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Sonae SGPS

Interim / Quarterly Report Aug 29, 2017

1901_ir_2017-08-29_4fb242fa-348e-4420-9f72-9401db25a10b.pdf

Interim / Quarterly Report

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1HIGHLIGHTS AND CEO'S MESSAGE

  • Sonae increased turnover by 8.0% y.o.y. to €2,603 M, fuelled by a growth of 10.0% in 2Q17
  • Sonae underlying EBITDA increased to €116 M in 1H17, +9.2% y.o.y.
  • Contribution of Sonae companies consolidated through equity increased 24.5% in 1H17, to €32 M, and 36.9% in 2Q17, to €17 M

"The second quarter progressed according to our expectations, with positive contributions from all activities, which led to significant turnover growth (+8%) and an increase in recurrent profitability (+12%) in the first semester when compared to the previous year.

Increased competition in different business areas has demanded aggressive productivity increases, along with high levels of investment that have resulted in the reinforcement of competitive positions in our main sectors.

The strong focus on the digital transformation of our companies and the improvement of their online value proposition was also evidenced by the achieved results.

In addition to positive operational developments and progress in strategic execution, once again we improved our balance sheet, which is now financed by equity close to 60%."

Ângelo Paupério, Sonae Co-CEO

2 SONAE PERFORMANCE AND CAPITAL STRUCTURE

Sonae businesses overview

Million euros 1H16 1H17 y.o.y. 2Q16 2Q17 y.o.y.
Turnover
Sonae Retail 2,385 2,564 7.5% 1,185 1,307 10.3%
Sonae Sierra (1) 100 108 8.1% 48 54 12.1%
NOS (1) 743 769 3.5% 373 388 4.2%
Sonae IM 61 69 14.5% 34 36 7.1%
Sonae FS 8 11 39.5% 4 6 51.1%
Underlying EBITDA
Sonae Retail 116 128 10.3% 65 74 13.6%
Sonae Sierra (1) 48 50 5.8% 22 25 14.2%
NOS (1) 287 300 4.8% 149 157 5.4%
Sonae IM 1.9 2.4 29.0% 1.4 1.8 28.9%
Sonae FS -1.1 1.4 - 0.1 0.7 -

(1) Consolidatedin statutory accounts using the equity method.

Sonae consolidated results
-- ---------------------------- --
Million euros 1H16 1H17 y.o.y. 2Q16 2Q17 y.o.y.
Turnover 2,410 2,603 8.0% 1,204 1,324 10.0%
Underlying EBITDA 106 116 9.2% 63 67 6.8%
Underlying EBITDA margin 4.4% 4.5% 0.0 p.p. 5.2% 5.0% -0.2 p.p.
Equity method results (1)
o.w. S. Sierra (direct results)
o.w. NOS
25
13
10
32
15
16
24.5%
12.5%
59.0%
13
6
5
17
8
9
36.9%
25.4%
70.2%
Non-recurrent items 56 -5 - -6 -4 -
EBITDA 187 142 -24.0% 69 80 16.9%
EBITDA margin 7.8% 5.5% -2.3 p.p. 5.7% 6.1% 0.4 p.p.
D&A (2) -96 -99 -3.2% -46 -51 -9.9%
EBIT 92 44 -52.4% 23 30 31.1%
Net financial activity -25 -18 28.6% -11 -10 8.1%
EBT 67 26 -61.2% 12 20 67.3%
Taxes -1 17 - 11 14 31.8%
Direct results (3) 66 43 -35.5% 23 34 50.3%
Indirect results 11 33 195.4% 26 33 27.1%
Net income 77 75 -2.5% 48 67 38.0%
Non-controlling interests -1 -2 -163.8% -2 -2 0.8%
Net income group share 76 73 -4.4% 46 65 39.7%

(1) Equity method results: includes direct income related to investments consolidated by the equity method (mainly Sonae Sierra and NOS); (2) Depreciations & amortisations includingprovisions & impairments;

(3) Direct results before non-controlling interests.

Sonae net invested capital

Million euros 1H16 1H17 y.o.y.
Net invested capital 3,281 3,453 5.2%
Sonae shareholders funds 1,892 2,034 7.5%
Sonae net debt (1) 1,389 1,419 2.1%
Net debt / Invested capital 42.3% 41.1% -1.2 p.p.

(1) Financial net debt + net shareholder loans.

Sonae businesses highlights

  • Acceleration of turnover growth in major businesses in 2Q17;
  • Underlying EBITDA increasing in all businesses.

From a statutory perspective, Sonae consolidated turnover reached €2,603 M in 1H17, registering an increase of 8.0% y.o.y., with all businesses contributing positively to this evolution: Sonae Retail, Sonae IM and Sonae FS.

Sonae underlying EBITDA increased by 9.2%, to €116 M, driven by all businesses' positive evolution. Sonae underlying EBITDA margin increased from 4.4% in 1H16 to 4.5% in 1H17.

Sonae EBITDA totalled €142 M, corresponding to an EBITDA margin of 5.5%, down from 7.8% in 1H16 due to the positive impact, last year, of non-recurrent items (benefiting mostly from the capital gains arising from the sale and leaseback transactions completed by Sonae RP in 1H16), notwithstanding the higher underlying EBITDA and Equity method results in 1H17. Importantly, Equity method results reached €17 M in 2Q17, the highest result ever achieved in a quarter.

Sonae net financial activity stood at negative €18 M, improving by €7 M when compared to 1H16, driven by the y.o.y. decrease in the cost of outstanding debt. The average interest rate of outstanding debt was 1.3% on June 30th 2017, decreasing by 30bps when compared to 1H16. It should be noted that Sonae financial results exclude Sonae Sierra and NOS businesses.

Sonae direct results totalled €43 M, decreasing by €23 M when compared to 1H16, driven primarily by non-recurrent items and marginally by D&A, as underlying EBITDA, Equity method results, net financial activity and taxes posted a favourable evolution. Sonae indirect results improved by €22 M in 1H17, reaching €33 M. This benefited from the positive effect of the valuation of Sierra's assets, as well as from a capital gain driven by the deconsolidation of MDS.

Sonae continued to reinforce its capital structure. Financial leverage ratio decreased from 42.3% to 41.1%, less 120bps y.o.y.. Sonae net debt totalled €1,419 M, increasing 2.1% comparing to 1H16. This was mainly driven by Sonae dividends payment in the amount €80 M, on May 2017. It should be noted that net debt in 1H16 benefited from a significant sale and leaseback activity.

2 SONAE PERFORMANCE AND CAPITAL STRUCTURE

Gearing

Million euros 1H16 1H17 y.o.y.
Net financial debt 1,385 1,418 2.4%
Retail 826 862 4.3%
Sonae IM 2 2 7.9%
Holding & other 557 555 -0.4%
Sonae net debt 1,389 1,419 2.1%

Capital Structure

Net debt to EBITDA - Retail

1H15 1H16 1H17

Sonae Capex

Million euros 1H16 1H17 % of
Turnover
Capex 208 121 4.6%
Sonae Retail 198 113 4.4%
Sonae MC 69 67 3.8%
Worten 13 13 3.0%
Sonae Sports & Fashion 89 16 5.9%
Sonae RP 28 16 35.6%
Maxmat 0.4 0.5 1.4%
Sonae IM 6 5 7.9%
Sonae FS 0.17 0.23 2.1%

Average gearing at book value reached 0.7x, remaining stable when compared with 2Q16. Average gearing at market value stood at 0.8x, increasing by 0.1x y.o.y. mainly motivated by the evolution of the average equity in the period.

Sonae remains focused on presenting a robust capital structure, optimising funding costs whilst maintaining sufficient back up liquidity and an improved maturity profile. Sonae continued to fulfil its practice of being fully financed for the coming 18 months and at the same time improving its general funding conditions. As of 1H17, the average maturity profile remained close to 4 years.

Retail net financial debt reached €862 M in 1H17, 4.3% above 1H16. Retail net debt to EBITDA stood at 2.5x, increasing by 0.2x y.o.y. driven by a lower EBITDA over the last 12 months and a higher retail net debt.

Holding & other net debt totalled €555 M, remaining nearly flat versus 1H16, despite the payment of dividends, this year. Loanto-value ratio of the Holding stood at 12%, decreasing when compared to 14% reached in 1H16, backed by a higher Net Asset Value.

Sonae Capex stood at €121 M in 1H17, €87 M below 1H16. This decrease is primarily driven by Sonae Sports & Fashion, mostly due to the Capex related to Salsa acquisition at the end of 2Q16, coupled with a slightly lower Capex at Sonae MC and at Sonae RP, both driven by a delay in the food retail store network expansion when compared to last year. In 1H17, Sonae Capex to sales stood at 4.6%.

3 SONAE RETAIL RESULTS

Million euros 1H16 1H17 y.o.y 2Q16 2Q17 y.o.y
Turnover 2,385 2,564 7.5% 1,185 1,307 10.3%
Sonae MC 1,691 1,777 5.1% 862 922 7.0%
Worten 404 435 7.6% 188 217 15.7%
Sonae Sports & Fashion 210 270 28.8% 95 126 32.5%
Sonae RP 47 46 -2.2% 22 23 2.0%
Maxmat 33 36 8.6% 18 19 6.9%
Underlying EBITDA 116 128 10.3% 65 74 13.6%
Sonae MC 81 81 0.1% 49 50 2.5%
Worten 3 6 93.4% 1 3 285.0%
Sonae Sports & Fashion -11 -1 91.6% -7 -2 71.4%
Sonae RP 41 40 -3.1% 20 20 1.1%
Maxmat 2 2 24.0% 2 2 9.3%
Underlying EBITDA margin (%) 4.9% 5.0% 0.1 p.p. 5.5% 5.6% 0.2 p.p.

Sonae retail turnover grew by 7.5% in 1H17, reaching €2,564 M, fuelled by a strong 2Q17, in which retail turnover increased by 10.3% y.o.y., also backed by positive calendar effects. The performance in 1H17 was driven by all businesses except for Sonae RP, which was impacted by a reduced freehold. Most importantly, on a quarterly basis, all businesses contributed positively for top line performance.

Sonae retail underlying EBITDA increased from €116 M to €128 M, +10.3% y.o.y.. This evolution benefited from Sonae MC, Worten, Sonae Sports & Fashion and Maxmat, which together largely off-set Sonae RP slightly reduced underlying EBITDA.

SONAE MC

Turnover and underlying EBITDA evolution

Sonae MC turnover increased by 5.1% in 1H17, reaching €1,777 M and reinforcing, once again, its market leadership. In 1H17, turnover performance benefited from a LfL sales growth of 0.7% and also from additional space contribution, namely through the opening of 6 Continente Bom Dia stores.

Following the 1Q17, marked by adverse calendar effects as the absence of Easter, the leap year and one Saturday less, the 2Q17 showed a particularly positive top line trend with turnover growing by 7.0%, to €922 M, fuelled by a LfL sales growth of 2.6%.

Sonae MC underlying EBITDA margin reached 4.6%, decreasing 20bps when compared to 1H16. This reflects the hardships of the fierce competitive environment, which continued very demanding in 2Q17, as well as the effect of store network expansion through convenience formats.

Sonae MC has been actively investing in strengthening its position in the Health and Wellness segment. It should be noted that Brio (100% owned) and Go Natural (51% owned) transactions have already been completed in 2Q17. As part of this strategy, Sonae MC now holds 7 Go Natural healthy supermarkets and is developing restaurant areas under the same banner. Also, on May 2017, Sonae MC opened Dr Well's, the first clinic specialised in dental and aesthetic medicine, a step further in the extension of services provided by Well's parapharmacies.

3 SONAE RETAIL RESULTS (continued)

WORTEN

SONAE SPORTS & FASHION

Worten turnover reached €435 M in Iberia in 1H17, an increase of €31 M y.o.y, driven by a LfL sales growth of 5.8%. In 2Q17, turnover grew by 15.7%, benefiting from a LfL sales growth of 12.4%, only partly explained by the Easter calendar effect – and, to a smaller extent, to the contribution from new stores in the portfolio.

With this performance, Worten further strengthened its market leadership in Portugal and improved competitive position in Spain also (both in 2Q17 and 1H17 as a whole).

In a rapidly growing online market, both in Spain and Portugal, Worten e-commerce had a very positive performance, growing by more than 50% in Portugal and more than 70% in Spain – in both cases significantly improving digital market share and consolidating the benefits of the recently upgraded web platform and improvements in omni-channel functionalities.

Underlying EBITDA totalled €6 M in 1H17, almost twice as much as in 1H16, with both Iberian geographies contributing positively but with most improvement coming from Spain.

Turnover and underlying EBITDA evolution 210 270 -5.1% -0.3% 1H16 1H17 Turnover Underlying EBITDA margin + 28.8% LfL -0.4%

In Sonae Sports & Fashion, turnover grew by 28.8% in 1H17, to €270 M, with all businesses contributing positively and benefiting from the consolidation of Salsa. The LfL sales growth stood at -0.4% in 1H17, +2.7% in 2Q17.

MO and Zippy had a particularly strong 2Q17, posting LfL sales growth of 13% and 15% respectively. Sport Zone delivered positive turnover performance both in 1H17 and 2Q17.

At Salsa, we emphasize the positive quarter of the Spanish operation, in which LfL sales growth stood at 16%, and the performance in e-commerce, consistently growing above 40%.

Sonae Sports & Fashion underlying EBITDA increased by almost €10 M when compared to 1H16, reaching -€0.9 M. The consolidation of Salsa was responsible for approximately half of this improvement and the rest came from improvements across all brands – especially material at Sport Zone and Zippy, while at MO 2Q17 brought significant improvement as well.

We also would like to highlight that the franchising operation of Zippy is becoming increasingly relevant, totaling 59 stores in 19 countries at the end of 2Q17, and benefiting from the recently opened stores in Abu Dhabi, Dubai and Indonesia.

3 SONAE RETAIL RESULTS (continued)

SONAE RP

Turnover and underlying EBITDA evolution

RP Portfolio

as % of Gross Book Value

Sonae RP is responsible for the management of Sonae's retail real estate portfolio. Its portfolio included 21 Continente stores, 62 Continente Modelo stores and 26 Continente Bom Dia stores at the end of June 2017, corresponding to a gross book value of €1,272 M and to a net book value of €914 M.

In the last few years, Sonae RP implemented an asset monetisation strategy to reduce freehold levels. Particularly in 1H16, 3 sale and leaseback transactions in the amount of €230 M were accomplished, equivalent to a capital gain of €64 M (which had a positive impact in non-recurrent items line). In 1H17, Sonae RP did not complete any sale and leaseback transaction. However, already on July 2017, Sonae RP closed a sale and leaseback transaction of 4 food retail assets in the amount of €35 M, generating a capital gain of circa €10 M. Following this transaction, Sonae MC's freehold reached 48%. In the specialised retail (Worten and Sonae Sports & Fashion), the freehold stood at 22%.

Sonae RP turnover amounted to €46 M in the 1H17, less €1 M when compared to the same period of last year, explained by the freehold reduction over the last 12 months.

The underlying EBITDA reached €40 M, equivalent to an underlying EBITDA margin of 87.0%.

4 SONAE SIERRA RESULTS

Operational Indicators

1H16 1H17 y.o.y.
Footfall (million visitors) 204 207 1.2%
Europe & New Markets 156 160 2.5%
Brazil 48 47 -3.1%
Ocuppancy rate (%) 96.1% 95.8% -0.3 p.p.
Europe 97.1% 96.9% -0.2 p.p.
Brazil 93.0% 92.3% -0.7 p.p.
Like-for-Like (LfL) tenant sales
Europe 5.3% 3.4% -
Brazil (local currency) -0.1% 7.3% -
Tenant sales (million euros) 1,966 2,199 11.9%
Europe (million euros) 1,439 1,541 7.0%
Brazil (million euros) 525 659 25.4%
Brazil (million reais) 2,166 2,262 4.4%
Nº of shopping centres owned and/or
managed (EOP)
68 65 -3
Europe 57 55 -2
Brazil 11 10 -1
Nº of shopping centres owned/co
owned (EOP)
46 47 1
Europe 36 38 2
Brazil 10 9 -1
GLA under Management ('000 sqm) 2,422 2,341 -3.4%
Europe & New Markets 1,900 1,859 -2.2%
Brazil 522 481 -7.7%

Financial Indicators

Million euros 1H16 1H17 y.o.y. 2Q16 2Q17 y.o.y.
Turnover 100 108 8.1% 48 54 12.1%
EBIT 47 50 6.0% 22 25 14.5%
EBIT margin 47.2% 46.3% -0.9 p.p. 44.9% 45.9% 1.0 p.p.
Direct results 27 30 12.5% 12 15 25.9%
Indirect results 32 34 5.6% 21 33 55.5%
Net results 59 64 8.7% 33 48 44.8%
… attributable to Sonae 30 32 8.7% 17 24 44.8%

In the 1H17, Sonae Sierra continued its development activity, which is progressing well and includes the following projects: Nuremberg (Germany), Málaga McArthurGlen Designer Outlet (Spain), NorteShopping and Colombo Expansion (Portugal), Jardín Plaza Cucuta (Colombia) and Zenata (Morocco).

Pursuing the capital recycling strategy, during 2Q17:

  • Sonae Sierra created a 15/85 joint-venture with AXA IM Real Assets for the acquisition of Area Sur Shopping Centre, located in Jerez, Spain. AXA IM - Real Assets will hold the majority of the shares and Sonae Sierra will be the Operating Partner;
  • ORES Socimi, a venture between Bankinter and Sonae Sierra – the operating partner, continued to acquire assets in Iberia. In 2Q17, ORES Socimi acquired three properties (one hypermarket in Spain, plus a stand-alone and a Retail Center in Portugal).

Sonae Sierra pursued a strong refinancing activity during the first semester. Over this period, Sonae Sierra contracted new bank loan facilities, with favourable funding conditions in a total of €730 M.

The Shopping Centres operation in both Europe and Brazil continued to register high occupancy rates in the 1H17, reaching 96.9% in Europe and 92.3% in Brazil. Tenant sales grew by 11.9% in 1H17, corresponding to a LfL tenant sales of 3.4% in Europe and 7.3% in Brazil.

Sonae Sierra turnover increased by €8 M, totalling €108 M in the 1H17. EBIT stood at €50 M, a growth of 6.0% when compared to the 1H16, driven by the positive impact of ParkLake opening as well as the positive exchange rate effect in Brazilian real between the two periods. Direct results stood at €30 M in the 1H17, +12.5% y.o.y. and indirect results reached €34 M in the 1H17, improving 5.6% when compared to the same period of last year, mainly driven by an upside in assets valuation in June 2017, consequence of additional yield compression in Iberia.

NAV stood at €1,392 M at the end of June 2017, €26 M below the value registered in 2016 year-end, reflecting the adverse exchange rate effect of Brazilian real (30 June 2017 vs. 31 Dec. 2016), the dividends' payment (in the amount of €75 M) and the results of the period. Loan-to-value stood at 32%, which compares with 28% in 2016, an increase driven by the cash-out inherent to dividends payment.

5 NOS RESULTS

Financial Indicators
Million euros 1H16 1H17 y.o.y. 2Q16 2Q17 y.o.y.
Operating revenues 743 769 3.5% 373 388 4.2%
EBITDA 287 300 4.8% 149 157 5.4%
EBITDA margin 38.6% 39.0% 0.5 p.p 39.9% 40.4% 0.5 p.p
Net results 51 72 41.1% 27 40 52.5%
Capex 196 173 -11.9% 101 86 -15.1%
Operational Indicators
('000) 1H16 1H17 y.o.y. 2Q16 2Q17 y.o.y.
Total RGUs (Net adds) 282 178 - 151 99 -
Convergent RGUs (Net adds) 302 199 - 168 77 -
Mobile (Net adds) 147 93 - 97 62 -
Pay TV (Net adds) 31 13 - 13 5 -
Total RGUs 8,746 9,254 5.8% 8,746 9,254 5.8%
Convergent RGUs 3,156 3,586 13.6% 3,156 3,586 13.6%
Convergent customers 644 711 10.4% 644 711 10.4%
ARPU/Unique subscriber with
fixed access (euros)
43 44 2.3% 43 44 2.8%

NOS published its results on July 20th 2017, which are available at www.nos.pt.

NOS continued to deliver a robust operating and financial performance.

Operating revenues increased by 3.5% in 1H17, to €769 M, driven by a positive performance in all segments: telco, audiovisuals and cinema.

EBITDA stood at €300 M in 1H17, improving by 4.8% versus 1H16 and corresponding to an EBITDA margin of 39.0%.

Net results reached €72 M in 1H17, growing by 41.1% when compared to €51 M in 1H16.

NOS continued to increase its customer base and the number of RGUs, which grew by 5.8%, to 9,254 thousand, as a result of a positive evolution in all segments. Convergent RGUs increased to 3,586 thousand, +13.6% y.o.y..

NOS FCF (before dividends, financial investments and acquisition of own shares) reached €102 M in 1H17, representing a material increase from the €24 M recorded in 1H16. However, due to the dividend payment made in 2Q17, in the amount of €103 M, FCF stood at negative €0.5 M.

During the 1H17, NOS market capitalisation decreased by 5.7%, corresponding to a share price decrease from €5.64 to €5.31. The PSI-20, the main Portuguese index, increased its market capitalisation by 10.1% in the same period.

6 SONAE IM RESULTS

Portfolio

Controlling stakes Minority stakes
WeDo Technologies
S21Sec
Saphety
Bizdirect
InovRetail
Bright Pixel
AVP Funds
Stylesage
Movvo
Probe.ly

Turnover and underlying EBITDA evolution

7 SONAE FS RESULTS

Financial Indicators

Million euros 1H16 1H17 y.o.y. 2Q16 2Q17 y.o.y.
Production 302 368 21.9% 151 189 25.0%
Turnover 8 11 39.5% 4 6 51.1%
Underlying EBITDA -1.1 1.4 - 0.1 0.7 -
Underlying EBITDA margin -13.3% 12.3% 25.5 p.p. 2.6% 12.3% 9.8 p.p.

Sonae IM has been implementing an active portfolio strategy, with the clear objective of building and managing a portfolio of tech-based companies linked to retail and telecommunications, leveraging the strong Group's expertise in these two verticals and aiming to develop innovative solutions, with an international focus.

Sonae IM's core areas of interest include, in retail, data analytics, omni-channel and e-commerce enabling technologies, and in telecoms, customer value enablers, efficiency, data monetisation and risk management. Transversal to both retail and telecoms, Sonae IM covers also in cybersecurity solutions.

Turnover increased by 14.5%, to €69 M, in 1H17. Underlying EBITDA stood at €2.4 M, corresponding to an underlying EBITDA margin of 3.5%.

Sonae FS was created at the end of 2015 and its mission is offering inclusive and personalised financial solutions to an enlarged number of people and families. Sonae FS offer includes: Credit, mostly through the Universo credit card, with special payment options at Sonae stores while having global acceptance across the Mastercard network. Additionally, Universo grants access to the several loyalty cards of Sonae retail banners. Credit offer also includes personal loans, store credit to customers and products sale at Universo online store; pre-paid cards (Cartão Dá), with B2B and B2C offers; Continente Money Transfer, a reliable service for money transfers across the globe; and insurance, presently focused on credit insurance. Sonae FS also includes MDS, a global insurance & reinsurance brokerage and associated risk consulting services with direct operations in Iberia, Brazil and Portuguese speaking countries in Africa. MDS is the largest broker in Portugal and the largest independent broker in Brazil. From 3Q17, MDS will be accounted for using the equity method. Sonae FS turnover increased by 39.5%, to €11 M, in 1H17. The underlying EBITDA reached €1.4 M, representing an underlying EBITDA margin of 12.3%.

The Universo card operation continued to grow in 1H17, closing the 2Q17 with 496 thousand subscribers. As for Universo total production, it stood at €259 M, increasing by 45.6% y.o.y..

8 CORPORATE INFORMATION

Main corporate events in the 2Q17

April 26th 2017

Sonae announced that it reached an agreement with the shareholders of BRIO – Produtos de Agricultura Biológica, S.A. (BRIO) for the acquisition of 100% of BRIO's share capital. BRIO is the first organic supermarket chain launched in Portugal and operates six supermarkets specialised in organic food, all of them with convenient locations in the Lisbon area.

April 28th 2017

In the Annual General Assembly, which took place on April 28th 2017, the company's shareholders approved, amongst other items, the distribution of a gross dividend per share, relative to the 2016 financial year, in the amount of 0.04 euros. This dividend, which was paid on May 15th 2017, corresponded to a dividend yield of 4.6%, based on the closing price as at December 31st 2016, and to a payout ratio of 54% of the consolidated direct income attributable to equity holders of Sonae.

May 3rd 2017

Sonae announced to the market Magallanes Value Investors' qualified shareholding amounting to 2.03% of Sonae's share capital.

