Quarterly Report • Nov 8, 2011
Quarterly Report
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(Translated from the original version in Portuguese language)
| Consolidated Management Report | 2 |
|---|---|
| Summary of Consolidated Financial Statements | 14 |
| Annex to the Consolidated Financial Statements | 19 |
Net Income (€Million)
EBITDA (€Million)
Turnover (€Million)
| Key Figures | |||||||
|---|---|---|---|---|---|---|---|
| January - September | rd Quarter 3 |
||||||
| 2011 | 2010 | % Chg | 2011 | 2010 | % Chg | ||
| Cement and Clinker Sales (M tons) | 20.8 | 21.3 | -2.5 | 7.0 | 7.4 | -6.0 | |
| Turnover (€ Million) | 1,741.0 | 1,681.1 | 3.6 | 591.5 | 593.3 | -0.3 | |
| EBITDA (€ Million) | 479.2 | 475.1 | 0.9 | 163.6 | 176.4 | -7.3 | |
| Net Income (€ Million) | 180.8 | 170.5 | 6.1 | 48.6 | 71.8 | -32.3 | |
| September 30th, 2011 | September 30th , 2010 |
||||||
| Net Financial Debt/EBITDA(2) | 2.57 | 2.66 | |||||
(1) Attributable to Shareholders (2) For last 12 months
In an economic climate marked by a downturn in global growth, namely in developed economies, and in which fuel and electricity prices continue to see substantial rises against the previous year, Cimpor once again showed its resilience to an adverse situation by posting 0.9% EBITDA growth in the first nine months of 2011 against the same period of the previous year.
Although the 3rd quarter of 2011 was marked by greater drops in EBITDA in Portugal (contraction of the domestic market due to the economic climate) and in Egypt (political and social instability and increased competition), the continued good performance of Brazil and notable EBITDA growth in Mozambique (improved industrial performance made it possible to take advantage of strong demand) led to Cimpor continuing to post very positive results over the year.
Iberian business feels the deleveraging of the economies
| Key Figures (Iberia and Cape Verde) | |||||||
|---|---|---|---|---|---|---|---|
| January - September |
3rd Quarter | ||||||
| 2011 | September 2010 |
% Chg | 2011 | 2010 | % Chg | ||
| Portugal | |||||||
| Cement and Clinker Sales (Th. tons) | 2,897 | 3,612 | -19.8 | 973 | 1,163 | -16.3 | |
| Turnover (€ Million) | 298.8 | 343.3 | -13.0 | 98.9 | 119.5 | -17.3 | |
| EBITDA (€ Million) | 84.1 | 110.4 | -23.7 | 24.7 | 42.7 | -42.3 | |
| Spain | |||||||
| Cement and Clinker Sales (Th. tons) | 1,886 | 2,232 | -15.5 | 633 | 758 | -16.5 | |
| Turnover (€ Million) | 195.8 | 213.2 | -8.2 | 68.3 | 72.4 | -5.8 | |
| EBITDA (€ Million) | 26.1 | 23.6 | 10.7 | 8.0 | 8.3 | -3.4 | |
| Cape Verde | |||||||
| Cement and Clinker Sales (Th. tons) | 182 | 185.0 | -1.5 | 65 | 62 | 4.1 | |
| Turnover (€ Million) | 25.8 | 24.3 | 6.1 | 8.3 | 8.1 | 3.1 | |
| EBITDA (€ Million) | 3.7 | 2.9 | 25.9 | 1.2 | 0.8 | 39.6 |
Both in Portugal and in Spain 2011 has been characterized by a fall in cement and clinker sales due to contraction of their respective markets, and this trend became more marked in the 3rd quarter. It should be noted that, particularly in Portugal, Cimpor has bucked the drop in the domestic market through exports, although to a lesser extent than in 2010 due to a fall in the amount of clinker sent to Egypt. However, exports and the slightly favourable development of sales prices in Portugal were not enough to make up for the rise in fuel prices, and EBITDA posted a drop of 23.7% in the first nine months of the year. EBITDA for the 3rd quarter was also negatively affected by the sale of fewer CO2 licenses than in the same period of the previous year.
In Spain, thanks essentially to the more positive behaviour of sales prices, EBITDA posted a rise of 10.7% for the year so far.
In Cape Verde sales of cement in the first three quarters saw a slight drop against the previous year although due to a rise in price and the good performance of the Concrete and Aggregates businesses, the country's EBITDA posted growth of almost 26% against 2010.
Continued growth
| Key Figures (Brazil) |
|||||||
|---|---|---|---|---|---|---|---|
| January - September | rd Quarter 3 |
||||||
| 2011 | 2010 | % Chg | 2011 | 2010 | % Chg | ||
| Brazil | |||||||
| Cement and Clinker Sales (Th. tons) | 4,259 | 3,964 | 7.4 | 1,492 | 1,445 | 3.2 | |
| Turnover (€ Million) | 526.0 | 445.2 | 18.1 | 184.3 | 170.8 | 7.9 | |
| EBITDA (€ Million) | 165.7 | 143.4 | 15.6 | 58.9 | 54.0 | 9.1 |
The Brazilian market remains the main engine of Cimpor growth. Increased demand in the country led to a rise in cement and clinker sales of 7.4% in the first nine months of 2011 against the previous year. In the 3rd quarter of the year sales rose 3.2%, somewhat held back by rain in southern regions particularly in the months of July and August. The rise in sales prices, improved industrial performance and a substantial increase in concrete business also contributed to 15.6% growth in EBITDA from January to September 2011. It should also be noted that results from Brazil were negatively affected in the 3rd quarter of 2011 by the depreciation of the Real against the Euro.
Competition and political developments lead to diverse performances
| Key Figures (Med Rim) |
|||||||
|---|---|---|---|---|---|---|---|
| January - September | 3 | rd Quarter | |||||
| 2011 | 2010 | % Chg | 2011 | 2010 | % Chg | ||
| Morocco | |||||||
| Cement and Clinker Sales (Th. tons) | 913 | 878 | 4.0 | 297 | 272 | 8.9 | |
| Turnover (€ Million) | 75.5 | 73.1 | 3.4 | 23.9 | 23.2 | 3.0 | |
| EBITDA (€ Million) | 29.2 | 33.0 | -11.4 | 10.1 | 11.4 | -11.4 | |
| Tunisia | |||||||
| Cement and Clinker Sales (Th. tons) | 1,321 | 1,323 | -0.1 | 390 | 376 | 3.8 | |
| Turnover (€ Million) | 63.6 | 58.8 | 8.1 | 19.3 | 17.4 | 11.4 | |
| EBITDA (€ Million) | 18.2 | 17.9 | 2.0 | 5.8 | 5.6 | 2.4 | |
| Egypt | |||||||
| Cement and Clinker Sales (Th. tons) | 2,421 | 2,861 | -15.4 | 755 | 793 | -4.7 | |
| Turnover (€ Million) | 127.1 | 179.3 | -29.1 | 35.8 | 51.0 | -29.8 | |
| EBITDA (€ Million) | 40.3 | 68.7 | -41.3 | 9.3 | 22.1 | -58.0 | |
| Turkey | |||||||
| Cement and Clinker Sales (Th. tons) | 2,317 | 2,131 | 8.7 | 863 | 835 | 3.3 | |
| Turnover (€ Million) | 127.1 | 110.5 | 15.0 | 45.5 | 44.9 | 1.4 | |
| EBITDA (€ Million) | 23.8 | 17.2 | 38.4 | 10.4 | 9.1 | 14.0 |
In Morocco, where cement and clinker sales rose 4.0% in the first nine months of the year (and around 9% in the 3rd quarter), EBITDA has been affected by a slight drop in sales prices as a result of increased competition (entrance of a new operator).
In Tunisia Cimpor business has not been substantially affected by social and political events and the same level of sales as in 2010 has been maintained over the year. Despite a considerable rise in the cost of fuel and some depreciation of the Tunisian Dinar, the rise in sales prices made it possible for EBITDA to grow by 2.0% against the first nine months of 2010.
Unlike in Tunisia, in Egypt Cimpor has been affected by the so-called "Arab Spring." A drop in demand and increased competition due to new capacities led to cement and clinker sales falling 15.4% in the first nine months of the year against the same period of the previous year. Despite these events, in the 3rd quarter of the year the fall was just 4.7%. However, a drop in sales prices, a rise in operating costs, namely electricity, and the significant depreciation of the Egyptian Pound led to year to date EBITDA dropping by over 40%.
In Turkey, as a result of remarkable economic dynamism, cement and clinker sales rose 8.7% in the first nine months of 2011 compared to the same period of 2010. Sales prices were also very positive and only the strong depreciation of the Turkish Lira, particularly in the 3rd quarter of 2011, held back EBITDA, which, in local currency rose almost 60%, from posting even greater growth over the 38.4% seen over the year.
CIMPOR – CIMENTOS DE PORTUGAL, SGPS, S. A. 5
Mozambique stands out
| Key Indicators (Southern Africa) | |||||||
|---|---|---|---|---|---|---|---|
| January - September | 3 | rd Quarter | |||||
| 2011 2010 % Chg |
2011 | 2010 | % Chg | ||||
| South Africa | |||||||
| Cement and Clinker Sales (Th. tons) | 937 | 886 | 5.7 | 323 | 324 | -0.4 | |
| Turnover (€ Million) | 114.9 | 111.7 | 2.9 | 41.6 | 40.8 | 2.0 | |
| EBITDA (€ Million) | 45.2 | 46.1 | -1.8 | 17.4 | 16.5 | 5.5 | |
| Mozambique | |||||||
| Cement and Clinker Sales (Th. tons) | 702 | 652 | 7.8 | 281 | 233 | 20.7 | |
| Turnover (€ Million) | 81.1 | 65.6 | 23.6 | 33.5 | 22.1 | 51.6 | |
| EBITDA (€ Million) | 14.2 | 7.7 | 84.8 | 9.1 | 1.1 | n.s. |
Despite a drop in cement consumption in the country, although with lesser influence in its natural markets, Cimpor sales in South Africa rose almost 6% over the year. This increment in sales was achieved through a strategy to contain imports with some negative impact on price (although it improved in the 3rd quarter of the year). Thus, and despite the very substantial rises in fuel and particularly electricity prices, EBITDA in South Africa fell by just 1.8% in the first nine months of 2011. In the 3rd quarter EBITDA rose 5.5% against the same period of 2010.
