Quarterly Report • Sep 28, 2015
Quarterly Report
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(TRANSLATED FROM THE GREEK ORIGINAL)
HELLENIC TELECOMMUNICATIONS ORGANIZATION S.A. ΑΡ.Μ.Α.Ε. 347/06/Β/86/10 99 KIFFISIAS AVE–151 24 MAROUSSI ATHENS, GREECE
| INTERIM BALANCE SHEETS (STAND-ALONE AND CONSOLIDATED) | 3 | |
|---|---|---|
| INTERIM INCOME STATEMENTS (STAND-ALONE AND CONSOLIDATED) | 4 | |
| INTERIM STATEMENTS OF CHANGES IN EQUITY (STAND-ALONE |
AND | |
| CONSOLIDATED) | 6 | |
| INTERIM CASH FLOW STATEMENTS (STAND-ALONE AND CONSOLIDATED) | 8 | |
| NOTES TO THE INTERIM CONDENSED FINANCIAL STATEMENTS | ||
| 1. COMPANY'S FORMATION AND OPERATIONS | 9 | |
| 2. BASIS OF PREPARATION OF FINANCIAL STATEMENTS | 10 | |
| 3. SIGNIFICANT ACCOUNTING POLICIES | 10 | |
| 4. INVESTMENTS | 10 | |
| 5. FINANCIAL ASSETS | 13 | |
| 6. NON-CURRENT ASSETS HELD FOR SALE | 14 | |
| 7. SHARE CAPITAL | 16 | |
| 8. LONG-TERM DEBT | 16 | |
| 9. SHORT-TERM BORROWINGS | 17 | |
| 10. INCOME TAXES | 17 | |
| 11. REVENUES | 18 | |
| 12. OTHER OPERATING EXPENSES | 20 | |
| 13. SEGMENT REPORTING | 21 | |
| 14. EARNINGS PER SHARE | 22 | |
| 15. RELATED PARTY TRANSACTIONS | 22 | |
| 16. LITIGATION AND CLAIMS | 24 | |
| 17. SUBSEQUENT EVENTS | 24 | |
| (Amounts in millions of Euro) Notes COMPANY ASSETS |
30/9/2006 | GROUP | 31/12/2005 COMPANY |
GROUP |
|---|---|---|---|---|
| Non - current assets: | ||||
| Telecommunication property, plant and equipment | 2,743.4 | 6,348.2 | 3,032.2 | 6,739.6 |
| Goodwill | - | 72.3 | - | 72.4 |
| Telecommunication licenses | 3.9 | 383.7 | 4.2 | 393.0 |
| Investments 4 |
1,826.4 | 158.6 | 1,684.1 | 159.3 |
| Financial assets 5 |
- | 321.6 | - | - |
| Advances to pension funds | 154.2 | 154.2 | 180.7 | 180.7 |
| Deferred taxes | 202.6 | 233.5 | 222.2 | 257.7 |
| Other non-current assets | 74.9 | 124.9 | 63.2 | 126.6 |
| Total non - current assets | 5,005.4 | 7,797.0 | 5,186.6 | 7,929.3 |
| Current assets: | ||||
| Materials and supplies | 14.2 | 118.3 | 29.7 | 130.3 |
| Accounts receivable | 826.2 | 1,123.8 | 779.4 | 1,066.7 |
| Non-current assets held for sale 6 |
49.0 | 297.8 | - | - |
| Other current assets | 265.4 | 416.4 | 321.1 | 411.1 |
| Cash and cash equivalents | 898.0 | 2,297.0 | 844.3 | 1,512.2 |
| Total current assets | 2,052.8 | 4,253.3 | 1,974.5 | 3,120.3 |
| TOTAL ASSETS | 7,058.2 | 12,050.3 | 7,161.1 | 11,049.6 |
| EQUITY AND LIABILITIES | ||||
| Equity attributable to equity holders of the parent: | ||||
| Share capital 7 |
1,171.5 | 1,171.5 | 1,172.5 | 1,172.5 |
| Paid-in surplus | 485.9 | 485.9 | 486.6 | 486.6 |
| Treasury stock 7 |
- | (5.9) | (5.9) | |
| Legal reserve | 256.7 | 256.7 | 256.7 | 256.7 |
| Retained earnings | 1,139.1 | 1,724.8 | 798.0 | 1,401.6 |
| 3,053.2 | 3,638.9 | 2,707.9 | 3,311.5 | |
| Minority interest | - | 1,269.0 | - | 1,201.9 |
| Total equity | 3,053.2 | 4,907.9 | 2,707.9 | 4,513.4 |
| Non – current liabilities: | ||||
| Long-term debt 8 |
1,781.3 | 2,547.8 | 1,951.9 | 3,104.3 |
| Reserve for staff retirement indemnities | 175.1 | 187.4 | 162.1 | 172.7 |
| Reserve for voluntary retirement program | 574.0 | 574.0 | 603.8 | 603.8 |
| Reserve for Youth Account | 280.9 | 280.9 | 284.0 | 284.0 |
| Other non – current liabilities | 44.3 | 129.3 | 43.6 | 139.9 |
| Total non – current liabilities | 2,855.6 | 3,719.4 | 3,045.4 | 4,304.7 |
| Current liabilities: | ||||
| Accounts payable | 432.2 | 699.7 | 558.8 | 720.6 |
| Short-term borrowings 9 |
- | 872.3 | - | 14.3 |
| Current maturities of long-term debt | 16.1 | 777.1 | 14.9 | 321.3 |
| Income taxes payable | 65.6 | 151.5 | - | 81.9 |
| Deferred revenue | 105.8 | 162.0 | 102.2 | 179.1 |
| Reserve for voluntary retirement program | 207.0 | 207.0 | 434.9 | 434.9 |
| Dividends payable | 3.8 | 3.8 | 5.3 | 5.2 |
| Liabilities associated with non-current assets held for sale | - | 61.6 | - | - |
| Other current liabilities Total current liabilities |
318.9 1,149.4 |
488.0 3,423.0 |
291.7 1,407.8 |
474.2 2,231.5 |
| TOTAL EQUITY AND LIABILITIES | 7,058.2 | 12,050.3 | 7,161.1 | 11,049.6 |
The accompanying Notes on pages 9 – 25 form an integral part of these Interim Condensed Financial Statements.