Subsequent events

July 25th 2017

Sonae announced that Sonae RP concluded the sale and leaseback transaction of 4 food retail assets located in Portugal. This transaction, which totalled €35 M and has generated an estimated capital gain of €10 M, is aligned with Sonae's disclosed strategy concerning the monetisation of its real estate assets, while also maintaining adequate operational flexibility.

9 ADDITIONAL INFORMATION

Methodological notes

The consolidated financial information contained in this report was prepared in accordance with International Financial Reporting Standards (IFRS), as adopted by the European Union. The financial information regarding quarterly and semi-annual figures was not subject to audit procedures.

Glossary

Capex Investments in tangible and intangible assets and investments in acquisitions.
Direct results Results before non-controlling interests excluding contributions to indirect results.
(Direct) EBIT Direct EBT - financial results.
EBITDA Underlying EBITDA + equity method results + non-recurrent items.
(Direct) EBT Direct results before non-controlling interests and taxes.
EBITDA margin EBITDA / turnover.
EoP End of period.
Financial net debt Total net debt excluding shareholders' loans.
Gearing (book value) Average of the last four quarters considering, for each quarter, total net debt (EoP) / total shareholders'
funds (EoP).
Gearing (market value) Average of the last four quarters considering, for each quarter, total net debt (EoP) / equity value
considering the closing price of Sonae shares on the last day of each quarter.
GLA Gross Lettable Area: equivalent to the total area available to be rented in the shopping centres.
Indirect results Includes Sonae Sierra's results, net of taxes, arising from: (i) investment property valuations; (ii) capital
gains (losses) on the sale of financial investments, joint ventures or associates; (iii) impairment losses of
non-current assets (including goodwill) and (iv) provision for assets at risk. Additionally and concerning
Sonae's portfolio, it incorporates: (i) impairments in retail real estate properties; (ii) reductions in
goodwill; (iii) provisions (net of taxes) for possible future liabilities and impairments related with non
core financial investments, businesses, assets that were discontinued (or in the process of being
discontinued/repositioned); (iv) results from mark to market methodology of other current investments
that will be sold or exchanged in the near future; and (v) other non-relevant issues.
Investment properties Shopping centres in operation owned and co-owned by Sonae Sierra.
Liquidity Cash & equivalents + current investments.
Like for Like sales (LfL) Sales made by stores that operated in both periods under the same conditions. Excludes stores opened,
closed or which suffered major upgrade works in one of the periods.
Loan to value (LTV) -
Holding
Holding net debt / investment portfolio gross asset value; gross asset value based on market multiples,
real estate NAV and market capitalisation for listed companies.
Loan to value (LTV) -
Shopping Centres
Net debt / (investment properties + properties under development).
Net asset value (NAV) Open market value attributable to Sonae Sierra - net debt - minorities + deferred tax liabilities.
SONAE – 1H17 RESULTS
Net debt Bonds + bank loans + other loans + financial leases + shareholder loans - cash, bank deposits, current
investments, and other long-term financial applications.
Net invested capital Total net debt + total shareholders' funds.
Open market value
(OMV)
Fair value of properties in operation and under development (100%), provided by independent
international entities.
Other income Dividends.
Others + E&A
(Eliminations &
adjustments)
Intra-groups + consolidation adjustments + contributions from other companies not included in the
identified segments.
Other loans Bonds, leasing and derivatives.
RGU Revenue generating unit.
Technical investment Tangible assets + intangible assets + other fixed assets - depreciations and amortisations.
Underlying EBITDA EBITDA from the businesses consolidated using the full consolidation method.

Note: Sonae implemented, in 1Q17, the following changes in its reporting structure: (i) MDS will start to be consolidated through the Equity Method and included in Sonae FS after the sale of 1,773 shares of MDS SGPS to IPLF Holding, SA, which has occurred in June 2017; (ii) Maxmat is reported under "Sonae Retail", together with Sonae MC, Worten, Sonae Sports & Fashion and Sonae RP; and (iii) Media and Tlantic are reported under "Others + E&A". In order to assure comparability, the 'Profit and Loss Statement' historical figures were restated accordingly.

Sonae statement of financial position

Million euros 1H16 1H17 y.o.y.
TOTAL ASSETS 5,336 5,427 1.7%
Non current assets 3,937 4,100 4.2%
Tangible and intangible assets 1,933 1,977 2.3%
Goodwill 655 629 -3.9%
Investment properties 1 0 -100.0%
Other investments 1,244 1,398 12.4%
Deferred tax assets 69 75 8.6%
Others 35 21 -39.2%
Current assets 1,399 1,327 -5.2%
Stocks 653 683 4.6%
Trade debtors 113 108 -4.9%
Liquidity 331 277 -16.3%
Others 302 259 -14.2% -
SHAREHOLDERS' FUNDS 1,892 2,034 7.5%
Equity holders 1,731 1,877 8.4%
Attributable to minority interests 160 157 -2.0%
LIABILITIES 3,444 3,393 -1.5%
Non-current liabilities 1,540 1,515 -1.6%
Bank loans 656 709 8.2%
Other loans 707 654 -7.5%
Deferred tax liabilities 95 112 18.1%
Provisions 45 20 -56.5%
Others 38 21 -45.7%
Current liabilities 1,904 1,878 -1.4%
Bank loans 335 278 -17.1%
Other loans 29 65 123.9%
Trade creditors 993 993 0.0%
Others 547 542 -0.9%
SHAREHOLDERS' FUNDS +
LIABILITIES
5,336 5,427 1.7%

This page was intentionally left in blank

Appendix

Statement under the terms of Article 246, paragraph 1, c) of the Portuguese Securities Code

The signatories individually declare that, to their knowledge, the Management Report, the Consolidated and Individual Financial Statements and other accounting documents required by law or regulation were prepared meeting the standards of the applicable International Financial Reporting Standards, giving a truthful (fairly) and appropriate image, in all material respects, of the assets and liabilities, financial position and the consolidated and individual results of the issuer and that the Management Report faithfully describes the progress of the business and position of the issuer and of the companies included in the consolidation perimeter and contains a description of the major risks and uncertainties that they face.

Maia, 24 of August 2017

The Board of Directors,

Duarte Paulo Teixeira de Azevedo

Ângelo Gabriel Ribeirinho dos Santos

Paupério

Andrew Eustace Clavering Campbell

Christine Cross

Dag Johan Skattum

José Manuel Neves Adelino

Marcelo Faria de Lima

Margaret Lorraine Trainer

Tsega Gebreyes

Appendix required by articles 9 nr. 1, a) and 14, nr. 7 of CMVM Regulation nr.05/2008

Additions Reductions Position on
30.06.2017
Balance on
30.06.2017
Date Quantity Aver. Price € Quantity Aver. Price € Quantity
Duarte Paulo Teixeira de Azevedo () () (**)
Efanor Investimentos, SGPS, SA (1)
Migracom, SA (3)
Sonae - SGPS, SA
Shares purchased under the terms of the Short Term
and Medium Term Performance Bonus Plans
Sale
31-03-2017
03-04-2017
410,002 0.047 410,002 0.938 Minority
Dominant
805,730
Ângelo Gabriel Ribeirinho dos Santos Paupério (*)
Sonae - SGPS, SA
Shares purchased under the terms of the Short Term
and Medium Term Performance Bonus Plans
Enxomil - Consultoria e Gestão, SA (6)
Enxomil - Sociedade Imobiliária, SA (7)
31-03-2017 348,739 0.047 Dominant
Dominant
562,987
Belmiro Mendes de Azevedo (**)
Efanor Investimentos, SGPS, SA (1)
Dominant
Maria Margarida Carvalhais Teixeira de Azevedo (**)
Sonae - SGPS, SA
14,901
Maria Cláudia Teixeira de Azevedo () (*)
Efanor Investimentos, SGPS, SA (1)
Sonae - SGPS, SA
Minoritary 377,318
Shares purchased under the terms of the Short Term
and Medium Term Performance Bonus Plans
Linhacom, SGPS, SA (5)
31-03-2017 58,168 0.047 Dominant
Additions Reductions Position on
30.06.2017
Balance on
30.06.2017
Date Quantity Aver. Price € Quantity Aver. Price € Quantity
(1) Efanor Investimentos, SGPS, SA
Sonae - SGPS, SA
Pareuro, BV (2)
Dominant 200,100,000
(2) Pareuro, BV
Sonae - SGPS, SA
849,533,095
(3) Migracom, SA
Sonae - SGPS, SA
Purchase
Imparfin - Investimentos e Participações Financeiras, SA (4)
03-04-2017 410,002 0.938 Minority 2,874,339
(4) Imparfin - Investimentos e Participações Financeiras, SA
Sonae - SGPS, SA
4,105,280
(5) Linhacom, SGPS, SA
Sonae - SGPS, SA
Imparfin - Investimentos e Participações Financeiras, SA (4)
Minority 439,314
(6) Enxomil - Consultoria e Gestão, SA
Sonae - SGPS, SA
2,021,855
(7) Enxomil - Sociedade Imobiliária, SA
Sonae - SGPS, SA 450,000

(*) Member of the Board of Directors of Sonae - SGPS, SA

(**) Member of the Board of Directors of Efanor Investimentos SGPS, SA (directly and indirectly dominant company) (1)

(***) Member of the Board of Directors of Imparfin - Investimentos e Participações Financeiras, SA (5)

Qualified holdings

Shares held and voting rights attributable to shareholders owning 2% or more of the share capital of the Sonae - SGPS, SA, calculated according to article 20 of the Portuguese Securities Code, as required by article 9 paragraph 1, subparagrah c), of the Portuguese Securities Market Comission (CMVM) Regulation no. 05/2008:

Shareholder No. of shares % Share capital
and voting
rights*
% of exercisable
voting rights**
Efanor Investimentos, SGPS, SA (I)
Directly 200,100,000 10.0050% 10.0050%
By Pareuro, BV (controlled by Efanor Investimentos, SGPS, SA) 849,533,095 42.4767% 42.4767%
By Maria Margarida CarvalhaisTeixeira de Azevedo (Director of Efanor Investimentos, SGPS, SA) 14,901 0.0007% 0.0007%
By Maria Cláudia Teixeira de Azevedo (Director of Efanor Investimentos, SGPS, SA) 377,318 0.0189% 0.0189%
By Duarte Paulo Teixeira de Azevedo (Director of Sonae, SGPS, SA and Efanor Investimentos, SGPS, SA) 805,730 0.0403% 0.0403%
By Migracom, SA (company controlled by Efanor Investimentos, SGPS, SA's Director Duarte Paulo Teixeira de
Azevedo)
2,874,339 0.1437% 0.1437%
By Linhacom, SGPS, SA (company controlled by Efanor Investimentos, SGPS, SA's Director Maria Cláudia Teixeira
de Azevedo)
439,314 0.0220% 0.0220%
Total attributable to Efanor Investimentos, SGPS, SA 1,054,144,697 52.7072% 52.7072%
Banco BPI, SA 132,851,868 6.6426% 6.6426%
Banco Português de Investimento, SA 365,199 0.0183% 0.0183%
Fundos de Pensões do Banco BPI 40,071,372 2.0036% 2.0036%
BPI Vida - Companhia de Seguros de Vida, SA 4,751,416 0.2376% 0.2376%
Total attributable to Banco BPI, SA (II) 178,039,855 8.9020% 8.9020%
Fundação Berardo, Instituição Particular de Solidariedade Social 49,849,514 2.4925% 2.4925%
Total attributable to Fundação Berardo, Instituição Particular de Solidariedade Social 49,849,514 2.4925% 2.4925%
Magallanes Value Investors, S.A. SGIIC
Magallanes European Equity, FI 11,435,880 0.5718% 0.5718%
Magallanes Iberian Equity, FI 9,892,847 0.4946% 0.4946%
Magallanes Value Investors, UCITS European Equity 7,555,544 0.3778% 0.3778%
Magallanes Value Investors, UCITS Iberian Equity 7,237,414 0.3619% 0.3619%
Soixa SICAV 4,393,260 0.2197% 0.2197%
Total attributable to Magallanes Value Investors, S.A. SGIIC 40,514,945 2.0257% 2.0257%

Source: communications received by the Company regarding qualified shareholdings up to 30th June 2017

* Voting rights calculated based on the Company's share capital with voting rights, as per subparagraph b) of paragraph 3 of article 16 of the Portuguese Securities Code

**Voting rights calculated based on the Company's share capital with voting rights that are not subject to suspension of exercise

(I) Belmiro Mendes de Azevedo is, according to subparagraph b) of paragraph 1 of article 20 and paragraph 1 of article 21, both of the Portuguese Securities Code, the "ultimate beneficial owner", as he is the controlling shareholder of Efanor Investimentos, SGPS, SA and the latter wholly owns Pareuro BV

(II) total number of voting rights attributed to Banco BPI, SA as per article 20 of the Portuguese Securities Code

Condensed consolidated financial statements

CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION AT 30 JUNE 2017 AND 2016 AND 31 DECEMBER 2016

(Amounts expressed in euro)

(Translation of consolidated financial statements originally issued in Portuguese. In case of discrepancy the Portuguese version prevails.)

30 June 2016 31 Dec 2016
ASSETS Notes 30 June 2017 Restated Restated
Note 3 Note 3
NON-CURRENT ASSETS:
Tangible assets 6 1,614,295,501 1,570,491,939 1,608,085,478
Intangible assets 7 362,774,967 362,617,816 373,509,488
Investment properties - 891,004 879,263
Goodwill 8 629,188,747 654,643,993 655,484,348
Investments in joint ventures and associates 9 1,383,718,558 1,216,147,495 1,362,270,890
Other investments 10 13,791,507 27,543,497 20,784,450
Deferred tax assets 13 75,024,851 69,100,564 61,360,744
Other non-current assets 11 21,391,071 35,205,954 19,226,166
Total Non-Current Assets 4,100,185,202 3,936,642,261 4,101,600,827
CURRENT ASSETS:
Inventories 682,925,923 652,742,136 696,297,968
Trade account receivables and other debtors 12 366,994,429 415,082,203 347,402,443
Investments 10 485,192 1,848,262 4,369,022
Cash and cash equivalents 14 276,350,621 329,208,258 340,920,458
Total Current Assets 1,326,756,165 1,398,880,859 1,388,989,891
Assets available for sale 15 - - 19,522,549
TOTAL ASSETS 5,426,941,367 5,335,523,120 5,510,113,267
EQUITY AND LIABILITIES
EQUITY:
Share capital 16 2,000,000,000 2,000,000,000 2,000,000,000
Own shares 16 (109,249,548) (115,587,743) (114,738,086)
Reserves and retained earnings (86,889,894) (229,222,043) (206,669,555)
Profit/(Loss) for the period attributable to the equity holders of the Parent Company 72,892,586 76,276,139 215,073,949
Equity attributable to the equity holders of the Parent Company 1,876,753,144 1,731,466,353 1,893,666,308
Equity attributable to non-controlling interests 17 157,186,734 160,409,558 169,040,186
TOTAL EQUITY 2,033,939,878 1,891,875,911 2,062,706,494
LIABILITIES:
NON-CURRENT LIABILITIES:
Loans 18 1,363,179,965 1,362,271,620 1,209,827,633
Other non-current liabilities 20 20,699,003 38,125,373 21,557,388
Deferred tax liabilities 13 111,736,687 94,573,789 113,450,277
Provisions 23 19,571,343 44,947,086 25,848,118
Total Non-Current Liabilities 1,515,186,998 1,539,917,868 1,370,683,416
CURRENT LIABILITIES:
Loans 18 343,272,401 364,427,657 361,212,410
Trade creditors and other liabilities 22 1,531,364,829 1,536,043,462 1,700,225,496
Provisions 23 3,177,261 3,258,222 3,558,708
Total Current Liabilities 1,877,814,491 1,903,729,341 2,064,996,614
Liabilities available for sale 15 - - 11,726,743
TOTAL LIABILITIES 3,393,001,489 3,443,647,209 3,447,406,773
TOTAL EQUITY AND LIABILITIES 5,426,941,367 5,335,523,120 5,510,113,267

The accompanying notes are part of these condensed consolidated financial statements.

CONSOLIDATED INCOME STATEMENTS FOR THE PERIOD ENDED 30 JUNE 2017 AND 2016

(Translation of consolidated financial statements originally issued in Portuguese. In case of discrepancy the Portuguese version prevails.)

(Amounts expressed in euro) Notes nd Quarter 2017
2
nd Quarter 2016
2
Restated
Note 3
30 June 2017 30 June 2016
Restated
Note 3
Sales 5 1,276,714,682 1,158,143,112 2,512,379,917 2,327,071,961
Services rendered 5 47,735,821 45,898,842 90,149,246 82,917,268
Gains and losses on investments 123,094 1,817,120 123,094 1,786,197
Investment income investments recorded at fair value through profit 10 - 8,944,466 - (6,318,903)
Financial income 1,346,180 653,984 3,181,622 2,017,374
Other income 26 197,904,563 180,615,894 368,256,611 409,170,239
Cost of goods sold and materials consumed (1,079,517,762) (972,382,618) (2,104,594,193) (1,951,511,392)
Changes in stocks of finished goods and work in progress 1,395,159 375,546 1,363,797 439,937
External supplies and services (173,728,203) (169,177,398) (346,081,372) (327,399,568)
Staff costs (192,740,243) (174,499,165) (379,951,971) (349,251,654)
Depreciation and amortisation 6 and 7 (48,519,892) (43,493,287) (96,634,384) (85,553,213)
Provisions and impairment losses (1,080,556) (424,252) (1,581,939) (8,200,620)
Financial expense (11,409,712) (11,597,576) (20,964,571) (26,930,392)
Other expenses (15,986,122) (15,346,051) (31,810,729) (32,006,902)
Share of results of joint ventures and associetad companies 9.3 32,428,071 26,385,217 46,521,439 39,319,758
Profit/(Loss) before taxation from continuing operations 34,665,080 35,913,834 40,356,567 75,550,090
Taxation 27 14,348,209 10,884,319 16,777,185 (606,799)
Profit/(Loss) after taxation from continuing operations 49,013,289 46,798,153 57,133,752 74,943,291
Profit/(Loss) from discontinued operations after taxation 4.1 17,600,734 1,479,909 18,110,829 2,224,568
Consolidated profit/(Loss) for the period 66,614,023 48,278,062 75,244,581 77,167,859
Attributable to equity holders of the Parent Company:
Continuing operations 55,694,627 45,454,139 63,819,061 75,163,633
Discontinued operations 8,817,967 740,102 9,073,525 1,112,506
64,512,594 46,194,241 72,892,586 76,276,139
Attributable to non-controlling interests
Continuing operations (6,681,338) 1,344,014 (6,685,309) (220,342)
Discontinued operations 8,782,767 739,807 9,037,304 1,112,062
17 2,101,429 2,083,821 2,351,995 891,720
Profit/(Loss) per share
From continuing operations
Basic 28 0.030383 0.025062 0.035868 0.041913
Diluted 28 0.028408 0.023480 0.033527 0.039164
From discontinued operations
Basic 28 0.004666 0.000393 0.004802 0.000590
Diluted 28 0.004362 0.000368 0.004488 0.000551

The accompanying notes are part of these condensed consolidated financial statements.

The Board of Directors The Board of Directors

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE PERIODS ENDED 30 JUNE 2017 AND 2016

(Translation of consolidated financial statements originally issued in Portuguese. In case of discrepancy the Portuguese version prevails.)

(Amounts expressed in euro) rd Quarter 2017
2
rd Quarter 2016
2
Restated
30 June 2017 30 June 2016
Restated
Net Profit / (Loss) for the period 66,614,023 48,278,062 75,244,581 77,167,859
Items that maybe reclassified subsequently to profirt or loss:
Exchange differences arising on translation of foreign operations
Participation in other comprehensive income (net of tax) related to joint ventures
1,776,509 7,581,220 1,876,616 3,095,479
and associated companies included in consolidation by the equity method (Note
9.3)
(16,650,150) (5,201,416) (13,919,016) (11,377,435)
Changes in hedge and fair value reserves (2,914,379) 2,669,830 (5,836,722) 557,780
Deferred taxes related with other components of comprehensive income 596,104 (651,027) 1,215,891 (135,790)
Others 178,987 (45,694) 148,179 (54,022)
Other comprehensive income for the period (17,012,929) 4,352,913 (16,515,052) (7,913,988)
Total comprehensive income for the period 49,601,094 52,630,975 58,729,529 69,253,871
Attributable to:
Equity holders of parent company 45,241,107 47,596,452 54,038,338 68,731,353
Non controlling interests 4,359,987 5,034,523 4,691,191 522,518

The accompanying notes are part of these condensed consolidated financial statements.

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY FOR THE PERIODS ENDED 30 JUNE 2017 AND 2016

(Translation of consolidated financial statements originally issued in Portuguese. In case of discrepancy the Portuguese version prevails.)

Res
d Re
erve
s an
tain
ed E
arni
ngs
(Am
ssed
in e
)
ts e
oun
xpre
uro
Sha
re
ital
Cap
ion
ium
Oth
Cur
Opt
Prem
er R
renc
y
ese
rves
l
Hed
Ow
Lega
ging
n
nsla
ible
and
d
al
Tra
tion
Con
Ret
aine
Tot
vert
Sha
Res
Res
res
erve
erve
ds
Res
Bon
Earn
ings
erve
Net
al
Prof
Tot
it/(L
oss)
Non
trol
ling
con
Inte
rest
s
(No
6)
te 1
Tot
al
Equ
ity
ibut
Attr
able
ity H
to
Equ
olde
f Pa
Co
rent
rs o
mpa
ny
Bala
201
6
t 1 J
nce
as a
anu
ary
2,00
0,00
0,00
0
(123
,493
,932
)
244
,211
,592
1,13
5,80
1
272
,950
22,3
13,0
00
(661
,255
,246
)
(393
,321
,903
)
,306
,228
175
1,65
8,49
0,39
3
136
,303
,721
1,79
4,79
4,11
4
al c
e fo
r th
riod
Tot
nsiv
e in
om
pree
com
e pe
- - - 1,17
3,65
6
408
,991
- (9,1
33)
27,4
(7,5
86)
44,7
76,2
76,1
39
68,7
31,3
53
522
,518
69,2
53,8
71
of c
olid
ated
fit o
f 20
App
riat
ion
15
net
rop
ons
pro
nsfe
leg
al re
nd r
ned
Tra
etai
ning
r to
serv
es a
ear
s
- - - - - - 175
,306
,228
175
,306
,228
(175
)
,306
,228
- - -
den
ds d
bute
d
Divi
istri
- - - - - - - - - - (1,8
17)
66,8
(1,8
17)
66,8
ribu
of
fund
Dist
tion
inve
inco
stm
ent
me
- - - - - - - - - - (492
)
,503
(492
)
,503
Obl
igat
ion
fulf
ield
by
sha
ttrib
utio
loye
n to
re a
em
p
es
- - - - - - (3,6
07)
50,8
(3,6
07)
50,8
- (3,6
07)
50,8
(79,
)
384
(3,7
91)
30,1
(No
6)
Cas
h Se
ttle
d Eq
uity
Sw
arly
tial
inat
ion
te 1
term
ap e
par
- 7,90
6,18
9
- - - - (49,
)
840
(49,
)
840
- 7,85
6,34
9
- 7,85
6,34
9
Part
ial d
ispo
sal o
uisit
ions
of
affi
liate
d co
nies
r aq
mpa
- - - - - - 39,0
65
39,0
65
- 39,0
65
134
,197
173
,262
Acq
uisit
ion
of s
ubs
idia
ries
- - - - - - - - - - 25,8
87,8
26
25,8
87,8
26
Bala
t 30
Jun
e 20
16 R
ted
esta
nce
as a
2,00
0,00
0,00
0
(115
)
,587
,743
244
,211
,592
2,30
9,45
7
681
,941
22,3
13,0
00
(498
)
,738
,033
(229
)
,222
,043
76,2
76,1
39
1,73
1,46
6,35
3
160
,409
,558
1,89
1,87
5,91
1
Bala
t 1 J
201
7
nce
as a
anu
ary
2,00
0,00
0,00
0
(114
)
,738
,086
244
,211
,592
3,84
5,88
9
1,94
8,40
5
22,3
13,0
00
(478
)
,988
,441
(206
)
,669
,555
215
,073
,949
1,89
3,66
6,30
8
169
,040
,186
2,06
2,70
6,49
4
al c
e fo
r th
riod
Tot
nsiv
e in
om
pree
com
e pe
- - - (516
)
,987
(4,3
27)
87,4
- (13,
)
949
,834
(18,
)
854
,248
72,8
92,5
86
54,0
38,3
38
4,69
1,19
1
58,7
29,5
29
of c
olid
ated
fit o
f 20
App
riat
ion
16
net
rop
ons
pro
nsfe
leg
al re
nd r
ned
Tra
etai
ning
r to
serv
es a
ear
s
- - 3,06
5,01
1
- - - 212
,008
,938
215
,073
,949
(215
)
,073
,949
- - -
Divi
den
ds d
istri
bute
d
- - - - - - (75,
)
796
,304
(75,
)
796
,304
- (75,
)
796
,304
(3,5
76)
20,5
(79,
)
316
,880
Dist
ribu
tion
of
inve
inco
fund
stm
ent
me
- - - - - - - - - - (65,
)
959
(65,
)
959
Obl
igat
ion
fulf
ield
by
sha
ttrib
utio
loye
n to
re a
em
p
es
- - - - - - (902
,902
)
(902
,902
)
- (902
,902
)
1,16
5
(901
,737
)
ial c
ella
of
h Se
ttle
d Eq
(No
6)
Part
tion
Cas
uity
Sw
te 1
anc
ap
- 5,48
8,53
8
- - - - (577
)
,419
(577
)
,419
- 4,91
1,11
9
- 4,91
1,11
9
han
bsid
Perc
ge i
iarie
enta
ge c
n su
s
- - - - - - 836
,585
836
,585
- 836
,585
(980
)
,014
(143
)
,429
of s
ubs
idia
Acq
uisit
ion
ries
- - - - - - - - - - 1,46
1,56
9
1,46
1,56
9
Cha
olid
etho
d
in c
atio
nge
ons
n m
- - - - - - - - - - (13,
)
440
,828
(13,
)
440
,828
Bala
t 30
Jun
e 20
17
nce
as a
2,00
0,00
0,00
0
(109
,249
,548
)
247
,276
,603
3,32
8,90
2
(2,4
39,0
22)
22,3
13,0
00
(357
,369
,377
)
(86,
889
,894
)
72,8
92,5
86
1,87
6,75
3,14
4
157
,186
,734
2,03
3,93
9,87
8

The accompanying notes are part of these condensed consolidated financial statements.

CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE PERIOD ENDED 30 JUNE 2017 AND 2016

(Amounts expressed in euro) Notes nd Quarter 2017
2
2nd Quarter 2016 30 June 2017 30 June 2016
Restated
OPERATING ACTIVITIES
Net cash flow from operating activities (1) 62,082,553 3,622,953 (48,271,310) (164,156,683)
INVESTMENT ACTIVITIES
Cash receipts arising from:
Investments 12 - 83,186,984 21,009,032 83,186,984
Tangible and Intangible assets 7 843,906 423,661 2,217,249 230,165,372
Interests and similar income 19,860 561,867 501,532 1,076,239
Loans granted 900 1,535 1,500 1,535
Dividends 46,533,243 34,763,574 46,533,243 34,765,188
Others 17,302,750 5,835,264 29,771,285 6,935,697
64,700,659 124,772,885 100,033,841 356,131,015
Cash Payments arising from:
Investments (2,192,575) (65,264,916) (2,194,825) (65,638,931)
Tangible and Intangible assets (54,569,654) (69,962,283) (138,785,088) (139,434,621)
Loans granted (1,495,421) - (1,982,464) -
Others (3,493,652) (193,928) (12,387,366) (382,808)
(61,751,302) (135,421,127) (155,349,743) (205,456,360)
Net cash used in investment activities (2) 2,949,357 (10,648,242) (55,315,902) 150,674,655
FINANCING ACTIVITIES
Cash receipts arising from:
Investments 46,507 3,468,144 584,007 3,641,405
Loans obtained 2,192,525,224 1,989,569,995 3,886,068,094 3,940,962,527
Others - 290,443 - 296,059
2,192,571,731 1,993,328,582 3,886,652,101 3,944,899,991
Cash Payments arising from:
Investments (2,777,009) (2,802,437) (4,147,406) (2,802,437)
Loans obtained (2,167,308,124) (1,938,552,284) (3,738,560,755) (3,885,451,822)
Interests and similar charges (8,328,154) (14,528,870) (12,903,477) (22,108,639)
Dividends (83,631,331) (2,329,498) (83,631,331) (2,329,498)
Others - (212,683) (303,134) (715,169)
(2,262,044,618) (1,958,425,772) (3,839,546,103) (3,913,407,565)
Net cash used in financing activities (3) (69,472,887) 34,902,810 47,105,998 31,492,426
Net increase in cash and cash equivalents (4) = (1) + (2) + (3) (4,440,977) 27,877,521 (56,481,214) 18,010,398
Effect of foreign exchange rate 353,314 (568,312) 245,482 (428,069)
Effect of discontinued operations 4.1 (11,088,316) - (11,088,316) -
Cash and cash equivalents at the beginning of the period 14 271,257,822 260,133,097 323,190,227 270,140,463
Cash and cash equivalents at the end of the period 14 255,375,215 288,578,930 255,375,215 288,578,930

The accompanying notes are part of these condensed financial statements.

SONAE, SGPS, SA

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 30 JUNE 2017

(Translation of consolidated financial statements originally issued in Portuguese. In case of discrepancy the Portuguese version prevails)

(Amounts expressed in euro)

1 INTRODUCTION

SONAE, SGPS, SA ("Sonae Holding") has its head-office at Lugar do Espido, Via Norte, Apartado 1011, 4470- 909 Maia, Portugal, and is the parent company of a group of companies, as detailed in Notes 32 and 33 the Sonae Group ("Sonae"). Sonae's operations and operating segments are described in Note 5.

2 PRINCIPAL ACCOUNTING POLICIES

The accounting policies adopted are consistent with those described in the file of annual financial statements for the year ended 31 December 2016.

2.1 Basis of preparations

The accompanying consolidated financial statements have been prepared in accordance with International Financial Reporting Standards ("IFRS") as adopted by the European Union, issued by the International Accounting Standards Board ("IASB"), and interpretations issued by the IFRS Interpretations Committee ("IFRIC") or by the previous Standing Interpretations Committee ("SIC"), as adopted by the European Union as from the consolidated financial statements issuance date.

Interim financial statements are presented quarterly, in accordance with IAS 34 – "Interim Financial Reporting".

The accompanying condensed consolidated financial statements have been prepared from the books and accounting records of the company and subsidiaries, adjusted in the consolidation process, on a going concern basis and under the historical cost convention, except for some financial instruments and properties investments which are stated at fair value.

New accounting standards and their impact on the consolidated financial statements:

The following standards, interpretations, amendments and revisions were endorsed by the European Union and have mandatory application in future economic exercises:

Effective date (for
financial years
beginning on or
With mandatory application after 2017: after)

IFRS 9 - Financial instruments (establishes the new requirements regarding the classification and measurement of financial assets and liabilities, the methodology for calculating impairment and for the application of hedge accounting rules) 01 jan 2018

IFRS 15 - Revenue from contracts with customers (introduces a principles-based revenue recognition framework based on a template to be applied to all contracts with customers) 01 jan 2018

The Group did not proceed to earlier adoption of any of these standards on the financial statements for the period ended on the 30 June 2017, since their application is not yet mandatory. The impacts of the above mentioned standards are being analysed by the Group.

The following standards, interpretations, amendments and revisions haven't been, until the date of approval of these financial statements, endorsed by the European Union:

With mandatory appliction after 2017: Effective Date (for
financial years
beginning on or
after)
IFRS 16 –
Leases -
(recognition and measurement principles)
01 jan 2019
IFRS 17 –
Insurance contracts
01 jan 2021
IFRS 10 and IAS 28 (amendment) -
(eliminate the conflict between the standards,
related to the sale or contribution of assets between the investor and the
associated or between the investor and the joint venture)
To be defined
IAS 12 (amendment) -
Income taxes (clarify the conditions for recognition and
measurement of tax assets resulting from unrealized losses)
01 jan 2017
IAS 7 (amendment) -
Statement of cash flows (introducing additional disclosures
related to cash flows from financing activities)
01 jan 2017

IFRS 15 (amendment) - Revenue from contracts with customers (various clarifications are introduced in the standard to eliminate the possibility of divergent interpretations of various topics) 01 jan 2018

IFRS 2 (amendment) - Share-based payments (various clarifications are included in the standard relating to the recording of cash-settled share-based payment transactions, (ii) recording changes to share-based payment transactions (Of net settled to equity settlement), (iii) the classification of transactions with net settlement characteristics) 01 jan 2018

IFRS 4 (amendment) - Insurance contracts (provides guidance on the application of IFRS 4 in together with IFRS 9) 01 jan 2018

IFRS 40 (amendment) - Investment properties (clarify that the change in classification from or to investment property should only be made when there is evidence of a change in the use of the asset) 01 jan 2018

Annual Improvements to IFRS (cycle 2014-2016) 01 jan 2017 and 01 jan 2018

IFRIC 22 - Transactions in foreign currency and advances (establish the date of the initial recognition of the advance or deferred income as the date of the transaction for determining the exchange rate of the recognition of the revenue) 01 jan 2018

IFRIC 23 – Uncertainly over income tax treatments (clarifies the accounting for uncertainties in income taxes). 01 jan 2019

The Group did not proceed to earlier adoption of any of these standards on the financial statements for the period ended on the 30 June 2017, since their application is not mandatory, lying in the process of analyzing expected effects of those standards that, with exception of IFRS 16 are not expected to reflect significant impacts.

3 RESTATEMENT OF FINANCIAL STATMENT

During the period ended on 30 June 2017, Sonae sold 1,773 shares of MDS, SGPS, SA, passing the holding percentage to 50%, and altered the shareholder agreement, losing control of that subsidiary and becoming a joint venture. Due to this fact, the income statement for the period ended on 30 June 2016 was restated, with all the activity of this subsidiary and its subsidiaries going under the heading 'Discontinued operations', see impact in Note 4.1.

The Losan Group is a multinational group with its the parent company based in Spain, it specializes in the wholesale business of children's wear. This acquisition was aimed to improve skills in the supply chain and to strengthen international capacity expansion of Sonae through wholesale channels. These companies were incorporated in the consolidated financial statements as at 31 December 2015, date from which Sonae began to exercise control over its activities.

IVN – Serviços Partilhados, SA holds the brand Salsa which is a Portuguese brand of jeanswear of international renown, recognized for its entrepreneurial spirit and the development of innovative products. Being a truly international company, its products can be found in about 2,000 points of sale in 32 countries.

Following the acquisition of these companies, a preliminary assessment was made regarding the fair value of the assets acquired and the liabilities assumed. The fair value was determined through various valuation methodologies for each type of asset or liability, based on the best information available. The main adjustments to fair value made under this process were:

  • (i) Wholesale customer portfolio (+13.1 million euro in Losan + 35.5 million euro in Salsa), valued based on the discounted cash-flow methodology, using discount rates based on the weighted average cost of the segment's capital (11%), where Companies are included and considering an average retention rate of customers of 84% based on historical data, for Losan and 9.4% for wholesale Salsa's customers. These portfolios will be amortized on a straight-line basis based on the estimated average retention period of customers (10 years);
  • (ii) Losan brand (+11.6 million euros), valued based on the released royalty methodology and for which no defined life was identified;
  • (iii) Salsa brand (+51 million euro) was valued based on the methodology of the released royalties, using for this purpose the discount rates based on weighted average cost of capital of the segment where the companies fall (11%) and a royalty rate of 4%, and for which was not estimated a defined useful life;
  • (iv) Real estate assets in Salsa (+15.8 million euro) were valued based on a preliminary external valuation of the mentioned assets, which had been obtained prior to the acquisition, the new evaluation process was completed in 31 may 2017; and;
  • (v) contingent liabilities in Salsa relating to present obligations in the amount of 6 million euro, over which there were also recognized indemnifying assets as contractually supported;
  • (vi) Contingent liabilities in Losan relating to present liabilities amounting to 0.9 million euro.

For the remaining assets and liabilities, no significant differences were identified between the fair value and the respective book value. As usually happens in the concentrations of business activities also in this operation could not be assigned, in accounting terms, the fair value of identifiable assets and liabilities assumed part of the cost of acquisition, being that component recognized as goodwill and recorded under the caption Intangible Assets.

The above valuations correspond to Level 3 of Fair Value, in accordance with IFRS 13.

As these acquisitions occurred at the end of the year 2015 and on June 30, 2016, for Losan and Salsa respectively, only at the end of 2016, in the case of Losan and during the first half of 2017 in the case of Salsa, was it possible to complete the fair value calculation exercise and Goodwill calculation.

The impact of these evaluations in the consolidated financial statements as at 30 June 2016 was as follows:

30 Jun 2016
Before the Adjustments to fair value After the
restatement Losan Salsa restatement
Assets
Tangible and intagible assets 1,810,574 24,363 99,064 1,934,001
Goodwill 796,055 (18,960) (122,451) 654,644
Investments 1,243,691 - - 1,243,691
Deferred tax assets 67,609 225 1,267 69,101
Other non-current assets 32,742 - 2,464 35,206
Non-current assets 3,950,671 5,628 (19,656) 3,936,643
Current assets -
Inventories 653,929 - (1,187) 652,742
Trade account receivables 114,100 (400) (275) 113,425
Other debtors 299,793 1,417 448 301,658
Investments 1,848 - - 1,848
Cash and cash equivalents 329,208 - - 329,208
Current assets 1,398,878 1,017 (1,014) 1,398,881
Total assets 5,349,549 6,645 (20,670) 5,335,524
Liabilities -
Borrowings 1,362,272 - - 1,362,272
Other non-current liabilities 38,125 - - 38,125
Deferred tax liabilities 68,087 5,991 20,496 94,574
Provisions 38,969 900 5,078 44,947
Non-current liabilities 1,507,453 6,891 25,574 1,539,918
Borrowings 364,428 - - 364,428
Trade creditors and other current liabilities 1,538,344 - 958 1,539,302
Total current liabilities 1,902,771 - 958 1,903,729
Total liabilities 3,410,225 6,891 26,532 3,443,648
Shareholders' funds excluding non-controlling interests 1,731,713 (246) - 1,731,467
Non-controlling interests 207,612 - (47,202) 160,410
Total shareholders' funds 1,939,324 (246) (47,202) 1,891,876
Total shareholders' funds and liabilities 5,349,549 6,645 (20,670) 5,335,524

On 31 May 2017, an external evaluation was made to a group of properties of Salsa based on the market value, resulting in a reduction of the fair value calculated on December 31, 2016 in the amount of 4,384,000 euro.

The impact of this valuation in the statement of financial position as at 31 December 2016 can be analysed as follows:

31 Dec 2016
Amounts in thousands of euro Before the
restatement
Adjustments
to fair value
Salsa
After the
restatement
Assets
Tangible and intagible assets 1,986,857 (4,384) 1,982,473
Goodwill 653,753 1,732 655,484
Investments 1,383,055 - 1,383,055
Deferred tax assets 61,361 - 61,361
Other non-current assets 19,227 - 19,227
Non-current assets 4,104,253 (2,652) 4,101,601
Current assets
Inventories 696,298 - 696,298
Trade account receivables 116,004 - 116,004
Other debtors 250,921 - 250,921
Investments 4,369 - 4,369
Cash and cash equivalents 340,920 - 340,920
Current assets 1,408,512 - 1,408,512
Non-current assets held for sale - - -
Total assets 5,512,766 (2,652) 5,510,113
Liabilities
Borrowings 1,209,828 - 1,209,828
Other non-current liabilities 21,557 - 21,557
Deferred tax liabilities 114,371 (921) 113,450
Provisions 25,848 - 25,848
Non-current liabilities 1,371,604 (921) 1,370,683
Borrowings 361,212 - 361,212
Trade creditors and other current liabilities 1,715,511 - 1,715,511
Total current liabilities 2,076,723 - 2,076,723
Total liabilities 3,448,327 (921) 3,447,407
Shareholders' funds excluding non-controlling interests 1,893,666 - 1,893,666
Non-controlling interests 170,772 (1,732) 169,040
Total shareholders' funds 2,064,438 (1,732) 2,062,706
Total shareholders' funds and liabilities 5,512,766 (2,652) 5,510,113

SONAE – 1H17 RESULTS

The impact in the consolidated statement of income, the adjustments in Losan and Salsa for fair value as well as the reclassification of the activity of MDS, SGPS, S.A. for discontinued operations, as at 30 June 2016 can be analysed as follows:

30 Jun 2016
Amounts in thousands of euro Before the
restatement
Adjustments to
fair value
Losan
Discontinued
operations
MDS SGPS,S.A.
After the
restatement
Sales 2,327,072 - - 2,327,072
Services rendered 104,332 - (21,415) 82,917
Income or expenses related to investments 1,852 - (66) 1,786
Gains and losses on investments recorded at fair value through profit or loss (6,319) - - (6,319)
Financial income 2,100 - (82) 2,017
Other income 409,526 - (355) 409,170
Cost of good sold and materials consumed (1,951,511) - - (1,951,511)
Changes in stocks of finished goods 440 - - 440
External supplies and service (335,307) - 7,907 (327,400)
Staff costs (357,624) - 8,372 (349,252)
Depreciation and amortisation (87,062) (328) 1,837 (85,553)
Provisions and impairment losses (8,222) - 22 (8,201)
Financial expenses (27,729) - 798 (26,930)
Other expenses (32,713) - 706 (32,007)
Gains or losses related to joint ventures and associated undertaking 39,227 - 93 39,320
Profit (loss) from continuing operations, before taxation 78,061 (328) (2,183) 75,550
Taxation (647) 82 (42) (607)
Consolidated profit (loss) for the period from continuing operations 77,414 (246) (2,225) 74,943
Profit/(Loss) from discountinuing operations, after taxation - - 2,225 2,225
Consolidated profit /(loss) for the period 77,414 (246) - 77,168
Attributable to equity holders of the Parent Company:
Continuing operations 76,522 (246) (1,113) 75,164
Discontinued operations - - 1,113 1,113
76,522 (246) - 76,276
Atribuível a Interesses sem controlo:Attributable to non-controlling interests
Continuing operations 892 - (1,112) (220)
Discontinued operations - - 1,112 1,112
892 - - 892

4 CHANGES IN CONSOLIDATION PERIMETER

4.1 Loss of control of the MDS, SGPS, S.A.

During the period ended at 30 June 2017, Sonae and IPLF Holding signed an agreement for the disposal of shares of MDS, SGPS, SA, resulting in a change in the shareholder agreement and in the loss of control of that subsidiary and becoming a joint venture. According to predicted by IFRS 5, changes were made in the Consolidated Statements of Income by nature for the years ended at 30 June 2016 (Note 3) and 2017 to reflect in a single line (Net income for discontinued operations), in the face of Statement of profit or loss, after-tax profit or loss from discontinued operations.

Discontinued operations include the following companies:

Percentage of share capital held
At disposal date
COMPANY Head Office Direct Total
Sonae IM
Accive Insurance – Corretor de Seguros, SA Porto (Portugal) 70.00% 35.01%
Herco Consultoria de Risco e Corretora de Seguros, Ltda Santa Catarina (Brazil) 100.00% 50.01%
Herco, Consultoria de Risco, SA Maia (Portugal) 100.00% 50.01%
HighDome PCC Limited La Valletta (Malta) 100.00% 50.01%
Iberosegur – Sociedade Ibérica de Mediação de Seguros, Lda Porto (Portugal) 100.00% 50.01%
Larim Corretora de Resseguros Ltda Rio de Janeiro (Brazil) 99.99% 50.01%
Lazam/mds Correctora Ltda São Paulo (Brazil) 100.00% 50.01%
MDS África, SGPS, SA Porto (Portugal) 50.00% 25.05%
MDS - Corretor de Seguros, SA Porto (Portugal) 100.00% 50.01%
MDS Auto - Mediação de Seguros, SA Porto (Portugal) 50.01% 25.01%
MDS Malta Holding Limited La Valletta (Malta) 100.00% 50.01%
MDS RE – Mediador de resseguros, SGPS, SA Porto (Portugal) 100.00% 25.05%
MDS, SGPS, SA Maia (Portugal) 50.01% 50.01%
Moneris Seguros - Mediação de Seguros, Lda Oeiras (Portugal) 60.00% 30.01%
Brokerslink Management AG Zug (Suisse) 20.00% 20.00%
Filhet Allard España Correduria de Seguros S.L. Madrid (Spain) 35.00% 17.50%
Flexben, Lda Porto (Portugal) 45.00% 45.00%

The effects of these acquisitions in the consolidated financial statements can be analysed as follows:

Amounts in euro 30 Jun 2017 31 Dec 2016
Net assets
Tangible and intagible assets (Note 6 and 7) 14,553,810 17,388,374
Goodwill (Note 8) 28,139,765 30,128,657
Investments (Note 10 and 9.3) 9,044,138 8,995,262
Trade account receivables and other assets 21,435,618 8,010,414
Cash and cash equivalents 11,088,316 9,709,102
Borrowings (22,577,049) (24,239,583)
Trade creditors and other current liabilities (36,143,684) (21,843,103)
Total assets 25,540,914 28,149,123
Currency translation reserves (4,214,202) -
Non-controlling interests (Note 17) 13,440,828 -
Gain in operation 16,220,165 -
Financial investment retained at fair value 32,534,453 -
Amounts expressed in euro 30 Jun 2017 30 Jun 2016
Restated
(Note 3)
Services rendered 23,316,083 21,414,991
Other income 286,420 355,441
23,602,503 21,770,432
External supplies and services (8,635,591) (7,907,306)
Staff costs (9,474,688) (8,371,967)
Depreciation and amortisation (1,942,514) (1,837,475)
Provisions and impairment losses (377,687) (21,710)
Other expenses (964,320) (705,928)
2,207,703 2,926,046
Financial expense (497,689) (798,285)
Financial income 46,513 82,251
Income from Investments 3,637 65,755
Share of results of joint ventures and associetad companies 26,626 (92,941)
Profit/(Loss) before taxation 1,786,790 2,182,826
Taxation 103,874 41,742
Profit/(Loss) after taxation 1,890,664 2,224,568
Income or expenses related to loss control 16,220,165 -
Profit/(Loss) for period from discountinuing operations 18,110,829 2,224,568

Details of discontinued operations in the statement of cash flows can be analyzed as follows:

Cash flows for the period from discountinuing operations 30 jun 2017
Net cash flow from operating activities 6,906,899
Net cash used in investment activities (624,892)
Net cash used in financing activities (1,316,263)
Net increase in cash and cash equivalents 4,965,744

4.2 The major acquisitions of subsidiaries occurred in the period ended at 30 June 2017

The acquisitions of companies included in the full consolidation can be analyzed as follows:

Percentage of share capital held
At acquisition date
COMPANY Head Office Direct Total
Sonae Retail
BRIO-Prod. Agric.Biológica, SA Matosinhos (Portugal) 100.00% 100.00%
Go Well, S.A. Lisbon (Portugal) 51.00% 51.00%

Established in 2008, Brio is the first organic supermarket chain launched in Portugal, and explores six supermarkets specialized in organic food, all with convenience locations in the metropolitan area of Lisbon.

Go Well operates in 22 specialized restaurants in healthy food in Portugal, typically located in shopping centres, and has a variety of concepts such as grab&go, sushibar, freshly and breakfasts. Go Well operates exclusively through the brand "Go Natural".

These acquisitions will enable Sonae MC to accelerate its position in the strategic growth avenue of Health Wellness, particularly in the healthy food segment.

The effects of these acquisitions in the consolidated financial statements can be analysed as follows:

Retail
Amounts in euro At acquisition
date
30 Jun 2017
Net acquired assets
Tangible and intangible assets (Notes 6 and 7) 1,386,219 1,528,123
Inventories 586,950 548,829
Other assets 1,618,493 1,911,519
Cash and cash equivalents 431,553 397,658
Non recorrent loans (306,265) (157,319)
Other liabilities (3,448,730) (3,829,741)
Total net acquired assets 268,220 399,069
Goodwill (Note 8) 3,760,574
Non-controlling interests (Note 17) 1,461,569
Acquisition price 2,567,225
Effective cash paid
Future cash paid
2,567,225
-
Net cash flow resulting from the acquisition
Effective cash paid (2,567,225)
Cash and cash equivalents acquired 431,553
(2,135,672)
Retail
Since
Valores em euros acquisition 6 months
date
Sales and services 1,970,494 6,228,267
Other income - 106,182
Cost of sales (1,004,850) (3,148,523)
External supplies and services (448,546) (1,385,036)
Other expenses and losses (646,698) (2,041,662)
Net financial income (1,191) (11,838)
Income related to associated companies - (6,692)
Profit/loss before taxation (130,791) (259,302)
Taxation 138,979 139,646
Net Income 8,188 (119,656)

4.3 Impact resulting from fair value allocation to IVN Group as at 30 June 2016

The impact resulting from the imputation of fair value to the assets acquired and liabilities assumed in the acquisition of IVN Group in June 2016 is as follows:

Financial Position
before aquisition
Adjustments to
fair value
(Note 3)
Fair value 30 June 2016
11,448,715 12,593,828 24,042,543 11,448,715
2,477,264 86,470,000 88,947,264 2,477,264
21,955,255 (1,186,503) 20,768,752 21,955,255
1,691,120 1,267,477 2,958,597 1,691,120
17,073,717 172,540 17,246,257 17,073,717
7,501,069 - 7,501,069 7,501,069
(57,408,768) - (57,408,768) (57,408,768)
- (20,496,392) (20,496,392) -
(26,105,866) (6,035,603) (32,141,469) (26,105,866)
(21,367,494) 72,785,347 51,417,853 (21,367,494)
(122,451,396) 45,096,094 167,547,490
47,202,174 25,530,031 (73,090,000)
2,463,875 2,463,875 -
(72,785,347) 73,090,000 73,090,000
73,090,000 73,090,000
73,090,000 73,090,000
73,090,000 73,090,000
(7,501,069) (7,501,069)
65,588,931 65,588,931
Salsa

5 INFORMATION BY SEGMENTS

Sonae has in its portfolio five main segments: Sonae Retail, Sonae Sierra, NOS, Sonae IM and the Sonae FS.

