies - (7 540 682)
Changes resulting from currency translation 9 588 (160 038)
Dividends paid - (854 377)
Others (35 422) 15 993
Profit for the period attributable to minority interests 220 150 1 283 289
Closing balance 2 378 594 2 184 277

The Non-Controlling Interests are primarily from companies in the Energy segment.

18. BORROWINGS

As at 31 March 2020 and 31 December 2019, Borrowings are made up as follows:

31 March 2020 31 December 2019
Outstanding amount Outstanding amount
Current Non-Current Current Non-Current
Bank loans
Sonae Capital SGPS - commercial paper a) 4 000 000 - 8 900 000 -
Sonae Capital SGPS - commercial paper b) - 17 500 000 - 17 500 000
Sonae Capital SGPS - commercial paper c) 10 000 000 - 10 000 000 -
Sonae Capital SGPS - commercial paper d) 2 000 000 5 000 000 2 000 000 6 000 000
Sonae Capital SGPS - commercial paper e) 18 000 000 - 33 800 000 -
Sonae Capital SGPS - commercial paper f) - 8 250 000 - -
Sonae Capital SGPS - commercial paper g) - 30 000 000 - -
Up-front fees - (14 830) - (16 545)
Others 1 492 546 948 930 1 867 612 1 158 248
35 492 546 61 684 100 56 567 612 24 641 703
Bank overdrafts (Note 15) - - - -
Bank loans 35 492 546 61 684 100 56 567 612 24 641 703
-
Bond Loans
Sonae Capital 2016/2021 Bonds h) - 15 000 000 - 15 000 000
Sonae Capital 2019/2024 Bonds i) - 15 000 000 - 15 000 000
Sonae Capital 2019/2026 Bonds j) 2 000 000 13 000 000 2 000 000 13 000 000
Sonae Capital 2019/2024 II Bonds k) - 12 500 000 - 12 500 000
Sonae Capital 2020/2024 Bonds l) - 15 000 000 - -
Up-front fees - (438 229) - (407 013)
Bond Loans 2 000 000 70 061 771 2 000 000 55 092 987
Other loans 2 330 272 - 2 213 099 -
39 822 818 131 745 871 60 780 711 79 734 690
  • a) Commercial paper programme, with subscription guarantee, issued on 4 January 2017, with automatic annual renewals, unless denunciated by either party;
  • b) Commercial paper programme, with subscription guarantee, issued on 29 September 2017 and valid until September 2021;
  • c) Commercial paper programme, with subscription guarantee, issued on 30 June 2017, with automatic annual renewals, unless denunciated by either party;
  • d) Commercial paper programme, with subscription guarantee, issued on 24 February 2017 and valid until February 2023, with semi-annual payments beginning from 2019;
  • e) Commercial paper programme, with subscription guarantee, issued on 20 December 2017, with automatic annual renewals. Placed with institutional investors;
  • f) Commercial paper programme, with subscription guarantee, issued on 31 December 2013 and valid until February 2024, with semi-annual payments beginning from 2022;
  • g) Commercial paper programme, with subscription guarantee, issued on 26 August 2009 and valid until August 2022;
  • h) Sonae Capital SGPS - 2016/2021 bond loan in the amount of 15,000,000 euros, with a 5 year maturity, and a sole reimbursement on 29 July 2021, unless the issuer requests a full or partial refund (call option). This bond loan bears interest every six months.
  • i) Sonae Capital SGPS - 2019/2024 bond loan in the amount of 15,000,000 euros, with a 5 year maturity, and with reimbursements on the 8th and 10th coupon, with maturity on 26 June 2024. This bond loan bears interest every six months.
  • j) Sonae Capital SGPS - 2019/2026 bond loan in the amount of 15,000,000 euros, with a 7 year maturity, and with reimbursements in annual installments beginning from the 2nd coupon, inclusive, with maturity on 28 June 2026. This bond loan bears interest every six months.
  • k) Sonae Capital SGPS - 2019/2024 II bond loan in the amount of 12,500,000 euros, with a 5 year maturity, and with reimbursement via a single installment on 8 August 2024. This bond loan bears interest every six months.
  • l) Sonae Capital SGPS - 2020/2024 bond loan in the amount of 15,000,000 euros, with a 4 year maturity, and with reimbursement via a single installment on 20 March 2024. This bond loan bears interest every six months.

The interest rate on bonds and bank loans in force on 31 March 2020 was on average 1.11% (1.10% in 31 December 2019).

Bank loans pay interest rates that are indexed to the Euribor market rates of the period, and its fair value is considered close to its book value.

In the case that any bank or investor do not renovate a commercial paper programme, at the given maturity dates, the Group has credit facilities available to cover this gap.

The item Others includes investment grants received in 2019 and 2020.

The repayment schedule of the nominal value of borrowings may be summarised as follows:

31 March 2020 31 December 2019
Nominal value Interest Nominal value Interest
N+1 43 453 970 1 682 063 64 426 440 1 442 393
N+2 43 246 105 1 139 944 40 384 194 1 172 157
N+3 41 169 725 830 797 7 899 454 729 481
N+4 25 858 474 707 441 10 098 372 526 589
N+5 25 266 204 258 543 25 258 873 363 507
After N+5 5 000 000 69 375 5 000 000 69 375
183 994 478 4 688 163 153 067 334 4 303 502
Discontinued Operations - - - -
Total 183 994 478 4 688 163 153 067 334 4 303 502

19. OTHER NON-CURRENT CREDITORS

As at 31 March 2020 and 31 December 2019 other non-current creditors liabilities can be detailed as follows:

31 March 2020 31 December 2019
Loans and other amounts payable to related parties
Others 216 645 216 645
216 645 216 645
Other creditors
Creditors in the restructuring process of Torralta 875 556 853 007
Others 3 235 376 6 551 628
4 110 932 7 404 635
Deferred income
Obligations by share-based payments (Note 20) 386 943 386 943
386 943 386 943
Pension fund responsabilities - -
Other non-current creditors 4 714 519 8 008 222
Discontinued Operations - -
Other non current liabilities 4 714 519 8 008 222

20. SHARE-BASED PAYMENTS

In 2012 and in previous years, the Sonae Capital Group granted deferred performance bonuses to employees, based on shares of Sonae Capital SGPS, SA to be acquired at nil cost, three years after they were attributed to the employee. In any case, the acquisition can be exercised during the period commencing on the third year of the grant date and the end of that year. The Group has the choice to settle in cash instead of shares. The option can only be exercised if the employee still works for the Sonae Capital Group on the vesting date.

As at 31 March 2020 and 31 December 2019, the market value of total liabilities arising from share-based payments, which have not yet vested, may be summarised as follows:

Year of grant Vesting year Number of
participants
Fair Value
31 March 2020 31 December 2019
Shares
2016 2019 - - 114 344
2017 2020 13 28 962 469 633
2018 2021 16 326 524 401 908
2019 2022 12 391 351 391 351
Total 746 837 1 377 236

As at 31 March 2020 and 31 December 2019, 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:

31 March 2020 31 December 2019
Other non-current creditors (Note 19) 157 666 392 748
Other current creditors (Note 21) 264 043 659 361
Reserves (421 709) (670 544)
Staff Costs - 381 564

21. SUPPLIERS AND OTHER CURRENT LIABILITIES

As at 31 March 2020 and 31 December 2019 trade accounts payable can be detailed as follows:

31 March 2020 31 December 2019
Suppliers 23 843 383 31 993 293
Loans and other payables of related companies 421 872 732 495
Other Current Liabilities
Fixed assets suppliers 2 985 211 2 978 336
Advances from customers 3 873 451 3 300 637
Other creditors 10 210 909 7 742 060
State and other public entities 4 142 205 4 149 161
Accrued personnel expenses 6 675 222 7 824 249
Works not yet completed - 3 455 130
Accruals of purchase expenses - Energy segment 490 551 513 924
Financial charges payable 220 779 268 048
Investment subsidies - -
Other liabilities 54 096 750 25 532 372
82 695 078 55 763 917
Suppliers and other current liabilities 106 960 334 88 489 705

The amount considered in the caption Others includes amounts related to creditors for accrued expenses and income to be recognized.