The Interim Condensed Financial Statements presented on pages 3 - 25 were signed by :
| Chairman & Managing Director |
Chief Financial Officer | Accounting Manager |
|---|---|---|
| Panagis Vourloumis | Iordanis Aivazis | Antonis Mavromaras |
| 2006 | 2005 | ||||
|---|---|---|---|---|---|
| Notes | 3rd Quarter | Nine months | rd Quarter 3 |
Nine months | |
| (Amounts in millions of Euro, except share and per share data) |
|||||
| Revenues: | |||||
| Domestic telephony | 11 | 388.8 | 1,198.8 | 398.6 | 1,204.9 |
| International telephony | 11 | 51.2 | 142.9 | 52.9 | 166.6 |
| Other revenues | 11 | 239.5 | 715.1 | 225.4 | 648.1 |
| Total revenues | 679,5 | 2,056.8 | 676.9 | 2,019.6 | |
| Operating expenses: | |||||
| Payroll and employee benefits | (163.5) | (587.8) | (204.9) | (644.1) | |
| Charges for voluntary retirement program | 49.8 | 49.8 | (912.9) | (938.0) | |
| Charges from international operators | (37.8) | (101.4) | (43.0) | (118.2) | |
| Charges from domestic operators | (91.6) | (280.1) | (101.2) | (276.9) | |
| Depreciation and amortization | (130.4) | (396.3) | (134.0) | (403.9) | |
| Cost of telecommunications equipment | (29.1) | (108.1) | (29.6) | (78.1) | |
| Other operating expenses | 12 | (119.1) | (357.5) | (129.6) | (393.9) |
| Total operating expenses | (521.7) | (1,781.4) | (1.555.2) | (2,853.1) | |
| Operating income / (loss) before financial results | 157.8 | 275.4 | (878.3) | (833.5) | |
| Financial income/ (expense): | |||||
| Interest expense | (29.9) | (91.0) | (42.8) | (102.8) | |
| Interest income | 12.3 | 34.4 | 7.8 | 27.9 | |
| Foreign exchange gains/ (losses), net | 0.2 | 1.2 | 1.1 | (2.6) | |
| Dividends | 4 | - | 196.3 | 5.1 | 335.3 |
| Gains from investments | - | - | 132.8 | 149.9 | |
| (17.4) | 140.9 | 104.0 | 407.7 | ||
| Profit / (loss) before tax | 140.4 | 416.3 | (774.3) | (425.8) | |
| Income taxes | (40.6) | (85.2) | 218.4 | 192,0 | |
| Profit / (loss) for the period | 99.8 | 331.1 | (555.9) | (233,8) | |
| Attributable to: Equity holders of the parent Minority interest |
99.8 - |
331.1 - |
(555.9) - |
(233.8) - |
|
| 99.8 | 331.1 | (555,9) | (233.8) | ||
| Basic earnings / (losses) per share | 14 | 0.2036 | 0.6755 | (1.1341) | (0.4770) |
| Weighted average number of shares outstanding | 490,150,389 | 490,150,389 | 490,150,389 | 490,150,389 |
| 2006 | 2005 | ||||
|---|---|---|---|---|---|
| Notes | 3rd Quarter | Nine months | rd Quarter 3 |
Nine months | |
| (Amounts in millions of Euro, except share and per share | |||||
| data) | |||||
| Revenues: | |||||
| Domestic telephony | 11 | 557.4 | 1,698.9 | 567.8 | 1,721.8 |
| International telephony | 11 | 92.6 | 268.5 | 97.2 | 297.0 |
| Mobile telephony | |||||
| Other revenues | 11 | 548.4 | 1,490.9 | 482.5 | 1,307.2 |
| 11 | 285.5 | 844.2 | 257.7 | 749.9 | |
| Total revenues | 1,483.9 | 4,302.5 | 1,405.2 | 4,075.9 | |
| Operating expenses: | |||||
| Payroll and employee benefits | (278.0) | (931.1) | (312.8) | (991.0) | |
| Charges for voluntary retirement program | 49.8 | 49.8 | (912.9) | (938.0) | |
| Charges from international operators | (54.4) | (152.2) | (60.7) | (171.0) | |
| Charges from domestic operators | (183.3) | (546.0) | (174.0) | (486.7) | |
| Depreciation and amortization | (274.6) | (838.9) | (278.0) | (840.2) | |
| Reversal of fixed assets' impairment | - | - | 75.7 | 75.7 | |
| Extinguishment of liabilities | - | - | 23.8 | 23.8 | |
| Cost of telecommunications equipment | (48.7) | (158.5) | (43.6) | (125.4) | |
| Other operating expenses | 12 | (291.2) | (856.3) | (269.5) | (783.1) |
| Total operating expenses | (1,080.4) | (3,433.2) | (1,952.0) | (4,235.9) | |
| Operating income / (loss0 before financial results | 403.5 | 869.3 | (546.8) | (160.0) | |
| Financial income/ (expense): | |||||
| Interest expense | (48.8) | (137.9) | (37.5) | (117.5) | |
| Interest income | 20.1 | 48.8 | 9.8 | 38.5 | |
| Foreign exchange gains/ (losses), net | 3.0 | 3.2 | (2.2) | 31.2 | |
| Dividends | 4 | - | 22.5 | 0.6 | 20.3 |
| Gains from investments | 0.3 | 6.1 | 7.5 | 32.8 | |
| (25.4) | (57.3) | (21.8) | 5.3 | ||
| Profit / (loss) before tax | 378.1 | 812.0 | (568.6) | (154.7) | |
| Income taxes | (99.8) | (246.0) | 162.4 | 32.6 | |
| Profit / (loss) for the period | 278.3 | 566.0 | (406.2) | (122.1) | |
| Attributable to: | |||||
| Equity holders of the parent | 223.6 | 445.5 | (493.2) | (296.7) | |
| Minority interest | 54.7 | 120.5 | 87.0 | 174.6 | |
| 278.3 | 566.0 | (406.2) | (122.1) | ||
| Basic earnings / (losses) per share | 14 | 0.4562 | 0.9089 | (1.0062) | (0.6053) |
| Weighted average number of shares outstanding | |||||
| 490,150,389 | 490,150,389 | 490,150,389 | 490,150,389 |
(Amounts in millions of Euro)
| S ha re Ca ita l p |
Pa i d- in Su lus rp |
Tr eas ur y Sto k c |
Le l Re g a ser ve |
Re ine d ta Ea ing rn s |
To l ta ity eq u |
|
|---|---|---|---|---|---|---|
| Ba lan 3 1 De be 2 0 0 4 at ce cem r |
1, 1 7 4. 1 |
4 8 7. 5 |
( 1 5. 1 ) |
2 5 6. 7 |
1, 0 3 7. 6 |
2, 9 4 0. 8 |
| Un l ize d g ins i la b le- for rea a on av a le it ies sa sec ur Tr k c l le d st eas ury oc anc e |
- ( 1. 6 ) |
- ( 0. 9 ) |
- 9. 2 |
- - |
( 1. 6 ) ( 6. 7 ) |
( 1. 6 ) - |
| inc ize d d ire ly in Ne t ct om e r eco g n ity Eq u for he io d Lo t ss p er |
6 ( 1. ) - |
( 0. 9 ) - |
9. 2 - |
- - |
( 8. 3 ) ( 2 3 3. 8 ) |
6 ( 1. ) ( 2 3 3. 8 ) |
| Ba lan 3 0 Se be 2 0 0 5 at tem ce p r |
1, 1 7 2. 5 |
4 8 6. 6 |
( 5. 9 ) |
2 5 6. 7 |
7 9 5. 5 |
2, 7 0 5. 4 |
| Ba lan 3 1 De be 2 0 0 5 at ce cem r |
1, 1 2. 5 7 |
4 8 6. 6 |
( 5. 9 ) |
2 5 6. 7 |
9 8. 0 7 |
2, 0 9 7 7. |
| l ize d g ins i la b le- for Un rea a on av a - le it ies sa sec ur Tr k c l le d st eas ury oc anc e |
- ( 1. 0 ) |
- ( 0. 7 ) |
- 5. 9 |
- - |
1 4. 2 ( 4. 2 ) |
1 4. 2 - |
| inc ize d d ire ly in Ne t ct om e r eco g n Eq ity u Pro f it for he io d t p er |
( 1. 0 ) - |
( 0. 7 ) - |