The very positive performance of Mozambique in 2011 should be noted, particularly in the 3rd quarter of the year. In this quarter, as a result of the sharp improvement in industrial performance (as a result of the rehabilitation programme underway), cement and clinker sales rose 20.7%, Turnover rose more than 50% (rise in prices and appreciation of the Metical) and EBITDA was practically 9 times higher than that posted in the 3rd quarter of 2010. As a result, accumulated EBITDA for the year posted a rise of almost 85% against 2010.
Chinese contribution continues to improve
| Key Figures (Asia) |
|||||||
|---|---|---|---|---|---|---|---|
| January - September | rd Quarter 3 |
||||||
| 2011 2010 % Chg |
2011 | 2010 | % Chg | ||||
| China | |||||||
| Cement and Clinker Sales (Th. tons) | 2,796 | 2,920 | -4.2 | 872 | 1,269 | -31.3 | |
| Turnover (€ Million) | 92.2 | 66.4 | 38.8 | 28.6 | 29.4 | -2.7 | |
| EBITDA (€ Million) | 21.1 | (2.4) | n.s. | 6.9 | 0.3 | n.s. | |
| India | |||||||
| Cement and Clinker Sales (Th. tons) | 685 | 664 | 3.2 | 184 | 154 | 19.3 | |
| Turnover (€ Million) | 38.1 | 35.1 | 8.6 | 9.3 | 7.6 | 22.1 | |
| EBITDA (€ Million) | 2.5 | 3.8 | -33.7 | (1.8) | (1.0) | n.s. |
In China, despite a drop in cement and clinker sales of 4.2% in the first nine months of the year (and a significant drop in the 3rd quarter), Cimpor has posted a notable recovery in 2011. A substantial rise in sales prices (as a result of more favourable market conditions) and several management measures put into practice made it possible to rise from negative EBITDA in 2010 to around 21 million euros in the first nine months of 2011.
In India, and despite sales in the 3rd quarter being quite positive when compared to those of the same period of 2010, increased competition and a sharp rise in costs, namely of fuel and electricity (in both cases of over 20%) led to EBITDA from January to September 2011 falling 33.7% against the same period of 2010.
Consolidated cement and clinker sales in the first nine months of 2011 totalled around 20.8 million tons, a fall of 2.5% against the 21.3 million tons posted in the same period of 2010, mainly due to the Iberian and Egyptian markets.
In the 3rd quarter of the year, essentially as a result of sharper drops in Portugal, Spain and China, sales totalled around 7.0 million tons, thus posting a fall of 6.0% against the same quarter of 2010.
| Cement and Clinker Sales (Thousand tons) | ||||||||
|---|---|---|---|---|---|---|---|---|
| January - September | rd Quarter 3 |
|||||||
| 2011 | 2010 | % Chg | 2011 | 2010 | % Chg | |||
| Portugal | 2,897 | 3,612 | -19.8 | 973 | 1,163 | -16.3 | ||
| Spain | 1,886 | 2,232 | -15.5 | 633 | 758 | -16.5 | ||
| Cape Verde | 182 | 185 | -1.5 | 65 | 62 | 4.1 | ||
| Morocco | 913 | 878 | 4.0 | 297 | 272 | 8.9 | ||
| Tunisia | 1,321 | 1,323 | -0.1 | 390 | 376 | 3.8 | ||
| Egypt | 2,421 | 2,861 | -15.4 | 755 | 793 | -4.7 | ||
| Turkey | 2,317 | 2,131 | 8.7 | 863 | 835 | 3.3 | ||
| Brazil | 4,259 | 3,964 | 7.4 | 1,492 | 1,445 | 3.2 | ||
| Mozambique | 702 | 652 | 7.8 | 281 | 233 | 20.7 | ||
| South Africa | 937 | 886 | 5.7 | 323 | 324 | -0.4 | ||
| China | 2,796 | 2,920 | -4.2 | 872 | 1,269 | -31.3 | ||
| India | 685 | 664 | 3.2 | 184 | 154 | 19.3 | ||
| Intra-group | -540 | -990 | n.s. | -170 | -283 | n.s. | ||
| Consolidated | 20,777 | 21,318 | -2.5 | 6,957 | 7,403 | -6.0 |
Cimpor consolidated Turnover, due to price rises in most of the countries and despite the aforementioned drop in sales in the Iberian Peninsula and in Egypt and the depreciation of most of the currencies, totalled €1,741 Million from January to September 2011, rising 3.6% year on year.
In the 3rd quarter of the year, as a result of lower sales, Cimpor consolidated Turnover totalled €591.5 Million, a slightly lower figure than that for the 3rd quarter of 2010.
| Turnover (€ Million) | ||||||
|---|---|---|---|---|---|---|
| January - September | 3 | rd Quarter | ||||
| 2011 | 2010 | % Chg | 2011 | 2010 | % Chg | |
| Portugal | 298.8 | 343.3 | -13.0 | 98.9 | 119.5 | -17.3 |
| Spain | 195.8 | 213.2 | -8.2 | 68.3 | 72.4 | -5.8 |
| Cape Verde | 25.8 | 24.3 | 6.1 | 8.3 | 8.1 | 3.1 |
| Morocco | 75.5 | 73.1 | 3.4 | 23.9 | 23.2 | 3.0 |
| Tunisia | 63.6 | 58.8 | 8.1 | 19.3 | 17.4 | 11.4 |
| Egypt | 127.1 | 179.3 | -29.1 | 35.8 | 51.0 | -29.8 |
| Turkey | 127.1 | 110.5 | 15.0 | 45.5 | 44.9 | 1.4 |
| Brazil | 526.0 | 445.2 | 18.1 | 184.3 | 170.8 | 7.9 |
| Mozambique | 81.1 | 65.6 | 23.6 | 33.5 | 22.1 | 51.6 |
| South Africa | 114.9 | 111.7 | 2.9 | 41.6 | 40.8 | 2.0 |
| China | 92.2 | 66.4 | 38.8 | 28.6 | 29.4 | -2.7 |
| India | 38.1 | 35.1 | 8.6 | 9.3 | 7.6 | 22.1 |
| Trading / Shipping | 149.9 | 98.1 | 52.7 | 48.2 | 40.3 | 19.6 |
| Other (1) | -174.8 | -143.6 | n.s. | -54.2 | -54.4 | n.s. |
| Consolidated | 1,741.0 | 1,681.1 | 3.6 | 591.5 | 593.3 | -0.3 |
(1) Including Intra-Group eliminations
In the first nine months of the year Cimpor EBITDA reached €479.2 Million, rising 0.9% against the same period of 2010.
The positive development of sales prices (a rise of 7% on average, excluding exchange rate effects) and the various aspects of the efficiency improvement programme implemented by Cimpor continued, in absolute terms, to offset significant rises in the main production factors, namely fuels (which rose almost 20% on average) and electricity. However, EBITDA margin fell around 0.8 p.p. to 27.5%.
By country, the significant rises in EBITDA seen in Brazil and China, and, despite having less of an overall impact, in Turkey and in Mozambique more than made up for drops seen in Egypt and Portugal.
In relation to the 3rd quarter of the year, a drop in sales and depreciation of some currencies, particularly the Brazilian Real, the Turkish Lira and the South African Rand led to EBITDA falling 7.3% against the same quarter of the previous year.
| EBITDA (€ Million) | ||||||
|---|---|---|---|---|---|---|
| January - September | 3 | rd Quarter | ||||
| 2011 | 2010 | % Chg | 2011 | 2010 | % Chg | |
| Portugal | 84.1 | 110.4 | -23.7 | 24.7 | 42.7 | -42.3 |
| Spain | 26.1 | 23.6 | 10.7 | 8.0 | 8.3 | -3.4 |
| Cape Verde | 3.7 | 2.9 | 25.9 | 1.2 | 0.8 | 39.6 |
| Morocco | 29.2 | 33.0 | -11.4 | 10.1 | 11.4 | -11.4 |
| Tunisia | 18.2 | 17.9 | 2.0 | 5.8 | 5.6 | 2.4 |
| Egypt | 40.3 | 68.7 | -41.3 | 9.3 | 22.1 | -58.0 |
| Turkey | 23.8 | 17.2 | 38.4 | 10.4 | 9.1 | 14.0 |
| Brazil | 165.7 | 143.4 | 15.6 | 58.9 | 54.0 | 9.1 |
| Mozambique | 14.2 | 7.7 | 84.8 | 9.1 | 1.1 | n.s. |
| South Africa | 45.2 | 46.1 | -1.8 | 17.4 | 16.5 | 5.5 |
| China | 21.1 | -2.4 | n.s. | 6.9 | 0.3 | n.s. |
| India | 2.5 | 3.8 | -33.7 | -1.8 | -1.0 | n.s. |
| Trading / Shipping | 7.5 | 9.6 | -21.8 | 2.3 | 5.6 | -59.0 |
| Other | -2.6 | -6.8 | n.s. | 1.4 | -0.2 | n.s. |
| Consolidated | 479.2 | 475.1 | 0.9 | 163.6 | 176.4 | -7.3 |
| EBITDA Margin | 27.5% | 28.3% | 27.7% | 29.7% |
Financial Income was negative by €49.2 Million in the first nine months of the year against €48.1 Million in the same period of the previous year, affected by a provision for impairment of C+PA carried out in the value of €13.2 Million.
The evolution of Financial Results, namely the rise in net interests, is essentially due to two factors: (1) increased interest rates of the money markets, which had repercussions on charges for servicing financial debts indexed to variable rates (partially offset greater interest on cash and deposits), and (2) replacement of instruments contracted in 2007 and 2008 (with historically low spreads) by others that incorporate a rise in loan costs resulting from the financial crisis.
In the 3rd quarter of 2011, moves in the exchange rates significantly reduced gains made in the first half.
