Auto Estradas Do Atlântico Annual Report 2012
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Auto Estradas do Atlântico Annual Report 2012 Annual Report 2012 The Bord of Directors p. 03 Management Report // Global Analysis p. 06 Management Report //Functional Analysis p. 09 Financial Statements p. 28 Notes to the Financial Statements p. 33 Report and Opinion of the Supervisor Boarder p. 65 Statutory Examinationors’ Report p. 67 Auto Estradas do Atlântico, SA p. 2 Annual Report 2012 - The Board of Directors THE BORD OF DIRECTORS GENERAL ASSEMBLY Chairman José Luís da Cruz Vilaça Secretary Tiago Severim de Melo Alves dos Santos THE BOARD OF DIRECTORS Chairman Lena Engenharia e Construções, S.A. Representada por: Manuel de Sousa Pereira Members José Joaquim Cortiço da Costa Braga MSF Concessões, SGPS, S.A. Representada por: José Ernesto Cirilo Custódio dos Santos Luís Rua Geraldes João Luís Barbosa Pereira de Vasconcelos Guilherme Barata Pereira Dias de Magalhães MSF - Sociedade Gestora de Participações Sociais , S.A. Representada por: Eduardo Galán de Matos Coimbra Lena Concessões e Serviços, SGPS, S.A. Representada por: Paulo Jorge de Oliveira Pereira Reis Auto Estradas do Atlântico, SA p. 3 Annual Report 2012 - The Board of Directors BOARD OF AUDITORS Permanent Chairman José Vieira dos Reis Members Fernando Marques Oliveira Joaquim Oliveira de Jesus Alternate Members Mário José Silva Jerónimo Pedro Manuel Palma Monteiro Varela Statuatory Auditor Deloitte & Associados, SROC S.A. Representada por: João Luís Falua Costa da Silva Statuatory Auditor Alternate Member Duarte Nuno Passos Galhardas Auto Estradas do Atlântico, SA p. 4 Annual Report 2012 Auto Estradas do Atlântico, SA Annual Report 2012 - Management Report 2012 MANAGEMENT REPORT OVERVIEW To the Shareholders The fourteenth year of life of our Company was affected by the severe economic recession, the increase in fuel prices and the recurring anathema concerning PPPs which increasingly impacts on our sector. Toll income fell 9% compared to the sum foreseen in the budget, despite the fact that we had forecast it in a way we considered conservative. Management implemented in respect of operating costs, with a reduction of 1.2% compared to budg- eted costs, proved insufficient in the light of the dramatic loss of income to enable the Company to make profits for the third consecutive year. Still, EBITDA stood at 40,147,754.1 euros and operating results at 20,532,756.9 euros. During the year, the Company followed the arbitration proceedings it initiated against the Portuguese State in respect of restoration of the financial balance of the Concession as a result of the works it had to execute on the Torres Vedras North / Bombarral stretch, for which the State was liable, under the se- curity for the Construction Contract held by the former JAE. It should be noted that this stretch of the A8 forms part of the so-called A8 South, acquired on the date of execution of the Western Concession Agreement (21 December 1998). On 13 April 2012, Auto-Estradas do Atlântico – Concessões Rodoviárias de Portugal, SA gave notice to the Grantor to restore the financial balance of the Concession, following the legislative changes which subjected the stretches and substretches of the former shadow toll ("SCUT") concessions (Costa da Prata and Beira Litoral / Beira Alta) to a system of tolls charged to users. In this notice, on the basis of the facts described therein and the contractual provisions, the Company requested the commencement of negoti- ations, submitting the calculations which led to the sum requested to restore the financial balance of the Concession: €398,400,000 (three hundred and ninety eight million four hundred thousand euros). InIR (Instituto de Infra-Estruturas Rodoviárias, IP) responded to this request on 2 October 2012, denying the Concession any right to restoration of its financial balance. As a result of this decision, which the Company cannot accept, the file which will support the request Auto Estradas do Atlântico, SA p. 6 Annual Report 2012 - Management Report for submission of the dispute to an arbitration court is being prepared. With regard to operations, the level of quality of service to users was maintained and the efficiency of management procedures was improved, both aspects being recognised in the audit reports drawn up by the certifying entity in the context of the Quality Management System. It should be highlighted that certification of the Quality Management System concerning the operation and maintenance of the A8 and the A15 under a toll system was recently renewed. Despite the difficulties inherent in the loss of income, throughout 2012 the Company maintained its policy of renovating the pavement and horizontal signage on the older stretches. In the financial area, it should be noted that the