being global

Transcription

being global
BEING
GLOBAL
REPORT
9M 2013
CONTENTS
MANAGEMENT REPORT
03
01 | MARTIFER GROUP
05
Highlights
06
Key Financial Indicators
06
Main Events
07
02 | FINANCIAL PERFORMANCE
Results Analysis
11
12
Total Revenues
13
EBITDA and Net Profit
14
CAPEX
15
Capital Structure Analysis
15
03 | ANALYSIS BY SEGMENT
17
Metallic Constructions
18
Solar
20
RE Developer
22
04 | MARTIFER SHARE’S PERFORMANCE
23
CONSOLIDATED FINANCIAL INFORMATION
27
06 | INTERIM CONSOLIDATED FINANCIAL STATEMENTS
29
07 | NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
35
PAGE 2
9M2013 REPORT
MANAGEMENT
REPORT
PAGE 4
9M2013 REPORT
01
MARTIFER
GROUP
01 | MARTIFER GROUP
HIGHLIGHTS

Total Operating Revenues in the 9M13 of 464.3 M€ increasing by 28.7 % YoY, reflecting
the significant improvement in volume of the core businesses areas Metallic Constructions
and Solar, and also leveraged by the sale of wind farms in the RE Developer

Total Operating Revenues in the 3Q13 was 165.6 M€

EBITDA of 19.6 M€ in the end of the 9M13 (versus 14.6 M€ in 9M12)

EBIT just in the 3Q13 was 11.5 M€, what reflects an EBIT margin of 6.9 %

Net consolidated Profit of -48.7 M€ accumulated at the end of 9M13; Residual Net
consolidated Profit in 3Q13 of 56.3 K€

Total Order Book of 493 M€: Metallic Construction (223 M€) and Solar (270 M€)

Total Net Consolidated Debt of 378 M€, approx. 1 M€ above the FY12, mostly due to the
CAPEX of 10 M€ and investment in Working Capital

Extended Debt Maturity, from ST to MLT (7yr.) of approximately 30 % at the holding
level.
MAIN FINANCIAL INDICATORS
€M - IFRS
9M13
Total Revenues
464.3
EBITDA
MARG.
9M12
MARG.
360.8
VAR.%
28.7%
19.6
4.2%
14.6
4.1%
34.4%
EBIT
-15.9
-3.4%
-6.1
-1.7%
<-100%
Financial Results
-30.0
-24.4
-22.9%
Profit before tax
-45.9
-30.5
-50.7%
-2.8
-2.6
Income tax
Consolidated Net Profit
-48.7
-10.5%
-33.0
-6.4%
-9.1%
-47.7%
Attributable
to non-controlling interests
to shareholders
PAGE 6
1.5
2.4
-38.2%
-50.2
-35.4
-41.9%
9M2013 REPORT
MAIN EVENTS
JANUARY 2013
Inspira Martifer Solar signs contract for first rooftop PV project in India
Inspira Martifer Solar, a subsidiary of Martifer Solar for the Indian market, has signed an EPC contract with Mapro Foods for the
construction of a 350 kW rooftop PV project in India.
Martifer Solar and the Valouro Group sign a new contract for the construction of seven
PV projects in Portugal
Martifer Solar signed a new contract with Valouro Group, for the construction of seven new PV small generation projects, with
a 1.3 MW peak power.
MARCH 2013
Martifer Solar and Montepio Crédito establish a partnership for financing small
generation projects
Martifer Solar signed a protocol with Montepio Crédito, a company of the Montepio Group, to facilitate the access to the possibility
of financing of PV small generation projects to companies in Portugal.
Martifer concludes two ships for Douro Azul
Navalria, a subsidiary of Martifer Metallic Constructions, concluded the construction of Queen Isabel and Amavida. The baptism of
rd
these two hotel ships took place on March 23 . The two ships were built in only nine months.
APRIL 2013
Martifer concludes the Arena Fonte Nova Stadium’s roof structure
Martifer Construções Metálicas, a subsidiary of Martifer Metallic Constructions in Brazil, concluded, in April, the construction of the
structural steelwork for the roof of its second stadium for the Brazil World Cup.
Martifer Solar completes a utility scale solar PV plant cluster in the UK with a total capacity
of 28.1 MWp
Martifer Solar developed a cluster of utility scale photovoltaic plants totalling 28.1 MWp in the United Kingdom. This is one of the
largest clusters of utility scale solar PV plants ever built simultaneously in the country to date.
Martifer ships the first pieces for the structural steelwork and roof of Arena Amazônia
Martifer Metallic Constructions shipped the first pieces for Arena Amazônia, the third 2014 World Cup Stadium, which is expected to
be concluded in December 2013.
9M2013 REPORT
PAGE 7
MAY 2013
Martifer Solar to build Latin America’s largest PV plant in Mexico
Martifer Solar is building a 30 MW photovoltaic plant in Mexico, the largest to date in Latin America. The company is responsible for
the EPC (engineering, procurement and construction) services of the plant and will also provide the Operation and Maintenance
(O&M) services upon completion.
JUNE 2013
Martifer Renewables agreed to sell Rosa dos Ventos’ wind farms in Brazil
Martifer Renováveis Geração de Energia e Participações S.A., 55 % controlled by Martifer Renewables, signed a contract to sell
100 % of the company Rosa dos Ventos, which explores the wind farms (i) Canoa Quebrada and (ii) Lagoa do Mato, with a 10.5 MW
and 3.2 MW capacity, respectively.
The total price of the acquisition was R$99.7m, which corresponds to an R$62m equity and R$37.7m net debt.
The values of transaction can suffer changes when the sale is concluded, which should happen in the end of the year. The
agreement is subject to several conditions.
Meanwhile, Rosa dos Ventos was already registered as asset held for sale in the 1H13.
Martifer Renewables concludes Rymanów wind farm for the Ikea Group
Martifer Renewables and the Ikea Group have officially opened a 26 MW wind farm in Rymanów, in the Podkarpackie province,
south-east Poland.
The wind farm will avoid the emission of over 66,000 tons of CO2 which is the equivalent of the domestic power consumption of
around 30,000 households. It was developed, built and operated for the Ikea Group, and has the capacity to generate an output of
around 61 GWh/year.
The sale of the wind farm to the Ikea Group was agreed on October 2011, when it was sold three of its wind farms projects in
Poland: Leki Dukielskie (10 MW), Bukowsko (18 MW) and Rymanow (26 MW). The sale of these assets is in accordance with the
asset rotation policy implemented by the management of Martifer Renewables, the RE developer area of Martifer Group.
JULY 2013
Martifer sells a 39 % stake in Prio Energy, SGPS, SA
Martifer, SGPS, S.A. sold part of its stake in its subsidiary PRIO ENERGY, SGPS, S.A. to the company OxyCapital - Sociedade de
Capital de Risco, S.A., changing the share capital participation from 49 % to 10 %.
PAGE 8
9M2013 REPORT
MAIN SUBSEQUENT EVENTS
OCTOBER 2013
Martifer is the only company admitted in the tender for the sub-concession of the Estaleiros
de Viana do Castelo
Martifer Group, through its subsidiaries Navalria and Martifer Energy Systems, was the only company admitted in the tender for the
sub-concession of the lands and infrastructures of Viana do Castelo’s Naval Shipyard.
Martifer and Hanwha Q Cells Korea conclude PV plant of 17.8 MWp in Portugal
Martifer Solar, a subsidiary company of Martifer, SGPS, S.A., in partnership with Hanwha Q CELLS Korea, Korean leader in the
solar industry, concluded a PV plant of 17.8 MWp.
The PV cluster consists of six PV plants constructed in Loures, Montijo and Montemor-o-Novo regions. Martifer Solar will be the
operations and maintenance contractor to ensure the optimal generation levels of these six PV plants.
The “green‟ energy that will be produced by the entire cluster is estimated to sufficiently power over 24,800 inhabitants and to avoid
the annual emission of 19,300 tons of greenhouse gases.
9M2013 REPORT
PAGE 9
PAGE 10
9M2013 REPORT
02
FINANCIAL
PERFORMANCE
02 | FINANCIAL PERFORMANCE
RESULTS ANALYSIS
€M
Revenues
Earnings before depreciation, amortization and provisions & impairment losses (EBITDA)
EBITDA margin
Depreciation & Amortization
Provisions & Impairment Losses
Operating Income (EBIT)
9M2013
9M2012
VAR.%
464.3
360.8
28.7%
19.6
14.6
34.4%
4.2%
4.1%
0.2 pp
12.9
13.5
-4.7%
22.7
7.2
>100%
-15.9
-6.1
<-100%
EBIT margin
-3.4%
-1.7%
-1.7 pp
Financial Results
-30.0
-24.4
-22.9%
Profit before taxes
-45.9
-30.5
-50.7%
2.8
2.6
6.4%
Income tax
Results from assets held for sale
Net Profit
Attributable to non-controlling interests
Attributable to shareholders
per share €
PAGE 12
0.0
0.1
n.m.
-48.7
-33.0
-47.7%
1.5
2.4
-38.2%
-50.2
-35.4
-41.9%
-0.492
-0.334
9M2013 REPORT
TOTAL REVENUES
In the 9M13 the Total of Operating Revenues increased by 28.7 % YoY to 464.3 million euro, reflecting the significant improvement in volume
of the core businesses areas Metallic Constructions and Solar, and also leveraged by the sale of wind farms in the RE Developer.
Metallic Construction business area reported an increase of 8.9 % YoY in Revenues to the 207.7 million euro, due to the rapid pace
of projects in the 3Q13 characterized by its complexity in terms of engineering. The strongest markets were Brazil, Saudi Arabia,
Angola and France.
The Solar business ended 9M13 with 231.8 million euro of Total Operating Revenues, increasing by 47.4 % YoY, justified by the
take-off of projects in several geographies, highlighting the progress of the project in Mexico, currently the biggest project in Latin
America, projects in Portugal and UK.
REVENUES
9M13
€M
9M12
WEIGHT
€M
WEIGHT
Martifer Consolidated
464,3
360,8
Metallic Construction
207,7
44,7%
190,7
52,9%
Solar
VAR.%
28,7%
8,9%
231,8
49,9%
157,3
43,6%
47,4%
RE Developer
27,2
5,9%
12,0
3,3%
>100%
Others, Holding and Adjust.
-2,4
-0,5%
0,9
0,2%
s.s.
Portugal represented in the 9M13 only 13 % of the total Operating Revenues, which is comparable with 19 % in the FY2012 and which
proves the strong efforts of the Group’s internationalization in the last years.
REVENUES BREAKDOWN – 9M2013
Portugal
13%
European Union,
ex-PT
37%
USA
5%
Africa+Saudi
Arabia
15%
Latin America
29%
9M2013 REPORT
PAGE 13
EBITDA AND NET PROFIT
Consolidated EBITDA in the 9M13 reached 19.6 million euro, versus 14.6 million euro in the same period last year, which reflects a
margin of 4.2 %.
EBITDA in the 9M13 increased due to the EBITDA improvement in the RE Developer, with the sale of wind farms in Poland.
In Metallic Constructions, EBITDA in the 9M13 registered -13.8 million euros, which compares with -6.3 million euros in the 9M12,
reflecting the following effects:1)Deterioration of market conditions in Europe, with effects on the margins; 2)Remaining effect of the
exit of the Polish market;3) Unpredicted additional costs in ongoing projects.
In Solar, the EBITDA reached 12 million euro with a margin of 5.2 % vs. 7.8 %. The weak comparison with last year performance is
mainly due to the poor performance of the USA market.
.
EBITDA
Martifer Consolidated
Metallic Construction
9M13
9M12
€M
MARG.
€M
MARG.
19.6
4.2%
14.6
4.1%
34.4%
-13.8
-6.7%
-6.3
-3.3%
<-100%
VAR.%
Solar
12.0
5.2%
12.3
7.8%
-2.3%
RE Developer
21.3
78.5%
6.8
56.8%
>100%
Others, Holding and Adjust.
0.1
1.8
-92.5%
The Depreciation & Amortization has shown a slight decrease of 4.7 % to 12.9 million euros.
The Provisions & Impairment Losses registered in the 9M13 of 21.1 million euro, are mainly concerned with: a) goodwill in the
aluminium activity in Australia, b) impairments in Martifer Renewables’ wind and solar projects, respectively in Romania and Spain,
where changes in the regulatory framing that recently took place.
Net Financial Expenses totalled 30.0 million euro, comparable with 24.4 million euro in the 9M12.
Net Interest Expense was 20.3 million euro in the 9M13, above the 14.0 million euro in the same period last year, what is explained
by the capitalized interests in the Silverado project in the USA of roughly 4.0 million euro.
Therefore, the Net Profit attributable to shareholders in the 9M13 amounted to negative 48.2 million euro, which compares with
9.9 million euro in the 9M12.
However, the Consolidated Net Profit in the 3Q was residual, but positive in 56.3 thousand euro.
PAGE 14
9M2013 REPORT
CAPEX
The amount of investment in fixed assets in the 9M13 was 10.2 million euros, mostly applied as follows:
(1) Development of solar projects by Martifer Solar (3.8 million euros). This does not mean long term investment, as they are assets held
for sale
(2) In Metallic Construction business area, 4.6 million euro, which corresponds to maintenance capex, namely in the conclusion of
investments in Brazil, such as the new aluminium factory, and a new transportation crane in Navalria
(3) Finally, RE Developer’s investment was approximately 1.9 million euros
CAPITAL STRUCTURE ANALYSIS
FINANCIAL POSITION
€M
9M2013
2012
VAR. %
Fixed Assets (including Goodwill)
246.8
331.8
-25.6%
Other non current assets
154.1
187.7
-17.9%
Inventory and Receivables
438.7
383.8
14.3%
Cash and cash equivalents
25.9
38.0
-31.9%
Assets held for sale
32.2
35.1
-8.3%
Total Assets
897.6
976.4
-8.1%
Shareholders Equity
120.4
176.3
-31.7%
53.0
51.0
4.0%
Total Equity
173.4
227.3
-23.7%
Non-current debt and leasings
136.0
177.1
-23.2%
Other non-current liabilities
42.2
38.2
10.4%
Current debt and leasings
267.7
237.6
12.7%
Other current liabilities
266.4
286.2
-6.9%
12.1
9.5
26.8%
724.3
748.5
-3.2%
Non-controlling interests
Liabilities related with Assets held for sale
Total Liabilities
th
st
Total assets at 30 September 2013, amounted to 897.6 million euro, which compares to 976.4 million euro at 31 December 2012.
Non-current assets reached 400.9 million euro compared with 519.5 million euro, at the end of 2012.
th
Total Equity at 30 September 2013 was 173.4 million euro with compares with 227.3 million euro in the end of 2012. This
decrease is due to the registry of losses in the period.
9M2013 REPORT
PAGE 15
NET DEBT
METALLIC
CONSTRUCTION
SOLAR
RE
DEVELOPER
HOLDING
MARTIFER
CONSOLIDATED
Corporate Net Debt
97
101
17
136
351
Corporate Net Debt allocated
to non-operating activities
27
Total Net Debt
124
101
17
136
378
FY12 Total Net Debt
120
62
40
155
377
Absolute variation (M€)
+4
+39
-23
-19
+1
M€
27
Note: Net Debt = Borrowings + Financial Leases (+/-) Derivatives – Cash and Cash Equivalents
th
The Group’s Consolidated Net Debt at 30 September 2013 totalled 378 million euro, 1 million euro above the 377 million euro
registered at the end of 2012.
Already in the 3Q13 the group extended the debt maturity from ST to MLT (7 years) of 97 million euro at the holding level.
The Group continues focused in its goal to continue the process of debt reduction, so it will continue to be committed to the non-core
asset sale process, especially wind farms, solar projects and residually, from the sale of real estate projects, during 2013 and 2014.
Meaning, the objective continues to be achieving a debt level between 230 and 250 million euro by the end of 2014.
PAGE 16
9M2013 REPORT
03
ANALYSIS
BY SEGMENT
03 | ANALYSIS BY SEGMENT
METALLIC CONSTRUCTIONS
SECTOR TRENDS
−
In Europe, the environment around construction sector continues strongly penalized, indicators continue depressed in all
segments. Austerity measures across several countries, and still ongoing, and the weak financial health in the public
sector totally affected the demand of infrastructures and buildings. Euroconstruct institute estimates a decrease of -3.3 %
for the sector in Europe in 2013, with the toughest decreases in Portugal and Spain.
