Quarterly Report • Nov 25, 2009
Quarterly Report
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INTERIM REPORT AT SEPTEMBER 30, 2009
CIMPOR – Cimentos de Portugal, SGPS, S.A. Head Office: Rua Alexandre Herculano, 35 – 1250-009 LISBOA Share Capital: 672,000,000 euros Public Company Tax and Lisbon Companies Registry Registration number: 500 722 900
(Translated from the Portuguese original)
CIMPOR Group net profit after minority interests in 2009 third quarter recorded 63.8% growth on the same period of the previous year (30.8%, excluding non-recurring profits). 9M09 profits were approximately EUR 178 million, 18.3% up on the profits earned in the first nine months of the previous year (21.3%, excluding non-recurring profits).
| (EUR M) | January - | September | 3rd Quarter | |||||
|---|---|---|---|---|---|---|---|---|
| 2009 | 2008 | % Chg. | 2009 | 2008 | % Chg. | |||
| Turnover | 1,575.0 | 1,580.2 | - 0.3 |
552.0 | 568.6 | - 2.9 |
||
| Operating Cash Costs | 1,118.0 | 1,136.0 | - 1.6 |
393.0 | 403.5 | - 2.6 |
||
| EBITDA | 457.0 | 444.2 | 2.9 | 159.0 | 165.1 | - 3.7 |
||
| Depreciation and Provisions | 157.4 | 142.4 | 10.6 | 54.9 | 54.1 | 1.6 | ||
| EBIT | 299.6 | 301.8 | - 0.7 |
104.1 | 111.0 | - 6.2 |
||
| Financial Income | - 53.3 |
- 133.6 |
n.s. | - 5.9 |
- 41.2 |
n.s. | ||
| Pre-tax Income | 246.3 | 168.2 | 46.4 | 98.2 | 69.8 | 40.7 | ||
| Income Tax | 62.7 | 7.1 | 781.1 | 26.5 | 22.9 | 15.7 | ||
| Net Income | 183.6 | 161.1 | 14.0 | 71.7 | 46.9 | 52.9 | ||
| Attributable to: | ||||||||
| Shareholders | 177.8 | 150.3 | 18.3 | 70.7 | 43.2 | 63.8 | ||
| Minorities | 5.8 | 10.8 | - 46.1 |
0.9 | 3.7 | - 74.9 |
Operationally, CIMPOR continued to demonstrate outstanding resilience to the serious crisis besetting the world economy and in particular the cement sector: the operating cash flow (EBITDA) generated in the quarter led to this indicator's value at the end of September – EUR 457 million – remaining higher (2.9%) than the figure obtained in the identical period of the preceding year. Excluding the costs of restructuring the concrete and aggregates areas in recent months (approximately EUR 7.3 million), consolidated EBITDA actually grew by around 4.5%, in cumulative terms.
1
The EBITDA margin in the first nine months of 2009, despite the impact of the above mentioned costs (subtracting since the year's start, around 0.5 p.p. from the margin) recorded growth of approximately 0.9 p.p. on the corresponding period of the previous year, to reach 29%.
The Egypt, Brazil and South Africa business areas - the first two benefiting from market growth and the latter from greater cement manufacturing capacity with own clinker - combined with the new business area of India (integrated in April 2008) continued to be the driving forces of that growth, jointly accounting for an increase of the operating cash flow of approximately EUR 67 million.
The EBITDA of the Spain and Turkey business areas remains clearly below the previous year's figure, though the last quarter registered a slower decline in Spain and even some progress in Turkey. This performance is due to the combined effect of a significant decline in consumption and a sharp fall in prices.
The prolonged fall in consumption was also the main reason for the lower profitability of the Portugal and Cape Verde business areas during the current year. The China business area recorded negative EBITDA in the third quarter, severely affected by a significant fall in prices.
| (EUR M) | January - | September | 3rd Quarter | |||||
|---|---|---|---|---|---|---|---|---|
| 2009 | 2008 | % Chg. | 2009 | 2008 | % Chg. | |||
| Portugal | 112.6 | 129.0 | - 12.7 |
36.7 | 47.3 | - 22.5 |
||
| Spain | 34.7 | 67.0 | - 48.2 |
12.7 | 20.6 | - 38.1 |
||
| Morocco | 31.2 | 32.5 | - 3.9 |
10.7 | 10.9 | - 1.2 |
||
| Tunísia | 14.6 | 13.2 | 10.9 | 5.8 | 3.8 | 52.4 | ||
| Egypt | 77.8 | 52.7 | 47.7 | 23.5 | 19.4 | 20.7 | ||
| Turkey | 10.1 | 14.2 | - 28.9 |
5.6 | 5.3 | 6.2 | ||
| Brazil | 87.8 | 75.4 | 16.5 | 35.5 | 30.0 | 18.2 | ||
| Mozambique | 10.8 | 11.1 | - 3.0 |
3.5 | 3.9 | - 10.3 |
||
| South Africa | 53.2 | 32.5 | 63.7 | 19.6 | 16.4 | 20.0 | ||
| China | 4.1 | 5.5 | - 26.1 |
- 0.3 |
2.4 | - 110.8 |
||
| Índia | 9.5 | 1.3(1) | n.s. | 2.1 | 0.2 | 739.1 | ||
| Cape Verde | 3.5 | 3.5 | 2.4 | 0.9 | 1.4 | - 36.3 |
||
| Trading / Shipping |
4.7 | 5.4 | - 12.2 |
1.7 | 2.3 | - 25.0 |
||
| Other Activities | 2.4 | 1.1 | 114.0 | 1.0 | 1.2 | - 18.8 |
||
| Total | 457.0 | 444.2 | 2.9 | 159.0 | 165.1 | - 3.7 |
||
| EBITDA margin | 29.0% | 28.1% | 28.8% | 29.0% |
(1) April to September
Consolidated turnover rose in the third quarter of 2009 to approximately EUR 552 million, and to approximately EUR 1,575 million until September. The figures of both periods are slightly down on the previous year.
| (EUR M) | January - | September | 3rd Quarter | |||||
|---|---|---|---|---|---|---|---|---|
| 2009 | 2008 | % Chg. | 2009 | 2008 | % Chg. | |||
| Portugal | 344.4 | 416.7 | - 17.3 |
120.2 | 140.6 | - 14.5 |
||
| Spain | 253.0 | 286.0 | - 11.5 |
91.5 | 98.6 | - 7.2 |
||
| Morocco | 72.0 | 69.3 | 3.9 | 23.0 | 24.3 | - 5.5 |
||
| Tunísia | 52.6 | 46.7 | 12.7 | 15.5 | 13.1 | 18.9 | ||
| Egypt | 178.8 | 115.7 | 54.6 | 57.5 | 41.2 | 39.4 | ||
| Turkey | 80.1 | 124.5 | - 35.7 |
33.4 | 47.9 | - 30.2 |
||
| Brazil | 307.1 | 303.4 | 1.2 | 119.8 | 115.5 | 3.7 | ||
| Mozambique | 63.7 | 54.6 | 16.7 | 20.9 | 21.3 | - 1.6 |
||
| South Africa | 115.7 | 103.5 | 11.8 | 43.9 | 38.0 | 15.4 | ||
| China | 62.9 | 42.6 | 47.9 | 16.1 | 16.0 | 0.4 | ||
| Índia | 39.5 | n.s. | 10.1 | 11.0 | - 8.1 |
|||
| Cape Verde | 24.8 | 21.8(1) 33.3 |
- 25.5 |
8.2 | 10.7 | - 23.4 |
||
| Trading / Shipping |
48.4 | 86.5 | - 44.1 |
19.6 | 22.0 | - 10.7 |
||
| Other Activities (2) | (68.0) | (124.3) | --- | (27.6) | (31.5) | --- | ||
| Total (consolidated) | 1,575.0 | 1,580.2 | - 0.3 |
552.0 | 568.6 | - 2.9 |
(1) April to September (2) Including intra-Grupo eliminations
Turnover in Portugal, Spain, Turkey and Cape Verde continued to register higher or lower decreases, though at a slower pace than in the first half of the year in any of those business areas. Moreover, contrary to Tunisia, Egypt and South Africa, which maintained important growth rates, China (for the above-stated reasons) Morocco, Mozambique and India slowed down to a certain extent in this quarter, due to lower sales and/or the appreciation of the euro against the respective local currencies.
(Consolidated) Sales of cement and clinker totalled around 20.5 million tons by the end of September (up 2.1% on the corresponding period of the previous year), driven in particular by the strong growth in Egypt and China.
Contrary to Turkey, which recovered slightly in the third quarter, the business areas of South Africa and Cape Verde (due to falling cement consumption in their respective markets) and Portugal (for the same reason in the domestic market and also because of a significant decline in exports) continued to register significant reductions. The small decline occurring in Brazil is wholly due to the absence of exports in 2009. In Spain, where the domestic market fell by close to 40%, the sales through the operations acquired in the Canary Islands at the end of 2008, , have allowed CIMPOR sales to remain practically at the same level as in the previous year.
