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Sonae SGPS

Quarterly Report Nov 11, 2015

1901_10-q_2015-11-11_14fad774-c57f-4991-b253-18ef2e934c6c.pdf

Quarterly Report

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SONAE INDÚSTRIA, SGPS, SA

Registered Office: Lugar do Espido, Via Norte, Maia, Portugal Registered at the Commercial Registry of Maia Registry and Tax Identification No. 506 035 034 Share Capital: € 812 107 574.17 Publicly Traded Company

ACTIVITY REPORT AND CONSOLIDATED FINANCIAL STATEMENTS

JANUARY – SETEMBER 2015

ACCORDING TO THE INTERNATIONAL ACCOUNTING STANDARD 34 – INTERIM FINANCIAL REPORT

CONTENTS

ACTIVITY REPORT

CONSOLIDATED FINANCIAL STATEMENTS

ACTIVITY REPORT

CEO MESSAGE

With the completion of the restructuring of our industrial footprint in the beginning of July, we can now focus our core strengths and key capabilities on further implementing and developing our operational strategic initiatives.

In this respect, at the beginning of October, we launched our new Innovus® 2015 collection. This decorative collection includes more products, with an additional offer of finishings and a larger selection of special products, under a single brand, Innovus®. This is an important step in the consolidation of our product offer under one stronger brand, better positioning our product portfolio in the markets where we operate. We are working in other marketing and commercial initiatives that, over time, will allow us to continue to grow, particularly in value added products and thus improve our profitability.

It is important to highlight that the growth of our decorative sales, under the brand Innovus®, was also made possible by the investments carried out during 2014 that reinforced our melamine surfacing capabilities. We will seek to further develop these capabilities in all markets where we are present and have recently initiated the deployment of a significant investment in a fifth surfacing line, with deep embossing capabilities, at our North American operations. This investment should allow us to further improve our product mix, with additional sales of melamine-faced boards, in a region where our share of melamine products is already an important reference for the group. Additionally we are carrying out other investments to improve the variable cost structure of the raw boards'production,to continuously optimize the efficiency of our raw materials consumptions.

In operational terms, and notwithstanding the impacts of the operational maintenance shutdowns of our European plants, the performance of our continued operations during this quarter continued to improve. We have thus been able to deliver the sixth consecutive quarter of improvement in the last twelve month recurrent EBITDA, now reaching 104 million Euros, up by 11 million Euros when compared to the same period of 2014. The improved performance was mainly driven by the results of our North America operations, which allowed the group to maintain the recurrent EBITDA margin of 10.8% during this third quarter. As regards our financial structure, the reduction of our consolidated Net Debt to 583 million Eurosshould be highlighted. This has led to a reduction of the Net Debt to Recurrent EBITDA ratio to 5.6x, the lowest value since September 2008. Furthermore, we have successfully completed the negotiations for the refinancing of the remaining 2015 debt maturities.

We are now focused on continuously improving the performance of our existing industrial footprint, with the objective of becoming the preferred supplier of our target customers, based on a competitive offer of products and an improvement of the service levels. For this, I continue to count on all our teams and expect the same level of commitment evidenced in the last years.

Rui Correia CEO Sonae Indústria

1. TURNOVER & RECURRENT EBITDA

At the end of 2014, Sonae Indústria classified as "discontinued operations" the results of the French industrial units Auxerre and Le Creusot (which were sold in April of 2014), Ussel (sold in March of 2015) and Linxe (sold in July 2015), of Pontecaldelas plant (in Spain, whose production activities were stopped during the 1st half of 2014), and of Betanzos (in Spain, sold in April 2015). The analysis presented in this chapter excludes the contribution of these operations classified as "discontinued operations".

1.1. SONAE INDÚSTRIA CONSOLIDATED

Overall consolidated turnover for continued operations during 9M15 reached 778 million Euros, which represents a slight increase of 0.5% vs. 9M14. The increase in consolidated turnover is explained by the improved average selling prices (average growth of 2.3% in 9M15 vs. 9M14), as volumes sold remained relatively stable (-0.9% vs. 9M14). In the quarter, consolidated turnover was up by 2%, when compared to same period of 2014, due to higher activity levels in the North America operations. When compared to the previous quarter, consolidated turnover reduced by 7%, naturally impacted by the normal summer maintenance shutdowns of the European plants.

Consolidated average variable costs per m3 continued to evidence the improving trend started in the first quarter of the year, decreasing 0.4% during 9M15, when compared to the same period of 2014. This evolution is explained by reductions in the average cost of chemicals, thermal energy and maintenance costs, which more than compensated the negative contributions of higher wood and electricity costs. Average variable costs in 3Q15 were slightly above the value registered during 3Q14 (up by circa 0.7%). Nevertheless, it is important to note that, with the exception of chemicals and maintenance, all variable cost categories decreased against the previous quarter. These evolutions allowed for an overall reduction of the group average unitary variable costs of 1.7%.

Regarding fixed costs, and considering exclusively the contribution of the continued operations, total fixed costs were reduced by circa 4 million Euros during 9M15, when compared to same period last year.

Total headcount (considering the contribution of all operations) was of 3,254 FTEs as at the end of September 2015, a reduction of 141 FTEs when compared to the end of June 2015. This reduction is mainly explained by the impact of the sale of the former subsidiary Darbo, in France.

SONAE INDÚSTRIA ACTIVITY REPORT

The average capacity utilization index of continued operations decreased 5.2 p.p. during 3Q15, when compared to the previous quarter of the year, which is explained by the seasonal maintenance shutdowns that take place during the summer period. Importantly, the average capacity utilization during 3Q15 was 2.1 p.p. above the level registered in the 3Q14, due to contribution of the North American plant. The average capacity utilization index for the 9M15 reached 79%, slightly up by 0.3% when compared to 9M14.

The Recurrent EBITDA for the first nine months of 2015 reached 81 million Euros, an increase of 8 million Euros when compared to the same period of 2014, with an implicit recurrent EBITDA margin of 10.4% (+1.0 p.p. vs 9M14). During 3Q15 the company booked a recurrent EBITDA of 27 million Euros, slightly below the value registered in 2Q15 (-2 million Euros), which is explained by the reduced levels of activity. Notwithstanding, it should be noted that the recurrent EBITDA for 3Q15 was 1 million Euros above the value registered in 3Q14. Recurrent EBITDA margin in the third quarter of 2015 was 10.8%, exactly the same value registered in 2Q15 but up by 0.1 p.p. when compared to same period of last year. Last twelve months Recurrent EBITDA maintained the growing trend started in the 2Q14, reaching 104 million Euros at the end of September 2015.

LTM: Last twelve months

Non-recurrent EBITDA items were circa -2.2 million Euros in 3Q15, and were essentially related with redundancy costs (0.4 million Euros) and costs related with inactive sites (1.7 million Euros).

Total EBITDA reached 25 million Euros during 3Q15, which represents a decrease of 29% when compared to 3Q14. Nevertheless, it must be noted that the 3Q14 result was positively impacted by a one-off event related with an insurance settlement in the UK, in the amount of 13.2 million Euros. Excluding the contribution of this item, both quarter and YTD EBITDA figures present significant improvements, with the 9M15 EBITDA (73 million Euros) increasing by 19% or 12 million Euros, on a comparable basis.

1.2. SOUTHERN EUROPE

Southern Europe performance analysis reflects the performance of the operations considered as "continued" in the Iberian Peninsula, together with the Western Europe and overseas export activities, thus excluding the former French operations and the Betanzos and Pontecaldelas plants.

*Turnover per region includes intercompany group sales (between regions)

During 9M15, the Southern European construction sector continued to show an improved performance, when compared to the same period of 2014, possibly correlated with some positive macroeconomic prospects, namely the higher levels of private consumption, in both Portugal and Spain. In Portugal, the new housing indicator shows an important 16%1 y.o.y. increase, while in Spain the growth was even more material (28% 2 y.o.y. increase).

Comparing the performance of 9M15 with the same period in 2014, the following results should be highlighted for this region:

  • Turnover decreased 7%, reaching 256 million Euros for the period, due to a reduction in sales volumes generated in Iberian Peninsula, driven by lower sales of raw particleboard and MDF. It should also be noted that the decrease in turnover in 3Q15, and when compared to 2Q15, was impacted by the maintenance shutdowns conducted at the industrial plants of this region;
  • Average selling prices continued to evidence the positive trend started in 1Q15, registering a growth of 2.7% on an YTD basis, and of 0.9% when compared to previous quarter, driven by improvements of particleboard products;
  • Average unitary variable costs (per m3 ) were up by 1.1% y.o.y., as the positive contributions of thermal energy, electricity and maintenance costs, were more than compensated the negative contributions of wood and chemical costs.

Notwithstanding the seasonal reduction of recurrent EBITDA during 3Q15 when compared to 2Q15, due to reduced levels of activity, the Recurrent EBITDA for 9M15 reached 20 million Euros (up by 5 million Euros vs. 9M14), with an implicit recurrent EBITDA margin of 7.7% (+2.2 p.p. vs. 9M14).

