Quarterly Report • May 30, 2016
Quarterly Report
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"During the first quarter of 2016 we remained focused on the improvement of each Business Unit competitive position and on the implementation of the defined strategy of selling non-strategic assets.
With respect to the reinforcement of the competitive position, it should be highlighted, compared to the same period last year, the growth achieved at the Top Line level in Fitness (+18.2%), Hospitality (+15.4%) and Refrigeration & HVAC (+13.0%), with the respective positive implications at the Ebitda level. On the other hand, and as already expected, due to the reduction of the number of cogeneration plants in operation, Energy decreased both Top Line and Ebitda, notwithstanding the improvement when compared to the previous quarters. Additionally, the number of signed deeds at Troia Resort has also decreased, driven by the announced slowdown of the Golden Visa market.
In what respects the sale of non-strategic assets, although no material sales were registered during the quarter, major steps were taken regarding the implementation of our corporate strategy and, already in April, it was announced the sale of Norscut, for a total amount of 42M€, a long desired milestone. This transaction is subject to the approval of the competent authorities and is expected to be completed until the end of the first semester. Considering the dividends distribution and the reimbursement of shareholder loans realised during the 4T15, the overall transaction for Sonae Capital amounted to, approximately, 70M€.
During the quarter we also have started the study of potential sectors and businesses to incorporate in the portfolio, in order to fulfill the defined corporate strategy.
Finally, it should also be pointed out that, once again, driven by a positive Free Cash Flow, Net Debt has reduced to 146.12M€."
Cláudia Azevedo, CEO
the positive performance when compared to the previous quarters; Resorts' Turnover amounted to 3.88M€, having been signed 6 deeds of real estate residential units in Troia Resort, to which it should be added a stock of 8 promissory purchase and reserve agreements.
Consolidated EBITDA amounted to 1.59M€, being worth to highlight: The continued growth of Hospitality (+9.6%) and Fitness (+63.9%) segments and, due to the strategic repositioning process mentioned in previous reports, the growth of more than the double (or 0.47M€)
operations and businesses that support the Resort, registered a decrease of
Consolidated NET RESULTS of the period amounted to negative 3.88M€, showing a decrease of 1.2M€ when compared to the same period last year. It should be pointed out the Net Financial Expenses that registered a reduction of 0.43M€, excluding exchange rate differences, driven by the Net Debt trend and the continuous optimization of financing costs.
FREE CASH FLOW (levered), sustained by the current operations, amounted to positive 3.2M€, notwithstanding the lower Troia Real Estate sales volume in the quarter.
Following the trend of previous quarters, NET DEBT registered, once again, a decrease of 3.1M€ compared to YE2015 to 146.12M€, the lowest level since the Group's spin-off.
| 2.1. CONSOLIDATED PROFIT & LOSS STATEMENT | ||
|---|---|---|
In 1Q16 Consolidated Turnover reached 37.42M€, registering a decrease of 4.0% over the same period last year, driven by a combination of several effects. On the negative side: (i) Energy (-24.7%) mainly driven by prices evolution (1Q15 was the best quarter ever in this segment) and the reduction of cogeneration plants in operation. However, it should be pointed out that Turnover reported a positive performance when compared to the previous quarters; and (ii) Resorts (-39.7%) due to a lower number of deeds signed and adverse weather conditions when compared to the same period last year that have caused a negative impact in "traffic" and consequently on the Turnover of the operations that support the Resort. On the positive side, it should be highlighted: (i) Fitness, (+18.2%) supported on the increased number of active members and higher average monthly fees; (ii) Hospitality (+15.4%) following the trend registered in previous quarters; and (iii) Refrigeration & HVAC (+13.0%) due to the delivery of several projects.
1Q16 Consolidated EBITDA amounted to 1.59M€, correspondent to a margin of 4.3%, registering a decrease of 46.1% or 1.36M€ when compared to 1Q15. As a consequence of the Top Line performance, the comparison to the same period last year is penalized by the: (i) Energy segment (-26.8%; -0.86M€) which registered the best performance ever in 1Q15 also at this level (and despite the positive performance when compared to previous quarters); and (ii) the Resorts segment that registered a decrease of 0.83M€ driven by a lower number and value of deeds signed in 1Q16 when compared to 1Q15. On the positive side, it should be highlighted the performance of: (i) the Refrigeration & HVAC business that posted an improvement of 0.47M€ (more than the double when compared to 1Q15) following the complete implementation of the new strategic positioning; (ii) the Fitness segment (+63.9%) driven by the Top Line performance; and (iii) the Hospitality segment that registered an improvement of 9.6%.
1Q16 Net Results were negative 3.88M€, driven by the following contributions: (i) besides the already highlighted reduction at the EBITDA level (-1.36M€); (ii) the negative contribution of non-recurrent costs of approximately 0.38M€ comparing to non-recurrent income of 0.76M€ recorded in 1Q15; and (iii) the increase in Net Financial Expenses of 0.18M€, fully explained by the exchange rate losses registered on the international businesses, notwithstanding the lower financing costs driven by
2.2. CAPEX Capex in the quarter amounted to 1.0M€, registering a decrease of 4.2M€ when compared to last year, with no significant investment to report in any of the business segments.
2.3. CAPITAL STRUCTURE At the end of 1Q16, Net Debt amounted to 146.1M€, 3.1M€ below the level registered at the end of 2015 and, as in previous reporting seasons, the lowest level since the Group's spin-off in 2007. This result was driven by the consolidated FCF performance and, particularly, the cash generated by current operations, as there
were no extraordinary sales in the quarter. It should also be highlighted that, when compared to the same period last year, Net
Debt shows a reduction of 82.4M€. Capital structure, due to the Net Debt reduction, has also posted continuous improvements, visible on the favourable evolution of 0.4pp of the Debt to Equity
ratio, to 47.7%. Taking into consideration the different types of assets that are part of Sonae Capital's portfolio, capital structure should be evaluated considering the coexistence of businesses that generate recurrent EBITDA, measured by a Net Debt/EBITDA ratio and Real Estate Assets, that should be evaluated according to its fair market value. Assuming the Group Real Estate Assets valuations, at the end of 1Q16, the implied ratios of Loan to Value (LTV) and non real estate Net Debt/EBITDA businesses amounted to 21.8% and 2.0x, respectively, reflecting a conservative and comfortable capital structure taking into consideration Sonae Capital business portfolio structure.
| Consolidated Balance Sheet | |||
|---|---|---|---|
| Million euro | Mar 2016 | Dec 2015 | Δ Mar16/Dec15 |
| Total Assets | 5433 | 574.0 | $-5.4%$ |
| Tangible and Intangible Assets | 2543 | 258.8 | 18% |
| Goodwill | 609 | 609 | $+0.0%$ |
| Non-Current Investments | 147 | 13.6 | $+81%$ |
| Other Non-Current Assets | 314 | 31.5 | $-0.2%$ |
| Stocks | 125.9 | 1268 | $-0.7%$ |
| Trade Debtors and Other Current Assets | 50.5 | 472 | $+71%$ |
| Cash and Cash Equivalents | 5.7 | 35.3 | $-83.8%$ |
| Total Equity | 306.6 | 3101 | $-11%$ |
| Total Equity attributable to Equity Holders of Sonae Capital | 2961 | 299.9 | 13% |
| Total Equity attributable to Non-Controlling Interests | 10.6 | 10 2 | $+3.2%$ |
| Total Liabilities | 236.7 | 263.9 | $-10.3%$ |
| Non-Current Liabilities | 119.0 | 121.0 | $-1.6%$ |
| Non-Current Borrowings | 1022 | 1039 | 17% |
| Deferred Tax Liabilities | 10.9 | 109 | $-0.8%$ |
| Other Non-Current Liabilities | 6.0 | 6.1 | 14% |
| Current Liabilities | 117.6 | 142.9 | $-17.7%$ |
| Current Borrowings | 497 | 80.6 | -38.3% |
| Trade Creditors and Other Current Liabilities | 679 | 623 | +9.0% |
| Total Equity and Liabilities | 5433 | 574.0 | $-5.4%$ |
| Net Capital Employed | 452.8 | 459.3 | $-1.4%$ |
| Fixed Assets | 3151 | 319.7 | 14% |
| Non-Current Investments (net) | 29.2 | 28.0 | $+4.3%$ |
| Working Capital | 108.4 | 111.6 | $-2.9%$ |
| Capex (end of period) | 1.0 | 14.6 | $-93.3%$ |
| % Fixed Assets | 0.3% | 46% | |
| Net Debt | 146.1 | 149.2 | $-2.1%$ |
| % Net Capital Employed | 32.3% | 32.5% | |
| Debt to Equity | 477% | 48.1% | |
| Net Debt excludina Enerav | 1270 | 126.2 | +0.6% |
Net Capital Employed reduced 1.4% compared to YE2015, to 452.8M€. This performance was mainly driven by the reduction of 3.2M€ at the Working Capital
| Profit and Loss Account Million euro |
|||
|---|---|---|---|
| Resorts | 1Q 2016 | 1Q 2015 | $\triangle$ 16/15 |
| Total Operational Income | 4.57 | 7.32 | $-37.5%$ |
| Turnover | 3.88 | 6.44 | -39.7% |
| Other Operational Income | 0.69 | 0.88 | $-21.4%$ |
| Total Operational Costs | $-4.57$ | $-6.28$ | $+27.2%$ |
| Cost of Goods Sold Change in Stocks of Finished Goods External Supplies and Services Staff Costs Other Operational Expenses |
$-122$ $-0.47$ $-172$ $-0.85$ $-0.30$ |
$-0.96$ $-164$ $-2.38$ $-0.85$ $-0.45$ |
-273% $+71.2%$ $+276%$ $+0.3%$ +327% |
| EBITDA excluding Guaranteed Income Provisions (1) | 0.01 | 1.04 | $-99.4%$ |
| Provisions for Guaranteed Income | $-0.07$ | $-0.28$ | $+74.1%$ |
| EBITDA | $-0.07$ | 0.76 | |
| Capex EBITDA-Capex |
0.16 $-0.22$ |
0.11 0.65 |
$+37.3%$ |
During 1Q16, 6 deeds of residential units in Troia Resort were signed, a reduction compared to the 9 deeds registered in 1Q15 and the 8 deeds signed during the 4Q15. Additionally, it should be added a stock of 8 promissory purchase and reserve agreements with advance payments. As at the 31 March 2016, a total of 357 deeds
Mainly driven by the lower number of signed deeds in the quarter, and due to the adverse weather conditions that have caused a negative impact on the resort operations, Top Line amounted to 3.88M€, showing a decrease of 39.7% when compared to 1Q15. Consequently, 1Q16 EBITDA was negative by 0.07M€ (positive of
0.76M€ in the same period last year). Capex, despite 37.3% higher than the same period last year, stood at controllable levels and contributed, as well as EBITDA, to a reduction of EBITDA-Capex from 0.65M€ in 1Q15 to negative 0.22M€ in 1Q16.
3.2. FITNESS In the Fitness segment, the dynamism and the positive competitive position trend, reflected in both turnover and profitability, remained in the quarter. The average number of active members registered a growth of 6% when compared to 1Q15.
During 1Q16, Top Line grew 18.2% to 4.14M€, as a result of the above-mentioned growth in the number of active members and the positive average monthly fee performance, that has increased 7% when compared to 1Q15. EBITDA amounted to 0.38M€, an improvement of 63.9% when compared to the same period last year, correspondent to a margin of 9.2%, 2.6pp above the level achieved in 1Q15.
| Profit and Loss Account Million euro |
|||
|---|---|---|---|
| Fitness | 1Q 2016 | 1Q 2015 | $\triangle$ 16/15 |
| Total Operational Income | 4.19 | 3.59 | $+16.5%$ |
| Turnover | 4.14 | 3.50 | +18.2% |
| Other Operational Income | 0.04 | 0.09 | -50.8% |
| Total Operational Costs | $-3.80$ | $-3.36$ | $-13.2%$ |
| Cost of Goods Sold External Supplies and Services Staff Costs Other Operational Expenses |
$-0.02$ $-2.28$ $-123$ $-0.28$ |
$-0.04$ $-211$ $-106$ $-0.16$ |
$+45.1%$ -79% $-16.4%$ -76.4% |
| EBITDA | 0.38 | 0.23 | +63.9% |
| Capex EBITDA-Capex |
0.26 0.13 |
0.18 0.05 |
$+40.4%$ $>100\%$ |
Capex in the quarter amounted to 0.26M€, 40.4% above the same period last year, mainly as a result of initial investments to support the opening of new clubs (Maia, Guimarães, Ermesinde and Foz).
| 3.3. HOSPITALITY | ||
|---|---|---|
In order to present comparable information, the contribution of the Lagos hotel operation (Aqualuz Lagos), was excluded from the 2015 segment results.
Compared to 1Q15 and following the trend registered in previous quarters, Top Line of the Hospitality segment showed a growth of 15.4% to 2.10M€. This performance resulted, mainly, from the 6.2pp increase in occupancy rate. In the same period, the number of room nights sold rose 27.1% in the total Group's hotel properties and RevPar also revealed an improvement of 24.3%.
As a result of the positive business indicators performance and of the Top Line increase, combined with the optimization measures and cost rationalization implemented over the past few years, EBITDA, in 1Q16, showed an improvement of 9.6% over the same period last year. It should be noted that the first quarter already includes a set of costs related to the opening of a new hotel, in Porto, with no revenues attached; so, on a comparable basis, the EBITDA improvement amounted to 13.5%.
Excluding rents, it should be highlighted that the Hospitality segment EBITDAR, in 1Q16, was negative 0.63M€, registering an improvement of 22.8% when compared to 1Q15. Pointing out the turnover seasonality, the first and fourth quarters usually
register negative EBITDARs that are more than compensated by the positive results of the second and, mainly, the third quarters' activity.
Hospitality Capex level amounted to 0.18M€ reflecting the investment in the opening of the new hotel "The House Ribeira Porto Hotel". As such, EBITDA-Capex has only
increased 0.8% compared to 1Q15. As mentioned above, in April and therefore not considered in 1Q16 results, a new hotel, "The House Ribeira Porto Hotel" was inaugurated. Developed following a capital light approach, it is a unit with 56 rooms, a multifunctional area with bar and lounge, located in Ribeira, the heart of the historic centre of Porto. It is targeted to address an urban, modern, demanding and informed audience that seeks the authenticity of Porto city.
| 3.4. ENERGY | ||
|---|---|---|
In 1Q16, Top Line of the Energy segment registered a reduction of 24.7% to 11.7M€. This performance is explained by: (i) the reduction of selling energy prices as a result of the evolution of oil price; and (ii) the lower number of cogeneration plants in operation, due to the discontinuation, in 4Q15, of a cogeneration plant and the
change, also in 4Q15, of the licensing framework in another plant. As expected, EBITDA, in the quarter, registered a decrease of 26.8% when compared to the same period last year, to 2.36M€, as a result of discontinued operations and the combination of electricity and natural gas prices, the main raw material of cogeneration plants.
