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Cofina SGPS

Earnings Release May 31, 2011

9978_10-q_2011-05-31_3021c604-3af3-4665-ae39-e6bfe741a484.pdf

Earnings Release

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COFINA, SGPS, S.A.

Open Capital Company

Head Office: Rua do General Norton de Matos, 68, r/c – Porto Fiscal Number 502 293 225 Share Capital: 25.641.459 Euro

1st Quarter 11 FINANCIAL INFORMATION

(Translation of a document originally issued in Portuguese)

Net consolidated profit reaches 4.8 million Euro

The consolidated financial information of Cofina for the 1st quarter 2011, prepared in accordance with the recognition and measurement principles of International Financial Reporting Standards, can be presented as follows:

(amounts in thousand Euro) 1st Q 2011 1st Q 2010 Var (%)
1st Q11/1st Q10
Operating income 29,503 32,155 -8.2%
Circulation 15,919 15,656 1.7%
Advertising 11,454 12,046 -4.9%
Alternative marketing products and others 2,130 4,453 -52.2%
Operating income by segments 29,503 32,155 -8.2%
Newspapers 22,614 24,081 -6.1%
Magazines 6,889 8,074 -14.7%
Operating expenses (a) 25,225 27,510 -8.3%
Consolidated EBITDA (b) 4,278 4,645 -7.9%
EBITDA Margin 14.5% 14.4% + 0.1 p.p.
Newspapers EBITDA 4,759 4,788 -0.6%
Newspapers EBITDA margin 21.0% 19.9% + 1.2 p.p.
Magazines EBITDA -481 -143 -
Magazines EBITDA margin -7.0% -1.8% - 5.2 p.p.
Amortisation and depreciation (-) 938 959 -2.2%
EBIT 3,340 3,686 -9.4%
EBIT Margin 11.3% 11.5% - 0.2 pp
Net Financial income 3,327 (9,322) -
Income before taxes and non-controlling interests 6,667 -5,636 -
Income taxes 1,911 1,132 68.8%
Non-controlling interests (65) (63) 3.2%
Net consolidated profit / loss (c) 4,821 -6,705 -

(a) Operating expenses excluding amortisation

(b) EBITDA = earnings before interest, taxes, amortisation and depreciation

(c) Net profit / (loss) attributable to the parent company shareholders

Operating income for the first quarter 2011 reached 29.5 million Euro, corresponding to a decrease of approximately 8% comparing with the homologous period. This reduction resulted from the decrease of advertising revenue (-4.9%) and alternative marketing products revenue (-52%).

This quarter was characterized by an adverse macroeconomic context, with reductions of the available income and negative expectations on future economic performance, which determined significant breaks in advertising investment, with the non-daily press segment being the most affected.

The circulation revenue experienced a positive dynamics, with a growth of 1.7% in relation to the first quarter 2010, reaching more than 15.9 million Euro. It is important to highlight that circulation experienced increases, both in the newspapers segment (more significant) and in the magazines segment.

EBITDA recorded in this period amounted to, approximately, 4.3 million Euro, which corresponds to a fall of 7.9% year on year. EBITDA margin recorded a slight improvement (+0.1 basis points) in relation to the first quarter 2010, reaching 14.5%.

Consolidated net income achieved in this quarter was 4.8 million Euro, while one year ago it had reached -6.7 million Euro. The net income is influenced by the variation in the market price of ZON Multimédia, company where Cofina held, at the end of March, a shareholder stake of, approximately, 4.9%.

Therefore, investments measured at fair value, namely the above referred shareholder stake, are stated at their respective market value, in accordance with the corresponding share price as of March 31, 2011.

Already in the course of the second quarter of 2011, and aiming to achieve a balanced level of its investments portfolio, Cofina reduced its participation in ZON Multimédia to 3%.

As of March 31, 2011, Cofina´s nominal net debt was about 83.0 million Euro.

1st Q 2011 1st Q 2010 Var (%)
(amounts in thousand Euro) 1st Q11/1st Q10
Consolidated operating income 22,614 24,080 -6.1%
Circulation 11,858 11,612 2.1%
Advertising 9,122 9,426 -3.2%
Alternative marketing products and others 1,634 3,042 -46.3%
Operating expenses (a) 17,855 19,292 -7.4%
Consolidated EBITDA (b) 4,759 4,788 -0.6%
EBITDA margin 21.0% 19.9% +1.1 p.p.