2 Source: Ministierio de Fomento, October 2015 (Total "New Housing", cumulative 7 months evolution until July 2015)

1 Source: Instituto Nacional de Estatística, October 2015 ("Nova habitação residencial", cumulative 8 months evolution until August 2015)

1.3. NORTHERN EUROPE

Northern Europe

*Turnover per region includes intercompany group sales (between regions)

During the third quarter of 2015, the Northern European market started to show an improved performance in the construction sector. The construction sector performance in Germany, assessed by the indicator "new house construction permits", registered an increase of circa 2% 3 , y.o.y., which is explained by the 5% growth registered in July and August 2015, when compared to same period of 2014.

The highlights of the 9M15 performance in Northern Europe, when compared to the 9M14, are summarized below:

  • Turnover for this region decreased by 8%, driven by a combination of lower sales volumes (down by 3.4% y.o.y.), mostly explained by the reduction in raw particleboard and OSB volumes, and lower average selling prices (down by 1.4% y.o.y.), driven by the negative contribution of OSB products, notwithstanding the better performance of MDF products. On a quarterly basis, and when compared to the 3Q14, turnover decreased 5% during 3Q15, mostly as a result of reduction of the average selling prices of raw particleboard and OSB products. Performance in 3Q15, compared to 2Q15, was impacted by the normal maintenance shutdown works carried out at the European plants.
  • Average unitary variable costs (per m3 ) registered a reduction of 5.5%, when compared to the same period in 2014, explained by the decrease in all cost categories. Average cost of wood was positively impacted by the higher levels of consumption of recycled wood, following last year investment in additional recycling equipment in Nettgau. On a quarterly basis, and when compared to 2Q15, average unitary variable costs reduced slightly by 0.2%, which is mainly explained by lower wood costs.

The combination of the above factors led to a Recurrent EBITDA margin of 8.1% during 9M15, 1.1 p.p. below the value registered in 9M14, which is mostly explained, as previously indicated, by a lower contribution from the OSB segment. On a quarterly basis, the recurrent EBITDA margin decreased 0.7 p.p. in 3Q15 vs. 2Q15.

3 Source: German Federal Statistics Office, October 2015 ("Permits for new construction, dwelling", cumulative 8 months evolution until August 2015)

1.4. REST OF THE WORLD (CANADA AND SOUTH AFRICA)

*Turnover per region includes intercompany group sales (between regions)

The North America construction sector shows an overall improved performance during 9M15, when compared with the same period of 2014. The level of housing starts increased 12%4 y.o.y. in the United States and 1.4%5 y.o.y. in Canada. In South Africa, the construction sector showed signs of recovery, with the level of residential building permits increasing by 7% 6 y.o.y., mostly due to the significant growth of 19% in August 2015 vs August 2014.

In terms of performance in the 9M15, and when compared to 9M14, the following highlights should be noted for these regions:

  • The overall consolidated turnover of the segment kept the positive trend exhibited since the start of the year, increasing 14% in Euro terms. This result is mainly explained by the improved performance of the Canadian operation, registering an increase of 2.3% in sales volumes y.o.y. Opposite to the North America performance, the South African operations exhibited a decrease of 2.3% in sales volumes, mostly as a result of reduction in terms of raw particleboard products;
  • Regarding the average selling prices, the Canadian operation continued the positive evolution started in the 1Q15, registering an increase of 8.1% y.o.y. The average selling prices of South African operations registered a slight decrease (by 0.9%), which is explained by the different product mix;
  • Average unitary variable costs (per m3 ) increased y.o.y. in Canada and decreased 2.2% y.o.y. in South Africa, when compared to same period of 2014. The higher costs of wood and maintenance expenditure, explains the increase witnessed in Canada. In South Africa, despite the increase of wood, thermal energy and electricity costs, the reduction in the remaining variable costs categories led to a reduction in the unitary variable costs, when compared to 9M14.

The combination of the above factors led to the continuous growth of recurrent EBITDA margin, which reached 15.9% during 9M15, up by 2.6 p.p. when compared to 9M14. On a quarterly basis, the recurrent EBITDA margin increased 3.1 p.p. and 4.1 p.p. during 3Q15, when compared to 2Q15 and 3Q14, respectively. It is important to highlight that the recurrent EBITDA margin of 18.8% for 3Q15 is the best since 2010.

5 Source: Canada Mortgage and Housing Corporation, October 2015 ("Building permits (units)", cumulative 8months evolution until August 2015). 6 Source: Statistics South Africa, October 2015 ("Building plans for residential buildings (number)", cumulative 8 months evolution until August 2015).

4 Source: United States Census Bureau, October 2015 ("New housing units", cumulative 8 months evolution until August 2015).

2. CONSOLIDATED FINANCIAL PERFORMANCE

2.1. CONSOLIDATED INCOME STATEMENT

CONSOLIDATED INCOME STATEMENT
Million euros 9M14 R 9M15 9M15 /
9M14 R
3Q14 R 2Q15 3Q15 3Q15 /
3Q14 R
3Q15 /
2Q15
Consolidated turnover 774 778 0% 245 270 250 2% (7%)
Southern Europe* 274 256 (7%) 83 92 75 (9%) (18%)
Northern Europe* 349 322 (8%) 108 109 103 (5%) (5%)
Rest of the World* 193 220 14% 68 75 76 12% 2%
Other operational income 34 18 (46%) 18 6 6 (70%) (3%)
EBITDA 75 73 (2%) 35 28 25 (29%) (10%)
Recurrent EBITDA 73 81 11% 26 29 27 3% (8%)
Southern Europe 15 20 32% 5 8 5 (7%) (44%)
Northern Europe 32 26 (18%) 11 9 8 (28%) (13%)
Rest of the World 26 35 36% 10 12 14 43% 22%
Recurrent EBITDA Margin % 9.4% 10.4% 1.0 pp 10.7% 10.8% 10.8% 0.1 pp 0.0 pp
Depreciation and amortisation (48) (48) 0% (16) (16) (16) 2% 2%
Provisions and impairment Losses (11) 1 - (9) 0 (2) (82%) -
Operational profit 17 26 52% 11 12 8 (30%) (37%)
Net financial charges (38) (29) 23% (13) (10) (12) 11% (22%)
o.w. Net interest charges (25) (17) 30% (9) (6) (6) 31% (7%)
o.w. Net exchange differences 1 1 30% 1 1 (1) - -
o.w. Net financial discounts (10) (9) 5% (3) (3) (3) (0%) 3%
Share in results of Joint Ventures (2) (1) 39% (1) (0) (1) (37%) 71%
Profit before taxes continued operat. (EBT) (23) (4) 83% (3) 2 (5) (54%) -
Taxes (2) (5) (139%) (1) (2) (2) (46%) 16%
o.w. Current tax (4) (7) (66%) (2) (2) (3) (120%) (52%)
o.w. Deferred tax 2 1 24% 0 (0) 1 - -
Profit / (loss) from continued operations (25) (9) 63% (4) 0 (7) (51%) -
Profit / (loss) from discontinued operations (22) (19) 14% (5) (9) (2) (63%) 80%
Consolidated net profit / (loss) for the period (47) (28) 40% (9) (9) (8) 10% 8%
Losses (income) attrib. to non-controlling interests (0) (0) 39% 0 (0) (0) (102%) (57%)
Net profit/(loss) attributable to Equity Holders (47) (28) 40% (10) (9) (8) 13% 8%

*Turnover per region includes intercompany group sales (between regions).

Consolidated EBITDA for the first nine months of 2015 was of 73 million Euros, slightly below the 9M14 value. It should be highlighted that 9M14 value was positively impacted by the receipt of an insurance settlement in the UK in the amount of 13.2 million Euros. If this one-off effectis excluded, Sonae Indústria's total EBITDA would have improved by 12 million Euros, year on year, on a comparable basis. Total Recurrent EBITDA of 9M15 was of 81 million Euros, 8 million Euros (+11%) above same period of 2014, due to continued better performance of Southern Europe and Rest of the World operations. The group's consolidated performance was still negatively impacted by non-recurrent costs, totalling 7.7 million Euros in the first nine months of 2015, of which 3.2 million Euros associated with on-going cost with inactive sites, 3.2 million Euros related with redundancy payments and circa 1 million Euros with a capital loss in the sale of a real estate asset in Portugal (vacant land).

The combination of the above factors led to a Recurrent EBITDA margin for 9M15 of 10.4% (1 p.p. above the value registered in 9M14). Total Recurrent EBITDA in the third quarter was of 27 million Euros (1 million Euros above the value of 3Q14) with a stable Recurrent EBITDA margin of 10.8%.

SONAE INDÚSTRIA ACTIVITY REPORT

Depreciation and amortization charges for the 9M15, for continued operations, were circa 48 million Euros, a stable value when compared to 9M14. For the quarter, this item totalled 16 million Euros, in line with the values booked in both 3Q14 and 2Q15, on a comparable basis.

Provisions and impairments losses booked in the first nine months of 2015, for continued operations, totalled a net amount of -0.8 million Euros (impacting positively the net result), mainly related with reversal of provisions previously booked during 2014 for the Horn restructuring process (following the dismissal costs incurred during the 9M15), which has more than compensated the additional impairment losses booked in the period.

