AI Terminal

MODULE: AI_ANALYST
Interactive Q&A, Risk Assessment, Summarization
MODULE: DATA_EXTRACT
Excel Export, XBRL Parsing, Table Digitization
MODULE: PEER_COMP
Sector Benchmarking, Sentiment Analysis
SYSTEM ACCESS LOCKED
Authenticate / Register Log In

CTT-Correios de Portugal

Quarterly Report May 29, 2009

1911_10-q_2009-05-29_241b2075-5186-4268-ba72-ad93c6763049.pdf

Quarterly Report

Open in Viewer

Opens in native device viewer

INTERIM CONSOLIDATED REPORT

AT MARCH 31 2009 AT MARCH 31,

(Translated from the Portuguese Original)

Public Limited Company Head Office: Rua Alexandre Herculano, 35, 1250-009 Lisbon Portugal Share Capital: € 672,000,000 Tax and Lisbon Registry of Companies Registration number: 500.722.900

CIMPOR Group's consolidated net profit after minority interests in the first quarter of 2009 was EUR 51.2 million, equivalent to a decrease, in extremely adverse circumstances, of only 11.1% on the same period of the previous year.

(EUR M) 1Q 2009 1Q 2008 Chg.
Turnover 481.6 465.2 3.5 %
Operating Cash Costs 346.4 330.9 4.7 %
EBITDA 135.2 134.3 0.7 %
Depreciation and Provisions 49.9 43.7 14.0 %
EBIT 85.3 90.5 - 5,8 %
Financial Income - 13.1 - 12.1 s.s.
Pre-tax Income 72.2 78.5 - 8.0 %
Income Tax 17.6 17.9 - 1.6 %
Net Income 54.6 60.6 - 9.9 %
Attributable to:
Shareholders 51.2 57.6 - 11.1 %
Minority Interests 3.4 3.0 14.7 %

SUMMARY OF INCOME STATEMENT

In operational terms, CIMPOR achieved slight growth (0.7%) in the EBITDA generated in these first three months (around EUR 135 million), which, in the context of the serious deterioration of the world economy, demonstrates the excellence of the growth and internationalisation strategy that the Group has been pursuing, as well as the resilience of its portfolio to the worsening economic situation.

The significant improvements of Operating Cash Flow achieved in the Business Areas of Egypt, Brazil and South Africa, combined with the contribution from the new Business Area of India (integrated in April 2008), were determinant for the referred growth of the Group's EBITDA, offsetting the heavy decline registered in Portugal and Spain (totalling around EUR 22 million).

The increases of this indicator in the Business Areas of Mozambique, China and Cape Verde, though less relevant in absolute terms, were also significant, reaching, all together, near 48%. In Turkey, however, the deterioration of the market and the continued slide of sale prices led to a significant drop in Operating Cash Flow, registering negative figures.

Even with the fall in fuel prices not yet reflected on profits (given the extent of stocks at the end of 2008) and, in spite of the heavy fall of the EBITDA margin in the Spain Business Area (more than 12 p.p.) – due to a sharp contraction in business – the EBITDA margin of the Group as a whole only fell from 28.9% in the first quarter of last year to 28.1% in the first three months of 2009. This fact is primarily due to the increases registered in the Brazil Business Area and, in particular, in South Africa, owing to, respectively, a moderate recovery in sales prices and greater cement production capacity with own clinker.

Business 1Q 2009 1Q 2008 Chg.
Area Value Margin Value Margin Value %
Portugal 32.8 30.6 % 41.4 30.7 % - 8.6 - 20.9
Spain 10.8 14.1 % 24.4 26.4 % - 13.6 - 55.7
Morocco 10.4 44.9 % 11.4 51.8 % - 1.0 - 9.0
Tunisia 3.2 18.5 % 3.1 21.1 % 0.1 3.9
Egypt 27.4 44.2 % 17.7 48.8 % 9.7 54.6
Turkey - 1.3 neg. 1.4 5.9 % - 2.7 - 189.9
Brazil 26.2 29.7 % 20.9 23.1 % 5.4 25.6
Mozambique 3.7 17.4 % 2.7 16.5 % 1.1 39.6
South Africa 13.3 43.5 % 8.3 27.9 % 5.0 60.9
China 1.6 7.3 % 0.7 6.1 % 0.9 118.3
India 2.9 20.3 % - - 2.9 -
Cape Verde 1.1 13.2 % 0.9 10.0 % 0.2 16.5
Trading / Shipping 1.8 12.0 % 1.6 4.7 % 0.2 9.4
Other 1.2 - - 0.3 - 1.5 s.s.
Total 135.2 28.1 % 134.3 28.9 % 0.9 0.7

OPERATING CASH FLOW (EBITDA)

(EUR million)

Consolidated Turnover rose to around EUR 481.6 million – up EUR 16.4 million (3.5%) on the same period of the previous year. This result was achieved with the contribution from the new Business Area of India (EUR 13.2 million) and the growth recorded in the Egypt (EUR 25.7 million) and China (EUR 9.9 million) Business Areas, more than compensating for the declines observed in Portugal, Spain and Turkey (totalling, excluding intra-group transactions, approximately EUR 35 million).

The (consolidated) sales of cement and clinker in the first three months of 2009 grew around 5.5% up on the first quarter of 2008, to around 6.2 million tons. This growth is primarily due to the India Business Area (registering 259 thousand tons sold in the domestic market) and the growth rates achieved in Egypt (27.9%) and China (26.3%). In Spain, despite the fact that market decline exceeded 40%, the acquisitions made in the Canary Islands at the end of 2008 limited the drop in Group sales to 8.4%.

Amortization grew by around EUR 6 million, owing to the investments made. This growth led to a 5.8% decrease in Operating Income. Financial Income, which recorded a negative amount of EUR 13 million, only fell slightly (around EUR 1 million) despite the increase in Net Financial Debt (exceeding 30% in terms of average quarterly balance).

