Earnings Release • Nov 16, 2011
Earnings Release
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Public Company
Head Office: Rua do General Norton de Matos, 68, r/c – Porto Fiscal Number 502 293 225 Share Capital: 25.641.459 Euro
3 rd quarter '11 FINANCIAL INFORMATION (Non audited)
The consolidated financial information of Cofina for the 3rd quarter 2011, prepared in accordance with the recognition and measurement principles of the International Financial Reporting Standards (IFRS), can be presented as follows:
| (amounts in thousand Euro) | 9M 2011 | 9M 2010 | Var (%) |
|---|---|---|---|
| 9M11/9M10 | |||
| Operating income | 94,357 | 100,446 | -6.1% |
| Circulation | 49,635 | 49,609 | 0.1% |
| Advertising | 36,082 | 39,163 | -7.9% |
| Alternative marketing products and others | 8,640 | 11,674 | -26.0% |
| Operating income by segments | 94,357 | 100,446 | -6.1% |
| Newspapers | 71,651 | 75,069 | -4.6% |
| Magazines | 22,706 | 25,377 | -10.5% |
| Operating expenses (a) | 79,987 | 84,549 | -5.4% |
| Consolidated EBITDA (b) | 14,370 | 15,897 | -9.6% |
| EBITDA margin | 15.2% | 15.8% | - 0.6 p.p. |
| Newspapers EBITDA | 15,097 | 16,125 | -6.4% |
| Newspapers EBITDA margin | 21.1% | 21.5% | - 0.4 p.p. |
| Magazines EBITDA | -727 | -228 | - |
| Magazines EBITDA margin | -3.2% | -0.9% | - 2.3 p.p. |
| Amortisation and depreciation (-) | 2,806 | 2,888 | -2.8% |
| EBIT | 11,564 | 13,009 | -11.1% |
| EBIT margin | 12.3% | 13.0% | - 0.7 pp |
| Net financial income | (2,190) | (22,643) | - |
| Income before taxes and minority interests | 9,374 | -9,634 | - |
| Income taxes | 3,998 | 2,602 | 53.7% |
| Minority interests | (6) | (43) | -87.2% |
| Net consolidated profit / loss (c) | 5,381 | -12,193 | - |
(a) Operating expenses excluding amortisation
(b) EBITDA = earnings before interest, taxes, amortisation and depreciation
(c) Net profit / (loss) attributable to the parent company shareholders
The first nine months of 2011 were influenced by a recessive macroeconomic context that was strongly felt in a private consumption contraction; this trend has been deteriorating throughout the year. Therefore, the advertising investment recorded significant decreases, with the advertisers postponing and reducing their investment decisions.
Total operating income reached 94.4 million Euro, which corresponded to a decrease of 6% when comparing with the prior year homologous period. This decrease was motivated by the reduction in advertising income (-7.9%) and in alternative marketing products (-26%).
Circulation income recorded a slight increase of 0.1% in relation to the first nine months of 2010, reaching over 49.6 million Euro.
EBITDA recorded in this period amounted to approximately 14.4 million Euro, which corresponds to a decrease of 9.6% year on year. EBITDA margin reached 15.2%.
Consolidated net income recorded in the nine months period ended as of 30 September 2011 amounted to 5.4 million Euro, comparing to -12.2 million Euro in the previous year.
The consolidated net income of the third quarter of 2011 includes -0.8 million Euro related to the loss recorded with the disposal, in July 2011, of the remaining shares in ZON Multimédia (1.3%).
The total impact of the stake in ZON Multimedia in the profit and loss statement for the nine months period ended as of 30 September 2011 amounted to, approximately, 1.6 million Euro.
As of 30 September 2011, the nominal net debt of Cofina was, approximately, 85.9 million Euro.
| 9M 2011 | 9M 2010 | Var (%) | 3Q 2011 | 3Q 2010 | Var (%) | |
|---|---|---|---|---|---|---|
| (amounts in thousand Euro) | 9M11/9M10 | 3Q11/3Q10 | ||||
| Consolidated operating income | 71,651 | 75,069 | -4.6% | 24,446 | 25,037 | -2.4% |
| Circulation | 37,272 | 36,720 | 1.5% | 13,426 | 13,201 | 1.7% |
| Advertising | 27,823 | 29,807 | -6.7% | 8,615 | 9,012 | -4.4% |
| Alternative marketing products and others | 6,556 | 8,542 | -23.2% | 2,405 | 2,824 | -14.8% |
| Operating expenses (a) | 56,554 | 58,944 | -4.1% | 19,381 | 19,243 | 0.7% |
| Consolidated EBITDA (b) | 15,097 | 16,125 | -6.4% | 5,065 | 5,794 | -12.6% |
| EBITDA margin | 21.1% | 21.5% | -0.4 p.p. | 20.7% | 23.1% | -2.4 p.p. |
(a) Operating expenses excluding amortisation
(b) EBITDA = earnings before interest, taxes, amortisation and depreciation
During the third quarter of 2011, consolidated income of the newspapers segment reached 24.4 million Euro, a decrease of, approximately, 2.4% when compared to the homologous period of 2010. Advertising income decreased over 4%, while revenue related to alternative marketing products decreased about 15%.