• In Sonae Retail, the group has five segments:

  • Sonae MC is our food retail unit, operating 41 Continente hypermarkets, 129 Continente Modelo supermarkets, 83 convenience stores Bom Dia, 269 stores operated under franchise Meu Super and 204 parapharmacy Well´s;

  • Worten that is included in the top 3 of Iberian electronic players, counting on a portfolio of 230 physical stores in Iberia;

  • Sports and Fashion has a network of 376 own stores of sports and clothing products, combined with a franchise network of 142 stores;

  • Sonae RP is dedicated to optimizing the management of Sonae's retail real estate portfolio, mainly by stores that operate under the Continente brand and under other brands of Sonae;

  • Maxmat operates in the DIY, construction, bathroom and garden market with a network of 30 stores;

  • Sonae Sierra is the partnership dedicated to the activity of development and management of shopping centres.

  • NOS is the partnership that the Group holds through Zopt dedicated to telecommunications.
  • Sonae IM has an active portfolio management strategy, with the objective of building and managing a portfolio of technology-based companies related to retail and telecommunications.

• Sonae FS aims to boost retail financial services.

These operating segments have been identified taking into consideration that each of these segments have separate identifiable revenues and costs, separate financial information is produced, and its operating results are reviewed by management on which it makes decisions.

The list of Group companies and their businesses are detailed in Notes 32 and 33.

The main operating segment information as at 30 June 2017 and 2016 and 31 December 2016 can be detailed as follows:

30 Jun 2017 Turnover Depreciation
and
amortisation
Provisions and
impairment
losses
EBIT Financial
results (2)
Income tax (2)
Sonae MC 1,777,063,444 47,907,162 311,879 26,495,529 - -
Worten 435,108,454 13,087,323 752,191 (9,284,221) - -
Sports & Fashion 270,036,759 16,842,522 482,948 (19,772,709) - -
Sonae RP 45,826,136 12,148,826 - 27,841,175 - -
Maxmat 36,007,305 899,582 - 1,400,788 - -
Retail 2,564,042,098 90,885,415 1,547,018 26,680,562 (9,197,795) (6,792,337)
Sonae Sierra - - - 15,094,216 - -
NOS - - - 16,240,000 - -
Sonae IM 69,395,128 4,819,064 114,571 (2,481,484) (116,215) (1,613,827)
Sonae FS 11,105,593 247,309 - 536,720 (38) (369,137)
Other, eliminations and adjustments (42,013,656) 682,596 (79,650) (12,523,562) (8,468,901) (8,001,884)
Total consolidated 2,602,529,163 96,634,384 1,581,939 43,546,452 (17,782,949) (16,777,185)
30 Jun 2016 Restated Turnover Depreciation
and
amortisation
Provisions and
impairment
losses
EBIT Financial
results (2)
Income tax (2)
Sonae MC 1,691,397,582 44,300,200 381,800 29,046,173 - -
Worten 404,447,822 12,253,954 338,661 (13,415,571) - -
Sports & Fashion 209,581,097 11,465,252 475,795 (25,329,548) - -
Sonae RP 46,861,403 11,822,963 6,536,987 85,942,172 - -
Maxmat 33,151,608 986,141 - 879,289 - -
Retail 2,385,439,512 80,828,510 7,733,243 77,122,515 (12,980,256) 10,786,551
Sonae Sierra - - - 13,414,755 - -
NOS - - - 10,214,490 - -
Sonae IM 60,622,219 3,919,434 464,029 (2,263,943) (626,580) (1,468,857)
Sonae FS 7,960,380 233,811 - (1,466,317) (707) (575,784)
Other, eliminations and adjustments (44,032,882) 571,458 3,348 (5,461,322) (11,305,475) (8,135,110)
Total consolidated 2,409,989,229 85,553,213 8,200,620 91,560,178 (24,913,018) 606,800
Net debt (2)
30 Jun 2017 31 Dec 2016
Restated
Sonae Retail 861,720,849 675,852,425
Sonae IM 43,469,554 38,424,321
Holding (1) 513,584,439 500,726,313
Total consolidated 1,418,774,842 1,215,003,059

1) Includes Sonae separate financial statements;

2) These captions are accompanied by Management in more aggregated form, and not allocated to individual operating segments identified above.

Investment (CAPEX) Net invested capital
30 Jun 2017 30 Jun 2016
Restated
30 Jun 2017 31 Dec 2016
Restated
Sonae Retail
Sonae MC 67,200,415 68,722,378 747,003,152 629,840,098
Worten 13,121,331 12,878,999 (4,868,263) (65,635,006)
Sports & Fashion 16,000,652 88,660,269 381,854,203 368,127,330
Sonae RP 16,294,499 27,703,011 914,354,725 930,735,887
Maxmat 519,809 360,532 34,858,076 33,050,597
Sonae IM 5,460,000 5,500,591 145,007,635 143,443,838
Sonae FS 234,566 170,907 2,369,752 3,503,912
Other, eliminations and adjustments 1,990,024 4,078,879 1,232,135,458 1,236,374,594
Total consolidated 120,821,296 208,075,566 3,452,714,738 3,279,441,250

The intra-groups of the turnover can be analyzed by following:

Turnover 30 Jun 2017
Inter-segment
30 Jun 2016
Restated
Inter-segment
Sonae Retail
Sonae MC (1,045,733) (884,845)
Worten (2,802,347) (2,052,779)
Sports and Fashion (14,722,017) (12,852,894)
Sonae RP (41,399,492) (41,554,351)
Sonae IM (9,751,470) (8,077,123)
Other, eliminations and adjustments (211,953) (205,065)
Total consolidated (69,933,012) (65,627,057)

The caption "Others, eliminations and adjustments" can be analyzed as follows:

Turnover EBIT
30 Jun 2017 30 Jun 2016
Restated
30 Jun 2017 30 Jun 2016
Restated
Inter-segment intra-groups (69,933,012) (65,627,058) - -
Contributions of entities not included in
the segments
27,919,356 21,594,176 (5,801,781) (3,437,999)
Others - - (6,721,781) (2,023,323)
Other, eliminations and adjustments (42,013,656) (44,032,882) (12,523,561) (5,461,322)
Investment Invested capital
30 Jun 2017 30 Jun 2016
30 Jun 2017
Restated
31 dez 2016
Restated
Inter-segment intra-groups and contributions of entities
non-individualized entities as segments
1,990,024 4,078,879 9,632,809 12,334,224
Investments in joint ventures and associated companies - - 1,314,889,573 1,293,795,248
Other investments - - 9,944,258 17,966,231
Cash settled equity swap (3) - - (102,331,181) (87,721,109)
1,990,024 4,078,879 1,232,135,459 1,236,374,594

3) Financial Instrument reported in Note 16.

All performance measures are reconciled to the financial statements in note 29.

Glossary:

Net Invested capital = Total net debt + total shareholder funds

Net debt = Bonds + bank loans + other loans + shareholder loans + financial leases - cash, bank deposits,current investments, excluding the participation of 2.14% in NOS, and other long term financial applications;

Other, eliminations and adjustments = Intra-groups + consolidation adjustments + contributions from other companies not included in the disclosed segments as they do not fit in any reportable segment, ie in addition to Sonae SGPS, the companies identified as "Other" in Note 32 are included;

Investments (CAPEX) = Gross investment in tangible and intangible assets and investments in acquisitions.

6 TANGIBLE ASSETS

During the six-month period ended 30 June 2017 and 2016, the movements in tangible assets as well as accumulated depreciation and impairment losses are made up as follows:

Others Tangible Total
Land and Plant and tangible assets tangible
buildings machinery assets in progress assets
Gross assets:
Opening balance as at 1 January 2017 1,371,092,975 1,438,240,754 217,886,293 30,984,493 3,058,204,515
Purchase price allocation (Note 3) (4,384,000) - - - (4,384,000)
Opening balance as at 1 January 2017 Restated 1,366,708,975 1,438,240,754 217,886,293 30,984,493 3,053,820,515
Transfers to "Discontinued operations" (Note 4.1) (489,027) (2,829,332) (3,965,896) (566,767) (7,851,022)
Investment 4,812,251 1,447,378 1,166,894 81,516,712 88,943,235
Acquisitions of subsidiaries (Note 4.2) 1,443,695 2,624,130 450,095 - 4,517,920
Disposals - (29,238,703) (4,156,671) (1,200,674) (34,596,048)
Exchange rate effect (45,423) (64,364) (382,251) (12,278) (504,316)
Transfers 7,622,692 61,221,425 7,417,003 (78,504,363) (2,243,243)
Closing balance as at 30 June 2017 1,380,053,163 1,471,401,288 218,415,467 32,217,123 3,102,087,041
Accumulated depreciation and impairment losses
Opening balance as at 1 January 2017 397,973,790 881,497,880 166,152,543 110,824 1,445,735,037
Transfers to "Discontinued operations" (Note 4.1) (226,791) (1,777,593) (3,212,180) - (5,216,564)
Depreciation of the period 11,106,205 55,090,433 9,115,042 - 75,311,680
Acquisitions of subsidiaries (Note 4.2) 1,163,331 1,526,940 507,759 - 3,198,030
Disposals - (26,346,008) (3,882,466) - (30,228,474)
Exchange rate effect (30,826) (31,619) (290,408) - (352,853)
Transfers (34,949) (40,186) (580,181) - (655,316)
Closing balance as at 30 June 2017 409,950,760 909,919,847 167,810,109 110,824 1,487,791,540
Carrying amount as at 30 June 2017 970,102,403 561,481,441 50,605,358 32,106,299 1,614,295,501

The investment in the period ended 30 June 2017 and 2016 includes mainly the acquisition of assets of approximately 88.1 million euro (111.3 million euro as at 30 June 2016), associated with the opening and remodeling of stores of Sonae retail operating segments.

During the period ended 30 June 2016, several sale and leaseback transactions were accounted for by the Group. The accounting values of the disposed assets, approximately, 170.1 million euro, correspond to 16 real estate food retail assets located in Portugal and 3 Worten stores in Spain. These operations resulted in a cash inflow of 230 million euro and generated a net capital gain of approximately, 63.1 million euro (Note 26).

The most significant values under the caption "Tangible assets in progress" refer to the following projects:

30 Jun 2017 30 Jun 2016
Refurbishment and expansion of stores in the retail businesses
located in Portugal
28,051,888 20,170,106
Refurbishment and expansion of stores in the retail businesses
located in Spain
763,790 1,921,489
Projects of "Continente" stores for which advance payments
were made
1,196,000 1,206,600
Others 2,094,621 2,926,864
32,106,299 26,225,059

The caption "Impairment losses for tangible assets" can be detailed as follows:

Land and
buildings
Plant and
machinery
Others
tangible assets
Total tangible
assets
Impairment losses
Opening balance as at 1 january 2017 90,436,703 28,067,641 595,877 119,100,221
Acquisition of subsidiary - - 169,244 169,244
Disposals - (3,141,936) (50,633) (3,192,569)
Transfers 3,945 155,593 (208,448) (48,910)
Closing balance as at 30 June 2017 (Note 23) 90,440,648 25,081,298 506,040 116,027,986

7 INTANGIBLE ASSETS

During the six-month period ended 30 June 2017 and 2016, the movement occurred in intangible assets and in the corresponding accumulated amortisation and impairment losses, was as follows:

Patents Others Intangible Total
and other intangible assets intangible
similar rights assets in progress assets
Gross assets:
Opening balance as at 1 January 2017 181,013,190 493,383,747 28,060,990 702,457,927
Discontinued operations (Note 4.1) (1,991,644) (34,165,793) (103,663) (36,261,100)
Investment 23,152 419,036 25,351,158 25,793,346
Acquisitions of subsidiaries (Note 4.2) 13,500 138,687 - 152,187
Disposals (108,975) (321,635) (721,130) (1,151,740)
Exchange rate effect (507,402) (2,976,699) (23,462) (3,507,563)
Transfers 123,314 13,519,038 (14,084,809) (442,457)
Closing balance as at 30 June 2017 178,565,135 469,996,381 38,479,084 687,040,600
Accumulated depreciation and impairment losses
Opening balance as at 1 January 2017 40,763,712 288,184,727 - 328,948,439
Discontinued operations (Note 4.1) (1,098,292) (24,111,717) - (25,210,009)
Depreciation of the period 1,301,999 21,952,219 - 23,254,218
Acquisitions of subsidiaries (Note 4.2) 6,222 79,636 - 85,858
Impairment losses of the period - 382,139 - 382,139
Disposals (64,434) (565,863) - (630,297)
Exchange rate effect (480,311) (1,938,973) - (2,419,284)
Transfers 8,556 (153,987) - (145,431)
Closing balance as at 30 June 2017 40,437,452 283,828,181 - 324,265,633
Carrying amount as at 30 June 2017 138,127,683 186,168,200 38,479,084 362,774,967
Patents Others Intangible Total
other similar intangible assets intangible
rights assets in progress assets
Gross assets:
Opening balance as at 1 January 2016 117,792,364 381,046,154 30,117,801 528,956,319
Purchase price allocation (Note 3) 11,559,000 13,132,000 - 24,691,000
Opening balance as at 1 January 2016 Restated 129,351,364 394,178,154 30,117,801 553,647,319
Investment 74,899 1,079,096 20,014,068 21,168,063
Acquisitions of subsidiaries (Note 4.3) 51,009,400 41,316,464 99,731 92,425,595
Disposals (94,666) (56,286) (145,743) (296,695)
Exchange rate effect (104,413) 4,150,224 (37,990) 4,007,821
Transfers 128,911 16,221,129 (16,914,740) (564,700)
Closing balance as at 30 June 2016 Restated 180,365,495 456,888,781 33,133,127 670,387,403
Accumulated depreciation and impairment losses
Opening balance as at 1 January 2016 38,817,721 245,688,249 - 284,505,970
Purchase price allocation (Note 3) - 328,300 - 328,300
Opening balance as at 1 January 2016 Restated 38,817,721 246,016,549 - 284,834,270
Depreciation of the period 676,708 16,442,393 - 17,119,101
Acquisitions of subsidiaries (Note 4.3) - 3,478,219 - 3,478,219
Disposals (94,666) 844 - (93,822)
Exchange rate effect (88,323) 2,482,876 - 2,394,553
Transfers (47) 37,313 - 37,266
Closing balance as at 30 June 2016 Restated 39,311,393 268,458,194 - 307,769,587
Carrying amount as at 30 June 2016 Restated 141,054,102 188,430,587 33,133,127 362,617,816

8 GOODWILL

Goodwill is allocated to each operating segment and within each segment to each of the homogeneous groups of cash generating units as follows:

  • Sonae Retail - Goodwill is allocated to each operating business segment, Sonae MC, Worten and Sports & Fashion, being afterwards distributed by each homogenous group of cash generating units, namely to each insignia within each segment and country, distributed by country and each of the properties in case of operating segment Sonae RP;

  • Sonae IM - Goodwill at 30 June 2017 in this segment is related to the Technology business;

  • Others - As at 31 December 2016, includes the insurance business including amounts generated prior to the adoption of IFRS and supported by the valuation of the customer portfolio (Portugal) as well as the one generated by the subsequent merger operation (Brazil) in 2016, but on 30 June 2017 this business was considered as discontinued operations (notes 3 and 4.1).

As at 30 June 2017 and 2016, the caption "Goodwill" was made up as follows by insignia and country:

30 Jun 2017
Portugal Spain Brazil Other countries Total
482,067,936 - - - 482,067,936
65,283,532 - - - 65,283,532
64,790,425 341,314 - - 65,131,739
2,651,846 - - - 2,651,846
2,686,758 - 7,090 11,359,846 14,053,694
- - - - -
617,480,497 341,314 7,090 11,359,846 629,188,747
31 Dec 2016 Restated
Insignia Portugal Spain Brazil Other countries Total
Sonae Retail
Sonae MC 478,307,362 - - - 478,307,362
Worten 65,283,532 - - - 65,283,532
Sports & Fashion 64,790,425 95,497 - - 64,885,922
Sonae RP 2,651,846 - - - 2,651,846
Sonae IM
Technology 2,686,758 - 7,090 11,533,124 14,226,972
Others
MDS 8,363,810 - 21,764,904 - 30,128,714
622,083,733 95,497 21,771,994 11,533,124 655,484,348

During the six-month period ended in 30 June 2017 and 2016, movements occurred in goodwill as well as in the corresponding impairment losses, are as follows:

30 Jun 2017 30 Jun 2016
Restated
Gross value:
Opening balance 669,955,930 639,617,793
Purchase price allocation (Note 3) 1,731,680 (18,960,060)
Opening balance Restated 671,687,610 620,657,733
Discontinued operations (Note 4.1) (33,674,270) -
Re-allocation of Goodwill (Note 4.2 and 4.3) 3,760,574 47,003,908
Other variations 245,817 (948,478)
Currency translation (2,168,291) 3,638,595
Closing balance 639,851,440 670,351,758
Accumulated impairment losses:
Opening balance 16,203,262 15,074,024
Discontinued operations (Note 4.1) (5,534,505) -
Currency translation (6,064) (205,615)
Closing balance 10,662,693 14,868,409
Carrying amount 629,188,747 655,483,349

9 JOINT VENTURES AND ASSOCIATED COMPANIES

9.1 Detail of book value of Investment in joint ventures and associates

The value of investments in joint ventures and associates can be analyzed as follows:

COMPANY 30 Jun 2017 31 Dec 2016
Sonae Sierra
Sonae Sierra SGPS, SA (consolidated) 586,166,031 605,762,434
ZOPT (NOS)
ZOPT, SGPS, S.A. (consolidated) 684,403,671 676,799,309
Sonae Retail
1)
Sohi Meat Solutions - Distribuição de Carnes, SA
2,305,240 -
Sonae IM
Intelligent Big Data, S.L. - -
Others - -
MDS SGPS, S.A.
2)
32,534,453 -
Unipress - Centro Gráfico, Lda 563,977 588,925
SIRS - Sociedade Independente de Radiodifusão Sonora, S.A. 17,829 -
Investments in joint ventures 1,305,991,201 1,283,150,668
Sonae Retail
Sempre a Postos - Produtos Alimentares e Utilidades, Lda 782,012 1,338,322
S2 Mozambique, SA 1,646,907 1,406,710
Ulabox, S.L. 3,374,583 3,817,381
Sonae IM
Armilar Venture Partners - Sociedade de Capital de Risco, SA 1 1
Fundo de Capital de Risco Armilar Venture Partners II 35,138,898 35,416,004
Fundo de Capital de Risco Armilar Venture Partners III 26,472,466 26,173,814
Fundo de Capital de Risco Espirito Santo Ventures Inovação e
Internacionalização
7,217,620 6,885,820
MOVVO, S.A. 2,773,002 2,793,649
Others
APOR - Agência para a Modernização do Porto, S.A. 321,868 323,193
Brokerslink Management AG
2)
- 124,834
Flexben, Lda
2)
- -
Filhet Allard España Correduria de Seguros S.L.
2)
- 840,494
Investment in associated companies 77,727,357 79,120,222
Total 1,383,718,558 1,362,270,890

1) Sohi Meat Solutions, results from the agreement signed on 3 January 2017, the date on which a Joint Venture was formed between Sonae MC and Hilton Food Group. Since then, Sohimeat has been consolidated using the equity method due the loss of control (Note 15);

2) Discontinued operations (Note 4.1)

Following the announcement made on 5 August 2016, Sonae IM together with a group of investors celebrated a contract with NOVO BANCO, S.A. and his subsidiary, ES TECH VENTURES, SGPS, S.A, for the acquisition to Novo Banco, of participation units in three venture capital funds: Espirito Santo Ventures Innovation and Internationalization ('ESVIINT'); Espírito Santo Ventures II (currently called to Ventures Capital Fund Armilar Venture Partners II, 'Armilar II') and Venture Capital Fund Espírito Santo Ventures III (currently called to Ventures Capital Fund Armilar Venture Partners III, 'Armilar III') and the total capital of Espírito Santo Ventures - Sociedade de Capital de Risco (currently called Armilar Venture Partners – Sociedade de Capital de Risco. S.A. 'Armilar'), held by its subsidiar ES TECH VENTURES, SGPS, S.A.. After approval by Banco de Portugal, the transaction was completed on 13 December 2016. In the period ended

on 31 March 2017, Sonae IM increased its participation in more 0.41% in the Armilar III fund, with a position in the period ended on 31 March 2017 of 42.40%.

Armilar II, Armilar III and ESVIINT have the purpose of investing their assets in minority interests, in companies with high potential for growth and appreciation, and which have technological base or innovate business concept subjacent their activity, being privileged projects in phase of start-up, early-stage and expansion in Portugal and internationally. The management of the funds, according to the applicable legislation, is the responsibility of the management company. The management company has autonomy in relation to the management and investment policies of the funds, and this is not a competence of the holders of units. The participation of the subsidiary Sonae IM in the management company is 35%, not exercising control over it, in accordance with the legal framework and, in accordance with the context and specificity of the transaction, a fair value of 1 euro was assumed. As described, under this operation, the acquired participations were classified as "Investments in associated companies".

In the period ended on 30 June 2017, no changes were identified in the allocation of the purchase price of Funds to the allocation assigned in the year ended December 31, 2016. However, the allocation of the acquisition price is still subject to changes until the conclusion of a period of 12 months from the date of acquisition in accordance with IFRS 3 Business Combinations.

Within the scope of this transaction, the debt of Armilar II and Armilar III funds was also acquired from Espírito Santo Ventures – Sociedade de Capital de Risco (currently called "Armilar Venture Partners"), in the amount of Euro 1,503,660 and Euro 1,274,357, respectively, recorded in the caption "Other non-current assets" (note 11).

IAS 28 contains the option to keep the investments at fair value in situations of investments in associates that are held through venture capital funds. Sonaecom made this option in applying the equity method to Armilar I, Armilar II and ESVIINT funds, and maintained the fair value recognised by the funds in its subsidiaries. Associated companies and companies jointly controlled are included in the consolidation under the equity method.

