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Altri SGPS — Management Reports 2013
Aug 5, 2013
1914_ir_2013-08-05_e28a1c72-cb00-4e92-b0a9-456f4a25d3bd.pdf
Management Reports
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DIRECTORS' REPORT
1 st Semester of 2013
| INTRODUCTION | 3 |
|---|---|
| GROUP'S ACTIVITY 7 |
|
| FINANCIAL REVIEW | 10 |
| SECOND SEMESTER 2013 OUTLOOK |
13 |
| CORPORATE GOVERNANCE | 14 |
| LEGAL MATTERS | 15 |
| DECLARATION OF RESPONSIBILITY 17 |
|
| CLOSING REMARKS | 17 |
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 2013.
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 465 million Euro, mainly on Celbi and Celtejo unities. Currently, Altri owns three pulp mills in Portugal with a total capacity of 910,000 tons/year of bleached eucalyptus pulp in 2012. The company has an ongoing series of small projects to optimize operating efficiency which will increase production capacity in the medium term.
Currently, Altri manages over 84,000 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 2013 is as follows:
STOCK EXCHANGE EVOLUTION
(Note: in order to enable a better comparison of the stock fluctuations, the PSI 20 index has been considered as being equal in value to the opening price of the shares in question.)
Altri's share price closed the first six months of 2013 at 1.87 Euro per share, representing an appreciation of 18% over the end of 2012. The market capitalization at the end of that period was 383.6 million Euro.
During the first semester of 2013, Altri's shares were traded between a 2.038 Euro per share high and a 1.64 Euro per share low. In total, 44.98 million Altri shares were traded in that period, corresponding to 22% of the issued capital.
The main events that characterized the evolution of the Company's shares during the first semester of 2013 can be described chronologically as follows:
- 1º SEMESTRE 2013 On March 7, the Group announced the financial performance of the year 2012, with a consolidated net profit around 52 million Euro. The consolidated total revenues reached 543 million Euro, representing an increase of 11.6% compared to 2011. Consolidated EBITDA amounted to 143.1 million Euro, registering an increase of 26.5% compared to 2011. On that date shares' closing price reached 1.862 Euro per share;
- In a statement made on April 18, Altri informed the market about the deliberations of the General Meeting held on that date which approved, among others, the proposed distribution of dividends corresponding to 0.025 Euro per share;
- On April 23, the Company informed the market that the dividend relating to the 2012 financial year would be payable as from May 17, 2013;
- Through a statement made on May 8, the Group announced the results of the first quarter of 2013. During this period the consolidated total revenues reached about 145 million Euro, representing an increase of about 18% over the same period of 2012. The EBITDA reached about 36.3 million Euro, which correspond to an increase of about 27% over the first quarter of 2012.
GROUP'S ACTIVITY
1º SEMESTRE 2013 With its origin in the reorganization process of Cofina with the purpose of setting into a separate holding the industrial operations, Altri held until June 1, 2008 the investments in the paper, pulp, steel and storage systems, date considered for the demerger process the business of steel and storage systems. This reorganization is 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 indirectly hold, and are as follows:
- Caima Indústria de Celulose (Constância), producer and distributor of paper pulp;
- Celbi Celulose da Beira Industrial, S.A. (Figueira da Foz), producer and distributor of paper pulp;
- Celtejo Empresa de Celulose do Tejo, S.A. (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 Group's mills Location of the centrals of energy production
Altri's complete structure of participation as of June 30, 2013 is as follows:
Pulp market
The first semester of 2013 was characterized by an increase of about 4.7% of total demand for hardwood pulp that amounted to about 14 million tons. It is noted that during the first quarter the demand had fallen 0.3%. Detailing, it turns out that demand grew across all geographies, with China increasing its demand for hardwood pulp on about 11%, while Western Europe had a residual growth of 0.5%. It is interesting to note the growth in North America's demand, which amounted to 6.4% (PPPC data).
In this semester, the level of deliveries against the installed capacity (shipment-to-capacity ratio) of hardwood pulp of eucalyptus reached 90%. Considering only the month of June 2013, this ratio amounted to 93% (PPPC data).
In terms of final markets, there has been a structural decrease on printing and writing, whose demand has contracted about 1.8% during the first semester of the year. On the other hand, the demand for tissue paper, during the same period, increased about 1.4%, with a special highlight on the North America, with a 2.8% increase (PPPC data).
During the first semester of 2013, the average BEKP pulp market price was about 807 USD / ton, which corresponds to an average price of approximately 611 Euro. At the end of June the market price was 820 USD/ ton (623 EUR / ton).
Market price evolution in BEKP pulp in Europe since 1990 until the end June 2013 (EUR)
Source: Hawkins Wright
In terms of sales, Altri reached a volume record, amounted to about 491,000 tons of pulp, 5% more than the pulp sales made in the same period of 2012. Additionally, in monetary terms, pulp sales amounted to about 246 million Euro, representing approximately 83% of Altri's total revenue.
In the first semester of 2013, Altri exported about 462,000 tons of pulp, which represented 94% of the company's pulp sales. These exports amounted 232 million Euro.
Evolution of pulp production between 1H 2012 and 1H 2013 by industrial unit (thousands tons)
FINANCIAL REVIEW
1º SEMESTRE 2013 The consolidated financial information of Altri has been prepared using accounting policies consistent with International Financial Reporting Standards (IFRS) as adopted in the European Union.
The key data and Altri Group consolidated activity indicators can be summarized as follows:
| thousand euros | 1H 2012 | 1H 2013 | 1H13/1H12 Var% |
|---|---|---|---|
| Sales | 259,991 | 285,838 | 10% |
| Services rendered | 3,466 | 4,300 | 24% |
| Other Income | 2,540 | 5,351 | 111% |
| Total Revenues | 265,997 | 295,489 | 11.1% |
| Costs of sales | 108,375 | 123,832 | 14% |
| External supplies and services | 71,298 | 74,588 | 5% |
| Payroll expenses | 16,606 | 13,504 | -19% |
| Provisions and impairment losses | 0 | 628 | - |
| Other expenses | 3,105 | 7,609 | 145% |
| Total expenses (a) | 199,384 | 220,160 | 10.4% |
| EBITDA (b) | 66,613 | 75,328 | 13.1% |
| Margin | 25.0% | 25.5% | +0,5 pp |
| Amortisation and depreciation | 24,836 | 24,639 | -0.8% |
| Other indirect taxes | - | 2,723 | |
| EBIT (c) | 41,777 | 47,967 | 14.8% |
| Margin | 15.7% | 16.2% | +0,5 pp |
| Gains and losses in associated companies | 1,086 | 1,109 | 2.2% |
| Financial expenses | -19,702 | -14,619 | -25.8% |
| Financial income | 3,660 | 1,973 | -46.1% |
| Financial profit | -14,956 | -11,537 | -22.9% |
| Profit before income tax | 26,821 | 36,431 | 35.8% |
| Income tax | -4,618 | -6,164 | - |
| Minority interest | 2 | 10 | - |
| Profit for the period from discontinued operations attributable to | |||
| parent company's shareholders | 22,202 | 30,256 | 36.3% |
(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
Total revenues for the first semester of 2013 amounted to about 295 million Euro, which represents an increase of 11% compared to the total revenue recorded in the same period of 2012. During the first semester of 2013, Altri produced about 482,000 tons of pulp, which corresponds to an increase of about 5% compared to 459,000 tons of pulp produced in the first semester of 2012.
