CAMPOFRÍO FOOD GROUP, S.A. AND SUBSIDIARIES

Transcription

1 CAMPOFRÍO FOOD GROUP, S.A. AND SUBSIDIARIES Unaudited Interim Condensed Consolidated Financial Statements for the six-month period ended June 30, 2012, prepared in accordance with International Accounting Standard (IAS) 34, Interim Financial Reporting

2 CAMPOFRÍO FOOD GROUP, S.A. AND SUBSIDIARIES CONTENTS INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS Interim consolidated statement of financial position Interim consolidated income statement Interim consolidated statement of comprehensive income Interim consolidated statement of changes in equity Interim consolidated statement of cash flows Notes to the interim condensed consolidated financial statements Appendices: I: Group companies INTERIM CONSOLIDATED MANAGEMENT REPORT

3 CAMPOFRÍO FOOD GROUP, S.A. AND SUBSIDIARIES Interim consolidated statement of financial position at June 30, 2012 and December 31, 2011 () Assets Note Equity and Liabilities Note (Unaudited) Restated (Unaudited) Restated (Audited) (Audited) Property, plant and equipment 6 568, ,938 Issued capital 102, ,221 Goodwill 7 456, ,369 Share premium 411, ,129 Other intangible assets 8 264, ,687 Other reserves 76, ,972 Non-current financial assets 13,647 4,901 Translation differences 4,778 3,672 Investments accounted under the equity method 9 28,247 28,972 Treasury shares (15,503) (14,338) Deferred tax assets , ,653 Profit (loss) attributable to equity holders of the parent 957 (54,248) Non-current assets 1,452,161 1,449,520 Equity , ,408 Inventories , ,941 Debentures , ,394 Trade and other receivables , ,283 Interest-bearing loans and borrowings 16 90,512 90,409 Other current financial assets Other financial liabilities 17 4,382 3,314 Other current assets 6,742 7,335 Deferred tax liabilities , ,597 Cash and cash equivalents , ,274 Other non-current liabilities 18 16,151 17,643 Provisions , ,854 Current assets 686, ,757 Non-current liabilities 877, ,211 Debentures 15 6,875 6,875 Assets classified as held for sale and Interest-bearing loans and borrowings 16 29,408 26,257 discontinued operations 13 4,652 75,428 Trade and other payables , ,992 Other financial liabilities 22 6,441 2,760 Income tax payable 26 3,970 7,989 Provisions 19 31,463 39,942 Other current liabilities 21 56,240 71,074 Current liabilities 684, ,889 Liabilities classified as held for sale and discontinued operations ,197 Total liabilities 1,562,774 1,665,297 TOTAL ASSETS 2,142,886 2,244,705 TOTAL EQUITY AND LIABILITIES 2,142,886 2,244,705 1

4 CAMPOFRÍO FOOD GROUP, S.A. AND SUBSIDIARIES Interim consolidated income statement for the six-month periods ended June 30, 2012 and June 30, 2011 () Note Restated (Unaudited) (Unaudited) Operating revenues Net sales and services 4 910, ,880 Increase in inventories of finished goods and work in progress 23,668 22,821 Capitalized expenses of Company work on assets 3,544 1,930 Other operating revenues 4,851 4, , ,405 Operating expenses Consumption of goods and other external charges (516,733) (466,409) Employee benefits expense (175,053) (165,158) Depreciation and amortization 6 & 8 (29,995) (27,478) Changes in trade provisions (937) (1,467) Other operating expenses (184,223) (160,507) (906,941) (821,019) CONSOLIDATED OPERATING PROFIT 35,485 43,386 Finance revenue Other interest and similar income 886 3,019 Exchange rate gains ,133 3,069 Finance costs Interest-bearing loans and borrowings (22,038) (21,563) Other finance costs (7,026) (6,472) Change in fair value of financial instruments - (57) Exchange losses (241) (56) (29,305) (28,148) NET FINANCE COST (28,172) (25,079) Share of profit (loss) of investments accounted for using the equity method (2,685) (1,940) Other results - - PROFIT BEFORE TAX 4 4,628 16,367 Income taxes 26 (756) (1,194) PROFIT FOR THE PERIOD FROM CONTINUING OPERATIONS 3,872 15,173 LOSS FOR THE PERIOD FROM DISCONTINUED OPERATIONS 13 (2,915) (11,677) PROFIT FOR THE PERIOD 957 3,496 Attributable to: Non-controlling interests - - Equity holders of the parent 957 3,496 Earnings per share for continuing operations: - basic, for profit for the year attributable to equity holders of the parent 0,039 0,151 - diluted, for profit for the year attributable to equity holders of the parent 0,039 0,151 Earnings per share: - basic, for profit for the year attributable to equity holders of the parent 0,010 0,035 - diluted, for profit for the year attributable to equity holders of the parent 0,010 0,035 2

5 CAMPOFRÍO FOOD GROUP, S.A. AND SUBSIDIARIES Interim consolidated statement of comprehensive income for the six-month periods ended June 30, 2012 and June 30, 2011 () Note (Unaudited) (Unaudited) CONSOLIDATED PROFIT FOR THE PERIOD 957 3,496 Exchange differences on translation of foreign operations 1,106 (522) Gains (losses) on cash flow hedges 30 (294) 286 Corporate income tax 123 (100) (171) 186 OTHER COMPREHENSIVE INCOME FOR THE PERIOD - (336) TOTAL COMPREHENSIVE INCOME FOR THE PERIOD 1,892 3,160 Attributable to: Non-controlling interests - - Equity holders of the parent 1,892 3,160 3

