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Altri SGPS — Interim / Quarterly Report 2015
Jul 30, 2015
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Interim / Quarterly Report
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REPORT AND ACCOUNTS
30 June 2015
| INTRODUCTION 4 | |
|---|---|
| STOCK EXCHANGE EVOLUTION 6 | |
| GROUP'S ACTIVITY 8 | |
| FINANCIAL ANALYSIS 11 | |
| OUTLOOK 14 | |
| CORPORATE GOVERNANCE 15 | |
| LEGAL MATTERS 16 | |
| CLOSING REMARKS 18 | |
| STATEMENT UNDER ARTICLE 246, PARAGRAPH 1, C) OF THE SECURITIES CODE 21 | |
| DECLARATION OF REPONSIBILITY 21 | |
| CONSOLIDATED FINANCIAL STATEMENTS AND NOTES 25 |
(This is a translation of a document originally issued in Portuguese. In the event of discrepancies, the Portuguese language version prevails – Note 20)
To the Shareholders
Pursuant to the legal requirements, the Board of Directors of Altri, S.G.P.S., S.A. ('Altri') hereby presents its Directors' Report for the first semester of 2015.
INTRODUCTION
Altri was incorporated as of March 2005, as a result of Cofina's demerger. Altri is a reference European producer of bleached eucalyptus pulp and is a listed company included in NYSE Euronext Lisbon, integrating the PSI 20 (Portuguese Stock Index), the benchmark stock market index. In addition to pulp production, the company is also present in electric energy from forest renewable sources, namely industrial cogeneration, black liquor and biomass. The forestry strategy is based on full use of all the components provided by the forest: pulp, black liquor and forest wastes.
Over the past years, Altri invested in Portugal about 510 million Euro, mainly on Celbi and Celtejo unities. Currently, Altri owns three pulp mills in Portugal with a total capacity of 990 thousand tons/year of bleached eucalyptus pulp in 2014. During the first half of 2015 was completed a set of small investments aimed at increasing the production capacity of Celbi and Caima.Thus, Caima, at the end of the project of conversion to pulp specialties sector, will produce around 105,000 tons/year. On the other hand, Celbi will hold an installed capacity exceeding 700,000 tons/year of bleached pulp type BEKP.
Currently, Altri manages over 84 thousand hectares of forest in Portugal. The company obtained certification from the Forest Stewardship Council® (FSC®)1 and Programme for the Endorsement of Forest Certification (PEFC two of the most worldwide acknowledged certification entities.
Altri's industrial strategy implementation is based on integrated forest management in Portugal. This model is based on forest optimization, ensuring a full recovery of all its components. Thus, the eucalyptus is processed in Altri mills, producing pulp and power (cogeneration). The bark, the branches and forest waste are used to produce electric energy from biomass.
Until June 2008, Altri had another industrial activity through the F. Ramada, which was devoted to retail steel and development of industrial solutions for storage systems. In June 2008 took place the split of the F. Ramada. The strategic rationale of this operation lies in focusing exclusively Altri on their core business, forest management and production of pulp.
Since the beginning of its activity Altri carried out various acquisitions (Celtejo in 2005 and in 2006 Celbi) that allowed Altri to reinforce its position in its operating markets and by the development of a set of expansion activity projects.
For a better valuation of forest resources, Altri acquired in 2005, 50% of EDP Produção - Bioeléctrica, S.A., for, in partnership with EDP, producing electricity from forest biomass. This company is leader in its market segment with a share licenses to the production of electricity by forest biomass of 50%.
1 FSC‐C004615
Altri's structure as of 30 June 2015 is as follows:
STOCK EXCHANGE EVOLUTION
(Note: The PSI 20 was considered as an index with the same initial value to the shares in question to enable a better comparison of the price variation.)
Altri's shares recorded an increase of 32% in the first half of 2015, having strongly overcome the index which rose only 16% in the same period.
Altri's share price closed the first half of the year at 3.267 Euro per share. The market capitalization at June 30, 2015 was about 670 million Euro.
During the first half of the year, Altri's shares were trade at a maximum price of 4.3 Euro per share and the minimum of 2.498 Euro per share. In total, 66.5 million shares were traded in the first half of the year, equivalent to 32% of the issued capital.
The main events that marked the evolution of the company's shares in the first half of the year may be described chronologically as follows:
REPORT AND ACCOUNTS 1H2015 I. DIRECTORS' REPORT
- On February 20, 2105, the Company assumed, with effects on that date, the contractual position held by its subsidiary Celulose Beira Industrial (Celbi), S.A. in the bond loan "CELBI 2014/2020", issued by private placement, on the April 16, 2014, in the amount of Euro 50.000.000 (fifty million Euro), for a period of six years. This loan is now named "ALTRI 2014/2020";
- On February 27, the Group announced to the market its financial performance for the year 2014, reaching a consolidated net profit of 37 million Euro. The total revenues amounted to 553 million Euro, representing a decrease of 3% compared to 2013. The EBITDA amounted to 114 million Euro. On that date the shares closed at 3.024 Euro per share;
- In the statement made on April 23, 2015, the Company informed the market that the dividends for the year 2014 that correspond to 0.08 Euro per share, would be paid from May 11 onwards;
- In the announcement made on May 8, Altri announced the results of the first quarter of 2015. In that period, the Group reached total revenue of 154 million Euro. EBITDA reached 46.6 million Euro and the net profit amounted to 22.2 million Euro.
GROUP'S ACTIVITY
With its genesis in the reorganization process of Cofina with the purpose of setting into a separate holding the industrial operations, Altri held until 1 June 2008 the investments in the paper, pulp, steel and storage systems, date of the demerger process of the business of steel and storage systems to F. Ramada Investmentos SGPS, S.A.. This reorganization was part of a focusing and business transparency strategy, aiming at giving greater visibility to each area and increasing market perception of value.
The main participations where Altri holds the majority of capital are as follows:
- Caima Indústria de Celulose (Constância) producer and distributor of paper pulp;
- Celulose Beira Industrial (Celbi) (Figueira da Foz) producer and distributor of paper pulp;
- Celtejo Empresa de Celulose do Tejo (Vila Velha de Ródão) producer and distributor of paper pulp;
- Altri Florestal (Constância) manager of the Group's forestry resources.
Moreover, in order to fulfil its energetic needs and expand its activity in a strategic sector, the Group holds a participation of 50% of the share capital of EDP Bioeléctrica.
Location of the industrial units of the Group Location of the centrals of energy
Altri's complete structure of participation as of 30 June 2015 is as follows:
Pulp market
At the end of the second quarter of 2015, the price of bleached pulp hardwood type, according to the market index FOEX, reached 797 USD, which represented 710 EUR.
During the second quarter, the average price reached 781 USD (709 EUR), which corresponds to an increase of 4% in USD and an increase of about 7% in EUR compared to the first quarter of the year. Comparing to the same period of 2014, the price recorded an increase of 4% in USD and 29% in EUR.
Market price evolution in BEKP pulp in Europe since 2003 to the end of April 2015 (EUR)
Source: FOEX
During the first half of 2015, the three industrial units of Altri produced 481.2 thousand tons of pulp and sold 487.9 thousand tons of pulp.
Evolution of pulp production between 1st H2014 and 1st H 2015 by mill (tons)
The Celbi industrial plant held in April 2015 an annual stoppage for maintenance and reinforcement of the operating efficiency of about 15 days. Caima, held in June 2015 the necessary stoppage for the conclusion of the conversion project for specialty pulp.
As a result of the schedule stoppages held in the second quarter of 2015, the three industrial units of Altri produced 224.8 thousand tons of pulp (-12% in relation to the production of the same period of 2014 and in relation to the first quarter of 2015), and were sold 239.3 thousand tons of pulp (-4% in relation to both the first quarter of 2015 and the same period of 2014).
In terms of exports, during the first semester of 2015, Altri exported 441 thousand tons of pulp (455 thousand tons in the same period of 2014).
Evolution of pulp sales between 1st H2014 and 1st H2015 by mill (tons)
FINANCIAL ANALYSIS
The consolidated financial information was prepared in accordance with the International Financial Reporting Standards (IFRS), as adopted by the European Union.
