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Sonae SGPS

Earnings Release May 31, 2019

1901_10-q_2019-05-31_25949faf-2f4f-407e-bb91-73a6f9d59eaa.pdf

Earnings Release

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SONAE FIRST QUARTER RESULTS'19

Highlights and CEO's message

  • Consolidated turnover reached €1,461 M in the 1Q19, +8.9% when compared to 1Q18
  • Consolidated underlying EBITDA increased 15.6% y.o.y. to €105 M and EBITDA increased 33.4% y.o.y. to €136.1 M
  • Net income group share improved 6.5% reaching €18.3 M

"Sonae has had a good start to the year, despite the adverse calendar effect of a later Easter period. Consolidated turnover in the first quarter increased by 8.9% y.o.y. reaching €1,461 M, with positive contributions from almost all businesses, particularly from Sonae MC and from Sonae Sierra, which is now fully consolidated into Sonae's accounts.

Regarding profitability, underlying EBITDA grew 15.6% y.o.y. to €105 M, driven by a solid performance of Sonae MC, and EBITDA reached €136.1 M, +€34 M when compared to 1Q18, fuelled by both equity method results (namely Sonae Sierra and ISRG), and the capital gain from the sale of Saphety by Sonae IM, which continues to create value by actively managing its portfolio.

In terms of portfolio management, this quarter marked the acquisition by Sonae MC of a 60% stake in Arenal, which we believe will significantly reinforce Sonae MC's position in the Health & Wellness segment, one of our growth avenues.

Despite a significant increase in our total investment level (+64% y.o.y.), mainly driven by the Arenal acquisition, our capital structure remains strong. Our gearing level continued to decrease y.o.y. and is now down to 0.5x, and our main businesses continue to show conservative balance sheets. Our debt now has a longer maturity profile and low funding costs, thus maintaining conditions to both support the growth strategies of our businesses and our shareholder remuneration policy. In my first CEO message, I would like to thank Paulo and Ângelo for all their support in the transition phase and for having the benefit of their wisdom as Chairman and Non-Executive Board member.

We are today over 53 thousand people at Sonae, committed to the development of a long-living company which creates economic and social value. We will only be able to achieve this goal by taking great care of all our stakeholders to whom we remain committed."

Cláudia Azevedo, Sonae CEO

Sonae consolidated performance

Sonae corporate structure
stake consolidation method
Sonae MC 100% Full consolidation
Worten 100% Full consolidation
Sonae Fashion 100% Full consolidation
ISRG 30% Equity method
Sonae FS 100% Full consolidation
Sonae IM 90% Full consolidation
Sonae Sierra 70% Full consolidation
NOS 23% Equity method

In 2019, Sonae begins reporting its business segments under a new structure, which now includes a new perimeter for Sonae MC (comprised of the historical Sonae MC segment, Maxmat and Sonae RP's operational assets). The former Sonae Sports & Fashion segment was split into Sonae Fashion and ISRG, given the different nature and independent management teams of both businesses. Finally, 2019 also marks the adoption of the IFRS 16 accounting standard. For comparable reasons, historical figures were restated to include all the abovementioned changes. Additionally, this will be the first full year of line-by-line consolidation of Sonae Sierra's accounts. 1Q18 figures still exclude this effect, as the acquisition of the additional 20% stake only happened in 3Q18.

Sonae consolidated results
Million euros 1Q18(1) 1Q19 y.o.y.
Turnover 1,341.1 1,460.7 8.9%
Underlying EBITDA 90.8 105.0 15.6%
margin 6.8% 7.2% 0.4 p.p.
Equity method results (2) 11.8 26.5 -
Non-recurrent items -0.6 4.6 -
EBITDA 102.0 136.1 33.4%
margin 7.6% 9.3% 1.7 p.p.
Provisions and impairment losses -0.4 -0.7 -78.6%
D&A -49.1 -51.9 -5.6%
D&A - RoU -22.8 -26.3 -15.1%
EBIT 29.7 57.3 92.8%
Net financial results - lease liabilities -15.4 -18.3 -18.9%
Net financial results - financing -7.5 -10.5 -39.9%
EBT 6.9 28.5 -
Taxes 2.2 4.3 91.1%
Direct results 9.1 32.8 -
Indirect results 9.3 -1.1 -
Net income 18.4 31.7 72.8%
Non-controlling interests -1.2 -13.4 -
Net income group share 17.2 18.3 6.5%

(1) Restated figures due to: a) IFRS 16 accounting standard; and b) the discontinued operations namely Berg from Sonae Fashion and the sale of Saphety in Sonae IM.

(2) Equity method results: includes equity method results from Sonae Sierra statutory accounts, direct income related to investments consolidated by the equity method (mainly NOS/Zopt and ISRG) and discountinued operations results

In the 1Q19, Sonae's statutory turnover increased by 8.9% y.o.y to €1,461 M, mainly reflecting growth at Sonae MC (+€72 M) and the consolidation of Sonae Sierra's statutory revenues (€45 M)1 . Underlying EBITDA grew +€14 M to €105 M (+15.6% y.o.y.), also driven by a solid performance of Sonae MC and by the full consolidation of Sonae Sierra.

EBITDA reached €136.1 M, +€34 M when compared to 1Q18, underpinned by the growth in underlying EBITDA and also by: (i) equity method results of €26.5 M, with a particularly positive note to Sonae Sierra and ISRG, and (ii) non-recurrent items of €4.6 M, mostly related to the capital gain from the sale of Saphety by Sonae IM. This good performance at the EBITDA level drove Direct Result to reach €32.8 M, +€24 M when compared to 2018, and consequently Net income group share increased 6.5% to €18.3 M.

1) Please see additional information on page 10

Sonae capital structure

Sonae net debt evolution (€M)

Sonae net invested capital
Million euros 1Q18(1) 1Q19 y.o.y.
Net invested capital 4,185 5,944 42.0%
Sonae shareholders funds 1,967 3,124 58.8%
Financial net debt 1,267 1,761 39.1%
Sonae net debt 1,266 1,701 34.4%
Lease liabilities 952 1,118 17.5%

(1) Restated figures according to IFRS16 accounting standard

1Q17 1018 1019
-- avg gearing (book value) avg gearing (mkt value)
Sonae Capex % of Turnover
Million euros 1Q18 1Q19 1Q18 1Q19
Capex 71 116 5.3% 7.9%
Sonae MC 56 101 5.7% 9.7%
Worten 4 5 1.7% 2.3%
Sonae Fashion 4 2 4.4% 2.2%
Sonae FS 0 0 5.0% 1.0%
Sonae IM 3 8 10.4% 19.1%
Sonae Sierra 0 4 n.a. 9.9%

On a LfL basis, Sonae Net Debt decreased by €99 M to €1,167 M, when compared to 1Q18.

Actual net debt reached €1,701 M following the acquisition of Arenal and the additional 20% stake in Sonae Sierra, impacted by: (i) the acquisition amount (€256 M), and (ii) the consolidation of Sonae Sierra's statutory net debt (€205 M).

Sonae's cost of debt was 1.3% at the end of 1Q19, and the average maturity profile was around 4 years. Excluding Sonae Sierra, i) Sonae was able to keep average cost of debt around 1% and ii) since the end of the 1Q19, has already refinanced €230 M in long term facilities, which enables Sonae to secure a comfortable average maturity profile of circa 4 years and maintain its practice of being fully financed for the coming 18 months.

Sonae's average gearing at book value decreased to 0.5x in 1Q19 compared to 0.6x in 1Q18, evidencing a reinforced capital structure. On the other hand, average gearing at market value increased up to 0.8x in 1Q19 vs 0.6x in 1Q18, mainly due to the share price performance in the period.

Total capex increased to €116 M in the 1Q19, mainly related with the Arenal acquisition by Sonae MC in the beginning of the year.

]

C Sonae MC

Turnover and

underlying EBITDA margin evolution (€M; %) For Sonae MC, 2019 begun with a strong top line growth, despite the negative calendar effect with Easter falling later than it did in the previous year. In the 1Q19, turnover increased by 7.4% y.o.y. to €1,048 M and surpassed the €1 Bn mark. This evolution benefited from: (i) the positive evolution of LfL of 1.1% in 1Q19, which evidenced an increase in volumes as food inflation remained at a low level (+0.9%); (ii) the steady expansion of the store network with 14 new company operated stores, including 3 Continente Bom Dia and 1 Continente Modelo (current freehold of 44%); and (iii) the completion of Arenal's acquisition, reinforcing Sonae MC's position in the Health & Wellness segment, one of its main strategic development pillars.

In terms of profitability, underlying EBITDA grew by 8.1% when compared with the same period of last year, reaching €81 M in 1Q19, corresponding to a stable margin of 7.7%. This solid performance benefited from the positive turnover evolution offsetting the pressure from the challenging competitive environment and the investments in the ongoing expansion program.

(For additional information please see document published with Sonae MC 1Q19 Results at www.sonae.pt)

Worten

Turnover and underlying EBITDA margin evolution (€M; %) During these first months of 2019, Worten reached turnover of €237 M, a reduction of 2% y.o.y., with similar trend in the LfL stores (tough comparing with 8.8% LfL in 1Q18). This top line performance was impacted by a later Easter season and atypical weather conditions. In Portugal, Worten was able to once again reinforce its market leadership, and, moreover, online continuing posing accelerated growth when compared with the offline channel, in line with its omnichannel strategy.

This top line performance, coupled with both the store expansion in the last 12 months and continued efforts towards digital transformation, led to an underlying EBITDA of €8.1 M.

Sonae Fashion

Turnover and underlying EBITDA margin evolution (€M; %)

Sonae Fashion continued to show a resilient performance and grew above market references. Total turnover increased 1% y.o.y., reaching €98 M at the end of 1Q19, supported by a strong omnichannel performance that compensated lower wholesale and franchising sales. Despite the adverse calendar effect of Easter, Sonae Fashion brands increased LfL by 4.4% in the 1Q19, supported by a strong online growth (+40% y.o.y.).

In terms of profitability, Sonae Fashion has been making important efforts in its cost structure, but in a quarter with a negative calendar effect, underlying EBITDA reached €8 M, decreasing €0.2 M and implying a margin of 8.4%.

Iberian Sports Retail Group (ISRG)

Turnover and

In the last quarter of its fiscal year1 , ISRG continued to show a very positive performance, growing sales and improving its profitability. In the 4Q18, turnover grew 12% y.o.y. and reached €192 M, benefiting from the performance of JD and Sprinter. The top line performance fuelled EBITDA to €20 M in the 4Q18, +57.5% y.o.y., which led to a margin increase of 2.9 p.p. to 10.3%. Equity method results included in Sonae accounts in the 1Q19 stood at €2.9 M, €4.6 M above 1Q18.

  1. Due to calendar reporting dates of JD Sports (the main shareholder of the JV), ISRG figures refer to Nov 3rd - Feb 2nd and are not according to IFRS 16.

Sonae FS

Sonae IM

Portfolio (at the end of 1Q19)
Controlling stakes Minority stakes
WeDo Technologies AVP Funds
S21Sec Nextel Stylesage
Bizdirect Probe.ly
InovRetail Ometria
Bright Pixel Arctic Wolf
Excellium Secucloud
Continuum Security
Nextail
Case on it
Jscramber
Reblaze
ciValue
Visenze
CB4

Turnover and underlying EBITDA mg evolution (€M; %)

In the first quarter of 2019, Sonae FS maintained the positive evolution registered during 2018. Turnover increased by 16.7% in relation to 1Q18, amounting to €8.1 M in the 1Q19 and underlying EBITDA almost doubled to a total of €2 M, corresponding to a margin of 24.8%.

The Universo card was the main reason behind this good performance as it continued to enhance its role in the payments market: the number of cards reached 775 thousand subscribers at the end of March (+138k y.o.y.) and production grew 21.4% y.o.y. to €197 M. Moreover, market share grew 1.3 p.p. over the last 12 months, reaching 12.8% in March 2019.

During the 1Q19, Sonae IM reinforced its participation in some portfolio companies and invested in CB4, a company based in Israel that provides a patented Artificial Intelegence software solution for brick and mortar retailers to identify and correct critical operational issues at store, product level.

Also in the 1Q19, and aligned with its active portfolio management strategy, Sonae IM sold 100% of Saphety's shares to members of its management team, backed by Oxy Capital.

Regarding its operational performance, Sonae IM turnover, fuelled by the integration of Nextel and Excellium, increased more than 40% y.o.y. to €44 M in the 1Q19 and even on a comparable basis, turnover increased by 18.7% with positive contribution across almost all companies. Underlying EBITDA decreased €1.4 M, or €0.4 M on a comparable basis, to -€0.1 M in 1Q19 and EBITDA increased €4.0 M to €4.9 M, supported by the capital gain generated by Saphety's sale.

Sonae Sierra

Proportional basis - management accounts
Million euros 1Q18 1Q19 y.o.y.
Turnover 54 58 8.2%
EBIT 27 29 8.6%
EBIT margin 50.3% 50.5% 0.2 p.p.
Direct results 17 20 15.6%
Indirect results -2 0 -70.0%
Net results 15 19 24.6%
… attributable to Sonae 8 13 74.5%
OMV and NAV evolution
Million euros Mar-18 Dec-18 Mar-19
OMV attributable to Sonae Sierra 2,143 2,211 2,208
NAV 1,441 1,455 1,478
Operational Indicators
1Q18 1Q19 y.o.y.
Footfall (million visitors) 107 107 -0.6%
Ocuppancy rate (%) 95.6% 96.5% 0.9 p.p.
LfL tenant sales 4.4% 2.3%
Tenant sales (M€) 1,035 1,018 -1.6%
Nº of SC owned and/or managed (EOP) 65 67 2
Nº of SC owned/co-owned (EOP) 45 41 -4
GLA under Management ('000 sqm) 2,440 2,482 1.7%

Please see additional information on page 10 for statutory accounts.

Regarding Sonae Sierra's management accounts (on a proportional basis), EBIT showed once again a good performance with +8.6% y.o.y. to €29 M. 1Q19 Direct results reached €20 M, +15.6% y.o.y, fuelled by both the European portfolio performance and services division. At the end of March, NAV stood at €1,478 M, a growth of 1.6% comparing to the value registered at the end of December, mainly due to the results in the period.

During the first 3 months of 2019, Sonae Sierra: continued the execution of its capital recycling strategy with the sale of Loop5 (Germany), opened its first shopping centre in Cucuta (Colombia), enhanced the role of its service division with the acquisition of a 50% stake in Balmain, a Polish services company, while improving its operational performance.

Looking to the operational indicators of Sonae Sierra in its owned or co-owned portfolio, it continues to deliver positive figures in both LfL tenant sales and occupancy rates, despite the Easter calendar effect.

NOS

Financial Indicators
Million euros 1Q18(1) 1Q19 y.o.y.
Operating revenues 383 385 0.6%
EBITDA 157 161 2.1%
EBITDA margin 41.1% 41.7% 0.6 p.p
Net results 35 43 21.5%
Capex 88 87 -0.4%
Total FCF bef. Dividends, Fin. Inv. + Own shares acq. 38 43 12.9%
(1) Restated figures according to IFRS16 accounting standard
Operational Indicators
('000) 1Q18 1Q19 y.o.y.
Total RGUs (Net adds) 41 -24 -
Convergent RGUs (Net adds) 103 19 -
Mobile (Net adds) 30 -18 -
Pay TV (Net adds) -2 -7 -
Total RGUs 9,441 9,556 1.2%
Convergent RGUs 3,754 3,918 4.4%
Convergent customers 737 770 4.4%
ARPU/Unique subscriber with fixed access (euros) 44 44 -

NOS published its 1Q19 results on May 8th 2019, available on its website www.nos.pt.

In the 1Q19, Operating revenues reached €385 M, +0.6% when compared to last year, benefiting from a telco revenue growth of 1.1% which more than offset the performance of cinema & audiovisuals. Regarding profitability, the consolidated EBITDA growth, was higher than the top line growth reflecting cost discipline and operating leverage, reaching €161 M in the 1Q19. Net results increased more than 20% from €35 M in the 1Q18 to €43 M in 1Q19. Capex decreased by 0.4% y.o.y. to €87 M in 1Q19 and total Free Cash-Flow before Dividends, Financial investments and Own shares acquisition grew 12.9%, totalling €43 M.

The company's operating performance reflected a more mature market environment and high levels of service penetration. Even though, convergent RGUs increased by 4.4% to 3.9 million and convergent customers grew also by 4.4% y.o.y. to 770 thousand.

Corporate information

Main corporate events in the 1Q19

February 27th

Sonae informed on Efanor announcement - intention to propose at the upcoming electoral Shareholders General Meeting (April 2019) the new Board of Directors for the 2019/2022 mandate.

March 12th

Sonae informed on the resignation of a member of the Remuneration Committee.

March 22nd

Sonae informed on the announcement made by its subsidiary Sonae Sierra Brasil.

March 29th

Sonae announced on estimated impacts of IFRS 16.

Subsequent events

April 6th

Sonae informed on qualified shareholding.

April 10th

Sonae informs about bond issue and refinancing of medium and long-term debt.

April 29th

Sonae informed on qualified shareholding.

April 30th

Sonae informs on the resolutions taken at Sonae's Shareholders' Annual General Meeting. Sonae also informs on the appointment of the Chairman of the Board of Directors and of the members of the Executive Committee.

May 8th

Sonae informs on appointment of Chairman of the Board of Directors, Executive Committee, Company Secretary and Representative for Market Relations.

May 10th

Sonae informed on dividend payment.

May 10th

Sonae informed on qualified shareholding.

Additional information

Methodological notes

The consolidated financial information contained in this report was prepared in accordance with International Financial Reporting Standards (IFRS), as adopted by the European Union. The financial information regarding quarterly and semi-annual figures was not subject to audit procedures.

Note: Sonae implemented the following changes in its reporting structure:

(i) Adoption of the IFRS 16 accounting standard in 2019 and 2018 restated for comparable reasons;

(ii) A new business structure, which now includes a new perimeter for Sonae MC (comprised of the historical Sonae MC segment, Maxmat and Sonae RP's operational assets). The former Sonae Sports & Fashion segment was split into Sonae Fashion and ISRG, given the different nature and independent management teams of both businesses;

(iii) Following the acquisition of a further 20% in Sonae Sierra in 2018, Sonae Sierra statutory balance sheet started to be fully consolidated in the 3Q18 and the statutory P&L in the 4Q18;

(iv) Discontinued operations, namely Berg, in Sonae Fashion in 2018 and Saphety following the sale from Sonae IM in 1Q19 was deconsolidated also in 2018 for comparable reasons.

1Q19 Sonae Sierra statutory accounts

Sonae Sierra statutory accounts
Million euros 1Q19
Turnover 44.8
Underlying EBITDA 16.4
margin 36.6%
Equity method results 15.5
Non-recurrent items -0.1
EBITDA 31.8
margin 71.1%
Provisions and impairment losses 0.0
D&A -1.0
EBIT 30.9
Net financial results -2.7
EBT 28.2
Taxes -1.3
Direct results 26.8
Indirect results -1.2
Net income 25.6
Non-controlling interests -6.5
Net income group share 19.1

Sonae balance sheet

Sonae statement of financial position
Million euros 1Q18(1) 1Q19 y.o.y.
TOTAL ASSETS 6,418 8,757 36.4%
Non current assets 5,057 7,073 39.9%
Net fixed assets 1,974 2,038 3.2%
Net Rights of Use 868 1,021 17.6%
Goodwill 631 825 30.8%
Investment properties 0 999 -
Other investments 1,490 2,030 36.3%
Deferred tax assets 74 78 5.3%
Others 21 84 -
Current assets 1,361 1,684 23.7%
Stocks 629 674 7.1%
Trade debtors 130 146 12.3%
Liquidity 347 582 67.5%
Others 255 282 10.6%
SHAREHOLDERS' FUNDS 1,967 3,124 -
58.8%
Equity holders 1,797 2,078 15.6%
Attributable to minority interests 170 1,046 -
LIABILITIES 4,451 5,633 26.6%
Non-current liabilities 2,371 3,025 27.6%
Bank loans 738 1,095 48.4%
Lease liabilities 822 973 18.4%
Other loans 648 515 -20.4%
Deferred tax liabilities 133 290 -
Provisions 19 41 -
Others 12 110 -
Current liabilities 2,079 2,608 25.4%
Bank loans 180 519 188.7%
Lease liabilities 130 145 11.5%
Other loans 61 215 -
Trade creditors 1,068 1,111 4.0%
Others 641 619 -3.4%
SHAREHOLDERS' FUNDS + LIABILITIES 6,418 8,757 36.4%

(1) Restated figures according to IFRS16 accounting standard

Glossary

Capex Investments in tangible and intangible assets and investments in acquisitions.
Direct results Results before non-controlling interests excluding contributions to indirect results.
(Direct) EBIT Direct EBT - financial results.
EBITDA Underlying EBITDA + equity method results + non-recurrent items.
EBITDA margin EBITDA / turnover.
(Direct) EBT Direct results before taxes.
EoP End of period.
Financial net debt Total net debt excluding shareholders' loans.
Gearing (book value) Average of the last four quarters considering, for each quarter, total net debt (EoP) / total shareholders'
funds (EoP).
Gearing (market value) Average of the last four quarters considering, for each quarter, total net debt (EoP) / equity value
considering the closing price of Sonae shares on the last day of each quarter.
GLA Gross Lettable Area: equivalent to the total area available to be rented in the shopping centres.
Indirect results Includes Sonae Sierra's results, net of taxes, arising from: (i) investment property valuations; (ii) capital
gains (losses) on the sale of financial investments, joint ventures or associates; (iii) impairment losses of
non-current assets (including goodwill) and (iv) provision for assets at risk. Additionally and concerning
Sonae's portfolio, it incorporates: (i) impairments in retail real estate properties; (ii) reductions in
goodwill; (iii) provisions (net of taxes) for possible future liabilities and impairments related with non
core financial investments, businesses, assets that were discontinued (or in the process of being
discontinued/repositioned); (iv) results from mark to market methodology of other current investments
that will be sold or exchanged in the near future; and (v) other non-relevant issues.
Investment properties Shopping centres in operation owned and co-owned by Sonae Sierra.
Lease Liabilities Net present value of payments to use the asset
Like for Like sales (LfL) Sales made by stores that operated in both periods under the same conditions. Excludes stores opened,
closed or which suffered major upgrade works in one of the periods.
Net asset value (NAV) Open market value attributable to Sonae Sierra - net debt - minorities + deferred tax liabilities.
Net debt Bonds + bank loans + other loans + financial leases + shareholder loans – cash - bank deposits - current
investments - other long-term financial applications.
Net invested capital Total net debt + total shareholders' funds.
Open market value
(OMV)
Fair value of properties in operation (% of ownership), provided by independent international entities
and book value of development properties (% of ownership).
Other loans Bonds, leasing and derivatives.
RGU Revenue generating unit.
Right of use (RoU) Lease liability at the beginning of the lease adjusted for, initial direct costs, advance rent payments and
possible lease discounts

FINANCIAL STATEMENTS '1Q19

A DNA of a Sustainable Company

014 | Sonae _ Financial Statements '1Q19

Condensed consolidated financial statements

CONSOLIDATED STATEMENT OF FINANCIAL POSITION AT 31 MARCH 2019 AND 2018 AND 31 DECEMBER 2018

(Amounts expressed in euro)

(Translation of consolidated financial statements originally issued in Portuguese. In case of discrepancy the Portuguese version prevails.)

31 Mar 2018 31 Dec 2018 01 Jan 2018
ASSETS Notes 31 Mar 2019 Restated
Note 3
Restated
Note 3
Restated
Note 3
NON-CURRENT ASSETS:
Property, plant and equipment 6 1,676,727,559 1,612,185,268 1,656,150,305 1,650,873,072
Intangible assets 7 360,866,340 361,614,042 365,568,045 367,924,247
Right of use assets 8 1,020,988,483 868,083,256 983,871,453 868,027,109
Investment properties 998,577,368 - 998,577,368 -
Goodwill 9 825,192,982 630,667,125 779,450,545 634,363,213
Investments in joint ventures and associates 10 1,975,807,808 1,468,384,371 1,984,596,708 1,407,506,282
Other investments 11 54,119,787 21,414,658 47,160,447 19,423,775
Deferred tax assets 14 77,503,910 73,582,563 73,372,923 71,883,593
Other non-current assets 12 83,684,638 20,835,820 80,286,911 22,667,618
Total Non-Current Assets 7,073,468,875 5,056,767,103 6,969,034,705 5,042,668,909
CURRENT ASSETS:
Inventories 674,202,012 629,250,369 671,321,594 713,253,625
Trade receivables and other current assets 13 339,439,190 307,993,529 305,662,624 248,968,728
Income tax assets 87,839,252 76,386,698 93,190,955 86,571,966
Investments 11 1,990,620 158,413 1,558,683 179,881
Cash and bank balances 15 580,149,838 347,290,481 696,243,071 364,589,115
Total Current Assets 1,683,620,912 1,361,079,490 1,767,976,927 1,413,563,315
Assets classified as held for sale - - - 782,540
TOTAL ASSETS 8,757,089,787 6,417,846,593 8,737,011,632 6,457,014,764
EQUITY AND LIABILITIES
EQUITY:
Share capital 16 2,000,000,000 2,000,000,000 2,000,000,000 2,000,000,000
Own shares 16 (104,204,112) (108,567,192) (104,204,112) (108,567,192)
Legal reserve 251,937,767 251,937,767 251,937,767 247,276,603
Reserves and retained earnings (84,726,022) (361,302,377) (304,718,032) (261,559,506)
Profit/(Loss) for the period attributable to the equity holders of the Parent Company 18,303,821 17,188,448 206,651,429 -
Equity attributable to the equity holders of the Parent Company 2,081,311,454 1,799,256,646 2,049,667,052 1,877,149,905
Equity attributable to non-controlling interests 17 -
1,042,764,147
-
167,993,703
-
1,129,260,451
-
165,696,664
TOTAL EQUITY -
3,124,075,601
-
1,967,250,349
-
3,178,927,503
-
2,042,846,569
LIABILITIES:
NON-CURRENT LIABILITIES:
Loans 18 1,610,343,736 1,385,648,252 1,587,867,682 1,220,234,342
Lease liabilities 8 973,240,324 821,970,510 940,271,185 816,924,627
Other non-current liabilities 19 109,525,989 12,335,885 55,815,668 12,355,610
Deferred tax liabilities 14 290,326,384 132,539,864 285,988,650 132,200,898
Provisions 21 41,166,966 18,643,152 41,375,212 18,955,625
Total Non-Current Liabilities 3,024,603,399 2,371,137,663 2,911,318,397 2,200,671,102
CURRENT LIABILITIES:
Loans 18 733,515,240 240,767,271 500,708,655 269,078,453
Lease liabilities 8 144,968,051 130,063,288 137,594,256 129,834,184
Trade payables and other current liabilities 20 1,614,531,867 1,623,115,225 1,884,824,233 1,710,606,630
Income tax liabilities 110,032,828 80,518,797 117,715,566 98,367,443
Provisions 21 5,362,801 4,994,000 5,923,022 5,610,383
Total Current Liabilities 2,608,410,787 2,079,458,581 2,646,765,732 2,213,497,093
Liabilities directly associated with assets classified as held for sale - - - -
TOTAL LIABILITIES 5,633,014,186 4,450,596,244 5,558,084,129 4,414,168,195
TOTAL EQUITY AND LIABILITIES 8,757,089,787 6,417,846,593 8,737,011,632 6,457,014,764

The accompanying notes are part of these consolidated financial statements.