Total costs, excluding depreciation, interest and taxes amounted to approximately 220.2 million Euro, 10% higher compared to the first semester of 2012. It should be noted, however, that revenue growth was greater than the increase in costs.
1º SEMESTRE 2013 EBITDA of the first semester of 2013 reached approximately 75 million Euro, which represents an increase of 13% compared to EBITDA of 66.6 million Euro recorded in the same period of 2012. The EBITDA margin reached 25.5%, having improved 50 b.p. Operating profit (EBIT) amounted to about 48 million Euro, which represents an increase of about 15% compared to EBIT of the first semester of 2012, and the margin was 16.2%, which corresponds to an increase of 0.5 percentage points.
Altri's net profit reached about 30.3 million Euro, an increase of 36% compared to the profit recorded in the same period of 2012.
The Group quarterly performance was as follows:
| thousand euros | 2Q 2012 | 1Q 2013 | 2Q 2013 | 2Q13/2Q12 Var% |
2Q13/1Q13 Var% |
|---|---|---|---|---|---|
| Sales Services rendered Other Income Total Revenues |
140,094 1,739 1,364 143,197 |
140,330 2,157 2,700 145,187 |
145,508 2,143 2,651 150,302 |
3.9% 23.2% 94.4% 5.0% |
3.7% -0.6% -1.8% 3.5% |
| Costs of sales External supplies and services Payroll expenses Provisions and impairment losses Other expenses Total expenses (a) |
57,115 36,346 9,633 0 2,080 105,174 |
61,233 37,929 6,740 0 2,981 108,883 |
62,599 36,659 6,764 628 4,628 111,278 |
9.6% 0.9% -29.8% 122.5% 5.8% |
2.2% -3.3% 0.3% 55.3% 2.2% |
| EBITDA (b) Margin |
38,023 26.6% |
36,304 25.0% |
39,024 26.0% |
2.6% -0,6 pp |
7.5% +1,0 pp |
| Amortisation and depreciation Other indirect taxes |
12,428 - |
12,373 - |
12,266 2,723 |
-1.3% | -0.9% |
| EBIT (c) Margin |
25,595 17.9% |
23,931 16.5% |
24,036 16.0% |
-6.1% -1,9 pp |
0.4% -0,5 pp |
| Gains and losses in associated companies Financial expenses Financial income Financial profit |
955 -9,529 2,009 -6,564.5 |
474 -7,850 1,282 -6,094.0 |
635 -6,769 691 -5,442.6 |
-33.5% -29.0% -65.6% -17.1% |
33.9% -13.8% -46.1% -10.7% |
| Profit before income tax | 19,030 | 17,837 | 18,593 | -2.3% | s s |
| Income tax Minority interest |
-3,182 0 |
-3,638 4 |
-2,526 6 |
-20.6% s s |
s s s.s. |
| Profit for the period from discontinued operations attributable to parent company's shareholders |
15,848 | 14,195 | 16,061 | 1.3% | 13.1% |
(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
Total revenues for the second quarter of 2013 amounted to about 150 million Euro, an increase of 5% compared to total revenues recorded in the same period of 2012.
Revenue from pulp sales reached approximately 125 million Euro in the second quarter, of which exports amounted to 118.1 million Euro. Both total turnover and the amount exported constitute absolute quarterly records.
On the second quarter of 2013, EBITDA reached approximately 39 million Euro, reflecting an increase of 2.6% over the second quarter of 2012 and an increase of 7.5% compared to the EBITDA reported in the first quarter of 2013. The EBITDA margin was 26%.
Key balance sheet indicators
1º SEMESTRE 2013 Total investment in the first quarter of 2013 amounted to 9 million Euro.
Altri's nominal remunerated debt net of cash and cash equivalents and investments available for sale on June 30, 2013 amounted to 589.6 million Euro, decreasing about 30 million compared to December 31, 2012.
The net debt ratio for the last four quarters stood at 3.9x.
Financing needs are fully assured, holding the Group 226.3 million Euro of cash and cash equivalents and investments available for sale, as of June 30, 2013.
In terms of ratios, considering the accumulated EBIT of the past four quarters that reached 100.4 million Euro, Altri shows in the end of June, 2013, a Return on Capital Employed2 of 12,5%.
The Return on Equity (Net profit/equity), based on the accumulated net profit of the past four quarters reached about 28.6%.
| thousand euro | 2012 | 1H 2013 | Var% |
|---|---|---|---|
| Biological assets | 108,034.8 | 107,990.9 | 0% |
| Tangible assets | 424,105.2 | 405,743.1 | -4% |
| Goodw ill |
265,531.4 | 265,531.4 | 0% |
| Investments available for sale | 14,981.9 | 14,964.6 | 0% |
| Others | 41,153.4 | 43,637.1 | 6% |
| Total non current assets | 853,806.6 | 837,867.1 | -2% |
| Inventories | 47,440.3 | 54,385.0 | 15% |
| Customers | 94,859.4 | 97,807.8 | 3% |
| Cash and cash equivalentes | 112,392.5 | 211,287.9 | 88% |
| Others | 19,861.2 | 20,406.0 | 3% |
| Total current assets | 274,553.4 | 383,886.8 | 40% |
| Total assets | 1,128,360.0 | 1,221,753.8 | 8% |
| Shareholder's equity and minority interests | 183,926.9 | 210,684.9 | 15% |
| Bank loans | 103,556.9 | 162,699.0 | 57% |
| Other loans | 454,999.1 | 445,559.7 | -2% |
| Reimbursable incentives | 22,770.2 | 12,539.4 | -45% |
| Others | 41,092.2 | 53,392.8 | 30% |
| Total non current liabilities | 622,418.4 | 674,190.9 | 8% |
| Bank loans | 45,467.2 | 40,482.0 | -11% |
| Other current loans | 139,404.0 | 163,239.4 | 17% |
| Reimbursable subsidies | 11,694.6 | 1,502.0 | -87% |
| Suppliers | 56,343.4 | 66,262.0 | 18% |
| Others | 69,105.5 | 65,392.6 | -5% |
| Total current liabilities |
2 EBIT of the past four quarters/(net debt + equity)
SECOND SEMESTER 2013 OUTLOOK
The demand for bleached pulp has been undergoing a recurring growth period in the last 10 years mainly driven by demand from Asia. This reality was repeated during the first semester of 2013. Regarding the second semester, it will be expect a persistence of this trend, although it is anticipated some seasonal reduction in demand during summer months.
The growth on the supply side has been absorbed by the growing demand from the tissue paper and packaging essentially.
Altri's Board of Directors will continue to implement the strategic policy defined that is based on the reduction in net debt of the Group, through the generation of cash flow; continuous improvement in asset quality and an effective cost control.
