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Teixeira Durate

Quarterly Report Dec 27, 2013

1919_10-q_2013-12-27_2dfc08ab-f7bf-40fe-a185-d6e6bb4bf8f7.pdf

Quarterly Report

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Relatório e Contas 3º Trimestre 2013 Report and Accounts3rd Quarter

CONTENTS

    1. Company Identification
    1. Key Indicators
    1. Teixeira Duarte Group 3 rd Quarter of 2013
    1. Interim Management Report
  • I. Introduction
  • II. Overall Appraisal of the Activity
  • III. Facts Occurred After the End of the 3 rd Quarter of 2013
  • IV. Outlook for 2013
    1. Consolidated Financial Statements
  • I. Consolidated Statement of Financial Position
  • II. Consolidated Income Statement for the Period
  • III. Consolidated Comprehensive Income Statement
  • IV. Consolidated Statement of Changes in Equity
  • V. Consolidated Cash Flow Statement
  • VI. Notes to the Consolidated Financial Statements

Teixeira Duarte, S.A.

LISTED COMPANY

Head Office: Lagoas Park, Edifício 2 - 2740-265 Porto Salvo Share Capital: € 210,000,000 Registered at the Cascais-Oeiras Commercial Registry under Single Legal Person and Registration No. 509 234 526

2013 TEIXEIRA DUARTE GROUP - 3rd Quarter

KEY INDICATORS

rd Q
3
2009
rd Q
3
2010
rd Q
3
2011
rd Q
3
2012
rd Q
3
2013
Variation
2013/2012 %
Average number of workers 13,551 13,130 11,725 10,734 11,989 11.7%
Turnover 911 1,017 916 980 1,119 14.2%
Operating Income 976 1,050 948 1,012 1,148 13.4%
EBITDA 132 119 119 157 148 (5.4%)
EBITDA / Turnover Margin 15% 12% 13% 16% 13% (17.2%)
EBIT 91 70 67 112 95 (15.4%)
Tangible fixed assets + Investment properties 1,004 1,012 1,044 1,018 1,043 2.5%
Investments in associates + Financial assets available for sale + Other investments 1,293 337 151 131 116 (11.0%)
Net debt 1,978 1,107 1,168 983 1,199 22.0%
Total Equity 472 563 385 318 299 (6.0%)
Net Income Attributable to Shareholders 58 56 (129) 6 10 79.0%

Notes:

The book values are expressed in million euros.

The figures in the "Variation 2013/2012 %" column were calculated based on amounts that were not rounded off. Total Equity includes non-controlling interests.

I - INTRODUCTION

Under the terms and for the effect of the applicable legal and regulatory provisions, TEIXEIRA DUARTE, S.A ("TD, S.A.") hereby discloses the Interim Report relative to the first nine months of 2013, of which the financial statements attached herewith are also an integral part.

In compliance with and under the legislation on the presentation of periodic information, it should be noted that the elements disclosed herein refer only to the consolidated position and that the financial statements and their respective notes were prepared based on the International Accounting Standard IAS 34 - Interim Financial Reporting, with the scope and details established in the Law.

With the sectorial and geographic scope of the Group's action remaining unchanged, TEIXEIRA DUARTE believes that there have been no material alterations in the series of risks and uncertainties indicated in the Corporate Governance Report approved at the General Meeting of 25 May 2013; hence with respect to this matter the description of this document is valid.

Without prejudice to the regular monitoring of the activity of the Teixeira Duarte Group by its Supervisory Bodies, as well as through the information reported to the Supervisory Bodies for the purpose of the preparation of this document, the elements published herein are not, pursuant to the applicable provisions, subject to auditing.

In addition to the Consolidated Financial Statements and respective notes, this document also presents a brief description of the evolution of the Group's activity during the period under analysis, relative to which we highlight the following aspects:

  • Net Income Attributable to Shareholders was positive by 10.1 million euros;
  • Turnover stood at 1,119 million euros;
  • External Market represents 78.5% of Turnover;
  • EBITDA reached 148.2 million euros;
  • EBITDA / Turnover Margin stood at 13.2%;
  • Net Debt stood at 1,199 million euros;
  • Net Assets of the Group of 2,695 million euros;
  • Financial Autonomy of 11.1%;
  • Order Book of the Teixeira Duarte Group for the construction sector stood at 2,329 million euros.

II - OVERALL APPRAISAL OF THE ACTIVITY

Income Statement

for the periods ended 30 September 2013 and 30 September 2012

rd Q 13
3
rd Q 12
3
Var (%) Jul-Sep 13 Jul-Sep 12 Var (%)
Operating income 1,147,725 1,011,953 13.4% 394,790 403,857 (2.2%)
Operating costs (999,486) (855,308) 16.9% (349,514) (333,143) 4.9%
EBITDA 148,239 156,645 (5.4%) 45,276 70,714 (36.0%)
Amortisation and depreciation (45,448) (44,479) 2.2% (16,406) (16,570) (1.0%)
Provisions and impairment losses (7,664) 224 - (7,081) (105) -
EBIT 95,127 112,390 (15.4%) 21,789 54,039 (59.7%)
Financial results (73,962) (83,384) (11.3%) (20,071) (23,014) (12.8%)
Pre-tax profit 21,165 29,006 (27.0%) 1,718 31,025 (94.5%)
Income tax (11,052) (19,615) (43.7%) (309) (17,556) -
Net income 10,113 9,391 7.7% 1,409 13,469 (89.5%)
Attributable to:
Shareholders 10,108 5,646 79.0% 1,171 9,221 (87.3%)
Non-controlling interests 5 3,745 (99.9%) 238 4,248 (94.4%)

(Values in thousand euros)

The Net Income Attributable to Shareholders was positive by 10,108 thousand euros.

It is important to highlight that, apart from the performance of the Group's companies at the end of September 2013 compared with the same period of the previous year, other factors also influenced the results, in particular:

rd Q 13
3
rd Q 12
3
Var (%) Jul-Sep 13 Jul-Sep 12 Var (%)
Impairment loss in "Banco Comercial Português, S.A." - (27,683) - - (14,745) -
Impairment loss in "Banco Bilbao Viscaya Argentaria, S.A." - (806) - - 912 -
Disposal of subscription rights of "Banco Comercial Português, S.A." - 8,479 - - 8,479 -
Currency conversion differences (10,572) (2,242) - 2,316 (3,360) -
(10,572) (22,252) - 2,316 (8,714) -

Turnover recorded an overall increase of 14.2% relative to September of 2012, having reached 1,118,980 thousand euros. Portugal fell by 14.7% and other markets increased by 25.9%, to account for 78.5% of the total Turnover of the Teixeira Duarte Group.

The tables below present the Turnover detailed by country and activity sector, clearly indicating the exposure of the Group to different economic contexts.

Country rd Q 13
3
Contribution
(%)
rd Q 12
3
Contribution
(%)
Var (%) Jul-Sep 13 Contribution
(%)
Jul-Sep 12 Contribution
(%)
Var (%)
Portugal 240,410 21.5% 281,940 28.8% (14.7%) 84,061 21.9% 100,438 25.6% (16.3%)
Angola 546,220 48.8% 487,450 49.7% 12.1% 174,943 45.5% 192,921 49.3% (9.3%)
Algeria 38,648 3.5% 35,713 3.6% 8.2% 12,101 3.2% 12,433 3.2% (2.7%)
Brazil 64,493 5.8% 63,672 6.5% 1.3% 29,192 7.6% 21,668 5.5% 34.7%
Spain 19,350 1.7% 16,968 1.7% 14.0% 7,215 1.9% 5,852 1.5% 23.3%
Mozambique 45,570 4.1% 26,649 2.7% 71.0% 16,971 4.4% 12,348 3.2% 37.4%
Venezuela 160,145 14.3% 60,699 6.2% 163.8% 58,986 15.4% 44,064 11.3% 33.9%
Other 4,144 0.4% 6,898 0.7% (39.9%) 682 0.2% 1,861 0.5% (63.4%)
1,118,980 100.0% 979,989 100.0% 14.2% 384,151 100.0% 391,585 100.0% (1.9%)

Turnover by Country

Activity Sector rd Q 13
3
Contribution
(%)
rd Q 12
3
Contribution
(%)
Var (%) Jul-Sep
13
Contribution
(%)
Jul-Sep
12
Contribution
(%)
Var (%)
Construction 542,209 48.5% 441,948 45.1% 22.7% 191,082 49.7% 194,249 49.6% (1.6%)
Concessions and Services 53,681 4.8% 45,757 4.7% 17.3% 18,879 4.9% 15,884 4.1% 18.9%
Real estate 62,651 5.6% 63,952 6.5% (2.0%) 23,145 6.0% 31,094 7.9% (25.6%)
Hotel services 60,243 5.4% 62,568 6.4% (3.7%) 21,331 5.6% 22,522 5.8% (5.3%)
Distribution 147,746 13.2% 117,496 12.0% 25.7% 49,632 12.9% 43,744 11.2% 13.5%
Energy 87,936 7.9% 97,296 9.9% (9.6%) 28,459 7.4% 32,867 8.4% (13.4%)
Automobile 164,514 14.7% 150,972 15.4% 9.0% 51,623 13.4% 51,225 13.1% 0.8%
1,118,980 100.0% 979,989 100.0% 14.2% 384,151 100.0% 391,585 100.0% (1.9%)

Turnover by Activity

(Values in thousand euros)

An analysis is presented below of this indicator, taking into account its evolution by activity sector:

Turnover from Construction grew 22.7% year-on-year, in spite of the slowdown in Portugal, which at the end of the period came to 23.4%.

In the Angolan and Algerian markets the Group recorded an increase of 7.3% and 8.2%, respectively, relative to September 2012.

Significant growth was also achieved in Mozambique and Venezuela, with the former having recorded an increase from 18,164 thousand euros to 36,563 thousand euros and the latter from 60,699 thousand euros to 160,145 thousand euros.

As at 30 September 2013, the external market represented 82.5% of the Construction turnover.

In Concessions and Services, Turnover increased by 17.3% relative to September 2012, with good performance being achieved in all the markets in which the Group operates.

Real Estate registered an overall year-on-year decrease of 2%.

In Portugal and in a climate of contraction in the sector, the Group focused its activity on the disposal of various assets, namely apartments, having achieved global sales of 12 million euros, which is considered to be very positive, particularly if one considers the fact that in the previous year this figure only reached 16 million euros because it included the disposal of a major asset for 13 million euros.

In the Brazilian market, activity remained strong and a 6.9% increase relative to September 2012 was achieved.

Turnover from Hotel Services decreased by 3.7% year-on-year, essentially penalised by the performance of the Group's units in Angola, which was, nonetheless, offset by the growth of 5.6% in the hotels in Mozambique.

In Portugal, the Group declined by 2.8% relative to the first nine months of 2012.

Distribution grew 25.7% relative to September 2013, with emphasis on the food trading area, reflecting the investments made to expand the offer of new products, extend stores' opening hours and increase the sales area with the startup of two new outlets in the metropolitan region of Luanda.

In Energy, the Group's Turnover decreased by 9.6% year-on-year, essentially due to the reduction in liquid fuel and gas consumption in Portugal.

The Automobile sector increased Turnover by 9% relative to the first nine months of 2012, with emphasis on the marketing of two new brands and, in particular, the growth of the after-sales segment which contributed to this good performance.

Operating income increased by 13.4% relative to the same period of 2012, reaching the value of 1,147,725 thousand euros.

Evolution of Operating Income

The table below confirms the good performance not only in the Concessions and Services, Distribution and Automobile sectors, but namely in Construction which, in spite of Portugal having declined by 25.4%, increased overall by 20.4% relative to September of 2012.

Operating Income by activity and geographical market:

Internal Market External Market Total
Activity Sector 3rd Q 13 3rd Q 12 Var (%) 3rd Q 13 3rd Q 12 Var (%) 3rd Q 13 3rd Q 12 Var (%)
Construction 100,301 134,432 (25.4%) 455,011 326,937 39.2% 555,312 461,369 20.4%
Concessions and Services 17,315 15,166 14.2% 37,882 32,014 18.3% 55,197 47,180 17.0%
Real estate 30,011 36,500 (17.8%) 34,853 29,655 17.5% 64,864 66,155 (2.0%)
Hotel services 10,413 10,661 (2.3%) 50,237 53,353 (5.8%) 60,650 64,014 (5.3%)
Distribution 1,014 963 5.3% 152,141 119,636 27.2% 153,155 120,599 27.0%
Energy 92,179 99,546 (7.4%) 33 31 6.5% 92,212 99,577 (7.4%)
Automobile - 22 - 166,335 153,037 8.7% 166,335 153,059 8.7%
Total 251,233 297,290 (15.5%) 896,492 714,663 25.4% 1,147,725 1,011,953 13.4%

(Values in thousand euros)

In view of the evolution referred to above, the contribution of each activity sector to the total value of the operating income achieved as at 30 September 2013 was as follows:

As at September 2013, EBITDA reached 148,239 thousand euros, which, in spite of corresponding to a year-on-year decrease of 5.4%, is also a reflection of the good performance achieved over the last few years.

Evolution of EBITDA

Analysing this indicator by sector, the table below shows very divergent performance among the different business areas according to the specific characteristics of each activity and the respective markets in which they operate.

EBITDA evolution by Activity
Activity Sector rd Q 13
3
rd
3
Q 12
Var (%) Jul-Sep 13 Jul-Sep 12 Var (%)
Construction 56,322 48,910 15.2% 17,100 33,427 (48.8%)
Concessions and Services 10,418 9,626 8.2% 1,774 4,068 (56.4%)
Real estate 24,542 24,625 (0.3%) 13,022 6,918 88.2%
Hotel services 18,143 31,489 (42.4%) 4,361 12,132 (64.1%)
Distribution 15,665 16,891 (7.3%) 2,556 4,953 (48.4%)
Energy 3,436 3,022 13.7% 1,289 1,148 12.3%
Automobile 30,301 32,207 (5.9%) 8,083 13,216 (38.8%)
Not allocated to segments (10,474) (10,144) - (2,773) (5,151) -
Elimination (114) 19 - (136) 3 -
148,239 156,645 (5.4%) 45,276 70,714 (36.0%)

The EBITDA / Turnover Margin declined in relation to the same period of the previous year, from 16% to 13.2% by September 2013.

The financial results were negative by 73,962 thousand euros in the period ended on 30 September 2013, with interest costs paid increasing by 3,449 thousand euros in relation to the same period of the previous year.