Circulation income increased 1.7%, reaching, approximately, 13.4 million Euro.
Therefore, the EBITDA in this segment amounted to, approximately, 5.1 million Euro, a decrease of, approximately, 12.6% comparing with the homologous period of 2010. EBITDA margin reached 20.7%.
Total revenue of this segment, in this period, reached, approximately, 7.7 million Euro, reflecting a decrease of about 11% when compared to the homologous period of 2010.
| 9M 2011 | 9M 2010 | Var (%) | 3Q 2011 | 3Q 2010 | Var (%) | |
|---|---|---|---|---|---|---|
| (amounts in thousand Euro) | 9M11/9M10 | 3Q11/3Q10 | ||||
| Consolidated operating income | 22,706 | 25,377 | -10.5% | 7,692 | 8,629 | -10.9% |
| Circulation | 12,363 | 12,889 | -4.1% | 4,382 | 4,843 | -9.5% |
| Advertising | 8,259 | 9,356 | -11.7% | 2,608 | 3,007 | -13.3% |
| Alternative marketing products and others | 2,084 | 3,132 | -33.5% | 702 | 779 | -9.9% |
| Operating expenses (a) | 23,433 | 25,605 | -8.5% | 7,440 | 8,458 | -12.0% |
| Consolidated EBITDA (b) | -727 | -228 | 218.9% | 252 | 171 | 47.4% |
| EBITDA margin | -3.2% | -0.9% | -2.3 p.p. | 3.3% | 2.0% | +1.3 p.p. |
(a) Operating expenses excluding amortisation (b) EBITDA = earnings before interest, taxes, amortisation and depreciation
Circulation income recorded a decrease (-9.5%) reaching about 4.4 million Euro. Advertising income and alternative marketing products income recorded decreases of 13% and 10%, respectively.
As a result of the cost reduction strategy that is being implemented, operational expenses have reduced by 12% when comparing with the 3rd quarter of 2010.
Therefore, EBITDA of magazines segment recorded in the third quarter of 2011 was 252 thousand Euro, which represents an increase over 47% when compared to the homologous period of 2010.
Porto, November 3 rd , 2011
(Amounts expressed in Euro)
| NON CURRENT ASSETS Tangible assets 9.176.730 10.755.915 Goodwill 5 94.649.014 94.992.223 Intangible assets 529.667 512.688 Investments in associated companies 4 3.418.729 3.393.399 Investments held for sale 4 8.570 5.000 7.107.742 8.782.149 Deferred tax assets Total non current assets 114.890.452 118.441.374 CURRENT ASSETS 3.332.457 3.983.702 Inventories Customers 11.551.977 12.596.832 271.078 283.439 State and other public entities Other current debtors 1.082.468 1.574.833 7.130.516 6.181.610 Other current assets Investments recorded at fair value through profit and loss 7 7.498 51.501.598 8 38.477.205 25.179.147 Cash and cash equivalents Total current assets 61.853.199 101.301.161 TOTAL ASSETS 176.743.651 219.742.535 EQUITY AND LIABILITIES SHAREHOLDERS' FUNDS 16 25.641.459 25.641.459 Share capital Share premium account 15.874.835 15.874.835 5.409.144 5.409.144 Legal reserve Other reserves (40.537.241) (44.757.422) Consolidated net profit/(loss) for the period attributable to the parent 5.381.480 5.018.193 Equity attributable to equity holder of the parent 11.769.677 7.186.209 Non controlling interests 644.360 735.909 TOTAL EQUITY 12.414.037 7.922.118 LIABILITIES NON CURRENT LIABILITIES Other loans 10 20.209.839 19.985.593 Pension liabilities 701.190 701.190 Other non current creditors 9 1.495.583 2.456.506 Provisions 1.274.741 2.547.778 Total non current liabilities 23.681.353 25.691.067 CURRENT LIABILITIES Bank loans 8 and 10 32.343.585 21.309.474 10 71.341.816 123.996.995 Other loans Derivatives 11 893.488 930.601 8.734.504 11.523.113 Suppliers State and other public entities 3.685.081 3.677.939 9 8.637.223 9.746.715 Other current creditors Other current liabilities 15.012.564 14.944.513 Total de passivos correntes 140.648.261 186.129.350 TOTAL LIABILITIES 164.329.614 211.820.417 TOTAL EQUITY AND LIABILITIES 176.743.651 219.742.535 |
ACTIVO | Notes | 30.09.2011 | 31.12.2010 |
|---|---|---|---|---|
The accompanying notes form an integral part of the consolidated financial statements.