In the period from January to September 2011 Income Tax totalled €65.1 Million. Although the actual tax rate was higher in the 3 rd quarter of 2011 than in the same period of 2010, because of improved results in jurisdictions with higher rates, the actual rate year to date was substantially lower than the previous year due, mainly, to adjustments of taxable basis and the impact in 2010 of applying a Portuguese state surcharge on current and deferred taxes.
| Income Statement (€ Million) | |||||||
|---|---|---|---|---|---|---|---|
| January - September | 3 | rd Quarter | |||||
| 2011 | 2010 | % Chg | 2011 | 2010 | % Chg | ||
| Turnover | 1,741.8 | 1,681.1 | 3.6 | 591.5 | 593.3 | -0.3 | |
| Cash-Costs | 1,261.8 | 1,206.0 | 4.6 | 427.9 | 416.8 | 2.6 | |
| EBITDA | 479.2 | 475.1 | 0.9 | 163.6 | 176.4 | -7.3 | |
| Amortizations and provisions | 173.7 | 176.3 | -1.5 | 56.7 | 61.2 | -7.3 | |
| Operating Income (EBIT) | 305.4 | 298.7 | 2.2 | 106.9 | 115.2 | -7.2 | |
| Financial Results | -49.2 | -48.1 | n.s. | -32.4 | -20.6 | n.s. | |
| Pre-tax Income | 256.3 | 250.7 | 2.2 | 74.5 | 94.6 | -21.3 | |
| Income Tax | 65.1 | 75.4 | -13.6 | 21.7 | 22.4 | -3.3 | |
| Net Income | 191.2 | 175.3 | 9.0 | 52.8 | 72.2 | -26.9 | |
| Attributable to: | |||||||
| - Shareholders |
180.8 | 170.5 | 6.1 | 48.6 | 71.8 | -32.3 | |
| - Minority Interests |
10.4 | 4.8 | 114.2 | 4.2 | 0.4 | n.s. |
Net Profit attributable to Shareholders rose 6.1% in the first nine months of 2011, totalling €180.1 Million.
| Consolidated Balance Sheet Summary (€ Million) | |||||||
|---|---|---|---|---|---|---|---|
| Sept. 30th 2011 | Dec. 31st 2010 |
% Chg | |||||
| Assets | |||||||
| Non-current Assets | 3,714.6 | 3,937.5 | -5.7 | ||||
| Current Assets | |||||||
| Cash and Equivalents | 561.0 | 659.7 | -15.0 | ||||
| Other Current Assets | 810.3 | 787.7 | 2.9 | ||||
| Total Assets | 5,085.9 | 5,384.9 | -5.6 | ||||
| Shareholders' Equity, attributable to: | |||||||
| Equity Holders | 1,905.8 | 2,132.8 | -10.6 | ||||
| Minority Interests | 98.3 | 97.4 | 0.9 | ||||
| Total Shareholders' Equity | 2,004.1 | 2,230.2 | -10.1 | ||||
| Liabilities | |||||||
| Loans | 2,154.5 | 2,194.1 | -1.8 | ||||
| Provisions | 205.0 | 195.2 | 5.0 | ||||
| Other Liabilities | 722.3 | 765.3 | -5.6 | ||||
| Total Liabilities | 3,081.8 | 3,154.6 | -2.3 | ||||
| Total Liab. and S. Equity | 5,085.9 | 5,384.9 | -5.6 |
At September 30th 2011, Cimpor Net Assets were €5.086 Billion, a fall of 5.6% against December 31st 2010, mainly due to the depreciation against the euro of the majority of currencies in which Cimpor holds its assets.
Amongst the investments made in the 3rd quarter of 2011, a highlight is the acquisition of the "Temara" ship for US\$25.5 million, replacing the "Niebla" sold a year ago for US\$9.7 Million. Regarding the Investment Plan in Brazil, through which Cimpor will increase its cement production capacity with own clinker in that country in around 50%, the main production equipment for the new plant of Caxitu (Paraíba State, Northeast) and for the new line of the Cezarina plant (Goiás State, Centre-West) have been selected.
Cimpor Net Financial Debt, at September 30th 2011 reached €1.627 Billion, having increased by €66 Million against December 31st 2010, a variation which incorporates the effect of dividend payment.
Net Debt/EBITDA ratio at September 30th 2011 was 2.57x, which was slightly lower than the 2.66x seen one year ago, well under contractually established covenants.
In the 3rd quarter of 2011 Cimpor continued with its new financing operations policy, both with new banking partners and consolidation of previous credit lines into medium and long term instruments. Envisaging the continuous improvement of its financing structure, Cimpor also undertook the update of its "Euro Medium Term Note Programme" (EMTN), established in 2009.
Also noteworthy is the fact that in this latest quarter Standard & Poor's (S&P) reaffirmed Cimpor short and long-term ratings, considering also the Company's liquidity level as "adequate" and qualifying as "low" the exposure to Portuguese sovereign risk.
The Board of Directors
António José de Castro Guerra
José Manuel Baptista Fino Jorge Humberto Correia Tomé
Albrecht Curt Reuter Domenech João José Belard da Fonseca Lopes Raimundo
José Édison Barros Franco Walter Schalka
Paulo Henrique de Oliveira Santos Manuel Luís Barata de Faria Blanc
António Sarmento Gomes Mota José Manuel Trindade Neves Adelino
Francisco José Queiroz de Barros de Lacerda Luís Filipe Sequeira Martins
António Carlos Custódio de Morais Varela Luís Miguel da Silveira Ribeiro Vaz
CIMPOR – CIMENTOS DE PORTUGAL, SGPS, S. A. 13
JBEL OUST Plant, Tunisia
(Unaudited)
(Amounts stated on thousand euros)
(Translation from the Portuguese original – Note 26)
| 2011 2010 2011 2010 Notes Operating income: 1,681,075 593,259 Sales and services rendered 6 1,740,985 591,455 54,562 25,276 Other operating income 58,292 17,870 Total operating income 1,799,277 1,735,638 609,325 618,535 Operating expenses: (469,573) (156,990) Cost of goods sold and material used in production (511,438) (170,008) 3,256 (5,856) Changes in inventories of finished goods and work in progress (484) (7,201) (563,760) (199,861) Supplies and services (577,928) (194,401) (203,273) (67,843) Payroll costs (202,533) (65,987) (172,841) (59,206) Depreciation, amortisation and impairment losses on 6 (162,885) (54,633) goodwill, tangible and intangible assets (3,503) (1,991) Provisions 6 and 19 (10,841) (2,097) (27,208) (11,573) Other operating expenses (27,727) (8,131) Total operating expenses (1,493,837) (1,436,901) (502,459) (503,320) Net operating income 6 305,440 298,736 106,866 115,215 Net financial expenses 6 and 7 (49,049) (35,328) (32,524) (20,941) Share of profits of associates 6, 7 and 13 (464) 43 (229) 106 Other investment income 6 and 7 348 (12,778) 339 200 Profit before income tax 6 256,275 250,674 74,452 94,581 Income tax 6 and 8 (65,116) (75,356) (21,656) (22,396) Net profit for the period 6 191,159 175,318 52,796 72,185 Other comprehensive income: Cash flow hedging financial instruments (454) (3,476) (188) (202) Available-for-sale financial assets (95) (13) (222) (25) Actuarial gain and loss on employee's responsabilities (417) (1,960) - 12 Currency translation adjustments (275,158) 162,128 (112,496) (132,029) Adjustments in investments in associates 149 - - - (275,975) 156,679 (112,906) (132,244) Total comprehensive income for the period (84,815) 331,997 (60,110) (60,059) Net profit for the period attributable to: Equity holders of the parent 180,795 170,479 48,585 71,814 Non-controlling interests 6 10,364 4,839 4,211 371 191,159 175,318 52,796 72,185 Total comprehensive income for the period attributable to: Equity holders of the parent (93,169) 316,393 (73,296) (45,682) Non-controlling interests 8,354 15,604 13,186 (14,378) (84,815) 331,997 (60,110) (60,059) Earnings per share: Basic 1 0 0.27 0.26 0.07 0.11 Diluted 1 0 0.27 0.26 0.07 0.11 |
Nine months ended | Three months ended | ||
|---|---|---|---|---|
The accompanying notes form an integral part of the consolidated financial statements for the nine months ended 30 September 2011.
of Financial Position at 30 September 2011 and 31 December 2010
(Unaudited)
(Amounts stated on thousand euros)
(Translation from the Portuguese original – Note 26)
| Notes | 30 September 2011 | 31 December 2010 | |
|---|---|---|---|
| Non-current assets: | |||
| Goodwill | 11 | 1,334,285 | 1,445,229 |
| Intangible assets | 64,862 | 69,933 | |
| Tangible assets | 12 | 2,097,210 | 2,188,328 |
| Investments in associates | 13 | 13,053 | 23,083 |
| Other investments | 13 | 27,885 | 13,443 |
| Other non-current assets | 45,652 | 68,566 | |
| Deferred tax assets | 8 | 131,653 | 128,935 |
| Total non-current assets | 3,714,600 | 3,937,516 | |
| Current assets: | |||
| Inventories | 366,326 | 362,008 | |
| Accounts receivable-trade | 318,882 | 284,359 | |
| Cash and cash equivalents | 22 | 560,965 | 659,678 |
| Other current assets | 91,106 | 107,320 | |
| 1,337,279 | 1,413,364 | ||
| Non-current assets held for sale | 14 | 34,000 | 34,000 |
| Total current assets | 1,371,279 | 1,447,364 | |
| Total assets | 6 | 5,085,879 | 5,384,880 |
| Shareholders' equity: | |||
| Share capital | 15 | 672,000 | 672,000 |
| Treasury shares | 16 | (29,055) | (32,986) |
| Currency translation adjustments | 17 | (16,823) | 256,337 |
| Reserves | 277,352 | 280,678 | |
| Retained earnings | 821,515 | 714,928 | |
| Net profit for the period | 10 | 180,795 | 241,837 |
| Equity before non-controlling interests | 1,905,784 | 2,132,794 | |
| Non-controlling interests | 98,339 | 97,437 | |
| Total shareholders' equity | 6 | 2,004,123 | 2,230,231 |
| Non-current liabilities: | |||
| Deferred tax liabilities | 8 | 253,359 | 272,800 |
| Employee benefits | 22,383 | 19,071 | |
| Provisions | 19 | 176,476 | 170,828 |
| Loans | 20 | 1,675,049 | 1,253,345 |
| Obligations under finance leases | 1,101 | 3,072 | |
| Other non-current liabilities | 69,013 | 106,706 | |
| Total non-current liabilities | 2,197,380 | 1,825,822 | |
| Current liabilities: | |||
| Employee benefits | 4,245 | 4,236 | |
| Provisions | 19 | 1,873 | 1,101 |
| Accounts payable-trade | 201,676 | 199,370 | |
| Loans | 20 | 476,534 | 934,629 |
| Obligations under finance leases | 1,822 | 3,092 | |
| Other current liabilities | 198,226 | 186,399 | |
| Total current liabilities | 884,376 | 1,328,827 | |
| Total liabilities | 6 | 3,081,756 | 3,154,649 |
| Total liabilities and shareholders' equity | 5,085,879 | 5,384,880 | |
The accompanying notes form an integral part of the consolidated financial statements for the nine months ended 30 September 2011.