Even so, the variation of this indicator was favourable, essentially due to the following factors:

  • Negative effect of currency conversion differences, which in September 2013 were negative by 10,572 thousand euros, whilst in September 2012 had been negative by 2,242 thousand euros;

  • No impairment losses were incurred, whereas on 30 September 2012, impairment losses in the amount of 20,760 thousand euros had been incurred.

rd Q 13
3
rd Q 12
3
Var (%) Jul-Sep 13 Jul-Sep 12 Var (%)
Financial costs and losses: (126,715) (120,454) 5.2% (42,878) (36,446) 17.6%
Interest paid (62,419) (58,970) 5.8% (22,530) (18,655) 20.8%
Unfavourable currency conversion differences (44,279) (40,016) 10.7% (13,605) (11,856) 14.8%
Other financial costs and losses (20,017) (21,468) (6.8%) (6,743) (5,935) 13.6%
Financial income and gains: 47,636 56,409 (15.6%) 18,745 14,305 31.0%
Interest received 11,017 14,660 (24.8%) 2,248 4,774 (52.9%)
Favourable currency conversion differences 33,707 37,774 (10.8%) 15,921 8,496 87.4%
Cash discounts received 425 389 9.3% 124 129 (3.9%)
Other financial income and gains 2,487 3,586 (30.6%) 452 906 (50.1%)
Earnings from investment activities: 5,117 (19,339) - 4,062 (873) -
Earnings from associates 146 140 4.3% 1,040 1,136 (8.5%)
Dividends 1,555 1,857 (16.3%) 397 688 (42.3%)
Other investments 2,544 (576) - 2,228 955 133.3%
Gains / losses in assets available for sale 872 (20,760) - 397 (3,652) -
Financial results (73,962) (83,384) - (20,071) (23,014) -

Income Tax reached the sum of 11,052 thousand euros for the period ended on 30 September 2013, compared with 19,615 thousand euros as at 30 September 2012.

rd Q 13
3
rd Q 12
3
Var (%) Jul-Sep 13 Jul-Sep 12 Var (%)
Current tax (34,124) (39,513) (13.6%) (10,120) (21,574) (53.1%)
Deferred tax 23,072 19,898 16.0% 9,811 4,018 144.2%
(11,052) (19,615) (43.7%) (309) (17,556) -

(Values in thousand euros)

Total Net Assets declined by 2.6% relative to 31 December 2012, standing at 2,694,738 thousand euros as at 30 September 2013.

Evolution of Net Assets

(Values in thousand euros)

Net Debt reached 1,198,817 thousand euros as at 30 September 2013, reflecting an increase of 21.1% in relation to the end of the previous year.

The growth of business in the Construction and Distribution sectors, as a consequence of the increased credit receivable from third parties, namely due to the reduction of the balance of advances received, as well as the continued expansion investment in these sectors, of the value of 70,173 thousand euros, were the main contributions to the increase in net debt referred to above.

Evolution of Net Debt

The Equity Attributable to Shareholders increased by 10,536 thousand euros, from 252,005 thousand euros to 262,541 thousand euros, corresponding to a growth of 4.2% in relation to 31 December 2012.

Total Equity declined by 8.3%, to stand at 298,666 thousand euros, essentially influenced by the following factors:

  • Negative currency conversion effect of 23,656 thousand euros, recorded as a result of the devaluation of the Currencies with which the Group operates in relation to the Euro;

  • Distribution of 6,300 thousand euros as dividends relative to the financial year of 2012;

  • Positive net income as at 30 September 2013 of 10,113 thousand euros;

  • Positive variation in the fair value of the financial assets available for sale, net of deferred taxes, of the value of 9,271 thousand euros.

Financial Autonomy decreased from 11.8% at the end of 2012 to 11.1% as at 30 September 2013.

The Average Number of Workers at the end of the third quarter of 2013 was 11,989, reflecting an increase of 10.5% compared with 31 December 2012.

Evolution of the Average Number of Workers

"Teixeira Duarte, S.A." shares appreciated from 0.32 euros as at 31 December 2012 to 0.66 euros as at 30 September 2013.

The graph below shows the evolution of the stock market prices of the shares during the first six months of the year, having varied over this period between a minimum of 0.31 euros and a maximum of 0.69 euros.

Teixeira Duarte, S.A. Share Prices

During this period, 15,363,076 shares were traded on the stock market, with a total turnover of 8,130,532 euros.

III. FACTS WHICH OCCURRED AFTER THE END OF THE 3rd QUARTER 2013

TEIXEIRA DUARTE pursued its activity in the different sectors and markets in which it operates, with there not having been, from the closing of the third quarter of 2013 up to the present date, any fact which should be disclosed in relation to this action.

IV. OUTLOOK FOR 2013

For the fourth quarter of 2013, growth of the activity is expected in various countries of importance in the Group's action in the external market, namely a significant increase in Venezuela.

Teixeira Duarte Group's Order Book for the construction sector reached the impressive total value of 2,329,378 thousand euros as at 30 September 2013, registering nonetheless a decrease of 12.9% in relation to 31 December 2012.

Therefore, and not counting any new contracts that may arise, the Group has ensured suitable business levels in construction in the external market which, in spite of the current unfavourable circumstances in the domestic market, has implied that, as a whole, Teixeira Duarte already has contracts to the total value of 285,280 thousand euros for the next three months of 2013 and 841,158 thousand euros for 2014, distributed as follows by the markets of operation of the Teixeira Duarte Group:

4th Q 13 Contribution (%) 2014 Contribution (%)
Portugal 34,129 12.0% 62,825 7.5%
Angola 58,572 20.5% 194,382 23.1%
Algeria 50,374 17.7% 146,598 17.4%
Brazil 32,613 11.4% 102,536 12.2%
Mozambique 10,874 3.8% 45,313 5.4%
Venezuela 94,891 33.3% 286,916 34.1%
Other Markets 3,827 1.3% 2,588 0.3%
Total 285,280 100.0% 841,158 100.0%

(Values in thousand euros)

The development of action in other activity sectors will also be pursued, in particular in Distribution, whenever possible also giving priority to ventures in foreign markets, which, due to their dynamics, are becoming increasingly important in the Teixeira Duarte Group.

For 2013, Teixeira Duarte maintains the forecast of achieving a consolidated operating income of 1,500 million euros.

Lagoas Park, 29 November 2013

The Board of Directors,

Pedro Maria Calainho Teixeira Duarte

Manuel Maria Calainho de Azevedo Teixeira Duarte

Joel Vaz Viana de Lemos

Carlos Gomes Baptista

Diogo Bebiano Branco de Sá Viana Rebelo

Jorge Ricardo de Figueiredo Catarino

CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 30 SEPTEMBER 2013 AND 31 DECEMBER 2012 (Values expressed in thousand euros) (Unaudited)

Notes 30/09/2013 31/12/2012
Non-current assets:
Goodwill 29,710 29,715
Intangible assets 35,652 31,281
Tangible fixed assets 13 554,684 529,775
Investment properties 14 488,621 498,236
Investments in associates 7 and 15 37,769 50,709
Financial assets available for sale 7 and 17 57,722 48,597
Other investments 15,486 14,546
Deferred tax assets 18 129,343 111,912
Customers 60,221 58,091
Other receivables 86 79
Other non-current assets 1,578 1,716
Total non-current assets 1,410,872 1,374,657
Current assets:
Inventories 300,816 313,575
Customers 488,484 476,851
Other receivables 62,286 64,095
Cash and cash equivalents 20 169,856 246,063
Other investments 5,485 10,888
Other current assets 256,939 281,357
Total non-current assets 1,283,866 1,392,829
TOTAL ASSETS 7 2,694,738 2,767,486
Equity:
Share capital 21 210,000 210,000
Adjustments of holdings in associates 1,415 1,607
Currency conversion adjustments (24,737) (3,671)
Reserves and retained earnings 65,755 20,066
Consolidated net income 10,108 24,003
Equity attributable to shareholders 262,541 252,005
Non-controlling interests 36,125 73,863
TOTAL EQUITY 298,666 325,868
Non-current liabilities:
Loans 23 449,407 401,060
Provisions 38,510 38,203
Financial leases 190,599 199,580
Deferred tax liabilities 18 57,283 57,979
Other payables 13,209 15,110
Other non-current liabilities 97,380 177,793
Total non-current liabilities
Current liabilities:
846,388 889,725
Loans
23 919,266 834,905
Suppliers
Financial leases
142,811 187,830
29,262 22,015
Other payables
Other current liabilities
27,878 19,097
Total current liabilities 430,467 488,046
TOTAL LIABILITIES 7 1,549,684
2,396,072
1,551,893
2,441,618
TOTAL LIABILITIES AND EQUITY 2,694,738 2,767,486

The notes are an integral part of the consolidated statement of financial position as at 30 September 2013.

CONSOLIDATED INCOME STATEMENT FOR THE PERIODS ENDED ON 30 SEPTEMBER 2013 AND 2012 (Values expressed in thousand euros) (Unaudited)

Notes rd Q 13
3
rd Q 12
3
Jul-Sep 13 Jul-Sep 12
Operating income:
Sales and services rendered 7 and 8 1,118,980 979,989 384,151 391,585
Other operating income 8 28,745 31,964 10,639 12,272
Total operating income 8 1,147,725 1,011,953 394,790 403,857
Operating costs:
Cost of sales (404,364) (345,787) (141,763) (122,411)
Change in production (3,603) (676) (1,160) (582)
External supplies and services (331,645) (293,231) (114,336) (132,966)
Staff costs (197,451) (174,978) (67,809) (63,972)
Amortisation and depreciation 7 (45,448) (44,479) (16,406) (16,570)
Provisions and impairment losses in depreciable and amortisable assets and Goodwill 7 (7,664) 224 (7,081) (105)
Other operating costs (62,423) (40,636) (24,446) (13,212)
Total operating costs (1,052,598) (899,563) (373,001) (349,818)
Net operating income 7 95,127 112,390 21,789 54,039
Financial costs and losses 7 and 9 (126,715) (120,454) (42,878) (36,446)
Financial income and gains 7 and 9 47,636 56,409 18,745 14,305
Earnings from investment activities:
Earnings from associates 7 and 9 146 140 1,040 1,136
Other 7 and 9 4,971 (19,479) 3,022 (2,009)
Financial results (73,962) (83,384) (20,071) (23,014)
Pre-tax profit 7 21,165 29,006 1,718 31,025
Income tax
Consolidated net income for the period
10 (11,052)
10,113
(19,615)
9,391
(309)
1,409
(17,556)
13,469
Net income attributable to:
Shareholders 11 10,108 5,646 1,171 9,221
Non-controlling interests 5 3,745 238 4,248
Earnings per share:
Basic (euros) 11 0.02 0.01 0.00 0.02
Diluted (euros) 11 0.02 0.01 0.00 0.02

The notes are an integral part of the consolidated income statement of the period ended on 30 September 2013.

CONSOLIDATED COMPREHENSIVE INCOME STATEMENT FOR THE PERIODS ENDED ON 30 SEPTEMBER 2013 AND 2012 (Values expressed in thousand euros) (Unaudited)

Notes rd Q 13
3
rd Q 12
3
Jul-Sep 13 Jul-Sep 12
Consolidated net income for the period 10,113 9,391 1,409 13,469
Income and costs that will not be subsequently reclassified to net income
Other changes in equity (18,875) (3,354) (3,383) 1,687
(18,875) (3,354) (3,383) 1,687
Income and costs that may be subsequently reclassified to net income
Fair value of financial assets available for sale 17 9,271 - 3,211 -
Currency conversion adjustments (23,656) (21,162) (10,366) (16,031)
Adjustments of holdings in associates 15 (192) 2,139 (540) (1,456)
Hedge financial instruments 2,437 (1,990) 455 (504)
(12,140) (21,013) (7,240) (17,991)
Net income recognised directly in equity (31,015) (24,367) (10,623) (16,304)
Comprehensive income for the period (20,902) (14,976) (9,214) (2,835)
Comprehensive income attributable to:
Shareholders 16,836 (14,529) (4,389) (6,047)
Non-controlling interests (37,738) (447) (4,825) 3,212

The notes are an integral part of the consolidated comprehensive income statement of the period ended on 30 September 2013.

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE PERIODS ENDED ON 30 SEPTEMBER 2013 AND 2012 (Values expressed in thousand euros) (Unaudited)

Reserves and retained earnings
Adjustments of Currency Fair Hedge Consolidated Total equity
shareholdings conversion Legal Free value operation Retained net attributable Non-controlling
Notes Share capital in associates adjustments reserve reserves reserve reserve earnings income to shareholders interests Total
Balance as at 1 January 2013 210,000 1,607 (3,671) 5,500 65,700 995 (11,011) (41,118) 24,003 252,005 73,863 325,868
Comprehensive income for the period:
Consolidated net income for the period - - - - - - - - 10,108 10,108 5 10,113
Variation in currency conversion adjustments - - (21,066) - - - - - - (21,066) (2,590) (23,656)
Variation in fair value and disposal of financial assets
available for sale 1 7 - - - - - 9,271 - - - 9,271 - 9,271
Effect of hedge operations 1 5 - - - - - - 2,437 - - 2,437 - 2,437
Effect of the application of the equity method
Other
- (192) - - - - - -
16,278
- (192)
16,278
-
(35,153)
(192)
(18,875)
- - - - - - - -
Operations with shareholders in the period:
Appropriation of the consolidated net income for 2012:
Transfer to retained earnings - - - 4,500 9,678 - - 3,525 (17,703) - - -
Dividends distributed 1 2 - - - - - - - - (6,300) (6,300) - (6,300)
Balance as at 30 September 2013 210,000 1,415 (24,737) 10,000 75,378 10,266 (8,574) (21,315) 10,108 262,541 36,125 298,666
Reserves and retained earnings
Adjustments of Currency Fair Hedge Consolidated Total equity
shareholdings conversion Legal Free value operation Retained net attributable Non-controlling
Notes Share capital in associates adjustments reserve reserves reserve reserve earnings income to shareholders interests Total
Balance as at 1 January 2012 420,000 (1,205) 31,018 5,500 37,483 (13,980) (8,558) (13,749) (200,437) 256,072 76,579 332,651
Comprehensive income for the period:
Consolidated net income for the period - - - - - - - - 5,646 5,646 3,745 9,391
Variation in currency conversion adjustments - - (20,858) - - - - - - (20,858) (304) (21,162)
Variation in fair value and disposal of financial assets
available for sale 1 7 - - - - - 13,980 - (13,980) - - - -
Effect of hedge operations - - - - - - (1,990) - - (1,990) - (1,990)
Effect of the application of the equity method 1 5 - 2,139 - - - - - - - 2,139 - 2,139
Other - - - - - - - 534 - 534 (3,888) (3,354)
Operations with shareholders in the period:
Appropriation of the consolidated net income for 2011:
Transfer to retained earnings - - - - - - - (200,437) 200,437 - - -

The notes are an integral part of the consolidated statement of changes in equity for the period ended on 30 September 2013.

