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Jeronimo Martins Interim / Quarterly Report 2020

Nov 24, 2020

1906_10-q_2020-11-24_a8cdee83-ed50-48ea-9c1c-d7ae220842a5.pdf

Interim / Quarterly Report

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CONSOLIDATED REPORT AND ACCOUNTS FIRST NINE MONTHS 2020

Unaudited

INDEX

Message from the Chairman and CEO - Pedro Soares dos Santos 3
I – CONSOLIDATED MANAGEMENT REPORT
1. Sales Analysis 4
2. Results Analysis 6
3. Balance Sheet 8
4. Third Quarter 2020 Update on Covid - 19 Impact 9
5. Outlook for 2020 9
6. Proposal for Reserves Distribution 10
7. Consolidated Management Report Appendix 11
7.1 The Impact of IFRS 16 on Financial Statements 11
7.2. Sales Evolution 13
7.3. Stores Network 13
7.4. Definitions 13
8. Reconciliation Notes 14
9. Information Regarding Individual Financial Statements 16

II – CONSOLIDATED FINANCIAL STATEMENTS

1. Financial Statements 17
2. Notes to the Financial Statements 21

Message from the Chairman and CEO

Pedro Soares dos Santos

''Six of the first nine months of 2020 were marked by the effects of the COVID-19 pandemic. During this period, the determination of our teams and the flexibility of our operations allowed us to be agile and creative. We adapted the value proposals of our banners to complex market conditions, reinforcing their assertiveness and relevance to the consumer.

The strength of our balance sheet has allowed us not to lose sight of the long-term perspective and to remain unwavering in our commitment to our strategic priorities.

Despite the tough times we live in, I believe that today we are better prepared than six months ago to deal with the demands of the reality of each market and to continue to grow in a sustainable way.

I am aware that uncertainty remains very high. The Christmas season, traditionally so important for food retail, may be impacted by restrictions on mobility and lack of confidence of a more price-sensitive consumer, due to the unique moment that is experienced worldwide.

In the early days of the pandemic, in response to the uncertainty about the impact of the health crisis, the payout ratio of the 2019 results was exceptionally reduced to 30% from the 50% initially announced. At this stage, our Companies have proven their resilience and determination. As such, and taking into consideration the strength of the Group's performance in these adverse times, our current cash position and the level of financial flexibility necessary for the future, the Board of Directors will propose to the Company's shareholders the payment of remaining amount to the 50% payout, in line with JM's dividend policy."

I - CONSOLIDATED MANAGEMENT REPORT

1. Sales Analysis

(Million Euro) 9M 20 D %
9M 19
Q3 20 Q3 19 D %
% total % total excl. FX Euro % total % total excl. FX Euro
Biedronka 9,909 69.8% 9,236 67.6% 10.3% 7.3% 3,374 69.1% 3,172 66.7% 9.3% 6.4%
Pingo Doce 2,844 20.0% 2,912 21.3% -2.3% 1,006 20.6% 1,019 21.4% -1.2%
Recheio 639 4.5% 757 5.5% -15.6% 240 4.9% 291 6.1% -17.5%
Ara 615 4.3% 560 4.1% 25.1% 9.9% 192 3.9% 204 4.3% 10.9% -5.6%
Hebe 180 1.3% 180 1.3% 3.0% 0.1% 65 1.3% 63 1.3% 6.4% 3.5%
Others & Cons. Adjustments 10 0.1% 17 0.1% -42.1% 4 0.1% 6 0.1% -21.7%
Total JM 14,198 100% 13,662 100% 6.6% 3.9% 4,881 100% 4,754 100% 5.4% 2.7%

Group sales were €14.2 bn, 3.9% above the nine months of 2019 (+6.6% at constant exchange rates), with like-for-like (LFL) of 3.5%. In the third quarter, sales reached 4.9 bn, 2.7% ahead of the third quarter of 2019 (+5.4% at constant exchange rates) with LFL at 2.2%.

In Poland, consumers have shown more restraint since the beginning of the pandemic but continue to react to commercial proposals that offer quality products at good prices.

Food inflation was 5.8% in the first nine months, having declined from 6.4% in the second quarter to 3.2% in the third quarter.

Biedronka anticipated market conditions early in the pandemic. The banner responded to consumer needs with increased availability, by extending opening hours whenever necessary, and with increased commercial assertiveness. The result was a strong performance dynamic that persisted in the third quarter and allowed the company to compensate for lower basket inflation.

Sales in the first nine months grew 10.3% in local currency, including a LFL of 7.2%. In the third quarter sales grew 9.3% in local currency, with LFL at 6.0%.

In euro terms, in the first nine months, Biedronka sales increased 7.3% to €9.9 bn. In the third quarter, sales reached €3.4 bn, 6.4% ahead of third quarter of 2019. Market share increased in every month of the first nine months period.

After having put on hold its investment plan at the beginning of the pandemic, Biedronka is currently focused on executing its expansion and refurbishment programme and has opened 52 new locations (45 net additions) and

remodelled 167 stores in the first nine months.

Hebe registered sales of €180 mn, in line with the first nine months of 2019. In local currency, sales grew 3.0% (+6.4% in the third quarter).

The banner's performance was heavily impacted in the second quarter by the closure of shopping centres. The reopening of these centres in early May, together with the slow resumption of social life, allowed the Company to build some sales dynamics visible in the third quarter performance.

In Portugal, consumer demand was heavily pressured by the pandemic, with clear signs of trading down in food retail. Food inflation was 2.1% in the period (+2.3% in the third quarter).

* Excl. Fuel

Pingo Doce, was particularly affected by the restrictions to circulation of people, due to its focus on sales density and high number of visits. The restrictions also had a large negative impact on its restaurants, coffee shops and the take-away category.

In the third quarter, Pingo Doce improved its performance, maintaining a strong promotional policy designed to win the preference of the consumer in these difficult times.

Sales in the first nine months were €2.8 bn, a 2.3% reduction with LFL at -2.3% (excl. fuel). In the third quarter, sales decreased by 1.2% to reach 1 bn euros with LFL of -1.5% (excl. fuel).

The banner opened 9 new locations in the first nine months and carried out 17 renovations.

Recheio's sales totalled €639 mn, a reduction of 15.6% relative to the first nine months of 2019, with LFL at -15.7%. In the third quarter, sales declined by 17.5% and the LFL was -17.7%.

The wholesale performance continued to reflect the sharp decline in the activity of the HoReCa channel, which represented more than 35% of Recheio's sales. In May 18, restaurants were allowed to reopen. There was a slow resumption of activity in this sector, with many small businesses still closed. Out-of-home food consumption was affected by the large decline in tourism flow and lower demand by domestic consumers.

In Colombia, the confinement measures in effect from the beginning of April until the end of August had a large negative impact on the economy. In September, street traffic increased as the country began to gradually lift containment measures and curfews ended in most municipalities.

Ara LFL

Ara increased sales in local currency by 25.1%, with LFL of 9.8%. In euro terms, sales increased 9.9% to €615 mn. In third quarter, sales in local currency increased 10.9% (-5.6% in euro terms) with LFL of -1.7%. This sales performance reflects c.16% decline in trading hours due to the implementation of containment measures.

In the first nine months, the Company opened 33 stores (25 net additions).

2. Results Analysis

(Million Euro) 9M 20 9M 19 D Q3 20 Q3 19 D
Net Sales and Services 14,198 13,662 3.9% 4,881 4,754 2.7%
Gross Profit 3,116 21.9% 2,991 21.9% 4.2% 1,084 22.2% 1,058 22.3% 2.5%
Operating Costs -2,087 -14.7% -1,941 -14.2% 7.5% -690 -14.1% -676 -14.2% 2.0%
EBITDA 1,029 7.3% 1,049 7.7% -1.9% 395 8.1% 382 8.0% 3.3%
Depreciation -545 -3.8% -528 -3.9% 3.1% -183 -3.8% -177 -3.7% 3.8%
EBIT 485 3.4% 521 3.8% -7.0% 211 4.3% 206 4.3% 2.8%
Net Financial Costs -140 -1.0% -127 -0.9% 10.4% -45 -0.9% -49 -1.0% -9.3%
Gains in Joint Ventures and Associates 0 0.0% 0 0.0% n.a. 0 0.0% 0 0.0% n.a.
Other Profits/Losses -21 -0.1% -
6
0.0% n.a. -
1
0.0% -
2
0.0% n.a.
EBT 324 2.3% 389 2.8% -16.7% 166 3.4% 155 3.3% 7.6%
Income Tax -95 -0.7% -99 -0.7% -4.1% -41 -0.8% -39 -0.8% 4.4%
Net Profit 229 1.6% 289 2.1% -21.1% 125 2.6% 115 2.4% 8.6%
Non-Controlling Interests -
9
-0.1% -23 -0.2% -59.3% -10 -0.2% -12 -0.2% -13.6%
Net Profit Attributable to JM 219 1.5% 267 2.0% -17.8% 115 2.4% 103 2.2% 11.2%
EPS (€) 0.35 0.42 -17.8% 0.18 0.16 11.2%
EPS without Other Profits/Losses (€) 0.37 0.43 -13.2% 0.18 0.17 10.3%

Operating Profit (EBITDA)

The Group's EBITDA reached €1,029 mn, 1.9% below the first nine months of 2019. At constant exchange rates, EBITDA was broadly stable relative to the previous year (+0.3%). The EBITDA margin was 7.3% (7.7% in the first nine months of 2019).

