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Jeronimo Martins — Interim / Quarterly Report 2016
May 20, 2016
1906_10-q_2016-05-20_dec31d8c-0984-4c6e-bba3-aff43a5a65a7.pdf
Interim / Quarterly Report
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Consolidated Report & Accounts
First Quarter 2016
Unaudited
INDEX
I – Consolidated Management Report
- Message from the Chairman and CEO Pedro Soares dos Santos 3
-
- Sales Analysis 3
-
- Results Analysis 4
-
- Balance Sheet 5
-
- Outlook 2016 6
II – Consolidated Management Report Appendix
-
- Sales Growth 7
-
- Store Network 7
-
- EBITDA Margin Breakdown 7
-
- Financial Costs Breakdown 7
-
- Definitions 7
-
- Information Regarding Individual Financial Statements 7
III – Consolidated Financial Statements
-
- Consolidated Financial Statements 8
-
- Notes to the Consolidated Financial Statements 12
I.
CONSOLIDATED MANAGEMENT REPORT
Message from the Chairman and CEO – Pedro Soares dos Santos
'The first quarter results reflect a strong start to the year and confirm the LFL momentum in both Poland and Portugal.
Biedronka continued to be strongly committed to its new sales growth path. The renewed focus on efficiency has been allowing the Company to increase sales and profitability while reinforcing competitive positioning.
In Portugal, despite a competitive environment that was even tougher than last year, Pingo Doce and Recheio delivered solid growth.
In Colombia, where we opened 8 stores in the quarter, the two regions continue to perform well which validates our plans to open the third region in the second half of the year.
Our performance in the first three months reinforces my confidence in the strength and effectiveness of our value propositions and on the ability for our businesses to continue outperforming their respective markets.'
1. Sales Analysis
Net Sales and Services
| (Million Euro) | Q1 16 | Q1 15 | | |||
|---|---|---|---|---|---|---|
| % total | % total | Pln | Euro | |||
| Biedronka | 2,282 | 67.6% | 2,172 | 68.1% | 9.3% | 5.1% |
| Pingo Doce | 817 | 24.2% | 772 | 24.2% | 5.8% | |
| Recheio | 188 | 5.6% | 180 | 5.7% | 4.3% | |
| Ara | 48 | 1.4% | 26 | 0.8% | 81.9% | |
| Hebe | 27 | 0.8% | 23 | 0.7% | 15.6% | |
| Mkt. Repr. and Rest. Serv. | 19 | 0.6% | 18 | 0.6% | 6.8% | |
| Others & Cons. Adjustments | -4 | -0.1% | -5 | -0.1% | n.a. | |
| Total JM | 3,376 | 100% | 3,187 | 100% | 5.9% |
Consolidated sales reached €3,376m, growing 5.9% versus the same quarter last year (+9.3% excluding negative currency impact).
All companies contributed to the solid performance of the Group maintaining a good sales momentum mainly driven by volume increase. The growth registered also reflects the positive calendar impact (leap year and Easter in first quarter of 2016).
In both Poland and Portugal, food retail sales continued to be promotionally driven, whilst food inflation in the market, despite positive trend, remained very low at +0.4% in Poland and negative in Portugal at -0.4%.
Biedronka maintained its promotional intensity along with the improved offer. The Company sales, in local currency, grew by 9.3% year on year, with LFL maintaining the momentum created in 2015 and reaching a sound 7.6% increase in the quarter. Calendar and a good Easter season for the Company also supported this performance.
Impacted by the zloty devaluation, sales in euros grew 5.1% to reach €2,282m.
Biedronka opened 26 stores in the first three months of the year, corresponding to 16 net additions.
Facing a tougher comparison after a remarkable performance in 2015, Pingo Doce maintained good volume growth that more than compensated the basket deflation, and drove LFL sales (excl. fuel) to reach 2.1% growth in the quarter. Sales grew 5.8% (+6.3% excluding fuel) reaching €817m.
Promotions and improved shopping experience will continue to be the focus of Pingo Doce in 2016.
Recheio kept its attractive commercial actions and fully benefited from its strong competitive positioning during Easter season. In an improving HoReCa environment, it delivered a LFL sales growth of 3.8% in the quarter.
Ara generated sales of €48m in the period. The Company opened 8 stores and is building its third distribution centre in Colombia which is planned to open towards the end of this year.
2. Results Analysis
| (Million Euro) | Q1 16 | Q1 15 | | ||
|---|---|---|---|---|---|
| Net Sales and Services | 3,376 | 3,187 | 5.9% | ||
| Goss Profit | 711 | 21.1% | 676 | 21.2% | 5.1% |
| Operating Costs | -527 | -15.6% | -511 | -16.0% | 3.3% |
| EBITDA | 183 | 5.4% | 166 | 5.2% | 10.7% |
| Depreciation | -73 | -2.2% | -73 | -2.3% | 0.8% |
| EBIT | 110 | 3.3% | 93 | 2.9% | 18.5% |
| Financial Results | -4 | -0.1% | -5 | -0.2% | -20.9% |
| Gains in Joint Ventures and Associates | 3 | 0.1% | 3 | 0.1% | -18.6% |
| Non-Recurrent Items | -1 | 0.0% | 0 | 0.0% | n.a. |
| EBT | 108 | 3.2% | 91 | 2.9% | 18.3% |
| Taxes | -25 | -0.7% | -22 | -0.7% | 13.3% |
| Net Profit | 83 | 2.5% | 69 | 2.2% | 19.9% |
| Non Controlling Interests | -6 | -0.2% | -4 | -0.1% | 27.9% |
| Net Profit Attributable to JM | 77 | 2.3% | 65 | 2.0% | 19.3% |
| EPS (€) | 0.12 | 0.10 | 19.3% |
Net Consolidated Profit
Operating Profit
Group EBITDA grew 10.7% (+12.8% excluding the negative currency impact), reaching €183m. The respective margin was at 5.4% (5.2% in first quarter of 2015). This improvement was the combined result of good sales performance, strict cost management and Easter falling in first quarter of 2016.