3
| (Thousand tons) | January - | September | 3rd Quarter | |||||
|---|---|---|---|---|---|---|---|---|
| 2009 | 2008 | % Chg. | 2009 | 2008 | % Chg. | |||
| Portugal | 3,179 | 4,325 | - 26.5 |
1,167 | 1,449 | - 19.5 |
||
| Spain | 2,398 | 2,488 | - 3.6 |
845 | 858 | - 1.6 |
||
| Morocco | 891 | 904 | - 1.5 |
287 | 309 | - 7.1 |
||
| Tunísia | 1,214 | 1,131 | 7.3 | 361 | 302 | 19.8 | ||
| Egypt | 3,038 | 2,406 | 26.2 | 1,008 | 794 | 26.9 | ||
| Turkey | 1,642 | 1,785 | - 8.0 |
695 | 656 | 5.9 | ||
| Brazil | 3,325 | 3,494 | - 4.8 |
1,221 | 1,247 | - 2.1 |
||
| Mozambique | 580 | 551 | 5.4 | 207 | 210 | - 1.4 |
||
| South Africa | 1,108 | 1,214 | - 8.7 |
389 | 426 | - 8.5 |
||
| China | 2,708 | 2,069 | 30.9 | 824 | 636 | 29.6 | ||
| Índia (1) | 788 | 459(1) | n.s. | 206 | 236 | - 12.5 |
||
| Cape Verde | 178 | 222 | - 19.8 |
64 | 76 | - 15.9 |
||
| (Intra-Group) | (522) | (939) | --- | (253) | (261) | --- | ||
| Total (consolidated) | 20,526 | 20,109 | 2.1 | 7,020 | 6,937 | 1.2 |
(1) April to September
The sales of concrete (5.5 million cubic metres since the start of the year) and aggregates (10.7 million tons in the same period) fell by 16.7% and 12.6% respectively, from the corresponding period of the previous year. The market slowdown in Portugal, Spain and Turkey was responsible for these results.
Financial income excluding non-recurring costs was approximately EUR 40.9 million negative in the first nine months of 2009 which, compared to the figure of EUR 75.5 million for the same period of 2008, also negative and with non-recurring profits excluded, is an extremely significant improvement, particularly if considering the approximately 20% increase of the average balance of net financial debt between those two periods.
The income tax for the year increased by 10.5%, excluding non-recurring earnings (close to EUR 50 million) reported in the second quarter of the previous year. This increase is fully explained by the change in taxable profits.
As at 30 September 2009, the net assets of the CIMPOR Group were EUR 4.86 billion, up 5.3% on the end of 2008.
Net financial debt in the first nine months of 2009 decreased by around 2.8% to approximately EUR 1.81 billion (corresponding to a multiple of 3.02 over the EBITDA of the last twelve months), despite the magnitude of the investments made in the interim (almost EUR 180 million) and dividend payment of circa EUR 123 million.
Shareholders' Equity increased 12.0% in the same period, to exceed EUR 1.8 billion.
| (EUR M) | 30 Sep 09 | 31 Dec 08 |
% Chg. |
|---|---|---|---|
| ASSETS | |||
| Non-Current Assets | 3,746.1 | 3,720.7 | 0.7 |
| Current Assets |
|||
| Cash and Equivalents | 349.6 | 169.6 | 106.2 |
| Other Current Assets | 765.2 | 725.0 | 5.5 |
| Total Assets | 4,860.8 | 4,615.3 | 5.3 |
| EQUITY | |||
| Shareholders' Equity | 1,720.2 | 1,505.1 | 14.3 |
| Minority Interests | 89.8 | 110.7 | - 18.9 |
| Total Equity | 1,810.0 | 1,615.8 | 12.0 |
| LIABILITIES | |||
| Loans | 2,118.5 | 2,119.4 | - 0.0 |
| Provisions | 199.6 | 175.8 | 13.5 |
| Other Liabilities | 732.7 | 704.2 | 4.0 |
| Total Liabilities | 3,050.8 | 2,999.5 | 1.7 |
| Total Equity & Liabilities | 4,860.8 | 4,615.3 | 5.3 |
Lisbon, November 25, 2009
| 9 months | 3rd quarter | ||||
|---|---|---|---|---|---|
| Notes | 2009 | 2008 | 2009 | 2008 | |
| Operating income: | |||||
| Sales and services rendered | 6 | 1,575,012 | 1,580,218 | 552,043 | 568,586 |
| Other operating income | 40,232 | 36,440 | 11,173 | 13,923 | |
| Total operating income | 1,615,244 | 1,616,658 | 563,216 | 582,510 | |
| Operating expenses: | |||||
| Cost of goods sold and material used in production | (438,829) | (447,876) | (151,371) | (157,841) | |
| Changes in inventories of finished goods and work in progress | (12,808) | 11,989 | (4,872) | 2,703 | |
| Supplies and services | (492,987) | (543,040) | (172,799) | (195,742) | |
| Payroll costs | (187,357) | (171,786) | (65,038) | (58,159) | |
| Depreciation and amortisation | 6 | (154,341) | (136,647) | (53,386) | (50,025) |
| Provisions and impairment losses | 6 and 17 | (3,087) | (5,716) | (1,558) | (4,052) |
| Other operating expenses | (26,265) | (21,750) | (10,104) | (8,388) | |
| Total operating expenses | (1,315,674) | (1,314,827) | (459,129) | (471,503) | |
| Net operating income | 6 | 299,569 | 301,831 | 104,087 | 111,007 |
| Net financial expenses | 6 and 7 | (41,091) | (69,928) | (5,609) | (21,808) |
| Share of profits of associates | 6 and 7 | (839) | (66,255) | (500) | (21,476) |
| Other investment income | 6 and 7 | (11,359) | 2,578 | 193 | 2,058 |
| Profit before income tax | 6 | 246,281 | 168,227 | 98,171 | 69,782 |
| Income tax | 6 and 8 | (62,660) | (7,111) | (26,492) | (22,887) |
| Net profit for the period | 6 | 183,621 | 161,115 | 71,680 | 46,894 |
| Other comprehensive income: | |||||
| Cash flow hedging financial instruments | 3,093 | (1,874) | 544 | 3,557 | |
| Available-for-sale financial assets | (136) | (1,725) | (63) | (2,031) | |
| Actuarial gain and loss on employee benefit plans | (5,083) | (4,968) | - | 0 | |
| Currency translation adjustments | 151,000 | (98,017) | 25,164 | 569 | |
| Adjustments in investments in associates | (5) - |
(4,517) | (3) | (234) | |
| Total comprehensive income for the period | 332,491 | 50,015 | 97,322 | 48,757 | |
| Net profit for the period attributable to: | |||||
| Equity holders of the parent | 177,797 | 150,317 | 70,747 | 43,180 | |
| Minority interest | 6 | 5,823 | 10,799 | 933 | 3,714 |
| 183,621 | 161,115 | 71,680 | 46,894 | ||
| Total comprehensive income for the period attributable to: | |||||
| Equity holders of the parent | 334,538 | 35,840 | 101,016 | 36,609 | |
| Minority interest | (2,047) 332,491 |
14,175 50,015 |
(3,693) 97,322 |
12,148 48,757 |
|
| Earnings per share: | |||||
| Basic | 10 | 0.27 | 0.23 | 0.11 | 0.06 |
| Diluted | 10 | 0.27 | 0.23 | 0.11 | 0.06 |
| Notes | 30 September 2009 | 31 December 2008 | |
|---|---|---|---|
| Non-current assets: | |||
| Goodwill | 11 | 1,366,141 | 1,277,008 |
| Intangible assets | 65,901 | 42,530 | |
| Tangible assets | 12 | 2,091,172 | 2,007,926 |
| Investments in associates | 6 and 13 | 36,011 | 97,663 |
| Other investments | 11,073 | 131,395 | |
| Other non-current assets | 67,187 | 61,106 | |
| Deferred tax assets | 8 | 108,591 | 103,039 |
| Total non-current assets | 3,746,076 | 3,720,666 | |
| Current assets: | |||
| Inventories | 287,096 | 327,849 | |
| Accounts receivable-trade | 314,929 | 313,443 | |
| Cash and cash equivalents | 20 | 349,569 | 169,564 |
| Other current assets | 115,979 | 83,733 | |
| Non-current assets held for sale | 14 | 47,200 | - |
| Total current assets | 1,114,772 | 894,589 | |
| Total assets | 6 | 4,860,849 | 4,615,255 |
| Shareholders' equity: | |||
| Share capital | 15 | 672,000 | 672,000 |
| Treasury shares | (39,905) | (41,640) | |
| Currency translation adjustments | 9,196 | (149,706) | |
| Reserves | 288,828 | 283,112 | |
| Retained earnings | 612,280 | 521,858 | |
| Net profit for the period | 10 | 177,797 | 219,441 |
| Equity before minority interest | 1,720,196 | 1,505,065 | |
| Minority interest | 89,820 | 110,720 | |
| Total shareholders' equity | 1,810,015 | 1,615,786 | |
| Non-current liabilities: | |||
| Deferred tax liabilities | 8 | 213,540 | 197,388 |
| Employee benefits | 17 | 25,341 | 16,642 |
| Provisions | 17 | 168,686 | 152,374 |
| Loans | 18 | 1,390,322 | 1,911,130 |
| Obligations under finance leases | 5,785 | 4,670 | |
| Other non-current liabilities | 156,987 | 136,206 | |
| Total non-current liabilities | 1,960,661 | 2,418,411 | |
| Current liabilities: | |||
| Employee benefits | 17 | 4,501 | 4,685 |
| Provisions | 17 | 1,096 | 2,140 |
| Accounts payable-trade | 188,782 | 207,187 | |
| Loans | 18 | 720,321 | 201,501 |
| Obligations under finance leases | 2,037 | 2,102 | |
| Other current liabilities | 173,434 | 163,445 | |
| Total current liabilities | 1,090,172 | 581,059 | |
| Total liabilities | 6 | 3,050,833 | 2,999,470 |
