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Cofina SGPS

Quarterly Report May 28, 2009

9978_10-q_2009-05-28_f93a8e74-cc35-4a1b-954b-2c5d68bef041.pdf

Quarterly Report

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COFINA, S.G.P.S., S.A. Open Capital Company

Headquarters: Rua do General Norton de Matos, 68, r/c – Porto Fiscal number: 502 293 225 Share Capital: 25,641,459 Euro

FINANCIAL INFORMATION 1Q 2009

Main operating indicators for the 1st quarter of 2009

Cofina's consolidated financial information for the first quarter of 2009, prepared in accordance with recognition and measurement principles of International Financial Reporting Standards, may be presented as follows:

(amounts in thousand Euro) 1Q 09 1Q 08 Var (%)
Consolidated operating income 30,694 33,955 -9.6%
Circulation 15,227 14,806 2.8%
Advertising 11,206 14,315 -21.7%
Alternative marketing products and others 4,261 4,834 -11.9%
Operating income by segments 30,694 33,955 -9.6%
Newspapers 22,726 23,903 -4.9%
Magazines 7,968 10,052 -20.7%
Operating expenses (a) 26,368 29,042 -9.2%
Consolidated EBITDA (b) 4,326 4,913 -11.9%
EBITDA margin 14.1% 14.5% - 0.4 p.p.
Newspapers 4,501 4,717 -4.6%
Newspapers EBITDA margin 19.8% 19.7% + 0.1 p.p.
Magazines -175 196 -189.3%
Magazines EBITDA margin -2.2% 1.9% - 4.1 p.p.
Amortisation and depreciation (-) 845 947 -10.8%
EBIT 3,481 3,966 -12.2%
EBIT margin 11.3% 11.7% -0.3 pp
Financial profit / (loss) 2,530 (14,799) -
Income before taxes and minority interests 6,011 -10,833 -
Income taxes 991 442 124.2%
Minority interests (20) (66) -69.7%
Net consolidated profit / (loss) (c) 5,040 -11,209 -

(a) Operating expenses excluding amortisations

(b) EBITDA = operating net profit + amortisation and depreciation

(c) Net profit attributable to shareholders of parent company

The consolidated operating income of the first quarter of 2009 reached, approximately, 30.7 million Euro, a 10% decrease in comparison to the homologous period of 2008. Circulation revenues increased 3% to 15.2 million Euro, advertising revenues presented a 22% decrease to approximately 11.2 million Euro and revenues related to alternative marketing products and others reached 4.3 million Euro, presenting a decrease of 12 %.

The consolidated operating cash flow (EBITDA) recorded in the first quarter of 2009 reached 4.3 million Euro, a decreased of 12% when compared to the first quarter of 2008. EBITDA margin reached 14.1% in this period.

The net consolidated profit amounted to 5 million Euro, in comparison to the loss of 11.2 million Euro recorded in the first quarter of 2008.

The first quarter of 2009, as it has already happened in the fourth quarter of 2008, was characterized by a strong decrease of advertising revenue in all media sectors.

Considering the publishing media segment, it is clear that daily newspapers and the market leaders show a greater ability to resist to overall the breakdown verified in advertising market.

Cofina's cost structure has adapted to this scenario by implementing cost reduction measures. During the last quarter of 2008 the company already engaged in some restructuration expenses in order to reorganize the Group companies and adapt them to the current context.

EBITDA margin improves in the newspapers segment

1Q 09
1Q 08
Var (%)
(amounts in thousand Euro)
Consolidated operating income 22,726 23,903 -4.9%
Circulation 10,836 10,556 2.7%
Advertising 8,698 10,685 -18.6%
Alternative marketing products and others 3,192 2,662 19.9%
Operating expenses (a) 18,224 19,186 -5.0%
Consolidated EBITDA (b) 4,501 4,717 -4.6%
EBITDA margin 19.8% 19.7% +0.1 p.p.