Biedronka's EBITDA grew 10.4% (+14.9% in local currency) to €151m. The respective margin was of 6.6% (6.3% in first quarter of 2015). This strong delivery was driven by good sales performance and operating efficiency.
In Portugal, the Distribution businesses delivered EBITDA of €50m, +6.9% versus previous year. EBITDA margin was 5.0% (from the 4.9% in first quarter of 2015).
Depreciation of the Polish Zloty and Colombian Peso reduced the Euro value of the EBITDA losses in Ara and Hebe which reached €13m in the quarter.
Financial Result
Financial charges for the Group were of €4.0m, €1.1m below the same quarter last year, due to both a lower cost of debt and a lower level of average debt.
Net Result
Net Profit attributable to Jerónimo Martins amounted to €77.3m, 19.3% higher than in the same quarter of prior year.
3. Balance Sheet
| (Million Euro) | Q1 16 | 2015 | Q1 15 |
|---|---|---|---|
| Net Goodwill | 641 | 640 | 654 |
| Net Fixed Assets | 3,072 | 3,060 | 3,042 |
| Total Working Capital | -1,926 | -2,001 | -1,745 |
| Others | 96 | 82 | 117 |
| Invested Capital | 1,883 | 1,780 | 2,067 |
| Borrowings | 536 | 658 | 821 |
| Leasings | 0 | 0 | 1 |
| Accrued Interest | 2 | 0 | 17 |
| Marketable Sec. & Bank Deposits | -326 | -471 | -506 |
| Net Debt | 211 | 187 | 332 |
| Non Controlling Interests | 255 | 252 | 245 |
| Share Capital | 629 | 629 | 629 |
| Reserves and Retained Earnings | 787 | 712 | 861 |
| Shareholders Funds | 1,671 | 1,593 | 1,735 |
| Gearing | 12.7% | 11.7% | 19.1% |
Net Debt was at €211m and Gearing stood at 12.7%.
Investment Programme
The Group Capex was €83.4m in the quarter, with Biedronka absorbing 50% of the total.
Cash Flow
| (Million Euro) | Q1 16 | Q1 15 |
|---|---|---|
| EBITDA | 183 | 166 |
| Interest Payment | -3 | -4 |
| Other Financial Items | 0 | 0 |
| Income Tax | -38 | -26 |
| Funds From Operations | 142 | 135 |
| Capex Payment | -93 | -94 |
| Working Capital Movement | -67 | -75 |
| Others | 0 | 0 |
| Free Cash Flow | -17 | -34 |
The Free Cash Flow in the period was €-17m, broadly in line with the same period in 2015.
4. Outlook 2016
In line with what we had anticipated, we continue to see a very competitive operating environment and low food inflation in both Poland and Portugal.
Benefiting from the momentum created by a good first quarter, we will continue to focus on top line performance in order to maximise profitability and cash generation.
In Poland, Biedronka will keep committed to being the first choice of food store for the Polish consumers. That goal will require a mind-set ever more focused on anticipating trends and growth opportunities without hampering the efficiency that is the base of our business model.
In Colombia, Ara will move forward with its expansion plan, now focused on validating the model in the recently opened region while preparing the entrance into the next one.
Losses in Ara and Hebe, at the EBITDA level, are expected to be below 2015 level (€55.5 million), excluding F/X.
Despite some socio-economic and political uncertainty, we are confident that our businesses will deliver their targets, focusing on top line growth. As such, in 2016, the Group expects to invest €550-650 million, with Biedronka absorbing c.45% of this value.
Lisbon, 27 April 2016
The Board of Directors
CONSOLIDATED MANAGEMENT REPORT APPENDIX II.
1. Sales Growth
| Total Sales Growth Q1 16 |
LFL Sales Growth Q1 16 |
|
|---|---|---|
| Biedronka | ||
| Euro | 5.1% | |
| PLN | 9.3% | 7.6% |
| Pingo Doce | 5.8% | 1.9% |
| Ex-Fuel | 6.3% | 2.1% |
| Recheio | 4.3% | 3.8% |
2. Stores Network
| Number of Stores | 2015 | Openings Q1 16 |
Closings Q1 16 |
Q1 16 | Q1 15 |
|---|---|---|---|---|---|
| Biedronka | 2,667 | 26 | 10 | 2,683 | 2,639 |
| Pingo Doce | 399 | 3 | 0 | 402 | 382 |
| Recheio | 41 | 0 | 0 | 41 | 41 |
| Ara | 142 | 8 | 0 | 150 | 37 |
| Hebe | 134 | 1 | 0 | 135 | 108 |
| Sales Area (sqm) | 2015 | Openings | Closings/ Remodellings |
Network | |
|---|---|---|---|---|---|
| Q1 16 | Q1 16 | Q1 16 | Q1 15 | ||
| Biedronka | 1,721,897* | 19,329 | 3,916 | 1,737,309 | 1,688,005 |
| Pingo Doce | 479,113 | 3,500 | -51 | 482,664 | 462,115 |
| Recheio | 128,141 | 0 | 0 | 128,141 | 128,665 |
| Ara | 43,891 | 2,732 | 0 | 46,623 | 28,244 |
| Hebe | 30,955 | 225 | 0 | 31,180 | 27,056 |
* Restated figure from 1,717,944 published in 2015 FY.