−
Only emerging markets have been driving economic growth and there has been significant demand for metallic structure,
mostly in Asia and South America.
ACTIVITY
The order book in the 9M13 registered 223 million euros. The current list of works is mostly from 12 countries. The main projects are:
•
In Brazil, the Transcarioca Bridges and Tomorrow’s Museum in Rio de Janeiro, and the Arena Amazônia stadium in Manaus
•
In Saudi Arabia, the King Abdullah Financial City in Riyadh, and the Stadium of King Abdullah Sports City in Jeddah
•
In Portugal, the highlight goes to the Viking Hemming and Viking Torgil ships under construction in Navalria
•
In France the most important works are the Lyon Stadium and the Iter – Building 13
•
In the UK, the spotlight goes for the Birmingham New Street Atrium
BACKLOG BY GEOGRAPHY
VALUE (M€)
%
101.4
45%
Brazil
40.9
18%
Eastern Europe and Middle East
34.8
16%
Africa
44.4
20%
Peru
1.0
1%
TOTAL
223
GEOGRAPHY
Western Europe
PAGE 18
9M2013 REPORT
RESULTS
Metallic Construction Revenues in the 9M13 increased by 8.9 % compared with the same period last year.
The internationalization effort in the last three years and the focus on countries with economic growth and infrastructure investment
plans are starting to be visible, but have negative impacts of all the strategic changes, currently reflected in the cost structure.
EBITDA in the 9M13 registered -13.8 million euros, which compares with -6.3 million euros in the 9M12, reflecting the following
effects:
1) Deterioration of market conditions in Europe, with effects on the margins;
2) Remaining effect of the exit of the Polish market;
3) Unpredicted additional costs in ongoing projects.
Despite that the EBITDA in the 9M13 reflects an improvement of 2.2 million euros compared with 1S13.
The EBIT of -27.3 million euros is negatively affected by the goodwill impairment loss of 4.6 million euros, concerning activity in Australia.
Net Financial Expenses in the 9M13 had an increase of 14.3 % to the 11.8 million euro, due to the increase in the spreads and
financing commissions applied by the banks.
Net Profit in the 9M13 totalled -43.6 million euro, of which 0.1 million euro attributable to non-controlling interests in Martifer Angola.
th
Net Financial Debt in Metallic Constructions at 30 September 2013 reached the 124 million euro, more 4 million euro than FY
2012. Of the total Net Debt, 27 million euro is allocated to projects in the Retail area, not considered core business.
Total CAPEX at the 9M13 reached 4.6 million euro, which corresponds to maintenance investment in metallic construction, namely
investments in Brazil and a new gantry crane in Navalria.
METALLIC CONSTRUCTION
9M13
9M12
Total Operating Revenues
207,7
190,7
8,9%
EBITDA
-13,8
-6,3
<-100%
-6,7%
-3,3%
-3,4 pp
-27,3
-19,5
-40,0%
-13,2%
-10,2%
-2,9 pp
11,8
10,3
14,3%
Income tax
4,4
0,0
>100%
Results from assets held for sale
0,0
0,0
n.m.
-43,6
-29,9
-45,7%
0,1
0,4
-73,9%
-43,7
-30,3
-44,0%
€M
EBITDA Margin
EBIT
EBIT Margin
Net Financial Expenses
Net Profit
Attributable to non-controlling interests
Attributable to shareholders
9M2013 REPORT
VAR. %
PAGE 19
SOLAR
SECTOR TRENDS
−
Forecasts for 2013 aim at a world installation level of 36 GW, maintaining a 10 % world market growth
−
The forecasted drops in the number of MW installed in Europe are compensated by the growth in new markets (LATAM,
China and Japan)
−
New solar markets will boost, increasing demand for equipment. Examples of these new markets are Japan, China, Latin
America and India. Japan is looking for nuclear replacement, with strong Government incentives and Latin American
countries offer excellent solar conditions and rising demand of electricity to supply the industry
−
Emerging markets as Saudi Arabia, Malaysia and Thailand presented new goals for the sector, creating a positive feeling
about increase in demand for the next few years
−
In the negative side, the regulatory cuts and changes in the remuneration schemes of renewable assets, particularly in
Romania, Bulgaria, Greece and more recently in Spain, which are expected to be clear out late in December 2013
PAGE 20
9M2013 REPORT
ACTIVITY
The backlog of turnkey contracts is currently 270 million euro, United Kingdom, Portugal and India with the higher weight.
RESULTS
In 9M13 Total Operating Revenues increased strongly by 47.4 % YoY, totalling 231.8 million euro, justified by the strong take-off of
projects in several geographies, highlighting the progress in the project in Mexico, currently the biggest project in Latin America, UK
and Portugal.
In the performance in the 9M13, besides Mexico, the projects with better contribution were in the UK, Portugal and Ukraine.
The EBITDA in the Solar in the 9M13 totalled 12 million euro, with a margin of 5.2 % vs. 8 %. The weak comparison with last year
performance is mainly due to the weak performance of the USA market. As previously referred, since the beginning of 2013, the
company is running a plan with several measures under way, such as the control of the business at 100 %, change in the
management and the implementation of a new operational and strategic plan.
Net Financial Expenses in 9M13 increased significantly from 3.9 million euro to 10.6 million euro, what is explained by the
capitalization of interests with Silverado Project in the USA.
CAPEX in the 9M13 was 3.7 million euro, applied in project development.
Net Debt in the 9M13 suffered an increase of 39 million euros to 101.2 million euros. This increase is mainly due to the increase in
working capital, related to the peak in activity and also due to the invested capital in Greenfield and Brownfield projects. However, it
is expected that the Net Debt at the end of 2013 will be in line with FY12.
SOLAR
€M
Total Operating Revenues
EBITDA
EBITDA Margin
EBIT
9M13
9M12
VAR. %
231.8
157.3
47.4%
12.0
12.3
-2.3%
5.2%
8%
-2.6 pp
8.4
11.0
-24.1%
3.6%
7.0%
-3.4 pp
Net Financial Expenses
10.6
3.9
173.8%
Income tax
-2.4
2.3
n.m.
0.2
4.8
-96.2%
2.1
-0.5
n.m.
-1.9
5.3
n.m.
EBIT Margin
Net Profit
Attributable to non-controlling interests
Attributable to shareholders
9M2013 REPORT
PAGE 21
RE DEVELOPER
RESULTS
RE Developer’s Total Operating Revenues increased significantly in the 9M13 YoY to 27.2 million euro, explained by the sale of the
wind farms in Poland to IKEA.
The Total Revenues from the wind and solar farms in operation in the period, totalling 64 MW, located in Spain, Romania and
Brazil, totalled 13.9 million euro versus 11.7 million euro in the 9M12, thanks to the beginning of operations of the totality of the wind
farm in Babadag, Romania (42 MW) in the 2H12.
EBITDA reached 21.3 million euros in the 9M13, showing an improvement YoY, and reflecting also a 21.6 p.p. increase in its
margin, achieved by the enhancement in the operational performance of the parks in operation in Spain and Romania, and by the
beginning of operation of more MW, and consequent dilution of fixed and development costs and also due to the sale of the wind
farms in Poland to IKEA.
In the 1H2013, should be highlighted the conclusion of the sale of the Rymanów wind farm in Poland to the Ikea Group. However,
the impact of the capital gains in the results was eased by the registry of impairment losses, mainly because of the recent changes
in policies applied to renewable projects in Spain and Romania.
Net Profit attributable to shareholders in the 9M13 was 2.2 million euros, compared with the 0.6 Net Loss in the9M12.
CAPEX in the reported period was 1.8 million euro.
Net Debt at the end of the 9M13 was 17 million euro; it was less 23 million euro than final year 2012. To the significant net financial
debt reduction in the RE Developer area has decisively contributed the sale of the company Rosa dos Ventos, which debt was 12
million euro in June 2013, and is classified as an asset for sale.
RE Developer
9M13
9M12
VAR. %
Total Operating Revenues
27.2
12.0
>100%
EBITDA
21.3
6.8
>100%
78.5%
56.8%
21.6 pp
4.3
2.1
>100%
-1.3 pp
€M
EBITDA Margin
EBIT
EBIT Margin
15.9%
17.2%
Net Financial Expenses
1.2
1.2
3%
Income tax
0.8
0.3
>100%
Net Profit
>100%
2.2
0.6
Attributable to non-controlling interests
0.0
0.4
n.m.
Attributable to shareholders
2.3
0.2
>100%
PAGE 22
9M2013 REPORT
04
SHARE
PERFORMANCE
04 | SHARE PRICE PERFORMANCE
SHARE PERFORMANCE
140
120
100
80
60
40
20
Martifer
09-2013
09-2013
08-2013
08-2013
07-2013
07-2013
07-2013
06-2013
06-2013
05-2013
05-2013
04-2013
04-2013
03-2013
03-2013
02-2013
02-2013
01-2013
01-2013
01-2013
0
PSI20 Index
Source: Reuters
The performance of the equity markets was very positive in the end of the 3Q13, several reference indices that traded in the red changed
to gains, mostly in the South Europe, namely in Portugal and Spain: PSI20 index grew 5.3 % and IBEX 35 was up by 12.5 %.
The rest of Europe revealed equally strong gains in the most important markets: FTSE 100 + 9.6 %; Dax +12.9 %; CAC 40 +13.8 %.
As for the North American markets, they had a quite positive performance: 15.5 % increase in Dow Jones Industrial; and 24.9 %
in NASDAQ.
At the end of 9M13, Martifer’s shares decreased by 7.0 %, while the PSI-20, the main stock index in Euronext Lisbon, increased 5.3
% when compared with FY 2012. Martifer’s share price ended the 9M13 at 0.52 €/share. The highest price achieved was 0.82
€/share and the lowest price was 0.45€/share.
The daily average volume of stock traded during the 9M13 was 33,610 shares, which mean a significant increase compared with
the average volume in 9M12, of 12,982 shares daily average.
Overall, Martifer’s market capitalization totalled 52 million euro at the end of the 9 months period of 2013.
PAGE 24
9M2013 REPORT
Oliveira de Frades, 14 November 2013
The Board of Directors,
Carlos Manuel Marques Martins
(Chairman of the Board of Directors)
Jorge Alberto Marques Martins
(Vice- Chairman of the Board of Directors)
Mário Rui Rodrigues Matias
(Member of the Board of Directors)
Luís Filipe Cardoso da Silva
(Member of the Board of Directors)
Arnaldo José Nunes da Costa Figueiredo
(Member of the Board of Directors)
Jorge Bento Ribeiro Barbosa Farinha
(Member of the Board of Directors)
Luís Valadares Tavares
(Member of the Board of Directors)
9M2013 REPORT
PAGE 25
PAGE 26
9M2013 REPORT
INTERIM CONSOLIDATED
FINANCIAL INFORMATION
PÁGE 28
9M2013 REPORT
05
INTERIM
CONSOLIDATED
FINANCIAL
STATEMENTS
05 | INTERIM CONSOLIDATED FINANCIAL STATEMENTS
CONSOLIDATED INCOME STATEMENTS FOR THE 9 MONTH PERIODS ENDED
30 SEPTEMBER OF 2013 AND 2012
(amounts expressed in Euro)
(Translation of consolidated financial statements originally issued in Portuguese - note 38)
9M' 2013 IFRS
(NON AUDITED)
9M' 2012 IFRS
(NON AUDITED)
3RD QUARTER
2013 IFRS
(NON AUDITED)
3RD QUARTER
2012 IFRS
(NON AUDITED)
416,459,259
47,824,498
(160,715,680)
(111,123,713)
(84,146,042)
(61,294,719)
(27,364,537)
19,639,066
340,533,400
20,251,275
(159,610,982)
(58,971,038)
(54,678,500)
(63,399,878)
(9,507,839)
14,616,438
143,081,728
22,451,665
(45,895,685)
(36,271,004)
(32,839,474)
(20,252,212)
(12,939,579)
17,335,439
99,420,342
3,169,262
(52,789,127)
(12,963,517)
(17,679,839)
(20,464,439)
(5,280,556)
(6,587,874)
(12,882,777)
(13,524,800)
(4,182,686)
(4,444,849)
11
11
(4,190,840)
(18,478,809)
(15,913,360)
25,886,578
(39,466,520)
(6,002,447)
(1,150,786)
(6,061,595)
14,680,423
(37,967,037)
(786,277)
(830,623)
11,535,853
9,041,792
(13,156,777)
(1,432,852)
(323,286)
(12,788,861)
1,090,307
(11,155,436)
12
(16,431,710)
(1,127,931)
(6,499,248)
(1,079,527)
13
(45,925,012)
(2,808,392)
(48,733,404)
(30,476,140)
(2,639,907)
(33,116,047)
921,620
(977,960)
(56,340)
(23,933,517)
716,498
(23,217,019)
-
115,777
-
139,478
(48,733,404)
115,777
(33,000,270)
(56,340)
139,478
(23,077,541)
27
1,468,120
(50,201,524)
2,376,533
(35,376,803)
(1,741)
(54,600)
(52,273)
(23,025,268)
14
(0,5134)
(0,5134)
(0,5134)
(0,5134)
-
(0,3614)
(0,3626)
0,0012
(0,3614)
(0,3626)
0,0012
(0,0006)
(0,0006)
(0,0006)
(0,0006)
-
(0,2353)
(0,2367)
0,0014
(0,2353)
(0,2367)
0,0014
Notes
Sales and services rendered
Other operational gains
Cost of goods sold
Subcontractors
External supplies and services
Staff costs
Other operational losses
3 and 4
5
6
6
7
8
9
Amortizations
Provisions
Impairment losses
Operating income
Financial income
Financial expenses
Gains / (losses) on associate companies and joint
arrangements
Profit before tax
Income tax
Profit after tax
3, 16 and
17
10
10
Earnings of the disposal group classified as held for sale
Attributable to:
non-controlling interests
owners of Martifer
Profit for the year
Attributable to:
non-controlling interests
owners of Martifer
Earnings per share:
Basic
from continuing operations
from disposal group classified as held for sale
Diluted
from continuing operations
from disposal group classified as held for sale
14
The accompanying notes are part of these financial statements
PÁGE 30
9M2013 REPORT
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE 9 MONTH
PERIODS ENDED 30 SEPTEMBER OF 2013 E 2012
(amounts expressed in Euro)
(Translation of consolidated financial statements originally issued in Portuguese - note 38)
9M' 2013 IFRS
(NON AUDITED)
9M' 2012 IFRS
(NON AUDITED)
3ND QUARTER
2013 IFRS
(NON AUDITED)
3ND QUARTER
2012 IFRS
(NON AUDITED)
(48,733,404)
1,163,070
(33,000,270)
140,586
(56,340)
251,243
(23,077,541)
189,397
(4,426,586)
(706,996)
979,043
(491,219)
(3,263,516)
(566,409)
1,230,285
(301,822)
Total comprehensive income for the period
(51,996,920)
(33,566,679)
1,173,945
(23,379,363)
Attributable to:
non-controlling interests
owners of Martifer
1,305,174
(53,302,094)
2,391,662
(35,958,342)
341,320
832,626
(141,039)
(23,238,325)
Profit for the year
Fair value of cash flow hedges (derivatives), net of tax
Exchange differences arising on (i) translating foreign operations; (ii) net
investment in
subsidiaries and (iii) goodwill
Income recognized directly in equity
The accompanying notes are part of these financial statements
9M2013 REPORT
PAGE 31
CONSOLIDATED STATEMENTS OF FINANCIAL POSITION AT 30 SEPTEMBER 2013 AND 31
DECEMBER 2012
(amounts expressed in Euro)
(Translation of consolidated financial statements originally issued in Portuguese - note 38)
30 SEPTEMBER
2013 IFRS
(NON AUDITED)
31 DECEMBER
2012 IFRS
(AUDITED)
15
16
17
18
19
20
22
13,556,395
8,358,882
224,878,948
16,199,554
5,413,323
674,297
119,596,731
12,167,164
