Quarterly Report • Nov 26, 2010
Quarterly Report
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Report and Accounts
3rd Quarter 2010 Q
Privileged Information (IFRS/IAS)
November 4, 2010
Turnover reaches 179.5 M€ (180.4 M€ in 9M09)
EBITDA reaches 16.6 M€ (16.7 M€ in 9M09)
Net Profit: 9.3 M€ (9.3 M€ in 9M09)
The turnover and EBITDA consider the TV business in Germany only in the first nine months of 2008 (last period considered in the consolidation perimeter).
The Consolidated Sales and Services rendered in 3rd quarter of 2010 (9M10) reached 179.5 M€ (million euros), which represents a decrease of 0.5% vs. the 180.4 M€ in 9M09.
The chart below shows Turnover variation compared to the prior periods.
Turnover (M€)
Without Digital TV Germany
Novabase SGPS, S.A. Public Company Euronext code: NBA.AM Registered in TRO of Lisbon and Corporate Tax Payer nº 502.280.182 Capital: 15,700,697.00 € Head Office: Av. D. João II, Lote 1.03.2.3., 1998-031 Lisbon - PORTUGAL
María Gil Marín Investor Relations Tel. +351 213 836 300 Fax: +351 213 836 301 [email protected]
EBITDA reached 16.6 M€ in 9M10 which represents a decrease of 0.7% compared to the 16.7 M€ in the 9M09.
The chart below shows EBITDA variation compared to the prior periods.
EBITDA margin in 9M10 was 9.2%, below the 9.3% margin in 9M09.
The Consolidated Net Results, after Non-controlling interests and results from discontinued operations, reached 9.3 M€, showing an increase of 0.5% vs. the 9.3 M€ in 9M09.
From EBITDA to Net Profit 9M10 Vs 9M09 (M€) 16.7 -3.7 13.0 -1.1 11.9 -2.7 9.2 0.1 9.3 16.6 -4.1 12.5 0.0 12.5 -2.5 10.0 -0.7 9.3 9M09 9M10
The reconciliation between EBITDA and Net Profit is as follows:
Depreciation and amortization reached -4.1 M€, above the amount registered in 9M09 (-3.7 M€).
Operating profit (EBIT), in the amount of 12.5 M€, decreased 3.9% compared to 9M09 (13.0 M€).
The Financial results reached a net positive value of 0.01 M€, above the net negative value of 1.1 M€ registered in the same period of the prior year. Foreign exchange gains in the amount of 0.8 M€ were recorded in 9M10.
EBT reached 12.5 M€ in this period, registering an increase of 5.1% vs. the 11.9 M€ booked in the same period of the prior year.
Income tax expense in the 9M10 reached -2.5 M€, above the -2.7 M€ in 9M09.
Non-controlling interests in 9M10 amounted to -0.7 M€, which compares to 0.1 M€ in 9M09. This evolution is due to the improvement of the results of subsidiaries Collab and Celfocus comparatively to the same period of the prior year.
Earnings per share (EPS) increased 0.7%, from 0.307 to 0.309 euros per share.
In the 9M10 Novabase shows a negative performance in cash generation, although without use of factoring for the sixth consecutive quarter. Novabase ended the 9M10 with 10.2 M€ in net cash which compares to 25.7 M€ in the 12M09.
However, it is to be noted that this cash reflects the payment of dividends in the amount of 9.7 M€ and the payment of the amounts freed as a result of the share capital reduction in the amount of 5.4 M€. Removing this effect, Novabase would have ended the 9M10 with 25.3 M€ in net cash.
This evolution also reflects a significant investment in working capital.
The nine months of 2010 show a positive performance given the current economic context. These results reflect the value-oriented management and the preparation for a new phase of growth with strategic stakes for the future.
The percentage breakdown of turnover and EBITDA by the different businesses in the 9M10 is as follows:
Of the overall turnover generated in 9M10, the services rendered represents 53.9%, which compares to 50.0% in 9M09, in line with Novabase strategic focus to increase the added value of its offers.
Of the 179.5 M€ turnover, 12.5% is generated outside Portugal, that is 22.4 M€, which represents an increase of 13.6% towards the 19.8 M€ registered in 9M09. This evolution reflects the strategic orientation of Novabase to reinforce its international presence.
Business outside Portugal is generated mainly in the Novabase Consulting business area, with international sales representing 14.6% of the respective turnover, and in the Novabase IMS business area, with international sales in 9M10 representing 12.7% of the respective turnover. Novabase Digital TV area increased the relative weight of the international business, which represents 6.2% of the respective turnover (compared to 4.1% in 9M09).
In terms of Human Resources, Novabase had on average in the 9M10, 1,974 employees, which represents an increase of 7.2% compared to the 9M09 (1,842) and an increase of 6.1% compared to FY09 (1,861), in line with the services growth.
Employee breakdown by business area is as follows:
Novabase Consulting is organized around the following competency areas:
Global turnover in this business area reached 60.5 M€, which represents a growth of 0.4% compared to 9M09.
Novabase Consulting EBITDA in 9M10 decreased 4.9% year on year (from 9.1 M€ to 8.6 M€), reaching an EBITDA margin of 14.2% (which compares to 15.0% in 9M09 and
a margin of 14.6% in FY09).
This evolution results from a reduction in the average allocation rate of employees. However, operational profitability of this area is above the comparables in the sector internationally and considered positive in the current market conditions.
Novabase IMS includes three lines of business:
Outsourcing: including Application Outsourcing and Infrastructure Outsourcing;
IT Infrastructures: solutions including IT infrastructures ranging from physical components (cabling, routers, etc.) to business communications services, including videoconferencing and video on demand;
Ticketing and Transport Solutions: core product and service offer for transports, covering the devices and systems for the whole ticket lifecycle, from production to back office revenue accounting.
Global turnover in this business area reached 76.1 M€, which represents an increase of 17.4% compared to 9M09.
Novabase IMS EBITDA in 9M10 increased 10.3% year on year (from 5.7 M€ to 6.3 M€), reaching an EBITDA margin of 8.3% (which compares to 8.8% in 9M09 and a margin of 8.0% in FY09).
This reflects a strategy of focusing on projects with higher technological complexity and higher added value as a measure to offset the adverse economic situation and consequent pressure on prices.
The business of Novabase Digital TV has a profound know-how and an offer oriented to the operators business, complemented with licensing solutions and Chips-on-board (COB).
Global turnover in this business area reached 40.7 M€, which represents a 25.0% decrease compared to 9M09.
Novabase Digital TV EBITDA in 9M10 decreased 38.2% year on year (from 2.7 M€ to 1.7 M€), reaching an EBITDA margin of 4.1% (which compares to 4.9% in 9M09 and a margin of 4.5% in FY09).
This evolution is mainly due to the standard offer maturity stage and the development of new technologies for the Chip-on-board / System-in-package business.
Without Digital TV Germany
This area of Novabase operates in Corporate Venture Capital and supports strategic and M&A projects of the Group.
Global turnover in this area reached 2.2 M€, which represents an increase of 103.5% compared to 9M09.
Novabase Capital EBITDA in 9M10 increased 99.7% year on year (from -0.8 M€ to -0.002 M€) reaching an EBITDA margin of -0.1%.
The nine months of 2010 were marked by a gain in the EuroStoxx Technology Index of 6.9%.
Novabase share price in 9M10 lost 27.9%, comparing with a 11.3% loss in the PSI20 Index. In this period, a dividend of €0.32/share was distributed and the payment of the amounts related to the share capital reduction of €0.18/share occurred.