| Total liabilities and shareholders' equity | 4,860,849 | 4,615,255 |
7
| Currency | Shareholders' equity | Total | ||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Share | Treasury | translation | Retained | Net | attributable to | Minority shareholders' | ||||
| Notes | capital | shares | adjustments Reserves | earnings | profit | equity holders | interest | equity | ||
| Balances at 1 January 2008 | 672,000 | (19,927) | 183,834 | 271,950 | 384,470 | 304,073 | 1,796,401 | 102,880 | 1,899,281 | |
| Consolidated net profit for the period | - | - | - | - | - | 150,317 | 150,317 | 10,799 | 161,115 | |
| Variation in fair value of cash flow hedging financial instruments | - | - | - | (1,874) | - | - | (1,874) | - | (1,874) | |
| Variation in fair value of available-for-sale financial assets | - | - | - | (1,725) | - | - | (1,725) | - | (1,725) | |
| Actuarial gains and losses on employee benefit plans | - | - | - | (4,968) | - | - | (4,968) | 0 | (4,968) | |
| Variation in currency translation adjustments | - | - | (101,392) | - | - | - | (101,392) | 3,375 | (98,017) | |
| Adjustments in equity investments in associates | - - - |
- - - |
- - - |
(4,517) - - |
- - - |
- - - |
(4,517) - - |
- - - |
(4,517) - - |
|
| Total comprehensive income for the period | - | - | (101,392) | (13,084) | - | 150,317 | 35,840 | 14,174 | 50,015 | |
| Appropriation of consolidated profit of 2007: | ||||||||||
| Transfer to legal reserves and retained earnings | - | - | - | 12,565 | 291,508 | (304,073) | - | - | - | |
| Dividends | - | - | - | - | (153,235) | - | (153,235) | (13,463) | (166,698) | |
| (Purchase) / sale of treasury shares | - | (13,116) | - | 722 | - | - | (12,394) | - | (12,394) | |
| Share purchase options | - | - | - | 334 | 1,253 | - | 1,586 | - | 1,586 | |
| Fair value allocation in acquired subsidiaries | - | - | - | - | - | - | - | (205) | (205) | |
| Variation in financial investments and others | - - |
- - |
- - |
- - |
(1) - |
- - |
(1) - |
28 - |
27 - |
|
| Balances at 30 September 2008 | 672,000 | (33,043) | 82,442 | 272,487 | 523,994 | 150,317 | 1,668,197 | 103,414 | 1,771,611 | |
| Balances at 1 January 2009 | 672,000 | (41,640) | (149,706) | 283,112 | 521,858 | 219,441 | 1,505,065 | 110,720 | 1,615,786 | |
| Consolidated net profit for the period | - | - | - | - | - | 177,797 | 177,797 | 5,823 | 183,621 | |
| Variation in fair value of cash flow hedging financial instruments | - | - | - | 3,093 | - | - | 3,093 | - | 3,093 | |
| Variation in fair value of available-for-sale financial assets | - | - | - | (136) | - | - | (136) | - | (136) | |
| Actuarial gains and losses on employee benefit plans | - | - | - | (5,114) | - | - | (5,114) | 31 | (5,083) | |
| Variation in currency translation adjustments | - | - | 158,902 | - | - | - | 158,902 | (7,902) | 151,000 | |
| Adjustments in investments in associates | - - |
- - |
- - |
(5) - |
- - |
- - |
(5) - |
- - |
(5) - |
|
| Total comprehensive income for the period | - | - | 158,902 | (2,161) | - | 177,797 | 334,538 | (2,047) | 332,491 | |
| Appropriation of consolidated profit of 2008: | ||||||||||
| Transfer to legal reserves and retained earnings | - | - | - | 7,700 | 211,741 | (219,441) | - | - | - | |
| Dividends | 9 | - | - | - | - | (122,777) | - | (122,777) | (13,268) | (136,045) |
| (Purchase) / sale of treasury shares | - | 1,735 | - | (170) | - | - | 1,565 | - | 1,565 | |
| Share purchase options | - | - | - | 346 | 1,540 | - | 1,886 | - | 1,886 | |
| Fair value allocation in acquired subsidiaries | - | - | - | - | - | - | - | 5,022 | 5,022 | |
| Variation in financial investments and others | - - |
- - |
- - |
- - |
(82) - |
- - |
(82) - |
(10,607) - |
(10,689) - |
|
| Balances at 30 September 2009 | 672,000 | (39,905) | 9,196 | 288,828 | 612,280 | 177,797 | 1,720,196 | 89,820 | 1,810,015 | |
| 9 months | 3rd quarter | ||||
|---|---|---|---|---|---|
| Notes | 2009 | 2008 | 2009 | 2008 | |
| Cash flows from operating activities (1) |
456,363 | 338,867 | 158,449 | 157,342 | |
| Investing activities: | |||||
| Receipts relating to: | |||||
| Changes in consolidation perimeter Variações de perímetro de consolidação |
5,379 | 139 | 5,379 | 38 | |
| Investments Investimentos financeiros |
20 | 128,576 | 8,639 | 80 | 8,146 |
| Tangible assets Activos fixos tangíveis |
3,447 | 4,956 | 1,704 | 1,455 | |
| Investment subsidies Subsídios de investimento |
2,702 | 474 | 817 | 7 | |
| Interest and similar income Juros e proveitos similares |
10,689 | 20,167 | 2,227 | 4,521 | |
| Dividendos Dividends | 214 | 1,391 | - | 887 | |
| Outros Others | 202 | 137 | 6 | 0 | |
| 151,209 | 35,902 | 10,212 | 15,054 | ||
| Payments relating to: | |||||
| Changes in consolidation perimeter Variações de perímetro de consolidação |
(2,281) | (145,485) | - | (11,073) | |
| Investments Investimentos financeiros |
(8,705) | (15,658) | (784) | (3,609) | |
| Tangible assets Activos fixos tangíveis |
(201,682) | (209,024) | (60,879) | (75,590) | |
| Intangible assets Activos intangíveis |
(3,487) | (3,851) | (631) | (1,826) | |
| Outros Others | (35) | (272) | - | (23) | |
| (216,189) | (374,290) | (62,294) | (92,122) | ||
| Cash flows from investing activities (2) |
(64,980) | (338,388) | (52,082) | (77,068) | |
| Financing activities: | |||||
| Receipts relating to: | |||||
| Loans obtained Empréstimos obtidos |
245,412 | 1,153,770 | 16,797 | 246,382 | |
| Sale of treasury shares Venda de acções próprias |
1,504 | 4,856 | 147 | 159 | |
| Outros Others | 2,771 | - | - | - | |
| 249,687 | 1,158,626 | 16,944 | 246,541 | ||
| Payments relating to: | |||||
| Loans obtained Empréstimos obtidos |
(246,711) | (1,024,442) | (41,024) | (139,251) | |
| Interest and similar costs Juros e custos similares |
(76,921) | (86,323) | (10,283) | (19,777) | |
| Dividendos Dividends | 9 | (122,777) | (153,151) | - | - |
| Purchase of treasury shares | - | (16,989) | - | (1,530) | |
| Outros Others | (15,646) | (16,715) | (12,950) | (10,328) | |
| (462,054) | (1,297,618) | (64,257) | (170,885) | ||
| Cash flows from financing activities (3) |
(212,367) | (138,992) | (47,313) | 75,656 | |
| Variation in cash and cash equivalents (4) = (1) + (2) + (3) | 179,016 | (138,513) | 59,053 | 155,931 | |
| Effect of currency translation and other non monetary transactions | 2,736 | 3,377 | 3,711 | 5,665 | |
| Cash and cash equivalents at the beginning of the period | 126,479 | 519,280 | 245,466 | 222,549 | |
| Cash and cash equivalents at the end of the period | 20 | 308,231 | 384,144 | 308,231 | 384,144 |
| 1. | Introductory note | 11 |
|---|---|---|
| 2. | Basis of presentation |
11 |
| 3. | Significant accounting policies | 11 |
| 4. | Changes in the consolidation perimeter |
11 |
| 5. | Exchange rates used | 12 |
| 6. | Segment reporting |
12 |
| 7. | Net financial expenses | 15 |
| 8. | Income tax |
16 |
| 9. | Dividends |
18 |
| 10. | Earnings per share | 19 |
| 11. | Goodwill |
20 |
| 12. | Tangible assets | 21 |
| 13. | Investments in associates | 22 |
| 14. | Non-current assets held for sale |
22 |
| 15. | Share capital |
22 |
| 16. | Treasury shares |
23 |
| 17. | Provisions |
23 |
| 18. | Loans | 24 |
| 24 Bonds |
||
| Bank loans 25 | ||
| 19. | Derivative financial instruments |
27 |
| 20. | Notes to the consolidated cash flow statements | 27 |
| Cash and cash equivalents 27 | ||
| 21. | Related parties | 27 |
| 22. | Contingent liabilities, guarantees and commitments |
28 |
| 23. | Subsequent events | 28 |
| 24. | Financial statements approval | 28 |
| 25. | Note added for translation |
28 |
Cimpor - Cimentos de Portugal, SGPS, S.A. ("the Company") was incorporated on 26 March 1976, with the name Cimpor - Cimentos de Portugal, E.P.. The Company has undergone several structural and legal changes, which have resulted in it becoming the parent company of a Business Group with operations in Portugal, Spain, Morocco, Tunisia, Egypt, Turkey, Brazil, Peru, Mozambique, South Africa, China, India and Cape Verde (the "Cimpor Group").