5. 9 - |
- - |
1 0. 0 3 3 1. 1 |
1 4. 2 3 3 1. 1 |
| Se Ba lan 3 0 be 2 0 0 6 at tem ce p r |
1, 1 7 1. 5 |
4 8 5. 9 |
- | 2 5 6. 7 |
1, 1 3 9. 1 |
3, 0 5 3. 2 |
| ( Am l l f ) in i ion Eu nts ou m s o ro |
i ity f t At bu b le ho l de he tr ta to nt eq u rs o p are |
|||||||
|---|---|---|---|---|---|---|---|---|
| S ha re Ca ita l p |
Pa i d- in Su lus rp |
Tr eas ur y Sto k c |
Le l Re g a ser ve |
Re ine d ta Ea ing rn s |
To l ta |
M ino ity r Int st ere |
To l e ity ta q u |
|
| Ba lan 3 1 De be 2 0 0 4 at ce cem r |
1, 1 7 4. 1 |
5 4 8 7. |
5. ( 1 1 ) |
5 2 6. 7 |
5. 1, 6 8 0 |
5 3, 8 8. 2 |
1, 2 4 3. 2 |
4, 8 3 1. 4 |
| D iv i de ds de lar d n c e Un l ize d g ins i la b le- for rea a on av a |
- | - | - | - | - | - | ( 1 9 1. 6 ) |
( 1 9 1. 6 ) |
| le it ies sa sec ur |
- | - | - | - | ( 1. 6 ) |
( 1. 6 ) |
- | ( 1. 6 ) |
| Tr k c l le d st eas ury oc anc e |
( 1. 6 ) |
( 0. 9 ) |
9. 2 |
- | ( 6. 7 ) |
- | - | - |
| ig lat ion Fo tra re n c urr en cy ns |
- | - | - | - | 1 5 6. 1 |
1 5 6. 1 |
9 5. 0 |
2 5 1. 1 |
| ha f inv in bs i d iar ies Ne t c est nt ng e o me su |
- | - | - | - | 6 4. 7 |
6 4. 7 |
( 1 1 0. 9 ) |
( 4 6. 2 ) |
| inc ize d d ire ly in ity Ne t ct om e r eco g n eq u |
( 1. 6 ) |
( 0. 9 ) |
9. 2 |
- | 2 1 2. 5 |
2 1 9. 2 |
( 1 5. 9 ) |
2 0 3. 3 |
| Lo for he io d t ss p er |
- | - | - | - | ( 2 9 6. 7 ) |
( 2 9 6. 7 ) |
1 7 4. 6 |
( 1 2 2. 1 ) |
| Ba lan 3 0 Se be 2 0 0 5 at tem ce p r |
1, 1 7 2. 5 |
4 8 6. 6 |
( 5. 9 ) |
2 5 6. 7 |
1, 6 0 0. 8 |
3, 5 1 0. 7 |
1, 2 1 0. 3 |
4, 7 2 1. 0 |
| 3 1 2 0 0 Ba lan De be 5 at ce cem r |
1, 1 7 2. 5 |
4 8 6. 6 |
( 5. 9 ) |
2 5 6. 7 |
1, 4 0 1. 6 |
3, 3 1 1. 5 |
1, 2 0 1. 9 |
4, 5 1 3. 4 |
| iv i de ds de lar d D n c e |
- | - | - | - | - | ( 2. 3 ) 7 |
( 2. 3 ) 7 |
|
| l ize d g ins i la b le- for Un rea a on av a |
||||||||
| le it ies sa sec ur |
- | - | - | - | 1 4. 2 |
1 4. 2 |
- | 1 4. 2 |
| k c l le d Tr st eas ury oc anc e |
( 1. 0 ) |
( 0. 7 ) |
5. 9 |
( 4. 2 ) |
- | - | - | |
| Fo ig lat ion tra re n c urr en cy ns |
- | - | - | - | 3 7. 5 |
3 7. 5 |
3 4. 1 |
7 1. 6 |
| Ne ha f inv in bs i d iar ies t c est nt ng e o me su |
- | - | - | - | ( 1 6 9. 8 ) |
( 1 6 9. 8 ) |
( 1 5. 2 ) |
( 1 8 5. 0 ) |
| Ne inc ize d d ire ly in ity t ct om e r eco g n eq u Pro f it for he io d t p er |
( 1. 0 ) - |
( 0. 7 ) - |
5. 9 - |
- - |
( 1 2 2. 3 ) 4 4 5. 5 |
( 1 1 8. 1 ) 4 4 5. 5 |
1 8. 9 1 2 0. 5 |
( 9 9. 2 ) 5 6 6. 0 |
| 3 0 Se 2 0 0 6 Ba lan be at tem ce p r |
1, 1 1. 7 5 |
4 8 9 5. |
- | 2 6. 5 7 |
1, 2 4. 8 7 |
3, 6 3 8. 9 |
1, 2 6 9. 0 |
4, 9 0 9 7. |
| 1/1/2006 - 30/9/2006 | 1/1/2005 - 30/9/2005 | |||
|---|---|---|---|---|
| COMPANY | GROUP | COMPANY | GROUP | |
| (Amounts in millions of Euro) | ||||
| Cash flows from operating activities | ||||
| Profit / (loss) before taxes | 416.3 | 812.0 | (425.8) | (154.7) |
| Adjustments for: | ||||
| Depreciation and amortization | 396.3 | 838.9 | 403.9 | 840.2 |
| Provision for voluntary retirement program's cost | (49.8) | (49.8) | 912.9 | 912.9 |
| Provisions | 131.8 | 154.8 | 170.3 | 175.4 |
| Reversal of fixed assets' impairment | - | - | - | (75.7) |
| Extinguishment of liabilities | - | - | - | (23.8) |
| Investment and financial income | (231.9) | (80.6) | (510.5) | (118.6) |
| Amortization of advances to pension funds | 26.4 | 26.4 | 26.4 | 26.4 |
| Interest expense | 91.0 | 137.9 | 102.8 | 117.5 |
| Adjustments for working capital movements related to | ||||
| operating activities: | ||||
| Decrease / (increase) in materials and supplies | 15.5 | 6.0 | 10.0 | 13.9 |
| Decrease / (increase) in accounts receivable | 31.1 | (55.8) | 3.3 | (111.3) |
| Decrease in liabilities | (386.5) | (306.8) | (155.4) | (227.5) |
| Minus: | ||||
| Interest paid | (74.9) | (122.1) | (149.0) | (153.0) |
| Income taxes paid | - | (148.6) | - | (176.1) |
| Net cash provided by operating activities | 365.3 | 1,212.3 | 388.9 | 1,045.6 |
| Cash flows from investing activities | ||||
| Acquisition of subsidiary or associate, net of cash acquired | (192.3) | (191.1) | (292.5) | (287.5) |
| Acquisition of financial assets | - | (370.7) | - | - |
| Loans granted | (11.2) | - | (8.2) | 7.8 |
| Proceeds from loans | 5.9 | - | - | - |
| Purchase of property, plant and equipment or intangible | ||||
| assets | (133.1) | (585.3) | (148.7) | (405.1) |
| Proceeds from sale of investment | - | - | 524.8 | 34.8 |
| Interest received | 19.7 | 26.4 | 7.7 | 17.2 |
| Dividends received | 173.7 | 6.8 | 333.0 | 21.7 |
| Net cash provided by / (used in) investing activities | (137.3) | (1,113.9) | 416.1 | (611.1) |
| Cash flows from financing activities | ||||
| Proceeds from minority shareholders for issuance of | ||||
| subsidiary's share capital | - | 12.0 | - | 12.8 |
| Proceeds from long-term debt and short-term borrowings | - | 870.9 | - | 557.2 |
| Repayment of long-term debt and short-term borrowings | (172.8) | (86.4) | (504.0) | (415.8) |
| Dividends paid Net cash provided by / (used in) financing activities |
(1.5) (174.3) |
(73.3) 723.2 |
(1.7) (505.7) |
(191.8) (37.6) |
| Net increase in cash and cash equivalents | 53.7 | 821.6 | 299.3 | 396.9 |
| Cash and cash equivalents at beginning of period Cash and cash equivalents at end of period (in total) |
844.3 898.0 |
1,512.2 2,333.8 |
370.0 669.3 |
870.3 1,267.2 |
| Cash and cash equivalents included in non-current | ||||
| assets held for sale | - | (36.8) | - | - |
| Cash and cash equivalents at end of period | 898.0 | 2,297.0 | 669.3 | 1,267.2 |
The Hellenic Telecommunications Organization S.A. (hereinafter referred to as the "Company" or "OTE"), was founded in 1949 in accordance with Law 1049/49, as a state-owned Société Anonyme and operates pursuant to Law 2246/94 (as amended), Law 2257/94 (OTE's Charter) and Presidential Decree 437/95, in order to provide telecommunications and other related services.