(a) Operating expenses excluding amortisations

(b) EBITDA = operating net profit + amortisation and depreciation

During the first quarter of 2009, total revenues of the newspapers' segment reached 22.7 million Euro, which represents a decrease of 5% regarding the first quarter of 2008. Advertising revenues amounted to 8.7 million Euro (-19%). Circulation revenues recorded a 3% increase reaching 10.8 million Euro; the revenues from alternative marketing products and others amounted to 3.2 million Euro, presenting an increase of 20%.

This segment's EBITDA amounted to 4.5 million Euro, a dropdown of approximately 5%, when compared with the homologous period. EBITDA margin reached 19.8% (19.7% in 2007), the highest level recorded in the last 5 quarters.

According to the data provided by APCT ("Associação Portuguesa de Controlo de Tiragens") related to January and February 2009, the daily newspaper "Correio da Manhã" is the most sold newspaper in Portugal, with daily average sales reaching 116 thousand copies. The daily sports newspaper "Record" sold, in average, approximately 72.6 thousand copies per day. Both these newspapers are leaders in their segments.

The free distribution newspapers segment was the most affected by the reduction of advertising investment, resulting from the fact that it represents a pro-cyclical market niche. According to data from Marketest / "Bareme Imprensa", the average number of readers dropped to 464 thousand.

Magazines segment

1Q 09 1Q 08 Var (%)
(amounts in thousand Euro)
Consolidated operating income 7,968 10,052 -20.7%
Circulation 4,391 4,250 3.3%
Advertising 2,508 3,630 -30.9%
Alternative marketing products and others 1,069 2,172 -50.8%
Operating expenses (a) 8,144 9,856 -17.4%
Consolidated EBITDA (b) -175 196 -189.3%
EBITDA margin -2.2% 1.9% - 0.2 p.p.

(a) Operating expenses excluding amortisations

(b) EBITDA = operating net profit + amortisation and depreciation

The magazines segment was significantly affected by the strong decrease verified in advertising revenue, having recorded a negative performance. Total revenues amounted to near 8 million Euro (-20.7%), having advertising revenues reached 2.5 million Euro (-31%) and revenues from alternative marketing products and others decreased more than 50%, to 1 million Euro. Circulation revenues increased more than 3%, to approximately 4.4 million Euro.

In the first quarter of 2009, EBITDA of the magazines segment was negative of approximately 0.2 million Euro.

Regarding the headings, weekly newsmagazine "Sábado" recorded weekly average sales of approximately 77.6 thousand copies; the TV and social life magazine "TV Guia" sold, on average, more than 82.7 thousand copies per week; and fashion magazine "Máxima" recorded an average monthly paid circulation of 57.7 thousand copies.

Consolidated information

The net consolidated profit recorded in the first quarter of 2009 reached 5 million Euro. The investments measured at fair value through profit and loss, namely the shares held by the Group in Zon Multimédia, are recorded at their market value, based in its share price as of 31 March 2009.

The impact of this valuation amounted to, approximately, 4.6 million Euro, and has been recorded entirely in caption "Gains and losses in other investments" of the consolidated income statement.

As of 31 March 2009, Cofina's nominal net debt amounted to, approximately, 105.7 million Euro.

Porto, 28 May 2009

CONSOLIDATED BALANCE SHEETS

FOR THE PERIODS ENDED 31 MARCH 2009 AND 31 DECEMBER 2008

(Translation of financial statements originally issued in Portuguese - Note 18)

(Amounts expressed in Euro)

