Criteria Caixaholding report€¦ · Criteria Caixaholding report [2013] [3] [1 Introduction to Criteria CaixaHolding] Company description Criteria CaixaHolding is the ”la Caixa”

Criteria Caixaholding

report

[2013]Criteria Caixaholding report

CRITERIA CAIXAHOLDING REPORT [2013] [3]

[ 1 Introduction to Criteria CaixaHolding]

Company description

Criteria CaixaHolding is the ”la Caixa” group investment company, with share-holdings in strategic sectors like energy, infrastructure and services and a pres-ence in the real estate business. it seeks to create value by actively managing its portfolio of investments and assets.

the gross value of the Criteria Caixahol-ding portfolio at december 31, 2013 was €13,119 million (net value, including debt, was €10,662 million). the portfolio features top-tier companies at the fore-front of their respective fields, with great capacity to create value and profitability.

Criteria CaixaHolding's registered office is in Barcelona and it is wholly owned by Caja de ahorros y pensiones de Barce-lona (”la Caixa”).

Management principles

Criteria Caixaholding drives the growth, development and profitability of its in-vestees through an active management approach. it has in-depth knowledge of the sectors in which it operates, a strong track record as an investment company and highly experienced management teams.

to this end, every day Criteria Caixa-Holding identifies, analyzes, studies and evaluates new business, investment and divestment opportunities.

Criteria Caixaholding plays an active role in the governing bodies of its investees, collaborating with the management teams of these investees in defining their future strategies and contributing to the medium-to-long-term development of their business activities.

Medium-to-long-term investment approach

Criteria Caixaholding’s active manage-ment approach implies a medium-to-long-term investment horizon that maxi-mizes value with a focus on corporate development and involvement in the strategies of its investees, investing and divesting at precisely the right time.

Criteria Caixaholding is a consolidated business project combining investments in listed companies at the forefront of their fields with stakes in non-listed com-panies offering recurring returns and manageable risk levels.

at december 31, 2013, the value of Cri-teria Caixaholding’s portfolio, of which 70% is listed, was broken down as fol-lows:

Abertis 20%Gas Natural Fenosa 49%Agbar 5%Other1 5%Real Estate 21%

Breakdown of the portfolio’s value

(1) Saba, Mediterránea Beach & golf Comunity, Vithas, Caixa Capital risc and Colonial


[ 2 Significant events in the year]

Real estate business

Servihabitat has traditionally carried out the following activities: (i) acquisition, holding and disposal of all manner of real estate assets – including assets awarded to ”la Caixa” (up to the date of the reorganization of the ”la Caixa” Group's banking business in 2011), and (ii) the administration, management, operation and marketing, through sale or lease arrangements, excluding lease finance, of all kinds of real estate assets, either its own property or that of third parties.

in 2013, in view of the growing interest of foreign investors to invest in real estate management services platforms - so-called “servicers” - in the Spanish real estate market, the ”la Caixa” group decided to bring an investor into the real estate management business of Servihabitat. accordingly, the management of acquisitions,

Abertis

on March 22, 2013, Criteria sold 3% of abertis infraestructuras, S.a. to the obrascón huarte laín group. the sale, for €342.2 million, generated a consoli-dated pre-tax gain of €128 million.

at december 31, 2013, Criteria held a 19.2% interest in abertis infraestructuras.

development, asset management and sale, which had traditionally been carried out by Servihabitat, were transferred to the servicer, and the main activity of Servihabitat became the holding of real estate.

as a result of the transfer of the real estate management business to the servicer, the activities of both Criteria and Servihabitat were similar since both companies' main activity was the holding of assets (equity investments in in the case of Criteria and property assets in the case of Servihabitat). With the aim of simplifying the legal and operating structure of the ”la Caixa” group, in december 2013 the merger of the two companies was entered in the Barcelona Companies register, thus increasing efficiency in the management and execution of their activities.


[ 3 Investee portfolio]

Gas Natural (34.5%)

gas natural Fenosa is a leading multinational company in the gas and electricity sector, operating in 25 countries, serving nearly 20 million customers and generating installed capacity of more than 15 gW.

it is the largest integrated gas and electricity company in Spain and latin america, the leader in the natural gas sales market in the iberian peninsula and the largest distributor of natural gas in latin america. the company is also a benchmark in lng(1) and natural gas from the atlantic and Mediterranean basin.