Rotation in 9M10 represented 16.3% of the capital and 5.1 million shares were traded, below the values that have occurred in 9M09 (rotation of 20.9% of the capital and 6.6 million shares traded), reflecting the current negative situation in the stock market.
When comparing Novabase share prices with other companies in the IT sector in Europe, we verify that Novabase share performance in 9M10 was lower than the performance of other IT.
The average price, weighted by volume, of Novabase shares during 9M10, was 3.96 euros per share. Approximately 5.1 million shares were traded in all the 192 Stock Exchange sessions in the 9M10, corresponding to a transaction value of 20.3 M€.
The average daily number of shares traded in 9M10 was approximately 26.6 thousand shares, corresponding to a daily average value of approximately 0.1 M€.
The price in the stock Exchange in the last tradable day of the 9M10, September 30, 2010, was 3.20 euros, which represents a loss of approximately 27.9% compared to the 4.44 euros which was Novabase's share price at the end of 2009.
The maximum closing price which took place during 3Q10 was 3.46 euros, while the minimum price registered was 3.17 euros. The market capitalization at the end of 9M10 was 100.5 M€.
| Summary | 3Q10 | 2Q10 | 1Q10 | 4Q09 | 3Q09 |
|---|---|---|---|---|---|
| Minimum price (€) | 3.17 | 3.34 | 3.90 | 4.33 | 4.46 |
| Maximum price (€) | 3.46 | 4.45 | 4.63 | 4.96 | 4.90 |
| Volume weighted average price (€) | 3.30 | 3.91 | 4.38 | 4.65 | 4.63 |
| Closing price at the end of the Quarter (€) | 3.20 | 3.44 | 4.30 | 4.44 | 4.80 |
| Nr. of shares traded | 1,000,218 | 2,194,905 | 1,916,989 | 1,925,349 | 1,390,806 |
| Market cap in the last day of the period (M€) | 100.5 | 108.0 | 135.0 | 139.4 | 150.7 |
| 30.09.10 | 31.12.09 | 30.09.10 | 30.09.09 | ||
|---|---|---|---|---|---|
| (Thousands of Euros) of | (Thousands of Euros) of | ||||
| Assets | |||||
| Tangible assets | 9,403 | 8,721 | Sale of goods | 82,726 | 90,231 |
| Intangible assets | 30,265 | 28,778 | Cost of goods sold | (71,847) | (81,035) |
| Financial investments | 1,836 | 1,939 | |||
| Deferred income tax assets | 8,315 | 8,341 | Gross margin | 10,879 | 9,196 |
| Other non-current assets | 81 | 134 | |||
| Other income | |||||
| Total Non-Current Assets | 49,900 | 47,913 | Services rendered | 96,726 | 90,166 |
| Supplementary income Supplementary income |
675 | 263 | |||
| Inventories | 17,523 | 8,593 | Other operating income | 228 | 546 |
| Trade debtors and accrued income | 88,648 | 99,183 | |||
| Other debtors and prepaid expenses | 13,672 | 13,219 | 97,629 | 90,975 | |
| Derivative financial instruments | 452 | 58 | |||
| Cash and cash equivalents | 11,803 | 24,972 | 108,508 | 100,171 | |
| Total Current Assets | 132,098 | 146,025 | Other expenses | ||
| External supplies and services | (36,814) | (32,153) | |||
| Assets for continuing operations Assets for continuing operations |
181,998 181,998 | 193,938 | Employee benefit expense Employee benefit expense |
(55,619) (55,619) | (51,060) |
| (Provisions) / Provisions reversal | 1,011 | 68 | |||
| Assets for discontinued operations | 90 | 826 | Other operating expenses | (500) | (321) |
| Total Assets | 182,088 | 194,764 | (91,922) | (83,466) | |
| Shareholders' Equity | Gross Net Profit (EBITDA) | 16,586 | 16,705 | ||
| Share capital | 15,701 | 15,701 | Depreciation and amortization | (4,067) | (3,673) |
| Treasury shares | (603) | (723) | |||
| Share premium | 43,560 , |
49,213 , |
Op erating Profit (EBIT) g ( ) |
12,519 , |
13,032 , |
| Reserves and retained earnings | 20,563 | 16,425 | Financial Gains / (Losses) | 10 | (1,111) |
| Net profit | 9,333 | 12,882 | |||
| Net Profit before taxes (EBT) | 12,529 | 11,921 | |||
| Total Shareholders' Equity | 88,554 | 93,498 | Income tax expense | (2,509) | (2,747) |
| Non-controlling interests | 5,775 | 5,644 | Non-controlling interests | (687) | 112 |
| Total Equity | 94,329 | 99,142 | |||
| Attributable Net Profit | 9,333 | 9,286 | |||
| Liabilities | |||||
| Non-current borrowings | 3,000 | 2,500 | |||
| Finance lease liabilities | 1,576 | 1,468 | |||
| Provisions | 1,947 | 2,245 | |||
| Deferred income tax liabilities | 100 | 100 | Other information: | ||
| Other non-current liabilities | 927 | 1,123 | |||
| Total Non-Current Liabilities | 7,550 | 7,436 | Turnover | 179,452 | 180,397 |
| EBITDA margin | 9.2 % | 9.3 % | |||
| Current borrowings Current borrowings |
2 479 , | 3 162 , | EBT % on Turnover EBT Turnover |
70% . | 66% . |
| Trade payables | 25,145 | 28,852 | Net profit % on Turnover | 5.2 % | 5.1 % |
| Other creditors and accruals | 36,020 | 35,552 | |||
| Derivative financial instruments | 808 | 139 | |||
| Deferred income | 14,913 | 19,662 | |||
| Total Current Liabilities | 79,365 | 87,367 | |||
| Total Liabilities for cont. operations | 86,915 | 94,803 | |||
| Total Liabilities for discont. operations | 844 | 819 | |||
| Total Liabilities | 87,759 | 95,622 | |||
| Total Equity and Liabilities | 182,088 | 194,764 | |||
| Net Cash | 10,185 | 25,730 | |||
| 30.09.10 | 31.12.09 | 30.09.10 | 30.09.09 | Var. % | ||
|---|---|---|---|---|---|---|
| (Thousands of Euros) of | (Thousands of Euros) of | |||||
| Assets | ||||||
| Tangible assets | 9,403 | 8,721 | Sale of goods | 82,726 | 90,231 | |
| Intangible assets | 30,265 | 28,778 | Cost of goods sold | (71,847) | (81,035) | |
| Financial investments | 1,836 | 1,939 | ||||
| Deferred income tax assets | 8,315 | 8,341 | Gross margin | 10,879 | 9,196 | 18.3 % |
| Other non-current assets | 81 | 134 | ||||
| Other income | ||||||
| Total Non-Current Assets | 49,900 | 47,913 | Services rendered | 96,726 | 90,166 | |
| Supplementary income Supplementary income |
675 | 263 | ||||
| Inventories | 17,523 | 8,593 | Other operating income | 228 | 546 | |
| Trade debtors and accrued income | 88,648 | 99,183 | ||||
| Other debtors and prepaid expenses | 13,672 | 13,219 | 97,629 | 90,975 | ||
| Derivative financial instruments | 452 | 58 | ||||
| Cash and cash equivalents | 11,803 | 24,972 | 108,508 | 100,171 | ||
| Total Current Assets | 132,098 | 146,025 | Other expenses | |||
| External supplies and services | (36,814) | (32,153) | ||||
| Assets for continuing operations Assets for continuing operations |
181,998 181,998 | 193,938 | Employee benefit expense Employee benefit expense |
(55,619) (55,619) | (51,060) | |
| (Provisions) / Provisions reversal | 1,011 | 68 | ||||
| Assets for discontinued operations | 90 | 826 | Other operating expenses | (500) | (321) | |
| Total Assets | 182,088 | 194,764 | (91,922) | (83,466) | ||