It should be noted that 1Q15 was the best quarter ever in the history of the segment, and above of that seen in the remaining quarters of the year. In effect, over the previous quarter (4T15), both Top Line and EBITDA improved 14.1% and 56.3%, respectively.
Capex registered 0.22M€, 79.6% lower than 1Q15. The EBITDA-Capex level showed a slight decrease of 1.0% to 2.14M€.
| 3.5. REFRIGERATION & HVAC | ||
|---|---|---|
In order to present comparable information, the contribution of the General Maintenance business (UPK), subject to a Management Buy Out in 4Q15, was excluded from the 2015 segment results.
1Q16 Top Line amounted to 14.27M€, registering an increase of 13.0% when compared to the same period last year, due to the improved domestic operation. Backlog, on the Portuguese operation, at the end of quarter, amounted to, approximately, 32.5M€, representing 7 months of turnover.
International Top Line of Refrigeration & HVAC (consolidating exports and direct sales abroad) represented 41% of the consolidated turnover, 8pp above the level
registered in 1Q15. Due to the Top Line performance in Portugal, EBITDA amounted to 0.89M€, registering an improvement of more than the double when compared to 1Q15 and reaching a margin of 6.2%, 2.9pp above 1Q15.
EBITDA in the domestic operation (excluding the discontinued operations) amounted to 0.83M€ in 1Q16, registering an improvement of 0.63M€ when compared to last year.
Capex stood at low levels, 0.05M€ (42.6% lower than 1Q15) and most of the increase of EBITDA-Capex is a result of the EBITDA positive performance.
Sonae Capital owns a set of non-strategic assets and thus available for sale, including Real Estate Assets and Financial Shareholdings.
Addressing current market trends and the demand profile for real estate assets included in current portfolio (diversified group of assets, with different licensing and construction stages, including land plots with and without construction viability, residential units, construction projects, offices, industrial premises and commercial areas, with widespread geographical dispersion), during the 1Q16, 6 sales deeds regarding City Flats were signed and 1 sale deed signed over a land plot.
As at 31st of March, Capital Employed in this set of real estate assets amounted to 117.3M€.
Already in April, Sonae Capital sold its 36% shareholding participation in Norscut, for a total value of 42M€ (process pending the approval of the competent authorities that is expected to be completed during the first half of 2016), and there were no other material operations to highlight.
As at March 7, 2016, following the annual review of PSI20, Sonae Capital has been informed by Euronext of its integration in the main Portuguese stock index. This
As at April 5, 2016, Sonae Capital announced that has reached an agreement with Meridiam Infrastructure Europe II SCA SICAR, to sell the 36% indirect holding in Norscut - Concessionária de Auto-Estradas, S.A., for a total value of 42M€. The enforcement of abovementioned agreement is conditional upon a set of conditions precedent, namely the non-opposition of the Portuguese Competition Authority.
With the aim of continuing to improve the quality and transparency of the information provided, not only at the Consolidated level, but also, at the Business Unit level, and aligned with the best market practices, the units sold during the year 2015, namely, the hotel operation of Lagos (Aqualuz Lagos) and business of General Maintenance (UPK) of Refrigeration and HVAC segment, are now reported as discontinued operations. In accordance the restated 2015 information is presented in appendix.
The present document is a translation from the Portuguese original version.
| APPENDIX | |||
|---|---|---|---|
(Amounts expressed in euro)
| ASSETS | Notes | 31-03-2016 | 31-12-2015 |
|---|---|---|---|
| NON-CURRENT ASSETS: | 7 | 246,956,947 | 251,495,972 |
| Tangible assets | 7 | 7,298,889 | 7,338,337 |
| Intangible assets | 8 | 60,892,528 | 60,892,528 |
| Goodwill | 5 | 14,051,755 | 12,960,514 |
| Investments in associated companies and joint ventures | 6 e 9 | 602,887 | 597,515 |
| Other investments | |||
| Deferred tax assets | 13 | 23,505,582 | 23,620,310 |
| Other non-current assets | 10 | 7,916,282 361,224,870 |
7,871,931 364,777,107 |
| Total non-current assets | |||
| CURRENT ASSETS: | |||
| Inventories | 11 | 125,860,394 | 126,761,744 |
| Trade account receivables and other current assets | 12 | 50,507,480 | 47,175,228 |
| Cash and cash equivalents | 14 | 5,723,357 | 35,318,251 |
| Total Current Assets | 182,091,231 | 209,255,223 | |
| TOTAL ASSETS | 543,316,101 | 574,032,330 | |
| EQUITY AND LIABILITIES | |||
| EQUITY: | |||
| Share capital | 15 | 250,000,000 | 250,000,000 |
| Own Shares | 15 | (1,404,226) | (1,426,791) |
| Reserves and retained earnings | 51,676,490 | 51,609,194 | |
| Profit/(Loss) for the year attributable to the equity holders of Sonae Capital | (4,193,144) | (294,678) | |
| Equity attributable to the equity holders of Sonae Capital | 296,079,120 | 299,887,725 | |
| Equity attributable to non-controlling interests TOTAL EQUITY |
16 | 10,570,039 306,649,159 |
10,247,125 310,134,850 |
| LIABILITIES: | |||
| NON-CURRENT LIABILITIES: | |||
| Loans | 17 | 102,155,198 | 103,923,602 |
| Other non current liabilities | 19 | 2,947,337 | 3,033,619 |
| Deferred tax liabilities | 13 | 10,861,241 | 10,948,548 |
| Provisions | 22 | 3,079,824 | 3,079,824 |
| Total Non-Current Liabilities | 119,043,600 | 120,985,593 | |
| CURRENT LIABILITIES: | |||
| Loans | 17 | 49,686,696 | 80,592,682 |
| Trade creditors and other current liabilities | 21 | 62,463,166 | 56,961,279 |
| Provisions | 22 | 5,473,480 | 5,357,926 |
| Total Current Liabilities | 117,623,342 | 142,911,887 | |
| TOTAL LIABILITIES | 236,666,942 | 263,897,480 | |
| TOTAL EQUITY AND LIABILITIES | 543,316,101 | 574,032,330 |
(Amounts expressed in euro)
| Notes | 31-03-2016 | 31-03-2015 | |
|---|---|---|---|
| Sales | 25,660,057 | 20,830,086 | |
| Services rendered | 10,706,637 | 17,147,313 | |
| Other operating income | 1,070,804 | 3,840,282 | |
| Cost of sales | (13,992,577) | (15,026,576) | |
| Changes in stocks of finished goods and work in progress | (462,944) | (2,249,268) | |
| External supplies and services | (12,268,819) | (11,585,787) | |
| Staff costs | (8,239,208) | (8,275,985) | |
| Depreciation and amortisation | (3,919,689) | (3,899,575) | |
| Provisions and impairment losses (Increases/Decreases) | (357,608) | (83,555) | |
| Impairment losses | (430,339) | (222,743) | |
| provisions | (157,429) | (291,389) | |
| reversal of depreciation and amortisation | - | - | |
| reversal of provisions and impairment losses | 188,284 | 136,291 | |
| Gains on provisions | 41,876 | 294,286 | |
| Other operating expenses Operational profit/(loss) |
(912,248) (2,715,595) |
(956,693) (259,758) |
|
| Financial Expenses | |||
| Financial Income | (2,580,616) | (2,571,158) | |
| 201,252 | 370,528 | ||
| Net financial income / (expenses) | (2,379,365) | (2,200,630) | |
| Profit/(Loss) in associated and jointly controlled companies | 5 | 1,050,196 | 1,247,978 |
| Investment income Profit/(Loss) before taxation |
(1) (4,044,764) |
(39,576) (1,251,986) |
|
| taxation | 24 | 163,236 | (862,525) |
| Profit/(Loss) for the year - continued operations | (3,881,528) | (2,114,511) | |
| Profit/(Loss) for the year - discontinued operations | - | (563,249) | |
| Profit/(Loss) for the year | 25 | (3,881,528) | (2,677,760) |
| Attributable to: | |||
| Equity holders of Sonae Capital | (4,193,144) | (2,926,079) | |
| Non-controlling interests | 16 | 311,616 | 248,319 |
| Profit/(Loss) per share | |||
| Basic | 27 | (0.016994) | (0.011884) |
| Diluted | 27 | (0.016994) | (0.011884) |
| SONAE CAPITAL, SGPS, SA CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME |
||
|---|---|---|
| FOR THE THREE MONTHS ENDED 31 MARCH 2016 AND 2015 | ||
| (Amounts expressed in euro) | ||
| 31-03-2016 | 31-03-2015 | |
| Consolidated net profit/(loss) for the period | (3,881,528) | (2,677,760) |
| Items that may be reclassified subsequently to net profit / (loss): | ||
| Changes in the currency translation differences | 110,766 | (44,296) |
| Share of other comprehensive income of associates and joint ventures accounted for by the equity method (Note 5) |
41,045 | (53,267) |
| Change in the fair value of assets available for sale | - | 340,149 |
| Change in the fair value of cash flow hedging derivatives | 5,934 | 203,382 |
| Tax related to other comprehensive income captions | (1,246) | (73,001) |
| Other comprehensive income for the period | 156,499 | 372,967 |
| Total comprehensive income for the period | (3,725,029) | (2,304,793) |
| Attributable to: Equity holders of Sonae Capital Non-controlling interests |
(4,049,570) 324,541 |
(2,540,236) 235,443 |
REPORT AND ACCOUNTS - MARCH 2016 Consolidated Financial Statements
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
(Amounts expressed in euro)
| Attributable to Equity Holders of Sonae Capital | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Share Capital |
Own Shares |
Demerger Reserve (Note 15) |
Translation Reserves |
Fair Value Reserves |
Hedging Reserves |
Other Reserves and Retained Earnings |
Sub total | Net Profit/(Loss) |
Total | Non Controlling Interests |
Total Equity | |
| Balance as at 1 January 2015 | 250,000,000 | (1,486,301) | 132,638,253 | (130,882) | (750,961) | (239,276) | (75,237,394) | 56,279,740 | (6,832,009) | 297,961,430 | 9,375,864 | 307,337,294 |
| Total consolidated comprehensive income for the period | - | - | - | (28,585) | 340,149 | 200,549 | (126,270) | 385,843 | (2,926,079) | (2,540,236) | 235,443 | (2,304,793) |
| Appropriation of profit of 2014: | - | - | - | - | - | - | - | - | - | - | - | - |
| Transfer to legal reserves and retained earnings | - | - | - | - | - | - | (6,832,009) | (6,832,009) | 6,832,009 | - | - | - |
| Dividends paid | - | - | - | - | - | - | - | - | - | - | (1,082,019) | (1,082,019) |
| (Acquisition)/Sales of own shares | - | - | - | - | - | - | - | - | - | - | - | - |
| Changes in the percentage of capital held in affiliated companies | - | - | - | - | - | - | - | - | - | - | - | - |
| Other changes | - | - | - | - | - | - | 22 | 22 | - | 22 | - | 22 |
| Balance as at 31 March 2015 Balance as at 1 January 2016 |
250,000,000 250,000,000 |
(1,486,301) (1,426,791) |
132,638,253 132,638,253 |
(159,467) (23,350) |
(410,812) - |
(38,727) (11,956) |
(82,195,651) (80,993,753) |
49,833,596 51,609,194 |
(2,926,079) (294,678) |
295,421,216 299,887,725 |
8,529,288 10,247,125 |
303,950,504 310,134,850 |
| Total consolidated comprehensive income for the period | - | - | - | 97,841 | - | 5,934 | 39,799 | 143,574 | (4,193,144) | (4,049,570) | 324,541 | (3,725,029) |
| Appropriation of profit of 2015: | - | - | - | - | - | - | - | - | - | - | - | - |
| Transfer to legal reserves and retained earnings | - | - | - | - | - | - | (294,678) | (294,678) | 294,678 | - | - | - |
| Dividends paid | - | - | - | - | - | - | - | - | - | - | (1,627) | (1,627) |
| (Acquisition)/Sales of own shares | - | 22,565 | - | - | - | - | - | - | - | 22,565 | - | 22,565 |
| Changes in the percentage of capital held in affiliated companies | - | - | - | - | - | - | - | - | - | - | - | - |
| Other changes Balance as at 31 March 2016 |
- 250,000,000 |
- (1,404,226) |
- 132,638,253 |
- 74,491 |
- - |
- (6,022) |
218,400 (81,030,232) |
218,400 51,676,490 |
- (4,193,144) |
218,400 296,079,120 |
- 10,570,039 |
218,400 306,649,159 |
| SONAE CAPITAL, SGPS, SA | |||
|---|---|---|---|
| CONSOLIDATED STATEMENTS OF CASH FLOWS | |||
| FOR THE THREE MONTHS ENDED 31 MARCH 2016 AND 2015 | |||
| (Amounts expressed in euro) | |||
| Notes | 31-03-2016 | 31-03-2015 | |
| OPERATING ACTIVITIES: | |||
| Cash receipts from trade debtors | 35,449,271 | 43,440,923 | |
| Cash receipts from trade creditors | (22,130,135) | (26,497,705) | |
| Cash paid to employees | (7,227,987) | (7,739,642) | |
| Cash flow generated by operations | 6,091,149 | 9,203,576 | |
| Income taxes (paid) / received | (163,279) | (54,627) | |
| Other cash receipts and (payments) relating to operating activities | (406,116) | (794,997) | |
| Net cash from operating activities (1) | 5,521,754 | 8,353,952 | |
| INVESTMENT ACTIVITIES: | |||
| Cash receipts arising from: | |||
| Investments | 567 | 2,886,963 | |
| Tangible assets | 1,096,642 | 1,542,378 | |
| Interest and similar income | 114,221 | 766,456 | |
| 1,211,430 | 5,195,797 | ||
| Cash Payments arising from: | |||
| Investments | (5,939) | (2,763) | |
| Tangible assets | (1,518,167) | (4,716,563) | |
| Intangible assets | (142,731) | (230,340) | |
| Loans granted | (41,503) | (987,797) | |
| (1,708,340) | (5,937,463) | ||
| Net cash used in investment activities (2) | (496,910) | (741,666) | |
| FINANCING ACTIVITIES: | |||
| Cash receipts arising from: Loans obtained |
30,726,297 | 6,000,000 | |
| 30,726,297 | 6,000,000 | ||
| Cash Payments arising from: | |||
| Loans obtained | (63,288,856) | (13,673,638) | |
| Interest and similar charges | (1,823,473) | (2,182,705) | |
| Dividends | (156,250) | - | |
| (65,268,579) | (15,856,343) | ||
| Net cash used in financing activities (3) | (34,542,282) | (9,856,343) | |
| Net increase in cash and cash equivalents (4) = (1) + (2) + (3) | (29,517,438) | (2,244,057) | |
| Effect of foreign exchange rate | 260,910 | (41,410) | |
| Cash and cash equivalents at the beginning of the period Cash and cash equivalents at the end of the period |
14 14 |
35,318,251 5,539,903 |
8,148,876 5,946,229 |
(Translation from the Portuguese Original)
(Amounts expressed in Euro)
Reflecting the current management structure, the reporting segments were revised, addressing the strategic business areas identified in the Group:
The non-strategic assets (including non-tourism real estate assets and financial shareholdings) are included in the segment "Other assets".