The value of net financial charges for the first nine months of the year was 29 million Euros, improving by 23% when compared with 9M14, on a comparable basis. The improvement in the group net interest charges is also the outcome of the 0.9 p.p. reduction in the average cost of debt, to 5.2% during the first nine months of 2015. Net financial charges for 3Q15 were 11.6 million Euros, 2.1 million Euros above the value of 2Q15, but 1.4 million Euros below the value registered for the same period of 2014 (-22%). When compared to 2Q15, the increase in the quarter was due to the negative contribution of the net exchange rate differences in the amount of 1.1 million Euros (a deterioration of 1.7 million Euros when compared to the value booked in the previous quarter).

Current tax charges booked for the first nine months of 2015 were of 7 million Euros, 3 million Euros above 9M14 mostly due to higher tax chargesin Canada. In the 3Q15 an amount of 3.3 million Euros was booked, 1.1 million Euros above the amount registered in the 2Q15, due to higher tax charges in the operations in Portugal, Canada and South Africa.

At the end of September 2015, the consolidated Net loss of the group was of 28 million Euros, driven in large part by the impact of discontinued operations, with a loss of 19 million Euros. Nevertheless, due to the improved operational performance of the continued operations, the consolidated net losses of the group for the first nine months of the year were reduced by 40% (-19 million Euros), when compared to same period of 2014. In the third quarter of 2015, the group booked a consolidated Net loss of 7 million Euros, implying an increase of 3 million Euros when compared to 3Q14.

Additions to Gross Tangible Fixed Assets reached 4.6 million Eurosin the 3Q15, which compares with 11.3 million Euros during the same period in 2014 (which were mostly related with the strategic investments completed during that year). The majority of 3Q15 investments were related with maintenance works carried out during the normal summer shutdown period of the European operations.

2.2. CAPEX

2.3. CONSOLIDATED STATEMENT OF FINANCIAL POSITION

CONSOLIDATED STATEMENT OF FINANCIAL POSITION
Million euros 9M14 2014 1H15 9M15
Non current assets 913 830 802 770
Tangible assets 781 700 670 641
Goodwill 82 82 82 81
Deferred tax asset 33 28 27 27
Other non current assets 17 20 23 21
Current assets 315 244 283 269
Inventories 111 99 99 100
Trade debtors 135 99 135 117
Cash and cash equivalents 25 12 12 19
Other current assets 44 35 39 32
Non-current assets held for sale 0 12 4 0
Total assets 1,229 1,086 1,089 1,039
Shareholders' Funds 81 111 90 71
Equity Holders 82 111 91 71
Non-controlling interests (0) (0) (0) (0)
Liabilities 1,147 965 988 968
Interest bearing debt 698 576 618 602
Non current 221 457 456 392
Current 476 119 162 210
Trade creditors 154 156 142 141
Other liabilities 296 233 228 225
Liabilities directly associated with non-current assets held
for sale 0 10 11 0
Total Shareholders'Funds and liabilities 1,229 1,086 1,089 1,039
Net debt 689 564 606 583
Net debt to LTM recurrent EBITDA 7.4 x 5.9 x 5.9 x 5.6 x
Working Capital 93 41 91 76

LTM: last twelve months

Working Capital as defined by the company: Inventories + Trade Debtors – Trade Creditors

At the end of September 2015, Sonae Indústria consolidated working capital was of 76 million Euros, a reduction of 15 million Euros, when compared to June 2015. The customary reduced level of activity registered in the 3Q15, as a result of the seasonal maintenance shutdown works at the European plants, led to a significant decrease in the value of the Trade Debtors (down by 18 million Euros when compared to June 2015).

Net debt decreased by 23 million Euros, to 583 million Euros, when compared to June 2015, and is 106 million Euros below the value registered at the end of September 2014, mostly as a result of the proceeds from the 2014 share capital increase.

The combination of the improved level of LTM Recurrent EBITDA with the reduced level of Net Debt led to a reduction of the Net Debt to Recurrent EBITDA ratio to 5.6x, improving by 0.3x when compared to both December 2014 and June 2015. It should be highlighted that this ratio registered at the end of

SONAE INDÚSTRIA ACTIVITY REPORT

September 2015 the lowest value since September 2008, evidencing the deleveraging path that has been pursued in the last years.

Total Shareholder's Funds at the end of September 2015 were negatively impacted by the net losses registered during the first nine months of the year (-28 million Euros) and by the accounting impact associated with the consolidation of the Canadian and South Africa operations using lower exchange rates, resulting in a negative change of the revaluation reserve in the amount of 10 million Euros. Is also worth noting that the 19 million Euro reduction in Shareholder's Funds registered during the 3Q15 was mostly determined by the devaluations of the CAD and ZAR (negative impact over revaluations reserves of 11 million Euros).

3. LOOKING FORWARD

In the last quarter of 2015, we will carry on with the continued implementation of our strategic plan, which is now focused towards achieving both operational excellence and a higher customer orientation, aimed at creating more value for our customers.

Notwithstanding the customary expected pressure in the wood and thermal energy costs, associated with the beginning of the winter period in the Northern Hemisphere operations, and barring a significant change in competitive dynamics, we expect to be able to continue to deliver an improved level of operational profitability at our core plants, for the remainder of the year.

11 November 2015

The Board of Directors

Duarte Paulo Teixeira de Azevedo

Carlos António Rocha Moreira da Silva

José Joaquim Romão de Sousa

Albrecht Olof Lothar Ehlers

Javier Vega de Seoane Azpilicueta

Rui Manuel Gonçalves Correia

George Christopher Lawrie

Kurt Jan Bergmann

GLOSSARY

Capacity Utilization Index Finished-Available Production (m3) / Installed production capacity (m3); raw boards only
CAPEX Investment in Tangible Fixed Assets
EBITDA Earnings Before Interests and Taxes + Depreciations and Amortizations + (Provisions and
impairment losses - Impairment losses in trade receivables + Reversion of impairment losses in
trade receivables)
FTEs Full Time Equivalent; the equivalent of one person working full time, according to the working
schedule of each country where Sonae Indústria has operations
Fixed Costs Overheads + Personnel costs (internal and external); management accounts concept
Gross Debt Bank loans + Debentures + Obligations under finance leases + other loans + Loans from related
parties
Headcount Total number of internal FTEs, excluding trainees
MDF Medium Density Fibreboard
Net Debt Gross Debt - Cash and cash equivalents
Net Debt to LTM Rec.
EBITDA
Net Debt / Last Twelve Months Recurrent EBITDA
OSB Oriented Strand Board
Recurrent EBITDA EBITDA excluding non-recurrent operational income / costs
Recurrent EBITDA margin Recurrent EBITDA / Turnover
Turnover (regions) Sales Finished Goods and merchandise + Services Rendered; excluding sales of other materials
like for ex. wood by-products, management accounts concept
Working Capital Inventories + Trade Debtors – Trade Creditors

Consolidated Financial Statements

CONSOLIDATED STATEMENT OF FINANCIAL POSITION AT 30 SEPTEMBER 2015 AND 31 DECEMBER 2014

(Amounts expressed in Euros)

ASSETS Notes 30.09.2015
Unaudited
31.12.2014
NON CURRENT ASSETS:
Tangible fixed assets 8 641 089 364 700 089 421
Goodwill 81 431 027 82 096 717
Intangible assets 4 820 392 7 807 933
Investment properties 7 6 625 413 1 224 698
Investment in associates
Investment in joint ventures
5, 6
4, 6
1 493 139
6 087 766
1 354 074
7 326 715
Investment available for sale 1 149 934 1 128 608
Deferred tax asset 26 552 587 27 754 742
Other non current assets 524 386 972 238
Total non current assets 769 774 008 829 755 146
CURRENT ASSETS:
Inventories 99 928 794 99 271 758
Trade debtors 117 396 814 98 523 551
Other current debtors
Current tax asset
13 375 506
2 987 936
13 851 354
3 312 542
Other taxes and contributions 4 988 712 7 296 381
Other current assets 11 111 308 10 064 096
Cash and cash equivalents 9 19 001 579 11 948 475
Total current assets 268 790 649 244 268 157
Non-current assets classified as available for sale 10 11 910 006
TOTAL ASSETS 1 038 564 657 1 085 933 309
SHAREHOLDERS`FUNDS, NON-CONTROLLING INTERESTS AND LIABILITIES
SHAREHOLDERS`FUNDS:
Share capital 812 107 574 812 107 574
Legal reserve
Other reserves and accumulated earnings
3 131 757
- 797 967 590
3 131 757
- 767 474 878
Accumulated other comprehensive income 11 53 386 614 63 393 095
Accumulated other comprehensive income directly associated with non-current assets
classified as available for sale - 27 802
Total 70 658 355 111 129 746
Non-controlling interests - 116 089 - 262 099
TOTAL SHAREHOLDERS`FUNDS 70 542 266 110 867 647
LIABILITIES:
NON CURRENT LIABILITIES:
Bank loans - net of current portion 12 224 388 193 231 403 466
Non convertible debentures 12 147 892 111 147 604 120
Finance lease creditors - net of current portion 12 18 455 212 23 440 018
Other loans 12 1 738 629 54 951 368
Post-retirement liabilities
Other non current liabilities
13 27 292 896
36 835 841
27 279 500
42 000 326
Deferred tax liability 58 176 899 63 291 251
Provisions 15 7 893 440 7 488 485
Total non current liabilities 522 673 221 597 458 534
CURRENT LIABILITIES:
Current portion of non-current bank loans 12 11 666 789 21 562 801
Current bank loans 12 149 771 256 85 212 092
Current portion of non-current finance lease creditors 12 5 842 609 5 829 498
Other loans 12 42 313 862 6 186 912
Trade creditors 140 871 705 156 378 992
Current tax liability 2 397 982 2 614 128
Other taxes and contributions 8 995 217 7 005 541
Other current liabilities 14 81 191 644 77 936 006
Provisions 15 2 298 106 5 307 416
Total current liabilities 445 349 170 368 033 386
Liabilities directly associated with non-current assets classified as available for sale 10 9 573 742
TOTAL SHAREHOLDERS' FUNDS AND LIABILITIES 1 038 564 657 1 085 933 309