The Chartered Accountant The Board of Directors
| 3rd quarter | 3rd quarter | ||||
|---|---|---|---|---|---|
| Notes | 30.09.2011 | 30.09.2010 | 2011 | 2010 | |
| Sales | 49.341.968 | 49.677.915 | 17.514.791 | 18.214.266 | |
| Services rendered | 35.169.850 | 39.422.023 | 10.311.287 | 12.288.322 | |
| Other operating income | 9.845.124 | 11.346.374 | 4.311.667 | 3.163.309 | |
| Cost of sales | (14.670.290) | (13.975.344) | (5.324.855) | (4.776.869) | |
| External supplies and services | (35.636.103) | (39.477.879) | (11.905.053) | (12.541.363) | |
| Payroll expenses | (28.406.380) | (29.771.557) | (9.185.768) | (9.952.508) | |
| Amortisation and depreciation | (2.805.944) | (2.888.091) | (933.395) | (966.537) | |
| Provisions and impairment losses | (840.075) | (878.699) | (237.960) | (281.663) | |
| Other operating expenses | (434.036) | (445.928) | (166.863) | (148.555) | |
| Gains and losses in derivatives | 11 | (432.370) | (278.338) | (122.701) | (278.338) |
| Gains and losses in associated companies | 12 | 122.230 | 111.331 | 105.678 | 69.526 |
| Gains and losses in other investments | 7 and 12 | 1.619.940 | (19.412.820) | (803.598) | (4.283.580) |
| Financial expenses | 12 | (4.527.726) | (4.232.699) | (1.778.530) | (1.271.994) |
| Financial income | 12 | 1.028.158 | 1.169.644 | 446.965 | 491.774 |
| Loss before income tax | 9.374.346 | (9.634.068) | 2.231.665 | (274.210) | |
| Income tax | 6 | (3.998.417) | (2.601.760) | (1.264.284) | (984.726) |
| Net consolidated profit / (loss) for the period | 5.375.929 | (12.235.828) | 967.381 | (1.258.936) | |
| Attributable to: | |||||
| Shareholders of the parent company | 5.381.480 | (12.192.856) | 962.508 | (1.266.465) | |
| Non-controlling interests | (5.551) | (42.972) | 4.873 | 7.529 | |
| Earnings per share: | |||||
| Basic | 15 | 0,05 | (0,12) | 0,01 | (0,01) |
| Diluted | 15 | 0,05 | (0,12) | 0,01 | (0,01) |
The accompanying notes form an integral part of the consolidated financial statements.
The Chartered Accountant The Board of Directors
| Att ribu tab le t ity hol der f th nt o e qu s o e p are |
||||||||
|---|---|---|---|---|---|---|---|---|
| Sha re |
Sh miu are pre m |
Leg al |
Oth er |
Ne t |
No roll ing ont n c |
Tot al |
||
| ital cap |
t acc oun |
res erv e |
res erv es |
fit / ( loss ) pro |
Tot al |
inte ts res |
ity equ |
|
| Bal f 1 Jan 201 0 anc e a s o uar y |
25. 641 .45 9 |
15. 874 .83 5 |
5.4 09. 144 |
( 60. 362 .75 3) |
17. 091 .52 9 |
3.6 54. 214 |
591 .83 5 |
4.2 46. 049 |
| Ap iatio f co lida ted sul t fo t re r 20 09: pro pr n o nso ne |
||||||||
| Tra nsf o le l re and ain ed nin er t ret ga ser ve ear gs |
- | - | - | 17. 091 .52 9 |
( 17. 091 .52 9) |
- | - | |
| Div ide nds dis trib d ute |
- | - | - | ( ) 1.0 25. 659 |
- | ( ) 1.0 25. 659 |
( ) 69. 660 |
( ) 1.0 95. 319 |
| Ch in r nd lling int ntro sts ang es ese rve s a non -co ere : |
||||||||
| Oth han er c ges |
- | - | - | ( 64) 1.4 |
- | ( 64) 1.4 |
( 19) 1.1 |
( 83) 2.5 |
| Tot al c hen sive inc e fo r th erio d om pre om e p |
- | - | - | ( 751 .03 6) |
( 12. 192 .85 6) |
( 12. 943 .89 2) |
( 42. 972 ) |
( 12. 986 .86 4) |
| Bal f 30 Se pte mb er 2 010 anc e a s o |
25. 641 .45 9 |
15. 874 .83 5 |
5.4 09. 144 |
( 45. 049 .38 3) |
( 12. 192 .85 6) |
( 10. 316 .80 1) |
478 .08 4 |
( 9.8 38. 717 ) |
| Bal f 1 Jan 201 1 anc e a s o uar y |
25. 641 .45 9 |
15. 874 .83 5 |
5.4 09. 144 |
( 2) 44. 757 .42 |
5.0 18. 193 |
7.1 86. 209 |
735 .90 9 |
7.9 22. 118 |
| Ap iatio f co lida ted sul t fo r 20 10: t re pro pr n o nso ne |
||||||||
| Tra nsf er t tain ed nin o re ear gs |
- | - | - | 5.0 18. 193 |
( ) 5.0 18. 193 |
- | - | - |
| Div ide nds dis trib d ute |
- | - | - | ( 1.0 25. 658 ) |
- | ( ) 1.0 25. 658 |
( 88. 500 ) |
( 1.1 14. 158 ) |
| Ch in r nd ntro lling int sts ang es ese rve s a non -co ere : |
||||||||
| Oth han er c ges |
- | - | - | ( ) 47. 824 |
- | ( ) 47. 824 |
2.5 02 |
( ) 45. 322 |
| Tot al c hen sive inc e fo r th erio d om pre om e p |
- | - | - | 275 .47 0 |
5.3 81. 480 |
5.6 56. 950 |
( 5.5 51) |
5.6 51. 399 |
| f 30 Se Bal pte mb er 2 011 anc e a s o |
25. 641 .45 9 |
15. 874 .83 5 |
5.4 09. 144 |
( 1) 40. 537 .24 |
5.3 81. 480 |
11. 769 .67 7 |
644 .36 0 |
12. 414 .03 7 |
The accompanying notes form an integral part of the consolidated financial statements.