CONSOLIDATED CASH FLOW STATEMENT FOR THE PERIODS ENDED ON 30 SEPTEMBER 2013 AND 2012 (Values expressed in thousand euros) (Unaudited)

Notes rd Q 13
3
rd Q 12
3
Jul-Sep 13 Jul-Sep 12
OPERATING ACTIVITIES:
Receipts from customers 1,005,344 1,006,432 390,974 289,969
Payments to suppliers (773,749) (665,615) (244,323) (244,989)
Staff payments (193,159) (175,524) (66,521) (64,769)
Cash flow generated by operations 38,436 165,293 80,130 (19,789)
Income tax payment/receipt (39,598) (30,908) (15,125) (4,692)
Other receipts/payments relative to operating activity (39,640) (71,339) (12,310) 7,839
Cash flow from operating activities (1) (40,802) 63,046 52,695 (16,642)
INVESTMENT ACTIVITIES:
Receipts derived from:
Financial investments 20 38,944 18,950 11,706 14,050
Tangible fixed assets and investment properties 4,298 3,738 1,756 290
Interest and similar income 11,270 13,626 3,835 4,614
Dividends 20 1,604 2,082 280 690
56,116 38,396 17,577 19,644
Payments relative to:
Financial investments 20 (41,950) (19,775) (5,684) (7,722)
Tangible fixed assets and investment properties (83,593) (77,181) (28,244) (27,430)
Intangible assets (1,763) (3,135) (960) 663
(127,306) (100,091) (34,888) (34,489)
Cash flow from investment activities (2) (71,190) (61,695) (17,311) (14,845)
FINANCING ACTIVITIES:
Receipts derived from:
Loans raised 2,075,498 1,285,872 398,259 315,708
Payments relative to:
Loans raised (1,942,790) (1,294,405) (392,228) (297,464)
Interest and similar costs (62,414) (56,434) (23,167) (16,373)
Dividends 12 (6,300) - - -
(2,011,504) (1,350,839) (415,395) (313,837)
Cash flow from financing activities (3) 63,994 (64,967) (17,136) 1,871
Variation in cash and equivalent (4)=(1)+(2)+(3) (47,998) (63,616) 18,248 (29,616)
Effect of currency conversion differences (28,209) (664) (5,681) (5,942)
Cash and equivalent at the beginning of the period 20 246,063 291,693 157,289 262,971
Cash and equivalent at the end of the period 20 169,856 227,413 169,856 227,413

The notes are an integral part of the cash flow statement of the period ended on 30 September 2013.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS AS AT 30 SEPTEMBER 2013 (Unaudited)

1 - INTRODUCTION

TEIXEIRA DUARTE, S.A. ("Company" or "TD, S.A.") with head office in Porto Salvo, was incorporated on 30 November 2009, with share capital of 420,000,000 euros, represented by 420,000,000 shares with the nominal value of 1 euro each, and its core business is the undertaking and management of investments, the coordination and supervision of other companies integrated in or related to its business group.

On 19 October 2012, the share capital was reduced to 210,000,000 euros, henceforth being represented by 420,000,000 shares with the nominal value of 0.50 euros.

The business group of TEIXEIRA DUARTE ("Group") is composed of the participated companies indicated in Notes 4, 15 and 16. The Group's core businesses are Construction; Concessions and Services; Real Estate; Hotel Services; Distribution; Energy and Automobile (Note 7).

The values indicated herein are expressed in thousand euros, unless indicated otherwise.

2 - BASIS OF PRESENTATION

The consolidated financial statements as at 30 September 2013 were prepared on a going concern basis, using the accounting records of the Company and companies included in the consolidation perimeter, pursuant to accounting policies consistent with the International Financial Reporting Standards ("IFRS"), as adopted in the European Union, effective for periods beginning on 1 January 2013 and in conformity with IAS 34 - Interim Financial Reporting.

3 - ALTERATIONS OF POLICIES, ESTIMATES AND ERRORS

During the period ended on 30 September 2013, there were no alterations to the accounting policies considered in the preparation of the financial information relative to the financial year ended on 31 December 2012, including new standards and interpretations, amendments or revisions endorsed by the European Union, of significant impact on the Consolidated Financial Position or Consolidated Net Income of the operations, and no material errors were recorded or significant alterations made to accounting estimates relative to previous years.

4 - COMPANIES INCLUDED IN THE CONSOLIDATION PERIMETER

As at 30 September 2013, TEIXEIRA DUARTE, S.A. and the following controlled companies were included in the consolidation, through the full consolidation method:

Corporate name Head office Effective percentage
holding
INTERNAL MARKET
CONSTRUCTION
CONSTRUSALAMONDE, ACE Edifício 2, Lagoas Park
Porto Salvo
92.50%
EPOS - Empresa Portuguesa de Obras
Subterrâneas, S.A.
Edifício 1, Lagoas Park
Porto Salvo
100.00%
OFM - Obras Públicas, Ferroviárias e Marítimas, S.A. Edifício 1, Lagoas Park
Porto Salvo
60.00%
SOMAFEL - Engenharia e Obras Ferroviárias, S.A. Edifício 1, Lagoas Park
Porto Salvo
60.00%
TEIXEIRA DUARTE - Engenharia e Construções, S.A. Edifício 2, Lagoas Park
Porto Salvo
100.00%
CONCESSIONS AND SERVICES
INVICTAAMBIENTE - Recolha de Resíduos e Limpeza
Pública, S.A.
Praça do Bom Sucesso, nº 61 - Escritórios 501 e 502
Porto
100.00%
MARINERTES, S.A. Edifício 1, Lagoas Park
Porto Salvo
51.00%
RECOLTE, Serviços e Meio Ambiente, S.A. Edifício 1, Lagoas Park
Porto Salvo
100.00%
SATU-Oeiras - Sistema Automático de Transporte (a)
Urbano, S.A.
Edifício Paço de Arcos, E.N. 249/3
Paço de Arcos
49.00%
TDGI - Tecnologia de Gestão de Imóveis, S.A. Edifício 1, Lagoas Park
Porto Salvo
100.00%
TDHOSP - Gestão de Edifício Hospitalar, S.A. Edifício 2, Lagoas Park
Porto Salvo
100.00%
REAL ESTATE
BONAPARTE - Imóveis Comerciais e Participações, S.A. Edifício 2, Lagoas Park 100.00%
Fundo de Investimento Imobiliário Fechado TDF Porto Salvo
Edifício 2, Lagoas Park
Porto Salvo
100.00%
IMOPEDROUÇOS - Sociedade Imobiliária, S.A. Edifício 2, Lagoas Park
Porto Salvo
100.00%
IMOTD - SGPS, S.A. Edifício 2, Lagoas Park
Porto Salvo
100.00%
QUINTA DE CRAVEL - Imobiliária, S.A. Edifício 2, Lagoas Park
Porto Salvo
100.00%
TDE - Empreendimentos Imobiliários, S.A. Edifício 2, Lagoas Park
Porto Salvo
100.00%
TD VIA - Sociedade Imobiliária, S.A. Edifício 2, Lagoas Park
Porto Salvo
93.75%
TDF - Sociedade Gestora de Fundos de Investimento
Imobiliário, S.A.
Edifício 2, Lagoas Park
Porto Salvo
100.00%
TEIXEIRA DUARTE - Gestão de Participações e Edifício 2, Lagoas Park 100.00%
Investimentos Imobiliários, S.A.
TRANSBRITAL - Transportes e Britas Pio Monteiro
Porto Salvo
Pedreira das Perdigueiras - Laveiras
100.00%
& Filhos, S.A.
V8 - Gestão Imobiliária, S.A.
Paço de Arcos
Edifício 2, Lagoas Park
Porto Salvo
100.00%
Corporate name Head office Effective percentage
holding
HOTEL SERVICES
ESTA - Gestão de Hotéis, S.A. Edifício 2, Lagoas Park
Porto Salvo
100.00%
EVA - Sociedade Hoteleira, S.A. Av. República, nº 1
Faro
100.00%
GO CORP TRAVEL SOLUTIONS - Agência
de Viagens, S.A.
Rua da Comunidade Lusíada, nº 2, Letra C
Faro
100.00%
LAGOASFUT - Equipamento Recreativo e
Desportivo, S.A.
Edifício 2, Lagoas Park
Porto Salvo
100.00%
LAGOAS HOTEL, S.A. Edifício 2, Lagoas Park
Porto Salvo
100.00%
ROCHORIENTAL - Sociedade Hoteleira, S.A. Edifício 2, Lagoas Park
Porto Salvo
100.00%
SINERAMA - Organizações Turísticas e Hoteleiras, S.A. Edifício 2, Lagoas Park
Porto Salvo
100.00%
TDH - SGPS, S.A. Edifício 2, Lagoas Park
Porto Salvo
100.00%
TDHC - Instalações para Desporto e Saúde, S.A. Edifício 2, Lagoas Park
Porto Salvo
100.00%
DISTRIBUTION
BONAPAPEL - Artigos de Papelaria e Equipamentos
Informáticos - Unipessoal, Lda.
Edifício 2, Lagoas Park
Porto Salvo
100.00%
TEIXEIRA DUARTE - DISTRIBUIÇÃO, S.A. Edifício 1, Lagoas Park
Porto Salvo
100.00%
ENERGY
ACG - Distribuição e Comércio de Gás, S.A. (b) Rua das Lagoas - Campo Raso
Sintra
48.61%
DIGAL - Distribuição e Comércio, S.A. (b) Rua das Lagoas - Campo Raso
Sintra
47.50%
DNGÁS - Distribuição e Comércio de Gás, S.A. (b) Rua das Lagoas - Campo Raso
Sintra
50.00%
MERCAPETRO - Produtos Petrolíferos, S.A. (b) Rua Óscar da Silva, 2243
Leça da Palmeira
50.00%
MULTIGÁS - Sociedade Comercial e
Distribuidora de Gás, S.A. (b)
Rua das Lagoas - Campo Raso
Sintra
47.50%
PETRIN - Petróleos e Investimentos, S.A. (b) Edifício 1, Lagoas Park
Porto Salvo
47.91%
PPS - Produtos Petrolíferos, S.A. (b) Edifício 1, Lagoas Park
Porto Salvo
50.00%
PTG - SGPS, S.A. Edifício 1, Lagoas Park
Porto Salvo
100.00%
TANQUIGÁS - Distribuição e Comércio de Gás, S.A. (b) Rua das Lagoas - Campo Raso
Sintra
47.50%
TDARCOL - SGPS, S.A. (c) Edifício 1, Lagoas Park
Porto Salvo
50.00%
AUTOMOBILE
TDO - Investimento e Gestão, S.A. Rua das Pretas, 4 - Fracção 4 D
Funchal
100.00%
Corporate name Head office Effective percentage
holding
OTHER
C + P.A. - Cimento e Produtos Associados, S.A. Edifício 1, Lagoas Park 100.00%
TDO - SGPS, S.A. Porto Salvo
Rua das Pretas, 4 - Fracção 4 D
100.00%
TEDAL - SGPS, S.A. Funchal
Edifício 2, Lagoas Park
Porto Salvo
100.00%
EXTERNAL MARKET
SOUTH AFRICA
DISTRIBUTION
Global Net Distributors (Pty) Ltd. Po Box 15318
Farrarmere - Benon - Gauteng 1518
South Africa
100.00%
ANGOLA
CONSTRUCTION
ANGOCIME - Cimentos de Angola, Lda. Rua Comandante Che Guevara, 67 - 1º D 100.00%
BEL-ere - Engenharia e Reabilitação de Estruturas Luanda
Alameda Manuel Van-Dúnem, 318
100.00%
Angola, Lda.
BETANGOLA - Betões e Pré-Fabricados de Angola, Lda.
Luanda
Rua Comandante Che Guevara, 67 - 1º D
Luanda
100.00%
CONCESSIONS AND SERVICES
EDUCARE - Actividades Educativas e Culturais, Lda. Rua Amílcar Cabral, 27 - R/C C 100.00%
TDGI - Tecnologia de Gestão de Imóveis, Lda. Luanda
Rua Comandante Che Guevara, 67 - 1º D
Luanda
100.00%
REAL ESTATE
AFRIMO - Empreendimentos Imobiliários, Lda. Rua Amílcar Cabral, 51 - 1º C 51.00%
ANGOPREDIAL - Empreendimentos Imobiliários, Lda. Luanda
Rua Amílcar Cabral, 27 - R/C D
100.00%
CASANGOL - Gestão Imobiliária, Lda. Luanda
Rua Amílcar Cabral, 27 - R/C D
100.00%
IMOAFRO - Empreendimentos Imobiliários, Lda. Luanda
Rua Amílcar Cabral, 27 - R/C D
100.00%
TEIXEIRA DUARTE - Engenharia e Construções Luanda
Rua Amílcar Cabral, 27 - R/C D
100.00%
(Angola), Lda.
URBÁFRICA - Sociedade Imobiliária, Lda.
Luanda
Rua Amílcar Cabral, 35 - 5º C
Luanda
90.00%
HOTEL SERVICES
ALVALADE - Empreendimentos Turísticos e
Hoteleiros, Lda.
Rua Comandante Gika - Bairro Maiango
Luanda
100.00%
Corporate name Head office Effective percentage
holding
ANGOIMO - Empreendimentos e Construções, Lda. Rua Amílcar Cabral, 35 - 5º C 100.00%
HOTEL TRÓPICO, S.A. Luanda
Rua da Missão, 103
80.00%
URBANGO - Gestão Imobiliária, Lda. Luanda
Rua Amílcar Cabral, 27 - R/C D
Luanda
100.00%
DISTRIBUTION
CND - Companhia Nacional de Distribuição, Lda. Rua Amílcar Cabral, 51 - 1º C 100.00%
DCG - Distribuição e Comércio Geral, Lda. Luanda
Avenida Pedro de Castro Van - Dúnem
Luanda
100.00%
AUTOMOBILE
AUTO COMPETIÇÃO Angola, Lda. Rua Eugénio de Castro, Instalações do 100.00%
AUTO 8, Lda. Cine Atlântico - Luanda
Via A-1, Lote CCB-5 - Pólo Automóvel
100.00%
COMÉRCIO DE AUTOMÓVEIS, Lda. Luanda
Rua Frederich Engels, 9
100.00%
TDA - Comércio e Indústria, Lda. Luanda
Rua Amilcar Cabral, nº 27 R/C, Letra C
100.00%
VAUCO - Automóveis e Equipamentos, Lda. Luanda
Rua Ho Chi Min (Largo 1º de Maio)
Luanda
51.00%
ALGERIA
CONSTRUCTION
TEIXEIRA DUARTE ALGERIE, SPA Parc Miremont, Rue A, nº 136 Bouzareah
Algiers
99.94%
BRAZIL
CONSTRUCTION
EMPA - Serviços de Engenharia, S.A. Rua Major Lopes, 800 100.00%
SOMAFEL - Obras Ferroviárias e Marítimas, Ltda. Bairro São Pedro - Belo Horizonte
Rua Major Lopes, 800 - sala 306
Bairro São Pedro - Belo Horizonte
60.00%
CONCESSIONS AND SERVICES
GONGOJI Montante Energia, S.A. Rua Major Lopes, 800 - sala 310 100.00%
PAREDÃO de Minas Energia, S.A. Bairro São Pedro - Belo Horizonte
Rua Major Lopes, 800 - sala 306
100.00%
TABOQUINHA Energia, S.A. Bairro São Pedro - Belo Horizonte
Rua Major Lopes, 800 - sala 308
Bairro São Pedro - Belo Horizonte
100.00%
REAL ESTATE
TDPG - Empreendimentos Imobiliários
e Hoteleiros, Ltda.
Avenida Domingos Ferreira nº 4060, sala 301
Boa Viagem - Cidade de Recife
100.00%
Corporate name Head office Effective percentage
holding
TDSP - Participações, Ltda. Rua Iguatemi, nº 448, 14º andar, Conjunto 1401
Itaim Bibi - São Paulo
100.00%
TDSP - Elisa de Moraes, Empreendimentos
Imobiliários, Ltda.
Rua Iguatemi, nº 448, 14º andar, Conjunto 1401
Itaim Bibi - São Paulo
90.00%
TDSP - Bela Vista Empreendimentos
Imobiliários, SPE, Ltda.
Rua Iguatemi, nº 448, 14º andar, Conjunto 1401
Itaim Bibi - São Paulo
92.65%
TDSP - Galeno de Castro, Empreendimentos
Imobiliários, SPE, Ltda.
Rua Iguatemi, nº 448, 14º andar, Conjunto 1401
Itaim Bibi - São Paulo
92.65%
TDSP - Maratona, Empreendimentos
Imobiliários, SPE, Ltda.
Rua Iguatemi, nº 448, 14º andar, Conjunto 1401
Itaim Bibi - São Paulo
92.65%
TDSP - Direitos Humanos, Empreendimentos
Imobiliários, SPE, Ltda.
Rua Iguatemi, nº 448, 14º andar, Conjunto 1401
Itaim Bibi - São Paulo
92.65%
TDSP - Alta Vista I, Empreendimentos
Imobiliários, SPE, Ltda.
Rua Iguatemi, nº 448, 14º andar, Conjunto 1401
Itaim Bibi - São Paulo
92.65%
TDSP - Verum Mooca, Empreendimentos
Imobiliários, SPE, Ltda.
Rua Iguatemi, nº 448, 14º andar, Conjunto 1401
Itaim Bibi - São Paulo
100.00%
TDSP - Gilberto Sabino, Empreendimentos
Imobiliários, SPE, Ltda.
Rua Iguatemi, nº 448, 14º andar, Conjunto 1401
Itaim Bibi - São Paulo
95.00%
TDSP - Alta Vista II, Empreendimentos
Imobiliários, SPE, Ltda.
Rua Iguatemi, nº 448, 14º andar, Conjunto 1401
Itaim Bibi - São Paulo
92.65%
TDSP - Gualaxos, Empreendimentos
Imobiliários, SPE, Ltda.
Rua Iguatemi, nº 448, 14º andar, Conjunto 1401
Itaim Bibi - São Paulo
100.00%
TDSP - Alta Vista III, Empreendimentos
Imobiliários, SPE, Ltda.
Rua Iguatemi, nº 448, 14º andar, Conjunto 1401
Itaim Bibi - São Paulo
92.65%
TDSP - Zanzibar, Empreendimentos
Imobiliários, SPE, Ltda.
Rua Iguatemi, nº 448, 14º andar, Conjunto 1401
Itaim Bibi - São Paulo
92.50%
TDSP - Dionísio da Costa, Empreendimentos
Imobiliários, SPE, Ltda.
Rua Iguatemi, nº 448, 14º andar, Conjunto 1401
Itaim Bibi - São Paulo
92.50%
TDSP - 11, Empreendimentos Imobiliários, SPE, Ltda. Rua Iguatemi, nº 448, 14º andar, Conjunto 1401
Itaim Bibi - São Paulo
100.00%
TDSP - 12, Empreendimentos Imobiliários, SPE, Ltda. Rua Iguatemi, nº 448, 14º andar, Conjunto 1401
Itaim Bibi - São Paulo
100.00%
TDSP - Volta Redonda, Empreendimentos
Imobiliários, SPE, Ltda.
Rua Iguatemi, nº 448, 14º andar, Conjunto 1401
Itaim Bibi - São Paulo
100.00%
TDSP - 14, Empreendimentos Imobiliários, SPE, Ltda. Rua Iguatemi, nº 448, 14º andar, Conjunto 1401
Itaim Bibi - São Paulo
100.00%
TDSP - Alta Vista IV, Empreendimentos
Imobiliários, SPE, Ltda.
Rua Iguatemi, nº 448, 14º andar, Conjunto 1401
Itaim Bibi - São Paulo
92.65%
TDSP - 16, Empreendimentos Imobiliários, SPE, Ltda. Rua Iguatemi, nº 448, 14º andar, Conjunto 1401
Itaim Bibi - São Paulo
100.00%
TDSP - 17, Empreendimentos Imobiliários, SPE, Ltda. Rua Iguatemi, nº 448, 14º andar, Conjunto 1401
Itaim Bibi - São Paulo
100.00%
DISTRIBUTION
TDD - Distribuição Brasil, Ltda. Rua Iguatemi, nº 448, 6º andar, Conjunto 602
Itaim Bibi - São Paulo
100.00%
CYPRUS