Newspapers segment: EBITDA margin reaches 21%

(a) Operating expenses excluding amortisation

(b) EBITDA = earnings before interest, taxes, amortisation and depreciation

In the first quarter of 2011, the consolidated operating income of Cofina´s newspapers' segment reached 22.6 million Euro, a decrease of 6.1% in relation to the previous year. The revenue from advertising recorded a decrease above 3%, while alternative marketing products fell approximately 46%.

Circulation revenues grew more than 2%, having reached approximately, 11.9 million Euro. In this domain, we should highlight the performance of the daily newspaper "Correio da Manhã", which recorded average sales of more than 127 thousand copies a day, a growth of about 1.4% in relation to 2010 average.

Therefore, the EBITDA achieved in this segment amounted to, approximately, 4.8 million Euro, a slight decrease of 0.6% in relation to prior year homologous period. EBITDA margin reached 21.0%, an increase above 1.1 basis points in relation to the first quarter of 2010.

In terms of daily publications held by Cofina, and in accordance with the latest available data from APCT for 2011, "Correio da Manhã" reinforced, once again, its leadership, reaching a market share in the generalist daily newspapers segment of 45.9%.

In terms of sports segment, and during the same period, the daily newspaper "Record" sold, on average, per day, about 61.4 thousand copies, being the leader in its segment. "Jornal de Negócios", daily newspaper in the economics segment, recorded average daily sales of, approximately, 9.8 thousand copies.

Magazines Segment

Total turnover of this segment, during the same period, reached approximately 6.9 million Euro, thus reflecting a decrease of, approximately, 15% in relation to the homologous period of 2010.

1st Q 2011 1st Q 2010 Var (%)
(amounts in thousand Euro) 1st Q11/1st Q10
Consolidated operating income 6,889 8,075 -14.7%
Circulation 4,061 4,044 0.4%
Advertising 2,332 2,620 -11.0%
Alternative marketing products and others 496 1,411 -64.8%
Operating expenses (a) 7,370 8,218 -10.3%
Consolidated EBITDA (b) -481 -143 236.4%
EBITDA margin -7.0% -1.8% -5.2 p.p.

(a) Operating expenses excluding amortisation

(b) EBITDA = earnings before interest, taxes, amortisation and depreciation

Circulation revenue recorded a slight increase (+0.4%), reaching more than 4 million Euro. Advertising revenue and alternative marketing products recorded falls of 11% and 65%, respectively.

EBITDA of magazines segment recorded in the first quarter of 2011 was negative in 481 thousand Euro.

Oporto, May 12, 2011

CONSOLIDATED STATEMENTS OF FINANCIAL POSITION FOR THE PERIODS ENDED AS OF 31 MARCH 2011 AND 31 DECEMBER 2010 (Translation of financial statements originally issued in Portuguese - Note 20)

(Aumounts expressed in Euro)

ASSETS Notes 31.03.2011 31.12.2010
NON CURRENT ASSETS
Tangible assets 10,186,807 10,755,915
Goodwill 5 94,873,282 94,992,223
Intangible assets 289,391 512,688
Investments in associated companies 4 3,272,902 3,393,399
Investments available for sale 4 8,570 5,000
Deferred tax assets 6,998,988 8,782,149
Total non current assets 115,629,940 118,441,374
CURRENT ASSETS
Inventories 2,833,959 3,983,702
Customers 11,894,298 12,596,832
State and other public entities 535,097 283,439
Other current debtors 1,460,929 1,574,833
Other current assets 6,717,332 6,181,610
Investments recorded at fair value through profit and loss 7 56,210,498 51,501,598
Cash and cash equivalents 8 24,689,540 25,179,147
Total de activos correntes 104,341,653 101,301,161
TOTAL ASSETS 219,971,593 219,742,535
CAPITAL PRÓPRIO E PASSIVO
EQUITY AND LIABILITIES
SHAREHOLDERS´FUNDS
Share capital 16 25,641,459 25,641,459
Share premium account 15,874,835 15,874,835
Legal reserve 5,409,144 5,409,144
Other reserves (39,235,403) (44,757,422)
Consolidated net profit/(loss) for the period attributable to the parent company 4,821,651 5,018,193
Equity attributable to equity holders of the parent 12,511,686 7,186,209
Non-controlling interests 673,077 735,909
TOTAL EQUITY 13,184,763 7,922,118
LIABILITIES
NON CURRENT LIABILITIES
Other loans 10 19,989,858 19,985,593
Pension liabilities 701,190 701,190
Other non current creditors 9 2,194,011 2,456,506
Provisions 2,095,472 2,547,778
Total non current liabilities 24,980,531 25,691,067
CURRENT LIABILITIES
Bank loans 10 19,558,081 21,309,474
Other loans - short term 10 124,382,699 123,996,995
Derivatives 11 290,399 930,601
Suppliers 11,216,667 11,523,113
State and other public entities 3,212,245 3,677,939
Other current creditors 9 7,748,392 9,746,715
Other current liabilities 15,397,816 14,944,513
Total current liabilities 181,806,299 186,129,350
TOTAL LIABILITIES 206,786,830 211,820,417
TOTAL EQUITY AND LIABILITIES 219,971,593 219,742,535

