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Sonaecom SGPS

Quarterly Report Nov 30, 2020

1921_10-q_2020-11-30_cfa9e4dd-5907-4f2f-bfd2-53b49193cd43.pdf

Quarterly Report

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SONAECOM

MANAGEMENT REPORT & ACCOUNTS

9M20

The consolidated financial in this report is bosed on unaudited financial statements, pepared in accordone with the Union.

Table of contents

I MANAGEMENT REPORT
1. Main Highlights
2. Sonaecom Consolidated Results 3
2.1 Telecommunications 5
2.2 Technology 5
2.3 Media 8
3. Appendix 9
II FINANCIAL STATEMENTS
4. Financial Information 12
4.1. Sonaecom condensed consolidated financial statements 12
4.2. Notes to the condensed consolidated financial statements of Sonaecom 17

I - MANAGEMENT REPORT

1. Main Highlights

Services rendered increasing 4.5% y.o.y., partially offsetting the decrease on technology resale

lmproved performance in 3Q with revenue growing 6.5% y.o.y., and Underlying EBITDA keeping the positive evolution

Negative evolution of Total EBITDA explained by non-recurrent itens and equity results from ZOPT

NOS recorded a remarkable recovery in telco revenues posting a strong quarterly improvement

Technology area with solid growth and profitability improvements, and relevant valuation increase in

some minority stakes

と. Sonaecom Consolidated Results

Introductory note:

2020 has been marked by COVID 19 pandemic emergence in Europe , the subsequent formal national lock-down declared and by a consequent difficult and challenging economic environment. People and companies are being forced to a new reality, transforming all work and social relations.

The financial and operational impacts are uneven in different segments and, so far, the Group's business one been affected in very different levels:

  • The technology area did not feel significant impacts from this situation on its 9M20 results, except a slowdown on Professional Services revenues, on Technology Reselling (either due to a reduction in demand or a drop in supply) and specially on the rhythm of commercial activity for new businesses.
  • · At NOS, the main operating impacts of the pandemic in 9M20 revenues were felt namely in: i) Cinemas and Audiovisuals: reduction on cinemas attendance, the complete closure of NOS theatres on 16 March until July 2 and the postponement of major movies launches, only partially compensated by the rents reduction; ii) Roaming and international calls: traffic and revenues impacted by restrictions imposed on international travel; iii) Premium sport channels: reduction in revenues with subscriptions being offered during the national football championship suspension; iv) Mobile Data: the quarantine and isolations imply an increase of wireless usage versus mobile data; and iv) Equipment: fall in sales due to closure of all activity namely in shopping centres and to general restrictions to circulation.
  • · Publico's activity was materially impacted, namely in and in advertising revenues and offline newspaper sales, with the close of the majority of points of sale during 2Q20.

The potential impact that this situation may still have depends on time and level of evolution and contagion of the virus, making projections difficult. At this stage, the possibility of a second lock-down, but in a different level, and the consequent financial crisis, still predict a very challenging fourth quarter.

However, given the company's capital structure, with a significant amount in cash and a low amount of remunerated debt, no material changes in the Company's liquidity are expected. Furthermore, we will continue to implement all measures appropriate to minimize their impacts, in line recommendation of the competent entities and in the best interest of all our stakeholders.

Telecommunications area, which includes a 50% stake in ZDPT - consolidated through the equity method – which owns 52.15% stake in NDS, presented a recovery in revenues. However, the Company continued to feel some impacts from the restictions imposed by the COVID-19 pandemic. In the televant impact was the decline in roaming revenues which have dropped to absolute lows due to the restrictions on non-essential international travel. The Cinema and Audiovisuals business was the most impacted on a relative basis given the very tenuous pick-up in spectator numbers since the re-opening of theatres on 2 July which in turn impacted audiovisual revenues given the latter's high exposure to cinema distribution. OPEX efficiencies across the board helped to offset revenues decline.

During 9M20, Technology area continued to enforcing its investment in some portfolio companies and entering in the capital of four new companies. Relevant evolutions occurred in some of the series E round raised in Arctic Wolf with an implicit valuation that turns the company into a unicorn and that resulted in a capital gain of circa 29 million recorded directly in equity (other comprehensive income).

Turnover

Consolidated turnover in 9M20 reached 99.5 million euros, decreasing 3.0%, when compared to 9M19.

This negative evolution was driven by both Media and Technology areas, the latter fully driver of third-party products.

Operating costs

Operating costs amounted to 104.6 million euros, 5.6% below 9M19. Employee benefits expenses decreased costs decreased 8.6% to 54.6 million euros, mainly driver by the lower cost of goods sold, aligned with the lower level of sales. Other expenses decreased 2.3%, mainly explained by the lower level of Outsourcing costs.

EBITDA

Total EBITDA decreasing from 37.4 to 8.4 million euros, fully explained by the decrease on equity results and non-recurrents itens. Underlying EBITDA with relevant improvements, specially at Cybersecurity companies of technology area.

In 9M2O, the non-recurrent items stood at negative 9.6 million euros, mainly driven by the gross capital loss of 91 of the redemption of participation units held in the Armilar II Fund. Despite the loss recorded, this redemption, that generated a gross capital distribution of 21 million euros, represents a value improvement of 37%, when compared in 2018, and increases the cumulative return on Armilar Funds to 2.3x cash on cash. In 9M19, the non-recurrent itens stood positive at 13.8 million euros, driven by the capital gain generated by Saphety and WeDo's sale.

The equity results, mostly driven by ZDPT contribution which, in turn, depends on NOS net income evolution, decreased to 21.2 million euros.

Net results

Sonaecom's EBIT decreased to 1.7 million in 9M19, mainly explained by the lower level of EBITDA but also by the higher level of depreciations.

Sonaecom's earnings before tax (EBT) decreased from 311 million euros, driven by the lower EBIT and financial results.

Indirect results reached 0.2 million euros, that compare with negative 0.5 million euros in 9M19, impacted by Amilar Venture Funds' portfolio fair value adjustments.

Net results group share stood at 6.7 million euros, below the 34.0 million euros presented in 9M19.

Operating CAPEX

Sonaecom's operating CAPEX decreased to 3.6 million euros, reaching 3.6% of turnover, 1.9 p.p. below 9M9. Excluding the IFRS 16 impact, operating CAPEX would be 2.6 million euros, 0.4 million euros below 9M19.

Capital structure

The net cash position stood at 216.4 million euros since December 2019. Excluding IFRS 16 impacts, Net cash position stood at 229.2 million below December 2019, mainly driven by 8.7 million euros of positive net inflow from investment activity, the negative operating cash-flow and taxes of 8.0 million euros received as capital subscription in a new investment vehicle, the 2.8m of IFRS16 rents payment and the 25.4 million euros of dividends distribution.

2.1 Telecommunications

NOS operating revenues were 1,013.6 million euros in 9M20, decreasing 7.2% y.o.y. EBITDA reached 471.2 million euros, decreasing 6.5% when compared to 9M19 and representing a 46.5% EBITDA margin. CAPEX excluding leasings amounted to 269.5 million euros in 9M20, a decrease of 1.9% you. As a consequence of EBITDA and CAPEX evolution, EBITDA- CAPEX decreased 12.1%.

At the end of 9M20, total net debt including learn contracts (according to IFRS 16) amounted to 1,347.9 million euros. Net Financial Debt/EBITDA after lease payments (last 4 quarters) now stands at 1.4x EBITDA, and with an average maturity of 2.6 years.

NOS published its 9M20 results on 4rd November 2020, which are available at www.nos.pt.

During 9M20, NOS share price decreased 36.9% from €4.800 to €3.030, whilst PS120 decreased by 22.0%.

Operational Indicators

Million euros
Operational Indicators ('000) 3019 3020 A 20/19 2020 g.o.q. 9м19 9M20 4 20/19
Total RGUs 9.613.6 9,885.8 2.8% 9.760.7 1.3% - 9.613.6 9.885.8 28%
Convergent + Integrated RGUs 4.622.1 4.890.7 5.8% 4.823.9 1.4% 4.622.1 4.890.7 5.8%

Financial indicators

Million euros
NOS HIGHLIGHTS 3019 3020 ﺔ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤ 2020 q.o.q. 9M19 9M20 A 20/19
Operating Revenues 370.5 346.9 -6.4% 321.3 8.0% 1.092.0 1013.6 -7.2%
EBITDA 172.7 160.6 -7.0% 157.9 1.7% 504.1 4717 -6.5%
EBITDA margin (%) 46.6% 46.3% -0.3pp 49.1% -2.8pp 46.2% 46.5% 0.3pp
Net Income 479 441 -7.9% 45.3 -2.7% 1381 79.1 -42.7%
CAPEX excluding Leasings 92.2 97.8 6.0% 83.5 17.1% 274.7 269.6 -19%
EBITDA-CAPEX excluding Leasings 80.4 62.8 -21 9% 74.3 -15.5% 229.4 2016 -121%

2.2 Technology

The Technology area aims to build and manage a portfolio of technology businesses around retail and telecommunications, as well as cupersecurity, with an international scale. This area curently comprises, Bright Pixel, Vector fund and Bright Innovation fund, four controlled companies - S21Sec, Excellium, Bizdirect and Inovetail- that generated circa 41.6% of its revenues outside the Portuguese market with 70.8% out of the total 654 employees based abroad.

Controlled Companies

S21Sec is a reference multinational MSSP (Managed Security Services Provider), focused on the delivery of cyber security services and development of proprietary supporting technologies, with a global customer its teams in Spain, Portugal and Mexico. Since June 2018, with the integration of Nextel, S21Sec is the most relevant "pure player" (company specializing exclusively in the cybersecurity sector) in Spain and Portugal in terms of turnover of cybersecurity experts.

Excellium is a market-leading managed security services provider from Luxembourg, with more than 100 experts.

This investment, together with the stake on 521sec, turns Sonae M's cybersecurity group as one of the most relevant cybersecurity services pure players in Europe, counting with more than 500 professionals and direct presence in 13 cities across 6 countries.

The significant European scale and cross-country presence of this group of cybersecurity companies will be key to address the increasing(y challenging needs of all organizations and specially the requirements of those large and multi-national companies operating in the European space, while ensuring agile and fast response from specialized teams close to the customer.

Bizdirect is a technology company specialized in IT solution and management of corporate software licensing contracts and Microsoft solutions integration.

The cloud business unit continued to improve its presence on helping customation and the solutions business unit achieved important new customer reference Center, in Viseu, contributed to the international revenues that already represent 5.2% of total revenues.

lnovRetail is a retail innovation company that provide data science solutions and digital tools that sights and actionable recommendations with direct and sustainable impact on retrics. The company's main product is the Staff Empowerment Solution, a SaaS based solution that help retailers in three key areas like Sales Performance Enhancement; Customer Experience Optimisation and Advanced Planning & Scheduling.

Bright Pixel is the early stage investor of Sonae IM group focused on priortizing links to retail, telco and cybersecurity.

Minority Stakes (non-exhaustive)

Armilar Venture Funds are the 3 Venture Capital funds in which Sonae IM owns participation units acquired to Novo Banco. With this transaction, concluded in December 2016, Sonae IM reinforced its portfolio with sizeable stakes in leading edge companies such as Outsystems and Feedzai, both consistently presenting meaningful and sustainable levels of growth.

