Annual Report • Aug 31, 2018
Annual Report
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Regulated information within the meaning of the Royal Decree of 14 November 2007
Press release Antwerp, August 31, 2018
This result comprises:
(1) The net profit of 1H2017 contained a non-recurring remeasurement of 19.8 million euros following the acquisition by SIPEF of exclusive control over Agro Muko.
| Breakdown of the consolidated net result | ||
|---|---|---|
| (€ mio) | 30.06.2018 | 30.06.2017 |
| Marine Engineering & Contracting |
32.2 | 27.5 |
| Private Banking | 57.7 | 52.9 |
| Real Estate & Senior Care |
25.9 | 18.6 |
| Energy & Resources | 6.5 | 9.7 |
| Contribution from core segments |
122.3 | 108.7 |
| Growth Capital | -10.7 | 3.2 |
| AvH & subholdings | -5.1 | -5.4 |
| Net capital gains(losses) / impairments |
5.2 | 7.2 |
| Result before remeasurement |
111.7 | 113.7 |
| Remeasurement | - | 19.8 |
| Consolidated net result | 111.7 | 133.5 |
(part of the group) "AvH's key participations reported a strong performance. The 122.3 million euros profit which they contributed to the group result illustrates our focus on recurring results and on a balanced spread of those results.
Thanks to dividends received and the sale of our participations in Atenor and BDM-Asco, we strengthened our net cash position further to 170.4 million euros. Hence, the AvH group has the resources to make new investments in the present portfolio as well as in new opportunities."
Jan Suykens, CEO - Chairman of the executive committee
| Key figures - consolidated balance sheet | ||
|---|---|---|
| (€ mio) | 30.06.2018 | 31.12.2017 |
| Net equity (part of the group - before allocation of profit) |
2,996.1 | 2,972.2 |
| Net cash position of AvH & subholdings |
170.4 | 80.2 |
The substantial increase in the profit contribution from the key participations over the first six months of 2018 confirms earlier statements by the board of directors that those key participations are well positioned for the whole of 2018.
The board of directors expects the contribution from the 'AvH & Growth Capital' segment to improve on the first half of 2018.
| 30.06.18 | 30.06.17 | |
|---|---|---|
| Net result per share (€) | ||
| Net result per share | ||
| Basic | 3.37 | 4.03 |
| Diluted | 3.36 | 4.01 |
| 30.06.18 | 31.12.17 | |
| Number of shares | ||
| Number of shares | 33,496,904 | 33,496,904 |
| Net equity per share (€) | ||
| Net equity per share | 90.41 | 89.70 |
| Evolution of the stock price (€) | ||
| Highest (May 22, 2018) | 155.10 | 156.20 |
| Lowest (April 4, 2018) | 138.70 | 125.75 |
| Closing price | 147.50 | 145.15 |
| Contribution to the AvH consolidated net result | ||
|---|---|---|
| (€ mio) | 1H18 | 1H17 |
| DEME | 28.6 | 27.2 |
| CFE (excl. DEME) | 5.1 | 15.0 |
| Rent-A-Port | -1.0 | -3.4 |
| Green Offshore | -0.5 | 0.0 |
| A.A. Van Laere | - | -11.3 |
| Total | 32.2 | 27.5 |
DEME (AvH 60.4%) managed to further increase its (economic) turnover by 21.8% to 1,342.9 million euros in the first half of 2018. This turnover increase is due to a generally higher activity level across the entire DEME group, but in particular to the buoyant activity of the subsidiaries GeoSea and Tideway in the construction and installation of offshore wind farms. In the first six months of 2018, the DEME group realized just over half of its turnover in the installation of renewable energy.
In the United Kingdom, GeoSea installed the first 60 foundations (of a total of 174) on Hornsea 1, the world's largest offshore wind farm, currently under construction. Work on the Merkur offshore wind farm in Germany is entering its final phase. Preparations for
the large-scale works that will be carried out on the Hohe See and Albatros projects (also in Germany) are well underway. Fair progress has also been made in the works on the Rentel offshore wind project in Belgium, where more than half of the wind turbines are already generating renewable energy.
Alongside its traditional rock placement and landfall construction activities, wholly-owned subsidiary Tideway was also closely involved in the installation of the connecting cables for the Rentel (Belgium), Merkur (Germany) and Hornsea 1 (UK) offshore wind farms. Specifically for this kind of activity, Tideway invested in a new, groundbreaking multipurpose cable-laying vessel, the Living Stone. Due to the bankruptcy of the Spanish shipyard, this vessel could not be brought into service until the beginning of July 2018, more than one year after the originally scheduled delivery date. Because of this delay in the completion of the vessel, external capacity had to be hired, and conversions were carried out on own vessels, which weighed on the profitability of the projects. Similarly, GeoSea was confronted with the late delivery of its new jack-up vessel, the Apollo.
In the traditional dredging business, DEME was also able to increase its turnover in relation to 1H2017: the occupancy of the hopper fleet increased from 15.8 weeks in 1H2017 to 20.1 weeks in
| DEME | ||||
|---|---|---|---|---|
| (€ mio) | 1H18 | 1H17 | ||
| (1) | (2) | (1) | (2) | |
| Turnover | 1,329.4 | 1,342.9 | 1,097.7 | 1,102.9 |
| EBITDA | 187.1 | 192.6 | 195.4 | 194.4 |
| Net result | 48.4 | 48.4 | 46.1 | 46.1 |
| Equity | 1,298.4 | 1,298.4 | 1,217.8 | 1,217.8 |
| Net financial position |
-552.9 | -559.0 | -230.0 | -235.2 |
(1) Following the introduction of the new accounting standards IFRS10/IFRS11, group companies jointly controlled by DEME are accounted for using the equity method with effect from January 1, 2014.
(2) In this configuration, the group companies that are jointly controlled by DEME are still proportionally integrated. Although this is not in accordance with the new IFRS10 and IFRS11 accounting standards, it nevertheless gives a more complete picture of the operations and assets/liabilities of those companies. In the equity accounting as applied under (1), the contribution of the group companies is summarized on one single line on the balance sheet and in the income statement.
DEME - Borkum Riffgrund 2 - Innovation DEME - Living Stone
1H2018. The occupancy of the cutter fleet, however, remained low at 12.6 weeks (1H2017: 13.7 weeks). Besides maintenance dredging works in Belgium, Germany and Africa, DEME was also particularly busy on the large-scale TTP1 project in Singapore, where on June 30, 192 of the planned 222 caissons were installed which together will form the quay wall of the new container terminal, and on several projects in India.
In 1H2018, DEME reported an EBITDA of 192.6 million euros (14.3%), compared with 194.4 million euros (17.6%) in the same period last year. As was explained earlier, the late delivery of the cable-laying vessel Living Stone and of the new jack-up vessel Apollo weighed on the profitability of certain projects in the first half of 2018. Both vessels are now fully operational. The net result amounted to 48.4 million euros (1H2017: 46.1 million euros).
DEME continued its investment programme as planned. In 1H2018, a total of 233.1 million euros was invested (including investments through jointly controlled subsidiaries). In addition to the Apollo and Living Stone, the powerful self-propelled DP2 crane vessel Gulliver was also brought into service in 1H2018.
The board of directors of DEME also approved the investment of a total of 133 million euros in the construction of four new vessels: two new trailing suction hopper dredgers with a capacity of 2,300 m³ and 8,000 m³ respectively, and two split barges of 3,500 m³ each. These vessels will be built by IHC, and are due for completion in 2020.
DEME's net financial debt increased during the course of 1H2018 to 559.0 million euros, compared with 296.2 million euros at yearend 2017. This development is the result of the sustained investment efforts as well as of normal, expected movements within the working capital.
DEME's order backlog at June 30, 2018 stood at 3,100 million euros. In 1H2018, DEME won the contract for the deepening and maintenance dredging of the Martin Garcia Canal in Uruguay and Argentina (in joint venture, total value 100 million euros), alongside several other projects in the Middle East, Africa and Australia.
As was already mentioned in connection with the order backlog at year-end 2017, a number of confirmed contracts are not yet included in the order backlog due to the fact that certain conditions
precedent are not yet fulfilled, such as financial close or permits required for the works. The contracts in question concern the Fehmarnbelt, Blankenburg, Moray East and Triton Knoll projects.
Similarly, the order backlog at June 30, 2018 does not include the new contract that has since been landed to dredge the 66 km access channel to the port of Szczecin in Poland. Accordingly, the contracts won but not yet included in the order backlog come to a total of two billion euros.
DEME expects a higher level of activity in the second half of the year with improved operating margins. The EBITDA margin for the full year 2018 is expected to rise above 16%.
CFE (AvH 60.4%) realized a significant turnover increase in the Contracting segment to 468.1 million euros (+33%, 1H2017: 351.2 million euros) in the first half of 2018. On a like-for-like basis, excluding the acquisitions of A.A. Van Laere and Coghe, the increase amounted to 13.7%. Although the construction industry in Belgium, Luxembourg and Poland is being driven by large-scale new projects, it is also coming under pressure from price competition and higher costs for subcontractors.
All segments made a positive contribution to the net result of CFE Contracting of 4.1 million euros (1H2017: 8.8 million euros). This result was adversely impacted by the winding down of activities in Tunisia (4.1 million euros turnover in 1H2018).
The order book stood at 1,144.6 million euros at the end of June 2018, compared with 1,229.7 million euros at year-end 2017. The order book increased in Flanders, but this increase was neutralized by a decrease in Wallonia and in the international activities. Several major projects will be added to the order book in the second half of the year, such as the contract for the Aurea tower in Luxembourg that was signed in July.
Sales of residential projects of real estate developer BPI are going ahead as expected. In Poland, the two large-scale projects of Immo Wola and the first phase of Bulwary Kasiazece were completed. BPI's net result was also positively impacted by the sale of the Woodskot project and amounted to 7.8 million euros. In the comparison with last year, it should be remembered that the sales of the Kons and Oosteroever projects made an exceptional contribution to the result in 1H2017. In the first half of 2018, BPI acquired a new project in Warsaw representing 10,000 m² residential and retail space, which will be started up in the second half of 2018. BPI's real estate projects amounted to 137 million euros at the end of June 2018.
| (€ mio) | Turnover | Net result(1) | ||
|---|---|---|---|---|
| 1H18 | 1H17 | 1H18 | 1H17 | |
| Construction | 343.3 | 242.9 | ||
| Multi- technics |
86.2 | 74.9 | ||
| Rail Infra | 38.6 | 33.4 | ||
| Contracting | 468.1 | 351.2 | 4.1 | 8.8 |
| Real estate development |
75.5 | 7.1 | 7.8 | 18.8 |
| Holding, non transferred activities and eliminations |
-12.9 | -0.2 | -7.5 | -4.9 |
| Total | 530.7 | 358.2 | 4.4 | 22.7 |
CFE - Sint-Maarten - Mechelen
In the Holding and Non-transferred Activities division, the Brussels-South wastewater treatment plant project is progressing according to plan, and is due for completion in 2020. This is the last project as these activities are being phased out.
Negotiations are continuing with the Chadian government and the Afrexim Bank to refinance the receivables related to the Grand Hôtel. A payment of 7.5 million euros was received from the Chadian government after June 30, 2018. In addition, in accordance with IFRS 9, an impairment loss of 12 million euros was recognized on these outstanding receivables in CFE's opening balance.
Rent-A-Port (AvH 72.18%) reported a loss of 1.4 million euros in the first half of 2018, primarily due to a low turnover in Vietnam during the first six months. Despite delays in the new dike infrastructure, as a result of which no large industrial sites are available, the considerable efforts made by the local team have helped to turn around sales in Vietnam, raising expectations of a better second half of the year.
Activities in Oman are also developing according to plan and confirm the favourable outlook.
| Contribution to the AvH consolidated net result | ||
|---|---|---|
| (€ mio) | 1H18 | 1H17 |
| Finaxis | -0.1 | -0.7 |
| Delen Private Bank | 44.7 | 39.5 |
| Bank J.Van Breda & C° | 13.1 | 13.8 |
| BDM-Asco | - | 0.5 |
| Total | 57.7 | 52.9 |
The combined assets under management of Finaxis (Delen Private Bank and Bank J.Van Breda & C°) attained 48.6 billion euros at June 30, 2018 (47.8 billion euros at December 31, 2017).
Delen Private Bank (AvH 78.75%) realized an increase in total assets under management on a consolidated level (Delen Private Bank, JM Finn and Oyens & Van Eeghen) to 41,076 million euros in the first half of 2018, compared with 40,075 million euros at the end of March 2018 and 40,545 million euros at the end of December 2017. Both the head office and the regional branches of Delen Private Bank and JM Finn contributed to this increase. In absolute
Delen Private Bank: Assets under management
Discretionary mandates
Under custody and advisory
figures, the gross inflow of assets in Belgium surpassed the record level of the first half of 2017.
Thanks to the increase in assets under management, the gross revenues increased from 176.2 million euros at the end of June 2017 to 193.6 million euros. The cost-income ratio, after normalization of the bank levy over the full year, on a consolidated level stood at 53.9% (1H2017: 53.9%). That figure was 43.1% for Delen Private Bank and 84.6% for JM Finn.
The net result increased in the first six months to 56.9 million euros (compared with 50.1 million euros in 1H2017), including the contribution from JM Finn of 3.9 million euros. The consolidated equity stood at 686.4 million euros as at June 30, 2018 (compared with 678.8 million euros at year-end 2017). The Core Tier1 capital ratio increased to 30.3%.
| Delen Private Bank: Assets under management | ||
|---|---|---|
| (€ mio) | 1H18 | 2017 |
| Delen Private Bank | 29,980 | 29,410 |
| JM Finn(1) | 10,549 | 10,475 |
| Oyens & Van Eeghen | 547 | 660 |
| Total | 41,076 | 40,545 |
(1) 1H18: GBP 9,347 mio, 2017: GBP 9,294 mio
| Delen Private Bank | ||
|---|---|---|
| (€ mio) | 1H18 | 1H17 |
| Gross revenues | 193.6 | 176.2 |
| Net result | 56.9 | 50.1 |
| Equity | 686.4 | 623.8 |
| Assets under management | 41,076 | 39,853 |
| Core Tier1 capital ratio (%) | 30.3 | 27.8 |
| Cost-income ratio (%) | 53.9 | 53.9 |
Bank J.Van Breda & C° - Bank de Kremer
Bank J.Van Breda & C° (AvH 78.75%) reported a strong commercial performance. The total invested by clients saw a record net growth to 14.4 billion euros (end of March 2018: 14.0 billion euros; end of December 2017: 13.7 billion euros), of which 9.6 billion euros off-balance sheet products and 4.8 billion euros client deposits. The loan portfolio increased to 4.7 billion euros (end of March 2018: 4.6 billion euros; end of December 2017: 4.5 billion euros). The provisions for loan losses remain very low at 0.03% of the average loan portfolio.
In a difficult interest rate climate, this commercial growth resulted in a bank product of 72.1 million euros (+4% compared with 1H2017). The costs increased by 8%, driven by the bank levy and by investments by the bank in staff and IT. As a result, the normalized cost-income ratio increased to 59.8%, compared with 57.4%
| Bank J.Van Breda & C° | ||
|---|---|---|
| (€ mio) | 1H18 | 1H17 |
| Bank product | 72.1 | 69.4 |
| Net result | 16.7 | 17.5 |
| Equity | 525.7 | 534.1 |
| Off-balance sheet products | 9,553 | 8,793 |
| Client deposits | 4,805 | 4,372 |
| Loan portfolio | 4,666 | 4,381 |
| Core Tier1 capital ratio (%) | 13.7 | 14.4 |
| Cost-income ratio (%) | 59.8 | 57.4 |
Bank J.Van Breda & C°: Client assets(1)
Off-balance sheet products Client deposits Loan portfolio
in 1H2017. The net result amounted to 16.7 million euros (compared with 17.5 million euros in 1H2017).
The consolidated equity decreased from 538.7 million euros at year-end 2017 to 525.7 million euros at June 30, 2018 as a result of the payment of a dividend in 1H2018. The solvency remains solid with a leverage ratio of 8.6% (the legal minimum is 3%) and a Core Tier1 capital ratio of 13.7%.
Bank de Kremer was established in June. This division of Bank J.Van Breda & C° focuses on asset management for private clients. The app of Bank de Kremer gives clients an insight in their assets and an understanding of their financial future. The bank starts with a network of six branches in Antwerp, Mechelen, Schoten, Turnhout, Ghent and Hasselt.
| Contribution to the AvH consolidated net result | ||
|---|---|---|
| (€ mio) | 1H18 | 1H17 |
| Leasinvest Real Estate | 6.1 | 4.8 |
| Extensa Group | 16.6 | 11.1 |
| Anima Care | 2.1 | 1.9 |
| HPA | 1.1 | 0.8 |
| Total | 25.9 | 18.6 |
Leasinvest Real Estate (AvH 30.01%) reported half-year figures in line with expectations. The net result increased by 26% to 19.7 million euros (1H2017: 15.6 million euros).
The fair value of the consolidated real estate portfolio, including project developments, increased to 921.8 million euros (compared with 903.0 million euros at year-end 2017 and 907.0 million euros at the end of June 2017). The Treesquare office building in Brussels and the extension of the Frun Park shopping centre in Asten (Austria) were successfully completed. The current redevelopment projects in Belgium (Montoyer 63 office building) and Luxembourg (shopping centres Boomerang Strassen, Pommerloch and Schmiede) remain on schedule. Including the participation in Retail Estates and the project developments, the consolidated real estate portfolio amounted to 1,012.8 million euros at June 30, 2018.