OTHER

LEVENEL, Limited Irakli, Egkomi, 2413 100.00% Nicosia

Corporate name Head office Effective percentage
holding
SPAIN
CONCESSIONS AND SERVICES
RECOLTE, Servicios y Medioambiente, S.A.U. Av. Alberto Alcocer, 24 - 7º
Madrid
100.00%
GIBRALTAR
CONSTRUCTION
Teixeira Duarte International, LTD. 23, Portland House - Glacis Road
Gibraltar
100.00%
MACAU
CONCESSIONS AND SERVICES
TEIXEIRA DUARTE - Engenharia e Construções
(Macau), Lda.
Rua de Xangai, 175
Edifício Assoc. Comercial de Macau, 10 A
Macau
100.00%
MOZAMBIQUE
CONSTRUCTION
TEIXEIRA DUARTE - Engenharia e Construções
(Moçambique), Lda.
Av. 24 de Julho, 141
Maputo
72.66%
CONCESSIONS AND SERVICES
TDGI - Tecnologia de Gestão de Imóveis, Lda. Av. 24 de Julho, 141
Maputo
67.41%
REAL ESTATE
IMOPAR - Centro Comercial de Maputo, S.A.R.L. Av. 24 de Julho, 135
Maputo
100.00%
HOTEL SERVICES
AVENIDA - Empreendimentos Turísticos e Av. 24 de Julho, 135 100.00%
Hoteleiros, Lda.
Sociedade Hotel Tivoli, Lda.
Maputo
Av. 25 de Setembro, 1321
65.00%
TIVOLI BEIRA - Hotelaria e Serviços, Lda. Maputo
Av. 24 de Julho, 141
Maputo
98.63%
NAMIBIA
CONCESSIONS AND SERVICES
KARIBIB Portland Cement (PTY) P O Box 9574 Windhoek 95.00%
KPC Trading and Services Namibia
P O Box 2143 Windhoek
57.00%
SQUIRREL Investments 115 PTY, Ltd. Namibia
P O Box 2143 Windhoek
Namibia
95.00%
Corporate name Head office Effective percentage
holding
RUSSIA
CONCESSIONS AND SERVICES
MMK Cement, Limited Liability Company Murmansk
Russia
70.00%
VENEZUELA
CONSTRUCTION
Boyacá La Guaira Consortium Av. San Juan Bosco Ota Coromoto no
Aplica Urb. Altamira - Caracas
Venezuela
57.20%
TEGAVEN - Teixeira Duarte y Asociados, C.A. (a) Av. Este, 6 - Edif. Centro Parque
Carabobo, Piso 6, Of. 601 - Caracas
Venezuela
17.04%

(a) The Group controls these subsidiaries through the subsidiary TEIXEIRA DUARTE - Engenharia e Construções, S.A.

(b) The Group controls these subsidiaries through the subsidiary TDARCOL - SGPS, S.A.

(c) The Group controls these subsidiaries through the subsidiary PTG - SGPS, S.A.

5 - CHANGES TO THE CONSOLIDATION PERIMETER

During the periods ended on 30 September 2013 and 2012, no companies entered or left the consolidation perimeter, relative to the consolidation perimeter as at 31 December 2012 and 2011, respectively.

6 - EXCHANGE RATES

The following exchange rates were used to convert the assets and liabilities expressed in foreign currency into euros as at 30 September 2013 and 31 December 2012, as well as the results of the operations developed in countries where the functional currency is different from the Euro, for the periods ended on 30 September 2013 and 2012:

Closing rate Average rate
Currency 30/09/2013 31/12/2012 Var 30/09/2013 30/09/2012 Var
US Dollar 1.3505 1.3194 2.36% 1.3185 1.2895 2.25%
Macaense Pataca 10.7864 10.5328 2.41% 10.5351 10.3048 2.23%
Mozambican Metical 39.5400 39.2400 0.76% 39.3750 35.7380 10.18%
Venezuelan Bolivar 8.4975 5.6664 49.96% 7.7620 5.5378 40.16%
Angolan Kwanza 131.3280 126.8460 3.53% 126.4723 123.4863 2.42%
Algerian Dinar 110.3155 103.1890 6.91% 104.6951 99.2885 5.45%
Moroccan Dirham 11.1863 11.1526 0.30% 11.1495 11.0993 0.45%
Brazilian Real 3.0406 2.7036 12.46% 2.8016 2.4704 13.41%
Ukrainian Hryvnia 11.0623 10.6212 4.15% 10.7219 10.3989 3.11%
Namibian Dollar 13.5985 11.1727 21.71% 12.5284 10.3529 21.01%
Cape Verdean Escudo 110.2650 110.2650 - 110.2650 110.2650 -
Russian Rouble 43.8240 40.3295 8.66% 41.7516 40.1847 3.90%
Tunisian Dinar 2.2260 2.0492 8.63% 2.1270 1.9989 6.41%
South African Rand 13.5985 11.1727 21.71% 12.5284 10.3529 21.01%
Columbian Peso 2,575.8100 2,331.3800 10.48% 2,449.5680 n.a. -

7 - OPERATING SEGMENTS

The Group organises its activity according to the following business segments:

  • Construction;
  • Concessions and services;
  • Real estate;
  • Hotel services;
  • Distribution;
  • Energy;
  • Automobile.

The sales and services rendered and the results of each operating segment referred to above for the periods ended on 30 September 2013 and 2012, were as follows:

rd Q 13
3
rd Q 12
3
Net operating income
Segment Customers
abroad
Inter-segmental Total Customers
abroad
Inter-segmental Total 3rd Q 13 3rd Q 12
Construction 542,209 56,062 598,271 441,948 40,398 482,346 22,949 23,236
Concessions and services 53,681 13,339 67,020 45,757 18,303 64,060 7,334 6,703
Real estate 62,651 10,825 73,476 63,952 8,700 72,652 20,713 22,390
Hotel services 60,243 9,505 69,748 62,568 4,878 67,446 12,225 23,641
Distribution 147,746 6,439 154,185 117,496 5,800 123,296 11,509 13,973
Energy 87,936 1,768 89,704 97,296 1,580 98,876 2,077 1,615
Automobile 164,514 10,618 175,132 150,972 4,595 155,567 28,910 30,959
Not allocated to segments - - - - - - (10,476) (10,146)
Elimination - (108,556) (108,556) - (84,254) (84,254) (114) 19
1,118,980 - 1,118,980 979,989 - 979,989 95,127 112,390
Financial costs and losses (Note 9) (126,715) (120,454)
Financial income and gains (Note 9) 47,636 56,409
Earnings from investment activities (Note 9) 5,117 (19,339)
Pre-tax profit 21,165 29,006

Inter-segmental transactions are carried out under market conditions and terms, equivalent to transactions made with third parties.

Other information:

Segment Fixed capital expenditure Amortisation and
depreciation through profit
or loss
Provisions and impairment
losses
rd Q 13
3
rd Q 12
3
rd Q 13
3
rd Q 12
3
rd Q 13
3
rd Q 12
3
Construction 54,037 34,653 25,717 26,069 7,656 (395)
Concessions and services 2,843 2,242 3,076 2,916 8 7
Real estate 686 432 3,829 2,235 - -
Hotel services 7,690 6,046 5,918 7,848 - -
Distribution 16,136 16,520 4,156 2,918 - -
Energy 5,530 1,982 1,359 1,407 - -
Automobile 4,058 2,333 1,391 1,084 - 164
Not allocated to segments - - 2 2 - -
90,980 64,208 45,448 44,479 7,664 (224)

The assets and liabilities of the segments and their respective reconciliation with the consolidated total, as at 30 September 2013 and 31 December 2012, are as follows:

Assets Liabilities
30/09/2013
Segment Investments in
associates
(Note 15)
Financial
assets
available for
sale (Note 17)
Other
assets
Total Investments in
associates
(Note 15)
Financial
assets
available for
sale (Note 17)
Other assets Total 30/09/2013 31/12/2012
Construction 4,078 - 1,714,158 1,718,236 5,427 - 1,651,788 1,657,215 1,307,300 1,196,820
Concessions and services 871 22,586 232,706 256,163 837 19,031 228,447 248,315 157,138 157,604
Real estate 75 31,200 1,538,905 1,570,180 87 25,542 1,576,859 1,602,488 909,301 1,183,739
Hotel services - - 293,835 293,835 - - 314,520 314,520 213,393 281,124
Distribution - - 205,825 205,825 - - 154,397 154,397 172,633 118,529
Energy 24 - 77,950 77,974 24 - 79,698 79,722 50,306 52,289
Automobile - - 133,596 133,596 - - 151,887 151,887 91,173 118,917
Not allocated to segments 32,721 3,936 371,516 408,173 44,334 4,024 337,019 385,377 74,212 50,818
Elimination - - (1,969,244) (1,969,244) - - (1,826,435) (1,826,435) (579,384) (718,222)
37,769 57,722 2,599,247 2,694,738 50,709 48,597 2,668,180 2,767,486 2,396,072 2,441,618

The sales, services rendered and information on non-current non-monetary assets by geographical segment are broken down as follows for the periods ended on 30 September 2013 and 2012 and as at 30 September 2013 and 31 December 2012, respectively:

Sales and services rendered Non-monetary non-current
assets
Geographic segment rd Q 13
3
rd Q 12
3
30/09/2013 31/12/2012
Portugal 240,410 281,940 617,711 630,462
Angola 546,220 487,450 351,789 337,040
Algeria 38,648 35,713 8,746 11,592
Brazil 64,493 63,672 53,288 41,644
Spain 19,350 16,968 12,715 12,236
Mozambique 45,570 26,649 24,660 23,088
Venezuela 160,145 60,699 38,280 31,044
Other 4,144 6,898 1,478 1,901
1,118,980 979,989 1,108,667 1,089,007

Non-current non-monetary assets include goodwill, intangible assets, tangible fixed assets and investment properties.

8 - OPERATING INCOME

For the periods ended on 30 September 2013 and 2012, operating income was as follows:

rd Q 13
3
rd Q 12
3
Jul-Sep 13 Jul-Sep 12
Sales and services rendered:
Sales 939,578 778,464 318,461 317,847
Services rendered 179,402 201,525 65,690 73,738
1,118,980 979,989 384,151 391,585
Other operating income:
Own work capitalised (a) 5,028 2,819 818 1,034
Inventory gains 4,408 2,043 1,306 812
Supplementary income 4,300 5,683 2,086 1,761
Disposal of assets (b) 3,734 3,252 1,489 529
Reversal of inventory impairment losses 1,821 321 59 245
Tax refunds 1,768 1,877 216 1
Variation in the fair value of investment properties 64 1,697 (3) (466)
Other operating income 7,622 14,272 4,668 8,356
28,745 31,964 10,639 12,272
1,147,725 1,011,953 394,790 403,857

(a) - Own work capitalised essentially corresponds to costs associated to the construction of buildings.