2013 highlights

After meeting all the financial objectives of the 2010-2012 Strategic plan, gas natural Fenosa unveiled its new 2013-2015 Strategic plan and Vision 2017. the company expects a difficult three-year period due to regulatory impacts and the macroeconomic and energy context in Spain and the rest of europe. throughout this period, the group intends to lay the groundwork to leverage the recovery

and growth expected for 2016-2017, underpinned by macroeconomic recovery in Spain and new gas, international generation and gas distribution project wins.

in 2013, gas natural Fenosa continued to expand its international footprint. in July, the group won a tender to supply natural gas to southeast peru for a period of 20 years, and in August, it confirmed that it would continue operating its electricity distributors in panama for 15 years. the group also reinforced is gas and lng business with new procurement (algeria, Azerbaijan and Russia) and supply (argentina, Korea and repsol) contracts.

in 2013, the gas natural Fenosa group demonstrated its ability to tap debt markets, placing three issues in the euromarket and one in new markets (Switzerland) and carrying out a new refinancing deal worth over €2 billion. this allowed the group to shore up its financial strength (*) and to close 2013 with official credit ratings above those of Spain's sovereign debt.

(1) Liquefied natural gas

(*) Net Debt / EBITDA 2013: 2.9x


Income statement (€M) 2013 2012

revenue 24,969 24,904

eBitda 5,085 5,080

Net profit 1,445 1,441

Balance sheet (€M) 2013 2012

total assets 44,945 46,887

equity 15,010 14,879

net debt 14,641 15,995

Operating indicators 2013 2012

gas distribution (gWh) 424,808 409,774

electricity distribution (gWh) 51,750 54,362

gas supply points (thousands) 11,948 11,663

electricity supply points (thousands) 7,543 8,309

generation capacity (MW) 15,420 15,519

electricity production (gWh) 53,756 56,248

Key financial data

Corporate social responsibility

For gas natural Fenosa, corporate social responsibility comprises a series of actions aimed at fostering trustworthy, stable, solid and mutually-beneficial relationships with its stakeholder groups. in that regard, gas natural Fenosa upholds seven commitments related to corporate social responsibility: (i) customer focus; (ii) commitment to results; (iii) respect for environment; (iv) interest in people; (v) health and safety, (vi) commitment to the society and (vii) integrity.

gas natural Fenosa has been a member of the FtSe4good index since 2001, the year it was incorporated. in 2013, the dow Jones Sustainability index recognized Gas Natural Fenosa as leader in the gas distribution sector. in addition, for the second year running, the company garnered the highest value given to any utility in the world under the Carbon disclosure project (the main parameters measured are transparency and climate change strategy). gas natural Fenosa is a member of the Spanish association of the United nations global Compact, Forética and the Corporate excellence-Center for reputation leadership Foundation.


Abertis (19.2%)

abertis is the world leader in motorways and telecommunications infrastructure management. it has become the world leader in motorway management, with over 7,300 kilometers of motorways, following the addition of nine motorway concessions from OHL in Brazil and three in Chile. thanks to its geographic diversification efforts in recent years, abertis now operates different business divisions in 12 countries in europe and the americas. in 2013, the company generated over 60% of its revenues outside Spain. abertis trades on the Spanish stock market and forms part of the ibex 35 index, as well as of international benchmarks such as the FTS Eurofirst 300 and Standard & Poor’s europe 350.

operator hispasat, with a 57.1% holding, after acquiring a 7.2% stake from telefónica and a 16.4% stake from the national technical aerospace institute (inta), under the Ministry of defence.

in its telecommunications infrastructure business, abertis acquired 1,741 mobile telephone towers from telefónica and Yoigo in december 2013. the purchase forms part of an agreement with the two operators involving the restructuring and rationalization of their mobile telecommunications infrastructures, which entails the acquisition by abertis in several phases of a minimum package of 4,227 mobile telephone towers -passive structures- and the dismantling of structures that cannot be optimized.

in February 2014, abertis acquired 6% of Metropistas from the investment funds managed by goldman Sachs, raising its ownership interest to 51%. Metropistas, which operates two toll roads in puerto rico, is now fully consolidated.