400,845,294
18,947,967
39,441,872
273,367,524
16,206,768
15,680,011
2,310,267
140,174,902
13,343,738
519,473,049
21
22
22
23
23
24
25
81,358,638
156,047,324
47,501,234
2,881,828
19,617,902
131,271,646
25,727,263
145,010
32,249,046
496,799,891
24,392,062
150,357,128
62,272,521
2,692,473
18,337,239
125,718,650
38,024,569
35,107,509
456,902,151
897,645,184
976,375,200
50,000,000
186,500,000
(2,868,519)
(63,033,973)
(50,201,524)
120,395,984
50,106,597
2,883,401
173,385,982
50,000,000
186,500,000
(2,868,519)
(1,499,182)
(55,852,988)
176,279,311
50,975,912
227,255,223
124,445,476
11,514,630
22,308,655
16,898,640
2,944,453
178,111,854
164,900,867
12,169,176
22,068,545
12,520,693
3,583,895
215,243,176
Total liabilities
260,253,872
7,457,986
136,082,206
28,054,714
4,646,293
14,999,665
82,460,811
111,835
12,079,967
546,147,348
724,259,202
229,030,832
8,586,378
165,013,219
50,500,917
3,623,443
16,596,598
50,489,688
510,804
9,524,921
533,876,801
749,119,977
Total equity and liabilities
897,645,184
976,375,200
Notes
ASSETS
Non-current assets
Goodwill
Intangible assets
Tangible assets
Investment property
Financial assets under the equity method
Available for sale investments
Other non-current receivables
Deferred tax assets
Current assets
Inventories
Trade receivables
Other receivables
Income tax
Current tax assets
Other current assets
Cash and cash equivalents
Derivatives
Assets held for sale
26
Total assets
EQUITY
Issued capital
Share premium
Treasury stock
Reserves
Profit for the year
Equity attributable to owners of Martifer
Non-controlling interests
Non-controlling interests attributable to Assets held for sale
Total equity
LIABILITIES
Non-current liabilities
Borrowings
Obligation under finance leases
Other non-current liabilities
Provisions
Deferred tax liabilities
Current liabilities
Borrowings
Obligation under finance leases
Trade payables
Other payables
Income tax
Current tax liabilities
Other current liabilities
Derivatives
Liabilities related with Assets held for sale
27
27
26
28
29
30
28
29
29
31
31
32
26
The accompanying notes are part of these financial statements
PÁGE 32
9M2013 REPORT
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY FOR THE 9 MONTH PERIODS ENDED 30 SEPTEMBER OF 2013 AND 2012
(amounts expressed in Euro)
(Translation of consolidated financial statements originally issued in Portuguese - note 38)
ISSUED
CAPITAL
Balance at 1 January 2012
Appropriation of the profit of 2011
Comprehensive income for the year:
Profit for the year
Exchange differences arising on (i) translating
foreign operations and (ii) net investment in
subsidiaries
Exchange differences arising on goodwill
Other changes in equity of subsidiaries
Total comprehensive income for the year
Acquisition of treasury stock
Share capital increase in subsidiaries
Other changes in equity of subsidiaries
Changes in the consolidation perimeter
Non-controlling interests transactions
Balance at 30 September 2012
Balance at 1 January 2013
Appropriation of the profit of 2012
Comprehensive income for the year:
Profit for the year
Exchange differences arising on (i) translating
foreign operations and (ii) net investment in
subsidiaries
Exchange differences arising on goodwill
Other changes in equity of subsidiaries
Total comprehensive income for the year
Other changes in equity of subsidiaries
Changes in the consolidation perimeter
Non-controlling interests transactions
Balance at 30 September 2013
SHARE
PREMIUM
CASH FLOW
HEDGE
DERIVATIVES
RESERVES
TREASURY
STOCK
FOREIGN
CURRENCY
TRANSLATION
RESERVES
STOCK
OPTIONS
RESERVES
OTHER
RESERVES
EQUITY
ATTRIBUTABLE
NONNET PROFIT
TO OWNERS
CONTROLLING
OF THE YEAR
OF THE
INTERESTS
PARENT
(48,587,256)
235,933,501
31,783,623
48,587,256
-
TOTAL
EQUITY
50,000,000
-
186,500,000
-
(2,415,629)
-
(289,986)
-
(19,563,611)
-
198,979
-
70,091,004
(48,587,256)
267,717,124
-
-
-
-
-
-
-
-
(35,376,803)
(35,376,803)
2,376,533
(33,000,270)
-
-
-
-
(1,059,596)
-
-
-
(1,059,596)
40,183
(1,019,413)
50,000,000
186,500,000
(451,029)
(2,866,659)
165,637
165,637
(124,349)
312,420
(747,176)
(20,310,787)
-
(35,376,803)
(35,376,803)
312,420
165,637
(35,958,342)
(451,029)
198,979
1,094,181
58,668
(3,545,159)
19,111,439
1,094,181
58,668
(3,545,159)
197,131,820
(25,050)
2,391,662
32,400
1,167,021
47,764
18,029,961
53,452,432
312,420
140,586
(33,566,680)
(451,029)
32,400
2,261,203
106,432
14,484,803
250,584,252
50,000,000
-
186,500,000
-
(2,868,519)
-
(902,433)
-
(18,903,670)
-
-
18,306,920
(55,852,988)
(55,852,988)
55,852,988
176,279,311
-
50,975,912
-
227,255,223
-
-
-
-
-
-
-
-
(50,201,524)
(50,201,524)
1,468,120
(48,733,404)
-
-
-
-
(3,499,889)
-
-
-
(3,499,889)
(208,081)
(3,707,969)
50,000,000
186,500,000
(2,868,519)
1,108,576
1,108,576
206.143
(709,257)
(4,209,146)
(23,112,816)
-
(193,839)
(13,196)
(2,374,197)
(40,127,300)
(50,201,524)
(50,201,524)
(709,257)
1,108,576
(53,302,094)
(193,839)
(13,196)
(2,374,197)
120,395,984
(9,360)
54,494
1,305,174
39,465
(75,672)
745,119
52,989,998
(718,617)
1,163,070
(51,996,920)
(154,374)
(88,868)
(1,629,078)
173,385,982
The accompanying notes are part of these financial statements
PAGE 33
9M2013 REPORT
CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE 9 MONTH PERIODS ENDED 30
SEPTEMBER OF 2013 AND 2012
(amounts expressed in Euro)
(Translation of consolidated financial statements originally issued in Portuguese - note 38)
9M' 2013 IFRS
(NON AUDITED)
9M' 2012 IFRS
(NON AUDITED)
3ND QUARTER
2013 IFRS
(NON AUDITED)
3ND QUARTER
2012 IFRS
(NON AUDITED)
497,104,344
(438,349,496)
(60,090,552)
(1,335,704)
(1,258,857)
13,998,235
12,739,378
11,403,675
434,444,345
(351,347,654)
(61,060,141)
22,036,550
(4,232,796)
(7,262,572)
(11,495,368)
10,541,183
168,730,752
(161,285,996)
(20,869,814)
(13,425,057)
(1,694,266)
17,192,553
15,498,287
2,073,230
145,308,624
(98,164,402)
(20,659,466)
26,484,756
(529,439)
(1,248,573)
(1,778,011)
24,706,745
7,711,349
1,182,660
196,992
122,763
2,345,948
279,851
11,839,563
2,698,813
2,268,799
676,477
1,283,652
3,016,203
408,500
10,352,443
1,091,829
62,565
122,763
697,542
184,161
2,158,860
1,069,587
52,770
(53,000)
1,141,078
2,210,435
(1,622,859)
(8,844,632)
(1,617,529)
(504,765)
(12,589,785)
(750,222)
(883,937)
(18,028,990)
(16,138,803)
(5,000)
(35,056,730)
(24,704,287)
(1,722,420)
(317,867)
(2,040,287)
118,573
(6,641,719)
(5,184,874)
(11,826,593)
(9,616,158)
546,709,782
1,945,501
548,655,283
399,199,333
16,043
829,718
400,045,094
260,956,474
563,257
261,519,731
101,493,425
221,889
101,715,314
(544,107,745)
(1,782,938)
(19,374,964)
(1,645,221)
(566,910,868)
(18,255,585)
(405,030,587)
(4,125,069)
(16,360,503)
(451,029)
(3,013,667)
(428,980,855)
(28,935,761)
(259,104,582)
(1,036,476)
(11,638,140)
(48,025)
(271,827,223)
(10,307,492)
(112,990,361)
(1,692,210)
(1,377,632)
(1,569)
(165,469)
(116,227,241)
(14,511,927)
(7,602,132)
(3,879,971)
(815,203)
38,024,569
25,727,263
(43,098,866)
(4,303,169)
(350,757)
77,886,483
30,133,691
(8,115,689)
50,000
(388,676)
34,181,628
25,727,263
578,660
(40,472)
(314,232)
29,909,735
30,133,691
OPERATING ACTIVITIES
Receipts from customers
Payments to suppliers
Payments to employees
Cash generated from operations
Income tax paid
Other receipts/(payments) relating to operating activities
Cash generated from other operating activities
Net cash generated by operating activities (1)
INVESTING ACTIVITIES
Receipts arising from:
Financial assets
Tangible assets
Intangible assets
Investment grants
Interest and similar income
Others
Payments arising from:
Financial assets
Tangible assets
Intangible assets
Others
Net cash generated by investing activities (2)
FINANCING ACTIVITIES
Receipts arising from:
Borrowings
Grants and donations
Others
Payments arising from:
Borrowings
Leasings
Interest and similar costs
Acquisition of treasury stock
Others
Net cash generated by financing activities (3)
Net increase in cash and cash equivalents (4)=(1)+(2)+(3)
Changes in the consolidation perimeter and others
Effect of foreign exchange currencies
Cash and cash equivalents at the beginning of the period
Cash and cash equivalents at the end of the period
The accompanying notes are part of these financial statements
PAGE 34
9M2013 REPORT
06
NOTES TO INTERIM
CONSOLIDATED
FINANCIAL
STATEMENTS
06 | NOTES TO INTERIM CONSOLIDATED
FINANCIAL STATEMENTS
INTRODUCTORY NOTE
Martifer SGPS, S.A., with its head-office at Zona Industrial, Apartado 17, Oliveira de Frades – Portugal (‘Martifer SGPS’ or ‘the
Company’), and its group of companies (‘Group’), have as its main activity the construction of steel infrastructures and solar activity
- which focuses on the development of photovoltaic projects, the installation of turnkey photovoltaic parks or under the EPC and the
development of architectural integration projects and microgeneration. They also have other activities which highlight the promotion
and development of renewable energy projects (Note 3).
Martifer SGPS was incorporated on 29 October 2004, its share capital having been realized through the delivery of shares, valued
at its market value, that the shareholders held in Martifer - Construções, S.A., a company that was incorporated in 1990 and which,
at that time, was the holding company of the current Martifer Group.
As of June 2007, after the initial public offering Martifer SGPS, S.A. shares have been listed on Euronext Lisbon.
At 30 September 2013, the Group has developed its activity in Portugal, Spain, Poland, Slovakia, Romania, Czech Republic, Angola,
Brazil, Greece, United States of America, Australia, Mozambique, Ireland, Italy, Belgium, Bulgaria, Netherlands, France, Morocco,
United Kingdom, Canada, Mexico, Saudi Arabia, Germany, Chile, Ecuador, Ukraine, Turkey, Senegal, Singapore, India and Japan.
The accompanying notes were selected to help the understanding of the more significant changes in the financial position and the
financial performance of the Group since the last annual reporting, dated of 31 December 2012.
All the amounts presented in these notes are expressed in Euros (rounded at unit), unless otherwise stated.
These consolidated financial statements are not audited.
1. SIGNIFICANT ACCOUNTING POLICIES
BASIS OF PREPARATION
These accompanying consolidated financial statements relate to the consolidated financial statements of the Martifer Group and were
prepared in accordance with the International Financial Reporting Standards (“IFRS”), as adopted by the European Union, in force at
the beginning of the economic period started 1 January 2013. These are the International Financial Reporting Standards, issued by the
International Accounting Standards Board ("IASB"), and interpretations issued by the International Financial Reporting Interpretations
Committee ("IFRIC") or by the previous Standing Interpretations Committee ("SIC"), that have been endorsed by the European Union.
The interim consolidated financial report for the period ended at 30 September 2013 has been prepared in accordance with IAS 34 ‘Interim Financial Reporting’ as adopted by the European Union.
These consolidated financial statements have been prepared on a going concern basis from the books and accounting records of
the companies included in the consolidation (Note 2) and have been prepared under the historical cost convention, except for the
revaluation of certain financial instruments, which are stated at fair value.
The accounting policies adopted are consistent with those considered in the financial statements for the year ended as of 31
December 2012 and disclosed in the corresponding notes.
The amendments or new International Financial Reporting Standards (IFRS) and/or Interpretations issued or entering into force
during the period ended in 30 September 2013 had no significant impact on the Group’s consolidated financial statements.
The consolidated financial statements were presented in Euros since this is the main currency of the Group’s operations.
In the preparation of the consolidated financial statements, in accordance with the IAS/IFRS, the Group’s Board of Directors
adopted certain assumptions and estimations that affect the assets and liabilities reported, as well as the profits and losses incurred
related to the reported periods. All the estimations and assumptions of the Board of Directors were performed taking into
consideration the best knowledge available at the financial statements approval date of the events and the dealings in progress.
PAGE 36
9M2013 REPORT
2. GROUP COMPANIES INCLUDED IN THE CONSOLIDATED FINANCIAL
STATEMENTS
Group companies included in the consolidated financial statements, their consolidation methods, head offices and percentage of share
capital held by the Group, at 30 September 2013 are as follows:
COMPANIES CONSOLIDATED THROUGH THE FULL CONSOLIDATION METHOD
PERCENTAGE OF SHARE CAPITAL HELD
COMPANY
HEAD OFFICE
DESIGNATION
DIRECTLY
Martifer SGPS, S.A.
Oliveira de Frades
Martifer SGPS
Holding
INDIRECTLY
TOTAL
Martifer Inovação e Gestão, S.A.
Oliveira de Frades
Martifer Inovação
Martifer Gestiune Si Servicii, S.R.L.
Bucharest
Martifer Inovação Roménia
100.00%
-
100.00%
100.00%
-
100.00%
Oliveira de Frades
Martifer Metallic Constructions
Oliveira de Frades
Martifer Construções
100.00%
-
100.00%
-
100.00%
Dublin
100.00%
MMECC
-
60.00%
60.00%
Martifer – Construcciones Metálicas España, S.A.
Martifer – Construções Metálicas Angola, S.A.
Madrid
Martifer Espanha
-
100.00%
100.00%
Luanda
Martifer Angola
-
78.75%
78.75%
Martifer Construction Limited
Dublin
Martifer Irlanda
-
100.00%
100.00%
Martifer Polska Sp. Zo.o.
Gliwice
Martifer Polska
-
100.00%
100.00%
Martifer Constructions, SAS
Rungis
Martifer França
-
100.00%
100.00%
Martifer Constructii SRL
Bucareste
Martifer Constructii
-
100.00%
100.00%
Park Logistyczny Biskupice
Gliwice
Biskupice
-
100.00%
100.00%
Martifer Konstrukcje Sp. Z o.o.
Gliwice
Martifer Konstrukcje
-
100.00%
100.00%
Martifer Slovakia S.R.O.
Bratislava
Martifer Slovakia
-
100.00%
100.00%
Sociedade de Madeiras do Vouga, S.A.
Albergaria-a-Velha
Madeiras do Vouga
-
100.00%
100.00%
Martifer - Gestão de Investimentos, S.A.
Oliveira de Frades
MGI
-
100.00%
100.00%
Oliveira de Frades
Nagatel Viseu
-
100.00%
100.00%
Martifer Retail & Warehousing Angola, S.A.
Luanda
Martifer Retail Angola
-
100.00%
100.00%
Martifer - Alumínios, S.A.
Oliveira de Frades
Martifer Alumínios
-
100.00%
100.00%
Martifer Alumínios Angola, S.A.