The rental income (27.9 million euros) remained virtually stable compared with mid-2017, despite a number of significant divestments (four Belgian logistics properties and three Swiss retail properties) in the second half of 2017. The rental yield increased to 6.61% (2017: 6.44%). The occupancy rate decreased slightly from 94.8% at year-end 2017 to 94.4%, primarily as a result of the reclassification of the Treesquare building (64% occupancy rate) from projects to leased buildings.
At the end of June 2018, the equity (group share) stood at 377 million euros (year-end 2017: 382 million euros). The debt ratio increased to 59.3% (year-end 2017: 57.1%), due mainly to a combination of the dividend payment and additional investment in Retail Estates and in the Treesquare and Montoyer 63 projects.
| LRE: Real estate portfolio | ||
|---|---|---|
| 1H18 | 1H17 | |
| Real estate portfolio fair value (€ mio) |
921.8 | 907.0 |
| Rental yield (%) | 6.61 | 6.41 |
| Occupancy rate (%) | 94.4 | 91.8 |
Leasinvest Real Estate - Treesquare - Brussels
The net result of Extensa Group (AvH 100%) over the first six months of 2018 amounted to 16.6 million euros (compared with 11.1 million euros at June 30, 2017).
The residential and office projects under construction on the Cloche d'Or site in the Grand-Duchy of Luxembourg in particular contributed to this result. A lease contract was signed for an additional office project of 4,700 m² which has yet to be built.
New projects are also in preparation on Tour & Taxis in Brussels which will start contributing to the result next year. The renovation of the former freight station (Gare Maritime) continued. In the meantime, four multinationals have rented nearly 50% of the available office space (which corresponds to 20% of the total floor area of this project). Once the Hôtel de la Poste has been renovated, this building will be fully operational from the beginning of 2019. Sales of apartments in the Riva residence are going very well (more than 85% have been sold or reserved). The construction of offices in the Gare Maritime and the commercialization of apartment buildings in the area behind the Gare Maritime are expected to start in the autumn of 2018.
At the beginning of 2018, Anima Care (AvH 92.5%) acquired the operation of the senior care residence Ark van Noé in Bilzen. Ark van Noé has 57 beds in operation, which by mid-2019 will be transferred to a newly built residence.
Thanks in part to the effect of retirement homes acquired in 2017 and 2018, Anima Care increased its turnover by 13.3% to 41.6 million euros, on which an EBITDA of 18.9% was realized and a net profit of 2.3 million euros.
As of June 30, 2018, Anima Care had 2,067 beds in operation: 1,785 retirement home beds, 77 convalescent home beds, and 205 service flats, spread over 21 care centres (9 in Flanders, 8 in Brussels, 4 in Wallonia).
HPA (AvH 71.72%) realized a turnover of 58.8 million euros during the first six months of 2018, compared with 56.2 million euros in 1H2017. This increase at HPA is partly attributable to the acquisition of one residence in Salleboeuf (Gironde). The EBITDA and net result increased to 11.7 million euros (1H2017: 10.5 million euros) and 1.5 million euros (1H2017: 1.1 million euros) respectively.
As of June 30, 2018, Residalya operated 2,647 beds in 35 residences across France, along with 50 cots in crèches.
At the beginning of July 2018, HPA sold the real estate of 14 of its senior care residences to the French real estate group Icade Santé. HPA's subsidiary Residalya remains the tenant and operator of these senior care residences. The transaction values the assets concerned at 189 million euros and earns AvH a capital gain - group share - of 21 million euros, which will be recognized in 3Q2018.
Extensa - Tour & Taxis - Hôtel des Douanes Anima Care - Au Privilège
| Contribution to the AvH consolidated net result | ||
|---|---|---|
| (€ mio) | 1H18 | 1H17 |
| SIPEF | 6.3 | 8.5(1) |
| Sagar Cements | 0.2 | 0.2 |
| Oriental Quarries & Mines | - | -0.1 |
| NMP | - | 1.1 |
| Total | 6.5 | 9.7 |
(1) Excluding a remeasurement of € 19.8 mio, which in the overview on page 2 is reported as a non-recurring element.
SIPEF (AvH 30.54%) again recorded a strong growth in palm oil production at its own plantations in the second quarter of 2018. The 6.7% increase during the first six months of the year compared with an already very solid production in 2017 is attributable to the further production increase in Indonesia and the fact that the decrease in the first quarter in Papua New Guinea could be offset. This growth was driven by favourable weather, improved yield of the young planted hectares, the additional volumes of Dendymarker, and improved fruit bunch formation. The neighbouring farmers also reported a strong second quarter and were able to reverse the downward trend. Consequently, the total group production amounted to 166,202 tonnes, compared with 161,541 tonnes in the first half of 2017.
SIPEF: Production
| (Ton)(1) | 1H18 | 1H17 |
|---|---|---|
| 166,202 | 161,541 | |
| 4,125 | 4,424 | |
| 1,185 | 1,169 | |
(1)Own + outgrowers
Market prices for palm oil are under pressure in 2018 and currently quote below 600 USD/tonne.
Despite higher palm oil volumes and improved efficiency, SIPEF's turnover in the first half of 2018 decreased to 140.0 million USD, compared with 157.0 million USD during the same period last year. The palm oil volumes were sold at substantially lower prices, while turnover for rubber also saw a significant decrease due to a combination of lower production volumes and market prices.
The net result decreased to 24.8 million USD (1H2017: 107.4 million USD). In this respect, account should be taken of the remeasurement gain on the acquisition of Agro Muko in 2017 (75.2 million USD) and the capital gain on the sale of BDM-Asco which was finalized in June 2018 (7.4 million USD). Excluding these non-recurring items, the result decreased from 32.3 million USD to 17.4 million USD.
Expansion in South Sumatra (Indonesia) continued steadily with 9,749 hectares already being cultivated in Musi Rawas, while a start was made with the limited expansion and replanting of the Dendymarker plantation which was acquired in 2017.
As a result of the expected higher production volumes, the recurring profit for the second half of the year should exceed the recurring profit for the first six months.
In August, SIPEF acquired 1,770 hectares of additional land rights in Bengkulu (Indonesia). The acquisition, worth 2.5 million USD, should be finalized around April 2019.
| SIPEF | ||||
|---|---|---|---|---|
| 166,202 | 161,541 | (USD mio) | 1H18 | 1H17 |
| Turnover | 140.0 | 157.0 | ||
| 4,125 | 4,424 | EBIT | 37.3 | 43.5(1) |
| Net result | 24.8 | 107.4 | ||
| 1,185 | 1,169 | Equity | 641.5 | 602.7 |
| Net cash position | -76.8 | -36.3 | ||
| 13,301 | 14,812 | (1) Excl. USD 79.3 mio non-recurrent remeasurement on PT Agro Muko (group |
share: USD 75.2 mio)
SIPEF - Collecting freshly harvested fruit bunches in Papua New Guinea SIPEF - Plucking tea at Cibuni tea estate in Java, Indonesia
Sagar Cements (AvH 17.57%) reported a turnover of 5,698 million INR (71.8 million euros) in the first six months, compared with 4,929 million INR (68.8 million euros) in 1H2017. This increase is due to an increase in sales volumes, which made up for the decrease in market prices. The average capacity utilization increased to 70% (2017: 57%). The net result increased to 105.6 million INR (1.3 million euros; 1H2017: 68.1 million INR or 1.0 million euros).
The expansion of the capacity of the new grinding unit in Vizag has been completed, while work on the company's own thermal power plant is also progressing smoothly.
| Contribution to the AvH consolidated net result | |||||||
|---|---|---|---|---|---|---|---|
| (€ mio) | 1H18 | 1H17 | |||||
| Contribution of participations | -10.7 | 3.2 | |||||
| AvH & subholdings | -5.1 | -5.4 | |||||
| Capital gains(losses)/ impairments |
5.2 | 7.2 | |||||
| AvH & Growth Capital | -10.6 | 5.0 |
In the AvH & Growth Capital segment, the impairment losses at Distriplus and Manuchar overshadowed positive developments at several other participations, such as Turbo's Hoet Groep, Mediahuis, Euro Media Group and Agidens.
Distriplus (AvH 50%), too, had to contend in the first half of 2018 with the difficult market conditions currently prevailing in the Belgian retail industry. Thanks to a higher average turnover per ticket, Planet Parfum (81 stores) was able to report a small turnover growth, unlike Di (118 stores). This resulted in disappointing half-year figures. Including impairment losses to the amount of 16.9 million euros, the half-year loss increased to 23 million euros (1H2017: -1.9 million euros). Together with the management AvH is looking into how the position of Di and Planet Parfum can be strengthened in these difficult markets.
Manuchar (AvH 30%) again reported solid figures for its trading activities in the first six months of 2018, with volume growth mak-
Agidens - Life Sciences at Pfizer
ing up for the pressure on margins. A solid turnover growth (+12%) was reported in the distribution activities as well, albeit still with a negative impact on the results at June 30, 2018 from the weakening of some currencies of emerging markets. The production of sodium sulphate in Mexico is being shut down for the time being. Taking into account an impairment loss on this activity, Manuchar contributed -5.0 million euros to AvH's group result at June 30, 2018.
Telegraaf Media Groep was delisted in January. Consequently, TMG is now an integral part of Mediahuis. At the beginning of March, Mediahuis and Wouter Vandenhaute and Erik Watté (Waterman & Waterman) announced an agreement on the sale of their respective stakes of 30 and 20 percent in De Vijver Media to Telenet Group Holding, which will thus become the sole shareholder. Also at the beginning of March, Corelio reached an agreement with CirclePrinters on the acquisition of Corelio Printing. The transaction was closed at the beginning of April 2018.
In light of the developments at Distriplus as explained earlier, an impairment loss of 10 million euros was recognized on AvH's exposure to Distriplus.
At the beginning of March, AvH concluded an agreement on the sale of its 10.53% interest in Atenor to the other reference shareholders, namely Stéphan Sonneville, 3D, Luxempart and Alva. The transaction was closed in 2Q2018 at 45 euros per share, and earned AvH a total of 26.7 million euros and a capital gain of 8.7 million euros.
In June 2018, AvH and SIPEF finalized the sale, which was already announced at the end of 2017, of the insurance group BDM-Asco to the US listed company Navigators Group, Inc. The sale of its 50% stake earned AvH a capital gain of 6.1 million euros, which is recognized in the results of 1H2018.
The half-yearly financial report for the period 01/01/18-30/06/18, which comprises besides the condensed financial statements, including all information according to IAS 34, also the interim management report, a statement of the responsible persons and information regarding the external audit, is available on the website www.avh.be.
Ackermans & van Haaren is a diversified group active in 4 core sectors: Marine Engineering & Contracting (DEME, one of the largest dredging companies in the world - CFE, a construction group with headquarters in Belgium), Private Banking (Delen Private Bank, one of the largest independent private asset managers in Belgium, and asset manager JM Finn in the UK - Bank J.Van Breda & C°, niche bank for entrepreneurs and liberal professions in Belgium), Real Estate & Senior Care (Leasinvest Real Estate, a public regulated real estate company - Extensa, an important land and real estate developer focused on Belgium and Luxembourg) and Energy & Resources (SIPEF, an agro-industrial group in tropical agriculture).
In 2017, through its share in its participations, the AvH group represented a turnover of 5.4 billion euros and employed 22,749 people. The group concentrates on a limited number of strategic participations with significant potential for growth. AvH is quoted on Euronext Brussels and is included in the BEL20 index, the Private Equity NXT index and the European DJ Stoxx 600.
All press releases issued by AvH and its most important group companies as well as the 'Investor Presentation' can also be consulted on the AvH website: www.avh.be. Anyone who is interested to receive the press releases via e-mail has to register to this website.
| November 23, 2018 | Interim statement Q3 2018 |
|---|---|
| February 28, 2019 | Annual results 2018 |
Contact
For further information please contact:
Jan Suykens CEO - President executive committee Tel. +32.3.897.92.36
Tom Bamelis CFO - Member executive committee Tel. +32.3.897.92.42 e-mail: [email protected]
Ackermans & van Haaren NV - Begijnenvest 113 - 2000 Antwerp - Tel. +32 3 231 87 70 - [email protected] - www.avh.be
The half-yearly financial report was issued in accordance with article 13 of the Royal Decree of 14 November 2007.
This report contains:
| 2. Consolidated statement of comprehensive income 19 3. Consolidated balance sheet 20 4. Consolidated cash flow statement 22 5. Statement of changes in consolidated equity 23 6. Segment reporting 24 • Consolidated income statement per segment • Consolidated balance sheet per segment • Consolidated cash flow statement per segment 7. Explanatory notes to the financial statements 36 8. Main risks and uncertainties 40 9. Overview of the major related party transactions 41 10. Events after balance sheet date 41 11. Additional disclosure IFRS 9 42 |
1. | Consolidated income statement 18 | |
|---|---|---|---|
| (€ 1,000) | 30-06-2018 | 30-06-2017 |
|---|---|---|
| Revenue | 2,256,310 | 1,887,739 |
| Rendering of services | 101,944 | 99,499 |
| Lease revenue | 5,023 | 4,402 |
| Real estate revenue | 207,662 | 122,170 |
| Interest income - banking activities | 47,997 | 49,686 |
| Fees and commissions - banking activities | 30,310 | 26,228 |
| Revenue from construction contracts | 1,822,323 | 1,555,681 |
| Other operating revenue | 41,052 | 30,073 |
| Other operating income | 4,601 | 5,245 |
| Interest on financial fixed assets - receivables | 3,408 | 643 |
| Dividends | 1,163 | 4,537 |
| Government grants | 0 | 0 |
| Other operating income | 30 | 65 |
| Operating expenses (-) | -2,118,361 | -1,776,696 |
| Raw materials and consumables used (-) | -1,176,889 | -959,998 |
| Changes in inventories of finished goods, raw materials & consumables (-) | -31,760 | 4,603 |
| Interest expenses Bank J.Van Breda & C° (-) | -12,395 | -13,022 |
| Employee expenses (-) | -437,006 | -390,181 |
| Depreciation (-) | -139,526 | -131,716 |
| Impairment losses (-) | -9,271 | 3,163 |
| Other operating expenses (-) | -317,228 | -281,799 |
| Provisions | 5,715 | -7,747 |
| Profit (loss) on assets/liabilities designated at fair value through profit and loss | 4,831 | 10,529 |
| Financial assets - Fair value through P/L (FVPL) | 4,747 | 0 |
| Investment property | 84 | 10,529 |
| Profit (loss) on disposal of assets | 18,339 | 48,821 |
| Realised gain (loss) on intangible and tangible assets | 1,727 | 2,427 |
| Realised gain (loss) on investment property | 0 | -1,924 |
| Realised gain (loss) on financial fixed assets | 15,871 | 47,122 |
| Realised gain (loss) on other assets | 741 | 1,196 |
| Profit (loss) from operating activities | 165,721 | 175,638 |
| Finance income | 30,541 | 33,852 |
| Interest income | 3,800 | 5,156 |
| Other finance income | 26,742 | 28,696 |
| Finance costs (-) | -53,235 | -64,335 |
| Interest expenses (-) | -19,389 | -19,406 |
| Other finance costs (-) | -33,846 | -44,929 |
| Derivative financial instruments designated at fair value through profit and loss Share of profit (loss) from equity accounted investments |
878 63,170 |
643 73,395 |
| Other non-operating income | 358 | 577 |
| Other non-operating expenses (-) | 0 | 0 |
| Profit (loss) before tax | 207,434 | 219,771 |
| Income taxes | -35,189 | -29,715 |
| Deferred taxes | 1,513 | 4,106 |
| Current taxes | -36,702 | -33,821 |
| Profit (loss) after tax from continuing operations | 172,245 | 190,056 |
| Profit (loss) after tax from discontinued operations | 0 | 0 |
| Profit (loss) of the period | 172,245 | 190,056 |
| Minority interests | 60,584 | 56,551 |
| Share of the group | 111,661 | 133,505 |
| Earnings per share (€) | ||
| 1. Basic earnings per share | ||
| 1.1. from continued and discontinued operations | 3.37 | 4.03 |
| 1.2. from continued operations | 3.37 | 4.03 |
| 2. Diluted earnings per share | ||
| 2.1. from continued and discontinued operations | 3.36 | 4.01 |
| 2.2. from continued operations | 3.36 | 4.01 |
For the first time application of IFRS 9 Financial instruments and IFRS 15 Revenue from contracts with customers, we refer to Disclosure 7.1 New IFRS standards.
| (€ 1,000) | 30-06-2018 | 30-06-2017 |
|---|---|---|
| Profit (loss) of the period | 172,245 | 190,056 |
| Minority interests | 60,584 | 56,551 |
| Share of the group | 111,661 | 133,505 |
| Other comprehensive income | 2,301 | 8,031 |
| Elements to be reclassified to profit or loss in subsequent periods | ||
| Net changes in revaluation reserve: financial assets available for sale | 6,537 | |
| Net changes in revaluation reserve: bonds - Fair value through OCI (FVOCI) | 344 | |
| Net changes in revaluation reserve: hedging reserves | -4,746 | 15,977 |
| Net changes in revaluation reserve: translation differences | 6,340 | -14,348 |
| Elements not to be reclassified to profit or loss in subsequent periods | ||
| Net changes in revaluation reserve: shares - Fair value through OCI (FVOCI) | 20 | |
| Net changes in revaluation reserve: actuarial gains (losses) defined benefit pension plans | 342 | -135 |
| Total comprehensive income | ||
| 174,545 | 198,086 | |
| Minority interests | 59,595 | 69,510 |
| Share of the group | 114,951 | 128,577 |
For the first time application of IFRS 9 Financial instruments and IFRS 15 Revenue from contracts with customers, we refer to Disclosure 7.1 New IFRS standards.
For a breakdown of the item 'Minority interests' in the results of the first half of 2018, see the segment reporting on page 25 of this report. The increase of this share is primarily explained by the higher profit realized in the "Real Estate & Senior Care" segment by group companies that are not wholly owned by AvH (Leasinvest Real Estate, the project companies developing Extensa's Cloche d'Or project in Luxembourg, HPA, Anima Care).
