Our values: The DNA of a Sustain able Company ANNUAL REPORT ‘18 02 | Sonae _ Annual Report’18 Annual Report ‘18 Contents Management Report Corporate Governance Report Sustainability Report Financial Statements Sonae _ Annual Report ’18 | 03 Management Report c MANAGEMENT REPORT ‘18 The DNA of a Sustainable Company Our mission is to create long-term economic and social value, taking the benefits of progress and innovation to an ever-increasing number of people 06 | Sonae _ Annual Report ’18 Management Report’ 18 Contents Sonae at a glimpse 9 Key statutory indicators 10 Key proportional figures 11 Our world 12 Awards and recognitions 13 Chairman message 14 Sonae group 18 Our history 19 Portfolio structure 22 Corporate strategy 23 ESG, a sustainable approach to business 32 Creating value for shareholders 43 Portfolio performance 47 CEO message 48 Consolidated financial performance 49 Trends and outlook 64 Individual net income 65 Proposal of the appropriation of the financial year net income 65 Subsequent events 65 Closing remarks and acknowledgements 66 Glossary 68 Appendix 71 Sonae _ Annual Report ’18 | 07 A strong corporate culture with a clear mission and values 08 | Sonae _ Annual Report ’18 Sonae at a glimpse Sonae at a glimpse Challenge: we have the determination to challenge the status quo, in order to ensure our long-term sustainability Sonae _ Annual Report ’18 | 09 Key statutory figures Consolidated turnover evolution (€M) Consolidated underlying EBITDA evolution (€M) 5,951 5,506 +8.1% 372 343 +8.4% 2017 2018 2017 2018 Turnover (€5,951 M) Underlying EBITDA (€372 M) 1% 1%3% 2% 3% 2% 1% sonae mc 2% sonae mc 6% 2% worten worten sonae s&f sonae s&f 22% 18% sonae rp sonae rp maxmat maxmat 4% 61% 70% sonae im sonae im 9% E&A and sonae fs sonae fs others-1% sonae sierra E&A and sonae sierra others -5% Capital structure Invested capital (€4,605 M) 5% 5% 24% sonae mc sonae s&f 58% 15% 14% 61% sonae rp 47% 7% maxmat sonae im 19% 37% sonae fs 34% 29% 43% sonae sierra 1% 4% 2016 2017 2018 E&A and 0% NOS debt equity minorities others -1% worten -5% 010 | Sonae _ Annual Report ’18 Key proportional* figures Proportional turnover evolution (€M) Proportional underlying EBITDA evolution (€M) 6,511 6,185 +5.3% 5,767 +7.3% 566 532 494 +6.4% +7.7% 2016 2017 2018 2016 2017 2018 Turnover breakdown (€6,511 M) Underlying EBITDA breakdown (€566 M) 1% sonae mc 1% 2% sonae mc 2% worten 1% worten 11% 6% sonae s&f sonae s&f 8% 40% sonae rp sonae rp 25% maxmat maxmat sonae im 17% sonae im 64% sonae fs 6% sonae fs 2% 14% 4% 1% NOS E&A: -1% NOS 1% sonae sierra sonae sierra E&A: -3% Enterprise value breakdown (€5,296 M) 13% -3% 5% 6% 2% 19% 4% 16% 1% 36% Sonae MC Sonae RP Maxmat Worten Sonae Sierra Sonae Sonae FS Sonae IM NOS Holding Entreprise Sports & structure Value Fashion *a) Non-audit figures. b) Turnover and underlying EBITDA are pro-forma and proportional management accounts (including Sonae Sierra and NOS with the respective shareholding). Sonae _ Annual Report ’18 | 011 Our world 74 Countries Argentina Chile Martinique Peru Venezuela Bolivia Colombia Mexico Surinam America Brazil Ecuador Panama Uruguay Canada Guyana Paraguay USA Austria Denmark Hungary Malta Slovakia Belgium Estonia Irland Netherlands Slovenia Bosnia-Herzegovina Finland Italy Norway Spain Europe Bulgaria France Latvia Poland Sweden Croatia Germany Liechtenstein Portugal Switzerland Cyprus Greece Lithuania Romania Turkey Czech Republic Guernsey Luxemburg Russia UK Bahrain India Lebanon Saudi Arabia Asia China Kuwait Malaysia Singapore Hong Kong Kyrgyzstan Qatar United Arab Emirates Algeria Cape Verde Morocco Senegal Tunisia Africa Angola Egypt Mozambique South Africa Oceania Australia 012 | Sonae _ Annual Report ’18 Awards and recognitions Sonae Excellence in Leadership Award Sonae is made of leaders. Sonae is a leading organisation that brings together the most talented people, selected based on their merit and capacity to make Sonae a long-living company that strives towards a more sustainable society. This honour from Trust in the News and EXAME, awarded to Paulo Azevedo (Sonae Chairman and co-CEO), reflects our values and is shared by everyone at Sonae. Sharing a Culture of Success Our true success stems from our customers. We strive to show them our commitment and responsibility, working daily to ensure we recognise their invaluable contribution to our project. Customers are our most valuable asset and our success lies in their loyalty. We work hard to make sure we are their top choice and in turn we offer them brands they can trust, as demonstrated through the 15 “Consumer Choice” (Escolha do Consumidor) and the 5 “Trusted Brands” (Marca de Confiança) awards received. Innovating for a better future The European Commission distinguished Sonae as one of the most collaborative European companies working with startups. For the second year in a row, Sonae was part of the exclusive "Open Innovation