ArcticWolf, a US based campany, is a global pioneer in the SOC-as-a-Service market with cutting-edge managed detection and response (MDR), which provides a unique combination of technology and services for clients to quickly detect and contain threats. Sonae M, jointly with US technology investors Lightspeed Venture Partners and Redpoint, entered in the company's cap table in 2017 in a series B round. During 2018, the Company closed a \$45M series C round and 2019, the Company launched a \$60M Series D round. In October 2020, the company announced it has raised \$200 million in Series E funding at a valuation of \$1.3 billion. The funding round was led by Viking Global Investors, with additional participation from DTCP and existing investors. Sonae IM participated in all rounds, reinforcing its stake. With this new round Arctic Wolf turns into in that Sonae IM owns a direct investment and into the second in its total portfolio, alongside with Outsystems, indirectly invested through Armilar funds.

Stylesage is a strategic analytics SaaS platform that helps fashion, home and beauty retailers and brands with critical pre, in and post season decisions globally. Every day, StyleSage pulls product data from competitors' ecommerce websites from around the world. Then, with groundbreaking technology in machine learning and visual recognition, StyleSage cleans, organizes, and analyzes the massive amounts of collected data into a cloud-based dashboard that empowers brands and retailers to make informed, data-driven decisions in areas such line planning, markdown optimization, and global expansion.

Ometria is a London based Al powered custom with the vision to become the central hub that powers all the communication between retailers and their customent was done by Sonae M in the Series A round, alongside several strategic investors (including Summit Action, the US VC fund of the Summit Series) and was recently reinforced during series Bround.

CB4 is a company based in Israel that provides a patented Al software solution for brick and mortar critical operational issues at store, product level. The investment was part of a series B \$16M round, led by Joining, Existing investors Sequoia Capital and Pereg Ventures also participated in the round.

Reblaze is an Israeli company that proprietary security technologies in a unified platform, shielding assets from threats found on the lnternet. The company raised a Series A round in which Sonae IM led jointly with JAL Ventures and Data Point Capital.

Visenze is a Singapore-based company that delivers intelligent image recognition solutions that shorten as consumers search and discover on the visual web. Retailers use ViSenze to convert images into immediate product search opportunities, improving conversion rates. Media companies use Viseo to turn any image or video into an engagement opportunity, driving incremental revenue. Sonae IM co-led, with Gobi Partners, a \$20M Series C round that will enable the artificial intelligence company to further invest in its penetration among smartphone manufacturers, as well as with consumer and social communications.

Daisy Intelligence is an Al-powered platform for retail merchandising tromotional product and price mixes for dramatically improved business results. Sonae IM partners invested in a C\$ 10M (circa E7M) series A round.

Nextail is a Spanish company that has developed a cloud-based platform that combines and prescriptive analytics to upgrade retailers' inventory management processes and store operations. The company raised a \$10.0 million Series A round led by London and Amsterdam based venture capital firm KEEN Venture Partners LLP ("KEEN"), together with Sonae IM and Capital. The new financing is being used to accelerate product development and double the size of the team, as it grows internationally.

Sixgill is a market leader in deep and dark web care intelligence. Sixgill helps Fortune 500 companies, financial institutions, governments, and law enforcement agencies protect their finances, networks and lurk in the deep, dark and surface webs. The advanced cyber threat intelligence platform automates all phases of the intelligence cycle — collection, analusis and dissemination of data — providing organizations with unparalleled insights to protect their various assets in the ever evolving cyber threatscape. Sixgill raised SL5M in a second round led by Sonae IM and REV Venture with participation by Our Crowd. Previous investors Elron and Terra Venture Partners also participate in the round.

Case on IT is a Spanish company that has developed Medux, a machine learning solution for the measurement, prediction and analysis of landline, mobile and television services quality, Medus measures in markets that collectively seve over 600 million users worldwide. The company raised a Series B round of international fund with Sonae IM.

ciValue is an Israeli company with offices in New York, is a disuptive provider of cloud-based Precision Marketing and Supplier Advertising Platforms for Retailers. Sonae IM, coupled with Nielsen, led a \$6M Series A investment.

Cellwize is a leading provider of Mobile Network Automation solutions for telco, based in Israel. Cellwize offers modular solutions for an agile adoption of 'zero-touch' network automation capabilities on top of a virtualized service orchestration platform. It supports network operations, especially given the increase in network driven by 5G adoption. Sonae IM invested in a series B round of \$15M led by Deutsche Telekom Capital Partners.

Secucloud is a Germany based company that provides a cloud security all devices (subscriber endpoints) and operating systems with no installation required, offered to Telcos & ISPs as a white label solution. Sonae M totally subscribed the multi million Series B financing round.

IriusRisk (previously named Continuum Security) is a Spanish based company with an application to address vulnerabilities early in the development process. In order their international growth plans, the company has raised an investment round of 1.5 million euros, which was led by Swanlaab Venture Capital and Sonae M. In September 2020, the company raised a series A round of 6.7 million euros participated by Paladin, 360 CP, Swanlaab ME Venture M.

Iscrambler is a Portuguese startup that develops a security solution to procect Web and Mobile Applications (loves and raised a 2.3 million dollars in a series A financing round that was led by Sonae IM with the co-investment of Portugal Ventures.

Probe.ly, having started as an internal project of Bright Pixel, won the Coixo Copital Empreender Aword 2017, has stepped from MVP (minimum valuable product) to an independent Web Application Security startup.

Sales Lauer is a Spanish based company with a cloud-based Product Information Management (PM) platform, neiping to transform their catalogs into a digital, enriched and multichannel control center. Sonae IM recently led its series A round.

Financial indicators

Million euros

TECHNOLOGY AREA ਤਰੀਰ 3020 A 20/19 2020 d.o.d. 9M19 9M20 ﺔ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤ
Turnover 24.0 26.5 10.5% 37.2 -28.7% 90.3 89.4 -1.0%
Services Rendered 11.1 11.1 -0.1% 11.4 -2.3% 31.4 33.5 6.6%
Sales 12 g 15.4 19.7% 25.8 -40.3% 58.9 55.9 -5.1%
Other Income 0.4 0.2 -48.1% 0.5 -62.6% 1.0 1.0 -2.9%
Operating Costs 26.0 27.0 3.5% 37.6 -28.3% 96.0 92.1 -4.1%
Employee Benefits Expenses 9.4 8.7 -71% 8.5 2.8% 26.8 26.2 -2.5%
Commercial Costs 41) 12.2 14.3 17.4% 24 9 -42.4% 57.0 53.2 -6.6%
Other Expenses (2) 44 3.9 -12.3% 4.2 -6.7% 12.1 12.6 4.1%
Underlying EBITDA(3) -1.8 -0.2 91.2% 0.4 -4.9 -1.2 74.9%
Underlying EBITDA Margin (%) -7.4% -0.6% 6.8pp 1.1% -1.7pp -5.4% -1.4% 4.0pp
Operating CAPEX(4) 0.8 1.0 23.2% 1.0 0.8% 4.1 3.0 -27.4%
Operating CAPEX as % of Turnover 3.3% 3.6% 0.4pp 2.6% 1.1pp 4.5% 3.3% -1.2pp
Underlying EBITDA - Operating CAPEX -2.6 -1.1 56.3% -0.6 -102.3% -9.0 -4.2 53.1%
Total CAPEX 8.1 4.5 -44.4% 1.6 189.7% 25.1 10.9 -56.8%

(1) Commercial Costs = COGS + Mktg& Sales = Butsuccing Services + G&A + Provisions + others; (3) Includesthe businesses filly consoliated at Technology are; (4) Decating CAPEX excludes Financial Investments.

Turnover

Turnover decreased 1.0% y.o.yexplained by the decrease on the transactional business of third-party products, but with an improved performance in the quarter presenting a 10.5% yoy growth.

Services rendered, mainly cybersecurity services, presented a growth when compared to 9M19.

Operating costs

Operating costs decreased 4.1% to 92.1 million euros mainly explained by the 6.5% decline at Commercial costs, aligned with the lower level of sales. Other expenses increased 4.1%, mainly explained by the higher level of Outsourcing Costs.

Underlying EBITDA

Underlying EBITDA stood at negative 12 million euros, but significantly better than 9M19 (+74.9%), driven by the relevant in Cybersecurity companies.

Underlying EBITDA-operating CAPEX

Underlying EBITDA-operating CAPEX stood at negative 4.2 million euros, increasing when compared to the higher EBITDA but also driven by the lower level of Operating CAPEX. Excluding the IFRS 16 impacts, operating CAPEX would have reached 2.0 million euros, 0.3 million euros below 9M19.

23 Media

During 9M20, Público continued to pursue its digital competencies and presence in online platforms and continued to implement important initiatives aimed at strengthening Público as the reference Portuguese speaking news organisation.

Since the start of the pandemic and the related restrity was materially impacted, namely in offline newspaper sales, with the temporary close of the majority of points of sale, and in advertising revenues, with the cut on marketing expenses implemented across all companies. However, the new context benefited the online business that recorded relevant improvements on online subscriptions and online advertising revenues.

The positive performance of online business was not enough to mitigate the negative evolution of offline revenues which translated into an overall 16.4% revenue decrease, when compared to 9M19.

3. Appendix

Consolidated income statement

Million euros
CONSOLIDATED INCOME STATEMENT 3019 3020 ﺔ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤ 2020 q.o.q. 9M19 9M20 4 20/19
Turnover 28.1 29.9 6.5% 40.3 -25.7% 102.6 99.5 -3.0%
Services Rendered 12.7 12.7 0.6% 13.1 -25% 36.9 38.5 4.5%
Sales 15.4 17.2 11.3% 27.2 -36.9% 65.7 61.0 -7.2%
Other Income 0.6 0.3 -47.5% 0.7 -54.2% 1.6 14 -10.0%
Operating Costs 31.1 31.1 0.0% 41.5 -25.1% 110.8 104.6 -5.6%
Employee Benefits Expenses 11.9 11.2 -6.0% 11.0 1.7% 34.3 33.6 -2.0%
Commercial Costs(1) 13.2 14.8 12.1% 25.2 -41.3% 59.8 54.6 -8.6%
Other Expenses (2) 6.0 5.1 -14.9% 53 -3.7% 16.7 16.4 -2.3%
EBITDA 173 0.8 -95.6% 10.9 -93.1% 37.4 8.4 -77.6%
Underlying EBITDA(3) -2.5 -0.8 69.5% -0.3 -150.8% -6.8 -3.2 53.2%
Non recurrent itens 4) 8.6 -9.2 -0.3 13.8 -9.6
Equity method(5) 11.2 10.7 -4.3% 115 -6.5% 314 21.2 -32.6%
Discontinued Operations(6) 0.0 0.0 -100.0% 0.0 -11 0.0 100.0%
Underlying EBITDA Margin (%) -9.0% -2.6% 6.4pp -0.8% -1.8pp -6.6% -3.2% 3.4pp
Depreciation & Amortization 21 2.1 2.5% 2.3 -6.3% 6.3 6.6 6.0%
EBIT 15.3 -1.4 8.7 31.1 1.7 -94.4%
Net Financial Results 0.0 0.0 0.0 0.0 -0.5
Financial Income 0.6 0.6 -6.7% 0 d -37.5% 1.5 2.2 45.9%
Financial Expenses 0.6 0.5 -14.2% 0.9 -42.2% 1.5 2.7 77.7%
EBT 15.3 -1.3 8.7 31.1 13 -95.9%
Tax results 0.4 2.5 0.8 193.7% 1.8 4.0 117.6%
Direct Results 15.7 1.1 -92.9% ਰੇ 5 -88.3% 32.9 5.3 -84.0%
Indirect Results( ) 0.2 0.4 61.0% -0.4 -0.5 0.2
Net Income 15.9 15 -90.6% 9.1 -83.6% 32.4 5.5 -83.0%
Group Share 16.5 1.8 -88.8% 9.4 -80.4% 34.0 6.7 -80.2%
Attributable to Non-Controlling Interests -0.6 -0.3 42.7% -0.3 -30.5% -1.6 -1.2 21.9%

