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Jeronimo Martins — Interim / Quarterly Report 2018
Dec 3, 2018
1906_10-q_2018-12-03_f047fc8b-6c76-4988-8c10-c3f3d774b8f8.pdf
Interim / Quarterly Report
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CONSOLIDATED REPORT AND ACCOUNTS
FIRST NINE MONTHS 2018
Unaudited
INDEX
| I – Consolidated Management Report | ||||||
|---|---|---|---|---|---|---|
| Message from the Chairman and CEO - Pedro Soares dos Santos | 3 | |||||
| 1. Sales Analysis | 3 | |||||
| 2. Results Analysis | 4 | |||||
| 3. Balance Sheet | 6 | |||||
| 4. Cash Flow | 6 | |||||
| 5. Investment | 6 | |||||
| 6. Outlook for 2018 | 7 |
II – Consolidated Management Report Appendix
| 1. Sales Evolution | 8 |
|---|---|
| 2. Stores Network | 8 |
| 3. EBITDA and EBITDA Margin Breakdown | 8 |
| 4. Financial Costs Breakdown | 8 |
| 5. Definitions | 8 |
| 6. P&L - Reconciliation Note | 9 |
| 7. Balance Sheet - Reconciliation Note | 10 |
| 8. Cash Flow – Reconciliation Note | 11 |
| 9. Information Regarding Individual Financial Statements | 11 |
III – Consolidated Financial Statements
| 1. Financial Statements | 12 |
|---|---|
| 2. Notes to the Financial Statements | 16 |
I - CONSOLIDATED MANAGEMENT REPORT
Message from the Chairman and CEO
Pedro Soares dos Santos
"Our steady focus on sales growth and consumer preference across all banners produced a very good performance in the first nine months of the year.
In a not-yet-stabilized context of adapting to the Sunday ban, Biedronka continued to gain market share (+1.7p.p. ytd August) and to secure its operational profitability. This performance was achieved with 16 fewer trading days and lower food inflation.
In Portugal, Pingo Doce and Recheio delivered a remarkable performance driven by effective commercial actions.
In Colombia, Ara expanded both its store network and logistic infrastructure. The Company was able to contain its losses at the EBITDA level, and is making progress on key profitability drivers of pivotal relevance for the future.
Based on our performance so far, I am confident that all our models will deliver a solid fourth Quarter in terms of both sales' growth and profitability."
1. Sales Analysis
| (Million Euro) | 9M 18 | 9M 17 | D % | Q3 18 | Q3 17 | D % | ||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| % total | % total w/o FX | Euro | % total | % total w/o FX | Euro | |||||||
| Biedronka | 8,632 | 67.4% | 8,103 | 67.9% | 6.2% | 6.5% | 2,871 | 65.6% 2,798 | 67.1% | 3.7% | 2.6% | |
| Pingo Doce | 2,829 | 22.1% | 2,692 | 22.6% | 5.1% | 1,011 | 23.1% | 954 | 22.9% | 6.0% | ||
| Recheio | 739 | 5.8% | 713 | 6.0% | 3.5% | 281 | 6.4% | 271 | 6.5% | 3.6% | ||
| Ara | 439 | 3.4% | 289 | 2.4% 59.6% | 52.2% | 156 | 3.6% | 104 | 2.5% 48.0% | 50.3% | ||
| Hebe | 144 | 1.1% | 115 | 1.0% 24.0% | 24.4% | 50 | 1.1% | 41 | 1.0% 23.1% | 21.8% | ||
| Others & Cons. Adjustments | 17 | 0.1% | 14 | 0.1% | 23.5% | 6 | 0.1% | 5 | 0.1% | 16.8% | ||
| Total JM | 12,800 | 100% 11,926 | 100% | 7.3% | 7.3% | 4,374 | 100% 4,172 | 100% | 5.5% | 4.8% |
Nine months Group sales reached €12.8 bn, up 7.3% (+7.3% at constant exchange rates).
Group like for like (LFL) sales grew 3.4% in the nine months (+2.1% in third Quarter) with positive contributions from all the three geographies in which we operate.
Sales (Million Euro)
In Poland, the food retail industry remained highly promotional and in flux as it adapts to the Sunday ban.
Food inflation was 3.1% in the nine months, having declined to 2.2% in third Quarter, namely driven by deflation in some commodities and fresh produces.
Biedronka continued to adjust to the new shopping patterns resulting from store closures on some Sundays.
In the nine months, Biedronka sales grew 6.5% (+6.2% in local currency) to €8.6 bn. LFL sales increased 3.2%, including some basket deflation. Throughout the first nine months, Biedronka continued to gain market share.
In third Quarter, sales grew 2.6% to €2.9 bn (+3.7% in local currency) and LFL was 0.8%. The LFL performance was influenced by deflation in the average basket, on the one side, and the peak number of Sunday closures over the quarter, on the other.
Deflationary pressures led to an overall basket deflation of more than 1% in the Quarter. Further to the competitive dynamic, these pressures were driven by general price decreases on the supply side of products with important weight on the Company's basket.
The Sunday ban had a particularly negative effect in third Quarter with 8 fewer trading days, impacting the LFL performance in c.2p.p..
In the first nine months, Biedronka opened 54 new stores (27 net additions) and refurbished 153 stores.
Hebe opened 27 new stores and delivered sales of €144 mn, growing 24.4% in nine months of 2018 (+24.0% at constant exchange rate).
In third Quarter, Hebe's sales grew 21.8% (+23.1% at constant exchange rate) to €50 mn.
In Portugal, the food retail industry continued to be highly promotional despite growth in consumer demand. Food inflation remained low at 0.9% in the 9nine months period (+1.0% in third Quarter).
Pingo Doce's sales were €2.8 bn, a 5.1% increase over the nine months of 2017, driven by 3.8% LFL growth (excl. fuel).
In third Quarter, sales increased 6.0% to €1 bn, with a remarkable LFL (excl. fuel) of 4.6%.
Recheio continued to deliver a sound sales performance with growth of 3.5% to €739 mn, driven by a 3.7% LFL sales growth. In third Quarter, sales increased 3.6% driven by a LFL of 4.9%.
In Colombia, the consumer outlook improved, while food inflation remained relatively low, reaching 1.4% in nine months (+1.5% in third Quarter).
Ara posted sales of €439 mn, 52.2% ahead of the nine months of 2017 (+59.6% at constant exchange rate). In third Quarter, sales increased 50.3% (+48.0% at constant exchange rate) to €156 mn.
In the first nine months of the year, Ara opened 86 new locations ending the period with a total network of 475 stores. The banner prepared the ground for a very strong fourth Quarter opening program and is on track to deliver the planned 150 stores by the end of 2018. The new distribution centre in Bogota was inaugurated in August and is already serving our operations in the region.