| Shareholders' Equity | Gross Net Profit (EBITDA) | 16,586 | 16,705 | -0.7 % | ||
| Share capital | 15,701 | 15,701 | Depreciation and amortization | (4,067) | (3,673) | |
| Treasury shares | (603) | (723) | ||||
| Share premium | 43,560 , |
49,213 , |
Op erating Profit (EBIT) g ( ) |
12,519 , |
13,032 , |
-3.9 % |
| Reserves and retained earnings | 20,563 | 16,425 | Financial Gains / (Losses) | 10 | (1,111) | |
| Net profit | 9,333 | 12,882 | ||||
| Net Profit before taxes (EBT) | 12,529 | 11,921 | 5.1 % | |||
| Total Shareholders' Equity | 88,554 | 93,498 | Income tax expense | (2,509) | (2,747) | |
| Non-controlling interests | 5,775 | 5,644 | Non-controlling interests | (687) | 112 | |
| Total Equity | 94,329 | 99,142 | ||||
| Liabilities | Attributable Net Profit | 9,333 | 9,286 | 0.5 % |
| Total Non-Current Liabilities | 7,550 | 7,436 | Turnover | 179,452 | 180,397 | -0.5 % |
|---|---|---|---|---|---|---|
| EBITDA margin | 9.2 % | 9.3 % | ||||
| Current borrowings Current borrowings |
2 479 , | 3 162 , | EBT % on Turnover EBT Turnover |
70% . | 66% . | |
| Trade payables | 25,145 | 28,852 | Net profit % on Turnover | 5.2 % | 5.1 % |
Novabase S.G.P.S., S.A. Sociedade Aberta - Stock Code BVL: NBA.IN Share Capital 15,700,697.00 Euros - Corporate Re p pgistration CRCL N.º 1495 Head-office Av. D. João II, Lote 1.03.2.3, Parque das Nações, 1998-031 Lisbon, PORTUGAL Fiscal Identity N.º 502 280 182
| Digital | Novabase | ||||
|---|---|---|---|---|---|
| Consulting | IMS | TV | Capital | NOVABASE | |
| Sale of goods | 1,274 | 52,011 | 29,441 | - | 82,726 |
| Cost of goods sold g | (, ) 1273 |
( ) 44552 , |
( ) 26022 , |
- | ( )71847 , |
| Gross margin | 1 | 7,459 | 3,419 | - | 10,879 |
| Other income | - | - | - | - | - |
| Services rendered | 59,198 | 24,063 | 11,253 | 2,212 | 96,726 |
| Supplementary income and subsidies | 262 | 2 | 175 | 236 | 675 |
| Other operating income | 26 | 104 | 98 | - | 228 |
| 59,486 | 24 24,169 |
11 11,526 |
2 2,448 |
97 97,629 |
|
| - 59,487 |
- 31,628 |
- 14,945 |
- 2,448 |
- 108,508 |
|
| Other expenses | - | - | - | - | - |
| External supplies and services | (14,898) | (13,446) | (7,837) | (633) | (36,814) |
| Employee benefit expense | (36,072) | (12,207) | (5,538) | (1,802) | (55,619) |
| (Provisions) / Provisions reversal | 281 | 544 | 186 | - | 1,011 |
| Other operating expenses | (184) | (203) | (98) | (15) | (500) |
| - (50 873) (50,873) - |
- (25 312) (25,312) - |
- (13 287) (13,287) - |
- (2 450) (2,450) - |
- (91 922) (91,922) - |
|
| Gross Net Profit (EBITDA) | 8,614 | 6,316 | 1,658 | (2) | 16,586 |
| Depreciation and amortization | - (2,363) |
- (1,117) |
- (538) |
- (49) |
- (4,067) |
| Operating Profit (EBIT) | 6,251 | 5,199 | 1,120 | (51) | 12,519 |
| Fi Financial Gains i l G i / (L (Losses) ) |
- (182) |
- (6) (6) |
- 318 318 |
- (120) |
- 10 |
| Net Profit / (Loss) before Taxes (EBT) | 6,069 | 5,193 | 1,438 | (171) | 12,529 |
| Income tax expense | - (1,515) |
- (1,497) |
- 444 |
- 59 |
- (2,509) |
| Non-controlling interests | (624) | (44) | - | (19) | (687) |
| Attributable Net Profit Attributable Net Profit / (Loss) |
3,930 | 3 3,652 |
1 1,882 |
(131) | 9 9,333 |
| Other information : | - | - | - | - | - |
| Turnover | 60,472 | 76,074 | 40,694 | 2,212 | 179,452 |
| EBITDA | 8,614 | 6,316 | 1,658 | (2) | 16,586 |
| EBITDA % on Turnover | 14.2% | 8.3% | 4.1% | -0.1% | 9.2% |
| EBT % on Turnover | 10.0% | 6.8% | 3.5% | -7.7% | 7.0% |
Condensed Consolidated Interim Financial Statements (Unaudited) for the 3rd quarter 2010
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| September 2010 | CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS for the period of 9 Months ended 30 | 5 |
|---|---|---|
| ● Condensed Consolidated Interim Statement of Financial Position as at 30 September 2010 Condensed Consolidated Interim of Financial Position as at 30 September 2010 |
6 | |
| ● Condensed Consolidated Interim Statement of Comprehensive Income for the period of 9 Months ended 30 September 2010 | 7 | |
| ● Condensed Consolidated Interim Statement of Changes in Equity for the period of 9 Months ended 30 September 2010 | 8 | |
| ● Condensed Consolidated Interim Statement of Cash Flows for the period of 9 Months ended 30 September 2010 | 9 | |
| ● Selected Notes to the Condensed Consolidated Interim Financial Statements for the period of 9 Months ended 30 September 2010 | 10 | |
| Note 1. General Information | 10 | |
| Note 2. Accounting Policies | 10 | |
| Note 3. Segment information | 12 | |
| Note 4. Companies included in consolidation p |
12 | |
| Note 5. Deferred income tax assets | 12 | |
| Note 6. Trade and other receivables | 13 | |
| Note 7. Cash and cash equivalents | 13 | |
| Note 8. Share capital, share premium and treasury shares | 14 | |
| Note 9. Reserves and retained earnings | 14 | |
| Note 10. Non-controlling interests | 15 | |
| Note 11. Borrowings | 15 | |
| Note 12. Provisions | 16 | |
| Note 13. Trade and other payables p y | 16 | |
| Note 14. Other gains/(losses) - net | 16 | |
| Note 15. Income tax expense | 17 | |
| Note 16. Earnings per share | 17 | |
| Note 17. Related-party transactions | 17 | |
| Note 18. Contingencies | 19 | |
| Note 19. Seasonality | 19 | |
(Page left intentionally blank)
| (Amounts expressed in thousands of Euros) | |||
|---|---|---|---|
| Note | 30.09.10 | 31.12.09 | |
| Assets | |||
| Non-current assets | |||
| Property, plant and equipment quipment | 9 9,403 |
8,721 8 |
|
| Intangible assets | 30,265 | 28,778 | |
| Investments in associates | 1,811 | 1,914 | |
| Available-for-sale financial assets | 25 | 25 | |
| Deferred income tax assets | 5 | 8,315 | 8,341 |
| Other non-current assets | 81 | 134 | |
| Total non-current assets | 49,900 | 47,913 | |
| Current assets Current |
|||
| Inventories | 17,523 | 8,593 | |
| Trade and other receivables | 6 | 76,249 | 94,060 |
| Accrued income | 19,081 | 11,055 | |
| Income tax receivable | 3,084 | 4,802 | |
| Derivative financial instruments | 452 | 58 | |
| Other current assets | 3,906 | 2,485 | |
| Cash and cash equivalents | 7 | 11,803 | 24,972 |
| Total current assets current |
132,098 132,098 | 146,025 146 |
|
| Assets for discontinued operations | 90 | 826 | |
| Total assets | 182,088 | 194,764 | |
| Equity | |||
| Share capital | 8 | 15,701 | 15,701 |
| Treasury shares | 8 | (603) | (723) |
| Share premium | 8 | 43,560 | 49,213 |
| Reserves and retained earnings | 9 | 20,563 | 16,425 |
| Profit for the period attributable to equity holders | 9,333 | 12,882 | |
| Equity attributable to the company's equity holders | 88,554 | 93,498 | |
| Non-controlling interests | 10 | 5,775 | 5,644 |