Cimpor Group's core business is the production and sale of cement. The Group also produces and sells aggregates and mortar in a vertical integration of its businesses.
The Cimpor Group's investments are held essentially through two sub-holding companies; (i) Cimpor Portugal, SGPS, S.A., which holds the investments in companies dedicated to the production of cement, mortar, concrete parts and related activities in Portugal; and (ii) Cimpor Inversiones, S.A., which holds the investments in companies operating abroad.
The accompanying financial statements were prepared in accordance with the provisions of IAS 34 – Interim Financial Reporting, according to the historical cost convention, except as regards financial instruments.
The accounting policies adopted are consistent with those considered in the financial statements for the year ended as of 31 December 2008 and disclosed in the corresponding notes, except in respect of the standards and interpretations entering into force on or after 1 January 2009, the adoption of which have not had an impact on the Group's profits or financial position.
The most significant change in the consolidation perimeter, occurred in the nine months ended 30 September 2009, respect to the sale, for approximately 12.5 million of US dollars, of the cement storage and bagging facilities owned by Cementos Otorongo, S.A. at the El Callao terminal (Peru), as well as the corresponding shareholding (100%) in Agrecom – Agregados Comercializados, S.A.C..
The exchange rates used to translate, to euros, the foreign currency assets and liabilities at 30 September 2009 and 31 December 2008, as well the results for the nine months ended 30 September 2009 and 2008 were as follows:
| Closing exchange rate | Average exchange rate | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Currency | Segment | 2009 | 2008 | Var.% | 2009 | 2008 | Var.% | |||
| USD | Other | 1.4643 | 1.3917 | (5.0) | 1.36685 | 1.52254 | 11.4 | |||
| MAD | Morocco | 11.3769 | 11.2665 | (1.0) | 11.29033 | 11.50546 | 1.9 | |||
| BRL | Brazil | 2.605 | 3.2436 | 24.5 | 2.85442 | 2.56895 | (10.0) | |||
| TND | Tunisia | 1.9023 | 1.8318 | (3.7) | 1.87367 | 1.83976 | (1.8) | |||
| MZM | Mozambique | 42,160.0 | 35,250.0 | (16.4) | 36,251.1 | 36,776.4 | 1.4 | |||
| CVE | Other (Cape Verde) a ) |
110.265 | 110.265 | - | 110.265 | 110.265 | - | |||
| EGP | Egypt | 8.0566 | 7.6857 | (4.6) | 7.69163 | 8.31133 | 8.1 | |||
| ZAR | South Africa | 10.8984 | 13.0667 | 19.9 | 11.9157 | 11.7264 | (1.6) | |||
| TRY | Turkey | 2.1734 | 2.1488 | (1.1) | 2.15281 | 1.87073 | (13.1) | |||
| HKD | China | 11.3485 | 10.7858 | (5.0) | 10.60406 | 11.87189 | 12.0 | |||
| CNY | China | 9.9958 | 9.4956 | (5.0) | 9.35258 | 10.65411 | 13.9 | |||
| MOP | China | 11.689 | 11.1094 | (5.0) | 11.11544 | 12.43254 | 11.8 | |||
| PEN | Other (Peru) a ) |
4.234 | 4.3713 | 3.2 | 4.23207 | 4.42146 | 4.5 | |||
| INR | India | 70.001 | 67.3931 | (3.7) | 67.62832 | 65.50229 b ) |
(3.1) |
(a) Segments not individually reported.
(b) Average exchange rate from 1 April to 30 September 2008.
The main profit and loss information, by geographical segment, for the nine months ended 30 September 2009 and 2008, were as follows:
| South | |||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Portugal | Spain | Morocco Tunisia | Egypt | Turkey | Brazil | Mozambique | Africa | China | India | Others Unallocated Eliminations Consolidated | |||||
| Sales and services rendered: | |||||||||||||||
| External sales | 313,467 252,490 | 71,957 52,569 178,821 80,139 307,054 | 63,722 | 112,849 62,939 38,264 25,037 | 15,704 | - | 1,575,012 | ||||||||
| Inter segment sales | 30,970 | 504 | - | - | - | - | - | - | 2,852 | - | 1,195 | - | 55,802 | (91,322) | - |
| Total | 344,436 252,994 | 71,957 52,569 178,821 80,139 307,054 | 63,722 | 115,701 62,939 39,459 25,037 | 71,506 | (91,322) | 1,575,012 | ||||||||
| Operating results | 72,320 | 2,202 | 24,112 | 8,808 | 67,403 | (942) 63,110 | 6,968 | 45,211 | 341 | 4,847 | 1,342 | 3,849 | - | 299,569 | |
| Financial expenses and income | (41,091) | ||||||||||||||
| Share of results of associates | (839) | ||||||||||||||
| Other investment income | (11,359) | ||||||||||||||
| Profit before income tax | 246,281 | ||||||||||||||
| Income tax | (62,660) | ||||||||||||||
| Net profit for the period | 183,621 | ||||||||||||||
| South | |||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Portugal | Spain | Morocco Tunisia | Egypt | Turkey | Brazil | Mozambique | Africa | China | India Others Unallocated Eliminations Consolidated | ||||||
| Sales and services rendered: | |||||||||||||||
| External sales | 348,613 285,103 | 69,274 46,664 115,670 124,553 303,370 | 54,615 | 101,884 41,251 21,804 33,801 | 33,615 | - | 1,580,218 | ||||||||
| Inter segment sales | 68,124 | 852 | - | - | - | - | - | - | 1,629 | 1,299 | - | - | 73,677 | (145,581) | - |
| Total | 416,737 285,954 | 69,274 46,664 115,670 124,553 303,370 | 54,615 | 103,513 42,550 21,804 33,801 | 107,292 | (145,581) | 1,580,218 | ||||||||
| Operating results | 88,351 | 41,065 | 26,449 | 7,491 | 40,478 | 1,460 | 51,614 | 7,651 | 27,547 | 3,167 | 793 | 2,140 | 3,626 | - | 301,831 |
| Financial expenses and income | (69,928) | ||||||||||||||
| Share of results of associates | (66,255) | ||||||||||||||
| Other investment income | 2,578 | ||||||||||||||
| Profit before income tax | 168,227 | ||||||||||||||
| Income tax | (7,111) | ||||||||||||||
| Net profit for the period | 161,115 |
The above net income includes the full amount of the segments, without considering the following amounts attributable to minority shareholders:
| South | ||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Portugal | Spain | Morocco Tunisia | Egypt | Turkey | Brazil | Mozambique | Africa | China | India | Others Unallocated Consolidated | ||||
| Profit for the period attributable to | ||||||||||||||
| minority interest | 287 | (628) | 5,545 | - | 1,926 | 777 | - | 574 | - (3,125) | 746 | (489) | 209 | 5,823 | |
| South | ||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Portugal | Spain | Morocco Tunisia | Egypt | Turkey | Brazil | Mozambique | Africa | China | India | Others Unallocated Consolidated | ||||
| Profit for the period attributable to | ||||||||||||||
| minority interest | 268 | 87 | 5,854 | - | 1,105 | 1,856 | 1 | 784 | (0) | 722 | (57) | (259) | 438 | 10,799 |
2009
| South | ||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Portugal | Spain | Morocco Tunisia | Egypt | Turkey | Brazil | Mozambique | Africa | China | India | Others Unallocated Consolidated | ||||
| Fixed capital expenditure | 16,834 | 17,049 | 7,819 | 3,207 | 7,887 42,793 | 31,597 | 10,676 | 6,244 33,277 | 3,622 (4,714) | 9,115 | 185,407 | |||
| Depreciation and amortisation | 40,295 | 32,474 | 7,099 | 5,801 | 8,425 11,195 | 24,736 | 3,786 | 8,030 | 3,744 | 4,632 | 1,079 | 3,044 | 154,341 | |
| Provisions and impairment losses | (46) | 13 | 0 | - | 1,938 | (171) | - | - | 2 | - | - | - | 1,350 | 3,087 |