The CIMPOR Group's Net Assets as at 31 March 2009 rose to approximately EUR 4.8 billion, up 3.9% on the end of 2008. The Group's Equity in the same period registered an increase of EUR 107 million (6.6%) while Net Financial Debt decreased 0.5% to around EUR 1.85 billion, in spite of the investments being undertaken. Consequently, the Net Debt / EBITDA ratio for the last twelve months fell from 3.18 to 3.16 between those two dates.

(EUR M) 31st Mar 09 31st Dec 08 Chg.
ASSETS
Non-current Assets 3,675.0 3,720.7 - 1.2 %
Current Assets
Cash and Cash Equivalents 275.1 169.6 62.2 %
Other Current Assets 845.1 725.0 16.6 %
Total Assets 4,795.2 4,615.3 3.9 %
EQUITY
Shareholders' Equity 1,599.9 1,505.1 6.3 %
Minority Interests 122.8 110.7 10.9 %
Total Equity 1,722.8 1,615.8 6.6 %
LIABILITIES
Loans 2,203.3 2,119.4 4.0 %
Provisions 175.4 175.8 - 0.2 %
Other Liabilities 693.6 704.2 - 1.5 %
Total Liabilities 3,072.4 2,999.5 2.4 %
Total Equity and Liabilities 4,795.2 4,615.3 3.9 %

SUMMARY OF CONSOLIDATED BALANCE SHEET

CIMPOR-CIMENTOS DE PORTUGAL. SGPS. S.A. Public Company Head Office: Rua Alexandre Herculano. 35 – 1250-009 LISBON Share Capital: 672,000,000 euros Tax and Lisbon Companies Registry Registration number: 500 722 900

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

FOR THE THREE MONTHS ENDED 31 MARCH 2009 AND 2008 - UNAUDITED

(Amounts stated in thousands of euros)

(Translation from the Portugueses original - Note 25)

Notes 31 March 2009 31 March 2008
Operating income:
Sales and services rendered 6 481,593 465,196
Other operating income 12,908 10,270
Total operating income 494,501 475,466
Operating expenses:
Cost of goods sold and material used in production (142,249) (134,350)
Changes in inventories of finished goods and work in progress 2,406 11,704
Supplies and services (152,632) (158,641)
Payroll costs (60,265) (54,744)
Depreciation and amortisation 6 (49,431) (43,639)
Provisions and impairment losses 6 and 17 (445) (109)
Other operating expenses (6,568) (5,157)
Total operating expenses (409,184) (384,936)
Net operating income 6 85,317 90,529
Net financial expenses 6 and 7 (5,460) (12,095)
Share of profits of associates 6 and 7 (59) (1)
Other investment income 6 and 7 (7,598) 25
Profit before income tax 72,201 78,458
Income tax 6 and 8 (17,609) (17,896)
Net profit for the period 6 54,592 60,562
Other comprehensive income:
Cash flow hedging financial instruments 3,415 (357)
Available-for-sale financial assets (87) (6)
Actuarial gain and loss on employee benefit plans 316 -
Currency translation adjustments 45,149 (221,907)
Adjustments in investments in associates 66 (28,495)
Total comprehensive income for the period 103,451 (190,203)
Net profit for the period attributable to:
Equity holders of the parent 51,199 57,604
Minority interest 3,393 2,959
54,592 60,562
Total comprehensive income for the period attributable to:
Equity holders of the parent 94,678 (187,033)
Minority interest 8,773 (3,170)
103,451 (190,203)
Earnings per share:
Basic 10 0.08 0.09
Diluted 10 0.08 0.09

The accompanying notes form an integral part of the consolidated financial statements for the year ended 31 March 2009.

CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION

AS OF 31 MARCH 2009 AND 31 DECEMBER 2008 - UNAUDITED

(Amounts stated in thousands of euros)

(Translation from the Portugueses original - Note 25)

Notes 31 March 2009 31 December 2008
Non-current assets:
Goodwill 11 1,297,311 1,277,008
Intangible assets 53,487 42,530
Tangible assets 12 2,047,750 2,007,926
Investments in associates 6 and 13 97,671 97,663
Other investments 11,455 131,395
Other non-current assets 67,015 61,106
Deferred tax assets 8 100,302 103,039
Total non-current assets 3,674,991 3,720,666
Current assets:
Inventories 321,824 327,849
Accounts receivable-trade 308,537 313,443
Cash and cash equivalents 20 275,096 169,564
Other current assets 95,991 83,733
Non-current assets held for sale 14 118,722 -
Total current assets 1,120,170 894,589
Total assets 6 4,795,161 4,615,255
Shareholders' equity:
Share capital 15 672,000 672,000
Treasury shares (41,640) (41,640)
Currency translation adjustments (109,854) (149,706)
Reserves 285,404 283,112
Retained earnings 742,839 521,858
Net profit for the period 10 51,199 219,441
Equity before minority interest 1,599,948 1,505,065
Minority interest 122,843 110,720
Total shareholders' equity 1,722,791 1,615,786
Non-current liabilities:
Deferred tax liabilities 8 205,487 197,388
Employee benefits 17 16,942 16,642
Provisions 17 152,106 152,374
Loans 18 1,856,735 1,911,130
Obligations under finance leases 4,779 4,670
Other non-current liabilities 112,692 136,206
Total non-current liabilities 2,348,742 2,418,411
Current liabilities:
Employee benefits 17 4,476 4,685
Provisions 17 1,903 2,140
Accounts payable-trade 182,002 207,187
Loans 18 339,746 201,501
Obligations under finance leases 2,056 2,102
Other current liabilities 193,445 163,445
Total current liabilities 723,628 581,059
Total liabilities 6 3,072,370 2,999,470
Total liabilities and shareholders' equity 4,795,161 4,615,255

The accompanying notes form an integral part of the consolidated financial statements for the three months ended 31 March 2009.