ASSETS Notes 31.03.2009 31.12.2008
NON CURRENT ASSETS
Tangible assets 10,975,349 11,543,485
Goodwill 89,053,723 89,053,723
Intangible assets 445,043 440,991
Investments in associated companies 4 6,367,574 6,380,838
Deferred tax assets 7,716,893 8,681,501
Total non current assets 114,558,582 116,100,538
CURRENT ASSETS
Inventories 2,281,614 1,938,730
Customers 10,802,026 11,572,793
State and other public entities 1,622,339 1,320,165
Other current debtors 2,436,781 812,488
Other current assets 7,263,487 7,691,199
Investments recorded at fair value through profit and loss 7 61,059,089 56,494,590
Cash and cash equivalents 41,294,724 47,786,722
Total current assets 126,760,060 127,616,687
TOTAL ASSETS 241,318,642 243,717,225
EQUITY AND LIABILITIES
SHAREHOLDERS' FUNDS
Share capital 14 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 (60,182,519) 13,089,460
Consolidated net profit/(loss) for the period attributable to the parent 5,039,956 (73,272,795)
Equity attributable to equity holder of the parent (8,217,125) (13,257,897)
Minority interests 746,376 767,021
TOTAL EQUITY (7,470,749) (12,490,876)
LIABILITIES
NON CURRENT LIABILITIES
Other loans 9 79,517,935 99,431,682
Pension liabilities 708,863 708,863
Other non current creditors 8 4,867,843 5,669,065
Provisions 998,475 1,014,909
Total non current liabilities 86,093,116 106,824,519
CURRENT LIABILITIES
Bank loans 9 8,048,320 12,454,291
Other loans - short term 9 119,416,108 99,326,751
Derivatives 10 - -
Suppliers
State and other public entities
9,236,923
3,007,786
11,697,748
3,094,990
Other current creditors 8 9,969,556 7,806,389
Other current liabilities 13,017,582 15,003,413
Total current liabilities 162,696,275 149,383,582
TOTAL LIABILITIES 248,789,391 256,208,101
TOTAL EQUITY AND LIABILITIES 241,318,642 243,717,225

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

CONSOLIDATED STATEMENTS OF PROFIT AND LOSS BY NATURE FOR THE THREE MONTHS PERIODS ENDED 31 MARCH 2009 AND 2008 (Translation of financial statements originally issued in Portuguese - Note 18) (Amounts expressed in Euro)

Notes 31.03.2009 31.03.2008
Operating income
Sales 15,133,784 14,805,551
Services rendered 11,605,908 14,314,791
Other operating income 3,954,026 4,833,881
Total operating income 12 and 15 30,693,718 33,954,223
Operating expenses
Cost of sales 4,637,446 5,447,473
External supplies and services 11,870,901 13,048,843
Payroll expenses 9,427,248 10,252,123
Amortisation and depreciation 844,914 946,559
Provisions / (reversals) and impairment losses 244,433 132,004
Other operating expenses 187,743 161,004
Total operating expenses 27,212,685 29,988,007
Operating profit 15 3,481,033 3,966,216
Gains and losses in derivatives 10 - -
Gains and losses in associated companies 11 (23,118) 103,552
Gains and losses in other investments 11 4,560,360 (12,589,816)
Financial expenses 11 (2,441,970) (2,749,759)
Financial income 11 434,539 436,858
Profit before income tax 6,010,844 (10,832,948)
Income tax 6 (990,632) (441,953)
Net consolidated profit / (loss) for the period 5,020,212 (11,274,901)
Attributable to:
Shareholders of the parent company 5,039,956 (11,208,607)
Minority interests (19,744) (66,294)
Earnings per share:
Basic 13 0.05 (0.11)
Diluted 13 0.04 (0.09)

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

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME FOR THE THREE MONTHS PERIODS ENDED 31 MARCH 2009 AND 2008(Translation of financial statements originally issued in Portuguese - Note 18)

(Amounts expressed in Euro)

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

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY FOR THE THREE MONTHS PERIODS ENDED 31 MARCH 2009 AND 2008

(Translation of financial statements originally issued in Portuguese - Note 18)

(Amounts expressed in Euro)

f th
Att
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Ap
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20,
212
Bal
f 31
Ma
rch
20
09
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25,
641
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9
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5
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144
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182
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5,0
39,
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(
8,2
17,
125
)
746
,37
6
(
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70,
749
)

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

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE THREE MONTHS PERIODS ENDED 31 MARCH 2009 AND 2008 (Translation of financial statements originally issued in Portuguese - Note 18)

