Quarterly Report • May 31, 2010
Quarterly Report
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Headquarters: Rua do General Norton de Matos, 68, r/c – Porto Fiscal number: 502 293 225 Share Capital: 25,641,459 Euros
Cofina's consolidated financial information for the first quarter of 2010, prepared in accordance with recognition and measurement principles of International Financial Reporting Standards, may be presented as follows:
| (amounts in thousand Euro) | 1Q 10 | 1Q 09 | Var (%) |
|---|---|---|---|
| Consolidated operating income | 32.155 | 30.694 | 4,8% |
| Circulation | 15.656 | 15.227 | 2,8% |
| Advertising | 12.046 | 11.206 | 7,5% |
| Alternative marketing products and others | 4.453 | 4.261 | 4,5% |
| Operating income by segments | 32.155 | 30.694 | 4,8% |
| Newspapers | 24.081 | 22.726 | 6,0% |
| Magazines | 8.074 | 7.968 | 1,3% |
| Operating expenses (a) | 27.510 | 26.367 | 4,3% |
| Consolidated EBITDA (b) | 4.645 | 4.327 | 7,3% |
| EBITDA margin | 14,4% | 14,1% | + 0.3 p.p. |
| Newspapers | 4.788 | 4.502 | 6,4% |
| Newspapers EBITDA margin | 19,9% | 19,8% | + 0.1 p.p. |
| Magazines | -143 | -175 | -18,3% |
| Magazines EBITDA margin | -1,8% | -2,2% | + 0.4 p.p. |
| Amortisation and depreciation (-) | 959 | 845 | 13,5% |
| EBIT | 3.686 | 3.481 | 5,9% |
| EBIT margin | 11,5% | 11,3% | + 0.2 pp |
| Financial profit / (loss) | (9.322) | 2.530 | - |
| Income before taxes and minority interests | -5.636 | 6.012 | - |
| Income taxes | 1.132 | 991 | 14,2% |
| Minority interests | (63) | (20) | 215,0% |
| Net consolidated profit / (loss) (c) | -6.705 | 5.041 | - |
(a) Operating expenses excluding amortisations
(b) EBITDA = Earnings before interest, taxes, depreciation and amortisation
(c) Net profit/(loss) attributable to shareholders of parent company
Consolidated operating income for the first quarter of 2010 reached, approximately, 32.2 million Euro, a 5% increase in comparison to the homologous period of 2009. Circulation revenues increased 3% to 15.7 million Euro, advertising revenue presented an 8% increase to approximately 12 million Euro and revenue related to alternative marketing products and others reached 4.5 million Euro, presenting an increase of 5%. The first quarter of 2010 includes the newspaper "Metro" in the consolidation perimeter.
The consolidated operating cash flow (EBITDA) recorded in the first quarter of 2010 reached 4.6 million Euro, an increase of 7.3% when compared to the first quarter of 2009. EBITDA margin reached 14.4% in this period.
Consolidated net loss of the first quarter of 2010 reached -6.7 million Euro was affected by the recording at fair value of investments measured at fair value through profit and loss. 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 2010.
The total impact of this valuation amounting to, approximately, -8.2 million Euro, has been recorded entirely under the caption "Gains and losses in other investments" of the consolidated income statement.
As of 31 March 2010, Cofina's nominal net debt amounted to, approximately, 89.7 million Euro.
| 1Q 10 | 1Q 09 | Var (%) | |
|---|---|---|---|
| (amounts in thousand Euro) | |||
| Consolidated operating income | 24.081 | 22.726 | 6,0% |
| Circulation | 11.612 | 10.836 | 7,2% |
| Advertising | 9.426 | 8.698 | 8,4% |
| Alternative marketing products and others | 3.043 | 3.192 | -4,7% |
| Operating expenses (a) | 19.293 | 18.224 | 5,9% |
| Consolidated EBITDA (b) | 4.788 | 4.502 | 6,4% |
| EBITDA margin | 19,9% | 19,8% | + 0.1 p.p. |
(a) Operating expenses excluding amortisations
(b) EBITDA = Earnings before interest, taxes, depreciation and amortisation
During the first quarter of 2010, total revenue of the newspapers' segment reached 24.1 million Euro, which represents an increase of 6% in comparison with the first quarter of 2009.
Circulation revenue recorded a 7% increase reaching 11.6 million Euro; revenue from alternative marketing products and others amounted to 3 million Euro, presenting a decrease of 5%; advertising revenue amounted to 9.4 million Euro (8.4%).
This segment's EBITDA amounted to 4.8 million Euro, presenting an increase of 6.4%, when compared with the homologous period. EBITDA margin reached 19.9%.
According to the last data provided by APCT (regarding the period between January and February 2010), "Correio da Manhã" reinforced its leadership selling an average of more than 125 thousand copies. According to the data provided by that entity, "Correio da Manhã" has a market share of 40% (within the segment of paid daily newspapers), while in the homologous period of 2009 this quota was 34%.