Basis of preparation Interim financial statements were presented quarterly, in accordance with IAS 34 – "Interim Financial Reporting".
The accompanying consolidated financial statements have been prepared from the books and accounting records of the Company and of its affiliated undertakings, on a going concern basis and under the historical cost convention, except for derivative financial instruments which are stated at fair value.
FINANCIAL STATEMENTS Group companies included in the consolidated financial statements, their head offices and percentage of the share capital held by the Group as at 31 March 2016
| Percentage of capital held | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| 31 March 2016 | 31 December 2015 | ||||||||
| Company | Head Office | Direct | Total | Direct | Total | ||||
| Sonae Capital SGPS, SA | Maia | Holding | Holding | Holding | Holding | ||||
| Hotels | |||||||||
| Porto Palácio Hotel, SA | a) | Porto | 100,00% | 100,00% | 100,00% | 100,00% | |||
| Sonae Turismo, SGPS, SA | a) | Maia | 100,00% | 100,00% | 100,00% | 100,00% | |||
| The Artist Porto Hotel & Bistrô - Actividades Hoteleiras, SA | a) | Maia | 100,00% | 100,00% | 100,00% | 100,00% | |||
| The Artist Ribeira, SA | a) | Maia | 100,00% | 100,00% | - | - | |||
| Aqualuz Tróia, SA | a) | Grândola | 100,00% | 100,00% | 100,00% | 100,00% | |||
| Resorts | |||||||||
| Atlantic Ferries-Tráf.Loc,Flu.e Marít,SA | a) | Grândola | 95,77% | 95,77% | 83,41% | 83,41% | |||
| Golf Time-Golfe e Invest. Turísticos, SA | a) | Maia | 100,00% | 100,00% | 100,00% | 100,00% | |||
| Imopenínsula - Sociedade Imobiliária, SA | a) | Grândola | 100,00% | 100,00% | 100,00% | 100,00% | |||
| Imoresort - Sociedade Imobiliária, S.A. | a) | Grândola | 100,00% | 100,00% | 100,00% | 100,00% | |||
| Marina de Tróia, SA. | a) | Grândola | 100,00% | 100,00% | 100,00% | 100,00% | |||
| Marmagno-Expl.Hoteleira Imob.,SA | a) | Grândola | 100,00% | 100,00% | 100,00% | 100,00% | |||
| Marvero-Expl.Hotel.Im.,SA SII - Soberana Invest. Imobiliários, SA |
a) a) |
Grândola Grândola |
100,00% 100,00% |
100,00% 100,00% |
100,00% 100,00% |
100,00% 100,00% |
|||
| Soltroia-Imob.de Urb.Turismo de Tróia,SA | a) | Lisbon | 100,00% | 100,00% | 100,00% | 100,00% | |||
| Tróia Market, S.A. | a) | Grândola | 100,00% | 100,00% | 100,00% | 100,00% | |||
| Tróia Natura, S.A. | a) | Grândola | 100,00% | 100,00% | 100,00% | 100,00% | |||
| Troiaresort-Investimentos Turísticos, SA | a) | Grândola | 100,00% | 100,00% | 100,00% | 100,00% | |||
| 1) | Troiaresort, SGPS, SA | a) | Matosinhos | 100,00% | 100,00% | 100,00% | 100,00% | ||
| Tulipamar-Expl.Hoteleira Imob.,SA | a) | Grândola | 100,00% | 100,00% | 100,00% | 100,00% | |||
| Fitness | |||||||||
| Solinca - Health & Fitness, SA | a) | Maia | 100,00% | 100,00% | 100,00% | 100,00% | |||
| Energy | |||||||||
| Atelgen - Produção Energia, ACE | a) | Barcelos | 51,00% | 51,00% | 51,00% | 51,00% | |||
| CAPWATT - Brainpower, S.A. | a) | Maia | 100,00% | 100,00% | 100,00% | 100,00% | |||
| CAPWATT - ACE, S.A. | a) | Maia | 100,00% | 100,00% | 100,00% | 100,00% | |||
| Capwatt Colombo - Heat Power, S.A. | a) | Maia | 100,00% | 100,00% | 100,00% | 100,00% | |||
| Capwatt Engenho Novo - Heat Power, S.A. | a) | Maia | 100,00% | 100,00% | 100,00% | 100,00% | |||
| Capwatt Hectare - Heat Power, ACE | a) | Maia | 100,00% | 100,00% | 100,00% | 100,00% | |||
| Capwatt II - Heat Power, S.A. | a) | Maia | 100,00% | 100,00% | 100,00% | 100,00% | |||
| Capwatt III - Heat Power, S.A. | a) | Maia | 100,00% | 100,00% | 100,00% | 100,00% | |||
| Capwatt Maia - Heat Power, S.A. | a) | Maia | 100,00% | 100,00% | 100,00% | 100,00% | |||
| Capwatt Martim Longo - Solar Power, S.A. | a) | Maia | 100,00% | 100,00% | 100,00% | 100,00% | |||
| Capwatt Vale do Caima - Heat Power, S.A. | a) | Maia | 100,00% | 100,00% | 100,00% | 100,00% | |||
| Capwatt Vale do Tejo - Heat Power, S.A. | a) | Maia | 100,00% | 100,00% | 100,00% | 100,00% | |||
| CAPWATT - SCSGPS, S.A. | a) | Maia | 100,00% | 100,00% | 100,00% | 100,00% |
| Carvemagere - Manutenção e Energias Renováveis, Lda | a) | Barcelos | 65,00% | 65,00% | 65,00% | 65,00% | |
|---|---|---|---|---|---|---|---|
| Companhia Térmica SERRADO, ACE | a) | Maia | 70,00% | 70,00% | 70,00% | 70,00% | |
| Companhia Térmica Tagol, Lda. | a) | Oeiras | 100,00% | 100,00% | 100,00% | 100,00% | |
| CTE - Central Termoeléctrica do Estuário, Lda | a) | Maia | 100,00% | 100,00% | 100,00% | 100,00% | |
| Enerlousado - Recursos Energéticos, Lda. | a) | Maia | 100,00% | 100,00% | 100,00% | 100,00% | |
| Ronfegen - Recursos Energéticos, Lda. | a) | Maia | 100,00% | 100,00% | 100,00% | 100,00% | |
| Soternix - Produção de Energia, ACE | a) | Barcelos | 51,00% | 51,00% | 51,00% | 51,00% | |
| Refrigeration and HVAC | |||||||
| QCE - Desenvolvimento e fabrico de Equipamentos, SA | a) | Matosinhos | 100,00% | 70,00% | - | - | |
| Sistavac, SA | a) | Matosinhos | 100,00% | 70,00% | 100,00% | 70,00% | |
| Sistavac, SGPS, SA | a) | Matosinhos | 70,00% | 70,00% | 70,00% | 70,00% | |
| Sistavac Sistemas HVAC-R do Brasil, Ltda | a) | São Paulo | 100,00% | 70,00% | 100,00% | 70,00% | |
| Sopair, S.A. | a) | Madrid | 100,00% | 70,00% | 100,00% | 70,00% | |
| Spinarq Moçambique, Lda | a) | Maputo | 70,00% | 70,00% | 100,00% | 100,00% | |
| Spinarq-Engenharia,Energia e Ambiente,SA | a) | Luanda | 99,90% | 99,90% | 99,90% | 99,90% | |
| Other Assets | |||||||
| Bloco Q-Soc.Imobil.SA | a) | Maia | 100,00% | 100,00% | 100,00% | 100,00% | |
| Casa da Ribeira-Sociedade Imobiliária, S.A. | a) | Maia | 100,00% | 100,00% | 100,00% | 100,00% | |
| Centro Residencial da Maia,Urban.,SA | a) | Maia | 100,00% | 100,00% | 100,00% | 100,00% | |
| Cinclus Imobiliária,SA | a) | Maia | 100,00% | 100,00% | 100,00% | 100,00% | |
| Contacto Concessões, SGPS, S.A. | a) | Maia | 100,00% | 100,00% | 100,00% | 100,00% | |
| Contry Club da Maia-Imobiliaria,SA | a) | Maia | 100,00% | 100,00% | 100,00% | 100,00% | |
| Empreend.Imob.Quinta da Azenha,SA | a) | Maia | 100,00% | 100,00% | 100,00% | 100,00% | |
| Fundo Esp.Inv.Imo.Fec. WTC | a) | Maia | 99,82% | 99,82% | 99,82% | 99,82% | |
| Imoclub-Serviços Imobilários,SA | a) | Maia | 100,00% | 100,00% | 100,00% | 100,00% | |
| Imodivor - Sociedade Imobiliária, S.A. | a) | Maia | 100,00% | 100,00% | 100,00% | 100,00% | |
| Imohotel-Emp.Turist.Imobiliários,SA | a) | Maia | 100,00% | 100,00% | 100,00% | 100,00% | |
| Imoponte - Sociedade Imobiliária, SA | a) | Maia | 100,00% | 100,00% | 100,00% | 100,00% | |
| Imosedas-Imobiliária e Seviços,SA | a) | Maia | 100,00% | 100,00% | 100,00% | 100,00% | |
| Implantação - Imobiliária, S.A. | a) | Maia | 100,00% | 100,00% | 100,00% | 100,00% | |
| Inparvi SGPS, SA | a) | Maia | 100,00% | 100,00% | 100,00% | 100,00% | |
| Interlog-SGPS,SA | a) | Lisbon | 98,98% | 98,98% | 98,98% | 98,98% | |
| Porturbe-Edifícios e Urbanizações,SA | a) | Maia | 100,00% | 100,00% | 100,00% | 100,00% | |
| Praedium - Serviços, SA | a) | Maia | 100,00% | 100,00% | 100,00% | 100,00% | |
| Praedium II-Imobiliária,SA | a) | Maia | 100,00% | 100,00% | 100,00% | 100,00% | |
| Prédios Privados Imobiliária,SA | a) | Maia | 100,00% | 100,00% | 100,00% | 100,00% | |
| Predisedas-Predial das Sedas,SA | a) | Maia | 100,00% | 100,00% | 100,00% | 100,00% | |
| Promessa Sociedade Imobiliária, S.A. | a) | Maia | 100,00% | 100,00% | 100,00% | 100,00% | |
| SC-Eng. e promoção imobiliária,SGPS,S.A. | a) | Maia | 100,00% | 100,00% | 100,00% | 100,00% | |
| 2) | SC Assets, SGPS, SA | a) | Maia | 100,00% | 100,00% | 100,00% | 100,00% |
| Sete e Meio Herdades-Inv. Agr. e Tur.,SA | a) | Grândola | 100,00% | 100,00% | 100,00% | 100,00% | |
| Société de Tranchage Isoroy SAS. | a) | Honfleur | 100,00% | 100,00% | 100,00% | 100,00% | |
| Soira - Soc. Imobiliária de Ramalde, SA | a) | Maia | 100,00% | 100,00% | 100,00% | 100,00% | |
| Sótaqua - Soc. de Empreend. Turisticos | a) | Maia | 100,00% | 100,00% | 100,00% | 100,00% | |
| Spinveste - Promoção Imobiliária, SA | a) | Maia | 100,00% | 100,00% | 100,00% | 100,00% | |
| Spinveste-Gestão Imobiliária SGII,SA | a) | Maia | 100,00% | 100,00% | 100,00% | 100,00% | |
| Urbisedas-Imobiliária das Sedas, SA | a) | Maia | 100,00% | 100,00% | 100,00% | 100,00% | |
| Vistas do Freixo-Emp.Tur.Imobiliários,SA | a) | Maia | 100,00% | 100,00% | 100,00% | 100,00% | |
| Others | |||||||
| Imobeauty, S.A. | a) | Maia | 100,00% | 100,00% | 100,00% | 100,00% | |
| SC - Sociedade de Consultadoria, SA | a) | Maia | 100,00% | 100,00% | 100,00% | 100,00% | |
| SC Finance BV | a) | Amsterdam | 100,00% | 100,00% | 100,00% | 100,00% | |
| SC For - Ser.Formação e Desenvolv.Recursos Humanos, SA | a) | Maia | 100,00% | 100,00% | 100,00% | 100,00% |
|---|---|---|---|---|---|---|
| SC Hospitality, SGPS, SA | a) | Maia | 100,00% | 100,00% | 100,00% | 100,00% |
| SC, SGPS, SA | a) | Maia | 100,00% | 100,00% | 100,00% | 100,00% |
| Solinfitness - Club Málaga, S.L. | a) | Málaga | 100,00% | 100,00% | 100,00% | 100,00% |
| Spred, SGPS, SA | a) | Maia | 100,00% | 100,00% | 100,00% | 100,00% |
1) Ex-Imoareia - Invest. Turísticos, SGPS, SA;
COMPANIES Associated and jointly controlled companies included in the consolidated financial statements, their head offices and the percentage of share capital held by the Group as at 31 March 2016 and 31 December 2015 are as follows:
| Percentage of capital held | ||||||||
|---|---|---|---|---|---|---|---|---|
| Company | Head Office | 31 March 2016 Direct |
Total | 31 December 2015 Direct |
Total | 31 March 2016 |
Book Value 31 December 2015 |
|
| Other Assets | ||||||||
| 1) | Andar - Sociedade Imobiliária, SA Sociedade de Construções do Chile, SA |
Maia Maia |
50.00% 100.00% |
50.00% 50.00% |
50.00% 100.00% |
50.00% 50.00% |
- - |
- - |
| 1) | Vastgoed One - Sociedade Imobiliária, SA | Maia | 100.00% | 50.00% | 100.00% | 50.00% | - | - |
| 1) | Vastgoed Sun - Sociedade Imobiliária, SA | Maia | 100.00% | 50.00% | 100.00% | 50.00% | - | - |
| Lidergraf - Artes Gráficas, Lda | Vila do Conde |
24.50% | 24.50% | 24.50% | 24.50% | 962,722 | 975,156 | |
| Norscut - Concessionária de Scut Interior Norte, SA |
Lisbon | 36.00% | 36.00% | 36.00% | 36.00% | 12,833,393 | 11,761,812 | |
| Operscut - Operação e Manutenção de Auto estradas, SA |
Lisbon | 15.00% | 15.00% | 15.00% | 15.00% | 24,000 | 24,000 | |
| Energy | ||||||||
| Feneralt – Produção de Energia, ACE | Barcelos | 25.00% | 25.00% | 25.00% | 25.00% | 231,640 | 199,546 | |
| Total | 14,051,755 | 12,960,514 | ||||||
1) Null investment values result from the adoption of the equity method in Andar – Sociedade Imobiliária, SA, holder of all
Associated and jointly controlled companies are consolidated using the equity
method. Nil balances resulted from the reduction to acquisition cost of amounts determined by the equity method, discontinuing the recognition of its part of additional losses
under the terms of IAS 28. As at 31 March 2016 and 31 December 2015, aggregate values of main financial indicators of jointly controlled companies can be resumed as follows:
| 31 March 2016 | 31 December 2015 | |
|---|---|---|
| Total Assets | 55,451,555 | 55,448,333 |
| Total Liabilities | 16,698,151 | 16,439,200 |
| Income | - | 97,288 |
| Expenses | 259,726 | 1,392,801 |
a) Majority of voting rights
During the periods ended 31 March 2016 and 2015, movements in investments of associated and jointly controlled companies may be summarized as follows:
| 31 March 2016 | 31 March 2015 | |
|---|---|---|
| Opening balance as at 1 January | 12,992,457 | 20,762,638 |
| Equity method | 1,103,675 | 1,194,710 |
| Dividends received | (12,434) | - |
| Closing balance as at 31 December | 14,083,698 | 21,957,348 |
| Accumulated impairment losses (Note 22) | (31,943) | (31,944) |
| 14,051,755 | 21,925,404 |
The use of the equity method had the following impacts: 1,050,196 euro recorded on share of results of associated undertakings (1,247,978 euro at 31 March 2015), and 41,045 euro in changes in reserves (-53,267 euro at 31 March 2015).