(Amounts expressed in Euro)
Notes
31.03.2009
31.03.2008
Operating activities
Cash flow from operating activities (1) 389,145 1,496,772
Investment activities
Collections relating to:
Investments 100,000 -
Interest and similar income 514,462 614,462 762,872 762,872
Payments relating to:
Tangible assets - (495,000)
Investments (1,518,240) (1,518,240) (52,384,329) (52,879,329)
Cash flow from investment activities (2) (903,778) (52,116,457)
Financing activities
Collections relating to:
Loans obtained 1,483,390 1,483,390 - -
Payments relating to:
Interest and similar costs (2,683,208) (2,806,442)
Lease contracts (361,576) (303,790)
Loans obtained - (3,044,784) (40,000,000) (43,110,232)
Cash flow from financing activities (3) (1,561,394) (43,110,232)

Cash and its equivalents at the beginning of the period 35,322,431 84,988,875 Variation of cash and its equivalents: (1)+(2)+(3) (2,076,027) (93,729,917) Cash and its equivalents at the end of the period 33,246,404 (8,741,042)

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

(Translation of notes originally issued in Portuguese – Note 18)

(Amounts expressed in Euro)

1. PAYMENTS/COLLECTIONS RELATING TO INVESTMENTS

During the three months periods ended 31 March 2009 and 2008, the payments / collections relating to investments were as follows:

Acquisitions Transaction
amount
Amount
paid/collected
Advances related to the acquisition of investments 1,518,240 1,518,240
-----------------
1,518,240
==========
-----------------
1,518,240
==========
Sales Transaction
amount
Amount
paid/collected
O Sol é Essencial, S.A. 1,583,390 100,000
-----------------
1,583,390
==========
-----------------
100,000
==========

2. BREAKDOWN OF CASH AND CASH EQUIVALENTS

Cash and its equivalents as of 31 March 2009 and 2008 and as of 31 December 2008, and the reconciliation between those amounts and the amounts shown in the balance sheets as of those dates, are as follows:

31.03.2009 31.12.2008 31.03.2008
Cash 94,364 81,596 145,292
Bank deposits repayable on demand 15,500,360 10,677,656 27,788,332
Bank deposits convertible within 3 months 25,700,000 37,027,470 -
41,294,724 47,786,722 27,933,624
Bank overdrafts ( 6,564,930 ) ( 12,454,291 ) ( 36,674,665 )
34,729,794 35,322,431 ( 8,741,042 )

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE MONTHS PERIOD ENDED 31 MARCH 2009

(Translation of notes originally issued in Portuguese – Note 18)

(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 segments, editing titles like "Correio da Manhã", "Record", "Jornal de Negócios" and "Destak", as well as the magazines "Sábado", "Automotor", "TV Guia", "Flash!", "Rotas e Destinos", "Máxima" and "GQ", among others.

During the quarter ended 31 March 2009, the Group developed its activity mainly in Portugal, having also some interests in Brazil through the investment in Destak Brasil (Note 4).

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 2009 have been prepared using accounting policies consistent with the International Financial Reporting Standards ("IFRS") as adopted by European Union, in force as of 1 January 2009. The financial statements as of 31 March 2009 were prepared using accounting policies 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 2008.

3. CHANGES IN ACCOUNTING POLICIES AND CORRECTION OF MISTAKES

During the period ended 31 March 2009, there were no changes in accounting policies and were identified no material mistakes related with previous periods.

