7.12021 consolidated financial statements and notes
Consolidated balance sheet
Assets
(in thousands of euros) |
Note |
31/12/2021 |
31/12/2020 |
|---|---|---|---|
Non-current assets |
|
|
|
Intangible assets |
4.3 |
31,574 |
31,000 |
Goodwill |
4.2 |
1,231,635 |
1,219,849 |
Property, plant and equipment |
4.1.1 |
1,268,465 |
1,148,302 |
Property, plant and equipment – right-of-use assets |
4.1.2 |
166,288 |
178,542 |
Investments in joint ventures |
9 |
322,171 |
316,602 |
Other financial assets |
4.5.1 |
132,482 |
72,408 |
Deferred tax liabilities |
4.6 |
12,913 |
14,405 |
Other non-current assets |
4.5.3 |
10,408 |
10,762 |
Total non-current assets (I) |
|
3,175,936 |
2,991,870 |
Current assets |
|
|
|
Inventory and work in progress |
4.7 |
543,893 |
333,377 |
Trade and other receivables |
4.5.4 |
622,478 |
467,850 |
Tax receivables |
|
21,901 |
33,463 |
Other current assets |
4.5.2 |
23,426 |
20,472 |
Cash and cash equivalents |
4.5.5 |
874,890 |
1,081,584 |
Total current assets (II) |
|
2,086,588 |
1,936,746 |
Total group of assets held for sale (III) |
|
|
|
Total assets (I + II + III) |
|
5,262,524 |
4,928,616 |
Equity and liabilities
(in thousands of euros) |
Note |
31/12/2021 |
31/12/2020 |
|---|---|---|---|
Shareholders’ equity – Group share |
|
|
|
Share capital |
|
128,177 |
129,538 |
Share premium |
|
1,547,236 |
1,593,902 |
Retained earnings |
|
941,249 |
777,611 |
Total |
|
2,616,662 |
2,501,051 |
Non-controlling interests |
|
119,703 |
119,282 |
Shareholders’ equity (I) |
4.8 |
2,736,365 |
2,620,333 |
Non-current liabilities |
|
|
|
Borrowings and financial debt |
4.10.1 |
805,667 |
894,015 |
Lease liabilities |
4.10.1 |
138,175 |
141,122 |
Deposit/consignment |
|
138,828 |
127,894 |
Provisions for pensions and other employee benefit obligations |
4.12 |
56,438 |
60,189 |
Other provisions |
4.11 |
159,825 |
142,893 |
Deferred tax liabilities |
4.6 |
63,071 |
51,103 |
Other non-current liabilities |
4.10.3 |
3,214 |
3,975 |
Total non-current liabilities (II) |
|
1,365,218 |
1,421,191 |
Current liabilities |
|
|
|
Borrowings and short-term bank borrowings (portion due in less than one year) |
4.10.1 |
507,521 |
367,297 |
Lease liabilities (portion due in less than one year) |
4.10.1 |
23,742 |
30,072 |
Trade and other payables |
4.10.4 |
601,605 |
459,618 |
Current tax liabilities |
|
23,318 |
22,819 |
Other current liabilities |
4.10.3 |
4,755 |
7,286 |
Total current liabilities (III) |
|
1,160,941 |
887,092 |
Total liabilities related to a group of assets held for sale (IV) |
|
|
|
Total equity and liabilities (I + II + III + IV) |
|
5,262,524 |
4,928,616 |
Consolidated income statement
(in thousands of euros) |
Reference notes |
Chg. |
31/12/2021 |
31/12/2020 |
|---|---|---|---|---|
Net revenue |
5.1 |
18% |
4,589,446 |
3,902,003 |
Consumed purchases |
5.2 |
|
(3,319,645) |
(2,702,708) |
External expenses |
5.4 |
|
(415,461) |
(376,893) |
Payroll expenses |
5.3 |
|
(199,479) |
(200,948) |
Taxes |
|
|
(122,564) |
(115,867) |
Gross operating profit (EBITDA) |
|
5% |
532,297 |
505,587 |
Other operating income |
|
|
3,106 |
1,196 |
Net depreciation and provisions |
5.5 |
|
(136,530) |
(140,058) |
Other operating income and expenses |
5.6 |
|
(7,045) |
(862) |
Current operating income (EBIT) |
|
7% |
391,828 |
365,863 |
Other operating income and expenses |
5.7 |