Luanda
Martifer Alumínios Angola
-
100.00%
100.00%
Martifer Aluminium Pty, Ltd
Sidney
Sassall
-
100.00%
100.00%
Martifer Aluminium Limited
Dublin
Martifer Aluminium Irlanda
-
100.00%
100.00%
Martifer Aluminium UK Limited
London
Martifer Aluminium Reino Unido
-
100.00%
100.00%
Martifer Aluminium SAS
Rungis
Martifer Aluminium França
-
100.00%
100.00%
Martifer Alumínios Ltda
São Paulo
Martifer Alumínios Brasil
-
99.99%
99.99%
Martifer UK Limited
London
Martifer UK
-
100.00%
100.00%
MT Construction Maroc, S.A.R.L.
Tangier
Martifer Marrocos
-
100.00%
100.00%
Martifer - Construções Metálicas, Ltda.
Fortaleza
Martifer Brasil
-
99.80%
99.80%
Saudi Martifer Constructions LLC
Riyadh
Martifer Arábia Saudita
-
100.00%
100.00%
Vienna
Martifer GmbH
100.00%
-
100.00%
Gliwice
M City Gliwice
-
100.00%
100.00%
Oliveira de Frades
Martifer Energy Systems
100.00%
-
100.00%
Martifer Energia S.R.L.
Bucareste
Martifer Energia Roménia
-
100.00%
100.00%
Martifer Energia LLC
Kiev
Martifer Energia Ucrânia
-
100.00%
100.00%
Martifer Wind Energy Systems LLC
San Angelo TX
Martifer Wind USA
-
100.00%
100.00%
Martifer Energy Systems PTY
Cape Town
Martifer Energia África do Sul
-
85.00%
85.00%
Navalria – Docas, Construções e Reparações
Navais, S.A.
Aveiro
Navalria
-
100.00%
100.00%
Gebox, S.A.
Ílhavo
Gebox
Oliveira de Frades
Martifer Global
Martifer Construcciones Peru, S.A.
Lima
Global Holding Limited
Martifer Metallic Constructions SGPS, S.A.
Martifer - Construções Metalomecânicas, S.A.
Martifer Mota-Engil Coffey Construction Joint
Venture Limited
Nagatel Viseu, Promoção Imobiliária, S.A.
Martifer Beteiligungsverwaltungs GmbH
M City Gliwice Sp. Zo.o
Martifer Energy Systems SGPS, S.A.
Martifer Global SGPS, S.A.
Global Engineering & Construction Limited
Martifer Solar SGPS, S.A.
Martifer Solar, S.A.
Martifer Solar Sistemas Solares, S.A.
9M2013 REPORT
-
100.00%
100.00%
100.00%
-
100.00%
Martifer Peru
-
100.00%
100.00%
Zebbug
Global Holding Limited
-
100.00%
100.00%
Zebbug
Global Engineering
-
100.00%
100.00%
Oliveira de Frades
Martifer Solar SGPS
100.00%
-
100.00%
Oliveira de Frades
Martifer Solar
-
55.00%
55.00%
Madrid
Martifer Solar Sistemas Solares
-
55.00%
55.00%
PAGE 37
PERCENTAGE OF SHARE CAPITAL HELD
COMPANY
HEAD OFFICE
DESIGNATION
Solar Parks Construccion Parques Solares
ETVE, S.A.
DIRECTLY
INDIRECTLY
TOTAL
Madrid
Solar Parks
-
55.00%
55.00%
Parque Solar Seseña III, S.L.
MTS Solar Sistemas Solares, S.A.
Madrid
Seseña III
-
55.00%
55.00%
Mexico City
Martifer Solar México
-
54.45%
Martifer Solar Chile Holding, Lda
54.45%
Santiago, Chile
Martifer Solar Chile
-
55.00%
55.00%
Santiago, Chile
Solar Chile Operaciones
-
55.00%
55.00%
Martifer Solar Sistemas Solares Equador S.A.
Sangolquí
Martifer Solar Equador
-
54.45%
54.45%
Martifer Solar Servicios Mexico
Mexico City
Martifer Solar Servicios Mexico
-
55.00%
55.00%
Milan
Martifer Solar Itália
-
55.00%
55.00%
MTS1 S.R.L.
Syracuse
MTS1
-
55.00%
55.00%
MTS2 S.R.L.
Syracuse
MTS2
-
55.00%
55.00%
MTS3 S.R.L.
Syracuse
MTS3
-
55.00%
55.00%
MTS4 S.R.L.
Syracuse
MTS4
-
55.00%
55.00%
Martifer Solar RO S.R.L.
Bucharest
Martifer Solar Roménia
-
55.00%
55.00%
S. Francisco CA
Martifer Inc.
-
55.00%
55.00%
Santa Monica CA
AEM
-
54.61%
54.61%
Santa Monica CA
Solar Aurora 1)
-
54.07%
54.07%
MT Silverado Fund LLC
S. Francisco CA
Silverado 1)
-
31.42%
31.42%
Martifer Solar Finance LLC
S. Francisco CA
Martifer Solar Finance
-
55.00%
55.00%
Martifer Solar Hellas, A.T.E.
Athens
PVI 1)
-
39.13%
39.13%
Martifer Solar Angola
Luanda
Martifer Solar Angola 1)
-
41.25%
41.25%
Martifer Solar N.V.
Deerlijk
Martifer Solar Bélgica
-
55.00%
55.00%
Martifer Solar UK Limited
London
Martifer Solar UK
-
55.00%
55.00%
Martifer Solar S.A.S.
Lyon
Martifer Solar França
-
55.00%
55.00%
Martifer Solar CZ
Prague
Martifer Solar República Checa
-
55.00%
55.00%
Home Energy France SAS
Lyon
Home Energy França
-
55.00%
55.00%
PVGlass, S.A.
Oliveira de Frades
PVGlass
-
55.00%
55.00%
Milan
PVGlass Itália
-
55.00%
55.00%
Oliveira de Frades
Mprime
-
55.00%
55.00%
MPrime Italia S.r.l
Oliveira de Frades
MPrime Itália
-
55.00%
55.00%
MPrime GMBH
Munich
MPrime GMBH
-
55.00%
55.00%
Sever do Vouga
Sol Cativante
-
55.00%
55.00%
Viseu
Sol Cativante VII
-
55.00%
55.00%
Amsterdam
Martifer Solar Holanda
-
55.00%
55.00%
Martifer Solar Canadá, Ltd.
Toronto
Martifer Solar Canadá
-
55.00%
55.00%
MTS6 S.R.L.
Syracuse
MTS6
-
55.00%
55.00%
Martifer Solar SK s.r.o.
Dolny Kubin
Martifer Solar Eslováquia
-
55.00%
55.00%
Ginosa Solar Farm, S.R.L.
Roma
Ginosa Solar Farm
-
55.00%
55.00%
Solar Spritehood S.R.L
Roma
Solar Spritehood
-
55.00%
55.00%
MTS7, S.R.L.
Roma
MTS7
-
55.00%
55.00%
Canopy - Naos
Paris
Canopy Naos
-
55.00%
55.00%
MTS Trewidland Solar, Ltd
London
MTS Trewidland Solar
-
55.00%
55.00%
Steadfast Fairview Solar, Ltd
Andover
Steadfast Fairview Solar
-
55.00%
55.00%
Steadfast Molland Solar, Ltd
Andover
Steadfast Molland Solar
-
55.00%
55.00%
Steadfast Apsley Solar, Ltd
Andover
Steadfast Apsley Solar
-
55.00%
55.00%
Martifer Solar UA, LLC
Kyiv
Martifer Solar Ucrânia
-
55.00%
55.00%
Inspira Martifer Solar Limited
Mumbai
Inspira Martifer Solar 1)
-
28.05%
28.05%
Societé Developpement Local SA
Dakar
Martifer Solar Senegal
-
28.05%
28.05%
Martimak Solar
Besiktas
Martimak1)
-
44.00%
44.00%
Martiper Solar
Besiktas
Martiper1)
-
44.00%
44.00%
Martifer Solar Singapura PTE. LTD.
Singapura
Martifer Solar Singapura
-
55.00%
55.00%
Tokyo
Martifer Solar Japan
-
55.00%
55.00%
EVIVA SOLAR 1 LTD
Athens
Eviva Solar 1
-
54.90%
54.90%
EVIVA SOLAR 2 LTD
Athens
Eviva Solar 2
-
54.90%
54.90%
MTS Downs Farm Solar Limited
London
MTS Downs
-
55.00%
55.00%
MTS Spittleborough Solar Limited
London
MTS Spittleborough
-
55.00%
55.00%
MTS Tonge Solar Limited
London
MTS Tonge
-
55.00%
55.00%
MTS Rydon Solar Limited
London
MTS Rydon
-
55.00%
55.00%
Martifer Solar MZ, S.A.
Maputo
Martifer Solar Moçambique 1)
-
28.05%
28.05%
Greencoverage Unipessoal, Lda.
Oliveira de Frades
Greencoverage
-
55.00%
55.00%
Martifer Solar Chile Operaciones Limitada
Martifer Solar S.R.L.
Martifer Solar Inc.
Martifer Solar USA, Inc.
Martifer Aurora Solar, LLC
PVGlass S.r.l
MPrime Solar Solutions, S.A.
Sol Cativante, Lda.
Sol Cativante VII, Lda.
Martifer Solar Investments, B.V.
Martifer Solar Japan KK
PAGE 38
1)
9M2013 REPORT
PERCENTAGE OF SHARE CAPITAL HELD
COMPANY
HEAD OFFICE
DESIGNATION
DIRECTLY
INDIRECTLY
TOTAL
Martifer Solar, Ltda
Pindamonhangaba
Martifer Solar Brasil
-
54.45%
54.45%
LRCC – La Rad Campo Charro – Energias
Renováveis, Lda.
São Martinho do
Porto
LRCC
-
55.00%
55.00%
Visiontera Unipessoal, Lda
Oliveira de Frades
Visiontera
-
55.00%
55.00%
Oliveira de Frades
Inovsun
-
55.00%
55.00%
Inovsun, Lda.
Martifer Renewables SGPS, S.A.
Oliveira de Frades
Martifer Renewables SGPS
100.00%
-
100.00%
Martifer Renewables, S.A.
Oliveira de Frades
Martifer Renewables SA
-
100.00%
100.00%
Martifer Renovables ETVE, S.A.U.
Madrid
Martifer Renovables
-
100.00%
100.00%
Eurocab FV 1 S.L.
Madrid
Eurocab 1
-
100.00%
100.00%
Eurocab FV 2 S.L.
Madrid
Eurocab 2
-
100.00%
100.00%
Eurocab FV 3 S.L.
Madrid
Eurocab 3
-
100.00%
100.00%
Eurocab FV 4 S.L.
Madrid
Eurocab 4
-
100.00%
100.00%
Eurocab FV 5 S.L.
Madrid
Eurocab 5
-
100.00%
100.00%
Eurocab FV 6 S.L.
Madrid
Eurocab 6
-
100.00%
100.00%
Eurocab FV 7 S.L.
Madrid
Eurocab 7
-
100.00%
100.00%
Eurocab FV 8 S.L.
Madrid
Eurocab 8
-
100.00%
100.00%
Eurocab FV 9 S.L.
Madrid
Eurocab 9
-
100.00%
100.00%
Eurocab FV 10 S.L.
Madrid
Eurocab 10
-
100.00%
100.00%
Eurocab FV 11 S.L.
Madrid
Eurocab 11
-
100.00%
100.00%
Eurocab FV 12 S.L.
Madrid
Eurocab 12
-
100.00%
100.00%
Eurocab FV 13 S.L.
Madrid
Eurocab 13
-
100.00%
100.00%
Eurocab FV 14 S.L.
Madrid
Eurocab 14
-
100.00%
100.00%
Eurocab FV 15 S.L.
Madrid
Eurocab 15
-
100.00%
100.00%
Eurocab FV 16 S.L.
Madrid
Eurocab 16
-
100.00%
100.00%
Eurocab FV 17 S.L.
Madrid
Eurocab 17
-
100.00%
100.00%
Eurocab FV 18 S.L.
Madrid
Eurocab 18
-
100.00%
100.00%
Eurocab FV 19 S.L.
Madrid
Eurocab 19
-
100.00%
100.00%
Bucharest
Eviva Roménia
-
100.00%
100.00%
Eviva Nalbant S.R.O.
Bucharest
Eviva Nalbant
-
100.00%
100.00%
Eviva Agighiol S.R.L.
Bucharest
Eviva Agighiol
-
99.00%
99.00%
Eviva Casimcea S.R.O.
Bucharest
Eviva Casimcea
-
99.00%
99.00%
Premium Management Consulting, S.R.L.
Bucharest
Premium Management
-
85.00%
85.00%
MW Topolog, S.R.L.
Bucharest
MW Topolog
-
99.00%
99.00%
Martifer Renewables, S.A.
Gliwice
Eviva Polónia
-
100.00%
100.00%
Martifer Renewables Pty, Ltd.
Sidney
Eviva Austrália
-
100.00%
100.00%
Eviva Beteiligungsverwaltungs GmbH
Vienna
Eviva GmbH
-
100.00%
100.00%
Eviva Hidro S.R.L.
Bucharest
Eviva Hidro
1.00%
99.00%
100.00%
Martifer Deutschland GmbH
Berlin
Martifer Deutschland
-
100.00%
100.00%
Wind Farm Odrzechowa Sp. Zo.o
Gliwice
Wind Odrzechowa
-
100.00%
100.00%
Eviva Gizalki Sp. Zo.o
Miastko
Eviva Gizalki
-
100.00%
100.00%
Wind Farm Bukowsko Sp. Zo.o
Gliwice
Wind Farm Bukowsko
-
100.00%
100.00%
Wind Farm Markowa Sp. Zo.o
Gliwice
Wind Farm Markowa
-
100.00%
100.00%
Wind Farm Lada Sp. Zo.o
Gliwice
Wind Farm Lada
-
100.00%
100.00%
Wind Farm Jawornik Sp. Zo.o
Gliwice
Wind Farm Jawornik
-
100.00%
100.00%
Wind Farm Piersno Sp. Zo.o
Gliwice
Wind Farm Piersno
-
100.00%
100.00%
Wind Farm Oborniki Sp. Zo.o
Gliwice
Wind Farm Oborniki
-
100.00%
100.00%
Martifer Renewables Brazil B.V.
Amsterdam
Renewables Holanda
-
100.00%
100.00%
Varna
Vesto
-
100.00%
100.00%
DVP1 Limited
Varna
DVP1
-
100.00%
100.00%
DVP2 Limited
Varna
DVP2
-
100.00%
100.00%
Madrid
Eurocab 21
-
100.00%
100.00%
Amsterdam
Renewables Italy Holanda
-
100.00%
100.00%
Fortaleza
Martifer Renewables Brasil
-
100.00%
100.00%
Fortaleza
Ventania
-
55.00%
55.00%
Eólica Cajueiro da Praia, Ltda .
Fortaleza
Cajueiro
-
55.00%
55.00%
Eólica Coqueirais, Ltda.
Fortaleza
Coqueirais
-
55.00%
55.00%
-
41.25%
41.25%
Eviva Energy S.R.L.
Vesto EAD
Martifer Renewables Investments ETVE, S.A.
Martifer Renewables Italy BV
Martifer Renewables Brasil Participações LTDA
Martifer Renováveis - Geração de Energia e
Participações S.A.
SBER – Sociedade Brasileira de Energias
Renováveis, Ltda.
9M2013 REPORT
Fortaleza
SBER
1)
PAGE 39
PERCENTAGE OF SHARE CAPITAL HELD
COMPANY
HEAD OFFICE
DESIGNATION
Melosa – Geração de Energia e
Participações, Ltda.
DIRECTLY
INDIRECTLY
TOTAL
Fortaleza
Melosa
-
55.00%
55.00%
Eólica Paraipaba, Ltda .
Eólica Chapadão, Ltda.
Fortaleza
Paraipaba
-
55.00%
55.00%
Fortaleza
Chapadão
-
55.00%
55.00%
Rosa dos Ventos - Geração e
Comercialização de Energia, S.A
Fortaleza
Rosa dos Ventos
-
55.00%
55.00%
Eólica Macaúbas, Ltda.
Fortaleza
Macaúbas
-
54.99%
54.99%
Eólica Sobradinho, Ltda.
