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Cofina SGPS

Quarterly Report May 31, 2013

9978_10-q_2013-05-31_ca15b28d-0543-4263-acb1-4ee97c595756.pdf

Quarterly Report

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COFINA, SGPS, S.A. Public Company

Head Office: Rua do General Norton de Matos, 68, r/c – Porto Pessoa Colectiva Número 502 293 225 Share Capital: 25,641,459 Euro

1st quarter '13 FINANCIAL INFORMATION (Non audited)

The consolidated financial information of Cofina, prepared in accordance with the recognition and measurement principles of the International Financial Reporting Standards (IFRS), can be presented as follows:

(amounts in thousand Euro) 1Q 2013 1Q 2012 Var (%)
Operating income 24,600 26,372 1Q13/1Q12
-6.7%
Circulation 13,914 14,796 -6.0%
Advertising 7,953 9,372 -15.1%
Alternative marketing products and others 2,733 2,204 24.0%
Operating income by segments 24,600 26,372 -6.7%
Newspapers 19,433 20,465 -5.0%
Magazines 5,167 5,907 -12.5%
Operating expenses (a) 21,694 23,155 -6.3%
Consolidated EBITDA (b) 2,906 3,217 -9.7%
EBITDA margin 11.8% 12.2% - 0,4 p.p.
Newspapers EBITDA 3,259 3,623 -10.0%
Newspapers EBITDA margin 16.8% 17.7% - 0,9 p.p.
Magazines EBITDA -353 -406 -
Magazines EBITDA margin -6.8% -6.9% -
Amortisation and depreciation (-) 900 799 12.6%
EBIT 2,006 2,418 -17.0%
EBIT Margin 8.2% 9.2% - 1,0 pp
Net financial income (896) (1,059) -
Income before taxes and minority interests 1,110 1,359 -18.3%
Income taxes 864 1,085 -20.4%
Minority interests (31) (38) -18.4%
Net consolidated profit / loss (c) 277 312 -11.2%

(a) Operating expenses excluding amortisation

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

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

The first three months of 2013 was characterized by the worsening of the economic crisis in Portugal, which lead to significant contractions in advertising investment. Regarding Cofina, the quarter in question was marked by the start of the television project "Correio da Manhã TV", which was inaugurated on March 17.

In this context, total operating revenue reached approximately 24.6 million Euro, corresponding to a decrease of approximately 7% comparing with prior year homologous period. This decrease was motivated by the reduction in advertising income (-15%) and in circulation income (-6%), having the alternative marketing products an increase of 24%.

EBITDA recorded in this period was approximately 2.9 million Euro, which represented approximately a 10% year on year decrease. EBITDA margin reached 11.8%.

Consolidated net income recorded in the end of 1st quarter 2013 was 277 thousand Euro.

As of March 31, 2013, Cofina's nominal net debt was 75.3 million Euro.

Newspapers Segment

1Q 2013 1Q 2012 Var (%)
1Q13/1Q12
(amounts in thousand Euro)
Consolidated operating income 19,433 20,465 -5.0%
Circulation 10,762 11,277 -4.6%
Advertising 6,473 7,451 -13.1%
Alternative marketing products and others 2,198 1,737 26.5%
Operating expenses (a) 16,174 16,842 -4.0%
Consolidated EBITDA (b) 3,259 3,623 -10.0%
EBITDA margin 16.8% 17.7% - 0,9 p.p.

(a) Operating expenses excluding amortisation

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

Cofina's newspaper segment recorded, in the first quarter of 2013, a total income of approximately 19.4 million Euro, a decrease of 5% when compared to the same period of previous year. Income from Advertising recorded a decrease above 13%, reaching 6.5 million Euro; while Circulation income recorded a decrease of approximately 5%, reaching approximately 10.8 million Euro.

Alternative marketing products income recorded an increase of 26.5%, reaching approximately 2.2 million Euro.

