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Jeronimo Martins — Interim / Quarterly Report 2011
May 26, 2011
1906_10-q_2011-05-26_4e16ce60-3193-424c-b3a7-808b604b23e5.pdf
Interim / Quarterly Report
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I - Consolidated Management Report
| Message from the CEO – Pedro Soares dos Santos | 3 |
|---|---|
| 1. Introduction | 3 |
| 2. Sales Analysis | 3 |
| 3. Results Analysis | 4 |
| 4. Balance Sheet | 5 |
| 5. Outlook 2011 | 6 |
II – Consolidated Management Report Appendix
| 1. Sales Growth | 7 |
|---|---|
| 2. Stores Network | 7 |
| 3. EBITDA Margin Breakdown | 7 |
| 4. Definitions | 8 |
| 5. Information Regarding Individual Financial Statements | 8 |
III – Consolidated Financial Statements
| 1. Financial Statements | 10 |
|---|---|
| 2. Notes to the Consolidated Financial Statements | 14 |
I. CONSOLIDATED MANAGEMENT REPORT
Message from the CEO – Pedro Soares dos Santos
"The Group's good results in this quarter clearly reflect two realities with different rates of growth in the two countries in which we operate.
In Poland, Biedronka continues to post notable sales and results growth, in line with our best expectations regarding the potential of the Polish market and confirming our confidence in the Company's execution capacity.
In Portugal, the economic situation has deteriorated. However, I trust that the consistent value propositions of Pingo Doce and Recheio to consumers will allow them to reinforce market shares.
I therefore anticipate, for the Group, another year of very positive performance for the sales and results evolution."
1. Introduction
The Group's distribution formats started 2011 with a strong demonstration of its competitive capacity, as Biedronka confirmed the sustainability of its growth dynamics and the Portuguese models proved their solidity.
Consolidated sales in the first three months of the year grew 14.7% to Euro2,241.6 mn and the EBITDA increased by 24.0%, reaching 6.5% of sales (6.0% in Q1 10).
Consolidated debt was reduced by Euro133.5 mn compared with the same period of the previous year.
The consolidated net profit reached Euro56.4 mn, +33.5% than in the equivalent period of the previous year, with Poland being the source of this growth.
2. Sales Analysis
Net sales and services
| (Million Euro) | Q1 11 | Q1 10 | Δ % | |||
|---|---|---|---|---|---|---|
| % total | % total | Pln | Euro | |||
| Biedronka | 1,336 | 59.6% | 1,088 | 55.6% | 21.7% | 22.8% |
| Retail Mainland | 710 | 31.7% | 670 | 34.3% | 6.0% | |
| Recheio | 163 | 7.3% | 157 | 8.0% | 3.7% | |
| Madeira | 35 | 1.5% | 30 | 1.5% | 15.9% | |
| Manufacturing | 51 | 2.3% | 53 | 2.7% | ‐4.6% | |
| Mkt. Repr. and Rest. Serv. | 19 | 0.8% | 19 | 1.0% | ‐4.8% | |
| Consolidation Adjustments | ‐72 | ‐3.2% | ‐63 | ‐3.2% | 14.8% | |
| Total JM | 2,242 | 100.0% | 1,955 | 100.0% | 14.7% | |
| p.m. Retail Mainland (store sales) |
649 | 620 | 4.6% |
Consolidated sales reached Euro2,241.6 mn , +14.7% than in the first three months of the previous year, as a result of LFL growth of 6.9% in the Group's consolidated sales and the contribution of the new stores and even including the negative calendar effect related to Easter.
In Poland, the beginning of the year continued to show dynamic consumer behaviour in line with the positive expectations regarding economic growth.
Biedronka sales grew in the period by 21.7% in local currency, as a result of strong LFL growth (+11.7%) and the 13.0% increase in selling area compared with Q1 10.
At Biedronka, following the market trend, the inflation in the average basket progressively accelerated over the first three months of the year, reaching around 4% in the quarter.
In Portugal, it should be noted that, as a consumer response to the deteriorating macroeconomic conditions, there has been an increasing preference for private brands and a certain trading down within the most expensive categories.
Pingo Doce sales recorded growth of 4.6%, +1.8% on an LFL basis (+0.1% excluding the impact of petrol sales from the LFL). The Company's LFL growth reflected the increase in the number of visits, offset, to a certain extent, by the reduction in the value of the average ticket.
At Recheio, March marked the start of the commercial campaigns planned for the year which, in the first quarter, applied mainly to the beverages category. These commercial activities enabled the Company to counter the declining trend in the markets in which it operates and to post a 3.7% increase in sales, +0.4% on a LFL basis.
In Madeira, sales in Q1 11 reported strong growth of 15.9%, influenced by the closure between February and June of 2010 of two of the Company's stores following the natural catastrophe that affected the Island.
In Manufacturing, sales decreased by 4.6%, reflecting the negative effect of the absence of Easter in Q1 11 and also some decrease of sales to the wholesale segment. Mention should be made of the very positive performance of the olive oil category, with highly dynamic sales to export markets.
In Marketing, Representation and Restaurant Services sales registered a decline of 4.8%, affected by the Easter effect, which has a particular impact on sales of confectionary and chocolates at Hussel.