CONSOLIDATED INCOME STATEMENTS FOR THE PERIOD ENDED 31 MARCH 2019 AND 2018

(Translation of consolidated financial statements originally issued in Portuguese. In case of discrepancy the Portuguese version prevails.)

(Amounts expressed in euro) Notes 31 Mar 2019 31 Mar 2018
Restated
Note 3
Sales 5 1,354,577,869 1,288,779,248
Services rendered 5 106,148,655 52,365,424
Income or expense relaAng to investments (107,665) 15,919
Financial income 3,880,521 2,457,234
Other income 22 24,419,540 24,316,606
Cost of goods sold and materials consumed (981,249,792) (926,846,488)
(Increase) /Decrease in prodution (2,127,253) (1,117,406)
External supplies and services (157,943,534) (136,990,233)
Employee benefits expense (221,003,335) (192,393,056)
Depreciation and amortisation expenses 6,7 and 8 (78,128,776) (71,940,210)
Provisions and impairment losses (789,510) (1,730,933)
Financial expense (32,635,100) (25,319,429)
Other expenses (18,049,392) (16,967,595)
Share of results of joint ventures and associates 10.3 27,358,210 13,837,129
Profit/(Loss) before taxation from continuing operations 24,350,438 8,466,210
Income tax expense 23 2,522,818 2,230,335
Profit/(Loss) after taxation from continuing operations 26,873,256 10,696,545
Profit/(Loss) from discontinued operations after taxation 3 4,853,025 7,664,969
Consolidated profit/(Loss) for the period 31,726,281 18,361,514
Attributable to equity holders of the Parent Company:
Continuing operations 13,497,013 9,445,024
Discontinued operations 4,806,808 7,743,424
18,303,821 17,188,448
Attributable to non-controlling interests
Continuing operations
Discontinued operations
13,376,243
46,217
1,251,521
(78,455)
17 13,422,460 1,173,066
Profit/(Loss) per share
From continuing operations
Basic 25 0.007120 0.004987
Diluted 25 0.006635 0.004652
From discontinued operations
Basic 25 0.002536 0.004089
Diluted 25 0.002363 0.003814

The accompanying notes are part of these consolidated financial statements.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE PERIODS ENDED 31 MARCH 2019 AND 2018

(Translation of consolidated financial statements originally issued in Portuguese. In case of discrepancy the Portuguese version prevails.)

(Amounts expressed in euro) Notes 31 Mar 2019 31 Mar 2018
Restated
Note 3
Net Profit / (Loss) for the period 31,726,281 18,361,514
Items that may be reclassified subsequently to profit or loss:
Exchange differences on translation of foreign operations 3,727,095 464,085
Share of other comprehensive income of joint ventures and associates 10.3 184,795 (6,171,586)
Changes value of financial assets at fair value - -
Changes in cash flow hedging reserve 431,344 56,399
Income tax relating to items that may be reclassified subsequently to
profit or loss
- 810
Others (222,922) 216,985
4,120,312 (5,433,307)
Items that were reclassified subsequently to profit or loss: - -
Total other comprehensive income for the period 4,120,312 (5,433,307)
Total comprehensive income for the period 35,846,593 12,928,207
Attributable to:
Equity holders of parent company 21,390,502 11,981,472
Non controlling interests 14,456,091 946,735

The accompanying notes are part of these consolidated financial statements.

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY FOR THE PERIODS ENDED 31 MARCH 2019 AND 2018

(Translation of consolidated financial statements originally issued in Portuguese. In case of discrepancy the Portuguese version prevails.)

Rese
rves
and
Ret
aine
d Ea
rnin
gs
(Am
ssed
in e
uro)
ts e
oun
xpre
Not
es
Sha
re
ital
Cap
Own
Sha
res
l
Lega
Rese
rve
Curr
ency
Tran
ion Rese
slat
rve
Inve
stm
ents
Fair
Val
ue Rese
rve
Cash
-flow
Hed
ging
Rese
rve
ion Prem
Opt
ium
Con
ible
vert
Bon
ds N
16
ote
Oth
er R
ese
rves
and
d Earn
Ret
aine
ings
Tota
l Re
es and
serv
d Earn
Ret
aine
ings
Net
Prof
it/(L
oss)
Tota
l
Non
rolli
cont
ng
Inte
rest
s
(No
7)
te 1
l
Tota
ity
Equ
Attr
ibut
able
to E
quit
y Ho
lder
s of
Pare
nt C
omp
any
Bala
t 1 J
2018
- Pu
blis
hed
nce
as a
anu
ary
2,00
0,00
0,00
0
(108
,567
,192
)
247,
276,
603
4,00
3,43
2
- 174,
419
22,3
13,0
00
(363
,726
,038
)
(337
,235
,187
)
165,
753,
915
1,96
7,22
8,13
9
167,
809,
994
2,13
5,03
8,13
3
f IFR
licat
Imp
act o
S 16
ion
app
3 - - - - - - - (90,
234)
078,
(90,
234)
078,
- (90,
234)
078,
(2,1
30)
13,3
(92,
564)
191,
Bala
t 1 J
2018
- Re
ed
stat
nce
as a
anu
ary
2,00
0,00
0,00
0
(108
,567
,192
)
247,
276,
603
4,00
3,43
2
- 174,
419
22,3
13,0
00
(453
,804
,272
)
(427
,313
,421
)
165,
753,
915
1,87
7,14
9,90
5
165,
696,
664
2,04
2,84
6,56
9
l com
preh
for t
he p
d
Tota
ive i
erio
ens
nco
me
- - - 485,
680
- 63,6
98
- (5,7
54)
56,3
(5,2
76)
06,9
17,1
88,4
48
11,9
81,4
72
946,
735
12,9
28,2
07
n of
fit o
f 20
App
iatio
soli
date
d ne
17
t pro
ropr
con
Tran
sfer
to l
l res
d re
tain
ed e
arni
ega
erve
s an
ngs
Divi
den
ds d
istri
bute
d
Inco
dist
ribu
tion
fro
m in
t fun
ds
vest
me
men
Obl
igat
ion
fulf
ield
by s
hare
ibut
ion
mpl
attr
to e
oye
es
-
-
-
-
-
-
-
-
4,66
1,16
4
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
161,
092,
751
(84,
000,
000)
-
776,
199
161,
092,
751
(84,
000,
000)
-
776,
199
(165
)
,753
,915
-
-
-
-
(84,
000,
000)
-
776,
199
-
(16,
806)
(120
,104
)
11,1
90
-
(84,
016,
806)
(120
,104
)
787,
389
Med
ium
and
lon
aria
ble
ratio
licy
g-te
rm v
rem
une
n po
-
recl
assi
ficat
ion
of e
quit
liab
ilitie
y to
s
- - - - - - - (578
)
,200
(578
)
,200
- (578
)
,200
- (578
)
,200
of s
ubsi
diar
Vari
atio
n in
ies
cent
per
age
Cha
of t
he c
lida
tion
thod
nge
onso
me
Imp
f IFR
S 15
licat
ion
act o
app
Imp
f IFR
S 16
licat
ion
act o
app
Oth
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(285
,344
)
(2,9
03)
53,0
-
-
(285
,344
)
(2,9
03)
53,0
-
-
-
-
-
-
(285
,344
)
(2,9
03)
53,0
80,0
00
(1,2
39)
11,0
(73,
934)
(152
)
,554
1
80,0
00
(1,2
39)
11,0
(359
,278
)
(3,1
57)
05,5
ers (2,8
34,3
83)
(2,8
34,3
83)
(2,8
34,3
83)
2,83
3,55
(832
)
Bala
ch 2
ated
t 31
Mar
018
Rest
nce
as a
2,00
0,00
0,00
0
(108
)
,567
,192
251,
937,
767
4,48
9,11
2
- 238,
117
22,3
13,0
00
(388
)
,342
,606
(361
)
,302
,377
17,1
88,4
48
1,79
9,25
6,64
6
167,
993,
703
1,96
7,25
0,34
9
Bala
t 1 j
2019
nce
as a
anu
ary
2,00
0,00
0,00
0
(104
,204
,112
)
251,
937,
767
4,16
0,38
5
2,14
6,50
0
123,
615
22,3
13,0
00
(236
,806
,688
)
(208
,063
,188
)
221,
653,
131
2,16
1,32
3,59
8
1,12
7,49
3,09
0
3,28
8,81
6,68
8
f IFR
licat
Imp
act o
S 15
ion
app
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Imp
f IFR
S 16
licat
ion
act o
app
3 - - - - - - - (96,
844)
654,
(96,
844)
654,
(15,
702)
001,
(111
)
,656
,546
1,76
7,36
1
(109
)
,889
,185
Bala
t 1 J
2019
- Re
ed
stat
nce
as a
anu
ary
2,00
0,00
0,00
0
(104
)
,204
,112
251,
937,
767
4,16
0,38
5
2,14
6,50
0
123,
615
22,3
13,0
00
(333
)
,461
,532
(304
)
,718
,032
206,
651,
429
2,04
9,66
7,05
2
1,12
9,26
0,45
1
3,17
8,92
7,50
3
l com
preh
for t
he p
d
Tota
ive i
erio
ens
nco
me
- - - 530,
474
- 430,
932
- 2,12
5,27
5
3,08
6,68
1
18,3
03,8
21
21,3
90,5
02
14,4
27,9
12
35,8
18,4
14
n of
soli
date
d ne
fit o
f 20
App
iatio
t pro
18
ropr
con
sfer
to l
l res
d re
ed e
Tran
tain
arni
ega
erve
s an
ngs
Divi
den
ds d
istri
bute
d
Inco
dist
ribu
tion
fro
m in
t fun
ds
vest
me
men
Obl
igat
ion
fulf
ield
by s
hare
ibut
ion
mpl
attr
to e
oye
es
Aqu
isiti
of a
ffili
ated
ies
ons
com
pan
4.1 -
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
206,
651,
429
-
-
790,
015
-
206,
651,
429
-
-
790,
015
-
(206
)
,651
,429
-
-
-
-
-
-
-
790,
015
-
-
(98,
092)
870,
(60,
052)
10,3
61
3,08
3,55
4
-
(98,
092)
870,
(60,
052)
800,
376
3,08
3,55
4
f IFR
S 16
licat
ion
Imp
act o
app
Oth
ers
3 -
-
-
-
-
-
-
-
-
-
-
-
-
-
4,03
0,45
7
5,43
3,42
8
4,03
0,45
7
5,43
3,42
8
-
-
4,03
0,45
7
5,43
3,42
8
707,
976
(5,7
63)
95,9
4,73
8,43
3
(362
)
,535
Bala
ch 2
t 31
Mar
019
nce
as a
2,00
0,00
0,00
0
(104
)
,204
,112
251,
937,
767
4,69
0,85
9
2,14
6,50
0
554,
547
22,3
13,0
00
(114
)
,430
,928
(84,
022)
726,
18,3
03,8
21
2,08
1,31
1,45
4
1,04
2,76
4,14
7
3,12
4,07
5,60
1

The accompanying notes are part of these consolidated financial statements.

CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE PERIOD ENDED 31 MARCH 2019 AND 2018

(Translation of consolidated financial statements originally issued in Portuguese. In case of discrepancy the Portuguese version prevails)

(Amounts expressed in euro) Notes 31 Mar 2019 31 Mar 2018
Restated
Note 3
OPERATING ACTIVITIES
Receipts from customers
Payments to supliers
Cash paid to employees
Cash flow generated by operations
1,457,114,275
(1,319,078,346)
(210,313,798)
(72,277,869)
1,370,792,904
(1,200,507,867)
(182,840,023)
(12,554,986)
Income taxes (paid) / received
Other cash receipts and (payments) relating to operating activities
Net cash flow from operating activities (1)
INVESTMENT ACTIVITIES
10,942,633
(45,477,324)
(106,812,560)
4,357,150
(28,480,195)
(36,678,031)
Receipts arising from:
Investments
Property, plant and equipment and intangible assets
Interests and similar income
Loans granted
26 20,078,711
933,024
558,029
-
28,628,150
937,747
78,844
532
Dividends
Others
10.3
16
810,000
12,826,974
-
-
35,206,738 29,645,273
Payments arising from:
Investments
Property, plant and equipment and intangible assets
Loans granted
26 (66,860,099)
(91,455,727)
(861,253)
(28,841,705)
(87,316,187)
-
Others 16 (4,540,430) (181,475)
(163,717,509) (116,339,367)
Net cash used in investment activities (2) (128,510,771) (86,694,094)
FINANCING ACTIVITIES
Receipts arising from:
Loans obtained
Investments
Capital increase
2,254,053,783
-
3,829,261
1,148,803,860
14,339
-
Others - 80,000
2,257,883,044 1,148,898,199
Payments arising from:
Lease contracts
Loans obtained
Investments
Interests and similar charges
Dividends and distributed reserves
Others
(27,710,468)
(2,079,530,335)
-
(7,260,016)
(89,880,052)
-
(27,144,178)
(1,001,870,545)
(271,570)
(4,606,771)
-
(233,307)
(2,204,380,871) (1,034,126,371)
Net cash used in financing activities (3) 53,502,173 114,771,827
Net increase in cash and cash equivalents (4) = (1) + (2) + (3) (181,821,158) (8,600,298)
Effect of foreign exchange rate
Effect of discontinued operations
Cash and cash equivalents at the beginning of the period
Cash and cash equivalents at the end of the period
3
15
15
(215,691)
(676,276)
696,297,516
514,015,773
21,913
(6,062,386)
361,770,008
347,085,411

The accompanying notes are part of these financial statements.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 MARCH 2019

(Translation of consolidated financial statements originally issued in Portuguese. In case of discrepancy the Portuguese version prevails)

(Amounts stated in euro)

1 Introduction

SONAE, SGPS, SA ("Sonae Holding") has its head-office at Lugar do Espido, Via Norte, Apartado 1011, 4470-909 Maia, Portugal, and is the parent company of a group of companies, as detailed in Notes 29 and 30 as Sonae Group ("Sonae"). Sonae's operations and operating segments are described in Note 5.

2 Principal accounting policies

The principal accounting policies adopted in preparing the accompanying consolidated financial statements are described below. These policies have been consistently applied in comparative periods, except as the resulting from the adoption of IFRS 9 and IFRS 15.

2.1 Basis of presentation

The accompanying consolidated financial statements have been prepared in accordance with International Financial Reporting Standards ("IFRS") as adopted by the European Union, issued by the International Accounting Standards Board ("IASB"), and interpretations issued by the IFRS Interpretations Committee ("IFRIC") or by the previous Standing Interpretations Committee ("SIC"), as adopted by the European Union as from the consolidated financial statementsissuance date.

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

The accompanying condensed consolidated financial statements have been prepared from the books and accounting records of the company and subsidiaries, adjusted in the consolidation process, on a going concern basis and under the historical cost convention, except for some financial instruments and properties investments which are stated at fair value.

New accounting standards and their impact in these consolidated financial statements:

Up to the date of approval of these consolidated financial statements, the European Union endorsed the following standards, interpretations, amendments and revisions some of which become mandatory during the year 2019:

With mandatory application during the year 2019: Effective date
(for financial years
beginning on or
after)
IFRS 9
(amendment)
Prepayment Features with Negative Compensation ((This amendment introduces the
possibility
of classifying financial
assets with
negative prepayment
conditions at
amortized cost, provided that specific conditions are met, instead of being classified at
fair value through profit or loss).
01 Jan 2019
IFRS 16 Leases - (recognition and measurement principles) 01 Jan 2019
IFRIC 23 Uncertainly over income tax treatments (clarifies the accounting for uncertainties in
income taxes)
01 Jan 2019
IAS 19
(amendment)
Employee benefits (Plan amendment, curtailment or settlement) 01 Jan 2019
IAS 28
(amendment)
Long-term interests in Associates and Joint ventures 01 Jan 2019
Annual Improvements to international financial reporting standards (cycle 2015-2017) 01 Jan 2019

These standards were applied by the Group in 2019, however there were no significant impacts on these financial statements, apart from the IFRS 16 adoption.

2.2 IFRS 16 impact application

Sonae applied IFRS 16 using the full integral retrospetive approach, therefore, the information from the financial statements of 2018 were reexpressed, as if this standard had been applied since the beginning of the lease contracts, i.e. the accounting policy as from 1 January 2018 is in accordance with IFRS 16.

Recognition

Sonae recognize a right of use of an asset and a lease liability on the start date of the lease. The right of use of the asset is initially measured at the cost, comprising the initial value of the lease liability adjusted for any lease payments made on or before the start date, in addition to any initial direct costs incurred, as well as an estimate of the dismantling costs and removal of the underlying asset (if applicable), deducted from any incentive granted.

The lease responsibility is initially recognized by the present value of the rents not yet paid at the date of the lease, discounting the implied interest rate in the lease, or in the event that it is not possible to easily determine this rate, using the Group's incremental interest rate.

In general, Sonae uses its incremental interest rate as the discount rate to be applied. Lease payments included in the measurement of lease liabilities include fixed payments, deducted from any incentives already received.

The liability is measured at amortized cost, using the effective interest method, being remeasured when changes in future payments derived from a change in the rate or index are verified, as well as the possible modifications of lease agreements.

When the liability is remeasured, the value of the right of use is also adjusted, or if the carrying amount of the asset of the right of use was already reduced to zero, a profit or loss is recorded in the income statement.

Sonae presents the rights of use of assets and responsibilities for leases in duly segregated captions in the statement of the financial position.

Low-value asset leases, the Group does not recognize as rights of use assets or lease liability, just recognizes the expenditures associated with these locations, as an expense of the year during the lifetime of the contracts.

Depreciation

The right of use of the asset is depreciated using the linear depreciation method, based on the lease term.

The quantitative impacts of the application of this standard are detailed in note 3.

3 Restatement of Financial Statements

The restatement of the consolidated Financial Statements of the periods ended on 31 March 2018 and 31 December 2018, results from the following facts:

  • Application of IFRS 16 as referred to in note 2; And

  • In accordance with IFRS 5, changes were made to the consolidated income statement by nature for the periods ended on 31 March 2019 and 2018 to reflect in a single caption (Profit/loss from discontinued operations after taxation) profits or losses after taxes from discontinued operating units. Were considered as discontinued operations to Sport Zone, the Tlantic group, the Saphety group and some operations that are in the process of liquidation.

The consolidated financial statements on March 31, 2019 and December 31, 2018 is as follows:

31 Mar 2018 Restated
Amounts in thousands of euro Before the
restatement
IFRS16
Adjustments
After the
restatement
Assets
Property, plant and equipment and intagible assets 1,973,799 - 1,973,799
Right-of-use assets (Note 8) - 868,083 868,083
Goodwill 630,667 - 630,667
Investments 1,496,440 (6,641) 1,489,799
Deferred tax assets 73,583 - 73,583
Other non-current assets 22,725 (1,889) 20,836
Non-current assets 4,197,214 859,553 5,056,767
Inventories 629,250 - 629,250
Trade receivables 129,746 - 129,746
Other receivables 263,514 (8,880) 254,634
Other investments 158 - 158
Cash and bank balances 347,290 - 347,290
Current assets 1,369,958 (8,880) 1,361,078
Total assets 5,567,172 850,673 6,417,845
Liabilities
Loans 1,385,648 - 1,385,648
Lease liabilities (Note 8) - 821,971 821,971
Other non-current liabilities 13,707 (1,372) 12,335
Deferred tax liabilities 132,540 - 132,540
Provisions 18,643 - 18,643
Non current liabilities 1,550,538 820,599 2,371,137
Loans 240,767 - 240,767
Lease liabilities (Note 8) - 130,063 130,063
Suppliers and other current liabilities 1,710,473 (1,846) 1,708,627
Current liabilities 1,951,240 128,217 2,079,457
Total liabilities 3,501,778 948,816 4,450,594
Shareholders' funds excluding non-controlling interests 1,897,921 (98,664) 1,799,257
Non-controlling interests 167,473 521 167,994
Total shareholders' funds 2,065,394 (98,143) 1,967,251
Total shareholders' funds and liabilities 5,567,172 850,673 6,417,845
31 Dec 2018 Restated
Amounts in thousands of euro Before the
restatement
IFRS 16
Adjustments
After the
restatement
Assets
Property, plant and equipment and intagible assets 2,021,718 - 2,021,718
Right-of-use assets (Note 8) - 983,871 983,871
Investment properties 998,577 - 998,577
Goodwill 779,451 - 779,451
Investments 2,039,650 (7,893) 2,031,757
Deferred tax assets 73,373 - 73,373
Other non-current assets 82,828 (2,541) 80,287
Non-current assets 5,995,597 973,437 6,969,034
Inventories 671,322 - 671,322
Trade receivables 141,935 - 141,935
Other receivables 265,838 (8,920) 256,918
Other investments 1,559 - 1,559
Cash and bank balances 696,243 - 696,243
Current assets 1,776,897 (8,920) 1,767,977
Total assets 7,772,494 964,517 8,737,011
Liabilities
Loans 1,587,868 - 1,587,868
Lease liabilities (Note 8) - 940,271 940,271
Other non-current liabilities 57,438 (1,623) 55,815
Deferred tax liabilities 285,989 - 285,989
Provisions 41,375 - 41,375
Non current liabilities 1,972,670 938,648 2,911,318
Loans 500,709 - 500,709
Lease liabilities (Note 8) - 137,594 137,594
Suppliers and other current liabilities 2,010,298 (1,835) 2,008,463
Current liabilities 2,511,007 135,759 2,646,766
Total liabilities 4,483,677 1,074,407 5,558,084
Shareholders' funds excluding non-controlling interests 2,161,324 (111,657) 2,049,667
Non-controlling interests 1,127,493 1,767 1,129,260
Total shareholders' funds 3,288,817
-
(109,890)
-
3,178,927
-
Total shareholders' funds and liabilities 7,772,494 964,517 8,737,011
31 Mar 2018 Restated
Amounts in euro Before the
restatement
IFRS16 IFRS15 Discontinued
operations
After the
restatement
Sales 1,287,478 - 2,090 (789) 1,288,779
Services rendered 54,990 - - (2,625) 52,365
Income or expenses related to investments 16 - - - 16
Other income and financial income 2,424 - - 33 2,457
Other income 24,665 - - (348) 24,317
Cost of good sold and materials consumed (927,676) - - 830 (926,846)
Changes in stocks of finished goods (1,117) - - - (1,117)
External supplies and service (171,789) 35,052 (2,090) 1,837 (136,990)
Employee benefits expense (194,617) - - 2,224 (192,393)
Depreciation and amortisation expenses (49,478) (22,830) - 368 (71,940)
Provisions and impairment losses (1,739) - - 8 (1,731)
Financial expenses (10,353) (15,370) - 404 (25,319)
Other expenses (16,674) - - (294) (16,968)
Gains or losses related to joint ventures and associated undertaking 13,533 304 - - 13,837
Profit (loss) from continuing operations, before tax 9,663 (2,828) - 1,648 8,466
Income tax expense 2,179 - - 52 2,231
Consolidated profit (loss) for the period from continuing operations 11,842 (2,828) - 1,700 10,697
Profit/(Loss) from discountinuing operations, after tax 9,365 - - (1,700) 7,665
Consolidated profit /(loss) for the period 21,207 (2,828) - - 18,362

The detail of discontinued activities can be analysed as follows:

31 Mar 2019
Amounts expressed in euro Sonae MC Sonae Fashion Sonae IM Total
discountinuing
operations
Turnover - 1,146 2,227 3,373
Other income 25 107 5 137
Cost of goods sold and materials consumed - (899) - (899)
External supplies and services - (221) (695) (916)
Employee benefits expense - (54) (779) (833)
Depreciation and amortisation expenses - (42) (417) (459)
Other expenses (114) (410) (11) (536)
Financial income (239) (3) (48) (291)
Profit/(Loss) before tax (329) (376) 280 (425)
Income tax expense - 314 (67) 247
Profit/(Loss) after tax (329) (62) 213 (178)
Income or expenses related to loss control (note 4.2) - - 5,031 5,031
Profit/(Loss) for period from discountinuing operations (329) (62) 5,244 4,853
31 Mar 2018 Restated
Amounts expressed in euro Sonae MC Sonae Fashion Sonae IM Others
Amounts expressed in euro Sonae MC Sonae Fashion Sonae IM Others discountinuing
operations
Turnover - 20,453 1,914 1,583 23,950
Other income 12 710 119 55 896
Cost of goods sold and materials consumed (1) (13,307) - - (13,308)
External supplies and services (34) (5,523) (908) (973) (7,437)
Employee benefits expense - (3,644) (812) (1,046) (5,501)
Depreciation and amortisation expenses (7) (917) (226) (94) (1,244)
Other expenses - (399) (14) (86) (499)
Financial income (421) (74) (13) 14 (494)
Profit/(Loss) before tax (450) (2,701) 61 (546) (3,637)
Income tax expense - 257 (41) (4) 211
Profit/(Loss) after tax (450) (2,445) 20 (551) (3,426)
Income or expenses related to loss control (Note 10.3) 11,091 - - - 11,091
Profit/(Loss) for period from discountinuing operations 10,640 (2,445) 20 (551) 7,665

4 Changes in the consolidation scope

4.1 Acquisitions of subsidiaries in the period ended 31 March 2019

On September 28, 2018, Sonae SGPS, SA reported that its subsidiary Modelo Continente Hipermercados SA sucursal en España, concluded an agreement with Corpfin Capital in order to acquire 60% of the capital of Tomenider SL ("society"), which holds 100% of the Arenal Perfumeries SLU ("Arenal"). The Arenal is a retail company of pharmacies and perfumeries with a network of 41 stores in the north of Spain. Founded in 1971 by the Vázquez family, Arenal generated a turnover of 97 million euros in 2017.

On 11 December 2018, this transaction was approved by the competent competition authorities. The operation was completed in January 2019 and will allow Sonae MC to significantly enhance the combined assets and competences of Well's and Arenal, reinforcing its position in the Health & Wellness segment, one of its main development strategies pillars.