Fortaleza
Sobradinho
-
54.99%
54.99%
Martifer Renewables O&M Sp. z o.o.
Gliwice
Martifer Renewables O&M
-
52.00%
52.00%
Ventinveste Indústria SGPS, S.A.
Oliveira de Frades
Ventinveste Indústria
-
46.00%
46.00%
3)
2)
1) The full consolidation of these companies is justified as the Group has ultimate control.
2) The consolidation of this company through the full consolidation method results from shareholder agreements that regulate the control of the investee.
3) This company has been classified as Asset held for sale (Note 26).
COMPANIES CONSOLIDATED THROUGH THE EQUITY METHOD
PERCENTAGE OF SHARED CAPITAL HELD
COMPANY
HEAD OFFICE
DESIGNATION
DIRECTLY
INDIRECTLY
TOTAL
Metallic Construction
Associate companies:
Liszki Green Park, Sp. Zo.o
Gliwice
Liszki Green Park
-
45.00%
45.00%
Martifer Amal, S.A.
Nacala
Martifer Amal
-
35.00%
35.00%
Promoquatro – Investimentos Imobiliários, Lda.
Oliveira de Frades
Promoquatro
-
50.00%
50.00%
M City Bialystok Sp. Zo.o
Gliwice
M City Bialystok
-
50.00%
50.00%
M City Radom Sp. Zo.o
Gliwice
M City Radom
-
50.00%
50.00%
M. City Szczecin Sp. Z o.o.
Gliwice
M City Szczecin
-
50.00%
50.00%
Parque Solar Seseña I, S.L.
Madrid
Seseña I
-
20.63%
20.63%
Canaverosa Renovables, SL
Madrid
Canaverosa
-
26.94%
26.94%
Empresa de Energia Renovable Maria del Sol
Norte S.A.
Santiago
Maria del Sol
-
26.95%
26.95%
Nutre SGPS, S.A.
Oliveira de Frades
Prio SGPS
49.00%
-
49.00%
Nutre, S.A.
Oliveira de Frades
Prio Foods
-
49.00%
49.00%
Nutre - Industrias Alimentares, S.A.
Oliveira de Frades
Prio Alimentar
-
49.00%
49.00%
Nutre MZ. S.A.
Maputo
Nutre Moçambique
-
49.00%
49.00%
Nutre Farming, S.R.L.
Bucharest
Nutre Farming Roménia
-
49.00%
49.00%
Prio Agromart S.R.L.
Bucharest
Prio Agromart
-
49.00%
49.00%
Prio Balta S.R.L.
Bucharest
Prio Balta
-
49.00%
49.00%
Prio Facaieni S.R.L.
Bucharest
Prio Facaieni
-
49.00%
49.00%
Prio Ialomita S.R.L.
Bucharest
Prio Ialomita
-
49.00%
49.00%
Prio Rapita S.R.L.
Bucharest
Prio Rapita
-
49.00%
49.00%
Nutre Farming West Part S.R.L.
Bucharest
Nutre West Part
-
49.00%
49.00%
Prio Terra Agricola S.R.L.
Bucharest
Prio Terra Agricola
-
49.00%
49.00%
Prio Turism Rural S.R.L
Bucharest
Prio Turism Rural
-
49.00%
49.00%
Agromec Balaciu
Bucharest
Agromec Balaciu
-
42.60%
42.60%
Miharox S.R.L.
Bucharest
Miharox
-
40.47%
40.47%
Zimbrul. S.A.
Bucharest
Zimbrul
-
49.00%
49.00%
Agrozootehnica. S.A.
Bucharest
Agrozootehnica
-
48.98%
48.98%
Prio Agrotrans S.R.L.
Prio Agrotrans
-
49.00%
49.00%
Prio Foods Brasil
-
49.00%
49.00%
Prio Extractive S.R.L.
Bucharest
S. Luís do
Maranhão
Bucharest
Prio Extractive
-
22.05%
22.05%
Prio Agro Industries. Sp. Z o.o.
Gliwice
Prio Polónia
-
49.00%
49.00%
Jointly controlled companies:
Solar
Associate companies:
Other
Associate companies:
Nutre Brasil LTDA
PAGE 40
9M2013 REPORT
-
PERCENTAGE OF SHARED CAPITAL HELD
COMPANY
HEAD OFFICE
DESIGNATION
DIRECTLY
INDIRECTLY
TOTAL
Prio Biocombustibil S.R.L.
Bucharest
Prio Biocombustibil
-
22.05%
22.05%
Prio Meat S.R.L
Bucharest
Prio Meat
-
49.00%
49.00%
Prio Foods – AJFS Construções, ACE
Lisboa
Prio Foods ACE
-
24.50%
24.50%
Nutre Farming B.V.
Amsterdam
Nutre Farming
-
49.00%
49.00%
Bunge Prio Cooperativa U.A.
Amsterdam
Bunge Prio Cooperative
-
22.05%
22.05%
Bunge Roménia S.R.L.
Buzau
Bunge Roménia
-
22.05%
22.05%
Centralrest, Lda
Ilhavo
Centralrest
-
9.80%
9.80%
Prio Agriculture, B.V.
Delft
Prio Holanda
-
49.00%
49.00%
Porthold Project Development BV
Amsterdam
Porthold
-
49.00%
49.00%
Fertilis Agro-Indústrias, Lda
Luanda
Fertilis
-
29.4%
29.4%
Prio Energy SGPS. S.A.
Oliveira de Frades
Prio Energy SGPS
10.00%
-
10.00%
Prio Biocombustíveis. S.A.
Oliveira de Frades
Prio Biocombustíveis
-
10.00%
10.00%
-
10.00%
10.00%
-
10.00%
10.00%
-
10.00%
10.00%
1)
2)
2)
2)
Prio Energy. S.A.
Oliveira de Frades
Prio Energy
Mondefin
Coimbra
Mondefin 2)
Prio Parque de Tanques de Aveiro, S.A.
Oliveira de Frades
Prio Tanques
Prio.E-Electric, S.A.
Oliveira de Frades
Prio.E-Electric 2)
-
10.00%
10.00%
Prio.E-Mobility Solutions, Lda
Oliveira de Frades
Park Charge 2)
-
10.00%
10.00%
Prio. E – SGPS, S.A.
Oliveira de Frades
Prio E SGPS 2)
-
10.00%
10.00%
Share Motivation, Lda.
Oliveira de Frades
Share Motivation 2)
-
10.00%
10.00%
Ventinveste, S.A.
Lisbon
Ventinveste SA
5.00%
41.00%
46.00%
Ventinveste Eólica, SGPS, S.A.
Lisbon
Ventinveste Eólica
-
46.00%
46.00%
Parque Eólico de Torrinheiras, S.A.
Lisbon
PE Torrinheiras
-
46.00%
46.00%
Parque Eólico do Douro Sul, S.A.
Lisbon
PE Douro Sul
-
46.00%
46.00%
Parque Eólico do Pinhal do Oeste, S.A.
Lisbon
PE Pinhal do Oeste
-
46.00%
46.00%
Parque Eólico de Vale Grande. S.A.
Lisbon
PE Vale Grande
-
46.00%
46.00%
Parque Eólico de Vale do Chão, S.A.
Lisbon
PE Vale do Chão
-
46.00%
46.00%
Parque Eólico do Cabeço Norte, S.A.
Lisbon
PE Cabeço Norte
-
46.00%
46.00%
Parque Eólico da Serra do Oeste, S.A.
Lisbon
PE Serra do Oeste
-
46.00%
46.00%
Parque Eólico do Planalto, S.A.
Lisbon
PE Planalto
-
46.00%
46.00%
Eviva Dunowo, Sp. Z o.o.
Gliwice
Eviva Dunowo
-
50.00%
50.00%
SPEE 3 – Parque Eólico do Baião, S.A.
Lisbon
SPEE 3
-
50.00%
50.00%
SPEE 2 – Parque Eólico de Vila Franca de Xira, S.A.
Oliveira de Frades
SPEE 2
-
50.00%
50.00%
Parque Eólico da Penha da Gardunha, Lda.
Oliveira de Frades
PE Penha da Gardunha
-
50.00%
50.00%
2)
Jointly controlled companies:
1)
2)
The consolidation of this company through the equity method results from the Group having significant influence of its parent company, which in turn has
significant influence on the investee.
The consolidation of this company through the equity method results from the Group having significant influence due to a shareholder agreement.
During the 9 month period ended 30 September of 2013 and during 2012 the changes occurred in the consolidation perimeter were
as follows:
Incorporated companies:
In the 9 month period ended 30 September of 2013:
Nutre Farming West Part S.R.L. (Nutre West Part)
Martifer Construcciones Peru, S.A. (Martifer Peru)
Martifer Aluminium SAS (Martifer Aluminium França)
Eólica Macaúbas Ltda (Macaúbas)
Eólica Sobradinho Ltda (Sobradinho)
MTS Downs Farm Solar Limited (MTS Downs)
MTS Spittleborough Solar Limited (MTS Spittleborough)
MTS Tonge Solar Limited (MTS Tonge)
MTS Rydon Solar Limited (MTS Rydon)
Martifer Solar Japan KK (Martifer Solar Japan)
Martifer Alumínios Ltda (Martifer Alumínios Brasil)
Martifer Renewables O&M Sp. z o.o (Martifer Renewables O&M)
Visiontera Unipessoal, Lda (Visiontera)
9M2013 REPORT
PAGE 41
Martifer Solar Servicios Mexico
Global Holding Limited
Global Engineering & Construction Limited
In 2012:
Martifer Solar RO S.R.L (Martifer Solar Roménia)
Martifer Solar Finance LLC (Martifer Solar Finance)
Martifer Solar Sistemas Solares Equador S.A. (Martifer Solar Equador)
Martifer Solar Chile Operaciones Limitada (Solar Chile Operaciones)
Empresa de Energia Renovable Maria del Sol Norte S.A. (Maria del Sol)
Nutre Farming B.V. (Nutre Farming)
Prio.E – SGPS, S.A. (Prio E SGPS)
Martifer Solar Chile Holding, Lda (Solar Chile)
Martifer Global SGPS, S.A. (Martifer Global)
Martifer Aluminium UK Limited (Martifer Aluminium UK)
MTS Trewidland Solar, Ltd (MTS Trewidland Solar)
MTS Trefinnick Solar, Ltd (MTS Trefinnick Solar)
MTS Hatchlands Solar, Ltd. (MTS Hatchlands Solar)
Martifer Solar UA, LLC (Martifer Solar Ucrânia)
Inspira Martifer Solar Limited (Inspira Martifer Solar)
Bunge Prio Cooperative U.A. (Bunge Prio Cooperative)
Martifer-Amal, S.A (Martifer Amal)
Martimak Solar Initiative Enerji Uretim Dagitim Sanayi Ve Ticaret Limited Sirketi (Martimak Solar)
Martiper Solar Initiative Enerji Uretim Dagitim Sanayi Ve Ticaret Limited Sirketi (Martiper Solar)
Societé Developpement Local SA (Solar Senegal)
Martifer Solar Singapura PTE. LTD. (Solar Singapura)
Sol Cativante VII, S.A. (Sol Cativante VII)
Eviva Solar 1 Ltd (Eviva Solar 1)
Eviva Solar 2 Ltd (Eviva Solar 2)
Acquired companies:
In the 9 month period ended 30 September of 2013:
Fertilis Agro-Indústrias, Lda (Fertilis)
In 2012:
M. City Szczecin Sp. Z o.o. (M. City Szczecin)
LRCC – La Rad Campo Charro – Energias Renováveis, Lda. (LRCC)
Share Motivation – Inv. Imobiliários Unipessoal, Lda. (Share Motivation)
Magnum Cap Electrical Power, Lda. (Magnum Cap)
Martifer Solar, Ltda (Martifer Solar Brasil)
Steadfast Fairview Solar, Ltd (Steadfast Fairview Solar)
Steadfast Molland Solar, Ltd (Steadfast Molland Solar)
Steadfast Rudge Solar, Ltd (Steadfast Rudge Solar)
Steadfast Shipton Belinger Solar, Ltd (Steadfast Shipton Belinger Solar)
Steadfast Apsley Solar, Ltd (Steadfast Apsley Solar)
Bunge Roménia s.r.l. (Bunge Roménia)
Sol Cativante III, S.A. (Sol Cativante III)
Steadfast Parkhouse Solar Limited (Parkhouse)
Centralrest, Lda. (Centralrest)
PAGE 42
9M2013 REPORT
Sold / dissolved companies:
In the 9 month period ended 30 September of 2013:
Martifer Renewables Bippen GmbH (Eviva Bippen)
Eviva Mepe (Eviva Grécia)
Energia Wiatrowa Sp. Zo.o ( Energia Wiatrowa)
Macquarie Capital Wind Fund Pty LTD (Macquarie)
In 2012:
Eviva Energy SGPS, S.A. (Enerpetra)
Sol Cativante IV, S.A. (Sol Cativante IV)
Sol Cativante II, S.A. (Sol Cativante II)
Sol Cativante VI, Lda.(Sol Cativante VI)
Martifer – Hirschfeld Energy Systems LLC (Martifer – Hirschfeld Energy Systems)
Silverton Wind Farm Holding (Silverton Wind Farm)
Parque Solar Seseña II, S.L. (Parque Solar Seseña II)
Parque Solar Segovia, S.L. (Parque Solar Segovia)
Parque Solar Quintanar, S.L. (Parque Solar Quintanar)
Eurocab FV 20 S.L. (Eurocab FV 20)
Veiga & Seabra. S.A. (Veiga & Seabra)
Parque Tecnologico do Tamega (PTT)
Proempar, S.A (Proempar)
MTS 5 (MTS5)
Magnum Cap, Lda. (Magnum Cap)
Sol Cativante III, S.A. (Sol Cativante III)
Sol Cativante V, S.A. (Sol Cativante V)
Steadfast Parkhouse Solar Limited (Parkhouse)
Steadfast Shipton Belinger Solar, Ltd (Steadfast Shipton Belinger Solar)
Steadfast Rudge Solar, Ltd (Steadfast Rudge Solar)
MTS Trefinnick Solar, Ltd (MTS Trefinnick Solar)
MTS Hatchlands Solar, Ltd. (MTS Hatchlands Solar)
Changes in the consolidation method:
In the 9 month period ended 30 September of 2013:
Prio Agriculture B.V. (Prio Holanda) - from full consolidation method to equity method after its sale by Martifer Renewables SGPS,
S.A. to Nutre SGPS, S.A.
Porthold Project Development BV (Porthold) - from full consolidation method to equity method after the sale of Prio Agriculture B.V.
by Martifer Renewables SGPS, S.A. to Nutre SGPS, S.A.
In 2012:
Resun Developments, S.A. – In 2011 was consolidated through the full consolidation method. In 2012, after the sale of its financial
participation in this entity, Martifer Group maintains only 10% of participation, which is recorded at the cost.
MS – Participações Societárias, S.A. (MS Brasil) – from equity method to the cost, after the loss of join control of this company with
Santander Brazil.
Eólica Embuaca, Ltda. (Embuaca) - from equity method to the cost, after the loss of join control of this company with Santander Brazil.
Eólica Mar e Terra, Ltda (Mar e Terra) - from equity method to the cost, after the loss of join control of this company with Santander Brazil.
Eólica Bela Vista, Ltda. (Bela Vista) - from equity method to the cost, after the loss of join control of this company with Santander Brazil.
Eólica Icaraí, Ltda. (Icaraí) - from equity method to the cost, after the loss of join control of this company with Santander Brazil.
9M2013 REPORT
PAGE 43
Other changes in the consolidation perimeter:
In the 9 month period ended 30 September of 2013:
Porthold Project Development BV (Porthold) - increase in financial participation by Prio Agriculture B.V from 55% to 100%.
Eviva Gizalki Sp.Zo.o (Eviva Gizalki) – increase in financial participation by Martifer Renewables SGPS, S.A. from 72% to 100%.
Martifer Solar USA, Inc. (AEM) – increase in financial participation by Martifer Solar Inc. from 63.5% to 99.293%.
Eviva Nalbant S.R.O. (Eviva Nalbant) – increase in financial participation by Eviva Energy S.R.L. from 99% to 100%.
