Quarterly Report • May 30, 2018
Quarterly Report
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"Sonae recorded a good start to the year of 2018, with Q1 consolidated turnover growing by 8.7% and profitability (EBITDA) by 9.5%. The performance of our food retail business and of Worten were particularly strong, both in terms of absolute growth but also in terms of LFL sales, (recording LFL growth of 5.3% and 8.8% respectively), well above what the calendar effect can explain. Including the remaining co-controlled companies, which performance also showed a favorable trend, turnover and EBITDA in aggregated terms reached 1.8 billion euros (+6.7%) and 230 million euros (+6.0%), respectively.
In addition to these encouraging results, we continued the execution of our different businesses' strategies and management of our portfolio, namely through the creation of the Iberian Sports Retail Group, materialised in the beginning of February, which is a result of the combination of Sport Zone with Sprinter and JD's Iberian operations and whose impact will start to be seen in our accounts from the next quarter onwards.
We also managed to maintain a significant level of investment, particularly into our growth avenues, at the same time as we reduced the cost and amount of our group debt and optimized our capital structure that supports our shareholder remuneration policy through dividends, which have grown at 5% a year since 2012."
Ângelo Paupério, Sonae Co-CEO
| Sonae aggregated businesses overview | |||
|---|---|---|---|
| Million euros | 1Q17 | 1Q18 | y.o.y. |
| Turnover | |||
| Sonae Retail (1) | 1,211 | 1,321 | 9.1% |
| Sonae Sierra (2) | 54 | 54 | 0.1% |
| NOS (2) | 380 | 383 | 0.7% |
| Sonae IM | 33 | 33 | 1.0% |
| Sonae FS (3) | 18 | 22 | 20.5% |
| Underlying EBITDA | |||
| Sonae Retail (1) | 56 | 61 | 10.0% |
| Sonae Sierra (2) | 25 | 27 | 7.6% |
| NOS (2) | 142 | 147 | 3.0% |
| Sonae IM | 1 | 1 | 36.8% |
| Sonae FS (3) | 1 | 3 | - |
(1) Sonae Retail does not include Sport Zone figures. Due to the creation of Iberian Sports Retail Group in January 31th 2018, Sport Zone was registered as discontinued operation; (2) Aggregated turnover and Underlying EBITDA equals 100% of the figures reported by NOS or Sonae
Sierra. In statutory accounts equity method is used; (3) Includes 100% turnover and EBITDA of MDS.
| Sonae consolidated results | |||
|---|---|---|---|
| Million euros | 1Q17(1) | 1Q18(1) | y.o.y. |
| Turnover | 1,234 | 1,342 | 8.7% |
| Underlying EBITDA | 51 | 57 | 11.0% |
| Underlying EBITDA margin | 4.2% | 4.2% | 0.1 p.p. |
| Equity method results (2) o.w. S. Sierra (direct results) o.w. NOS |
14 8 7 |
15 8 8 |
7.7% 12.5% 16.7% |
| Non-recurrent items | -1 | -2 | - |
| EBITDA | 64 | 70 | 9.5% |
| EBITDA margin | 5.2% | 5.2% | 0.0 p.p. |
| D&A (3) | -46 | -50 | -9.3% |
| EBIT | 18 | 20 | 10.0% |
| Net financial results | -7 | -8 | -8.4% |
| EBT | 11 | 12 | 11.1% |
| Taxes | 1 | 2 | 48.4% |
| Direct results (4) | 12 | 14 | 15.6% |
| Indirect results | -4 | 7 | - |
| Net income | 9 | 21 | 145.7% |
| Non-controlling interests | 0 | -1 | - |
| Net income group share | 8 | 20 | 138.7% |
(1) Due to the creation of Iberian Sports Retail Group in January 31th 2018, Sport Zone was registered as discontinued operation. In June 2017, after the sale of 1,773 shares from MDS SGPS to IPLF Holding, MDS started to be consolidated through the Equity Method and was included in Sonae FS. From 1Q16 until June 2017, MDS was registered as a discontinued operation;
(2) Equity method results: includes direct income related to investments consolidated by the equity method (mainly Sonae Sierra and NOS/Zopt);
(3) Depreciations & amortisations including provisions & impairments;
(4) Direct results before non-controlling interests.
| Sonae net invested capital | |||
|---|---|---|---|
| Million euros | 1Q17 | 1Q18 | y.o.y. |
| Net invested capital | 3,373 | 3,332 | -1.2% |
| Sonae shareholders funds | 1,993 | 2,065 | 3.6% |
| Sonae net debt (1) | 1,380 | 1,266 | -8.2% |
| Net debt / Invested capital | 40.9% | 38.0% | -2.9 p.p. |
| (1) Financial net debt + net shareholder loans. |
In the first quarter of 2018, all businesses registered a positive evolution, increasing turnover and improving underlying EBITDA in comparison with the 1Q17.
From a statutory point, Sonae consolidated turnover reached €1,342 M in 1Q18, an increase of 8.7% when compared to the same period of last year, mainly driven by Sonae Retail, that benefited especially from the performances of Sonae MC and Worten.
Sonae consolidated EBITDA grew by 9.5% versus 1Q17, amounting to €70 M in 1Q18, underpinned by a higher underlying EBITDA, that increased by 11.0% y.o.y., and by a higher contribution of the equity method results, particularly driven by strong performances of NOS and Sonae Sierra.
Sonae net financial results show a slight deterioration when compared to last year, and the average interest rate of outstanding debt slightly decreased to 1.2% in the 1Q18.
The lower contribution from D&A and from the net financial results were more than offset by the higher contribution of EBITDA and consequently Sonae direct results stood at €14 M, + 15.6% versus 1Q17.
Sonae indirect results amounted to €7 M, growing versus 1Q17, driven by the capital gains of Sport Zone's merger with JD Sprinter.
Sonae net income group share more than doubled in comparison to the 1Q17, benefiting from higher contributions both direct and indirect results, reaching €20 M in 1Q18.
Sonae net debt decreased by €113 M in comparison to 1Q17, to €1,266 M in 1Q18 and financial leverage stood at 38.0%, less 2.9 p.p. versus 1Q17.
| Million euros | 1Q17 | 1Q18 | y.o.y. |
|---|---|---|---|
| Net financial debt | 1,379 | 1,267 | -8.2% |
| Retail | 857 | 780 | -9.0% |
| Sonae IM | 1 | 0 | -94.0% |
| Holding & other | 521 | 487 | -6.6% |
| Sonae net debt | 1,380 | 1,266 | -8.2% |
Net debt to EBITDA - Retail
Capital Structure Loan-to-value (%) - Holding
| Sonae Capex | |||
|---|---|---|---|
| Million euros | 1Q17 | 1Q18 | % of Turnover |
| Capex | 54 | 71 | 5.3% |
| Sonae Retail | 47 | 64 | 4.8% |
| Sonae MC | 28 | 42 | 4.5% |
| Worten | 6 | 5 | 2.3% |
| Sonae Sports & Fashion | 4 | 5 | 5.4% |
| Sonae RP | 8 | 10 | 44.7% |
| Maxmat | 0 | 1 | 3.1% |
| Sonae IM | 2 | 3 | 9.9% |
| Sonae FS | 0.0 | 0.3 | 5.0% |
The average gearing at book value decreased from 0.7x in the 1Q17, to 0.6x in 1Q18, and the average gearing at market value decreased 0.2x when compared to last year, to 0.6x in the 1Q18, resulting from a decrease in net debt combined with an increase of Sonae's share price.
In 1Q18, Sonae sustained a solid capital structure, having optimised funding costs and preserved sufficient back-up liquidity and a long maturity profile. The average maturity profile remained stable at circa 4 years. The group maintained its practice of being fully financed for the coming 18 months and at the same time improved its general funding conditions.
Retail net debt amounted to €780 M, a reduction of €77 M compared with 1Q17 and retail net debt to EBITDA stood at 2.2x, decreasing 0.4x versus 1Q17, due not only to a decrease in retail net debt but also to an improvement of profitability.
The Holding & other net debt reduced by 6.6% when compared to the last year, to €487 M and the loan-to-value ratio of the Holding decreased to 10%.
Sonae Capex amounted to €71 M, €17 M above the value registered in the 1Q17, mostly motivated by the higher capex level of Sonae MC, while the remaining businesses kept the capex levels relatively stable.
Turnover and underlying EBITDA mg evolution (€M; %) In the 1Q18, Sonae MC turnover reached €940 M, growing 10.0% y.o.y., supported by a LfL sales growth of 5.3%. Even excluding the favourable effect of an early Easter, LfL sales growth registered a very positive figure.
This strong performance allowed Sonae MC to reinforce its market leadership and is the result of the continuous efforts made over the last quarters in order to strengthen its value proposition. During this quarter Sonae MC kept working on improving the quality of the perishables and improving its price perception. Additionally, Sonae MC continued the store network expansion through convenience formats, namely Continente Bom Dia.
The underlying EBITDA reached €34 M, +12.7% versus 1Q17. The underlying EBITDA margin increased 10 bps y.o.y. despite the impact of the store network expansion and the very intense competitive environment.
Throughout the first quarter, Sonae MC remained focused on enlarging its position in the Health and Wellness segment, having opened 4 Well's parapharmacies. Already in the 2Q18, Sonae MC opened the first Go Natural supermarket in Oporto, and acquired Amor Bio, 2 organic convenience supermarkets located in Lisbon, thus having, currently, a portfolio of 10 supermarkets entirely dedicated to healthy food. Additionally, during the 1Q18, Sonae MC opened 2 Dr. Wells clinics in Lisbon and Oporto.
Turnover and underlying EBITDA mg evolution (€M; %) SONAE FASHION
*Restated fashion accounts. In 2017 there were no fashion accounts reported.
Turnover and underlying EBITDA mg evolution (€M; %) Worten turnover reached €242 M in 1Q18, an increase of 9.3% in comparison with last year, supported by LfL sales growth of 8.8% and strong performance of the e-commerce, which kept the positive trend observed in previous quarters. This sales performance was above the market evolution, both in Portugal and in Spain where market share increased across all channels (physical stores and e-commerce).
Underlying EBITDA amounted to €3 M in 1Q18, +27.5% versus 1Q17, corresponding to an underlying EBITDA margin of 1.4%.
In 1Q18, Sonae Fashion turnover reached €96 M, increasing 1.5% compared with the same period of 2017, and registered a LfL sales growth of 3.7%. A positive performance despite the unusual weather conditions that impacted the performance of the quarter.
We highlight the good performance of the online operation that continued to grow both in the original portfolio and at Salsa. It is worth mentioning Zippy's online operation which grew 68% and, MO which more than doubled its online sales y.o.y..
The underlying EBITDA improved versus 1Q17, reaching €2 M, +5.0% y.o.y., corresponding to an underlying EBITDA margin of 2.4%, 10 bps above 1Q17.
In January 31st 2018, the agreement for the combination of JD Sprinter and Sport Zone was concluded, creating the Iberian Sports Retail Group (ISRG), the second largest sports retail group in Iberia. ISRG will be equity consolidated from 2Q18 onwards.
On March 31st, Sonae RP portfolio corresponded to a gross book value of €1,275 M and a net book value of €908M, comprising 20 Continente stores, 60 Continente Modelo stores and 30 Continente Bom Dia stores.
During the first quarter Sonae RP did not complete any sale and leaseback transaction and consequently, Sonae MC's freehold stood at 47%, a value that compares with 50% in 1Q17.
Sonae RP turnover increased by 2.4% when compared to the same period of last year, despite the freehold reduction y.o.y., amounting to €23 M in 1Q18 and the underlying EBITDA stood at €21 M, corresponding to an underlying EBITDA margin of 87.5%.
| Financial Indicators | |||
|---|---|---|---|
| Million euros | 1Q17 | 1Q18 | y.o.y. |
| Production | 180 | 219 | 21.1% |
| Turnover | 5 | 7 | 29.5% |
| Underlying EBITDA | 0.7 | 1.2 | 83.8% |
| Underlying EBITDA margin | 12.2% | 17.3% | 5.1 p.p. |
Sonae FS turnover grew by 29.5% compared to the same period of last year, to €7 M in 1Q18. The underlying EBITDA amounted to €1.2 M, corresponding to an underlying EBITDA margin increase from 12.2% in 1Q17 to 17.3% in 1Q18.
With regards to Universo's operation, the first three months of this year continued to present a growth trend, increasing both the number of subscribers, that reached 637 thousand, and production, which grew 30.7% in relation to 1Q17.
| Operational Indicators | |||
|---|---|---|---|
| Footfall (million visitors) | 1Q17 101 |
1Q18 107 |
y.o.y. 5.9% |
| Europe & New Markets | 78 | 85 | 8.2% |
| Brazil | 23 | 23 | -1.6% |
| Ocuppancy rate (%) | 96.3% | 95.6% | -0.7 p.p. |
| Europe | 97.0% | 96.5% | -0.5 p.p. |
| Brazil | 94.3% | 92.7% | -1.6 p.p. |
| Like-for-Like (LfL) tenant sales | |||
| Europe | 0.1% | 4.2% | - |
| Brazil (local currency) | 4.6% | 4.8% | - |
| Tenant sales (million euros) | 1,058 | 1,061 | 0.3% |
| Europe (million euros) | 736 | 778 | 5.7% |
| Brazil (million euros) | 322 | 283 | -12.1% |
| Brazil (million reais) | 1,077 | 1,129 | 4.8% |
| Nº of shopping centres owned and/or managed (EOP) |
64 | 65 | 1 |
| Europe | 54 | 55 | 1 |
| Brazil | 10 | 10 | 0 |
| Nº of shopping centres owned/co owned (EOP) |
46 | 45 | -1 |
| Europe | 37 | 36 | -1 |
| Brazil | 9 | 9 | 0 |
| GLA under Management ('000 sqm) | 2,293 | 2,440 | 6.4% |
| Europe & New Markets | 1,811 | 1,966 | 8.5% |
| Brazil | 481 | 475 | -1.4% |
| Financial Indicators | |||
|---|---|---|---|
| Million euros | 1Q17 | 1Q18 | y.o.y. |
| Turnover | 54 | 54 | 0.1% |
| EBIT | 25 | 27 | 7.8% |
| EBIT margin | 46.7% | 50.3% | 3.6 p.p. |
| Direct results | 15 | 17 | 12.6% |
| Indirect results | 1 | -2 | - |
| Net results | 16 | 15 | -3.4% |
| … attributable to Sonae | 8 | 8 | -3.4% |
Includes investment properties at open market value and development properties at cost.
In the first quarter, Sonae Sierra reinforced its development activity by signing in February a 50/50 joint-venture agreement with Impresa Pizzarotti to develop a new shopping district in Parma. This shopping with a total GLA of 74,000 sqm is scheduled to be inaugurated in Autumn 2019 and represents an investment of circa €200 M. Further projects in the pipeline include: Designer Outlet McArthurGlen in Málaga (Spain) and Jardín Plaza in Cucuta (Colombia) as well as the expansion of NorteShopping and Colombo (Portugal).
Pursuing its recycling strategy, Sonae Sierra reduced its share in SerraShopping from 11.25% to 5% and continued to make acquisitions in the total amount of €94 M through ORES Socimi, the real estate investment vehicle joint-venture with Bankinter, in Portugal and Spain.
In term of services, Sonae Sierra signed this quarter a total of 77 new contracts for development, investment management and property management services in the total amount of €5.2M. In addition, and following the recent disposals in Portugal, 3 services contracts were renewed in the total amount of €1.8M.
Shopping centre operational performance recorded a global occupancy rate of 95.6% in 1Q18, 0.7pp below 1Q17, mostly due to temporary effects.
In Europe, LfL tenant sales increased by 4.2%, mainly impacted by the early Easter and the improved performance in Iberia and Romania, which combined with portfolio changes led to a tenant sales growth of 5.7% to €778 M. In Brasil, LfL tenant sales grew by 4.8% and tenant sales in local currency grew also 4.8% to R\$ 1,129 M. Total tenant sales only grew 0.3% to €1,061 M due the adverse impact of the depreciation in the Brazilian real.
Sonae Sierra turnover totalled €54 M, remaining flat when compared to the 1Q17. EBIT increased by 7.8% in comparison to the same period of last year, corresponding to an EBIT margin of 50.3% and direct results stood at €17 M, +12.6% versus 1Q17. The y.o.y. decrease in the indirect results is mainly due to lower results on sales of properties.
At the end of March, NAV amounted to €1,441 M, +0.6% above the value recorded at 31st December, mostly explained by the net result of the period which was partially offset by the adverse impact of the depreciation in the Brazilian real. In 1Q18, loan-to-value stood in line with the 4Q17, at 31%.
| Financial Indicators | |||
|---|---|---|---|
| Million euros | 1Q17 | 1Q18 | y.o.y. |
| Operating revenues | 380 | 383 | 0.7% |
| EBITDA | 142 | 147 | 3.0% |
| EBITDA margin | 37.4% | 38.3% | 0.9 p.p |
| Net results | 33 | 34 | 3.0% |
| Capex | 86 | 88 | 1.4% |
| Free Cash Flow | 58 | 35 | - |
| Operational Indicators | |||
|---|---|---|---|
| ('000) | 1Q17 | 1Q18 | y.o.y. |
| Total RGUs (Net adds) | 78 | 43 | - |
| Convergent RGUs (Net adds) | 122 | 82 | - |
| Mobile (Net adds) | 31 | 31 | - |
| Pay TV (Net adds) | 8 | -2 | - |
| Total RGUs | 9,155 | 9,454 | 3.3% |
| Convergent RGUs | 3,509 | 3,732 | 6.4% |
| Convergent customers | 698 | 740 | 6.0% |
| ARPU/Unique subscriber with fixed access (euros) |
45 | 44 | - |
NOS published its results on May 10th 2018, which are available at www.nos.pt.
In the 1Q18, NOS operating revenues reached €383 M, +0.7% when compared to the same period of 2017, growing telco revenues by 0.9% y.o.y..
NOS EBITDA increased by €4 M versus 1Q17, amounting to €147 M and representing an EBITDA margin of 38.3%.
Net results totalled €34 M in 1Q18, 3.0% above the value registered in 1Q17.
NOS capex stood in line with the 1Q17, at €88 M.
Regarding the operational indicators, total RGUs grew by 3.3% in comparison with the 1Q17, reaching 9,454 thousand while the convergent RGUs stood at 3,732 thousand, +6.4% versus 1Q17.
| Portfolio | |
|---|---|
| Controlling stakes | Minority stakes |
| WeDo Technologies | AVP Funds |
| S21Sec | Stylesage |
| Saphety | Probe.ly |
| Bizdirect | Ometria |
| InovRetail | Arctic Wolf |
| Bright Pixel | Secucloud |
| Continuum Security | |
| Jscramber |
Sonae IM has been implementing an active portfolio management strategy, with the clear objective of building and managing a portfolio of tech-based companies linked to retail and telecommunications, leveraging the strong Group's strong expertise in these two verticals and aiming to develop innovative solutions, with an international focus.
Sonae IM turnover totalled €33 M in the 1Q18, +1.0% above the 1Q17, and the underlying EBITDA margin stood at 2.9%, increasing 70 bps in relation to last year.
Sonae announced the conclusion of the agreement with JD Sports Fashion Plc, Balaiko Firaja Invest S.L. and JD Sprinter Holdings 2010, S.L. (JD Sprinter) for the combination of JD Sprinter and Sport Zone, initially announced to the market on September 14th 2017.
Sonae published its FY17 Results and announced that it is currently analysing the opportunity of a potential listing of a retail portfolio, in which Sonae SGPS will retain a majority shareholding. At this stage, no formal decision has been taken and further details will be provided in due course.
In the Annual General Assembly, which took place on May 3rd 2018, the company's shareholders approved, amongst other items, the distribution of a gross dividend per share, relative to the 2017 financial year, in the amount of 0.042 euros. This dividend, which will be paid on May 30th 2018, corresponded to a dividend yield of 3.7%, based on the closing price as at December 31st 2017, and to a payout ratio of 64% of the consolidated direct income attributable to equity holders of Sonae.
The consolidated financial information contained in this report was prepared in accordance with International Financial Reporting Standards (IFRS), as adopted by the European Union. The financial information regarding quarterly and semi-annual figures was not subject to audit procedures.
| Capex | Investments in tangible and intangible assets and investments in acquisitions. |
|---|---|
| Direct results | Results before non-controlling interests excluding contributions to indirect results. |
| (Direct) EBIT | Direct EBT - financial results. |
| EBITDA | Underlying EBITDA + equity method results + non-recurrent items. |
| (Direct) EBT | Direct results before taxes. |
| EBITDA margin | EBITDA / turnover. |
| EoP | End of period. |
| Financial net debt | Total net debt excluding shareholders' loans. |
| Gearing (book value) | Average of the last four quarters considering, for each quarter, total net debt (EoP) / total shareholders' funds (EoP). |
| Gearing (market value) | Average of the last four quarters considering, for each quarter, total net debt (EoP) / equity value considering the closing price of Sonae shares on the last day of each quarter. |
| GLA | Gross Lettable Area: equivalent to the total area available to be rented in the shopping centres. |
| Indirect results | Includes Sonae Sierra's results, net of taxes, arising from: (i) investment property valuations; (ii) capital gains (losses) on the sale of financial investments, joint ventures or associates; (iii) impairment losses of non-current assets (including goodwill) and (iv) provision for assets at risk. Additionally and concerning Sonae's portfolio, it incorporates: (i) impairments in retail real estate properties; (ii) reductions in goodwill; (iii) provisions (net of taxes) for possible future liabilities and impairments related with non-core financial investments, businesses, assets that were discontinued (or in the process of being discontinued/repositioned); (iv) results from mark to market methodology of other current investments that will be sold or exchanged in the near future; and (v) other non-relevant issues. |
| Investment properties | Shopping centres in operation owned and co-owned by Sonae Sierra. |
| Liquidity | Cash & equivalents + current investments. |
| Like for Like sales (LfL) | Sales made by stores that operated in both periods under the same conditions. Excludes stores opened, closed or which suffered major upgrade works in one of the periods. |
|---|---|
| Loan to value (LTV) - Holding |
Holding net debt / investment portfolio gross asset value; gross asset value based on market multiples, real estate NAV and market capitalisation for listed companies. |
| Loan to value (LTV) - Shopping Centres |
Net debt / (investment properties + properties under development). |
| Net asset value (NAV) | Open market value attributable to Sonae Sierra - net debt - minorities + deferred tax liabilities. |
| Net debt | Bonds + bank loans + other loans + financial leases + shareholder loans - cash, bank deposits, current investments, and other long-term financial applications. |
| Net invested capital | Total net debt + total shareholders' funds. |
| Open market value (OMV) |
Fair value of properties in operation and under development (100%), provided by independent international entities. |
| Other loans | Bonds, leasing and derivatives. |
| RGU | Revenue generating unit. |
| Technical investment | Tangible assets + intangible assets + other fixed assets - depreciations and amortisations. |
| Underlying EBITDA | Recurrent EBITDA from the businesses consolidated using the full consolidation method. |
Note: Sonae implemented the following changes in its reporting structure:
(i) from 1Q17, Maxmat is reported under "Sonae Retail", together with Sonae MC, Worten, Sonae Sports & Fashion and Sonae RP; and, (ii) MDS started to be consolidated through the Equity Method and was included in Sonae FS, in June 2017, after the sale of 1,773 shares from MDS SGPS to IPLF Holding. From 1Q16 until June 2017, MDS was registered as a discontinued operation; (iii) From 1Q17 until January 2018, Sport Zone figures were reported under discontinued operation.
| Sonae statement of financial position | |||
|---|---|---|---|
| Million euros | 1Q17 | 1Q18 | y.o.y. |
| TOTAL ASSETS | 5,487 | 5,567 | 1.5% |
| Non current assets | 4,034 | 4,197 | 4.0% |
| Tangible and intangible assets | 1,965 | 1,974 | 0.5% |
| Goodwill | 625 | 631 | 0.9% |
| Other investments | 1,357 | 1,496 | 10.3% |
| Deferred tax assets | 68 | 74 | 7.8% |
| Others | 19 | 23 | 19.6% |
| Current assets | 1,453 | 1,370 | -5.7% |
| Stocks | 693 | 629 | -9.2% |
| Trade debtors | 118 | 130 | 10.3% |
| Liquidity | 286 | 347 | 21.7% |
| Others | 357 | 264 | -26.2%- |
| SHAREHOLDERS' FUNDS | 1,993 | 2,065 | 3.6% |
| Equity holders | 1,825 | 1,898 | 4.0% |
| Attributable to minority interests | 168 | 167 | -0.5% |
| LIABILITIES | 3,493 | 3,502 | 0.2% |
| Non-current liabilities | 1,579 | 1,551 | -1.8% |
| Bank loans | 723 | 738 | 2.1% |
| Other loans | 703 | 648 | -7.9% |
| Deferred tax liabilities | 110 | 133 | 20.2% |
| Provisions | 21 | 19 | -12.7% |
| Others | 22 | 14 | -36.3% |
| Current liabilities | 1,914 | 1,951 | 1.9% |
| Bank loans | 239 | 180 | -24.8% |
| Other loans | 11 | 61 | - |
| Trade creditors | 1,027 | 1,068 | 4.0% |
| Others | 638 | 642 | 0.7% |
| SHAREHOLDERS' FUNDS + LIABILITIES | 5,487 | 5,567 | 1.5% |
Condensed consolidated financial statements
(Amounts expressed in euro)
(Translation of consolidated financial statements originally issued in Portuguese. In case of discrepancy the Portuguese version prevails.)
| ASSETS | Notes | 31 Mar 2018 | 31 Mar 2017 Restated |
31 Dec 2017 |
|---|---|---|---|---|
| NON-CURRENT ASSETS: | ||||
| Tangible assets | 6 | 1,612,185,268 | 1,605,709,787 | 1,650,873,072 |
| Intangible assets | 7 | 361,614,042 | 358,811,411 | 367,924,247 |
| Goodwill | 8 | 630,667,125 | 625,323,829 | 634,363,213 |
| Investments in joint ventures and associates | 9 | 1,475,024,657 | 1,344,167,461 | 1,414,450,837 |
| Other investments | 10 | 21,414,658 | 12,734,203 | 19,423,775 |
| Deferred tax assets | 13 | 73,582,563 | 68,234,654 | 71,883,593 |
| Other non-current assets | 11 | 22,725,397 | 19,001,445 | 23,611,943 |
| Total Non-Current Assets | 4,197,213,710 | 4,033,982,790 | 4,182,530,680 | |
| CURRENT ASSETS: | ||||
| Inventories | 629,250,369 | 692,668,545 | 713,253,625 | |
| Trade account receivables and other debtors | 12 | 393,258,855 | 402,196,721 | 343,316,395 |
| Investments | 10 | 158,413 | 732,331 | 179,881 |
| Cash and cash equivalents | 14 | 347,290,481 | 284,832,538 | 364,589,115 |
| Total Current Assets | 1,369,958,118 | 1,380,430,135 | 1,421,339,016 | |
| Assets available for sale | 15 | - | 72,431,356 | 782,540 |
| TOTAL ASSETS | 5,567,171,828 | 5,486,844,281 | 5,604,652,236 | |
| EQUITY AND LIABILITIES | ||||
| EQUITY: | ||||
| Share capital | 16 | 2,000,000,000 | 2,000,000,000 | 2,000,000,000 |
| Own shares | 16 | (108,567,192) | (111,459,703) | (108,567,192) |
| Reserves and retained earnings | (13,518,047) | (71,900,015) | (89,958,584) | |
| Profit/(Loss) for the period attributable to the equity holders of the Parent Company | 20,006,121 | 8,379,992 | 165,753,915 | |
| Equity attributable to the equity holders of the Parent Company | 1,897,920,882 | 1,825,020,274 | 1,967,228,139 | |
| Equity attributable to non-controlling interests | 17 | 167,472,823 | 168,387,560 | 167,809,994 |
| TOTAL EQUITY | 2,065,393,705 | 1,993,407,834 | 2,135,038,133 | |
| LIABILITIES: | ||||
| NON-CURRENT LIABILITIES: | ||||
| Loans | 18 | 1,385,648,252 | 1,425,965,357 | 1,220,234,342 |
| Other non-current liabilities | 20 | 13,707,471 | 21,502,777 | 13,449,318 |
| Deferred tax liabilities | 13 | 132,539,864 | 110,277,307 | 132,200,898 |
| Provisions | 23 | 18,643,152 | 21,358,071 | 18,955,625 |
| Total Non-Current Liabilities | 1,550,538,739 | 1,579,103,512 | 1,384,840,183 | |
| CURRENT LIABILITIES: | ||||
| Loans | 18 | 240,767,271 | 249,880,728 | 269,078,453 |
| Trade creditors and other liabilities | 22 | 1,705,478,113 | 1,619,095,353 | 1,810,085,084 |
| Provisions Total Current Liabilities |
23 | 4,994,000 1,951,239,384 |
3,208,566 1,872,184,647 |
5,610,383 2,084,773,920 |
| Liabilities available for sale | 15 | - | 42,148,288 | - |
| TOTAL LIABILITIES | 3,501,778,123 | 3,451,288,159 | 3,469,614,103 | |
| TOTAL EQUITY AND LIABILITIES | 5,567,171,828 | 5,486,844,281 | 5,604,652,236 |
(Translation of consolidated financial statements originally issued in Portuguese. In case of discrepancy the Portuguese version prevails.)
