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Ibersol

Earnings Release Nov 24, 2014

1932_10-q_2014-11-24_d9ae3977-e980-4d64-9fc7-6015d581fa1f.pdf

Earnings Release

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IBERSOL – SGPS, SA

Publicly Listed Company

Head office: Praça do Bom Sucesso 105/159, 9º andar, Porto Sahre Capital: Euro 20.000.000 Commercial Registry: Oporto under the number 501669477 Fiscal Number: 501 669 477

CONSOLIDATED RESULTS on 9M14 Unaudited

  • Turnover of 137.1 million euro Increase of 8.3% over the first nine months of 2013.
  • Consolidated EBITDA reached 18.0 million euro YoY EBITDA in 2014 increased by 41.7%
  • Consolidated net profit of 7.0 million euro Increase of 136% over the same period of 2013

REPORT

Activity

Consolidated turnover of the first nine months of 2014 amounted to 137.1 million euro which compares with 126.6 million euro in the same period of 2013.

For the 8.3% growth of turnover contributed the consumption growth, especially in Portugal, and the opening of the fourth unit in Angola.

In the third quarter, the turnover reached EUR 52 million which represents an increase of 12.7%, confirming the signs of recovery in private consumption, which was reinforced during the summer by unstable climatic conditions very favorable to increased traffic in the shopping malls.

The more favorable context in recent months has allowed an improvement in sales in most concepts, with less impact on the "dining" segment.

The highest increases were recorded in the concepts of "counter" and in the "catering" business this benefiting from a strong increase in the number of events occurred mainly in the city of Lisbon.

During the first nine months, in Portugal we closed six units by a decision not to renew their contracts with the malls, we held the opening of a Burger King in Matosinhos and we started exploring the concession of one more space at Lisbon Airport.

In Spain, we closed the last unit Caffé Pasta and Pizza Móvil unit. In Angola, we held the opening of the fourth KFC in Luanda.

Nº of Stores 2013 2014 2014
31-Dez Openings Transfer Closings 30-Sep
PORTUGAL 302 2 6 298
Own Stores 301 2 6 297
Pizza Hut 93 1 92
Okilo/MMIT 9 1 8
Pans 56 2 54
Burger King 39 1 40
KFC 18 18
Pasta Caffé 14 1 13
Quiosques 10 1 9
Flor d`Oliveira 1 1
Cafetarias 35 35
Catering (SeO,JSCCe Solinca) 6 6
Concessions & Other 20 1 21
Franchise Stores 1 1
SPAIN 89 0 3 86
Own Stores 70 0 2 68
Pizza Móvil 36 1 35
Pasta Caffé 1 1 0
Burger King 33 33
Franchise Stores 19 1 18
ANGOLA 3 4
KFC 3 1 4
Total Ow n stores 374 2 8 369
Total Franchise stores 20 0 1 19
TOTAL 394 2 9 388

By the end of the third quarter the number of units amounted to 369, as shown below:

Results

Consolidated net profit for the first nine months reached EUR 7.0 million, 4 million more than the same period of 2013.

The increase in consolidated net profit stems largely from the good performance of the sales registered in Q3.

The gross margin in the first nine months was 76.8% of turnover, higher than in the same period of 2013. Other operating income increased by 11% slightly above the turnover. Thus, gross profit increased by 9.3%, above the increase in activity.

The adjustment of costs to lower levels of activity performed in the last two years, results into a more flexible cost structure that ensures a significant leverage in profitability whenever a growth in turnover occurs. In fact, there has been a dilution of the different factors:

  • An increase of 4.3% in personnel costs, lower than turnover evolution, now represents 31.0% of turnover and compares with 32.1% in the same period of 2013. Focus on the management of brigades, allowed to react efficiently to changes in sales;

  • External Supplies and Services which increased by 4.8%, now representing 32.9% of turnover, 110 b.p. below than 2013. The increase in marketing costs by about 10% was offset by the dilution of fixed costs.

The effort to control costs associated with sales growth led to a substantial improvement in operating results. EBITDA increased by € 5.3 million and amounted to EUR 18.0 million, ie 42% more than in the same period of 2013

The EBITDA margin stood at 13.2% of turnover compared with 10.1% in the same period of 2013, reflecting the improvement in the level of activity.

Consolidated EBIT margin was 7.8% of turnover, corresponding to an operating profit of EUR 10.7 million.

The net financing costs reached EUR 1.2 million – a decrease of 210 thousand euro over the first nine months of 2013. The average cost of funds, which stood at 4.2%, although affected by the increased weight of loans contracted in Angola with interest rates much higher than the Group average, shows a downward trend this year following the rates trajectory in Europe.

Balance Sheet

Total Assets amounted to about EUR 217 million and shareholders' equity stood at EUR 125 million, representing around 58% of the Assets.

