Quarterly Report • May 31, 2017
Quarterly Report
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Ramada Investimentos S.G.P.S., S.A. is the parent company of a group of companies ("Ramada Group") which, together, operate in two business areas: i) Industry, which includes the steel activity, the Storage Systems activity (Storax – Engineered Storage Solutions) and the activity related to financial investments management (corresponding to non-controlling interests) and ii) Real Estate, focused in the management of real estate assets.
The steel activity, with a prominent position in the domestic market, is carried out by three companies: Ramada Aços, Universal Afir and Planfuro Global S.A. In 2016, the Group acquired the remaining stake in the joint venture Planfuro Global, SA, taking full control of its business by the end of the year. In the first quarter of 2017 Planfuro Global, SA was included in the consolidation of Group F. Ramada by the full consolidation method, although its impact on the Group's results has been reduced.
The activity of Storage Systems (Storax - Engineered Storage Solutions) is carried out by five companies: Ramada Storax (the largest manufacturer of storage systems in Portugal and where all manufacturing of the Group is concentrated), and by its subsidiaries in France, UK, Belgium and Spain.
The financial investment activity includes the investment in Base Holding S.G.P.S. an entity that heads a group of companies that operate in the health area, namely at the sector of complementary diagnosis and treatment facilities (MCDT's).
The financial information presented below in relation to Ramada Group was prepared in accordance with the recognition and measurement criteria of the International Financial Reporting Standards (IFRS), as adopted by the European Union.
| 1Q 2017 | 1Q 2016 | Var. % | |
|---|---|---|---|
| Sales and services rendered | 34 505 | 27 976 | 23.3% |
| Other income | 124 | 253 | -51.1% |
| Total income | 34 629 | 28 229 | 22.7% |
| Cost of sales | (17 354) | (13 028) | 33.2% |
| External supplies and services | (6 674) | (6 507) | 2.6% |
| Payroll | (4 721) | (3 916) | 20.6% |
| Other costs | (326) | (442) | -26.4% |
| Total costs (a) | (29 074) | (23 893) | 21.7% |
| EBITDA (b) | 5 555 | 4 336 | 28.1% |
| EBITDA Margin | 16.0% | 15.4% | |
| Amortisation and depreciation | (1 426) | (523) | 172.8% |
| EBIT (c) | 4 130 | 3 814 | 8.3% |
| EBIT Margin | 11.9% | 13.5% | |
| Gains/Losses in associated companies | 496 | 495 | |
| Financial costs | (365) | (516) | |
| Financial income | 45 | 50 | |
| Net profit before income tax | 4 305 | 3 843 | 12.0% |
| Income tax | (1 114) | (1 055) | |
| Consolidated net profit | 3 191 | 2 789 | 14.4% |
| Consolidated net profit attributable to shareholders of parent company |
3 204 | 2 798 | 14.5% |
| Consolidated net profit attributable to non-controlling interests |
-13 | -10 |
Amounts in thousands Euros
(a) Operating costs excluding amortization and depreciations, financial expenses and income tax
(b) EBITDA= Earnings before interests, income tax, depreciation and amortisation
(c) EBIT = Operating results
Total turnover of Ramada Group, during the first quarter of 2017, amounted to 34,629 thousand Euro, representing an increase of 22.7% compared to the total turnover of the homologous period in 2016.
Total costs, excluding amortization, financial expenses and taxes, amounted to 29,074 thousand Euro, representing an increase of 21.7% in relation to the same period in 2016.
EBITDA in the first quarter of 2017 reached 5,555 thousand Euro, representing an increase of 28.1% when compared to the homologous period. The EBITDA margin reached 16%, which compares to 15.4% obtained in the same period in 2016.
Group's operating results (EBIT) amounted to 4,130 thousand Euro, representing a positive variation of 8.3% comparing with 3,814 thousand Euro in the same period of 2016.
In the first quarter of 2017 the Group recorded gains related to the application of the equity method in associated companies in the amount of 496 thousand Euro, in the same level as 2016.
The negative financial costs amounted to 320 thousand Euro, representing an improvement of 31.3%, when compared with the same period in 2016.