3. EBITDA Margin Breakdown
| (% of sales) | Q1 16 | % total | Q1 15 | % total |
|---|---|---|---|---|
| Biedronka | 6.6% | 83% | 6.3% | 83% |
| Pingo Doce | 5.1% | 23% | 5.0% | 23% |
| Others & Cons. Adjustments | n.a. | -10% | n.a. | -11% |
| JM Consolidated | 5.4% | 100% | 5.2% | 100% |
4. Financial Costs Breakdown
| (Million Euro) | Q1 16 | Q1 15 |
|---|---|---|
| Net Interest | -3 | -6 |
| Exchange Differences | 0 | 2 |
| Others | -1 | -1 |
| Financial Results | -4 | -5 |
5. 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.
6. 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 Quarter Individual Financial Statements of Jerónimo Martins SGPS, S.A. will not be disclosed as they do not include additional relevant information, compared to the one presented in this report.
III.
CONSOLIDATED FINANCIAL STATEMENTS
CONSOLIDATED INCOME STATEMENT BY FUNCTIONS FOR THE QUARTERS ENDED AT 31 MARCH 2016 AND 2015
| Euro thousand | |||
|---|---|---|---|
| Notes | 2016 | 2015 | |
| Sales and services rendered | 3 | 3,375,660 | 3,187,174 |
| Cost of sales | 4 | (2,664,796) | (2,510,914) |
| Gross profit | 710,864 | 676,260 | |
| Distribution costs | 4 | (545,272) | (528,455) |
| Administrative costs | 4 | (55,414) | (54,825) |
| Exceptional operating profits/losses | 4 | (940) | (41) |
| Operating profit | 109,238 | 92,939 | |
| Net financial costs | 5 | (4,038) | (5,103) |
| Profit in joint ventures and associates | 2,801 | 3,441 | |
| Gains/ losses in other investments | (47) | - | |
| Profit before taxes | 107,954 | 91,277 | |
| Income taxes | 6 | (25,142) | (22,188) |
| Profit before non-controlling interests | 82,812 | 69,089 | |
| Attributable to: | |||
| Non-controlling interests | 5,515 | 4,312 | |
| Jerónimo Martins Shareholders | 77,297 | 64,777 | |
| Basic and diluted earnings per share - Euros | 14 | 0.1230 | 0.1031 |
To be read with the attached notes to the consolidated financial statements
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME FOR THE QUARTERS ENDED AT 31 MARCH 2016 AND 2015
| Euro thousand | |||
|---|---|---|---|
| Notes | 2016 | 2015 | |
| Net profit | 82,812 | 69,089 | |
| Other comprehensive income: | |||
| Items that will not be reclassified to profit or loss | |||
| - | - | ||
| Items that may be reclassified to profit or loss | |||
| Currency translation differences | (1,519) | 38,249 | |
| Change in fair value of cash flow hedges | 8 | (375) | 534 |
| Change in fair value of hedging instruments on foreign operations | 8 | (1,349) | (9,964) |
| Change in fair value of available-for-sale financial assets | (74) | 168 | |
| Related tax | 292 | 455 | |
| (3,025) | 29,442 | ||
| Other comprehensive income, net of income tax | (3,025) | 29,442 | |
| Total comprehensive income | 79,787 | 98,531 | |
| Attributable to: | |||
| Non-controlling interests | 5,515 | 4,439 | |
| Jerónimo Martins Shareholders | 74,272 | 94,092 | |
| Total comprehensive income | 79,787 | 98,531 |
CONSOLIDATED BALANCE SHEET AT 31 MARCH 2016 AND DECEMBER 2015
| Euro thousand | |||
|---|---|---|---|
| Notes | 31 March 2016 |
31 December 2015 |
|
| Assets | |||
| Tangible assets | 7 | 2,904,642 | 2,890,113 |
| Investment property | 7 | 18,679 | 20,387 |
| Intangible assets | 7 | 807,626 | 809,796 |
| Investments in joint ventures and associates | 9 | 79,279 | 76,478 |
| Available-for-sale financial assets | 1,769 | 1,758 | |
| Trade debtors, accrued income and deferred costs | 119,015 | 118,604 | |
| Derivative financial instruments | 8 | - | 122 |
| Deferred tax assets | 58,488 | 56,245 | |
| Total non-current assets | 3,989,498 | 3,973,503 | |
| Inventories | 666,991 | 638,339 | |
| Biological assets | 642 | 409 | |
| Income tax receivable | 3,054 | 1,373 | |
| Trade debtors, accrued income and deferred costs | 261,380 | 277,275 | |
| Derivative financial instruments | 8 | - | 128 |
| Cash and cash equivalents | 11 | 295,396 | 441,688 |
| Total current assets | 1,227,463 | 1,359,212 | |
| Total assets | 5,216,961 | 5,332,715 | |
| Shareholders' equity and liabilities | |||
| Share capital | 629,293 | 629,293 | |
| Share premium | 22,452 | 22,452 | |
| Own shares | (6,060) | (6,060) | |
| Other reserves | (67,417) | (64,392) | |
| Retained earnings | 837,697 | 760,400 | |
| 1,415,965 | 1,341,693 | ||
| Non-controlling interests | 255,265 | 251,526 | |
| Total Shareholders' equity | 1,671,230 | 1,593,219 | |
| Borrowings | 15 | 316,026 | 534,422 |
| Trade creditors, accrued costs and deferred income | 807 | 813 | |
| Derivative financial instruments | 8 | 253 | - |
| Employee benefits | 16 | 43,103 | 42,908 |
| Provisions for risks and contingencies | 16 | 84,279 | 83,947 |
| Deferred tax liabilities | 47,713 | 54,527 | |
| Total non-current liabilities | 492,181 | 716,617 | |
| Borrowings | 15 | 219,912 | 123,510 |
| Trade creditors, accrued costs and deferred income | 2,808,586 | 2,871,717 | |
| Derivative financial instruments | 8 | - | 93 |
| Income tax payable | 25,052 | 27,559 | |
| Total current liabilities | 3,053,550 | 3,022,879 | |
| Total Shareholders' equity and liabilities | 5,216,961 | 5,332,715 | |
CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY
Euro thousand
| Shareholders' equity attributable to Shareholders of Jerónimo Martins, SGPS, S.A. | |||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| N o |
Share | Share | Own | Other reserves | Retained | Non | Shareholders' | ||||||||
| t e s |
capital | premium | shares | Cash flow hedge |
Available-for sale financial assets |
Currency translation reserves |
earnings | Total | controlling interests |
equity | |||||
| Balance Sheet as at 31 December 2014 |
629,293 | 22,452 | (6,060) | (2,548) | (157) | (64,562) | 817,398 | 1,395,816 | 242,875 | 1,638,691 | |||||
| Equity changes in the 1st Quarter of 2015 |
|||||||||||||||
| Currency translation differences |
(87) | 38,941 | 38,854 | 38,854 | |||||||||||
| Change in fair value of cash flow hedging |
295 | 295 | 127 | 422 | |||||||||||
| Change in fair value of hedging instruments on foreign operations |
(9,964) | (9,964) | (9,964) | ||||||||||||
| Change in fair value of available-for-sale financial investments |
130 | 130 | 130 | ||||||||||||
| Other comprehensive income |
208 | 130 | 28,977 | 29,315 | 127 | 29,442 | |||||||||
| Net profit | 64,777 | 64,777 | 4,312 | 69,089 | |||||||||||
| Total comprehensive income |
208 | 130 | 28,977 | 64,777 | 94,092 | 4,439 | 98,531 | ||||||||
| Dividends | (1,913) | (1,913) | |||||||||||||
| Balance Sheet as at 31 March 2015 |
629,293 | 22,452 | (6,060) | (2,340) | (27) | (35,585) | 882,175 | 1,489,908 | 245,401 | 1,735,309 | |||||
| Balance Sheet as at 31 December 2015 |
629,293 | 22,452 | (6,060) | 99 | (230) | (64,261) | 760,400 | 1,341,693 | 251,526 | 1,593,219 | |||||
| st Equity changes in the 1 Quarter of 2016 |
|||||||||||||||
| Currency translation differences |
(1,315) | (1,315) | (1,315) | ||||||||||||
| Change in fair value of cash flow hedging |
(304) | (304) | (304) | ||||||||||||
| Change in fair value of hedging instruments on foreign operations |
(1,349) | (1,349) | (1,349) | ||||||||||||
| Change in fair value of available-for-sale financial investments |
(57) | (57) | (57) | ||||||||||||
| Other comprehensive income |
(304) | (57) | (2,664) | (3,025) | (3,025) | ||||||||||
| Net profit | 77,297 | 77,297 | 5,515 | 82,812 | |||||||||||
| Total comprehensive income for the year |
(304) | (57) | (2,664) | 77,297 | 74,272 | 5,515 | 79,787 | ||||||||
| Dividends | 13.1 | (1,776) | (1,776) | ||||||||||||
| Balance Sheet as at 31 March 2016 |
629,293 | 22,452 | (6,060) | (205) | (287) | (66,925) | 837,697 | 1,415,965 | 255,265 | 1,671,230 |
CONSOLIDATED CASH FLOW STATEMENT FOR THE QUARTERS ENDED AT 31 MARCH 2016 AND 2015
| Euro thousand | |||
|---|---|---|---|
| Notes | 2016 | 2015 | |
| Operating activities | |||
| Cash received from customers | 3,804,548 | 3,593,082 | |
| Cash paid to suppliers | (3,444,398) | (3,260,986) | |
| Cash paid to employees | (244,912) | (241,341) | |
| Cash generated from operations | 115,238 | 90,755 | |
| Interest paid | (3,352) | (4,923) | |
| Income taxes paid | (38,299) | (26,321) | |
| Cash flow from operating activities | 73,587 | 59,511 | |
| Cash flow from investment activities | (92,201) | (93,728) | |
| Cash flow from financing activities | (125,376) | 80,786 | |
| Net changes in cash and cash equivalents | (143,990) | 46,569 | |
| Cash and cash equivalents changes | |||
| Cash and cash equivalents at the beginning of 1st Quarter | 441,688 | 430,660 | |
| Net changes in cash and cash equivalents | (143,990) | 46,569 | |
| Effect of currency translation differences | (2,302) | 13,332 | |
| Cash and cash equivalents at the end of 1st Quarter | 11 | 295,396 | 490,561 |
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 devoted to the production, distribution and sale of food and other fast moving consumer goods products. The Group operates in Portugal, Poland and Colombia.
Head Office: Rua Actor António Silva, n.º 7, 1649-033 Lisboa
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 since 1989.
The Board of Directors approved these consolidated financial statements on 27 April 2016.
2 Accounting policies
All amounts are shown in thousand euros (EUR thousand) unless otherwise stated.
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) as adopted by the European Union (EU).
The consolidated financial statements were prepared in accordance with the same standards and accounting policies adopted by the Group in the preparation of the annual financial statements, including 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 2015 annual report are omitted because no changes occurred or they are not materially relevant for the understanding of the interim financial statements.
As mentioned in the Consolidated Financial Statements chapter of the 2015 Annual Report, point 30 - Financial risks, the Group, as a result of its normal activity, is exposed to several risks which are monitored and mitigated throughout the year. During the first three months of 2016, there were no material changes in addition to the notes detailed below, that could significantly change the assessment of the risks that the Group is exposed to.