As a result of the application of the new accounting standard "IFRS 9 Financial Instruments", as explained on page 36 of this report, financial assets are as of 2018 broken down into three categories on the balance sheet. Another consequence of the application of this new rule is that, as of 2018, fluctuations in the "fair value" of financial assets are reported in the consolidated income statement instead of in the unrealized results. The only exception to this rule are the fair value fluctuations in the investment portfolio of Bank J.Van Breda & C° and Delen Private Bank, which in the table above is divided into shares and bonds.
Hedging reserves arise from fluctuations in the fair value of hedging instruments used by group companies to hedge against risks. Several group companies have hedged against a possible rise in interest rates. Across the group, the total unrealized loss on hedging instruments, mainly on interest rates and exchange rates, has increased by 4.7 million euros (including minority interests) in the first half of 2018.
Translation differences arise from fluctuations in the exchange rates of group companies that report in foreign currencies. During the first half of 2018, the euro decreased in value against most relevant currencies (USD, GBP, …), which on balance is reflected in positive translation differences of 6.3 million euros.
With the introduction of the amended IAS 19 accounting standard in 2013, the actuarial gains and losses on certain pension plans are recognized directly in the other comprehensive income.
| I. Non-current assets 9,324,735 9,255,476 Intangible assets 178,695 179,567 Goodwill 340,222 349,523 Tangible assets 2,513,432 2,572,877 Land and buildings 343,488 479,686 Plant. machinery and equipment 1,578,221 1,615,815 Furniture and vehicles 27,348 28,822 Other tangible assets 4,868 4,713 Assets under construction and advance payments 559,253 443,558 Operating lease - as lessor (IAS 17) 255 283 Investment property 967,240 945,488 Participations accounted for using the equity method 1,231,143 1,240,746 Financial fixed assets 286,448 267,186 Available for sale financial fixed assets 0 102,335 Financial assets - Fair value through P/L (FVPL) 120,838 0 Receivables and warranties 165,609 164,851 Non-current hedging instruments 3,223 5,649 Amounts receivable after one year 184,951 177,109 Trade receivables 0 6,958 Finance lease receivables 175,715 160,765 Other receivables 9,235 9,386 Deferred tax assets 105,299 109,219 Banks - receivables from credit institutions and clients after one year 3,514,082 3,408,112 II. Current assets 4,522,481 4,192,378 Inventories 318,577 329,400 Amounts due from customers under construction contracts 92,568 74,292 Investments 456,724 467,882 Available for sale financial assets 0 467,879 Financial assets held for trading 0 3 Financial assets - Fair value through P/L (FVPL) 40,347 0 Financial assets - Fair value through OCI (FVOCI) 402,877 0 Financial assets - at amortised cost 13,500 0 Current hedging instruments 1,255 4,553 Amounts receivable within one year 1,513,431 1,321,413 Trade debtors 1,253,806 1,066,152 Finance lease receivables 60,332 55,139 Other receivables 199,292 200,122 Current tax receivables 28,374 19,030 Banks - receivables from credit institutions and clients within one year 1,458,167 1,304,957 Banks - loans and advances to banks 125,811 88,863 Banks - loans and receivables (excluding leases) 931,397 908,056 Banks - cash balances with central banks 400,959 308,038 Cash and cash equivalents 606,475 637,027 Time deposits for less than three months 78,820 35,152 Cash 527,655 601,875 Deferred charges and accrued income 46,910 33,824 III. Assets held for sale 157,928 21,159 Total assets 14,005,144 13,469,013 |
(€ 1,000) | 30-06-2018 | 31-12-2017 |
|---|---|---|---|
For more details regarding the impact of the first time application of IFRS 9 Financial instruments and IFRS 15 Revenue from contracts with customers, we refer to Disclosure 7.1 New IFRS standards.
The breakdown of the consolidated balance sheet by segment is shown on page 28-29 of this report. This reveals that the full consolidation of Bank J.Van Breda & C° (Private Banking segment) has a significant impact on both the balance sheet total and the balance sheet structure of AvH. Bank J.Van Breda & C° contributes 5,686 million euros to the balance sheet total of 14,005 million euros, and although this bank is solidly capitalized with a Core Tier1 ratio of 13.7%, its balance sheet ratios, as explained by the nature of its activity, are different from those of the other companies in the consolidation scope. To improve the readability of the consolidated balance sheet, certain items from the balance sheet of Bank J.Van Breda & C° have been summarized in the consolidated balance sheet.
| (€ 1,000) | 30-06-2018 | 31-12-2017 |
|---|---|---|
| I. Total equity | 4,214,333 | 4,195,272 |
| Equity - group share | 2,996,084 | 2,972,208 |
| Issued capital | 113,907 | 113,907 |
| Share capital | 2,295 | 2,295 |
| Share premium | 111,612 | 111,612 |
| Consolidated reserves | 2,947,399 | 2,905,611 |
| Revaluation reserves | -35,876 | -17,482 |
| Financial assets available for sale | 0 | 23,579 |
| Financial assets - Fair value through OCI (FVOCI) | 2,182 | 0 |
| Hedging reserves | -12,865 | -10,204 |
| Actuarial gains (losses) defined benefit pension plans | -14,741 | -15,083 |
| Translation differences | -10,452 | -15,774 |
| Treasury shares (-) | -29,345 | -29,828 |
| Minority interests | 1,218,249 | 1,223,064 |
| II. Non-current liabilities | 2,475,764 | 2,477,286 |
| Provisions | 90,071 | 86,381 |
| Pension liabilities | 58,469 | 58,134 |
| Deferred tax liabilities | 185,757 | 212,268 |
| Financial debts | 1,448,232 | 1,388,177 |
| Bank loans | 1,174,755 | 877,470 |
| Bonds | 221,342 | 435,327 |
| Subordinated loans | 5,406 | 5,354 |
| Finance leases | 43,053 | 66,147 |
| Other financial debts | 3,676 | 3,880 |
| Non-current hedging instruments | 52,515 | 50,397 |
| Other amounts payable after one year | 25,879 | 26,761 |
| Banks - non-current debts to credit institutions. clients & securities | 614,841 | 655,168 |
| Banks - deposits from credit institutions | 0 | 0 |
| Banks - deposits from clients | 575,361 | 607,368 |
| Banks - debt certificates including bonds | 0 | 0 |
| Banks - subordinated liabilities | 39,480 | 47,800 |
| III. Current liabilities | 7,214,778 | 6,796,455 |
| Provisions | 52,647 | 59,166 |
| Pension liabilities | 339 | 289 |
| Financial debts | 619,321 | 499,467 |
| Bank loans | 226,444 | 163,833 |
| Bonds | 200,002 | 99,959 |
| Subordinated loans | 3 | 0 |
| Finance leases | 12,565 | 15,230 |
| Other financial debts | 180,306 | 220,445 |
| Current hedging instruments | 9,095 | 8,405 |
| Amounts due to customers under construction contracts | 178,385 | 235,704 |
| Other amounts payable within one year | 1,709,725 | 1,641,461 |
| Trade payables | 1,421,059 | 1,352,745 |
| Advances received on construction contracts | 1,764 | 2,505 |
| Amounts payable regarding remuneration and social security | 200,124 | 186,022 |
| Other amounts payable | 86,778 | 100,189 |
| Current tax payables | 50,118 | 64,691 |
| Banks - current debts to credit institutions. clients & securities | 4,502,535 | 4,191,182 |
| Banks - deposits from credit institutions | 28,075 | 27,458 |
| Banks - deposits from clients | 4,175,647 | 3,898,145 |
| Banks - debt certificates including bonds | 284,121 | 253,114 |
| Banks - subordinated liabilities | 14,692 | 12,465 |
| Accrued charges and deferred income | 92,613 | 96,089 |
| IV. Liabilities held for sale | 100,270 | 0 |
| Total equity and liabilities | 14,005,144 | 13,469,013 |
| (€ 1,000) | 30-06-2018 | 30-06-2017 |
|---|---|---|
| I. Cash and cash equivalents, opening balance | 637,027 | 754,315 |
| Profit (loss) from operating activities | 165,721 | 175,638 |
| Reclassification 'Profit (loss) on disposal of assets' to cash flow from divestments | -18,339 | -48,821 |
| Dividends from participations accounted for using the equity method | 64,107 | 61,780 |
| Other non-operating income (expenses) | 358 | 577 |
| Income taxes | -37,104 | -22,348 |
| Non-cash adjustments | ||
| Depreciation | 139,526 | 131,716 |
| Impairment losses | 9,261 | -3,081 |
| Share based payment | 199 | 311 |
| Profit (loss) on assets/liabilities designated at fair value through profit and loss | -4,831 | -10,529 |
| (Decrease) increase of provisions | -5,357 | 6,535 |
| (Decrease) increase of deferred taxes | -1,513 | -4,106 |
| Other non-cash expenses (income) | 5,921 | 3,021 |
| Cash flow | 317,948 | 290,694 |
| Decrease (increase) of working capital | -214,041 | -60,217 |
| Decrease (increase) of inventories and construction contracts | -62,206 | 25,340 |
| Decrease (increase) of amounts receivable | -215,393 | 13,378 |
| Decrease (increase) of receivables from credit institutions and clients (banks) | -260,801 | -332,471 |
| Increase (decrease) of liabilities (other than financial debts) | 57,831 | 43,225 |
| Increase (decrease) of debts to credit institutions, clients & securities (banks) | 274,798 | 196,908 |
| Decrease (increase) other | -8,269 | -6,597 |
| Cash flow from operating activities | 103,907 | 230,477 |
| Investments | -517,049 | -585,095 |
| Acquisition of intangible and tangible assets | -254,605 | -281,905 |
| Acquisition of investment property | -21,552 | -78,041 |
| Acquisition of financial fixed assets | -20,045 | -90,901 |
| New amounts receivable | -13,467 | -12,385 |
| Acquisition of investments | -207,379 | -121,863 |
| Divestments | 276,337 | 346,264 |
| Disposal of intangible and tangible assets | 2,576 | 4,863 |
| Disposal of investment property | 3,500 | 3,427 |
| Disposal of financial fixed assets | 49,316 | 86,795 |
| Reimbursements of amounts receivable | 2,738 | 5,025 |
| Disposal of investments | 218,208 | 246,153 |
| Cash flow from investing activities | -240,712 | -238,831 |
| Financial operations | ||
| Interest received | 3,800 | 5,182 |
| Interest paid | -25,380 | -26,152 |
| Other financial income (costs) | -6,955 | -15,794 |
| Decrease (increase) of treasury shares | 300 | -1,867 |
| (Decrease) increase of financial debts | 263,549 | 147,923 |
| Distribution of profits | -73,019 | -67,638 |
| Dividends paid to minority interests | -52,443 | -39,151 |
| Cash flow from financial activities | 109,852 | 2,503 |
| II. Net increase (decrease) in cash and cash equivalents | -26,953 | -5,850 |
| Change in consolidation scope or method | -3,158 | -10,230 |
| Capital increases (minority interests) | 0 | 75 |
| Impact of exchange rate changes on cash and cash equivalents | -441 | -1,727 |
| III. Cash and cash equivalents - ending balance | 606,475 | 736,583 |
The first time application of IFRS 9 Financial instruments and IFRS 15 Revenue from contracts with customers has no impact on the cash flow statement.
| (€ 1,000) | Revaluation reserves | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Issued capital & share premium |
Consolidated reserves |
available for sale Financial assets |
Hedging reserves |
Actuarial gains (losses) defined benefit pension plans |
Translation differences |
Treasury shares |
group share Equity - |
Minority interests |
Total equity | ||
| Opening balance, 1 january 2017 | 113,907 | 2,682,090 | 31,145 | -18,635 | -11,569 | 10,974 | -24,830 | 2,783,083 | 1,133,265 | 3,916,348 | |
| Profit | 133,505 | 133,505 | 56,551 | 190,056 | |||||||
| Non-realised results | 1,467 | 7,326 | -138 | -13,583 | -4,928 | 12,959 | 8,031 | ||||
| Total of realised and unrealised results |
0 | 133,505 | 1,467 | 7,326 | -138 | -13,583 | 0 | 128,577 | 69,510 | 198,086 | |
| Distribution of dividends of the previous financial year |
-67,638 | -67,638 | -39,151 | -106,789 | |||||||
| Operations with treasury shares | -1,208 | -1,208 | -1,208 | ||||||||
| Other (a.o. changes in consol. scope / beneficial interest %) |
-16,708 | -16,708 | 349 | -16,359 | |||||||
| Ending balance, 30 June 2017 | 113,907 | 2,731,249 | 32,612 | -11,309 | -11,707 | -2,609 | -26,038 | 2,826,105 | 1,163,972 | 3,990,078 | |
| (€ 1,000) | Revaluation reserves | ||||||||||
| Issued capital & share premium |
Consolidated reserves |
available for sale Financial assets |
Fair value through OCI Financial assets - (FVOCI) |
Hedging reserves |
Actuarial gains (losses) defined benefit pension plans |
Translation differences |
Treasury shares |
group share Equity - |
Minority interests |
Total equity | |
| Closing balance, 31 December 2017 | 113,907 | 2,905,611 | 23,579 | -10,204 | -15,083 | -15,774 | -29,828 | 2,972,208 | 1,223,064 | 4,195,272 | |
| Impact IFRS 9 - Reclassification & measurement |
21,684 | -23,579 | 1,895 | 0 | 0 | 0 | |||||
| Impact IFRS 9 - Expected Credit loss | -9,866 | -9,866 | -5,458 | -15,324 | |||||||
| Impact IFRS 15 - Revenue from contracts with customers |
-9,392 | -9,392 | -6,158 | -15,550 | |||||||
| Opening balance, 1 January 2018 | 113,907 | 2,908,037 | 0 | 1,895 | -10,204 | -15,083 | -15,774 | -29,828 | 2,952,951 | 1,211,448 | 4,164,398 |
| Profit | 111,661 | 111,661 | 60,584 | 172,245 | |||||||
| Non-realised results | 287 | -2,661 | 342 | 5,322 | 3,290 | -989 | 2,301 | ||||
| Total of realised and unrealised results |
0 | 111,661 | 0 | 287 | -2,661 | 342 | 5,322 | 0 | 114,951 | 59,595 | 174,545 |
| Distribution of dividends of the previous financial year |
-73,019 | -73,019 | -52,443 | -125,462 | |||||||
| Operations with treasury shares | 482 | 482 | 482 | ||||||||
| Other (a.o. changes in consol. scope / beneficial interest %) |
720 | 720 | -351 | 369 | |||||||
| Ending balance, 30 June 2018 | 113,907 | 2,947,399 | 0 | 2,182 | -12,865 | -14,741 | -10,452 | -29,345 | 2,996,084 | 1,218,249 | 4,214,333 |
For comments on the unrealized results, see Note 2 on page 19 of this report. The impact of the new accounting standard "IFRS 9 Financial instruments" is explained in Disclosure 7.1 New IFRS Standards on page 36 of this report.
On June 1, 2018, AvH paid a dividend of 2.20 euros per share.
In the first half of 2018, AvH didn't buy any treasury shares to hedge stock option obligations to its staff. During that same period, beneficiaries of the stock option plan exercised options on 5,000 AvH shares. As at June 30 2018, AvH had granted options on a total of 352,000 AvH shares. To hedge that obligation, AvH had exactly a total 352,000 treasury shares in portfolio on that same date.
In addition, 235,919 shares were purchased and 235,750 shares sold in the first six months of 2018 as part of the agreement that AvH has concluded with Kepler Cheuvreux to support the liquidity of the AvH share. Kepler Cheuvreux acts entirely autonomously in those transactions, but as they are carried out on behalf of AvH, the net purchase of 169 AvH shares in this context has an impact on AvH's equity. This net purchase of 169 shares during 1H2018 puts the total number of shares held by AvH as part of this liquidity agreement at 5,426.
The item "Other" in the statement of changes in equity includes a.o. the eliminations of results on sales of treasury shares, the impact of the acquisition of minority interests and the impact of the measurement of the purchase obligation resting on certain shares.
Segment 1
DEME (global integration 60.40%), CFE (global integration 60.40%), Rent-A-Port (global integration 72.18%) and Green Offshore (global integration 80.2%).
The composition of this segment has not changed in 1H2018.
Segment 2
Delen Investments CVA (equity method 78.75%), Bank J.Van Breda & C° (global integration 78.75%) and Finaxis (global integration 78.75%).
The composition of this segment has not changed since year-end 2017. In the consolidated balance sheet of 2017, the participation in BDM-Asco had already been reclassified to 'Assets held for sale' in light of the announced sale to the US insurance company Navigators Group, Inc. This transaction was closed in 1H2018.
Segment 3
Extensa (global integration 100%), Leasinvest Real Estate (global integration 30%), Leasinvest Real Estate Management (global integration 100%), Anima Care (global integration 92.5%) and HPA (global integration 71.7%). HPA is the structure that owns 100% of Residalya (operation of retirement homes) and 100% of Patrimoine & Santé (which owns real estate operated by Residalya). Both Residalya and Patrimoine & Santé are fully consolidated by HPA.
The composition of this segment has not changed in 1H2018.
Segment 4
SIPEF (equity method 30.5%), AvH India Resources (global integration 100%) and Sagar Cements (equity method 17.6%).
AvH's stake in SIPEF increased slightly from 30.25% to 30.54% in the first half of 2018.
In April 2018, Sofinim (AvH 100%) sold its entire participation (10.53%) in Atenor.