Total

The acquisitions of companies included in the consolidation by the full method can be analysed as follows:

Proportion of voting equity interests
acquired
On the date of acquisition
COMPANY Head Office Direct Total
Sonae MC
Arenal Perfumarias, S.L.U. Lugo (Spain) 100,00% 60,00%
Tomenider, S.L. Lugo (Spain) 60,00% 60,00%

The effects of these acquisitions on the consolidated financial statements can be analysed as follows:

Amounts in euro On the date of
acquisition
31 Mar 19
Net assets
Tangible and intangible assets (Notes 6 and 7) 19,258,447 19,826,387
Rights-of-use assets (Note 8) 43,149,710 43,149,710
Inventories 23,861,179 28,490,469
Other assets 10,054,933 6,801,667
Cash and cash equivalents 1,982,432 3,956,379
Bank loans short term (67,601,107) (43,456,127)
Trade payables and other current liabilities (19,850,347) (23,571,668)
Other liabilities (3,638,640) (2,056,687)
Total net assets acquired 7,216,607 33,140,130
Goodwill (Note 9) 45,250,519
Non- controlling interests (Note 17) (3,083,553)
Acquisition cost 49,383,573
Net cash flow arising from acquisition (Note 28)
Cash payment 49,383,573
Cash and bank balances acquired (1,982,432)
Sonae MC
Valores em euros From the date of
acquisition
3 months
Sales and services - 28,413,662
Other income - 379,538
Cost of sales - (20,733,198)
Supplies and external services - (1,495,325)
Employee benefits expense - (3,285,435)
Depreciation and amortization - (1,756,726)
Others - (26,440)
Net financial income - (1,114,259)
Profit/loss before taxation - 381,817
Income tax expense - -
Profit/(Loss) for the period - 381,817

Following these acquisitions, the Group recognized Goodwill amounting to EUR 45,250,519. At the time of presentation of these financial statements it was not yet possible to finalize the analysis in order to allocate, in accounting terms, the fair value of identified assets and liabilities assumed, a part of the acquisition cost, being that component recognized as Goodwill and booked under the intangible assets caption. However, the allocation of the purchase price will be carried out until the end of the period of one year from the date of purchase, as permitted by IFRS 3 – Business Combinations.

47,401,141

Saphety is a group of three companies that provides services, training and consultancy in communication, processing and certification of electronic data; distribution, development and representation of software.

The disposed subsidiaries can be analysed as follows:

At the disposal date
Company Head Office Direct Total
Sonae IM
Saphety Level - Trusted Services, S.A. Maia 86,99% 78,27%
Saphety Brasil Transações Eletrônicas Ltda. São Paulo (Brazil) 100,00% 78,27%
Saphety - Transacciones Electronicas SAS Bogotá (Colombia)
100,00%
78,27%

The effects of this transaction on the consolidated financial statements can be analysed as follows:

Sonae IM
Amounts in euro At the disposal
date
Net assets acquired
Tangible and intangible assets (Note 6 and 7)
Rights of use (Note 8)
Deferred tax assets
Other assets
Cash and cash equivalents
Loans
Deferred tax liabilities
Other liabilities
Total net assets acquired
Non Controlling Interests
Capital Gain on the disposal
2,583,502
1,477,923
123,408
3,776,310
257,712
(154,202)
(662,099)
(3,281,490)
4,121,064
(571,288)
5,031,033
Acquisition cost 8,580,809
Cash payment (Note 26)
Cash and bank balances to be received
8,580,809
-
8,580,809
Amounts in euro At disposal date
Turnover
Other operational income
2,226,843
4,876
2,231,719
Cost of good sold and materials consumed
External supplies and service
Amortisation
Other operacional expenses
-
(695,339)
(463,932)
(790,672)
(1,949,943)
Income and financial income
Financial expenses
Financial results
Profit/(Loss) before tax
15,522
(56,760)
(41,238)
240,538
Income tax expense
Consolidated profit /(loss) for the period
(67,485)
173,053
Other comprehensive income for the period -
Total comprehensive income for the period 173,053

5 Segment information

Sonae has in its portfolio 8 business segments:

  • Sonae MC is a food retail unit with insignis Continente, Continente Modelo, Continente Bom Dia, Go Natural, Well´s, and franchising stores Meu Super; and also covers the Maxmat and the operational assets of Sonae RP;
  • Worten is one of the Iberian electronic players;
  • Sonae Fashion with a network of own stores of sports and clothing products, combined with a franchising network store;
  • Iberian Sports Retail Group (ISRG), a partnership with a network of sports stores in Spain and Portugal;
  • Sonae IM has the objective of building and managing a portfolio of technology-based companies related to retail and telecommunications;
  • Sonae FS aims to boost retail financial services;
  • Sonae Sierra is the subsidiary dedicated to the activity of development and management of shopping malls;
  • Nos is the partnership that the group holds through Zopt dedicated to telecommunications.

These operating segments have been identified taking into consideration that each of these segments have separate identifiable revenues and costs, separate financial information is produced, and its operating results are reviewed by management on which it makes decisions.

The list of Group companies and their businesses are detailed in Notes 29 and 30.

5.1 Financial information per business segment

The main operating segment information as at 31 March 2019 and 2018 can be detailed as follows:

31 Mar 2019 Turnover Depreciation
and
amortisation (3)
Provisions and
impairment
losses (3)
EBIT (3) Financial
results (2)
Income tax (2)
Sonae MC 1,047,799,011 54,010,353 52,996 25,838,440 (18,853,601) (3,648,716)
Worten 237,051,492 9,058,415 19,513 (4,291,216) (1,330,303) 800,361
Sonae Fashion 97,749,381 9,343,430 289,529 (2,838,185) (2,313,322) (1,188,825)
Sonae IM 44,119,434 3,141,143 (82,100) (3,195,203) 133,431 (1,938,625)
Sonae FS 8,056,197 312,872 - 549,072 29,052 (3,100)
Sonae Sierra 44,807,203 815,582 376,942 30,856,246 (2,659,356) 3,063,024
NOS - - - 9,587,500 - -
ISRG - - - 2,896,829 - -
Other business 6,703,767 1,446,981 - (1,849,293) (3,760,480) (1,345,937)
Other, eliminations and adjustments (1) (25,559,961) - - (266,659) - -
Total consolidated - Direct 1,460,726,524 78,128,776 656,880 57,287,531 (28,754,579) (4,261,818)
31 Mar 2018
Restated
Turnover Depreciation
and
amortisation (3)
Provisions and
impairment
losses (3)
EBIT (3) Financial
results (2)
Income tax (2)
Sonae MC 975,376,492 50,351,179 89,051 22,441,170 (23,352,948) 10,438,820
Worten 242,186,073 8,572,372 10,319 (2,519,944) (1,182,583) (84,098)
Sonae Fashion 97,223,256 8,960,949 250,216 (3,227,616) (2,197,725) 1,664,272
Sonae IM 31,379,653 2,725,358 9,194 (1,739,709) (329,272) (74,616)
Sonae FS 6,900,911 167,403 - 83,328 20,244 124,675
Sonae Sierra - - - 8,480,464 - -
NOS - - - 8,628,769 - -
ISRG - - - (1,725,471) - -
Other business 6,501,049 1,162,949 - (2,526,591) 4,180,089 (14,299,388)
Other, eliminations and adjustments (1) (18,422,762) - - 1,823,400 - -
Total consolidated - Direct 1,341,144,672 71,940,210 358,780 29,717,800 (22,862,195) (2,230,335)
31 Mar 2019 31 Mar 2018
Restated
Investment
(CAPEX)
Invested capital Financial net
debt (2)
Investment
(CAPEX)
Invested
capital
Financial net
debt (2)
Sonae MC 101,406,660 2,405,927,938 770,800,000 55,774,024 2,250,227,938 823,000,000
Worten 5,370,000 135,683,090 - 4,230,000 134,159,820 -
Sonae Fashion 2,166,605 367,523,775 - 4,237,612 368,887,964 -
Sonae IM 8,414,702 201,116,972 25,549,579 3,278,081 161,353,130 29,547,017
Sonae FS 81,000 13,412,820 - 342,491 19,770,894 -
Sonae Sierra 4,436,160 2,035,131,599 205,042,455 - 579,669,225 -
NOS - 685,548,394 - - 687,920,803 -
ISRG - 77,477,360 - - 78,085,756 -
Other, eliminations and adjustments (1) (5,810,113) 21,744,175 699,890,097 2,778,667 (94,612,928) 413,631,429
Total consolidated 116,065,014 5,943,566,123 1,701,282,131 70,640,875 4,185,462,602 1,266,178,446

1) These captions are accompanied by management in more aggregated form, and not allocated to individual operating segments identified above;

  • 2) Includes Sonae individual accounts;
  • 3) Reconciled information in note 27.

The caption "Others, eliminations and adjustments" can be analyzed as follows:

Investment Invested capital
31 Mar 2019 31 Mar 2018
Restated
31 Mar 2019 31 Mar 2018
Restated
Inter-segment intra-groups and contributions of entities non
individualized entities as segments
(5,810,113) 2,778,667 114,138,471 93,087,072
Cash settled equity swap (4) - - (92,394,296) (103,700,000)
Distributed dividends - - - (84,000,000)
Other, eliminations and adjustments (5,810,113) 2,778,667 21,744,175 (94,612,928)

4) Financial Instrument reported in Note 16

All performance measures are reconciled to the financial statements in Note 27.

Glossary:

Net Invested capital = Net debt + Shareholder funds;

Net Financial Debt = Bonds + bank loans + other loans + financial leases - cash, bank deposits, current investments, and other long term financial applications;

Others, eliminations and adjustments = Intra-groups + consolidation adjustments + contributions from other companies not included in the disclosed segments by do not fit in any reportable segment, ie are included in addition to Sonae SGPS companies identified as "Others" in Note 29;

Investments (CAPEX) = Gross investments in Property, Plant and equipement and intangible assets and investments in acquisitions.

6 Property, plant and equipments

During the periods ended as at 31 March 2019 and 2018, the movements in Property, plant and equipments as well accumulated depreciation and impairment losses are made up as follows:

Others Tangible Total
Land and Plant and tangible assets tangible
buildings machinery assets in progress assets
Cost
Balance as at January 1, 2019 1,353,846,057 1,538,227,443 234,952,406 46,534,775 3,173,560,681
Acquisitions of subsidiaries (Note 4.1) - 17,019,967 20,066,029 1,170,708 38,256,704
Additions 2,489,405 1,261,962 498,182 41,588,713 45,838,262
Disposals (304,969) (9,559,889) (872,529) (485,267) (11,222,654)
Disposals of subsidiaries (note 4.2) (410,886) (32,828) (128,367) (3,239) (575,320)
Effect of foreign currency exchanges differences 12,420 7,004 51,211 36 70,671
Transfers 7,484,521 40,267,040 5,288,236 (54,942,937) (1,903,140)
Balance as at March, 31 2019 1,363,116,548 1,587,190,699 259,855,168 33,862,789 3,244,025,204
Accumulated depreciation and impairment
Balance as at January 1, 2019 422,744,884 917,106,778 177,403,560 155,154 1,517,410,376
Acquisitions of subsidiaries (Note 4.1) - 7,939,120 11,648,573 - 19,587,693
Depreciation of the period 5,763,833 33,544,825 1,046,936 - 40,355,594
Disposals - (9,240,708) (208,027) - (9,448,735)
Disposals of subsidiaries (note 4.2) (146,180) (149,096) - - (295,276)
Effect of foreign currency exchanges differences 5,351 47,056 (466) - 51,941
Transfers 337 (360,997) (3,288) - (363,948)
Balance as at March, 31 2019 428,368,225 948,886,978 189,887,288 155,154 1,567,297,645
Carrying amount at 31 March 2019 934,748,323 638,303,721 69,967,880 33,707,635 1,676,727,559
Others Tangible Total
Land and Plant and tangible assets tangible
buildings machinery assets in progress assets
Cost
Balance as at January 1, 2018 1,370,528,263 1,521,434,347 226,138,300 39,949,699 3,158,050,609
Discontinued operations - (110,473,385) (8,013,217) (712,317) (119,198,919)
Investment 2,924,319 1,784,230 360,233 52,955,060 58,023,842
Disposals (165,185) (6,462,803) (1,007,983) (562,230) (8,198,201)
Effect of foreign currency exchanges differences (431) (3,411) (69,627) - (73,469)
Transfers 7,123,499 44,504,407 4,975,692 (63,627,230) (7,023,632)
Balance as at March, 31 2018 1,380,410,465 1,450,783,385 222,383,398 28,002,982 3,081,580,230
Accumulated depreciation and impairment
Balance as at 1 January 2018 415,435,082 920,710,779 170,898,687 132,989 1,507,177,537
Discontinued operations - (63,819,917) (5,968,478) - (69,788,395)
Depreciation of the period 5,831,417 28,133,129 4,758,310 - 38,722,856
Disposals (130,044) (5,824,162) (984,352) - (6,938,558)
Effect of foreign currency exchanges differences (7,462) (2,606) (63,174) - (73,242)
Transfers 372,131 (13,623) (63,744) - 294,764
Balance as at March, 31 2018 421,501,124 879,183,600 168,577,249 132,989 1,469,394,962
Carrying amount at 31 March 2018 958,909,341 571,599,785 53,806,149 27,869,993 1,612,185,268

The investment includes the acquisition of assets of approximately 42 million euro (53 million euro in 2018), associated with the opening and remodeling of stores of Sonae retail operating segments.

The caption "Depreciation for the year" of Property, plant and equipment and intangible assets includes 0.3 million euro (1.3 million as at 31 March 2018) transferred to discontinued operations.

The most significant values under the caption "Property, plant and equipment in progress" refer to the following projects:

31 Mar 2019 31 Mar 2018
Refurbishment and expansion of stores in the retail businesses
located in Portugal
23,491,857 22,363,534
Refurbishment and expansion of stores in the retail businesses
located in Spain
889,291 489,960
Projects of "Continente" stores for which advance payments were
made
3,500,603 1,296,000
Others 5,825,884 3,720,499
33,707,635 27,869,993

7 Intangible Assets

In the periods ended at 31 March 2018 and 2019, the movement occurred in intangible assets and in the corresponding accumulated amortisation and impairment losses, was as follows:

Patents Others Intangible Total
and other intangible assets intangible
similar rights assets in progress assets
Cost
Opening balance as at 1 January 2019 180,613,796 553,040,621 34,530,270 768,184,687
Acquisitions of subsidiaries (Note 4.1) 35,988 2,483,049 4,000 2,523,037
Investment 81,904 470,606 8,936,639 9,489,149
Disposals - (3,034,095) (315,535) (3,349,630)
Disposals of subsidiaries (note 4.2) (628,449) (10,375,991) (157,151) (11,161,591)
Effect of foreign currency exchanges differences 138,784 178,526 - 317,310
Transfers (213,549) 7,546,494 (8,042,569) (709,624)
Balance as at March, 31 2019 180,028,474 550,309,210 34,955,654 765,293,338
Accumulated depreciation and impairment
Opening balance as at 1 January 2019 44,923,144 357,693,498 - 402,616,642
Acquisitions of subsidiaries (Note 4.1) 35,988 1,897,613 - 1,933,601
Depreciation of the period 11,082,974 727,856 - 11,810,830
Disposals - (3,033,188) - (3,033,188)
Disposals of subsidiaries (note 4.2) (551,581) (8,306,552) - (8,858,133)
Effect of foreign currency exchanges differences 149,813 136,245 - 286,058
Transfers (163,417) (165,395) - (328,812)
Balance as at March, 31 2019 55,476,921 348,950,077 - 404,426,998
Carrying amount at 31 March 2019 124,551,553 201,359,133 34,955,654 360,866,340
Patents Others Intangible Total
other similar
rights
intangible
assets
assets
in progress
intangible
assets
Gross assets:
Balance as at 1 January 2018 178,064,353 497,255,214 29,512,753 704,832,320
Discontinued operations (2,312,244) (5,688,233) (2,794,741) (10,795,218)
Investment 46,998 751,348 10,067,171 10,865,517
Disposals (375) (1,539,009) (354,315) (1,893,699)
Effect of foreign currency exchanges differences (137,394) (268,707) (6,791) (412,892)
Transfers (3,474) 1,584,674 (1,771,700) (190,500)
Balance as at March, 31 2018 175,657,864 492,095,287 34,652,377 702,405,528
Accumulated depreciation and impairment
Balance as at 1 January 2018 40,973,388 295,934,685 - 336,908,073
Discontinued operations (2,230,423) (3,651,529) - (5,881,952)
Depreciation of the period 576,759 11,054,700 - 11,631,459
Disposals (256) (1,512,080) - (1,512,336)
Effect of foreign currency exchanges differences
Transfers
(139,367)
(26,406)
(188,477)
492
-
-
(327,844)
(25,914)
Balance as at March, 31 2018 39,153,695 301,637,791 - 340,791,486
Carrying amount at 31 March 2018 136,504,169 190,457,496 34,652,377 361,614,042

As at 31 March 2019 the Investment related to intangible assets in progress includes 9 million euro related to IT projects and development software (10 million euro at 31 March 2018). Within that amount it is included 2.4 million euro of capitalizations of personnel costs related to own work (about 1.7 million euro in 31 March 2018) (Note 22).

8 Rights of use

During the period of three months ended on March 31, 2019 and 2018, the detail and the movement in the value of the rights of use, as well as in the respective depreciations, was as follows:

Others Total
Land and Plant and tangible tangible
buildings machinery assets assets
Cost
Balance as at January 1, 2019 1,333,148,522 23,684,858 515,522 1,357,348,902
Discontinued operations (820,798) (452,355) (727,572) (2,000,725)
Additions 55,600,619 11,492,503 1,577,427 68,670,549
Other effects (16,454,420) 140,540 106 (16,313,774)
Balance as at March, 31 2019 1,371,473,923 34,865,546 1,365,483 1,407,704,952
Accumulated depreciation and impairment
Balance as at January 1, 2019 363,962,746 9,202,075 312,628 373,477,449
Discontinued operations (29,702) (173,369) (310,475) (513,546)
Depreciation of the period 20,562,194 5,000,390 710,506 26,273,090
Other effects (13,089,017) 568,433 60 (12,520,524)
Balance as at March, 31 2019 371,406,221 14,597,529 712,719 386,716,469
Carrying amount at 31 March 2019 1,000,067,702 20,268,017 652,764 1,020,988,483
Others Total
Land and Plant and tangible tangible
buildings machinery assets assets
Cost
Balance as at January 1, 2018 1,147,440,810 22,068,097 502,888 1,170,011,795
Investment 21,860,852 1,067,530 - 22,928,382
Other effects (249,412) (931,305) - (1,180,717)
Balance as at March, 31 2018 1,169,052,250 22,204,322 502,888 1,191,759,460
Accumulated depreciation and impairment
Balance as at 1 January 2018 293,273,768 8,494,148 216,770 301,984,686
Depreciation of the period 21,295,178 1,513,981 20,996 22,830,155
Other effects (209,535) (931,305) 2,203 (1,138,637)
Balance as at March, 31 2018 314,359,411 9,076,824 239,969 323,676,204
Carrying amount at 31 March 2018 854,692,839 13,127,498 262,919 868,083,256

In the consolidated income statement, 26.3 million euros were recognised for depreciation of the period (22.8 million euros on March 31, 2018) and 18.3 million of euros of interest relating to the ajusted debt (EUR 15.4 million in 31 March 2018).

9 Goodwill

Goodwill is allocated to each operating segment and within each segment to each of the homogeneous groups of cash generating units as follows:

In Retail, Goodwill is allocated to each operating business segment, Sonae MC, Worten, Sonae Fashion and ISGR, being afterwards distributed by each homogenous group of cash generating units, namely to each insignia within each segment distributed by country and each of the properties in case of operating segment Sonae RP;

Sonae Sierra - the value of the Goodwill of this segment is allocated to the assets held; and

Sonae IM - In this segment the Goodwill is mainly related to the technology business.

As at 31 March 2019 and 31 December 2018, the caption "Goodwill" was made up as follows by insignia and country:

31 Mar 2019
Insígnia Portugal Spain Brazil Other contries Total
Sonae MC 497,451,096 45,250,519 - - 542,701,615
Worten 65,283,532 - - - 65,283,532
Sonae Fashion 53,928,075 245,817 - - 54,173,892
Sonae IM 2,686,758 2,141,824 7,090 23,569,114 28,404,786
Sonae Sierra 134,629,157 - - - 134,629,157
753,978,618 47,638,160 7,090 23,569,114 825,192,982
31 Dec 2018 Restated
Insígnia Portugal Spain Brazil Other contries Total
Sonae MC 497,451,096 - - - 497,451,096
Worten 65,283,532 - - - 65,283,532
Sonae Fashion 53,928,075 245,817 - - 54,173,892
Sonae IM 2,686,758 1,641,824 7,090 23,577,196 27,912,868
Sierra 134,629,157 - - - 134,629,157
753,978,618 1,887,641 7,090 23,577,196 779,450,545

During the period ended in 31 March 2019 and 2018, movements occurred in Goodwill as well as in the corresponding impairment losses, are as follows:

31 Mar 2019 31 Mar 2018
Restated
Gross value:
Opening balance 788,864,968 645,031,970
Discontinued operations - (5,082,341)
Goodwill generated in the period (Note 4.1) 45,250,519 -
Other variations 500,000 -
Effect of foreign currency exchange difference 40,025 (53,142)
Balance at end of period 834,607,405 639,896,487
Accumulated impairment losses:
Opening balance 9,414,423 10,668,757
Increases - (1,439,395)
Balance at end of period 9,414,423 9,229,362
Carrying amount 825,192,982 630,667,125

10 Joint ventures and associated companies

10.1 Detail of book value of investments in joint ventures and associates

The value of investments in joint ventures and associates can be analysed as follows:

Investments in joint ventures and associates 31 Mar 2019 31 Mar 2018
Restated
Investments in joint ventures 1,614,723,235 1,616,555,022
Investments in associates 361,084,573 368,041,686
Total 1,975,807,808 1,984,596,708

The detail by company is as follows:

COMPANY 31 Mar 2019 31 Dec 2018
Restated
Sonae MC
Sohi Meat Solutions - Distribuição de Carnes, SA 3,167,120 3,006,331
Sonae Sierra
Arrábidashopping- Centro Comercial, S.A. 29,462,960 30,393,218
DOC Malaga Holdings S.L 3,556,321 3,591,217
Gaiashopping I- Centro Comercial, S.A. 35,667,485 35,009,254
Harvey Dos Iberica, S.L. 4,425,115 4,395,212
Madeirashopping- Centro Comercial, S.A. 14,895,233 15,127,930
Norte Shopping Retail and Leisure Centre B.V. 162,931,808 161,222,523
Pantheon Plaza B.V. 10,128,781 10,263,665
Park Avenue Development of Shopping Centres S.A. (465,672) (463,459)
Parque Atlântico Shopping - Centro Comercial, S.A. 17,111,045 17,670,436
Proyecto Cúcuta S.A.S. 10,135,185 8,344,371
Pud Srl 5,815,492 5,987,801
SC Aegean B.V. 4,922,651 4,926,261
Shopping Centre Colombo Holding B.V. 236,261,699 255,362,940
Sierra Central S.A.S. 123,256 56,883
Solingen Shopping Centre GmbH (3,993,394) (4,157,349)
Sonae Sierra Brazil B.V. Sarl 247,622,220 241,178,416
VdG Holding BV 110,051,771 112,144,202
Via Catarina- Centro Comercial, S.A. 8,994,663 8,774,648
Sierra Balmain Asset Management sp. zo.o. 1,683,164 -
NOS
ZOPT, SGPS, S.A. (consolidated) 685,548,393 675,916,940
Sonae IM
Unipress - Centro Gráfico, Lda 654,573 618,102
Sonae FS
MDS SGPS, S.A. 25,242,330 26,246,269
Others
Marketplace 781,036 939,211
Investments in joint ventures 1,614,723,235 1,616,555,022
COMPANY 31 Mar 2019 31 Dec 2018
Restated
Sonae MC
Sempre a Postos - Produtos Alimentares e Utilidades, Lda 1,147,913 1,078,484
S2 Mozambique, SA - -
Ulabox, S.L. - -
ISRG - Iberian Sports Retail Group -
77,477,360
-
74,580,531
Sonae IM
Armilar Venture Partners - Sociedade de Capital de Risco, SA 1 1
Fundo de Capital de Risco Armilar Venture Partners II 52,325,415 52,265,707
Fundo de Capital de Risco Armilar Venture Partners III 30,228,379 30,135,509
Fundo de Capital de Risco Espirito Santo Ventures Inovação e 17,427,590 16,978,359
Secucloud GMBH 3,571,764 3,833,921
Probe.Ly - Soluções de Cibersegurança, Lda 393,529 401,600
Alfaros SARL 5,482 17,715
Suricate 2,198 17,179
Sonae Sierra
3shoppings - Holding, SGPS, S.A. 11,936,244 11,730,360
ALEXA Asset GmbH & Co, KG 38,266,933 39,128,706
Area Sur Shopping, S.L. 7,739,989 7,655,180
Le Terrazze - Shopping Centre 1 Srl 8,326,061 8,236,533
Loop5 Shopping Centre GmbH & Co KG - 10,423,800
Iberia Shop.C. Venture Coöperatief U.A. ("Iberia Coop") 23,381,932 23,368,651
Sierra Portugal Real Estate ("SPF") 46,416,902 45,506,314
Olimpo Real Estate SOCIMI, S.A. 7,887,338 7,768,532
Serra Shopping- Centro Comercial, S.A. 976,185 1,013,274
Trivium Real Estate Socimi, S.A. 31,595,668 31,895,992
Sierra Cevital Shopping Center, Spa 38,440 38,079
Zenata Commercial Project 1,939,250 1,967,259
Investment in associated companies 361,084,573 368,041,686

10.2 Financial indicators of participations

10.2.1 Joint ventures

Summary financial information of joint ventures of the group can be analysed as follows:

31 Dec 2018 Restated
Joint ventures Joint ventures of
Sonae Sierra
(Note 30.1)
ZOPT, SGPS, SA
(consolidated)
MDS,SGPS,SA
(consolidated)
Sohimeat, SA Others
Assets
Investment properties 4,081,868,697 659,000 835,256 - -
Property, plant and equipment - 1,063,631,000 2,831,424 19,454,900 874,646
Intangible assets - 2,173,982,000 37,256,681 789,101 981,823
Rights-of-use Assets - 200,483,000 - - -
Other non-current assets 27,695,465 391,555,000 9,737,037 41,994 240,774
Non-current assets 4,109,564,162 3,830,310,000 50,660,398 20,285,995 2,097,243
Cash and bank balances 180,821,457 2,319,000 14,054,322 408,471 2,286,696
Other current assets 67,484,235 527,942,000 16,290,124 49,723,048 1,635,358
Current assets 248,305,692 530,261,000 30,344,446 50,131,519 3,922,054
Total assets 4,357,869,854 4,360,571,000 81,004,844 70,417,514 6,019,297
Liabilities
Loans 1,048,957,786 1,014,364,000 11,216,534 - -
Other non-current liabilities 970,696,094 207,169,000 8,057,086 - 500,000
Non-current liabilities 2,019,653,880 1,221,533,000 19,273,620 - 500,000
Loans 75,441,328 283,061,000 9,496,077 - -
Other current liabilities 114,774,245 558,006,000 25,766,741 65,021,799 2,652,142
Total current liabilities 190,215,573 841,067,000 35,262,818 65,021,799 2,652,142
Total liabilities 2,209,869,453 2,062,600,000 54,536,438 65,021,799 3,152,142
Attributable to owners of the Company 1,817,910,360 1,104,160,000 22,171,422 5,395,715 2,867,155
Non-controlling interests 330,090,041 2,297,970,000 4,296,984 - -
Total equity 2,148,000,401 2,297,971,000 26,468,406 5,395,715 2,867,155
Total equity and liabilities 4,357,869,854 4,360,571,000 81,004,844 70,417,514 6,019,297
31 Mar 2019
Joint ventures Joint ventures of
Sonae Sierra
(Note 30.1)
ZOPT, SGPS, SA
(consolidated)
MDS,SGPS,SA
(consolidated)
Sohimeat, SA Others
Turnover
Other operating income
75,538,270
4,937,700
80,475,970
380,304,000
5,012,000
385,316,000
14,080,159
251,267
14,331,426
63,669,050
8,528,794
72,197,844
629,249
15
629,264
Cost of goods sold and materials consumed
External supplies and services
Amortisation
Other operating costs
-
(23,335,205)
(112,193)
(5,850,998)
(29,298,396)
-
(28,832,000)
(102,506,000)
(199,074,000)
(330,412,000)
-
(6,804,714)
(991,027)
(6,388,512)
(14,184,253)
(61,835,635)
(2,815,820)
(1,240,958)
(5,807,114)
(71,699,527)
(127,262)
(309,558)
(59,002)
(458,133)
(953,955)
Financial income
Financial expense
Financial results
1,690,616
(11,120,798)
(9,430,182)
3,000
(6,410,000)
(6,407,000)
32,804
(168,726)
(135,922)
-
(100,630)
(100,630)
-
(1,917)
(1,917)
Results of joint ventures and associated
companies
232,863 (1,020,000) (22,028) - -
Results before taxation
Income taxation
Consolidated net income/(loss) for the year
41,980,255
(10,521,285)
31,458,970
47,477,000
(9,847,000)
37,630,000
(10,777)
(65,686)
(76,463)
397,687
(76,109)
321,578
(326,608)
83,200
(243,408)
Attributable to:
Equity holders of the Parent Company
27,376,041 19,666,000 (202,524) 321,578 (243,408)
Non-controlling interests
Other comprehensive income for the period
4,082,929
31,458,970
6,838,430
17,964,000
37,630,000
(158,000)
126,061
(76,463)
411,724
-
321,578
-
-
(243,408)
-
Total comprehensive income for the period 38,297,400 37,472,000 335,261 321,578 (243,408)
31 Mar 2018 Restated
Joint ventures Sonae Sierra
SGPS, SA
(consolidated)
ZOPT, SGPS, SA
(consolidated)
MDS,SGPS,SA
(consolidated)
Sohimeat, SA Others
Turnover 39,346,740 375,715,000 13,417,541 5,836,479 856,181
Other operating income 860,870 7,287,000 174,689 97,021 5,569
40,207,610 383,002,000 13,592,230 5,933,500 861,750
Cost of goods sold and materials consumed - - - - -
External supplies and services (15,545,226) (42,665,000) (6,509,137) (2,180,522) (322,530)
Amortisation (232,445) (103,356,000) (780,296) (846,456) (28,335)
Other operating costs (13,642,638) (184,447,000) (5,460,185) (2,752,967) (382,333)
(29,420,309) (330,468,000) (12,749,618) (5,779,945) (733,198)
Financial income 2,007,262 - 20,397 311,455 -
Financial expense (3,199,076) (13,933,000) (153,355) - (1,283)
Financial results (1,191,814) (13,933,000) (132,958) 311,455 (1,283)
Results of joint ventures and associated
companies
15,790,188 - 24,777 - -
Results before taxation 25,385,675 38,601,000 734,431 465,010 127,269
Income taxation (2,782,841) (6,752,000) (122,702) (77,579) (329)
Consolidated net income/(loss) for the year 22,602,834 31,849,000 611,729 387,431 126,940
Attributable to:
Equity holders of the Parent Company 15,348,844 16,608,000 661,533 387,431 126,940
Non-controlling interests 7,253,990 15,241,000 (49,804) - -
22,602,834 31,849,000 611,729 387,431 126,940
Other comprehensive income for the period (7,898,000) (26,257,000) - - -
Total comprehensive income for the period 14,704,834 5,592,000 611,729 387,431 126,940

10.2.2 Associates

Summary financial information of associated companies of the Group can be analysed as follows:

31 Mar 2019
Sonae MC Sonae Sierra
Associates Sempre a
Postos
S2
Mozambique
Ulabox ISRG Associates
(Note 30.2)
Non-current assets
Current assets
370,044
14,370,288
5,896,621
2,206,536
1,879,439
1,329,347
157,085,602
177,113,921
2,411,690,623
98,465,850
Non-current liabilities
Current liabilities
555
10,148,128
-
5,589,119
1,953,540
1,883,258
30,749,170
174,932,948
914,979,951
67,353,758
Equity 4,591,649 2,514,038 (628,012) 128,517,405 1,527,822,764
31 Dec 2018 Restated
Sonae MC Sonae Sierra
Associates Sempre a
Postos
S2
Mozambique
Ulabox Others ISRG Associates
(Note 30.2)
Non-current assets
Current assets
678,593
2,356,130
725,966
10,326,802
1,868,023
1,133,210
1,646,086
1,376,188
179,079,284
154,465,538
2,638,142,452
123,490,357
Non-current liabilities
Current liabilities
1,955,112
831,108
-
6,849,597
1,000,000
1,467,268
-
1,711,196
37,803,679
155,077,649
1,005,395,241
109,466,509
Equity 248,503 4,203,171 533,965 1,311,077 140,663,494 1,646,771,059
31 Mar 2019
Sonae IM
Associates Armilar II Armilar III AVP I+I Others
Non-current assets 119,666,904 79,878,509 57,909,625 3,409,520
Current assets
Non-current liabilities
1,708,147
17,697,993
3,113,414
-
82,990
11,387,179
1,372,969
274,041
Current liabilities 834,479 11,697,949 1,056,719 3,897,918
Equity 102,842,579 71,293,974 45,548,717 610,530
31 Dec 2018 Restated
Sonae IM
Associates Armilar II
Armilar III
AVP I+I
Armilar
Others
Non-current assets
Current assets
91,385,627
1,356,789
66,583,123
3,111,491
32,012,958
46,268
19,431
4,889,088
1,696,324
4,321,426
Non-current liabilities
Current liabilities
-
5,361,017
-
11,350,315
6,280,655
655,990
-
677,581
717,697
4,034,788
Equity 87,381,399 58,344,299 25,122,581 4,230,938 1,265,265
31 Mar 2019
Sonae MC Sonae Sierra
Associates Sempre a
Postos
S2
Mozambique
Ulabox ISRG Associates
(Note 30.2)
Turnover 13,344,211 - 2,968,300 603,007,342 43,147,808
Other operating income 692,585 - 122,148 1,290,543 86,571
Operating costs (13,678,011) - (4,097,176) (583,909,811) (16,538,910)
Financial results 276 - - (14,470,473) (6,036,436)
Results of joint ventures and associated
companies
- - - - 1,662,335
Income tax expense (81,346) - - (5,358,753) (2,628,015)
Net income/(loss) for the year 277,715 - (1,006,728) 558,848 19,693,353
Other comprehensive income for the period - - - - (58,095)
Total comprehensive income for the period 277,715 - (1,006,728) 558,848 19,635,258
31 Mar 2018 Restated
Sonae MC
Associates APOR Sempre a
Postos
S2
Mozambique
Ulabox
Turnover 143,910 12,385,548 1,854,742 2,522,480
Other operating income - 644,551 75,856 114,270
Operating costs (155,810) (12,866,826) (2,717,990) (3,513,978)
Financial results 688 1,064 (110,545) -
Income tax expense (23) (38,404) - -
Net income/(loss) for the year (11,235) 125,933 (897,937) (877,228)
Other comprehensive income for the period - - - -
Total comprehensive income for the period (11,235) 125,933 (897,937) (877,228)
31 Mar 2019
Sonae IM
Associates Armilar II Armilar III AVP I+I Others
Turnover - - - 411,413
Other operating income 45,991 512,585 1 347,171
Operating costs 66,626 (244,577) (149,032) (1,374,429)
Financial results 5,068 28,607 7,794 -
Income tax expense - - - (2,592)
Net income/(loss) for the year 117,685 296,615 (141,237) (618,436)
Other comprehensive income for the period - - - -
Total comprehensive income for the period 117,685 296,615 (141,237) (618,436)
31 Mar 2018 Restated
Sonae IM
Associates Armilar II Armilar III AVP I+I Armilar Others
Turnover - - - 496,227 167,968
Other operating income 1,640 - - - 20,000
Operating costs (177,344) (1,193,193) (74,939) (393,243) (1,680,936)
Financial results 11,071 66,263 5,049 - 25
Income tax expense - - - (30,000) -
Net income/(loss) for the year (164,633) (1,126,930) (69,890) 72,984 (1,492,943)
Other comprehensive income for the period - - - - -
Total comprehensive income for the period (164,633) (1,126,930) (69,890) 72,984 (1,492,943)

During the period ended at 31 March 2019 and 2018, movements in investments in joint ventures and associates are as follows:

31 Mar 2019 31 Mar 2018 Restated Total
investment
1,323,493,499
-
(6,944,555)
Proportion on
equity
Goodwill Total
investment
Proportion on
equity
Goodwill
Investments in joint ventures
Balance as at 1 January Published
IFRS 16 Impact
1,100,659,691
(7,892,381)
523,787,735
-
1,624,447,426
(7,892,381)
757,716,434
(6,944,555)
565,777,065
Balance as at 1 January - Restated 1,092,767,310 523,787,735 1,616,555,045 750,771,879 565,777,065 1,316,548,944
Period acquisitions 30,550 1,688,610 1,719,160 - - -
Equity method
Gains or losses in joint ventures 22,169,803 - 22,169,803 15,434,430 - 15,434,430
Distributed dividends (29,012,907) - (29,012,907) (24,873,210) - (24,873,210)
Effect in equity capital and non-controlling
interests
3,291,550 - 3,291,550 (5,895,887) - (5,895,887)
1,089,246,305 525,476,345 1,614,722,650 735,437,212 565,777,065 1,301,214,277
Investments in associates companies
Balance as at 1 January 363,071,670 4,935,121 368,006,791 84,335,315 6,622,023 90,957,338
Capital increases during the period 379,363 - 379,363 - - -
Capital reduction in associated companies (1,333,250) - (1,333,250) - - -
Period disposals (10,423,801) - (10,423,801) - - -
Change in consolidation method due to loss of
control
- - - 42,069,015 36,016,741 78,085,756
Equity method
Gains or losses in associates companies 5,309,215 - 5,309,215 (1,597,301) - (1,597,301)
Distributed dividends (870,000) - (870,000) - - -
Effect in equity capital and non-controlling
interests
16,840 - 16,840 (275,699) - (275,699)
356,150,037 4,935,121 361,085,158 124,531,330 42,638,764 167,170,094
Total 1,445,396,341 530,411,466 1,975,807,808 859,968,542 608,415,829 1,468,384,371

The effect on equity and non-controlled interests results fundamentally from the exchange rate conversion effect of companies with a different functional currency than the euro.

The amount of distributed dividends related to Investments in Joint Ventures refers to Sonae Sierra 29,012,907 euro (24,873,210 euro as at March 2018).

The value of the "Change of consolidation method by loss of control" on March 31, 2018 in the amount of 78,085,756 euros in the investments in associates is related to ISRG by the agreement signed in 2018 between Sonae and JD Group and since the end of January 2018 is included the participation in the new partnership, the Iberian Sports Retail Group, by the equity method.

The consolidated financial statements of ZOPT have a significant exposure to the African market, particularly through financial holdings that Group holds in associated companies operating in the Angolan and Mozambican markets, which are engaged in providing satellite and fiber television services. The net book value of the associates in the financial statements of ZOPT at 31 March 2019 amounts to approximately Euro 100 million.

During the last quarter of 2017, Angola was considered a hyperinflationary economy, and the individual financial statements of the investees in Angola were restated (for consolidation purposes) in accordance with IAS 29 - Financial Reporting in Hyperinflationary Economies. Effective at 1 January 2017, the financial participation (including implicit goodwill of 171.1 million euro) on the Angolan associates was adjusted by the effect of hyperinflation by a total of 140.5 million euro and reduced by 138.5 million euro of impairment losses on the holding. The net amount of approximately 2 million euro was recorded under 'Other reserves'. In the years 2017 and 2018, the effect of hyperinflation had a net impact of approximately 0.2 million euro (includes 68.9 million euro of impairment losses) and 3.4 million euro (includes 10 million euro of impairment losses), respectively, with both impacts being recorded under the caption 'Losses / gains) in investees'.

The Group made impairment tests for those assets, which are denominated in the currencies of those countries, Kwanzas and Meticals, respectively, considering the business plans (internal valuation using the discounted cash flow method, compared to researches) approved by the Board of Directors for a five years period, which include average growth rates of revenue for that period of 10.7% (Angola) and 3.2% (Mozambique). These revenue growth rates reflects: (i) the best estimate for the growth of the customer base, reflecting an expectation of new clients and chum estimated rates, when considered prudent, and (ii) an annual price increase which the nature of the activity carried out by the companies, especially in Angola, assumes it is not expected that companies will be able to reflect in their prices the total inflation in the country.

In 2018, following the recommendation of the INACOM (regulatory entity of the communication sector in Angola), the Angolan subsidiaries did not carry out any price increase. Business plans consider annual price growth of 16%, 11% and 8% in 2019, 2020 and 2021 to 2023 respectively.

The business plans consider yet a growth rate in perpetuity of 6.5% (Angola) and 5.0% (Mozambique) and a discount rate ('wacc') in perpetuity of 17.5% (Angola) and 21% (Mozambique). The discount rate, over the period 2018 to 2023 ranged from a maximum of 34.0% to a minimum of 17.5% (in 2023), for Angola, and from a maximum of 23.0% to a minimum of 21.0% (2023) in Mozambique, in line with the most appropriate inflation forecasts (source: International Monetary Fund (FMI)) and assumes the current structure of the market in terms of competition.

The impairment tests carried out, based on the assumptions above, disregarding the effect of the adjustment to the effects of hyperinflation in the amount of financial investment, support the value of the assets, so not result in additional impairments was recorded in relation to the effect of the hyperinflationary economy. However, that the current economic conditions of uncertainty in these markets, particularly in the foreign exchange market and the limitation of currency transfer, particularly in Angola, introduces an additional degree of variability to the assumptions, which could significantly impact of the estimates considered, in terms of of the rate of inflation and the ability to reflect the rate in price increases.

With respect to the Angolan associates intervals above the usual were used in the sensivity analyses, in which variations of 2pp in WACC and 0.5 pp in the perpetuity growth rate allow us to conclude that in extreme situations, with a high rate of inflation and a lower capacity of the company to reflect a higher price increase (analysed scenarios of price repercussion between 25% and 75% of the inflation rate, being this the most critical variable with impacts in variation of 54% and 133% of the book value), the valuation would not support the assets' value, varying between 50% and 157% of the book value.

At the end of January 2019, ZAP announced a price increase from 26 February 2019 on word. This increase in prices is higher than that used in the projections.

At 31 March 2019 it was understood that the assumptions made in the impairment tests carried out in 2018 did not change significantly.

The Board of Directors believes that the assumptions used in the business plans are the most prudent and appropriate, and that the situations of high inflation and lower capacity of the company to reflect a higher price increase correspond to non-expected extreme situations.

Armilar, Armilar II, Armilar III e Armilar I+I

In January 2019 an increase of Euro 360,393 in the capital of Fundo ESV I+I occurred, which corresponds to an increase of the participation of 0.71%.

During the year 2018, there was a change of Euro 712,649 in associates and jointly controlled companies, mainly due to the acquisition of two shares in the Armilar III Fund in the amount of Euro 652,756, resulting in a final participation of 42.70%. In addition, the variation can also be explained by the capital increase in Probely in the amount of Euro 25,000 and the entry of associated companies (Euro 17,179 in relation to Suricate Solutions and Euro 17,715 in Alfaros) held by the subsidiary Excellium Group in the scope of the acquisition occurred in the end of 2018.

11 Other investments

Other non-current investments, their head offices and book value as at 31 March 2019 and 31 December 2018, are as follows:

Statment of financial position
Company Head Office 31 Mar 2019 31 Dec 2018
Restated
Sonae MC
Dispar - Distrib. de Participações, SGPS, SA
Insco - Insular de Hipermerc., SA
Other financial assets
Lisbon
Ponta Delgada
9,976
5,252,372
14,560,866
9,976
5,252,372
13,831,312
Financial assets at fair value through profit or loss 19,823,214 19,093,660
Sonae IM
Arctic Wolf Networks, Inc
ViSenze
Reblaze
Nextail Labs, SL
Ometria, Ltd.
Case on IT
ciValue
StyleSage, Inc.
Jscrambler
Whitefantasy
Other investments
Delaware
Singapore
St. Louis
Madrid
London
Madrid
Yokneam (Israel)
Delaware
Oporto
Évora
7,751,174
9,628,958
2,352,438
2,300,000
2,228,028
2,930,744
1,970,097
2,842,334
1,250,000
640,804
401,997
7,751,174
4,384,811
2,352,438
2,300,000
2,228,029
2,280,000
1,970,097
1,848,578
1,250,000
640,804
1,060,856
Financial assets at fair value through other
comprehensive income
34,296,573 28,066,787
54,119,787 47,160,447

As at 31 March 2019 the caption "Other investments" includes, among others, 9,861,775 euro (9,872,807 euro in 31 December 2018) related to deposited amounts on an Escrow Account which is applied in investment funds with superior rating, which is a guarantee for contractual liabilities assumed in the disposal of a Brazil Retail business and for which provisions were recorded in the applicable situations (Note 21).

As at 31 March 2019 and 2018, the movements in "Other investments" made up as follows:

31 Mar 2019 31 Mar 2018 Restated
Non-current Current Non-current Current
Other investments
Fair value (net of impairment losses) as at 1 January 47,195,342 - 19,423,775 -
Increases in the period 7,129,587 - 2,202,977 -
Decreases in the period (205,142) - (148,135) -
Increase/(Decrease) in fair value through profit & losses - - (12,590) -
Discontinued operations - - (51,369) -
Fair value (net of impairment losses) as at 31 March 54,119,787 - 21,414,658 -
Derivative financial instruments
Fair value as at 1 January - 1,558,683 - 179,881
Increase/(Decrease) in fair value - 431,937 - 1,378,802
Fair value as at 31 March - 1,990,620 - 1,558,683
54,119,787 1,990,620 21,414,658 1,558,683

12 Other non-current assets

As at 31 March 2019 and 31 December 2018, "Other non-current assets" are detailed as follows:

31 Mar 2019 31 Mar 2018 Restated
Gross Value Accumulated
impairment
losses
(Note 21)
Carrying
Amount
Gross Value Accumulated
impairment
losses
(Note 21)
Carrying
Amount
Loans granted to related parties 55,401,752 - 55,401,752 54,497,134 - 54,497,134
Trade accounts receivable and other debtors
Legal deposits 3,547,981 - 3,547,981 3,502,069 - 3,502,069
Cautions 5,083,925 - 5,083,925 4,163,529 - 4,163,529
Special regime for payment of tax and social
security debts
4,527,309 - 4,527,309 4,527,309 - 4,527,309
Rent deposits from tenants 3,185,540 - 3,185,540 3,037,324 - 3,037,324
Financial investments debtors 5,900,000 - 5,900,000 5,900,000 - 5,900,000
Debt to receive related to Armilar Funds 1,274,358 - 1,274,358 1,274,358 - 1,274,358
Amount retained on acquisition of Salsa group 2,463,875 - 2,463,875 2,463,875 - 2,463,875
Others 1,821,537 - 1,821,537 428,824 - 428,824
27,804,525 - 27,804,525 25,297,288 - 25,297,288
Reinsurer's' share of technical provisions 199,199 - 199,199 492,489 - 492,489
Other non-current assets 279,162 - 279,162 - - -
83,684,638 - 83,684,638 80,286,911 - 80,286,911

The amount included in "Loans to related companies" relates almost entirely to supplies granted to joint ventures and associates of the Sonae Sierra. These supplies bear interest at normal market rates.

The amount disclosed as Special Regime for Payment of Tax and Social Security Debts corresponds to taxes paid, voluntarily, related to settlements of income tax on corporate income, which were already in judicial process. The judicial processes are still in progress, however the guarantees provided for the said processes were canceled. It is the Board of Directors understanding that the claims presented will have a favourable end to Sonae, reason why they were not object of provision.

The amounts included in "Reinsurer's share of technical provisions" refer to a Sonae's subsidiary whose activity is nonlife reinsurance. The amount of the provision is related to provisions for claims declared (Note 21).

13 Trade receivable and others current assets

As at 31 March 2019 and 31 December 2018, "Trade receivable" are detailed as follows:

31 Mar 2019 31 Dec 2018
Restated
Trade receivable 167,394,268 163,523,677
Granted loans and other receivables to related companies 43,640,186 11,280,301
Other receivables
Trade creditors - debtor balances 25,260,919 27,831,663
Accounts receivable related to promotional activities partnerships 5,796,448 7,685,381
Disposal of financial investments 1,334,146 1,300,000
Disposal of tangible assets 736,420 1,489,845
Vouchers and gift cards 1,263,537 1,227,577
VAT recoverable on real estate assets and vouchers discounts 6,797,606 4,116,518
Advances to suppliers 12,277,327 9,517,585
Escrow account 2,250,246 2,224,210
Subsidies 2,037,738 2,730,669
Other current assets 18,683,242 23,171,348
76,437,629 81,294,796
Other current assets
Invoices to be issued 15,095,356 12,726,484
Commercial income 27,158,826 36,866,309
Key money 320,822 320,822
Management fees to be received 2,228,556 1,970,601
Deferred costs - supplies and services 22,008,881 14,545,487
Deferred costs - rents 781,185 20,757
Insurance indemnities - 67,020
Other current assets 14,784,917 13,484,497
82,378,543 80,001,977
Accumulated impairment losses in receivables accounts (Note 21) (30,411,436) (30,438,127)
339,439,190 305,662,624

The amount included in "Loans to related companies" relates almost entirely to supplies granted to joint ventures and associates of the Sonae Sierra. These supplies bear interest at normal market rates.

14 Deferred taxes

Deferred tax assets and liabilities as at 31 March 2019 and 31 December 2018 may be described as follows considering the different natures of temporary differences:

Deferred tax assets Deferred tax liabilities
31 Mar 2019 31 Dec 2018
Restated
31 Mar 2019 31 Dec 2018
Restated
Difference between fair value and acquisition cost
Temporary differences on tangible assets and intangible
Temporary differences on Badwill and on Equity Method
5,247,517
1,183,541
-
5,247,517
1,437,193
-
180,977,370
70,176,213
13,957,969
179,858,651
68,518,308
13,930,732
Provisions and impairment losses not accepted for tax purposes
Write off of deferred income relating entrance fees (key money) and expenses
relating the opnening of shopping centres
Impairment of assets
Valuation of hedging derivatives
17,256,967
-
296,735
34,735
18,007,749
-
-
39,451
-
(815,572)
652,618
192,973
-
(813,440)
-
86,360
Temporary differences arising from the securitization of receivable operation - - - 652,100
Amortisation of Goodwill for tax purposes in Spain
Revaluation of tangible assets
Tax losses carried forward
Reinvested capital gains/(losses)
Tax Benefits
Others
-
-
45,803,624
-
5,091,029
2,589,762
-
-
36,903,134
-
9,248,776
2,489,103
23,557,453
722,661
-
258,462
-
646,237
22,103,283
748,212
-
265,898
-
638,546
77,503,910 73,372,923 290,326,384 285,988,650

As at 31 March 2019 and 31 December 2018, the tax rate to be used in Portuguese companies, for the calculation of the deferred tax assets relating to tax losses is 21%. The tax rate to be used to calculate deferred taxes in temporary differences in Portuguese companies is 22.5% increased by the state surcharge in companies in which the expected reversal of those deferred taxes will occur when those rates will be applicable. For companies or branches located in other countries, rates applicable in each jurisdiction were used.

As at 31 March 2019 and 31 December 2018, and in accordance with the tax statements presented by companies that recorded deferred tax assets arising from tax losses carried forward and using exchange rates effective at that time, tax losses carried forward can be summarized as follows:

31 Mar 2019 31 Dec 2018 Restated
Country 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 Portugal 1,273,815 267,501 2026 1,273,815 267,501 2026
Generated in 2015 Portugal 604,830 127,014 2027 604,829 127,014 2027
Generated in 2016 Portugal 20,046,002 4,209,660 2028 20,046,006 4,209,661 2028
Generated in 2017 Portugal 24,622,425 5,170,709 2022 24,622,425 5,170,709 2022
Generated in 2018 Portugal 10,018,699 2,103,927 2023 10,018,691 2,103,925 2023
Generated in 2019 Portugal 52,206,317 10,963,325 2024 - -
108,772,088 22,842,136 56,565,766 11,878,810
With a time limit different from the above
mentioned
Spain 3,912,524 978,131 2028 to 2029 3,912,524 978,131 2028 to 2029
United States of America 8,351,637 2,380,216 2030 to 2035 8,194,754 2,335,505 2030 to 2035
Mexico 2,943,127 882,939 2021 to 2027 2,838,428 851,528 2021 to 2027
15,207,288 4,241,286 14,945,706 4,165,164
Without limited time use
Spain 74,848,866 18,710,254 83,396,849 20,849,212
Italy 41,445 9,948 41,445 9,948
74,890,311 18,720,202 83,438,294 20,859,160
198,869,687 45,803,624 154,949,766 36,903,134

As at 31 March 2019 and 31 December 2018, the deferred taxes to be recognized arising from tax losses were evaluated. In the cases in which they originated deferred tax assets, they were only recorded to the extent that it is probable that future taxable income will occur that could be used to recover the tax losses or tax differences that reverted in the same period and considering the limit of compensation existing by law in the applicable cases. This assessment was based on the business plans of Sonae's companies, which are periodically reviewed and updated.