22. PROVISIONS AND ACCUMULATED IMPAIRMENT LOSSES

Movements in provisions and accumulated impairment losses over the period ended 31 March 2020 and 31 December 2019 were as follows:

Captions Balance as at
1 January
2020
Increases Decreases Utilisations Transfers Balance as at
31 March
2020
Accumulated impairment losses on:
Tangible Assets (Note 8) 31 058 922 2 397 (509 890) - - 30 551 429
Intangible Assets (Note 8) 689 536 - - - - 689 536
Goodwill (Note 9) 29 221 018 - - - - 29 221 018
Other Investments (Note 6) 291 838 - - - - 291 838
Other non-current assets (Note 10) 34 916 - - - - 34 916
Trade accounts receivable (Note 12) 3 230 862 9 966 (133 878) (59 768) - 3 047 182
Other current assets (Note 12) 1 669 193 - - - - 1 669 193
Stocks (Note 11) 4 423 970 - (425 288) - - 3 998 682
Non-current provisions 3 123 285 4 195 - - - 3 127 481
Current provisions 2 907 863 85 081 (3 134) (6 250) - 2 983 560
Total 76 651 402 101 639 (1 072 190) (66 018) - 75 614 835
Captions Balance as at
1 January
2019
Increases Decreases Utilisations Transfers Balance as at
31 December
2019
Accumulated impairment losses on:
Tangible Assets (Note 8) 31 136 308 29 196 (106 582) - - 31 058 922
Intangible Assets (Note 8) 689 536 - - - - 689 536
Goodwill (Note 9) 25 478 909 3 742 109 - - - 29 221 018
Other Investments (Note 6) 291 838 - - - - 291 838
Other non-current assets (Note 10) 34 916 - - - - 34 916
Trade accounts receivable (Note 12) 6 230 300 442 589 (1 562 563) (8 306) (1 871 158) 3 230 862
Other current assets (Note 12) 1 848 583 246 233 (425 623) - - 1 669 193
Stocks (Note 11) 6 152 875 1 127 700 (2 856 605) - - 4 423 970
Non-current provisions 3 079 824 43 461 - - - 3 123 285
Current provisions 3 286 698 485 881 (504 071) (360 646) - 2 907 863
Total 78 229 787 6 117 169 (5 455 444) (368 952) (1 871 158) 76 651 402

In March 2020 and December 2019, the amounts recorded in provisions and impairment losses were recognized for prudence; it is not possible to predict when these provisions and impairment charges will result in future cash flows.

As at 31 March 2020 and 31 December 2019 detail of other provisions was as follows:

31 March 2020 31 December 2019
Judicial claims 1 657 060 1 657 060
Provision for secured income 695 465 632 625
Others 3 758 516 3 741 464
6 111 041 6 031 148

The amount considered in Provision for secured income is calculated estimating the difference between the amount to be charged through the properties leased in Tróia and the secured income to be paid to property owners. The amount to be charged through the marketing of real estate is estimated based on the average of the values obtained in previous years.

The judicial claims in progress relate essentially to litigation / damages in companies Inparvi SGPS, S.A. and Societe de Tranchage Isoroy SAS.

In Others, the provisions refer to dismantling of assets.

23. LEASE LIABILITIES

As at 31 March 2020 and 2019 the impact of the adoption of the IFRS 16 was as follows:

Notes 31 March 2020 31 March 2019
Depreciation Expenses 8 1 856 507 1 779 052
Interest Rate Expenses 1 162 403 1 086 783
Short-term Lease Expenses 353 080 386 624
Expenses related to low value leases 89 850 360 157
Expenses related to variable costs 20 059 17 737
Payments made 2 470 702 3 510 405
Net Right-of-Use Assets at the end of the period 8 53 514 875 50 031 620
Obligations related to Lease liabilities - Current Liabilities 8 869 080 10 165 858
Obligations related to Lease liabilities - Non-Current Liabilities 57 220 814 50 835 619

As at 31 March 2020 and 2019 the amount of the lease liabilities was as follows:

31 March 2020 31 March 2019
Current lease liabilities 10 902 831 17 697 925
Non-Current lease liabilities 67 126 985 57 738 403
Total passivos da locação 78 029 816 75 436 328

24. OTHER OPERATIONAL INCOME

Other operational income for the year ended 31 March 2020 and 2019 was as follows:

31 March 2020 31 March 2019
Own work capitalised 327 640 416 941
Gains on sales of assets 729 988 317 107
Supplementary income 195 474 133 849
Others (14 596) 255 245
Continued Operations 1 238 506 1 123 142
Discontinued Operations (3 218) 305 268
Total 1 235 288 1 428 410

25. CONTINGENT ASSETS AND LIABILITIES

As at 31 March 2020 and 31 December 2019 the most important contingent liabilities referred to guarantees given and were made up as follows:

31 March 2020 31 December 2019
Guarantees given:
on VAT reimbursements 5 199 346 5 199 346
on tax claims 16 439 274 16 244 854
on judicial claims - -
on municipal claims 556 599 556 599
on loans 20 153 464 20 489 349
Others 24 160 711 24 499 690

Others include the following guarantees:

10,752,959 euros as at 31 March 2020 (10,752,959 euros as at 31 December 2019) of guarantees given concerning building permits in the Resorts segments.

The Group has not registered provisions for the events/disagreements for which these guarantees were given since the Group believes that the above mentioned events will not result in a loss for the Group.

26. INVESTMENT INCOME

As at 31 March 2020 and 2019, Investment income was made up as follows:

31 March 2020 31 March 2019
Dividends - -
Adjustment to the selling price of "Box Lines Navegação" - 3 652
Others - (228 808)
Losses on sales of group companies - -
Gains in the acquisition of group companies - 584 834
Gains of investments in group companies - 359 678
Equity settlement in other investments (Note 6) - -
Impairment losses (Note 22) - -
Gains/(Losses) on sale of other investments - -
Others - -
Investment Income - - - 359 678
Discontinued Operations - -
Total Operations - - - 359 678

27. TAXATION

As at 31 March 2020 and 2019, Taxation was made up as follows:

31 March 2020 31 March 2019
Current tax
Deferred tax
219 199
(140 942)
(32 372)
(104 625)
Taxation 78 256 (136 997)

28. RECONCILIATION OF CONSOLIDATED NET PROFIT

As at 31 March 2020 and 2019, the reconciliation of consolidated net profit can be analysed as follows:

31 March 2020 31 March 2019
Aggregate net profit - continued operations (3 607 506) (5 521 090)
Aggregate net profit - discontinued operations (26 763) 19 622
Harmonisation adjustments 630 390 431 821
Elimination of intragroup dividends (2 500 000) (700 000)
Share of gains/(losses) of associated undertakings 104 425 109 106
Elimination of intragroup capital gains/(losses) - -
Elimination of intragroup impairment - -
Adjustments of gains/(losses) of financial shareholdings sale - 584 834
Others (1 712) 9 800
Consolidated net profit for the year - continued operations (5 374 403) (5 029 556)
Consolidated net profit for the year - discontinued operations (26 763) (36 352)
Consolidated net profit for the year (5 401 166) (5 065 908)

29. RELATED PARTIES

Balances during the periods ended 31 March 2020 and 31 December 2019 and transactions during the periods ended 31 March 2020 and 2019 with related parties are detailed as follows:

31 March 2020 31 March 2019
Transactions Sales and services rendered Purchases and services
obtained
Sales and services rendered Purchases and services
obtained
Parent company
Associated companies
Feneralt - Produção de Energia, ACE 5 542
5 542
(1 075)
(5 129)
5 750
3 937
10 554
(6 292)
Lidergraf - Artes Gráficas, Lda - 4 054 1 813 16 846
Entidades parceiras, accionistas e participadas 1 361 320 1 286 420 5 661 707 (1 479 789)
Alpêssego - Sociedade Agrícola, SA - - - (6 940)
Casa Agrícola de Ambrães, S.A. - - - (350)
Aqualuz - Turismo e Lazer, Lda - - - (803)
Arrábidashopping- Centro Comercial, S.A. - - 467 (445)
BB Food Service, SA
Bertimóvel - Sociedade Imobiliária, S.A.
-
-
-
-
31 638
-
(24 221)
-
BOM MOMENTO - Comércio Retalhista, SA - - 4 160 (8 632)
Prod. Agric.Biológica, S.A. - - 10 077 (1 346)
Cascaishopping- Centro Comercial, S.A. - (3 520) - 3 411
Coimbrashopping- Centro Comercial, S.A. - - - 2 136
Centro Colombo- Centro Comercial, S.A. 167 505 116 763 137 815 119 535
Continente Hipermercados, S.A.
Contimobe-Imobil.Castelo Paiva,SA
-
-
3 527
-
1 301 367
-
(370 278)
(300)
Companhia Térmica Tagol, Lda. - (443 460) - -
Digitmarket-Sistemas de Informação,SA - 80 182 - 75 306
Efanor Investimentos, SGPS, S.A. 1 066 - 498 -
Efanor Serviços de Apoio à Gestão, S.A. 17 462 - 17 458 -
Sierra Spain, Shop. Centers Serv.,S.A.U. - - - -
Capwatt Lousado - Heat Power, Unipessoal, Lda. - (344 810) - -
Euroresinas-Indústrias Quimicas,SA
Fashion Division, S.A.
-
-
10 176
-
-
293
10 141
(2 107)
Gaiashopping I- Centro Comercial, S.A. - - - (133)
Gaiashopping II- Centro Comercial, S.A. - - - 68
Go Well, S.A. - (1 500) - -
RCG - Risk Consulting Group, Ltda. 476 - 476 -
Imoplamac Gestão de Imóveis,SA 5 001 113 627 8 770 111 978
Fundo de Invest. Imobiliário Imosede
Imosistema-Sociedade Imobiliária,SA
-
-
-
-
-
108 199
(1 572)
-
Fundo Invest. Imobiliário Imosonae Dois - - - -
Infofield-Informática,SA - - 475 -
Inovretail, S.A. - - 14 382 (102 884)
Isoroy SAS - 1 387 - -
Le Terrazze - Shopping Centre S.r.l. - - (1 750) (629)
Loop 5 - Shopping Centre, GmbH
NOS Lusomundo Audiovisuais, S.A.
-
-
-
-
-
-
(27)
(63)
Maiequipa-Gestão Florestal,SA - (5 420) - -
Pátio Sertório Shopping Ltda - - 4 079 -
Modelo - Dist.de Mat. de Construção,S.A. (50 759) 162 583 2 222 486 (3 123 480)
Modelo Hipermercados Trading, S.A. 115 922 (3 501) 108 214 (2 644)
MDS RE-Mediador de Resseguros, S.G.P.S., S.A. 164 - 82 -
MDS Africa SGPS, S.A.
MDS Auto - Mediação de Seguros, SA
634
3 505
-
207
634
3 023
-
2 000
RCG - Risk Consulting Group, S.A. - - - -
Mds Knowledge Centre, Unipessoal, Lda 553 - 1 302 (588)
Modalfa-Comércio e Serviços,SA - - - 112
Modelo Hiper Imobiliária,SA - - 88 -
Nova Equador P.C.O. e Eventos - 50 755 - 47 005
Norteshopping-Centro Comercial, S.A. - 628 986 59 307 679 927
Pareuro, BV
PCJ-Público, Comunic e Jornalismo, SA
-
-
-
1 765
-
-
(14 065)
-
Predilugar - Sociedade Imobiliária, SA 5 039 4 070 - (3 337)
Prosa - Produtos e Serviços Agrícolas,S.A. 3 971 5 748 134 -
Rio Sul - Centro Comercial, SA - - - 35 459
Saphety Level - Trusted Services S.A. 1 554 - - -
Sierra Developments Italy S.r.l.
SONAESR - Serviços e logistica, S.A.
-
-
-
-
9 047
-
(6 396)
6 107