CORPORATE GOVERNANCE
1º SEMESTRE 2013 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 report on the governance of society is an integral part of the Annual Report and Accounts 2012 Altri and is available on our website (www.altri.pt).
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 2013 Altri and its subsidiaries had no own shares and did not acquire or sell any own shares during the period.
Shares 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 2013, the held shares were as follows:
| Paulo Jorge dos Santos Fernandes (a) | 20.513.168 |
|---|---|
| Pedro Macedo Pinto de Mendonça | 1.705.000 |
| Domingos José Vieira de Matos (b) | 14.417.970 |
| João Manuel Matos Borges de Oliveira (c) | 29.000.000 |
| Laurentina da Silva Martins | 0 |
(a) – In addition to the 19,113,168 Altri, SGPS, S.A. shares personally held Paulo Jorge dos Santos Fernandes, 1,400,000 Altri, SGPS, S.A. shares are held by the company ACTIUM CAPITAL – SGPS, S.A., where the director Paulo Jorge dos Santos Fernandes is both director and majority shareholder. Thus, in legal terms, a total of 20,513,168 shares, representing 10% of the share capital and voting rights of Altri, SGPS, S.A. are attributable to Paulo Jorge dos Santos Fernandes.
(b) – In addition to the 13,939,432 Altri, SGPS, S.A. shares personally held Domingos José Vieira de Matos, 478,538 Altri, SGPS, S.A. shares are held by the company LIVREFLUXO – SGPS, S.A., where the director Domingos José Vieira de Matos is both director and majority shareholder. Thus, in legal terms, a total of 14,417,970 shares, representing 7.03% of the share capital and voting rights of Altri, SGPS, S.A. are attributable to Domingos José Vieira de Matos.
(c) – 29,000,000 shares represent the total Altri, SGPS, S.A. shares held by company CADERNO AZUL – SGPS, S.A., where the director João Manuel Matos Borges de Oliveira is both director and shareholder.
As of June 30, 2013, 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:
| Exceeding 2% of the voting rights | Shares Held |
Direct % of the voting rights |
|---|---|---|
| Lazard Frères Gestion SAS | 4,157,000 | 2.03% |
| Norges Bank | 4,149,572 | 2.02% |
| Maria João Fernandes Vieira de Matos | 4,107,000 | 2.00% |
| Shares | Direct % of the voting | |
|---|---|---|
| 1º SEMESTRE 2013 Exceeding 5% of the voting rights |
Held | rights |
| Paulo Jorge dos Santos Fernandes (a) | 19,113,168 | 9.32% |
| Domingos José Vieira de Matos (b) | 13,939,432 | 6.80% |
| Pedro Miguel Matos Borges de Oliveira | 10,930,000 | 5.33% |
| Bestinver Gestión S.A., SGIIC | 10,269,347 | 5.01% |
(a) – In addition to the 19,113,168 Altri, SGPS, S.A. shares personally held Paulo Jorge dos Santos Fernandes, 1,400,000 Altri, SGPS, S.A. shares are held by the company ACTIUM CAPITAL – SGPS, S.A., where the director Paulo Jorge dos Santos Fernandes is both director and majority shareholder. Thus, in legal terms, a total of 20,513,168 shares, representing 10% of the share capital and voting rights of Altri, SGPS, S.A. are attributable to Paulo Jorge dos Santos Fernandes.
(b) – In addition to the 13,939,432 Altri, SGPS, S.A. shares personally held Domingos José Vieira de Matos, 478,538 Altri, SGPS, S.A. shares are held by the company LIVREFLUXO – SGPS, S.A., where the director Domingos José Vieira de Matos is both director and majority shareholder. Thus, in legal terms, a total of 14,417,970 shares, representing 7.03% of the share capital and voting rights of Altri, SGPS, S.A. are attributable to Domingos José Vieira de Matos.
| Direct % of the voting | ||
|---|---|---|
| Exceeding 10% of the voting rights | Shares held | rights |
| Promendo, SGPS, S.A. (a) | 29,787,782 | 14.52% |
| Caderno Azul, SGPS, S.A. (b) | 29,000,000 | 14.14% |
(a) – 29,787,782 Altri, SGPS, S.A. shares held by PROMENDO – SGPS, S.A. are attributable to Ana Rebelo de Carvalho Menéres de Mendonça, its director and shareholder, holder of a 59,6% stake.
(b) – 29,000,000 shares represent the total Altri, SGPS, S.A. shares held by CADERNO AZUL – SGPS, S.A., where the director João Manuel Matos Borges de Oliveira is both director and shareholder.
Altri was not notified of any holdings above 15% of the voting rights.
DECLARATION OF RESPONSIBILITY
1º SEMESTRE 2013 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 8, no. 3, of the Stock Exchange Regulation, the Board of Directors declares that the financial statements that integrate this report were not subject to Limited Review.
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.
CLOSING REMARKS
The Board of Directors don't want to conclude without expressing a vote of thanks to our suppliers, financial institutions and other partners in 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, August 1, 2013
The Board of Directors:
Paulo Jorge dos Santos Fernandes President of the Board of Directors
João Manuel Matos Borges de Oliveira Member of the Board of Directors
Domingos José Vieira de Matos Member of the Board of Directors
Laurentina da Silva Martins Member of the Board of Directors
Pedro Macedo Pinto de Mendonça Member of the Board of Directors
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 | |||
|---|---|---|---|---|
| Member of the Board of Directors | Dec 2012 | Acquisitions Disposals | Jun 2013 | |
| Paulo Jorge dos Santos Fernandes | 16.640.929 | 2.472.239 | - | 19.113.168 |
| Paulo Jorge dos Santos Fernandes (allocation through ACTIUM CAPITAL - SGPS, S.A.) | 1.400.000 | - | - | 1.400.000 |
| João Manuel Matos Borges de Oliveira (allocation through CADERNO AZUL - SGPS, S.A.) | 28.000.000 | 1.000.000 | - | 29.000.000 |
| Domingos José Vieira de Matos | 13.939.432 | - | - | 13.939.432 |
| Domingos José Vieira de Matos (allocation through LIVRE FLUXO - SGPS, S.A.) | - | 478.538 | - | 478.538 |
| Pedro Macedo Pinto de Mendonça | 1.705.000 | - | - | 1.705.000 |
Paulo Jorge dos Santos Fernandes
| Date | Nature | Volume | Price (€) | Local | Nº shares |
|---|---|---|---|---|---|
| 31/Dez/2012 | - | - | - | - | 16,640,929 |
| 22/Jan/2013 | Purchase | 1,200,000 | 1.800000 | NYSE Euronext Lisbon | 17,840,929 |
| 28/Jan/2013 | Purchase | 1,200,000 | 1.922000 | NYSE Euronext Lisbon | 19,040,929 |
| 8/Fev/2013 | Purchase | 72,239 | 1.850000 | NYSE Euronext Lisbon | 19,113,168 |
| 30/Jun/2013 | - | - | - | - | 19,113,168 |
Paulo Jorge dos Santos Fernandes (allocation through ACTIUM CAPITAL - SGPS, S.A.)
