Quarterly Report • Jun 2, 2010
Quarterly Report
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1 st QUARTER RESULTS 2010
In the first three months of 2010, Sonae Investimentos, SGPS, SA delivered a consolidated turnover of 1.084 million Euro - which represents an increase of 10% compared to the same period of the previous year. Focusing on the evolution of the Company´s activity, we highlight the following aspects:
The food based businesses increased turnover by 7%, mainly driven by a strong 3% like-for-like growth (1% in 1Q09), benefiting from:
(i) the Easter season impacting the quarter (roughly one week of sales); and
(ii) the maintenance of strong volume growth (+8%), offsetting the lower average price per unit (-4%), the latter reflecting prevailing market price deflation (- 4%) and trading down.
Further improvements in promotions and a range of marketing activities adapted to consumer demands have all contributed to this performance. By the end of the quarter, own brand products made up 26% of total FMCG sales.
With regards to the specialised retail formats, these reported growth in turnover of 22% and significant 6% growth on a like-forlike basis, with underlying performance reflecting a positive impact from Easter (roughly one week of sales).
In Portugal, sales were up 12%, driven by:
(i) a significant like-for-like sales increase of 6%, reflecting market share gains across all the main businesses;
(ii) the good performance of the textile formats, in particular Zippy; and
(iii) new space opened over the last 12 months, amounting to 38 thousand m2 (+54 stores).
International sales were up 101%, reflecting:
(i) like-for-like sales growth of more than 8%;
(ii) the conversion work, of the consumer electronic stores portfolio acquired, for the Worten concept during first quarter of 2009; and
(iii) aggressive organic growth in the last 12 months, with the opening of 26 thousand m2 (+23 stores).
During the same period, the investment management turnover ascended to 36 million Euro and the retail properties segment registered a turnover of 32 million Euro.
The Company's consolidated operational cash-flow reached 54 million Euro. This figure represents a ratio over total net sales of 4,9%, 0,2 pp more that in the same period last year.
The portfolio of food based businesses improved recurrent EBITDA by 4%, equal to a margin on sales of 3,1%, reflecting continued gains in market share and improvements in internal operating efficiency. This margin was significant given the background of strong competitive pressures and food price deflation in the quarter.
The operational cash flow of the specialised retail businesses was slightly positive, equal to a margin on sales of 0,1%, reflecting the increasing importance of the Spanish operation to total turnover and the positive performance posted in both countries. Sonae SR Portugal continued to increase profitability, with EBITDA up by 12% and a margin of 1,9%, achieved through operational fine tuning of the most recent operations and more exposure to international outsourcing, in particular in the textile formats. Sonae SR International posted a negative EBITDA of 4 million Euro, similar to that of 1Q09, with underlying margin improving by 9 pp to negative 7,6% (1Q09 = -16,2%), in line with the goal of positive EBITDA in 2012.
The profitability of the retail properties segment grew by 18% and totalled 32 million Euro, explained by the greater asset portfolio resulting from the organic expansion of retail stores in Portugal, which offset the zero indexation of rents, consistent with the economic environment.
The investment management segment registered a marginally positive operational cash flow in the period which compares to the negative million Euro registered in the same period of 2009. Profitability margin stood in 0,2%.
In this same period, the consolidated Net Result attributable to Shareholders of the Holding Company ascended to 3 million Euro, which compares to 1 million Euro in the same period last year.
The amount invested by the food retail businesses in the first quarter of 2010 was of 19 million Euro, 44% below than that of the first quarter of 2009 and was mainly allocated towards store refurbishment and preparation work for future openings.
The specialised retail capex was 20 million Euro, which represents a decrease of 3 million Euro when compared to the first three months of the previous year.
The amount invested by the retail properties segment reached 11 million Euro, allocated to the acquisition of plots of land destined for future openings. Capex was 42% below that in first quarter of 2009, already reflecting the capital light strategy adopted (leasing instead of owning) for new retail sales area, particularly in relation to Modelo stores.
Investment management capex was of 1 million Euro.
The Company remains cautious about the overall economic situation, particularly in respect to unemployment and private consumption. However, the strong performance achieved in the first quarter of 2010 gives us confidence in our ability to continue to successfully deliver growth and high levels of profitability.
Matosinhos, 19 May 2010
The Board of Directors
Duarte Paulo Teixeira de Azevedo
Ângelo Gabriel Ribeirinho dos Santos Paupério
Nuno Manuel Moniz Trigoso Jordão
Turnover (t) sales of articles + services rendered.
Operating cash-flow (EBITDA) operating results - amortisations and depreciation - provisions and losses and reversal of impairment as well as negative consolidation differences.
consolidated net profit for the period - income tax + investment profit/losses + profits/losses of associated companies - net financial expenses.
Profits on ordinary activities operating results + net financial expenses.
increase in gross fixed assets (tangible and intangible) + changes in perimeter (as a result of acquisitions and disposals) + disposals in gross fixed assets (tangible and intangible) + increases in goodwill. To calculate the investment in acquisitions (measured by changes occurred in consolidation perimeter) it was considered the net accumulated amortizations.
current borrowings + non current borrowings + financial leasing creditors – cash and cash equivalents – other current investments under negotiation + borrowings from participating and/or participated companies.
Average debt average of net debt at end of last four quarters.
L4L ("like-for-like") evolution of turnover in a comparable store universe
goodwill net of impairment losses/gains (positive variances between the acquisition cost of investments in Group and associated companies, and the fair value of identifiable assets and liabilities of these companies at the date of their acquisition) + gross Fixed Assets owned by real estate companies of the Group (value of tangible and intangible assets booked at acquisition cost, or acquisition cost re-valued in accordance with generally accepted accounting principles in Portugal).
customer debts (receivables derived from sales in the normal course of the Group's business) – suppliers (sums to pay resulting from purchases in the normal course of the Group's business) + inventories (goods booked at acquisition cost, less quantity discounts and impairment losses) + other assets and liabilities (State and other public entities + associated companies + accruals and prepayments + deferred taxes + provisions for risks and charges + fixed asset suppliers + sundry debtors and creditors).
ratio between net debt and the company's shareholders' funds.
gross real estate assets + other gross real estate assets + amortisations and impairment losses + financial investments + working capital.
ROCE ("Return On Capital Employed") EBIT / Net Capital Employed.
sum of net profits attributed to shareholders of the last four quarters / average of the equity at end attributable to shareholders of the last four quarters.
Condensed consolidated
financial statements
(Translation of condensed consolidated financial statements originally issued in Portuguese. In case of discrepancy the Portuguese version prevails.)
| ASSETS | Notes | 31 March 2010 | 31 March 2009 | 31 December 2009 |
|---|---|---|---|---|
| NON-CURRENT ASSETS: Tangible assets |
8 | 2,199,781,633 | 1,962,430,894 | 2,198,493,423 |
| Intangible assets | 9 | 159,548,468 | 164,813,373 | 162,320,303 |
| Goodwill | 10 | 520,175,996 | 521,020,094 | 519,885,038 |
| Investments in associated companies | 6 | 2,440,610 | 65,085,181 | 2,376,473 |
| Other investments | 7 | 763,616 | 2,358,971 | 763,866 |
| Deferred tax assets | 14 | 97,771,518 | 82,709,346 | 90,471,037 |
| Other non-current assets | 12 | 4,785,800 | 2,451,130 | 4,336,556 |
| Total Non-Current Assets | 2,985,267,641 | 2,800,868,989 | 2,978,646,696 | |
| CURRENT ASSETS: | ||||
| Stocks | 599,110,695 | 583,922,256 | 588,968,421 | |
| Trade account receivables and other current assets | 13 | 225,422,088 | 232,957,848 | 226,094,606 |
| Investments | 11 | 59,936,126 | 62,423,566 | 57,659,791 |
| Cash and cash equivalents | 15 | 61,435,644 | 33,010,575 | 111,407,067 |
| Total Current Assets | 945,904,553 | 912,314,245 | 984,129,885 | |
| Assets available for sale | 3,273,075 | 4,863,383 | - | |
| TOTAL ASSETS | 3,934,445,269 | 3,718,046,617 | 3,962,776,581 | |
| EQUITY AND LIABILITIES | ||||
| EQUITY: | ||||
| Share capital | 1,000,000,000 | 1,000,000,000 | 1,000,000,000 | |
| Reserves and retained earnings | (97,374,531) | (167,343,231) | (165,954,939) | |
| Profit/(Loss) for the period attributable to the equity holders of Parent Company | 3,396,023 | 1,414,895 | 138,171,089 | |
| Equity attributable to the equity holders of Sonae | 906,021,492 | 834,071,664 | 972,216,150 | |
| Equity attributable to non-controlling interests | 74,438,677 | 10,540,279 | 74,344,125 | |
| TOTAL EQUITY | 980,460,169 | 844,611,943 | 1,046,560,275 | |
| LIABILITIES: | ||||
| NON-CURRENT LIABILITIES: | ||||
| Loans | 17 | 1,481,001,669 | 1,482,177,144 | 1,282,197,164 |
| Other non-current liabilities | 19 | 15,775,374 | 11,677,510 | 16,222,928 |
| Deferred tax liabilities | 14 | 101,140,903 | 87,396,357 | 96,744,418 |
| Provisions | 22 | 9,444,701 | 11,182,177 | 9,263,092 |
| Total Non-Current Liabilities | 1,607,362,647 | 1,592,433,188 | 1,404,427,602 | |
| CURRENT LIABILITIES: | ||||
| Loans | 17 | 123,273,520 | 161,191,454 | 103,930,898 |
| Trade creditors and other non-current liabilities | 21 | 1,220,144,813 | 1,117,705,469 | 1,405,368,923 |
| Provisions | 22 | 3,204,120 | 2,104,563 | 2,488,883 |
| Total Current Liabilities | 1,346,622,453 | 1,281,001,486 | 1,511,788,704 | |
| TOTAL LIABILITIES | 2,953,985,100 | 2,873,434,674 | 2,916,216,306 | |
| TOTAL EQUITY AND LIABILITIES | 3,934,445,269 | 3,718,046,617 | 3,962,776,581 | |
The accompanying notes are part of these condensed consolidated financial statements.
| Notes | 31 March 2010 | 31 March 2009 | |
|---|---|---|---|
| Sales | 1,055,559,144 | 956,465,507 | |
| Services rendered | 28,726,182 | 26,510,950 | |
| Investment income | 4,951 | - | |
| Financial income | 472,949 | 1,761,270 | |
| Other income | 95,894,152 | 95,280,822 | |
| Cost of goods sold and materials consumed | (842,530,203) | (760,088,787) | |
| Changes in stocks of finished goods and work in progress | 105,361 | - | |
| External supplies and services | (133,050,233) | (130,620,479) | |
| Staff costs | (132,473,344) | (124,721,096) | |
| Depreciation and amortisation | 8 and 9 | (38,594,853) | (31,524,894) |
| Provisions and impairment losses | (1,013,445) | (468,883) | |
| Financial expenses | (11,301,172) | (20,479,892) | |
| Other expenses | (16,932,010) | (16,294,968) | |
| Share of results of associated undertakings | 6 | 64,137 | 413,698 |
| Profit/(Loss) before taxation | 4,931,616 | (3,766,752) | |
| Taxation | 25 | (1,338,334) | 4,524,547 |
| Profit/(Loss) after taxation | 3,593,282 | 757,795 | |
| Attributable to: | |||
| Equity holders of Parent Company | 3,396,023 | 1,414,895 | |
| Non-controlling interests | 197,259 | (657,100) | |
| Profit/(Loss) per share | |||
| Basic | 26 | 0.003396 | 0.001415 |
| Diluted | 26 | 0.003396 | 0.001415 |
The accompanying notes are part of these condensed consolidated financial statements.
(Amounts expressed in euro)
| 31 March 2010 | 31 March 2009 | |
|---|---|---|
| Net Profit / (Loss) for the period | 3,593,282 | 757,795 |
| Exchange differences arising on translation of foreign operations | 209,545 | 65,919 |
| Participation in other comprehensive income (net of tax) related to associated companies included in consolidation by the equity method |
- | - |
| Changes on fair value of available-for-sale financial assets | - | - |
| Changes in hedge and fair value reserves | 367,708 | (3,645,636) |
| Income tax relating to components of other comprehensive income | (97,443) | 1,145,484 |
| Other comprehensive income for the period | 479,810 | (2,434,233) |
| Total comprehensive income for the period | 4,073,092 | (1,676,438) |
| Attributable to: | ||
| Equity holders of Parent Company | 3,875,833 | (1,019,338) |
| Non-controlling interests | 197,259 | (657,100) |
The accompanying notes are part of these condensed consolidated financial statements.
(Translation of condensed consolidated financial statements originally issued in Portuguese. In case of discrepancy the Portuguese version prevails.)
