Consolidated Financial Statements at 31 December 2016
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CONSOLIDATED FINANCIAL STATEMENTS AT 31 DECEMBER 2016 www.ocpgroup.ma Contents Key figures and significant events of the period KEY FIGURES 4 SIGNIFICANT EVENTS OF THE PERIOD 4 EVENTS AFTER THE REPORTING PERIOD 4 Consolidated financial statements CONSOLIDATED STATEMENT OF PROFIT AND LOSS 5 CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME 6 CONSOLIDATED STATEMENT OF FINANCIAL POSITION 7 CONSOLIDATED STATEMENT OF CHANGES IN EQUITY 8 CONSOLIDATED STATEMENT OF CASH FLOWS 10 Notes to consolidated financial statements NOTE 1 - ACCOUNTING RULES AND METHODS 11 NOTE 2 - CONSOLIDATION SCOPE 12 NOTE 3 - SEGMENT REPORTING 14 NOTE 4 - OPERATIONAL DATA 17 NOTE 5 - EXPENSES AND EMPLOYEE BENEFITS 21 NOTE 6 - INVESTMENTS IN ASSOCIATES AND JOINT VENTURES 24 NOTE 7 - OTHER OPERATING ITEMS 28 NOTE 8 - PROPERTY, PLANT & EQUIPMENT AND INTANGIBLE ASSETS 29 NOTE 9 - PROVISIONS AND CONTINGENT LIABILITIES 35 NOTE 10 - FINANCIAL INSTRUMENTS, NET DEBT AND NET COST OF FINANCING 37 NOTE 11 - CORPORATE INCOME TAXES 47 NOTE 12 - EQUITY, PERPETUAL SUBORDINATED DEBT, DIVIDENDS AND EARNINGS PER SHARE 50 NOTE 13 - RELATIONS WITH THE STATE 52 Statutory auditors’ opinion on the consolidated financial information STATUTORY AUDITORS’ OPINION ON THE CONSOLIDATED FINANCIAL INFORMATION 53 Key figures and significant events of the period Key figures (In millions of dirhams) Note FY 2016 FY 2015 Revenues 4.1.1.2 42,471 47,747 Profit (loss) from joint ventures 6.1 123 358 EBITDA 12,777 17,659 Operating profit (loss) before exceptional items 8,301 13,820 Cost of net financial debt 10.1.5 (402) (363) Net profit (loss) - Group share 3,779 8,011 Consolidated equity - Group share 70,335 63,776 Net financial debt 38,019 35,247 Net operating investments 13,261 14,264 Basic and diluted earnings per share (in dirhams) 12.4 45.96 97.52 Dividend per share (in dirhams) 30.17 15.09 Significant events of the period Business LAUNCH OF JORF FERTILIZER COMPANY II IN JULY 2016 In order to strengthen the presence of OCP Group in the production of phosphate fertilizers, Jorf Fertilizer Company II became operational in July 2016. This entity aims at producing DAP, MAP and TSP fertilizers. It has a production capacity of 1 million of tons of fertilizer. START OF THE 1ST PHASE OF THE DESALINATION PLANT IN JORF LASFAR As an integral part of OCP Group’s “water” strategy, the desalination plant aims to cover the additional needs due to the development of Khouribga-Jorf Lasfar Axis (doubling mining capacities, tripling processing capacities), without any additional demand in conventional waters. STRENGTHENING THE ACTIVITY OF OCP AFRICA This new subsidiary aims at contributing to the challenge of a structured, efficient and sustainable agriculture on the African continent by offering to agricultural producers all the means to succeed: adapted and affordable products, services and support, logistical and financial solutions. To support its local development, OCP Africa created 9 subsidiaries in African countries during 2016, especially in Kenya, Ghana, Senegal, Cote d’Ivoire, Cameroon and Nigeria. OCP Africa holding company has obtained the status «Casablanca Finance City» (CFC), a key advantage to facilitate its investments and operations in the continent. Financing SUBORDINATED PERPETUAL BOND ISSUE On December 16, 2016, OCP Group issued a perpetual subordinated bond with options for prepayment and deferred payment of interest, of 5 billion dirhams. This public offering is made by issuing 50,000 perpetual subordinated bonds with a nominal value of 100,000 dirhams each. This operation strengthens the Group’s financial structure and supports its transformation while strengthening its credit ratios. Events after the reporting period No significant events after the reporting period have been noted. OCP Group 4 Consolidated Financial Statements at 31 December 2016 Consolidated financial statements Consolidated statement of profit and loss (In millions of dirhams) Note FY 2016 FY 2015 Revenue 4.1.1.2 42,471 47,747 Production held as inventory 207 2,205 Purchases consumed 4.2.2 (15,207) (17,404) External expenses 4.2.2 (6,823) (7,241) Personnel expenses 5.1 (7,977) (8,093) Taxes (217) (244) Profit (loss) from joint ventures 6.1 123 358 Exchange gains and losses on operating receivables and payables 135 329 Other operating income and expenses 63 EBITDA 12,777 17,659 Amortization, depreciation and operating provisions 8.4 - 9.2 (4,475) (3,840) Operating profit (loss) before exceptional items 8,301 13,820 Other non-current operating income and expenses 7.2 (1,707) 145 Operating profit (loss) 6,594 13,965 Cost of gross financial debt (714) (591) Financial income from cash investments 