CONSOLIDATED FINANCIAL STATEMENTS 31 MARCH 2020

1 366 862 1 285 345 5 667 457 (1 469 235)
ZIPPY - Comercio y Distribución, S.A. - - 147 (60)
Worten España Distribución, SL - 16 219 2 433 27 366
We Do Technologies Mexico,S - 1 030 12 592 (14 356)
We Do Consulting-SI,SA - - - 53 481
Via Catarina- Centro Comercial, S.A. - - - 17 996
VALOR N, S.A. - 976 - 1 951
Torre Ocidente, Imobiliária,SA - - 3 651 -
Sonae Arauco Suisse, S.A. 27 200 - 28 605 -
Tafiber,Tableros de Fibras Ibéricas,SL 294 - - -
Sport Zone España-Com.Art.de Deporte,SA - 11 725 2 263 12 711
SPF- Sierra Portugal 262 4 999 - 7 257
Sonae UK,Ltd. - - 1 090 -
Sonaerp - Retail Properties, SA 9 922 11 938 1 882 12 500
Modelo Continente, SGPS, S.A. - 10 459 445 563 29 235
SFS - Gestão de Fundos, SGFI, S.A. - - - (815)
Sonaecom - Serviços Partilhados, S.A - 56 264 - 55 408
Sonae Holdings, SA 3 091 70 466 4 783 201 566
Siaf-Soc.Iniciat.Aprov.Florestais,SA - 1 523 - -
Sociloures-Soc.Imobiliária,SA - 171 46 301 940
Sierra Management II-Gestão de C.C. S.A. - 41 847 1 750 39 364
Sonae Industria de Revestimentos,SA (50) 7 620 - 3 844
Sonae Arauco Portugal, S.A. 123 542 108 562 136 435 94 923
Sondis Imobiliária,SA
Sonae Investimentos, SGPS, SA
-
924 966
-
565 056
661
930 830
-
554 955

CONSOLIDATED FINANCIAL STATEMENTS 31 MARCH 2020

Balances
Accounts receivable
Accounts payable
Accounts receivable
Accounts payable
Parent company
Associated companies
8 767
1 125
8 871
1 980
Andar-Sociedade Imobiliária,SA
-
-
-
Feneralt - Produção de Energia, ACE
8 733
-
8 837
Lidergraf - Artes Gráficas, Lda
34
1 125
34
Other partners and Group companies
1 540 562
2 603 837
1 488 884
Águas Furtadas - Soc. Agricola, SA
408
(1 002)
279
Alpêssego - Sociedade Agrícola, SA
266
-
266
Bright Brands SportsGoods, S.A.
(28 688)
-
(28 688)
Casa Agrícola de Ambrães, S.A.
182
-
186
Cascaishopping- Centro Comercial, S.A.
-
-
416
Centro Colombo- Centro Comercial, S.A.
30 860
165 734
54 384
Centro Vasco da Gama-Centro Comercial,SA
1 200
-
-
Continente Hipermercados, S.A.
144 366
4 384
144 366
Digitmarket-Sistemas de Informação,SA
106 487
27 452
164 531
Efanor Investimentos, SGPS, S.A.
15 388
16 365
15 136
Efanor Serviços de Apoio à Gestão, S.A.
749
10 487
3 311
Sonaerp - Retail Properties, SA
-
6 595
-
Euroresinas-Indústrias Quimicas,SA
-
12 516
-
Go Well, S.A.
1 845
-
1 845
Sonae Arauco Deutschland AG
231
-
231
Fundo de Invest. Imobiliário Imosede
15 640
196 360
24 244
Inovretail, S.A.
-
-
-
Insco Insular de Hipermercados, S.A.
2 237
-
2 237
S21SEC Portug-Cyber Security Services,S.A.
12 948
-
14 335
MDS Africa SGPS, S.A.
178
-
89
RCG - Risk Consulting Group, S.A.
797
936
-
MDS Corretor de Seguros, SA
24 870
370 158
62 695
MDS RE-Mediador de Resseguros, S.G.P.S., S.A.
(838)
-
(838)
Modalfa-Comércio e Serviços,SA
46
-
46
Modelo Continente Hipermercados,SA
182 053
364 200
494 032
Modelo Hipermercados Trading, S.A.
150
-
150
Norteshopping-Centro Comercial, S.A.
15 879
79 612
15 846
NOS Sistemas S.A.
-
65 141
-
NOS Comunicações, S.A.
-
301 024
(1 545)
PHARMACONTINENTE - Saúde e Higiene, S.A.
-
872
-
Prosa - Produtos e Serviços Agrícolas,S.A.
2 066
626
-
Público-Comunicação Social,SA
4 722
5 748
237
Grupo Salsa
(966)
-
(966)
SEKIWI, SGPS., S.A.
(25)
-
-
SFS, Gestão e Consultoria, S.A.
410
147 545
36
SFS - Financial Services, IME, S.A.
350
350
404
Sierra Management Portugal-Gest. CC,S.A.
18 907
24 458
29 729
SIRS-Soc.Ind.Radiodifusão Sonora,SA
-
9 429
4 889
Sonae Indústria - Management Services, S.A.
-
-
-
Sohi Meat Solut-Distr. Carnes
-
4 251
-
Sonae Arauco Portugal, S.A.
700 031
393 786
331 486
Sonae MC - Serviços Partilhados, SA
45 412
154 082
47 828
Sonae Industria de Revestimentos,SA
203 195
200 860
92 624
Sonae Indústria-SGPS,SA
271
-
765
Sonae Investimentos, SGPS, SA
-
11 250
-
Sonae SGPS, SA
10 604
390
2 887
Sonae.com,SGPS,SA
-
216
-
Sonae Holdings, SA
-
1 905
-
SONAESR - Serviços e logistica, S.A.
-
3 262
-
SFS - Gestão de Fundos, SGFI, S.A.
-
16 417
-
Sonae Arauco South Africa (Pty) Ltd.
17
-
17
Sonae Arauco France SAS
-
-
395
Sport Zone-Comércio Art.Desporto,SA
422
-
422
Tableros Tradema,S.L.
130
-
130
Sonae Arauco, S.A.
79
2
812
Textil do Marco,SA
27 200
-
9 067
Worten-Equipamento para o Lar,SA
(50)
8 426
-
ZIPPY - Comércio e Distribuição, SA
(36)
-
-
Sonae Corporate, S.A.
569
-
568
31 Março 2020 31 December 2019
-
-
1 980
3 398 831
(1 002)
-
-
-
-
109 832
-
100 577
8 168
10 487
17 758
-
-
-
131 398
107 716
-
-
4
922
95 954
4
-
1 197 088
-
108 739
70 561
258 763
15 593
2 716
-
-
-
116 589
350
12 653
9 282
2
4 832
358 930
417 934
137 700
14
-
50 044
216
13 219
3 262
17 113
-
10
-
-
8
-
8 430
-
-
12 965

1 549 329 2 604 962 1 497 755 3 400 811

30. EARNINGS PER SHARE

Earnings per share for the periods ended 31 March 2020 and 2019 were calculated taking into consideration the following amounts:

31 March 2020 31 March 2019
Net profit
Net profit taken into consideration to calculate basic earnings per share (Net
profit for the period )
(5 621 317) (5 269 819)
Net profit taken into consideration to calculate diluted earnings per share (5 621 317) (5 269 819)
Number of shares
Weighted average number of shares used to calculated basic earnings per share
246 329 177 248 471 740
Weighted average number of shares used to calculated diluted earnings per share 246 329 177 248 471 740
Earnings per share (basic and diluted) - Continued operations (0,02271) (0,02106)
Earnings per share (basic and diluted) - Discontinued operations (0,00011) (0,00015)
Earnings per share (basic and diluted) (0,02282) (0,02121)

There are no convertible instruments based on shares in Sonae Capital, SGPS, S.A., hence there is no dilutive effect in earnings.