(Amounts expressed in euro)
| Attributable to Equity Holders of the Parent Company | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Share Capital |
Legal Reserve |
Currency Translation Reserve |
Reserves and Retained Earnings Investments Fair Value Reserve |
Other Reserves and Retained Earnings |
Total | Net Profit/(Loss) |
Total | Non-controlling Interests |
Total Equity |
|
| Balance as at 1 January 2009 | 1,000,000,000 | 99,300,000 | 3,666 | (3,316,342) | (346,889,834) | (250,902,510) | 170,993,512 | 920,091,002 | 11,201,548 | 931,292,550 |
| Total comprehensive income for the period | - | - | 65,919 | (2,500,152) | - | (2,434,233) | 1,414,895 | (1,019,338) | (657,100) | (1,676,438) |
| Appropriation of profit of 2008: Transfer to legal reserves and retained earnings Dividends distributed Other reserves |
- - - |
14,700,000 - - |
- - - |
- - - |
156,293,512 (85,000,000) - |
170,993,512 (85,000,000) - |
(170,993,512) - - |
- (85,000,000) - |
- (4,169) - |
- (85,004,169) - |
| Balance as at 31 March 2009 | 1,000,000,000 | 114,000,000 | 69,585 | (5,816,494) | (275,596,322) | (167,343,231) | 1,414,895 | 834,071,664 | 10,540,279 | 844,611,943 |
| Balance as at 1 January 2010 | 1,000,000,000 | 114,000,000 | 82,609 | (4,441,228) | (275,596,320) | (165,954,939) | 138,171,089 | 972,216,150 | 74,344,125 | 1,046,560,275 |
| Total comprehensive income for the period | - | - | 209,545 | 270,265 | - | 479,810 | 3,396,023 | 3,875,833 | 197,259 | 4,073,092 |
| Appropriation of profit of 2009: Transfer to legal reserves and retained earnings Dividends distributed Aquisitions of shares of affiliated undertakings Sales of shares of affiliated undertakings Other reserves |
- - - - - |
3,087,918 - - - - |
- - - - - |
- - - - - |
135,083,171 (70,000,000) (67,248) - (3,243) |
138,171,089 (70,000,000) (67,248) - (3,243) |
(138,171,089) - - - - |
- (70,000,000) (67,248) - (3,243) |
- - (102,359) - (348) |
- (70,000,000) (169,608) - (3,590) |
| Balance as at 31 March 2010 | 1,000,000,000 | 117,087,918 | 292,154 | (4,170,963) | (210,583,640) | (97,374,531) | 3,396,023 | 906,021,492 | 74,438,677 | 980,460,169 |
The accompanying notes are part of these condensed consolidated financial statements.
| Notes | 31 March 2010 | 31 March 2009 | |
|---|---|---|---|
| OPERATING ACTIVITIES | |||
| Net cash flow from operating activities (1) | (180,585,651) | (190,618,206) | |
| INVESTMENT ACTIVITIES | |||
| Cash receipts arising from: | |||
| Investments | 5,200 | 1,000,000 | |
| Tangible and intangible assets | 14,298,664 | 840,104 | |
| Interest and similar income | 2,269,547 | 3,573,412 | |
| Loans granted | 1,665,000 | 1,000,000 | |
| Dividends | 167 | - | |
| 18,238,578 | 6,413,516 | ||
| Cash Payments arising from: | |||
| Investments | (1,600,848) | (7,386,932) | |
| Tangible and intangible assets | (91,108,094) | (105,593,369) | |
| Loans granted | (1,665,000) | (2,126,250) | |
| (94,373,942) | (115,106,551) | ||
| Net cash used in investment activities (2) | (76,135,364) | (108,693,035) | |
| FINANCING ACTIVITIES | |||
| Cash receipts arising from: | |||
| Loans obtained | 1,556,410,000 | 1,822,924,250 | |
| 1,556,410,000 | 1,822,924,250 | ||
| Cash Payments arising from: | |||
| Loans obtained | (1,338,151,038) | (1,571,018,115) | |
| Interests and similar charges | (13,006,730) | (30,306,798) | |
| Others | (138,302) | (108,146) | |
| (1,351,296,070) | (1,601,433,059) | ||
| Net cash used in financing activities (3) | 205,113,930 | 221,491,191 | |
| Net increase in cash and cash equivalents (4) = (1) + (2) + (3) | (51,607,085) | (77,820,050) | |
| Effect of foreign exchange rate | (51,886) | (65,450) | |
| Cash and cash equivalents at the beginning of the period | 15 | 88,341,782 | 91,870,059 |
| Cash and cash equivalents at the end of the period | 15 | 36,786,583 | 14,115,459 |
The accompanying notes are part of these condensed consolidated financial statements.
(Translation of condensed consolidated financial statements originally issued in Portuguese. In case of discrepancies the Portuguese version prevails.)
(Amounts expressed in euro)
Sonae Investimentos, SGPS, SA ("the Company" or "Sonae Investimentos"), with head office in Rua João Mendonça nº 529, 4464-501 Senhora da Hora, Portugal, is the Parent-company of a group of companies, as detailed in Notes 4, 5 and 6 ("Sonae Investimentos Group"), which business activity is described in the 28th note.
The accounting policies adopted are consistent with those used in the preparation of the consolidated financial statements for the year ended 31 December 2009, with the exception of those described in note 3.
Interim financial statements are presented quarterly, in accordance with IAS 34 – "Interim Financial Reporting".
The accompanying condensed consolidated financial statements have been prepared from the books and accounting records of the companies included in the consolidation (Notes 4 to 6) on a going concern basis and under the historical cost convention, except for financial instruments which are stated at fair value.
During the period it has been adopted for the first time the revised version of IFRS 3 – Business Combinations and IAS 27 - Consolidated and separate financial statements (revised 2008).
These changes brought some modifications in recording business combinations, in particular: (a) calculating goodwill; (b) the measurement of non-controlling interests (formerly known as minority interests); (c) the recognition and subsequent measurement of contingent payments; (d) the treatment of direct costs related to the concentration; (e) the registration of purchase transactions of interests in already controlled entities and sales transactions of interests without, such resulting in the loss of control and (f) calculation of the result in the sale of participation with loss of control and need of remeasurement of the interests controlled kept into the disposed participation, not being however material its effect in the financial statements for the first quarter of 2010.
The subsidiaries included in the consolidated financial statements, its head offices and percentage of share capital held by Sonae Investimentos as at 31 March 2010 and 31 December 2009 are as follows:
| Percentage of capital held | ||||||
|---|---|---|---|---|---|---|
| 31 March 2010 | 31 December 2009 | |||||
| COMPANY | Head Office | Direct | Total | Direct | Total | |
| Sonae Investimentos, SGPS, SA | Matosinhos | HOLDING | HOLDING | HOLDING | HOLDING | |
| Arat Inmuebles, SA | a) | Madrid (Spain) | 100.00% | 100.00% | 100.00% | 100.00% |
| Azulino Imobiliária, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% |
| BB Food Service, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% |
| Bertimóvel - Sociedade Imobiliária, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% |
| Best Offer - Prestação de Informações por Internet, SA |
a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% |
| Bikini, Portal de Mulheres, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% |
| Bom Momento - Comércio Retalhista, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% |
| Canasta - Empreendimentos Imobiliários, SA |
a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% |
| Carnes do Continente - Industria e Distribuição Carnes, SA |
a) | Santarém | 100.00% | 100.00% | 100.00% | 100.00% |
| Chão Verde - Sociedade de Gestão Imobiliária, SA |
a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% |
| Citorres - Sociedade Imobiliária, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% |
| Contibomba - Comércio e Distribuição de Combustíveis, SA |
a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% |
| Contimobe - Imobiliária de Castelo de Paiva, SA |
a) | Castelo de Paiva | 100.00% | 100.00% | 100.00% | 100.00% |
|---|---|---|---|---|---|---|
| Continente Hipermercados, SA | a) | Lisboa | 100.00% | 100.00% | 100.00% | 100.00% |
| Cumulativa - Sociedade Imobiliária, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% |
| Difusão - Sociedade Imobiliária, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% |
| Edições Book.it, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% |
| Efanor - Design e Serviços, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% |
| Estevão Neves - Hipermercados da Madeira, SA |
a) | Madeira | 100.00% | 100.00% | 100.00% | 100.00% |
| Farmácia Selecção, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% |
| Fozimo - Sociedade Imobiliária, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% |
| Fozmassimo - Sociedade Imobiliária, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% |
| Fundo de Investimento Imobiliário Fechado Imosede |
a) | Maia | 54.55% | 54.55% | 54.55% | 54.55% |
| Fundo de Investimento Imobiliário Imosonae Dois |
a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% |
| Global S - Hipermercado, Lda | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% |
| Good and Cheap - Comércio Retalhista, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% |
| Hipotética - Comércio Retalhista, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% |
| Igimo - Sociedade Imobiliária, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% |
| Iginha - Sociedade Imobiliária, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% |
| Imoconti - Sociedade Imobiliária, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% |
| Imoestrutura - Sociedade Imobiliária, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% |
| Imomuro - Sociedade Imobiliária, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% |
| Imoresultado - Sociedade Imobiliária, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% |
| Imosistema - Sociedade Imobiliária, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% |
| Infofield - Informática, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% |
| Inventory - Acessórios de Casa, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% |
| Just Sport - Comércio de Artigos de Desporto, SA |
a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% |
| Marcas MC, zRT | a) | Budapest (Hungary) |
100.00% | 100.00% | 100.00% | 100.00% |
| SONAE INVESTIMENTOS, SGPS, SA | ||||||
|---|---|---|---|---|---|---|
| MJLF - Empreendimentos Imobiliários, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% |
| MC - SGPS, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% |
| Modalfa - Comércio e Serviços, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% |
| Modalloop – Vestuário e Calçado, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% |
| Modelo - Distribuição de Materiais de Construção, SA |
a) | Maia | 50% | 50% | 50% | 50% |
| Modelo Continente Hipermercados, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% |
| Modelo Continente Seguros - Sociedade Mediação, SA |
a) | Porto | 75.00% | 75.00% | 75.00% | 75.00% |
| Modelo Hiper Imobiliária, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% |
| Modelo Hipermercados Trading, SA | a) | Madrid (Spain) | 100.00% | 100.00% | 100.00% | 100.00% |
| Modelo.com - Vendas p/Correspond., SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% |
| NA - Comércio de Artigos de Desporto, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% |
| NA - Equipamentos para o Lar, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% |
| Peixes do Continente - Indústria e Distribuição de Peixes, SA |
a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% |
| Pharmacontinente - Saúde e Higiene, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% |
| Pharmaconcept – Actividades em Saúde, SA |
a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% |
| Predicomercial - Promoção Imobiliária, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% |
| Selifa - Empreendimentos Imobiliários de Fafe, SA |
a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% |
| Sempre à Mão - Sociedade Imobiliária, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% |
| Sesagest - Proj.Gestão Imobiliária, SA | a) | Porto | 100.00% | 100.00% | 100.00% | 100.00% |
| Socijofra - Sociedade Imobiliária, SA | a) | Gondomar | 100.00% | 100.00% | 100.00% | 100.00% |
| Sociloures - Sociedade Imobiliária, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% |
| Soflorin, BV | a) | Amsterdam (The Netherlands) |
100.00% | 100.00% | 100.00% | 100.00% |
| Solaris Supermercados, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% |
| Sonae Capital Brasil, Lda | a) | São Paulo (Brazil) | 100.00% | 100.00% | 100.00% | 100.00% |
Sonaecenter Serviços II, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Sonaerp – Retail Properties, SA a) Porto 100.00% 100.00% 100.00% 100.00%
| Sonae Specialized Retail, SGPS, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% |
|---|---|---|---|---|---|---|
| Sonae Retalho España - Servicios Generales, SA |
a) | Madrid (Spain) | 100.00% | 100.00% | 100.00% | 100.00% |
| SIAL Participações, Ltda | a) | São Paulo (Brazil) | 100.00% | 100.00% | 100.00% | 100.00% |
| Sondis Imobiliária, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% |
| Sontária - Empreendimentos Imobiliários, SA |
a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% |
| Sonvecap, BV | a) | Amsterdam (The Netherlands) |
100.00% | 100.00% | 100.00% | 100.00% |
| Sport Zone - Comércio de Artigos de Desporto, SA |
a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% |
| Sport Zone Espanã - Comércio de Articulos de Deporte, SA |
a) | Madrid (Spain) | 100.00% | 100.00% | 100.00% | 100.00% |
| Têxtil do Marco, SA | a) | Marco de Canaveses |
90.37% | 90.37% | 80.37% | 80.37% |
| Tlantic Portugal - Sistemas de Informação, SA |
a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% |
| Tlantic Sistemas de Informação, Ltda | a) | Porto Alegre (Brazil) |
100.00% | 100.00% | 100.00% | 100.00% |
| Todos os Dias - Com. Ret. Expl. C. Comer., SA |
a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% |
| Valor N, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% |
| Well W - Electrodomésticos e Equipamentos, SA |
a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% |
| Worten - Equipamento para o Lar, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% |
| Worten España Distribución, S.L. | a) | Madrid (Spain) | 100.00% | 100.00% | 100.00% | 100.00% |
| Zippy – Comércio e Distribuição, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% |
| Zippy - Comércio Y Distribución, SA | a) | Madrid (Spain) | 100.00% | 100.00% | 100.00% | 100.00% |
SONAE INVESTIMENTOS, SGPS, SA
These companies have been included in the consolidation by the full consolidation method, taking into consideration that these companies are controlled by Sonae Investimentos, SGPS, SA.