2. Results Analysis
| (Million Euro) | 9M 18 | 9M 17 | D | Q3 18 | Q3 17 | D | ||||
|---|---|---|---|---|---|---|---|---|---|---|
| Net Sales and Services | 12,800 | 11,926 | 7.3% | 4,374 | 4,172 | 4.8% | ||||
| Gross Profit | 2,769 | 21.6% | 2,527 | 21.2% | 9.6% | 958 | 21.9% | 893 | 21.4% | 7.2% |
| Operating Costs | -2,060 | -16.1% | -1,858 | -15.6% | 10.9% | -695 | -15.9% | -640 | -15.3% | 8.6% |
| EBITDA | 709 | 5.5% | 669 | 5.6% | 6.0% | 263 | 6.0% | 253 | 6.1% | 3.8% |
| Depreciation | -269 | -2.1% | -242 | -2.0% | 11.6% | -91 | -2.1% | -82 | -2.0% | 11.3% |
| EBIT | 440 | 3.4% | 428 | 3.6% | 2.9% | 172 | 3.9% | 172 | 4.1% | 0.2% |
| Net Financial Costs | -19 | -0.2% | - 9 |
-0.1% | n.a. | - 6 |
-0.1% | - 5 |
-0.1% | n.a. |
| Other Profits/Losses | - 7 |
-0.1% | -11 | -0.1% | n.a. | - 2 |
-0.1% | - 4 |
-0.1% | n.a. |
| EBT | 414 | 3.2% | 407 | 3.4% | 1.5% | 164 | 3.7% | 163 | 3.9% | 0.8% |
| Income Tax | -102 | -0.8% | -101 | -0.8% | 1.0% | -40 | -0.9% | -39 | -0.9% | 1.6% |
| Net Profit | 311 | 2.4% | 306 | 2.6% | 1.6% | 124 | 2.8% | 124 | 3.0% | 0.6% |
| Non Controlling Interests | -19 | -0.1% | -21 | -0.2% | -8.6% | -12 | -0.3% | -11 | -0.3% | 5.3% |
| Net Profit Attributable to JM | 292 | 2.3% | 285 | 2.4% | 2.4% | 112 | 2.6% | 112 | 2.7% | 0.1% |
| EPS (€) | 0.46 | 0.45 | 2.4% | 0.18 | 0.18 | 0.1% | ||||
| EPS without Other Profits/Losses (€) | 0.47 | 0.46 | 1.2% | 0.18 | 0.18 | 0.2% |
Operating Profit
Group EBITDA totalled €709 mn in the nine months of 2018, a 6.0% growth on the previous year (+5.3% at constant exchange rates). Excluding the impact of Ara and Hebe, EBITDA increased 5.2%.
EBITDA & EBITDA Margin
Biedronka's EBITDA was €622 mn, 6.6% higher than in the nine months of 2017 (+6.2% at constant exchange rate). The EBITDA margin was 7.2%, which is in line with the previous year.
Biedronka's EBITDA margin performance was achieved in a highly competitive environment and despite wage pressures and ongoing operational changes to adapt to the Sunday ban. This performance reflects the effectiveness of the Company's margin mix management and cost discipline.
Pingo Doce and Recheio delivered EBITDA of €178 mn, 0.6% ahead of the nine months of 2017. The EBITDA margin was 5.0%. The decline from the 5.2% margin posted in the nine months of 2017 reflects the wage increases implemented in Pingo Doce throughout the fourth Quarter of 2017, with the impact in third
Quarter of 2018 offset by the strong sales delivery.
Ara and Hebe registered EBITDA losses of €65 mn, with Ara accounting for c.85% of the total. The comparable losses in the nine months of 2017 were €67 mn.
In line with expectations, Ara's start-up losses from its ambitious expansion programme continue to put pressure at the EBITDA level. On the positive side, gross margin consistently shows a positive evolution as the banner works on sales delivery and building the right value perception amongst consumers.
Financial Results
Net financial costs were of €19 mn, increasing from previous year, in line with the higher interest-bearing debt in foreign currencies (Polish Zloty and Colombian Peso). These costs also include losses produced by the depreciation of the Zloty.
Other profit/losses
Other profit/losses were of €-7 mn in the nine months of 2018, mainly attributable to restructuring costs.
Net Results
Group net profit was €292 mn, 2.4% higher than in the nine months of 2017.
3. Balance Sheet
| (Million Euro) | 9M 18 | 2017 | 9M 17 |
|---|---|---|---|
| Net Goodwill | 639 | 647 | 637 |
| Net Fixed Assets | 3,797 | 3,639 | 3,375 |
| Total Working Capital | -2,355 | -2,496 | -2,198 |
| Others | 74 | 54 | 68 |
| Invested Capital | 2,155 | 1,843 | 1,883 |
| Total Borrowings | 604 | 529 | 494 |
| Leasings | 15 | 8 | 6 |
| Accrued Interest | 3 | 4 | 1 |
| Marketable Sec. & Bank Deposits | -373 | -712 | -540 |
| Net Debt | 250 | -170 | -39 |
| Non Controlling Interests | 229 | 225 | 258 |
| Share Capital | 629 | 629 | 629 |
| Reserves and Retained Earnings | 1,047 | 1,159 | 1,034 |
| Shareholders Funds | 1,905 | 2,013 | 1,921 |
| Gearing | 13.1% | -8.5% | -2.0% |
Net debt reached €250 mn at the end of September, with a gearing of 13.1%.
4. Cash Flow
| (Million Euro) | 9M 18 | 9M 17 |
|---|---|---|
| EBITDA | 709 | 669 |
| Interest Payment | -17 | -11 |
| Other Financial Items | 0 | 0 |
| Income Tax | -122 | -123 |
| Funds From Operations | 570 | 536 |
| Capex Payment | -528 | -468 |
| Change in Working Capital | -53 | 19 |
| Others | -5 | -4 |
| Free Cash-Flow | -16 | 83 |
Cash-flow in the nine months was negative at €16 mn, reflecting faster capex execution than in 2017 and a base effect on working capital.
5. Investment
| (Million Euro) | 9M 18 | Weight | 9M 17 | Weight |
|---|---|---|---|---|
| Biedronka | 283 | 59% | 174 | 41% |
| Distribution Portugal | 80 | 17% | 82 | 19% |
| Ara | 75 | 16% | 112 | 27% |
| Others | 38 | 8% | 54 | 13% |
| Total CAPEX | 476 | 100% | 422 | 100% |
Group capex amounted to €476 mn, of which 59% were invested in Biedronka and 16% in Ara.
6. Outlook for 2018
The sales performance in our three geographies strengthened our market shares and reinforced our competitiveness in the first nine months of the year.
In Poland, we remain positive about the economic environment and consumer outlook. Biedronka will continue to adjust to changes in the weekly sales pattern caused by the Sunday ban. During this adjustment period, the Company is particularly focused on reinforcing its market position while preserving the effectiveness and efficiency of its business model. Also, the economic growth in the country – one of the strongest in Europe – supports our interest in executing our store opening plan for the year with the addition, in the fourth Quarter, of 40 to 50 new locations.
Pingo Doce and Recheio will strive to reinforce market positions in an environment that should remain favourable for the rest of the year.
In Colombia, Ara will execute its ambitious expansion plan for 2018 with the opening of c.65 stores in the final Quarter.
We reiterate our previous guidance for Ara and Hebe's combined losses. At the EBITDA level, we expect these losses to be slightly lower than in 2017, at constant exchange rates.
Group capex for the year is expected to reach €700-750 million. This level of investment in new and established businesses reflects our strong progress this year and our confidence in our plans for the future.
