Presentación resultados Enero-Junio 2008
PRESENTATION OF RESULTS January-September 2008
Presentation of Results January – September 2008
CONTENTS
LETTER FROM THE CHAIRMAN 3
3Q08 HIGHLIGHTS 7
INVESTMENT PORTFOLIO AS OF SEPTEMBER 30, 2008 14
LISTED PORTFOLIO ...... 15
INVESTMENTS MADE IN 3Q08 ...... 16
NON-LISTED PORTFOLIO ...... 28
INVESTMENT PORTFOLIO AS OF SEPTEMBER 30, 2008 34
CRITERIA CAIXACORP NON-CONSOLIDATED FINANCIAL STATEMENTS 35
NON-CONSOLIDATED BALANCE SHEET SUMMARY ...... 35
NON-CONSOLIDATED INCOME STATEMENT SUMMARY ...... 38
CRITERIA CAIXACORP CONSOLIDATED FINANCIAL STATEMENTS 40
CONSOLIDATED BALANCE SHEET SUMMARY ...... 41
CONSOLIDATED INCOME STATEMENT SUMMARY ...... 44
SIGNIFICANT EVENTS AND OTHER FILINGS SENT TO THE CNMV 46
The financial information contained in this document is unaudited and, accordingly, is subject to change. Figures in millions are expressed either as “€ million” or “€ M” . Some of the figures presented in this document have been rounded. As a result, the amounts shown as totals herein may vary slightly from the arithmetic sum of the preceding amounts.
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Presentation of Results January – September 2008
Letter from the Chairman
Dear Shareholders,
The world financial markets have been rocked by instability in the third quarter of 2008. The troubles that began following the US subprime mortgage crisis over a year ago have escalated into a crisis of confidence in the financial system, with major financial institutions facing liquidity and solvency problems. In response to this new reality, the US government and certain European governments have recently announced measures to relieve tensions and restore confidence. As a result of the uncertainty shared by the main financial system players, stock markets have fallen significantly. For example, to October 31, 2008 the IBEX35 fell 40.0%, the DJ EUROSTOXX50 slid 41.1% and the S&P500 dropped 34.0%. Other markets have seen record drops as well. Corporate debt markets have remained virtually closed and monetary markets have been highly tense, despite efforts by monetary authorities to increase available liquidity. In view of the tight liquidity in all markets, economic growth perspectives have been toned down considerably, especially in developed economies. The IMF expects growth rates to be slightly above 1% for the US and the Euro zone in 2008, and practically nil in 2009. These low growth expectations, together with the drop in the price of raw materials, led the leading central banks to coordinate a cut in benchmark interest rates on 8 October. Following this cut, the Euro zone benchmark interest rate fell to 3.75%. In addition, it is foreseeable that ECB will continue to loosen the monetary policy in the future. In Spain, the economic slowdown has been more intense and more apparent in the third quarter of the year. Macroeconomic indicators caution that the economy could enter a recession in the coming quarters as a result, primarily, of the knock-on effect from the real- estate crisis. Nevertheless, the Spanish financial system remains solid. The Bank of Spain’s conservative approach requiring Spanish banks and saving banks to set aside generic provisions during a time of economic prosperity has given our financial institutions some room to absorb the recent rise in default rates.
IMPLEMENTING THE STRATEGY Since the flotation of Criteria, the bank has aimed to create long-term value for shareholders by actively managing an investment portfolio and to lead the international expansion of “la Caixa” Group. Twelve months since flotation, and taking into account the deal closed with GF Inbursa (described below), Criteria has upped the weight of the financial sector in its portfolio by nine percentage points, to account for 27% of the gross asset value at September 30, 2008. Criteria CaixaCorp continues its strategy of redressing the balance of its portfolio,
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Presentation of Results January – September 2008 placing greater weight on financial assets without excluding particularly interesting investments in the services sector. Criteria CaixaCorp’s strategic goal is to rebalance the portfolio mix over the medium to long term until the financial services sector accounts for 40%-60% of the total.
Acquisition of 20% of the Mexican Grupo Financiero Inbursa After securing all requisite authorizations, on October 8, 2008 Criteria CaixaCorp finalized the acquisition of a 20% stake in Grupo Financiero Inbursa (GFI). This acquisition, announced on May 26, places GFI as “la Caixa”’s vehicle for expanding the retail banking business throughout the American continent.
The acquisition of the 20% stake in GFI was instrumented through the subscription of a share capital increase and a takeover bid aimed at GFI shareholders. The acquisition price was 38.5 Mexican pesos per share, bringing the total investment to 25,668 million Mexican pesos (approximately €1,601 million).
At operating level, Criteria’s first step was to define a business plan for developing the retail banking division in GFI. This plan will be implemented following approval by the GFI board of directors. The main aim of the plan is to increase the product offer for retail clients by rolling out a new specific branch network in certain locations within the country.
Non-renewal of the bid to manage the Pennsylvania Turnpike
The consortium formed by Abertis (50%), Citi Infrastructures Partners (41.7%) and Criteria CaixaCorp (8.3%) has decided to not extend the term of its bid filed on May 16 for management of the Pennsylvania Turnpike. The consortium made its decision in response to the State of Pennsylvania’s failure to introduce the necessary legislative changes before September 30, the expiration of the last extension of the group's bid. The legislative process moved slower than expected and, after two consecutive extensions on the bid, the present international economic climate did not warrant a renewal of the offer, especially in view of the new investment opportunities that continue to arise.
Reorganization of the stake in Telefónica
In the first nine months of 2008, the net investment in Telefónica amounted to €24 million and reflected Criteria’s strategy to restructure this stake. The gross investment amounted to €266 million, having recovered €242 million through partial cancellation of equity swap contracts. The final stake in Telefónica amounted to 5.56% at September 30, 2008 (0.64% through equity swap contracts). Dividend policy and share buyback program On July 2, 2008 the Company distributed an interim dividend of €0.05/share (€168 million total). Although this payment was the first dividend on account of 2008 profits, it is the third shareholder payment by the Company this year. The Company’s ability to generate recurring profits is reflected in the systematic rise in dividends throughout the years. Criteria CaixaCorp will continue to maintain a stable shareholder remuneration policy, aiming for total dividends of €0.21 per share in 2008. Consequently, on November 6, the Board of Directors approved the payment of the second interim dividend of 0.10€/share based on the 2008 results, which will be paid on December 2.
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Presentation of Results January – September 2008
Bearing in mind the current trading price of Criteria shares, we believe these dividend returns will be very attractive to our shareholders.
In view of the current circumstances and the significant adjustment to the price of Criteria shares, the board of directors, exercising the authorization granted at Criteria’s last Annual General Meeting, launched a 12-month program to buy back up to 44.25 million shares, representing approximately 1.32% of the Company’s share capital. This program aims to increase the liquidity of the Company’s shares in the market and stabilize the trading value.
Backing for the deal between Gas Natural and Unión Fenosa At its July 30 meeting, the Company’s board agreed to back Gas Natural’s acquisition of a 45.3% stake in Unión Fenosa and its subsequent bid for the remaining share capital. Criteria CaixaCorp will contribute up to €1,903 million to Gas Natural equity in order for it to obtain S&P and Moody’s consolidated ratings of at least BBB and Baa2 immediately after settlement of the takeover bid. The actual contribution cannot be determined beforehand given that it is subject to the percentage of Unión Fenosa shareholders that accept Gas Natural’s takeover bid and the percentage subscription to Gas Natural’s future share capital increase.
KEY FINANCIAL DATA
Criteria CaixaCorp’s non-consolidated recurring net profit for the first nine months of the year stood at €562 million, up 30% compared to the prior year. Recurring dividends totaled €632 million, up 56%, and, on a like-for-like basis, up 26% compared to the same period of 2007.
Non-consolidated non-recurring net profit for the first nine months of the 2008 reflect income tax revenues of €127 million due to application of pending deductions for reinvestment, as well as a provision of approximately €50 million, prior to taxes, to cover contingencies that, given the current economic situation, could arise in the business performance of Criteria’s investees until the end of the year. In the same period of 2007 net extraordinary results amounted to €1,645 million, arising mainly from transactions carried out prior to Criteria CaixaCorp’s flotation.
Consolidated recurring net profit stood at €887 million, up 10% on the same period of the prior year. This increase is due to the sharp rise in dividends paid by investees (up 57% compared to 2007) and earnings from associates/jointly-controlled entities and subsidiaries, which climbed 10% and 7%, respectively. However, the strong earnings were offset by the marked increase in financial expenses arising from the investment plan carried out during the year. Furthermore, non-recurring net profit includes the income tax revenue and provision for contingencies described above, whereas in the same period of 2007 consolidated non- recurring net profit included €409 million from the sale of stakes in Suez, Caprabo, OHM Group and Atlantia for €220 million, €81 million, €45 million and €30 million, respectively, and the sale of certain real-estate assets.
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Presentation of Results January – September 2008
OTHER RELEVANT EVENTS
The following events occurring the third quarter of 2008 are also noteworthy: . On September 19 Criteria CaixaCorp became part of the FTSE Eurofirst 300 stock market index, which tracks the performance of the 300 highest-capitalized European companies. . On September 22 the Company also joined the Dow Jones Sustainability Index, evidencing the Company’s commitment to sustainability and its corporate reputation, both in its activities and its investments.
Lastly, I would like to mention that Criteria CaixaCorp has now been listed for an entire year. After these twelve months, despite the difficult economic environment, which has undoubtedly affected – and will continue to affect—the development of our strategy, we are pleased to affirm that we have all the necessary strengths to ensure that, in the long term, investors have chose wisely to place their confidence in Criteria.
All of the above is discussed in greater detail in this quarterly earnings report.