4. INVESTMENTS

Consolidation perimeter

The companies included in the consolidation by the full consolidation method, its headquarters and percentage participation held as of 31 March 2009, are as follows:

Companies Headquarters Percentage
participation
held
Activity
Parent company:
Cofina, SGPS, S.A.
Porto Investment management
Cofina B.V.
Efe Erre Participações, SGPS, S.A.
Amesterdam
(Netherlands)
Ovar
100.00%
100.00%
Investment management
Investment management
Cofina Media Group
Cofina Media, SGPS, S.A.
Presselivre – Imprensa Livre, S.A.
Edisport – Sociedade de Publicações, S.A
Edirevistas – Sociedade Editorial, S.A.
Mediafin, SGPS, S.A.
Metronews – Publicações, S.A.
Grafedisport – Impressão e Artes Gráficas, S.A.
Lisboa
Lisboa
Lisboa
Lisboa
Lisboa
Carnaxide
Queluz
100.00%
99.39%
100%
99.46%
100.00%
59.00%
100.00%
Investment management
Newspaper and magazine publication
Newspaper publication
Magazine publication
Investment management
Newspaper publication
Newspaper printing

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE MONTHS PERIOD ENDED 31 MARCH 2009

(Translation of notes originally issued in Portuguese – Note 18)

(Amounts expressed in Euro)

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

The associated companies, its headquarters, the percentage participation held as of 31 March 2009 and the activity developed by each company are as follows:

Companies Headquarters Percentage participation held Activity
Direct Indirect
VASP – Sociedade de Transportes e Distribuições, Lda. Lisboa
São Paulo,
33.33% - Publications distribution
Destak Brasil – Empreendimentos e Participações, S.A. Brazil 23.96% - Holding company
Destak Brasil – Editora de Publicações, S.A. São Paulo,
Brazil
- 23.96% Newspapers publication
Mercados Globais – Publicação de Conteúdos, Lda. V.N. Gaia 50% - Management 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.

Investments in associated companies

The acquisition cost of the associated companies and its book value as of 31 March 2009 are as follow:

Companies Acquisition
cost
Book
value
VASP – Sociedade de Transportes e Distribuições, Lda. 6,234 2,994,830
Destak Brasil – Empreendimentos e Participações, S.A. 299,064 -
Destak Brasil – Editora de Publicações, S.A. (a) - -
Mercados Globais – Publicação de Conteúdos, Lda. 72,000 72,000
Advances related to financial investments 1,660,744 1,660,744

(a) – Investment held by the subsidiary Destak Brasil – Empreendimentos e Participações, S.A.

As of 31 March 2009 and 31 December 2008, the caption "Investments in associated companies" can be detailed as follows:

31.03.2009 31.12.2008
Financial investments
VASP – Sociedade de Transportes e Distribuições, Lda. - equity method 2,994,830 3,017,948
Destak Brasil – Empreendimentos e Participações, S.A. 299,064 299,064
O Sol é Essencial, S.A. - equity method - 670,889
O Sol é Essencial, S.A. - goodwill - 2,495,807
Mercados Globais - Publicação de Conteúdos, Lda. 72,000 72,000
Advances related to the acquisition of financial investments 1,660,744 67,500
5,026,638 6,623,208
Accumulated impairment losses o investments in associates (299,064) (1,882,370)
Loans granted to associated companies
Gross amount 3,000,000 3,000,000
Accumulated impairment losses (1,360,000) (1,360,000)
6,367,574 6,380,838

As of 31 March 2009 and 2008 the Group has available for sale investments corresponding to minority investments. The Group has recorded impairment losses to face differences to the realisable amount, presenting this caption a null net book value as of those dates.

COFINA, S.G.P.S., S.A. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE THREE MONTHS PERIOD ENDED 31 MARCH 2009 (Translation of notes originally issued in Portuguese – Note 18) (Amounts expressed in Euro)

5. GOODWILL

During the three months periods ended 31 March 2009 and 2008, there were no changes in caption "Goodwill".

6. CURRENT INCOME TAXES

Income taxes recorded in the income statement for the period ended 31 March 2009 are detailed as follows:

31.03.2009
Current tax
Income tax for the period 26,023
Deferred tax 964,609
990,632

7. INVESTMENTS RECORDED AT FAIR VALUE THROUGH PROFIT AND LOSS

The amount recorded in the caption "Investments measured at fair value through profit and loss" as of 31 March 2009 and 2008 refer to shares traded in stock markets and are valuated at their market value as of those dates (Note 11).