Rosa dos Ventos S.A. (Rosa dos Ventos) – increase in financial participation by Martifer Renováveis-Geração de Energia e
Participações, S.A. from 97.5% to 100%.
Prio Energy SGPS - decrease in financial participation by Martifer SGPS, S.A. from 49% to 10%.
In 2012:
Martifer Recycling Sp. Z.o.o. (Martifer Recycling Polónia) – merge by incorporation in Martifer Konstrukcje Sp. Z o.o. (Martifer
Konstrukcje)
Martifer - Alumínios, S.A. (Martifer Alumínios Espanha) - merge by incorporation in Martifer – Construcciones Metálicas España, S.A.
(Martifer Espanha)
Gebox, S.A (Gebox) – increase in financial participation by Martifer Energy Systems SGPS, S.A. from 65% to100%.
Martifer Solar SGPS, S.A. (Martifer Solar SGPS) – decrease in financial participation by Martifer SGPS, S.A. from 75% to 55%.
Sol Cativante, Lda (Sol Cativante) – increase in financial participation by Martifer Solar, S.A. from 9.1% to 100%.
Ennebiuno S.R.L – acquisition of 100% of shares by MTS4, s.r.l., followed by merge in this company.
Ennebidue S.R.L – acquisition of 100% of shares by MTS4, s.r.l., followed by merge in this company.
Ennebitre S.R.L – acquisition of 100% of shares by MTS4, s.r.l., followed by merge in this company.
Fvexcava S.R.L – acquisition of 100% of shares by MTS3, s.r.l., followed by merge in this company.
Rosa dos Ventos S.A. (Rosa dos Ventos) – increase in financial participation by MS - Participações Societárias, S.A. from 95% to 97.5%.
3. INFORMATION BY BUSINESS SEGMENTS
The Group bases its disclosure of information for primary segments on its internal organisation in terms of management.
The Group is organised in three business areas: ‘Metallic Construction’, ‘Solar’ and ‘RE Developer’ that are coordinated and
supported by Martifer SGPS.
The Metallic Construction business area includes all the construction activities of steel structures, aluminium façades and glass and
stainless steel solutions. It includes also the wind power division, components, turbine assembly and turnkey wind farm delivery,
engineering division and navy. In the ‘Solar’ segment the focus is on the production of PV panels, as well as the turnkey solar parks
delivery, promotion, licensing, operation and maintenance of projects. The ‘RE Developer’ segment includes the promotion and
development of projects of renewable energy, with special emphasis in the wind sector.
Amounts related with Martifer SGPS, Martifer Inovação e Gestão S.A. (MIG) and Martifer Gestiune Si Servicii, S.R.L. (MIG RO) are
reported as ‘Others’.
The accounting policies used in the preparation of the information by business segments is the same used in the preparation of the
attached financial statements (Note 1).
PAGE 44
9M2013 REPORT
At 30 September 2013 and 2012, the breakdown of sales and services rendered by primary segments is as follows:
SALES TO EXTERNAL CUSTOMERS
INTERSEGMENT SALES
TOTAL
9M'13
EURO
9M'12
EURO
9M'13
EURO
9M'12
EURO
9M'13
EURO
9M'12
EURO
Metallic Construction
191,912,019
172,756,933
31,515,569
55,100,534
223,427,588
227,857,467
Solar
RE Developer
Others
209,833,159
13,850,987
863,093
416,459,259
154,564,165
11,682,849
1,529,453
340,533,400
61,053,835
1,601,569
2,731,480
96,902,453
34,590,926
558,168
4,386,806
94,636,434
270,886,994
15,452,556
3,594,573
513,361,712
189,155,091
12,241,017
5,916,259
435,169,834
Intersegment eliminations
(94,120,968)
(91,058,495)
Own work capitalized (Note 5)
(2,781,485)
416,459,259
(3,577,939)
340,533,400
Sales and services rendered by geographical segments are as follows:
9M'13
EURO
9M'12
EURO
Metallic Construction
Solar
RE Developer
75,973,576
37,944,926
4,373,370
50,981,130
59,038,179
4,910,723
Others
European Union (other)
Metallic Construction
Solar
RE Developer
Others
Other markets
Metallic Construction
Solar
RE Developer
738,668
1,370,712
37,292,849
86,581,952
4,947,951
44,898
52,684,800
66,662,487
942,643
158,741
78,645,594
85,385,808
4,529,666
416,459,259
69,091,004
28,863,499
5,829,482
340,533,400
Iberian Peninsula
At 30 September 2013 and 2012, the earnings before interest, taxes, amortizations, provisions and impairment losses (EBITDA),
earnings before interest and taxes (EBIT) and profit after tax by primary segments are as follows:
EBITDA
Metallic Construction
Solar
RE Developer
Others
EBIT
PROFIT AFTER TAX
9M'13
EURO
9M'12
EURO
9M'13
EURO
9M'12
EURO
9M'13
EURO
9M'12
EURO
(13,846,976)
12,004,048
21,335,766
146,228
19,639,066
(6,300,425)
12,290,152
6,825,872
1,800,839
14,616,438
(27,354,749)
8,362,360
4,316,395
(1,237,366)
(15,913,360)
(19,530,297)
11,013,709
2,088,248
366,745
(6,061,595)
(43,563,849)
184,128
2,247,923
(7,601,606)
(48,733,404)
(29,896,327)
4,793,296
591,069
(8,488,308)
(33,000,270)
During this period, the Group has reviewed the presentation in consolidated income statement of the gains/losses from the sale of
subsidiary companies, resulting in the reclassification of those amounts from financial results to operating results (see Note 5).
The Group’s net assets and liabilities by operating segments at 30 September 2013 and 31 December 2012 are as follows:
ASSETS
Metallic Construction
Solar
RE Developer
Holding and MIGs
Intra-group eliminations
LIABILITIES
30 SEPTEMBER
2013
31 DECEMBER
2012
30 SEPTEMBER
2013
31 DECEMBER
2012
346,741,022
315,401,179
184,609,170
542,680,337
(491,786,522)
897,645,185
382,567,279
288,991,897
224,126,986
550,627,281
(469,938,243)
976,375,200
313,478,556
234,001,756
56,764,494
167,275,318
(47,260,921)
724,259,202
322,965,218
208,354,852
94,798,380
168,533,767
(45,532,240)
749,119,977
The amount of assets and liabilities at 30 September 2013 above includes Assets held for sale (see Note 26).
9M2013 REPORT
PAGE 45
The Group’s capital expenditures (acquisition of tangible and intangible assets) and amortizations, by operating segments, till 30
September 2013 and 2012, are as follows:
CAPITAL EXPENDITURES
30 SEPTEMBER
2013
AMORTIZATIONS
30 SEPTEMBER
2012
9M'13
EURO
9M'12
EURO
4,568,007
5,857,745
5,369,165
6,214,972
3,747,555
1,881,150
62,394
10,259,106
21,769,825
798,217
438,820
28,864,607
2,277,473
3,852,544
1,383,595
12,882,777
2,038,817
3,836,916
1,434,095
13,524,800
9M'13
EURO
9M'12
EURO
Revenue from the sale of merchandise
101,704,438
61,886,601
Revenue from the sale of goods
Services rendered
108,592,237
206,162,584
416,459,259
79,440,131
199,206,667
340,533,400
9M'13
EURO
18,234,147
2,781,485
12,689,254
6,590,692
7,528,920
47,824,498
9M'12
EURO
(612,345)
3,577,939
299,246
16,986,435
20,251,275
Metallic Construction
Solar
RE Developer
Others
4. SALES AND SERVICES RENDERED
At 30 September 2013 and 2012, the breakdown of sales and services rendered is as follows:
5. OTHER OPERATIONAL GAINS
At 30 September 2013 and 2012 the breakdown of the caption ‘Other operational gains’ is as follows:
Change in production
Own work capitalized
Capital Gains in non-financial assets
Foreign exchange gains
Other operational gains
The caption Change in production is mainly related with the development of solar projects that are being developed in United States
of America (Note 21).
The amount included under the heading 'Own work capitalized’, during the nine month periods ended 30 September of 2013 is
related primarily to the construction of solar parks in the segment 'Solar' in Italy, and with work carried out in Brazil in the segment
'Metallic Construction’.
In the 9 month period ended 30 September of 2012, the caption "Other operational gains' included the effect of the capitalization of
development costs of wind farms in the ‘RE Developer’ segment, which are already finished.
During this period, the Group has reviewed the presentation in consolidated income statement of the gains/losses from the sale of subsidiary
companies, resulting in the reclassification of that amounts from financial results to operating results. The rational is that financial
results must include only the amounts related with financing costs of the Group or arising from the treasury management and loans.
Thus, at 30 September 2013, the Capital Gains / (Losses) in non-financial assets includes the financial gain from the sale by
Martifer Renewables, SGPS, S.A. of the share capital interest of Energia Wiatrowa, Sp. Zo.o, in June 2013. This sale, agreed in 30
September 2011, was conditional to compliance with some terms and conditions set out in the agreement, namely the conclusion of
the Rymanow Project, a wind farm with 13 turbines, in the region of Podkarpackie, which is being developed by Energia Wiatrowa.
PAGE 46
9M2013 REPORT
6. COST OF GOODS SOLD AND SUBCONTRACTORS
At 30 September 2013 and 2012 the cost of goods sold and subcontractors is as follows:
30 SEPTEMBER 2012
MERCHANDISE
Opening balance
Purchases
Changes in the consolidation perimeter, currency exchange differences, transfers and others
Closing balance
Cost of goods sold
RAW-MATERIALS,
SUBSIDIARIES
AND OTHER
CONSUMABLES
TOTAL
7,959,678
14,706,812
22,666,490
26,381,427
128,463,783
154,845,210
780,274
907,389
1,687,663
6,098,747
13,489,634
19,588,381
29,022,632
130,588,350
159,610,982
Subcontractors
58,971,038
218,582,020
30 SEPTEMBER 2013
MERCHANDISE
RAW-MATERIALS,
SUBSIDIARIES
AND OTHER
CONSUMABLES
Opening balance
TOTAL
6,557,447
10,825,365
17,382,812
59,802,263
98,952,987
158,755,250
Changes in the consolidation perimeter, currency exchange differences, transfers and others
4,083,183
54,095
4,137,278
Reclassification to fixed assets (Notes 16 and 17)
6,416,400
-
6,416,400
Closing balance
12,540,306
13,435,754
25,976,060
Cost of goods sold
64,318,987
96,396,693
160,715,680
Purchases
Subcontractors
111,123,713
271,839,393
7. EXTERNAL SUPPLIES AND SERVICES
At 30 September 2013 and 2012 the external supplies and services are as follows:
9M'13
EURO
9M'12
EURO
Transportation of goods
13,877,959
6,784,421
Specialized Works
25,767,774
14,232,870
Leases and rents
13,362,965
11,332,620
Service Fees
10,874,395
504,128
Travelling expenses
4,797,306
4,642,325
Electricity and Fuel
3,119,588
3,233,901
Insurance
2,602,667
2,715,736
Maintenance and repairs
1,267,985
1,084,915
Communications
1,271,517
1,353,898
Security
1,202,870
997,538
Legal and notarial fees
919,076
1,155,636
Commissions
604,629
1,043,551
Advertising
748,549
1,100,165
Cleaning, health and safety
509,609
536,280
Tools and devices
463,198
1,005,275
Other
9M2013 REPORT
2,755,956
2,955,242
84,146,042
54,678,500
PAGE 47
8. STAFF COSTS
At 30 September 2013 and 2012, staff costs are as follows:
9M'13
EURO
9M'12
EURO
Salaries
47,428,099
48,750,676
Social contributions
13,866,620
61,294,719
14,649,202
63,399,878
The caption ‘social contributions’ includes mainly the social security contributions, the food and health subsidies, insurance costs
and dismissal compensation.
9. OTHER OPERATIONAL LOSSES
At 30 September 2013 and 2012, the caption ‘Other operational losses’ is as follows:
Taxes
Trade debtors and other assets impairments
Capital Losses in non-financial assets
Foreign exchange losses
Other operational losses
Total
9M'13
EURO
4,557,816
8,817,294
611,873
6,870,471
6,507,083
27,364,537
9M'12
EURO
1,530,405
5,926,515
14,083
2,036,836
9,507,839
10. PROVISIONS AND IMPAIRMENT LOSSES
The provisions and impairment losses during the nine month periods ended 30 September of 2013 and 2012 were as follows:
Impairment losses
Goodwill (Note 15)
In intangible assets (Note 16)
In tangible assets (Note 17)
Provisions (Note 30)
Arising from the use of the equity method
Quality guarantees
Legal claims in progress
Others
PAGE 48
9M'13
EURO
9M'12
EURO
4,658,577
684,890
13,135,342
18,478,809
1,150,786
1,150,786
685,803
31,535
1,197,016
2,276,486
4,190,840
784,794
233,335
4,984,319
6,002,447
9M2013 REPORT
11. NET FINANCIAL RESULTS
The net financial results for the years ended at 30 September 2013 and 2012 can be analysed as follows:
9M'13
EURO
9M'12
EURO
3,465,850
4,264,391
27,341
17,383,756
203
497,276
4,036,839
972,792
9,587,025
331,528
25,886,578
14,680,423
9M'13
EURO
9M'12
EURO
23,825,524
(49,982)
18,290,439
(4,361)
268,305
276,074
6,656,088
8,766,585
39,466,520
12,191,097
7,213,787
37,967,037
FINANCIAL INCOME
Loans and accounts receivable (including bank deposits)
- Interest income
Financial assets available for sale
- Dividend income
- Gains on the sale of financial assets
Other financial income related to other financial assets
- Foreign exchange gains
- Other financial income
FINANCIAL EXPENSES
Loans and accounts payable
- Interest expenses in bank loans and in finance leases
- Of which included in the acquisition cost of assets in progress
Available for sale financial assets
- Losses on the sale of financial assets
Other financial income related to other financial liabilities
- Foreign exchange losses
- Other financial expenses
The caption ‘gains on the sale of financial assets’ is related with the sale of part of the participation in PRIO, ENERGY SGPS, S.A.
to a fund represented by management company OXY CAPITAL – SOCIEDADE DE CAPITAL DE RISCO, S.A., decreasing the
Group participation from 49% to 10%. This operation was approved by the Competition Authority in September 2013.
The captions 'Foreign exchange gains / (losses)' are related to the occurrence of currency fluctuations, particularly in affiliated
companies out of Euro zone.
12. GAINS/ (LOSSES) IN ASSOCIATE COMPANIES AND JOINT
ARRANGEMENTS
At 30 September 2013 and 2012, the gains and losses on associate companies and joint-ventures are as follows:
Grupo Nutre
Grupo Prio Energy
SPEE 2 – Parque Eólico de Vila Franca de Xira, S,A,
SPEE 3 – Parque Eólico do Baião, S,A,
Canaverosa Renovables, SL
Parque Eólico da Penha da Gardunha, Lda,
Promoquatro – Investimentos Imobiliários, Lda,
Macquarie
MS Participações Societárias
Liskin Green Park
Martifer Amal
Parque Solar Seseña 1
M City Bialystok Sp, Zo.o
M City Radom Sp, Zo.o
Other
9M2013 REPORT
9M'13
EURO
9M'12
EURO
(18,559,356)
(3,543,625)
1,542,456
556,993
178,979
78,226
1,845,278
544,927
131,326
122,879
(27,791)
(761,811)
(47,240)
(214,380)
(102,329)
134,823
118
(16,431,710)
1,437,405
(608,195)
(135,043)
64,784
-145,273
-106,314
53,523
(1,127,931)
PAGE 49
13. INCOME TAX
The reconciliation between current tax and income tax of the period is summarized as follows:
Current tax
9M'13
EURO
9M'12
EURO
2,092,351
3,633,272
107,223
(657,189)
Deferred tax - generated by temporary differences
Deferred tax - reversal of temporary differences
1,256,237
670,788
(19,930)
(31,065)
(590,260)
(930,058)
(27,531)
(45,841)
(9,697)
716,042
(993,365)
2,808,393
2,639,907
Effect of changes in the income tax rate
Deferred tax - tax losses recognition
Adjustments to the previous years
Other
Deferred tax
Income tax
14. EARNINGS PER SHARE
Martifer SGPS only issued ordinary shares, and as such, no shares have special voting or dividend rights.