of Changes in Shareholders' Equity for period ended 30 September 2011 and 2010 (Unaudited)
(Amounts stated on thousand euros)
(Translation from the Portuguese original – Note 26)
| Share Notes capital |
Treasury shares |
Currency translation adjustments Reserves earnings |
Retained | Net profit |
Shareholders' equity attributable to equity holders |
Non-controlling shareholders' interest |
Total equity |
|||
|---|---|---|---|---|---|---|---|---|---|---|
| Balances at 1 January 2010 | 672,000 | (39,905) | 58,587 | 287,456 | 615,340 | 237,025 | 1,830,503 | 92,488 | 1,922,991 | |
| Consolidated net profit for the period | - | - | - | - | - | 170,479 | 170,479 | 4,839 | 175,318 | |
| Results recognised directly in equity | - | - | 151,363 | (5,449) | - | - | 145,914 | 10,765 | 156,679 | |
| Total comprehensive income for the period | - | - | 151,363 | (5,449) | - | 170,479 | 316,393 | 15,604 | 331,997 | |
| Appropriation of consolidated profit of 2009: Transfer to legal reserves and retained earnings Dividends (Purchase) / sale of treasury shares Share purchase options Variation in financial investments and others Balances at 30 September 2010 |
9 | - - - - - 672,000 |
- - 6,919 - - (32,986) |
- - - - - 209,950 |
7,235 (1,818) (675) (7,179) 279,569 |
- (132,954) - 1,649 - 713,825 |
229,790 (237,025) - - - - 170,479 |
- (132,954) 5,101 973 (7,179) 2,012,837 |
- (14,367) - - (3,362) 90,364 |
- (147,321) 5,101 973 (10,540) 2,103,201 |
| Balances at 1 January 2011 | 672,000 | (32,986) | 256,337 | 280,678 | 714,928 | 241,837 | 2,132,794 | 97,437 | 2,230,231 | |
| Consolidated net profit for the period | - | - | - | - | - | 180,795 | 180,795 | 10,364 | 191,159 | |
| Results recognised directly in equity | - - |
- - |
(273,160) - |
(805) - |
- - |
- - |
(273,965) - |
(2,010) - |
(275,975) - |
|
| Total comprehensive income for the period | - | - | (273,160) | (805) | - | 180,795 | (93,169) | 8,354 | (84,815) | |
| Appropriation of consolidated profit of 2010: Transfer to legal reserves and retained earnings Dividends (Purchase) / sale of treasury shares Share purchase options Variation in financial investments and others |
9 | - - - - - |
- - 3,931 - - |
- - - - - |
- (1,084) (901) (537) |
- (136,361) - 1,262 (150) |
241,837 (241,837) - - - - |
- (136,361) 2,847 361 (687) |
- (9,316) - - 1,865 |
- (145,678) 2,847 361 1,178 |
| Balances at 30 September 2011 | 672,000 | (29,055) | (16,823) 277,352 | 821,515 | 180,795 | 1,905,784 | 98,339 | 2,004,123 |
The accompanying notes form an integral part of the consolidated financial statements for the nine months ended 30 September 2011.
CIMPOR – CIMENTOS DE PORTUGAL, SGPS, S. A. 17
of Cash Flows for the period ended 30 September 2011
(Unaudited)
(Amounts stated on thousand euros) (Translation from the Portuguese original – Note 26)
| Nine months ended | Three months ended | |||||
|---|---|---|---|---|---|---|
| Notes | 2011 | 2010 | 2011 | 2010 | ||
| Cash flows from operating activities | (1) | 382,957 | 357,026 | 142,128 | 131,862 | |
| Investing activities: | ||||||
| Receipts relating to: | ||||||
| Changes in consolidation perimeter Variações de perímetro de consolidação |
- | 300 | - | - | ||
| Investments Inves t iment os financ eiros |
546 | 233 | (4) | 115 | ||
| Tangible assets A c t ivos fix os t angíveis |
3,041 | 15,494 | 978 | 13,167 | ||
| Investment subsidies S ubs ídios de inves t iment o |
- | 457 | - | (1) | ||
| Interest and similar income Juros e proveit os s imilares |
30,273 | 34,116 | 5,163 | 8,091 | ||
| Dividendos Dividends | 652 | 1,154 | 0 | - | ||
| Outros Others | - | 162 | - | 40 | ||
| 34,512 | 51,916 | 6,137 | 21,412 | |||
| Payments relating to: | ||||||
| Changes in consolidation perimeter Variações de perímetro de consolidação |
(18,792) | (6,537) | (0) | (6,550) | ||
| Investments Inves t iment os financ eiros |
(17,022) | (19,530) | (606) | (8,307) | ||
| Tangible assets A c t ivos fix os t angíveis |
(166,085) | (113,242) | (79,677) | (34,965) | ||
| Intangible assets A c t ivos int angíveis |
(7,181) | (4,010) | (517) | (2,171) | ||
| Outros Others | - | (142) | - | (27) | ||
| (209,081) | (143,461) | (80,800) | (52,020) | |||
| Cash flows from investing activities | (2) | (174,569) | (91,546) | (74,663) | (30,608) | |
| Financing activities: | ||||||
| Receipts relating to: | ||||||
| Loans obtained Empréstimos obtidos |
731,069 | 209,220 | 207,672 | 138,890 | ||
| Sale of treasury shares Venda de acções próprias |
1,825 | 4,326 | 348 | 280 | ||
| Outros Others | 1,404 | 1,165 | 1,404 | 219 | ||
| 734,298 | 214,711 | 209,423 | 139,389 | |||
| Payments relating to: | ||||||
| Loans obtained Empréstimos obtidos |
(777,775) | (195,247) | (53,457) | (81,343) | ||
| Interest and similar costs Juros e custos similares |
(116,004) | (69,615) | (14,732) | (13,609) | ||
| Dividendos Dividends | 9 | (136,361) | (132,954) | - | - | |
| Outros Others | (8,912) | (15,519) | (7,201) | (10,763) | ||
| (1,039,052) | (413,335) | (75,391) | (105,714) | |||
| Cash flows from financing activities | (3) | (304,754) | (198,624) | 134,033 | 33,675 | |
| Variation in cash and cash equivalents (4) = (1) + (2) + (3) | (96,367) | 66,855 | 201,498 | 134,929 | ||
| Effect of currency translation and other non monetary transactions | 5,718 | 8,886 | 3,994 | (12,723) | ||
| Cash and cash equivalents at the beginning of the period | 578,851 | 380,657 | 282,710 | 334,192 | ||
| Cash and cash equivalents at the end of the period | 22 | 488,202 | 456,398 | 488,202 | 456,398 |
The accompanying notes form an integral part of the consolidated financial statements for the nine months ended 30 September 2011.
For the nine months ended 30 September 2011 (Amounts stated in thousands of euros) (Translation of notes originally issued in Portuguese – Note 26)
| 1. Introductory note | 20 |
|---|---|
| 2. Basis of presentation | 20 |
| 3. Summary of significant accounting policies | 20 |
| 4. Changes in the consolidation perimeter | 21 |
| 5. Exchange rates used | 21 |
| 6. Operating segments | 22 |
| 7. Net financial expenses | 25 |
| 8. Income tax | 26 |
| 9. Dividends | 29 |
| 10. Earnings per share | 29 |
| 11. Goodwill | 30 |
| 12. Tangible assets | 31 |
| 13. Investments in associates and other investments | 31 |
| 15. Share capital | 32 |
| 16. Treasury shares | 32 |
| 17. Currency translation adjustments | 32 |
| 18. Incentive plan | 33 |
| 19. Provisions | 34 |
| 20. Loans | 35 |
| 21. Derivative financial instruments | 39 |
| 22. Notes to the consolidated cash flow statements | 40 |
| 23. Related parties | 40 |
| 24. Contingent liabilities, guarantees and commitments | 41 |
| 25. Financial statements approval | 42 |
| 26. Note added for translation | 42 |
CIMPOR – CIMENTOS DE PORTUGAL, SGPS, S. A. 19
Notes to the consolidated financial statements For the nine months ended 30 September 2011 (Amounts stated in thousands of euros) (Translation of notes originally issued in Portuguese – Note 26)
Cimpor - Cimentos de Portugal, SGPS, S.A. ("Cimpor" or "the Company") was incorporated on 26 March 1976, with the name Cimpor - Cimentos de Portugal, E.P.. The Company has undergone several structural and legal changes, which have resulted in it becoming the parent company of a Business Group with operations in Portugal, Spain, Morocco, Tunisia, Egypt, Turkey, Brazil, Peru, Mozambique, South Africa, China, India and Cape Verde (the "Cimpor Group" or "Group").
Cimpor Group's core business is the production and sale of cement. The Group also produces and sells aggregates and mortar in a vertical integration of its businesses.
The Cimpor Group investments are held essentially through two sub-holding companies; (i) Cimpor Portugal, SGPS, S.A., which holds the investments in companies dedicated to the production of cement, mortar, concrete and related activities in Portugal; and (ii) Cimpor Inversiones, S.A., which holds the investments in companies operating abroad.
The accompanying financial statements were prepared in accordance with the provisions of IAS 34 – Interim Financial Reporting.
The accounting policies adopted are consistent with those considered in the financial statements for the year ended as of 31 December 2010 and disclosed in the corresponding notes, except in respect of the standards and interpretations entering into force on or after 1 January 2011, the adoption of which have not had an impact on the Group's profits or financial position.
Changes in the consolidation perimeter in the nine months ended 30 September 2011 corresponds to the conclusion of the acquisition of 51% of the share capital in CINAC – Cimentos de Nacala, S.A. ("CINAC"), a total investment around 24 million USD, including 18 million USD of loans, which resulted in a goodwill of 20,173 thousand euros (Note 11), still subject to changes resulting from the conclusion of process to allocate the purchase value of the net assets of acquired business.