| South | ||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Portugal | Spain | Morocco Tunisia | Egypt | Turkey | Brazil | Mozambique | Africa | China | India | Others Unallocated Consolidated | ||||
| Fixed capital expenditure | 27,011 | 39,489 | 5,784 | 2,779 | 3,808 | 42,174 | 33,891 | 4,863 | 20,678 14,832 16,909 | 1,548 | 834 | 214,600 | ||
| Depreciation and amortisation | 40,686 | 25,889 | 5,983 | 5,784 | 7,788 | 12,704 | 23,763 | 3,341 | 4,970 | 2,364 | 483 | 1,005 | 1,887 | 136,647 |
| Provisions and impairment losses | (35) | - | 38 | (99) | 4,393 | 8 | (0) | 95 | - | - | - | 5 | 1,312 | 5,716 |
In addition, assets and liabilities, by reportable segment, reconciled to the total consolidated amounts as at 30 September 2009 and at 31 December 2008, were as follows:
| South | |||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Portugal | Spain Morocco Tunisia | Egypt | Turkey | Brazil | Mozambique Africa | China | India | Others | Unllocated Eliminations Consolidated | ||||||
| Assets | |||||||||||||||
| Segment assets | 792,018 914,752 112,218 142,266 388,493 637,080 1,152,390 | 82,476 294,396 162,668 108,678 43,850 | 832,591 | (839,038) | 4,824,837 | ||||||||||
| Investments in associates | 36,011 | ||||||||||||||
| Total consolidated assets | 4,860,849 | ||||||||||||||
| Liabilites | |||||||||||||||
| Segment liabilities | 346,619 717,517 | 29,804 14,643 59,272 157,444 | 194,043 | 25,625 68,136 141,744 21,906 15,858 2,097,260 | (839,038) | 3,050,833 | |||||||||
| Total consolidated liabilities | 3,050,833 | ||||||||||||||
| 2008 | |||||||||||||||
| South | |||||||||||||||
| Portugal | Spain Morocco Tunisia | Egypt | Turkey | Brazil | Mozambique | Africa | China | India | Others | Unllocated Eliminations Consolidated | |||||
| Assets | |||||||||||||||
| Segment assets | 796,430 838,277 121,836 145,997 390,315 593,498 1,030,166 | 86,389 231,482 162,226 97,752 47,132 | 719,785 | (743,693) | 4,517,592 | ||||||||||
| Investments in associates | 97,663 | ||||||||||||||
| Total consolidated assets | 4,615,255 | ||||||||||||||
Segment liabilities 316,096 550,718 29,304 14,799 50,003 103,648 262,391 28,499 60,377 130,690 28,221 18,947 2,149,473 (743,693) 2,999,470
Liabilites
Total consolidated liabilities 2,999,470
Net financial expenses for the nine months ended 30 September 2009 and 2008 were made up as follows:
| 2009 | 2008 | |
|---|---|---|
| Financial expenses: | ||
| Interest expense | 62,340 | 83,356 |
| Foreign exchange loss | 15,796 | 8,667 |
| Changes in fair-value: | ||
| Hedged assets / liabilities | 5,906 | - |
| Hedging derivative financial instruments | 4,988 | 6,232 |
| Trading derivative financial instruments (a) | 29,631 | 31,041 |
| Financial assets/liabilities at fair value (a) | 6,997 | 8,020 |
| 47,523 | 45,293 | |
| Other | 11,450 | 10,882 |
| 137,109 | 148,198 | |
| Financial income: | ||
| Interest income | 10,819 | 24,276 |
| Foreign exchange gain | 22,591 | 10,809 |
| Changes in fair-value: | ||
| Hedged assets / liabilities | 4,988 | 6,232 |
| Hedging derivative financial instruments | 5,906 | - |
| Trading derivative financial instruments (a) | 30,701 | 17,807 |
| Financial assets/liabilities at fair value (a) | 14,679 | 17,984 |
| 56,274 | 42,022 | |
| Other | 6,334 | 1,162 |
| 96,018 | 78,270 | |
| Share of profits of associates: | ||
| Loss in associated companies (Note 13) | (1,245) | (66,823) |
| Gain in associated companies (Note 13) | 407 | 569 |
| (839) | (66,255) | |
| Investment income: | ||
| Gains on holdings | 135 | 543 |
| Gains/(losses) on investments | (11,495) | 2,035 |
| (11,359) | 2,578 | |
a) This caption is mainly related to: (i) "US Private Placements" fair value changes (Note 18), which were designated as financial liabilities at fair value through profit and loss and (ii) fair value changes of negotiable financial derivative instruments, including two of them that, although contracted to cover exchange rate and interest rate risks associated to "US Private Placements", are not qualified by Group for hedge accounting effects.
Income tax expense for the nine months ended 30 September 2009 and 2008 were made up as follows:
| 2009 | 2008 | |
|---|---|---|
| Current tax | 52,891 | 57,816 |
| Deferred tax | 8,141 | (2,189) |
| Increases / (decreases) in tax provisions (Note 17) | 1,629 | (48,515) |
| Charge for the period | 62,660 | 7,111 |
The Company and the majority of its subsidiaries in Portugal are subject to Corporate Income Tax, currently at the rate of 25% (12.5% for taxable income until 12.500 euros), plus a Municipal surcharge up to a maximum of 1.5% of taxable income, totalling around 26.5%.
Tax on income relating to the other geographic segments is calculated at respective rates in force, as follows:
| 2009 | 2008 | |
|---|---|---|
| Spain | 30.0% | 30.0% |
| Morroco | 30.0% | 30.0% |
| Tunisia | 30.0% | 30.0% |
| Egypt | 20.0% | 20.0% |
| Brazil | 34.0% | 34.0% |
| Mozambique | 32.0% | 32.0% |
| South Africa | 28.0% | 28.0% |
| Cape Verde | 25.5% | 30.6% |
| Turkey | 20.0% | 20.0% |
| China | 25.0% | 33.0% |
| Peru | 30.0% | 30.0% |
| India | 34.0% | 34.0% |
Temporary differences between the book value of assets and liabilities and their corresponding value for tax purposes are recognised in accordance with IAS 12 - Income taxes.
The reconciliation between the tax rate applicable in Portugal and the effective tax rate in the Group is as follows:
| 2009 | 2008 | |
|---|---|---|
| Tax rate applicable in Portugal | 26.50% | 26.50% |
| Operational results non taxable | (2.24%) | (2.68%) |
| Financial results non taxable | 0.37% | 7.80% |
| Benefits by deduction to the taxable profit and to the collect | (2.26%) | (2.04%) |
| Increases / (decreases) in tax provisions | 0.66% | (28.84%) |
| Adjustments on deferred taxes | 0.89% | (0.42%) |
| Rate differences | 0.86% | 1.69% |
| Other | 0.65% | 2.22% |
| Effective tax rate of the Group | 25.44% | 4.23% |
The changes in deferred taxes in the nine months ended 30 September 2009 and 2008 were as follows:
| Deferred tax assets: | |
|---|---|
| Balances at 1 January 2008 | 123,185 |
| Changes in the consolidation perimeter | (13) |
| Currency translation adjustments | (5,107) |
| Income tax | 21,270 |
| Shareholders' equity | 2,691 |
| Balances at 30 September 2008 | 142,026 |
| Balances at 1 January 2009 | 103,039 |
| Changes in the consolidation perimeter | (203) |
| Currency translation adjustments | 12,560 |
| Income tax | (6,613) |
| Shareholders' equity | (420) |
| Transfers | 228 |
| Balances at 30 September 2009 | 108,591 |
| Deferred tax liabilities: | |
| Balances at 1 January 2008 | 198,249 |
| Changes in the consolidation perimeter | 6 |
| Currency translation adjustments | (4,150) |
| Income tax | 19,081 |
| Shareholders' equity | 61 |
| Transfers | 4,343 |
| Balances at 30 September 2008 | 217,590 |
| Balances at 1 January 2009 | 197,388 |
| Currency translation adjustments | 3,785 |
| Income tax | 1,528 |
| Shareholders' equity | (49) |
| Transfers | 10,888 |
| Balances at 30 September 2009 | 213,540 |
The deferred tax is recorded directly on shareholder's equity when the situations that have originated them have similar impact.