The address of its registered office is: 99 Kifissias Avenue – 151 24 Maroussi Athens, Greece, while its website is www.ote.gr.
OTE Group (hereinafter referred to as the "Group") include the accounts of OTE and the following subsidiaries where OTE has control:
| Company Name | Line of Business | Ownership interest | ||
|---|---|---|---|---|
| 30/9/2006 | 31/12/2005 | |||
| Direct ownership | ||||
| • COSMOTE MOBILE TELECOMMUNICATIONS S.A. ("Cosmote") |
Mobile telecommunications services | 67.00% | 64.37% | |
| • OTE INTERNATIONAL INVESTMENTS LTD |
Investment holding company | 100.00% | 100.00% | |
| • ARMENIA TELEPHONE COMPANY CJSC ("ArmetTel") |
Fixed line and mobile telephony services | 90.00% | 90.00% | |
| • OTE AUSTRIA HOLDING GMBH |
Investment holding company | 100.00% | 100.00% | |
| • HELLAS SAT CONSORTIUM LIMITED ("HellasSat") |
Satellite communications | 99.05% | 95.69% | |
| • COSMO-ONE HELLAS MARKET SITE S.A. ("Cosmo One") |
E-commerce services | 51.55% | 50.74% | |
| • OTENET S.A. ("OTEnet") |
Internet services | 94.59% | 94.59% | |
| • HELLASCOM INTERNATIONAL S.A. ("Hellascom") |
Telecommunication projects | 100.00% | 100.00% | |
| • OTE PLC |
Financing services | 100.00% | 100.00% | |
| • OTE SAT-MARITEL S.A. ("OTE Sat – Maritel") |
Satellite telecommunications services | 94.08% | 93.99% | |
| • OTE PLUS S.A. ("OTE Plus") |
Consulting services | 99.00% | 99.00% | |
| • ΟΤΕ ESTATE S.A. ("ΟΤΕ Estate") |
Real estate | 100.00% | 100.00% | |
| • INFOTE S.A. ("InfOTE") |
Directory and information services | 100.00% | 100.00% | |
| • OTE INTERNATIONAL SOLUTIONS S.A. ("OTEGlobe") |
Wholesale telephony services | 100.00% | 100.00% | |
| • HATWAVE HELLENIC-AMERICAN TELECOMMUNICATIONS WAVE LTD. ("Hatwave") |
Holding company | 52.67% | 52.67% | |
| • OTE INSURANCE AGENCY S.A. ("OTE Insurance") |
Insurance brokerage services | 100.00% | 100.00% | |
| • ΟΤΕ ACADEMY S.A. ("OTE Academy") |
Training services | 100.00% | 100.00% | |
| Indirect ownership | ||||
| • ROMTELECOM S.A. ("Romtelecom") |
Fixed line telephony services | 54.01% | 54.01% | |
| • COSMOTE ROMANIA S.A. (previously named COSMOROM) |
Mobile telecommunications services | 63.10% | 61.26% | |
| • OTE MTS Holding B.V. |
Investment holding company | 67.00% | 64.37% | |
| • COSMOFON MOBILE TELECOMMUNICATIONS SERVICES A.D. – SKOPJE ("Cosmofon") |
Mobile telecommunications services | 67.00% | 64.37% | |
| • COSMO BULGARIA MOBILE EAD ("Globul") |
Mobile telecommunications services | 67.00% | 64.37% | |
| • COSMO-HOLDING ALBANIA S.A. ("CHA") |
Investment holding company | 64.99% | 62.44% | |
| • ALBANIAN MOBILE COMMUNICATIONS Sh.a ("AMC") |
Mobile telecommunications services | 55.24% | 53.07% | |
| • VOICENET S.A. ("Voicenet") |
Telecommunication services | 79.52% | 79.52% | |
| • OTENET CYPRUS S.A. |
Investment holding company | 56.75% | 56.75% | |
| • OTENET TELECOMMUNICATIONS L.T.D. |
Telecommunication services | 58.51% | 58.51% | |
| • | Satellite telecommunications services | 99.05% | 95.69% | |
| HELLAS SAT S.A. • |
Investment holding company | 100.00% | 100.00% | |
| OTE INVESTMENTS SERVICES S.A. • |
Consulting services | 99.00% | 99.00% | |
| OTE PLUS BULGARIA • |
||||
| OTE PLUS ROMANIA • |
Consulting services | 99.00% | 99.00% | |
| COSMOHOLDING CYPRUS LTD ("COSMOHOLDING CYPRUS ") | Holding company | 67.00% | - |
The accompanying Interim Condensed Stand-Alone and Consolidated Financial Statements (hereinafter «Financial Statements») have been prepared in accordance with IAS 34 "Interim Financial Reporting".
These Financial Statements do not include all the information required for the preparation of a complete set of annual financial statements and therefore they should be examined in conjunction with the published most recent annual financial statements as of 31 December 2005, which are available on the Company's website (www.ote.gr).
During the preparation of the annual consolidated financial statements as of 31 December 2005, it was noted that certain changes should be made in the amounts included in the interim consolidated financial statements, as compared to the way they were disclosed at their initial publication. The detailed presentation and explanation of all the above changes and their effect on the financial statements are available on the Company's website www.ote.gr. Hence, in the accompanying Financial Statements, certain comparative figures of the interim period ended 30 June 2005, have been restated in relation to their initial publication, based on the changes described above.
The above Financial Statements have been prepared on a historical cost basis, except for the available for sale securities, which are at fair value with the changes recognized directly in equity.
The significant accounting policies and accounting estimates adopted by OTE for the preparation of these Financial Statements are the same with those referred to, in the notes to the financial statements as of 31 December 2005.
The adoption by the European Union, up to 31 December 2006 of new standards, interpretations or modifications, that might be issued by the International Accounting Standards Board (IASB) within this year and their adoption will cover periods beginning after 1 January 2006, might have a retrospective effect on the periods covered by these Financial Statements.
Investments are analyzed as follows:
| 30/9/2006 | 31/12/2005 | |||||
|---|---|---|---|---|---|---|
| COMPANY | GROUP | COMPANY | GROUP | |||
| (a) Investments | in | |||||
| subsidiaries | 1,668.7 | - | 1,526.3 | - | ||
| (b) | Other investments | 157.7 | 158.6 | 157.8 | 159.3 | |
| 1,826.4 | 158.6 | 1,684.1 | 159.3 |
(a) Investments in subsidiaries are analyzed as follows:
| Country | 30/9/2006 | 31/12/2005 | |
|---|---|---|---|
| • Cosmote |
Greece | 556.7 | 365.6 |
| • OTE International Investments Ltd |
Cyprus | 497.9 | 497.9 |
| • ArmenTel |
Armenia | - | 55.0 |
| • OTE Austria Holding GMBH |
Austria | 0.1 | 0.1 |
| • HellasSat |
Cyprus | 194.6 | 189.5 |
| • Cosmo One |
Greece | 3.2 | 3.2 |
| • OTEnet |
Greece | 24.7 | 24.7 |
| • Hellascom |
Greece | 20.4 | 20.4 |
| • OTE Sat – Maritel |
Greece | 11.2 | 11.2 |
| • ΟΤΕ Plus |
Greece | 3.8 | 2.6 |
| • ΟΤΕ Estate |
Greece | 336.3 | 336.3 |
| • InfOTE |
Greece | 12.4 | 12.4 |
| • OTEGlobe |
Greece | 0.9 | 0.9 |
| • OTE Insurance |
Greece | 0.6 | 0.6 |
| • OTE Academy |
Greece | 5.9 | 5.9 |
| 1,668.7 | 1,526.3 |
Included in investments in subsidiaries are the amounts of loans granted by ΟΤΕ to its subsidiaries and are outstanding at the balance sheet date.