6 CAMPOFRÍO FOOD GROUP, S.A. AND SUBSIDIARIES Interim consolidated statement of changes in equity for the six-month period ended June 30, 2012 () Equity attributable to equity holders of the parent Issued capital (Note 14) Share premium Other reserves Translation differences Profit for the period attributable to equity holders of the parent Treasury shares (Note 14) Total Noncontrolling interest Total equity Balance at December 31, 2011 (Restated) 102, , ,972 3,672 (54,248) (14,338) 579, ,408 Profit for the period Other comprehensive income for the period - - (171) 1, Total comprehensive income for the period - - (171) 1, ,892-1,892 Distribution of 2011 profit: - - (54,248) - 54, Dividends paid Other changes in equity Transactions with treasury shares (net) - - (60) - - (1,165) (1,225) - (1,225) Balance at June 30, 2012 (Unaudited) 102, ,129 76,530 4, (15,503) 580, ,112 4

7 CAMPOFRÍO FOOD GROUP, S.A. AND SUBSIDIARIES Interim consolidated statement of changes in equity for the six-month period ended June 30, 2011 () Issued capital (Note 14) Share premium Equity attributable to equity holders of the parent Profit for the period attributable to equity Treasury Other Translation holders of shares reserves differences the parent (Note 14) Total Noncontrolling interest Total equity Balance at December 31, 2010 (Audited) 102, , , ,048 (12,107) 644, ,261 Profit for the period ,496-3,496-3,496 Other comprehensive income for the period (522) - - (336) - (336) Total comprehensive income for the period (522) 3,496-3,160-3,160 Distribution of 2010 profit: To voluntary reserves ,799 - (17,799) To reserves at consolidated companies ,249 - (22,249) Dividends paid - - (10,222) (10,222) - (10,222) Other changes in equity Transactions with treasury shares (net) Balance at June 30, 2012 (Unaudited) 102, , , ,496 (12,106) 637, ,510 5

8 CAMPOFRÍO FOOD GROUP, S.A. AND SUBSIDIARIES Interim consolidated statement of cash flows for the six-month periods ended June 30, 2012 and June 30, 2011 () Note (Restated) (Unaudited) (Unaudited) Profit before tax from continuing operations 4,628 16,367 Loss before tax from discontinued operations (2,562) (11,279) Depreciation/amortization of assets 6 & 8 30,724 31,011 Impairment of assets - - Financial results 28,302 25,762 Investments accounted for under the equity method 2,685 1,940 Government grants (1,359) (1,483) Adjustment to reconcile profit before tax to net cash flows 4,701 4,198 Operating profit before changes in working capital 67,119 66,516 Changes in working capital (2,622) 28,991 Cash flows from operating activities 64,497 95,507 Net interest payment (26,640) (23,737) Provision and pensions payment (15,000) (4,186) Income tax paid (6,132) (5,372) Receipt of government grants and other compensations - 4,280 Net cash flows from operating activities 16,725 66,492 Purchase of property, plant and equipment and other intangible assets (22,611) (22,482) Proceeds from sale of property, plant and equipment Investments in group companies 7 (1,970) (28,741) Proceeds from other assets 22-3,878 Purchase of other financial assets - (645) Net cash flows used in investing activities (23,811) (47,654) Long-term proceeds from borrowings 16 - (25,530) Short-term changes in current financial debt 5,221 (37,413) Purchase of treasury shares (1,224) 16 Financial assets investments - (338) Acquisitions of minority interests - (5,755) Net cash flows used in financing activities 3,997 (69,020) Net variation in cash and cash equivalents (3,089) (50,182) Cash and cash equivalents at January 1 139, ,274 Cash and cash equivalents at June , ,092 (3,089) (50,182) 6

9 CAMPOFRÍO FOOD GROUP, S.A. AND SUBSIDIARIES Notes to the Interim Condensed Consolidated Financial Statements for the six-month period ended June 30, CORPORATE INFORMATION Campofrío Food Group, S.A. (the parent), with registered office at Avda. de Europa, 24, Parque Empresarial la Moraleja in Alcobendas (Madrid), was incorporated as a limited company in Spain on September 1, 1944, under the registered name Conservera Campofrío, S.A. On June 26, 1996 the Company s name was changed to Campofrío Food Group, S.A. and on December 30, 2008, it was changed to its current name, Campofrío Food Group, S.A. Campofrío Food Group, S.A. (hereinafter the Group or Campofrío Food Group) is the parent of a Group of companies consolidated under the full and equity consolidation methods. Appendix I provides the breakdown of the companies included in the Group consolidation scope, along with their activities, registered addresses and the percentage of ownership. The principal activity of the parent and the Group companies are to manufacture, sell and distribute processed and canned meat and derivatives from pork and beef and other food products. The Group operates throughout Spain from factories in Burgos, Villaverde (Madrid), Torrijos (Toledo), Ólvega (Soria), Torrente (Valencia) and Trujillo (Cáceres) and through its subsidiaries in France, Belgium, the Netherlands, Portugal, Germany, Italy, United Kingdom, USA and Romania. 2. BASIS OF PRESENTATION AND COMPARABILITY OF THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS a) Basis of presentation The directors of the parent have prepared the interim condensed consolidated financial statements for the six-month period ended June 30, 2012 in accordance with International Accounting Standard (IAS) 34, Interim Financial Reporting as adopted by the European Union in conformity with article 12 of Royal Decree 1362/2007. The interim condensed consolidated financial statements for the six-month period ended June 30, 2012 do not include all the information and disclosures required for complete consolidated financial statements prepared in accordance with International Financial Reporting Standards, as adopted by the European Union, and therefore the accompanying interim condensed consolidated financial statements should be read in conjunction with the Group s consolidated financial statements for the year ended December 31, In addition, these interim condensed consolidated financial statements have been prepared from the accounting records of the parent and its subsidiaries, applying all required accounting principles and standards and measurement bases which have a significant effect on the interim condensed consolidated financial statements, as well as allowable alternatives, which have been specified in the condensed explanatory notes. The figures contained in the documents which make up the interim condensed consolidated financial statements are expressed in thousands of euros, unless otherwise indicated. 7

10 b) Comparison of information For comparative purposes, the figures contained in the interim condensed consolidated financial statements for the six-month period ended June 30, 2012 are presented together with the figures from the consolidated statement of financial position for 2011, whereas the comparative figures from the consolidated income statement, consolidated statement of comprehensive income, the consolidated statement of changes in equity and the consolidated statement of cash-flows are presented with the figures from the same interim period of the previous year. In addition, the condensed explanatory notes relating to the interim consolidated statement of financial position include comparative figures from However, the condensed explanatory notes relating to interim consolidated income statement items include comparative figures from the same interim period of the previous year. The condensed explanatory notes which provide figures relating to movements in balances of interim consolidated statement of financial position headings include comparative figures for the same six-month interim period of the previous year. As explained in Note 13, at December 31, 2011 the Group's parent classified all its assets and liabilities related to the cooked ham business in France, run by the French subsidiary Jean Caby SAS, as non-current assets and liabilities held for sale, following its decision to discontinue this activity and actively engage in its sale, which finally was carried out in March The parent also decided to suspend its pig breeding and fattening activity in Spain, carried out by the subsidiary La Montanera S.A. In compliance with IFRS 5, the results from the activity of both companies for the six-month period ended June 30, 2012 have been reclassified to Net loss for the period from discontinued operations". The separate income statement for the six-month period ended June 30, 2011 has also been restated to reflect this same reclassification. Moreover, on April 4, 2011, the Italian Cesare Fiorucci S.p.A. was purchased which controls and is the Parent of several companies (jointly called "the Cesare Fiorucci Group ). This business combination was provisionally recognized in the consolidated financial statements for the year ended December 31, However, in the accompanying interim consolidated financial statements, the assets and liabilities from the acquired business have been recognized definitively at their fair value. Consequently, the amounts at December 31, 2011 have been restated in the accompanying interim consolidated statement of financial position. The items affected by this restatement are disclosed in Note 7. c) Accounting policies The accompanying interim condensed consolidated financial statements for the six-month period ended June 30, 2012 consist of the interim consolidated statement of financial position, the interim consolidated income statement, the interim consolidated statement of comprehensive income, the interim consolidated statement of changes in equity, the interim consolidated statement of cash flows and the notes, which form an integral part of the interim condensed consolidated financial statements. These condensed interim consolidated financial statements are presented in accordance with historical cost principles except for financial instruments held for trading and available-for-sale financial assets that have been measured at fair value. Accounting policies have been applied consistently by all group companies. 8

11 c.1) Standards and interpretations adopted by the European Union applicable in this period The accounting policies adopted in the preparation of the interim condensed consolidated financial statements for the six-month period ended June 30, 2012 are consistent with those followed in the preparation of the Group s annual financial statements for the year ended December 31, 2011, except for the following amendments and interpretations: Amendment to IFRS 7 Disclosures Transfers of financial assets : Effective from years beginning July 1, Adopting this amendment had no significant impact on the interim condensed consolidates financial statements for the six-month period ended June 30, c.2) Standards and interpretations issued by the IASB and approved by the European Union, but not applicable in this period At the date of publication of these interim condensed consolidated financial statements, the following IFRSs and amendments had been issued by the IASB but were neither mandatory nor approved by the European Union: Amendment to IAS 1 "Presentation of Items of Other Comprehensive Income": Effective from years beginning, July 1, IAS 19 (revised) "Employee Benefits": Effective from years beginning, January 1, The Group is currently analyzing the impact of applying these standards and amendments. c.3) Standards and interpretations issued by the IASB and in force and not yet approved by the European Union At the date of publication of these consolidated financial statements, the following amendment had been published by the IASB, was mandatory under IASB requirements and had not yet been endorsed by the European Union: Amendment to IAS 12 Deferred taxes Recovery of underlying assets : Effective from years beginning January 1, The Group is currently analyzing the impact of applying this amendment. c.4) Standards and interpretations issued by the IASB and not yet approved by the European Union At the date of publication of these consolidated financial statements, the following new and amended standards had been published by the IASB but were not mandatory and had yet to be endorsed by the European Union: IFRS 9 "Financial Instruments": Effective from years beginning January 1, IFRS 10 "Consolidated Financial Statements": Effective from years beginning January 1, IFRS 11 Joint Agreements : Effective from years beginning January 1, IFRS 12 "Disclosure of Interests in Other Entities": Effective from years beginning January 1, IFRS 13 "Fair Value Measurement": Effective from years beginning January 1, Amendment to IAS 27: "Separate financial statements": Effective from years beginning January 1,

12 Amendment to IAS 28: "Investments in Associates and Joint Ventures": Effective from years beginning January 1, IFRIC 20 "Stripping Costs in the Production Phase of a Surface Mine." Effective from years beginning January 1, Amendments to IAS 32 "Offsetting Financial Assets and Financial Liabilities": Effective from years beginning January 1, Amendments to IFRS 7 "Disclosures Offsetting Financial Assets and Financial Liabilities": Effective from years beginning January 1, IFRS improvements: Effective from years beginning January 1, The Group is currently analyzing the impact of applying these standards and amendments. d) Responsibility for information and estimates The information contained in the interim condensed consolidated financial statements is the responsibility of the directors of the Parent. The preparation of the interim condensed consolidated financial statements under EU-IFRS requires management to make judgments, estimates and assumptions that affect the application of accounting policies and the amounts of assets, liabilities, income and expenses and the disclosure of contingent liabilities at the reporting date. The related estimates and assumptions are consistent with those used by the parent s directors in the preparation of the 2011 consolidated financial statements which were described in the notes to the 2011 consolidated financial statements. e) Basis of consolidation The interim condensed consolidated financial statements encompass the interim financial statements of Campofrío Food Group, S.A. and subsidiaries. The interim financial statements of subsidiaries have been prepared for the same accounting period as for the parent using the same accounting standards. Any restatements necessary due to differences in accounting criteria have been made. The information of subsidiaries and associates is given in accompanying Appendix 1 (Breakdown of Group Companies), which is an integral part of this note. The consolidation bases used in the preparation of these interim condensed consolidated financial statements are consistent with those used in the preparation of the 2011 consolidated financial statements which were described in the notes to 2011 consolidated financial statements. f) Changes in consolidation perimeter The following changes were made in the six-month period ended June 30, 2012: - In March 2012, the Group reached an agreement with the investment group Foxlease Food to set up a Join Venture. In virtue of this transaction, a capital increase in the company Financiére de la Charcuterie JV, SL was approved raising the share capital to 4 million shares at 1 euro nominal value each, of which the Group contributes 49% and the investment group Foxlease Food contributes the remaining 51%. Furthermore, the Group contributions consist of cooked ham business activities in France through the company Jean Caby, SAS. Based on the agreements formalized between the shareholders, Jean Caby, SAS is accounted for using the equity method. 10

13 The following changes were made in the six-month period ended June 30, 2011: - On April 4, 2011, once the Competition Authorities granted their approval and the agreed suspensive conditions were met, the acquisition of the Cesare Fiorucci Group was formalized. This Group complying the following companies: Cesare Fiorucci, S.p.A., Fiorucci Foodservices, S.r.l., Fiorucci Foods, Inc., Fiorucci UK, Ltd., Fiorucci S.A.M., Luigi Ugolotti, S.r.l., Fiorucci Deutsland GMBH, Cucina Facile, S.r.l., Sapori d Abruzzo and Nuova Mondial, S.p.A. ( See note 9) - During 2011, Tenki International Holding, B.V. and Euragral, B.V. were liquidated. - On June 29, 2011 Degaro S.R.L. Tulcea was sold (Note 13) 3. SEASONALITY OF OPERATIONS Due to the seasonal nature of the Group's operations, higher revenues and profit are expected in the second half of the year. Higher sales in the last quarter of the year are principally due to the increase in demand for the Group's products during the Christmas holiday season. 4. SEGMENT INFORMATION As regards segment reporting, the Group is organized into the following operating segments: - Southern Europe: Includes operating activities managed in Spain, Portugal and Italy. - Northern Europe: Includes operating activities managed primarily in France, Belgium, the Netherlands and Germany. - Other: This mainly includes corporate activities, as well as operational activities in the United States and Romania. The Group made this classification based on the following factors: - Group management policy. - Similar economic features of the businesses. The Group classified the products producing ordinary income within its operating segments in the following categories: - Short cycle products: Includes processed meat products such as sausage, cooked ham, bacon and other innovative products, all based on the Group s guiding principle of Health, Flavor and Convenience. These products combine a global vision with adaptation to local specificities and customs in the countries where the Group operates. These types of products are included in all of the Group's operating segments. 11

14 - Long cycle products: This category includes mainly cured ham, adapted to various local characteristics in Spain, with varieties ranging from white bodega-style cured ham to the excellence of acorn-cured ham including the highly selective Lampriño brand cured hams, as well the excellence of French and Italian cured hams. Group management monitors operating results from operating segments separately for the purpose of making decisions related to resource distribution and the evaluation of profits and performance. The evaluation of operating segments is based on operating profits. The following tables present interim consolidated income statement information regarding the Group s operating segments for the six-month periods ended June 30, 2012 and 2011 (thousand euros): Six-month period ended June 30, 2012 (Unaudited) Southern Europe Northern Europe Continuing operations Other Adjustments and eliminations Total Discontinued Operations Total Revenue Sales to external customers 501, ,303 24, ,363 39, ,616 Inter-segment sales (1) 31,140 4,054 - (35,194) , ,357 24,520 (35,194) 910,363 39, ,616 Profit (Loss) Segment profit/(loss) before tax (11,151) 15, (2,563) 2,065 Six-month period ended June 30, 2011 Restated (Unaudited) Southern Europe Northern Europe Continuing operations Other Adjustments and eliminations Total Discontinued Operations Total Revenue Sales to external customers 450, ,769 9, , , ,577 Inter-segment sales (1) 10,090 1,594 - (11,684) , ,363 9,286 (11,684) 834, , ,577 Profit (Loss) Segment profit/(loss) before tax (3,657) 24,791 (4,767) - 16,638 (11,280) 5,088 (1) Inter-segment revenues are eliminated on consolidation There were no external customers in the six-month periods ended June 30, 2012 and 2011 with which the Group conducted transactions that represented 10% or more of its operating revenue. The following table provides a breakdown of assets relating to the Group s business segments at June 30, 2012 and December 31, 2011 (thousand euros): Southern Europe Continuing operations Northern Europe Other Total Discontinued Operations Total Assets At June 30, ,343, , ,247 2,138,234 4,652 2,142,886 At December 31, ,370, , ,460 2,169,277 75,428 2,244,705 12