During the same period daily sports newspaper "Record" sold a daily average of 68.2 thousand copies and it is the leader in its segment. Daily economics newspaper "Jornal de Negócios" sold a daily average of 10 thousand copies.
In the first quarter of 2010 the free distribution newspaper "Metro" is included in the consolidated financial statements, as it was acquired during the fourth quarter of 2009.
| 1Q 10 | 1Q 09 | Var (%) | |
|---|---|---|---|
| (amounts in thousand Euro) | |||
| Consolidated operating income | 8.074 | 7.968 | 1,3% |
| Circulation | 4.044 | 4.391 | -7,9% |
| Advertising | 2.620 | 2.508 | 4,5% |
| Alternative marketing products and others | 1.410 | 1.069 | 31,9% |
| Operating expenses (a) | 8.217 | 8.143 | 0,9% |
| Consolidated EBITDA (b) | -143 | -175 | -18,3% |
| EBITDA margin | -1,8% | -2,2% | + 0.4 p.p. |
(a) Operating expenses excluding amortisations
(b) EBITDA = Earnings before interest, taxes, depreciation and amortisation
The magazines segment continues to be significantly affected by economics environment, namely the private consumption contraction. Advertising revenue reached 2.6 million Euro (4.5%) and revenue from alternative marketing products and others increased more than 32%, to 1.4 million Euro. Circulation revenue decreased 7.9%, to approximately 4 million Euro in comparison with 4.4 million Euro in 2009.
In this segment, a strong seasonal component is present. Usually the first quarter is negatively affected by a lower level of sales in January and February. On the other hand the fourth quarter usually presents a positive seasonal performance.
In the first quarter of 2010, EBITDA of the magazines' segment was negative of approximately 0.1 million Euro.
According to the last data provided by APCT (regarding the period between January and February 2010), the weekly newsmagazine "Sábado" recorded weekly average sales of approximately 71.8 thousand copies; the TV and social life magazine "TV Guia" sold, on average, more than 75.5 thousand copies per week; and society magazine "Flash" recorded an average weekly paid circulation of 39.7 thousand copies. Regarding the monthly magazines, the fashion magazine "Máxima" recorded an average monthly paid circulation of 51.9 thousand copies.
Porto, 6 May 2010
(Translation of financial statements originally issued in Portuguese - Note 18) (Amounts expressed in Euro)
| ASSETS | Notes | 31.03.2010 | 31.12.2009 | |
|---|---|---|---|---|
| NON CURRENT ASSETS: | ||||
| Tangible assets | 9,286,155 | 9,927,157 | ||
| Goodwill | 5 | 91,996,994 | 91,996,994 | |
| Intangible assets | 502,709 | 527,038 | ||
| Investments in associated companies | 4 | 4,742,852 | 4,733,946 | |
| Investments available for sale | 4 | - | - | |
| Deferred tax assets | 2,894,510 | 3,723,053 | ||
| Total non current assets | 109,423,220 | 110,908,188 | ||
| CURRENT ASSETS: | ||||
| Inventories | 1,460,077 | 3,129,658 | ||
| Customers | 10,974,317 | 11,384,331 | ||
| State and other public entities | 1,278,078 | 522,914 | ||
| Other current debtors | 826,759 | 713,565 | ||
| Other current assets | 7,849,599 | 8,617,438 | ||
| Investments measured at fair value through profit and loss | 7 | 57,668,738 | 65,901,718 | |
| Cash and cash equivalents | 54,201,270 | 46,315,859 | ||
| Total current assets | 134,258,838 | 136,585,483 | ||
| TOTAL ASSETS | 243,682,058 | 247,493,671 | ||
| EQUITY AND LIABILITIES | ||||
| SHAREHOLDERS' FUNDS: | ||||
| Share capital | 15 | 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 | (43,772,871) | (60,362,753) | ||
| Consolidated net profit / (loss) attributable to equity holder of the parent | (6,705,106) | 17,091,529 | ||
| Equity attributable to equity holder of the parent | (3,552,539) | 3,654,214 | ||
| Minority interests | 547,166 | 591,835 | ||
| TOTAL EQUITY | (3,005,373) | 4,246,049 | ||
| LIABILITIES: | ||||
| NON CURRENT LIABILITIES: | ||||
| Other loans | 9 | 49,873,636 | 49,720,203 | |
| Pension liabilities | 691,357 | 691,357 | ||
| Other non current creditors | 8 | 2,910,791 | 3,469,794 | |
| Provisions | 1,075,567 | 1,076,423 | ||
| Total non current liabilities | 54,551,351 | 54,957,777 | ||
| CURRENT LIABILITIES: | ||||
| Bank loans | 9 | 7,548,738 | 2,418,284 | |
| Other loans | 9 | 143,406,443 | 143,299,505 | |
| Derivative financial instruments | 10 | 926,015 | 245,439 | |
| Suppliers | 12,820,328 | 12,804,434 | ||
| State and other public entities | 3,737,014 | 4,888,406 | ||
| Other current creditors | 8 | 9,041,305 | 8,464,087 | |
| Other current liabilities | 14,656,237 | 16,169,690 | ||
| Total current liabilities | 192,136,080 | 188,289,845 | ||
| TOTAL LIABILITIES | 246,687,431 | 243,247,622 | ||
| TOTAL EQUITY AND LIABILITIES | 243,682,058 | 247,493,671 |
The accompanying notes form an integral part of the consolidated financial statements.
| Notes | 31.03.2010 | 31.03.2009 | |
|---|---|---|---|
| Sales | 15,610,810 | 15,133,784 | |
| Services rendered | 11,502,946 | 11,605,908 | |
| Other income | 5,040,894 | 3,954,026 | |
| Cost of sales | (4,540,244) | (4,637,446) | |
| External supplies and services | (12,801,398) | (11,870,901) | |
| Payroll expenses | (9,767,986) | (9,427,248) | |
| Amortisation and depreciation | (959,750) | (844,914) | |
| Provisions and impairment losses | (244,584) | (244,433) | |
| Other expenses | (155,033) | (187,743) | |
| Gains and losses in derivatives | 10 | - | - |
| Gains and losses in associated companies | 11 | 3,906 | (23,118) |
| Gains and losses in other investments | 11 | (8,232,980) | 4,560,360 |
| Financial expenses | 11 | (1,385,709) | (2,441,970) |
| Financial income | 11 | 292,812 | 434,539 |
| Profit / (loss) before income tax | (5,636,316) | 6,010,844 | |
| Income tax | 6 | (1,132,057) | (990,632) |
| Net profit / (loss) for the period | (6,768,373) | 5,020,212 | |
| Attributable to: | |||
| Parent company´s shareholders | (6,705,106) | 5,039,956 | |
| Minority interests | (63,267) | (19,744) | |
| Earnings per share: | |||
| Basic | 14 | (0.07) | 0.05 |
| Diluted | 14 | (0.05) | 0.04 |
The accompanying notes form an integral part of the consolidated financial statements.
| 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 |
Min orit y |
Tot al |
||
| ital cap |
t acc oun |
res erv e |
res erv es |
fit / ( loss ) pro |
Tot al |
inte ts res |
Eq uity |
|
| Bal f 1 Jan 200 9 anc e a s o uar y |
25, 641 ,45 9 |
15, 874 ,83 5 |
5,4 09, 144 |
13, 089 ,46 0 |
( 73, 272 ,79 5) |
( 13, 257 ,89 7) |
767 ,02 1 |
( 12, 490 ,87 6) |
| f co for Ap iatio lida ted t lo 200 8: pro pr n o nso ne ss |
||||||||
| Tra nsf o le l re and ain ed nin er t ret ga ser ve ear gs |
- | - | - | ( 73, 272 ,79 5) |
73, 272 ,79 5 |
- | - | - |
| Ch e in and mi ity inte ts: ang res erv es nor res |
||||||||
| Oth han er c ges |
- | - | - | 816 | - | 816 | ( 901 ) |
( 85) |
| Net lida ted fit f or t he co nso pro |
||||||||
| thre hs iod ded Ma rch ont 31 20 09 e m per en |
- | - | - | - | 5,0 39, 956 |
5,0 39, 956 |
( ) 19, 744 |
5,0 20, 212 |
| Bal f 31 Ma rch 20 09 anc e a s o |
25, 641 ,45 9 |
15, 874 ,83 5 |
5,4 09, 144 |
( 60, 182 ,51 9) |
5,0 39, 956 |
( 8,2 17, 125 ) |
746 ,37 6 |
( 7,4 70, 749 ) |
| 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 ofit for t pr 20 09: pro pr n o nso ne |
||||||||
| Tra nsf tain ed nin er t o re ear gs |
- | - | - | 17, 091 ,52 9 |
( 17, 091 ,52 9) |
- | - | - |
| Ch e in and mi ity inte ts: ang res erv es nor res |
- | - | - | - | - | - | - | - |
| Hed ing Ins trum ent g s |
- | - | - | ( 500 ,22 3) |
- | ( 500 ,22 3) |
- | ( 500 ,22 3) |
| Ca inflo from ital mi ity s har eho lde p ws nor rs |
- | - | - | - | - | - | 19, 500 |
19, 500 |
| Oth han er c ges |
- | - | - | ( 1,4 24) |
- | ( 1,4 24) |
( 902 ) |
( 2,3 26) |
| s fo Net lida ted los r th co nso e |
||||||||
| thre hs iod ded 31 Ma rch 20 10 ont e m per en |
- | - | - | - | ( 6,7 05, 106 ) |
( 6,7 05, 106 ) |
( 63, 267 ) |
( 6,7 68, 373 ) |
| Bal f 31 Ma rch 20 10 anc e a s o |
25, 641 ,45 9 |
15, 874 ,83 5 |
5,4 09, 144 |
( 43, 772 ,87 1) |
( 6,7 05, 106 ) |
( 3,5 52, 539 ) |
547 ,16 6 |
( 3,0 05, 373 ) |
The accompanying notes form an integral part of the consolidated financial statements.
| 31.03.2010 | 31.03.2009 | |
|---|---|---|
| Net consolidated profit for the period | (6,768,373) | 5,020,212 |
| Exchange differences arising on translation of foreign operations | - | - |
| Variation in fair value of assets held for sale | - | - |
| Variation on fair value of cash flow hedging derivatives | (500,223) | - |
| Total comprehensive income for the period | (7,268,596) | 5,020,212 |
| Attributable to: | ||
| Parent company´s shareholders | (7,205,329) | 5,039,956 |
| Minority interests | (63,267) | (19,744) |
The accompanying notes form an integral part of the consolidated financial statements.
| Notes | 31.03.2010 | 31.03.2009 | |||
|---|---|---|---|---|---|
| Operating activities: Cash flow from operating activities (1) |
3,876,289 | 1,872,535 | |||
| Investment activities: | |||||
| Collections relating to: | |||||
| Investments | - | 100,000 | |||
| Interest and similar income | 363,251 | 363,251 | 514,462 | 614,462 | |
| Payments relating to: | |||||
| Investments | 1 | (17,000) | (1,518,240) | ||
| Tangible assets | (77,973) | - | |||
| Intangible assets | (10,173) | (105,146) | - | (1,518,240) | |
| Cash flow from investment activities (2) | 258,105 | (903,778) | |||
| Financing activities: | |||||
| Collections relating to: | |||||
| Loans obtained | - | - | 1,483,390 | 1,483,390 | |
| Payments relating to: | |||||
| Interest and similar costs | (792,617) | (2,683,208) | |||
| Lease contracts | (586,820) | (1,379,437) | (361,576) | (3,044,784) | |
| Cash flow from financing activities (3) | (1,379,437) | (1,561,394) | |||
| Cash and cash equivalents at the beginning of the period | 2 | 43,897,575 | 35,322,431 | ||
| Variation of cash and cash equivalents: (1)+(2)+(3) | 2,754,957 | (592,637) | |||
| Cash and cash equivalents at the end of the period | 2 | 46,652,532 | 34,729,794 | ||
The accompanying notes form an integral part of the consolidated financial statements.
(Translation of notes originally issued in Portuguese – Note 18)
(Amounts expressed in Euro)
During the three months period ended 31 March 2010, payments / collections relating to investments were as follows:
| Acquisitions | Transaction amount |
Amount paid |
|---|---|---|
| Advances related to the acquisition of investments Mercados Globais – Publicação de Conteúdos, Lda. – acquired |
5,000 | 5,000 |
| in previous years | 72,000 | 12,000 |
| --------- | --------- | |
| 77,000 | 17,000 | |
| ===== | ===== |
Cash and cash equivalents as of 31 December 2009 and as of 31 March 2010 and 2009, and the reconciliation between those amounts and the amounts shown in the balance sheets as for those dates, are as follows:
| 31.03.2010 | 31.12.2009 | 31.03.2009 | |
|---|---|---|---|
| Cash | 85,704 | 89,555 | 94,364 |
| Bank deposits repayable on demand | 6,048,066 | 2,281,304 | 15,500,360 |
| Bank deposits convertible within 3 months | 48,067,500 | 43,945,000 | 25,700,000 |
| Cash and cash equivalents shown in the balance sheet | 54,201,270 | 46,315,859 | 41,294,724 |
| Bank overdrafts | ( 7,548,738 ) | ( 2,418,284 ) | ( 6,564,930 ) |
| 46,652,532 | 43,897,575 | 34,729,794 |
AS OF 31 MARCH 2010
(Translation of a report originally issued in Portuguese – Note 18)
(Amounts expressed in Euro)
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", "Destak" and "Metro", as well as the magazines "Sábado", "Automotor", "TV Guia", "Flash!", "Rotas e Destinos", "Máxima" and "GQ", among others.
During the quarters ended 31 March 2010, the Group developed its activity mainly in Portugal, having also some interests in Brazil through the investment in Destak Brasil (Note 4).
The accompanying consolidated financial statements have been prepared under the going concern assumption, although the Group's total equity as of 31 March 2010 is negative. This is due solely to the Group's exposure to ZON Multimédia - Serviços de Telecomunicações e Multimédia, SGPS, SA ("Zon Multimédia") 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 at that date does not reflect the fair value of this share and that the consolidated equity will improve until the end of 2010.
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 converted to Euro using the balance sheet date exchange rate; the profits and losses, as well as the cash flows, are converted to Euro using the average exchange rate of the year. The resulting exchange difference is recorded under the Equity captions.
The annual financial statements were presented accordingly to International Financial Reporting Standards as approved by the European Union. The interim financial statements as of 31 March 2010 are presented accordingly to IAS 34 –Interim Financial Reporting.
The adopted accounting policies are consistent with the ones used by the Group on the preparation of consolidated financial statements for the year ended 31 December 2009.
There were no changes in accounting policies and were identified no material mistakes related with previous periods.
AS OF 31 MARCH 2010
(Translation of a report originally issued in Portuguese – Note 18)
(Amounts expressed in Euro)
The companies included in the consolidation by the full consolidation method, its headquarters, percentage participation held and activity developed as of 31 March 2010, are as follows:
| Name | Headquarters | Effective percentage participation held |
Activity |
|---|---|---|---|
| Parent company: Cofina, SGPS, S.A. |
Porto | Investment management | |
| Cofina B.V. ("Cofina BV") | Amsterdam (Netherlands) |
100% | Investment management |
| Efe Erre Participações, SGPS, S.A. ("FR") | Ovar | 100% | Investment management |
| Cofina Media Group Cofina Media, SGPS, S.A. ("Cofina Media") |
Lisbon | 100% | Investment management |
| Presselivre – Imprensa Livre, S.A. ("Presselivre") | Lisbon | 99.37% | Newspapers and magazine publication |
| Edisport – Sociedade de Publicações, S.A. ("Edisport") |
Lisbon | 100% | Newspapers publication |
| Edirevistas – Sociedade Editorial, S.A. ("Edirevistas") |
Lisbon | 99.46% | Magazine publication |
| Mediafin, SGPS, S.A. ("Mediafin") Metronews – Publicações, S.A. ("Metronews") |
Lisbon Carnaxide |
100% 59% |
Investment management Newspapers publication |
| Grafedisport – Impressão e Artes Gráficas, S.A. ("Grafedisport") |
Queluz | 100% | Newspapers print |
| Web Works – Desenvolvimento de Aplicações para Internet, S.A. ("Web Works") |
Lisbon | 51% | Production and creation of websites for online business development |
| Holdimédia SGPS, S.A. ("Holdimédia") | Lisbon | 59% | Investment management |
| 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 |
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 and activity developed as of 31 March 2010 are as follows:
| Name | Headquarters | Effective percentage participation held |
Activity | |
|---|---|---|---|---|
| Direct | Indirect | |||
| VASP – Sociedade de Transportes e Distribuições, Lda. | Lisbon São Paulo, |
33.33% - |
- 23.96% |
Publications distribution Communication and advertising |
| AdCom Media Anúncios e Publicidade, S.A. | Brazil | services | ||
| Destak Brasil – Editora, S.A. | São Paulo, Brazil |
- | 23.96% | Newspapers publication |
| 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 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 31 March 2010 are as follows:
| Designation | Acquisition cost | Book value |
|---|---|---|
| VASP – Sociedade de Transportes e Distribuições, Lda. | 6,234 | 3,098,499 |
| AdCom Media Anúncios e Publicidade, S.A. (a) | - | - |
| 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 31 March 2010 and 31 December 2009 the caption "Investments in associated companies" can be detailed as follows:
| 31.03.2010 | 31.12.2009 | |
|---|---|---|
| Financial investment | ||
| VASP – Sociedade de Transportes e Distribuições, Lda. – equity method | 3,098,499 | 3,094,593 |
| Destak Brasil – Empreendimentos e Participações, S.A. | 299,064 | 299,064 |
| Mercados Globais - Publicação de Conteúdos, Lda. | 72,000 | 72,000 |
| Advance payments related to investments | 5,000 | - |
| 3,474,563 | 3,465,657 | |
| Accumulated impairment losses on investments | (371,064) | (371,064) |
| Loans to associated companies | ||
| Gross amount | 3,697,878 | 3,697,878 |
| Accumulated impairment losses | (2,058,525) | (2,058,525) |
| 4,742,852 | 4,733,946 |
As of 31 March 2010 and 31 December 2009 the Group has investments available for sale corresponding to minority investments for which impairment losses have been recorded in previous years, presenting this caption a null net book value as of those dates.
During the three months periods ended 31 March 2010 and 2009, no changes have occurred in goodwill.
Income taxes recorded in the income statements in the periods ended 31 March 2010 and 2009 are as follows:
| 31.03.2010 | 31.03.2009 | |
|---|---|---|
| Current tax Income tax for the period |
124.787 | 26.023 |
| Deferred tax assets | 1.007.270 | 964.609 |
| 1.132.057 | 990.632 |
(Translation of a report originally issued in Portuguese – Note 18)
(Amounts expressed in Euro)
The amount included in the caption "Investments measured at fair value through profit and loss" as of 31 March 2010 and 31 December 2009 relates to shares traded in stock markets and are recorded at their market value as of those dates (Note 11).
The book value of these investments as of 31 March 2010 can be detailed as follows:
| Number of shares | Quote | Market value | |
|---|---|---|---|
| Zon Multimédia Other traded shares |
15,190,000 | 3.796 | 57,661,240 7,498 |
| ------------------ 57,668,738 ========== |
As of 31 March 2010 and 31 December 2009, the amounts payable to fixed asset 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:
| 31.03.2010 | 31.12.2009 | |
|---|---|---|
| Year n+1 | 1,011,806 | 1,360,573 |
| Year n+2 | 1,019,173 | 1,014,012 |
| Year n+3 | 605,605 | 692,577 |
| Year n+4 | 237,670 | 363,930 |
| Year n+5 and following | 36,537 | 38,702 |
| 2,910,791 | 3,469,794 | |
| Short term | 2,317,594 | 2,345,411 |
| 5,228,385 | 5,815,205 | |
The current liabilities' caption "Bank loans" relates to short term bank overdrafts which bear interests at market rates.
As of 31 March 2010 and 31 December 2009, the caption "Other loans" was made up as follows:
| 31.03.2010 | ||||
|---|---|---|---|---|
| Book value | Nominal value | |||
| Current | Non-current | Current | Non-current | |
| Bond loans | 93,406,443 | - | 94,000,000 | - |
| Commercial paper | 50,000,000 | 49,873,636 | 50,000,000 | 50,000,000 |
| 143,406,443 | 49,873,636 | 144,000,000 | 50,000,000 | |
| 31.12.2009 | ||||
| Book value | Nominal value | |||
| Current | Non-current | Current | Non-current | |
| Bond loans | 93,299,505 | - | 94,000,000 | - |
| Commercial paper | 50,000,000 | 49,720,203 | 50,000,000 | 50,000,000 |
| 143,299,505 | 49,720,203 | 144,000,000 | 50,000,000 |
(Translation of a report originally issued in Portuguese – Note 18)
(Amounts expressed in Euro)
The non-current liabilities caption "Commercial paper" relates to two commercial paper programs with guaranteed subscription by the banks until 2011 and 2012.
The current liabilities caption "Commercial paper" refers to commercial paper programs due in the short term and that bear interests at market rates.
In addition to the amounts included in the statement of financial position as of 31 March 2010 and 31 December 2009, Cofina, SGPS, S.A. had issued a commercial paper program amounting to 50,000,000 Euro which is presented in the statement of financial position net of a bank deposit in the same amount since these financial instruments fulfil the requirements for their compensation.
Derivative financial instruments recorded in the financial statements as of 31 March 2010 refer to interest rate swaps related with the financing loans of the Group. Since these derivatives satisfy the requirements set by IAS 39 - Financial Instruments: Recognition and Measurement, to be classified as hedges, their fair value was recorded under the equity caption "Other reserves", net of deferred taxes.
As of 31 March 2010 and 2009, this caption also includes 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 per share (before the stock split occurred in 2006). As of 31 March 2010 and 31 December 2009, the fair value is null.
At the balance sheet date, these warrants are recorded in accordance with their fair value, based in evaluations of financial institutions. The movement in these derivatives for the three months periods ended 31 March 2010 and 2009 can be presented as follows:
| 31.03.2010 | 31.03.2009 | |
|---|---|---|
| Opening balance | 245,439 | - |
| Increases / (decreases) | 680,576 | - |
| Closing balance | 926,015 | - |
AS OF 31 MARCH 2010
(Translation of a report originally issued in Portuguese – Note 18)
(Amounts expressed in Euro)
The financial income and expenses for the three months periods ended 31 March 2010 and 2009 are made up as follows:
| 31.03.2010 | 31.03.2009 | |
|---|---|---|
| Financial expenses | ||
| Interest paid | 1,113,593 | 2,289,369 |
| Commissions | 186,265 | 105,176 |
| Other financial expenses | 85,851 | 47,425 |
| 1,385,709 | 2,441,970 | |
| Financial income | ||
| Interest obtained | 292,812 | 434,539 |
| 292,812 | 434,539 |
The caption "Gains and losses in associated companies" shown in the profit and loss statements for the quarters ended 31 March 2010 and 2009 includes, mainly, the appropriation of the Group's share over the net income / (loss) of the associated companies.
The caption "Gains and losses in other investments" as of 31 March 2010 and 2009 can be detailed as follows:
| 31.03.2010 | 31.03.2009 | |
|---|---|---|
| Gains / (losses) in investments measured at fair value through profit and loss (Introductory Note and Note 7) |
(8,332,890) | 4,557,000 |
| Dividends | - | 3,360 |
| (8,332,890) | 4,560,360 |
The caption "Gains / (losses) in investments measured at fair value through profit and loss" is mainly due to the adjustment of the investment in Zon Multimédia to its fair value, according to its market price.
The main balances with related parties as of 31 March 2010 and 2009 and the main transactions with those entities during the periods then ended may be detailed as follows:
(Translation of a report originally issued in Portuguese – Note 18)
(Amounts expressed in Euro)
| 31.03.2010 | |||
|---|---|---|---|
| Transactions | Sales and services rendered |
Supplementary income |
Acquisition 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 | Sales pending invoice |
| Associated companies | 83.964 | 88.394 | 6.518.210 |
| 83.964 | 88.394 | 6.518.210 | |
| Transactions | 31.03.2009 Sales and services rendered |
Supplementary income |
Acquisition of goods and services |
| Associated companies | 13.352.760 | 3.906.264 | 8.693 |
| 13.352.760 | 3.906.264 | 8.693 | |
| Balances | Accounts receivable | Accounts payable | Sales pending invoice |
| Associated companies | 136.342 | 41.206 | 6.156.178 |
| 136.342 | 41.206 | 6.156.178 |
Sales and services rendered to associate companies, as well as supplementary income, during the periods ended 31 March 2010 and 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.
Apart from companies included in the consolidation perimeter (Note 4), the parties considered to be related companies as of 31 March 2010, can be presented as follows:
(Amounts expressed in Euro)
Cofina's Board of Directors was made up as follows as of 31 March 2010:
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 31 March 2010, Cofina had provided guarantees as follows:
As of 31 March 2010 Cofina Media group companies had assumed responsibilities for guarantees granted amounting to 1,700,000 Euro related to advertising contests. These companies had also given promissory notes to guarantee credit facilities amounting to 26,000,000 Euro.
(Translation of a report originally issued in Portuguese – Note 18)
(Amounts expressed in Euro)
Earnings per share for the three months periods ended 31 March 2010 and 2009 were determined taking into consideration the following amounts:
| 31.03.2010 | 31.03.2009 | |
|---|---|---|
| Net profit / (loss) considered for the computation of basic and diluted earning |
(6,705,106) | 5,039,956 |
| Weighted average number of shares used to compute the basic earnings per share |
102,565,836 | 102,565,836 |
| Warrants dilution effect (a) | 21,568,624 | 24,509,800 |
| Weighted average number of shares to compute the diluted earnings per share |
124,134,460 | 127,075,636 |
| Earnings per share: Basic Diluted |
(0.07) (0.05) |
0.05 0.04 |
(a) – The "Warrants dilution effect" refers to the option granted to the bondholders associated to the bond loan issued by the Group in the amount of 44,000,000 Euro that entitles them the right to convert the bonds in 4,901.96 common shares, for each bond held in the amount of 10,000 Euro.
As of 31 March 2010, 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 income generated by the Group, the main segments have been defined as follows:
Since Cofina Group's activity is being carried out mainly within national market, no geographical segments will be disclosed.
The segment information as of 31 March 2010 and 2009 can be outlined as follows:
| 31.03.2010 | Newspapers | Magazines | Eliminations and consolidation adjustments |
Total |
|---|---|---|---|---|
| Net operating income | 26.456.819 | 5.697.831 | - | 32.154.650 |
| Earnings before interest, taxes, depreciation and amortization | 4.797.495 | (152.090) | - | 4.645.405 |
| Earnings before interest and taxes (EBIT) | 3.920.050 | (234.395) | - | 3.685.655 |
| Eliminations and consolidation |
||||
| 31.03.2009 | Newspapers | Magazines | adjustments | Total |
| Net operating income | 22.726.165 | 7.967.553 | - | 30.693.718 |
| Earnings before interest, taxes, depreciation and amortization | 4.501.181 | (175.234) | - | 4.325.947 |
| Earnings before interest and taxes (EBIT) | 3.750.872 | (269.839) | - | 3.481.033 |
AS OF 31 MARCH 2010
(Translation of a report originally issued in Portuguese – Note 18)
(Amounts expressed in Euro)
These interim consolidated financial statements as of 31 March 2010 were approved by the Board of Directors and authorized for issuance in 5 May 2010.
These consolidated financial statements are a translation of financial statements originally issued in Portuguese in accordance with International Financial Reporting Standards as adopted in the European Union, some of which may not conform or be required be generally accepted accounting principles in other countries. In the event of discrepancies, the Portuguese language version prevails.
| ASSETS | Notes | 31.03.2010 | 31.12.2009 |
|---|---|---|---|
| NON CURRENT ASSETS: | |||
| Tangible assets | 10,549 | 10,647 | |
| Investments | 222,000,260 | 222,000,260 | |
| Deferred tax assets | 297,777 | 65,818 | |
| Total non current assets | 222,308,586 | 222,076,725 | |
| CURRENT ASSETS: | |||
| State and other public entities | 958,840 | 256,712 | |
| Other current debtors | 2,345,352 | 2,303,390 | |
| Other current assets | 152,788 | 218,968 | |
| Investments measured at fair value through profit and loss | 57,668,738 | 65,901,718 | |
| Cash and cash equivalents | 24,508,528 | 26,186,339 | |
| Total current assets | 85,634,246 | 94,867,127 | |
| TOTAL ASSETS | 307,942,832 | 316,943,852 | |
| EQUITY AND LIABILITIES | |||
| SHAREHOLDERS' FUNDS: | |||
| Share capital | 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 | 26,962,557 | 26,550,224 | |
| Net profit / (loss) | (9,658,280) | 912,558 | |
| TOTAL EQUITY | 64,229,715 | 74,388,220 | |
| LIABILITIES: | |||
| NON CURRENT LIABILITIES: | |||
| Other loans | 49,873,636 | 49,720,203 | |
| Total non current liabilities | 49,873,636 | 49,720,203 | |
| CURRENT LIABILITIES: | |||
| Bank loans | 645,107 | 23,092 | |
| Other loans | 149,538,700 | 149,518,014 | |
| Derivative financial instruments | 926,015 | 245,439 | |
| Suppliers | 3,190 | 1,821 | |
| State and other public entities | 612,883 | 1,700,530 | |
| Other current creditors | 40,328,803 | 39,946,191 | |
| Other current liabilities | 1,784,783 | 1,400,342 | |
| Total current liabilities | 193,839,481 | 192,835,429 | |
| TOTAL LIABILITIES | 243,713,117 | 242,555,632 | |
| TOTAL EQUITY AND LIABILITIES | 307,942,832 | 316,943,852 | |
| Notes | 31.03.2010 | 31.03.2009 | |
|---|---|---|---|
| Other income | - | 10 | |
| External supplies and services | (76,610) | (73,191) | |
| Payroll expenses | (81,136) | (58,298) | |
| Amortisation and depreciation Other expenses Gains and losses in other investments Financial expenses |
(1,795) | (4,405) | |
| (13,359) (8,232,980) (1,563,871) |
(55,227) | ||
| 4,560,360 | |||
| (2,649,761) | |||
| Financial income | 188,554 | 370,182 | |
| Profit / (loss) before income tax | (9,781,197) | 2,089,670 | |
| Income tax | 122,917 | 968,474 | |
| Net profit / (loss) for the period | (9,658,280) | 3,058,144 | |
| Earnings per share: | |||
| Basic | (0.09) | 0.03 | |
| Diluted | (0.08) | 0.02 |
| rib uta ble to uity eq |
f th lde nt rs o e p are |
||||
|---|---|---|---|---|---|
| Sh are |
Sh ium are p rem |
Le al g |
Ot he r |
Ne t |
To tal |
| ita l ca p |
t ac co un |
res erv e |
res erv es |
fit / ( los ) p ro s |
Eq uity |
| 25 64 1, 45 9 , |
15 87 4, 83 5 , |
40 9, 144 5, |
92 44 3, 135 , |
( 65 30 3, 36 6 ) , |
74 06 20 5, 7 , |
| - | - | - | ( 65 30 3, 36 6 ) , |
65 30 3, 36 6 , |
- |
| - | - | - | - | 3, 05 8, 144 |
3, 05 8, 144 |
| 25 64 1, 45 9 , |
15 87 4, 83 5 , |
5, 40 9, 144 |
27 13 9, 76 9 , |
3, 05 8, 144 |
77 123 35 1 , , |
| 25 64 1, 45 9 , |
15 87 4, 83 5 , |
5, 40 9, 144 |
26 55 0, 22 4 , |
91 2, 55 8 |
74 38 8, 22 0 , |
| - | - | - | 91 2, 55 8 |
( ) 91 2, 55 8 |
- |
| - | - | - | - | - | - |
| - | - | - | ( 50 0, 22 ) 5 |
- | ( 50 0, 22 ) 5 |
| - | - | - | - | 9, 65 8, 28 0 |
( 9, 65 8, 28 0 ) |
| 25 64 1, 45 9 , |
15 87 4, 83 5 , |
40 9, 144 5, |
26 96 2, 55 7 , |
( 9, 65 8, 28 0 ) |
64 22 9, 71 5 , |
| Att | ho | ( ) |
(Amounts expressed in Euro)
| 31.03.2010 | 31.03.2009 | |
|---|---|---|
| Net consolidated profit / (loss) for the period | (9,658,280) | 3,058,144 |
| Exchange differences arising on translation of foreign operations | - | - |
| Variation in fair value of assets held for sale | - | - |
| Variation on fair value of cash flow hedging derivatives | (500,225) | - |
| Total comprehensive income for the period | (10,158,505) | 3,058,144 |
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