Within April 2006, OTE acquired 9,547,579 shares of COSMOTE for a total consideration of Euro 191.1, increasing its participating interest in COSMOTE's share capital from 64.14% to 67.00% and obtaining the statutory majority of the subsidiary.
The difference between the consideration given to acquire the additional share of the subsidiary' share capital and the minority interest's share at the date of acquisition, has been accounted for as equity transaction and has been recognized directly in equity in the consolidated Financial Statements.
During the third quarter of 2006 OTE participated in the increase of the share capital of its 99% owned subsidiary OTE Plus. As a result , its total interest in the subsidiary increased by Euro 1.2.
In accordance with its BoD approval, on 30 September 2006 OTE participated in the share capital increase of its subsidiary HellasSat, through the capitalisation of debt of Euro 149.1 granted by OTE on 21.6.2005, plus the accrued interest until 30.9.2006, increasing its participating interest in the company's share capital to 99.05%.
OTE's investment in Armentel was classified as non-current asset held for sale and the amount of Euro 49.0 was transferred in the respective line in the balance sheet. For further details see Note 6 below. The outstanding balance of the loan granted to that company of Euro 6.0, was repaid during the first half of 2006.
On 29 August 2006, Cosmote founded in Cyprus a 100%-owned subsidiary, a holding company named COSMOHOLDING CYPRUS with the purpose to acquire a stake of 42% of GERMANOS S.A. and to submit a public tender offer for the acquisition of the 100% of the latter. For subsequent developments after 30 September 2006 see Note 17 below.
(Amounts in millions of Euro, unless otherwise stated)
OTE's other investments are analyzed as follows:
| 30/9/2006 | 31/12/2005 | |
|---|---|---|
| Telekom Srbija | 155.1 | 155.1 |
| Other | 2.6 | 2.7 |
| 157.7 | 157.8 |
Dividends from investments are analyzed as follows:
| 2006 | 2005 | |||
|---|---|---|---|---|
| rd Quarter 3 |
Nine months | rd Quarter 3 |
Nine months | |
| Cosmote | - | 145.3 | - | 297.6 |
| ΟΤΕ Estate | - | 15.0 | - | 1.1 |
| InfOTE | - | 3.5 | - | 9.3 |
| OTEGlobe | - | 2.5 | - | 2.5 |
| OTESat – Maritel | - | 0.7 | - | - |
| Armentel | - | 6.8 | 5.1 | 5.1 |
| Telekom Srbija | - | 21.6 | - | 14.5 |
| Eutelsat | - | - | - | 4.9 |
| Other | - | 0.9 | - | 0.3 |
| - | 196.3 | 5.1 | 335.3 |
| 2006 | 2005 | |||
|---|---|---|---|---|
| rd Quarter 3 |
Nine months | rd Quarter 3 |
Nine months | |
| Telekom Srbija | - | 21.6 | - | 14.5 |
| Eutelsat | - | - | - | 4.9 |
| Other | - | 0.9 | 0.6 | 0.9 |
| - | 22.5 | 0.6 | 20.3 |
On 9 May 2006, Cosmote announced that it has reached an agreement with and Mr. P. Germanos, major shareholder and founder of the listed company GERMANOS S.A. for the acquisition of a 42% interest in the above company, for a consideration of 19 Euro per share, subject to the receipt of all necessary approvals from the proper authorities. Cosmote plans to the effectuate the acquisition through a Special Purpose Vehicle (SPV), which following such acquisition, shall launch a public tender offer for the remaining shares of GERMANOS S.A. According to the agreement, following the completion of the acquisition of the 42%, certain activities of GERMANOS S.A that are not considered to be core to Cosmote's operations will be repurchased by Mr. P. Germanos or a company controlled by him. The transfer of these activities to Mr. P. Germanos or to a company controlled by him, is expected to take place following completion of the 42% stake acquisition.
Following the public tender offer, Mr. P.Germanos or a company controlled by him will reinvest in GERMANOS S.A. for a period of 3 to 5 years through the SPV.
The aggregate gross consideration for the acquisition of 100% of GERMANOS S.A.. share capital may be up to Euro 1.58 billion (absolute figure), while the net cost of the transaction to Cosmote, following the disposals to, and the reinvestment of Mr P. Germanos, will be approximately Euro1.3 billion (absolute figure), without taking into consideration the cash and cash equivalents of GERMANOS S.A.. Cosmote shall finance this acquisition as well as the public tender offer for the acquisition of outstanding percentage of this company to 100% through borrowing.
During the second quarter of 2006, Cosmote acquired 11,729,103 shares of GERMANOS S.A., for a total consideration of Euro 222.8, through the Athens Stock Exchange, with an average acquisition cost Euro 18.99 per share. These shares represent a 14.37% interest of GERMANOS S.A.'s, share capital.
On 4 August 2006, Cosmote acquired through the Stock Exchange another 5,200,000 shares of GERMANOS S.A., for a consideration of Euro 98.8 which represent an additional participating interest of 6.38% in the share capital of that company, increasing its participation in GERMANOS S.A.'s share capital to 20.75%. The aggregate amount of these acquisitions of Euro 321.6 is included in Financial Assets under Non-Current Assets in the 30 September 2006 consolidated balance sheet.
Cosmote shall transfer these shares for a price of Euro 19 (absolute figure) per share to its subsidiary, COSMOHOLDING CYPRUS Ltd, through the Public Tender Offer described above. For subsequent developments after 30 September 2006, see Note 17 below.
The competition authorities of Romania, Bulgaria, FYROM and Ukraine have unconditionally approved the acquisition of GERMANOS S.A., while on 16 August 2006, the National Telecommunications and Post Commission (NTPC) also approved the acquisition, subject to specific conditions.
In April 2006, OTE announced that after consultation with the Government of Armenia, it has initiated the process of examining options for the disposal of its 90% participating interest in Armentel, through an auction process. HSBC Bank PLC was appointed as financial consultant in this process. At the initial phase of the process OTE received ten non-binding offers. In the second phase of the process, after reviewing the ten offers, four bidders were invited to participate in the final negotiations which began on September 2006. The four qualifying bidders are: AO Vimpelcom, Mobile Telesystems (MTS) OJCS, Emirates Telecommunications Corporation (ETISALAT) / Istithmar PJSC / Emergent Telecom Ventures (ETV) and VTEL Holdings / Knightbridge Associates. For subsequent developments after 30 September 2006, see Note 17 below.
Based on the above, Armentel meets the criteria set out in I.F.R.S. 5 for its classification as held for sale and therefore in the 30 June 2006 balance sheets, it was presented as follows:
In the stand-alone balance sheet, OTE's investment in Armentel was classified as non-current asset held for sale and the amount of Euro 49.0 was transferred from "Investments" to "Noncurrent assets held for sale", representing the lower of its carrying amount and fair value, in accordance with the measurement requirements of I.F.R.S. 5. (See Note 4).
In the consolidated balance sheet, Armentel's assets and liabilities were presented separately from other assets and liabilities of the Group in "Non-current assets held for sale" and in "Liabilities associated with non-current assets held for sale", respectively.