In this business, the Current Assets is lower than the Current Liabilities. The financial allowance stands at 30 million euros, equal to the amount recorded at year end.

Capex, during the period, amounted to 12 million euro. The expansion has absorbed around 9 million euro and the remainder was allocated to the refurbishment of units.

Net debt reached to 22.8 million euro, 1.6 million lower than the last year end.

The cash flow from operations amounted to EUR 18 million allowed the funding of all the CAPEX and the reduction of debt.

Own Shares

During the first nine months the company has not acquired or sold company shares. On 30th September the company held 2,000,000 shares (10% of the capital), with a face value of 1€ each, for an overall acquisition value of 11,179,644 euros, corresponding to an average price per share of 5.59 euro.

Outlook

Positive signs for the first nine months should remain at least until the end of the year.

Keeping the costs adjusted to sales will remain as one of the Group's priorities throughout the year.

This quarter, were opened two "drive-in" units of Burger King - Azores and Braga - and is expecting the opening of a further one by the end of the current year.

In Angola, we are building a unit whose opening is expected in early 2015.

Porto, 17th de November 2014

The Board of Directors,

______________________________ António Alberto Guerra Leal Teixeira

______________________________ António Carlos Vaz Pinto de Sousa

______________________________

Juan Carlos Vázquez-Dodero

Declaration of conformity

In compliance with paragraph c) of section 1 of article 246 of the Securities Market Code each member of the board identified below declares that to the best of their knowledge:

  • (i) the consolidated financial statements of Ibersol SGPS, SA, referring to the first nine months, were drawn up in compliance with applicable accounting rules and provide a true and suitable picture of the assets and liabilities, financial situation and results of Ibersol SGPS, S.A., and the companies included in the consolidation perimeter; and
  • (ii) the interim management report includes a fair review of the important events that have occurred in the first nine months of this year and the evolution of business performance and the position of all the companies included in consolidation.

António Alberto Guerra Leal Teixeira Chairman of Board Directors António Carlos Vaz Pinto Sousa Member of Board Directors Juan Carlos Vázquez-Dodero Member of Board Directors

Ibersol S.G.P.S., S.A.

Consolidated Financial Statements

30th September 2014

IBERSOL S.G.P.S., S.A. CONSOLIDATED STATEMENT OF FINANCIAL POSITION ON 30th SEPTEMBER 2014 AND 31st DECEMBER 2013 (values in euros)

ASSETS Notes 30-09-2014 31-12-2013
restated
Non-current
Tangible fixed assets 7 126.868.232 121.119.638
Goodwill
Intangible assets
8
8
40.509.009
14.705.826
40.509.009
15.253.659
Deferred tax assets 840.513 951.668
Financial assets - joint controlled entities 2.470.659 2.497.788
Other financial assets 364.876 354.700
Other non-current assets 1.653.164 1.632.344
Total non-current assets 187.412.279 182.318.806
Current
Stocks 4.942.174 5.031.702
Cash and bank deposits 15.271.435 22.138.608
Income tax receivable 247.291 528.104
Other current assets 8.948.712 8.088.260
Total current assets 29.409.612 35.786.674
Total Assets 216.821.891 218.105.480
EQUITY AND LIABILITIES
EQUITY
Capital and reserves attributable to shareholders
Share capital 20.000.000 20.000.000
Own shares -11.179.644 -11.179.644
Goodwill 156.296 156.296
Reserves and retained results 104.581.876 101.929.821
Net profit in the year 6.968.528 3.576.462
120.527.056 114.482.935
Non-controlling interest
Total Equity
4.911.896
125.438.952
4.957.161
119.440.096
LIABILITIES
Non-current
Loans 21.344.539 23.417.821
Deferred tax liabilities 9.861.033 9.763.656
Provisions 33.257 98.690
Other non-current liabilities 387.662 413.298
Total non-current liabilities 31.626.491 33.693.465
Current
Loans 16.743.111 23.108.351
Accounts payable to suppl. and accrued costs
Income tax payable
30.180.481
1.519.876
30.399.313
620.492
Other current liabilities 11.312.980 10.843.763
Total current liabilities 59.756.448 64.971.919
Total Liabilities 91.382.939 98.665.384
Total Equity and Liabilities 216.821.891 218.105.480

FOR THE NINE MONTHS PERIOD ENDED 30 SEPTEMBER, 2014 AND 2013 (values in euros) IBERSOL S.G.P.S., S.A. CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