Yours sincerely,
Ricard Fornesa Ribó Chairman of Criteria CaixaCorp
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Presentation of Results January – September 2008
3Q08 Highlights
In order to continue moving forward with the Gas Natural equity in order for it to obtain S&P remuneration to the shareholders, the Board of and Moody’s consolidated ratings of at least BBB Directors, on November 6, 2008, agreed to and Baa2 immediately after settlement of the distribute a second interim dividend of takeover bid. 0.10€/share based on the 2008 results, which will be paid on December 2, 2008. This quantity is On July 22 Criteria CaixaCorp announced its 12- added to the first interim dividend based on the month program to buy back up to 44.25 million 2008 results which was paid on July 2, 2008. treasury shares, representing 1.32% of the Company’s share capital. This program will help After securing all requisite authorizations, on the Company comply with its shareholder October 8, 2008 Criteria CaixaCorp finalized the remuneration policy. At September 30, 2008, the acquisition of a 20% stake in Grupo Financiero Company holds treasury shares amounting to Inbursa (GFI). The acquisition, announced on May 0.02% of share capital. 26, has placed GFI as “la Caixa”’s vehicle for expanding the retail banking business throughout Criteria CaixaCorp’s main investments during the American continent. 2008 are as follows:
On October 1, 2008 the consortium formed by o On June 25 Criteria CaixaCorp finalized the Abertis (50.0%), Citi Infrastructures Partners acquisition from “la Caixa” of Morgan Stanley (41.7%) and Criteria CaixaCorp (8.3%) decided to Wealth Management, S.V., S.A.’s mutual and not extend the term of its bid filed on May 16 for pension fund management businesses, which management of the Pennsylvania Turnpike (USA). “la Caixa” had previously acquired. The final The consortium’s decision was based on the State price of both businesses totaled €111 million. of Pennsylvania’s failure to introduce the necessary legislative changes before September o In January 2008 the public takeover bid for 30. The consortium headed by Abertis was chosen Sociedad General de Aguas de Barcelona was as the “preferred bidder” in the tenders process settled (total economic participation: 44.10%). to award the 75-year management contract for the 801km Pennsylvania Turnpike. o In March 2008, the Company acquired a 3.01% stake in Abertis from Caixa Catalunya, On September 22, 2008 Criteria CaixaCorp joined bringing the total economic participation in the Dow Jones Sustainability Index, evidencing that company to 25.04%. the Company’s commitment to sustainability and its corporate reputation, both in its activities and At September 30, 2008, the net asset value (NAV) its investments. On September 19 the Company of Criteria CaixaCorp totaled €17,880 million. also joined the FTSE Eurofirst 300 stock market NAV per share dropped from €7.41/share at index. December 31, 2007 to €5.32/share at September 30, 2008. At its July 30 meeting, the board of directors agreed to back Gas Natural’s acquisition of a Recurring dividends recorded by Criteria 45.3% stake in Unión Fenosa and its subsequent CaixaCorp at September 30, 2008 totaled €632 bid for the remaining share capital. Criteria million, up 56% on the same period of 2007 (26% CaixaCorp will contribute up to €1,903 million to higher on a like-for-like basis).
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Presentation of Results January – September 2008
KEY INVESTOR DATA
SHARE PERFORMANCE Key indicators of the performance of Criteria CaixaCorp shares from January to September 2008 are as follows:
Key indicators
Market cap at the end of the period €11,333 M
Maximum price (02/01/2008)1 €5.20
Minimum price (18/09/2008) 1 €3.30
Share price at September 30 1 €3.37
Maximum daily trading volume (in shares) (20/05/2008) 59,609,822
Minimum daily trading volume (in shares) (09/04/2008) 860,410
Average daily trading volume (in shares) 5,726,288
Note: 1 Trading session closing price
Trading volume (no. of shares)
60,000,00060.000.000
50,000,00050.000.000
40,000,00040.000.000
30,000,00030.000.000
20,000,00020.000.000
10,000,00010.000.000
0 02/01/2008 01/02/2008 02/03/2008 01/04/2008 01/05/2008 31/05/2008 30/06/2008 30/07/2008 29/08/2008 30/09/200828/09/2008
Share price performance during the first nine months of 2008 has been analyzed from two standpoints: firstly, the share price has been compared to the main benchmark indexes and, secondly, the implicit trading discount has been analyzed in comparison with the real value of shares.
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Presentation of Results January – September 2008
Criteria CaixaCorp’s share price vs. main benchmark indexes
110
100
90 -27.6% -30.9% 80 -34.8% 70
60 01/01/2008 31/01/2008 01/03/2008 31/03/2008 30/04/2008 30/05/2008 29/06/2008 29/07/2008 28/08/2008 30/09/200827/09/2008
At the end of the period from January to September 2008, the share price was down 34.8%, closing the period at €3.37/share. This performance is in line with general trends in European markets where, for example, the Ibex35 and Eurostoxx50 lost 27.6% and 30.9%, respectively.
Trading discount
€/share € 31/12/2007 /acc. -30.3% 8,008.00 NAV per share 7,007.00 31/03/2008 -35.7% 6,006.00
Discount -28.3% 30/06/2008 5,005.00 -39.6% 30/09/2008 -36.6% 4.00 4,00 Share price -34.8% 3,003.00 01/01/2008 31/01/2008 01/03/2008 31/03/2008 30/04/2008 30/05/2008 29/06/2008 29/07/2008 28/08/2008 30/09/200827/09/2008
The trading discount, defined as the differenceNAV PS between theCotización Criteria net value of Criteria CaixaCorp shares and the Company’s capitalization at closing prices, increased from 30.3% in January 2008 to 36.6% at the third-quarter close. This discount is less than that recorded at the half- year close and indicates that the market value of these shares is higher than the overall share price. This suggests that the stock will have upside as the difference between these variables narrows.
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Presentation of Results January – September 2008
This upside potential is reflected in financial analysts’ opinions on Criteria CaixaCorp, the majority of which have issued "buy" recommendations. The following chart depicts the target share price and the recommendations issued by financial analysts for Criteria CaixaCorp:
Target prices and analyst recommendations Average Price: 5.07€/share
Caja Madrid 4.47 € 10/10/2008 Goldman Sachs 4.00 € 30/09/2008 Banesto 5.04 € 05/09/2008 Morgan Stanley 4.46 € 21/08/2008 Consensus Ibersecurities 4.10 € 05/08/2008 Cheuvreux 4.00 € 31/07/2008 BUY HOLD UBS 5.40 € 23/07/2008 10 4 BBVA 4.50 € 27/05/2008 Santander 5.05 € 22/04/2008 Citigroup 4.61 € 12/02/2008 Société Générale 4.80 € 11/02/2008 SELL 3 Ahorro Corporación 5.50 € 07/02/2008 M&B Capital Advisers 5.90 € 13/12/2007 Bankinter 6.70 € 30/11/2007 Inverseguros 5.80 € 30/11/2007 JP Morgan 5.80 € 22/11/2007 Interdin 6.00 € 25/10/2007
0 1 2 3 4 5 6 7 8
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Presentation of Results January – September 2008
NET ASSET VALUE The net asset value of Criteria CaixaCorp from January to September 2008 has been as follows:
€ million 31/12/2007 30/06/2008 30/09/2008
GAV (gross asset value) 1 26,193 25,925 22,193
Pro forma net debt 2 (1,264) (4,696) (4,313)
NAV (net asset value) 24,929 21,229 17,880
Net debt / GAV 4.8% 18.1% 19.4%
Shares outstanding (million) 3,363 3,363 3,363
NAV/share (€) 7.41 6.31 5.32
Note: (1) Listed investees were valued using the number of shares and the closing price at the date considered. Non-listed investees were appraised using the value at December 31, 2007. For outstanding transactions the most likely transaction price has been used. (2) Pro-forma figures are based on the aggregated net debt/cash position reflected in the individual financial statements of Criteria CaixaCorp and the holding companies, as well as on transactions in progress (including GF Inbursa). The figures do not reflect the share capital increase in Gas Natural for the acquisition of Unión Fenosa.
The following illustration reflects Criteria CaixaCorp’s NAV from January to September 2008, taking into consideration both acquisitions and the change in portfolio value during the period.
NAV of Criteria CaixaCorp
€ Million
3,693 (3,961) 325 (242) 26,193 (330) 25,925 (3,485)
Investments 680 Agbar Investments Change in 120 MS ELS Telefónica value Pennsylvania Turnpike 22,193
Change in 1,601 GFI value GAV
Net (1,264) Debt (4,696) (4,313)
NAV 24,929 21,229 17,880 31/12/2007 30/06/2008 30/09/2008
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Presentation of Results January – September 2008
The reconciliation at September 30, 2008 of Criteria CaixaCorp’s debt with credit entities and the Group’s pro-forma net debt position is as follows:
Reconciliation of debt with credit entities and the
Group’s proforma net debt
€ Million
(1,601) (4,313)
(3,884) 650
487
Holding 35 companies net debt Debtors net Deposit held Other pending for the Equity commintments Swap (GFI)
Criteria CaixaCorp(1.264) Payable (1.893)Criteria CaixaCorp to credit entities1 Group Pro-forma net debt position 30/09/2008 30/09/2008
1 Includes €5,485 million classified as “Payable to credit institutions” and €1,601 million classified as “Debtors and Short-term Fin.Inv.”, corresponding to a deposit in the bank accounts.
2 Not including the amount corresponding to the Gas Natural take over bid on Union Fenosa.
The following table illustrates the GAV from the close of 2007 to September 30, 2008.