311 228 Cost of net financial debt 10.1.5 (402) (363) Exchange gains and losses on financial receivables and payables (579) (2,188) Other financial income and expenses (160) (986) Other financial income and expenses 10.2.3 (740) (3,174) Financial profit (loss) (1,142) (3,537) Profit (loss) before tax 5,453 10,428 Corporate Income Tax 11.2 - 11.3 (1,673) (2,418) Net profit (loss) for the period 3,780 8,010 Net profit (loss) - Group share 3,779 8,011 Net profit (loss) - Non-controlling interests 1 Basic and diluted earnings per share in dirhams 12.4 45.96 97.52 OCP Group Consolidated Financial Statements 5 at 31 December 2016 Consolidated financial statements Consolidated Statement of Comprehensive Income (In millions of dirhams) FY 2016 FY 2015 Net profit (loss) for the period 3,780 8,010 Actuarial gains or losses (31) (62) Taxes 5 12 Share of gains and losses recognized in equity for equity-accounted Items that will not be reclassified to profit or loss (26) (51) Translation differences 16 13 Revaluation of assets held for sale* (235) (479) Taxes 49 96 Share of gains and losses recognized in equity for equity-accounted (CFH variation) (10) (2) Items that may be reclassified to profit or loss (181) (373) Income and expenses for the period, recognized directly in equity (207) (423) Consolidated comprehensive income 3,573 7,587 Including Group share 3,572 7,587 Including non-controlling interests' share 1 * Including reclassification of MAD -259 million of gains recognized directly in equity, following the sale of all remaining securities of BCP (see Note 10.2.2. «Available for financial assets») OCP Group 6 Consolidated Financial Statements at 31 December 2016 Consolidated financial statements Consolidated Statement of Financial Position (In millions of dirhams) Note 31 December 2016 31 December 2015 ASSETS Current assets Cash and cash equivalents 10.1.3.1 11,017 9,246 Cash financial assets 4,885 7,097 Inventories 4.2.4.2 9,956 10,224 Trade receivables 4.1.2.2 5,047 5,409 Other current assets 7.3 10,724 10,836 Total current assets 41,629 42,812 Non-current assets Non-current financial assets 10.2.2 13,344 11,227 Investments in equity-accounted companies 6.1 3,464 3,437 Deferred tax assets 11.4 12 195 Property, plant and equipment 8.2 92,234 83,981 Intangible assets 8.3 230 187 Total non-current assets 109,283 99,027 Total Assets 150,911 141,839 (In millions of dirhams) Note 31 December 2016 31 December 2015 LIABILITIES Current liabilities Current loans and financial debt 5,954 4,798 Current provisions 9.3 188 142 Trade payables 14,370 13,945 Other current liabilities 7.4 5,159 7,412 Total current liabilities 25,670 26,298 Non-current liabilities Non-current loans and financial debt 47,967 46,792 Non-current provisions for employee benefits 9.3 4,562 4,477 Other non-current provisions 9.3 445 449 Deferred tax liabilities 11.4 462 45 Total non-current liabilities 53,436 51,763 Equity - Group share Issued capital 12.1 8,287 8,288 Paid-in capital 18,698 18,698 Consolidated reserves - Group share 39,570 28,780 Net profit (loss) - Group share 3,779 8,011 Equity - Group share 70,335 63,776 Non-controlling interests 1,470 3 Total Equity 71,805 63,778 Total Liabilities and Equity 150,911 141,839 OCP Group Consolidated Financial Statements 7 at 31 December 2016 Consolidated financial statements Consolidated Statement of Changes in Equity Share of gains and Other Actuarial gains or Hybrid Translation losses recognized in Total equity - Group Non-controlling (in millions of Dirhams) Issued capital Paid-in capital consolidated Assets held for sale equity for equity- Net profit (loss) Total equity losses securities difference share interests reserves accounted (CFH variation) Equity as at 31 December 2014 8,288 18,698 (2,400) 27,223 (178) 570 16 5,077 57,294 296 57,589 Allocation of profit (loss) for FY 2014 5,077 (5,077) Consolidated comprehensive income for FY 2014 (51) 13 (383) (2) 8,011 7,587 7,587 Change in scope (292) (292) Dividends paid (1,240) (1,240) (1,240) Others 134 134 134 Equity as at 31 December 2015 8,288 18,698 (2,450) 31,195 (165) 186 14 8,011 63,776 3 63,779 Allocation of profit (loss) for FY 2015 8,011 (8,011) Consolidated comprehensive income for FY 2016 (26) 10 (186) (10) 3,779 3,566 1 3,567 Insuance of hybrid securities (*) 5,000 5,000 5,000 Hybrid securities coupons (4) (4) (4) Change in scope (**) 536 536 1,467 2,003 Dividends paid (2,478) (2,478) (2,478) Others (61) (61) (61) Equity as at 31 December 2016 8,288 18,698 (2,477) 4,996 37,203 (156) 3 3,779 70,335 1,470 71,805 (*)This issue is considered as equity in the Group’s consolidated financial statements prepared in accordance with IFRS (see Note 12.4) (**) Cession of 40% of the participation in JFC V, 60% of this entity is still controlled by OCP S.A.