9.2 Financial indicators of participations

9.2.1 Joint ventures

Summary financial information of joint ventures of the group can be analyzed as follows:

30 Jun 2017
Joint ventures Sonae Sierra
SGPS, SA
(consolidated)
ZOPT, SGPS, SA
(consolidated)
MDS,SGPS,SA
(consolidated)
Sohimeat, SA Others
Assets
Investment properties 832,358,332 662,000 868,261 - -
Tangible assets 2,031,919 1,183,343,000 2,634,459 15,701,994 544,527
Intangible assets 1,740,889 584,469,327 10,184,037 598,224 7,136
Goodwill 4,273,688 1,747,005,673 31,915,231 - -
Investments in joint ventures and associates 1,182,607,208 200,689,000 9,024,144 - 345
Other non-current assets 98,427,599 133,312,000 2,395,914 179,254 97
Non-current assets 2,121,439,635 3,849,481,000 57,022,046 16,479,472 552,105
Cash and cash equivalents 81,877,753 20,002,000 11,088,316 1,460,168 144,540
Other current assets 94,122,202 494,349,000 9,289,351 43,312,304 1,820,434
Current assets 175,999,955 514,351,000 20,377,667 44,772,472 1,964,974
Total assets 2,297,439,590 4,363,832,000 77,399,713 61,251,944 2,517,079
Liabilities
Loans 256,202,179 1,074,043,000 15,891,667 - -
Other non-current liabilities 144,632,049 253,246,000 9,172,067 289,133 758,959
Non-current liabilities 400,834,228 1,327,289,000 25,063,734 289,133 758,959
Loans 158,963,601 167,141,000 6,570,053 - 26,262
Other current liabilities 78,996,078 519,040,000 17,943,575 55,955,539 1,105,469
Total current liabilities 237,959,679 686,181,000 24,513,628 55,955,539 1,131,731
Total liabilities 638,793,907 2,013,470,000 49,577,362 56,244,672 1,890,690
Equity attributable to the equity holders of the Parent Company 1,120,217,871 1,208,451,000 25,717,912 5,007,272 626,389
Non-controlling interests 538,427,812 1,141,911,000 2,104,439 - -
Total equity 1,658,645,683 2,350,362,000 27,822,351 5,007,272 626,389
Total equity and liabilities 2,297,439,590 4,363,832,000 77,399,713 61,251,944 2,517,079
31 Dec 2016
Joint ventures Sonae Sierra
SGPS, SA
(consolidated)
ZOPT, SGPS, SA
(consolidated)
Others
Assets
Investment properties 805,733,400 663,000 -
Tangible assets 2,009,354 1,205,070,385 821,056
Intangible assets 2,000,546 601,491,621 -
Goodwill 4,273,688 1,749,001,673 -
Investments in joint ventures and associates 1,169,527,759 194,168,879 -
Other non-current assets 94,653,928 139,012,122 97
Non-current assets 2,078,198,675 3,889,407,680 821,153
Cash and cash equivalents 149,628,277 7,094,383 61,807
Other current assets 87,289,259 527,340,846 1,587,807
Current assets 236,917,536 534,435,229 1,649,614
Total assets 2,315,116,211 4,423,842,909 2,470,767
Liabilities
Loans 367,154,873 1,035,508,000 25,000
Other non-current liabilities 139,138,153 275,899,909 1,043,985
Non-current liabilities 506,293,026 1,311,407,909 1,068,985
Loans 52,995,528 224,692,000 26,262
Other current liabilities 87,932,125 537,188,000 445,143
Total current liabilities 140,927,653 761,880,000 471,405
Total liabilities 647,220,679 2,073,287,909 1,540,390
Equity attributable to the equity holders of the Parent Company 1,159,410,669 1,192,361,000 930,377
Non-controlling interests 508,484,863 1,158,194,000 -
Total equity 1,667,895,532 2,350,555,000 930,377
Total equity and liabilities 2,315,116,211 4,423,842,909 2,470,767
30 Jun 2017
Joint ventures Sonae Sierra
SGPS, SA
(consolidated)
ZOPT, SGPS, SA
(consolidated)
MDS,SGPS,SA
(consolidated)
Sohimeat, SA Others
Turnover 89,463,606 762,416,000 23,560,265 126,259,554 1,863,201
Other operating income 23,460,934 6,953,000 287,616 18,835,878 20,150
112,924,540 769,369,000 23,847,881 145,095,432 1,883,351
External supplies and services (44,230,964) (89,016,000) (11,939,188) (4,151,223) (693,093)
Amortisation (490,496) (217,248,000) (1,942,514) (938,902) (355,747)
Other operating costs (26,775,954) (385,868,000) (10,830,087) (140,041,147) (818,678)
(71,497,414) (692,132,000) (24,711,789) (145,131,272) (1,867,518)
Financial income 3,350,257 - 46,512 43 -
Financial expense (7,198,404) (12,778,000) (506,442) (18) (1,827)
Financial results (3,848,147) (12,778,000) (459,930) 25 (1,827)
Results of joint ventures and associated companies 80,136,799 6,450,000 30,263 - (16)
Other income / expense - - - - -
Results before taxation 117,715,778 70,909,000 (1,293,575) (35,815) 13,990
Income taxation (11,132,626) (7,326,000) 103,874 (365) (1,897)
Consolidated net income/(loss) for the year 106,583,152 63,583,000 (1,189,701) (36,180) 12,093
Attributable to:
Equity holders of the Parent Company 64,171,131 32,480,000 (1,155,178) (36,180) 12,093
Non-controlling interests 42,412,021 31,103,000 (34,523) - -
106,583,152 63,583,000 (1,189,701) (36,180) 12,093
Other comprehensive income for the period (28,575,751) 1,032,000 - - -
Total comprehensive income for the period 78,007,401 64,615,000 (1,189,701) (36,180) 12,093
30 Jun 2016
Joint ventures Sonae Sierra
SGPS, SA
(consolidated)
ZOPT, SGPS, SA
(consolidated)
Others
Turnover 98,828,544 733,956,000 2,075,567
Other operating income 15,030,866 9,158,000 12,021
113,859,410 743,114,000 2,087,588
External supplies and services (49,174,491) (90,852,131) 590,284
Amortisation (555,045) (204,378,000) (357,613)
Other operating costs (25,979,229) (374,595,325) (2,329,601)
(75,708,765) (669,825,456) (2,096,930)
Financial income 2,897,109 - -
Financial expense (12,000,859) (21,789,754) (9,332)
Financial results (9,103,750) (21,789,754) (9,332)
Results of joint ventures and associated companies 55,948,569 - -
Other income / expense 28,971,628 - -
Results before taxation 113,967,092 51,498,790 (18,674)
Income taxation (9,034,300) (10,591,660) (3,071)
Consolidated net income/(loss) for the year 104,932,792 40,907,130 (21,745)
Attributable to:
Equity holders of the Parent Company 59,011,035 20,428,980 (21,745)
Non-controlling interests 45,921,757 20,478,150 -
104,932,792 40,907,130 (21,745)
Other comprehensive income for the period 47,581,707 (46,817,000) -
Total comprehensive income for the period 152,514,499 (5,909,870) (21,745)

9.2.2 Associates

Summary financial information of associated companies of the Group can be analyzed as follows:

30 Jun 2017
Sonae Retail
Associates Sempre a Postos Ulabox S2 Mozambique Others Funds Others
Non-current assets 999,814 1,357,159 3,862,464 762,713 169,176,994 567,092
Current assets 8,522,227 3,049,691 2,753,542 2,457,632 12,528,216 1,546,371
Non-current liabilities - 2,250,000 99,153 1,790,569 16,250,615 -
Current liabilities 6,393,996 1,478,669 1,551,586 929,180 10,350,973 1,056,086
Equity 3,128,045 678,181 4,965,267 500,596 155,103,622 1,057,377
31 Dec 2016
Sonae Retail Sonae IM Others
Associates Sempre a Postos Ulabox S2 Mozambique Others Funds Others
Non-current assets 1,205,266 1,176,547 3,517,781 986,708 168,624,761 572,127
Current assets 10,371,548 1,662,970 1,838,977 3,316,322 6,338,287 1,632,456
Non-current liabilities - - - 2,240,946 16,077,280 -
Current liabilities 6,223,527 531,941 667,722 977,842 7,672,371 1,179,340
Equity 5,353,287 2,307,576 4,689,036 1,084,242 151,213,397 1,025,243
30 Jun 2017
Sonae Retail Sonae IM Others
Associates Sempre a Postos Ulabox S2 Mozambique Others Funds Others
Turnover 26,547,125 4,758,931 977,768 364,710 825,348 867,854
Other operating income 1,728,996 192,553 24,112 14,877 - 11,594
Operating costs (26,865,983) (6,531,025) (1,425,479) (1,569,660) (1,547,643) (793,969)
Financial results 3,082 - 106,545 (4,542) 4,692 3,225
Taxation (319,171) - (24,199) (1,253) (61,000) (6,200)
Net income/(loss) for the year 1,094,049 (1,579,541) (341,253) (1,195,868) (778,603) 82,504
Other comprehensive income for the period - - - - - -
Total comprehensive income for the period 1,094,049 (1,579,541) (341,253) (1,195,868) (778,603) 82,504
Associates MOVVO,SA Sempre a Postos Ulabox Others
Turnover 172,630 24,751,981 3,588,458 11,315
Other operating income - 1,884,819 - -
Operating costs (2,080,563) (25,905,348) (5,377,076) (214,924)
Financial results (24,301) 5,331 - 11,281
Taxation - (167,293) - -
Net income/(loss) for the year (1,932,234) 569,490 (1,788,618) (192,328)
Other comprehensive income for the period - - - -
Total comprehensive income for the period (1,932,234) 569,490 (1,788,618) (192,328)

9.3 Movements occurred in the period

During the period ended at 30 June 2017 and 2016, movements in investments in joint ventures and associates are as follows:

30 Jun 2017 30 Jun 2016
Proportion on
equity
Goodwill Total
investment
Proportion on
equity
Goodwill Total
investment
Investments in joint ventures
Initial balance as at 1 January
Change in consolidation method due the loss
of control (Notes 4.1 and 15)
716,500,627
35,237,454
566,650,040
-
1,283,150,667
35,237,454
638,605,623
250,000
571,752,490
-
1,210,358,113
250,000
Increases during the period
Equity method
- 17,829 17,829 - - -
Gains or losses in joint ventures 47,928,546 - 47,928,546 39,663,720 - 39,663,720
Distributed dividends (46,429,241) - (46,429,241) (20,355,320) - (20,355,320)
Effect in equity capital and non-controlling
interests
(13,914,054) - (13,914,054) (20,647,437) - (20,647,437)
739,323,332 566,667,869 1,305,991,201 637,516,586 571,752,490 1,209,269,076
Investments in associates companies
Initial balance as at 1 January 75,105,164 4,015,059 79,120,223 2,807,145 1,723,842 4,530,987
Capital increases and supplementary entries
during the period
1,834,354 - 1,834,354 1,173,407 - 1,173,407
Transfer of 'Other non-current investments'
and change of method (Note 10)
- - - (176,938) 2,140,811 1,963,873
Acquisitions during the period 2,250 - 2,250 - - -
Change in consolidation method due to loss of
control (Note 4.1)
Equity method
(1,014,204) - (1,014,204) - - -
Gains or losses in associates companies (1,380,481) - (1,380,481) (436,903) - (436,903)
Distributed dividends
Effect in equity capital and non-controlling
(829,823) - (829,823) (352,945) - (352,945)
interests (4,962) - (4,962) - - -
73,712,298 4,015,059 77,727,357 3,013,766 3,864,653 6,878,419
Total 813,035,630 570,682,928 1,383,718,558 640,530,352 575,617,143 1,216,147,495

The effect on equity and non-controlled interests results fundamentally from the exchange rate conversion effect of companies with functional currencies other than the euro. In 2016, it also included the 50% of gain cancelled by counterpart of Reserves in the amount of 9,362,943 euro related to the sale of the 2.14% direct interest held in the NOS.

The amount of distributed dividends related to Investments in Joint Ventures refers to Sonae Sierra (37,391,100 euro) (12,355,320 euro as at June 2016) and ZOPT (9,012,005 euro) (8,000,000 euro, as at June 2016).

The value of the "Change in consolidation method for the loss of control" is the follow:

  • a) 32.534.003 euros refers to MDS SGPS, S.A. by the agreement signed between Sonae and IPLF Holding (Notes 3 and 4.1) and
  • b) 2,703,451 euro refers to Sohi Meat Solutions- Distribuição de Carnes, SA. This company results from the agreement signed on 3rd January 2017, the date on which a Joint Venture was formed between Sonae MC and Hilton Food Group PLC through a capital increase of this Group in Sohi Meat. Since then, Sohi Meat has been consolidated using the equity method (Note 15).

The consolidated financial statements of ZOPT have a significant exposure to the African market, particularly through financial investments that Group holds in associated companies (Finstar, Mistar, Zap Media)

operating in the Angolan and Mozambican markets, which are engaged in providing satellite and fiber television services. The book value of these associates in the financial statements of ZOPT on 30 June 2017 amounts to approximately Euro 176.9 million, included in the caption "Other non-current assets".

At the end of the year ended 31 December 2016, the Group made impairment tests for those assets, which are denominated in the currencies of those countries, Kwanzas and Meticals, respectively, considering the business plans (internal valuation using the discounted cash flow method, compared to researches) approved by the Board of Directors for a five years period, which include average growth rates of revenue for that period of 13% (Angola) and 14% (Mozambique). These revenue growth rates reflects: (i) the best estimate for the growth of the customer base, reflecting an expectation of new clients and chum estimated rates, when considered prudent, and (ii) an annual price increase which corresponds, over the period 2017 to 2021, to an average of 75% of the inflation rate, since, considering the nature of the activity carried out by the companies, especially in Angola and in line with the price increases in previous years, it is not expected that companies will be able to reflect in their prices the total inflation in the country.

The business plans consider yet a growth rate in perpetuity of 7.7% (Angola) and 5.6% (Mozambique) and a discount rate ('wacc') in perpetuity of 17.5% (Angola) and 19.1% (Mozambique). The discount rate, over the period 2017 to 2021 ranged from a maximum of 31.5% to a minimum of 17.5% (in 2021), for Angola, and from a maximum of 30.9% to a minimum of 19.1% (2021) in Mozambique, in line with the most appropriate inflation forecasts (source: The Economist Intelligence Unit (EIU)).

The impairment tests carried out, based on the assumptions above, support the value of the assets, so not result in additional impairments. However, that the current economic conditions of uncertainty in these markets, particularly in the foreign exchange market and the limitation of currency transfer, particularly in Angola, introduces an additional degree of variability to the assumptions, which could significantly impact of the estimates considered, in terms of of the rate of inflation and the ability to reflect the rate in price increases.

As of 30 June 2017, it was understood that the assumptions made in the impairment tests carried out in the year ended December 31, 2016 did not have material variations, therefore, there are no indications of additional impairments.

10 OTHER INVESTMENTS

Company Head office Direct Total Direct Total 30 Jun 2017 31 Dec 2016 Sonae Retail Dispar - Distrib. de Participações, SGPS, SA Lisbon 14.28% 14.28% 14.28% 14.28% 9,976 9,976 Insco - Insular de Hipermerc., SA Ponta Delgada 10.00% 10.00% 10.00% 10.00% 925,197 925,197 Sonae IM Lusa - Agên. de Notícias de Portugal, SA Lisbon 1.38% 1.24% 1.38% 1.24% 75,069 75,069 StyleSage Newcastle 5.00% 4.50% - - 448,835 - Probe.ly Matosinhos 16.67% 15.00% - - 200,000 - Others London 6.68% 3.34% 6.68% 3.34% - 8,000,000 Other investments 12,132,430 11,774,208 13,791,507 20,784,450 30 Jun 2017 31 Dec 2016 Statment of financial position Percentage of share capital held Ed Broking LLP

Other non-current investments, their head offices, percentage of share capital held and book value as at 30 June 2017 and 31 December 2016, are as follows:

The financial investment in Ed Broking LLP was revalued to its fair value as at 31 December 2016 based on EBITDA multiples adjusted by the net debt value and sales multiples by region adjusted by the costs of the central structure after optimization. This valuation led to a reduction in the investment amounting 7.2 million euro corresponding to an impairment in the same amount as at 31 December 2016. The disposal, of the company´s North American operation and the costs associated with the ongoing restructuring significantly affected the valuation of the company taking into account the valuation criteria used. Both valuations correspond to Level 3 of Fair Value, although the multiples used are market benchmarks.

On 30 June 2017, the financial interest in Ed Broking LLP was classified as a discontinued operation (Note 4.1) because it is included in the consolidated accounts of MDS, SGPS, S.A..

As at 30 June 2017 the caption "Other investments" includes, among others, 9,944,258 euro (9,966,231 euro in 31 December 2016) related to deposited amounts on an Escrow Account which is applied in investment funds with superior rating, which is a guarantee for contractual liabilities assumed in the disposal of a Brazil Retail business and for which provisions were recorded in the applicable situations (Note 23 and 24).

30 Jun 2017 30 Jun 2016
Non current Current Non current Current
Other investments
Fair value (net of impairment losses) as at 1 January 20,784,450 161,050 29,549,661 79,924,887
Acquisitions in the period 1,080,865 - 1,023,760 81,518
Disposals in the period - - (1,069,914) (64,177,472)
Increase/(Decrease) in fair value (43,874) (157,200) 3,863 (15,681,846)
Transfers to "Investments in associates" (Note 9.3) - - (1,963,873) -
Discontinued operations (Note 4.1) (8,029,934) - - -
Fair value (net of impairment losses) as at 30 June 13,791,507 3,850 27,543,497 147,087
Derivative financial instruments (Note 18)
Fair value as at 1 January - 4,207,972 - 2,506,087
Acquisitions in the period - - - 175,134
Increase/(Decrease) in fair value - (3,726,630) - (980,046)
Fair value as at 30 June - 481,342 - 1,701,175
13,791,507 485,192 27,543,497 1,848,262

As at 30 June 2017 and 2016, the movements in "Other investments" made up as follows:

As at 30 June 2016 the fair value increase / (decrease) in the caption "Other current investments" is mainly associated to the fair value of NOS investment up to the disposal date in the amount of 15,681,846 euro negative. The fair value of this investment was determined based on the NOS market share price and the respective changes were recorded in the consolidated income statement (Note 8.3). This participation was sold in the second quarter of 2016.

The Other non-current financial Investments are recorded at acquisition cost net of impairment losses. It is Sonae understanding that no reliable fair value estimate can be made as there is no market data available for these investments.

11 OTHERS NON-CURRENT ASSETS

As at 30 June 2017 and at 31 December 2016, "Other non-current assets" are detailed as follows:

30 Jun 2017 31 Dec 2016
Gross Value Accumulated
impairment
losses
(Note 23)
Carrying
Amount
Gross Value Accumulated
impairment
losses
(Note 23)
Carrying
Amount
Loans granted to related parties 1,500,000 - 1,500,000 - - -
Trade accounts receivable and other debtors
Legal deposits 795,709 - 795,709 762,246 - 762,246
Cautions 4,846,927 - 4,846,927 5,043,273 - 5,043,273
Special regime for payment of tax and social
security debts
6,213,629 - 6,213,629 7,247,481 - 7,247,481
Financial investments debtors 1,000,000 - 1,000,000 40,000 - 40,000
Debt to receive related to Armilar Funds (Note 9.1) 2,778,017 - 2,778,017 2,778,017 - 2,778,017
Amount retained on acquisition of Salsa group 2,463,875 - 2,463,875 2,463,875 - 2,463,875
Others 1,044,735 - 1,044,735 305,524 - 305,524
19,142,892 - 19,142,892 18,640,416 - 18,640,416
Reinsurer's' share of technical provisions 412,943 - 412,943 412,943 - 412,943
Other non-current assets 335,236 - 335,236 172,807 - 172,807
21,391,071 - 21,391,071 19,226,166 - 19,226,166

The amount disclosed as Special Regime for Payment of Tax and Social Security Debts corresponds to taxes paid, voluntarily, related to settlements of income tax on corporate income, which were already in judicial process. The judicial processes are still in progress, however the guarantees provided for the said processes were canceled. It is the Board of Directors understanding that the claims presented will have a favourable end to Sonae, reason why they were not object of provision.

The amounts included in "Reinsurer's' share of technical provisions" refer to a Sonae's subsidiary whose activity is non-life reinsurance. The amount of the provision is related to provisions for claims declared (Note 23).

12 TRADE ACCOUNTS RECEIVABLE

As at 30 June 2017 and at 31 December 2016, "Trade accounts receivable" are detailed as follows:

30 Jun 2017 31 Dec 2016
Trade accounts receivable 118,010,870 126,276,140
Taxes recoverable 73,936,573 70,525,818
Other debtors
Trade creditors - debtor balances 37,849,649 40,574,473
VAT recoverable on real estate assets and vouchers discounts 2,261,952 3,723,869
Disposal of tangible assets 2,164,230 2,310,866
Vouchers and gift cards 1,376,812 1,924,216
Advances to suppliers 2,181,559 1,122,073
Disposal of financial investments 40,000 21,584,746
Receivables from insurance companies - 1,456,925
Other current assets 19,474,172 18,863,035
65,348,374 91,560,203
Other current assets
Commercial discounts 71,989,923 35,591,922
Invoices to be issued 13,346,415 11,429,811
External supplies and services 23,722,490 10,156,350
Rents 5,871,666 6,160,370
Insurance indemnities 636,943 1,509,212
Other current assets 11,672,586 12,063,651
127,240,023 76,911,316
Accumulated impairment losses in receivables accounts (Note 23) (17,541,411) (17,871,034)
366,994,429 347,402,443

13 DEFERRED TAXES

Deferred tax assets and liabilities as at 30 June 2017 and at 31 December 2016 are as follows, split between the different types of temporary differences:

Deferred tax assets Deferred tax liabilities
30 Jun 2017 31 Dec 2016 30 Jun 2017 31 Dec 2016
Restated
Difference between fair value and acquisition cost
Temporary differences on tangible assets and intangible
4,653,193
1,814,440
4,653,193
1,811,359
34,701,179
66,307,524
38,832,129
62,768,314
Temporary differences on Badwill - - 8,263,418 8,263,418
Provisions and impairment losses not accepted for tax purposes 23,176,493 25,168,714 - -
Write off of tangible and intangible assets 25,524 25,524 44,232 44,232
Valuation of hedging derivatives 784,292 86,933 107,520 626,051
Non taxed exchange differences - - 639,053 639,053
Revaluation of tangible assets - - 984,008 1,046,525
Tax losses carried forward 40,421,595 25,442,311 - -
Reinvested capital gains/(losses) - - 316,197 329,611
Tax Benefits 830,337 1,037,115 - -
Others 3,318,977 3,135,595 373,556 900,944
75,024,851 61,360,744 111,736,687 113,450,277

As at 30 June 2017 and 31 December 2016, and in accordance with the tax statements presented by companies that recorded deferred tax assets arising from tax losses carried forward and using exchange rates effective at that time, tax losses carried forward can be summarized as follows:

30 Jun 2017 31 Dec 2016
Tax losses
carried forward
Deferred
tax assets
Time limit Tax losses
carried forward
Deferred
tax assets
Time limit
With limited time use
Generated in 2013 598,314 125,646 2018 595,877 125,646 2018
Generated in 2014 1,194,236 250,790 2026 1,194,236 250,790 2026
Generated in 2015 69,902 14,680 2027 90,184 18,939 2027
Generated in 2016 21,549,529 4,525,401 2028 4,847,243 1,017,920 2028
Generated in 2017 55,579,044 11,671,599 2029 - -
78,991,025 16,588,116 6,727,540 1,413,295
Without limited time use 72,899,371 18,259,333 73,577,733 18,428,924
With a time limit different from
the above mentioned
16,702,256 5,574,146 16,406,949 5,600,092
168,592,652 40,421,595 96,712,222 25,442,311

As at 30 June 2017 and at 31 December 2016, the deferred taxes to be recognized arising from tax losses were evaluated. Deferred tax assets have only been recorded to the extent that future taxable profits will arise which might be offset against available tax losses or against deductible temporary differences. This assessment was based on the business plans of Sonae's companies, which are periodically reviewed and updated.

As at 30 June 2017 deferred tax assets related to tax losses generated in current and previous years, by Modelo Continente Hipermercados, S.A. Spanish Branch of Retail operating segment, amount to 14.1 million euro (14.1 million euro as at 31 December 2016). The mentioned tax losses can be recovered within the Income Tax Group established in Spain, according to Spanish law. Modelo Continente Hipermercados, S.A. Spanish Branch, as at 30 June 2017 and at 31 December 2016, was the dominant entity within the group of companies taxed in accordance with the Spanish regime for taxing groups of companies.

As at 30 June 2017, there are reportable tax losses, whose deferred tax assets are not recorded for prudence purposes and are analysed as follows:

30 Jun 2017 31 Dec 2016
Tax losses
carried forward
Deferred
tax credit
Time limit Tax losses
carried forward
Deferred
tax credit
Time limit
With limited time use
Generated in 2012 4,497,039 944,378 2017 5,299,518 1,112,899 2017
Generated in 2013 2,909,798 611,058 2018 2,888,221 606,526 2018
Generated in 2014 5,893,609 1,237,658 2026 5,957,222 1,251,016 2026
Generated in 2015 2,841,579 596,732 2027 2,841,579 596,732 2027
Generated in 2016 1,518,065 318,794 2028 1,377,324 289,238 2028
Generated in 2017 944,240 198,290 2029 - -
18,604,330 3,906,910 18,363,864 3,856,411
Without limited time use 328,917,865 83,751,927 310,309,574 79,418,492
With a time limit different from
the above mentioned
79,714,006 20,177,679 99,994,869 25,041,365
427,236,201 107,836,516 428,668,307 108,316,268

14 CASH AND CASH EQUIVALENTS

As at 30 June 2017 and at 31 December 2016, the detail of "Cash and cash equivalents" are as follows:

30 Jun 2017 31 Dec 2016
Cash at hand 9,198,938 9,105,344
Bank deposits 197,027,109 207,343,682
Treasury applications 70,124,574 124,471,432
Cash and cash equivalents on the statement of financial position 276,350,621 340,920,458
Bank overdrafts (Note 18) (20,975,406) (17,730,231)
Cash and cash equivalents on the statement of cash flows 255,375,215 323,190,227

Bank overdrafts are disclosed in the statement of financial position under Current bank loans.

15 NON-CURRENT ASSETS AND LIABILITIES AVAILABLE FOR SALE

In 2016 an agreement was reached between the Group and an entity specialized in the processing and packaging of meat with the objective of realizing a joint venture to operate the Meat Processing Center. This partnership was deal in January 2017, which is why as at 31 December 2016, we transferred the related assets and liabilities to the asset and liability items held for sale. The detail of these figures is as follows:

Amounts in euros 31 Dec 2016
Assets
Tangible and intagible assets 17,057,018
Deferred tax assets 166,792
Inventories 1,850,977
Trade account receivables and other current assets 445,762
Cash and cash equivalents 2,000
Assets available for sale 19,522,549
Deferred tax liabilities 284,632
Trade creditors 2,802,583
Other current liabilities 8,639,528
Liabilities available for sale 11,726,743

16 SHARE CAPITAL

Share Capital

As at 30 June 2017, the share capital, which is fully subscribed and paid for, is made up of 2,000,000,000 ordinary shares, which do not have the right to a fixed dividend, with a nominal value of 1 euro each.