31. SEGMENT INFORMATION

In 31 March 2020 and 31 December 2019, the following segments were identified:

  • Troia Resort Operations
  • Hospitality
  • Fitness
  • Energy
  • Refrigeration & HVAC
  • Industrial Engineering
  • Holding & Others

The contribution of the business segments to the Income Statement of the periods ended 31 March 2020 and 2019 can be detailed as follows:

31 March 2020
Profit and Loss Account Troia Resort
Operations
Hospitality Fitness Energy Refrigeration &
HVAC
Industrial
Engineering
Real Estate Holding &
Others
Intersegment
Adjustments
Consolidated
Turnover 1 455 168 2 326 400 10 649 826 80 473 550 - 2 786 196 1 926 225 1 181 629 (2 437 510) 98 361 486
Other operational income 165 522 87 885 259 632 59 052 - 74 196 855 746 5 427 (268 955) 1 238 506
Total operational income 1 620 690 2 414 286 10 909 459 80 532 602 - 2 860 392 2 781 971 1 187 057 (2 706 465) 99 599 992
Operational cash-flow (EBITDA) (402 210) (1 170 648) 3 278 590 3 825 272 - (573 404) 904 124 (968 315) (1 007 058) 3 886 351
31 March 2019
Profit and Loss Account Troia Resort
Operations
Hospitality Fitness Energy Refrigeration &
HVAC
Industrial
Engineering
Real Estate Holding &
Others
Intersegment
Adjustments
Consolidated
Turnover 1 375 232 3 047 564 10 023 861 14 019 382 7 959 948 2 579 244 3 525 186 1 447 713 (3 112 972) 40 865 158
Other operational income 117 080 90 105 104 829 9 083 39 238 194 350 558 420 2 700 7 337 1 123 142
Total operational income 1 492 312 3 137 670 10 128 690 14 028 465 7 999 186 2 773 594 4 083 606 1 450 413 (3 105 636) 41 988 300
Operational cash-flow (EBITDA) (415 350) (923 031) 3 220 930 3 601 422 (88 853) (661 706) 868 697 (654 087) (1 048 104) 3 899 917

CONSOLIDATED FINANCIAL STATEMENTS 31 MARCH 2020

The contribution of the business segments to the Balance Sheet Statement for the periods ended 31 March 2020 and 31 December 2019 can be detailed as follows:

31 March 2020
Balance Sheet Troia Resort
Operations
Hospitality Fitness Energy Refrigeration &
HVAC
Industrial
Engineering
Real Estate Holding &
Others
Intersegment
Adjustments
Consolidated
Fixed Assets Tangible,
Intangible and Goodwill
57 067 226 44 842 025 100 039 490 102 882 658 - 16 603 136 124 533 839 (1 391 373) (72 020 310) 372 556 691
Investments 157 934 867 10 744 213 83 797 315 488 - 61 978 11 193 186 222 056 015 (400 154 109) 2 235 436
Other Assets 70 100 532 4 941 901 2 433 592 109 328 867 - 8 357 493 55 301 096 470 239 929 (484 382 575) 236 320 834
Total Assets 285 102 625 60 528 139 102 556 879 212 527 013 - 25 022 607 191 028 120 690 904 571 (956 556 994) 611 112 961
Total Liabilities 190 686 512 56 352 776 86 113 803 190 724 699 - 34 597 775 168 417 574 180 540 945 (509 040 426) 398 393 658
Technical investment 1 124 531 1 693 853 2 135 009 3 316 089 - 61 642 183 785 9 385 - 8 524 296
Gross Debt 7 432 220 31 881 605 59 536 186 10 753 587 - 1 439 251 35 856 167 309 855 (28 790 056) 249 598 505
Net Debt 6 536 966 31 702 670 59 263 118 8 913 485 - 1 407 164 (2 659 203) 153 106 150 (28 790 056) 229 483 027
31 December 2019
Balance Sheet Troia Resort
Operations
Hospitality Fitness Energy Refrigeration &
HVAC
Industrial
Engineering
Real Estate Holding & Others Intersegment
Adjustments
Consolidated
Fixed Assets Tangible,
Intangible and Goodwill
58 241 210 42 082 180 97 016 681 100 872 650 - 16 846 311 126 389 345 (825 642) (70 629 894) 369 992 842
Investments 157 934 939 10 742 460 78 920 265 234 - 60 305 11 194 759 251 617 462 (429 772 229) 2 121 850
Other Assets 68 217 032 5 415 018 3 236 793 70 893 966 54 941 8 057 780 57 915 897 436 370 769 (463 348 180) 186 814 016
Total Assets 284 393 181 58 239 658 100 332 394 172 031 850 54 941 24 964 396 195 500 001 687 162 589 (963 750 303) 558 928 708
Total Liabilities 188 275 483 51 249 819 83 594 319 151 000 311 471 909 33 514 537 169 460 572 148 954 371 (485 570 886) 340 950 435
Technical investment 3 303 298 1 605 016 2 731 095 28 675 288 - 939 449 1 898 864 397 930 (320 627) 39 230 313
Gross Debt 7 966 002 29 955 604 55 744 730 11 591 379 - 1 635 758 35 970 135 648 109 (26 625 823) 215 951 729
Net Debt 7 757 521 29 689 032 55 381 285 10 540 325 - 1 410 854 (4 995 729) 135 206 909 (26 625 823) 208 364 374

32. SUBSEQUENT EVENTS

In addition to that described in chapter 2 of the management report on the Covid 19 pandemic, which began in the first quarter of 2020, and impacted the financial statements, no significant events have occurred since 31 March 2020 to this date that require be disclosed.

33. APPROVAL OF THE FINANCIAL STATEMENTS

These consolidated financial statements were approved by the Board of Directors and authorized for issue on 13 May 2020. However, they are still subject to approval at the General Shareholders' Meeting.

The Board of Directors

Duarte Paulo Teixeira de Azevedo Chairman of the Board of Directors

Álvaro Carmona e Costa Portela Vice Chairman of the Board of Directors

Maria Cláudia Teixeira de Azevedo Member of the Board of Directors

Francisco de La Fuente Sánchez Member of the Board of Directors

Paulo José Jubilado Soares de Pinho Member of the Board of Directors

Miguel Jorge Moreira da Cruz Gil Mata CEO

Ivone Pinho Teixeira CFO

Isabel Maria Pereira Aníbal Vaz Member of the Board of Directors

Pedro Manuel Martins Bruno Member of the Board of Directors

Ângelo Gabriel Ribeirinho dos Santos Paupério Member of the Board of Directors

PART III SEPARATED FINANCIAL STATEMENTS

31 MARCH 2020

SONAE CAPITAL, SGPS, SA

INDIVIDUAL BALANCE SHEET AS AT 31 MARCH 2020 AND 31 DECEMBER 2019

(Amounts expressed in euro)

Notes 31 March 2020 31 December 2020
ASSETS
NON-CURRENT ASSETS:
Tangible assets 91 453 97 580
Investments 4 236 108 359 236 108 359
Investments in associated companies and joint ventures 4 1 125 301 1 125 301
Other investments 4 24 394 24 394
Deferred tax assets 7 14 371 852 14 371 852
Other non-current debtors 5 399 281 247 398 798 247
Total non-current assets 651 002 605 650 525 733
CURRENT ASSETS:
Trade account receivables 1 215 141 688
Other debtors 6 35 726 176 14 068 628
Income tax receivable 6 1 812 250 1 487 561
Other taxes receivable 6 98 224 98 224
Other current assets 6 2 180 845 3 913 225
Cash and cash equivalents 8 14 160 097 386 696
Total Current Assets 53 978 807 20 096 022
TOTAL ASSETS 704 981 412 670 621 755
EQUITY: 250 000 000 250 000 000
Share capital 9
Own Shares 9 (1 020 877)
280 439 969
(1 105 573)
280 340 993
Reserves 10 2 278 295
Retained earnings 2 278 295
Profit/(Loss) for the year 2 599 920
TOTAL EQUITY 534 297 307 531 513 716
NON-CURRENT LIABILITIES:
Bank Loans 11 60 735 170 23 483 637
Bonds 11 70 061 771 55 092 987
Obligation under finance leases 11 37 694 42 648
Other non-current liabilities 13 158 790 158 790
Total Non-Current Liabilities 130 993 424 78 778 062
CURRENT LIABILITIES:
Bank Loans 11 34 000 000 54 700 000
Bonds 11 2 000 000 2 000 000
Obligation under finance leases 11 28 402 28 911
Trade creditors 13 747 999 166 515
Other creditors 12 2 264 683 2 196 727
Income tax payable 13 -
Other taxes payable 13 69 760 69 475
Other current liabilities 13 579 837 1 168 350
Total Current Liabilities 39 690 681 60 329 978
TOTAL LIABILITIES 170 684 106 139 108 039
TOTAL EQUITY AND LIABILITIES 704 981 412 670 621 755