| Date | Nature | Volume | Price (€) | Local | Nº shares |
|---|---|---|---|---|---|
| 31/Dez/2012 | - | - | - | - | 1,400,000 |
| 30/Jun/2013 | - | - | - | - | 1,400,000 |
Pedro Macedo Pinto de Mendonça
| Date | Nature | Volume | Price (€) | Local | Nº shares |
|---|---|---|---|---|---|
| 31/Dez/2012 | - | - | - | - | 1,705,000 |
| 31/Dez/2012 | - | - | - | - | 1,705,000 |
Domingos José Vieira de Matos
| Date | Nature | Volume | Price (€) | Local | Nº shares |
|---|---|---|---|---|---|
| 31/Dez/2012 | - | - | - | - | 13,939,432 |
| 30/Jun/2013 | - | - | - | - | 13,939,432 |
Domingos José Vieira de Matos (allocation through LIVRE FLUXO - SGPS, S.A.)
| Date | Nature | Volume | Price (€) | Local | Nº shares |
|---|---|---|---|---|---|
| 31/Dez/2012 | - | - | - | - | - |
| 25/Jun/2013 | Purchase | 200,000 | 1.704590 | NYSE Euronext Lisbon | 200,000 |
| 26/Jun/2013 | Purchase | 278,538 | 1.731275 | NYSE Euronext Lisbon | 478,538 |
| 30/Jun/2013 | - | - | - | - | 478,538 |
João Manuel Matos Borges de Oliveira (allocation through CADERNO AZUL - SGPS, S.A.)
| Date | Nature | Volume | Price (€) | Local | Nº shares |
|---|---|---|---|---|---|
| 31/Dez/2012 | - | - | - | - | 28,000,000 |
| 3/Jan/2013 | Purchase | 715,000 | 1.691400 | NYSE Euronext Lisbon | 28,715,000 |
| 4/Jan/2013 | Purchase | 285,000 | 1.705000 | NYSE Euronext Lisbon | 29,000,000 |
| 30/Jun/2013 | - | - | - | - | 29,000,000 |
Statement Under the terms of Article 246, paragraph 1, c) of the Securities Code
The signatories individually declare that, to their knowledge, the Interim Management Report, the Individual and Consolidated Financial Statements prepared in accordance with the standards of the applicable International Financial Accounting as adopted by the European Union, and 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.
Oporto, August 1, 2013
Paulo Jorge dos Santos Fernandes President of the Board of Directors
João Manuel Matos Borges de Oliveira Member of the Board of Directors
Domingos José Vieira de Matos Member of the Board of Directors
Laurentina da Silva Martins Member of the Board of Directors
Pedro Macedo Pinto de Mendonça Member of the Board of Directors
CONSOLIDATED FINANCIAL STATEMENTS
ALTRI, SGPS, S.A.
CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 30 JUNE 2013 AND 31 DECEMBER 2012
(Translation of financial statements originally issued in Portuguese – Note 20) (Amounts expressed in Euro)
| ASSETS | Notes | 30.06.2013 | 31.12.2012 |
|---|---|---|---|
| NON CURRENT ASSETS: | |||
| Biological assets | 107.990.871 | 108.034.768 | |
| Tangible fixed assets | 405.743.108 | 424.105.163 | |
| Investment property | 464.316 | 468.006 | |
| Goodwill | 265.531.404 | 265.531.404 | |
| Intangible assets | 332.133 | 605.388 | |
| Investments in associated companies and joint ventures | 4.2 | 7.446.784 | 6.337.694 |
| Investments available for sale | 4.3 | 14.964.550 | 14.981.903 |
| Other non current assets | 10 | 3.161.476 | 384.915 |
| Deferred tax assets Total non current assets |
7 | 32.232.418 837.867.060 |
33.357.371 853.806.612 |
| CURRENT ASSETS: Inventories |
54.384.982 | 47.440.279 | |
| Customers | 97.807.841 | 94.859.425 | |
| Other debtors | 4.111.542 | 7.241.482 | |
| State and other public entities | 12.866.787 | 9.810.537 | |
| Other current assets | 3.427.683 | 2.547.443 | |
| Derivatives | - | 261.783 | |
| Cash and cash equivalents | 6 | 211.287.944 | 112.392.485 |
| Total current assets | 383.886.779 | 274.553.434 | |
| Total assets | 1.221.753.839 | 1.128.360.046 | |
| SHAREHOLDERS' FUNDS AND LIABILITIES | 30.06.2013 | 31.12.2012 | |
| SHAREHOLDERS' FUNDS: | |||
| Share capital | 8 | 25.641.459 | 25.641.459 |
| Legal reserve | 2.862.981 | 2.862.981 | |
| Other reserves | 151.785.894 | 103.112.415 | |
| Consolidated net profit / (loss) | 30.256.290 | 52.181.891 | |
| Total shareholders' funds attributable to the parent company's shareholders | 210.546.624 | 183.798.746 | |
| Non controlling interests | 138.280 | 128.166 | |
| Total Shareholders' funds | 210.684.904 | 183.926.912 | |
| LIABILITIES: | |||
| NON CURRENT LIABILITIES: | |||
| Bank loans | 9 | 162.699.023 | 103.556.923 |
| Other loans | 9 | 445.559.716 | 454.999.132 |
| Reimbursable incentives | 9 | 12.539.423 | 22.770.236 |
| Other non current creditors | 528.802 | 528.802 | |
| Other non current liabilities | 30.954.407 | 22.096.030 | |
| Deferred tax liabilities | 7 | 17.301.559 | 16.931.978 |
| Provisions | 10 | 4.607.993 | 1.535.342 |
| Total non current liabilities | 674.190.923 | 622.418.443 | |
| CURRENT LIABILITIES: | |||
| Bank loans | 9 | 40.482.034 | 45.467.181 |
| Other loans | 9 | 163.239.434 | 139.404.040 |
| Reimbursable incentives | 9 | 1.501.997 | 11.694.604 |
| Suppliers | 66.261.954 | 56.343.385 | |
| Other current creditors | 5.258.301 | 6.679.435 | |
| State and other public entities | 7.802.815 | 5.091.056 | |
| Other current liabilities | 36.075.336 | 35.221.194 | |
| Derivatives Total current liabilities |
11 | 16.256.141 336.878.012 |
22.113.796 322.014.691 |
| Total shareholders' funds and liabilities | 1.221.753.839 | 1.128.360.046 |
The accompanying notes form an integral part of the consolidated financial statements.
ALTRI, SGPS, S.A.