The exchange rates used to translate, to euros, the foreign currency assets and liabilities at 30 September 2011 and 31 December 2010, as well the results for the nine months ended 30 September 2011 and 2010 were as follows:
| Closing exchange rate | Average exchange rate | |||||||
|---|---|---|---|---|---|---|---|---|
| Currency | Segment | 2011 | 2010 | Var.% | 2011 | 2010 | Var.% | |
| USD | Other | 1.3503 | 1.3362 | 1.1 | 1.4075 | 1.3170 | 6.9 | |
| MAD | Morocco | 11.2610 | 11.2213 | 0.4 | 11.3633 | 11.2412 | 1.1 | |
| BRL | Brazil | 2.5067 | 2.2177 | 13.0 | 2.2964 | 2.3563 | (2.5) | |
| TND | Tunisia | 1.9421 | 1.9284 | 0.7 | 1.9677 | 1.9040 | 3.3 | |
| MZM | Mozambique | 37,000.0 | 43,650.0 | (15.2) | 41,885.0 | 42,550.8 | (1.6) | |
| CVE | Cape Verde | (a) | 110.265 | 110.265 | - | 110.265 | 110.265 | - |
| EGP | Egypt | 8.0549 | 7.7522 | 3.9 | 8.3845 | 7.4244 | 12.9 | |
| ZAR | South Africa | 10.9085 | 8.8625 | 23.1 | 9.8189 | 9.8516 | (0.3) | |
| TRY | Turkey | 2.51 | 2.0694 | 21.3 | 2.2899 | 2.0045 | 14.2 | |
| HKD | China | 10.5213 | 10.3856 | 1.3 | 10.9657 | 10.2507 | 7.0 | |
| CNY | China | 8.6207 | 8.8220 | (2.3) | 9.1558 | 8.9772 | 2.0 | |
| MOP | China | 10.8369 | 10.6972 | 1.3 | 11.4867 | 10.7434 | 6.9 | |
| PEN | Peru | (a) | 3.743 | 3.7497 | (0.2) | 3.9400 | 3.7856 | 4.1 |
| INR | India | 66.119 | 59.758 | 10.6 | 64.4306 | 60.7498 | 6.1 |
a) Segments not individually reported
The main profit and loss information for the nine months ended 30 September 2011 and 2010, of the several operating segments, being each of them one geographical area where Group operates, is as follows:
| 2011 | 2010 | |||||||
|---|---|---|---|---|---|---|---|---|
| Sales and services rendered | Sales and services rendered | |||||||
| External sales |
Inter segment sales |
Total | Operating results |
External sales |
Inter segment sales |
Total | Operating results |
|
| Operating segments: | ||||||||
| Portugal | 255,510 | 43,274 | 298,784 | 43,388 | 291,243 | 52,102 | 343,345 | 68,604 |
| Spain | 192,591 | 3,221 | 195,812 | (5,103) | 209,933 | 3,260 | 213,193 | (8,700) |
| Morocco | 75,520 | - | 75,520 | 24,018 | 73,069 | - | 73,069 | 25,611 |
| Tunisia | 63,573 | - | 63,573 | 13,638 | 58,814 | - | 58,814 | 13,046 |
| Egypt | 127,101 | - | 127,101 | 33,218 | 179,302 | - | 179,302 | 59,741 |
| Turkey | 127,099 | - | 127,099 | 11,245 | 110,540 | - | 110,540 | 143 |
| Brazil | 525,970 | - | 525,970 | 132,092 | 445,198 | - | 445,198 | 110,446 |
| Mozambique | 81,055 | - | 81,055 | 8,665 | 65,591 | - | 65,591 | 3,334 |
| South Africa | 111,417 | 3,516 | 114,934 | 34,969 | 109,344 | 2,324 | 111,668 | 36,141 |
| China | 92,154 | - | 92,154 | 14,203 | 66,383 | - | 66,383 | (8,437) |
| India | 38,070 | - | 38,070 | (2,407) | 35,051 | - | 35,051 | (739) |
| Others | 25,841 | - | 25,841 | 2,518 | 24,346 | - | 24,346 | 1,536 |
| Total | 1,715,903 | 50,012 | 1,765,914 | 310,443 | 1,668,813 | 57,686 | 1,726,499 | 300,726 |
| Unallocated | 25,083 | 146,236 | 171,318 | (5,003) | 12,262 | 108,818 | 121,080 | (1,990) |
| Eliminations | - | (196,247) | (196,247) | - | - | (166,505) | (166,505) | - |
| Sub-total | 1,740,985 | - | 1,740,985 | 305,440 | 1,681,075 | - | 1,681,075 | 298,736 |
| Net financial expenses | (49,049) | (35,328) | ||||||
| Share of results of associates | (464) | 43 | ||||||
| Other investment income | 348 | (12,778) | ||||||
| Profit before income tax | 256,275 | 250,674 | ||||||
| Income tax | (65,116) | (75,356) | ||||||
| Net profit for the period | 191,159 | 175,318 |
The above net income includes the full amount of the segments, without considering the following amounts attributable to non-controlling interests:
| 2011 | 2010 | |
|---|---|---|
| Operating segments: | ||
| Portugal | 46 | 175 |
| Spain | 48 | (95) |
| Morocco | 5,357 | 5,902 |
| Egypt | 223 | 1,164 |
| Turkey | 434 | 446 |
| Mozambique | 750 | 204 |
| China | 3,600 | (3,527) |
| India | (411) | (106) |
| Others | 139 | (65) |
| 10,185 | 4,098 | |
| Unallocated | 179 | 741 |
| Profit for the period attributable to non-controlling | ||
| interests | 10,364 | 4,839 |
| 2011 | 2010 | |||||
|---|---|---|---|---|---|---|
| Depreciation, amortisation and |
Depreciation, amortisation and |
|||||
| Fixed capital expenditure |
impairment losses (a) |
Provisions | Fixed capital expenditure |
impairment losses (a) |
Provisions | |
| Operating segments: | ||||||
| Portugal | 13,368 | 40,775 | (16) | 19,991 | 41,826 | (77) |
| Spain | 36,545 | 31,167 | - | 12,044 | 32,239 | 15 |
| Morocco | 2,695 | 5,210 | (1) | 2,437 | 7,383 | - |
| Tunisia | 5,164 | 4,607 | - | 4,451 | 4,839 | - |
| Egypt | 11,259 | 6,702 | 418 | 6,257 | 7,318 | 1,616 |
| Turkey | 4,802 | 12,584 | 1 | 5,761 | 17,022 | 55 |
| Brazil | 53,415 | 25,678 | 7,915 | 42,226 | 32,327 | 587 |
| Mozambique | 27,942 | 5,595 | (75) | 11,469 | 3,930 | 410 |
| South Africa | 4,484 | 10,276 | - | 4,213 | 9,954 | - |
| China | 7,685 | 6,877 | - | 4,747 | 6,077 | - |
| India | 7,704 | 4,950 | - | 1,856 | 4,580 | (4) |
| Others | 131 | 730 | - | 259 | 751 | - |
| 175,195 | 155,152 | 8,241 | 115,710 | 168,247 | 2,603 | |
| Unallocated | 20,165 | 7,733 | 2,600 | 529 | 4,594 | 900 |
| 195,360 | 162,885 | 10,841 | 116,239 | 172,841 | 3,503 |
(a) The impairment losses, when it occurs, respects to impairment losses on goodwill, tangible and intangible assets.
CIMPOR – CIMENTOS DE PORTUGAL, SGPS, S. A. 23
In addition, assets and liabilities, by reportable segment, reconciled to the total consolidated amounts as at 30 September 2011 and 31 December 2010, are as follows:
| 2011 | 2010 | ||||||
|---|---|---|---|---|---|---|---|
| Assets | Liabilities | Net assets | Assets | Liabilities | Net assets | ||
| Operating segments: | |||||||
| Portugal | 747,327 | 277,288 | 470,040 | 758,761 | 319,132 | 439,629 | |
| Spain | 771,583 | 581,355 | 190,228 | 787,528 | 595,052 | 192,477 | |
| Morocco | 123,816 | 39,945 | 83,871 | 121,184 | 29,254 | 91,929 | |
| Tunisia | 147,273 | 21,476 | 125,797 | 148,872 | 17,304 | 131,568 | |
| Egypt | 407,768 | 97,807 | 309,962 | 434,501 | 76,534 | 357,967 | |
| Turkey | 527,186 | 128,789 | 398,397 | 638,982 | 157,604 | 481,378 | |
| Brazil | 1,190,533 | 220,823 | 969,710 | 1,303,949 | 214,449 | 1,089,500 | |
| Mozambique | 160,278 | 93,163 | 67,115 | 102,118 | 41,839 | 60,279 | |
| South Africa | 307,388 | 41,989 | 265,399 | 339,358 | 41,206 | 298,152 | |
| China | 219,355 | 177,116 | 42,239 | 209,353 | 177,687 | 31,666 | |
| India | 112,194 | 24,315 | 87,878 | 122,804 | 23,482 | 99,322 | |
| Others | 35,781 | 10,142 | 25,639 | 37,305 | 11,232 | 26,073 | |
| 4,750,481 | 1,714,207 | 3,036,275 | 5,004,714 | 1,704,774 | 3,299,940 | ||
| Unallocated | 1,050,676 | 2,095,880 | (1,045,204) | 1,178,171 | 2,270,963 | (1,092,792) | |
| Eliminations | (728,331) | (728,331) | - | (821,089) | (821,089) | - | |
| Investments in associates | 13,053 | - | 13,053 | 23,083 | - | 23,083 | |
| Total | 5,085,879 | 3,081,756 | 2,004,123 | 5,384,880 | 3,154,649 | 2,230,231 |
The assets and liabilities not attributed to reportable segments include (i) assets and liabilities of companies not attributable to specific segments, essentially holding companies and trading companies, (ii) intra-group eliminations between segments and (iii) investments in associates.
Net financial expenses for the nine months ended 30 September 2011 and 2010 were as follows:
| 2011 | 2010 | |
|---|---|---|
| Financial expenses: | ||
| Interest expense | 72,957 | 49,474 |
| Foreign exchange loss | 12,539 | 11,388 |
| Changes in fair-value: | ||
| Hedged assets / liabilities | 784 | - |
| Hedging derivative financial instruments | 3,770 | 8,047 |
| Trading derivative financial instruments (a) | 8,108 | 6,904 |
| Financial assets/liabilities at fair value (a) | 5,263 | 28,728 |
| 17,925 | 43,679 | |
| Other | 8,706 | 11,168 |
| 112,127 | 115,710 | |
| Financial income: | ||
| Interest income | 20,194 | 17,261 |
| Foreign exchange gain | 27,173 | 15,916 |
| Changes in fair-value: | ||
| Hedged assets / liabilities | 3,770 | 8,047 |
| Hedging derivative financial instruments | 784 | - |
| Trading derivative financial instruments (a) | 7,118 | 37,879 |
| Financial assets/liabilities at fair value (a) | 2,857 | - |
| 14,529 | 45,926 | |
| Other | 1,183 | 1,280 |
| 63,079 | 80,382 | |
| Net financial expenses | (49,049) | (35,328) |
| Share of profits of associates: | ||
| Loss in associated companies | (564) | (309) |
| Gain in associated companies | 100 | 352 |
| (464) | 43 | |
| Investment income: | ||
| Gains on holdings | 94 | 23 |
| Gains/(Losses) on investments (b) | 255 | (12,800) |
| 348 | (12,778) |
(a) This caption is mainly related to: (i) "US Private Placements" fair value changes (Note 20), which were designated as financial liabilities at fair value through profit and loss and (ii) fair value changes of trading financial derivative instruments, including two of them that, although contracted to cover exchange rate and interest rate risks associated to "US Private Placements", are not qualified by Group for hedge accounting. In the nine months ended 30 September 2011 and 2010, arising from changes in fair values, was recognized,
respectively, a net financial cost of 3,396 thousand euros and a net financial income of 2,247 thousand euros.