annual debt service cover ratio (ADSCR) laid down in the Facility Agreement was met. Within APCAP – Associação Portuguesa das Sociedades Concessionárias de Auto-Estradas ou Pontes com Portagens, the Company continued to participate in the Standing Committees that analyse funda- mental issues for the road industry in their respective subject areas: tolls; safety and the environment; and road telematics. We may therefore conclude that, with the strong commitment of our shareholders, despite the difficul- ties encountered, the robustness of AEA's project maintains the total confidence of all stakeholders in- volved. We would like to express a word of praise for the professionalism, commitment and dedication of all our employees, as well as our sincere appreciation for the support and cooperation of the Supervisory Board, the Statutory Auditor and the public and financial entities. Finally, we would like to express our gratitude for the unflinching confidence of our shareholders. Proposal for the appropriation of profits It is proposed that the net losses for the year, amounting to €2,507,052.34 (two million five hundred and seven thousand and fifty two euros and thirty four cents), be transferred to profits (losses) brought forward. Catefica, 22 February 2013 Auto Estradas do Atlântico, SA p. 7 Annual Report 2012 Auto Estradas do Atlântico Annual Report 2012 - Management Report FUNCTIONAL ANALYSIS A) OPERATION AREA Traffic and Revenues The table below shows AEA’s main traffic and revenue indicators for 2012. As may be observed, traffic as a whole fell in AEA’s network, due to several factors related to the deterioration in the Portuguese economy, particularly after the introduction of tolls on the shadow toll motorways of the Lisbon / Opor- to littoral corridor. Stretches with tolls 2011 2012 ∆ % 2012/2011 A8 (South) - Annual average daily traffic (AADT) 26,599 23,667 -11.02% - Circulation 530 473 -10.78% A8 (North) - Annual average daily traffic (AADT) 10,610 8,861 -16.49% - Circulation 191 160 -16.26% A8 (Total) - Annual average daily traffic (AADT) 19,013 16,642 -12.47% - Circulation 720 632 -12.23% A15 - Annual average daily traffic (AADT) 4,854 3,995 -17.70% - Circulation 71 59 -17.48% Total network - Annual average daily traffic (AADT) 15,059 13,110 -12.94% - Circulation 792 691 -12.70% 1) AADT (vehicles) - Circulation/km/days 2) Circulation - (Σ vehicles x km x days of operation)/106 3) The lengths of substretches where there is local traffic were taken into account Income (103 €) 2011 2012 ∆ % 2012/2011 Tolls 59,571.91 53,171.91 -10.74% Assistance to users 13.96 12.14 -13.04% Service areas 2,044.08 2,110.97 3.27% Total 61,629.95 55,295.02 -10.28% Auto Estradas do Atlântico, SA p. 9 Annual Report 2012 - Management Report Circulation in the network under concession fell 12.70% compared to the preceding year. The subsys- tem with the highest losses was the A15 (-17.48%), chiefly as a result of the unfavourable economic environment. The A8 South was the subsystem with the lowest losses, as a result of strong commuter traffic (-10.78%). Traffic on the A8 fell by approximately 12.23%. AADT in the tolled network under concession stood at 13,110 vehicles/day in 2012, which corresponds to a reduction of 12.94% compared to 2011. Income fell by 10.28% when compared to the figures achieved in the preceding year. The traffic profile changed, with greater losses in long-distance and heavy vehicles. Toll rates were increased by 4.36% on 1 January 2012, in accordance with the formula laid down in the Concession Agreement and taking into account the amendment resulting from Joint Decree no. 39/2005 (of 17 February) of the Ministry of Finance and the Ministry of Public Works. VAT remained unchanged at 23% throughout the year. The most popular means of payment among our customers was Via Verde (68.9%), followed by cash (16.2%) and bank cards (14.7%). Means of payment Amount % Via Verde 36,638,255.95 68.9% Agreements 36,455,910.43 68.6% Invoices 182,345.52 0.3% Manual lanes 16,533,652.54 31.1% Cash 8,590,292.07 16.2% Multibanco 7,828,057.02 14.7% Invoices 85,091.07 0.2% Other 30,212.38 0.1% Total 53,171,908.49 100.0% If we analyse this behaviour in respect of means of payment, we note that the Via Verde system in- creased once again in percentage terms compared to the preceding years (61.1% in 2010 and 64.8% in 2011), while manual payment methods lost importance. Accordingly, we continue to witness a strong migration from manual lanes to Via Verde lanes. Revenues from service areas grew by 3.3% compared to 2011. This increase resulted from application of the minimum rent rule (80% of sales in the economic study submitted in the tender). This variable repre- Auto Estradas do Atlântico, SA p. 10 Annual Report 2012 - Management Report sented 25.4% of total invoicing from service areas.