15 5. DIVIDENDS PAID AND PROPOSED In their general meeting held on June 28, 2011, the shareholders agreed, inter alia, to distribute an extraordinary cash dividend amounting to 10,222,082 euros (0.10 euros per share), to be charged against results for the year and subject to any adjustment required for the increase in the amount attributable to any treasury shares held. On July 7, 2011, this dividend was fully paid. During the six-month period ended June 20, 2012 no dividends were proposed or distributed. 6. PROPERTY, PLANT AND EQUIPMENT During the six-month period ended June 30, 2012 investments were made in property, plant and equipment amounting to 16,672 thousand euros (six-month period ended June 30, 2011: 15,498 thousand euros) and net disposals totaled 249 thousand euros (six-month period ended June 30, 2011: 213 thousand euros). At June 30, 2012, no additions to the consolidation scope were recognized (six-month period ended June 30, 2011: 104,914 thousand euros). In addition, there were not transfers to Assets classified as held for sale and from discontinued operations (six-month period ended June 30, 2011: nil). Depreciation for the six-month period ended June 30, 2012 amounted to 28,196 thousand euros (sixmonth period ended June 30, 2011: 29,026 thousand euro). At June 30, 2012 property, plant and equipment is presented net of impairment of 20,184 thousand euros (December 31, 2011: 20,295 thousand euros). 7. GOODWILL AND BUSINESS COMBINATIONS Goodwill The breakdown of goodwill by Cash-Generating Unit or group of cash-generating units to which goodwill is allocated for the six-month periods ended June 30, 2012 and 2011 is as follows: Restated (Unaudited) (Audited) Portugal 28,847 28,847 Spain 287, ,537 France Belgium 98,463 98,463 Netherlands 14,289 14,289 Germany 7,659 7,659 Fiorucci 12,298 12,298 USA 6,758 6, , ,369 13

16 On April 4, 2011 the Italian Cesare Fiorucci Group was purchased. Initial accounting of this at December 31, 2011 was provisional, because at this time the Group was engaged in a valuation process of certain Fiorucci Group assets. As a result, at December 31, ,661 thousand euros in provisional goodwill were recognized. The Parent obtained additional information this year pertaining to the determination of the fair value for assets and liabilities acquired, proceeding to recognize the definitive fair values which did not differ from the amounts recognized at December 31, 2011, with the mainly exception of the deferred tax assets which are lower by 3,564 thousand euros. Consequently, the final goodwill recognized in the transaction amounted to 37, 225 thousand euros, attributable to the following cash generating units (18,938 thousand euros), Italy (12,298 thousand euros) and USA (5,989 thousand euros). Parent management assesses goodwill and assets with indefinite useful lives for any excess of cost over recoverable amount. This assessment is carried out for each of the cash-generating units to which the goodwill or the assets with indefinite useful lives is allocated. The recoverable amount is the price at which the cash-generating units could be sold to independent parties less any related transaction costs provided fair value can be estimated reliably. When fair value cannot be estimated reliably or there is indication of an impairment loss, the carrying amount of the cash-generating units is compared to the value in use obtained from discounted cash flow analysis. For all the cash-generating units these calculations are made using cash flow projections for the cashgenerating units based on current operating results and business plans covering a five-year period. The main assumptions used in these calculations were disclosed in the notes to the 2011 consolidated financial statements. According to the judgments and estimates made by the parent s directors, the expected future cash flows attributable to each cash-generating units or groups of cash-generating units to which goodwill is allocated indicate that the carrying amount of each goodwill allocated at December 31, 2011 and June 30, 2012 may be recovered. In addition, a sensitivity analysis is performed for all goodwill, especially to the discount and terminal growth rates used, in order to ensure that any changes in these estimates do not affect the recoverability of the goodwill recognized. At June 30, 2012 there were no significant changes in respect of the sensitivity analysis performed at December 31, 2011, the disclosure of which can be found in the notes to the 2011 consolidated financial statements. Business combinations a) For the six-month period ended June 30, 2012: No business combinations occurred in the six-month period ended June 30, b) For the six-month period ended June 30, 2011: On January 13, 2011, the Parent signed a share purchase-sale agreement with the entities holding 100% of the share capital of the Italian company Cesare Fiorucci S.p.A, which is the parent of several companies, all of which make up the "Cesare Fiorucci Group". The transaction was subject to meeting certain suspensive conditions, which included, amongst others, approval or failure to oppose the agreement by the Competition Authorities. Finally, on April 4, 2011, the transaction between the parties was finalized, once the approval of the Competition Authorities had been granted and the previously-agreed upon conditions had been met. Cesare Fiorucci leads the Italian meat processing sector, which will enable the Campofrío Food Group to rank in first-place position in Italy; it also incorporates a brand which is consolidated in other key countries, such as the United States of America and the United Kingdom, in which Fiorucci's market penetration is excellent. 14