Jointly controlled companies included in the consolidated financial statements, their head offices and the percentage of share capital held as at 31 March 2010 and 31 December 2009 are as follows:
| Percentage of capital held | |||||
|---|---|---|---|---|---|
| 31 March 2010 | 31 December 2009 | ||||
| COMPANY | Head Office | Direct | Total | Direct | Total |
| Equador & Mendes - Agência de Viagens e Turismo, Lda |
Lisboa | 50.00% | 37.50% | 50.00% | 37.50% |
| Marcas do Mundo - Viagens e Turismo, Sociedade Unipessoal, Lda |
Lisboa | 50.00% | 50.00% | 50.00% | 50.00% |
| Movimentos Viagens - Viagens e Turismo, Sociedade Unipessoal, Lda |
Lisboa | 50.00% | 50.00% | 50.00% | 50.00% |
| Nova Equador Internacional,Agência de Viagens e Turismo, Lda |
Lisboa | 50.00% | 37.50% | 50.00% | 37.50% |
| Puravida - Viagens e Turismo, Lda | Lisboa | 50.00% | 50.00% | 50.00% | 50.00% |
| Nova Equador P.C.O. e Eventos, Sociedade Unipessoal, Lda |
Lisboa | 50.00% | 37.50% | 50.00% | 37.50% |
| Raso SGPS, SA | Lisboa | 50.00% | 50.00% | 50.00% | 50.00% |
| Raso - Viagens e Turismo, SA | Lisboa | 50.00% | 50.00% | 50.00% | 50.00% |
| Viajens y Turismo de Geotur España, S.L. | Madrid (Spain) | 50.00% | 50.00% | 50.00% | 50.00% |
These entities were consolidated using the proportionate consolidation method.
Aggregate amounts, excluding intragroup eliminations, corresponding to the percentage of capital held in these jointly controlled companies included in the financial statements for the period, using the proportionate consolidation method, can be summarized as follows:
| 31 March 2010 | 31 December 2009 | |
|---|---|---|
| Non-current assets | 35.362.964 | 35.087.564 |
| Current assets | 36.854.673 | 30.936.870 |
| Non-current liabilities | 3.535.249 | 3.577.682 |
| Current liabilities | 42.296.034 | 35.666.824 |
| 31 March 2010 | 31 March 2009 | |
| Income | 21.821.590 | 22.297.077 |
| Expenses | 22.215.164 | 23.509.024 |
Associated companies, their head offices, the percentage of share capital held and their book value as at 31 March 2010 and 31 December 2009 are as follows:
| Percentage of capital held | |||||||
|---|---|---|---|---|---|---|---|
| 31 March 2010 | 31 December 2009 | Book value | |||||
| COMPANY | Head Office | Direct | Total | Direct | Total | 31 March 2010 | 31 December 2009 |
| Sonaegest - Soc. Gestora de Fundos de Investimento, SA Sempre a Postos - Produtos Alimentares e Utilidades, Lda |
Maia Lisbon |
40.00% 25.00% |
40.00% 25.00% |
40.00% 25.00% |
40.00% 25.00% |
872,486 1,568,124 |
824,888 1,551,585 |
| Total | 2,440,610 | 2,376,473 |
Associated companies were consolidated using the equity method.
Aggregated values of financial indicators of associated companies are as follows:
| 31 December 2009 |
|---|
| 18,725,950 |
| 10,446,448 |
| 31 March 2009 |
| 15,053,866 |
| 14,850,078 |
During the periods ended 31 March 2010 and 2009, movements in investments in associated companies, are made up as follows:
| 31 March 2010 | 31 March 2009 | |
|---|---|---|
| Investments in associated companies Balance as at 1 January |
2,376,473 | 64,671,483 |
| Equity method | ||
| Effect in net income | 64,137 | 413,698 |
| Effect in equity | - | - |
| 2,440,610 | 65,085,181 |
Other non-current investments, their head offices, percentage of share capital held and book value as at 31 March 2010 and 31 December 2009 are as follows:
| Percentage of capital held | |||||||
|---|---|---|---|---|---|---|---|
| 31 March 2010 | 31 December 2009 | Book value | |||||
| COMPANY | Head Office | Direct | Total | Direct | Total | 31 March 2010 | 31 December 2009 |
| Dispar - Distrib. de Participações, SGPS, SA Lisbon | 7.14% | 7.14% | 7.14% | 7.14% | 4,988 | 4,988 | |
| Insco - Insular de Hipermerc., SA | Ponta Delgada | 10.00% | 10.00% | 10.00% | 10.00% | 748,197 | 748,197 |
| Other investments | 10,431 | 10,681 | |||||
| 763,616 | 763,866 |
During the periods ended 31 March 2010 and 2009, movements in other non-current investments are made up as follows:
| 31 March 2010 | 31 March 2009 | |
|---|---|---|
| Investments in other companies | ||
| Opening balance as at 1 January | 841,055 | 787,936 |
| Acquisitions in the period | - | - |
| Changes in consolidation perimeter | - | - |
| Disposals in the period | (253) | - |
| Transfers | - | - |
| Closing balance as at 31 March | 840,802 | 787,936 |
| Accumulated impairment losses | (77,186) | (13,158) |
| 763,616 | 774,778 | |
| Financial investments advance: | ||
| Opening balance as at 1 January | - | 1,584,193 |
| Changes in consolidation perimeter | - | - |
| Transfers | - | - |
| Closing balance as at 31 March | - | 1,584,193 |
| 763,616 | 2,358,971 |
The amount of investments in other companies is mainly related with investments in non listed companies, whose fair value was not estimated because it can't be measured in a reliable way. Therefore, Investments in other companies are recorded at their acquisition cost, net of impairment losses.
During the three months period ended 31 March 2010 and 2009, movements in Tangible assets as well as depreciation and accumulated impairment losses, are made up as follows:
| Tangible assets | |||||
|---|---|---|---|---|---|
| Tangible | Total | ||||
| Land and | Plant and | assets | Tangible | ||
| Buildings | Machinery | Others | in progress | Assets | |
| Gross costs: | |||||
| Opening balance as at 1 January 2010 | 1,724,171,227 | 948,112,681 | 168,570,677 | 92,462,860 | 2,933,317,445 |
| Capital expenditure | 3,686,223 | 165,400 | 800,113 | 42,531,810 | 47,183,546 |
| Disposals | (11,261,965) | (156,773) | (2,797,932) | (2,431,437) | (16,648,107) |
| Exchange rate effect | 16,875 | 47,296 | 36,849 | - | 101,020 |
| Transfers | 13,220,388 | 39,120,973 | 2,866,260 | (55,334,764) | (127,143) |
| Closing balance as at 31 March 2010 | 1,729,832,748 | 987,289,577 | 169,475,967 | 77,228,469 | 2,963,826,761 |
| Accumulated depreciation | |||||
| and impairment losses | |||||
| Opening balance as at 1 January 2010 | 218,182,844 | 398,544,190 | 118,096,988 | - | 734,824,022 |
| Charge for the period | 7,080,838 | 21,568,415 | 5,038,558 | - | 33,687,811 |
| Disposals | (1,705,729) | (28,913) | (2,781,157) | - | (4,515,799) |
| Exchange rate effect | 9,911 | 24,464 | 14,908 | - | 49,283 |
| Transfers | - | (929) | 740 | - | (189) |
| Closing balance as at 31 March 2010 | 223,567,864 | 420,107,227 | 120,370,037 | - | 764,045,128 |
| Carrying amount | |||||
| As at 31 March 2010 | 1,506,264,884 | 567,182,350 | 49,105,930 | 77,228,469 | 2,199,781,633 |
| Tangible assets | |||||
|---|---|---|---|---|---|
| Tangible | Total | ||||
| Land and | Plant and | assets | Tangible | ||
| Buildings | Machinery | Others | in progress | Assets | |
| Gross costs: | |||||
| Opening balance as at 1 January 2009 | 1,496,938,520 | 717,639,990 | 150,509,335 | 195,762,509 | 2,560,850,354 |
| Capital expenditure | 7,161,779 | 169,409 | 564,211 | 68,053,641 | 75,949,040 |
| Disposals | (18,674) | (3,271,319) | (884,615) | (961,041) | (5,135,649) |
| Exchange rate effect | 15,923 | 45,522 | 31,803 | - | 93,248 |
| Transfers | 25,207,314 | 46,955,976 | 5,017,425 | (85,914,353) | (8,733,638) |
| Closing balance as at 31 March 2009 | 1,529,304,862 | 761,539,578 | 155,238,159 | 176,940,756 | 2,623,023,355 |
| Accumulated depreciation | |||||
| and impairment losses | |||||
| Opening balance as at 1 January 2009 | 192,480,780 | 340,961,819 | 103,106,486 | - | 636,549,085 |
| Charge for the period | 6,122,251 | 16,444,510 | 5,107,771 | - | 27,674,532 |
| Disposals | (93) | (2,882,284) | (751,024) | - | (3,633,401) |
| Exchange rate effect | 8,497 | 17,943 | 10,535 | - | 36,975 |
| Transfers | - | (24,096) | (10,634) | - | (34,730) |
| Closing balance as at 31 March 2009 | 198,611,435 | 354,517,892 | 107,463,134 | - | 660,592,461 |
| Carrying amount | |||||
| As at 31 March 2009 | 1,330,693,427 | 407,021,686 | 47,775,025 | 176,940,756 | 1,962,430,894 |
The most significant values included in the caption "Tangible assets in progress" refer to the following projects:
| 31 March 2010 | 31 March 2009 | |
|---|---|---|
| Refurbishment and expansion of stores in the retail businesses located in Portugal |
62,176,110 | 131,286,071 |
| Refurbishment and expansion of stores in the retail businesses located in Spain |
3,231,868 | 5,645,273 |
| Projects of "Modelo" and "Continente" stores for which advance payments were made |
11,120,731 | 37,797,426 |
| Others | 699,760 | 2,211,986 |
| 77,228,469 | 176,940,756 |
During the three months period ended 31 March 2010 and 2009, movements in Intangible assets as well as depreciation and accumulated impairment losses, are made up as follows:
| Intangible assets | ||||||
|---|---|---|---|---|---|---|
| Intangible | Total | |||||
| Patents and other | assets | Intangible | ||||
| similar rights | Others | in progress | Assets | |||
| Gross costs: | ||||||
| Opening balance as at 1 January 2010 | 100,024,070 | 154,435,896 | 11,463,187 | 265,923,153 | ||
| Capital expenditure | 326,004 | 19,669 | 2,171,116 | 2,516,789 | ||
| Disposals | - | - | (450) | (450) | ||
| Exchange rate effect | - | 8,290 | - | 8,290 | ||
| Transfers | 80,058 | 87,846 | (558,574) | (390,670) | ||
| Closing balance as at 31 March 2010 | 100,430,132 | 154,551,701 | 13,075,279 | 268,057,112 | ||
| Accumulated depreciation | ||||||
| and impairment losses | ||||||
| Opening balance as at 1 January 2010 | 11,122,065 | 92,480,784 | - | 103,602,849 | ||
| Charge for the period | 879,791 | 4,027,253 | - | 4,907,044 | ||
| Disposals | - | - | - | - | ||
| Exchange rate effect | - | 6,488 | - | 6,488 | ||
| Transfers | (7,737) | - | - | (7,737) | ||
| Closing balance as at 31 March 2010 | 11,994,119 | 96,514,525 | - | 108,508,644 | ||
| Carrying amount | ||||||
| As at 31 March 2010 | 88,436,013 | 58,037,176 | 13,075,279 | 159,548,468 |
| Intangible assets | ||||||
|---|---|---|---|---|---|---|
| Intangible | Total | |||||
| Patents and other | assets | Intangible | ||||
| similar rights | Others | in progress | Assets | |||
| Gross costs: | ||||||
| Opening balance as at 1 January 2009 | 93,146,363 | 141,148,617 | 20,204,279 | 254,499,259 | ||
| Capital expenditure | 117,274 | 833 | 4,637,540 | 4,755,647 | ||
| Disposals | - | (2,500) | (197,609) | (200,109) | ||
| Exchange rate effect | - | 8,265 | - | 8,265 | ||
| Transfers | 280,756 | 66,648 | (528,532) | (181,128) | ||
| Closing balance as at 31 March 2009 | 93,544,393 | 141,221,863 | 24,115,678 | 258,881,934 | ||
| Accumulated depreciation | ||||||
| and impairment losses | ||||||
| Opening balance as at 1 January 2009 | 8,010,594 | 82,199,309 | - | 90,209,903 | ||
| Charge for the period | 727,469 | 3,122,893 | - | 3,850,362 | ||
| Disposals | - | (292) | - | (292) | ||
| Exchange rate effect | - | 4,239 | - | 4,239 | ||
| Transfers | 4,349 | - | - | 4,349 | ||
| Closing balance as at 31 March 2009 | 8,742,412 | 85,326,149 | - | 94,068,561 | ||
| Carrying amount | ||||||
| As at 31 March 2009 | 84,801,981 | 55,895,714 | 24,115,678 | 164,813,373 | ||
The heading "Intangible assets in progress" is mainly composed by IT projects and software development.