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Presentation of Results January – September 2008
GAV
Market Market € million Investments/ Change in Investments/ Change in Market value value value divestments value divestments value 30/09/08 31/12/07 30/06/08
Treasury shares - - - - 2 - 2
Gas Natural 6,366 179 (465) 6,080 72 (1,815) 4,337
Repsol-YPF 3,770 3 101 3,874 - (639) 3,235
Abertis 2,972 516 (958) 2,530 - (210) 2,320
Agbar 1,140 680 1 (534) 1,286 - (346) 940
Telefónica 2 5,540 211 (1,170) 4,581 (187) (20) 4,374
BME 138 37 (76) 99 - (23) 76
Banco BPI 1,019 161 (527) 653 - (118) 535
Boursorama 143 2 (33) 112 1 (9) 104
The Bank of East 683 59 (183) 559 9 (212) 356 Asia
BCP 109 (9) (49) 51 - (8) 43
Other listed 38 445 (25) 458 183 (83) 558 stakes
Total listed 21,918 2,284 (3,919) 20,283 80 (3,483) 16,880
Total non-listed 3,595 159 3 (42) 3,712 23 (2) 3,712
Other investment commitments
Agbar 680 (680) 1 - - - - -
GF Inbursa - 1,600 - 1,600 1 - 1,601
Pennsylvania - 330 - 330 (330) - - Turnpike
TOTAL GAV 26,193 3,693 (3,961) 25,925 (247) (3,485) 22,193
Note: Taking into account investments made by both Criteria Caixa Corp and the Group’s holding companies (1) Criteria CaixaCorp Group completed the €680 million public takeover bid for AGBAR in January 2008. (2) At September 30, 2008 0.64% of this stake is held through equity swap contracts worth €484 million. (3) Corresponds to the investment made by InverCaixa and VidaCaixa for the acquisition of MS Gestión and MS Pensiones for €90 million and €21 million, respectively; to the acquisition of 2.88% of PortAventura; and to the share capital increases in Finconsum
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Presentation of Results January – September 2008
Investment portfolio as of September 30, 2008
Total stake Board Market value Services representation € M Listed companies 15,282
Energy Gas Natural 37.14% 5 out of 17 4,337 Repsol YPF 12.68% 2 out of 16 3,235 Infrastructure Abertis 25.04% 6 out of 21 2,320 Services/other Agbar 44.10% 5 out of 13 940 Telefónica 1 5.56% 2 out of 17 4,374 BME 5.01% 1 out of 15 76 Non-listed/private equity 954 Grupo Port Aventura 100.00% 9 out of 11 Real estate portfolio 100.00% 5 out of 5
Insurance and financial services
Listed companies 1,596 International banking 1,596 Banco BPI 27.52% 3 out of 23 535 Boursorama 20.89% 2 out of 10 104 The Bank of East Asia 9.86% - 356 BCP 0.79% - 43 Other - - 558 Non-listed companies 2,758 Insurance 2,250 CaiFor 100.00% 9 out of 10 GDS-Correduría de Seguros 67.00% 1 out of 1 Specialized financial services 508 InverCaixa Gestión 100.00% 7 out of 7 CaixaRenting 100.00% 5 out of 5 Finconsum 100.00% 9 out of 9 GestiCaixa 100.00% 7 out of 7 Treasury shares 2 Other committed investments (GF Inbursa 2 ) 1,601 TOTAL GAV 22,193
(1) 0.64% of this stake is owned through equity swap contracts worth €484 million. (2) Acquisition of a 20% stake completed on October 8, 2008 (3 board members out of 17)
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Presentation of Results January – September 2008
The breakdown of the GAV of the current portfolio is as follows: Breakdown of GAV
Insurance and Financial specialized financial services (27%) 13% Non-listed International 17% Banking 14%
Non-listed services Listed 4% Listed 83% services 69%
Services (73%)
Currently, when taking into account outstanding commitments (GF Inbursa), investments in the services sector account for 73% of GAV, while the financial sector represents 27%. At September 30, 2008, the weight of the financial sector was nine percentage points higher than at the beginning of the year. Criteria CaixaCorp will continue its strategy of rebalancing its investment portfolio, placing greater weight on financial assets without excluding particularly interesting investments in the services sector. Criteria CaixaCorp’s strategic goal is to rebalance the portfolio mix over the medium to long term until the financial services sector accounts for 40%-60% of the total.
Listed portfolio From January to September 2008 Criteria CaixaCorp’s listed portfolio performed in line with benchmark indices such as the Ibex35 and the Eurostoxx50. In the third quarter, the drop in Criteria’s share price was greater than the fall in these indices. The following graph illustrates the real performance of the Ibex35 and the Eurostoxx50 compared with Criteria CaixaCorp’s listed portfolio, on a like-for-like basis. During this period, Criteria CaixaCorp portfolio fell 31.9% compared to a 27.6% drop in the Ibex35 and a 30.9% slide in the Eurostoxx50.
Criteria CaixaCorp’s listed portfolio
110
100
90
80 -27.6% -30.9% 70 Adusted Listed Portfolio -31.9% 60 01/01/2008 31/01/2008 01/03/2008 31/03/2008 30/04/2008 30/05/2008 29/06/2008 29/07/2008 28/08/2008 30/09/200827/09/2008 Ibex 35 Eurostoxx 50 Adjusted listed portfolio
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Presentation of Results January – September 2008
Investments made in 3Q08 Investments and investment commitments totaled €82 million in the third quarter of 2008. Year-to-date investments amounted to €4,136 million.
1H08 3Q08 Total accumulated 08
€ million % acquired Value % acquired Value % acquired Value € M € M € M Treasury shares - - 0.02 2 0,02 2 Gas Natural 1.13 179 0.48 72 1,61 251 Repsol YPF 0.01 3 - - 0,01 3 Abertis 3.92 516 - - 3,92 516 AGBAR (TOB settlement) 16.43 680 - - 16,43 680
3 Telefónica 0.25 211 (0.25) (187) - 24
BME 1.48 37 - - 1,48 37 Banco BPI 2.50 1611 - - 2,50 1611 Boursorama 0.28 2 0.17 1 0,45 3 The Bank of East Asia 0.92 59 0.15 9 1,072 68 Other - 445 - 183 - 628 Total listed 2,293 80 2.373 Total non-listed 159 2 1614 Total investments 2,452 82 2.535 Pending commitments GF Inbursa 1,601 Total commitments 1,601 Total investments made and investment commitments 4,136
Notes: Taking into account investments made by both Criteria Caixa Corp and the Group’s holding companies.
(1) The amount shown comprises the capital increase subscription for a 25.02% stake (€89 million) plus the amount relating to the subsequent increase in the stake (€72 million).
(2) The stake in BEA varied 0.97% due to the dilution arising from the company’s capital increases during the period.
(3) The stake in Telefónica increased 0.8% due to the reduction of capital made by the Company in July
(4) Corresponds to the investment made by InverCaixa and VidaCaixa for the acquisition of MS Gestión and MS Pensiones for €90 million and €21 million, respectively; to the acquisition of 2.88% of PortAventura; and to the share capital increases in Finconsum.
The net investment in Telefónica totaled €24 million in the first nine months of 2008. This investment strategy is based on restructuring of the interest held. In this regard, the gross investment amounted to €266 million, having recovered €242 million through the partial cancelation of equity swap contracts. The final stake in Telefónica’s share capital at September 30, 2008 was 5.56% (0.64% through equity swap contracts). Subsequent to September 30, 2008 additional equity swap contracts were cancelled early, recovering an additional €81 million. The participation in Telefónica share capital at October 31, 2008 amounted to 5.48% (0.53% through equity swap contracts).
Criteria’s investment in Gas Natural (€72 million) reflects the upside presented by this company in the current market conditions.
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Presentation of Results January – September 2008
In view of the current circumstances, the board of directors, exercising the authorization granted at Criteria’s last Annual General Meeting, launched a program to buy back up to 44.25 million shares, representing approximately 1.32% of the Company’s share capital. At September 30, 2008, Criteria held 647,530 treasury shares, representing 0.02% of share capital, at an average cost of €3.42/share.
In terms of investment commitments, the consortium formed by Abertis (50%), CITI Infrastructures Partners (41.7%) and Criteria CaixaCorp (8.3%) decided not to extend the term of its bid filed on May 16 for management of the Pennsylvania Turnpike. The consortium’s decision was based on the State of Pennsylvania’s failure to introduce the necessary legislative changes before September 30, the expiration of the last extension of the group's bid. The legislative process moved slower than expected and, after two extensions on the original term of the bid, the present world economic climate did not warrant a renewal of the offer.
After securing all requisite authorizations from Mexican and Spanish regulators and following the successful conclusion of the public takeover bid launched on August 27, on 8 October Criteria finalized the acquisition of a 20% stake in GF Inbursa, originally announced on May 26. In accordance with the agreements reached with GF Inbursa last May, the acquisition was carried out through a share capital increase and a subsequent public takeover bid to secure a 20% interest. The companies agreed to a price per share of 38.5 Mexican pesos for a total investment of 25,668 million Mexican pesos (€1,601 million). The transaction was financed entirely with bank debt. Criteria’s stake in GF Inbursa will facilitate the flow of “la Caixa”’s retail banking experience and know-how to Mexico and other North and South American countries. As part of Criteria’s interest in GF Inbursa, Criteria has appointed three members of GF Inbursa’s 17-member board of directors: Mr. Isidro Fainé, Chairman of the “la Caixa” board of directors and Deputy Chairman of Criteria, Mr. Juan María Nin, General Manager of “la Caixa” and member of the board of directors of Criteria, and Mr. Leopoldo Rodés, member of the board of directors of “la Caixa." Mr. Juan Fábrega, senior executive of “la Caixa”, has joined GF Inbursa’s executive committee and will be appointed to the board of directors of Banco Inbursa. With this operation, GF Inbursa has become the vehicle for expanding the financial business of both Criteria and the Slim family in North and South America. Mr. Carlos Slim and his family, the main shareholders of GF lnbursa, will continue to hold the majority of share capital and to manage the Mexican financial group.
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Presentation of Results January – September 2008
Key highlights of Criteria CaixaCorp investees in 3Q081
SERVICES
FINANCIAL INFORMATION Gas Natural reported, for the first nine months of 2008, a net profit of €805 million (+11% compared to 2007). Without taking into account the extraordinary results, net earnings rose +20%. Positive performance of EBITDA (+13%) driven by the strong electricity market (higher prices of the pool, more generation and contribution by operations in Mexico) and distribution (increase in regulated remuneration in Spain and increase in margins in Brazil). On July 1, 2008 the company paid a final dividend against 2007 earnings of €0.71/share (up 16.4% compared to the 2006 final dividend). The total dividend for 2007 was €1.14/share (an increase of 16% from 2006). In the first quarter of 2008, S&P and Fitch downgraded their long-term rating for Gas Natural from A+ to A with a stable outlook. BUSINESS/OTHER INFORMATION On October 28, Hisusa sold the stake of 5.03% of the share capital of Gas Natural to its partners, proportional to their participation (Suez Environnement 51% and Criteria CaixaCorp 49%). This reorganisation of Criteria’s portfolio means an increase in its direct participation in Gas Natural by 2.46%, reaching a total stake of 37.46%. The Argentinean government has approved a 10%-30% hike in natural gas rates for domestic, industrial and vehicular clients. The new rates are applicable as of September 1, 2008. The company agreed to acquire ACS’s stake in Unión Fenosa (45.3%) at €18.33/share, implying a valuation of €16,757 million for 100% of Unión Fenosa. In addition, the company has signed an equity swap to acquire the 5.15% stake Caja de Ahorros del Mediterráneo (CAM) holds in Gas Natural for €17.57/share. The sale has been authorized by the National Energy Commission (CNE), subject to certain conditions, and is pending approval by the fair competition authorities. Following this acquisition, Gas Natural will be required to launch a takeover bid for the remaining capital of Unión Fenosa at €18.33/share. Gas Natural’s main shareholders, Criteria and Repsol, have pledged to provide the necessary equity for the company to maintain at least a BBB rating following the deal (up to €1,903 million and €1,600 million, respectively). Gas Natural has arranged the necessary financing with ten banks. The Mexican financial institution Grupo Financiero Inbursa has acquired 15% of Gas Natural México for 760.8 million Mexican pesos (€50 million). This agreement will catalyze growth of the energy group in Mexico. In January, Mr. Juan María Nin and Mr. Francisco Reynés joined Gas Natural’s board of directors as proprietary directors of Criteria CaixaCorp, replacing José Vilarasau and José Luís Jové Vintró.