2013 highlights

as part of the company's strategy of constantly rotating its portfolio and focusing on its core businesses, abertis sold a large part of its airport assets (tBi, Codad and aerocali) in 2013.

as part of the acquisition of motorway assets in Brazil, Abertis and Brookfield launched a tender off in September 2013 for the share of arteris (formerly ohl Brasil), acquiring shares representing a 24.2% stake. Following settlement of the offer, the consortium has a direct ownership interest in arteris of 69.3%.

over the course of 2013, abertis secured the majority of the shares of satellite


Income statement (€M) 2013 (*) 2012 (*)

revenue 4,654 3,721

eBitda 2,923 2,363

Net profit 617 1,024

Balance sheet (€M) 2013 (*) 2012


equity 6,590 6,961

net debt 13,155 14,130

Income / Operating indicators 2013 (*) 2012

ADT (average daily traffic) 19,796 21,490

revenue from the toll road business 4,139 3,220

revenue from the telecommunications business 511 493

revenue from the airports business N/A 319

(*) The airport division is classified as "discontinued operations"

Key financial data


abertis sees social corporate responsibility as a way of understanding the company’s role in society, taking into consideration the environmental, social and economic impacts of its activity and its relationships with various stakeholder groups.

abertis’ strategic corporate responsibility plan is its road map, involving participation in various initiatives, such as the United nations global Compact and the Carbon disclosure project, and dow Jones Sustainability index, among others. For the seventh year (six consecutive and one non-consecutive), abertis has renewed its presence in the dow Jones Sustainability index (dJSi) in the World and europe categories.


Aguas de Barcelona (24.1%)

aguas de Barcelona (agbar) is an international benchmark in the field of water and environmental services. With total assets of roughly €5,650 million, it is the leading private operator in the Spanish water management sector, supplying water to over 1,000 towns and cities. Worldwide, agbar provides services to around 26 million people in Spain, Chile, the UK, Colombia, algeria, Cuba, Mexico, Peru, Brazil, Turkey and the US.

on august 1, 2013, agbar incorporated, alongside Área Metropolitana de Barcelona (aMB), set up “aigües de Barcelona, empresa metropolitana de gestió del cicle integral de l’aigua S.a.” (85% agbar and 15% aMB) to manage the entire water cycle in the metropolitan area of Barcelona. agbar contributed its water supply service assets and aMB its waste-water treatment and reuse assets.

2013 highlights

in 2013, agbar carried out a corporate restructuring, adapting its size to the group's geographic presence and businesses. as part of this exercise, it incorporated aquadom (concessionaires) and aqualogy Soluciones y tecnologías (environment, infrastructures, solutions and knowledge services).



operating income 2,037 1,933

eBitda 648 641

Net profit 136 117



equity 2,701 2,685

net debt 1,297 1,450

Operating indicators in thousands of 3) 2013 2012

Water consumption - Spain 745 768

Water consumption - Chile 549 538

Key financial datain 2013, the agbar group continued to develop its domestic and international business activities. in Spain, the company either won or renewed 15 retail water supply contracts(1),12 wholesale water supply contracts(2), 13 drainage system contracts and 19 contracts for managing water treatment stations. internationally, the Mapocho treatment plant in Chile came on stream, treating 100% of the area's waste water.

Finally, the company secured control of aigües de Sabadell in 2013 through a takeover bid and of Mina pública d’aigües de terrassa after entering into a new shareholder agreement.


Corporate social responsibility at agbar is understood as mainstreaming economic, environmental, social, labor, ethical and moral variables throughout all decision-making processes, thereby enhancing the management capacity of its employees and ensuring they are fully aware of the consequences of their decisions. this aspect is innate to agbar's very activity, in that it renders a public service in which it must ensure quality, environmental protection and sustainability.

CSr is fully integrated in the group's management model, which was designed taking into account the company's vision, mission and values. To reflect this constant focus, agbar has a new mid-term corporate social responsibility plan for 2012-2016, updating the company's commitments to stakeholders and the CSr activities and objectives relating to each stakeholder group.

(1) retail water supply: distribution to the end consumer.