CONSOLIDATED STATEMENTS OF PROFIT AND LOSS FOR THE SIX AND THREE MONTHS PERIODS ENDED 30 JUNE 2013 AND 2012
(Translation of financial statements originally issued in Portuguese – Note 20) (Amounts expressed in Euro)
| SEMESTER ENDED | QUARTER ENDED | ||||
|---|---|---|---|---|---|
| Notes | 30.06.2013 | 30.06.2012 | 30.06.2013 | 30.06.2012 | |
| Sales | 285.837.991 | 259.991.465 | 145.507.807 | 140.094.159 | |
| Services rendered | 4.299.950 | 3.465.532 | 2.143.020 | 1.738.956 | |
| Other income | 14 | 5.350.918 | 2.540.367 | 2.651.215 | 1.364.065 |
| Cost of sales | (123.831.518) | (108.374.785) | (62.599.000) | (57.115.382) | |
| External supplies and services | (74.588.161) | (71.298.197) | (36.659.094) | (36.346.046) | |
| Payroll expenses | (13.504.254) | (16.606.187) | (6.763.765) | (9.632.566) | |
| Amortisation and depreciation | (24.638.510) | (24.835.791) | (12.265.787) | (12.428.368) | |
| Provisions and other impairment losses | 10 | (627.755) | - | (627.755) | - |
| Other expenses | 15 | (7.608.790) | (3.105.152) | (4.628.127) | (2.079.897) |
| Other indirect taxes | 10 | (2.722.651) | - | (2.722.651) | - |
| Gains and losses in associated companies and joint ventures | 4.2 | 1.109.089 | 1.085.651 | 634.980 | 955.138 |
| Financial expenses | 12 | (14.618.769) | (19.701.833) | (6.768.780) | (9.528.995) |
| Financial income | 12 | 1.973.006 | 3.660.355 | 691.158 | 2.009.353 |
| Profit before income tax | 36.430.546 | 26.821.425 | 18.593.221 | 19.030.417 | |
| Income tax | (6.164.142) | (4.617.637) | (2.525.924) | (3.181.851) | |
| Consolidated net profit | 30.266.404 | 22.203.788 | 16.067.297 | 15.848.566 | |
| Attributable to: | |||||
| Parent company's shareholders | 13 | 30.256.290 | 22.202.129 | 16.061.059 | 15.845.697 |
| Non controlling interests | 10.114 | 1.659 | 6.238 | 2.869 | |
| 30.266.404 | 22.203.788 | 16.067.297 | 15.848.566 | ||
| Earnings per share: | |||||
| Basic | 13 | 0,15 | 0,11 | 0,08 | 0,08 |
| Diluted | 13 | 0,15 | 0,11 | 0,08 | 0,08 |
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 2013 AND 2012
(Translation of financial statements originally issued in Portuguese – Note 20) (Amounts expressed in Euro)
| SEMESTER ENDED | QUARTER ENDED | |||
|---|---|---|---|---|
| 30.06.2013 | 30.06.2012 | 30.06.2013 | 30.06.2012 | |
| Net consolidated profit / (loss) for the period | 30.266.404 | 22.203.788 | 16.067.297 | 15.848.566 |
| 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 Change in fair value of available for sale investments |
1.642.400 (22.200) 1.620.200 |
(13.324.393) - (13.324.393) |
3.758.288 7.800 3.766.088 |
(4.832.001) - (4.832.001) |
| Other comprehensive income | 1.620.200 | (13.324.393) | 3.766.088 | (4.832.001) |
| Total comprehensive income for the period | 31.886.604 | 8.879.395 | 19.833.385 | 11.016.565 |
| Attributable to: Shareholders' of the parent company Non controlling interests |
31.876.490 10.114 |
8.877.736 1.659 |
19.827.147 6.238 |
11.013.696 2.869 |
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 2013 AND 2012
(Translation of financial statements originally issued in Portuguese – Note 20) (Amounts expressed in Euro)
| Non Total Others controlling shareholder's Notes Share capital Legal reserve reserves Net profit Total interests funds Balance as of 1 January 2012 25.641.459 2.862.981 89.585.006 22.567.762 140.657.208 105.421 140.762.629 Appropriation of the consolidated net profit of 2011 - - 22.567.762 (22.567.762) - - - Dividends - - (4.102.633) - (4.102.633) - (4.102.633) Others - - 19.212 - 19.212 - 19.212 Total comprehensive income for the period - - (13.324.393) 22.202.129 8.877.736 1.659 8.879.395 Balance as of 30 June 2012 25.641.459 2.862.981 94.744.954 22.202.129 145.451.523 107.080 145.558.603 Balance as of 1 January 2013 25.641.459 2.862.981 103.112.415 52.181.891 183.798.746 128.166 183.926.912 Appropriation of the consolidated net profit of 2012 - - 52.181.891 (52.181.891) - - - Dividends 18 - - (5.128.292) - (5.128.292) - (5.128.292) Others - - (320) - (320) - (320) Total comprehensive income for the period - - 1.620.200 30.256.290 31.876.490 10.114 31.886.604 Balance as of 30 June 2013 8 25.641.459 2.862.981 151.785.894 30.256.290 210.546.624 138.280 210.684.904 |
Attributable to the parent company's shareholders | ||||
|---|---|---|---|---|---|
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 2013 AND 2012
(Translation of financial statements originally issued in Portuguese – Note 20) (Amounts expressed in Euro)
| SEMESTER ENDED | QUARTER ENDED | ||||
|---|---|---|---|---|---|
| Notes | 30.06.2013 | 30.06.2012 | 30.06.2013 | 30.06.2012 | |
| Operating activities: | |||||
| Cash flow from operating activities (1) | 66.355.871 | 36.993.387 | 38.750.278 | 25.688.302 | |
| Investment activities: | |||||
| Collections relating to: | |||||
| Investments | 6 | 12.000 | 200.000 | 12.000 | - |
| Tangible assets | 305.916 | 371.476 | 280.971 | 149.335 | |
| Interest and similar income | 1.735.257 | 2.019.500 | 1.640.035 | 934.079 | |
| Investment subsidies | 612.843 | 530.718 | 555.723 | 138.931 | |
| Payments relating to: | |||||
| Investments | 6 | (2.973.844) | (4.050.469) | (2.961.094) | (4.041.469) |
| Investment subsidies | (4.035.948) | - | - | - | |
| Intangible assets | - | (3.223) | - | - | |
| Tangible assets | (6.902.495) | (6.436.270) | (3.521.285) | (3.954.828) | |
| Cash flow from investment activities (2) | (11.246.271) | (7.368.268) | (3.993.650) | (6.773.952) | |
| Financing activities: | |||||
| Collections relating to: | |||||
| Loans obtained | 103.230.087 | 15.847.581 | 99.281.852 | 6.779.510 | |
| Payments relating to: | |||||
| Loans obtained | (32.709.729) | (29.490.624) | (9.005.382) | (7.579.806) | |
| Interest and similar costs | (19.838.216) | (18.011.256) | (5.401.680) | (3.897.193) | |
| Distribution of dividends | 18 | (5.128.292) | (4.102.633) | (5.128.292) | (4.102.633) |
| Cash flow from financing activities (3) | 45.553.850 | (35.756.932) | 79.746.498 | (8.800.122) | |
| Cash and cash equivalents at the beginning of the period | 110.624.494 | 111.418.007 | 96.784.818 | 95.171.966 | |
| Variation of cash and cash equivalents: (1)+(2)+(3) | 100.663.450 | (6.131.813) | 114.503.126 | 10.114.228 | |
| Cash and cash equivalents at the end of the period | 6 | 211.287.944 | 105.286.194 | 211.287.944 | 105.286.194 |
The accompanying notes form an integral part of the consolidated financial statements.