Therefore, EBITDA in this segment reached, in the first quarter of 2013, approximately 3.3 million Euro, a decrease of, approximately, 10% when compared to prior year homologous period. EBITDA margin reached 16.8%

Magazine Segment

Total income of this segment reached approximately 5.2 million Euro, reflecting a decrease of approximately 13% when compared to 2012 homologous period.

1Q 2013 1Q 2012 Var (%)
(amounts in thousand Euro) 1Q13/1Q12
Consolidated operating income 5,167 5,907 -12.5%
Circulation 3,152 3,519 -10.4%
Advertising 1,480 1,921 -23.0%
Alternative marketing products and others 535 467 14.6%
Operating expenses (a) 5,520 6,313 -12.6%
Consolidated EBITDA (b) -353 -406 13.1%
EBITDA margin -6.8% -6.9% -

(a) Operating expenses excluding amortisation

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

Circulation income recorded a decrease of 10%, reaching approximately 3.2 million Euro, while Advertising recorded a decrease close to 23%. Alternative marketing products income registered an increase of 14.6%.

As a result of the reinforcement of a cost reduction strategy, operational costs decreased approximately 793 thousand Euro, a slightly higher amount to the decrease that was recorded in income, which was approximately 740 thousand Euro.

Therefore, EBITDA of the magazine segment recorded in the first quarter of 2013 was of -353 thousand Euro.

Porto, May 9, 2013

CONSOLIDATED STATEMENTS OF FINANCIAL POSITION FOR THE PERIODS ENDED 31 MARCH 2013 AND 31 DECEMBER 2012

(Translation of financial statements originally issued in Portuguese - Note 19)

(Amounts expressed in Euro)

ASSETS Notes 31.03.2013 31.12.2012
NON CURRENT ASSETS
Tangible assets 8,975,087 8,176,586
Goodwill 5 93,532,785 93,404,086
Intangible assets 442,829 482,911
Investments in associated companies 4 3,419,231 3,426,665
Investments held for sale 4 8,570 8,570
Deferred tax assets 4,032,522 5,588,538
Total non current assets 110,411,024 111,087,356
CURRENT ASSETS
Inventories 1,546,711 2,076,687
Customers 8,111,243 7,104,462
State and other public entities 252,448 329,043
Other current debtors 538,540 387,951
Other current assets 7,255,104 5,681,196
Investments recorded at fair value through profit and loss 9,066 9,066
Cash and cash equivalents 7 12,017,092 15,741,207
Total current assets 29,730,204 31,329,612
TOTAL ASSETS 140,141,228 142,416,968
EQUITY AND LIABILITIES
SHAREHOLDERS' FUNDS
Share capital 8 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 (32,667,499) (36,913,812)
Consolidated net profit/(loss) for the period attributable to the parent company 277,026 3,986,740
Equity attributable to equity holder of the parent company 14,534,965 13,998,366
Non-controlling interests 655,863 739,995
TOTAL EQUITY 15,190,828 14,738,361
LIABILITIES
NON CURRENT LIABILITIES
Bank Loans 9 12,000,000 13,000,000
Pension liabilities 434,562 434,562
Other non current creditors 10 206,121 483,843
Provisions 6,017,950 6,429,560
Total non current liabilities 18,658,633 20,347,965
CURRENT LIABILITIES
Bank Loans 9 8,904,650 9,855,532
Other Loans 9 66,226,596 66,033,119
Derivatives 11 729,992 992,890
Suppliers 8,076,869 8,716,589
State and other public entities 602,909 2,637,194
Other current creditors 10 8,644,621 8,025,213
Other current liabilities 13,106,130 11,070,105
Total current liabilities 106,291,767 107,330,642
TOTAL LIABILITIES 124,950,400 127,678,607
TOTAL EQUITY AND LIABILITIES 140,141,228 142,416,968

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

CONSOLIDATED STATEMENTS OF PROFIT AND LOSS BY NATURES FOR THE THREE MONTH PERIODS ENDED 31 MARCH 2013 AND 2012 (Translation of financial statements originally issued in Portuguese - Note 19) (Amounts expressed in Euro)

