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Blue Square - Israel Ltd. Announces Financial Results for the Third Quarter and First Nine Months of 2009

 
 

Completion of Deploying the Company's Branches in an Accurate Chain Structure and Adjusted to the Market Condition

    ROSH HA'AYIN, Israel, November 25 /PRNewswire-FirstCall/ --

    - Expansion of the Private Brand "Mega ", Reaching 6% of the Sales,
      Starting to Yield Fruits

Blue Square Reports stability in the Operating Profit Despite the Increased Competition and One-Time Expenses

The Successful Launch of the Loyalty Club Resulted in the Enrollment of 350,000 New Club Members in the Third Quarter and in the Aggregate the Club has 500,000 Members.

The Company Announces the Commencement of the Second Stage in the Development of "Eden Teva Market" Chain Planning to Open "Eden" Branches in the Company Stores Under the Concept of "Store Within a Store" Blue Square-Israel Ltd. (NYSE and TASE: BSI) today announced its financial results for the third quarter and nine months ended September 30, 2009.

Results for the third quarter of 2009

Revenues for the third quarter of 2009 were NIS 1,925.5 million (U.S.(A) $512.4 million), compared to NIS 1,936.2 million in the corresponding quarter of 2008 - a decrease of 0.6 %. Supermarket same store sales (SSS) for the period decreased by 2.5% (compared to a decrease of 6.8% in sales in SSS in the first half) due to the recession in the market, increased competition and erosion of the sales prices in HD chains. On the other hand, the decrease in sales was offset by the net addition of nine new stores during the last 12-month period of approximately 8,000 square meters;

Gross Profit of the third quarter of 2009 amounted to NIS 533.2 million (U.S. $ 141.9 million) (27. 7 % of revenues) compared to gross profit of NIS 538.8 million (27.8% of revenues) in the corresponding quarter of 2008. The decrease in the gross profit margin derives from an increase in the relative scope of sales of the HD chains of total sales that were offset from the improvement of trade agreements and supplier discounts and from the contribution of the private brand of "Mega", which already accounts for 6% of total sales.

Selling, General, and Administrative Expenses for the third quarter of 2009 amounted to NIS 474.4 million (U.S. $ 126.2 million) (24.6% of revenues) compared to NIS 478.8 million (24.7% of revenues) in the corresponding period, a decrease of 0.9%. The decrease reflects the effect of efficiency measures taken by the company during the quarter which was mitigated by 1)increased expenses associated with the net addition of nine new stores, including the expenses associated with the accelerated opening of five branches of the "Eden Teva Market" format during the last twelve months 2) enrollment costs of a new phase of the "You" club 3) costs deriving from the increase in the expenses of the private brand 4) increase of the CPI, which affects expenses of rental fees and municipal taxes.

Operating Income (before changes in fair value of investment property and other gains and losses) in the third quarter of 2009 amounted to NIS 58.7 million (U.S $ 15.6 million) (3.1% of revenues) compared to the operating income of NIS 60.0 million (3.1% of revenues) in the corresponding period.

Changes in fair value of Investment Property: In the third quarter of 2009, the Company recorded gain from appreciation of investment property in the amount of NIS 6.7 million (U.S $ 1.8 million). In the corresponding period of the previous year, no change in the value of investment property was recorded.

Other Gains and Losses, Net: In the third quarter of 2009, the Company recorded other expenses, net of NIS 4.9 million (U.S. $ 1.3 million), compared to net income of NIS 11.1 million in the corresponding period. The expenses this quarter included costs of NIS 2.4 million (U.S $ 0.6 million) relating to the transaction of transferring real estate properties from Mega Retail Ltd. to Blue Square Real Estate and costs associated with the synergy of headquarters in BEE group amounting to NIS 0.8 million (U.S $ 0.2 million). In the corresponding quarter, mainly derives from decrease in holding rate in companies held by BEE Group due to reorganization.

Operating Income before financing in the third quarter of 2009 was NIS 60.5 million (U.S. $ 16.1 million) (3.1% of revenues) compared to operating income of NIS 71.1 million (3.7% of revenues) in the third quarter of 2008.

Financial Expenses (net) for the third quarter of 2009 were NIS 44.7 million (U.S. $11.9 million) compared to financial expenses (net) of NIS 50.1 million in the corresponding quarter of the previous year. The decrease in financial expenses in this quarter compared to the corresponding quarter last year mainly derives from financial income from derivative financial instruments that contributed in this quarter an income of NIS 7.0 million (U.S $1.9 million) compared to an expense of NIS 6.4 million in the corresponding quarter last year and from financial income from marketable securities that contributed this quarter an income of NIS 3 million compared to an expense of NIS 3 million in the corresponding quarter. The decrease in the financial expenses was offset mainly as a result of the increase in financial expenses on long term loans and debentures in the amount of NIS 15.6 million this quarter compared to the corresponding quarter.

Taxes on Income for the third quarter 2009, tax benefit amounted to NIS 13.9 million (U.S. $3.7 million) (net of tax benefit in respect of the changes in tax rates as detailed below of NIS 20.3 million the effective tax rate was 40.9% compared to a statutory tax rate of 26%) compared to tax expenses of NIS 8.9 million (effective tax rate of 42.6% compared to a statutory tax rate of 27%) in the corresponding quarter. The change of tax expenses in the corresponding quarter to tax benefit this quarter mainly derives from recording tax benefit due to the decrease in deferred tax liabilities following the change in tax rates, as a result of the legislation of the Law for Economic Efficiency (Legislation Amendments for the Implementation of Economic Plan for 2009- 2010) 5769 - 2009, which prescribed, among others, the gradual decrease of corporate tax rate down to 18% in the 2016 tax year and onwards.

The implication of the change in the tax rates were reflected in the results of the third quarter of 2009 by a decrease in deferred tax liability and a recognition in income from taxes in the amount of NIS 20.3 million (U.S $ 5.4 million) out of which the portion attributed to the company's shareholders is NIS 15.2 million (U.S $ 4.0 million).