| Percentage of capital held | |||||||
|---|---|---|---|---|---|---|---|
| 31 March 2016 31 December 2015 |
|||||||
| Company | Head Office |
Direct | Total | Direct | Total | 31 March 2016 |
31 December |
| Resorts | 2015 | ||||||
| Infratroia – Emp. de Infraest. de Troia, E.N. |
Grândola | 25.90% | 25.90% | 25.90% | 25.90% | 64,747 | 64,747 |
| Other Assets Fundo de Investimento Imobiliário Imosonae Dois |
Maia | 0.06% | 0.06% | 0.06% | 0.06% | 124,892 | 124,892 |
| Net, SA Fundo de Capital de Risco F |
Lisbon Lisbon |
0.98% 6.48% |
0.98% 6.48% |
2.80% 6.48% |
2.80% 6.48% |
23,034 250,950 |
23,034 250,950 |
| HITEC Other investments |
139,264 | 133,892 | |||||
| Total (Note 9) | 602,887 | 597,515 |
| Tangible Assets | |||||||
|---|---|---|---|---|---|---|---|
| Land and Buildings |
Equipment | Other Tangible Assets |
Tangible Assets in progress |
Total Tangible Assets |
|||
| Gross Cost: | |||||||
| Opening balance as at 1 January 2016 | 224,435,722 | 192,766,256 | 2,081,623 | 14,715,753 | 433,999,354 | ||
| Changes in consolidation perimeter | - | - | - | - | - | ||
| Capital expenditure | 88,691 | 75,761 | - | 671,304 | 835,756 | ||
| Disposals | (507,509) | (443,615) | - | (150,754) | (1,101,878) | ||
| Exchange rate effect | - | (126,077) | 765 | - | (125,312) | ||
| Transfers | 211,385 | 4,596,028 | 440 | (5,513,043) | (705,190) | ||
| Closing balance as at 31 March 2016 | 224,228,289 | 196,868,353 | 2,082,828 | 9,723,260 | 432,902,730 | ||
| Accumulated depreciation and | |||||||
| impairment losses Opening balance as at 1 January 2016 |
83,514,782 | 97,307,652 | 1,680,948 | - | 182,503,382 | ||
| Changes in consolidation perimeter | - | - | - | - | - | ||
| Charges for the period 1) | 729,003 | 3,045,235 | 18,556 | - | 3,792,794 | ||
| Disposals | (27,646) | (142,186) | - | - | (169,832) | ||
| Exchange rate effect | - | (85,912) | 813 | - | (85,099) | ||
| Transfers | (380) | (95,082) | - | - | (95,462) | ||
| Closing balance as at 31 March 2016 | 84,215,759 | 100,029,707 | 1,700,317 | - | 185,945,783 | ||
| Carrying amount as at 1 January 2016 | 140,920,940 | 95,458,604 | 400,675 | 14,715,753 | 251,495,972 | ||
| Carrying amount as at 31 March 2016 | 140,012,530 | 96,838,646 | 382,511 | 9,723,260 | 246,956,947 |
1) Includes impairment losses amounting to 37.236 eur
Major amounts included in the caption Tangible assets in progress, refer to the following projects:
| 31 March 2016 | 31 December 2015 | |
|---|---|---|
| Tróia | 8,091,116 | 8,091,116 |
| Cogeneration Project | 108,982 | 52,083 |
| Health Clubs Refurbishment | 1,104,479 | 1,208,506 |
| Others | 418,683 | 5,364,048 |
| 9,723,260 | 14,715,753 |
| Intangible Assets | ||||||
|---|---|---|---|---|---|---|
| Patents and other similar |
Software | Other Intangible Assets |
Intangible Assets in progress |
Total Intangible Assets |
||
| Gross Cost: | rights | |||||
| Opening balance as at 1 January 2016 | 7,789,237 | 3,281,292 | 155,474 | 225,546 | 11,451,549 | |
| Changes in consolidation perimeter | - | - | - | - | - | |
| Capital expenditure | - | - | - | 141,775 | 141,775 | |
| Disposals | - | - | - | - | - | |
| Exchange rate effect | - | (484) | - | - | (484) | |
| Transfers | - | 123,235 | - | (140,562) | (17,327) | |
| Closing balance as at 31 March 2016 | 7,789,237 | 3,404,043 | 155,474 | 226,760 | 11,575,513 | |
| Accumulated depreciation and impairment losses |
||||||
| Opening balance as at 1 January 2016 | 1,522,646 | 2,581,146 | 9,421 | - | 4,113,213 |
|---|---|---|---|---|---|
| Changes in consolidation perimeter | - | - | - | - | - |
| Charges for the period | 45,302 | 118,828 | - | - | 164,130 |
| Disposals | - | - | - | - | - |
| Exchange rate effect | - | (718) | - | - | (718) |
| Transfers | - | - | - | - | - |
| Closing balance as at 31 March 2016 | 1,567,948 | 2,699,256 | 9,421 | - | 4,276,625 |
| Carrying amount as at 1 January 2015 | 6,266,592 | 700,146 | 146,053 | 225,546 | 7,338,337 |
| Carrying amount as at 31 March 2016 | 6,221,290 | 704,787 | 146,053 | 226,760 | 7,298,889 |
As at March 2016 the net assets of Marina de Troia in Patents and other similar rights, amounts to 5,812,731 euro (5,849,778 euro at December 2015).
| 31 March 2016 | 31 December 2015 | |
|---|---|---|
| Gross amount: | ||
| Opening balance Decreases - disposals of affiliated companies |
62,194,124 - |
62,291,840 (97,716) |
| Closing balance | 62,194,124 | 62,194,124 |
| Accumulated impairment losses: Opening balance |
1,301,596 | 1,301,596 |
| Closing balance Total |
1,301,596 60,892,528 |
1,301,596 - 60,892,528 |
| 31 March 2016 | 31 December 2015 | ||||
|---|---|---|---|---|---|
| Investments at acquisition cost | Non current | Current | Non current | Current | |
| Opening balance as at 1 January | 889,353 | - | 879,446 | - | |
| Acquisitions in the period | 5,372 | - | 9,907 | - | |
| Closing balance as at 31 March | 894,725 | - | 889,353 | - | |
| Accumulated impairment losses (Note 22) | (291,838) | - | (291,838) | - | |
| 602,887 | - | 597,515 | - | ||
| Investments held for sale | |||||
| Fair value as at 1 January | - | - | 39,493,884 | - | |
| Disposals in the period | - | - | (34,244,847) | - | |
| Increase/(Decrease) in fair value | - | - | 750,963 | - | |
| Fair value as at 31 March | - | - | - | - | |
| Accumulated impairment losses (Note 22) Fair value (net of impairment losses) as at 31 March |
- - |
- - |
- - |
- - |
|
| Other Investments | 602,887 | - | 597,515 | - |
These investments are recorded at acquisition cost less impairment losses.
| 31 March 2016 | 31 December 2015 | |
|---|---|---|
| Loans granted to related parties | ||
| Norscut - Concessionária de Scut Interior Norte, SA | 5,924,085 | 5,911,400 |
| Others | 841,424 | 812,606 |
| 6,765,509 | 6,724,006 | |
| Impairment losses (Note 22) | (34,916) | (34,916) |
| 6,730,593 | 6,689,090 | |
| Trade accounts receivable and other debtors | ||
| Others | 1,185,689 | 1,182,841 |
| Impairment losses (Note 22) | - | - |
| 1,185,689 | 1,182,841 | |
| Other non current assets | 7,916,282 | 7,871,931 |
Loans granted to related parties do not have a defined maturity, and therefore are
| 31 March 2016 | 31 Decembre 2015 | |||
|---|---|---|---|---|
| Total | of which Real Estate Developments |
Total | of which Real Estate Developments |
|
| Raw materials, by-products and consumables | 1,547,210 | - | 1,441,888 | - |
| Goods for sale | 31,532,056 | 30,338,953 | 30,394,043 | 29,000,343 |
| Finished goods | 23,053,497 | 23,053,497 | 23,487,868 | 23,487,868 |
| Work in progress | 80,948,210 | 77,909,142 | 77,389,696 | 75,405,755 |
| 137,080,973 | 131,301,592 | 132,713,495 | 127,893,966 | |
| Accumulated impairment losses on stocks (Note 22) | (11,220,579) | (11,210,018) | (5,951,751) | (5,939,087) |
| 125,860,394 | 120,091,574 | 126,761,744 | 121,954,879 |
As at 31 March 2016 and 31 December 2015, trade accounts receivable and other
| 31 March 2016 | 31 December 2015 | |
|---|---|---|
| Trade accounts receivable | 22,745,392 | 23,362,034 |
| Accumulated impairment losses on trade debtors (Note 22) | (4,173,784) | (3,986,937) |
| 18,571,608 | 19,375,097 | |
| Taxes recoverable | 13,857,118 | 12,626,936 |
| Loans granted to and other amounts to be received from related parties | 42,959 | 74,506 |
| Other current assets | ||
| Suppliers with a debtor balance | 563,045 | 458,365 |
| Other debtors | 4,252,670 | 4,369,117 |
| Accounts receivable from the sale of financial investments | 4,668,650 | 4,656,580 |
| Accounts receivable from the sale of tangible assets | 196,220 | 10,525 |
| Interest receivable | 83,504 | 42,156 |
| Deferred costs - Rents | 662,605 | 291,265 |
| Deferred costs - External supplies and services | 1,257,992 | 1,121,317 |
| Other current assets | 6,916,005 | 4,714,764 |
| 18,600,691 | 15,664,089 | |
| Accumulated impairment losses on other current assets (Note 22) | (564,896) | (565,400) |
| Trade accounts receivable and other current assets | 50,507,480 | 47,175,228 |
| Deferred tax assets | ||||
|---|---|---|---|---|
| 31 March 2016 |
31 December 2015 |
31 March 2016 |
Deferred tax liabilities 31 December 2015 |
|
| Amortisation and Depreciation harmonisation adjustments | 577,975 | 592,345 | 3,679,295 | 3,754,439 |
| Provisions and impairment losses of non-tax deductible | 6,637,517 | 6,682,330 | - | - |
| Write off of tangible and intangible assets | 71,250 | 71,250 | - | - |
| Write off of accruals | - | - | - | - |
| Revaluation of tangible assets | - | - | 93,738 | 93,307 |
| Tax losses carried forward | 16,199,128 | 16,252,396 | - | - |
| Financial instruments | - | - | - | - |
| Write off of stocks Taxable temporary differences arising from the fair value of non-current liabilities |
- - |
- - |
548,376 6,539,832 |
548,376 6,543,174 |
| Others | 19,712 23,505,582 |
21,990 23,620,310 |
- 10,861,241 |
9,252 10,948,548 |
In accordance with the tax statements presented by companies that recorded deferred tax assets arising from tax losses carried forward, as at 31 March 2016 and 31 December 2015, and using exchange rates effective at that time, tax losses
| 31 March 2016 | 31 December 2015 | |||||
|---|---|---|---|---|---|---|
| Tax losses carried forward |
Deferred tax assets |
Time limit | Tax losses carried forward |
Deferred tax assets |
Time limit |
|
| With limited time use | ||||||
| Generated in 2012 | 19,769,442 | 4,151,583 | 2017 | 20,023,107 | 4,204,852 | 2017 |
| Generated in 2013 | 18,024,639 | 3,785,174 | 2018 | 18,024,639 | 3,785,174 | 2018 |
| Generated in 2014 | 11,725,573 | 2,462,370 | 2026 | 11,725,573 | 2,462,370 | 2026 |
| Generated in 2015 | 27,619,048 | 5,800,000 | 2027 | 27,619,048 | 5,800,000 | 2027 |
| Generated in 2016 | - | - | 2028 | - | - | 2028 |
| 77,138,702 | 16,199,128 | 77,392,368 | 16,252,396 | |||
| With a time limit different from the above mentioned |
- | - | - | - | ||
| 77,138,702 | 16,199,128 | 77,392,368 | 16,252,396 |
An analysis was made on the relevance of the recognition of deferred taxes, taking into account the possibility of them to be recovered in accordance with the medium
and long term prospects of the Group. Deferred tax assets arising from tax losses have been recorded only when it is likely to occur taxable income in the future.
As at 31 March 2016, tax losses carried forward amounting to 75,088,936 euro (75,631,592 euro as at 31 December 2015), have not originated deferred tax assets for prudential reasons and are detailed as follows:
| 31 March 2016 | 31 December 2015 | |||||
|---|---|---|---|---|---|---|
| Tax losses carried forward |
Tax Credit | Time limit | Tax losses carried forward |
Tax Credit | Time limit |
|
| With limited time use | ||||||
| Generated in 2012 | 13,872,225 | 2,913,167 | 2017 | 15,178,378 | 3,187,459 | 2017 |
| Generated in 2013 | 26,068,950 | 5,474,480 | 2018 | 22,917,452 | 4,812,665 | 2018 |
| Generated in 2014 | 22,249 | 4,672 | 2026 | 22,249 | 4,672 | 2026 |
| Generated in 2015 | 18,638,746 | 3,914,137 | 2027 | 18,638,746 | 3,914,137 | 2027 |
| Generated in 2016 | 4,724,621 | 992,170 | 2028 | - | - | 2028 |
| 63,326,791 | 13,298,626 | 56,756,825 | 11,918,933 | |||
| Without limited time use | 11,369,868 | 2,842,467 | - | - | ||
| With a time limit different from the above mentioned |
392,277 | 77,039 | 18,874,767 | 4,758,800 | ||
| 11,762,145 | 2,919,506 | 18,874,767 | 4,758,800 | |||
| 75,088,936 | 16,218,132 | 75,631,592 | 16,677,733 |
| 31 March 2016 | 31 December 2015 | ||
|---|---|---|---|
| Cash at hand | 72,776 | 111,450 | |
| Bank deposits | 5,645,453 | 35,201,904 | |
| Treasury applications | 5,128 | 4,897 | |
| Cash and cash equivalents on the balance sheet | 5,723,357 | 35,318,251 | |
| Bank overdrafts - (Note 17) | (183,454) | - | |
| Cash and cash equivalents in the statement of cash-flows | 5,539,903 | 35,318,251 |
Bank overdrafts include creditor balances of current accounts in financial institutions, and are disclosed in the balance sheet under current bank loans (Note 17).
value of 1 euro each. As at 31 March 2016, Sonae Capital SGPS, S.A. owns 5,516,226 own shares (5,914,571 own shares at 31 December 2015) booked for 1,404,226 euro (1,426,791 euro at 31
December 2015). Other reserves includes amounts equal to the value of own shares held by the Group's parent company. This reserve should be unavailable while these shares are kept by the company.
The Reserves and retained earnings of Sonae Capital Group in the periods ended 31
| 31 March 2016 | 31 December 2015 | ||
|---|---|---|---|
| Demerger reserve | 132,638,253 | 132,638,253 | |
| Translation reserves | 74,491 | (23,350) | |
| Hedging reserves | (6,022) | (11,956) | |
| Other reserves and retained earnings | (81,030,232) | (80,993,753) | |
| Reserves and retained earnings | 51,676,490 | 51,609,194 |
Demerger reserve The demerger originated a reserve in the amount of 132,638,253 euro, which has a treatment similar to that of a Legal Reserve. According to Company Law, it cannot be distributed to shareholders, unless the company is liquidated, but can be used to make good prior year losses, once other reserves have been used fully, or for capital
Translation reserves This reserves are comprised by the conversion into euro of the financial statements of the subsidiaries that have other functional currency.
Fair Value Reserves This reserves are comprised by the fair value of assets available for sale.
Hedging Reserve The reserve is comprised by the fair value of hedging derivatives and the accued interest of that derivative, and it is transferred to profit and loss when its subsidiaries are sold or liquidated.
| 31 March 2016 | 31 December 2015 | |
|---|---|---|
| Opening balance as at 1 January | 10,247,125 | 9,375,864 |
| Changes in hedging reserves | - | 721 |
| Changes in the percentage of capital held in affiliated companies | - | 219,830 |
| Changes resulting from currency translation | 12,925 | 38,920 |
| Dividends paid | (1,627) | (1,079,240) |
| Others | - | (1) |
| Profit for the period attributable to minority interests | 311,616 | 1,691,031 |
| Closing balance | 10,570,039 | 10,247,125 |
The non-controlling interests, are primarily from companies in the refrigeration and HVAC segment.
| 31 March 2016 | 31 December 2015 | ||||
|---|---|---|---|---|---|
| Outstanding amount | Outstanding amount | ||||
| Current | Non Current | Current | Non Current | Repayable on | |
| Bank loans | |||||
| Sonae Capital SGPS - commercial paper a) | 21,750,000 | - | - | - | Mar/2018 |
| Sonae Capital SGPS - commercial paper d) | 8,250,000 | - | 8,250,000 | - | Dec/2016 |
| Sonae Capital SGPS - commercial paper b) | 7,550,000 | - | - | - | Aug/2018 |
| Sonae Capital SGPS - commercial paper c) | - | 30,000,000 | - | 30,000,000 | Dec/2017 |
| Sonae Capital SGPS - commercial paperf) | 3,250,000 | 1,500,000 | 3,250,000 | 1,500,000 | May/2017 |
| Sonae Capital SGPS - commercial paper g) | 1,200,000 | 3,600,000 | 1,200,000 | 4,800,000 | Mar/2020 |
| Sonae Capital SGPS e) | 3,290,000 | 8,225,000 | 3,290,000 | 9,047,500 | Set/2019 |
| Up-front fees | - | (206,855) | - | (255,080) | |
| Others | 1,324,456 | 1,302,491 | 1,735,702 | 1,600,754 | |
| 46,614,456 | 44,420,636 | 17,725,702 | 46,693,174 | ||
| Bank overdrafts (Note 14) | 183,454 | - | - | - | |
| Bank loans | 46,797,910 | 44,420,636 | 17,725,702 | 46,693,174 | |
| Bond Loans | |||||
| Sonae Capital 2011/2016 Bonds | - | - | 10,000,000 | - | Jan/2016 |
| SC, SGPS, S.A. 2008/2018 Bonds | - | - | 50,000,000 | - | Mar/2018 |
| Sonae Capital 2014/2019 Bonds | - | 42,500,000 | - | 42,500,000 | May/2019 |
| Up-front fees | - | (348,868) | (17,938) | (376,402) | |
| Bond Loans | - | 42,151,132 | 59,982,062 | 42,123,598 | |
| Other loans | 311,968 | 297,289 | 311,968 | 297,289 | |
| Derivatives (Note 18) | 13,297 | - | 25,952 | - | |
| Obligations under finance leases Up-front fees on finance leases |
2,563,521 - |
15,359,938 (73,797) |
2,546,998 - |
14,886,301 (76,760) |
|
| 49,686,696 | 102,155,198 | 80,592,682 | 103,923,602 |
a) Short term commercial paper programme, issued on 28 March 2008 and valid for a 10 year period, which may be extended at the option of Sonae Capital. Placed in investors or financial institutions and guaranteed by credit lines, with
commitment of at least six months to a year, placed in relationship banks. b) Commercial paper programme, with subscription guarantee, issued on 31 March 2011 and valid up to August 2018, except if the reimbursement is anticipated under the contracted terms of the call/put option, in August 2016. This loan is
guaranteed by a mortgage on real estate assets. c) Commercial paper programme, with subscription guarantee, issued on 27 December 2012 and valid up to December
e) Bank loan guaranteed by a mortgage on real estate, started on 2 June 2011 and valid up to September 2019, with quarterly payments.
f) Commercial paper programme, with subscription guarantee, issued on 7 May 2014 and valid for a 3 year period, with semi-annual payments. g) Commercial paper programme, with subscription guarantee, issued on 18 march 2015 and valid up to March 2020, with
As at 31 March 2016, borrowings of the Group were as follows:
annual payments.
Sonae Capital, SGPS, SA, 2014/2019 bond loan in the amount of 42,500,000 euro, with a 5 year maturity, and a sole reimbursement on 28 May 2019. This bond loan bears interest every six months.
The interest rate on bonds and bank loans in force on 31 March 2016 was on
average 2.99% (2.83% in December 2015) Bank loans pay interest rates that are indexed to the Euribor market rates of the
period, and its fair value is considered close to its book value. Other non-current loans include government reimbursable grants to group
companies, which do not bear interest. The repayment schedule of the nominal value of borrowings may be summarised as
| 31 March 2016 | 31 December 2015 | |||
|---|---|---|---|---|
| Nominal value | Interest | Nominal value | Interest | |
| N+1 a) | 42,101,987 | 4,139,257 | 80,584,669 | 4,867,436 |
| 44,333,164 | 3,119,706 | 39,321,659 | 3,938,199 | |
| N+2 | 10,334,216 | 2,118,377 | 7,644,816 | 2,421,339 |
| N+3 | 48,446,766 | 1,030,796 | 49,335,366 | 1,074,827 |
| N+4 | 2,284,593 | 75,929 | 3,505,904 | 87,101 |
| N+5 | 4,773,936 | 98,195 | 4,824,098 | 109,720 |
| After N+5 | 152,274,662 | 10,582,260 | 185,216,512 | 12,498,622 |
a) Includes amounts drawn under commercial paper programmes. Of the total amount maturing in N+1, 71% concerns to commercial paper taken under lines of credit with commitment exceeding one year. Taking into account the policies and measures to manage liquidity risk, no risks that could jeopardize the continuity of operations are anticipated.
In the case any Bank institution or commercial paper investor do not renew, at the maturity date, its respective loans, the Group has credit lines available to overcome
Interest rate derivatives Hedging instruments used by the Group as at 31 March 2016 were mainly interest rate options (cash-flow hedges) contracted with the goal of hedging interest rate risks on loans in the amount of 386,525 euro, whose fair value of 13,297 euro (25,952 euro at 31 December 2015) is recorded as liabilities in other loans (Note 17). As at 31
March 2016 and 31 December 2015, all derivatives are hedging derivatives. These interest rate hedging instruments are valued at fair value as at the balance sheet date, determined by valuations made by the Group using derivative valuation calculation schedules and external valuations when these schedules do not permit the valuation of certain instruments. For options, fair value is determined using the
Black-Scholes model and its variants. The fair value of derivatives is calculated using valuation models based on assumptions which are confirmed by market benchmarks, thus complying with level 2 requirements set on the IFRS 7.
Risk coverage guidelines generally used by the Group in contractually arranged hedging instruments are as follows:
Counterparts for derivatives are selected based on their financial strength and credit risk profile, with this profile being generally measured by a rating note
attributed by rating agencies of recognized merit. Counterparts for derivatives are top level, highly prestigious financial institutions which are recognized nationally
Fair value of derivatives
| Assets | Liabilities | |||
|---|---|---|---|---|
| 31March 2016 | 31 December 2015 |
31March 2016 | 31 December 2015 |
|
| Non-Hedge accounting derivatives Interest rate |
- | - | - | - |
| Hedge accounting derivatives | ||||
| Interest rate (Note 17) | - | - | 13,297 | 25,952 |
| Other derivatives | - | - | - | - |
| - | - | 13,297 | 25,952 |
| 31 March 2016 | 31 December 2015 | |
|---|---|---|
| Loans and other amounts payable to related parties | ||
| Plaza Mayor Parque de Ocio, SA (Note 26) | 1,903,194 | 1,928,510 |
| Others | 230,847 | 230,846 |
| 2,134,041 | 2,159,356 | |
| Other creditors | ||
| Creditors in the restructuring process of Torralta | 575,745 | 561,891 |
| Others | - | - |
| 575,745 | 561,891 | |
| Deferred income | - | - |
| Obligations by share-based payments (Note 20) | 237,551 | 312,372 |
| 237,551 | 312,372 | |
| Other non current liabilities | 2,947,337 | 3,033,619 |
As at 31 March 2016 and 31 December 2015, the market value of total liabilities arising from share-based payments, which have not yet vested, may be summarised
| Year of grant | Vesting year | Number of participants |
Fair Value 31 March 2016 |
31 December 2015 |
|||
|---|---|---|---|---|---|---|---|
| Shares | |||||||
| 2013 | 2016 | 7 | - | 579,291 | |||
| 2014 | 2017 | 6 | 301,600 | 272,420 | |||
| 2015 | 2018 | 6 | 380,502 | 335,036 | |||
| 2016 | 2019 | 6 | 273,626 | - | |||
| Total | 955,728 | 1,186,747 |
As at 31 March 2016 and 31 December 2015, the financial statements include the following amounts corresponding to the period elapsed between the date of granting and those dates for each deferred bonus plan, which have not yet vested:
| Other non current liabilities (Note 19) | 31 March 2016 237,551 |
31 Dezembro 2015 312,372 |
|---|---|---|
| Other current liabilities | 169,994 | 579,291 |
| Reserves | 170,768 | 34,317 |
| Staff Costs | 236,777 | 857,346 |
| 31 March 2016 | 31 December 2015 | |
|---|---|---|
| Trade creditors | 21,654,170 | 17,167,600 |
| Loans granted by and other payables to related parties | 132,320 | 318,490 |
| Other current liabilities Fixed assets suppliers |
800,161 | 1,273,301 |
| Advances from customers and down payments | 7,910,339 | 8,291,899 |
| Other creditors | 2,460,980 | 1,678,532 |
| Taxes and contributions payable | 4,803,431 | 3,570,359 |
| Accrued staff costs | 5,420,213 | 5,902,111 |
| Amounts invoiced for works not yet completed | 2,536,323 | 3,219,828 |
| Accrued expenses with purchases - Energy Segment | 2,540,739 | 2,321,743 |
| Interest payable | 701,388 | 611,463 |
| Investment aid | 1,435,700 | 1,447,902 |
| Other liabilities | 12,067,402 | 11,158,051 |
| 40,676,676 | 39,475,189 | |
| Trade accounts payable and other current liabilities | 62,463,166 | 56,961,279 |
| Balance as at 1 January |
Balance as at 31 March |
|||||
|---|---|---|---|---|---|---|
| Captions Accumulated impairment losses on: |
2016 | Increases | Decreases | Utilisations | Transfers | 2016 |
| Tangible Assets (Note 7) | 39,129,797 | 37,236 | - | - | - | 39,167,033 |
| Goodwill (Note 8) | 1,301,596 | - | - | - | - | 1,301,596 |
| Other Investments (Notes 5 and 9) | 323,781 | - | - | - | - | 323,781 |
| Other non current assets (Note 10) | 34,916 | - | - | - | - | 34,916 |
| Trade accounts receivable (Note 12) | 3,986,937 | 390,667 | (176,003) | (27,817) | - | 4,173,784 |
| Other current assets (Note 12) | 565,400 | 27,212 | (27,234) | (482) | - | 564,896 |
| Stocks (Note 11) | 5,951,751 | - | (2,103) | - | 5,270,931 | 11,220,579 |
| Non current provisions | 3,079,824 | - | - | - | - | 3,079,824 |
| Current provisions | 5,357,926 | 157,429 | (32,515) | (9,361) | - | 5,473,480 |
| 59,731,928 | 612,544 | (237,855) | (37,660) | 5,270,931 | 65,339,889 |
During an inventory of assets at 31 March 2016, it was detected that the recording of the impairment costs of previous years, in some assets, was made in the account of the gross amount of the asset, and not in the impairment account as it should
have been. It was decided to transfer these amounts to the correct impairment account, and disclose this event under transfers.
As at 31 March 2016 and 31 December 2015 detail of other provisions was as follows:
| 31 March 2016 | 31 December 2015 | |
|---|---|---|
| Judicial claims | 2,090,312 | 2,033,391 |
| Provision for secured income | 3,911,222 | 3,838,298 |
| Others | 2,551,769 | 2,566,061 |
| 8,553,304 | 8,437,750 | |
The amount in provision for guaranteed income is the estimate of the difference between the amount to be charged through the properties sold in "Tróia" and the
guaranteed income to property owners. The amount to be charged through the marketing of real estate, is estimated based on the average of the values obtained in previous years.
| referred to guarantees given and were made up as follows: | ||
|---|---|---|
| 31 March 2016 | 31 December 2015 | |
| Guarantees given: | ||
| on VAT reimbursements | 5,104,475 | 5,105,475 |
| on tax claims | 17,711,491 | 9,956,905 |
| on municipal claims | 1,134,224 | 1,134,224 |
of guarantees given concerning building permits in the Resorts segments. The Group has not registered provisions for the events/disagreements for which these guarantees were given since the Group believes that the above mentioned events will not result in a loss for the Group.
| 31 March 2016 | 31 March 2015 | |
|---|---|---|
| Current tax Deferred tax |
(188,980) 25,744 |
858,290 4,235 |
| Taxation | (163,236) | 862,525 |
| 31 March 2016 | 31 March 2015 | |
|---|---|---|
| Aggregate net profit | (2,261,175) | (6,681,185) |
| Harmonisation adjustments | (28,496) | 18,443 |
| Elimination of intragroup dividends | (916,053) | (33,314,290) |
| Share of gains/(losses) of associated undertakings | 1,050,196 | 1,247,978 |
| Elimination of intragroup capital gains/(losses) | (1,726,000) | (3,221,077) |
| Elimination of intragroup impairment | - | (5,564,515) |
| Adjustments of gains/(losses) on assets disposals | - | - |
| Adjustments of gains/(losses) of financial shareholdings sale | - | 44,836,886 |
| Others | - | - |
| (3,881,528) | (2,677,760) | |
| Consolidated net profit for the year |
| Sales and services rendered | Purchases and services obtained | ||||
|---|---|---|---|---|---|
| Transactions | 31 March 2016 | 31 March 2015 | 31 March 2016 | 31 March 2015 | |
| Parent company (a) | - | - | - | - | |
| Associated companies | 18,419 | 126,930 | 4,374 | 9,122 | |
| Other partners and Group companies (b) | 8,967,724 8,986,143 |
4,349,978 4,476,908 |
634,365 638,739 |
924,048 933,170 |
|
| Interest expenses | |||||
|---|---|---|---|---|---|
| Transactions | Interest income 31 March 2016 31 March 2015 |
31 March 2016 | 31 March 2015 | ||
| Parent company (a) | - | - | - | - | |
| Associated companies | 82,850 | 250,448 | - | - | |
| Other partners and Group companies (b) | - 82,850 |
- 250,448 |
24,655 24,655 |
28,106 28,106 |
|
| Accounts receivable | Accounts payable | ||||
|---|---|---|---|---|---|
| Balances | 31 March 2016 | 31 December 2015 |
31 March 2016 | 31 December 2015 |
|
| Parent company (a) | - | - | - | - | |
| Associated companies | 106,811 | 79,083 | 5,240 | 6,302 | |
| Other partners and Group companies (b) | 10,199,789 | 10,106,073 | 9,174,702 | 8,946,752 | |
| 10,306,600 | 10,185,156 | 9,179,942 | 8,953,054 |
| Loans obtained | Loans granted | ||||
|---|---|---|---|---|---|
| Balances | 31 March 2016 | 31 December 2015 |
31 March 2016 | 31 December 2015 |
|
| Parent company (a) | - | - | - | - | |
| Associated companies | - | - | 6,730,593 | 6,689,090 | |
| Other partners and Group companies (b) | 1,903,194 | 1,928,510 | - | - | |
| 1,903,194 | 1,928,510 | 6,730,593 | 6,689,090 |
a) The parent company is Efanor Investimentos, SGPS, SA; b) Balances and transactions with Group Sonae, SGPS and Group Sonae Indústria, SGPS, SA are included under Other partners in
taking into consideration the following amounts: There are no convertible instruments included in Sonae Capital, SGPS, SA's shares,
| Net profit | 31 March 2016 | 31 March 2015 |
|---|---|---|
| Net profit taken into consideration to calculate basic earnings per share (Net profit for the period ) |
(4,193,144) | (2,926,079) |
| Net profit taken into consideration to calculate diluted earnings per share | (4,193,144) | (2,926,079) |
| Number of shares | ||
| Weighted average number of shares used to calculated basic earnings per share |
246,740,156 | 246,211,552 |
| Weighted average number of shares used to calculated diluted earnings per share |
246,740,156 | 246,211,552 |
| Earnings per share (basic and diluted) | (0.016994) | (0.011884) |
There are no convertible instruments included in Sonae Capital, SGPS, SA's shares,
SEGMENTS INFORMATION In 31 March 2016 and 31 December 2015, the following were identified as segments:
Resorts
The contribution of the business segments to the income statement of the periods
| Profit and Loss Account |
Resorts | Hotels | Fitness | 31 March 2016 Energy |
Refrigeration and HVAC |
Other Assets |
Intersegment Adjustments |
Consolidated |
|---|---|---|---|---|---|---|---|---|
| Turnover | 2,831,526 | 2,104,296 | 4,141,559 | 11,735,384 | 14,273,969 | 3,957,867 | -2,677,907 | 36,366,694 |
| Other operational | 1,009,248 | 120,329 | 66,974 | 19,657 | 139,066 | 109,024 | -393,494 | 1,070,804 |
| income | ||||||||
| Total operational | 3,840,774 | 2,224,625 4,208,533 | 11,755,041 | 14,413,035 4,066,891 | -3,071,401 | 37,437,498 | ||
| income | ||||||||
| Operational cash flow (EBITDA) |
-66,440 -1,755,243 | 381,860 2,358,362 | 889,547 | -214,329 | - | 1,593,757 | ||
| Profit and Loss Account |
Resorts | Hotels | Fitness | 31 March 2015 Energy |
Refrigeration and HVAC |
Other Assets |
Intersegment Adjustments |
Consolidated | |
|---|---|---|---|---|---|---|---|---|---|
| Turnover | 5,440,895 | 1,822,911 | 3,503,340 | 15,580,533 | 12,634,212 | 3,476,997 | -4,481,488 | 37,977,399 | |
| Other operational income |
1,320,579 | 107,500 | 108,684 | 697,003 | 282,447 | 50,652 | 1,273,417 | 3,840,282 | |
| Total operational | 6,761,474 | 1,930,411 | 3,612,024 16,277,536 | 12,916,659 3,527,649 | -3,208,071 | 41,817,681 | |||
| income | |||||||||
| Operational cash flow (EBITDA) |
762,744 -1,942,170 | 232,926 | 3,221,029 | 416,861 | 263,368 | - | 2,954,758 | ||
The contribution of the business segments to the Balance sheets as at 31 March
| Balance Sheet | Resorts | Hotels | Fitness | 31 March 2016 Energy |
Refrigeration and HVAC |
Other Assets | Intersegment Adjustments |
Consolidated |
|---|---|---|---|---|---|---|---|---|
| Fixed Assets Tangible, Intangible and |
147,913,097 | 12,368,443 | 8,708,240 | 26,139,885 | 9,957,965 | 110,066,743 | -6,010 | 315,148,364 |
| Goodwill Investments |
41,798,068 | 10,706,257 | 29,143 | 245,843 | 5,755 | 361,966,973 | -400,097,398 | 14,654,642 |
| Other Assets | 75,460,637 | 7,959,258 | 2,720,256 | 11,964,315 | 45,861,913 | 591,468,597 | -521,921,881 | 213,513,095 |
| Total Assets | 265,171,802 31,033,959 11,457,639 38,350,044 | 55,825,634 1,063,502,313 | -922,025,290 | 543,316,101 | ||||
| Total Liabilities | 232,363,255 | 31,592,931 8,954,080 34,599,860 | 21,538,289 | 405,475,230 | -497,856,704 | 236,666,942 | ||
| Technical investment |
156,873 | 181,383 | 256,571 | 215,539 | 51,648 | 112,508 | - | 974,522 |
| Gross Debt | 13,234,467 | 0 | 142,857 | 7,305,075 | 391,295 | 130,768,200 | - | 151,841,895 |
| Net Debt | 13,125,073 | -176,667 | -31,450 | 5,614,359 | -204,716 | 127,791,938 | - | 146,118,538 |
| Balance Sheet | Resorts | Hotels | Fitness | 31 December 2015 Energy |
Refrigeration and HVAC |
Other Assets | Intersegment Adjustments |
Consolidated |
|---|---|---|---|---|---|---|---|---|
| Fixed Assets Tangible, Intangible and |
149,956,529 | 12,436,077 | 9,005,028 | 26,895,189 | 9,993,052 | 111,446,972 | -6,010 | 319,726,837 |
| Goodwill Investments |
41,797,580 | 10,705,291 | 27,638 | 213,433 | 4,283 | 360,907,202 | -400,097,398 | 13,558,029 |
| Other Assets | 76,197,823 | 8,070,031 | 2,747,073 | 10,745,078 | 42,435,788 | 593,656,434 | -493,104,764 | 240,747,465 |
| Total Assets | 267,951,933 | 31,211,399 | 11,779,739 37,853,700 | 52,433,123 1,066,010,608 | -893,208,172 | 574,032,331 | ||
| Total Liabilities | 231,646,193 29,764,342 | 9,121,409 35,009,190 | 18,086,642 | 433,849,763 -493,580,059 | 263,897,480 | |||
| Technical investment |
1,437,829 | 575,136 | 1,312,420 | 6,242,443 | 191,289 | 4,805,144 | - | 14,564,262 |
| Gross Debt | 13,654,719 | 0 | 261,161 | 6,693,808 | 684,942 | 163,221,655 | - | 184,516,284 |
| Net Debt | 13,471,474 | -104,405 | 221,797 | 6,306,008 | -813,557 | 130,116,717 | - | 149,198,033 |
SUBSEQUENT EVENTS No significant events, requiring further disclosure, have occurred after 31 March 2016.
APPROVAL OF THE FINANCIAL STATEMENTS These consolidated financial statements were approved by the Board of Directors and authorized for issue on 5 May 2016.