As at 31 March 2019, the Group had an amount of 13.1 million euro (13.1 million euro as at 31 December 2018) in the Retail segment of deferred tax assets related to tax losses for this and previous years of the Spanish Tax Group and which can be recovered by it in Spain. The Modelo Continente Hipermercados, SA branch in Spain was, on 31 March 2019 and 31 December 2018, the representative entity of the Tax Group in Spain, whose dominant entity is Sonae SGPS, S.A.

As at 31 March 2019, there are reportable tax losses in the amount of 607.9 million euro (581.3 million euro as at 31 December 2018), whose deferred tax assets are not recorded for prudence purposes.

31 Mar 2019 31 Dec 2018 Restated
Country 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 Portugal 9,409,740 1,976,045 2026 8,742,117 1,835,845 2026
Generated in 2015 Portugal 254,720 53,491 2027 254,720 53,491 2027
Generated in 2016 Portugal 121,243 25,461 2028 121,243 25,461 2028
Generated in 2017 Portugal 607,289 127,531 2022 607,289 127,531 2022
Generated in 2018 Portugal - - 2023 6,092,458 1,279,416 2023
Generated in 2019 Portugal 68,030 14,286 2024 - -
10,461,022 2,196,814 15,817,827 3,321,744
mentioned With a time limit different from the above
Spain 7,231,939 1,807,987 2020 to 2032 6,825,310 1,706,331 2020 to 2032
Netherlands 114,311,302 25,996,642 2017 to 2025 114,543,040 26,200,843 2017 to 2025
Mexico 4,308,551 1,292,564 2018 to 2027 4,011,385 1,203,416 2018 to 2027
United States of America 2,116,759 603,276 2037 to 2038 2,076,996 591,944 2037 to 2038
Greece 1,570,812 445,787 2018 to 2022 1,746,511 506,487 2019 to 2022
Romenia 26,781,673 4,285,069 2018 to 2024 21,040,337 3,366,454 2019 to 2024
Colombia 489,505 161,536 2019 to 2030 415,153 130,287 2019 to 2030
Turkey 2,466,141 436,086 2019 to 2024 2,408,685 495,264 2019 to 2024
Luxembourg 2,244,835 336,725 2019 to 2036 - -
161,521,517 35,365,672 153,067,417 34,201,026
Without limited time use
Brazil 19,816,028 6,737,449 19,547,151 6,646,031
Colombia 370,359 122,218 357,131 121,425
Spain 338,151,352 84,537,838 315,060,069 78,765,017
Malta 47,774 16,721 44,040 15,414
United Kingdom 4,968,483 944,012 4,762,788 904,930
Ireland 68,897 8,612 700,649 87,581
Germany 31,895,372 9,916,911 33,199,773 10,326,663
United States of America 1,096,880 312,611 262,923 74,933
Romania 34,263,351 5,482,136 36,378,444 5,820,551
Italy 3,136,904 752,857 2,131,056 511,453
Luxembourg 2,134,105 571,944 - -
435,949,505 109,403,309 412,444,024 103,273,998
607,932,044 146,965,795 581,329,268 140,796,768

15 Cash and cash equivalents

As at 31 March 2019 and 31 December 2018, Cash and cash equivalents are as follows:

31 Mar 2019 31 Mar 2018
Restated
Cash at hand 11,241,159 10,750,265
Bank deposits 563,631,853 680,458,016
Bank deposits - guarantees by tenants 5,256,064 5,021,398
Treasury applications 20,761 13,392
Cash and cash equivalents on the statement of financial position 580,149,838 696,243,071
Bank overdrafts (Note 18) (66,134,065) (621,830)
Cash and cash equivalents on the statement of cash flows 514,015,773 695,621,241

The amount included in bank deposits, guarantees made by tenants, correspond to the guarantees provided by tenants in the Sonae Sierra segment. These amounts received from tenants are classified under "Other non-current liabilities" (Note 19).

Bank overdrafts are disclosed in the statement of financial position under "Loans".

The applications of treasury mentioned above are remunerated and, during the closed exercise in 31 December 2017, they won interest to a middle tax of 0,29 % being distributed, that one dates, for 2 financial institutions.

16 Share Capital

Share capital

As at 31 March 2019, the share capital, which is fully subscribed and paid for, is made up of 2,000,000,000 ordinary shares, which do not have the right to a fixed dividend, with a nominal value of 1 euro each.

Cash Settled Equity Swap

On 15th November 2007, Sonae Holding sold 132,856,072 Sonae Holding shares directly owned by the Company. The shares were sold in a market operation at the unit price of 2.06 euro per share and resulted on a cash inflow (net of brokerage commissions) of 273,398,877 euro.

On the same date, Sonae Investments, BV wholly owned by Sonae Holding entered into a derivative financial instrument - Cash Settled Equity Swap - over a total of 132,800,000 Sonae Holding shares, representative of 6.64% of its capital.

This transaction has strictly financial liquidation, without any duty or right for the Company or any of its associated companies in the purchase of these shares. This transaction allows Sonae Investments BV to totally maintain the economic exposure to the sold shares.

In this context, although legally all the rights and obligations inherent to these shares have been transferred to the buyer. Sonae Holding did not derecognize their own shares, recording a liability in the caption "Other current liabilities" (Note 20). According to the interpretation made by Sonae of the IAS 39, applied by analogy to own equity instruments, the derecognition of own shares is not allowed as the group maintains the risks and rewards arising on the instruments sold.

Consequently, Sonae maintains in its capital acquisition cost of the shares that remain covered by the contract.

In November 2014, was made a renewal for an additional period of one year renewable automatically, keeping the remaining conditions unchanged. During the year of 2018 the Group requested the partial termination of the Cash Settled Equity Swap for 4,195,875 Sonae SGPS shares which resulted receipts of 457,631 euro, included in the "Other" caption of the Investment Activities in the consolidated statement of cash flows. Additionally, the price variations of this instrument represented as at 31 March 2019 receipts of 12,826,974 euro and payments of 4,540,430 euro (4,167,689 euro of receipts and 19,823,616 euro in payments as at 31 December 2018) included also in the Investment Activities as "Others".

Considering the operations mentioned above, the liability recorded amounts to 92,394,296 euro (Note 20) (83.876.384 euro as at 31 December 2018) reflecting the market value of 100,210,733 Sonae Holding shares (100,210,733 shares as at 31 de December 2018).

The value of these liabilities is adjusted at the end of each month by the effect of Sonae Holding share price variation being recognized a current asset/liability in order to present the right/obligation related to the receipt/financial liquidation that occurs on a monthly basis.

Additionally, the costs related to the "floating amount" based on the Euribor 1 month are recognized in the income statement.

The value to get established on the basis of dividends and reserves distributed by Sonae is credited in equity to offset the charge of the distribution.

Capital Structure

As at 31 March 2019, the following entities held more than 20% of the subscribed share capital:

Company %
Efanor Investimentos, SGPS, SA and subsidiaries 52,48

17 Non-controlling interest

As at 31 March 2019 and 31 December 2018, "Non-controlling interests" are detailed as follows:

31 Mar 2019
Equity Profit/(Loss) for
the period
Book value of
non-controlling
interests
Proportion in
income
attributable to
non-controlling
interests
Dividends
attributable to
non-controlling
interests
Sonae Retail
Sonae MC 170,690,413 358,020 32,152,446 560,511 (2,037,078)
Worten 4,589,372 (521,434) 540,242 (732) -
Sonae Fashion 53,968,858 (272,133) 24,870,997 (12,838) (6,912,519)
Sonae IM
Sonaecom, SGPS, SA (consolidated) 1,055,113,628 11,251,744 107,904,852 789,528 (110,000)
Sonae Sierra
Sonae Sierra, SGPS, SA (consolidated) 1,733,402,747 25,294,869 877,744,192 12,146,326 (89,810,495)
Others 7,287,164 (608,131) (448,582) (60,335) -
Total 3,025,052,182 35,502,935 1,042,764,147 13,422,460 (98,870,092)
31 Dec 2018 Restated
Equity Profit/(Loss) for
the period
Book value of
non-controlling
interests
Proportion in
income
attributable to
non-controlling
interests
Dividends
attributable to
non-controlling
interests
Sonae Retail
Sonae MC 169,232,110 18,219,024 30,380,598 2,596,697 (10,084)
Worten 7,882,091 125,780 533,973 50,312 -
Sonae Fashion 72,341,296 4,968,123 32,472,101 2,740,675 (1,326,684)
Sonae IM
Sonaecom, SGPS, SA (consolidated) 1,052,581,562 72,276,818 110,880,676 6,905,314 (1,720,219)
Sonae Sierra
Sonae Sierra, SGPS, SA (consolidated) 1,767,934,495 44,092,872 954,489,375 21,103,162 (14,923,926)
Others 7,979,855 (4,415,763) 503,728 (497,264) -
Total 3,077,951,409 135,266,854 1,129,260,451 32,898,896 (17,980,913)

Movements in non-controlling interests during the periods ended as at 31 March 2019 and 2018 are as follows:

31 mar 2019
Sonae MC Worten Sonae
Fashion
Sonae IM Sonae Sierra Others Total
Opening balance as at 1 January 2019 31,285,782 1,152,834 33,099,552 107,847,550 954,489,375 (382,003) 1,127,493,090
Effect of restatement (905,184) (618,861) (627,451) 3,033,126 - 885,731 1,767,361
Opening balance as at 1 January 2019 Restated 30,380,598 533,973 32,472,101 110,880,676 954,489,375 503,728 1,129,260,451
Distributed dividends (2,037,078) - (6,912,519) (110,000) (89,810,495) - (98,870,092)
Distributed income of Investment Funds (60,052) - - - - - (60,052)
Acquisition of subsidiaries (Note 4.1) 3,083,554 - - - - - 3,083,554
Change in currency translation reserve - - (238) (72,630) 1,089,000 - 1,016,132
Impact of applying IFRS 16 265,207 7,001 279,341 48,978 107,451 - 707,978
Others (40,294) - (954,850) (3,631,700) (277,465) (891,975) (5,796,284)
Profit for the period attributable to non-controlling
interests
560,511 (732) (12,838) 789,528 12,146,326 (60,335) 13,422,460
Close balance 31 March 2019 32,152,446 540,242 24,870,997 107,904,852 877,744,192 (448,582) 1,042,764,147
31 mar 2018 Restated
Sonae MC Worten Sonae
Fashion
Sonae IM Others Total
Opening balance as at 1 January 2018 Disclosed 29,381,583 1,102,522 32,826,507 104,097,279 402,103 167,809,994
Effect of restatement (374,276) (532,321) (516,073) (690,660) - (2,113,330)
Opening balance as at 1 January 2018 Restated 29,007,307 570,201 32,310,434 103,406,619 402,103 165,696,664
Distributed income of Investment Funds (136,910) - - - - (136,910)
Change in currency translation reserve - - - (26,222) 4,626 (21,596)
Acquisition of subsidiaries - - 80,000 - - 80,000
Changes in hedging reserves 27,473 - (32,250) (1,712) - (6,489)
Change in the consolidation method - - (1,211,039) - - (1,211,039)
Impact of applying IFRS 15 - - - (73,934) - (73,934)
Impact of applying IFRS 16 (165,542) - (5,663) 18,651 - (152,554)
Others 159,777 - 28,696 1,735,346 722,676 2,646,495
Profit for the period attributable to non-controlling
interests
377,657 61,836 318,004 660,880 (245,311) 1,173,066
Close balance 31 March 2018 29,269,762 632,037 31,488,182 105,719,628 884,094 167,993,703

18 Loans

As at 31 March 2019 and 31 December 2018, loans are made up as follows:

31 Mar 2019 31 Dec 2018 Restated
Outstanding amount Outstanding amount
Current Non current Current Non current
Bank loans
Sonae, SGPS, SA - commercial paper 206,500,000 179,750,000 182,500,000 213,750,000
Sonae SGPS, SA 2016/2023 - 50,000,000 - 50,000,000
Sonae Investimentos, SGPS,SA - commercial paper 125,500,000 325,000,000 15,500,000 313,000,000
Sonae Investimentos affiliated /2014/2023 - 50,000,000 - 50,000,000
Sonae Investimentos affiliated /2015/2023 - 20,000,000 - 20,000,000
Sonae Investimentos affiliated /2015/2019 30,000,000 - 30,000,000 -
Sonae Investimentos affiliated /2017/2025 3,333,333 16,666,667 - 20,000,000
Sonae Investimentos affiliated 2019 30,000,000 - - -
Sonae Holding affiliated /2014/2021 - 20,000,000 - 20,000,000
Sonae Holding affiliated /2019/2023 - 50,000,000 - -
Sonae Holding affiliated - commercial paper 5,000,000 34,500,000 5,000,000 35,000,000
Sonae Sierra SGPS, SA - commercial paper - 25,000,000 - 25,000,000
Sonae Sierra / 2018/2022 - 10,000,000 - 10,000,000
Sonae Sierra affiliated /2016/2023 2,100,000 65,275,000 2,100,000 65,800,000
Sonae Sierra affiliated /2016/2021 - 41,300,000 - 41,300,000
Sonae Sierra affiliated /2016/2023 2,100,000 65,275,000 2,100,000 65,800,000
Sonae Sierra affiliated /2008/2019 22,755,000 - 22,755,000 -
Sonae Sierra affiliated /2001/2019 13,102,064 - 13,102,064 -
Sonae Sierra affiliated /2003/2021 - 13,475,000 - 13,475,000
Sonae Sierra affiliated /2015/2023 5,200,000 122,200,000 5,200,000 123,500,000
Others 7,843,903 9,047,988 9,214,687 7,982,360
453,434,300 1,097,489,655 287,471,751 1,074,607,360
Bank overdrafts (Note 15) 66,134,065 - 621,830 -
Up-front fees beard with the issuance of borrowings (878,516) (2,603,241) (948,690) (2,786,179)
Bank loans 518,689,849 1,094,886,414 287,144,891 1,071,821,181
Bonds:
Bonds Sonae SGPS/ 2015/2022 - 100,000,000 - 100,000,000
Bonds Sonae SGPS/ 2016/2023 - 60,000,000 - 60,000,000
Bonds Sonae Investments BV / 2014/2019 209,379,703 - 207,994,922 -
Bonds Sonae Investimentos / December 2015/2020 - 50,000,000 - 50,000,000
Bonds Sonae Investimentos / May 2015/2022 - 75,000,000 - 75,000,000
Bonds Sonae Investimentos / December 2015/2020 - 30,000,000 - 30,000,000
Bonds Sonae Investimentos / June 2016/2021 - 95,000,000 - 95,000,000
Bonds Sonae Investimentos / September 2016/2021 3,000,000 6,000,000 3,000,000 6,000,000
Bonds Sonae Sierra / 2018/2025 - 50,000,000 - 50,000,000
Bonds Sonae Sierra / 2018/2023 - 25,000,000 - 25,000,000
Bonds Sonae Sierra / 2018/2023 - 25,000,000 - 25,000,000
Up-front fees beard with the issuance of borrowings (153,665) (2,538,828) (153,665) (2,706,817)
Bonds 212,226,038 513,461,172 210,841,257 513,293,183
Other loans 1,658,185 1,597,428 1,664,567 2,217,506
Derivatives 129,246 - 184,427 -
Other loans 1,787,431 1,597,428 1,848,994 2,217,506
Obligations under finance leases 811,922 398,722 873,513 535,812
733,515,240 1,610,343,736 500,708,655 1,587,867,682

In June 2014, a subsidiary of Sonae SGPS, SA issued bonds which may be convertible (Sonae Investments BV 2014/2019) in Sonae shares already issued and fully subscribed or to be later on issued.

The fair value of the Equity component of this compound instrument was valued at 22,313,000 euro at 31 December 2014 and it was determined by an independent entity from Sonae, taking into consideration the fair value of similar non- convertible financial instruments, having been estimated a market interest rate to establish the amortized cost of this financial liability. This process of measurement represents a Level 3 fair value measurement according to IAS 39. The liability component is recorded at the amortized cost based on the market rate.

The Bonds were issued at par with a nominal value of 100,000, (2.105 euro per bond) with a maturity of 5 years and with a fixed coupon of 1.625% per year, paid in arrears and semi-annually.

The bonds can be converted at the request of the bondholder when the Sonae SGPS, SA share price, in accordance with the technical data sheet, exceeds 1,636 euro per share. This price is subject to adjustments in accordance with the market practices, in particular when the dividend exceeds 0.0284 euro per share.

It is estimated that the book value of all loans does not differ significantly from its fair value, determined based on discounted cash flows methodology, with the exception the convertible bond loan into shares whose fair value is determined by the market price at the balance sheet date.

Bonds and bank loans bear an average interest rate of 0.95% as at 31 March 2019 (1.05% as at 31 December 2018). Most of the bonds and bank loans have variable interest rates indexed to Euribor.

The derivatives are recorded at fair value.

The loans face value, maturities and interests are as follows (including obligations under financial leases):

31 Mar 2019 31 Dec 2018
Restated
N+1 a) 735,538,472 504,131,661
N+2 242,366,479 253,486,848
N+3 363,085,046 363,191,358
N+4 487,838,323 329,157,254
N+5 388,622,902 600,538,813
After N+5 133,573,053 46,986,404
2,351,024,277 2,097,492,338

a) Includes amounts used from commercial paper programs when classified as current.

The maturities presented above were estimated according to the contractual clauses of the loans and taking into account Sonae's best expectation as to its amortization date.

As at 31 March 2019, Sonae has, as detailed below, cash and bank balance equivalents in the amount of 580 million euro (696 million euro as at 31 december 2018) and available credit lines as follows:

31 Mar 2019 31 Dec 2018 Restated
Commitments of
less than one year
Commitments of
more than one
year
Commitments of
less than one year
Commitments of
more than one
year
Unused credit facilities
Sonae Retail 40,839,401 245,000,000 94,000,000 202,000,000
Sonae Sierra 61,469,346 20,000,000 61,469,346 20,000,000
Holding & Others 48,221,348 44,500,000 75,000,000 8,620,000
150,530,096 309,500,000 230,469,346 230,620,000
Agreed credit facilities
Sonae Retail 171,500,000 570,000,000 101,500,000 515,000,000
Sonae Sierra 61,469,346 45,000,000 61,469,346 45,000,000
Holding & Others 236,650,000 258,750,000 209,500,000 260,750,000
469,619,346 873,750,000 372,469,346 820,750,000

19 Others non-currents liabilities

As at 31 March 2019 and 31 December 2018 "Other non-current liabilities" are made up as follows:

31 Mar 2019 31 Dec 2018
Restated
Shareholders loans 3,822,836 3,943,666
Fixed assets suppliers 743,202 800,618
Creditors for acquisition of financial investments 14,300,000 14,000,000
Deposits received from Tenants 7,640,331 6,481,004
Deferral of the disposal of the extended warranties in the
Worten segment
55,561,012 3,051,974
Charges made on the sale of real estate 20,343,000 20,453,191
Other accruals and deferrals 7,115,608 7,085,215
Other non-current liabilities 109,525,989 55,815,668

The caption "Shareholder loans" relates to loans in affiliated undertakings in the Sonae Sierra and Sonae IM operating segments. These liabilities do not have a defined vesting date and bear interests at variable market rates.

The value of 14 million euro is related to the debt value of the acquisition of Parklake and Plenerg payable in 2020.

The carrying amount of "Other non-current liabilities" is estimated to be approximately its fair value.

20 Trade payables and other payables

As at 31 March 2019 and 31 December 2018 Trade payables and other payables are as follows:

31 Mar 2019 31 Dec 2018
Restated
Trade creditors
Other creditors
1,110,869,727 1,287,490,385
Fixed asset suppliers 44,264,483 74,215,573
Related undertakings 13,550,135 3,763,846
Other debts 153,414,601 165,878,790
211,229,219 243,858,209
Other current liabilities
Holiday pay and bonus 145,803,027 147,260,333
Other external supplies and services 48,759,014 53,109,581
Deferred Revenue of warranty extension 14,403,438 66,834,299
Marketing expenses 12,820,069 20,436,949
Fixed assets to be billed by third parties 12,585,677 12,815,192
Charges made on the sale of real estate 1,309,475 1,314,234
Advance receipts from Trade Receivables 13,067,219 14,871,112
Rentals 3,654,740 6,944,330
Fixed income charged in advance 5,380,172 4,456,265
Interest payable 5,637,343 4,001,727
Expenses on purchases 4,706,501 3,208,354
Municipal property tax 2,743,097 2,274,544
Others 21,563,149 15,948,720
292,432,921 353,475,639
1,614,531,867 1,884,824,233

The caption "Other payables" includes:

  • 92,394,296 euro (83,876,384 euro as at 31 December 2018) relating to the fair value of the shares covered by Sonae Holding financial derivative referred to in Note 16;

  • 11,060,239 euro (10,435,849 euro as at 31 December 2018) of attributed discounts not yet redeemed related to loyalty card "Cartão Cliente"

  • 17,601,498 euro (21,446,519 euro as at 31 December 2018) related to vouchers, gift cards and discount tickets not yet redeemed;

  • 3,120,872 euro (3,080,487 euro as at 31 December 2018) related to amounts payable to Sonae Distribuição Brasil. S.A. buyer as result of responsibilities assumed with that entity (Note 21);

21 Provisions and impairment losses

Movements in "Provisions and impairment losses" during the period ended 31 March 2019 and 2018 are as follows:

Caption Saldo em
01 Jan 2019
Increase Decrease Discontinued
operations
Balance as at
31 Mar 2019
Accumulated impairment losses on investments 6,721,124 - - - 6,721,124
Impairment losses on fixed tangible assets 111,944,361 - (315,403) - 111,628,958
Impairment losses on intangible assets 8,702,046 - - - 8,702,046
Accumulated impairment losses on trade account receivables and
other debtors (Note 12)
30,438,127 1,256,174 (973,034) (309,831) 30,411,436
Non current provisions 41,375,212 32,758 30,514 (271,518) 41,166,966
Current provisions 5,923,022 130,430 (690,651) - 5,362,801
205,103,892 1,419,362 (1,948,574) (581,349) 203,993,331
Caption Saldo em
01 Jan 2018
Increase Decrease Discontinued
operations
Balance as at
31 Mar 2018
Restated
Accumulated impairment losses on investments 3 319 692 - - - 3 319 692
Impairment losses on fixed tangible assets 114 379 011 - (113 138) (4 510 175) 109 755 698
Impairment losses on intangible assets 2 396 643 - - - 2 396 643
Accumulated impairment losses on trade account receivables 19 746 469 383 218 (762 653) - 19 367 034
Non current provisions 18 955 625 48 516 (360 989) - 18 643 152
Current provisions 5 610 383 1 160 377 (1 776 760) - 4 994 000

As at 31 March 2019 and 31 December 2018 increases in Provisions and impairment losses are as follows:

31 Mar 2019 31 Dec 2018
Technical provisions on reinsurance 1,051,863 Restated
1,051,863
Incentive for the Armilar Fund 20,251,148 20,130,786
Future liabilities relating to subsidiaries of retail in Brazil
sold
9,695,910 9,570,442
Judicial claims 2,359,836 2,469,889
Contingent liabilities related to subsidiaries acquired 7,811,959 7,811,959
Discontinued operation in Turkey 1,178,000 1,178,000
Indemnities 2,321,574 2,370,954
Clients guarantees 495,081 621,401
Others 1,364,396 2,092,940
46,529,767 47,298,234

Impairment losses are deducted from the book value of the corresponding asset.

22 Other income

As at 31 March 2019 and 2018, the caption "Other Income" is made up as follow

31 Mar 2019 31 Mar 2018
Restated
Supplementary income 7,439,497 6,128,271
Prompt payment discounts obtained 6,338,963 6,288,296
Foreign currency exchange gains 4,751,236 6,942,340
Own work capitalised (Note 7) 2,407,642 1,716,068
Gains on sales of assets 255,034 103,287
Impairment losses reversals 1,462,496 1,989,019
Others 1,764,671 1,149,325
24,419,540 24,316,606

23 Income tax expense

As at 31 March 2019 and 2018, income tax is made up as follows:

31 Mar 2019 31 Mar 2018
Restated
Current tax 1,080,777 4,630,528
Deferred tax (3,603,595) (6,860,863)
(2,522,818) (2,230,335)

24 Related parties

Balances and transactions with related parties during the periods ended 31 March 2019 and 2018 are as follows:

Turnover and other income Purchases and services obtained
Transactions 31 Mar 2019 31 Mar 2018
Restated
31 Mar 2019 31 Mar 2018
Restated
Parent Company 65,964 59,477 122,380 142,533
Jointly controlled companies 11,142,267 5,037,665 67,463,871 74,951,318
Associated companies 22,516,154 8,063,977 892,612 -
Related parties,shareholders and investees 12,018,536 13,780,505 3,179,286 3,681,672
45,742,921 26,941,624 71,658,149 78,775,523
Interest income Interest expenses
Transactions 31 Mar 2019 31 Mar 2018
Restated
31 Mar 2019 31 Mar 2018
Restated
Parent Company - - - -
Jointly controlled companies 108,542 65 1,205,938 -
Associated companies 497,051 13,479 - -
Other related parties - - 44,381 -
605,593 13,545 1,250,319 -
Accounts receivable Accounts payable
Balances 31 Mar 2019 31 Dec 2018
Restated
31 Mar 2019 31 Dec 2018
Restated
564,227
Parent Company 30,283 32,998 99,890
Jointly controlled companies 15,830,719 13,527,883 74,507,725 80,068,951
Associated companies 16,448,728 19,040,984 1,549,264 5,374,965
Other related parties 9,018,607 16,561,221 7,828,833 11,572,936
41,328,337 49,163,086 83,985,712 97,581,079
Loans
Obtained Granted
Balances 31 Mar 2019 31 Dec 2018
Restated
31 Dec 2018
Restated
Jointly controlled companies
Associated companies
3,763,846
63
3,763,846
-
15,940,680
78,682,942
14,672,564
49,944,871
Other related parties 3,822,805 3,944,638 2,240,000 2,160,000
7,586,714 7,708,484 96,863,622 66,777,435

The related parties include subsidiaries and jointly controlled companies or associated companies of Sonae Sierra SGPS, SA, ZOPT SGPS, SA, Sonae Indústria, SGPS, SA and Sonae Capital, SGPS, SA, as well as other shareholders of subsidiaries or jointly controlled companies by Sonae, and other subsidiaries of the parent company Efanor Investimentos, SGPS, SA.