Net profit in the first quarter of 2017, amounted to 3,191 thousand Euro, 14.4% higher than the net profit recorded in the same period in 2016.
| 1Q 2017 | 1Q 2016 | Var. % | |
|---|---|---|---|
| Total Income | 33 069 | 26 672 | 24.0% |
| Total Costs (a) | (28 797) | (23 625) | 21.9% |
| EBITDA (b) | 4 272 | 3 047 | 40.2% |
| EBITDA Margin | 12.9% | 11.4% | |
| EBIT (c) | 2 946 | 2 592 | 13.7% |
| EBIT Margin | 8.9% | 9.7% | |
| Financial Results | (60) | (92) | -34.7% |
| Ganhos / Perdas imputados de associadas | 496 | 495 | 0.1% |
| Net profit before income tax | 3 382 | 2 995 | 12.9% |
(amounts in thousands Euro)
(a) Operating costs excluding amortization and depreciations, financial expenses and income tax
(b) EBITDA= Earnings before interests, tax, depreciation and amortization
(c) EBIT = Earnings before interests and income tax
During the first quarter of 2017 the total income for the industry segment amounted to 33,069 thousand Euro, representing an increase of 24% compared to total income for the first three months of 2016.
The Steel activity presented in the 1st quarter of 2017 a higher turnover than the same period of 2016, but slightly below the targets set for this year.
The Mold manufacturers sector is experiencing a period of some slowdown in the award of new projects. This period of global political uncertainty has affected the pace of growth in the automotive sector in recent years. However, news forecast a recovery of activity in the second half of this year.
Stock levels have been under tight control as prices for some steel grades have risen significantly.
Steel activity operates, essentially, in the domestic market, which represented 94% of its sales in the 1st quarter of 2017.
In the 1 st quarter of 2017, storage systems activity (Storax - Engineered Storage Solutions) had an increase in turnover compared to the same period of 2016.
The external market remains the main growth driver of this activity, representing 91% of turnover in the 1 st quarter of 2017 (87% in the 1 st quarter of 2016).
The Group continues to make investments to modernize and increase its production capacity in order to improve the productivity and services provided to its customers.
Industry segment's EBITDA in the first quarter of 2017 amounted to 4,272 thousand Euro, which represents an increase of 40.2% when compared with 3,047 thousand Euro achieved in the same period in 2016.
Industry segment's EBITDA margin went from 11.4% in 2016 to 12.9% in 2017.
Industry segment's EBIT in first three months of 2017 was 3,382 thousand Euro, representing an increase of 12.9% compared to 2016.
| 1Q 2017 | 1Q 2016 | Var. % | |
|---|---|---|---|
| Total income | 1 560 | 1 558 | 0.1% |
| Total costs (a) | (276) | (269) | 2.9% |
| EBITDA ( b) | 1 283 | 1 289 | -0.5% |
| EBIT (c) | 1 184 | 1 222 | -3.1% |
| Financial Results | (260) | (374) | -30.3% |
| Net profit before income tax | 924 | 848 | 8.9% |
(amounts in thousands Euro)
(a) Operating costs excluding amortization, financial expenses and income tax
(b) EBITDA= Earnings before interests, tax, depreciation and amortization
(c) EBIT = Earnings before interests and income tax
Total income for the Real Estate segment in the first quarter of 2017 was 1,560 thousand Euro, verifying the same value in 2016.
The rents obtained from the long-term lease of forest land represent more than 95% of total income of the Real Estate segment.
Real Estate segment EBITDA in the first quarter of 2017 amounted to 1,283 thousand Euro, representing a slightly decrease in relation to the same period in 2016.
The operational results (EBIT) amounted to 1,184 thousand Euro, representing a decrease of 3.1% compared with the same period in 2016.
The financial results of the Real Estate segment in the first quarter of 2017 were negative in 260 thousand Euro, which represents an improvement of 30.3% when comparing to 374 thousand Euro negative in homologous period.
The net profit before income tax in the first quarter of 2017 was 924 thousand Euro, representing an increase of 8.9% when compared with the same period in 2016.
F. Ramada Group investments in the first quarter of 2017 amounted to 543 thousand Euro.
The nominal net debt of the F. Ramada Group as of 31 March 2017 reached 64,880 thousand Euro. As of 31 December 2016 it was 72,973 thousand Euro.