EBITDA & EBITDA Margin - JM Consolidated

This margin performance incorporates the increase in operating costs related to the pandemic (c.€32 mn) and the impact of operational deleveraging. This impact was particularly strong in the second quarter, as a result of lower sales performance in that period. In the third quarter, better sales performance and the execution of cost control initiatives in all Companies allowed the Group's EBITDA to reach €395 mn, 3.3% above the third quarter of 2019, with a margin of 8.1% (8.0% in the third quarter of 2019).

Biedronka recorded an EBITDA of €913 mn, an increase of 5.7% vs. the same period on the previous year (+8.7% at constant exchange rate).

The EBITDA margin was 9.2% versus 9.4% in the first nine months of 2019. In the third quarter, margin was at 9.6%, stable on the third quarter of 2019. The good sales

performance, the optimized margin-mix management and the increased cost discipline allowed the Company to protect the EBITDA margin in a more demanding operational context due to the pandemic, while maintaining a strong promotional dynamic.

Distribution in Portugal registered an EBITDA of €190 mn, 21.4% below the same period in 2019. The EBITDA margin was 5.5% (6.6% in the first nine months of 2019). The savings from cost cuts were not sufficient to offset the additional costs related to the pandemic and the operational deleveraging resulting from the lower turnover. In the third quarter, margin was at 6.7% (7.4% in the third quarter of 2019).

Hebe's EBITDA was €10 mn, 18.2% higher than the first nine months of 2019.

Ara registered a reduction in EBITDA losses from €25 mn in the first nine months of 2019 to €23 mn in the first nine months of 2020, benefiting from the depreciation of the Colombian peso. Reflecting the impact of ongoing cost cuts, losses in local currency declined by c.20%, and decreased, in euros, by 35.3% to €3 mn, in the third quarter.

Financial Results

Net financial costs were €140 mn versus €127 mn in the same period last year. These costs include exchange translation losses totalling €20 mn, related to value adjustments in the capitalization1 of operating leases in Poland denominated in euros.

Net Results

Group net profit declined 17.8% to €219 mn. This result is impacted by the negative effects of Pandemic, by translation losses, and also by other losses and gains in the amount of -21 million euros, reflecting restructuring costs and write-offs related to adjustments in Ara's network of stores and the closure of Hebe pharmacies and reinforcement, in the context of the pandemic, of provisions for receivables and for stock depreciation.

1 In the context of the IFRS16 adoption, the capitalized rents, related to lease contracts denominated in euros, in Polish subsidiaries, are recognized as liabilities, translated at the exchange rate prevailing at the reporting date (September 30, 2020). According to this standard, the changes resulting from the differences in the exchange rate of each period have to be booked as Net financial costs (Net foreign exchange on leases), representing an accounting adjustment without impact on cash flow.

3. Balance Sheet

(Million Euro) 9M 20 2019 9M 19
Net Goodwill 621 641 632
Net Fixed Assets 3,853 4,140 3,906
Net Rights of Use (RoU) 2,109 2,318 2,209
Total Working Capital -2,573 -2,793 -2,576
Others 140 94 85
Invested Capital 4,150 4,400 4,256
Total Borrowings 548 732 654
Financial Leases 13 17 17
Capitalised Operating Leases 2,205 2,368 2,249
Accrued Interest 1 3 -
1
Cash and Cash Equivalents -872 -949 -734
Net Debt 1 1,894 2,172 2,185
Non-Controlling Interests 248 254 246
Share Capital 629 629 629
Reserves and Retained Earnings 1,379 1,346 1,196
Shareholders Funds 2,256 2,229 2,071

1 Net Debt amount was restated in 2019. Cash in hand previously considered in Total Working Capital was restated to Cash and Cash Equivalents heading.

The net cash position, excluding capitalised operating leases, was €311 mn.

Cash Flow

(Million Euro) 9M 20 9M 19
EBITDA 1,029 1,049
Capitalised Operating Leases Payment -203 -194
Interest Payment -114 -120
Other Financial Items 0 0
Income Tax -142 -116
Funds From Operations 572 619
Capex Payment -367 -399
Change in Working Capital 18 140
Others -17 -
5
Cash Flow 205 356

O cash flow generated in the period was €205 mn.

Investment

(Million Euro) 9M 20 Weight 9M 19 Weight
Biedronka 141 55% 221 55%
Distribution Portugal 71 28% 109 27%
Ara 16 6% 57 14%
Others 30 12% 18 4%
Total CAPEX 258 100% 405 100%

The Group's capex (excluding right of use assets acquired in accordance with IFRS16) was €258 mn, of which c.55% was allocated to Poland.

4. Third quarter 2020 update on Covid-19 impact

Since the beginning of March, the Group's Executive Team, in close coordination with the Executive Teams of each Company, has provided ongoing support to the operations. This highly efficient decision-making process allowed us to rapidly adapt short-term action plans in response to the evolution of the pandemic.

Our three priorities have remained unchanged since the beginning of the health crisis. First, the safety of our teams and of the consumers who visit us. Second, the stability of the supply chain, including the support of the most fragile suppliers and producers. Third, the ability to offer good quality products at low prices.

In consolidated terms, there was an increase of €32 mn in the first nine months in operating costs related to: i) extraordinary bonus to the operational teams, ii) expenses with individual and collective protective equipments and supplies and iii) finance of multiple initiatives of social support in the three countries. This support includes direct community aid and contributions to scientific efforts to stop the pandemic and deal with its effects. Provisions for trade receivables, included in Other Profits and Losses, increased by €3 mn due to the rise in credit risk associated with the pandemic.

All Group Companies implemented a rigorous review of existing processes that successfully mitigated the impact of these extra costs on profitability.

In each country, measures deemed necessary by the respective governments and health authorities were adopted. In addition, our banners prepared specific responses appropriate to the different geographies.

In Poland, measures to restrict the circulation of people were gradually lifted during the second quarter. From June to the end of September there were no specific containment measures applied to the food retail sector. However, there was less store traffic than usual because people worked from home and reduced their social activities.

Biedronka maintained in the third quarter the flexibility in opening hours to which it had resorted in the second quarter, now adjusted to store location and expected traffic. The commercial dynamic and operations flow were adjusted to respond to a lower frequency of visits.

Hebe, which was heavily impacted in the second quarter by the closure of shopping centres, improved its operating performance throughout the third quarter largely as a result of the lifting of restrictions to circulation. Sales' growth potential is still limited by the consumer's low shopping frequency.

In Portugal, retail stores continued in the third quarter to be limited to a maximum of 5 persons per 100 sqm. The low mobility of people was aggravated by the sharp drop in tourism. This drop impacted commerce activity in general and the demand for restaurants and hotels in particular.

In addition, in mid-September the sale of alcoholic beverages after 8 pm was banned.

Being a high frequency store, Pingo Doce's sales were pressured by fewer store visits and lower sales in its restaurants, take-away and coffee shops.

Recheio's performance continues to reflect the pressure caused by the significant drop in HoReCa demand.

In Colombia, strict confinement measures continued until the end of August. In addition to limiting the circulation of people, the curfew rules and the closing of commercial activity on certain days of the week were maintained. In the third quarter, these measures resulted in a reduction of c.16% in Ara's trading hours.

With a fragile economy where informality prevails and where it is estimated that 4.8 million formal jobs have been lost during this period, the country is experiencing a very severe and challenging recession.

5. Outlook for 2020

Until the end of the third quarter, the Polish market continued to show a certain resilience to the impacts of the health crisis. However, consumers became more cautious and more price sensitive.

In October, in response to the growing number of daily infections, a traffic-light-style colour system was implemented in Poland. This system classifies as yellow or red zones different geographic areas according to the local severity of the pandemic. The system prescribes different containment measures for yellow and red zones. In the case of retail, for stores located in the most affected areas (red zone), the limit to people inside the store is 1 customer per 15 sqm (for stores over 100 sqm) or 5 clients per checkout (in stores with an area less than 100 sqm). There was also the reintroduction during the days of the week, of exclusive hours (from 10 am to noon) for consumers older than 60.

Biedronka confirmed its capacity to anticipate and responded swiftly to the needs of consumers, gaining market share throughout the period. Our main banner proved that it continues to deserve the preference of the Polish consumers by reinforcing its focus on price leadership and product quality. Starting in the middle of October, the banner was, once again, the first to extend the opening hours of the stores in response to the onset of a new phase of the pandemic.

In Portugal, consumer demand was impacted by the large contraction in tourism, a sector that accounts for a large part of Portuguese employment. The back-to-school period seems to have increased street traffic, which might result in a rise in consumption relative to the last two quarters.

In the middle of October, the state of calamity was reinstated, imposing, among other restrictions, limits to the number of people who can gather in streets, restaurants and cafes.

Pingo Doce and Recheio keep investing on the competitiveness of their offer, reinforcing the attractiveness of their value propositions in response to a more price sensitive consumer.

In Colombia, national and local authorities implemented very restrictive containment measures. The economy and unemployment reflect the long-lasting confinement that has been in place. The country has started to reopen slowly in September. It is still too early to gauge the impact of this reopening on consumer behaviour.