|
4,802 |
(77,919) |
Operating income before profit/loss from joint ventures |
|
38% |
396,630 |
287,944 |
Share of net income from joint ventures |
9 |
|
5,906 |
4,268 |
Operating income after profit/loss from joint ventures |
|
38% |
402,536 |
292,212 |
Income from cash holdings and cash equivalents |
|
|
9,645 |
2,597 |
Gross interest expense and cost of debt |
|
|
(22,220) |
(19,396) |
Cost of net financial debt(1) |
5.8 |
-25% |
(12,575) |
(16,799) |
Interest expense on lease liabilities |
|
|
(8,565) |
(9,188) |
Other financial income and expenses |
5.9 |
|
(11,456) |
(11,234) |
Income before tax |
|
45% |
369,940 |
254,991 |
Income tax |
5.10 |
|
(65,201) |
(59,470) |
Net income from assets held for sale |
|
|
|
101,383 |
Net income |
|
3% |
304,739 |
296,904 |
Net income, Group share |
|
4% |
292,569 |
280,333 |
of which net income from continuing operations, Group share |
|
|
292,569 |
180,046 |
of which net income from assets held for sale, Group share |
|
|
|
100,287 |
Net income, minority interests |
|
-27% |
12,170 |
16,571 |
of which net income from continuing operations, non-controlling interests |
|
|
12,170 |
15,475 |
of which net income from assets held for sale, non-controlling interests |
|
|
|
1,096 |
Earnings per share (in euros) |
5.11 |
4% |
2.86 |
2.75 |
Of which earnings per share from continuing operations, Group share |
|
|
2.86 |
1.77 |
Of which earnings per share from assets held for sale, Group share |
|
|
|
0.98 |
Diluted earnings per share (in euros) |
5.11 |
5% |
2.86 |
2.72 |
of which diluted earnings per share from continuing operations, Group share |
|
|
2.86 |
1.75 |
of which diluted earnings per share from assets held for sale, Group share |
|
|
|
0.97 |
(1) As from 2021, interest expenses on lease liabilities are no longer presented in the cost of net financial debt, in order to be consistent with the presentation of net financial liabilities on the balance sheet (see the cash flow statement and notes to the financial statements). The financial statements for 31 December 2020 have therefore been restated. |
||||
Statement of other comprehensive income
(in thousands of euros) |
31/12/2021 |
31/12/2020 |
|---|---|---|
Total consolidated net income (I) |
304,739 |
296,904 |
Foreign exchange differences (excluding joint ventures) |
47,748 |
(153,362) |
Hedging instruments |
4,715 |
1,674 |
Income tax on hedging instruments |
1,249 |
(600) |
Financial assets at fair value through comprehensive income |
(11,642) |
|
Restatements due to hyperinflation |
3,333 |
|
Taxes on restatements due to hyperinflation |
(1,034) |
|
Items recyclable in P&L from joint ventures |
1,916 |
(2,528) |
Items that will subsequently be recycled in P&L (II) |
43,787 |
(154,816) |
of which items that will subsequently be recycled in P&L – continuing operations |
43,787 |
(159,908) |
of which items that will subsequently be recycled in P&L – assets held for sale |
|
5,092 |
Actuarial gains and losses |
6,966 |
(3,339) |
Income tax on actuarial gains and losses |
(1,347) |
382 |
Items not recyclable in P&L from joint ventures |
350 |
(113) |
Items that will not subsequently be recycled in P&L (III) |
5,969 |
(3,070) |
of which items that will not subsequently be recycled in P&L – continuing operations |
5,969 |
(3,070) |
of which items that will not subsequently be recycled in P&L – assets held for sale |