The main indicators and data of Altri Group are the following:
| thousand euros | 1H 2014 | 1H 2015 | 1H15/1H14 Var% |
|---|---|---|---|
| Total Revenues | 263,702 | 312,787 | 18.6% |
| Costs of sales | 124,445 | 116,013 | -6.8% |
| External supplies and services | 71,520 | 78,758 | 10.1% |
| Payroll expenses | 13,921 | 15,657 | 12.5% |
| Other expenses | 1,608 | 2,310 | 43.7% |
| Total expenses (a) | 211,494 | 212,739 | 0.6% |
| EBITDA (b) | 52,208 | 100,049 | 91.6% |
| Margin | 19.8% | 32.0% | +12.2 pp |
| Amortisation and depreciation | 25,156 | 26,146 | 3.9% |
| EBIT (c) Margin |
27,052 10.3% |
73,903 23.6% |
173.2% +13.4 pp |
| Financial profit | -13,351 | -11,138 | -16.6% |
| Profit before income tax | 13,701 | 62,764 | 358.1% |
| Income tax Minority interest |
-1,002 0 |
-12,475 17 |
ss ss |
| Profit for the period attributable to parent company's shareholders | 12,699 | 50,272 | 295.9% |
(a) Operating costs excluding amortisation, financial expenses and income tax
(b) EBITDA = Earnings before interests, taxes, depreciation and amortisation
(c) EBIT = Earnings before interest and taxes
The total revenue of the first semester of 2015 amounted to 312.8 million Euro, an increase of 18.6% compared to the same period of 2014.
Total costs, excluding depreciation, interest and taxes, amounted to around 212.7 million Euro, an amount approximately 0.6% higher than in the first half of 2014.
In the first semester of 2015 was reached a record EBITDA of about 100 million Euros, approximately the double of the EBITDA recorded in the first semester of 2014.
The second quarter of 2015 was marked by the EBITDA level (53.5 million Euro), which is an absolute record in quarterly terms.
This performance is explained by the positive evolution of pulp sales price and by the materialization of the production cost reduction strategy that Altri has been implementing.
The operational income (EBIT) of the first semester of 2015 reached about 73.9 million Euro, an increase around 173% comparing to the EBIT recorded in the same period of 2014.
In the first semester, the net profit amounted to 50.3 million Euros, compared with a net profit of 12.7 million Euros reached in the same period of the previous year.
Key balance sheet indicators
| thousand euro | 31/12/2014 | 30/06/2015 | Var% |
|---|---|---|---|
| Biological assets | 105,158.8 | 104,030.4 | -1% |
| Tangible assets | 384,285.5 | 387,322.1 | 1% |
| Goodw ill | 265,531.4 | 265,531.4 | 0% |
| Investments available for sale | 10,691.2 | 10,691.2 | 0% |
| Others | 43,226.9 | 41,689.2 | -4% |
| Total non current assets | 808,893.7 | 809,264.4 | 0% |
| Inventories | 54,725.4 | 69,019.0 | 26% |
| Customers | 88,868.1 | 92,236.5 | 4% |
| Cash and cash equivalentes | 260,855.0 | 202,820.2 | -22% |
| Others | 25,913.7 | 26,075.3 | 1% |
| Total current assets | 430,362.3 | 390,150.9 | -9% |
| Total assets | 1,239,256.0 | 1,199,415.3 | -3% |
| Shareholder's equity and non controlling interests | 272,264.0 | 306,437.7 | 13% |
| Bank loans | 103,837.5 | 156,175.0 | 50% |
| Other loans | 278,276.9 | 429,471.4 | 54% |
| Reimbursable incentives | 11,723.8 | 11,619.7 | -1% |
| Others | 48,330.3 | 47,385.8 | -2% |
| Total non current liabilities | 442,168.5 | 644,651.9 | 46% |
| Bank loans | 77.2 | 8,100.0 | ss |
| Other current loans | 398,648.0 | 107,903.8 | -73% |
| Reimbursable subsidies | 9,082.8 | 5,423.3 | -40% |
| Suppliers | 61,686.4 | 63,372.4 | 3% |
| Others | 55,329.1 | 63,526.2 | 15% |
| Total current liabilities | 524,823.5 | 248,325.8 | -53% |
The total net investment (CAPEX) made in the first semester of 2015 by the industrial units of the Group, amounted to 27.6 million Euros. Taking into account that the projects of reinforcement of operational efficiency (Celbi) and conversion to specialty pulp (Caima) were concluded during the first semester, the expected intensity of the investment for the second semester is necessarily, significantly lower.
Altri's nominal remunerated debt net of cash and cash equivalents and investments available for sale on June 30, 2015 amounted to 491.3 million Euro, which represents a decrease of 13.2 million Euro comparing to the net debt of 504.4 million Euro recorded in the end of March 2015, and a decrease of 23.4 million Euro compared to 31 December 2014.
The cash flow generated on the second quarter of 2015 amounted to 29.6 million Euro, having Altri paid dividends in the amount of 16.4 million Euro and reduced the net debt by approximately 13.2 million Euro.
During the month of February 2015, Altri reimbursed the bonds "Celbi 2015", amounting to 300 million Euros. Thus, the medium and long term commercial paper programs and bonds issued by Altri Group at the end of the second quarter of 2015 are as follows:
| Type | 2015 | 2016 | 2017 | 2018 | 2019 | 2020 | 2021 | 2022 | Total |
|---|---|---|---|---|---|---|---|---|---|
| Commercial paper | 60,500,000 | - | 28,000,000 | - | - | - | 25,000,000 | 75,000,000 | 188,500,000 |
| Bonds | - | - | - | 145,000,000 | 73,500,000 | 50,000,000 | 35,000,000 | - | 303,500,000 |
| Float 01/2018 Euribor+0,950% | 50,000,000 | 50,000,000 | |||||||
| Float 02/2018 Euribor+0,950% | 25,000,000 | 25,000,000 | |||||||
| Float 03/2019 Euribor+3,650% | 73,500,000 | 73,500,000 | |||||||
| Float 02/2021 Euribor+2,170% | 35,000,000 | 35,000,000 | |||||||
| Float 04/2020 Euribor+3,500% | 50,000,000 | 50,000,000 | |||||||
| Float 11/2018 Euribor+3,000% | 70,000,000 | 70,000,000 | |||||||
| Total | 60,500,000 | - | 28,000,000 | 145,000,000 | 73,500,000 | 50,000,000 | 60,000,000 | 75,000,000 | 492,000,000 |
OUTLOOK
The second half of the year shall be characterized by a reinforcement of the productive capacity of the industrial units of Altri, namely Celbi and Caima, which learning curves should be completed during the fourth quarter. Thus, it should be possible to reach a production level of about 1 million tons of eucalyptus pulp during 2015. In addition, the company will continue to implement a number of projects to reinforce operating efficiency.
In financial terms, the company will continue to focus its strategy on debt reduction by generating cash. Given the fact that the investments made in the industrial units Celbi and Caima were incurred during the first half of the year, it is expected that the investment will be substantially reduced during the second half of 2015, which may a positive effect on cash flow generation.
Considering that the majority of the company's revenues are dominated in US dollars, a weaker Euro related to USD has a substantive impact on the results of Altri.
CORPORATE GOVERNANCE
According to legal provisions, the Company is not required to provide information relating to corporate governance, since it is compulsory only in conjunction with the annual Directors' report. The detailed annual corporate governance report is part of the Annual Report and Accounts of 2014 and is available on the website (www.altri.pt).
With regard to these matters it is just to be noted that in April 1, 2015, was communicated to the market the death of the member of the Board of Directors Pedro Macedo Pinto de Mendonça. Since then, the functions of this nonexecutive director are assured by the other members of the Board of Directors.
On June 25, 2015, the group announced to the market the change to its executive management model in order to adapt to the continuing challenges of the market, according to the management philosophy that the company was already following. Thus, Altri's chairman, Paulo Fernandes, assumes functions of Co-CEO and the Vice-president, João Borges de Oliveira, also assume the function of Co-CEO. The remaining members of the Board of Directors maintain its functions, namely, Domingos Matos, Laurentina Martins, Pedro Borges de Oliveira and Ana Rebelo de Mendonça.
LEGAL MATTERS
Own shares
Pursuant to the requirements of article 66 of the Commercial Company Code ("Código das Sociedades Comerciais"), the Directors inform that as of 30 June 2015 Altri and its subsidiaries had no own shares and did not acquire or sell any own shares during the period.
Share held by Altri's corporate boards
Pursuant to the requirements of article 447 of the Commercial Companies Code ("Código das Sociedades Comerciais"), the Directors inform that, as of 30 June 2015, shares held were as follows:
| Paulo Jorge dos Santos Fernandes (a) | 23,575,168 |
|---|---|
| João Manuel Matos Borges de Oliveira (b) | 30,000,000 |
| Domingos José Vieira de Matos (c) | 23,900,110 |
| Pedro Miguel Matos Borges de Oliveira | 14,359,708 |
| Ana Rebelo de Carvalho Menéres de Mendonça (d) | 42,954,552 |
| Laurentina da Silva Martins | 0 |
(a) – Besides 9,113,168 Altri shares held on a personal basis by Paulo Jorge dos Santos Fernandes, there are also attributable 14,262,000 Altri shares held by ACTIUM CAPITAL – SGPS, S.A., of which he is dominant shareholder and director. Thus, in legal terms, a total 23,575,168 shares are attributable to Paulo Jorge dos Santos Fernandes, representing 11.49% of Altri's capital and voting rights.