As of 31 March 2009, the book value and market value can be detailed as follows:

Number of shares Share price Market value
Zon Multimédia
Other shares
15,190,000 4.01 60,911,900
147,189
------------------
61,059,089
==========

8. LEASE CONTRACTS

As of 31 March 2009 and 31 December 2008, the amounts payable to fixed assets suppliers in relation to financial lease contracts were classified in the captions "Other non-current creditors" and "Other current creditors" and had the following predicted reimbursement plan:

31.03.2009 31.12.2008
Year n+1 2,172,887 2,288,887
Year n+2 971,265 1,330,282
Year n+3 1,008,206 1,010,643
Year n+4 545,096 735,369
Year n + 5 and subsequents 170,389 303,883
4,867,843 5,669,065
Short term 2,495,495 2,241,156
7,363,338 7,910,221

9. BANK LOANS AND OTHER LOANS

The current liabilities caption "Bank loans" refers to bank overdrafts and discounted notes reimbursable in the short term which bear market interest rates.

In comparison to the balances as of 31 December 2008, there are no new loans neither have occurred meaningful changes in loans as of that date, regarding their conditions and maturities.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE MONTHS PERIOD ENDED 31 MARCH 2009

(Translation of notes originally issued in Portuguese – Note 18)

(Amounts expressed in Euro)

10. DERIVATIVE FINANCIAL INSTRUMENTS

As of 31 March 2009 and 2008, this caption relates to call warrants, which entitle the bondholders the right to subscribe Cofina, SGPS, S.A. shares at a variable exchange price, initially fixed at 4.08 Euro (before the share split, occurred in 2006).

These warrants are recorded in accordance with their fair value, based in evaluations of financial institutions. The movement in these derivatives for the three month periods ended 31 March 2009 and 2008 can be presented as follows:

31.03.2009 31.03.2008
Opening balance - 950,000
Increases / (decreases) - (950,000)
Closing balance - -

11. NET FINANCIAL PROFIT

The financial income and expenses for the three month periods ended 31 March 2009 and 2008 are made up as follows:

31.03.2009 31.03.2008
Financial expenses
Interests 2,289, 369 2,714,695
Commissions 105,176 29,082
Guarantees and other bank expenses 23,682 3,560
Exchange losses 3,745 849
Other financial expenses 19,998 1,573
2,441,970 2,749,759
Financial income
Interests 318,973 416,505
Exchange income 108,019 16,750
Other financial income 7,547 3,603
434,539 436,858

The caption "Gains and losses in associated companies" shown in the profit and loss statements as of 31 March 2009 and 2008 corresponds essentially to the Group's share appropriation over the net income of the associated companies.

The caption "Gains and losses in other investments" as of 31 March 2009 and 2008 can be detailed as follows:

31.03.2009 31.03.2008
Gains and losses in the sale of other investments - -
Investments recorded at fair value through profit and loss (Introductory Note and Note 15) 4,557,000 (12,589,816)
Dividens 3,360 -
4,560,360 (12,589,816)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE MONTHS PERIOD ENDED 31 MARCH 2009

(Translation of notes originally issued in Portuguese – Note 18)

(Amounts expressed in Euro)

The caption "Investments recorded at fair value through profit and loss" refers entirely 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 2009.

12. RELATED PARTIES

The main balances with related parties as of 31 March 2009 and the main transactions with related entities during the period then ended may be detailed as follows:

Transactions Sales and services
rendered
Good and services
acquisitions
Associated companies 17,259,024 8,693
Balances Accounts receivable Accounts payable Sales pending
invoice
Associated companies 136,342 41,206 6,156,178

Sales and services rendered to associated companies during the period ended 31 March 2009 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.