| Total equity | 94,329 | 99,142 | |
| Liabilities | |||
| Non current liabilities Non-current |
|||
| Borrowings | 11 | 4,576 | 3,968 |
| Provisions | 12 | 1,947 | 2,245 |
| Deferred income tax liabilities | 100 | 100 | |
| Other non-current liabilities | 927 | 1,123 | |
| Total non-current liabilities | 7,550 | 7,436 | |
| Current liabilities | |||
| Borrowings | 11 | 3 454 , | 4 502 , |
| Trade and other payables | 13 | 59,931 | 62,774 |
| Income tax payable | 259 | 290 | |
| Derivative financial instruments | 808 | 139 | |
| Deferred income and other current liabilities | 14,913 | 19,662 | |
| Total current liabilities | 79,365 | 87,367 | |
| Liabilities for discontinued operations | 844 | 819 | |
| Total liabilities Total |
87,759 | 95,622 95 |
|
| Total equity and liabilities | 182,088 | 194,764 | |
THE ACOUNTANT THE BOARD OF DIRECTORS
The accompanying notes are an integral part of these condensed consolidated interim financial statements
| (Amounts expressed in thousands of Euros) | |||||
|---|---|---|---|---|---|
| 9 M * | 3 M * | ||||
| Note | 30.09.10 | 30.09.09 | 30.09.10 | 30.09.09 | |
| Sales | 3 | 82,726 | 90,231 | 23,419 | 31,186 |
| Services rendered | 3 | 96,726 | 90,166 | 33,237 | 29,344 |
| Cost of sales | (71,847) | (81,035) | (20,027) | (28,226) | |
| External supplies and services | (36,814) | (32,153) | (13,887) | (10,902) | |
| Employee benefit expense | (55,619) | (51,060) | (18,703) | (16,974) | |
| Other gains/(losses) - net | 14 | 1,414 | 556 | 899 | 236 |
| Depreciation and amortisation | (4,067) | (3,673) | ( 1 440) | ( 1 295) | |
| Operating profit | 12 519 , | 13 032 , | 3 498 , | 3 369 , | |
| Finance income | 4,947 | 2,410 | 496 | 464 | |
| Finance costs | (4,817) | (3,197) | (839) | (613) | |
| Share of (loss)/profit of associates | (120) | (324) | (110) | 91 | |
| Profit before income tax | 12,529 | 11,921 | 3,045 | 3,311 | |
| Income tax expense | 15 | (2,509) | (2,747) | (621) | (1,014) |
| Profit for the period Profit for the |
10 020 , | 9 174 , | 2 424 , | 2 297 , | |
| Other comprehensive income | - | - | - | - | |
| Total comprehensive income for the period | 10,020 | 9,174 | 2,424 | 2,297 | |
| Profit attributable to: | |||||
| Equity holders of the Company | 9,333 | 9,286 | 2,182 | 2,290 | |
| Non-controlling interests Non-controlling interests |
10 | 687 | (112) | 242 | 7 |
| 10,020 | 9,174 | 2,424 | 2,297 | ||
| Total comprehensive income attributable to: | |||||
| Equity holders of the Company | 9,333 | 9,286 | 2,182 | 2,290 | |
| Non-controlling interests | 10 | 687 | (112) | 242 | 7 |
| 10,020 | 9,174 | 2,424 | 2,297 | ||
| Earnings per share | |||||
| attributable to the equity holders of the Company (expressed in EUR per share) | |||||
| Basic earnings per share | 16 | 0.31 euros | 0.31 euros | 0.10 euros | 0.08 euros |
| Diluted earnings per share | 16 | 0.31 euros | 0.31 euros | 0.10 euros | 0.08 euros |
| 9 M * - period of 9 months ended 3 M * - period of 3 months ended |
THE ACOUNTANT THE BOARD OF DIRECTORS
The accompanying notes are an integral part of these condensed consolidated interim financial statements
(Amounts expressed in thousands of Euros)
| Attributable to equity holders of the Company | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Note | Share Capital |
Treasury shares |
Share premium |
Legal reserves |
Stock Options reserves |
earnings | Non Retained -controlling Interests |
Total Equity |
|
| Balance at January 1, 2009 | 15,701 | (429) | 49,213 | 1,276 | 854 | 16,818 | 5,165 | 88,598 | |
| Total comprehensive income for the period | - | - | - | - | - | 9,286 | (112) | 9,174 | |
| Transactions with owners | |||||||||
| Legal reserve | - | - | - | 282 | - | (282) | - | - | |
| Treasury shares movements | - | (159) | - | - | - | (1,326) | - | (1,485) | |
| Share-based payments | - | - | - | - | 142 | - | - | 142 | |
| Changes in consolidation universe | - | - | - | - | - | - | (142) | (142) | |
| Transactions with owners | - | (159) | - | 282 | 142 | (1,608) | (142) | (1,485) | |
| Changes in ownership interests in subsidiaries that do not result in a loss of control | |||||||||
| Transactions with non-controlling interests | - | - | - | - | - | 77 | (272) | (195) | |
| Balance at September 30, 2009 | 15,701 | (588) | 49,213 | 1,558 | 996 | 24,573 | 4,639 | 96,092 | |
| Balance at January 1, 2010 | 15,701 | (723) | 49,213 | 1,558 | 379 | 27,370 | 5,644 | 99,142 | |
| Total comprehensive income for the period | - | - | - | - | - | 9,333 | 687 | 10,020 | |
| Transactions with owners | |||||||||
| Share capital reduction | 8 | (5,652) | - | - | - | - | 217 | - | (5,435) |
| Share capital increase | 8 | 5,652 | - | (5,652) | - | - | - | - | - |
| Dividends to equity holders | - | - | - | - | - | (9,662) | - | (9,662) | |
| Legal reserve | - | - | - | 807 | - | (807) | - | - | |
| Treasury shares movements | - | 120 | - | - | - | 816 | - | 936 | |
| Share-based payments | - | - | - | - | 426 | - | - | 426 | |
| Changes in consolidation universe | 10 | - | - | - | - | - | - | 176 | 176 |
| Foreign currency translation reserve | - | - | - | - | - | 8 | 10 | 18 | |
| Transactions with owners | - | 120 | (5,652) | 807 | 426 | (9,428) | 186 | (13,541) | |
| Changes in ownership interests in subsidiaries that do not result in a loss of control | |||||||||
| Transactions with non-controlling interests | 9 and 10 | - | - | - | - | - | (549) | (742) | (1,291) |
| Balance at September 30, 2010 | 15,701 | (603) | 43,560 | 2,365 | 805 | 26,726 | 5,775 | 94,329 |
THE ACOUNTANT THE BOARD OF DIRECTORS
| (Amounts expressed in thousands of Euros) | |||||
|---|---|---|---|---|---|
| 9 M * | 3 M * | ||||
| Note | 30.09.10 | 30.09.09 | 30.09.10 | 30.09.09 | |
| Cash flows from operating activities | |||||
| Net Cash generated in operating activities | 8,793 | 20,511 | 7,334 | 7,886 | |
| Cash flows from investing activities | |||||
| Receipts: | |||||
| Proceeds on disposal of subsidiaries | 78 | 78 | 78 | 78 | |
| Cash of Novabase Angola consolidated for the 1st time | 349 | - | - | - | |
| Loan repayments received from associates Interest received |
529 152 |
229 726 |
529 31 |
- 141 |
|
| 1,108 | 1,033 | 638 | 219 | ||
| Payments: Acquisition of subsidiaries |
(430) | (3,245) | - | - | |
| Dissolution of subsidiary | - | (215) | - | (215) | |
| Loans granted to associates | (185) | (547) | - | (32) | |
| Loans received from associates | - | (1,505) | - | (1,505) | |
| Purchases of property, plant and equipment | (2,614) | (690) | (1,167) | (173) | |
| Purchases of intangible assets | (2,902) | (1,903) | (1,303) | (685) | |