(b) – The 30,000,000 shares represent Altri, SGPS, S.A. total shares held by CADERNO AZUL – SGPS, S.A., where João Manuel Matos Borges de Oliveira is director and shareholder.
(c) – Besides 13,564,432 Altri, SGPS, S.A. shares held on a personal basis by Domingos José Vieira de Matos, there are also attributable 10,335,678 Altri shares held by LIVREFLUXO – SGPS, S.A., of which he is the dominant shareholder and director. Thus, in legal terms, a total of 23,900,110 shares are attributable to Domingos José Vieira de Matos, representing 11.65% of Altri's capital and voting rights.
(d) – The 42,954,552 shares represent Altri, SGPS, S.A. total shares held by PROMENDO – SGPS, S.A., where Ana Rebelo Carvalho Menéres de Mendonça is director and dominant shareholder.
As of 30 June 2015, the Statutory Auditor, the members of the Statutory Audit Board and of the Shareholders' General Meeting held no shares of the Company.
Participation in the Company's capital
Pursuant to the requirements of articles 16 and 20 of the Securities Market Code ("Código de Valores Mobiliários") and article 448 of the Commercial Companies Code ("Código das Sociedades Comerciais"), the Directors inform that, in accordance with the notifications received, the companies and/or individuals that hold qualified participations exceeding 2%, 5%, 10%, 20%, 33% and 50% of the voting rights, are as follows:
| Nr. of shares held | % Share capital with | |
|---|---|---|
| Lazard Frères Gestion SAS | on 30-Jun-2015 | voting rights |
| Through SICAV OBJECTIF SMALL CAPS EURO (which has delegated the exercise of voting rights to Lazard Frères Gestion SAS) | 4,157,000 | 2.03% |
| Total attributable | 4,157,000 | 2.03% |
| Nr. of shares held | % Share capital with | |
|---|---|---|
| Norges Bank | on 30-Jun-2015 | voting rights |
| Directly | 4,149,572 | 2.02% |
| Total attributable | 4,149,572 | 2.02% |
| Nr. of shares held | % Share capital with | |
|---|---|---|
| Bestinver Gestión S.A., SGIIC | on 30-Jun-2015 | voting rights |
| Directly | 5,700,905 | 2.78% |
| Through BESTINVER BOLSA, F.I. | 4,497,390 | 2.19% |
| Total attributable | 10,198,295 | 4.97% |
| Nr. of shares held | % Share capital with | |
|---|---|---|
| Pedro Miguel Matos Borges de Oliveira | on 30-Jun-2015 | voting rights |
| Directly | 14,359,708 | 7.00% |
| Total attributable | 14,359,708 | 7.00% |
| Nr. of shares held | % Share capital with | |
|---|---|---|
| Paulo Jorge dos Santos Fernandes | on 30-Jun-2015 | voting rights |
| Directly | 9,313,168 | 4.54% |
| Through Actium Capital - SGPS, S.A. (of which he is dominant shareholder and director) | 14,262,000 | 6.95% |
| Total attributable | 23,575,168 | 11.49% |
| Nr. of shares held | % Share capital with | |
|---|---|---|
| Domingos José Vieira de Matos | on 30-Jun-2015 | voting rights |
| Directly | 13,564,432 | 6.61% |
| Through Livrefluxo - SGPS, S.A. (of which he is dominant shareholder and director) | 10,335,678 | 5.04% |
| Total attributable | 23,900,110 | 11.65% |
| Nr. of shares held | % Share capital with | |
|---|---|---|
| João Manuel Matos Borges de Oliveira | on 30-Jun-2015 | voting rights |
| Through CADERNO AZUL - SGPS, S.A. (of which he is shareholder and director) | 30,000,000 | 14.62% |
| Total attributable | 30,000,000 | 14.62% |
| Nr. of shares held | % Share capital with | |
|---|---|---|
| Ana Rebelo Carvalho Menéres de Mendonça | on 30-Jun-2015 | voting rights |
| Through PROMENDO - SGPS, S.A. (of which she is dominant shareholder and director) | 42,954,552 | 20.94% |
| Total attributable | 42,954,552 | 20.94% |
Altri was not notified of any holdings exceeding 33% of the voting rights.
CLOSING REMARKS
The Board of Directors don't want to conclude without expressing a vote of thanks to the various partners of the group for their trust in our organization. Finally, we would like to express our gratitude to all our employees for their dedication and commitment.
Oporto, July 30th 2015
The Board of Directors
Paulo Jorge dos Santos Fernandes
__________________________________
__________________________________
__________________________________
__________________________________
João Manuel Matos Borges de Oliveira
Domingos José Vieira de Matos
Laurentina da Silva Martins
Pedro Miguel Matos Borges de Oliveira
__________________________________
__________________________________ Ana Rebelo Carvalho Menéres Mendonça
STATEMENT UNDER ARTICLE 246, PARAGRAPH 1, C) OF THE SECURITIES CODE
The signatories individually declare that, to their knowledge, the Condensed Consolidated Financial Statements prepared in accordance with the International Accounting Standard 34 – Interim Financial Reporting, and other accounting documents required by law or regulation, giving a truthful (fairly) and appropriate image, in all material respects, of the assets and liabilities, financial position and the consolidated and individual results of Altri, SGPS, S.A. ("Altri") and of the companies included in the consolidation perimeter and contains a description of the major risks and uncertainties that they face.
DECLARATION OF REPONSIBILITY
The members of the Board of Directors of Altri, S.G.P.S., S.A. declare that they assume responsibility for this information and affirm that the items included herein are true and that, to the best of their knowledge, there are no omissions.
As required by article 21 of Decree-Law 411/91 of 17 October, the Board of Directors informs that there are no overdue debts to the State, namely with respect to Social Security.
Article 447 of the Commercial Companies Code ("Código das Sociedades Comerciais") and article 14 nr.7 of the Portuguese Securities Regulator (CMVM) Regulation nr.05/2008
Disclosure of shares and other securities held by the Board of Directors and by those discharging managerial responsibilities, as well as people with these closely related, in accordance with Article 248. B of the Portuguese Securities Code, and transactions made on them during the semester.
| Shares held at 31- | Shares held at 30- | ||||
|---|---|---|---|---|---|
| Members of the Board of Directors | Dec-2014 | Aquisitions Disposals | Others | Jun-2015 | |
| Paulo Jorge dos Santos Fernandes | 14,113,168 | - | - | (4,800,000) | 9,313,168 |
| Paulo Jorge dos Santos Fernandes(assigned to ACTIUM CAPITAL - SGPS, S.A.) | 8,202,000 | 6,060,000 | - | - | 14,262,000 |
| João Manuel Matos Borges de Oliveira (assigned to CADERNO AZUL - SGPS, S.A.) | 30,000,000 | - | - | - | 30,000,000 |
| Domingos José Vieira de Matos | 13,564,432 | - | - | - | 13,564,432 |
| Domingos José Vieira de Matos (assigned to LIVREFLUXO - SGPS, S.A.) | 9,885,850 | 449,828 | - | - | 10,335,678 |
| Pedro Miguel Matos Borges de Oliveira | 14,359,708 | - | - | - | 14,359,708 |
| Ana Rebelo Carvalho Menéres de Mendonça (assigned to PROMENDO - SGPS, S.A.) | 42,586,911 | 367,641 | - | - | 42,954,552 |
Paulo Jorge dos Santos Fernandes
| Date | Type | Volume | Price (€) | Local | Nr of shares |
|---|---|---|---|---|---|
| 31 December 2014 | - | - | - | - | 14,113,168 |
| 24 March 2015 | Donation | (4,800,000) | 3.966000 | - | 9,313,168 |
| 30 June 2015 | - | - | - | - | 9,313,168 |
Paulo Jorge dos Santos Fernandes (assigned to ACTIUM CAPITAL - SGPS, S.A.)