(Translation of notes originally issued in Portuguese – Note 20)
(Amounts expressed in Euro)
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 was incorporated as a result of the reorganization process of Cofina, SGPS, S.A. occurred in 2005, through the demerger of the investment previously held by this group in Celulose do Caima, SGPS, S.A. (representing 97.23% of this company's share capital), under a simple demerger operation predicted in item 1.a), article 118 of the Commercial Companies Code ("Código das Sociedades Comerciais").
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 new 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 ACCOUNTING POLICIES AND BASIS FOR PRESENTATION
The consolidated financial statements as of 30 June 2013 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 2012.
3. CHANGES 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.
ALTRI, S.G.P.S., S.A. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS AS OF 30 JUNE 2013 (Translation of notes originally issued in Portuguese – Note 20)
(Amounts expressed in Euro)
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 2013 and 31 December 2012, are as follows:
| Company | Head Office | Percentage Held | Main activity | |
|---|---|---|---|---|
| Mother-Company: Altri, SGPS, S.A. |
OPorto | 2013 | 2012 | Investment management |
| Group Caima / Celtejo / Celbi: | ||||
| Altri - Energias Renováveis, SGPS, S.A. | Vila Velha de Ródão 99.83% | 99.83% | Investment management | |
| 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 |
| Celbinave – Tráfego e Estiva SGPS, Unipessoal, Lda. | Figueira da Foz | 100% | 100% | Freightage of ships |
| Celtejo – Empresa de Celulose do Tejo, S.A. | Vila Velha de Ródão 99.83% | 99.83% | Production and Commercialization of pulp | |
| Celulose Beira Industrial (Celbi), S.A. | Figueira da Foz | 100% | 100% | Production and Commercialization of pulp |
| Celulose do Caima, SGPS, S.A. | Figueira da Foz | 100% | 100% | Investment management |
| Inflora – Sociedade de Investimentos Florestais, S.A. | Figueira da Foz | 100% | 100% | Sylvan exploration |
| Invescaima – Investimentos e Participações, SGPS, S.A. | Figueira da Foz | 100% | 100% | Investment management |
| 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 |
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 2013 and 31 December 2012 are as follows:
| Company | Percentage held | Main activity | ||
|---|---|---|---|---|
| 2013 | 2012 | |||
| 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)
(Amounts expressed in Euro)
The book value, net assets, share capital and net profit for the period ended on 30 June 2013 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. | 593,381 | 4,086,307 | 1,780,141 | 501,538 |
| Joint ventures: | ||||
| EDP – Produção Bioeléctrica, S.A. | 6,853,403 142,031,194 15,243,868 1,892,923 | |||
| 7,446,784 |
(a) – includes loans granted.
4.3 INVESTMENTS AVAILABLE FOR SALE
As of 30 June 2013 and 31 December 2012 the investments available for sale are as follows:
| Company | Book value | |
|---|---|---|
| 2013 | 2012 | |
| Rigor Capital - Produção de Energia. Lda. | 10,527,397 | 10,527,397 |
| Other investments | 4,437,153 | 4,454,506 |
| 14,964,550 | 14,981,903 |
The caption "Investments available for sale" 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.
"Other investments" corresponds mainly to listed securities which are stated at their market value.
5. CHANGES OCCURED IN THE CONSOLIDATION PERIMETER
During the six months period ended 30 June 2013, there were no changes in the consolidation perimeter compared to 31 December 2012.
6. CASH AND CASH EQUIVALENTS
As of 30 June 2013 and 2012, the caption "Cash and cash equivalents" can be detailed as follows:
| 30.06.2013 | 30.06.2012 | |
|---|---|---|
| Cash Bank deposits |
13,575 211,274,369 |
15,136 106,562,276 |
| 211,287,944 | 106,577,412 | |
| Bank overdrafts | - | (1,291,218) |
| Cash and cash equivalents | 211,287,944 | 105,286,194 |
ALTRI, S.G.P.S., S.A. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS AS OF 30 JUNE 2013 (Translation of notes originally issued in Portuguese – Note 20)
(Amounts expressed in Euro)
During the six months period ended 30 June 2013, receipts from investments were as follows:
| Transaction Amount |
Amount received |
|
|---|---|---|
| Sócasca –Recolha e Comércio de Recicláveis, S.A. (Sold in 2011) |
2.300.000 --------------- |
12.000 ---------------- |
| 2.300.000 | 12.000 | |
| ========= | ========= |
During the six months period ended 30 June 2012, receipts from investments were as follows:
| Transaction amount |
Amount received |
|
|---|---|---|
| Sócasca –Recolha e Comércio de Recicláveis, S.A. | 2.300.000 | 200.000 |
| (Sold in 2011) | --------------- 2.300.000 |
---------------- 200.000 |
| ========= | ========= |
During the six months period ended 30 June 2013, payments from investments were as follows:
| Transaction amount |
Amount paid |
|
|---|---|---|
| Other investments available for sale (Note 4.3) | 2.973.844 --------------- |
2.973.844 ---------------- |
| 2.973.844 | 2.973.844 | |
| ========= | ========= |
During the six months period ended 30 June 2012, payments from investments were as follows:
| Transaction amount |
Amount paid |
|
|---|---|---|
| Other investments available for sale (Note 4.3) | 4.050.469 | 4.050.469 |
| --------------- 4.050.469 ========= |
---------------- 4.050.469 ========= |
7. CURRENT AND DEFERRED TAXES
In accordance with current legislation, tax returns are subject to review and correction by the tax authorities during a four-year 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 2009 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 2013.
(Translation of notes originally issued in Portuguese – Note 20)
(Amounts expressed in Euro)
The movements occurred in deferred tax assets and liabilities in the six months periods ended in 30 June 2013 and 2012 were as follows:
| 2013 | ||
|---|---|---|
| Deferred tax assets | Deferred tax liabilities | |
| Opening balance as of 1.1.2013 | 33,357,371 | 16,931,978 |
| Effects on income statement: | ||
| Harmonization of depreciation rates | 678,406 | - |
| Other effects | (242,216) | 369,581 |
| Total effect on income statement | 436,190 | 369,581 |
| Effect on shareholders' funds: | ||
| Fair values of derivatives | (1,561,143) | - |
| Closing balance as of 30.06.2013 | 32,232,418 | 17,301,559 |
| 2012 | ||
| Deferred tax assets | Deferred tax liabilities | |
| Opening balance as of 1.1.2012 | 13,699,322 | 444,167 |
| Effects on income statement: | ||
| Harmonization of depreciation rates | 825,262 | - |
| Other effects | 29,992 | (3,888) |
| Total effect on income statement | 855,254 | (3,888) |
| Effect on shareholders' funds: | ||
| Fair values of derivatives | 4,820,595 | - |
| Closing balance as of 30.06.2012 | 19,375,171 | 440,279 |
8. SHARE CAPITAL
As of 30 June 2013 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.
As of 30 June 2013 there were no entities holding more than 20% of the Company's subscribed share capital.