Net Income for the third quarter of 2009 was NIS 29.6 million (U.S. $ 7.9 million) compared to net income of NIS 12.0 million in the third quarter of 2008. The increase in the net income in this quarter compared to the corresponding quarter last year derives from tax benefit offsetting decrease in operating income, as mentioned above. The net income for the third quarter of 2009 attributable to shareholders, was NIS 25.1 million (U.S. $6.7 million), or NIS 0.57 per ADS (U.S. $ 0.15), while the portion attributable to the share of minority interests was NIS 4.5 million (U.S. $1.2 million).

Cash Flows in the third quarter of 2009

Cash Flows from Operating Activities: Net cash flows deriving from operating activities in the third quarter of 2009 amounted to NIS 173.7 million (U.S. $ 46.2 million) compared to NIS 59.5 million in the corresponding quarter last year. The increase in cash flows from operating activities derives from increase in the negative working capital balances, decrease in paid taxes and was offset from decrease in operating income.

Cash Flows from Investing Activities: Net Cash flows proceeds from investing activities in the third quarter of 2009 amounted to NIS 307.3 million (U.S. $81.8 million) compared to net cash flows of NIS 73.3 million used in investing activities in the corresponding quarter last year. Cash flows proceeds from investing activities in the third quarter of 2009 included mainly realization of short term deposits of NIS 389.3 million (U.S. $103.6 million) net of cash used in investing activities for purchase of property and equipment, intangible assets and investment property in a total amount of NIS 72.5 million (U.S. $19.3 million) and net investment in marketable securities of NIS 12.2 million (U.S. $3.2 million). Cash used in investing activities in the third quarter of 2008 mainly included the purchase of property and equipment in a total amount of NIS 52.3 million and purchase shares of minority interests in subsidiaries in the amount of NIS 35.4 million.

Cash Flows from Financing Activities: Net Cash flows used in financing activities in the third quarter of 2009 amounted to NIS 167.4 million (U.S $ 44.5 million) compared to net cash provided by financing activities of NIS 98.8 million in the corresponding period last year. Cash flows used in financing activities in the third quarter of 2009 included mainly decrease in short term credit of NIS 380.3 million (U.S $ 101.2 million), repayment of long term loans of NIS 31.9 million (U.S $ 8.5 million), dividend paid to minority in subsidiaries in the amount of NIS 7.3 million (U.S $ 1.9 million), repayment of convertible debentures of NIS 13.3 million (U.S $ 3.5 million) and interest paid in the amount of NIS 35.2 million (U.S $ 9.4 million) net of receipt of long term loans amounting to NIS 301 million (U.S $ 80.1 million). Cash flows provided by financing activities in the third quarter of 2008 mainly included receipt of long term loans of NIS 172.5 million and increase in short term bank credit of NIS 25 million net of cash used in financing activities for repayment of long term loans of NIS 56.5 million, dividend paid to minority in subsidiaries of NIS 11 million and interest paid in the amount of NIS 30.8 million.

Comments of Management

Commenting on the financial results, Mr. Zeev Vurembrand, Blue Square's President and CEO, said: "2009 is marked by strategic measures with long term impact, which will shape the image and performance of the company in the coming years: the adjustment of the chains and the sub-brands through the establishment of Mega Bool Chain, the entry into the private brand segment and the launch of renewed loyalty club. In addition, during 2009 we performed a procedure of increasing operating efficiency and structural change which costs were charged to statement of operations.

In "Teva Eden Market" we completed Stage A of opening 9-10 branches. In Stage B, we intend to open approximately 6 Eden branches during the next two years inside the Mega branches, as a store within a store. In BEE retail group, during the next two quarters the synergy process of the headquarters will be finalized and the new logistic center will commence its operations during the second half of 2010. "Mega Bool" brand positions itself as a strong and leading brand in the HD segment in shorter time than expected. In conclusion, we began to see the fruits of the strategy, which was first implemented a year ago and we expect that the new actions will continue to impact the results of the company in the coming quarters".

    Additional Information

    1. As of September 30, 2009, the Company operated 203
       supermarkets in the following formats: Mega In Town -119;
       Mega Bool - 47; Mega - 11; Shefa Shuk - 17; Eden Teva Market - 9.

    2. EBITDA (Earnings before Interest, Taxes, Depreciation, and
       Amortization)
       In the first nine months of 2009, the EBITDA was NIS 311.7
       million (U.S. $ 83 million) (5.6 % of revenues) compared to NIS 344.0
       million (6.1% of revenues) in the corresponding period of last year.
       In the third quarter of 2009, amounted to NIS 106.5 million
       (U.S. $ 28.4 million) (5.5 % of revenues) compared to NIS 104.3
       million (5.4% of revenues) in the corresponding quater of last year.

       As of September 30, 2009, the ratio of its net financial
       obligations to EBITDA was 3.6 and the ratio of its unpledged
       property and equipment to the net financial obligations was 1.7.

Use of financial measures that are not in accordance with Generally Accepted Accounting Principles

EBITDA is a measure that is not in accordance with Generally Accepted Accounting Principles (Non- GAAP) and is defined as income before financial income (expenses) net, other gain (losses) net, changes in fair value of investment property, taxes, depreciation and amortization. It is presented because it is a measure commonly used in the retail industry and is presented as an additional performance measure, since it enables comparisons of operating performances between periods and companies while neutralizing potential differences resulting from changes in capital structures, taxes, age of property and equipment and its related depreciation expenses. EBITDA, however, should not be considered as an alternative to operating income or income for the year as an indicator of our operating performance. Similarly, EBITDA should not be considered as an alternative to cash flow from operating activities as a measure of liquidity. EBITDA is not a measure of financial performance under Generally Accepted Accounting Principles (GAAP) and may not be comparable to other similarly titled measures for other companies. EBITDA may not be indicative of our historic operating results nor is it meant to be predictive of potential future results. Reconciliation between our income for the period and EBITDA is presented in the attached condensed financial reports.