| (Amounts expressed in euro) | Notes | 31 Mar 2018 | 31 Mar 2017 Restated Note 14 |
|---|---|---|---|
| Sales | 5 | 1,287,477,962 | 1,186,774,010 |
| Services rendered | 5 | 54,990,462 | 47,705,691 |
| Gains and losses on investments | 15,908 | - | |
| Financial income | 2,424,140 | 2,237,364 | |
| Other income | 26 | 24,665,025 | 22,565,250 |
| Cost of goods sold and materials consumed | (927,676,074) | (848,496,353) | |
| Changes in stocks of finished goods and work in progress | (1,117,406) | (31,362) | |
| External supplies and services | (171,788,806) | (163,709,833) | |
| Staff costs | (194,617,008) | (178,786,391) | |
| Depreciation and amortisation | 6 and 7 | (49,478,110) | (45,692,782) |
| Provisions and impairment losses | (1,738,641) | (467,669) | |
| Financial expenses | (10,353,057) | (9,549,279) | |
| Other expenses | (16,674,800) | (15,727,628) | |
| Share of results of joint ventures and associetad companies | 9.3 | 13,532,860 | 14,093,368 |
| Profit/(Loss) before taxation from continuing operations | 9,662,455 | 10,914,386 | |
| Taxation | 27 | 2,179,178 | 1,468,307 |
| Profit/(Loss) after taxation from continuing operations | 11,841,633 | 12,382,693 | |
| Profit/(Loss) from discontinued operations after taxation | 3.4 and 4 | 9,365,284 | (3,752,135) |
| Consolidated profit/(Loss) for the period | 21,206,917 | 8,630,558 | |
| Attributable to equity holders of the Parent Company: | |||
| Continuing operations | 10,719,417 | 12,386,664 | |
| Discontinued operations | 9,286,704 | (4,006,672) | |
| 20,006,121 | 8,379,992 | ||
| Attributable to non-controlling interests | |||
| Continuing operations | 1,122,216 | (3,971) | |
| Discontinued operations | 78,580 | 254,537 | |
| 17 | 1,200,796 | 250,566 | |
| Profit/(Loss) per share From continuing operations |
|||
| Basic | 29 | 0.005660 | 0.006565 |
| Diluted | 29 | 0.005277 | 0.006126 |
| From discontinued operations | |||
| Basic | 29 | 0.004904 | (0.002124) |
| Diluted | 29 | 0.004572 | (0.001982) |
(Translation of consolidated financial statements originally issued in Portuguese. In case of discrepancy the Portuguese version prevails.)
| (Amounts expressed in euro) | 31 Mar 2018 | 31 Mar 2017 |
|---|---|---|
| Net Profit / (Loss) for the period | 21,206,917 | 8,630,558 |
| Items that maybe reclassified subsequently to profit or loss: | ||
| Exchange differences arising on translation of foreign operations Participation in other comprehensive income (net of tax) related to joint ventures |
464,085 | 100,107 |
| and associated companies included in consolidation by the equity method (Note 9.3) |
(6,171,586) | 2,731,134 |
| Changes in hedge and fair value reserves | 56,399 | (2,922,343) |
| Deferred taxes related with other components of comprehensive income | 810 | 619,787 |
| Others | 216,985 | (30,808) |
| Other comprehensive income for the period | (5,433,307) | 497,877 |
| Total comprehensive income for the period | 15,773,610 | 9,128,435 |
| Attributable to: | ||
| Equity holders of parent company | 14,799,145 | 8,797,231 |
| Non controlling interests | 974,465 | 331,204 |
(Translation of consolidated financial statements originally issued in Portuguese. In case of discrepancy the Portuguese version prevails.)
| Res d Re tain ed E arni erve s an ngs |
||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Am d in o) ts e oun xpr esse eur |
Sha re Cap ital |
Ow n Sha res |
al Res Leg erve |
Cur cy Tran ren slat ion Res erve |
Hed ging Res erve |
ion Opt Pre miu m ible Con vert Bon ds Not e 24 |
Oth er R ese rves and d Ret aine Earn ings |
al Tot |
Net Prof it/( ) Loss |
al Tot |
Non trol ling con Inte rest s (No te 1 7) |
Tot al Equ ity |
| Attr ibut |
able quit y Ho to E |
lder s of Par ent |
Com pan y |
|||||||||
| Bala 201 isclo sed t 1 J 7 - D nce as a anu ary |
2,00 0,00 0,00 0 |
(114 ,738 ,086 ) |
244 ,211 ,592 |
3,84 5,88 9 |
1,94 8,40 5 |
22,3 13,0 00 |
(478 ,988 ) ,441 |
(206 ,669 ) ,555 |
215 ,073 ,949 |
1,89 3,66 6,30 8 |
170, ,866 771 |
2,06 4,43 8,17 4 |
| nt ( 1) Effe f re Not e 3. ct o stat eme |
- | - | - | - | - | - | - | - | - | - | (1,7 80) 31,6 |
(1,7 80) 31,6 |
| Bala ted t 1 J 201 7 - R esta nce as a anu ary |
2,00 0,00 0,00 0 |
(114 ) ,738 ,086 |
244 ,211 ,592 |
3,84 5,88 9 |
1,94 8,40 5 |
22,3 13,0 00 |
(478 ) ,988 ,441 |
(206 ) ,669 ,555 |
215 ,073 ,949 |
1,89 3,66 6,30 8 |
169, 040 ,186 |
2,06 2,70 6,49 4 |
| al co sive inc for the riod Tot mpr een ome pe |
- | - | - | (30, 690 ) |
(2,2 49,5 23) |
- | 2,69 2 7,45 |
,239 417 |
8,37 9,99 2 |
8,79 7,23 1 |
331 ,204 |
9,12 8,43 5 |
| riat ion of c olid ated fit o f 20 16 App net rop ons pro sfer to l l res d re ed e Tran tain arni ega erve s an ngs Divi den ds d istri but ed Obl igat ion fulf ield by sha ttrib utio ploy n to re a em ees h Se ttle d Eq uity arly tial inat ion (No 6) Cas Sw term te 1 ap e par ial d sal f aff iliat ed c Part ispo quis itio ies or a ns o om pan |
- - - - - |
- - - 3,27 8,38 3 - |
3,06 5,01 1 - - - - |
- - - - - |
- - - - - |
- - - - - |
212 ,008 ,938 (80, ) 000 ,000 230 ,970 (664 ) ,756 (287 ) ,862 |
215 ,073 ,949 (80, ) 000 ,000 230 ,970 (664 ) ,756 (287 ) ,862 |
(215 ) ,073 ,949 - - - - |
- (80, ) 000 ,000 230 ,970 2,61 3,62 7 (287 ) ,862 |
- (27, ) 938 24,1 23 - (980 ) ,015 |
- (80, ) 027 ,938 255 ,093 2,61 3,62 7 (1,2 77) 67,8 |
| Bala t 31 Ma rch 201 7 R ted esta nce as a |
2,00 0,00 0,00 0 |
(111 ) ,459 ,703 |
247 ,276 ,603 |
3,81 5,19 9 |
(301 ) ,118 |
22,3 13,0 00 |
(345 ) ,003 ,699 |
(71, ) 900 ,015 |
8,37 9,99 2 |
1,82 5,02 0,27 4 |
168, 387 ,560 |
1,99 3,40 7,83 4 |
| Bala t 1 J 201 8 nce as a anu ary |
2,00 0,00 0,00 0 |
(108 ) ,567 ,192 |
247 ,276 ,603 |
4,00 3,43 2 |
174, 419 |
22,3 13,0 00 |
(363 ) ,726 ,038 |
(89, ) 958 ,584 |
165, 753 ,915 |
1,96 7,22 8,13 9 |
167, 809 ,994 |
2,13 5,03 8,13 3 |
| Tot al co sive inc for the riod mpr een ome pe |
- | - | - | 485 ,680 |
63,6 98 |
- | (5,7 54) 56,3 |
(5,2 76) 06,9 |
20,0 06,1 21 |
14,7 99,1 45 |
974 ,465 |
15,7 73,6 10 |
| Apl icaç ão d sult ado líqu ido soli dad o de 201 7 o re con sfer to l l res d re tain ed e arni Tran ega erve s an ngs Divi den ds d istri but ed Dist ribu tion of i inc fun d stm ent nve ome Obl igat ion fulf ield by sha ttrib utio ploy n to re a em ees |
- - - - |
- - - - |
4,66 1,16 4 - - - |
- - - - |
- - - - |
- - - - |
161 ,092 ,751 (84, ) 000 ,000 - 776 ,199 |
165, 753 ,915 (84, ) 000 ,000 - 776 ,199 |
(165 ,753 ,915 ) - - - |
- (84, ) 000 ,000 - 776 ,199 |
- (16, ) 806 (120 ) ,104 11,1 90 |
- (84, ) 016 ,806 (120 ) ,104 787 ,389 |
| Sha re-b d pa recl fica fro al to liab iliti nt - assi tion apit ase yme m c es |
- | - | - | - | - | - | (578 ) ,200 |
(578 ) ,200 |
- | (578 ) ,200 |
- | (578 ) ,200 |
| Acq uisi tion of s ubs idia ries Cha olid eth in c atio od nge ons n m Imp of a pply ing IFRS 15 act |
- - - |
- - - |
- - - |
- - - |
- - - |
- - - |
- - (304 ,401 ) |
- - (304 ,401 ) |
- - - |
- - (304 ,401 ) |
80,0 00 (1,2 39) 11,0 (54, 877 ) |
80,0 00 (1,2 39) 11,0 (359 ,278 ) |
| Bala rch t 31 Ma 201 8 nce as a |
2,00 0,00 0,00 0 |
(108 ) ,567 ,192 |
251 ,937 ,767 |
4,48 9,11 2 |
238 ,117 |
22,3 13,0 00 |
(292 ) ,496 ,043 |
(13, ) 518 ,047 |
20,0 06,1 21 |
1,89 7,92 0,88 2 |
167, 472 ,823 |
2,06 5,39 3,70 5 |
CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE PERIOD ENDED 31 MARCH 2018 AND 2017
(Translation of consolidated financial statements originally issued in Portuguese. In case of discrepancy the
| (Amounts expressed in euro) | Notes | 31 Mar 2018 | 31 Mar 2017 |
|---|---|---|---|
| OPERATING ACTIVITIES | |||
| Net cash flow from operating activities (1) | (63,822,209) | (110,353,863) | |
| INVESTMENT ACTIVITIES | |||
| Cash receipts arising from: Investments Tangible and Intangible assets Interests and similar income Loans granted Others |
28 | 28,628,150 937,747 78,844 532 - 29,645,273 |
21,009,032 1,373,343 481,672 600 12,468,535 35,333,182 |
| Cash Payments arising from: | |||
| Investments Tangible and Intangible assets Loans granted Others |
28 | (28,841,705) (87,316,187) - (181,475) |
(2,250) (84,215,434) (487,043) (8,893,714) |
| (116,339,367) | (93,598,441) | ||
| Net cash used in investment activities (2) | (86,694,094) | (58,265,259) | |
| FINANCING ACTIVITIES | |||
| Cash receipts arising from: Investments Loans obtained Others |
14,339 1,148,803,860 80,000 1,148,898,199 |
537,500 1,693,542,870 - 1,694,080,370 |
|
| Cash Payments arising from: Investments Loans obtained Interests and similar charges Others |
(271,570) (1,001,870,545) (4,606,771) (233,307) (1,006,982,194) |
(1,370,397) (1,571,252,631) (4,575,323) (303,134) (1,577,501,485) |
|
| Net cash used in financing activities (3) | 141,916,005 | 116,578,885 | |
| Net increase in cash and cash equivalents (4) = (1) + (2) + (3) Effect of foreign exchange rate Effect of discontinued operations Cash and cash equivalents at the beginning of the period Cash and cash equivalents at the end of the period |
4 and 15 14 14 |
(8,600,298) 21,913 (6,062,386) 361,770,008 347,085,411 |
(52,040,237) (107,832) 7,417,521 323,190,227 263,840,301 |
(Translation of consolidated financial statements originally issued in Portuguese. In case of discrepancy the Portuguese version prevails)
(Amounts expressed in euro)
SONAE, SGPS, SA ("Sonae Holding") has its head-office at Lugar do Espido, Via Norte, Apartado 1011, 4470-909 Maia, Portugal, and is the parent company of a group of companies, as detailed in Notes 32 and 33 as Sonae Group ("Sonae"). Sonae's operations and operating segments are described in Note 5.
The accounting policies adopted are consistent with those described in the file of annual financial statements for the year ended 31 December 2017.
The accompanying consolidated financial statements have been prepared in accordance with International Financial Reporting Standards ("IFRS") as adopted by the European Union, issued by the International Accounting Standards Board ("IASB"), and interpretations issued by the IFRS Interpretations Committee ("IFRIC") or by the previous Standing Interpretations Committee ("SIC"), as adopted by the European Union as from the consolidated financial statements issuance date.
Interim financial statements are presented quarterly, in accordance with IAS 34 – "Interim Financial Reporting".
The accompanying condensed consolidated financial statements have been prepared from the books and accounting records of the company and subsidiaries, adjusted in the consolidation process, on a going concern basis and under the historical cost convention, except for some financial instruments and properties investments which are stated at fair value.
Up to the date of approval of these consolidated financial statements, the European Union endorsed the following standards, interpretations, amendments and revisions some of which become mandatory during the year 2018:
| With mandatory application during the year 2018: | Effective date (for financial years beginning on or after) |
|
|---|---|---|
| IFRS 9 | Financial instruments (establishes the new requirements regarding the classification and measurement of financial assets and liabilities, the methodology for calculating impairment and for the application of hedge accounting rules) |
01 Jan 2018 |
| IFRS 15 | Revenue from contracts with customers (introduces a principles-based revenue recognition framework based on a template to be applied to all contracts with customers) |
01 Jan 2018 |
| IFRS 16 | Leases - (recognition and measurement principles) | 01 Jan 2018 |
| IFRS 15 (amendment) |
Revenue from contracts with customers (various clarifications are introduced in the standard to eliminate the possibility of divergent interpretations of various topics) |
01 Jan 2018 |
| IFRS 4 (amendment) |
Insurance contracts (provides guidance on the application of IFRS 4 in together with IFRS 9) |
01 Jan 2018 |
| IFRS 2 (amendment) |
Share-based payment (include a number of clarifications in the standard related to recording share-based payment transactions that are settled with cash, (ii) recording changes in share-based payment transactions (of cash settled for settlement with equity instruments), (iii) the classification of transactions with cleared liquidation characteristics) |
01 Jan 2018 |
| Annual Improvements to international financial reporting standards (cycle 2014-2016) | 01 Jan 2017 and 01 Jan 2018 |
These standards were applied by the Group in 2018, however there were no significant impacts on these financial statements.
The following standards, interpretations, amendments and revisions were endorsed by the European Union and have mandatory application in future economic exercises:
| With mandatory application after 2018 | Effective date (for financial years beginning on or after) |
|
|---|---|---|
| IFRS 9 (amendment) |
Prepayment features with negative compensation | 01 Jan 2019 |
| IFRIC 22 | Transactions in foreign currency and advances (establish the date of the initial recognition of the advance or deferred income as the date of the transaction for determining the exchange rate of the recognition of the revenue) |
01 Jan 2019 |
| IFRS 16 | Leases - (recognition and measurement principles) | 01 Jan 2019 |
| IFRS 40 (amendment) |
Investment properties (clarify that the change in classification from or to investment property should only be made when there is evidence of a change in the use of the asset) |
01 Jan 2019 |
The Group did not proceed to earlier adoption of any of these standards on the financial statements for the period ended on the 31 March 2018, since their application is not yet mandatory. The impacts of the above mentioned standards are being analysed by the Group.
The following standards, interpretations, amendments and revisions haven't been, until the date of approval of these financial statements, endorsed by the European Union:
| With mandatory application after 2018 | Effective date (for financial years beginning on or after) |
|
|---|---|---|
| IFRS 17 | (Insurance contracts) | 01 Jan 2019 |
| IAS 19 (amendment) |
Amendments, reductions or liquidation of employee benefit plans | 01 Jan 2019 |
| IFRIC 23 | Uncertainly over income tax treatments (clarifies the accounting for uncertainties in income taxes) |
01 Jan 2019 |
| IAS 28 (amendment) |
Long-term interests in associates and joint ventures | 01 Jan 2019 |
| Annual Improvements to international financial reporting standards (cycle 2015-2017) | 01 Jan 2019 |
The Group did not proceed to earlier adoption of any of these standards on the financial statements for the period ended on the 31 March 2018, since their application is not mandatory, lying in the process of analyzing expected effects of those standards that, are not expected to reflect significant impacts.
IVN – Serviços Partilhados, SA holds the brand Salsa which is a Portuguese brand of jeanswear of international renown, recognized for its entrepreneurial spirit and the development of innovative products. Being a truly international company, its products can be found in about 2,000 points of sale in 32 countries.
Following the acquisition of these companies, a preliminary assessment, during the second half of 2016 was made regarding the fair value of the assets acquired and the liabilities assumed. The fair value was determined through various valuation methodologies for each type of asset or liability, based on the best information available. The main adjustments to fair value made under this process were:
For the remaining assets and liabilities were not to date identified significant differences between the fair value and the respective book value. As usually happens in the concentrations of business activities also in this operation could not be assigned, in accounting terms, the fair value of identifiable assets and liabilities assumed part of the cost of acquisition, being that recognized component as goodwill and recorded under the caption Intangible Assets.
The above valuations correspond to Level 3 of Fair Value, in accordance with IFRS 13.
As this acquisition occurred at the end of June 30, 2016 only during the first half of 2017, was it possible to complete the fair value calculation exercise and Goodwill calculation. The impact of this external evaluations of real estate assets in the consolidated financial statements as at 31 March 2017was as follows:
| 31 Mar 2017 | |||
|---|---|---|---|
| Amounts in thousands of euro | Before the restatement |
Adjustments to fair value Salsa |
After the restatement |
| Assets | |||
| Tangible and intagible assets | 1,968,905 | (4,384) | 1,964,521 |
| Goodwill | 623,592 | 1,732 | 625,324 |
| Investments | 1,356,902 | - | 1,356,902 |
| Deferred tax assets | 68,235 | - | 68,235 |
| Other non-current assets | 19,001 | - | 19,001 |
| Non-current assets | 4,036,635 | (2,652) | 4,033,983 |
| Inventories | 692,669 | - | 692,669 |
| Trade account receivables | 402,197 | - | 402,197 |
| Other debtors | 72,431 | - | 72,431 |
| Investments | 732 | - | 732 |
| Cash and cash equivalents | 284,833 | - | 284,833 |
| Current assets | 1,452,861 | - | 1,452,861 |
| Total assets | 5,489,497 | (2,652) | 5,486,844 |
| Liabilities | |||
| Borrowings | 1,425,965 | - | 1,425,965 |
| Other non-current liabilities | 21,503 | - | 21,503 |
| Deferred tax liabilities | 111,198 | (921) | 110,277 |
| Provisions | 21,358 | - | 21,358 |
| Non current liabilities | 1,580,024 | (921) | 1,579,104 |
| Borrowings | 249,881 | - | 249,881 |
| Suppliers and other current liabilities | 1,664,452 | - | 1,664,452 |
| Current liabilities | 1,914,333 | - | 1,914,333 |
| Total liabilities | 3,494,357 | (921) | 3,493,436 |
| Shareholders' funds excluding non-controlling interests | 1,825,020 | - | 1,825,020 |
| Non-controlling interests | 170,119 | (1,732) | 168,388 |
| Total shareholders' funds | 1,995,140 | (1,732) | 1,993,408 |
| Total shareholders' funds and liabilities | 5,489,497 | (2,652) | 5,486,844 |
On March 9th 2017, Sonae through one of its subsidiaries, signed a Memorandum of Understanding (MoU) with JD Sports Fashion Plc (JD Group), UK's leading retailer of sports, fashion and outdoor brands, and JD Sprinter Holdings 2010 (JD Sprinter), which provides the combination in Iberia existing businesses of the JD Group´s and JD Sprinter, with SDSR – Sports Division SR, SA (Sport Zone). This MoU establishes the key parameters for the creation of an Iberian Sports Retail Group that will have as shareholders the JD Group, Sonae and the family shareholders of JD Sprinter, with shareholdings of approximately 50%, 30% and 20%, respectively. Under the agreement reached, the procedures for determining the assets, liabilities and transactions to be the object of this transaction were initiated, reason why the effects are not detailed to this date.
As at 14 September 2017, Sonae MC Modelo Continente SGPS, SA entered into an agreement with JD Sports Fashion Plc, Balaico Firaja Invest SL and JD Sprinter Holdings 2010, SL (JD Sprinter) which provides for the combination of JD Sprinter and Sport Zone under the terms described above. However, the execution of this transaction was subject to the fulfillment of suspensive conditions dependent on third parties, namely approval by the General Directorate of Competition of the European Commission, the authorization of the shareholder alteration by the owners of the leased stores of the Sport Zone business as well as of bank guarantees.
The approval by the General Directorate of Competition occurred on 18 January 2018 and compliance with the remaining conditions precedent occurred until 31 January 2018, the date on which the Group considered that the transaction and the respective loss of control.
According to predicted by IFRS 5, changes were made in the Consolidated Statements of Income by nature for the years ended at 31 March 2017 and 31 March 2018 to reflect in a single line (Net income for discontinued operations), in the face of Statement of profit or loss, after-tax profit or loss from discontinued operations.
The impact in the consolidated statement of income, the reclassification of the activity of Sport Zone for discontinued operations, as at 31 March 2017 can be analysed as follows:
| Discontinued Before the After the operations restatement restatement Sport Zone Sales 1,235,665,235 48,891,225 1,186,774,010 Services rendered 42,413,425 (5,292,266) 47,705,691 Other income and financial income 1,835,442 (401,922) 2,237,364 Other income 22,909,396 344,146 22,565,250 Cost of good sold and materials consumed (877,633,779) (29,137,426) (848,496,353) Changes in stocks of finished goods (31,362) - (31,362) External supplies and service (172,353,169) (8,643,336) (163,709,833) Staff costs (187,211,728) (8,425,337) (178,786,391) Depreciation and amortisation (48,114,492) (2,421,710) (45,692,782) Provisions and impairment losses (501,383) (33,714) (467,669) Financial expenses (9,554,859) (5,580) (9,549,279) Other expenses (15,824,607) (96,979) (15,727,628) Gains or losses related to joint ventures and associated undertaking 14,093,368 - 14,093,368 Profit (loss) from continuing operations, before taxation 5,691,487 (5,222,899) 10,914,386 Taxation 2,428,976 960,669 1,468,307 Consolidated profit (loss) for the period from continuing operations 8,120,463 (4,262,230) 12,382,693 Profit/(Loss) from discountinuing operations, after taxation 510,095 4,262,230 (3,752,135) Consolidated profit /(loss) for the period 8,630,558 - 8,630,558 Attributable to equity holders of the Parent Company: Continuing operations 8,124,434 (4,262,230) 12,386,664 Discontinued operations 255,558 4,262,230 (4,006,672) 8,379,992 - 8,379,992 Attributable to non-controlling interests Continuing operations (3,971) - (3,971) Discontinued operations 254,537 - 254,537 250,566 - 250,566 |
31 Mar 2017 | |||
|---|---|---|---|---|
| Amounts in thousands of euro | ||||
In 2018, and considering the loss of control in Sport Zone, Sport Zone and its subsidiaries were no longer included by the full consolidation method in Sonae's consolidated financial statements, being the investment in the new partnership, Iberian Sports Retail Group, included by the equity method. As at 31 March 2018, the amount of this investment amounts 78.1 million euros, which represents the fair value of the participation at the date of the transaction. This partnership with loss of control in Sport Zone generated a capital gain in the amount of 11 million euro.
| Percentage of share capital held | |||
|---|---|---|---|
| At date of consolidation method change |
|||
| COMPANY | Head Office | Direct | Total |
| Sports & Fashion | |||
| SDSR – Sports Division SR, SA | Matosinhos (Portugal) | 100.00% | 100.00% |
| Sport Zone Canárias, SL | Tenerife (Spain) | 60.00% | 60.00% |
| Sport Zone España - Comércio de Articulos de Deporte, SA | Madrid (Spain) | 100.00% | 100.00% |
The effects of this transaction in the consolidated financial statements can be analysed as follows:
| Amounts in euro | 31 Jan 2018 Loss control date |
31 Dec 2017 |
|---|---|---|
| Net assets | ||
| Tangible and intagible assets (Notes 6 and 7) | 54,323,790 | 54,659,282 |
| Goodwill (Note 8) | 3,642,946 | 3,642,943 |
| Deferred tax assets | 6,872,143 | 6,593,675 |
| Inventories | 53,449,595 | 54,408,789 |
| Trade account receivables and other assets | 12,476,345 | 9,836,456 |
| Cash and cash equivalents | 6,062,386 | 6,679,540 |
| Bank loans long term | (6,445,557) | (45,948,953) |
| Deferred tax liabilities | (973,004) | (963,072) |
| Bank loans short term | (2,236,375) | (21,619,782) |
| Trade creditors and other current liabilities | (53,071,092) | (52,809,981) |
| Shareholder Supplies | - | 60,883,601 |
| Total net assets | 74,101,177 | 75,362,498 |
| Price adjustment | (5,039,083) | |
| Fair value of estimated future receipts | 5,000,000 | |
| Gain in operation | 11,090,755 | |
| Financial investment retained at fair value | 85,152,849 | |
| 31 Mar 2018 | ||
| Financial investments in ISRG (Note 9.3) | 78,085,756 | |
| Amounts receivable | 5,000,000 | |
| Amounts received | 2,067,093 | |
| 85,152,849 |
| Amounts expressed in euro | 31 Jan 2018 |
|---|---|
| Services rendered Other income Cost of goods sold and materials consumed External supplies and services Staff costs Depreciation and amortisation Other expenses |
19,075,708 409,025 (11,911,628) (4,966,459) (3,261,694) (876,205) (398,779) |
| Financial income | (58,079) |
| Profit/(Loss) before taxation | (1,988,111) |
| Taxation Profit/(Loss) after taxation |
262,640 (1,725,471) |
| Income or expenses related to loss control | 11,090,755 |
| Profit/(Loss) for period from discountinuing operations | 9,365,284 |
Details of discontinued operations in the statement of cash flows can be analyzed as follows:
| Cash flows for the period from discountinuing operations |
31 Jan 2018 |
|---|---|
| Net cash flow from operating activities | 5,796,552 |
| Net cash used in investment activities | (1,613,005) |
| Net cash used in financing activities | 1,309,488 |
| Net increase in cash and cash equivalents | 5,493,035 |
Sonae has in its portfolio 5 main segments: Sonae Retail, Sonae Sierra, NOS, Sonae IM and the Sonae FS.
• Sonae Retail has 5 segments:
Sonae MC is our food retail unit, operating 41 Continente hypermarkets, 132 Continente Modelo supermarkets, 98 convenience stores Bom Dia, 25 restaurants Go Natural, 293 stores operated under franchise Meu Super and 226 parapharmacy Well´s;
Worten that is included in the top 3 of Iberian electronic players, counting on a portfolio of 243 physical stores in Iberia;
Sonae Sports & Fashion has a network of 258 own stores of sports and clothing products, combined with a franchise network of 123 stores;
Sonae RP is dedicated to optimizing the management of Sonae's retail real estate portfolio, mainly by stores that operate under the Continente brand and under other brands of Sonae;
Maxmat operates in the DIY, construction, bathroom and garden market with a network of 31 stores;
These operating segments have been identified taking into consideration that each of these segments have separate identifiable revenues and costs, separate financial information is produced, and its operating results are reviewed by management on which it makes decisions.