(b) - The gains indicated above were obtained through the disposal of tangible fixed assets.

9 - FINANCIAL RESULTS

The financial results for the periods ended on 30 September 2013 and 2012 were as follows:

rd Q 13
3
rd Q 12
3
Jul-Sep 13 Jul-Sep 12
Financial costs and losses:
Interest paid (62,419) (58,970) (22,530) (18,655)
Unfavourable currency conversion differences (44,279) (40,016) (13,605) (11,856)
Other financial costs and losses (20,017) (21,468) (6,743) (5,935)
(126,715) (120,454) (42,878) (36,446)
Financial income and gains:
Interest received 11,017 14,660 2,248 4,774
Favourable currency conversion differences 33,707 37,774 15,921 8,496
Cash discounts received 425 389 124 129
Other financial income and gains 2,487 3,586 452 906
47,636 56,409 18,745 14,305
Earnings from investment activities:
Earnings from associates (a) 146 140 1,040 1,136
Dividends (b) 1,555 1,857 397 688
Other investments 2,544 (576) 2,228 955
Gains / losses in the measurement of assets available for sale (Note 17) 872 (20,760) 397 (3,652)
5,117 (19,339) 4,062 (873)
Financial results (73,962) (83,384) (20,071) (23,014)

(a) - The earnings from associated companies relative to the periods ended on 30 September 2013 and 2012 include the effect of the application of the equity method to the investments in associates of (125) and 140 thousand euros, respectively (Note 15).

During the period ended on 30 September 2013, the Group sold 20% of the share capital of "VOTORANTIM Macau Investimentos, S.A.", having recorded capital gains of 271 thousand euros.

(b) - As at 30 September 2013 the values presented correspond to dividends received from "Financial assets available for sale" of 552 thousand euros (533 thousand euros as at 30 September 2012) and the rest is from "Other investments".

During the periods ended on 30 September 2013 and 2012, no interest was capitalised on the acquisition cost of qualifying assets.

10 - INCOME TAX

"TD, S.A." and most of the companies in which it holds a stake, based in Portugal, are subject to Corporate Income Tax (IRC) at the rate of 25%. Entities which record taxable profit are also subject to the Municipal Surcharge, whose rate may vary up to the maximum of 1.5%, as well as the State Surcharge, incident on the portion of taxable profit in excess of 1,500,000 euros and 7,500,000 euros, at the rates of 3% and 5%, respectively. Regardless of the profit for tax purposes recorded for the year, the entities referred to above are also subject to autonomous taxation on the expenses and at the rates established in article 88 of the Corporate Income Tax Code.

For the calculation of the taxable profit, to which the aforesaid tax rates are applied, after deduction of the tax losses carried forward, non-acceptable amounts for tax purposes are added to and/or subtracted from the book value profit. These differences between the book value profit or loss and the profit or loss for tax purposes may be of a temporary or permanent nature.

"TD, S.A." and its subsidiaries whose equity is at least 90% held, directly and indirectly, with head office and effective management located in Portugal, are taxed under the special taxation scheme for groups of companies (RETGS). This scheme consists of the aggregation of the taxable profits of all the companies included in the consolidation perimeter, as provided in article 69 and following of the Corporate Income Tax Code, with the application of the IRC rates to the overall amount obtained in this manner, after deduction of the tax losses carried forward. The value of tax calculated in this form is increased by the Municipal and State Surcharge, if applicable, calculated individually and at the rates referred to above, as well as by the autonomous taxation calculated for each company.

Pursuant to the legislation in force, tax returns in Portugal may be reviewed and corrected by the tax authorities for a period, in general, of four years (five years for Social Security).

The Board of Directors believes that any corrections which might arise from any tax reviews/inspections to these tax returns will not significantly affect the consolidated financial statements reported as at 30 September 2013.

The Group records deferred taxes corresponding to the temporary differences between the book value of the assets and liabilities and the corresponding tax base, as laid down in IAS 12 - Income Tax (Note 18).

rd Q 13
3
rd Q 12
3
Jul-Sep 13 Jul-Sep 12
Current tax:
Income tax in Portugal (5,156) (11,398) 829 (3,956)
Income tax in other jurisdictions (28,968) (28,115) (10,949) (17,618)
Current tax (34,124) (39,513) (10,120) (21,574)
Deferred tax (Note 18): 23,072 19,898 9,811 4,018
(11,052) (19,615) (309) (17,556)

The income taxes recognised for the periods ended on 30 September 2013 and 2012 are as follows:

In addition to the amounts of deferred taxes recorded directly in the income statement, deferred taxes amounting to (2,851) thousand euros were recorded directly in equity as at 30 September 2013, and 119 thousand euros as at 30 September 2012 (Note 18).

11 - EARNINGS PER SHARE

Earnings per share for the periods ended on 30 September 2013 and 2012 were calculated taking into account the following amou nts:

rd Q 13
3
rd Q 12
3
Jul-Sep 13 Jul-Sep 12
Net income for the effect of calculating earnings per basic share (net income for the period) 10,108 5,646 1,171 9,221
Weighted average number of shares for the effect of calculating earnings per basic share (thousand) 420,000 420,000 420,000 420,000
Earnings per basic share 0.02 0.01 0.00 0.02

Since for the financial years ended on 30 September 2013 and 2012 there are no dilution effects of the earnings per share, the diluted earnings per share are the same as the basic earnings per share.

12 - DIVIDENDS

The General Meeting of Shareholders, held on 25 May 2013, deliberated the distribution of dividends of the value of 6,300 thousand euros, corresponding to 0.015 euros per share, paid in June 2013, taking into consideration the separate financial statements of the Company as at 31 December 2012.

During the period ended on 30 September 2012 there was no deliberation or payment of dividends.

13 - TANGIBLE FIXED ASSETS

During the periods ended on 30 September 2013 and 2012, the movements which occurred in tangible fixed assets, as well as in the respective accumulated depreciation and impairment losses, were as follows:

Land Buildings Other Tangible Advances
& natural & other Administrative Administrative Tools & Administrative tangible fixed assets on account of
resourcesconstructions equipment equipment utensils equipment fixed assets in progress tang. fixed assets Total
Gross assets:
Balance as at 1 January 2012 36,871 409,024 358,935 78,270 32,644 39,457 21,127 25,356 - 1,001,684
Currency conversion adjustments (161) (1,553) (3,152) (1,366) (97) (128) 9 (31) - (6,477)
Additions 136 4,959 26,082 5,902 2,658 2,055 3,228 15,749 - 60,770
Transfers and write-offs (2,866) 5,216 (10,023) (3,920) (281) (1,185) (7,219) (8,067) - (28,346)
Disposals (24) (225) (4,649) (828) (158) (118) (11) - - (6,014)
Balance as at 30 September 2012 33,956 417,421 367,193 78,059 34,766 40,081 17,134 33,008 - 1,021,617
Balance as at 1 January 2013 33,826 409,352 378,473 79,547 36,997 40,160 18,723 43,985 183 1,041,246
Currency conversion adjustments (644) (5,908) (13,450) (3,853) (951) (1,087) (312) (2,540) (61) (28,806)
Additions - 4,400 33,776 10,778 4,002 1,830 2,642 28,068 - 85,496
Transfers and write-offs (768) 4,206 3,798 942 154 (74) (3,717) (294) (122) 4,125
Disposals (33) (480) (3,381) (5,737) (33) (138) (103) - - (9,905)
Balance as at 30 September 2013 32,381 411,570 399,216 81,677 40,169 40,691 17,233 69,219 - 1,092,156
Accumulated depreciation
and impairment losses:
Balance as at 1 January 2012 166 100,846 268,589 53,225 28,462 30,426 4,781 - - 486,495
Currency conversion adjustments - (161) (1,516) (917) (60) (75) - - - (2,729)
Reinforcements 2 11,066 21,350 7,924 1,119 2,108 377 - - 43,946
Transfers and write-offs - 30 (6,846) (2,176) (1) (973) (31) - - (9,997)
Disposals - (164) (4,146) (727) (128) (106) (5) - - (5,277)
Balance as at 30 September 2012 168 111,617 277,431 57,329 29,392 31,380 5,122 - - 512,438
Balance as at 1 January 2013 166 112,991 274,973 57,899 28,900 31,386 5,156 - - 511,471
Currency conversion effect - (2,277) (4,482) (2,376) (211) (662) (34) - - (10,042)
Reinforcements - 11,123 21,419 7,360 2,064 2,264 437 - - 44,667
Transfers and write-offs - (11) (35) 248 23 (265) (8) - - (48)
Disposals - (231) (3,127) (4,980) (32) (109) (97) - - (8,576)
Balance as at 30 September 2013 166 121,595 288,748 58,151 30,744 32,614 5,454 - - 537,472
Net value:
As at 30 September 2012 33,788 305,804 89,762 20,730 5,374 8,702 12,012 33,008 - 509,179
As at 30 September 2013 32,215 289,975 110,468 23,526 9,425 8,077 11,779 69,219 - 554,684

The additions to tangible fixed assets carried out during the period ended on 30 September 2013 refer, essentially, to investments in facilities and equipment.

As at 30 September 2013, tangible assets in progress include 56,301 thousand euros relative to buildings and other constructions in progress, with emphasis on the following:

  • For the Concessions and Services sector, investment in the São Francisco de Assis College in Luanda;

  • For the Distribution sector, the expansion of the network of shops in Angola;

  • For the Energy sector, the development of the tank facility project in Aveiro.

14 - INVESTMENT PROPERTIES

During the periods ended on 30 September 2013 and 2012, the movement which occurred in investment properties was as follows:

2013 2012
Balance as at 1 January 498,236 522,016
Currency conversion adjustments (2,001) (58)
Increases / disposals (3,101) (13,957)
Variation in fair value (2,094) 353
Transfers with tangible fixed assets (2,419) 477
Balance as at 30 September 488,621 508,831

The income gained from investment properties arising from operating lease contracts reached 23.452 thousand euros for the period ended on 30 September 2013 (22,811 thousand euros as at 30 September 2012). Direct operating costs related to investment properties, for the period ended on 30 September 2013, reached 3,314 thousand euros (2,725 thousand euros as at 30 September 2012).

15 - INVESTMENTS IN ASSOCIATES

The following associates were recorded through the equity method as at 30 September 2013:

Corporate name Head office Effective percentage
holding
ALVORADA PETRÓLEO, S.A. Rua Major Lopes, 800, 3º andar 43.20%
Belo Horizonte - Minas Gerais - Brazil
ALSOMA, GEIE. 3 Av André Malraux 27.00%
Levallois Peret
AVIA PORTUGAL - Produtos Petrolíferos, S.A. Edifício 1, Lagoas Park 21.32%
Porto Salvo
CONSORCIO MINERO LUSO VARGAS C.A. Av. La Armada, Edifício Centro Socialista Demivargas, Piso 4 49.00%
(CONLUVAR) 1162 La Guaira - Catia La Mar
Limited Liability Company Cement Khutorskya Str., 70 49.00%
Odessa
IMOC - Empreendimentos Imobiliários, S.A.R.L. Av. 24 de Julho, 135 46.40%
Maputo
RPK Gulfstream, Ltd. Tri Ruchja str. 42.70%
183003, Murmansk
SCP AK10 - Empreendimentos e Avenida Alameda Santos, nº 960 - 19º, 25.00%
Participações SPE Ltda. Edifício CYK, Cerqueira César, São Paulo
STELGEST - Gestão Hoteleira, S.A. Edifício 2, Lagoas Park 45.00%
Porto Salvo
TEIX.CO, SPA BP 62B Zone D'Active Dar El Beida 48.78%
Algiers

The investments in associates showed the following movements during the periods ended on 30 September 2013 and 2012:

Holdings Goodwill Total
Balance as at 1 January 2012 39,180 19,084 58,264
Effects of the application of the equity method:
- Effect on net income for the period (Note 9) 140 - 140
- Effect on equity 2,139 - 2,139
- Dividends received (225) - (225)
Increases 6,000 - 6,000
Currency conversion adjustments (949) (588) (1,537)
Other (446) - (446)
Balance as at 30 September 2012 45,839 18,496 64,335
Balance as at 1 January 2013 39,006 11,703 50,709
Effects of the application of the equity method:
- Effect on net income for the period (Note 9) (125) - (125)
- Effect on equity (192) - (192)
Increases 100 - 100
Disposals (a) (11,398)
(11,398) -
Currency conversion adjustments (512) (6) (518)
Other (807) - (807)

(a) - During the period ended on 30 September 2013, the Group sold 20% of the share capital of "VOTORANTIM Macau Investimentos, S.A." to a non-related party for the value of 11,668 thousand euros (Note 20), which gave rise to capital gains of 271 thousand euros (Note 9).

The investments in associates as at 30 September 2013 and 31 December 2012 are detailed as follows:

30/09/2013 31/12/2012
Associates Holdings Goodwill Value of
financial
position
Holdings Goodwill Value of
financial
position
Limited Liability Company Cement 16,072 11,643 27,715 16,072 11,643 27,715
IMOC - Empreendimentos Imobiliários, S.A.R.L. 5,006 - 5,006 4,506 - 4,506
Alvorada Petróleos, S.A. 3,406 - 3,406 3,975 - 3,975
RPK Gulfstream, Ltd. 871 - 871 837 - 837
TEIX.CO, SPA 507 - 507 541 - 541
SCP AK-10 Empreendimentos e Participações SPE LTDA. 21 54 75 27 60 87
VOTORANTIM Macau Investimentos, S.A. - - - 12,113 - 12,113
Other 189 - 189 935 - 935
26,072 11,697 37,769 39,006 11,703 50,709

The aforesaid holdings are recorded through the equity method which, for the periods ended on 30 September 2013 and 2012, had the following impacts:

3 rd Q 13
Associates Gains and
losses in
associates
(Note 9)
Adjustments
of holdings
Dividends Total
Alvorada Petróleos, S.A. (139) - - (139)
Limited Liability Company Cement (260) (123) - (383)
VOTORANTIM Macau Investimentos, S.A. - - - -
IMOC - Empreendimentos Imobiliários, S.A.R.L. 910 (409) - 501
RPK Gulfstream, Ltd. - - - -
SCP AK-10 Empreendimentos e Participações SPE LTDA. (3) - - (3)
TEIX.CO, SPA (353) 319 - (34)
Other (280) 21 - (259)
(125) (192) - (317)
3 rd Q 12
Associates Gains and
losses in
associates
(Note 9)
Adjustments
of holdings
Dividends Total
Alvorada Petróleos, S.A. (555) 327 (20) (248)
Alvopetro, S.A. - (418) - (418)
Limited Liability Company Cement 342 42 - 384
VOTORANTIM Macau Investimentos, S.A. (611) 3,346 - 2,735
IMOC - Empreendimentos Imobiliários, S.A.R.L. 928 (916) - 12
SCP AK-10 Empreendimentos e Participações SPE LTDA. (52) - (38) (90)
TEIX.CO, SPA (159) (242) - (401)
Other 247 - (167) 80
140 2,139 (225) 2,054

16 - JOINT VENTURES

As at 30 September 2013, the following participated companies were consolidated through the proportional method, since their management and control is exercised jointly with the other partners/shareholders:

Corporate name Head office Effective percentage
holding
AVIAS - Grupo Ferroviário para a Alta Velocidade, ACE Edifício 1, Lagoas Park 14.10%
Porto Salvo
CAIS DE CRUZEIROS 2ª FASE, ACE Rua da Tapada da Quinta de Cima 15.00%
Linhó - Sintra
CONBATE, ACE Edifício 2, Lagoas Park 20.00%
Porto Salvo
DOURO LITORAL, ACE Edifício 8, Lagoas Park 40.00%
Porto Salvo
D.L.O.E.A.C.E. - Douro Litoral Obras Especiais, ACE Edifício 2, Lagoas Park 40.00%
Porto Salvo
ENGIL/MOTA/TEIXEIRA DUARTE – Requalificações Av. Fabril do Norte, 1601 33.33%
Urbanas, ACE Matosinhos
FERROVIAL/TEIXEIRA DUARTE - Obras Hidráulicas Edifício Central Park 50.00%
do Alqueva, ACE Rua Alexandre Herculano, Nº 3, 2º - Linda-a-Velha
GMP - Grupo Marítimo Português, ACE Edifício 1, Lagoas Park
Porto Salvo
20.04%
GMP - Grupo Marítimo Português MEK, ACE Edifício 1, Lagoas Park 20.04%
Porto Salvo
GPCC - Grupo Português de Construção de Rua Senhora do Porto, 930 25.00%
Infraestruturas de Gás Natural, ACE Porto
GPCC - Grupo Português de Construção de Edifício Sagres 25.00%
Infraestruturas da Expo, ACE Rua Professor Henrique de Barros, nº 4, 2 A - Prior Velho
METROLIGEIRO - Construção de Infraestruturas, ACE Estrada da Luz, 90 - 6º E 26.80%
Lisbon
NOVA ESTAÇÃO, ACE Av. Frei Miguel Contreiras, nº 54, 7º 25.00%
Lisbon
SOMAFEL E OFM - Obras do Metro, ACE Edifício 1, Lagoas Park 60.00%
Porto Salvo
SOMAFEL/FERROVIAS, ACE Av. Columbano Bordalo Pinheiro, 93 - 7º 36.00%
Lisbon
TEIXEIRA DUARTE - SOPOL - Metro Superfície, ACE Edifício 2, Lagoas Park 57.30%
Porto Salvo
TEIXEIRA DUARTE/OPCA - Fungere - Parcela 1.18 do Edifício 2, Lagoas Park 60.00%
Parque das Nações em Lisboa - 3ª Fase – Empreitada Porto Salvo
de Acabamentos e Instalações Especiais dos Edifícios
para o Hotel e Escritórios, ACE
TRÊS PONTO DOIS - Trabalhos Gerais de Construção Av. das Forças Armadas, 125 - 2º C 50.00%
Civil, Via e Catenária de Modernização da Linha Lisbon
do Norte, ACE

As a result of the consolidation of these participated companies, through the proportional consolidation method, as at 30 September 2013 and 31 December 2012, the following values were included in the Group's consolidated financial statements:

Current assets Non-current assets Current liabilities Non-current liabilities
30/09/2013 31/12/2012 30/09/2013 31/12/2012 30/09/2013 31/12/2012 30/09/2013 31/12/2012
AVIAS, ACE 28 - - - - - - -
CAIS DE CRUZEIROS - 2ª Fase, ACE 75 95 - - 57 57 18 19
CONBATE, ACE 589 1,098 1 1 198 613 57 131
DOURO LITORAL, ACE 2,271 2,528 4 6 386 344 1,543 1,937
DOURO LITORAL OBRAS ESPECIAIS, ACE 339 542 18 22 310 114 80 80
FERROVIAL / TEIXEIRA DUARTE - Obras Hidráulicas do Alqueva, ACE 98 113 - - 61 76 143 144
GMP - Grupo Maritimo Português, ACE 1,156 1,215 - 5 1,219 1,262 - -
GMP – Grupo Marítimo Português MEK, ACE 838 674 - - 882 780 - -
GPCC - Grupo Português de Construção de Infraestruturas de
Gás Natural, ACE 80 80 - - 80 80 - -
GPCIE - Grupo Português de Construção de Infraestruturas da
Expo, ACE - 1 - - - 1 - -
METROLIGEIRO - Construção de Infraestruturas, ACE 113 105 - - 113 105 - -
METROPAÇO - Trabalhos de Construção da Estação do
Metropolitano do Terreiro do Paço, ACE - - - -
NOVA ESTAÇÃO, ACE 1,034 1,181 3 4 1,036 1,221 - -
SOMAFEL E OFM - Obras do Metro, ACE 3 30 - - 3 30 - -
SOMAFEL/FERROVIAS, ACE 13 35 - - - 15 - -
TEIXEIRA DUARTE/OPCA - Fungere - Parcela 1.18 do Parque das
Nações em Lisboa - 3ª Fase - Empreitada de Acabamentos
e Instalações Especiais dos Edifícios para o Hotel e
Escritórios, ACE 58 56 - - 59 56 - -
TEIXEIRA DUARTE - SOPOL - Metro Superfície, ACE 165 230 - - 165 230 - -
TRÊS PONTO DOIS - Trabalhos Gerais de Construção Civil, Via e
Catenária de Modernização da Linha do Norte, ACE 321 321 - - 188 187 - -
7,181 8,304 26 38 4,757 5,171 1,841 2,311

As a result of the consolidation of these participated companies through the proportional consolidation method, for the periods ended on 30 September 2013 and 2012, the following amounts were included in the Group's consolidated financial statements:

Income Costs
rd Q 13
3
rd Q 12
3
rd Q 13
3
rd Q 12
3
AVIAS, ACE 28 - - -
CAIS DE CRUZEIROS - 2ª Fase, ACE 2 25 2 7
CONBATE, ACE 84 9,757 105 9,362
DOURO LITORAL, ACE 549 5,023 456 4,817
DOURO LITORAL OBRAS ESPECIAIS, ACE 3 443 36 67
FERROVIAL / TEIXEIRA DUARTE - Obras Hidráulicas do Alqueva, ACE 17 9 17 9
GMP - Grupo Maritimo Português, ACE 4 130 108 228
GMP – Grupo Marítimo Português MEK, ACE 8 214 30 267
GPCC - Grupo Português de Construção de Infraestruturas de
Gás Natural, ACE - - - 4
GPCIE - Grupo Português de Construção de Infraestruturas da
Expo, ACE - 1 - -
METROPAÇO - Trabalhos de Construção da Estação do
Metropolitano do Terreiro do Paço, ACE - 3 - 3
NOVA ESTAÇÃO, ACE 14 1 12 36
SOMAFEL/FERROVIAS, ACE - 20 - 12
TEIXEIRA DUARTE/OPCA - Fungere - Parcela 1.18 do Parque das
Nações em Lisboa - 3ª Fase - Empreitada de Acabamentos
e Instalações Especiais dos Edifícios para o Hotel e
Escritórios, ACE 1 1 3 3
TEIXEIRA DUARTE - SOPOL - Metro Superfície, ACE 26 64 26 66
TRÊS PONTO DOIS - Trabalhos Gerais de Construção Civil, Via e
Catenária de Modernização da Linha do Norte, ACE - - 1 16
736 15,691 796 14,897

Included in the information indicated in Note 24, the Group provided bank guarantees, fidelity guarantee insurance and letters of comfort as an entrepreneur in these joint ventures to the total value of 18,685 thousand euros as at 30 September 2013 (19,343 thousand euros as at 31 December 2012).

17 - FINANCIAL ASSETS AVAILABLE FOR SALE

During the periods ended on 30 September 2013 and 2012, the movements which occurred in the valuation of the financial assets available for sale, stated at their respective fair value, were as follows:

2013 2012
Fair value as at 1 January 48,597 70,052
Disposals during the period (2,116) -
Increase / decrease in fair value 11,241 (32,084)
Transfer of advance of financial investments (a) - 3,720
Fair value as at 30 September 57,722 41,688

As at 30 September 2013 and 31 December 2012, the Group held 366,000,000 and 394,211,281 shares in Banco Comercial Português, S.A., respectively, classified as financial assets available for sale.

During the period ended on 30 September 2013, the Group sold 28,211,281 shares of Banco Comercial Português, S.A. for the value of 2,988 thousand euros, having recorded capital gains of 872 thousand euros (Note 9).

The financial assets available for sale, and their respective cost and market values, as at 30 September 2013 and 31 December 2012, are as follows:

30/09/2013 31/12/2012
Cost value Market value Cost value Market value
Banco Comercial Português, S.A. 722,955 35,136 760,114 29,566
Banco Bilbao Vizcaya Argentaria, S.A. 35,958 22,586 35,958 19,031
758,913 57,722 796,072 48,597

18 - DEFERRED TAXES

All situations which might significantly affect future taxes are stated through the application of the deferred tax rule.

During the periods ended on 30 September 2013 and 2012, the movements which occurred in deferred tax assets and liabilities were as follows:

Deferred tax assets Deferred tax
liabilities
2013 2012 2013 2012
Balance as at 1 January 111,912 107,000 57,979 65,906
Constitution / Reversal
Net income (Note 10) 21,774 17,751 (1,298) (2,147)
Equity (1,783) 753 1,068 634
Currency conversion effect and adjustments (2,560) (2,512) (466) (227)
Balance as at 30 September 129,343 122,992 57,283 64,166

Deferred tax assets were only recorded insofar as it is considered that taxable profits are likely to occur in the future which may be used to recover the tax losses or deductible tax differences. This assessment was based on the business plans of the Group's companies, periodically reviewed and updated, on the prospects of generating taxable earnings.

As of 1 January 2012, the deduction of tax losses calculated in Portugal, including tax losses calculated before 1 January 2012, is limited to 75% of the taxable profit calculated for the year in which the deduction is made.

19 - RELATED PARTIES

The transactions and balances between "TD,S.A." and the Group's companies included in the consolidation perimeter, which are related parties, were eliminated in the consolidation process and are not disclosed in the present note. The balances and transactions between the Group and its associates, related companies and individuals with significant voting rights and own companies, are detailed below.

The terms or conditions applied between these related parties are, in substance, identical to those which would normally be contracted, accepted and applied between independent entities in comparable transactions.

The main balances with related entities as at 30 September 2013 and 31 December 2012 are detailed as follows:

Balances receivable Balances payable Loans granted Other debts
Entity 30/09/2013 31/12/2012 30/09/2013 31/12/2012 30/09/2013 31/12/2012 30/09/2013 31/12/2012
AEBT - Auto Estradas do Baixo Tejo, S.A. - - - - 819 819 - -
AEDL - Auto Estradas do Douro Litoral, S.A. - - - - 1,202 1,202 - -
ALSOMA, GEIE - - 24 24 - - - -
AVIA PORTUGAL, S.A. - - - 33 - - - -
VOTORANTIM Macau Investimentos, S.A. - - - - - 8,536 - -
CINTEL - Construção Interceptor Esgotos, S.A. 46 46 - - 4 4 - -
Consórcio Minero Luso Vargas - CONLUVAR 4,240 1,968 - - - - 6 (1,665)
OPSUT 2010 Consortium 1,317 2,184 44 454 - - - -
EIA - Ensino de Investigação e Administração, S.A. - - - - - - (324) (324)
IMOC - Empreendimentos Imobiliários, S.A.R.L. 158 2,213 - 3 - - (2,380) (247)
RPK Gulfstream, Ltd. - - - - 2,276 2,473 - -
Limited Liability Company Cement 295 147 - - 16,072 16,072 - -
LUSOPONTE - Concessionária para a Travessia do Tejo, S.A. - - - - 150 - - -
Moreira e Cunha, Lda. 12 8 - - - - (80) (2,132)
MTS - Metro Transportes do Sul, S.A. - - - - 740 740 - -
Promociones Inmobiliárias 3003, C.A. 56 55 - - - - (23) (31)
STELGEST - Gestão Hoteleira, S.A. 17 23 - - - (828) (958)
TEDEVEN Inmobiliária, CA 1 - 25 - - - -
TEIX.CO, SPA 1,358 1,435 706 755 - (286) (304)
VSL Sistema de Pré-Esforço - Equipamento de Montagem, S.A. - - - 1 - - -
7,500 8,079 799 1,270 21,263 29,846 (3,915) (5,661)

The main transactions carried out during the periods ended on 30 September 2013 and 2012, with related entities, were as follows:

Sales and services
rendered
Purchases and services
received
Interest debited
rd Q 13
3
rd Q 12
3
rd Q 13
3
rd Q 12
3
rd Q 13
3
rd Q 12
3
AVIA Portugal, S.A. - - - 27 - -
Consórcio Minero Luso Vargas - CONLUVAR 2,526 - 9,224 - - -
OPSUT 2010 Consortium 1,239 - 2,354 - - -
IMOC - Empreendimentos Imobiliários, S.A.R.L. 200 33 56 32 - -
Limited Liability Company Cement - 104 - - 1,326 881
Moreira e Cunha, Lda. 65 45 - - - -
STELGEST - Gestão Hoteleira, S.A. 85 88 - - 40 41
TEIX.CO, SPA - - - 214 - -
VSL Sistema de Pré-Esforço - Equipamento de Montagem, S.A. - 258 - 266 - -
4,115 528 11,634 539 1,366 922

The remunerations of the members of the governing bodies of TD, S.A. for the periods ended on 30 September 2013 and 2012 were as follows:

Interim Report - 3 rd Quarter of 2013

rd Q 13
3
rd Q 12
3
Jul-Sep 13 Jul-Sep 12
Executive directors:
Short term benefits 1,183 858 255 522
Supervisory board:
Short term benefits 50 50 17 17
Statutory Auditor:
Short term benefits 45 45 15 15
1,278 953 287 554

The remunerations of the members of the senior management of TD, S.A. for the periods ended on 30 September 2013 and 2012 were as follows:

rd Q 13
3
rd Q 12
3
Jul-Sep 13 Jul-Sep 12
Senior staff:
Short term benefits 5,925 5,681 1,523 2,556
5,925 5,681 1,523 2,556

20 - NOTES TO THE CONSOLIDATED CASH FLOW STATEMENTS

Cash and cash equivalents

As at 30 September 2013 and 31 December 2012, this heading is broken down as follows:

30/09/2013 31/12/2012
Demand deposits 132,614 153,725
Term deposits 30,195 80,210
Other cash investments 214 2,234
Cash 6,833 9,894
169,856 246,063

The heading of cash and cash equivalents includes cash, deposits repayable on demand, term deposits and cash investments with maturity of less than three months, repayable on demand and with insignificant risk of change of value.