For more information, please visit www.gasnatural.com.
1 Figures for listed companies have been taken from public data reported by these companies in the period between December 31, 2007 and November 6, 2008.
18
Presentation of Results January – September 2008
FINANCIAL INFORMATION Repsol’s net profit for the first half of 2008 hit record highs at €2,117 million (up 24% compared to 2007), driven by higher oil prices (up 72%) and the capital gains generated from the sale of 14.9% of YPF. This has offset the negative impact of the dollar’s 13% slide against the euro, the slumps in production and international margins in the chemicals business and the tighter refining margins (down 5.6%). On July 9, 2008 the company paid a final dividend for 2007 of €0.50/share (up 39% compared to the 2006 final dividend). Total 2007 dividends amounted to €1/share (39% higher than in the prior year).
BUSINESS INFORMATION The consortium comprising Repsol, Petrobras (operator, 45%) and BG (30%) announced the discovery of a new deep-water oil field in the Santos Basin in Brazil. The new field, called Guará, is adjacent to the Carioca field which was discovered at the end of last year. According to preliminary studies, both fields boast high-quality oil. Repsol, one of Gas Natural’s main shareholders, has pledged to provide equity of up to €1,600 million to ensure that Gas Natural maintains a consolidated credit rating of at least BBB following liquidation of the Unión Fenosa takeover bid. Repsol YPF and the National Oil Corporation (NOC) of Libya signed an agreement to extend Repsol’s oil exploration and production contracts in Libya to 2032. NOC will receive a $1,000 million bond payable by the consortium (Repsol YPF, OMV and Total) in three installments. The new agreement is in line with the standard contracts prevailing in the Libyan oil industry. The company announced its 2008-2012 Strategic Plan based on organic growth, greater diversification and cost efficiency. The €32,800 million investment plan aims to optimize present assets and to place funds in ten projects deemed critical to the company’s future, including a €3,200 million–project to enlarge the Cartagena refinery, making it one of the most modern refineries with one of the highest conversion capacities in the world. The company has also set ambitious EBIT and net profit targets, backed by improvement in downstream business ex-YPF, higher hydrocarbon production in upstream ex-YPF and positive performance by Argentina (YPF) and Gas Natural. The plan also foresees annual dividend growth of over 10%. The Petersen Group bought 14.9% of YPF for $2,235 million, adding a net gain of approximately €300 million to Repsol YPF’s 2008 results.
For more information, please visit www.repsol.com.
19
Presentation of Results January – September 2008
FINANCIAL INFORMATION Abertis obtained a net profit of €541 million (-3.1%) in the first nine months of the year. The impact of the economic slowdown on the motorway business has been partially compensated by the positive evolution of the telecommunications business. At Abertis’ Annual General Meeting held on April 1, the shareholders approved the payment of a final 2007 dividend of €0.28/share. Total dividends for 2007 amount to €0.56/share, up 12% on 2006. Abertis also raised the interim dividend on account of 2008 profits from €0.28 to €0.30 per share (7%). Abertis carried out its usual bonus share issue against reserves for over €95.7 million, issuing one new share for every 20 shares held. BUSINESS INFORMATION On October 1, the consortium formed by Abertis (50%), Citigroup (41.7%) and Criteria CaixaCorp (8.3%) decided to not extend the term of its bid filed on May 16 for the 75- year management contract for the Pennsylvania Turnpike. The decision was mainly based on the slow legislative process and the current economic situation. On July 2, Abertis (51%) and the Santander Group (49%) signed a €716 million agreement with ACS to acquire the stakes held by the latter in two Chilean toll road concessionaires. On June 25, Abertis completed the spin-off of Schemaventotto (S28) and now holds a 6.68% direct stake in Atlantia. In 2008 S&P downgraded Abertis’ credit rating from A to A- with a negative outlook, deeming that the company’s higher leverage stemming from its acquisitions strategy is not compatible with an A rating. At the same time, S&P downgraded its ratings for Hit and Sanef. On March 28, Abertis bought 1.5% of its treasury shares from Caixa Catalunya for approximately €201 million. Abertis plans to hold this treasury shares temporarily.
For more information, please visit www.abertis.com.
20
Presentation of Results January – September 2008
FINANCIAL INFORMATION The Agbar Group’s first-half net profit stood at €147.7 million, up 47% compared to the same period of 2007. This improvement was driven by the organic growth of its businesses (up 10% in revenue and 11% in operating profit) and capital gains of €81 million on the sale of its stake in Suez. Recurring net profit stood at €81.6 million, up 19% on 2007. On July 3 the company paid a final dividend against 2007 earnings of €0.371/share, which, along with the €0.175/share interim dividend paid in February 2008, brings the total 2007 dividend to €0.546/share (a 20% increase on 2006).
BUSINESS INFORMATION Aguas Andinas, Agbar Group’s Chilean subsidiary, acquired 53.5% of ESSAL for €108 million. ESSAL provides drinking water production and distribution services, as well as waste water treatment services, to over 600,000 residents of Chile’s Los Lagos and Los Ríos regions. The Agbar Group sold its 0.16% stake in Suez for €97 million, generating consolidated capital gains of €81 million. At the Annual General Meeting, the shareholders ratified the board of director’s February appointment of Mr. Francisco Reynés Massanet as a proprietary director representing Criteria Caixa Corp and Mr. Ángel Simón Grimaldos as an executive director. Mr. Yves De Gaulle was also appointed proprietary director representing Suez Environnement, replacing Mr. Jean-Pierre Hansen, while Sir Rob Young, British High Commissioner in India, was appointed independent director. These appointments brought the total number of independent directors to two out of 13 directors. A joint takeover bid by Criteria CaixaCorp, Hisusa, Suez Environnement and Suez Environnement España for the SGAB shares they did not already own was successfully completed in January 2008, bringing these companies’ joint control to 90% of SGAB.
For more information, please visit www.agbar.es.
21
Presentation of Results January – September 2008
FINANCIAL INFORMATION Telefónica announced the extension to the end of the year of 50% of its share buyback program for 2008, for the acquisition of 50 million additional shares (1.06% of share capital). The original 2008 program, which called for the buyback of 100 million shares (2.13% of share capital), was completed on October 10, 2008. Telefónica reiterates all its growth targets for 2008, confirms that it maintains its financial strength and flexibility (net debt ratio + commitments as a percentage of OIBDA is at the low end of the target range of 2.0x – 2.5x) and stands behind its financial targets for 2010 (net earnings per share of €2.304 and cash flow per share of €2.87). The company cites the diversification of its operations, its strength in the main markets and its integrated management model as the main factors enabling it to reiterate these targets. Telefónica approved distribution of a dividend on account of 2008 profits for €0.50/share, payable on November 12, 2008. The Telefónica Group’s first-half net profit totaled €3,593 million, 6.2% less than the previous year, largely due to the capital gains booked in 1H07 on the sale of Airwave. When gains on the sale of assets are not taken into account (€1,296 million on the sale of Airwave in 2007 and €143 million on the sale of a stake in Sogecable in 2008), net profit grew 29.0% year on year. Earnings are underpinned by the sharp increase in total accesses (up 15.2% year on year, with over 245 million accesses), strong organic business growth (up 6.7% in revenue and 12.0% in OIBDA), as well as the company’s ability to manage costs and maximize efficiency. Telefónica carried out a €68.5 million share capital reduction by redeeming 68,500,000 treasury shares (1.435% of share capital), taking its share capital to 4,704,996,485 shares with a par value of €1 each. On May 13 the company paid a final dividend against 2007 profits of €0.40/share, which, along with the €0.35/share interim dividend paid in November 2007, brings the total 2007 dividend to €0.75/share (a 25% increase on the 2006 dividend). BUSINESS INFORMATION Telefónica acquired a 51.86% of the shares of Compañía de Telecomunicaciones de Chile (CTC), reaching a stake of 96.75%, after completion the takeover bid of the 55% shares that Telefónica did not already owned. The total investment was of approximately €640 million. Telefónica increased its stake in China Netcom Group Corporation (Hong Kong) Limited (CNC) to 9.9% and has signed agreements to acquire 5.5% of the company resulting from the merger of CNC and China Unicom, as part of the current process to restructure the Chinese telecommunications sector. Telefónica participated in the takeover bid launched by PRISA for SOGECABLE, S.A., selling its entire 16.79% stake in that company and generating gains of €143 million. VIVO, a company 50% owned by Telefonica, reached a stake of 97.94% of the voting capital and 85.99% of the preferred shares in Telemig Celular, a mobile phone operator servicing the state of Minas Gerais in Brazil, for 2,608 million Brazilian reales (approximately €953 million). For more information, please visit www.telefonica.com.
22
Presentation of Results January – September 2008
FINANCIAL INFORMATION Bolsas y Mercados Españoles ended 9M08 with a net profit of € 145.5 M. These are solid earnings obtained in challenging circumstances on the financial markets, although 3.4% lower than in September 2007. BME’s Board of Directors agreed on the payment of a gross final dividend of €1.01647 per share, which, together with the interim dividend of €0.956 per share paid in January 2008, brings the total 2007 gross dividend to €1.97247 (a 65% increase from the 2006 dividend). In addition, the company agreed to pay an extraordinary dividend against voluntary reserves of €0.569 per share which was paid on 21 May. BUSINESS INFORMATION The number of cross trades, including securities, EFTs and warrants, increased by 5.9% year on year in the first nine months of 2008 to 27.7 million. Total cash traded in the quarter amounted to 288.39 billion euros, 22.8% lower than in 3Q07. In 9M08 the volume was down 19.8% from the same period in 2007.
For more information, please visit www.bolsasymercados.es.
23
Presentation of Results January – September 2008
INTERNATIONAL BANKING
FINANCIAL INFORMATION The attributable net profit according to the Mexican GAAP at September 30, 2008, was MXN 2,402M (-39%), affected by the negative results of financial operations (mainly capital losses in swaps) and an extraordinary capital gain in 2007. The net credit investment grew 58% to MXN 111,650M and the deposits increased 90% to MXN 118,624M. The Tier 1 of Banco Inbursa is still above the sector: 18% vs. 13.8% (data at June 30, 2008). This does not yet include the amount of the capital increase of MXN 12,834M underwritten by Criteria. Grupo Financiero Inbursa improved its net lending position in the inter-banking market (from MXN 7,773M at September 30, 2007 to MXN 28,901M at September 30, 2008).
BUSINESS INFORMATION The company plans to open around 100 offices in the next 12 months within the framework of the new Business Plan developed between “la Caixa” and GFI to strengthen their business in retail banking.
For more information, please visit www.inbursa.com.mx
24
Presentation of Results January – September 2008
FINANCIAL INFORMATION The attributable net profit at September 30, 2008 was €34.4M (-86.2%). Not taking into account the extraordinary impact due to the sale and impairment of BCP [0.8% stake at September 30, 2008], it would have been €211M, 15% lower than 2007. The net credit investment grew 4% and the deposits increased 23%. The bank is continuing with its organic expansion process in Portugal and Angola [since 2007, 73 offices and 340 new employees]. The Core capital and Tier I are situated between 6.5% and 7.4% respectively. On May 19, 2008 BPI’s board of directors authorized a share capital increase of €350 million, subject to shareholder approval. The capital increase was fully subscribed and the shares began trading on June 24. The bank has a net lending position in the inter-banking market of €1,978 million at September 30, 2008 compared to a net borrowing position of €1,818 million at September 30, 2007. Furthermore, they have the refinancing assured from the middle to the long term until the end of 2009. On May 8 BPI paid a €0.187/share dividend, up 17% on the 2007 dividend.
BUSINESS INFORMATION As part of efforts by Angolan investors and subsidiaries of Portuguese banks in Angola to localize key assets, on September 12, 2008 BPI agreed to sell 49.9% of Banco Fomento Angola (BFA) to Unitel, retaining the remaining 51.1%. Unitel is the largest private non- listed locally-owned Angolan company and the leader in the country’s mobile telephone market. The transaction is expected to take place before the end of 2008 and will generate consolidated net gains for BPI of approximately €115 million and an impact on core capital and Tier 1 of 120 b.p.
For more information, please visit www.bancobpi.pt.
25
Presentation of Results January – September 2008
FINANCIAL INFORMATION Similar recurring net income year-on-year of BRS at 30/09/08 which amounted to €36 million (+10% to €39.4 million due to the extraordinary reorganization of the business in Germany). The reduction in commissions (- €16 million), due mainly to the reduction (14%) in the number of transactions on the stock market, was partially compensated with increases in other advertising revenue (+ €12 million). Turnover was reduced by 23% year-on-year due to the reduction in share prices (22%) and to the Investment Funds which were reduced by 49% mainly because of the sale of Veritas in Germany. The increase in the number of accounts would be 9%, taking into account a constant perimeter (excluding the impact of the sale of Veritas) highlighting the increasing number of bank accounts and savings in France (+23% and +19%, respectively). BUSINESS INFORMATION Boursorama is changing its business model in France. Before the end of year 2008, Boursorama will close 6 out of 20 branches, going from a street level branches model to a first floor branches model, exclusively focused on businesses tasks. In December of year 2008, Boursorama will implement a new interface for the website www.boursorama.com, continuing with its innovative policy. Boursorama and “la Caixa” signed a shareholders' agreement to create an online bank in Spain based on Boursorama’s Self Trade Bank, through which it has been operating in Spain since 2003 with more than 22,600 accounts. The online bank is expected to begin operations in the first quarter of 2009.
For more information, please visit www.boursorama.com.
26
Presentation of Results January – September 2008
FINANCIAL INFORMATION On October 27, 2008, BEA conveyed its decision to the Board of Directors to sell its portfolio of CDO’s, keeping in mind the best interest for the bank and its shareholders by eliminating all exposure to structured products. This has meant the filing of HKD 2,200M of losses, which when added to the value depreciations of HKD 1,300M accounted in 1H08, amount to HKD 3,500M in 2008 associated to CDOs. BEA has reported that their business continues to be solid and that the ratios required by the Monetary Authority of Hong Kong are still above the minimum required. In response to rumors questioning the bank’s stability, on September 24, 2008 BEA issued a press release confirming its financial strength and discrediting any rumors to the contrary. The bank also reported its exposure to Lehman Brothers and AIG (HKD 423 million and HKD 50 million, respectively, representing 0.12% of the Group’s assets). At the same time, the Hong Kong monetary authorities (HKMA) reiterated the stability and solvency of BEA and announced a series of measures aimed at maintaining the stability of the Hong Kong financial system, in line with actions taken by other central banks. On September 18, 2008 BEA suspended trading of its shares after it detected a trading loss attributed to an unauthorized manipulation of the valuation of certain equity derivatives by a trader. BEA considered this to be an isolated case and lowered its first- half profit by HKD 109 million. Following the adjustment, net profit for the first half of the year stood at HKD 785 million, although there have been no material impacts on the balance sheet or capital. BEA shares resumed trading on September 19, 2008. Net profit fell 52% to HKD 894 million in 1H08, mainly due to the extraordinary fall in value of CDOs and SIVs. Nonetheless, the institution’s core business continues to grow in line with forecasts. On August 5, the board of directors proposed the distribution of a 2008 interim dividend of HKD 0.23/share (52% lower than in 2007). On December 27, 2007 BEA carried out a HKD 3,953.8 million share capital increase (effective January 2008), which was fully subscribed by Criteria CaixaCorp. The increase shored up the bank’s solvency, with core capital standing at 9.4% and tier total at 14.7% at June 30.
BUSINESS INFORMATION On May 27, BEA China (fully owned by BEA) became the first foreign bank to issue debit cards in Renminbis on mainland China. On January 7, 2008, the company officially announced the start of business of life insurance company BEA Life (100% owned by BEA), which will offer a wide range of life insurance products.
For more information, please visit www.hkbea.com.
27
Presentation of Results January – September 2008
Non-listed portfolio INSURANCE AND SPECIALIZED FINANCIAL SERVICES
Completion of the acquisition of Morgan Stanley’s former pension funds business for a final price of €21 million (after applying the price adjustment set out in the corresponding contract). VidaCaixa, the Group’s life insurance company, performed well during the first nine months of the year, increasing the volume of premiums written by over 13% compared to the same period in 2007. This growth rate is significantly above general growth in the life insurance sector which, according to the Spanish Insurance Companies Research Group (ICEA), was only almost 11% to September. In addition, pension plan contributions rose over 18% compared to the first nine months of 2007. According to data published recently by ICEA and the Spanish Association of Investment and Pension Funds (INVERCO), at September 30, 2008 VidaCaixa ranked first and second among life insurance and pension plan companies in terms of savings managed. With respect to non-life insurance, which is marketed through SegurCaixa, the volume of premiums issued on to September rose 20% compared to 2007. Excluding the premiums in the automobile business, launched last year, premiums issued are 5% above those of the same period of 2007. This rate exceeds the overall 2.9% growth (to September) in the non- life insurance sector, according to ICEA data. In terms of sales, in September CaiFor, through SegurCaixa, launched a motorcycle insurance product (SegurCaixa Moto), backing its commitment to vehicle insurance for individual clients. CaiFor is the first bancassurance group in the country to offer in-house automobile and motorcycle insurance products. Combined profits of CaiFor insurers to September 2008 were 21% greater than in the same period of the prior year. The savings business performed well, thanks to a favourable evolution in interest rates.
VidaCaixa Figures as of
€ million 30/09/2008 30/09/2007
Premiums issued 1,205 1,068
Premiums issued and contributions to pension funds 1,880 1,636
Net profit 120 97
30/09/2008 31/12/2007
Technical reserves, net of reinsurance 16,164 16,205
Equity 476 356
Resources under management 27,771 27,512
Solvency margin coverage ratio 1.2 1.1
28
Presentation of Results January – September 2008
SegurCaixa Figures as of
€ million 30/09/2008 30/09/2007
Premiums issued 164 137
Net profit 21 20
30/09/2008 31/12/2007
Technical reserves, net of reinsurance 192 161
Equity 59 41
Combined ratio 83% 80%
Solvency margin coverage ratio 1.2 1.4
For more information, please visit www.caifor.es.
Premiums brokered by GDS Correduría to September 2008 totaled €100 million and brought in revenue slightly under that of the prior year. In the automobile business, the rise in fleet insurance was offset by the drop in individual car insurance, resulting from lower vehicle sales. General insurance brokered dropped 10% following the entry into force of the Brokerage Law and the slowdown in contracting of construction-related insurance products. Net profit to September is in line with the prior year.
Figures as of
€ million 30/09/2008 30/09/2007
Commissions charged and other operating income 9.4 9.6
Net profit 3.7 3.6
30/09/2008 31/12/2007
Equity 3.8 0.6
For more information, please visit www.gdsseguros.com.
29
Presentation of Results January – September 2008
Completion of Morgan Stanley’s former asset management business for a final price of €90 million (after the price adjustment contemplated in the corresponding contract). On October 1 InverCaixa merged with the acquired company. After the merger, InverCaixa holds a market share of approximately 7% and ranks number three among investment fund managers. At the end of the third quarter, assets managed by InverCaixa amounted to €14,050 million, in line with the 2007 close. Excluding the assets contributed by the acquired company, investment fund assets managed were down 20%. However, this is significantly better than the 22% drop seen in the sector. As first noted in 2007, the sector continues to see a substantial flight of assets towards deposits, due to the liquidity crisis and the negative performance of the equity and fixed income markets.
Figures as of
€ million 30/09/2008 30/09/2007
Total revenue 76 109
Net profit 6.4 6.3
30/09/2008 31/12/2007
Asset Under Management (AUM) 14,050 13,955
InverCaixa 11,259 13,955
Morgan Stanley’s former asset management company 2,791 n.a.
Market share 7.0% 5.6%
30
Presentation of Results January – September 2008
At September 30, 2008, CaixaRenting managed leased assets amounting to €1,016 million (up 7% compared to December 31, 2007) and new investment amounted to €268 million. Over 38,600 vehicles were leased at September 30, 2008, up 11% on the same period of the prior year and 7.3% higher than at December 31, 2007. The company reported net profit of €0.9 million, lower than at September 30, 2007, mainly due to the increase in level of default and the complex scenario for the automobile market.
€ million Figures as of
30/09/2008 30/09/2007
Total new investment 268 327
New investment in vehicles 149 207
New investment in equipment and other assets 119 120
Net profit 0.9 3.5 30/09/2008 31/12/2007 Total leased assets 1,016 953 Vehicle fleet (no.) 38,600 35,986
31
Presentation of Results January – September 2008
FinConsum’s had outstanding loans of €917 million at September 30, 2008, up 17% compared to the third quarter of 2007 (up 8% compared to December 31, 2007). New investment grew 3% year on year to September 2008. Doubtful debt rates continued to increase in the financial industry in general and consumer finance in particular. Finconsum reported losses of €11 million, primarily due to the higher cost of risk related to increase in bad debts.
Figures as of
€ million 30/09/2008 30/09/2007
Total new investment 550 535
Consumer + direct 428 398
Auto 122 137
Net profit (11) (7)
30/09/2008 31/12/2007
Outstanding loans 917 852
During the first nine months of 2008, GestiCaixa set up three securitization funds with a total issue volume of €2,023 million. At September 30, 2008 the company managed assets of over €14,400 million. The primary markets remain closed. Almost all bond issues made in the sector remain on issuers’ balance sheets as a guarantee to the European Central Bank. Net profit stood at €1.3 million, in line with third-quarter figures for the prior year.
Figures as of
€ million 30/09/2008 30/09/2007
Total revenue 2.5 2.4
Net profit 1.3 1.3
Issues 2,023 3,223
30/09/2008 31/12/2007
Managed assets 14,404 13,997 Number of funds 29 26
32
Presentation of Results January – September 2008
OTHER NON-LISTED COMPANIES
EBITDA for the third quarter 2008 is down compared to the prior year, mainly due to the drop in visits and hotel occupancy and the launch of new businesses (golf courses) in June, the costs of which have not yet been offset by revenue. The number of visitors was affected by external factors such as an early Easter holiday (March), adverse weather in May and early June, and the economic slowdown beginning in June. Net profit was negatively impacted by higher financial expense and the rise in the amortization and depreciation expense as a result of the increase in assets. In September, Criteria reorganized its stake by transferring its 60% stake in Hotel Caribe Resort to Port Aventura. The transaction was materialized through a €24M non- monetary capital increase in Port Aventura.
Figures as of
€ million 30/09/2008 30/09/2007
Net revenue 142.7 150.0
EBITDA 41.8 52.1
Pretax profit 10.0 24.3 Net profit 7.0 16.4
Average number of employees 2,524 2,669
Number of visits (thousands) 3,112 3,460
30/09/2008 31/12/2007
Total assets 688 561
For more information, please visit www.portaventura.es.
33
Presentation of Results January – September 2008
Investment portfolio as of September 30, 2008
BME Caixa Capital (5.01%) Desarrollo (100.00%)
Telefónica Non (5.56%)1 Port Aventura 77.87%
Repinves 5.02% - (100.00%) listed (67.60%) 9.28% Repsol YPF
(12.68%) 22.13% GP Des. Urb. services 11.54% Tarraconenses (100.00%)
services Hisusa 66.44% Agbar (49.00%) (44.10%) Holret (100.00%)
Listed 5.03%
34.67% Gas Natural (37.14%) 19.61% Boursorama Hodefi Inversiones 7.75% (20.89%) (100.00%) Autopistas
(50.10%) 1.28% International 20.65% Abertis (25.04%) BEA 9.86% Negocio de Fin. (9.86%) e Inversiones (100.00%) Grupo CaiFor
0.79% Banking 0.50% BCP VidaCaixa (0.79%) 20.00% (100.00%) 10.06% Catalunya de 0.50% Valores (100.00%) 80.00% Banco BPI 17.46% AgenCaixa (27.52%) 50.00% 99.00% (100.00%)
CaiFor Specialized 0.50% (100.00%) 9.00% GestiCaixa 91.00% 80.00% SegurCaixa (100.00%)
Insurance 50.00% (100.00%) 100.00% 20.00% InverCaixa (100.00%) Financial Crisegen Inv. Invervida Con. (100.00%) (100.00%) CaixaRenting
(100.00%) S ervices
GDS Correduría Finconsum (67.00%) (100.00%) Note: (1) A portion of this investment -0.64% - is owned pursuant through equit
34
Presentation of Results January – September 2008
Criteria CaixaCorp non-consolidated financial statements
€ million 30/09/2008 30/09/2007
Recurring net profit 562 432
Total net profit 1 672 2,077
Shares outstanding (in millions) 3,363 2,630
EPS based on recurring net profit (€) 0.17 0.16
EPS based on total net profit (€) 0.20 0.79
(1) Decline in total net profit due to the restructuring carried out prior to the IPO in 2007.
Non-consolidated balance sheet summary
€ million 30/09/2008 31/12/2007
Financial investments and other long-term investments 17,962 17,507
Debtors and short-term financial investments 2,483 927
Cash 22 3
Assets 20,467 18,437
Equity 13,947 14,756
Payable to credit institutions 5,485 1,595
Other liabilities 1,035 2,086
Liabilities 20,467 18,437
Note: The above information was prepared in accordance with the accounting principles and measurement criteria set out in the new Spanish General Chart of Accounts. However, for purposes of explaining key data, figures are presented in accordance with the model used by the company’s management.
Highlights of the first nine months of 2008 include: Long-term financial investments: movement in long-term financial investments between December 31, 2007 and September 30, 2008 was as follows:
35
Presentation of Results January – September 2008
€ million Balance at 31/12/07 17,507
Acquisitions and capital increases Abertis 516
Agbar 404 (1)
Telefónica 266 Equity swap Telefónica (242)
Gas Natural 251
Negocio de Finanzas e Inversiones I 250 BPI / Catalunya de Valores 161
InverCaixa 92
Bolsas y Mercados 37 Other 682
Increase (decrease) in fair value of available-for-sale (2,030) financial assets
Other changes 68 (2)
Balance at 30/09/08 17,962 (1) Criteria CaixaCorp’s total investment in Agbar amounted to €680 million in 2008. (2) Including, among others, the reclassification to the short term of 2007 income tax (€103 million) and the recognition of 2008 income tax
Debtors and short-term financial investments: movement in this heading from December 31, 2007 to September 30, 2008 represents the net effect of the following:
o A bank deposit in Mexican pesos of €1,601 million to settle the acquisition of GF Inbursa. o Repayment on March 31, 2008 of a €250 million loan granted by Criteria CaixaCorp to Negocio de Finanzas e Inversiones I (basically to increase its stake in The Bank of East Asia). A new loan of €45 million was granted to this company during the period. o A €258 million decrease in deposits in current accounts held as guarantee for the Telefónica equity swap. o An increase of €255 million relating to a loan granted to Hisusa (49% owned by Criteria and holder of the stake in SGAB). o A €103 million rise due to recognition of 2007 income tax. o A €13 million increase in dividends pending from investees.
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Presentation of Results January – September 2008
Equity: movement in equity from December 31, 2007 to September 30, 2008 was as follows:
€ million Balance at 31/12/07 14,756
Final dividend - 2007 (67) Interim dividend - 2008 (168) Valuation adjustments: Change in valuation of available-for-sale financial assets (net) (1,246)
Net profit at September 30, 2008 672
Balance at 30/09/08 13,947
Payable to credit institutions: in order to meet its investments commitments, during the period the Company drew down an additional €3,890 million on the €6,500 million credit facility renegotiated with “la Caixa” in June. This credit facility matures on December 31, 2009 and bears interest at monthly Euribor plus 50 basis points.
Other liabilities: substantial decrease compared to December 31, 2007, due to the following:
o Decrease of €480 million in deferred tax due to recognition of available- for-sale financial assets at fair value. o Decrease of €214 million following payment of 2006 income tax. o €254 million reduction in the value of fair value hedges.
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Presentation of Results January – September 2008
Non-consolidated income statement summary
January - September
€ million 2008 2007 Variation Recurring dividends 632 404 56% Recurring expenses (22) (11) - Operating profit (recurring) 610 393 55% Release of portfolio provisions - 14 - Net financial income/(expense) (74) 39 - Recurring profit 536 446 20% Income tax 26 (14) - Recurring net profit 562 432 30% Non-recurring income 110 1,645 (93%) Net profit 672 2,077 (68%) Note: The above information was prepared in accordance with the accounting principles and measurement criteria set out in the new Spanish General Chart of Accounts. However, for purposes of explaining key data, figures are presented in accordance with the model used by the company’s management. Unaudited figures.
Year-on-year comparisons are not especially indicative of the performance of a company such as Criteria CaixaCorp, whose core business requires the active investment and divestment of portfolio assets. This is especially the case in 2007 due to the restructuring undertaken prior to the IPO, which unlocked non-recurring net income of €1,645 million, compared to a figure of €110 million in the same period of 2008. Significant income statement figures include the following: 30% increase in recurring net profit, mainly due to the 56% rise in recurring dividends from investees.
Considering investments and disinvestments made in both years, 2008 recurring dividends were up 26% on the same period of 2007, on a like-for-like basis.
January - September € million 2008 2007 Telefónica 183 132 Gas Natural 105 90 Repsol YPF 56 42 Abertis 38 35 BPI/ Cat. Valores 35 30 Other 40 35 Recurring dividends, same consolidation 457 364 26% scope Recurring dividends, change in 175 40 consolidation scope (1) Total 632 404 (1) Primarily dividends accrued on a non-like-for-like basis (investments/divestments)
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Presentation of Results January – September 2008
Details of Criteria CaixaCorp’s revenues in 2008 and 2007 are as follows:
January - September € million 2008 2007 Recurring dividends 632 404 Non-recurring dividends 20 1,565 Revenue 652 1,969
Net financial income at September 30, 2007 amounted to €39 million, mainly in connection with available cash surpluses from major sales of stakes at the end of 2006. As September 30, 2008 net financial expense was €74 million, primarily due to credit facility drawdowns used to finance investments.