The notes are an integral part of the consolidated financial statements

CONSOLIDATED INCOME STATEMENT

FOR THE PERIODS ENDED AT 30 SEPTEMBER 2015 AND 2014

(Amounts expressed in Euros)

Notes 30.09.2015
Unaudited
3rd. Quarter 2015
Unaudited
30.09.2014
Restated
Unaudited
3rd. Quarter 2014
Restated
Unaudited
Sales 20, 23 773 576 722 248 820 506 770 212 138 243 402 227
Services rendered 20, 23 3 974 929 977 644 3 730 701 1 204 063
Other income and gains 18, 20 18 393 529 5 583 150 33 845 756 18 199 549
Cost of sales 20 410 550 999 131 993 977 417 058 098 126 302 405
(Increase) / decrease in production 20 - 3 875 393 - 2 347 638 1 548 401 418 458
External supplies and services 20 191 204 941 61 525 454 191 543 384 60 126 929
Staff expenses 20 114 143 357 36 604 628 114 663 458 37 848 322
Depreciation and amortisation 47 851 864 15 764 463 48 064 254 16 033 892
Provisions and impairment losses (increase / reduction) 15, 20 - 807 834 1 576 722 10 561 818 8 612 252
Other expenses and losses 19, 20 10 397 151 2 612 417 6 895 910 2 476 913
Operating profit / (loss) 20, 23 26 480 095 7 651 277 17 453 272 10 986 668
Financial expenses 21 39 350 402 14 034 211 47 292 753 16 496 032
Financial income 21 9 955 442 2 400 522 8 962 615 3 447 712
Gains and losses in associated companies 246 384 - 222 095
Gains and losses in joint ventures - 1 228 848 - 549 765 - 2 029 665 - 878 495
Net profit/(loss) from continuing operations, before taxation - 3 897 329 - 4 532 177 - 23 128 626 - 2 940 147
Taxation 22 5 404 030 3 068 524 2 264 134 1 416 893
Consolidated net profit / (loss) from continuing operations, afer taxation - 9 301 359 - 6 600 701 - 25 392 760 - 4 357 040
Profit / (loss) from discontinued operations, after taxation 17 - 18 924 616 - 1 870 474 - 22 040 492 - 5 095 630
Consolidated net profit / (loss) for the period - 28 225 975 - 8 471 175 - 47 433 252 - 9 452 670
Attributable to:
Equity Holders of Sonae Industria
Continuing operations - 9 290 861 - 6 597 174 - 25 527 509 - 4 662 016
Discontinuing operations - 18 898 178 - 1 867 861 - 21 844 839 - 5 050 397
Equity Holders of Sonae Industria - 28 189 039 - 8 465 035 - 47 372 348 - 9 712 413
Non-controlling interests
Continuing operations - 10 498 - 3 527 134 749 304 976
Discontinuing operations - 26 438 - 2 613 - 195 653 - 45 233
Non-controlling interests - 36 936 - 6 140 - 60 904 259 743
Profit/(Loss) per share
Fom continuing operations:
Basic - 0.0008 - 0.0006 - 0.1823 - 0.0333
Diluted - 0.0008 - 0.0006 - 0.1823 - 0.0333
From discontinued operations:
Basic - 0.0017 - 0.0002 - 0.1560 - 0.0361
Diluted - 0.0017 - 0.0002 - 0.1560 - 0.0361

The notes are an integral part of the consolidated financial statements

The board of directors

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

FOR THE PERIODS ENDED 30 SEPTEMBER 2015 AND 2014

(Amounts expressed in Euros)

Notes 30.09.2015 3rd Quarter 2015 30.09.2014 3rd Quarter 2014
Unaudited Unaudited Unaudited Unaudited
Net consolidated profit / (loss) for the period (a) - 28 225 975 - 8 471 175 - 47 433 252 - 9 452 670
Other consolidated comprehensive income
Items that may be reclassified subsequently to profit or loss
Change in currency translation reserve - 10 050 485 - 11 527 799 3 014 082 2 437 523
Change in fair value of available-for-sale financial assets 5 150 4 570 - 7 723 5 690
Other consolidated comprehensive income for the period, net of tax (b) 11 - 10 045 335 - 11 523 229 3 006 359 2 443 213
Total consolidated comprehensive income for the period (a) + (b) - 38 271 310 - 19 994 404 - 44 426 893 - 7 009 457
Total consolidated comprehensive income attributable to:
Equity holders of Sonae Industria - 38 222 187 - 19 974 014 - 44 390 168 - 7 282 288
Non-controlling interests - 49 123 - 20 390 - 36 725 272 831
- 38 271 310 - 19 994 404 - 44 426 893 - 7 009 457

The notes are an integral part of the consolidated financial statements

CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS` FUNDS AT 30 SEPTEMBER 2015 AND 2014

(Amounts expressed in Euros)

Share capital Legal
reserve
Other Reserves
and
accumulated
earnings
Accumulated
other
comprehensive
income
Total shareholders`
funds attributable to
the equity holders
of Sonae Indústria
Non
controlling
interests
Total
shareholders'
funds
11
Balance as at 1 January 2014 700 000 000 3 131 757 - 647 867 883 72 681 459 127 945 333 - 795 247 127 150 086
Total consolidated comprehensive income for the period
Net consolidated pofit/(loss) for the period
Other consolidated comprehensive income for the period
-47 372 348 2 982 180 - 47 372 348
2 982 180
- 60 904
24 179
- 47 433 252
3 006 359
Total -47 372 348 2 982 180 - 44 390 168 - 36 725 - 44 426 893
Share-based payment plan
Change in ownership interest
Others
176 418
-1 644 196
-1 457 382
999 574 176 418
- 644 622
-1 457 382
117
644 622
41 735
176 535
- 1 415 647
Balance as at 30 September 2014 700 000 000 3 131 757 -698 165 391 76 663 213 81 629 579 - 145 498 81 484 081
Share capital Legal
reserve
Other Reserves
and
accumulated
earnings
Accumulated
other
comprehensive
income
Total shareholders`
funds attributable to
the equity holders
of Sonae Indústria
Non
controlling
interests
Total
shareholders'
funds
11
Balance as at 1 January 2015 812 107 574 3 131 757 -767 474 878 63 365 293 111 129 746 - 262 099 110 867 647
Total consolidated comprehensive income for the period
Net consolidated profit/(loss) for the period
Other consolidated comprehensive income for the period
-28 189 039 -10 033 148 - 28 189 039
- 10 033 148
- 36 936
- 12 187
- 28 225 975
- 10 045 335
Total -28 189 039 -10 033 148 -38 222 187 - 49 123 -38 271 310
Share-based payment plan
Others
- 26 377
-2 277 296
54 469 - 26 377
- 2 222 827
- 29
195 162
- 26 406
- 2 027 665
Balance as at 30 September 2015 812 107 574 3 131 757 -797 967 590 53 386 614 70 658 355 - 116 089 70 542 266

The notes are an integral part of the consolidated financial statements

The board of directors

CONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE PERIODS ENDED 30 SEPTEMBER 2015 AND 2014

(Amounts expressed in Euros)

Notes 30.09.2015 30.09.2014
OPERATING ACTIVITIES Unaudited
Receipts from trade debtors 773 423 209 826 059 311
Payments to trade creditors 635 509 554 674 450 120
Payments to staff 121 986 808 132 770 241
Net cash flow from operations 15 926 847 18 838 950
Payment / (receipt) of corporate income tax 6 386 350 6 648 983
Other receipts / (payments) relating to operating activities - 5 395 534 4 295 769
Net cash flow from operating activities (1) 4 144 963 16 485 736
INVESTMENT ACTIVITIES
Cash receipts arising from:
Tangible fixed assets and intangible assets 6 681 240 29 898 940
Investment properties 1 295 290
Investment subventions 119 109 774 076
Dividends 9 500 25 000
Non-current assets held for sale 2 768 038 4 434 516
10 873 177 35 132 532
Cash Payments arising from:
Investments 2 105 233 1 339
Tangible fixed assets and intangible assets 14 203 373 31 512 294
Others 122 560
Net cash used in investment activities (2) 16 308 606
- 5 435 429
31 636 193
3 496 339
FINANCING ACTIVITIES
Cash receipts arising from:
Interest and similar income 427 059 546 295
Loans obtained
Increase in share capital
1 129 622 167
168 502
2 190 794 536
97 196
1 130 217 728 2 191 438 027
Cash Payments arising from:
Interest and similar charges 21 013 204 31 835 548
Loans obtained 1 095 028 759 2 174 786 707
Finance leases - repayment of principal 5 074 716 4 324 171
Others 17 130
1 121 133 809 2 210 946 426
Net cash used in financing activities (3) 9 083 919 - 19 508 399
Net increase in cash and cash equivalents (4) = (1) + (2) + (3) 7 793 453 473 676
Effect of foreign exchange rate 1 163 940 - 116 592
Cash and cash equivalents at the beginning of the period 9 10 500 810 20 940 411
Cash and cash equivalents at the end of the period 9 17 130 323 21 530 679

The notes are an integral part of the consolidated financial statements

The board of directors

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE NINE-MONTH PERIOD ENDED 30 SEPTEMBER 2015 (Amounts expressed in euros)

1. INTRODUCTION

SONAE INDÚSTRIA, SGPS, SA has its head-office at Lugar do Espido, Via Norte, 4470- 909 Maia, Portugal.