2.1 New standards, amendments and interpretations adopted by the Group
In 2015, the EU issued the following Regulations, which were adopted by the Group from 1 January 2016:
| EU Regulation | IASB Standard or IFRIC Interpretation endorsed by EU |
Issued in | Mandatory for financial years beginning on or after |
|---|---|---|---|
| Regulation no. 28/2015 | Annual Improvements to IFRS's 2010–2012 Cycle: IFRS 2 Share-Based Payment, IFRS 3 Business Combinations, IFRS 8 Operating Segments, IFRS 13 Fair Value Measurement, IAS 16 Property, Plant and Equipment, IAS 24 Related Party Disclosures and IAS 38 Intangible Assets (Amendment) |
December 2013 | 1 February 2015 |
| Regulation no. 29/2015 | IAS 19 Employee Benefits: Defined Benefit Plans - Employee Contributions (Amendment) |
November 2013 | 1 February 2015 |
| Regulation no. 2113/2015 | IAS 16 Property, Plant and Equipment and IAS 41 Agriculture: Bearer Plants (amendment) |
June 2014 | 1 January 2016 |
| Regulation no. 2173/2015 | IFRS 11 Joint Arrangements: Accounting for Acquisitions of Interests in Joint Operations (amendment) |
May 2014 | 1 January 2016 |
| Regulation no. 2231/2015 | IAS 16 Property, Plant and Equipment and IAS 38 Intangible Assets: Clarification of Acceptable Methods of Depreciation and Amortisation (amendment) |
May 2014 | 1 January 2016 |
| Regulation no. 2343/2015 | Annual Improvements to IFRS's 2012–2014 Cycle: IFRS 5 Non current Assets Held for Sale and Discontinued Operations, IFRS 7 Financial Instruments: Disclosures, IAS 19 Employee Benefits and IAS 34 Interim Financial Reporting (amendment) |
September 2014 | 1 January 2016 |
| Regulation no. 2406/2015 | IAS 1 Presentation of Financial Statements: Disclosure Initiative (amendment) |
December 2014 | 1 January 2016 |
| Regulation no. 2441/2015 | IAS 27 Separate Financial Statements: Equity Method in Separate Financial Statements (amendment) |
August 2014 | 1 January 2016 |
The Group adopted these amendments, with no significant impact on the Consolidated Financial Statements.
2.2 New standards, amendments and interpretations issued by IASB and IFRIC, but not yet endorsed by EU
IASB issued in 2016 the following standards and amendments that are still pending endorsement by the EU:
| IASB Standard or IFRIC Interpretation | Issued in | Expected application for financial years beginning on or after |
|---|---|---|
| IFRS 16 Leases (new) | January 2016 | 1 January 2019 |
| IAS 12 Recognition of Deferred Tax Assets for Unrealised Losses (amendment) | January 2016 | 1 January 2017 |
| IAS 7 Disclosure Initiative (amendment) | January 2016 | 1 January 2017 |
The new standard IFRS 16 eliminates the classification of leases as either operating leases or finance leases for lessees, as is required by IAS 17 and, instead, introduces a single accounting model, very similar to the current treatment that is given to finance leases in lessee accounts.
This single accounting model provides for the lessee the recognition of: i) assets and liabilities for all leases with a term of more than 12 months, unless the underlying asset is of low value, regardless of the lease term; and ii) depreciation of lease assets separately from interest on lease liabilities in the Income Statement.
Management is assessing the impacts that will result from adopting this new standard, and expects that its adoption will have a significant impact on the Group's Consolidated Financial Statements, as result of the capitalisation of the assets which are currently under operating leases and recording their respective liabilities.
Management is also currently evaluating the impact of adopting the amendments to standards already in place, and do not expect any significant impact on the Group's Consolidated Financial Statements.
2.4. 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:
| Euro foreign exchange reference rates (foreign exchange units per 1 Euro) |
Rate on 31 March 2016 |
Average rate for the period |
|---|---|---|
| Polish Zloty (PLN) | 4.2576 | 4.3615 |
| Swiss Franc (CHF) | 1,0931 | - |
| Colombian Peso (COP) | 3,440.9500 | 3,584.5100 |
3 Segment reporting
Management monitors the performance of the business based on a geographical and business nature. Due to the fact that the business units in the distribution area in Portugal share a set of competences, the Group analyses, on a quarterly basis, its segments in an aggregate performance perspective. In addition, the Group also separates the distribution business unit in Poland. Apart from these, there are also other businesses, but due to their low materiality they are not reported separately.
Business segments:
- Portugal Distribution: comprises the business unit of JMR (Pingo Doce supermarkets) and the wholesale business unit Recheio;
- Poland Distribution: the business unit using the brand Biedronka;
- Others, eliminations and adjustments: includes i) the business units with reduced materiality (Marketing Services and Representations, Restaurants, Agro Business in Portugal, Health and Beauty Retail in Poland, Retail business in Colombia), ii) the Holding companies and iii) 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 exceptional operating profits/losses.