The list of Group companies and their businesses are detailed in Notes 32 and 33. The main operating segment information as at 31 March 2018 and 2017 and 31 December 2017 can be detailed as follows:
| 31 Mar 2018 | Turnover | Depreciation and amortisation |
Provisions and impairment losses |
EBIT | Financial results (2) |
Income tax (2) |
|---|---|---|---|---|---|---|
| Sonae MC | 940,298,174 | 26,414,084 | 36,329 | 5,794,821 | - | - |
| Worten | 242,125,391 | 7,006,448 | 10,319 | (4,361,810) | - | - |
| Sports & Fashion | 95,898,333 | 5,347,672 | 250,216 | (3,684,438) | - | - |
| Sonae RP | 23,447,000 | 6,372,138 | - | 14,020,917 | - | - |
| Maxmat | 19,193,808 | 423,462 | 977 | 543,157 | - | - |
| Sonae Retail | 1,320,962,706 | 45,563,804 | 297,840 | 12,312,647 | (4,057,988) | 8,535,194 |
| Sonae Sierra | - | - | - | 8,480,464 | - | - |
| NOS | - | - | - | 8,324,500 | - | - |
| Sonae IM | 33,254,627 | 2,128,332 | 16,902 | (1,544,935) | (273,530) | (33,825) |
| Sonae FS | 6,900,911 | 150,426 | - | 82,400 | 20,710 | 124,675 |
| Other, eliminations and adjustments | (18,649,820) | 1,635,548 | 51,746 | (7,649,737) | (3,618,109) | (10,805,222) |
| Total consolidated | 1,342,468,424 | 49,478,110 | 366,488 | 20,005,340 | (7,928,917) | (2,179,178) |
| 31 Mar 2017 Restated | Turnover | Depreciation and amortisation |
Provisions and impairment losses |
EBIT | Financial results (2) |
Income tax (2) |
|---|---|---|---|---|---|---|
| Sonae MC | 854,715,239 | 23,720,639 | 92,641 | 5,773,815 | - | - |
| Worten | 221,482,846 | 6,529,882 | 185,913 | (5,258,512) | - | - |
| Sports & Fashion | 94,490,831 | 4,984,929 | 316,534 | (3,961,731) | - | - |
| Sonae RP | 22,895,944 | 6,097,838 | - | 13,957,097 | - | - |
| Maxmat | 16,994,235 | 458,239 | - | 188,072 | - | - |
| Sonae Retail | 1,210,579,095 | 41,791,527 | 595,088 | 10,698,741 | (11,454,270) | (789,238) |
| Sonae Sierra | - | - | - | 7,537,282 | - | - |
| NOS | - | - | - | 7,133,578 | - | - |
| Sonae IM | 32,922,350 | 2,440,507 | 3,586 | (1,923,227) | 164,190 | (246,379) |
| Sonae FS | 5,327,861 | 123,566 | - | 404,792 | (15) | (180,598) |
| Other, eliminations and adjustments | (14,349,605) | 1,337,182 | (131,005) | (5,672,322) | 3,978,180 | (252,092) |
| Total consolidated | 1,234,479,701 | 45,692,782 | 467,669 | 18,178,844 | (7,311,915) | (1,468,307) |
| Net debt (2) | ||||
|---|---|---|---|---|
| 31 Mar 2018 | 31 Dec 2017 | |||
| Sonae Retail Sonae IM |
779,661,871 61,173 |
628,698,342 (465,854) |
||
| Holding (1) | 486,800,414 | 484,077,881 | ||
| Total consolidated | 1,266,523,458 | 1,112,310,369 |
1) Includes Sonae separate financial statements;
2) These captions are accompanied by Management in more aggregated form, and not allocated to individual operating segments identified above.
| Investment (CAPEX) | Net invested capital | ||||
|---|---|---|---|---|---|
| 31 Mar 2018 | 31 Mar 2017 Restated |
31 Mar 2018 | 31 Dec 2017 | ||
| Sonae MC | 41,847,720 | 28,292,422 | 739,501,358 | 697,071,753 | |
| Worten | 5,454,481 | 6,031,500 | (29,661,137) | (90,641,251) | |
| Sports & Fashion | 5,134,532 | 3,922,482 | 361,562,263 | 355,988,594 | |
| Sonae RP | 10,488,555 | 8,450,769 | 908,470,590 | 902,627,242 | |
| Maxmat | 593,054 | 349,741 | 32,897,714 | 32,639,857 | |
| Sonae Retail | 63,518,342 | 47,046,914 | 2,012,770,788 | 1,897,686,195 | |
| Sonae IM | 3,278,081 | 2,436,356 | 156,145,317 | 159,330,000 | |
| Sonae FS | 342,491 | 32,904 | 52,131,236 | 20,126,477 | |
| Other, eliminations and adjustments | 3,501,961 | 4,059,434 | 1,110,524,827 | 1,170,360,921 | |
| Total consolidated | 70,640,875 | 53,575,607 | 3,331,572,169 | 3,247,503,593 |
The intra-groups of the turnover can be analyzed by following:
| Turnover | 31 Mar 2018 Inter-segment |
31 Mar 2017 Restated Inter-segment |
|---|---|---|
| Sonae MC | (418,816) | (567,175) |
| Worten | (13,818) | (1,703,558) |
| Sports and Fashion | (6,160,624) | (10,124,503) |
| Sonae RP | (20,573,085) | (21,108,226) |
| Maxmat | (27,166,343) | (33,503,462) |
| Sonae IM | (3,767,574) | (2,946,190) |
| Other, eliminations and adjustments | (111,224) | (100,558) |
| Total consolidated | (31,045,141) | (36,550,210) |
The caption "Others, eliminations and adjustments" can be analyzed as follows:
| Turnover | EBIT | ||||
|---|---|---|---|---|---|
| 31 Mar 2018 | 31 Mar 2017 Restated |
31 Mar 2018 | 31 Mar 2017 Restated |
||
| Inter-segment intra-groups | (31,045,141) | (36,550,210) | - | - | |
| Contributions of entities not included in the segments |
12,395,321 | 22,200,605 | (2,578,558) | (3,585,488) | |
| Others Other, eliminations and adjustments |
- (18,649,820) |
- (14,349,605) |
(5,071,179) (7,649,736) |
(2,086,834) (5,672,322) |
| Investment | Invested capital | |||
|---|---|---|---|---|
| 31 Mar 2018 | 31 Mar 2017 Restated |
31 Mar 2018 | 31 dez 2017 | |
| Inter-segment intra-groups and contributions of entities non-individualized entities as segments |
3,501,961 | 4,059,434 | (10,785,778) | (24,887,601) |
| Investments in joint ventures and associated companies | - | - | 1,274,230,312 | 1,289,028,845 |
| Other investments | - | - | 9,907,084 | 9,919,677 |
| Cash settled equity swap (3) | - | - | (103,700,000) | (103,700,000) |
| Distributed dividends | - | - | (84,000,000) | - |
| Dividends available (Note 12) | - | - | 24,873,210 | - |
| Other, eliminations and adjustments | 3,501,961 | 4,059,434 | 1,110,524,828 | 1,170,360,921 |
1) Financial Instrument reported in Note 16.
All performance measures are reconciled to the financial statements in Note 31.
Glossary:
Net Invested capital = Total net debt + total shareholder funds
Net debt = Bonds + bank loans + other loans + shareholder loans + financial leases - cash, bank deposits,current investments, excluding other long term financial applications;
Other, eliminations and adjustments = Intra-groups + consolidation adjustments + contributions from other companies not included in the disclosed segments as they do not fit in any reportable segment, ie in addition to Sonae SGPS, the companies identified as "Other" in Note 32 are included;
Investments (CAPEX) = Gross investment in tangible and intangible assets and investments in acquisitions.
During the three-month period ended 31 March 2018 and 2017, the movements in tangible assets as well as accumulated depreciation and impairment losses are made up as follows:
| Others | Tangible | Total | |||
|---|---|---|---|---|---|
| Land and | Plant and | tangible | assets | tangible | |
| buildings | machinery | assets | in progress | assets | |
| Gross assets: | |||||
| Opening balance as at 1 January 2018 | 1,370,528,263 | 1,521,434,347 | 226,138,300 | 39,949,699 | 3,158,050,609 |
| Discontinued operations (Note 4) | - | (110,473,385) | (8,013,217) | (712,317) | (119,198,919) |
| Investment | 2,924,319 | 1,784,230 | 360,233 | 52,955,060 | 58,023,842 |
| Disposals | (165,185) | (6,462,803) | (1,007,983) | (562,230) | (8,198,201) |
| Exchange rate effect | (431) | (3,411) | (69,627) | - | (73,469) |
| Transfers | 7,123,499 | 44,504,407 | 4,975,693 | (63,627,231) | (7,023,632) |
| Closing balance as at 31 March 2018 | 1,380,410,465 | 1,450,783,384 | 222,383,399 | 28,002,982 | 3,081,580,229 |
| Accumulated depreciation and impairment losses | |||||
| Opening balance as at 1 January 2018 | 415,435,082 | 920,710,779 | 170,898,687 | 132,989 | 1,507,177,537 |
| Discontinued operations (Note 4) | - | (63,819,917) | (5,968,478) | - | (69,788,395) |
| Depreciation of the period | 5,831,417 | 28,133,129 | 4,758,310 | - | 38,722,855 |
| Disposals | (130,044) | (5,824,162) | (984,352) | - | (6,938,558) |
| Exchange rate effect | (7,462) | (2,606) | (63,174) | - | (73,242) |
| Transfers | 372,131 | (13,623) | (63,743) | - | 294,765 |
| Closing balance as at 31 March 2018 | 421,501,124 | 879,183,599 | 168,577,250 | 132,989 | 1,469,394,962 |
| Carrying amount as at 31 March 2018 | 958,909,341 | 571,599,785 | 53,806,149 | 27,869,993 | 1,612,185,268 |
| Others | Tangible | Total | |||
|---|---|---|---|---|---|
| Land and | Plant and | tangible | assets | tangible | |
| buildings | machinery | assets | in progress | assets | |
| Gross assets: | |||||
| Opening balance as at 1 January 2017 disclosed | 1,371,092,975 | 1,438,240,754 | 217,886,293 | 30,984,493 | 3,058,204,515 |
| Effect of fair value adjustment of assets acquired | (4,384,000) | - | - | - | (4,384,000) |
| (Effect of restatement - Note 3.1) | |||||
| Opening balance as at 1 January 2017 Restated | 1,366,708,975 | 1,438,240,754 | 217,886,293 | 30,984,493 3,053,820,515 | |
| Discontinued operations | (489,027) | (2,845,887) | (4,087,435) | (618,694) | (8,041,043) |
| Investment | 673,905 | 765,188 | 583,687 | 39,270,410 | 41,293,190 |
| Disposals | - | (14,324,342) | (1,417,666) | (999,052) | (16,741,060) |
| Exchange rate effect | 14,554 | 11,352 | 15,427 | 2,667 | 44,000 |
| Transfers | 1,955,718 | 32,865,402 | 4,175,654 | (39,977,047) | (980,273) |
| Closing balance as at 31 March 2017 | 1,368,864,125 | 1,454,712,467 | 217,155,960 | 28,662,777 3,069,395,329 | |
| Accumulated depreciation and impairment losses | |||||
| Opening balance as at 1 January 2017 | 397,973,790 | 881,497,880 | 166,152,543 | 110,824 | 1,445,735,037 |
| Discontinued operations | (225,509) | (1,716,060) | (3,288,285) | - | (5,229,854) |
| Depreciation of the period | 5,609,894 | 27,474,929 | 4,483,317 | - | 37,568,140 |
| Disposals | - | (13,425,911) | (1,336,257) | - | (14,762,168) |
| Exchange rate effect | 8,142 | 5,009 | 5,305 | - | 18,456 |
| Transfers | 607,689 | (38,772) | (212,986) | - | 355,931 |
| Closing balance as at 31 March 2017 | 403,974,006 | 893,797,075 | 165,803,637 | 110,824 | 1,463,685,542 |
| Carrying amount as at 31 March 2017 | 964,890,119 | 560,915,392 | 51,352,323 | 28,551,953 | 1,605,709,787 |
The investment in the period ended 31 March 2018 and 2017 includes mainly the acquisition of assets of approximately 53 million euro (40.9 million euro as at 31 March 2017), associated with the opening and remodeling of stores of Sonae retail operating segments.
The caption depreciation of the period includes 826,205 euros in 2018 (3,408,892 euro in 2017) relating to the depreciation of discontinued operations.
The most significant values under the caption "Tangible assets in progress" refer to the following projects:
| 31 Mar 2018 | 31 Mar 2017 | |
|---|---|---|
| Refurbishment and expansion of stores in the retail businesses | 22,363,534 | 24,878,161 |
| Refurbishment and expansion of stores in the retail businesses | 489,960 | 1,131,165 |
| Projects of "Continente" stores for which advance payments were | 1,296,000 | 1,196,000 |
| Others | 3,720,499 | 1,346,627 |
| 27,869,993 | 28,551,953 |
The caption "Impairment losses for tangible assets" can be detailed as follows:
| Land and buildings |
Plant and machinery |
Others tangible assets |
Total tangible assets |
|
|---|---|---|---|---|
| Impairment losses | ||||
| Opening balance as at 1 january 2018 | 90,556,668 | 23,168,012 | 654,331 | 114,379,011 |
| Discontinued operations | - | (4,451,474) | (58,701) | (4,510,175) |
| Disposals | - | (111,178) | (1,960) | (113,138) |
| Closing balance as at 31 March 2018 (Note 23) | 90,556,668 | 18,605,360 | 593,670 | 109,755,698 |
During the three-month period ended 31 March 2018 and 2017, the movement occurred in intangible assets and in the corresponding accumulated amortisation and impairment losses, was as follows:
| Patents and other similar rights |
Others intangible assets |
Intangible assets in progress |
Total intangible assets |
|
|---|---|---|---|---|
| Gross assets: | ||||
| Opening balance as at 1 January 2018 | 178,064,353 | 497,255,214 | 29,512,753 | 704,832,320 |
| Discontinued operations (Note 4) | (2,312,244) | (5,688,233) | (2,794,741) | (10,795,218) |
| Investment | 46,998 | 751,348 | 10,067,171 | 10,865,517 |
| Disposals | (375) | (1,539,009) | (354,315) | (1,893,699) |
| Exchange rate effect | (137,394) | (268,707) | (6,791) | (412,892) |
| Transfers | (3,474) | 1,584,674 | (1,771,700) | (190,500) |
| Closing balance as at 31 March 2018 | 175,657,864 | 492,095,287 | 34,652,377 | 702,405,528 |
| Accumulated depreciation and impairment losses | ||||
| Opening balance as at 1 January 2018 | 40,973,388 | 295,934,685 | - | 336,908,073 |
| Discontinued operations (Note 4) | (2,230,423) | (3,651,529) | - | (5,881,952) |
| Depreciation of the period | 576,759 | 11,054,701 | - | 11,631,460 |
| Disposals | (256) | (1,512,080) | - | (1,512,336) |
| Exchange rate effect | (139,367) | (188,477) | - | (327,844) |
| Transfers | (26,406) | 491 | - | (25,915) |
| Closing balance as at 31 March 2018 | 39,153,695 | 301,637,791 | - | 340,791,486 |
| Carrying amount as at 31 March 2018 | 136,504,169 | 190,457,496 | 34,652,377 | 361,614,042 |
| Patents other similar rights |
Others intangible assets |
Intangible assets in progress |
Total intangible assets |
|
|---|---|---|---|---|
| Gross assets: | ||||
| Opening balance as at 1 January 2017 | 181,013,190 | 493,383,747 | 28,060,990 | 702,457,927 |
| Discontinued operations | (1,991,834) | (36,666,313) | (89,933) | (38,748,080) |
| Investment | 9,740 | 325,402 | 10,043,644 | 10,378,786 |
| Disposals | (92,263) | (7,398) | (383,671) | (483,332) |
| Exchange rate effect | (102,988) | 363,507 | (6,638) | 253,881 |
| Transfers | 78,332 | 4,462,674 | (4,839,779) | (298,773) |
| Closing balance as at 31 March 2018 | 178,914,177 | 461,861,619 | 32,784,613 | 673,560,409 |
| Accumulated depreciation and impairment losses | ||||
| Opening balance as at 1 January 2017 | 40,763,712 | 288,184,727 | - | 328,948,439 |
| Discontinued operations (Note 5.2) | (1,056,990) | (24,789,479) | - | (25,846,469) |
| Depreciation of the period | 665,552 | 10,867,982 | - | 11,533,534 |
| Impairment losses for the period | - | 191,070 | - | 191,070 |
| Disposals | (54,663) | (133,595) | - | (188,258) |
| Exchange rate effect | (93,562) | 246,870 | - | 153,308 |
| Transfers | (293,133) | 250,507 | - | (42,626) |
| Closing balance as at 31 March 2017 | 39,930,916 | 274,818,082 | - | 314,748,998 |
| Carrying amount as at 31 March 2017 | 138,983,261 | 187,043,537 | 32,784,613 | 358,811,411 |
Goodwill is allocated to each operating segment and within each segment to each of the homogeneous groups of cash generating units as follows:
Sonae Retail - Goodwill is allocated to each operating business segment, Sonae MC, Worten and Sonae Sports & Fashion and Maxmat, being afterwards distributed by each homogenous group of cash generating units, namely to each insignia within each segment, distributed by country and each of the properties in case of operating segment Sonae RP;
Sonae IM - Goodwill in this segment is related to the Technology business; and
As at 31 March 2018 and 31 December 2017, the caption "Goodwill" was made up as follows by insignia and country:
| 31 Mar 2018 | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Insígnia | Portugal | Spain | Brazil | Other contries | Total | ||||
| Sonae MC | 495,168,601 | - | - | - | 495,168,601 | ||||
| Worten | 65,283,532 | - | - | - | 65,283,532 | ||||
| Sports & Fashion | 53,928,072 | 245,817 | - | - | 54,173,889 | ||||
| Sonae RP | 2,142,168 | - | - | - | 2,142,168 | ||||
| Sonae IM | 2,686,758 | - | 7,090 | 11,205,087 | 13,898,935 | ||||
| 619,209,131 | 245,817 | 7,090 | 11,205,087 | 630,667,125 |
| 31 Dec 2017 | |||||||
|---|---|---|---|---|---|---|---|
| Insígnia | Portugal | Spain | Brazil | Other contries | Total | ||
| Sonae MC | 495,168,601 | - | - | - | 495,168,601 | ||
| Worten | 65,283,532 | - | - | - | 65,283,532 | ||
| Sports & Fashion | 57,571,018 | 245,817 | - | - | 57,816,835 | ||
| Sonae RP | 2,142,168 | - | - | - | 2,142,168 | ||
| Sonae IM | 2,686,758 | - | 7,090 | 11,258,229 | 13,952,077 | ||
| 622,852,077 | 245,817 | 7,090 | 11,258,229 | 634,363,213 |
During the three-month period ended in 31 March 2018 and 2017, movements occurred in goodwill as well as in the corresponding impairment losses, are as follows:
| 31 Mar 2018 | 31 Mar 2017 | |
|---|---|---|
| Gross value: | ||
| Opening balance | 645,031,970 | 669,955,930 |
| Attribution of fair value to assets acquired (Note 3.1) | - | 1,731,680 |
| Opening balance Restated | 645,031,970 | 671,687,610 |
| Discontinued operations (Note 4) | (5,082,341) | - |
| Transfers to "Non-current assets held for sale" | - | (36,002,699) |
| Currency translation | (53,142) | 307,675 |
| Closing balance | 639,896,487 | 635,992,586 |
| Accumulated impairment losses: | ||
| Opening balance | 10,668,757 | 16,203,262 |
| Discontinued operations (Note 4.1) | (1,439,395) | - |
| Transfers to "Non-current assets held for sale" (Note 14) | - | (5,528,441) |
| Currency translation | - | (6,064) |
| Closing balance | 9,229,362 | 10,668,757 |
| Carrying amount | 630,667,125 | 625,323,829 |
The value of investments in joint ventures and associates can be analyzed as follows:
| COMPANY | 31 Mar 2018 | 31 Dec 2017 |
|---|---|---|
| Sonae MC | ||
| Sohi Meat Solutions - Distribuição de Carnes, SA | 2,554,760 | 2,361,045 |
| Sonae Sierra | ||
| Sonae Sierra SGPS, S.A. (consolidated) | 579,669,223 | 600,833,979 |
| NOS | ||
| ZOPT, SGPS, S.A. (consolidated) | 694,561,090 | 688,194,866 |
| Sonae IM | ||
| Unipress - Centro Gráfico, Lda | 673,139 | 608,237 |
| Sonae FS | ||
| MDS SGPS, S.A. | 30,700,620 | 31,495,372 |
| Investments in joint ventures | 1,308,158,832 | 1,323,493,499 |
| Sonae MC | ||
| APOR - Agência para a Modernização do Porto, S.A. | 281,654 | 290,475 |
| Sempre a Postos - Produtos Alimentares e Utilidades, Lda | 1,082,276 | 1,050,793 |
| S2 Mozambique, SA | 889,781 | 1,592,748 |
| Ulabox, S.L. | 3,553,246 | 4,046,829 |
| Sonae Sports & Fashion | ||
| 1) ISRG - Iberian Sports Retail Group |
78,085,756 | - |
| Sonae IM | ||
| Armilar Venture Partners - Sociedade de Capital de Risco, SA | 1 | 1 |
| Fundo de Capital de Risco Armilar Venture Partners II | 44,250,190 | 44,333,718 |
| Fundo de Capital de Risco Armilar Venture Partners III | 24,446,300 | 24,920,506 |
| Fundo de Capital de Risco Espirito Santo Ventures Inovação e | 9,405,008 | 9,431,245 |
| Secucloud GMBH | 4,428,016 | 4,819,257 |
| Probe.Ly - Soluções de Cibersegurança, Lda | 443,597 | 471,766 |
| Investment in associated companies | 166,865,825 | 90,957,338 |
| Total | 1,475,024,657 | 1,414,450,837 |
1) In 2017 results from the agreement completion on January 2018, the date on which a Joint Venture has been consolidated using the equity method due the loss of control (Notes 3.2 and 4).