(Translation of notes originally issued in Portuguese – Note 20)
(Amounts expressed in Euro)
9. BANK LOANS, OTHER LOANS AND REIMBURSABLE INCENTIVES
As of 30 June 2013 and 31 December 2012, the captions "Bank loans", "Other loans" and "Reimbursable incentives" can be detailed as follows:
| 30/06/2013 | ||||||
|---|---|---|---|---|---|---|
| Nominal Value | Book Value | |||||
| Current | Non current | Total | Current | Non current | Total | |
| Bank loans | 40,557,034 | 162,999,023 | 203,556,057 | 40,482,034 | 162,699,023 | 203,181,057 |
| Bank loans | 40,557,034 | 162,999,023 | 203,556,057 | 40,482,034 | 162,699,023 | 203,181,057 |
| Commercial paper | 130,500,000 | 72,000,000 | 202,500,000 | 129,661,643 | 71,926,290 | 201,587,933 |
| Bonds | - | 375,000,000 | 375,000,000 | - | 373,633,426 | 373,633,426 |
| Other loans | 34,680,775 | - | 34,680,775 | 33,577,791 | - | 33,577,791 |
| Other loans | 165,180,775 | 447,000,000 | 612,180,775 | 163,239,434 | 445,559,716 | 608,799,150 |
| Reimbursable incentives | 1,501,997 | 12,539,423 | 14,041,420 | 1,501,997 | 12,539,423 | 14,041,420 |
| 207,239,806 | 622,538,446 | 829,778,252 | 205,223,465 | 620,798,162 | 826,021,627 |
| 31/12/2012 | ||||||
|---|---|---|---|---|---|---|
| Nominal Value | Book Value | |||||
| Current | Non current | Total | Current | Non current | Total | |
| Bank loans | 43,699,190 | 103,556,923 | 147,256,113 | 43,699,190 | 103,556,923 | 147,256,113 |
| Bank overdrafts | 1,767,991 | - | 1,767,991 | 1,767,991 | - | 1,767,991 |
| Bank loans | 45,467,181 | 103,556,923 | 149,024,104 | 45,467,181 | 103,556,923 | 149,024,104 |
| Commercial paper | 106,000,000 | 82,000,000 | 188,000,000 | 105,717,328 | 81,894,700 | 187,612,028 |
| Bonds | - | 375,000,000 | 375,000,000 | - | 373,104,432 | 373,104,432 |
| Other loans | 34,857,197 | - | 34,857,197 | 33,686,712 | - | 33,686,712 |
| Other loans | 140,857,197 | 457,000,000 | 597,857,197 | 139,404,040 | 454,999,132 | 594,403,172 |
| Reimbursable incentives | 11,694,604 | 22,770,236 | 34,464,840 | 11,694,604 | 22,770,236 | 34,464,840 |
| 198,018,982 | 583,327,159 | 781,346,141 | 196,565,825 | 581,326,291 | 777,892,116 |
As of 30 June 2013, there are bank overdrafts amounted to 10,000,000 Euro (14,001,000 Euro as of 31 December 2012), classified in the caption "Bank Loans".
The expenditures with the constitution of the loans were deducted from its nominal value, being these recognized as financial expenses along the loan's life period (Note 12).
(Translation of notes originally issued in Portuguese – Note 20)
(Amounts expressed in Euro)
10. ACCUMULATED PROVISIONS AND IMPAIRMENT LOSSES
The movements occurred in provisions and impairment losses for the periods ended at 30 June 2013 and 2012 can be detailed as follows:
| 30.06.2013 | ||||||
|---|---|---|---|---|---|---|
| Impairment losses in | ||||||
| Provisions | current assets | Total | ||||
| Opening balance | 1,535,342 | 5,536,965 | 7,072,307 | |||
| Increases | 3,072,651 | 450,000 | 3,522,651 | |||
| Utilizations | - | (1,003,738) | (1,003,738) | |||
| Closing balance | 4,607,993 | 4,983,227 | 9,591,220 |
| 30.06.2012 | ||||||
|---|---|---|---|---|---|---|
| Impairment losses in | ||||||
| Provisions | current assets | Total | ||||
| Opening balance | 1,149,668 | 6,851,677 | 8,001,345 | |||
| Increases | 1,000,000 | - | 1,000,000 | |||
| Utilizations | - | - | - | |||
| Closing balance | 2,149,668 | 6,851,677 | 9,001,345 |
During the six months ended in June 30 2013, the subsidiary Caima Indústria de Celulose, S.A., proceeded to the payment of an additional settlement of the Value Added Tax from previous years in the amount of 2,722,651 Euro which was recorded under the caption "Other non-current assets" for not agreeing with the fundamentals of that settlement. To face the risk of such settlement, Altri recorded a liability under the caption "Provisions" against the caption "Other indirect taxes" in the income statement.
The remaining increase in provisions and impairment losses in the amount of 800,000 Euro, is recorded against the income statement caption "Provisions and other impairment losses".
The reduction of impairment losses verified in the six months ended 30 June 2013 relates to the use of impairment losses in the amount of 831,493 Euro and reversals of impairment losses in the amount of 172,245 Euro.
The amount recorded under the caption "Provisions", at 30 June 2013 and 2012, is the best estimate of the Administration in order to face all the losses that may be supported due to the general risks from the activity of Altri's Group.
11. DERIVATIVE FINANCIAL INSTRUMENTS
As of 30 June 2013 and 2012 the companies of Altri's Group had contracts concerning financial derivative instruments to hedge of variations in pulp price and interest rates being these instruments registered according to its fair value.
The companies of Altri's Group only use derivatives to hedge cash flows from the operations generated by its activity.
ALTRI, S.G.P.S., S.A. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS AS OF 30 JUNE 2013 (Translation of notes originally issued in Portuguese – Note 20)
(Amounts expressed in Euro)
As of 30 June 2013 and 2012 the detail of the financial derivative instruments are as follows:
| Pulp price hedging derivatives |
Interest rates derivatives |
Exchange rate derivatives |
Total | |
|---|---|---|---|---|
| Opening balance as of 31.12.2012 | (8,696,330) | (13,417,466) | 261,783 | (21,852,013) |
| Derivatives fair value variation/cessation | ||||
| Effects on shareholders' funds | 1,872,392 | 1,331,151 | - | 3,203,543 |
| Effects on the profit and loss statement | - | 2,654,112 | (261,783) | 2,392,329 |
| Closing balance as of 30.06.2013 | (6,823,938) | (9,432,203) | - | (16,256,141) |
| Pulp price hedging | Interest rates | |||
| derivatives | derivatives | Total | ||
| Opening balance as of 31.12.2011 | (302,933) | (14,449,051) | (14,751,984) | |
| Derivatives fair value variation/cessation | ||||
| Effects on shareholders' funds | (17,709,811) | (481,112) | (18,190,923) | |
| Effects on the profit and loss statement | - | 661,637 | 661,637 | |
| Closing balance as of 30.06.2012 | (18,012,744) | (14,268,526) | (32,281,270) |
12. FINANCIAL RESULTS
The financial results for the six months periods ended at 30 June 2013 and 2012 are detailed as follows:
| 30.06.2013 | 30.06.2012 | |
|---|---|---|
| Financial expenses: | ||
| Interest | 10,681,676 | 14,014,741 |
| Other financial expenses | 3,937,093 | 5,687,092 |
| 14,618,769 | 19,701,833 | |
| Financial income: | ||
| Interest | 1,111,069 | 2,609,491 |
| Other financial income | 861,937 | 1,050,864 |
| 1,973,006 | 3,660,355 |
The caption "Other financial expenses" includes, mainly, expenses incurred with the establishment of the loans which are being recognized as costs through the life period of the respective loans (Note 9) and losses relative to interest rate financial derivative instruments (Note 11).