17 As previously mentioned, the Parent obtained additional information this year pertaining to the determination of the fair value for assets and liabilities acquired, proceeding to recognize the definitive fair values which did not differ from the amounts recognized at December 31, 2011, with the exception of the deferred tax assets which are lower by 3,564 thousand euros. The fair value of the acquired assets and liabilities are therefore considered in this business combination as follows: Thousands of euros Fair value at the date of Assets acquisition Property, plant, and equipment 104,914 Other intangible assets 60,764 Deferred tax assets 8,318 Equity instruments 818 Non-current financial assets 47 Non-current assets 174,861 Inventories 52,125 Trade and other receivables 73,117 Other current financial assets 50 Other current assets 933 Cash and cash equivalents 16,254 Current assets 142,479 Total assets 317,34 Liabilities Provisions 13,825 Other non-current financial liabilities 165,332 Other non-current liabilities 273 Deferred tax liabilities 40,02 Non-current liabilities 219,45 Other current financial liabilities 5,986 Trade and other payables 84,268 Other current liabilities 4,186 Current liabilities 94,44 Total liabilities 313,89 Fair value of net assets acquired 3,45 Price paid 40,675 Goodwill 37,225 Net cash used in the transaction was as follows: Cash and cash equivalents acquired 16,259 Cash paid in the business combination (40,675) Net cash used (24,416) As of the acquisition date, ordinary income and results of the acquired company are included in the consolidated statement of comprehensive income. 15

18 On June 30, 2011, the acquired company contributed 61,227 thousand euros to consolidated turnover. Had the acquisition taken place on January 1, 2011, the amount of the contribution would have totaled 123,833 thousand euros. 8. OTHER INTANGIBLE ASSETS During the six-month period ended June 30, 2012 investments were made in intangible assets amounting to 5,896 thousand euros (six-month period ended June 30, 2011: 6,984 thousand euros) and no disposals have occurred (six-month period ended June 30, 2011: nil). At June 30, 2012, no additions to the consolidation scope were recognized (six-month period ended June 30, 2011: 60,764 thousand euros). In addition, during the six-month period ended June 30, 2012 no transfers to Assets classified as held for sale and from discontinued operations have occurred (six-month period ended June 30, 2011: nil). Depreciation for the six-month period ended June 30, 2012 amounted to 1,799 thousand euros (sixmonth period ended June 30, 2011: 1,985 thousand euros). 9. INVESTMENT ACCOUNTED UNDER THE EQUITY METHOD The breakdown of Investment accounted for using the equity method at June 30, 2012 and December 31, 2011 is as follows: Restated (Unaudited) (Unaudited) Cogeneradora Burgalesa, S.L Desarrollos Porcinos Castileon, S.L Caroli Foods Group BV (1) 26,483 27,208 Nuova Mundial, S.P.A Financière de la Charcuterie JV, S.L. (2) ,247 28,972 (1) It is the parent of Caroli Foods Group BV, Caroli Foods Group SRL, Caroli Prod 2000 SRL, Caroli Brands SRL and Tabco Campofrío S.A. (2) It is the parent of Financière de la Charcuterie S.L., Jean Caby Holding SAS and Jean Caby SAS In March 2012, the Group reached an agreement with the investment group Foxlease Food to set up a Join Venture. In virtue of this transaction, a capital increase in the company Financiére de la Charcuterie JV, SL was approved raising the share capital to 4 million shares at 1 euro nominal value each, of which the Group contributes 49% and the investment group Foxlease Food contributes the remaining 51%. Furthermore, the Group contributions consist of cooked ham business activities in France through the company Jean Caby, SAS. Based on the agreements formalized between the shareholders, Jean Caby, SAS is accounted for using the equity method. (See Note 13) The venturers will capitalize this according to their percentage participation, to a total of 6,000 thousand euros, of which, 2,000 thousand euros will be capitalized during the 18 months starting from the date of constitution, and 4,000 thousand euros will be capitalized exactly 5 years after the date of constitution. 16

19 Both, Campofrío Food Group and Foxlease Food may exercise purchase options if any of the parties fail to comply with the conditions established in the agreement. The compliance party has the right, not obligation, to exercise their right to purchase options to acquire new shares at lower than nominal value or the share market value. The joint venture exit process will be established in the fifth year. Any of the parties may exit the joint venture, which will lead to a sales process. Foxlease will have preference over the potential purchasers to make offers at market prices. The potential purchasers will not be able to make offers below 95% of the market price. 10. INVENTORIES The breakdown of Inventories at June 30, 2012 and December 31, 2011 is as follows: (Unaudited) (Audited) Goods for resale 1,971 2,002 Raw materials and other consumables 70,745 71,713 Work in progress 227, ,259 Finished goods 60,102 57,771 Provisions (4,044) (4,804) 355, , TRADE AND OTHER RECEIVABLES The breakdown of this heading at June 30, 2012 and December 31, 2011 is as follows: (Unaudited) (Audited) Trade receivables 151, ,324 Associates (Note 28) 5,179 1,382 Other accounts receivable 22,102 26,068 Tax receivables (Note 26) 27,972 36, , ,809 Provisions (19,806) (18,526) 186, ,283 a) Trade receivables At June 30, 2012 Trade receivables includes 1,797 thousand euros in bills discounted at banks pending maturity (December 31, 2011: 443 thousand euros). 17

20 Under certain non-recourse factoring agreements arranged with different Spanish financial entities, the Parent transferred receivables amounting to 96,185 thousand euros at June 30, 2012 (December 31, 2011: 78,936 thousand euros). In addition, various Group companies in France, Belgium, Portugal and Italy signed non-recourse factoring agreements with financial entities; the total transferred receivables amounted to 66,460 thousand euros at June 30, 2012 (December 31, 2011: 62,553 thousand euros). 12. CASH AND CASH EQUIVALENTS The breakdown of this heading at June 30, 2012 and December 31, 2011 is as follows: (Unaudited) (Audited) Assets acquired under repurchase agreements 53,015 82,194 Bank deposits 68,238 44,533 Cash at banks and in hand 15,075 11, , ,274 At June 30, 2012 and December 31, 2011, the balance of Assets acquired under repurchase agreements mainly includes investments with maturities of less than three months from the arrangement date. The average annual interest rate on these assets in the six-month period ended June 30, 2012 ranges from 0.15% to 4.35% (2011: from 0.85 to 4.35%). Bank deposits at June 30, 2012 and December 31, 2011 basically includes deposits at financial institutions which mature in three months from the date arranged. The average interest rate earned by the deposits in the six-month period ended June 30, 2012 is 1.39% (2011:1.12%). On the interim consolidated statement of cash flows, Cash and cash equivalents includes: (Unaudited) (Unaudited) Assets acquired under repurchase agreements 53,015 88,483 Bank deposits 68,238 14,794 Cash at banks and in hand 15,075 15, , ,079 Cash at banks and in hand from discontinued operations , ,092 18

21 13. NON-CURRENT ASSETS HELD FOR SALE AND DISCONTINUED OPERATIONS Changes in this heading for the interim periods ended June 30, 2011 and 2012 are as follows: a) For the six-month period ended June 30, 2011: In 2009, the Group reclassified one of the buildings of a subsidiary in Holland (Stegeman CV) under "Assets classified as held for sale" and transferring the 1,555 thousand euro net carrying amount of said assets, which did not vary significantly from the market value, from "Property, plant and equipment." In 2010 the Company reached an agreement to sell the building for 1,455 thousand euros. The transaction was formalized in March Consequently the disposal as assets classified as held for sale was made at June 30, In 2010, the parent decided to discontinue the breeding and fattening of pigs activities in Romania (carried out through the Romanian companies Total Meat Marketing S.R.L., Degaro S.R.L. Tulcea y S.C. Camporom Productie S.R.L.). On June 29, 2011 Degaro S.R.L. Tulcea was sold; therefore, all the related assets and liabilities were derecognized from the June 30, 2011 statement of financial position. b) For the six-month period ended June 30, 2012: At December 31, 2011, the Group's Parent classified all its assets and liabilities related to the cooked ham business in France, run by the French subsidiary Jean Caby SAS, as non-current assets and liabilities held for sale, following its decision to discontinue this activity and actively engage in its sale. The Group reached an agreement in March 2012 with FoxLease FOOD to set up a joint venture and include the Jean Caby SAS business in it, and therefore it has been integrated under the equity method from that date (see Note 9). In addition, during 2011, the parent decided to suspend the pig breeding and fattening activity in Spain, which was being carried out by the subsidiary La Montanera S.A. The results of the Group's business, classified as discontinued operations, for the six-month periods ended June 30, 2012 are as follows: Thousands of euros (Unaudited) Rumania Jean Caby (4) La Montanera TOTAL Net sales (1) - 43,981 1,494 45,475 Operating expenses (2) (20) (46,210) (1,409) (47,639) OPERATING PROFIT (20) (2,229) 85 (2,164) Finance revenue Finance costs (3) (223) (130) (1) (354) NET FINANCE COST (170) (130) - (300) Results proceeds from sale of property, plant and equipment - (99) - 99 PROFIT BEFORE TAX (190) (2,458) 85 (2,563) Income taxes 2 (331) (23) (352) PROFIT (LOSS) FOR THE YEAR FROM DISCONTINUED OPERATIONS (188) (2,789) 62 (2,915) (1) Reflects operating income from transactions with the Group amounting to 5,214 thousand euros. 19

22 (2) Reflects operating expenses for transactions with the Group amounting to 1,971 thousand euros. (3) Reflects finance costs for transactions with the Group amounting to 52 thousand euros. (4) Results were included up until March 12, 2012, on which date control was lost. The results of the Group's business, classified as discontinued operations, for the six-month periods ended June 30, 2011 are as follows: Thousands of euros (Unaudited) Rumania Jean Caby La Montanera TOTAL Net sales (1) ,994 4, ,750 Operating expenses (2) (560) (125,150) (4,448) (130,158) OPERATING PROFIT (95) (10,156) (157) (10,408) Finance revenue Finance costs (3) (416) (685) - (1,101) NET FINANCE COST (312) (683) 1 (994) Results proceeds from sale of property, plant and equipment (4) PROFIT BEFORE TAX (285) (10,839) (156) (11,280) Income taxes 90 (534) 47 (397) PROFIT (LOSS) FOR THE YEAR FROM DISCONTINUED OPERATIONS (195) (11,373) (109) (11,677) (1) Reflects operating income from transactions with the Group amounting to 13,262 thousand euros. (2) Reflects operating expenses for transactions with the Group amounting to 6,304 thousand euros. (3) Reflects finance costs for transactions with the Group amounting to 769 thousand euros. (4) Reflects impact of translation differences amounting to 281 thousand euros which were recognized as reserves. 20

23 The major classes of assets and liabilities of the Group's business classified as held for sale as at June 30, 2012 are as follows: Thousands of euros (Unaudited) Assets Romania Jean Caby SAS La Montanera, S.A. Total Non-current assets Property, plant and equipment 1,595-1,399 2,994 Other intangible assets Other ,595-2,087 3,682 Current assets Other current assets 73-1,864 1,937 Cash and cash equivalents ,864 1,937 TOTAL ASSETS 1,668-3,951 5,619 Impairment (967) - - (967) Assets classified as held for sale and discontinued operations 701-3,951 4,652 LIABILITIES Non-current liabilities Current liabilities Liabilities classified as held for sale and discontinued operations