25 Earning per share

Earnings per share for the periods ended 31 March 2019 and 2018 were calculated taking into consideration the following amounts:

31 Mar 2019 31 Mar 2018 Restated
Continuing
Operations
Discontinued
Operations
Continuing
Operations
Discontinued
Operations
Net profit
Net profit taken into consideration to calculate basic earnings per share
(consolidated profit for the period)
13,497,013 4,806,808 9,445,024 7,743,424
Effect of dilutive potential shares
Interest related to convertible bonds (net of tax)
-
2,082,268
-
-
-
2,024,183
-
-
Net profit taken into consideration to calculate diluted earnings per share 15,579,281 4,806,808 11,469,207 7,743,424
Number of shares
Weighted average number of shares used to calculate basic earnings per
share
1,895,593,392 1,895,593,392 1,893,848,246 1,893,848,246
Effect of dilutive potential ordinary shares from convertible bonds 128,667,482 128,667,482 127,113,527 127,113,527
Outstanding shares related with share based payments 10,630,179 10,630,179 15,969,033 15,969,033
Shares related to performance bonus that can be bought at market price (773,338) (773,338) (6,595,397) (6,595,397)
Weighted average number of shares used to calculate diluted earnings per
share
2,034,117,715 2,034,117,715 2,030,335,409 2,030,335,409
Earnings per share
Basic 0.007120 0.002536 0.004987 0.004089
Diluted 0.006635 0.002363 0.004652 0.003814

26 Cash receipts and cash payments of investments

As at 31 March 2019 and 2018, cash receipts and cash payments related to investments can be detailed as follows:

- Investments activities

Receipts 31 Mar 2019 31 Mar 2018
Restated
Disposal of Saphety (Note 4.2) 8,323,096 -
Disposal of Loop5 10,280,944 -
Share premium decrease of Trivium 548,250 -
Participation disposal of Sport Zone - 28,628,150
Others 926,421 -
20,078,711 28,628,150
Payments 31 Mar 2018
31 Mar 2019 Restated
Acquisition of Arenal + Tomenider (Note 4.1) 47,401,141
Acquisition of Parklake - payment of value in debt 10,803,356
Participation and Capital Increase of Visenze 5,244,147
Acquisition of Balmain 1,313,160
Capitla Increase of Case on IT 650,744
Subscription of JD Sprinter shares - 26,546,230
Others 1,447,551 2,295,475

27 Presentation of consolidated income statements

AIn the Management Report, and for the purposes of the purposes of calculating financial indicators as EBIT, EBITDA and Underlying EBITDA the consolidated income statement is divided between Direct Income and Indirect Income.

The Indirect Income includes the contribution of Sonae Sierra, net of taxes that result from: (i) valuation of investment properties; (ii) gains (losses) with the sale of financial investments, joint ventures or associates; (iii) impairment losses relating to non-current assets (including Goodwill) and (iv) provisions for assets at risk. Additionally and with regard to the portfolio of Sonae, it includes: (i) impairment of real estate assets for retail, (ii) decreases in Goodwill, (iii) negative Goodwill (net of taxes) related to acquisitions in the financial year, (iv) provisions (net of tax) for possible future liabilities, and impairments related to noncore investments, businesses and discontinued assets (or to be discontinued / repositioned), (v) valuation results based on the methodology "mark-to-market" of other current investments that will be sold or traded in the near future and (vi) other irrelevant issues.

The value of EBITDA and EBIT are calculated in the direct income component, i.e. excluding the indirect contributions.

The reconciliation between the two presentation formats for the consolidated income statement for the periods ended 31 March 2019 and 2018 can be summarized as follows:

31 Mar 2019 31 Mar 2018 Restated
Consolidated Indirect
Income
Direct
Income
Consolidated Indirect
Income
Direct
Income
Turnover 1,460,726,524 - 1,460,726,524 1,341,144,672 - 1,341,144,672
Investment income
Impairment losses 133 - 133 15,900 - 15,900
Others (107,798) - (107,798) 19 - 19
Other income
Provisions for warranty extensions 258,950 - 258,950 1,669,280 - 1,669,280
Impairment losses reversal 771,846 - 771,846 319,739 - 319,739
Others 23,175,245 - 23,175,245 22,327,588 - 22,327,588
Total income 1,484,824,900 - 1,484,824,900 1,365,477,197 - 1,365,477,197
Total expenses (1,378,886,110) - (1,378,886,110) (1,273,392,058) (425,156) (1,272,966,902)
Depreciation and amortisation (78,128,776) - (78,128,776) (71,940,210) - (71,940,210)
Losses on tangible and intangible assets (835,382) - (835,382) (336,356) - (336,356)
Provisions and impairment
Provisions for warranty extensions (132,630) - (132,630) (1,372,153) - (1,372,153)
Others (656,880) - (656,880) (358,780) - (358,780)
Profit before financial results and share of results 26,185,122 - 26,185,122 18,077,641 (425,156) 18,502,797
in associated companies
Non-recurring Profit/(Loss) (438,316) (5,031,033) 4,592,718 (586,365) - (586,365)
Financial profit/(loss) (28,754,579) - (28,754,579) (22,862,195) - (22,862,195)
Share of results in joint ventures and associated
undertakings
Sonae Sierra 16,077,179 549,456 15,527,723 7,674,411 (806,053) 8,480,464
Armilar Venture Funds 121,055 121,055 - (583,972) (583,972) -
ZOPT 9,587,500 - 9,587,500 8,628,770 - 8,628,770
Others 1,572,476 - 1,572,476 (1,882,080) - (1,882,080)
Profit before income tax 24,350,438 (4,360,522) 28,710,960 8,466,210 (1,815,181) 10,281,391
Income tax 2,522,818 (1,739,000) 4,261,818 2,230,335 - 2,230,335
Profit/(Loss) from continuing operations 26,873,256 (6,099,522) 32,972,778 10,696,545 (1,815,181) 12,511,726
Profit/(Loss) from discontinued operations 4,853,025 5,031,033 (178,008) 7,664,969 11,090,755 (3,425,786)
Net profit for the period 31,726,281 (1,068,489) 32,794,770 18,361,514 9,275,574 9,085,940
Attributable to equity holders of Sonae 18,303,821 (1,785,928) 20,089,749 17,188,448 9,275,574 7,912,874
Non-controlling interests 13,422,460 717,439 12,705,021 1,173,066 - 1,173,066
"Underlying" EBITDA (b) 105,034,181 90,818,404
Direct EBITDA (a) 136,136,723 102,033,407
Direct EBIT (c) 57,287,531 29,717,800
  • (a) EBITDA = total direct income total direct expenses reversal of direct impairment losses + share of results in joint ventures and associated undertakings (Sonae Sierra direct results, Zopt and other participated) + provisions for extensions of guarantee + unusual results;
  • (b) "Underlying" EBITDA = EBITDA effect of share result in joint ventures and associated undertakings non-recurrent results;
  • (c) EBIT = EBT financial results dividends;
  • (d) EBT = Direct results before non-controlling interests and taxes;
  • (e) Direct income = Results excluding contributions to indirect results;

(f) Indirect income = Includes Sonae Sierra's results, net of taxes, arising from: (i) investment properties valuations; (ii) capital gains (losses) on the sale of financial investments, joint ventures or associates; (iii) impairment losses for non-current assets (including Goodwill) and; (iv) provision for assets at risk. Additionally and with regard to the portfolio of Sonae, it includes: (i) impairment of real estate assets for retail, (ii) decrease in goodwill, (iii) provisions (net of tax) for possible future liabilities and impairments related with non-core financial investments, businesses, discontinued assets (or be discontinued/ repositioned);(iv) valuation results based on the methodology "mark-to-market" of other current investments that will be sold or traded in the near future and (v) other irrelevant issues.

28 Approval of financial statements

The accompanying consolidated financial statements were approved by the Board of Directors on 14 May 2019.

29 Group companies included in the Consolidated financial statements

Group companies included in the consolidated financial statements, their head offices and percentage of share capital held by Sonae as at 31 March 2019 and 31 December 2018 are as follows:

Percentage of capital held
31 Mar 2019 31 Dec 2018
COMPANY Head Office Direct* Total* Direct* Total*
Sonae - SGPS, S.A. Maia HOLDING HOLDING HOLDING HOLDING
Sonae MC
Amor Bio, Mercado Biológico, Lda a) Lisbon (Portugal) 100.00% 100.00% 100.00% 100.00%
Arat Inmuebles, S.A. a) Madrid (Spain) 100.00% 100.00% 100.00% 100.00%
Arenal Perfumerias S.L.U. a) Lugo (Spain) 100.00% 60.00% - -
Asprela Sociedade Imobiliária, S.A. a) Maia (Portugal) 100.00% 100.00% 100.00% 100.00%
Azulino Imobiliária, S.A. a) Maia (Portugal) 100.00% 100.00% 100.00% 100.00%
BB Food Service, S.A. a) Maia (Portugal) 100.00% 100.00% 100.00% 100.00%
Bertimóvel - Sociedade Imobiliária, S.A. a) Matosinhos (Portugal) 100.00% 100.00% 100.00% 100.00%
Bom Momento - Restauração, S.A. a) Maia (Portugal) 100.00% 100.00% 100.00% 100.00%
Brio - Produtos de Agricultura Biológica, S.A. a) Matosinhos (Portugal) 100.00% 100.00% 100.00% 100.00%
Canasta - Empreendimentos Imobiliários, S.A. a) Maia (Portugal) 100.00% 100.00% 100.00% 100.00%
Chão Verde - Sociedade de Gestão Imobiliária, S.A. a) Maia (Portugal) 100.00% 100.00% 100.00% 100.00%
Citorres - Sociedade Imobiliária, S.A. a) Maia (Portugal) 100.00% 100.00% 100.00% 100.00%
Contimobe - Imobiliária de Castelo de Paiva, S.A. a) Castelo de Paiva
(Portugal)
100.00% 100.00% 100.00% 100.00%
Continente Hipermercados, S.A. a) Oeiras (Portugal) 100.00% 100.00% 100.00% 100.00%
Cumulativa - Sociedade Imobiliária, S.A. a) Maia (Portugal) 100.00% 100.00% 100.00% 100.00%
Elergone Energias, Lda a) Matosinhos (Portugal) 75.00% 75.00% 75.00% 75.00%
Farmácia Selecção, S.A. a) Matosinhos (Portugal) 100.00% 100.00% 100.00% 100.00%
Fozimo - Sociedade Imobiliária, S.A. a) Maia (Portugal) 100.00% 100.00% 100.00% 100.00%
Fundo de Investimento Imobiliário Fechado Imosede a) Maia (Portugal) 100.00% 100.00% 100.00% 100.00%
Fundo de Investimento Imobiliário Imosonae Dois a) Maia (Portugal) 98.00% 98.00% 98.00% 98.00%
Go Well – Promoção de Eventos, Caterings e
Consultoria, S.A.
a) Lisbon (Portugal) 51.00% 51.00% 51.00% 51.00%
Igimo – Sociedade Imobiliária, S.A. a) Maia (Portugal) 100.00% 100.00% 100.00% 100.00%
Iginha – Sociedade Imobiliária, S.A. a) Matosinhos (Portugal) 100.00% 100.00% 100.00% 100.00%
Imoestrutura – Sociedade Imobiliária, S.A. a) Maia (Portugal) 100.00% 100.00% 100.00% 100.00%
Imomuro – Sociedade Imobiliária, S.A. a) Matosinhos (Portugal) 100.00% 100.00% 100.00% 100.00%
Imoresultado – Sociedade Imobiliária, S.A. a) Maia (Portugal) 100.00% 100.00% 100.00% 100.00%
Imosistema – Sociedade Imobiliária, S.A. a) Maia (Portugal) 100.00% 100.00% 100.00% 100.00%
Make Notes Design, Lda a) Maia (Portugal) 100.00% 100.00% 100.00% 100.00%
Marcas MC, zRT a) Budapest (Hungary) 100.00% 100.00% 100.00% 100.00%
MCCARE – Serviços de Saúde, S.A. a) Matosinhos (Portugal) 100.00% 100.00% 100.00% 100.00%
MJLF - Empreendimentos Imobiliários, S.A. a) Maia (Portugal) 100.00% 100.00% 100.00% 100.00%
Modelo - Distribuição de Materiais de Construção,
S.A.
b) Maia (Portugal) 50.00% 50.00% 50.00% 50.00%
Modelo Continente Hipermercados, S.A. a) Matosinhos (Portugal) 100.00% 100.00% 100.00% 100.00%
Modelo Continente International Trade, S.A. a) Madrid (Spain) 100.00% 100.00% 100.00% 100.00%
Modelo Continente SGPS, S.A. a) Matosinhos (Portugal) 100.00% 100.00% 100.00% 100.00%
Modelo Hiper Imobiliária, S.A. a) Maia (Portugal) 100.00% 100.00% 100.00% 100.00%
Pharmaconcept – Actividades em Saúde, S.A. a) Matosinhos (Portugal) 100.00% 100.00% 100.00% 100.00%
Pharmacontinente - Saúde e Higiene, S.A. a) Matosinhos (Portugal) 100.00% 100.00% 100.00% 100.00%
Ponto de Chegada – Sociedade Imobiliária, S.A. a) Maia (Portugal) 100.00% 100.00% 100.00% 100.00%
Predicomercial - Promoção Imobiliária, S.A. a) Maia (Portugal) 100.00% 100.00% 100.00% 100.00%
Predilugar- Promoção Imobiliária, S.A. a) Maia (Portugal) 100.00% 100.00% 100.00% 100.00%
SCBRASIL Participações, Ltda a) São Paulo (Brazil) 100.00% 100.00% 100.00% 100.00%
Selifa - Empreendimentos Imobiliários de Fafe, S.A. a) Maia (Portugal) 100.00% 100.00% 100.00% 100.00%
Sempre à Mão - Sociedade Imobiliária, S.A. a) Matosinhos (Portugal) 100.00% 100.00% 100.00% 100.00%
Sesagest - Proj.Gestão Imobiliária, S.A. a) Porto (Portugal) 100.00% 100.00% 100.00% 100.00%
SIAL Participações, Ltda a) São Paulo (Brazil) 100.00% 100.00% 100.00% 100.00%
SK – Skin Health Cosmetics a) Oeiras (Portugal) 100.00% 100.00% 100.00% 100.00%
Socijofra - Sociedade Imobiliária, S.A. a) Gondomar (Portugal) 100.00% 100.00% 100.00% 100.00%
Sociloures - Sociedade Imobiliária, S.A. a) Matosinhos (Portugal) 100.00% 100.00% 100.00% 100.00%
Soflorin, B.V. a) Amsterdam
(Netherlands)
100.00% 100.00% 100.00% 100.00%
Sonae MC – Serviços Partilhados, S.A. a) Maia (Portugal) 100.00% 100.00% 100.00% 100.00%
Sonae MC S2 Africa Limited a) La Valletta (Malta) 100.00% 100.00% 100.00% 100.00%
Sonae MC, SGPS, S.A. a) Matosinhos (Portugal) 100.00% 100.00% 100.00% 100.00%
Sonaerp - Retail Properties, S.A. a) Porto (Portugal) 100.00% 100.00% 100.00% 100.00%
Sondis Imobiliária, S.A. a) Maia (Portugal) 100.00% 100.00% 100.00% 100.00%
Sonvecap, B.V. a) Amsterdam
(Netherlands)
100.00% 100.00% 100.00% 100.00%
1) Tomenider, S.L. a) Lugo (Spain) 60.00% 60.00% - -
Valor N, S.A. a) Matosinhos (Portugal) 100.00% 100.00% 100.00% 100.00%
Worten
HighDome PCC Limited (Cell Europe) a) La Valletta (Malta) 100.00% 100.00% 100.00% 100.00%
Infofield – Informática, S.A. a) Maia (Portugal) 100.00% 100.00% 100.00% 100.00%
2) Worten Malta Holding Limited a) La Valletta (Malta) 100.00% 100.00% 100.00% 100.00%
Worten Canárias, SL a) Tenerife (Spain) 60.00% 60.00% 60.00% 60.00%
Worten - Equipamento para o Lar, S.A. a) Matosinhos (Portugal) 100.00% 100.00% 100.00% 100.00%
Worten España Distribución, S.L. a) Madrid (Spain) 100.00% 100.00% 100.00% 100.00%
Worten International Trade, S.A. a) Madrid (Spain) 100.00% 100.00% 100.00% 100.00%
Wrt Business – Distribuição de Eletrodomésticos,
Eletrónica e Informática, S.A.
a) Matosinhos (Portugal) 100.00% 100.00% 100.00% 100.00%
Sonae Fashion
Bright Brands SportsGoods, S.A. a) Matosinhos (Portugal) 100.00% 100.00% 100.00% 100.00%
Comercial Losan, S.L.U. a) Zaragoza (Spain) 100.00% 100.00% 100.00% 100.00%
Fashion Division, S.A. a) Maia (Portugal) 100.00% 100.00% 100.00% 100.00%
Fashion Division Canárias, SL a) Tenerife (Spain) 100.00% 100.00% 100.00% 100.00%
Fashion International Trade, S.A. a) Madrid (Spain) 100.00% 100.00% 100.00% 100.00%
Irmãos Vila Nova, S.A. b) Vila Nova de Famalicão
(Portugal)
100.00% 50.00% 100.00% 50.00%
Irmãos Vila Nova III - Imobiliária, S.A. b) Vila Nova de Famalicão
(Portugal)
100.00% 50.00% 100.00% 50.00%
IVN – Serviços Partilhados, S.A. b) Vila Nova de Famalicão
(Portugal)
50.00% 50.00% 50.00% 50.00%
IVN Asia Limited b) Hong Kong (China) 100.00% 50.00% 100.00% 50.00%
Losan Colombia, S.A.S a) Bogota (Colombia) 100.00% 100.00% 100.00% 100.00%
Losan Overseas Textile, S.L. a) Zaragoza (Spain) 100.00% 100.00% 100.00% 100.00%
Losan Rusia a) Moscow (Russia) 100.00% 100.00% 100.00% 100.00%
3) Losan Tekstil Urunleri V e Dis Ticaret, L.S. a) Istanbul (Turkey) 100.00% 100.00% 100.00% 100.00%
Modalfa - Comércio e Serviços, S.A. a) Maia (Portugal) 100.00% 100.00% 100.00% 100.00%
Modalfa Canarias, SL a) Tenerife (Spain) 60.00% 30.00% 60.00% 30.00%
Modalloop - Vestuário e Calçado, S.A. a) Matosinhos (Portugal) 100.00% 100.00% 100.00% 100.00%
Salsa Canarias b) Tenerife (Spain) 60.00% 30.00% 60.00% 30.00%
Salsa DE Gmbh b) Dusseldorf (Germany) 100.00% 50.00% 100.00% 50.00%
Salsa Distribution USA LLC b) New York (USA) 100.00% 50.00% 100.00% 50.00%
Salsa France, S.A.R.L. b) Paris (France) 100.00% 50.00% 100.00% 50.00%
Salsa Luxembourg, Sàrl b) Luxembourg 100.00% 50.00% 100.00% 50.00%
SLS Salsa – Comércio e Difusão de Vestuário, S.A. b) Vila Nova de Famalicão
(Portugal)
100.00% 50.00% 100.00% 50.00%
SLS Salsa España – Comercio y Difusión de Vestuario,
S.A.U.
b) Pontevedra (Spain) 100.00% 50.00% 100.00% 50.00%
3) Sport Zone spor malz.per.satis ith.ve tic.ltd.sti a) Istanbul (Turkey) 100.00% 100.00% 100.00% 100.00%
Têxtil do Marco, S.A. a) Marco de Canaveses
(Portugal)
92.76% 92.76% 92.76% 92.76%
Usebti Textile México S.A. de C.V. a) City of
Mexico (Mexico)
100.00% 100.00% 100.00% 100.00%
Zippy - Comércio e Distribuição, S.A. a) Matosinhos (Portugal) 100.00% 100.00% 100.00% 100.00%
Zippy - Comércio Y Distribución, S.A. a) Madrid (Spain) 100.00% 100.00% 100.00% 100.00%
3) Zippy cocuk malz.dag.ith.ve tic.ltd.sti a) Istanbul (Turkey) 100.00% 100.00% 100.00% 100.00%
Sonae IM
Bright Development Studio, S.A. a) Lisbon (Portugal) 100.00% 89.97% 100.00% 89.97%
Bright Ventures Capital SCR, S.A. a) Lisbon (Portugal) 100.00% 89.97% 100.00% 89.97%
Cape Technologies Limited a) Dublin (Ireland) 100.00% 89.97% 100.00% 89.97%
Digitmarket - Sistemas de Informação, S.A. a) Maia (Portugal) 75.00% 67.47% 75.00% 67.47%
Excellium Group, S.A. a) Contem (Luxembourg) 59.20% 53.26% 59.20% 53.26%
Excellium Services, S.A. a) Contem (Luxembourg) 59.20% 53.26% 59.20% 53.26%
Excellium Services Belgium, S.A. a) Wavre (Belgium) 59.20% 53.26% 59.20% 53.26%
Excellium Factory SARL a) Raouad Ariana (Tunisia) 59.20% 53.26% 59.20% 53.26%
Fundo Bright Vector I a) Lisbon (Portugal) 50.13% 45.10% 50.13% 45.10%
Inovretail, S.A. a) Porto (Portugal) 100.00% 89.97% 100.00% 89.97%
Inovretail España, S.L. a) Madrid (Spain) 100.00% 89.97% 100.00% 89.97%
Mxtel SA de CV a) City of
Mexico (Mexico)
99.93% 72.78% 99.93% 72.78%
Nextel, S.A. a) Bilbao (Spain) 100.00% 72.73% 100.00% 72.73%
Praesidium Services Limited a) Berkshire (U.K.) 100.00% 89.97% 100.00% 89.97%
S21SEC Portugal – Cybersecurity and Intelligence
Services, S.A.
a) Maia (Portugal) 100.00% 72.78% 100.00% 72.78%
S21 Sec Brasil, Ltda a) São Paulo (Brazil) 99.99% 72.78% 99.99% 72.78%
S21 Sec Gestion, S.A. a) Navarra (Spain) 80.90% 72.78% 80.90% 72.78%
S21 Sec Information Security Labs, S.L. a) Navarra (Spain) 100.00% 72.78% 100.00% 72.78%
S21 Sec, S.A. de CV a) City of
Mexico (Mexico)
100.00% 72.78% 100.00% 72.78%
4) Saphety – Transacciones Electronicas SAS a) Bogota (Colombia) - - 100.00% 78.27%
4) Saphety Brasil Transações Electrônicas Lda a) São Paulo (Brazil) - - 100.00% 78.27%
4) Saphety Level - Trusted Services, S.A. a) Maia (Portugal) - - 86.99% 78.27%
Sonaecom-Cyber Security and Int., SGPS, S.A. a) Maia (Portugal) 100.00% 89.97% 100.00% 89.97%
Sonaecom - Serviços Partilhados, S.A. a) Maia (Portugal) 100.00% 89.97% 100.00% 89.97%
Sonaecom, SGPS, S.A. a) Maia (Portugal) 90.15% 89.97% 90.15% 89.97%
Sonae Investment Management - Software and
Technology, SGPS, S.A.
a) Maia (Portugal) 100.00% 89.97% 100.00% 89.97%
Taikai, Ltda a) Porto (Portugal) 99.01% 89.08% 99.01% 89.08%
Tecnológica Telecomunicações, Ltda a) Rio de Janeiro (Brazil) 99.99% 89.87% 99.99% 89.87%
We Do Brasil Soluções Informáticas, Ltda a) Rio de Janeiro (Brazil) 99.91% 89.88% 99.91% 89.88%
We Do Consulting - Sistemas de Informação, S.A. a) Maia (Portugal) 100.00% 89.97% 100.00% 89.97%
WE DO Technologies España, SL a) Madrid (Spain) 100.00% 89.97% 100.00% 89.97%
We Do Technologies (UK) Limited a) Berkshire (U.K.) 100.00% 89.97% 100.00% 89.97%
We Do Technologies Americas, Inc. a) Delaware
(USA)
100.00% 89.97% 100.00% 89.97%
We Do Technologies Australia PTY Limited a) Sydney (Australia) 100.00% 89.97% 100.00% 89.97%
We Do Technologies Egypt Limited Liability Company a) Cairo (Egypt) 100.00% 89.97% 100.00% 89.97%
We Do Technologies Mexico S. de RL a) City of
Mexico (Mexico)
100.00% 89.97% 100.00% 89.97%
We Do Tecnhologies B.V. a) Amsterdam
(Netherlands)
100.00% 89.97% 100.00% 89.97%
Sonae FS
SFS Gestão e Consultoria, S.A. a) Maia (Portugal 100.00% 100.00% 100.00% 100.00%
Sonae Financial Services, S.A. a) Maia (Portugal) 100.00% 100.00% 100.00% 100.00%
Sonae Sierra
ARP Alverca Retail Park, S.A. a) Maia (Portugal) 100.00% 70.00% 100.00% 70.00%
Axnae Spain Holdings, S.L. a) Madrid (Spain) 100.00% 70.00% 100.00% 70.00%
Cascaishopping-Centro Comercial, S.A. a) Maia (Portugal) 100.00% 40.07% 100.00% 40.07%
CCCB Caldas da Rainha - Centro Comercial, S.A. a) Maia (Portugal) 100.00% 70.00% 100.00% 70.00%
Coimbrashopping- Centro Comercial, S.A. a) Maia (Portugal) 100.00% 35.07% 100.00% 35.07%
Dos Mares - Shopping Centre B.V. a) Amsterdam
(Netherlands)
100.00% 35.07% 100.00% 35.07%
Dos Mares-Shopping Centre, S.A. a) Madrid (Spain) 100.00% 35.07% 100.00% 35.07%
Gli Orsi Shopping Centre 1 Srl a) Milan (Italy) 100.00% 70.00% 100.00% 70.00%
Iberian Holdings Spain, S.L. a) Madrid (Spain) 100.00% 70.00% 100.00% 70.00%
Ioannina Development of Shopping Centres, S.A. a) Athens (Greece) 100.00% 70.00% 100.00% 70.00%
Land Retail B.V. a) Amsterdam
(Netherlands)
100.00% 35.07% 100.00% 35.07%
Microcom Doi, Srl a) Bucharest (Romania) 100.00% 70.00% 100.00% 50.00%
Paracentro - Gestão de Galerias Comerciais, S.A. a) Maia (Portugal) 100.00% 70.00% 100.00% 50.00%
Parklake Business Centre Srl a) Bucharest (Romania) 100.00% 70.00% 100.00% 70.00%
Parklake Shopping, S.A. a) Bucharest (Romania) 100.00% 70.00% 100.00% 70.00%
Parque de Famalicão - Empreendimentos
Imobiliários, S.A.
a) Maia (Portugal) 100.00% 70.00% 100.00% 70.00%
Plaza Eboli – Centro Comercial S.A. a) Madrid (Spain) 100.00% 70.00% 100.00% 70.00%
Plaza Mayor Parque de Ócio B.V. a) Amsterdam
(Netherlands)
100.00% 35.07% 100.00% 35.07%
5) Plaza Mayor Parque de Ócio, S.A. a) Madrid (Spain) - - 100.00% 35.07%
Plaza Mayor Shopping, S.A. a) Madrid (Spain) 100.00% 35.07% 100.00% 35.07%
Plenerg Srl a) Bucharest (Romania) 100.00% 70.00% 100.00% 70.00%
Project Sierra 10 B.V. a) Amsterdam
(Netherlands)
100.00% 70.00% 100.00% 70.00%
Project Sierra 11 B.V. a) Amsterdam
(Netherlands)
100.00% 70.00% 100.00% 70.00%
Project Sierra 12 B.V. a) Amsterdam
(Netherlands)
100.00% 70.00% 100.00% 70.00%
Project Sierra 2 B.V. a) Amsterdam
(Netherlands)
100.00% 70.00% 100.00% 70.00%
Project Sierra Cúcuta B.V. a) Amsterdam
(Netherlands)
100.00% 70.00% 100.00% 70.00%
Project Sierra Four, Srl a) Bucharest (Romania) 100.00% 70.00% 100.00% 70.00%
Project Sierra Germany 4 (four) - Shopping Centre,
GmbH
a) Dusseldorf (Germany) 100.00% 70.00% 100.00% 70.00%
Project Sierra Spain 1 B.V. a) Amsterdam
(Netherlands)
100.00% 70.00% 100.00% 70.00%
Project Sierra Spain 2- Centro Comercial S.A. a) Madrid (Spain) 100.00% 70.00% 100.00% 70.00%
River Plaza B.V. a) Amsterdam
(Netherlands)
100.00% 70.00% 100.00% 70.00%
Shopping Centre Parque Principado B.V. a) Amsterdam
(Netherlands)
100.00% 35.07% 100.00% 35.07%
6) Sierra Berlin Holding B.V. a) Amsterdam
(Netherlands)
- - 100.00% 70.00%
Sierra Developments Holding B.V. a) Amsterdam
(Netherlands)
100.00% 70.00% 100.00% 70.00%
Sierra Developments, SGPS, S.A. a) Maia (Portugal) 100.00% 70.00% 100.00% 70.00%
Sierra European Retail Real Estate Assets Holdings
B.V.
a) Amsterdam
(Netherlands)
50.10% 35.07% 50.10% 35.07%
Sierra Germany GmbH a) Dusseldorf (Germany) 100.00% 70.00% 100.00% 70.00%
Sierra GP Limited a) Guernesey (U.K.) 100.00% 70.00% 100.00% 70.00%
Sierra Investments (Holland) 1 B.V. a) Amsterdam
(Netherlands)
100.00% 70.00% 100.00% 70.00%
Sierra Investments (Holland) 2 B.V. a) Amsterdam
(Netherlands)
100.00% 70.00% 100.00% 70.00%
Sierra Investments Holdings B.V. a) Amsterdam
(Netherlands)
100.00% 70.00% 100.00% 70.00%
Sierra Investments SGPS, S.A. a) Maia (Portugal) 100.00% 70.00% 100.00% 70.00%
Sierra Italy Srl a) Milan (Italy) 100.00% 70.00% 100.00% 70.00%
Sierra Management, SGPS, S.A. a) Maia (Portugal) 100.00% 70.00% 100.00% 70.00%
Sierra Maroc, SARL a) Casablanca (Morocco) 100.00% 70.00% 100.00% 70.00%
Sierra Maroc Services, SARL a) Casablanca (Morocco) 100.00% 70.00% 100.00% 70.00%
Sierra Parma Project B.V. a) Amsterdam 100.00% 70.00% 100.00% 70.00%