The shares of the company are listed on Euronext Lisbon.

Consolidated financial statements for the period ended 30 September 2015 and 30 June 2015 were not subject to a limited revision carried out by the company's statutory external auditor.

Consolidated financial statements for the period ended 30 September 2014 and 30 June 2014 were subject to a limited revision carried out by the company's statutory external auditor. These statements were restated following the discontinuing of operations referred to on note 17, therefore stated as unaudited.

2. ACCOUNTING POLICIES

This set of consolidated financial statement has been prepared on the basis of the accounting policies that were disclosed on the notes to the consolidated financial statements for fiscal year 2014.

2.1. Basis of Preparation

These consolidated financial statements were prepared in accordance with the International Accounting Standard 34 – Interim Financial Reporting. As such, they do not include all the information which should be included in annual consolidated financial statements and therefore should be read in connection with the financial statements for fiscal year 2014.

2.2. Changes to accounting standards

These consolidated financial statements were prepared on the basis of International Financial Reporting Standards (IFRS) issued by the International Accounting Standards Board (IASB) and with Interpretations issued by the IFRS Interpretations Committee (IFRS IC), effective from 1 January 2015 and endorsed by the European Union.

2.2.1. In the period ended 30 September 2015 the following standards, effective in coming periods, had been issued but still not endorsed by the European Union:

IAS 1 (amendment), Presentation of Financial Statements (effective for periods beginning on or after 1 January 2016). This amendment contains guidance relating to materiality and aggregation, presentation of subtotals, structure of financial statements and accounting policies;

IAS 16 (amendment), Tangible Fixed Assets, and IAS 38 (amendment), Intangible Assets (effective for periods beginning on or after 1 January 2016). In this amendment the IASB has clarified that the use of revenue-based methods to calculate the depreciation of an asset is not appropriate because revenue generated by an activity that includes the use of an asset generally reflects factors other than the consumption of the economic benefits embodied in the asset. The IASB has also clarified that revenue is generally presumed to be an inappropriate basis for measuring the consumption of the economic benefits embodied in an intangible asset;

IAS 16 (amendment), Tangible Fixed Assets, and IAS 41 (amendment), Agriculture: 'Bearer Plants' (effective for periods beginning on or after 1 January 2016). This amendment defines the concept of bearer plant and transfers this type of asset from the scope of IAS 41 – Agriculture to the one of IAS 16 – Tangible Assets, with the

related effect on measurement. However, biologic assets produced by these plants are kept in the scope of IAS 41 – Agriculture;

IAS 27 (amendment), Separate Financial Statements (effective for periods beginning on or after 1 January 2016). These amendments allow entities to use the equity method to account for investments in subsidiaries, joint ventures and associates in their separate financial statements;

Annual improvements 2012-2014 (generally effective for periods beginning on or after 1 January 2016). This amendment cycle includes changes to the following standards: IFRS 5 – Non-current Assets Available for Sale and Discontinued Operations, IAS 19 – Employee Benefits and IAS 34 – Interim Financial Reporting;

IFRS 9 (new), Financial Instruments (effective for periods beginning on or after 1 January 2018). This standard replaces the guidance in IAS 39. It includes requirements on the classification and measurement of financial assets and liabilities; it also includes an expected credit losses model that replaces the current incurred loss impairment model;

IFRS 10 (amendment), Consolidated Financial Statements, and IAS 28 (amendment), Investment in Associates and Joint Ventures (effective for periods beginning on or after 1 January 2016). These amendments address an inconsistency between the requirements in IFRS 10 and those in IAS 28 in dealing with the sale or contribution of assets between an investor and its associate or joint venture. A partial gain or loss is recognized when a transaction involves assets that do not constitute a business, even if these assets are housed in a subsidiary;

IFRS 10 (amendment), Consolidated Financial Statements, IFRS 12 (amendment), Disclosure of Interests in Other Entities, and IAS 28 (amendment), Investments in Associates and Joint Ventures: 'Investment entities – exemption from consolidation' (effective for periods beginning on or after 1 January 2016). This amendment specifies that an intermediate holding company which is a subsidiary of an investment entity is exempted from consolidation. Furthermore, the optional use of equity method under IAS 28 is extensible to an entity which not being an investment entity, holds an interest in an associate or joint venture which qualifies as investment entity;

IFRS 11 (amendment), Joint Arrangements (effective for periods beginning on or after 1 January 2016). This amendment adds new guidance on how to account for the acquisition of an interest in a joint operation that constitutes a business;

IFRS 14 (new), Regulatory Deferral Accounts (applicable for periods beginning on or after 1 January 2016). This standard allows first-time adopting entities to keep recognizing regulatory assets and liabilities according to the accounting policy used in the former standards. However, to enhance comparability with entities using IFRSs, which do not recognize regulatory assets or liabilities, the amounts thereon must be separately disclosed on the financial statements;

IFRS 15 (new), Revenue from Contracts with Customers (effective for annual periods beginning on or after 1 January 2017). This new standard only applies to contracts with customers to provide goods or services, and requires an entity to recognise revenue when the contractual obligation to deliver goods or services is fulfilled and for the amount that reflects the consideration the entity is expected to be entitled to, following a five step approach;

The Company does not estimate any significant effect to arise from the application of these standards.

2.2.2. During the period ended 30 September 2015 the following accounting standards, which were issued and endorsed by the European Union, became effective:

IAS 19 (amendment), Employee Benefits (effective for periods beginning on or after 1 July 2014). This narrow scope amendment applies to contributions from employees or third parties to defined benefit plans. The objective of the amendment is to simplify the accounting for contributions that are independent of the number of years of employee service;

Annual improvements 2010-2012 (effective for periods beginning on or after 1 July 2014). These amendments include changes from the 2010-12 cycle of the annual improvements project, that affect the following standards: IFRS 2 - Share-based Payment, IFRS 3 - Business Combinations, IFRS 8 - Operating Segments, IFRS 13 - Fair Value Measurement, IAS 16 - Property, Plant and Equipment, IAS 24 - Related Parties Disclosures and IAS 38 - Intangible Assets;

The application of these standards had no significant effects on these consolidated financial statements.

2.3. Translation of financial statements of foreign companies

Exchange rates used for translating foreign group, jointly controlled and associated companies are listed below:

30.09.2015 31.12.2014 30.09.2014
Closing
rate
Average
rate
Closing
rate
Average
rate
Closing
rate
Average
rate
Great Britain Pound 0.7385 0.7270 0.7789 0.8060 0.7773 0.8118
South African Rand 15.4991 13.6556 14.0351 14.3968 14.2613 14.5307
Canadian Dollar 1.5034 1.4015 1.4063 1.4654 1.4058 1.4816
American Dollar 1.1203 1.1138 1.2141 1.3267 1.2583 1.3548
Swiss Franc 1.0915 1.0612 1.2024 1.2146 1.2063 1.2180

Source: Bloomberg

3. COMPANIES INCLUDED IN CONSOLIDATION PERIMETER

During the period ended 30 September 2015, consolidation perimeter of Sonae Indústria, SGPS, SA has changed as follows:

  • Subsidiary Tafisa Développement, located in France, was dissolved with no relevant effects on the consolidated net loss for the period ended 30 September 2015;
  • Subsidiary Darbo SAS, located in France, was sold with no relevant effects on the consolidated net loss for the period ended 30 September 2015.

4. JOINT VENTURES

Joint ventures, their head offices, percentage of share capital held on 30 September 2015 and 31 December 2014 are as follows:

COMPANY HEAD OFFICE PERCENTAGE OF CAPITAL HELD
30.09.2015
31.12.2014
Direct Total Direct Total
Laminate Park GmbH & Co. KG Eiweiler (Germany) 50.00% 49.94% 50.00% 49.93%
Tecmasa. Reciclados de Andalucia, S. L. Alcalá de Guadaira (Spain) 50.00% 49.94% 50.00% 49.93%

Laminate Park GmbH & Co. KG is a jointly-controlled company based in Germany, where it carries out its activity that consists in producing and selling wood derivative flooring.

