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Corticeira Amorim

Quarterly Report Nov 25, 2016

1912_10-q_2016-11-25_d8771c3c-1588-4861-8144-6bf950e37814.pdf

Quarterly Report

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CORTICEIRA AMORIM, S.G.P.S., S.A.

CONSOLIDATED ACCOUNTS (Interim – Unaudited)

Year to date 2016 (9M16)

3 rd Quarter 2016 (3Q16)

CORTICEIRA AMORIM; S.G.P.S., S.A. Sociedade Aberta

Capital Social: EUR 133 000 000,00 C.R.C. Sta. Maria da Feira NIPC e Matrícula n.º: PT 500 077 797 Edifício Amorim I Rua de Meladas, n.º 380 Apartado 20 4536-902 MOZELOS VFR PORTUGAL

Tel.: 22 747 54 00 Fax: 22 747 54 07

Internet: www.corticeiraamorim.com E-mail: [email protected]

Shareholders of CORTICEIRA AMORIM,

According to Law, as adopted by CORTICEIRA AMORIM, SGPS, S.A, a public company, presents:

CONSOLIDATED MANAGEMENT REPORT INTERIM

1. SUMMARY OF ACTIVITY

Despite Brexit and several downward revisions in world economic growth, CORTICEIRA AMORIM's activity does not appear to have been particularly affected by these constraints. The decrease in sales growth recorded in the third quarter (3Q) will be explained more by non-recurring circumstances (destocking of corks in the USA or comparisons with the exceptional third quarter sales of the Composite Cork BU) than for market reasons. Exchange rate stability (EUR/USD in particular) continued to have no material impact on CORTICEIRA AMORIM's sales.

Cumulative sales in September reached 491 M€, an increase of 6% compared to the first nine months of 2015. As mentioned above, the decline in sales growth (8% in the first half) had a significant effect on one-off situations. At the Cork Stoppers BU, the effects of consolidation in the wine business on the United States market naturally led to a reduction in cork stopper stocks, which resulted in a corresponding reduction in orders for the adequacy of these stocks. It should be noted that the consolidated ratio EBITDA/Raw Materials and Cork Stoppers Sales reached 21.7%, in line with the good performance observed in the first half of the current year. At Composite Cork BU, the comparison with the exceptional sales recorded in 3Q15 is the reason of this slowdown. However, growth of 6% continues to be much higher than what CORTICEIRA AMORIM estimates as growth for most of the markets and products in which it conducts its business.

In cumulative terms, all BUs continue to show increased sales. Of note is the confirmation of the upturn of the Floor & Wall Coverings BU, not only due to the success of Hydrocork®, but also to the new Vinyl Cork line (Authentica®).

For its weight in the business of CORTICEIRA AMORIM we have to mention the performance of the Cork Stoppers BU. Growth of 4% in quantity and almost double in value are indicators of the vitality that this BU has been presenting for many quarters.

Good Gross Margin registration and controlled operating costs allowed the EBITDA value at the end of the nine months to increase by 19.1% to 95.5 M€. The respective sales ratio stood at 19.4%.

The financial function continues to enjoy the continued decline in the value of net bank debt and lower interest rates.

After estimating income tax and profit attributable to non-controlling interests, net income attributable to CORTICEIRA AMORIM shareholders amounted to 55,244 M€. This figure represents an increase of 32.7% compared to the value of 41.61 M€ registered in the first nine months of 2015.

Net income for the third quarter was 20,078 M€ (3Q15: 15,388 M€), an increase of 30.5% compared to the same period last year.

2. BUSINESS UNIT ACTIVITIES

Sales of Raw Materials BU to the group increased by 9%, slightly above the group's own activity and the Cork Stopper BU in particular, the main destination of its sales.

Accumulated EBITDA at September 2016 amounted to 13.9 M€, a positive year-on-year change of 3.3%. The EBITDA ratio was 12.3%, slightly down from 13.2% in the first half. Expenses related to the restructuring of one of the industrial units adversely affected that margin. It should also be noted that the BU has absorbed, and somehow compensated, the cork price increases that occurred in the 2014 and 2015 cork oak harvest.

At the end of the third quarter, the 2016 cork purchase campaign was completed (Portugal and Spain). The objectives outlined for this campaign have been fully achieved.

Sales of Cork Stoppers BU reached 324 M€ at the end of the first nine months of 2016, a comparable increase of 7.4% over 2015. The smoothing of third quarter sales growth (3.4%) Was already expected in light of the 10.7% increase in the second quarter. For this slowdown, it should be noted that the one-off effect resulting from the de-stocking observed in some US customers. This effect arose following the consolidation of the wine business that has taken place in that country. Still, since the sales of natural stoppers top end were one of the catalysts of the growth of the semester, the end of June of the bottling season influenced, as is normal, the evolution of sales in the third quarter.

The other main markets, especially the traditional European markets, continued to show a positive evolution, with CORTICEIRA AMORIM registering growth that is estimated to be higher than the growth rate of the market itself.

The increase in sales continues to be justified in about half by the volume effect, with the rest coming from the mix effect (greater weight of natural corks). The positive effect of natural stoppers was further enhanced by the first sales of the NDtech® stopper sales in the third quarter. In addition to the good performance observed in natural stoppers, it can be said that, with the exception of TwinTop® and Topseries® stoppers, all other cork stopper families recorded sales increases, once again emphasizing the performance of Neutrocork® stoppers.

EBITDA reached an accumulated value of 58.6 M€, representing 18.1% of sales at the end of the nine months. In terms of the joint activity of raw materials and stoppers, the ratio was 21.7%, in line with the 22.1% accumulated in the first six months of 2016. When compared to the ratio reached in the nine months of 2015 (20.4%) there is a significant gain. A more favourable sales mix, which benefited in 3Q16 with the introduction of NDtech®, as well as controlled operating costs justify such improvement.

At the end of September, the Composite Cork BU recorded sales of 77 M€ (+2.4%). After positive sales growth in the 1Q (+5%) and 2Q (+7.2%), the third quarter showed a drop in sales (-4.6%). This variation results from some slowdown in the activity of the BU, but is mainly due to the challenging comparison with the third quarter of 2015. In fact, this quarter (3Q2015), presenting the highest growth rate of the year (+27%), caused a difficult positive comparison for the same quarter of 2016.

The three main segments (Retail, Construction and Industry), although growing significantly, saw their growth rates slow down. The supply of inlay to Hydrocork® from Floor & Wall Coverings BU continues to accompany the significant increase in sales of this new product. Sales to Asian markets and to the North American market continue to sustain the growth of BU sales.

The improvement in the gross margin, benefited by the decrease in the price of some raw materials and the increase in activity, led EBITDA to rise to 14.8 M€, an increase of 29% over the same period of 2015. EBITDA/sales ratio improved in the quarter, with accumulated 19.2% of sales.

Sales of Floor & Wall Coverings BU maintained during the third quarter the growth trend of previous quarters. By reaching 89.8 M€ (+6.4%), sales of the BU continued to benefit from the good performance of Hydrocork®. Also note the impact of the new Decor Vinyl line (Authentica® collection). The growth observed in these two products more than compensated for the somewhat expected decline in visual cork products, especially Cork Style. Still to register the increase in the commercialization of wood products.

The recovery of sales in the United States, the maintenance of growth, although softer of the German market, explain on the positive side the evolution of sales. On the negative side, the impact of the Russian market continues to be felt.

As already shown in the first half of the year, the gross margin, and consequently the EBITDA margin, was affected by the increase in the weight of Hydrocork® in the sales of the BU. The increase in activity and the reduction in operating costs allowed the cumulative EBITDA value to reach 9.3 M€ (+29.9%).