In the nine months ended 30 September 2009 a dividend of 18.5 cents per share (23 cents per share in the previous year), totalling 122,777 thousand euros (153,151 thousand euros in 2008), was paid as decided by the Shareholders' Annual General Meeting held on 13 May 2009.
Basic and diluted earnings per share for the period ended 30 September 2009 were computed as follows:
| 9 months | 3rd quarter | ||||
|---|---|---|---|---|---|
| 2009 | 2008 | 2009 | 2008 | ||
| Basic earnings per share | |||||
| Net profit considered in the computation of basic earnings per share |
177,797 | 150,317 | 70,747 | 43,180 | |
| Weighted average number of ordinary shares used to calculate the basic earnings per share (thousands) |
663,766 | 665,824 | 664,025 | 665,859 | |
| Basic earnings per share | 0.27 | 0.23 | 0.11 | 0.06 | |
| Diluted earnings per share | |||||
| Net profit considered in the computation of basic earnings per share |
177,797 | 150,317 | 70,747 | 43,180 | |
| Weighted average number of ordinary shares used to calculate the basic earnings per share (thousands) |
663,766 | 665,824 | 664,025 | 665,859 | |
| Effect of the options granted under the Share Option Plan (thousands) |
1,746 | 1,518 | 1,746 | 1,518 | |
| Weighted average number of ordinary shares used to calculate the diluted earnings per share (thousands) |
665,512 | 667,342 | 665,771 | 667,376 | |
| Diluted earnings per share | 0.27 | 0.23 | 0.11 | 0.06 |
The changes in goodwill and related impairment losses in the nine months ended 30 September 2009 and 2008 were as follows:
| South | Cape | |||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Portugal | Spain | Brazil | Egypt | Tunisia | Morocco | Africa | China | Turkey | Verde | Peru | India | Mozambique | Total | |
| Gross assets: | ||||||||||||||
| Balances at 1 January 2008 | 22,548 | 71,773 | 571,738 | 71,081 | 71,546 | 27,254 | 103,275 | 4,747 | 350,127 | 9,003 | 3,524 | - | 2,523 | 1,309,139 |
| Changes in the consolidation perimeter | 85 | 20,379 | - | - | - | - | - | - | - | - | - | 70,050 | - | 90,514 |
| Currency translation adjustments | - | - | (22,302) | 2,954 | - | - | (15,693) | 489 | (18,644) | - | 373 | (4,727) | 74 | (57,477) |
| Additions | - | 8,026 | - | - | - | - | - | - | 355 | - | 1,757 | - | - | 10,138 |
| Transfers | 1,416 | - | - | - | - | - | - | 529 | - | - | - | - | - | 1,945 |
| Balances at 30 September 2008 | 24,048 | 100,178 | 549,436 | 74,035 | 71,546 | 27,254 | 87,581 | 5,765 | 331,838 | 9,003 | 5,655 | 65,324 | 2,596 | 1,354,259 |
| Balances at 1 January 2009 | 29,463 | 140,914 | 494,301 | 74,979 | 71,546 | 27,254 | 79,272 | 20,726 | 283,286 | 9,136 | 5,203 | 62,890 | 2,668 | 1,301,640 |
| Changes in the consolidation perimeter | - | 1,141 | - | - | - | - | - | - | - | - | (2,479) | - | - | (1,338) |
| Currency translation adjustments | - | - | 77,359 | (3,452) | - | - | 15,772 | (983) | (3,467) | - | 165 | (670) | (132) | 84,591 |
| Additions | 385 | 209 | - | - | - | - | - | - | - | 237 | - | - | - | 832 |
| Transfers | - | 20,409 | - | - | - | - | - | (980) | - | - | - | (14,381) | - | 5,048 |
| Balances at 30 September 2009 | 29,849 | 162,674 | 571,659 | 71,527 | 71,546 | 27,254 | 95,044 | 18,764 | 279,819 | 9,373 | 2,889 | 47,839 | 2,536 | 1,390,773 |
| África | ||||||||||||||
| Portugal | Spain | Brazil | Egypt | Tunisia | Morocco | Africa | China | Turkey | Verde | Peru | India | Mozambique | Total | |
| Accumulated impairment losses: | ||||||||||||||
| Balances at 1 January 2008 | 601 | 765 | - | - | - | 24,031 | - | - | - | - | - | - | - | 25,397 |
| Balances at 30 September 2008 | 601 | 765 | - | - | - | 24,031 | - | - | - | - | - | - | - | 25,397 |
| Balances at 1 January 2009 | 601 | - | - | - | - | 24,031 | - | - | - | - | - | - | - | 24,632 |
| Balances at 30 September 2009 | 601 | - | - | - | - | 24,031 | - | - | - | - | - | - | - | 24,632 |
| Carrying amount: | ||||||||||||||
| As at 30 September 2008 | 23,447 | 99,412 | 549,436 | 74,035 | 71,546 | 3,223 | 87,581 | 5,765 | 331,838 | 9,003 | 5,655 | 65,324 | 2,596 | 1,328,861 |
| As at 30 September 2009 | 29,248 | 162,674 | 571,659 | 71,527 | 71,546 | 3,223 | 95,044 | 18,764 | 279,819 | 9,373 | 2,889 | 47,839 | 2,536 | 1,366,141 |
The changes identified as transfers correspond, essentially, to the purchase value allocation of acquired companies. Resulting from that process, the goodwill value indicated above for more recent investments may still be subject to change.
The changes in tangible assets and corresponding depreciation in the nine months ended 30 September 2009 and 2008 were as follows:
| Buildings and | Other | Tangible | Advance to | |||||||
|---|---|---|---|---|---|---|---|---|---|---|
| other | Basic | Transportation | Administrative | Tools and | tangible | assets in | suppliers of | |||
| Land | constructions | equipment | equipment | equipment | dies | assets | progress | tangible assets | Total | |
| Gross assets: | ||||||||||
| Balances at 1 January 2008 | 345,125 | 713,032 | 2,934,234 | 108,550 | 59,063 | 9,260 | 11,728 | 188,200 | 24,836 | 4,394,029 |
| Changes in the consolidation perimeter | 277 | 2,555 | 30,914 | 1,967 | 782 | (11) | (32) | 7,736 | 309 | 44,496 |
| Currency translation adjustments | (5,877) | (7,556) | (61,530) | (2,936) | (1,183) | 65 | 24 | (10,136) | (1,432) | (90,560) |
| Additions | 8,471 | 3,506 | 25,831 | 3,512 | 710 | 71 | 505 | 140,757 | (374) | 182,990 |
| Sales | (1,513) | (3,302) | (5,963) | (2,282) | (393) | (3) | (0) | (20) | (1,267) | (14,742) |
| Write-offs | (37) | (53) | (18,517) | (297) | (178) | (9) | (109) | (69) | (3) | (19,272) |
| Transfers | 433 | 12,490 | 57,685 | 1,763 | 1,162 | 1,942 | (1,590) | (68,175) | (967) | 4,744 |
| Balances at 30 September 2008 | 346,880 | 720,673 | 2,962,654 | 110,278 | 59,964 | 11,314 | 10,527 | 258,293 | 21,102 | 4,501,684 |
| Balances at 1 January 2009 | 349,659 | 744,553 | 2,922,537 | 107,147 | 59,010 | 12,281 | 11,094 | 185,973 | 116,642 | 4,508,895 |
| Changes in the consolidation perimeter | (449) | (1,769) | (4,382) | 896 | (11) | - | (62) | (76) | - | (5,853) |
| Currency translation adjustments | 11,342 | 20,485 | 99,185 | 6,285 | 1,917 | 20 | (43) | 5,961 | (575) | 144,578 |
| Additions | 4,628 | 4,855 | 12,376 | 1,158 | 348 | 206 | 232 | 127,708 | 25,196 | 176,707 |
| Sales | (279) | (571) | (11,567) | (6,311) | (214) | (26) | - | - | - | (18,967) |
| Write-offs | (358) | (851) | (1,090) | (743) | (614) | (15) | (195) | (31) | (666) | (4,563) |
| Transfers | 25,199 | 50,508 | 165,178 | 17,145 | 2,768 | 613 | 1,715 | (38,916) | (94,284) | 129,926 |
| Balances at 30 September 2009 | 389,743 | 817,210 | 3,182,237 | 125,578 | 63,205 | 13,080 | 12,741 | 280,618 | 46,312 | 4,930,723 |
| Buildings and | Other | Tangible | Advance to | |||||||
| other | Basic | Transportation | Administrative | Tools and | tangible | assets in | suppliers of | |||
| Land | constructions | equipment | equipment | equipment | dies | assets | progress | tangible assets | Total | |
| Accumulated depreciation and | ||||||||||
| impairment losses: | ||||||||||
| Balances at 1 January 2008 | 42,298 | 346,575 | 1,978,753 | 67,828 | 48,406 | 7,575 | 7,539 | - | - | 2,498,974 |
| Changes in the consolidation perimeter | - | 791 | 16,712 | 763 | 539 | (12) | (44) | - | - | 18,749 |
| Currency translation adjustments | (179) | (4,486) | (47,055) | (1,834) | (861) | 73 | 20 | - | - | (54,324) |
| Increases | 8,480 | 20,882 | 93,634 | 6,912 | 2,493 | 443 | 760 | - | - | 133,604 |
| Decreases | - | (2,060) | (5,320) | (2,150) | (373) | (3) | (5) | - | - | (9,911) |
| Write-offs | - | (50) | (17,746) | (180) | (175) | (9) | (25) | - | - | (18,185) |
| Transfers | (79) | 121 | 1,004 | 87 | 941 | 1,040 | (1,612) | - | - | 1,501 |
| Balances at 30 September 2008 | 50,520 | 361,772 | 2,019,982 | 71,426 | 50,969 | 9,106 | 6,632 | - | - | 2,570,407 |
| Balances at 1 January 2009 | 52,989 | 360,206 | 1,952,127 | 70,315 | 49,683 | 9,473 | 6,177 | - | - | 2,500,969 |
| Changes in the consolidation perimeter | - | (26) | (705) | 270 | (5) | - | (6) | - | - | (472) |
| Currency translation adjustments | 796 | 9,180 | 71,905 | 4,039 | 1,493 | (11) | (34) | - | - | 87,368 |
| Increases | 8,306 | 23,642 | 103,869 | 8,273 | 2,419 | 565 | 791 | - | - | 147,865 |
| Decreases | (8) | (119) | (9,347) | (4,980) | (211) | (22) | - | - | - | (14,687) |
| Write-offs | (0) | (174) | (275) | (526) | (584) | (15) | (186) | - | - | (1,759) |
| Transfers | - | 18,273 | 92,772 | 6,846 | 1,865 | 414 | 97 | - | - | 120,267 |
| Balances at 30 September 2009 | 62,082 | 410,982 | 2,210,346 | 84,238 | 54,660 | 10,404 | 6,839 | - | - | 2,839,551 |
| Carrying amount: | ||||||||||
| As at 30 September 2008 | 296,360 | 358,901 | 942,672 | 38,852 | 8,995 | 2,208 | 3,895 | 258,293 | 21,102 | 1,931,277 |
Tangible assets in progress and advances to suppliers of tangible assets in the nine months ended 30 September 2009 include the construction and improvement of installations and equipment of the cement sector of several production units, essentially in the Turkey, China, Brazil, Portugal and Spain business areas.