Tecmasa, Reciclados de Andalucia, SL is a jointly-controlled company based in Spain. Its activity consists in trading recycled wood.

Joint control of these companies is established by contract.

Level one fair value of investment in these companies is not available as shares representing their share capital are not listed.

Net assets and net profit/loss for these jointly-controlled companies, whose share was recognized on these consolidated financial statements under equity method, are detailed as follows:

30.09.2015 31.12.2014
Tecmasa, Tecmasa,
Laminate Park Reciclados de Laminate Park Reciclados de
Andalucia Andalucia
Non-current assets 49 875 095 204 007 53 445 843 221 063
Current assets 20 244 519 417 004 16 409 392 395 501
Cash and cash equivalents 319 443 223 098 691 112 168 886
Other non-current liabilities 6 444 403 6 921 403
Current financial liabilities 6 980 292 7 066 011
Other current liabilities 31 114 073 94 572 27 819 219 76 504
Operating revenues 60 201 845 324 495 78 369 514 534 737
Operating expenses 61 305 724 279 220 82 780 406 450 037
Depreciation and amortization 3 763 678 19 857 4 893 772 29 077
Interest income
Interest expense 647 593 1 292 837 22
Taxation 22 095
Net profit/(loss) from continuing operations - 2 467 757 45 378 - 6 542 770 61 976
Adjustments to the Group's accounting policies - 32 632 - 2 686 - 36 640 - 16 951
Group's share on net profit/(loss) - 1 250 195 21 346 - 3 289 705 22 513

5. INVESTMENTS IN ASSOCIATED COMPANIES

Associated companies, their head offices and the percentage of share capital held as at 30 September 2015 and 31 December 2014 are as follows:

COMPANY HEAD OFFICE PERCENTAGE OF CAPITAL HELD
30.09.2015
31.12.2014
Direct Total Direct Total
Serradora Boix Barcelona (Spain) 31.25% 31.21% 31.25% 31.21%

Associated companies are recognized on these consolidated financial statements using equity method.

The Statement of Financial Position and the Income Statement of the associated companies accounted for using the equity method on these consolidated financial statements, are detailed as follows:

30.09.2015 31.12.2014
Non-current assets 6 788 575 6 494 033
Current assets 7 314 753 7 279 732
Non-current liabilities 3 101 405 3 481 145
Current liabilities 5 868 129 5 953 110
Operating revenues 19 706 691 22 396 806
Operating expenses 18 673 820 22 667 872
Net profit/(loss) from continuing operations 1 032 871 - 719 457
Adjustments to the Group's accounting policies - -
Group's share on net profit/(loss) 246 384 - 224 516

Assets, liabilities and results detailed on the previous table refer to the associated company's financial statements for the annual periods preceding 30 September 2015 and 31 December 2014, respectively. The Company estimates that no significant effect arises from this time difference.

There are no incurred obligations regarding this associate company.

6. INVESTMENTS

At 30 September 2015 and 31 December 2014, details of Investment in joint ventures, on the Consolidated Statement of Financial position, are as follows:

30.09.2015 31.12.2014
Non current Non current
Investment in associated companies
Opening balance 1 354 074 1 566 686
Effect of equity method application 139 065 - 212 612
Closing balance 1 493 139 1 354 074
31.12.2014
Non current Non current
7 326 715 5 638 909
5 000 000
-1 238 949 -3 312 194
6 087 766 7 326 715
30.09.2015

7. INVESTMENT PROPERTIES

At 30 September 2015 and 31 December 2014, movements occurred in gross amount of investment properties as well as on accumulated depreciation and impairment losses are detailed as follows:

30.09.2015 31.12.2014
Cost Total Cost Total
Gross cost:
Opening balance 1 667 281 1 667 281 1 667 281 1 667 281
Disposals 1 667 281 1 667 281
Transfers and reclassifications 37 123 738 37 123 738
Closing balance 37 123 738 37 123 738 1 667 281 1 667 281
Accumulated depreciations and
impairment losses:
Opening balance 442 583 442 583 398 325 398 325
Charge for the period 378 658 378 658 44 258 44 258
Disposals 457 335 457 335
Transfers and reclassifications 30 134 419 30 134 419
Closing balance 30 498 325 30 498 325 442 583 442 583
Carrying amount 6 625 413 6 625 413 1 224 698 1 224 698

In the period ended 30 September 2015, the Company reclassified as investment properties land and building of Betanzos industrial plant, located in Spain, following the sale of the remainder of the assets of this plant (note 10).

8. TANGIBLE FIXED ASSETS

At 30 September 2015 and 31 December 2014, movements in tangible assets, accumulated depreciation and impairment losses were as follows:

30.09.2015 31.12.2014
Total tangible
fixed assets
Total tangible
fixed assets
Gross cost:
Opening balance 2 176 796 117 2 437 445 591
Capital expenditure 11 216 397 43 511 097
Disposals 9 065 316 146 847 551
Transfers and reclassifications - 31 678 250 - 174 455 414
Exchange rate effect - 30 196 023 17 142 394
Closing balance 2 117 072 925 2 176 796 117
Accumulated depreciation and impairment losses
Opening balance 1 476 706 696 1 645 971 463
Depreciations for the period 46 710 085 68 885 207
Impairment losses for the period - on results 111 244 47 900 930
Impairment losses for the period - on Other Comprehensive Income 19 672 830
Disposals 6 798 652 134 748 004
Reversion of impairment losses for the period 5 855 672
Transfers and reclassifications - 24 180 082 - 173 968 902
Exchange rate effect - 16 565 730 8 848 844
Closing balance 1 475 983 561 1 476 706 696
Carrying amount 641 089 364 700 089 421

At the closing date of these consolidated financial statements, mortgaged tangible fixed assets amounted to EUR 298 014 793 (EUR 276 475 044 at 31 December 2014), as a guarantee of loans amounting to EUR 107 065 412 (EUR 125 436 696 at 31 December 2014).

9. CASH AND CASH EQUIVALENTS

At 30 September 2015 and 31 December 2014, detail of Cash and Cash Equivalents was as follows:

30.09.2015 31.12.2014
Cash at Hand 42 662 51 539
Bank Deposits and Other Treasury Applications 18 958 917 11 896 936
Cash and Cash Equivalents on the Consolidated Statement of
Financial Position
19 001 579 11 948 475
Bank Overdrafts 1 871 256 1 447 665
Cash and Cash Equivalents on the Statement of Cash Flows 17 130 323 10 500 810

10. NON-CURRENT ASSETS AVAILABLE FOR SALE

During the period ended 30 September 2015, the Group sold the assets of Ussel and Betanzos industrial plants, located in France and Spain, respectively, which had been recognized as Non-current assets classified as available for sale on the Consolidated Statement of Financial Position as at 31 December 2014. These transactions had no relevant effect on Net profit (loss) from discontinued operations, on the Consolidated Income Statement (note17).

As stated on note 3, in the same period, subsidiary Darbo SAS, located in Linxe, France, was sold. At 31 December 2014, the assets of this subsidiary had been reclassified as Noncurrent assets classified as available for sale, as well as its liabilities had been reclassified as Liabilities directly associated with non-current assets classified as available for sale. The sale of this subsidiary had an irrelevant effect on Net profit (loss) from discontinued operations, on the Consolidated income statement (note 17).

At 30 September 2015, there were no assets included under Non-current assets classified as available for sale nor liabilities included under Liabilities directly associated with noncurrent assets classified as available for sale, on the Consolidated statement of financial position.

30.09.2015 31.12.2014
Tangible fixed assets 1 049 435
Intangible assets 576 352
Inventories 9 206 410
Trade debtors 62 256
Other current assets 945 255
Cash and cash equivalents 70 298
Non-current assets classified as available for sale 11 910 006
Non-current loans 328 961
Other non-current liabilities 823 815
Current loans 216 308
Trade creditors 6 121 321
Other non-current liabilities 2 083 337
Liabilities directly associated to non-current assets classified as
available for sale 9 573 742

11. OTHER COMPREHENSIVE INCOME

Accumulated other comprehensive income on the Consolidated Statement of Financial Position, is detailed as follows:

Accumulated other comprehensive income
Atributable to the parent's shareholders
Currency
translation
Available-for
sale
financial
assets
Revaluation
Reserve
Remeasurements
on defined benefit
plans
Share of Other
Comprehensive
Income of Joint
Ventures and
Associates
Income tax
related to
components of
other
comprehensive
income
Total
Balance as at 1 January 2014 - 16 496 846 88 950 126 516 277 - 3 198 742 1 371 957 35 600 137 72 681 459
Other consolidated comprehensive income for the period 2 989 893 - 7 713 2 982 180
Change in ownership interest 100 464 969 1 280 046 - 32 965 14 955 363 895 999 574
Balance as at 30 September 2014 -13 406 489 82 206 127 796 323 -3 231 707 1 386 912 35 964 032 76 663 213
Accumulated other comprehensive income
Atributable to the parent's shareholders
Currency
translation
Available-for
sale
financial
assets
Revaluation
Reserve
Remeasurements
on defined benefit
plans
Share of Other
Comprehensive
Income of Joint
Ventures and
Associates
Income tax
related to
components of
other
comprehensive
income
Total
Balance as at 1 January 2015
-12 361 951 88 083 107 383 926 -6 520 334 1 386 912 26 611 343 63 365 293
Other consolidated comprehensive income for the period -10 038 292 5 144 -10 033 148
Others 2 175 17 19 028 37 783 268 4 802 54 469
Balance as at 30 September 2015 -22 398 068 93 244 107 402 954 -6 482 551 1 387 180 26 616 145 53 386 614