|
|
Comprehensive income for the period (I + II + III) |
354,495 |
139,018 |
Share attributable to the owners of the Group’s parent company |
341,390 |
126,975 |
Share attributable to non-controlling interests |
13,105 |
12,043 |
Consolidated statement of changes in shareholders’ equity
|
Shares |
of which treasury shares |
Share |
Share |
Treasury |
Consolidated reserves and earnings |
Translation differences |
Shareholder’s |
Non- |
Total |
|---|---|---|---|---|---|---|---|---|---|---|
(in number of shares) |
(in thousands of euros) |
|||||||||
Shareholders’ equity as of 31 December 2019 |
100,177,432 |
21,238 |
125,222 |
1,480,132 |
(1,109) |
923,915 |
(81,080) |
2,447,080 |
146,547 |
2,593,627 |
Comprehensive income for the period |
|
|
|
|
|
278,555 |
(151,580) |
126,975 |
12,043 |
139,018 |
Change in interest |
|
|
|
|
|
(665) |
|
(665) |
(26,526) |
(27,191) |
Share-based payments |
|
|
|
|
|
8,799 |
|
8,799 |
|
8,799 |
Capital increase |
3,453,245 |
|
4,316 |
113,770 |
|
397 |
|
118,483 |
(765) |
117,718 |
Treasury shares |
|
36,849 |
|
|
(925) |
(555) |
|
(1,480) |
|
(1,480) |
Dividend |
|
|
|
|
|
(197,965) |
|
(197,965) |
(12,007) |
(209,972) |
Other changes |
|
|
|
|
|
(176) |
|
(176) |
(11) |
(187) |
Shareholders’ equity as of 31 December 2020 |
103,630,677 |
58,087 |
129,538 |
1,593,902 |
(2,034) |
1,012,305 |
(232,660) |
2,501,051 |
119,282 |
2,620,333 |
Comprehensive income for the period |
|
|
|
|
|
291,942 |
49,448 |
341,390 |
13,105 |
354,495 |
Change in interest |
|
|
|
|
|
|
|
|
|
|
Share-based payments |
|
|
|
|
|
4,386 |
|
4,386 |
|
4,386 |
Capital increase |
3,044,687 |
|
3,806 |
101,327 |
|
|
|
105,133 |
|
105,133 |
Capital decrease |
(4,134,083) |
|
(5,167) |
(147,993) |
|
|
|
(153,160) |
|
(153,160) |
Treasury shares |
|
15,035 |
|
|
85 |
(511) |
|
(426) |
|
(426) |
Dividend payment(1) |
|
|
|
|
|
(181,715) |
|
(181,715) |
(12,684) |
(194,399) |
Other changes |
|
|
|
|
|
3 |
|
3 |
|
3 |
Shareholders’ equity as of 31 December 2021 |
102,541,281 |
73,122 |
128,177 |
1,547,236 |
(1,949) |
1,126,410 |
(183,212) |
2,616,662 |
119,703 |
2,736,365 |
(1) See note 4.8 for the portion of the dividend paid in shares. |
|
|||||||||
Consolidated statement of cash flows
(in thousands of euros) |
31/12/2021 |
31/12/2020 |
|---|---|---|
Total consolidated net income from continuing operations |
304,739 |
195,521 |
Net income from assets held for sale |
|
101,383 |
Adjustments: |
|
|
Elimination of income of joint ventures |
(5,906) |
(6,712) |
Elimination of depreciation and provisions |
163,201 |
189,105 |
Elimination of profit and loss from disposals |
(599) |
(84,172) |
Elimination of dividend earnings |
(91) |
(578) |
Other income and expenditure with no impact on cash and cash equivalents(1) |
3,468 |
54,304 |
Cash flow after cost of net financial debt and tax |
464,812 |
448,851 |
Elimination of tax expenses |
65,201 |
69,259 |
Elimination of the cost of net financial debt and interest expense on lease liabilities |
21,140 |
28,788 |
Cash flow before cost of net financial debt and tax |
551,153 |
546,898 |
Impact of change in working capital* |
(214,456) |
132,232 |
Tax paid |
(42,039) |
(88,142) |
Cash flows related to operating activities |
294,658 |
590,988 |
Impact of changes to consolidation scope (cash acquired – cash disposed) |