The accompanying notes form an integral part of the consolidated financial statements.

CONSOLIDATED STATEMENTS OF PROFIT AND LOSS

FOR THE THREE MONTHS PERIODS ENDED AS OF 31 MARCH 2011 AND 31 MARCH 2010

(Translation of financial statements originally issued in Portuguese - Note 20)

(Amounts expressed in Euro)

Notes 31.03.2011 31.03.2010
Sales 15,918,631 15,655,810
Services Rendered 11,454,336 12,045,946
Other income 2,129,659 4,452,894
Cost of sales (4,430,022) (4,540,244)
External supplies and services (10,447,264) (12,801,398)
Payroll expenses (9,889,488) (9,767,986)
Amortisation and depreciation (937,843) (959,750)
Provisions and impairment losses (259,409) (244,584)
Other expenses (198,376) (155,033)
Gains and losses in derivatives 11 (187,805) -
Gains and losses in associated companies 12 (23,597) 3,906
Gains and losses in other investments 12 4,708,900 (8,232,980)
Financial expenses 12 (1,399,596) (1,385,709)
Financial income 12 228,921 292,812
Profit before income tax 6,667,047 (5,636,316)
Income tax 6 (1,910,811) (1,132,057)
Net consolidated profit/(loss) for the period 4,756,236 (6,768,373)
Attributable to:
Shareholders of the parent company 4,821,651 (6,705,106)
Non-controlling interests (65,415) (63,267)
Earnings per share
Basic 15 0.05 (0.07)
Diluted 15 0.05 (0.07)

The accompanying notes form an integral part of the consolidated financial statements.

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY FOR THE THREE MONTHS PERIODS ENDED

AS OF 31 MARCH 2011 AND 2010 (Translation of financial statements originally issued in Portuguese - Note 20) (Amounts expressed in Euro)

Attributable to equity holders of the parent company
Share
Share premium Legal Other reserves Net Non-controling Total
capital account reserve reservas Profi/(loss) Total interests equity
Balance as of 1 January 2010 25,641,459 15,874,835 5,409,144 (60,362,753) 17,091,529 3,654,214 591,835 4,246,049
Appropriation of consolidated net profit for 2009:
Transfer to legal reserve and retained earnings - - - 17,091,529 (17,091,529) - - -
Changes in reserves and non-controlling interests:
Hedging instruments - - - (500,223) - (500,223) - (500,223)
Capital entries from non-controlling interests - - - - - - 19,500 19,500
Others - - - (1,424) - (1,424) (902) (2,326)
Consolidated net profit for the three months period
ended as of 31 March 2010 - - - - (6,705,106) (6,705,106) (63,267) (6,768,373)
Balance as of 31 March 2010 25,641,459 15,874,835 5,409,144 (43,772,871) (6,705,106) (3,552,539) 547,166 (3,005,373)
Balance as of 1 January 2011 25,641,459 15,874,835 5,409,144 (44,757,422) 5,018,193 7,186,209 735,909 7,922,118
Appropriation of consolidated net profit for 2010:
Transfer to retained earnings - - - 5,018,193 (5,018,193) - - -
Changes in reserves and non-controlling interests: - - - - - - - -
Hedging instruments - - - 473,501 - 473,501 - 473,501
Variation in exchange conversion reserves - - - 78,148 - 78,148 - 78,148
Others - - - (47,823) - (47,823) 2,583 (45,240)
Consolidated net profit for the three months period
ended as of 31 March 2011 - - - - 4,821,651 4,821,651 (65,415) 4,756,236
Balance as of 31 March 2011 25,641,459 15,874,835 5,409,144 (39,235,403) 4,821,651 12,511,686 673,077 13,184,763