3. Results Analysis
| (Million Euro) | Q1 11 | Q1 10 | Δ | ||
|---|---|---|---|---|---|
| Consolidated Sales | 2,242 | 1,955 | 14.7% | ||
| Total Margin | 508 | 22.7% | 447 | 22.9% | 13.8% |
| Operating Costs | ‐362 | ‐16.1% | ‐329 ‐16.8% | 10.1% | |
| EBITDA | 147 | 6.5% | 118 | 6.0% | 24.0% |
| Depreciation | ‐52 | ‐2.3% | ‐46 | ‐2.3% | 13.8% |
| EBIT | 95 | 4.2% | 73 | 3.7% | 30.4% |
| Net Financial Results | ‐16 | ‐0.7% | ‐17 | ‐0.9% | ‐8.5% |
| Non Recurrent Items | ‐5 | ‐0.2% | ‐2 | ‐0.1% | |
| EBT | 74 | 3.3% | 54 | 2.8% | 37.5% |
| Taxes | ‐16 | ‐0.7% | ‐10 | ‐0.5% | 49.7% |
| Net Profit | 58 | 2.6% | 43 | 2.2% | 34.6% |
| Non Controlling Interest | ‐2 | ‐0.1% | ‐1 | ‐0.1% | 77.2% |
| Net Profit attributable to JM | 56 | 2.5% | 42 | 2.2% | 33.5% |
| EPS (€) | 0.09 | 0.07 | 33.5% | ||
| Cash Flow per share (€) | 0.19 | 0.15 | 30.8% |
Net Consolidated Profit
Operating Profit
The consolidated EBITDA increased by 24.0%, reaching 6.5% of sales (6.0% over the same period of the previous year).
In Poland, the evolution of EBITDA margin at Biedronka reflected the increasing benefits of scale recorded over the previous year and which in 2011 find the most favourable comparison in the first quarter of the year. The EBITDA generated by Biedronka in Q1 11 increased 35.7% (+34.5% in local currency) to 7.1% of sales (6.5% on Q1 10).
In Distribution in Portugal, the EBITDA margin reached 5.9% of sales (5.7% on Q1 10) essentially reflecting seasonal oscillations in the sales mix.
In Q1 11, Manufacturing area recorded an EBITDA margin reduction as a consequence of strategic price repositioning in key categories over the course of 2010, as well as the increased price of certain raw materials in respect of specific categories and also reflects the structural need to efficiency improvements in the productive process.
Net Result
The net profit attributable to Jerónimo Martins grew 33.5% to Euro56.4 mn, +36.5% excluding non recurrent items.
4. Balance Sheet
| (Million Euro) | Q1 11 | 2010 | Q1 10 |
|---|---|---|---|
| Net Goodwill | 744 | 747 | 756 |
| Net Fixed Assets | 2,289 | 2,309 | 2,178 |
| Net Working Capital | ‐1,320 | ‐1,425 | ‐1,186 |
| Others | 79 | 78 | 112 |
| Invested Capital | 1,792 | 1,709 | 1,860 |
| Financial Debt | 775 | 782 | 824 |
| Leasings | 62 | 72 | 84 |
| Accrued interest | 27 | 25 | 38 |
| Marketable sec. & Bank deposits | ‐262 | ‐301 | ‐211 |
| Net Debt | 602 | 578 | 735 |
| Non Controlling Interests | 290 | 287 | 285 |
| Share Capital | 629 | 629 | 629 |
| Reserves and Retained Earnings | 271 | 216 | 210 |
| Shareholders Funds | 1,190 | 1,132 | 1,125 |
| Gearing | 50.6% | 51.0% | 65.4% |
Consolidated Balance Sheet
The consolidated net debt was Euro601.8 mn, a reduction of Euro133.5 mn over Q1 10. Gearing was 50.6% (65.4% in Q1 10).
Investment Programme
As far as the Group's investment programme is concerned, the expansion of the store network in Poland remained the main priority. Thus, Biedronka completed 19 openings as planned for the first three months of the year and advanced with the construction of stores to be open in the next few quarters.
5. Outlook 2011
In 2011, Poland will continue to reinforce its contribution for Group's growth. Biedronka is expected to increase its store network, in net terms, by around 200 locations, absorbing approximately 75% of the Group total investment programme planned for the year, which is estimated at Euro450-500 mn.
The solid performance of consumption in the Polish market, together with a positive outlook for growth of the economy, supports Biedronka's expectations of maintaining double-digit LFL sales growth.
In Portugal, the negative outlook for household income and unemployment should continue to be reflected on the food market, leading to changes in consumer habits with increasing sensitivity to the price factor.
Despite the concerns about the behaviour of the macroeconomic indicators, the Group believes that Pingo Doce and Recheio are ready to operate in adverse consumption environment and to continue to increase their market shares.
Maintaining as a priority the strengthening of its leading position in Poland, for 2011 Jerónimo Martins keeps its double-digit growth expectation for consolidated sales (at a constant exchange rate), with consolidated EBITDA growth above sales growth.
Along the year, the Group will continue with the prospection works already taking place in the countries which may constitute its new growth pillar.