| Date | Type | Volume | Price (€) | Local | Nr of shares |
|---|---|---|---|---|---|
| 31 December 2014 | - | - | - | - | 8,202,000 |
| 05 January 2015 | Buy | 1,000,000 | 2.411000 | NYSE Euronext Lisbon | 9,202,000 |
| 07 January 2015 | Buy | 1,675 | 2.598000 | NYSE Euronext Lisbon | 9,203,675 |
| 07 January 2015 | Buy | 2 | 2.598000 | NYSE Euronext Lisbon | 9,203,677 |
| 07 January 2015 | Buy | 2,000 | 2.599000 | NYSE Euronext Lisbon | 9,205,677 |
| 07 January 2015 | Buy | 21,323 | 2.600000 | NYSE Euronext Lisbon | 9,227,000 |
| 07 January 2015 | Buy | 772 | 2.629000 | NYSE Euronext Lisbon | 9,227,772 |
| 07 January 2015 | Buy | 700 | 2.629000 | NYSE Euronext Lisbon | 9,228,472 |
| 07 January 2015 | Buy | 643 | 2.629000 | NYSE Euronext Lisbon | 9,229,115 |
| 07 January 2015 | Buy | 452 | 2.629000 | NYSE Euronext Lisbon | 9,229,567 |
| 07 January 2015 | Buy | 548 | 2.629000 | NYSE Euronext Lisbon | 9,230,115 |
| 07 January 2015 | Buy | 1,000 | 2.629000 | NYSE Euronext Lisbon | 9,231,115 |
| 07 January 2015 | Buy | 2,285 | 2.634000 | NYSE Euronext Lisbon | 9,233,400 |
| 07 January 2015 | Buy | 642 | 2.634000 | NYSE Euronext Lisbon | 9,234,042 |
| 07 January 2015 | Buy | 641 | 2.639000 | NYSE Euronext Lisbon | 9,234,683 |
| 07 January 2015 | Buy | 1,000 | 2.640000 | NYSE Euronext Lisbon | 9,235,683 |
| 07 January 2015 | Buy | 5,000 | 2.640000 | NYSE Euronext Lisbon | 9,240,683 |
| 07 January 2015 | Buy | 641 | 2.640000 | NYSE Euronext Lisbon | 9,241,324 |
| 07 January 2015 | Buy | 5,179 | 2.645000 | NYSE Euronext Lisbon | 9,246,503 |
| 07 January 2015 | Buy | 641 | 2.645000 | NYSE Euronext Lisbon | 9,247,144 |
| 07 January 2015 | Buy | 641 | 2.645000 | NYSE Euronext Lisbon | 9,247,785 |
| 07 January 2015 | Buy | 1,000 | 2.649000 | NYSE Euronext Lisbon | 9,248,785 |
| 07 January 2015 | Buy | 2,228 | 2.649000 | NYSE Euronext Lisbon | 9,251,013 |
| 07 January 2015 | Buy | 1,650 | 2.650000 | NYSE Euronext Lisbon | 9,252,663 |
| 07 January 2015 | Buy | 1,500 | 2.650000 | NYSE Euronext Lisbon | 9,254,163 |
| 07 January 2015 | Buy | 200 | 2.650000 | NYSE Euronext Lisbon | 9,254,363 |
| 07 January 2015 | Buy | 1,111 | 2.650000 | NYSE Euronext Lisbon | 9,255,474 |
| 07 January 2015 | Buy | 505 | 2.650000 | NYSE Euronext Lisbon | 9,255,979 |
| 07 January 2015 | Buy | 1,806 | 2.650000 | NYSE Euronext Lisbon | 9,257,785 |
| 07 January 2015 | Buy | 1,376 | 2.650000 | NYSE Euronext Lisbon | 9,259,161 |
| 07 January 2015 | Buy | 2,163 | 2.656000 | NYSE Euronext Lisbon | 9,261,324 |
| 07 January 2015 | Buy | 676 | 2.650000 | NYSE Euronext Lisbon | 9,262,000 |
| 08 January 2015 | Buy | 1,000,000 | 2.411000 | NYSE Euronext Lisbon | 10,262,000 |
| 13 May 2015 | Buy | 1,500,000 | 3.890000 | NYSE Euronext Lisbon | 11,762,000 |
| 18 May 2015 | Buy | 1,500,000 | 3.890000 | NYSE Euronext Lisbon | 13,262,000 |
| 21 May 2015 | Buy | 1,000,000 | 4.070000 | NYSE Euronext Lisbon | 14,262,000 |
| 30 June 2015 | - | - | - | - | 14,262,000 |
| Domingos José Vieira de Matos (assigned to LIVREFLUXO - SGPS, S.A.) | |
|---|---|
| --------------------------------------------------------------------- | -- |
| Date | Type | Volume | Price (€) | Local | Nr of shares |
|---|---|---|---|---|---|
| 31 December 2014 | - | - | - | - | 9,885,850 |
| 08 January 2015 | Buy | 257,728 | 2.689000 | NYSE Euronext Lisbon | 10,143,578 |
| 13 January 2015 | Buy | 117,272 | 2.785000 | NYSE Euronext Lisbon | 10,260,850 |
| 20 January 2015 | Buy | 1,782 | 2.878000 | NYSE Euronext Lisbon | 10,262,632 |
| 20 January 2015 | Buy | 1,000 | 2.878000 | NYSE Euronext Lisbon | 10,263,632 |
| 20 January 2015 | Buy | 3,000 | 2.878000 | NYSE Euronext Lisbon | 10,266,632 |
| 20 January 2015 | Buy | 1,269 | 2.885000 | NYSE Euronext Lisbon | 10,267,901 |
| 20 January 2015 | Buy | 1,000 | 2.879000 | NYSE Euronext Lisbon | 10,268,901 |
| 20 January 2015 | Buy | 2,916 | 2.879000 | NYSE Euronext Lisbon | 10,271,817 |
| 20 January 2015 | Buy | 1,000 | 2.879000 | NYSE Euronext Lisbon | 10,272,817 |
| 20 January 2015 | Buy | 163 | 2.879000 | NYSE Euronext Lisbon | 10,272,980 |
| 20 January 2015 | Buy | 1,000 | 2.883000 | NYSE Euronext Lisbon | 10,273,980 |
| 20 January 2015 | Buy | 3,066 | 2.883000 | NYSE Euronext Lisbon | 10,277,046 |
| 20 January 2015 | Buy | 1,000 | 2.883000 | NYSE Euronext Lisbon | 10,278,046 |
| 20 January 2015 | Buy | 3,619 | 2.883000 | NYSE Euronext Lisbon | 10,281,665 |
| 20 January 2015 | Buy | 1,000 | 2.880000 | NYSE Euronext Lisbon | 10,282,665 |
| 20 January 2015 | Buy | 8,185 | 2.880000 | NYSE Euronext Lisbon | 10,290,850 |
| 22 January 2015 | Buy | 17 | 2.940000 | NYSE Euronext Lisbon | 10,290,867 |
| 22 January 2015 | Buy | 260 | 2.940000 | NYSE Euronext Lisbon | 10,291,127 |
| 22 January 2015 | Buy | 610 | 2.940000 | NYSE Euronext Lisbon | 10,291,737 |
| 22 January 2015 | Buy | 7,000 | 2.940000 | NYSE Euronext Lisbon | 10,298,737 |
| 22 January 2015 | Buy | 500 | 2.940000 | NYSE Euronext Lisbon | 10,299,237 |
| 22 January 2015 | Buy | 441 | 2.940000 | NYSE Euronext Lisbon | 10,299,678 |
| 29 January 2015 | Buy | 23,521 | 2.992000 | NYSE Euronext Lisbon | 10,323,199 |
| 29 January 2015 | Buy | 1,479 | 2.992000 | NYSE Euronext Lisbon | 10,324,678 |
| 29 January 2015 | Buy | 11,000 | 2.992000 | NYSE Euronext Lisbon | 10,335,678 |
| 30 June 2015 | - | - | - | - | 10,335,678 |
Ana Rebelo Carvalho Menéres de Mendonça (assigned to PROMENDO - SGPS, S.A.)
| Date | Type | Volume | Price (€) | Local | Nr of shares |
|---|---|---|---|---|---|
| 31 December 2014 | - | - | - | - | 42,586,911 |
| 20 April 2015 | Buy | 82,000 | 3.970000 | NYSE Euronext Lisbon | 42,668,911 |
| 21 April 2015 | Buy | 85,641 | 3.990000 | NYSE Euronext Lisbon | 42,754,552 |
| 27 April 2015 | Buy | 105,255 | 4.080000 | NYSE Euronext Lisbon | 42,859,807 |
| 28 April 2015 | Buy | 94,745 | 4.060000 | NYSE Euronext Lisbon | 42,954,552 |
| 30 June 2015 | - | - | - | - | 42,954,552 |
ALTRI, SGPS, S.A.
CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 30 JUNE 2015 AND 31 DECEMBER 2014
| (Translation of financial statements originally issued in Portuguese – Note 20) (Amounts expressed in Euro) |
|||
|---|---|---|---|
| ASSETS | Notes | 30.06.2015 | 31.12.2014 |
| NON CURRENT ASSETS: | |||
| Biological assets | 104,030,443 | 105,158,777 | |
| Tangible fixed assets | 387,322,121 | 384,285,503 | |
| Investment property | 113,310 | 456,936 | |
| Goodwill | 265,531,404 | 265,531,404 | |
| Intangible assets | 103,518 | 139,448 | |
| Investments in associated companies and joint ventures | 4.2 | 9,720,165 | 9,058,140 |
| Investments available for sale | 4.3 | 10,691,197 | 10,691,197 |
| Other non current assets | 4,196,519 | 6,031,139 | |
| Deferred tax assets | 7 | 27,555,679 | 27,541,201 |
| Total non current assets | 809,264,356 | 808,893,745 | |
| CURRENT ASSETS: | |||
| Inventories | 69,018,973 | 54,725,440 | |
| Customers | 92,236,454 | 88,868,133 | |
| Other debtors | 5,474,857 | 7,776,064 | |
| State and other public entities | 14,213,257 | 15,629,003 | |
| Other current assets | 6,280,063 | 2,508,606 | |
| Derivatives | 11 | 107,158 | - |
| Cash and cash equivalents | 6 | 202,820,185 | 260,855,007 |
| Total current assets | 390,150,947 | 430,362,253 | |
| Total assets | 1,199,415,303 | 1,239,255,998 | |
| SHAREHOLDERS' FUNDS AND LIABILITIES | 30.06.2015 | 31.12.2014 | |
| SHAREHOLDERS' FUNDS: | |||
| Share capital | 8 | 25,641,459 | 25,641,459 |
| Legal reserve | 4,336,498 | 3,405,143 | |
| Other reserves | 226,187,307 | 205,680,587 | |
| Consolidated net profit / (loss) | 50,272,419 | 37,381,548 | |
| Total shareholders' funds attributable to the parent company's shareholders | 306,437,683 | 272,108,737 | |
| Non controlling interests | - | 155,240 | |
| Total Shareholders' funds | 306,437,683 | 272,263,977 | |
| LIABILITIES: | |||
| NON CURRENT LIABILITIES: | |||
| Bank loans | 9 | 156,175,000 | 103,837,500 |
| Other loans | 9 | 429,471,380 | 278,276,931 |
| Reimbursable incentives | 9 | 11,619,653 | 11,723,809 |
| Other non current creditors | 404,350 | 404,350 | |
| Other non current liabilities | 26,632,389 | 27,568,617 |
The accompanying notes form an integral part of the consolidated financial statements.
Deferred tax liabilities 7 15,283,515 15,283,810 Provisions 10 5,065,570 5,073,481
Bank loans 9 8,099,988 77,228 Other loans 9 107,903,839 398,648,024 Reimbursable incentives 9 5,423,322 9,082,810 Suppliers 63,372,396 61,686,358 Other current creditors 21,232,997 14,170,871 State and other public entities 9,958,644 4,351,443 Other current liabilities 32,334,577 34,904,492 Derivatives 11 - 1,902,297
Total non current liabilities 644,651,857 442,168,498
Total current liabilities 248,325,763 524,823,523
Total shareholders' funds and liabilities 1,199,415,303 1,239,255,998
The official chartered of accounts The Board of Directors
CURRENT LIABILITIES:
ALTRI, SGPS, S.A.
CONSOLIDATED STATEMENTS OF PROFIT AND LOSS FOR THE SIX AND THREE MONTHS PERIODS ENDED 30 JUNE 2015 AND 2014
(Translation of financial statements originally issued in Portuguese – Note 20) (Amounts expressed in Euro)
| SEMESTER ENDED | QUARTER ENDED | ||||
|---|---|---|---|---|---|
| Notes | 30.06.2015 | 30.06.2014 | 30.06.2015 | 30.06.2014 | |
| Sales | 303,800,396 | 254,923,847 | 154,597,681 | 130,331,997 | |
| Services rendered | 4,442,247 | 4,370,377 | 2,278,623 | 2,184,232 | |
| Other income | 14 | 4,544,472 | 4,407,320 | 1,832,445 | 2,409,490 |
| Cost of sales | (116,013,313) | (124,444,620) | (57,467,848) | (62,023,674) | |
| External supplies and services | (78,758,008) | (71,520,067) | (38,268,005) | (38,926,486) | |
| Payroll expenses | (15,656,858) | (13,921,039) | (7,922,200) | (7,010,323) | |
| Amortisation and depreciation | (26,145,991) | (25,155,810) | (12,990,945) | (12,576,794) | |
| Provisions and other impairment losses | 10 | 307,041 | (52,903) | 18,696 | (30,670) |
| Other expenses | 15 | (2,617,365) | (1,555,154) | (1,612,781) | (814,289) |
| Gains and losses in associated companies and joint ventures | 4.2 | 705,366 | 1,252,965 | 545,409 | 944,654 |
| Financial expenses | 12 | (16,809,382) | (17,799,483) | (7,538,594) | (10,533,345) |
| Financial income | 12 | 4,965,518 | 3,195,938 | 1,601,731 | 1,664,431 |
| Profit before income tax | 62,764,123 | 13,701,371 | 35,074,212 | 5,619,223 | |
| Income tax | (12,474,916) | (1,001,519) | (6,960,832) | (586,535) | |
| Consolidated net profit | 50,289,207 | 12,699,852 | 28,113,380 | 5,032,688 | |
| Attributable to: | |||||
| Parent company's shareholders | 13 | 50,272,419 | 12,699,416 | 28,113,380 | 5,033,053 |
| Non controlling interests | 16,788 | 436 | - | (365) | |
| 50,289,207 | 12,699,852 | 28,113,380 | 5,032,688 | ||
| Earnings per share: | |||||
| Basic | 13 | 0.25 | 0.06 | 0.14 | 0.02 |
| Diluted | 13 | 0.25 | 0.06 | 0.14 | 0.02 |
The accompanying notes form an integral part of the consolidated financial statements.
ALTRI, S.G.P.S., S.A.
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE SIX AND THREE MONTHS PERIODS ENDED 30 JUNE 2015 AND 2014
(Translation of financial statements originally issued in Portuguese – Note 20)
(Amounts expressed in Euro)
| SEMESTER ENDED | QUARTER ENDED | |||
|---|---|---|---|---|
| 30.06.2015 | 30.06.2014 | 30.06.2015 | 30.06.2014 | |
| Net consolidated profit / (loss) for the period | 50,289,207 | 12,699,852 | 28,125,823 | 5,032,688 |
| Other comprehensive income: Items that will not be reclassified to profit or loss |
- | - | - | - |
| - | - | - | - | |
| Items that may be reclassified to profit or loss | ||||
| Change in fair value of cash flow hedging derivatives | 320,844 | 1,166,706 | 110,620 | 135,179 |
| Others | (25,811) | - | (148,676) | 186,122 |
| 295,033 | 1,166,706 | (38,056) | 321,301 | |
| Other comprehensive income | 295,033 | 1,166,706 | (38,056) | 321,301 |
| Total comprehensive income for the period | 50,584,240 | 13,866,558 | 28,087,767 | 5,353,989 |
| Attributable to: | ||||
| Shareholders' of the parent company | 50,567,452 | 13,866,122 | 28,077,403 | 5,354,354 |
| Non controlling interests | 16,788 | 436 | 10,364 | (365) |
The accompanying notes form an integral part of the consolidated financial statements.
ALTRI, S.G.P.S., S.A.
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY FOR THE SIX MONTHS PERIODS ENDED 30 JUNE 2015 AND 2014
(Translation of financial statements originally issued in Portuguese – Note 20) (Amounts expressed in Euro)
| Non Total Others controlling Notes Share capital Legal reserve reserves Net profit Total interests funds Balance as of 1 January 2014 25,641,459 2,862,981 157,811,081 55,347,961 241,663,482 146,308 Appropriation of the consolidated net profit of 2013 - 542,162 54,805,799 (55,347,961) - - - Dividends - - (8,615,530) - (8,615,530) - Others - - (9,943) - (9,943) - Total comprehensive income for the period - - 1,166,706 12,699,416 13,866,122 436 Balance as of 30 June 2014 25,641,459 3,405,143 205,158,113 12,699,416 246,904,131 146,744 Balance as of 1 January 2015 25,641,459 3,405,143 205,680,587 37,381,548 272,108,737 155,240 Appropriation of the consolidated net profit of 2014 18 - 931,355 36,450,193 (37,381,548) - - - Dividends 18 - - (16,410,534) - (16,410,534) - Others 5 - - 172,028 - 172,028 (172,028) - |
Attributable to the parent company's shareholders | ||||
|---|---|---|---|---|---|
| shareholder's | |||||
| 241,809,790 | |||||
| (8,615,530) | |||||
| (9,943) | |||||
| 13,866,558 | |||||
| 247,050,875 | |||||
| 272,263,977 | |||||
| (16,410,534) | |||||
| Total comprehensive income for the period - - 295,033 50,272,419 50,567,452 16,788 |
50,584,240 | ||||
| Balance as of 30 June 2015 8 25,641,459 4,336,498 226,187,307 50,272,419 306,437,683 - |
306,437,683 |
The accompanying notes form an integral part of the consolidated financial statements.