Detailed information by segment at March 2016 and 2015
| Portugal Distribution | Poland Distribution |
Others, eliminations and adjustments |
Total JM consolidated |
|||||
|---|---|---|---|---|---|---|---|---|
| 2016 | 2015 | 2016 | 2015 | 2016 | 2015 | 2016 | 2015 | |
| Net sales and services | 1,005,824 | 953,423 2,281,600 | 2,171,817 | 88,236 | 61,934 3,375,660 3,187,174 | |||
| Inter-segments | 48 | 94 | 376 | 394 | (424) | (488) | ||
| External customers | 1,005,776 | 953,329 | 2,281,224 | 2,171,423 | 88,660 | 62,422 3,375,660 | 3,187,174 | |
| Operational cash-flow (EBITDA) | 50,331 | 47,065 | 151,329 | 137,073 (18,233) | (18,477) | 183,427 | 165,661 | |
| Depreciations and amortisations | (27,613) | (26,650) | (42,036) | (42,701) | (3,600) | (3,330) | (73,249) | (72,681) |
| Operational result (EBIT) | 22,718 | 20,415 | 109,293 | 94,372 (21,833) | (21,807) | 110,178 | 92,980 | |
| Exceptional operating profits/losses | (940) | (41) | ||||||
| Financial results | (1,284) | (1,662) | ||||||
| Income tax | (25,142) | (22,188) | ||||||
| Net result attributable to JM | 77,297 | 64,777 | ||||||
| Total assets (1) | 2,032,219 2,035,589 2,755,333 | 2,920,437 429,409 | 376,689 5,216,961 5,332,715 | |||||
| Total liabilities (1) | 1,471,910 1,470,666 2,165,964 | 2,126,974 (92,143) | 141,856 3,545,731 3,739,496 | |||||
| Investments in fixed assets | 34,132 | 21,058 | 41,824 | 56,458 | 7,475 | 11,682 | 83,431 | 89,198 |
(1) The comparable amounts of total assets and liabilities are reported to 31 December 2015
Reconciliation between EBIT and the operational result of the income statement by functions
| March 2016 | March 2015 | |
|---|---|---|
| EBIT | 110,178 | 92,980 |
| Exceptional operating profits/losses | (940) | (41) |
| Operational result | 109,238 | 92,939 |
4 Gross profit and operating costs
| March 2016 | March 2015 | |
|---|---|---|
| Net sales and services | 3,375,660 | 3,187,174 |
| Net cost of products sold | (2,661,423) | (2,502,298) |
| Net cash discount and interest paid to suppliers | 3,711 | (2,274) |
| Electronic payment commissions | (5,596) | (4,544) |
| Other supplementary costs | (1,488) | (1,798) |
| Cost of sales | (2,664,796) | (2,510,914) |
| Goss profit | 710,864 | 676,260 |
| Supplies and services | (125,499) | (120,038) |
| Advertising costs | (18,861) | (17,611) |
| Rents | (81,334) | (81,184) |
| Staff costs | (264,424) | (252,576) |
| Depreciation and amortisation | (72,675) | (72,132) |
| Profit/loss with tangible and intangible assets | (1,122) | (589) |
| Transportation costs | (34,148) | (35,083) |
| Other operational profit/loss | (2,623) | (4,067) |
| Distribution and administrative costs | (600,686) | (583,280) |
| Legal contingencies | (1) | (160) |
| Losses from organizational restructuring programmes | (939) | (488) |
| Assets write-offs and gains/losses in sale of tangible assets | - | 397 |
| Others | - | 210 |
| Exceptional operating profits/losses | (940) | (41) |
| Operating profit | 109,238 | 92,939 |
5 Net financial costs
| March 2016 | March 2015 | |
|---|---|---|
| Interest expense | (3,450) | (6,426) |
| Interest received | 469 | 561 |
| Net foreign exchange | (262) | 1,941 |
| Other financial costs and gains | (795) | (1,144) |
| Fair value of financial investments held for trade: | ||
| Derivative instruments | - | (35) |
| (4,038) | (5,103) |
The interest expense heading includes the interest regarding loans measured at amortised cost, as well as interest on cash flow hedging instruments (note 8).
Other financial costs and gains include costs with debt issued by the Group, recognised in results through effective interest method.
6 Income tax recognised in the income statement
| March 2016 | March 2015 | |
|---|---|---|
| Current income tax | ||
| Current tax of the year | (35,589) | (31,011) |
| Adjustment to prior year estimation | 1,321 | 185 |
| (34,268) | (30,826) | |
| Deferred tax | ||
| Temporary differences created and reversed | 9,939 | 8,535 |
| Change to the recoverable amount of tax losses and temporary differences from previous years |
(1,174) | (255) |
| 8,765 | 8,280 | |
| Other gains/losses related to taxes | ||
| Impact of changes in estimates for tax litigations | 361 | 358 |
| 361 | 358 | |
| Total income taxes | (25,142) | (22,188) |
7 Fixed assets, intangible assets and investment property
| Tangible assets | Investment property |
Intangible assets |
Total | |
|---|---|---|---|---|
| Net value at 31 December 2015 | 2,890,113 | 20,387 | 809,796 | 3,720,296 |
| Foreign exchange differences | 2,857 | - | 620 | 3,477 |
| Increases | 82,726 | - | 705 | 83,431 |
| Disposals and write-offs | (1,282) | (1,694) | - | (2,976) |
| Depreciation and impairment losses | (69,772) | - | (3,495) | (73,267) |
| Fair value changes | - | (14) | - | (14) |
| Net value at 31 March 2016 | 2,904,642 | 18,679 | 807,626 | 3,730,947 |
The difference to total of amortisations stated in note 4, relates mainly to the production activities that were attributable to the cost of the goods sold.
8 Derivative financial instruments
| March 2016 | December 2015 | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Notional | Assets | Liabilities | Notional | Assets | Liabilities | |||||
| Current | Non current |
Current | Non current |
Current | Non current |
Current | Non current |
|||
| Derivatives held for trading | ||||||||||
| Currency forwards (PLN) | 17 million PLN |
- | - | 0 | - | |||||
| Cash flow hedging derivatives | ||||||||||
| Interest rate swap (PLN) | 209 million PLN |
- | - | - | 253 | 212 million PLN |
- | 122 | - | - |
| Investments in foreign entities hedging derivatives |
||||||||||
| Currency forwards (PLN) | - | - | - | - | 338 million PLN |
128 | - | 93 | - | |
| Total derivatives held for trading | - | - | 0 | - | - | - | - | - | ||
| Total hedging derivatives | - | - | - | 253 | 128 | 122 | 93 | - | ||
| Total assets/liabilities derivatives | - | - | 0 | 253 | 128 | 122 | 93 | - |
9 Investments in joint ventures and associates
During the 1st Quarter of 2016, the movement under this heading was as follows:
| Joint ventures | Associates | Total | ||||
|---|---|---|---|---|---|---|
| March 2016 |
December 2015 |
March 2016 |
December 2015 |
March 2016 |
December 2015 |
|
| Opening balance | 75,789 | 73,537 | 689 | 735 | 76,478 | 74,272 |
| Equity method: | ||||||
| Net result | 2,746 | 16,450 | 55 | 158 | 2,801 | 16,608 |
| Dividends and other income received | - | (14,102) | - | (204) | - | (14,306) |
| Other comprehensive income | - | (96) | - | - | - | (96) |
| Closing balance | 78,535 | 75,789 | 744 | 689 | 79,279 | 76,478 |
10 Trade debtors, accrued income and deferred costs
| March 2016 | December 2015 | |
|---|---|---|
| Non-current | ||
| Other debtors | 81,321 | 80,849 |
| Collateral deposits associated to financial debt | 34,367 | 34,367 |
| Deferred costs | 3,327 | 3,388 |
| 119,015 | 118,604 | |
| Current | ||
| Commercial customers | 54,575 | 53,501 |
| Other debtors | 104,300 | 87,770 |
| Other taxes receivable | 11,102 | 11,754 |
| Accrued income and deferred costs | 91,403 | 124,250 |
| 261,380 | 277,275 |
Non-current debtors are mainly related to additional corporate income tax liquidation as well as pre-paid corporate income tax, which the Group has already contested and made a legal claim for reimbursement.
The debtor's amount is registered at the recoverable value. The Group constitutes provisions for impairment losses whenever there are signs of uncollectable amounts.
11 Cash and cash equivalents
| March 2016 | December 2015 | |
|---|---|---|
| Bank deposits | 184,063 | 129,946 |
| Short-term investments | 107,711 | 306,932 |
| Cash and cash equivalents | 3,622 | 4,810 |
| 295,396 | 441,688 |
12 Cash generated from operations
| March 2016 | March 2015 | |
|---|---|---|
| Net results | 77,297 | 64,777 |
| Adjustments for: | ||
| Non-controlling interests | 5,515 | 4,312 |
| Income tax | 25,142 | 22,188 |
| Depreciations and amortisations | 73,249 | 72,681 |
| Provisions and other operational gains and losses | 4,894 | 827 |
| Net financial costs | 4,038 | 5,103 |
| Profit/Losses in associated companies | (2,801) | (3,441) |
| Profit/Losses in other investments | 47 | - |
| Profit/Losses on tangible and intangible assets | 1,125 | (18) |
| 188,506 | 166,429 | |
| Changes in working capital: | ||
| Inventories | (31,923) | (83,125) |
| Trade debtors, accrued income and deferred costs | (2,167) | (1,708) |
| Trade creditors, accrued costs and deferred income | (39,178) | 9,159 |
| 115,238 | 90,755 |
13 Capital and reserves
13.1 Dividends
Dividends in the amount of EUR 1,776 thousand were distributed and paid to non-controlling interests in the Group companies.
14 Basic and diluted earnings per share
| March 2016 | March 2015 | |
|---|---|---|
| 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 | 77,297 | 64,777 |
| Basic and diluted earnings per share – Euros | 0.1230 | 0.1031 |
15 Borrowings
In the first quarter of 2016, JMH issued commercial paper in an average amount of EUR 36,000 thousand, through Commercial Paper Programmes that it has negotiated. These emissions were held for a maximum period of one month and were fully repaid by the end of the quarter.
JMR issued commercial paper in the average amount of EUR 37,000 thousand, through Commercial Paper Programmes that it has negotiated. These emissions were held for a maximum period of three weeks and were fully repaid by the end of the quarter.
Jeronimo Martins Polska used PLN 100,000 thousand for the period of one month, under the credit facility renewed last December.
Jerónimo Martins Colombia renegotiated credit lines which already held, increasing the limits of the short term credit lines in COP 50.000.000 thousand.
For the Portuguese Companies, the Group uses grouped credit lines, which means that the maximum amount approved by a financial entity can be used simultaneously by more than one company. The amount of credit lines which are not being used, amount to EUR 147,000 thousand (2015: EUR 140,000 thousand).
15.1 Current and non-current loans
| March 2016 | December 2015 | |
|---|---|---|
| Non-current loans | ||
| Bank loans | 165,940 | 384,291 |
| Bond loans | 150,000 | 150,000 |
| Financial lease liabilities | 86 | 131 |
| 316,026 | 534,422 | |
| Current loans | ||
| Bank overdrafts | 1,340 | 8,831 |
| Bank loans | 218,397 | 114,491 |
| Financial lease liabilities | 175 | 188 |
| 219,912 | 123,510 |
15.2 Financial debt
The net consolidated financial debt at the balance sheet date is as follows:
| March 2016 | December 2015 | |
|---|---|---|
| Non-current loans (note 15.1) | 316,026 | 534,422 |
| Current loans (note 15.1) | 219,912 | 123,510 |
| Derivative financial instruments (note 8) | 253 | (157) |
| Interest on accruals and deferrals | 1,405 | 473 |
| Bank deposits (note 11) | (184,063) | (129,946) |
| Short-term investments (note 11) | (107,711) | (306,932) |
| Collateral deposits associated to financial debt (note 10) | (34,367) | (34,367) |
| 211,455 | 187,003 |
16 Provisions and employee benefits responsibilities
| Risks and contingencies |
Employee benefits | |
|---|---|---|
| Balance at 1 January | 83,947 | 42,908 |
| Set up, reinforced and transfers | 794 | 701 |
| Unused and reversed | (394) | - |
| Foreign exchange differences | 3 | - |
| Used | (71) | (506) |
| Balance at 31 March | 84,279 | 43,103 |
17 Trade creditors, accrued costs and deferred income
| March 2016 | December 2015 | |
|---|---|---|
| Non-current | ||
| Other non-commercial creditors | 3 | 1 |
| Accrued costs and deferred income | 804 | 812 |
| 807 | 813 | |
| Current | ||
| Other commercial creditors | 2,272,422 | 2,359,812 |
| Other non-commercial creditors | 172,428 | 182,184 |
| Other taxes payables | 89,851 | 76,024 |
| Accrued costs and deferred income | 273,885 | 253,697 |
| 2,808,586 | 2,871,717 |
18 Contingencies
Taxation of Suspended Internal Results/Book Gains
The 2016 Portuguese State Budget law includes a transitory rule that could have a material impact for our Group and, in particular, for the JMR and Recheio subsidiaries.
According to this law 1/4 (one quarter) of all the book gains derived from internal transactions (i.e. transactions between affiliated companies within the same fiscal group) - that under the previous legal framework were not taxable unless (i) a transaction with third parties took place or (ii) the tax group was dissolved – are to be added to the 2016 collectable income and subject to Corporate Income Tax, with an advanced payment to take place next July.
In the late nineties JMR and Recheio and its respective subsidiaries went through a significant restructuring process following several acquisitions and the decision to reorganise the Group's assets. The transactions between the several companies within the JMR and Recheio Groups were made according to the existing legal framework and in line with best practices (arm's length at market value) having generated suspended internal book gains.
Considering that the transactions were all internal, these book gains are obviously eliminated in the consolidation process while still being reflected in the individual accounts.
Based on the initial assessment of our legal and fiscal advisors, we firmly believe that there is sufficient ground to oppose the said rule. Therefore, we are not incorporating the considered amount that results from the application of this 2016 transitory rule - c. 50 million euros in taxes – in Jerónimo Martins' first quarter results. Following the contingencies mentioned in the 2015 Annual Report, changes occurred on the headings f) and j):
- f) The Portuguese Tax Authorities carried out some corrections of VAT rates applied to certain goods sold by some Group Companies. With these corrections the total amount of assessments for the years 2005 to 2013 in Pingo Doce, Feira Nova and Recheio amounted to EUR 1,814 thousand, EUR 1,300 thousand and EUR 551 thousand, respectively. Considering that the Tax Authorities have no grounds to request this payment, these assessments have been challenged;
- j) The Food and Veterinary Department (Direcção-Geral de Alimentação e Veterinária) claimed from Pingo Doce, Recheio and Hussel an amount of EUR 8,654 thousand, EUR 568 thousand and EUR 19 thousand, respectively, in respect of the Food Safety Tax (Taxa de Segurança Alimentar Mais – TSAM) assessed for the years 2012 to 2015. The values at stake have been challenged in Court, since it understands that this tax is not due, namely on the grounds of the unconstitutional nature of the Statute that approved the TSAM. However, in one of the processes the court decided that the Food Safety Tax is not unconstitutional.
19 Related parties
56.14% of the Group is owned by Sociedade Francisco Manuel dos Santos, B.V. and no transactions occurred between this Company and any company of the Group in the first Quarter of 2016, neither were there any amounts payable or receivable between them on 31 March 2016.
| Sales and services rendered | Stocks purchased and services supplied | |||
|---|---|---|---|---|
| March 2016 | March 2015 | March 2016 | March 2015 | |
| Joint ventures | 2 | 2 | 23,627 | 24,107 |
| Other related parties (*) | 19 | 24 | 10 | 9 |
Balances and transactions of Group companies with related parties are as follows:
| Trade debtors, accrued income and deferred costs |
Trade creditors, accrued costs and deferred income |
|||
|---|---|---|---|---|
| March 2016 | December 2015 | March 2016 | December 2015 | |
| Joint ventures | 307 | 232 | 16,933 | 5,556 |
| Other related parties (*) | 11 | 54 | 1 | 9 |
(*) Entities controlled by the major Shareholder of Jerónimo Martins and entities owned or controlled by members of the Board of Directors.
All the transactions with these related parties 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.
20 Events after the balance sheet date
In April 2016 JMH received an offer from Sociedade Francisco Manuel dos Santos B.V. to acquire 100% of its wholly owned subsidiary Monterroio – Industry & Investments B.V. (Monterroio), for a total consideration of 285 million euros.
Monterroio is the Company's sub-holding for manufacturing and services businesses comprising its subsidiaries JMD – Distribuição de Produtos de Consumo, Lda. and Jerónimo Martins – Restauração e Serviços, S.A. as well as the stakes in Unilever Jerónimo Martins, Lda. (45%), Gallo Worldwide, Lda. (45%), Hussel Ibéria – Chocolates e Confeitaria, S.A. (51%) and Perfumes e Cosméticos Puig Portugal – Distribuidora, S.A. (27.545%).
The Board of Directors will analyse the offer and assess the interest of the Company in considering a possible transaction.
Lisbon, 27 April 2016
The Certified Accountant The Board of Directors