Notes 30-09-2014 30-09-2013
restated
Operating Income
Sales 5 136.617.922 126.165.509
Rendered services 5 436.426 439.707
Other operating income 1.355.030 1.213.051
Total operating income 138.409.378 127.818.267
Operating Costs
Cost of sales 31.765.035 30.222.256
External supplies and services 45.072.324 43.017.613
Personnel costs 42.428.362 40.675.718
Amortisation, depreciation and impairment losses 7 e 8 7.386.052 7.233.048
Other operating costs 1.105.649 1.170.632
Total operating costs 127.757.422 122.319.267
Operating Income 10.651.956 5.499.000
Net financing cost -1.219.446 -1.428.762
Income on joint controlled entities - Equity method -27.132 11.697
Profit before tax 9.405.378 4.081.935
Income tax expense 2.482.115 1.123.552
Net profit 6.923.263 2.958.383
Other comprehensive income 65.594 -3.111
TOTAL COMPREHENSIVE INCOME 6.988.857 2.955.272
Net profit attributable to:
Owners of the parent 6.968.528 2.954.180
Non-controlling interest -45.265 4.203
6.923.263 2.958.383
Total comprehensive income attributable to:
Owners of the parent 7.034.122 2.951.069
Non-controlling interest -45.265 4.203
6.988.857 2.955.272
Earnings per share:
Basic 0,39 0,16
Diluted 0,39 0,16

IBERSOL S.G.P.S., S.A. CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME FOR THE THIRD TRIMESTER OF 2014 AND 2013 (values in euros)

3rd TRIMESTER (unaudited)
2014
Notes 2013 restated
Operating Income
Sales 5 51.846.665 46.109.229
Rendered services 5 134.796 147.139
Other operating income 450.292 282.663
Total operating income 52.431.753 46.539.031
Operating Costs
Cost of sales 11.361.954 11.154.749
External supplies and services 16.735.082 14.844.075
Personnel costs 14.773.539 13.855.643
Amortisation, depreciation and impairment losses 7 e 8 2.368.054 2.420.585
Other operating costs 406.559 541.182
Total operating costs 45.645.188 42.816.234
Operating Income 6.786.565 3.722.797
Net financing cost -149.870 -683.766
Income on joint controlled entities - Equity method -10.353 10.219
Profit before tax 6.626.342 3.049.250
Income tax expense 5 1.731.499 781.503
Net profit 4.894.843 2.267.747
Other comprehensive income 65.743 -5.217
TOTAL COMPREHENSIVE INCOME 4.960.586 2.262.530
Net profit attributable to:
Owners of the parent 4.890.766 2.241.383
Non-controlling interest 4.077 26.364
4.894.843 2.267.747
Total comprehensive income attributable to:
Owners of the parent 4.956.509 2.236.166
Non-controlling interest 4.077 26.364
4.960.586 2.262.530
Earnings per share: 9
Basic 0,27 0,12
Diluted 0,27 0,12

IBERSOL S.G.P.S., S.A.Statement of Alterations to the Consolidated Equityfor the nine months period ended 30 September, 2014 and 2013(value in euros)

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IBERSOL S.G.P.S., S.A. Consolidated Cash Flow Statements for the nine months period ended 30 September, 2014 and 2013

(value in euros)

Nine months period ending on
September 30
Note 2014 2013
Cash Flows from Operating Activities restated
Flows from operating activities (1) 18.581.134 16.032.753
Cash Flows from Investment Activities
Receipts from:
Financial investments 5.640 11.260
Tangible fixed assets 37.975 35.131
Intangible assets
Investment benefits 97.954
Interest received 128.374 825.916
Payments for:
Financial Investments 65.816 0
Tangible fixed assets 12.948.444 5.060.282
Intangible assests 650.867 390.813
Flows from investment activities (2) -13.395.184 -4.578.788
Cash flows from financing activities
Receipts from:
Loans obtained 890.520 3.632.050
Payments for:
Loans obtained 9.422.288 8.463.036
Amortisation of financial leasing contracts 61.483 179.521
Interest and similar costs 1.585.070 2.044.836
Dividends paid 990.000 990.000
Flows from financing activities (3) -11.168.321 -8.045.343
Change in cash & cash equivalents (4)=(1)+(2)+(3) -5.982.372 3.408.622
Perimeter changes effect
Exchange rate differences effect 552.218
Cash & cash equivalents at the start of the period 21.404.814 26.095.250
Cash & cash equivalents at end of the period 14.870.224 29.503.872

IBERSOL SGPS, S.A.

ANNEX TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE NINE MONTHS PERIOD ENDED 30 SEPTEMBER 2014

(Values in euros)

1. INTRODUCTION

IBERSOL, SGPS, SA ("Company" or "Ibersol") has its head office at Praça do Bom Sucesso, Edifício Península n.º 105 a 159 – 9º, 4150-146 Porto, Portugal. Ibersol's subsidiaries (jointly called the Group), operate a network of 388 units in the restaurant segment through the brands Pizza Hut, Pasta Caffé, Pans & Company, Kentucky Fried Chicken, Burguer King, O' Kilo, Bocatta, Coffee Counter, Pizza Móvil, Flor d'Oliveira, Miit, Sol, Sugestões e Opções, José Silva Carvalho, Catering and SEC Eventos e Catering. The group has 369 units which it operates and 19 units under a franchise contract.