SEPARATED FINANCIAL STATEMENTS 31 MARCH 2020

SONAE CAPITAL, SGPS, SA
-- -- ------------------------- -- --

INDIVIDUAL INCOME STATEMENTS BY NATURE

FOR THE THREE MONTHS ENDED 31 MARCH 2020 AND 2019

(Amounts expressed in euro)

Notes 31 March 2020 31 March 2019
Other operating income 17 14 217 14 610
External supplies and services 14 (602 913) (332 308)
Staff costs 15 (362 728) (273 430)
Depreciation and amortisation (7 828) (9 139)
Other operating expenses 17 (13 727) (10 613)
Operational profit/(loss) (972 980) (610 880)
Financial Income 16 1 882 386 2 647 657
Financial Expenses 16 (566 989) (899 636)
Net financial income / (expenses) 1 315 397 1 748 021
Investment income 16 1 862 820 296 433
Profit/(Loss) before taxation 2 205 236 1 433 575
Taxation 18 394 683 119 012
Profit/(Loss) for the year 2 599 920 1 552 586
Profit/(Loss) per share
Basic 19 0.0106 0.0063
Diluted 19 0.0106 0.0063
SONAE CAPITAL, SGPS, SA
INDIVIDUAL STATEMENT OF COMPREHENSIVE INCOME
FOR THE THREE MONTHS ENDED 31 MARCH 2020 AND 2019
(Amounts expressed in euro)
31 March 2020 31 March 2019
Net profit/(loss) for the period 2 599 920 1 552 586

Total comprehensive income for the period 2 599 920 1 552 586

SEPARATED FINANCIAL STATEMENTS 31 MARCH 2020

SONAE CAPITAL, SGPS, SA INDIVIDUAL STATEMENTS OF CHANGES IN EQUITY FOR THE THREE MONTHS ENDED 31 MARCH 2020 AND 2019 (Amounts expressed in euro)

Attributable to Equity Holders of Sonae Capital
Share
Capital
(Note 9)
Own
Shares
(Note 9)
Legal
Reserves
(Note 10)
Other
Reserves
(Note 10)
Retained
Earnings
Subtotal Net
Profit/(Loss)
Total Equity
Balance as at 1 January 2019 250 000 000 (1 192
808)
10 789 547 282 191 290 - 292 980 837 5 294 899 547 082 928
Total comprehensive income for the period
Appropriation of profit of 2018:
- - - - - - 1 552 586 1 552 586
Transfer to legal reserves and retained earnings - - 279 467 - 5 015 432 5 294 899 (5 294 899) -
Dividends paid - - - - - - - -
(Acquisition)/Sales of own shares - 77 338 - - - - - 77 338
Changes in the percentage of capital held in affiliated companies - - - - - - - -
Other changes - - - 258 291 - 258 291 - 258 291
Balance as at 31 March 2019 250 000 000 (1 115 470) 11 069 014 282 449 581 5 015 432 298 534 027 1 552 586 548 971 143
Balance as at
1 January 2020
250 000 000 (1 105 573) 11 054 292 269 296 702 - 280 350 994 2 278 295 531 523 716
Total comprehensive income for the period - - - - - - 2 599 920 2 599 920
Appropriation of profit of 2019: - - - - - - - -
Transfer to legal reserves and retained earnings - - - - 2 278 295 2 278 295 (2 278 295) -
Dividends paid - - - - - - - -
(Acquisition)/Sales of own shares - 84 696 - - - - - 84 696
Changes in the percentage of capital held in affiliated companies - - - - - - - -
Other changes - - - 88 976 - 88 976 - 88 976
Balance as at 31 March 2020 250 000 000 (1 020 877) 11 054 292 269 385 678 2 278 295 282 718 264 2 599 920 534 297 307

INDIVIDUAL STATEMENTS OF CASH FLOWS

SONAE CAPITAL, SGPS, SA

FOR THE THREE MONTHS ENDED 31 MARCH 2020 AND 2019
(Amounts expressed in euro)
Notes 31 March 2020 31 March 2019
OPERATING ACTIVITIES:
Cash receipts from trade debtors - -
Cash paid to trade creditors (456 868) (447 012)
Cash paid to employees (325 483) (157 344)
Cash flow generated by operations (782 351) (604 356)
Income taxes (paid) / received (465 712) (131 304)
Other cash receipts and (payments) relating to operating activities 774 306 155 346
Net cash from operating activities (1) (473 757) (580 314)
INVESTMENT ACTIVITIES:
Cash receipts arising from:
Investments 23 - 19 163
Interest and similar income 3 706 943 4 767 894
Others 1 862 820 528 220
Changes in consolidation perimeter (companies in) - -
5 569 762 5 315 277
Cash Payments arising from:
Investments 23 - (3 495)
Loans granted 23 (22 243 362) (16 704 392)
(22 243 362) (16 707 887)
Net cash used in investment activities (2) (16 673 600) (11 392 610)
FINANCING ACTIVITIES:
Cash receipts arising from:
Loans obtained
11 53 250 000 287 400 000
Sale of own shares - 77 338
53 250 000 287 477 338
Cash Payments arising from:
Loans obtained 11 (21 704 000) (275 397 900)
Interest and similar charges (625 241) (587 446)
Dividends - -
(22 329 241) (275 985 346)
Net cash used in financing activities (3) 30 920 759 11 491 992
-
Net increase in cash and cash equivalents (4) = (1) + (2) + (3) - 13 773 402 (480 932)
Cash and cash equivalents at the beginning of the period 8 386 696 888 068
Cash and cash equivalents at the end of the period 8 14 160 097 407 136

The accompanying notes are part of these financial statements.

* Prepared in accordance with IAS 34 - Interim Financial Reporting

1. INTRODUCTION

Sonae Capital, SGPS, SA (the Company» or Sonae Capital») whose registered office is at Lugar do Espido, Via Norte, Apartado 3053, 4471-907 Maia, Portugal, was set up on 14 December 2007 by public deed, following the demerger from Sonae, SGPS, SA of the whole of the shareholding in the company formerly named Sonae Capital, SGPS, SA, now named SC, SGPS, SA, in compliance with paragraph a) of article 118 of the Commercial Companies Code.

The Company's financial statements are presented as required by the Commercial Companies Code. According to Decree-Law 158/2009 of 13 July of 2009, the Company's financial statements have been prepared in accordance with International Financial Reporting Standards

The functional and presentation currency is the euro.

2. MAIN ACCOUNTING POLICIES

The main accounting policies adopted are consistent with those used in the financial statements presented for the year ended 31 December 2019.

2.1. BASIS OF PREPARATION

The interim financial statements are presented on a quarterly basis in accordance with IAS 34 - "Interim Financial Reporting".

These financial statements were prepared based on the books and accounting records on the assumption of continuity of operations and based on the historical cost, except for some financial instruments that are recorded at fair value.

3. CHANGES IN ACCOUNTING POLICIES

Changes in international accounting standards that took effect on or after 1 January 2020, had no significant impact on the financial statements at 31 March 2020.

4. FINANCIAL INVESTMENTS

As at 31 March 2020 and 31 December 2019 Investments are detailed as follows:

31 March 2020 31 December 2019
Investments in affiliated and associated undertakings 358 030 635 358 030 635
Investments in other companies
Sonae RE - (0,04%) 1 360 1 360
Matadouro Alto Alentejo, S.A. - (0,89%) - -
NET Novas Tecnologias, S.A. - (0,98%) 23 034 23 034
Fundo F HITEC - (6,48%) - -
358 055 029 358 055 029
Impairment (120 796 975) (120 796 975)
237 258 054 237 258 054

4.1. INVESTMENTS IN AFFILIATED AND ASSOCIATED UNDERTAKINGS

As at 31 March 2020 and 31 December 2019, the detail of Investments in Affiliated and Associated Companies is as shown in the table below:

% Held Book Value Equity Profit / (Loss) for
the period
CAPWATT, S.G.P.S., S.A. 100% 19 225 000 22 578 515 (565 174)
Fundo Esp de Invest. Imob Fechado WTC 60% 52 823 047 71 444 627 601 093
Troiaresort, SGPS, S.A. 100% 167 132 793 78 902 579 (223 470)
Lidergraf - Artes Gráficas, SA. 25% 1 125 301 8 974 625 714 027
SC Assets S.G.P.S., SA 100% 38 603 728 3 741 223 (350 781)
SC Hospitality, S.G.P.S., S.A. 100% 5 857 175 5 155 472 (25 336)
SC Finance B.V. 100% 10 963 698 5 504 943 (20 731)
SC-Industrials, S.G.P.S., S.A. 100% 35 353 624 805 911 (80 087)
SC Fitness, S.A. 100% 26 946 268 25 748 973 (318 657)
358 030 635
31 March 2019
% Held Book value Equity Profit / (Loss) for
the period
CAPWATT, S.G.P.S., S.A. 100% 19 225 000 23 143 689 3 354 495
Fundo Esp de Invest. Imob Fechado WTC 60% 52 823 047 73 343 535 4 663 599
Troiaresort, SGPS, S.A. 100% 167 132 793 79 126 048 (742 710)
Lidergraf - Artes Gráficas, SA. 25% 1 125 301 8 974 625 714 027
SC Assets S.G.P.S., SA 100% 38 603 728 4 092 004 351 321
SC Hospitality, S.G.P.S., S.A. 100% 5 857 175 5 180 808 3 852 794
SC Finance B.V. 100% 10 963 698 5 525 674 (95 327)
SC-Industrials, S.G.P.S., S.A. 100% 35 353 624 885 999 (314 001)
Race, SGPS, S.A. 70% - 25 179 941 1 445 336
SC Fitness, S.A. 100% 26 946 268 26 067 630 (465 830)
358 030 635

Investments recorded at acquisition cost correspond to investments not traded in regulated markets and for which the fair value is not reliably estimated.