Non-recurring income: in 2007 the restructuring undertaken prior to the IPO generated significant extraordinary income. At September 30, 2007 the Company recognized, among others, the €1,350 million extraordinary dividend paid by Caixa Barcelona Vida. This company was sold to “la Caixa” as part of the restructuring process.
Non-recurring income for the first nine months of 2008 includes income tax revenue of €127 million for application of pending deductions for reinvestment. At June 30 Criteria also made a provision of approximately €50 million, pre-tax, to cover possible contingencies resulting from the economic situation. In view of the current market conditions, high volatility and economic and financial uncertainty, the Company is currently analyzing and quantifying its investments to identify and recognize any possible unrecoverable impairment in the financial statements at December 31, 2008. However, the expected course of the estimated assets allows us to believe that it will not affect the dividends policy.
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Presentation of Results January – September 2008
Criteria CaixaCorp consolidated financial statements
€ million 30/09/2008 30/09/2007
Recurring net profit 887 809
Net profit attributable to parent company shareholders 1 972 1,218
Shares outstanding (in millions) 3,363 2,630
EPS based on recurring net profit (€) 0.26 0.31
EPS based on total net profit (€) 0.29 0.46
(1) Net profit attributable to parent company shareholders falls year-on-year due to significant divestments in 2007.
Criteria CaixaCorp consolidates its shareholdings in accordance with IFRS. This means: The full consolidation of subsidiaries of companies over which it has control (generally over 50% of the voting rights). Consolidation using the equity method of companies in which it exercises joint control or over which it has a significant influence (usually those in which it owns at least 20% of the voting rights). Recognition of other investments in which the Company has no significant influence (usually in which it owns less than 20% of the voting rights) as available- for-sale financial assets.
The following table shows the Criteria CaixaCorp Group’s main investments at September 30, 2008, grouped by the consolidation method applied:
Full consolidation Equity consolidation method Available-for-sale assets
Insurance Specialized financial services Services – Listed companies Services – Listed companies CaiFor 100.00% CaixaRenting 100.00% Gas Natural 37.14% Repsol-YPF 12.68% 1 2 VidaCaixa 100.00% Finconsum 100.00% Abertis 25.04% Telefónica 5.56% SegurCaixa 100.00% InverCaixa Gestión 100.00% Agbar 44.10% BME 5.01% AgenCaixa 100.00% GestiCaixa 100.00%
GDS- 67.00% Correduría Services - Non-listed International banking International banking companies Caixa Capital 100.00% Banco BPI 27.52% BEA 9.86% Desarrollo Holret 100.00% Boursorama 20.89% BCP 0.79% Grupo Port 100.00% Aventura Note: (1) Controlling stake is 28.91%. (2) 0.64% of this stake is held through equity swap contracts worth €484 million.
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Presentation of Results January – September 2008
Consolidated balance sheet summary
Main items of consolidated assets € million 30/09/2008 31/12/2007 Goodwill and other intangible assets 837 784 Property, plant and equipment and investment properties 1,280 1,140 Investments consolidated under using the equity method 7,197 5,381 Carrying amount 5,037 4,145 Goodwill 2,160 1,236 Financial investments 27,000 28,594 Other non-current assets 358 121 Non-current assets 36,672 36,020 Financial assets 6,068 2,689 Cash and cash equivalents 1,057 1,185 Other current assets 730 787 Current assets 7,855 4,661 Total assets 44,527 40,681
Note: This financial information has been prepared in accordance with IFRS. However, for purposes of explaining key data, figures are presented in accordance with the model used by the company’s management.
(1) Figures at September 30, 2008 include goodwill related to the investments in Gas Natural (€573 million), BPI (€363 million), Abertis (€691 million), Agbar (€467 million) and Boursorama (€66 million).
Main items of consolidated liabilities € million 30/09/2008 31/12/2007 Equity 13,993 15,014 Provisions for insurance contracts and other 16,006 16,242 Long-term provisions 8,118 4,005 Deferred tax liabilities 1,071 1,591 Non-current liabilities 25,195 21,838 Provisions for insurance contracts 463 404 Interest-bearing loans and borrowings and other 4,594 2,971 Other current liabilities 282 454 Current liabilities 5,339 3,829 Total equity and liabilities 44,527 40,681
Note: This financial information has been prepared in accordance with IFRS. However, for purposes of explaining key data, figures are presented in accordance with the model used by the company’s management.
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Presentation of Results January – September 2008
The main variations in the balance sheet are as follows: o Goodwill and other intangible assets rose following certain business combinations carried out during the period, namely:
Acquisition for €90 million of the Morgan Stanley mutual fund management business, previously acquired by “la Caixa”, which generated provisional goodwill (pending allocation) of €64 million. Acquisition for €21 million of the Morgan Stanley pension fund management business, previously acquired by “la Caixa”, which generated goodwill of €11 million.
o Investments in companies consolidated under the equity method rose by €1,816 million between December 31, 2007 and September 30, 2008:
€ million Balance at 31/12/07 5,381 Acquisitions and capital increases Abertis 516 Gas Natural 251 BPI 161 Agbar 680 Boursorama 3
Profit for the period and changes in investees’ reserves 205 Balance at 30/09/08 7,197
o Financial investments decreased by €1,594 million, mainly due to the net effect of the following:
€ million Balance at 31/12/07 28,594 Acquisitions and capital increases
Telefónica 266
BEA 68 BME 37 Other 631 Sales Telefónica (partial cancellation of equity swaps) (242)
Insurance company debt instruments and other financial assets (net movement) 288 Valuation adjustments and exchange differences (2,642) Balance at 30/09/08 27,000
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Presentation of Results January – September 2008 o Current financial assets rose by €3,379 million, mainly due to higher deposits linked to the sale for €1,754 million of insurance company assets to “la Caixa” with repurchase agreements, as well as to a bank deposit in Mexican pesos for €1,601 million, which is earmarked for settlement of the acquisition of GF Inbursa. o Group equity decreased by €1,021 million mainly due to a €1,749 million reduction deriving from a lower valuation of the net capital gains on available-for-sale assets. This was partially offset by profit of €993 million reported in the period (€972 million attributable to the Group). In addition, a final 2007 dividend of €67 million was paid on June 5, 2008, along with an interim dividend of €168 million on account of 2008 profit.
€ million Balance at 31/12/07 15,014
Profit/(loss) recognized in equity (1,749) Profit for the year 993 Final dividend - 2007 (67) Interim dividend - 2008 (168) Change in reserves (28) Treasury shares (2)
Balance at 30/09/08 13,993 o Non-current liabilities increased by €3,357 million, mainly due to Criteria CaixaCorp’s cash requirements to cover investments in the period, as detailed above. o Current liabilities rose by €1,510 million, largely due to higher sales of insurance company assets with repurchase agreements, which has improved the Group’s short- term liquidity.
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Presentation of Results January – September 2008
Consolidated income statement summary
January -September
€ million 2008 2007 % Chg Income from equity instruments (available-for-sale assets) 299 191 57% Net profit of companies consolidated under the equity method 516 470 10% Net profit from companies held under the full consolidation method 141 132 7% Net operating income/(expense) (69) 16 -
Recurring net profit 887 809 10%
Net profit from the disposal of investments and other non-recurring profit 85 409 (79%)
Net profit attributable to equity holders of the parent company 972 1,218 (20%) The consolidated income statement has been prepared in accordance with IFRS, although figures are presented according to the group management model.
Income from equity instruments in 2008 (year to date) rose by €108 million (up 57% compared to 2007), primarily due to higher dividends contributed by Telefónica, S.A. and Repsol, S.A. (€71 million and €22 million, respectively), as well as the addition in 2008 of dividends from The Bank of East of Asia (€12 million after tax). Net profit of companies consolidated under using the equity method grew by €46 million (10%) due to the net effect of the following:
o Higher earnings reported by Gas Natural and Agbar and the increased stakes in Agbar and Abertis. o Lower contribution to earnings from BPI, mainly due to the extraordinary losses reported by BPI.
Net profit from companies held under the full consolidated method increased by €9 million, largely because the insurance business was fully consolidated in 2008 (in November 2007 the Group acquired the remaining 50% stake in CaiFor). Although this represented an increase of €55 million compared to the previous year, it was mainly offset by the absence of profits from the real-estate activity, which was transferred to “la Caixa” during the restructuring process. The €85 million variation in net operating income/(expense) attributable to Criteria CaixaCorp (from net operating income of €16 million to net operating expense of €69 million in 2008) is mainly due to the rise in Criteria CaixaCorp’s financial debt. In the same period of 2007, Criteria CaixaCorp had no financial debt. Net gains from the disposal of investments and other non-recurring profit in 2007 reflect the sale of stakes in Suez, Caprabo, OHM Group and Atlantia for €220 million, €81 million, €45 million and €30 million, respectively, and the sale of certain real-estate assets. During the first nine months of 2008 there have been no significant sales of shares.
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Presentation of Results January – September 2008
Non-recurring income mainly reflects income tax revenue of €127 million relating to deductions for reinvestment. At June 30 Criteria also made a provision of approximately €50 million, pre-tax, to cover possible contingencies deriving from the economic situation. In view of the current market conditions, high volatility and economic and financial uncertainty, the Group is currently analyzing and quantifying its investments to identify and recognize any possible unrecoverable impairment in the financial statements at December 31, 2008. However, the expected course of the estimated assets allows us to believe that it will not affect the dividends policy.
Details of revenue included under net profit from companies held under the full consolidation method are as follows:
Main items of the Criteria CaixaCorp consolidated income statement January - September € million 2008 2007 % Chg Income from insurance activity 2,199 1.152 91% Income from banking activity 188 196 (4%) Other 257 309 (17%)
Income from the insurance activity rose 91% to €1,047 million following the addition of the insurance division acquired from CaiFor in late 2007. Income from banking activity fell slightly due to the economic situation prevailing during the period. The decline in Other was because whereas revenue from the real estate-business was recognized in 2007, by 2008 this business had been sold to “la Caixa” as part of the restructuring process.