റ്റി ബ്രോട്ട് പ്രോഫ്റ്റ് (2007) - 1997-ൽ (2007) - 19 Principal (2004-10-10) - 1 (2006-10-1) - 1 (2006-10-1) - 1 (2006-10-1) - 1 (2010-11-20) - 1 (2010-11-20) - 1 (2010-11-20

Consolidated balance sheet

Million euros
CONSOLIDATED BALANCE SHEET 3019 3020 ﺔ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤ 2020 q.o.q. aMIa 9M20 ﺔ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤ
Total Net Assets 1,168.3 1,191.6 2.0% 1,190.0 0.1% 1,168.3 1,191.6 2.0%
Non Current Assets 856.2 911.1 6.4% 905.0 0.7% 856.2 911.1 6.4%
Tangible and Intangible Assets and Rights of Use 22.6 19.2 -15.0% 20.2 -5.0% 22.6 19.2 -15.0%
Goodwill 145 14.5 0.0% 14.5 0.0% 14.5 14.5 0.0%
Investments 805.6 863.5 7.2% 855.7 0.9% 805.6 863.5 7.2%
Deferred Tax Assets 55 4.5 -18.1% 4.7 -3.2% 5.5 4.5 -18.1%
Others 8.0 9.4 18.2% ਰ ਰੇ -5.0% 8.0 9.4 18.2%
Current Assets 312.0 280.4 -10.1% 284.9 -1.6% 312.0 280.4 -10.1%
Trade Receivables 17.2 199 15.6% 34.7 -42.6% 17.2 199 15.6%
Liquidity 271.2 233.1 -14.1% 222 3 4.8% 271.2 233.1 -14.1%
Others 23.6 275 16.4% 279 -1.7% 23.6 275 16.4%
Shareholders' Funds 1,063.8 1,076.6 1.2% 1,051.9 2.3% 1,063.8 1,076.6 1.2%
Group Share 1,064.2 1,072.3 0.8% 1.047.3 2.4% 1,064.2 1.072.3 0.8%
Non-Controlling Interests -0.4 4.3 4.6 -7.4% -0.4 4.3
Total Liabilities 104.5 115.0 10.1% 138.0 -16.7% 104.5 115.0 10.1%
Non Current Liabilities 55.5 58.1 4.6% 66.0 -11.9% 55.5 58.1 4.6%
Loans 4.9 2.3 -53.3% 2.4 -3.4% 4.9 2.3 -53.3%
Provisions 20.9 22.6 8.5% 30.4 -25.5% 20.9 22.6 8.5%
Others 29.8 33.1 11.4% 33.2 -0.2% 29.8 33.1 11.4%
Current Liabilities 48.9 56.9 16.3% 72 1 -211% 48.9 569 16.3%
Loans 2.8 1.3 -53.5% 1.6 -19.0% 2.8 13 -53.5%
Trade Payables 10.0 17.4 74.3% 26.9 -35.5% 10.0 17.4 74.3%
Others 36.1 38.2 5.8% 43.5 -12.2% 36.1 38.2 5.8%
Operating CAPEXII) 11 11 0.5% 1.2 -1.3% 5.7 3.6 -36.4%
Operating CAPEX as % of Turnover 4.1% 3.8% -0.2pp 2.9% 0.9pp 5.5% 3.6% -1.9pp
Total CAPEX 85 4.7 -44.6% 1.8 166.1% 26.7 115 -56.9%
Underlying EBITDA - Operating CAPEX -3.7 -1.9 47.8% -1.5 -30.5% -12.5 -6.8 45.6%
Gross Debt 20.4 16.6 -18.4% 17.7 -5.9% 20.4 16.6 -18.4%
Net Debt -250.8 -216.4 13.7% -204.6 -5.8% -250.8 -216.4 13.7%
(1) Onorstina CADEY avaludas Financial Investments

Consolidated levered FCF

Million euros

LEVERED FREE CASH FLOW 3019 3020 A 20/19 2020 də qalında çıxır. Bu qalında çıxır və bir çıxır və bir və bir və bir mənist və bir mənist və bir mənist və bir mənist və bir mənist və bir mənist və bir mənist və bir mənist 9м19 9M20 ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘ
Underlying EBITDA-Operating CAPEX -3.7 -1.9 47.8% -15 -30.5% -12.5 -6.8 45.6%
Lhange in WC 0.3 2.6 -6.6 -3.7 -1.0 74.0%
Non Cash Items & Other -4.5 0.4 2.2 -82.9% -2.3 2.9
Operating Cash Flow -7.8 1.1 -5.9 -18.5 -4 9 73.6%
Investments 52.9 15.3 -711% -2 g 48.2 8.7 -82.0%
Dividends 11.5 0.0 -100.0% 0.0 47.0 0.0 -100.0%
Financial results 0.3 -0.1 0.0 0.5 -0.2
Income taxes 0.9 -4.2 0.7 1.6 -2.8
FCF(t) 57.7 12.0 -79.3% -8.0 78.8 0.7 -99.1%

(1)FCF Levered afterFinancialExpenses but beforeCapitalFlows and Financing related up-front Costs.

II - FINANCIAL STATEMENTS

4. Condensed Financial Information 4.1. Sonaecom condensed consolidated financial statements

Condensed consolidated statement of financial position

For periods ended on 30 September 2020 and 31 December 2019

(Amounts expressed in Euro) Notes September 2020
(not audited)
December 2019
Assets
Non-current assets
Property, plant and equipent 2,011,649 2,140,056
Intangible assets 8,231,225 10,467,620
Right of use 8,974,710 10,403,459
Goodwill 14,520,952 14,520,952
Investments in joint ventures and associated companies 767,661,728 789,256,422
Financial assets at fair value through other comprehensive income 7 95,802,232 58,367,022
Deferred tax assets 4,510,230 4,251,266
Other non-current assets 9,414,060 8,003,913
Total non-current assets 911,126,786 897,410,710
Current assets
Inventories 264,999 240,361
Trade receivables 19,911,863 27,227,731
Other receivables 10,585,578 8,289,211
Income tax assets 1,999,288 1,717,566
Other current assets 14,618,472 12,238,902
Cash and cash equivalents 233,060,961 255,877,001
Total current assets 280,441,161 305,590,772
Total assets 1,191,567,947 1,203,001,482
Shareholders' funds and liabilities
Shareholders' funds
Share capital 230,391,627 230,391,627
Own shares (7,686,952) (7,686,952)
Reserves and retained earnings 842,876,111 798,881,018
Consolidated net profit/(loss) for the period 6,737,896 51,562,881
1,072,318,682 1,073,148,574
Non-controlling interests 4,269,245 (636,155)
Total Shareholders' funds 1,076,587,927 1,072,512,419
Liabilities
Non-current liabilities
Loans 2,299,317 3,289,931
Lease liabilities 9,791,919 11,156,725
Provisions 22,640,593 30,848,948
Deferred tax liabilities 23,142,529 22,277,675
Other non-current liabilities 202,906 4,150,043
Total non-current liabilities 58,077,264 71,723,322
Current liabilities
Loans 1,323,359 1,525,122
Trade payables 17,374,994 19,041,965
Lease liabilities 3,215,991 3,448,361
Other payables 9,095,854 11,935,197
Income tax liabilties 90,458
Other current liabilities 25,892,558 22,724,638
Total current liabilities 56,902,756 58,765,741
Total liabilities 114,980,020 130,489,063
Total Shareholders' funds and liabilities 1,191,567,947 1,203,001,482

The notes are an integral part of the condensed consolidated financial statements.

The Certified Accountant

Condensed consolidated income statement by nature

For periods of 9 months ended on 30 September 2020 and 2019 (restated -Note 3)

(Amounts expressed in Euro) Notes September 2020
(not audited)
September 2019
(not audited
and restated)
Sales 8 60,967,434 65,721,682
Services rendered 8 38,535,618 36,879,009
Other income 1,404,710 1,560,202
100,907,762 104,160,893
Cost of sales (53,570,517) (57,582,773)
External supplies and services (16,960,984) (18,418,202)
Employee benefits expense (33,595,725) (34,288,981)
Depreciation and amortisation (6,634,061) (6,261,305)
Provisions (116,612) (55,837)
impairment losses (65,786) (160,337)
Other expenses (256,990) (285,718)
(111,200,675) (117.053153)
Gains and losses in associated companies and companies jointly controlled б 12,336,666 30,724,392
Financial expenses (2,690,529) (1,514,069)
Financial income 2,233,576 1,531,185
Current income / (loss) 1,586,800 17,849,248
Income taxation 3,918,049 1,986,232
Consolidated net income/(loss) for the period of continued operations 5,504,849 19,835,480
Consolidated net income/(loss) for the period of discontinued operations 12,568,216
Consolidated net income/(loss) for the period 5,504,849 32,403,696
Attributed to:
Shareholders of parent company
6,737,896 33,981,721
(1,233,047)
Non-controlling interests (1,813,055)
235,030
Non-controlling interests (discontinued operations)
Earnings per share
Including discontinued operations
Basic 0.02 0.11
Diluted 0.02 0.11
Excluding discontinued operations
Basic 0.02 0.11
Diluted 0.02 0.11

The notes are an integral part of the condensed consolidated financial statements.

The Certified Accountant

Condensed consolidated statement of comprehensive income

For periods of 9 months ended on 30 September 2020 and 2019 (restated -Note 3)

(Amounts expressed in Euro) Notes September 2020
(not audited)
September 2019
(not audited
and restated)
Consolidated net income / (loss) for the period 5,504,849 32.403.696
Components of other consolidated comprehensive income, net of tax, that will be reclassified
subsequently to profit or loss:
Changes in reserves resulting from the application of equity method 6 (3,817,322) (2,749,654)
Changes in currency translation reserve and other 210,100 456.642
Components of other consolidated comprehensive income, net of tax, that will not be reclassified
subsequently to profit or loss:
Changes in reserves resulting from the application of equity method (1,134,263) (1,701,012)
Fair value of investments 22,543,043
Consolidated comprehensive income for the period 23,306,407 28,409,672
Attributed to:
Shareholders of parent company 24.446.749 29,987,697
Non-controlling interests (1,140,342) (1,578,025)

The notes are an integral part of the condensed consolidated financial statements.