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY

FOR THE THREE MONTHS ENDED 31 MARCH 2009 AND 2008 - UNAUDITED

(Amounts stated in thousands of euros)

(Translated from the Portuguese original - Note 25)

Share
capital
Treasury
shares
Currency
translation
adjustments
Reserves Retained
earnings
Net
profit
Shareholders' equity
attributable to
equity holders
Minority
interest
Total
shareholders'
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 - - - - - 57,604 57,604 2,959 60,562
Variation in fair value of cash flow hedging financial instruments
Variation in fair value of available-for-sale financial assets
Variation in currency translation adjustments
Adjustments in investments in associates
-
-
-
-
-
-
-
-
-
-
(215,778)
-
(357)
(6)
-
(28,495)
-
-
-
-
-
-
-
(357)
(6)
(215,778)
(28,495)
-
-
(6,129)
(357)
(6)
(221,907)
(28,495)
Total comprehensive income for the period - - (215,778) (28,858) - 57,604 (187,033) (3,170) (190,203)
Appropriation of consolidated profit of 2007:
Transfer to legal reserves and retained earnings
Dividends
Purchase / (sale) of treasury shares
Share purchase options
Variation in financial investments
-
-
-
-
-
-
-
(12,943)
-
-
-
-
-
-
-
-
-
495
(1,295)
(84)
304,073
-
-
1,726
7
(304,073)
-
-
-
-
-
-
(12,448)
432
(77)
-
(916)
-
-
(94)
-
(916)
(12,448)
432
(171)
Balances at 31 March 2008 672,000 (32,869) (31,944) 242,208 690,276 57,604 1,597,275 98,700 1,695,975
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 - - - - - 51,199 51,199 3,393 54,592
Variation in fair value of cash flow hedging financial instruments
Variation in fair value of available-for-sale financial assets
Actuarial gains and losses on employee benefit plans
Variation in currency translation adjustments
Adjustments in investments in associates
-
-
-
-
-
-
-
-
-
-
-
-
-
39,852
-
3,415
(87)
233
-
66
-
-
-
-
-
-
-
-
-
-
3,415
(87)
233
39,852
66
-
-
83
5,297
-
3,415
(87)
316
45,149
66
Total comprehensive income for the period - - 39,852 3,627 - 51,199 94,678 8,773 103,451
Appropriation of consolidated profit of 2008:
Transfer to legal reserves and retained earnings
Dividends
Share purchase options
Changes in the fair value of subsidiaries
Variation in financial investments
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(1,335)
-
-
219,441
-
1,540
-
-
(219,441)
-
-
-
-
-
-
205
-
-
-
(217)
-
5,022
(1,455)
-
(217)
205
5,022
(1,455)
Balances at 31 March 2009 672,000 (41,640) (109,854) 285,404 742,839 51,199 1,599,948 122,843 1,722,791

The accompanying notes form an integral part of the consolidated financial statements for the three months ended 31 March 2009.

CONDENSED CONSOLIDATED CASH FLOW STATEMENTS

FOR THE THREE MONTHS ENDED 31 MARCH 2009 AND 2008 - UNAUDITED

(Amounts stated in thousands of euros)

(Translation from the Portugueses original - Note 25)

Notes 31 March 2009 31 March 2008
Operating activities:
Cash flows from operating activities (1) 117,280 103,092
Investing activities:
Receipts relating to:
Investments 1,781 -
Tangible assets 760 2,619
Investment subsidies 1,885 -
Interest and similar income 4,793 6,501
Others 300 62
9,520 9,182
Payments relating to:
Changes in consolidation perimeter - (114,372)
Investments (1,284) (83)
Tangible assets (68,742) (75,374)
Others (179) (650)
(70,205) (190,479)
Cash flows from investing activities (2) (60,686) (181,297)
Financing activities:
Receipts relating to:
Loans obtained 207,041 366,162
Sale of treasury shares - 988
207,041 367,150
Payments relating to:
Loans obtained (123,311) (329,971)
Interest and similar costs (15,769) (8,916)
Purchase of treasury shares - (15,459)
Others (180) (62)
(139,259) (354,408)
Cash flows from financing activities (3) 67,781 12,742
Variation in cash and cash equivalents (4) = (1) + (2) + (3) 124,376 (65,463)
Effect of currency translation and other non monetary transactions 2,326 (8,881)
Cash and cash equivalents at the beginning of the period 126,479 519,280
Cash and cash equivalents at the end of the period 20 253,181 444,936

The accompanying notes form an integral part of the consolidated financial statements for the three months ended 31 March 2009.

1. Introductory note 2
2. Basis of presentation 2
3. Significant accounting policies 2
4. Changes in the consolidation perimeter 2
5. Exchange rates used 3
6. Segment reporting 3
7. Net financial expenses 6
8. Income tax 7
9. Dividends 9
10. Earnings per share 10
11. Goodwill 11
12. Tangible assets 12
13. Investments in associates 13
14. Other investments and non-current assets held for sale 13
15. Share capital 13
16. Treasury shares 13
17. Provisions 14
18. Loans 15
Bonds 15
Bank loans 16
19. Derivative financial instruments 18
20. Notes to the consolidated cash flow statements 18
Cash and cash equivalents 18
21. Related parties 18
22. Contingent liabilities, guarantees and commitments 19
23. Subsequent events 19
24. Financial statements approval 20
25. Note added for translation 20

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED 31 MARCH 2009 (Amounts stated in thousands of euros) (Translation of notes originally issued in Portuguese – Note 25)

1. Introductory note

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.

2. Basis of presentation

The accompanying financial statements were prepared in accordance to the International Financial Reporting Standards ("IAS/IFRS") adopted by the European Union, effective for the years beginning 1 January 2009, and in accordance with the provisions of IAS 34 – Interim Financial Reporting, according to the historical cost convention, except as regards financial instruments.

3. Significant accounting policies

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.

4. Changes in the consolidation perimeter

No changes to the consolidation perimeter were registered during the three month period ended on 31 March 2009.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED 31 MARCH 2009 (Amounts stated in thousands of euros) (Translation of notes originally issued in Portuguese – Note 25)

5. Exchange rates used

The exchange rates used to translate, to euros, the foreign currency assets and liabilities at 31 March 2009 and 31 December 2008, as well the results for the three months ended 31 March 2009 and 2008 were as follows:

Closing exchange rate Average exchange rate
Currency Segment 2009 2008 Var.% 2009 2008 Var.%
USD Other 1.3308 1.3917 (4.4) 1.30799 1.49777 (12.7)
MAD Morocco 11.1718 11.2665 (0.8) 11.19266 11.48714 (2.6)
BRL Brazil 3.0767 3.2436 (5.1) 3.04293 2.61162 16.5
TND Tunisia 1.8607 1.8318 1.6 1.85211 1.8256 1.5
MZM Mozambique 35,490.0 35,250.0 0.7 33,891.2 36,036.6 (6.0)
CVE Cape Verde (a) 110.265 110.265 0.0 110.265 110.265 0.0
EGP Egypt 7.4964 7.6857 (2.5) 7.36228 8.31222 (11.4)
ZAR South Africa 12.614 13.0667 (3.5) 13.01031 12.8118 1.5
TRY Turkey 2.2212 2.1488 3.4 2.16753 1.80902 19.8
HKD China 10.314 10.7858 (4.4) 10.14669 11.67713 (13.1)
CNY China 9.0942 9.4956 (4.2) 8.95516 10.74492 (16.7)
MOP China 10.6234 11.1094 (4.4) 10.64668 12.22861 (12.9)
PEN Peru (a) 4.2033 4.3713 (3.8) 4.21984 4.39623 (4.0)
INR India 67.392 67.3931 (0.0) 66.07215 - -

(a) Segments not individually reported.

6. Segment reporting

The main profit and loss information, by geographical segment, for the three months ended 31 March 2009 and 2008, were as follows:

2009

South
Portugal Spain Morocco Tunisia Egypt Turkey Brazil Mozambique Africa China India Others Unallocated Eliminations Consolidated
Sales and services rendered:
External sales 100,143 76,390 23,164 17,415 62,012 15,218 88,327 21,529 30,618 21,769 13,234 8,382 3,391 - 481,593
Inter segment sales 6,803 161 - - - - - - - - 1,223 - 18,442 (26,629) -
Total 106,946 76,551 23,164 17,415 62,012 15,218 88,327 21,529 30,618 21,769 14,458 8,382 21,832 (26,629) 481,593
Operating results 19,769 (50) 8,110 1,287 24,461 (4,978) 19,065 2,434 10,887 356 1,361 509 2,108 - 85,317
Financial expenses and income
Share of results of associates
Other investment income
(5,460)
(59)
(7,598)
Profit before income tax
Income tax
72,201
(17,609)
Net profit for the period 54,592

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED 31 MARCH 2009 (Amounts stated in thousands of euros) (Translation of notes originally issued in Portuguese – Note 25)

2008

Portugal Spain Morocco Tunisia Egypt Turkey Brazil Mozambique South
Africa
China India Others Unallocated Eliminations Consolidated
Sales and services rendered:
External sales 110,740 92,418 22,028 14,754 36,312 23,838 90,377 16,218 29,225 11,913 - 9,507 7,865 - 465,196
Inter segment sales 23,837 149 - - - - 0 - 503 - - - 32,673 (57,162) -
Total 134,578 92,566 22,028 14,754 36,312 23,838 90,377 16,218 29,728 11,913 - 9,507 40,538 (57,162) 465,196
Operating results 27,889 16,028 9,414 1,306 14,914 (2,546) 13,606 1,867 7,200 (41) - 454 438 - 90,529
Financial expenses and income
Share of results of associates
Other investment income
(12,095)
(1)
25
Profit before income tax
Income tax
78,458
(17,896)
Net profit for the period 60,562

The above net income includes the full amount of the segments, without considering the following amounts attributable to minority shareholders:

2009

Portugal Spain Morocco Tunisia Egypt Turkey Brazil Mozambique South
Africa
China India Others Unallocated Consolidated
Profit for the period attributable to
minority interest
66 (75) 2,108 - 684 84 - 169 - 64 173 (77) 198 3,393
2008
South
Portugal Spain Morocco Tunisia Egypt Turkey Brazil Mozambique Africa China India Others Unallocated Consolidated
Profit for the period attributable to
minority interest
183
310 2,425 - 402 335 - 160 - (767) - 26 (114) 2,959

Other information:

2009

South
Portugal Spain Morocco Tunisia Egypt Turkey Brazil Mozambique Africa China India Others Unallocated Consolidated
Fixed capital expenditure 4,878 3,933 2,089 1,934 2,024 21,421 8,406 1,017 1,224 18,536 1,262 664 39 67,425
Depreciation and amortisation 12,993 10,849 2,281 1,942 2,955 3,706 7,156 1,303 2,446 1,239 1,579 347 635 49,431
Provisions and impairment
losses (9) - - - - - (0) - - - - 4 450 445

2008

Portugal Spain Morocco Tunisia Egypt Turkey Brazil Mozambique South
Africa
China India Others Unallocated Consolidated
Fixed capital expenditure
Depreciation and amortisation
5,859
13,480
18,073
8,374
1,363
1,998
1,047
1,901
1,918
2,819
11,331
4,204
9,148
7,263
1,920
812
3,782
1,086
1,789
772
15,361
-
926
308
170
622
72,687
43,639
Provisions and impairment losses 12 - 2 (100) - (242) - (3) 0 - - 3 438 109

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED 31 MARCH 2009 (Amounts stated in thousands of euros) (Translation of notes originally issued in Portuguese – Note 25)

In addition, assets and liabilities, by reportable segment, reconciled to the total consolidated amounts as at 31 March 2009 and 2008, are as follows:

2009

South
Portugal Spain Morocco Tunisia Egypt Turkey Brazil Mozambique Africa China India Others Unllocated Eliminations Consolidated
Assets
Segment assets
759,660 871,124 128,412 147,768 424,116 605,712 1,082,158 84,470 246,182 171,343 125,202 46,858 807,265 (802,780) 4,697,489
Investments in associates 97,671
Total consolidated assets 4,795,161
Liabilites
Segment liabilities
274,805 578,190 29,283 16,074 54,159 137,445 272,968 23,085 62,692 135,575 50,470 17,839 2,222,566 (802,780) 3,072,370
Total consolidated liabilities 3,072,370
2008
South
Portugal Spain Morocco Tunisia Egypt Turkey Brazil Mozambique Africa China India Others Unllocated Eliminations Consolidated
Assets
Segment assets
767,085 656,121 139,052 146,684 299,946 576,276 1,167,069 67,533 222,159 61,933 93,920 57,020 930,403 (648,005) 4,537,194
Investments in associates 135,206

Liabilites Segment liabilities 442,426 435,942 33,986 14,300 41,311 65,429 300,052 24,233 69,082 38,617 22,939 29,258 2,106,856 (648,005) 2,976,426 Total consolidated liabilities 2,976,426

Total consolidated assets 4,672,401

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED 31 MARCH 2009 (Amounts stated in thousands of euros) (Translation of notes originally issued in Portuguese – Note 25)

7. Net financial expenses

Net financial expenses for the three months ended 31 March 2009 and 2008 were made up as follows:

2009 2008
Financial expenses:
Interest expense:
Changes in fair-value:
Hedged assets / liabilities 7,110 -
Trading derivative financial instruments (a) 5,132 588
Financial assets/liabilities at fair value (a) - 11,589
12,242 12,177
Other 27,181 27,086
39,423 39,262
Foreign exchange loss:
Changes in fair-value:
Hedged assets / liabilities - 8,444
Hedging derivative financial instruments 1,117 -
Trading derivative financial instruments (a) - 18,936
Financial assets/liabilities at fair value (a) 13,284 -
14,401 27,380
Other 10,035 4,527
24,436 31,907
Financial discount allowed 822 707
Other financial expenses 2,092 2,537
66,773 74,413
Financial income:
Interest income:
Changes in fair-value:
Hedging derivative financial instruments 7,110 -
Trading derivative financial instruments (a) 25,093 18,295
Financial assets/liabilities at fair value (a) 5,235 -
37,439 18,295
Other 3,162 9,049
40,601 27,345
Foreign exchange gain:
Changes in fair-value:
Hedged assets / liabilities 1,117 -
Hedging derivative financial instruments - 8,444
Trading derivative financial instruments (a) 13,284 -
Financial assets/liabilities at fair value (a) - 18,936
14,401 27,380
Other 5,049 6,857
19,450 34,237
Financial discount received 139 183
Other financial income 1,123 553
61,312 62,318
Share of profits of associates:
Loss in associated companies (Note 13) (306) (189)
Gain in associated companies (Note 13) 248 188
(59) (1)
Investment income:
Gains on holdings - 25
Gains/(losses) on investments (Note 14) (7,598) -
(7,598) 25

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED 31 MARCH 2009 (Amounts stated in thousands of euros) (Translation of notes originally issued in Portuguese – Note 25)

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.

8. Income tax

Income tax expense for the three months ended 31 March 2009 and 2008 were made up as follows:

2009 2008
Current tax 16,668 15,145
Deferred tax 343 2,171
Increases / (decreases) in tax provisions (Note 17) 598 579
Charge for the year 17,609 17,896

The Company and the majority of its subsidiaries in Portugal are subject to Corporate Income Tax, currently at the rate of 25%, plus a Municipal surcharge up to a maximum of 1.5% of taxable income, totalling 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% -

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.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED 31 MARCH 2009 (Amounts stated in thousands of euros) (Translation of notes originally issued in Portuguese – Note 25)

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 (2.21%) (1.97%)
Financial results non taxable 1.13% (0.86%)
Benefits by deduction to the taxable profit and to the collect (3.12%) (2.13%)
Increases / (decreases) in tax provisions 0.83% 0.74%
Adjustments on deferred taxes 1.37% (0.44%)
Rate differences 0.87% 0.87%
Other (0.98%) 0.09%
Effective tax rate of the Group 24.39% 22.81%

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED 31 MARCH 2009 (Amounts stated in thousands of euros) (Translation of notes originally issued in Portuguese – Note 25)

The changes in deferred taxes in the three months ended 31 March 2009 and 2008 were as follows:

Deferred tax assets:
Balances at 1 January 2008 123,185
Currency translation adjustments (6,425)
Income tax (426)
Shareholders' equity 299
Balances at 31 March 2008 116,632
Balances at 1 January 2009 103,039
Currency translation adjustments 3,056
Income tax (3,381)
Shareholders' equity (2,395)
Transfers (16)
Balances at 31 March 2009 100,302
Deferred tax liabilities:
Balances at 1 January 2008 198,249
Currency translation adjustments (9,268)
Income tax 1,745
Balances at 31 March 2008 190,726
Balances at 1 January 2009 197,388
Currency translation adjustments 321
Income tax (3,038)
Transfers 10,816
Balances at 31 March 2009 205,487

The deferred tax assets are recorded directly on shareholder's equity when the situations that have originated them have similar impact.