    3. On October 1, 2009, Standard & Poors Maalot ratified the
       rating of ilA+ for the debentures Series A and B of the company
       and updated the rating forecast from stable to negative.

    Data in NIS (millions)
    Data                   Q3 2009    Q3 2008     1-9 2009     1-9 2008

    Sales                  1,925.5    1,936.2      5,534.2      5,675.8
    Gross profit             533.2      538.8      1,538.0      1,569.9
    % Gross profit            27.7%      27.8%        27.8%        27.7%
    Operating profit
    (before
    increase in fair
    value of real estate)     58.7       60.0        179.6        221.0
    % Operating profit
    (before
    increase in fair
    value of real
    estate)                    3.1%       3.1%         3.2%         3.9%
    Financial expenses        44.7       50.1         92.0         98.6
    Net income                29.6       12.0         79.4        114.3

Events During the third Quarter of 2009

Reorganization of real estate activity - transfer of real estate properties to the subsidiary Blue Square Real Estate Ltd.

In September 2009, the reorganization plan of the real estate activity of the company and its centralization under the subsidiary (78.45%) Blue Square Real Estate (BSRE), was completed under which the real estate properties of the subsidiary Mega Retail Ltd. ( formerly Blue Square Chain Investment & Properties Ltd) (Mega Retail), were transferred to BSRE.

Within the approval of the property transfer transaction the following were approved as well:

1. Lease agreement to lease the transferred properties that are not leased to third parties to Mega Retail for ten years from the closing date of the purchase agreement and an option to the lessee to extend the lease agreement for five additional years, and,

2. An agreement to extend the term of the existing lease agreements between Mega Retail and BSRE to an identical period (ten years from the closing date of the purchase agreement and an option to the lessee to extend the lease agreement for five additional years).

The completion of the transaction was performed as a of split pursuant to Section 105 to the Income Tax Ordinance which confers upon Mega Retail an exemption from the payment of land appreciation tax at this stage and its deferment under the split agreement with BSRE until the realization of the properties (as far as realized) or by the depreciation rate of the depreciable properties by BSRE. In addition, the payment of purchase tax for the transaction will be at a reduced tax rate of 0.5%.

The company and the subsidiaries, Mega Retail and BSRE will be subject to the restrictions prescribed by the provisions regarding the split pursuant to Section 105 to the Ordinance.

BSRE pledged certain of the transferred properties as collateral for a loan taken in order to finance the transaction. Transaction costs including purchase tax were recorded as expense in the statement of operations.

Results for the first nine months of 2009

Revenues for the first nine months of 2009 were NIS 5,534.2 million (U.S $1,472.6 million), compared to NIS 5,675.8 million in the corresponding period of 2008 - a decrease of 2.5 %. Supermarket same store sales (SSS) for the period decreased by 5.5% due to the recession and increased competition and erosion of prices in HD chains. On the other hand, the decrease in sales was offset by the net addition of nine new stores during the 12-month period of approximately 8,000 square meters.

Gross Profit in the first nine months of 2009 amounted to NIS 1538.0 million (U.S. $ 409.3 million) (27.8 % of revenues) compared to gross profit of NIS 1,569.9 million (27.7% of revenues) in the corresponding period of 2008. The increase in the gross profit derives from an increase in sales of BEE group characterized with relatively higher gross profit margins relative to the acceptable gross profit in the area of food retailing. In addition, the gross profit increased from trade agreements, some of which relate to the establishment of Mega Bool chain that offset the effect of the planned erosion in the gross profit margin as a result of establishing the chain.

Selling, General, and Administrative Expenses in the first nine months of 2009 amounted to NIS 1,358.4 million (U.S. $ 361.4 million) (24.5% of revenues) compared to NIS 1,348.9 million (23.8% of revenues) in the corresponding period, an increase of 0.7%. The increase reflects increase in expenses deriving from 1) net addition of 9 new stores, part of which relate to accelerated opening of 5 branches of the "Eden Teva Market" during the last 12 months 2) costs associated with launch of "Mega Bool" chain. 3) enrollment costs of a new phase of the "You" club 4) increase of the CPI, which affects expenses of rental fees and municipal taxes. On the other hand, the company took efficiency measures which resulted in decrease in payroll and related expenses. This decrease was offset in one time costs of NIS 9 million.

Operating Income (before changes in fair value of investment property and other gains and losses) in the first nine months of 2009 amounted to NIS 179.6 million (U.S $ 47.8 million) (3.2% of revenues) compared to the operating income of NIS 221.0 million (3.9% of revenues) in the corresponding period. The decrease in operating income was effected by the decrease in sales and increase in selling and administrative expenses, as mentioned above.

Changes in fair value of Investment Property in the first nine months of 2009, the Company recorded gain from appreciation of investment property of NIS 8.4 million (U.S $ 2.2 million) compared to NIS 18.0 million in the corresponding period of the previous year.

Other Gains and Losses, Net in the first nine months of 2009, the Company recorded other expenses, net of NIS 5.6 million (U.S. $ 1.5 million), compared to other expenses of NIS 9.3 million in the corresponding period of the previous year. The expenses included, in this period, provision for impairment of property and equipment in Dr. Baby stores in the amount of NIS 3.7 million (U.S. $ 1.0 million) and costs of NIS 2.4 million (U.S. $ 0.6 million) related to the transaction of transferring real estate properties from Mega Retail to BSRE and were offset by the capital gain in the amount of NIS 0.3 million (U.S. $ 0.1 million) from selling 1.55% of the shares of Blue Square Real Estate for NIS 10.1 (U.S. $ 2.7 million) and from capital gain of NIS 2.8 million (U.S. $ 0.7 million) from the purchase of 8% of Naaman shares held by minority. In the corresponding period, income mainly included gain from decrease in holding rate in companies held by BEE group due to the reorganization.

Operating Income before financing in the first nine months of 2009, was NIS 182.4 million (U.S. $ 48.5 million) (3.3% of revenues) compared to operating income of NIS 248.3 million (4.4% of revenues) in the corresponding period in 2008.

Financial Expenses (net) in the first nine months of 2009 were NIS 92.0 million (U.S. $24.5 million) compared to financial expenses (net) of NIS 98.6 million in the corresponding period of the previous year. The decrease in financial expenses in the current period compared to the corresponding period last year mainly derives from the effect of the change in the value of derivative financial instruments that contributed in the current period to an income of NIS 25 million (U.S $6.6 million) compared to an income of NIS 8.3 million in the corresponding period last year net of increase in the net financial debt of the company in the current period compared to the corresponding period last year which resulted in increase in short term financial expenses by NIS 10.7 million (U.S $2.8 million) in the current period compared to the corresponding period last year.

Taxes on Income in the first nine months of 2009 were NIS 10.9 million (U.S. $2.9 million) (12.1% effective tax rate compared to a statutory tax rate of 26%) compared to NIS 35.4 million (effective tax rate of 23.7% compared to a statutory tax rate of 27%) in the corresponding period. The decrease in the effective tax rate in this period compared to the corresponding period last year derives mainly from recording tax benefit due to the decrease in deferred tax liabilities following the change in tax rates, as a result of the legislation of the Law for Economic Efficiency (Legislation Amendments for the Implementation of Economic Plan for 2009- 2010) 5769 - 2009, which prescribed, among others, the gradual decrease of corporate tax rate down to 18% in the 2016 tax year and onwards. The implication of the change in the tax rates were reflected in the results of this period by decrease in deferred tax liability and recognition in income from taxes in the amount of NIS 20.3 million (U.S $ 5.4 million) out of which the portion attributed to the company's owners is NIS 15.2 million (U.S $ 4.0 million).

Net Income for the first nine months of 2009 was NIS 79.4 million (U.S. $ 21.1 million) compared to net income of NIS 114.3 million in the corresponding period of 2008. The decrease in the net income in the first nine months of the year compared to the corresponding period last year derives from a decrease in operating income and a decrease in income from appreciation of investment property net of a decrease in income tax expenses, as mentioned above. The net income for the first nine months of 2009, attributable to shareholders, was NIS 64.7 million (U.S. $17.2 million), or NIS 1.49 per ADS (U.S. $ 0.40), while the portion attributable to the share of minority interests was NIS 14.7 million (U.S. $3.9 million).

Cash Flows in the first nine months of 2009

Cash Flows from Operating Activities: Net cash flows deriving from operating activities in the first nine months of 2009 amounted to NIS 331.7 million (U.S. $ 88.2 million) compared to NIS 337.7 million in the corresponding period last year. The decrease in cash flows from operating activities derives mainly from a decrease in operating income, and part of which was offset from a decrease in net taxes paid.

Cash Flows from Investing Activities: Net Cash flows used in investing activities in the first nine months of 2009 amounted to NIS 169.2 million (U.S. $45 million) compared to net cash flows of NIS 111.8 million used in investing activities in the corresponding period last year. Cash flows used in investing activities in the first nine months of 2009 included mainly purchase of property and equipment, intangible assets and investment property of NIS 177.4 (U.S $ 47.3 million) and net investment in marketable securities of NIS 9.4 million (U.S $ 2.5 million) net of cash flows proceeds from realization of property and equipment and investment property in a total amount of NIS 7.7 million (U.S.$2 million) and proceeds from realization of investment in a subsidiary in the amount of NIS 10.1 million (U.S. $2.6 million). Cash flows used in investing activities in the first nine months of 2008 included mainly purchase of property and equipment, intangible assets and investment property amounting to NIS 208 million, net proceeds in marketable securities in the amount of NIS 11.1 million and investment in subsidiary in the amount of NIS 35.4 million, net of proceeds from realization short term deposits of NIS 101 million and interest received of NIS 12.3 million.

Cash Flows from Financing Activities: Net Cash flows deriving from financing activities in the first nine months of 2009 amounted to NIS 198.6 million (U.S $ 52.9 million) compared to net cash provided by financing activities of NIS 31.4 million in the corresponding period last year. Cash flows deriving from financing activities in the first nine months of 2009 included mainly increase in short term credit of NIS 96.2 million (U.S $ 25.6 million) and receipt of long term loans of NIS 307.5 million (U.S $ 81.8 million) net of cash flows used for repayment of long term loans of NIS 98.2 million (U.S $ 26.1 million) repayment of convertible debentures of NIS 13.3 million (U.S $ 3.5 million) dividend paid to minority in subsidiary in the amount of NIS 13.5 million (U.S $ 3.6 million) and paid interest of NIS 81 million (U.S $ 21.6 million). Net Cash flows deriving from financing activities in the first nine months of 2008 included mainly receipt of long term loans of NIS 186.2 million and short term bank credit of NIS 41.6 million, net of repayment of long term loans of NIS 102.6 million, interest paid of NIS 70.5 million and dividend paid to minority in subsidiaries of NIS 22 million.

NOTE A: Convenience Translation to Dollars

The convenience translation of New Israeli Shekel (NIS) into U.S. dollars was made at the exchange rate prevailing at September 30, 2009: U.S. $1.00 equals NIS 3.758. The translation was made solely for the convenience of the reader.

Blue Square is a leading retailer in Israel. A pioneer of modern food retailing in the region, Blue Square currently operates 204 supermarkets under different formats, each offering varying levels of service and pricing.

This press release contains forward-looking statements within the meaning of safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements may include, but are not limited to, plans or projections about our business and our future revenues, expenses and profitability. Forward-looking statements may be, but are not necessarily, identified by the use of forward-looking terminology such as "may," "anticipates," "estimates," "expects," "intends," "plans," "believes," and words and terms of similar substance. Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause actual events, results, performance, circumstance and achievements to be materially different from any future events, results, performance, circumstance and achievements expressed or implied by such forward-looking statements. These risks, uncertainties and other factors include, but are not limited to, the following: the effect of the recession in Israel on the sales in our stores and on our profitability; our ability to compete effectively against low-priced supermarkets and other competitors; quarterly fluctuations in our operating results that may cause volatility of our ADS and share price; risks associated with our dependence on a limited number of key suppliers for products that we sell in our stores; the effect of an increase in minimum wage in Israel on our operating results; the effect of any actions taken by the Israeli Antitrust Authority on our ability to execute our business strategy and on our profitability; the effect of increases in oil, raw material and product prices in recent years; the effects of damage to our reputation or to the reputation to our store brands due to reports in the media or otherwise; and other risks, uncertainties and factors disclosed in our filings with the U.S. Securities and Exchange Commission, including, but not limited to, risks, uncertainties and factors identified under the heading "Risk Factors" in our Annual Report on Form 20-F for the year ended December 31, 2008. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release. Except for our ongoing obligations to disclose material information under the applicable securities laws, we undertake no obligation to update the forward-looking information contained in this press release.

                            BLUE SQUARE - ISRAEL LTD.
                  CONDENSED INTERIM CONSOLIDATED BALANCE SHEET
                            AS OF SEPTEMBER 30, 2009
                                   (UNAUDITED)
                                                                 Convenience
                                                               translation(a)
                               December           September 30,   September
                               31, 2008        2008         2009   30, 2009
                             __________    _________  __________  __________
                                Audited                 Unaudited
                             __________    _________________________________
                                              NIS                U.S.dollars
                             ___________________________________ ___________
         A s s e t s                            In thousands
                             _______________________________________________

    CURRENT ASSETS:
    Cash and cash
    equivalents                  95,325      313,738     445,085     118,437
    Marketable securities       171,849      176,964     188,909      50,268
    Bank deposits                   206          650         864         230
    Trade receivables           729,970      896,191     798,286     212,423
    Other accounts
    receivable                   87,624      408,558     292,066      77,718
    Derivative financial
    instruments                       -            -       1,513         403
    Income taxes receivable      74,446       67,339      84,520      22,491
    Inventories                 497,080      511,755     534,628     142,264
                             __________    _________  __________  __________
                              1,656,500    2,375,195   2,345,871     624,234
                             __________    _________  __________  __________
    NON-CURRENT ASSETS:
    Investment in
    associates                    4,915        4,930       4,787       1,274
    Derivative financial
    instruments                   5,248          850      21,106       5,616
    Prepaid expenses in
    respect of operating
    lease                       192,426      195,186     189,526      50,433
    Other long term
    receivables                   1,554        4,158       1,394         371
    Property and equipment,
    net                       1,701,222    1,673,245   1,765,853     469,892
    Investment property         434,232      409,297     437,354     116,379
    Intangible assets and
    deferred charges            404,422      345,116     402,775     107,178
    Deferred taxes               44,508       36,695      43,647      11,614
                             __________    _________  __________  __________
                              2,788,527    2,669,477   2,866,442     762,757
                             __________    _________  __________  __________
    Total assets              4,445,027    5,044,672   5,212,313   1,386,991
                             __________    _________  __________  __________


                            BLUE SQUARE - ISRAEL LTD.
                  CONDENSED INTERIM CONSOLIDATED BALANCE SHEET
                            AS OF SEPTEMBER 30, 2009
                                   (UNAUDITED)
                                                                 Convenience
                                                                    transla
                                                                    tion(a)
                                    December      September 30,    September
                                    31, 2008      2008      2009    30, 2009
                                  __________  ________ _________  __________
                                    Audited        Unaudited          U.S.
                                                                    dollars
                                  __________________________________________
                                                      In thousands
                                  __________________________________________

    Liabilities and shareholders'
               equity

    CURRENT LIABILITIES:
    Credit and loans from banks
    and others                       210,901   213,739   309,643      82,396
    Current maturities of
    debentures and convertible
    debentures                        25,999    21,501    75,811      20,173
    Trade payables                 1,006,386 1,197,281 1,199,366     319,150
    Other accounts payable          *426,217 613,380   617,291     164,261
    Income taxes payable               6,933     5,846     4,061       1,081
    Dividend payable                       -   150,000         -           -
    Provisions for other
    liabilities                       43,397    36,756    42,920      11,421
                                  __________  ________ _________  __________
                                   1,719,833 2,238,503 2,249,092     598,482
                                  __________  ________ _________  __________
    LONG-TERM LIABILITIES:
    Loans from banks, net of
    current maturities               341,586   339,672   542,400     144,332
    Convertible debentures, net
    of current maturities            130,525   134,320   141,004      37,521
    Debentures, net of current
    maturities                       985,844 1,009,180   953,256     253,660
    Other liabilities                 39,925    35,160    23,503       6,254
    Derivatives financial
    instruments                     *21,074    6,316     8,361       2,225
    Liabilities in respect of
    employee benefits, net            49,911    39,125    48,757      12,974
    Deferred taxes                    60,327    54,864    43,063      11,459
                                  __________  ________ _________  __________
                                   1,629,192 1,618,637 1,760,344     468,425
                                  __________  ________ _________  __________
          Total liabilities        3,349,025 3,857,140 4,009,436   1,066,907
                                  __________  ________ _________  __________
    SHAREHOLDERS' EQUITY:
    Share capital -
    Ordinary shares of NIS 1 par
    value                             57,094    57,094    57,438      15,284
    Additional paid-in capital     1,018,405 1,018,405 1,030,259     274,151
    Other reserves                      (261)    1,176    10,904       2,902
    Accumulated deficit             (154,719) (161,407)  (81,089)    (21,578)
                                  __________  ________ _________  __________
                                     920,519   915,268 1,017,512     270,759

    Minority interest                175,483   272,264   185,365      49,325
                                  __________  ________ _________  __________
    Total equity                   1,096,002 1,187,532 1,202,877     320,084
                                  __________  ________ _________  __________
    Total liabilities and
    shareholders' equity           4,445,027 5,044,672 5,212,313   1,386,991
                                  ==========  ======== =========  ==========


    (*) Reclassified, under the application of
    IAS1(R). The company classified financial liabilities at fair value
    through the statements of operations from current liabilities to long
    term liabilities.

                           BLUE SQUARE - ISRAEL LTD.
                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
         FOR THE NINE AND THREE MONTHS PERIODS ENDED SEPTEMBER 30, 2009

                                     For the
                   Year ended      Three months
                     December  Ended September 30,
                     31, 2008     2008       2009
                   __________  _________  _________
                      Audited       Unaudited
                   __________  ____________________
                                       NIS
                   ________________________________
                         In thousands (except share
                         and per share data)
                   ________________________________
    Revenues from
    sales, net      7,429,121   1,936,236  1,925,473
    Cost of sales   5,369,149   1,397,451  1,392,320
                   __________   _________   _________
    Gross profit    2,059,972     538,785    533,153

    Selling,
    general and
    administrative
    expenses        1,794,720     478,815    474,420
                   __________   _________   _________
    Operating
    profit before
    changes in
    fair value of
    investment
    property and
    other gains
    and losses        265,252     59,970      58,733

    Other gains        12,233     11,841           -
    Other losses       14,716        734       4,927
    Changes in
    fair value of
    investment
    property, net      19,06          -        6,650
                   __________  _________    _________
    Operating
    profit            281,836     71,078      60,456

    Finance income     60,700     10,738      18,405
    Finance
    expenses         (166,295)   (60,874)    (63,138)
    Share in
    losses of
    associates            (33)        (1)        (40)
                   __________  _________    _________
    Income before
    taxes on
    income            176,208     20,940      15,683
    Taxes on
    income (tax
    benefit)           43,806      8,941     (13,887)
                   __________  _________    _________
    Income for the
    period            132,402     11,999      29,570
                   ==========  =========    =========
    Attributable
    to:
    Equity holders
    of the parent     104,586      6,536      25,114
                   __________  _________    _________
    Minority
    interests          27,816      5,463       4,456
                   __________  _________    _________
    Net income per
    Ordinary share
    attributed to
    Company
    shareholders
    or ADS:
    Basic                2.41       0.15        0.57
                   __________  _________    _________
    Fully diluted        1.62       0.15        0.49
                   __________  _________    _________
    Weighted
    average number
    of shares or
    ADS used for
    computation of
    income per
    share:
    Basic          43,372,819 43,372,819  43,717,058
                   __________  _________    _________
    Fully diluted  45,037,692 43,372,819  44,597,479
                   __________  _________    _________


                                       For the                  Convenience
                                     Nine months              translation(a)
                                 Ended September 30,                for the
                                 2008         2009        nine months ended
                                                         September 30, 2009
                               _________    _________          ____________
                                     Unaudited                    Unaudited
                               ____________________________________________
                                        NIS                    U.S. dollars
                               ____________________________________________
                               In thousands (except share
                               and per share data)

    Revenues from sales, net   5,675,797    5,534,212             1,472,648
    Cost of sales              4,105,935    3,996,225             1,063,391
                               _________    _________          ____________
    Gross profit               1,569,862    1,537,987               409,257

    Selling, general and
    administrative expenses    1,348,865    1,358,401               361,469
                               _________    _________          ____________
    Operating profit before
    changes in fair value of
    investment property and
    other gains and losses       220,997      179,586                47,788

    Other gains                   12,458        4,464                 1,188
    Other losses                   3,160       10,029                 2,669
    Changes in fair value of
    investment property, net      17,970        8,390                 2,233
                               _________    _________          ____________
    Operating profit             248,265      182,411                48,540

    Finance income                41,651       46,689                12,424
    Finance expenses            (140,214)    (138,649)              (36,894)
    Share in losses of
    associates                       (18)        (128)                  (34)
                               _________    _________          ____________
    Income before taxes on
    income                       149,684       90,323                24,036
    Taxes on income (tax
    benefit)                      35,415       10,893                 2,899
                                                               ____________
    Income for the period        114,269       79,430                21,137
                               =========    =========          ============
    Attributable to:
    Equity holders of the
    parent                        94,149       64,720                17,223
                               _________    _________          ____________
    Minority interests            20,120       14,710                 3,914
                               _________    _________          ____________
    Net income per Ordinary
    share attributed to
    Company shareholders or
    ADS:
    Basic                           2.17         1.49                  0.40
                               _________    _________          ____________
    Fully diluted                   1.85         1.49                  0.40
                               _________    _________          ____________
    Weighted average number of
    shares or ADS used for
    computation of income per
    share:
    Basic                     43,372,819   43,505,219            43,505,219
                                                               ____________
    Fully diluted             45,037,693   43,505,219            43,505,219
                               _________    _________          ____________



                                   (UNAUDITED)
                            BLUE SQUARE - ISRAEL LTD.
           CONDENSED INTERIM CONSOLIDATED STATEMENTS OF CASH FLOW FOR
         FOR THE NINE AND THREE MONTHS PERIODS ENDED SEPTEMBER 30, 2009
                                   (UNAUDITED)
                                                                  Convenience
                                                                     transla
                                                                     tion(a)
                                                                     for the
                   Year          For the            For the        ended nine
                   ended       Nine months        Three months        months
                 December ended September 30, ended September 30   September
                 31, 2008      2008     2009     2008     2009      30, 2009
                 ________  ________  _______  _______   ______      ________
                  Audited                Unaudited                 Unaudited
                 ________  ___________________________________      ________
                                       NIS                      U.S. dollars
                 ___________________________________________________________
                                          In thousands
                 ___________________________________________________________
    CASH FLOWS
    FROM
    OPERATING
    ACTIVITIES:
    Income
    before taxes
    on income      176,208  149,684   90,323   20,940   15,683        24,036
    Income tax
    paid, net      (94,212) (81,773) (36,610) (33,729)  (1,835)       (9,742)
    Adjustments
    required to
    reflect the
    cash flows
    from
    operating
    activities
    (a)            327,777  269,794  277,937   72,265  159,837        74,196
                  ________ ________  _______  _______   ______      ________
    Net cash
    provided by
    operating
    activities     409,773  337,705  331,650   59,476  173,685        88,490
                  ________ ________  _______  _______   ______      ________
    CASH FLOWS
    FROM
    INVESTING
    ACTIVITIES:
    Purchase of
    property,
    plant and
    equipment     (211,646)(163,022)(155,653) (52,227) (63,214)      (41,419)
    Purchase of
    investment
    property       (69,749) (36,380)  (8,039)     (48)  (4,732)       (2,139)
    Purchase of
    minority
    shares in
    subsidiaries  (186,403) (35,400)  (8,020) (35,400)       -        (2,134)
    Purchase of
    intangible
    assets         (30,372)  (8,618) (13,717)       -   (4,525)       (3,650)
    Proceeds
    from
    collection
    of
    short-term
    bank
    deposits,
    net            102,531  101,015     (657)      589   389,343        (175)
    Proceeds
    from sale of
    property,
    plant and
    equipment        1,559    7,249    1,965      305       428          523
    Proceeds
    from
    investment
    property         6,567        -    5,700        -         -        1,517
    Proceeds
    from sale of
    marketable
    securities     185,104  142,634   64,564   36,397     7,385       17,181
    Investment
    in
    marketable
    securities    (169,747)(131,544) (73,917) (30,904)  (19,578)     (19,669)
    Proceeds
    from sale of
    investment
    in
    subsidiary           -        -   10,074        -         -        2,681
    Interest
    received        17,778   12,261    8,464    8,019     2,135        2,252
                  ________ ________  _______  _______   ______      ________
    Net cash
    provided by
    (used in)
    investing
    activities    (354,378)(111,805)(169,236) (73,269)  307,242      (45,032)
                  ________ ________  _______  _______   ______      ________
    CASH FLOWS
    FROM
    FINANCING
    ACTIVITIES:
    Dividend
    paid to
    shareholders  (150,000)       -        -       -          -            -
    Issuance of
    debentures     121,259        -        -       -          -            -
    Dividend
    paid to
    minority
    shareholders
    of
    subsidiaries   (22,077) (22,077) (13,523)(10,960)    (7,342)      (3,598)
    Receipt of
    long-term
    loans          231,398  186,221  307,500 172,512    301,000       81,826
    Repayment of
    long-term
    loans         (130,571)(102,564) (98,225)(56,490)   (31,864)     (26,137)
    Repayment of
    long term
    credit from
    trade
    payables        (1,740)  (1,305)  (1,305)   (435)      (435)        (347)
    Repayment of
    convertible
    debentures            -       -  (13,297)       -   (13,269)      (3,538)
    Short-term
    credit from
    banks and
    others, net      15,689   41,603  96,214  24,958   (380,346)      25,603
    Proceeds
    from
    exercise of
    options in a
    subsidiary            -        -   2,306        -         -          614
    Interest
    paid            (89,244) (70,450)(81,049) (30,808)  (35,170)     (21,567)
                  ________ ________  _______  _______   ______      ________
    Net cash
    provided by
    (used in)
    financing
    activities      (25,286)  31,428 198,621  98,777   (167,426)      52,826
                  ________ ________  _______  _______   ______      ________
    INCREASE IN
    CASH AND
    CASH
    EQUIVALENTS
    AND BANK
    OVERDRAFT        30,109  257,328 361,035   84,984   313,501       96,314
    BALANCE OF
    CASH AND
    CASH
    EQUIVALENTS
    AND BANK
    OVERDRAFT AT
    BEGINNING OF
    PERIOD           53,029   56,410  83,138  228,754   130,672       22,123
                  ________ ________  _______  _______   ______      ________
    BALANCE OF
    CASH AND
    CASH
    EQUIVALENTS
    AND BANK
    OVERDRAFT AT
    END OF
    PERIOD           83,138  313,738 444,173  313,738   444,173      118,437
                   ======== ======== =======  =======   ======      ========



                            BLUE SQUARE - ISRAEL LTD.
             CONDENSED INTERIM CONSOLIDATED STATEMENTS OF CASH FLOW
         FOR THE NINE AND THREE MONTHS PERIODS ENDED SEPTEMBER 30, 2009
                                 (UNAUDITED)

                                                                 Convenience
                                                               translation(a)
                          Year        For the        For the        for the
                          ended     Nine months    Three months   nine months
                        December      ended          ended          ended
                           31,    September 30,   September 30  September 30,
                          2008     2008     2009     2008     2009       2009
                      _________  ______   _______   ______   ______   _______
                        Audited            Unaudited                Unaudited
                      _________  __________________________________ _________
                                          NIS                    U.S. dollars
                      _______________________________________________________
                                             In thousands
                      _______________________________________________________
    (a) Adjustments
        required to
        reflect the
        cash flows
        from
        operating
        activities:
        Income and
        expenses not
        involving
        cash flows:
        Depreciation
        and
        amortization  153,882   117,804   123,814   41,744   45,048   32,947
        Increase in
        fair value
        of
        investment
        property
        net           (19,067)  (17,970)   (8,390)        -  (6,650)  (2,233)
        Share in
        losses of
        associated

        Companies,
        net                33        18       128         1      40       34
        Benefit
        component in
        grant of
        employee
        options         8,175     5,253     8,472     2,587   2,853    2,254
        Loss (gain)
        from sale
        and disposal
        of property,
        plant and
        equipment
        and
        provision
        for
        impairment
        of property,
        plant and
        equipment,
        net             5,989     (121)     3,983       104   1,787    1,060
        Loss (gain)
        from changes
        in fair
        value of
        derivative
        financial
        instruments   (19,247)   (8,278)  (24,965)    6,350  (7,013)  (6,643)
        Linkage
        differences
        on
        debentures,
        loans and
        other long
        term
        liabilities    59,669    61,198    48,189    25,941  31,832   12,823
        Capital loss
        (gain) from
        realization
        of
        investments
        in
        subsidiaries   (9,801)  (10,055)      393   (11,658)      -      105
        Accrued
        severance
        pay, net          263      (278)   (1,154)   (1,498)   (862)    (307)
        Decrease in
        value of
        marketable
        securities
        deposit and
        long-term
        receivables,
        net            11,169    13,004     7,931     9,601     868    2,111
        Interest
        paid, net      71,466    58,189    72,585    22,789  33,036   19,315

        Changes in
        operating
        assets and
        liabilities:
        Decrease
        (increase)
        in trade
        receivables
        and other
        accounts
        receivable     59,967  (309,146) (276,601) (248,613)(221,189)(73,603)
        Decreased
        (increase)
        in
        inventories   (43,136)  (57,811)  (36,985)  (20,164)     155  (9,842)
        Increase
        (decrease)
        in trade
        payables and
        other
        accounts
        payable        48,415   417,987   360,537   245,081  279,932   96,175
                      _________  ______   _______    ______   ______  _______
                      327,777   269,794   277,937    72,265  159,837   74,196
                      =========  ======   =======    ======   ======  =======


                            BLUE SQUARE - ISRAEL LTD.
             CONDENSED INTERIM CONSOLIDATED STATEMENTS OF CASH FLOW
         FOR THE NINE AND THREE MONTHS PERIODS ENDED SEPTEMBER 30, 2009
                                 (UNAUDITED)
                                                                 Convenience
                                                               translation(a)
                                     For the        For the        for the
                          Year     Nine months    Three months   nine months
                          ended
                        December      ended          ended          ended
                           31,    September 30,   September 30  September 30,
                          2008     2008     2009     2008     2009       2009
                       _________  _____   ______    ______   _____      _____
                        Audited            Unaudited                Unaudited
                       _________  ________________________________  _________
                                          NIS                         U.S. $
                       ______________________________________________________
                                             In thousands
                       ______________________________________________________
    (b) Supplementary
        information on
        investing and
        financing
        activities
        not involving
        cash flows:
        Conversion of
        convertible
        debentures into
        shares of
        subsidiaries      6,655   6,387      -       2,224       -         -
                       ======== ======= ======     =======  ======   =======
        Conversion of
        convertible
        debentures
        into
        shares of
        the company           -      -  12,198           -  12,198     3,113
                       ======== ======= ======     =======  ======   =======
        Purchasing
        property,
        plant and
        equipment
        on credit        14,797 10,169  10,201      10,169  10,201     2,714
                       ======== ======= ======     =======  ======   =======

                            BLUE SQUARE - ISRAEL LTD.
                             SELECTED OPERATING DATA
                    FOR THE NINE MONTH AND THREE MONTH PERIOD
                          ENDED SEPTEMBER 30, 2009
                                   (UNAUDITED)
                                                                Convenience
                                                               translation(a)
                               For the nine      For the three  for the three
                               months ended      months ended    months ended
                               September 30      September 30    September 30
                               ________________  ______________
                                2008       2009    2008    2009          2009
                                 NIS        NIS     NIS     NIS         U.S.$
                               ______    ______   _____   _____       _______
                                               (Unaudited)
                               ______________________________________________

    Sales (in millions)         5,676     5,534   1,936   1,925           512

    Operating profit
    before changes in fair
    value of investment
    property and other
    gains and losses              221       180      60      59          15.7

    EBITDA (in millions)          344       312     104     107          28.4

    EBITDA margin                 6.1%      5.6%    5.4%    5.5%          N.A

    Increase (decrease) in
    same store sales              3.1%    (5.5%)    0.6%   (2.5%)         N.A

    Number of stores at
    end of period                 194       203     194     203           N.A

    Stores opened during
    the period                      9        10       4       3           N.A

    Stores closed during
    the period                      -         1       -       -           N.A

    Total square meters at
    end of period             356,300   364,300 356,300 364,300           N.A

    Square meters added
    during the period, net     12,900     9,900   5,400   2,000           N.A

    Sales per square meter     15,234    14,568   5,015   4,896         1,303

    Sales per employee (in        724       759     235     259            69
    thousands)

                            BLUE SQUARE - ISRAEL LTD.
             RECONCILIATION BETWEEN INCOME FOR THE PERIOD TO EBITDA
         FOR THE NINE AND THREE MONTHS PERIODS ENDED SEPTEMBER 30, 2009
                                 (UNAUDITED)
                                                                     Conven
                                                                     ience
                                                                    transla
                                                                    tion(a)
                                                                    for the
                        For the        For the                        nine
                          Year       Nine months      Three months   months
                         ended         ended            ended        ended
                        December    September 30,     September 30 September
                        31, 2008    2008     2009     2008    2009 30, 2009
                       _________ _______ ________  _______  _______ ________
                                                Unaudited
                       _____________________________________________________
                                           NIS                        U.S. $
                       ____________________________________________ ________
                                               In thousands
                       _____________________________________________________
     Income for the
     period              132,402 114,269   79,430   11,999   29,569   21,137
     Taxes on income
     (tax benefit)        43,806  35,415   10,893    8,941  (13,885)   2,899
     Finance income      (60,700)(41,651) (46,689) (10,738) (18,405) (12,424)
     Finance expenses    166,295 140,214  138,649   60,874   63,138   36,894
     Other losses
     (gains)               2,483  (9,298)   5,565  (11,107)   4,927    1,481
     Change in fair
     value of investment
     property            (19,067) 17,970)  (8,390)       -   (6,650)  (2,233)
     Depreciation and
     amortization       153,882  117,804  123,814   41,744   45,048   32,947
     Benefit component
     in grant of
     employee options     8,175    5,253    8,472    2,587    2,853    2,254
                       _________ _______ ________  _______  _______ ________
     EBITDA             427,276  344,036  311,744  104,300  106,595   82,955
                       ========= ======= ========  =======  ======= ========


    Contact:
    Blue Square-Israel Ltd.
    Dror Moran, CFO
    Toll-free telephone from U.S. and Canada: +1-888-572-4698
    Telephone from rest of world: +972-3-928-2220
    Fax: +972-3-928-2299
    Email: cfo@bsi.co.il


SOURCE Blue Square Israel Ltd

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