| (6,131) | (8,105) | (2,470) | (2,610) | ||
| Net Cash used in investing activities | (5,023) | (7,072) | (1,832) | (2,391) | |
| Cash flows from financing activities | |||||
| Receipts: | |||||
| Proceeds from borrowings | 1,018 | 3,000 | 1,018 | - | |
| Proceeds from sale of treasury shares | 8 | - | 45 | - | - |
| 1,018 | 3,045 | 1,018 | - | ||
| Payments: | |||||
| Repayments of borrowings | (1,445) | (3,424) | (674) | (704) | |
| Dividends paid | (9,662) | - | - | - | |
| Share capital reduction Payment of finance lease liabilities |
(5,435) (1,336) |
- (1,264) |
(5,435) (472) |
- (446) |
|
| Interest paid | (351) | (709) | (124) | (99) | |
| Purchase of treasury shares | 8 | - | (2,448) | - | - |
| (18,229) | (7,845) | (6,705) | (1,249) | ||
| Net Cash used in financing activities | (17,211) | (4,800) | (5,687) | (1,249) | |
| Cash, cash equivalents and bank overdrafts at beginning of period | 24,026 | 19,796 | 10,837 | 24,189 | |
| Net increase / (decrease) of cash, cash equivalents and bank overdrafts | (13,441) | 8,639 | (185) | 4,246 | |
| Effect of exchange rate fluctuations on cash held | 28 | - | (39) | - | |
| Cash, cash equivalents and bank overdrafts at end of period | 7 | 10,613 | 28,435 | 10,613 | 28,435 |
9 M * - period of 9 months ended 3 M * - period of 3 months ended
THE ACOUNTANT THE BOARD OF DIRECTORS
The accompanying notes are an integral part of these condensed consolidated interim financial statements
Novabase, S.G.P.S., SA (hereunder referred to as Novabase or the Company), with its head office in Av. D. João II, Lote 1.03.2.3, Parque das Nações – 1998-031 Lisboa - Portugal, holds and manages financial holdings in other companies as an indirect way of doing business, being the Holding Company of Novabase Group.
Novabase is listed on the Euronext Lisbon.
These condensed consolidated interim financial statements were approved for issue by the Board of Directors on November 25, 2010. In the opinion of the Board of Directors these financial statements fairly present the Group operations, as well as its financial position, financial performance, and cash flows.
These condensed consolidated interim financial statements for the period of nine months ended September 30, 2010 have been prepared in accordance with IAS 34, 'Interim financial reporting'. The condensed consolidated interim financial information should be read in conjunction with the annual financial statements for the year ended 31 December 2009, which have been prepared in accordance with IFRSs, as adopted by the European Union (EU).
These financial statements are presented in thousands of Euros.
These financial statements have not been audited.
Except as described below, the accounting policies applied are consistent with those of the annual financial statements for the year ended 31 December 2009, as described in those financial statements.
Taxes on income in this interim period were accrued using the tax rate that would be applicable to expected total annual earnings for the year 2010.
a) The impacts of the adoption of standards and amendments to standards that became effective at 1 January 2010, are the following:
• IFRS 1 (amendment), 'First-time Adoption of International Financial Reporting Standards'. This amendment exempt entities that use the full cost method for oil and gas properties from retrospective application of IFRSs. It also exempts entities with existing leasing contracts from reassessing the classification of those contracts in accordance with IFRIC 4, 'Determining whether an arrangement contains a lease', as long as the earlier assessment in accordance with the previous GAAP would have resulted in the same outcome. This amendment had no impact on the Group's financial statements, as Novabase is already reporting under IFRSs.
• IFRS 3 (revised), 'Business combinations'. The revised standard continues to apply the acquisition method to business combinations but with some significant changes. For example, all payments to purchase a business are recorded at fair value. There is a choice on an acquisition-byacquisition basis to measure the non-controlling interest in the acquiree either at the non-controlling interest's proportionate share of the acquiree's net assets or at fair value of the assets and liabilities acquired. All acquisition-related costs are expensed. There have been no business combinations until the reporting date.
• IAS 27 (revised), 'Consolidated and separate financial statements'. IAS 27 (revised) requires the effects of all transactions with non-controlling interests to be recorded in equity if there is no change in control and these transactions will no longer result in goodwill or gains or losses. The standard also specifies the accounting when control is lost. Any remaining interest in the entity is re-measured to fair value, and a gain or loss is recognised in profit or loss. There have been transactions with non-controlling interests as disclosed in note 9.
• IFRS 5 (2008 improvement), 'Non-current assets held for sale and discontinued operations'. This improvement clarifies that all of a subsidiary's assets and liabilities are classified as held for sale if a partial disposal sale plan results in loss of control. Relevant disclosures should be made if the subsidiary described above is a disposal group meeting the definition of a discontinued operation. There have been no disposal or partial disposal of any subsidiary until the reporting date.
• IFRS 2 (amendment), 'Group cash-settled share-based payment transactions'. This amendment incorporate IFRIC 8, 'Scope of IFRS 2' and IFRIC 11, 'IFRS 2 - Group and Treasury Share Transactions', and address the classification of group arrangements, in which the entity that receive goods or services in a share-based payment transaction settled by the Group, is not responsible for any payment. The amended IFRS 2 had no impact on the Group's financial statements.
• IAS 39 (amendment), 'Financial instruments - Eligible hedged items'. This amendment clarifies on what principles to apply in specific situations to determine whether a hedged risk or a portion of cash-flows is eligible to be designated as "hedging". This amendment had no impact on the Group's financial statements.
• Annual Improvements to IFRSs – 2009. As part of the 'annual improvements project', the IASB decided to improve some standards with the objective to clarify areas of inconsistency in IFRSs. The more significant improvements refers to the amendments to standards IAS 17, IAS 36 and IAS 38. The adoption of these 2009 improvements had no impact on the Group's financial statements.