The Chartered Accountant
The Board of Directors
| willow the expressed in Early | |
|---|---|
| 30.09.2011 | 30.09.2010 | 3rd quarter 2011 |
3rd quarter 2010 |
|
|---|---|---|---|---|
| Profit / (loss) for the period | 5.375.929 | (12.235.828) | 967.381 | (1.258.936) |
| Exchange differences arising on translation of foreign operations | 246.593 | - | 212.851 | - |
| Changes in cash-flows hedges' fair value | 28.877 | (751.036) | (359.108) | (74.726) |
| Total comprehensive income for the period | 5.651.399 | (12.986.864) | 821.124 | (1.333.662) |
| Attributable to: | ||||
| Shareholders of the parent company | 5.656.950 | (12.943.892) | 816.251 | (1.341.191) |
| Non-controlling interests | (5.551) | (42.972) | 4.873 | 7.529 |
The accompanying notes form an integral part of the consolidated financial statements.
The Chartered Accountant The Board of Directors
(Amounts expressed in Euro)
| Notes | 30.09.2011 | 30.09.2010 | 3rd quarter 2011 | 3rd quarter 2010 | |||||
|---|---|---|---|---|---|---|---|---|---|
| Operating activities | |||||||||
| Cash flow from operating activities (1) | 9.467.056 | 11.026.719 | 1.881.413 | 5.541.003 | |||||
| Investment activities | |||||||||
| Collections relating to: | |||||||||
| Investments | 8 | 51.627.640 | - | 11.994.000 | - | ||||
| Tangible assets | 25.884 | 28.250 | 6.350 | 28.250 | |||||
| Interest and similar income | 887.947 | 3.701.248 | 382.356 | 3.097.446 | |||||
| Dividends | 1.486.400 | 54.027.871 | 2.430.400 | 6.159.898 | - | 12.382.706 | - | 3.125.696 | |
| Payments relating to: | |||||||||
| Investments | 8 | (160.000) | (125.000) | - | - | ||||
| Tangible assets | (1.157.466) | (991.984) | (561.284) | (696.492) | |||||
| Intangible assets | (397.507) | (1.714.973) | (68.689) | (1.185.673) | (212.277) | (773.561) | (33.115) | (729.607) | |
| Cash flow from investment activities (2) | 52.312.898 | 4.974.225 | 11.609.145 | 2.396.089 | |||||
| Financing activities | |||||||||
| Collections relating to: | |||||||||
| Loans obtained | - | - | - | - | - | - | - | - | |
| Payments relating to: | |||||||||
| Interest and similar costs | (4.375.616) | (6.837.349) | (936.235) | (5.165.244) | |||||
| Lease contracts | (1.111.163) | (1.763.158) | (252.492) | (609.149) | |||||
| Dividends | (1.025.658) | (1.025.659) | - | - | |||||
| Loans obtained | (53.000.000) | (49.000.000) | (12.500.000) | (44.000.000) | |||||
| Supplementary capital | (3.570) | (59.516.007) | - | (58.626.166) | - | (13.688.727) | - | (49.774.393) | |
| Cash flow from financing activities (3) | (59.516.007) | (58.626.166) | (13.688.727) | (49.774.393) | |||||
| Cash and its equivalents at the beginning of the period | 8 | 3.869.673 | 43.897.575 | 6.331.789 | 43.109.654 | ||||
| Variation of cash and its equivalents: (1)+(2)+(3) | 2.263.947 | (42.625.222) | (198.169) | (41.837.301) | |||||
| Cash and its equivalents at the end of the period | 8 | 6.133.620 | 1.272.353 | 6.133.620 | 1.272.353 |
The accompanying notes form an integral part of the consolidated financial statements.
The Chartered Accountant The Board of Directors
(Amounts expressed in Euro)
Cofina, SGPS, S.A. ("Cofina" or "Company"), is an open capital company, with headquarters located at Rua General Norton de Matos, 68, r/c in Porto and has its shares listed in the NYSE Euronext Lisbon Stock Exchange. Cofina is the Parent company of a group of companies detailed in Note 4, commonly designated as Cofina Group, and its main activity is the management of investments in the Media sector (written press).