(b) In the nine months ended 30 September 2010, this item included the recognition of an impairment loss of C+PA – Cimentos e Produtos Associados, S.A. ("C+PA"), amounting to 13,200 thousand euros.
The Group companies are taxed, when possible, under group's special income tax schemes allowed by tax legislation from each jurisdiction in which the Group operates.
Tax on income relating to the other geographic segments is calculated at respective rates in force, as follows:
| 2011 | 2010 | |
|---|---|---|
| Portugal (a) | 26.5% | 26.5% |
| Spain | 30.0% | 30.0% |
| Morroco | 30.0% | 30.0% |
| Tunisia | 30.0% | 30.0% |
| Egypt | 20.0% | 20.0% |
| Turkey | 20.0% | 20.0% |
| Brazil | 34.0% | 34.0% |
| Mozambique | 32.0% | 32.0% |
| South Africa | 28.0% | 28.0% |
| China | 25.0% | 25.0% |
| India | 32.4% | 34.0% |
| Other | 25.5% - 30.0% 25.5% - 30.0% |
(a) From 1 January 2010 on, companies that exceed a 2,000 thousand euros taxable profit are subject to a state surcharge of 2.5% over the amount that exceeds that limit, under Corporate Income Tax Code rules.
Income tax expense for the nine months ended 30 September 2011 and 2010 is as follows:
| 2011 | 2010 | |
|---|---|---|
| Current tax | 77,572 | 70,511 |
| Deferred tax | (15,456) | 3,397 |
| Increases / (Decreases) in tax provisions (Note 19) | 3,000 | 1,448 |
| Charge for the period | 65,116 | 75,356 |
Temporary differences between the book value of assets and liabilities and their corresponding value for tax purposes are recognised in accordance with IAS 12 - Income taxes.
The reconciliation between the tax rate applicable in Portugal and the effective tax rate in the Group is as follows:
| 2011 | 2010 | |
|---|---|---|
| Tax rate applicable in Portugal | 26.50% | 26.50% |
| Operational and financial results non taxable | (1.06%) | (1.53%) |
| Benefits by deduction to the taxable profit and to the collect | (3.48%) | (3.20%) |
| Increases / (Decreases) in tax provisions | 1.17% | 0.58% |
| Adjustments on deferred taxes | (2.35%) | 1.25% |
| Tax rate changes on deferred taxes | (0.03%) | 2.24% |
| Tax rate differences | 3.37% | 2.44% |
| Taxable dividends and other | 1.29% | 1.79% |
| Effective tax rate of the Group | 25.41% - |
30.06% - |
The reduction in the tax rate in comparison with the same period of the previous year essentially results from adjustments on deferred taxes (revaluation of tax basis) and from the impact in 2010 of the application of the state surcharge on current and deferred taxes in Portugal.
CIMPOR – CIMENTOS DE PORTUGAL, SGPS, S. A. 27
The changes in deferred taxes in the nine months ended 30 September 2011 and 2010 were as follows:
| Deferred tax assets: | |
|---|---|
| Balances at 1 January 2010 | 107,305 |
| Currency translation adjustments | 7,430 |
| Income tax | 6,825 |
| Shareholders' equity | 1,887 |
| Balances at 30 September 2010 | 123,446 |
| Balances at 1 January 2011 Currency translation adjustments |
128,935 (9,188) |
| Income tax | 11,231 |
| Shareholders' equity | 676 |
| Balances at 30 September 2011 | 131,653 |
| Deferred tax liabilities: | |
| Balances at 1 January 2010 Currency translation adjustments |
233,853 7,615 |
| Income tax | 10,222 |
| Shareholders' equity | (5) |
| Balances at 30 September 2010 | 251,684 |
| Balances at 1 January 2011 Currency translation adjustments Income tax Balances at 30 September 2011 |
272,800 (15,216) (4,225) 253,359 |
| Carrying amount at 30 September 2010 | (128,238) |
| Carrying amount at 30 September 2011 | (121,706) |
The deferred tax assets are recorded directly on shareholders' equity when the situations that have originated them have similar impact.
In the nine months ended 30 September 2011 a dividend of 20.5 cents per share (20 cents per share in the previous year) totaling 136,361 thousand euros (132,954 thousand euros in 2010) was paid as decided by the Shareholders' Annual General Meeting held on 18 April 2011.
Basic and diluted earnings per share for the nine months ended 30 September 2011 and 2010 were computed as follows:
| Nine months ended | Three months ended | |||
|---|---|---|---|---|
| 2011 | 2010 | 2011 | 2010 | |
| Basic earnings per share | ||||
| Net profit considered in the computation of basic earnings per share |
180,795 | 170,479 | 48,585 | 71,814 |
| Weighted average number of ordinary shares used to calculate the basic earnings per share (thousands) |
665,587 | 664,802 | 665,786 | 665,135 |
| Basic earnings per share | 0.27 | 0.26 | 0.07 | 0.11 |
| Diluted earnings per share | ||||
| Net profit considered in the computation of basic earnings per share |
180,795 | 170,479 | 48,585 | 71,814 |
| Weighted average number of ordinary shares used to calculate the basic earnings per share (thousands) |
665,587 | 664,802 | 665,786 | 665,135 |
| Effect of the options granted under the Share Options Plans (thousands) |
1,815 | 1,487 | 1,815 | 1,487 |
| Weighted average number of ordinary shares used to calculate the diluted earnings per share (thousands) |
667,402 | 666,289 | 667,601 | 666,622 |
| Diluted earnings per share | 0.27 | 0.26 | 0.07 | 0.11 |
The changes in goodwill and related accumulated impairment losses in the nine months ended 30 September 2011 and 2010 were as follows:
| South | |||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Portugal | Spain Morocco Tunisia Egypt | Turkey | Brazil | Mozambique | Africa | China | India | Other | Total | ||||
| Gross assets: | |||||||||||||
| Balances at 1 January 2010 | 27,004 128,446 | 27,254 71,546 73,035 282,168 586,320 | 2,578 | 97,115 19,069 | 49,952 12,397 1,376,883 | ||||||||
| Changes in the consolidation perimeter | - | 202 | - | - | - | - | - | - | - | - | - | - | 202 |
| Currency translation adjustments | - | - | - | - | 1,133 | 24,803 | 33,589 | 143 | 11,419 | 1,227 | 4,725 | 276 | 77,315 |
| Transfers | - | (1,519) | - | - | - | - | - | - | - | - | - | - | (1,519) |
| Balances at 30 September 2010 | 27,004 127,129 | 27,254 71,546 74,167 306,971 619,909 | 2,721 108,534 20,296 | 54,677 12,673 1,452,881 | |||||||||
| Balances at 1 January 2011 | 27,004 126,392 | 27,254 71,546 74,336 293,799 640,280 | 2,779 116,877 20,836 | 56,039 12,720 1,469,861 | |||||||||
| Changes in the consolidation perimeter (Note 4) | - | - | - | - | - | - | - | 20,173 | - | - | - | - | 20,173 |
| Currency translation adjustments | - | - | - | - | (2,794) (51,573) (53,212) | 3,703 | (21,921) | 66 | (5,391) | 6 | (131,116) | ||
| Balances at 30 September 2011 | 27,004 126,392 | 27,254 71,546 71,542 242,226 587,068 | 26,655 | 94,956 20,901 | 50,648 12,726 1,358,918 | ||||||||
| Accumulated impairment losses: Balances at 1 January 2010 |
601 | - | 24,031 | - | - | - | - | - | - | - | - | - | 24,632 |
| Balances at 30 September 2010 | 601 | - | 24,031 | - | - | - | - | - | - | - | - | - | 24,632 |
| Balances at 1 January 2011 | 601 | - | 24,031 | - | - | - | - | - | - | - | - | - | 24,632 |
| Balances at 30 September 2011 | 601 | - | 24,031 | - | - | - | - | - | - | - | - | - | 24,632 |
| Carrying amount: | |||||||||||||
| As at 30 September 2010 | 26,403 127,129 | 3,223 71,546 74,167 306,971 619,909 | 2,721 108,534 20,296 | 54,677 12,673 1,428,249 | |||||||||
| As at 30 September 2011 | 26,403 126,392 | 3,223 71,546 71,542 242,226 587,068 | 26,655 | 94,956 20,901 | 50,648 12,726 1,334,285 |
Goodwill is subject to impairment tests annually and whenever there are indications of possible impairment, which are made based on the recoverable amounts of each of the corresponding business segments.