|
(29,955) |
Acquisition of financial assets: Retail & Marketing division(2) |
(83,985) |
8,513 |
Acquisition of financial assets: Rubis Terminal division |
|
|
Disposal of financial assets: Retail & Marketing division |
3,463 |
|
Disposal of financial assets: Support & Services division |
|
|
Disposal of financial assets: Rubis Terminal division(2) |
|
175,360 |
Investment in joint ventures |
|
(96,261) |
Acquisition of property, plant and equipment and intangible assets |
(205,682) |
(245,396) |
Change in loans and advances granted |
(1,653) |
(28,445) |
Disposal of property, plant and equipment and intangible assets |
8,733 |
4,984 |
(Acquisition)/disposal of other financial assets |
(157) |
(18,104) |
Dividends received |
20,298 |
679 |
Other cash flows from investing activities (2) |
|
232,489 |
Cash flows related to investing activities |
(258,983) |
3,864 |
Consolidated statement of cash flows (continued)
(in thousands of euros) |
Reference notes |
31/12/2021 |
31/12/2020 |
|---|---|---|---|
Capital increase |
4.8 |
6,995 |
3,855 |
Share buyback (capital decrease) |
4.8 |
(153,160) |
|
(Acquisition)/disposal of treasury shares |
|
85 |
(925) |
Borrowings issued |
4.10.1 |
730,694 |
147,020 |
Borrowings repaid |
4.10.1 |
(677,276) |
(360,583) |
Repayment of lease liabilities |
4.10.1 |
(40,827) |
(38,188) |
Net interest paid(3) |
|
(20,923) |
(29,223) |
Dividends payable |
|
(83,577) |
(83,337) |
Dividends payable to non-controlling interests |
|
(13,191) |
(11,732) |
Acquisition of financial assets: Retail & Marketing division |
|
|
|
Disposal of financial assets: Retail & Marketing division |
|
|
|
Acquisition of financial assets: Rubis Terminal division |
|
|
(1,654) |
Disposal of financial assets: Rubis Terminal division |
|
|
|
Other cash flows from financing operations |
|
|
2,160 |
Cash flows related to financing activities |
|
(251,180) |
(372,607) |
Impact of exchange rate changes |
|
8,811 |
(35,127) |
Impact of change in accounting policies |
|
|
|
Change in cash and cash equivalents |
|
(206,694) |
187,118 |
Cash flows from continuing operations |
|
|
|
Opening cash and cash equivalents(4) |
4.5.5 |
1,081,584 |
860,150 |
Opening cash and cash equivalents of groups of assets held for sale |
|
|
34,316 |
Change in cash and cash equivalents |
|
(206,694) |
187,118 |
Reclassification of cash and cash equivalents in assets held for sale |
|
|
|
Closing cash and cash equivalents(4) |
4.5.5 |
874,890 |
1,081,584 |
Financial debt excluding lease liabilities |
4.10.1 |
(1,313,188) |
(1,261,312) |
Cash and cash equivalents net of financial debt |
|
(438,298) |
(179,728) |
(1) Including change in fair value of financial instruments, IFRS 2 expense, goodwill (impairment), etc. (2) The impact of changes in consolidation scope is described in note 3 to the consolidated financial statements. (3) Net financial interest paid includes the impacts related to restatements of leases (IFRS 16). (4) Cash and cash equivalents net of bank overdrafts. |
|||
Notes to the consolidated financial statements for the year ended 31 December 2021
Note 1.General information
1.1Annual financial information
The financial statements for the year ended 31 December 2021 were finalised by the Management Board on 9 March 2022 and approved by the Supervisory Board on 10 March 2022.