12. LOANS

As at 30 September 2015 and 31 December 2014, Sonae Indústria had the following outstanding loans:

30.09.2015 31.12.2014
Amortised cost Nominal value Amortised cost Nominal value
Current Non current Current Non current Current Non current Current Non current
Bank loans
Debentures
161 438 045 224 388 193
147 892 111
161 623 560 225 390 545
150 000 000
106 774 893 231 403 466
147 604 120
107 264 090 232 322 901
150 000 000
Obligations under finance leases
Other loans
5 842 609
42 313 862
18 455 212
1 738 629
5 842 609
42 765 372
18 455 212
1 738 629
5 829 498
6 186 912
23 440 018
54 951 368
5 829 498
6 186 912
23 440 018
55 555 350
Gross debt 209 594 516 392 474 145 210 231 541 395 584 386 118 791 303 457 398 972 119 280 500 461 318 269
Cash and cash equivalent in balance sheet 19 001 579 19 001 579 11 948 475 11 948 475
Net debt 190 592 937 392 474 145 191 229 962 395 584 386 106 842 828 457 398 972 107 332 025 461 318 269
Total net debt 583 067 082 586 814 348 564 241 800 568 650 294

At 30 September 2015, loans can be detailed as follows:

F a i r v

12.1. Bank Loans

Company(ies) Loan Contract date Maturity Currency Outstanding
principal at
30.09.2015
EUR
Outstanding
principal at
31.12.2014
EUR
Sonae Indústria, SGPS, S.A. Commercial
Paper Programme
January 2006 January 2016 * EUR 5 000 000 5 000 000
Tableros de Fibras S.A. Commercial
Paper Programme
July 2010 to be partly repaid from
January 2014 to
December 2016, unless it
is annually revoked **
EUR 3 000 000 4 800 000
Sonae Indústria, SGPS, S.A. Bank Loan August 2010 to be repaid from
November 2012 to August
2017
EUR 2 222 222 3 055 556
Sonae Indústria, SGPS, S.A. Commercial
Paper Programme
September 2010 January 2016 EUR 12 500 000 12 500 000
Tafisa Canada Inc. Bank Loan
(Revolving)
July 2011 to be repaid from
September 2014 to July
2019
CAD 32 394 216 47 075 146
Tafisa Canada Inc. Bank Loan July 2011 to be repaid from August
2012 to April 2016
CAD 587 896 1 436 550
Imoplamac, S.A. Bank Loan November 2012 to be repaid from March
2013 to March 2016
EUR 1 788 703 4 242 823
Sonae Indústria, SGPS, S.A. Commercial
Paper Programme
June 2013 June 2018
Note: programme without
subscription guarantee
EUR 13 750 000 17 500 000
Taiber, Tableros Aglomerados
Ibéricos, S.L.
e Sonae Indústria, SGPS, S.A.
Bank Loan November 2013 October 2015 *** EUR 39 000 000 39 000 000
Sonae Indústria, SGPS, S.A. Commercial
Paper Programme
July 2014 to be repaid from
December 2015 to June
2018
EUR 10 000 000 10 000 000
Sonae Indústria, SGPS, S.A. Commercial
Paper Programme
August 2014 to be repaid from May
2018 to November 2020
EUR 93 900 000 103 900 000
Tableros de Fibras, S.A.
e Sonae Indústria, SGPS, S.A.
Bank Loan October 2014 to be repaid from May
2021 to November 2022
EUR 65 000 000 65 000 000
Sonae Indústria, SGPS, S.A. Bank Loan October 2014 November 2016,
annually renewable.
EUR 4 650 000 3 600 000
Sonae Indústria, SGPS, S.A Commercial
Paper Programme
February 2015 to be repaid from August
2016 to February 2018
EUR 12 500 000 N/A
Sonae Novobord (Pty) Limited Bank Loan April 2015 to be repaid from
October 2015 to April
2020
ZAR 18 517 240 N/A
Sonae Indústria, SGPS, S.A. Bank Loan May 2015 June 2016 EUR 10 000 000 N/A
Sonae Indústria, SGPS, S.A. Bank Loan June 2015 June 2016 EUR 60 000 000 N/A

All these loans are subject to variable interest rates.

* In October 2015, this amount was refinanced in the context of a new commercial paper contract celebrated by Sonae Indústria, SGPS, SA, maturing one year thereafter, renewable annually;

** Until the date of approval of these consolidated financial statements, no notification revoking this programme had been received;

*** In October 2015, both parties agreed on postponing this loan maturity for second half 2016.

At 30 September 2015, there were other assets amounting to EUR 58 808 403 (EUR 52 808 593 at 31 December 2014) which were pledged as guarantee of the Group's liabilities.

Company(ies) Loan Contract date Maturity Currency Outstanding
principal at
30.09.2015
Outstanding
principal at
31.12.2014
EUR EUR
Sonae Indústria, SGPS, S.A. Sonae Industria
Bonds / 2014 -
2020
October 2014 to be repaid from May
2018 to November 2020.
EUR 150 000 000 150 000 000

12.2. Bond Issues

This loan is subject to variable interest rate.

12.3. Other loans

Company(ies) Loan Contract date Maturity Currency Outstanding
principal at
30.09.2015
Outstanding
principal at
31.12.2014
EUR EUR
Trade debtors September 2016,
renewable and maximum
EUR 40 278 349 52 102 134
Several companies* securitization August 2012 maturity September
2018.
875 536 1 140 471

* In July 2015, maximum amount of the securitization facility was reduced from EUR 85 000 000 to EUR 70 000 000.

Trade debtors amounting to EUR 69 553 900 (EUR 71 024 505 at 31 December 2014) were kept on the consolidated balance sheet as the criteria set out in IAS 39 for their derecognition were not fully met, namely because the whole risks related to the securitized assets were not completely transferred.

This loan is subject to variable interest rate.

By agreement between the parties, the commercial credits factoring agreement entered into by Sonae Indústria - Produção e Comercialização de Derivados de Madeira, S.A. (PCDM) was cancelled in September 2015 and PCDM repaid the total owed amount.

13. OTHER NON-CURRENT LIABILITIES

At 30 September 2015 and 31 December 2014, Other non-current liabilities on the Consolidated Statement of Financial Position were composed of:

30.09.2015 31.12.2014
Other creditors 4 677 503 241 495
Financial instruments 4 677 503 241 495
Other creditors 32 158 338 41 758 831
Liabilities out of scope of IFRS 7 32 158 338 41 758 831
Total 36 835 841 42 000 326

Other creditors include EUR 25 425 166 (EUR 28 648 958 at 31 December 2014) related to deferred investment subventions and EUR 6 112 600 (EUR 12 377 600 at 31 December 2014) related to the fine imposed by the German Competition Authority, to be paid until 2017.

14. OTHER CURRENT LIABILITIES

At 30 September 2015 and 31 December 2014, Other current liabilities on the Consolidated Statement of Financial Position were composed of:

30.09.2015 31.12.2014
Derivatives 35 529
Tangible fixed assets suppliers 3 564 982 6 064 556
Other creditors 2 437 930 3 934 020
Financial instruments 6 002 912 10 034 105
Other creditors 7 623 414 9 181 367
Accrued expenses:
Insurances 940 621 1 227 009
Personnel expenses 17 857 259 14 320 967
Accrued financial expenses 10 750 202 5 656 004
Rebates 18 401 555 15 322 111
External supplies and services 9 576 751 9 570 495
Other accrued expenses 4 748 477 6 147 430
Deferred income:
Investment subventions 4 700 663 6 327 581
Other deferred income 589 790 148 937
Liabilities out of scope of IFRS 7 75 188 732 67 901 901
Total 81 191 644 77 936 006

15. PROVISIONS AND ACCUMULATED IMPAIRMENT LOSSES

Movements occurred in provisions and accumulated impairment losses during the period ended 30 September 2015 were as follows:

30.09.2015
Opening Exchange Other Closing
Description balance rate effect Increase Utilization Reversion changes balance
Impairment losses:
Investment properties 2 259 929 2 259 929
Tangible fixed assets 48 044 432 111 245 - 746 221 47 409 456
Goodwill 7 778 921 - 132 458 7 646 463
Intangible assets 30 833 343 271 - 7 668 366 436
Other non-current assets 10 931 182 10 931 182
Trade debtors 26 228 073 - 175 864 1 787 074 1 377 307 - 766 707 25 695 269
Other debtors 3 502 3 502
Subtotal impairment losses 93 016 943 - 308 322 2 241 590 1 377 307 739 333 94 312 237
Provisions:
Litigations in course 1 504 544 21 000 - 36 823 1 446 721
Warranties to customers 541 547 2 226 48 500 7 500 584 773
Restructuring 6 055 072 8 438 1 532 698 5 269 623 2 326 585
Other 4 694 739 1 420 755 340 072 58 047 5 833 469
Subtotal provisions 12 795 901 10 664 3 001 953 5 638 195 21 224 10 191 546
Subtotal impairment losses and provisions 105 812 845 - 297 658 5 243 543 5 638 195 1 377 307 760 557 104 503 785
Other losses:
Investments 36 985 875 36 985 875
Write-down to net realizable value of inventories 4 165 268 - 31 354 2 912 889 1 456 154 - 944 507 4 646 142
Total 146 963 988 - 329 012 8 156 432 5 638 195 2 833 461 - 183 950 146 135 802

Increases and decreases in provisions and impairment losses are stated on the Consolidated Income Statement as follows:

30.09.2015
Losses
Gains
Cost of sales 811 581 430 228
(Increase) / decrease in production 1 027 601 904 187
Provisions and impairment losses 3 585 496 4 393 330
Staff expenses 113 390 260 960
Profit / (loss) from discontinued operations 2 618 364 2 482 951
Total (Consolidated Income Statement) 8 156 432 8 471 656

Utilization of restructuring provisions, which amounted to EUR 5 269 623 at 30 September 2015, relate to ongoing restructuring processes in industrial plants located in France and Germany.