In 2020, financial investments were subject to impairment tests in order to measure their fair value, the calculation of which took into account external valuations obtained from the real estate assets of the subsidiaries, or valuations from the perspective of Discounted Cash Flows (DCF).

These assessments use discount rates that correspond to the weighted average rates of the cost of capital (WACC), calculated on the basis of the business type in which they operate and s target capital structures, and are in the range [6,68%- 9,63%]. 5 years projections were considered and growth rates in perpetuity were considered void.

As at 31 March 2020 and 31 December 2019, the detail of Impairments on Investments in Affiliated and Associated Companies is as shown in the table below.

31 March 2020 31 December 2019 Variation
Troiaresort, SGPS, S.A. (48 317 116) (48 317 116) -
SC Assets, SGPS, S.A. (38 603 728) (38 603 728) -
SC Finance BV (2 022 507) (2 022 507) -
SC, Industrials, SGPS, S.A. (31 853 624) (31 853 624) -
(120 796 975) (120 796 975) -

5. OTHER NON-CURRENT ASSETS

As at 31 March 2020 and 31 December 2019, other non-current assets are detailed as follows:

31 March 2020 31 December 2019
Loans granted
CAPWATT, SGPS, S.A. 69 386 000 68 725 000
SC Assets, SGPS, S.A. 123 418 826 123 596 826
SC Finance BV 6 458 900 6 458 900
SC Fitness, S.A. 12 041 300 12 041 300
SC Hospitality, SGPS, S.A. 6 418 072 6 418 072
SC Industrials, SGPS, S.A. 25 301 000 25 301 000
Solinca - Health & Fitness, S.A. - -
Troiaresort, SGPS, S.A. 155 677 495 155 677 495
398 701 592 398 218 592
Impairment
SC Assets, SGPS, S.A. (6 995 093) (6 995 093)
SC-Industrials, S.G.P.S., S.A. (1 228 759) (1 228 759)
SC Finance BV - -
(8 223 852) (8 223 852)
Up-front fees not yet charged to income statement - -
390 477 741 389 994 741
Other debtors 8 803 506 8 803 506
8 803 506 8 803 506
399 281 247 398 798 247

The balance recorded under the heading Other debtors refers to the amount receivable for the sale of Race SGPS, SA

As at 31 March 2020, loans granted matured as follows:

2020 2021 2022 2023 2024 Total
199 764 800 9 489 072 3 811 000 50 190 200 134 963 520 398 218 592

These assets were not due or impaired as at 31 March 2020. The fair value of loans granted to Group companies is basically the same as their book value.

Loans to group companies interest at market rates and are repayable within a period exceeding one year. The interest rate as at 31 March 2020 stood, in average, at approximately de 1.82% (2019: 1.82%).

6. OTHER CURRENT ASSETS AND INCOME TAX

As at 31 March 2030 and December 2019, other current assets and Income tax are made up as follows:

31 March 2020 31 December 2019
Other debtors - Group 3 427 778 2 951 006
Loans granted 31 154 463 9 394 101
Other debtors 1 143 935 1 723 521
35 726 176 14 068 628
Deferred costs 292 058 163 707
2 180 845 3 913 225
Income tax 1 802 250 1 487 561
Income tax withheld 98 224 98 224
39 807 495 19 567 639

The balance registered at Shareholding, other Operations is related to the values transferred from subsidiaries under the IRC regime (RETGS).

As at 31 March 2020 and 31 December 2019, the item Loans Granted is related to financial operations with the following subsidiaries:

31 March 2020 31 December 2019
Loans granted
CAPWATT, SGPS, S.A. 17 046 801 2 149 000
SC Assets, SGPS, S.A. 171 301 225 500
SC Finance BV 65 500 -
SC Fitness, S.A. 2 425 900 3 303 500
SC Hospitality, SGPS, S.A. 1 858 051 912 000
SC Industrials, SGPS, S.A. 2 163 200 640 500
SC SGPS, S.A. 1 317 401 663 900
Troiaresort, SGPS, S.A. 6 106 308 1 499 700
31 154 463 9 394 101

Loans to group companies interest at market rates and are repayable within a period inferior to one year. The interest rate as at 31 March 2020 stood, in average, at approximately de 0.99% (2019: 0.99%).

As at 31 March 2020, the item Other Debtors includes includes the amount of 825,822 euros (2019: 1,568,022 euros) related to credits acquired from Race, SA.

The amount recorded in the accrued income includes 1,878,621 euros relating to interest on loans granted to subsidiaries (2019: 3,703,178 euros) as well as 10,166 euros relating to commissions of guarantees given to subsidiaries (2019: 46,341 euros) (Nota 22).

Deferred costs include 229,669 euros relating to bank charges, which are deferred over the loan period (2019: 100,682 euros).

Income Tax

Under current legislation, tax returns are subject to review and correction by the tax authorities for a period of four years (five years for Social Security), except if there have been tax losses or tax benefits, or ongoing tax inspections orclaims. In these cases, and depending on the circumstances, the time limits are extended or suspended. In this way the Company tax return, from the years 2016 to 2019, could still be subject to review. However, in the opinion of theCompany's Board of Directors, it is not expected that any correction relating to the said financial years will be significant for the financial statements as at 31 March 2020. As mentioned in 2.9 note the Company is subject to the special regime for the taxation of groups of companies (RETGS) provided for in Article 69 and following of the IRC Code, integrating the taxation group, which is the mother company.

In the fiscal year 2020, the Company is subject to taxation on Corporate Income Tax at the normal rate of 21%, plus

municipal taxes at a maximum rate of 1.5%.

In addition, on the part of the taxable profit of more than 1,500,000 euros subject to and not exempt from Corporate

Income Tax, the following state levy fees are levied: 3% over 1,500,000 euros and less than 7,500,000 euros; 5% on theupper part to 7,500,000 euros and up to 35,000,000 euros; and 7% that is levied on the part of the taxable income thatexceeds 35,000,000 euros.

Under the terms of Article 88 of the Portuguese Income Tax Code, the company is also subject to autonomous taxationon a set of charges at the rates provided for in the mentioned article.

The Corporate income tax rate in force for 2020 is 21%.

As at 31 March 2020 and 31 December 2019, the item Income tax is made up as follows:

31 March 2020 31 December 2019
Income tax withheld 1 208 572 742 860
Income tax (advanced payment) 1 335 797 1 335 797
Income tax (732 119) -
1 812 250 1 487 561
Others 98 224 -
98 224 98 224

7. DEFERED TAXES

Deferred tax assets and liabilities as at 31 March 2020 and 31 December 2019 can be detailed as follows, split between the different types of temporary differences:

Deferred tax assets Deferred tax liabilities
31 March 2020 31 December 2019 31 March 2020 31 December 2019
Tax losses carried forward 14 371 852 14 371 852 - -

During the periods ended 31 March 2020 and 31 December 2019, movements in deferred tax are as follows:

Deferred tax assets Deferred tax liabilities
31 March 2020 31 December 2019 31 March 2020 31 December 2019
Opening balance 14 371 852 16 751 852 -
-
Effect in results:
Tax losses carried forward - (2 380 000) -
-
Effect in reserves - - -
-
Closing balance 14 371 852 14 371 852 -
-

In accordance with the tax statements presented by companies that recorded deferred tax assets arising from tax losses carried forward, as at 31 March 2020 and 31 December 2019, tax losses carried forward can be summarized as follows:

31 March 2020 31 December 2019
Tax loss Deferred tax assets To be used
until
Tax loss Deferred tax assets To be used
until
Generated in 2014 13 046 930 2 739 855 2026 13 046 930 2 739 855 2026
Generated in 2015 43 839 192 9 206 230 2027 43 839 192 9 206 230 2027
Generated in 2016 11 551 269 2 425 766 2028 11 551 269 2 425 766 2028
Generated in 2017 - - 2022 - - 2022
68 437 391 14 371 852 68 437 391 14 371 852

The constitution of deferred tax assets was based on the analysis of the relevance of its recognition, notably as regards the possibility of their recovered, given the prospects for medium and long term of the company.

The deferred tax assets recognized resulting from fiscal losses are recorded to the extent that it is probable that taxable profit will occur in the future.

The valuation of deferred tax assets is based on the business plans of the Group companies, periodically reviewed and updated.

Since fiscal year 2014, most of the Group's subsidiaries, based in Portugal, are part of the perimeter of the taxed Corporate Group in accordance with the Special Taxation Regime for Company Groups (RETGS), whose parent company is the Sonae Capital, SGPS, SA. Gains generated by the application of this tax regime are allocated to Sonae Capital SGPS.

The analysis carried out on 31 March 2020, resulted that there is reasonable expectation of recovery of deferred tax assets recorded before their date of expiry.