Notes 31.03.2013 31.03.2012
Sales 13,829,897 14,796,027
Services rendered 8,261,573 9,371,672
Other operating income 2,508,203 2,203,818
Cost of sales (3,923,050) (4,362,548)
External supplies and services (9,260,540) (9,774,577)
Payroll expenses (8,276,709) (8,696,970)
Amortisation and depreciation (899,818) (799,150)
Provisions and impairment losses (168,074) (260,544)
Other operating expenses (65,595) (59,813)
Financial expenses 12 (946,344) (1,444,597)
Financial income 12 50,498 385,194
Profit before income tax 1,110,041 1,358,512
Income tax 6 (863,951) (1,084,077)
Net consolidated profit / (loss) for the period 246,090 274,435
Attributable to:
Shareholders of the parent company 277,026 312,882
Non-controlling interests (30,936) (38,447)
Earnings per share:
Basic 15 0.00 0.00
Diluted 15 0.00 0.00

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

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY FOR THE THREE MONTH PERIODS ENDED AS OF 31 MARCH 2013 AND 2012

(Translation of financial statements originally issued in Portuguese - Note 19) (Amounts expressed in Euro)

Att
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Tot
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Bal
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Jan
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2
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25,
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,45
9
15,
874
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5
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4,8
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Bal
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312
,88
2
11,
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,47
1
749
,44
4
12,
106
,91
5
Bal
f 1
Jan
201
3
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25,
641
,45
9
15,
874
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5
5,4
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144
(
36,
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2)
3,9
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13,
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190
,82
8

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

The Chartered Accountant

The Board of Directors

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE THREE MONTH PERIODS ENDED 31 MARCH 2013 AND 2012

(Translation of financial statements originally issued in Portuguese - Note 19) (Amounts expressed in Euro)

31.03.2013 31.03.2012
Profit / (loss) for the period 246,090 274,435
Exchange differences arising on translation of foreign operations 103,440 (28,450)
Changes in cash-flows hedges' fair value 102,920 (34,535)
Total comprehensive income for the period 452,450 211,450
Attributable to:
Shareholders of the parent company 483,386 249,897
Non-controlling interests (30,936) (38,447)

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

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE THREE MONTH PERIODS ENDED 31 MARCH 2013 AND 2012 (Translation of financial statements originally issued in Portuguese - Note 19) (Amounts expressed in Euro)

Operating activities
Cash flow from operating activities (1)
1,013,563
720,296
Investment activities
Collections relating to:
Interest and similar income
80,665
410,539
Loans granted
-
80,665
197,400
607,939
Payments relating to:
Tangible assets
(1,781,259)
(440,693)
Intangible assets
(263,540)
(2,044,799)
(76,741)
(517,434)
Cash flow from investment activities (2)
(1,964,134)
90,505
Financing activities
Payments relating to:
Interest and similar costs
(911,575)
(1,852,175)
Lease contracts
(313,039)
(327,609)
(350,000)
(2,213,395)
Loans obtained
Supplementary capital
-
(1,574,614)
-
(4,393,179)
Cash flow from financing activities (3)
(1,574,614)
(4,393,179)
Cash and its equivalents at the beginning of the period
7
9,002,300
12,203,133
Variation of cash and its equivalents: (1)+(2)+(3)
(2,525,185)
(3,582,378)
Cash and its equivalents at the end of the period
7
6,477,115
8,620,755
Notes 31.03.2013 31.03.2012

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

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

AS OF 31 MARCH 2013

(Translation of notes originally issued in Portuguese – Note 19)

(Amounts expressed in Euro)

1. INTRODUCTION

Cofina, SGPS, S.A. ("Cofina" or "Company") is a public capital company, with headquarters located at Rua General Norton de Matos, 68, r/c in Porto and has its shares listed in the Lisbon NYSE Euronext Stock Exchange ("NYSE Euronext Lisbon"). Cofina is the Parent company of a group of companies detailed in Note 4, commonly designated as Cofina Group, and its main activity is the management of investments in the Media sector (written press).