As at 30 September 2009 327,661 406,228 971,890 41,341 8,544 2,676 5,902 280,618 46,312 2,091,172
The changes in investments in associates in the nine months ended 30 September 2009 and 2008 were as follows:
| Investment | Goodwill | Total | |
|---|---|---|---|
| Balances at 1 January 2008 | 148,512 | 15,021 | 163,533 |
| Changes in the consolidation perimeter | 11,056 | - | 11,056 |
| Equity method effect: | |||
| On financial expenses (Note 7) | (66,255) | - | (66,255) |
| On shareholders' equity | (4,517) | - | (4,517) |
| Dividends received | (853) | - | (853) |
| Acquisitions and increases | 15,988 | - | 15,988 |
| Transfers | - | (1,416) | (1,416) |
| Balances at 30 September 2008 | 103,930 | 13,606 | 117,536 |
| Balances at 1 January 2009 | 84,057 | 13,606 | 97,663 |
| Currency translation adjustments | 4 | - | 4 |
| Equity method effect: | |||
| On financial expenses (Note 7) | (839) | - | (839) |
| On shareholders' equity | (5) | - | (5) |
| Acquisitions and increases | 2,237 | - | 2,237 |
| Transfers (Notes 11 and 14) | (57,035) | (6,013) | (63,049) |
| Balances at 30 September 2009 | 28,419 | 7,592 | 36,011 |
Non-current assets held for sale at 30 September 2009 correspond to the Group's shareholding in C+PA, whose value is expected to be recovered through sale, regarding which efforts are being undertaken.
Based on an independent valuation, C+PA valuation at fair value deducted of estimated sales costs, according to the IFRS 5 terms, resulted in recording a loss of 4,249 thousand of euros in the "Investment income – Losses on investments" caption (Note 7).
On 14 April 2009, the Group sold the debt instrument issued by the Republic of Austria, with term in 2011, which had been reclassified from "Other Investments" to "Non-current assets held for sale" in the first quarter financial statements; the resulting loss, amounting to, approximately, 8 million of euros, was recorded in the "Investment income – Losses on investments" caption (Note 7).
The Company's fully subscribed and paid up capital at 30 September 2009 consisted of 672,000,000 shares, listed on Euronext Lisbon market, with a nominal value of one euro each.
At 30 September 2009 and 31 December 2008 Cimpor had 7,974,587 and 8,476,832 treasury shares, respectively.
The changes in the provisions in the nine months ended 30 September 2009 and 2008 were as follows:
| Provisions for tax risks |
Environmental rehabilitation |
Provision for employee benefits and other personnel provisions |
Other provisions for risks and charges |
Total | |
|---|---|---|---|---|---|
| Balances at 1 January 2008 | 102,947 | 45,239 | 26,946 | 38,061 | 213,192 |
| Changes in the consolidation perimeter | - | 16 | 131 | - | 147 |
| Currency translation adjustments | 442 | (1,539) | (390) | (1,082) | (2,568) |
| Increases | 2,652 | 3,513 | 8,379 | 7,256 | 21,799 |
| Decreases | (50,114) | (49) | - | (728) | (50,891) |
| Utilisation | (5) | (353) | (662) | (1,712) | (2,732) |
| Transfers | - | 28 | 109 | (71) | 65 |
| Balances at 30 September 2008 | 55,922 | 46,855 | 34,512 | 41,724 | 179,014 |
| Balances at 1 January 2009 | 59,842 | 46,151 | 28,738 | 41,110 | 175,841 |
| Currency translation adjustments | (514) | 3,735 | 430 | 4,492 | 8,143 |
| Increases | 3,137 | 4,346 | 9,607 | 4,213 | 21,302 |
| Decreases | - | (49) | (181) | (87) | (317) |
| Utilisation | (29) | (141) | (615) | (5,616) | (6,400) |
| Transfers | - | - | 120 | 934 | 1,054 |
| Balances at 30 September 2009 | 62,437 | 54,043 | 38,099 | 45,046 | 199,624 |
The increases and decreases in the provisions in the nine months ended 30 September 2009 and 2008 were recorded by corresponding entry to the following accounts:
| 2009 | 2008 | |
|---|---|---|
| Tangible assets: | ||
| Land | 3,141 | 1,813 |
| Profit and loss for the period: | ||
| Supplies and services | - | 5 |
| Payroll | 2,572 | 1,494 |
| Provisions | 3,087 | 5,716 |
| Financial expenses | 3,710 | 3,636 |
| Income tax (Note 8) | 1,629 | (48,515) |
| Shareholders' equity: | ||
| Free reserves | 6,848 | 6,759 |
| 20,986 | (29,092) | |
The caption financial expenses include the financial actualizations of the provision for environmental rehabilitation.
| 2009 | 2008 | |
|---|---|---|
| Non-currents liabilities: | ||
| Bonds | 849,969 | 883,055 |
| Bank loans | 540,133 | 1,028,075 |
| Other loans | 220 | - |
| 1,390,322 | 1,911,130 | |
| Currents liabilities: | ||
| Bank loans | 719,848 | 201,177 |
| Other loans | 473 | 324 |
| 720,321 | 201,501 | |
| 2,110,643 | 2,112,631 |
Loans at 30 September 2009 and 31 December 2008 were made up as follows:
Non-convertible bonds at 30 September 2009 and 31 December 2008 are made up as follows:
| 2009 | 2008 | |||||
|---|---|---|---|---|---|---|
| Issuer | Financial instrument | Issue date | Interest rate | Conditions / repayment |
Non-current | Non-current |
| Cimpor Financial Operations B.V. | Eurobonds | 27.May.04 | 4.50% | 27.May.11 | 612,812 | 608,107 |
| Cimpor Financial Operations B.V. | US Private Placement 10Y | 27.June.03 | 5.75% | 27.June.13 | 95,521 | 102,762 |
| Cimpor Financial Operations B.V. | US Private Placement 12Y | 27.June.03 | 5.90% | 27.June.15 | 141,636 | 172,186 |
| 849,969 | 883,055 |
The above US Private Placements are designated as fair value liabilities through profit and loss, as a result of applying the transitional provisions of IAS 39, in the year ended 31 December 2005, relative to financial instruments until then recorded within the scope of fair value accounting.
Within the scope of the measures adopted to improve the Cimpor rating, more flexible financial covenants were negotiated with the debt holders. In return, Cimpor anticipated the reimbursement of 50 million of USD and had increased the spread for the remaining debt amount. The impact of these operations in the fair value of the financial instruments in question reached 14 million of euros, recorded as financial expenses (Note 7).