8. CASH AND CASH EQUIVALENTS

As at 31 March 2020 and 31 December 2019, cash and cash equivalents can be detailed as follows:

31 March 2020 31 December 2019
Cash - -
Bank deposits 14 160 097 386 696
Cash and cash equivalents in the balance sheet 14 160 097 386 696

9. EQUITY

The share capital of Sonae Capital SGPS, S.A. 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.

As at 31 March 2020, Sonae Capital SGPS, S.A. owns 3,212,789 own shares (3,670,823 own shares at 31 December 2019) representing 1.285% of the share capital and booked at 1,020,877 euros (1,105,573 euros at 31 December 2019) (Note 10).

10. RESERVES

As at 31 March 2020 and 31 December 2019 this caption can be detailed as follows:

31 March 2020 31 December 2019
Legal reserves 11 054 292 11 054 292
Free reserves 135 727 895 135 544 223
Demerger reserve ** 132 636 906 132 636 906
Own shares reserve 1 020 877 1 105 573
280 439 969 280 340 993

** at 31 December 2019 this item included na ajustment related to the application of the IFRS 16 in the amount of -1,346.95 euros.

Free Reserves: These reserves result from the transfer of the positive results obtained in retained exercises and can be distributed to shareholders provided they are not required to cover losses.

Demerger Reserve: The overall value of the demerger reserve (Note 1), representing the difference between the book value of the stake in SC, SGPS, SA (382,638,253 euros) which was highlighted Sonae, SGPS, SA for the Company and the amount of capital social Society (250,000,000 euros) which is comparable to the legal Reserve, according to the Companies Code, may not be distributed to the shareholders except in the event of liquidation of the Company, but may be used to absorb accumulated losses, after other reserves are exhausted, or can be incorporated into capital.

Legal Reserve: Under the law, at least 5% of annual net profit is positive, should be allocated to the legal reserve until it represents 20% of the share capital. This reserve is not distributable except in the event of liquidation of the company, but can be used to absorb losses after the other reserves, or increase capital.

As at 31 March of 2020 this item amounts to 11,054,292 euros (December 2019: 11,054,292 euros).

Reserve own shares: This reserve, established in accordance with article 342 of the CSC, is the same amount of the own shares value held by the company. This reserve is unavailable while the own shares are in possession of the company.

11. BORROWINGS

As at 31 December 2020 and 2019, Borrowings are made up as follows:

31 March 2020 31 December 2019
Current Non-current Current Non-current
Bank loans
8 900 000 -
Sonae Capital SGPS - commercial paper a) 4 000 000 - - 17 500 000
Sonae Capital SGPS - commercial paper b) - 17 500 000
Sonae Capital SGPS - commercial paper c) 10 000 000 - 10 000 000 -
Sonae Capital SGPS - commercial paper d) 2 000 000 5 000 000 2 000 000 6 000 000
Sonae Capital SGPS - commercial paper e) 18 000 000 - 33 800 000 -
Sonae Capital SGPS - commercial paper f) - 8 250 000 - -
Sonae Capital SGPS - commercial paper g) - 30 000 000 - -
Up-front fees not yet charged to income statement - (14 830) - (16 363)
34 000 000 60 735 170 54 700 000 23 483 637
Bank overdrafts (Note 8) - - - -
34 000 000 60 735 170 54 700 000 23 483 637
Bond Loans
Sonae Capital 2016/2021 h) - 15 000 000 - 15 000 000
Sonae Capital 2019/2024 i) - 15 000 000 - 15 000 000
Sonae Capital 2019/2026 j) 2 000 000 13 000 000 2 000 000 13 000 000
Sonae Capital 2019/2024 II k) - 12 500 000 - 12 500 000
- 15 000 000
Sonae Capital 2020/2024 l)
Up-front fees not yet charged to income statement
- (438 229) - (407 013)
2 000 000 70 061 771 2 000 000 55 092 987
36 000 000 130 796 941 56 700 000 78 576 624
  • a) Commercial paper programme, with subscription guarantee, issued on 4 January 2017,with automatic anual reneweals, unless denunciated by either party;
  • b) Commercial paper programme, with subscription guarantee, issued on 29 September 2017 and valid to October 2021;
  • c) Commercial paper programme, with subscription guarantee, issued on 30 June 2017 with annual payments, unless denounced by either party;
  • d) Commercial paper programme, with subscription guarantee, issued on 24 February 2017 and valid until February 2023, with semi-annual payments starting in 2019;
  • e) Commercial paper programme, without subscription guarantee, issued on 20 December 2017 with annual payments, issued to investors;
  • f) Commercial paper programme, with subscription guarantee, issued on 31 December 2013 and valid until February 2024, with annual payments starting in 2022;
  • g) Commercial paper programme, with subscription guarantee, issued on 26 August 2009 and valid to August 2022;
  • h) Sonae Capital SGPS 2016/2021 bond loan in the amount of 15.000.000 euro, with a 5 year maturity, and a sole reimbursement on 29 July 2021, unless the issuer requests a full or partial refund (call option). This bond loan bears interest every six months;
  • i) Sonae Capital SGPS 2019/2024 bond loan in the amount of 15.000.000 euros, with a 5 year maturity, and with reimbursements on the 8th and 10th coupon, with maturity on 26 June 2024. This bond loan bears interest every six months;
  • j) Sonae Capital SGPS 2019/2026 bond loan in the amount of 15.000.000 euros, with a 7 year maturity, and with reimbursements in annual installments beginning from the 2nd coupon, inclusive, with maturity on 28 June 2026. This bond loan bears interest every six months;
  • k) Sonae Capital SGPS 2019/2024 II bond loan in the amount of 12.500.000 euros, with a 5 year maturity, and with reimbursement via a single installment on 8 August 2024. This bond loan bears interest every six months;
  • l) Sonae Capital SGPS 2020/2024 bond loan in the amount of 15.000.000 euro, with a 4 year maturity, and a sole reimbursement on 20 March 2024. This bond loan bears interest every six months;

The interest rate on bonds and bank loans in force on 31 March 2020 was on average 1.06%.

Bank loans pay interest rates that are indexed to the Euribor market rates of the period, and its fair value is considered close to its book value.

In case of any Bank institution or commercial paper investor do not renew, at the maturity date, its respective loans, the Company has credit lines available to overcome such renewables

The repayment schedule of the nominal value of borrowings may be summarised as follows:

The nominal value of the loans have the following maturity dates:

31 December 2020 31 December 2019
Capital Interests Capital Interests
N+1 36 000 000 1 439 076 56 700 000 1 167 322
N+2 39 250 000 1 014 931 36 500 000 1 033 958
N+3 37 750 000 760 521 4 000 000 576 424
N+4 24 750 000 678 861 9 000 000 495 174
N+5 24 500 000 253 542 24 500 000 355 764
After N+5 5 000 000 69 375 5 000 000 69 375
167 250 000 4 216 306 135 700 000 3 698 017

12. OTHER CREDITORS

As at 31 March 2020 and 31 December 2019 other creditors can be detailed as follows:

31 March 2020 31 December 2019
Other creditors:
Group companies - Short term loans 874 000 878 000
Other creditors 1 390 683 1 318 727
2 264 683 2 196 727

As at 31 March 2020 and 31 December 2019 the caption loans granted is relative to financial operations granted to the following subsidiaries:

31 March 2020 31 December 2019
Inparvi, SGPS, S.A. 874 000 878 000
874 000 878 000

Loans obtained from group companies bear interest at market rates and are repayable within one year. The interest rate as at 31 March 2020 was, in average, approximately 0.050%.

Within the item Other Creditors, it is included 1,241,910 euros (2019: 1,300,845 euros) regarding transfers from subsidiaries of tax estimates under the special regime RETGS (Note 22).

13. SUPPLIERS, TAXES, OTHER NON-CURRENT AND CURRENT LIABILITIES

As at 31 March 2020 and 31 December 2019 these items were as follows:

31 December 2019 31 December 2018
Current Non-Current Current Non-Current
Suppliers 747 999 - 166 515 -
Taxes payable - income tax - - - -
Taxes payable - other taxes 69 760 - 69 475 -
Other current liabilities
Accruals:
Staff costs 327 135 158 790 825 350 158 790
Interest payable 208 703 - 237 780 -
Other accruals 26 789 - 88 010 -
Deferred income 17 210 - 17 210 -
579 837 158 790 1 168 350 158 790

At 31 March 2020, the items Suppliers, Other Accruals and Staff costs include balances with related entities amounting to 101,032 euros, and 50,023 euros respectively (Note 22).

The amount of staff cost (Non-current) refers to deferred compensation payable in periods exceeding one year.