24 The major classes of assets and liabilities of the Group's business classified as held for sale as at December 31, 2011 are as follows: Thousands of euros (Audited) Assets Romania Jean Caby La Montanera S.A. (1) Total Non-current assets Property, plant and equipment 1,641 39,168 1,407 42,216 Other intangible assets - 3,832-3,832 Other - 4,789 1,048 5,837 1,641 47,789 2,455 51,885 Current assets Other current assets 70 30,057 3,336 33,463 Cash and cash equivalents 5 1, , ,194 3,337 34,606 TOTAL ASSETS 1,716 78,983 5,792 86,491 Impairment (968) (10,095) - (11,063) Assets classified as held for sale and discontinued operations ,888 5,792 75,428 LIABILITIES Non-current liabilities - 9,998-9,998 Current liabilities 20 45,546 2,633 48,199 Liabilities classified as held for sale and discontinued operations 20 55,544 2,633 58,197 (1) The assets of La Montanera are stated net of impairment losses, 871 thousand euros of property, plant, and equipment, and 405 thousand euros of inventory. The cumulative income or expense recognized in other comprehensive income relating to the Group's business in Romania for the six-month periods ended June 30, 2012 and 2011 are as follows: (Unaudited) (Unaudited) Exchange differences on translation of foreign operations RESERVES FOR DISCONTINUED OPERATIONS The net cash flow statements of the Group's business in Romania for the six-month periods ended June 30, 2012 and 2011 are as follows: Thousands of euros (Unaudited) Romania Jean Caby La Montanera S.A. TOTAL Cash Flow from Operating Activities - (9,226) (553) (9,779) Cash Flow from Investing Activities - (43) 40 (3) Cash Flow from Financing Acitivites - 8, ,622 NET CASH FLOW - (1,160) - (1,160) 22

25 Thousands of euros (Unaudited) Romania Jean Caby La Montanera S.A. TOTAL Cash Flow from Operating Activities 224 (8,324) (210) (8,310) Cash Flow from Investing Activities - (548) (75) (623) Cash Flow from Financing Acitivites (473) 8, ,391 Total Cash Flows (249) (300) 7 (542) The basic and diluted loss per share from discontinued activities, for the six-month periods ended June 30, 2012 and 2011 are: (Unaudited) (Unaudited) Basic earnings per share, for profit for the period attributable to equity holders of the parent 0,039 0,151 Diluted earnings per share, for profit for the period attributable to equity holders of the parent 0,039 0, EQUITY The breakdown of the movement in capital and reserves for the six-month periods ended June 30, 2012 and 2011 is given in the Interim Consolidated Statement of Changes in Equity. a) Issued capital At June 30, 2012 and December 31, 2011, share capital consists of 102,220,823 ordinary shares with a par value of one euro each. All shares are subscribed, fully paid and bear the same rights and obligations. All are represented by book entries and are listed on the Madrid and Barcelona stock exchanges. Direct or indirect shareholdings equal to 10% or more in the share capital held by corporate investors at June 30, 2012 and December 31, 2011 are as follows: Ownership interest Company (Unaudited) (Audited) Pedro Ballvé Lantero(*) % % Smithfield Foods, Inc (**) % % OCM European Principal Opportunities Fund LP (***) % % (*) 6.581% of this ownership interest is held by D.Pedro Ballvé through Carbal SA, 5.704% through Bitonce SL and 0.117% through Betonica 95 SL. (**) 24.25% of this ownership interest is held by Smithfield Foods, Inc through SDFS Global Holdings BV, % through Cold Field Investments, LLC and 1.369% through Smithfield Insurance Co. Ltd. (***) % of this ownership interest is held by European Principal Opportunities Fund LP through OCM Luxembourg Epof Metas Holdings Sarl 23

26 Share capital increase: At their general meeting held on May 29, 2012, the shareholders resolved to delegate to the Company s Board of Directors, for a period of five years and under the terms of the Board report dated February 29, 2012, the power to increase capital, once or several times, up to a nominal maximum amount of 51,110,411 euros. So authorized, the Board of Directors became empowered to increase the Company s share capital as and when deem appropriate up to the aforementioned limit, without the need for additional shareholder approval, with authority to waiver preemptive subscription rights, when company interests require and subject to the terms, limits and conditions provided for in article b), and when applicable article 506 of the Spanish Corporation Law. b) Treasury shares At the general shareholders meeting of May 29, 2012, the shareholders approved several motions which included authorizing the Company or its subsidiaries to acquire, during a period of five years, shares of Campofrío Food Group, S.A. for treasury shares representing up to 10% of the share capital at a price no greater than 5% of the share price. That purpose of the buyback may be, inter alia, delivery of the shares to employees and directors pursuant to share delivery plans, share options or share-based payment schemes agreed by the parent company s shareholders in general meeting or as a form of shareholder remuneration. At June 30, 2012, the Group had 2,287,007 treasury shares, equivalent to 2.24% of share capital. At December 31, 2011, the Group held 2,094,436 treasury shares, equivalent to 2.05% of share capital. For the six-month period ended June 30, 2012, the Company bought and sold treasury shares amounting to 1,558 and 333 thousand euros, respectively. In the same period in 2011, the Company bought and sold treasury shares amounting to 197 and 214 thousand euros, respectively. 15. DEBENTURES The breakdown of debentures issued at June 30, 2012 and December 31, 2011 is as follows: (Unaudited) (Audited) Non-current debentures 489, ,394 Current debentures Unmatured accrued interest 6,875 6, , ,269 On November 2, 2009, the Company issued non-convertible bonds for the nominal value of 500,000 thousand euros. The bonds earn an 8.250% interest rate and mature on October 31, They are quoted on the Luxembourg stock exchange. 24