13. EARNINGS PER SHARE

Earnings per share for the periods ended 31 March 2009 and 2008 were determined taking into consideration the following amounts:

31.03.2009 31.03.2008
Net profit / (loss) considered for the computation of basic and
diluted earnings per share
5,039,955 ( 11,208,607)
Weighted average number of shares used to compute the
basic earnings per share
102,565,836 102,565,836
Warrants dilution effect (a) 24,509,800 24,509,800
Weighted average number of shares used to compute
the diluted earnings per share
127,075,636 127,075,636
Earnings per share:
Basic
Diluted
0.05
0.04
(0.11)
(0.09)

(a) – The "Warrants dilution effect" refers to the option given to the holders of the bonds representative of the 50,000,000 Euro bond loan issued by Cofina B.V. to convert each bond held, with a nominal amount of 5,000 Euro, into 4,901.96 shares of Cofina S.G.P.S., S.A.

14. SHARE CAPITAL

As of 31 March 2009, 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.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE MONTHS PERIOD ENDED 31 MARCH 2009

(Translation of notes originally issued in Portuguese – Note 18)

(Amounts expressed in Euro)

15. SEGMENT INFORMATION

In accordance with the origin and nature of the income generated by the Group, the following reporting segments have been identified:

  • Newspapers
  • Magazines
  • Holding

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

The information for the three month periods ended 31 March 2009 and 2008 is detailed as follows:

31.03.2009
Net operating income
Newspapers Magazines Total
Resulting from operations with external clients
Resulting from operations with other segments
22,726,165
-
7,967,554
-
30,693,719
-
31.03.2008 Newspapers Magazines Total
Net operating income
Resulting from operations with external clients
Resulting from operations with other segments
23,902,588
-
10,051,635
-
33,954,223
-
31.03.2009 Newspapers Magazines Total
Operating cash-flow (a) 4,501,181 (175,234) 4,325,947
Amortisation and depreciation 750,309 94,605 844,914
Operating profit 3,750,872 (269,839) 3,481,033

(a) - Operating profit + amortisation and depreciation

31.03.2008 Newspapers Magazines Total
Operating cash-flow (a) 4,716,250 196,525 4,912,775
Amortisation and depreciation 871,736 74,823 946,559
Operating profit 3,844,514 121,702 3,966,216

(a) - Operating profit + amortisation and depreciation

16. SUBSEQUENT EVENTS

As of 31 March 2009, the Group presents negative equity, due solely to the Group's exposure to ZON Multimédia – Serviços de Telecomunicações e Multimédia, S.G.P.S., S.A., through the holding of 15,190,000 shares recorded at their market value. Based on its share price as of 31 March 2009 (4.01 Euro per share), a gain of, approximately, 4.56 million Euro was recorded, in accordance with the applicable accounting standards.

It is the the Board of Directors' belief that the price of Zon Multimédia as of that date does not reflect the fair value of this share, and that the impairment loss recorded will be recovered through Zon Multimedia's operations.

17. INTERIM FINANCIAL STATEMENTS APPROVAL

The interim financial statements as of 31 March 2009 were approved by the Board of Directors for issuance in 26 May 2009.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE MONTHS PERIOD ENDED 31 MARCH 2009

(Translation of notes originally issued in Portuguese – Note 18)

(Amounts expressed in Euro)

18. 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.

BALANCE SHEETS FOR THE PERIODS ENDED 31 MARCH 2009 AND 31 DECEMBER 2008

(Translation of financial statements originally issued in Portuguese)

(Amounts expressed in Euro)