The Group owns headings of reference in the respective segments, publishing titles like newspapers "Correio da Manhã", "Record", "Jornal de Negócios", "Destak" and "Metro", as well as the magazines "Sábado", "Automotor", "TV Guia", "Flash!", "Rotas e Destinos", "Máxima" and "GQ", among others.
During the nine month period ended as of 30 Setember 2011, the Group developed its activity mainly in Portugal, having also some interests in Brazil through the investment in Destak Brasil and in the subsidiary Adcom Media (Note 4).
The accompanying consolidated financial statements have been prepared under the going concern assumption, although the consolidated total equity as of 30 September 2011 is slightly less than half of its share capital. This is due solely to the Group's past exposure to ZON Multimédia - Serviços de Telecomunicações e Multimedia, SGPS, S.A. ("Zon Multimedia") until July 2011 through the holding of 15,190,000 shares recorded at their market value; these shares were totally disposed during the nine month period ended as of 30 September 2011 (Note 7).
Cofina´s consolidated financial statements are expressed in Euro (rounded to the nearest unit). This is the currency used by the Group in its operations and as such, considered the functional currency. The operations of the foreign group companies whose functional currency is not the Euro are translated to Euro using the exchange rates in force at the balance sheet date. Income and expenses and cash flows are converted to Euro using the average exchange rate for the period. The exchange rate differences originated are recorded in equity captions.
Annual financial statements were prepared in accordance with the International Financial Reporting Standards ("IFRS") as adopted by the European Union. The financial statements as of 30 September 2011 were prepared in accordance with the International Accounting Standard 34 – Interim Financial Reporting.
The accounting policies adopted in Cofina's consolidated financial statements are consistent with those used in the preparation of the consolidated financial statements for the year ended as of 31 December 2010.
During this period there were no changes in accounting policies nor were detected any material errors relating to previous periods.
The companies included in the consolidated financial statements by the full consolidation method, their headquarters, percentage of participation held and activity developed as of 30 September 2011 are as follows:
| Designation | Headquarters | Percentage participation held |
Activity |
|---|---|---|---|
| Parent Company: Cofina, SGPS, S.A. |
Porto | Investment management | |
| Cofina B.V. ("Cofina BV") | Amesterdam (The Netherlands) |
100.00% | Investment management Investment management |
| Efe Erre Participações, SGPS, S.A. ("FR") | Ovar | 100.00% | Investment management |
| Cofina Media Group Cofina Media, SGPS, S.A. ("Cofina Media") Presselivre – Imprensa Livre, S.A. ("Presselivre") Edisport – Sociedade de Publicações, S.A. ("Edisport") Edirevistas – Sociedade Editorial, S.A. ("Edirevistas") Mediafin, SGPS, S.A. ("Mediafin") |
Lisbon Lisbon Lisbon Lisbon Lisbon |
100.00% 99.44% 100.00% 99.46% 100.00% |
Investment management Newspapers and magazine publication Newspapers publication Magazines publication Investment management |
| Metronews – Publicações, S.A. ("Metronews") Grafedisport – Impressão e Artes Gráficas, S.A. |
Carnaxide Queluz |
59.00% 100.00% |
Newspapers publication Newspapers print |
| ("Grafedisport") Web Works – Desenvolvimento de Aplicações· para Internet, S.A. ("Web Works") |
Lisbon | 51% | Production and creation of websites for online business development |
| Transjornal – Edição de Publicações, S.A. ("Transjornal") |
Lisbon | 59% | Newspapers publication |
| Cofina - Eventos e Comunicação S.A. ("Cofina Eventos") |
Lisbon | 70% | Events promotion and organization |
| Adcom Media – Anúncios e Publicidade S.A. ("Adcom Media") (a) |
São Paulo, Brazil |
100% | Communication and advertising services |
(a) former associated company acquired during the year ended as of 31 December 2010. (Note 5).
All the above companies were included in the consolidated financial statements in accordance with the full consolidation method.
The associated companies, their headquarters, percentage of participation held and activity developed as of 30 September 2011 are as follows:
| Designation | Headquarters | Activity | ||
|---|---|---|---|---|
| Direct | Indirect | |||
| VASP – Sociedade de Transportes e Distribuições, Lda. | Lisbon | 33.33% | - | Publications distribution |
| Destak Brasil – Empreendimentos e Participações, S.A. | São Paulo, Brazil |
23.96% | - | Investment management |
| Mercados Globais – Publicação de Conteúdos, Lda. | V.N.Gaia | 50% | - | Management of services and promotion of a financial forum on the internet |
These associated companies were included in the consolidated financial statements in accordance with the equity method.
The acquisition cost of the associated companies and their book value as of 30 September 2011 are as follows:
| Designation | Acquisition cost |
Book value |
|---|---|---|
| VASP – Sociedade de Transportes e Distribuições, Lda. | 6,234 | 3,315,730 |
| Destak Brasil – Editora, S.A. (a) | - | - |
| Destak Brasil – Empreendimentos e Participações, S.A. | 299,064 | - |
| Mercados Globais – Publicação de Conteúdos, Lda. | 72,000 | - |
(a) – investment held by the subsidiary Destak Brasil – Empreendimentos e Participações, S.A.