Martifer has just one type of potential ordinary dilutive shares: stock options. In order to calculate diluted earnings per share it is
necessary to determine if these stock options, independently of being or not exercisable, are diluted, which happened when the
exercise price of the opting is lower than the average market price of the shares.
Once the average market price of Martifer’ s shares, in the period between 1 January 2013 and 30 September 2013, was Euro
0.62, lower than the exercise price of the stock options (Euro 3.84), these stock options are non-diluted because, if the options were
exercised, the number of shares outstanding would be reduced.
Therefore, at 30 September 2013 there were no differences between the basic earnings per share and the diluted earnings per
share calculation.
The share capital of Martifer SGPS is represented by 100,000,000 ordinary shares, fully paid, representing a share capital of
Euro 50,000,000.
The weighted average number of shares outstanding is deducted of 2,215,910 treasury stocks acquired by Martifer SGPS.
At 30 September 2013 and 2012, the basic and diluted earnings per share can be summarised as follows:
Profit for the year (I)
Weighted average number of shares outstanding (II)
Basic and diluted earnings per share (I) / (II)
from continuing operations
from Assets as held for sale
PAGE 50
9M'13
EURO
9M'12
EURO
(50,201,524)
(35,376,803)
97,784,090
97,891,071
(0.5134)
(0.3614)
(0.5134)
(0.3626)
-
0.0012
9M2013 REPORT
15. GOODWILL
At 30 September 2013 and 31 December 2012, the movement occurred in the caption ‘Goodwill’ is as follows:
30 SEPTEMBER
2013
31 DECEMBER
2012
19,043,523
18,926,458
-
734,899
Gross amount
Opening balance
Acquisition of subsidiaries
Sale of subsidiaries
(109,934)
-
Effect of foreign currency exchange differences
(718,617)
172,355
Write-off of goodwill fully impaired
Closing balance
-
(790,190)
18,214,972
19,043,523
95,555
790,190
4,658,577
95,555
Accumulated impairment losses
Opening balance
Impairment losses recognized in the year
Sale of subsidiaries
(95,555)
-
-
(790,190)
4,658,577
95,555
Carrying amount at the beginning of the period
18,947,968
18,136,269
Carrying amount at the end of the period
13,556,395
18,947,968
Write-off of goodwill fully impaired
Closing balance
At 30 September 2013 and 31 December 2012, the breakdown of ‘Goodwill’ is as follow:
30 SEPTEMBER 2013
COST
31 DECEMBER 2012
IMPAIRMENT
LOSSES
CARRYING
AMOUNT
CARRYING
AMOUNT
Martifer Construções
5,448,792
-
5,448,792
5,448,792
Sassall Aluminium
4,658,577
(4,658,577)
-
5,356,394
Martifer Metallic Constructions
3,898,809
-
3,898,809
3,898,809
Navalria
1,618,675
-
1,618,675
1,618,675
Martifer Solar
1,493,776
-
1,493,776
1,493,776
367,396
-
367,396
388,195
Martifer Solar Hellas
72,205
-
72,205
72,205
LRCC-La Rad Campo Charro - Energias Renováveis, Lda
70,843
-
70,843
70,843
-
-
-
14,379
MGI
8,373
-
8,373
8,373
Martifer GmbH
6,026
-
6,026
6,026
M PRIME GMBH
3,000
-
3,000
3,000
464,665
-
464,665
464,665
Martifer Solar USA
Porthold
MTS4
MTS3
Total
103,836
-
103,836
103,836
18,214,972
(4,658,577)
13,556,395
18,947,967
During the period it was recognized the impairment loss of the full amount of goodwill in Sassall Aluminium.
9M2013 REPORT
PAGE 51
16. INTANGIBLE ASSETS
This caption is analysed as follows:
30 SEPTEMBER
2013
31 DECEMBER
2012
18,685,406
26,145,255
872,720
24,119,844
Gross amount, reduced by impairment losses:
Software and other rights
Intangible assets in progress
Advances for the acquisition of intangible assets
1,465,557
99,623
21,023,683
50,364,722
Accumulated depreciation:
Software and other rights
12,664,801
10,922,850
Intangible assets in progress
-
-
Advances for the acquisition of intangible assets
-
-
12,664,801
10,922,850
8,358,882
39,441,872
Carrying amount
At 30 September 2013 and 2012, the gross amount of ‘Intangible assets’, reduced by impairment losses, can be analysed as follows:
30 SEPTEMBER 2012
Opening balance 1 January 2012
Additions
Sales, disposals and write-offs
Effect of foreign currency exchange differences
Changes in the consolidation perimeter
Transfers and other movements
Closing balance 30 September 2012
30 SEPTEMBER 2013
Opening balance 1 January 2013
Additions
Sales, disposals and write-offs
Effect of foreign currency exchange differences
Changes in the consolidation perimeter
SOFTWARE
AND OTHER
RIGHTS
INTANGIBLE
ASSETS IN
PROGRESS
ADVANCES FOR THE
ACQUISITION OF
INTANGIBLE ASSETS
TOTAL
30,057,374
17,841,233
687,015
48,585,622
2,812,472
13,326,331
-
16,138,803
-
-
(676,477)
(676,477)
131,233
7,840
477
139,550
(153,167)
(5,775,700)
-
(5,928,867)
(135,126)
(285,857)
-
(420,983)
32,712,786
25,113,847
11,015
57,837,648
SOFTWARE
AND OTHER
RIGHTS
INTANGIBLE
ASSETS IN
PROGRESS
ADVANCES FOR THE
ACQUISITION OF
INTANGIBLE ASSETS
TOTAL
26,145,255
24,119,844
99,623
50,364,722
1,251,335
164,681
-
1,416,016
(6,433)
-
-
(6,433)
(341,165)
(43,032)
(2,294)
(386,491)
671,186
(57,982)
-
613,204
(684,890)
-
-
(684,890)
Reclassification to inventories (Note 21)
(4,544,300)
(23,709,449)
-
(28,253,749)
Transfers and other movements
(2,340,024)
398,658
(97,329)
(2,038,695)
Closing balance 30 September 2013
20,150,964
872,720
-
21,023,684
Impairment losses
PAGE 52
9M2013 REPORT
At 30 September 2013 and 2012, the accumulated amortization and impairment losses of ‘Intangible assets’ can be analysed as follows:
SOFTWARE
AND OTHER
RIGHTS
INTANGIBLE
ASSETS IN
PROGRESS
ADVANCES FOR THE
ACQUISITION OF
INTANGIBLE ASSETS
TOTAL
Opening balance 1 January 2012
8,584,677
-
-
8,584,677
Additions
1,758,051
-
-
1,758,051
(3,005)
-
-
(3,005)
2,456
-
-
2,456
(9,584)
-
-
(9,584)
10,332,595
-
-
10,332,595
SOFTWARE
AND OTHER
RIGHTS
INTANGIBLE
ASSETS IN
PROGRESS
ADVANCES FOR THE
ACQUISITION OF
INTANGIBLE ASSETS
TOTAL
10,922,850
-
-
10,922,850
1,770,208
-
-
1,770,208
Sales, disposals and write-offs
(6,433)
-
-
(6,433)
Effect of foreign currency exchange differences
(9,002)
-
-
(9,002)
459
-
-
459
(13,280)
-
-
(13,280)
12,664,802
-
-
12,664,802
30 September 2012
22,380,191
25,113,847
11,015
47,505,053
30 September 2013
7,486,162
872,720
-
8,358,882
30 SEPTEMBER 2012
Effect of foreign currency exchange differences
Changes in the consolidation perimeter
Transfers and other movements
Closing balance 30 September 2012
30 SEPTEMBER 2013
Opening balance 1 January 2013
Additions
Changes in the consolidation perimeter
Transfers and other movements
Closing balance 30 September 2013
Carrying Amount:
17. TANGIBLE ASSETS
This caption is analysed as follows:
30 SEPTEMBER
2013
31 DECEMBER
2012
Gross amount, reduced by impairment losses:
Land and buildings
84,789,566
91,325,592
Equipment
88,075,393
105,292,662
Tangible assets in progress
71,081,846
97,542,316
Other tangible assets
65,033,561
62,614,240
308,980,366
356,774,810
Land and buildings
18,542,731
17,935,741
Equipment
50,609,158
52,821,114
Other tangible assets
14,949,529
12,650,431
84,101,418
83,407,286
224,878,948
273,367,524
Accumulated depreciation:
Carrying amount
9M2013 REPORT
PAGE 53
At 30 September 2013 and 2012, the gross amount of land and buildings, equipment, tangible assets in progress and other fixed
assets can be analysed as follows:
30 SEPTEMBER 2012
Opening balance 1 January 2012
Reclassification for Assets held for sale
Additions
Sales, disposals and write-offs
LAND AND
BUILDINGS
EQUIPMENT
TANGIBLE
ASSETS IN
PROGRESS
OTHER
TANGIBLE ASSETS
TOTAL
96,012,887
(136,348)
1,088,025
109,258,138
2,091,906
91,880,914
(5,491,549)
13,809,017
62,919,117
187,114
360,071,056
(5,627,898)
17,176,062
(891,498)
(1,366,297)
(151)
(10,853)
(2,268,799)
Effect of foreign currency exchange differences
Changes in the consolidation perimeter
Transfers and other movements
Closing balance 30 September 2012
229,414
(43,298)
6,404,686
102,663,868
(1,970,391)
1,039,688
896,885
109,949,929
(2,462,925)
(4,518,433)
(6,561,222)
86,655,651
(224,579)
(246,435)
(85,362)
62,539,002
(4,428,481)
(3,768,478)
654,987
361,808,449
30 SEPTEMBER 2013
LAND AND
BUILDINGS
EQUIPMENT
TANGIBLE
ASSETS IN
PROGRESS
OTHER
TANGIBLE ASSETS
TOTAL
Opening balance 1 January 2013
Reclassification for Assets held for sale
Additions
91.325.592
(4.350.361)
246.945
105.292.661
(17.209.159)
1.337.422
97.542.317
(45.879)
5.845.056
62.614.240
(2.037.678)
1.413.667
356.774.810
(23.643.078)
8.843.090
Sales, disposals and write-offs
Effect of foreign currency exchange differences
Changes in the consolidation perimeter
Impairment losses
Reclassification to inventories (note 21)
Transfers and other movements
Closing balance 30 September 2013
(85.901)
(2.390.423)
43.714
84.789.566
(3.183.497)
(2.904.758)
(25.000)
4.767.724
88.075.393
(94.064)
(1.298.699)
489
(8.610.342)
(8.786.674)
(13.470.359)
71.081.845
(233.422)
(313.088)
(4.500.000)
8.089.843
65.033.562
(3.596.884)
(6.906.968)
489
(13.135.342)
(8.786.674)
(569.078)
308.980.366
During first nine months of 2013, it was recognized impairment losses in some wind parks, in result of the recent changes in the
legislation of the sector in Spain and Romania, in RE Developer segment.
At 30 September 2013 and 2012, the accumulated depreciation and impairment losses of land and buildings, equipment, tangible
assets in progress and other fixed assets can be analysed as follows:
TANGIBLE
ASSETS IN
PROGRESS
OTHER
TANGIBLE ASSETS
-
9,352,706
2,578,764
(10,250)
(8,728)
-
(594)
6,056
11,917,954
EQUIPMENT
TANGIBLE
ASSETS IN
PROGRESS
OTHER
TANGIBLE ASSETS
TOTAL
52,821,114
(4,847,736)
-
12,650,431
(230,677)
83,407,286
(6,681,747)
-
2,648,602
(70,750)
(50,693)
(2,697,056)
(1,160,237)
-
2,616
14,949,529
14,362
106,241
84,101,418
LAND AND
BUILDINGS
EQUIPMENT
15,826,402
2,661,568
49,806,980
6,526,417
(252,812)
101,623
(241,409)
27,227
18,122,599
(1,099,888)
(101,862)
(230,496)
(5,860)
54,895,291
30 SEPTEMBER 2013
LAND AND
BUILDINGS
Opening balance 1 January 2013
Reclassification for Assets held for sale
17,935,741
(1,603,334)
30 SEPTEMBER 2012
Opening balance 1 January 2012
Additions
Sales, disposals and write-offs
Effect of foreign currency exchange differences
Changes in the consolidation perimeter
Transfers and other movements
Closing balance 30 September 2012
TOTAL
74,986,088
11,766,749
(1,362,950)
(8,967)
(472,499)
27,423
84,935,844
Additions
Sales, disposals and write-offs
Effect of foreign currency exchange differences
Changes in the consolidation perimeter
Transfers and other movements
Closing balance 30 September 2013
2,369,968
6,094,999
(21,496)
(183,874)
14,987
30,739
18,542,731
(2,604,810)
(925,670)
(3,241)
75,502
50,609,158
Carrying Amount:
30 September 2012
84,541,269
55,054,638
86,655,651
50,621,048
276,872,605
30 September 2013
66,246,835
37,466,236
71,081,845
50,084,032
224,878,948
PAGE 54
11,112,569
9M2013 REPORT
18. INVESTMENT PROPERTIES
The caption ‘Investment property’ relates to the following investment properties held by Martifer Group: Benavente Shopping
Centre, Warehouses in Albergaria-a-Velha (Portugal), the plant in Vagos and Aricesti land (Romania), held by the Martifer Group
to earn rental income.
These assets are carried at their fair market value, according to an independent appraisal made by specialized entities, according
to international practices (RICS Red Book). Martifer Group will perform regular revaluations of these properties, and gains and
losses arising from changes in the fair value will be charged to profit or loss in the period in which they arise.
At 30 September 2013 and 31 December 2012, the movement occurred in the caption ‘Investment properties’ is as follows:
30 SEPTEMBER
2013
31 DECEMBER
2012
Opening balance
16,206,768
17,274,847
Transfers
-
3,448,525
Changes in fair value
(7,214)
86,391
363,302
16,199,554
(4,966,297)
16,206,768
Effect of foreign currency exchange differences
Reclassification to Assets held for sale
19. FINANCIAL ASSETS UNDER THE EQUITY METHOD
At 30 September 2013 and 31 December 2012, financial assets under the equity method are as follows:
30 SEPTEMBER
2013
31 DECEMBER
2012
2,683,491
11,187,119
Prio Energy
SPEE 3 - Parque eólico de Baião, SA
SPEE 2 - Parque eólico de Vila Franca de Xira, SA
Macquarie
509,079
496,032
1,310,464
1,082,739
-
2,043,840
Promoquatro - Investimentos Imobiliários, Lda
138,996
186,236
Martifer Amal, S,A,
318,949
445,944
Canaverosa
197,270
119,044
Parque Sesena 1
251,440
115,380
3,635
5,413,323
3,678
15,680,011
30 SEPTEMBER
2013
31 DECEMBER
2012
15,680,011
14,867,827
-
445,944
Other
At 30 September 2013 and 31 December 2012, the movement occurred in this caption is as follows:
Opening balance
Acquisitions
Application of the equity method
Sales/ Dissolutions
1,974,629
2,425,428
(12,250,534)
(1,445,591)
-
(718,373)
Changes resulting from the loss of control in subsidiaries
MS Participações
Effect of foreign currency exchange differences
Other changes
-
-
9,217
5,413,323
104,777
15,680,011
At 30 September 2013 the value of disposals refers essentially to the sale of part of social participation in PRIO ENERGY, SGPS, S.A.
(see Note 11).