31.03.2009 31.12.2008
Book Amortisation Net book Net book
Assets value and adjustments value value
Fixed Assets:
Intangible fixed assets:
Formation expenses 461,818 461,818 - -
Research and development expenses 110,600 107,753 2,847 -
Industrial property and other rights 21,291 21,291 - -
Expenses in progress - - - 3,106
593,709 590,862 2,847 3,106
Tangible fixed assets:
Transport equipment 2,039 637 1,402 1,529
Furniture and office equipment 185,002 170,683 14,319 17,345
Other tangible assets 99,468 96,979 2,489 3,246
286,509 268,299 18,210 22,120
Financial investments:
Investments in group companies 269,075,760 47,075,500 222,000,260 222,000,260
Investments in associated companies 146,900 146,900 - -
Investments in other companies 607,500 607,500 - -
Securities and other investments 7,819,178 7,819,178 - -
277,649,338 55,649,078 222,000,260 222,000,260
Current assets:
Accounts receivable - short term:
Group companies 3,162,654 - 3,162,654 3,287,623
State and other public entities 1,188,854 - 1,188,854 1,109,356
Other debtors 99,541 - 99,541 98,801
4,451,049 - 4,451,049 4,495,780
Negotiable securities:
Other negociable securities 116,555,086 55,558,397 60,996,689 56,439,689
Bank deposits and cash:
Bank deposits 26,077,144 26,077,144 33,990,552
Cash 3,719 3,719 2,600
26,080,863 26,080,863 33,993,152
Accruals and deferrals:
Accrued income 217,289 217,289 267,394
Deferred costs 586,553 586,553 675,704
803,842 803,842 943,098
Total amortisation 859,161
Total adjustments 111,207,475
Total assets 426,420,396 112,066,636 314,353,760 317,897,205

BALANCE SHEETS FOR THE PERIODS ENDED 31 MARCH 2009 AND 31 DECEMBER 2008

(Translation of financial statements originally issued in Portuguese)

(Amounts expressed in Euro)

Equity and liabilities 31.03.2009 31.12.2008
Equity
Share capital 25,641,459 25,641,459
Share premium account 15,874,835 15,874,835
Reserves:
Legal reserve 5,409,144 5,409,144
Other reserves 86,973,994 86,973,994
Retained earnings (60,303,443) -
Net profit / (loss) for the period 3,058,144 (60,303,443)
76,654,133 73,595,989
Liabilities:
Accounts payable - medium / long term:
Other loans 100,000,000 100,000,000
Accounts payable - short term:
Bank loans - 6,025,000
Bond loans 50,000,000 50,000,000
Other loans 50,000,000 50,000,000
Suppliers 13,016 1,847
Group companies 34,697,223 35,790,666
State and other public entities 169,185 175,395
Other creditors 795,064 364,473
135,674,488 142,357,381
Accruals and deferrals:
Accrued costs 2,025,139 1,943,835
Total equity and liabilities 314,353,760 317,897,205

STATEMENTS OF PROFIT AND LOSS BY NATURE

FOR THE THREE MONTHS PERIODS ENDED 31 MARCH 2009 AND 2008

(Translation of financial statements originally issued in Portuguese)

(Amounts expressed in Euro)

Costs and losses 31.03.2009 31.03.2008
External supplies and services 73,191 110,322
Payroll expenses 58,298 64,194
Amortisation and depreciation 4,405 4,116
Tax expenses 14,378 8,654
Other operating expenses 122 122
(A) 150,394 187,408
Amortisations and adjustments from financial investments and other applications - 7,118,135
Interest and similar costs 2,649,760 2,395,515
(C) 2,800,154 9,701,058
Extraordinary expenses 40,728 54,460
(E) 2,840,882 9,755,518
Income tax (968,474) (194,796)
(G) 1,872,408 9,560,722
Net profit / (loss) for the period 3,058,144 (9,240,101)
4,930,552 320,621
Gains and income 31.03.2009 31.03.2008
Other operating income - -
(B) - -
Dividends 3,360 3,176
Interest and similar income 4,927,182 314,273
(D) 4,930,542 317,449
Extraordinary income 10 3,172
(F) 4,930,552 320,621
Resumo:
Operating net profit / (loss):
(B) - (A)
(150,394) (187,408)
Financial net profit / (loss):
(D-B) - (C-A)
2,280,782 (9,196,201)
Current net profit / (loss):
(D) - (C)
2,130,388 (9,383,609)
Net profit / (loss) before tax:
(F) - (E)
2,089,670 (9,434,897)
Net profit / (loss) for the period:
(F) - (G)
3,058,144 (9,240,101)

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