Lisbon, 29 October 2018
The Board of Directors
II – CONSOLIDATED MANAGEMENT REPORT APPENDIX
1. Sales Evolution
| Total Sales Growth | LFL Sales Growth | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Q1 18 | Q2 18 | H1 18 | Q3 18 | 9M 18 | Q1 18 | Q2 18 | H1 18 | Q3 18 | 9M 18 | |
| Biedronka | ||||||||||
| Euro | 15.6% | 2.2% | 8.6% | 2.6% | 6.5% | |||||
| PLN | 11.9% | 3.3% | 7.5% | 3.7% | 6.2% | 8.6% | 0.6% | 4.5% | 0.8% | 3.2% |
| Pingo Doce | 7.1% | 2.3% | 4.6% | 6.0% | 5.1% | 5.8% | 0.7% | 3.1% | 4.7% | 3.7% |
| Ex-Fuel | 7.7% | 2.4% | 4.9% | 5.9% | 5.3% | 6.4% | 0.7% | 3.4% | 4.6% | 3.8% |
| Recheio | 4.2% | 2.9% | 3.5% | 3.6% | 3.5% | 3.6% | 2.6% | 3.0% | 4.9% | 3.7% |
2. Stores Network
| Openings 2017 |
Closings | 9M 17 | ||||||
|---|---|---|---|---|---|---|---|---|
| Number of Stores | Q1 18 | Q2 18 | Q3 18 | 9M 18 | 9M 18 | |||
| Biedronka | 2,823 | 11 | 19 | 24 | 27 | 2,850 | 2,753 | |
| Pingo Doce | 422 | 0 | 3 | 5 | 0 | 430 | 419 | |
| Recheio | 43 | 0 | 1 | 0 | 2 | 42 | 43 | |
| Ara | 389 | 25 | 25 | 36 | 0 | 475 | 312 | |
| Hebe | 182 | 11 | 9 | 7 | 2 | 207 | 166 |
| Sales Area (sqm) | 2017 | Openings | Closings/ Remodellings |
9M 18 | 9M 17 | ||
|---|---|---|---|---|---|---|---|
| Q1 18 | Q2 18 | Q3 18 | 9M 18 | ||||
| Biedronka* | 1,853,075 | 8,378 | 14,676 | 19,405 | 6,734 | 1,888,800 | 1,802,607 |
| Pingo Doce | 503,897 | 0 | 764 | 2,456 | 0 | 507,117 | 500,075 |
| Recheio | 131,997 | 0 | 3,942 | 0 | 2,113 | 133,826 | 131,997 |
| Ara | 133,692 | 9,010 | 8,939 | 12,185 | 0 | 163,827 | 105,229 |
| Hebe | 43,053 | 2,719 | 2,376 | 1,746 | 462 | 49,431 | 39,001 |
* Restated figure from 1,856,992 published in 2017 FY
3. EBITDA and EBITDA Margin Breakdown
| (Million Euro) | 9M 18 | Mg | 9M 17 | Mg |
|---|---|---|---|---|
| Biedronka | 622 | 7.2% | 583 | 7.2% |
| Distribution Portugal | 178 | 5.0% | 177 | 5.2% |
| Others & Cons. Adjustments | -90 | n.a. | -91 | n.a. |
| JM Consolidated | 709 | 5.5% | 669 | 5.6% |
4. Financial Costs Breakdown
| (Million Euro) | 9M 18 | 9M 17 |
|---|---|---|
| Net Interest | -15 | -9 |
| Exchange Differences | -1 | 2 |
| Others | -4 | -3 |
| Financial Results | -19 | -9 |
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).
Gearing: Net Debt / Shareholder Funds.
6. P&L – Reconciliation Note
(Following ESMA guidelines on Alternative Performance Measures from October 2015)
| Income Statement (page 4) |
Income Statement by Functions in the Consolidated Report & Accounts - First Nine Months 2018 Results |
|---|---|
| Net Sales and Services | Net sales and services |
| Gross Profit | Gross profit |
| Operating Costs | Includes headings of Distribution costs; Administrative costs; Other operating costs and excludes Depreciations of €-269.4 mn |
| EBITDA | |
| Depreciation | Value reflected in the Other operating costs by nature note |
| EBIT | |
| Net Financial Costs | Net financial costs |
| Gains in Joint Ventures and Associates | Gains (Losses) in joint ventures and associates |
| Other Profits/Losses | Includes headings of Other operating profits/losses; Gains in disposal of business and Gains/Losses in other investments |
| EBT | |
| Income Tax | Income tax |
| Net Profit | |
| Non-Controlling Interests | Non-Controlling interests |
| Net Profit Attributable to JM |
7. Balance Sheet - Reconciliation Note
(Following ESMA guidelines on Alternative Performance Measures from October 2015)
| Balance Sheet (page 6) |
Balance Sheet in the Consolidated Report & Accounts - First Nine Months 2018 Results |
|---|---|
| Net Goodwill | Included in the heading of Intangible assets |
| Net Fixed Assets | Includes the headings Tangible and Intangible assets excluding the Net goodwill value (€639.2 mn) |
| Total Working Capital | Includes the headings Current trade debtors, Accrued income and Deferred costs; Inventories; Biological assets; Trade creditors, Accrued costs and Deferred income; Employee benefits; the value of €3.9 mn Cash and cash equivalents (note - Cash and cash equivalents) and the value of €-7.0 mn related to 'Others' due to its operational nature. Excludes the value of €-2.8 mn related to Interest accruals and deferrals (note - Financial debt) |
| Others | Includes the headings Investment property; Investments in joint ventures and associates; Other financial investments; Non-Current trade debtors, Accrued income and Deferred costs; Deferred tax assets and liabilities; Income tax receivable and payable; and Provisions for risks and contingencies. |
| Excludes the value of €34.4 mn related to collateral deposits associated to Financial debt (note - Trade debtors, Accrued income and Deferred costs); and also the value of €-7.0 mn related to Others due to its operational nature |
|
| Invested Capital | |
| Total Borrowings | Includes the heading Borrowings excluding Leasings |
| Leasings | Value reflected in Borrowings note |
| Accrued Interest & Hedging | Includes the heading Derivative financial instruments and the value of €-2.8 mn related to Interest accruals and deferrals (value reflected in note - Financial debt) |
| Marketable Sec. & Bank Deposits | Includes the heading Cash and cash equivalents and the value of €34.4 mn related to collateral deposits associated to Financial debt (reflected in Trade debtors note) and excludes the value of €3.9 mn in Cash and cash equivalents (reflected in note - Cash and cash equivalents) |
| Net Debt | |
| Non-Controlling Interests | Non-Controlling interests |
| Share Capital | Share capital |
| Reserves and Retained Earnings | Includes the heading Share premium, Own shares, Other reserves and Retained earnings |
| Shareholders' Funds |
8. Cash Flow - Reconciliation Note
(Following ESMA guidelines on Alternative Performance Measures from October 2015)
| Cash Flow (page 6) |
Cash Flow in the Consolidated Report & Accounts - First Nine Months 2018 Results |
|---|---|
| EBITDA | Included in the heading of Cash generated from operations |
| Interest Payment | Includes the headings of Interest paid and Interest received |
| Other Financial Items | Dividends received |
| Income Tax | Income tax paid |
| Funds from Operations | |
| Capex Payment | Includes the headings Disposal of tangible assets; Disposal of intangible assets; Disposal of financial and investment property; Acquisition of tangible fixed assets; Acquisition of intangible assets; Acquisition of financial investments and investment property |
| Change in Working Capital | Included in the heading of Cash generated from operations |
| Others | Includes the headings disposal of business (when applicable), being the remaining amount included in the heading Cash generated from operations |
| Free Cash-Flow |
9. 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. are not 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 30 SEPTEMBER 2018 AND 2017
| Euro thousand | |||||
|---|---|---|---|---|---|
| Notes | 9 Months 2018 |
9 Months 2017 |
3rd Quarter 2018 |
3rd Quarter 2017 |
|
| Sales and services rendered | 3 | 12,799,933 | 11,926,147 | 4,374,245 | 4,172,396 |
| Cost of sales | 4 | (10,030,836) | (9,398,988) | (3,416,247) | (3,279,004) |
| Gross profit | 2,769,097 | 2,527,159 | 957,998 | 893,392 | |
| Distribution costs | 4 | (2,127,224) | (1,911,315) | (716,865) | (656,518) |
| Administrative costs | 4 | (201,946) | (188,150) | (69,000) | (65,092) |
| Other operating profits/losses | 4 | (7,076) | (11,286) | (2,219) | (3,799) |
| Operating profit | 432,851 | 416,408 | 169,914 | 167,983 | |
| Net financial costs | 5 | (19,452) | (8,945) | (6,104) | (5,365) |
| Gains in joint ventures and associates | 133 | (3) | 134 | (1) | |
| Gains/ losses in other investments | - | 2 | - | - | |