The Certified Accountant

Condensed consolidated statement of changes in equity

For periods of 9 months ended on 30 September 2020 and 2019 (restated -Note 3)

(Amounts expressed in Euro) Share capital Own shares Share premium Legal reserves Reserves of own
shares
Other reserves Non-
Total reserves - controlling interests
Net
income / (loss)
Total
020
Balance at 31 December 2019
Appropriation of the consolidated net result of 2019
230.391.627 (7,686,952) 775.290.377 18.545.192 7.686.952 (2,641,503) 798.881.018 (636,155) 51.562.881 1.072.512.419
Transfers to other reserves
Dividend Distribution
2.138.733 49.424.148
(25,378,829)
51562.881
(25,378,829)
(175,000) (51.562.881) (25.553.829)
Increase in share capital in subsidiaries 17.708.853 17.708.853 6,000,000
(1,140,342)
6,737,896 6.000.000
23.306.407
Consolidated comprehensive income for the period ended at 30 September 2020
Other changes
102.188 102,188 220.742 322.930
Balance at 30 September 2020 230.391.627 (7,686,952) 775.290.377 20.683.925 7.686.952 39.214.857 842.876.111 4.269.245 6.737.896 1,076,587,927
Reserves and retained earning
Reserves of own Non. Net
(Amounts expressed in Euro) Share capital Own shares Share premium Legal reserves shares Other reserves Total reserves - - controlling interests income / (loss) Total
2019
Balance at 31 December 2018 (restated) 230391627 (7,686,952) 775.290.377 17,701,887 7.686.952 (23,955,767) 776.723.449 668.928 69.035.562 1.069132.614
Appropriation of the consolidated net result of 2018
Transfers to other reserves 843.305 68192.257 69.035.562 (69,035,562)
Dividend Distribution (34,246,131) (34,246,131) (110,000) (34,356,131)
Consolidated comprehensive income for the period ended at 30 September 2019 (restated) (3,994,024) (3,994,024) (1,578,025) 33.981.721 28.409.672
Impacts of fair value adjustments in Goodwill (restated) 657.737 657.737
Other changes (46228) (46,228)
Balance at 30 September 2019 230391627 (7,686,952) 775.290.377 18.545.192 7,686,952 5.996335 807 518,856 (407.588) 33.981.721 1,063,797,664

The notes are an integral part of the condensed consolidated financial statements.

The Certified Accountant

Condensed consolidated cash flow statement

For periods of 9 months ended on 30 September 2020 and 2019 (restated -Note 3)

September 2020 September 2019
(Amounts expressed in Euro) (not audited) (not audited)
Operating activities
Receipts from trade debtors 107,910,317 143,273,890
Payments to trade creditors (73,806,887) (90,357,046)
Payments to employees (33,259,636) (57,168,086)
Cash flows generated by operations 843,794 (4,251,242)
Payments / receipts relating to income taxes (5,594,481) (2,663,193)
Other receipts / payments relating to operating activities (3,847,646) (2,848,587)
Cash flows from operating activities (1) (8,598,333) (9,763,022)
Investing activities
Receipts from:
Financial investmens 68,743,220
Tangible assets 23,313 34,630
Intangible assets 573,807
Interest and similar income 327,540 46,991,788
Others 18,907,195 1,096,426
Payments for:
Financial investments (7,935,010) (20,565,997)
Tangible assets (595,509) (2,399,686)
Intangible assets (1,216,849) (935,082)
Variation in loans granted (249,932)
Cash flows from investing activities (2) ಡೆ,834,555 92.965.299
Financing activities
Receipts from:
Capital increases, supplementary capital and share premium 6,000,000 947,500
Loans obtained 500,000 148,502
Payments for:
Leasing (3,012,919) (3,448,893)
Interest and similar expenses (239,652) (648,462)
Dividends (25,553,829) (34,356,131)
Loans obtained (1,710,881) (1,158,469)
Cash flows from financing activities (3) (24,017,281) (38,515,953)
Net cash flows (4)=(1)+(2)+(3) (22,781,059) 44,686,324
Effect of the foreign exchanges (34,951) (4,323)
Effect of the discontinued operations (2,535,126)
Cash and cash equivalents at the beginning of the period 255,876,971 228,550,322
Cash and cash equivalents at the end of the period 233,060,961 270,697,197

The notes are an integral part of the condensed consolidated financial statements.

The Certified Accountant

4.2. Notes to the condensed consolidated financial statements of Sonaecom

1. Introductory note

SONAECOM, SGPS, S.A. (hereinafter referred to as 'the Company' or 'Sonaecom') was established on 6 June 1988, under the name Sonae – Tecnologias de Informação, S.A. and has its head office at Lugar de Espido, Via Norte, Maia – Portugal. It is the parent company of the Group of companies listed in note 4 and 5 ('the Group').

On June 1, 2000, the company was admitted to trading on Euronext Lisbon, however, with effect from February 24, 2014, it was excluded from the PSI-20.

Sonaecom SGPS, S.A. is owned directly by Sontel BV and Sonae SGPS, SA and Efanor Investimentos SGPS, S.A. is the ultimate controlling company.

In addition to the holding activity, the group's businesses essentially consist of media and technology activities. The Group operates in Portugal and has subsidiaries from the information systems consultancy segment operating in about 4 countries.

The condensed consolidated financial statements are presented in the unit, except when were referred, being the group's main currency. Foreign currency translated into the functional currency of each entity at the exchange rate on the date of the transaction. The financial statements of subsidiaries with another corrency have been converted into euros using the average exchange rates at the reporting date.

2. Main accounting policies and basis of presentation

The condensed consolidated financial statements for the period ended at 30 September 2020, were prepared in accordance with IAS 34 - Interim Financial Reporting Consequently, these financial statements do not include all the information required by the International Financial Reporting Standards ('IFRS'), so they should be read with the consolidated financial statements for the year end 31 December 2019. The accounting policies and measurement criteria, adopted by the Group at 30 September 2020 are consistent with those used in the preparation of 31 December 2019 financial statements, except for the period, in accordance with IAS 34.

The condensed consolidated financial statements of Sonaecom Group were prepared on the assumption of operations, based on the books and accounting records of the companies included in the consolidation, which were prepared in accordance with the International Financial Reporting Standards (IFRS) as adopted and effective in the European Union and based on historical cost, except for the revaluation of certain financial instruments.

3. Change in accounting policies and comparability of consolidated financial statements

During the period there were no changes in accounting policies, except for the adoption of new standards whose application became effective on 1 January 2020 which had no material impact on the Group's condensed financial statements.

The following standards, interpretations, amendments and revisions have been approved (endorsed) by the European Union, and have mandatory application to the financial years beginning on or after 1 January 2020 and were first adopted at 30 September 2020:

  • IFRS 3 (amendment): Business combinations (Amendment to the definition of business)

  • IFRS 9, IAS 39 and IFRS 7 (amendment): Reform of the reference interest rates (Introduction of exemptions to hedge accounting in order that the reform of the reference interest rates does not determine the cessation of hedge accounting)

  • IAS 1 and IAS 8 (amendment): Presentation of the financial statements and accounting policies, changes in accounting estimates and errors (Update of the definition of material, when applying the standards to the financial statements as a whole)

  • Conceptual Framework Changes in the reference to other FRS (Change to some IFRS in relation to cross-references and clarifications on the application of the new definitions of assets / liabilities and expenses / income)

The Group concluded that the application of these standards did not have a materially effect on the financial statements.

The following standards, interpretations, and revisions have not, until the period ended 30 September 2020, been approved ('endorsed') by the European Union:

  • IFRS 17 (including also amendments): IFRS 17 replaced IFRS 4 - 'Insurances Contracts'. Standard applicable to all entities that issue insurance contracts, reinsurance contracts and investment contracts with discretionary participation characteristics.

  • IAS 1 (amendment): This amendment has the aim to clarify the classification of liabilities as current balances depending on the rights an entity must defer its payment, at the end of each reporting period.

  • IFRS 3 (amendment): This amendment updates the references to the Conceptual Framework in the text of IFRS 3, with no changes to the accounting requirements for business combinations.

  • IAS 16 (amendment): This amendment prohibits the deduction of the amounts received as consideration for items sold that resulted from the production in test phase to the tangible fixed assets, to the book value of those same assets.

  • IAS 37 (amendment): This amendment specifies what are the costs that the entity must consider when evaluating whether a contract is onerous or not.

  • Annual Improvements 2018-2020 (amendments): Includes improvements to IFRS first-time adopter') IFRS 9 ('Derecognition of financial liabilities'), IFRS 16 ('Lease incentives') and IAS 41 ('Taxation in fair value measurements.).

  • IFRS 16 (amendment): This amendment consists in the accounting record, by the lesee of the premiums on rents attributed by the lessors because of the impacts of Covid-19.

During the period ended at 30 September 2020, to ensure the comparability of the condensed consolidated financial statements for the period ended at 30 September 2019 were restated by the effects described below:

Goodwill restatement

In December 2018 with the acquisition of Excellium Group, a Goodwill was recorded although the allocation of the purchase price is subject to changes until the completion of the one year period from the date of acquisition, as permitted by IFRS 3 Business Concentrations.

During the year of 2019, the fair value of the identifiable assets acquired, and liabilities assumed was measured.

As provided in IFRS 3, the provisional amounts recognistion date were retrospectively adjusted to reflect the new information obtained on facts and circumstances that existed at that, if known, would have affected the measurement of the recognised amounts in this date.

The impacts of restating the consolidated accounts in accordance with the changes described above for the period ended at 30 September 2019 can be summarised as follows:

(Amounts expressed in Euro) September 2019
(reported)
Goodwill Excellium's
fair value adjustments
September 2019
(restated)
BALANCE SHEET
Non-current assets
Goodwill 14.750.856 (229.904) 14,520,952
Shareholders' funds
Non-controlling interests (190,265) (217,323) (407,588)
Non-current liabilities
Deferred tax Liabilities 13,775,691 532.653 14,308,344
Other non-current liabilities 6,804,226 (650,344) 6,153,882
STATEMENT OF COMPREHENSIVE INCOME
Income taxation 1.808.680 177,552 1,986,232
Net income/(loss) for the year of continued operations 19.657.928 177,552 19.835.480
Non-controlling interests (1,885,497) 72.442 (1,813,055)

4. Companies included in the consolidation

Group companies included in the consolidation method, their head offices, main activities, shareholders and percentage of share capital held at 30 September 2020 and 2019, are as follows:

Percentage of share capital held
2020 2019
Company (Commercial brand) Head office Main activity Shareholder Direct Effective* Direct Effective*
Parent company
SONAECOM, S.G.P.S., S.A. ('Sonaecom')
Subsidiaries
Maia Management of shareholdings.
Bright Developement Studio, S.A. ('Bright') Lisbon Research, development and commercialization of projects and service
solutions in the area of information technology, communications and
retail, and consulting activities for business and management.
Sonae IM 100% 100% 100% 100%
Bright Ventures Capital, SCR, S.A. Lisbon Realization of investment in venture capital, management of venture
capital funds and investment in venture capital fund units.
Bright 100% 100% 100% 100%
Digitmarket - Sistemas de Informação, S.A.
('Digitmarket' - using the brand 'Bizdirect')
Maia Development of management platforms and commercialisation of
products, services and information, with the internet as its main support.
Sonae IM 75.00% 75.00% 75.00% 75.00%
Excellium Group, S.A. ('Excellium') Contern Excellium assist enterprises to perform business and risk assessments,
define security policies and procedures, respond to security incidents
and deliver computer forensics services.
Sonaecom CSI 59.20% 59.20% 59.20% 59.20%
Excellium Services, S.A. ('Excellium Services') Contern Provide services within the IT and cibersecurity domain mainly to
Luxembourgish institutions, banks and insurance companies.
Sonaecom CSI 59.20% 59.20% 59.20% 59.20%
Excellium Services Belgium, S.A. ('Excellium Services Belgium') Wavre Provide services within the IT and cibersecurity domain mainly to
Belgium institutions, banks and insurance companies.
Sonaecom CSI 59.20% 59.20% 59.20% 59.20%
Excellium Factory SARL ('Excellium Factory') Raouad-Ariana Vehicle for the Excellium product development in Africa. Sonaecom CSI 80% 47.36% 80% 47.36%
Inovretail, S.A. Uporto Industry and trade of electronic equipment and software; development,
installation, implementation, training and maintenance of systems and
software products; rental equipment, sale of software use license;
consulting business, advisory in retail segments, industry and services.
Sonae IM 100% 100% 100% 100%
Inovretail España, SL ("Inovretail España") Madrid Industry and trade of electronic equipment and software; development,
installation, implementation, training and maintenance of systems and
software products; rental equipment, sale of software use license;
consulting business, advisory in retail segments, industry and services.
Inovretail 100% 100% 100% 100%
Fundo Bright Vector I ('Bright Vector I') Lisbon Venture Capital Fund Sonae IM 5013% 5013% 50.13% 50.13%
Fundo Bright Tech Innovation I - ('Bright Tech Innovation I') (b) Maia Venture Capital Fund Sonae IM
Sonaecom
25%
25%
25%
25%
PCJ - Público, Comunicação e Jornalismo, S.A. ('PCJ') Maia Editing, composition and publication of periodical and non-periodical
material and the exploration of radio and TV stations and studios.
Sonaecom 100% 100% 100% 100%
Praesidium Services Limited ("Praesidium Services") Berkshire Rendering of consultancy services in the area of information systems. Sonae IM 100% 100% 100% 100%
Público - Comunicação Social, S.A. (Público') Oporto Editing, composition and publication of periodical and non-periodical
material.
Sonaecom 100% 100% 100% 100%
S21Sec Portugal Cybersecurity Services, S.A.(S21 Sec Portugal') Maia Commercialization of products and management services,
implementation and consulting in information systems and
technologies areas.
S21 Sec Gestion 100% 80.90% 100% 80.90%
S21 Sec Gestion, S.A. ('S21 Sec Gestion') Guipuzcoa Consulting, advisory, audit and maintenance of all types of facilities and
advanced communications services and security systems. Purchase and
installation of advanced communications and security systems produced
by others.
Sonaecom CSI 80.90% 80.90% 80.90% 80.90%
S21 Sec Information Security Labs, S.L. ('S21 Sec Labs') Navarra Research, development and innovation, as well as consulting,
maintenance and audit for products, systems, facilities and
communication and security services.
S21 Sec Gestion 100% 80.90% 100% 80.90%
S21 Sec, S.A. de CV ('S21 Sec, S.A. de CV') Mexico City Computer consulting services S21 Sec Gestion
S21 Sec Labs
99.9996%
0.0004%
80.90% ರಿಡಿದಿದ್ದಾರೆ. ಇದನ್ನೂ ಕಾರ್ಯ ಸಾಮಾನ್ಯ ಸಾಮಾನ್ಯ ಸಾಮಾನ್ಯ ಸಾಮಾನ್ಯ ಸಾಮಾನ್ಯ ಸಾಮಾನ್ಯ ಸಾಮಾನ್ಯ ಸಾಮಾನ್ಯ ಸಾಮಾನ್ಯ ಮತ್ತು ಸಾಮಾನ್ಯ ಸಾಮಾನ್ಯ ಸಾಮಾನ್ಯ ಸಾಮಾನ್ಯ ಸಾಮಾನ್ಯ ಸಾಮಾನ್ಯ ಸಾಮಾನ್ಯ ಸಾಮಾನ್ಯ ಸಾಮಾ
0.0004%
80.90%
Sonaecom - Cyber Security and Intelligence, SGPS, S.A.
('Sonaecom CSI')
Maia Management of shareholdings. Sonae IM 100% 100% 100% 100%
Sonaecom - Serviços Partilhados, S.A. ('Sonaecom SP') Maia Support, management consulting and administration, particularly in the
areas of accounting, taxation, administrative procedures, logistics, human Sonaecom
resources and training.
100% 100% 100% 100%
Sonae Investment Management - Software and Technology,
SGPS, S.A. ('SonaelM')
Maia Management of shareholdings in the area of corporate ventures and
joint ventures.
Sonaecom 100% 100% 100% 100%
Taikai, LTDA ('Taikai') (a) Oporto Research, design and development of products and services in the field
of information technologies, as well as investment and training related Bright
to the development of new business information systems.
99.01% 99.01%

* Sonaecom effective participatio

(a) h Neverez 2021 acquire to the children State the content of the chiring in the consequent bes of control and consequent bes of control and significant influence in the c

All the above companies were included in the consolidation in accordation method under the terms of FFRS 10 – 'Consolidated Financial Statements'.

5. Changes in the group

During the periods ended at 30 September 2020 and 2019, the following changes occurred in the composition of the Group:

a) Acquisitions

Shareholder Subsidiary Date
2020
Sonae M Sales Layer Tech, S.L. ('Sales Layer') (note 7) Mar-20
Fundo Bright Vector I Replai (note 7) Jun-20
Sonae M Deepfence Innc ('Deepfence') (note 7) Set-20
Sonae IM IriuskRisk (note 7) Set-20
Shareholder Subsidiary Date
2019
Sonae M Fundo de Capital de Risco Armilar Venture Partners Inovação e Internacionalização
('Armilar I+I') - increase (note 6)
Jan-19
Sonae IM ViSenze Pte. Ltd ('ViSenze') (note 7) Feb-19
Sonae IM Case on IT, S.L. ('Case on IT') (note 7) Feb-19
Sonae M CB-4, Ltd ('CB-4') (note 7) Feb-19
Fundo Bright Vector I Automaise, Lda ('Automaise') (note 7) Mar-19
Fundo Bright Vector I Social Disruption Marketing Agency, Lda ('Sway') (note 7) Apr-19
Sonae IM Cellwize Wireless Technologies Ltd. ('Cellwise') (note 7) Mau-19
Bright Fyde, Inc. ('Fyde') (note 7) Jun-19
Bright EGI Acceleration S.I. ('EGI Acceleration') (note 7) Jul-19
Sonae IM Ometria Ltd. ('Ometria') (note 7) Set-19
Sonae M Daisy Intelligence Corporation ('Daisy Intelligence') (note 7) Set-19

b) Constitutions

Shareholder Subsidiary Date
2020
Sonae IM and Sonaecom Bright Tech Innovation I Jun-20

c) Alienations

Shareholder Subsidiary Date
2019
Sonae IM Saphety Mar-19
Saphety Saphety Brasil Mar-19
Saphety Saphety Colombia Mar-19
Sonae IM We Do Jul-19
We Do We Do Brasil Jul-19
We Do We Do USA Jul-19
We Do We Do BV Jul-19
We Do BV We Do Malásia Jul-19
We Do We Do Chile Jul-19
We Do BV Jul-19
We Do We Do Egypt
We Do We Do España Jul-19
We Do We Do UK Jul-19
We Do We Do Mexico Jul-19
We Do BV
We Do Brasil Tecnológica Jul-19
We Do Cape Technologies Jul-19

Effects of the alienation of subsidiaries in the condensed consolidated financial statements

In March 2019, the companies that are part of the Saphety Group were alienated by the amount of EUR 8,580,809 (includes the amount of EUR 2,723,878 related to loans) to its management team, supported by Oxy Capital. As a result of the value of sale and the derecognition of the Saphety Group, an add value of EUR 4,933,947 was registered, as detailed below:

Saphety Group
(Amounts expressed in Euro) March 2019
Derecognised assets
Tangible assets (280,044)
Intangible assets (2,303,459)
Rights of use (1,487,795)
Deferred tax assets (123,408)
Trade debtors (2,725,770)
Other current debtors (209,344)
Other current assets (831,324)
Cash and cash equivalents (257,712)
(8,218,856)
Derecognised liabilities
Loans obtained 154,202
Trade creditors 662,099
Other current creditors 597,649
Other current liabilities 2,484,972
3,898,922
Total net assets derecognised 4,319,934
Total net assets derecognised of non-controlling interests (571,288)
Exchange reserves (101,784)
Total net assets derecognised after non-controlling interests 3,646,862
Amount received 8,580,809
Gain / (loss) resulting from the sale 4,933,947

In August 2019, with effect at 31 July 2019, the companies that are part of the We Do Group were alienated by the amount of EUR 62,091,647 (includes the amount of EUR 11,140,000 related to loans) to Mobileum, Inc. As a result of the sale value and derecognition of the We Do Group, an add value of Euro 8,530,002 was registered, as detailed below:

We Do Group
(Amounts expressed in Euro) July 2019
Derecognised assets
Tangible assets (940,560)
Intangible assets (13,288,230)
Rights of use (6,498,697)
Goodwill (20,576,531)
Deferred tax assets (6,090,251)
Other non-current assets (31,949,634)
Trade debtors (24,173,191)
Other current debtors (9,297,582)
Other current assets (9,272,306)
Cash and cash equivalents (1,605,190)
(123,692,172)
Derecognised liabilities
Loans obtained 246,725
Trade creditors 10,037,836
Other current creditors 7,232,766
Lease liabilities 6,954,475
Provisions 1,416,152
Other current liabilities 51,033,063
76,921,017
Total net assets derecognised 46,771,155
Total net assets derecognised of non-controlling interests (3,296)
Adjustments to net assets decurring from the sale 6,793,786
Exchange reserves 529,392
Costs related to the sale 5,223,814
Goodwill 1,040,580
Total net assets derecognised after non-controlling interests 53,561,645
Amount received 62,091,647
Gain / (loss) resulting from the sale 8,530,002

d) Discontinued

Shareholder Subsidiary Date
2019
Sonae IM We Do Australia Mar-19
S21 Sec Gestion S21 Sec Brasil Jun-19

e) Merges

In May 2019 an absorption merger proceeded between the incorporating company S21 Sec Gestion, S.A. and the incorporated company Nextel, S.A., which the S21 Sec Gestion, SA incorporated, with retroactive accounting effects as from 1 January 2019, this company's entire operating activity, as well as Nextel's global transfer of its assets to book value. This merger had no impact on Sonaecom's consolidated accounts for the period ended at 30 September 2019.

6. Investments in joint ventures and associated companies

The associated companies and the companies jointly controlled, their head offices, percentage of ownership and value in profit and loss statement at 30 September 2020 and 2019 are as follows:

Percentage of ownership Value in profit and loss statement
30 September 2020 30 September 2019
Head Office Direct Tota Direct Tota 30 September 2020 30 September 2019
ZOPT, SGPS, S.A. ('ZOPT') (a) Oporto 50.00% 50.00% 50.00% 50.00% 21,387,528 31,816,000
Unipress - Centro Gráfico, Lda. ("Unipress') Vila Nova de Gaia 50.00% 50.00% 50.00% 50.00% (6,670) 79,218
SIRS - Sociedade Independente de Radiodifusão
Sonora, S.A. ('Rádio Nova')
Oporto 50.00% 50.00% 50.00% 50.00% (39,030) 61,784
Intelligent Big Data, S.L. ('Big Data') (b) Gipuzcoa 50.00% 50.00% 50.00% 50.00% 2,657 (113)
Fundo de Capital de Risco Armilar Venture
Partners II (Armilar II) (c)
Lisboa 44.33% 44.33% 50.74% 50.74% (8,156,114) 80,617
Fundo de Capital de Risco Armilar Venture
Partners III (Armilar III) (d)
Lisboa 42.80% 42.80% 4273% 4273% 7,444 (489,757)
Fundo de Capital de Risco Armilar Venture
Partners Inovação e Internacionalização
(Armilar I+I)
Lisboa 38.25% 38.25% 38.25% 38.25% (677,584) (279,933)
Secucloud Network GmbH (Secucloud) Hamburg 27.45% 27.45% 27.45% 27.45% (185,950) (490,609)
Probe.ly (e) Lisbon 17.19% 17.19% 2121% 2121% 4,386 (57,266)
Suricate Solutions Luxembourg 20.00% 11.84% 20.00% 11.84% 7,289
Alfaros SAR Tunisia 40.00% 23.68% 40.00% 23.68% (2,837)
آمرa 12.336.666 30724392

(a) Includes the incorporation of the results of the subsidiaries in proportion to the capital held.