• IFRIC 12, 'Service concession arrangements'. IFRIC 12 addresses how service concession operators should apply existing International Financial Reporting Standards (IFRSs) to account for the obligations they undertake and rights they receive in service concession arrangements. This interpretation had no impact on the Group's financial statements.
• IFRIC 15, 'Agreements for construction of real estates'. IFRIC 15 clarifies whether IAS 18, 'Revenue', or IAS 11, 'Construction contracts', should be applied to particular transactions, resulting that a wider range of transactions will qualify for the application of IAS 18, 'Revenue'. This interpretation had no impact on the Group's financial statements.
• IFRIC 16, 'Hedges on a net investment in a foreign operation'. IFRIC 16 is applied to group's that hedges the currency risks resulted from investments in foreign operations and clarifies the conditions that should be satisfied in order to classify it as an accounting hedge. This interpretation also clarifies the amounts that should be reclassified from foreign currency reserve in equity to profit or loss, when the investment in a foreign operation is disposed. IFRIC 16 had no impact on the Group's financial statements.
• IFRIC 17, 'Distributions of non-cash assets to owners'. This interpretation clarifies that: (a) a dividend payable should be recognised when the dividend is appropriately authorised and is no longer at the discretion of the entity; (b) an entity should measure the dividend payable at the fair value of the net assets to be distributed; (c) an entity should recognise the difference between the dividend paid and the carrying amount of the net assets distributed in profit or loss. IFRIC 17 had no impact on the Group's financial statements.
• IFRIC 18, 'Transfers of assets from customers'. This interpretation clarifies the accounting for arrangements where an item of property, plant and equipment, which is provided by the customer, is used to provide an ongoing service. This is particularly relevant to the utility sector by involving services such as gas or electricity. IFRIC 18 had no impact on the Group's financial statements.
b) There are new standards, amendments and interpretations to existing standards, that although have been published, are only mandatory for annual periods beginning on or after 1 February 2010, and have not been early adopted by the Group:
• IAS 32 (amendment), 'Financial instruments: presentation - classification of rights issues' (effective for annual periods beginning on or after 1 February 2010). The amendment to IAS 32 addresses the accounting for rights issues that are denominated in a currency other than the functional currency of the issuer. If the rights are issued pro rata to all existing shareholders for a fixed amount in any currency, then these rights should be classified as equity instruments. Otherwise, should be accounted for as a derivative liability.
• IFRS 1 (amendment), 'First time adoption of IFRS' (effective for annual periods beginning on or after 1 July 2010, in EU). This amendment provides first-time adopters with the same transition provisions as included in amendment to IFRS 7,'Financial instruments: Disclosures', regarding comparative information for the three level classification disclosures required by IFRS 7.
• IAS 24 (amendment), 'Related party disclosures' (effective for annual periods beginning on or after 1 January 2011). The amended standard eliminates general requirements in respect of certain related party disclosures for public-sector entities, but requires providing information about the relationship of the entity with the Government and significant transactions with the Government or other Government-related entities. Additionally, the definition of a related party has been amended to remove some inconsistencies in the identification and disclosure of related parties.
• IFRS 9 (new), 'Financial Instruments: recognition and measurement' (effective for annual periods beginning on or after 1 January 2013). This standard is still subject to the adoption process by EU. IAS 39 establishes two measurement categories: amortised cost and fair value. All equity instruments are measured at fair value. A debt instrument is measured at amortised cost only if the objective is to collect contractual cash flows and the cash flows are solely payments of principal and interest on principal. Otherwise, all debt instruments are measured at fair value through profit or loss.
• Annual Improvements to IFRSs – 2010, generally applicable for annual periods beginning on or after 1 January 2011. These improvements to several standards have not been yet adopted by EU. The annual improvements process provides a vehicle for making non-urgent but necessary amendments to IFRSs and affect six standards and one IFRIC: IFRS 1, IFRS 3, IFRS 7, IAS 1, IAS 27, IAS 34 and IFRIC 13.
• IFRIC 14 (amendment), 'The limit on a defined benefit asset, minimum funding requirements and their interaction' (effective for annual periods beginning on or after 1 January 2011). IFRIC 14 clarifies that when an asset is consequence of pre-payment of minimum funding contributions in respect of future service, the surplus can be recognised as an asset.
• IFRIC 19, 'Extinguishing financial liabilities with equity' (effective for annual periods beginning on or after 1 July 2010). IFRIC 19 clarifies the accounting when an entity renegotiates the terms of its debt with the result that the liability is extinguished by the debtor issuing its own equity instruments to the creditor. A gain or loss is recognised in profit or loss, based on the fair value of the equity instruments issued and comparing to the carrying amount of the financial liability. The simple reclassification of the financial liability to equity is not allowed.
| Digital | Novabase | ||||
|---|---|---|---|---|---|
| Consulting | IMS | TV | Capital | Novabase | |
| At 30 September 2009 | |||||
| Sales and services rendered | 60,239 | 64,795 | 54,276 | 1,087 | 180,397 |
| Operating profit/(loss) | 6,943 | 4,790 | 2,110 | (811) | 13,032 |
| Finance costs – net | 741 | (370) | (1,134) | (24) | (787) |
| Share of (loss)/profit of associates | (3) | - | - | (321) | (324) |
| Income tax expense | (1,349) | (1,370) | (265) | 237 | (2,747) |
| Profit/(Loss) from operations | 6,332 | 3,050 | 711 | (919) | 9,174 |
| At 30 September 2010 | |||||
| Sales and services rendered | 60,472 | 76,074 | 40,694 | 2,212 | 179,452 |
| Operating profit/(loss) | 6,251 | 5,199 | 1,120 | (51) | 12,519 |
| Finance costs – net | (161) | (6) | 318 | (21) | 130 |
| Share of (loss)/profit of associates | (21) | - | - | (99) | (120) |
| Income tax expense | (1,515) | (1,497) | 444 | 59 | (2,509) |
| Profit/(Loss) from operations | 4,554 | 3,696 | 1,882 | (112) | 10,020 |
In the first half of 2010, NBASIT - Sistema de Informação e Telecomunicações, S.A. (Angola) and Novabase Digital TV EURL (France) were incorporated, to strengthening activities in the IMS and Digital TV business areas, respectively, and the international presence of the Group.