The changes in tangible assets and corresponding accumulated depreciation and impairment losses in the nine months ended 30 September 2011 and 2010 were as follows:
| Buildings and other |
Basic | Transportation | Administrativ | Tools and | Other tangible |
Tangible assets in |
Advance to suppliers of |
|||
|---|---|---|---|---|---|---|---|---|---|---|
| Gross assets: | Land | constructions | equipment | equipment | e equipment | dies | assets | progress | tangible assets | Total |
| Balances at 1 January 2010 | 417,462 | 918,148 | 3,373,198 | 128,081 | 64,300 | 13,465 | 12,221 | 131,199 | 10,136 | 5,068,211 |
| Changes in the consolidation perimeter | 126 | 169 | 3,180 | 59 | 76 | 2 | 1 | 2,912 | - | 6,525 |
| Currency translation adjustments | 10,011 | 28,618 | 120,999 | 5,435 | 1,761 | 250 | 21 | 9,370 | 409 | 176,873 |
| Additions | 1,707 | 2,081 | 6,691 | 1,838 | 299 | 70 | 187 | 75,463 | 16,916 | 105,253 |
| Sales | (291) | (780) | (5,388) | (13,052) | (123) | (64) | (126) | (721) | (380) | (20,925) |
| Write-offs | (243) | (217) | (3,630) | (294) | (196) | (6) | (112) | - | - | (4,697) |
| Transfers | 561 | 31,443 | 74,077 | (1,213) | 910 | 127 | 57 | (92,760) | (13,427) | (225) |
| Balances at 30 September 2010 | 429,333 | 979,463 | 3,569,126 | 120,853 | 67,029 | 13,844 | 12,249 | 125,463 | 13,656 | 5,331,015 |
| Balances at 1 January 2011 | 445,734 | 1,004,490 | 3,629,738 | 126,519 | 57,565 | 14,071 | 13,099 | 120,174 | 12,438 | 5,423,828 |
| Changes in the consolidation perimeter | - | 4,167 | 7,680 | 58 | 18 | 1 | - | - | - | 11,925 |
| Currency translation adjustments | (18,601) | (46,086) | (213,508) | (9,035) | (2,878) | (211) | (4) | (10,582) | (580) | (301,485) |
| Additions | 28,297 | 2,814 | 11,141 | 19,218 | 198 | 25 | 107 | 98,806 | 15,449 | 176,055 |
| Sales | (417) | (567) | (2,109) | (2,482) | (44) | (35) | - | - | (34) | (5,687) |
| Write-offs | (32) | (7) | (2,307) | (1,006) | (299) | - | (38) | (872) | - | (4,562) |
| Transfers | 2,735 | 12,606 | 36,569 | 3,898 | 667 | 105 | 98 | (54,297) | (948) | 1,435 |
| Balances at 30 September 2011 | 457,715 | 977,418 | 3,467,205 | 137,170 | 55,227 | 13,957 | 13,262 | 153,229 | 26,325 | 5,301,508 |
| Accumulated depreciation and | ||||||||||
| impairment losses: | ||||||||||
| Balances at 1 January 2010 | 52,079 | 429,899 | 2,301,049 | 85,869 | 53,927 | 10,740 | 6,875 | - | - | 2,940,438 |
| Changes in the consolidation perimeter | - | 88 | 2,505 | 42 | 72 | - | 3 | - | - | 2,710 |
| Currency translation adjustments | 414 | 10,193 | 78,735 | 3,642 | 1,393 | 174 | 15 | - | - | 94,566 |
| Increases | 4,099 | 31,659 | 116,567 | 9,007 | 2,562 | 408 | 762 | - | - | 165,063 |
| Decreases | - | (275) | (4,068) | (7,246) | (104) | (60) | (18) | - | - | (11,772) |
| Write-offs | - | (145) | (2,653) | (203) | (184) | (6) | (23) | - | - | (3,213) |
| Transfers | (43) | (370) | 3,836 | (3,640) | 12 | - | (2) | - | - | (207) |
| Balances at 30 September 2010 | 56,548 | 471,048 | 2,495,970 | 87,471 | 57,679 | 11,255 | 7,613 | - | - | 3,187,584 |
| Balances at 1 January 2011 | 57,633 | 481,623 | 2,541,577 | 87,174 | 48,419 | 11,195 | 7,879 | - | - | 3,235,500 |
| Currency translation adjustments | (902) | (18,899) | (149,476) | (5,858) | (2,330) | (70) | (6) | - | - | (177,540) |
| Increases | 4,270 | 29,612 | 107,510 | 7,368 | 1,856 | 521 | 806 | - | - | 151,944 |
| Decreases | - | (400) | (1,807) | (1,991) | (38) | (35) | - | - | - | (4,270) |
| Write-offs | - | (3) | (2,092) | (438) | (294) | - | (8) | - | - | (2,835) |
| Transfers | 258 | (1) | 1,205 | 12 | 18 | 6 | - | - | - | 1,498 |
| Balances at 30 September 2011 | 61,259 | 491,932 | 2,496,917 | 86,268 | 47,632 | 11,618 | 8,672 | - | - | 3,204,298 |
| Carrying amount: | ||||||||||
| As at 30 September 2010 | 372,785 | 508,414 | 1,073,156 | 33,383 | 9,350 | 2,589 | 4,636 | 125,463 | 13,656 | 2,143,431 |
| As at 30September 2011 | 396,456 | 485,487 | 970,288 | 50,902 | 7,594 | 2,339 | 4,591 | 153,229 | 26,325 | 2,097,210 |
Tangible assets in progress in the nine months ended 30 September 2011 include the construction and improvement of installations and equipment of the cement sector of several production units, essentially in the Brazil business area.
In the nine months ended 30 September 2011 there were no significant changes in these items, being worthy of mention the constitution of a bank deposit of around 14 million euros (Note 24) and the sale of the participation of Arenor, S.L. (Note 23).
Arising out of the equity method, were recognized net costs of 464 thousand euros (Note 7), and from the valuation of financial assets at fair value through profit and loss, was recognized a gain of 255 thousand euros under "Results of investments - Gains on investments" (Note 7).
CIMPOR – CIMENTOS DE PORTUGAL, SGPS, S. A. 31
In this caption is included the Group's shares in C+PA, amounting to 34,000 thousand euros.
The Company's fully subscribed and paid up capital at 30 September 2011 consisted of 672,000,000 privatized shares, listed on Euronext Lisbon market, with a nominal value of one euro each.
At 30 September 2011 and 31 December 2010 Cimpor had 6,213,958 and 6,864,657 treasury shares, respectively.
The decrease results from the disposals made in compliance with share purchase options plans.
The changes in this caption in the nine months ended 30 September 2011 and 2010 were as follows:
| Total | |
|---|---|
| Balances at 1 January 2010 | 58,587 |
| Currency translation adjustments | 151,363 |
| Balances at 30 September 2010 | 209,950 |
| Balances at 1 January 2011 | 256,337 |
| Currency translation adjustments | (273,160) |
| Balances at 30 September 2011 | (16,823) |
Changes in currency translation adjustments occurred in the nine months ended 30 September 2011 are influenced by the impact of foreign currency depreciation against the euro in general of the countries in which Group operates mainly Brazilian real, Turkish lira, South African rand and Egyptian pound.
At the annual general meeting held on 18th April, 2011 new incentive plans were approved for the workers to take a share in the company ("Plan 3C") and the attribution of options for sustainable development ("ODS Plan").
As part of "Plan 3C 2011" (Plan for acquisition of shares by staff at a discounted price) 238.770 own shares were sold to staff at a price of 4.077 euros per share.
The "2011 ODS Plan," the regulation of which provides beneficiaries, chosen by the Remuneration Commission, in the case of members of Cimpor's Executive Commission, and by it, in turn, for all remaining employees, with Options to acquire Cimpor shares that can be exercised during three years starting on 18th April, 2014, at a price of 4.986 euros per share. The Options can be exercised by subscription or acquisition of shares, or cash settlement.
For accounting purposes it was assumed that Options would be exercised by cash settlement and accordingly in each accounting period they are fair value evaluated and the cost for the period already passed until the 18 April 2014 is proportionally booked.
Under the terms of the Plan 1,200,800 Options were attributed. On 30th September, 2011 the fair value of the total ODS Options was 1,356 thousand euros (established through use of the Black-Scholes model), and in the period a cost of 207 thousand euros was established as well as a liability in the same amount.
At 30 September 2011 and 31 December 2010, the classification of provisions was as follows:
| 2011 | 2010 | |
|---|---|---|
| Non-current provisions: | ||
| Provisions for tax risks | 82,561 | 71,893 |
| Environmental rehabilitation | 41,508 | 43,149 |
| Provisions for employees | 11,158 | 11,612 |
| Other provisions for risks and charges | 41,249 | 44,175 |
| 176,476 | 170,828 | |
| Current provisions: | ||
| Provisions for tax risks | 139 | - |
| Environmental rehabilitation | 322 | 300 |
| Provisions for employees | 589 | 223 |
| Other provisions for risks and charges | 823 | 578 |
| 1,873 | 1,101 | |
| 178,349 | 171,929 |
The changes in the provisions in the nine months ended 30 September 2011 and 2010 were as follows:
| Other provisions | |||||
|---|---|---|---|---|---|
| Provisions for tax | Environmental | Provisions for | for risks and | ||
| risks | rehabilitation | employees | charges | Total | |
| Balances at 1 January 2010 | 65,248 | 39,023 | 8,572 | 41,823 | 154,667 |
| Currency translation adjustments | 158 | 1,258 | 541 | 2,298 | 4,256 |
| Increases | 4,357 | 1,865 | 1,051 | 2,961 | 10,234 |
| Decreases | - | (272) | (16) | (486) | (773) |
| Utilisation | (21) | (543) | (73) | (1,870) | (2,507) |
| Transfers | (37) | (347) | 658 | 387 | 660 |
| Balances at 30 September 2010 | 69,706 | 40,984 | 10,734 | 45,113 | 166,537 |
| Balances at 1 January 2011 | 71,893 | 43,449 | 11,835 | 44,753 | 171,929 |
| Currency translation adjustments | (1,062) | (2,261) | (1,426) | (3,551) | (8,301) |
| Increases | 11,735 | 1,062 | 1,521 | 3,365 | 17,683 |
| Decreases | - | (42) | (96) | (680) | (819) |
| Utilisation | - | (828) | (86) | (2,135) | (3,049) |
| Transfers | 134 | 450 | - | 321 | 905 |
| Balances at 30 September 2011 | 82,700 | 41,830 | 11,747 | 42,072 | 178,349 |
The increases and decreases in the provisions in the nine months ended 30 September 2011 and 2010 were recorded by corresponding entry to the following accounts:
| 2011 | 2010 | |
|---|---|---|
| Tangible assets: | ||
| Land | 173 | 1,180 |
| Profit and loss for the quarter: | ||
| Payroll | 937 | 621 |
| Provisions | 10,841 | 3,503 |
| Financial expenses | 1,913 | 2,945 |
| Financial income | - | (11) |
| Share of results of associates | - | (225) |
| Income tax (Note 8) | 3,000 | 1,448 |
| 16,865 | 9,461 |
The caption financial expenses include the financial actualizations of the provision for environmental rehabilitation. The increase in provisions in the period is essentially the result of updating the probability of losses from tax settlements in Brazil (Note 24).
Loans at 30 September 2011 and 31 December 2010 were as follows:
| 2011 | 2010 | |
|---|---|---|
| Non-currents liabilities: | ||
| Bonds | 424,030 | 419,364 |
| Bank loans | 1,250,848 | 833,761 |
| Other loans | 170 | 220 |
| 1,675,049 | 1,253,345 | |
| Currents liabilities: | ||
| Bonds | - | 604,032 |
| Bank loans | 476,516 | 330,597 |
| Other loans | 18 | - |
| 476,534 | 934,629 | |
| 2,151,583 | 2,187,974 |
CIMPOR – CIMENTOS DE PORTUGAL, SGPS, S. A. 35
Non-convertible bonds at 30 September 2011 and 31 December 2010 were as follows:
| 2011 | 2010 | ||||||
|---|---|---|---|---|---|---|---|
| Emitente | Instrumento | Data emissão |
Taxa juro |
Data reembolso |
Não corrente | Corrente | Não corrente |
| Cimpor Financial Operations B.V. | Eurobonds | a) 27.Mai.04 | 4.50% | 27.Mai.11 | - | 604,032 | - |
| Cimpor Financial Operations B.V. | US Private Placements 10Y | b) 26.Jun.03 | 5.75% | 26.Jun.13 | 108,324 | - | 108,017 |
| Cimpor Financial Operations B.V. | US Private Placements 12Y | b) 26.Jun.03 | 5.90% | 26.Jun.15 | 167,592 | - | 161,669 |
| Cimpor Financial Operations B.V. | US Private Placements 10Y | 22.Dez.10 | 6.70% | 22.Dez.20 | 92,572 | - | 93,549 |
| Cimpor Financial Operations B.V. | US Private Placements 12Y | 22.Dez.10 | 6.85% | 22.Dez.22 | 55,543 | - | 56,129 |
| 424,030 | 604,032 | 419,364 |
At 30 September 2011, the fair value was higher than the nominal value of the mentioned "U.S. Private Placements" on 13,751 thousand euros (4,756 thousand euros in 31 December 2010).