(2) Wholesale water supply: collection in the natural environment, transport and treatment of water.


Saba infraestructuras (50.1%)

Saba infraestructuras (Saba) is a benchmark operator in the car parks and logistics parks sector. operating in six countries (Spain, italy, Chile, portugal, France and andorra), the Saba group manages nearly 180,000 spaces distributed in 327 car parks following the transactions with aena and adif. it also manages a network of 11 logistics parks, with nearly 700 hectares and buildable land covering almost 3 million m2.

2013 highlights

in 2013, Saba focused its work on three broad areas: efficiency, sales innovation and proactivity, and growth.

Regarding efficiency, the company continued with the plan initiated in 2012, gearing efforts mainly towards enhancing internal and business systems, streamlining the organization and support tools, and making improvements in operating costs across the board. in

addition, the company embarked on a remote car park management project and energy efficiency plan, deploying LED technology in its car park network.

as for sales innovation and proactivity, Saba remained committed to differentiation and customer loyalty, working on boosting service quality, upgrading installations, offering discounts and promotions, new products and the rollout of the "VIA T" electronic toll system. By the end of 2013, Saba had this access and payment system



revenue 190 196

eBitda 79 78

Net profit 0.1 3.1



equity 495 503

net debt 379 387

Key financial data (*)

(*) Saba Infraestructuras consolidated figures.

up and running in 29 of its Spanish car parks. Some 30% of season ticket holders and short-stay customer were using Via t, while 1.2 million transactions were carried out with Via t for the year.

as for growth, Saba was awarded the contract for the lease and operation of the car parks in adif's railway station network. the contract, for a period of 10 years, represents some 22,000 new parking spaces at 51 railway stations. Saba also won the contract to manage the car parks at aena's 14 Mediterranean airports. The contract is for five years and adds some 57,000 spaces.

another highlight in the car park business included the acquisition of the Carles iii car park in Barcelona and a number of management contract wins, including: hospital Cima in Barcelona; hospital de Vila Franca de xira; porto Business School in portugal; and Universidad Católica in Chile. in the concession business, Saba added the residents' street parking areas of Blanes (girona), Masnou (Barcelona), Seu d’Urgell (lleida), and Castellar del Vallès (Barcelona) in Spain, and opened in a new car park in Verona, italy.

With respect to logistics parks, Saba signed 30 contracts with new clients in 2013,

which added 62,000 m2, and extended contracts, either in terms of contract period or space covered, with 40 clients, representing a surface area of 175,000 m2. highlights included development of the toulouse logistics activity and the addition of top-notch clients, such as Bimbo and alK (Coslada), airbus (Zal Sevilla), egetra (Zal toulouse), and airfarm (plZF), as well as the agreement signed with Gazeley to promote and develop the lisbon logistics platform.


Corporate social responsibility is an integral part of Saba's strategy. initiatives target mainly the environmental (e.g. the rollout of led technology and the 6% reduction in the company's carbon footprint in 2013), social (e.g. agreements to hire workers with disabilities) and the mobility dimensions (active cooperation with the government to find long-term urban solutions (e.g. the deployment of Via t in the main car parks).


Mediterránea Beach & Golf Community (100%)

Mediterránea Beach & golf Community is the owner of a 600,000 m2 developed land reserve and the three-course lumine golf Club, designed by greg norman and alfonso Vidaor. Since 2010, the golf clubs have been managed by troon golf, an international company with over 20 years' experience and a successful history of managing, developing and promoting top-level golf clubs.


lumine golf Club maintains high quality standards, recognized and accredited by the international gold Signature Sanctuary certificate from the Audubon Society, one of the oldest, most respected and exigent conservation organizations. This certificate recognizes some of the best golf courses in the world for their respectful and sustainable integration in their natural surroundings.

2013 highlights

in 2013, Mediterránea Beach & golf Community's golf courses hosted major tournaments, such as the Spanish Junior open, the european tour Qualifying School and pga Championship.

also during the year, the company hosted international golf travel Market (igtM), the world's premier event for the golf travel industry, and the meeting place for golf tourism suppliers, buyers and international press.


total assets 309 300

equity 102 109

Net debt (*) -10 183


number of green fees (golf) 60,123 53,277

(*) The parent company extend funds to the company to repay debt as a preliminary step before increasing

capital in 2014.