Additionally, this heading also includes the fair value attributed to a group of brands with indefinite useful lives, among which the "Continente" brand amounts to 75,000,000 euro (the same amount as at 31 December 2009).
During the three months period ended 31 March 2010 and 2009 movements in goodwill, as well as in corresponding impairment losses, were made up as follows:
| 31 March 2010 | 31 December 2009 | |
|---|---|---|
| Gross value: | ||
| Opening balance | 528,076,621 | 529,211,677 |
| New companies in the consolidation perimeter | - | 2,297,794 |
| Increases | 290,958 | - |
| Decreases | - | (3,432,850) |
| Closing balance | 528,367,579 | 528,076,621 |
| Accumulated impairment | ||
| losses: | ||
| Opening balance | 8,191,583 | 8,191,583 |
| Increases | - | - |
| Closing balance | 8,191,583 | 8,191,583 |
| Carrying amount: | 520,175,996 | 519,885,038 |
As at 31 March 2010 and 2009 movements in this caption can be detailed as follows:
| 31 March 2010 | 31 March 2009 | |
|---|---|---|
| Other investments: | ||
| Opening balance as at 1 January | 57,294,670 | 60,956,595 |
| Increases in the period | 911,272 | 790,791 |
| Decreases in the period | - | - |
| Increase/(Decrease) in fair value | 572,349 | 162,695 |
| Transfers | - | - |
| Closing balance as at 31 March | 58,778,291 | 61,910,081 |
| Accumulated impairment losses | - | - |
| 58,778,291 | 61,910,081 | |
| Derivative financial instruments | ||
| Fair value as at 1 January | 365,121 | 1,849,128 |
| Acquisitions in the period | 1,067,939 | 136,621 |
| Disposals in the period | (275,225) | (72,494) |
| Increase/(Decrease) in fair value | - | (1,399,770) |
| Fair value as at 31 March | 1,157,835 | 513,485 |
| Other Investments | 59,936,126 | 62,423,566 |
Under the caption "Other financial investments" is recorded an amount of 45,119,484 euro (55,954,527 euro as at 31 March 2009) related to deposited amounts on an Escrow Account which are invested in investment funds with superior rating and guarantee contractual liabilities assumed by Sonae Investimentos which may arise from the sale of Sonae Distribuição Brasil, S.A. and for which provisions were recorded (Note 22).
Although in accordance with the deadlines contractually established, the Escrow Account should have already been released by the buyer, that didn´t happen as there are some points of disagreement on how to use the Escrow Account, namely as to whether or not, to return the Escrow Account for ongoing fiscal procedures that have not yet been decided by Brazilian authorities. It is the understanding of the Board of Directors, based in the legal opinions of Brazilian and Portuguese lawyers, that this amount shall be entirely received up to 31 December 2010, and that there are legal means that may be operated so as to compel the buyer to authorize the return of the Escrow account. If the negotiations currently under way between the two parties do not accomplish in results, it is the intention of the Board to make use of such legal means.
As at 31 March 2010 and 31 December 2009, other non-current assets are detailed as follows:
| 31 March 2010 | 31 December 2009 | |
|---|---|---|
| Trade accounts receivable and other debtors | ||
| Bails | 3,332,659 | 2,949,266 |
| Legal deposits | 855,947 | 819,480 |
| Others | - | - |
| 4,188,606 | 3,768,746 | |
| Other non-current assets | 597,194 | 567,810 |
| 4,785,800 | 4,336,556 | |
As at 31 March 2010 and 31 December 2009, Clients and other current assets are made up as follows:
| 31 March 2010 | 31 December 2009 | |
|---|---|---|
| Trade account receivables | 38,082,855 | 44,872,052 |
| Taxes recoverable | 41,999,021 | 28,379,704 |
| Granted loans to related companies | 1,007,975 | 1,008,193 |
| Other debtors | ||
| Trade suppliers - debtor balances | 67,152,202 | 70,708,453 |
| Credit sales sold to third parties | 1,467,577 | 1,275,849 |
| Special regime for settlement of tax and social security debts | 13,999,945 | 13,999,945 |
| VAT recoverable on real estate assets | 7,472,311 | 17,696,916 |
| Accounts receivable from the disposal of tangible fixed assets | 3,185,390 | 4,957,938 |
| Advances on suppliers | 10,200,000 | 14,642,280 |
| Other debtors | 16,796,137 | 21,044,318 |
| 120,273,562 | 144,325,699 | |
| Commercial Discounts | 23,632,555 | 13,001,652 |
| Interests to be received | 1,674,548 | 1,674,227 |
| Commissions to be received | 1,611,507 | 1,640,164 |
| Rents | 3,899,822 | 3,916,650 |
| Condominiums management fee's | 1,870,400 | 1,702,948 |
| Insurance premiums paid in advance | 4,174,233 | 3,054,380 |
| Other current assets | 8,415,198 | 7,548,122 |
| 45,278,263 | 32,538,142 | |
| Accumulated impairment losses | (21,219,588) | (25,029,184) |
| 225,422,088 | 226,094,606 |
Deferred tax assets and liabilities as at 31 March 2010 and 31 December 2009 are as follows, taking into consideration its temporary differences:
| Deferred tax assets | Deferred tax liabilities | ||||
|---|---|---|---|---|---|
| 31 March 2010 | 31 December 2009 | 31 March 2010 | 31 December 2009 | ||
| Difference between fair value and acquisition cost | 3,432,000 | 3,450,247 | 28,573,615 | 29,131,447 | |
| Harmonisation adjustments | 92,118 | 29,142 | 50,083,632 | 47,638,444 | |
| Provisions and impairment losses not accepted for tax purposes | 4,633,165 | 5,308,282 | - | - | |
| Write-off of tangible and intangible assets | 7,527,821 | 7,811,377 | - | - | |
| Write-off of deferred costs | - | - | 21,326 | 21,922 | |
| Valuation of hedging derivatives | 1,504,207 | 1,622,203 | 306,826 | 96,757 | |
| Amortisation of Goodwill for tax purposes | - | - | 15,705,036 | 13,960,032 | |
| Non taxed exchange differences | - | - | 232,497 | 928,553 | |
| Revaluation of tangible assets | - | - | 2,093,875 | 2,129,663 | |
| Tax losses carried forward | 80,582,207 | 72,114,888 | - | - | |
| Reinvested capital gains/(losses) | - | - | 2,066,951 | 2,102,270 | |
| Others | - | 134,898 | 2,057,145 | 735,330 | |
| 97,771,518 | 90,471,037 | 101,140,903 | 96,744,418 |
As at 31 March 2010, and 31 December 2009, and in accordance with the tax statements presented by companies that recorded deferred tax assets arising from tax losses carried forward and using exchange rates effective at that time, tax losses carried forward can be summarized as follows:
| 31 March 2010 | 31 December 2009 | |||||
|---|---|---|---|---|---|---|
| Tax losses carried forward |
Deferred tax assets |
Time limit | Tax losses carried forward |
Deferred tax assets |
Time limit | |
| With limited time use | ||||||
| Generated in 2004 | 329,782 | 82,446 | 2010 | 159,844 | 39,961 | 2010 |
| Generated in 2005 | 297,248 | 74,312 | 2011 | 509,857 | 127,464 | 2011 |
| Generated in 2006 | - | - | 2012 | - | - | 2012 |
| Generated in 2007 | 14,594,303 | 3,648,576 | 2013 | 15,270,805 | 3,817,701 | 2013 |
| Generated in 2008 | 3,569,648 | 892,412 | 2014 | 3,571,591 | 892,898 | 2014 |
| Generated in 2009 | 10,448,472 | 2,612,118 | 2015 | 10,454,096 | 2,613,524 | 2015 |
| Generated in 2010 | 22,303,170 | 5,575,790 | 2016 | - | - | |
| 51,542,623 | 12,885,654 | 29,966,194 | 7,491,549 | |||
| Without limited time use | 205,144 | 69,749 | 940,305 | 319,704 | ||
| With a time limit different from the above mentioned |
225,422,680 | 67,626,804 | 214,345,452 | 64,303,636 | ||
| 225,627,824 | 67,696,553 | 215,285,757 | 64,623,339 | |||
| 277,170,447 | 80,582,207 | 245,251,950 | 72,114,888 |
As at 31 March 2010 and 31 December 2009, deferred tax assets to recognize were assessed and only recognized to the extent it was probable that sufficient taxable profits will be available in the future against which the deferred tax assets can be used, or when taxable temporary differences are recognized by the same entity and expected to reverse in the same period. This assessment was based on business plans of Sonae Investimentos companies, which are periodically reviewed and updated, and on identified and available tax planning opportunities.
As at 31 March 2010, there were tax losses carried forward, for which no deferred tax assets were recognized for prudential reasons. These can be detailed as follows:
| 31 March 2010 | 31 December 2009 | |||||||
|---|---|---|---|---|---|---|---|---|
| Tax losses carried forward |
Deferred tax credit | Time limit | Tax losses carried forward |
Deferred tax credit |
Time limit | |||
| With limited time use | ||||||||
| Generated in 2004 | 292,987 | 73,247 | 2010 | 292,987 | 73,247 | 2010 | ||
| Generated in 2005 | 22,523 | 5,631 | 2011 | 22,523 | 5,631 | 2011 | ||
| Generated in 2006 | 337,684 | 84,420 | 2012 | 337,684 | 84,420 | 2012 | ||
| Generated in 2007 | 819,543 | 204,886 | 2013 | 819,543 | 204,886 | 2013 | ||
| Generated in 2008 | 5,191,322 | 1,297,831 | 2014 | 5,191,322 | 1,297,831 | 2014 | ||
| Generated in 2009 | 3,393,285 | 848,321 | 2015 | 3,391,900 | 847,975 | 2015 | ||
| Generated in 2010 | 532,918 | 133,230 | 2016 | - | - | |||
| 10,590,262 | 2,647,566 | 10,055,959 | 2,513,990 | |||||
| Without limited time use | 9,194,588 | 3,126,160 | 5,871,991 | 1,996,477 | ||||
| With a time limit different from the above mentioned |
14,959,074 | 3,751,264 | 14,975,938 | 3,756,324 | ||||
| 34,743,924 | 9,524,990 | 30,903,888 | 8,266,791 |
As at 31 March 2010 and 31 December 2009 cash and cash equivalents can be detailed as follows:
| 31 March 2010 | 31 December 2009 | |
|---|---|---|
| Cash at hand | 6.077.816 | 6.120.299 |
| Bank deposits | 55.346.194 | 105.275.640 |
| Treasury applications | 11.634 | 11.128 |
| Cash and cash equivalents on the balance sheet | 61.435.644 | 111.407.067 |
| Bank overdrafts (Note 15) | (24.649.061) | (23.065.285) |
| 36.786.583 | 88.341.782 |
Bank overdrafts, are recorded in the balance sheet under the caption Current loans.
As at 31 March 2010, the share capital, which is fully subscribed and paid for, is made up by 1,000,000,000 ordinary shares which do not hold right to any fixed income, with a nominal value of 1 euro each.
As at 31 March 2010, the following entities held more than 20% of the subscribed share capital:
| Entity | % |
|---|---|
| Sonae, SGPS, S.A. | 82.48% |
| Sonae Investments, BV | 17.52% |
As at 31 March 2010, Efanor Investimentos S.G.P.S., S.A. and its subsidiaries held 52.98% of the share capital of Sonae, SGPS, SA.