The assets and liabilities of Armentel (after the elimination of inter company transactions) as of 30 September 2006 are as follows:
NOTES TO THE INTERIM CONDENSED FINANCIAL STATEMENTS (STAND-ALONE AND CONSOLIDATED) AS OF 30 SEPTEMBER 2006
(Amounts in millions of Euro, unless otherwise stated)
| ASSETS | 30/9/2006 |
|---|---|
| Non-current assets: | |
| Telecommunication property, plant and equipment | 208.3 |
| Other non-current assets | 18.2 |
| Total non-current assets | 226.5 |
| Current assets | |
| Materials and supplies | 6.0 |
| Accounts receivable | 22.4 |
| Other current assets | 6.1 |
| Cash and cash equivalents | 36.8 |
| Total current assets | 71.3 |
| NON-CURRENT ASSETS HELD FOR SALE | 297.8 |
| LIABILITIES | |
| Non-current liabilities | |
| Long-term debt ( Note 8 ) | 20.2 |
| Other non-current liabilities | 0.2 |
| Total non-current liabilities | 20.4 |
| Current liabilities | |
| Suppliers | 17.4 |
| Current maturities of long-term debt ( Note 8 ) | 12.8 |
| Income taxes payable | 3.6 |
| Deferred revenue | 2.3 |
| Other current liabilities | 5.1 |
| Total current liabilities | 41.2 |
| LIABILITIES ASSOCIATED WITH NON-CURRENT ASSETS HELD | |
| FOR SALE | 61.6 |
Condensed income statements of Armentel for the periods presented are included in the table below (before any elimination entry for inter company transactions) for information purposes:
| rd Quarter 3 2006 |
Nine months 2006 |
rd Quarter 3 2005 |
Nine months 2005 |
|
|---|---|---|---|---|
| Revenues | 44.5 | 112.9 | 30.1 | 81.7 |
| Operating expenses | (28.1) | (74.7) | (16.7) | (51.9) |
| Operating income | 16.4 | 38.2 | 13.4 | 29.8 |
| Other income / (expense) | 0.5 | (0.4) | (0.7) | 0.5 |
| Profit before tax | 16.9 | 37.8 | 12.7 | 30.3 |
| Income taxes | (0.5) | (6.5) | (1.6) | (4.6) |
| Profit for the period | 16.4 | 31.3 | 11.1 | 25.7 |
The repeating General Assembly of 31 July 2006, resolved to cancel 432,490 own shares, as the period that these shares could be held by OTE had expired. Following such resolution, OTE has no own shares and its Share Capital amounts to Euro 1,171.5, divided into 490,150,389 registered shares with a nominal value Euro 2.39 (two point thirty nine Euro) each.
Long-term debt is analyzed as follows:
| 30/9/2006 | 31/12/2005 | ||
|---|---|---|---|
| COMPANY | |||
| (a) | Loan from European Investment Bank | 52.5 | 67.4 |
| (b) | Inter-company loans from ΟΤΕ PLC | 1,744.9 | 1,899.4 |
| Total long-term debt | 1,797.4 | 1,966.8 | |
| Current maturities | (16.1) | (14.9) | |
| Long-term portion | 1,781.3 | 1,951.9 | |
| GROUP | |||
| (a) | Loan from European Investment Bank | 52.5 | 67.4 |
| (b) | Loans from suppliers | - | 33.5 |
| (c) | Consortium loans | 500.0 | 500.0 |
| (d) | Eurobond | 1,113.9 | 1,108.9 |
| (e) | Global Medium Term Note Program | 1,490.2 | 1,489.1 |
| (f) | Other bank loans | 168.3 | 226.7 |
| Total long-term debt | 3,324.9 | 3,425.6 | |
| Current maturities | (777.1) | (321.3) | |
| Long-term portion | 2,547.8 | 3,104.3 |
Within June 2006, OTE repaid an intercompany loan of Euro 157.9 to its subsidiary OTE PLC. In August 2006 OTE paid a Euro 14.9 installment against the loan that was granted by the European Investment Bank.
The outstanding balance of Euro 490.4 of OTE Plc's bond, with maturity date 7 February 2007, has been transferred to the Current maturities of Long-term debt.
On 18 May 2006, OTE's Board of Directors approved to raise the aggregate principal amount of notes under the Global Medium Term Note Program from 3,500 tot Euro 5,000, with effect from August 2006, when the required approvals were granted.
On 24 May 2006, OTE' s Board of Directors approved OTE to be the guarantor against the banks, for an amount of up to Euro 1.6 billion bond that will be issued by Cosmote, for the acquisition of GERMANOS S.A.
After the classification of Armentel as non-current asset held for sale, in the consolidated balance sheet as of 30 September, Armentel's long-term debt of Euro 33.0 (including Euro 12.8 short-term portion), were transferred in "Liabilities associated with non-current assets held for sale". For further details see Note 6 above.
On 3 August 2006, an agreement between Cosmote and the banks JP MORGAN and CITIGROUP (as arrangers), was signed in London, for the issuance of a bond for an amount of up to Euro 1.5 billion for the bridge financing of the acquisition of GERMANOS S.A. The bond has a maximum duration of 12 months with possibility of prepayment from Cosmote. Under the above agreement, until 30 September 2006 Cosmote has withdrawn an amount of Euro 870.9.
In accordance with Law 3296/2004, the income tax rate in Greece was reduced from 32% in 2005, to 29% in 2006 and 25% in 2007 and onwards.
Up to 30 September 2006 there are no significant developments relating to the unaudited tax years of the Group as compared to 31 December 2005 disclosures, except of the following:
11. REVENUES
Revenues in the accompanying income statements consist of income from:
| 2006 | 2005 | |||
|---|---|---|---|---|
| rd Quarter 3 |
Nine months | rd Quarter 3 |
Nine months | |
| (i) Domestic Telephony | ||||
| • Monthly network service fees |
174.3 | 518.6 | 170.5 | 503.2 |
| • Local and long-distance calls |
||||
| - Fixed to fixed | 118.7 | 386.7 | 122.9 | 399.8 |
| - Fixed to mobile | 77.7 | 239.7 | 88.0 | 251.8 |
| 196.4 | 626.4 | 210.9 | 651.6 | |
| • Other |
18.1 | 53.8 | 17.2 | 50.1 |
| 388.8 | 1,198.8 | 398.6 | 1,204.9 | |
| (ii) International Telephony | ||||
| • International traffic |
18.4 | 58.4 | 22.3 | 71.3 |
| • Payments from international |
||||
| operators | 21.9 | 58.0 | 21.0 | 68.8 |
| • Payments from mobile |
||||
| operators | 10.9 | 26.5 | 9.6 | 26.5 |
| 51.2 | 142.9 | 52.9 | 166.6 | |
| (iii) Other revenues | ||||
| • Prepaid cards |
21.7 | 55.7 | 25.4 | 70.0 |
| • Leased lines and Data |
||||
| communications | 58.1 | 155.2 | 49.5 | 150,4 |
| • VoIP through MSP |
11.7 | 32.9 | 8.8 | 18,3 |
| • ISDN |
36.1 | 106.8 | 33.4 | 97.8 |
| • Sales of telecommunication |
||||
| equipment | 15.3 | 74.6 | 16.3 | 42.1 |
| • Internet / ADSL |
18.2 | 44.4 | 7.9 | 18.7 |
| • ATM |
7.8 | 24.7 | 7.6 | 22.1 |
| • Services rendered |
37.8 | 118.4 | 48.6 | 127.4 |
| • Interconnection charges |
26.5 | 82.5 | 24.5 | 75.7 |
| • Miscellaneous |
6.3 | 19.9 | 3.4 | 25.6 |
| Total other revenues | 239.5 | 715.1 | 225.4 | 648.1 |
| Total revenues | 679.5 | 2,056.8 | 676.9 | 2,019.6 |
(STAND-ALONE AND CONSOLIDATED) AS OF 30 SEPTEMBER 2006
(Amounts in millions of Euro, unless otherwise stated)
| 2006 | 2005 | |||
|---|---|---|---|---|
| rd Quarter 3 |
Nine months | rd Quarter 3 |
Nine months | |
| (i) Domestic Telephony | ||||
| • Monthly network service fees |
253.0 | 738.3 | 243.3 | 717.1 |
| • Local and long-distance calls |
||||
| - Fixed to fixed | 161.8 | 532.2 | 170.2 | 567.9 |
| - Fixed to mobile | 119.3 | 360.6 | 132.9 | 376.9 |
| 281.1 | 892.8 | 303.1 | 944.8 | |
| • Other |
23.3 | 67.8 | 21.4 | 59.9 |
| 557.4 | 1,698.9 | 567.8 | 1,721.8 | |
| (ii) International Telephony | ||||
| • International traffic |
32.8 | 102.1 | 36.8 | 113.4 |
| • Payments from international |
||||
| operators | ||||
| 47.5 | 135.5 | 49.1 | 153.7 | |
| • Payments from mobile |
||||
| operators | 12.3 | 30.9 | 11.3 | 29.9 |
| 92.6 | 268.5 | 97.2 | 297.0 | |
| (iii) Mobile Telephony | 548.4 | 1,490.9 | 482.5 | 1,307.2 |
| (iv) Other revenues | ||||
| • Prepaid cards |
28.4 | 75.7 | 34.2 | 97.1 |
| • Directories |
13.6 | 42.2 | 14.2 | 41.9 |
| • Leased lines and Data |
||||
| communications | 54.6 | 148.2 | 58.0 | 158.2 |
| • VoIP through MSP |
9.4 | 25.8 | 2.5 | 8.8 |
| • ISDN |
40.5 | 119.9 | 35.3 | 103.6 |
| • Sales of telecommunication |
||||
| equipment | 35.0 | 120.3 | 21.3 | 71.0 |
| • Internet / ADSL |
34.4 | 91.4 | 24.1 | 61.8 |
| • ATM |
7.8 | 24.7 | 4.6 | 17.2 |
| • Services rendered |
15.3 | 46.8 | 21.9 | 49.7 |
| • Interconnection charges |
24.1 | 85.1 | 24.3 | 73.8 |
| • Miscellaneous |
22.4 | 64.1 | 17.3 | 66.8 |
| • Total other revenues |
285.5 | 844.2 | 257.7 | 749.9 |
| Total revenues | 1,438.9 | 4,302.5 | 1,405.2 | 4,075.9 |
NOTES TO THE INTERIM CONDENSED FINANCIAL STATEMENTS
(STAND-ALONE AND CONSOLIDATED) AS OF 30 SEPTEMBER 2006
(Amounts in millions of Euro, unless otherwise stated)
Other operating expenses are analyzed as follows:
| 2006 | 2005 | |||
|---|---|---|---|---|
| rd Quarter 3 |
Nine months | rd Quarter 3 |
Nine months | |
| Services and fees | 32.7 | 95.3 | 29.3 | 92.0 |
| Cost of telecommunication material, |
||||
| repairs and maintenance | 12.9 | 46.9 | 20.9 | 74.9 |
| Advertising costs | 11.9 | 26.4 | 11.7 | 28.5 |
| Utilities | 14.9 | 40.3 | 11.5 | 34.3 |
| Provision for doubtful accounts | 13.4 | 47.4 | 24.0 | 64.0 |
| Other provisions | 7.5 | 22.5 | 5.0 | 15.0 |
| Travel costs | 1.7 | 4.8 | 1.9 | 5.2 |
| Payments to audiοtex providers | 1.8 | 6.6 | 3.2 | 12.3 |
| Rent | 15.4 | 47.3 | 14.7 | 43.7 |
| Taxes, other than income taxes | 3.6 | 6.3 | 2.4 | 7.8 |
| Transportation | 1.6 | 3.9 | 1.3 | 3.5 |
| Other | 1.7 | 9.8 | 3.7 | 12.7 |
| 119.1 | 357.5 | 129.6 | 393,9 |
| 2006 | 2005 | ||||
|---|---|---|---|---|---|
| rd Quarter 3 |
Nine months | rd Quarter 3 |
Nine months | ||
| Services and fees | 43.0 | 122.7 | 32.9 | 108.4 | |
| Cost of telecommunication material, |
|||||
| repairs and maintenance | 43.1 | 136.9 | 42.4 | 145.8 | |
| Advertising costs | 45.0 | 121.6 | 28.3 | 85.0 | |
| Utilities | 22.5 | 70.8 | 28.8 | 78.3 | |
| Provision for doubtful accounts | 21.9 | 71.0 | 27.9 | 79.6 | |
| Other provisions | 8.0 | 21.9 | (0.3) | 4.8 | |
| Travel costs | 4.1 | 12.1 | 3.0 | 10.0 | |
| Commissions to independent distributors | 57.3 | 154.6 | 44.1 | 119.0 | |
| Payments to audiοtex providers | 2.8 | 10.9 | 3.0 | 17.3 | |
| Rent | 20.3 | 62.8 | 21.3 | 53.6 | |
| Taxes, other than income taxes | 13.1 | 34.5 | 8.9 | 25.7 | |
| Transportation | 2.4 | 6.0 | 2.0 | 5.1 | |
| Other | 7.7 | 30.5 | 27.2 | 50.5 | |
| 291.2 | 856.3 | 269.5 | 783.1 |
The following information is provided for the reportable segments, which are separately disclosed in the financial statements and is regularly reviewed by the Group's chief operating decision makers.
Segments were determined based on the Group's legal structure, as the Group's chief operating decision makers review financial information separately reported by the parent company (OTE) and each of the Group's consolidated subsidiaries.
Using the quantitative thresholds OTE, Cosmote and, Romtelecom, have been determined as reportable segments. Information about operating segments that do not constitute reportable segments have been combined and disclosed in an "All Other" category.
Accounting policies of the segments are the same as those followed for the preparation of the financial statements. The Group evaluates segment performance based on operating income before depreciation and amortization, operating income and profit for the period.
Segment information and reconciliation to the Group's consolidated figures are as follows:
| Nine months period ended 30/9/2006 |
OTE | COSMOTE | ROMTELECOM | ALL OTHER |
TOTALS | ADJUSTMENTS ELIMINATIONS |
GROUP |
|---|---|---|---|---|---|---|---|
| Revenues from | |||||||
| external customers | 1,900.6 | 1,501.8 | 651.5 | 248.6 | 4,302.5 | - | 4,302.5 |
| Intersegment | |||||||
| Revenues | 156.2 | 128.8 | 13.5 | 130.7 | 429.2 | (429.2) | - |
| Total Operating Revenues | 2,056.8 | 1,630.6 | 665.0 | 379.3 | 4,731.7 | (429.2) | 4,302.5 |
| Operating Expenses | (1,781.4) | (1,213.0) | (571.1) | (297.5) | (3,863.0) | 429.8 | (3,433.2) |
| Operating income | 275.4 | 417.6 | 93.9 | 81.8 | 868.7 | 0.6 | 869.3 |
| Operating income before | |||||||
| depreciation and | 671.7 | 643.1 | 259.8 | 135.5 | 1,710.1 | (1.9) | 1,708.2 |
| amortization | |||||||
| Profit for the period | 331.1 | 273.9 | 68.9 | 58.5 | 732.4 | (286.9) | 445.5 |
| OTE | COSMOTE | ROMTELECOM | OTHER | TOTALS | ELIMINATIONS | GROUP |
|---|---|---|---|---|---|---|
| 1,863.6 | 1,157.4 | 688.2 | 366.7 | 4,075.9 | - | 4,075.9 |
| 156.0 | 134.9 | 5.7 | 102.5 | 399.1 | (399.1) | - |
| 2,019.6 | 1,292.3 | 693.9 | 469.2 | 4,475.0 | (399.1) | 4,075.9 |
| (2,853.1) | (893.8) | (509.0) | (379.0) | (4,634.9) | 399,0 | (4,235.9) |
| (160.0) | ||||||
| 680.2 | ||||||
| (233.8) | 255.3 | 216.2 | 70.5 | 308.2 | (604.9) | (296.7) |
| (833.5) (429.6) |
398.5 569.9 |
184.9 367.6 |
ALL 90.2 174.8 |
(159.9) 682.7 |
ADJUSTMENTS (0.1) (2.5) |
Earnings per share (after income taxes,) are calculated by dividing the profit attributable to the shareholders of the Company by the weighted average number of shares outstanding during the period, excluding the average number of own shares that the Company possessed during the period.