The "Gains and losses in associated companies and joint ventures" relate to the appropriation of the Group share in the results of the investments in the associated companies and joint ventures (Note 4.2).
ALTRI, S.G.P.S., S.A. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS AS OF 30 JUNE 2013 (Translation of notes originally issued in Portuguese – Note 20)
(Amounts expressed in Euro)
13. EARNINGS PER SHARE
Earnings per share in the six months periods ended as of 30 June 2013 and 2012 were calculated considering the following amounts:
| 30.06.2013 | 30.06.2012 | |
|---|---|---|
| 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 | 30,256,290 | 22,202,129 |
| Earnings per share Basic Diluted |
0.15 0.15 |
0.11 0.11 |
14. OTHER INCOME
As of 30 June 2013 and 2012 the caption of the statement of profit and loss "Other Income" is detailed as follows:
| 30.06.2013 | 30.06.2012 | |
|---|---|---|
| Investment and exploration subsidies | 4,491,725 | 1,419,729 |
| Gains obtained from the alienation of fixed assets | - | 88,397 |
| Other income | 859,193 | 1,032,241 |
| 5,350,918 | 2,540,367 |
15. OTHER EXPENSES
As of 30 June 2013 and 2012 the caption of the statement of profit and loss "Other expenses" is detailed as follows:
| 30/06/2013 | 30/06/2012 | |
|---|---|---|
| Direct taxes and charges | 867,779 | 746,290 |
| Losses in commodities derivative contracts (Note 11) | 5,761,410 | 1,862,675 |
| Other costs | 979,601 | 496,187 |
| 7,608,790 | 3,105,152 |
16. SEGMENTAL INFORMATION
On 16 April 2008, the Board of Administration of Altri, S.G.P.S., S.A. approved a simple reorganization project of this society which implies 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 allows Altri Group to focus its activity on its core business, production and commercialization of bleached paper pulp form eucalyptus, so the Board of Directors believe that there is only one business segment and the management information is reported and analyzed on this basis.
(Translation of notes originally issued in Portuguese – Note 20)
(Amounts expressed in Euro)
17. RELATED PARTIES
The participated companies of the Group realize between them and at market prices, transactions that classifies 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 2013 and 2012, there were no transactions with the Directors of the Group and were no granted loans.
As of 30 June 2013 and 2012 the balances and transactions with related parties are as follow:
| Purchases and services | Sales and services | Interest income | ||||
|---|---|---|---|---|---|---|
| Transactions | 30.06.2013 | 30.06.2012 | 30.06.2013 | 30.06.2012 | 30.06.2013 | 30.06.2012 |
| Associated companies and joint ventures (a) | 773,972 | - | 2,512,339 | 2,372,786 | 160,466 | 292,441 |
| Other related parties (b) | 3,193,695 | 4,062,552 | - | - | - | - |
| 3,967,667 | 4,062,552 | 2,512,339 | 2,372,786 | 160,466 | 292,441 | |
| Accounts payable | Accounts receivable | Granted loans | ||||
| Balances | 30.06.2013 | 30.06.2012 | 30.06.2013 | 30.06.2012 | 30.06.2013 | 30.06.2012 |
| Associated companies and joint ventures (a) | 135,825 | 295,683 | 1,255,733 | 461,712 | 13,807,905 | 16,807,905 |
| Other related parties (b) | 14,823 | 651,646 | - | 8 1 |
- | - |
| 150,648 | 947,329 | 1,255,733 | 461,793 | 13,807,905 | 16,807,905 |
(a) All entities consolidated by the equity method as of 30 June 2013 and 2012 (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.
Besides the companies included in consolidation (Note 4), entities considered as related parties as of 30 June 2013 can be detailed as follow:
Adcom Media Anúncios e Publicidade, S.A. Alteria, S.G.P.S., S.A. Storax – Equipements, S.A. Caderno Azul, S.G.P.S., S.A. Actium Capital, S.G.P.S., S.A. Cofihold, S.G.P.S., S.A. Cofina, SGPS, S.A. Cofina B.V. Cofina Media, SGPS, S.A. Cofina Eventos e Comunicação, S.A. Destak Brasil – Editora de Publicações, S.A. Destak Brasil – Empreendimentos e Participações, S.A. Edisport – Sociedade de Publicações, S.A. Edirevistas – Sociedade Editorial, S.A. Efe Erre Participações, S.G.P.S., S.A. Elege Valor, S.G.P.S., S.A. F. Ramada – Investimentos, SGPS, S.A. F. Ramada – Aços e Indústrias, S.A. F. Ramada – Produção e Comercialização de Estruturas Metálicas de Armazenagem, S.A. F. Ramada II, Imobiliária, S.A. F. Ramada Serviços de Gestão, Lda. Grafedisport – Impressão e Artes Gráficas, S.A. Livre Fluxo, S.G.P.S., S.A. Malva – Gestão Imobiliária, S.A. Mediafin, SGPS, S.A. Metronews – Publicações S.A. Mercados Globais – Publicação de Conteúdos, Lda. Presselivre – Imprensa Livre, S.A. Sociedade Imobiliária Porto Seguro – Investimentos Imobiliários, S.A. Storax Racking Systems, Ltd.
ALTRI, S.G.P.S., S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
AS OF 30 JUNE 2013
(Translation of notes originally issued in Portuguese – Note 20)
(Amounts expressed in Euro)
Storax Benelux Transjornal – Edição de Publicações, S.A. Torres da Luz – Investimentos Imobiliários, S.A. Universal Afir – Aços, Máquinas e Ferramentas, S.A. VASP – Sociedade de Transportes e Distribuições, Lda Web Works – Desenvolvimento de Aplicações para Internet, S.A. Valor Autêntico, SGPS, S.A.
18. APPLICATION OF THE NET INCOME
Relating to the year ended in 2012, the Board of Directors proposed, in its general report, that the individual net loss of Altri, SGPS, S.A. in the amount of 4,145,968.07 Euro will be transferred to returned earnings. The proposal was approved in the General Assembly held on 18 April 2013.
The Board of Directors proposed also the distribution of free reserves in the amount of 5,128,292.80 Euro, as dividends, corresponding to a dividend of 0.025 Euro by share, this proposal was also approved on the General Assembly held on 18 April 2013.
19. FINANCIAL STATEMENTS APPROVAL
The financial statements were approved by the Board of Directors and authorized for issuance in 31 July 2013.
20. EXPLANATION ADDED FOR TRANSLATION
These 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 – President João Manuel Matos Borges de Oliveira Pedro Macedo Pinto de Mendonça Domingos José Vieira de Matos Laurentina da Silva Martins