At 30 September 2009, the difference between the fair and nominal values of "US Private Placements" reached 4,597 thousand of euros (15,344 thousand of euros on 31 December 2008).
Bank loans at 30 September 2009 and 31 December 2008 were made up as follows:
| Non-current | |||||
|---|---|---|---|---|---|
| Type | Currency | Interest rate | 2009 | 2008 | |
| Bilateral loan | EUR | Euribor + 0.30% | 233,333 | 280,000 | |
| Bilateral loan | EUR | Euribor + 0.30% | 166,345 | 199,627 | |
| Bilateral loan | EUR | Euribor + 0.95% | 74,540 | 111,997 | |
| Bilateral loan | EUR | Euribor + 1.50% | - | 299,526 | |
| EIB loan | EUR | EIB basic rate | 33,333 | 40,000 | |
| Bilaterals loans | EUR | Several | 21,810 | 72,022 | |
| Bilaterals loans | BRL | Several | 9,422 | 7,280 | |
| Bilaterals loans | CVE | Several | - | 1 1 |
|
| Bilateral loan | INR | 10.50% | - | 14,838 | |
| Bilateral loan | MAD | 5.45% | 1,350 | 1,667 | |
| Bilaterals loans | PEN | Several | - | 1,107 | |
| 540,133 | 1,028,075 |
| Current | |||||
|---|---|---|---|---|---|
| Type | Currency | Interest rate | 2009 | 2008 | |
| Bilateral loan | EUR | Euribor + 0.30% | 46,667 | - | |
| Bilateral loan | EUR | Euribor + 0.30% | 33,388 | - | |
| Bilateral loan | EUR | Euribor + 0.95% | 75,222 | 112,409 | |
| Bilateral loan | EUR | Euribor + 1.50% | 300,000 | - | |
| EIB loan | EUR | EIB basic rate | 6,667 | 6,667 | |
| Bilaterals loans | EUR | Several | 203,953 | 7,616 | |
| Bilaterals loans | BRL | Several | 2,126 | 2,626 | |
| Bilaterals loans | CVE | Several | 15 | 19 | |
| Bilateral loan | MAD | 5.45% | 399 | 385 | |
| Bilaterals loans | CNY | Several | 9,984 | 3,138 | |
| Bilateral loan | HKD | 2.29% | 88 | - | |
| Bilaterals loans | PEN | Several | - | 232 | |
| Commercial paper | EUR | Several | - | 25,000 | |
| Overdrafts | TRY | Several | 36,984 | 30,283 | |
| Overdrafts | MAD | Several | 2,424 | 3,533 | |
| Overdrafts | ZAR | Several | 910 | 73 | |
| Overdrafts | EUR | Several | 163 | 8,318 | |
| Overdrafts | CVE | Several | 858 | 878 | |
| 719,848 | 201,177 |
| Year | 2009 | 2008 | |
|---|---|---|---|
| 2010 | 112,060 | 569,883 | |
| 2011 | 819,817 | 839,304 | |
| 2012 | 168,570 | 172,614 | |
| 2013 and following years | 289,875 | 329,330 | |
| 1,390,322 | 1,911,130 |
The non-current portion of loans at 30 September 2009 and 31 December 2008 are repayable as follows:
The loans at 30 September 2009 and 31 December 2008 are stated in the following currencies:
| 2009 | 2008 | |||
|---|---|---|---|---|
| Currency | Currency | Euros | Currency | Euros |
| EUR | - | 1,808,594 | - | 1,771,608 |
| USD (a) |
354,000 | 237,156 | 404,000 | 274,948 |
| BRL | 30,083 | 11,548 | 32,131 | 9,906 |
| ZAR | 9,913 | 910 | 952 | 73 |
| MAD | 47,473 | 4,173 | 62,936 | 5,585 |
| CVE | 96,303 | 873 | 100,109 | 912 |
| TRY | 80,380 | 36,984 | 65,074 | 30,283 |
| INR | 23,310 | 333 | 1,000,000 | 14,838 |
| CNY | 99,800 | 9,984 | 29,800 | 3,138 |
| HKD | 1,000 | 88 | - | - |
| PEN | - | - | 5,855 | 1,339 |
| 2,110,643 | 2,112,631 |
(a) Due to certain derivative financial instruments for hedging exchange rate (Note 19), these financings are not exposed to exchange-rate risk.
As at 30 September 2009 and 31 December 2008, credit lines obtained but not used, excluding commercial paper that has not been underwritten, are close to 773 million euros and 498 million euros, respectively.
The fair value of derivative financial instruments at 30 September 2009 and 31 December 2008 is as follows:
| Other assets | Other liabilities | ||||||||
|---|---|---|---|---|---|---|---|---|---|
| Current asset | Non-current assets | Current asset | Non-current assets | ||||||
| 2009 | 2008 | 2009 | 2008 | 2009 | 2008 | 2009 | 2008 | ||
| Fair value hedges: | |||||||||
| Exchange and interest rate swaps | - | - | 4,722 | 11,326 | - | - | 2,263 | - | |
| Interest rate swaps | 11,110 | 2,281 | 4,831 | 4,888 | - | - | - | - | |
| Exchange rate forwards | - | 7 | - | - | - | 110 | - | - | |
| Cash flow hedges: | |||||||||
| Interest rate swaps | - | - | - | - | - | 2,365 | - | 4,092 | |
| Trading: | |||||||||
| Exchange and interest rate derivatives | 5,059 | 219 | - | - | - | 1,447 | 69,681 | 38,542 | |
| Interest rate derivatives | 3,314 | 1,985 | 1,889 | 313 | 6,072 | 10,042 | 47,863 | 65,785 | |
| 19,482 | 4,492 | 11,442 | 16,527 | 6,072 | 13,964 | 119,807 | 108,419 |
Some derivatives, although in compliance with the Group's risk management policies as regards the management of financial market volatility risks, do not qualify for hedge accounting, and so are classified as trading instruments.
Cash and cash equivalents for the nine months ended 30 September 2009 and 2008 were made up as follows:
| 2009 | 2008 | |
|---|---|---|
| Cash | 239 | 977 |
| Bank deposits | 233,774 | 274,065 |
| Marketable securities | 115,556 | 117,428 |
| 349,569 | 392,470 | |
| Bank overdrafts (Note 18) | (41,338) | (8,326) |
| 308,231 | 384,144 |
Receipts relating to investments as at 30 September 2009 correspond, essentially, to the sale of the debt instrument issued by the Republic of Austria (Note 14).
Transactions and balances between Cimpor – Cimentos de Portugal, SGPS, S.A. (the parent company) and the Group companies were eliminated in the consolidation process and so are not disclosed in this note. The balances and transactions between the Group and associated companies and with other related parties, relate to normal operational activities, except, as at 30 September 2009, the acquisition from an associate of 10% of the share capital of Firmes y Hormigones Sany, S.L. (adding to the 80% shareholding already held in that company), the acquisition of 25% of the
share capital of Occidental de Áridos, S.L., giving the Group 100% control of that company and the acquisition of 55% of the share capital of Betobomba, S.L. (change in the consolidation perimeter), totaling around 9 millions of euros.
On 30 September 2008, the acquisitions of share capital and other assets in Spain from associated companies totalized around 62 millions of euros.
On 30 September 2009, guarantees given to third parties compared to 31 December 2008 reduced approximately 43 millions of euros, according to following detail:
| 2009 | 2008 | |
|---|---|---|
| Guarantees given: | ||
| For tax processes in progress | 18,450 | 28,409 |
| Bank union | 40,092 | 47,317 |
| To suppliers | 7,407 | 30,820 |
| Other | 18,068 | 20,058 |
| 84,017 | 126,604 |
Regarding contingent liabilities and commitments for the nine months ended 30 September 2009 there were no significant changes as compared with the reported on 31 December 2008, being among those the tax assessments resulting from the tax audits for the 2002 to 2004 financial years in Group companies headquartered in Spain, which are following its expected litigation course. The Group maintains the understanding of reason and probability of success of these actions.
After September 30, 2009 there were no materially relevant events.
The financial statements for the nine months ended 30 September 2009 were approved by the Board of Directors on 25 November 2009.
These consolidated financial statements are a translation of financial statements originally issued in Portuguese. In the event of discrepancies, the Portuguese language version prevails.
(Unreadable signatures)
Chairman
Ricardo Manuel Simões Bayão Horta
Luís Eduardo da Silva Barbosa Vicente Árias Mosquera
António Sarmento Gomes Mota José Manuel Baptista Fino
Jean Desazars de Montgailhard José Enrique Freire Arteta
Jorge Humberto Correia Tomé Luís Filipe Sequeira Martins
Manuel Luís Barata de Faria Blanc Luís Miguel da Silveira Ribeiro Vaz
Albert Corcos
Jorge Manuel Tavares Salavessa Moura António Carlos Custódio de Morais Varela
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