(b) Company directly owned by S21 Sec Gestion

(c) Change in participation is related with the sale of Outsystems

(d) In November 2019 a capital increase of EUR 206,295 was subscribed, resulting in a variation of 0.07%

(e) During the period ended 30 September 2020, Sonal Influence on Pobely, and the company started to be valued at fair value through other compreher income.

As a result of the Funds' legislation, Sonaecom does not have control over them since it does not have control over its management entity.

In accordance with the IFRS 11, the classification of investments in the is determined based on the existence of an agreement that clearly demonstrate and regulate the joint control. The Group held associated and jointly companies, as decomposed below.

The division by company of the amount included in the investments in associated companies and join controlled at 30 September 2020 and 31 December 2019 is as follows:

30 September 2020 31 December 2019
Ownership value Goodwill Total investment Ownership value Goodwill Total investment
Investments in companies jointly controlled
Zopt 571,132,688 87,527,500 658,660,188 554,696,744 87,527,500 642,224,244
Unipress 439,155 321,700 760,855 480,317 321,700 802,017
SIRS 14.626 14.626
553,392,312 87,849,200 659.421.042 555,191,687 87,849,200 643.040,887
Investments in associated companies
Armilar II 57,721,782 57,721,782 94.176.915 94.176.915
Armillar III 32,398,570 32,398,570 32,707,854 32,707,854
Armilar I+I 16,209,966 16,209,966 17.056.946 17.056.946
Secucloud (2,545,588) 4,419,742 1,874,154 (2,359,638) 4.419.742 2,060,104
Probelly (119,672) 297,168 177,496
Suricate Solutions 31,277 31,277 4.942 4,942
Alfaros SARL 4.938 4.938 31,278 31,278
141,741,429 4,716,910 108.240,686 141,498,625 4,716,910 146,215,535
Tota 695,133,741 92,566,110 767,661,728 696,690,312 92,566,110 789,256,422

The value on the income statement related to Zopt results from net income of Zopt and the impact on results of the process of allocating the fair value to the assets and liabilities acquired by Zopt.

In this context of uncertainty regarding the level of evolution and contagion of the COVID-19 and consequently the strong economic slowdown, the business plans prepared in the year of 2019, are under review, being difficult to project the potential impact. Regarding the ZOPT's participation, it has already impacted due to the negative impacts verified in some business areas as described below.

With regard to ZOPT's financial participations in Finstar consolidated), the Board of Directors of NOS and ZOPT is certain that the patrimony seizure to Mrs. Isabel dos Santos, in the specific case of the shares held by her in Finstar and ZAP Media (where she holds 70% of the capital), does not change the control as defined in IFRS 11, it is not expected to have relevant consequences for the operational management of companies, in addition to restriction of dividends in these companies.

At 4 April 2020, SONAECOM, was informed by its subsidiary ZOPT of the communication received from the Lisbon Central Criminal Instruction Court ('Court') to proceed to the preventive arrest of 26.075% of NOS' share capital, corresponding to half the shareholding in NOS held by ZOPT and, indirectly, by the companies Unitel International Holding Limited, controlled by Mrs. lsabel dos Santos. Under the terms of the communication, the arrested shares (134,322,268.5 shares) are deprived of the right to vote and the right to receive dividends, which must be depositos, S.A. at the order of the court. The other haft of ZOPT's participation in NOS' share capital, corresponding to an identical percentage of 26.075% - and which, at least in line with the criterion used by the Court, embodies the 50% held in ZDPT by SONAECOM - was not subject to arrest, nor the rights attached to it were subject to any limitation.

Although ZDPT has not been notified of the grounds for preventive arrest, based on the preliminary information they have, it is the understanding of the board of directors of ZDPT and SDNAECOM that the measure of arrest imposed is illegitimate and offends several fundamental rights of ZOPT, no being legally liable to deprivation of voting rights, not even to inhibit the holder of the arrested shares from continuing to exercise those rights, which deprivation we understand for this reason, be null and without any effect. At 12 June 2020, ZOPT was notified of the Lisbon Central Criminal Investigation Court, which authorizes it to execise the voting right corresponding to the 26.075% of NOS share capital preventively seized under the aforementioned Court order. For this reason, the Boards of Directors of ZOPT and SONAECOM consider that the conditions of control of ZOPT over NOS are met, and the measure does not have material effects on the control of this company.

At 19 August, Sonaecom communicated the intention of the shareholders of ZDPT (Sonaecom, Unitel International Holdings, BV and Kento Holding Limited) to liquidate the company, maintaining Sonaecom as the reference shareholder of NOS. To date, the efforts to dissolve the ZOPT have not yet been carried out.

In the beginning of April, NOS announced that it had entered into an agreement with Tofane Global, SAS for the share capital of NOS International Carrier Services SA to Basis, a wholly-owned subsidiary of Tofane and another, for the provision of Group companies. NOS for international voice and SMS wholesale services, which were previously provided by NOS ICS. The conclusion of this agreement was subject to non-opposition Authority. Completion of this agreement occurred on 29 June 2020. The sale price amounts to 9.6 million euros and the receipt of 5.5 million euros will take place over 5 years.

During the period ended at 30 September 2020, resulting from the sale of NOS ICS and the company as a discontinued operating unit, the comparative periods, in the consolidated income stated.

ZOPT Group provisions

The evolution in provisions occurred during the 9 months of 2020 compared to 31 December 2019 was as follows:

1. Actions by MEO against NOS S.A., NOS Madeira and NOS Açores and by NOS S.A. against MEO

At the beginning of March 2020, the parties were notified of the scheduled judicial due diligence for 17 April 2020, with a view to scheduling the acts to be caried out at the final hearing, establishing the number of sessions and their ikely duration, as well as the designation of the respective dates and, also, attempted conciliation. The diligence was, meanwhile, rescheduled. It is the understanding of the Board of Directors, corroborated by the attorneys accompanying the process, that it is, in formal and substantive terms, likely that NOS SA will be able to win the lawsuit, due to MEO already having been convicted for the same offences by ANACOM, however, it is not possible to determine the outcome of the action.

2. Action brought by DECO

The process has aready been redistributed and the prior hearing took place on 10 September 2020. NOS is still awaiting for the presentation of proof requirements and the scheduling of the Board of Directors is convinced that the arguments used by the author are not justified, which is believed that the outcome of the proceeding should not result in significant impacts for the Group's financial statements.

3. Interconnection tariffs

At 30 September 2020, accounts receivable include EUR 7,139,253 and EUR 43,475,093, respectively, resulting from a dispute between the subsidiary NDS SA and, essentially, the operator MED – Serviços de Multimédia, S.A. (previously named TMN – Telecomunicações Móveis Nacionais, S.A.), in relatinition of interconnection tariffs of 2001. In what concerns to that dispute with MEO, the result was totally favourable to NOS S.A., having already become final.

Contractual Penalties বা

In 2020, due to the foreseable sharp reduction of these penalties, as a direct consequence of the slowdown in the Portuguese economy due to the measures adopted to combat the new coronavirus COVID-19, NOS recognised expected credits losses to all penalties billed to customers and not provisioned, in the amount of approximately EUR 7.0 million.

At 30 September 2020, the amounts billed and to be received from these indemnities amount to EUR 109.8 million.

Another subjects

Disposal of NOS Towering, S.A.

At 14 April 2020, NOS Comunicações, SA and Cellnex Telecom, SA entered into an agreement whose purpose is to transfer to Cellnex the shares representing the entire share capital of NDS Towering, SA, encompassing the disposal of approximately 2,000 sites (towers and rooftops).

On the same date, the parties entered into a long-term agreement to whereby Cellnex will provide the network hosting over the passive infrastructure acquired, for a period of 15 years, automatically renewed for equal periods. In addition, this agreement foresees a perimeter increase of up to 400 additional sites over the next 6 years.

The potential value of the agreements to be reached is 600 million euros, being dependent on the sale of additional sites and configuration alteration of the expected impact on pro forma operating Cash Flow for NOS in first year is approximately EUR 22 million.

This agreement will enable NOS to continuously optimize and expand its state-of-the-art mobile networking its ablity to invest in the long-term value of the company. By joining forces with Cellnex in Portugal, through this strategic partnership, NOS ensures

the supply of current and future needs of its passive mobile infrastructure. In addition to this agreement, NOS will continue to pursue other investment efficiency opportunities.

At 30 September 2020, the operation was materialized with Cellnex payment to NOS of EUR 398.6 million.

COVID-19

With the emergence, spread and infection of the new coronavirus COVID-19, several measures were taken to contain the virus with very significant estimated impacts on the Portuguese economy, as well as in other economies, namely, limitations on travel rights and closure of several facilities and establishments.

This is a situation of uncertainty and very dynamic, which makes it extremely difficult to estimate impacts, which always have to consider several scenarios and countless variables. Evidence of this difficulty is the historical drops and sharp volatiity of exchanges, all over the world.

The impacts on ZOPT through participation in NOS were already felt in the months on 30 Sepetember 2020, with a drop in revenues, consolidated EBTDA and operational cash-flows of - 7.2% (EUR - 29.4 million) and - 20.2% (EUR -34.6 million), respectively, which shows a reduction in activity in:

  • Cinemas and Audiovisuals: complete closure of NOS' theatres on 16 March to 2 July, and postponement of a number of i. movie premieres, slightly offset by cinema rentals negotiations;
  • Roaming and international calls: traffic and revenues impacted by restrictions imposed on international travel; ii.
  • Equipment sales: with the closure of shoping centers and travel restrictions, there was a reduction in the sale of mobile == phones and equipment, which is partially offset by the increase in online sales (in the long run there may be a positive effect on the evolution customer take-up of digital channels);
  • iv. use of mobile data; and,
  • Drop in revenue related to premium sports during the national championship was suspended and > advertising content.

NOS is committed to support their customers during the current COVID-19 public health crisis. At a time when many Portugueses are changing their habits and routines and working remotely, keeping customers connected is the main objective of NOS. To this end, NOS facilitate access to services, through data offers, suspension of monthly payment of premium sports channels, reinforcement of the ability to implement business services and guaranteeing a safe and secure service in our stores, in order to safeguard customers, employees and partners. The NDS Telecommunications Network supports a set of basic services of our society, which include our National Health System. In this context of global health emergency, the maintenance of Portuguese communications is a fundamental task.