As of 30 September 2011 and 31 December 2010 the caption "Investments in associated companies" can be detailed as follows:
| 30.09.2011 | 31.12.2010 | |
|---|---|---|
| Financial investment | ||
| VASP – Sociedade de Transportes e Distribuições, Lda. – equity method | 3,315,730 | 3,195,500 |
| Destak Brasil – Empreendimentos e Participações, S.A. | 299,064 | 299,064 |
| Mercados Globais - Publicação de Conteúdos, Lda. | 72,000 | 72,000 |
| 3,581,116 | 3,564,564 | |
| Accumulated impairment losses on investments in associates | (371,064) | (371,064) |
| Loans to associated companies | ||
| Gross amount | 193,846 | 290,746 |
| Accumulated impairment losses | (90,847) | (90,847) |
| 3,418,729 | 3,393,399 |
As of 30 September 2011 and 31 December 2010 the Group has available for sale investments corresponding to minority investments, for which the Group has recorded impairment losses in previous periods.
During the nine month period ended as of 30 September 2011, the movement in the caption "Goodwill" fully refers to the changes in exchange rates in the nine month period then ended of the computed Goodwill of the subsidiary Adcom Media.
During the nine month period ended as of 30 September 2010, there were no movements in the caption "Goodwill".
Tax expenses recorded in the income and expenses statements for the nine month periods ended as of 30 September 2011 and 2010 are detailed as follows:
| 30.09.2011 | 30.09.2010 | |
|---|---|---|
| Current Tax | ||
| Income tax for the period | 2,207,986 | 787,067 |
| (Excess)/Insufficiency of prior years income tax | 126,436 | 4,257 |
| Additional tax assessments | - | 1,219,552 |
| Deferred taxes | 1,663,995 | 590,884 |
| 3,998,417 | 2,601,760 |
In the nine month period ended as of 30 September 2010, the caption "Additional tax assessments" refers to a correction to the computed taxable income of the year ended as of 31 December 2006.
As of 30 September 2011, a dispute with the Portuguese tax authorities ("Direcção Geral de Contribuições e Impostos") was still in progress following a Corporate Income Tax inspection regarding year 2007, with an amount of, approximately, 16 million Euro being challenged by the tax authorities. The consolidated financial statements as of 30 September 2011 and as of 31 December 2010 do not include any provision regarding this situation, as the Board of Directors, supported by its tax and legal advisors, believes that the outcome of this process will not represent any material impact for the Group.
The amount included in the caption "Investments measured at fair value through profit and loss" as of 30 September 2011 and 31 December 2010 relate to shares traded in stock markets and are recorded at their market value as of those dates.
As of 30 September 2011, the book value can be detailed as follows:
| Number of shares | Share price | Market value | |
|---|---|---|---|
| Zon Multimédia Other shares |
- | N/A | - 7,498 |
| -------- 7,498 ===== |
During the nine month period ended as of 30 September 2011, the Group disposed all of the shares held in Zon Multimedia. The movement associated to this share in the nine month period ended as of 30 September 2011 was as follows:
| Description | Date | Quantity | Price | Amount | Impact |
|---|---|---|---|---|---|
| Opening balance | 31/12/2010 | 15,190,000 | 3.39 | 51,494,100 | |
| Sale | Apr/11 | (5,900,000) | 3.65 | (21,535,000) | 1,534,000 |
| Sale | Jun/11 | (5,292,000) | 3.42 | (18,098,640) | 158,760 |
| Sale | Jul/11 | (3,998,000) | 3.00 | (11,994,000) | (1,559,220) |
| Closing balance | 30/09/2011 | - | - | - | - |
| Efect of valuation and disposal of ZON Multimédia (Note 12) | 133,540 | ||||
| Dividends received ZON Multimédia 2011 (Note 12) | 1,486,400 | ||||
| Gains and losses in other investments | 1,619,940 | ||||
Total collections 51,627,640
As of 31 December 2010 and as of 30 September 2011 and 2010, the caption "Cash and cash equivalents" can be detailed as follows:
| 30.09.2011 | 31.12.2010 | 30.09.2010 | |
|---|---|---|---|
| Cash | 112,845 | 90,289 | 98,265 |
| Bank deposits repayable on demand | 23,462,360 | 7,438,858 | 14,484,744 |
| Bank deposits repayable in less than 3 months | 14,902,000 | 17,650,000 | 8,100,000 |
| Cash and cash equivalents in accordance with the balance sheet | 38,477,205 | 25,179,147 | 22,683,009 |
| Bank overdrafts (Note 10) | (32,343,585) | (21,309,474) | (21,410,656) |
| 6,133,620 | 3,869,673 | 1,272,353 |
During the nine month period ended as of 30 September 2011, the payments / collections relating to financial investments were as follows:
| Acquisitions | Transaction amount |