(Netherlands)

Sierra Portugal, S.A. a) Lisbon (Portugal) 100.00% 70.00% 100.00% 70.00%
Sierra Project Nürnberg B.V. a) Amsterdam
(Netherlands)
100.00% 70.00% 100.00% 70.00%
Sierra Real Estate Greece B.V. a) Amsterdam
(Netherlands)
100.00% 70.00% 100.00% 70.00%
Sierra Retail Ventures B.V. a) Amsterdam
(Netherlands)
100.00% 70.00% 100.00% 70.00%
Sierra Romania Shopping Centers Services, SRL a) Bucharest (Romania) 100.00% 70.00% 100.00% 70.00%
Sierra Services Holland B.V. a) Amsterdam
(Netherlands)
100.00% 70.00% 100.00% 70.00%
Sierra Solingen Holding GmbH a) Dusseldorf (Germany) 100.00% 70.00% 100.00% 70.00%
Sierra Spain Malaga Holdings, S.L. a) Madrid (Spain) 100.00% 70.00% 100.00% 70.00%
Sierra Spain, Shopping Centers Services, S.A. a) Madrid (Spain) 100.00% 70.00% 100.00% 70.00%
Sierra Turkey Gayrimenkul Yönetim Pazarlama ve
Danışmanlık Anonim Şirket
a) Istanbul (Turkey) 100.00% 70.00% 100.00% 70.00%
Sierra Zenata Project B.V. a) Amsterdam
(Netherlands)
100.00% 70.00% 100.00% 70.00%
Sonae Sierra, SGPS, S.A. a) Maia (Portugal) 70.00% 70.00% 70.00% 70.00%
SPF - Sierra Portugal a) Luxembourg 100.00% 70.00% 100.00% 70.00%
Weiterstadt Shopping B.V. a) Amsterdam
(Netherlands)
100.00% 70.00% 100.00% 70.00%
Other
Libra Serviços, Lda a) Funchal (Portugal) 100.00% 100.00% 100.00% 100.00%
Halfdozen Real Estate, S.A. a) Maia (Portugal) 100.00% 100.00% 100.00% 100.00%
PCJ-Público, Comunicação e Jornalismo, S.A. a) Maia (Portugal) 100.00% 89.97% 100.00% 89.97%
Público - Comunicação Social, S.A. a) Porto (Portugal) 100.00% 89.97% 100.00% 89.97%
Sonae Corporate, S.A. a) Matosinhos (Portugal) 100.00% 100.00% 100.00% 100.00%
Sonae Investments, B.V. a) Amsterdam
(Netherlands)
100.00% 100.00% 100.00% 100.00%
Sonaecenter Serviços, S.A. a) Maia (Portugal) 100.00% 100.00% 100.00% 100.00%
Sonaegest-Soc.Gest.Fundos Investimentos, S.A. a) Maia (Portugal) 100.00% 94.00% 100.00% 94.00%
Sonae RE, S.A. a) Luxembourg 99.92% 99.92% 99.92% 99.92%
Sontel, B.V. a) Amsterdam
(Netherlands)
100.00% 100.00% 100.00% 100.00%
SONAESR – Serviços e Logística, S.A. a) Matosinhos (Portugal) 100.00% 100.00% 100.00% 100.00%

*the percentage of capital held "Total" is the total percentage of interest held by the parent company's shareholders; the percentage of capital held "Direct" corresponds to the percentage that subsidiary(s) which hold(s) a participation, hold(s) this participation directly in the share capital of that company.

a) Control held by majority of voting rights which gives power of relevant activities;

b)Control held by majority of Board members;

1) Company acquired during the period;

  • 2) Ex- Sonae SR Malta Holding Limited;
  • 3) Company in liquidation process reason why it is classified in discontinued operations in the period;
  • 4) Company sold during the period;
  • 5) Company merged in Plaza Mayor Shopping, S.A.;
  • 6) Company merged in Sierra Investments Holdings B.V..

These entities are consolidated using the full consolidation method.

30 Joint ventures and associates included in the Consolidated financial statement

Joint ventures and associates, their head offices and percentage of share capital held by Sonae as at 31 March 2019 and 31 December 2018 are as follows:

30.1 Joint ventures

Percentage of capital held
31 Mar 2019 31 Dec 2018
COMPANY Head Office Direct* Total* Direct* Total*
Sonae MC
Sohi Meat Solutions – Distribuição de Carnes, S.A. Santarém (Portugal) 50.00% 50.00% 50.00% 50.00%
Sonae Sierra
3shoppings - Holding, SGPS, S.A. Maia (Portugal) 20.00% 14.00% 20.00% 14.00%
8ª Avenida Centro Comercial, S.A. Maia (Portugal) 100.00% 15.75% 100.00% 15.75%
Aegean Park Constructions Real Estate and Development, S.A. Athens (Greece) 100.00% 35.00% 100.00% 35.00%
ALBCC – Albufeirashopping – Centro Comercial, S.A. Maia (Portugal) 100.00% 15.75% 100.00% 15.75%
ALBRP Albufeira Retail Park, Lda Maia (Portugal) 100.00% 7.00% 100.00% 7.00%
Albufeira RP (Luxembourg) 1, SARL Luxembourg 100.00% 7.00% 100.00% 7.00%
Albufeira RP (Luxembourg) 2, SARL Luxembourg 100.00% 7.00% 100.00% 7.00%
ALEXA Asset GmbH & Co, KG Dusseldorf (Germany) 9.00% 6.30% 9.00% 4.50%
Algarveshopping - Centro Comercial, S.A. Maia (Portugal) 100.00% 7.00% 100.00% 7.00%
Area Sur Shopping, SL Madrid (Spain) 15.00% 10.50% 15.00% 10.50%
Cascaishopping - Centro Comercial, S.A. Maia (Portugal) 100.00% 40.07% 100.00% 40.07%
Centro Colombo - Centro Comercial, S.A. Maia (Portugal) 100.00% 17.54% 100.00% 17.54%
Centro Vasco da Gama - Centro Comercial, S.A. Maia (Portugal) 100.00% 17.54% 100.00% 17.54%
DOC Malaga Holdings S.L. Madrid (Spain) 50.00% 17.54% 50.00% 17.54%
DOC Malaga SITECO S.L.U. Madrid (Spain) 100.00% 17.54% 100.00% 17.54%
Freccia Rossa - Shopping Centre, Srl Milan (Italy) 50.00% 35.00% 50.00% 35.00%
Fundo de Investimento Imobiliário Parque Dom Pedro
Shopping Center
Rio de Janeiro (Brazil) 58.07% 14.48% 58.07% 14.48%
Fundo de Investimento Imobiliário Shopping Parque Dom
Pedro
Rio de Janeiro (Brazil) 87.61% 22.09% 87.61% 22.09%
Gaiashopping I - Centro Comercial, S.A. Maia (Portugal) 100.00% 17.54% 100.00% 17.54%
Gaiashopping II - Centro Comercial, S.A. Maia (Portugal) 100.00% 17.54% 100.00% 17.54%
Harvey Dos Iberica, SL Madrid (Spain) 50.00% 17.54% 50.00% 17.54%
Iberian Assets, S.A. Madrid (Spain) 50.00% 17.54% 50.00% 17.54%
Larissa Development of Shopping Centres, S.A. Athens (Greece) 100.00% 35.00% 100.00% 35.00%
Madeirashopping - Centro Comercial, S.A. Funchal (Portugal) 50.00% 17.54% 50.00% 17.54%
Norte Shopping Retail and Leisure Centre, B.V. Amsterdam (Netherlands) 50.00% 17.54% 50.00% 17.54%
Norteshopping - Centro Comercial, S.A. Maia (Portugal) 100.00% 17.54% 100.00% 17.54%
Pantheon Plaza B.V. Amsterdam (Netherlands) 50.00% 35.00% 50.00% 35.00%
Park Avenue Developement of Shopping Centers, S.A. Atenas (Grécia) 50.00% 35.00% 50.00% 35.00%
Parque Atlântico Shopping - Centro Comercial, S.A. Ponta Delgada (Portugal) 50.00% 17.54% 50.00% 17.54%
Parque D. Pedro 1, B.V. SARL Luxembourg 100.00% 35.00% 100.00% 35.00%
Pátio Boavista Shopping, Ltda São Paulo (Brazil) 100.00% 23.33% 100.00% 23.33%
Pátio Londrina Empreendimentos e Participações, Ltda São Paulo (Brazil) 100.00% 23.33% 100.00% 23.33%
Pátio São Bernardo Shopping Ltda São Paulo (Brazil) 100.00% 23.33% 100.00% 23.33%
Pátio Sertório Shopping, Ltda Manaus (Brazil) 100.00% 23.33% 100.00% 23.33%
Pátio Uberlândia Shopping, Ltda São Paulo (Brazil) 100.00% 23.33% 100.00% 23.33%
Proyecto Cúcuta S.A.S Santiago de Cali (Colombia) 50.00% 35.00% 50.00% 35.00%
SC Aegean, B.V. Amsterdam (Netherlands) 50.00% 35.00% 50.00% 35.00%
Shopping Centre Colombo Holding, B.V. Amsterdam (Netherlands) 50.00% 17.54% 50.00% 17.54%
Shopping Centre Parque Principado, B.V. Amesterdão (Holanda) 100.00% 35.07% 100.00% 35.07%
1) Sierra Balmain Asset Management sp. z o.o. Warsaw (Poland) 50.00% 35.00% - -
Sierra Brazil 1, B.V. Amsterdam (Netherlands) 100.00% 35.00% 100.00% 35.00%
Sierra Central, S.A.S. Santiago de Cali (Colombia) 50.00% 35.00% 50.00% 35.00%
Sierra Investimentos Brasil Ltda São Paulo (Brazil) 100.00% 23.33% 100.00% 23.33%
Solingen Shopping Center GmbH Dusseldorf (Germany) 50.00% 35.00% 50.00% 35.00%
Sonae Sierra Brasil, S.A. São Paulo (Brazil) 66.65% 23.33% 66.65% 23.33%
Sonae Sierra Brazil, B.V. SARL Luxembourg 50.00% 35.00% 50.00% 35.00%
Unishopping Consultoria Imobiliária, Ltda São Paulo (Brazil) 100.00% 23.33% 100.00% 23.33%
VdG Holding B.V. Amsterdam (Netherlands) 50.00% 17.54% 50.00% 17.54%
Via Catarina - Centro Comercial, S.A. Maia (Portugal) 50.00% 17.54% 50.00% 17.54%
ZOPT (NOS)
Big Picture 2 Films, S.A. Oeiras (Portugal) 20.00% 4.69% 20.00% 4.69%
Big Picture Films, SL Madrid (Spain) 100.00% 4.69% 100.00% 4.69%
Dreamia Holding B.V. Amsterdam (Netherlands) 50.00% 11.73% 50.00% 11.73%
Dreamia Serviços de Televisão, S.A. Lisbon (Portugal) 100.00% 11.73% 100.00% 11.73%
Empracine

Empresa
Promotora
de
Atividades
Cinematográficas, Lda
Lisbon (Portugal) 100.00% 23.46% 100.00% 23.46%
FINSTAR – Sociedade de Investimentos e Participações, S.A. Luanda (Angola) 30.00% 7.04% 30.00% 7.04%
Lusomundo – Sociedade de Investimentos Imobiliários, SGPS,
S.A.
Lisbon (Portugal) 99.87% 23.43% 99.87% 23.43%
Lusomundo Imobiliária 2, S.A. Lisbon (Portugal) 99.87% 23.43% 99.87% 23.43%
Lusomundo Moçambique, Lda Maputo (Mozambique) 100.00% 23.46% 100.00% 23.46%
MSTAR, S.A. Maputo (Mozambique) 30.00% 7.04% 30.00% 7.04%
NOS Açores Comunicações, S.A. Ponta Delgada (Portugal) 83.82% 19.66% 83.82% 19.66%
NOS Communications Sàrl Luxembourg 100.00% 23.46% 100.00% 23.46%
NOS Comunicações, S.A. Lisbon (Portugal) 100.00% 23.46% 100.00% 23.46%
NOS Inovação, S.A. Matosinhos (Portugal) 100.00% 23.46% 100.00% 23.46%
NOS Internacional, SGPS, S.A. Lisbon (Portugal) 100.00% 23.46% 100.00% 23.46%
NOS Lusomundo Audiovisuais, S.A. Lisbon (Portugal) 100.00% 23.46% 100.00% 23.46%
NOS Lusomundo Cinemas, S.A. Lisbon (Portugal) 100.00% 23.46% 100.00% 23.46%
NOS Lusomundo TV, Lda Lisbon (Portugal) 100.00% 23.46% 100.00% 23.46%
NOS Madeira Comunicações, S.A. Funchal (Portugal) 77.95% 18.29% 77.95% 18.29%
NOS SGPS, S.A. Lisbon (Portugal) 52.15% 23.46% 52.15% 23.46%
NOS Sistemas España, SL Madrid (Spain) 100.00% 23.46% 100.00% 23.46%
NOS Sistemas, S.A. Maia (Portugal) 100.00% 23.46% 100.00% 23.46%
NOSPUB – Publicidade e Conteúdos, S.A. Lisbon (Portugal) 100.00% 23.46% 100.00% 23.46%
NOS Tecnhology – Concepção Construção e Gestão de Redes
de Comunicação, S.A.
Matosinhos (Portugal) 100.00% 23.46% 100.00% 23.46%
NOS Towering – Gestão de Torres de Telecomunicações, S.A. Maia (Portugal) 100.00% 23.46% 100.00% 23.46%
Per-Mar – Sociedade de Construções, S.A. Maia (Portugal) 100.00% 23.46% 100.00% 23.46%
Sontária – Empreendimentos Imobiliários, S.A. Maia (Portugal) 100.00% 23.46% 100.00% 23.46%
Sport TV Portugal, S.A. Lisbon (Portugal) 25.00% 5.86% 25.00% 5.86%
Teliz Holding, B.V. Amstelveen (Netherlands) 100.00% 23.46% 100.00% 23.46%
Upstar Comunicações, S.A. Vendas Novas (Portugal) 30.00% 7.04% 30.00% 7.04%
ZAP Cinemas, S.A. Luanda (Angola) 100.00% 7.04% 100.00% 7.04%
ZAP Media, S.A. Luanda (Angola) 100.00% 7.04% 100.00% 7.04%
ZAP Publishing, S.A. Luanda (Angola) 100.00% 7.04% 100.00% 7.04%
ZOPT, SGPS, S.A. Porto (Portugal) 50.00% 44.99% 50.00% 44.99%
Sonae IM
Intelligent Big Data, SL Gipuzcoa (Spain) 50.00% 36.39% 50.00% 44.99%
Sonae FS
838 Soluções, Ltda São Paulo (Brazil) 51.00% 25.50% 51.00% 25.50%
Accive Insurance – Corretor de Seguros, S.A. Porto (Portugal) 70.00% 35.00% 70.00% 35.00%
1) Bens Consultoria Ltda Rio de Janeiro (Brazil) 100,00% 50,00% - -
Brokerslink Management AG Zug (Switzerland) 20.00% 10.00% 20.00% 10.00%
BUZZEE Insure, Lda Porto (Portugal) 100.00% 50.00% 100.00% 50.00%
1) Duobens – Corretora de Seguros Ltda Rio de Janeiro (Brazil) 100.00% 50.00% - -
Filhet Allard EspañaCorreduria de Seguros S.L. Madrid (Spain) 35.00% 17.50% 35.00% 17.50%
Flexben, Lda Porto (Portugal) 45.00% 22.50% 45.00% 22.50%
Herco Consultoria de Risco e Corretora de Seguros, Ltda Santa Catarina (Brazil) 100.00% 50.00% 100.00% 50.00%
Herco, Consultoria de Risco, S.A. Maia (Portugal) 100.00% 50.00% 100.00% 50.00%
HighDome PCC Limited La Valletta (Malta) 100.00% 50.00% 100.00% 50.00%
Iberosegur – Sociedade Ibérica de Mediação de Seguros, Lda Porto (Portugal) 60.00% 30.00% 60.00% 30.00%
ISEM – Corretora de seguros e resseguros, S.A. Lisboa (Portugal) 50.00% 25.00% 50.00% 25.00%
Larim Corretora de Resseguros Ltda Rio de Janeiro (Brazil) 99.99% 50.00% 99.99% 50.00%
Lazam/mds Correctora Ltda São Paulo (Brazil) 100.00% 50.00% 100.00% 50.00%
MDS África, SGPS, S.A. Porto (Portugal) 50.00% 25.00% 50.00% 25.00%
MDS - Corretor de Seguros, S.A. Porto (Portugal) 100.00% 50.00% 100.00% 50.00%
MDS Auto - Mediação de Seguros, S.A. Porto (Portugal) 50.01% 25.00% 50.01% 25.00%
MDS Link Solutions, Lda Porto (Portugal) 50.00% 25.00% 50.00% 25.00%
MDS Malta Holding Limited La Valletta (Malta) 100.00% 50.00% 100.00% 50.00%
MDS MG Corretora e Administradora de Seguros, Ltda Minas Gerais (Brazil) 50.00% 25.00% 50.00% 25.00%
MDS Partners Corretor de Seguros, S.A. Porto (Portugal) 100.00% 50.00% 100.00% 50.00%
MDS RE – Mediador de resseguros, SGPS, S.A. Porto (Portugal) 100.00% 25.00% 100.00% 25.00%
MDS, SGPS, S.A. Maia (Portugal) 50.00% 50.00% 50.00% 50.00%
Moneris Correctores de Seguros Limitada Maputo (Mozambique) 50.00% 25.00% 50.00% 25.00%
Moneris. Seguros - Mediação de Seguros, Lda Oeiras (Portugal) 60.00% 30.00% 60.00% 30.00%
Reinsurance Solutions, Soc. Corretora de Resseguros, S.A. Luanda (Angola) 66.66% 33.33% 66.66% 33.33%
Win Broker – Mediação de Seguros, Lda Porto (Portugal) 60.00% 30.00% 60.00% 30.00%
Others
MKTPLACE – Comércio Eletrónico, S.A. Porto (Portugal) 50.00% 50.00% 50.00% 50.00%
Unipress - Centro Gráfico, Lda Vila Nova de Gaia
(Portugal)
50.00% 44.99% 50.00% 44.99%
SIRS – Sociedade Independente de Radiodifusão Sonora, S.A. Porto (Portugal) 50.00% 44.99% 50.00% 44.99%

* the percentage of capital held "Total" is the total percentage of interest held by the parent company's shareholders; the percentage of capital held "Direct" corresponds to the percentage that subsidiary(s) which hold(s) a participation, hold(s) this participation directly in the share capital of that company.

1) Company acquired in the period.

30.2 Associates

Percentage of capital held
31 Mar 2019 31 Dec 2018
COMPANY Head Office Direct* Total* Direct* Total*
Sonae MC
Sempre a Postos – Produtos Alimentares e Utilidades, Lda Lisbon
(Portugal)
25.00% 25.00% 25.00% 25.00%
Sonae S2 Africa Limited La Valletta
(Malta)
30.00% 30.00% 30.00% 30.00%
S2 Mozambique, S.A. Maputo
(Mozambique)
30.00% 30.00% 30.00% 30.00%
Ulabox, S.L. Barcelona
(Spain)
36.00% 36.00% 36.00% 36.00%
ISRG - Iberian Sports Retail Group, SL Alicante (Spain) 30.00% 30.00% 30.00% 30.00%
Sonae IM
Alfaros SRAL Tunisia 40.00% 21.30% 40.00% 21.30%
Fundo de Capital de Risco Armilar Venture Partners II Lisbon
(Portugal)
50.74% 45.65% 50.74% 45.65%
Fundo de Capital de Risco Armilar Venture Partners III Lisbon
(Portugal)
42.70% 38.42% 42.70% 38.42%
Fundo de Capital de Risco Espírito Santo Venture Partners
Inovação e Internacionalização
Lisbon
(Portugal)
37.54% 33.77% 37.54% 33.77%
MOVVO, S.A. Porto
(Portugal)
25.58% 25.58% 25.58% 25.58%
Probe.ly Lisbon
(Portugal
21.21% 19.08% 21.21% 19.08%
Secucloud Network GmbH Hamburgo
(Germany)
27.45% 24.70% 27.45% 24.70%
Suricate Solutions Luxembourg 20.00% 10.65% 20.00% 10.65%
Sonae Sierra
3shoppings - Holding, SGPS, S.A. Maia (Portugal) 20.00% 14.00% 20.00% 14.00%
8ª Avenida Centro Comercial, S.A. Maia (Portugal) 100.00% 15.75% 100.00% 15.75%
ALBCC – Albufeirashopping – Centro Comercial, S.A. Maia (Portugal) 100.00% 15.75% 100.00% 15.75%
ALBRP Albufeira Retail Park, Lda Maia (Portugal) 100.00% 7.00% 100.00% 7.00%
Albufeira RP (Luxembourg) 1, SARL Luxembourg 100.00% 7.00% 100.00% 7.00%
Albufeira RP (Luxembourg) 2, SARL Luxembourg 100.00% 7.00% 100.00% 7.00%
ALEXA Asset GmbH & Co, KG Dusseldorf
(Germany)
9.00% 6.30% 9.00% 6.30%
Algarveshopping - Centro Comercial, S.A. Maia (Portugal) 100.00% 7.00% 100.00% 7.00%
Area Sur Shopping, S.L Madrid (Spain) 15.00% 10.50% 15.00% 10.50%
Arrábidashopping - Centro Comercial, S.A. Maia (Portugal) 50.00% 7.88% 50.00% 7.88%
Candotal Spain S,L,U, Madrid (Spain) 100.00% 7.00% 100.00% 7.00%
Estação Viana - Centro Comercial, S.A. Viana do
Castelo
(Portugal)
100.00% 7.00% 100.00% 7.00%
Gaiashopping I - Centro Comercial, S.A. Maia (Portugal) 100.00% 7.88% 100.00% 7.88%
Gaiashopping II - Centro Comercial, S.A. Maia (Portugal) 100.00% 7.88% 100.00% 7.88%
Guimarãeshopping - Centro Comercial, S.A. Maia (Portugal) 100.00% 14.00% 100.00% 14.00%
Iberia Shopping Centre Venture Cooperatief UA Amsterdam
(Netherlands
10.00% 7.00% 10.00% 7.00%
Imoconti – Sociedade Imobiliária, S.A. Maia (Portugal) 100.00% 7.00% 100.00% 7.00%
LCC – Leiriashopping – Centro Comercial, S.A. Maia (Portugal) 100.00% 15.75% 100.00% 15.75%
Le Terrazze – Shopping Centre 1, Srl Milan (Italy) 10.00% 7.00% 10.00% 7.00%
1) Loop5 Shopping Centre GmbH & Co KG Dusseldorf
(Germany)
- - 9.00% 6.30%
Loureshopping – Centro Comercial, S.A. Maia (Portugal) 50.00% 7.88% 50.00% 7.88%
Luz del Tajo - Centro Comercial, S.A. Madrid (Spain) 100.00% 7.00% 100.00% 7.00%
Maiashopping - Centro Comercial, S.A. Maia (Portugal) 100.00% 14.00% 100.00% 14.00%
Olimpo Asset 1, S.A. Maia (Portugal) 100.00% 2.63% 100.00% 2.63%
Olimpo Asset 2, S.A. Maia (Portugal) 100.00% 2.63% 100.00% 2.63%
Olimpo Asset 3, S.A. Maia (Portugal) 100.00% 2.63% 100.00% 2.63%
Olimpo Asset 4, S.A. Maia (Portugal) 100.00% 2.63% 100.00% 2.63%
Olimpo Asset 5, S.A. Maia (Portugal) 100.00% 2.63% 100.00% 2.63%
Olimpo Asset 6, S.A. Maia (Portugal) 100.00% 2.63% 100.00% 2.63%
Olimpo Asset 7, S.A. Maia (Portugal) 100.00% 2.63% 100.00% 2.63%
Olimpo Asset 8, S.A. Maia (Portugal) 100.00% 2.63% 100.00% 2.63%
Olimpo Real Estate Socimi, S.A. Madrid (Spain) 3.75% 2.63% 3.75% 2.63%
PORTCC – Portimãoshopping – Centro Comercial, S.A. Maia (Portugal) 100.00% 15.75% 100.00% 15.75%
Project Guia, S.A. Maia (Portugal) 100.00% 7.00% 100.00% 7.00%
Project Sierra 8, B.V. Amsterdam
(Netherlands)
100.00% 7.00% 100.00% 7.00%
Rio Sul – Centro Comercial, S.A. Lisbon
(Portugal)
50.00% 7.88% 50.00% 7.88%
Serra Shopping – Centro Comercial, S.A. Lisbon
(Portugal)
5.00% 3.50% 5.00% 3.50%
Sierra Cevital Shopping Center, Spa Algeria 49.00 % 34.30% 49.00 % 34.30%
SPF - Sierra Portugal Real Estate, SARL Luxembourg 22.50% 15.75% 22.50% 15.75%
Zenata Commercial Project, S.A. Mohammedia
(Morocco)
11.00% 7.7% 11.00% 7.7%

* the percentage of capital held "Total" is the total percentage of interest held by the parent company's shareholders; the percentage of capital held "Direct" corresponds to the percentage that subsidiary(s) which hold(s) a participation, hold(s) this participation directly in the share capital of that company.

