AI Terminal

MODULE: AI_ANALYST
Interactive Q&A, Risk Assessment, Summarization
MODULE: DATA_EXTRACT
Excel Export, XBRL Parsing, Table Digitization
MODULE: PEER_COMP
Sector Benchmarking, Sentiment Analysis
SYSTEM ACCESS LOCKED
Authenticate / Register Log In

Samba Digital SGPS S.A

Interim / Quarterly Report Aug 18, 2020

6003_ir_2020-08-18_4f0b8d5b-64cf-4587-9a8a-417e1c000f55.pdf

Interim / Quarterly Report

Open in Viewer

Opens in native device viewer

REPORT AND ACCOUNTS

30 JUNHO 2020

PART I MANAGEMENT REPORT

30 JUNE 2020

On 19 November 2019, Sonae Capital sold its entire participation in the share capital of RACE, S.A., its Refrigeration and HVAC segment. In order to ensure comparability between the information reported in 2020 and the information for the same period in 2019, the Consolidated Income Statement for the year 2019 was restated and excludes the contribution of RACE, S.A. up to Net Profit – Continued Businesses. Therefore, the contribution of RACE, S.A. is now only recognised in Net Profit - Discontinued Businesses line.

1. MAIN HIGHLIGHTS AND CEO'S MESSAGE

  • First half 2020 significantly impacted by the rapid spread of the Covid-19 pandemic and the subsequent declaration of State of Emergency in Portugal between March and May, which resulted in the suspension of several operations, namely in Fitness, Hospitality and Tróia Operations;
  • June was marked by the restart of the majority of operations, although still strongly limited by the pandemic;
  • Business Units Turnover increased by €61.6M in 1H20, to €129.3M, totally driven by the integration of Futura Energía Inversiones;
  • Real Estate Assets unit Turnover reaching 10.9M€ in 1H20, driven by sales deeds in the amount of 7.2M€, including 10 residential touristic units in Tróia, for 5.0M€;
  • Net Results at negative 14.4M€ in 1H20, 11.5M€ below the same period of 2019;
  • Net Financial Debt of €152.8M at the end of the semester, €11.6M above the end of 2019;
  • Cash and available credit lines at 81.3M€ in 30 June 2020, ensuring all the refinancing needs planned for 2020, even in the most adverse scenarios.

"As expected, the second quarter of the year proved to be extremely challenging for Sonae Capital. The Fitness, Hospitality and Tróia Operations segments saw their operations suspended for most of the quarter and the Industrial Engineering and Real Estate Assets segments saw, and will certainly continue to see, the activity affected by the climate of uncertainty on a global scale. The Energy segment, the most resilient in our portfolio, did not suffer any material direct impact.

Assuming from the very beginning that there are variables one can not control, namely the absense of revenues resulting from the operations suspension, we focused on increasing resilience levels, acting at the level of operating costs and retaining some investment decisions. At the same time, we continued to work towards strengthening Sonae Capital's liquidity. We had 81.3M€ in cash and available credit lines on 30 June 2020, which allows pursuing Sonae Capital strategic objectives with sufficient confidence to face even more adverse scenarios.

The suspended operations resumed their activity essentially from June onwards. As a result of the commitment of our teams, which have demonstrated an unparalleled adaptability, we have carefully prepared our operations for the "new normal", guaranteeing the safety and well-being of everyone and taking firm steps to continue to excel in some of our forefronts. The recovery will not be immediate and will continue to put us to the test, but the path taken throughout the past few months makes me believe that this pandemic will be just one more challenge that Sonae Capital will overcome in the course of its history."

Miguel Gil Mata

2. COVID-19

At Sonae Capital, the Covid-19 pandemic has impacted significantly the 1H20 operating and financial results. The effects already witnessed in the main business indicators during the first quarter of the year became much more evident during the second quarter and, despite the gradual easing of Government restrictions from mid-May, many of these effects still remain in some of our segments.

Following an action plan initiated during the first quarter of the year, the well-being and safety of our employees, customers, suppliers and the community in general continued to be our main priority.

Considering the limitations that resulted from the temporary suspension of our operations, especially in Fitness and Hospitality, where the drop in revenues has been significant, we have been making efforts to protect our resilience levels, namely through:

  • reinforcement of optimization and reduction of operating costs: all segments have been particularly focused on the optimization of their cost structure: from external supplies and services, to personnel costs and rental costs which, although not visible in the EBITDA line, are particularly relevant in some segments, namely Fitness and Hospitality. With regard to personnel costs, Sonae Capital has adopted the simplified layoff regime since mid-April, in all the segments including central structures, with Energy as the only exception.
  • revision of the investment plan: with the rise and rapid spread of the pandemic, all Capex needs included in the investment plan scheduled for 2020 have been revisited as an incremental measure of prudence. Currently, all material Capex needs are subject to scrutiny by the Executive Committee of Sonae Capital, which is carefully assessing their viability. It should be noted that the investment in Mangualde cogeneration power plant, in Energy, continued to proceed as planned.
  • reinforcement of liquidity: the real estate assets monetization plan continues to contribute to the financing of Sonae Capital. In parallel, Sonae Capital has been working with the main banks in relation to refinancing its debt since the end of 2019, aiming not only to optimize the average maturity and cost of debt, but also seeking to strengthen liquidity in order to meet all financing needs. At the end of 1H20, Sonae Capital had €81.3M in cash and available credit lines. In a more adverse scenario, in which expectations in terms of operating cash flow generation for 2020 will continue to be impacted by the effects of the pandemic, Sonae Capital maintains a degree of financial strength considered as adequate, with all the expected financing needs for the current year secured.

Information by segment:

Energy

  • The Production activity took place in a context of relative normality. In cogeneration, despite some signs of softening in the activity levels of some plants and the consequent reduction in thermal energy production, the impact of the pandemic was not material. As planned, the Mangualde operation took off in June for an initial commissioning phase, where tests are being carried out. Although this phase already encompasses the production of electric and thermal energy, the plant is expected to reach cruising speed in mid-August, as soon as the testing period is concluded.
  • As previously reported, the increase in the volatility of the markets in which the Trading and Commercialization activity operates - from CO2 emission licenses, to electric energy and natural gas - has led to a preventive slowdown in activity, in order to protect working capital requirements.

Industrial Engineering

  • The 2Q20 performance, marked by a level of orders clearly below expectations, shows the negative evolution of confidence levels in the markets where ADIRA operates.
  • ADIRA has put an additional effort into its commercial activity (namely through market diversification, searching for new agents and also providing financing solutions to its customers), with the aim of ensuring that its position will be strengthened as soon as uncertainty levels begin to dissipate.

Fitness

  • After more than two months of preventive suspension of the Clubs activity, the reopening of the first 21 Clubs took place on 1 June. This group of Clubs was defined in order to guarantee service coverage to all members, in a logic of proximity. From that day until 1 July, another 13 Clubs were reopened.
  • After the reopening, the safety of our members and employees has been a constant, being beyond the recommendations issued by the General Health Directorate in many circumstances. Among the various measures implemented, we highlight the launching of a scheduling platform that allows our members to book their classes before going to the Club.
  • The average number of active members suffered a significant slowdown, reaching approximately 70 thousand members at the end of 2Q20, circa 35 thousand members below the value registered at the end of March, when the State of Emergency began in Portugal. This decrease results from the effect of some cancellations but also, and in particular, from approximately 20 thousand suspensions that SC Fitness expects to partially revert in the coming quarters. In order to reinforce confidence levels, the maintenance of constant and transparent communication has been paramount, as well as the launching of customer acquisition campaigns. Of particular relevance, the feedback received from members returning to Clubs has been clearly positive.

Hospitality

  • During the months of April and May, operations remained practically suspended, with the month of June marked by the progressive resumption of the activity of all units, with the exception of The Artist, in Porto. All units have been following strict safety measures and have the Clean & Safe certification.
  • In the Business & City Break destination, the activity of the units located in Porto is largely dependent on the evolution of the aviation sector, which has for now a very residual level of activity.
  • In the Sun & Sea destination, Tróia has shown the best performance. The activity of June 2020 remained below the reference levels of 2019, but due to the site specificity has allowed to register some positive signs of recovery. At Aqualuz Lagos, whose activity has always been highly dependent on international markets, namely the United Kingdom, performance has been limited by a very low occupancy rate.

Tróia Operations

  • During the months of April and May, all operations in Tróia were conditioned, with the exception of Meu Super supermarket and Atlantic Ferries, which maintained only a part of the careers in operation.
  • The gradual resumption of the operations took place from the end of May. Since the lockdown period, the destination Tróia has stood out positively, being sought after by several owners of apartments and houses, at the same time that, since June, there has been some resumption of tourist activity in the Peninsula. Even so, despite the positive signs, the operations performance remained well below the levels recorded in the same period of 2019.

3. OVERALL PERFORMANCE

Consolidated Profit and Loss Statement
D 20/19
D 20/19
Million euro
2Q 2020
2Q 2019
1H 2020
1H 2019
Turnover
Business Units
31.45
36.41
-13.6%
129.25
67.67
+91.0%
Energy
25.31
14.31
+76.9%
105.78
28.33
Industrial Engineering
0.90
1.49
-39.6%
3.69
4.07
Fitness
2.24
10.12
-77.9%
12.89
20.15
-36.0%
Hospitality
1.00
7.34
-86.4%
3.30
10.36
-68.2%
Troia Resort - Operations
2.00
3.15
-36.4%
3.59
4.77
-24.6%
Real Estate Assets
5.38
11.27
-52.3%
10.87
15.82
-31.3%
Troia Resort
3.48
5.28
-34.2%
5.87
8.36
-29.8%
Other Real Estate Assets
1.91
5.99
-68.2%
5.00
7.47
-33.1%
Eliminations & Adjustments
-1.89
-2.45
+22.7%
-3.33
-4.32
+23.0%
Consolidated Turnover
34.94
45.24
-22.8%
136.78
79.17
+72.8%
Other Operational Income
1.13
0.69
+64.5%
1.57
1.42
+10.8%
Total Operational Income
36.07
45.92
-21.5%
138.35
80.59
+71.7%
EBITDA
Business Units
1.67
9.31
-82.0%
6.92
14.24
-51.4%
Energy
4.62
4.87
-5.1%
8.44
8.47
Industrial Engineering
-0.69
-0.95
+27.4%
-1.05
-1.61
+34.8%
Fitness
-1.37
3.03
-
1.91
6.25
-69.4%
Hospitality
-1.12
2.05
-
-2.25
1.19
Troia Resort - Operations
0.24
0.31
-24.5%
-0.14
-0.06
<-100%
Real Estate Assets
2.12
5.09
-58.4%
2.88
5.91
-51.3%
Troia Resort
1.31
0.92
+42.8%
1.70
0.95
+79.2%
Other Real Estate Assets
0.80
4.17
-80.7%
1.18
4.96
-76.3%
Eliminations & Adjustments
-2.49
-1.96
-27.1%
-4.54
-3.74
-21.4%
Consolidated EBITDA
1.30
12.44
-89.6%
5.26
16.41
-68.0%
Amortizations & Depreciations
8.53
8.15
+4.7%
16.26
15.48
Provisions & Impairment Losses
-0.02
0.02
-
-0.16
0.00
Recurrent EBIT
Business Units
-6.32
1.79
-
-8.19
0.07
Energy
1.37
1.71
-20.0%
2.79
3.00
Industrial Engineering
-1.01
-1.16
+12.8%
-1.70
-2.04
+16.7%
Fitness
-3.84
0.82
-
-3.01
1.84
Hospitality
-2.38
0.80
-
-4.76
-1.30
<-100%
-1.52
-1.43
Troia Resort - Operations
-0.45
-0.37
-21.0%
Real Estate Assets
0.66
3.53
-81.2%
0.05
2.79
-98.4%
Eliminations & Adjustments
-1.56
-1.05
-48.9%
-2.70
-1.93
-39.9%
Consolidated Recurrent EBIT
-7.21
4.27
-
-10.85
0.93
Non-recurrent costs/income (1)
0.02
0.01
>100%
0.23
0.01
Consolidated EBIT
-7.23
4.26
-
-11.08
0.92
Net Financial Expenses
-1.63
-1.74
+6.6%
-3.18
-3.86
+17.6%
Investment Income and Results from Assoc. Undertakings
0.05
0.00
>100%
0.16
0.47
-67.0%
EBT
-8.81
2.52
-
-14.11
-2.47
<-100%
Taxes
0.11
0.27
-58.4%
0.19
0.29
-33.3%
Net Profit - Continued Businesses
-8.92
2.25
-
-14.30
-2.76
<-100%
Net Profit - Discontinued Businesses
-0.03
-0.07
+55.5%
-0.06
-0.13
+54.6%
Net Profit - Total
-8.96
2.18
-
-14.36
-2.89
<-100%
Attributable to Equity Holders of Sonae Capital
-8.98
1.98
-
-14.60
-3.29
<-100%
Attributable to Non-Controlling Interests
0.02
0.19
-88.5%
0.24
0.40
-39.2%

(1) Non-recurrent items mainly related to restructuring costs and one-off income.

  • The Business Units turnover stood at 129.3M€, posting a significant increase when compared to 67.7M€ registered in the same period of 2019. Given the exceptional situation caused by the Covid-19 pandemic, with negative Turnover impact on nearly all operations, this increase was driven by the Retail & Trade business contribution, in Energy (consolidated since the 3Q19). In the same period, the Real Estate Assets Turnover reached 10.9M€, 31.3% below the same period in 2019.
  • The Business Units EBITDA stood at 6.9M€, 51.4% below the same period in 2019. This was driven by the negative Turnover evolution and also by the various optimization actions implemented in order to mitigate, as far as possible, the impact of the pandemic in the cost structure. In the Real Estate Assets unit, the EBITDA decreased 51.3%, to 2.9M€.
  • The Recurrent EBIT stood at negative 10.9M€, which compares with 0.9M€ in 1H19.
  • Net Results totaled negative 14.4M€, 11.5M€ below the same period in 2019, essentially due to:
    • (i) an EBITDA decrease of 11.2M€, due to the pandemic impact in most of the operations;
    • (ii) an increase of 0.8M€ in Amortisations & Depreciations (0.5M€ referred to IFRS 16 Amortisations and 0.3M€ driven by the investment plan in place);
    • (iii) an increase of 0.2M€ in Non-Recurrent costs (mostly at ADIRA, following the ongoing restructuring plan);
    • (iv) a decrease of 0.3M€ in Investment Income and Results from Associated Undertakings (as 1Q19 was impacted by a Badwill recognition, following the acquistion of Aqualuz Lagos operation).

Notwithstanding:

(v) an increase of 0.7M€ in Net Financial Expenses (including 0.6M€ related with the capitalisation of interest incurred in the development of the Mangualde Biomass-fired cogeneration plant).

3.1 CAPITAL STRUCTURE

Capital Structure/Capex/Ratios
Million euro Jun 2020 Dec 2019 D 20/19
Net Capital Employed 420.33 422.53 -0.5%
Fixed Assets
o.w. Rights of Use (IFRS16)
Non-Current Investments (net)
Working Capital
367.85
51.65
11.44
36.91
369.99
50.92
8.99
41.32
-0.6%
+1.4%
+27.3%
-10.7%
Capex (end of period)
% Fixed Assets
CAPEX (L12M) / Depreciations
12.78
11.7%
1.89x
51.73
13.9%
2.07x
-75.3%
-2.2 pp
-0.17x
Net Debt
Financial Net Debt
Net Debt Total
% Net Capital Employed
Debt to Equity
152.76
217.54
51.8%
107.3%
141.21
204.55
48.4%
93.8%
+8.2%
+6.3%
+3.3 pp
+13.4 pp
Capital Structure Ratios
Loan to Value (Real Estate Assets) 25.6% 23.9% +1.7 pp
Net Debt/EBITDA (recurrent without IFRS16)
Net Debt/EBITDA (recurrent with IFRS16)
7.31x
4.98x
3.00x
3.55x
+4.31x
+1.43x
  • Capex totalled 12.8M€ in 1H20, mostly driven by: (I) the ongoing investment in the Mangualde biomass-fired cogeneration project development, in the amount of 4.6M€; (ii) Fitness expansion plan, in the amount of 1.5M€; and, (iii) the investment made in Porto Palácio Hotel and Aqualuz Tróia facilities, for 1.8M€.
  • Net Debt stood at 217.5M€ at the end of June 2020, 6.3% above December 2019. The Net Financial Debt amounted to 152.8M€ in the same period, registering an increase of 11.6M€, when compared to the end of 2019.
  • Net Financial Debt to EBITDA ratio reached 7.3x and Loan-to-Value stood at 25.6%. The deterioration registered in Net Financial Debt to EBITDA ratio results not only from the Business Units EBITDA decrease, particularly in Fitness and Hospitality, but also from the investment already seen in debt level with no liquidity or EBITDA generation attached (such as the Mangualde project, for instance). In fact, given our prospects for EBITDA evolution in 2020, this ratio is expected to continue under pressure until the investment projects complete a year of broad EBITDA generation.
  • At the end of June, Sonae Capital liquidity and available credit lines stood at €81.3M, which allows facing current times of great uncertainty with increased confidence.

4. BUSINESS UNITS

4.1 ENERGY

Operational and Financial Information - Energy
Million euro 2Q 2020 2Q 2019 D 20/19 1H 2020 1H 2019 D 20/19
Total Operational Income 25.40 14.37 +76.7% 105.93 28.40 >100%
Turnover 25.31 14.31 +76.9% 105.78 28.33 >100%
Production 11.91 14.31 -16.7% 24.40 28.33 -13.9%
Retail & Trade 13.39 0.00 - 82.17 0.00 -
Other Operational Income 0.09 0.07 +36.4% 0.15 0.08 +96.6%
Total Operational Costs 20.78 9.51 >100% 97.49 19.93 >100%
Cost of Goods Sold 17.94 6.78 >100% 91.63 14.53 >100%
External Supplies and Services 1.29 1.53 -16.1% 2.98 3.07 -3.0%
Staff Costs 1.34 0.94 +42.0% 2.50 1.81 +38.3%
Other Operational Expenses 0.22 0.25 -14.8% 0.39 0.52 -26.1%
EBITDA 4.62 4.87 -5.1% 8.44 8.47 -0.3%
Production 4.51 4.87 -7.2% 8.04 8.47 -5.1%
Retail & Trade 0.10 0.00 - 0.40 0.00 -
EBITDA Margin (% Turnover) - [Production] 37.9% 34.0% +3.9 pp 33.0% 29.9% +3.1 pp
Depreciations IFRS16 0.16 0.12 +31.8% 0.32 0.24 +34.0%
Amortizations & Depreciations 3.09 3.04 +1.8% 5.34 5.23 +2.0%
Provisions & Impairment Losses 0.00 0.00 - 0.00 0.00 -
Recurrent EBIT 1.37 1.71 -20.0% 2.79 3.00 -7.0%
Production 1.29 1.71 -24.7% 2.43 3.00 -18.9%
Retail & Trade 0.08 0.00 - 0.36 0.00 -
Recurrent EBIT Margin (% Turnover) - [Production] 10.8% 12.0% -1.2 pp 10.0% 10.6% -0.6 pp
Capex 2.85 2.34 +21.8% 6.48 12.70 -49.0%
EBITDA-Capex 1.77 2.53 -30.0% 1.96 -4.23 -
Total Capacity (MW) 81.5 79.7 +2.3% 81.5 79.7 +2.3%
Owned & Operated 74.6 63.9 16.7% 74.6 63.9 16.7%
Operated (not consolidated) 3.2 3.2 0.0% 3.2 3.2 0.0%
Projects in progress (MW) 3.7 12.6 -70.6% 3.7 12.6 -70.6%
  • Following the acquisition of Futura Energía Inversiones, the Energy business consolidates two different businesses since 1 August 2019. Two businesses that are different, not only in nature but also in turnover and profitability metrics: the Production business, which includes Cogeneration and Renewables operations, and the Retail & Trade business, which includes the operation developed by Futura Energía Inversiones.
  • In the Production business, Turnover decreased by 13.9% when compared to the 1H19, totalling 24.4M€. In the Cogeneration operation, we registered a negative price effect at both electric and thermal energy, particularly due to a change in the electric energy remuneration regime in two power plants (Maia and Carvemagere). Additionaly, we have also registered a negative volume effect due to a slowdown in the activity level of some plants. As for the Renewables operation, it has evolved negatively compared to 1H19, due to a lower solar resource availability versus the exceptionally positive year of 2019. In the wind operation, it should be noted that one of Capwatt Alrota's three wind turbines was damaged between January and June 2020, which impacted the electricity produced in the semester. The Production EBITDA decreased 5.1%, to 8.0M€. As previously reported, the EBITDA is impacted by structural costs related to the ongoing expansion plan.
  • The Retail & Trade business, whose activity includes trading of natural gas, electricity and CO2 emission allowances, had a contribution of 82.2M€ and 0.4M€ for Turnover and EBITDA, respectively.
  • The CAPEX stood at 6.5M€, mainly due to the investment in the Biomass-fired cogeneration plant, in the amount of 4.6M€. The plant started the testing period in June 2020, and it is expected to reach cruising speed during the month of August.

4.2 INDUSTRIAL ENGINEERING

Operational and Financial Information - Industrial Engineering
Million euro 2Q 2020 2Q 2019 D 20/19 1H 2020 1H 2019 D 20/19
Total Operational Income 1.07 1.69 -36.7% 3.92 4.46 -12.0%
Turnover 0.90 1.49 -39.6% 3.69 4.07 -9.4%
Other Operational Income 0.17 0.20 -14.9% 0.23 0.38 -39.6%
Total Operational Costs 1.76 2.64 -33.4% 4.97 6.06 -18.1%
Cost of Goods Sold 0.58 1.09 -47.0% 2.18 2.74 -20.3%
External Supplies and Services 0.46 0.64 -28.3% 0.99 1.19 -16.6%
Staff Costs 0.69 0.85 -18.9% 1.66 1.85 -10.2%
Other Operational Expenses 0.03 0.06 -44.5% 0.14 0.29 -52.6%
EBITDA -0.69 -0.95 +27.4% -1.05 -1.61 +34.8%
EBITDA Margin (% Turnover) -76.3% -63.5% -12.8 pp -28.5% -39.5% +11.1 pp
Depreciations IFRS16 0.02 0.01 +87.5% 0.03 0.02 +84.0%
Amortizations & Depreciations 0.31 0.20 +50.4% 0.61 0.41 +49.9%
Provisions & Impairment Losses 0.00 0.00 - 0.00 0.00 -
Recurrent EBIT -1.01 -1.16 +12.8% -1.70 -2.04 +16.7%
Recurrent EBIT Margin (% Turnover) -112.2% -77.8% -34.4 pp -46.0% -50.0% +4.0 pp
Capex 0.12 0.23 -47.8% 0.18 0.44 -59.1%
EBITDA-Capex -0.81 -1.18 +31.4% -1.23 -2.05 +40.0%

The activity of the industrial sector is highly dependent on the evolution of confidence levels which, in turn, have been impacted by the Covid-19 pandemic on a global scale. Given the prevailing times of uncertainty, several industrialists have put their investment decisions on hold, which has had an impact on ADIRA's level of orders.

Industrial Engineering turnover stood at €3.7M, 9.4% below the same period in 2019, reflecting the impact of the pandemic on the evolution of the number of orders. EBITDA improved by 34.8% in 1H20, totaling negative 1.1M€.

4.3 FITNESS

Operational and Financial Information - Fitness
Million euro 2Q 2020 2Q 2019 D 20/19 1H 2020 1H 2019 D 20/19
Total Operational Income 2.59 10.23 -74.7% 13.43 20.32 -33.9%
Turnover 2.24 10.12 -77.9% 12.89 20.15 -36.0%
Other Operational Income 0.35 0.10 >100% 0.54 0.17 >100%
Total Operational Costs 3.96 7.20 -45.0% 11.52 14.07 -18.1%
Cost of Goods Sold -0.01 0.04 - 0.04 0.09 -58.9%
External Supplies and Services 1.53 3.41 -55.1% 4.92 6.69 -26.4%
Staff Costs 2.08 3.07 -32.5% 5.64 6.09 -7.3%
Other Operational Expenses 0.36 0.68 -47.2% 0.92 1.21 -24.0%
EBITDA -1.37 3.03 - 1.91 6.25 -69.4%
EBITDA Margin (% Turnover) -61.2% 29.9% -91.1 pp 14.8% 31.0% -16.2 pp
Depreciations IFRS16 1.43 1.39 +2.8% 2.94 2.76 +6.3%
Amortizations & Depreciations 1.00 0.82 +21.7% 1.94 1.64 +18.2%
Provisions & Impairment Losses 0.05 0.00 - 0.05 0.00 -
Recurrent EBIT -3.84 0.82 - -3.01 1.84 -
Recurrent EBIT Margin (% Turnover) -171.8% 8.1% -179.9 pp -23.4% 9.2% -32.5 pp
Capex 0.08 5.70 -98.6% 1.52 5.80 -73.8%
EBITDA-Capex -1.45 -2.67 +45.8% 0.39 0.45 -13.3%
# Average number of active members 69 590 104 468 -33.4% 69 590 104 468 -33.4%
# Clubs in Operation 37 35 +2 37 35 +2

The Fitness business ended the 1H20 with 34 Clubs in operation. Aimed at matching our offer to current demand levels, 3 Clubs remain closed for now, namely the Pump Clubs from Avenida da República, Gaia and Nações.

The Covid-19 pandemic interrupted a sustained growth path of almost 7 years. We ended 1H20 with approximately 70 thousand active members, impacted by almost 20 thousand suspensions, which we expect to partially revert through our customer retention program. Besides reinforcing the offer with the launching of ginásio.online, ginásio.outdoor and promotional membership campaigns, SC Fitness has been working in order to communicate frequently, clearly and transparently, showing strict compliance with safety rules, even beyond those recommended by the General Health Directorate.

  • Turnover stood at 12.9M€ in 1H20, 36.0% below the same period of 2019 and EBITDA totaled 1.9M€, 69.4% below the same period of 2019.
  • Capex reached 1.5M€, driven by the expansion plan in course.
4.4
HOSPITALITY
Operational and Financial Information - Hospitality
Million euro 2Q 2020 2Q 2019 D 20/19 1H 2020 1H 2019 D 20/19
Total Operational Income 1.21 7.37 -83.6% 3.60 10.48 -65.7%
Turnover 1.00 7.34 -86.4% 3.30 10.36 -68.2%
Other Operational Income 0.21 0.03 >100% 0.30 0.12 >100%
Total Operational Costs 2.33 5.32 -56.2% 5.84 9.29 -37.1%
Cost of Goods Sold 0.03 0.40 -92.5% 0.19 0.65 -70.7%
External Supplies and Services 1.19 2.67 -55.5% 2.74 4.50 -39.0%
Staff Costs 1.04 1.97 -47.1% 2.64 3.62 -27.0%
Other Operational Expenses 0.07 0.28 -74.9% 0.26 0.52 -49.9%
EBITDA -1.12 2.05 - -2.25 1.19 -
EBITDA Margin (% Turnover) -112.2% 27.9% -140.1 pp -68.0% 11.5% -79.5 pp
Depreciations IFRS16 1.10 1.09 +0.9% 2.19 2.17 +0.9%
Amortizations & Depreciations 0.16 0.16 +0.4% 0.32 0.32 -0.4%
Provisions & Impairment Losses 0.00 0.00 - 0.00 0.00 -
Recurrent EBIT -2.38 0.80 - -4.76 -1.30 <-100%
Recurrent EBIT Margin (% Turnover) -237.8% 10.9% -248.7 pp -144.1% -12.6% -131.5 pp
Capex 1.21 0.38 >100% 1.82 0.50 >100%
EBITDA-Capex -2.33 1.67 - -4.07 0.69 -
# Units 6 6 +0 6 6 +0
  • The Hospitality segment consolidates the operation of six Hotel Units: three units located in Porto (Porto Palácio Hotel, The Artist and The House), two units located in the Peninsula of Tróia (Aqualuz Tróia and Tróia Residence) and, since 1 January 2019, one unit in the Algarve region (Aqualuz Lagos).
  • The 2Q20 performance was impacted by the suspension of the activity of most hotel units during the months of April and May, in which there was almost no room for revenue generation. However, despite the operations resumption, essentially since June, the hotels performance was conditioned by low occupancy levels, mostly in the city of Porto.
  • Turnover stood at 3.3M€ in 1H20, 68.2% below the same period in 2019. The EBITDA totaled negative 2.3M€, which compares with positive 1.2M€ in 1H19.
  • The CAPEX reached 1.8M€, due to the Santa Apolónia Railway Station Hotel unit project in Lisbon, as well as the requalification of Porto Palácio Hotel and Aqualuz Tróia.

4.5 TROIA RESORT – OPERATIONS

Operational and Financial Information - Troia Resort Operations
Million euro 2Q 2020 2Q 2019 D 20/19 1H 2020 1H 2019 D 20/19
Total Operational Income 2.31 3.40 -32.1% 4.13 5.25 -21.4%
Turnover 2.00 3.15 -36.4% 3.59 4.77 -24.6%
Other Operational Income 0.31 0.26 +21.2% 0.53 0.49 +9.8%
Total Operational Costs 2.07 3.09 -32.8% 4.27 5.31 -19.6%
Cost of Goods Sold 0.24 0.32 -24.0% 0.32 0.41 -21.1%
External Supplies and Services 1.03 1.60 -35.6% 2.14 2.72 -21.4%
Staff Costs 0.72 1.00 -27.5% 1.59 1.82 -12.3%
Other Operational Expenses 0.08 0.17 -54.9% 0.21 0.36 -41.2%
EBITDA 0.24 0.31 -24.5% -0.14 -0.06 <-100%
EBITDA Margin (% Turnover) 11.8% 10.0% +1.9 pp -3.9% -1.2% -2.8 pp
Depreciations IFRS16 0.06 0.05 +11.3% 0.11 0.10 +12.6%
Amortizations & Depreciations 0.63 0.64 -1.3% 1.26 1.27 -1.1%
Provisions & Impairment Losses 0.00 0.00 - 0.01 0.00 +61.6%
Recurrent EBIT -0.45 -0.37 -21.0% -1.52 -1.43 -6.0%
Recurrent EBIT Margin (% Turnover) -22.5% -11.8% -10.7 pp -42.2% -30.0% -12.2 pp
Capex 0.17 0.58 -70.7% 0.67 0.71 -5.6%
EBITDA-Capex 0.07 -0.27 - -0.81 -0.77 -5.9%
  • This segment aims to promote Tróia as a touristic and leisure destination, with high standards in terms of quality of service and environmental sustainability, through an integrated management of its infrastructures. Besides Atlantic Ferries river transportation, it includes operations such as Tróia Marina, "Meu Super" supermarket, the Roman Ruins, a sports centre and a Golf course, among others.
  • Turnover from Operations in Tróia totaled 3.6M € in 1H20, 24.6% below the 1H19. Despite the gradual improvement in the level of activity throughout the month of June, this was not sufficient to offset the impact of activities suspension between March and May 2020. On a quarterly basis, it should be noted that, despite the expected decrease in EBITDA when compared to 1H19, EBITDA in 2Q20 was positive, totaling 0.2M€, largely due to the cost optimization measures implemented.
  • The CAPEX reached 0.7M€, mostly as a consequence of investments made in Atlantic Ferries operation.

5. REAL ESTATE ASSETS

On 30 June 2020, the value of Sonae Capital Real Estate Assets portfolio was at 314.5M€, including the Real Estate Assets valued by Cushman & Wakefield (C&W), in the amount of 243.0M€, and the WTC Fund, with a market value of 71.5M€. On the same date, the capital employed in this group of Real Estate Assets amounted to 191.6M€.

Real Estate Assets Portfolio: 1H20

5.1 TROIA RESORT

This segment includes, in the Peninsula of Tróia, developed touristic residential units for sale, as well as plots for construction. Out of 546 touristic residential units developed, we had 44 units available for sale at the date of this report (considering the stock of Reserves and PPSAs).

The Turnover reached 5.9M€ in 1H20, showing a decrease of 29.8% y.o.y., on the back of the following contributions:

  • 10 sales deeds, corresponding to 5.0M€, in comparison to 15 sales deeds in the amount of 6.8M€, in 1H19; 4 sales deeds were made under the guaranteed income product.
  • Rents related to the assets in operation (Hotels and Touristic Units in operation), in the amount of 0.8M€.

Up to the date of this report, we had already completed 11 sales deeds, coupled with a stock of 13 promissory purchase and sale agreements and reserves totalling 7.0M€.

5.2 OTHER ASSETS

The Other Real Estate Assets unit registered a turnover of 5.0M€ in 1H20, 33.1% below the 1H19 (a reduction partially explained by the positive impact of Crotália sales deed, in 1H19, for 4.0M€). This includes the rents received from assets under management, as well as sales deeds of 2.2M€ (including the sales deed of Casa da Ribeira, in the amount of 1.5M€).

At the date of this report, there are still in stock Reserves and PPSAs in the global amount of 14.2M€, of which: (i) 8.0M€ of Maia Country Club; (ii) 4.8M€ of Costa D'Oiro Allotment; and (iii) 1.4M€ of Quinta da Malata.

6. BALANCE SHEET

Consolidated Balance Sheet
Million euro Jun 2020 Dec 2019 D 20/19
Total Assets 578.53 558.93 +3.5%
Tangible and Intangible Assets 334.21 336.36 -0.6%
o.w. Rights of Use (IFRS16) 51.65 50.92 +1.4%
Goodwill 33.64 33.64 +0.0%
Non-Current Investments 2.29 2.12 +8.0%
Other Non-Current Assets 29.28 30.63 -4.4%
Stocks
Trade Debtors and Other Current Assets
48.45
84.30
49.14
83.57
-1.4%
+0.9%
Financial Instruments 15.91 15.82 +0.6%
o.w. Other Financial Assets 6.48 5.69 +13.9%
Cash and Cash Equivalents 30.38 7.59 >100%
Assets held for sale 0.05 0.05 -6.9%
Total Equity 202.80 217.98 -7.0%
Total Equity attributable to Equity Holders of Sonae Capital 201.43 215.79 -6.7%
Total Equity attributable to Non-Controlling Interests 1.37 2.18 -37.3%
Total Liabilities 375.73 340.95 +10.2%
Non-Current Liabilities 176.86 161.04 +9.8%
Non-Current Borrowings 112.30 88.40 +27.0%
Non-Current Borrowings - IFRS16 44.84 49.29
Deferred Tax Liabilities 12.21 12.43 -1.8%
Other Non-Current Liabilities 7.51 10.91 -31.2%
Current Liabilities 198.87 179.91 +10.5%
Current Borrowings 75.24 64.43 +16.8%
Current Borrowings - IFRS16 19.93 14.05
Trade Creditors and Other Current Liabilities 95.85 91.40 +4.9%
Financial Instruments
o.w. Other Financial Liabilities
7.39
2.09
9.57
1.66
-22.8%
+25.8%
Liabilities associated to assets held for sale 0.46 0.47 -2.1%
Total Equity and Liabilities 578.53 558.93 +3.5%

Note: Trade Debtors and Other Current Assets and Trade Creditors and Other Current Liabilities include a balance of 44.3M€ and 2.1M€, respectively, related with the consolidation of Futura Energía Inversiones. The Financial Instruments line reflects the markto-market of swaps and options referred to the outstanding positions in Futura Energía Inversiones' subsidiaries, at the end of June 2020. These positions are related to risk coverage of the corresponding underlying assets, as Futura Energía Inversiones policy involves managing assets and liabilities in order to cover almost all the risks involved.

7. CORPORATE INFORMATION

7.1 CORPORATE INFORMATION IN 2Q20

On 6 April 2020, Sonae Capital informed about the Board of Directors resolution, revoking the decision previously taken, on 21 February 2020, regarding a proposal for shareholder remuneration at the 2020 Shareholders Annual General Meeting. This decision was taken for prudency reasons, with the objective of ensuring Sonae Capital increased financial stability, essential to guarantee its resilience in the most disruptive scenarios that the current situation leads to address. The Board of Directors also informed that it considers re-evaluating this decision when there is greater visibility about the future, the normality of all the operations is resumed and, above all, taking into account the adequacy of the capital structure to the type of assets and businesses held by Sonae Capital.

On the same day, Sonae Capital released the notice of meeting and proposals for the Shareholders Annual General Meeting, to be held on 29 April 2020 by telematic means.

On 29 April 2020, following the Shareholders Annual General Meeting, Sonae Capital disclosed the resolutions taken by the Shareholders. All proposals on the agenda were approved unanimously.

8. METHODOLOGICAL NOTES

The consolidated financial information presented in this report is unaudited and has been prepared in accordance with the International Financial Reporting Standards ("IAS / IFRS"), issued by the International Accounting Standards Board ("IASB"), as adopted by the European Union.

GLOSSARY

CAPEX Investment in Tangible and Intangible Assets
EBITDA Operational Profit (EBIT) + Amortization and Depreciation + Provisions and Impairment Losses + Impairment
Losses of Real Estate Assets in Stocks (included in Costs of Goods Sold) – Reversal of Impairment Losses and
Provisions (including in Other Operation Income)
EBITDAR EBITDA + Building Rents
Gearing: Debt
to Equity
Net Debt / Equity
Loan to Value Net Debt of real estate assets / Real estate assets Valuation
Net Debt Net Debt + IFRS 16 Impact
Net Financial
Debt
Non-Current Loans + Current Loans – Cash and Cash Equivalents – Current Investments
Operational
Cash Flow
EBITDA - Capex
PPSA Promissory Purchase and Sale Agreement
RevPar Revenue Per Available Room

9. BACKUP

Statement under the terms od Article 246, paragraph 1, c) of the Portuguese Securities Code

The signatories individually declare that, to their knowledge, the Management Report, the Consolidated and Individual Financial Statements and other accounting documents required be law or regulation were prepared in accordance with applicable International Financial Reporting Standards (IFRS), as adopted by the European Union, and give a true and fair view of the assets and liabilities, the financial position and the consolidated and individual results of Sonae Capital, SGPS, S.A., and of the companies included in the consolidation perimeter and that the Management Report faithfully exposes the businesses' evolution, the performance and position of Sonae Capital, SGPS, S.A., and the companies included in the consolidation perimeter, and contains a description of the main risks and uncertainties that they face.

Approved in the Board of Directors' meeting of 28 July 2020.

The Board of Directors

Duarte Paulo Teixeira de Azevedo, Chairman of the Board of Directors

Álvaro Carmona e Costa Portela, Member of the Board of Directors

Miguel Jorge Moreira da Cruz Gil Mata, Chairman of the Executive Committee, CEO

Ivone Pinho Teixeira, Member of the Executive Committee, CFO

Pedro Manuel Bruno, Member of the Executive Committee

Maria Cláudia Teixeira de Azevedo, Member of the Board of Directors

Ângelo Gabriel Ribeirinho dos Santos Paupério, Member of the Board of Directors

Paulo José Jubilado Soares de Pinho, Member of the Board of Directors

Francisco de La Fuente Sánchez, Member of the Board of Directors

Isabel Maria Vaz, Member of the Board of Directors

Qualified Shareholdings

Qualifying holdings in the capital of the Company, reflected on 30 June 2020 (shareholders that hold a stake equal to or greater than 2% of the share capital of Sonae Capital, SGPS, S.A.), in accordance with the notifications received by the Company, under the terms of the Articles 16 and 248 B, both from the Portuguese Securities Code, with the indication of the number of shares held and the percentage of corresponding voting rights, as well as the percentage of capital and attributable votes and the source and causes of imputation, calculated under the terms of Article 20 of the Portuguese Securities Code, in compliance with the Article 8(1)(b), of the Portuguese Securities Market Commission (CMVM) Regulation No. 05/2008:

Qualified Shareholdings
Shareholder Number of
shares
% Share
capital
% Voting
rights
Efanor Investimentos, SGPS, S.A.
Detidas Directamente 88 859 200 35.544% 36.006%
Através da Pareuro, BV (controlled by Efanor) 66 600 000 26.640% 26.987%
Através de Maria Margarida Carvalhais Teixeira de Azevedo
(Membro of the Board of Directors of Efanor)
838 862 0.336% 0.340%
Através de Maria Cláudia Teixeira de Azevedo
(Membro of the Board of Directors of Efanor)
449 213 0.180% 0.182%
Através da Linhacom, SGPS, S.A.
(controlled by Maria Cláudia Teixeira de Azevedo, Member of the Board of Directors
of Efanor and Sonae Capital)
43 912 0.018% 0.018%
Através da Migracom, S.A.
(controlled by Duarte Paulo Teixeira de Azevedo, Member of the Board of Directors
of Efanor and Sonae Capital)
213 076 0.085% 0.086%
Total attributable 157 004 263 62.802% 63.619%
Quaero Capital 12 588 400 5.035% 5.101%
Total attributable 12 588 400 5.035% 5.101%
Norges Bank 5 470 282 2.188% 2.217%
Total attributable 5 470 282 2.188% 2.217%

Source: last communications received from the holders of qualifying holdings addressed to the Company, as of 30 June 2020.

(1) Efanor Investimentos SGPS, SA, with effect from 29 November 2017, no longer has a controlling shareholder under the terms and for the purposes of the Articles 20 and 21 of the Portuguese Securities Code.

PART II CONSOLIDATED FINANCIAL STATEMENTS

30 JUNHO 2020

CONSOLIDATED BALANCE SHEET AS AT 30 June 2020 AND 31 DECEMBER 2019

(Amounts expressed in euro)

ASSETS Notes 30 June 2020 31 December 2019
NON-CURRENT ASSETS:
Tangible assets 8 257 354 129 260 554 068
Assets held for use 8 68 275 974 66 216 081
Intangible assets 8 8 584 411 9 585 320
Goodwill 9 33 637 373 33 637 373
Investments in associated companies and joint ventures 5 1 823 241 1 667 459
Other investments 6 469 120 454 391
Deferred tax assets 14 20 582 152 20 671 070
Other debtors 10 8 699 102 9 960 667
Total non-current assets 399 425 502 402 746 429
CURRENT ASSETS:
Inventories 11 48 453 223 49 143 560
Trade account receivables and other current assets 12 84 303 140 83 571 959
Financial instruments 13 15 913 829 15 824 463
Cash and cash equivalents 15 30 380 921 7 587 355
Total Current Assets 179 051 112 156 127 337
Assets held for sale 51 157 54 941
TOTAL ASSETS 578 527 771 558 928 705
EQUITY AND LIABILITIES 30 June 2020 31 December 2019
EQUITY:
Share capital 16 250 000 000 250 000 000
Own Shares 16 (1 020 877) (1 105 573)
Reserves 16 (32 952 204) (19 518 755)
Profit/(Loss) for the year attributable to the equity holders of Sonae Capital (14 600 237) (13 581 680)
Equity attributable to the equity holders of Sonae Capital 201 426 682 215 793 992
Equity attributable to non-controlling interests 17 1 368 469 2 184 277
TOTAL EQUITY 202 795 151 217 978 269
NON-CURRENT LIABILITIES:
Bank loans 18 33 361 734 24 641 703
Bonds 18 70 088 518 55 092 987
Lease liabilities 23 53 476 989 57 738 403
Other non-current liabilities 19 4 597 543 8 008 222
Deferred tax liabilities 14 12 208 449 12 432 090
Provisions 22 3 130 648 3 123 285
Total Non-Current Liabilities 176 863 881 161 036 690
CURRENT LIABILITIES:
Bank Loans 18 68 438 016 56 567 612
Bonds 18 2 000 000 2 000 000
Lease liabilities 23 22 984 424 17 697 925
Other loans 18 1 745 644 2 213 099
Financial Instruments 13 7 387 612 9 565 632
Trade creditors 21 92 941 811 88 489 705
Provisions 22 2 909 390 2 907 863
Total Current Liabilities 198 406 897 179 441 836
Liabilities associated with assets held for sale 461 842 471 909
TOTAL LIABILITIES 375 732 620 340 950 435
TOTAL EQUITY AND LIABILITIES 578 527 771 558 928 705

CONSOLIDATED INCOME STATEMENTS BY NATURE

FOR THE SIX MONTHS ENDED 30 June 2020 AND 2019

(Amounts expressed in euro)

Notes 30 June 2020 30 June 2019
Sales 112 159 378 49 903 220
Services rendered 20 034 704 38 320 468
Other operating income 24 2 873 183 5 759 163
Cost of sales (95 334 765) (24 803 936)
Changes in stocks of finished goods and work in progress (445 661) (2 622 535)
External supplies and services (15 849 111) (25 745 327)
Staff costs (16 297 681) (21 716 815)
Depreciation and amortisation (16 258 972) (15 773 001)
Provisions and impairment losses on non-financial assets (Increases)/Decreases 402 291 675 591
Other operating expenses (2 361 109) (3 240 880)
Operational profit/(loss) (11 077 744) 755 948
Financial Income 741 295 159 838
Financial Expenses (3 925 843) (3 908 212)
Net financial income / (expenses) (3 184 548) (3 748 374)
Profit/(Loss) in associated and jointly controlled companies measured using the
equity method
5 155 782 108 745
Investment income 26 - 363 353
Profit/(Loss) before taxation (14 106 510) (2 520 329)
Taxation 27 191 412 170 311
Profit/(Loss) for the year - continued operations (14 297 921) (2 690 640)
Profit/(Loss) for the year - discontinued operations (59 784) (197 483)
Profit/(Loss) for the year (14 357 705) (2 888 123)
Attributable to:
Equity holders of Sonae Capital 27 (14 600 237) (3 286 740)
Non-controlling interests 17 242 532 398 618
Profit/(Loss) per share - continued operations
Basic 30 (0,05897) (0,01255)
Diluted 30 (0,05897) (0,01255)
Profit/(Loss) per share - discontinued operations
Basic 30 (0,00024) (0,00080)
Diluted 30 (0,00024) (0,00080)

CONSOLIDATED INCOME STATEMENTS BY NATURE FOR THE 2ND QUARTER 2020 AND 2019

(Amounts expressed in euro)

Notes 2nd Quarter
2020 *
2nd Quarter
2019 *
Sales 28 645 784 25 581 294
Services rendered 5 186 814 21 777 236
Other operating income 1 634 677 4 636 021
Cost of sales (19 697 712) (12 486 913)
Changes in stocks of finished goods and work in progress (452 179) (1 150 668)
External supplies and services (6 216 645) (13 543 220)
Staff costs (7 058 104) (11 137 721)
Depreciation and amortisation (8 529 646) (8 302 064)
Provisions and impairment losses (Increases)/Decreases (169 408) 483 729
Other operating expenses (578 348) (1 530 727)
Operational profit/(loss) (7 234 767) 4 326 967
Financial Income 390 317 159 712
Financial Expenses (2 017 799) (1 843 769)
Net financial income / (expenses) (1 627 482) (1 684 058)
Profit/(Loss) in associated and jointly controlled companies measured
using the equity method
51 887 (361)
Investment income - 3 675
Profit/(Loss) before taxation (8 810 362) 2 646 223
Taxation 113 155 307 308
Profit/(Loss) for the year - continued operations (8 923 518) 2 338 916
Profit/(Loss) for the year - discontinued operations (33 020) (161 130)
Profit/(Loss) for the year (8 956 538) 2 177 785
Attributable to:
Equity holders of Sonae Capital (8 978 920) 1 983 079
Non-controlling interests 22 382 194 706
SONAE CAPITAL, SGPS, SA
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE SIX MONTHS ENDED 30 June 2020 AND 2019
(Amounts expressed in euro)
30 June 2020 30 June 2019
Consolidated net profit/(loss) for the period (14 357 705) (2 888 123)
Items that may be reclassified subsequently to net profit / (loss):
Changes in the currency translation differences 20 441 (92 928)
Share of other comprehensive income of associates and joint ventures accounted for by
the equity method (Note 5)
Change in the fair value of assets available for sale
Change in the fair value of cash flow hedging derivatives
Tax related to other comprehensive income captions
Other comprehensive income for the period - continued operations - -
Other comprehensive income for the period - discontinued operations 20 441 (92 928)
Total comprehensive income for the period (14 337 264) (2 981 050)
Attributable to:
Equity holders of Sonae Capital (14 579 796) (3 379 668)
Non-controlling interests 242 532 398 618

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME FOR THE 2ND QUARTER 2020 AND 2019 (Amounts expressed in euro)

2nd Quarter
2020 *
2nd Quarter
2019 *
Consolidated net profit/(loss) for the period (8 956 538) 2 177 785
Items that may be reclassified subsequently to net profit / (loss):
Changes in the currency translation differences 22 279 618
Share of other comprehensive income of associates and joint ventures accounted for by
the equity method (Note 5)
Change in the fair value of assets available for sale
Change in the fair value of cash flow hedging derivatives
Other comprehensive income for the period - continued operations - -
Other comprehensive income for the period - discontinued operations 22 279 618
Total comprehensive income for the period (8 934 259) 2 178 403
Attributable to:
Equity holders of Sonae Capital (8 956 642) 1 983 697
Non-controlling interests 22 383 194 706

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY FOR THE SIX MONTHS ENDED 30 June 2020 AND 2019 (Amounts expressed in euro)

Attributable to Equity Holders of Sonae Capital
Share
Capital
Own
Shares
Demerger
Reserve
(Note 15)
Translation
Reserves
Hedging
Reserves
Other
Reserves
Subtotal Net
Profit/(Loss)
Total Non
Controlling
Interests
Total
Equity
Balance as at 1 January 2019 250 000 000 (1 192 808) 132 638 253 359 097 6 370 (119 362 322) 13 641 396 (3 860 952) 258 587 636 9 440 091 268 027 727
Total consolidated comprehensive income for the period - - - (92 928) - - (92 928) (3 286 740) (3 379 668) 398 618 (2 981 050)
Appropriation of profit of 2018:
Transfer to legal reserves and retained earnings - - - - - (3 860 952) (3 860 952) 3 860 952 - - -
Dividends paid - - - - - (18 228 359) (18 228 359) - (18 228 359) - (18 228 359)
(Acquisition)/Sales of own shares - 87 236 - - - - - - 87 236 - 87 236
Changes in the percentage of capital held in affiliated companies - - - - - - - - - - -
Other changes - - - - - 231 043 231 043 - 231 043 (87 420) 143 623
Balance as at 30 June 2019 250 000 000 (1 105 573) 132 638 253 266 169 6 370 (152 175 578) (19 264 789) (3 286 740) 226 342 898 9 729 373 236 072 271
Balance as at 1 January 2020 250 000 000 (1 105 572) 132 638 253 145 508 - (152 302 516) (19 518 755) (13 581 680) 215 793 992 2 184 277 217 978 269
Total consolidated comprehensive income for the period
Appropriation of profit of 2019:
- - - 20 441 - - 20 441 (14 600 237) (14 579 796) 242 532 (14 337 264)
Transfer to legal reserves and retained earnings - - - - - (13 581 680) (13 581 680) 13 581 680 - - -
Dividends paid - - - - - - - - - (1 042 737) (1 042 737)
(Acquisition)/Sales of own shares - 84 695 - - - - - - 84 695 - 84 695
Changes in the percentage of capital held in affiliated companies - - - - - - - - - - -
Application of IFRS16 - - - - - - - - - - -
Other changes - - - - - 127 791 127 791 - 127 791 (15 605) 112 186
Balance as at 30 June 2020 250 000 000 (1 020 877) 132 638 253 165 949 - (165 756 405) (32 952 204) (14 600 237) 201 426 682 1 368 469 202 795 151

CONSOLIDATED FINANCIAL STATEMENTS 30 JUNE 2020

SONAE CAPITAL, SGPS, SA CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED 30 June 2020 AND 2019 (Amounts expressed in euro)

Notes 30 June 2020 30 June 2019 2nd Quarter
2020 *
2nd Quarter
2019 *
OPERATING ACTIVITIES:
Cash receipts from trade debtors 149 803 747 92 546 814 56 161 242 48 571 174
Cash paid to trade creditors (137 718 129) (61 367 264) (39 450 931) (25 447 553)
Cash paid to employees (15 270 436) (19 800 238) (6 950 395) (10 136 682)
Cash flow generated by operations (3 184 819) 11 379 312 9 759 916 12 986 939
Income taxes (paid) / received (687 689) (986 421) (33 455) (757 860)
Other cash receipts and (payments) relating to operating activities (913 880) (2 287 275) (753 149) (2 210 277)
Discontinued operations (23 748) 6 542 (21 880) (64 059)
Net cash from operating activities (1) (4 762 640) 8 099 074 8 995 192 10 082 861
INVESTMENT ACTIVITIES:
Cash receipts arising from:
Investments
Tangible assets
1 290 969
5 360 713
706 185
7 335 213
1 278 593
1 156 408
608 255
5 910 040
Intangible assets - - - -
Subsidies - - - -
Interest and similar income 108 164 154 748 58 404 154 695
Loans granted - - - -
Dividends - 73 556 - 73 556
Others - 6 631 - -
Changes in consolidation perimeter (companies in) - - - -
6 759 846 8 276 333 2 493 405 6 746 546
Cash Payments arising from:
Investments (157 022) (3 898 051) (21 920) (3 884 681)
Tangible assets (11 568 467) (16 461 427) (4 427 300) (3 467 683)
Intangible assets (442 229) (707 203) (66 225) (257 856)
Loans granted - -
(12 167 718) (21 066 681) (4 515 445) (7 610 220)
Discontinued operations - - - -
Net cash used in investment activities (2) (5 407 872) (12 790 348) (2 022 040) (863 674)
FINANCING ACTIVITIES:
Cash receipts arising from:
Loans obtained 90 193 030 86 074 092 36 241 954 66 037 369
Capital increases, additional paid in capital and share premiums - - - -
Sale of own shares 84 696 87 236 84 696 9 898
90 277 726 86 161 328 36 326 650 66 047 267
Cash payments arising from:
Loans obtained (55 480 228) (44 197 653) (32 317 505) (38 892 032)
Interest and similar charges (1 487 138) (2 353 874) (698 203) (1 583 614)
Reimbursement of capital and paid in capital - - - -
Dividends (312 406) (18 223 858) - (18 223 858)
(57 279 772) (64 775 385) (33 015 708) (58 699 504)
Discontinued operations 23 748 (7 179) 21 880 (38 543)
Net cash used in financing activities (3) 32 974 206 21 393 122 3 289 062 7 386 306
Net increase in cash and cash equivalents (4) = (1) + (2) + (3) 22 803 695 16 701 848 10 262 214 16 605 493
Effect of foreign exchange rate
Cash and cash equivalents at the beginning of the period
20 10 129
7 587 355
822
7 131 161
(3 229)
-
1 361
-
Cash and cash equivalents at the end of the period 20 30 380 921 23 832 187 10 265 443 16 604 132

1. INTRODUCTION

SONAE CAPITAL, SGPS, SA (Company, Group or Sonae Capital) whose head-office is at Lugar do Espido, Via Norte, Apartado 3053, 4471-907 Maia, Portugal, is the parent Group of a group of companies, as detailed in Notes 5 to 7 (Sonae Capital Group) and was set up on 14 December 2007 as a result of the demerger of the shareholding in SC, SGPS, SA (previously named Sonae Capital, SGPS, SA) from Sonae, SGPS, SA, which was approved by the Board of Directors on 8 November 2007 and by the Shareholder's General Meeting held on 14 December 2007.

Reflecting the current management structure, the reporting segments were revised, addressing the strategic business areas identified in the Group:

  • Troia Resort Operations
  • Hospitality
  • Fitness
  • Energy
  • Refrigeration & HVAC
  • Industrial Engineering
  • Real Estate
  • Holding & Others

The non-strategic assets (including non-tourism real estate assets and financial shareholdings) are included in the segment Holding & Others.

The shares of Sonae Capital are traded at Lisbon Euronext Stock Exchange.

Shareholders have the ability to change the Financial Statements after they have been approved for issue.

2. MAIN ACCOUNTING POLICIES

The main accounting policies adopted in preparing the consolidated financial statements are as follows. These policies were applied in a consistent manner in the comparative periods.

2.1. BASIS OF PREPARATION

Interim financial statements were presented quarterly, in accordance with IAS 34 – Interim Financial Reporting.

The consolidated financial statements have been prepared from the books and accounting records of the Group and of its subsidiaries (Notes 4 and 6) on a going concern basis and under the historical cost convention, except for derivative financial instruments which are stated at fair value.

3. CHANGES IN ACCOUNTING POLICIES

Changes in international accounting standards that took effect on or after 1 January 2020, had no significant impact on the financial statements at 30 June 2020.

4. GROUP COMPANIES INCLUDED IN THE CONSOLIDATED FINANCIAL STATEMENTS

Group companies included in the consolidated financial statements, their head offices and percentage of the share capital held by the Group as at 30 June 2020 and 31 December 2019, are as follows:

Percentage of capital held
30 June 2020 31 December 2019
Company Head Office Direct Total Direct Total
Sonae Capital, SGPS, S.A. Maia Holding Holding
Hospitality
Porto Palácio Hotel, S.A. a) Porto 100,00% 100,00% 100,00% 100,00%
SC Hospitality, SGPS, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
The Artist Porto Hotel & Bistrô - Actividades Hoteleiras, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
The House Ribeira Hotel – Exploração Hoteleira, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Aqualuz Tróia, S.A. a) Grândola 100,00% 100,00% 100,00% 100,00%
2ndRoom - Exploração Hoteleira, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Aqualuz -Turismo e Lazer, Lda. a) Lagos 100,00% 100,00% 100,00% 100,00%
Tróia Resort Operations
Atlantic Ferries - Tráf. Loc. Flu. e Marít., S.A. a) Grândola 95,77% 95,77% 95,77% 95,77%
Marina de Tróia, S.A. a) Grândola 100,00% 100,00% 100,00% 100,00%
Tróia Market, S.A. a) Grândola 100,00% 100,00% 100,00% 100,00%
Tróia Natura, S.A. a) Grândola 100,00% 100,00% 100,00% 100,00%
Troiaresort-Investimentos Turísticos, S.A. a) Grândola 100,00% 100,00% 100,00% 100,00%
Troiaresort, SGPS, S.A. a) Matosinhos 100,00% 100,00% 100,00% 100,00%
Golf Time - Golfe e Invest. Turísticos, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Fitness
Acrobatic Title, S.A. a) Lisbon 100,00% 100,00% 100,00% 100,00%
Solinca - Health & Fitness, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
SC Fitness, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Pump, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Urban Fit Ermesinde - Gestão de Health Clubs, Lda. a) Maia 100,00% 100,00% 100,00% 100,00%
Urban Fit Foz - Gestão de Health Clubs, Lda. a) Maia 100,00% 100,00% 100,00% 100,00%
Urban Fit Gaia - Gestão de Health Clubs, Lda. a) Maia 100,00% 100,00% 100,00% 100,00%
Urban Fit Maia - Gestão de Health Clubs, Lda. a) Maia 100,00% 100,00% 100,00% 100,00%
Energy
Atelgen - Produção Energia, ACE a) Barcelos 51,00% 51,00% 51,00% 51,00%
CAPWATT – Brainpower, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
CAPWATT – ACE, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Capwatt Colombo - Heat Power, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Engenho Novo Gás PT, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Engenho Novo Electricidade PT, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Capwatt Hectare - Heat Power, ACE a) Maia 100,00% 100,00% 100,00% 100,00%
Capwatt Évora – Solar Power, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Capwatt Decentralized Solar Power, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Capwatt IV – Heat Power, Unipessoal, Lda. a) Maia 100,00% 100,00% 100,00% 100,00%
Capwatt Maia - Heat Power, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Capwatt Martim Longo - Solar Power, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Capwatt Vale do Caima - Heat Power, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Capwatt Vale do Tejo - Heat Power, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Capwatt Estuário – Heat Power, Unipessoal, Lda. a) Maia 100,00% 100,00% 100,00% 100,00%
Capwatt Lousado – Heat Power, Unipessoal, Lda. a) Maia 100,00% 100,00% 100,00% 100,00%
Capwatt Alrota – Wind Power, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Capwatt Chamusca – Bio Power, Unipessoal, Lda. a) Maia 100,00% 100,00% 100,00% 100,00%
Capwatt Ferreira – Solar Power, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%

CONSOLIDATED FINANCIAL STATEMENTS 30 JUNE 2020

1) Capwatt Graciosa – Green Storage, S.A. a) Santa Cruz da Graciosa 100,00% 100,00%
CAPWATT – SGPS, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Carvemagere - Manutenção e Energias Renováveis, Lda. a) Barcelos 65,00% 65,00% 65,00% 65,00%
Companhia Térmica SERRADO, ACE a) Maia 70,00% 70,00% 70,00% 70,00%
Companhia Térmica Tagol, Lda. a) Oeiras 100,00% 100,00% 100,00% 100,00%
Soternix - Produção de Energia, ACE a) Barcelos 51,00% 51,00% 51,00% 51,00%
Suncoutim - Solar Energy, S.A. a) Faro 85,00% 85,00% 85,00% 85,00%
Sociedade de Iniciativa e Aproveitamentos Florestais - Energia, S.A. a) Mangualde 90,00% 90,00% 90,00% 90,00%
Capwatt México, S. de R. L. de C.V a) Mexico City 100,00% 100,00% 100,00% 100,00%
Futura Energía Inversiones, S.L. a) Madrid 100,00% 100,00% 100,00% 100,00%
Futura Carbono, S.L. a) Madrid 100,00% 100,00% 100,00% 100,00%
Futura Energía y Gas, S.L. a) Madrid 100,00% 100,00% 100,00% 100,00%
Futura Green Renovables, S.L. a) Madrid 100,00% 100,00% 100,00% 100,00%
Ecofutura Luz Energía, S.L. a) Madrid 100,00% 100,00% 100,00% 100,00%
Real Estate
Bloco Q - Soc. Imobil, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Casa da Ribeira - Sociedade Imobiliária, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Centro Residencial da Maia, Urban., S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Cinclus Imobiliária, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Contry Club da Maia - Imobiliária, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Empreend. Imob. Quinta da Azenha, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Fundo Esp. Inv. Imo. Fec. WTC a) Maia 100,00% 100,00% 100,00% 100,00%
Imoclub - Serviços Imobilários, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Imodivor - Sociedade Imobiliária, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Imohotel - Emp. Turist. Imobiliários, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Imoponte - Sociedade Imobiliária, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Imosedas - Imobiliária e Seviços, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Implantação – Imobiliária, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Porturbe - Edifícios e Urbanizações, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Praedium II - Imobiliária, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Predisedas - Predial das Sedas, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Promessa Sociedade Imobiliária, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
SC Assets, SGPS, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Sete e Meio Herdades - Inv. Agr. e Tur., S.A. a) Grândola 100,00% 100,00% 100,00% 100,00%
Soira - Soc. Imobiliária de Ramalde, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Sótaqua - Soc. de Empreend. Turisticos a) Maia 100,00% 100,00% 100,00% 100,00%
Spinveste - Promoção Imobiliária, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Spinveste - Gestão Imobiliária SGII, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Urbisedas - Imobiliária das Sedas, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Vistas do Freixo - Emp. Tur. Imobiliários, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Soltroia - Imob. de Urb. Turismo de Tróia, S.A. a) Lisbon 100,00% 100,00% 100,00% 100,00%
SII - Soberana Invest. Imobiliários, S.A. a) Grândola 100,00% 100,00% 100,00% 100,00%
Tulipamar - Expl. Hoteleira Imob., S.A. a) Grândola 100,00% 100,00% 100,00% 100,00%
Marmagno - Expl. Hoteleira Imob., S.A. a) Grândola 100,00% 100,00% 100,00% 100,00%
Imopenínsula - Sociedade Imobiliária, S.A. a) Grândola 100,00% 100,00% 100,00% 100,00%
Imoresort - Sociedade Imobiliária, S.A. a) Grândola 100,00% 100,00% 100,00% 100,00%
Marvero - Expl. Hotel. Im S.A. a) Grândola 100,00% 100,00% 100,00% 100,00%
TROIAMED – Sociedade Mediação Imob., S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Industrial Engineering
SC, INDUSTRIALS, SGPS, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Adira - Industrial Engineering Forming Solutions, S.A. a) Porto 100,00% 100,00% 100,00% 100,00%
Guimadira - Máquinas e Ferramentas, Lda. a) V. N. Gaia 100,00% 100,00% 100,00% 100,00%
Holding & Others
Imobeauty, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
SC - Sociedade de Consultadoria, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
SC Finance BV a) Amsterdam 100,00% 100,00% 100,00% 100,00%
SC For - Ser. Formação e Desenvolv. Recursos Humanos, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
UP Invest., SGPS, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
SC, SGPS, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
2) & 3) Spinarq Moçambique, Lda. a) Maputo 70,00% 70,00% 70,00% 70,00%
Praedium – Serviços, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Inparvi, SGPS, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Société de Tranchage Isoroy, S.A.S. a) Honfleur 100,00% 100,00% 100,00% 100,00%
Andar - Sociedade Imobiliária, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Sociedade de Construções do Chile, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Vastgoed One - Sociedade Imobiliária, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%
Vastgoed Sun - Sociedade Imobiliária, S.A. a) Maia 100,00% 100,00% 100,00% 100,00%

1) Company founded during the period in consideration;

2) Alteration of segment from Refrigeration & HVAC to Holding & Others;

CONSOLIDATED FINANCIAL STATEMENTS 30 JUNE 2020

  • 3) Discontinued Operations;
  • a) Majority of voting rights.

These group companies are consolidated using the full consolidation method as described in Note 2.2.a.

5. INVESTMENTS IN ASSOCIATED AND JOINTLY CONTROLLED COMPANIES

Associated and jointly controlled companies included in the consolidated financial statements, their head offices and the percentage of share capital held by the Group as at 30 June 2020 and 31 December 2019 are as follows:

30 June 2020
Percentage of Capital Held
Company name Head Office Direct Total Total Assets Total Liabilities Total Costs Total incomes Shared Capital Net income Balance Value
Holding & Others
a) Lidergraf - Artes Gráficas, Lda Vila do Conde 24,50% 24,50% 14 920 759 5 824 945 4 367 713 4 446 988 9 095 814 79 275 1 494 410
Energy
b) Feneralt - Produção de Energia, ACE Barcelos 25,00% 25,00% 1 383 714 236 868 177 768 355 955 1 146 846 178 187 328 830
a) Data from March 2020 16 304 473 6 061 813 4 545 481 4 802 943 10 242 660 257 462 1 823 241
b) Data from Frebruary 2020
31 December 2019
Percentage of Capital Held
Company name Direct Total Total Assets Total Liabilities Total Costs Total incomes Shared Capital Net income Balance Value
Holding & Others
Lidergraf - Artes Gráficas, Lda Vila do Conde 24,50% 24,50% 15 844 203 6 869 577 20 843 471 21 557 498 8 974 625 714 027 1 445 296
Energy
Feneralt - Produção de Energia, ACE Barcelos 25,00% 25,00% 1 119 859 104 267 1 307 226 2 322 818 1 015 593 1 015 593 222 162
16 964 062 6 973 844 22 150 697 23 880 316 9 990 218 1 729 620 1 667 459

Associated and jointly controlled companies are consolidated using the equity method.

As at 31 December 2019, the balance sheet values result from the reduction of the acquisition value by applying the equity method, discontinuing the recognition of its share of additional losses under IAS 28.

CONSOLIDATED FINANCIAL STATEMENTS 30 JUNE 2020

During the periods ended 30 June 2020 and 31 December 2019, movements in investments of associated and jointly controlled companies may be summarized as follows:

30 June 2020 31 December 2019
Opening balance as at 1 January 1 667 459 1 623 906
Acquisitions in the period - -
Disposals in the period - -
Equity method 155 782 303 238
Dividends received - (259 686)
Change in the consolidation method - -
Closing balance as at 31 December 1 823 241 1 667 459
Accumulated impairment losses (Note 22) - -
1 823 241 1 667 459

The use of the equity method had the following impacts: 155,782 euros recorded on share of results of associated undertakings (303,238 euros at 31 December 2019), and 0 euros in changes in reserves in 31 December 2019 and 30 June 2020.

During the year ended 31 December 2019 dividends were received totalling 260,000 euros paid by the companies Lidergraf-graphic arts, Lda and Feneralt-Energy Production, ACE.

6. OTHER INVESTMENTS

The head offices, percentage of share capital held and book value of Other Investments as at 30 June 2020 and 31 December 2019 are made up as follows:

Percentage of capital held
30 June 2020 31 December 2019 Book value
Company Direct Total Direct Total 30 June 2020 31 December 2019
Troia Resort Operations
Infratróia - Infraestruras de Tróia, E.M. Grândola 25,90% 25,90% 25,90% 25,90% 64 747 64 747
Holding & Others
Net, SA Lisbon 0,98% 0,98% 0,98% 0,98% 23 034 23 034
Other Investments 381 339 366 610
Total 469 120 454 391

As at 30 June 2020 and 31 December 2019, movements in investments were as follows:

30 June 2020 31 December 2019
Non-current Current Non-current Current
Investments at acquisition cost
Opening balance as at 1 January 746 229 - 962 273 -
Acquisitions in the period 43 986 - 93 796 -
Disposals in the period (29 405) - (294 278) -
Transfers 148 - - -
Merger - - - -
Changes in consolidation perimeter - - (15 562) -
Closing balance as at 31 December 760 958 - 746 229 -
Accumulated impairment losses (Note 31) (291 838) - (291 838) -
469 120 - 454 391 -
Other Investments 469 120 - 454 391 -

7. CHANGES TO THE CONSOLIDATION PERIMETER

During the period ended 30 June 2020 the only alteration within the consolidation perimeter was the founding of Capwatt Graciosa – Green Storage, S.A.

8. TANGIBLE AND INTANGIBLE ASSETS

During the periods ended 30 June 2020 and 31 December 2019, movements in tangible assets as well as in amortisation and accumulated impairment losses, are made up as follows:

Tangible Assets
Land and
Natural
Resources
Buildings and
Other
Constructions
Plant and
Machinery
Vehicles Fixtures
and
Fittings
Other
Tangible
Assets
Tangible Assets in
progress
Total Tangible Assets
Gross Cost:
Opening balance as at 1 January 2018 46 894 417 157 722 696 290 993 985 804 015 4 646 076 3 122 412 18 562 090 522 745 691
Changes in consolidation perimeter (companies in) (Note 8) - 2 132 485 3 503 303 27 388 457 256 83 001 11 278 6 214 711
Changes in consolidation perimeter (companies out) (Note 8) - (824) (479 319) (59 513) (589 854) (427 517) (44 136) (1 601 163)
Transfer of financial leases - - (36 166 400) - - - - (36 166 400)
Capital expenditure 469 698 581 093 519 156 41 714 427 69 802 35 800 143 37 482 033
Disposals (2 329 570) (6 028 807) (3 929 878) (185 400) (75 730) (8 955) (85 091) (12 643 431)
Exchange rate effect - - - 168 9 - 725 902
Transfers 93 116 1 203 467 6 535 555 (168) 297 581 291 016 (6 357 349) 2 063 218
Opening balance as at 1 January 2019 45 127 661 155 610 110 260 976 402 628 204 4 735 765 3 129 759 47 887 660 518 095 561
Capital expenditure 147 583 831 480 131 857 - - 6 927 12 167 506 13 285 353
Disposals (804 075) (2 574 733) (1 645 651) - (2 102) - - (5 026 561)
Exchange rate effect - - - (1 293) (73) - (8 883) (10 249)
Transfers - 9 068 239 259 1 293 122 587 134 599 (3 377 101) (2 870 295)
Closing balance as at 30 June 2020 44 471 169 153 875 925 259 701 867 628 204 4 856 177 3 271 285 56 669 182 523 473 809
Accumulated depreciation
Opening balance as at 1 January 2018 - 47 007 288 171 521 141 716 256 3 685 341 2 421 478 - 225 351 503
Changes in consolidation perimeter (companies in) (Note 8) - 550 430 2 618 209 11 364 403 561 72 820 - 3 656 384
Changes in consolidation perimeter (companies out) (Note 8) - (824) (361 586) (59 513) (580 419) (352 453) - (1 354 795)
Transfer of financial leases - - (19 264 304) - - - - (19 264 304)
Charges for the period - 3 256 479 18 199 705 17 241 364 493 149 809 - 21 987 727
Disposals - (2 029 861) (1 630 444) (148 050) (77 032) (7 716) - (3 893 103)
Exchange rate effect - - - 168 7 - - 175
Transfers - - - (976) (49) 7 - (1 018)
Opening balance as at 1 January 2019 - 48 783 512 171 082 721 536 490 3 795 902 2 283 945 - 226 482 570
Charges for the period - 1 662 141 8 908 532 12 600 177 248 81 321 - 10 841 842
Disposals - (598 001) (450 038) - (2 102) - - (1 050 141)
Exchange rate effect - - - (1 293) (55) - - (1 348)
Transfers - - (711 164) 1 293 38 - - (709 833)
Closing balance as at 30 June 2020 - 49 847 652 178 830 049 549 090 3 971 031 2 365 266 - 235 563 088
Accumulated impairment losses
Opening balance as at 1 January 2018 4 213 519 21 444 385 5 478 404 - - - - 31 136 308
Charges for the period 16 011 12 662 523 - - - - 29 196
Reversals for the period (26 366) (79 693) (523) - - - - (106 583)
Opening balance as at 1 January 2019 4 203 164 21 377 354 5 478 404 - - - - 31 058 922
Charges for the period 4 316 3 244 - - - - - 7 560
Reversals for the period (3 106) (506 784) - - - - - (509 890)
Closing balance as at 30 June 2020 4 204 374 20 873 814 5 478 404 - - - - 30 556 592
Carrying amount
As at 31 December 2019 40 924 497 85 449 244 84 415 277 91 714 939 863 845 814 47 887 660 260 554 068
As at 30 June 2020 40 266 795 83 154 459 75 393 414 79 114 885 146 906 019 56 669 182 257 354 129

CONSOLIDATED FINANCIAL STATEMENTS 30 JUNE 2020

Major amounts included in the caption Tangible Assets in progress, refer to the following projects:

30 June 2020 31 December 2019
Troiaresort 2 413 386 1 864 554
Refurbishment of Factories and Management Projects 47 470 505 42 909 497
Refurbishment / Openings within the Hospitality Segment 1 775 907 1 031 671
Refurbishment of Health Clubs 1 547 367 1 341 787
Refurbishment / Maintenance of Marmagno + Aqualuz de Tróia 2 475 431 315 110
Refurbishment / Maintenance of Troia Resort Operações Segment 869 547 241 898
Industrial Engineering 94 827 43 897
Others 22 212 139 246
56 669 182 47 887 660

The amounts within Refurbishment of Factories and Managemnet Projects include the project of the cogeneration central that is under development within the Energy segment.

The value of the right-of-use assets at 30 June 2020 via the adoption of the IFRS 16 was the following:

Buildings and
Other
Constructions
Plant and
Machinery
Vehicles Total Tangible
Assets
Gross Cost:
Opening balance as at 1 January 2018 50 087 064 18 278 1 929 721 52 035 063
Changes in consolidation perimeter (companies in) (Note 8) 142 817 - 11 923 154 740
Changes in consolidation perimeter (companies out) (Note 8) (204 723) - (924 173) (1 128 896)
Transfer of financial leases - 36 166 400 - 36 166 400
Capital expenditure 6 115 544 - 1 249 562 7 365 106
Disposals - - (425 757) (425 757)
Opening balance as at 1 January 2019 56 140 702 36 184 678 1 841 276 94 166 656
Capital expenditure 5 509 937 880 720 190 157 6 580 814
Disposals (1 518 102) (2 504) (98 760) (1 619 366)
Transfers - 2 645 098 - 2 645 098
Closing balance as at 30 June 2020 60 132 537 39 707 992 1 932 673 101 773 202
Accumulated depreciation
Opening balance as at 1 January 2018 - - - -
Changes in consolidation perimeter (companies in) (Note 8) 48 445 - 2 878 51 323
Changes in consolidation perimeter (companies out) (Note 8) (51 357) - (437 644) (489 001)
Transfer of financial leases
Charges for the period
-
6 380 187
19 264 304
1 868 770
-
930 513
19 264 304
9 179 470
Disposals - - (55 521) (55 521)
Opening balance as at 1 January 2019 6 377 275 21 133 074 440 226 27 950 575
Charges for the period 3 316 234 1 231 019 311 099 4 858 352
Disposals (8 332) - (14 533) (22 865)
Transfers - 711 164 - 711 164
Closing balance as at 30 June 2020 9 685 178 23 075 258 736 793 33 497 228
Carrying amount
As at 31 December 2019 49 763 427 15 051 604 1 401 050 66 216 081
As at 30 June 2020 50 447 359 16 632 734 1 195 880 68 275 974

CONSOLIDATED FINANCIAL STATEMENTS 30 JUNE 2020

The amount referring to right-os-use assets includes financial leasings that were already considered within the fixed tangible assets previous to the application of the IFRS 16. The amount related to financial leasings was 17,086,821 euros and was transferred to right-of-use assets under the scope of the IFRS 16.

During the periods ended 30 June 2020 and 31 December 2019, movements in intangible assets as well as in amortisation and accumulated impairment losses, are made up as follows:

Intangible Assets
Patents and Other Similar Rights Software Other
Intangible
Assets
Intangible
Assets in
Progress
Total
Intangible
Assets
Gross Cost:
Opening balance as at 1 January 2018 9 208 866 5 346 783 5 116 864 2 154 467 21 826 981
Changes in consolidation perimeter (companies in) (Note 8) - 73 544 - - 73 544
Changes in consolidation perimeter (companies out) (Note 8) - (735 159) - (21 782) (756 941)
Capital expenditure 31 792 58 589 281 890 1 363 709 1 735 980
Disposals - (117) (1 155 653) (3 325) (1 159 095)
Transfers 278 267 392 022 810 540 (1 841 253) (360 424)
Opening balance as at 1 January 2019 9 518 925 5 135 662 5 053 641 1 651 816 21 360 044
Capital expenditure - - - 212 806 212 806
Disposals - - (1 436 549) - (1 436 549)
Transfers 6 863 28 008 788 270 (18 893) 804 248
Closing balance as at 30 June 2020 9 525 788 5 163 670 4 405 362 1 845 729 20 940 549
Accumulated amortization
Opening balance as at 1 January 2018 3 014 039 4 346 694 3 079 070 - 10 439 803
Changes in consolidation perimeter (companies in) (Note 8) - 68 721 - - 68 721
Changes in consolidation perimeter (companies out) (Note 8) - (674 599) - - (674 599)
Charges for the period 417 417 680 882 153 412 - 1 251 711
Disposals - (447) - - (447)
Opening balance as at 1 January 2019 3 431 456 4 421 251 3 232 482 - 11 085 189
Charges for the period 196 095 230 930 154 960 - 581 985
Transfers - - (571) - (571)
Closing balance as at 30 June 2020 3 627 551 4 652 181 3 386 871 - 11 666 603
Accumulated amortization
Opening balance as at 1 January 2018 89 536 - 600 000 - 689 536
Opening balance as at 1 January 2019 89 536 - 600 000 - 689 536
Closing balance as at 30 June 2020 89 536 - 600 000 - 689 536
Carrying amount
As at 31 December 2019 5 997 933 714 411 1 221 159 1 651 816 9 585 320
As at 30 June 2020 5 808 701 511 489 418 491 1 845 729 8 584 411

At 30 June 2020 and 31 December 2019, there are no impairment losses relating to Intangible Assets.

At June 2020 net assets of Marina de Troia amount to 5,026,992 euros (5,097,526 euros at December 2019) recorded in Industrial property and other rights.

9. GOODWILL

During the periods ended 30 June 2020 and 31 December 2019, movements in goodwill, as well as in corresponding impairment losses, are as follows

30 June 2020 31 December 2019
Gross amount:
Opening balance 62 858 391 77 503 717
Acquisitions with increase in percentage ownership - -
Increases - acquisition of affiliated companies - 9 020 352
Decreases - disposals of affiliated companies - 23 665 678
Write-off - -
Closing balance 62 858 391 62 858 391
Accumulated impairment losses (Note 22):
Opening balance 29 221 018 25 478 909
Increases - 3 742 109
Transfers - -
Decreases - -
Closing balance 29 221 018 29 221 018
Total 33 637 373 33 637 373

10. OTHER NON-CURRENT DEBTORS

As at 30 June 2020 and 31 December 2019, other non-current assets are detailed as follows:

30 June 2020 31 December 2019
Loans granted to related parties
Others 34 916 34 916
34 916 34 916
Impairment losses (Note 22) (34 916) (34 916)
- -
Trade accounts receivable and other debtors
Sale of financial investments 7 541 942 8 803 506
Others 1 117 903 1 117 903
Impairment losses (Note 22) - -
8 659 845 9 921 409
Other finantial assets 39 258 39 258
Deferred costs
Financing charges - -
- -
Total financial instruments 8 699 102 9 960 667
Other non-current debtors 8 699 102 9 960 667

The amounts within the caption Trade Accounts Receivable and Other Debtors, Sale of Financial Investments included (i) amounts to receive from the alienation of UPK - GESTÃO DE FACILITIES E MANUTENÇÃO, S.A. and (ii) amounts to receive from the alienation of the Group Prédios Privados – Imobiliária, S.A.

The amounts considered in 2020 and 2019 in Others, Trade accounts receivable and Other Debtors, are essentially related to payments to the State originating from a benefit from a 2002 tax amnesty (803,000 euros) and others.

11. INVENTORIES

Inventories as at 30 June 2020 and 31 December 2019 can be detailed as follows, highlighting the value attributable to real estate developments:

30 June 2020 31 December 2019
Total of which Real
Estate
Developments
Total of which Real
Estate
Developments
Goods for sale 11 038 540 8 945 413 11 333 334 10 036 775
Goods for resale held by third parties 4 084 - - -
Raw materials, by-products and consumables 2 661 828 - 3 168 424 -
Finished goods 7 088 081 5 791 281 7 980 772 6 434 958
Work in progress 31 599 201 30 545 927 31 085 000 30 612 987
52 391 734 45 282 621 53 567 530 47 084 720
Accumulated impairment losses on stocks (Note 22) (3 938 512) (2 640 351) (4 423 970) (2 850 218)
Total Operations 48 453 223 42 642 270 49 143 560 44 234 502

12. TRADE ACCOUNT RECEIVABLES AND OTHER CURRENT ASSETS

As at 30 June 2020 and 31 December 2019, trade accounts receivable and other current assets are detailed as follows:

30 June 2020 31 December 2019
Trade accounts receivable 56 231 741 55 874 552
Accumulated impairment losses on Trade Debtors (Note 22) (2 754 790) (3 230 862)
53 476 951 52 643 690
State and other public entities 8 895 926 8 735 445
Loans and other receivables from related companies 19 888 848 039
Other current assents
Suppliers c / c - debit balances 2 021 348 869 776
Other debtors 2 363 059 4 490 477
Debtors f of financial investments 11 449 407 11 449 407
Debtors of tangible fixed assets - 5
15 853 702 17 657 704
Increase in income - Interest receivable - 8
Add. Income - Billing to be issued for services rendered 1 359 538 856 153
Other accrued income 3 181 575 2 626 363
Expenses to recognize - rentals 483 265 294 159
Expenses to be recognized - external supplies and services 1 323 477 1 411 130
Expenses to be recognized - financial charges 130 002 114 397
Other current assets 1 267 896 902 103
7 745 753 6 204 313
Accumulated impairment losses on other current assets (Note 22) (1 669 193) (1 669 193)
Clients and other current assets 84 303 140 83 571 959

The caption Other debtors is made up of an amount to be received from Prédios Privados relating to the sale of plots of land in 2017 (496,000 euros), among others.

At June 2020 the sale of financial Investments includes (i) balance receivable from the sale of UPK – Gestão de Facilities e Manutenção S.A. and BoxLines Navegação S.A. and (ii) amounts to receive from the alienation of the Group Prédios Privados – Imobiliária, S.A. (10,000,000 euros).

The item Other current assets includes accruals of revenue relating to work in progress at the end of the period.

13. DERIVATIVES

The company holds derivatives at fair value based on market prices related to energy, gas, electricity and CO2 licenses. The variation compared to last year in which the value was null is due to the acquisition of the Futura group.

Assets Liabilities
Fair Value Hedging 9 432 960 5 301 943
- Raw Material Swaps 8 063 164 4 129 313
Electricity 8 063 164 4 129 313
- Futures 1 369 796 1 172 630
Natural Gas 1 010 469 880 930
CO2 Licenses 359 327 291 700
Deposits 6 480 869 2 085 669
Other instruments - Guarantees Received 2 085 669
Other instruments - Guarantees Given 6 480 869
15 913 829 7 387 612

The valuation of derivatives is based on quotations indicated by external entities, which are compared on each reporting date with market quotations available on financial information platforms, so in accordance with the requirements of the IFRS 13, the fair value of derivatives is classified as level 2 with no changes between levels in the period. These entities use market information and generally accepted discount techniques for future cash flows.

All financial instruments contracted are to hedge the price. These instruments do not bear interest.

14. DEFERRED TAXES

Deferred tax assets and liabilities as at 30 June 2020 and 31 December 2019 can be detailed as follows, split between the different types of temporary differences:

Deferred tax assets Deferred tax liabilities
30 June
2020
31 December
2019
30 June
2020
31 December
2019
Amortisation and Depreciation harmonisation adjustments 366 813 362 168 4 068 084 4 196 711
Provisions and impairment losses of non-tax deductible 4 954 200 5 047 662 - -
Write off of tangible and intangible assets 71 250 71 250 - -
Revaluation of tangible assets - - 187 091 245 870
Tax losses carried forward 14 371 852 14 371 852 - -
Write off of stocks - - 231 886 265 944
Taxable temporary differences arising from the fair value of non-current
liabilities
- - 6 466 841 6 456 560
Others 818 038 818 138 1 254 547 1 267 005
20 582 152 20 671 070 12 208 449 12 432 090

During the periods ended 30 June 2020 and 31 December 2019, movements in deferred tax are as follows:

Deferred tax assets Deferred tax liabilities
30 June 2020 31 December 2019 30 June 2020 31 December 2019
Opening balance 20 671 070 22 997 895 12 432 090 12 984 582
Effect in results (Note 25): - - - -
Amortisation and Depreciation harmonisation adjustments 4 645 (16 894) (128 627) (331 018)
Provisions and impairment losses of non-tax deductible - - - -
Write off of tangible and intangible assets - - - -
Write off of accruals - - - -
Revaluation of tangible assets - - (58 779) -
Tax losses carried forward - (2 380 000) - -
Impairment of Assets (93 463) (59 158) - -
Financial Instruments - - - -
Changes in tax rates - - - -
Others (100) 2 653 (36 235) (221 475)
(88 918) (2 453 399) (223 640) (552 493)
Effect in reserves:
Financial Intruments - - - -
Others - - - -
- - - -
Changes in consolidation perimeter (Note 7) - 126 575 - -
Others - - - -
Closing balance 20 582 152 20 671 070 12 208 449 12 432 090

CONSOLIDATED FINANCIAL STATEMENTS 30 JUNE 2020

In accordance with the tax statements presented by companies that recorded deferred tax assets arising from tax losses carried forward, as at 30 June 2020 and 31 December 2019, and using exchange rates effective at that time, tax losses carried forward can be summarized as follows:

30 June 2020 31 December 2019
Tax losses carried forward Deferred tax assets Time limit Tax losses carried forward Deferred tax assets Time limit
With limited time use
Generated in 2014 13 046 930 2 739 855 2026 13 046 930 2 739 855 2026
Generated in 2015 43 839 192 9 206 230 2027 43 839 192 9 206 230 2027
Generated in 2016 11 551 269 2 425 767 2028 11 551 269 2 425 767 2028
Generated in 2017 - - 2022 - - 2022
Generated in 2018 - - 2023 - - 2023
Generated in 2019 - - 2024 - - 2024
Generated in 2020 - - 2025 - -
68 437 391 14 371 852 68 437 391 14 371 852
With a time limit
different from the
above mentioned
- - - -
68 437 391 14 371 852 68 437 391 14 371 852

An analysis was made on the relevance of the recognition of deferred taxes, taking into account the possibility of them to be recovered in accordance with the medium and long term prospects of the Group.

Deferred tax assets and liabilities are calculated and annually evaluated using the tax rates in effect, at the date of reversal of the temporary differences.

Deferred tax assets arising from tax losses have been recorded only when it is likely to occur taxable income in the future.

Deferred tax assets were reassessed against each Group's business plans, which are regularly updated.

Since fiscal year 2014, most of the Group's subsidiaries based in Portugal belong to the perimeter of the group of companies that are taxed in accordance with the special taxation regime for Group groups (RETGS), being Sonae Capital, SGPS, S.A. the dominant Group.

Of the analysis made at 30 June 2020, it is concluded that there is a reasonable expectation on the recovery of the recorded deferred tax assets before their limited time use expires.

CONSOLIDATED FINANCIAL STATEMENTS 30 JUNE 2020

As at 30 June 2020, tax losses carried forward amounting to 35,082,374 euros (30,133,980 euros as at 31 December 2019) have for prudential reasons not originated deferred tax assets and are detailed as follows:

30 June 2020 31 December 2019
Tax losses carried forward Tax Credit Time limit Tax losses carried forward Tax Credit Time limit
With limited time use
Generated in 2014 1 064 865 223 622 2026 1 064 865 223 622 2026
Generated in 2015 1 912 800 401 688 2027 1 912 800 401 688 2027
Generated in 2016 1 375 530 288 861 2028 1 375 530 288 861 2028
Generated in 2017 21 131 360 4 437 586 2022 21 131 360 4 437 586 2022
Generated in 2018 3 220 811 676 370 2023 3 220 254 676 253 2023
Generated in 2019 3 542 945 744 018 2024 921 377 193 489 2024
Generated in 2020 18 965 163 3 982 684 2025 - -
51 213 474 10 754 829 29 626 186 6 221 499
Without limited time use - - - -
With a time limit different from the above
mentioned
532 818 118 052 507 794 112 797
532 818 118 052 507 794 112 796
51 746 292 10 872 881 30 133 980 6 334 296

15. CASH AND CASH EQUIVALENTS

As at 31 December 2020 and 2019, cash and cash equivalents can be detailed as follows:

30 June 2020 31 December 2019
Cash at hand 273 270 364 406
Bank deposits 30 102 932 7 218 230
Treasury applications 4 719 4 719
Cash and cash equivalents on the balance sheet 30 380 921 7 587 355
Bank overdrafts (Note 18) - -
Guarantee deposit - -
Cash and cash equivalents in the statement of cash-flows 30 380 921 7 587 355

Bank overdrafts include creditor balances of current accounts in financial institutions, and are disclosed in the balance sheet under current bank loans (Note 18).

16. EQUITY

The share capital of Sonae Capital SGPS, S.A. is represented by 250,000,000 ordinary shares, which do not have the right to a fixed remuneration, with a nominal value of 1 euro each.

As at 30 June 2020, Sonae Capital SGPS, S.A. owns 3,212,789 own shares (3,670,823 own shares at 31 December 2019) booked at 1,020,877 euros (1,105,573 euros at 31 December 2020).

Other reserves includes amounts equal to the value of own shares held by the Group's parent Group. This reserve should be unavailable while these shares are kept by the Group.

The Reserves and retained earnings of Sonae Capital Group in the periods ended 30 June 2020 and 31 December 2019 are as follows:

30 June 2020 31 December 2019
Demerger reserve 132 638 253 132 638 253
Translation reserves 165 949 145 508
Fair value reserves - -
Hedging reserves - -
Others (165 756 406) (152 302 516)
- -
Other reserves and retained earnings (32 952 204) (19 518 755)

Demerger reserve

The demerger originated a reserve in the amount of 132,638,253 euros, which has a treatment similar to that of a Legal Reserve. According to Group Law, it cannot be distributed to shareholders, unless the Group is liquidated, but can be used to make good prior year losses, once other reserves have been used fully, or for capital increases.

Translation reserves

These reserves are comprised by the conversion into euro of the financial statements of the subsidiaries that have other functional currencies and will be presented as results when the subsidiaries are liquidated or sold off.

Changes in Equity are detailed in the Consolidated Statements of Changes in Equity.

17. NON-CONTROLLING INTERESTS

Movements in non-controlling interests in the periods ended 30 June 2020 and 31 December 2019 are as follows:

30 June 2020 31 December 2019
Opening balance as at 1 January 2 184 277 9 440 091
Changes in percentage by acquisition / increase capital - -
Changes in hedging reserves - -
Changes in the percentage of capital held in affiliated companies - (7 540 682)
Changes resulting from currency translation 19 820 (160 038)
Dividends paid - (854 377)
Others (35 423) 15 993
Profit for the period attributable to minority interests (800 205) 1 283 289
Closing balance 1 368 469 2 184 277

The Non-Controlling Interests are primarily from companies in the Energy segment.

18. BORROWINGS

As at 30 June 2020 and 31 December 2019, Borrowings are made up as follows:

30 June 2020 31 December 2019
Outstanding amount Outstanding amount
Current Non-Current Current Non-Current
Bank loans
Sonae Capital SGPS - commercial paper a) - - 8 900 000 -
Sonae Capital SGPS - commercial paper b) - 17 500 000 - 17 500 000
Sonae Capital SGPS - commercial paper c) 10 000 000 - 10 000 000 -
Sonae Capital SGPS - commercial paper d) 2 000 000 5 000 000 2 000 000 6 000 000
Sonae Capital SGPS - commercial paper e) 20 500 000 - 33 800 000 -
Sonae Capital SGPS - commercial paper f) - 8 250 000 - -
Sonae Capital SGPS - commercial paper g) 15 000 000 - - -
Sonae Capital SGPS - commercial paper h) 20 000 000 - - -
Up-front fees - (13 298) - (16 545)
Others 938 016 2 625 032 1 867 612 1 158 248
68 438 016 33 361 734 56 567 612 24 641 703
Bank overdrafts (Note 15) - - - -
Bank loans 68 438 016 33 361 734 56 567 612 24 641 703
-
Bond Loans
Sonae Capital 2016/2021 Bonds i) - 15 000 000 - 15 000 000
Sonae Capital 2019/2024 Bonds j) - 15 000 000 - 15 000 000
Sonae Capital 2019/2026 Bonds k) - 13 000 000 2 000 000 13 000 000
Sonae Capital 2019/2024 II Bonds l) 2 000 000 12 500 000 - 12 500 000
Sonae Capital 2020/2024 Bonds m) - 15 000 000 - -
Up-front fees - (411 482) - (407 013)
Bond Loans 2 000 000 70 088 518 2 000 000 55 092 987
Other loans 1 745 644 - 2 213 099 -
72 183 660 103 450 252 60 780 711 79 734 690

a) Commercial paper programme, with subscription guarantee, issued on 4 January 2017, with automatic annual renewals, unless denunciated by either party;

b) Commercial paper programme, with subscription guarantee, issued on 29 September 2017 and valid until September 2021;

c) Commercial paper programme, with subscription guarantee, issued on 30 June 2017, with automatic annual renewals, unless denunciated by either party;

d) Commercial paper programme, with subscription guarantee, issued on 24 February 2017 and valid until February 2023, with semi-annual payments beginning from 2019;

CONSOLIDATED FINANCIAL STATEMENTS 30 JUNE 2020

  • e) Commercial paper programme, with subscription guarantee, issued on 20 December 2017, with automatic annual renewals. Placed with institutional investors;
  • f) Commercial paper programme, with subscription guarantee, issued on 31 December 2013 and valid until February 2024, with semi-annual payments beginning from 2022;
  • g) Commercial paper programme, with subscription guarantee, issued on 17 April 2020 and valid until April 2021;
  • h) Commercial paper programme, with subscription guarantee, issued on 28 May 2020 and valid until May 2021;
  • i) Sonae Capital SGPS - 2016/2021 bond loan in the amount of 15,000,000 euros, with a 5 year maturity, and a sole reimbursement on 29 July 2021, unless the issuer requests a full or partial refund (call option). This bond loan bears interest every six months.
  • j) Sonae Capital SGPS - 2019/2024 bond loan in the amount of 15,000,000 euros, with a 5 year maturity, and with reimbursements on the 8th and 10th coupon, with maturity on 26 June 2024. This bond loan bears interest every six months.
  • k) Sonae Capital SGPS - 2019/2026 bond loan in the amount of 15,000,000 euros, with a 7 year maturity, and with reimbursements in annual installments beginning from the 2nd coupon, inclusive, with maturity on 28 June 2026. This bond loan bears interest every six months.
  • l) Sonae Capital SGPS - 2019/2024 II bond loan in the amount of 12,500,000 euros, with a 5 year maturity, and with reimbursement via a single installment on 8 August 2024. This bond loan bears interest every six months.
  • m) Sonae Capital SGPS - 2020/2024 bond loan in the amount of 15,000,000 euros, with a 4 year maturity, and with reimbursement via a single installment on 20 March 2024. This bond loan bears interest every six months.

The interest rate on bonds and bank loans in force on 30 June 2020 was on average 1.11% (1.10% in 31 December 2019).

Bank loans pay interest rates that are indexed to the Euribor market rates of the period, and its fair value is considered close to its book value.

In the case that any bank or investor do not renovate a commercial paper programme, at the given maturity dates, the Group has credit facilities available to cover this gap.

The item Others includes investment grants received in 2019 and 2020.

The repayment schedule of the nominal value of borrowings may be summarised as follows:

30 June 2020 31 December 2019
Nominal value Interest Nominal value Interest
N+1 75 235 635 1 852 703 64 426 440 1 442 393
N+2 43 695 209 1 224 121 40 384 194 1 172 157
N+3 16 473 086 873 850 7 899 454 729 481
N+4 31 368 957 691 985 10 098 372 526 589
N+5 15 559 145 205 198 25 258 873 363 507
After N+5 5 444 742 65 473 5 000 000 69 375
187 776 774 4 913 330 153 067 334 4 303 502
Discontinued Operations - - - -
Total 187 776 774 4 913 330 153 067 334 4 303 502

19. OTHER NON-CURRENT CREDITORS

As at 30 June 2020 and 31 December 2019 other non-current creditors liabilities can be detailed as follows:

30 June 2020 31 December 2019
Loans and other amounts payable to related parties
Others 216 645 216 645
216 645 216 645
Other creditors
Creditors in the restructuring process of Torralta 898 701 853 007
Others 3 233 601 6 551 628
4 132 302 7 404 635
Deferred income
Obligations by share-based payments (Note 20) 248 597 386 943
248 596 386 943
Pension fund responsabilities - -
Other non-current creditors 4 597 543 8 008 222
Discontinued Operations - -
Other non current liabilities 4 597 543 8 008 222

20. SHARE-BASED PAYMENTS

In 2012 and in previous years, the Sonae Capital Group granted deferred performance bonuses to employees, based on shares of Sonae Capital SGPS, SA to be acquired at nil cost, three years after they were attributed to the employee. In any case, the acquisition can be exercised during the period commencing on the third year of the grant date and the end of that year. The Group has the choice to settle in cash instead of shares. The option can only be exercised if the employee still works for the Sonae Capital Group on the vesting date.

As at 30 June 2020 and 31 December 2019, the market value of total liabilities arising from share-based payments, which have not yet vested, may be summarised as follows:

Number of
participants
Fair Value
Year of grant Vesting year 30 June 2020 31 December 2019
Shares
2016 2019 - - 114 344
2017 2020 1 22 945 469 633
2018 2021 14 223 171 401 908
2019 2022 14 269 410 391 351
2020 2023 13 452 418 -
Total 967 943 1 377 236

As at 30 June 2020 and 31 December 2019, the financial statements include the following amounts corresponding to the period elapsed between the date of granting and those dates for each deferred bonus plan, which have not yet vested:

30 June 2020 31 December 2019
Other non-current creditors (Note 19) 226 960 392 748
Other current creditors (Note 21) 211 980 659 361
Reserves (409 888) (670 544)
Staff Costs 29 052 381 564

21. SUPPLIERS AND OTHER CURRENT LIABILITIES

As at 30 June 2020 and 31 December 2019 trade accounts payable can be detailed as follows:

30 June 2020 31 December 2019
Suppliers 13 090 895 31 993 293
Loans and other payables of related companies 1 505 663 732 495
Other Current Liabilities
Fixed assets suppliers 3 205 031 2 978 336
Advances from customers 3 699 242 3 300 637
Other creditors 8 492 878 7 742 060
State and other public entities 5 259 495 4 149 161
Accrued personnel expenses 7 481 253 7 824 249
Works not yet completed - 3 455 130
Accruals of purchase expenses - Energy segment 451 947 513 924
Financial charges payable 347 993 268 048
Investment subsidies - -
Other liabilities 49 407 414 25 532 372
78 345 253 55 763 917
Suppliers and other current liabilities 92 941 812 88 489 705

The amount considered in the caption Others includes amounts related to creditors for accrued expenses and income to be recognized.

22. PROVISIONS AND ACCUMULATED IMPAIRMENT LOSSES

Movements in provisions and accumulated impairment losses over the period ended 30 June 2020 and 31 December 2019 were as follows:

Captions Balance as at
1 January
2020
Increases Decreases Utilisations Transfers Balance as at
30 June 2020
Accumulated impairment losses on:
Tangible Assets (Note 8) 31 058 922 7 560 (509 890) - - 30 556 592
Intangible Assets (Note 8) 689 536 - - - - 689 536
Goodwill (Note 9) 29 221 018 - - - - 29 221 018
Other Investments (Note 6) 291 838 - - - - 291 838
Other non-current assets (Note 10) 34 916 - - - - 34 916
Trade accounts receivable (Note 12) 3 230 862 222 731 (182 398) (516 405) - 2 754 790
Other current assets (Note 12) 1 669 193 - - - - 1 669 193
Stocks (Note 11) 4 423 970 46 116 (531 574) - - 3 938 512
Non-current provisions 3 123 285 7 363 - - - 3 130 648
Current provisions 2 907 863 263 085 (3 134) (258 425) - 2 909 390
Total 76 651 402 546 855 (1 226 996) (774 830) - 75 196 433
Captions Balance as at
1 January
2019
Increases Decreases Utilisations Transfers Balance as at
31 December
2019
Accumulated impairment losses on:
Tangible Assets (Note 8) 31 136 308 29 196 (106 582) - - 31 058 922
Intangible Assets (Note 8) 689 536 - - - - 689 536
Goodwill (Note 9) 25 478 909 3 742 109 - - - 29 221 018
Other Investments (Note 6) 291 838 - - - - 291 838
Other non-current assets (Note 10) 34 916 - - - - 34 916
Trade accounts receivable (Note 12) 6 230 300 442 589 (1 562 563) (8 306) (1 871 158) 3 230 862
Other current assets (Note 12) 1 848 583 246 233 (425 623) - - 1 669 193
Stocks (Note 11) 6 152 875 1 127 700 (2 856 605) - - 4 423 970
Non-current provisions 3 079 824 43 461 - - - 3 123 285
Current provisions 3 286 698 485 881 (504 071) (360 646) - 2 907 863
Total 78 229 787 6 117 169 (5 455 444) (368 952) (1 871 158) 76 651 402

At June 2020 and December 2019, the amounts recorded in provisions and impairment losses were recognized for prudence; it is not possible to predict when these provisions and impairment charges will result in future cash flows.

As at 30 June 2020 and 31 December 2019 detail of other provisions was as follows:

30 June 2020 31 December 2019
Judicial claims 1 657 060 1 657 060
Provision for secured income 501 930 632 625
Others 3 881 048 3 741 464
6 040 038 6 031 148

The amount considered in Provision for secured income is calculated estimating the difference between the amount to be charged through the properties leased in Tróia and the secured income to be paid to property owners. The amount to be charged through the marketing of real estate is estimated based on the average of the values obtained in previous years.

The judicial claims in progress relate essentially to litigation / damages in companies Inparvi SGPS, S.A. and Societe de Tranchage Isoroy SAS.

In Others, the provisions refer to dismantling of assets.

23. LEASE LIABILITIES

As at 30 June 2020 and 2019 the impact of the adoption of the IFRS 16 was as follows:

Notes 30 June 2020 30 June 2019
Depreciation Expenses 8 3 633 105 3 579 212
Interest Rate Expenses 2 337 581 2 172 664
Short-term Lease Expenses 634 649 760 758
Expenses related to low value leases 186 044 754 321
Expenses related to variable costs 35 278 58 857
Payments made 4 725 595 6 080 710
Net Right-of-Use Assets at the end of the period 8 51 645 351 49 991 111
Obligations related to Lease liabilities - Current Liabilities 19 932 450 13 937 648
Obligations related to Lease liabilities - Non-Current Liabilities 44 841 349 47 763 044

As at 30 June 2020 and 2019 the amount of the lease liabilities was as follows:

30 June 2020 30 June 2019
Current lease liabilities 22 984 424 17 697 925
Non-Current lease liabilities 53 476 989 57 738 403
Total passivos da locação 76 461 413 75 436 328

24. OTHER OPERATIONAL INCOME

Other operational income for the year ended 30 June 2020 and 2019 was as follows:

30 June 2020 30 June 2019
Own work capitalised 725 042 772 901
Gains on sales of assets 1 154 826 4 144 435
Supplementary income 347 169 270 992
Others 646 146 570 835
Continued Operations 2 873 183 5 759 163
Discontinued Operations (3 218) 341 689
Total 2 869 965 6 100 852

25. CONTINGENT ASSETS AND LIABILITIES

As at 30 June 2020 and 31 December 2019 the most important contingent liabilities referred to guarantees given and were made up as follows:

30 June 2020 31 December 2019
Guarantees given:
on VAT reimbursements 5 199 346 5 199 346
on tax claims 16 439 274 16 244 854
on judicial claims - -
on municipal claims 556 599 556 599
on loans 19 892 152 20 489 349
Others 24 913 359 24 499 690

Others include the following guarantees:

10,752,959 euros as at 30 June 2020 (10,752,959 euros as at 31 December 2019) of guarantees given concerning building permits in the Resorts segments.

The Group has not registered provisions for the events/disagreements for which these guarantees were given since the Group believes that the above mentioned events will not result in a loss for the Group.

26. INVESTMENT INCOME

As at 30 June 2020 and 2019, Investment income was made up as follows:

30 June 2020 30 June 2019
Dividends - -
Liquidation of "Fundo Hitec" - (235 440)
Adjustment to the selling price of "Spred SGPS SA" - 6 632
Adjustment to the selling price of "Box Lines Navegação" - 7 327
Others - -
Losses on sales of group companies - -
Gains in the acquisition of group companies - 584 834
Gains of investments in group companies - 363 353
Equity settlement in other investments (Note 6) - -
Impairment losses (Note 22) - -
Gains/(Losses) on sale of other investments - -
Others - -
Investment Income - - - 363 353
Discontinued Operations - -
Total Operations - - - 363 353

27. TAXATION

As at 30 June 2020 and 2019, Taxation was made up as follows:

30 June 2020 30 June 2019
Current tax 394 934 (2 013 237)
Deferred tax (203 523) 2 183 547
Taxation 191 412 170 311

28. RECONCILIATION OF CONSOLIDATED NET PROFIT

As at 30 June 2020 and 2019, the reconciliation of consolidated net profit can be analysed as follows:

30 June 2020 30 June 2019
Aggregate net profit - continued operations (4 484 927) 36 216 397
Aggregate net profit - discontinued operations (59 784) (197 483)
Harmonisation adjustments 570 872 (102 637)
Elimination of intragroup dividends (14 226 412) (39 305 181)
Share of gains/(losses) of associated undertakings 157 164 108 745
Elimination of intragroup capital gains/(losses) - 399 752
Elimination of intragroup impairment 110 363 -
Adjustments of gains/(losses) of financial shareholdings sale 3 573 045 -
Others 1 975 (7 717)
Consolidated net profit for the year - continued operations (14 297 920) (2 690 640)
Consolidated net profit for the year - discontinued operations (59 784) (197 483)
Consolidated net profit for the year (14 357 705) (2 888 123)

29. RELATED PARTIES

Balances during the periods ended 30 June 2020 and 31 December 2019 and transactions during the periods ended 30 June 2020 and 2019 with related parties are detailed as follows:

30 June 2020 30 June 2019
Transactions Sales and services
rendered
Purchases and services
obtained
Sales and services
rendered
Purchases and services
obtained
Parent company
Associated companies 9 478 (3 759) 12 266 10 532
Feneralt - Produção de Energia, ACE 9 478 (7 728) 7 873 (12 510)
Lidergraf - Artes Gráficas, Lda - 3 969 4 393 23 042
Vastgoed Sun - - - -
Entidades parceiras, accionistas e participadas 2 183 141 3 261 108 12 934 951 1 021 541
Águas Furtadas - Soc. Agricola, SA - - 1 302 -
Algarveshopping- Centro Comercial, S.A. - - 816 -
Alpêssego - Sociedade Agrícola, SA - - 1 739 (6 940)
Casa Agrícola de Ambrães, S.A. - - 840 (350)
Aqualuz - Turismo e Lazer, Lda - - - (803)
Arrábidashopping- Centro Comercial, S.A. - - 934 (445)
BB Food Service, SA - - 62 399 (24 221)
BOM MOMENTO - Comércio Retalhista, SA - - 6 139 (8 632)
Prod. Agric.Biológica, S.A. - - 126 357 (1 349)
Cascaishopping- Centro Comercial, S.A. - (3 520) - 3 411
Coimbrashopping- Centro Comercial, S.A. - - - 2 136
Centro Colombo- Centro Comercial, S.A. 232 434 207 893 336 773 307 549
Continente Hipermercados, S.A. - 2 309 3 263 096 (380 635)
Contimobe-Imobil.Castelo Paiva,SA - - - 925
Companhia Térmica Tagol, Lda. - (443 460) - -
Digitmarket-Sistemas de Informação,SA - 91 968 - 136 165
Efanor Investimentos, SGPS, S.A. 2 743 - 885 -
Efanor Serviços de Apoio à Gestão, S.A. 34 274 - 34 990 -
Capwatt Lousado - Heat Power, Unipessoal, Lda.
Euroresinas-Indústrias Quimicas,SA
-
-
(344 810)
10 176
-
-
-
10 141
Fashion Division, S.A. - - 2 331 (2 107)
Gaiashopping I- Centro Comercial, S.A. - - - (133)
Gaiashopping II- Centro Comercial, S.A. - - - 68
Sonae Arauco Deutschland AG - - 560 -
Go Well, S.A. - (1 500) - -
Guimarãeshopping- Centro Comercial, S.A. - - 504 -
RCG - Risk Consulting Group, Ltda. 951 - 951 -
Imoplamac Gestão de Imóveis,SA 14 432 182 774 31 984 238 160
Fundo de Invest. Imobiliário Imosede - - - (1 572)
Imosistema-Sociedade Imobiliária,SA - - 108 199 -
Infofield-Informática,SA - - 475 -
Inovretail, S.A. - - 101 829 (103 178)
Isoroy SAS - 2 775 - -
Le Terrazze - Shopping Centre S.r.l. - - (1 750) (629)
Loop 5 - Shopping Centre, GmbH - - - (27)
NOS Lusomundo Audiovisuais, S.A. - - - (63)
Maiequipa-Gestão Florestal,SA - 3 887 - 21 352
Pátio Sertório Shopping Ltda - - 11 103 -
Modelo - Dist.de Mat. de Construção,S.A. 127 362 415 315 5 379 158 (2 786 292)
Modelo Continente Hipermercados,SA - - 101 -

CONSOLIDATED FINANCIAL STATEMENTS 30 JUNE 2020

2 192 619 3 257 349 12 947 217 1 032 073
ZIPPY - Comercio y Distribución, S.A. - - 147 (60)
Worten España Distribución, SL - 16 219 2 433 51 369
We Do Technologies Mexico,S - (3 582) 13 164 (13 429)
VALOR N, S.A. - 1 951 - 2 927
Torre Ocidente, Imobiliária,SA - - 5 712 -
Sonae Arauco Suisse, S.A. - - 55 745 -
Tafiber,Tableros de Fibras Ibéricas,SL 294 - 221 -
Sport Zone España-Com.Art.de Deporte,SA - 11 725 6 462 29 654
SPF- Sierra Portugal 262 5 379 - 9 717
Sonae UK,Ltd. - - 1 090 -
Sonaerp - Retail Properties, SA 9 922 20 271 3 053 25 000
Modelo Continente, SGPS, S.A. - 23 541 793 102 93 827
SFS - Gestão de Fundos, SGFI, S.A. - - - (815)
Sonaecom - Serviços Partilhados, S.A - 111 976 - 111 742
Sonae Holdings, SA 3 200 157 279 8 023 371 676
Siaf-Soc.Iniciat.Aprov.Florestais,SA - 2 297 - -
Sociloures-Soc.Imobiliária,SA - 1 375 54 516 11 447
Sierra Management II-Gestão de C.C. S.A. - 35 720 2 617 76 010
Sonae Industria de Revestimentos,SA (50) 8 647 999 6 755
Sonae Arauco Portugal, S.A. 223 973 168 304 260 244 184 349
Sonae Investimentos, SGPS, SA 1 286 053 1 295 432 1 875 982 1 108 015
Sondis Imobiliária,SA - - 996 -
SONAESR - Serviços e logistica, S.A. - - - 6 107
Sierra Developments Italy S.r.l. - - 13 927 (6 396)
Saphety Level - Trusted Services S.A. 1 481 - - -
Rio Sul - Centro Comercial, SA - - - 70 134
Prosa - Produtos e Serviços Agrícolas,S.A. (215) 3 144 195 3 362
Predilugar - Sociedade Imobiliária, SA 10 077 5 050 19 189 (2 471)
PCJ-Público, Comunic e Jornalismo, SA - 3 755 175 -
Pareuro, BV - - 517 (14 065)
Norteshopping-Centro Comercial, S.A. - 1 191 185 119 058 1 404 338
Nova Equador P.C.O. e Eventos - 80 877 - 95 562
Modelo Hiper Imobiliária,SA - - 88 -
Modalfa-Comércio e Serviços,SA - - - 112
Mds Knowledge Centre, Unipessoal, Lda 655 - 2 003 (588)
RCG - Risk Consulting Group, S.A. - - 365 -
MDS Auto - Mediação de Seguros, SA 6 271 207 5 758 2 000
MDS Africa SGPS, S.A. 1 268 - 1 268 -
MDS RE-Mediador de Resseguros, S.G.P.S., S.A. 164 - 185 -
Modelo Hipermercados Trading, S.A. 227 590 (3 451) 216 002 (7 269)

CONSOLIDATED FINANCIAL STATEMENTS 30 JUNE 2020

30 June 2020 31 December 2019

Parent company
Associated companies
7 805
-
8 871
1 980
Andar-Sociedade Imobiliária,SA
-
-
-
-
Feneralt - Produção de Energia, ACE
7 771
-
8 837
-
Lidergraf - Artes Gráficas, Lda
34
-
34
1 980
Other partners and Group companies
931 923
3 123 480
1 488 884
3 398 831
Águas Furtadas - Soc. Agricola, SA
273
(1 002)
279
(1 002)
Alpêssego - Sociedade Agrícola, SA
266
-
266
-
Bright Brands SportsGoods, S.A.
(28 688)
-
(28 688)
-
Casa Agrícola de Ambrães, S.A.
182
-
186
-
Cascaishopping- Centro Comercial, S.A.
-
-
416
-
Centro Colombo- Centro Comercial, S.A.
79 863
221 087
54 384
109 832
Continente Hipermercados, S.A.
136 674
1 131
144 366
12 965
Digitmarket-Sistemas de Informação,SA
105 819
18 418
164 531
100 577
Efanor Investimentos, SGPS, S.A.
15 162
-
15 136
8 168
Efanor Serviços de Apoio à Gestão, S.A.
1 311
10 487
3 311
10 487
Sonaerp - Retail Properties, SA
-
4 757
-
17 758
Go Well, S.A.
615
-
1 845
-
Sonae Arauco Deutschland AG
-
-
231
-
Fundo de Invest. Imobiliário Imosede
14 317
246 727
24 244
131 398
Inovretail, S.A.
-
-
-
107 716
Insco Insular de Hipermercados, S.A.
-
-
2 237
-
S21SEC Portug-Cyber Security Services,S.A.
11 561
-
14 335
-
MDS Africa SGPS, S.A.
-
-
89
4
RCG - Risk Consulting Group, S.A.
-
922
-
922
MDS Corretor de Seguros, SA
11 306
80 088
62 695
95 954
MDS RE-Mediador de Resseguros, S.G.P.S., S.A.
(838)
-
(838)
4
Modalfa-Comércio e Serviços,SA
46
-
46
-
Modelo Continente Hipermercados,SA
140 266
712 354
494 032
1 197 088
Modelo Hipermercados Trading, S.A.
150
-
150
-
Norteshopping-Centro Comercial, S.A.
-
119 348
15 846
108 739
NOS Sistemas S.A.
-
74 448
-
70 561
NOS Comunicações, S.A.
-
454 158
(1 545)
258 763
PHARMACONTINENTE - Saúde e Higiene, S.A.
-
1 188
-
15 593
Prosa - Produtos e Serviços Agrícolas,S.A.
2 066
1 606
-
2 716
Público-Comunicação Social,SA
-
274
237
-
Grupo Salsa
(1 045)
-
(966)
-
SEKIWI, SGPS., S.A.
(25)
-
-
-
SFS, Gestão e Consultoria, S.A.
983
136 776
36
116 589
SFS - Financial Services, IME, S.A.
350
350
404
350
Sierra Management Portugal-Gest. CC,S.A.
48 622
1 173
29 729
12 653
SIRS-Soc.Ind.Radiodifusão Sonora,SA
-
7 698
4 889
9 282
Sonae Indústria - Management Services, S.A.
-
-
-
2
Sohi Meat Solut-Distr. Carnes
-
5 536
-
4 832
Sonae Arauco Portugal, S.A.
225 651
723 280
331 486
358 930
Sonae MC - Serviços Partilhados, SA
41 285
175 376
47 828
417 934
Sonae Industria de Revestimentos,SA
123 751
81 162
92 624
137 700
Sonae Indústria-SGPS,SA
271
-
765
14
Sonae Investimentos, SGPS, SA
-
11 250
-
-
Sonae SGPS, SA
875
8 917
2 887
50 044
Sonae.com,SGPS,SA
-
-
-
216
Sonae Holdings, SA
-
5 074
-
13 219
SONAESR - Serviços e logistica, S.A.
-
3 262
-
3 262
SFS - Gestão de Fundos, SGFI, S.A.
236
16 432
-
17 113
Sonae Arauco South Africa (Pty) Ltd.
17
-
17
-
Sonae Arauco France SAS
-
-
395
10
Sport Zone-Comércio Art.Desporto,SA
422
-
422
-
Tableros Tradema,S.L.
130
-
130
-
Sonae Arauco, S.A.
-
-
812
8
Textil do Marco,SA
-
-
9 067
-
Worten-Equipamento para o Lar,SA
(50)
1 203
-
8 430
Sonae Corporate, S.A.
99
-
568
-
939 728
3 123 480
1 497 755
3 400 811
Balances Accounts receivable Accounts payable Accounts payable

30. EARNINGS PER SHARE

Earnings per share for the periods ended 30 June 2020 and 2019 were calculated taking into consideration the following amounts:

30 June 2020 30 June 2019
Net profit
Net profit taken into consideration to calculate basic earnings per share (Net
profit for the period )
(14 600 237) (3 286 740)
Net profit taken into consideration to calculate diluted earnings per share (14 600 237) (3 286 740)
Number of shares
Weighted average number of shares used to calculated basic earnings per share 246 559 459 246 074 377
Weighted average number of shares used to calculated diluted earnings per share 246 559 459 246 074 377
Earnings per share (basic and diluted) - Continued operations (0,05897) (0,01255)
Earnings per share (basic and diluted) - Discontinued operations (0,00024) (0,00080)
Earnings per share (basic and diluted) (0,05922) (0,01336)

There are no convertible instruments based on shares in Sonae Capital, SGPS, S.A., hence there is no dilutive effect in earnings.

31. SEGMENT INFORMATION

In 30 June 2020 and 31 December 2019, the following segments were identified:

  • Troia Resort Operations
  • Hospitality
  • Fitness
  • Energy
  • Refrigeration & HVAC
  • Industrial Engineering
  • Holding & Others

The contribution of the business segments to the Income Statement of the periods ended 30 June 2020 and 2019 can be detailed as follows:

30 June 2020
Profit and Loss Account Troia Resort
Operations
Hospitality Fitness Energy Refrigeration &
HVAC
Industrial
Engineering
Real Estate Holding &
Others
Intersegment
Adjustments
Consolidated
Turnover 3 129 897 3 327 124 12 887 314 105 780 869 - 3 687 313 6 131 021 1 923 163 (4 672 618) 132 194 083
Other operational income 432 012 298 697 685 774 155 149 - 257 058 1 579 365 34 252 (569 123) 2 873 183
Total operational income 3 561 909 3 625 820 13 573 088 105 936 018 - 3 944 371 7 710 386 1 957 415 (5 241 741) 135 067 266
Operational cash-flow (EBITDA) (192 578) (2 327 613) 1 862 860 8 446 022 - (1 284 176) 3 086 522 (2 101 436) (2 308 373) 5 181 229
30 June 2019
Profit and Loss Account Troia Resort
Operations
Hospitality Fitness Energy Refrigeration &
HVAC
Industrial
Engineering
Real Estate Holding &
Others
Intersegment
Adjustments
Consolidated
Turnover 3 885 731 10 428 748 20 146 277 28 325 317 16 603 904 4 070 866 8 358 568 3 009 381 (6 605 103) 88 223 688
Other operational income 176 191 125 945 267 306 77 488 106 852 394 163 4 592 359 1 478 17 380 5 759 163
Total operational income 4 061 922 10 554 694 20 413 583 28 402 805 16 710 756 4 465 029 12 950 927 3 010 859 (6 587 725) 93 982 851
Operational cash-flow (EBITDA) (857 577) 1 114 689 6 240 094 8 467 882 129 790 (1 608 914) 6 666 537 (1 198 602) (2 424 951) 16 528 948

CONSOLIDATED FINANCIAL STATEMENTS 30 JUNE 2020

The contribution of the business segments to the Balance Sheet Statement for the periods ended 30 June 2020 and 31 December 2019 can be detailed as follows:

30 June 2020
Balance Sheet Troia Resort
Operations
Hospitality Fitness Energy Refrigeration &
HVAC
Industrial
Engineering
Real Estate Holding & Others Intersegment
Adjustments
Consolidated
Fixed Assets Tangible,
Intangible and Goodwill
56 148 198 44 973 576 97 627 868 101 131 188 - 16 394 652 124 536 094 (1 945 428) (71 014 261) 367 851 887
Investments 162 287 552 10 745 071 89 141 376 159 - 62 807 11 293 186 224 510 783 (407 072 339) 2 292 360
Other Assets 68 443 453 4 673 892 3 245 474 76 595 338 - 8 138 951 55 316 100 475 164 234 (483 193 919) 208 383 524
Total Assets 286 879 203 60 392 539 100 962 484 178 102 686 - 24 596 410 191 145 380 697 729 589 (961 280 520) 578 527 771
Total Liabilities 191 932 064 57 375 652 89 361 246 160 280 017 - 34 842 023 164 826 582 184 082 433 (506 967 397) 375 732 620
Technical investment 1 753 892 3 254 291 2 521 002 5 952 374 - 176 775 846 204 15 860 (140 172) 14 380 226
Gross Debt 7 456 666 32 513 998 58 677 356 9 176 711 - 1 422 022 33 299 170 851 926 (28 036 652) 252 095 325
Net Debt 5 722 264 32 371 049 58 402 471 4 277 257 - 1 267 336 (2 173 353) 149 881 498 (28 036 652) 221 714 405
31 December 2019
Balance Sheet Troia Resort
Operations
Hospitality Fitness Energy Refrigeration &
HVAC
Industrial
Engineering
Real Estate Holding & Others Intersegment
Adjustments
Consolidated
Fixed Assets Tangible,
Intangible and Goodwill
58 241 210 42 082 180 97 016 681 100 872 650 - 16 846 311 126 389 345 (825 642) (70 629 894) 369 992 842
Investments 157 934 939 10 742 460 78 920 265 234 - 60 305 11 194 759 251 617 462 (429 772 229) 2 121 850
Other Assets 68 217 032 5 415 018 3 236 793 70 893 966 54 941 8 057 780 57 915 897 436 370 769 (463 348 180) 186 814 016
Total Assets 284 393 181 58 239 658 100 332 394 172 031 850 54 941 24 964 396 195 500 001 687 162 589 (963 750 303) 558 928 708
Total Liabilities 188 275 483 51 249 819 83 594 319 151 000 311 471 909 33 514 537 169 460 572 148 954 371 (485 570 886) 340 950 435
Technical investment 3 303 298 1 605 016 2 731 095 28 675 288 - 939 449 1 898 864 397 930 (320 627) 39 230 313
Gross Debt 7 966 002 29 955 604 55 744 730 11 591 379 - 1 635 758 35 970 135 648 109 (26 625 823) 215 951 729
Net Debt 7 757 521 29 689 032 55 381 285 10 540 325 - 1 410 854 (4 995 729) 135 206 909 (26 625 823) 208 364 374

32. SUBSEQUENT EVENTS

No significant events, requiring further disclosure, have occurred after 30 June 2020.

33. APPROVAL OF THE FINANCIAL STATEMENTS

These consolidated financial statements were approved by the Board of Directors and authorized for issue on 28 July 2020. However, they are still subject to approval at the General Shareholders' Meeting. The Board of Directors

Duarte Paulo Teixeira de Azevedo Chairman of the Board of Directors

Álvaro Carmona e Costa Portela Vice Chairman of the Board of Directors

Maria Cláudia Teixeira de Azevedo Member of the Board of Directors

Francisco de La Fuente Sánchez Member of the Board of Directors

Paulo José Jubilado Soares de Pinho Member of the Board of Directors

Miguel Jorge Moreira da Cruz Gil Mata CEO

Ivone Pinho Teixeira CFO

Isabel Maria Pereira Aníbal Vaz Member of the Board of Directors

Pedro Manuel Martins Bruno Member of the Board of Directors

Ângelo Gabriel Ribeirinho dos Santos Paupério Member of the Board of Directors

PART III SEPARATED FINANCIAL STATEMENTS

30 JUNE 2020

INDIVIDUAL BALANCE SHEET AS AT 30 JUNE 2020 AND 31 DECEMBER 2019

(Amounts expressed in euro)

Notes 30 Junho 2020 31 Dezembro
2019
ASSETS
NON-CURRENT ASSETS:
Tangible assets 84 155 97 580
Investments 4 236 608 359 236 108 359
Investments in associated companies and joint ventures 4 1 125 301 1 125 301
Other investments 4 24 394 24 394
Deferred tax assets 7 14 371 852 14 371 852
Other non-current debtors 5 397 613 683 398 798 247
Total non-current assets 649 827 744 650 525 733
CURRENT ASSETS:
Trade account receivables 9 678 141 688
Other debtors 6 36 048 137 14 068 628
Income tax receivable 6 1 960 817 1 487 561
Other taxes receivable 6 98 224 98 224
Other current assets 6 4 000 091 3 913 225
Cash and cash equivalents 8 20 924 898 386 696
Total Current Assets 63 041 844 20 096 022
TOTAL ASSETS 712 869 588 670 621 755
EQUITY:
Share capital 9 250 000 000 250 000 000
Own Shares 9 (1 020 877) (1 105 573)
Reserves 10 282 718 264 280 340 993
Retained earnings 0 0
Profit/(Loss) for the year 6 924 950 2 278 295
TOTAL EQUITY 538 622 337 531 513 716
NON-CURRENT LIABILITIES:
Bank Loans 11 30 736 702 23 483 637
Bonds 11 70 088 518 55 092 987
Obligation under finance leases 11 28 491 42 648
Other non-current liabilities 13 94 820 158 790
Total Non-Current Liabilities 100 948 530 78 778 062
CURRENT LIABILITIES:
Bank Loans 11 67 500 000 54 700 000
Bonds 11 2 000 000 2 000 000
Obligation under finance leases 11 30 210 28 911
Trade creditors 13 512 970 166 515
Other creditors 12 2 352 617 2 196 727
Income tax payable 13 -
Other taxes payable 13 104 462 69 475
Other current liabilities 13 798 462 1 168 350
Total Current Liabilities 73 298 721 60 329 978
TOTAL LIABILITIES 174 247 251 139 108 039
TOTAL EQUITY AND LIABILITIES 712 869 588 670 621 755

The accompanying notes are part of these financial statements.

SONAE CAPITAL, SGPS, SA
------------------------- --

INDIVIDUAL INCOME STATEMENTS BY NATURE

FOR THE SIX MONTHS ENDED 30 JUNE 2020 AND 2019

(Amounts expressed in euro)

Notes 30 Junho 2020 30 Junho 2019
Other operating income 17 26 302 26 736
External supplies and services 14 (933 537) (671 097)
Staff costs 15 (701 040) (735 209)
Depreciation and amortisation (15 126) (7 431)
Other operating expenses 17 (17 667) (11 665)
Operational profit/(loss) (1 641 067) (1 398 666)
Financial Income 16 3 805 174 5 396 141
Financial Expenses 16 (1 235 525) (1 569 869)
Net financial income / (expenses) 2 569 649 3 826 272
Investment income 16 5 217 315 25 489 934
Profit/(Loss) before taxation 6 145 897 27 917 540
Taxation 18 779 053 979 445
Profit/(Loss) for the year 6 924 950 28 896 985
Profit/(Loss) per share
Basic 19 0,0281 0,1174
Diluted 19 0,0281 0,1174

The accompanying notes are part of these financial statements.

INDIVIDUAL INCOME STATEMENTS BY NATURE

FOR THE 2ND QUARTER OF 2018 AND 2019

(Amounts expressed in euro)

Notes 2nd Quarter
2020 (Unaudited) *
2nd Quarter
2019 (Unaudited) *
Other operating income 12 085 12 126
External supplies and services (330 623) (338 789)
Staff costs (338 312) (461 779)
Depreciation and amortisation (7 297) 1 707
Other operating expenses (3 940) (1 052)
Operational profit/(loss) (668 087) (787 786)
Financial Income 1 922 788 2 748 483
Financial Expenses (668 536) (670 233)
Net financial income / (expenses) 1 254 252 2 078 251
Investment income 3 354 495 25 193 501
Profit/(Loss) before taxation 3 940 660 26 483 966
-
Taxation 384 370 860 433
-
Profit/(Loss) for the year 4 325 030 27 344 399

The accompanying notes are part of these financial statements.

* Prepared in accordance with IAS 34 - Interim Financial Reporting and unaudited

SEPARATED FINANCIAL STATEMENTS 30 JUNE 2020

SONAE CAPITAL, SGPS, SA
INDIVIDUAL STATEMENT OF COMPREHENSIVE INCOME
FOR THE SIX MONTHS ENDED 30 JUNE 2020 AND 2019
(Amounts expressed in euro)
30 Junho 2020 30 Junho 2019
Net profit/(loss) for the period 6 924 950 28 896 985
Total comprehensive income for the period 6 924 950 28 896 985

The accompanying notes are part of these financial statements.

SONAE CAPITAL, SGPS, SA

INDIVIDUAL STATEMENT OF COMPREHENSIVE INCOME

FOR THE 2ND QUARTER OF 2018 AND 2019

(Amounts expressed in euro)

2nd Quarter
2020 (Unaudited)
*
2nd Quarter
2019 (Unaudited)
*
Net profit/(loss) for the period 4 325 030 27 344 399
Total comprehensive income for the period 4 325 030 27 344 399

The accompanying notes are part of these financial statements.

* Prepared in accordance with IAS 34 - Interim Financial Reporting and unaudited

SONAE CAPITAL, SGPS, SA INDIVIDUAL STATEMENTS OF CHANGES IN EQUITY FOR THE SIX MONTHS ENDED 30 JUNE 2020 AND 2019 (Amounts expressed in euro)

Attributable to Equity Holders of Sonae Capital
Share
Capital
(Note 9)
Own
Shares
(Note 9)
Legal
Reserves
(Note 10)
Other
Reserves
(Note 10)
Retained
Earnings
Subtotal Net
Profit/(Loss)
Total Equity
Balance as at 1 January 2019 250 000 000 (1 192
808)
10 789 547 282 191 290 - 292 980 837 5 294 899 547 082 928
Total comprehensive income for the period - - - - - - 28 896 985 28 896 985
Appropriation of profit of 2018:
Transfer to legal reserves and retained earnings - - 264 745 - 5 030 154 5 294 899 (5 294 899) -
Dividends paid - - - (13 198 205) (5 030 154) (18 228 359) - (18 228 359)
(Acquisition)/Sales of own shares - 87 236 - - - - - 87 236
Changes in the percentage of capital held in affiliated companies - - - - - - - -
Other changes - - - 293 617 - 293 617 - 293 617
Balance as at 30 June 2019 250 000 000 (1 105 573) 11 054 292 269 286 702 - 280 340 993 28 896 985 558 132
406
Balance as at 1 January 2020 250 000 000 (1 105 573) 11 054 292 269 296 702 - 280 350 994 2 278 295 531 523 716
Total comprehensive income for the period - - - - - - 6 924 950 6 924 950
Appropriation of profit of 2019: - - - - - - - -
Transfer to legal reserves and retained earnings - - - - 2 278 295 2 278 295 (2 278 295) -
Dividends paid - - - - - - - -
(Acquisition)/Sales of own shares - 84 696 - - - - - 84 696
Changes in the percentage of capital held in affiliated companies - - - - - - - -
Other changes - - - 88 976 - 88 976 - 88 976
Balance as at 30 June 2020 250 000 000 (1 020 877) 11 054 292 269 385 678 2 278 295 282 718 264 6 924 950 538 622 337

The accompanying notes are part of these financial statements.

INDIVIDUAL STATEMENTS OF CASH FLOWS

FOR THE SIX MONTHS ENDED 30 JUNE 2020 AND 2019

(Amounts expressed in euro)

Notes 30 Junho 30 Junho 2nd Quarter
2020
2nd Quarter
2019
2020 2019 (Unaudited) * (Unaudited) *
OPERATING ACTIVITIES:
Cash receipts from trade debtors - - - -
Cash paid to trade creditors (944 192) (799 709) (487 324) (352 697)
Cash paid to employees (619 274) (444 468) (293 791) (287 124)
Cash flow generated by operations (1 563 467) (1 244 177) (781 115) (639 821)
Income taxes (paid) / received (468 499) 7 906 046 (2 787) 8 037 350
Other cash receipts and (payments) relating to operating activities 1 220 114 313 119 445 808 157 773
Net cash from operating activities (1) (811 853) 6 974 988 (338 094) 7 555 302
INVESTMENT ACTIVITIES:
Cash receipts arising from:
Investments 23 1 261 564 622 838 1 261 564 603 675
Interest and similar income 3 716 399 4 768 545 9 456 651
Dividends 18 3 354 495 24 929 031 3 354 495 24 929 031
Others 1 862 820 789 015 - 260 795
Changes in consolidation perimeter (companies in) - - - -
10 195 278 31 109 429 4 625 515 25 794 152
Cash Payments arising from:
Investments 23 (2 460 000) (39 461 839) (2 460 000) (39 458 344)
Loans granted 23 (20 339 362) (4 750 503) 1 904 000 11 953 889
(22 799 362) (44 212 342) (556 000) (27 504 455)
Net cash used in investment activities (2) (12 604 084) (13 102 913) 4 069 515 (1 710 303)
FINANCING ACTIVITIES:
Cash receipts arising from:
Loans obtained 11 58 250 000 717 900 000 5 000 000 430 500 000
Sale of own shares 84 696 87 236 84 696 9 898
58 334 696 717 987 236 5 084 696 430 509 898
Cash Payments arising from:
Loans obtained 11 (23 200 000) (674 938 250) (1 496 000) (399 540 350)
Interest and similar charges (1 173 557) (2 016 772) (548 316) (1 429 326)
Dividends - (18 223 858) - (18 223 858)
(24 373 557) (695 178 880) (2 044 316) (419 193 534)
Net cash used in financing activities (3) 33 961 139 22 808 356 3 040 380 11 316 363
-
Net increase in cash and cash equivalents (4) = (1) + (2) + (3) - 20 545 202 16 680 431 6 771 800 17 161 363
Cash and cash equivalents at the beginning of the period 8 386 696 888 068 14 160 097 407 136
Cash and cash equivalents at the end of the period 8 20 924 898 17 568 499 20 924 898 17 568 499

The accompanying notes are part of these financial statements.

* Prepared in accordance with IAS 34 - Interim Financial Reporting

1. INTRODUCTION

Sonae Capital, SGPS, SA (the Company» or Sonae Capital») whose registered office is at Lugar do Espido, Via Norte, Apartado 3053, 4471-907 Maia, Portugal, was set up on 14 December 2007 by public deed, following the demerger from Sonae, SGPS, SA of the whole of the shareholding in the company formerly named Sonae Capital, SGPS, SA, now named SC, SGPS, SA, in compliance with paragraph a) of article 118 of the Commercial Companies Code.

The Company's financial statements are presented as required by the Commercial Companies Code. According to Decree-Law 158/2009 of 13 July of 2009, the Company's financial statements have been prepared in accordance with International Financial Reporting Standards

The functional and presentation currency is the euro.

2. MAIN ACCOUNTING POLICIES

The main accounting policies adopted are consistent with those used in the financial statements presented for the year ended 31 December 2019.

2.1. BASIS OF PREPARATION

The interim financial statements are presented on a quarterly basis in accordance with IAS 34 - "Interim Financial Reporting".

These financial statements were prepared based on the books and accounting records on the assumption of continuity of operations and based on the historical cost, except for some financial instruments that are recorded at fair value.

3. CHANGES IN ACCOUNTING POLICIES

Changes in international accounting standards that took effect on or after 1 January 2020, had no significant impact on the financial statements at 30 June 2020.

4. FINANCIAL INVESTMENTS

As at 30 June 2020 and 31 December 2019 Investments are detailed as follows:

30 June 2020 31 December 2019
Investments in affiliated and associated undertakings 360 490 635 358 030 635
Investments in other companies
Sonae RE - (0,04%) 1 360 1 360
Matadouro Alto Alentejo, S.A. - (0,89%) - -
NET Novas Tecnologias, S.A. - (0,98%) 23 034 23 034
Fundo F HITEC - (6,48%) - -
360 515 029 358 055 029
Impairment (122 756 975) (120 796 975)
237 758 054 237 258 054

4.1. INVESTMENTS IN AFFILIATED AND ASSOCIATED UNDERTAKINGS

As at 30 June 2020 and 31 December 2019, the detail of Investments in Affiliated and Associated Companies is as shown in the table below:

30 June 2020
% Held Book Value Equity Profit / (Loss) for
the period
CAPWATT, S.G.P.S., S.A. 100% 19 225 000 21 530 382 1 741 188
Fundo Esp de Invest. Imob Fechado WTC 60% 52 823 047 71 512 508 668 973
Troiaresort, SGPS, S.A. 100% 167 132 793 78 679 274 (446 774)
Lidergraf - Artes Gráficas, SA. 25% 1 125 301 8 974 625 714 027
SC Assets S.G.P.S., SA 100% 40 563 728 6 594 994 542 990
SC Hospitality, S.G.P.S., S.A. 100% 5 857 175 5 061 042 (119 765)
SC Finance B.V. 100% 10 963 698 5 484 379 (41 295)
SC-Industrials, S.G.P.S., S.A. 100% 35 853 624 1 215 606 (170 392)
SC Fitness, S.A. 100% 26 946 268 25 319 705 (747 926)
360 490 635
31 December 2019
% Held Book Value Equity Profit / (Loss)
for the period
CAPWATT, S.G.P.S., S.A. 100% 19 225 000 23 143 689 3 354 495
Fundo Esp de Invest. Imob Fechado WTC 60% 52 823 047 73 343 535 4 663 599
Troiaresort, SGPS, S.A. 100% 167 132 793 79 126 048 (742 710)
Lidergraf - Artes Gráficas, SA. 25% 1 125 301 8 974 625 714 027
SC Assets S.G.P.S., SA 100% 38 603 728 4 092 004 351 321
SC Hospitality, S.G.P.S., S.A. 100% 5 857 175 5 180 808 3 852 794
SC Finance B.V. 100% 10 963 698 5 525 674 (95 327)
SC-Industrials, S.G.P.S., S.A. 100% 35 353 624 885 999 (314 001)
SC Fitness, S.A. 100% 26 946 268 26 067 630 (465 830)
358 030 635

Investments recorded at acquisition cost correspond to investments not traded in regulated markets and for which the fair value is not reliably estimated.

In 2020, financial investments were subject to impairment tests in order to measure their fair value, the calculation of which took into account external valuations obtained from the real estate assets of the subsidiaries, or valuations from the perspective of Discounted Cash Flows (DCF).

These assessments use discount rates that correspond to the weighted average rates of the cost of capital (WACC), calculated on the basis of the business type in which they operate and s target capital structures, and are in the range [6,68% - 9,63%]. 5 years projections were considered and growth rates in perpetuity were considered void.

As at 30 June 2020 and 31 December 2019, the detail of Impairments on Investments in Affiliated and Associated Companies is as shown in the table below.

30 June 2020 31 December 2019 Variation
Troiaresort, SGPS, S.A. (48 317 116) (48 317 116) -
SC Assets, SGPS, S.A. (40 563 728) (38 603 728) (1 960 000)
SC Finance BV (2 022 507) (2 022 507) -
SC, Industrials, SGPS, S.A. (31 853 624) (31 853 624) -
(122 756 975) (120 796 975) (1 960 000)

5. OTHER NON-CURRENT ASSETS

As at 30 June 2020 and 31 December 2019, other non-current assets are detailed as follows:

30 June 2020 31 December 2019
Loans granted
CAPWATT, SGPS, S.A. 69 386 000 68 725 000
SC Assets, SGPS, S.A. 121 052 826 123 596 826
SC Finance BV 6 458 900 6 458 900
SC Fitness, S.A. 12 041 300 12 041 300
SC Hospitality, SGPS, S.A. 6 418 072 6 418 072
SC Industrials, SGPS, S.A. 25 301 000 25 301 000
Solinca - Health & Fitness, S.A. - -
Troiaresort, SGPS, S.A. 155 677 495 155 677 495
396 335 592 398 218 592
Impairment
SC Assets, SGPS, S.A. (5 035 093) (6 995 093)
SC-Industrials, S.G.P.S., S.A. (1 228 759) (1 228 759)
SC Finance BV - -
(6 263 852) (8 223 852)
Up-front fees not yet charged to income statement - -
390 071 741 389 994 741
Other debtors 7 541 942 8 803 506
7 541 942 8 803 506
397 613 683 398 798 247

The balance recorded under the heading Other debtors refers to the amount receivable for the sale of Race SGPS, SA

As at 30 June 2020, loans granted matured as follows:

2020 2021 2022 2023 2024 Total
199 764 800 9 489 072 39 367 300 86 633 900 61 080 520 396 335 592

These assets were not due or impaired as at 30 June 2020. The fair value of loans granted to Group companies is basically the same as their book value.

Loans to group companies interest at market rates and are repayable within a period exceeding one year. The interest rate as at 30 June 2020 stood, in average, at approximately de 1.82% (2019: 1.82%).

6. OTHER CURRENT ASSETS AND INCOME TAX

As at 30 June 2020 and 31 December 2019, other current assets and Income tax are made up as follows:

30 June 2020 31 December 2019
Other debtors - Group 3 778 499 2 951 006
Loans granted 31 616 463 9 394 101
Other debtors 653 176 1 723 521
Other debtors 36 048 137 14 068 628
Accrued income 3 814 133 3 749 519
Deferred costs 185 958 163 707
Other current assets 4 000 091 3 913 225
Income tax 1 960 817 1 487 561
Income tax withheld 98 224 98 224
42 107 269 19 567 639

The balance registered at Shareholding, other Operations is related to the values transferred from subsidiaries under the IRC regime (RETGS).

As at 30 June 2020 and 31 December 2019, the item Loans Granted is related to financial operations with the following subsidiaries:

30 June 2020 31 December 2019
Loans granted
CAPWATT, SGPS, S.A. 11 906 601 2 149 000
SC Assets, SGPS, S.A. 177 601 225 500
SC Finance BV 68 500 -
SC Fitness, S.A. 6 773 000 3 303 500
SC Hospitality, SGPS, S.A. 2 670 551 912 000
SC Industrials, SGPS, S.A. 2 591 000 640 500
SC SGPS, S.A. 1 242 901 663 900
Troiaresort, SGPS, S.A. 6 186 308 1 499 700
31 616 463 9 394 101

Loans to group companies interest at market rates and are repayable within a period inferior to one year. The interest rate as at 30 June 2020 stood, in average, at approximately de 0.99% (2019: 0.99%).

As at 30 June 2020, the item Other Debtors includes includes the amount of 514,876 euros (2019: 1,568,022 euros) related to credits acquired from Race, SA.

The amount recorded in the accrued income includes 3,791,952 euros relating to interest on loans granted to subsidiaries (2019: 3,703,178 euros) as well as 22,180 euros relating to commissions of guarantees given to subsidiaries (2019: 46,341 euros) (Nota 21).

Deferred costs include 127,096 euros relating to bank charges, which are deferred over the loan period (2019: 100,682 euros).

Income Tax

Under current legislation, tax returns are subject to review and correction by the tax authorities for a period of four years (five years for Social Security), except if there have been tax losses or tax benefits, or ongoing tax inspections orclaims. In these cases, and depending on the circumstances, the time limits are extended or suspended. In this way the Company tax return, from the years 2016 to 2019, could still be subject to review. However, in the opinion of theCompany's Board of Directors, it is not expected that any correction relating to the said financial years will be significant for the financial statements as at 30 June 2020. As mentioned in 2.9 note the Company is subject to the special regime for the taxation of groups of companies (RETGS) provided for in Article 69 and following of the IRC Code, integrating the taxation group, which is the mother company.

In the fiscal year 2020, the Company is subject to taxation on Corporate Income Tax at the normal rate of 21%, plus municipal taxes at a maximum rate of 1.5%.

In addition, on the part of the taxable profit of more than 1,500,000 euros subject to and not exempt from Corporate Income Tax, the following state levy fees are levied: 3% over 1,500,000 euros and less than 7,500,000 euros; 5% on theupper part to 7,500,000 euros and up to 35,000,000 euros; and 7% that is levied on the part of the taxable income thatexceeds 35,000,000 euros.

Under the terms of Article 88 of the Portuguese Income Tax Code, the company is also subject to autonomous taxationon a set of charges at the rates provided for in the mentioned article.

The Corporate income tax rate in force for 2020 is 21%.

As at 30 June 2020 and 31 December 2019, the item Income tax is made up as follows:

30 June 2020 31 December 2019
Income tax withheld 465 712 742 860
Income tax (advanced payment) - 1 335 797
Income tax 1 733 938 -
Estimated Income tax (238 834) (591 096)
1 960 817 1 487 561
Others 98 224 98 224
98 224 98 224

7. DEFERED TAXES

Deferred tax assets and liabilities as at 30 June 2020 and 31 December 2019 can be detailed as follows, split between the different types of temporary differences:

Deferred tax assets Deferred tax liabilities
30 June 2020 31 December 2019 30 June 2020 31 December 2019
Tax losses carried forward 14 371 852 14 371 852 - -

During the periods ended 30 June 2020 and 31 December 2019, movements in deferred tax are as follows:

Deferred tax assets Deferred tax liabilities
30 June 2020 31 December 2019 30 June 2020 31 December 2019
Opening balance 14 371 852 16 751 852 - -
Effect in results:
Tax losses carried forward - (2 380 000) - -
Effect in reserves - - - -
Closing balance 14 371 852 14 371 852 - -

In accordance with the tax statements presented by companies that recorded deferred tax assets arising from tax losses carried forward, as at 30 June 2020 and 31 December 2019, tax losses carried forward can be summarized as follows:

30 June 2020 31 December 2019
Tax loss Deferred tax assets To be used
until
Tax loss Deferred tax assets To be used
until
Generated in 2014 13 046 930 2 739 855 2026 13 046 930 2 739 855 2026
Generated in 2015 43 839 192 9 206 230 2027 43 839 192 9 206 230 2027
Generated in 2016 11 551 269 2 425 766 2028 11 551 269 2 425 766 2028
Generated in 2017 - - 2022 - - 2022
68 437 391 14 371 852 68 437 391 14 371 852

The constitution of deferred tax assets was based on the analysis of the relevance of its recognition, notably as regards the possibility of their recovered, given the prospects for medium and long term of the company.

The deferred tax assets recognized resulting from fiscal losses are recorded to the extent that it is probable that taxable profit will occur in the future.

The valuation of deferred tax assets is based on the business plans of the Group companies, periodically reviewed and updated.

Since fiscal year 2014, most of the Group's subsidiaries, based in Portugal, are part of the perimeter of the taxed Corporate Group in accordance with the Special Taxation Regime for Company Groups (RETGS), whose parent company is the Sonae Capital, SGPS, SA. Gains generated by the application of this tax regime are allocated to Sonae Capital SGPS.

The analysis carried out on 30 June 2020, resulted that there is reasonable expectation of recovery of deferred tax assets recorded before their date of expiry.

8. CASH AND CASH EQUIVALENTS

As at 30 June 2020 and 31 December 2019, cash and cash equivalents can be detailed as follows:

30 June 2020 31 December 2019
Cash - -
Bank deposits 20 924 898 386 696
Cash and cash equivalents in the balance sheet 20 924 898 386 696

9. EQUITY

The share capital of Sonae Capital SGPS, S.A. is represented by 250,000,000 ordinary shares, which do not have the right to a fixed remuneration, with a nominal value of 1 euro each.

As at 30 June 2020, Sonae Capital SGPS, S.A. owns 3,212,789 own shares (3,670,823 own shares at 31 December 2019) representing 1.285% of the share capital and booked at 1,020,877 euros (1,105,573 euros at 31 December 2019) (Note 10).

10. RESERVES

As at 30 June 2020 and 31 December 2019 this caption can be detailed as follows:

30 June 2020 31 December 2019
Legal reserves 11 168 206 11 054 292
Free reserves 137 892 275 135 544 223
Demerger reserve ** 132 636 906 132 636 906
Own shares reserve 1 020 877 1 105 573
282 718 264 280 340 993

** at 31 December 2019 this item included an adjustment related to the application of the IFRS 16 in the amount of -1,346.95 euros.

Free Reserves: These reserves result from the transfer of the positive results obtained in retained exercises and can be distributed to shareholders provided they are not required to cover losses.

Demerger Reserve: The overall value of the demerger reserve (Note 1), representing the difference between the book value of the stake in SC, SGPS, SA (382,638,253 euros) which was highlighted Sonae, SGPS, SA for the Company and the amount of capital social Society (250,000,000 euros) which is comparable to the legal Reserve, according to the Companies Code, may not be distributed to the shareholders except in the event of liquidation of the Company, but may be used to absorb accumulated losses, after other reserves are exhausted, or can be incorporated into capital.

Legal Reserve: Under the law, at least 5% of annual net profit is positive, should be allocated to the legal reserve until it represents 20% of the share capital. This reserve is not distributable except in the event of liquidation of the company, but can be used to absorb losses after the other reserves, or increase capital.

As at 30 June 2020 this item amounts to 11,168,206 euros (December 2019: 11,054,292 euros).

Reserve own shares: This reserve, established in accordance with article 342 of the CSC, is the same amount of the own shares value held by the company. This reserve is unavailable while the own shares are in possession of the company.

11. BORROWINGS

As at 31 December 2020 and 2019, Borrowings are made up as follows:

30 June 2020 31 December 2019
Current Non-current Current Non-current
Bank loans
Sonae Capital SGPS - commercial paper a) - - 8 900 000 -
Sonae Capital SGPS - commercial paper b) - 17 500 000 - 17 500 000
Sonae Capital SGPS - commercial paper c) 10 000 000 - 10 000 000 -
Sonae Capital SGPS - commercial paper d) 2 000 000 5 000 000 2 000 000 6 000 000
Sonae Capital SGPS - commercial paper e) 20 500 000 - 33 800 000 -
Sonae Capital SGPS - commercial paper f) - 8 250 000 - -
Sonae Capital SGPS - commercial paper g) 15 000 000 - - -
Sonae Capital SGPS - commercial paper h) 20 000 000 - - -
Up-front fees not yet charged to income statement - (13 298) - (16 363)
67 500 000 30 736 702 54 700 000 23 483 637
Bank overdrafts (Note 8) - - - -
67 500 000 30 736 702 54 700 000 23 483 637
Bond Loans
Sonae Capital 2016/2021 i) - 15 000 000 - 15 000 000
Sonae Capital 2019/2024 j) - 15 000 000 - 15 000 000
Sonae Capital 2019/2026 k) 2 000 000 13 000 000 2 000 000 13 000 000
Sonae Capital 2019/2024 II l) - 12 500 000 - 12 500 000
Sonae Capital 2020/2024 m) - 15 000 000
Up-front fees not yet charged to income statement - (411 482) - (407 013)
2 000 000 70 088 518 2 000 000 55 092 987
69 500 000 100 825 220 56 700 000 78 576 624
  • a) Commercial paper programme, with subscription guarantee, issued on 4 January 2017,with automatic anual reneweals, unless denunciated by either party;
  • b) Commercial paper programme, with subscription guarantee, issued on 29 September 2017 and valid to October 2021;
  • c) Commercial paper programme, with subscription guarantee, issued on 30 June 2017 with annual payments, unless denounced by either party;
  • d) Commercial paper programme, with subscription guarantee, issued on 24 February 2017 and valid until February 2023, with semi-annual payments starting in 2019;
  • e) Commercial paper programme, without subscription guarantee, issued on 20 December 2017 with annual payments, issued to investors;
  • f) Commercial paper programme, with subscription guarantee, issued on 31 December 2013 and valid until February 2024, with annual payments starting in 2022;
  • g) Commercial paper programme, with subscription guarantee, issued on 17 April 2020 and valid to April 2021;
  • h) Commercial paper programme, with subscription guarantee, issued on 28 May 2020 and valid to May 2021;
  • i) Sonae Capital SGPS 2016/2021 bond loan in the amount of 15.000.000 euro, with a 5 year maturity, and a sole reimbursement on 29 July 2021, unless the issuer requests a full or partial refund (call option). This bond loan bears interest every six months;
  • j) Sonae Capital SGPS 2019/2024 bond loan in the amount of 15.000.000 euros, with a 5 year maturity, and with reimbursements on the 8th and 10th coupon, with maturity on 26 June 2024. This bond loan bears interest every six months;
  • k) Sonae Capital SGPS 2019/2026 bond loan in the amount of 15.000.000 euros, with a 7 year maturity, and with reimbursements in annual installments beginning from the 2nd coupon, inclusive, with maturity on 28 June 2026. This bond loan bears interest every six months;
  • l) Sonae Capital SGPS 2019/2024 II bond loan in the amount of 12.500.000 euros, with a 5 year maturity, and with reimbursement via a single installment on 8 August 2024. This bond loan bears interest every six months;
  • m) Sonae Capital SGPS 2020/2024 bond loan in the amount of 15.000.000 euro, with a 4 year maturity, and a sole reimbursement on 20 March 2024. This bond loan bears interest every six months;

The interest rate on bonds and bank loans in force on 30 June 2020 was on average 1.11%.

Bank loans pay interest rates that are indexed to the Euribor market rates of the period, and its fair value is considered close to its book value.

In case of any Bank institution or commercial paper investor do not renew, at the maturity date, its respective loans, the Company has credit lines available to overcome such renewables

The repayment schedule of the nominal value of borrowings may be summarised as follows:

The nominal value of the loans have the following maturity dates:

30 June 2020 31 December 2019
Capital Interests Capital Interests
N+1 69 500 000 (1 585 941) 56 700 000 (1 167 322)
N+2 39 250 000 (1 071 337) 36 500 000 (1 033 958)
N+3 12 750 000 (791 510) 4 000 000 (576 424)
N+4 29 750 000 (649 434) 9 000 000 (495 174)
N+5 14 500 000 (190 174) 24 500 000 (355 764)
After N+5 5 000 000 (63 194) 5 000 000 (69 375)
170 750 000 (4 351 590) 135 700 000 (3 698 017)

12. OTHER CREDITORS

As at 30 June 2020 and 31 December 2019 other creditors can be detailed as follows:

30 June 2020 31 December 2019
Other creditors:
Group companies - Short term loans 871 000 878 000
Other creditors 1 481 617 1 318 727
2 352 617 2 196 727

As at 30 June 2020 and 31 December 2019 the caption loans granted is relative to financial operations granted to the following subsidiaries:

30 June 2020 31 December 2019
Inparvi, SGPS, S.A. 871 000 878 000
871 000 878 000

Loans obtained from group companies bear interest at market rates and are repayable within one year. The interest rate as at 30 June 2020 was, in average, approximately 0.050%.

Within the item Other Creditors, it is included 1,354,040 euros (2019: 1,300,845 euros) regarding transfers from subsidiaries of tax estimates under the special regime RETGS (Note 21).

13. SUPPLIERS, TAXES, OTHER NON-CURRENT AND CURRENT LIABILITIES

As at 30 June 2020 and 31 December 2019 these items were as follows:

31 December 2019 31 December 2018
Current Non-Current Current Non-Current
Trade creditors 512 970 - 166 515 -
Taxes payable - income tax - - - -
Taxes payable - other taxes 104 462 - 69 475 -
Other current liabilities
Accruals:
Staff costs 438 493 94 820 825 350 158 790
Interest payable 300 227 - 237 780 -
Other accruals 46 139 - 88 010 -
Deferred income 13 603 - 17 210 -
798 462 94 820 1 168 350 158 790
1 415 894 94 820 1 404 340 158 790

At 30 June 2020, the items Suppliers, Other Accruals and Staff costs include balances with related entities amounting to 485,145 euros, and 8,333 euros respectively (Note 21).

The amount of staff cost (Non-current) refers to deferred compensation payable in periods exceeding one year.

As at 30 June 2020 and 31 December 2019 interest payable can be detailed as follows:

30 June 2020 31 December 2019
Interest payable:
Bank Loans 299 776 237 757
Group companies loans 451 24
300 227 237 780

As at 30 June 2020 and 31 December 2019 the Income tax and Other taxes can be detailed as follows:

31 December 2019 31 December 2018
Taxes payable - income taxes
Income tax (advanced payment) - -
Income tax withheld - -
Income tax - -
Income tax (provision) - -
- -
Taxes payable - other taxes
Income taxation - amounts withheld 34 994 31 611
VAT 2 907 9 269
Social security contributions 31 762 28 595
Others 34 799 -
104 462 69 475

14. EXTERNAL SUPPLIES AND SERVICES

As at 30 June 2020 and 2019 External Supplies and services can be detailed as follows:

30 June 2020 30 June 2019
Operational rents 3 469 3 094
Insurance costs 20 078 26 195
Travelling expenses 3 198 14 107
Services obtained 846 110 599 624
Office supplies - 61
Other services 60 681 28 016
933 537 671 097

Within the item Services obtained the following stands out, Consulting with an amount of 249,960 euros (2019: 25,515 euros) and costs related to the Holding which was debited by the subsidiary SC Sociedade de Consultadoria, S.A. which in 2020 amounted to 379,474 euros, the same value as in 2019.

As at 30 June 2020, the item Other services included costs related to bank services in the amount of 27,077 euros (2019: 11,715 euros), fuel 4,906 euros (2019: 7,792 euros), communication 9,829 euros (2019: 4,861 euros) and maintenance and repairs 7,768 euros (2019: 749 euros).

15. STAFF COSTS

As at 30 June 2020 and 2019, staff costs can be detailed as follows:

30 June 2020 30 June 2019
Governing bodies' remunerations 581 026 448 416
Staff and other sectors remunerations - 187 926
Social security contributions 101 529 84 756
Other staff costs 18 485 14 111
701 040 735 209

16. NET FINANCIAL EXPENSES AND INCOME

As at 30 June 2020 and 2019, Net Financial Expenses and Income can be detailed as follows:

Interest payable and similar expenses 30 June 2020 30 June 2019
Financial expenses
Interest arising from:
Bank loans (277 313) (239 414)
Bonds (522 903) (823 856)
Other (562) (5 793)
Other financial expenses (434 746) (500 805)
(1 235 525) (1 569 869)
Interest receivable and similar income
Interest income 3 805 174 5 396 141
3 805 174 5 396 141
Net financial expenses 2 569 649 3 826 272

As at 30 June 2020, the amount mentioned in Interest arising from Other includes only interest on current loans obtained from group companies.

As at 30 June 2020, the amount mentioned in interest receivable and similar income includes interest on loans granted to group companies.

As at 30 June 2020, the amount mentioned in Other financial expenses refers to commissions incurred with the assembly and management of bank loans and bonds.

17. NET INVESTMENT EXPENSES AND INCOME

As at 30 June 2020 and 2019, Net Investment Expenses and Income can be detailed as follows:

30 June 2020 30 June 2019
Dividends received 3 354 495 24 929 031
Losses on financial investments - (235 440)
Other income 1 862 820 796 343
Investment income 5 217 315 25 489 934

As at 30 June 2020, the amount recorded under Other income relates essentially to income obtained from the WTC Fund, 1,862,820 euros.

18. OTHER OPERATIONAL PROFIT AND OTHER OPERATIONAL EXPENSES

As at 30 June 2020 and 2019 these items were as follows:

31 December 2019 31 December 2018
Other operating income
Other supplementary income - Comissions 24 029 26 632
Other 2 274 104
26 302 26 736
Other operating expenses
Taxes (15 367) (11 473)
Other (2 300) (192)
(17 667) (11 665)

19. TAXATION

As at 30 June 2020 and 2019, Taxation was made up as follows:

30 June 2020 30 June 2019
Current tax (Note 6) 779 053 3 359 445
Deferred tax (Note 7) - (2 380 000)
779 053 979 445

As stated in Note 6, the Company is taxable in terms of Corporate Income Tax according to the RETGS.

19.1. RECONCILIATION OF THE EFFECTIVE INCOME TAX

The reconciliation between the profit before taxation and the tax charge for the periods ended 30 June 2020 and 2019 may be summarised as follows:

30 June 2020 30 June 2019
Basis of
incidence
Tax amount Basis of
incidence
Tax amount
Profit before income tax (1) 6 145 897 27 917 540
tax charge 21% 21%
Tax charged (1 290 638) (5 862 683)
Increases or (decreases) in taxable profit
Reversal of impairment losses (Note 18) (6 500 000) 1 365 000 42 642 090 (8 954 839)
Dividends received (Note 18) (37 076 131) 7 785 988 (25 433 333) 5 341 000
Payment base on shares (158 919) 33 373 (462 564) 97 138
Gain/loss on finantial investments - - (14 655) 3 077
Others - - (2 602) 546
Deduction of tax losses 139 (29) 916 (192)
Tax savings (RETGS) 1 408 749 3 956 774
Municipality and state tax (73 468) (67 932)
Autonomous taxes (3 378) (2 380)
Effect of increases or decreases in deferred taxes - (2 380 000)
Taxation (2) 779 053 979 445
12,7% 3,5%

20. EARNINGS PER SHARE

Earnings per share for the periods ended 30 June 2020 and 2019 were calculated taking into consideration the following amounts:

30 June 2020 30 June 2019
Net profit
Net profit taken into consideration to calculate basic
earnings per share (Net profit for the period) 6 924 950 28 896 985
Effect of dilutive potential shares - -
Net profit taken into consideration to calculate diluted earnings per share 6 924 950 28 896 985
Number of shares
Weighted average number of shares used to calculate
basic earnings per share 246 599 459 246 074 377
Earnings per share (basic and diluted) 0,0281 0,1174

21. COMPLIANCE WITH LEGAL REQUIREMENTS

Art 5 nr 4 of Decree-Law nr 495/88 of 30 December changed by art 1 of Decree-Law nr 318/94 of 24 December.

In the period ended 30 June 2020 shareholders' loan contracts were entered into with the companies: SC Assets SGPS, S.A. and Capwatt, S.A.

In the period ended 30 June 2020 short-term loan contracts were entered with the companies:

2ndRoom – Exploração Hoteleira, S.A Imoresort - Sociedade Imobiliária, S.A. Aqualuz Tróia – Exploração Hoteleira e Imobiliária, S.A. Marina de Tróia, S.A. Aqualuz - Turismo e Lazer, Lda. Marvero - Exploração Hoteleira e Imobiliária, S.A. Atelgen - Produção de Energia, ACE Porto Palácio Hotel – Exploração Hoteleira, S.A. Atlantic Ferries - Tráfego Local Fluvial e Marítimo, S.A. SC Finance BV Capwatt ACE, S.A. SC Fitness, S.A. Capwatt Alrota – Wind Power, S.A Soc.Inic.Aprov.Florest.-Energias, S.A. Capwatt Chamusca – Bio Power, Unipessoal Lda SII Soberana - Investimentos Imobiliários, S.A. Capwatt Estuário – Heat Power, Unipessoal Lda Soternix - Produção de Energia, ACE Capwatt Évora – Solar Power, S.A Suncoutim - Solar Energy, S.A. Capwatt Ferreira – Solar Power, S.A Companhia Térmica Tagol, Unipessoal, Lda Capwatt Lousado - Heat Power, Unip., Lda The House Ribeira - Actividades hoteleiras, S.A. Capwatt Maia - Heat Power, S.A. Tróia-Natura, S.A. Capwatt Martim Longo - Solar Power, S.A. Tróia Market, S.A. Capwatt, S.A. Troiaresort - Investimentos Turísticos, S.A. Capwatt Services, S.A. Troiaresort, SGPS, S.A. Capwatt Vale do Caima - Heat Power, S.A. Tulipamar - Exploração Hoteleira e Imobiliária, S.A. Carvemagere - Manutenção e Energias Renováveis, Lda. Golf Time - Golfe e Investimentos Turísticos, S.A. Imobeauty, S.A. Imopeninsula Sociedade Imobiliária, S.A.

Capwatt Colombo - Heat Power, S.A. Soltróia - Soc. Imobiliária Urbanização e Turismo Tróia, S.A. Capwatt IV – Heat Power, Unipessoal Lda The Artist Porto Hotel & Bistro - Actividades hoteleiras, S.A.

As at 30 June 2020 amounts due by affiliated companies can be summarized as follows:

Shareholders' Loans and Short term loans granted

Companies Closing Balance
CAPWATT, SGPS, S.A. 81 292 601
SC Assets, SGPS, S.A. 121 230 427
SC Finance BV 6 527 400
SC Fitness, S.A. 18 814 300
SC Hospitality, SGPS, S.A. 9 088 623
SC Industrials, SGPS, S.A. 27 892 000
SC SGPS, S.A. 1 242 901
Troiaresort, SGPS, S.A. 161 863 803
427 952 055

As at 30 June 2020 amounts due to affiliated companies can be summarized as follows:

Short term loans obtained

Companies Closing Balance Inparvi, SGPS,S.A. 871 000

22. SUBSQUENT EVENTS

No significant events, requiring further disclosure have occurred after 30 June 2020.

23. APPROVAL OF THE FINANCIAL STATEMENTS

These consolidated financial statements were approved by the Board of Directors and authorized for issue on 28 July 2020.

The Certified Accountant The Board of Directors
Rui Manuel Machado Morais Duarte Paulo Teixeira de Azevedo
Chairman of the Board of Directors
Álvaro Carmona e Costa Portela
Vice Chairman of the Board of Directors
Maria Cláudia Teixeira de Azevedo
Member of the Board of Directors
Francisco de La Fuente Sánchez
Member of the Board of Directors
Paulo José Jubilado Soares de Pinho
Member of the Board of Directors
Miguel Jorge Moreira da Cruz Gil Mata
CEO
Ivone Pinho Teixeira
CFO
Isabel Maria Pereira Aníbal Vaz
Member of the Board of Directors
Pedro Manuel Martins Bruno
Member of the Board of Directors
Ângelo Gabriel Ribeirinho dos Santos Paupério
Member of the Board of Directors

Talk to a Data Expert

Have a question? We'll get back to you promptly.