Summary financial information of joint ventures of the group can be analyzed as follows:
| 31 Mar 2018 | ||||||
|---|---|---|---|---|---|---|
| Joint ventures | Sonae Sierra SGPS, SA (consolidated) |
ZOPT, SGPS, SA (consolidated) |
MDS,SGPS,SA (consolidated) |
Sohimeat, SA | Others | |
| Assets | ||||||
| Investment properties | 782,229,228 | 661,000 | 857,259 | - | 466 | |
| Tangible assets | 1,817,228 | 1,092,551,000 | 2,385,509 | 20,727,021 | 524,692 | |
| Intangible assets | 1,523,336 | 659,712,327 | 8,633,893 | 316,710 | 6,036 | |
| Goodwill | 4,273,688 | 1,746,817,673 | 28,637,987 | - | - | |
| Investments in joint ventures and associates | 1,238,484,365 | 183,749,000 | 9,116,148 | - | - | |
| Other non-current assets | 84,197,435 | 107,589,000 | 2,361,769 | 204,757 | 102 | |
| Non-current assets | 2,112,525,280 | 3,791,080,000 | 51,992,565 | 21,248,488 | 531,296 | |
| Cash and cash equivalents | 68,279,874 | 4,580,000 | 15,991,568 | 734,554 | 94,004 | |
| Other current assets | 147,390,829 | 579,764,000 | 12,034,047 | 46,293,358 | 1,820,097 | |
| Current assets | 215,670,703 | 584,344,000 | 28,025,616 | 47,027,912 | 1,914,101 | |
| Total assets | 2,328,195,983 | 4,375,424,000 | 80,018,181 | 68,276,400 | 2,445,398 | |
| Liabilities | ||||||
| Loans | 197,354,008 | 943,214,000 | 11,225,000 | - | - | |
| Other non-current liabilities | 245,242,005 | 239,669,000 | 9,604,033 | 62,850 | 329,130 | |
| Non-current liabilities | 442,596,014 | 1,182,883,000 | 20,829,033 | 62,850 | 329,130 | |
| Loans | 95,758,396 | 226,775,000 | 9,041,667 | - | 26,262 | |
| Other current liabilities | 72,541,084 | 553,252,000 | 23,261,861 | 63,720,977 | 1,204,815 | |
| Total current liabilities | 168,299,481 | 780,027,000 | 32,303,527 | 63,720,977 | 1,231,076 | |
| Total liabilities | 610,895,495 | 1,962,910,000 | 53,132,560 | 63,783,827 | 1,560,206 | |
| Equity attributable to the equity holders of the Parent Company |
1,157,949,424 | 1,234,233,000 | 25,076,422 | 4,492,574 | 885,192 | |
| Non-controlling interests | 559,351,063 | 1,178,280,000 | 1,809,199 | - | - | |
| Total equity | 1,717,300,488 | 2,412,514,000 | 26,885,622 | 4,492,574 | 885,192 | |
| Total equity and liabilities | 2,328,195,983 | 4,375,424,000 | 80,018,181 | 68,276,400 | 2,445,398 |
| 31 Dec 2017 | |||||
|---|---|---|---|---|---|
| Joint ventures | Sonae Sierra SGPS, SA (consolidated) |
ZOPT, SGPS, SA (consolidated) |
MDS,SGPS,SA (consolidated) |
Sohimeat, SA | Others |
| Assets | |||||
| Investment properties | 781,879,364 | 661,000 | 857,259 | - | - |
| Tangible assets | 1,885,203 | 1,181,572,000 | 2,376,935 | 20,771,255 | 548,080 |
| Intangible assets | 1,456,440 | 567,506,327 | 9,605,565 | 309,299 | 6,451 |
| Goodwill | 4,273,688 | 1,746,817,673 | 29,202,474 | - | - |
| Investments in joint ventures and associates | 1,222,965,224 | 216,619,000 | 9,098,383 | - | 518 |
| Other non-current assets | 137,615,774 | 117,430,000 | 3,426,579 | 204,757 | - |
| Non-current assets | 2,150,075,693 | 3,830,606,000 | 54,567,195 | 21,285,311 | 555,049 |
| Cash and cash equivalents | 68,144,912 | 5,493,000 | 10,448,200 | 367,901 | 215,122 |
| Other current assets | 103,862,911 | 541,971,000 | 8,897,932 | 35,969,285 | 1,721,532 |
| Current assets | 172,007,823 | 547,464,000 | 19,346,132 | 36,337,186 | 1,936,654 |
| Total assets | 2,322,083,516 | 4,378,070,000 | 73,913,327 | 57,622,497 | 2,491,703 |
| Liabilities | - | - | - | - | - |
| Loans | 198,185,930 | 997,423,000 | 15,575,000 | - | 463,240 |
| Other non-current liabilities | 144,521,632 | 243,613,000 | 9,357,967 | - | 11,121 |
| Non-current liabilities | 342,707,562 | 1,241,036,000 | 24,932,967 | - | 474,361 |
| Loans | 171,613,095 | 210,175,000 | 6,419,272 | - | 26,262 |
| Other current liabilities | 78,723,282 | 543,178,000 | 15,787,509 | 53,517,354 | 1,232,829 |
| Total current liabilities | 250,336,377 | 753,353,000 | 22,206,781 | 53,517,354 | 1,259,091 |
| Total liabilities | 593,043,939 | 1,994,389,000 | 47,139,748 | 53,517,354 | 1,733,452 |
| Equity attributable to the equity holders of the Parent Company |
1,150,533,916 | 1,218,544,000 | 24,734,144 | 4,105,143 | 758,251 |
| Non-controlling interests | 578,505,661 | 1,165,137,000 | 2,039,435 | - | - |
| Total equity | 1,729,039,577 | 2,383,681,000 | 26,773,579 | 4,105,143 | 758,251 |
| Total equity and liabilities | 2,322,083,516 | 4,378,070,000 | 73,913,327 | 57,622,497 | 2,491,703 |
| 31 mar 2018 | |||||
|---|---|---|---|---|---|
| Joint ventures | Sonae Sierra SGPS, SA (consolidated) |
ZOPT, SGPS, SA (consolidated) |
MDS,SGPS,SA (consolidated) |
Sohimeat, SA | Others |
| Turnover | 39,346,740 | 375,715,000 | 13,417,541 | 5,836,479 | 856,181 |
| Other operating income | 860,870 | 7,287,000 | 174,689 | 97,021 | 5,569 |
| 40,207,610 | 383,002,000 | 13,592,230 | 5,933,500 | 861,750 | |
| External supplies and services | (15,545,226) | (42,665,000) | (6,509,137) | (2,180,522) | (322,530) |
| Amortisation | (232,445) | (103,356,000) | (780,296) | (846,456) | (28,335) |
| Other operating costs | (13,642,638) | (184,447,000) | (5,460,185) | (2,752,967) | (382,333) |
| (29,420,309) | (330,468,000) | (12,749,618) | (5,779,945) | (733,198) | |
| Financial income | 2,007,262 | - | 20,397 | 311,455 | - |
| Financial expense | (3,199,076) | (13,933,000) | (153,355) | - | (1,283) |
| Financial results | (1,191,814) | (13,933,000) | (132,958) | 311,455 | (1,283) |
| Results of joint ventures and associated companies |
15,790,188 | - | 24,777 | - | - |
| Other income / expense | - | - | - | - | - |
| Results before taxation | 25,385,675 | 38,601,000 | 734,431 | 465,010 | 127,269 |
| Income taxation | (2,782,841) | (6,752,000) | (122,702) | (77,579) | (329) |
| Consolidated net income/(loss) for the year | 22,602,833 | 31,849,000 | 611,729 | 387,431 | 126,940 |
| Attributable to: | |||||
| Equity holders of the Parent Company | 15,348,844 | 16,608,000 | 661,533 | 387,431 | 126,940 |
| Non-controlling interests | 7,253,990 | 15,241,000 | (49,804) | - | - |
| 22,602,833 | 31,849,000 | 611,729 | 387,431 | 126,940 | |
| Other comprehensive income for the period | (7,898,000) | (26,257,000) | - | - | - |
| Total comprehensive income for the period | 14,704,833 | 5,592,000 | 611,729 | 387,431 | 126,940 |
| 31 Mar 2017 | |||||||
|---|---|---|---|---|---|---|---|
| Joint ventures | Sonae Sierra SGPS, SA (consolidado) |
ZOPT, SGPS, SA (consolidado) |
Sohimeat, SA | Others | |||
| Turnover | 48,062,995 | 377,083,000 | 60,555,808 | 663,617 | |||
| Other operating income | 727,941 | 3,915,000 | 7,607,068 | 2,644 | |||
| 48,790,936 | 380,998,000 | 68,162,876 | 666,261 | ||||
| External supplies and services | (25,728,524) | (44,804,000) | (1,936,361) | (179,539) | |||
| Amortisation | (239,767) | (108,543,000) | (307,018) | (169,050) | |||
| Other operating costs | (13,512,990) | (193,941,000) | (65,708,590) | (310,864) | |||
| (39,481,281) | (347,288,000) | (67,951,969) | (659,453) | ||||
| Financial income | 1,616,765 | - | 37 | - | |||
| Financial expense | (3,629,092) | (3,174,000) | - | (733) | |||
| Financial results | (2,012,327) | (3,174,000) | 37 | (733) | |||
| Results of joint ventures and associated companies |
18,316,278 | - | - | - | |||
| Other income / expense | - | - | - | - | |||
| Results before taxation | 25,613,606 | 30,536,000 | 210,944 | 6,075 | |||
| Income taxation | (2,215,560) | (2,637,000) | (48,174) | (5,983) | |||
| Consolidated net income/(loss) for the year | 23,398,046 | 27,899,000 | 162,770 | 92 | |||
| Attributable to: | |||||||
| Equity holders of the Parent Company | 15,901,224 | 14,328,000 | 162,770 | 92 | |||
| Non-controlling interests | 7,496,822 | 13,571,000 | - | - | |||
| 23,398,046 | 27,899,000 | 162,770 | 92 | ||||
| Other comprehensive income for the period | 5,432,000 | (337,996) | - | - | |||
| Total comprehensive income for the period | 28,830,046 | 27,561,004 | 162,770 | 92 |
Summary financial information of associated companies of the Group can be analyzed as follows:
| Sonae MC | |||||||
|---|---|---|---|---|---|---|---|
| Associates | Apor | Sempre a Postos |
S2 Mozambique |
Ulabox | ISRG | ||
| Non-current assets Current assets |
14,219 1,328,325 |
624,706 9,852,034 |
5,515,116 3,122,515 |
1,755,671 1,304,275 |
280,590,165 140,694,369 |
||
| Non-current liabilities Current liabilities |
- 104,501 |
- 6,147,636 |
45,181 5,071,712 |
1,050,000 1,576,096 |
28,819,319 160,003,068 |
||
| Equity | 1,238,043 | 4,329,104 | 3,520,738 | 433,850 | 232,462,147 |
| 31 Dec 2017 | ||||||||
|---|---|---|---|---|---|---|---|---|
| Sonae MC | ||||||||
| Associates | Apor | Sempre a Postos |
S2 Mozambique |
Ulabox | ||||
| Non-current assets Current assets |
678,593 2,356,130 |
725,966 10,326,802 |
5,677,724 2,383,755 |
1,654,169 1,253,456 |
||||
| Non-current liabilities Current liabilities |
1,955,112 831,108 |
- 6,849,597 |
- 2,959,516 |
- 1,284,421 |
||||
| Equity | 248,503 | 4,203,171 | 5,101,963 | 1,623,204 |
| 31 Mar 2018 | |||||||
|---|---|---|---|---|---|---|---|
| Sonae IM | |||||||
| Associates | Armilar II | Armilar III | AVP I+I | Armilar | Others | ||
| Non-current assets Current assets |
91,357,230 1,338,185 |
65,757,467 3,272,599 |
32,062,957 51,499 |
18,932 4,994,064 |
1,335,767 3,028,592 |
||
| Non-current liabilities Current liabilities |
- 5,478,649 |
- 11,699,863 |
6,280,655 781,110 |
- 709,074 |
740,432 3,907,515 |
||
| Equity | 87,216,766 | 57,330,203 | 25,052,691 | 4,303,922 | (283,588) |
| 31 Dec 2017 | |||||||
|---|---|---|---|---|---|---|---|
| Sonae IM | |||||||
| Associates | Armilar II | Armilar III | AVP I+I | Armilar | Others | ||
| Non-current assets Current assets |
91,385,627 1,356,789 |
66,583,123 3,111,491 |
32,012,958 46,268 |
19,431 4,889,088 |
1,696,324 4,321,426 |
||
| Non-current liabilities Current liabilities |
- 5,361,017 |
- 11,350,315 |
6,280,655 655,990 |
- 677,581 |
717,697 4,034,788 |
||
| Equity | 87,381,399 | 58,344,299 | 25,122,581 | 4,230,938 | 1,265,265 |
| 31 Mar 2018 | ||||||||
|---|---|---|---|---|---|---|---|---|
| Sonae MC | ||||||||
| Associates | Apor | Sempre a Postos |
S2 Mozambique |
Ulabox | ||||
| Turnover | 143,910 | 12,385,548 | 1,854,742 | 2,522,480 | ||||
| Other operating income | - | 644,551 | 75,856 | 114,270 | ||||
| Operating costs | (155,810) | (12,866,826) | (2,717,990) | (3,513,978) | ||||
| Financial results | 688 | 1,064 | (110,545) | - | ||||
| Taxation | (23) | (38,404) | - | - | ||||
| Net income/(loss) for the year | (11,236) | 125,934 | (897,937) | (877,228) | ||||
| Other comprehensive income for the period | - | - | - | - | ||||
| Total comprehensive income for the period | (11,236) | 125,934 | (897,937) | (877,228) |
| 31 Mar 2017 | ||||||||
|---|---|---|---|---|---|---|---|---|
| Sonae MC | ||||||||
| Associates | Apor | Sempre a Postos |
S2 Mozambique |
Ulabox | ||||
| Turnover | 216,896 | 12,279,909 | 1,783,914 | 2,361,562 | ||||
| Other operating income | 21,697 | 723,466 | 46,364 | 99,522 | ||||
| Operating costs | (1,115,791) | (12,690,830) | (2,740,915) | (3,364,452) | ||||
| Financial results | (4,994) | 1,813 | 204,866 | - | ||||
| Taxation | - | (71,250) | (46,530) | - | ||||
| Net income/(loss) for the year | (882,192) | 243,108 | (752,301) | (903,368) | ||||
| Other comprehensive income for the period | - | - | - | - | ||||
| Total comprehensive income for the period | (882,192) | 243,108 | (752,301) | (903,368) |
| 31 Mar 2018 | ||||||||
|---|---|---|---|---|---|---|---|---|
| Sonae IM | ||||||||
| Associates | Armilar II | Armilar III | AVP I+I | Armilar | Others | |||
| Turnover | - | - | - | 496,227 | 167,968 | |||
| Other operating income | 1,640 | - | - | - | 20,000 | |||
| Operating costs | (177,344) | (1,193,193) | (74,939) | (393,243) | (1,680,936) | |||
| Financial results | 11,071 | 66,263 | 5,049 | - | 25 | |||
| Taxation | - | - | - | (30,000) | - | |||
| Net income/(loss) for the year | (164,633) | (1,126,930) | (69,890) | 72,984 | (1,492,943) | |||
| Other comprehensive income for the period | - | - | - | - | - | |||
| Total comprehensive income for the period | (164,633) | (1,126,930) | (69,890) | 72,984 | (1,492,943) |
| 31 Mar 2017 | |||||
|---|---|---|---|---|---|
| Sonae IM | |||||
| Associates | Armilar II | Armilar III | AVP I+I | Armilar | Others |
| Turnover | 128,310 | - | 74,631 | 622,407 | 384,097 |
| Other operating income | - | - | - | - | 5,862 |
| Operating costs | (255,266) | (840,426) | (74,172) | (377,779) | (372,996) |
| Financial results | (80,345) | 62,720 | 22,317 | - | 6 |
| Taxation | - | - | - | (61,000) | - |
| Net income/(loss) for the year | (207,301) | (777,706) | 22,776 | 183,628 | 16,969 |
| Other comprehensive income for the period | - | - | - | - | - |
| Total comprehensive income for the period | (207,301) | (777,706) | 22,776 | 183,628 | 16,969 |
During the period ended at 31 March 2018 and 2017, movements in investments in joint ventures and associates are as follows:
| 31 Mar 2018 | 31 Mar 2017 | ||||||
|---|---|---|---|---|---|---|---|
| Proportion on equity |
Goodwill | Total investment |
Proportion on equity |
Goodwill | Total investment |
||
| Investments in joint ventures Initial balance as at 1 January Change in consolidation method due the loss of control Equity method |
757,716,434 - |
565,777,065 - |
1,323,493,499 - |
716,500,627 2,703,451 |
566,650,040 - |
1,283,150,667 2,703,451 |
|
| Gains or losses in joint ventures | 15,434,430 | - | 15,434,430 | 15,165,878 | - | 15,165,878 | |
| Distributed dividends Effect in equity capital and non-controlling interests |
(24,873,210) | - | (24,873,210) | (37,391,100) | - | (37,391,100) | |
| (5,895,887) | - | (5,895,887) | 2,736,098 | - | 2,736,098 | ||
| 742,381,767 | 565,777,065 | 1,308,158,832 | 699,714,954 | 566,650,040 | 1,266,364,994 | ||
| Investments in associates companies Initial balance as at 1 January Change in consolidation method due the loss of control (Note 4) Capital increases during the period Transfer of 'Other non-current investments' and change of method Equity method Gains or losses in associates companies |
84,335,315 78,085,756 - - (1,901,570) |
6,622,023 - - - - |
90,957,338 78,085,756 - - (1,901,570) |
75,105,164 - 727,296 (967,578) (1,072,510) |
4,015,059 - - - - |
79,120,223 - 727,296 (967,578) (1,072,510) |
|
| Effect in equity capital and non-controlling | |||||||
| interests | (275,699) | - | (275,699) | (4,964) | - | (4,964) | |
| 160,243,802 | 6,622,023 | 166,865,825 | 73,787,408 | 4,015,059 | 77,802,467 | ||
| Total | 902,625,569 | 572,399,088 | 1,475,024,657 | 773,502,362 | 570,665,099 | 1,344,167,461 |
The effect on equity and non-controlled interests results fundamentally from the exchange rate conversion effect of companies with functional currencies other than the euro.
The amount of distributed dividends related to Investments in Joint Ventures refers to Sonae Sierra 24,873,210 euro (37,391,100 euro as at March 2017).
The value of the "Change in consolidation method for the loss of control" is the follow:
The consolidated financial statements of ZOPT have a significant exposure to the African market, particularly through financial investments that Group holds in associated companies operating in the Angolan and Mozambican markets, which are engaged in providing satellite and fiber television services. The book value of these associates in the financial statements of ZOPT on 31 March 2018 amounts to approximately Euro 163 million.
During the last quarter of 2017, Angola was considered a hyperinflationary economy, and the individual financial statements of the investees in Angola were restated (for consolidation purposes) in accordance with IAS 29 – Financial Reporting in Hyperinflationary Economies. During the first quarter of 2018, the effect of hyperinflation on the Angolan subsidiaries was adjusted again, while the kwanza recorded an exceptional devaluation against the euro of approximately 30%, which generated the recognition of foreign exchange losses on these subsidiaries.
The Group made impairment tests for those assets, which are denominated in the currencies of those countries, Kwanzas and Meticals, respectively, considering the business plans (internal valuation using the discounted cash flow method, compared to researches) approved by the Board of Directors for a five years period, which include average growth rates of revenue for that period of 14.5% (Angola) and 8.1% (Mozambique). These revenue growth rates reflects: (i) the best estimate for the growth of the customer base, reflecting an expectation of new clients and chum estimated rates, when considered prudent, and (ii) an annual price increase which corresponds, over the period 2017 to 2021, to an average of 75% of the inflation rate, since, considering the nature of the activity carried out by the companies, especially in Angola and in line with the price increases in previous years, it is not expected that companies will be able to reflect in their prices the total inflation in the country.
The business plans consider yet a growth rate in perpetuity of 9.5% (Angola) and 5.5% (Mozambique) and a discount rate ('Wacc') in perpetuity of 20.1% (Angola) and 21% (Mozambique). The discount rate, over the period 2018 to 2022 ranged from a maximum of 43.8% to a minimum of 20.1% (in 2022), for Angola, and from a maximum of 35% to a minimum of 21% (2022) in Mozambique, in line with the most appropriate inflation forecasts (source: International Monetary Fund (FMI)).
The impairment tests carried out in 2017, based on the assumptions above, disregarding the effect of the adjustment to the effects of hyperinflation in the amount of financial investment, support the value of the assets, so not result in additional impairments was recorded in relation to the effect of the hyperinflationary economy. However, that the current economic conditions of uncertainty in these markets, particularly in the foreign exchange market and the limitation of currency transfer, particularly in Angola, introduces an additional degree of variability to the assumptions, which could significantly impact of the estimates considered, in terms of of the rate of inflation and the ability to reflect the rate in price increases.
In March 2017, an increase in units of the Armilar III fund was approved, and Sonae IM subscribed and paid the amount of Euro 622,996, corresponding to 0.41%, in July 2017 a new increase of Armilar III fund, in which Sonae IM subscribed and paid in the amount of Euro 302,598, corresponding to 0.20% and in November 2017, another increase of units in the Armilar III fund was approved and Sonae IM subscribed and paid the amount of Euro 484,103, corresponding to 0.04%, and in the year ended at 31 March 2018 held a 42.64% stake in the Armilar III fund. Also in July 2017, there was a change in the number of units in the Armilar II fund due to the departure of one of the Shareholders, thus giving SonaeIM a 50.74% stake in the fund in the year ended at 31 March 2018.
Other non-current investments, their head offices, percentage of share capital held and book value as at 31 March 2018 and 31 December 2017, are as follows:
| Percentage of share capital held | ||||||||
|---|---|---|---|---|---|---|---|---|
| 31 Mar 2018 | 31 Dec 2017 | Statment of financial position | ||||||
| Company | Head Office | Direct | Total | Direct | Total | 31 Mar 2018 | 31 Dec 2017 | |
| Sonae Retail | ||||||||
| Dispar - Distrib. de Participações, SGPS, SA | Lisbon | 14.28% | 14.28% | 14.28% | 14.28% | 9,976 | 9,976 | |
| Insco - Insular de Hipermerc., SA | Ponta Delgada | 10.00% | 10.00% | 10.00% | 10.00% | 925,197 | 925,197 | |
| Sonae IM | ||||||||
| 1) | Advert.io, Ltd. | Aveiro | 7.23% | 3.26% | - | - | 150,000 | - |
| Arctic Wolf Networks, Inc | Delaware | 4.68% | 4.21% | 4.68% | 4.21% | 3,830,113 | 3,830,113 | |
| 1) | Binary Answer, Ltd. | Aveiro | 2.68% | 1.21% | - | - | 25,000 | - |
| Continuum Security SL | Saragoza | 6.66% | 5.99% | 6.66% | 5.99% | 299,802 | 299,802 | |
| 1) | Jscrambler, SA | Oporto | 10.00% | 9.00% | - | - | 1,250,000 | - |
| Lusa - Agên. de Notícias de Portugal, SA | Lisbon | 1.38% | 1.24% | 1.38% | 1.24% | 35,462 | 35,462 | |
| Ometria, Ltd. | London | 4.54% | 4.08% | 4.54% | 4.08% | 854,165 | 854,165 | |
| StyleSage, Inc. | Delaware | 5.00% | 4.50% | 5.00% | 4.50% | 448,834 | 448,834 | |
| Other investments | 13,586,109 | 13,020,226 | ||||||
| 21,414,658 | 19,423,775 |
1) Investments acquired during the period.
As at 31 March 2018 the caption "Other investments" includes, among others, 9,907,084 euro (9,919,677 euro in 31 December 2017) related to deposited amounts on an Escrow Account which is applied in investment funds with superior rating, which is a guarantee for contractual liabilities assumed in the disposal of a Brazil Retail business and for which provisions were recorded in the applicable situations (Notes 23 and 24).
As at 31 March 2018 and 2017, the movements in "Other investments" made up as follows:
| 31 Mar 2018 | 31 Mar 2017 | |||
|---|---|---|---|---|
| Non-current | Current | Non-current | Current | |
| Other investments | ||||
| Fair value (net of impairment losses) as at 1 January | 19,423,775 | - | 20,784,450 | 161,050 |
| Acquisitions in the period | 2,202,977 | - | 11,778 | - |
| Disposals in the period | (148,135) | - | - | - |
| Increase/(Decrease) in fair value | (12,590) | - | (27,957) | (116,837) |
| Discontinued operations (Note 4.1) | (51,369) | - | (8,034,068) | - |
| Fair value (net of impairment losses) as at 31 march | 21,414,658 | - | 12,734,203 | 44,213 |
| Derivative financial instruments (Note 19) | ||||
| Fair value as at 1 January | - | 179,881 | - | 4,207,972 |
| Increase/(Decrease) in fair value | - | (21,468) | - | (3,519,854) |
| Fair value as at 31 march | - | 158,413 | - | 688,118 |
| 21,414,658 | 158,413 | 12,734,203 | 732,331 |
On 31 March 2017, the financial interest in Ed Broking LLP was included in caption "Discontinued operations" which, was transferred to investments in associates through the loss of control in MDS, SGPS, S.A..
The Other non-current financial Investments are recorded at acquisition cost net of impairment losses. It is Sonae understanding that no reliable fair value estimate can be made as there is no market data available for these investments.
As at 31 March 2018 and at 31 December 2017, "Other non-current assets" are detailed as follows:
| 31 Mar 2018 | 31 Dec 2017 | |||||
|---|---|---|---|---|---|---|
| Gross Value | Accumulated impairment losses (Note 23) |
Carrying Amount |
Gross Value | Accumulated impairment losses (Note 23) |
Carrying Amount |
|
| Trade accounts receivable and other debtors | ||||||
| Legal deposits | 3,800,576 | - | 3,800,576 | 3,916,334 | - | 3,916,334 |
| Cautions | 3,768,579 | - | 3,768,579 | 5,120,591 | - | 5,120,591 |
| Special regime for payment of tax and social security debts |
6,397,435 | - | 6,397,435 | 6,397,435 | - | 6,397,435 |
| Rent deposits from tenants | 1,507,063 | - | 1,507,063 | 787,615 | - | 787,615 |
| Financial investments debtors | 1,000,000 | - | 1,000,000 | 1,000,000 | - | 1,000,000 |
| Debt to receive related to Armilar Funds (Note 9.1) | 2,778,027 | - | 2,778,027 | 2,778,017 | - | 2,778,017 |
| Amount retained on acquisition of Salsa group | 2,463,875 | - | 2,463,875 | 2,463,875 | - | 2,463,875 |
| Others | 520,412 | - | 520,412 | 463,340 | - | 463,340 |
| 22,235,967 | - | 22,235,967 | 22,927,207 | - | 22,927,207 | |
| Reinsurer's' share of technical provisions | 412,943 | - | 412,943 | 412,943 | - | 412,943 |
| Other non-current assets | 76,487 | - | 76,487 | 271,793 | - | 271,793 |
| 22,725,397 | - | 22,725,397 | 23,611,943 | - | 23,611,943 |
The amount disclosed as Special Regime for Payment of Tax and Social Security Debts corresponds to taxes paid, voluntarily, related to settlements of income tax on corporate income, which were already in judicial process. The judicial processes are still in progress, however the guarantees provided for the said processes were canceled. It is the Board of Directors understanding that the claims presented will have a favourable end to Sonae, reason why they were not object of provision.
The amounts included in "Reinsurer's' share of technical provisions" refer to a Sonae's subsidiary whose activity is nonlife reinsurance. The amount of the provision is related to provisions for claims declared (Note 23).
As at 31 March 2018 and at 31 December 2017, "Trade accounts receivable and others current assets" are detailed as follows:
| 31 Mar 2018 | 31 Dec 2017 | |
|---|---|---|
| Trade accounts receivable | 142,073,049 | 142,558,529 |
| Taxes recoverable | 76,386,698 | 86,571,966 |
| Other debtors | ||
| Trade creditors - debtor balances | 41,537,342 | 37,512,048 |
| Dividends to be received of jointly controlled companies | 24,873,210 | - |
| VAT recoverable on real estate assets and vouchers discounts | 7,731,000 | 6,371,632 |
| Disposal of tangible assets | 5,442,151 | 2,142,406 |
| Vouchers and gift cards | 1,391,132 | 2,237,906 |
| Advances to suppliers | 1,381,972 | 697,627 |
| Other current assets | 20,144,256 | 20,902,355 |
| 102,501,063 | 69,863,974 | |
| Other current assets | ||
| Commercial discounts | 42,539,223 | 25,221,050 |
| Invoices to be issued | 11,589,885 | 8,807,168 |
| External supplies and services | 20,998,360 | 10,065,624 |
| Rents | 6,051,543 | 6,986,698 |
| Insurance indemnities | 100,462 | 122,335 |
| Other current assets | 10,385,606 | 12,865,520 |
| 91,665,079 | 64,068,395 | |
| Accumulated impairment losses in receivables accounts (Note 23) | (19,367,034) | (19,746,469) |
| 393,258,855 | 343,316,395 |
"Deferred tax assets and liabilities" as at 31 March 2018 and at 31 December 2017 are as follows, split between the different types of temporary differences:
| Deferred tax assets | Deferred tax liabilities | |||
|---|---|---|---|---|
| 31 Mar 2018 | 31 Dec 2017 | 31 Mar 2018 | 31 Dec 2017 | |
| Difference between fair value and acquisition cost | 4,933,142 | 4,933,142 | 33,539,561 | 33,865,461 |
| Temporary differences on tangible assets and intangible | 1,422,649 | 1,527,715 | 69,886,835 | 69,044,445 |
| Temporary differences on Badwill | - | - | 10,112,054 | 10,243,448 |
| Provisions and impairment losses not accepted for tax purposes | 21,406,737 | 23,215,181 | - | - |
| Write off of tangible and intangible assets | 35,294 | 28,517 | - | - |
| Valuation of hedging derivatives | 9,026 | 11,702 | 39,052 | 41,952 |
| Amortisation of Goodwill for tax purposes | - | - | 17,457,039 | 17,457,039 |
| Revaluation of tangible assets | - | - | 888,925 | 916,509 |
| Tax losses carried forward | 41,844,661 | 37,631,860 | - | - |
| Reinvested capital gains/(losses) | - | - | 296,459 | 302,963 |
| Tax Benefits | 402,854 | 986,686 | - | - |
| Others | 3,528,200 | 3,548,790 | 319,939 | 329,081 |
| 73,582,563 | 71,883,593 | 132,539,864 | 132,200,898 |
The Spanish Supreme Court decided in favour of Sonae considering that goodwill amortization for tax purposes in 2008 was applicable. For that reason, in 2017 the Group deducted tax on the amortization of goodwill generated in previous years for the years 2008, 2016 and 2017, having recognized 17.5 million euros in deferred tax liabilities.
Taking into account the tax proceedings pending before the court in Spain for the financial years 2009 to 2011, as well as for the fact that the Group was prevented from recognizing the tax depreciation of goodwill for the financial years 2012 to 2015, the right of the entity to deduct tax depreciation of goodwill amounting to 69.8 million euro might be given in the future.
As at 31 March 2018 and 31 December 2017, and in accordance with the tax statements presented by companies that recorded deferred tax assets arising from tax losses carried forward and using exchange rates effective at that time, tax losses carried forward can be summarized as follows:
| 31 Mar 2018 | 31 Dec 2017 | ||||||
|---|---|---|---|---|---|---|---|
| Country | Tax losses carried forward |
Deferred tax assets |
Time limit | Tax losses carried forward |
Deferred tax assets |
Time limit | |
| With limited time use | |||||||
| Generated in 2013 | Portugal | 1,186,143 | 249,090 | 2018 | 1,220,382 | 256,280 | 2018 |
| Generated in 2014 | Portugal | 1,707,794 | 358,636 | 2026 | 1,673,556 | 351,447 | 2026 |
| Generated in 2015 | Portugal | 69,902 | 14,680 | 2027 | 69,902 | 14,680 | 2027 |
| Generated in 2016 | Portugal | 21,550,140 | 4,525,529 | 2028 | 21,550,140 | 4,525,529 | 2028 |
| Generated in 2017 | Portugal | 21,264,154 | 4,465,472 | 2022 | 21,264,154 | 4,465,472 | 2022 |
| Generated in 2018 | Portugal | 46,119,601 | 9,685,116 | 2023 | - | - | |
| 91,897,734 | 19,298,523 | 45,778,134 | 9,613,408 | ||||
| With a time limit different from the above mentioned | |||||||
| Spain | 3,464,916 | 866,229 | 2028 to 2029 | 3,464,916 | 866,229 | 2028 to 2029 | |
| United States of America | 7,615,446 | 2,170,403 | 2030 to 2035 | 7,823,749 | 2,229,769 | 2030 to 2035 | |
| Mexico | 2,381,722 | 714,516 | 2021 to 2027 | 2,178,019 | 653,406 | 2021 to 2027 | |
| 13,462,084 | 3,751,149 | 13,466,684 | 3,749,404 | ||||
| Without limited time use | |||||||
| Spain | 75,106,873 | 18,776,718 | 97,076,194 | 24,269,048 | |||
| Brazil | 53,739 | 18,271 | - | - | |||
| 75,160,612 | 18,794,989 | 97,076,194 | 24,269,048 | ||||
| 180,520,430 | 41,844,661 | 156,321,012 | 37,631,860 |
As at 31 March 2018 and 31 December 2017, the deferred taxes to be recognized arising from tax losses were evaluated. Deferred tax assets have only been recorded to the extent that future taxable profits will arise which might be offset against available tax losses or against deductible temporary differences. This assessment was based on the business plans of Sonae's companies, which are periodically reviewed and updated.
As at 31 March 2018 deferred tax assets related to tax losses generated in current and previous years, by Modelo Continente Hipermercados, S.A. Spanish Branch of Retail operating segment, amount to 20 million euro (20 million euro as at 31 December 2017). The mentioned tax losses can be recovered within the Income Tax Group established in Spain, according to Spanish law. Modelo Continente Hipermercados, S.A. Spanish Branch, as at 31 March 2018 and at 31 December 2017, was the dominant entity within the group of companies taxed in accordance with the Spanish regime for taxing groups of companies.
As at 31 March 2018, there are reportable tax losses, whose deferred tax assets are not recorded for prudence purposes and are analysed as follows:
| 31 Mar 2018 | 31 Dec 2017 | ||||||
|---|---|---|---|---|---|---|---|
| Country | Tax losses carried forward |
Deferred tax assets |
Time limit | Tax losses carried forward |
Deferred tax assets |
Time limit | |
| With limited time use | |||||||
| Generated in 2013 | Portugal | 21,578 | 4,531 | 2018 | 21,578 | 4,531 | 2018 |
| Generated in 2014 | Portugal | 3,541,173 | 743,646 | 2026 | 3,538,124 | 743,006 | 2026 |
| Generated in 2015 | Portugal | 534,927 | 112,335 | 2027 | 534,927 | 112,335 | 2027 |
| Generated in 2016 | Portugal | 167,879 | 35,255 | 2028 | 49,793 | 10,457 | 2028 |
| Generated in 2017 | Portugal | 570,677 | 119,842 | 2022 | 570,677 | 119,842 | 2022 |
| Generated in 2018 | Portugal | - | - | 2023 | - | - | |
| 4,836,234 | 1,015,609 | 4,715,099 | 990,171 | ||||
| With a time limit different from the above mentioned | |||||||
| Spain | 6,369,465 | 1,592,369 | 2020 to 2032 | 6,310,255 | 1,577,566 | 2020 to 2032 | |
| Netherlands | 51,092,830 | 12,713,208 | 2017 to 2025 | 56,209,973 | 13,987,824 | 2017 to 2025 | |
| Mexico | 2,147,458 | 644,237 | 2018 to 2027 | 2,294,563 | 688,368 | 2018 to 2027 | |
| United States of America | 3,057,088 | 871,270 | 2037 to 2038 | 2,499,672 | 712,405 | 2037 to 2038 | |
| 62,666,841 | 15,821,084 | 67,314,463 | 16,966,163 | ||||
| Without limited time use | |||||||
| Australia | 809,346 | 222,570 | 788,220 | 224,643 | |||
| Brazil | 18,434,289 | 6,267,658 | 18,980,307 | 6,453,304 | |||
| Colombia | 652,534 | 215,336 | 630,032 | 189,010 | |||
| Spain | 231,246,981 | 57,811,745 | 336,368,571 | 84,092,143 | |||
| Malta | 15,179 | 5,313 | 12,752 | 4,463 | |||
| United Kingdom | 4,451,322 | 845,751 | 4,324,097 | 821,578 | |||
| Ireland | 524,560 | 65,570 | 562,925 | 70,366 | |||
| 256,134,211 | 65,433,943 | 361,666,904 | 91,855,507 | ||||
| 323,637,286 | 82,270,636 | 433,696,466 | 109,811,841 |
As at 31 March 2018 and at 31 December 2017, the detail of "Cash and cash equivalents" are as follows:
| 31 Mar 2018 | 31 Dec 2017 | |
|---|---|---|
| Cash at hand | 9,800,081 | 10,467,637 |
| Bank deposits | 236,930,751 | 283,561,778 |
| Treasury applications | 100,559,649 | 70,559,700 |
| Cash and cash equivalents on the statement of financial position | 347,290,481 | 364,589,115 |
| Bank overdrafts (Note 18) | (205,069) | (2,819,107) |
| Cash and cash equivalents on the statement of cash flows | 347,085,411 | 361,770,008 |
Bank overdrafts are disclosed in the statement of financial position under Current bank loans.