The Board of Directors
(Translation of the individual financial statements originally issued in Portuguese)
| ASSETS | Notes | 31 March 2016 | 31 December 2015 | |
|---|---|---|---|---|
| NON CURRENT ASSETS: Tangible assets Investments Deferred tax assets Other non current assets |
Total Non Current Assets | 4 7 5 |
29,413 352,789,105 8,275,218 376,561,628 737,655,364 |
29,790 352,789,105 8,275,218 376,801,628 737,895,741 |
| CURRENT ASSETS: Income tax Other current assets Cash and cash equivalents |
Total Current Assets | 6 6 8 |
2,085,190 47,688,301 556,329 50,329,820 |
1,525,643 49,145,079 30,562,977 81,233,698 |
| TOTAL ASSETS | 787,985,184 | 819,129,439 | ||
| EQUITY AND LIABILITIES | ||||
| EQUITY: Share Capital Own shares Legal reserve Other reserves Retained earnings Profit / (Loss) for the period TOTAL EQUITY |
9 9 1 0 1 0 |
250,000,000 (1,404,226) 9,463,225 309,895,278 12,198,782 3,340,134 583,493,193 |
250,000,000 (1,426,791) 9,463,225 309,676,446 - 12,198,782 579,911,662 |
|
| LIABILITIES: NON CURRENT LIABILITIES: Bank loans Bonds Other non current liabilities |
Total Non Current Liabilities | 1 1 | 43,149,640 42,151,132 76,523 85,377,295 |
45,125,994 42,123,598 107,760 87,357,352 |
| CURRENT LIABILITIES Suppliers Bank loans Other creditors Other current liabilities |
Total Current Liabilities | 1 1 1 3 1 1 1 2 |
27,211 45,290,000 72,367,131 1,430,354 119,114,696 |
101,559 25,990,000 124,763,497 1,005,369 151,860,425 |
| TOTAL EQUITY AND LIABILITIES | The accompanying notes are an integral part of these financial statements | 1 3 | 787,985,184 | 819,129,439 |
| Notes | 31 March 2016 | 31 March 2015 | |
|---|---|---|---|
| Operational income | |||
| Other operational income Total operational income |
12,478 12,478 |
7,098 7,098 |
|
| Operational expenses | |||
| External supplies and services | 14 | (251,915) | (258,060) |
| Staff costs | 15 | (363,871) | (452,577) |
| Depreciation and amortisation | (377) | (1,010) | |
| Other operational expenses | (75,110) | (20,542) | |
| Total operational expenses Operational profit/(loss) |
(691,273) (678,795) |
(732,188) (725,090) |
|
| Financial income | 16 | 4,721,438 | 7,065,685 |
| Financial expenses | 16 | (1,715,872) | (2,367,147) |
| Net financial income/(expenses) | 3,005,566 | 4,698,538 | |
| Investment income Profit/(loss) before taxation |
16 | 777,933 3,104,704 |
22,287,656 26,261,103 |
| Taxation Profit/(loss) for the period |
17 | 235,430 3,340,134 |
311,996 26,573,098 |
| Profit/(loss) per share |
| 31 March 2016 | 31 March 2015 | |
|---|---|---|
| Net profit for the period | 3,340,134 | 26,573,098 |
| Items that may subsequently be reclassified to net income: | ||
| Change in currency translation reserve | - | - |
| Share of other comprehensive income of associated undertakings and joint ventures accounted for by the equity method |
- | - |
| Change in the fair value of assets available for sale | - | - |
| Change in the fair value of cash flow hedging derivatives | - | - |
| Income tax relating to components of other comprehensive income Other comprehensive income for the period |
- - |
- - |
| Total comprehensive income for the period | 3,340,134 | 26,573,098 |
REPORT AND ACCOUNTS - MARCH 2016 Individual Financial Statements
(Translation of the individual financial statements originally issued in Portuguese)
| Share | Own | Legal | Other | Retained | Sub total | Net | Total Equity | |
|---|---|---|---|---|---|---|---|---|
| Balance as at 1 January 2015 | Capital 250,000,000 |
Shares (1,486,301) |
Reserve 8,611,464 |
Reserves 293,493,001 |
Earnings - |
302,104,465 | profit / (loss) 17,035,205 |
567,653,369 |
| Total comprehensive income for the period | - | - | - | - | - | - | 26,573,098 | 26,573,098 |
| Appropriation of profits: Transfer to legal reserve and retained earnings Dividends distributed Acquisition/(disposal) of own shares |
- - - |
- - - |
851,760 - - |
16,183,445 - - |
- - - |
17,035,205 - - |
(17,035,205) - - |
- - - |
| Balance as at 31 March 2015 | 250,000,000 | (1,486,301) | 9,463,225 | 309,676,446 | - | 319,139,670 | 26,573,098 | 594,226,468 |
| Balance as at 1 January 2016 | 250,000,000 | (1,426,791) | 9,463,225 | 309,676,446 | - | 319,139,671 | 12,198,782 | 579,911,662 |
| Total comprehensive income for the period | - | - | - | - | - | - | 3,340,134 | 3,340,134 |
| Appropriation of profits: Transfer to legal reserve and retained earnings Dividends distributed Acquisition/(disposal) of own shares |
- - - |
- - 22,565 |
- - - |
- - 218,832 |
12,198,782 - - |
12,198,782 - 218,832 |
(12,198,782) - - |
- - 241,397 |
| Balance as at 31 March 2016 | 250,000,000 | (1,404,226) | 9,463,225 | 309,895,278 | 12,198,782 | 331,557,285 | 3,340,134 | 583,493,193 |
| OPERATING ACTIVITIES | Notes | 31 March 2016 | 31 March 2015 |
|---|---|---|---|
| Cash paid to trade debtors | 9,632 | - | |
| Cash paid to trade creditors | 217,271 | 178,099 | |
| Cash paid to employees | 266,498 | 197,543 | |
| Cash flow generated by operations | (474,137) | (375,642) | |
| Income taxes (paid)/received | 232,030 | 1,019 | |
| Other cash receipts/(payments) relating to operating activities Net cash flow from operating activities [1] |
(211,627) (917,794) |
(228,023) (604,685) |
|
| INVESTMENT ACTIVITIES | |||
| Cash receipts arising from: | |||
| Investments | 21 | - | 346,551,390 |
| Interest and similar income | 16,235,520 | 5,275,827 | |
| Dividends | - | - | |
| Others Loans obtained |
777,933 240,000 |
- 346,560,000 |
|
| 17,253,453 | 698,387,217 | ||
| Cash payments arising from: | |||
| Investments | 21 | ||
| Tangible assets | 1,250 | 9,515 | |
| Loans granted | 9,760,098 | 700,680,000 | |
| 9,761,348 | 700,689,515 | ||
| Net cash flow from investment activities [2] | 7,492,105 | (2,302,298) | |
| FINANCING ACTIVITIES | |||
| Cash receipts arising from: | |||
| Sale of own shares Loans obtained |
- 29,300,000 |
- 10,966,430 |
|
| 29,300,000 | 10,966,430 | ||
| Cash Payments arising from: | |||
| Interest and similar costs | 1,370,245 | 1,296,371 | |
| Acquisition of own shares | - | - | |
| Loans obtained | 64,510,715 | 11,026,300 | |
| 65,880,960 | 12,322,671 | ||
| Net cash flow from financing activities [3] | (36,580,960) | (1,356,241) | |
| Net increase/(decrease) in cash and cash equivalents [4] = [1]+[2]+[3] Cash and cash equivalents at the beginning of the period |
8 | (30,006,649) 30,562,977 |
(4,263,224) 5,112,291 |
| Cash and cash equivalents at the end of the period | 8 | 556,329 | 849,067 |
Sonae Capital, SGPS, SA ("the Company" or "Sonae Capital") whose registered office is at Lugar do Espido, Via Norte, Apartado 3053, 4471-907 Maia, Portugal, was set up on 14 December 2007 by public deed, following the demerger from Sonae, SGPS, SA of the whole of the shareholding in the company formerly named Sonae Capital, SGPS, SA, now named SC, SGPS, SA, in compliance with paragraph a) of article 118 of the Commercial Companies Code.
The Company's financial statements are presented as required by the Commercial Companies Code. According to Decree-Law 158/2009 of 13 July of 2009, the Company's financial statements have been prepared in accordance with International Financial Reporting Standards
The main accounting policies adopted in preparing the accompanying individual financial statements are consisting with those used in the financial statements presented for the year ended 31 December 2015.
2.1 Basis of preparation Interim financial statements are presented quarterly, in accordance with IAS 34 –
"Interim Financial Reporting". The accompanying financial statements have been prepared from the books and accounting records on a going concern basis and under the historical cost convention, except for financial instruments which are stated at fair value.
CHANGES IN ACCOUNTING POLICIES During the period there were no changes in accounting policies or prior period
FINANCIAL INVESTMENTS
| 31 March 2016 | 31 December 2015 | |
|---|---|---|
| Investments in affiliated and associated undertakings | 360,864,815 | 360,864,815 |
| Investments in other companies | ||
| Sonae RE - (0,04%) | 1,200 | 1,200 |
| Fundo Invest. Imob. Imosonae Dois - (0,001%) | 2,546 | 2,546 |
| Matadouro Alto Alentejo, SA - (0,89%) | 1 | 1 |
| NET Novas Tecnologias, SA - (2,80%) | 23,034 | 23,034 |
| Saúde Atlântica - Gestão Hospitalar, SA (0,01%) | - | - |
| Fundo F HITEC - (6,46%) | 250,950 | 250,950 |
| 361,142,546 | 361,142,546 | |
| Impairment | (8,353,441) | (8,353,441) |
| 352,789,105 | 352,789,105 |
4.1 Investments in affiliated and associated undertakings As at 31 March 2016 and 31 December 2015, the detail of Investments in Affiliated and Associated Companies is as shown in the table below:
| Sociedade | % Held | Fair Value |
Book Value | 31.03.2016 Fair Value Reserve |
Equity | Profit / (Loss) for the |
|---|---|---|---|---|---|---|
| period | ||||||
| CAPWATT, S.G.P.S., S.A. | 100.00% | 2,725,000 | 2,727,911 | 22,523 | ||
| Fundo Esp de Invest. Imob Fechado WTC | 59.57% | 42,057,274 | 71,930,258 | 2,803,517 | ||
| Troiaresort, SGPS, S.A. | 100.00% | 167,132,793 | 81,544,939 | (1,267,436) | ||
| Interlog - SGPS, S.A. | 98.94% | 21,658,210 | 21,822,827 | 69,173 | ||
| Lidergraf - Artes Gráficas, SA. | 24.50% | 1,125,301 | 5,657,875 | 920,936 | ||
| SC Assets S.G.P.S., SA | 100.00% | 25,577,659 | 17,298,473 | (2,965,535) | ||
| Sonae Turismo, S.G.P.S., S.A. | 100.00% | 5,857,175 | 6,441,284 | (8,964,192) | ||
| SC Finance B.V. | 100.00% | 263,698 | (9,872,274) | (10,166,776) | ||
| SC-Eng. e Promoção imobiliária, S.G.P.S., S.A. | 100.00% | 34,575,100 | 28,471,076 | 1,353,511 | ||
| Sistavac, SGPS, S.A. | 70.00% | 32,492,436 | 41,890,333 | 742,129 | ||
| Solinca - Health & Fitness, S.A. | 100.00% | 13,553,639 | 327,590 | (892,854) | ||
| Spred, S.G.P.S., S.A. Total |
100.00% | 13,846,529 360,864,815 |
6,887,774 | (1,923,514) |
| Spred, S.G.P.S., S.A. Total |
4,884,029 8,353,441 |
|---|---|
| SC Assets S.G.P.S., SA | 3,469,412 |
| Perdas por imparidade |
| Sociedade | % Held | Fair Value |
Book Value | 31.12.2015 Fair Value Reserve |
Equity | Profit / (Loss) for the |
|---|---|---|---|---|---|---|
| period | ||||||
| CAPWATT, S.G.P.S., S.A. | 100.00% | 2,725,000 | 2,727,911 | 22,523 | ||
| Fundo Esp de Invest. Imob Fechado WTC | 59.57% | 42,057,274 | 71,930,258 | 2,803,517 | ||
| Troiaresort, SGPS, S.A. | 100.00% | 167,132,793 | 81,544,939 | (1,267,436) | ||
| Interlog - SGPS, S.A. | 98.94% | 21,658,210 | 21,822,827 | 69,173 | ||
| Lidergraf - Artes Gráficas, SA. | 24.50% | 1,125,301 | 5,657,875 | 920,936 | ||
| SC Assets S.G.P.S., SA | 100.00% | 25,577,659 | 17,298,473 | (2,965,535) | ||
| Sonae Turismo, S.G.P.S., S.A. | 100.00% | 5,857,175 | 6,441,284 | (8,964,192) | ||
| SC Finance B.V. | 100.00% | 263,698 | (9,872,274) | (10,166,776) | ||
| SC-Eng. e Promoção imobiliária, S.G.P.S., S.A. | 100.00% | 34,575,100 | 28,471,076 | 1,353,511 | ||
| Sistavac, SGPS, S.A. | 70.00% | 32,492,436 | 41,890,333 | 742,129 | ||
| Solinca - Health & Fitness, S.A. | 100.00% | 13,553,639 | 327,590 | (892,854) | ||
| Spred, S.G.P.S., S.A. Total |
100.00% | 13,846,529 360,864,815 |
6,887,774 | (1,923,514) |
| SC Assets S.G.P.S., SA | 3,469,412 |
|---|---|
| Spred, S.G.P.S., S.A. | 4,884,029 |
| Total | 8,353,441 |
Investments carried at cost correspond to those in unlisted companies and for which
a fair value cannot be reliably estimated. In 2015, impairment tests on financial investments were performed, based on external valuations of the real estate of group companies or DCF methodology, to
assess the fair value of such investments. These assessments use discount rates that correspond to the weighted average rates of the cost of capital (WACC), calculated on the basis of the business type in which they operate and s target capital structures, and are in the range [6.98% - 11.86%]. 5 years projections were considered and growth rates in perpetuity were
considered void. As at 31 March 2016 and 31 December 2015, the detail of Impairments on Investments in Affiliated and Associated Companies is as shown in the table below:
| 31 March 2016 | 31 December 2015 | Variation | ||
|---|---|---|---|---|
| SC Hospitality, SGPS, S.A | (4,884,029) | (4,884,029) | - | |
| Spred, SGPS, SA | (3,469,412) | (3,469,412) | - | |
| (8,353,441) | (8,353,441) | - |
| 31 March 2016 | 31 December 2015 | ||
|---|---|---|---|
| Loans granted to group companies: | |||
| SC Assets, SGPS, SA | 181,059,991 | 181,059,991 | |
| Troiaresort, S.G.P.S., SA | 186,861,637 | 186,861,637 | |
| SC Finance BV | 5,885,000 | 5,885,000 | |
| Solinca - Health & Fitness, SA | 2,755,000 | 2,995,000 | |
| 376,561,628 | 376,801,628 |
These assets were not due or impaired as at 31 December 2015. The fair value of loans granted to Group companies is basically the same as their book value.
Loans to group companies interest at market rates and are repayable within a period exceeding one year. The interest rate as at 31 March 2016 stood, in average, at approximately 4.609%.
| 31 March 2016 | 31 December 2015 | |
|---|---|---|
| Trade debtors | - | 9,512 |
| Other Debtors - Group | 1,097,451 | 1,097,451 |
| Loans granted | 41,043,098 | 31,283,000 |
| Other Debtors | 155,894 | 28,188 |
| Accrued income | 4,714,823 | 16,240,101 |
| Deferred costs | 677,035 | 486,827 |
| 47,688,301 | 49,145,079 | |
| Income tax withheld | 2,085,190 | 1,525,643 |
| 49,773,492 | 50,670,722 |
The balance registered at Shareholding, other Operations is related to the values
transferred from subsidiaries under the IRC regime (RETGS). As at 31 March 2016 and 31 December 2015, the item Loans Granted is related to financial operations with the following subsidiaries:
| 31 March 2016 | 31 December 2015 | |
|---|---|---|
| SC Assets, SGPS, SA | 1,626,500 | 10,000 |
| SC Sociedade de Consultadoria, SA | - | 5,000 |
| Sonae Turismo, SGPS, SA | 5,715,000 | 5,341,000 |
| CAPWATT, SGPS, S.A. | 13,511,500 | 16,711,000 |
| Inparvi SGPS, SA | 108,948 | 108,000 |
| SC Finance BV | - | 5,748,000 |
| SC, SGPS, S.A. | 13,388,850 | - |
| Solinca - Health & Fitness, SA | 764,800 | 1,147,000 |
| Troiaresort, S.G.P.S., SA | 5,927,500 41,043,098 |
2,213,000 31,283,000 |
Loans to group companies interest at market rates and are repayable within a period inferior to one year. The interest rate as at 31 March 2016 stood, in average, at approximately 3.174%.