The accompanying notes form an integral part of the consolidated financial statements.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE THREE MONTHS PERIOD ENDED AS OF 31 MARCH 2011 AND 2010

(Translation of financial statements originally issued in Portuguese - Note 20)

(Amounts expressed in Euro)

31.03.2011 31.03.2010
Consolidated net profit/(loss) for the period 4,756,236 (6,768,373)
Exchange conversion differences 78,148 -
Change in fair value of cash-flow hedges 473,501 (500,223)
Total comprehensive income for the period 5,307,885 (7,268,596)
Attributable to:
Shareholders of the parent company 5,373,300 (7,205,329)
Non-controlling interests (65,415) (63,267)

The accompanying notes form an integral part of the concolidated financial statements.

CONDENSED CONCOLIDATED STATEMENTS OF CASH FLOWS FOR THE THREE MONTHS PERIODS ENDED AS OF 31 MARCH 2011 AND 2010

(Translation of financial statements originally issued in Portuguese - Note 20)

(Amounts expressed in Euro)

Notes 31.03.2011 31.03.2010
Operating activities:
Cash flows from operating activities (1) 3,509,301 3,876,289
Investment activities
Collections relating to:
Tangible assets 2,000 -
Interest and similar income 180,685 182,685 363,251 363,251
Payments relating to:
Investments 8 (60,000) (17,000)
Tangible assets (144,527) (77,973)
Intangible assets (1,491) (206,018) (10,173) (105,146)
Cash flows from investment activities (23,333) 258,105
Financing activities
Collections relating to:
Loans obtained - - - -
Payments relating to:
Interest and similar costs (1,582,977) (792,617)
Lease contracts reimbursements (637,635) (2,224,182) (586,820) (1,379,437)
Supplementary capital (3,570) -
Cash flows from financing activities (2,224,182) (1,379,437)
Cash and its equivalents at the beginning of the period 8 3,869,673 43,897,575
Variation of cash and its equivalents: (1)+(2)+(3) 1,261,786 2,754,957
Cash and its equivalents at the end of the period 8 5,131,459 46,652,532

The accompanying notes form na integral part of the consolidated financial statements.

COFINA, S.G.P.S., S.A. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

AS OF 31 MARCH 2011

(Translation of notes originally issued in Portuguese – Note 20)

(Amounts expressed in Euro)

1. INTRODUCTION

Cofina, SGPS, S.A. ("Cofina" or "Company"), an open capital company, has its head-office located at Rua General Norton de Matos, 68, r/c, in Porto and has its shares listed in the Lisbon Euronext 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 mainly in the Media sector.

The Group owns headings of reference in the respective media segments, namely "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 first quarter 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 total equity as of 31 March 2011 is lower than half of its share capital. This is due solely to the Group's exposure to the participation in ZON Multimédia - Serviços de Telecomunicações e Multimedia, SGPS, S.A. ("Zon Multimedia") through the holding of 15,190,000 shares recorded at their market value (Note 7). It is the Board of Directors' belief that the price of Zon Multimédia as of that date does not reflect its fair value and the Board of Directors expects that, by the end of 2011, the consolidated equity will improve.

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 so, 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. Profit and loss 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.

2. BASIS OF PRESENTATION AND MAIN ACCOUNTING POLICIES

The financial statements as of 31 March 2011 were prepared in accordance with the International Financial Reporting Standards ("IFRS") as adopted by European Union. The financial statements as of 31 March 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 financial statements for the year ended 31 December 2010.