In 31 March 2017, Sonae signed an agreement to disposed 1,773 shares of MDS, SGPS, SA to IPLF Holding, SA. This transaction includes the change of the shareholder agreement and in the loss of control in this subsidiary, becoming a joint venture between Sonae and IPLF Holding, S.A.
In 31 March 2017, the assets and liabilities related to this segment were transferred to the caption asset and liability held for sale. The detail of these amounts is as follows:
| Amounts in euros | 31 Mar 2017 |
|---|---|
| Assets | |
| Tangible and intagible assets | 15,712,800 |
| Goodwill | 30,474,258 |
| Investments | 9,001,646 |
| Other non-current assets | 3,370,225 |
| Non-current assets | 58,558,929 |
| Current assets | |
| Trade account receivables and other current assets | 6,454,906 |
| Cash and cash equivalents | 7,417,521 |
| Current assets | 13,872,427 |
| Assets available for sale | 72,431,356 |
| Liabilities | |
| Borrowings | 13,125,000 |
| Other non-current liabilities | 1,043,983 |
| Non-current liabilities | 22,237,497 |
| Borrowings | 9,378,876 |
| Other current liabilities | 10,531,915 |
| Total current liabilities | 19,910,791 |
| Liabilities available for sale | 42,148,288 |
As at 31 March 2018, the share capital, which is fully subscribed and paid for, is made up of 2,000,000,000 ordinary shares, which do not have the right to a fixed dividend, with a nominal value of 1 euro each.
On 15th November 2007, Sonae Holding sold 132,856,072 Sonae Holding shares directly owned by the Company. The shares were sold in a market operation at the unit price of 2.06 euro per share and resulted on a cash inflow (net of brokerage commissions) of 273,398,877 euro.
On the same date, Sonae Investments, BV wholly owned by Sonae Holding entered into a derivative financial instrument - Cash Settled Equity Swap - over a total of 132,800,000 Sonae Holding shares, representative of 6.64% of its capital.
This transaction has strictly financial liquidation, without any duty or right for the Company or any of its associated companies in the purchase of these shares. This transaction allows Sonae Investments BV to totally maintain the economic exposure to the sold shares.
In this context, although legally all the rights and obligations inherent to these shares have been transferred to the buyer. Sonae Holding did not derecognize their own shares, recording a liability in the caption "Other current liabilities" (Note 22). According to the interpretation made by Sonae of the IAS 39, applied by analogy to own equity instruments, the derecognition of own shares is not allowed as the group maintains the risks and rewards arising on the instruments sold.
Consequently, Sonae maintains in its capital acquisition cost of the shares that remain covered by the contract.
In November 2014, was made a renewal for an additional period of one year renewable automatically, keeping the remaining conditions unchanged. During the year of 2017 the Group requested the partial termination of the Cash Settled Equity Swap for 5,934,409 Sonae SGPS shares which resulted in payments of 16,203,904 euro included in the caption "Others" of the Investment Activities in the consolidated statement of cash flows. Additionally, the price variations of this instrument represented in 2017 receipts of 37,012,040 euros included also in the Investment Activities as "Others". In the period ended as at 31 March 2018 there was no receipt or payment related to changes in the value of this instrument.
Considering the operations mentioned above, the liability recorded amounts to 103,700,000 euro (103,700,000 euro as at 31 December 2017) (Note 22) reflecting the market value of 104,406,608 Sonae SGPS shares (104.406.608 shares as at 31 de December 2017).
The value of these liabilities is adjusted at the end of each month by the effect of Sonae Holding share price variation being recognized a current asset/liability in order to present the right / obligation related to the receipt / financial liquidation that occurs on a monthly basis.
Additionally, the costs related to the "floating amount" based on the Euribor 1 month are recognized in the income statement.
The value to get established on the basis of dividends and reserves distributed by Sonae is credited in equity to offset the charge of the distribution.
As at 31 March 2018, the following entities held more than 20% of the subscribed share capital:
| Company | % |
|---|---|
| Efanor Investimentos, SGPS, SA and subsidiaries | 52.48 |
| 31 mar 2018 | |||||
|---|---|---|---|---|---|
| Equity | Profit/(Loss) for the period |
Book value of non-controlling interests |
Proportion in income attributable to non-controlling interests |
Dividends attributable to non-controlling interests |
|
| Sonae Retail | |||||
| Sonae MC | 4,129,944 | 346,570 | 4,690,285 | 71,813 | - |
| Worten | 2,969,754 | 213,444 | 1,187,899 | 85,377 | - |
| Sonae Sports & Fashion | 62,792,510 | 720,123 | 32,069,050 | 391,623 | - |
| Sonae RP | 120,068,849 | 2,208,177 | 2,513,307 | 47,772 | (136,910) |
| Maxmat | 44,844,803 | 440,134 | 22,413,165 | 220,067 | - |
| Sonae IM | |||||
| Sonaecom, SGPS, SA (consolidated) | 1,015,554,077 | 5,465,913 | 104,437,482 | 629,450 | - |
| Others | |||||
| Others | 4,515,918 | (1,377,039) | 161,635 | (245,306) | - |
| Total | 1,254,875,855 | 8,017,322 | 167,472,823 | 1,200,796 | (136,910) |
| 31 Dec 2017 | ||||||
|---|---|---|---|---|---|---|
| Equity | Profit/(Loss) for the period |
Book value of non-controlling interests |
Proportion in income attributable to non-controlling interests |
Dividends attributable to non-controlling interests |
||
| Sonae Retail | ||||||
| Sonae MC | 3,666,888 | 766,953 | 4,592,402 | 212,251 | - | |
| Worten | 2,756,310 | 751,757 | 1,102,522 | 300,702 | - | |
| Sonae Sports & Fashion | 67,870,269 | 7,806,086 | 32,826,507 | 3,935,968 | (1,050,475) | |
| Sonae RP | 124,016,739 | 15,965,998 | 2,601,245 | 336,708 | (408,900) | |
| Maxmat | 44,394,344 | 4,198,323 | 22,187,936 | 2,099,161 | - | |
| Sonae IM | ||||||
| Sonaecom, SGPS, SA (consolidated) | 1,012,610,908 | 26,239,058 | 104,097,279 | 2,739,449 | (2,442,162) | |
| Sonae FS | ||||||
| MDS, SGPS, SA | - | 1,890,664 | - | 945,143 | (173,339) | |
| Others | ||||||
| Others | 5,876,431 | (7,231,383) | 402,103 | (2,114,226) | - | |
| Total | 1,261,191,889 | 50,387,456 | 167,809,994 | 8,455,156 | (4,074,876) |
Movements in non-controlling interests during the period ended as at 31 March 2018 and 2017 are as follows:
| 31 Mar 2018 | ||||||||
|---|---|---|---|---|---|---|---|---|
| Sonae Retalho | Sonae IM | Others | Total | |||||
| Sonae MC | Worten | Sonae Sports & Fashion |
Sonae RP | Maxmat | Sonaecom, SGPS, SA (consolidated) |
Others | Total | |
| Opening balance as at 1 January 2018 | 4,592,402 | 1,102,522 | 32,826,507 | 2,601,245 | 22,187,936 | 104,097,279 | 402,103 | 167,809,994 |
| Distributed dividends | - | - | - | - | - | - | - | - |
| Distributed income of Investment Funds | - | - | - | (136,910) | - | - | - | (136,910) |
| Constitution of subsidiaries | - | - | 80,000 | - | - | - | - | 80,000 |
| Change in currency translation reserve | - | - | - | - | - | (26,222) | 4,626 | (21,596) |
| Participation in other comprehensive income (net of tax) related to joint ventures and associated companies included in consolidation by the equity method |
- | - | - | - | - | (196,498) | - | (196,498) |
| Delivery of shares to employees to due the settle of the obligation |
- | - | - | 1,200 | 9,990 | - | - | 11,190 |
| Changes in hedging reserves | 32,299 | - | (32,250) | - | (4,826) | (1,712) | - | (6,489) |
| Change in the consolidation method | - | - | (1,211,039) | - | - | - | - | (1,211,039) |
| Others | (6,229) | - | 14,209 | - | (2) | (64,815) | 212 | (56,625) |
| Profit for the period attributable to non-controlling interests |
71,813 | 85,377 | 391,623 | 47,772 | 220,067 | 629,450 | (245,306) | 1,200,796 |
| Closing balance as at 31 March 2018 | 4,690,285 | 1,187,899 | 32,069,050 | 2,513,307 | 22,413,165 | 104,437,482 | 161,635 | 167,472,823 |
| 31 Mar 2017 | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Sonae Retalho | Sonae IM | Sonae FS | Others | Total | |||||
| Sonae MC | Worten | Sonae Sports & Fashion |
Sonae RP | Maxmat | Sonaecom, SGPS, SA (consolidated) |
MDS, SGPS, SA | Others | Total | |
| Opening balance as at 1 January 2017 - Disclosed Effect of restatement (Note 3.1) |
526,934 - |
801,820 - |
31,302,349 (1,731,680) |
2,783,406 - |
20,117,859 - |
102,772,762 - |
11,630,167 - |
836,569 - |
170,771,866 (1,731,680) |
| Opening balance as at 1 January 2017 Restated | 526,934 | 801,820 | 29,570,669 | 2,783,406 | 20,117,859 | 102,772,762 | 11,630,167 | 836,569 | 169,040,186 |
| Distributed dividends Change in percentage of subsidiaries Change in currency translation reserve Participation in other comprehensive income (net of tax) related to joint ventures and associated companies included in consolidation by the equity method |
- - - - |
- - - - |
- - - - |
- (980,015) - - |
- - - - |
- - (49,427) 8,432 |
- - 178,666 - |
(27,938) - 1,556 - |
(27,938) (980,015) 130,795 8,432 |
| Delivery of shares to employees to due the settle of the obligation |
- | - | - | - | - | - | 14,551 | 9,572 | 24,123 |
| Changes in hedging reserves Others |
23,465 - |
- - |
(40,611) (67) |
- 3 |
- - |
- 12,380 |
- (17,859) |
(35,888) (12) |
(53,034) (5,555) |
| Profit for the period attributable to non-controlling interests |
(135,777) | 223,368 | 337,341 | 29,469 | - | 452,177 | (639,244) | (16,768) | 250,566 |
| Closing balance as at 31 March 2017 | 414,622 | 1,025,188 | 29,867,332 | 1,832,863 | 20,117,859 | 103,196,324 | 11,166,281 | 767,091 | 168,387,560 |
As at 31 March 2018 and 31 December 2017, "Loans" are made up as follows:
| 31 Mar 2018 | 31 Dec 2017 | ||||
|---|---|---|---|---|---|
| Outstanding amount | Outstanding amount | ||||
| Current | Non current | Current | Non current | ||
| Bank loans | |||||
| Sonae, SGPS, SA - commercial paper | 108,049,000 | 96,250,000 | 36,390,000 | 166,250,000 | |
| Sonae SGPS, SA /2016/2023 | - | 50,000,000 | - | 50,000,000 | |
| Sonae Investimentos, SGPS,SA - commercial paper | 7,500,000 | 407,500,000 | 7,500,000 | 182,500,000 | |
| Sonae Investimentos affiliated /2014/2020 | - | 50,000,000 | - | 50,000,000 | |
| Sonae Investimentos affiliated /2015/2020 | - | 20,000,000 | - | 20,000,000 | |
| Sonae Investimentos affiliated /2015/2019 | 5,000,000 | 30,000,000 | 5,000,000 | 30,000,000 | |
| Sonae Investimentos affiliated /2017/2022 | - | 31,000,000 | - | 31,000,000 | |
| Sonae Investimentos affiliated /2017/2025 | - | 20,000,000 | - | - | |
| Sonae Investimentos 2017/2018 | - | - | 100,000,000 | - | |
| Sonae Holding affiliated /2014/2018 | 40,000,000 | - | 40,000,000 | - | |
| Sonae Holding affiliated /2014/2021 | 10,000,000 | 20,000,000 | 10,000,000 | 20,000,000 | |
| Others | 9,017,861 | 13,611,352 | 6,144,402 | 24,093,006 | |
| 179,566,861 | 738,361,352 | 205,034,402 | 573,843,006 | ||
| Bank overdrafts (Note 14) | 205,069 | - | 2,819,107 | - | |
| Up-front fees beard with the issuance of borrowings | (81,012) | (359,995) | (105,502) | (402,455) | |
| Bank loans | 179,690,918 | 738,001,357 | 207,748,007 | 573,440,551 | |
| Bonds: Bonds Sonae SGPS/ 2015/2022 |
- | 100,000,000 | - | 100,000,000 | |
| Bonds Sonae SGPS/ 2016/2023 | - | 60,000,000 | - | 60,000,000 | |
| Bonds Sonae Investments BV / 2014/2019 | - | 204,645,134 | - | 203,466,710 | |
| Bonds Sonae Investimentos/ June 2013/2018 | 50,000,000 | - | 50,000,000 | - | |
| Bonds Sonae Investimentos / December 2015/2020 | - | 50,000,000 | - | 50,000,000 | |
| Bonds Sonae Investimentos / May 2015/2020 | - | 75,000,000 | - | 75,000,000 | |
| Bonds Sonae Investimentos / December 2015/2020 | - | 30,000,000 | - | 30,000,000 | |
| Bonds Sonae Investimentos / June 2016/2021 | - | 95,000,000 | - | 95,000,000 | |
| Bonds Sonae Investimentos / September 2016/2021 | 3,000,000 | 9,000,000 | 3,000,000 | 9,000,000 | |
| Bonds IVN 2016/2023 | 5,000,000 | 25,000,000 | 5,000,000 | 25,000,000 | |
| Up-front fees beard with the issuance of borrowings | (57,990) | (3,615,115) | (29,194) | (3,799,668) | |
| Bonds | 57,942,010 | 645,030,019 | 57,970,806 | 643,667,042 | |
| Other loans | 1,265,719 | 1,829,801 | 1,278,626 | 2,244,793 | |
| Derivatives (Note 19) | 1,019,548 | - | 1,248,119 | - | |
| Other loans | 2,285,267 | 1,829,801 | 2,526,745 | 2,244,793 | |
| Obligations under finance leases | 849,076 | 787,076 | 832,895 | 881,956 | |
| 240,767,271 | 1,385,648,252 | 269,078,453 | 1,220,234,342 |
In June 2014, a subsidiary of Sonae SGPS, SA issued bonds which may be convertible (Sonae Investments BV /2014/2019) in Sonae shares already issued and fully subscribed or to be later on issued.
The fair value of the Equity component of this compound instrument was valued at 22,313,000 euro and it was determined by an independent entity from Sonae, taking into consideration the fair value of similar non- convertible financial instruments, having been estimated a market interest rate to establish the amortized cost of this financial liability. This process of measurement represents a Level 3 fair value measurement according to IAS 39. The liability component is recorded at the amortized cost based on the market rate.
The Bonds were issued at par with a nominal value of 100,000, (2.105 euro per bond) with a maturity of 5 years and with a fixed coupon of 1.625% per year, paid in arrears and semi-annually.
The bonds can be converted at the request of the bondholder when the Sonae SGPS, SA share price, in accordance with the technical data sheet, exceeds 1,636 euro per share. This price is subject to adjustments in accordance with the market practices, in particular when the dividend exceeds 0.0284 euro per share.
It is estimated that the book value of all loans does not differ significantly from its fair value, determined based on discounted cash flows methodology, with the exception the convertible bond loan into shares whose fair value is determined by the market price at the balance sheet date.
Bonds and bank loans bear an average interest rate of 1.15% as at 31 March 2018 (1.27% as at 31 December 2017). Most of the bonds and bank loans have variable interest rates indexed to Euribor.
The derivatives are recorded at fair value (Note 19).
The loans face value, maturities and interests are as follows (including obligations under financial leases):
| 31 Mar 2018 | 31 Dec 2017 | |
|---|---|---|
| N+1 a) | 239,886,725 | 267,965,030 |
| N+2 | 351,576,589 | 266,186,915 |
| N+3 | 242,023,213 | 242,942,827 |
| N+4 | 294,755,579 | 296,490,957 |
| N+5 | 438,848,197 | 278,889,510 |
| After N+5 | 68,274,649 | 146,959,544 |
| 1,635,364,952 | 1,499,434,783 |
a) Includes amounts drawn under commercial paper programs when classified as current liabilities.
The maturities above were estimated in accordance with the contractual terms of the loans, and taking into account Sonae's best estimated regarding their reimbursement date.
As at 31 March 2018, Sonae has, as detailed below, cash and cash equivalents in the amount of 347 million eur (365 million euro in as at 31 December 2017) and available credit lines as follows:
| 31 Mar 2018 | 31 Dec 2017 | ||||
|---|---|---|---|---|---|
| Commitments of less than one year |
Commitments of more than one year |
Commitments of less than one year |
Commitments of more than one year |
||
| Unused credit facilities | 165,146,242 | 306,000,000 | 242,245,201 | 292,750,000 | |
| Agreed credit facilities | 175,195,242 | 816,250,000 | 257,955,242 | 753,750,000 | |
Sonae uses exchange rate derivatives, essentially to hedge future cash flows that will occur in the next 12 months.
Therefore, Sonae entered several exchange rate forwards in order to manage its exchange rate exposure.
The fair value of exchange rate derivatives hedging instruments, calculated based on present market value of equivalent financial instruments of exchange rate, is 1,019,548 euro as liabilities, and 158,413 euro as assets (1,248,119 euro as liabilities and 179,881 euro as assets, as at 31 December 2017).
The accounting of the fair value for these financial instruments was made taking into consideration the present value at financial position statement date of the forward settlement amount in the maturity date of the contract. The settlement amount considered in the valuation, is equal to the currency notional amount (foreign currency) multiplied by the difference between the contracted forward exchange rate and the forward exchange market rate at that date as at the valuation date.
Losses in the period arising from changes in the fair value of instruments that do not qualify for hedging accounting treatment were recorded directly in the income statement in the captions "Others Financial income" or "Financial expenses".
Gains and losses for the year associated with the change in market value of derivative instruments are recorded under the caption "Hedging reserve" when considered cash flow hedging and when considered as fair value hedging are recorded under the caption "Financial income" or "Financial expenses". The change in market value of derivative instruments when considered as speculation is recorded in the income statement under the caption "Other expenses".
Sonae does not have any interest rate hedging derivatives recorded as at 31 March 2018.
As at 31 March 2018 no contracts existed, related to interest rate and exchange rate derivatives simultaneously.
The fair value of derivatives is detailed as follows:
| Assets | Liabilities | ||||
|---|---|---|---|---|---|
| 31 Mar 2018 | 31 Dec 2017 | 31 Mar 2018 | 31 Dec 2017 | ||
| Hedging derivatives | |||||
| Interest rate | - | - | - | - | |
| Exchange rate | 158,413 | 179,881 | 1,019,548 | 1,248,119 | |
| 158,413 | 179,881 | 1,019,548 |
As at 31 March 2018 and 31 December 2017, "Other non-current liabilities" are detailed as follows:
| 31 Mar 2018 | 31 Dec 2017 | |
|---|---|---|
| Shareholders loans | 152,122 | 155,732 |
| Fixed assets suppliers | 1,151,347 | 1,151,347 |
| Other non-current liabilities | 1,621,145 | 1,771,080 |
| Deferral of the disposal of the extended warranties | 7,778,466 | 7,551,397 |
| Accruals and deferrals | 3,004,391 | 2,819,762 |
| Other non-current liabilities | 13,707,471 | 13,449,318 |
The caption "Shareholder loans" relates to loans in affiliated undertakings in the Sonae Retail and Sonae IM operating segments. These liabilities do not have a defined vesting date and bear interests at variable market rates.
The carrying amount of "Other non-current liabilities" is estimated to be approximately its fair value.
In 2018 and in previous years, Sonae in accordance with the remuneration policy described in the corporate governance report granted deferred performance bonus to its directors and eligible employees. These are either based on shares to be acquired at nil cost or with discount, three years after they were attributed to the employee, or based on share options with the period price equal to the share price at the grant date, to be exercised three years later. In both cases, the acquisition can be exercised during the period commencing on the third anniversary of the grant date and the end of that year.
As at 31 March 2018, all Sonae Holding share plans responsibilities are accounted in the statement of financial position under "other reserves" and in the Profit and Loss statement under caption "staff costs". They are recognized at the shares fair value on the grant date, concerning the 2018, 2017, 2016 and 31 December 2015. Share-based payments costs are recognized on a straight-line basis between the grant and the settlement date.
As at 31 March 2018 and 31 December 2017, the number of attributed shares related to the assumed responsibilities arising from share based payments, which have not yet vested, can be detailed as follows:
| Number of shares | ||||||
|---|---|---|---|---|---|---|
| Grant year | Vesting year |
Number of participants |
Share price on date of assignment |
31 Mar 2018 | 31 Dec 2017 | |
| 2015 | 2018 | 232 | 1.278 | 3,540,367 | 3,620,437 | |
| 2016 | 2019 | 250 | 0.970 | 4,312,121 | 4,472,331 | |
| 2017 | 2020 | 87 | 0.906 | 4,243,281 | 4,394,822 | |
| 2018 | 2021 | 82 | 1.095 | 3,873,264 | - | |
| 15,969,033 | 12,487,590 |
During the period ending 31 March 2018 the movements on the above mentioned share based plans were the following:
| Aggregate number of participants |
Number of shares |
|
|---|---|---|
| Balance as at 31 December 2017 | 595 | 12,487,590 |
| Grant Vesting |
63 - |
3,507,711 - |
| Canceled / extinguished / corrected / transferred (1) | (7) | (26,268) |
| Closing balance as at 31 March 2018 | 651 | 15,969,033 |
(1) Corrections are made on the basis of the dividend paid and the changes of share capital and other adjustments.
As at 31 March 2018 and 31 December 2017, the fair value of total liabilities on the date of allocation arising from share based payments, which have not yet vested, may be summarized as follows:
| Fair value | |||
|---|---|---|---|
| Grant year | Vesting year |
31 Mar 2018 | 31 Dec 2017 |
| 2015 | 2018 | 3,876,702 | 4,076,612 |
| 2016 | 2019 | 3,541,329 | 3,357,230 |
| 2017 | 2020 | 2,710,396 | 1,649,523 |
| 2018 | 2021 | 1,413,741 | - |
| Total | 11,542,168 | 9,083,365 |
As at 31 March 2018 and 31 December 2017 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 has not yet vested:
| 31 Mar 2018 | 31 Dec 2017 | |
|---|---|---|
| Recorded in staff costs in the current period | 1,019,316 | 2,535,536 |
| Recorded in previous years | 7,917,210 | 5,776,008 |
| 8,936,526 | 8,311,544 | |
| Recorded in other liabilities | - | - |
| Recorded value in Other reserves | 8,936,526 | 8,311,544 |
| 8,936,526 | 8,311,544 |
As at 31 March 2018 and 31 December 2017, "Trade creditors and other current liabilities" were made up as follows:
| 31 Mar 2018 | 31 Dec 2017 | |
|---|---|---|
| Trade creditors | 1,068,118,797 | 1,192,499,941 |
| Taxes payable | 80,518,797 | 98,367,443 |
| Other creditors | ||
| Fixed asset suppliers | 38,355,969 | 67,664,713 |
| Related undertakings | 84,255,544 | - |
| Other debts | 150,926,147 | 153,565,166 |
| 273,537,660 | 221,229,879 | |
| Other current liabilities | ||
| Holiday pay and bonuses | 126,191,933 | 128,309,674 |
| Other external supplies and services | 29,845,881 | 39,766,899 |
| Deferred Revenue of warranty extension | 58,610,504 | 57,862,718 |
| Responsabilities assumed on sale of real state | 17,686,368 | 17,728,428 |
| Rentals | 5,382,998 | 7,028,035 |
| Marketing expenses | 9,419,932 | 15,660,724 |
| Advance receipts from trade receivables | 9,860,492 | 9,993,106 |
| Interest payable | 4,445,882 | 2,079,044 |
| Expenses on purchases | 4,372,933 | 4,133,909 |
| Insurance payable | 1,685,204 | 513,698 |
| Others | 15,800,732 | 14,911,586 |
| 283,302,859 | 297,987,821 | |
| 1,705,478,113 | 1,810,085,084 |
The caption "Other debts" includes:
103,700,000 euro (103,700,000 euro as at 31 December 2017) relating to the fair value of the shares covered by Sonae SGPS financial derivative referred to in Note 16;
11,044,908 euro (10,421,939 euro as at 31 December 2017) of attributed discounts not yet redeemed related to loyalty card "Cartão Cliente" not yet redeemed;
13,313,492 euro (16,150,935 euro as at 31 December 2017) related to vouchers, gift cards and discount tickets; and
3,345,970 euro (3,447,882 euro as at 31 December 2017) related to amounts payable to Sonae Distribuição Brasil. SA buyer as result of responsibilities assumed with that entity (Note 23).
Movements in "Provisions and accumulated impairment losses" over the period ended 31 March 2018 and 2017 are as follows:
| Caption | Balance as at 01 Jan 2018 |
Increase | Decrease | Discontinued operations Note 5.1 |
Balance as at 31 Mar 2018 |
|---|---|---|---|---|---|
| Accumulated impairment losses on investments | 3,319,692 | - | - | - | 3,319,692 |
| Impairment losses on fixed tangible assets (Note 6) | 114,379,011 | - | (113,138) | (4,510,175) | 109,755,698 |
| Impairment losses on intangible assets | 2,396,643 | - | - | - | 2,396,643 |
| Accumulated impairment losses on trade account receivables and other debtors (Note 12) |
19,746,469 | 383,218 | (762,653) | - | 19,367,034 |
| Non current provisions | 18,955,625 | 48,516 | (360,989) | - | 18,643,152 |
| Current provisions | 5,610,383 | 1,160,377 | (1,776,760) | - | 4,994,000 |
| 164,407,823 | 1,592,111 | (3,013,540) | (4,510,175) | 158,476,219 | |
| Transfer to "Non |
| Caption | Balance as at 01 Jan 2017 |
Increase | Decrease | Transfer to "Non current assets and liabilities held for sale" |
Balance as at 31 Mar 2017 |
|---|---|---|---|---|---|
| Accumulated impairment losses on investments | 9,054,576 | 21,906 | (1,068) | (8,694,118) | 381,296 |
| Impairment losses on fixed tangible assets | 119,100,221 | - | (2,656,276) | - | 116,443,945 |
| Impairment losses on intangible assets | 2,638,761 | 191,070 | (131,088) | (191,070) | 2,507,673 |
| Accumulated impairment losses on trade account receivables | 17,871,034 | 597,469 | (1,010,294) | (15,668) | 17,442,541 |
| Non current provisions | 25,848,118 | 297,613 | (611,301) | (4,176,359) | 21,358,071 |
| Current provisions | 3,558,708 | 135,529 | (262,526) | (223,145) | 3,208,566 |
| 178,071,418 | 1,243,587 | (4,672,553) | (13,300,360) | 161,342,092 |
As at 31 March 2018 and 31 December 2017, provision's details can be analyzed as follows:
| 31 Mar 2018 | 31 Dec 2017 | |
|---|---|---|
| Technical provisions on reinsurance | 775,812 | 786,208 |
| Future liabilities relating to subsidiaries of retail in Brazil sold |
7,140,660 | 7,358,151 |
| Clients guarantees | 759,344 | 1,056,471 |
| Judicial claims | 4,044,240 | 4,577,787 |
| Contingent liabilities related to subsidiaries acquired | 7,811,959 | 7,811,959 |
| Others | 3,105,138 | 2,975,432 |
| 23,637,152 | 24,566,008 |
Impairment losses are deducted from the book value of the corresponding asset.
As at 31 March 2018 and 31 December 2017, major contingent liabilities were guarantees given and can be detailed as follows:
| 31 Mar 2018 | 31 Dec 2017 | |
|---|---|---|
| Guarantees given: | ||
| on tax claims | 1,132,074,618 | 1,133,241,313 |
| on judicial claims | 392,289 | 398,390 |
| on municipal claims | 10,072,869 | 9,126,363 |
| contract by proper compliments | 12,093,362 | 12,318,637 |
| other guarantees | 8,433,637 | 8,117,670 |
The main tax claims with bank guarantees given or sureties associated are as follows:
Tax claims for additional VAT payment for which guarantees or sureties were provided in the amount of 531.7 million euro (531.7 million euro as at 31 December 2017) for the periods from 2004 to 2013, and for which the Group presented or intends to present a tax appeal. The tax claims result from the Tax Administration's understanding that the Group should have invoiced VAT related to promotional discounts granted by suppliers, based on purchases amounts, since Tax Authorities claims it corresponds to alleged services rendered to those entities. Tax authorities also claim that the Group should not have deducted VAT from discount vouchers used by it's non-corporate clients.
The caption guarantees given on tax claims include guarantees granted, in the amount of 146.6 million euro (146.6 million euro as at 31 December 2017), in favor of Tax authorities regarding 2007 up to 2014. Concerning these guarantees, the most significant amount relates to an increase in equity arising on the disposal of own shares to a third party in 2007, as well as to the disregard of the reinvestment concerning capital gains in share disposal, and the fact that demerger operations must be disregarded for income tax purposes. The Company has presented an appeal against this additional tax claim, being the Board of Directors understanding, based on its advisor's assessment, that such appeal will be favourable.
Sureties in the amount of, approximately, 60 million euro as a result of a tax appeal presented by the Company concerning an additional tax assessment by Tax authorities, relating to 31 December 2005, following the correction of taxable income for corresponding to a prior cover tax losses accumulated by the subsidiary, which has been brought to the cost of participation, moreover, as is understanding already signed by the Tax Administration itself, and now understood that in this case should not consider the amount of the cost of participation , thus including cover losses upon liquidation of the subsidiary company;
Fiscal lawsuit related to rent tax, concerning a subsidiary of the Company in Brazil, in the amount of, approximately, 16.4 million euro (65.3 million Brazilian real), which is being judged by a tax court, for which there were granted guarantees in the amount of 48 million euro (190.9 million Brazilian real). The difference between the value of the contingency and the value of the guarantee relates with the update of the related responsibility.
Within the framework of regularization of tax debts to Tax Authorities, (Outstanding Debts Settlement of Tax and Social Security - Decree of Law 151-A/2013 and Decree of Law 248-A), the Group made tax payments in the amount of, approximately, 26.3 million euro, having the respective guarantees been eliminated. The related tax appeals continue in courts, having the maximum contingencies been reduced through the elimination of fines and interests related with these tax assessments.
As permitted by law, the Group maintains the legal proceedings, in order to establish the recovery of those amounts, having recorded as an asset the amounts related with income taxes paid under those plans (Note 11).
Following the disposal of a subsidiary in Brazil, Sonae guaranteed to the buyer of the subsidiary all the losses incurred by that company arising on unfavourably decisions not open for appeal, concerning tax lawsuits on transactions that took place before the sale date (13 December 2005) and that exceed 40 million euro. The amount claimed by the Brazilian Tax Authorities, concerning the tax lawsuits still in progress, which the company's lawyers assess as having a high probability of loss, plus the amounts already paid (28.5 million euro) related to programs for the Brazilian State of tax recovery, amount to near 32 million euro at 31 December 2017. Furthermore, there are other tax assessments totalling 56.1 million euro (56.1 million euro as at 31 December 2017) for which the Board of Directors, based on its lawyers' assessment, understands will not imply future losses to the former subsidiary.
In 2016, the Competition Authority (AdC) notified Sonae Investimentos, Sonae MC and Modelo Continente, for the purpose of presenting a defense, in the context of a misconduct proceeding under the agreement entered into between Modelo Continente and EDP Comercial campaign known as the "EDP Continente Plan". It should be noted that the Edp / Continent Plan took place during 2012 and was extended in the first months of 2013 to allow the use of discounts that had been allocated to customers until 31 December 2012. The development of this type of business promotion agreement is a common practice in the Portuguese market. In 2017, the AdC imposed fines of 2.8 million euros on Sonae Investimentos and 6.8 million on Modelo Continente. AdC also condemned Sonae MC, but it did not impose any fine on it since that company does not present any turnover. These companies challenged the decision in court, and the Board of Directors expects, based on the opinion of their legal advisors, that there will be no liability for these companies in this proceeding.
No provision has been recorded to face risks arising from events related to guarantees given, as the Board of Directors considers that no liabilities will result for Sonae.
Balances and transactions with related parties are detailed as follows:
| Sales and services rendered | Purchases and services obtained | |||||
|---|---|---|---|---|---|---|
| Transactions | 31 Mar 2018 | 31 Mar 2017 | 31 Mar 2018 | 31 Mar 2017 | ||
| Parent Company | 59,477 | 46,835 | 142,533 | 166,848 | ||
| Jointly controlled companies | 5,179,816 | 13,444,543 | 77,914,084 | 68,837,581 | ||
| Associated companies | 8,063,977 | 8,070,258 | - | - | ||
| Related parties,shareholders and investees | 13,819,840 | 13,037,162 | 3,763,477 | 4,312,587 | ||
| 27,123,110 | 34,598,798 | 81,820,094 | 73,317,016 |
| Interest income | Interest expenses | ||||
|---|---|---|---|---|---|
| Transactions | 31 Mar 2018 | 31 Mar 2017 | 31 Mar 2018 | 31 Mar 2017 | |
| Parent Company | - | - | - | - | |
| Jointly controlled companies | 65 | 135 | - | - | |
| Associated companies | 13,479 | - | - | - | |
| Other related parties | - | - | - | 3,638 | |
| 13,544 | 135 | - | 3,638 |
| Accounts receivable | Accounts payable | ||||
|---|---|---|---|---|---|
| Balances | 31 Mar 2018 | 31 Dec 2017 | 31 Mar 2018 | 31 Dec 2017 | |
| Parent Company | 28,413 | 51,947 | 44,206,678 | 512,593 | |
| Jointly controlled companies | 32,772,509 | 14,904,259 | 88,504,899 | 42,584,035 | |
| Associated companies | 8,396,117 | 8,479,551 | 1,843 | 1,843 | |
| Other related parties | 14,810,053 | 19,066,434 | 5,249,859 | 7,631,440 | |
| 56,007,092 | 42,502,191 | 137,963,279 | 50,729,911 |
| Loans | ||||||||
|---|---|---|---|---|---|---|---|---|
| Obtained | Granted | |||||||
| Balances | 31 Mar 2018 | 31 Dec 2017 | 31 Mar 2018 | 31 Dec 2017 | ||||
| Jointly controlled companies Associated companies |
- - |
- - |
- - |
- - |
||||
| Other related parties | 152,534 | 160,586 | 3,570 | 3,570 | ||||
| 152,534 | 160,586 | 3,570 | 3,570 |
As at 31 March 2018 and 2017, the caption "Other Income" is made up as follow:
| 31 Mar 2018 | 31 Mar 2017 Restated |
|
|---|---|---|
| Supplementary income | 6,020,363 | 6,351,498 |
| Prompt payment discounts obtained | 6,289,290 | 5,963,197 |
| Foreign currency exchange gains | 6,879,186 | 5,471,817 |
| Own work capitalised | 2,124,160 | 2,707,961 |
| Gains on sales of assets | 103,665 | 62,859 |
| Impairment losses reversals | 1,989,019 | 959,077 |
| Others | 1,259,342 | 1,048,841 |
| 24,665,025 | 22,565,250 |
The income taxes recognized in the six-month period ended on 31 March 2018 and 2017 are detailed as follows:
| 31 Mar 2018 | 31 Mar 2017 Restated |
|
|---|---|---|
| Current tax | 4,746,270 | 5,318,979 |
| Deferred tax | (6,925,449) | (6,787,286) |
| (2,179,178) | (1,468,307) |
As at 31 March 2018 and 31 March 2017, cash receipts and cash payments related to investments can be detailed as follows:
| Receipts | 31 Mar 2018 | 31 Mar 2017 |
|---|---|---|
| Account receivable related to the disposal of Imoconti | - | 21,009,032 |
| Disposal of SDSR participation to JDSH | 28,628,150 | - |
| 28,628,150 | 21,009,032 | |
| Payments | 31 Mar 2018 | 31 Mar 2017 |
| Subscription of JD Sprinter shares | 26,546,230 | - |
| Others | 2,295,475 | 2,250 |
| 28,841,705 | 2,250 |
Earnings per share for the period were calculated taking into consideration the following amounts:
| 31 Mar 2018 | 31 Mar 2017 Restated | |||||
|---|---|---|---|---|---|---|
| Continuing Operations |
Discontinued Operations |
Continuing Operations |
Discontinued Operations Restated (Note 3) |
|||
| Net profit | ||||||
| Net profit taken into consideration to calculate basic earnings per share (consolidated profit for the period) |
10,719,417 | 9,286,704 | 12,386,664 | (4,006,672) | ||
| Effect of dilutive potential shares | - | - | - | - | ||
| Interest related to convertible bonds (net of tax) | 2,024,183 | - | 1,968,533 | - | ||
| Net profit taken into consideration to calculate diluted earnings per share | 12,743,600 | 9,286,704 | 14,355,197 | (4,006,672) | ||
| Number of shares | ||||||
| Weighted average number of shares used to calculate basic earnings per share |
1,893,848,246 | 1,893,848,246 | 1,886,718,512 | 1,886,718,512 | ||
| Effect of dilutive potential ordinary shares from convertible bonds | 127,113,527 | 127,113,527 | 127,113,527 | 127,113,527 | ||
| Outstanding shares related with share based payments | 16,792,983 | 16,792,983 | 16,353,744 | 16,353,744 | ||
| Shares related to performance bonus that can be bought at market price | (6,595,397) | (6,595,397) | (8,198,289) | (8,198,289) | ||
| Weighted average number of shares used to calculate diluted earnings per | ||||||
| share | 2,031,159,359 | 2,031,159,359 | 2,021,987,494 | 2,021,987,494 | ||
| Earnings per share | ||||||
| Basic | 0.005660 | 0.004904 | 0.006565 | (0.002124) | ||
| Diluted | 0.005277 | 0.004572 | 0.006126 | (0.001982) |
In the Management Report, and for the purposes of the purposes of calculating financial indicators as EBIT, EBITDA and Underlying EBITDA the consolidated income statements is divided between Direct Income and Indirect Income.
The Indirect Income includes the contribution of Sonae Sierra, net of taxes that result from: (i) valuation of investment properties; (ii) gains (losses) with the sale of financial investments, joint ventures or associates; (iii) impairment losses relating to non-current assets (including Goodwill) and (iv) provisions for assets at risk. Additionally and with regard to the portfolio of Sonae, it includes: (i) impairment of real estate assets for retail, (ii) decreases in Goodwill, (iii) negative Goodwill (net of taxes) related to acquisitions in the financial year, (iv) provisions (net of tax) for possible future liabilities, and impairments related to noncore investments, businesses and discontinued assets (or to be discontinued / repositioned), (v) valuation results based on the methodology "mark-to-market" of other current investments that will be sold or traded in the near future and (vi) other irrelevant issues.
The value of EBITDA and EBIT are calculated in the direct income component, i.e. excluding the indirect contributions.
The reconciliation between the two presentation formats for the consolidated income statement for the periods ended 31 March 2018 and 2017 can be summarized as follows:
| 31 Mar 2018 | 31 Mar 2017 Restated | ||||||
|---|---|---|---|---|---|---|---|
| Consolidated | Indirect Income |
Direct Income |
Consolidated | Indirect Income |
Direct Income |
||
| Turnover | 1,342,468,424 | - | 1,342,468,424 | 1,234,479,701 | - | 1,234,479,701 | |
| Investment income | |||||||
| Impairment losses | 15,900 | - | 15,900 | - | - | - | |
| Others | 8 | - | 8 | - | - | - | |
| Other income | |||||||
| Others | 1,669,280 | - | 1,669,280 | - | - | - | |
| Impairment losses reversal | 319,739 | - | 319,739 | 974,384 | - | 974,384 | |
| Others Total income |
22,676,006 1,367,149,357 |
- - |
22,676,006 1,367,149,357 |
21,590,866 1,257,044,951 |
- - |
21,590,866 1,257,044,951 |
|
| Total expenses | (1,309,574,710) | (1,023,944) | (1,308,550,766) | (1,204,994,409) | (194,030) | (1,204,800,379) | |
| Depreciation and amortisation | (49,478,110) | - | (49,478,110) | (45,692,782) | - | (45,692,782) | |
| Non-recurring impairment losses over inventories | (336,674) | - | (336,674) | (446,632) | - | (446,632) | |
| Provisions and impairment | - | - | - | - | - | - | |
| Provisions for warranty extensions | (1,372,153) | - | (1,372,153) | - | - | - | |
| Others | (366,488) | - | (366,488) | (467,669) | - | (467,669) | |
| Profit before financial results and share of | |||||||
| results in associated companies | 6,021,222 | (1,023,944) | 7,045,166 | 5,443,459 | (194,030) | 5,637,489 | |
| Non-recurring Profit/(Loss) | (1,962,710) | - | (1,962,710) | (1,310,526) | - | (1,310,526) | |
| Financial profit/(loss) | (7,928,917) | - | (7,928,917) | (7,311,915) | - | (7,311,915) | |
| Share of results in joint ventures and associated | |||||||
| undertakings | |||||||
| Sonae Sierra | 7,674,411 | (806,053) | 8,480,464 | 7,950,612 | 413,329 | 7,537,283 | |
| Armilar Venture Funds | (583,972) | (583,972) | - | (171,842) | (171,842) | - | |
| ZOPT | 8,324,500 | - | 8,324,500 | 7,133,578 | - | 7,133,578 | |
| Others | (1,882,080) | - | (1,882,080) | (818,980) | - | (818,980) | |
| Profit before income tax | 9,662,454 | (2,413,969) | 12,076,423 | 10,914,386 | 47,457 | 10,866,929 | |
| Income tax | 2,179,178 | - | 2,179,178 | 1,468,307 | - | 1,468,307 | |
| Profit/(Loss) from continuing operations | 11,841,632 | (2,413,969) | 14,255,601 | 12,382,693 | 47,457 | 12,335,236 | |
| Profit/(Loss) from discontinued operations | 9,365,284 | 9,365,284 | - | (3,752,135) | (3,752,135) | - | |
| Net profit for the period | 21,206,916 | 6,951,315 | 14,255,601 | 8,630,558 | (3,704,678) | 12,335,236 | |
| Attributable to equity holders of Sonae | 20,006,121 | 6,951,315 | 13,054,806 | 8,379,992 | (3,955,244) | 12,335,236 | |
| Non-controlling interests | 1,200,796 | - | 1,200,796 | 250,566 | 250,566 | - | |
| "Underlying" EBITDA (b) | 56,906,699 | 51,270,188 | |||||
| Direct EBITDA (a) | 69,866,873 | 63,811,543 | |||||
| Direct EBIT (c) | 20,005,340 | 18,178,844 |
for noncurrent assets (including Goodwill) and; (iv) provision for assets at risk. Additionally and with regard to the portfolio of Sonae, it includes: (i) impairment of real estate assets for retail, (ii) decrease in goodwill, (iii) provisions (net of tax) for possible future liabilities and impairments related with non-core financial investments, businesses, discontinued assets (or be discontinued/ repositioned);(iv) valuation results based on the methodology "mark-to-market" of other current investments that will be sold or traded in the near future and (v) other irrelevant issues.
The accompanying consolidated financial statements were approved by the Board of Directors on 16 May 2018.
Group companies included in the consolidated financial statements, their head offices and percentage of share capital held by Sonae as at 31 March 2018 and 31 December 2017 are as follows:
| Percentage of capital held | ||||||
|---|---|---|---|---|---|---|
| 31 Mar 2018 | 31 Dec 2017 | |||||
| COMPANY | Head Office | Direct* | Total* | Direct* | Total* | |
| Sonae - SGPS, S.A. | Maia | HOLDING | HOLDING | HOLDING | HOLDING | |
| Sonae MC | ||||||
| BB Food Service, SA | a) | Maia (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% |
| Bom Momento - Restauração, SA | a) | Maia (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% |
| Brio – Produtos de Agricultura Biológica, SA | a) | Matosinhos (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% |
| Continente Hipermercados, SA | a) | Lisbon (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% |
| Elergone Energias, Lda | a) | Matosinhos (Portugal) | 75.00% | 75.00% | 75.00% | 75.00% |
| Farmácia Selecção, SA | a) | Matosinhos (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% |
| Go Well – Promoção de Eventos, Caterings e Consultoria, SA |
a) | Lisbon (Portugal) | 51.00% | 51.00% | 51.00% | 51.00% |
| MCCARE – Serviços de Saúde, SA | a) | Matosinhos (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% |
| Make Notes Design, Lda | a) | Maia (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% |
| Marcas MC, zRT | a) | Budapest (Hungary) | 100.00% | 100.00% | 100.00% | 100.00% |
| Modelo Continente Hipermercados, SA | a) | Matosinhos (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% |
| Pharmaconcept – Actividades em Saúde, SA | a) | Matosinhos (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% |
| Pharmacontinente - Saúde e Higiene, SA | a) | Matosinhos (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% |
| SK – Skin Health Cosmetics, S.A. | a) | Matosinhos (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
|---|---|---|---|---|---|---|---|
| Worten | |||||||
| HighDome PCC Limited (Cell Europe) | a) | La Valletta (Malta) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Infofield – Informática, SA | a) | Maia (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Worten Canarias, SL | a) | Tenerife (Spain) | 60.00% | 60.00% | 60.00% | 60.00% | |
| Worten - Equipamento para o Lar, SA | a) | Matosinhos (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Worten España Distribución, S.L. | a) | Madrid (Spain) | 100.00% | 100.00% | 100.00% | 100.00% | |
| 1) | Wrt Business – Distribuição de eletrodomésticos, eletrónica e informática, S.A., |
a) | Matosinhos (Portugal) | 100.00% | 100.00% | - | - |
| Sports and Fashion | |||||||
| Bright Brands SportsGoods, SA | a) | Matosinhos (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Comercial Losan Polonia SP Z.O.O | a) | Warsaw (Poland) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Comercial Losan, S.L.U. | a) | Zaragoza (Spain) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Fashion Division, SA | a) | Maia (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Fashion Division Canarias, SL | a) | Tenerife (Spain) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Irmãos Vila Nova, SA | b) | Vila Nova de Famalicão (Portugal) |
100.00% | 50.00% | 100.00% | 50.00% | |
| Irmãos Vila Nova III - Imobiliária, SA | b) | Vila Nova de Famalicão (Portugal) |
100.00% | 50.00% | 100.00% | 50.00% | |
| IVN – Serviços Partilhados, SA | b) | Vila Nova de Famalicão (Portugal) |
50.00% | 50.00% | 50.00% | 50.00% | |
| IVN Asia Limited | b) | Hong Kong (China) | 100.00% | 50.00% | 100.00% | 50.00% | |
| Losan Colombia, S.A.S | a) | Bogota (Colombia) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Losan Overseas Textile, S.L. | a) | Zaragoza (Spain) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Losan Rusia | a) | Moscow (Russia) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Losan Tekstil Urunleri V e Dis Ticaret, L.S. | a) | Istanbul (Turkey) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Modalfa - Comércio e Serviços, SA | a) | Maia (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
| 1) | Modalfa Canarias, SL | a) | Tenerife (Spain) | 60.00% | 30.00% | - | - |
| Modalloop - Vestuário e Calçado, SA | a) | Matosinhos (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Salsa Canarias, SL | b) | Tenerife (Spain) | 60.00% | 30.00% | 60.00% | 30.00% | |
| Salsa DE Gmbh | b) | Dusseldorf (Germany) | 100.00% | 50.00% | 100.00% | 50.00% | |
| Salsa Distribution USA LLC | b) | New York (USA) | 100.00% | 50.00% | 100.00% | 50.00% | |
| Salsa France, S.A.R.L. | b) | Paris (France) | 99.99% | 50.00% | 99.99% | 50.00% | |
| Salsa Luxembourg, Sàrl | b) | Luxembourg | 100.00% | 50.00% | 100.00% | 50.00% | |
| 2) | SDSR – Sports Division SR, SA | a) | Matosinhos (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% |
66
| SLS Salsa – Comércio e Difusão de Vestuário, S.A. | b) | Vila Nova de Famalicão (Portugal) |
100.00% | 50.00% | 100.00% | 50.00% | |
|---|---|---|---|---|---|---|---|
| SLS Salsa España – Comercio y Difusión de Vestuario, S.A.U. |
b) | Pontevedra (Spain) | 100.00% | 50.00% | 100.00% | 50.00% | |
| 2) | Sport Zone Canarias, SL | a) | Tenerife (Spain) | 60.00% | 60.00% | 60.00% | 60.00% |
| 2) | Sport Zone España - Comércio de Articulos de Deporte, SA |
a) | Madrid (Spain) | 100.00% | 100.00% | 100.00% | 100.00% |
| Sport Zone spor malz.per.satis ith.ve tic.ltd.sti | a) | Istanbul (Turkey) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Têxtil do Marco, SA | a) | Marco de Canaveses (Portugal) |
92.76% | 92.76% | 92.76% | 92.76% | |
| Usebti Textile México S.A. de C.V. | a) | Mexico City (Mexico) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Zippy - Comércio e Distribuição, SA | a) | Matosinhos (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Zippy - Comércio Y Distribución, SA | a) | Madrid (Spain) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Zippy cocuk malz.dag.ith.ve tic.ltd.sti | a) | Istanbul (Turkey) | 100.00% | 100.00% | 100.00% | 100.00% | |
| ZYEvolution-Invest.Desenv., SA | a) | Matosinhos (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Sonae RP | |||||||
| Arat Inmuebles, SA | a) | Madrid (Spain) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Asprela Sociedade Imobiliária, SA | a) | Maia (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Azulino Imobiliária, SA | a) | Maia (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Bertimóvel - Sociedade Imobiliária, SA | a) | Matosinhos (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Canasta - Empreendimentos Imobiliários, SA | a) | Maia (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Chão Verde - Sociedade de Gestão Imobiliária, SA | a) | Maia (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Citorres - Sociedade Imobiliária, SA | a) | Maia (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Contimobe - Imobiliária de Castelo de Paiva, SA | a) | Castelo de Paiva (Portugal) |
100.00% | 100.00% | 100.00% | 100.00% | |
| Cumulativa - Sociedade Imobiliária, SA | a) | Maia (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Fozimo - Sociedade Imobiliária, SA | a) | Maia (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Fundo de Investimento Imobiliário Fechado Imosede | a) | Maia (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Fundo de Investimento Imobiliário Imosonae Dois | a) | Maia (Portugal) | 98.00% | 98.00% | 98.00% | 98.00% | |
| Igimo – Sociedade Imobiliária, SA | a) | Maia (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Iginha – Sociedade Imobiliária, SA | a) | Matosinhos (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Imoestrutura – Sociedade Imobiliária, SA | a) | Maia (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Imomuro – Sociedade Imobiliária, SA | a) | Matosinhos (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Imoresultado – Sociedade Imobiliária, SA | a) | Maia (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Imosistema – Sociedade Imobiliária, SA | a) | Maia (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
| MJLF - Empreendimentos Imobiliários, SA | a) | Maia (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Modelo Hiper Imobiliária, SA | a) | Maia (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% |
|---|---|---|---|---|---|---|
| Ponto de Chegada – Sociedade Imobiliária, SA | a) | Maia (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% |
| Predicomercial - Promoção Imobiliária, SA | a) | Maia (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% |
| Predilugar- Promoção Imobiliária, SA | a) | Maia (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% |
| Selifa - Empreendimentos Imobiliários de Fafe, SA | a) | Maia (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% |
| Sempre à Mão - Sociedade Imobiliária, SA | a) | Matosinhos (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% |
| Sesagest - Proj.Gestão Imobiliária, SA | a) | Porto (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% |
| Socijofra - Sociedade Imobiliária, SA | a) | Gondomar (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% |
| Sociloures - Sociedade Imobiliária, SA | a) | Matosinhos (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% |
| Sonaerp - Retail Properties, SA | a) | Porto (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% |
| Sondis Imobiliária, SA | a) | Maia (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% |
| Valor N, SA | a) | Matosinhos (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% |
| Maxmat | ||||||
| Modelo - Distribuição de Materiais de Construção, SA | b) | Maia (Portugal) | 50.00% | 50.00% | 50.00% | 50.00% |
| Sonae IM | ||||||
| Bright Development Studio, SA | a) | Lisbon (Portugal) | 100.00% | 89.97% | 100.00% | 89.97% |
| Bright Ventures Capital SCR | a) | Lisbon (Portugal) | 100.00% | 89.97% | 100.00% | 89.97% |
| Bright Vector I – Fundo Capital de Risco | a) | Lisbon (Portugal) | 50.13% | 45.10% | 50.13% | 45.10% |
| Cape Tecnologies Limited | a) | Dublin (Ireland) | 100.00% | 89.97% | 100.00% | 89.97% |
| Digitmarket - Sistemas de Informação, SA | a) | Maia (Portugal) | 75.10% | 67.56% | 75.10% | 67.56% |
| Inovretail, SA | a) | Maia (Portugal) | 100.00% | 89.97% | 100.00% | 89.97% |
| Praesidium Services Limited | a) | Berkshire (U.K.) | 100.00% | 89.97% | 100.00% | 89.97% |
| S21 Sec Brasil, Ltda | a) | São Paulo (Brazil) | 99.99% | 89.96% | 99.99% | 89.96% |
| S21 Sec Gestion, SA | a) | Navarra (Spain) | 100.00% | 89.97% | 100.00% | 89.97% |
| S21 Sec Information Security Labs, S.L. | a) | Navarra (Spain)) | 100.00% | 89.97% | 100.00% | 89.97% |
| S21 Sec SA de CV | a) | Mexico City (Mexico) | 100.00% | 89.97% | 100.00% | 89.97% |
| S21SEC Portugal – Cybersecurity and Intelligence Services, SA |
a) | Maia (Portugal) | 100.00% | 89.97% | 100.00% | 89.97% |
| Saphety – Transacciones Electronicas SAS | a) | Bogota (Colombia) | 100.00% | 78.27% | 100.00% | 78.27% |
| Saphety Brasil Transações Electrônicas Lda | a) | São Paulo (Brazil) | 100.00% | 78.27% | 100.00% | 78.27% |
| Saphety Level - Trusted Services, SA | a) | Maia (Portugal) | 86.99% | 78.27% | 86.99% | 78.27% |
| Sonaecom-Cyber Security and Int., SGPS, SA | a) | Maia (Portugal) | 100.00% | 89.97% | 100.00% | 89.97% |
| Sonaecom - Serviços Partilhados, SA | a) | Maia (Portugal) | 100.00% | 89.97% | 100.00% | 89.97% |
| Sonaecom - Sistemas de Información España, SL | a) | Madrid (Spain) | 100.00% | 89.97% | 100.00% | 89.97% |
| Sonaecom, SGPS, SA | a) | Maia (Portugal) | 90.15% | 89.97% | 90.15% | 89.97% |
|---|---|---|---|---|---|---|
| Sonae Investment Management - Software and Technology, SGPS, SA |
a) | Maia (Portugal) | 100.00% | 89.97% | 100.00% | 89.97% |
| Tecnológica Telecomunicações, Ltda | a) | Rio de Janeiro (Brazil) | 99.99% | 89.87% | 99.99% | 89.87% |
| We Do Brasil Soluções Informáticas, Ltda | a) | Rio de Janeiro (Brazil) | 99.91% | 89.88% | 99.91% | 89.88% |
| We Do Consulting - Sistemas de Informação, SA | a) | Maia (Portugal) | 100.00% | 89.97% | 100.00% | 89.97% |
| We Do Technologies (UK) Limited | a) | Berkshire (U.K.) | 100.00% | 89.97% | 100.00% | 89.97% |
| We Do Tecnologies Americas, Inc. | a) | Delaware (USA) |
100.00% | 89.97% | 100.00% | 89.97% |
| We Do Technologies Australia PTY Limited | a) | Sydney (Australia) | 100.00% | 89.97% | 100.00% | 89.97% |
| We Do Technologies Egypt Limited Liability Company | a) | Cairo (Egypt) | 100.00% | 89.97% | 100.00% | 89.97% |
| We Do Technologies Mexico S. de RL | a) | Mexico City (Mexico) | 100.00% | 89.97% | 100.00% | 89.97% |
| We Do Tecnologies BV | a) | Amsterdam (Netherlands) |
100.00% | 89.97% | 100.00% | 89.97% |
| Sonae FS | ||||||
| SFS – Serviços de Gestão e Marketing, SA | a) | Maia (Portugal | 100.00% | 100.00% | 100.00% | 100.00% |
| Sonae Financial Services, S.A. | a) | Maia (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% |
| Others | ||||||
| Libra Serviços, Lda | a) | Funchal (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% |
| Modelo Continente International Trade, SA | a) | Madrid (Espanha) | 100.00% | 100.00% | 100.00% | 100.00% |
| PCJ-Público, Comunicação e Jornalismo, SA | a) | Maia (Portugal) | 100.00% | 89.97% | 100.00% | 89.97% |
| Público - Comunicação Social, SA | a) | Porto (Portugal) | 100.00% | 89.97% | 100.00% | 89.97% |
| SCBRASIL Participações, Ltda | a) | São Paulo (Brazil) | 100.00% | 100.00% | 100.00% | 100.00% |
| SIAL Participações, Ltda | a) | São Paulo (Brazil) | 100.00% | 100.00% | 100.00% | 100.00% |
| Soflorin, BV | a) | Amsterdam (Netherlands) |
100.00% | 100.00% | 100.00% | 100.00% |
| Sonae Center Serviços II, SA | a) | Maia (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% |
| Sonae Investimentos, SGPS, SA | a) | Matosinhos (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% |
| Sonae Investments, BV | a) | Amsterdam (Netherlands) |
100.00% | 100.00% | 100.00% | 100.00% |
| Sonae RE, SA | a) | Luxembourg | 99.92% | 99.92% | 99.92% | 99.92% |
| Sonaecenter Serviços, SA | a) | Maia (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% |
| Sontel, BV | a) | Amsterdam (Netherlands) |
100.00% | 100.00% | 100.00% | 100.00% |
| Sonae MC – Modelo Continente SGPS, SA | a) | Matosinhos (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% |
| Sonae MC S2 Africa Limited | a) | La Valletta (Malta) | 100.00% | 100.00% | 100.00% | 100.00% |
| Sonae SR Malta Holding Limited | a) | La Valletta (Malta) | 100.00% | 100.00% | 100.00% | 100.00% |
|---|---|---|---|---|---|---|
| SONAESR – Serviços e Logística, SA | a) | Matosinhos (Portugal) | 100.00% | 100.00% | 100.00% | 100.00% |
| Sonaegest - Soc.Gest.Fundos Investimentos, SA | a) | Maia (Portugal) | 100.00% | 90.00% | 100.00% | 90.00% |
| Sonvecap, BV | a) | Amsterdam (Netherlands) |
100.00% | 100.00% | 100.00% | 100.00% |
| Tlantic, BV | a) | Amsterdam (Netherlands) |
70.71% | 70.71% | 70.71% | 70.71% |
| Tlantic Portugal - Sistemas de Informação, SA | a) | Maia (Portugal) | 100.00% | 70.71% | 100.00% | 70.71% |
| Tlantic Sistemas de Informação, Ltda | a) | Porto Alegre (Brazil) | 100.00% | 70.71% | 100.00% | 70.71% |
*the percentage of capital held "Total" is the total percentage of interest held by the parent company's shareholders; the percentage of capital held "Direct" corresponds to the percentage that subsidiary(s) which hold(s) a participation, hold(s) this participation directly in the share capital of that company.
a) Controlo Control held by majority of voting rights which gives power of relevant activities;
These entities are consolidated using the full consolidation method.
Joint ventures and associates, their head offices and percentage of share capital held by Sonae as at 31 March 2018 and 31 December 2017 are as follows:
| Percentage of capital held | |||||
|---|---|---|---|---|---|
| 31 Mar 2018 | 31 Dec 2017 | ||||
| COMPANY | Head Office | Direct* | Total* | Direct* | Total* |
| Sonae MC | |||||
| Sohi Meat Solutions- Distribuição de Carnes, SA | Santarém (Portugal) | 50.00% | 50.00% | 50.00% | 50.00% |
| 3shoppings - Holding, SGPS, SA | Maia (Portugal) | 20.00% | 10.00% | 20.00% | 10.00% |
|---|---|---|---|---|---|
| 8ª Avenida Centro Comercial, SA | Maia (Portugal) | 100.00% | 11.25% | 100.00% | 11.25% |
| Aegean Park Constructions Real Estate and Development, SA | Atenas (Grécia) | 100.00% | 25.00% | 100.00% | 25.00% |
| ALBCC – Albufeirashopping – Centro Comercial, SA | Maia (Portugal) | 100.00% | 11.25% | 100.00% | 11.25% |
| ALBRP Albufeira Retail Park, Lda | Maia (Portugal) | 100.00% | 5.00% | 100.00% | 5.00% |
| Albufeira RP (Luxembourg) 1, Sarl | Luxembourg | 100.00% | 5.00% | 100.00% | 5.00% |
| Albufeira RP (Luxembourg) 2, Sarl | Luxembourg | 100.00% | 5.00% | 100.00% | 5.00% |
| ALEXA Asset GmbH & Co, KG | Dusseldorf (Germany) | 9.00% | 4.50% | 9.00% | 4.50% |
| ALEXA Holding GmbH | Dusseldorf (Germany) | 100.00% | 50.00% | 100.00% | 50.00% |
| ALEXA Shopping Centre GmbH | Dusseldorf (Germany) | 100.00% | 50.00% | 100.00% | 50.00% |
| Algarveshopping - Centro Comercial, SA | Maia (Portugal) | 100.00% | 5.00% | 100.00% | 5.00% |
| Area Sur Shopping, S.L | Madrid (Spain) | 15.00% | 7.50% | 15.00% | 7.50% |
| ARP Alverca Retail Park, SA | Maia (Portugal) | 100.00% | 50.00% | 100.00% | 50.00% |
| Arrábidashopping - Centro Comercial, SA | Maia (Portugal) | 100.00% | 12.53% | 100.00% | 12.53% |
| Axnae Spain Holdings, S.L. | Madrid (Spain) | 100.00% | 50.00% | 100.00% | 50.00% |
| Candotal Spain S,L,U, | Madrid (Spain) | 100.00% | 5.00% | 100.00% | 5.00% |
| Cascaishopping - Centro Comercial, SA | Maia (Portugal) | 100.00% | 28.62% | 100.00% | 28.62% |
| CCCB Caldas da Rainha - Centro Comercial, SA | Maia (Portugal) | 100.00% | 50.00% | 100.00% | 50.00% |
| Centro Colombo - Centro Comercial, SA | Maia (Portugal) | 100.00% | 12.53% | 100.00% | 12.53% |
| Centro Vasco da Gama - Centro Comercial, SA | Maia (Portugal) | 100.00% | 12.53% | 50.00% | 12.53% |
| Coimbrashopping - Centro Comercial, SA | Maia (Portugal) | 100.00% | 25.05% | 100.00% | 25.05% |
| DOC Malaga Holdings S.L. | Madrid (Spain) | 50.00% | 12.53% | 50.00% | 12.53% |
| DOC Malaga SITECO S.L.U. | Madrid (Spain) | 100.00% | 12.53% | 100.00% | 12.53% |
| Dos Mares - Shopping Centre, BV | Amsterdam (Netherlands) |
100.00% | 25.05% | 100.00% | 25.05% |
| Dos Mares - Shopping Centre, SA | Madrid (Spain) | 100.00% | 25.05% | 100.00% | 25.05% |
| Estação Viana - Centro Comercial, SA | Viana do Castelo (Portugal) |
100.00% | 5.00% | 100.00% | 5.00% |
| Freccia Rossa - Shopping Centre, Srl | Milan (Italy) | 50.00% | 25.00% | 50.00% | 25.00% |
| Fundo de Investimento Imobiliário Parque Dom Pedro Shopping Center |
Rio de Janeiro (Brazil) | 50.00% | 10.34% | 50.00% | 10.34% |
| Fundo de Investimento Imobiliário Shopping Parque Dom Pedro |
Rio de Janeiro (Brazil) | 87.61% | 15.78% | 87.61% | 15.78% |
| Gaiashopping I - Centro Comercial, SA | Maia (Portugal) | 100.00% | 12.53% | 100.00% | 12.53% |
|---|---|---|---|---|---|
| Gaiashopping II - Centro Comercial, SA | Maia (Portugal) | 100.00% | 12.53% | 100.00% | 12.53% |
| Gli Orsi Shopping Centre 1, Srl | Milan (Italy) | 100.00% | 50.00% | 100.00% | 50.00% |
| Guimarãeshopping - Centro Comercial, SA | Maia (Portugal) | 100.00% | 10.00% | 100.00% | 10.00% |
| Harvey Dos Iberica, SL | Madrid (Spain) | 50.00% | 12.53% | 50.00% | 12.53% |
| Haciarriba – Projetos, negócios e Promoções, SA | Maia (Portugal) | 100.00% | 1.88% | 100.00% | 1.88% |
| Iberian Assets, SA | Madrid (Spain) | 50.00% | 12.53% | 50.00% | 12.53% |
| Iberia Shopping Centre Venture Cooperatief UA | Amsterdam (Netherlands) |
10.00% | 5.00% | 10.00% | 5.00% |
| Iberian Holdings Spain, S.L. | Madrid (Spain) | 100.00% | 50.00% | 100.00% | 50.00% |
| Imoconti – Sociedade Imobiliária, SA | Maia (Portugal) | 100.00% | 5.00% | 100.00% | 5.00% |
| Ioannina Development of Shopping Centres, SA | Athens (Greece) | 100.00% | 50.00% | 100.00% | 50.00% |
| Land Retail, BV | Amsterdam (Netherlands) |
100.00% | 32.19% | 100.00% | 32.19% |
| Larissa Development of Shopping Centres, SA | Athens (Greece) | 100.00% | 25.00% | 100.00% | 25.00% |
| LCC – Leiriashopping – Centro Comercial, SA | Maia (Portugal) | 100.00% | 11.25% | 100.00% | 11.25% |
| Le Terrazze – Shopping Centre 1, Srl | Milan (Italy) | 10.00% | 5.00% | 10.00% | 5.00% |
| Loop5 Shopping Centre GmbH & Co KG | Dusseldorf (Germany) | 9.00% | 4.50% | 9.00% | 4.50% |
| Loureshopping – Centro Comercial, SA | Maia (Portugal) | 50.00% | 5.63% | 50.00% | 5.63% |
| Luz del Tajo, BV | Amsterdam (Netherlands) |
100.00% | 25.05% | 100.00% | 25.05% |
| Luz del Tajo - Centro Comercial, SA | Madrid (Spain) | 100.00% | 5.00% | 100.00% | 5.00% |
| Madeirashopping - Centro Comercial, SA | Funchal (Portugal) | 50.00% | 12.53% | 50.00% | 12.53% |
| Maiashopping - Centro Comercial, SA | Maia (Portugal) | 100.00% | 10.00% | 100.00% | 10.00% |
| Microcom Doi, Srl | Bucharest (Romania) | 100.00% | 50.00% | 100.00% | 50.00% |
| Norte Shopping Retail and Leisure Centre, BV | Amsterdam (Netherlands) |
50.00% | 12.53% | 50.00% | 12.53% |
| Norteshopping - Centro Comercial, SA | Maia (Portugal) | 100.00% | 12.53% | 100.00% | 12.53% |
| Olimpo Asset 1, S.A. | Maia (Portugal) | 100.00% | 1.88% | 100.00% | 1.88% |
| Olimpo Asset 2, S.A. | Maia (Portugal) | 100.00% | 1.88% | 100.00% | 1.88% |
| Olimpo Real Estate Socimi, SA | Madrid (Espanha) | 3.75% | 1.88% | 3.75% | 1.88% |
| Pantheon Plaza BV | Amsterdam (Netherlands) |
50.00% | 25.00% | 50.00% | 25.00% |
| Paracentro - Gestão de Galerias Comerciais, SA | Maia (Portugal) | 100.00% | 50.00% | 100.00% | 50.00% |
| Park Avenue Developement of Shopping Centers, SA | Athens (Greece) | 50.00% | 25.00% | 50.00% | 25.00% |
|---|---|---|---|---|---|
| Parklake Shopping, SA | Bucharest (Romania) | 50.00% | 25.00% | 50.00% | 25.00% |
| Parque Atlântico Shopping - Centro Comercial SA | Ponta Delgada (Portugal) | 50.00% | 12.53% | 50.00% | 12.53% |
| Parque D. Pedro 1, BV Sarl | Luxembourg | 100.00% | 25.00% | 100.00% | 25.00% |
| Parque de Famalicão - Empreendimentos Imobiliários, SA | Maia (Portugal) | 100.00% | 50.00% | 100.00% | 50.00% |
| Pátio Boavista Shopping, Ltda | São Paulo (Brazil) | 100.00% | 16.66% | 100.00% | 16.66% |
| Pátio Goiânia Shopping, Ltda | São Paulo (Brazil) | 100.00% | 16.66% | 100.00% | 16.66% |
| Pátio Londrina Empreendimentos e Participações, Ltda | São Paulo (Brazil) | 100.00% | 16.66% | 100.00% | 16.66% |
| Pátio São Bernardo Shopping Ltda | São Paulo (Brazil) | 100.00% | 16.66% | 100.00% | 16.66% |
| Pátio Sertório Shopping, Ltda | Manaus (Brazil) | 100.00% | 16.66% | 100.00% | 16.66% |
| Pátio Uberlândia Shopping, Ltda | São Paulo (Brazil) | 100.00% | 16.66% | 100.00% | 16.66% |
| Plaza Eboli - Centro Comercial, SA | Madrid (Spain) | 100.00% | 50.00% | 100.00% | 50.00% |
| Plaza Mayor Parque de Ócio, BV | Amsterdam (Netherlands) |
100.00% | 25.05% | 100.00% | 25.05% |
| Plaza Mayor Parque de Ócio, SA | Madrid (Espanha) | 100.00% | 25.05% | 100.00% | 25.05% |
| Plaza Mayor Shopping, BV | Amesterdão (Holanda) | 100.00% | 25.05% | 100.00% | 25.05% |
| Plaza Mayor Shopping, SA | Madrid (Spain) | 100.00% | 25.05% | 100.00% | 25.05% |
| Plenerg Srl | Bucharest (Romania) | 50.00% | 25.00% | 50.00% | 25.00% |
| PORTCC – Portimãoshopping – Centro Comercial, SA | Maia (Portugal) | 100.00% | 11.25% | 100.00% | 11.25% |
| Portitail – Investimentos Imobiliários, S.A | Maia (Portugal) | 100.00% | 1.88% | 100.00% | 1.88% |
| Project Guia, SA | Maia (Portugal) | 100.00% | 5.00% | 100.00% | 5.00% |
| Project Sierra 10 BV | Amsterdam (Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
| Project Sierra 11 BV | Amsterdam (Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
| Project Sierra 12 BV | Amsterdam (Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
| Project Sierra 2, BV | Amsterdam (Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
| Project Sierra 8, BV | Amsterdam (Netherlands) |
100.00% | 5.00% | 100.00% | 5.00% |
| Project Sierra Cúcuta, BV | Amsterdam (Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
| Project Sierra Four, SA | Bucharest (Romania) | 100.00% | 50.00% | 100.00% | 50.00% |
| Project Sierra Germany 4 (four), Shopping Centre, GmbH | Dusseldorf (Germany) | 100.00% | 50.00% | 100.00% | 50.00% |
| Project Sierra Spain 1, BV | Amsterdam (Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
|---|---|---|---|---|---|
| Project Sierra Spain 2 - Centro Comercial, SA | Madrid (Spain) | 100.00% | 50.00% | 100.00% | 50.00% |
| Proyecto Cúcuta S.A.S | Santiago de Cali (Colombia) |
50.00% | 25.00% | 50.00% | 25.00% |
| Rio Sul – Centro Comercial, SA | Lisbon (Portugal) | 50.00% | 5.63% | 50.00% | 5.63% |
| River Plaza BV | Amsterdam (Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
| River Plaza Mall, Srl | Bucharest (Romania) | 100.00% | 50.00% | 100.00% | 50.00% |
| SC Aegean, BV | Amsterdam (Netherlands) |
50.00% | 25.00% | 50.00% | 25.00% |
| Serra Shopping – Centro Comercial, SA | Lisbon (Portugal) | 50.00% | 5.63% | 50.00% | 5.63% |
| Shopping Centre Colombo Holding, BV | Amsterdam (Netherlands) |
50.00% | 12.53% | 50.00% | 12.53% |
| Shopping Centre Parque Principado, BV | Amsterdam (Netherlands) |
100.00% | 25.05% | 100.00% | 25.05% |
| Sierra Asia Limited | Hong Kong | 100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Berlin Holding BV | Amsterdam (Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Brazil 1, BV | Amsterdam (Netherlands)) |
100.00% | 25.00% | 100.00% | 25.00% |
| Sierra Central, S.A.S. | Santiago de Cali (Colômbia) |
50.00% | 25.00% | 50.00% | 25.00% |
| Sierra Cevital Shopping Center, Spa | Algeria | 49.00 % | 24.50% | 49.00 % | 24.50% |
| Sierra Core Assets Holdings, BV | Amsterdam (Netherlands) |
50.00% | 25.05% | 50.00% | 25.05% |
| Sierra Developments Holding, BV | Amsterdam (Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Developments, SGPS, SA | Maia (Portugal) | 100.00% | 50.00% | 100.00% | 50.00% |
| Sierra European Retail Real Estate Assets Holdings, BV | Amsterdam (Netherlands) |
50.10% | 25.05% | 50.10% | 25.05% |
| Sierra Germany GmbH | Dusseldorf (Germany) | 100.00% | 50.00% | 100.00% | 50.00% |
| Sierra GP, Limited | Guernesey (U.K.) | 100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Greece, SA | Athens (Greece) | 100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Investimentos Brasil Ltda | São Paulo (Brazil) | 100.00% | 16.66% | 100.00% | 16.66% |
| Sierra Investments (Holland) 1, BV | Amsterdam (Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Investments (Holland) 2, BV | Amsterdam (Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Investments Holding, BV | Amsterdam (Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
|---|---|---|---|---|---|
| Sierra Investments SGPS, SA | Maia (Portugal) | 100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Italy, Srl | Milan (Italy) | 100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Management, SGPS, SA | Maia (Portugal) | 100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Maroc, SARL | Casablanca (Morocco) | 100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Maroc Services, SARL | Casablanca (Morocco) | 100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Parma Project BV | Amsterdam (Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Portugal, SA | Lisbon (Portugal) | 100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Project Nürnberg BV | Amsterdam (Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Real Estate Greece BV | Amsterdam (Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Retail Ventures BV | Amsterdam (Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Romania Shopping Centers Services, SRL | Bucareste (Roménia) | 100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Services Holland BV | Amsterdam (Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Solingen Holding GmbH | Dusseldorf (Germany) | 100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Spain Malaga Holdings, S.L. | Madrid (Spain) | 100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Spain – Shopping Centers Services, SA | Madrid (Spain) | 100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Turkey Gayrimenkul Yönetim Pazarlama ve Danışmanlık Anonim Şirket |
Istanbul (Turkey) | 100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Zenata Project B.V. | Amsterdam (Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
| Solingen Shopping Center GmbH | Dusseldorf (Germany) | 50.00% | 25.00% | 50.00% | 25.00% |
| Sonae Sierra Brasil, SA | São Paulo (Brazil) | 66.65% | 16.66% | 66.65% | 16.66% |
| Sonae Sierra Brazil, BV Sarl | Luxembourg | 50.00% | 25.00% | 50.00% | 25.00% |
| Sonae Sierra, SGPS, SA | Maia (Portugal) | 50.00% | 50.00% | 50.00% | 50.00% |
| SPF - Sierra Portugal | Luxembourg | 100.00% | 50.00% | 100.00% | 50.00% |
| SPF - Sierra Portugal Real Estate, Sarl | Luxembourg | 22.50% | 11.25% | 22.50% | 11.25% |
| Unishopping Consultoria Imobiliária, Ltda | São Paulo (Brazil) | 100.00% | 16.66% | 100.00% | 16.66% |
| VdG Holding BV | Amsterdam (Netherlands) |
100.00% | 12.53% | 100.00% | 12.53% |
| Via Catarina - Centro Comercial, SA | Maia (Portugal) | 50.00% | 12.53% | 50.00% | 12.53% |
| Weiterstadt Shopping BV | Amsterdam (Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
|---|---|---|---|---|---|
| Zenata Commercial Project, SA | Mohammedia (Morocco) | 11.00% | 5.5% | 11.00% | 5.5% |
| ZOPT (NOS) | |||||
| Big Picture 2 Films, SA | Oeiras (Portugal) | 20.00% | 4.69% | 20.00% | 4.69% |
| Big Picture Films, SL | Madrid (Spain) | 100.00% | 4.69% | 100.00% | 4.69% |
| Canal 20 TV, SA | Madrid (Spain) | 50.00% | 11.73% | 50.00% | 11.73% |
| Dreamia Holding BV | Amsterdam (Netherlands) |
50.00% | 11.73% | 50.00% | 11.73% |
| Dreamia Serviços de Televisão, SA | Lisbon (Portugal) | 100.00% | 11.73% | 100.00% | 11.73% |
| Empracine – Empresa Promotora de Atividades Cinematográficas, Lda |
Lisbon (Portugal) | 100.00% | 23.46% | 100.00% | 23.46% |
| FINSTAR – Sociedade de Investimentos e Participações, SA | Luanda (Angola) | 30.00% | 7.04% | 30.00% | 7.04% |
| Lusomundo – Sociedade de investimentos imobiliários, SGPS, SA |
Lisbon (Portugal) | 99.87% | 23.43% | 99.87% | 23.43% |
| Lusomundo Imobiliária 2, SA | Lisbon (Portugal) | 99.87% | 23.43% | 99.87% | 23.43% |
| Lusomundo Moçambique, Lda | Maputo (Mozambique) | 100.00% | 23.46% | 100.00% | 23.46% |
| MSTAR, SA | Maputo (Mozambique) | 30.00% | 7.04% | 30.00% | 7.04% |
| NOS Açores Comunicações, SA | Ponta Delgada (Portugal) | 83.82% | 19.66% | 83.82% | 19.66% |
| NOS Communications Sàrl | Luxembourg | 100.00% | 23.46% | 100.00% | 23.46% |
| NOS Comunicações, SA | Lisbon (Portugal) | 100.00% | 23.46% | 100.00% | 23.46% |
| NOS Inovação, SA | Matosinhos (Portugal) | 100.00% | 23.46% | 100.00% | 23.46% |
| NOS Internacional SGPS, SA | Lisbon (Portugal) | 100.00% | 23.46% | 100.00% | 23.46% |
| NOS Lusomundo Audiovisuais, SA | Lisbon (Portugal) | 100.00% | 23.46% | 100.00% | 23.46% |
| NOS Lusomundo Cinemas, SA | Lisbon (Portugal) | 100.00% | 23.46% | 100.00% | 23.46% |
| NOS Lusomundo TV, Lda | Lisbon (Portugal) | 100.00% | 23.46% | 100.00% | 23.46% |
| NOS Madeira Comunicações, SA | Funchal (Portugal) | 77.95% | 18.29% | 77.95% | 18.29% |
| NOS SGPS, SA | Lisbon (Portugal) | 52.15% | 23.46% | 52.15% | 23.46% |
| NOS Sistemas España, SL | Madrid (Spain) | 100.00% | 23.46% | 100.00% | 23.46% |
| NOS Sistemas, SA | Maia (Portugal) | 100.00% | 23.46% | 100.00% | 23.46% |
| NOSPUB – Publicidade e Conteúdos, SA | Lisbon (Portugal) | 100.00% | 23.46% | 100.00% | 23.46% |
| NOS Tecnology – Concepção Construção e Gestão de Redes de Comunicação, SA |
Matosinhos (Portugal) | 100.00% | 23.46% | 100.00% | 23.46% |
| NOS Towering – Gestão de Torres de Telecomunicações, SA | Maia (Portugal) | 100.00% | 23.46% | 100.00% | 23.46% |
| Per-Mar – Sociedade de Construções, SA | Maia (Portugal) | 100.00% | 23.46% | 100.00% | 23.46% | |
|---|---|---|---|---|---|---|
| Sontária – Empreendimentos Imobiliários, SA | Maia (Portugal) | 100.00% | 23.46% | 100.00% | 23.46% | |
| Sport TV Portugal, SA | Lisbon (Portugal) | 25.00% | 5.86% | 25.00% | 5.86% | |
| Teliz Holding, BV | Amstelveen (Netherlands) |
100.00% | 23.46% | 100.00% | 23.46% | |
| Upstar Comunicações, SA | Vendas Novas (Portugal) | 30.00% | 7.04% | 30.00% | 7.04% | |
| ZAP Cinemas, SA | Luanda (Angola) | 100.00% | 7.04% | 100.00% | 7.04% | |
| ZAP Media, SA | Luanda (Angola) | 100.00% | 7.04% | 100.00% | 7.04% | |
| ZAP Publishing, SA | Luanda (Angola) | 100.00% | 7.04% | 100.00% | 7.04% | |
| ZOPT, SGPS, SA | Porto (Portugal) | 50.00% | 44.99% | 50.00% | 44.99% | |
| Sonae IM | ||||||
| Intelligent Big Data, SL | Gipuzcoa (Spain) | 50.00% | 44.99% | 50.00% | 44.99% | |
| Sonae FS | ||||||
| Accive Insurance – Corretor de Seguros, SA | Porto (Portugal) | 70.00% | 35.00% | 70.00% | 35.00% | |
| Brokerslink Management AG | Zug (Switzerland) | 20.00% | 10.00% | 20.00% | 10.00% | |
| BUZZEE Insure, Lda | Porto (Portugal) | 100.00% | 50.00% | 100.00% | 50.00% | |
| Filhet Allard EspañaCorreduria de Seguros S.L. | Madrid (Spain) | 35.00% | 17.50% | 35.00% | 17.50% | |
| Flexben, Lda | Porto (Portugal) | 45.00% | 22.50% | 45.00% | 22.50% | |
| Herco Consultoria de Risco e Corretora de Seguros, Ltda | Santa Catarina (Brazil) | 100.00% | 50.00% | 100.00% | 50.00% | |
| Herco, Consultoria de Risco, SA | Maia (Portugal) | 100.00% | 50.00% | 100.00% | 50.00% | |
| HighDome PCC Limited | La Valletta (Malta) | 100.00% | 50.00% | 100.00% | 50.00% | |
| Iberosegur – Sociedade Ibérica de Mediação de Seguros, Lda | Porto (Portugal) | 60.00% | 30.00% | 60.00% | 30.00% | |
| Larim Corretora de Resseguros Ltda | Rio de Janeiro (Brazil) | 99.99% | 50.00% | 99.99% | 50.00% | |
| Lazam/mds Correctora Ltda | São Paulo (Brazil) | 100.00% | 50.00% | 100.00% | 50.00% | |
| MDS África, SGPS, SA | Porto (Portugal) | 50.00% | 25.00% | 50.00% | 25.00% | |
| MDS - Corretor de Seguros, SA | Porto (Portugal) | 100.00% | 50.00% | 100.00% | 50.00% | |
| MDS Auto - Mediação de Seguros, SA | Porto (Portugal) | 50.00% | 25.00% | 50.00% | 25.00% | |
| MDS Malta Holding Limited | La Valletta (Malta) | 100.00% | 50.00% | 100.00% | 50.00% | |
| MDS Partners Corretor de Seguros, SA | Porto (Portugal) | 100.00% | 50.00% | 100.00% | 50.00% | |
| MDS RE – Mediador de resseguros, SGPS, SA | Porto (Portugal) | 100.00% | 25.00% | 100.00% | 25.00% | |
| MDS, SGPS, SA | Maia (Portugal) | 50.00% | 50.00% | 50.00% | 50.00% | |
| 2) | Moneris Correctores de Seguros Limitada | Maputo (Mozambique) | 50.00% | 50.00% | - | - |
| Moneris Seguros - Mediação de Seguros, Lda | Oeiras (Portugal) | 60.00% | 30.00% | 60.00% | 30.00% |
| Unipress - Centro Gráfico, Lda | Vila Nova de Gaia (Portugal) |
50.00% | 44.99% | 50.00% | 44.99% |
|---|---|---|---|---|---|
| SIRS – Sociedade Independente de Radiodifusão Sonora, SA | Porto (Portugal) | 50.00% | 44.99% | 50.00% | 44.99% |
*the percentage of capital held "Total" is the total percentage of interest held by the parent company's shareholders; the percentage of capital held "Direct" corresponds to the percentage that subsidiary(s) which hold(s) a participation, hold(s) this participation directly in the share capital of that company.
| Percentage of capital held | ||||||
|---|---|---|---|---|---|---|
| 31 Mar 2018 | 31 Dec 2017 | |||||
| COMPANY | Head Office | Direct* | Total* | Direct* | Total* | |
| Sonae MC | ||||||
| Sempre a Postos – Produtos Alimentares e Utilidades, Lda | Lisbon (Portugal) |
25.00% | 25.00% | 25.00% | 25.00% | |
| Sonae S2 Africa Limited | La Valletta (Malta) |
30.00% | 30.00% | 30.00% | 30.00% | |
| S2 Mozambique, SA | Maputo (Mozambique) |
30.00% | 30.00% | 30.00% | 30.00% | |
| Ulabox, S.L. | Barcelona (Spain) |
41.89% | 41.89% | 41.89% | 41.89% | |
| Sonae IM | ||||||
| Armilar Venture Partners - Sociedade de Capital de Risco, SA |
Lisbon (Portugal) |
35.00% | 31.49% | 35.00% | 31.49% | |
| Fundo de Capital de Risco Armilar Venture Partners II | Lisbon (Portugal) |
50.74% | 45.65% | 50.74% | 45.65% | |
| Fundo de Capital de Risco Armilar Venture Partners III | Lisbon (Portugal) |
42.64% | 38.36% | 42.64% | 38.36% | |
| Fundo de Capital de Risco Espirito Santo Ventures Inovação e Internacionalização |
Lisbon (Portugal) |
37.54% | 33.77% | 37.54% | 33.77% | |
| MOVVO, SA | Porto (Portugal) |
25.58% | 25.58% | 25.58% | 25.58% | |
| Probe.ly | Lisbon (Portugal) |
22.88% | 20.58% | 22.88% | 20.58% | |
| Secucloud Network GmbH | Hamburgo (Germany) |
27.45% | 24.70% | 27.45% | 24.70% | |
| 1) | ISRG - Iberian Sports Retail Group, SL | Alicante (Spain) |
33.33% | 33.33% | - | - |
| Others | ||||||
| APOR – Agência para a Modernização do Porto, S.A. | Porto (Portugal) |
22.75% | 22.75% | 22.75% | 22.75% |
*the percentage of capital held "Total" is the total percentage of interest held by the parent company's shareholders; the percentage of capital held "Direct" corresponds to the percentage that subsidiary(s) which hold(s) a participation, hold(s) this participation directly in the share capital of that company.
