Distribuidora Internacional de Alimentación, S.A. and Subsidiaries Consolidated Annual Accounts 31 December 2015 Consolidated Directors’ Report 2015 (With Auditor's Report Thereon) (Free translation from the original in Spanish. In the event of discrepancy, the Spanish-language version prevails.) KPMG Auditores S.L. Edificio Torre Europa Paseo de la Castellana, 95 28046 Madrid Independent Auditor's Report on the Consolidated Annual Accounts (Translation from the original in Spanish. In the event of discrepancy, the Spanish-language version prevails.) To the Shareholders of Distribuidora Internacional de Alimentación, S.A. Report on the consolidated annual accounts We have audited the accompanying consolidated annual accounts of Distribuidora Internacional de Alimentación, S.A. (the “Company”) and its subsidiaries (the “Group”), which comprise the consolidated statement of financial position at 31 December 2015 and the consolidated income statement, consolidated statement of comprehensive income, consolidated statement of changes in equity and consolidated statement of cash flows for the year then ended, and consolidated notes. Directors' responsibility for the consolidated annual accounts The Directors are responsible for the preparation of the accompanying consolidated annual accounts in such a way that they present fairly the consolidated equity, consolidated financial position and consolidated financial performance of Distribuidora Internacional de Alimentación, S.A. in accordance with International Financial Reporting Standards as adopted by the European Union (IFRS-EU), and other provisions of the financial reporting framework applicable to the Group in Spain and for such internal control that they determine is necessary to enable the preparation of consolidated annual accounts that are free from material misstatement, whether due to fraud or error. Auditor's Responsibility Our responsibility is to express an opinion on these consolidated annual accounts based on our audit. We conducted our audit in accordance with prevailing legislation regulating the audit of accounts in Spain. This legislation requires that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the consolidated annual accounts are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the consolidated annual accounts. The procedures selected depend on the auditor's judgement, including the assessment of the risks of material misstatement of the consolidated annual accounts, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity's preparation of the consolidated annual accounts in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity's internal control. An audit also includes evaluating the appropriateness of accounting policies used and reasonableness of accounting estimates made by management, as well as evaluating the overall presentation of the consolidated annual accounts taken as a whole. KPMG Auditores S.L., a limited liability Spanish company and a member firm of the KPMG network of independent member firms Reg. Mer Madrid, T. 11.961, F. 90, affiliated with KPMG International Cooperative (“KPMG Sec. 8, H. M -188.007, Inscrip. 9 International”), a Swiss entity. N.I.F. B-78510153 2 We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. Opinion In our opinion, the accompanying consolidated annual accounts for 2015 present fairly, in all material respects, the consolidated equity and consolidated financial position of Distribuidora Internacional de Alimentación, S.A. and subsidiaries at 31 December 2015 and their financial performance and consolidated cash flows for the year then ended in accordance with International Financial Reporting Standards as adopted by the European Union and other applicable provisions of the financial reporting framework in Spain. Report on other legal and regulatory requirements The accompanying consolidated directors’ report for 2015 contains such explanations as the Directors of Distribuidora Internacional de Alimentación, S.A. consider relevant to the situation of the Group, its business performance and other matters, and is not an integral part of the consolidated annual accounts. We have verified that the accounting information contained therein is consistent with that disclosed in the consolidated annual accounts for 2015. Our work as auditors is limited to the verification of the consolidated directors’ report within the scope described in this paragraph and does not include a review of information other than that obtained from the accounting records of Distribuidora Internacional de Alimentación, S.A. and subsidiaries. KPMG Auditores, S.L. (Signed on the original in Spanish) Carlos Peregrina García 23 February 2016 DIA GROUP CONSOLIDATED ANNUAL ACCOUNTS AT 31 DECEMBER2015 I Consolidated statements of financial position II Consolidated Income Statements III Consolidated Statements of Comprehensive Income IV Consolidated Statements of Changes in Equity V Consolidated statements of cash flows VI Notes to the consolidated annual accounts 1 Nature, Activities and Composition of the Group 2 Basis of Presentation 2.1. Basis of preparation of the consolidated annual accounts 2.2. Comparative information 2.3. Functional and presentation currency 2.4. Relevant accounting estimates, assumptions and judgements used when applying accounting principles a. Relevant accounting estimates and assumptions 2.5. First-time application of accounting standards 2.6. Standards and interpretations issued and not applied 2.7. Basis of consolidation 3 Significant Accounting Policies a. Business combinations and goodwill b. Joint arrangements c. Non-controlling interests d. Translation of foreign