On the other hand, the projections made for the Portuguese economy, led to a reassessment of projections and estimates, resulted in the following impacts recognised in the nine months ended on 30 September 2020:

  • i. Sport TV in the amount of EUR 5.4 million was recognised;
  • ii. destabilization of the Angolan economy with the drop in oil demand and prices, impairments were recognised for the value of dividends and other accounts receivable from the Angolan subsidiary Finstar, in the amount of EUR 4.6 million;
  • iii. a review of the impairment tests was also caried out, with no evidence of impairment being concluded, either in Goodwill or in other types of assets;
  • iv. reinforcement of expected credit losses from accounts receivable, in the amount of approximately EUR 20.9 million, resulting from the incorporation, in the projection model of future collections, of the new projections released by the Bank of Portugal for the growth of the GDP and unemployment rate for the next 3 years, and identification of customers particularly affected by the current crisis, namely, in the cinema business;

  • v. approximately EUR 7.0 million, as a consequence of the foreseeable sharp reduction in their collection;
  • vi.
  • vii. in the amount of approximately EUR 4.0 million.

Liquidity and interest rate risk

Prudent liquidity risk management implies maintaining an adequate level of cash and cash equivalents to meet assumed liabilities, associated with the negotiation of credit lines with financial institutions.

At 30 September 2020, the average maturity of the NOS group's financing is 2.9 years, with no non-compliance with the covenants due to the reduction in results projected for this year, being expected.

Credit risk

Credit risk is essentially related to credit for services provided to customers, monitored on a regular business basis and for which expected credit losses are determined considering i) the average receipt period; iii) the client's financial condition; and iv) future perspective of the evolution of the collections.

In the nine months ended on 30 September 2020, as a direct consequence of the slowdown in the Portuguese economy due to the measures adopted to combat the new coronavirus COVID-19, the company recognized extraordinary expected credit losses of EUR 27.9 million , incorporating, in the projections, the new projections released by Banco de Portugal for GDP growth and Unemployment rate for the next 3 years.

In terms of the projection of future impacts at NOS, these will depend on the extent, namely timing, of the spread of the virus and the respective containment measures, making it difficult to predict the scale of the knowledge, however, that it will occurin the areas mentioned above. NOS 'capital structure is within the 2x Net Financial Debt / EBITDA After Leasings Payments (EBITDA -Leasings Payments (Capital and Interest)) threshold so the Board of Directors of NOS believes that the company will overcome the negative impacts caused by this crisis, without jeopardizing business continuity, this conviction is demaintenance of the shareholders' remuneration policy with the payment of dividends on 3 July 2020.

7. Financial assets at fair value through other comprehensive income

At 30 September 2020 and 31 December 2019, this caption was composed as follows:

30 September 2020 31 December 2019
Arctic wolf 40,963,596 12,101,193
Cellwize 8,283,002 5,357,593
Ometria 8,095,986 8,095,987
Sixgill 5,415,162 5,415,162
CB4 4,368,720 4,368,720
ViSenze 3,459,140 5,260,238
Case on IT 2,930,744 2,930,744
Sales Layer 2,500,358 -
Nextail 2,478,620 2,300,000
Daisy Intelligence 2,406,623 2,406,623
Reblaze 2,352,438 2,352,438
Deepfence 2,085,593 -
ciValue 1,970,097 1,970,097
StyleSage 1,848,578 1,848,578
Jscrambler 1,550,000 1,250,000
lriusRisk 1,416,514 299,802
Whitefantasy 640,804 640,804
Replai 600,000 -
Others 2,436,257 1,769,043
95.802.232 58367022

At 30 September 2020, these investments correspond to shareholdings in which the Group has no significant influence.

According to IFRS 9 these investments at fair value through other consolidated compehensive income 'as they are held as long term strategic investments and there investments will be sold in the short and medium term, and, so, were irrevocably designetd at fair value trough other comprehensive income. For investments with a maturity of less than a year the acquision costs were considered as a reasonable approximation of their fair nents with a maturity greater than a year the subsequent changes in fair value are presented through other comprehensive income.

In the periods ended at 30 September 2020 and 2019, the change in investments at fair value through other comprehensive income was as follows:

30 September 2020 30 September 2019
Opening balance 58,367,022 28,101,682
Acquisitions/Capital Increases 7.542.302 18,852,111
Fair value 29,892,908
Closing balance 95,802,232 46.953.793

Arctic Wolf

Arctic Wolf, a US based campany, is a global pioneer in the SOC-as-a-Service market with cutting-edge managed detection and response (MDR), which provides a unique combination of technology and services to quickly detect and contain threats. Sonae IM, iointly with US technology investors Lightspeed Venture Partners and Redpoint, entered in the company's cap table in 2017 in a series B round. During 2018, the Company closed a \$45M series C round and, at the end of 2019, the Company launched a \$60M Series D round. In October 2020, the company announced it has raised \$200 million in Series E funding at a valuation of \$1.3 billion. The funding round was led by Viking Global Investors, with additional participation from DTCP and M participated in all rounds, reinforcing its stake. With this new round Arctic Wolf turns into in that Sonae IM owns a direct investment and into the second in its total portfolio, alongside with Outsystems, indirectly invested through Armilar funds.

Cellwize

Cellwize is a leading provider of Mobile Network Automation solutions for telco, based in Israel. Cellwize offers modular solutions for an agile adoption of 'zero-touch' network automation capabilities on top of a virtualized service orchestration platform. It supports network operations, especially given the increase in network driven by 5G adoption. Sonae Minvested in a series B round of \$15 million led by Deutsche Telekom Capital Partners. In October 2020, the completion of a new round in the amount of US \$ 32 million led by Intel Capital and Qualcomm Ventures with the participation of Virizon Ventures and Samsung Next and of the existing investors.

Ometria

Ometria is an English based Al powered customer marketing platform with the vision to become the central the communication between retailers and their customent was done by Sonae M in the Series A round, alongside several strategic investors (including Summit Action, the US VC fund of the Summit Series) and was recently reinforced during series B round.

Sixgill

In December 2019, Sonae IM invested in Sixgill which is a leader in the cybersecurity intelligence market in the deep and dark web Sixgil helps Fortune 500 companies, financial institutions, government agencies protect their finances, networks and reputations from cuberthreats that lurk in the deep, dark and surface cuber threat intelligence platform automates all phases of the intelligence cucle - collection, analysis and dissemination of data - providing organizations with unparalleled information and actionable insights to protect their various assets in the ever evolving cyber threatscape. Sixgill rais a second round led by Sonae IM and REV Venture Partners with participation by Our Crowd. Previous investors Elron and Terra Venture Partners also participate in the round.

CB4

CB4 is a company based in Israel that provides a patented Al software solution for brick and mortar retailers to identify and correct critical operational issues at store, product level. The investment was part of a series B \$16 millions round, led by Octopus Ventures with Sonae IM joining. Existing investors Sequoia Capital and Pereg Ventures also participated in the round.

ViSenze

ViSenze is a Singapore-based company that delivers intelligent image recognition that shorten the path to action as consumers search and discover on the visual web. Retailers use ViSenze to convert images into immediate product search opportunities, improving conversion rates. Media companies use ViSenze to turn any image or video into an engagement opportunity, driving incremental revenue. Sonae IM co-led, with Gobi Partners, a \$20 millions Series C round that will enable the artificial intelligence company to further invest in its penetration among smartphone manufacturers, as well as with consumer and social communication applications.

Case on IT

Case on IT is a Spanish company that has developed Medux, a machine learning solution for the measurement, prediction and analysis of landline, mobile and television services quality. Medux measures the customer experience in markets that collectively serve over 600 million users worldwide. The company raised a Series B round of international fund with Sonae IM.

Sales Layer

Sales Layer is a Spanish based company with a cloud-based Product Information Management (PM) platform, helping brands and retailers to transform their catalogs into a digital, enriched and multichannel control center. Sonae M recently led its series A round.

Nextail

Nextal is a Spanish company that has developed a cloud-based platform that combines artificial intelligence and utics to upgrade retailers' inventory management processes and store operations. The company raised a \$10.0 million Series A round led by London and Amsterdam based venture capital firm KEEN Venture Partners LLP ("KEEN"), together with Sonae M and existing investor Nauta Capital. The new financing is being used to accelerate product development and double the size of the team, as it grows internationally.

Daisy Intelligence

Daisy Intelligence is an Al-powered platform for retail merchandising promotional product and price mixes for dramatically improved business results. Sonae IM partnered with Framework Venture Partners invested in a C \$ 10 million (circa €7 million) series A round.

Rehlaze

Reblaze is an Israeli company that proprietary security technologies in a unified platform, shielding assets from threats found on the Internet. The company raised a Series A round in which Sonae IM led jointly with JAL Ventures and Data Point Lapital.

Deepfence

Deepfence is a company based in San Francisco (California) of application security company that offers an intrusion prevention system that measures and maps the attack surface at run time and provides complete protection against known and unknown threats.

ciValue

ciValue is an Israeli company with offices in New York, Paris, and Tel Aviv, is a disruptive provider of cloud-based Precision Marketing and Supplier Advertising Platforms for Retailers. Sonae IM, coupled with Nielsen, led a \$6M Series A investment

StyleSage

StyleSage is a strategic analytics SaaS platform that helps fashion, home and brands with critical pre, in and post season decisions globally. Every day, StyleSage pulls product data from competitors' ecommerce world. Then, with groundbreaking technology in machine learning and visual recognition, StyleSage cleans, organizes, and analyzes the massive amounts of collected data into a cloud-based dashboard that empowers brands informed, data-driven decisions in areas such line planning, markdown optimization, and global expansion.

Jscrambler

Iscrambler is a Portuguese startup that develops a security solution to protect Web and Mobile Appiications (Javascript code). The company raised a 2.3 million dollars in a series A financing round that was led by Sonae M with the co-investment of Portugal Ventures.

lriuskRisk

lriusRisk (previously named Continuum Security) is a Spanish based company with an application to address vulnerabilities early in the development process. In order their international growth plans, the company has raised an investment round of 1.5 million euros, which was led by Swanlaab Venture Capital and Sonae M. In September 2020, the company raised a series A round of 6.7 million euros participated by Paladin, 360 CP, Swanlaab JME Venture Capital and Sonae IM.

Whitefantasy

The company develops digital solutions and dedicates its activity to computer programming activities.

Replai

Repla is an artificial intelligence based tech company that uses algorithms to put together a set of highlights from any livestream competition, creating custom-made clips for each social network to maximise and generating revenue for sponsors and advertisers.

8. Sales and services rendered

At 30 September 2020 and 2019, this caption was composed as follows:

2020 2019
Technologies 89,094.473 89.897.835
Media and others 10,408,579 12,702,856
99,503,052 102,600,691

The detail of unrecognised revenue related to performance obligations of contracts with customers not satisfied in the period ended at 30 September 2020, by type of contract and according to its duration, is as follows:

Contract with customer duration
2020 2021 2022 >2022 Total
Technologies:
Cybersecurity 2,158,006 6,788,122 4,289,351 2,879,331 16,114,810
Total revenue from contracts with customers 2,158,006 6,788,122 4,289,351 2,879,331 16,114,810

9. Related parties

During the periods ended at 30 September 2020 and 2019, the balances and transactions maintained with related parties were mainly associated with the normal operational activity of the Group and to the concession and obtainment of loans.