As at 31 March 2010 and 31 December 2009, loans are made up as follows:
| 31 March 2010 | 31 December 2009 | |||||
|---|---|---|---|---|---|---|
| Outstanding amount | Outstanding amount | |||||
| Amount limit | Current | Non-Current | Amount limit | Current | Non-Current | |
| Bank loans | ||||||
| Sonae Investimentos, SGPS, SA - commercial paper | 702,500,000 | - | 484,333,333 | 692,500,000 | - | 271,000,000 |
| Continente Hipermercados, SA - commercial paper | 30,000,000 | - | - | 30,000,000 | - | - |
| Others | 23,333,334 | - | 3,333,333 | 15,000,000 | ||
| 23,333,334 | 484,333,333 | 3,333,333 | 286,000,000 | |||
| Bank overdrafts (Note 15) | 24,649,061 | - | 23,065,285 | - | ||
| Up-front fees beard with the issuance of loans | (7,667) | (94,884) | (7,667) | (105,107) | ||
| Bank loans | 47,974,728 | 484,238,449 | 26,390,951 | 285,894,893 | ||
| Bonds | ||||||
| Bonds Modelo Continente / 2003 | - | 82,000,000 | - | 82,000,000 | ||
| Bonds Modelo Continente / 2004 | - | - | - | - | ||
| Bonds Modelo Continente / 2005/2010 | 64,925,000 | - | 64,925,000 | - | ||
| Bonds Modelo Continente / 2005/2012 | - | 150,000,000 | - | 150,000,000 | ||
| Bonds Modelo Continente / 2007/2012 | - | 200,000,000 | - | 200,000,000 | ||
| Bonds Sonae Distribuição / 2007/2015 |
- | 200,000,000 | - | 200,000,000 | ||
| Bonds Sonae Distribuição / 2007/2015 |
- | 310,000,000 | - | 310,000,000 | ||
| Bonds Sonae Distribuição / 2009/2014 |
- | 50,000,000 | - | 50,000,000 | ||
| Up-front fees bearded with the issuance of loans | (14,578) | (4,164,699) | (25,511) | (4,516,975) | ||
| Bonds | 64,910,422 | 987,835,301 | 64,899,489 | 987,483,025 | ||
| Other loans | 27,716 | 196,232 | 33,466 | 198,853 | ||
| Derivative instruments (Note 18) | 6,329,379 | - | 7,902,322 | - | ||
| Other loans | 6,357,095 | 196,232 | 7,935,788 | 198,853 | ||
| Obligations under finance leases | 4,031,275 | 8,731,687 | 4,704,670 | 8,620,393 | ||
| 123,273,520 | 1,481,001,669 | 103,930,898 | 1,282,197,164 |
As at 31 March 2010 the average interest rate of bonds and bank loans was approximately 1.48% (1.65% on 31 December 2009). The fair value of these loans is estimated to be similar to their market value.
The derivative instruments are recorded at fair value (Note 18).
The repayment schedule of borrowings (including bank loans and obligations under finance leases) is summarized as follows:
| 31 March 2010 | 31 December 2009 | |
|---|---|---|
| N+1 a) | 116,966,386 | 96,061,754 |
| N+2 | 103,026,418 | 95,469,679 |
| N+3 | 395,907,798 | 370,883,410 |
| N+4 | 202,268,554 | 205,263,112 |
| N+5 | 425,052,177 | 255,078,237 |
| After N+5 | 359,006,308 | 360,124,809 |
| 1,602,227,641 | 1,382,881,001 |
a) Includes the amounts used of the commercial paper programs.
The maturities above were estimated in accordance with the contractual terms of loans, which do not have any financial covenants.
Exchange rate derivatives
In what concerns financial risk management policy, Sonae Investimentos uses exchange rate derivatives, essentially to hedge future cash flows.
As at 31 March 2010, the fair value of the exchange rate derivatives, calculated taking into consideration the present market value of equivalent financial instruments, is estimated as follows:
| 31 March 2010 | 31 December 2009 | ||
|---|---|---|---|
| Assets (Note 11) | 1,157,835 | 365,121 | |
| Liabilities (Note 21) | (1,479) | (79,039) | |
| 1,156,356 | 286,082 | ||
Gains or losses for the period arising from changes in the fair value of exchange rate derivatives amounting to (870,213) euro (15,744 euro in 2009), were recorded directly in the income statement under the heading "Other expenses".
The derivatives recorded as liabilities, as at 31 March 2010, were swaps and zero cost collars. According to the accounting principles, those instruments meet all the requirements to be designated as interest rate hedging instruments.
The fair value is as follows:
| 31 March 2010 | 31 December 2009 | |
|---|---|---|
| Assets | - | - |
| Liabilities | (6,327,900) | (7,823,283) |
| (6,327,900) | (7,823,283) |
These interest rate derivatives are valued at fair value, at the balance sheet date, based on valuations performed by Sonae Investimentos using specific software and on external valuations when this software does not deal with specific instruments. The fair value of interest rate derivatives was calculated, as at the balance sheet date, based on the discounted cash flow of the difference between the fixed interest rate of the fixed leg and the indexed variable interest rate inherent to the variable leg.
The fair value of the derivatives is detailed as follows:
| Assets | Liabilities | |||
|---|---|---|---|---|
| 31 March 2010 | 31 December 2009 | 31 March 2010 | 31 December 2009 | |
| Derivatives not qualified as hedging | ||||
| Exchange rate | 1,157,835 | 365,121 | 1,479 | 79,039 |
| Interest rate | - | - | - | - |
| Hedging derivatives | ||||
| Exchange rate | - | - | - | - |
| Interest rate | - | - | 6,327,900 | 7,823,283 |
| Interest and exchange rate | - | - | - | - |
| Other derivatives | - | - | - | - |
| 1,157,835 | 365,121 | 6,329,379 | 7,902,322 |
As at 31 March 2010 and 31 December 2009 "Other non-current liabilities" were made up as follows:
| 31 March 2010 | 31 December 2009 | |
|---|---|---|
| Shareholders loans | 10,931,827 | 10,931,827 |
| Fixed assets suppliers | 1,275,000 | 1,287,500 |
| Responsibilities for payments in shares (Note 20) | 1,634,160 | 2,069,462 |
| Other non-current liabilities | 940,791 | 858,717 |
| Accruals and deferrals | 993,596 | 1,075,422 |
| Other non-current liabilities | 15,775,374 | 16,222,928 |
As at 31 March 2010 and 31 December 2009, the caption "Other non-current trade accounts payable" mainly refers to the estimated amounts to fulfill the legal and tax obligations of a Brazilian subsidiary which was considered appropriate to face up to future losses on lawsuits and for which legal deposits exist, which are recorded under the caption "Other non-current assets" (Note 12), with no defined maturity.
The amount payable to participating companies refers to a shareholders' loan granted by a minority shareholder to a subsidiary that bears interests at usual market rates. The fair value of this loan is similar to its book value, with no defined maturity.
In 2010 and in previous years, Sonae Investimentos granted deferred performance bonuses to its directors and eligible employees based on shares to be acquired at nil cost, three years after they were attributed to the employee. The acquisiton can be exercised during the period between the third anniversary of the grant date and the end of that year. Sonae Investimentos has the right to deliver, instead of shares, the equivalent in cash. The option can only be exercised if the employee still works for Sonae Investimentos on the vesting date.
| Grant | Vesting | Number of | Fair value | ||
|---|---|---|---|---|---|
| year | year | participants | 31 March 2010 | 31 December 2009 | |
| Shares | |||||
| 2007 | 2010 | 40 | - | 891,596 | |
| 2008 | 2011 | 48 | 1,986,546 | 1,468,048 | |
| 2009 | 2012 | 48 | 3,997,658 | 3,272,289 | |
| 2010 | 2013 | 51 | 2,233,009 | - | |
| Total | 8,217,213 | 5,631,933 | |||
As at 31 March 2010 and 31 December 2009, the market value of the liabilities arising from share-based payments are made up as follows:
As at 31 March 2010 and 31 December 2009 the financial statements include the following amounts corresponding to the period elapsed between the date of granting and those dates for each deferred bonus plan:
| 31 March 2010 | 31 December 2009 | |
|---|---|---|
| Staff costs | 589,360 | 2,666,299 |
| Recorded in previous years | 2,414,326 | 294,759 |
| 3,003,686 | 2,961,058 | |
| Other non-current liabilities (Note 19) | 1,634,160 | 2,069,462 |
| Other current liabilities (Note 21) | 1,369,526 | 891,596 |
| 3,003,686 | 2,961,058 |
The share based payment plan costs are recognized during the years between the grant and vesting date as staff costs.
As at 31 March 2010 and 31 December 2009 the caption "Suppliers and other current liabilities" can be detailed as follows:
| 31 March 2010 | 31 December 2009 | |
|---|---|---|
| Trade creditors | 855,024,421 | 1,062,040,575 |
| Taxes payable | 53,775,438 | 65,634,240 |
| Other creditors | ||
| Fixed asset suppliers | 40,387,627 | 76,905,111 |
| Related undertakings | 70,000,068 | 100 |
| Other debts | 55,222,583 | 56,253,410 |
| 165,610,278 | 133,158,621 | |
| Other current liabilities | ||
| Personnel costs | 86,490,210 | 86,486,304 |
| Interest payable | 4,066,794 | 6,631,919 |
| Marketing expenses | 9,807,403 | 7,543,181 |
| Other external supplies and services | 27,218,217 | 27,026,280 |
| Accrued income - rents | 6,045,667 | 4,670,177 |
| Real Estate Municipality tax | 4,623,230 | 3,889,818 |
| Share based payments (Note 20) | 1,369,526 | 891,596 |
| Others | 6,113,629 | 7,396,212 |
| 145,734,676 | 144,535,487 | |
| 1,220,144,813 | 1,405,368,923 |
The caption "Other debts" includes:
26,331,506 euro (17,236,223 euro as at 31 December 2009), of attributed discounts not yet used related to loyalty card "Cartão Cliente";
4,539,792 euro (5,501,676 euro as at 31 December 2009) ) related to means of payments owned by clients as vouchers, gift cards and discount tickets;
Movements in "Provisions and impairment losses" for the three months period ended 31 March 2010 and 31 December 2009 were as follows:
| Caption | Balance as at 31 December 2009 |
Increase | Decrease | Balance as at 31 March 2010 |
|---|---|---|---|---|
| Accumulated impairment losses on investments (Note 7) |
77,157 | - | - | 77,157 |
| Accumulated impairment losses on trade account receivables (Note 13) |
8,540,926 | 118,455 | (3,434,212) | 5,225,169 |
| Accumulated impairment losses on other debtors (Note 13) |
16,488,257 | 55,626 | (549,464) | 15,994,419 |
| Accumulated impairment losses on inventories | 18,954,690 | 1,349,709 | (2,092,400) | 18,211,999 |
| Non-current provisions | 9,263,092 | 242,434 | (60,825) | 9,444,701 |
| Current provisions | 2,488,883 | 840,000 | (124,763) | 3,204,120 |
| 55,813,005 | 2,606,224 | (6,261,664) | 52,157,565 |
| Caption | Balance as at 31 December 2008 |
Increase | Decrease | Balance as at 31 March 2009 |
|---|---|---|---|---|
| Accumulated impairment losses on investments | 13,158 | - | - | 13,158 |
| Accumulated impairment losses on trade account receivables |
12,717,269 | 436,369 | (59,130) | 13,094,508 |
| Accumulated impairment losses on other debtors | 12,140,408 | 354,283 | (11,891) | 12,482,800 |
| Accumulated impairment losses on inventories | 18,510,507 | 1,965,263 | (2,489,576) | 17,986,194 |
| Non-current provisions | 12,953,754 | 9,828 | (1,781,405) | 11,182,177 |
| Current provisions | 2,314,563 | - | (210,000) | 2,104,563 |
| 58,649,659 | 2,765,743 | (4,552,002) | 56,863,400 |
The caption "Non-Current Provisions" includes 5,690,357 euro (5,447,923 euro as at 31 December 2009) relating to non-current contingencies assumed by the company, when selling the subsidiary Sonae Distribuição Brasil, S.A. in 2005. This provision is being used as costs are incurred.
As at 31 March 2010 and 31 December 2009, the major contingent liabilities were guarantees given, which are detailed as follows:
| 31 March 2010 | 31 December 2009 | |
|---|---|---|
| Guarantees given: | ||
| on tax claims | 255,391,271 | 251,357,651 |
| on municipal claims | 8,870,982 | 8,998,481 |
| others | 26,105,494 | 27,298,016 |
Includes guarantees amounting to 139,773,777 euro (133,891,206 euro as at 31 December 2009) and 111,316,587 euro (111,279,306 euro as at 31 December 2009) related to appeals against additional corporate Income Tax and VAT assessments, respectively.
Includes guarantees of 687,243 euro (687,243 euro as at 31 December 2009) related to VAT reimbursement requests.
During the period ended 31 December 2009, the Retail food segment has granted a guarantee in favour of tax administration associated with a VAT proceeding, concerning the year 2004, amounting to 30.260.721,33 euro, for which the Company has presented an impugnation.
Additionally, Sonae Investimentos SGPS, SA has granted a guarantee on behalf of the subsidiary referred to above, amounting 46,893,361.33 euro in order to ensure the payment of a VAT debt concerning additional tax settlement related with the period ended as at 2005. The company will carry out an appeal and believes, based on the opinion of their tax advisers, the sentence will be favorable to the company.
A Retail segment company in Brazil granted a guarantee of approximately 30,260,370 euro (72,755,267 Brazilian real), on a tax claim, which is being judged by tax court (72,755,267 Brazilian real as at 31 December 2009).
As a consequence of the sale of a subsidiary company in Brazil, Sonae guaranteed the buyer all the losses incurred by that company arising on unfavorable decisions not open for appeal, concerning tax lawsuits on transactions that took place before the sale date (13 December 2005) and that exceed 40 million euro. As at 31 December 2009, the amount claimed by the Brazilian Tax Authorities concerning the tax lawsuits still in progress, which the company's lawyers assess as having a high probability of loss, amount to near 38 million euro, including processes paid under recovery program Brazilian State taxes ("REFIS") in the amount of 22 million euro (56 million Brazilian real).
Furthermore, there are other tax lawsuits totaling 42 million euro for which the Board of Directors, based on the lawyers' assessment, understands will not imply future losses to the old subsidiary.