Cash Settled Equity Swap

On 15th November 2007, Sonae Holding sold 132,856,072 Sonae Holding shares directly owned by the Company. The shares were sold in a market operation at the unit price of 2.06 euro per share and resulted on a cash inflow (net of brokerage commissions) of 273,398,877 euro.

On the same date, Sonae Investments, BV wholly owned by Sonae Holding entered into a derivative financial instrument - Cash Settled Equity Swap - over a total of 132.800.000 Sonae Holding shares, representative of 6.64% of its capital.

This transaction has strictly financial liquidation, without any duty or right for the Company or any of its associated companies in the purchase of these shares. This transaction allows Sonae Investments BV to totally maintain the economic exposure to the sold shares.

In this context, although legally all the rights and obligations inherent to these shares have been transferred to the buyer. Sonae Holding did not derecognize their own shares, recording a liability in the caption "Other current liabilities" (Note 22). According to the interpretation made by Sonae of the IAS 39, applied by analogy to own equity instruments, the derecognition of own shares is not allowed as the group maintains the risks and rewards arising on the instruments sold.

Consequently, Sonae maintains in its capital acquisition cost of the shares that remain covered by the contract.

In November 2014, was made a renewal for an additional period of one year renewable automatically, keeping the remaining conditions unchanged. During the period ended in 30 June 2017 the Group requested the partial termination of the Cash Settled Equity Swap for 5,278,203 Sonae SGPS shares.

Considering the operations mentioned above, the liability recorded amounts to 102,331,181 euro (Note 22) (87,721,109 euro as at 31 December 2016) reflecting the market value of 105,062,814 Sonae SGPS shares (110.341.017 shares as at 31 de December 2016).

The value of these liabilities is adjusted at the end of each month by the effect of Sonae Holding share price variation being recognized a current asset/liability in order to present the right / obligation related to the receipt / financial liquidation that occurs on a monthly basis.

Additionally, the costs related to the "floating amount" based on the Euribor 1 month are recognized in the income statement.

The value to get established on the basis of dividends and reserves distributed by Sonae is credited in equity to offset the charge of the distribution.

Capital Structure

As at 30 June 2017, the following entities held more than 20% of the subscribed share capital:

Company %
Efanor Investimentos, SGPS, SA and subsidiaries 52.48

17 NON-CONTROLING INTERESTS

As at 30 June 2017 and 31 December 2016, "Non-controlling interests" are detailed as follows:

30 Jun 2017
Equity Profit/(Loss) for
the period
Book value of
non-controlling
interests
Proportion in
income
attributable to
non-controlling
interests
Dividends
attributable to
non-controlling
interests
Sonae Retail
Real Estate Investment Funds 125,250,262 4,470,453 1,641,901 58,603 (65,959)
IVN - Serviços Partilhados, SA (Consolidated) 56,387,408 1,809,643 28,193,704 904,821 (1,050,475)
Others 50,933,769 1,329,153 24,878,617 712,935 -
Sonae IM
Sonaecom, SGPS, SA (consolidated) 1,005,445,343 13,198,067 101,724,013 1,371,952 (2,442,163)
Others
MDS, SGPS, SA (consolidated) - (1,202,932) - (618,611) -
Others 3,596,652 (66,295) 748,499 (77,705) (27,938)
Total 1,241,613,434 19,538,089 157,186,734 2,351,995 (3,586,535)
31 Dec 2016 Restated
COMPANY Equity Profit/(Loss) for
the period
Book value of
non-controlling
interests
Proportion in
income
attributable to
non-controlling
interests
Dividends
attributable to
non-controlling
interests
Sonae Retail
Real Estate Investment Funds 125,811,358 25,529,809 2,629,269 533,537 (610,230)
IVN - Serviços Partilhados, SA (Consolidated) 56,990,522 5,930,459 28,495,261 2,965,230 -
Others 49,406,959 4,492,567 22,522,022 1,754,772 21
Sonae IM
Sonaecom, SGPS, SA (consolidated) 1,017,143,618 52,755,605 102,914,088 5,124,109 (1,809,412)
Others
MDS, SGPS, SA (consolidated) 20,506,341 (7,145,437) 11,630,167 (3,347,778) (282,387)
Others 3,952,085 (41,302) 849,379 (109,522) (28,703)
Total 1,273,810,883 81,521,701 169,040,186 6,920,348 (2,730,711)

Movements in non-controlling interests during the period ended as at 30 June 2017 and 2016 are as follows:

30 Jun 2017
Sonae Retail Sonae IM Others
Real Estate
Investment
Funds
IVN - Serviços
Partilhados, SA
(Consolidated)
Others Sonaecom,
SGPS, SA
(consolidated)
MDS, SGPS, SA
(consolidated)
Others Total
Opening balance as at 1 January 2017 2,629,269 30,226,941 22,522,022 102,914,088 11,630,167 849,379 170,771,866
Attribution of fair value to assets acquired - (1,731,680) - - - - (1,731,680)
Opening balance as at 1 January 2017 - Restated 2,629,269 28,495,261 22,522,022 102,914,088 11,630,167 849,379 169,040,186
Distributed dividends - (1,050,475) - (2,442,163) - (27,938) (3,520,576)
Distribution of investment income fund (65,959) - - - - - (65,959)
Changes of percentage in subsidiaries (980,014) - - - - - (980,014)
Change in currency translation reserve - - - (137,618) 2,524,932 6,289 2,393,603
Participation in other comprehensive income (net of
tax) related to joint ventures and associated companies
included in consolidation by the equity method
- - - 37,766 - - 37,766
Acquisition of subsidiaries (Note 4.2) - - 1,461,569 - - - 1,461,569
Obligation fulfilled by share attribution to employees - - (15,198) - 17,869 (1,506) 1,165
Changes in hedging reserves - (162,049) (71,356) - - - (233,405)
Change in consolidation method (Note 4.1) - - - - (13,440,828) - (13,440,828)
Others 2 6,146 268,645 (20,012) (113,529) (20) 141,232
Profit for the period attributable to non-controlling interests 58,603 904,821 712,935 1,371,952 (618,611) (77,705) 2,351,995
Closing balance as at 30 June 2017 1,641,901 28,193,704 24,878,617 101,724,013 - 748,499 157,186,734
30 Jun 2016 Restated
Sonae Retail Sonae IM Others
Fundos de
Investimento
Imobiliário
IVN - Serviços
Partilhados, SA
(Consolidated)
Others Sonaecom,
SGPS, SA
(consolidated)
MDS, SGPS, SA
(consolidated)
Others Total
Opening balance as at 1 January
Distributed dividends
2,691,601
-
-
-
21,366,693
(21)
99,303,284
(1,809,412)
12,599,187
-
342,956
(57,384)
136,303,721
(1,866,817)
Distribution of investment income fund (492,503) - - - - - (492,503)
Changes of percentage in subsidiaries 134,197 - - - - - 134,197
Change in currency translation reserve - - - 47,098 1,835,984 38,741 1,921,823
Participation in other comprehensive income (net of
tax) related to joint ventures and associated companies
included in consolidation by the equity method
- - - (2,322,292) - - (2,322,292)
Acquisition of subsidiaries - 25,887,826 - - - - 25,887,826
Obligation fulfilled by share attribution to employees - - - - (40,511) (38,873) (79,384)
Changes in hedging reserves - - 12,999 - - - 12,999
Others - - 19 (5,837) 24,086 - 18,268
Profit for the period attributable to non-controlling
interests
461,760 - 759,744 (340,900) 10,817 299 891,720
Closing balance as at 30 June 2016 Restated 2,795,055 25,887,826 22,139,434 94,871,941 14,429,563 285,739 160,409,558

18 LOANS

As at 30 June 2017 and 31 December 2016, "loans" are made up as follows:

30 Jun 2017 31 Dec 2016
Outstanding amount Outstanding amount
Current Non current Current Non current
Bank loans
Sonae, SGPS, SA - commercial paper 96,800,000 167,500,000 162,000,000 94,000,000
Sonae SGPS, SA /2016/2023 - 50,000,000 - 50,000,000
Sonae Investimentos, SGPS,SA - commercial paper 150,000,000 230,000,000 148,000,000 121,000,000
Sonae Investimentos affiliated /2014/2020 - 50,000,000 - 50,000,000
Sonae Investimentos affiliated /2015/2020 - 55,000,000 - 55,000,000
Sonae Investimentos affiliated /2015/2019 5,000,000 35,000,000 5,000,000 35,000,000
Sonae Investimentos 2017/2022 - 31,000,000 - -
Sonae Holding affiliated /2014/2018 - 40,000,000 - 40,000,000
Sonae Holding affiliated /2014/2021 - 30,000,000 - 30,000,000
1) MDS, SGPS, SA - commercial paper - - 6,875,000 13,125,000
1) MDS SGPS, SA affiliated / 2011/2016 - - 4,081,000 -
Others 5,023,358 21,273,153 6,678,849 20,540,714
256,823,358 709,773,153 332,634,849 508,665,714
Bank overdrafts (Note 14) 20,975,406 - 17,730,231 -
Up-front fees beard with the issuance of borrowings - (644,052) - (781,540)
Bank loans 277,798,764 709,129,101 350,365,080 507,884,174
Bonds:
Bonds Sonae SGPS/ 2015/2022 - 100,000,000 - 100,000,000
Bonds Sonae SGPS/ 2016/2023 - 60,000,000 - 60,000,000
Bonds Sonae Investments BV / 2014/2019 - 200,015,658 - 198,892,884
Bonds Sonae Investimentos/ June 2013/2018 50,000,000 - - 50,000,000
Bonds Sonae Investimentos / December 2015/2020 - 50,000,000 - 50,000,000
Bonds Sonae Investimentos / May 2015/2020 - 75,000,000 - 75,000,000
Bonds Sonae Investimentos / December 2015/2020 - 30,000,000 - 30,000,000
Bonds Sonae Investimentos / June 2016/2021 - 95,000,000 - 95,000,000
Bonds Sonae Investimentos / September 2016/2021 3,000,000 12,000,000 3,000,000 12,000,000
Bonds IVN 2016/2023 5,000,000 30,000,000 5,000,000 30,000,000
Up-front fees beard with the issuance of borrowings (1,483) (3,248,702) (1,483) (5,089,605)
Bonds 57,998,517 648,766,956 7,998,517 695,803,279
Other loans 1,251,558 4,149,269 1,411,067 4,676,660
Derivatives (Note 19) 5,117,814 - 358,117 -
Other loans 6,369,372 4,149,269 1,769,184 4,676,660
Obligations under finance leases 1,105,748 1,134,639 1,079,629 1,463,520
343,272,401 1,363,179,965 361,212,410 1,209,827,633

1) Discontinued operations (Note 4.1).

In June 2014, a subsidiary of Sonae SGPS, SA issued bonds which may be convertible (Sonae Investments BV 2014/2019) in Sonae shares already issued and fully subscribed or to be later on issued.

The fair value of the Equity component of this compound instrument was valued at 22,313,000 euro and it was determined by an independent entity from Sonae, taking into consideration the fair value of similar nonconvertible financial instruments, having been estimated a market interest rate to establish the amortized cost of this financial liability. The liability component is recorded at the amortized cost based on the market rate, the maturity of the loans includes the option value at amortized cost.

The Bonds were issued at par with a nominal value of 100,000 euro per bond, (2.105 euro per bond) with a maturity of 5 years and with a fixed coupon of 1.625% per year, paid in arrears and semi-annually.

The bonds can be converted at the request of the bondholder when the Sonae SGPS, SA share price, in accordance with the technical data sheet, exceeds 1,636 euro per share. This price is subject to adjustments in accordance with the market practices, particularly when the dividend exceeds 0.0284 euro per share.

It is estimated that the book value of all loans does not differ significantly from its fair value, determined based on discounted cash flows methodology, with the exception the convertible bond loan into shares whose fair value is determined by the market price at the balance sheet date.

In 30 June 2017, bonds and bank loans bear an average interest rate of 1.29% (1.32% as at 31 December 2016). Most of the bonds and bank loans have variable interest rates indexed to Euribor.

The derivatives are recorded at fair value (Note 19).

The loans face value, maturities and interests are as follows (including obligations under financial leases):

30 Jun 2017 31 Dec 2016
N+1 a) 338,156,070 360,854,294
N+2 394,285,514 134,813,933
N+3 263,704,721 263,494,503
N+4 271,781,895 334,769,210
N+5 318,863,232 286,814,675
After N+5 128,921,698 207,415,055
1,715,713,130 1,588,161,670

a) Includes amounts drawn under commercial paper programs.

The maturities above were estimated in accordance with the contractual terms of the loans, and taking into account Sonae's best estimated regarding their reimbursement date.

As at 30 June 2017, Sonae has, as detailed below, cash and cash equivalents in the amount of 276 million euro (341 million euro in 31 December 2016) and available credit lines as follows:

30 Jun 2017 31 Dec 2016
Commitments of
less than one year
Commitments of
more than one
year
Commitments of
less than one year
Commitments of
more than one
year
Unused credit facilities 137,234,154 332,500,000 109,464,259 439,250,000
Agreed credit facilities 339,455,242 772,500,000 443,580,242 709,625,000

19 DERIVATIVES

Exchange Rate Derivatives

Sonae uses exchange rate derivatives, essentially to hedge future cash flows that will occur in the next 12 months.

Therefore, Sonae entered several exchange rate forwards in order to manage its exchange rate exposure.

The fair value of exchange rate derivatives hedging instruments, calculated based on present market value of equivalent financial instruments of exchange rate, is 5,117,814 euro as liabilities, and 485,192 euro as assets (358,117 euro as liabilities and 4,207,972 euro as assets, as at 31 December 2016).

The accounting of the fair value for these financial instruments was made taking into consideration the present value at financial position statement date of the forward settlement amount in the maturity date of the contract. The settlement amount considered in the valuation, is equal to the currency notional amount (foreign currency) multiplied by the difference between the contracted forward exchange rate and the forward exchange market rate at that date as at the valuation date.

Losses in the period arising from changes in the fair value of instruments that do not qualify for hedging accounting treatment were recorded directly in the income statement in the captions "Others Financial income" or "Financial expenses".

Gains and losses for the year associated with the change in market value of derivative instruments are recorded under the caption "Hedging reserve" when considered cash flow hedging and when considered as fair value hedging are recorded under the caption "Financial income" or "Financial expenses". The change in market value of derivative instruments when considered as speculation is recorded in the income statement under the caption "Other expenses".

Interest rate derivatives

Sonae does not have any interest rate hedging derivatives recorded as at 30 June 2017.

Interest rate and Exchange rate derivatives

As at 30 June 2017 no contracts existed, related to interest rate and exchange rate derivatives simultaneously.

Fair value of derivatives

The fair value of derivatives is detailed as follows:

Assets Liabilities
30 Jun 2017 31 Dec 2016 30 Jun 2017 31 Dec 2016
Hedging derivatives
Exchange rate 485,192 4,207,972 5,117,814 358,117
485,192 4,207,972 5,117,814 358,117

20 OTHER NON – CURRENT LIABILITIES

As at 30 June 2017 and 31 December 2016, "Other non-current liabilities" are detailed as follows:

30 Jun 2017 31 Dec 2016
Shareholders loans 444,793 415,382
Fixed assets suppliers 57,500 406,872
Other non-current liabilities 1,793,000 1,720,153
Deferral of the disposal of the extended warranties 15,531,883 15,101,455
Accruals and deferrals 2,871,827 3,913,526
Other non-current liabilities 20,699,003 21,557,388

The carrying amount of "Other non-current liabilities" is estimated to be approximately its fair value.

21 SHARE-BASED PAYMENTS

In 2017 and in previous years, Sonae in accordance with the remuneration policy described in the corporate governance report granted deferred performance bonus to its directors and eligible employees. These are either based on shares to be acquired at nil cost or with discount, three years after they were attributed to the employee, or based on share options with the period price equal to the share price at the grant date, to be exercised three years later. In both cases, the acquisition can be exercised during the period commencing on the third anniversary of the grant date and the end of that year.

As at 30 June 2017, all Sonae Holding share plans responsibilities are accounted in the statement of financial position under "other reserves" and in the Profit and Loss statement under caption "staff costs". They are recognized at the shares fair value on the grant date, concerning the 2017, 2016 and 31 December 2015. Share-based payments costs are recognized on a straight-line basis between the grant and the settlement date.

As at 30 June 2017 and 31 December 2016, the number of attributed shares related to the assumed responsibilities arising from share based payments, which have not yet vested, can be detailed as follows:

Number of shares
Grant
year
Vesting
year
Number of
participants
Share price on date
of assignment
30 Jun 2017 31 Dec 2016
Shares
2014 2017 - 1.024 - 4,340,464
2015 2018 242 1.048 3,563,994 3,619,285
2016 2019 264 0.970 4,501,033 4,964,016
2017 2020 296 0.974 5,696,874 -
Total 13,761,901 12,923,765

During the period ending 30 June 2017 the movements on the above mentioned share based plans were the following:

Aggregate
number of
participants
Number of
shares
Balance as at 31 December 2016 763 12,923,765
Grant 294 5,523,775
Vesting (200) (4,186,325)
Canceled / extinguished / corrected / transferred (1) (55) (499,314)
Closing balance as at 30 June 2017 802 13,761,901

(1) Corrections are made on the basis of the dividend paid and the changes of share capital and other adjustments.

As at 30 June 2017 and 31 December 2016, the fair value of total liabilities on the date of allocation arising from share based payments, which have not yet vested, may be summarized as follows:

Fair value
Grant
year
Vesting
year
30 Jun 2017 31 Dec 2016
2014 2017 - 4,210,250
2015 2018 2,603,498 2,340,471
2016 2019 2,557,337 1,605,032
2017 2020 1,849,585 -
Total 7,010,420 8,155,753

As at 30 June 2017 and 31 December 2016 the financial statements include the following amounts corresponding to the period elapsed between the date of granting and those dates for each deferred bonus plan, which has not yet vested:

30 Jun 2017 31 Dec 2016
Recorded in staff costs in the current period 1,547,631 1,785,772
Recorded in previous years 4,267,743 6,825,062
5,815,374 8,610,834
Recorded in other liabilities - -
Recorded value in Other reserves 5,815,374 8,610,834
5,815,374 8,610,834

22 TRADE CREDITORS AND OTHER CURRENT LIABILITIES

As at 30 June 2017 and 31 December 2016, "Trade creditors and other current liabilities" were made up as follows:

30 Jun 2017 31 Dec 2016
Trade creditors 992,679,731 1,136,655,247
Taxes payable 74,550,840 91,929,635
Other creditors
Fixed asset suppliers 35,308,915 67,208,877
Related undertakings 134,962 -
Other debts 142,262,571 133,431,355
177,706,448 200,640,232
Other current liabilities
Holiday pay and bonuses 128,664,932 122,568,080
Other external supplies and services 36,561,494 32,121,742
Deferred Revenue of warranty extension 46,534,001 45,073,283
Responsabilities assumed on sale of real state 17,255,336 17,558,769
Rentals 7,301,668 8,092,102
Marketing expenses 13,492,545 11,807,052
Advance receipts from trade receivables 9,332,655 10,615,437
Interest payable 2,520,229 2,449,632
Expenses on purchases 6,177,101 6,238,536
Insurance payable 2,731,398 632,982
Others 15,856,451 13,842,767
286,427,810 271,000,382
1,531,364,829 1,700,225,496

The caption "Other debts" includes:

  • 102,331,181 euro (87,721,109 euro as at 31 December 2016) relating to the fair value of the shares covered by Sonae SGPS financial derivative referred to in Note 16;

  • 11,749,400 euro (8,344,127 euro as at 31 December 2016) of attributed discounts not yet redeemed related to loyalty card "Cartão Cliente";

  • 12,567,400 euro (15,042,306 euro as at 31 December 2016) related to vouchers, gift cards and discount tickets not yet redeemed;

  • 3,643,076 euro (3,992,919 euro as at 31 December 2016) related to amounts payable to Sonae Distribuição Brasil. S.A. buyer as result of responsibilities assumed with that entity (Note 23).

23 PROVISION AND ACCUMULATED IMPAIRMENT LOSSES

Movements in "Provisions and accumulated impairment losses "over the period ended 30 June 2017 and 2016 are as follows:

Caption Balance as at
01 Jan 2017
Increase Decrease Discontinued
operations
Note 4.1
Entries in the
perimeter
Balance as at
30 June 2017
Accumulated impairment losses on investments
(Note 10)
9,054,576 21,906 (11,294) (8,683,892) - 381,296
Impairment losses on fixed tangible assets (Note 6) 119,100,221 - (3,241,479) - 169,244 116,027,986
Impairment losses on intangible assets 2,638,761 382,139 (235,771) (382,139) - 2,402,990
Accumulated impairment losses on trade account
receivables and other debtors (Note 12)
17,871,034 1,677,598 (1,962,043) (45,178) - 17,541,411
Non current provisions 25,848,118 469,729 (2,992,213) (3,754,291) - 19,571,343
Current provisions 3,558,708 - (215,427) (166,020) - 3,177,261
178,071,418 2,551,372 (8,658,227) (13,031,520) 169,244 159,102,287
Caption Balance as at
01 Jan 2016
Restated
Increase Decrease Entries in the
perimeter
Balance as at
30 June 2016
Restated
Accumulated impairment losses on investments 1,886,603 - (800) (17,606) 1,868,197
Impairment losses on fixed tangible assets 133,564,363 6,537,130 (16,843,639) 416,568 123,674,422
Impairment losses on intangible assets 1,497,024 - - 1,497,024 2,994,048
Accumulated impairment losses on trade account
receivables and other debtors
18,285,857 1,770,590 (2,484,703) 2,306,165 19,877,909
Non current provisions 39,710,058 3,413,546 (3,254,268) 5,077,750 44,947,086
Current provisions 3,083,990 - (44,268) 218,500 3,258,222
198,027,895 11,721,266 (22,627,678) 9,498,401 196,619,884

As at 30 June 2017 and 31 December 2016, provision's details can be analyzed as follows:

30 Jun 2017 31 Dec 2016
Technical provisions on reinsurance 875,614 1,061,465
Future liabilities relating to subsidiaries of retail in Brazil
sold
8,648,772 8,521,318
Clients guarantees 1,449,195 1,449,195
Judicial claims 2,040,304 2,270,177
Contingent liabilities related to subsidiaries acquired 5,827,570 5,827,750
Others 3,907,149 10,276,921
22,748,604 29,406,826

Impairment losses are deducted from the book value of the corresponding asset.

24 CONTINGENT ASSETS AND LIABILITIES

As at 30 June 2017 and 31 December 2016, major contingent liabilities were guarantees given and can be detailed as follows:

- Guarantees and secureties given

30 Jun 2017 31 Dec 2016
Guarantees given:
on tax claims 1,141,436,177 1,153,774,789
on judicial claims 407,076 887,275
on municipal claims 8,650,404 8,048,110
contract by proper compliments 14,146,941 21,516,088
other guarantees 7,792,204 9,261,512

a) Tax Claims

The main tax claims with bank guarantees given or sureties associated are as follows:

  • Some retail operating segment subsidiaries of the Company granted guarantees in favor of the Portuguese Tax Administration, associated with tax claims for additional VAT payment amounting to 553.5 million euro (556.7 million euro as at 31 December 2016) related to the period from 2004 to 2013, which the Company has presented, or has the intention of presenting, a tax appeal. Portuguese tax authorities claim that the Company should have invoiced VAT related to promotional discounts invoiced to suppliers which depend on the purchases made by the Group during the year, as it considers that the discounts correspond to services rendered by the company. Tax authorities also claim that the company should not have deducted VAT from discount vouchers used by its non-corporate clients.

  • The caption guarantees given on tax claims include guarantees granted, in the amount of 142.9 million euro (142.9 million euro as at 31 December 2016), in favor of Tax authorities regarding 2007 up to 2013. Concerning these guarantees, the most significant amount relates to an increase in equity arising on the disposal of own shares to a third party in 2007, as well as to the disregard of the reinvestment concerning capital gains in share disposal, and the fact that demerger operations must be disregarded for income tax purposes. The Company has presented an appeal against this additional tax claim, being the Board of Directors understanding, based on its advisor's assessment, that such appeal will be favourable.