As at 31 March 2016 and 31 December 2015, the item Income tax is made up as follows:
| 31 March 2016 | 31 December 2015 | |
|---|---|---|
| Income tax withheld | 807,971 | 576,441 |
| Income tax (advanced payment) | 1,663,268 | 1,570,680 |
| Income tax | (386,049) | (621,478) |
| 2,085,190 | 1,525,643 |
The amount registered in Accrued Income includes 4,708,218 euro relative to
interest o loan granted to subsidiaries. Deferred Costs includes 636,199 euros relative to bank commissions that are deferred for the loan period.
| Deferred tax assets | ||||
|---|---|---|---|---|
| Deferred tax liabilities | ||||
| Tax losses carried forward | 31 March 2016 8,275,218 |
31 December 2015 8,275,218 |
31 March 2016 | 31 December 2015 - - |
During the periods ended 31 March 2016 and 31 December 2015, movements in deferred tax are as follows:
| Activos por impostos diferidos | ||||
|---|---|---|---|---|
| Passivo por impostos diferidos | ||||
| 31 March 2016 | 31 December 2015 | 31 March 2016 | 31 December 2015 | |
| Opening balance | 8,275,218 | 8,275,218 | - - |
|
| Effect in results | - | - | - - |
|
| Tax losses carried forward | ||||
| Others | - 8,275,218 |
- 8,275,218 |
- - - - |
|
| Effect in reserves: | - | - | - - |
|
| Closing balance | 8,275,218 | 8,275,218 | - - |
In accordance with the tax statements presented by companies that recorded deferred tax assets arising from tax losses carried forward, as at 31 March 2016 and
| 31 March 2016 | 31 December 2015 | |||||
|---|---|---|---|---|---|---|
| Prejuízo fiscal | Deferred tax assets |
To be used until |
Prejuízo fiscal |
Deferred tax assets |
To be used until |
|
| 61,175 | 12,847 | 2018 | 61,175 | 12,847 | 2018 | |
| Generated in 2013 | ||||||
| Generated in 2014 | 11,725,573 | 2,462,370 | 2026 | 11,725,573 | 2,462,370 | 2026 |
| Generated in 2015 | 27,619,048 | 5,800,000 | 2028 | 27,619,048 | 5,800,000 | 2028 |
| 39,405,796 | 8,275,217 | 39,405,796 | 8,275,217 |
The constitution of deferred tax assets was based on the analysis of the relevance of its recognition, notably as regards the possibility of their recovered, given the prospects for medium and long term of the company.
The deferred tax assets recognized resulting from fiscal losses are recorded to the extent that it is probable that taxable profit will occur in the future.
The valuation of deferred tax assets is based on the business plans of the Group companies, periodically reviewed and updated.
Since fiscal year 2014, most of the Group's subsidiaries, based in Portugal, are part of the perimeter of the taxed Corporate Group in accordance with the Special Taxation
Regime for Company Groups (RETGS), whose parent company is the Sonae Capital,
The analysis carried out on 31 March 2016, resulted that there is reasonable expectation of recovery of deferred tax assets recorded before their date of expiry.
| 31 March 2016 | 31 December 2015 | |
|---|---|---|
| Cash | - | - |
| Bank deposits | 556,329 | 30,562,977 |
| Cash and cash equivalents in the balance sheet | 556,329 | 30,562,977 |
| Bank overdrafts Cash and cash equivalents in the cash flow statement |
- 556,329 |
- 30,562,977 |
As at 31 March 2016, Sonae Capital SGPS, SA holds 5,516,226 own shares representing 2.206% of the share capital (5,914,571 shares at 31 December 2014), recorded by 1,404,226 euros (1,426,791 euros at 31 December 2014) (Note 10).
| 31 March 2016 | 31 December 2015 | |
|---|---|---|
| Free reserves | 175,852,799 | 175,611,402 |
| Demerger reserve | 132,638,253 | 132,638,253 |
| Own shares reserve | 1,404,226 | 1,426,791 |
| 309,895,278 | 309,676,446 |
Free Reserves: These reserves result from the transfer of the positive results obtained in retained exercises and can be distributed to shareholders provided they are not required to cover losses.
The overall value of the demerger reserve (Note 1), representing the difference between the book value of the stake in SC, SGPS, SA (382,638,252 euros) which was highlighted Sonae, SGPS, SA for the Company and the amount of capital social Society (250,000,000 euros) which is comparable to the legal Reserve, according to the Companies Code, may not be distributed to the shareholders except in the event of liquidation of the Company, but may be used to absorb accumulated losses, after other reserves are exhausted, or can be incorporated into capital.
Legal Reserve: Under the law, at least 5% of annual net profit is positive, should be allocated to the legal reserve until it represents 20% of the share capital. This reserve is not distributable except in the event of liquidation of the company, but can be
used to absorb losses after the other reserves, or increase capital. On 31 December
Reserve own shares: This reserve, established in accordance with article 342 of the CSC, is the same amount of the own shares value held by the company. This reserve is unavailable while the own shares are in possession of the company.
| 31 March 2016 | 31 December 2015 | |||
|---|---|---|---|---|
| Current | Non Current | Current | Non Current | |
| Bank loans | ||||
| Sonae Capital SGPS - commercial paper a) |
21,750,000 | - | - | - |
| Sonae Capital SGPS - commercial paper d) |
8,250,000 | - | 8,250,000 | - |
| Sonae Capital SGPS - commercial paper b) |
7,550,000 | - | - | - |
| Sonae Capital SGPS - commercial paper c) |
- | 30,000,000 | - | 30,000,000 |
| Sonae Capital SGPS e) |
3,290,000 | 8,225,000 | 3,290,000 | 9,047,500 |
| Sonae Capital SGPS - commercial paper g) |
3,250,000 | 1,500,000 | 3,250,000 | 1,500,000 |
| Sonae Capital SGPS - commercial paper i) |
1,200,000 | 3,600,000 | 1,200,000 | 4,800,000 |
| Up-front fees not yet charged to income statement | - | (175,360) | - | (221,506) |
| 45,290,000 | 43,149,640 | 15,990,000 | 45,125,994 | |
| Bank overdrafts (Nota 8) | - 45,290,000 |
- 43,149,640 |
- 15,990,000 |
- 45,125,994 |
| Bond Loans | ||||
| Obrigações Sonae Capital 2011/2016 f) |
- | - | 10,000,000 | - |
| Obrigações Sonae Capital 2014/2019 h) |
- | 42,500,000 | - | 42,500,000 |
| Up-front fees not yet charged to income statement | - - |
(348,868) 42,151,132 |
- 10,000,000 |
(376,402) 42,123,598 |
| 45,290,000 | 85,300,772 | 25,990,000 | 87,249,592 |
The interest rate on bank loans and bonds in force on 31 December 2015 was on average 3.162%
Bank loans pay interest rates that are indexed to the Euribor market rates of the
period, and its fair value is considered close to its book value. In case of any Bank institution or commercial paper investor do not renew, at the maturity date, its respective loans, the Group has credit lines available to overcome
| 31 March 2016 | 31 December 2015 | |
|---|---|---|
| Other creditors | ||
| Group companies - Short term loans | 70,425,550 | 122,913,765 |
| Other creditors | 1,941,581 | 1,849,732 |
| 72,367,131 | 124,763,497 |
As at 31 March 2016 and 31 December 2015 the caption loans granted is relative to financial operations granted to the following subsidiaries:
| 31 March 2016 | 31 December 2015 | |
|---|---|---|
| Group companies - Short term loans: | ||
| Interlog-SGPS,SA | 21,836,500 | 21,836,500 |
| SC Finance BV | - | 5,885,051 |
| SC, SGPS, SA | - | 48,703,000 |
| SC-Eng. e Promoção Imobiliária,SGPS,S.A. | 21,259,500 | 21,292,214 |
| SC For - Serv. de For. e Desenv. de Recur. Hum., Unipe., Lda 7,500 | 14,000 | |
| Sistavac, SGPS, S.A. | 23,124,250 | 21,002,000 |
| Spred, SGPS, SA | 4,198,800 70,426,550 |
4,181,000 122,913,765 |
Loans obtained from group companies bear interest at market rates and are repayable within one year. The interest rate as at 31 December 2015 was, in average,
approximately 0.234%. The item Other Creditors - other, there are included 1,931,754 euros regarding transfers from subsidiaries of tax estimates under the special regime RETGS.
| 31 March 2016 | 31 December 2015 | |
|---|---|---|
| Other current liabilities | ||
| Trade creditors Taxes payable - income tax |
27,211 - |
101,559 - |
| Taxes payable - other taxes | 81,365 | 58,272 |
| Other current liabilities | ||
| Accruals: | ||
| Staff costs | 412,493 | 378,224 |
| Interest payable | 739,832 | 449,038 |
| Other accruals | 194,211 | 115,543 |
| Deferred income | 2,452 | 4,292 |
| 1,430,354 | 1,005,369 |
As at 31 March 2016 and 31 December 2015 the Other taxes can be detailed as
| 31 March 2016 | 31 December 2015 | |
|---|---|---|
| Income taxation | - | - |
| Income taxation - amounts withheld | 18,307 | 39,568 |
| VAT | 69 | 462 |
| Social security contributions | 16,778 | 18,242 |
| Stamp tax | 46211 | - |
| 81,365 | 58,272 |
| 31 March 2016 | 31 March 2015 | |
|---|---|---|
| Operational rents | (2,415) | (10,711) |
| Insurance costs | (11,293) | (13,147) |
| Travelling expenses | (17,308) | (5,342) |
| Services obtained | (218,176) | (208,450) |
| Other services | (2,723) | (18,409) |
| (251,915) | (256,060) |
| 31 March 2016 | 31 March 2015 | |
|---|---|---|
| Governing bodies' remunerations | (336,059) | (409,785) |
| Social security contributions | (31,303) | (19,463) |
| Other staff costs | 3,491 | (23,329) |
| (363,871) | (452,577) |
| 31 March 2016 | 31 March 2015 | |
|---|---|---|
| Interest payable and similar expenses | ||
| Interest arising from: | ||
| Bank loans | (584,381) | (1,174,217) |
| Bonds | (446,424) | (558,463) |
| Other | (60,448) | (6,413) |
| Other financial expenses | (624,620) | (628,055) |
| (1,715,872) | (2,367,148) | |
| Interest receivable and similar income | ||
| Interest income | 4,721,438 | 7,065,685 |
| Net financial expenses | 4,721,438 3,005,566 |
7,065,685 4,698,538 |
| - | 159,628 | |
| Reversal of Impairment losses (Note 4.1) | ||
| Dividends received | - | 22,128,028 |
| Other income | 777,933 | - |
Investment income 777,933 22,287,656
As at 31 Mar 2016, the amount mentioned in "Interest arising from Other" refers in its
entirety the interest incurred with current loans obtained from group companies. As at 31 December 2015, the amount of dividends received from affiliated company Spred SGPS, SA
As at 31 March 2016 the amount recorded under Other income regards to income
| Current tax | 235,430 | 311,996 |
|---|---|---|
| 31 March 2016 | 31 March 2015 | |
|---|---|---|
| Current tax | 235,430 | 311,996 |
| Sonae capital is taxable according to the RETGS. | ||
| 18. EARNINGS PER SHARE Earnings per share for the periods ended at 31 March 2016 and 2015 were calculated |
||
| taking into consideration the following amounts: | 31 March 2016 | 31 March 2015 |
| Net profit Net profit taken into consideration to calculate basic earnings per share (Net profit for the period ) |
3,340,134 - |
26,573,098 - |
| Effect of dilutive potential shares Net profit taken into consideration to calculate diluted earnings per share |
3,340,134 | 26,573,098 |
| Number of shares Weighted average number of shares used to calculate basic earnings per share |
246,740,156 | 246,211,552 |
| Weighted average number of shares used to calculate diluted earnings per share |
246,740,156 | 246,211,552 |
| Earnings per share (basic and diluted) | 0.013537 | 0.107928 |
| 19. COMPLIANCE WITH LEGAL REQUIREMENTS Art 5 nr 4 of Decree-Law nr 495/88 of 30 December changed by art 1 of Decree Law nr 318/94 of 24 December. |
||
| In the period ended 31 March 2016 there was no shareholders' loan contracts entered. |
||
| In the period ended 31 March 2016 short-term loan contracts were entered with the companies Solinca-Health and Fitness,SA. and SC, SGPS, S.A |
In the period ended 31 March 2016 there was no shareholders' loan contracts
In the period ended 31 March 2016 short-term loan contracts were entered with the
As at 31 March 2016 amounts due by affiliated companies can be summarized as follows:
Loans and Short term loans granted
| Companies | Closing Balance |
|---|---|
| SC Assets, SGPS, SA | 182,686,491 |
| Sonae Turismo, SGPS, SA | 5,715,000 |
| CAPWATT, SGPS, S.A. | 13,511,500 |
| Inparvi SGPS, SA | 108,948 |
| SC Finance BV | 5,885,000 |
| SC, SGPS, S.A. | 13,388,850 |
| Solinca - Health & Fitness, SA | 3,519,800 |
| Troiaresort, S.G.P.S., SA | 192,789,137 417,604,726 |
As at 31 March 2016 amounts due to affiliated companies can be summarized as follows:
Short term loans obtained
| Companies | Closing Balance |
|---|---|
| Imobeauty, SA | 12,513,000 |
| Interlog-SGPS,SA | 21,774,000 |
| Porturbe-Edifícios e Urbanizações,SA | 13,000 |
| SC Finance BV | 263,000 |
| Sonae Turismo, S.G.P.S., SA | 16,030,513 |
| SC, SGPS, SA | 232,684,567 |
| Sistavac, SGPS, SA | 14,301,000 |
| Solinca-Investimentos Turísticos,SA | 3,610,000 |
| Soltroia-Imob.de Urb.Turismo de Tróia,SA | 9,000 |
| SC Hospitality, SGPS, SA | 135,685,517 |
| Spred, SGPS, SA | 35,473,400 472,356,998 |
SUBSEQUENT EVENTS No significant events, requiring further disclosure, have occurred after 31 March 2016.
APPROVAL OF THE FINANCIAL STATEMENTS These financial statements were approved by the Board of Directors and authorized for issue on 4 May 2016.
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