Challengers” group working with startups in Europe. The "Europe’s Corporate Startup Stars” awards also distinguished Sonae with the "Open Innovation Innovative Approach Award” for its innovative work with startups, namely through Bright Pixel, the venture studio of Sonae IM, which has been investing in the capital of several European and worldwide projects, pushing disruptive initiatives forward to foster business. Among the projects that were the basis of this award were Insert Coin and Gov Tech. Insert Coin presents the concept of a "startup on demand” and Gov Tech invited startups to present a prototype for one of the 17 sustainable development goals set by the UN. Sonae MC Improving our performance based on a circular economy approach The Portuguese Environment Agency (APA) in the 10th Edition of the Green Project Awards recognised Missão Continente in the “Innovation & the Circular Economy” category. A distinction that recognises Sonae MC’s commitment towards a more sustainable society through the application of circularity concepts with benefits both for the environment and the economy. Sonae MC will keep on working towards increasing its circular economy levels and foster the circular economy of others. Sonae Sierra A better environment through improved efficiency Sonae Sierra won the Silver Stevie® Award in the “Energy Industry Innovation of the Year” in the 2018 International Business Awards® with its Bright Programme “Improving the carbon footprint of real estate”, which enabled a reduction in energy consumption by 10% and saved €2.3 million in costs in 2017. Initiatives in the pipeline will save an additional €1.3 million on an annual basis and a reduction in greenhouse gas emissions equivalent to 44%. A remarkable achievement by Sonae Sierra and an award that recognises its long-standing commitment towards energy efficiency. OCARE – Corporate Social Responsibility Sonae Sierra was distinguished with the “Best corporate and social responsibility (CSR) communication campaign to recipients” award for its “Atrapados” campaign against bullying. Sonae Sierra is committed to the highest levels of corporate social responsibility and transparency. Sonae Sierra embodies our strong corporate values and the true belief that sustainable success can only be achieved through sustainable societies. The “Atrapados” campaign video is avaliable at: goo.gl/vw8FHF. Sonae _ Annual Report ’18 | 013 Chairman message To all colleagues, shareholders and partners, Simultaneously achieving growth in turnover, better operating results, higher returns and improved gearing ratios is never easy to achieve in a meaningful and sustainable way. Our financial performance in 2018 demonstrates that our long-term approach and very hard work continue to result in improved operating performance and growth in value of our assets. We have always faced a fair amount of challenge on whether our unwavering long-term commitment to social and environmental responsibility could realistically also produce "top" economic returns. We take those challenges seriously, but we invariably end up more convinced that our choice, whilst difficult to deliver on, is not only possible, but in fact will become increasingly essential for most companies. Performance In 2018 our consolidated turnover grew 8.1% to €5,951 M and our consolidated underlying EBITDA followed the same trend with an 8.4% increase to €372 M. All fully consolidated divisions contributed positively to the growth in turnover. Of particular note was the performance of SONAE MC, which posted a growth of 7% both in turnover and underlying EBITDA with very positive increases in LfL sales and market share. Growth in areas we consider to be key for the future of the company - organic food, wellness and e-commerce - were particularly strong and reinforced our clear market leadership in all three areas. SONAE IM and SONAE Financial Services grew their contributions to consolidated underlying EBITDA by 42% and 67% respectively and both continue to perform well also in their investments that are not fully consolidated. At WORTEN, the year was particularly intense in our clear course to transform the business into an increasingly digital omnichannel operator. The results were extremely positive in terms of customer acceptance and sales (+ 7.6% with 5.6% LfL growth) but the process is demanding in terms of IT investments, managing margin mix and adapting and rightsizing physical stores, and progress on EBITDA was small. Our SONAE SPORTS & FASHION division (excluding SportZone/ISRG which is not fully consolidated) faced a challenging year as was the case for the whole industry in terms of demand, especially for players in Iberia and in the 2nd and 3rd quarters. Our performance in the 4th quarter was better with a significant improvement over the previous year but unfortunately not sufficient to achieve an improvement in the full year results.