9. Dividends

The payment of a dividend of 18.5 cents per share (23 cents per share in the previous year) was approved at the Shareholders' Annual General Meeting held on 13 May 2009.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED 31 MARCH 2009 (Amounts stated in thousands of euros) (Translation of notes originally issued in Portuguese – Note 25)

10. Earnings per share

Basic and diluted earnings per share for the three months ended 31 March 2009 and 2008 were computed as follows:

2009 2008
Basic earnings per share
Net profit considered in the computation of basic earnings per share 51,199 57,604
Weighted average number of ordinary shares used to calculate the basic
earnings per share (thousands)
663,523 665,514
Basic earnings per share 0.08 0.09
Diluted earnings per share
Net profit considered in the computation of basic earnings per share 51,199 57,604
Weighted average number of ordinary shares used to calculate the basic
earnings per share (thousands)
663,523 665,514
Effect of the options granted under the Share Option Plan (thousands) 1,515 1,491
Weighted average number of ordinary shares used to calculate the
diluted earnings per share (thousands)
665,039 667,005
Diluted earnings per share 0.08 0.09

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED 31 MARCH 2009 (Amounts stated in thousands of euros) (Translation of notes originally issued in Portuguese – Note 25)

11. Goodwill

The changes in goodwill and related impairment losses in the three months ended 31 March 2009 and 2008 were as follows:

Portugal Spain Brazil Egypt Tunisia Morocco Africa Verde Turkey China India Peru Mozambique Total
Gross assets:
Balances at 1 January 2008
Changes in the consolidation perimeter
Currency translation adjustments
22,548
-
-
71,773
-
-
571,738
-
(22,692)
71,081
-
(4,466)
71,546
-
-
27,254
-
-
103,275
-
(22,425)
9,003
-
-
350,127
-
(59,357)
4,747
-
(160)
-
67,937
(1,511)
3,524
-
116
2,523
-
(174)
1,309,139
67,937
(110,670)
Balances at 31 March 2008 22,548 71,773 549,045 66,615 71,546 27,254 80,849 9,003 290,771 4,587 66,425 3,640 2,349 1,266,406
Balances at 1 January 2009
Currency translation adjustments
Additions
Transfers
29,463
-
385
-
140,914
-
6,283
12,947
494,301
17,118
-
-
74,979
1,893
-
-
71,546
-
-
-
27,254
-
-
-
79,272
2,845
-
-
9,136
-
-
-
283,286
(9,234)
-
-
20,726
934
-
-
62,890
1,182
-
(14,381)
5,203
208
-
-
2,668
122
-
-
1,301,640
15,069
6,668
(1,435)
Balances at 31 March 2009 29,849 160,144 511,419 76,872 71,546 27,254 82,117 9,136 274,053 21,661 49,691 5,411 2,790 1,321,943
Portugal Espanha Brasil Egipto Tunísia Marrocos África
do Sul
Cabo
Verde
Turkey China India Peru Mozambique Total
Accumulated impairment losses:
Balances at 1 January 2008
601 765 - - - 24,031 - - - - - - - 25,397
Balances at 31 March 2008 601 765 - - - 24,031 - - - - - - - 25,397
Balances at 1 January 2009 601 - - - - 24,031 - - - - - - - 24,632
Balances at 31 March 2009 601 - - - - 24,031 - - - - - - - 24,632
Carrying amount:
As at 31 March 2008
21,947 71,008 549,045 66,615 71,546 3,223 80,849 9,003 290,771 4,587 66,425 3,640 2,349 1,241,008
As at 31 March 2009 29,248 160,144 511,419 76,872 71,546 3,223 82,117 9,136 274,053 21,661 49,691 5,411 2,790 1,297,311

The changes identified as transfers correspond to the allocation of the purchase value of the net assets of the acquired companies. Stemming from that process, the goodwill value indicated above for more recent investments may still be subject to change.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED 31 MARCH 2009 (Amounts stated in thousands of euros) (Translation of notes originally issued in Portuguese – Note 25)

12. Tangible assets

The changes in tangible assets and corresponding depreciation in the three months ended 31 March 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 as s ets 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 37 1.841 25.349 472 733 4.049 235 32.717
Currency translation adjustments (14, 785) (20, 572) (149.220) (5.415) (2,371) (195) (28) (21, 572) (3,660) (217, 817)
Additions 3,836 1.287 6.715 571 216 21 585 40.251 3.435 56.916
Sales (150) (1.075) (2,582) (952) (80) (13) (73) (4) (4,929)
Write-offs (38) (101) (166) (17) (4) (21) (19) (366)
Transfers 194 1.746 2,996 1,185 253 13 137 (5, 504) (115) 905
Balances at 31 March 2008 334,219 696.259 2,817,392 104.246 57,798 9.082 12.402 205,332 24.727 4,261,456
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
Currency translation adjustments 2.053 4.577 20.253 954 491 147 14 (108) 1.028 29,409
Additions 140 937 2.142 268 85 38 45 49.015 13,996 66.666
Sales (9.712) (4, 321) (241) (0) (14, 274)
Write-offs (59) (191) (201) (84) (72) (8) (171) (3) (13) (802)
Transfers 18.777 24,243 115,045 5,449 83 (44) 52 (8, 392) (64, 487) 90.726
Balances at 31 March 2009 370.571 774.118 3.050.064 109.414 59.356 12.414 11.033 226.484 67.166 4.680.620
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 ٠ 2.498.974
Changes in the consolidation perimeter 782 15,788 397 511 ٠ 17,478
Currency translation adjustments (1.722) (8.105) (99.617) (3, 479) (1,785) (149) (28) (114, 885)
Increases 2.723 7.049 29.755 2.186 816 149 225 42903
Decreases (46) (2,360) (794) (73) ٠ (3,273)
Write-offs (107) (133) (16) (4) (8) (268)
Transfers 34 (48) 200 187
Balances at 31 March 2008 43,300 346.288 1,922.163 66.206 47.859 7.571 7.727 ٠ 2.441.114
Balances at 1 January 2009 52.989 360.206 1.952.127 70.315 49.683 9.473 6.177 ٠ 2.500.969
Currency translation adjustments (42) 740 11.701 932 365 108 16 ٠ 13.821
Increases 2.738 7.263 34,432 2.237 808 180 248 47.905
Decreases (8,325) (4.075) (279) (12.678)
Write-offs (44) (102) (39) (68) (8) (171) $\overline{\phantom{a}}$ (433)
Transfers 12,207 68,194 2,942 (58) (84) 84 83286
Balances at 31 March 2009 55.684 380.372 2.058.027 72,313 50.452 9.670 6.353 2.632.870
Carrying am ount:
As at 31 March 2008 290,919 349,971 895,228 38,040 9,939 1,511 4,675 205,332 24,727 1,820,342
As at 31 March 2009 314.887 393.746 992.037 37,100 8.904 2,744 4.680 226,484 67,166 2,047,750