  • Sureties in the amount of, approximately, 60 million euro as a result of a tax appeal presented by the Company concerning an additional tax assessment by Tax authorities, relating to 31 December 2005, following the correction of taxable income for corresponding to a prior cover tax losses accumulated by the subsidiary, which has been brought to the cost of participation, moreover, as is understanding already signed by the Tax Administration itself, and now understood that in this case should not consider the amount of the cost of participation , thus including cover losses upon liquidation of the subsidiary company;

  • Sureties in the amount of, approximately 50 million euro, following a tax appeal presented by the Company concerning additional tax assessments made by Tax authorities, relating to 31 December 2002, which refer to the non-acceptance by Tax authorities of tax losses arising on the sale and liquidation of a subsidiary of the Group;

  • Fiscal lawsuit related to rent tax, concerning a subsidiary of the Company in Brazil, in the amount of, approximately, 17.4 million euro (65.6 million Brazilian real), which is being judged by a tax court, for which there were granted guarantees in the amount of 44.1 million euro (165.9 million Brazilian real). The difference between the value of the contingency and the value of the guarantee relates with the update of the related responsibility.

b) Contingent assets and liabilities related to tax claims paid under regularization programs of tax debts

Within the framework of regularization of tax debts to Tax Authorities, (Outstanding Debts Settlement of Tax and Social Security - Decree of Law 151-A/2013 and Decree of Law 248-A), the Group made tax payments in the amount of, approximately, 26.3 million euro, having the respective guarantees been eliminated. The related tax appeals continue in courts, having the maximum contingencies been reduced through the elimination of fines and interests related with these tax assessments.

As permitted by law, the Group maintains the legal proceedings, in order to establish the recovery of those amounts, having recorded as an asset the amounts related with income taxes paid under those plans (Note 14).

  • c) Other contingent liabilities
  • Contingent liabilities related to discontinued activities in subsidiaries in Brazil

Following the disposal of a subsidiary in Brazil, Sonae guaranteed to the buyer of the subsidiary all the losses incurred by that company arising on unfavourably decisions not open for appeal, concerning tax lawsuits on transactions that took place before the sale date (13 December 2005) and that exceed 40 million euro. As at 31 December 2016, the amount claimed by the Brazilian Tax Authorities, concerning the tax lawsuits still in progress, which the company's lawyers assess as having a high probability of loss, plus the amounts already paid (28.5 million euro) related to programs for the Brazilian State of tax recovery, amount to near 32.4 million euro at 31 March 2017 (32.4 million euro at 31 December 2016). Furthermore, there are other tax assessments totalling 60.8 million euro (60.8 million euro as at 31 December 2016) for which the Board of Directors, based on its lawyers' assessment, understands will not imply future losses to the former subsidiary.

No provision has been recorded to face risks arising from events related to guarantees given, as the Board of Directors considers that no liabilities will result for Sonae.

It was not created any provision to cover possible risks related to events/disputes for which guarantees were given for being understanding of the Board of Directors that the resolution of these events / disputes without loss to Sonae.

25 RELATED PARTIES

Balances and transactions with related parties are detailed as follows:

Sales and services rendered Purchases and services obtained
Transactions 30 Jun 2017 30 Jun 2016 30 Jun 2017 30 Jun 2016
Parent Company 93,689 117,009 332,966 344,945
Jointly controlled companies 21,450,787 8,910,259 145,789,794 19,788,111
Associated companies 17,400,250 16,106,296 - 1,077,324
Other related parties 26,973,859 27,335,767 8,905,297 9,602,525
65,918,585 52,469,331 155,028,057 30,812,905
Interest income Interest expenses
Transactions 30 Jun 2017 30 Jun 2016 30 Jun 2017 30 Jun 2016
Parent Company - - 16,651 168,233
Jointly controlled companies 159 - - -
Associated companies 4,586 - - -
Other related parties - - - 37,446
4,745 - 16,651 205,679
Accounts receivable Accounts payable
Balances 30 Jun 2017 31 Dec 2016 30 Jun 2017 31 Dec 2016
Parent Company 43,102 25,136 304,854 688,294
Jointly controlled companies 10,010,775 29,377,178 43,158,686 15,192,431
Associated companies 5,674,206 6,583,207 1,807 147,945
Other related parties 14,274,613 16,965,780 5,340,939 10,405,360
30,002,696 52,951,301 48,806,286 26,434,030
Loans
Obtained Granted
Balances 30 Jun 2017 31 Dec 2016 30 Jun 2017 31 Dec 2016
Jointly controlled companies - 1,000 - -
Associated companies - - 1,500,000 -
Other related parties 444,295 442,382 243,568 3,570
444,295 443,382 1,743,568 3,570

26 OTHER INCOME

As at 30 June 2017 and 2016, the caption "Other Income" is made up as follow:

30 Jun 2017 30 Jun 2016
Restated
Supplementary income 335,201,300 310,754,442
Prompt payment discounts obtained 11,753,092 12,056,101
Foreign currency exchange gains 9,870,257 8,966,586
Own work capitalised 7,251,192 6,761,187
Gains on sales of assets (Note 6) 219,600 63,860,700
Impairment losses reversals 1,664,205 3,508,824
Others 2,296,965 3,262,399
368,256,611 409,170,239

In the caption "Gains on disposal of assets" as at 30 June 2016 are includes gains related to operations Sale and Leaseback in the amount of 63.1 million euro (Note 6).

27 INCOME TAX

The income taxes recognized in the six-month period ended on 30 June 2017 and 2016 are detailed as follows:

30 Jun 2017 30 Jun 2016
Restated
Current tax (4,913,728) 9,017,044
Deferred tax (11,863,458) (8,410,245)
(16,777,186) 606,799

28 EARNINGS PER SHARE

Earnings per share for the period were calculated taking into consideration the following amounts:

30 Jun 2017 30 Jun 2016 Restated
Continuing
Operations
Discontinued
Operations
Continuing
Operations
Discontinued
Operations
Restated
(Note 3)
Net profit
Net profit taken into consideration to calculate basic earnings per share
(consolidated profit for the period)
63,819,061 9,073,525 75,163,633 1,112,506
Effect of dilutive potential shares - - - -
Interest related to convertible bonds (net of tax) 3,959,126 - 3,852,999 -
Net profit taken into consideration to calculate diluted earnings per share 67,778,187 9,073,525 79,016,632 1,112,506
Number of shares
Weighted average number of shares used to calculate basic earnings per
share
1,889,658,983 1,889,658,983 1,885,261,759 1,885,261,759
Effect of dilutive potential ordinary shares from convertible bonds 127,113,527 127,113,527 127,113,527 127,113,527
Outstanding shares related with share based payments 13,649,823 13,649,823 13,392,338 13,392,338
Shares related to performance bonus that can be bought at market price (8,800,105) (8,800,105) (8,198,289) (8,198,289)
Weighted average number of shares used to calculate diluted earnings 2,021,622,228 2,021,622,228 2,017,569,335 2,017,569,335
per share
Earnings per share
Basic 0.035868 0.004802 0.041913 0.000590
Diluted 0.033527 0.004488 0.039164 0.000551

29 PRESENTATION OF CONSOLIDATED INCOME STATEMENTS

In the Management Report, and for the purposes of calculating financial indicators as EBIT, EBITDA and underlying EBITDA the consolidated income statement is divided between Direct Income and Indirect Income.

The Indirect Income includes the contribution of Sonae Sierra, net of taxes that result from: (i) valuation of investment properties; (ii) gains (losses) with the sale of financial investments, joint ventures or associates; (iii) impairment losses relating to non-current assets (including Goodwill) and (iv) provisions for assets at risk. Additionally and with regard to the portfolio of Sonae, it includes: (i) impairment of real estate assets for retail, (ii) decreases in Goodwill, (iii) negative Goodwill (net of taxes) related to acquisitions in the financial year, (iv) provisions (net of tax) for possible future liabilities, and impairments related to noncore

investments, businesses and discontinued assets (or to be discontinued / repositioned), (v) valuation results based on the methodology "mark-to-market" of other current investments that will be sold or traded in the near future and (vi) other irrelevant issues.

The value of EBITDA and EBIT are calculated in the direct income component, i.e. excluding the indirect contributions.

The reconciliation between the two presentation formats for the consolidated income statement for the periods ended 30 June 2017 and 2016 can be summarized as follows:

30 Jun 2017 30 Jun 2016 Restated
Consolidated Indirect
Income
Direct
Income
Consolidated Indirect
Income
Direct
Income
Turnover 2,602,529,163 - 2,602,529,163 2,409,989,229 - 2,409,989,229
Investment income
Dividends 130,138 - 130,138 1,864,173 1,762,005 102,168
Impairment losses - - - - - -
Others (7,044) - (7,044) (77,976) - (77,976)
Other income
Impairment losses reversal 1,666,388 - 1,666,388 2,041,820 - 2,041,820
Others 13,125 - 13,125 - - -
Others 366,357,498 - 366,357,498 343,283,169 - 343,283,169
Total income 2,970,689,268 - 2,970,689,268 2,757,100,415 1,762,005 2,755,338,410
Total expenses (2,853,367,328) (368,111) (2,852,999,217) (2,647,574,809) (508,533) (2,647,066,276)
Depreciation and amortisation (96,634,384) - (96,634,384) (85,553,213) - (85,553,213)
Non-recurring impairment losses over inventories (2,320,050) - (2,320,050) (4,070,343) - (4,070,343)
Provisions and impairment - - - - - -
Others (1,581,939) - (1,581,939) (8,200,620) - (8,200,620)
Profit before financial results and share of results
in associated companies
16,785,567 (368,111) 17,153,678 11,701,430 1,253,472 10,447,958
Non-recurring Profit/(Loss) (5,167,490) - (5,167,490) 55,760,824 - 55,760,824
Gains and losses on investments recorded at fair
value through results
- - - (6,318,903) (6,318,903) -
Financial profit/(loss) (17,782,949) - (17,782,949) (24,913,018) - (24,913,018)
Share of results in joint ventures and associated
undertakings
Sonae Sierra 32,085,566 16,991,350 15,094,216 29,505,518 16,090,762 13,414,756
Armilar Venture Funds (269,649) (269,649) - - - -
ZOPT 16,240,000 - 16,240,000 10,214,490 - 10,214,490
Others (1,534,478) - (1,534,478) (400,250) - (400,250)
Profit before income tax 40,356,567 16,353,590 24,002,977 75,550,091 11,025,331 64,524,760
Income tax 16,777,185 - 16,777,185 (606,800) - (606,800)
Profit/(Loss) from continuing operations 57,133,752 16,353,590 40,780,162 74,943,291 11,025,331 63,917,960
Profit/(Loss) from discontinued operations 18,110,829 16,220,165 1,890,664 2,224,568 - 2,224,568
Net profit for the period 75,244,581 32,573,755 42,670,826 77,167,859 (14,570,712) 66,142,528
Attributable to equity holders of Sonae 72,892,586 32,600,812 40,291,774 76,276,139 11,025,331 65,250,808
Non-controlling interests 2,351,995 (27,057) 2,379,052 891,720 - 891,720
"Underlying" EBITDA (b) 115,893,525 106,128,146
Direct EBITDA (a) 142,416,437 187,342,534
Direct EBIT (c) 43,546,452 91,560,178

(a) EBITDA = total direct income - total direct expenses - reversal of direct impairment losses + share of results in joint ventures and associated undertakings (Sonae Sierra and ZOPT direct results) + unusual results;

  • (b) "Underlying" EBITDA = EBITDA effect of share result in joint ventures and associated undertakings – non-recurrent results;
  • (c) EBIT = EBT financial results;
  • (d) EBT = Direct results before non-controlling interests and taxes;
  • (e) Direct income = Results excluding contributions to indirect results;
  • (f) Indirect income = Includes Sonae Sierra's results, net of taxes, arising from: (i) investment properties valuations; (ii) capital gains (losses) on the sale of financial investments, joint ventures or associates; (iii) impairment losses for noncurrent assets (including Goodwill) and; (iv) provision for assets at risk. Additionally and with regard to the portfolio of Sonae, it includes: (i) impairment of real estate assets for retail, (ii) decrease in goodwill, (iii) provisions (net of tax) for possible future liabilities and impairments related with non-core financial investments, businesses, discontinued assets (or be discontinued/ repositioned); (iv) valuation results based on the methodology "mark-to-market" of other current investments that will be sold or traded in the near future; and (v) other irrelevant issues.

30 SUBSEQUENT EVENTS

As at 25 July 2017, Sonae RP concluded a sale and leaseback operation of 4 food retail assets located in Portugal. This operation totalled 34.7 million euro and generated an estimated capital gain of 10.3 million euro. In fact, Sonae MC's level of freehold assets stood at 48%.

31 APPROVAL OF THE FINANCIAL STATEMENTS

The accompanying consolidated financial statements were approved by the Board of Directors on 24 August 2017.

32 GROUP COMPANIES INCLUDED IN THE CONSOLIDATED FINANCIAL STATEMENT

Group companies included in the consolidated financial statements, their head offices and percentage of share capital held by Sonae as at 30 June 2017 and 31 December 2016 are as follows:

Percentage of capital held
30 Jun 2017 31 Dec 2016
COMPANY Head Office Direct* Total* Direct* Total*
Sonae - SGPS, S.A. Maia (Portugal) HOLDING HOLDING HOLDING HOLDING
Sonae Retail
Aduanas Caspe, S.L.U. a) Zaragoza (Spain) 100.00% 100.00% 100.00% 100.00%
Arat Inmuebles, SA a) Madrid (Spain) 100.00% 100.00% 100.00% 100.00%
1) Asprela Sociedade Imobiliária, SA a) Maia (Portugal) 100.00% 100.00% - -
Azulino Imobiliária, SA a) Maia (Portugal) 100.00% 100.00% 100.00% 100.00%
BB Food Service, SA a) Maia (Portugal) 100.00% 100.00% 100.00% 100.00%
Bertimóvel - Sociedade Imobiliária, SA a) Matosinhos (Portugal) 100.00% 100.00% 100.00% 100.00%
Bom Momento - Restauração, SA a) Maia (Portugal) 100.00% 100.00% 100.00% 100.00%
2) Brio – Produtos de Agricultura Biológica, SA a) Matosinhos (Portugal) 100.00% 100.00% - -
Canasta - Empreendimentos Imobiliários, SA a) Maia (Portugal) 100.00% 100.00% 100.00% 100.00%
Chão Verde - Sociedade de Gestão Imobiliária, SA a) Maia (Portugal) 100.00% 100.00% 100.00% 100.00%
Citorres - Sociedade Imobiliária, SA a) Maia (Portugal) 100.00% 100.00% 100.00% 100.00%
Comercial Losan Polonia SP Z.O.O a) Warsaw (Poland) 100.00% 100.00% 100.00% 100.00%
Comercial Losan, S.L.U. a) Zaragoza (Spain) 100.00% 100.00% 100.00% 100.00%
Contimobe - Imobiliária de Castelo de Paiva, SA a) Castelo de Paiva
(Portugal)
100.00% 100.00% 100.00% 100.00%
Continente Hipermercados, SA a) Lisbon (Portugal) 100.00% 100.00% 100.00% 100.00%
Cumulativa - Sociedade Imobiliária, SA a) Maia (Portugal) 100.00% 100.00% 100.00% 100.00%
3) Discovery Sports, SA a) Matosinhos (Portugal) 100.00% 100.00% 100.00% 100.00%
Elergone Energias, Lda a) Matosinhos (Portugal) 75.00% 75.00% 75.00% 75.00%
Farmácia Selecção, SA a) Matosinhos (Portugal) 100.00% 100.00% 100.00% 100.00%
Fashion Division, SA a) Maia (Portugal) 100.00% 100.00% 100.00% 100.00%
Fashion Division Canárias, SL a) Tenerife (Spain) 100.00% 100.00% 100.00% 100.00%
Fozimo - Sociedade Imobiliária, SA a) Maia (Portugal) 100.00% 100.00% 100.00% 100.00%
Fundo de Investimento Imobiliário Fechado Imosede a) Maia (Portugal) 100.00% 100.00% 100.00% 100.00%
Fundo de Investimento Imobiliário Imosonae Dois a) Maia (Portugal) 98.00% 98.00% 97.91% 97.91%
Global Usebti, S.L. a) Zaragoza (Spain) 100.00% 100.00% 100.00% 100.00%
2) Go Well – Promoção de Eventos, Caterings e
Consultoria, SA
a) Lisbon (Portugal) 51.00% 51.00% - -
HighDome PCC Limited (Cell Europe) a) La Valletta (Malta) 100.00% 100.00% 100.00% 100.00%
Igimo – Sociedade Imobiliária, SA a) Maia (Portugal) 100.00% 100.00% 100.00% 100.00%
Iginha – Sociedade Imobiliária, SA a) Matosinhos (Portugal) 100.00% 100.00% 100.00% 100.00%
Imoestrutura – Sociedade Imobiliária, SA a) Maia (Portugal) 100.00% 100.00% 100.00% 100.00%
Imomuro – Sociedade Imobiliária, SA a) Matosinhos (Portugal) 100.00% 100.00% 100.00% 100.00%
Imoresultado – Sociedade Imobiliária, SA a) Maia (Portugal) 100.00% 100.00% 100.00% 100.00%
Imosistema – Sociedade Imobiliária, SA a) Maia (Portugal) 100.00% 100.00% 100.00% 100.00%
Infofield – Informática, SA a) Maia (Portugal) 100.00% 100.00% 100.00% 100.00%
Irmãos Vila Nova, SA a) Vila Nova de Famalicão
(Portugal)
100.00% 50.00% 100.00% 50.00%
Irmãos Vila Nova III - Imobiliária, SA a) Vila Nova de Famalicão
(Portugal)
100.00% 50.00% 100.00% 50.00%
IVN – Serviços Partilhados, SA a) Vila Nova de Famalicão
(Portugal)
50.00% 50.00% 50.00% 50.00%
IVN Asia Limited a) Hong Kong (China) 100.00% 50.00% 100.00% 50.00%
Losan Colombia, S.A.S a) Bogota (Colombia) 100.00% 100.00% 100.00% 100.00%
Losan Overseas Textile, S.L. a) Zaragoza (Spain) 100.00% 100.00% 100.00% 100.00%
Losan Tekstil Urunleri V e Dis Ticaret, L.S. a) Istanbul (Turkey) 100.00% 100.00% 100.00% 100.00%
2) Losan Rusia a) Moscow (Russia) 100.00% 100.00% - -
Marcas MC, zRT a) Budapest (Hungary) 100.00% 100.00% 100.00% 100.00%
MCCARE – Serviços de Saúde, SA a) Matosinhos (Portugal) 100.00% 100.00% 100.00% 100.00%
MJB Design, Lda a) Maia (Portugal) 100.00% 100.00% 100.00% 100.00%
MJLF - Empreendimentos Imobiliários, SA a) Maia (Portugal) 100.00% 100.00% 100.00% 100.00%
Modalfa - Comércio e Serviços, SA a) Maia (Portugal) 100.00% 100.00% 100.00% 100.00%
Modalloop - Vestuário e Calçado, SA a) Matosinhos (Portugal) 100.00% 100.00% 100.00% 100.00%
Modelo Continente Hipermercados, SA a) Matosinhos (Portugal) 100.00% 100.00% 100.00% 100.00%
Modelo Continente International Trade, SA a) Madrid (Spain) 100.00% 100.00% 100.00% 100.00%
Modelo - Distribuição de Materiais de Construção, SA b) Maia (Portugal) 50.00% 50.00% 50.00% 50.00%
Modelo Hiper Imobiliária, SA a) Maia (Portugal) 100.00% 100.00% 100.00% 100.00%
Pharmaconcept – Actividades em Saúde, SA a) Matosinhos (Portugal) 100.00% 100.00% 100.00% 100.00%
Pharmacontinente - Saúde e Higiene, SA a) Matosinhos (Portugal) 100.00% 100.00% 100.00% 100.00%
Ponto de Chegada – Sociedade Imobiliária, SA a) Maia (Portugal) 100.00% 100.00% 100.00% 100.00%
Predicomercial - Promoção Imobiliária, SA a) Maia (Portugal) 100.00% 100.00% 100.00% 100.00%
Predilugar- Promoção Imobiliária, SA a) Maia (Portugal) 100.00% 100.00% 100.00% 100.00%
Salsa DE Gmbh a) Dusseldorf (Germany) 100.00% 50.00% 100.00% 50.00%
Salsa Distribution USA LLC a) New York (USA) 100.00% 50.00% 100.00% 50.00%
Salsa France, S.A.R.L. a) Paris (France) 99.99% 50.00% 99.99% 50.00%
Salsa Luxembourg, Sàrl a) Luxembourg 100.00% 50.00% 100.00% 50.00%
1) SK – Skin Health Cosmetics, S.A. a) Matosinhos (Portugal) 100.00% 100.00% - -
SLS Salsa – Comércio e Difusão de Vestuário, S.A. a) Vila Nova de Famalicão
(Portugal)
100.00% 50.00% 100.00% 50.00%
SLS Salsa España – Comercio y Difusión de Vestuario,
S.A.U.
a) Pontevedra (Spain) 100.00% 50.00% 100.00% 50.00%
SDSR – Sports Division SR, SA a) Matosinhos (Portugal) 100.00% 100.00% 100.00% 100.00%
Selifa - Empreendimentos Imobiliários de Fafe, SA a) Maia (Portugal) 100.00% 100.00% 100.00% 100.00%
Sempre à Mão - Sociedade Imobiliária, SA a) Matosinhos (Portugal) 100.00% 100.00% 100.00% 100.00%
Sesagest - Proj.Gestão Imobiliária, SA a) Porto (Portugal) 100.00% 100.00% 100.00% 100.00%
SIAL Participações, Ltda a) São Paulo (Brazil) 100.00% 100.00% 100.00% 100.00%
Socijofra - Sociedade Imobiliária, SA a) Gondomar (Portugal) 100.00% 100.00% 100.00% 100.00%
Sociloures - Sociedade Imobiliária, SA a) Matosinhos (Portugal) 100.00% 100.00% 100.00% 100.00%
Soflorin, BV a) Amsterdam
(Netherlands)
100.00% 100.00% 100.00% 100.00%
4) Sohi Meat Solutions- Distribuição de Carnes, SA a) Santarém (Portugal) 50.00% 50.00% 100.00% 100.00%
Sonae Capital Brasil, Lda a) São Paulo (Brazil) 100.00% 100.00% 100.00% 100.00%
Sonae Center Serviços II, SA a) Maia (Portugal) 100.00% 100.00% 100.00% 100.00%
Sonae Investimentos, SGPS, SA a) Matosinhos (Portugal) 100.00% 100.00% 100.00% 100.00%
Sonae MC – Modelo Continente SGPS, SA a) Matosinhos (Portugal) 100.00% 100.00% 100.00% 100.00%
Sonae MC S2 Africa Limited a) La Valletta (Malta) 100.00% 100.00% 100.00% 100.00%
Sonae SR Malta Holding Limited a) La Valletta (Malta) 100.00% 100.00% 100.00% 100.00%
Sonaegest-Soc.Gest.Fundos Investimentos, SA a) Maia (Portugal) 100.00% 90.00% 100.00% 90.00%
Sonaerp - Retail Properties, SA a) Porto (Portugal) 100.00% 100.00% 100.00% 100.00%
SONAESR – Serviços e Logística, SA a) Matosinhos (Portugal) 100.00% 100.00% 100.00% 100.00%
Sondis Imobiliária, SA a) Maia (Portugal) 100.00% 100.00% 100.00% 100.00%
Sonvecap, BV a) Amsterdam
(Netherlands)
100.00% 100.00% 100.00% 100.00%
Sport Zone Canárias, SL a) Tenerife (Spain) 60.00% 60.00% 60.00% 60.00%
Sport Zone España - Comércio de Articulos de Deporte,
SA
a) Madrid (Spain) 100.00% 100.00% 100.00% 100.00%
Sport Zone spor malz.per.satis ith.ve tic.ltd.sti a) Istanbul (Turkey) 100.00% 100.00% 100.00% 100.00%
Têxtil do Marco, SA a) Marco de Canaveses
(Portugal)
92.76% 92.76% 92.76% 92.76%
Usebti Textile México S.A. de C.V. a) Mexico City (Mexico) 100.00% 100.00% 100.00% 100.00%
Valor N, SA a) Matosinhos (Portugal) 100.00% 100.00% 100.00% 100.00%
Worten Canárias, SL a) Tenerife (Spain) 60.00% 60.00% 60.00% 60.00%
Worten - Equipamento para o Lar, SA a) Matosinhos (Portugal) 100.00% 100.00% 100.00% 100.00%
Worten España Distribución, S.L. a) Madrid (Spain) 100.00% 100.00% 100.00% 100.00%
Zippy - Comércio e Distribuição, SA a) Matosinhos (Portugal) 100.00% 100.00% 100.00% 100.00%
Zippy - Comércio Y Distribución, SA a) Madrid (Spain) 100.00% 100.00% 100.00% 100.00%
Zippy cocuk malz.dag.ith.ve tic.ltd.sti a) Istanbul (Turkey) 100.00% 100.00% 100.00% 100.00%
ZYEvolution-Invest.Desenv., SA a) Matosinhos (Portugal) 100.00% 100.00% 100.00% 100.00%
Sonae IM
Bright Development Studio, SA a) Maia (Portugal) 100.00% 89.97% 100.00% 89.97%
Bright Ventures Capital SCR a) Maia (Portugal) 100.00% 89.97% 100.00% 89.97%
Cape Tecnologies Limited a) Dublin (Ireland) 100.00% 89.97% 100.00% 89.97%
Digitmarket - Sistemas de Informação, SA a) Maia (Portugal) 75.10% 67.56% 75.10% 67.56%
Inovretail, Lda a) Maia (Portugal) 100.00% 89.97% 100.00% 89.97%
Praesidium Services Limited a) Berkshire (U.K.) 100.00% 89.97% 100.00% 89.97%
S21 Sec Brasil, Ltda a) São Paulo (Brazil) 99.99% 89.96% 99.99% 89.96%
5) S21 Sec Ciber Seguridad SA de CV a) Mexico City (Mexico) 100.00% 89.97% 100.00% 89.97%
S21 Sec Gestion, SA a) Navarra (Spain) 100.00% 89.97% 100.00% 89.97%
S21 Sec Information Security Labs, S.L. a) Navarra (Spain) 100.00% 89.97% 100.00% 89.97%
5) S21 Sec México, SA de CV a) Mexico City (Mexico) 100.00% 89.97% 100.00% 89.97%
S21 Sec SA de CV a) Mexico City (Mexico) 100.00% 89.97% 100.00% 89.97%
S21SEC Portugal – Cybersecurity and Intelligence
Services, SA
a) Maia (Portugal) 100.00% 89.97% 100.00% 89.97%
Saphety – Transacciones Electronicas SAS a) Bogota (Colombia) 100.00% 78.27% 100.00% 78.27%
Saphety Brasil Transações Electrônicas Lda a) São Paulo (Brazil) 100.00% 78.27% 100.00% 78.27%
Saphety Level - Trusted Services, SA a) Maia (Portugal) 86.99% 78.27% 86.99% 78.27%
Sonaecom-Cyber Security and Int., SGPS, SA a) Maia (Portugal) 100.00% 89.97% 100.00% 89.97%
Sonaecom - Serviços Partilhados, SA a) Maia (Portugal) 100.00% 89.97% 100.00% 89.97%
Sonaecom - Sistemas de Información España, SL a) Madrid (Spain) 100.00% 89.97% 100.00% 89.97%
Sonaecom, SGPS, SA a) Maia (Portugal) 90.15% 89.97% 90.15% 89.97%
Sonae Investment Management - Software and
Technology, SGPS, SA
a) Maia (Portugal) 100.00% 89.97% 100.00% 89.97%
Tecnológica Telecomunicações, Ltda a) Rio de Janeiro (Brazil) 99.99% 89.87% 99.99% 89.87%
We Do Brasil Soluções Informáticas, Ltda a) Rio de Janeiro (Brazil) 99.91% 89.88% 99.91% 89.88%
We Do Consulting - Sistemas de Informação, SA a) Maia (Portugal) 100.00% 89.97% 100.00% 89.97%
We Do Technologies (UK) Limited a) Berkshire (R.U.) 100.00% 89.97% 100.00% 89.97%
We Do Tecnologies Americas, Inc. a) Delaware
(USA)
100.00% 89.97% 100.00% 89.97%
We Do Technologies Australia PTY Limited a) Sydney (Australia) 100.00% 89.97% 100.00% 89.97%
We Do Technologies Egypt Limited Liability Company a) Cairo (Egypt) 100.00% 89.97% 100.00% 89.97%
We Do Technologies Mexico S. de RL a) Mexico City (Mexico) 100.00% 89.97% 100.00% 89.97%
We Do Tecnologies BV a) Amsterdam
(Netherlands)
100.00% 89.97% 100.00% 89.97%
Sonae FS
SFS – Serviços de Gestão e Marketing, SA a) Maia (Portugal 100.00% 100.00% 100.00% 100.00%
Sonae Financial Services, S.A. a) Maia (Portugal) 100.00% 100.00% 100.00% 100.00%