Key financial data


Vithas (20.0%)

Vithas presently owns 10 hospitals and a supply platform (PlazaSalud24).

Vithas is the third-largest private hospital group in Spain. its 10 hospitals are benchmark institutions in their areas of influence (Alicante, Almeria, granada, las palmas de gran Canaria, lerida, Madrid, Malaga, tenerife, Vigo and Vitoria-Gasteiz), treating patients covered by all healthcare insurers and mutual accident insurance schemes, private patients, and cases handled in

conjunction with the national healthcare system. Vithas hospital group believes that the best healthcare requires the joint effort of both the public and private sector, to the benefit of people.

Vithas has a single commitment: to care for the health and well-being of people. to do so, Vithas combines a local, specialized and proximity-based management model that responds to the health needs of the communities in which it operates, coupled with an integrated

vision ensuring a high-quality standard across all services rendered.

Vithas plans to gradually incorporate new hospitals and specialized centers, upholding its commitment to continually reinvest up to 7% of its annual earnings (around €15 million per year, in absolute terms) in order to improve infrastructures and technological resources.



revenue 200 196

eBitda 32 32

Net profit 13 13


total assets 231 223

equity 103 91

net debt 68 73


number of patients 1,560,693 1,561,588

Key financial data

2013 highlights

In 2013, a new specialized unit for women and children in lleida, called “Vithas Salud Maternum," was opened. the unit comprises more than 1,000 m2 of space and required an investment of €600,000. in almería, a new medical speciality module was created to provide the hospital Virgen del Mar hospital with new, cutting-edge medical equipment and technololgies. the €5 million investment underscores Vithas' commitment to growth.

the group managed to increase turnover moderately in 2013. the increase in billing through insurance companies and in the private individual segment offset the decline in revenue from the national

healthcare system and mutual accident insurance schemes caused by public health budget constraints and a smaller employment market.


the group is committed to corporate social responsibility, with its hospitals acting as socially- and environmentally-responsible companies. noteworthy in this respect is the group's new initiative, called “Vithas aula Salud,” designed to provide training for different segments of the population on healthcare issues (e.g. healthy eating, the prevention of traffic accidents and assisted reproduction). Several conferences were held in all the group's hospitals.

Vithas hospital group network

lleida

Madrid

Vigo

alicante

Vitoria-Gasteiz

las palmas de gran Canaria

Santa Cruz de Tenerife

almería

granada

Málaga

(*) Source: DBK 2013. By billing volume, excluding hospital groups owned by insurance

companies, which exclusively treat those covered by their policies.


Caixa Capital Riesgo (100%)

Caixa Capital riesgo, the venture capital arm of the ”la Caixa” Group, is a major investor that provides capital and participating loans for innovative start-up companies.

it now has €103 million under management, chiefly in Spanish companies operating in the digital technology, life sciences and industrial technology sectors.

We use four specialist vehicles to invest in the first rounds of capital ("seed" phase) and help the companies grow.

the management company is composed of a team of professionals focusing on identifying, analyzing, investing in and supporting innovative start-ups in Spain.

2013 highlights

Caixa Capital riesgo invested heavily in 2013, analyzing 577 opportunities and carrying out 42 investments, making it one of Spain's most active players. the company also managed its portfolio closely, carrying out six disposals and participating in 26 capital increases, adding new partners.


revenue 3,344 2,441

eBitda 731 410

Net profit 558 335

Balance sheet (M€) 2013 2012


equity 2,716 3,275

Operating indicators (€M) 2013 2012

Funds managed 73 73

Key financial data


in addition to its investments, the management company is a major supporter of entrepreneurs in Spain. through the emprendedorxxi initiative, Caixa Capital riesgo promotes projects that bring recognition, training and visibility to new, high-potential companies, while helping to generate value-added contacts.

avda. diagonal, 62108028 Barcelonatelephone: (+34) 93 409 21 [email protected]

www.Criteria.com

Documents

Criteria Caixaholding report€¦ · Criteria Caixaholding report [2013] [3] [1 Introduction to Criteria CaixaHolding] Company description Criteria CaixaHolding is the ”la Caixa”