The balances and transactions with related parties during the periods ended at 30 September 2020 and 2019 were as follows:

Balances at
30 September 2020
Accounts receivable Accounts payable Treasury applications Other assets Other liabilities
Parent Company (Sonae SGPS) 2.683.654 660.673 979.627 18.492
Companies jointly controlled 1.176.165 453.787 5.638 12.629 1,039,475
Associated companies 2.497.387
Others related parties 3.082.056 211.357 205.302 226.617
6,941,874 1,325,817 5,638 3,694,945 1,284,583
Balances at
30 September 2019
Accounts receivable Accounts payable Treasury applications Other assets Other liabilities
Parent Company (Sonae SGPS) 2,943,861 5,997.093 668,287 18.420
Companies jointly controlled 791.447 454.794 4.700 53.545 269,780
Associated companies 2.435.010
Others related parties 3,370,261 272,515 256,626 449,283
7.105.569 6,724.402 4,700 3,413,468 737.484
Transactions at
30 September 2020
Sales and services Supplies and services Interest and similar Interest and similar Supplementary
rendered received income expense income
Parent Company (Sonae SGPS) 57.939 244.421 420.188
Companies jointly controlled 8.201.676 534,217 68 175,500
Associated companies 46,697
Others related parties 14.973.429 760.088 15.371 3,500
23 233 044 538 726 466 954 15 371 חחח
Transactions at
30 September 2019
Sales and services Supplies and services Interest and similar Interest and similar Supplementary
rendered received income expense income
Parent Company (Sonae SGPS) 1470 43,707 288,504
Companies jointly controlled 7,355,173 651,824 125 167.167
Associated companies 29.148
Others related parties 15,580,234 925.232 77 25,612
27936877 1620763 317 778 77 197 770

During the period ended on 30 September 2020, the company distributed as dividends the amount of EUR 6,724,906 to Sonae (EUR 9,074,572 in 2019) and EUR 16,107,239 to Sontel BV (EUR 21,735,069 in 2019).

During the period ended at 30 September 2019, the company recognised the amount of EUR 46,991,559, referring to dividends from Zopt.

The transactions between Group companies were eliminated in consolidation, and therefore are not disclosed in this note.

All the above transactions were made at market prices.

Both accounts receivable and payable with related parties will be paid in cash and have no guaranties attached.

During the periods ended at 30 September 2019, no impairment losses have been recognised as accounts receivables of related parties.

10. Segment information

In the periods ended at 30 September 2020 and 2019, the following business segments were identified:

  • Media;

  • Technologies; and

  • Holding activities.

These segments were identified taking into considerations: the fact of being group units that develop activities where we can separately identify revenues and expenses, for which financial information is separately developed and their operating results are regularly reviewed by management and over which decisions are made. For example, decisions about allocation of resources, for having similar products/services and also taking into consideration threshold (in accordance with IFRS 8).

The segment 'Holding activities' includes all the operations of the parent company that have as their main activity the management of shareholdings.

Excluding the ones mentioned above, the remaining activities of the Group have been classified as unallocated.

Inter-segment transactions during the years ended at 30 September 2020 and 2019 were eliminated in the consolidation process. All these transactions were made at market prices.

lnter-segment transfers or transactions were entered under the normal commercial terms and conditions that would also be available to unrelated third parties and were mainly related to interest on treasury applications and management fees.

Dverall information by business segment at 30 September 2020 and 2019, prepared in accordance with the same accounting policies and measurement criteria adopted in the preparation of the consolidated financial statements, can be summarised as follows:

Media Technologies Holding Activities Subtotal Eliminations and others Total
September 2020 September 2019 September 2020 September 2019
(restated)
September 2020 September 2019 September 2020 September 2019
(restated)
September 2020 September 2019
(restated)
2020 September September 2019
(restated)
Revenues:
Sales and services rendered 9,938,488 11,882,564 89,368,418 90,281,733 256,875 269,306 99,563,781 102,433,603 (60,729) 167,088 99,503,052 102,600,691
Other operating revenues 333,540 218 Par 1,005,291 1,035,033 20,444 1.693 1,359,275 1,555,417 45,435 4,785 1,404,710 1,560,202
Total revenues 10,272,028 12,401,255 90,373,709 91,316,766 277,319 270,999 100,923,056 103,989,020 (15,294) 171,873 100,907,762 104,160,893
Depreciation and amortisation (911,760) (809,463) (5,397,256) (5,113,560) (23,586) (23,752) (6,332,602) (5,946,775) (301,459) (314,530) (6,634,061) (6,261,305)
Provisions and impairment losses (23,025) (118,259) (170,365) (64,139) (22,783) (182,398) (216,174) (182,398) (216,174)
Net operatingincome / (loss) for the segment (2,751,701) (2,363,673) (7,089,871) (9,800,523) (1,033,693) (953,076) (10,875,265) (13,117,272) 582,352 225,012 (10,292,913) (12,892,260)
Interest income 12,793 4,016 145,181 219,298 710,364 696,512 868,338 919,826 (268,450) (312,183) 599,888 607,643
Interest expenses (12,298) (22,322) (650,392) (829,160) (1,402) (2,223) (664,092) (853,705) 212,811 325,816 (451,281) (527,889)
Gains and losses in associated companies and joint ventures (45,700) 141,001 (9,005,162) (1,232,610) 21,387,528 31,816,001 12,336,666 30,724,392 12,336,666 30,724,392
Other financial results (8,985) (2,389) (546,199) (28,464) (1,822,779) (2,018,109) (2,377,963) (2,048,962) 1,772,403 1,986,324 (605,560) (62,638)
Income taxation (restated) 626,929 742,928 3,186,554 986,294 68.803 55,474 3,882,286 1,784,696 35,763 201,536 3,918,049 1,986,232
Consolidated net income/(loss) for the period (restated) (2,178,962) (1,500,439) (13,959,889) (10,685,165) 19,308,821 29,594,579 3,169,970 17,408,975 2,334,879 2,426,505 5,504,849 19,835,480
Consolidated net income/(loss) for the period of discontinued
operations
(783,482) (783,482) 13,351,698 12,568,216
Attributable to:
Shareholders of parent company (restated) (2,178,962) (1,500,439) (12,722,628) (9,844,412) 19,308,821 29,594,579 4,407,231 18,249,728 2,330,665 15,731,993 6,737,896 33,981,721
Non-controlling interests (restated) (1,237,261) (1,624,235) (1,237,261) (1,624,235) 4,214 46,210 (1,233,047) (1,578,025)
September 2020 December 2020 December 2020 December 2020 December 2020 December 2020 December 2020 December 2020 December 2020 December 2020 December 2020 September
2020
December 2019
Assets:
Tangible, intangible assets, Right of use and goodwill 765,728 1,085,100 30,215,008 33,439,077 76,986 99,182 31,057,722 34,623,359 2,680,814 2,908,728 33,738,536 37,532,087
Inventories 210,957 230,916 54,042 9.445 264,999 240,361 264,999 240.361
Investments in joint ventures and associated companies 760,855 816,643 108,240,686 146,215,535 658,660,187 642,224,244 767,661,728 789,256,422 767,661,728 789,256,422
income 47,947 47,947 95,754,285 58,319,075 95,802,232 58,367,022 95,802,232 58,367,022
Other non-current assets and deferred tax assets 626,355 155,743 10,073,231 8,652,419 89,235,426 82,520,603 99,935,012 91,328,765 (86,010,722) (79,073,586) 13,924,290 12,255,179
Other current assets of the segment 10,385,802 10,261,294 74,382,325 47,853,751 201,307,624 238,142,387 286,075,751 296,257,432 (5,899,589) 9,092,979 280,176,162 305,350,411
Liabilities:
Liabilities of the segment 8,259,395 7,704,711 129,496,768 102,200,346 1,920,834 2,412,829 139,676,997 112.449,845 (24,696,977) 18,039,218 114,980,020 130.489.063
CAPEX 601,191 482,128 10,863,749 17,019,247 15,728,855,790 13,881,839 15,740,320,730 31,383,214 (15,728,810,096) (13,128,844) 11,510,634 18,254,370

During the period ended at 30 September 2020 and 2019, the inter-segments sales and services were as follows:

Multimedia Information Systems Holding Activities
2020
Multimedia 216,760 -
Information Systems - 120,000
Holding Activities 1,448 -
External trade debtors 9,938,488 89,150,210 136,875
9,938,488 89,368,418 256,875
2019
Multimedia 160,045 -
Information Systems 35,000 119,858
Holding Activities 2,709 -
External trade debtors 11,847,564 90,118,979 149,448
11,882,564 90,281,733 269,306

During the periods ended at 30 September 2020, and 2019 sales and services rendered in the Media and Holding Activities segments were obtained predominantly in the Portuguese market, with this market representing approximately 97% and 98% of revenue, respectively.

During the period ended at 30 September 2020, for the Technologies market is also dominant, representing 58.4% of revenue (36.3% in 2019) followed by the Spanish market representing 24.44% of revenue (21.93% in 2019).

11. Other Matters

The year of 2020 has been marked by COVID 19 pandemic emergence in Europe , the subsequent formal national lock-down decared on 18th March and by a consequent difficult and challenging economic environment. People and companies are being forced to adapt to a new reality, transforming all work and social relations.

The financial and operational impacts are uneven in different segments and, so far, the Group's business operations have been affected in very different levels:

  • · The technology area did not feel any significant impacts resulting from this situation on its 9M20 results, except a slowdown on Professional Services revenues, on Technology Reselling (either due to a reduction in demand or a drop in supply) and on the rhythm of commercial activity for new businesses.
  • · At NOS, the main operating impacts of the pandemic in 9M20 revenues were felt namely in: i) Cinemas and Audiovisuals: reduction on cinemas attendance, the complete closure of NOS theatres on 16 March until July 2 and the postponement of major movies launches, only partially compensated by the rents reduction, ii) Roaming and international calls: traffic and revenues impacted by restrictions imposed on international travel; iii) Premium sport channels: reduction in revenues with subscriptions being offered during the national football championship suspensior; iv) Mobile Data: the quarantine and isolation situations imply an increase of wireless usage versus mobile data; and iv) Equipment: fall in sales due to closure of all nonessential retail activity namely in shopping centres and to general restrictions to circulation.
  • Publico's activity was materially impacted, namely the sale of newspapers, with the closure of sale, and advertising revenues during 2Q20.

The potential impact that this situation may have depends on the level of evolution and contagion of the virus, so making projections is difficult. The possibility of a second lock-down, although in different ways than the consequent financial crisis, still predict a challenging fourth quarter.

However, given the company's capital structure, with a significant amount in cash and bank deposits and a reduced amount of interestbearing debt, no material changes in the Company's liquidity are expected. Furthermore, Sonaecom will continue to implement all measures deemed appropriate to minimize their impacts, in line with the recommendation of the best interest of all our stakeholders.

12. Subsequent Events

As of the date of approval of this document, there have been no relevant events that deserve disclosure in this report.

Sonaecom SGPS is listed on the Euronext Stock Exchange. Information is available on Reuters under the symbol SNC.LS and on Bloomberg under the symbol SNC:PL.

SAFE HARBOUR

This document may contain forward-looking information and statements, based on management's current expectations or beliefs. Forward-looking statements are statements that are not 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, the telecommunications industry and economic conditions; and the effects of competition. Forward-looking statements may be identified by words such as "believes", "expects", "intends", "intends", "should", "seeks", "estimates", "future" or similar expressions.

Although these statements reflect our current expectations, which we believe are reasonable, investors, and, generally, the 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 on Sonaecom's corporate website www.sonaecom.pt

Investor Relations Contacts Tlf: +351 22 013 23 49

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