3. CHANGES IN ACCOUNTING POLICIES AND CORRECTION OF MISTAKES

During the period there were no changes in accounting policies and no material mistakes were identified related to previous periods.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

AS OF 31 MARCH 2011

(Translation of notes originally issued in Portuguese – Note 20)

(Amounts expressed in Euro)

4. INVESTMENTS

Consolidation perimter

The companies included in the consolidated financial statements by the full consolidation method, their headquarters, percentage participation held and activity developed as of 31 March 2011 are as follows:

Designation Headquarters Percentage
participation
held
Activity
Parent company:
Cofina, SGPS, S.A. Porto Holding company
Amesterdam
Cofina B.V. ("Cofina BV") (The
Netherlands)
100,00% Holding company
Efe Erre Participações, SGPS, S.A. ("FR") Ovar 100,00% Holding company
Cofina Media Group
Cofina Media, SGPS, S.A. ("Cofina Media") Lisbon 100,00% Holding company
Presselivre – Imprensa Livre, S.A. ("Presselivre")
Edisport – Sociedade de Publicações, S.A.
Lisbon 99,37% Newspapers and magazines publication
("Edisport") Lisbon 100,00% Newspapers publication
Edirevistas

Sociedade
Editorial,
S.A.
("Edirevistas")
Lisbon 99,46% Magazines publication
Mediafin, SGPS, S.A. ("Mediafin") Lisbon 100,00% Holding company
Metronews – Publicações, S.A. ("Metronews") Carnaxide 59,00% Newspapers publication
Grafedisport – Impressão e Artes Gráficas, S.A.
("Grafedisport")
Queluz 100,00% Newspapers print
Web Works – Desenvolvimento de Aplicações
para Internet, S.A. ("Web Works")
Lisbon 51% Production and creation of websites to the
development of online businesses
Transjornal

Edição
de
Publicações,
S.A.
("Transjornal")
Lisbon 59% Newspapers publications
Cofina - Eventos e Comunicação S.A. ("Cofina
Eventos")
Lisbon 70% Events organization and promotion
Adcom Media – Anúncios e Publicidade S.A.
("Adcom Media") (a)
São Paulo,
Brazil
100% Communication and advertising services

(a) – Previous associated company, whose control was acquired at the end of the year ended as of 31 December 2010 (Note 5).

All the above subsidiaries were included in the consolidated financial statements in accordance with the full consolidation method.

The associated companies, their headquarters, percentage participation held and activity developed as of 31 March 2011 are as follows:

Designation Headquarters Effective participation held 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% - Holding company
Mercados Globais – Publicação de Conteúdos, Lda. V.N.Gaia 50% - Management
services
and
promotion of a financial forum in
the internet

These associated companies were included in the consolidated financial statements in accordance with the equity method.

COFINA, S.G.P.S., S.A. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS AS OF 31 MARCH 2011 (Translation of notes originally issued in Portuguese – Note 20) (Amounts expressed in Euro)

Investments in associated companies

The acquisition cost of the associated companies and their book value as of 31 March 2011 are as follows:

Designation Acquisition cost Net accounting
value
VASP – Sociedade de Transportes e Distribuições, Lda. 6,234 3,169,903
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 associated company Destak Brasil – Empreendimentos e Participações, S.A

As of 31 March 2011 and 31 December 2010 the caption "Investments in associated companies" can be detailed as follows:

31.03.2011 31.12.2010
Financial investment
VASP – Sociedade de Transportes e Distribuições, Lda. – equity method 3,169,903 3,193,500
Destak Brasil – Empreendimentos e Participações, S.A. 299,064 299,064
Mercados Globais - Publicação de Conteúdos, Lda. 72,000 72,000
3,474,563 3,564,564
Accumulated impairment losses in investments in associates (371,064) (371,064)
Loans to associated companies
Gross value 193,846 290,746
Accumulated impairment losses (90,847) (90,847)
3,272,902 3,393,399

As of 31 March 2011 and as of 31 December 2010 the Group has available for sale investments corresponding to minority investments. The Group has recorded impairment losses for these investments in previous periods.

5. GOODWILL

During the three months period ended as of 31 March 2011, the variation occured in the caption "Goodwill" is exclusively related with the exchange variation of the goodwill amount computed in the acquisition of Adcom Media in the year ended as of 31 December 2010.

During the three months period ended as of 31 March 2011, there were no movements in goodwill.

6. CURRENT TAXES

Income taxes recognized in the statement of profit and loss as of 31 March 2011 and 2010 can be detailed as follows:

31.03.2011 31.03.2010
Current taxes
Income tax estimate for the period
298,368 124,787
Utilisation of deferred tax assets 1,612,443 1,007,270
1,910,811 1,132,057

(Amounts expressed in Euro)

7. INVESTMENTS MEASURED AT FAIR VALUE THROUGH PROFIT AND LOSS

The amounts included in the caption "Investments measured at fair value through profit and loss" as of 31 March 2011 and 31 December 2010 relate to shares traded in stock markets and are recorded at their market value as of the statement of financial position date (Note 12).