The Cofina Group owns headings of reference in their respective segments, editing titles like newspapers "Correio da Manhã", "Record", "Jornal de Negócios", "Destak" and "Metro", as well as the magazines "Sábado", "TV Guia", "Flash!" and "GQ", among others.

During the first quarter ended as of 31 March 2013, the Cofina Group developed its activity mainly in Portugal, having also some interests in Brazil, through the investment in the associated company Destak Brasil and in the subsidiary Adcom Media (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 such, considered the functional currency. The operations of the foreign group companies whose functional currency is not the Euro are translated to Euro using the exchange rates in force at the balance sheet date. Income and expenses and cash flows are converted to Euro using the average exchange rate for the period. The exchange rate differences originated are recorded in equity captions.

The accompanying consolidated financial statements have been prepared on a going concern basis.

2. BASIS OF PRESENTATION AND MAIN ACCOUNTING POLICIES

Annual financial statements were prepared in accordance with the International Financial Reporting Standards ("IFRS") as adopted by the European Union. The financial statements as of 31 March 2013 were prepared in accordance with the International Accounting Standard 34 – Interim Financial Reporting.

The accounting policies adopted in Cofina's consolidated financial statements are consistent with those used in the preparation of the consolidated financial statements for the year ended as of 31 December 2012.

3. CHANGES IN ACCOUNTING POLICIES AND CORRECTION OF MISTAKES

During this period there were no changes in accounting policies nor were detected any material errors relating to previous periods.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

AS OF 31 MARCH 2013

(Translation of notes originally issued in Portuguese – Note 19)

(Amounts expressed in Euro)

4. INVESTMENTS

Consolidation perimeter

The companies included in the consolidated financial statements by the full consolidation method, their headquarters, percentage of participation held and activity developed as of 31 March 2013 are as follows:

Designation Headquarters Percentage
participation
held
Activity
Parent Company:
Cofina, SGPS, S.A.
Porto Investment management
Cofina B.V. ("Cofina BV")
Efe Erre Participações, SGPS, S.A. ("FR")
Amsterdam
(Netherlands)
Porto
100.00%
100.00%
Investment management
Investment management
Cofina Media Group
Cofina Media, SGPS, S.A. ("Cofina Media")
Presselivre – Imprensa Livre, S.A. ("Presselivre")
Lisbon
Lisbon
100.00%
99.44%
Investment management
Newspapers and magazine publication
Edisport – Sociedade de Publicações, S.A.
("Edisport")
Lisbon 100.00% Newspapers publication
Edirevistas

Sociedade
Editorial,
S.A.
("Edirevistas")
Lisbon 99.46% Magazines publication
Mediafin, SGPS, S.A. ("Mediafin")
Metronews – Publicações, S.A. ("Metronews")
Lisbon
Lisbon
100.00%
59.00%
Investment management
Newspaper 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 100% Production and creation of websites for online
business development
Transjornal

Edição
de
Publicações,
S.A.
("Transjornal")
Lisbon 59% Newspapers publication
Cofina - Eventos e Comunicação S.A. ("Cofina
Eventos") (a)
Lisbon 100% Events promotion and organization
Adcom Media – Anúncios e Publicidade S.A.
("Adcom Media")
São Paulo,
Brazil
80% Communication and advertising services

(a) – During the periof of three months ended as of 31 March 2013, an additional effective percentage of 30% in Cofina Eventos was acquired.

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

The associated companies, their headquarters, percentage of participation held and activity developed as of 31 March 2013 are as follows:

Designation Headquarters Percentage 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
23.92% - Investment management
Mercados Globais – Publicação de Conteúdos, Lda. V.N.Gaia 50% - Management of services and
promotion of a financial forum on
the internet

Associated company VASP was included in the consolidated financial statements in accordance with the equity method. The remaining companies are recorded at acquisition cost, less impairment losses.

COFINA, S.G.P.S., S.A. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS AS OF 31 MARCH 2013 (Translation of notes originally issued in Portuguese – Note 19) (Amounts expressed in Euro)

Investments in associated companies

The acquisition cost of the associated companies and their book value as of 31 March 2013 are as follows:

Designation Acquisition
Cost
Book
value
VASP – Sociedade de Transportes e Distribuições, Lda. 6,234 3,418,731
Destak Brasil – Editora, S.A. (a) - -
Destak Brasil – Empreendimentos e Participações, S.A. 299,064 -
Mercados Globais – Publicação de Conteúdos, Lda. (b) 72,000 -

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

(b) – non available financial information.

As of 31 March 2013 and 31 December 2012 the caption "Investments in associated companies" can be detailed as follows:

31.03.2013 31.12.2012
Financial Investment
VASP – Sociedade de Transportes e Distribuições, Lda. 3,418,731 3,426,165
Destak Brasil – Empreendimentos e Participações, S.A. 154,535 154,535
Mercados Globais - Publicação de Conteúdos, Lda. 72,000 72,000
3,645,266 3,652,700
Accumulated impairment losses on investments in associated companies (226,035) (226,035)
Loans to associated companies - -
3,419,231 3,426,665

Investments available for sale

As of 31 March 2013 and 31 December 2012 the Group has investments available for sale corresponding to non-controlling investments in unlisted companies. The Group has recorded impairment losses to face differences to the net realizable amount, presenting this caption, as of those dates, a net book value of 8,570 Euro. As of 31 March 2013 and as of 31 December 2012 the total investments for which adjustments were made in the same value amount to 877,942 Euro.

5. GOODWILL

During the three months periods ended as of 31 March 2013 and 2012, the movement in the caption "Goodwill" fully refers to the changes in exchange rates in the period then ended of the computed Goodwill attributable to the subsidiary Adcom Media for the year ended as of 31 December 2012 and 2011, respectively.

6. INCOME TAX

As of 31 March 2013 and 2012, the caption "Income Tax" is made up as follows:

31.03.2013 31.03.2012
Current tax
Income tax for the period (1,054,957) 334,790
Provision for taxes 400,000 271,565
Deferred tax 1,518,908 477,722
863,951 1,084,077

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

AS OF 31 MARCH 2013

(Translation of notes originally issued in Portuguese – Note 19)

(Amounts expressed in Euro)

As of 31 March 2013, disputes with the Portuguese tax authorities ("Autoridade Tributária e Aduaneira") were still in progress following a Corporate Income Tax inspection with an amount of, approximately, 13 million Euro being challenged by the tax authorities. In order to cope with these disputes, the Group recorded provisions in the amount of 5,700,000 Euro (400,000 Euro in the first quarter of 2013), which correspond to the best estimate made by the Board of Directors, supported by their legal and tax advisers, of the impact that might outcome from the ongoing tax claims.

7.

7. CASH AND CASH EQUIVALENTS

As of 31 March 2013 and 2012 and as of 31 December 2012, the caption "Cash and cash equivalents" can be detailed as follows:

31.03.2013 31.12.2012 31.03.2012
Cash
Bank deposits repayable on demand
Bank deposits repayable in less than 3 months
Cash and cash equivalents in accordance with the balance
74,201
7,590,890
4,352,000
12,017,091
70,108
13,910,726
1,760,373
15,741,207
113,905
23,633,137
10,402,000
34,149,042
sheet
Bank overdrafts
(5,539,976) (6,738,907) (25,528,287)
Cash and cash equivalents 6,477,115 9,002,300 8,620,755

8. SHARE CAPITAL

As of 31 March 2013, 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.

9. BANK AND OTHER LOANS

As of 31 March 2013 and 31 December 2012, the caption "Bank loans" was made up as follows:

31.03.2013
Book value Nominal Value
Current Non Current Current Non Current
Overdrafts 5,539,976 - 5,539,976 -
Bank loans 3,364,674 12,000,000 3,250,000 12,000,000
8,904,650 12,000,000 8,789,976 12,000,000
31.12.2012
Book value Nominal Value
Current Non Current Current Non Current
Overdrafts 6,738,907 - 6,738,907 -
Bank loans 3,116,625 13,000,000 3,000,000 13,000,000
9,855,532 13,000,000 9,738,907 13,000,000

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

AS OF 31 MARCH 2013

(Translation of notes originally issued in Portuguese – Note 19)

(Amounts expressed in Euro)

As of 31 March 2013 and 31 December 2012, the caption "Other loans" was made up as follows:

31.03.2013
Book value Nominal Value
Current Non Current Current Non Current
Bond loans 49,795,588 - 50,000,000 -
Commercial paper 16,431,008 - 16,500,000 -
66,226,596 - 66,500,000 -
31.12.2012
Book value Nominal Value
Current Non Current Current Non Current
Bond loans 49,947,225 - 50,000,000 -
Commercial paper 16,085,894 - 16,100,000 -
66,033,119 - 66,100,000 -

Bond loans

As of 31 March 2013, the current liability caption "Bond Loans" refers to a bond loan denominated "Obrigações Cofina SGPS – 2007/2015", amounting to 50,000,000 Euro, issued by Cofina SGPS, S.A. stated in accordance with the effective interest rate method, with a book value of 49,795,588 Euro. This loan has its final redemption on 28 September 2015. However, in accordance with the initial contract, the bond holders may request, without any penalty, the anticipated repayment. Thus, although the Board of Directors believes the bond holders will not demand for an anticipated repayment and the redemption date will remain the same (28 September 2015), the Company considered this loan as current, in accordance with the applicable accounting standards. Furthermore, the ability for an early redemption is exclusive of the bond holders and the issuer does not control it.

The most relevant characteristics of the bond loan are:

  • i) Cofina, SGPS, S.A.:
  • Issuer Cofina, SGPS, S.A.;
  • Nominal value 50,000,000 Euro;
  • -Final redemption 28 September 2015;
  • Interests in arrears, corresponding to Euribor to 6 months plus a spread of 0.875%.

Commercial Paper

The liability caption "Commercial Paper" relates to a commercial paper program with guaranteed subscription by the bank responsible for its placement, until the maximum amount of 17,000,000 Euro, which will be reimbursed until July 2013. This loan bears interests at market rates.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

AS OF 31 MARCH 2013

(Translation of notes originally issued in Portuguese – Note 19)

(Amounts expressed in Euro)

Bank loans

The liability caption "Bank loans" relates to a bank loan celebrated in March 2012, which bears interests at market rates and that will be reimbursed until 15 October 2016. The reimbursement plan of the nominal amount of this loan is as follows:

31.03.2013
2014 3,000,000
2015 4,000,000
2016 5,000,000
12,000,000
Short term portion 3,250,000
15,250,000

10. LEASING

As of 31 March 2013 and as of 31 December 2012, 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 reimbursement plan:

31.03.2013 31.12.2012
Year n+1 170,519 446,079
Year n+2 10,294 10,294
Year n+3 22,993 22,993
Year n+4 2,315 4,477
Year n+5 and subsequent years - -
206,121 483,843
Shot term 888,699 914,240
1,094,820 1,398,083

11. DERIVATIVE FINANCIAL INSTRUMENTS

As of 31 March 2013, this caption is made of interest rate swaps related to the Group's financing loans. As these derivatives fulfil the requirements of IAS 39 – Financial Instruments: Recognition and Measurement in order to be classified as hedging instruments, their fair value has been recorded under the shareholder's funds' caption "Other reserves", net of deferred taxes.

The movement in these derivatives for the three months periods ended as of 31 March 2013 and 2012 can be presented as follows:

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

AS OF 31 MARCH 2013

(Translation of notes originally issued in Portuguese – Note 19)

(Amounts expressed in Euro)

31.03.2013
"Market-to
"Market-to Accrued market", net of Deferred
market" interest accrued interest tax assets Net amount
Opening balance 992,890 (126,878) 866,012 229,493 636,519
Increases / (decreases) (262,898) N/A (140,026) (37,106) (102,920)
Closing Balance 729,992 (4,007) 725,986 192,387 533,598
31.03.2012
"Market-to
"Market-to Accrued market", net of Deferred
market" interest accrued interest tax assets Net amount
Opening balance 1,001,831 (104,453) 897,378 237,805 659,573
Increases / (decreases) (53,120) N/A 46,986 12,451 34,535
Closing Balance 948,711 (4,347) 944,364 250,256 694,108

As of 31 March 2013 the Company had engaged in financial instruments contracts for hedging interest rates whose fair value, calculated by the discounted cash flows method, was as follows:

Company Funding covered Starting
date
End date Floating rate Notional
amount
Financial instruments' fair
value
Cofina SGPS, S.A. Bond 9/28/2010 9/29/2014 Euribor 6M 20,000,000 (729,992)
20,000,000 (729,992)

12. FINANCIAL RESULTS

The financial income and expenses for the three months periods ended as of 31 March 2013 and 2012 are made up as follows:

31.03.2013 31.03.2012
Financial expenses
Interest paid (650,376) (1,151,959)
Interests related with derivatives (118,881) (97,919)
Commissions (153,658) (142,853)
Gains and Losses in associated companies
Application of the Equity Method (7,434) (43,710)
Other financial expenses (15,995) (8,156)
(946,344) (1,444,597)
Financial income
Interest received 50,498 385,194
50,498 385,194

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

AS OF 31 MARCH 2013

(Translation of notes originally issued in Portuguese – Note 19)

(Amounts expressed in Euro)

13. RELATED PARTIES

The main balances with related parties as of 31 March 2013 and 2012 and the main transactions with related entities during the periods then ended may be detailed as follows:

31.03.2013
Transactions Sales and other
operating income
Services rendered Acquisition of
goods and
services
VASP – Sociedade de Transportes e Distribuições, Lda. 14,006,098 - 132,134
Destak Brasil Editora, S.A. - 812,103 -
14,006,098 812,103 132,134
Accounts Sales to
Balances receivable Accounts payable invoice
VASP – Sociedade de Transportes e Distribuições, Lda. 93,207 88,814 5,389,997
Destak Brasil Editora, S.A. 841,016 - -
Destak Brasil - Empreendimentos e Participações, S.A. - 650,907 -
934,223 739,721 5,389,997
31.03.2012
Transactions Sales and other
operating income
Services rendered Acquisition of
goods and
services
VASP – Sociedade de Transportes e Distribuições, Lda. 15,072,387 - 15,575
Destak Brasil Editora, S.A. - 796,388 -
15,072,387 796,388 15,575
Accounts Sales to
Balances receivable Accounts payable invoice
VASP – Sociedade de Transportes e Distribuições, Lda. 76,859 129,309 5,563,533
Destak Brasil Editora, S.A. 241,847 - -
Destak Brasil - Empreendimentos e Participações, S.A. - 808,745 -
318,706 938,054 5,563,533

Sales and other operating income rendered to associated companies during the three months periods ended as of 31 March 2013 and 2012 relate to sales of publications (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.

Services rendered to associated companies during the three months periods ended as of 31 March 2013 and 2012 relate to sales of advertising of the subsidiary Adcom Media (Note 4).

Related parties

Apart from the companies included in consolidation (Note 4), the entities considered to be related companies as of 31 March 2013, 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.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

AS OF 31 MARCH 2013

(Translation of notes originally issued in Portuguese – Note 19)

(Amounts expressed in Euro)

  • Celbinave Tráfego e Estiva SGPS, Unipessoal, Lda.
  • Celtejo Empresa de Celulose do Tejo, S.A.
  • Celulose do Caima, SGPS, S.A.
  • 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.
  • Jardins de França, S.A.
  • Livre Fluxo, SGPS, S.A.
  • Malva Gestão Imobiliária, S.A.
  • Pedro Frutícola, Sociedade Frutícola, S.A.
  • Prestimo Prestígio Imobiliário, S.A.
  • Promendo, SGPS, S.A.
  • Altri Florestal, 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

The Board of Directors was composed as follows as of 31 March 2013:

Paulo Jorge dos Santos Fernandes João Manuel Matos Borges de Oliveira Pedro Macedo Pinto de Mendonça Domingos José Vieira de Matos Ana Rebelo Mendonça Pedro Miguel Matos Borges de Oliveira

14. RESPONSIBILITIES FOR GUARANTEES PROVIDED

As of 31 March 2013, Cofina had provided guarantees as follows:

  • a) Pledge over 88,883,450 shares of Cofina Media, SGPS, S.A. as a guarantee for an authorized overdraft conceded by Banco BPI, S.A., to the maximum amount of 8,000,000 Euro, which, outstanding debt as of 31 March 2013 amounts 3,944,640 Euro;
  • b) Pledge with irrevocable power 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 16,500,000 Euro as of 31 March 2013 (Note 9);
  • c) Pledge of 14,850 shares of Edisport Sociedade de Publicações, S.A. in favour of the Portuguese Tax Authority ("Autoridade Tributária") as a guarantee of a tax execution procedure.

As of 31 March 2013 Cofina Media group companies had assumed responsibilities for guarantees granted amounting to 680,000 Euro in relation to advertising contests. These companies had also given promissory notes to guarantee credit facilities amounting to 33,500,000 Euro.

COFINA, S.G.P.S., S.A. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS AS OF 31 MARCH 2013 (Translation of notes originally issued in Portuguese – Note 19)

(Amounts expressed in Euro)

15. EARNINGS PER SHARE

Earnings per share for the three months periods ended as of 31 March 2013 and 2012 were determined taking into consideration the following amounts:

31.03.2013 31.03.2012
Net profit / (loss) considered for the computation of
basic and diluted earnings
277,026 312,882
Weighted average number of shares used to compute
the basic earnings per share
102,565,836 102,565,836
Earnings per share:
Basic
Diluted
0.00
0.00
0.00
0.00

16. SEGMENT INFORMATION

According to the source and nature of the income generated by the Group, the following segments were considered:

  • Newspapers
  • Magazines

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

The information for the three months periods ended as of 31 March 2013 and 2012 is detailed as follows:

Eliminations and
consolidations
31.03.2013 New spapers Magazines adjustments Total
Net operating income 19,433,137 5,166,536 - 24,599,673
Operating Cash-flow - EBITDA (a) 3,258,710 (353,005) - 2,905,705
Operating profit (EBIT) 2,369,329 (363,442) - 2,005,887
Eliminations and
consolidations
31.03.2012 New spapers Magazines adjustments Total
Net operating income 20,464,766 5,906,751 - 26,371,517
Operating Cash-flow - EBITDA (a) 3,623,146 (406,081) - 3,217,065
Operating profit (EBIT) 2,841,261 (423,346) - 2,417,915

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

17. NET PROFIT / (LOSS) APPROPRIATION

Relating to the year ended 31 December 2012, the Board of Directors proposed, in its annual report, that the net individual loss of Cofina, S.G.P.S., S.A., in the amount of 23,920,619.90 Euro would be transferred to caption "Retained earnings", having that proposal been approved in the General Shareholders' Meeting held as of 18 April 2013.

Furthermore, the Board of Directors, proposed the distribution of dividends amounting to 1,025,658.36 Euro relating to the year ended as of 31 December 2012, which corresponds to a dividend of 0.01 Euro per share. This dividend was also approved in the General Shareholders Meeting of 18 April 2013.

COFINA, S.G.P.S., S.A. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS AS OF 31 MARCH 2013 (Translation of notes originally issued in Portuguese – Note 19) (Amounts expressed in Euro)

18. FINANCIAL STATEMENTS APPROVAL

The interim financial statements as of 31 March 2013 were approved by the Board of Directors for issuance on 8 May 2013.

19. 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) as adopted by the European Union, some of which may not conform or be required by generally accepted accounting principles in other countries. In the event of discrepancies, the Portuguese language version prevails.

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