Ibersol is a public limited company listed on the Euronext of Lisbon.

2. MAIN ACCOUNTING POLICIES

The main accounting policies applied in preparing these consolidated financial statements are described below.

2.1 Presentation basis

These consolidated financial statements were prepared according to the International Financial Reporting Standards (IFRS), as applied in the European Union and in force on 30 September 2014, mainly with the international standard n.º 34 –Interim Financial Report.

The accounting policies applied on 30 September 2014 are identical to those applied for preparing the financial statements of 30 September and of 31 December 2013, except under the adoption of IFRS 11, jointly controlled entity UQ Consult S.A. ceases to be included by the proportional consolidation method, and the interest on that entity to be accounted for by the equity method. Because of this change the comparative figures have been restated in the consolidated statement of financial position, of comprehensive income and of cash-flows and in Notes 7, 8 and 13.

The main impacts can be summarized as follows:

Balance sheet

31-12-2013 31-12-2013 restated
Financial assets - joint controlled entities - 2.497.788
Goodwill 42.677.991 40.509.009
Other assets 175.644.750 175.098.683
Equity 119.440.096 119.440.096
Liabilities 98.882.645 98.665.384

Income statement

30-09-2013 30-09-2013 restated
Operating income 127.835.757 127.818.267
Operating costs -122.303.088 -122.319.267
Net financing cost -1.446.500 -1.428.762
Income on joint controlled entities - Equity method - 11.697
Income tax expense -1.127.786 -1.123.552
Net profit 2.958.383 2.958.383

In the consolidated statements of financial position, of comprehensive income and of cash-flows Ibersol chose to not include a third column with the values of 2013 un-restated due to the small size of the restated differences on the statements of accounts.

3. IMPORTANT ACCOUNTING ESTIMATES AND JUDGMENTS

There where no substantially differences between accounting estimates and judgments applied on 31 December 2013 and the accounting values considered in the nine months period ended on the 30 September 2014.

4. INFORMATION ABOUT THE COMPANIES INCLUDED IN THE CONSOLIDATION AND OTHER COMPANIES

4.1. The following group companies were included in the consolidation on 30th September 2014 and 30th September and 31st December 2013:

% Shareholding
Company Head Office Sep-14 Dec-13 Sep-13
Parent company
Ibersol SGPS, S.A. Porto parent parent parent
Subsidiary companies
Iberusa Hotelaria e Restauração, S.A. Porto 100% 100% 100%
Ibersol Restauração, S.A. Porto 100% 100% 100%
Ibersande Restauração, S.A. Porto 80% 80% 80%
Ibersol Madeira e Açores Restauração, S.A. Funchal 100% 100% 100%
Ibersol - Hotelaria e Turismo, S.A. Porto 100% 100% 100%
Iberking Restauração, S.A. Porto 100% 100% 100%
Iberaki Restauração, S.A. Porto 100% 100% 100%
Restmon Portugal, Lda Porto 61% 61% 61%
Vidisco, S.L. Vigo - Espanha 100% 100% 100%
Inverpeninsular, S.L. Vigo - Espanha 100% 100% 100%
Ibergourmet Produtos Alimentares, S.A. Porto 100% 100% 100%
Ferro & Ferro, Lda. Porto 100% 100% 100%
Asurebi SGPS, S.A. Porto 100% 100% 100%
Charlotte Develops, SL Madrid-Espanha 100% 100% 100%
Firmoven Restauração, S.A. Porto 100% 100% 100%
IBR - Sociedade Imobiliária, S.A. Porto 98% 98% 98%
Eggon SGPS, S.A. Porto 100% 100% 100%
Anatir SGPS, S.A. Porto 100% 100% 100%
Lurca, SA Madrid-Espanha 100% 100% 100%
Q.R.M.- Projectos Turísticos, S.A Porto 100% 100% 100%
Sugestões e Opções-Actividades Turísticas, S.A Porto 100% 100% 100%
RESTOH- Restauração e Catering, S.A Porto 100% 100% 100%
Resboavista- Restauração Internacional, Lda Porto 100% 100% 100%
José Silva Carvalho Catering, S.A Porto 100% 100% 100%
(a) Iberusa Central de Compras para Restauração ACE Porto 100% 100% 100%
(b) Vidisco, Pasta Café Union Temporal de Empresas Vigo - Espanha 100% 100% 100%
Maestro - Serviços de Gestão Hoteleira, S.A. Porto 100% 100% 100%
SEC - Eventos e Catering, S.A. Porto 100% 100% 100%
IBERSOL - Angola, S.A. Luanda - Angola 100% 100% 100%
HCI - Imobiliária, S.A. Luanda - Angola 100% 100% 100%
(c ) Parque Central Maia - Activ.Hoteleiras, Lda Porto - 100% 100%
Gravos 2012, S.A. Porto 80% 80% -
Companies controlled jointly
UQ Consult - Serviços de Apoio à Gestão, S.A. Porto 50% 50% 50%

(a) Company consortium agreement that acts as the Purchasing and Logistics Centre and provides the respective restaurants with raw materials and maintenance services. (b) Union Temporal de Empresas which was founded in 2005 and functions as the Purchasing Centre in Spain by providing raw materials to the respective restaurants.

( c) Company merged into subsiduary Iberusa in September 2014, effective January 1, 2014.

The subsidiary companies were included in the consolidation by the full consolidation method. UQ Consult, the Jointly controlled entity, was subject to the equity method according to the group's shareholding in this company (Note 2.1).

The shareholding percentages in the indicated companies imply an identical percentage in voting rights.

4.2. Alterations to the consolidation perimeter

4.2.1. Acquisition of new companies

The group did not buy any subsidiary in the nine months period ended on 30 Septembe 2014.

4.2.2. Disposals

The group did not sell any of its subsidiaries in the nine months period ended on 30 September 2014.

5. INFORMATION PER SEGMENT

In 2014, the Administration of IBERSOL began to monitor the business based on following segmentation:

SEGMENT BRANDS
Restaurants Pizza Hut Pasta Caffe Flor d'Oliveira Pizza Movil
Counters KFC O'Kilo Miit Burguer King Pans/Bocatta Coffee Counter
Concessions and
Catering Sol (SA) Concessions Catering Convenience stores

Until 2013, the Administration monitorized the business according to geographic segmentation:

  • Portugal
  • Spain
  • Angola (included in segment Portugal, due to the small size of its operations)

As a result, the segment information for the period ended September 30, 2013 is restated.

The results per segment for the nine month period ended 30 September 2014 were as follows:

Other,
30th September 2013 Restaurants Counters Concessions
and Catering
elimination and
adjustments
Total Group
Sales 49.208.367 61.476.364 14.861.753 1.058.731 126.605.216
Operating Cash-flow (EBITDA) 4.182.065 7.891.522 682.096 -23.634 12.732.048
Amortisation, depreciation and impairment losses 2.098.633 2.979.543 1.674.416 480.457 7.233.048
Operating income (EBIT) 2.083.432 4.911.979 -992.320 -504.091 5.499.000

The results per segment for the nine month period ended 30 September 2013 were as follows:

30th June 2013 Restaurants Counters Other
Business
Other,
elimination and
adjustments
Total Group
Sales 31.122.011 39.165.642 9.095.622 673.005 80.056.280
Operating Cash-flow (EBITDA) 2.102.536 4.405.038 63.714 17.378 6.588.666
Amortisation, depreciation and impairment losses 1.395.448 1.930.553 1.165.526 320.936 4.812.463
Operating income (EBIT) 707.089 2.474.485 -1.101.812 -303.558 1.776.204

Transfers or transactions between segments are performed according to normal commercial terms and in the conditions applicable to independent third parties.

6. UNUSUAL AND NON-RECURRING FACTS AND SEASON ACTIVITY

No unusual facts took place during the nine months period ended 30 September 2014.

In the restaurant segment season activity is characterized by an increase of sales in the months of July, August and December, witch leads to a greater activity on the third trimester of the year compared with the first semester. The previous years have evidenced that, in comparable perimeter and with an equal distribution of openings and closings, in the period that understands the nine first months of the year, sales are about 75% of annual volume and, with the dilution effect of the fixed costs with the increase of the activity, the operating income represents about 80%.

7. TANGIBLE FIXED ASSETS

In the nine months period ended 30 September 2014 and in the year ending on 31 December 2013, the following movements took place in the value of tangible fixed assets, depreciation and accumulated impairment losses:

Land and Other tangible Tangible Assets
buildings Equipment fixed Assets in progress Total
1 January 2013
Cost 133.921.515 70.420.661 14.770.055 357.468 219.469.700
Accumulated depreciation 29.331.240 52.221.588 12.542.229 - 94.095.056
Accumulated impairment 4.922.744 562.633 62.515 - 5.547.892
Net amount 99.667.532 17.636.440 2.165.312 357.468 119.826.752
31 December 2013
Initial net amount 99.667.532 17.636.440 2.165.312 357.468 119.826.752
Changes in consolidat perimeter 764.885 -345.430 - - 419.456
Currency conversion -307.853 -58.140 -11.242 -114 -377.349
Additions 5.634.407 3.145.697 1.416.810 2.082.655 12.279.569
Decreases 407.090 214.952 6.472 98.700 727.214
Transfers 95.168 -1.438 - -95.168 -1.438
Depreciation in the year 3.099.556 4.153.487 821.199 - 8.074.242
Deprec. by changes in the perim. - - - - -
Impairment in the year 2.172.715 53.179 - - 2.225.894
Impairment reversion - - - - -
Final net amount 100.174.778 15.955.512 2.743.209 2.246.141 121.119.640
31 December 2013
Cost 137.645.431 69.148.910 15.714.983 2.246.141 224.755.467
Accumulated depreciation 31.624.056 52.577.587 12.909.260 - 97.110.902
Accumulated impairment 5.846.597 615.812 62.515 - 6.524.924
Net amount 100.174.778 15.955.512 2.743.209 2.246.141 121.119.640
Land and
buildings
Equipment Other tangible
fixed Assets
Tangible Assets
in progress
Total
30 September 2014
Initial net amount 100.174.778 15.955.512 2.743.209 2.246.141 121.119.640
Changes in consolidat perimeter - - - - -
Currency conversion 472.031 116.622 20.624 166.925 776.202
Additions 4.955.824 2.104.989 1.081.344 3.268.298 11.410.455
Decreases 82.399 98.438 2.110 25 182.972
Transfers 2.074.455 - 574 -2.079.619 -4.590
Depreciation in the year 2.521.990 2.960.650 603.449 - 6.086.089
Deprec. by changes in the perim. - - - - -
Impairment in the year 164.411 - - - 164.411
Impairment reversion - - - - -
Final net amount 104.908.288 15.118.035 3.240.192 3.601.720 126.868.235
30 September 2014
Cost
143.336.378 69.994.165 16.583.298 3.601.720 233.515.563
Accumulated depreciation 33.684.882 54.313.499 13.280.592 - 101.278.972
Accumulated impairment 4.743.208 562.632 62.515 - 5.368.355
Net amount 104.908.288 15.118.035 3.240.192 3.601.720 126.868.235

Investments for the year 2014 on fixed assets in the amount of 11 million are related to the opening of new units, in Portugal and Angola, and the renovation of the existing ones, in Portugal and Spain.

8. INTANGIBLE ASSETS and GOODWILL

Intangible assets are broken down as follows:

Sep-14 Dec-13
Goodwill 40.509.009 40.509.009
Intangible assets 14.705.826 15.253.659
55.214.835 55.762.668

In the nine months period ended 30 September 2014 and in the year ending on 31 December 2013, the movement in the value of intangible assets, amortization and accumulated impairment losses were as follows:

Goodwill Industrial
property
Other intangible
Assets
Intangible Assets in
progress (1)
Total
1 January 2013
Cost 42.190.958 20.788.413 5.394.349 2.445.801 70.819.521
Accumulated amortization - 6.572.385 4.485.694 - 11.058.079
Accumulated impairment 1.861.678 967.650 70.110 - 2.899.438
Net amount 40.329.280 13.248.378 838.545 2.445.801 56.862.005
31 December 2013
Initial net amount 40.329.280 13.248.378 838.545 2.445.801 56.862.005
Changes in consolidat. perimeter - -20.246 -9.000 -26.630 -55.876
Currency conversion - -47.390 -114 -14.151 -61.655
Additions 179.729 818.821 19.952 5.900 1.024.402
Decreases - 96.679 11.896 - 108.575
Transfers - 1.438 - - 1.438
Amortization in the year - 1.111.648 544.676 - 1.656.324
Amortiz. by changes in the perimeter - - - - -
Impairment in the year - 242.747 - - 242.747
Impairment reversion - - - - -
Final net amount 40.509.009 12.549.927 292.811 2.410.920 55.762.668
31 December 2013
Cost 42.370.687 21.249.053 5.296.349 2.410.920 71.327.009
Accumulated amortization - 7.488.729 4.933.428 - 12.422.157
Accumulated impairment 1.861.678 1.210.397 70.110 - 3.142.185
Net amount 40.509.009 12.549.927 292.811 2.410.920 55.762.668
Goodwill Industrial
property
Other intangible
Assets
Intangible Assets in
progress (1)
Total
30 September 2014
Initial net amount 40.509.009 12.549.927 292.811 2.410.920 55.762.668
Changes in consolidat. Perimeter - - - - -
Currency conversion - 53.609 22 20.074 73.705
Additions - 532.404 2 - 532.406
Decreases - 652 1.106 3.608 5.366
Transfers - -699.941 699.941 - -
Amortization in the year - 823.577 325.001 - 1.148.578
Amortiz. by changes in the perimeter - - - - -
Impairment in the year - - - - -
Impairment reversion - - - - -
Final net amount 40.509.009 11.611.770 666.669 2.427.386 55.214.835
30 September 2014
Cost 42.370.687 20.851.700 5.939.367 2.427.386 71.589.140
Accumulated amortization - 8.029.608 5.202.588 - 13.232.196
Accumulated impairment 1.861.678 1.210.322 70.110 - 3.142.110
Net amount 40.509.009 11.611.770 666.669 2.427.386 55.214.835

(1) intangible assets in progress balance refers mainly to the 3 new concessions yet to be open, in service areas of the following motorways: Guimarães, Fafe and Paredes. These service areas are still in the design stage and waiting for platforms delivery. It is expected that the platforms will not be delivered and their contracts cancel, with the consequent repayment of invested capital.