Ara preserved its value proposition during the confinement period and is reinforcing its cost discipline to operate in a consumer environment that is likely to become more challenging.

Market conditions for the coming months, which include the Christmas season, are hard to predict due to uncertainty about the evolution of the epidemic and the containment measures that may be implemented. Further restrictions on mobility at a national level are likely to be introduced. Nonetheless, we are now better prepared to guarantee an adequate response to the challenges that may arise. We will continue fighting for and winning consumer preference in an operational environment that will be more demanding than in the previous year.

With regards to investment, Biedronka, benefiting from less restrictive management of the health crisis in Poland, was the Company that quickly resumed its original plan and is trying to increase the pace of execution to recover from delays in its expansion. If conditions in the construction sector remain unchanged, Biedronka is expected to add c.100 locations to its network in the year. Pingo Doce should open c.13 stores and Ara c.50. We currently expect the 2020 Group capex programme to reach c.€450 mn.

6. Proposal for reserves distribution

The Board of Directors acknowledges that there is substantial uncertainty about the timeline of the COVID-19 pandemic and of its effects in the different countries where the Group operates. All our businesses will continue to be affected by the pandemic crisis.

Nevertheless, the lessons learned so far leave the Group better prepared to face the challenges ahead. We have a solid financial position, ending September with a strong net cash position.

In the initial phase of the pandemic, when uncertainty was extreme, the Board of Directors decided to follow a prudent approach and to reduce the 2019 payout ratio from 50% to 30%. The Board of Directors reserved, at the time of this decision, the possibility of proposing the distribution of the remaining part of the 50% payout if conditions allowed it.

Therefore, taking into account the Group's performance, the cash position at the end of September, and the need to maintain financial flexibility, the Board will propose to the Extraordinary General Meeting to be held on November 26, the payment of €86.7 mn from the Company's free reserves, representing a gross amount of €0.138 per share, excluding own shares.

Lisbon, 27 October 2020

The Board of Directors

7. Consolidated Management report appendix

7.1 The impact of IFRS 16 on Financial Statements

Income Statement by Functions

IFRS16 Excl. IFRS16
(Million Euro) 9M 20 9M 19 9M 20 9M 19
Net Sales and Services 14,198 13,662 14,198 13,662
Cost of Sales -11,082 -10,671 -11,082 -10,671
Gross Profit 3,116 2,991 3,116 2,991
Distribution Costs -2,381 -2,239 -2,444 -2,296
Administrative Costs -251 -231 -252 -232
Other Operating Profits/Losses -21 -
8
-21 -
8
Operating Profit 464 513 400 455
Net Financial Costs -140 -127 -25 -24
Gains/Losses in Other Investments 0 2 0 2
Gains in Joint Ventures and Associates 0 0 0 0
Profit Before Taxes 324 389 375 434
Income Tax -95 -99 -103 -106
Profit Before Non Controlling Interests 229 289 271 328
Non-Controlling Interests -
9
-23 -11 -25
Net Profit Attributable to JM 219 267 260 302

Income Statement (Management View)

(Excl. IFRS16) (Excl. IFRS16)
(Million Euro) 9M 20 9M 19 D Q3 20 Q3 19 D
Net Sales and Services 14,198 13,662 3.9% 4,881 4,754 2.7%
Gross Profit 3,116 21.9% 2,991 21.9% 4.2% 1,084 22.2% 1,058 22.3% 2.5%
Operating Costs -2,385 -16.8% -2,234 -16.4% 6.8% -789 -16.2% -773 -16.3% 2.1%
EBITDA 731 5.1% 757 5.5% -3.4% 296 6.1% 285 6.0% 3.5%
Depreciation -310 -2.2% -294 -2.2% 5.6% -105 -2.2% -99 -2.1% 6.2%
EBIT 421 3.0% 463 3.4% -9.2% 191 3.9% 187 3.9% 2.1%
Net Financial Costs -25 -0.2% -24 -0.2% 5.9% -
7
-0.1% -
8
-0.2% -11.1%
Gains in Joint Ventures and Associates 0 0.0% 0 0.0% n.a. 0 0.0% 0 0.0% n.a.
Other Profits/Losses -21 -0.1% -
6
0.0% n.a. -
1
0.0% -
2
0.0% n.a.
EBT 375 2.6% 434 3.2% -13.6% 183 3.8% 177 3.7% 3.4%
Income Tax -103 -0.7% -106 -0.8% -2.8% -44 -0.9% -43 -0.9% 1.7%
Net Profit 271 1.9% 328 2.4% -17.1% 139 2.9% 134 2.8% 4.0%
Non-Controlling Interests -11 -0.1% -25 -0.2% -54.9% -11 -0.2% -13 -0.3% -13.6%
Net Profit Attributable to JM 260 1.8% 302 2.2% -14.0% 128 2.6% 121 2.6% 5.8%
EPS (€) 0.41 0.48 -14.0% 0.20 0.19 5.8%
EPS without Other Profits/Losses (€) 0.44 0.49 -10.0% 0.20 0.19 5.1%

Balance Sheet

(Excl. IFRS16)
(Million Euro) 9M 20 2019 9M 19
Net Goodwill 621 641 632
Net Fixed Assets 3,853 4,140 3,906
Total Working Capital -2,569 -2,788 -2,571
Others 124 86 78
Invested Capital 2,029 2,079 2,045
Total Borrowings 548 732 654
Financial Leases 13 17 17
Accrued Interest 1 3 -
1
Cash and Cash Equivalents -872 -949 -734
Net Debt 1 -311 -196 -64
Non-Controlling Interests 253 257 248
Share Capital 629 629 629
Reserves and Retained Earnings 1,458 1,389 1,231
Shareholders Funds 2,341 2,275 2,108

1 Net Debt amount was restated in 2019.

Cash in hand previously considered in Total Working Capital was restated to Cash and Cash Equivalents heading.

Cash Flow

(Excl. IFRS16)
(Million Euro) 9M 20 9M 19
EBITDA 731 757
Interest Payment -19 -22
Other Financial Items 0 0
Income Tax -142 -116
Funds From Operations 571 619
Capex Payment -367 -399
Change in Working Capital 18 141
Others -16 -
5
Cash Flow 205 356

EBITDA and EBITDA Margin Breakdown

IFRS16 Excl. IFRS16
(Million Euro) 9M 20 Mg 9M 19 Mg 9M 20 Mg 9M 19 Mg
Biedronka 913 9.2% 864 9.4% 709 7.2% 665 7.2%
Distribution Portugal 190 5.5% 242 6.6% 139 4.0% 189 5.1%
Ara -23 n.a. -25 n.a. -47 n.a. -51 n.a.
Hebe 10 5.7% 9 4.8% -
7
n.a. -
5
n.a.
Others & Cons. Adjustments -62 n.a. -39 n.a. -64 n.a. -41 n.a.
JM Consolidated 1,029 7.3% 1,049 7.7% 731 5.1% 757 5.5%

Financial Costs Breakdown

IFRS16 Excl. IFRS16
(Million Euro) 9M 20 9M 19 9M 20 9M 19
Net Interest -15 -18 -15 -18
Interests on Capitalised Operating Leases -95 -98 - -
Exchange Differences -25 -
8
-
5
-
2
Others -
5
-
4
-
5
-
4
Financial Results -140 -127 -25 -24

7.2 Sales Evolution

Total Sales Growth LFL Growth
Q1 20 Q2 20 H1 20 Q3 20 9M 20 Q1 20 Q2 20 H1 20 Q3 20 9M 20
Biedronka
Euro 12.6% 3.4% 7.8% 6.4% 7.3%
PLN 13.2% 8.7% 10.9% 9.3% 10.3% 11.1% 4.8% 7.8% 6.0% 7.2%
Hebe
Euro 14.6% -16.6% -1.7% 3.5% 0.1%
PLN 15.2% -11.8% 1.2% 6.4% 3.0% -1.7% -26.6% -14.8% 1.7% -9.4%
Pingo Doce 3.5% -8.8% -2.9% -1.2% -2.3% 2.8% -10.2% -4.0% -2.5% -3.5%
Excl. Fuel 4.3% -7.1% -1.6% -0.1% -1.1% 3.5% -8.5% -2.8% -1.5% -2.3%
Recheio 0.2% -26.7% -14.4% -17.5% -15.6% 0.1% -26.9% -14.5% -17.7% -15.7%
Ara
Euro 38.9% 0.5% 18.8% -5.6% 9.9%
COP 52.3% 16.7% 33.4% 10.9% 25.1% 34.3% 1.1% 16.6% -1.7% 9.8%
Total JM
Euro 11.0% -1.3% 4.6% 2.7% 3.9%
Excl. FX 12.0% 3.1% 7.3% 5.4% 6.6% 9.5% -0.7% 4.2% 2.2% 3.5%

7.3 Stores Network

Openings Closings 9M 19
Number of Stores 2019 Q1 20 Q2 20 Q3 20 9M 20 9M 20
Biedronka 3,002 11 23 18 7 3,047 2,932
Hebe 273 8 3 1 29 256 255
Pingo Doce 441 1 2 6 0 450 437
Recheio 42 0 0 0 0 42 42
Ara 616 19 4 10 8 641 578
Sales Area (sqm) 2019 Openings Closings/
9M 20
Remodellings
9M 19
Q1 20 Q2 20 Q3 20 9M 20
Biedronka 2,021,345 8,394 16,694 12,708 -5,533 2,064,673 1,965,522
Hebe 66,805 2,109 703 240 2,897 66,960 62,052
Pingo Doce 513,272 102 2,496 3,771 0 519,641 510,142
Recheio 133,826 0 0 0 0 133,826 133,826
Ara 207,982 6,235 1,502 3,622 3,001 216,340 195,506

7.4 Definitions

Like for like (LFL) sales: sales made by stores that operated under the same conditions in the two periods. Excludes stores opened or closed in one of the two periods. Sales of stores that underwent profound remodelling are excluded for the remodelling period (store closure).