As of 31 March 2011, the corresponding book value can be detailed as follows:

Number of shares Share price Market value
Zon Multimédia
Other listed shares
15,190,000 3.7 56,203,000
7,498
-----------------
56,210,498
==========

8. CASH AND CASH EQUIVALENTS

Cash and its equivalents as of 31 December 2010 and as of 31 March 2011 and 2010, and the reconciliation between those amounts and the amounts shown in the statement of financial position as of those dates, are as follows:

31.03.2011 31.12.2010 31.03.2010
Cash on hand 89,140 90,289 85,704
Bank deposits repayable on demand 8,048,400 7,438,858 6,048,066
Banl deposits convertible within three months 16,552,000 17,650.000 48,067,500
Cash and cash equivalents shown in the statement of
financial position
24,689,540 25,179,147 54,201,270
Bank overdrafts ( 19,558,081 ) ( 21,309,474 ) ( 7,548,738 )
5,131,459 3,869,673 46,652,532

During the three months periods ended as of 31 March 2011, the payments / collections relating to investments were as follows:

Transaction
amount
Amount
paid
60,000 60,000
----------
60,000 60,000
======
----------
======

During the three months periods ended as of 31 March 2010, the payments / collections relating to investments were as follows:

Aquisições Transaction
amount
Amount
paid
Advances related with the acquisition of financial investments
Mercados Globais – Publicação de Conteúdos, Lda. – acquired
5,000 5,000
in prior years 72,000 12,000
---------- ----------
77,000 17,000
====== ======

COFINA, S.G.P.S., S.A. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS AS OF 31 MARCH 2011

(Translation of notes originally issued in Portuguese – Note 20)

(Amounts expressed in Euro)

9. FINANCIAL LEASE CONTRACTS

As of 31 March 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 planned reimbursement plan:

31.03.2011 31.12.2010
1,219,786 1,112,573
570,613 749,853
455,102
9,776
29,202
2,094,011 2,356,506
1,125,563 1,497,881
3,219,574 3,854,387
267,034
9,776
26,802

As of 31 March 2011 and 31 December 2010 the caption "Other creditors – non current" included the amount of 100,000 Euro related to part of the amount payable for the acquisition of the financial investment in Adcom Media (Note 4).

10. BANK LOANS AND OTHER LOANS

The current liabilities caption "Bank loans" refers to bank overdrafts in the short term which bear interests at market rates.

As of 31 March 2011 and 31 December 2010, the caption "Other loans" was made up as follows:

31.03.2011
Book value Book value
Current Non current Current Non current
Bond loans 49,622,594 - 50,000,000 -
Commercial paper 74,760,105 19,989,858 75,000,000 20,000,000
124,382,699 19,989,858 125,000,000 20,000,000
31.12.2010
Book value Book value
Current Non current Current Non current
Bond loans 49,601,908 - 50,000,000 -
Commercial paper 74,395,087 19,985,593 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 a commercial paper program with guaranteed subscription by the bank responsible for its placement, in the amount of 20,000,000 Euro, until October 2012.

The current liabilities caption "Commercial Paper" relates to commercial paper programs with repayment in the short term which bear interests at market rates.

11. DERIVATIVE FINANCIAL INSTRUMENTS

As of 31 March 2011, this caption corresponds to interest rate swaps related with the Group's financing loans. Once these derivatives fulfill the requirements of IAS 39 – Financial Instruments: Recognition and Measurement in order to be classified as hedging instruments, their respective fair value was recorded under the shareholder's funds' caption "Other reserves", net of deferred taxes.

COFINA, S.G.P.S., S.A. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

AS OF 31 MARCH 2011

(Translation of notes originally issued in Portuguese – Note 20)

(Amounts expressed in Euro)

The movement in these derivative instruments for the three months periods ended as of 31 March 2011 and 2010 can be presented as follows:

31.03.2011 31.03.2010
Opening balance 930.601 245.439
Increases/(decreases) (640.202) 680.576
Ending balances 290.399 926.015

During the three months period ended as of 31 March 2011, the amount of 187,805 Euro was recorded in the caption "Gains and losses in derivatives", relating to incurred interests since last valuation.