ALTRI , SGPS, S.A.
CONDENSED CONSOLIDATED CASH-FLOW STATEMENTS FOR THE SIX AND THREE MONTHS PERIODS ENDED 30 JUNE 2015 AND 2014
(Translation of financial statements originally issued in Portuguese – Note 20)
(Amounts expressed in Euro)
| SEMESTER ENDED | QUARTER ENDED | ||||
|---|---|---|---|---|---|
| Notes | 30.06.2015 | 30.06.2014 | 30.06.2015 | 30.06.2014 | |
| Operating activities: | |||||
| Cash flow from operating activities (1) | 74,338,592 | 48,546,940 | 45,170,214 | 34,845,847 | |
| Investment activities: | |||||
| Collections relating to: | |||||
| Investments | 6 | - | 1,125,000 | - | - |
| Tangible assets | 1,026,735 | 1,200 | 496,669 | - | |
| Intangible assets | - | 30,192 | - | 30,192 | |
| Interest and similar income | 2,670,173 | 2,062,555 | 1,795,150 | 1,295,609 | |
| Investment subsidies | 1,352,660 | 8,454,834 | 1,352,014 | 143,220 | |
| Payments relating to: | |||||
| Investments | 5 | (149,687) | - | (149,687) | - |
| Investment subsidies | (3,763,645) | (747,939) | (170,963) | (747,939) | |
| Tangible assets | (23,621,214) | (19,231,802) | (13,839,428) | (13,491,956) | |
| Cash flow from investment activities (2) | (22,484,978) | (8,305,960) | (10,516,245) | (12,770,874) | |
| Financing activities: | |||||
| Collections relating to: | |||||
| Loans obtained | 285,641,805 | 415,915,011 | 1,181,518 | 153,628,545 | |
| Payments relating to: | |||||
| Loans obtained | (366,482,135) | (325,106,564) | (49,854,012) | (131,836,071) | |
| Interest and similar costs | (12,885,332) | (17,437,150) | (6,096,845) | (4,634,465) | |
| Distribution of dividends | 18 | (16,410,534) | (8,615,530) | (16,410,534) | (8,615,530) |
| Cash flow from financing activities (3) | (110,136,196) | 64,755,767 | (71,179,873) | 8,542,479 | |
| Cash and cash equivalents at the beginning of the period | 260,777,779 | 232,371,783 | 239,021,101 | 306,751,077 | |
| Variation of cash and cash equivalents: (1)+(2)+(3) | (58,282,582) | 104,996,747 | (36,525,904) | 30,617,453 | |
| Cash and cash equivalents at the end of the period | 6 | 202,495,197 | 337,368,530 | 202,495,197 | 337,368,530 |
The accompanying notes form an integral part of the consolidated financial statements.
1. INTRODUCTORY NOTE
Altri, SGPS, S.A. ("Altri" or "Company") was incorporated as of 1 March 2005, has its head-office located at Rua General Norton de Matos, 68, r/c – Porto, Portugal and its shares are listed in the NYSE Lisbon Euronext Stock Exchange. Its main activity is the management of investments.
Altri is the parent company of a group of companies listed in Note 4 known as Altri Group. The current activity of Altri Group focuses on the production of bleached paper pulp of eucalyptus through three production units (Celbi in Figueira da Foz, Caima in Constância do Ribatejo and Celtejo in Vila Velha de Ródão).
Due to this reality of Altri Group, the Board of Directors believe that there is only one business segment (production and commercialization of bleached paper pulp from eucalyptus) and the management information is also analyzed on this basis, for which the segmental information mentioned in Note 16 is limited by this.
The consolidated financial statements of Altri Group are presented in Euro rounded off to the unit, which is the currency used by the Group in its operations and considered as the functional currency.
2. MAIN ACCOUTING POLICIES AND BASIS FOR PRESENTATION
The consolidated financial statements as of 30 June 2015 were prepared using accounting policies consistent with the International Financial Reporting Standards and in accordance with the International Accounting Standard and International Accounting Standard 34 – Interim Financial Reporting and includes the statement of financial position, the statement of profit and loss, the statement of comprehensive income, the statement of changes in equity and the condensed statement of cash flows as well as the selected explanatory notes.
The accounting policies used in the preparation of the consolidated financial statements of Altri are consistent with those used in the year ended 31 December 2014.
3. CHANGE IN ACCOUNTING POLICIES AND CORRECTION OF MISTAKES
During the period there were no changes in accounting policies and were identified no material mistakes related to previous years.
4. INVESTMENTS
4.1 INVESTMENTS IN SUBSIDIARIES
The companies included in the consolidated financial statements by the full consolidation method, its headquarters, percentage participation held and main activity as of 30 June 2015 and 31 December 2014, are as follows:
| Company Head Office Percentage Held |
Main activity | |||
|---|---|---|---|---|
| Mother-Company: | 2015 | 2014 | ||
| Altri, SGPS, S.A. | OPorto | Investment management | ||
| Subsidiaries: | ||||
| Altri Abastecimento de Madeira, S.A. | Figueira da Foz | 100% | 100% | Commercialization of w ood |
| Altri Florestal, S.A. | Figueira da Foz | 100% | 100% | Sylvan exploration |
| Altri Sales, S.A. | Nyon, Suiça | 100% | 100% | Group management support services |
| Altri, Participaciones Y Trading, S.L. | Madrid, Espanha | 100% | 100% | Commercialization of pulp |
| Caima Energia – Empresa de Gestão e Exploração de Energia, S.A. | Constância | 100% | 100% | Production of thermal and electrical energy |
| Caima Indústria de Celulose, S.A. | Constância | 100% | 100% | Production and commercialization of pulp |
| Captaraíz Unipessoal, Lda. | Figueira da Foz | 100% | 100% | Property buying and selling |
| Celtejo – Empresa de Celulose do Tejo, S.A. (a) | Vila Velha de Ródão | 100% | 99.83% | Production and Commercialization of pulp |
| Celulose Beira Industrial (Celbi), S.A. | Figueira da Foz | 100% | 100% | Production and Commercialization of pulp |
| Inflora – Sociedade de Investimentos Florestais, S.A. | Figueira da Foz | 100% | 100% | Sylvan exploration |
| Pedro Frutícola, Sociedade Frutícola, S.A. | Constância | 100% | 100% | Agriculture production |
| Viveiros do Furadouro Unipessoal, Lda. | Óbidos | 100% | 100% | Production of plants in nurseries and services related w ith forests and landscapes |
(a) In the first semester of 2015, Altri acquired the remaining shares of Celtejo – Empresa de Celulose do Tejo, S.A. (Nota 5).
All the above companies were included in the Altri Group consolidated financial statements in accordance with the full consolidation method.
4.2 INVESTMENTS IN ASSOCIATED COMPANIES AND JOINT VENTURES
The associated companies and joint ventures, percentage of capital held and main activity as of 30 June 2015 and 31 December 2014 are as follows:
| Company | Percentage held | Main activity | ||
|---|---|---|---|---|
| 2015 | 2014 | |||
| Associated companies: | ||||
| Operfoz – Operadores do Porto da Figueira da Foz, Lda. | 33.33% | 33.33% | Harbor operations | |
| Joint ventures: | ||||
| EDP – Produção Bioeléctrica, S.A. | 50% | 50% | Electric energy production |
Those associated companies and joint ventures were included in the Altri Group consolidated financial statements in accordance with the equity method.
(Translation of notes originally issued in Portuguese – Note 20)
The book value, net assets, equity and net profit for the period ended on 30 June 2015 for these associated companies and joint ventures are as follows:
| Company | Book value (a) | Asset | Equity | Net profit |
|---|---|---|---|---|
| Associated companies: | ||||
| Operfoz – Operadores do Porto da Figueira da Foz, Lda. | 573,240 | 6,107,057 | 2,220,085 | 370,343 |
| Joint ventures: | ||||
| EDP – Produção Bioeléctrica, S.A. (b) | 9,146,925 143,254,645 23,441,505 1,186,254 | |||
| 9,720,165 | ||||
(a) – Includes loans granted.