No provision has been registered to face risks arising from events related to guarantees given, as the Board of Directors considers that no liabilities will result for Sonae Investimentos.
Balances and transactions with related parties during the periods ended 31 March 2010 and 31 December 2009 are detailed as follows:
| Sales and services rendered | Purchases and services obtained | |||
|---|---|---|---|---|
| Transactions | 31 March 2010 | 31 March 2009 | 31 March 2010 | 31 March 2009 |
| Parent company | 288,780 | 103,410 | - | 139,495 |
| Jointly controlled companies | 54,383 | 204,942 | 594,609 | 444,251 |
| Associated companies | 7,555,357 | 6,503,058 | 239,471 | 867,457 |
| Affiliated companies | 13,904,314 | 12,013,674 | - | - |
| Other related parties (1) | 2,592,881 | 1,431,487 | 19,114,745 | 22,220,065 |
| 24,395,715 | 20,256,571 | 19,948,825 | 23,671,268 | |
| Interest income | Interest expenses | |||
| Transactions | 31 March 2010 | 31 March 2009 | 31 March 2010 | 31 March 2009 |
| Parent company | 324 | - | 61,214 | - |
| Jointly controlled companies | 20,349 | 47,621 | 16 | 973 |
| Associated companies | - | - | - | - |
| Affiliated companies | - | - | - | - |
| Other related parties (1) | 4,719 | - | 55,780 | 79,264 |
| 25,392 | 47,621 | 117,010 | 80,237 |
| Accounts receivable | Accounts payable | |||
|---|---|---|---|---|
| Balances | 31 March 2010 | 31 December 2009 | 31 March 2010 | 31 December 2009 |
| Parent company | 819,618 | 535,294 | 59,249,433 | 1,688,040 |
| Jointly controlled companies | 50,648 | 125,975 | 325,003 | 202,093 |
| Associated companies | 3,329,662 | 1,446,962 | 76,480 | 87,091 |
| Affiliated companies | 11,082,904 | 14,169,568 | 42,955 | 40,932 |
| Other related parties (1) | 11,761,710 | 10,493,463 | 39,938,187 | 32,646,869 |
| 27,044,542 | 26,771,262 | 99,632,058 | 34,665,025 | |
| Loans | |||||||
|---|---|---|---|---|---|---|---|
| Obtained | Granted | ||||||
| Balances | 31 March 2010 | 31 December 2009 | 31 March 2010 | 31 December 2009 | |||
| Parent company | - | - | - | - | |||
| Jointly controlled companies | - | - | - | - | |||
| Associated companies | - | - | - | - | |||
| Affiliated companies | - | - | - | - | |||
| Other related parties (1) | 10,802,648 | 10,802,648 | 1,000,000 | 1,000,000 | |||
| 10,802,648 | 10,802,648 | 1,000,000 | 1,000,000 |
1) Other related parties are considered to be related party affiliates or companies under joint control of Efanor SGPS, SA that are not included in Sonae Investimentos, including companies belonging to the Sonae Group, Sonae Indústria and Sonae Capital.
Income tax for the three months period ended 31 March 2009 and 2009 is detailed as follows:
| 31 March 2010 | 31 March 2009 | ||
|---|---|---|---|
| Current tax | 4,343,561 | 3,501,946 | |
| Deferred tax | (3,005,227) | (8,026,493) | |
| 1,338,334 | (4,524,547) |
Earnings per share for the periods ended 31 March 2010 and 2009 were calculated taking into consideration the following amounts:
| Net profit | 31 March 2010 | 31 March 2009 |
|---|---|---|
| Net profit taken into consideration t o calculate basic earnings per share (consolidated profit for the period) |
3,396,023 | 1,414,895 |
| Effect of dilutive potential shares Interests related to convertible bonds (net of tax) |
- - |
- - |
| Net profit taken into consideration to calculate diluted earnings per share | 3,396,023 | 1,414,895 |
| Number of shares | ||
| Weighted average number of shares used to calculated basic earnings per share |
1,000,000,000 | 1,000,000,000 |
| Effect of dilutive potential ordinary shares from convertible bonds | - | - |
| Weighted average number of shares used t o calculated diluted earnings per share |
1,000,000,000 | 1,000,000,000 |
| Earnings per share (basic and diluted) | 0.003396 | 0.001415 |
In the Shareholders Annual General Meeting held on 26 April 2010, the payment of a gross dividend of 0.07 euro per share (0.085 euro per share in 2009) corresponding to a total of 70,000,000 euro (85,000,000 euro in 2009) was approved.
The contribution of the main segments for the three months period ended 31 March 2010 and 2009 can be detailed as follows:
| Food based Retail | Specialised Retail | Investment Management |
Retail Real Estate | Eliminations and adjustments |
Total | |
|---|---|---|---|---|---|---|
| 31 March 2010 | ||||||
| Turnover | 771,766,292 | 274,348,380 | 36,349,841 | 32,149,902 | (30,329,089) | 1,084,285,326 |
| Ex-Fuel | 734,696,366 | 274,348,380 | 36,349,841 | 32,149,902 | (30,329,089) | 1,047,215,400 |
| Fuel | 37,069,926 | - | - | - | - | 37,069,926 |
| EBITDA | 22,459,725 | 324,607 | 72,198 | 31,722,632 | (907,403) | 53,671,760 |
| EBIT | 3,426,680 | (9,908,404) | (948,821) | 23,649,154 | (522,908) | 15,695,702 |
| Invested capital | 620,505,948 | 391,934,580 | 78,720,157 | 1,524,399,617 | (79,490,437) | 2,536,069,865 |
| Sales area [000 m2 ] |
528 | 307 | 65 | - | - | 901 |
| Food based Retail | Specialised Retail | Investment Management |
Retail Real Estate | Eliminations and adjustments |
Total | |
|---|---|---|---|---|---|---|
| 31 March 2009 | ||||||
| Turnover | 718,010,280 | 225,272,100 | 38,069,892 | 29,794,040 | (28,169,855) | 982,976,457 |
| Ex-Fuel | 687,939,667 | 225,272,100 | 38,069,892 | 29,794,040 | (28,169,855) | 952,905,844 |
| Fuel | 30,070,613 | - | - | - | - | 30,070,613 |
| EBITDA | 21,512,664 | (344,504) | (1,697,094) | 26,771,951 | - | 46,243,017 |
| EBIT | 4,707,614 | (7,857,442) | (2,769,169) | 20,457,170 | - | 14,538,173 |
| Invested capital | 609,794,681 | 351,628,083 | 84,796,219 | 1,439,195,390 | - | 2,485,414,373 |
| Sales area [000 m2 ] |
494 | 252 | 67 | - | - | 813 |
Includes the contribution of the Group's activity associated with the insignias of food retail (Continente, Modelo, Bom Bocado, Área Saúde and Book.it) and fuels (which is operated under the banner Continente).
Includes the contribution of Group activity associated with the insignia of non-food retail (Worten, Worten Mobile, Worten Gamer, Vobis, Sport Zone, Loop, Modalfa e Zippy).
Includes work of the Group's activity associated with Maxmat and travel agencies.
Includes work of real estate assets owned and managed by Sonae Investimentos, including commercial galleries attached to units Continente and Modelo.
Include consolidation adjustments and eliminations of intra-group balances. In the turnover caption, these values refer mainly to the elimination of rents invoiced by the Real Estate Segment to other Segments.
Turnover + Other income – Badwill – Reversion of impairment losses – Operational costs
Gross real estate assets + other fixed assets (including Goodwill) - amortizations and impairment losses + financial investments + working capital
The accompanying condensed consolidated financial statements were approved by the Board of Directors and authorized for issue on 19 May 2010.
The Board of Directors,
Duarte Paulo Teixeira de Azevedo
Ângelo Gabriel Ribeirinho dos Santos Paupério
Nuno Manuel Moniz Trigoso Jordão
Condensed individual financial statements
(Translation of condensed individual financial statements originally issued in Portuguese. In case of discrepancy the Portuguese version prevails)
| ASSETS | Notes | 31.March.2010 | 31.March.2009 | 31.December.2009 |
|---|---|---|---|---|
| NON-CURRENT ASSETS: | ||||
| Tangible assets | 2,287 | 4,198 | 2,786 | |
| Intangible assets | 167,738 | 8,814 | 7,160 | |
| Investments in affiliated companies | 4 | 2,877,634,766 | 2,330,781,041 | 2,349,634,766 |
| Deferred tax assets | 5 | 6,648,706 | 13,453,321 | 1,736,158 |
| Other non-current assets | 6 | 1,019,584,716 | 1,271,893,323 | 1,000,150,633 |
| Total Non-Current Assets | 3,904,038,213 | 3,616,140,697 | 3,351,531,503 | |
| CURRENT ASSETS: | ||||
| Trade account receivables and other current assets | 7 | 179,314,135 | 415,320,919 | 322,687,037 |
| Cash and cash equivalents | 8 | 64,197 | 77,503 | 51,973,423 |
| Total Current Assets | 179,378,332 | 415,398,422 | 374,660,460 | |
| TOTAL ASSETS | 4,083,416,545 | 4,031,539,119 | 3,726,191,963 | |
| EQUITY AND LIABILITIES | ||||
| EQUITY: | ||||
| Share capital | 1,000,000,000 | 1,000,000,000 | 1,000,000,000 | |
| Reserves and retained earnings | 932,814,052 | 939,410,153 | 940,785,421 | |
| Profit for the period | 7,201,342 | (3,031,503) | 61,758,365 | |
| TOTAL EQUITY | 1,940,015,394 | 1,936,378,650 | 2,002,543,786 | |
| LIABILITIES: | ||||
| NON-CURRENT LIABILITIES: | ||||
| Loans | 1 0 |
1,472,073,750 | 1,471,161,869 | 1,273,377,918 |
| Deferred tax liabilities | 5 | 1,362 | 101,368 | 1,379 |
| Total Non-Current Liabilities | 1,472,075,112 | 1,471,263,237 | 1,273,379,297 | |
| CURRENT LIABILITIES: | ||||
| Loans | 1 0 |
88,766,563 | 100,713,715 | 68,686,914 |
| Trade creditors and other current liabilities | 1 1 |
582,559,476 | 523,183,517 | 381,581,966 |
| Total Current Liabilities | 671,326,039 | 623,897,232 | 450,268,880 | |
| TOTAL EQUITY AND LIABILITIES | 4,083,416,545 | 4,031,539,119 | 3,726,191,963 | |
| The accompanying notes are part of these condensed individual financial statements. | ||||
| The Board of Directors | ||||
| 36 |
(Translation of condensed individual financial statements originally issued in Portuguese. In case of discrepancy the Portuguese version prevails)
| Notes | 31.March.2010 | 31.March.2009 | |
|---|---|---|---|
| Services rendered | 389,618 | 397,402 | |
| Investment income | 13 | 9,550,246 | 1,050,859 |
| Financial income | 14 | 7,377,029 | 17,416,644 |
| Other income | 863,123 | 1,364,702 | |
| External supplies and services | (206,699) | (537,626) | |
| Staff costs | (307,008) | (235,090) | |
| Depreciation and amortisation | (1,051) | (1,146) | |
| Financial expenses | (9,665,756) | (22,735,425) | |
| Other expenses | (1,476,580) | (1,148,620) | |
| Profit/(Loss) before taxation | 6,522,922 | (4,428,300) | |
| Taxation | 678,420 | 1,396,797 | |
| Profit/(Loss) after taxation | 15 | 7,201,342 | (3,031,503) |
| Earnings per share | 15 | 0.0072 | (0.0030) |
The accompanying notes are part of these condensed individual financial statements.
(Translation of the individual financial statements originally issued in Portuguese. In case of discrepancy the Portuguese version prevails)
| 31.March.2010 | 31.March.2009 | |
|---|---|---|
| Net Profit / (Loss) for the period | 7,201,342 | (3,031,503) |
| Changes in hedging and fair value reserves | 270,266 | (2,500,151) |
| Other comprehensive income for the period | 270,266 | (2,500,151) |
| Total comprehensive income for the period | 7,471,608 | (5,531,654) |
The accompanying notes are part of these condensed individual financial statements.