1) Associated sold during the period;

Jointly controlled companies and associated companies were included in the consolidated financial statements by the equity method.

Approved at the Board of Directors meeting on 14 May 2019

The Board of Directors,

Duarte Paulo Teixeira de Azevedo Ângelo Gabriel Ribeirinho dos Santos Paupério José Manuel Neves Adelino Margaret Lorraine Trainer Marcelo Faria de Lima Carlos António Rocha Moreira da Silva Fuencisla Clamares Philippe Cyriel Elodie Haspeslagh Maria Cláudia Teixeira de Azevedo João Pedro Magalhães da Silva Torres Dolores

Sonae _ Financial Statements '18 | 075

Separate financial statements 1Q 2019

CONDENSED SEPARATE STATEMENT OF FINANCIAL POSITION AT 31 MARCH 2019 AND 2018 AND AT 31 DECEMBER 2018

(Translation of condensed separate financial statements originally issued in Portuguese.In case of discrepancy the Portuguese version prevails)

(Amounts expressed in euro) Notes 31 Mar 2019 31 Mar 2018 31 Dec 2018
ASSETS
NON-CURRENT ASSETS:
Tangible assets 44,997 61,802 47,575
Intangible assets - 13 -
Right of use 3 257,655 - -
Investments in subsidiaries, associates and joint ventures 4 4,472,705,724 3,824,883,407 4,472,705,724
Other investments 49,880 49,880 49,880
Deferred taxes 22,258,008 17,248,078 10,152,126
Other non-current assets 5 26,000,000 110,649,867 26,000,000
Total non-current assets 4,521,316,264 3,952,893,047 4,508,955,305
CURRENT ASSETS:
Trade account receivables and other current assets 6 469,562,393 72,840,121 448,335,229
Cash and cash equivalents 7 6,377,758 142,001 13,496,553
Total current assets 475,940,151 72,982,122 461,831,782
TOTAL ASSETS 4,997,256,415 4,025,875,169 4,970,787,087
EQUITY AND LIABILITIES
EQUITY:
Share capital 8 2,000,000,000 2,000,000,000 2,000,000,000
Reserves and retained earnings 1,722,496,702 1,400,267,671 1,400,586,321
Profit for the period (2,019,650) 37,140,932 321,807,558
TOTAL EQUITY 3,720,477,052 3,437,408,603 3,722,393,879
LIABILITIES:
NON-CURRENT LIABILITIES:
Loans 9 388,704,768 304,854,850 422,630,024
Lease liabilities 3 42,587 - -
Total non-current liabilities 388,747,355 304,854,850 422,630,024
CURRENT LIABILITIES:
Loans 9 206,500,000 108,049,000 182,500,000
Lease liabilities 3 191,631 - -
Trade creditors and other current liabilities 10 681,340,377 175,562,716 643,263,184
Total current liabilities 888,032,008 283,611,716 825,763,184
TOTAL EQUITY AND LIABILITIES 4,997,256,415 4,025,875,169 4,970,787,087
The accompanying notes are part of these condensed separate financial statements.

CONDENSED SEPARATE STATEMENTS OF COMPREHENSIVE INCOME FOR THE PERIODS ENDED 31 MARCH 2019 AND 2018

(Translation of condensed separate financial statements originally issued in Portuguese.In case of discrepancy the Portuguese version prevails)

(Amounts expressed in euro) Notes 31 Mar 2019 31 Mar 2018
Services rendered 131,246 130,767
Gains or losses on investments 13 126,729 24,906,822
Financial income 804,486 480,429
Other income 438,160 426,343
External supplies and services (746,898) (946,917)
Staff costs (494,316) (415,829)
Depreciation and amortisation (74,764) (7,225)
Financial expense (2,468,430) (1,552,689)
Other expenses (219,382) (223,855)
Profit/(Loss) before taxation (2,503,169) 22,797,846
Taxation 483,519 14,343,086
Profit/(Loss) after taxation (2,019,650) 37,140,932
Profit/(Loss) per share
Basic 14 (0.001010) 0.018570
Diluted 14 (0.001009) 0.018566

The accompanying notes are part of these condensed separate financial statements.

CONDENSED INDIVIDUAL STATEMENTS OF COMPREHENSIVE INCOME FOR THE PERIODS ENDED 31 MARCH 2019 AND 2018

(Translation of condensed separate financial statements originally issued in Portuguese.In case of discrepancy the Portuguese version prevails)

(Amounts expressed in euro) 31 Mar 2019 31 Mar 2018
Net Profit / (Loss) for the period
Other comprehensive income for the period
(2,019,650)
-
37,140,932
-
Total comprehensive income for the period (2,019,650) 37,140,932

The accompanying notes are part of these condensed separate financial statements.

CONDENSED SEPARATE STATEMENTS OF CHANGES IN EQUITY FOR THE PERIODS ENDED 31 MARCH 2019 AND 2018

(Translation of condensed separate financial statements originally issued in Portuguese.In case of discrepancy the Portuguese version prevails)

Oth
er r
ese
rve
s
(Am
)
ed
in e
ts e
oun
xpr
ess
uro
Sha
api
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ese
rve
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re b
d
ase
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pay
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res
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e
Fre
e re
ser
ves
Tot
al o
the
r
res
erv
es
Ret
ain
ed
nin
ear
gs
rof
it/(
s)
Ne
los
t p
Tot
al
Bal
t 1
Jan
y 2
018
anc
e a
s a
uar
2,0
00,
000
,00
0
247
,27
6,6
03
1,0
13,
068
1,0
41,
889
,38
9
1,0
42,
902
,45
7
101
,17
4,8
51
93,
223
,27
0
3,4
84,
577
,18
1
al c
hen
e fo
r th
d
Tot
sive
inc
erio
om
pre
om
e p
- - - - - - 37,
140
,93
2
37,
140
,93
2
f p
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f 20
Ap
pria
tio
it o
17:
pro
n o
nsf
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l re
Tra
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- 4,6
61,
164
- - - - (4,6
)
61,
164
-
ga
nsf
o f
Tra
er t
ree
re
ser
ves
- - - 4,5
62,
106
4,5
62,
106
- (4,5
)
62,
106
-
ide
nds
dis
trib
d
Div
ute
- - - - - - (84
00)
,00
0,0
(84
00)
,00
0,0
Sha
bas
ed
cla
ssif
ica
tio
n fr
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lia
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ties
nt -
re-
pay
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re
om
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- - (57
00)
8,2
162
,47
3
(41
27)
5,7
- - (41
27)
5,7
Sha
bas
ed
nts
re-
pay
me
- - 106
,21
7
- 106
,21
7
- - 106
,21
7
Bal
h 2
t 3
1 M
018
anc
e a
s a
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2,0
00,
000
,00
0
251
,93
7,7
67
541
,08
5
1,0
46,
613
,96
8
1,0
47,
155
,05
3
101
,17
4,8
51
37,
140
,93
2
3,4
37,
408
,60
3
Bal
t 1
Jan
y 2
019
anc
e a
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2,0
00,
000
,00
0
251
,93
7,7
67
859
,73
5
1,0
46,
613
,96
8
1,0
47,
473
,70
3
101
,17
4,8
51
321
,80
7,5
58
3,7
22,
393
,87
9
al c
hen
sive
inc
e fo
r th
erio
d
Tot
om
pre
om
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- - - - - - (2,0
)
19,
650
(2,0
)
19,
650
Imp
of
IFR
S 1
6 a
lica
tio
act
pp
n
- - - - - (1,6
69)
- (1,6
69)
Pro
fit
of
201
8
- - - - - 321
,80
7,5
58
(32
1,8
07,
558
)
-
Sha
bas
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nts
re-
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- - 104
,49
2
- 104
,49
2
- - 104
,49
2
Bal
h 2
t 3
1 M
019
anc
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s a
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2,0
00,
000
,00
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251
,93
7,7
67
964
,22
7
1,0
46,
613
,96
8
1,0
47,
578
,19
5
422
,98
0,7
40
(2,0
)
19,
650
3,7
20,
477
,05
2

The accompanying notes are part of these condensed separate financial statements.

Sonae _ Financial Statements '1Q19 | 079

CONDENSED SEPARATE CASH FLOW STATEMENTS FOR THE PERIODS ENDED 31 MARCH 2019 AND 2018

(Translation of condensed separate financial statements originally issued in Portuguese.In case of discrepancy the Portuguese version prevails)

(Amounts expressed in euro) Notes 31 Mar 2019 31 Mar 2018
OPERATING ACTIVITIES
Net cash flow from operating activities (1) 272,559 (20,487)
INVESTMENT ACTIVITIES
Cash receipts arising from:
Interest and similar income
Loans granted
1,201,302
600,518,000
2,757,580
353,157,000
601,719,302 355,914,580
Cash payments arising from:
Tangible and intangible assets
Loans granted
-
(614,248,000)
(614,248,000)
(111)
(353,157,000)
(353,157,111)
Net cash used in investment activities (2) (12,528,698) 2,757,469
FINANCING ACTIVITIES
Cash receipts arising from:
Loans obtained
1,662,423,000
1,662,423,000
579,676,000
579,676,000
Cash payments arising from:
Loans obtained
Operating lease
Interest and similar charges
(1,656,053,307)
(46,858)
(1,185,491)
(581,415,000)
-
(1,026,720)
(1,657,285,656) (582,441,720)
Net cash used in financing activities (3) 5,137,344 (2,765,720)
Net increase in cash and cash equivalents (4) = (1) + (2) + (3) (7,118,795) (28,738)
Cash and cash equivalents at the beginning of the period 13,496,553 170,739
Cash and cash equivalents at the end of the period 7 6,377,758 142,001

The accompanying notes are part of these condensed separate financial statements.

NOTES TO THE CONDENSED SEPARATE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 MARCH 2019

(Translation of the separate financial statements originally issued in Portuguese.

In case of discrepancy the Portuguese version prevails)

(Amounts expressed in euro)

1 Introduction

SONAE, SGPS, SA ("the Company" or "Sonae"), has its head-office at Lugar do Espido, Via Norte, apartado 1011, 4470- 909 Maia, Portugal.

2 Basis of preparation

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

3 Principal accounting policies

The accounting policies adopted are consistent with those described in the file of annual financial statements for the year ended 31 December 2018, except for the adoption of IFRS 16, whose impacts were immaterial, so that the separate financial statements were not restated.

4 Investments in subsidiaries, associates and joint ventures

As at 31 March 2019 and 31 December 2018 the company held investments in the following companies:

31 Mar 2019
Companies
Companies
% Held Opening balance Increase Decrease Impairment loss
recognized
during the period
Closing balance
Arat Inmuebles, SAU 100.00% 1,827,149 - - - 1,827,149
Fundo de Investimento Imobiliário Fechado Imosede 50.00% 76,047,995 - - - 76,047,995
Mktplace Comércio Eletrónico, SA 50.00% 1,389,604 - - - 1,389,604
SFS, Gestão e Consultoria, SA 100.00% 48,455,868 - - - 48,455,868
Sonae Corporate, SA 100.00% 6,062,634 - - - 6,062,634
Sonae Financial Services, SA 100.00% 45,700,000 - - - 45,700,000
Sonae Investments, BV 100.00% 835,700,000 - - - 835,700,000
Sonae MC, SGPS, SA 35.03% 630,473,743 - - - 630,473,743
Sonae RE, SA 100.00% 760,059 - - - 760,059
Sonae Sierra SGPS, SA 70.00% 746,049,989 - - - 746,049,989
Sonae Holdings, SA (Ex Sonaecenter, Serviços, SA) 100.00% 1,651,171,545 - - - 1,651,171,545
Sonaecom, SGPS, SA 26.02% 111,098,824 - - - 111,098,824
Sonaegest, SA 80.00% 973,215 - - - 973,215
Sontel, BV 35.87% 316,995,099 - - - 316,995,099
Total 4,472,705,724 - - - 4,472,705,724

5 Other non-current assets

As at 31 March 2019 and 31 December 2018 other non-current assets are as follows:

31 Mar 2019 31 Dec 2018
Loans granted to group companies:
Sonae Investments, BV 25,000,000 25,000,000
Other debtors 1,000,000 1,000,000
Total 26,000,000 26,000,000

As at 31 March 2019 the loans granted to group companies, bear interest at market rates indexed to Euribor, have a long-term maturity and its fair value is similar to it carrying amount.

6 Trade accounts receivable and other current assets

As at 31 March 2019 and 31 December 2018 trade accounts receivable and other current assets are detailed as follows:

31 Mar 2019 31 Dec 2018
Trade accounts receivable - 533,735
Group companies:
Dividends 126,729 -
Loans 415,716,000 401,986,000
Interests - 1,072,307
Taxes - Special regime for taxation of groups of companies 30,288,229 26,783,070
Taxes and contributions receivable 20,872,197 14,759,647
Accrued income and prepayments 2,349,919 2,959,900
Others 209,319 240,570
Total 469,562,393 448,335,229

The amount recorded in the caption taxes-special regime for taxation of groups corresponds to the tax estimate calculated by the companies taxed under the Special Regime for Taxation of Corporate Groups, of which the Company is the dominant company.

Loans granted to group companies return interest at variable market rates indexed to Euribor and have a maturity of less than one year.

7 Cash and cash equivalents

As at 31 March 2019 and 31 December 2018 cash and cash equivalents are detailed as follows:

31 Mar 2019 31 Dec 2018
Cash at hand 1,407 1,255
Bank deposits 6,376,351 13,495,298
Cash and cash equivalents on the statement of financial position 6,377,758 13,496,553
Cash and cash equivalents on the cash flow statement 6,377,758 13,496,553

8 Share capital

As at 31 March 2019 and 31 December 2018 share capital consisted of 2,000,000,000 ordinary shares of 1 euro each.

9 Loans

As at 31 March 2019 and 31 December 2018, loans are made up as follows:

31 Mar 2019 31 Dec 2018
Bonds Sonae, SGPS 2015/2022 100,000,000 100,000,000
Bonds Sonae, SGPS 2016/2023 60,000,000 60,000,000
Up-front fees not yet charged to income statement (846,718) (907,803)
Bonds 159,153,282 159,092,197
Sonae SGPS - Commercial paper 179,750,000 213,750,000
Sonae SGPS - bank loans 50,000,000 50,000,000
Up-front fees not yet charged to income statement (198,514) (212,173)
Bank loans 229,551,486 263,537,827
Non-current loans 388,704,768 422,630,024
Sonae SGPS - Commercial paper 206,500,000 182,500,000
Bank loans 206,500,000 182,500,000
Current loans 206,500,000 182,500,000

Under lines of credit and commercial paper programs with firm commitments, Sonae, SGPS had 83 million euro credit facilities available to meet its liquidity requirements as follows:

Commitments of
less than one year
Commitments of
more than one year
Agreed credit facilities amounts 173,500,000 218,750,000
Available credit facilities amounts 44,000,000 39,000,000

The interest rate as at 31 March 2019 of bonds and bank loans was, in average 0.67% (0.68% as at 31 December 2018).

As at 31 March 2019 and 31 December 2018 the analysis of maturity of loans excluding the derived instruments having in consideration its nominal value is as follows:

31 Mar 2019 31 Dec 2018
N+1 206,500,000 182,500,000
N+2 89,750,000 73,750,000
N+3 10,000,000 10,000,000
N+4 190,000,000 130,000,000
N+5 40,000,000 200,000,000
after N+5 60,000,000 10,000,000

10 Trade creditors and other current liabilities

As at 31 March 2019 and 31 December 2018, trade creditors and other current liabilities are detailed as follows:

31 Mar 2019 31 Dec 2018
Trade creditors 170,520 292,578
Group companies:
Loans 616,501,083 600,131,390
Taxes - Special regime for taxation of groups of companies 51,600,334 31,383,078
Taxes and contributions payable 9,525,595 8,530,735
Accrued expenses 3,413,275 2,819,758
Others 129,570 105,645
Total 681,340,377 643,263,184

Loans obtained from group companies bear interest at rates indexed to the Euribor.

11 Contingent liabilities

As at 31 March 2019 and 31 December 2018, contingent liabilities are detailed as follows:

31 Mar 2019 31 Dec 2018
Guarantees given:
on tax claims 196,974,371 196,974,371
on judicial claims 70,766 70,766
Guarantees given in favour of subsidiaries a) 374,453,368 374,453,368

(a) Guarantees given to Tax Authorities in favour of subsidiaries to defer tax claims. The main tax claims for which guarantees were issued are disclosed in consolidated financial statements.

12 Related parties

Balances and transactions with related parties are detailed as follows:

Balance 31 Mar 2019 31 Dec 2018
Subsidiaries 31,979,370 30,379,597
Jointly controlled companies 1,000,000 1,001,290
Other related parties 25,000 98,000
Accounts receivable 33,004,370 31,478,887
Parent company 99,890 563,852
Subsidiaries 53,653,217 32,665,803
Jointly controlled companies - 23,018
Other related parties 7,193 6,664
Accounts payable 53,760,300 33,259,339
Subsidiaries 440,716,000 426,986,000
Loans granted 440,716,000 426,986,000
Subsidiaries 616,501,083 600,131,390
Loans obtained 616,501,083 600,131,390
Transactions 31 Mar 2019 31 Mar 2018
Subsidiaries 452,388 454,875
Jointly controlled companies - 55,767
Other related parties 25,000 25,000
Services rendered and other income 477,387 535,642
Parent company 122,380 142,533
Subsidiaries 246,757 335,737
Jointly controlled companies 40,581 -
Other related parties 9,593 9,225
Purchases and services obtained 419,311 487,495
Subsidiaries 804,438 449,410
Interest income 804,438 449,410
Subsidiaries 967,560 216,982
Interest expenses 967,560 216,982
Subsidiaries 126,729 33,612
Jointly controlled companies - 24,873,210
Dividend income (Note 13) 126,729 24,906,822

All Sonae, SGPS, SA subsidiaries, associates and joint ventures are considered related parties and are identified in Consolidated Financial Statements. All Efanor Investimentos, SGPS, SA (parent company), subsidiaries, including the ones of Sonae Indústria, SGPS, SA and of Sonae Capital, SGPS, SA are also considered related parties (other related parties).

13 Investments income

At 31 March 2019 investments income relates to dividends attributed by the subsidiary Sonaegest, SA in the amount of 126,729 euro (at 31 March 2018: Sonaegest, SA amounting to 33,612 euro and Sonae Sierra, SGPS, SA in the amount of 24,873,210 euro).

14 Earnings per share

Earnings per share for the period were calculated taking into consideration the following amounts:

31 Mar 2019 31 Mar 2018
Net profit
Net profit taken into consideration to calculate basic earnings
per share (Net profit for the period) (2,019,650) 37,140,932
Effect of dilutive potential shares - -
Interests related to convertible bonds (net of tax) - -
Net profit taken into consideration to calculate diluted earnings
per share: (2,019,650) 37,140,932
Number of shares
Weighted average number of shares used to calculate basic
earnings 2,000,000,000 2,000,000,000
Effect of dilutive potential ordinary shares from convertible
bonds - -
Outstanting shares related with deferred performance bonus 1,776,169 1,195,751
Number of shares that could be acquired at average market price (779,248) (708,264)
Weighted average number of shares used to calculate diluted
earnings per share 2,000,996,921 2,000,487,486
Profit/(Loss) per share
Basic (0.001010) 0.018570
Diluted (0.001009) 0.018566

15 Subsequent events

On April 10th, 2019 Sonae SGPS informed that it has completed a bond issue, by private placement, of € 50,000,000 (fifty million euros), unsecured, with a final maturity of 7 years, arranged by Caixa – Banco de Investimento, S.A.

At the General Meeting of Shareholders held on 30 April 2019, the following resolution for the 2018 profit was taken:

"To approve the proposal for the application of the 2018 Net Profit, as follows: That the 2018 Net Profit of 321,807,558.32 euros, has the following appropriation:

  • Legal Reserves: 16,090,378.46 euros;
  • Dividends: 88,200,000.00 euros;
  • Free Reserves: 217,517,179.86 euros.

The Board of Directors accordingly proposes that a gross dividend of 0.0441 euros per share, excluding of the total dividends of 88,200,000.00 euros, the amount of dividends that would be attributable to the shares that, at the dividends distribution date, are held by the Company or by any of its subsidiaries, which should be added to Free Reserves.

This dividend corresponds to a dividend yield of 5.4% considering the closing price of December 31st, 2018 and to a payout ratio of 42% considering the consolidated direct result attributable to Sonae's shareholders."

The amount to be paid is not considered in the present financial statements.

16 Approval of financial statements

The accompanying financial statements were approved by the Board of Directors and authorized for issue on 14 May 2019.

17 Information required by law

Decree-Law nr 318/94 art 5 nr 4

During the period ended 31 March 2019 short-term loan contracts were entered into with the following companies:

PCJ - Público, Comunicação e Jornalismo, SA

Público – Comunicação Social, SA

Sonae MC, SGPS, SA

Sonaecom – Serviços Partilhados, SA

Sonaecom, SGPS, SA

As at 31 March 2019, amounts owed by subsidiaries can be summarized as follows:

Closing balance
Fashion Division, SA 155,416,000
Halfdozen Real Estate, SA 4,466,000
Modalfa - Comércio e Serviços, SA 14,704,000
Modalloop - Vestuário e Calçado, SA 1,204,000
Sonae Holdings, SA (Ex Sonaecenter, Serviços, SA) 85,582,000
Sonae Investments, BV 25,000,000
Sonae Corporate, SA 132,883,000
Zippy - Comércio e Distribuição, SA 21,461,000
Total 440,716,000

As at 31 March 2019, amounts owed to subsidiaries can be summarized as follows:

Closing balance
Arat Inmuebles, SAU 510,000
Bright Brands SportsGoods, SA 2,242,000
Infofield - Informática, SA 740,000
Sesagest - Projectos e Gestão Imobiliária, SA 36,980,000
SFS, Gestão e Consultoria, SA 17,845,000
Sonae RE, SA 737,000
Sontel, BV 484,259,083
SonaeSR - Serviços e Logística, SA 9,604,000
Têxtil do Marco, SA 438,000
Worten - Equipamentos para o Lar, SA 63,098,000
WRT Business - Distribuição de Eletrodomésticos, Eletrónica e Informática, SA 48,000
Total 616,501,083

Approved at the meeting of the Board of Directors held on May 14th, 2019

The Board of Directors

Duarte Paulo Teixeira de Azevedo

Ângelo Gabriel Ribeirinho dos Santos Paupério

José Manuel Neves Adelino

Margaret Lorraine Trainer

Marcelo Faria de Lima

Carlos António Rocha Moreira da Silva

Fuencisla Clemares

Philippe Cyriel Elodie Haspeslagh

Maria Cláudia Teixeira de Azevedo

João Pedro Magalhães da Silva Torres Dolores

SAFE HARBOUR

This document may contain forward-looking information and statements, based on management's current expectations or beliefs. Forward-looking statements are statements that should not be regarded as historical facts.

These forward-looking statements are subject to a number of factors and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements, including, but not limited to, changes in regulation, industry and economic conditions; and the effects of competition. Forward-looking statements may be identified by words such as "believes," "expects," "anticipates," "projects," "intends," "should," "seeks," "estimates," "future" or similar expressions.

Although these statements reflect our current expectations, which we believe are reasonable, investors and analysts, and generally all recipients of this document, are cautioned that forward-looking information and statements are subject to various risks and uncertainties, many of which are difficult to predict and generally beyond our control, that could cause actual results and developments to differ materially from those expressed in, or implied or projected by, the forward-looking information and statements. You are cautioned not to put undue reliance on any forward-looking information or statements. We do not undertake any obligation to update any forward-looking information or statements.

www.sonae.pt

Media and Investor Contacts

Report available at Sonae's institutional website

Patrícia Vieira Pinto Head of Investor Relations [email protected] Tel.: + 351 22 010 4794

Catarina Oliveira Fernandes Head of Communications, Brand and Corporate Responsibility [email protected] Tel.: + 351 22 010 4775

Sonae Lugar do Espido Via Norte 4471-909 Maia Portugal Tel.: +351 22 948 7522

SONAE is listed on the Euronext Stock Exchange. Information may also be accessed on Reuters under the symbol SONP.IN and on Bloomberg under the symbol SON PL

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