16. RELATED PARTIES

Balances and flows with related parties are summarized as follows:

Balances Accounts receivable Accounts payable
30.09.2015 31.12.2014 30.09.2015 31.12.2014
Other subsidiaries of the parent company 439 387 355 536 4 727 883 3 849 032
Joint ventures 9 512 523 9 585 557 2 845 586 1 106 626
Transactions Income Expenditure
30.09.2015 30.09.2014 30.09.2015 30.09.2014
Restated Restated
Other subsidiaries of the parent company 500 077 971 955 5 023 618 4 465 966
Joint ventures 3 300 010 5 102 949 15 441 242 12 191 787

17. DISCONTINUED OPERATIONS

On the consolidated financial statements for the period ended 31 December 2014, the operations of Betanzos and Pontecaldelas industrial plants, in Spain, and of Linxe (Darbo SAS) and Ussel industrial plants, in France, were classified as discontinued. As such, the Consolidated Income statement for the period ended 30 September 2014 was restated.

Profit or loss from discontinued operations, on the Consolidated Income Statement for the periods ended 30 September 2015 and 30 September 2014, are detailed as follows:

30.09.2015 30.09.2014
Sales 27 454 131 81 298 895
Services rendered 466 028
Other income and gains 1 700 018 9 231 791
Cost of sales 19 151 335 44 400 153
(Increase) / decrease in production 2 020 134 3 618 747
External supplies and services 9 840 941 30 827 980
Staff expenses 7 923 283 19 614 250
Depreciation and amortisation 84 774 4 797 299
Provisions and impairment losses (increase / reduction) 3 022 650 2 412 761
Other expenses and losses 687 518 1 966 896
Operating profit / (loss) - 13 576 486 - 16 641 372
Financial expenses 5 944 753 6 127 344
Financial income 509 293 837 686
Net profit/(loss) from descontinued operations, before tax - 19 011 946 - 21 931 030
Taxation - 87 330 109 462
Net profit / (loss) from descontinued operations - 18 924 616 - 22 040 492

Cash flows of discontinued operations, which were included line by line on the Consolidated Statement of Cash Flows, are as follows:

30.09.2015 30.09.2014
Operating activities - 11 964 667 - 4 930 510
Investment activities 4 732 307 11 834 151
Financing activities 7 305 809 - 6 981 499

18. OTHER INCOME AND GAINS

Details of Other income and gains on the Consolidated Income Statement for the periods ended 30 September 2015 and 2014 are as follows:

30.09.2015 30.09.2014
Restated
Gains on disposals of non current investments 925
Gains on disp. and write off of invest. prop., tang. and intang. assets 345 155 2 201 126
Supplementary revenue 4 169 202 4 572 917
Investment subventions 4 887 753 5 154 786
Tax received 3 178 550 4 801 405
Positive exchange gains 2 754 057 1 668 787
Others 3 057 887 15 446 735
18 393 529 33 845 756

19. OTHER EXPENSES AND LOSSES

Details of Other expenses and losses on the Consolidated Income Statement for the periods ended 30 September 2015 and 2014 are as follows:

30.09.2015 30.09.2014
Restated
Taxes 2 416 170 2 800 973
Losses on disp. and write off of invest. prop., tang. and intang. assets 1 448 272 378 244
Negative exchange gains 3 978 548 1 775 668
Others 2 554 161 1 941 025
10 397 151 6 895 910

20. UNDERLYING AND NON-UNDERLYING ITEMS

Underlying operating items on the Consolidated Income Statement are detailed as follows:

30.09.2015 30.09.2014
Restated
Sales 773 526 269 769 811 416
Services rendered 3 974 929 3 730 701
Other income and gains 16 248 756 20 846 184
Cost of sales 410 282 302 424 365 848
(Increase) / decrease in production - 3 836 232 1 123 738
External supplies and services 188 605 715 187 113 576
Staff expenses 109 252 669 101 606 941
Impairment losses in trade debtors (increase/reduction) 416 627 1 479 097
Other expenses and losses 8 202 994 6 087 860
Recurring operating profit/(loss) before amortization,
depreciation, provisions and impairment losses
(except trade debtors)
80 825 879 72 611 241
Non-Recurring operating profit/(loss) before
amortization, depreciation, provisions and impairment
losses (except trade debtors)
- 7 718 381 1 990 043
Total operating profit/(loss) before amortization,
depreciation, provisions and impairment losses
(except trade debtors)
73 107 498 74 601 284

21. FINANCIAL RESULTS

Financial results for the periods ended 30 September 2015 and 2014 were as follows:

30.09.2015 30.09.2014
Restated
Financial expenses:
Interest expenses
related to bank loans and overdrafts 14 212 798 18 677 224
related to non convertible debentures 5 292 974 7 282 707
related to finance leases 2 148 657 2 526 476
others 1 790 302 2 481 283
23 444 731 30 967 690
Losses in currency translation
related to loans 2 410 100 635 882
2 410 100 635 882
Cash discounts granted 9 865 333 10 411 193
Adjustment to fair value of financial instruments at fair value
through profit or loss 477 668
Other finance losses 3 630 238 4 800 320
39 350 402 47 292 753
30.09.2015 30.09.2014
Financial income: Restated
Interest income
related to bank loans 62 001 20 538
related to loans to related parties 5 871 024 5 841 352
Others 50 658 55 968
5 983 683 5 917 858
Gains in currency translation
related to loans 3 260 666 1 851 251
3 260 666 1 851 251
Cash discounts obtained 703 422 753 874
Adjustment to fair value of financial instruments at fair value 382 125
through profit or loss
Other finance gains
7 671 57 507
9 955 442 8 962 615

Finance profit / (loss) - 29 394 960 - 38 330 138

22. TAXES

Corporate income tax accounted for in the periods ended 30 September 2015 and 2014 is detailed as follows:

30.09.2015 30.09.2014
Restated
Current tax 6 798 657 4 100 511
Deferred tax - 1 394 627 - 1 836 377
5 404 030 2 264 134

23. SEGMENT INFORMATION

The main activity of the Group is the production of wood based panels and derivative products through industrial plants and commercial facilities located in Portugal, Spain, France, Germany, United Kingdom, Switzerland, The Netherlands, Canada and South Africa.

At 30 September 2015 and 2014, identifiable reportable segments were as follows:

  • Northern Europe;
  • Southern Europe;
  • Rest of the World.
Turnover
30.09.2015 30.09.2014
Restated
Northern Europe 321 981 603 348 740 770
Southern Europe 255 907 972 274 435 538
Rest of the world 220 162 187 193 042 614
Total segments 798 051 761 816 218 922
Intercompany turnover (-) 30 368 734 53 828 587
Differences in classification (+) 9 868 624 11 552 504
Consolidated Income statement 777 551 651 773 942 839
Operating net profit (loss)
30.09.2015 30.09.2014
Restated
Northern Europe 4 773 022 939 246
Southern Europe 264 240 3 215 085
Rest of the world 21 410 737 13 013 773
Total segments 26 447 999 17 168 104
Consolidation adjustments not included
under Total segments
(+) 32 096 285 168
Consolidated Income statement 26 480 095 17 453 272

Amounts stated as Total segments refer to information of continued operations which was included in internal report to chief operation decision maker.

24. CONTINGENCIES

Following the fire occurred in June 2011 on the subsidiary Sonae Industria (UK), Ltd, located in the United Kingdom, about 16 000 individuals filed a lawsuit against this company claiming to have suffered from the inhalation of fumes originated from this accident.

On 30 July 2015, Liverpool Court handed down a first instance sentence in favour of Sonae Industria (UK) Ltd, which confirmed the Company's expectations that no liability would result from this lawsuit, which should be recognized on the Consolidated statement of financial position.

25. APPROVAL OF THE CONSOLIDATED FINANCIAL STATEMENTS

These consolidated financial statements were approved by the Board of Directors and authorized for issuance 11 November 2015.

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