Tangible assets in progress and advances to suppliers of tangible assets in the three months ended 31 March 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.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED 31 MARCH 2009 (Amounts stated in thousands of euros) (Translation of notes originally issued in Portuguese – Note 25)

13. Investments in associates

The changes in investments in associates in the three months ended 31 March 2009 and 2008 were as follows:

Investment Goodwill Total
Balances at 1 January 2008
Equity method effect:
148,512 15,021 163,533
On profit (Note 7)
On shareholders' equity
(1)
(28,327)
-
-
(1)
(28,327)
Balances at 31 March 2008 120,184 15,021 135,206
Balances at 1 January 2009
Currency translation adjustments
84,057
1
13,606
-
97,663
1
Equity method effect:
On profit (Note 7)
On shareholders' equity
(59)
66
-
-
(59)
66
Balances at 31 March 2009 84,065 13,606 97,671

14. Other investments and non-current assets held for sale

As a result of the disposal of the debt instrument maturing in 2011 issued by the Austrian Government (completed in April 2009), it was reclassified in these financial statements under "Non-current assets held for sale", in the amount of 118,722 thousand euros. The financial cost associated to the early sale of that asset, in the amount of 7,662 thousand euros, has been recognised (Note 7 - Losses on investments).

15. Share capital

The Company's fully subscribed and paid up capital at 31 March 2009 consisted of 672,000,000 privatized shares, listed on Euronext Lisbon market, with a nominal value of one euro each.

16. Treasury shares

At 31 March 2009 and 31 December 2008 Cimpor had 8,476,832 treasury shares.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED 31 MARCH 2009 (Amounts stated in thousands of euros) (Translation of notes originally issued in Portuguese – Note 25)

17. Provisions

The changes in the provisions in the three months ended 31 March 2009 and 2008 were as follows:

Provisions for
tax risks
Environmental
rehabilitation
Provision for
employee benefits
and others 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 - - - 647 647
Currency translation adjustments (668) (2,220) (978) (1,634) (5,501)
Increases 879 2,263 388 819 4,349
Decreases - (6) (93) (453) (552)
Utilisation - (123) (168) (589) (880)
Transfers - (2) 663 (998) (337)
Balances at 31 March 2008 103,157 45,150 26,757 35,853 210,918
Balances at 1 January 2009 59,842 46,151 28,738 41,110 175,841
Currency translation adjustments 282 716 14 1,252 2,264
Increases 952 474 354 750 2,531
Decreases - - (185) (10) (195)
Utilisation - (77) (37) (4,853) (4,967)
Transfers - - - (45) (45)
Balances at 31 March 2009 61,077 47,264 28,883 38,204 175,427

The increases and decreases in the provisions in the three months ended 31 March 2009 and 2008 were recorded by corresponding entry to the following accounts:

2009 2008
Tangible assets:
Land - 1,807
Profit and loss for the quarter:
Payroll 311 260
Provisions 445 109
Financial expenses 1,214 1,042
Income tax (Note 8) 598 579
Shareholders' equity:
Free reserves (233) -
2,335 3,797

The caption financial expenses include the financial actualizations of the provision for environmental rehabilitation.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED 31 MARCH 2009 (Amounts stated in thousands of euros) (Translation of notes originally issued in Portuguese – Note 25)

18. Loans

Loans at 31 March 2009 and 31 December 2008 were made up as follows:

2009 2008
Non-currents liabilities:
Bonds 902,446 883,055
Bank loans 954,289 1,028,075
1,856,735 1,911,130
Currents liabilities:
Bank loans 339,581 201,177
Other loans 165 324
339,746 201,501
2,196,481 2,112,631

Bonds

Non-convertible bonds at 31 March 2009 and 31 December 2008 are made up as follows:

Issuer Financial instrument Issue Interest rate Conditions /
repayment
2009
Non
current
2008
Non
current
Cimpor Financial Operations B.V.
Cimpor Financial Operations B.V.
Cimpor Financial Operations B.V.
Eurobonds
US Private Placement 10Y
US Private Placement 12Y
27.May.04
27.June.03
27.June.03
4.50%
4.75%
4.90%
27.May.11
27.June.13
27.June.15
615,323
108,400
178,723
608,107
102,762
172,186
902,446 883,055

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.

The variations in fair value incorporated in the book value of the "US Private Placements" at 31 March 2009 amounted to 62,556 thousand euros (70,605 thousand euros in 31 December 2008).

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED 31 MARCH 2009 (Amounts stated in thousands of euros) (Translation of notes originally issued in Portuguese – Note 25)

Bank loans

Bank loans at 31 March 2009 and 31 December 2008 were made up as follows:

Non-current
Type Currency Interest rate 2009 2008
Bilateral EUR Euribor + 0.275% 199,301 199,627
Bilateral EUR Euribor + 0.550% 299,157 299,526
Bilateral EUR Euribor + 0.750% 111,635 111,997
Bilateral EUR Euribor + 0.275% 280,000 280,000
EIB Loan EUR EIB basic rate 36,667 40,000
Bilaterals BRL Several 8,335 7,280
Bilaterals EUR Several 1,400 72,022
Bilaterals CVE Several 9 11
Bilateral IND 10.50% 14,839 14,838
Bilateral MAD Several 1,581 1,667
Bilaterals PEN Several 1,366 1,107
954,289 1,028,075
Current
Type Currency Interest rate 2009 2008
Bilateral EUR Euribor + 0.750% 112,368 112,409
EIB Loan EUR EIB Basic Rate 6,667 6,667
Bilaterals EUR Several 192,432 7,616
Bilaterals BRL Several 2,406 2,626
Bilaterals CVE Several - 19
Bilaterals MAD Several 394 385
Bilaterals CNY Several 3,277 3,138
Bilaterals PEN Several 121 232
Commercial paper EUR Several - 25,000
Overdrafts TRY Several 14,155 30,283
Overdrafts MAD Several 41 3,533
Overdrafts ZAR Several 81 73
Overdrafts EUR Several 6,515 8,318
Overdrafts CVE Several 1,019 878
Overdrafts INR Several 103 -
339,581 201,177

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED 31 MARCH 2009 (Amounts stated in thousands of euros) (Translation of notes originally issued in Portuguese – Note 25)

The non-current portion of loans at 31 March 2009 and 31 December 2008 is repayable as follows:

Year 2009 2008
2010 509,438 569,883
2011 835,874 839,304
2012 172,996 172,614
2012 and following years 338,427 329,330
1,856,735 1,911,130

The loans at 31 March 2009 and 31 December 2008 are stated in the following currencies:

2009 2008
Currency Currency Euros Currency Euros
EUR - 1,844,422 - 1,756,264
USD 404,000 304,331 404,000 290,292
BRL 30,989 10,741 32,131 9,906
ZAR 915 81 952 73
MAD 22,550 2,016 62,936 5,585
CVE 113,311 1,028 100,109 912
TRY 29,931 14,155 65,074 30,283
IND 990,090 14,942 1,000,000 14,838
CNY 29,680 3,277 29,800 3,138
PEN 5,919 1,488 5,855 1,339
2,196,481 2,112,631

As at 31 March 2009 and 31 December 2008, credit lines obtained but not used, excluding commercial paper that has not been underwritten, rose to close to 420 million euros and 498 million euros, respectively.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED 31 MARCH 2009 (Amounts stated in thousands of euros) (Translation of notes originally issued in Portuguese – Note 25)

19. Derivative financial instruments

Fair value of derivative financial instruments

The fair value of derivative financial instruments at 31 March 2009 and 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 - - 7,101 11,326 - - 557 -
Interest rate swaps 5,453 2,281 7,137 4,888 - - - -
Exchange rate forwards - 7 - - - 110 - -
Cash flow hedges:
Interest rate swaps - - - - - 2,365 - 4,092
Trading:
Exchange and interest rate derivatives 2,890 219 - - - 1,447 32,060 38,542
Interest rate derivatives 2,550 1,985 1,487 313 8,180 10,042 47,656 65,785
10,894 4,492 15,725 16,527 8,180 13,964 80,274 108,419

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.

20. Notes to the consolidated cash flow statements

Cash and cash equivalents

Cash and cash equivalents at 31 March 2009 and 2008 were made up as follows:

2009 2008
Cash 375 1,158
Bank deposits 214,579 385,971
Marketable securities 60,142 67,492
275,096 454,622
Bank overdrafts (Note 18) (21,915) (9,685)
253,181 444,936

21. Related parties

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 31 March 2009, the acquisition from an associate of 10% of the share capital of Firmes y Hormigones Sany, S.L.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED 31 MARCH 2009 (Amounts stated in thousands of euros) (Translation of notes originally issued in Portuguese – Note 25)

(adding to the 80% shareholding already held in that company), and the acquisition of 25% of the share capital of Occidental de Áridos, S.L., giving the Group 100% control of that company.

At 31 March 2008, the acquisitions of share capital and other assets in Spain from associated companies totalling around 40 millions of euros.

22. Contingent liabilities, guarantees and commitments

No significant changes to that reported on 31 December 2008 occurred during the three months to 31 March 2009.

23. Subsequent events

The most significant events that took place after 31 March 2009 are as follows:

  • Acquisition by Sociedade de Investimento Cimpor Macau, S.A., of the shareholding (20%) held by Chengtong Group in Cimpor Chengtong Cement Corporation, Ltd., for the amount of HKD 58 million;
  • At 28 April 2009, the signature with Teixeira Duarte, Engenharia e Construções, SA of a memorandum of understanding for the termination of the joint participation held in the company C+PA – Cimento e Produtos Associados, S.A. (C+PA). The termination will be carried through the division of the assets held by C+PA, with or without its dissolution, with the adoption of a legal model to be structured. For this purpose CIMPOR Group requested to an international financial institution an independent valuation for each of the assets involved and also a fairness opinion.

It was set at once that CIMPOR Group will acquire the participations held by C+PA in the cement assets Cimpor Macau, S.A. (China) and Arenor, S.L., integrating an estimated total up to 35% of Cimpor Macau, S.A. (which will add to the 50% participation already held by CIMPOR Group, reaching up to 85%) and 71.5% of Arenor, S.L. (which will add to the participation already held by CIMPOR Group, reaching 100%). The memorandum of understanding assumes the negotiation and settlement of the necessary contractual binding instruments, that the parts will care to complete within three months, while still subject to obtaining all the legally required permits or approvals.

  • At the Shareholders' General Meeting of 13 May 2009, the annual reports for 2008 and all the other proposals submitted by the Board of Directors were approved. The statutory bodies for the new 2009-2012 four-year period were also elected.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED 31 MARCH 2009 (Amounts stated in thousands of euros) (Translation of notes originally issued in Portuguese – Note 25)

24. Financial statements approval

The financial statements for the three months ended 31 March 2009 were approved by the Board of Directors on 27 May 2009.

25. Note added for translation

These consolidated financial statements are a translation of financial statements originally issued in Portuguese. In the event of discrepancies, the Portuguese language version prevails.

Talk to a Data Expert

Have a question? We'll get back to you promptly.