1) In 2017, an agreement was signed for the combination of Sport Zone with JD Sprinter Holdings that completion in January 2018 and this subsidiary was consolidated by the equity method, given the loss of control (Notes 3.2 and 4).
Jointly controlled companies and associated companies were included in the consolidated financial statements by the equity method.
The Board of Directors
Duarte Paulo Teixeira de Azevedo
Ângelo Gabriel Ribeirinho dos Santos Paupério
José Manuel Neves Adelino
Andrew Eustace Clavering Campbell
Christine Cross
Tsega Gebreyes
Marcelo Faria de Lima
Dag Johan Skattum
Margaret Lorraine Trainer
Condensed separate financial statements
(Translation of condensed separate financial statements originally issued in Portuguese.In case of discrepancy the Portuguese version prevails)
| (Amounts expressed in euro) | Notes | 31 Mar 2018 | 31 Mar 2017 | 31 Dec 2017 |
|---|---|---|---|---|
| ASSETS | ||||
| NON-CURRENT ASSETS: | ||||
| Tangible assets | 61,802 | 84,627 | 68,906 | |
| Intangible assets | 13 | 40 | 20 | |
| Investments in subsidiaries, associates and joint ventures | 4 | 3,824,883,407 | 3,806,520,407 | 3,824,883,407 |
| Other investments | 5 | 49,880 | 49,880 | 49,880 |
| Deferred taxes | 17,248,078 | 9,663,951 | 7,755,724 | |
| Other non-current assets | 6 | 110,649,867 | 173,092,867 | 110,649,867 |
| Total non-current assets | 3,952,893,047 | 3,989,411,772 | 3,943,407,804 | |
| CURRENT ASSETS: | ||||
| Trade account receivables and other current assets | 7 | 72,840,121 | 119,241,206 | 44,824,180 |
| Cash and cash equivalents | 8 | 142,001 | 76,623 | 170,739 |
| Total current assets | 72,982,122 | 119,317,829 | 44,994,919 | |
| TOTAL ASSETS | 4,025,875,169 | 4,108,729,601 | 3,988,402,723 | |
| EQUITY AND LIABILITIES | ||||
| EQUITY: | ||||
| Share capital | 9 | 2,000,000,000 | 2,000,000,000 | 2,000,000,000 |
| Reserves and retained earnings | 1,400,267,671 | 1,390,996,986 | 1,391,353,911 | |
| Profit / (Loss) for the period | 37,140,932 | 46,992,821 | 93,223,270 | |
| TOTAL EQUITY | 3,437,408,603 | 3,437,989,807 | 3,484,577,181 | |
| LIABILITIES: | ||||
| NON-CURRENT LIABILITIES: | ||||
| Loans | 10 | 304,854,850 | 353,153,054 | 374,741,901 |
| Total non-current liabilities | 304,854,850 | 353,153,054 | 374,741,901 | |
| CURRENT LIABILITIES: | ||||
| Loans | 10 | 108,049,000 | 107,846,000 | 36,390,000 |
| Trade creditors and other current liabilities | 11 | 175,562,716 | 209,740,740 | 92,693,641 |
| Total current liabilities | 283,611,716 | 317,586,740 | 129,083,641 | |
| TOTAL EQUITY AND LIABILITIES | 4,025,875,169 | 4,108,729,601 | 3,988,402,723 |
(Translation of condensed separate financial statements originally issued in Portuguese.In case of discrepancy the Portuguese version prevails)
| (Amounts expressed in euro) | Notes | 31 Mar 2018 | 31 Mar 2017 |
|---|---|---|---|
| Services rendered | 130,767 | 119,915 | |
| Gains or losses on investments | 14 | 24,906,822 | 48,570,828 |
| Financial income | 480,429 | 806,118 | |
| Other income | 426,343 | 472,335 | |
| External supplies and services | (946,917) | (881,669) | |
| Staff costs | (415,829) | (548,443) | |
| Depreciation and amortisation | (7,225) | (7,921) | |
| Financial expense | (1,552,689) | (1,711,674) | |
| Other expenses | (223,855) | (112,523) | |
| Profit/(Loss) before taxation | 22,797,846 | 46,706,966 | |
| Taxation | 14,343,086 | 285,855 | |
| Profit/(Loss) after taxation | 37,140,932 | 46,992,821 | |
| Profit/(Loss) per share | |||
| Basic | 15 | 0.018570 | 0.023496 |
Diluted 15 0.018566 0.023494
(Translation of condensed separate financial statements originally issued in Portuguese.In case of discrepancy the Portuguese version prevails)
| (Amounts expressed in euro) | 31 Mar 2018 | 31 Mar 2017 |
|---|---|---|
| Net Profit / (Loss) for the period Other comprehensive income for the period |
37,140,932 - |
46,992,821 - |
| Total comprehensive income for the period | 37,140,932 | 46,992,821 |
(Translation of condensed separate financial statements originally issued in Portuguese.In case of discrepancy the Portuguese version prevails)
| Oth er r ese rves |
|||||||||
|---|---|---|---|---|---|---|---|---|---|
| (Am d in ro) ts e oun xpr esse eu |
Sha apit al re c |
har Tre asu ry s es |
al re Leg serv e |
Sha re b d ase ts pay men rese rve |
Free res erve s |
al o the Tot r rese rves |
Ret aine d ning ear s |
fit/ (los s) Net pro |
al Tot |
| Bala at 1 Jan 20 17 nce as uary |
2,00 0,00 0,00 0 |
- | 244 ,21 1,59 2 |
1,07 8,56 8 |
1,06 3,55 5,68 2 |
1,06 4,63 4,25 0 |
146 ,534 ,85 1 |
15,9 40,2 18 |
3,47 1,32 0,91 1 |
| Tot al c hen sive inc e fo r th riod om pre om e pe |
- | - | - | - | - | - | - | 46,9 92,8 21 |
46,9 92,8 21 |
| App riat ion of p rofi t of 20 16: rop Tra nsfe leg al re r to serv e Divi den ds d istr ibut ed Free es d istri but ed res erv Tra nsfe aine d ea rnin f th e ch e of ting licy effe r to ret ct gs o ang acc oun po fulf Obl igat ion illed by a th ird part y Sha sold he t s of l pe rfor ce b s pl und nd er t res erm an nua man onu an a |
- - - - - |
- - - - (46 1) 6,21 |
3,06 5,01 1 - - - - |
- - - - - |
- - (21, 764 ,793 ) - - |
- - (21, 764 ,793 ) - - |
- - - (45, ) 360 ,000 - |
(3,0 11) 65,0 (58, ) 235 ,207 - 45,3 60,0 00 - |
- (58, ) 235 ,207 (21, 764 ,793 ) - (46 1) 6,21 |
| med ium m in tive pla ter cen ns Sha re-b |
- | 466 ,21 1 |
- | (54 0) 1,40 |
98,5 00 |
(442 ) ,900 |
- | - | 23,3 11 |
| d pa nts ase yme Bala at 3 h 20 1 M 17 nce as arc |
- 2,00 0,00 0,00 0 |
- - |
- 247 ,276 ,603 |
118 ,975 656 ,143 |
- 1,04 1,88 9,38 9 |
118 ,975 1,04 2,54 5,53 2 |
- 101 ,174 ,85 1 |
- 46,9 92,8 21 |
118 ,975 3,43 7,98 9,80 7 |
| Bala at 1 Jan 20 18 nce as uary |
2,00 0,00 0,00 0 |
- | 247 ,276 ,603 |
1,01 3,06 8 |
1,04 1,88 9,38 9 |
1,04 2,90 2,45 7 |
101 ,174 ,85 1 |
93,2 23,2 70 |
3,48 4,57 7,18 1 |
| Tot al c hen sive inc e fo r th riod om pre om e pe App riat ion of p rofi t of 20 17: rop |
- | - | - | - | - | - | - | 37,1 40,9 32 |
37,1 40,9 32 |
| nsfe leg al re Tra r to serv e |
- | - | 4,66 1,16 4 |
- | - | - | - | (4,6 61,1 64) |
- |
| nsfe fre Tra r to e re serv es |
- | - | - | - | 4,56 2,10 6 |
4,56 2,10 6 |
- | (4,5 62,1 06) |
- |
| Divi den ds d istr ibut ed |
- | - | - | - | - | - | - | (84, 000 ,000 ) |
(84, 000 ,000 ) |
| Sha re-b d pa lass ifica tion fro apit al t o lia bilit ies nt - ase yme rec m c |
- | - | - | (578 ) ,200 |
162 ,473 |
(415 ) ,727 |
- | - | (415 ) ,727 |
| Sha re-b d pa nts ase yme |
- | - | - | 106 ,217 |
- | 106 ,217 |
- | - | 106 ,217 |
| Bala h 20 at 3 1 M 18 nce as arc |
2,00 0,00 0,00 0 |
- | 251 ,937 ,767 |
541 ,085 |
1,04 6,61 3,96 8 |
1,04 7,15 5,05 3 |
101 ,174 ,85 1 |
37,1 40,9 32 |
3,43 7,40 8,60 3 |
(Translation of condensed separate financial statements originally issued in Portuguese.In case of discrepancy the Portuguese version prevails)
| (Amounts expressed in euro) | Notes | 31 Mar 2018 | 31 Mar 2017 |
|---|---|---|---|
| OPERATING ACTIVITIES | |||
| Net cash flow from operating activities (1) | (20,487) | 202,264 | |
| INVESTMENT ACTIVITIES | |||
| Cash receipts arising from: | |||
| Interest and similar income | 2,757,580 | 188,830 | |
| Loans granted | 353,157,000 | 556,494,000 | |
| 355,914,580 | 556,682,830 | ||
| Cash payments arising from: | |||
| Tangible and intangible assets | (111) | (29,973) | |
| Loans granted | (353,157,000) | (556,494,000) | |
| (353,157,111) | (556,523,973) | ||
| Net cash used in investment activities (2) | 2,757,469 | 158,857 | |
| FINANCING ACTIVITIES | |||
| Cash receipts arising from: | |||
| Loans obtained | 579,676,000 | 963,234,000 | |
| 579,676,000 | 963,234,000 | ||
| Cash payments arising from: | |||
| Loans obtained | (581,415,000) | (963,146,000) | |
| Interest and similar charges | (1,026,720) | (1,323,384) | |
| (582,441,720) | (964,469,384) | ||
| Net cash used in financing activities (3) | (2,765,720) | (1,235,384) | |
| Net increase in cash and cash equivalents (4) = (1) + (2) + (3) | (28,738) | (874,263) | |
| Cash and cash equivalents at the beginning of the period | 170,739 | 950,886 | |
| Cash and cash equivalents at the end of the period | 8 | 142,001 | 76,623 |
(Translation of the condensed separate financial statements originally issued in Portuguese.
In case of discrepancies the Portuguese version prevails)
(Amounts expressed in euro)
SONAE, SGPS, SA ("the Company" or "Sonae"), has its head-office at Lugar do Espido, Via Norte, Apartado 1011, 4470-909 Maia, Portugal.
Interim financial statements are presented quarterly, in accordance with IAS 34 – "Interim Financial Reporting".
The accounting policies adopted are consistent with those described in the file of annual financial statements for the year ended 31 December 2017, except for the adoption of the new standards effective at 1 January 2018. There were no significant impacts of IFRS 9 and IFRS 15 application.
As at 31 March 2018 and 31 December 2017 the company held investments in the following companies:
| 31 Mar 2018 | ||||||
|---|---|---|---|---|---|---|
| Companies Companies |
% Held | Opening balance |
Increase | Decrease | Impairment loss recognized during the period |
Closing balance |
| Interlog, SGPS, SA | 1.02% | 106,686 | - | - | - | 106,686 |
| Fundo de Investimento Imobiliário Fechado Imosede | 19.60% | 30,000,544 | - | - | - | 30,000,544 |
| Sonae Investimentos, SGPS, SA | 25.03% | 532,246,696 | - | - | - | 532,246,696 |
| Sonae Investments, BV | 100.00% | 835,700,000 | - | - | - | 835,700,000 |
| Sonae RE, SA | 99.92% | 1,481,059 | - | - | - | 1,481,059 |
| Sonae Sierra SGPS, SA | 50.00% | 490,113,339 | - | - | - | 490,113,339 |
| Sonaecom, SGPS, SA | 26.02% | 111,098,824 | - | - | - | 111,098,824 |
| Sonaegest, SA | 20.00% | 159,615 | - | - | - | 159,615 |
| Sonaecenter, Serviços, SA | 100.00% | 1,537,221,545 | - | - | - | 1,537,221,545 |
| Sontel, BV | 35.87% | 286,755,099 | - | - | - | 286,755,099 |
| Total | 3,824,883,407 | - | - | - | 3,824,883,407 |
| 31 Dec 2017 | ||||||
|---|---|---|---|---|---|---|
| Companies | % Held | Opening balance |
Increase | Decrease | Impairment loss recognized during the period |
Closing balance |
| Interlog, SGPS, SA | 1.02% | 106,686 | - | - | - | 106,686 |
| Fundo de Investimento Imobiliário Fechado Imosede | 19.60% | 30,000,544 | - | - | - | 30,000,544 |
| Sonae Investimentos, SGPS, SA | 25.03% | 532,246,696 | - | - | - | 532,246,696 |
| Sonae Investments, BV | 100.00% | 835,700,000 | - | - | - | 835,700,000 |
| Sonae RE, SA | 99.92% | 1,232,059 | - | - | 249,000 | 1,481,059 |
| Sonae Sierra SGPS, SA | 50.00% | 490,113,339 | - | - | - | 490,113,339 |
| Sonaecom, SGPS, SA | 26.02% | 111,098,824 | - | - | - | 111,098,824 |
| Sonaegest, SA | 20.00% | 159,615 | - | - | - | 159,615 |
| Sonaecenter, Serviços, SA | 100.00% | 1,530,231,545 | - | - | 6,990,000 | 1,537,221,545 |
| Sontel, BV | 35.87% | 275,631,099 | - | - | 11,124,000 | 286,755,099 |
| Total | 3,806,520,407 | - | - | 18,363,000 | 3,824,883,407 |
As at 31 March 2018 and 31 December 2017 other investments are as follows:
| 31 Mar 2018 | ||||||
|---|---|---|---|---|---|---|
| Companies | Opening balance | Increase | Decrease | Closing balance | ||
| Associação Escola Gestão Porto | 49,880 | - | - | 49,880 | ||
| Total | 49,880 | - | - | 49,880 | ||
| 31 Dec 2017 | ||||||
| Companies | Opening balance | Increase | Decrease | Closing balance | ||
| Associação Escola Gestão Porto | 49,880 | - | - | 49,880 | ||
| Total | 49,880 | - | - | 49,880 |
As at 31 March 2018 and 31 December 2017 other non-current assets are as follows:
| 31 Mar 2018 | 31 Dec 2017 | |
|---|---|---|
| Loans granted to group companies: | ||
| Sonae Investments, BV | 110,649,867 | 110,649,867 |
| Total | 110,649,867 | 110,649,867 |
As at 31 March 2018 the loans granted to group companies, bear interest at market rates indexed to Euribor, have a longterm maturity and its fair value is similar to its carrying amount.
As at 31 March 2018 and 31 December 2017 trade accounts receivable and other current assets are detailed as follows:
| 31 Mar 2018 | 31 Dec 2017 | |
|---|---|---|
| Trade accounts receivable | - | 531,855 |
| Group companies: | ||
| Dividends | 24,906,822 | - |
| Interests | - | 2,630,955 |
| Taxes - Special regime for taxation of groups of companies | 32,332,753 | 25,532,297 |
| Taxes and contributions receivable | 13,924,147 | 13,704,653 |
| Accrued income and prepayments | 1,549,033 | 2,245,319 |
| Others | 127,366 | 179,101 |
| Total | 72,840,121 | 44,824,180 |
The amount recorded in the caption taxes-special regime for taxation of groups corresponds to the tax estimate calculated by the companies taxed under the Special Regime for Taxation of Corporate Groups, of which the Company is the dominant company.
Loans granted to group companies return interest at variable market rates indexed to Euribor and have a maturity of less than one year.
As at 31 March 2018 and 31 December 2017 cash and cash equivalents are detailed as follows:
| 31 Mar 2018 | 31 Dec 2017 | |
|---|---|---|
| Cash at hand | 1,103 | 953 |
| Bank deposits | 140,898 | 169,786 |
| Cash and cash equivalents on the statement of financial position | 142,001 | 170,739 |
| Cash and cash equivalents on the cash flow statement | 142,001 | 170,739 |
As at 31 March 2018 and 31 December 2017 share capital consisted of 2,000,000,000 ordinary shares of 1 euro each.
As at 31 March 2018 and 31 December 2017, loans are made up as follows:
| 31 Mar 2018 | 31 Dec 2017 | |
|---|---|---|
| Bonds Sonae, SGPS 2015/2022 | 100,000,000 | 100,000,000 |
| Bonds Sonae, SGPS 2016/2023 | 60,000,000 | 60,000,000 |
| Up-front fees not yet charged to income statement | (1,141,999) | (1,241,289) |
| Bonds | 158,858,001 | 158,758,711 |
| Sonae SGPS - Commercial paper | 96,250,000 | 166,250,000 |
| Sonae SGPS - bank loans | 50,000,000 | 50,000,000 |
| Up-front fees not yet charged to income statement | (253,151) | (266,810) |
| Bank loans | 145,996,849 | 215,983,190 |
| Non-current loans | 304,854,850 | 374,741,901 |
| Sonae SGPS - Commercial paper | 108,049,000 | 36,390,000 |
| Bank loans | 108,049,000 | 36,390,000 |
| Current loans | 108,049,000 | 36,390,000 |
Under lines of credit and commercial paper programs with firm commitments, Sonae, SGPS had 173 million euro credit facilities available to meet its liquidity requirements as follows:
| Commitments of less than one year |
Commitments of more than one year |
|
|---|---|---|
| Agreed credit facilities amounts | 115,000,000 | 156,250,000 |
| Available credit facilities amounts | 112,451,000 | 60,000,000 |
The interest rate as at 31 March 2018 of bonds and bank loans was, in average 0.84% (1.01% as at 31 December 2017).
As at 31 March 2018 and 31 December 2017 the analysis of maturity of loans excluding the derived instruments having in consideration its nominal value is as follows:
| 31 Mar 2018 | 31 Dec 2017 | |
|---|---|---|
| N+1 | 108,049,000 | 36,390,000 |
| N+2 | 2,500,000 | 4,000,000 |
| N+3 | 73,750,000 | 76,750,000 |
| N+4 | 40,000,000 | 83,000,000 |
| N+5 | 170,000,000 | 113,000,000 |
| after N+5 | 20,000,000 | 99,500,000 |
As at 31 March 2018 and 31 December 2017, trade creditors and other current liabilities are detailed as follows:
| 31 Mar 2018 | 31 Dec 2017 | |
|---|---|---|
| Trade creditors | 279,307 | 286,234 |
| Group companies: | ||
| Loans | 74,096,244 | 77,494,244 |
| Taxes - Special regime for taxation of groups of companies | 3,920,660 | 3,690,603 |
| Taxes and contributions payable | 11,055,369 | 8,919,178 |
| Accrued expenses | 1,861,045 | 2,204,063 |
| Others | 84,350,091 | 99,319 |
| Total | 175,562,716 | 92,693,641 |
As at 31 March 2018 and 31 December 2017, contingent liabilities are detailed as follows:
| 31 Mar 2018 | 31 Dec 2017 | |
|---|---|---|
| Guarantees given: | ||
| on tax claims | 146,570,558 | 146,570,558 |
| on judicial claims | 70,766 | 70,766 |
| Guarantees given in favour of subsidiaries a) | 374,487,291 | 375,078,359 |
(a) Guarantees given to Tax Authorities in favour of subsidiaries to defer tax claims. The main tax claims for which guarantees were issued are disclosed in consolidated financial statements.
Balances and transactions with related parties are detailed as follows:
| Balance | 31 Mar 2018 | 31 Dec 2017 |
|---|---|---|
| Subsidiaries | 33,144,555 | 29,929,831 |
| Jointly controlled companies | 24,928,977 | 218,605 |
| Other related parties | 25,000 | 98,000 |
| Accounts receivable | 58,098,532 | 30,246,436 |
| Parent company | 44,206,678 | 512,593 |
| Subsidiaries | 4,477,731 | 4,241,261 |
| Other related parties | 7,639 | 6,941 |
| Accounts payable | 48,692,048 | 4,760,795 |
| Subsidiaries | 110,649,867 | 110,649,867 |
| Loans granted | 110,649,867 | 110,649,867 |
| Subsidiaries | 74,096,244 | 77,494,244 |
| Loans obtained | 74,096,244 | 77,494,244 |
| Transactions | 31 Mar 2018 | 31 Mar 2017 |
|---|---|---|
| Subsidiaries | 454,875 | 40,000 |
| Jointly controlled companies | 55,767 | 438,643 |
| Other related parties | 25,000 | 79,915 |
| Services rendered and other income | 535,642 | 558,558 |
| Parent company | 142,533 | 166,848 |
| Subsidiaries | 335,737 | 361,033 |
| Other related parties | 9,225 | 12,309 |
| Purchases and services obtained | 487,495 | 540,190 |
| Subsidiaries | 449,410 | 806,118 |
| Interest income | 449,410 | 806,118 |
| Subsidiaries | 216,982 | 212,161 |
| Interest expenses | 216,982 | 212,161 |
| Subsidiaries | 33,612 | 11,179,728 |
| Jointly controlled companies | 24,873,210 | 37,391,100 |
| Dividend income (Note 14) | 24,906,822 | 48,570,828 |
All Sonae, SGPS, SA subsidiaries, associates and joint ventures are considered related parties and are identified in Consolidated Financial Statements. All Efanor Investimentos, SGPS, SA (parent company), subsidiaries, including the ones of Sonae Indústria, SGPS, SA and of Sonae Capital, SGPS, SA are also considered related parties (other related parties).
As at 31 March 2018 and 2017, investment income can be detailed as follows:
| 31 Mar 2018 | 31 Mar 2017 | |
|---|---|---|
| Dividends | 24,906,822 | 48,570,828 |
| Total | 24,906,822 | 48,570,828 |
Dividends were distributed from Sonaegest, SA (33,612 euro) and Sonae Sierra, SGPS, SA (24,873,210 euro).
Earnings per share for the period were calculated taking into consideration the following amounts:
| 31 Mar 2018 | 31 Mar 2017 | |
|---|---|---|
| Net profit | ||
| Net profit taken into consideration to calculate basic earnings | ||
| per share (Net profit for the period) | 37,140,932 | 46,992,821 |
| Effect of dilutive potential shares Interests related to convertible bonds (net of tax) |
- - |
- - |
| Net profit taken into consideration to calculate diluted earnings per share: |
37,140,932 | 46,992,821 |
| Number of shares | ||
| Weighted average number of shares used to calculate basic earnings |
2,000,000,000 | 2,000,000,000 |
| Effect of dilutive potential ordinary shares from convertible bonds |
- | - |
| Outstanting shares related with deferred performance bonus | 1,195,751 | 1,149,412 |
| Number of shares that could be acquired at average market price | (708,264) | (961,384) |
| Weighted average number of shares used to calculate diluted | ||
| earnings per share | 2,000,487,486 | 2,000,188,028 |
| Profit/(Loss) per share | ||
| Basic | 0.018570 | 0.023496 |
| Diluted | 0.018566 | 0.023494 |
At the General Meeting of Shareholders held on 3 May 2018, a resolution was taken to distribute dividends to shareholders in the amount of 84,000,000 euro (paying a gross dividend per share of 0.042 euro) less the total amount of dividends to be distributed to shares that may eventually be acquired by the Company or by any of its subsidiaries up to the distribution date. The amount to be paid is already considered in these financial statements.
The accompanying financial statements were approved by the Board of Directors and authorized for issue on 16 May 2018.
During the period ended 31 March 2018 short-term loan contracts were entered into with the following companies:
Público – Comunicação Social, SA
Público, Comunicação e Jornalismo, SA
Sonae Investimentos, SGPS, SA
Sonaecom – Serviços Partilhados, SA
Sonaecom, SGPS, SA
As at 31 March 2018, amounts owed by subsidiaries can be summarized as follows:
As at 31 March 2018 amounts owed to subsidiaries can be summarized as follows:
| Closing balance | |
|---|---|
| Sonaecenter, Serviços, SA | 56,217,000 |
| Sonae RE, SA | 894,000 |
| Sontel, BV | 16,985,244 |
| Total | 74,096,244 |
Approved at the meeting of the Board of Directors held on May 16th, 2018
The Board of Directors
Duarte Paulo Teixeira de Azevedo
Ângelo Gabriel Ribeirinho dos Santos Paupério
José Manuel Neves Adelino
Andrew Eustace Clavering Campbell
Christine Cross
Tsega Gebreyes
Marcelo Faria de Lima
Dag Johan Skattum
Margaret Lorraine Trainer
This document may contain forward-looking information and statements, based on management's current expectations or beliefs. Forward-looking statements are statements that should not be regarded as historical facts.
These forward-looking statements are subject to a number of factors and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements, including, but not limited to, changes in regulation, industry and economic conditions; and the effects of competition. Forward-looking statements may be identified by words such as "believes," "expects," "anticipates," "projects," "intends," "should," "seeks," "estimates," "future" or similar expressions.
Although these statements reflect our current expectations, which we believe are reasonable, investors and analysts, and generally all recipients of this document, are cautioned that forward-looking information and statements are subject to various risks and uncertainties, many of which are difficult to predict and generally beyond our control, that could cause actual results and developments to differ materially from those expressed in, or implied or projected by, the forward-looking information and statements. You are cautioned not to put undue reliance on any forward-looking information or statements. We do not undertake any obligation to update any forward-looking information or statements.
Report available at Sonae's institutional website www.sonae.pt
Patrícia Vieira Pinto Head of Investor Relations [email protected] Tel.: + 351 22 010 4794
Catarina Oliveira Fernandes Head of Communications, Brand and Corporate Responsibility [email protected] Tel.: + 351 22 010 4775
Maria João Oliveira External Communication [email protected] Tel.: + 351 22 010 4745
Sonae Lugar do Espido Via Norte 4471-909 Maia Portugal Tel.: +351 22 948 7522
SONAE is listed on the Euronext Stock Exchange. Information may also be accessed on Reuters under the symbol SONP.IN and on Bloomberg under the symbol SON PL
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