8. Reconciliation Note

(Following ESMA guidelines on Alternative Performance Measures from October 2015)

Income Statement

Income Statement
(page 6)
Income Statement by Functions in the Consolidated Report &
Accounts – First Nine Months 2020 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 €-544.8 mn
EBITDA
Depreciation Value reflected in the note – Segments Reporting
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 (when applicable) and Gains (losses) in other investments
(when applicable)
EBT
Income Tax Income tax
Net Profit
Non-Controlling Interests Non-Controlling interests

Net Profit Attributable to JM

Balance Sheet

Balance Sheet
(page 8)
Balance Sheet in the Consolidated Report & Accounts
- First Nine Months 2020 Results
Net Goodwill Amount reflected in the heading of Intangible assets
Net Fixed Assets Includes the headings Tangible and Intangible assets excluding the
Net goodwill (€620.9 mn) and Financial leases (€13.5 mn)
Net Right-of-Use Assets (RoU) Includes the heading of Net rights of use excluding the Financial leases
(€13.5 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; and also, the value of
€-12.1 mn related to 'Others' due to its operational nature.
Excludes the value of €-1.9 mn related to Interest accruals and
deferrals (note - Net 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; Provisions for risks
and contingencies;
Excludes the value of €-12.1 mn related to 'Others' due to its
operational nature, as well as, when applicable, Collateral deposits
associated with financial debt (note – Debtors, accruals and deferrals)
Invested Capital
Total Borrowings Includes the heading Borrowings current and non-current
Financial Leases Value reflected in the headings of Lease liabilities current and
non-current
Capitalised Operating Leases Including the headings of Lease liabilities current and non-current
deducted of liabilities with Financial leases (€12.7 mn)
Accrued Interest Includes the heading Derivative financial instruments and the value of
€-1.9 mn related to Interest accruals and deferrals (value reflected in
note – Net financial debt)
Marketable Securities and Bank Deposits Includes the heading Cash and cash equivalents, as well as, when
applicable, Collateral deposits associated with financial debt (note –
Debtors, accruals and deferrals)
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

Cash Flow

Cash Flow
(page 8)
Cash Flow in the Consolidated Report & Accounts
- First Nine Months 2020 Results
EBITDA Included in the heading of Cash generated from operations
Capitalised Operating Leases Payment Included in the heading Leases paid
Interest Payment Includes the headings of Loans interest paid, Leases interest paid
and Interest received
Income Tax Income tax paid
Funds from Operations
Capex Payment Includes the headings Disposal of tangible and intangible assets;
Disposal of financial and investment property; Acquisition of tangible
and intangible assets; Acquisition of financial investments and
investment property. It also includes acquisitions of tangible assets
classified as finance leases under previous regulations (€0.0 mn)
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
Cash Flow

9. Information Regarding Individual Financial Statements

In accordance with number 5 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.

II – CONSOLIDATED FINANCIAL STATEMENTS

CONSOLIDATED INCOME STATEMENT BY FUNCTIONS FOR THE PERIODS ENDED AT 30 SEPTEMBER 2020 AND 2019

Euro thousand Euro thousand
September September 3rd Quarter 3rd Quarter
Notes 2020 2019 2020 2019
Sales and services rendered 3 14,197,942 13,662,242 4,881,346 4,753,908
Cost of sales 4 (11,081,727) (10,671,275) (3,796,894) (3,695,435)
Gross profit 3,116,215 2,990,967 1,084,452 1,058,473
Distribution costs 4 (2,380,822) (2,239,150) (793,418) (771,868)
Administrative costs 4 (250,829) (230,726) (79,588) (80,988)
Other operating profits/losses 4.1 (20,898) (7,993) (552) (3,920)
Operating profit 463,666 513,098 210,894 201,697
Net financial costs 5 (140,268) (127,074) (44,752) (49,363)
Gains (losses) in joint ventures and associates 74 167 162 28
Gains (losses) in other investments 50 2,322 50 2,276
Profit before taxes 323,522 388,513 166,354 154,638
Income tax 6 (95,012) (99,043) (41,054) (39,306)
Profit before non-controlling interests 228,510 289,470 125,300 115,332
Attributable to:
Non-controlling interests 9,331 22,908 10,261 11,883
Jerónimo Martins Shareholders 219,179 266,562 115,039 103,449
Basic and diluted earnings per share - Euros 12 0.3488 0.4242 0.1831 0.1646

To be read with the attached notes to the consolidated financial statements.

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME FOR THE PERIODS ENDED AT 30 SEPTEMBER 2020 AND 2019

Euro thousand Euro thousand
Notes September
2020
September
2019
3rd Quarter
2020
3rd Quarter
2019
Net profit 228,510 289,470 125,300 115,332
Other comprehensive income:
Items that will not be reclassified to profit or loss - - - -
Currency translation differences (79,473) (14,931) (19,889) (28,523)
Change in fair value of cash flow hedges (7) 406 (182) 620
Change in fair value of hedging instruments on foreign operations 25,766 (423) 2,207 2,081
Related tax (2,187) (363) (1,042) (490)
Items that may be reclassified to profit or loss (55,901) (15,311) (18,906) (26,312)
Other comprehensive income, net of income tax (55,901) (15,311) (18,906) (26,312)
Total comprehensive income 172,609 274,159 106,394 89,020
Attributable to:
Non-controlling interests 9,331 22,908 10,261 11,883
Jerónimo Martins Shareholders 163,278 251,251 96,133 77,137
Total comprehensive income 172,609 274,159 106,394 89,020

To be read with the attached notes to the consolidated financial statements.

CONSOLIDATED BALANCE SHEET AT 30 SEPTEMBER 2020 AND 31 DECEMBER 2019

Euro thousand
September December
Notes 2020 2019
Assets
Tangible assets 7 3,701,737 3,969,937
Intangible assets 7 758,806 794,010
Investment property 7 8,533 8,563
Right-of-use assets 7 2,122,697 2,334,949
Biological assets 4,816 3,336
Investments in joint ventures and associates 5,567 5,193
Other financial investments 1,327 1,327
Trade debtors, accrued income and deferred costs 9 70,117 86,767
Deferred tax assets 154,586 138,130
Total non-current assets 6,828,186 7,342,212
Inventories 925,386 1,038,627
Biological assets 4,360 5,563
Income tax receivable 15,104 11,469
Trade debtors, accrued income and deferred costs 9 345,383 424,689
Derivative financial instruments 8 1,680 -
Cash and cash equivalents 10 872,491 929,311
Total current assets 2,164,404 2,409,659
Total assets 8,992,590 9,751,871
Shareholders' equity and liabilities
Share capital 629,293 629,293
Share premium 22,452 22,452
Own shares (6,060) (6,060)
Other reserves (122,912) (67,011)
Retained earnings 1,485,386 1,396,293
2,008,159 1,974,967
Non-controlling interests 247,911 253,941
Total shareholders' equity 2,256,070 2,228,908
Borrowings 13 248,244 308,764
Lease liabilities 14 1,851,697 1,999,293
Trade creditors, accrued costs and deferred income 17 776 764
Employee benefits 16 71,322 69,669
Provisions for risks and contingencies 16 28,886 27,780
Deferred tax liabilities 57,314 70,678
Total non-current liabilities 2,258,239 2,476,948
Borrowings 13 299,558 423,685
Lease liabilities 14 366,373 384,980
Trade creditors, accrued costs and deferred income 17 3,771,017 4,182,149
Derivative financial instruments 8 240 3,056
Income tax payable 41,093 52,145
Total current liabilities 4,478,281 5,046,015
Total shareholders' equity and liabilities 8,992,590 9,751,871

To be read with the attached notes to the consolidated financial statements

CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS´EQUITY FOR THE PERIODS ENDED 30 SEPTEMBER 2020 AND 2019

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 2019 629,293 22,452 (6,060) (50) (76,996) 1,209,259 1,777,898 238,356 2,016,254
Equity changes in 2019
Currency translation differences (6) (15,211) (15,217) (15,217)
Change in fair value of cash flow hedging 329 329 329
Change in fair value of hedging instruments on
foreign operations
(423) (423) (423)
Other comprehensive income - - - 323 (15,634) - (15,311) - (15,311)
Net profit 266,562 266,562 22,908 289,470
Total comprehensive income - - - 323 (15,634) 266,562 251,251 22,908 274,159
Dividends (204,241) (204,241) (15,260) (219,501)
Balance Sheet as at 30 September 2019 629,293 22,452 (6,060) 273 (92,630) 1,271,580 1,824,908 246,004 2,070,912
Balance Sheet as at 1 January 2020 629,293 22,452 (6,060) (22) (66,989) 1,396,293 1,974,967 253,941 2,228,908
Equity changes in 2020
Currency translation differences 2 (81,663) (81,661) (81,661)
Change in fair value of cash flow hedging (6) (6) (6)
Change in fair value of hedging instruments on
foreign operations
25,766 25,766 25,766
Other comprehensive income - - - (4) (55,897) - (55,901) - (55,901)
Net profit 219,179 219,179 9,331 228,510
Total comprehensive income - - - (4) (55,897) 219,179 163,278 9,331 172,609
Dividends (note 11) (130,086) (130,086) (15,361) (145,447)
Balance Sheet as at 30 September 2020 629,293 22,452 (6,060) (26) (122,886) 1,485,386 2,008,159 247,911 2,256,070