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Presentation of Results January – September 2008
Significant events and other filings sent to the CNMV
28/10/2008 THE COMPANY AND SUEZ ENVIRONNEMENT HAVE TODAY ACQUIRED 5.03% OF GAS NATURAL FROM HISUSA 23/10/2008 OTHER FILINGS: CRITERIA CAIXACORP TO HOLD A PRESENTATION ON ITS 3Q RESULTS FOR 2008 09/10/2008 CRITERIA CAIXACORP COMPLETES THE ACQUISITION OF 20% OF GRUPO FINANCIERO INBURSA 01/10/2008 CRITERIA CAIXACORP ISSUES A PRESS RELEASE ANNOUNCING THAT IT WILL NOT EXTEND THE BID FOR MANAGING THE PENNSYLVANIA TURNPIKE 18/09/2008 OTHER FILINGS: CRITERIA CAIXACORP JOINS THE FTSE EUROFIRST 300 04/09/2008 OTHER FILINGS: CRITERIA CAIXACORP JOINS THE DOW JONES SUSTAINABILITY INDEX 02/09/2008 CRITERIA CAIXACORP PRESENTS 1H08 RESULTS VIA WEBCAST 28/08/2008 OTHER FILINGS: CRITERIA CAIXACORP ISSUES A PRESS RELEASE ON 1H08 RESULTS 28/08/2008 OTHER FILINGS: CRITERIA CAIXACORP ISSUES A PRESENTATION ON 1H08 RESULTS 28/08/2008 CRITERIA CAIXACORP SUBMITS A HALF-YEARLY FINANCIAL REPORT (CNMV FILING) 21/08/2008 OTHER FILINGS: CRITERIA CAIXACORP INFORMS THAT IT WILL PRESENT 1H08 RESULTS 30/07/2008 CRITERIA CAIXACORP AGREES TO BACK GAS NATURAL’S ACQUISITION OF 45.3% OF UNIÓN FENOSA AND ITS SUBSEQUENT BID FOR THE REMAINING SHARE CAPITAL 22/07/2008 CRITERIA CAIXACORP ANNOUNCES ITS INTENTION TO BUY BACK UP TO 44.25 MILLION TREASURY SHARES 25/06/2008 CRITERIA CAIXACORP ANNOUNCES THE ACQUISITION OF FUND MANAGEMENT COMPANIES 05/06/2008 THE COMPANY ISSUES A PRESS RELEASE REGARDING THE RESOLUTIONS ADOPTED AT THE 2008 ANNUAL GENERAL MEETING 05/06/2008 CRITERIA CAIXACORP ANNOUNCES THAT ALL RESOLUTIONS ON THE AGENDA FOR THE ANNUAL GENERAL MEETING WERE APPROVED 05/06/2008 THE COMPANY PUBLISHES THE SPEECH MADE BY MANAGING DIRECTOR, FRANCISCO REYNÉS MASSANET. 05/06/2008 OTHER FILINGS: THE COMPANY ANNOUNCES A DIVIDEND PAYMENT 05/06/2008 CRITERIA CAIXACORP PUBLISHES PROPOSALS RELATING TO THE THIRD ITEM ON THE AGENDA. 04/06/2008 OTHER FILINGS: THE COMPANY ANNOUNCES THAT A MEETING WILL BE HELD ON JUNE 5, 2008 TO DISCUSS THE AGENDA FOR THE ANNUAL GENERAL MEETING 27/05/2008 THE COMPANY PRESENTS THE PRELIMINARY AGREEMENT TO ACQUIRE A 20% STAKE IN GF INBURSA 26/05/2008 OTHER FILINGS: CRITERIA CAIXACORP WILL HOLD A CONFERENCE CALL TO DISCUSS THE PRE-AGREEMENT TO ACQUIRE 20% OF GF INBURSA 26/05/2008 OTHER FILINGS: CRITERIA CAIXACORP ANNOUNCES THAT IT HAS REACHED A PRELIMINARY AGREEMENT WITH THE MEXICAN GRUPO FINANCIERO INBURSA, TO ACQUIRE 20% OF ITS CAPITAL 21/05/2008 LA CAIXA SENDS ADDITIONAL INFORMATION RELATED TO THE EXCHANGEABLE BONDS ISSUE ON CRITERIA CAIXACORP SHARES 20/05/2008 LA CAIXA INFORMS THAT IT WILL ISSUE EXCHANGEABLE BONDS ON CRITERIA CAIXACORP SHARES 19/05/2008 OTHER FILINGS: CRITERIA CAIXACORP FORMS PART OF THE CONSORTIUM WITH ABERTIS AND CITI, WHICH WON THE TENDER PROCESS TO MANAGE THE PENNSYLVANIA TURNPIKE 30/04/2008 OTHER FILINGS: CRITERIA CAIXACORP PRESENTS 1Q08 RESULTS VIA AUDIO WEBCAST 30/04/2008 CRITERIA CAIXACORP PUBLISHES INFORMATION ON 1Q08 RESULTS 29/04/2008 OTHER FILINGS: CRITERIA CAIXACORP INFORMS THAT IT WILL PRESENT 1Q08 RESULTS 29/04/2008 OTHER FILINGS: CRITERIA CAIXACORP ISSUES A PRESS RELEASE ON 1Q08 RESULTS 29/04/2008 PROPOSED AGREEMENTS AND BOARD OF DIRECTOR'S REPORTS FOR THE ANNUAL GENERAL MEETING 29/04/2008 THE ANNUAL GENERAL MEETING IS CONVENED 29/04/2008 CRITERIA CAIXACORP ANNOUNCES THE PUBLICATION OF ITS 2007 ANNUAL FINANCIAL REPORT AND PROPOSED FINAL DIVIDEND 29/04/2008 CRITERIA CAIXACORP ANNOUNCES THE APPOINTMENT OF ITS NEW VICE CHAIRMAN 29/04/2008 THE COMPANY PUBLISHES ITS 2007 ANNUAL CORPORATE GOVERNANCE REPORT 31/03/2008 CRITERIA CAIXACORP ANNOUNCES THAT IT HAS SIGNED A CONTRACT TO ACQUIRE MORGAN STANLEY WEALTH MANAGEMENT, S.V., S.A.’S MUTUAL AND PENSION FUND MANAGEMENT BUSINESS FROM “LA CAIXA” 27/03/2008 NOTIFICATION OF THE PURCHASE OF AN ADDITIONAL 3% OF ABERTIS 28/02/2008 CRITERIA CONFIRMS COMPLIANCE WITH THE COMMITMENT REGARDING SHARES HELD BY THIRD PARTIES AS SET OUT IN THE PROSPECTUS FOR THE AGUAS DE BARCELONA TAKEOVER BID 08/02/2008 THE COMPANY REPORTS 2H07 RESULTS 08/02/2008 CRITERIA CAIXACORP PRESENTS 2007 RESULTS VIA WEBCAST 08/02/2008 OTHER FILINGS: CRITERIA CAIXACORP ISSUES A PRESS RELEASE ON 2007 RESULTS 08/02/2008 OTHER FILINGS: CRITERIA CAIXACORP PRESENTS 2007 RESULTS. PRESS CONFERENCE 07/02/2008 OTHER FILINGS: CRITERIA CAIXA CORP ANNOUNCES THAT IT WILL PRESENT 2007 RESULTS 01/02/2008 THE COMPANY PUBLISHES ITS STAKES IN LISTED SPANISH COMPANIES AT DECEMBER 31, 2007 01/02/2008 THE COMPANY FILES INFORMATION CONCERNING THE AGREEMENT BETWEEN CAJA DE AHORROS Y PENSIONES DE BARCELONA AND MORGAN STANLEY TO ACQUIRE MORGAN STANLEY WEALTH MANAGEMENT S.V., S.A. 18/01/2008 CRITERIA RELEASE: THE OUTCOME OF THE TAKEOVER BID FOR SOCIEDAD GENERAL DE AGUAS DE BARCELONA
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Presentation of Results January – September 2008
18/01/2008 THE CNMV ANNOUNCES: THE OUTCOME OF THE TAKEOVER BID FOR SOCIEDAD GENERAL DE AGUAS DE BARCELONA 03/01/2008 FILING ON THE BEA SHARE SUBSCRIPTION AND THE FINAL PAYMENT VALUE
Further information on these significant events can be found on the Comisión Nacional del Mercado de Valores (Spanish securities market regulator) website (www.cnmv.es) and on Criteria CaixaCorp’s website (www.criteria.com).
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Presentation of Results January – September 2008
Disclaimer
This document contains estimates made by the Company or its management at the date of preparation. Some of these estimates relate to the market value of the non-listed companies included in Criteria CaixaCorp’s portfolio. Such estimates were based on an individual valuation of each of the Company’s holdings (not as an overall investment portfolio). Such asset-by-asset valuations may result in a higher value than that which would be obtained in a simultaneous sale of more than one asset or in an en bloc sale. In that regard, the Company’s shares may be traded at a discount in relation to the NAV. This occurs with the shares of certain European holding companies for various reasons, such as market conditions, liquidity factors, or the current or forecast performance of a company or its investees. As a result, neither the NAV of the Company nor the estimated market value of the Company’s shares should be considered an approximate indication of the prices that could be obtained from a sale of assets on the open market or an appropriate indication of the prices at which the shares of Criteria CaixaCorp may be listed on the Spanish stock exchanges In addition, the Company’s NAV will fluctuate over time with the changes in the value of its portfolio and, as a result, shareholders might not recover their initial investment in a subsequent sale of their shares. In that regard, shareholders should keep in mind that historical returns do not guarantee future performance. Criteria CaixaCorp is under no obligation to provide public notification of the results of any review that may be made of these representations to adapt them to events or circumstances subsequent to this presentation, including, among others, changes to the Company’s business, its business strategy, or any other possible unexpected circumstance. The contents of this statement should be taken into account by any persons or entities that may have to take decisions or prepare or disseminate opinions relating to securities issued by the Company and, in particular, by the analysts and investors handling this document. All such parties are invited to consult the public documentation and information Criteria CaixaCorp submits to the Spanish securities market regulator (Comisión Nacional del Mercado de Valores, CNMV). The unaudited financial information contained in this document has been prepared in accordance with International Financial Reporting Standards (IFRS) and the new Spanish General Chart of Accounts.
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Presentation of Results January – September 2008
Av, Diagonal, 621-629, T.II 08028 Barcelona (Spain) Tel +34 93 409 2121 Fax +34 93 330 9727 www.criteria.com
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