The movement in the deferred income tax assets is as follows:
| 30.09.10 | 31.12.09 | |
|---|---|---|
| Opening balance | 8,341 | 10,092 |
| Transfers | (24) | 224 |
| Profit or loss charge | (2) | (1,975) |
| Balance at the end of the period | 8,315 | 8,341 |
The movement in deferred tax assets during the period, without taking into consideration the offsetting of balances within the same tax jurisdiction, is as follows:
| Tax losses |
Tax incentives |
Provisions | Total | |
|---|---|---|---|---|
| Balance at 1 January 2009 | 4,121 | 4,380 | 1,591 | 10,092 |
| Profit or loss charge | (1,026) | (966) | 17 | (1,975) |
| Transfers | 219 | - | 5 | 224 |
| Balance at 31 December 2009 | 3,314 | 3,414 | 1,613 | 8,341 |
| Profit or loss charge | (809) | 183 | 624 | (2) |
| Transfers | (12) | - | (12) | (24) |
| Balance at 30 September 2010 | 2,493 | 3,597 | 2,225 | 8,315 |
| 30.09.10 | 31.12.09 | |
|---|---|---|
| Trade receivables | 71,674 | 91,580 |
| Allowance for impairment of trade receivables | (2,107) | (3,452) |
| 69,567 | 88,128 | |
| Prepayments to suppliers | 1,645 | 1,011 |
| Employees | 176 | 151 |
| V.A.T. | 661 | 2,167 |
| Receivables from related parties (note 17) | 518 | 896 |
| Financial investments disposal | 148 | 149 |
| Receivables from funded projects | 2,229 | 1,206 |
| Other receivables | 4,853 | 4,107 |
| Allowance for impairment of other receivables | (3,548) | (3,755) |
| 6,682 | 5,932 | |
| 76,249 | 94,060 |
Movements in allowances for impairment of trade and other receivables are as follows:
| Trade receivables | Other receivables | Total | ||||
|---|---|---|---|---|---|---|
| 30.09.10 | 31.12.09 | 30.09.10 | 31.12.09 | 30.09.10 | 31.12.09 | |
| Balance at 1 January | 3,452 | 2,693 | 3,755 | 3,960 | 7,207 | 6,653 |
| Impairment | 100 | 978 | 8 | 66 | 108 | 1,044 |
| Impairment reversal | (891) | (219) | (56) | (225) | (947) | (444) |
| Transfers | 111 | - | - | (232) | 111 | (232) |
| Recovery of bad debts | 16 | - | - | - | 16 | - |
| Write-offs | (681) | - | (159) | 186 | (840) | 186 |
| 2,107 | 3,452 | 3,548 | 3,755 | 5,655 | 7,207 |
With reference to the Consolidated Statement of Cash Flows, the detail and description of Cash, cash equivalents and bank overdrafts is analysed as follows:
| 30.09.10 | 31.12.09 | |
|---|---|---|
| - Cash | 15 | 4 |
| - Short term bank deposits | 11,788 | 24,968 |
| Cash and cash equivalents | 11,803 | 24,972 |
| - Overdrafts | (1,190) | (946) |
| 10,613 | 24,026 |
The share capital, fully subscribed and paid of EUR 15,700,697, is represented by 31,401,394 shares with a nominal value of EUR 0.5 each.
| Number of shares (thousands) |
Ordinary shares |
Share premium |
Treasury shares |
Total | |
|---|---|---|---|---|---|
| Balance at 1 January 2009 | 31,401 | 15,701 | 49,213 | (429) | 64,485 |
| Treasury shares purchased | - | - | - | (416) | (416) |
| Treasury shares transferred | - | - | - | 117 | 117 |
| Treasury shares disposed | - | - | - | 5 | 5 |
| Balance at 31 December 2009 | 31,401 | 15,701 | 49,213 | (723) | 64,191 |
| Share capital reduction | - | (5,652) | - | - | (5,652) |
| Share capital increase | - | 5,652 | (5,652) | - | - |
| Treasury shares transferred | - | - | - | 120 | 120 |
| Balance at 30 September 2010 | 31,401 | 15,701 | 43,560 | (603) | 58,658 |
In the annual General Meeting of Shareholders held on April 29, 2010, it was approved:
(i) The reduction of the share capital to EUR 10,048,446, to be carried out by means of a reduction of the nominal value of all the shares representing the share capital. Each share will have the nominal value of EUR 0.32 and the freed amount of EUR 5,652,251 shall be directly allocated to shareholders, corresponding to EUR 0.18 per share; and
(ii) The increase of the share capital to EUR 15,700,697 by incorporation of EUR 5,652,251 from share premium reserve, to be carried out by means of an increase of the nominal value of all the shares representing the share capital in the amount of EUR 0.18. As a result of the share capital increase, each share will have the nominal value of EUR 0.50.
As a result of the registration of these operations, the nominal value of all shares representing Novabase's share capital is EUR 0.50, as prior to the execution of such operations.
In 2010, the Group performed operations of acquisitions to non-controlling interests, with the following impact (see note 17):
| 30.09.10 | 31.12.09 | ||||||
|---|---|---|---|---|---|---|---|
| Acquisition / % share of the | Acquisition / % share of the | ||||||
| disposal | equity acquired Acquisition | disposal | equity acquired Acquisition | ||||
| cost | / (disposed) | Difference | cost | / (disposed) | Difference | ||
| (i) | Acquisition of 12.73% of NB Infraestruturas | 214 | - | 214 | 180 | - | 180 |
| (i) | Acquisition of the business of Digital TV | (16) | - | (16) | (206) | - | (206) |
| (ii) | Reorganization of Novabase EA | - | - | - | - | (727) | 727 |
| Acquisition of 24.5% of Collab | - | - | - | 15 | 272 | (257) | |
| (iii) | Acquisition of 10% of NB Internat.Solutions | 1,093 | 742 | 351 | - | - | - |
| 1,291 | 742 | 549 | (11) | (455) | 444 |
(i) In the sequence of the transactions with non-controlling interests occurred in 2008, the acquisition cost was reviewed, in 2009 and 2010, based on the achievement of goals by the subsidiary.
(ii) Internal reorganization of Novabase EA with dilution effect in the Group share.
(iii) Acquisition of 10% of NB International Solutions and, consequently, of the remaining financial holding of NB Solutions Middle East and Novabase EA, and of 5.5% of Celfocus.
In the operations described above, as the financial holdings were acquired to non-controlling interests in which the Group already had control, the Economic Entity Model Method was applied, and the difference between the acquisition cost and the net assets value of the subsidiaries acquired has been booked in Equity, in the total amount of EUR 549 thousand. The non-controlling interests decreased by EUR 742 thousand.
| 30.09.10 | 31.12.09 | |
|---|---|---|
| Balance at 1 January | 5,644 | 5,165 |
| Transactions with non-controlling interests - see note 9 | (742) | 455 |
| Change in consolidation universe (*) | 176 | (142) |
| Foreign currency translation differences for foreign operations | 10 | - |
| Profit attributable to non-controlling interests | 687 | 166 |
| 5,775 | 5,644 |
(*) In 2009, Contactless was dissolved, being lapsed the balance of non-controlling interests (EUR 142 thousand). In 2010, NBASIT - Sistema de Informação e Telecomunicações, S.A. (Angola) was incorporated.