(Translation of condensed financial statements originally issued in Portuguese. In case of discrepancy the Portuguese version prevails)
| Reserves and Retained Earnings | |||||||
|---|---|---|---|---|---|---|---|
| Share Capital |
Legal Reserve |
Hedging Reserve |
Other Reserves and Retained Earnings |
Total Reserves and Retained Earnings |
Net Profit/(Loss) |
Total | |
| Balance as at 1 January 2009 | 1,000,000,000 | 99,300,000 | (3,316,342) | 664,814,565 | 760,798,223 | 266,112,081 | 2,026,910,304 |
| Total comprehensive income for the period | - | - | (2,500,151) | - | (2,500,151) | (3,031,503) | (5,531,654) |
| Appropriation of profit of 2008: Transfer to legal reserves and retained earnings Dividends distributed |
- - |
14,700,000 - |
- - |
251,412,081 (85,000,000) |
266,112,081 (85,000,000) |
(266,112,081) - |
- (85,000,000) |
| Balance as at 31 March 2009 | 1,000,000,000 | 114,000,000 | (5,816,493) | 831,226,646 | 939,410,153 | (3,031,503) | 1,936,378,650 |
| Balance as at 1 January 2010 | 1,000,000,000 | 114,000,000 | (4,441,225) | 831,226,646 | 940,785,421 | 61,758,365 | 2,002,543,786 |
| Total comprehensive income for the period | - | - | 270,266 | - | 270,266 | 7,201,342 | 7,471,608 |
| Appropriation of profit of 2009: Transfer to legal reserves and retained earnings Dividends distributed |
- - |
3,087,918 - |
- - |
58,670,447 (70,000,000) |
61,758,365 (70,000,000) |
(61,758,365) - |
- (70,000,000) |
| Balance as at 31 March 2010 | 1,000,000,000 | 117,087,918 | (4,170,959) | 819,897,093 | 932,814,052 | 7,201,342 | 1,940,015,394 |
The accompanying notes are part of these condensed individual financial statements.
(Translation of the condensed financial statements originally issued in Portuguese. In case of discrepancy the Portuguese version prevails)
(Amounts expressed in euro)
| Notes | 31.March.2010 | 31.March.2009 | |
|---|---|---|---|
| OPERATING ACTIVITIES | |||
| Net cash flow from operating activities (1) | 19,506 | (814,440) | |
| INVESTMENT ACTIVITIES | |||
| Cash receipts arising from: | |||
| Investments | 30,405,000 | - | |
| Interests and similar income | 45,392,611 | 47,182,602 | |
| Loans granted | 529,563,844 | 384,546,000 | |
| 605,361,455 | 431,728,602 | ||
| Cash Payments arising from: | |||
| Investments | (528,000,000) | (2,172,000) | |
| Loans granted | (463,571,040) | (493,058,043) | |
| (991,571,040) | (495,230,043) | ||
| Net cash used in investment activities (2) | (386,209,585) | (63,501,441) | |
| FINANCING ACTIVITIES | |||
| Cash receipts arising from: | |||
| Loans obtained | 1,996,061,645 | 2,345,563,500 | |
| 1,996,061,645 | 2,345,563,500 | ||
| Cash Payments arising from: | |||
| Loans obtained | (1,649,805,667) | (2,298,472,800) | |
| Interests and similar charges | (12,043,839) | (33,361,202) | |
| (1,661,849,506) | (2,331,834,002) | ||
| Net cash used in financing activities (3) | 334,212,139 | 13,729,498 | |
| Net increase in cash and cash equivalents (4) = (1) + (2) + (3) | (51,977,940) | (50,586,383) | |
| Cash and cash equivalents at the beginning of the period | 51,511,663 | 49,950,171 | |
| Cash and cash equivalents at the end of the period | 8 | (466,277) | (636,212) |
| The accompanying notes are part of these condensed individual financial statements. | |||
| The Board of Directors | |||
| 40 |
(Translation of the condensed individual financial statements originally issued in Portuguese. In case of discrepancies the Portuguese version prevails)
SONAE Investimentos, SGPS, SA, "the Company" or "Sonae Investimentos", is a Portuguese corporation, whose head office is in Rua João Mendonça nº 529, 4464-501 Senhora da Hora, Matosinhos, Portugal.
Its main activity is the management of investments (Note 4).
Interim Financial Statements are presented quarterly, in accordance with IAS 34 – "Interim Financial Reporting".
The accounting policies adopted are consistent with those described in the file of the annual financial statements for the year ended 31 December 2009.
During the period there were neither changes in accounting policies nor correction of errors.
As at 31 March 2010 and 31 December 2009, the detail of investments is as follows:
| 31.March.2010 | 31.December.2009 | ||||
|---|---|---|---|---|---|
| Company | % held | Final balance | % held | Final balance | |
| Azulino - Imobiliária, SA | 100.00% | 498,025 | 100.00% | 498,025 | |
| Bertimóvel - Sociedade Imobiliária, SA | 100.00% | 1,845,000 | 100.00% | 1,845,000 | |
| Canasta - Empreendimentos Imobiliários, SA | 100.00% | 1,669,375 | 100.00% | 1,669,375 | |
| Chão Verde - Sociedade de Gestão Imobiliária, SA | 100.00% | 2,244,591 | 100.00% | 2,244,591 | |
| Citorres - Sociedade Imobiliária, SA | 100.00% | 477,848 | 100.00% | 477,848 | |
| Contibomba - Comércio e Distribuição de Combustíveis, SA | 100.00% | 452,000 | 100.00% | 452,000 | |
| Contimobe - Imobiliária Castelo Paiva, SA | 100.00% | 231,318,722 | 100.00% | 231,318,722 | |
| Cumulativa - Sociedade Imobiliária, SA | 100.00% | 2,285,191 | 100.00% | 2,285,191 | |
| Difusão - Sociedade Imobiliária, SA | 100.00% | 50,000 | 100.00% | 50,000 | |
| Edições Book.it - SA | 100.00% | 1,000,000 | 100.00% | 1,000,000 | |
| Farmácia Selecção, SA | 89.00% | 89,000 | 89.00% | 89,000 | |
| Fozimo - Sociedade Imobiliária, SA | 100.00% | 24,940 | 100.00% | 24,940 | |
| Fozmassimo - Sociedade Imobiliária, SA | 100.00% | 6,264,902 | 100.00% | 6,264,902 | |
| Fundo de Investimento Imobiliário Fechado Imosede | 54.55% | 64,415,021 | 54.55% | 64,415,021 | |
| Fundo de Investimento Imobiliário Imosonae Dois | 100.00% | 158,410,389 | 100.00% | 158,410,389 | |
| Igimo - Sociedade Imobiliária, SA | 100.00% | 220,000 | 100.00% | 220,000 | |
| Iginha - Sociedade imobiliária, SA | 100.00% | 959,000 | 100.00% | 959,000 | |
| Imoconti - Sociedade Imobiliária, SA | 100.00% | 380,000 | 100.00% | 380,000 | |
| Imoestrutura - Sociedade Imobiliária,SA | 100.00% | 24,940 | 100.00% | 24,940 | |
| Imomuro - Sociedade Imobiliária, SA | 100.00% | 799,940 | 100.00% | 799,940 | |
| Imoresultado - Sociedade Imobiliária, SA | 100.00% | 109,736 | 100.00% | 109,736 | |
| Imosistema - Sociedade Imobiliária, SA | 100.00% | 280,000 | 100.00% | 280,000 | |
| Marcas MC, ZRT | 100.00% | 72,784,761 | 100.00% | 72,784,761 | |
| MJLF - Empreendimetos Imobiliários, SA | 100.00% | 1,809,397 | 100.00% | 1,809,397 | |
| Modelo Continente Hipermercados, SA | 100.00% | 754,207,921 | 56.00% | 284,190,240 | |
| Modelo Continente Seguros - Sociedade de Mediação, Lda | 75.00% | 3,161,250 | 75.00% | 3,161,250 | |
| Modelo.Com - Vendas por Correspondência, SA | 100.00% | 12,637,016 | 100.00% | 12,637,016 | |
| Predicomercial - Promoção Imobiliária, SA | 100.00% | 6,372,293 | 100.00% | 6,372,293 | |
| Raso, SGPS, SA | 50.00% | 24,500,000 | 50.00% | 24,500,000 | |
| Selifa - Sociedade de Empreendimentos Imobililiários, SA | 100.00% | 1,488,379 | 100.00% | 1,488,379 | |
| Sempre à Mão - Sociedade Imobiliária, SA | 100.00% | 1,530,558 | 100.00% | 1,530,558 | |
| Sempre a Postos - Produtos Alimentares e Utilidades, Lda | 25.00% | 249,399 | 25.00% | 249,399 | |
| Sesagest - Projectos e Gestão Imobiliária, SA | 100.00% | 36,677,088 | 100.00% | 36,677,088 | |
| Socijofra - Sociedade Imobiliária, SA | 100.00% | 550,000 | 100.00% | 550,000 | |
| Sociloures - Sociedade Imobiliária, SA | 100.00% | 10,000,000 | 100.00% | 10,000,000 | |
| Soflorin, BV | 100.00% | 257,309,037 | 100.00% | 257,309,037 | |
| Sonae - Specialized Retail, SGPS, SA | 100.00% | 1,050,000,000 | 100.00% | 1,050,000,000 | |
| Sonae Capital Brasil, SA | 37.00% | 23,334,858 | 37.00% | 23,334,858 | |
| Sonae Center Serviços II, SA | 100.00% | 58,032,319 | 100.00% | 50,000 | |
| Sonae MC - Modelo Continente, SGPS, SA | 100.00% | 50,000 | 100.00% | 50,000 | |
| Sonae Retalho España, SA | 100.00% | 2,549,831 | 100.00% | 2,549,831 | |
| Sonaegest - Soc. Gest. de Fundos de Investimentos, SA | 20.00% | 159,615 | 20.00% | 159,615 | |
| Sonaerp - Retail Properties, SA | 100.00% | 114,495,350 | 100.00% | 114,495,350 | |
| Sondis Imobiliária, SA | 100.00% | 474,940 | 100.00% | 474,940 | |
| Sontária - Empreendimentos Imobiliários, SA | 100.00% | 10,600,000 | 100.00% | 10,600,000 | |
| Sonvecap, BV | 100.00% | 3,000,000 | 100.00% | 3,000,000 | |
| Tlantic Portugal - Sistemas de Informação, SA | 100.00% | 443,316 | 100.00% | 443,316 | |
| Todos os Dias - Comércio Ret. e Expl. de Centros Comerciais, SA | 100.00% | 1,180,000 | 100.00% | 1,180,000 | |
| Valor N, SA | 100.00% | 2,087,315 | 100.00% | 2,087,315 | |
| 2,923,503,263 | 2,395,503,263 | ||||
| Impairment of investments | (45,868,497) | (45,868,497) | |||
| 2,877,634,766 | 2,349,634,766 |
Deferred tax assets and liabilities as of 31 March 2010 and 31 December 2009, taking into consideration the temporary differences that generated them, can be detailed as follows:
| Assets | |||
|---|---|---|---|
| 31.March.2010 | 31.December.2009 | ||
| Derivatives | 1,503,815 | 1,601,258 | |
| Impairment losses of assets not accepted for tax purposes |
- | 134,900 | |
| Fiscal losses carried forw ard |
5,144,891 | - | |
| 6,648,706 | 1,736,158 | ||
| Liabilities | |||
| 31.March.2010 | 31.December.2009 | ||
| Differences betw een amortisations for accounting and tax purposes |
1,362 | 1,379 | |
| 1,362 | 1,379 |
As at 31 March 2010 and 31 December 2009 other non-current assets are detailed as follows (Note 18):
| 31.March.2010 | 31.December.2009 | ||
|---|---|---|---|
| Loans granted to group companies | 1,019,584,716 | 1,000,150,633 |
These loans bear interests at usual market rates and do not have a defined maturity.
As at 31 March 2010 and 31 December 2009 trade account receivables and other current assets are detailed as follows:
| 31.March.2010 | 31.December.2009 | |
|---|---|---|
| Trade account receivables | 108,242 | 1,319,180 |
| Group companies | 160,760,085 | 310,119,510 |
| Other debtors | 5,973,026 | 6,242,723 |
| Taxes recoverable | 1,066,481 | 668,567 |
| Other current asstes | 11,406,301 | 4,337,057 |
| 179,314,135 | 322,687,037 |
The heading group companies includes: (i) the amount of 127,176,000 euro (157,125,888 euro in 31 December 2009) related to short term loans to group companies (Note 18); (ii) the amount of 9,550,246 euro related to dividends to be received; (iii) the amount of 24,033,839 euro (21,753,472 euro in 31 December 2009) related to income tax calculated by the group companies taxed in accordance with the Special Regime for Taxing Group Companies.
The heading other debtors includes approximately 5,214,780 euro (the same amount as at 31 December 2009), related to tax claims of tax assessments paid to tax authorities. No provision or impairment was recorded in order to face possible losses as it is understood by the Board of Directors that the outcome of these claims will be favourable to the Company.
The caption "Other current assets" includes mainly receivables relating to interest, from loans granted to group companies.
As at 31 March 2010 and 31 December 2009 cash and cash equivalents are detailed as follows:
| 31.March.2010 | 31.December.2009 | |
|---|---|---|
| Cash | 550 | 813 |
| Bank deposits | 63,647 | 51,972,610 |
| Cash and cash equivalents on the balance sheet | 64,197 | 51,973,423 |
| Bank overdrafts Cash and cash equivalents on the statement |
(530,474) | (461,760) |
| of cash flow s |
(466,277) | 51,511,663 |
Bank overdrafts are recorded in the balance sheet under the caption "Current loans" (Note 10).
As of 31 March 2010 and 31 December 2009, the share capital, which is fully subscribed and paid for, is made up of 1,000,000,000 ordinary shares with a nominal value of 1 euro each.