12. FINANCIAL RESULTS

The financial income and expenses for the three months periods ended as of 31 March 2011 and 2010 are made up as follows:

31.03.2011 31.03.2010
Financial expenses
Interests 1,204,076 1,113,593
Commissions 195,391 186,265
Other financial expenses 129 85,851
1,399,596 1,385,709
Financial income
Interests obtained 228,921 292,812
228,921 292,812

The caption "Gains and losses in associated companies" for the three months periods ended as of 31 March 2011 and 2010 mainly refers to the Group's appropriation of its share of the results in associated companies.

The caption "Gains and losses in other investments" as of 31 March 2011 and 2010 can be detailed as follows:

31.03.2011 31.03.2010
Gains in investments recorded at fair value through profit and loss (Introduction and Note 7) 4,708,900 (8,232,890)

The caption "Investments recorded at fair value through profit and loss" mainly refers 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 OF 31 MARCH 2011

(Translation of notes originally issued in Portuguese – Note 20)

(Amounts expressed in Euro)

13. RELATED PARTIES

The main balances with related parties as of 31 March 2011 and 2010 and the main transactions with those entities during the periods then ended may be detailed as follows:

31.03.2011
Transactions Sales and services
rendered
Other income Purchase of goods
and services
Associated companies 14,444,731 1,814,480 23,198
14,444,731 1,814,480 23,198
Balances Accounts receivable Accounts payable Accrued income
Associated companies 149,576 135,102 5,807,134
149,576 135,102 5,807,134
31.03.2010
Transactions Sales and services
rendered
Other income Purchase of goods
and services
Associated companies 14,360,009 4,275,887 23,361
14,360,009 4,275,887 23,361
Balances Accounts receivable Accounts payable Accrued income
Associated companies 83,964
88,394 6,518,210

Sales and services rendered to associated companies and other income during the three months periods ended as of 31 March 2011 and 2010 mainly relate to sales of newspapers and magazines and alternative marketing products to VASP (Note 4), which handles the corresponding distribution to the sales points. These transactions are carried out under the normal activity of the Group.

Related parties

Apart from companies included in the consolidation (Note 4), the entities considered to be related companies as of 31 March 2011, can be presented as follows:

  • Altri, SGPS, S.A.
  • Alteria, SGPS, S.A.
  • Altri Energias Renováveis, SGPS, S.A.
  • Altri, Participaciones Y Trading, S.L.
  • Altri Sales, S.A.
  • Storax Equipements, S.A.
  • Caderno Azul, SGPS, S.A.
  • Caima Energia Empresa de Gestão e Exploração de Energia, S.A.
  • Caima Indústria de Celulose, S.A.
  • Caminho Aberto, SGPS, S.A.
  • Captaraíz Unipessoal, Lda.
  • Celbi Celulose da Beira Industrial, S.A.
  • Celbinave Tráfego e Estiva SGPS, Unipessoal, Lda.
  • Celtejo Empresa de Celulose do Tejo, S.A.
  • Celulose do Caima, SGPS, S.A.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

AS OF 31 MARCH 2011

(Translation of notes originally issued in Portuguese – Note 20)

(Amounts expressed in Euro)

  • Cofihold, SGPS, S.A.
  • Elege Valor, SGPS, S.A.
  • F. Ramada Aços e Indústrias, S.A.
  • F. Ramada Investimentos, SGPS, 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.
  • Inflora Sociedade de Investimentos Florestais, S.A.
  • Invescaima Investimentos e Participações, SGPS, S.A.
  • Livre Fluxo, SGPS, S.A.
  • Malva Gestão Imobiliária, S.A.
  • Pedro Frutícola, Sociedade Frutícola, Lda.
  • Prestimo Prestígio Imobiliário, S.A.
  • Altri Florestal, S.A.
  • Socasca Recolha e Comércio de Recicláveis, S.A.
  • Sociedade Imobiliária Porto Seguro Investimentos Imobiliários, S.A.
  • Storax Benelux
  • Storax Racking Systems, Ltd.
  • Torres da Luz Investimentos imobiliários, S.A.
  • Universal Afir Aços, Máquinas e Ferramentas, S.A.
  • Valor Autêntico, SGPS, S.A.
  • Viveiros do Furadouro Unipessoal, Lda.