Lisbon, 3rd May, 2011
The Board of Directors
II. CONSOLIDATED MANAGEMENT REPORT APPENDIX
1. Sales Growth
| Total SalesGrowth | LFL SalesGrowth | |
|---|---|---|
| Q1 11 | Q1 11 | |
| Biedronka | ||
| Euro | 22.8% | |
| PLN | 21.7% | 11.7% |
| Retail Portugal | 4.6% | 1.8% * |
| Supermarkets | 5.6% | 1.7% |
| Hypermarkets | ‐4.2% | 3.2% |
| Recheio | 3.7% | 0.4% |
| Madeira | 15.9% | 3.7% |
| Manufacturing | ‐4.6% | ‐4.6% |
| Mkt. Repr. and Rest. Serv. | ‐4.8% | ‐7.9% |
* Ex‐petrol LFL was +0.1%
2. Stores Network
| Openings | Closings | Network | ||||
|---|---|---|---|---|---|---|
| Number of Stores | 2010 | Q1 11 | Q1 11 | Q1 11 | Q1 10 | |
| Biedronka | 1,649 | 19 | 3 | 1,665 | 1,504 | |
| Retail Portugal | 349 | 0 | 0 | 349 | 343 | |
| Supermarkets | 340 | 0 | 0 | 340 | 334 | |
| Hypermarkets | 9 | 0 | 0 | 9 | 9 | |
| Recheio | 38 | 0 | 0 | 38 | 35 | |
| Madeira | 15 | 0 | 0 | 15 | 15 |
| Openings Closings* |
Network | |||||
|---|---|---|---|---|---|---|
| SalesArea (sqm) | 2010 | Q1 11 | Q1 11 | Q1 11 | Q1 10 | |
| Biedronka | 938,218 | 11,989 | 919 | 949,288 | 840,068 | |
| Retail Portugal | 437,317 | 0 | 0 | 437,317 | 432,354 | |
| Supermarkets | 359,036 | 0 | 0 | 359,036 | 353,076 | |
| Hypermarkets | 78,281 | 0 | 0 | 78,281 | 79,278 | |
| Recheio | 123,532 | 0 | 0 | 123,532 | 114,681 | |
| Madeira | 14,253 | 0 | 0 | 14,253 | 14,253 |
* including changes ofsales area due to remodellings
3. EBITDA Margin Breakdown
| Q1 11 | % total | Q1 10 | % total | |
|---|---|---|---|---|
| Distribuiton Poland | 7.1% | 65.0% | 6.5% | 59.4% |
| Distribution Portugal | 5.9% | 33.8% | 5.7% | 39.1% |
| Manufacturing and Services | 8.6% | 4.1% | 10.3% | 6.4% |
| JM Consolidated | 6.5% | 100.0% | 6.0% | 100.0% |
4. Definitions
Like For Like (LFL) sales: sales made by stores that operated under the same conditions in the two periods. Excludes stores opened or closed in one of the two periods. Sales of stores that underwent profound remodelling are excluded for the remodelling period (store closure);
Cash Flow per share: (Net Profit + Depreciation – Deferred tax – Non-recurrent items) / Number of Shares;
Gearing: Net Debt / Shareholder Funds;
EBITDA Retail Margin in Portugal - Reclassification of Fees to Shareholders: Retail Portugal's EBITDA margin was subject to reclassification, having excluded from the EBITDA, the costs with services from Shareholders. This allows a more accurate analysis of business area performance aligning the information provided to the market with that used internally for assessing the business area's performance. The part of these costs not eliminated in the consolidation process is now included in the Group's Holdings and continue to affect the consolidated EBITDA.
5. Information Regarding Individual Financial Statements
In accordance with number 3 of article 10 of the Regulation number 5/2008 of the Portuguese Securities Market Commission (CMVM), the 1st Quarter Individual Financial Statements of Jerónimo Martins SGPS, S.A. will not be disclosed as they do not include significant information.
III. CONSOLIDATED FINANCIAL STATEMENTS
CONSOLIDATED INCOME STATEMENT BY FUNCTIONS FOR THE QUARTERS ENDED AT 31 MARCH 2011 AND 2010
| Euro thousand | |||
|---|---|---|---|
| Notes | 2011 | 2010 | |
| Sales and services rendered | 3 | 2,241,568 | 1,955,130 |
| Cost of sales | (1,845,250) | (1,588,062) | |
| Supplementary income and costs | 112,062 | 79,748 | |
| Gross profit | 508,380 | 446,816 | |
| Distribution costs | 5 | (369,302) | (329,213) |
| Administrative costs | 5 | (44,436) | (45,045) |
| Exceptional operating profits/losses | 8.1 | (5,079) | (1,517) |
| Operating profit | 89,563 | 71,041 | |
| Net financial costs | 6 | (15,574) | (17,058) |
| Profit in associated companies | 6 | 43 | |
| Losses in other investments | 8.2 | (214) | |
| Profit before taxes | 73,995 | 53,812 | |
| Income taxes | 7 | (15,573) | (10,402) |
| Profit before non-controlling interests | 58,422 | 43,410 | |
| Attributable to: | |||
| Non-controlling interests | 1,982 | 1,119 | |
| Jerónimo Martins Shareholders | 56,440 | 42,291 | |
| Basic and diluted earnings per share- Euros | 14 | 0.0898 | 0.0673 |
JERÓNIMO MARTINS, SGPS, S.A.