Earnings per share (after income taxes ) are analyzed as follows:
| 2006 | 2005 | ||||
|---|---|---|---|---|---|
| rd Quarter 3 |
Nine months | rd Quarter 3 |
Nine months | ||
| Earnings / (Losses) attributable to the | |||||
| shareholders of the parent | 99.8 | 331.1 | (555.9) | (233.8) | |
| Weighted average number of shares | |||||
| outstanding | 490,150,389 | 490,150,389 | 490,150,389 | 490,150,389 | |
| Basic earnings / (Losses) per share | 0.2036 | 0.6755 | (1.1341) | (0.4770) | |
| Diluted earnings / (Losses) per share | 0.2036 | 0.6755 | (1.1341) | (0.4770) |
Earnings / (Losses) per share are in absolute figures.
| 2006 | 2005 | |||
|---|---|---|---|---|
| rd Quarter 3 Nine months |
rd Quarter 3 |
Nine months | ||
| Earnings / (Losses) attributable to the | ||||
| shareholders of the parent | 223.6 | 445.5 | (493.2) | (296.7) |
| Weighted average number of shares | ||||
| outstanding | 490,150,389 | 490,150,389 | 490,150,389 | 490,150,389 |
| Basic earnings / (Losses) per share | 0.4562 | 0.9089 | (1.0062) | (0.6053) |
| Diluted earnings / (Losses) per share | 0.4562 | 0.9089 | (1.0062) | (0.6053) |
Earnings / (Losses) per share are in absolute figures.
OTE's related parties are its subsidiaries, the members of the Board of Directors and the key management personnel of the Company.
The Company purchases goods and services from the related entities, provides goods and services to them, grants and obtains loans and finally receives dividends.
NOTES TO THE INTERIM CONDENSED FINANCIAL STATEMENTS (STAND-ALONE AND CONSOLIDATED) AS OF 30 SEPTEMBER 2006 (Amounts in millions of Euro, unless otherwise stated)
OTE 's purchases and sales transactions with its related parties are analyzed as follows:
| Nine months 2006 | Nine months 2005 | |||
|---|---|---|---|---|
| OTE's sales | ΟΤΕ's purchases |
OTE's sales | ΟΤΕ's purchases |
|
| COSMOTE | 112.5 | 107.5 | 109.7 | 134.4 |
| OTE INTERNATIONAL | ||||
| INVESTMENTS LTD | 1.3 | 6.8 | 1.8 | 6.1 |
| ROMTELECOM | 1.7 | 0.3 | 2.0 | 1.5 |
| ARMENTEL | 1.1 | 0.4 | 0.3 | 0.2 |
| COSMOBULGARIA | - | - | 2.4 | - |
| HELLAS-SAT | 0.4 | 1.3 | 1.4 | 1.6 |
| COSMO-ONE | - | 0.6 | - | 1.0 |
| OTENET | 29.3 | 14.3 | 23.2 | 4.3 |
| HELLASCOM | - | 4.1 | 0.1 | 3.5 |
| OTE SAT- MARITEL | 0.9 | 1.7 | 0.9 | 1.8 |
| ΟΤΕ PLUS | 0.3 | 17.5 | 0.2 | 8.1 |
| ΟΤΕ ESTATE | 1.3 | 42.7 | 4.9 | 39.4 |
| INFOTE | 6.6 | 4.0 | 7.8 | 4.4 |
| OTE GLOBE | 0.7 | 28.3 | 1.3 | 23.8 |
| OTE ACADEMY | 0.1 | 2.1 | - | - |
| 156.2 | 231.6 | 156.0 | 230.1 |
OTE 's interest income and interest expense with its related parties, are analyzed as follows:
| Nine months 2006 | Nine months 2005 | |||
|---|---|---|---|---|
| OTE' s interest income |
ΟΤΕ's interest expense |
ΟΤΕ's interest income |
ΟΤΕ's interest expense |
|
| ARMENTEL | 0.1 | - | 0.2 | - |
| COSMOFON | 2.5 | - | 1.7 | - |
| HELLAS-SAT | 5.2 | - | 5.2 | - |
| OTE PLC | - | 70.3 | - | 110.7 |
| 7.8 | 70.3 | 7.1 | 110.7 |
OTE's revenues from dividends from its related parties, are analyzed as follows :
| Nine months 2006 | Nine months 2005 | |
|---|---|---|
| COSMOTE | 145.3 | 297.6 |
| INFOTE | 3.5 | 9.3 |
| OTE GLOBE | 2.5 | 2.5 |
| OTE ESTATE | 15.0 | 1.1 |
| OTE SAT- MARITEL | 0.7 | - |
| ARMENTEL | 6.8 | 4.5 |
| 173.8 | 315.0 |
OTE 's receivables and payables with its related parties from their operating transactions and from loans granted and obtained, are analyzed as follows :
| 30/9/2006 | 31/12/2005 | |||
|---|---|---|---|---|
| ΟΤΕ's receivables |
ΟΤΕ's payables |
ΟΤΕ's receivables |
ΟΤΕ's payables |
|
| COSMOTE | 104.1 | 41.2 | 35.9 | 45.1 |
| OTE INTERNATIONAL | ||||
| INVESTMENTS LTD | 0.3 | 0.7 | 6.0 | 7.4 |
| ROMTELECOM | - | - | 0.3 | 1.4 |
| ARMENTEL | 0.7 | 0.4 | 6.0 | - |
| HELLAS-SAT | 3.8 | 0.3 | 147.2 | 0.4 |
| COSMO-ONE | - | 0.4 | - | 0.5 |
| OTENET | 11.4 | 9.4 | 7.2 | 7.3 |
| HELLASCOM | 1.4 | 1.0 | 1.3 | 1.4 |
| OTE SAT- MARITEL | 1.1 | 0.5 | 0.8 | 1.2 |
| ΟΤΕ PLUS | 3.8 | 9.5 | 4.7 | 5.6 |
| ΟΤΕ ESTATE | 1.2 | 13.9 | 8.7 | 104.1 |
| INFOTE | 2.3 | 28.2 | 5.4 | 24.4 |
| OTE GLOBE | 51.3 | 54.2 | 23.9 | 27.6 |
| OTE ACADEMY | 0.1 | 0.3 | 0.3 | 1.5 |
| OTE PLC | - | 1,768.0 | - | 1,962.8 |
| 181.5 | 1,928.0 | 247.7 | 2,190.7 |
Fees paid to the members of the Board of Directors and key management personnel compensation charged in the Income Statements of the Nine months 2006 and 2005, amounted to Euro 2.8 and 2.1, respectively.
There are no significant developments in the litigation and claims, as compared with the cases that have been disclosed in the notes to the 31 December 2005 financial statements. Appropriate provisions have been established in relation to litigation and claims, the outcome of which can be reasonably estimated and is expected to be unfavorable for the Company.
The most significant events that have occurred after 30 September 2006 are the following :
On 20 October 2006 and following the acquisition of 42% of GERMANOS S.A., COSMOHOLDING CYPRUS announced the submission of a Public Tender Offer for the acquisition of all the remaining shares of GERMANOS S.A. (47,313,790 shares which included the 16,929,103 shares held directly by Cosmote, representing in total 58% of the share capital and voting rights of GERMANOS S.A.) for a price of Euro 19 (absolute figure) per share.
Following the submission of a Public Tender Offer and until November 27, 2006 Cosmote through COSMOHOLDING CYPRUS acquired in total 18,594,622 shares through Athens Stock Exchange, which represent 22.8% of the share capital in GERMANOS S.A. for a total consideration of Euro 353.3 (19 Euro per share). After the above acquisitions the direct and indirect (through COSMOHOLDING CYPRUS) Cosmote's participating interest in GERMANOS S.A. reached to 85.55%.
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