The 2021 consolidated financial statements have been prepared in accordance with the international accounting standards issued by the IASB (International Accounting Standards Board) and adopted by the European Union. These standards include IFRS (International Financial Reporting Standards) and IAS (International Accounting Standards), as well as the interpretations of the IFRS Interpretations Committee.
1.2Overview of the Group’s activities
Rubis SCA (hereinafter “the Company” or, together with its subsidiaries, “the Group”) is a Partnership Limited by Shares registered and domiciled in France. Its registered office is located at 46, rue Boissière 75116 Paris, France.
- •the Retail & Marketing activity, which specialises in the distribution of fuels (in service stations or to professionals), lubricants, liquefied gases and bitumen;
- •the Support & Services activity, which houses all infrastructure, transportation, supply and services activities that support the development of downstream distribution and marketing activities.
Since 30 April 2020 (see note 3.2.2), the Rubis Terminal activity has been consolidated in the Group’s financial statements using the equity method. The Rubis Terminal Infra joint venture specialises in the storage of bulk liquid products (fuels, chemicals and agrifood products) for commercial and industrial customers.
Note 2.Accounting policies
2.1Basis of preparation
The consolidated financial statements are prepared based on historical costs with the exception of certain categories of assets and liabilities, in accordance with IFRS rules. The categories concerned are specified in the notes below.
To prepare its financial statements, the Group’s Management must make estimates and assumptions that affect the book value of assets and liabilities, income and expenses, and the data disclosed in the notes to the financial statements.
The Group’s Management makes these estimates and assessments on an ongoing basis according to past experience as well as various factors that are deemed reasonable and that constitute the basis for these assessments.
The amounts that will appear in its future financial statements may differ from these estimates, in accordance with changes in these assumptions or different conditions.
The main estimates made by Group Management relate, in particular, to the fair values of assets and liabilities acquired in business combinations, the recoverable amount of goodwill, intangible assets and property, plant and equipment, and the measurement of employee benefit obligations (including share-based payments), the measurement of other provisions and leases (lease term used and borrowing rates, described in note 4.1.2).
The consolidated financial statements for the year ended 31 December 2021 include the financial statements of Rubis SCA and its subsidiaries.
The results and financial position of Group subsidiaries whose functional currency differs from the reporting currency (i.e. the euro) and is not the currency of an economy in hyperinflation, are translated according to the following principles:
- •assets and liabilities are translated at the exchange rate prevailing as of the balance sheet date;
- •income and expenses are translated at the average exchange rate for the period;
- •these exchange differences are recognised in other comprehensive income, under “Foreign exchange reserves”;
- •cumulative translation differences are reclassified to profit or loss in the event of the disposal or liquidation of the investment to which they relate.
Goodwill and fair value adjustments arising on the acquisition of a foreign entity are treated as assets and liabilities of the foreign entity and translated at the exchange rates prevailing as of the balance sheet date.
Since 2021, Suriname has been a hyperinflationary country. The impacts of hyperinflation in this country were not material across the Group over the financial year.
All significant transactions conducted between consolidated companies as well as internal profits are eliminated.
Foreign exchange differences arising from the elimination of transactions and transfers of funds denominated in foreign currencies between consolidated companies, are subject to the following accounting treatment:
- •foreign exchange differences arising from the elimination of internal transactions are recorded as “Foreign exchange differences” in shareholders’ equity and as “Non-controlling interests” for the portion attributable to third parties, thereby offsetting their impact on consolidated income;
- •foreign exchange differences on fund movements for reciprocal financing are classified under a separate heading in the consolidated statement of cash flows.
The consolidated financial statements are denominated in euros and the financial statements are presented in thousands of euros.
2.2Accounting standards applied
Standards, interpretations and amendments applicable as of 1 January 2021
The following standards, interpretations and amendments, published in the Official Journal of the European Union as of the closing date, were applied for the first time in 2021: