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Hellenic Petroleum Holdings S.A.

Interim / Quarterly Report Nov 9, 2017

2720_10-q_2017-11-09_c0e53983-3e2b-4709-9e3a-2ba9924083bc.pdf

Interim / Quarterly Report

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H E L L E N I C P E T R O L E U M S. A. General Commercial Registry 000296601000 (A.R.M.A.E. 2443/06/B/86/23)

COMPANY
Head office Address: A
8
, CHIMARRAS STR. - 15125 MAROUSI
Website : http://www.helpe.gr
Approval date of the nine month financial information by the Board of
Directors
9 NOVEMBER 2017
STATEMENT OF FINANCIAL POSITION STATEMENT OF CHANGES IN EQUITY
(Amounts in thousands €) GROUP COMPANY (Amounts in thousands €) GROUP COMPANY
30/9/2017 31/12/2016 30/9/2017 31/12/2016 30/9/2017 30/9/2016 30/9/2017 30/9/2016
ASSETS Total equity at beginning of the period (1/1/2017 & 1/1/2016) 2.141.635 1.790.270 1.590.150 1.224.891
Property, plant and equipment 3.305.255 3.302.923 2.726.209 2.718.798
Intangible assets 106.718 108.294 6.897 6.490 Total comprehensive (loss) / income for the period 259.709 202.321 223.132 210.929
Other non-current assets 852.927 881.711 676.148 729.213 Share based payments (7.210) - (7.210) -
Inventories 920.681 929.164 831.975 839.306 Acquisition of Treasury Shares (10.245) - (10.245) -
Trade and other receivables 817.135 868.331 963.817 1.036.420 Issue of Treasury shares to employees 7.210 - 7.210 -
Derivative financial instruments - 15.192 - 15.192 Participation of minority shareholders in share capital increase of subsidiary 76 - - -
Cash, cash equivalents and restricted cash 849.697 1.081.580 685.978 888.783 Tax on intra-group dividends (136) (81) - -
Available-for-sale non-current assets 2.806 1.626 2.152 1.017 Dividends to non-controlling interests (2.561) (185) - -
TOTAL ASSETS 6.855.219 7.188.821 5.893.176 6.235.219 Dividends (61.127) - (61.127) -
Total equity at the end of the period 2.327.351 1.992.325 1.741.910 1.435.820
EQUITY AND LIABILITIES
Share capital 666.285 666.285 666.285 666.285
Share premium 353.796 353.796 353.796 353.796 STATEMENT OF CASH FLOW
Retained earnings and other reserves 1.206.272 1.019.679 721.829 570.069 (Amounts in thousands €) GROUP COMPANY
Capital and reserves attributable to Company Shareholders (a) 2.226.353 2.039.760 1.741.910 1.590.150 1/1/2017- 1/1/2016- 1/1/2017- 1/1/2016-
Non-controlling interests (b) 100.998 101.875 - - 30/9/2017 30/9/2016 30/9/2017 30/9/2016
TOTAL EQUITY (c) = (a) + (b) 2.327.351 2.141.635 1.741.910 1.590.150
Cash flows from operating activities
Long-term borrowings 941.787 1.456.204 931.801 1.460.281 Profit / (loss) before Income Tax 367.249 254.266 318.697 255.066
Provisions and other long term liabilities 337.422 422.598 254.751 341.755
Short-term borrowings 1.722.170 1.386.299 1.535.118 1.150.418
Other short-term liabilities 1.526.489 1.782.085 1.429.596 1.692.615 Adjustments for:
Total liabilities (d) 4.527.868 5.047.186 4.151.266 4.645.069 Depreciation and amortisation of tangible and intangible assets 140.588 155.556 104.368 114.598
Impairment of fixed assets - 8.313 - -
Amortisation of government grants (645) (1.038) (523) (940)
TOTAL EQUITY AND LIABILITIES (c) + (d) 6.855.219 7.188.821 5.893.176 6.235.219 Interest expense and similar charges 131.413 153.399 118.303 134.965

TOTAL ASSETS 6.855.219 7.188.821 5.893.176 6.235.219 Dividends (61.127) - (61.127) - Total equity at the end of the period 2.327.351 1.992.325 1.741.910 1.435.820 EQUITY AND LIABILITIES EQUITY AND LIABILITIES Share capital 666.285 666.285 666.285 666.285 GROUP Capital and reserves attributable to Company Shareholders (a) 2.226.353 2.039.760 1.741.910 1.590.150 1/1/2017- 1/1/2016- 1/1/2017- 1/1/2016- Non-controlling interests (b) 100.998 101.875 - - 30/9/2017 30/9/2016 30/9/2017 30/9/2016 Cash flows from operating activities Long-term borrowings 941.787 1.456.204 931.801 1.460.281 Profit / (loss) before Income Tax 367.249 254.266 318.697 255.066 Total liabilities (d) 4.527.868 5.047.186 4.151.266 4.645.069 Depreciation and amortisation of tangible and intangible assets 140.588 155.556 104.368 114.598 Impairment of fixed assets - 8.313 - - Amortisation of government grants (645) (1.038) (523) (940) TOTAL EQUITY AND LIABILITIES (c) + (d) 6.855.219 7.188.821 5.893.176 6.235.219 Interest expense and similar charges 131.413 153.399 118.303 134.965 Interest income (3.020) (3.810) (9.278) (10.138) Share of operating profit of associates (34.956) (7.232) - - Provisions for expenses and valuation charges 25.168 32.629 20.991 35.919 STATEMENT OF COMPREHENSIVE INCOME FOR THE PERIOD Foreign exchange (gains) / losses 8.317 (13.084) 8.625 (13.377) GROUP (Amounts in thousands €) GROUP Dividend income - - (33.724) (38.348) 1/1/2017- 1/1/2016- 1/7/2017 1/7/2016 Amortisation of long-term contracts costs 7.128 (13.500) 7.302 (13.500) 30/9/2017 30/9/2016 30/9/2017 30/9/2016 (Gain)/Loss from disposal of non current assets 225 (730) 280 52 641.467 564.769 535.041 464.297 Operating profit / (loss) 469.003 383.539 177.551 147.568 (Increase) / decrease in inventories 7.969 (65.823) 6.836 (67.384) Profit / (loss) before Income Tax 367.249 254.266 140.087 108.815 (Increase) / decrease in trade and other receivables 44.714 (38.072) 87.424 (3.272) Less : Taxes (94.043) (70.438) (34.525) (28.685) Increase / (decrease) in payables (409.439) (888.147) (410.096) (896.334) Income tax paid (5.626) (8.902) (20) (1.279) Attributable to: Net cash generated (outflow)/inflow from operating activities (a) 279.085 (436.175) 219.185 (503.972) Proceeds from disposal of property, plant and equipment 259.709 202.321 113.114 77.275 Participation in share capital increase of affiliated companies - - (3.917) (2.408) Investments in associates - net (147) (7) - - Cash flows from financing activities GROUP Interest paid (126.677) (139.560) (128.829) (135.877) Dividends paid to shareholders of the Company (59.578) (473) (59.578) (473) 1/1/2017- 1/1/2016- 1/7/2017 1/7/2016 Acquisition of treasury stock (10.245) - (10.245) - 30/9/2017 30/9/2016 30/9/2017 30/9/2016 Participation of minority shareholders in share capital increase of subsidiary 76 - - - Proceeds from borrowings 285.800 275.500 303.157 275.500 restricted cash (a)+(b)+(c) (210.546) (981.279) (182.307) (929.533) Exchange gains / (losses) on cash, cash equivalents and restricted cash (9.464) 1.703 (8.625) 1.796

Turnover 5.941.770 4.806.983 1.846.466 1.867.173
Gross profit 778.522 667.955 275.631 245.631 Changes in working capital
Profit / (loss) for the period 273.206 183.828 105.562 80.130 Less:
Owners of the parent 270.905 184.906 103.454 78.041
Non-controlling interests 2.301 (1.078) 2.108 2.089
273.206 183.828 105.562 80.130
Other comprehensive (loss)/income for the period, net of tax (13.497) 18.493 7.552 (2.855) Cash flows from investing activities
Earnings Before Interest, Taxes, Depreciation and
Other comprehensive (loss)/income for the period, net of tax (13.497) 18.493 7.552 (2.855) Cash flows from investing activities
Total comprehensive (loss) / income for the period 259.709 202.321 113.114 77.275 Purchase of property, plant and equipment & intangible assets (137.539) (81.752) (110.018) (60.445)
Proceeds from disposal of property, plant and equipment
Attributable to: & intangible assets 401 1.422 - -
Owners of the parent 258.101 203.396 110.885 75.082 Interest received 3.020 3.810 9.278 10.138
Non-controlling interests 1.608 (1.075) 2.229 2.193 Dividends received 19.346 1.119 33.724 37.684
259.709 202.321 113.114 77.275 Participation in share capital increase of affiliated companies - - (3.917) (2.408)
Investments in associates - net (147) (7) - -
Basic and diluted earnings per share (in Euro per share) 0,89 0,60 0,48 0,26 Net cash generated (outflow)/inflow from investing activities (b) (114.919) (75.408) (70.933) (15.031)
Earnings Before Interest, Taxes, Depreciation and
Amortisation (EBITDA) 608.946 538.057 231.365 199.457
Cash flows from financing activities
Interest paid (126.677) (139.560) (128.829) (135.877)
Dividends paid to shareholders of the Company (59.578) (473) (59.578) (473)
STATEMENT OF COMPREHENSIVE INCOME FOR THE PERIOD Dividends paid to non-controlling interests (2.561) (185) - -
(Amounts in thousands €) COMPANY Movements in restricted cash 11.873 (1.969) 11.873 (1.969)
1/1/2017- 1/1/2016- 1/7/2017 1/7/2016 Acquisition of treasury stock (10.245) - (10.245) -
30/9/2017 30/9/2016 30/9/2017 30/9/2016 Participation of minority shareholders in share capital increase of subsidiary 76 - - -
Proceeds from borrowings 285.800 275.500 303.157 275.500
Turnover 5.376.078 4.296.275 1.622.422 1.654.875 Repayments of borrowings (473.400) (603.009) (446.937) (547.711)
Gross profit 527.661 437.616 173.537 144.749 Net cash generated (outflow)/inflow from financing activities (c ) (374.712) (469.696) (330.559) (410.530)
Operating profit / (loss) 402.623 328.168 138.553 107.697
Profit / (loss) before Income Tax 318.697 255.066 103.193 66.178
Less : Taxes (83.559) (64.990) (29.156) (21.307)
Profit / (loss) for the period 235.138 190.076 74.037 44.871 Net (decrease)/ increase in cash, cash equivalents and
restricted cash (a)+(b)+(c) (210.546) (981.279) (182.307) (929.533)
Other comprehensive (loss)/income for the period, net of tax (12.006) 20.853 7.091 (3.151)
Total comprehensive (loss) / income for the period 223.132 210.929 81.128 41.720
Basic and diluted earnings per share (in Euro per share) 0,77 0,62 0,24 0,15 Cash & cash equivalents at the beginning of the period 924.055 1.952.808 731.258 1.683.600
Exchange gains / (losses) on cash, cash equivalents and restricted cash (9.464) 1.703 (8.625) 1.796
Earnings Before Interest, Taxes, Depreciation and Net (decrease)/ increase in cash, cash equivalents and restricted cash (210.546) (981.279) (182.307) (929.533)
Amortisation (EBITDA) 506.468 441.826 179.811 146.136 Cash, cash equivalents and restricted cash at end of the period 704.045 973.232 540.326 755.863

ADDITIONAL INFORMATION

  1. The amount of provisions included in the Statement of Financial Position are as follows:

a) for pending legal cases 9.586 7.133 b) for tax matters 6.312 3.911 c) for retirement benefit obligations 123.520 99.090

GROUP COMPANY d) for other provisions relating to expenses 29.183 29.001

  1. Other comprehensive income for the period, net of tax, for the Group and the parent company are as follows:

Fair value gains/(losses) on available-for-sale financial assets 849 (5.977) 804 (6.035) Fair value gains/(losses) on cash flow hedges (13.014) 11.160 (13.014) 11.160

Actuarial gains/(losses) on defined benefit pension plans (2.219) (5.300) (1.775) (3.914)

Derecognition of gains/ (losses) on hedges through comprehensive income 1.979 19.642 1.979 19.642 Other movements and currency translation gains/(losses) 577 (1.032) - - Net income/(expense) recognised directly in equity (13.497) 18.493 (12.006) 20.853

(13.497) 18.493 (12.006) 20.853
1.032 ٠
1.979. 19.642 1.979 19.642
  1. Transactions and balances with related parties for the Group and the parent company (in thousands of €) are as follows:
GROUP COMPANY
Sales of goods and services 888.664 2.585.435
Purchases of goods and services 633.405 673.121
Receivables 125.323 517.733
Payables 23.546 57.626
Board members and senior management remuneration & other benefits 3.087 3.078
Amounts due to/(from) Board members and senior management 0 0

GROUP COMPANY

Athens, 9th of November 2017

The following financial data and information are only for general information purposes with regard to the financial position and results of HELLENIC PETROLEUM Group and the parent company. We, therefore, recommend to the reader, before making any investment decision, or proceeding to any transaction with the company, to refer to the company's internet address, where the financial statements in accordance with International Financial Reporting Standards are available, together with the auditors' review report.

  1. Νοte 25 of the interim condensed consolidated financial statements includes all subsidiary and associated companies and their related information. 2. No company shares, other than those disclosed as treasury shares in Note 16 of the condensed interim consolidated financial statetments, are owned either by the parent company or any of the subsidiaries as at the end of the period. 3. The parent company HELLENIC PETROLEUM S.A. has not been subject to a tax audit for the fiscal year 2010 (Note 9 of the condensed interim consolidated financial statements). 4. The accounting policies used in the preparation of the condensed interim consolidated financial statements for the period ended 30 September 2017 are consistent with those applied for the preparation of the annual consolidated financial statements for the year ended 31 December 2016, except for the new or revised accounting standards and interpretations that have been implemented in 2017, as outlined in Note 2 of the condensed interim consolidated financial statements of 30 September 2017. Where necessary, comparative figures have been reclassified to conform to changes in the presentation of the current financial period. 5. As mentioned in Note 23 of the condensed interim consolidated financial statements, the Group's entities are involved in a number of legal proceedings and have various unresolved claims pending arising in the ordinary course of business. Based on currently available information, management believes the outcome will not have a significant impact on the Group's operating results orfinancial position. 6. The Board of Directors of HELPE, at its meeting on 12 June 2017, evaluated the strategic choices of HELPE regarding its minority participation in DESFA and considered that the disposal (jointly with HRADF) of the 66% of DESFA's shares is in the interest of the Company. For this purpose, a draft Memorandum of Understanding (MOU) between the Greek State, HRADF and HELPE was drawn up, based on the corresponding text of 2012. At the abovementioned meeting, the Board of Directors also convened the Extraordinary General Assembly of the Company's shareholdersin order to

obtain a special permit, in accordance with the provisions of article 23a of the Codified Law 2190/1920, for the conclusion of the MOU between the Greek State, HRADF and HELPE. The MOU was signed by the three parties on 26 June 2017 and the special permit of the General Assembly was provided retrospectively on 6 July 2017, pursuant to the provision of article 23a par.4 2190/1920. On 26 June 2017 the Invitation for the Non-Binding Expression of Interest was published. Four parties expressed interest and two of them have been notified on 22 September 2017, by the Sellers that they have qualified to participate in the next phase of the Tender Process (Binding Offers Phase), and are now considered as Shortlisted Parties. The two Shortlisted Parties are on the one hand, a consortium formed by SNAM S.p.A., FLUXYS S.A., Enagas Internacional S.L.U. andN.V. Nederlandse Gasunies and on the other hand Regasificadora del Noroeste S.A. .The Shortlisted Parties are expected to receive before the end of 2017 an invitation by the Sellers to submit their binding offers. The Group consolidates the DEPA Group using the equity method of accounting and the carrying value of the investment in the condensed interim consolidated financial statements reflects HELPE's 35% share of the net asset value of the DEPA group which as at 30 September 2017 amounts to €659 million. DEPA Group, as it currently stands, continues to be accounted for and included in the Group's condensed interim consolidated financial statements as an associate (Note 8). 7. Number of employees at 30/06/2017 in Greece: Company: 2.060, Group: 2.839 (30/09/2016: Company: 1.937, Group: 2.705).

FINANCIAL DATA AND INFORMATION FOR THE PERIOD FROM 1 JANUARY 2017 TO 30 SEPTEMBER 2017 (In accordance with decision of the Board of Directors of the Capital Market Commission 4/507/28.04.2009)

CHAIRMAN OF THE BOARD CHIEF EXECUTIVE OFFICER DEPUTY CHIEF EXECUTIVE OFFICER
&
CHIEF FINANCIAL OFFICER
ACCOUNTING DIRECTOR
EFSTATHIOS N. TSOTSOROS GRIGORIOS S. STERGIOULIS ANDREAS N. SHIAMISHIS STEFANOS I. PAPADIMITRIOU
ID. Number ΑΕ 075524 ID. Number ΑΜ 142474 ID. Number ΑΑ 010147 ID. Number ΑΚ 553436

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