Board of Directors

Cofina, SGPS, S.A. Board of Directors was made up as follows as of 31 March 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

14. RESPONSIBILTIES FOR GUARANTEES PROVIDED

As of 31 March 2011, Cofina Group had provided guarantees as follows:

  • a) Pledge over 88,883,450 shares of Cofina Media, SGPS, S.A. as a guarantee for authorized overdraft, to a maximum of 8,000,000 Euro, granted by Banco BPI, S.A., which, as of 31 March 2011, was not in use;
  • b) Promise of pledge with irrevocable powers of attorney over 88,883,450 shares of Cofina Media, SGPS, S.A. as a guarantee for a commercial paper program structured by Banco BPI, S.A., amounting to 25,000,000 Euro as of 31 March 2011 (Note 10);
  • c) Promise of pledge with irrevocable powers of attorney over 15,190,000 shares of ZON MULTIMÉDIA Serviços de Telecomunicações e Multimédia, S.G.P.S, S.A as a guarantee for a commercial paper program structured by Caixa Banco de Investimento, S.A. and Caixa Geral de Depósitos, S.A., amounting to 50,000,000 Euro as of 31 March 2011 (Note 10).

As of 31 March 2011 Cofina Media Group companies had assumed responsibilities for guarantees granted amounting to, approximately, 1,200,000 Euro, mainly related with advertising contests. These companies had also given promissory notes to guarantee credit facilities amounting to 31,000,000 Euro.

As of 31 March 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, 12 million Euro being challenged by the tax authorities. The consolidated financial statements as of 31 March 2011 2010 and 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.

COFINA, S.G.P.S., S.A. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS AS OF 31 MARCH 2011 (Translation of notes originally issued in Portuguese – Note 20)

(Amounts expressed in Euro)

15. EARNINGS PER SHARE

Earnings per share for the three months periods ended as of 31 March 2011 and 2010 were determined taking into consideration the following amounts:

31.03.2011 31.03.2010
Net profit / (loss) considered for the computation of basic and
diluted earning
4,821,651 (6,705,106)
Weighted average number of shares used to compute the basic
earnings per share
102,565,836 102,565,836
Warrants dilution effect - -
Weighted average number of shares used to compute the diluted
earnings per share
102,565,836 102,565,836
Earnings per share:
Basic
Diluted
0,05
0,05
(0,07)
(0,07)

16. SHARE CAPITAL

As of 31 March 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.

17. SEGMENT INFORMATION

In accordance with the origin and nature of the revenues generated by the Group, the following principal segments have been defined:

  • Newspapers
  • Magazines

Since the Group operates mainly in the domestic market, geographic segments are not presented.

The information for the three months periods ended as of 31 March 2011 and 2010 is detailed as follows:

31.03.2011 Newspapers Magazines Eliminations and
consolidation
adjustments
Total
Net operating income 22,613,763 6,888,863 - 29,502,626
Operating cash-flow - EBITDA (a) 4,759,234 (481,167) - 4,278,067
Earnings before interest and taxes (EBIT) 3,882,408 (542,184) - 3,340,224
Newspapers Magazines Eliminations and
consolidation
adjustments
Total
31.03.2010
Net operating income
26,456,819 5,697,831 - 32,154,650
Operating cash-flow - EBITDA (a) 4,797,495 (152,090) - 4,645,405
Earnings before interest and taxes (EBIT) 3,920,050 (234,395) - 3,685,655

(a) - Earnings before interest, taxes, depreciation and amortisation

COFINA, S.G.P.S., S.A. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS AS OF 31 MARCH 2011

(Translation of notes originally issued in Portuguese – Note 20)

(Amounts expressed in Euro)

18. SUBSEQUENT EVENTS

On 5 April 2011, Cofina sold in the NYSE Euronext Lisbon 5.900.000 shares of Zon Multimédia – Serviços de Telecomunicações e Multimédia, SGPS, S.A. at the price of 3.65 Euro per share.

19. FINANCIAL STATMENTS APPROVAL

The interim financial statements as of 31 March 2011 were approved by the Board of Directors and authorized for issuance in 10 May 2011.

20. EXPLANATION ADDED FOR TRANSLATION

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 ACCOUNTANT THE BOARD OF DIRECTORS

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