Quarterly Report • May 29, 2009
Quarterly Report
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(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 % |
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 |
(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 % |
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
| 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.
| 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.
(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.
| 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)
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 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.
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.
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)
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.
The main profit and loss information, by geographical segment, for the three months ended 31 March 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 | 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)
| 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:
| 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 |
| 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 |
| 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:
| 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)
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.
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.
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)
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)
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)
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)
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 |
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).
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.
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)
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)
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 | |
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 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)
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.
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 | ||
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.
No significant changes to that reported on 31 December 2008 occurred during the three months to 31 March 2009.
The most significant events that took place after 31 March 2009 are as follows:
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.
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 financial statements for the three months ended 31 March 2009 were approved by the Board of Directors on 27 May 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.
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