Bank loans as at 30 September 2011 and 31 December 2010 were as follows:
| Type | Currency | Interest rate | 2011 | 2010 |
|---|---|---|---|---|
| EIB Loan | EUR | 2.69% | 49,923 | 49,910 |
| EIB Loan | EUR | EIB Basic Rate | 26,667 | 33,333 |
| Bilaterals loan | EUR | Variable rate indexed to Euribor | 1,361,164 | 920,401 |
| Bilaterals loan | USD | Variable rate indexed to Libor | 95,614 | - |
| Bilaterals loan | Several | Variable rate | 121,233 | 79,887 |
| Overdrafts | Several | Variable rate | 72,763 | 80,827 |
| 1,727,364 | 1,164,357 |
Other loans represent loans from government agencies under agreements related to investment projects.
The non-current portion of loans at 30 September 2011 and 31 December 2010 is repayable as follows:
| Year | 2011 | 2010 |
|---|---|---|
| 2012 | 188,727 | 314,144 |
| 2013 | 704,710 | 333,268 |
| 2014 | 238,926 | 239,670 |
| Following years | 542,686 | 366,263 |
| 1,675,049 | 1,253,345 |
The loans at 30 September 2011 and 31 December 2010 are stated in the following currencies:
| 2011 | 2010 | |||
|---|---|---|---|---|
| Currency | Currency | Euros | Currency | Euros |
| EUR | - | 1,437,977 | - | 1,608,360 |
| USD (a) |
354,000 | 275,915 | 354,000 | 269,686 |
| USD | 329,108 | 243,729 | 200,000 | 149,678 |
| TRY | 167,922 | 66,901 | 156,909 | 75,823 |
| HKD | 258,713 | 24,589 | 259,408 | 24,978 |
| CNY | 235,755 | 27,348 | 204,550 | 23,186 |
| BRL | 23,238 | 9,270 | 23,986 | 10,816 |
| MAD | 17,273 | 1,534 | 15,649 | 1,395 |
| MZN | 625,285 | 16,900 | 397,989 | 9,118 |
| CVE | 4,646 | 42 | 129,441 | 1,174 |
| TND | 1,578 | 812 | 2,005 | 1,040 |
| EGP | 343,416 | 42,634 | 98,551 | 12,713 |
| ZAR | 52 | 5 | 65 | 7 |
| INR | 259,520 | 3,925 | - | - |
| 2,151,583 | 2,187,974 |
(a) Due to certain derivative financial instruments for hedging exchange rate, these financings are not exposed to exchange-rate risk.
As at 30 September 2011 and 31 December 2010, credit lines obtained but not used, excluding commercial paper that has not been underwritten, are close to 878 million euros and 1,360 million euros, respectively.
The majority of the loan operations of the operating and sub-holding companies do not establish the need for Cimpor – Cimentos de Portugal, SGPS, S.A. to maintain majority control of the companies. However the most significant bank loans, in particular those contracted by Cimpor Inversiones, contain an Ownership Clause.
The comfort letters requested from the holding company, for purposes of contracting these operations, usually contain a commitment for it not to sell its direct or indirect control of these companies.
At 30 September 2011 and 31 December 2010 the comfort letters provided by the Company and other subsidiaries amounted to 146,037 thousand euros and 90,309 thousand euros, respectively.
In the larger financial operations the loan contracts also contain financial covenants for certain financial ratios to be maintained at previously agreed levels.
The financial ratios are:
At 30 September 2011 and 31 December 2010 these ratios were within the commitments established.
Various financing instruments include change of control clauses that can even provide for the possibility of early repayment by decision of the creditors, if 51% of the capital is controlled by a single entity or several entities acting in consortium. At 30 September 2011, the debt attributable to financial instruments containing such a clause amounted to 1.935 billion of euros, of which 1.624 billion euros are registered as non-current financial debt.
The penalties that the creditor can apply in the event of unremedied non-compliance or acceptance of these financial constraints within an agreed time period generally comprises the early repayment in full of the loan obtained or the cancellation of the credit lines available. At 30
September 2011 and 31 December 2010, the Group fully complied with all the above mentioned financial constraints.
The fair value of derivative financial instruments at 30 September 2011 and 31 December 2010 was as follows:
| Other assets | Other liabilities | |||||||
|---|---|---|---|---|---|---|---|---|
| Current asset | Non-current assets | Current asset | Non-current assets | |||||
| 2011 | 2010 | 2011 | 2010 | 2011 | 2010 | 2011 | 2010 | |
| Fair value hedges: | ||||||||
| Exchange and interest rate swaps | - | - | - | - | 184 | - | - | - |
| Interest rate swaps | 220 | 9,397 | - | - | - | - | 865 | - |
| Exchange rate forwards | 86 | 13 | - | - | - | - | - | - |
| Trading: | ||||||||
| Exchange and interest rate derivatives | 972 | 2,784 | - | - | 1,212 | - | 33,253 | 39,363 |
| Interest rate derivatives | 643 | 2,992 | 941 | 3,300 | 2,050 | 7,551 | 7,370 | 34,025 |
| 1,920 | 15,187 | 941 | 3,300 | 3,446 | 7,551 | 41,489 | 73,388 |
Some derivatives, although in compliance with the Group's risk management policies as regards the management of financial market volatility risks, do not qualify for hedge accounting, and so are classified as trading instruments.
During the first quarter of 2011 the Group bought back much of the interest rates derivatives, classified as trading, which essentially justifies the decrease in that caption, and whose payment amounting to 31,497 thousand euros is evidenced in the Condensed Consolidated Statement of Cash Flows under "Payments relating to interest and similar costs".
This operation reduces significantly the Group's exposure to financial instruments measured at fair value enabling a lower volatility of Group´s future results.
CIMPOR – CIMENTOS DE PORTUGAL, SGPS, S. A. 39
Cash and cash equivalents at 30 September 2011 and 2010 were as follows:
| 2011 | 2010 | |
|---|---|---|
| Cash | 289 | 235 |
| Bank deposits immediately available | 64,801 | 227,599 |
| Term bank deposits | 465,246 | 154,731 |
| Marketable securities | 30,629 | 132,565 |
| 560,965 | 515,130 | |
| Bank overdrafts (Note 20) | (72,763) | (58,732) |
| 488,202 | 456,398 |
Transactions and balances between Group companies consolidated by the full consolidation method or by the proportional consolidation method were eliminated in the consolidation process and so are not disclosed in this note. The balances and transactions between the Group and associated companies and with other related parties fall within normal operational activities, emphasizing the following:
An agreement was signed on 30th September, 2011 and later made official on 27th July, 2011 between the Cimpor Group and Arenor, S.L. by which all the assets belonging to Arenor and its Group of Companies in Andalucia, operating in quarrying and sales of aggregates and production and sale of ready-mix concrete the latter transferred , for around 27 million euros. In turn, the Cimpor Group transferred its entire stake in the Company to Arenor, via a prior agreement to reduce the company's share capital, for around 11 million euros. This operation was carried out in the form of asset swap and regularization of current accounts, and involved no financial settlement. With this operation the Cimpor Group, maintains the industrial profile of its business in the aggregate and concrete sub-sector in Andalucia, now with ownership of quarries and land and has entirely uncoupled itself from Arenor and, on its side, Arenor has brought an end to all its manufacturing activities in Spain, in the aforementioned sectors.
As a result of the approval at the last Company General Meeting for the attribution of share options outlined in the Regulations for the CIMPOR Plan for Attribution of Options for Sustainable Development – ODS Plan ("ODS Regulations") and the repeal of the 2004 Regulations, an agreement was made with the three members of Cimpor's Executive Commission that held derivative options attributed under the terms of the Plans outlined in those Regulations, with the approval of the Audit Board, for a settlement of the value of those options via a cash payment, 50 percent was immediately paid and the remainder over three years with interest, in a total of 321 thousand euros, and the delivery of 103 thousand ODS options, in the proportion of two ODS options for every three of the extinct options.
At 30 September 2011, the most significant changes that had occurred since 31st December, 2010, were as follows:
In Spain, as a result of the partial acceptance of the objections put forward by Group companies, notifications were received that tax settlements for 2002 to 2004, originally of around 35 million euros, had been reduced to around 30 million euros, and the appeal to higher courts will continue in line with the defence outlined by the Board of Directors and its tax consultants, drawn up at the beginning of these proceedings.
In Egypt, the cement companies were notified in July, 2011 of additional settlements on the tax for consumption of clay for cement production, for the period May 2008 to June 2010. The additional taxes now settled are based on literal compliance with a provision that has a clearly and recognisably mistaken in the amount of the industry's real clay consumption. This issue had been discussed with the authorities at the end of last year and was thought to have been overcome. The amount in settlements payable by our companies, including an estimate of late payment interest, totals around 42 million euros, and Cimpor has taken the appropriate legal steps.
The recent review in Brazil of the proceedings for tax settlements identified contingent liabilities of up to around 53 million euros and led to an increase in provisions of approximately 8 million euros (Note 19).
CIMPOR – CIMENTOS DE PORTUGAL, SGPS, S. A. 41
Granting of a guarantee, under a pledged deposit made at a bank of CGD Group, of around 14 million euros, in relation of a loan taken out by a subsidiary. This deposit was classified as noncurrent assets under "Other Investments" (Note 13).
Increase in commitments in the approximate amount of 127 million euros essentially related to the acquisition of fixed tangible assets.
These financial statements for the nine months ended 30 September 2011 were approved by the Board of Directors on 7 November 2011.
These consolidated financial statements are a translation of financial statements originally issued in Portuguese. In the event of discrepancies the Portuguese language version prevails.
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