CONSOLIDATED BALANCE SHEET AT 31 MARCH 2011 AND DECEMBER 2010
| Euro thousand | |||
|---|---|---|---|
| Notes | 2011 | 2010 | |
| Assets | |||
| Tangible assets | 9 | 2,179,175 | 2,192,824 |
| Investment properties | 9 | 52,042 | 52,047 |
| Intangible assets | 9 | 853,631 | 863,368 |
| Investments in associated Companies | 1,219 | 1,213 | |
| Available-for-sale financial investments | 11 | 7,004 | 7,015 |
| Trade debtors and deferred costs | 68,728 | 71,716 | |
| Derivative financial instruments | 10 | 201 | 46 |
| Deferred tax assets | 60,857 | 67,360 | |
| Total non-current assets | 3,222,857 | 3,255,589 | |
| Inventories | 385,605 | 368,711 | |
| Taxes receivable | 17,009 | 48,947 | |
| Trade debtors, accrued income and deferred costs | 211,742 | 181,848 | |
| Cash and cash equivalents | 12 | 264,496 | 303,927 |
| Total current assets | 878,852 | 903,433 | |
| Total assets | 4,101,709 | 4,159,022 | |
| Shareholders' equity and liabilities | |||
| Share capital | 629,293 | 629,293 | |
| Share premium | 22,452 | 22,452 | |
| Own shares | (6,060) | (6,060) | |
| Fair value and other reserves | 13.1 | 62,017 | 63,433 |
| Retained earnings | 192,344 | 135,988 | |
| 900,046 | 845,106 | ||
| Non-controlling interests | 290,143 | 286,706 | |
| Total Shareholders' equity | 1,190,189 | 1,131,812 | |
| Borrowings | 15 | 594,415 | 634,182 |
| Derivative financial instruments | 10 | 12,797 | 16,649 |
| Employee benefits | 31,285 | 30,839 | |
| Deferred profits- state grants | 929 | 935 | |
| Provisions for risks and contingencies | 16 | 29,270 | 22,907 |
| Deferred tax liabilities | 96,097 | 96,928 | |
| Total non-current liabilities | 764,793 | 802,440 | |
| Trade creditors, accrued costs and deferred income | 1,805,591 | 1,895,411 | |
| Derivative financial instruments | 10 | 10,959 | 7,763 |
| Borrowings | 15 | 242,424 | 219,217 |
| Taxes payable | 87,683 | 102,308 | |
| Deferred profits- state grants | 70 | 71 | |
| Total current liabilities | 2,146,727 | 2,224,770 | |
| Total Shareholders' equity and liabilities | 4,101,709 | 4,159,022 |
CONSOLIDATED STATEMENT OF GAINS AND LOSSES RECOGNISED IN EQUITY
| Euro thousand | ||
|---|---|---|
| March 2011 | March 2010 | |
| Currency translation differences | (5,530) | 29,688 |
| Fair value of cash flow hedging | 6,213 | (5,793) |
| Fair value of hedging instruments on foreign operations | - | (6,558) |
| Fair value of available-for-sale financial investments | (12) | (41) |
| Gains/losses directly recognised in equity | 671 | 17,296 |
| Net profit | 58,422 | 43,410 |
| Total gains/losses recognised in 1st Quarter | 59,093 | 60,706 |
| Attributable to: | ||
| Non-controlling interests | 4,069 | (576) |
| Jerónimo Martins Shareholders | 55,024 | 61,282 |
CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY
| Euro thousand | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Shareholders' equity attributable to Shareholders of Jerónimo Martins, SGPS, S.A. | |||||||||
| Notes | Share Capital |
Share Premium |
Own Shares |
Fair value and other reserves |
Retained Earnings |
Total | Non controlling Interests |
Shareholders' Equity |
|
| Balance Sheet at 31 December 2009 | 629,293 | 22,452 | (6,060) | 55,184 | 77,189 | 778,058 | 287,636 | 1,065,694 | |
| Equity changes in 2010 | |||||||||
| Currency translation differences in the 1st Quarter of 2010 |
13.1 | 29,688 | 29,688 | 29,688 | |||||
| Fair value of cash flow hedging | 13.1 | (4,098) | (4,098) | (1,695) | (5,793) | ||||
| Fair value of hedging instruments on foreign operations |
13.1 | (6,558) | (6,558) | (6,558) | |||||
| Fair value of available-for-sale financial investments |
13.1 | (41) | (41) | (41) | |||||
| Gains/losses directly recognised in equity | - | - | - | 18,991 | - | 18,991 | (1,695) | 17,296 | |
| Net profit in 1st Quarter of 2010 | - | - | - | - | 42,291 | 42,291 | 1,119 | 43,410 | |
| Total gains/losses recognised during the year |
- | - | - | 18,991 | 42,291 | 61,282 | (576) | 60,706 | |
| Dividends | (1,630) | (1,630) | |||||||
| Balance Sheet at 31 March 2010 | 629,293 | 22,452 | (6,060) | 74,175 | 119,480 | 839,340 | 285,430 | 1,124,770 |
| Balance Sheet at 31 December 2010 | 629,293 | 22,452 | (6,060) | 63,433 | 135,988 | 845,106 | 286,706 | 1,131,812 | |
|---|---|---|---|---|---|---|---|---|---|
| Equity changes in 2011 | |||||||||
| Currency translation differences in the 1st Quarter of 2011 |
13.1 | (5,530) | (5,530) | (5,530) | |||||
| Fair value of cash flow hedging | 13.1 | 4,126 | 4,126 | 2,087 | 6,213 | ||||
| Fair value of available-for-sale financial investments |
13.1 | (12) | (12) | (12) | |||||
| Gains/losses directly recognised in equity | - | - | - | (1,416) | - | (1,416) | 2,087 | 671 | |
| Net profit in 1st Quarter of 2011 | - | - | - | - | 56,440 | 56,440 | 1,982 | 58,422 | |
| Total gains/losses recognised during the year |
- | - | - | (1,416) | 56,440 | 55,024 | 4,069 | 59,093 | |
| Dividends | 13.2 | (375) | (375) | ||||||
| Non-controlling interests acquisition | 4 | (84) | (84) | (257) | (341) | ||||
| Balance Sheet at 31 March 2011 | 629,293 | 22,452 | (6,060) | 62,017 | 192,344 | 900,046 | 290,143 | 1,190,189 |
CONSOLIDATED CASH FLOW STATEMENT FOR THE QUARTERS ENDED AT 31 MARCH 2011 AND 2010
| Euro thousand | |||
|---|---|---|---|
| Notes | 2011 | 2010 | |
| Operating Activities | |||
| Cash generated from operations | 83,297 | 76,038 | |
| Interest paid | (15,488) | (17,328) | |
| Income taxes paid | (12,970) | (6,099) | |