Cash flow from investment activities

The receipts derived from financial investments during the periods ended on 30 September 2013 and 2012, refer to the disposal of holdings in the following entities:

3rd Q 13 3rd Q 12 Jul-Sep 13 Jul-Sep 12
Banco Bilbao Vizcaya Argentaria, S.A. 18,073 6,667 9,101 2,226
VOTORANTIM Macau Investimentos, S.A. 11,668 - - -
Banco Comercial Português, S.A. 8,984 11,325 2,605 11,325
ALVOPETRO, S.A. - 58 - (1)
Other 219 900 - 500
38,944 18,950 11,706 14,050

The payments relative to financial investments for the periods ended on 30 September 2013 and 2012, refer to the acquisition of holdings in the following entities:

3rd Q 13 3rd Q 12 Jul-Sep 13 Jul-Sep 12
C + P.A. - Cimento e Produtos Associados, S.A. 23,259 - - -
Banco Bilbao Vizcaya Argentaria, S.A. 11,759 6,705 3,160 1,234
Banco Comercial Português, S.A. 5,503 - 2,412 -
DIGAL - Distribuição e Comércio, S.A. 928 3,588 7 -
Limited Liability Company Cement - 6,000 - 6,000
COLT Resources Inc. - 2,504 - -
Other 501 978 105 488
41,950 19,775 5,684 7,722

The dividends received during the periods ended on 30 September 2013 and 2012, were as follows:

3rd Q 13 3rd Q 12 Jul-Sep 13 Jul-Sep 12
Banco Bilbao Vizcaya Argentaria, S.A. 655 861 280 438
LUSOPONTE - Concessionária para a Travessia do Tejo, S.A. 392 562 - -
SCP AK-10 Empreendimentos e Participações SPE, Ltda. - 38 - (1)
Other 557 621 - 253
1,604 2,082 280 690

21 - SHARE CAPITAL

As at 30 September 2013 and 31 December 2012, the underwritten and paid-up share capital was represented by 420,000,000 shares with the nominal value of 0.50 euros each (420,000,000 shares with the nominal value of 1 euro each as at 30 September 2012).

As at 30 September 2013 and 31 December 2012, TEIXEIRA DUARTE - Sociedade Gestora de Participações Sociais, S.A. directly held 197,950,000 shares representing the share capital of TEIXEIRA DUARTE, S.A., corresponding to 47.13% of its share capital.

22 - RESERVES AND RETAINED EARNINGS

Legal reserve: Pursuant to current legislation, the Company is obliged to transfer at least 5% of its annual net income to the legal reserve, until it reaches at least 20% of the share capital. This reserve is not distributable to the shareholders, but may be used to absorb losses, after all the other reserves have been depleted, or incorporated in the share capital.

Fair value reserve: The fair value reserve arises from the difference between the cost value and market value of the financial assets available for sale, not yet recognised in the income statement.

Free reserves: The free reserves are available for distribution.

Hedge operation reserve: The hedge operation reserve reflects the effective component (net of the tax effect) of the changes in the fair value of derivative financial instruments classified as cash flow hedges.

23 - LOANS

As at 30 September 2013 and 31 December 2012, the following loans had been raised:

30/09/2013 31/12/2012
Non-current liabilities:
Bank loans a) 184,586 211,044
Commercial paper b) 264,821 190,016
449,407 401,060
Current liabilities:
Bank loans a) 545,086 362,145
Commercial paper b) 374,180 472,760
919,266 834,905
1,368,673 1,235,965

a) Bank loans

As at 30 September 2013, the domestic bank loans, bank overdrafts and escrow accounts bore interest at the weighted annual average rate of 3.73% (4.30% as at 30 September 2012).

As at 30 September 2013, the most significant bank loans contracted by the Group essentially correspond to:

  • Loan raised from Banco Caixa Geral, contracted on 11 February 2008 of the value of 16,820 thousand euros, which will fall due on 11 February 2016.
  • Loan raised from Caixa Banco de Investimento, S.A. and Caixa Geral de Depósitos, S.A., contracted on 21 February 2008, of the present value of 47,899 thousand euros, which will be repaid in 41 equal and successive instalments, ending on 10 December 2033.
  • Loan raised from Banco BIC, contracted on 20 October 2008 of the present value of 2,779 thousand euros, which will fall due on 27 November 2014.
  • Loan taken out by the Group at Caixa Geral de Depósitos, S.A. on 30 December 2008, of the present value of 35,944 thousand euros, which will be repaid in 123 equal and successive monthly instalments, ending on 30 December 2023.
  • Loan raised from Banco Fomento de Angola, contracted on 2 February 2009 of the present value of 1,388 thousand euros, which will fall due on 4 January 2014.
  • Loan raised from Banco Fomento de Angola, contracted on 6 February 2009 of the present value of 1,388 thousand euros, which will fall due on 30 March 2014.
  • Loan raised from Banco Fomento de Angola, contracted on 6 February 2009 of the present value of 1,203 thousand euros, which will fall due on 30 September 2014.
  • Loan raised from Banco Caixa Geral Totta Angola, contracted on 21 December 2011 of the present value of 16,969 thousand euros, which will fall due on 28 February 2019.

  • Loan raised from Banco Espírito Santo de Investimento, S.A. contracted on 29 December 2011, of the present value of EUR 3,324 thousand euros, which will fall due on 27 November 2015.

  • Loan raised from Banco BPI, S.A., contracted on 19 July 2012 of the present value of 3,609 thousand euros, which will fall due on 19 July 2015.
  • Loan raised from Banco BIC, contracted on 9 October 2012 of the present value of 13,219 thousand euros, which will fall due on 5 December 2019.
  • Loan raised from Banco BIC, contracted on 9 October 2012 of the present value of 29,352 thousand euros, which will fall due on 13 December 2019.
  • Loan raised from Banco Privado Atlântico, contracted on 12 October 2012 of the present value of 23,325 thousand euros, which will fall due on 18 October 2017.
  • Loan raised from Banco Popular Portugal S.A., contracted on 13 December 2012 of the present value of 7,832 thousand euros, which will be repaid in a single instalment at the end of the contract. Furthermore, the product of the sale of the properties mortgaged under the present contract will be, in proportion to its share and pursuant to the agreed table of haircuts, applied to the repayment of the outstanding principal.

As at 30 September 2013 and 31 December 2012, the bank loans also include escrow accounts of the value of 373,641 and 260,815 thousand euros, respectively.

b) Commercial paper

As at 30 September 2013, the Group had negotiated the following commercial paper programmes:

  • Grouped programme for the placing and underwriting of commercial paper, through private subscription, contracted with Banco Comercial Português, S.A. on 14 October 2005, of the total amount of 150,000 thousand euros, in which TEIXEIRA DUARTE - Engenharia e Construções, S.A. and its associate TEIXEIRA DUARTE - Gestão de Participações e Investimentos Imobiliários, S.A. are participants, in the amounts of 15,000 thousand euros and 135,000 thousand euros, respectively. The participation of each company in the programme may vary each time the programme is used, with TEIXEIRA DUARTE - Engenharia e Construções, S.A. being required to participate with at least 10% of the total value. Sixteen six-monthly and successive issues have been contracted for the total nominal value of the programme, earning interest on a six-monthly basis and in arrears at a rate indexed to the six-month Euribor increased by a spread of 0.875%, and with the repayment of the last issue being on 14 October 2013.
  • Grouped programme for the placing and underwriting of commercial paper contracted with Banco Espírito Santo de Investimento, S.A. and Banco Espírito Santo, S.A. on 16 December 2005, of the sum of 100,000 thousand euros, currently 48,300 thousand euros, in which TEIXEIRA DUARTE - Engenharia e Construções, S.A. and its associate TEIXEIRA DUARTE - Gestão de Participações e Investimentos Imobiliários, S.A. take part, with the entire amount being used by TEIXEIRA DUARTE - Gestão de Participações e Investimentos Imobiliários, S.A. The participation of each company in the programme may vary each time it is used. The duration of the programme is five years minus one day, counted as of the contract signing date. The issue periods are from 1 to 6 months and bear interest in advance at the Euribor rate of the period increased by a spread of 2.5%, with the repayment of the last issue being on 20 August 2018. Repayments are foreseen each semester starting on 20 August 2015, with the first repayment corresponding to 3,300 thousand euros, subsequent repayments corresponding to 2,500 thousand euros, and the remaining value is to be repaid on the date of the last issue.
  • Grouped programme for the placing and underwriting of commercial paper contracted on 14 February 2006 with Banco Comercial Português, of the total amount of 50,000 thousand euros, in which Teixeira Duarte - Engenharia e Construções, S.A. and its associate Teixeira Duarte - Gestão de Participações e Investimentos Imobiliários, S.A. take part, in the amounts

of 5,000 thousand euros and 45,000 thousand euros, respectively. The participation of each company in each programme may vary each time it is used, with TEIXEIRA DUARTE - Gestão de Participações e Investimentos Imobiliários, S.A. being required to participate with at least 10% of the total value. Sixteen six-monthly and successive issues have been contracted for the total nominal value of the programme, bearing interest on a six-monthly basis and in arrears at a rate indexed to the six-month Euribor increased by 0.875% and determined according to the date of the auction, with the repayment of the last issue being on 14 February 2014.

  • Grouped programme for the placing and underwriting of commercial paper contracted with Banco Espírito Santo de Investimento, S.A. and Banco Espírito Santo, S.A. on 21 April 2008, of the sum of 120,000 thousand euros, in which TEIXEIRA DUARTE - Engenharia e Construções, S.A. and its associate TEIXEIRA DUARTE - Gestão de Participações e Investimentos Imobiliários, S.A. take part, with the entire amount being used by TEIXEIRA DUARTE - Engenharia e Construções, S.A. The participation of each company in each programme may vary each time it is used. The duration of the programme is five years minus one day, counted as of the contract signing date, the interest falls due on each repayment date, with the reference rate being indexed to the Euribor for the respective maturity period, in force on the second business day prior to the subscription date, increased by 3% and determined according to the date of each auction, with the repayment of the last issue being on 19 April 2018.
  • Programme for the placing and underwriting of commercial paper contracted with Banco Comercial Português, S.A. on 20 August 2008, of the total amount of 20,000 thousand euros. The commercial paper is issued with an issue period of 1, 3 and 6 months with the maturity period of the programme being 1 year, renewable, bearing interest at a rate indexed to the Euribor of the issue period, increased by 5.75%.
  • Programme for the placing and underwriting of commercial paper contracted with Banco Comercial Português, S.A. on 20 August 2008, of the total amount of 25,000 thousand euros. The commercial paper is issued with an issue period of 1, 3 and 6 months with the maturity period of the programme being 1 year, renewable, earning interest at a rate indexed to the Euribor of the issue period, increased by 5.75%.
  • Grouped programme for the placing and underwriting of commercial paper contracted with Banco Espírito Santo de Investimento, S.A. and Banco Espírito Santo, S.A. on 23 December 2008, of the sum of 100,000 thousand euros, currently 49,000 thousand euros, in which TEIXEIRA DUARTE - Engenharia e Construções, S.A. and its associate TEIXEIRA DUARTE - Gestão de Participações e Investimentos Imobiliários, S.A. take part, with the entire amount being used by TEIXEIRA DUARTE - Gestão de Participações e Investimentos Imobiliários, S.A. The participation of each company in each programme may vary each time it is used. The duration of the programme is five years minus one day, counted as of the contract signing date, the interest falls due on each repayment date, with the reference rate being indexed to the Euribor for the respective maturity period, in force on the second business day prior to the subscription date, increased by 3% and determined according to the date of each auction, with the repayment of the last issue being on 22 December 2013.
  • Grouped programme, for the placing and underwriting of commercial paper contracted with Caixa Geral de Depósitos, S.A. on 7 July 2010, of the sum of 70,000 thousand euros, in which TEIXEIRA DUARTE - Engenharia e Construções, S.A. and its associate TEIXEIRA DUARTE - Gestão de Participações e Investimentos Imobiliários, S.A. take part, with the entire amount being used by TEIXEIRA DUARTE - Engenharia e Construções, S.A. The participation of each company in each programme may vary each time it is used. The programme was reduced to 60,000 thousand euros on 28 April 2011 and renewed on 11 May 2012 for a further 3 years counted as of 14 April 2012. The current amount is 50,000 thousand euros, with another repayment of 10,000 thousand having been established for 14 May 2014. The interest is earned in advance on each subscription date, with the intervention rate being indexed to the Euribor for the respective period, in force on the second business day prior to each subscription date, plus 5.25% and determined in accordance with the date of each auction.
  • Programme for the placing and underwriting of commercial paper contracted with Banco Espírito Santo, S.A. on 28 December 2010, of the total amount of 34,000 thousand euros, in which TEIXEIRA DUARTE - Engenharia e Construções, S.A. is a participant. The programme may be used during three years, as of the contract signing date. The interest is earned in advance on each subscription date, with the intervention rate being indexed to the Euribor for the respective period, in

force on the second business day prior to each subscription date, plus 3% and determined in accordance with the date of each auction.

  • Grouped programme for the placing and underwriting of private commercial paper contracted on 14 January 2011 with Banco Comercial Português, S.A., with the total amount used being 20,750 thousand euros, in which TEIXEIRA DUARTE - Engenharia e Construções, S.A. and its associate TEIXEIRA DUARTE - Gestão de Participações e Investimentos Imobiliários, S.A. take part, in the amounts of 18,650 thousand euros and 2,100 thousand euros, respectively. The participation of each company in the programme may vary each time the programme is used, with TEIXEIRA DUARTE - Engenharia e Construções, S.A. being required to participate with at least 10% of the total value. The duration of the programme is five years, as of the contract signing date, the interest is earned on a six-monthly basis in arrears, with the reference rate being indexed to the one- to six-month Euribor under competitive auction for periods of 7 to 180 days via direct placement, increased by 4.375% and determined according to the date of each auction, with the repayment of the last issue being made on 6 January 2016.
  • Grouped programme for the placing and underwriting of commercial paper contracted on 30 December 2011, with Banco Comercial Português, S.A. of the total amount of 43,000 thousand euros, currently 38,000 thousand euros, in which TEIXEIRA DUARTE, S.A., TEIXEIRA DUARTE - Engenharia e Construções, S.A. and TEIXEIRA DUARTE - Gestão de Participações e Investimentos Imobiliários, S.A. take part, where on this date the amounts used by each were 250 thousand euros, 250 thousand euros and 37,500 thousand euros, respectively. Each of the future issues must necessarily be carried out together by all the issuers and the participation of each issuer cannot be less than 250 thousand euros. The programme may be used over seven years as of the date of the first issue, with repayments being foreseen at the end of each semester at increasing values between 2,000 thousand euros and 6,500 thousand euros. The applicable interest rate is the Euribor for each issue period, in force on the second business day prior to its beginning, increased by a spread of 4.25%.
  • Grouped programme for the placing and underwriting of commercial paper with Banco Espírito Santo de Investimento, S.A. and Banco Espírito Santo on 29 October 2012, of the total amount of 35,000 thousand euros, in which TEIXEIRA DUARTE, S.A., TEIXEIRA DUARTE - Engenharia e Construções, S.A. and TEIXEIRA DUARTE - Gestão de Participações e Investimentos Imobiliários, S.A. take part, with the entire amount being used by TEIXEIRA DUARTE - Engenharia e Construções, S.A. The programme may be used during seven years as of the date of the first issue, with repayments being foreseen at the end of each semester at increasing values between 1,000 thousand euros and 2,500 thousand euros. The applicable interest rate is the Euribor for each issue period, in force on the second business day prior to its beginning, increased by a spread of 6.50%.