operations e. Foreign currency transactions, balances and cash flows f. Recognition of income and expenses g. Intangible assets h. Property, plant and equipment i. Leases j. Discontinued operations k. Impairment of non-financial assets l. Advertising and catalogue expenses m. Financial instruments – assets n. Inventories o. Cash and cash equivalents p. Financial liabilities q. Parent own shares r. Distributions to shareholders s. Employee benefits t. Provisions u. Share-based payments for goods and services v. Grants, donations and bequests w. Income tax x. Segment reporting y. Classification of assets and liabilities as current and non-current z. Environmental issues aa. Related party transactions ab. Interest 4 Business Combinations 5 Information on Operating Segments 6 Property, Plant and Equipment 7 Intangible Assets 8 Operating Leases 9 Financial Assets 10 Derivative Financial Instruments and Hedges 11 Other Equity-accounted Investments 12 Other Assets 13 Inventories 14 Cash and Cash Equivalents 15 Discontinued Operations 16 Equity 17 Financial Liabilities 18 Provisions 19 Tax Assets and Liabilities and Income Tax 20 Share-based Payment Transactions 21 Other Income and Expenses 22 Commitments and Contingencies 23 Related Parties 24 Financial Risk Management: Objectives and Policies 25 Other Information 26 Events after the Reporting Period CONSOLIDATED STATEMENTS OF FINANCIAL POSITION CONSOLIDATED STATEMENTS OF FINANCIAL POSITION (I) at 31 December 2015 and 2014 (Expressed in thousands of Euros) (Free translation from the original in Spanish. In the event of discrepancy, the Spanish-language version prevails.) ASSETS 2015 2014 Notes Property, plant and equipment 6 1,372,010 1,270,356 Goodwill 7.1 558,063 464,642 Other intangible assets 7.2 34,763 32,567 Investments accounted for using the equity method 11 92 - Non-current financial assets 9.2 and 9.3 118,236 81,162 Consumer loans from financial activities 9.1 458 363 Deferred tax assets 19 271,480 147,890 Non-current assets 2,355,102 1,996,980 Inventories 13 562,489 553,119 Trade and other receivables 9.2 221,193 244,592 Consumer loans from financial activities 9.1 6,548 6,362 Current tax assets 19 69,474 64,347 Current income tax assets 19 49,663 42,593 Other current financial assets 9.3 15,718 12,144 Other assets 12 7,815 7,836 Cash and cash equivalents 14 154,627 199,004 Non-current assets held for sale 15 - 10 Current assets 1,087,527 1,130,007 TOTAL ASSETS 3,442,629 3,126,987 The accompanying notes form an integral part of the consolidated annual accounts for 2015. CONSOLIDATED STATEMENTS OF FINANCIAL POSITION (I) at 31 December 2015 and 2014 (Expressed in thousands of Euros) (Free translation from the original in Spanish. In the event of discrepancy, the Spanish-language version prevails.) EQUITY AND LIABILITIES 2015 2014 Notes Capital 16.1 62,246 65,107 Share premium - 618,157 Reserves 16.2 87,323 (553,059) Own shares 16.3 (53,561) (58,864) Other own equity instruments 16.3 11,647 22,827 Net profit for the period 299,221 329,229 Traslation differences 16.7 (93,683) (45,836) Value adjustments due to cash flow hedges 50 55 Equity attributable to equity holders of the Parent 313,243 377,616 Non-controlling interests 16.6 (18) (46) Total Equity 313,225 377,570 Non-current borrowings 17.1 920,951 532,532 Provisions 18 51,503 86,100 Other non-current financial liabilities 17.2 17,906 7,539 Deferred tax liabilities 19 3,193 2,749 Non-current liabilities 993,553 628,920 Current borrowings 17.1 374,279 199,912 Trade and other payables 17.3 1,518,843 1,693,113 Current tax liabilities 19 92,939 82,440 Current income tax liabilities 19 4,111 8,747 Other current financial liabilities 17.4 145,679 136,189 Liabilities directly associated with non-current assets held for sale 15 - 96 Current liabilities 2,135,851 2,120,497 TOTAL EQUITY AND LIABILITIES 3,442,629 3,126,987 The accompanying notes form an integral part of the consolidated annual accounts for 2015. CONSOLIDATED INCOME STATEMENTS CONSOLIDATED INCOME STATEMENTS (II) for the years ended 31 December 2015 and 2014 (Expressed in thousands of Euros) (Free translation from the original in Spanish. In the event of discrepancy, the Spanish-language version prevails.) INCOME STATEMENT 2015 2014 Notes Sales 5 8,925,454 8,010,967 Other income 21.1 96,215 105,250 TOTAL INCOME 9,021,669 8,116,217 Goods and other consumables used 21.2 (7,018,881) (6,350,654) Personnel expenses 21.3 (847,233) (704,940) Operating expenses 21.4 (644,034) (535,029) Amortisation and depreciation 21.5 (214,026) (184,604) Impairment 21.5 (11,013) (5,525) Losses on disposal of fixed assets 21.6 (12,340) (11,558) RESULTS FROM OPERATING ACTIVITIES 274,142 323,907 Finance income 21.7 9,265 16,447 Finance expenses 21.7 (65,291) (57,259) Profit of financial instruments - 103 PROFIT BEFORE TAX FROM CONTINUING OPERATIONS 218,116 283,198 Income tax 19 82,610 (74,556) PROFIT AFTER TAX FROM CONTINUING OPERATIONS 300,726 208,642 Gains net of taxes of discontinued operations 15 (1,477) 120,582 NET PROFIT 299,249 329,224 PROFIT FOR THE PERIOD ATTRIBUTABLE TO EQUITYHOLDERS OF THE PARENT 299,221 329,229 PROFIT FROM CONTINUING OPERATIONS 300,698 208,647 PROFIT FROM DISCONTINUED OPERATIONS (1,477) 120,582 Losses from continuing operations attributable to non-controlling interests 28 (5) Basic and diluted earnings per share, in euros Profit on continuing operations 0.48 0.32 Profit on discontinued operations - 0.19 Profit for the period 0.48 0.51 The accompanying notes form an integral part of the consolidated annual accounts for 2015. CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
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