| Profit before taxes | 413,532 | 407,462 | 163,944 | 162,617 | |
| Income tax | 6 | (102,258) | (101,228) | (39,536) | (38,924) |
| Profit before non-controlling interests | 311,274 | 306,234 | 124,408 | 123,693 | |
| Attributable to: | |||||
| Non-controlling interests | 19,174 | 20,975 | 12,049 | 11,438 | |
| Jerónimo Martins Shareholders | 292,100 | 285,259 | 112,359 | 112,255 | |
| Basic and diluted earnings per share - Euros | 13 | 0.4648 | 0.4539 | 0.1788 | 0.1786 |
To be read with the attached notes to the consolidated financial statements
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
| Euro thousand | |||||
|---|---|---|---|---|---|
| Notes | 9 Months 2018 |
9 Months 2017 |
3rd Quarter 2018 |
3rd Quarter 2017 |
|
| Net profit | 311,274 | 306,234 | 124,408 | 123,693 | |
| Other comprehensive income: | |||||
| Items that will not be reclassified to profit or loss | - | - | - | - | |
| Currency translation differences | (21,954) | 33,936 | 18,635 | (15,896) | |
| Change in fair value of cash flow hedges | (199) | 501 | (4) | (7) | |
| Change in fair value of hedging instruments on foreign operations | 3,691 | (13,948) | - | 66 | |
| Related tax | 238 | (247) | (178) | 24 | |
| Items that may be reclassified to profit or loss | (18,224) | 20,242 | 18,453 | (15,813) | |
| Other comprehensive income, net of income tax | (18,224) | 20,242 | 18,453 | (15,813) | |
| Total comprehensive income | 293,050 | 326,476 | 142,861 | 107,880 | |
| Attributable to: | |||||
| Non-controlling interests | 19,174 | 20,975 | 12,049 | 11,438 | |
| Jerónimo Martins Shareholders | 273,876 | 305,501 | 130,812 | 96,442 | |
| Total comprehensive income | 293,050 | 326,476 | 142,861 | 107,880 |
To be read with the attached notes to the consolidated financial statements
CONSOLIDATED BALANCE SHEET AT 30 SEPTEMBER 2018 AND 31 DECEMBER 2017
| Euro thousand | |||
|---|---|---|---|
| Notes | September 2018 |
December 2017 |
|
| Assets | |||
| Tangible assets | 7 | 3,640,149 | 3,474,835 |
| Intangible assets | 7 | 796,453 | 811,040 |
| Investment property | 7 | 11,686 | 13,714 |
| Investments in joint ventures and associates | 3,190 | 1,557 | |
| Other financial investements | 1,321 | 1,417 | |
| Trade debtors, accrued income and deferred costs | 9 | 106,257 | 111,383 |
| Derivative financial instruments | 8 | 23 | 227 |
| Deferred tax assets | 116,675 | 106,025 | |
| Total non-current assets | 4,675,754 | 4,520,198 | |
| Inventories | 839,874 | 841,565 | |
| Biological assets | 6,452 | 5,498 | |
| Income tax receivable | 3,180 | 5,094 | |
| Trade debtors, accrued income and deferred costs | 9 | 465,246 | 387,833 |
| Derivative financial instruments | 8 | 60 | 294 |
| Cash and cash equivalents | 10 | 342,424 | 681,333 |
| Total current assets | 1,657,236 | 1,921,617 | |
| Total assets | 6,332,990 | 6,441,815 | |
| Shareholders' equity and liabilities | |||
| Share capital | 629,293 | 629,293 | |
| Share premium | 22,452 | 22,452 | |
| Own shares | (6,060) | (6,060) | |
| Other reserves | (69,333) | (51,109) | |
| Retained earnings | 1,100,189 | 1,193,319 | |
| 1,676,541 | 1,787,895 | ||
| Non-controlling interests | 228,666 | 225,298 | |
| Total Shareholders' equity | 1,905,207 | 2,013,193 | |
| Borrowings | 14 | 177,970 | 237,762 |
| Trade creditors, accrued costs and deferred income | 16 | 776 | 779 |
| Employee benefits | 15 | 69,572 | 66,482 |
| Provisions for risks and contingencies | 15 | 28,689 | 29,308 |
| Deferred tax liabilities | 94,344 | 71,579 | |
| Total non-current liabilities | 371,351 | 405,910 | |
| Borrowings | 14 | 441,971 | 299,505 |
| Trade creditors, accrued costs and deferred income | 16 | 3,595,899 | 3,662,293 |
| Derivative financial instruments | 8 | 565 | 2,805 |
| Income tax payable | 17,997 | 58,109 | |
| Total current liabilities | 4,056,432 | 4,022,712 | |
| Total Shareholders' equity and liabilities | 6,332,990 | 6,441,815 |
To be read with the attached notes to the consolidated financial statements
CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS´EQUITY
| Euro thousand | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Shareholders' equity attributable to Shareholders of Jerónimo Martins, SGPS, S.A. | |||||||||
| Other reserves | |||||||||
| Share capital | Share premium |
Own shares | Cash flow hedge |
Currency translation reserves |
Retained earnings |
Total | Non-controlling interests |
Shareholders' equity |
|
| Balance Sheet as at 1 January 2017 | 629,293 | 22,452 | (6,060) | (237) | (96,628) | 1,189,191 | 1,738,011 | 252,500 | 1,990,511 |
| Equity changes in 2017 | |||||||||
| Currency translation differences | (6) | 33,790 | 33,784 | 33,784 | |||||
| Change in fair value of cash flow hedging | 406 | 406 | 406 | ||||||
| Change in fair value of hedging instruments on foreign operations |
(13,948) | (13,948) | (13,948) | ||||||
| Other comprehensive income | - | - | - | 400 | 19,842 | - | 20,242 | - | 20,242 |
| Net profit | 285,259 | 285,259 | 20,975 | 306,234 | |||||
| Total comprehensive income | - | - | - | 400 | 19,842 | 285,259 | 305,501 | 20,975 | 326,476 |
| Dividends | (380,203) | (380,203) | (15,480) | (395,683) | |||||
| Balance Sheet as at 30 September 2017 | 629,293 | 22,452 | (6,060) | 163 | (76,786) | 1,094,247 | 1,663,309 | 257,995 | 1,921,304 |
| Balance Sheet as at 1 January 2018 | 629,293 | 22,452 | (6,060) | 184 | (51,293) | 1,193,319 | 1,787,895 | 225,298 | 2,013,193 |
| Equity changes in 2018 | |||||||||
| Currency translation differences | (4) | (21,750) | (21,754) | (21,754) | |||||
| Change in fair value of cash flow hedging | (161) | (161) | (161) | ||||||
| Change in fair value of hedging instruments on foreign operations |
3,691 | 3,691 | 3,691 | ||||||
| Other comprehensive income | - | - | - | (165) | (18,059) | - | (18,224) | - | (18,224) |
| Net profit | 292,100 | 292,100 | 19,174 | 311,274 | |||||
| Total comprehensive income | - | - | - | (165) | (18,059) | 292,100 | 273,876 | 19,174 | 293,050 |
| Dividends (note 12) | (385,230) | (385,230) | (15,806) | (401,036) | |||||
| Balance Sheet as at 30 September 2018 | 629,293 | 22,452 | (6,060) | 19 | (69,352) | 1,100,189 | 1,676,541 | 228,666 | 1,905,207 |
To be read with the attached notes to the consolidated financial statements
CONSOLIDATED CASH FLOW STATEMENT FOR 30 SEPTEMBER 2018 AND 2017
| Euro thousand | |||
|---|---|---|---|
| Notes | 9 Months 2018 |
9 Months 2017 |
|
| Operating Activities | |||
| Cash received from customers | 14,427,545 | 13,437,544 | |
| Cash paid to suppliers | (12,710,077) | (11,826,431) | |
| Cash paid to employees | (1,067,855) | (925,411) | |
| Cash generated from operations | 11 | 649,613 | 685,702 |
| Interest paid | (18,521) | (13,744) | |
| Income taxes paid | (122,026) | (122,727) | |
| Cash flow from operating activities | 509,066 | 549,231 | |
| Investment activities | |||
| Disposals of tangible fixed assets | 1,545 | 1,617 | |
| Disposals of other financial investments and investment property | 2,096 | 187 | |
| Interest received | 1,490 | 2,370 | |
| Dividends received | 46 | 79 | |
| Acquisition of tangible fixed assets | (522,811) | (459,112) | |
| Acquisition of intangible assets | (7,245) | (9,095) | |
| Acquisition of financial investments and investment property | - | (551) | |
| Acquisition of joint ventures and associates | (1,500) | (1,000) | |
| Cash flow from investment activities | (526,379) | (465,505) | |
| Financing activities | |||
| Net change in loans | 14 | 84,947 | 171,153 |
| Dividends paid | 12 | (400,999) | (395,553) |
| Cash flow from financing activities | (316,052) | (224,400) | |
| Net changes in cash and cash equivalents | (333,365) | (140,674) | |
| Cash and cash equivalents changes | |||
| Cash and cash equivalents at the beginning of the year | 681,333 | 643,512 | |
| Net changes in cash and cash equivalents | (333,365) | (140,674) | |
| Effect of currency translation differences | (5,544) | 6,422 | |
| Cash and cash equivalents at the end of 9 Months | 10 | 342,424 | 509,260 |
To be read with the attached notes to the consolidated financial statements
CONSOLIDATED CASH FLOW STATEMENT FOR THE INTERIM PERIOD
| Euro thousand | ||||
|---|---|---|---|---|
| 9 Months 2018 |
9 Months 2017 |
3rd Quarter 2018 |
3rd Quarter 2017 |
|
| Cash Flow from operating activities | 509,066 | 549,231 | 311,499 | 303,042 |
| Cash Flow from investment activities | (526,379) | (465,505) | (191,060) | (179,273) |
| Cash Flow from financing activities | (316,052) | (224,400) | (3,238) | 27,060 |
| Cash and cash equivalents changes | (333,365) | (140,674) | 117,201 | 150,829 |
| 2. | Accounting policies17 | |
|---|---|---|
| 3. | Segments reporting 20 | |
| 4. | Operating costs by nature 21 | |
| 5. | Net financial costs21 | |
| 6. | Income tax recognised in the income statement 22 | |
| 7. | Tangible assets, intangible assets and investment property 22 | |
| 8. | Derivative financial instruments23 | |
| 9. | Trade debtors, accrued income and deferred costs 23 | |
| 10. | Cash and cash equivalents 23 | |
| 11. | Cash generated from operations 24 | |
| 12. | Dividends 24 | |
| 13. | Basic and diluted earnings per share24 | |
| 14. | Borrowings24 | |
| 15 | Provisions and employee benefits 25 | |
| 16 | Trade creditors, accrued costs and deferred income 26 | |
| 17 | Contingencies, contingent assets and contingent liabilities 26 | |
| 18 | Related parties 26 | |
| 19 | Events after the balance sheet date 27 |
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 operates in the food area, particularly in the distribution and sale of food and other fast-moving consumer goods products. The Group has operations 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 29 October 2018.
2. Accounting policies
2.1 Basis for preparation
All amounts are shown in thousand euros (EUR thousand) unless otherwise stated.
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, except for the adoption of new standards, amendments and interpretations, effective as of 1 January 2018, and 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 2017 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 2017 Annual Report, point 31 - 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 nine months of 2018, 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.
Change in accounting policies and basis for presentation:
2.1.1. New standards, amendments and interpretations adopted by the Group
Between January 2016 and March 2018, the EU issued the following Regulations, which were adopted by the Group from 1 January 2018:
| EU Regulation | IASB Standard or IFRIC Interpretation endorsed by EU |
Issued in | Mandatory for financial years beginning on or after |
|---|---|---|---|
| Regulation no. 1905/2016 | IFRS 15 Revenue from Contracts with Customers (new) | May 2014 | 1January 2018 |
| Regulation no. 2067/2016 | IFRS 9 Financial Instruments (new) | July 2014 | 1January 2018 |
| Regulation no. 1987/2017 | IFRS 15 Revenue from Contracts with Customers: Clarifications (amendment) |
April 2016 | 1January 2018 |
| Regulation no. 1988/2017 | IFRS 4 Insurance Contracts: Applying IFRS 9 Financial Instruments with IFRS 4 Insurance Contracts (amendment) |
September 2016 | 1January 2018 |
| Regulation no. 182/2018 | Annual Improvements to IFRS's 2014–2016 Cycle: IFRS 1 First Time Adoption of International Financial Reporting Standards and IAS 28 Investments in Associates and Joint Ventures (amendment) |
December 2016 | 1January 2018 |
| Regulation no. 289/2018 | IFRS 2 Share-based Payment: Classification and Measurement of Transactions (Amendment) |
June 2016 | 1January 2018 |
| Regulation no. 400/2018 | IAS 40 Investment Property: Transfers (Amendment) | June 2016 | 1January 2018 |
| Regulation no. 519/2018 | IFRIC 22 Foreign Currency Transactions and Advance Consideration (New) |
December 2016 | 1January 2018 |
The Group adopted the amendments to the existing accounting standards before the beginning of 2018, with no significant impact on its Consolidated Financial Statements.
The Group adopted for the first time the new standards IFRS 15 Revenue from Contracts with Customers and IFRS 9 Financial Instruments, with no restatement of the comparative Financial Statements. As required by IAS 34, the nature and effect of these changes are disclosed below:
IFRS 15 Revenue from Contracts with Customers
IFRS 15 supersedes IAS 11 Construction Contracts, IAS 18 Revenue and related Interpretations and it applies to all revenue arising from contracts with customers, unless those contracts are in the scope of other standards. The new standard establishes a five-step model to account for revenue arising from contracts with customers. According with the standard, revenue is recognized at the amount that reflects the consideration to which an entity expects to be entitled in exchange for transferring goods or services to a customer.
The Group adopted this new standard from 1 January 2018, using the modified retrospective method, with the cumulative effect of the adoption of this standard recognized in the Group's Retained earnings at that date. From the adoption, there was no effect in the Group's Retained earnings at that date.
According with the modified retrospective method, IFRS 15 was applied only to contracts that were not completed at the date of initial adoption, the practical expedient related with contract modifications was not used.
In preparing to adopt and applying IFRS 15, the Group considered the following relevant aspects:
i) Sale of goods
In most of Groups' sales of goods, there is only one performance obligation, resulting in the immediate recognition of revenue with the delivery of the goods to the customer.
A performance obligation is a promise to transfer to the customer goods or services that are distinct.
When there are promotional campaigns that offer, to the customers, performance obligations to be satisfied in future moments, the Group defers the portion of revenue related to the future obligation, and revenue is recognized in profit or loss only when that future obligation is satisfied or expires.
The Group also implemented loyalty programs using customer cards. According to IFRIC 13 Customer Loyalty Programmes, the Group estimates, for sales made using the customer card, the fair value of the benefits attributed to customers, and the revenue is deferred until the moment the benefit is satisfied or expires.
The deferred revenue related with future performance obligations, is shown in the Balance Sheet in the line "Trade creditors, accrued costs and deferred income", and is detailed in the Notes to the Consolidated Financial Statements in an autonomous line designated "Contract liabilities with customers".
Some sales to customers include commercial discounts based on quantity purchased. The Group recognizes the revenue from the sale of goods net of the estimated commercial discount expected to be achieved by the customer for the entire year.
The responsibility with commercial volume discounts expected to be delivered to customers in a future moment is also shown in the line "Trade creditors, accrued costs and deferred income", and is detailed in the Notes to the Consolidated Financial Statements in an autonomous line designated "Contract liabilities with customers".
The application of IFRS 15 did not had a significant impact on how the Group recognizes the revenue from sales of goods to customers.
ii) Rights of return
With the application of IFRS 15, in the sales to customers should be estimated the goods that could be returned by customers, being recognized: a) a responsibility of return, represented by the obligation to deliver to the customer the amount related to the goods returned; and b) a return asset - with adjustment of cost of sales - for the right to receive the goods returned by the customer.
The returns of assets whose responsibility is assumed directly by the Group, does not have the materiality that can impact significantly the Consolidated Financial Statements of the Group.
iii) Warranty obligations
In the sale of goods, the Group provides the warranties arising from the Law, together with the suppliers, and does not sell extensions of warranties that should be recognized as a separate performance obligation.
In this sense, also regarding this aspect, the adoption of IFRS 15 did not had any significant impact on the Group's Consolidated Financial Statements.
iv) The Group as principal or agent
The Group operates in some stores outside the major urban areas through Commercial Mandate contracts celebrated with third parties, with the Group acting as principal, recognizing to that extent the full revenue from sales of these stores.
The application of IFRS 15 did not changed the Group's designation as principal, so it continues to recognize the sales revenue from this group of stores.
IFRS 9 Financial Instruments
The new standard IFRS 9 Financial Instruments that replaces IAS 39 Financial Instruments: Recognition and Measurement, is mainly focused on the following aspects: i) Classification and measurement; ii) Impairment; and iii) Hedge accounting.
The Group adopted this new standard using the retrospective method from 1 January 2018, date when its adoption became mandatory, without restatement of comparative information, nor any effect being recognized in the Group Retained earnings at that date.
i) Classification and measurement
The application of the classification and measurement requirements of IFRS 9, did not have any significant impact on its Consolidated Financial Statements.
ii) Impairment
IFRS 9 requires the Group to record expected credit losses on trade receivables, based on an expected losses model (either on a 12-month expected losses or lifetime basis expected losses), replacing the incurred losses model under IAS 39. The Group applied the simplified approach to trade receivables, recognizing the estimated losses for the entire life of the receivables.
Group's accounting policy already provided for the recognition of a general impairment charge on trade receivables, considering the uncollectable history of each business.
In addition, considering that most of the Group's sales are made on a cash basis, the application of this new impairment recognition model did not have any material impact on its Consolidated Financial Statements.
iii) Hedge accounting
The Group determined that all hedging relationships that were designated as hedge under IAS 39 will continue to qualify as hedge accounting with the adoption of IFRS 9, hence, the application of IFRS 9 hedge requirements did not have any significant impact on the Group's Consolidated Financial Statements.
2.1.2 New standards, amendments and interpretations endorsed by EU but not effective for the financial year beginning 1 January 2018 and not early adopted
The EU endorsed in 2018 several amendments, issued by IASB, to be applied in subsequent periods:
| EU Regulation | IASB Standard or IFRIC Interpretation endorsed by EU |
Issued in | Mandatory for financial years beginning on or after |
|---|---|---|---|
| Regulation no. 498/2018 | IFRS 9 Financial Instruments: Prepayment Features with Negative Compensation (Amendments) |
October 2017 | 1January 2019 |
These amendments are effective for annual periods beginning on or after 1 January 2019 and have not been applied anticipatedly in preparing these Consolidated Financial Statements. They are not expected to have a significant impact on the Group's Consolidated Financial Statements.
2.1.3 New standards, amendments and interpretations issued by IASB and IFRIC, but not yet endorsed by EU
IASB issued in 2018 the following 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 |
|---|---|---|
| IAS 19: Plan Amendment, Curtailment or Settlement (Amendments) | February 2018 | 1 January 2019 |
| Amendments to References to the Conceptual Framework in IFRS Standards (Amendments) | March 2018 | 1 January 2020 |
Management is evaluating the impact of adopting the amendments and does not expect any significant impact on the Group's Consolidated Financial Statements.
2.2. 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 on the Company's equity.
The main exchange rates applied on the balance sheet date are as follows:
| Euro foreign exchange reference rates | Polish Zloty | Swiss Franc | Colombian Peso |
|---|---|---|---|
| ( x foreign exchange units per 1 euro ) | (PLN) | (CHF) | (COP) |
| Rate at 30 September 2018 | 4.2774 | 1.1316 | 3,460.7400 |
| Average rate for the period | 4.2483 | - | 3,445.4300 |
| Rate at 30 September 2017 | 4.3042 | 1.1457 | 3,472.2300 |
| Average rate for the period | 4.2627 | - | 3,284.1600 |
3. Segments reporting
Segment information is presented in accordance with internal reporting to Management. Based on this report, the Management evaluates the performance of each segment and allocates the available resources.
Management monitors the performance of the business based on a geographical and business perspective. 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 which due to their low materiality, 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 which operates under the Biedronka banner;
- Others, eliminations and adjustments: includes i) business units with reduced materiality (Coffee Shops, Chocolate Stores and Agribusiness 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 results recognised under the heading other operating profits/losses.
Detailed Information by Business Segments at September 2018 and 2017
| Portugal Distribution | Poland Distribution | Others, eliminations and adjustments |
Total JM Consolidated | |||||
|---|---|---|---|---|---|---|---|---|
| 2018 | 2017 | 2018 | 2017 | 2018 | 2017 | 2018 | 2017 | |
| Net sales and services | 3,571,803 | 3,409,538 | 8,632,451 | 8,102,673 | 595,679 | 413,936 | 12,799,933 | 11,926,147 |
| Inter-segments | 442 | 51 | 1,052 | 1,085 | (1,494) | (1,136) | - | - |
| External customers | 3,571,361 | 3,409,487 | 8,631,399 | 8,101,588 | 597,173 | 415,072 | 12,799,933 | 11,926,147 |
| Operational cash flow (EBITDA) | 177,655 | 176,564 | 621,565 | 583,331 | (89,862) | (90,686) | 709,358 | 669,209 |
| Depreciations and amortisations | (84,929) | (83,167) | (160,434) | (140,762) | (24,068) | (17,586) | (269,431) | (241,515) |
| Earnings before interest and taxes (EBIT) | 92,726 | 93,397 | 461,131 | 442,569 | (113,930) | (108,272) | 439,927 | 427,694 |
| Other operating profits/losses | (7,076) | (11,286) | ||||||
| Financial results and gains in investments | (19,319) | (8,946) | ||||||
| Income tax | (102,258) | (101,228) | ||||||
| Net result attributable to JM | 292,100 | 285,259 | ||||||
| Total assets (1) | 2,553,856 | 2,189,269 | 3,568,523 | 3,743,785 | 210,611 | 508,761 | 6,332,990 | 6,441,815 |
| Total liabilities (1) | 2,076,765 | 1,724,394 | 2,700,434 | 2,762,900 | (349,416) | (58,672) | 4,427,783 | 4,428,622 |
| Investments in fixed assets | 80,026 | 81,578 | 282,614 | 173,694 | 111,615 | 166,337 | 474,255 | 421,609 |
(1) The comparative report is 31th December of 2017
Reconciliation between EBIT and Operational Result
| Sep 2018 | Sep 2017 | |
|---|---|---|
| EBIT | 439,927 | 427,694 |
| Other operating profits/losses | (7,076) | (11,286) |
| Operational result | 432,851 | 416,408 |
4. Operating costs by nature
| Sep 2018 | Sep 2017 | |
|---|---|---|
| Cost of goods sold and materials consumed | 10,022,112 | 9,392,164 |
| Changes in inventories of finished goods and work in progress | (6,884) | (1,747) |
| Net cash discount and interest paid to suppliers | (23,774) | (25,843) |
| Electronic payment commissions | 23,981 | 21,020 |
| Other supplementary costs | 3,354 | 2,221 |
| Supplies and services | 464,674 | 444,285 |
| Advertising costs | 77,155 | 78,515 |
| Rents | 291,571 | 267,680 |
| Staff costs | 1,085,594 | 949,388 |
| Depreciations and amortisations | 269,431 | 241,517 |
| Profit/loss with tangible and intangible assets | 1,757 | 8,218 |
| Transportation costs | 139,129 | 125,147 |
| Other natures of profit/loss | 18,982 | 7,174 |
| Total | 12,367,082 | 11,509,739 |
4.1 Other operating profits/losses
Operating costs by nature include the following other operating losses and gains considered material, which are excluded from the Group's performance indicators, to assure a better comparability between financial periods:
| Sep 2018 | Sep 2017 | |
|---|---|---|
| Losses from organizational restructuring programmes | (6,330) | (5,103) |
| Assets write-offs and gains/losses in sale of tangible assets | (746) | (2,835) |
| Donations of educational sponsorship | - | (3,000) |
| Others | - | (348) |
| Total | (7,076) | (11,286) |
5. Net financial costs
| Sep 2018 | Sep 2017 | |
|---|---|---|
| Interest expense | (16,043) | (11,025) |
| Interest received | 1,445 | 2,365 |
| Dividends | 46 | 79 |
| Net foreign exchange | (1,112) | 2,909 |
| Other financial gains and losses | (3,127) | (3,063) |
| Fair value of financial investments held for trade: | ||
| Derivative instruments (nota 8) | (661) | (210) |
| Total | (19,452) | (8,945) |
The interest expense heading includes the interest regarding loans measured at amortised cost, as well as interest on cash flow hedging instruments.
Other financial costs and gains include costs with debt issued by the Group, booked in results through effective interest method.
6. Income tax recognised in the income statement
| Sep 2018 | Sep 2017 | |
|---|---|---|
| Current income tax | ||
| Current tax of the year | (93,796) | (106,430) |
| Adjustment to prior year estimation | (1,786) | 1,724 |
| (95,582) | (104,706) | |
| Deferred tax | ||
| Temporary differences created and reversed | (13,723) | 2,031 |
| Change to the recoverable amount of tax losses and temporary differences from previous years | 1,369 | 239 |
| (12,354) | 2,270 | |
| Other gains/losses related to tax | ||
| Impact of changes in estimates for tax litigations | 5,678 | 1,208 |
| 5,678 | 1,208 | |
| Total income tax | (102,258) | (101,228) |
In 2018, JMH reviewed the probabilities of success of the tax litigations processes. The net effect from expected gains and potential losses is disclosed as other gains (losses) related to taxes.
Income tax expense is calculated based on the weighted average annual income tax rate expected for the year.
In 2018 the income tax rates for Group companies were the same applied in 2017, except for Jerónimo Martins Colombia, where the rate decreased from 34% in 2017 to 33%.
7. Tangible assets, intangible assets and investment property
| Tangible assets | Intangible assets | Investment property |
Total | |
|---|---|---|---|---|
| Net value at 31 December 2017 | 3,474,835 | 811,040 | 13,714 | 4,299,589 |
| Foreign exchange differences | (40,230) | (10,547) | - | (50,777) |
| Increases | 466,999 | 7,256 | - | 474,255 |
| Disposals and write-offs | (3,299) | (21) | (2,000) | (5,320) |
| Transfers | 1,328 | (1,328) | - | - |
| Depreciation and impairment losses | (259,484) | (9,947) | - | (269,431) |
| Fair value changes | - | - | (28) | (28) |
| Net value at 30 September 2018 | 3,640,149 | 796,453 | 11,686 | 4,448,288 |
Net value of intangible assets at 30 September 2018 include Goodwill amounted EUR 639,209 thousand.
Due to currency translation adjustment of the assets in the Group's businesses reported in foreign currency, the net amount of tangible and intangible assets decreased by EUR 50,577 thousand, which includes a decreased of EUR 7,423 thousand related to Goodwill from businesses in Poland.
8. Derivative financial instruments
| Notional | Sep 2018 | Dec 2017 | ||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Assets | Liabilities | Notional | Assets | Liabilities | ||||||
| Current | Non current |
Current | Non current |
Current | Non current |
Current | Non current |
|||
| Derivatives held for trading | ||||||||||
| Currency forwards - stock purchase (PLN/EUR) | 77 million EUR |
- | - | 561 | - | 28 million EUR |
- | - | 269 | - |
| Currency forwards - stock purchase (PLN/USD) | 13 million USD |
60 | - | 4 | - | - | - | - | - | |
| Currency forwards - intercompany loans (PLN) | - | - | - | - | - | 75 million EUR |
294 | - | - | - |
| Cash flow hedging derivatives | ||||||||||
| Interest rate swap (PLN) | 180 million PLN |
- | 23 | - | - | 189 million PLN |
- | 227 | - | - |
| Foreign operation investments hedging derivatives | ||||||||||
| Currency forwards (PLN) | - | - | - | - | - | 600 million PLN |
- | - | 2,536 | - |
| Total derivatives held for trading | 60 | - | 565 | - | 294 | - | 269 | - | ||
| Total hedging derivatives | - | 23 | - | - | - | 227 | 2,536 | - | ||
| Total assets/liabilities derivatives | 60 | 23 | 565 | - | 294 | 227 | 2,805 | - |
9. Trade debtors, accrued income and deferred costs
| Sep 2018 | Dec 2017 | |
|---|---|---|
| Non-current | ||
| Other debtors | 70,144 | 74,664 |
| Collateral deposits associated to financial debt | 34,367 | 34,367 |
| Deferred costs | 1,746 | 2,352 |
| Total | 106,257 | 111,383 |
| Current | ||
| Commercial customers | 62,170 | 56,424 |
| Other debtors | 112,304 | 122,316 |
| Other taxes receivable | 9,367 | 16,019 |
| Accrued income and deferred costs | 281,405 | 193,074 |
| Total | 465,246 | 387,833 |
Non-current debtors are mainly related to additional corporate income tax liquidation as well as pre-paid corporate income tax, which the Group is disputing and regarding which made a legal claim for reimbursement.
The debtor's amount is registered at the recoverable value. The Group registers adjustments for impairment losses whenever there are signs of uncollectable amounts.
10. Cash and cash equivalents
| Sep 2018 | Dec 2017 | |
|---|---|---|
| Bank deposits | 291,830 | 460,235 |
| Short-term investments | 46,720 | 217,199 |
| Cash and cash equivalents | 3,874 | 3,899 |
| Total | 342,424 | 681,333 |
11. Cash generated from operations
| Sep 2018 | Sep 2017 | |
|---|---|---|
| Net results | 292,100 | 285,259 |
| Adjustments for: | ||
| Non-controlling interests | 19,174 | 20,975 |
| Income tax | 102,258 | 101,228 |
| Depreciations and amortisations | 269,431 | 241,517 |
| Provisions and other operational gains and losses | 18,300 | 10,049 |
| Net financial costs | 19,452 | 8,945 |
| Gains/Losses in associated companies | (133) | 3 |
| Gains/Losses in other investments | - | (2) |
| Profit/ Losses in tangible and intangible assets | 1,757 | 8,228 |
| 722,339 | 676,202 | |
| Changes in working capital: | ||
| Inventories | (20,599) | (17,960) |
| Trade debtors, accrued income and deferred costs | (5,492) | (13,619) |
| Trade creditors, accrued costs and deferred income | (46,635) | 41,079 |
| Total | 649,613 | 685,702 |
12. Dividends
Dividends distributed in 2018 totaling EUR 401,036 thousand, were paid to JMH shareholders in the amount of EUR 385,230 thousand, and to non-controlling interests in the Group Companies in the amount of EUR 15,806 thousand.