9. INCOME PER SHARE

Income per share in the nine months period ended 30 September 2014 and 2013 was calculated as follows:

Sep-14 Sep-13
Profit payable to shareholders 6.968.528 2.954.180
Mean weighted number of ordinary shares issued 20.000.000 20.000.000
Mean weighted number of own shares -2.000.000 -2.000.000
18.000.000 18.000.000
Basic earnings per share (€ per share) 0,39 0,16
Earnings diluted per share (€ per share) 0,39 0,16
Number of own shares at the end of the year 2.000.000 2.000.000

Since there are no potential voting rights, the basic earnings per share is equal to earnings diluted per share.

10. DIVIDENDS

At the General Meeting of 30th April 2014, the company decided to pay a gross dividend of 0,055 euros per share (0,055 euros in 2013), which was paid on 30th May 2014, representing a total value of 990.000 euros for outstanding shares (990.000 euros in 2013).

11. CONTINGENT ASSETS AND LIABILITIES

The group has contingent liabilities regarding bank and other guarantees and other contingencies related with its business operations (as licensing, advertising fees, food hygiene and safety and employees, and the rate of success of these processes is historically high in Ibersol). No significant liabilities are expected to arise from the said contingent liabilities.

On 30 September 2014, responsibilities not recorded by the Group subsidiaries in their financial statements consist mainly of bank guarantees given on their behalf, as shown below:

Sep-14 Dec-13
Guarantees given 116.788 118.348
Bank guarantees 1.773.975 1.470.992

On early October 2013, a joint administrative action against the Portuguese State, was brought by the subsidiary Iberusa Hotelaria e Restauração, S.A., whose cause of action falls in extensive property damage caused by the current and future implementation of Iberusa signed contracts under the Public-Private Partnerships, concerning several highway concessions where Iberusa explores, in different service areas, several establishments, under the various sub-conceded contracts.

12. COMMITMENTS

No investments had been signed on the Balance Sheet date which had not taken place yet.

13. IMPAIRMENT

In the nine months period ended 30 September 2014 and 31 December 2013, under the heading of asset impairment losses were as follows:

Sep-14
Impairment
Starting
balance
Transfers assets
disposals
Losses in
the Year
Impairment
reversion
Closing
balance
Tangible fixed assets 6.524.924 - -1.320.980 164.411 - 5.368.355
Consolidation differences 1.861.678 - - - - 1.861.678
Intangible assets 1.280.506 - -75 - - 1.280.431
Stocks 74.981 - - - - 74.981
Other current assets 1.167.468 -2.574 - 105.295 -17.104 1.253.084
10.909.557 -2.574 -1.321.055 269.706 -17.104 9.838.530
Dec-13
Starting
balance
Cancellation assets
disposals
Losses in
the Year
Impairment
reversion
Closing
balance
5.547.892 - -1.248.861 2.225.894 - 6.524.924
1.861.678
1.280.506
74.981
1.057.247 -17.850 - 184.039 -55.968 1.167.468
9.579.558 -17.850 -1.248.861 2.652.679 -55.968 10.909.558
1.861.678
1.037.760
74.981
-
-
-
Impairment
-
-
-
-
242.746
-
-
-
-

14. FINANCIAL RISK MANAGEMENT

14.1 Financial risk factors

The group's activities are exposed to a number of financial risk factors: market risk (including currency exchange risk, fair value risk associated to the interest rate and price risk), credit risk, liquidity risk and cash flow risks associated to the interest rate. The group maintains a risk management program that focuses its analysis on financial markets to minimise the potential adverse effects of those risks on the group's financial performance.

Financial risk management is headed by the Financial Department based on the policies approved by the Board of Directors. The treasury identifies, evaluates and employs financial risk hedging measures in close cooperation with the group's operating units. The Board provides principles for managing the risk as a whole and policies that cover specific areas, such as the currency exchange risk, the interest rate risk, the credit risk and the investment of surplus liquidity.

a) Market risk

i) Currency exchange risk

The currency exchange risk is very low, since the group operates mainly in the Iberian market. Bank loans are mainly in euros and acquisitions outside the Euro zone are of irrelevant proportions.