| Cash Flow from operating activities | 54,839 | 52,611 | |
| Cash flow from investment activities | (85,273) | (80,240) | |
| Cash Flow from financing activities | (7,836) | 8,857 | |
| Net changes in cash and cash equivalents | (38,270) | (18,772) | |
| Cash and cash equivalents changes | |||
| Cash and cash equivalents at the beginning of 1st Quarter | 303,927 | 223,501 | |
| Net changes in cash and cash equivalents | (38,270) | (18,772) | |
| Effect of currency translation differences | (1,161) | 8,984 | |
| Cash and cash equivalents at the end of 1st Quarter | 12 | 264,496 | 213,713 |
| Index to the Notes to the Consolidated Financial Statements | Page | |
|---|---|---|
| 1 | Activity 15 | |
| 2 | Accounting policies 15 | |
| 3 | Segments reporting 15 | |
| 4 | Businesses acquisitions and changes to the consolidation scope16 | |
| 5 | Distribution and administrative costs 16 | |
| 6 | Net financial costs 17 | |
| 7 | Income tax recognised in the income statement17 | |
| 8 | Exceptional operating profits/losses and losses in other investments 17 | |
| 9 | Fixed assets and investment property 18 | |
| 10 | Derivative financial instruments 18 | |
| 11 | Available-for-sale financial investments 18 | |
| 12 | Cash and cash equivalents 18 | |
| 13 | Capital and reserves 19 | |
| 14 | Earnings per share 19 | |
| 15 | Borrowings 20 | |
| 16 | Provisions and adjustments to the net realisable value20 | |
| 17 | Contingencies 20 | |
| 18 | Related parties 21 | |
| 19 | Events after the balance sheet date22 |
1 Activity
Jerónimo Martins, SGPS, S.A. (JMH), is the parent Company of Jerónimo Martins Group (Group) and has its head office in Lisbon.
Jerónimo Martins Group is essentially devoted to the production, distribution and sale of food and other fast moving consumer goods products. The Group operates in Portugal and Poland.
Head Office: Rua Tierno Galvan, Torre 3, 9º, J- 1099-008 Lisbon
Share Capital: 629,293,220 euros
Registered at the Commercial Registry Office of Lisbon and Tax Number: 500 100 144
JMH has been listed on Euronext Lisbon (ex-Lisbon and Porto Stock Exchange) since 1989.
The Board of Directors approved these consolidated financial statements on 3rd May 2011.
2 Accounting policies
The JMH consolidated financial statements were prepared in accordance with the interim financial reporting standard (IAS 34), and all other International Financial Reporting Standards (IFRS) issued by International Accounting Standards Board (IASB) and with the interpretations of the International Financial Reporting Interpretations Committee (IFRIC).
The consolidated financial statements were prepared in accordance with the International Financial Reporting Standards (IFRS) as adopted by the European Union, and with the same standards and accounting policies adopted by the Group on the elaboration of the annual financial statements, including mainly an explanation of the events and relevant changes for the understanding of variations in the financial position and Group performance since the last annual report. Thus, some of the notes from the 2010 annual report are omitted because no changes occurred or they are not materially relevant for the understanding of the interim financial statements.
In relation to 2010, the European Union issued the Regulation no. 149/2011, which adopted some improvements to IFRS 1, IFRS 3 IFRS 7, IAS 1, IAS 27, IAS 34 e IFRIC 13. Its implementation is mandatory for financial years beginning on January 1, 2011, having no material impact on the Group's Financial Statements.
All amounts are shown in thousand euros (EUR thousand) unless otherwise stated.
2.1. Transactions in foreign currencies
Transactions in foreign currencies are translated into Euros at the exchange rate prevailing on the transaction date.
On the balance sheet date, monetary assets and liabilities expressed in foreign currencies are translated at the exchange rate prevailing on that date and exchange differences arising from this conversion are recognised in the income statement. When qualifying as hedges on investments in foreign subsidiaries the exchange differences are deferred in equity.
The main exchange rates applied on the balance sheet date are those listed below:
| Rate on 31 March 2011 |
Average rate for the 1st Quarter |
|||
|---|---|---|---|---|
| Polish Zloty (PLN) | € 0.2493 | € 0.2534 | ||
| US Dollar (USD) | € 0.7042 | - |
3 Segments reporting
Management monitors the performance of the business based on a geographical and business nature perspective. Due to the fact that the business units in the distribution area in Portugal share a set of competences, the Group analyse, on a quarterly basis, its segments in an aggregate performance perspective. In addition, the Group also separate the distribution business unit in Poland. Apart from these, there are also other businesses, but due to their minor materiality they are not reported separately.
Business segments:
- Portugal Distribution: comprises the business unit of JMR (Pingo Doce supermarkets), the wholesale business unit Recheio and Madeira business unit (Pingo Doce supermarkets and Recheio Cash & Carry);
- Poland Distribution: the business unit using the brand Biedronka;
- Others, eliminations and adjustments: includes i) the business units with minor materiality (Unilever Jerónimo Martins, Gallo Worldwide, Marketing Services and Representations, Restaurants and pharmacies in Poland), ii) the Holding companies and iii) the Group's consolidation adjustments.
Management evaluates the performance of segments based on the Earnings Before Interest and Taxes (EBIT). This indicator excludes the effects of non-recurrent results.
| Poland | Others, eliminations | ||||||||
|---|---|---|---|---|---|---|---|---|---|
| Portugal Distribution | Distribution | and adjustments | Total JM consolidated | ||||||
| 2011 | 2010 | 2011 | 2010 | 2011 | 2010 | 2011 | 2010 | ||
| Net Sales and Services | 847,163 | 807,940 | 1,336,116 | 1,087,776 | 58,289 | 59,414 2,241,568 1,955,130 | |||
| Inter-segments | 38 | 85 | 152 | 136 | (89) | (128) | 101 | 93 | |
| External Customers | 847,125 | 807,855 | 1,335,964 | 1,087,640 | 58,378 | 59,542 | 2,241,467 | 1,955,037 | |
| Operational Cash-Flow (EBITDA) | 49,548 | 45,335 | 95,290 | 70,214 | 1,812 | 2,713 | 146,650 | 118,262 | |
| Depreciations and Amortisations | (26,645) | (24,067) | (24,090) | (20,372) | (1,273) | (1,265) | (52,008) | (45,704) | |
| Operational Result (EBIT) | 22,903 | 21,268 | 71,200 | 49,842 | 539 | 1,448 | 94,642 | 72,558 | |
| Financial Results | - | - | - | - | - | - | (15,568) | (17,229) | |
| Net Result Attributable to JM | - | - | - | - | - | - | 56,440 | 42,291 | |
| TOTAL ASSETS (1) | 2,194,231 2,248,883 | 1,644,472 | 1,660,500 | 263,006 | 249,639 4,101,709 4,159,022 | ||||
| TOTAL LIABILITIES (1) | 1,551,734 1,615,821 | 1,094,499 | 1,147,527 | 265,287 | 263,862 2,911,520 3,027,210 | ||||
| Investments in Fixed Assets | 7,921 | 21,186 | 41,102 | 52,413 | 347 | 994 | 49,370 | 74,593 |
Detailed information by segment at March 2011 and 2010
(1) The comparable amounts of total assets and liabilities are reported to 31 December 2010
Reconciliation between EBIT and the operational result of the income statement by functions
| March 2011 | March 2010 | |
|---|---|---|
| EBIT | 94,642 | 72,558 |
| Non recurrent results | (5,079) | (1,517) |
| Operational Result | 89,563 | 71,041 |
Information by geographical segments at March 2011 and 2010
| Net sales and services | |||||
|---|---|---|---|---|---|
| 2011 | 2010 | ||||
| Portugal | 903,274 | 865,832 | |||
| Poland | 1,338,294 | 1,089,298 | |||
| Total | 2,241,568 | 1,955,130 |
4 Businesses acquisitions and changes to the consolidation scope
On March 15th 2011, 51% of the share capital of the company Caterplus – Comercialização e Distribuição de Produtos de Consumo, Lda., were acquired by the company Jerónimo Martins – Distribuição de Produtos de Consumo, Lda., which now owns 100% of the share capital of that company. The difference between the price paid and the value of the non-controlling interests acquired, were recognized directly in equity as the Group had already control over the acquired company.
5 Distribution and administrative costs
| March 2011 | March 2010 | |
|---|---|---|
| Supplies and services | 87,264 | 78,845 |
| Advertising costs | 16,410 | 17,902 |
| Rents | 50,244 | 44,139 |
| Staff costs | 175,621 | 161,059 |
| Depreciations, amortisations and assets profit/loss | 51,477 | 45,638 |
| Transportation costs | 29,827 | 25,355 |
| Other operational profit/loss | 2,895 | 1,320 |
| 413,738 | 374,258 |
6 Net financial costs
| March 2011 | March 2010 | |
|---|---|---|
| Interest expense | (15,838) | (16,598) |
| Interest received | 1,786 | 669 |
| Net foreign exchange | (282) | 669 |
| Investment property: | ||
| Changes to fair value | (5) | (5) |
| Other financial costs and gains | (1,238) | (1,654) |
| Fair value of financial investments held for trade: | ||
| Derivative instruments | 3 | (139) |
| (15,574) | (17,058) |
The interest expense heading includes the interests regarding loans measured at amortized cost, as well as interests on fair value and cash flow hedging instruments (note 10). Other financial costs and gains include costs with debt issued by the Group.
7 Income tax recognised in the income statement
| March 2011 | March 2010 | |
|---|---|---|
| Current income tax | ||
| Current tax of the year | (11,588) | (9,801) |
| Adjustment to prior year estimation | (49) | (100) |
| (11,637) | (9,901) | |
| Deferred tax | ||
| Temporary differences created and reversed | (3,936) | (1,749) |
| Change to the recoverable amount of tax losses and temporary differences from previous years |
- | 1,248 |
| (3,936) | (501) | |
| Total income taxes | (15,573) | (10,402) |
8 Exceptional operating profits/losses and losses in other investments
8.1 Exceptional operating profits/losses
| March 2011 | March 2010 | |
|---|---|---|
| Gains/Losses with businesses disposals and acquisitions | - | (1,114) |
| Gains/Losses related to natural disaster in Madeira | - | (1,074) |
| Reimbursement of notary fees resulting from court decision | - | 798 |
| Indemnities related to termination of lease agreement | (5,000) | - |
| Others | (79) | (127) |
| (5,079) | (1,517) |
8.2 Losses in other investments
| March 2011 | March 2010 | |
|---|---|---|
| Losses in the fair value of available-for-sale financial investments | - | (214) |
| - | (214) |
9 Fixed assets and investment property
| Tangible assets |
Investment property |
Intangible assets |
Total | |
|---|---|---|---|---|
| Net value at 31 December 2010 | 2,192,824 | 52,047 | 863,368 | 3,108,239 |
| Foreign exchange differences | (7,952) | - | (3,544) | (11,496) |
| Increases | 45,958 | - | 3,412 | 49,370 |
| Disposals and write-offs | (2,043) | - | (7,242) | (9,285) |
| Transfers | - | - | 1 | 1 |
| Depreciation and impairment losses | (49,612) | - | (2,364) | (51,976) |
| Fair value changes | - | (5) | - | (5) |
| Net value at 31 March 2011 | 2,179,175 | 52,042 | 853,631 | 3,084,848 |
As a consequence of the currency translation adjustment of the assets in the Group's business in Poland, the Goodwill related to this business, totalling PLN 1,282,278 thousand, was updated positively in EUR 2,863 thousand.
No valuations were made on the land allocated to operational activities, which are recognised at their market value.
From the disposals and write-offs made in the 1st Quarter 2011, an amount of EUR 426 thousand were recognised as a loss in the profit and loss.
10 Derivative financial instruments
| March 2011 | December 2010 | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Notional | Assets | Liabilities | Notional | Assets | Liabilities | |||||
| Current | Non current |
Current | Non current |
Current | Non current |
Current | Non current |
|||
| Derivatives held for trading | ||||||||||
| Interest rate swap | 10 millions EUR |
- | - | - | 445 | 10 millions EUR |
- | - | - | 448 |
| Fair value hedging derivatives | ||||||||||
| USD loan hedging | 180 millions USD |
- | - | 10,270 | 5,466 180 millions USD |
- | - | 6,776 | 1,243 | |
| Cash flow hedging derivatives | ||||||||||
| Interest rate swap (EUR) | 523 millions EUR |
- | - | 689 | 6,865 | 524.1 millions EUR |
- | - | 987 | 14,783 |
| Interest rate swap (PLN) | 229.5 millions PLN |
- | 201 | - | 21 229.5 milions PLN |
- | 46 | - | 175 | |
| Total derivatives held for trading | - | - | - | 445 | - | - | - | 448 | ||
| Total hedging derivatives | - | 201 | 10,959 | 12,352 | - | 46 | 7,763 | 16,201 | ||
| Total assets/liabilities derivatives | - | 201 | 10,959 | 12,797 | - | 46 | 7,763 | 16,649 |
In March 2011 the values shown include interest receivable or payable related with these financial instruments that are due. The net payable amount is EUR 2,739 thousand.
11 Available-for-sale financial investments
Regarding the financial assets available-for-sale, the reduction of EUR 11 thousand respects to changes in the fair value of listed equity holdings, at the reporting date of these financial statements.
12 Cash and cash equivalents
| March 2011 | December 2010 | |
|---|---|---|
| Bank deposits | 143,094 | 131,609 |
| Short-term investments | 118,517 | 169,445 |
| Cash and cash equivalents | 2,885 | 2,873 |
| 264,496 | 303,927 |
13 Capital and reserves
13.1 Fair value and other reserves
| Land and buildings |
Cash-flow Hedging |
Available for-sale financial investments |
Currency translation reserve |
Total | |
|---|---|---|---|---|---|
| Balance as at 1 January 2011 | 83,116 | (6,781) | (455) | (12,447) | 63,433 |
| Fair value adjustment of financial investments: - Gross value - Tax - Non-controlling interests |
8,356 (2,143) (2,087) |
8,356 (2,143) (2,087) |
|||
| Fair value adjustment of available-for-sale financial investments: - Gross value |
(12) | (12) | |||
| Currency translation differences: - In the year - Deferred tax |
(219) 42 |
25 (5) |
(5,783) 410 |
(5,977) 447 |
|
| Balance as at 31 March 2011 | 82,939 | (2,635) | (467) | (17,820) | 62,017 |
| Land and buildings |
Cash-flow Hedging |
Available for-sale financial investments |
Currency translation reserve |
Total | |
|---|---|---|---|---|---|
| Balance as at 1 January 2010 | 84,931 | (4,985) | 58 | (24,820) | 55,184 |
| Fair value adjustment of financial investments: - Gross value - Tax - Non-controlling interests |
(7,395) 1,602 1,695 |
(8,874) 2,316 |
(16,269) 3,918 1,695 |
||
| Fair value adjustment of available-for-sale financial investments: - Gross value |
(41) | (41) | |||
| Currency translation differences: - In the year - Deferred tax |
1,368 (260) |
(27) | 30,358 (1,751) |
31,699 (2,011) |
|
| Balance as at 31 March 2010 | 86,039 | (9,110) | 17 | (2,771) | 74,175 |
13.2 Dividends
Dividends distributed in 2011 in the amount of EUR 375 thousand, of which only EUR 218 thousand were paid to non-controlling interests in the Group companies.
14 Earnings per share
14.1 Basic and diluted earnings per share
| March 2011 | March 2010 | |
|---|---|---|
| Ordinary shares issued at the beginning of the year | 629,293,220 | 629,293,220 |
| Own shares at the beginning of the year | 859,000 | 859,000 |
| Shares issued during the year | - | - |
| Weighted average number of ordinary shares | 628,434,220 | 628,434,220 |
| Diluted net result attributable to ordinary shares | 56,440 | 42,291 |
| Basic and diluted earnings per share – Euros | 0,0898 | 0.0673 |
15 Borrowings
15.1 Current and non-current loans
| March 2011 | December 2010 | |
|---|---|---|
| Non-current loans | ||
| Bank loans | 147,528 | 175,746 |
| Bond loans | 414,419 | 419,228 |
| Financial lease liabilities | 32,468 | 39,208 |
| 594,415 | 634,182 | |
| Current loans | ||
| Bank overdrafts | 20,274 | 7,671 |
| Bank loans | 97,663 | 80,536 |
| Bond loans | 94,692 | 98,643 |
| Financial lease liabilities | 29,795 | 32,367 |
| 242,424 | 219,217 |
15.2 Financial debt
The net consolidated financial debt at the balance sheet date is as follows:
| March 2011 | December 2010 | |
|---|---|---|
| Non-current loans (note 15.1) | 594,415 | 634,182 |
| Current loans (note 15.1) | 242,424 | 219,217 |
| Derivative financial instruments (note 10) | 23,555 | 24,366 |
| Interest on accruals and deferrals | 2,997 | 821 |
| Bank deposits (note 12) | (143,094) | (131,609) |
| Short-term investments (note 12) | (118,517) | (169,445) |
| 601,780 | 577,532 |
16 Provisions and adjustments to the net realisable value
| Opening balance |
Set up and reinforced |
Used and reversed |
Foreign exchange difference |
Closing balance |
|
|---|---|---|---|---|---|
| Doubtful debtors | 21,825 | 167 | (760) | (24) | 21,208 |
| Inventories | 15,679 | 670 | (2,202) | (53) | 14,094 |
| Financial Investments | 2,571 | 12 | - | - | 2,583 |
| Short terms investments | 57 | - | - | - | 57 |
| Total fair value adjustments | 40,132 | 849 | (2,962) | (77) | 37,942 |
| Employee benefits | 30,839 | 816 | (370) | - | 31,285 |
| Provisions for risks and contingencies | 22,907 | 6,897 | (374) | (160) | 29,270 |
| Total of provisions | 53,746 | 7,713 | (744) | (160) | 60,555 |
Throughout the first quarter of 2011 the Group increased its provisions for risks and contingencies to meet responsibilities committed and estimates for compensation in litigations, where stands the agreement with Landlords for the termination of leases of commercial spaces used by the Group already closed, in the amount of EUR 5,000 thousand (note 8.1).
17 Contingencies
Following the contingencies mentioned in the 2010 Annual Report, changes occurred on the headings as follows:
f) Recheio SGPS, S.A. (Recheio) recurred by different means, namely through a Special Administrative Action against the Order of authorization for initializing the tax inspection under the anti-avoidance clause. The said Special Administrative Action was not ruled in favour of Recheio by the Tax and Administrative Court, therefore Recheio appealed to the Central Administrative Court, which once again ruled in favour of the tax authorities, and consequently, stated that the order to make the inspection was valid. Nevertheless, Recheio still considers that the restatement of dividends for fiscal purposes has no validity, and will keep its judicial claim against the assessments issued, since the Central Administrative Court's decision has no relation to the facts discussed on that judicial claim;
o) The Fiscal Authorities claimed from Unilever Bestfoods Portugal – Produtos Alimentares, S.A., the amount of EUR 4,343 thousand for non-acceptance of withholding tax exemption carried out by the company, regarding the payment of dividends in 2002. The Management of the company, supported by its lawyers and fiscal consultants, have contested these charges, believing that the Fiscal Authorities are not justified in requesting this payment. By decision dated on March 24th 2011 the court has decided in favour of the Company.
18 Related parties
56.11% of the Group is owned by the Sociedade Francisco Manuel dos Santos and no transactions occurred between this Company and any company of the Group in the 1st Quarter of 2011, neither were there any amounts payable or receivable between them on March 31st, 2011.
As stated in the the Annual Report, reported on December 31, 2010, the Sociedade Francisco Manuel dos Santos as a result of a public sale, conducted at the end of the year by a financial intermediary, acquired EUR 30,000 thousand of the JM commercial paper issued. At the end of the 1st Quarter of 2011, the Company held the same investment in its portfolio, now with a maturity of 32 days, which bear interest at Euribor rate plus 70 basis points.
Balances and transactions of Group companies with related parties are as follows:
| Sales and services rendered | Stocks purchased and services supplied |
|||
|---|---|---|---|---|
| March 2011 | March 2010 | March 2011 | March 2010 | |
| Joint-Ventures | 196 | 180 | 18,216 | 21,517 |
| Associated companies | - | 40 | - | 188 |
| Accounts payable | Accounts receivable | |||
|---|---|---|---|---|
| March 2011 | December 2010 | March 2011 | December 2010 | |
| Joint-Ventures | 471 | 734 | 14,719 | 8,565 |
| Associated companies | - | 2 | 293 | 757 |
Balances and transactions with related parties not eliminated in the consolidation process, were as follows:
| Sales and services rendered | Stocks purchased and services supplied |
|||
|---|---|---|---|---|
| March 2011 | March 2010 | March 2011 | March 2010 | |
| Joint-Ventures | 101 | 93 | 10,019 | 11,834 |
| Associated companies | - | 40 | 161 | 188 |
| Accounts payable | Accounts receivable | |||
|---|---|---|---|---|
| March 2011 | December 2010 | March 2011 | December 2010 | |
| Joint-Ventures | 243 | 388 | 8,095 | 4.710 |
| Associated companies | - | 2 | 293 | 757 |
All the transactions with the jointly controlled companies (joint ventures) and associate companies were made under normal market conditions, i.e., the transaction value corresponds to prices that would be applicable between non related parties.
Outstanding balances between Group companies and related parties, being a result of a trade agreement, are settled in cash, and are subject to the same payment terms as those applicable to other agreements celebrated between Group companies and their suppliers.
The amounts receivable are not covered by insurance and no guarantees are given or received, as the Group holds a relevant influence over these companies.
There are no provisions for doubtful debts and no costs were recognised during the year related with bad debts or doubtful debts with these related parties.
19 Events after the balance sheet date
On the 30th of March 2011 was held the Annual Shareholders Meeting of Jerónimo Martins, SGPS, S.A., in which was approved the Results Appropriation Proposal presented by the Board of Directors, and was decided that no dividends will be distributed.
Lisbon, 3rd May, 2011
The Certified Accountant The Board of directors