Porto, 5 May 2017
The Board of Directors
The accompanying notes are an integral part of these Condensed Consolidated Financial Statements
(Amounts expressed in Euro)
| Notes | 31.03.2017 | 31.03.2016 | |
|---|---|---|---|
| Sales and services rendered | 34 505 141 | 27 976 045 | |
| Other income | 123 887 | 253 451 | |
| Cost of sales | (17 353 641) | (13 027 732) | |
| External supplies and services | (6 673 684) | (6 507 159) | |
| Payroll expenses | (4 720 646) | (3 915 896) | |
| Amortization and depreciation | (1 425 569) | (522 656) | |
| Provisions and impairment losses | 12 | 5 674 | (244 582) |
| Other expenses | (331 238) | (197 784) | |
| Share of results of associates | 4.2 | 495 652 | 495 000 |
| Financial expenses | (364 990) | (515 556) | |
| Financial income | 44 849 | 50 224 | |
| Profit before income tax | 4 305 435 | 3 843 355 | |
| Income tax | (1 114 477) | (1 054 837) | |
| Consolidated net profit | 3 190 958 | 2 788 518 | |
| Attributable to: | |||
| Parent company's shareholders | 3 203 957 | 2 798 342 | |
| Non-controlling interests | (12 999) | (9 824) | |
| Earnings per share | |||
| Basic | 13 | 0.14 | 0.12 |
| Diluted | 13 | 0.14 | 0.12 |
The accompanying notes are an integral part of these Condensed Consolidated Financial Statements
(Translation of financial statements originally issued in Portuguese - Note 16)
| (Amounts expressed in Euro) | |
|---|---|
| Notes | 31.03.2017 | 31.03.2016 | |
|---|---|---|---|
| Net consolidated profit for the year | 3 190 958 | 2 788 518 | |
| Other comprehensive income | |||
| Items not reclassified to profit or loss: | - | - | |
| Items that may be reclassified subsequently to profit or loss: | |||
| Fair value of derivatives | - | (16 623) | |
| Exchange differences arising on translation of foreign operations | (32 695) | (376 606) | |
| Other comprehensive income for the year | (32 695) | (393 229) | |
| Total comprehensive income for the year | 3 158 263 | 2 395 289 | |
| Attributable to: | |||
| Parent company's shareholders | 3 171 262 | 2 405 113 | |
| Non-controlling interests | (12 999) | (9 824) |
The accompanying notes are an integral part of these Condensed Consolidated Financial Statements
(Amounts expressed in Euro)
| Attributable to the parent company's shareholders | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Notes | Share capital | Own shares | Legal reserve | Currency translation reserves |
Other reserves and retained earnings |
Net profit | Total | Non-controlling interests |
Total Equity | |
| Balance as of 1 January 2016 | 9 | 25 641 459 | (1 641 053) | 5 935 519 | (126 619) | 28 811 105 | 11 032 683 | 69 653 094 | 75 740 | 69 728 834 |
| Total consolidated comprehensive income for the year | - | - | - | (376 606) | (16 623) | 2 798 342 | 2 405 113 | (9 824) | 2 395 289 | |
| Changes in consolidation perimeter | - | - | - | - | - | - | - | - | - | |
| Appropriation of the consolidated net profit for 2015: Transfer to legal reserve and other reserves Dividends |
- - |
- - |
- - |
- - |
11 032 683 - |
(11 032 683) - |
- - |
- - |
- - |
|
| Others | - | - | - | - | - | - | - | - | - | |
| Balance as of 31 March 2016 | 25 641 459 | (1 641 053) | 5 935 519 | (503 225) | 39 827 165 | 2 798 342 | 72 058 207 | 65 916 | 72 124 123 | |
| Balance as of 1 January 2017 | 9 | 25 641 459 | (1 641 053) | 6 231 961 | (891 241) | 34 737 106 | 13 860 952 | 77 939 184 | 142 364 | 78 081 548 |
| Total consolidated comprehensive income for the year | - | - | - | (32 695) | - | 3 203 957 | 3 171 262 | (12 999) | 3 158 263 | |
| Appropriation of the consolidated net profit for 2016: Transfer to legal reserve and other reserves Dividends |
- - |
- - |
- - |
- - |
13 860 952 - |
(13 860 952) - |
- - |
- - |
- - |
|
| Derivative financial instruments | - | - | - | - | - | - | - | - | - | |
| Balance as of 31 March 2017 | 25 641 459 | (1 641 053) | 6 231 961 | (923 936) | 48 598 058 | 3 203 957 | 81 110 446 | 129 365 | 81 239 811 |
The accompanying notes are an integral part of these Condensed Consolidated Financial Statements
| Notes | 31.03.2017 | 31.03.2016 | |||
|---|---|---|---|---|---|
| Operating activities: Collections from customers Payments to suppliers Payments to personnel Income tax payed/received Other collections/payments relating to operating activities Cash flow from operating activities (1) |
56 223 551 (36 635 894) (3 282 330) (146 525) (3 292 136) |
16 305 326 (3 438 661) 12 866 665 |
41 046 630 (26 339 431) (2 680 933) (121 736) (2 343 569) |
12 026 266 (2 465 305) 9 560 961 |
|
| Investment activities: Collections arising from: Dividends Tangible assets Other assets Investment properties Financial investments Interests and similar income Payments arising from: Financial investments Intangible assets Tangible assets Other assets |
- 114 500 - 991 276 282 31 026 (60 207) (12 054) (5 003 121) - |
1 137 083 | - - 9 225 - - 116 453 (2 583) - (2 434 161) - |
125 678 | |
| Loans granted | - | (5 075 382) | - | (2 436 744) | |
| Cash flow from investment activities (2) | (3 938 299) | (2 311 066) | |||
| Financing activities: Collections arising from: Capital increases and of other shares capital's instruments Loans obtained Payments arising from: |
- 1 610 140 |
1 610 140 | - - |
- | |
| Lease contracts Interests and similar costs Other financing operations |
- (811 686) - |
- (718 577) (28 163) |
|||
| Dividends Loans obtained Cash flow from financing activities (3) |
- (5 226 476) |
(6 038 162) (4 428 022) |
- (4 089 798) |
(4 836 538) (4 836 538) |
|
| Cash and cash equivalents at the beginning of the year Effect of exchange rate changes Variation of cash and cash equivalents: (1)+(2)+(3) Cash and cash equivalents at the end of the period |
8 8 |
10 037 127 (23 956) 4 500 344 14 513 515 |
15 863 613 (221 303) 2 413 357 18 055 667 |
The accompanying notes are an integral part of these Condensed Consolidated Financial Statements
F. Ramada Investimentos, SGPS, S.A. ("F. Ramada" or "Company") is a Company incorporated in 1 June 2008, with its head-office located at Rua do General Norton de Matos, 68, r/c - Porto, Portugal and its shares listed in the Euronext Lisbon. Its main activity is the management of investments.
F. Ramada was created as a result of the reorganization process of Altri, SGPS, S.A. through the demerger of the business areas of steel and storage systems, namely the participation held in F. Ramada – Aços e Indústrias, S.A., which represented the voting rights of the mentioned company. The restructuring involved a simple demerger operation, as predicted in item 1.a), article 118, of the Portuguese Companies Act ("Código das Sociedades Comerciais").
Following this process, the assets corresponding to the shareholdings of the business units of steel and storage systems, including all the resources (such as human resources, assets and liabilities) related to that business unit were transferred from Altri, SGPS, S.A. to F. Ramada.
Currently, F. Ramada is the parent company of a group of companies listed in Note 4 (designated as F. Ramada Group), and through these financial holdings structure, focuses its operations in (i) steel trade, (ii) storage systems sales, sector in which the Group already presents a significant international presence, and (iii) real estate.
As of March 31, 2017 and December 31, 2016, the Group developed its activity in Portugal, France, United Kingdom, Belgium and Spain.
The consolidated financial statements of F. Ramada Group are presented in Euro (rounded to units), which is the currency used by the Group in its operations and, therefore, is considered to be its functional currency. The operations of the foreign companies whose functional currency is different from Euro are included in the consolidated financial statements in accordance with the policy set out in Note 2.
The consolidated financial statements as of 31 March 2017 were prepared in accordance with the accounting policies defined by the International Financial Reporting Standards and in accordance with IAS 34 – Interim Financial Reporting, and include the statement of financial position, the income statement, the statement of comprehensive income, the statement of changes in equity and the statement of cash flows, as well as selected notes to the financial statements.
The accounting policies adopted in the preparation of the consolidated financial statements of F. Ramada are consistent with the accounting policies used in the preparation of the financial statements presented for the year ended as of 31 December 2016.
During the reporting period, there were no changes in the accounting policies and no material mistakes related with previous periods were identified.
The companies included in the consolidated financial statements by the full consolidation method, its headquarters, percentage of participation held and main activity as of March 31, 2017, and December 31, 2016, are as follows:
| Percentage of participation | ||||||
|---|---|---|---|---|---|---|
| held | ||||||
| Designation | Headquarters | 31.03.2017 | 31.12.2016 | Activity | ||
| Parent company: | ||||||
| F. Ramada Investimentos, SGPS, S.A. | Porto | - | - | Holding | ||
| F. Ramada Group: | ||||||
| Ramada Aços, S.A. | Ovar | 100% | 100% | Steel comercialization | ||
| Universal Afir, S.A. | Ovar | 100% | 100% | Steel comercialization | ||
| Planfuro Global, S.A. | Leiria | 100% | 100% | Manufacture of metal molds | ||
| Ramada Storax, S.A. | Ovar | 100% | 100% | Production and commercialization of storage systems |
||
| F. Ramada II, Imobiliária, S.A. | Ovar | 100% | 100% | Real estate | ||
| Storax, S.A. | France | 100% | 100% | Comercialization of storage systems | ||
| Storax, Ltd. | United Kingdom | 100% | 100% | Comercialization of storage systems | ||
| Storax Benelux, S.A. | Belgium | 100% | 100% | Comercialization of storage systems | ||
| Storax España S.L. | Spain | 60% | 60% | Comercialization of storage systems |
All the above companies were included in the consolidated financial statements of F. Ramada Group in accordance with the full consolidation method.
As of March 31, 2017, the caption "Investments in associates and joint ventures" includes, essentially, the shares of Base Holding SGPS, S.A. owned by F. Ramada Investimentos, SGPS, S.A.. This entity has its head office in Oporto and heads a group of companies which operate in the healthcare sector, namely, complementary means of diagnosis and treatment.
The use of the equity method in the year ended as March 31, 2017 was made based on preliminary and not audited consolidated financial statements of the above companies. The effect on the net profit of the year was recorded on the caption "Share of results of associates and joint ventures" by the amount of 495,652 Euro (2,028,057 Euro in December 31, 2016). As of March 31, 2017 the investment in the mentioned associate amounted to 17,258,046 Euros (16,762,394 Euros in December 31, 2016). The Board of Directors believes that there will not be relevant and material differences between the financial statements used to apply the equity method and the final and consolidated financial statements.
The relation between the shareholders of Base Holding, SGPS, SA is governed by a shareholder agreement which contains tag along and drag along clauses, the latter exercisable from July 2017. Thus, from that date on, any shareholder wishing to transmit to a third party the totality of his Base Holding's shares may, if he wishes, oblige the remaining shareholders to sell all their Base Holding's shares under similar conditions and together with his shares.
This caption also includes the investment in Expeliarmus - Consultoria, S.A. (created in 2015 and held by 49%) by an amount equal to 59,998 Euro (49,998 Euros in December 31, 2016).
The assessment on the existence, or not, of impairment on the investments in associates and joint ventures are based, among others, in financial KPI's, operating performance and the return to the shareholders, namely, its capacity to distribute dividends.
As of March 31, 2017 and December 31, 2016, the caption "Other investments" and respective impairment losses can be detailed as follows:
| 31.03.2017 | 31.12.2016 | |
|---|---|---|
| Investments | 7,713,531 | 7,713,531 |
| Impairment losses (note 12) | (4,220,393) | (4,220,393) |
| 3,493,138 | 3,493,138 |
As of March 31, 2017 it did not occur any changes in the caption "Other investments". The caption includes an investment on Base M – Investimentos e Serviços, S.A., CEV – Consumo em Verde, Biotecnologia das Plantas, S.A. and Sociedade Converde Unipessoal, Lda.. The loans granted to these companies are also included in this caption.
As of March 31, 2017 and December 31, 2016 these investments correspond to investments in non-public companies in which the Group has no significant influence. Their acquisition cost corresponds to a reliable approximation to their fair value, adjusted by the impairment losses.
The assessment on the existence, or not, of impairment on the investments in associates and joint ventures are based, among others, in financial KPI's, operating performance and the return to the shareholders, namely, its capacity to distribute dividends.
During the three months' period ended as of 31 March 2017 there were no changes in the Group's consolidation perimeter.
Investment properties held by F. Ramada Group relate to lands rented to third parties (Altri Group) under operational lease, through contracts signed in 2007 and 2008 with an average duration of 20 years, and with the possibility of an additional period of 6 years if certain events occur. Investment properties are measured at acquisition cost. The movement occurred in this caption during the three months' period ended as of 31 March 2017 and the year ended 31 December 2016 is as follows:
| 31.03.2017 | 31.12.2016 | |
|---|---|---|
| Opening balance (gross) | 85,953,689 | 85,963,976 |
| Aquisitions Disposals |
- - |
68,040 (78,327) |
| Closing balance (gross) | 85,953,689 | 85,953,689 |
| Impairment losses (note 12) | (1,100,000) | (1,100,000) |
| Closing balance (net) | 84,853,689 | 84,853,689 |
The leased land generated, during the three months' period ended as of March 31, 2017, income amounting, to approximately, 1,545,750 Euro (approximately 6,311,140 Euro in the year 2016).
The minimum future receipts for leases of forest land amount, to approximately, 6.4 million Euros in each of the following 5 years. After this period and until the end of the contracts, the minimum future receipts total, approximately, 43 million Euros. The rents provided for in each lease are updated at the end of each 2-years' period, starting from the beginning of the civil year immediately following the signature of the contract, based on the consumer price index.
Given the land characteristics (land leased to third parties for forestry activity), frequent market transactions comparable for this type of assets do not occur. Accordingly, the Board of Directors considers that it is not possible to reliably estimate the fair value of the land, and, as such, it is recorded at acquisition cost. However, it is the Board of
Directors belief that, given the amount of rents collected annually, the market value of these assets will not be significantly different from its book value.
Part of the land (amounting to, approximately, 74 million Euros) is given as collateral for certain borrowings.
In accordance with current legislation, the tax returns are subject to review and correction by the tax authorities over a period of four years (five years for Social Security), except when tax losses have occurred, tax benefits have been granted, or inspections, complaints or disputes are on-going. In these cases, depending on the circumstances, the above referred period deadlines can be extended or suspended. Therefore, the tax returns of F. Ramada and its subsidiaries for the years 2013 to 2016 may still be subject to review.
The Board of Directors of F. Ramada believes that any potential corrections arising from reviews/inspections of these tax returns by the tax authorities will not have a significant effect on the consolidated financial statements as of March 31, 2017.
The movement occurred in deferred tax assets and liabilities in the three months' periods ended as of March 31, 2017 and 2016, was as follows:
| 31.03.2017 | ||||
|---|---|---|---|---|
| Deferred tax | Deferred tax | |||
| assets | liabilities | |||
| Balance as of January 1, 2017 | 3,673,642 | 31,125 | ||
| Effects on income statement | ||||
| Others | 1,786 | 1,900 | ||
| Balance as of March 31, 2017 | 3,675,428 | 29,225 | ||
| 31.03.2016 | ||||
| Deferred tax | Deferred tax | |||
| assets | liabilities | |||
| Balance as of January 1, 2016 | ||||
| 1,728,886 | 35,081 | |||
| Effects on income statement | ||||
| Others | 36,726 | - |
As of March 31, 2017 and December 31, 2016 the caption "Cash and cash equivalents" included in the consolidated statement of financial position can be detailed as follows:
| 31.03.2017 | 31.12.2016 | |
|---|---|---|
| Cash | 20,337 | 14,730 |
| Bank deposits | 19,722,870 | 17,205,484 |
| 19,743,207 | 17,220,214 | |
| Bank overdrafts (note 10) | (5,229,692) | (7,183,087) |
| Cash and equivalents | 14,513,515 | 10,037,127 |
As of March 31, 2017, F. Ramada's fully subscribed and paid up capital consisted of 25,641,459 shares with a nominal value of 1 Euro each. As of the same date, F. Ramada Investimentos, SGPS, S.A. held 2,564,145 own shares, corresponding to 9.999996% of the share capital of the Company, acquired by 1,641,053 Euros.
On April 26, 2017, the Board of Directors unanimously resolved to distribute gross dividends of 0.28 Euros per share.
As of March 31, 2017 and December 31, 2016, the captions "Bank loans" and "Other loans" can be detailed as follows:
| 31.03.2017 | 31.12.2016 | |||
|---|---|---|---|---|
| Current | Non current | Current | Non current | |
| 4,257,608 | 39,987,401 | 3,985,753 | 43,473,155 | |
| Bank loans | 4,257,608 | 39,987,401 | 3,985,753 | 43,473,155 |
| Commercial paper | 22,000,000 | 5,000,000 | 22,250,000 | 5,000,000 |
| Other bank loans | 7,051,005 | - | 6,650,005 | - |
| Bank overdrafts | 5,229,692 | - | 7,183,087 | - |
| Factoring | 1,097,502 | - | 1,650,941 | - |
| Other loans | 35,378,199 | 5,000,000 | 37,734,033 | 5,000,000 |
| 39,635,807 | 44,987,401 | 41,719,786 | 48,473,155 |
It is the Board of Directors understanding that the loans' book value does not differ significantly from its fair value.
The nominal amount of bank loans as of March 31, 2017, will be reimbursed as follows:
| 31.03.2017 | 31.12.2016 | |||||
|---|---|---|---|---|---|---|
| Reimbursement year |
Amount | Estimated interests |
Reimbursemen t year |
Amount | Estimated interests |
|
| Current | Current | |||||
| 2017 | 500,000 | 197,000 | ||||
| 2018 | 39,135,807 | 513,000 | 2017 | 41,719,786 | 757,000 | |
| 39,635,807 | 710,000 | 41,719,786 | 757,000 | |||
| Non current | Non current | |||||
| 2018 | 2,500,000 | 237,000 | 2018 | 5,985,755 | 687,000 | |
| 2019 | 6,000,000 | 603,000 | 2019 | 6,000,000 | 603,000 | |
| 2020 | 5,000,000 | 517,000 | 2020 | 5,000,000 | 517,000 | |
| 2021 | 4,000,000 | 449,000 | 2021 | 4,000,000 | 449,000 | |
| 2022 | 4,000,000 | 388,000 | 2022 | 4,000,000 | 388,000 | |
| 2023 | 4,000,000 | 326,000 | 2023 | 4,000,000 | 326,000 | |
| 2024 | 3,987,401 | 265,000 | 2024 | 3,987,400 | 265,000 | |
| 2025 | 3,500,000 | 210,000 | 2025 | 3,500,000 | 210,000 | |
| 2026 | 3,500,000 | 156,000 | 2026 | 3,500,000 | 156,000 | |
| 2027 | 3,500,000 | 101,000 | 2027 | 3,500,000 | 101,000 | |
| 2028 | 5,000,000 | 19,000 | 2028 | 5,000,000 | 19,000 | |
| 44,987,401 | 3,271,000 | 48,473,155 | 3,721,000 | |||
| 84,623,208 | 3,981,000 | 90,192,941 | 4,478,000 |
As of March 31, 2017, and December 31, 2016, the credit facilities used by the Group and the corresponding maximum amounts allowed were as follows:
| March 31, 2017 | December 31, 2016 | ||||
|---|---|---|---|---|---|
| Nature | Authorized amount |
Used amount | Authorized amount |
Used amount | |
| Other bank loans | 21,200,000 | 7,051,005 | 21,200,000 | 6,650,005 | |
| Bank overdrafts | 15,000,000 | 5,229,692 | 15,000,000 | 7,183,087 | |
| Commercial paper program 12/2017 07/2018 08/2019 |
5,000,000 1,750,000 5,000,000 |
4,750,000 1,750,000 5,000,000 |
5,000,000 1,750,000 5,000,000 |
5,000,000 1,750,000 5,000,000 |
|
| 07/2019 07/2020 06/2020 |
7,500,000 3,000,000 5,000,000 |
4,000,000 2,500,000 5,000,000 |
7,500,000 3,000,000 5,000,000 |
4,000,000 2,500,000 5,000,000 |
|
| 07/2020 11/2020 |
4,000,000 3,000,000 |
4,000,000 - |
4,000,000 3,000,000 |
4,000,000 - |
|
| 34,250,000 | 27,000,000 | 34,250,000 | 27,250,000 |
During the three months' period ended as of March 31, 2017, these loans bear interest at normal market rates depending on the nature and term of the credit obtained.
During the three months' period ended as of March 31, 2017, and the year ended as of December 31, 2016, the Group did not enter any loan default.
Additionally, as of March 31, 2017, there are no covenants associated with the loans obtained.
As of March 31, 2017, and December 31, 2016, the caption "Other current liabilities" can be detailed as follows:
| 31.03.2017 | 31.12.2016 | |
|---|---|---|
| Accrued expenses | ||
| Accrued payroll | 4,757,338 | 4,450,848 |
| Interests payable | 329,701 | 779,491 |
| Other | 2,794,157 | 2,101,239 |
| Deferred income | 16,291,692 | 8,317,187 |
| 24,172,889 | 15,648,765 |
The caption "Deferred income" mainly includes anticipated invoicing regarding storage systems sales.
The movements that occurred in provisions and impairment losses for the three months' period ended as of March 31, 2017, can be detailed as follows:
| Provisions | Impairment losses in current assets |
Impairment losses in investments |
Impairment losses in inventory |
Impairment losses in investments properties |
Total | |
|---|---|---|---|---|---|---|
| (note 4.3) | (note 6) | |||||
| Opening balance 01.01.2017 | 2 883 080 | 14 256 157 | 4 220 393 | 1 428 048 | 1 100 000 | 23 887 678 |
| Exchange rate variation | (74) | (347) | - | (783) | - | (1 204) |
| Increases | 11 611 | 80 974 | - | 1 741 | - | 94 326 |
| Reversals | (100 000) | - | - | - | - | (100 000) |
| Utilizations | - | - | - | - | - | - |
| Closing balance 31.03.2017 | 2 794 617 | 14 336 784 | 4 220 393 | 1 429 006 | 1 100 000 | 23 880 800 |
The increases and reversals recorded in provisions and impairment losses for the three months' period ended as of 31 March 2017 were recorded in the profit and loss statement caption "Provisions and impairment losses".
The amount recorded in the caption "Provisions" as of March 31, 2017 relates to the Board of Directors best estimate to cover possible losses arising from works carried out in the area of storage solutions. In this regard, and in view of the increasing complexity of the projects in question, their size, and the fact that a large part of them relate to external markets, the Board of Directors decide to reinforce the provisions in the year ended December 31, 2016.
The Board of Directors believes that, based on the opinion of their legal advisors, as of March 31, 2017 there are no assets or liabilities associated with probable or possible tax contingencies that should be reported in the financial statements as of 31 March 2017.
Earnings per share for the three months' period ended as of 31 March 2017 and 2016 were determined taking into consideration the following amounts:
| 31.03.2017 | 31.03.2016 | |
|---|---|---|
| Net profit considered for the computation of basic and diluted earnings per share |
3,203,957 | 2,788,517 |
| Number of shares | 25,641,459 | 25,641,459 |
| Number of own shares | 2,564,145 | 2,564,145 |
| Weighted average number of shares used to compute the basic and diluted earnings per share |
23,077,314 | 23,077,314 |
| Earnings per share | ||
| Basic | 0.14 | 0.12 |
| Diluted | 0.14 | 0.12 |
There are no situations in the Group that might represent a reduction on earnings per share, arising from stock options, warrants, convertible bonds or other rights embedded in ordinary shares.