9M2013 REPORT
PAGE 55
20. AVAILABLE FOR SALE INVESTMENTS
At 30 September 2013 and 31 December 2012, available for sale investments are as follows:
Non-current financial investment
Others
30 SEPTEMBER
2013
31 DECEMBER
2012
39,529
1,663,963
634,768
674,297
646,304
2,310,267
At 30 September 2013 and 31 December 2012, the movement occurred in the caption ‘Available for sale investments’ is as follows:
Opening balance
30 SEPTEMBER
2013
31 DECEMBER
2012
2,310,267
2,179,021
Additions
Reductions
Reclassification to assets held for sale
Other
-
138,993
(17,345)
(16,478)
(1,607,994)
-
(10,630)
674,297
8,731
2,310,267
21. INVENTORIES
At 30 September 2013 and 31 December 2012, inventories are as follows:
30 SEPTEMBER 2013
31 DECEMBER 2012
13,311,537
51,606,038
12,540,306
3,900,756
81,358,637
10,701,150
5,299,576
6,557,447
1,833,889
24,392,062
Raw-materials, subsidiaries and other consumables
Work in progress
Merchandise
Finished goods
Part of the Group's activity is related to the development of solar projects, which can be developed for sale or to use. During the first
semester of 2013 ongoing projects were reviewed and, as a consequence, intangible assets (Note 16) and tangible fixed assets (Note 17)
were transferred to Inventories as these projects and licenses are being developed for sale and not for its use by Martifer.
22. TRADE AND OTHER RECEIVABLES
The detail of the caption ‘trade and other receivables’, for the periods ended at 30 September 2013 and 31 December 2012 is as
follows:
NON CURRENT
CURRENT
30 SEPTEMBER 2013
31 DECEMBER 2012
30 SEPTEMBER 2013
31 DECEMBER 2012
31,254,896
31,254,896
31,505,073
31,505,073
157,511,486
2,260,219
19,115,837
178,887,542
146,320,356
3,930,470
18,468,425
168,719,251
80,582,451
2,742
7,873,697
88,458,890
100,321,045
4,847
8,465,440
108,791,332
14,055,037
11,441,500
29,908,564
55,405,101
15,764,687
11,284,325
43,002,651
70,051,663
119,713,786
140,296,405
234,292,642
238,770,915
Cost:
Trade receivables:
Trade receivables
Notes receivables
Doubtful trade receivables
Other receivables:
Related companies
Advances to suppliers
Others
PAGE 56
9M2013 REPORT
The caption of non-current ‘Trade receivables’ refers mainly to an amount to receive from an associate company, in the ‘Solar’
segment, which will be regularized as soon as this company obtains revenues from the sale of energy. This receivable amount
bears interests at the market rate.
At 30 September 2013 and 31 December 2012, impairment losses in accounts receivables are as follows:
NON CURRENT
30 SEPTEMBER 2013
CURRENT
31 DECEMBER 2012
30 SEPTEMBER 2013
31 DECEMBER 2012
Accumulated impairment losses:
Doubtful trade receivables
-
-
22,840,217
18,362,123
117,055
121,503
117,055
121,503
7,903,868
30,744,085
7,779,142
26,141,265
Carrying amount – trade receivables
31,254,896
31,505,073
156,047,325
150,357,128
Carrying amount - other receivables
88,341,835
108,669,829
47,501,233
62,272,521
119,596,731
140,174,902
203,548,557
212,629,650
Other receivables
Total
23. INCOME TAX AND CURRENT TAX ASSETS
At 30 September 2013 and 31 December 2012, current tax assets are as follows:
Income tax
Value added tax
Tax in other countries
Other taxes
Current tax assets
30 SEPTEMBER 2013
31 DECEMBER 2012
2,881,828
2,692,473
15,357,982
15,379,705
539,763
1,464,331
3,720,157
1,493,203
19,617,902
18,337,239
24. OTHER CURRENT ASSETS
At 30 September 2013 and 31 December 2012, the breakdown of the caption ‘Other current assets’ is as follows:
30 SEPTEMBER 2013
31 DECEMBER 2012
Cost
131,026,100
123,070,681
Impairment losses
(7,127,929)
123,898,171
(5,477,871)
117,592,810
Accrued income:
Construction contracts
Carrying amount
Interest to be received
1,166,293
46,391
Other accrued income
2,793,112
3,427,374
127,857,576
121,066,575
Insurances
809,976
1,505,437
Financial expenses
633,045
727,703
Rents
560,525
892,716
Prepayments:
Other prepayments
Other (current) financial assets
9M2013 REPORT
1,102,347
905,635
3,105,893
4,031,492
308,178
620,583
131,271,647
125,718,650
PAGE 57
25. CASH AND CASH EQUIVALENTS
The ‘Cash and cash equivalents’ caption can be analysed as follows:
Cash and cash equivalents:
Bank deposits
Cash
30 SEPTEMBER
2013
31 DECEMBER
2012
25,550,401
176,862
25,727,263
37,585,387
439,182
38,024,569
This caption includes cash on hand and in banks, maturing in no less than 3 months, which are subject to insignificant risk of change
in value. At 30 September 2013 and 31 December 2012, no restrictions exist to the usage of the amounts recorded in the caption
‘Cash and cash equivalents’.
26. ASSETS HELD FOR SALE
In December 2012, after the decision of closing the facility of Poland, an active plan for selling of lands and building of Martifer
Polska, Sp. Zo.o, in ‘Metallic Construction’ segment, has started. Additionally, there are negotiations under way for the sale of real
estate project of Szczecin (Poland), previously classified as investment property, for which the sale is highly probable.
At the end of first half 2013, Martifer Renováveis Geração de Energia e Participações S.A., controlled at 55% by Martifer Renewables
SGPS assigned a sale and purchase agreement of 100%, depending on the fulfilment of several conditions, of the company Rosa
dos Ventos Geração e comercialização de Energias, S.A. (Rosa dos Ventos), which has the operation of wind farms (i) Canoa
Quebrada (ii) Lagoa do Mato with a capacity of 10.5MW and 3.2MW, respectively.
In accordance with IFRS 5, the assets of Poland, as well as the assets and liabilities related to Rosa dos Ventos, were classified as
‘Assets held for sale’ and ‘Liabilities associated with Assets held for sale’, respectively.
The breakdown of assets and liabilities of the business unit held for sale at 30 September 2013 is as follows:
30 SEPTEMBER 2013
Tangible Assets
22,992,660
Investment properties
4,911,257
Available for sale investments
1,421,594
Trade receivables
657,261
Other receivables
1,099,983
Current tax assets
3,279
Other current assets
253,231
Cash and cash equivalents
909,780
Derivatives
Total assets held for sale
Non-controlling interests attributable to Assets held for sale
Non-current liabilities
Borrowings
32,249,046
2,883,401
11,834,388
Trade payables
888
Other payables
197,486
Current tax liabilities
28,220
Other current liabilities
18,984
Derivatives
Liabilities related to Assets held for sale
12,079,967
Assets net of liabilities and Non-controlling interests related to Assets held for sale
17,285,678
PAGE 58
9M2013 REPORT
27. SHARE CAPITAL, TREASURY SHARES AND NON-CONTROLLING
INTERESTS
Share capital
Martifer SGPS, SA share capital, fully subscribed and paid at 30 September 2013, amounts to Euro 50,000,000 and it is
represented by 100,000,000 bearer shares with a nominal value of 50 cents each. All shares have the same rights, including one
vote per share. During first nine months of 2013 and 2012, no movements occurred in the number of shares of the Group.
During first nine months of 2013, Martifer SGPS, S.A. did not acquire any shares (2012: 402,819 treasury shares were acquired).
After these acquisitions, the Group held 2,215,910 treasury shares, corresponding to 2.22% of its capital.
At 30 September 2013, the share capital of Martifer SGPS, S.A. was held in 42.7% by I’M SGPS, S.A., 37.5% by Mota-Engil SGPS,
S.A., and 2.22% are treasury shares. The remaining 17.58% represents free-float listed in Euronext Lisbon.
Non-controlling interests
Movements in the non-controlling interests are as follows:
30 SEPTEMBER 2013
30 SEPTEMBER 2012
50,975,912
1,468,120
(123,481)
-
31,783,623
2,376,530
1,167,021
32,400
(75,672)
745,119
-
47,764
18,029,961
15,132
(2,883,401)
50,106,597
53,452,432
Opening balance
Net profit of the year
Other changes in equity of subsidiaries
Increase in the share capital of subsidiaries
Changes in the consolidation perimeter
Transactions with non-controlling interests
Others
Reclassification to attributable to Assets held for sale
The most significant value is related with non controlling interests of Martifer Solar, S.A., amounted in to Euro 34.2 million.
28. BORROWINGS
At 30 September 2013 and 31 December 2012, borrowings can be analysed as follows:
31 DECEMBER 2012
Financial institutions borrowings:
Bank loans
Bank overdrafts
Authorized overdrafts
Other borrowings:
Commercial paper
Other borrowings
30 SEPTEMBER 2013
Financial institutions borrowings:
Bank loans
Bank overdrafts
Authorized overdrafts
Other borrowings:
Commercial paper
Other borrowings
9M2013 REPORT
UNTIL 1 YEAR
BETWEEN 1
AND 3 YEARS
BETWEEN 3
AND 5 YEARS
MORE THAN 5
YEARS
TOTAL
81,687,445
15,460,101
67,783,191
70,074,451
1,850,466
4,533,333
36,686,840
1,200,000
19,565,015
600,000
208,013,751
17,310,567
74,116,524
59,200,000
4,900,095
229,030,832
5,450,000
4,575,550
86,483,800
11,500,000
3,708,697
53,095,537
2,500,000
2,656,515
25,321,530
78,650,000
15,840,857
393,931,699
UNTIL 1 YEAR
BETWEEN 1 AND
3 YEARS
BETWEEN 3 AND
5 YEARS
MORE THAN 5
YEARS
TOTAL
65,897,003
66,147,545
75,454,962
57,617,488
-
38,530,196
-
14,677,417
-
176,722,105
66,147,545
75,454,962
8,000,000
44,754,362
260,253,872
3,000,000
2,493,369
63,110,857
4,000,000
1,470,489
44,000,685
2,656,515
17,333,932
15,000,000
51,374,735
384,699,347
PAGE 59
The short term amounts considered above, at 30 September 2013, do not take into account the renegotiation of the financial debt
approved in this period that is going to be signed during November. This process results in a reduction of short term debt of
approximately 30%.
At 30 September 2013, the Group’s net debt amounts Euro 377,911,526. The net debt calculation, includes, besides the borrowings
mentioned above, the ‘finance leases’ (Euro 18,972,616), ‘derivatives’ (Euro 33,175) and ‘cash and cash equivalents’ (Euro 25,727,263).
29. TRADE PAYABLES AND OTHER PAYABLES
At 30 September 2013 and 31 December 2012, trade payables and other payables can be analysed as follows:
NON CURRENT
Trade payables
Fixed assets suppliers
Related companies and other shareholders
Advanced payments received from customers
Other creditors
Other payables
Total
CURRENT
30 SEPTEMBER
2013
31 DECEMBER
2012
30 SEPTEMBER
2013
31 DECEMBER
2012
11,710,449
12,239,542
136,082,206
165,013,219
8,942,481
9,046,499
838,883
3,605,695
840,425
2,378,317
1,655,725
10,598,206
22,308,655
387,403
395,101
9,829,003
22,068,545
13,067,350
10,542,786
28,054,714
164,136,920
11,316,045
35,966,130
50,500,917
215,514,136
The balance of non-current ‘Trade payables’ is related, mainly, with retentions in works performed by external parties, which will be
released after the period of guarantee.
At 30 September 2013 and 31 December 2012, the non-current balances due to related companies and other shareholders refer to loans
obtained from companies consolidated by the proportionate method, which bear interest at Euribor 3M increased by a 6.75% spread.
30. PROVISIONS
The information related with ‘Provisions’ as of 30 September 2013 and 31 December 2012 can be detailed as follows:
30 SEPTEMBER 2013
31 DECEMBER 2012
3,224,255
1,506,447
5,570,803
6,597,135
16,898,640
3,176,336
604,844
4,498,385
4,241,128
12,520,693
Quality guarantees
Legal claims in progress
Provisions arising from the use of the equity method
Others
The change in the Provisions, compared with 31 December 2012, is as follows:
OPENING
BALANCE
Quality guarantees
Legal claims in progress
Provisions arising from the use
of the equity method
Others
PAGE 60
CHANGE OF CONSOLIDATION
PERIMETER, EXCHANGE RATE
DIFFERENCES, TRANSFERS
CLOSING
BALANCE
-
16,383
3,224,254
-
(295,413)
1,506,447
-
-
386,615
5,570,803
(540,745)
(737,340)
(867,382)
(867,382)
946,904
1,054,489
6,597,136
16,898,640
ADDITIONS
DEDUCTIONS
APPLICATIONS
3,176,336
228,130
(196,595)
604,844
1,197,016
-
4,498,385
685,803
4,241,128
12,520,693
2,817,231
4,928,180
9M2013 REPORT
31. INCOME TAX AND CURRENT TAX LIABILITIES
At 30 September 2013 and 31 December 2012, ‘Income Tax’ and ‘Current tax liabilities’ are made up as follows:
30 SEPTEMBER 2013
31 DECEMBER 2013
Income Tax
4,646,293
3,623,443
Value added tax
Social security contributions
Personnel income tax withheld
9,834,387
12,421,569
2,510,915
341,014
2,313,350
1,619,163
643,672
1,912,194
14,999,666
16,596,598
Other taxes
Tax in other countries
Current tax liabilities
32. OTHER CURRENT LIABILITIES
At 30 September 2013 and 31 December 2012, other current liabilities are made up as follows:
30 SEPTEMBER
2013
31 DECEMBER
2012
7,428,011
7,978,828
16,683,344
18,963,139
51,053,322
6,223,844
3,622,926
3,613,297
6,166,867
19,626,934
27,393,737
1,908,349
2,105,403
31,407,489
82,460,811
26,791,860
1,502,984
2,567,911
30,862,755
50,489,688
Accrued expenses
Holiday pay and bonuses
Interest borne but not yet overdue
Production performed by third parties not yet invoiced
Other accrued expenses
Deferred income
Production invoiced and not yet performed (related to construction contracts)
Subsidies / Government grants
Other deferred income
The caption "Other accrued expenses" includes supplies and services rendered up to September 30, 2013 whose invoices were
received after this date.
33. CONTINGENT LIABILITIES
There are no significant changes to the disclosed in the notes to the financial statements for the period ended December 31, 2012.
34. COMMITMENTS
The nature of the Group's commitments did not change in comparison with 31 December 2012.
9M2013 REPORT
PAGE 61
35. RELATED PARTIES
Group companies have commercial relationships between them that qualify as related parties transactions. All of these transactions
are performed on an arm’s length basis.
Therefore, all of these transactions have been eliminated, since the consolidated financial statements disclose information
regarding the holding company and its subsidiaries as a unique company.
The balances resulting from transactions performed with associate and jointly controlled companies, accounted through the equity
method, are not eliminated. The amount of the balances not eliminated is approximately Euro 94,000,000, with special regard to the
accounts receivable from Nutre and Prio Energy Groups which amount to Euro 59,500,000.
Besides current transactions, some relating to civil construction done with the Mota-Engil Group and others associated with real estate
management projects under way done by Estia Group, there are not any other significant balances and transactions performed with
related parties during the period ended 30 September 2013, that had affected significantly the financial position or performance of the Group.
36. SUBSEQUENT EVENTS
Martifer Group, through its subsidiaries Navalria and Martifer Energy Systems, was the only company admitted in the tender for the
sub-concession of the lands and infrastructures of Viana do Castelo’s Naval Shipyard.
37. APPROVAL OF THE FINANCIAL STATEMENTS
th
The accompanying consolidated financial statements were approved by the Board of Directors on 14 November 2013.
PAGE 62
9M2013 REPORT
38. EXPLANATION ADDED FOR TRANSLATION OF THE FINANCIAL
STATEMENTS
These financial statements are a translation of the consolidated financial statements originally issued in Portuguese in accordance with the
International Financial Reporting Standards as adopted by European Union. In the event of discrepancies, the Portuguese version prevails.
th
Oliveira de Frades, 14 November 2013
The Chief Accountant
_________________________________
Isabel Cristina Loureiro Silva
The Board of Directors
__________________________________
Carlos Manuel Marques Martins
__________________________________
Jorge Alberto Marques Martins
__________________________________
Mário Rui Rodrigues Matias
__________________________________
Arnaldo José Nunes da Costa Figueiredo
__________________________________
Luís Filipe Cardoso da Silva
__________________________________
Luís Valadares Tavares
__________________________________
Jorge Bento Ribeiro Barbosa Farinha
9M2013 REPORT
PAGE 63