13. Basic and diluted earnings per share
| Sep 2018 | Sep 2017 | |
|---|---|---|
| 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) |
| Weighted average number of ordinary shares | 628,434,220 | 628,434,220 |
| Diluted net results of the year attributable to ordinary shares | 292,100 | 285,259 |
| Basic and diluted earnings per share – Euros | 0.4648 | 0.4539 |
14. Borrowings
The Group has negotiated several commercial paper programmes in the total amount of EUR 395,000 thousand. Emissions under these programmes are remunerated at the Euribor rate for the respective issue period, plus variable spreads.
During the first nine months of the year, some emissions were carried out for short periods to meet specific cash requirements and to refinance the bank loans that mature which totalized EUR 180,000 thousand.
Some regular uses of the Money Market line, with a limit of EUR 70,000 thousand contracted this year, have also been made in the companies Jerónimo Martins, SGPS, S.A. and JMR, SGPS, SA. .
An existing credit line was renegotiated, increasing the global limit to PLN 300,000 thousand with Jerónimo Martins Polska and JM Nieruchomości, SKA as borrowers.
The utilization of short-term lines that Jerónimo Martins Colombia SAS holds with local banks were increased in COP 282.000.000 thousand, around EUR 81,500 thousand. In the medium/long term lines the increase was in the amount of COP 57,000,000 thousand i.e., around EUR 16,500 thousand, and up to 3 years maturity.
14.1 Current and non-current loans
| Foreign | |||||
|---|---|---|---|---|---|
| Sep 2018 | Opening balance | Cash flows | Transfers | exchange | Closing balance |
| difference | |||||
| Non-current loans | |||||
| Bank loans | 231,508 | 16,505 | (76,776) | (4,687) | 166,550 |
| Financial lease liabilities | 6,254 | 9,713 | (4,364) | (183) | 11,420 |
| Total | 237,762 | 26,218 | (81,140) | (4,870) | 177,970 |
| Current loans | |||||
| Bank overdrafts | 6 | 35,402 | - | (241) | 35,167 |
| Bank loans | 297,526 | 25,561 | 76,776 | 2,900 | 402,763 |
| Financial lease liabilities | 1,973 | (2,234) | 4,364 | (62) | 4,041 |
| Total | 299,505 | 58,729 | 81,140 | 2,597 | 441,971 |
| Foreign | |||||
| Dec 2017 | Opening balance | Cash flows | Transfers | exchange | Closing balance |
| difference | |||||
| Non-current loans | |||||
| Bank loans | 111,823 | 132,822 | (18,254) | 5,117 | 231,508 |
| Financial lease liabilities | 3,006 | 5,464 | (2,440) | 224 | 6,254 |
| Total | 114,829 | 138,286 | (20,694) | 5,341 | 237,762 |
| Current loans | |||||
| Bank overdrafts | - | 6 | - | - | 6 |
| Bank loans | 73,622 | 219,098 | 18,254 | (13,448) | 297,526 |
| Bond loans | 150,000 | (150,000) | - | - | - |
| Financial lease liabilities | 959 | (1,482) | 2,440 | 56 | 1,973 |
| Total |
14.2 Net financial debt
The net consolidated financial debt at the balance sheet date is as follows:
| Sep 2018 | Dec 2017 | |
|---|---|---|
| Non-current loans (note 14.1) | 177,970 | 237,762 |
| Current loans (note 14.1) | 441,971 | 299,505 |
| Derivative financial instruments (note 8) | 482 | 2,284 |
| Interest on accruals and deferrals | 2,761 | 2,019 |
| Bank deposits (note 10) | (291,830) | (460,235) |
| Short-term investments (note 10) | (46,720) | (217,199) |
| Collateral deposits associated to financial debt (note 9) | (34,367) | (34,367) |
| Total | 250,267 | (170,231) |
15 Provisions and employee benefits
| Risks and | Employee | |
|---|---|---|
| contingencies | benefits | |
| Balance at 1 January | 29,308 | 66,482 |
| Set up, reinforced and transfers | 3,360 | 6,461 |
| Unused and reversed | (2,607) | - |
| Foreign exchange difference | (72) | (529) |
| Used | (1,300) | (2,842) |
| Balance at 30 September | 28,689 | 69,572 |
16 Trade creditors, accrued costs and deferred income
| Sep 2018 | Dec 2017 | |
|---|---|---|
| Non-current | ||
| Other commercial creditors | 32 | 17 |
| Accrued costs and deferred income | 744 | 762 |
| Total | 776 | 779 |
| Current | ||
| Other commercial creditors | 2,873,613 | 2,913,196 |
| Other non-commercial creditors | 241,693 | 302,020 |
| Other taxes payables | 100,140 | 92,920 |
| Contracts liabilities with customers | 1,151 | - |
| Accrued costs and deferred income | 379,302 | 354,157 |
| Total | 3,595,899 | 3,662,293 |
17 Contingencies, contingent assets and contingent liabilities
Following the contingencies mentioned in the 2017 Annual Report, occurred the following changes:
Assets recognised in the Consolidated Financial Statements
• Under non-current debtors (note 9), an amount of EUR 65,079 thousand relates to tax liquidations paid to the Tax Administration, already claimed.
The variation compared to the amount presented in December 2017 (EUR 72,689 thousand) reflects mainly a reimbursement received from the Tax Administration in the amount of EUR 5,174 thousand, due to a Judgment of the Court of Appeal (Tribunal Central Administrativo Sul) that ruled in favor of the Company.
Contingent liabilities
- h) Sociedade Ponto Verde (SPV) claimed through a judicial proceeding against Pingo Doce, in September 2014, an amount of EUR 3,397 thousand (including outstanding interest), related to the Management of the secondary and tertiary packaging waste system. Pingo Doce contested considering that SPV does not manage that kind of waste and therefore no amount is due. The first Instance decided in favour of Pingo Doce. However, SPV filed an appeal and won the appeal. Pingo Doce lodged an appeal of this decision at the Supreme Court of Justice, which, based on the facts established, confirmed the decision by this later Court, thus condemning Pingo Doce in the petition, although acquitting him of approximately m EUR 70 that had prescribed;
- i) The Food and Veterinary Department (Direcção-Geral de Alimentação e Veterinária) claimed from Pingo Doce, Recheio and Hussel an amount of EUR 13,732 thousand, EUR 1,207 thousand and EUR 30 thousand, respectively, in respect of the Food Safety Tax (Taxa de Segurança Alimentar Mais – TSAM) assessed for the years 2012 to 2017. The values at stake have been challenged in Court, since it is understood that this tax is not due, namely on the grounds of the unconstitutional nature of the Statute that approved the TSAM. The disputes are still running their course. Despite in four cases the court having decided that the Food Safety Tax is not unconstitutional, the Companies maintain their understanding and have presented the respective appeal to higher courts. In one case, referring to the 2nd instalment of 2012 and the first of 2013, the Court of Appeal (Tribunal Central Administrativo do Sul) maintained the conviction. Pingo Doce complained against the decision for not considering an issue raised and kept open the possibility of appealing to the Constitutional Court.
18 Related parties
56.136% of the Company is owned by the Sociedade Francisco Manuel dos Santos, B.V., and no transactions occurred between this Company and any other company of the Group in the first nine months of 2018, neither were there any amounts payable or receivable between them on 30 September 2018.
Balances and transactions of Group companies with related parties are as follows:
| Other related parties (*) | ||
|---|---|---|
| Sep 2018 | Sep 2017 | |
| Sales and services rendered | 171 | 141 |
| Stocks purchased and services supplied | 91,505 | 88,587 |
| Other related parties (*) | ||
| Sep 2018 | Dec 2017 | |
| Trade debtors, accrued income and deferred costs | 25 | 237 |
| Trade creditors, accrued costs and deferred income | 6,944 | 3,735 |
(*) Other financial investements ,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.
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
At the conclusion of this Report there were no relevant events to highlight that are not disclosed in the Financial Statements.
Lisbon, 29 October 2018
The Certified Accountant The Board of Directors