The main balances with related parties as of March 31, 2017 and 2016 are relate to Altri Group and may be detailed as follows:
| Rents | ||||
|---|---|---|---|---|
| 31.03.2017 31.03.2016 |
||||
| Altri Group | 1,545,750 | 1,545,750 | ||
| 1,545,750 | 1,545,750 |
Apart from the companies included in the consolidation (Note 4), the companies considered to be related parties as of March 31, 2017, are the following:
Altri, SGPS, S.A.
Base M Investimentos e Serviços S.A.
In accordance with the origin and nature of the income generated by the Group, the main segments identified are as follows:
This segments were identified considering the business units which develop activities whose income and cost may be distinguished, and for which it is produced separate financial information and its operating results are reviewed and taken decisions by the management.
The segregation of activities by segments as of March 31, 2017 and 2016 is made up as follows:
(Amounts expressed in Euro)
| March 31, 2017 | |||
|---|---|---|---|
| Industry | Real Estate | Intra-group eliminations |
Total |
| 143 056 856 | 90 290 904 | (8 477 763) | 224 869 997 |
| 85 030 922 | 67 077 030 | (8 477 763) | 143 630 189 |
| 543 172 | - | - | 543 172 |
| 33 069 230 | 1 559 798 | 34 629 028 | |
| 10 956 | 342 999 | - | |
| 3 940 094 | 1 615 399 | - | 5 555 493 |
| (1 325 975) | (99 594) | - | (1 425 569) |
| 2 614 119 | 1 515 805 | - | 4 129 924 |
| 81 835 | - | (36 986) | 44 849 |
| (141 781) | (260 195) | 36 986 | (364 990) |
| 495 652 | - | - | 495 652 |
| 3 049 825 | 1 255 610 | - | 4 305 435 |
| (769 184) | (345 293) | - | (1 114 477) |
| 2 280 641 | 910 317 | - | 3 190 958 |
| - (353 955) |
(a) - Investments in non-current assets, except financial instruments, deferred tax assets and financial investments
(b) - Operating results + amortizations
(c) - Earnings before interest and taxes excluding Group operations
| March 31, 2016 | ||||
|---|---|---|---|---|
| Industry | Real Estate | Intra-group eliminations |
Total | |
| Total assets | 114 339 989 | 90 604 542 | (7 884 676) | 197 059 855 |
| Total liabilities | 61 568 133 | 71 252 275 | (7 884 676) | 124 935 732 |
| Operating investments (a) | 162 511 | 178 905 | - | 341 416 |
| Profit from foreign market customers | 26 671 592 | 1 557 904 | - | 28 229 496 |
| Profit from operations with other segments | 10 956 | 341 163 | (352 119) | - |
| Cash-flow from operating activities (b) | 3 046 962 | 1 289 381 | - | 4 336 343 |
| Amortizations | (454 814) | (67 842) | - | (522 656) |
| Earnings before interest and taxes (c) | 2 592 148 | 1 221 539 | - | 3 813 687 |
| Financial profits | 113 177 | - | (62 953) | 50 224 |
| Financial costs | (204 965) | (373 544) | 62 953 | (515 556) |
| Share of results of joint ventures and associated companies | 495 000 | - | - | 495 000 |
| Earnings before taxes | 2 995 360 | 847 995 | - | 3 843 355 |
| Income taxes | (714 331) | (340 506) | - | (1 054 837) |
| Net profit | 2 281 029 | 507 489 | - | 2 788 518 |
(a) - Investments in non-current assets, except financial instruments, deferred tax assets and financial
investments
(b) - Operating results + amortizations
(c) - Earnings before interest and taxes excluding Group operations
These financial statements are a translation of financial statements originally issued in Portuguese in accordance with International Financial Reporting Standards ("IFRS") as adopted by the European Union, which, in some aspects, may not conform to or be required by the law or generally accepted accounting principles in other countries. In the event of discrepancies, the Portuguese language version prevails.
The financial statements were approved by the Board of Directors and authorized for issuance in May 5, 2017.
The Chartered Accountant The Board of Directors
João Manuel Matos Borges de Oliveira – Chairman
Paulo Jorge dos Santos Fernandes
Domingos José Vieira de Matos
Pedro Miguel Matos Borges de Oliveira
Ana Rebelo de Carvalho Menéres de Mendonça
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