(b) – EDP – Produção Bioeléctrica, S.A. is holder of the shares representing 100% of Ródão Power – Energia e Biomassa do Ródão, S.A..
4.3 INVESTMENTS AVAILABLE FOR SALE
As of 30 June 2015 and 31 December 2014 the investments available for sale are as follows:
| Company | Book value | ||
|---|---|---|---|
| 2015 | 2014 | ||
| Rigor Capital - Produção de Energia. Lda. | 10,527,397 | 10,527,397 | |
| Other investments | 163,800 | 163,800 | |
| 10,691,197 | 10,691,197 |
It is the understanding of the Altri Group that the book value of the caption "Investments available for sale", which includes mainly financial investments under 20% in companies where Altri Group has no significant influence on its management and are stated at acquisition cost, reduced by impairment losses, does not differ significantly from their fair value.
5. CHANGE OCCURED IN THE CONSOLIDATION PERIMETER
During the six month period ended June 30, 2015, Altri acquired shares representing 0.17% of the share capital of Celtejo - Empresa de Celulose do Tejo, S.A., becoming the holder of 100% of the share capital and voting rights (Note 4.1).
6. CASH AND CASH EQUIVALENTS
As of 30 June 2015 and 2014, the caption "Cash and cash equivalents" can be detailed as follows:
| 30.06.2015 | 30.06.2014 | |
|---|---|---|
| Cash Bank deposits |
19,623 202,800,562 |
14,957 338,242,451 |
| 202,820,185 | 338,257,408 | |
| Bank overdrafts (Note 9) | (324,988) | (888,878) |
| Cash and cash equivalents | 202,495,197 | 337,368,530 |
During the six months period ended June 30, 2015 there were no receipts or payments relating to financial investments, besides those related with the acquisition of shares of Celtejo - Empresa de Celulose do Tejo S.A. (Note 5).
During the six months period ended 30 June 2014, receipts from investments were as follows:
| Transaction amount |
Amount received |
|
|---|---|---|
| EDP – Produção Bioelétrica, S.A. (a) | 1,125,000 --------------- |
1,125,000 ---------------- |
| 1,125,000 ========= |
1,125,000 ========= |
|
| (a) – Repayment of loans granted. |
7. CURRENT AND DEFERRED TAXES
In accordance with current legislation, tax returns are subject to review and correction by the tax authorities during a fouryear period (five years for Social Security), with the exception when there have been tax losses, cases with there have been granted tax benefits, or tax inspections or claims are in progress, in which cases the periods may be extended or suspended. Therefore, the Company tax returns since 2011 are still subject to review.
The Board of Directors believes that any potential corrections resulting from reviews/inspections of these tax returns by the tax authorities will not have a significant effect on the consolidated financial statements as of 30 June 2015.
The movements occurred in deferred tax assets and liabilities in the six months periods ended in 30 June 2015 and 2014 were as follows:
| 2015 | ||||
|---|---|---|---|---|
| Deferred tax assets | Deferred tax liabilities | |||
| Opening balance as of 1.1.2015 | 27,541,201 | 15,283,810 | ||
| Effects on income statement: | ||||
| Harmonization of depreciation rates | (134,969) | - | ||
| Other effects | 210,480 | (295) | ||
| Total effect on income statement | 75,511 | (295) | ||
| Effect on shareholders' funds: | ||||
| Fair values of derivatives | (61,033) | - | ||
| Closing balance as of 30.06.2015 | 27,555,679 | 15,283,515 | ||
| 2014 | ||||
| Deferred tax assets | Deferred tax liabilities | |||
| Opening balance as of 1.1.2014 | 31,165,814 | 17,896,214 | ||
| Effects on income statement: | ||||
| Harmonization of depreciation rates | 669,034 | - | ||
| Other effects | (312,653) | (29,523) | ||
| Total effect on income statement | 356,381 | (29,523) | ||
| Effect on shareholders' funds: | ||||
| Fair values of derivatives | (500,180) | (121,398) | ||
| Closing balance as of 30.06.2014 | 31,022,015 | 17,745,293 |
8. SHARE CAPITAL
As of 30 June 2015 the Company's fully subscribed and paid up capital consisted of 205,131,672 shares with a nominal value of 12.5 cents of a Euro each.
9. BANK LOANS, OTHER LOANS AND REIMBURSABLE INCENTIVES
As of 30 June 2015 and 31 December 2014, the captions "Bank loans", "Other loans" and "Reimbursable incentives" can be detailed as follows:
| 30-06-2015 | ||||||
|---|---|---|---|---|---|---|
| Nominal Value | Book Value | |||||
| Current | Non current | Total | Current | Non current | Total | |
| Bank loans | 8,000,000 | 157,000,000 | 165,000,000 | 7,775,000 | 156,175,000 | 163,950,000 |
| Bank overdrafts (Note 6) | 324,988 | - | 324,988 | 324,988 | - | 324,988 |
| Bank loans | 8,324,988 | 157,000,000 | 165,324,988 | 8,099,988 | 156,175,000 | 164,274,988 |
| Commercial paper | 60,500,000 | 128,000,000 | 188,500,000 | 60,060,298 | 128,000,000 | 188,060,298 |
| Bonds | - | 303,500,000 | 303,500,000 | - | 301,471,380 | 301,471,380 |
| Other loans | 47,843,541 | - | 47,843,541 | 47,843,541 | - | 47,843,541 |
| Other loans | 108,343,541 | 431,500,000 | 539,843,541 | 107,903,839 | 429,471,380 | 537,375,219 |
| Reimbursable incentives | 5,423,322 | 11,619,653 | 17,042,975 | 5,423,322 | 11,619,653 | 17,042,975 |
| 122,091,851 | 600,119,653 | 722,211,504 | 121,427,149 | 597,266,033 | 718,693,182 |
| 31-12-2014 | ||||||
|---|---|---|---|---|---|---|
| Nominal Value | Book Value | |||||
| Current | Non current | Total | Current | Non current | Total | |
| Bank loans | - | 105,000,000 | 105,000,000 | - | 103,837,500 | 103,837,500 |
| Bank overdrafts | 77,228 | - | 77,228 | 77,228 | - | 77,228 |
| Bank loans | 77,228 | 105,000,000 | 105,077,228 | 77,228 | 103,837,500 | 103,914,728 |
| Commercial paper | 108,600,000 | 5,000,000 | 113,600,000 | 107,220,536 | 5,000,000 | 112,220,536 |
| Bonds | 251,300,682 | 275,000,000 | 526,300,682 | 250,704,640 | 273,276,931 | 523,981,571 |
| Other loans | 40,722,848 | - | 40,722,848 | 40,722,848 | - | 40,722,848 |
| Other loans | 400,623,530 | 280,000,000 | 680,623,530 | 398,648,024 | 278,276,931 | 676,924,955 |
| Reimbursable incentives | 9,082,810 | 11,723,809 | 20,806,619 | 9,082,810 | 11,723,809 | 20,806,619 |
| 409,783,568 | 396,723,809 | 806,507,377 | 407,808,062 | 393,838,240 | 801,646,302 |
The expenses with the setup of the loans were deducted from their nominal value, being recognized as financial expenses along the loan's life period (Note 12).
10. ACCUMULATED PROVISIONS AND IMPAIRMENT LOSSES
The movements occurred in provisions and impairment losses for the six months periods ended at 30 June 2015 and 2014 can be detailed as follows:
| 30.06.2015 | |||||
|---|---|---|---|---|---|
| Impairment losses in current | |||||
| Provisions | assets | Total | |||
| Opening balance | 5,073,481 | 7,838,675 | 12,912,156 | ||
| Increases | - | - | - | ||
| Utilizations | (7,911) | 307,041 | 299,130 | ||
| Closing balance | 5,065,570 | 8,145,716 | 13,211,285 | ||
| 30.06.2014 | |||||
| Impairment losses in current | |||||
| Provisions | assets | Total | |||
| Opening balance | 5,123,914 | 9,505,979 | 14,629,893 | ||
| Increases | 52,903 | - | 52,903 | ||
| Utilizations | - | - | - |
The amount recorded under the caption "Provisions", at 30 June 2015 and 2014, is the best estimate of the Board of Directors in order to face all the losses that may be supported due to the general risks arising from the activity of Altri's Group.
11. DERIVATIVE FINANCIAL INSTRUMENTS
As of 30 June 2015 and 2014 the companies of Altri's Group had contracts concerning financial derivative instruments to hedge of variations in pulp price (June 30, 2014) and interest rates being these instruments registered according to their fair value.
The companies of Altri's Group only use derivatives to hedge cash flows from the operations generated by their activity.