As at 31 March 2020 and 31 December 2019 interest payable can be detailed as follows:

31 March 2020 31 December 2019
Interest payable:
Bank Loans 208 363 237 757
Group companies loans 341 24
208 703 237 780

As at 31 March 2020 and 31 December 2019 the Income tax and Other taxes can be detailed as follows:

31 December 2019 31 December 2018
Taxes payable - income taxes
Income tax (advanced payment) - -
Income tax withheld - -
Income tax - -
Income tax (provision) - -
- -
Taxes payable - other taxes
Income taxation - amounts withheld 36 363 31 611
VAT 70 9 269
Social security contributions 33 327 28 595
Others - -
69 760 69 475

14. EXTERNAL SUPPLIES AND SERVICES

As at 31 March 2020 and 2019 External Supplies and services can be detailed as follows:

31 March 2020 31 March 2019
Operational rents 1 719 2 777
Insurance costs 12 464 13 578
Travelling expenses 3 006 7 093
Services obtained 559 610 297 064
Office supplies - 18
Other services 26 115 11 778
602 913 332 308

Within the item Services obtained the following stands out, Consulting with an amount of 245,229 euros (2019: 9,594 euros) and costs related to the Holding which was debited by the subsidiary SC Sociedade de Consultadoria, S.A. which in 2020 amounted to 189,737 euros, the same value as in 2019.

As at 31 March 2020, the item Other services included costs related to bank services in the amount of 7,502 euros (2019: 5,430 euros), fuel 3,718 euros (2019: 3,417 euros) and communication 6,697 euros (2019: 2,496 euros).

15. STAFF COSTS

As at 31 March 2020 and 2019, staff costs can be detailed as follows:

31 March 2020 31 March 2019
Governing bodies' remunerations 299 804 198 076
Staff and other sectors remunerations - 30 147
Social security contributions 53 369 38 334
Other staff costs 9 555 6 873
362 728 273 430

16. NET FINANCIAL EXPENSES AND INCOME

As at 31 March 2020 and 2019, Net Financial Expenses and Income can be detailed as follows:

Interest payable and similar expenses 31 March 2020 31 March 2019
Financial expenses
Interest arising from:
Bank loans (118 049) (106 706)
Bonds (241 056) (481 916)
Other (401) (2 430)
Other financial expenses (207 483) (308 583)
(566 989) (899 636)
Interest receivable and similar income
Interest income 1 882 386 2 647 657
1 882 386 2 647 657
Net financial expenses 1 315 397 1 748 021

As at 31 March 2020, the amount mentioned in Interest arising from Other includes only interest on current loans obtained from group companies (Note 22).

As at 31 March 2020, the amount mentioned in interest receivable and similar income includes interest on loans granted to group companies (Note 22).

As at 31 March 2020, the amount mentioned in Other financial expenses refers to commissions incurred with the assembly and management of bank loans and bonds.

17. NET INVESTMENT EXPENSES AND INCOME

As at 31 March 2020 and 2019, Net Investment Expenses and Income can be detailed as follows:

31 March 2020 31 March 2019
Losses on financial investments - (235 440)
Other income 1 862 820 531 873
Investment income 1 862 820 296 433

As at 31 March 2020, the amount recorded under Other income relates essentially to income obtained from the WTC Fund, 1,862,820 euros.

18. OTHER OPERATIONAL PROFIT AND OTHER OPERATIONAL EXPENSES

As at 31 March 2020 and 2019 these items were as follows:

31 December 2019 31 December 2018
Other operating income
Other supplementary income - Comissions 12 014 14 610
Other 2 203 -
14 217 14 610
Other operating expenses
Taxes (11 874) (10 433)
Other (1 853) (180)
(13 727) (10 613)

19. TAXATION

As at 31 March 2020 and 2019, Taxation was made up as follows:

31 March 2020 31 March 2019
Current tax (Note 6) 394 683 119 012
Deferred tax (Note 7) - -
394 683 119 012

As stated in Note 6, the Company is taxable in terms of Corporate Income Tax according to the RETGS.

19.1. RECONCILIATION OF THE EFFECTIVE INCOME TAX

The reconciliation between the profit before taxation and the tax charge for the periods ended 31 March 2020 and 2019 may be summarised as follows:

31 March 2020 31 March 2019
Basis of
incidence
Tax amount Basis of
incidence
Tax amount
Profit before income tax 2 205 236 1 433 575
tax charge 21% 21%
Tax charged (463 100) (301 051)
Increases or (decreases) in taxable profit
Payment base on shares (84 028) 17 646 (162 876) 34 204
Gain/loss on finantial investments - - 235 440 (49 442)
Others (202) 42 (2 076) 436
Deduction of tax losses - - (1 052 843) 221 097
Tax savings (RETGS) 892 477 238 048
Municipality and state tax (50 444) (22 683)
Autonomous taxes (1 939) (1 598)
Effect of increases or decreases in deferred taxes - -
Taxation 394 683 119 012

20. EARNINGS PER SHARE

Earnings per share for the periods ended 31 March 2020 and 2019 were calculated taking into consideration the following amounts:

31 March 2020 31 March 2019
Net profit
Net profit taken into consideration to calculate basic
earnings per share (Net profit for the period) 2 599 920 1 552 586
Effect of dilutive potential shares - -
Net profit taken into consideration to calculate diluted earnings per share 2 599 920 1 552 586
Number of shares
Weighted average number of shares used to calculate
basic earnings per share 246 329 177 248 471 740
Earnings per share (basic and diluted) 0,0106 0,0062

21. COMPLIANCE WITH LEGAL REQUIREMENTS

Art 5 nr 4 of Decree-Law nr 495/88 of 30 December changed by art 1 of Decree-Law nr 318/94 of 24 December.

In the period ended 31 March 2020 shareholders' loan contracts were entered into with the companies: SC Assets SGPS, S.A. and Capwatt, S.A.

In the period ended 31 March 2020 short-term loan contracts were entered with the companies:

2ndRoom – Exploração Hoteleira, S.A Imoresort - Sociedade Imobiliária, S.A. Aqualuz Tróia – Exploração Hoteleira e Imobiliária, S.A. Marina de Tróia, S.A. Aqualuz - Turismo e Lazer, Lda. Marvero - Exploração Hoteleira e Imobiliária, S.A. Atelgen - Produção de Energia, ACE Porto Palácio Hotel – Exploração Hoteleira, S.A. Atlantic Ferries - Tráfego Local Fluvial e Marítimo, S.A. SC Finance BV Capwatt ACE, S.A. SC Fitness, S.A. Capwatt Alrota – Wind Power, S.A Soc.Inic.Aprov.Florest.-Energias, S.A. Capwatt Chamusca – Bio Power, Unipessoal Lda SII Soberana - Investimentos Imobiliários, S.A. Capwatt Estuário – Heat Power, Unipessoal Lda Soternix - Produção de Energia, ACE Capwatt Évora – Solar Power, S.A Suncoutim - Solar Energy, S.A. Capwatt Ferreira – Solar Power, S.A Companhia Térmica Tagol, Unipessoal, Lda Capwatt Lousado - Heat Power, Unip., Lda The House Ribeira - Actividades hoteleiras, S.A. Capwatt Maia - Heat Power, S.A. Tróia-Natura, S.A. Capwatt Martim Longo - Solar Power, S.A. Tróia Market, S.A. Capwatt, S.A. Troiaresort - Investimentos Turísticos, S.A. Capwatt Services, S.A. Troiaresort, SGPS, S.A. Capwatt Vale do Caima - Heat Power, S.A. Tulipamar - Exploração Hoteleira e Imobiliária, S.A. Carvemagere - Manutenção e Energias Renováveis, Lda. Golf Time - Golfe e Investimentos Turísticos, S.A. Imobeauty, S.A. Imopeninsula Sociedade Imobiliária, S.A.

Capwatt Colombo - Heat Power, S.A. Soltróia - Soc. Imobiliária Urbanização e Turismo Tróia, S.A. Capwatt IV – Heat Power, Unipessoal Lda The Artist Porto Hotel & Bistro - Actividades hoteleiras, S.A.

As at 31 March 2020 amounts due by affiliated companies can be summarized as follows:

Shareholders' Loans and Short term loans granted

Companies Closing Balance
CAPWATT, SGPS, S.A. 86 432 801
SC Assets, SGPS, S.A. 123 590 127
SC Finance BV 6 524 400
SC Fitness, S.A. 14 467 200
SC Hospitality, SGPS, S.A. 8 276 123
SC Industrials, SGPS, S.A. 27 464 200
SC SGPS, S.A. 1 317 401
Troiaresort, SGPS, S.A. 161 783 803
429 856 055

As at 31 March 2020 amounts due to affiliated companies can be summarized as follows:

Short term loans obtained

Companies Closing Balance Inparvi, SGPS,S.A. 874 000

22. SUBSQUENT EVENTS

No significant events, requiring further disclosure have occurred after 31 March 2020.

23. APPROVAL OF THE FINANCIAL STATEMENTS

These consolidated financial statements were approved by the Board of Directors and authorized for issue on 13 May 2020.

The Certified Accountant The Board of Directors Rui Manuel Machado Morais Duarte Paulo Teixeira de Azevedo Chairman of the Board of Directors Álvaro Carmona e Costa Portela Vice Chairman of the Board of Directors Maria Cláudia Teixeira de Azevedo Member of the Board of Directors Francisco de La Fuente Sánchez Member of the Board of Directors Paulo José Jubilado Soares de Pinho Member of the Board of Directors Miguel Jorge Moreira da Cruz Gil Mata CEO Ivone Pinho Teixeira CFO Isabel Maria Pereira Aníbal Vaz Member of the Board of Directors Pedro Manuel Martins Bruno Member of the Board of Directors

Ângelo Gabriel Ribeirinho dos Santos Paupério Member of the Board of Directors

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