As of 31 March 2010 and 31 December 2009, the share capital was held as follows:
| 31.March.2010 | 31.December.2009 | |
|---|---|---|
| Sonae, SGPS, SA | 82.48% | 82.48% |
| Sonae Investments BV | 17.52% | 17.52% |
As at 31 March 2010 and 31 December 2009 loans are made up as follows:
| 31.March.2010 | 31.December.2009 | |
|---|---|---|
| Nominal value of bond loans | 992,000,000 | 992,000,000 |
| Up-front fees not yet charged to income statement | (4,164,699) | (4,516,975) |
| Bond loans | 987,835,301 | 987,483,025 |
| Commercial paper | 471,000,000 | 271,000,000 |
| Other bank loans | 13,333,333 | 15,000,000 |
| Up-front fees not yet charged to income statement | (94,884) | (105,107) |
| Bank loans | 484,238,449 | 285,894,893 |
| Non-current loans | 1,472,073,750 | 1,273,377,918 |
| Nominal value of bond loans | 64,925,000 | 64,925,000 |
| Up-front fees not yet charged to income statement | (14,577) | (25,511) |
| Bond loans | 64,910,423 | 64,899,489 |
| Commercial paper | 20,000,000 | - |
| Other bank loans | 3,333,333 | 3,333,333 |
| Up-front fees not yet charged to income statement | (7,667) | (7,668) |
| Bank overdrafts (Note 8) | 530,474 | 461,760 |
| Bank loans | 23,856,140 | 3,787,425 |
| Current loans | 88,766,563 | 68,686,914 |
Bonds Modelo Continente 2003 amounting to 82,000,000 euro, repayable after 8 years, in one installment, on 15 October 2011. Interest rate is variable, indexed to Euribor 6 months, with interest paid half-yearly.
Bonds Modelo Continente 2005/2012 amounting to 150,000,000 euro, repayable after 7 years, in one installment, on 2 August 2012. Interest rate is variable, indexed to Euribor 6 months, with interest paid half-yearly. The company has the option to make whole or partial reimbursements, with no extra cost, on the date of the 10th , 11 th , 12 th and 13th coupons.
Bonds Modelo Continente 2007/2012 amounting to 200,000,000 euro, repayable after 5 years, in one installment, on 30 April 2012. Interest rate is variable, indexed to Euribor 6 months, with interest paid half-yearly.
Bonds Sonae Distribuição 2007/2015 amounting to 200,000,000 euro, repayable after 8 years, in one installment, on 10 August 2015. Interest rate is variable, indexed to Euribor 6 months, with interest paid half-yearly. The company has the option to make whole or partial reimbursements, with no extra cost, on the date of the 10th , 12 th and 14th coupons.
Bonds Sonae Distribuição September 2007/2015 amounting to 310,000,000 euro, repayable in two installments of 50% each, on 10 September 2013 and 10 September 2015. Interest rate is variable, indexed to Euribor 6 months, with interest paid halfyearly. The company has the option to make whole or partial reimbursements, with no extra cost, on the date of the 10th , 11 th , 12 th , 13 th , 14 th and 15th coupons.
Bonds Sonae Distribuição 2009/2014 amounting to 50,000,000 euro, repayable in 6 half yearly successive according to the redemption plan as follows: i) 8,000,000 euro, on the 5th, 6th , 7 th, 8th and 9th interest payment date; ii) 10,000,000 euro, on the 10th interest payment date. Interest rate is variable, indexed to Euribor 6 months, with interest paid half-yearly.
Commercial paper programs are committed by financial institutions for a period of 4 years.
The Bonds Modelo Continente 2005/2010, amounting to 64,925,000 euro, have already been partially repaid, and are repayable at 3 August 2010. Interest rate is variable, indexed to Euribor 6 months, with interests paid half-yearly.
Interest rate as at 31 March 2010 of the bonds and bank loan was, on average, 1.48% (1.65% as at 31 December 2009).
As at 31 March 2010 and 31 December 2009, trade creditors and other current liabilities are detailed as follows:
| 31.March.2010 | 31.Dezembro.2009 | |
|---|---|---|
| Trade accounts payable | 80,188 | 261,857 |
| Group companies | 547,777,086 | 342,971,182 |
| Other accounts payable | 381,874 | 8,151 |
| Tax and contributions payable | 21,164,634 | 21,559,067 |
| Derivatives | 6,327,900 | 7,823,283 |
| Other current liabilities | 6,827,794 | 8,958,426 |
| 582,559,476 | 381,581,966 |
The heading Group companies includes: (i) the amount of 466,001,024 euro (338,078,379 euro as at 31 December 2009) relating to short term loans from group companies (Note 17); (ii) the amount of 70,000,000 euro related to dividends to be paid; (iii) the amount of 11,524,932 euro (4,659,673 euro as at 31 December 2009) relating to income tax computed by the group companies taxed in accordance with the Special Regime for Taxing Groups of Companies; (iv) the amount of 233,130 euro (same amount as at 31 December 2009) related with the request for reimbursement claim of the 2003 special payment on account of income tax paid by the companies taxed according with the Special Regime for Taxing Groups of Companies.
The caption "Other current liabilities" includes mainly accrued interests not yet due relating to loans obtained.
As at 31 March 2010 and 31 December 2009, contingent assets and liabilities are detailed as follows:
| 31.March.2010 | 31.December.2009 | ||
|---|---|---|---|
| Guarantees rendered: | |||
| related to tax claims aw aiting outcome |
(a) | 102,212,965 | 95,643,815 |
| related to local and municipal claims aw aiting outcome |
289,380 | 289,380 | |
| others | 10,761,324 | 10,761,324 | |
| Guaranted given in favour of a subsidiary | (b) | 46,984,190 | 46,893,361 |
a) Includes the amount of 100,225,584 euro (93,656,434 euro as at 31 December 2009) referring to corporate income tax claims awaiting outcome and the amount of 1,985,386 euro (same amount as at 31 December 2009) relating to stamp duty claims.
b) Guarantees given to Tax Authorities in favour of subsidiaries to suspend claims from tax authorities
No provision has been recognized for these tax additional assessments, to which some guarantees were made, as the Board of Directors expects their outcome to be favorable to the Company with no additional liability.
Following the disposal of a Brazilian subsidiary company, the group guaranteed to that subsidiary company buyer all the losses it will have as consequence of tax additional assessments as it is described in the Note of Contingent Assets and Liabilities in the Consolidated financial statements.
As at 31 March 2010 and 2009, investment income can be detailed as follows:
| 31.March.2010 | 31.March.2009 | ||
|---|---|---|---|
| Dividends | 9,550,246 | 1,050,859 |
As at 31 March 2010, this caption includes the amount of 7,377,029 euro (17,416,644 euro as at 31 March 2009) related to receivable interests and the amount of 8,204,537 euro (22,047,123 euro as at 31 March 2009) related to payable interests.
Earnings per share for the period were calculated taking into consideration the following amounts:
| 31.March.2010 | 31.March.2009 | |
|---|---|---|
| Net Profit | ||
| (Net profit for the period) | 7,201,342 | (3,031,503) |
| Net profit taken into consideration to calculate diluted earnings per share |
7,201,342 | (3,031,503) |
| Number of shares | ||
| Basic earnings per share | 1,000,000,000 | 1,000,000,000 |
| Diluted earnings per share | 1,000,000,000 | 1,000,000,000 |
| Earnings per share (basic and diluted) | 0.007 | (0.003) |
The 2009 profit appropriation has been approved in the General Meeting of Shareholders held on 26 April 2010. Dividends amounting to 70,000,000.00 euro have been attributed and are already considered in these financial statements.
The accompanying financial statements were approved by the Board of Directors and authorized for issue on 19 May 2010.
In the three months period ended 31 March 2010 shareholders' loan contracts were entered into with the following companies:
Soflorin, B.V.
In the three months period ended 31 March 2010 short-term loan contracts were entered into with the following companies:
Canasta – Empreendimentos Imobiliários, SA
Chão Verde – Sociedade de Gestão Imobiliária, SA
Citores - Sociedade Imobiliária, SA
Cumulativa – Sociedade Imobiliária, SA
Estêvão Neves – Hipermercados da Madeira, SA
Imomuro – Sociedade Imobiliária, SA
MJLF – Empreendimentos Imobiliários, SA
Pharmaconcept – Actividades em Saúde, SA
Selifa – Sociedade de Empreendimentos Imobiliários, SA
Sonae - Specialized Retail, SGPS, SA
Sonae Center Serviços II, SA
Sonae MC – Modelo Continente, SGPS, SA
As at 31 March 2010 amounts owed by affiliated undertakings can be summarized as follows:
Current (Note 7) and non-current (Note 6) granted loans
| Company | 31.March.2010 |
|---|---|
| Azulino - Imobiliária, SA | 3,930,368 |
| BB Food Service, SA | 2,725,000 |
| Bertimóvel - Sociedade Imobiliária, SA | 19,951,000 |
| Canasta - Empreendimentos Imobiliários, SA | 2,646,000 |
| Chão Verde - Sociedade de Gestão Imobiliária, SA | 64,000 |
| Citorres - Sociedade Imobiliária, SA | 3,507,000 |
| Contibomba - Comércio e Distribuição de Combustíveis, SA | 79,000 |
| Contimobe - Imobiliária Castelo Paiva, SA | 59,601,000 |
| Continente Hipermercados, SA | 166,586,000 |
| Cumulativa - Sociedade Imobiliária, SA | 2,863,000 |
| Difusão - Sociedade Imobiliária, SA | 25,604,000 |
| Edições Book.it - SA | 3,435,000 |
| Farmácia Selecção, SA | 2,459,000 |
| Fozimo – Sociedade Imobiliária, SA | 1,722,000 |
| Fozmassimo - Sociedade Imobliária, SA | 2,343,000 |
| Good and Cheap - Comércio Retalhista, SA | 13,862,000 |
| Hipotética - Comércio Retalhista, SA | 10,882,000 |
| Igimo – Sociedade Imobiliária, SA | 643,000 |
| Iginha – Sociedade Imobiliária, SA | 13,276,500 |
| Imoconti – Sociedade Imobiliária, SA | 16,824,016 |
| Imoestrutura - Sociedade Imobiliária, SA | 376,000 |
| Imomuro - Sociedade Imobiliária, SA | 4,153,897 |
| Imoresultado – Sociedade Imobiliária, SA | 440,000 |
| Imosistema - Sociedade Imobiliária, SA | 4,334,000 |
| MJLF - Empreendimentos Imobiliários, SA | 3,602,000 |
| Modelo Continente Seguros - Sociedade de Mediação, Lda | 5,081,000 |
| Predicomercial - Promoção Imobiliária, SA | 10,446,000 |
| Raso, SGPS, SA | 3,500,000 |
| Selifa - Sociedade de Empreendimentos Imobiliários, SA | 3,824,926 |
| Sempre à Mão - Sociedade Imobiliária, SA | 46,184,128 |
| Sesagest - Projectos e Gestão Imobiliária, SA | 32,073,348 |
| Socijofra - Sociedade Imobiliária, SA | 7,521,000 |
| Sociloures - Sociedade Imobiliária, SA | 28,613,022 |
| Soflorin, BV | 362,027,926 |
| Sonae Center Serviços II, SA | 2,658,000 |
| Sonae MC - Modelo Continente, SGPS, SA | 76,000 |
| Sonae Retalho España, SA | 200,047 |
| Sonaerp - Retail Properties, SA | 246,438,000 |
| Sondis Imobiliária, SA | 25,355,158 |
| Sontária - Empreendimentos Imobiliários, SA | 2,660,380 |
| Tlantic Portugal - Sistemas de Informação, SA | 92,000 |
| Valor N, SA | 4,101,000 |
| 1,146,760,716 |
From the amounts above, as at 31 March 2010, 1,019,584,716 euro is recorded as non-current assets.
As at 31 March 2010 amounts owed to affiliated undertakings can be summarized as follows:
Loans obtained – Short term (Note 11)
| Company | 31.March.2010 |
|---|---|
| Chão Verde - Sociedade de Gestão Imobiliária, SA | (3,024,023) |
| Efanor - Design e Serviços, SA | (2,698,000) |
| Estêvão Neves - Hipermercados da Madeira, SA | (3,223,000) |
| Marcas MC, ZRT | (56,801,000) |
| Modelo Continente Hipermercados, SA | (53,861,000) |
| Modelo Hiper - Imobiliária, SA | (1,993,000) |
| Modelo.Com - Vendas por Correspondência, SA | (10,539,000) |
| Pharmaconcept - Actividades em Saúde, SA | (70,000) |
| Solaris - Supermercados, SA | (7,410,000) |
| Sonae - Specialized Retail SGPS, SA | (303,822,000) |
| Todos os Dias - Comércio Ret. e Expl. de Centros Comerciais, SA | (704,000) |
| Worten - Equipamentos para o Lar, SA | (21,856,000) |
| (466,001,023) |
The Board of Directors
Duarte Paulo Teixeira de Azevedo
Ângelo Gabriel Ribeirinho dos Santos Paupério
Nuno Manuel Moniz Trigoso Jordão
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