As of 30 June 2015 and 2014 the detail of the financial derivative instruments is as follows:
| Pulp price hedging derivatives |
Interest rates derivatives |
Total | |
|---|---|---|---|
| Opening balance as of 31.12.2014 | - | (1,902,297) | (1,902,297) |
| Derivatives fair value variation/cessation | |||
| Effects on shareholders' funds | - | 381,876 | 381,876 |
| Effects on the profit and loss statement | - | 1,627,579 | 1,627,579 |
| Closing balance as of 30.06.2015 | - | 107,158 | 107,158 |
| Pulp price hedging derivatives |
Interest rates derivatives |
Total | |
| Opening balance as of 31.12.2013 | 720,362 | (6,004,727) | (5,284,365) |
| Derivatives fair value variation/cessation | |||
| Effects on shareholders' funds | 123,708 | 1,422,340 | 1,546,048 |
| Effects on the profit and loss statement | - | 581,333 | 581,333 |
| Closing balance as of 30.06.2014 | 844,070 | (4,001,054) | (3,156,984) |
12. FINANCIAL RESULTS
(Translation of notes originally issued in Portuguese – Note 20)
The financial results for the six months periods ended at 30 June 2015 and 2014 are detailed as follows:
| 30.06.2015 | 30.06.2014 | |
|---|---|---|
| Financial expenses: | ||
| Interests | 8,106,162 | 9,975,325 |
| Other financial expenses | 8,703,220 | 7,824,158 |
| 16,809,382 | 17,799,483 | |
| Financial income: | ||
| Interests | 1,458,573 | 2,565,931 |
| Other financial income | 3,506,945 | 630,007 |
| 4,965,518 | 3,195,938 |
The caption "Other financial expenses" includes expenses incurred with the setup of the loans which are being recognized as costs through the life period of the respective loans (Note 9), and losses regarding interest ratel derivative instruments (Note 11).
The "Gains and losses in associated companies and joint ventures" relate to the appropriation of the Group's share in the results of the investments in the associated companies and joint ventures (Note 4.2).
13. EARNINGS PER SHARE
Earnings per share in the six months periods ended as of 30 June 2015 and 2014 were calculated considering the following amounts:
| 30.06.2015 | 30.06.2014 | |
|---|---|---|
| Share number considered for the computation of basic and diluted earning | 205,131,672 | 205,131,672 |
| Net profit considered for the computation of basic and diluted earning | 50,272,419 | 12,699,416 |
| Earnings per share Basic Diluted |
0.25 0.25 |
0.06 0.06 |
14. OTHER INCOME
As of 30 June 2015 and 2014 the caption of the statement of profit and loss "Other Income" is detailed as follows:
| 30.06.2015 | 30.06.2014 | |
|---|---|---|
| Investment and exploration subsidies | 2,531,681 | 2,490,490 |
| Gains in commodities derivatives contracts (Note 11) | - | 301,458 |
| Other income | 2,012,791 | 1,615,372 |
| 4,544,472 | 4,407,320 |
15. OTHER EXPENSES
(Translation of notes originally issued in Portuguese – Note 20)
As of 30 June 2015 and 2014 the caption of the statement of profit and loss "Other expenses" is detailed as follows:
| 30-06-2015 | 30-06-2014 | |
|---|---|---|
| Direct taxes and charges | 729,551 | 838,109 |
| Other costs | 1,887,815 | 717,045 |
| 2,617,365 | 1,555,154 |
16. SEGMENTAL INFORMATION
On 16 April 2008, the Board of Directors of Altri, S.G.P.S., S.A. approved a simple demerger project of this company which implied the split of Altri's two business units that operates in the pulp and paper sector and in the steel and storage systems sector. This reorganization aimed a bigger focus and transparency on ALTRI's business, and giving each of the areas an opportunity to be better seen and better evaluated by the market, and allowed Altri Group to focus its activity on its core business, production and commercialization of bleached paper pulp form eucalyptus. Therefore, the Board of Directors believes that there is only one business segment and the management information is reported and analyzed on this basis.
17. RELATED PARTIES
Altri Group companies have transactions between them made at market prices, which classify as transactions with related parties.
In the consolidation procedures the transactions between the companies included in consolidation by the full consolidation method are eliminated, once the consolidated financial statements present the owner and its subsidiaries information as one single company, therefore they are not disclosed in this note.
During the six months periods ended at 30 June 2015 and 2014, there were no transactions with the Directors of the Group and there were no loans granted.
As of 30 June 2015 and 2014 the balances and transactions with related parties are as follows:
| Purchases and services received | Sales and services | Interest income | ||||
|---|---|---|---|---|---|---|
| Transactions | 30.06.2015 | 30.06.2014 | 30.06.2015 | 30.06.2014 | 30.06.2015 | 30.06.2014 |
| Associated companies and joint ventures (a) | 1,096,201 | 1,590,445 | 7,351,461 | 7,751,841 | 122,215 | 155,141 |
| Other related parties (b) | 3,167,919 | 3,245,696 | - | - | - | - |
| 4,264,120 | 4,836,141 | 7,351,461 | 7,751,841 | 122,215 | 155,141 | |
| Accounts payable | Accounts receivable | Granted Loans | ||||
| Balances | 30.06.2015 | 30.06.2014 | 30.06.2015 | 30.06.2014 | 30.06.2015 | 30.06.2014 |
| Associated companies and joint ventures (a) | 333,369 | 323,891 | 2,700,559 | 2,480,517 | 11,482,905 | 12,682,905 |
| Other related parties (b) | 39,291 | 31,459 | - | - | - | - |
| 372,660 | 355,350 | 2,700,559 | 2,480,517 | 11,482,905 | 12,682,905 |
(a) All entities consolidated by the equity method as of 30 June 2015 and 2014 (Note 4.2);
(b) Were considered as related parties the companies of Ramada Group.
Besides the transactions identified above, there are no other transactions with related companies.
REPORT AND ACCOUNTS 1H2015 IV. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Translation of notes originally issued in Portuguese – Note 20)
Besides the companies included in consolidation (Note 4), entities considered as related parties as of 30 June 2015 can be detailed as follow:
Actium Capital, S.G.P.S., S.A. Adcom Media Anúncios e Publicidade, S.A. Alteria, S.G.P.S., S.A. Caderno Azul, S.G.P.S., S.A. Cofihold, S.G.P.S., S.A. Cofina Media, S.A. Cofina, SGPS, S.A. Destak Brasil – Editora de Publicações, S.A. Destak Brasil – Empreendimentos e Participações, S.A. Elege Valor, S.G.P.S., S.A. F. Ramada – Investimentos, SGPS, S.A. F. Ramada II, Imobiliária, S.A. Grafedisport – Impressão e Artes Gráficas, S.A. Livrefluxo, S.G.P.S., S.A. Malva – Gestão Imobiliária, S.A. Mercados Globais – Publicação de Conteúdos, Lda. Metronews – Publicações S.A. Ramada – Aços, S.A. RamadaStorax, S.A. Sociedade Imobiliária Porto Seguro – Investimentos Imobiliários, S.A. Storax Benelux Storax Limited Storax S.A. Torres da Luz – Investimentos Imobiliários, S.A. Transjornal – Edição de Publicações, S.A. Universal Afir, S.A. Valor Autêntico, SGPS, S.A. VASP – Sociedade de Transportes e Distribuições, Lda
18. APPLICATION OF THE NET PROFIT
The Board of Directors proposed, in its anual report, approved at the Shareholder's General Meeting held on 14 April 2015, that the individual net profit of Altri SGPS, S.A. amounting to 18,627,109.20 Euros would be allocated as follows:
| Legal reserve Others reserve Distribution of dividends |
931,355.46 1,285,219.98 16,410,533.76 |
|---|---|
| --------------------- 18,627,109.20 ============ |
19. FINANCIAL STATEMENTS APPROVAL
The financial statements were approved by the Board of Directors and authorized for issuance in 30 July 2015.
20. EXPLANATION ADDED FOR TRANSLATION
These condensed consolidated financial statements are a translation of financial statements originally issued in Portuguese, prepared using accounting policies consistent with the International Financial Reporting Standards and with accordance with the International Accounting Standard 34 – Interim Financial Reporting, some of which may not conform or be required by generally accepted accounting principles in other countries. In the event of discrepancies, the Portuguese language version prevails.
The Board of Directors,
Paulo Jorge dos Santos Fernandes
João Manuel Matos Borges de Oliveira
Domingos José Vieira de Matos
Laurentina da Silva Martins
Pedro Miguel Matos Borges de Oliveira
Ana Rebelo de Carvalho Menéres de Mendonça
ALTRI, SGPS, S.A.
Rua do General Norton de Matos, 68 - R/C 4050 – 424 Porto PORTUGAL Tel: + 351 22 834 65 02
www.altri.pt