Insulation Cork BU reached cumulative sales of 9 M€, an increase of 18.8% over the nine months of 2015. However, it should be noted that a significant part of this variation is due to the increase in the milled cork sales to the Composite Cork BU. Sales to end customers grew by about 7.4%. This increase came essentially from expanded cork agglomerate and MDFachada.

EBITDA reached 2 M€, an increase of 61% over the previous year. Even considering the margin practiced in the sale of milled cork, which is lower than the average of other products, the EBITDA/Sales margin reached 21.4%.

3. RESULTS AND STATEMENT OF FINANCIAL POSITION

Consolidated sales reached 491 M€, an increase of 28 M€ (+6%) compared to the nine months of 2015. Contrary to the same period in which the exchange rate effect was very favourable, sales in 2016 were not particularly affected by the prevailing exchange rate. During the 3Q, and as expected, the Change in manufactured inventories had a negative recording of about 10 M€, bringing its accumulated value to also negative values (8 M€). Gross Margin stood at 256 M€, an increase of 14 M€ compared to the same period of 2015. The Gross Margin maintained the upward trend already registered in the first half, reaching 53% (9M15: 50.7%). This improvement is essentially due to the increase registered in the Cork Stoppers and Composite Cork BU, somewhat reduced by the decrease in the Floor & Wall Coverings BU.

In terms of operating costs, the increase of about 3.8 M€ (+2.4%) in services and supplies and personnel expenses reflects not only the entry of new companies, but above all the increase in activity. With the impairment level registered in the same period of 2015, the decrease in other expenses by around 4.5 M€ is a key contribution to EBITDA improvement. It should be noted that, as in the previous six-month period, the result of exchange differences on assets receivable and liabilities payable and respective foreign exchange risk hedges included in other operating income / gains was positive by approximately 1.2 M€ (1H16: 0.9 M). These gains contrast with the loss of 3.2 M€ recorded in 2015 (1H15: loss of 2.5 M€).

As a consequence of the combined effect of the increase in sales, the improvement in the Gross Margin percentage, and the decrease in operating costs, accumulated EBITDA increased to 95.5 M€. EBITDA/Sales ratio for the nine months was 19.4%, not significantly different from the 19.7% achieved in the first half of the year, well above that of 2015 (9M15: 17.3%).

Non-current results recorded at the end of September are the same as those already recognized in the first half (3.7 M€) and are related in particular to the subsidiary liquidation process in Argentina.

The average debt and the interest rate continued in their downward direction. The net expense of the net bank debt was 1.3 M€ (9M15: 1.7 M€), with the expenditure on 3Q (0.37 M€) well below the average for the first two quarters of the year (0.48 M€).

During the 3Q, CORTICEIRA AMORIM was notified that its appeal regarding a tax procedure related to stamp duty (years 2007/8/9) was almost entirely won. The value of the reversal of the respective provisions was 1.8 M€, positively affecting the financial result. As these processes were included in the Exceptional Regime for Tax Debt Settlement and Social Security (RERD) of 2013, and consequently paid to date, CORTICEIRA AMORIM was reimbursed of 1.2 M€. The amount related to the respective interest receivable is being appealed by CORTICEIRA AMORIM.

The results of associates reached 2.3 M€ (9M15: 2 M€) and reflect their good performance.

Following the estimate of income tax (20.2 M€) and the allocation of profit to non-controlling interests, net income attributable to CORTICEIRA AMORIM shareholders reached 55,224 M€, an increase of 32.7% over the nine months of 2015 (41.61 M€).

The result for the third quarter was 20,078 M€ (3Q15: 15,388 M€).

Earnings per share were 0.415 € (9M15: 0.33 €).

At the end of September, the balance sheet reached 727 M€ an increase in relation to the previous quarters. In relation to the end of the year 2015, the value increased by 60 M€. The increase in the value of the inventories was 23 M€ and is the result of two variations with the opposite sign: the expected reduction in the value of finished products (8 M€), partly due to the industrial closing in August, offset by the significant increase of the cork raw material stock. This increase of 32 M€ resulted from the balance between consumption in the nine months' work and the larger acquisition campaign completed at the end of September.

In terms of assets, we should also point out the increase of 6 M€ in the value of property, plant and equipment, which reflects the difference between CAPEX and the value of depreciation for the period. Of the remaining components of the asset, highlight to the increase of 14 M€ in the clients balance. An accelerated sales growth, and average payment terms in force justify this variation. Also note the increase of 9 M€ in the income tax line. This increase comes almost entirely from the payments made by Corticeira Amorim, SGPS, S.A., parent company of RETGS (consolidated tax) of Portuguese companies.

On the liability and equity side, the increase of 60 M€ in assets represented an increase of 34 M€ in shareholders' equity (55 M€ in the period and a 21 M€ in dividends) and the increase in liabilities of 26 M€, the latter resulting basically from a 20 M€ increase in suppliers and 19 M€ in income tax (estimated tax). The balancing is due to the reduction of 17 M€ in the gross remunerated debt. The continued decline in net debt, which amounted to 20 M€ in this period, reflects an increased ability to generate liquidity, which has been higher than CAPEX, interest and dividends.

At the end of September, equity was 388 M€, resulting in an Equity/Assets ratio of 53.4% (Dec.15: 53.1%).

4. CONSOLIDATED INDICATORS

9M16 9M15 Variation 3Q16 3Q15 Variation
Sales 490,857 462,889 6.0% 156,900 153,692 2.1%
Gross Margin – Value 256,175 242,339 5.7% 79,899 77,080 3.7%
1) 53.0% 50.7% + 2.3 p.p. 54.4% 52.0% + 2.4 p.p.
Operating Costs - current 178,790 180,899 -1.2% 55,217 55,961 -1.3%
EBITDA - current 95,446 80,155 19.1% 29,592 25,777 14.8%
EBITDA/Sales 19.4% 17.3% + 2.1 p.p. 18.9% 16.8% + 2.1 p.p.
EBIT - current 77,385 61,440 26.0% 24,682 21,120 16.9%
Non-current costs 2) 3,730 2,907 N/A 0 -5 N/A
Net Income 55,224 41,610 32.7% 20,078 15,388 30.5%
Earnings per share 0.415 0.330 25.9% 0.151 0.122 23.8%
Net Bank Debt 3) 64,255 86,277 -22,022 - - -
Net Bank Debt/EBITDA (x) 4) 0.55 0.86 -0.31 x - - -
EBITDA/Net Interest (x) 5) 105.6 69.5 36.12 x 46.5 62.5 -16.05 x
Equity/Net Assets 53.4% 52.1% + 1.4 p.p. - - -

1) Related to Production

2) Figures refer to the provision for labor and customs litigation in Amorim Argentina,

deferred costs concerning business started in the previous year and

adjustments related to non-controlling interests (2016) and write-off of Goodwill (2015)

3) 9M 15: Excluding the value of the dividend proposal of the Board of Directors to the GSM amounting to 32.6 M € to be paid in November

4) Current EBITDA of the last four quarters

5) Net interest includes interest from loans deducted of interest from deposits (excludes stamp tax and commissions)

5. MOTION FOR THE DISTRIBUTION OF FREE RESERVES

WHEREAS, the Company's non-consolidated Balance Sheet for the nine months ended September 30, 2016 shows free distributable reserves in the amount of € 38,366,049.99 and statutory reserves in the amount of € 16,203,275.30;

WHEREAS, a distribution of free reserves is allowed insofar as the Company's equity, as stated in the interim Balance Sheet set out above, is not less than the sum of the Company's share capital and reserves, whose distribution to shareholders is not permitted by law and the Company's articles of association;

WHEREAS, a solid growth in business and profitability over the past few years, and the good prospects for the current financial year have enabled Corticeira Amorim to generate increasing cash flows and, as a result, strengthen its total equity to total assets ratio. It has thus become possible to make a distribution of free reserves amongst the Company's shareholders without jeopardizing the maintenance of an efficient capital structure of the Corticeira Amorim Group; therefore,

the Board of Directors of Corticeira Amorim, S.G.P.S., S.A. hereby proposes that

a distribution of free reserves in the amount of € 10,640,000.00 to shareholders be considered and adopted by the Extraordinary General Meeting. This equals a gross amount of € 0.08 per share to be distributed amongst Corticeira Amorim's shareholders in proportion to their ownership of shares and shall be payable within a maximum of 20 days.