Amount paid |
|---|---|---|
| Presselivre – Imprensa Livre, S.A. | 60,000 | 60,000 |
| Adcom Media – Anúncios e Publicidade S.A. (*) | 300,000 360,000 |
100,000 160,000 |
| Disposals | Transaction amount |
Amount received |
| ZON Multimédia | 51,627,640 | 51,627,640 |
(*) acquired in previous periods
During the nine month period ended as of 30 September 2010, the payments relating to financial investments were as follows:
| Acquisitions | Transaction amount |
Amount paid |
|---|---|---|
| Adcom Media – Anúncios e Publicidade S.A. | 300,000 | 100,000 |
| Visapress – Gestão de Conteúdos dos Media, CRL | 5,000 | 5,000 |
| Mercados Globais – Publicação de Conteúdos, Lda. (*) | 72,000 | 20,000 |
| 377,000 | 125,000 |
(*) acquired in previous periods
(Amounts expressed in Euro)
As of 30 September 2011 and 31 December 2010, the amounts payable to fixed asset suppliers related to financial lease contracts were classified in the captions "Other non-current creditors" and "Other current creditors" and had the following reimbursement plan:
| 30.09.2011 | 31.12.2010 | |
|---|---|---|
| Year n+1 | 948,264 | 1,112,573 |
| Year n+2 | 482,954 | 749,853 |
| Year n+3 | 33,198 | 455,102 |
| Year n+4 | 9,889 | 9,776 |
| Year n+5 and subsequent years | 21,278 | 29,202 |
| 1,495,583 | 2,356,506 | |
| Short term | 1,130,534 | 1,497,881 |
| 2,626,117 | 3,854,387 |
As of 31 December 2010, the caption "Other non-current creditors" includes an amount of 100,000 Euro that refers to an outstanding balance related to the acquisition of Adcom Media.
The current liabilities caption "Bank loans" refers to bank overdrafts and discounted notes reimbursable in the short term which bear interest at market rates.
As of 30 September 2011 and 31 December 2010, the caption "Other loans" was made up as follows:
| 30.09.2011 | |||||
|---|---|---|---|---|---|
| Book value | Nominal Value | ||||
| Current | Non Current | Current | Non Current | ||
| Bond loans | 49,671,895 | - | 50,000,000 | - | |
| Commercial paper | 21,669,921 | 20,209,839 | 22,000,000 | 20,000,000 | |
| 71,341,816 | 20,209,839 | 72,000,000 | 20,000,000 | ||
| 31.12.2010 | |||||
| Book value | Nominal Value | ||||
| Current | Non Current | Current | Non Current | ||
| Bond loans Commercial paper |
49,601,908 74,395,087 |
- 19,985,593 |
50,000,000 75,000,000 |
- 20,000,000 |
|
| 123,996,995 | 19,985,593 | 125,000,000 | 20,000,000 |
The non-current liabilities caption "Commercial paper" relates to commercial paper programs, in the amount of 20,000,000 Euro, with guaranteed subscription by the banks until October 2012.
The current liabilities caption "Commercial paper" relates to commercial paper programs with repayment in the short term, which bear interest at market rates.
As of 30 September 2011, this caption is made of interest rate swaps related to the Group's financing loans. As these derivatives fulfill the requirements of IAS 39 – Financial Instruments: Recognition and Measurement in order to be classified as hedging instruments, their fair value has been recorded under the shareholder's funds' caption "Other reserves", net of deferred taxes.
These financial instruments are recorded in accordance with their fair value at balance sheet date, based in valuations prepared by financial institutions. The movement in these derivatives for the nine month period ended as of 30 September 2011 and 2010 can be presented as follows:
| 30.09.2011 | 30.09.2010 | |
|---|---|---|
| Opening balance | 930,601 | 245,439 |
| Increases / (decreases) | (37,113) | 1,021,817 |
| Closing balance | 893,488 | 1,267,256 |
During the nine month periods ended as of 30 September 2011 and 2010 the amount of 432,370 and 278.338 Euro related with accrued interests that result from the difference between the hedged fixed interest rate and the index base engaged were recorded under the caption "Results related with derivative instruments".
The financial income and expenses for the nine month periods ended as of 30 September 2011 and 2010 are made up as follows:
| 30.09.2011 | 30.09.2010 | |
|---|---|---|
| Financial expenses | ||
| Interest paid | 3,335,310 | 3,653,596 |
| Commissions | 689,708 | 507,600 |
| Financial exchange rate diferences | 426,900 | - |
| Other financial expenses | 75,818 | 71,503 |
| 4,527,736 | 4,232,699 | |
| Financial income | ||
| Interest received | 1,025,137 | 877,098 |
| Other financial income | 3,021 | 292,546 |
| 1,028,158 | 1,169,644 |
The caption "Gains and losses in associated companies" as of 30 September 2011 and 2010 are mainly due to the Group's appropriation of its share of the results in associated companies.