To be read with the attached notes to the consolidated financial statements

CONSOLIDATED CASH FLOW STATEMENT

FOR THE PERIODS ENDED AT 30 SEPTEMBER 2020 AND 2019

Euro thousand
September September
Notes 2020 2019
Net results 219,179 266,562
Adjustments for:
Non-controlling interests 9,331 22,908
Income tax 95,012 99,043
Depreciations and amortisations 544,794 528,383
Provisions and other operational gains and losses 31,405 22,979
Net financial costs 140,268 127,074
Gains/losses in associated companies (74) (167)
Gains/Losses in other investments (50) (2,322)
Profit/losses in tangible, intangible and right-of-use assets 3,887 2,262
1,043,752 1,066,722
Changes in working capital:
Inventories 39,290 47,822
Trade debtors, accrued income and deferred costs 20,277 (7,219)
Trade creditors, accrued costs and deferred income (73,275) 76,810
Cash generated from operations 1,030,044 1,184,135
Income taxes paid (141,691) (116,052)
Cash flow from operating activities 888,353 1,068,083
Investment activities
Disposals of tangible and intangible assets 1,547 1,365
Disposals of other financial investments and investment property - 5,000
Interest received 2,252 2,166
Dividends received 100 96
Acquisition of tangible and intangible assets (368,324) (396,301)
Acquisition and investments in joint ventures and associates (350) (2,000)
Collateral deposits associated to financial debt 19,367 -
Cash flow from investment activities (345,408) (389,674)
Financing activities
Loans interest paid (20,389) (23,671)
Leases interest paid 5 (95,005) (98,231)
Net change in loans 13 (98,031) 37,492
Leases paid 14 (205,587) (198,487)
Dividends paid 11 (145,447) (219,501)
Cash flow from financing activities (564,459) (502,398)
Net changes in cash and cash equivalents (21,514) 176,011
Cash and cash equivalents changes
Cash and cash equivalents at the beginning of the year 929,311 545,988
Net changes in cash and cash equivalents (21,514) 176,011
Net foreign exchange difference (35,306) (7,041)
Cash and cash equivalents at the end of 9 Months 10 872,491 714,958

To be read with the attached notes to the consolidated financial statements

Euro thousand
September September 3rd Quarter 3rd Quarter
2020 2019 2020 2019
Cash Flow from operating activities 888,353 1,068,083 508,681 444,245
Cash Flow from investment activities (345,408) (389,674) (77,531) (135,036)
Cash Flow from financing activities (564,459) (502,398) (393,091) (109,989)
Cash and cash equivalents changes (21,514) 176,011 38,059 199,220

The amounts presented for quarters are not audited.

1. Activity 22
2. Accounting policies 25
3. Segments reporting 26
4. Operating costs by nature27
5. Net financial costs 28
6. Income tax recognised in the income statement28
7. Tangible assets, intangible assets, investment property and right-of-use assets29
8. Derivative financial instruments 29
9. Trade debtors, accrued income and deferred costs30
10. Cash and cash equivalents30
11. Dividends 30
12. Basic and diluted earnings per share 30
13. Borrowings30
14. Lease liabilities31
15. Financial debt32
16. Provisions and employee benefits 32
17. Trade creditors, accrued costs and deferred income 32
18. Contingencies33
19. Related parties34
20. Events after the balance sheet date 34

1. Activity

Jerónimo Martins, SGPS, S.A. (JMH), is the parent Company of Jerónimo Martins Group (Group) and has its head office in Lisbon.

The 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 27 October 2020.

Covid-19

The first nine months of the year were definitely marked by the impact caused directly and indirectly by Covid-19 pandemic, and it is not yet possible to accurately predict the magnitude of the impacts or the date on which they will end. However, some behavioural changes and measures related to the pandemic, adopted by companies and people, are already visible and will not change in the near future.

Since the first cases started to appear, namely in the regions where it operates, the Group has been closely monitoring all developments related with the disease, implementing judiciously the measures deemed adequate according to the recommendations issued by the relevant international authorities, namely the World Health Organization and the European Centre for Disease Prevention and Control, and from the competent bodies in the countries where it operates.

The Group's Executive Management Team, in direct coordination with the Companies' CEOs and Executive Teams, acted as a Group Crisis Committee and assumed the management of the business continuity plan, ensuring the preparation of the action and prevention plans deemed necessary and appropriate to anticipate and mitigate the adverse effects and the economic and financial impacts of the pandemic on the Group's activities. These plans have been constantly updated and revised considering the evolution of the pandemic and its effects in each of the geographies in which the Group is present.

Under this coordination, and closely following the recommendations of the official entities, the Group Companies implemented the operational measures needed to better protect their employees, customers and other stakeholders, introducing the necessary adjustments in their supply chains, during confinement and deconfinement phases.

Taking into account the events that have taken place so far, and even though the next few months remain surrounded by uncertainty regarding the epidemiological situation and the measures implemented in the various countries, it is not expected that impacts of the pandemic could jeopardize the going concern of the Group's operations.

However, in view of the increasing number of infections, accompanied by new government measures aimed at restricting the spread of the epidemic, it is not yet possible to quantify the magnitude of the overall impacts on the Group's accounts. The key priority continues to be the implementation of all measures considered adequate to minimize the negative effects on its operation, in line with the recommendations of the authorities and protecting the best interests of the Customers, Suppliers, Employees and local Communities.

The Group expects to overcome this adverse context, proceeding, in an adjusted manner, with the implementation of its strategy, in order to ensure, as quickly as possible, the return to the levels of growth and profitability expected by Shareholders and remaining stakeholders.

Financial risks

The Group is exposed to several financial risks, namely: i. price risk, which includes interest and exchange rate risks; ii. transactional risk, which includes credit and liquidity risk; and iii. the risk arising from the Group's investments portfolio, including various risks such as interest rate, credit, foreign exchange, inflation, political and fiscal. These risks are described in the Consolidated Financial Statements chapter of the 2019 Annual Report, point 29 - Financial risks.

During the first nine months of 2020, due to the impacts of the pandemic caused by SARS-CoV-2 virus and the measures adopted by governments, companies and individuals to mitigate the spread of the virus, we highlight the following impacts on the risks to which the Group is exposed to:

Foreign exchange risk

The main source of exposure to foreign exchange risk comes from Group' operations in Poland and in Colombia. During the first nine months of 2020, the limitations on the circulation of people and goods caused by the pandemic, slowed down the world economy and brought a greater uncertainty to the markets, leading to a significant devaluation of these currencies in March, with a partial recovery in June, followed by a further devaluation during the third quarter.

Exchange rates evolution Polish Zloty
(PLN)
% deval.
compared to
Dec-19
Colombian Peso
(COP)
% deval.
compared
to Dec-19
31 December 2019 4.2568 n.a. 3,685.7100 n.a.
31 March 2020 4.5506 -6.90% 4,453.4100 -20.83%
30 June 2020 4.4560 -4.68% 4,209.2300 -14.20%
30 September 2020 4.5462 -6.80% 4,541.4600 -23.22%

In the first nine months of 2020, the impact to the Group of the exchange rate devaluation, essentially, resulting from the exchange rate conversion of assets and liabilities denominated in the currencies of the countries where the Group operates, amounts to a loss of EUR (55,897) thousand, recognized in currency translation reserves in equity.

Given that the Group's subsidiaries maintain several operational activities denominated in currencies other than their functional currency, part of which are covered by hedging instruments, the net impact in the first nine months of 2020, corresponded to a loss of EUR (25,428) thousand, recognized in profit or loss.

The Group's exposure to foreign exchange risk in financial assets and liabilities recognized as at 30 September 2020 was as follows:

As at 30 September 2020 Euro Zloty Colombian
peso
US Dollar Total
Total financial assets 443,154 711,545 39,720 15 1,194,434
Total financial liabilities 1,529,831 4,027,082 666,006 50 6,222,969
Net financial position in the balance sheet (1,086,677) (3,315,537) (626,286) (35) (5,028,535)
As at 31 December 2019
Total financial assets 275,245 1,012,520 69,197 - 1,356,962
Total financial liabilities 1,624,984 4,539,468 834,976 64 6,999,492
Net financial position in the balance sheet (1,349,739) (3,526,948) (765,779) (64) (5,642,530)

Considering the net position of the financial assets and liabilities on the balance sheet at 30 September 2020, a depreciation of the zloty against the euro of around 10% would have a positive impact of EUR 311,948 thousand on the equity's currency translation reserves (in 31 December 2019: a positive impact of EUR 335,636 thousand). Regarding the Colombian peso, a depreciation against the euro of 10% would have a positive impact on the equity's currency translation reserves of EUR 56,935 thousand (in 31 December 2019: a positive impact of EUR 69,616 thousand).

Considering the net financial assets related with operating activities that some Group subsidiaries hold in currencies other than their functional currency, a 10% depreciation of the exchange rate would have a negative impact on the results of EUR (34,342) thousand.

Considering the total net assets (financial and non-financial) to which the Group is exposed to in Zlotys and Colombian pesos, the effect of a 10% depreciation of these currencies would have a negative impact of EUR (113,387) thousand in total equity (in 31 December 2019: a negative impact of EUR (120,451) thousand).

Credit risk

The Group manages centrally its exposure to credit risk on bank deposits, short-term investments and derivatives contracted with financial institutions. Those are selected based on the ratings they receive from one of the independent benchmark rating agencies. Apart from the existence of a minimum accepted rating, there is also a maximum exposure to each of these financial institutions.

As of 30 September 2020 the credit quality on bank deposits and short-term investments and derivative financial instruments with positive value, which amount to EUR 869,975 thousand is segregated as follows: 48% in financial

institutions with a rating between A- and AA-; 50% in financial institutions with a rating between BBB- and BBB+; and 2% in financial institutions with a lower rating.

With regard to trade receivables (credit to customers), the increased risk caused by the pandemic is mainly circumscribed to the Cash & Carry business, since the other businesses operate based on sales paid with cash or by electronic means of payment, mainly bank cards (debit and credit). This risk is managed based on experience and individual customer knowledge, and/or by imposing credit limits which are monitored on a monthly basis. In addition, the Company uses credit insurance to mitigate the associated risk.

As of 30 September 2020, from the amount of EUR 38,560 thousand related to accounts receivable, approximately 91% referred to customers without default or impairment indicators, or whose credits were covered by credit insurance or bank guarantees.

For the remaining accounts receivable, the Group's priority has been to find the best solutions together with its business partners, having been carried out, since the second quarter of 2020, an assessment about the ability to recover existing balances.

It was possible to renegotiate payment terms for some of the customers. However, considering the pandemic evolution, the limitations still in force in some sectors of activity, as well as the expected difficult recovery in the Tourism sector, there are already indicators of possible impairment risks, namely in the HoReCa channel customers (Hotels, Restaurants and Cafes).

Since the recovery of the financial capacity of customers depends to a large extent on the evolution of the pandemic, on restrictive measures to the development of the respective economic activities, on possible state support and on socio-economic context, based on the case by case analysis of its debtors, the Group reinforced its provisions for bad debts in the amount of EUR 3,200 thousand, already at the end of the second quarter.

Some Group companies, such as Pingo Doce in Portugal and Jeronimo Martins Polska (Biedronka) in Poland, sublease parts of their commercial areas to third parties ("Tenants"), with many of these partners having their businesses affected by the pandemic generated by the Covid-19 virus. For this reason, the Group suspended rents collection in the first months after the declaration of the pandemic, having meanwhile negotiated with the vast majority of its partners discounts on rents, thus contributing to mitigate financial constraints and contribute to the continuity of their activities.

The Group is permanently monitoring the financial situation of its customers, tenants and other business partners, with no significant non-compliance situations, at this stage, that could lead to the recognition of impairment losses, in addition to the above.

Liquidity risk

Liquidity risk is managed by maintaining an adequate level of cash and cash equivalents, as well as by negotiating credit facilities that, not only ensure the regular development of the Group' activities, but also ensure some flexibility to be able to absorb shocks unrelated to Company activities.

Throughout the year the Group maintains liquidity reserves in the form of credit lines contracted with the financial institutions with which it relates, in order to ensure the ability to meet its commitments, without having to finance itself under unfavourable conditions. Thus, on 30 September 2020, the Group has contracted credit lines that were not being used in the total amount of EUR 1,058,359 thousand.

In addition, the Group had, at 30 September 2020, a liquidity reserve consisting of cash and cash equivalents in the amount of EUR 872,491 thousand.

This way, the Group expects to satisfy all its treasury needs with the use of operating activity flows and liquidity reserves, and if eventually necessary, using the existing available credit lines. The Group believes that compliance with the current covenants associated with the issued debt is duly ensured.

Recoverability of tangible and intangible assets and investment properties

In a context of great uncertainty regarding the evolution of the Covid-19 pandemic, its impacts in terms of economic slowdown and changes in consumption patterns, the Group started a review of its strategy and business plans, that is expected to be approved during the last quarter of the year.

Being difficult to estimate the medium-term impacts on the Group's businesses, there is already a recovery, at different speeds, of all its activities. In line with the existing recommendation, the Group carried out a sensitivity analysis to the assumptions used in the impairment tests on Goodwill conducted at the end of 2019, concluding that there are no clear impairment indicators on this date.

In a scenario of a permanent decline of 10% of the expected cash flows, there is no risk of recoverability of Goodwill from any of the business units. The risk of a potential impairment loss related to the Retail business unit in Portugal

could be placed in a very conservative scenario, in which there are permanent cash flows reductions above 10% and without corrective measures being taken.

The measures that have been imposed by the different Governments, with restrictions for intermittent periods of activity at national, regional and local levels, significantly limit the ability to assess the future operating perspectives of the stores in which the Group operates, which constitutes the bulk of their investments in tangible assets.

Despite the operational limitations described, the economic slowdown and changes in consumption patterns, the Group companies have the necessary instruments to readjust their value propositions.

The aforementioned strategic review and its translation in terms of business plans, as well as the expected stabilization and better visibility of the pandemic effects, will allow, until the end of the current year, to better assess the existence of impairment indicators on the main assets of the different businesses.

The continuous monitoring of the different businesses and the effects that result from the pandemic, led the Group to already identify a set of assets for which there is no longer any probability of generating future economic benefits, either because decisions were taken to close activity or to cancel ongoing projects, resulting in the recognition of write-offs, impairments and other associated costs in the amount of EUR 7,339 thousand.

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 2020, 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 2019 annual report are omitted because no changes occurred, or they are not materially relevant for the understanding of the interim financial statements.

Change in accounting policies and basis for presentation:

2.1.1. New standards, amendments and interpretations adopted by the Group

Between November 2019 and April 2020, the EU issued the following Regulations, which were adopted by the Group from 1 January 2020:

EU Regulation IASB Standard or IFRIC Interpretation
endorsed by EU
Issued in Mandatory for financial
years beginning on or
after
Regulation no. 2075/2019 Amendments to References to the Conceptual Framework in IFRS
Standards (Amendments)
March 2018 1 January 2020
Regulation no. 2104/2019 Amendments to IAS 1 Presentation of Financial Statements and IAS
8 Accounting Policies, Changes in Accounting Estimates and Errors:
Definition of Material (Amendments)
October 2018 1 January 2020
Regulation no. 34/2020 Interest Rate Benchmark Reform (Amendments to IFRS 9, IAS 39
and IFRS 7)
September 2019 1 January 2020
Regulation no. 551/2020 Amendment to IFRS 3 Business Combinations: Business Definition October 2018 1 January 2020
Regulation no. 1434/2020 Amendment to IFRS 16 Leases Covid-19 Related Rent Concessions May 2020 1 January 2020

The Group adopted the amendments, with no significant impact on its Consolidated Financial Statements.

2.1.2. New standards, amendments and interpretations endorsed by EU but not effective for the financial year beginning 1 January 2020 and not early adopted

During the first nine months of 2020, the EU did not issue any Regulation regarding the endorsement of new standards, amendments or interpretations that have not yet been implemented by the Group.

2.1.3. New standards, amendments and interpretations issued by IASB and IFRIC, but not yet endorsed by EU

During the first nine months of 2020, the IASB issued 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 1 Presentation of Financial Statements: Classification of Liabilities as Current or
Non-current (amendments)
January 2020 1 January 2023
IFRS 3 Business Combinations: References to the Conceptual Framework
(amendments)
May 2020 1 January 2022
IAS 16 Property, Plant and Equipment: Income prior to expected use (amendments) May 2020 1 January 2022
IAS 37 Provisions, Contingent Liabilities and Contingent Assets: Costs of fulfilling
onerous contracts (amendments)
May 2020 1 January 2022
2018-2020 cycle of improvements to the IFRS standards: IFRS 1 First-time Adoption
of International Financial Reporting Standards, IFRS 9 Financial Instruments, IFRS
16 Leasings and IAS 41 Agriculture (amendments)
May 2020 1 January 2022
IFRS 17 Insurance Contracts (amendments) June 2020 1 January 2023
IFRS 4 Insurance Contracts (will be supersede by IFRS 17): Extension of the
Temporary Exemption from Applying IFRS 9 (amendments)
June 2020 1 January 2021
IFRS 9 Financial Instruments; IAS 39 Financial Instruments: Recognition and
Measurement; IFRS 7 Financial Instruments: Disclosures; IFRS 4 Insurance contract;
and IFRS 16 Leases – Interest Rate Benchmark Reform – Phase 2 (amendments)
August 2020 1 January 2021

The Management is currently evaluating the impact of adopting these amendments to standards already in place, and so far, does not expect a 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 Colombian Peso
( x foreign exchange units per 1 euro ) (PLN) (COP)
Rate at 30 September 2020 4.4562 4,541.4600
Average rate for the year 4.4229 4,145.3100
Rate at 30 September 2019 4.3782 3,769.7800
Average rate for the year 4.3007 3,641.7000

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 business units Poland Retail and Colombia Retail. 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 business unit Recheio (Wholesale operation of cash & carry and foodservice);
  • Poland Retail: the business unit which operates under the Biedronka banner;
  • Colombia Retail: the business unit which operates under Ara banner;

▪ Others, eliminations and adjustments: includes i. business units with reduced materiality (Coffee Shops, Chocolate Stores and Agribusiness in Portugal, and Health and Beauty Retail in Poland); 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 other operating profits/losses.

Detailed Information by Business Segments as at September 2020 and 2019

Portugal Distribution Poland Retail Colombia Retail Others, eliminations and
adjustments
Total JM Consolidated
2020 2019 2020 2019 2020 2019 2020 2019 2020 2019
Net sales and services 3,487,889 3,673,401 9,909,456 9,236,271 615,500 560,166 185,097 192,404 14,197,942 13,662,242
Inter-segments 683 996 1,198 1,212 - - (1,881) (2,208) - -
External customers 3,487,206 3,672,405 9,908,258 9,235,059 615,500 560,166 186,978 194,612 14,197,942 13,662,242
Operational cash flow (EBITDA) 190,020 241,626 913,410 863,808 (22,502) (25,193) (51,570) (30,767) 1,029,358 1,049,474
Depreciations and amortisations (128,409) (127,451) (351,290) (338,501) (36,395) (35,260) (28,700) (27,171) (544,794) (528,383)
Earnings before interest and taxes (EBIT) 61,611 114,175 562,120 525,307 (58,897) (60,453) (80,270) (57,938) 484,564 521,091
Other operating profits/losses (20,898) (7,993)
Financial results (140,144) (124,585)
Income tax (95,012) (99,043)
Net result attributable to JM 219,179 266,562
Total assets (1) 2,674,794 2,717,142 5,172,311 5,868,688 669,977 862,144 475,508 303,897 8,992,590 9,751,871
Total liabilities (1) 2,169,213 2,179,203 4,206,113 4,710,273 672,070 845,056 (310,876) (211,569) 6,736,520 7,522,963
Investments in tangible and intangible assets 71,496 109,413 141,012 214,356 16,162 57,184 29,385 15,678 258,055 396,631

(1) The comparative report is 31th December of 2019

Reconciliation between EBIT and operational result

2020 2019
EBIT 484,564 521,091
Other operating profits/losses (20,898) (7,993)
Operational result 463,666 513,098

4. Operating costs by nature

Sep 2020 Sep 2019
Cost of goods sold and materials consumed (11,054,303) (10,652,601)
Changes in inventories of finished goods and work in progress 1,889 2,358
Net cash discount and interest paid to suppliers 19,412 25,357
Electronic payment commissions (30,715) (27,293)
Other supplementary costs (4,230) (4,290)
Supplies and services (557,591) (507,111)
Advertising costs (65,378) (77,657)
Rents (10,441) (12,489)
Staff costs (1,301,731) (1,199,568)
Depreciation and amortisation of tangibles and intangibles assets (307,666) (290,963)
Depreciation of right-of-use assets (237,128) (237,420)
Profit/loss with tangible and intangible assets (4,470) (2,553)
Profit/loss with right-of-use assets 583 291
Transportation costs (148,705) (151,231)
Other natures of profit/loss (33,802) (13,974)
Total (13,734,276) (13,149,144)

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 2020 Sep 2019
Costs related with activities closure and projects canceled (6,047) (4,759)
Assets write-offs and gains/losses in sale of tangible assets (846) (1,143)
Changes to benefit plans and actuarial assumptions - (2,091)
Impairment losses on current assets (6,295) -
Activities closing and canceled projects costs (5,987) -
Others (1,723) -
Total (20,898) (7,993)

5. Net financial costs

Sep 2020 Sep 2019
Loans interest expense (16,978) (19,471)
Leases interest expense (95,005) (98,231)
Interest received 2,151 2,130
Net foreign exchange (5,332) (2,410)
Net foreign exchange on leases (20,492) (5,585)
Other financial gains and losses (5,008) (3,693)
Fair value of financial investments held for trade:
Derivative instruments (note 8) 396 186
Total (140,268) (127,074)

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 gains and losses include costs with debt issued by the Group, booked in results through effective interest method.

Exchange differences on Net foreign exchange on leases refer to the exchange rate update, reported on 30 September 2020, on the euro-denominated lease contracts of the subsidiaries JMP (Biedronka) and JMDiF (Hebe), compared to the amount recognised at the end of the previous year (31 December 2019).

6. Income tax recognised in the income statement

Sep 2020 Sep 2019
Current income tax
Current tax of the year (130,317) (127,005)
Adjustment to prior year estimation 2,360 2,894
(127,957) (124,111)
Deferred tax
Temporary differences created and reversed 31,521 23,220
Change to the recoverable amount of tax losses and temporary 487 1,049
differences from previous years
32,008 24,269
Other gains/losses related to tax
Impact of changes in estimates for tax litigations 937 799
937 799
Total income tax (95,012) (99,043)

Income tax expense is calculated based on the weighted average annual income tax rate expected for the year.

In 2020 the income tax rates for Group companies were the same applied in 2019, with the exception of Jerónimo Martins Colombia, where the rate was 32% compared to 33% in 2019.

7. Tangible assets, intangible assets, investment property and right-of-use assets

Tangible assets Intangible assets Investment
property
Right-of-use
assets
Total
Net value at 31 December 2019 3,969,937 794,010 8,563 2,334,949 7,107,459
Foreign exchange differences (220,107) (27,719) - (153,594) (401,420)
Increases 253,366 4,689 - 98,380 356,435
Contracts update - - - 100,793 100,793
Disposals and write-offs (6,017) - - - (6,017)
Contracts cancellation - - - (20,653) (20,653)
Transfers 2,253 (2,203) - (50) -
Depreciation, amortisation and impairment losses (297,695) (9,971) - (237,128) (544,794)
Fair value changes - - (30) - (30)
Net value at 30 September 2020 3,701,737 758,806 8,533 2,122,697 6,591,773

Net value of intangible assets at 30 September 2020 include Goodwill in the amount of EUR 620,948 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 and right-of-use assets decreased by EUR (401,420) thousand, which includes a decrease of EUR (19,755) thousand related to Goodwill from businesses in Poland.

8. Derivative financial instruments

Sep 2020 Dec 2019
Notional 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 (COP/USD) 2.2 million
EUR
8 - 14 - - - - - -
Currency forwards - stock purchase (EUR/USD) 0.5 million
USD
3 - - - 4 million USD - - 43 -
Currency forwards - stock purchase (PLN/EUR) - - - - - 92 million
EUR
- - 352 -
Currency forwards - stock purchase (PLN/USD) - - - - - 6 million USD - - 20 -
Cash flow hedging derivatives
Interest rate swap (PLN) - - - - - 166 million
PLN
- - 26 -
Currency forwards - stock purchase (PLN/USD) 6.6 million
USD
4 - 36 - 2 million USD - - 1 -
Foreign operation investments hedging derivatives
Currency forwards (PLN) 520 million
PLN
1,665 - 190 - 649 million
PLN
- - 2,614 -
Total derivatives held for trading 11 - 14 - - - 415 -
Total hedging derivatives 1,669 - 226 - - - 2,641 -
Total assets/liabilities derivatives 1,680 - 240 - - - 3,056 -

9. Trade debtors, accrued income and deferred costs

Sep 2020 Dec 2019
Non-current
Other debtors 66,920 65,385
Collateral deposits associated to financial debt - 19,367
Deferred costs 3,197 2,015
Total 70,117 86,767
Current
Commercial customers 41,722 64,188
Other debtors 115,892 124,371
Other taxes receivable 9,049 7,617
Accrued income and deferred costs 178,720 228,513
Total 345,383 424,689

The Group held a remunerated deposit in the amount of EUR 19,367 thousand, set in 2014 and with a maturity occurred in January 2020, which was being used as collateral for financial bank loans to the subsidiary Jeronimo Martins Colombia, S.A.S..

10. Cash and cash equivalents

Sep 2020 Dec 2019
Bank deposits 724,833 541,454
Short-term investments 143,462 383,816
Cash in hand 4,196 4,041
Total 872,491 929,311

11. Dividends

Dividends in the amount of EUR 145,447 thousand were paid in 2020, to JMH shareholders in the amount of EUR 130,086 thousand, and to partners with non-controlling interests in the Group companies in the amount of EUR 15,361 thousand.

12. Basic and diluted earnings per share

Sep 2020 Sep 2019
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 219,179 266,562
Basic and diluted earnings per share – Euros 0.3488 0.4242

13. Borrowings

The Group has negotiated commercial paper programs in the total amount of EUR 265,000 thousand, of which EUR 115,000 thousand are committed. The utilizations under these programs are remunerated at the Euribor rate for the respective issue period, plus variable spreads. In the first nine months of the year some emissions were carried out, to meet cash requirements, but without any utilizations as of 30 September 2020.

An extension of a bank overdraft line held by Jeronimo Martins Polska, S.A.and Jeronimo Martins Drogerie i Farmacja Sp. z o.o. was negotiated for an additional two years in the amount of PLN 150,000 thousand. An extension of a loan by JM Nieruchomości Bis Sp. z.o.o. for PLN 326,250 thousand (c. EUR 71,700 thousand) was also negotiated, for two years more.

A new financing contract was signed between European Investment Banking (EIB) and Jerónimo Martins, SGPS, S.A., Jeronimo Martins Polska, SA and JM Nieruchomości Bis Sp. z o.o., which aims to finance energy sustainability

projects in the Biedronka chain, for an amount total of m PLN 720,000 (c. EUR 160,000 thousand), whose funds will only be taken in the last quarter of the year.

Jerónimo Martins Colombia contracted a loan in Colombian pesos, in the medium and long term, with IFC, a member of the World Bank Group, in an amount exceeding COP 350,000,000 thousand, equivalent to USD 95,000 thousand.

13.1 Current and non-current loans

Sep 2020 Opening
balance
Change acc.
policy
Cash flows Transfers Foreign
exchange
difference
Closing
balance
Non-current loans
Bank loans 308,764 - 85,967 (111,252) (35,235) 248,244
Total 308,764 - 85,967 (111,252) (35,235) 248,244
Current loans
Bank overdrafts 34,099 - (32,818) - (1,281) -
Bank loans 389,586 - (151,180) 111,252 (50,100) 299,558
Total 423,685 - (183,998) 111,252 (51,381) 299,558
Dec 2019 Opening
balance
Change acc.
policy *
Cash flows Transfers Foreign
exchange
difference
Closing
balance
Non-current loans
Bank loans 277,524 - 108,128 (79,420) 2,532 308,764
Financial lease liabilities 10,866 (10,866) - - - -
Total 288,390 (10,866) 108,128 (79,420) 2,532 308,764
Current loans
Bank overdrafts - - 33,782 - 317 34,099
Bank loans 346,531 - (41,973) 79,420 5,608 389,586
Financial lease liabilities 4,283 (4,283) - - - -
Total 350,814 (4,283) (8,191) 79,420 5,925 423,685

* With the adoption of the IFRS16 standard, the amounts were reclassified to "Lease liabilities" (see note 14).

14. Lease liabilities

Sep 2020 Current
Non Current
Total
Opening balance 384,980 1,999,293 2,384,273
Increases (new contracts) 11,868 86,512 98,380
Payments (204,745) (842) (205,587)
Transfers 184,120 (184,120) -
Contracts change/ cancel 12,184 67,373 79,557
Foreign exchange difference (22,034) (116,519) (138,553)
Closing balance 366,373 1,851,697 2,218,070
Dec 2019 Current Non Current Total
Opening balance - - -
Change in accounting policy 370,964 2,042,191 2,413,155
Increases (new contracts) 30,032 208,729 238,761
Payments (258,043) (6,154) (264,197)
Transfers 259,869 (259,869) -
Contracts change/ cancel (20,953) (1,236) (22,189)
Foreign exchange difference 3,111 15,632 18,743
Closing balance 384,980 1,999,293 2,384,273

During the first nine months of 2020, the incremental borrowing rates used to measure lease liabilities were revised, considering changes in the financial markets. At 30 September 2020, the average incremental borrowing rate was 5.74% (in a range between 2.4% and 9.1%). At 31 December 2019, the average incremental borrowing rate was 5.67% (in a range between 2.5% and 8.9%).

15. Financial debt

The net consolidated financial debt at the balance sheet date is as follows:

Sep 2020 Dec 2019*
Non-current loans (note 13.1) 248,244 308,764
Current loans (note 13.1) 299,558 423,685
Financial lease liabilities - non-current (note 14) 1,851,697 1,999,293
Financial lease liabilities - current (note 14) 366,373 384,980
Derivative financial instruments (note 8) (1,440) 3,056
Interest on accruals and deferrals 1,948 423
Cash and cash equivalents (note 10) (872,491) (929,311)
Collateral deposits associated to financial debt (note 9) - (19,367)
Total 1,893,889 2,171,523

* December 2019 Financial debt was restated. Cash in hand, which is part of Cash and cash equivalents is now included in Financial debt.

16. Provisions and employee benefits

Risks and Employee
contingencies benefits
Balance at 1 January 27,780 69,669
Set up, reinforced and transfers 3,041 5,506
Unused and reversed (920) (8)
Foreign exchange difference (515) (1,750)
Used (500) (2,095)
Balance at 30 September 28,886 71,322

17. Trade creditors, accrued costs and deferred income

Sep 2020 Dec 2019
Non-current
Other commercial creditors 82 51
Accrued costs and deferred income 694 713
Total 776 764
Current
Other commercial creditors 2,954,607 3,320,957
Other non-commercial creditors 208,471 334,128
Other taxes payables 115,349 120,791
Contracts liabilities with customers 5,147 3,628
Refunds liabilities to customers 699 788
Accrued costs and deferred income 486,744 401,857
Total 3,771,017 4,182,149

18. Contingencies

• In Portugal, following search and seizure actions carried out in late 2016 and early 2017 in several entities operating in the food distribution sector, the Competition Authority determined the opening of several inquiries, in the scope of which it came to issue against suppliers and retailers, including Pingo Doce, six statements of objection ("notas de ilicitude") for alleged anti-competitive practices, consisting of price alignment for certain products.

The statements of objection ("notas de ilicitude") do not reflect any definitive judgment on the actual occurrence of the alleged infractions, which the Company refutes to have existed.

The proceedings are at a very early stage having Pingo Doce already presented its response to the said illegality notes.

• In Poland, during 2019, the Company Jeronimo Martins Polska (JMP) was notified by UOKiK (the Polish Office of Competition and Consumer Protection) on the opening of two proceedings, one of which regarding potential abuse of bargaining power in commercial relations with fruits and vegetables suppliers, and the other on missing labels on shelves and discrepancies between prices on the shelfs and the ones showed at the checkouts.

During the first nine months of 2020 JMP was notified on the opening of two other proceedings related to the accuracy of the promotions' information found on the Company's website and the marking of country of origin of fruit and vegetable products at the store level.

In August 2020, UOKiK notified the JMP of the decision on the case regarding the lack of price labels on the shelves and discrepancies in prices, and concluded by imposing a fine of PLN 115,000 thousand (c. EUR 25,000 thousand). The above-mentioned decision is not final, so the JMP, disagreeing with the understanding and conclusion of this Authority, appealed against it to the Court of Competition and Consumer Protection.

The remaining three processes are under analysis. The Company has provided all requested documents and replied to UOKIK on a timely basis. At the date of the emission of this report, there are no known decisions issued by UOKiK, regarding them are known, so it is therefore premature to foresee any conclusions and potential responsibilities to be recognized.

  • As at 30 September 2020, the following changes occurred to the contingencies mentioned in the 2019 Annual Report:
  • h) The Portuguese Tax Authorities assessed, regarding 2016, JMR SGPS and regarding 2016 and 2017 JMH (as the head of the Tax Group in which Recheio SGPS is included), the amounts of EUR 43,632 thousand and EUR 19,972 thousand, respectively, related to the taxation in CIT of ¼ of the results generated in internal operations of the Tax Group. As explained in the 2018 Annual Report (and previous years), this assessment results from the application of the transitional rule included in the Portuguese State Budget of 2016. Based on the assessment of our legal and fiscal advisors, we firmly believe that there are sufficient grounds to oppose the said rules. Therefore, no provisions have been made for the amount assessed and which is expected to be further assessed from the application of the 2016, 2017, 2018 and 2019 transitory rules - c. EUR 225,000 thousand in taxes;
  • i) The Food and Veterinary Department (Direcção-Geral de Alimentação e Veterinária) claimed from Pingo Doce, Recheio and Hussel the amounts of EUR 21,307 thousand, EUR 2,226 thousand and EUR 46 thousand, respectively, in respect of the Food Safety Tax (Taxa de Segurança Alimentar Mais – TSAM) assessed for the years 2012 to 2020. 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. Despite the court having decided that the Food Safety Tax is not unconstitutional, the Companies maintain their understanding and appealed to the Constitutional Court, which kept the decision. Pingo Doce appealed against that decision to the Conference of Judges ("Conferência de Juízes"), and at the same time filed a complaint with the European Commission based on illegal state aid. The proceedings are still pending. The Group regularly assesses the risk and likelihood of its conclusion. However, in order to protect its legitimate interests and not to harm its position in these disputes, it does not disclose the amounts that may have been provisioned.

19. Related parties

56.136% of the Group 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 2020, neither were there any amounts payable or receivable between them on 30 September 2020.

Balances and transactions of Group companies with related parties are as follows:

Joint ventures Other related parties (*)
Sep 2020 Sep 2019 Sep 2020 Sep 2019
Sales and services rendered - - 81 104
Interest income 45 39 - -
Stocks purchased and services supplied 3,615 3,277 71,060 88,459
Joint ventures Other related parties (*)
Sep 2020 Dec 2019 Sep 2020 Dec 2019
Trade debtors, accrued income and deferred costs 37 46 9 7

Trade creditors, accrued costs and deferred income 900 597 5,070 5,945 (*) Other related parties corresponds to Other financial investments ,entities participated and/or 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 trade agreements, 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.

20. 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, 27 October 2020

The Certified Accountant The Board of Directors