| 30.09.10 | 31.12.09 | |
|---|---|---|
| Non-current | ||
| Bank borrowings | 3,000 | 2,500 |
| Finance lease liabilities | 1,576 | 1,468 |
| 4,576 | 3,968 | |
| Current | ||
| Bank borrowings | 2,479 | 3,162 |
| Finance lease liabilities | 975 | 1,340 |
| 3,454 | 4,502 | |
| Total borrowings | 8,030 | 8,470 |
The contractual repricing dates of the current bank borrowings at the end of the reporting period are as follows:
| 30.09.10 | 31.12.09 | |
|---|---|---|
| 6 months or less | 1,979 | 1,980 |
| 6 to 12 months | 500 | 1,182 |
| 2,479 | 3,162 |
The maturity of non-current bank borrowings is as follows:
| 30.09.10 | 31.12.09 | |
|---|---|---|
| Between 1 and 2 years | 1,200 | 1,000 |
| Between 2 and 5 years | 1,600 | 1,500 |
| Over 5 years | 200 | - |
| 3,000 | 2,500 |
The effective interest rates at the reporting date were as follows:
| 30.09.10 | 31.12.09 | |
|---|---|---|
| Bank borrowings | 2.905% | 2.658% |
| Bank overdrafts | 1.517% | 2.016% |
Gross finance lease liabilities – minimum lease payments:
| 30.09.10 | 31.12.09 | |
|---|---|---|
| No later than 1 year | 1,403 | 1,817 |
| Between 1 and 5 years | 2,122 | 1,989 |
| 3,525 | 3,806 | |
| Future finance charges on finance leases | (974) | (998) |
| Present value of finance lease liabilities | 2,551 | 2,808 |
The present value of finance lease liabilities is as follows:
| 30.09.10 | 31.12.09 | |
|---|---|---|
| No later than 1 year | 975 | 1,340 |
| Between 1 and 5 years | 1,576 | 1,468 |
| 2,551 | 2,808 |
Movements in Provisions are analyzed as follows:
| Warranties | Legal claims |
Other risks and charges |
Total | |
|---|---|---|---|---|
| Balance at 1 January 2009 | 791 | 100 | 959 | 1,850 |
| Additional provisions | 626 | 15 | 460 | 1,101 |
| Used during the year | (627) | - | (300) | (927) |
| Transfers | - | 384 | (163) | 221 |
| Balance at 31 December 2009 | 790 | 499 | 956 | 2,245 |
| Additional provisions | 142 | - | 402 | 544 |
| Used during the period | (470) | (15) | (357) | (842) |
| Balance at 30 September 2010 | 462 | 484 | 1,001 | 1,947 |
| 30.09.10 | 31.12.09 | |
|---|---|---|
| Trade payables | 24,170 | 27,512 |
| Remunerations, vacations and vacation and Christmas subsidies | 9,833 | 7,468 |
| Bonus | 7,580 | 10,413 |
| Ongoing projects | 5,271 | 1,959 |
| V.A.T. | 4,208 | 7,000 |
| Social security contributions | 1,083 | 1,704 |
| Income tax withholding | 881 | 1,050 |
| Employees | 518 | 122 |
| Prepayments from trade receivables | 35 | 205 |
| Acquisition of financial interests to non-controlling interests (note 17) | 913 | 646 |
| Other accrued expenses | 4,649 | 4,099 |
| Other payables | 790 | 596 |
| 59,931 | 62,774 |
| 30.09.10 | 30.09.09 | |
|---|---|---|
| Impairment and impairment reversal of trade and other receivables | 839 | (112) |
| Impairment and impairment reversal of inventories | (126) | 6 |
| Warranties provision | 328 | 70 |
| Legal claims provision | 15 | - |
| Provisions for other risks and charges | (45) | 104 |
| Operating subsidies | 565 | 150 |
| Other | (162) | 338 |
| 1,414 | 556 |
The tax on the Group's profit before tax differs from the theoretical amount that would arise using the weighted average rate applicable to profits of the consolidated entities as follows:
| 30.09.10 | 30.09.09 | |
|---|---|---|
| Profit before income tax | 12,529 | 11,921 |
| Income tax expense at nominal rate | 3,132 | 2,980 |
| Tax benefit on the net creation of employment for young and long term unemployed people | (264) | (300) |
| Provisions and amortisations not considered for tax purposes | 160 | 158 |
| Recognition of tax on the events of previous years | 5 | 2 |
| Non taxable gains arising from financial holdings disposals | - | (23) |
| Associates' results reported net of tax | 30 | 104 |
| Autonomous taxation | 438 | 400 |
| Losses in companies where no deferred tax is recognised | (51) | 99 |
| Expenses not deductible for tax purposes | 93 | (87) |
| Differential tax rate on companies located abroad | (3) | (4) |
| Research & Development tax benefit | (1,409) | (828) |
| Municipal surcharge | 299 | 266 |
| Impairment of Special Payment on Account | 97 | - |
| Other | (18) | (20) |
| Income tax expense | 2,509 | 2,747 |
| 30.09.10 | 30.09.09 | |
|---|---|---|
| Weighted average number of ordinary shares in issue | 30,119,868 | 30,327,594 |
| Stock options adjustment | - | - |
| Adjusted weighted average number of ordinary shares in issue | 30,119,868 | 30,327,594 |
| Profit attributable to equity holders of the Company | 9,333 | 9,286 |
| Basic earnings per share (euro per share) | 0.31 euros | 0.31 euros |
| Diluted earnings per share (euro per share) | 0.31 euros | 0.31 euros |
For reporting purposes, related-party consider subsidiaries, associates, shareholders with management influence and key elements in the Group management.
The following transactions were carried out with related parties:
i) Sales of goods and services rendered
| 30.09.10 | 30.09.09 | |
|---|---|---|
| BES Group | 8,835 | 19,203 |
| 8,835 | 19,203 |
The above identified transactions were performed at arm's length.
ii) Purchases of goods and services
| 30.09.10 | 30.09.09 | |
|---|---|---|
| BES Group | 373 | 159 |
| 373 | 159 |
| 30.09.10 | 30.09.09 | ||
|---|---|---|---|
| Salaries and other short-term employee benefits | 6,116 | 5,696 | |
| Stock options granted | 426 | - | |
| 6,542 | 5,696 | ||
| iv) | Advanced payments / loans to key management | ||
| 30.09.10 | 31.12.09 | ||
| Advanced payments | - | 98 | |
| - | 98 | ||
| v) | Balances arising from purchases/sales of goods and services | ||
| 30.09.10 | 31.12.09 | ||
| Receivables from related parties | |||
| BES Group | 2,100 | 6,607 | |
| 2,100 | 6,607 | ||
| Payables from related parties | |||
| BES Group | 100 | - | |
| 100 | - | ||
| vi) | Acquisition of financial interests to related parties (see note 9) | ||
| 30.09.10 | 31.12.09 | ||
| Former shareholders of Novabase Infraestruturas, SGPS | 214 | 180 | |
| Former shareholders of NB Digital TV, S.A. | (16) | (206) | |
| Former shareholders of Collab Former shareholders of in Novabase International Solutions B.V. |
- 1,093 |
15 - |
|
| 1,291 | (11) |
vii) Balances arising from acquisitions of financial interests to related parties
| Non-current | Current (note 13) | Total | ||||
|---|---|---|---|---|---|---|
| 30.09.10 | 31.12.09 | 30.09.10 | 31.12.09 | 30.09.10 | 31.12.09 | |
| Former shareholders of NB C. SGPS | 306 | 612 | 307 | 307 | 613 | 919 |
| Former shareholders of NB Infraestr. | - | - | - | 50 | - | 50 |
| Former shareholders of DTV, ITV and OnTV | - | 179 | 230 | 178 | 230 | 357 |
| Former shareholders of NB ACD. | 157 | 235 | 78 | 78 | 235 | 313 |
| Former shareholders of SAF | 65 | 97 | 32 | 33 | 97 | 130 |
| Former shareholders of NB Int. Sol. | 399 | - | 266 | - | 665 | - |
| 927 | 1,123 | 913 | 646 | 1,840 | 1,769 |
| 30.09.10 | 31.12.09 | |
|---|---|---|
| Loan to Mind | 259 | 259 |
| Loan to Forward | 22 | 22 |
| Loan to NB Atlântico | 215 | 559 |
| Loans to other associates | 22 | 56 |
| Receivables from related parties (note 6) | 518 | 896 |
| Provisions for loans provided to associates | (259) | (259) |
| 259 | 637 |
| 30.09.10 | 31.12.09 | |
|---|---|---|
| BES Group | 6,838 | 7,692 |
Given the disclosed in the annual financial statements for the year 2009, the material changes in the judicial processes are the following:
The activity of Consulting and IMS is usually lower in 3rd quarter due to holiday period.
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