6. SUBSEQUENT EVENTS

As announced to the market on October 20, 2016, Amorim Flooring Investments, Inc., a wholly-owned subsidiary of Amorim Revestimentos, S.A. (Floor & Wall Coverings BU), announced that it has entered into a definitive agreement to sell its 25% stake in US Floors, Inc. to Shaw Industries Group, Inc. The transaction is expected to close in the fourth quarter, subject to customary closing conditions and regulatory approvals. The effect that such disposal will have on the consolidated accounts of CORTICEIRA AMORIM is not recorded as of September 30, 2016.

In addition to this event and up to the date of issue this report, no other relevant events have occurred which might materially affect the financial position and future profit or loss of CORTICEIRA AMORIM and its subsidiaries included in the consolidation taken as a whole.

Mozelos, October 27, 2016
The Board of CORTICEIRA AMORIM, S.G.P.S., S.A.
António Rios de Amorim
Chairman
Nuno Filipe Vilela Barroca de Oliveira
Vice-President
Fernando José de Araújo dos Santos Almeida
Member
Cristina Rios de Amorim Baptista
Member
Luísa Alexandra Ramos Amorim
Member
Juan Ginesta Viñas
Member

7

FINANCIAL REPORT INTERIM

CONSOLIDATED STATEMENT OF FINANCIAL POSITION (SEPT. 2016 AND SEPT. 2015 NON AUDITED)

thousand euros
September
2016
December
2015
September
2015
Assets
Property, plant and equipment 196,331 190,352 181,529
Investment property 5,224 5,008 4,997
Investments in associates 15,262 13,304 12,998
Intangible assets 3011 2,489 1505
Other financial assets 4,670 4,177 3,946
Deferred tax assets 10,008 8,359 8,066
Other non current assets 234,505 223,690 213,041
Inventories 294,198 271,705 286,153
Trade receivables 146,836 132,545 144,287
Current tax assets 12,278 3,139 9,539
Other current assets 29,323 28,678 26,962
Cash and cash equivalents 9,923 7,461 36,889
Current assets 492,558 443,530 503,830
Total Assets 727,063 667,219 716,871
Equity
Share capital 133,000 133,000 133,000
Other reserves 186,330 152,754 185,670
Net Income 55,224 55,012 41,610
Non-Controlling Interest 13,901 13,368 12,938
Equity 388,455 354,133 373,217
Liabilities
Interest-bearing loans 38,160 41,211 61,521
Other borrowings and creditors 10,726 10,015 13,134
Provisions 34,478 32,227 28,653
Deferred tax liabilities 6,867 6,743 6,962
Non-current liabilities 90,230 90,196 110,270
Interest-bearing loans 36,019 50,146 29,059
Trade payables 141,313 121,184 142,109
Other borrowings and creditors 49,553 49,518 45,292
Tax liabilities 21,493 2,042 16,923
Current liabilities 248,378 222,890 233,384
Total Liabilities and Equity 727,063 667,219 716,871

CONSOLIDATED INCOME STATEMENT 3 RD QUARTER AND 9 MONTHS (NON AUDITED)

thousand euros
3Q16 3Q15 9M16 9M15
156,900 153,692 Sales 490,857 462,889
66,865 71,171 Costs of goods sold and materials consumed 226,958 235,399
-10,135 -5,441 Change in manufactured inventories -7,724 14,849
25,071 25,011 Third party supplies and services 77,187 76,425
24,898 23,918 Staff costs 84,128 81,127
1,042 1,865 Impairments of assets 2,022 2,692
2,229 2,890 Other gains 7,021 6,523
1,525 3,399 Other costs 4,414 8,462
29,592 25,776 Current EBITDA 95,446 80,155
4,910 4,657 Depreciation 18,061 18,715
24,683 21,120 Current EBIT 77,385 61,441
0 -5 Non-current results -3,730 -2,907
-1,379 513 Financial costs -393 1,721
393 513 Interest Costs 1,380 1,721
-1,773 0 Provisions and other fiancial costs -1,773 0
2
6
-44 Financial income 6
0
2
6
1,365 956 Share of (loss)/profit of associates 2,306 2,040
27,452 21,514 Profit before tax 76,414 58,879
7,100 6,006 Income tax 20,179 17,088
20,352 15,508 Profit after tax 56,234 41,791
274 128 Non-Controlling Interest 1,011 181
20,078 15,388 Net Income attributable to the equity holders of
Corticeira Amorim
55,224 41,610
0.151 0.122 Earnings per share - Basic e Diluted (euros per share) 0.415 0.330

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

3 RD QUARTER AND 9 MONTHS (NON AUDITED)

thousand euros
3Q16 3Q15 9M16 9M15
20,352 15,517 Net Income (before Min. Interest) 56,234 41,791
Itens that could be reclassified through income statement:
8
4
132 Change in derivative financial instruments fair value 295 351
0 25,729 Gain in the sale of treasury stock 0 25,729
1
9
-1,634 Change in translation differences -31 208
-97 619 Other comprehensive income from associates recorded by the
equity method
-199 237
103 24,228 Net Income directly registered in Equity 6
5
26,525
20,455 39,745 Total Net Income registered 56,299 68,316
Attributable to:
20,119 40,166 Corticeira Amorim Shareholders 55,066 68,491
239 -421 Non-Controlling Interest 1,233 -175

CONSOLIDATED STATEMENT OF CASH FLOW 3 RD QUARTER AND 9 MONTHS (NON AUDITED)

thousand euros
3Q16 3Q15 9M16 9M15
(non audited) (non audited) (non audited) (non audited)
OPERATING ACTIVITIES
153,772 174,294 Collections from customers 486,133 482,526
-102,712 -138,981 Payments to suppliers -361,799 -386,491
-28,394 -27,661 Payments to employees -82,315 -79,882
22,666 7,652 Operational cash flow 42,019 16,153
-8,850 -7,846 Payments/collections - income tax -11,209 -9,705
11,429 11,762 Other collections/payments related with operational activities 35,583 29,963
25,245 11,568 CASH FLOW BEFORE EXTRAORDINARY ITEMS 66,393 36,411
INVESTMENT ACTIVITIES
Collections due to:
155 133 Tangible assets 415 406
1 49 Financial investments 7 49
26 66 Other assets 117 145
22 8 Interests and similar gains 39 31
0 0 Investment subsidies 1,034 0
156 162 Dividends 156 162
Payments due to:
-9,839 -6,215 Tangible assets -23,454 -17,044
-
6
47 Financial investments -37 -61
-470 -226 Intangible assets -831 -420
0 0 Investment subsidies -3,158 0
-9,956 -5,977 CASH FLOW FROM INVESTMENTS -25,714 -16,733
FINANCIAL ACTIVITIES
Collections due to:
0 32,927 Sale of treasury stock 0 32,927
1,141 730 Others 2,542 1,535
Payments due to:
-16,474 -7,229 Loans -20,020 -5,657
-141 -570 Interests and similar expenses -1,154 -1,934
-356 -281 Dividends -22,063 -17,912
-101 -122 Others -314 -332
-15,930 25,454 CASH FLOW FROM FINANCING -41,010 8,626
-642 31,046 Change in cash -331 28,305
7 -91 Exchange rate effect -15 -52
-4,370 -8,501 Cash at beginning -4,659 -5,799
-5,005 22,453 Cash at end -5,005 22,453

11

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (NON AUDITED)

thousand euros
Balance
Beginning
Appropriation
of N-1 profit
Dividends Net Profit
N
Increases /
Decreases
Translation
Differences
End
Balance
September 30, 2016
Equity:
Share Capital 133,000 - - - - - 133,000
Treasury Stock - Face Value 0 - - - - - 0
Treasury Stock - Discounts and Premiums 0 - - - - - 0
Paid-in Capital 38,893 - - - - - 38,893
Hedge Accounting -169 - - - 295 - 126
Reserves
Legal Reserve 14,294 1,909 - - - - 16,203
Other Reserves 98,590 53,103 -21,280 - - - 130,413
Translation Difference 1,145 - - - - -451 694
285,753 55,012 -21,280 0 295 -451 319,329
Net Profit for the Year 55,012 -55,012 - 55,224 - - 55,224
Minority interests 13,368 - -699 1,011 - 222 13,901
Total Equity 354,133 0 -21,979 56,235 295 -229 388,454
September 30, 2015
Equity:
Share Capital 133,000 - - - - - 133,000
Treasury Stock - Face Value -7,399 - - - 7,399 - 0
Treasury Stock - Discounts and Premiums 201 - - - -201 - 0
Paid-in Capital 38,893 - - - - - 38,893
Hedge Accounting -45 - - - 351 - 306
Reserves
Legal Reserve 12,243 2,051 - - - - 14,294
Other Reserves 89,300 33,705 -17,584 - 25,790 - 131,211
Translation Difference 226 - - - -46 785 965
266,419 35,756 -17,584 0 33,293 785 318,670
Net Profit for the Year 35,756 -35,756 - 41,610 - - 41,610
Minority interests 13,393 - -280 181 4 -360 12,938
Total Equity 315,569 0 -17,864 41,791 33,297 425 373,218

NOTES TO THE CONSOLIDATED ACCOUNTS FOR THE PERIOD ENDED AT SEPTEMB ER 30, 201 6

I. INTRODUCTION

At the beginning of 1991, Corticeira Amorim, S.A. was transformed into CORTICEIRA AMORIM, S.G.P.S., S.A., the holding company for the cork business sector of the Amorim Group. In this report, CORTICEIRA AMORIM will be the designation of CORTICEIRA AMORIM, S.G.P.S., S.A., and in some cases the designation of CORTICEIRA AMORIM, S.G.P.S. together with all of its subsidiaries.

CORTICEIRA AMORIM, directly or indirectly, holds no interest in land properties used to grow and explore cork tree. Cork tree is the source of cork, the main raw material used by CORTICEIRA AMORIM production units. Cork acquisition is made in an open market, with multiple agents, both in the demand side as in the supply side.

CORTICEIRA AMORIM is mainly engaged in the acquisition and transformation of cork into a numerous set of cork and cork related products, which are distributed worldwide through its network of sales company.

CORTICEIRA AMORIM is a Portuguese company with a registered head office in Mozelos, Santa Maria da Feira. Its share capital amounts to 133 million euros, and is represented by 133 million shares, which are publicly traded in the Euronext Lisbon – Sociedade Gestora de Mercados Regulamentados, S.A.

Amorim Capital - Sociedade Gestora de Participações Sociais, S.A. held 67,830,000 shares of CORTICEIRA AMORIM as of September 30, 2016 corresponding to 51.00 % of its share capital (December 2015: 67,830,000 shares). Amorim Capital - Sociedade Gestora de Participações Sociais, S.A., is included in the consolidation perimeter of Interfamilia II, S.G.P.S., S.A., this being its controlling parent company. Interfamilia II, S.G.P.S. is fully owned by Amorim family.

These financial statements were approved in the Board Meeting of October 27, 2016. Shareholders have the capacity to modify these financial statements even after their release.

Except when mentioned, all monetary values are stated in thousand euros (Thousand euros = K euros = K€).

Some figures of the following notes may present very small differences not only when compared with the total sum of the parts, but also when compared with figures published in other parts of this report. These differences are due to rounding aspects of the automatic treatment of the data collected.

II. SUMM ARY OF SIGNIFICANT ACCOUNTING POLICIES

The principal accounting policies applied in the preparation of these consolidated financial statements are set out below. These policies have been consistently applied to all the years presented.

a. Basis of presentation

Consolidated statements were prepared based on a going concern basis and using the records as stated in the companies' books included in the consolidation which adopted local general accepted accounting principles. Accounting adjustments were made in order to comply with group accounting policies, following the historical cost principle, except for financial instruments, which are registered according to IAS 39. Consolidated statements were prepared based in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union as of September 30, 2016, namely IAS 34 (Interim Report).

b. Consolidation

Group companies

Group companies, often designated as subsidiaries, are entities (including structured entities) over which CORTICEIRA AMORIM has control. CORTICEIRA AMORIM controls when it is exposed to, or holds the rights over variable generated returns through its involvement with the entity. It must have also the capacity to influence those variable returns through the power it has over the entity activity.

Group companies are consolidated line by line, being the position of third-party interests in the shareholding of those companies stated in the consolidated financial position in the "Non-controlling interest" account. Date of first consolidation or de-consolidation is, in general, the beginning or the end of the quarter when the conditions for that purpose are fulfilled.

Profit or loss is allocated to the shareholders of the mother company and to the non-controlling interest in proportion of their correspondent parts of capital, even in the case that non-controlling interest become negative.

IFRS 3 is applied to all business combinations past January 1, 2010, according to Regulamento no. 495/2009, of June 3, as adopted by the European Commission. When acquiring subsidiaries the purchasing method will be followed. According to the revised IFRS, the acquisition cost will be measured by the given fair value assets, by the assumed liabilities and equity interest issued. Transactions costs will be charged as incurred and the services received. The exceptions are the costs related with debt or capital issued. These must be registered according to IAS 32 and IAS 39. Identifiable purchased assets and assumed liabilities will be initially measured at fair value. The acquirer shall recognized goodwill as of the acquisition date measured as the excess of (i) over (ii) below:

  • (i) the aggregate of:
  • the consideration transferred measured in accordance with this IFRS;
  • the amount of any Non-controllable interest in the acquiree; and
  • In a business combination achieved in stages, the acquisition-date fair value of the acquirer's previously held equity interest in the acquiree.
  • (ii) the net of the acquisition-date amounts of the identifiable assets acquired and the liabilities assumed

In the case that (ii) exceeds (i), a difference must be registered as a gain.

The values of assets and liabilities acquired as part of a business combination can be reviewed for a period of 12 months from the date of acquisition.

The acquisition cost is subsequently adjusted when the purchase price / allocation is contingent upon the occurrence of specific events agreed with the seller / shareholder.

Any contingent payments to be transferred by the Group are recognized at fair value at the acquisition date. Subsequent changes in fair value that may occur, evaluated as assets or liabilities are recognized in accordance with IAS 39.

Inter-company transactions, balances and unrealized gains on transactions between group companies are eliminated. Unrealized losses are also eliminated but considered an impairment indicator of the asset transferred.

The amounts reported by the Group's subsidiaries are adjusted where necessary to conform with the accounting policies of CORTICEIRA AMORIM.

Non-controlling interest

Non-controlling Interest are recorded at fair value or in the proportion of the percentage held in the net asset of the acquire, as long as it is effectively owned by the entity. The others components of the non-controlling interest are registered at fair value, except if other criteria is mandatory.

Transactions with Non-controlling interests are treated as transactions with Group Equity holders, when no loss of control occurs.

In any acquisition from non-controlling interests, the difference between the consideration paid and the accounting value of the share acquired is recognised in equity. Gains or losses on disposals to non-controlling interests are also recorded in equity.

When the Group ceases to have control or significant influence, any retained interest in the entity is remeasured to its fair value, with the change in carrying amount recognised in profit or loss.

Equity companies

Associates are all entities over which the Group has significant influence but not control, generally accompanying a shareholding between 20% and 50% of voting rights. Investments in associates are accounted for using the equity method of accounting and are initially recognised at cost. The Group's investment in associates includes goodwill. Future impairments of goodwill will be adjusted against the carrying amount of investments The Group's share of its associates post-acquisition profits or losses is recognised in the income statement, in the "Gain/(losses) in associates" account, and its share of post-acquisition movements in reserves is recognised in reserves. The carrying amount is also adjusted by dividends received. When the Group's share of losses in an associate equals or exceeds its interest in the associate, the group does not recognise further losses, unless it has incurred obligation on behalf of the associate, in this case the liabilities will be recorded in a "Provisions" account.

The accounting policies adopted by the associates are adjusted to the accounting policies of the group.

Exchange rate effect

Euro is the legal currency of CORTICEIRA AMORIM, S.G.P.S., S.A., and is the currency in which two thirds of its business is made and so Euro is considered to be its functional and presentation currency.

In non-euro subsidiaries, all assets and liabilities denominated in foreign currency are translated to euros using yearend exchange rates. Net exchange differences arising from the different rates used in transactions and the rate used in its settlements is recorded in the income statement.

Assets and liabilities from non-euro subsidiaries are translated at the balance sheet date exchange rate, being its costs and gains from the income statement translated at the average exchange rate for the period / year.

Exchange differences are registered in an equity account "Translation differences" which is part of the line "Other reserves".

Whenever and a non-euro subsidiary is sold or liquidated, accumulated translation differences recorded in equity is registered as a gain or a loss in the consolidated income statement by nature.

c. Tangible Fixed Assets

Tangible fixed assets are originally their respective historical cost (including attributable expenses) or production cost, including, whenever applicable, interest costs incurred throughout the respective construction or start-up period, which are capitalised until the asset is ready for its projected use.

Tangible fixed assets are subsequently measured at acquisition cost, deducted from cumulative depreciations and impairments.

Depreciation is calculated on the straight-line basis, over the following years, which represent a reasonable estimate of the useful lives:

Number of years
Buildings 20 to 50
Plant machinery 6 to 10
Motor vehicles 4 to 7
Office equipment 4 to 8

Depreciation is charged since the beginning of the moment in which the asset is ready to use. The asset's residual values and useful lives are reviewed, and adjusted if appropriate, at each reporting date.

Current maintenance on repair expenses are charged to the actual income statement in which they occurred. Cost of operations that can extend the useful expected life of an asset, or from which are expected higher and significative future benefits, are capitalized.

An asset's carrying amount is written down to its recoverable amount and charged to the income statement if the asset's carrying amount is greater than its estimated recoverable amount.

Gains and losses and disposals are included in the income statement.

d. Intangible assets

Intangible assets are initially measured at cost. Subsequently they are measured at cost less accumulated depreciation.

Research expenditures are recognised in the income statement as incurred.

Development expenditure is recognised as intangible asset when the technical feasibility being developed can be demonstrated and the Group has the intention and capacity to complete their development and start trading or using them and that future economic benefits will occur.

Amortisation of the intangible assets is calculated by the straight-line method, and recorded as the asset qualifies for its required purpose:

Number of years
Industrial Property 10 to 20
Software 3 to 6

The estimated useful life of assets are reviewed and adjusted when necessary, at the balance sheet date.

e. Investment property

Investment property includes land and buildings not used in production.

Investment property are initially registered at acquisition cost plus acquisition or production attributable costs, and when pertinent financial costs during construction or installation. Subsequently are measured at acquisition cost less cumulative depreciations and impairment.

Periods and methods of depreciation are as follows in d) note for tangible fixed asset.

Properties are derecognized when sold. When used in production are reclassified as tangible fixed asset. When land and buildings are no mores used for production, they will be reclassified from tangible fixed asset to investment property.

f. Goodwill

Goodwill arises from acquisition of subsidiaries and represents the excess of the cost of an acquisition over the fair value of the net identifiable assets of the acquired at the date of acquisition. If positive, it will be included as an asset in the "goodwill" account. If negative, it will be registered as a gain for the period.

In Business combinations after January 1, 2010, Goodwill will be calculated as referred in b).

For impairment tests purposes, goodwill is allocated to the cash-generating unit or group of cash-generating units that are expected to benefit from the upcoming synergies.

Goodwill will be tested annually for impairment, or whenever an evidence of such occurs; impairment losses will be charged to the income statement and, consequently, its carrying amount adjusted.

g. Non-financial assets impairment

Assets with indefinite useful lives are not amortised but are annually tested for impairment purposes.

For the estimate of impairments, assets are allocated to the lowest level for which there is separate identifiable cash flows (cash generating units).

Assets under depreciation are tested for impairment purposes whenever an event or change of circumstances indicates that its value cannot be recovered. Impairment losses are recognized as the difference between its carrying amount and its recoverable amount. Recoverable corresponds to the higher of its fair value less sales expenses and its value for use. Non-financial assets, except goodwill, that generated impairment losses are valued at each reporting date regarding reversals of said losses.

h. Other financial assets

This caption is primarily related to investments in equity instruments available for sale, which have no stock exchange share price and whose fair value cannot be estimated reliably and are therefore measured at cost. Dividends, if any, are recognized in the period in which they occur, when the right to receive is established.

i. Inventories

Inventories are valued at the lower of acquisition cost or production cost and net realisable value. Acquisition cost includes direct and indirect expenses incurred in order to have those inventories at its present condition and place. Production cost includes used raw material costs, direct labour, other direct costs and other general fixed production costs (using normal capacity utilisation).

Where the net realisable value is lower than production cost, inventory impairment is registered. This adjustment will be reversed or reduced whenever the impairment situation no longer takes place.

Year-end quantities are determined based on the accounting records, which are confirmed by the physical inventory taking. Raw materials, consumables and by-products are valued at weighted average cost, and finished goods and work-in-progress at the average production cost which includes direct costs and indirect costs incurred in production.

j. Trade and other receivables

Trade and other receivables are registered initially at fair value and subsequently registered at amortized cost, and adjusted for any subsequent impairment losses which will be charged to the income statement.

Medium and long-term receivables, if applicable, will be measured at amortised cost using the effective interest rate of the debtor for similar periods.

Trade and other receivables are derecognised when the rights to receive cash flows from the investments expire or are transferred, as well as all the risks and rewards of its ownership.

k. Financial assets impairment

At each reporting date, the impairment of financial assets at amortised cost is evaluated.

Financial asset impairment occurs if after initial register, unfavourable cash flows from that asset can be reasonably estimated.

Impairment losses are recognized as the difference between its carrying amounts and expected future cash flows (excluding future losses that yet have not occurred), discounted at the initial effective interest rate of the asset. The calculated amount is deducted to the carrying amount and loss recognised in the earnings statement.

l. Cash and cash equivalents

Cash includes cash in hand, deposits held at call in banks, time deposits and other no-risk short-term investments with original maturities of three months or less. In the Consolidated Statement of Cash Flow, this caption includes Bank overdrafts.

m. Suppliers, other borrowings and creditors

Debts to suppliers and other borrowings and creditors are initially registered at fair value. Subsequently are measured at amortised cost using effective interest rate method. They are classified as current liabilities, except if CORTICEIRA AMORIM has full discretion to defer settlement for at least another 12 months from the reporting date

Liabilities are derecognised when the underlying obligation is extinguished by payment, cancelled or expire.

n. Interest bearing loans

This line includes interest bearing loans amounts. Any costs attributable to the lender, will be deducted to the loan amount and charged, during its life, using the effective interest rate.

Interests are usually charged to the income statement as they occur. Interests arising from loans related with capital expenditure for periods longer than 12 months will be capitalised and charged to the specific asset under construction. Capitalisation will cease when the project is ready for use or suspended.

o. Income taxes – current and deferred

Income tax includes current income tax and deferred income tax. Except for companies included in groups of fiscal consolidation, current income tax is calculated separately for each subsidiary, on the basis of its net result for the period adjusted according to tax legislation. Management periodically addresses the effect of different interpretations of tax law.

Deferred taxes are calculated using the liability method, reflecting the temporary differences between the carrying amount of consolidated assets and liabilities and their correspondent value for tax purposes.

Deferred tax assets and liabilities are calculated and annually registered using actual tax rates or known tax rates to be in vigour at the time of the expected reversal of the temporary differences.

Deferred tax assets are recognized to the extent that it is probable sufficient future taxable income will be available utilisation. At the end of each year an analysis of the deferred tax assets is made. Those that are not likely to be used in the future will be derecognised.

Deferred tax liabilities are recognized for all taxable temporary differences, except those related to i) the initial recognition of goodwill; or ii) the initial recognition of assets and liabilities that do not result from a business combination, and that at transaction date does not affect the accounting or tax result.

Deferred taxes are registered as an expense or a gain of the year, except if they derive from values that are booked directly in equity. In this case, deferred tax is also registered in the same line.

p. Employee benefits

CORTICEIRA AMORIM Portuguese employees benefit exclusively from the national welfare plan. Employees from foreign subsidiaries (about 30% of total CORTICEIRA AMORIM) or are covered exclusively by local national welfare plans or benefit from complementary contribution plans.

As for the defined contribution plans, contributions are recognised as employee benefit expense when they are due.

CORTICEIRA AMORIM recognises a liability and an expense for bonuses attributable to a large number of directors. These benefits are based on estimations that take in account the accomplishment of both individual goals and a preestablished CORTICEIRA AMORIM level of profits.

q. Provisions, contingent assets and liabilities

Provisions are recognised when CORTICEIRA AMORIM has a present legal or constructive obligation as a result of past events, when it is more likely than not an outflow of resources will be required to settle the obligation and when a reliable estimation is possible.

Provisions are not recognised for future operating losses. Restructuring provisions are recognised with a formal detail plan and when third parties affected are informed.

When there is a present obligation, resulting from a past event, but it is not probable that an out flow of resources will be required, or this cannot be estimated reliably, the obligation is treated as a contingent liability. This will be disclosed in the financial statements, unless the probability of a cash outflow is remote.

Contingent assets are not recognized in the financial statements but disclosed when it is probable the existence of an economic future inflow of resources.

r. Revenue recognition

Revenue comprises the value of the consideration received or receivable for the sale of goods and finished products. Revue is shown, net of value-added tax, returns, rebates, and discounts, including cash discounts. Revenue is also adjusted by any prior period's sales corrections.

Services rendered are immaterial and, generally, are refunds of costs related with finish product sales.

Sales revenue is recognised when the significant risk and rewards of ownership of the goods are transferred to the buyer and its amount can be reliably measured. Revenue receivable after one year will be discounted to its fair value.

s. Government grants

Grants received are related generally with fixed assets expenditure. No-repayable grants are present in the balance sheet as deferred income, and recognised as income on a systematic basis over the useful life of the related asset. Repayable interest bearing grants are presented as interests bearing debt; if no-interest bearing, they are presented as "Other borrowings". Reimbursable grants with "out of market" interest rates are measured at fair value when they are initially recognised. Difference between nominal and fair value at initial recognition is treated as an income to be recognised. This will be presented in other gains during the useful life span of the said asset. Subsequently, these grants are measured at amortised cost.

t. Leasing

When a contract indicates that the significant risks and rewards of the ownership of the asset are transferred to CORTICEIRA AMORIM, leasing contracts will be considered as financial leases.

All other leasing contracts are treated as operating leases. Payments made under operating leases are charged to the income statement.

Whenever CORTICEIRA AMORIM qualifies as lessee of finance leases, assets under lease are recognized as Tangible Fixed Assets and are depreciated over the shorter of the term of the contract and the useful life of the assets.

u. Derivative financial instruments

CORTICEIRA AMORIM uses derivatives financial instruments as forward and spot exchange rate contracts, options and swaps; these are intended to hedge its business financial risks and are not used for speculative purposes. CORTICEIRA AMORIM accounts for these instruments as hedge accounting, following all its standards. Dealing is carried out by a central treasury department (dealing room) on behalf of the subsidiaries, under policies approved by the Board of Directors. Derivatives are recorded at their fair value. The method of recognising is as follows:

Fair value hedge

Changes in the fair value of derivatives that qualify as fair value hedges and that are expected to be highly effective, are recorded in the income statement, together with any changes in the fair value of the hedged asset or liability that are attributable to the hedged risk.

Cash flow hedge

Changes in the fair value of derivatives that qualify as cash flow edges and that are expected to be highly effective, are recognised in equity, being transferred to income statement in the same period as the respective hedged item affects results; the gain or loss relating to the ineffective portion is recognised immediately in the income statement.

Net investment hedge

For the moment, CORTICEIRA AMORIM is not considering any foreign exchange hedge over its net investments in foreign units (subsidiaries).

CORTICEIRA AMORIM has fully identified the nature of its activities' risk exposure and documents entirely and formally each hedge; uses its information system to guarantee that each edge is supported by a description of: risk policy, purpose and strategy, classification, description of risk, identity of the instrument and of the risk item, description of initial measurement and future efficiency, identification of the possible derivative portion which will be excluded from the efficiency test.

When a hedging instrument expires or is sold, or when a hedge no longer meets the criteria for hedge accounting, or the forecasted transaction no longer remains highly provable or simply is abandoned, or the decision to consider the transaction as a hedge, the company will de-recognised the instrument.

v. Equity

Ordinary shares are included in equity.

When CORTICEIRA AMORIM acquires own shares, acquisition value is recognised deducting from equity in the line treasury stock.

III. COM PANIES INCLUDED IN THE CONSOLIDATED FINANCIAL STATEM ENT

COMPANY HEAD OFFICE COUNTRY 9M16 2015
Raw Materials
Amorim Natural Cork, S.A. Vale de Cortiças - Abrantes PORTUGAL 100% 100%
Amorim Florestal, S.A. Ponte de Sôr PORTUGAL 100% 100%
Amorim Florestal España, SL San Vicente Alcántara SPAIN 100% 100%
Amorim Florestal Mediterrâneo, SL Cádiz SPAIN 100% 100%
Amorim Tunisie, S.A.R.L. Tabarka TUNISIA 100% 100%
Augusta Cork, S.L. San Vicente Alcántara SPAIN 100% 100%
Comatral - C. de Maroc. de Transf. du Liège, S.A. Skhirat SPAIN 100% 100%
SIBL - Société Industrielle Bois Liége Jijel ALGERIA 51% 51%
Société Nouvelle du Liège, S.A. (SNL) Tabarka TUNISIA 100% 100%
Société Tunisienne d'Industrie Bouchonnière (b) Tabarka TUNISIA 45% 45%
Vatrya - Serviços de Consultadoria, Lda Funchal - Madeira PORTUGAL 100% 100%
Cork Stoppers
Amorim & Irmãos, SGPS, S.A. Santa Maria Lamas PORTUGAL 100% 100%
ACIC USA, LLC California U. S. AMERICA 100% 100%
Agglotap, SA Girona SPAIN 91% 91%
All Closures In, S.A Paços de Brandão PORTUGAL 75% 75%
Amorim & Irmãos, S.A. Santa Maria Lamas PORTUGAL 100% 100%
Amorim Argentina, S.A. Buenos Aires ARGENTINA 100% 100%
Amorim Australasia Pty Ltd Adelaide AUSTRALIA 100% 100%
Amorim Bartop, S.A. (e) Mozelos PORTUGAL 75% -
Amorim Cork América, Inc. California U. S. AMERICA 100% 100%
Amorim Cork Beijing Ltd Beijing CHINA 100% 100%
Amorim Cork Bulgaria EOOD Plovdiv BULGARIA 100% 100%
Amorim Cork Deutschland GmbH & Co KG Mainzer GERMANY 100% 100%
Amorim Cork España, S.L.
Amorim Cork Itália, SPA
San Vicente Alcántara
Conegliano
SPAIN
ITALY
100%
100%
100%
100%
Amorim Cork South Africa (Pty) Ltd Cape Town SOUTH AFRICA 100% 100%
Amorim France, S.A.S. Champfleury FRANCE 100% 100%
Amorim Top Series France, SAS (e) Gensac La Pallue FRANCE 100% -
Amorim Top Series, S.A. (e) Vergada PORTUGAL 100% -
Bouchons Prioux Epernay FRANCE 91% 91%
Chapuis, S.L. Girona SPAIN 100% 100%
Corchera Gomez Barris (d) Santiago CHILE 50% 50%
Corchos de Argentina, S.A. (b) Mendoza ARGENTINA 50% 50%
Equipar, Participações Integradas, Lda. Coruche PORTUGAL 100% 100%
FP Cork, Inc. California U. S. AMERICA 100% 100%
Francisco Oller, S.A. Girona SPAIN 92% 92%
Hungarocork, Amorim, RT Budapeste HUNGARY 100% 100%
Indústria Corchera, S.A. (c) Santiago CHILE 50% 50%
Korken Schiesser Ges.M.B.H. Viena AUSTRIA 69% 69%
Olimpiadas Barcelona 92, S.L. Girona SPAIN 100% 100%
Portocork América, Inc. California U. S. AMERICA 100% 100%
Portocork France, S.A.S. Bordéus FRANCE 100% 100%
Portocork Internacional, S.A. Santa Maria Lamas PORTUGAL 100% 100%
Portocork Itália, s.r.l Milão ITALY 100% 100%
Sagrera et Cie Reims FRANCE 91% 91%
S.A. Oller et Cie Reims FRANCE 92% 92%
S.C.I. Friedland Céret FRANCE 100% 100%
S.C.I. Prioux Epernay FRANCE 91% 91%
Société Nouvelle des Bouchons Trescases (b) Perpignan FRANCE 50% 50%
Trefinos Australia, PTY Ltd Adelaide AUSTRALIA 91% 91%
Trefinos Italia, s.r.l Treviso ITALY 91% 91%
Trefinos USA, LLC Fairfield, CA U. S. AMERICA 91% 91%
Trefinos, S.L Girona SPAIN 91% 91%
Victor y Amorim, S.L. (c) Navarrete - La Rioja SPAIN 50% 50%
Wine Packaging & Logistic, S.A. (b) (d) Santiago CHILE 50% 50%
Floor & Wall Coverings
Amorim Revestimentos, S.A.
S. Paio de Oleiros
PORTUGAL
100%
100%
Amorim Benelux, BV
Tholen
NETHERLANDS
100%
100%
Amorim Deutschland, GmbH - AR
(a)
Delmenhorts
GERMANY
100%
100%
Amorim Flooring, SA
S. Paio de Oleiros
PORTUGAL
100%
100%
Amorim Flooring (Switzerland) AG
Zug
SWITZERLAND
100%
100%
Amorim Flooring Austria GesmbH
Viena
AUSTRIA
100%
100%
Amorim Flooring Investments, Inc.
Hanover - Maryland
U. S. AMERICA
100%
100%
Amorim Flooring North America Inc.
Hanover - Maryland
U. S. AMERICA
100%
100%
Amorim Flooring Rus, LLC
(e)
Moscow
RUSSIA
100%
-
Amorim Japan Corporation
Tóquio
JAPAN
100%
100%
Amorim Revestimientos, S.A.
Barcelona
SPAIN
100%
100%
Cortex Korkvertriebs GmbH
Fürth
GERMANY
100%
100%
(c)
Dom KorKowy, Sp. Zo. O.
Kraków
POLAND
50%
50%
Timberman Denmark A/S
Hadsund
DENMARK
51%
51%
US Floors, Inc.
Dalton - Georgia
U. S. AMERICA
25%
25%
(b)
Composites Cork
Amorim Cork Composites, S.A.
Mozelos
PORTUGAL
100%
100%
Amorim (UK) Ltd.
Horsham West Sussex
UNITED KINGDOM
100%
100%
Amorim Compcork, Lda
Mozelos
PORTUGAL
100%
100%
Amorim Cork Composites Inc.
Trevor Wisconsin
U. S. AMERICA
100%
100%
Amorim Deutschland, GmbH - ACC
(a)
Delmenhorts
GERMANY
100%
100%
Amorim Industrial Solutions - Imobiliária, S.A.
Corroios
PORTUGAL
100%
100%
AmorLink
(f)
Istambul
TURKEY
-
25%
Amosealtex Cork Co., Ltd
Xangai
CHINA
30%
30%
Chinamate (Shaanxi) Natural Products Co. Ltd
Shaanxi
CHINA
100%
100%
Chinamate Development Co. Ltd
Hong Kong
CHINA
100%
100%
Compruss – Investimentos e Participações Lda
(e)
Mozelos
PORTUGAL
100%
-
Corticeira Amorim - France SAS
Lavardac
FRANCE
100%
100%
Florconsult – Consultoria e Gestão, Lda
Mozelos
PORTUGAL
100%
100%
Postya - Serviços de Consultadoria, Lda.
Funchal - Madeira
PORTUGAL
100%
100%
Insulation Cork
Amorim Isolamentos, S.A.
Vendas Novas
PORTUGAL
80%
80%
Holding
Corticeira Amorim, SGPS, S.A.
Mozelos
PORTUGAL
100%
100%
Ginpar, S.A. (Générale d' Invest. et Participation)
Skhirat
MOROCCO
100%
100%
Amorim Cork Research, Lda.
Mozelos
PORTUGAL
100%
100%
Amorim Cork Services, Lda.
Mozelos
PORTUGAL
100%
100%
Amorim Cork Ventures, Lda
Mozelos
PORTUGAL
100%
100%
Corkyn Composites, Lda
(b) (f) Mozelos
PORTUGAL
-
25%
Ecochic portuguesas – footwear and fashion
(b)
Mozelos
PORTUGAL
24%
24%
products, Lda
TDCork - Tapetes Decorativos com Cortiça, Lda
(b) (e) Mozelos
PORTUGAL
25%
-
COMPANY HEAD OFFICE COUNTRY 9M16 2015
Soc. Portuguesa de Aglomerados de Cortiça, Lda Montijo PORTUGAL 100% 100%

(a) – One single company: Amorim Deutschland, GmbH & Co. KG.

(b) – Equity method consolidation.

(c) – CORTICEIRA AMORIM controls the operations of the company – line-by-line consolidation method.

(d) – Held directly by Corchera Industry, SA

(e) – Set-up during 2016

(f) – Liquidated during 2016

IV. EXCHANGE RATES USED IN CONSOLIDATION

Exchage rates 30/Set/16 Average
Jan- Sep
2016
Average
2015
Year end
2015
Argentine Peso ARS 17.2447 16.2161 10.2803 14.0484
Australian Dollar AUD 1.46570 1.50479 1.47766 1.48970
Lev BGN 1.95580 1.95574 1.95573 1.95570
Brazilian Real BRL 3.62100 3.95608 3.70044 4.31170
Canadian Dollar CAD 1.46900 1.47459 1.41856 1.51160
Swiss Franc CHF 1.08760 1.09361 1.06786 1.08350
Chilean Peso CLP 738.950 758.544 725.899 768.730
Yuan Renminbi CNY 7.44630 7.34662 6.97333 7.06080
Danish Krone DKK 7.45130 7.44723 7.45870 7.46260
Algerian Dinar DZD 122.745 121.364 111.109 116.071
Euro EUR 1 1 1 1
Pound Sterling GBP 0.86103 0.80304 0.72584 0.73395
Hong Kong Dollar HDK 8.71570 8.66675 8.60559 8.41660
Forint HUF 309.790 312.133 309.996 315.980
Yen JPY 113.090 120.952 134.314 131.070
Moroccan Dirham MAD 10.8671 10.8597 10.8028 10.7376
Metical MZM 87.6300 65.0115 43.1132 50.5000
Norwegian Krone NOK 8.98650 9.37493 8.94963 9.60300
Zloty PLN 4.31920 4.35819 4.18412 4.26390
Ruble RUB 70.5140 76.1830 67.9298 79.2500
Swedish Kronor SEK 9.62100 9.37325 9.35346 9.18950
Tunisian Dinar TND 2.46650 2.34657 2.17523 2.21090
Turkish Lira TRL 3.35760 3.27656 3.02546 3.17650
US Dollar USD 1.11610 1.11617 1.10951 1.08870
Rand ZAR 15.5238 16.6827 14.1723 16.9530

V. SEGM ENT REPORT

CORTICEIRA AMORIM is organised in the following Business Units (BU): Raw Materials, Cork Stoppers, Floor and Wall Coverings, Composite Cork and Insulation Cork.

For purposes of this Report, the Business approach was selected as the primary segment. This is consistent with the formal organization and evaluation of business. Business Units correspond to the operating segments of the company and the segment report is presented the same way they are analysed for management purposes by the board of CORTICEIRA AMORIM.

The following table shows the main indicators of the said units, and, whenever possible, the reconciliation with the consolidated indicators:

thousand euros
9M2016 Raw
Materials
Cork
Stoppers
Floor &
Wall
Coverings
Composite
Cork
Insulation
Cork
Holding Adjustments Consolidated
Trade Sales 6,734 319,857 87,271 69,934 6,983 79 0 490,857
Other BU Sales 105,772 4,138 2,560 7,024 2,018 1,602 -123,114 -
Total Sales 112,506 323,995 89,831 76,957 9,001 1,681 -123,114 490,857
Current EBITDA 13,851 58,598 9,341 14,812 1,927 -2,552 -530 95,446
Assets 196,256 331,870 103,226 72,758 11,347 2,390 9,215 727,063
Liabilities 63,585 114,219 38,164 26,734 2,234 35,039 58,633 338,608
Capex 2,837 15,000 1,927 1,510 345 662 0 22,281
Depreciation -2,610 -9,338 -3,436 -2,217 -409 -51 0 -18,061
Non-cash cost -209 -1,417 295 -1,208 5
0
6 0 -2,484
Gains/Losses in associated
companies
-4 153 2,158 0 0 -1 0 2,306
9M2015 Raw
Materials
Cork
Stoppers
Floor &
Wall
Coverings
Composite
Cork
Insulation
Cork
Holding Adjustments Consolidated
Trade Sales 4,815 298,657 82,688 70,213 6,504 12 0 462,889
Other BU Sales 96,881 3,100 1,777 4,923 1,073 1,373 -109,126 -
Total Sales 101,696 301,756 84,465 75,136 7,577 1,385 -109,126 462,889
Current EBITDA 13,407 48,419 7,192 11,495 1,196 -2,613 1,059 80,155
Assets 173,099 322,893 91,861 79,355 12,494 31,775 5,393 716,871
Liabilities 58,016 116,705 31,936 27,684 2,293 30,581 76,439 343,654
Capex 2,254 9,303 1,922 2,676 161 364 0 16,681
Depreciation -1,996 -8,887 -3,482 -3,881 -443 -26 0 -18,715
Non-cash cost -112 -3,926 -711 -446 -351 0 0 -5,546
Gains/Losses in associated
companies
-7 905 1,165 -23 0 0 0 2,040

Notes:

Adjustments = eliminations inter-BU and amounts not allocated to BU

EBITDA =Profit before depreciation and amortisation, interests, non-controlling interests and income tax.

Provisions and asset impairments were considered the only relevant material cost.

Segments assets do not include DTA (deferred tax asset) and non-trade group balances.

Segments liabilities do not include DTL (deferred tax liabilities), bank loans and non-trade group balances.

The decision to report EBITDA figures allows a better comparison of the different BU performances, disregarding the different financial situations of each BU. This is also coherent with the existing Corporate Departments, as the Financial Department is responsible for the bank negotiations, being the tax function the responsibility of the Holding Company, like the use of tax advantages coming from tax consolidation instruments (RETGS).

Cork Stoppers BU main product is the different kinds of existing cork stoppers. The main markets are the bottling countries, from the traditional ones like France, Italy, Germany, Spain and Portugal, to the new markets like USA, Australia, Chile, South Africa and Argentina.

Raw Materials BU is, by far, the most integrated in the production cycle of CORTICEIRA AMORIM, with more than 95% of its sales to others BU, specially to Cork Stoppers BU. Main products are bark and discs.

The remaining BU produce and sell a vast number of cork products made from cork stoppers waste. Main products are cork floor tiles, cork rubber for the automotive industry and antivibratic systems, black agglomerates for insulation and acoustic purposes, technical agglomerates for civil construction and shoe industry, as well as granulates for agglomerated, technical and champagne cork stoppers.

Major markets for flooring and insulation products are in Europe and for cork rubber products the USA. Major production sites are in Portugal, where most of the invested capital is located. Products are distributed in practically all major markets through a fully owned network of sales companies. About 70% of total consolidated sales are achieved through these companies.

VI. SELECTED NOTES

Data to be included in the interim notes, materially relevant, which is not included in prior chapters:

These interim financial statements were prepared using similar accounting policies as those used when preparing prior year-end statements;

CORTICEIRA AMORIM business are spread through a large basket of products, throughout the five continents and more than a hundred countries; so, it is not considered that its activity is subjected to any particular form of seasonality. Anyway it has been registered a higher first half activity, mainly during the second quarter; third and fourth usually exchange as the weakest quarter.

Mozelos, October 27, 2016

The Board of Directors of CORTICEIRA AMORIM, S.G.P.S., S.A.

António Rios de Amorim
Chairman
Nuno Filipe Vilela Barroca de Oliveira
Vice-President
Fernando José de Araújo dos Santos Almeida
Member
Cristina Rios de Amorim Baptista
Member
Luísa Alexandra Ramos Amorim
Member
Juan Ginesta Viñas
Member

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