During the first half of 2018, AvH's shareholding percentage in Financière EMG increased from 22.24% to 22.51% and in Corelio from 26.17% to 26.21%. Both these movements are the result of minor changes in the shareholder structure of those companies and not of additional direct investments by AvH.
| (€ 1,000) | Segment 1 | Segment 2 | Segment 3 | Segment 4 | Segment 5 | ||
|---|---|---|---|---|---|---|---|
| Marine Engineering & Contracting |
Private Banking |
Real Estate & Senior Care |
Energy & Resources |
AvH & Growth Capital |
Eliminations between segments |
30-06-2018 | |
| Revenue | 1,890,253 | 83,719 | 241,505 | 12 | 41,670 | -849 | 2,256,310 |
| Rendering of services | 1,505 | 100,416 | 872 | -849 | 101,944 | ||
| Lease revenue | 4,235 | 788 | 5,023 | ||||
| Real estate revenue | 75,474 | 132,188 | 207,662 | ||||
| Interest income - banking activities | 47,997 | 47,997 | |||||
| Fees and commissions - banking activities | 30,310 | 30,310 | |||||
| Revenue from construction contracts | 1,783,078 | 39,246 | 1,822,323 | ||||
| Other operating revenue | 30,197 | 1,177 | 8,114 | 12 | 1,552 | 41,052 | |
| Other operating income | 3,382 | 520 | 0 | 0 | 1,325 | -627 | 4,601 |
| Interest on financial fixed assets - receivables | 3,338 | 625 | -557 | 3,408 | |||
| Dividends | 43 | 520 | 600 | 1,163 | |||
| Government grants | 0 | ||||||
| Other operating income | 100 | -70 | 30 | ||||
| Operating expenses (-) | -1,812,196 | -61,740 | -187,874 | -47 | -57,423 | 919 | -2,118,361 |
| Raw materials and consumables used (-) | -1,068,817 | -89,836 | -18,235 | -1,176,889 | |||
| Changes in inventories of finished goods, raw materials & consumables (-) | -35,359 | 3,599 | -31,760 | ||||
| Interest expenses Bank J.Van Breda & C° (-) | -12,395 | -12,395 | |||||
| Employee expenses (-) | -335,852 | -22,842 | -60,338 | -17,974 | -437,006 | ||
| Depreciation (-) | -126,096 | -2,298 | -9,670 | -1,462 | -139,526 | ||
| Impairment losses (-) | 2,303 | -1,546 | -29 | -10,000 | -9,271 | ||
| Other operating expenses (-) | -254,031 | -22,464 | -31,849 | -47 | -9,757 | 919 | -317,228 |
| Provisions | 5,656 | -195 | 249 | 5 | 5,715 | ||
| Profit (loss) on assets/liabilities designated at fair value through profit and loss |
0 | 0 | 4,804 | 0 | 27 | 0 | 4,831 |
| Financial assets - Fair value through P/L (FVPL) | 4,720 | 27 | 4,747 | ||||
| Investment property | 84 | 84 | |||||
| Profit (loss) on disposal of assets | 2,362 | 507 | 2 | 0 | 15,469 | 0 | 18,339 |
| Realised gain (loss) on intangible and tangible assets | 1,708 | 2 | 17 | 1,727 | |||
| Realised gain (loss) on investment property | 0 | ||||||
| Realised gain (loss) on financial fixed assets | 654 | 15,217 | 15,871 | ||||
| Realised gain (loss) on other assets | 507 | 234 | 741 | ||||
| Profit (loss) from operating activities | 83,801 | 23,006 | 58,437 | -35 | 1,068 | -557 | 165,721 |
| Finance income | 28,562 | 4 | 1,613 | 0 | 373 | -10 | 30,541 |
| Interest income | 2,349 | 4 | 1,319 | 138 | -10 | 3,800 | |
| Other finance income | 26,213 | 294 | 235 | 26,742 | |||
| Finance costs (-) | -39,046 | 0 | -13,703 | 0 | -1,053 | 567 | -53,235 |
| Interest expenses (-) | -11,338 | -8,424 | -195 | 567 | -19,389 | ||
| Other finance costs (-) | -27,708 | -5,279 | -858 | -33,846 | |||
| Derivative financial instruments designated at fair value throughprofit and loss |
0 | -208 | 1,086 | 0 | 0 | 878 | |
| Share of profit (loss) from equity accounted investments | -642 | 56,948 | 11,132 | 6,499 | -10,766 | 63,170 | |
| Other non-operating income | 0 | 358 | 0 | 0 | 0 | 358 | |
| Other non-operating expenses (-) | 0 | 0 | 0 | 0 | 0 | 0 | |
| Profit (loss) before tax | 72,675 | 80,108 | 58,565 | 6,464 | -10,378 | 0 | 207,434 |
| Income taxes | -20,526 | -6,713 | -7,725 | 0 | -225 | 0 | -35,189 |
| Deferred taxes | 4,549 | 929 | -4,308 | 343 | 1,513 | ||
| Current taxes | -25,075 | -7,642 | -3,416 | -568 | -36,702 | ||
| Profit (loss) after tax from continuing operations | 52,149 | 73,395 | 50,841 | 6,464 | -10,603 | 0 | 172,245 |
| Profit (loss) after tax from discontinued operations | 0 | 0 | 0 | 0 | 0 | 0 | |
| Profit (loss) of the period | 52,149 | 73,395 | 50,841 | 6,464 | -10,603 | 0 | 172,245 |
| Minority interests | 19,992 | 15,645 | 24,946 | 2 | -2 | 60,584 | |
| Share of the group | 32,156 | 57,750 | 25,895 | 6,462 | -10,602 | 111,661 |
The consolidated revenue increased by 368.6 million euros (+20%) to 2,256.3 million euros. The "Marine Engineering & Contracting" segment accounts for most (336.6 million euros) of this increase, thanks to the increased activity reported by DEME and CFE compared with 1H2017.
Extensa's successful sales of its residential property developments (more particularly on the Cloche d'Or site in Luxembourg) and the continuing expansion of the retirement home groups Anima Care in Belgium and HPA/ Residalya in France explain the turnover growth in the "Real Estate & Senior Care" segment.
Revenue in the "Private Banking" segment increased by 3.5%. Since the participation in Delen Private Bank is accounted for using the equity method, this revenue (and the associated charges) relates exclusively to Bank J.Van Breda & C°. The increase in revenue is due to the increased fees and commissions, since the interest income has been decreasing as a result of the persistently low interest rates. In 1H2018, fees and commissions already accounted for 36% of the total revenue of Bank J.Van Breda & C°, compared with 32% a year ago. The impairment losses recognized by Bank J.Van Breda & C° were once again very limited in 1H2018, amounting to 1.5 million euros on a total outstanding loan portfolio of 4,666 million euros as at June 30, 2018.
Revenue and operating expenses are virtually entirely eliminated in the "Energy & Resources" segment following the sale (in 2H2017) of the participation in Nationale Maatschappij der Pijpleidingen.
The consolidated operating expenses increased by 19%, in line with the explanation of the revenue given above. As regards operating expenses, the increase is likewise for the most part accounted for by the growth in activity reported by DEME and CFE ("Marine Engineering & Contracting"). In 1H2018, an additional 2.9 million euros (share AvH 1,8 million euros) worth of provisions for contingent liabilities that were constituted in 2013 on the occasion of AvH's acquisition of control over CFE, was reversed, given that the relevant underlying risks have since been reduced.
In the "AvH & Growth Capital" segment, an impairment loss of 10 million euros was recognized in 1H2018 on the exposure of Sofinim (AvH 100%) to Distriplus.
The 4.8 million euros profit on assets designated at fair value through profit and loss was generated entirely by the "Real Estate & Senior Care" segment in 1H2018. As of 2018, as a result of the application of the new IFRS 9 standard, the value fluctuations (i.e. fluctuations of the market price) of the 1,192,422 Retail Estates shares held by Leasinvest Real Estate are recognized in profit and loss. In 1H2018, this made a positive contribution of 4.7 million euros (including minority interests) to the income statement. The value fluctuations on investment property of Leasinvest Real Estate and Extensa, however, contributed on balance just 0.1 million euros to the results (1H2017: 10.5 million euros).
The profit on disposal of assets in 1H2018 arises primarily from the entire disposal of the stakes in Atenor (8.7 million euros) and BDM-Asco (6.1 million euros). In 1H2017, AvH realized 48.8 million euros worth of capital gains on the disposal of a.o. the stakes in Ogeda and of the companies developing the 'Kons' and 'Oosteroever' real estate projects.
Despite 30.5 million euros less capital gains realized and 12.4 million euros more impairment losses recognized, the decrease in profit from operating activities was limited to 9.9 million euros, reflecting the generally favourable development of the key participations of the AvH group.
The net interest expenses increased by 1.3 million euros compared with 1H2017. This is mainly explained by the situation of DEME, which as expected saw its net financial debt increase to 559.0 million euros (1H2017: 235.2 million euros). The other financial income/costs turn out 9.1 million euros net less negative than in 1H2017, mainly thanks to better exchange results.
In 1H2018, the share of profit/loss from equity accounted investments continues to represent a substantial part (63.2 million euros in 1H2018, compared with 73.4 million euros in 1H2017) of the consolidated profit. In 1H2018, Delen Private Bank and Extensa (through its 50% stake in the development companies of the Deloitte and Alter Domus projects on the Cloche d'Or site in Luxembourg) in particular were able to increase their contribution. In the "AvH & Growth Capital" segment, the positive development of Turbo's Hoet Groep, Financière EMG and Corelio was overshadowed by the losses at Manuchar (impairment loss on its Mexican plant) and Distriplus (impairment loss on goodwill and disappointing operating results). As far as the comparative figures of 1H2017 are concerned, we should recall the recognition (through the contribution of SIPEF) of a remeasurement gain of 19.8 million euros (AvH share) on Agro Muko following the acquisition of exclusive control by SIPEF.
The income taxes increased by 5.5 million euros compared with the first half of 2017. It should be pointed out in this connection that the contribution of equity accounted companies is recognized on the basis of their profit after tax. After adjustment for this, the tax cost of 35.2 million euros for 1H2018 relates to a profit before tax of 144.3 million euros, which is 24.4%.
| (€ 1,000) | Segment 1 | Segment 2 | Segment 3 | Segment 4 | Segment 5 | ||
|---|---|---|---|---|---|---|---|
| Marine Engineering & Contracting |
Private Banking |
Real Estate & Senior Care |
Energy & Resources |
AvH & Growth Capital |
Eliminations between segments |
30-06-2017 | |
| Revenue | 1,553,701 | 80,907 | 212,160 | 6,461 | 35,786 | -1,277 | 1,887,739 |
| Rendering of services | 112 | 92,925 | 6,436 | 1,232 | -1,205 | 99,499 | |
| Lease revenue | 3,623 | 779 | 4,402 | ||||
| Real estate revenue | 7,928 | 114,242 | 122,170 | ||||
| Interest income - banking activities | 49,686 | 49,686 | |||||
| Fees and commissions - banking activities | 26,228 | 26,228 | |||||
| Revenue from construction contracts | 1,522,463 | 33,219 | 1,555,681 | ||||
| Other operating revenue | 23,199 | 1,370 | 4,214 | 25 | 1,336 | -71 | 30,073 |
| Other operating income | 3,831 | 360 | 104 | 0 | 1,120 | -170 | 5,245 |
| Interest on financial fixed assets - receivables | 503 | 104 | 136 | -100 | 643 | ||
| Dividends | 3,328 | 360 | 848 | 4,537 | |||
| Government grants | 0 | ||||||
| Other operating income | 135 | -70 | 65 | ||||
| Operating expenses (-) | -1,490,311 | -58,626 | -174,647 | -4,984 | -49,475 | 1,347 | -1,776,696 |
| Raw materials and consumables used (-) | -854,898 | -88,551 | -3,312 | -13,236 | -959,998 | ||
| Changes in inventories of finished goods, raw materials & consumables (-) | -5,287 | 9,889 | 1 | 4,603 | |||
| Interest expenses Bank J.Van Breda & C° (-) | -13,022 | -13,022 | |||||
| Employee expenses (-) | -295,156 | -21,367 | -55,091 | -411 | -18,156 | -390,181 | |
| Depreciation (-) | -117,932 | -2,612 | -8,874 | -957 | -1,341 | -131,716 | |
| Impairment losses (-) | 11,270 | -1,365 | -12 | -6,730 | 3,163 | ||
| Other operating expenses (-) | -220,412 | -20,260 | -32,158 | -303 | -10,013 | 1,347 | -281,799 |
| Provisions | -7,896 | 149 | -7,747 | ||||
| Profit (loss) on assets/liabilities designated at fair value through profit and loss |
0 | 0 | 10,529 | 0 | 0 | 0 | 10,529 |
| Financial assets held for trading | 0 | ||||||
| Investment property | 10,529 | 10,529 | |||||
| Profit (loss) on disposal of assets | 35,297 | 1,179 | -1,934 | 355 | 13,924 | 0 | 48,821 |
| Realised gain (loss) on intangible and tangible assets | 2,419 | -10 | 3 | 15 | 2,427 | ||
| Realised gain (loss) on investment property | -1,924 | -1,924 | |||||
| Realised gain (loss) on financial fixed assets | 32,878 | -17 | 352 | 13,909 | 47,122 | ||
| Realised gain (loss) on other assets | 1,179 | 17 | 1,196 | ||||
| Profit (loss) from operating activities | 102,518 | 23,820 | 46,213 | 1,833 | 1,355 | -100 | 175,638 |
| Finance income | 31,954 | 3 | 1,617 | 4 | 627 | -353 | 33,852 |
| Interest income | 3,716 | 3 | 1,298 | 4 | 487 | -353 | 5,156 |
| Other finance income | 28,238 | 318 | 140 | 28,696 | |||
| Finance costs (-) | -51,057 | 0 | -12,809 | -50 | -871 | 453 | -64,335 |
| Interest expenses (-) | -11,508 | -8,066 | -49 | -236 | 453 | -19,406 | |
| Other finance costs (-) | -39,549 | -4,744 | -1 | -635 | -44,929 | ||
| Derivative financial instruments designated at fair value throughprofit and loss |
0 | -53 | 696 | 0 | 0 | 643 | |
| Share of profit (loss) from equity accounted investments | -13,034 | 50,716 | 1,922 | 29,954 | 3,837 | 73,395 | |
| Other non-operating income | 0 | 577 | 0 | 0 | 0 | 577 | |
| Other non-operating expenses (-) | 0 | 0 | 0 | 0 | 0 | 0 | |
| Profit (loss) before tax | 70,380 | 75,063 | 37,638 | 31,741 | 4,948 | 0 | 219,771 |
| Income taxes | -17,531 | -7,921 | -3,680 | -515 | -68 | 0 | -29,715 |
| Deferred taxes | 5,383 | -196 | -1,338 | 4 | 253 | 4,106 | |
| Current taxes | -22,914 | -7,725 | -2,342 | -519 | -321 | -33,821 | |
| Profit (loss) after tax from continuing operations | 52,850 | 67,142 | 33,959 | 31,226 | 4,880 | 0 | 190,056 |
| Profit (loss) after tax from discontinued operations | 0 | 0 | 0 | 0 | 0 | 0 | |
| Profit (loss) of the period | 52,850 | 67,142 | 33,959 | 31,226 | 4,880 | 0 | 190,056 |
| Minority interests | 25,337 | 14,200 | 15,359 | 1,765 | -111 | 56,551 | |
| Share of the group | 27,512 | 52,942 | 18,600 | 29,460 | 4,991 | 133,505 |
| (€ 1,000) | Segment 1 | Segment 2 | Segment 3 | Segment 4 | Segment 5 | ||
|---|---|---|---|---|---|---|---|
| Marine Engineering & Contracting |
Private Banking |
Real Estate & Senior Care |
Energy & Resources |
AvH & Growth Capital |
Eliminations between segments |
30-06-2018 | |
| I. Non-current assets | 2,901,494 | 4,539,396 | 1,482,516 | 211,244 | 207,490 | -17,405 | 9,324,735 |
| Intangible assets Goodwill |
90,907 177,520 |
2,139 134,247 |
85,051 28,456 |
597 | 178,695 340,222 |
||
| Tangible assets | 2,200,080 | 42,996 | 244,800 | 25,556 | 2,513,432 | ||
| Investment property | 967,240 | 967,240 | |||||
| Participations accounted for using the equity method |
151,419 | 687,063 | 39,507 | 211,244 | 141,910 | 1,231,143 | |
| Financial fixed assets | 176,767 | 1,055 | 93,327 | 32,704 | -17,405 | 286,448 | |
| Financial assets - Fair value through P/L (FVPL) | 18,977 | 92,194 | 9,667 | 120,838 | |||
| Receivables and warranties | 157,790 | 1,055 | 1,133 | 23,037 | -17,405 | 165,609 | |
| Non-current hedging instruments | 171 | 2,211 | 841 | 3,223 | |||
| Amounts receivable after one year | 5,330 | 152,979 | 23,274 | 3,368 | 184,951 | ||
| Trade receivables | 0 | ||||||
| Finance lease receivables | 152,979 | 22,736 | 175,715 | ||||
| Other receivables | 5,330 | 538 | 3,368 | 9,235 | |||
| Deferred tax assets | 99,300 | 2,624 | 20 | 3,355 | 105,299 | ||
| Banks - receivables from credit institutions and clients after one year |
3,514,082 | 3,514,082 | |||||
| II. Current assets | 1,924,980 | 2,046,276 | 383,554 | 378 | 210,019 | -42,725 | 4,522,481 |
| Inventories | 123,782 | 194,326 | 469 | 318,577 | |||
| Amounts due from customers under construction contracts |
53,209 | 29,053 | 10,306 | 92,568 | |||
| Investments | 3 | 416,377 | 40 | 40,305 | 456,724 | ||
| Financial assets - Fair value through P/L (FVPL) | 3 | 40 | 40,305 | 40,347 | |||
| Financial assets - Fair value through OCI (FVOCI) | 402,877 | 402,877 | |||||
| Financial assets - at amortised cost | 13,500 | 13,500 | |||||
| Current hedging instruments | 1,146 | 109 | 1,255 | ||||
| Amounts receivable within one year | 1,267,490 | 117,543 | 111,645 | 58,471 | -41,717 | 1,513,431 | |
| Trade debtors | 1,195,701 | 39,527 | 19,695 | -1,117 | 1,253,806 | ||
| Finance lease receivables | 60,046 | 286 | 60,332 | ||||
| Other receivables | 71,789 | 57,497 | 71,831 | 38,775 | -40,600 | 199,292 | |
| Current tax receivables | 17,965 | 5,566 | 3,826 | 23 | 994 | 28,374 | |
| Banks - receivables from credit institutions and clients within one year |
1,458,167 | 1,458,167 | |||||
| Banks - loans and advances to banks | 125,811 | 125,811 | |||||
| Banks - loans and receivables (excl. finance leases) |
931,397 | 931,397 | |||||
| Banks - cash balances with central banks | 400,959 | 400,959 | |||||
| Cash and cash equivalents | 429,958 | 40,526 | 38,959 | 355 | 96,677 | 606,475 | |
| Time deposits for less than three months | 30,494 | 1 | 4,202 | 44,123 | 78,820 | ||
| Cash | 399,464 | 40,525 | 34,757 | 355 | 52,554 | 527,655 | |
| Deferred charges and accrued income | 31,427 | 7,988 | 5,705 | 2,797 | -1,008 | 46,910 | |
| III. Assets held for sale | 152,614 | 5,314 | 157,928 | ||||
| Total assets | 4,826,474 | 6,585,672 | 2,018,684 | 211,622 | 422,822 | -60,130 | 14,005,144 |
| (€ 1,000) | Segment 1 | Segment 2 | Segment 3 | Segment 4 | Segment 5 | ||
|---|---|---|---|---|---|---|---|
| Marine Engineering & Contracting |
Private Banking |
Real Estate & Senior Care |
Energy & Resources |
AvH & Growth Capital |
Eliminations between segments |
30-06-2018 | |
| I. Total equity | 1,588,284 | 1,412,667 | 722,486 | 211,611 | 279,285 | 4,214,333 | |
| Shareholders' equity - group share | 959,254 | 1,140,926 | 407,951 | 211,611 | 276,343 | 2,996,084 | |
| Issued capital | 113,907 | 113,907 | |||||
| Share capital | 2,295 | 2,295 | |||||
| Share premium | 111,612 | 111,612 | |||||
| Consolidated reserves | 985,393 | 1,138,533 | 415,101 | 205,691 | 202,681 | 2,947,399 | |
| Revaluation reserves | -26,139 | 2,393 | -7,150 | 5,919 | -10,900 | -35,876 | |
| Financial assets - Fair value through OCI (FVOCI) | 2,182 | 2,182 | |||||
| Hedging reserves | -2,955 | -124 | -9,978 | 176 | 16 | -12,865 | |
| Actuarial gains (losses) defined benefit pension plans | -15,262 | 9 | -21 | -619 | 1,152 | -14,741 | |
| Translation differences | -7,923 | 327 | 2,849 | 6,362 | -12,067 | -10,452 | |
| Treasury shares (-) | -29,345 | -29,345 | |||||
| Minority interests | 629,030 | 271,740 | 314,536 | 2,942 | 1,218,249 | ||
| II. Non-current liabilities | 1,003,462 | 647,629 | 837,944 | 4,133 | -17,405 | 2,475,764 | |
| Provisions | 79,708 | 5,377 | 3,570 | 1,416 | 90,071 | ||
| Pension liabilities | 53,231 | 4,175 | 866 | 196 | 58,469 | ||
| Deferred tax liabilities | 117,097 | 67,013 | 1,647 | 185,757 | |||
| Financial debts | 742,442 | 722,660 | 535 | -17,405 | 1,448,232 | ||
| Bank loans | 645,371 | 529,384 | 1,174,755 | ||||
| Bonds | 30,628 | 190,714 | 221,342 | ||||
| Subordinated loans | 5,354 | 52 | 5,406 | ||||
| Finance leases | 41,807 | 764 | 482 | 43,053 | |||
| Other financial debts | 19,283 | 1,798 | -17,405 | 3,676 | |||
| Non-current hedging instruments | 7,858 | 10,948 | 33,709 | 52,515 | |||
| Other amounts payable after one year | 3,127 | 12,288 | 10,126 | 339 | 25,879 | ||
| Banks - debts to credit institutions, clients & securities | 614,841 | 614,841 | |||||
| Banks - deposits from credit institutions | 0 | ||||||
| Banks - deposits from clients | 575,361 | 575,361 | |||||
| Banks - debt certificates including bonds | 0 | ||||||
| Banks - subordinated liabilities | 39,480 | 39,480 | |||||
| III. Current liabilities | 2,234,728 | 4,525,377 | 357,983 | 11 | 139,404 | -42,725 | 7,214,778 |
| Provisions | 52,584 | 9 | 54 | 52,647 | |||
| Pension liabilities | 339 | 339 | |||||
| Financial debts | 353,796 | 226,834 | 79,290 | -40,600 | 619,321 | ||
| Bank loans | 144,753 | 81,691 | 226,444 | ||||
| Bonds | 199,963 | 39 | 200,002 | ||||
| Subordinated loans | 3 | 3 | |||||
| Finance leases | 7,863 | 401 | 4,302 | 12,565 | |||
| Other financial debts | 1,217 | 144,703 | 74,985 | -40,600 | 180,306 | ||
| Current hedging instruments | 7,472 | 1,623 | 9,095 | ||||
| Amounts due to customers under construction contracts | 166,636 | 740 | 11,009 | 178,385 | |||
| Other amounts payable within one year | 1,546,368 | 14,205 | 102,097 | 8 | 48,166 | -1,117 | 1,709,725 |
| Trade payables | 1,346,639 | 16 | 63,417 | 8 | 12,097 | -1,117 | 1,421,059 |
| Advances received | 1,764 | 1,764 | |||||
| Amounts payable regarding remuneration and social security | 161,215 | 9,081 | 23,973 | 5,855 | 200,124 | ||
| Other amounts payable | 38,514 | 5,108 | 12,943 | 30,213 | 86,778 | ||
| Current tax payables | 43,164 | 201 | 6,281 | 4 | 468 | 50,118 | |
| Banks - debts to credit institutions, clients & securities | 4,502,535 | 4,502,535 | |||||
| Banks - deposits from credit institutions | 28,075 | 28,075 | |||||
| Banks - deposits from clients | 4,175,647 | 4,175,647 | |||||
| Banks - debt certificates including bonds | 284,121 | 284,121 | |||||
| Banks - subordinated liabilities | 14,692 | 14,692 | |||||
| Accrued charges and deferred income | 64,708 | 6,465 | 21,977 | 471 | -1,008 | 92,613 | |
| IV. Liabilities held for sale | 100,270 | 100,270 | |||||
| Total equity and liabilities | 4,826,474 | 6,585,672 | 2,018,684 | 211,622 | 422,822 | -60,130 | 14,005,144 |
As was already mentioned in earlier reports, the full consolidation of the stake (78.75%) in Bank J.Van Breda & C° has a significant impact on the balance sheet of AvH. Due to its specific (banking) activity, Bank J.Van Breda & C° not only has a significantly greater balance sheet total than the other participations of the AvH group: out of a balance sheet total of 14,005.1 million euros, the full consolidation of Bank J.Van Breda & C° already accounts for 5,686.4 million euros (more than 40% of the balance sheet total of the whole group). Moreover, as a financial institution, Bank J.Van Breda & C° has a distinct balance sheet structure that is adapted to its activities. A number of items from the balance sheet of Bank J.Van Breda & C° are summarized under separate items in AvH's consolidated balance sheet for distinction purposes.
In the same way as the revenue, AvH's balance sheet total grew further in 1H2018, from 13,469.0 million euros at year-end 2017 to 14,005.1 million euros. This is an increase by 536.1 million euros (+4.0%). The "Private Banking" segment again accounts for most of this increase as a direct result of the strong commercial dynamic at Bank J.Van Breda & C°, which led to increased client deposits (+5%) as well as increased lending (+3%). The increased level of activity at DEME, CFE ("Marine Engineering & Contracting") and in the real estate and retirement home activities of the AvH group is also reflected in a greater deployment of fixed assets and working capital.
The limited decrease (-9.3 million euros) in Goodwill is primarily the result of the final recognition of DEME's acquisition of the stakes in A2Sea and G-TEC; both these transactions had been provisionally recognized in the balance sheet at year-end 2017 (see also note 7.2 Business combinations on page 39).
Despite DEME's substantial investments to the amount of 221.3 million euros (when including jointly controlled entities 233.1 million euros) in the expansion and renewal of its fleet, the carrying value of the consolidated tangible assets decreased by 59.5 million euros compared with year-end 2017. This development is entirely explained by the announcement by HPA on March 29 that an agreement had been concluded with Icade Santé for the sale of the real estate of 14 residential care centres that are operated by Residalya. This transaction was implemented in July 2018. Consequently, the tangible assets that were transferred to Icade Santé in July 2018 are recognized in the consolidated balance sheet of AvH on June 30, 2018 under 'Assets held for sale'.
The composition of the investment property portfolio of Leasinvest Real Estate has largely remained unchanged since year-end 2017. Nevertheless, further investments were made, primarily in the Montoyer and Treesquare buildings. The Treesquare building was taken into service before 30/06/2018.
The increase in financial fixed assets at Leasinvest Real Estate is the result of an increase in the Retail Estates share price and of the participation, to the amount of 12.9 million euros, in the capital increase of Retail Estates in 1H2018.
The increased commercial activity at Bank J.Van Breda & C° is reflected in an increase of the receivables by 106.0 million euros of the non-current portion and an increase by 153.2 million euros of the current portion.
As of 2018, the investments are broken down into several categories according to the accounting treatment of the results that might be realized on those investments. The composition of AvH's own investment portfolio ("AvH & Growth Capital" segment) has not changed in the first six months of 2018.
Compared with year-end 2017, Bank J.Van Breda & C° has more short-term liquidities and has increased its deposits with banks and lending (both shortterm). Like at year-end 2017, a substantial volume of cash is available in the "Marine Engineering & Contracting" segment, although this should of course be seen alongside short-term liabilities.
The evolution of the consolidated equity is explained in section 5.
Generally speaking, the long-term debts remain on approximately the same level as at year-end 2017. The long term financial debts however increased by 60.0 million euros. The "Marine Engineering & Contracting" segment accounts for 85.6 million euros of the increase. DEME also finances its investment in the expansion and renewal of its fleet by contracting long-term debts. At the same time, the 200 million euro DEME bond, which matures in February 2019, was reclassified to short-term debts on June 30, 2018. In the "Real Estate & Senior Care" segment, the sale that was announced of the real estate of 14 residential care centres of Patrimoine & Santé resulted in the short-term and long-term financial liabilities connected with this transaction being recognized under Liabilities held for sale as per June 30,2018. In 1H2018, Leasinvest Real Estate increased its long-term debt by 79.3 million euros and reduced its short-term debt by 20.5 million euros.
Although clients made 239,4 million euros more deposits with Bank J.Van Breda & C° than at year-end 2017, this increase is entirely in short-term deposits (less than one year). Long-term deposits (more than one year), however, decreased by 32.0 million euros over the last six months.
Short-term bond debts increased by 200 million euros following the reclassification of the DEME bond to short-term debts as mentioned earlier. However, they decreased as CFE repaid its 100 million euro bond debt in June 2018. The other amounts payable comprise 28 million euros representing the final tranche which AvH owes NPM Capital in September 2018 for the acquisition of 26% of Sofinim (transaction of 2016).
| (€ 1,000) | Segment 1 | Segment 2 | Segment 3 | Segment 4 | Segment 5 | ||
|---|---|---|---|---|---|---|---|
| Marine Engineering & Contracting |
Private Banking |
Real Estate & Senior Care |
Energy & Resources |
AvH & Growth Capital |
Eliminations between segments |
Total 2017 |
|
| I. Non-current assets | 2,839,219 | 4,410,084 | 1,565,916 | 204,048 | 242,594 | -6,385 | 9,255,476 |
| Intangible assets | 91,363 | 2,930 | 84,670 | 605 | 179,567 | ||
| Goodwill | 186,821 | 134,247 | 28,455 | 349,523 | |||
| Tangible assets | 2,126,568 | 41,578 | 378,527 | 26,204 | 2,572,877 | ||
| Investment property Participations accounted for using the equity method |
154,177 | 679,973 | 945,488 28,204 |
204,048 | 174,344 | 945,488 1,240,746 |
|
| Financial fixed assets | 167,868 | 818 | 75,144 | 29,740 | -6,385 | 267,186 | |
| Available for sale financial fixed assets | 18,003 | 74,550 | 9,781 | 102,335 | |||
| Receivables and warranties | 149,865 | 818 | 594 | 19,959 | -6,385 | 164,851 | |
| Non-current hedging instruments | 921 | 3,662 | 1,066 | 5,649 | |||
| Amounts receivable after one year | 7,737 | 138,029 | 23,024 | 8,319 | 177,109 | ||
| Trade receivables | 2,418 | 4,540 | 6,958 | ||||
| Finance lease receivables | 138,029 | 22,736 | 160,765 | ||||
| Other receivables | 5,320 | 288 | 3,779 | 9,386 | |||
| Deferred tax assets | 103,763 | 735 | 1,338 | 3,382 | 109,219 | ||
| Banks - receivables from credit institutions and clients after one year |
3,408,112 | 3,408,112 | |||||
| II. Current assets | 1,843,121 | 1,828,829 | 371,492 | 424 | 169,859 | -21,347 | 4,192,378 |
| Inventories | 148,260 | 180,744 | 396 | 329,400 | |||
| Amounts due from customers under construction contracts |
46,077 | 20,359 | 7,856 | 74,292 | |||
| Investments | 3 | 427,712 | 153 | 40,013 | 467,882 | ||
| Available for sale financial assets | 427,712 | 153 | 40,013 | 467,879 | |||
| Financial assets held for trading | 3 | 3 | |||||
| Current hedging instruments | 4,154 | 399 | 4,553 | ||||
| Amounts receivable within one year | 1,082,719 | 84,743 | 114,901 | 59,907 | -20,857 | 1,321,413 | |
| Trade debtors | 1,007,332 | 46,560 | 14,750 | -2,490 | 1,066,152 | ||
| Finance lease receivables | 54,568 | 571 | 55,139 | ||||
| Other receivables | 75,387 | 30,175 | 67,770 | 45,156 | -18,367 | 200,122 | |
| Current tax receivables | 13,783 | 4,411 | 22 | 813 | 19,030 | ||
| Banks - receivables from credit institutions and clients within one year |
1,304,957 | 1,304,957 | |||||
| Banks - loans and advances to banks | 88,863 | 88,863 | |||||
| Banks - loans and receivables (excl. finance leases) |
908,056 | 908,056 | |||||
| Banks - cash balances with central banks | 308,038 | 308,038 | |||||
| Cash and cash equivalents | 524,994 | 3,762 | 48,930 | 402 | 58,939 | 637,027 | |
| Time deposits for less than three months | 35,107 | 1 | 3 | 41 | 35,152 | ||
| Cash | 489,887 | 3,761 | 48,927 | 402 | 58,898 | 601,875 | |
| Deferred charges and accrued income | 23,131 | 7,256 | 1,993 | 1,935 | -491 | 33,824 | |
| III. Assets held for sale | 11,686 | 3,613 | 5,860 | 21,159 | |||
| Total assets | 4,682,340 | 6,250,598 | 1,941,021 | 204,472 | 418,314 | -27,732 | 13,469,013 |
| (€ 1,000) | Segment 1 | Segment 2 | Segment 3 | Segment 4 | Segment 5 | ||
|---|---|---|---|---|---|---|---|
| Marine Engineering & Contracting |
Private Banking |
Real Estate & Senior Care |
Energy & Resources |
AvH & Growth Capital |
Eliminations between segments |
Total 2017 |
|
| I. Total equity | 1,626,817 | 1,351,777 | 707,868 | 204,466 | 304,344 | 4,195,272 | |
| Shareholders' equity - group share | 981,360 | 1,095,291 | 389,692 | 204,466 | 301,400 | 2,972,208 | |
| Issued capital | 113,907 | 113,907 | |||||
| Share capital | 2,295 | 2,295 | |||||
| Share premium Consolidated reserves |
1,006,643 | 1,093,851 | 387,336 | 202,778 | 111,612 215,003 |
111,612 2,905,611 |
|
| Revaluation reserves | -25,283 | 1,439 | 2,356 | 1,688 | 2,317 | -17,482 | |
| Financial assets available for sale | 1,860 | 8,804 | 12,916 | 23,579 | |||
| Hedging reserves | -743 | -183 | -9,302 | 20 | 4 | -10,204 | |
| Actuarial gains (losses) defined benefit pension plans | -15,262 | 33 | -21 | -644 | 810 | -15,083 | |
| Translation differences | -9,278 | -271 | 2,876 | 2,312 | -11,412 | -15,774 | |
| Treasury shares (-) | -29,828 | -29,828 | |||||
| Minority interests | 645,457 | 256,487 | 318,176 | 2,944 | 1,223,064 | ||
| II. Non-current liabilities | 928,196 | 684,166 | 867,427 | 3,882 | -6,385 | 2,477,286 | |
| Provisions | 76,843 | 4,572 | 3,545 | 1,421 | 86,381 | ||
| Pension liabilities | 53,149 | 3,995 | 790 | 200 | 58,134 | ||
| Deferred tax liabilities | 129,641 | 704 | 80,410 | 1,513 | 212,268 | ||
| Financial debts | 656,857 | 737,232 | 474 | -6,385 | 1,388,177 | ||
| Bank loans | 366,402 | 511,068 | 877,470 | ||||
| Bonds | 231,378 | 203,948 | 435,327 | ||||
| Subordinated loans | 5,354 | 5,354 | |||||
| Finance leases | 45,427 | 20,247 | 474 | 66,147 | |||
| Other financial debts | 8,296 | 1,969 | -6,385 | 3,880 | |||
| Non-current hedging instruments | 7,209 | 8,572 | 34,616 | 50,397 | |||
| Other amounts payable after one year | 4,497 | 11,155 | 10,834 | 274 | 26,761 | ||
| Banks - debts to credit institutions, clients & securities | 655,168 | 655,168 | |||||
| Banks - deposits from credit institutions | 0 | ||||||
| Banks - deposits from clients | 607,368 | 607,368 | |||||
| Banks - debt certificates including bonds | 0 | ||||||
| Banks - subordinated liabilities | 47,800 | 47,800 | |||||
| III. Current liabilities | 2,127,327 | 4,214,655 | 365,726 | 7 | 110,087 | -21,347 | 6,796,455 |
| Provisions | 59,047 | 12 | 108 | 59,166 | |||
| Pension liabilities | 289 | 289 | |||||
| Financial debts | 235,162 | 223,352 | 51,560 | -10,607 | 499,467 | ||
| Bank loans | 116,042 | 47,791 | 163,833 | ||||
| Bonds | 99,959 | 99,959 | |||||
| Finance leases | 7,921 | 2,342 | 4,967 | 15,230 | |||
| Other financial debts | 11,241 | 173,218 | 46,593 | -10,607 | 220,445 | ||
| Current hedging instruments | 7,445 | 800 | 160 | 8,405 | |||
| Amounts due to customers under construction contracts | 224,657 | 11,047 | 235,704 | ||||
| Other amounts payable within one year | 1,491,839 | 13,252 | 100,206 | 3 | 46,411 | -10,250 | 1,641,461 |
| Trade payables | 1,277,741 | 10 | 68,028 | 3 | 8,177 | -1,213 | 1,352,745 |
| Advances received | 2,505 | 2,505 | |||||
| Amounts payable regarding remuneration and social security | 152,612 | 8,177 | 17,565 | 7,669 | 186,022 | ||
| Other amounts payable | 61,487 | 5,065 | 12,108 | 30,565 | -9,036 | 100,189 | |
| Current tax payables | 42,538 | 3,437 | 18,429 | 4 | 283 | 64,691 | |
| Banks - debts to credit institutions, clients & securities | 4,191,182 | 4,191,182 | |||||
| Banks - deposits from credit institutions | 27,458 | 27,458 | |||||
| Banks - deposits from clients | 3,898,145 | 3,898,145 | |||||
| Banks - debt certificates including bonds | 253,114 | 253,114 | |||||
| Banks - subordinated liabilities | 12,465 | 12,465 | |||||
| Accrued charges and deferred income | 66,639 | 5,683 | 23,472 | 786 | -491 | 96,089 | |
| IV. Liabilities held for sale | 0 | ||||||
| Total equity and liabilities | 4,682,340 | 6,250,598 | 1,941,021 | 204,472 | 418,314 | -27,732 | 13,469,013 |
| (€ 1,000) | Segment 1 | Segment 2 | Segment 3 | Segment 4 | Segment 5 | ||
|---|---|---|---|---|---|---|---|
| Marine Engineering & Contracting |
Private Banking |
Real Estate & Senior Care |
Energy & Resources |
AvH & Growth Capital |
Eliminations between segments |
30-06-2018 | |
| I. Cash and cash equivalents - | |||||||
| opening balance | 524,994 | 3,762 | 48,930 | 402 | 58,939 | 637,027 | |
| Profit (loss) from operating activities | 83,801 | 23,006 | 58,437 | -35 | 1,068 | -557 | 165,721 |
| Reclassification 'Profit (loss) on disposal of assets' to cash flow from divestments |
-2,363 | -507 | -2 | -15,469 | -18,339 | ||
| Dividends from participations accounted for using the equity method |
4,206 | 52,263 | 7,638 | 64,107 | |||
| Other non-operating income (expenses) | 358 | 358 | |||||
| Income taxes | -22,441 | -6,713 | -7,725 | -225 | -37,104 | ||
| Non-cash adjustments | |||||||
| Depreciation | 126,096 | 2,298 | 9,670 | 1,462 | 139,526 | ||
| Impairment losses | -2,303 | 1,541 | 24 | 10,000 | 9,261 | ||
| Share based payment | -366 | 34 | 532 | 199 | |||
| Profit (loss) on assets/liabilities designated at fair value through profit and loss |
-4,804 | -27 | -4,831 | ||||
| (Decrease) increase of provisions | -5,567 | 425 | -207 | -8 | -5,357 | ||
| (Decrease) increase of deferred taxes | -4,550 | -929 | 4,308 | -343 | -1,513 | ||
| Other non-cash expenses (income) | 5,006 | 508 | -11 | 417 | 5,921 | ||
| Cash flow | 181,885 | 71,883 | 59,725 | -35 | 5,045 | -557 | 317,948 |
| Decrease (increase) of working capital | -171,527 | -42,608 | -34,663 | 4 | -4,327 | 39,080 | -214,041 |
| Decrease (increase) of inventories and construction contracts | -38,612 | -21,034 | -2,560 | -62,206 | |||
| Decrease (increase) of amounts receivable | -200,003 | -53,297 | 1,356 | -2,529 | 39,080 | -215,393 | |
| Decrease (increase) of receivables from credit institutions and clients (banks) |
-260,801 | -260,801 | |||||
| Increase (decrease) of liabilities (other than financial debts) | 67,511 | -2,123 | -9,502 | 5 | 1,940 | 57,831 | |
| Increase (decrease) of debts to credit institutions, clients & securities (banks) |
274,798 | 274,798 | |||||
| Decrease (increase) other | -422 | -1,185 | -5,484 | -1,178 | -8,269 | ||
| Cash flow from operating activities | 10,358 | 29,275 | 25,062 | -30 | 718 | 38,523 | 103,907 |
| Investments | -241,192 | -191,915 | -59,143 | -1,745 | -24,986 | 1,933 | -517,049 |
| Acquisition of intangible and tangible assets | -226,742 | -2,924 | -24,225 | -713 | -254,605 | ||
| Acquisition of investment property | -21,552 | -21,552 | |||||
| Acquisition of financial fixed assets | -3,556 | -13,030 | -1,745 | -1,714 | -20,045 | ||
| New amounts receivable | -10,894 | -237 | -336 | -3,933 | 1,933 | -13,467 | |
| Acquisition of investments | -188,754 | -18,625 | -207,379 | ||||
| Divestments | 8,129 | 199,491 | 3,639 | 0 | 65,077 | 276,337 | |
| Disposal of intangible and tangible assets | 2,534 | 15 | 27 | 2,576 | |||
| Disposal of investment property | 3,500 | 3,500 | |||||
| Disposal of financial fixed assets | 2,861 | 2 | 46,452 | 49,316 | |||
| Reimbursements of amounts receivable | 2,734 | 4 | 2,738 | ||||
| Disposal of investments | 199,491 | 118 | 18,598 | 218,208 | |||
| Cash flow from investing activities | -233,063 | 7,576 | -55,504 | -1,745 | 40,092 | 1,933 | -240,712 |
| Financial operations | |||||||
| Interest received | 2,349 | 4 | 1,319 | 138 | -10 | 3,800 | |
| Interest paid | -17,213 | -8,539 | -195 | 567 | -25,380 | ||
| Other financial income (costs) | -1,524 | -4,983 | -447 | -6,955 | |||
| Decrease (increase) of treasury shares | 0 | 300 | 300 | ||||
| (Decrease) increase of financial debts | 205,096 | 71,678 | 27,788 | -41,013 | 263,549 | ||
| Distribution of profits | 0 | -73,019 | -73,019 | ||||
| Dividends paid intra group | -36,695 | -7,410 | 44,105 | 0 | |||
| Dividends paid to minority interests | -24,060 | -73 | -28,310 | -52,443 | |||
| Cash flow from financial activities | 127,954 | -69 | 23,755 | -1,331 | -40,457 | 109,852 | |
| II. Net increase (decrease) in cash and cash equivalents | -94,751 | 36,782 | -6,688 | -1,775 | 39,479 | -26,953 | |
| Transfer between segments | 0 | 1,745 | -1,745 | 0 | |||
| Change in consolidation scope or method | 108 | -18 | -3,248 | -3,158 | |||
| Capital increases (minorities) | 0 | ||||||
| Impact of exchange rate changes on cash and cash equivalents | -393 | -36 | -17 | 5 | -441 | ||
| III. Cash and cash equivalents - | |||||||
| ending balance | 429,958 | 40,526 | 38,959 | 355 | 96,677 | 606,475 |
The cash flow in 1H2018 amounted to 317.9 million euros, which is 27.3 million euros higher than in the first half of 2017. Although in the first half of 2018 the profit from operating activities turned out 9.9 million euros lower than in the same period last year, this is more than compensated by the fact that this operating profit comprises just 18.3 million euros in profits from divestments (compared with 48.8 million euros in 1H2017) and that the noncash adjustments turned out 19.3 million euros higher in total than last year. This is explained by, on balance, more impairment losses, higher depreciation and less profit from fair value adjustments being recognized in the operating profit of 1H2018 compared with 1H2017.
In contrast to the higher cash flow of 1H2018, there is a substantial increase in working capital by 214.0 million euros. The "Marine Engineering & Contracting" segment accounts for most of this increase in working capital. The increase in this segment is primarily explained by the increased working capital requirement at DEME as a result of the higher level of activity in 1H2018. The working capital of Bank J.Van Breda & C° remained stable. Lending (+137.7 million euros) increased less vigorously than the incoming client deposits (+239.4 million euros; the surplus cash was converted into deposits with the National Bank of Belgium. Consequently, the increased working capital in the "Private Banking" segment is explained by the temporary investment of Finaxis cash (at AvH) pending a dividend payment in 3Q2018. In the cash flow statement of 1H2017, the acquisition by AvH of the Leasinvest Real Estate shares that were held by Extensa had an impact on the working capital of the "Real Estate & Senior Care" and "AvH & Growth Capital" segments. This is not the case in the cash flow statement of 1H2018.
After the working capital increase of 214.0 million euros, a cash flow from operating activities remained of 103.9 million euros (1H2017: 230.5 million euros).
In 1H2018, the different segments invested a total of 517.0 million euros and divested a total of 276.3 million euros. This means a net investment of 240.7 million euros, which is slightly higher than the 238.8 million euros net investment during 1H2017. As was also the case in 1H2017, the "Marine Engineering & Contracting" segment accounts for a substantial part of the investments, driven by DEME's considerable investments (221.3 million euros, or 233.1 million euros including the jointly controlled entities) in the expansion and renewal of its fleet. The acquisition and disposal of investments in the "Private Banking" segment arise from the choices made by Bank J.Van Breda & C° in the management of its investment portfolio. Anima Care and Residalya invested in the further expansion of their retirement home network with ongoing new construction or refurbishment projects in Anderlecht, Zoutleeuw, Aalst, Berlare, Bilzen etc., and the acquisition of a new residence in Salleboeuf (F). Leasinvest Real Estate followed for its part the capital increase of Retail Estates, which represented an additional investment of 12.9 million euros.
Investment activity in the "AvH & Growth Capital" segment was fairly limited. AvH increased its stake in SIPEF from 30.25% to 30.54% during the first half of 2018. The divestments of 1H2018 in that segment primarily concerned the disposal of the 10.53% stake in Atenor and the entire disposal of the stake in BDM-Asco.
To finance the investments and working capital, 109.9 million euros worth of extra financing was obtained, most of which within "Marine Engineering & Contracting". In the "AvH & Growth Capital" segment, however, there was a net reduction of financial debt.
| (€ 1,000) | Segment 1 | Segment 2 | Segment 3 | Segment 4 | Segment 5 | ||
|---|---|---|---|---|---|---|---|
| Marine Engineering & Contracting |
Private Banking |
Real Estate & Senior Care |
Energy & Resources |
AvH & Growth Capital |
Eliminations between segments |
30-06-2017 | |
| I. Cash and cash equivalents - opening balance |
639,458 | 5,857 | 63,191 | 6,046 | 39,762 | 754,315 | |
| Profit (loss) from operating activities | 102,518 | 23,820 | 46,213 | 1,833 | 1,355 | -100 | 175,638 |
| Reclassification 'Profit (loss) on disposal of assets' | |||||||
| to cash flow from divestments | -35,297 | -1,179 | 1,934 | -355 | -13,924 | -48,821 | |
| Dividends from participations accounted for using the equity method |
7,652 | 46,386 | 181 | 7,561 | 61,780 | ||
| Other non-operating income (expenses) | 577 | 577 | |||||
| Income taxes | -10,164 | -7,921 | -3,680 | -515 | -68 | -22,348 | |
| Non-cash adjustments | |||||||
| Depreciation | 117,932 | 2,612 | 8,874 | 957 | 1,341 | 131,716 | |
| Impairment losses | -11,270 | 1,362 | 97 | 6,730 | -3,081 | ||
| Share based payment | -50 | 361 | 311 | ||||
| Profit (loss) on assets/liabilities designated at fair value through profit and loss |
-10,529 | -10,529 | |||||
| (Decrease) increase of provisions | 8,055 | 285 | -74 | -1,731 | 6,535 | ||
| (Decrease) increase of deferred taxes | -5,383 | 196 | 1,338 | -4 | -253 | -4,106 | |
| Other non-cash expenses (income) | -14 | 2,852 | 88 | 10 | 85 | 3,021 | |
| Cash flow | 174,029 | 68,940 | 44,261 | 2,107 | 1,457 | -100 | 290,694 |
| Decrease (increase) of working capital | 67,752 | -191,340 | -128,851 | 3,055 | 146,261 | 42,907 | -60,217 |
| Decrease (increase) of inventories and construction contracts | -3,709 | 29,095 | -47 | 25,340 | |||
| Decrease (increase) of amounts receivable | 20,644 | -54,652 | -153,299 | 3,238 | -1,455 | 198,903 | 13,378 |
| Decrease (increase) of receivables from credit institutions and clients (banks) |
-332,471 | -332,471 | |||||
| Increase (decrease) of liabilities (other than financial debts) | 55,284 | 568 | -4,300 | -315 | 147,985 | -155,996 | 43,225 |
| Increase (decrease) of debts to credit institutions, clients & securities (banks) |
196,908 | 196,908 | |||||
| Decrease (increase) other | -4,467 | -1,693 | -347 | 132 | -222 | -6,597 | |
| Cash flow from operating activities | 241,781 | -122,399 | -84,590 | 5,162 | 147,717 | 42,807 | 230,477 |
| Investments | -282,880 | -123,623 | -128,457 | -43,459 | -6,676 | -585,095 | |
| Acquisition of intangible and tangible assets | -268,685 | -1,567 | -7,226 | -3,035 | -1,393 | -281,905 | |
| Acquisition of investment property | -78,041 | -78,041 | |||||
| Acquisition of financial fixed assets | -2,252 | -42,985 | -40,425 | -5,239 | -90,901 | ||
| New amounts receivable | -11,942 | -193 | -205 | -45 | -12,385 | ||
| Acquisition of investments | -121,863 | -121,863 | |||||
| Divestments | 48,420 | 244,236 | 27,683 | 10,578 | 15,348 | 346,264 | |
| Disposal of intangible and tangible assets | 4,706 | 6 | 106 | 3 | 42 | 4,863 | |
| Disposal of investment property | 1,500 | 1,927 | 3,427 | ||||
| Disposal of financial fixed assets | 38,785 | 22,378 | 10,574 | 15,058 | 86,795 | ||
| Reimbursements of amounts receivable | 3,429 | 1,348 | 248 | 5,025 | |||
| Disposal of investments | 244,230 | 1,923 | 0 | 246,153 | |||
| Cash flow from investing activities | -234,459 | 120,613 | -100,774 | -32,882 | 8,671 | -238,831 | |
| Financial operations | |||||||
| Interest received | 3,725 | 3 | 1,316 | 4 | 487 | -353 | 5,182 |
| Interest paid | -18,278 | -8,042 | -49 | -236 | 453 | -26,152 | |
| Other financial income (costs) | -9,913 | -5,440 | -1 | -440 | -15,794 | ||
| Decrease (increase) of treasury shares | -1,867 | -1,867 | |||||
| (Decrease) increase of financial debts | 44,986 | 97,066 | -720 | 49,498 | -42,907 | 147,923 | |
| Distribution of profits | 0 | -67,638 | -67,638 | ||||
| Dividends paid intra group | -36,172 | -7,262 | -1,247 | 44,681 | 0 | ||
| Dividends paid to minority interests | -21,554 | -17,073 | -416 | -109 | -39,151 | ||
| Cash flow from financial activities | -37,206 | 3 | 60,566 | -2,429 | 24,377 | -42,807 | 2,503 |
| II. Net increase (decrease) in cash and cash equivalents | -29,885 | -1,784 | -124,798 | -30,148 | 180,765 | -5,850 | |
| Transfer between segments | 149,100 | 40,425 | -189,525 | 0 | |||
| Change in consolidation scope or method | -234 | -15 | 2,119 | -12,100 | -10,230 | ||
| Capital increases (minorities) | 75 | 75 | |||||
| Impact of exchange rate changes on cash and cash equivalents | -2,113 | 410 | -9 | -16 | -1,727 | ||
| III. Cash and cash equivalents - ending balance |
607,227 | 4,059 | 90,097 | 4,213 | 30,987 | 736,583 |
The consolidated financial statements of Ackermans & van Haaren are prepared in accordance with the International Financial Reporting Standards (IFRS) and IFRIC interpretations effective on 30 June 2018 as approved by the European Commission.
Following new standards and amendments to existing standards published by the IASB, are applied as from January 1, 2018.
The final version of IFRS 9 Financial Instruments replaces IAS 39 Financial Instruments: Recognition and Measurement and all previous versions of IFRS 9. IFRS 9 brings together all three aspects of the accounting for financial instruments project: classification and measurement, impairment and hedge accounting.
AvH makes use of the possibility not to restate the comparative figures. As a result, for both the classification and measurement of financial instruments and the determination of expected credit losses the impact is recorded in the opening balance at 1/1/2018, without adjustment of the previous periods.
IFRS 9 identifies three categories for the classification of financial assets according to how the assets are measured: amortized cost, fair value through other comprehensive income, and fair value through profit & loss. The IAS 39 categories of held-to-maturity investments, loans and receivables, and available-for-sale financial assets cease to exist.
The new classification of financial assets and liabilities at amortized cost is determined in two steps:
Except at Bank J.Van Breda & C° and Delen Private Bank, the changes in fair value in the portfolio 'Available-for-sale financial assets' are recognized through profit and loss as from January 1, 2018. Consequently, the unrealized capital gains were reclassified (within the equity) to the consolidated reserves in the opening balance to the amount of 21.7 million euro (share of the group). After that, the classification (changes in fair value through profit and loss or through other comprehensive income) of each new acquisition is determined per instrument.
The introduction of IFRS 9 involves a changeover from an 'incurred loss' model to an 'expected loss' model as regards impairments. Under IFRS 9, a provision must be constituted for expected losses at the start of a contract.
Bank J.Van Breda & C° has developed a model to determine 'expected credit loss'. The credit portfolio is subdivided into three stages:
The credit losses for stages 1 and 2 are determined on the basis of a model developed internally in accordance with the rules of IFRS 9. Given the quality of the loan portfolio of Bank J.Van Breda & C°, the impact on the opening equity is limited to -3.3 million euros (pre-minorities). Delen Private Bank reports a minimal impact of -0.1 million euros (pre-minorities).
The implementation of IFRS 9 at Bank J.Van Breda & C° and Delen Private Bank is explained in more detail in Note 11 on page 42.
In accordance with IFRS 9, an impairment loss of 12 million euros was recognized on the outstanding receivables in CFE's opening balance. The evaluation of CFE's financial assets considers the present value of expected losses if the borrower defaults on its obligations. Expected credit losses are calculated based on a weighted average of expected credit losses arising from multiple scenario's. Implementation of this model on the receivables owned by CFE on the Chadian State leads to a decrease of the opening equity at 1st January 2018 by an amount of 12 million euros.
No material impact has been noticed for the AvH group's other participations following the initial application of IFRS 9 – expected credit losses.
The new hedge accounting principles will have no impact.
IFRS 15 introduces a five-step model to recognize revenue from contracts with customers. Under IFRS 15, revenue from the transfer of goods or services is recognized in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services.
AvH implemented the new standard on 1/1/2018 and has opted for the modified retrospective method, which means that the opening balance of the equity at January 1, 2018 is adjusted without adjustment of the comparative figures of the previous year. In this approach, IFRS 15 is applied to contracts which were not yet completed on the date of initial application; these contracts are restated as if IFRS 15 was always applicable.
The analysis performed at DEME shows that certain contracts (EPCI) contain separately identifiable performance obligations, namely obligations relating to purchase and installation activities. Until the end of 2017, these standard contracts were always treated as one single contract under IAS 11, but according to IFRS 15 the different performance obligations give each separately rise to revenue recognition. The impact of this restatement caused the opening equity to decrease by 15.6 million euros (pre-minorities) at January 1, 2018. The other participations reported no material impact.
IFRS 16 Leases: This new standard sets out the principles for the recognition, measurement, presentation and disclosure of leases (1/1/2019) and replaces IAS 17. As a result, all operating lease and rental obligations (such as real estate leases) must appear on the balance sheet. The impact of this has yet to be determined.
| (€ 1,000) | 31-12-2017 | IFRS 9 Classification & measurement |
IFRS 9 Expected Credit loss 'Private Banking' |
IFRS 9 Expected Credit loss 'Other Segments' |
IFRS 15 | Opening balance (1-1-2018) |
|---|---|---|---|---|---|---|
| I. Non-current assets | 9,255,476 | 0 | -2,819 | 0 | 0 | 9,252,657 |
| Intangible assets | 179,567 | 179,567 | ||||
| Goodwill | 349,523 | 349,523 | ||||
| Tangible assets | 2,572,877 | 2,572,877 | ||||
| Land and buildings Plant. machinery and equipment |
479,686 1,615,815 |
479,686 1,615,815 |
||||
| Furniture and vehicles | 28,822 | 28,822 | ||||
| Other tangible assets | 4,713 | 4,713 | ||||
| Assets under construction and advance payments | 443,558 | 443,558 | ||||
| Operating lease - as lessor (IAS 17) | 283 | 283 | ||||
| Investment property | 945,488 | 945,488 | ||||
| Participations accounted for using the equity method | 1,240,746 | 0 | -61 | 0 | 0 | 1,240,685 |
| Financial fixed assets | 267,186 | 0 | 0 | 0 | 0 | 267,186 |
| Available for sale financial fixed assets | 102,335 | -102,335 | 0 | |||
| Financial assets - Fair value through P/L (FVPL) | 102,335 | 102,335 | ||||
| Financial assets - Fair value through OCI (FVOCI - recycling) | 0 | |||||
| Financial assets - Fair value through OCI (FVOCI - no recycling) | 0 | |||||
| Financial assets - at amortised cost | 0 | |||||
| Receivables and warranties | 164,851 | 164,851 | ||||
| Non-current hedging instruments | 5,649 | 5,649 | ||||
| Amounts receivable after one year | 177,109 | 0 | -544 | 0 | 0 | 176,565 |
| Trade receivables | 6,958 | 6,958 | ||||
| Finance lease receivables | 160,765 | -544 | 160,221 | |||
| Other receivables | 9,386 | 9,386 | ||||
| Deferred tax assets | 109,219 | 0 | 1,088 | 0 | 0 | 110,307 |
| Banks - receivables from credit institutions and clients after one year |
3,408,112 | 0 | -3,302 | 0 | 0 | 3,404,810 |
| II. Current assets | 4,192,378 | 0 | -32 | -12,000 | 0 | 4,180,346 |
| Inventories | 329,400 | 329,400 | ||||
| Amounts due from customers under construction contracts | 74,292 | 74,292 | ||||
| Investments | 467,882 | 0 | -32 | 0 | 0 | 467,850 |
| Available for sale financial assets | 467,879 | -467,879 | 0 | |||
| Financial assets held for trading | 3 | -3 | 0 | |||
| Financial assets - Fair value through P/L (FVPL) | 40,170 | 40,170 | ||||
| Financial assets - Fair value through OCI (FVOCI - recycling) | 427,139 | -32 | 427,107 | |||
| Financial assets - Fair value through OCI (FVOCI - no recycling) | 573 | 573 | ||||
| Financial assets - at amortised cost | 0 | |||||
| Current hedging instruments | 4,553 | 4,553 | ||||
| Amounts receivable within one year | 1,321,413 | 0 | 0 | -12,000 | 0 | 1,309,413 |
| Trade debtors | 1,066,152 | -12,000 | 1,054,152 | |||
| Finance lease receivables | 55,139 | 55,139 | ||||
| Other receivables | 200,122 | 200,122 | ||||
| Current tax receivables | 19,030 | 19,030 | ||||
| Banks - receivables from credit institutions and clients within one year |
1,304,957 | 1,304,957 | ||||
| Banks - loans and advances to banks | 88,863 | 88,863 | ||||
| Banks - loans and receivables (excl. finance leases) | 908,056 | 908,056 | ||||
| Banks - cash balances with central banks | 308,038 | 308,038 | ||||
| Cash and cash equivalents | 637,027 | 637,027 | ||||
| Time deposits for less than three months | 35,152 | 35,152 | ||||
| Cash | 601,875 | 601,875 | ||||
| Deferred charges and accrued income III. Assets held for sale |
33,824 21,159 |
33,824 21,159 |
||||
| Total assets | 13,469,013 | 0 | -2,851 | -12,000 | 0 | 13,454,162 |
| (€ 1.000) | 31-12-2017 | IFRS 9 Classification & measurement |
IFRS 9 Expected Credit loss 'Private Banking' |
IFRS 9 Expected Credit loss 'Other Segments' |
IFRS 15 | Opening balance (1-1-2018) |
|---|---|---|---|---|---|---|
| I. Total equity | 4,195,272 | 0 | -3,324 | -12,000 | -15,550 | 4,164,398 |
| Shareholders' equity - group share | 2,972,208 | 0 | -2,618 | -7,248 | -9,392 | 2,952,951 |
| Issued capital | 113,907 | 113,907 | ||||
| Share capital | 2,295 | 2,295 | ||||
| Share premium | 111,612 | 111,612 | ||||
| Consolidated reserves | 2,905,611 | 21,684 | -2,618 | -7,248 | -9,392 | 2,908,037 |
| Revaluation reserves | -17,482 | -21,684 | 0 | 0 | 0 | -39,166 |
| Financial assets available for sale | 23,579 | -23,579 | 0 | |||
| Financial assets - Fair value through OCI (FVOCI - recycling) | 1,544 | 1,544 | ||||
| Financial assets - Fair value through OCI (FVOCI - no recycling) | 351 | 351 | ||||
| Hedging reserves | -10,204 | -10,204 | ||||
| Actuarial gains (losses) defined benefit pension plans | -15,083 | -15,083 | ||||
| Translation differences | -15,774 | -15,774 | ||||
| Treasury shares (-) | -29,828 | -29,828 | ||||
| Minority interests | 1,223,064 | 0 | -706 | -4,752 | -6,158 | 1,211,448 |
| II. Non-current liabilities | 2,477,286 | 0 | 473 | 0 | -3,077 | 2,474,682 |
| Provisions | 86,381 | 0 | 473 | 0 | 0 | 86,854 |
| Pension liabilities | 58,134 | 58,134 | ||||
| Deferred tax liabilities | 212,268 | 0 | 0 | 0 | -3,077 | 209,191 |
| Financial debts | 1,388,177 | 1,388,177 | ||||
| Bank loans | 877,470 | 877,470 | ||||
| Bonds | 435,327 | 435,327 | ||||
| Subordinated loans | 5,354 | 5,354 | ||||
| Finance leases | 66,147 | 66,147 | ||||
| Other financial debts | 3,880 | 3,880 | ||||
| Non-current hedging instruments | 50,397 | 50,397 | ||||
| Other amounts payable after one year | 26,761 | 26,761 | ||||
| Banks - debts to credit institutions, clients & securities | 655,168 | 655,168 | ||||
| Banks - deposits from credit institutions | 0 | 0 | ||||
| Banks - deposits from clients | 607,368 | 607,368 | ||||
| Banks - debt certificates including bonds | 0 | 0 | ||||
| Banks - subordinated liabilities | 47,800 | 47,800 | ||||
| III. Current liabilities | 6,796,455 | 0 | 0 | 0 | 18,627 | 6,815,082 |
| Provisions | 59,166 | 59,166 | ||||
| Pension liabilities | 289 | 289 | ||||
| Financial debts | 499,467 | 499,467 | ||||
| Bank loans | 163,833 | 163,833 | ||||
| Bonds | 99,959 | 99,959 | ||||
| Finance leases | 15,230 | 15,230 | ||||
| Other financial debts | 220,445 | 220,445 | ||||
| Current hedging instruments | 8,405 | 8,405 | ||||
| Amounts due to customers under construction contracts | 235,704 | 235,704 | ||||
| Other amounts payable within one year | 1,641,461 | 0 | 0 | 0 | 18,627 | 1,660,088 |
| Trade payables | 1,352,745 | 18,627 | 1,371,371 | |||
| Advances received | 2,505 | 2,505 | ||||
| Amounts payable regarding remuneration and social security | 186,022 | 186,022 | ||||
| Other amounts payable | 100,189 | 100,189 | ||||
| Current tax payables | 64,691 | 64,691 | ||||
| Banks - debts to credit institutions, clients & securities | 4,191,182 | 4,191,182 | ||||
| Banks - deposits from credit institutions | 27,458 | 27,458 | ||||
| Banks - deposits from clients | 3,898,145 | 3,898,145 | ||||
| Banks - debt certificates including bonds | 253,114 | 253,114 | ||||
| Banks - subordinated liabilities | 12,465 | 12,465 | ||||
| Accrued charges and deferred income | 96,089 | 96,089 | ||||
| IV. Liabilities held for sale | 0 | 0 | ||||
| Total equity and liabilities | 13,469,013 | 0 | -2,851 | -12,000 | 0 | 13,454,162 |
| (€ 1.000) | 31-12-2017 | 30-06-2018 | Difference |
|---|---|---|---|
| A2SEA & G-TEC | A2SEA & G-TEC | ||
| Preliminary assessment | Final assessment | ||
| Tangible assets | 186,675 | 190,964 | 4,289 |
| Cash and cash equivalents | 38,945 | 38,945 | 0 |
| Other current and non-current assets & liabilities | -23,474 | -21,560 | 1,914 |
| Net assets (100%) | 202,146 | 208,349 | 6,203 |
| Non-acquired minorities | 702 | 869 | 167 |
| Net assets - group share | 202,848 | 209,218 | 6,370 |
| Goodwill (post allocation) | 7,410 | 704 | -6,706 |
| Purchase price | 210,258 | 209,922 | -336 |
On 31 August 2017, GeoSea, a subsidiary of DEME, acquired 100% of the shares of the fully consolidated company A2SEA. In the fourth quarter of 2017, GeoSea acquired 72,5% of the shares of the fully consolidated Belgian company G-tec.
The fair value of the identifiable assets and liabilities of both new entities was provisionally assessed on 31 December 2017. During the first half year of 2018, the accounting of the business combinations A2SEA and G-Tec has been finalized and following adjustments have been reflected in the consolidated interim financial statements per June 30, 2018.
As the total net impact of the difference between the provisional and final accounting of the business combination is not significant to the financial
Ackermans & van Haaren is active in several segments, each (more or less) cyclically sensitive : dredging & infrastructure, oil & energy markets (DEME, Rent-A-Port), construction (CFE, Van Laere), evolution on the financial markets and interest rates (Delen Private Bank, JM Finn and Bank J.Van Breda & C°), real
statements as a whole, the 2017 comparative financial statements have not been restated and the effect is reflected in the 2018 income statement.
The final assessment of the business combination resulted in a remaining goodwill (704.323 euros).
The following valuation methods were used:
estate and interest rates evolution (Extensa & Leasinvest Real Estate) and the evolution of commodity prices (SIPEF, Sagar Cements). The segments in which the Growth Capital participations are active, are also confronted with seasonal or cyclical activities. Distriplus in particular is affected by consumer behaviour.
| 30-06-2018 | 30-06-2017 | |
|---|---|---|
| I. Continued and discontinued operations | ||
| Net consolidated profit, share of the group (€ 1,000) | 111,661 | 133,505 |
| Weighted average number of shares (1) | 33,137,063 | 33,145,184 |
| Basic earnings per share (€) | 3.37 | 4.03 |
| Net consolidated profit, share of the group (€ 1,000) | 111,661 | 133,505 |
| Weighted average number of shares (1) | 33,137,063 | 33,145,184 |
| Impact stock options | 108,643 | 132,383 |
| Adjusted weighted average number of shares | 33,245,706 | 33,277,567 |
| Diluted earnings per share (€) | 3.36 | 4.01 |
| 30-06-2018 | 30-06-2017 | |
| II. Continued activities | ||
| Net consolidated profit from continued activities, share of the group (€ 1,000) | 111,661 | 133,505 |
| Weighted average number of shares (1) | 33,137,063 | 33,145,184 |
| Basic earnings per share (€) | 3.37 | 4.03 |
| Net consolidated profit from continued activities, share of the group (€ 1,000) | 111,661 | 133,505 |
| 33,145,184 | ||
| Weighted average number of shares (1) | 33,137,063 | |
| Impact stock options | 108,643 | 132,383 |
| Adjusted weighted average number of shares | 33,245,706 | 33,277,567 |
(1) Based on number of shares issued, adjusted for treasury shares in portfolio.
In the first half of 2018, AvH didn't buy any treasury shares to hedge stock option obligations to its staff. During that same period, beneficiaries of the stock option plan exercised options on 5,000 AvH shares. As at June 30 2018, AvH had granted options on a total of 352,000 AvH shares. To hedge that obligation, AvH had exactly a total 352,000 treasury shares in portfolio on that same date.
| 30-06-2018 | 30-06-2017 | |
|---|---|---|
| Treasury shares as part of the stock option plan |
||
| Opening balance | 357,000 | 352,000 |
| Acquisition of treasury shares | 0 | 20,000 |
| Disposal of treasury shares | -5,000 | -31,000 |
| Ending balance | 352,000 | 341,000 |
| 30-06-2018 | 30-06-2017 | |
|---|---|---|
| Treasury shares as part of the liquidity contract |
||
| Opening balance | 5,257 | 2,278 |
| Acquisition of treasury shares | 235,919 | 54,686 |
| Disposal of treasury shares | -235,750 | -48,801 |
| Ending balance | 5,426 | 8,163 |
In addition, 235,919 shares were purchased and 235,750 shares sold in the first six months of 2018 as part of the agreement that AvH has concluded with Kepler Cheuvreux to support the liquidity of the AvH share. Kepler Cheuvreux acts entirely autonomously in those transactions, but as they are carried out on behalf of AvH, the net purchase of 169 AvH shares in this context has an impact on AvH's equity. This net purchase of 169 shares during 1H2018 puts the total number of shares held by AvH as part of this liquidity agreement at 5,426.
Bank J.Van Breda & C° follows strict procedures to recognize impairments on outstanding receivables. The total cost of loan losses slighthly increased in relation to last year to 1.5 million euros, which is still very low (H1 2017: 1.4 million euros)
In view of the disappointing developments at Distriplus in the first half of 2018, AvH decreased its exposure to Distriplus by 10.0 million euros. This impairment loss comes on top of AvH's share (50%) in the half-year loss of Distriplus, which is accounted for using the equity method and which in itself already comprises a substantial impairment loss (AvH share: 8.1 million euros) on intangible assets.
After the closure of its accounts on June 30, 2018, CFE received two payments worth approximately 7.5 million euros from the Chadian government. These sums could not yet be repatriated to Europe. Once this has been arranged, CFE's net exposure to the Chadian government, which at December 31, 2017 was still 60.0 million euros, can be reduced by the amount of those payments. Furthermore, negotiations with the Chadian government and the Afrexim Bank continued during the first half of 2018 to refinance the outstanding receivables related to the Grand Hotel in N'Djamena. Moreover, in accordance with the new IFRS 9 accounting standard, CFE reduced its exposure to the Chadian government in the opening balance of 2018 by recognizing an expected credit loss of 12 million euros. In view of this diminished exposure, along with the payments already received and the progress made in the negotiations with the Chadian government and with the Afrexim Bank, CFE decided not to recognize an impairment loss in profit or loss for 1H2018.
At June 30, 2018, AvH further reduced the provision for contingent liabilities which it had set aside at year-end 2013 in respect of its stake in CFE by 2.9 million euros (AvH share: 1.8 million euros) to 41.4 million euros (AvH share: 25.0 million euros). This reversal is justified by the disappearance of the underlying risks for which the provision had been constituted at year-end 2013.
For a description of the main risks and uncertainties, please refer to our annual report for the financial year ended 31/12/2017. The composition of Ackermans & van Haaren's portfolio changed only slightly during the first half of the year; accordingly, the risks and the spread of those risks have not changed fundamentally in relation to the situation at the end of the previous year.
Several group companies of AvH (such as DEME, CFE, Rent-A-Port, SIPEF, Telemond, Manuchar, Turbo's Hoet Groep, Agidens,...) are also internationally active and are therefore exposed to related political and credit risks. In this context, reference is also made to section 7.6 Impairments with regard to CFE's exposure to the risk of non-payment in Chad.
When disposing of participating interests and/or activities, AvH and its subsidiaries are regularly required to provide certain warranties and representations. These may give rise to claims - legitimate or otherwise - from buyers for compensation on that basis. AvH received no such claims in 1H2018.
AvH did not acquire any new participations in the first half of 2018. The subsidiaries of AvH invested in the further expansion of their activities. AvH believes that those investments do not fundamentally alter the risk profile; they are follow-up investments by companies in which the Group has been a shareholder for some time now.
Several group companies of AvH (such as DEME, CFE,...) are actively involved in the execution of projects. This always entails a certain operational risk, but also means that certain estimates of profitability need to be made at the end of such a project. This is inherent in such activity, as is the risk of disagreements with customers over divergent costs or changes in execution and the collection of these receivables.
In the current market context, AvH is focusing more than ever on its role as proactive shareholder in the companies in which it has a stake. By participating in risk committees, audit committees, technical committees etc. at DEME, CFE and Rent-A-Port, AvH specifically monitors the risks in its contracting division from a very early stage.
As regards the risk of value adjustments on assets, reference is made to section 7.6 Impairments.
In its role as proactive shareholder, AvH also sees to it that the companies in which it participates organize themselves in such a way as to comply with current laws and regulations, including all kinds of international and compliance rules.
No transactions with related parties took place during the first half of 2018 that have any material impact on AvH's results.
Furthermore, during the first six months there were no changes in the transactions with affiliated parties as described in the annual report for the 2017 financial year which could have material consequences for Ackermans & van Haaren's financial position or results.
In July 2018, HPA finalized the sale to Icade Santé of the real estate of 14 retirement homes operated by Residalya for the sum of 189 million euros. This sale, which was already announced at the end of March 2018, earns AvH a capital gain (group share) of 21.2 million euros, which will be recognized in 3Q2018.
IFRS 9 identifies three categories for the classification of financial assets according to how the assets are measured: amortised cost, FVOCI (fair value through other comprehensive income) and FVTPL (fair value through profit & loss). The IAS 39 categories held to maturity, loans & receivables and available for sale cease to exist.
In the matter of the classification and measurement of financial liabilities, IFRS 9 is largely similar to IAS 39.
The new classification under IFRS 9 is the result of a number of assessments made by Bank J.Van Breda & C° for the different groups of financial instruments.
The business model (BM) test is carried out for every group of interest-bearing financial assets that are managed in the same way with regard to cash flow generation:
Assessment of the contractual cash flow characteristics or SPPI test is carried out per product group (interest-bearing financial assets with similar cash flow characteristics) or, where necessary, on an individual basis. It is assessed whether the instrument generates cash flows on specified dates that are solely payments of principal and interest on the principal amount outstanding (SPPI: solely payments of principal and interest).
For example, this test may fail if there is a major mismatch between the reference interest rate used and the repricing time period (such as with a monthly repricing at a one-year interest rate), or if an excessive early repayment penalty is charged, or if the amount or timing of the cash flows can be unilaterally changed by a counterparty.
The shares and funds currently in the investment portfolio are not held for trading purposes. Bank J.Van Breda & C° opts to recognize these instruments in the category FVOCI when implementing IFRS 9 for the first time. Any capital gains/losses realized on sales are not reclassified to profit and loss (no recycling).
Derivatives are always recognized in the category FVTPL. A small part of these are forward exchange contracts entered into with clients and any hedges of those contracts with credit institutions. The majority are interest rate swaps that are held to hedge the interest rate risk of the credit portfolio: they will continue to be treated administratively as fair value hedges under IAS 39 until a new macro hedging standard is introduced.
The table below shows that the new classification of financial assets and liabilities has no impact on the opening balance at 1/1/2018 of Bank J.Van Breda & C°, based on the assessments made (without the impact of ECLs, see below).
The introduction of IFRS 9 involves a changeover from an 'incurred loss' model to an 'expected loss' model. Under IFRS 9, a provision must be constituted for expected losses at the start of a contract. In general, all financial assets will carry a provision for credit losses (save for a few exceptions).
The different portfolios of financial assets are subdivided into three stages:
A valuation model calculates the credit losses for stages 1 and 2 in line with the literature on IFRS9 ECL modelling. Nothing changes for the nonperforming credits in stage 3 (incurred credit loss).
The '1-year expected credit loss' and 'lifetime expected credit loss' are calculated for each individual contract on the basis of the repayment schedule and the following model parameters:
The staging in the event of a significant increase (or decrease) in credit risk is done on an individual contract level ('bottom-up' staging) based on certain criteria such as payment arrears, renegotiations, and rating category. The internal credit rating is used for the individual staging. As this is a criterion based on past history, a distinct 'collective staging' logic is used as well to take into account the macroeconomic outlook.
IFRS 9 allows an exemption (low credit risk exemption) to a portfolio with a low risk profile (e.g. bonds in a liquidity portfolio). For such a portfolio, a simplified way is allowed to determine an increased risk. This, however, is an exceptional situation where on the basis of the low credit risk at the reporting date it may be concluded that there has been no significant increase in credit risk.
The bond portfolio is modelled according to the same principles as those used for the credit portfolio (as described above). The PD modelling is based on migration matrices supplied by rating agency DBRS. For bonds we also apply the 'low credit risk exemption': as long as those bonds retain their investment grade rating category, they remain in stage 1. Should a bond migrate to a 'non-investment grade' rating category, Bank J.Van Breda & C° will do one of the following:
Quantitative impact on the balance sheet and equity of Bank J.Van Breda & C° The following tables show the total exposure (on and off-balance sheet) and expected credit losses for the 'performing loans' in the credit, Van Breda Car Finance and bond portfolios (excluding interbank exposures, which in our modelling do not give rise to expected credit losses).
| (€1,000) | Total exposure (on and off-balance sheet) |
Estimated credit loss |
|---|---|---|
| Credit portfolio | 4,542,325 | 3,124 |
| Van Breda Car Finance portfolio | 390,457 | 1,194 |
| Bond portfolio | 417,620 | 32 |
| Total | 5,350,403 | 4,350 |
The table below segments the above three portfolios by number of days in arrears.
| (€1,000) | Total exposure (on and off-balance sheet) |
Estimated credit loss |
|---|---|---|
| No arrears | 5,165,683 | 3,743 |
| 1-30 days in arrears | 167,936 | 345 |
| 31-60 days in arrears | 15,381 | 242 |
| 61-90 days in arrears | 1,370 | 20 |
| More than 90 days in arrears | 34 | 1 |
| Total | 5,350,403 | 4,350 |
Based on the above calculations, the net impact on the equity of the opening balance of Bank J.Van Breda & C° at 1/1/2018 is -3,263 KEUR as a result of expected credit losses on financial assets (stages 1 & 2).
| Assets | Equity | ||
|---|---|---|---|
| Expected credit losses | - 4,350 | Reserves | -3,263 |
| Deferred tax assets | +1,087 | ||
| Equity reported at 31/12/2017 | 538,838 | ||
| Impact of IFRS 9 ECL | -3,263 | ||
| Adjusted equity in opening balance at 1/1/2018 | 535,575 |
Delen Private Bank has reviewed the above criteria and concludes that, as far as classification and measurement of financial liabilities and financial assets is concerned, there is no impact on the opening balance at 1/1/2018. The organization, processes and governance are adjusted in order that the formal assessments and the review can be carried out in a going concern.
The changes in fair value in the portfolio "available-for-sale financial assets" are recognized through profit and loss as from January 1. Consequently, the unrealized capital gains are reclassified (within the equity) to the consolidated reserves in the opening balance to the amount of 304 KEUR. After that, the classification (changes in fair value through profit and loss or through other comprehensive income) of each new acquisition will be determined per instrument.
The introduction of IFRS 9 involves a changeover from an "incurred loss" model to an "expected loss" model as regards impairments. Under IFRS 9, a provision must be constituted for expected losses at the start of a contract. The expected credit losses (ECL) are determined on an individual basis. Given the quality of the credit portfolio of Delen Private Bank, the impact on the opening equity is very limited (-61 KEUR).
| (€ 1,000) | Fair value | Book value | ||
|---|---|---|---|---|
| 30-06-2018 | 31-12-2017 | 30-06-2018 | 31-12-2017 | |
| Financial assets | ||||
| Available for sale financial assets | 570,213 | 570,213 | ||
| Financial assets of the trading portfolio | 3 | 3 | ||
| Financial assets - Fair value through P/L (FVPL) | 161,186 | 161,186 | ||
| Financial assets - Fair value through OCI (FVOCI) | 402,877 | 402,877 | ||
| Financial assets - at amortised cost | 13,500 | 13,500 | ||
| Receivables and cash | ||||
| Receivables and warranties | 165,609 | 164,851 | 165,609 | 164,851 |
| Finance lease receivables | 252,196 | 231,389 | 236,048 | 215,904 |
| Other receivables | 208,528 | 209,508 | 208,528 | 209,508 |
| Trade debtors | 1,253,806 | 1,073,110 | 1,253,806 | 1,073,110 |
| Time deposits for less than three months | 78,820 | 35,152 | 78,820 | 35,152 |
| Cash | 527,655 | 601,875 | 527,655 | 601,875 |
| Banks - receivables from credit institutions & clients | 5,285,794 | 5,030,849 | 4,972,249 | 4,713,069 |
| Hedging instruments | 4,478 | 10,202 | 4,478 | 10,202 |
| (€ 1,000) | Fair value | Book value | ||
|---|---|---|---|---|
| 30-06-2018 | 31-12-2017 | 30-06-2018 | 31-12-2017 | |
| Financial liabilities | ||||
| Financial liabilities valued at amortised cost | ||||
| Financial debts | ||||
| Bank loans | 1,410,379 | 1,055,117 | 1,401,200 | 1,041,303 |
| Bonds | 426,016 | 544,537 | 421,344 | 535,285 |
| Surbordinated loans | 5,410 | 5,354 | 5,410 | 5,354 |
| Finance leases | 58,315 | 84,481 | 55,618 | 81,377 |
| Other financial debts | 183,981 | 224,325 | 183,981 | 224,325 |
| Other debts | ||||
| Trade payables | 1,421,059 | 1,352,745 | 1,421,059 | 1,352,745 |
| Advances received | 1,764 | 2,505 | 1,764 | 2,505 |
| Amounts payable regarding remuneration and social security | 200,124 | 186,022 | 200,124 | 186,022 |
| Other amounts payable | 112,657 | 126,950 | 112,657 | 126,950 |
| Banks - debts to credit institutions, clients & securities | 5,142,398 | 4,874,548 | 5,117,376 | 4,846,350 |
| Hedging instruments | 61,610 | 58,802 | 61,610 | 58,802 |
| (€ 1,000) | 30-06-2018 | 31-12-2017 | ||||
|---|---|---|---|---|---|---|
| Level 1 | Level 2 | Interest accrual |
Level 1 | Level 2 | Interest accrual |
|
| Financial assets | ||||||
| Available for sale financial assets | 538,264 | 29,489 | 2,460 | |||
| Financial assets of the trading portfolio | 3 | |||||
| Financial assets - Fair value through P/L (FVPL) | 132,477 | 28,708 | ||||
| Financial assets - Fair value through OCI (FVOCI) | 401,161 | 518 | 1,198 | |||
| Financial assets - at amortised cost | 13,500 | |||||
| Receivables and cash | ||||||
| Finance lease receivables | 252,196 | 231,389 | ||||
| Banks - receivables from credit institutions & clients | 5,285,794 | 5,030,849 | ||||
| Hedging instruments | 4,477 | 1 | 10,201 | 1 | ||
| Financial liabilities | ||||||
| Financial debts | ||||||
| Bank loans | 1,410,379 | 1,055,117 | ||||
| Bonds | 385,785 | 40,231 | 490,352 | 54,185 | ||
| Surbordinated loans | 5,410 | 5,354 | ||||
| Finance leases | 58,315 | 84,481 | ||||
| Banks - debts to credit institutions, clients & securities | 5,142,398 | 4,874,548 | ||||
| Hedging instruments | 60,869 | 741 | 58,181 | 621 |
The fair value of the securities in the investment portfolio is determined by means of the public market price (level 1). This also applies to the retail bonds issued by DEME, CFE, BPI, Leasinvest Real Estate and Extensa. In determining the receivables (and debts) to credit institutions & clients at Bank J.Van Breda & C° the following assumptions are made: the commercial margins on re-pricing and a percentage of early repayments are taken into account, but a percentage of loan losses is not taken into account. For hedging instruments, this is the current value of future cash flows while taking into account of the applicable swap rate and volatility (level 2).
Report of the statutory auditor to the shareholders of Ackermans & van Haaren NV on the review of the interim condensed consolidated financial statements as of 30 June 2018 and for the 6 month period then ended.
We have reviewed the accompanying interim condensed consolidated statement of financial position of Ackermans & van Haaren NV (the "Company"), and its subsidiaries (collectively referred to as "the Group") as at 30 June 2018 and the related interim condensed consolidated statements of income, the consolidated statement of comprehensive income, the statements of changes in consolidated equity and cash flows for the six month period then ended, and explanatory notes, collectively, the "Interim Condensed Consolidated Financial Statements".
These statements show a consolidated statement of financial position total of 14,005 million euros and a consolidated profit (share of the group) for the 6 month period then ended of 111.7 million euros. Management is responsible for the preparation and presentation of these Interim Condensed Consolidated Financial Statements in accordance with International Financial Reporting Standard IAS 34 Interim Financial Reporting ("IAS 34") as adopted for use in the European Union. Our responsibility is to express a conclusion on these Interim Condensed Consolidated Financial Statements based on our review.
We conducted our review in accordance the International Standard on Review Engagements 2410 "Review of Interim Financial Information Performed by the Independent Auditor of the Entity" applicable to review engagements. A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with the International Standards on Auditing and, consequently, does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
Based on our review, nothing has come to our attention that causes us to believe that the accompanying Interim Condensed Consolidated Financial Statements do not give a true and fair view of the financial position of the Group as at 30 June 2018, and of its financial performance and its cash flows for the 6 month period then ended in accordance with IAS 34.
Antwerp, 29 August 2018 Ernst & Young Reviseurs d'Entreprises SCCRL/Bedrijfsrevisoren BCVBA Statutory auditor represented by Patrick Rottiers Wim Van Gasse Partner* Partner*
* Acting on behalf of a BVBA/SPRL
first six months of the financial year and their effect on the condensed financial statements, as well as a description of the main risks and uncertainties for the remaining months of the financial year.
31 August 2018 On behalf of the company
Jan Suykens Chairman of the Executive Committee Tom Bamelis Member of the Executive Committee John-Eric Bertrand Member of the Executive Committee Piet Bevernage Member of the Executive Committee
André-Xavier Cooreman Member of the Executive Committee Piet Dejonghe Member of the Executive Committee Koen Janssen Member of the Executive Committee
• Economic turnover DEME: Following the introduction of the new accounting standards IFRS10/IFRS11, group companies jointly controlled by DEME are accounted for using the equity method with effect from January 1, 2015. In this configuration, the group companies that are jointly controlled by DEME are still proportionally integrated. Although this is not in accordance with the new IFRS10 and IFRS11 accounting standards, it nevertheless gives a more complete picture of the operations and assets/ liabilities of those companies.
• Net financial position: Cash & cash equivalents and investments minus short and long term financial debt.
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