As a result of the commitment of successive renewal during the financial year of the programme contracts, some existing issues as at 30 September 2013 and 31 December 2012 are classified as non-current liabilities.

30/09/2013 31/12/2012
2014 20,847 114,007
2015 82,208 85,903
2016 71,157 53,896
2017 35,276 30,770
2018 and following 239,919 116,484
449,407 401,060

As at 30 September 2013 and 31 December 2012, the repayment of non-current bank loans is defined as follows:

As at 30 September 2013 and 31 December 2012, the funding in foreign currency was expressed as follows:

30/09/2013 31/12/2012
Currency Currency Euro Euro
Venezuelan Bolivar 525,261 61,814 10,000 1,765
US Dollar 57,708 42,731 89,008 67,461
Namibian Dollar - - 199 18
Japanese Yen - - 76,000 669
Angolan Kwanza 14,262,382 108,601 14,062,387 110,862
Brazilian Real 74,105 24,372 78,826 29,156

The loans denominated in foreign currency earn interest at market rates and were converted into euros based on the exchange rate as at the reporting date.

24 - CONTINGENT LIABILITIES, GUARANTEES AND COMMITMENTS

Contingent liabilities:

Following various inspections conducted by the Taxation and Customs Authority (AT) to the accounts of TEIXEIRA DUARTE - Gestão de Participações Investimentos Imobiliários, S.A. ("TDGPII, S.A."), a company 100% held indirectly by TEIXEIRA DUARTE, S.A. relative to 2007, 2008, 2009 and 2010, the following corrections were made to the tax losses that had initially been reported for this participated company:

Calculated tax
Year loss AT Correction
2007 46,632 29,331
2008 50,590 45,938
2009 50,182 24,807
2010 18,165 6,467

With the exception of the amount of 611 thousand euros included in the correction to the tax loss for 2008 (relative, according to the AT, to the undue application of number 10 of article 22 of the EBF to the distribution of income by the TDF Real Estate Investment Fund), these corrections arise entirely from the non-acceptance, as a tax cost, of the financial costs incurred with the investment made in participated companies under the form of additional paid-in capital.

Since "TDGPII S.A." is subject to corporate income tax (IRC) in accordance with the special taxation scheme for groups of companies (RETGS) (article 69 and following of the IRC Code), the corrections to the tax losses of 2007 and 2008 were the object of Statements of Payment of IRC and compensatory interest issued to the controlling company, TEIXEIRA DUARTE - Engenharia e Construções, S.A., which filed judicial reviews at the Administrative and Fiscal Court of Sintra.

Over the course of the third quarter of 2013, "TD-EC, S.A." was notified of the additional Statement of Payment of IRC and compensatory interest with reference to the corrections of the financial year of 2009, and is currently preparing a judicial review, considering the applicable legal deadlines.

Notwithstanding the unfavourable outcome to the claims of "TDGPII, S.A." and, consequently, the controlling company, under the proceedings relative to the financial year of 2006, the Board of Directors continues to expect a different outcome for the other financial years subject to corrections (2007 and 2008).

It should be noted that the Statement of Payment of IRC and compensatory interest for the financial year of 2008 issued to "TD-EC, S.A." as the controlling company, apart from the corrections described above relative to the participated company "TDGPII, S.A.", also includes a correction to the taxable profit calculated at an individual level for "TD-EC, S.A.".

The total amount of corrections to the taxable profit reached 35,467 thousand euros, of which "TD-EC, S.A." objected to 32,595 thousand euros, related to tax credit, the system of re-investment of tax gains and the undue application of no. 10 of article 22 of the EBF.

The correction relative to the financial year of 2010 concerning the participated company "TDGPII, S.A." had not yet been the object of any additional payment required by the controlling company, as at the closing date of September 2013.

Guarantees:

As at 30 September 2013 and 31 December 2012, the group of companies included in the consolidation had provided the following guarantees to third parties:

30/09/2013 31/12/2012
Bank guarantees provided 377,454 447,093
Fidelity insurance 394,774 564,836

The bank guarantees were essentially provided for the effect of tenders, advances received and as completion bonds for works.

TEIXEIRA DUARTE - Engenharia e Construções, S.A., EPOS – Empresa Portuguesa de Obras Subterrâneas, S.A., SOMAFEL - Engenharia e Obras Ferroviárias, S.A., OFM - Obras Públicas, Ferroviárias e Marítimas, S.A., RECOLTE, Serviços e Meio Ambiente, S.A., RECOLTE, Servicios y Medioambiente, S.A.U., EMPA – Serviços de Engenharia, S.A., TEGAVEN – Teixeira Duarte y Asociados, CA and Boyacá – La Guaira Consortium, have provided completion bonds in order to guarantee the good implementation of works and services rendered.

In order to secure the loan contract signed with Banco Caixa Geral, S.A., of the present value of 16,820 thousand euros, granted by RECOLTE, Servicios y Medioambiente, S.A.U., RECOLTE, Servicios y Medioambiente, S.A.U. pledged 2,734,325 shares in Banco Bilbao Vizcaya Argentaria, S.A..

A mortgage was also constituted in favour of Caixa Geral de Depósitos, S.A. on lot 3, situated in Lagoas Park, owned by TEIXEIRA DUARTE - Gestão de Participações e Investimentos Imobiliários, S.A., to secure a loan contract granted by TEIXEIRA DUARTE - Gestão de Participações e Investimentos Imobiliários, S.A. of the present value of 35,944 thousand euros.

In order to guarantee the contract signed with Banco Caixa Totta Angola, of the present value of 16,969 thousand euros, URBANGO - Gestão Imobiliária, Lda. mortgaged its building no. 256 - 1st section, located in Chicala.

In order to guarantee the contract signed with BIC, of the present value of 29,352 thousand euros, ANGOIMO - Empreendimentos e Construções, Lda. mortgaged its building no. 2554, located in Samba.

In order to guarantee the contract signed with BIC, of the present value of 13,219 thousand euros, ANGOIMO - Empreendimentos e Construções, Lda. mortgaged its building no. 2554, located in Samba.

In order to secure the loan contract signed with Banco BPI, S.A., of the present value of 3,609 thousand euros, TEIXEIRA DUARTE - Gestão de Participações e Investimentos Imobiliários, S.A. mortgaged 17 fractions of the property located at Campo Grande, no. 9 in Lisbon.

In order to guarantee the commercial paper contract signed with Banco Comercial Português, S.A., of the present value of 38,000 thousand euros, granted by TEIXEIRA DUARTE, S.A., TEIXEIRA DUARTE - Engenharia e Construções, S.A. and TEIXEIRA DUARTE - Gestão de Participações e Investimentos Imobiliários, S.A., a morgage was established on the properties implanted respectively on lots 6, 18 and 19, located in Lagoas Park, belonging to TEIXEIRA DUARTE - Gestão de Participações e Investimentos Imobiliários, S.A..

In order to guarantee the loan of the present value of 7,832 thousand euros, signed with Banco Popular Portugal, S.A. on 13 December 2012, granted by TEIXEIRA DUARTE - Engenharia e Construções, S.A., TEIXEIRA DUARTE - Gestão de Participações e Investimentos Imobiliários S.A., QUINTA DE CRAVEL - Imobiliária, S.A. and V8 - Gestão Imobiliária, S.A., V8 - Gestão Imobiliária, S.A. mortgaged the fractions it owns of the urban property located on Rua de Castro Portugal, nos. 497 and 511; Rua Professora Rita Lopes Ribeiro Fonseca, nos. 28, 34, 40, 46, 52, 58, 64, 70, 76, 80, 94 and 96; and Rua Doutor Miguel Assunção Lopes, no. 15, Locality and Parish of Vila Nova de Gaia, as well as the fractions of the urban property called lot 14, located on Rua Guilherme Duarte Camarinha, numbers 30, 38, 42, 48, 54, 62, 70 and 74, and Rua Professora Rita Lopes Ribeiro Fonseca, nos. 12 and 18, Locality of Candal, Parish of Vila Nova de Gaia, for the total value of 7,832 thousand euros.

Apart from the guarantees indicated above, the following pledges have also been provided:

In order to secure the commercial paper contract signed with Banco Espírito Santo Investimento, S.A. and Banco Espírito Santo, S.A. of the amount of 48,300 thousand euros, granted by TEIXEIRA DUARTE - Engenharia e Construções, S.A. and TEIXEIRA DUARTE - Gestão de Participações e Investimentos Imobiliários, S.A., TEIXEIRA DUARTE - Gestão de Participações e Investimentos Imobiliários, S.A. and TEDAL - Sociedade Gestora de Participações Sociais, S.A. pledged 325,000,000 and 41,000,000 shares in Banco Comercial Português, S.A., respectively.

In order to secure the commercial paper contract signed with Banco Espirito Santo Investimento, S.A. and Banco Espírito Santo, S.A. of the value of 120,000 thousand EUROS, granted by TEIXEIRA DUARTE - Engenharia e Construções, S.A. and TEIXEIRA DUARTE - Gestão de Participações e Investimentos Imobiliários, S.A., TEDAL – Sociedade Gestora de Participações Sociais, S.A. pledged 12,500,000 shares of EPOS – Empresa Portuguesa de Obras Subterrâneas, S.A.. TEIXEIRA DUARTE - Gestão de Participações e Investimentos Imobiliários, S.A. constituted a voluntary mortgage on an urban property it owns, destined for warehouses, workshops, materials laboratory and parking of equipment, located on Avenida da Indústria, Alto Estanqueiro - Jardia, Montijo, of the value of 15,516 thousand euros. QUINTA DE CRAVEL - Imobiliária, S.A., also mortgaged the lots for construction nos. 8, 10, 11, 12, 13, 19, 26 and 31, located at Quinta de Cravel, Mafamude, Vila Nova de Gaia, for the total value of EUR 5,894 thousand. In the same capacity, QUINTA DE CRAVEL - Imobiliária, S.A., likewise mortgaged the lot of land for construction no. 23, located at Quinta de Cravel, Mafamude, Vila Nova de Gaia, for the total value of 944 thousand euros. V8 – Gestão Imobiliária, S.A. mortgaged the lots for construction nos. 1, 2, 3, 5, 6, 8, 18, 20 and 30 located at Empreendimento Santa Maria Design District, Santa Marinha, Vila Nova de Gaia, for the total value of 30,079 thousand euros.

In order to secure the commercial paper contract signed with Banco Espírito Santo, S.A. and Banco Espírito Santo, S.A. of the value of 60,000 thousand euros, currently 49,000 thousand euros, granted by TEIXEIRA DUARTE - Engenharia e Construções, S.A. and TEIXEIRA DUARTE - Gestão de Participações e Investimentos Imobiliários, S.A., TEIXEIRA DUARTE - Gestão de Participações e Investimentos Imobiliários, S.A. pledged 1,325,000 participation units of the TDF Closed Real Estate Investment Fund and strengthened its guarantee with a term deposit of the value of 1,348 thousand euros, and TEDAL - Sociedade Gestora de Participações Sociais, S.A. pledged 104,000,000 shares in C+P.A. – Cimentos e Produtos Associados, S.A.

In order to secure the commercial paper contract concluded with Caixa Geral de Depósitos,S.A. of the value of 70,000 thousand euros, presently 50,000 thousand euros, granted by TEIXEIRA DUARTE - Engenharia e Construções, S.A. and TEIXEIRA DUARTE - Gestão de Participações e Investimentos Imobiliários, S.A., TEIXEIRA DUARTE - Gestão de Participações e Investimentos Imobiliários, S.A. pledged 4,550,000 participation units of the TDF Closed Real Estate Investment Fund.

In order to secure the commercial paper contract signed with Banco Espírito Santo de Investimento, S.A. and Banco Espírito Santo, S.A., of the value of 34,000 thousand euros, granted by TEIXEIRA DUARTE - Engenharia e Construções, S.A., TEDAL - Sociedade Gestora de Participações Sociais, S.A. pledged 500,000 shares in TDGI - Tecnologia de Gestão de Imóveis, S.A.

In order to reinforce the guarantees provided under the financial lease contract signed on 31 December 2008 with Banco Comercial Português, S.A., TEDAL - Sociedade Gestora de Participações Sociais, S.A. pledged 9,000,000 shares in SOMAFEL - Engenharia e Obras Ferroviárias, S.A.

In order to secure debts to third parties, of the value of 1,952 thousand euros, IMOTD - SGPS, S.A. pledged 24,000 shares in V8, S.A..

In order to secure the loan contract granted by TDHOSP - Gestão de Edifício Hospitalar, S.A. of the present value of 47,899 thousand euros, TEIXEIRA DUARTE - Engenharia e Construções, S.A. pledged to Caixa Geral de Depósitos, S.A. and Caixa Banco de Investimentos, S.A., 1,540,000 shares in TDHOSP - Gestão de Edifício Hospitalar, S.A.. Under the same loan contract, TEIXEIRA DUARTE - Engenharia e Construções, S.A., as shareholder, pledged the credit rights over TDHOSP – Gestão de Edifício Hospitalar, S.A..

Financial commitments:

As at 30 September 2013 and 31 December 2012, the letters of comfort provided by TEIXEIRA DUARTE, S.A. and its subsidiaries reached 488,767 thousand euros and 482,274 thousand euros, respectively.

As at 30 September 2013 and 31 December 2012, factoring contracts without right of recourse were in force, which were recorded as reductions in accounts receivable of the value of 99,827 thousand euros and 118,876 thousand euros, respectively. Pursuant to the contractual conditions, the Group's liability is essentially restricted to the guarantee of acceptance on the part of customers of the invoices which are the object of factoring.

Other:

As at 30 September 2013 and 31 December 2012, there were no inventories pledged to secure liabilities.

25 - MEASUREMENT AT FAIR VALUE

Estimated fair value - assets and liabilities measured at fair value

The table below presents the Group's assets and liabilities measured at fair value as at 30 September 2013, according to the following hierarchical levels of fair value:

  • Level 1: the fair value of financial instruments is based on lending net market prices as at the reference date of the statement of financial position;

  • Level 2: the fair value of financial instruments is not determined based on lending net market prices, but rather through the use of valuation models;

  • Level 3: the fair value of financial instruments is not determined based on lending net market prices, but rather through use of valuation models whose main inputs are not observable on the market.

Category Item Level 1 Level 2 Level 3
Assets:
Financial assets available for sale Shares 57,722 - -
Financial assets at fair value through profit or loss Shares 5,485 - -
Investment properties Buildings and Land - 488,621 -
Liabilities:
Financial liabilities at fair value Hedge derivatives 11,665 - -

Except with respect to non-current loans, most financial assets and liabilities mature in the short term, hence it is considered that their fair value is identical to the respective book values.

Regarding loans, as demonstrated in Note 23, most loans are taken out at variable interest rates. Therefore, it is deemed that the corresponding book value (amortised cost) does not differ significantly from their respective market value.

26 - APPROVAL OF THE FINANCIAL STATEMENTS

The financial statements for the period ended on 30 September 2013 were approved by the Board of Directors on 29 November 2013.

27 - SUBSEQUENT EVENTS

TEIXEIRA DUARTE pursued its activity in the different sectors and markets in which it operates, with there not having been, from the closing of the third quarter of 2013 up to the present date, any fact which should be disclosed in relation to this action.

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