The caption "Gains and losses in other investments" as of 30 September 2011 and 2010 can be detailed as follows:
| 30.09.2011 | 30.09.2010 | |
|---|---|---|
| Gains in investments measured at fair value through profit and loss (Introductory Note and Note 7) | 133,540 | (21,843,220) |
| Dividends (Note 7) | 1,486,400 | 2,430,400 |
| 1,619,940 | (19,412,820) |
The caption "Gains in investments measured at fair value through profit and loss" refers mainly to the adjustment to fair value of Zon Multimédia – Serviços de Telecomunicações e Multimédia, S.G.P.S., S.A. in accordance with the shares' market value, as well as with the gain that resulted from the disposal of shares that occurred between April and July of 2011 (Note 7).
The main balances with related parties as of 30 September 2011 and 2010 and the main transactions with related entities during the period then ended may be detailed as follows:
| 30.09.2011 | |||||||
|---|---|---|---|---|---|---|---|
| Transactions | Sales and services rendered |
Other income | Acquisition of goods and services |
||||
| Associated companies | 45,567,218 | 8,545,245 | 69,972 | ||||
| Balances | Accounts receivable | Accounts payable | Sales to invoice | ||||
| Associated companies | 90,932 | 40,193 | 6,072,084 | ||||
| 30.09.2010 | |||||||
| Transactions | Sales and services rendered |
Other income | Acquisition of goods and services |
||||
| Associated companies | 45,673,007 | 11,013,199 | 70,227 | ||||
| Balances | Accounts receivable | Accounts payable | Sales to invoice | ||||
| Associated companies | 117,830 | 139,691 | 6,212,958 |
Sales and services rendered to associated companies during the nine month periods ended as of 30 September 2011 and 2010 relate to sales of publications (newspapers and magazines) and alternative marketing products to VASP (Note 4), which handles the corresponding distribution to the points of sale. These transactions are carried out under the normal activity of the Group.
Apart from companies included in the consolidation (Note 4), the parties considered to be related companies as of 30 September 2011, can be presented as follows:
(Amounts expressed in Euro)
Cofina, SGPS, S.A. Board of Directors was composed as follows as of 30 September 2011:
Paulo Jorge dos Santos Fernandes João Manuel Matos Borges de Oliveira Pedro Macedo Pinto de Mendonça Domingos José Vieira de Matos Ana Rebelo Mendonça Fernandes Pedro Miguel Matos Borges de Oliveira
As of 30 September 2011, Cofina had provided guarantees as follows:
As of 30 September 2011 Cofina Media group companies had assumed responsibilities for guarantees granted amounting to 1,500,000 Euro, mainly related with advertising contests. These companies had also given promissory notes to guarantee credit facilities amounting to 26,000,000 Euro.
Earnings per share for the nine months periods ended as of 30 September 2011 and 2010 were determined taking into consideration the following amounts:
| 30.09.2011 | 30.09.2010 | |
|---|---|---|
| Net profit / (loss) considered for the computation of basic and diluted earning |
5,381,480 | (12,192,856) |
| Weighted average number of shares used to compute the basic earnings per share |
102,565,836 | 102,565,836 |
| Earnings per share: Basic Diluted |
0.05 0.05 |
(0.12) (0.12) |
As of 30 September 2011, the Company's fully subscribed and paid up capital consisted of 102,565,836 shares with a nominal value of 25 cents of a Euro each. As of that date, Cofina and the group companies did not hold own shares.
According to the source and nature of the income generated by the Group, the following segments were considered:
Since the Group mainly operates in the domestic market, geographic segments are not presented.
The information for the nine month periods ended as of 30 September 2011 and 2010 is detailed as follows:
| 30.09.2011 | New spapers | Magazines | Eliminations and consolidations adjustments |
Total |
|---|---|---|---|---|
| Net operating income | 71,651,056 | 22,705,886 | - | 94,356,942 |
| Operating Cash-flow - EBITDA (a) | 15,097,079 | (727,021) | - | 14,370,058 |
| Operating profit (EBIT) | 12,474,186 | (910,072) | - | 11,564,114 |
| Eliminations and | ||||
|---|---|---|---|---|
| consolidations | ||||
| 30.09.2010 | New spapers | Magazines | adjustments | Total |
| Net operating income | 75,069,112 | 25,377,200 | - | 100,446,312 |
| Operating Cash-flow - EBITDA (a) | 16,125,014 | (228,109) | - | 15,896,905 |
| Operating profit (EBIT) | 14,679,074 | (1,670,260) | - | 13,008,814 |
(a) - Operating profit + amortisation and depreciation
The interim financial statements as of 30 September 2011 were approved by the Board of Directors for issuance on 2 November 2011.
These consolidated financial statements are a translation of financial statements originally issued in Portuguese, in accordance with International Financial Reporting Standards (IFRS/IAS) and in accordance with the International Accounting Standard 34 – Interim Financial Reporting, some of which may not conform or be required to be generally accepted accounting principles in other countries. In the event of discrepancies, the Portuguese language version prevails.
THE CHARTERED ACCOUNTANT THE BOARD OF DIRECTORS
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