Although the Group holds investments outside the euro-zone in external operations, due to the reduced size of the investment, there is no significant exposure to currency exchange risk. The only outside loan in the amount of 3.125.000 USD does not provide high exposure to currency exchange rate due to its reduced amount and to the strong correlation between USA dollar and local currency.

ii) Price risk

The group is not greatly exposed to the merchandise price risk.

iii) Interest rate risk (cash flow and fair value)

Since the group does not have remunerated assets earning significant interest, the profit and cash flow from investment activities are substantially independent from interest rate fluctuations.

The group's interest rate risk follows its liabilities, in particular long-term loans. Loans issued with variable rates expose the group to the cash flow risk associated to interest rates. Loans with fixed rates expose the group to the risk of the fair value associated to interest rates. At the current interest rates, in financing of longer maturity periods the group has a policy of totally or partially fixing the interest rates.

The unpaid debt bears variable interest rate, part of which has been the object of an interest rate swap. The interest rate swap to hedge the risk of a 10 million euros (commercial paper programmes) loan has the maturity of the underlying interest and the repayment plan identical to the terms of the loan. Moreover, the Group has cash and cash equivalents covering about 13% of the loans in which the remuneration covers interest rate changes on the debt.

Based on simulations performed on 30 September 2014, an increase of 100 basis points in the interest rate, maintaining other factors constant, would have a negative impact in the net profit of 120.000 euros.

b) Credit risk

The group's main activity covers sales paid in cash or by debit/credit cards. As such, the group does not have relevant credit risk concentrations. It has policies ensuring that sales on credit are performed to customers with a suitable credit history. The group has policies that limit the amount of credit to which these customers have access.

c) Liquidity risk

Liquidity risk management implies maintaining a sufficient amount of cash and bank deposits, the feasibility of consolidating the floating debt through a suitable amount of credit facilities and the capacity to liquidate market positions. Treasury needs are managed based on the annual plan that is reviewed every quarter and adjusted daily. Related with the dynamics of the underlying business operations, the group's treasury strives to maintain the floating debt flexible by maintaining credit lines available.

The Group considers that the short-term bank loans are due on the renewal date and that the commercial paper programmes matured on the dates of denunciation.

At 30th September 2014, current liabilities reached 60 million euros, compared with 29 million euros in current assets. This disequilibrium is, on one hand, a financial characteristic of this business and, on the other hand, due to the use of commercial paper programmes in witch the Group considers the maturity date as the renewal date, regardless of its initial stated periods. It is expected in the year 2014 the renewal of the short term commercial paper programmes (9.500.000 eur). However, in case of need, cash and cash equivalents and cash flows from operations are sufficient to settle current loans.

Under the current financial markets developments and for higher bank loans availability, the Group chose to use part of their application to reduce the amount of its loans, while maintaining short term treasury lines. On September 30, 2014, the use of short term liquidity cash flow support was of 5%. Investments in term deposits of 5 million match 13% of liabilities paid.

The following table shows the Group financial liabilities (relevant items), considering contractual cash-flows:

until September 2015 from September 2015 to 2021
Bank loans and overdrafts 7.243.111 11.344.539
Commercial paper 9.500.000 10.000.000
Suppliers of fixed assets c/ a 2.633.156 -
Suppliers c/ a 17.767.451 -
Other creditors 9.660.408 387.662
Total
46.804.126
21.732.201

d) Capital risk

The company aims to maintain an equity level suitable to the characteristics of its main business (cash sales and credit from suppliers) and to ensure continuity and expansion. The capital structure balance is monitored based on the gearing ratio (defined as: net remunerated debt / net remunerated debt + equity) in order to place the ratio within a 35%-70% interval.

On 30th September 2014 the gearing ratio was of 15% and on 31st December 2013 of 17%, as follows:

Set-14 Dec-13
Bank loans 38.087.650 46.526.172
Cash and bank deposits -15.271.435 -22.138.608
Net indebtedness 22.816.215 24.387.564
Equity 125.438.952 119.440.096
Total capital 148.255.167 143.827.660
Gearing ratio 15% 17%

Given the current constraints of the financial markets and despite the goal of placing the gearing ratio in the range 35% -70%, prudently, in September 2014 we have a 15% ratio.

14.2 Estimated fair value

The fair value of financial instruments commercialised in active markets (such as publicly negotiated derivatives, securities for negotiation and available for sale) is determined based on the listed market prices on the consolidated statement of financial position date. The market price used for the group's financial assets is the price received by the shareholders in the current market. The market price for financial liabilities is the price to be paid in the current market.

The nominal value of accounts receivable (minus impairment adjustments) and accounts payable is assumed to be as approximate to its fair value. The fair value of financial liabilities is estimated by updating future cash flows contracted at the current market interest rate that is available for similar financial instruments.

15. SUBSEQUENT EVENTS

There were no subsequent events as of 30 September 2014 that may have a material impact on these financial statements.

16. APPROVAL OF THE FINANCIAL STATEMENTS

The financial statements were approved by the Board of Directors and authorised for emission on November 17th, 2014.

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