Others

6) Accive Insurance – Corretor de Seguros, SA a) Porto (Portugal) 70.00% 35.00% 70.00% 35.01%
6) Herco Consultoria de Risco e Corretora de Seguros, Ltda a) Santa Catarina (Brazil) 100.00% 50.00% 100.00% 50.01%
6) Herco, Consultoria de Risco, SA a) Maia (Portugal) 100,00% 50,00% 100,00% 50,01%
6) HighDome PCC Limited a) La Valletta (Malta) 100,00% 50,00% 100,00% 50,01%
6) Iberosegur – Sociedade Ibérica de Mediação de
Seguros, Lda
a) Porto (Portugal) 100,00% 50,00% 100,00% 50,01%
Libra Serviços, Lda a) Funchal (Portugal) 100,00% 100,00% 100,00% 100,00%
6) Larim Corretora de Resseguros Ltda a) Rio de Janeiro (Brazil) 99,99% 50,00% 99,99% 50,01%
6) Lazam/mds Correctora Ltda a) São Paulo (Brazil) 100,00% 50,00% 100,00% 50,01%
6) MDS África, SGPS, SA a) Porto (Portugal) 50,00% 25,00% 50,00% 25,05%
6) MDS - Corretor de Seguros, SA a) Porto (Portugal) 100,00% 50,00% 100,00% 50,01%
6) MDS Auto - Mediação de Seguros, SA a) Porto (Portugal) 50,00% 25,00% 50,01% 25,01%
6) MDS Malta Holding Limited a) La Valletta (Malta) 100,00% 50,00% 100,00% 50,01%
6) MDS RE – Mediador de resseguros, SGPS, SA a) Porto (Portugal) 100,00% 25,00% 100,00% 25,05%
6) MDS, SGPS, SA a) Maia (Portugal) 50,00% 50,00% 50,01% 50,01%
6) Moneris Seguros - Mediação de Seguros, Lda a) Oeiras (Portugal) 60,00% 30,00% 60,00% 30,01%
PCJ-Público, Comunicação e Jornalismo, SA a) Maia (Portugal) 100,00% 89,97% 100,00% 89,97%
Público - Comunicação Social, SA a) Porto (Portugal) 100,00% 89,97% 100,00% 89,97%
Sonae Investments, BV a) Amsterdam
(Netherlands)
100,00% 100,00% 100,00% 100,00%
Sonae RE, SA a) Luxembourg 99,92% 99,92% 99,92% 99,92%
Sonaecenter Serviços, SA a) Maia (Portugal) 100,00% 100,00% 100,00% 100,00%
Sontel, BV a) Amsterdam
(Netherlands)
100,00% 100,00% 100,00% 100,00%
Tlantic, BV a) Amsterdam
(Netherlands)
70,71% 70,71% 70,71% 70,71%
Tlantic Portugal - Sistemas de Informação, SA a) Maia (Portugal) 100,00% 70,71% 100,00% 70,71%
Tlantic Sistemas de Informação, Ltda a) Porto Alegre (Brazil) 100,00% 70,71% 100,00% 70,71%

*the percentage of capital held "Total" is the total percentage of interest held by the parent company's shareholders; the percentage of capital held "Direct" corresponds to the percentage that subsidiary(s) which hold(s) a participation, hold(s) this participation directly in the share capital of that company.

a) Control held by majority of voting rights which gives power of relevant activities;

b) Control held by majority of Board members;

1) Company created in the period;

  • 2) Company acquired in the period;
  • 3) Company merged in SDSR Sports Division SR, SA;
  • 4) On January 3rd 2017, was created a Joint Venture between Sonae MC and Hilton Food Group PLC trough a capital increase of this Group on Sohi Meat. From this moment, onwards, Sohimeat is consolidated through the equity method;
  • 5) Company merged in S21 Sec SA de CV;
  • 6) On 31 March 2017, an agreement was signed for the sale of shares of MDS, SGPS, SA to IPLF Holding, SA and the shareholder agreement was changed, and Sonae was given joint control. The non-opposition of the entities that regulate the insurance activity in June 2017, becoming effective the loss of control since that date (Note 4.1)

These entities are consolidated using the full consolidation method.

33 JOINT VENTURES AND ASSOCIATED COMPANIES INCLUDED IN THE CONSOLIDATED FINANCIAL STATEMENT

Joint ventures and associates, their head offices and percentage of share capital held by Sonae as at 30 June 2017 and 31 December 2016 are as follows:

33.1 Joint ventures

Percentage of capital held
30 Jun 2017 31 Dec 2016
COMPANY Head Office Direct* Total* Direct* Total*
Sonae Retail
1) Sohi Meat Solutions- Distribuição de Carnes, SA Santarém (Portugal) 50.00% 50.00% 100.00% 100.00%
Sonae Sierra
3shoppings - Holding, SGPS, SA Maia (Portugal) 100.00% 25.05% 100.00% 25.05%
8ª Avenida Centro Comercial, SA Maia (Portugal) 100.00% 11.25% 100.00% 11.25%
Aegean Park Constructions Real Estate and Development, SA Atenas (Grécia) 100.00% 25.00% 100.00% 25.00%
2) Albufeira RP (Luxembourg) 1, Sarl Luxembourg 100.00% 5.00% - -
2) Albufeira RP (Luxembourg) 2, Sarl Luxembourg 100.00% 5.00% - -
ALBCC – Albufeirashopping – Centro Comercial, SA Maia (Portugal) 100.00% 11.25% 100.00% 11.25%
2) ALBRP Albufeira Retail Park, Lda Maia (Portugal) 100.00% 5.00% - -
ALEXA Holding GmbH Dusseldorf (Germany) 100.00% 50.00% 100.00% 50.00%
ALEXA Shopping Centre GmbH Dusseldorf (Germany) 100.00% 50.00% 100.00% 50.00%
Algarveshopping - Centro Comercial, SA Maia (Portugal) 100.00% 5.00% 100.00% 5.00%
2) Area Sur Shopping, S.L Madrid (Spain) 15.00% 7.50% - -
ARP Alverca Retail Park, SA Maia (Portugal) 100.00% 50.00% 100.00% 50.00%
Arrábidashopping - Centro Comercial, SA Maia (Portugal) 100.00% 12.53% 100.00% 12.53%
2) Axnae Spain Holdings, S.L. Madrid (Spain) 100.00% 50.00% - -
Campo Limpo Lda São Paulo (Brazil) 20.00% 3.33% 20.00% 3.33%
Cascaishopping - Centro Comercial, SA Maia (Portugal) 100.00% 28.62% 100.00% 28.62%
Cascaishopping Holding I, SGPS, SA Maia (Portugal) 100.00% 28.62% 100.00% 28.62%
CCCB Caldas da Rainha - Centro Comercial, SA Maia (Portugal) 100.00% 50.00% 100.00% 50.00%
Centro Colombo - Centro Comercial, SA Maia (Portugal) 100.00% 12.53% 100.00% 12.53%
Centro Vasco da Gama - Centro Comercial, SA Maia (Portugal) 100.00% 12.53% 50.00% 12.53%
Coimbrashopping - Centro Comercial, SA Maia (Portugal) 100.00% 25.05% 100.00% 25.05%
Colombo Towers Holding, BV The Hague (Netherlands) 50.00% 25.00% 50.00% 25.00%
DOC Malaga Holdings S.L. Madrid (Spain) 50.00% 12.53% 50.00% 12.53%
DOC Malaga SITECO S.L.U. Madrid (Spain) 100.00% 12.53% 100.00% 12.53%
Dortmund Tower GmbH Dusseldorf (Germany) 100.00% 50.00% 100.00% 50.00%
Dos Mares - Shopping Centre, BV Amsterdam
(Netherlands)
100.00% 25.05% 100.00% 25.05%
Dos Mares - Shopping Centre, SA Madrid (Spain) 100.00% 25.05% 100.00% 25.05%
Estação Viana - Centro Comercial, SA Viana do Castelo
(Portugal)
100.00% 5.00% 100.00% 5.00%
Freccia Rossa - Shopping Centre, Srl Milan (Italy) 50.00% 25.00% 50.00% 25.00%
Fundo de Investimento Imobiliário Parque Dom Pedro
Shopping Center
Rio de Janeiro (Brazil) 50.00% 10.34% 50.00% 10.34%
Fundo de Investimento Imobiliário Shopping Parque Dom
Pedro
Rio de Janeiro (Brazil) 87.61% 15.78% 87.61% 15.78%
Gaiashopping I - Centro Comercial, SA Maia (Portugal) 100.00% 12.53% 100.00% 12.53%
Gaiashopping II - Centro Comercial, SA Maia (Portugal) 100.00% 12.53% 100.00% 12.53%
Gli Orsi Shopping Centre 1, Srl Milan (Italy) 100.00% 50.00% 100.00% 50.00%
Guimarãeshopping - Centro Comercial, SA Maia (Portugal) 100.00% 25.05% 100.00% 25.05%
Harvey Dos Iberica, SL Madrid (Spain) 50.00% 12.53% 50.00% 12.53%
Iberian Assets, SA Madrid (Spain) 49.81% 12.48% 49.81% 12.48%
Iberia Shopping Centre Venture Cooperatief UA Amsterdam
(Netherlands)
100.00% 5.00% 100.00% 5.00%
Iberian Holdings Spain, S.L. Madrid (Spain) 100.00% 50.00% 100.00% 50.00%
Ioannina Development of Shopping Centres, SA Athens (Greece) 100.00% 50.00% 100.00% 50.00%
Land Retail, BV Amsterdam
(Netherlands)
100.00% 32.19% 100.00% 32.19%
Larissa Development of Shopping Centres, SA Athens (Greece) 100.00% 25.00% 100.00% 25.00%
LCC – Leiriashopping – Centro Comercial, SA Maia (Portugal) 100.00% 11.25% 100.00% 11.25%
Le Terrazze – Shopping Centre 1, Srl Milan (Italy) 50.00% 5.00% 50.00% 5.00%
Loureshopping – Centro Comercial, SA Maia (Portugal) 50.00% 5.63% 50.00% 5.63%
Luz del Tajo - Centro Comercial, SA Madrid (Spain) 100.00% 5.00% 100.00% 5.00%
Luz del Tajo, BV Amsterdam
(Netherlands)
100.00% 25.05% 100.00% 25.05%
Madeirashopping - Centro Comercial, SA Funchal (Portugal) 50.00% 12.53% 50.00% 12.53%
Maiashopping - Centro Comercial, SA Maia (Portugal) 100.00% 25.05% 100.00% 25.05%
Microcom Doi, Srl Bucharest (Romania) 100.00% 50.00% 100.00% 50.00%
Norte Shopping Retail and Leisure Centre, BV Amsterdam
(Netherlands)
50.00% 12.53% 50.00% 12.53%
Norteshopping - Centro Comercial, SA Maia (Portugal) 100.00% 12.53% 100.00% 12.53%
2) Olimpo Asset 1, S.A. Maia (Portugal) 100.00% 1.88% - -
Pantheon Plaza BV Amsterdam
(Netherlands)
50.00% 25.00% 50.00% 25.00%
Paracentro - Gestão de Galerias Comerciais, SA Maia (Portugal) 100.00% 50.00% 100.00% 50.00%
Park Avenue Developement of Shopping Centers, SA Athens (Greece) 50.00% 25.00% 100.00% 25.00%
Parklake Shopping, SA Bucharest (Romania) 50.00% 25.00% 50.00% 25.00%
Parque Atlântico Shopping - Centro Comercial SA Ponta Delgada (Portugal) 50.00% 12.53% 50.00% 12.53%
Parque D. Pedro 1, BV Sarl Luxembourg 100.00% 25.00% 100.00% 25.00%
Parque de Famalicão - Empreendimentos Imobiliários, SA Maia (Portugal) 100.00% 50.00% 100.00% 50.00%
Pátio Boavista Shopping, Ltda São Paulo (Brazil) 100.00% 16.66% 100.00% 16.66%
Pátio Goiânia Shopping, Ltda São Paulo (Brazil) 100.00% 16.66% 100.00% 16.66%
Pátio Londrina Empreendimentos e Participações, Ltda São Paulo (Brazil) 100.00% 16.66% 100.00% 16.66%
Pátio São Bernardo Shopping Ltda São Paulo (Brazil) 100.00% 16.66% 100.00% 16.66%
Pátio Sertório Shopping, Ltda Manaus (Brazil) 100.00% 16.66% 100.00% 16.66%
Pátio Uberlândia Shopping, Ltda São Paulo (Brazil) 100.00% 16.66% 100.00% 16.66%
Plaza Eboli - Centro Comercial, SA Madrid (Spain) 100.00% 50.00% 100.00% 50.00%
Plaza Mayor Parque de Ócio, BV Amsterdam
(Netherlands)
100.00% 25.05% 100.00% 25.05%
Plaza Mayor Parque de Ócio, SA Madrid (Spain) 100.00% 25.05% 100.00% 25.05%
Plaza Mayor Shopping, BV Amsterdam
(Netherlands)
100.00% 25.05% 100.00% 25.05%
Plaza Mayor Shopping, SA Madrid (Spain) 100.00% 25.05% 100.00% 25.05%
Plenerg Srl Bucharest (Romania) 50.00% 25.00% 50.00% 25.00%
PORTCC – Portimãoshopping – Centro Comercial, SA Maia (Portugal) 100.00% 11.25% 100.00% 11.25%
3) Portitail – Investimentos Imobiliários, S.A Maia (Portugal) 100.00% 1.88% - -
Project Guia, SA Maia (Portugal) 100.00% 5.00% 100.00% 5.00%
Project Sierra 10 BV Amsterdam
(Netherlands)
100.00% 50.00% 100.00% 50.00%
Project Sierra 11 BV Amsterdam
(Netherlands)
100.00% 50.00% 100.00% 50.00%
Project Sierra 12 BV Amsterdam
(Netherlands)
100.00% 50.00% 100.00% 50.00%
Project Sierra 2, BV Amsterdam
(Netherlands)
100.00% 50.00% 100.00% 50.00%
Project Sierra 8, BV Amsterdam
(Netherlands)
100.00% 5.00% 100.00% 5.00%
Project Sierra Cúcuta, BV Amsterdam
(Netherlands)
100.00% 50.00% 100.00% 50.00%
Project Sierra Four, SA Bucharest (Romania) 100.00% 50.00% 100.00% 50.00%
Project Sierra Germany 2 (two), Shopping Centre, GmbH Dusseldorf (Germany) 100.00% 50.00% 100.00% 50.00%
Project Sierra Germany 4 (four), Shopping Centre, GmbH Dusseldorf (Germany) 100.00% 50.00% 100.00% 50.00%
Project Sierra Spain 1, BV Amsterdam
(Netherlands)
100.00% 50.00% 100.00% 50.00%
Project Sierra Spain 2 - Centro Comercial, SA Madrid (Spain) 100.00% 50.00% 100.00% 50.00%
Project Sierra Two, Srl Bucharest (Romania) 100.00% 50.00% 100.00% 50.00%
Proyecto Cúcuta S.A.S Santiago de Cali
(Colombia)
50.00% 25.00% 50.00% 25.00%
Rio Sul – Centro Comercial, SA Lisbon (Portugal) 50.00% 5.63% 50.00% 5.63%
River Plaza BV Amsterdam
(Netherlands)
100.00% 50.00% 100.00% 50.00%
River Plaza Mall, Srl Bucharest (Romania) 100.00% 50.00% 100.00% 50.00%
SC Aegean, BV Amsterdam
(Netherlands)
50.00% 25.00% 50.00% 25.00%
Serra Shopping – Centro Comercial, SA Lisbon (Portugal) 50.00% 5.63% 50.00% 5.63%
Shopping Centre Colombo Holding, BV Amsterdam
(Netherlands)
50.00% 12.53% 50.00% 12.53%
Shopping Centre Parque Principado, BV Amsterdam
(Netherlands)
100.00% 25.05% 100.00% 25.05%
Sierra Berlin Holding BV Amsterdam
(Netherlands)
100.00% 50.00% 100.00% 50.00%
Sierra Brazil 1, BV Amsterdam
(Netherlands)
100.00% 25.00% 100.00% 25.00%
Sierra Central, S.A.S. Santiago de Cali
(Colombia)
50.00% 25.00% 50.00% 25.00%
Sierra Cevital Shopping Center, Spa Algeria 49.00 % 24.50% 49.00 % 24.50%
Sierra Core Assets Holdings, BV Amsterdam
(Netherlands)
50.00% 25.05% 50.00% 25.05%
Sierra Developments Holding, BV Amsterdam
(Netherlands)
100.00% 50.00% 100.00% 50.00%
Sierra Developments, SGPS, SA Maia (Portugal) 100.00% 50.00% 100.00% 50.00%
Sierra European Retail Real Estate Assets Holdings, BV Amsterdam
(Netherlands)
50.10% 25.05% 50.10% 25.05%
Sierra Germany GmbH Dusseldorf (Germany) 100.00% 50.00% 100.00% 50.00%
Sierra GP, Limited Guernsey (U.K.) 100.00% 50.00% 100.00% 50.00%
Sierra Greece, SA Athens (Greece) 100.00% 50.00% 100.00% 50.00%
Sierra Investimentos Brasil Ltda São Paulo (Brazil) 100.00% 16.66% 100.00% 16.66%
Sierra Investments (Holland) 1, BV Amsterdam
(Netherlands)
100.00% 50.00% 100.00% 50.00%
Sierra Investments (Holland) 2, BV Amsterdam
(Netherlands)
100.00% 50.00% 100.00% 50.00%
Sierra Investments Holding, BV Amsterdam
(Netherlands)
100.00% 50.00% 100.00% 50.00%
Sierra Investments SGPS, SA Maia (Portugal) 100.00% 50.00% 100.00% 50.00%
Sierra Italy, Srl Milão (Itália) 100.00% 50.00% 100.00% 50.00%
Sierra Management, SGPS, SA Maia (Portugal) 100.00% 50.00% 100.00% 50.00%
Sierra Maroc, SARL Casablanca (Morocco) 100.00% 50.00% 100.00% 50.00%
Sierra Maroc Services, SARL Casablanca (Morocco) 100.00% 50.00% 100.00% 50.00%
Sierra Portugal, SA Lisbon (Portugal) 100.00% 50.00% 100.00% 50.00%
Sierra Project Nürnberg BV Amsterdam
(Netherlands)
100.00% 50.00% 100.00% 50.00%
Sierra Real Estate Greece BV Amsterdam
(Netherlands)
100.00% 50.00% 100.00% 50.00%
Sierra Retail Ventures BV Amsterdam
(Netherlands)
100.00% 50.00% 100.00% 50.00%
Sierra Romania Shopping Centers Services, SRL Bucharest (Romania) 100.00% 50.00% 100.00% 50.00%
Sierra Turkey Gayrimenkul Yönetim Pazarlama ve Danışmanlık
Anonim Şirket
Istanbul (Turkey) 100.00% 50.00% 100.00% 50.00%
Sierra Services Holland BV Amsterdam
(Netherlands)
100.00% 50.00% 100.00% 50.00%
Sierra Solingen Holding GmbH Dusseldorf (Alemanha) 100.00% 50.00% 100.00% 50.00%
Sierra Spain Malaga Holdings, S.L. Madrid (Spain) 100.00% 50.00% 100.00% 50.00%
Sierra Spain – Shopping Centers Services, SA Madrid (Spain) 100.00% 50.00% 100.00% 50.00%
Sierra VdG Holding BV Amsterdam
(Netherlands)
100.00% 12.53% 100.00% 12.53%
Sierra Zenata Project B.V. Amsterdam
(Netherlands)
100.00% 50.00% 100.00% 50.00%
Solingen Shopping Center GmbH Dusseldorf (Germany) 100.00% 25.00% 100.00% 25.00%
Sonae Sierra Brasil, SA São Paulo (Brazil) 66.65% 16.66% 66.65% 16.66%
Sonae Sierra Brazil, BV Sarl Luxembourg 50.00% 25.00% 50.00% 25.00%
Sonae Sierra, SGPS, SA Maia (Portugal) 50.00% 50.00% 50.00% 50.00%
SPF - Sierra Portugal Luxembourg 100.00% 50.00% 100.00% 50.00%
SPF - Sierra Portugal Real Estate, Sarl Luxembourg 22.50% 11.25% 22.50% 11.25%
Unishopping Consultoria Imobiliária, Ltda São Paulo (Brazil) 100.00% 16.66% 100.00% 16.66%
Via Catarina - Centro Comercial, SA Maia (Portugal) 50.00% 12.53% 50.00% 12.53%
Weiterstadt Shopping BV Amsterdam
(Netherlands)
100.00% 50.00% 100.00% 50.00%
Zenata Commercial Project, SA Mohammedia (Morocco) 100.00% 5.5% 100.00% 5.5%
ZOPT (NOS)
Big Picture 2 Films, SA Oeiras (Portugal) 20.00% 4.69% 20.00% 4.69%
Canal 20 TV, SA Madrid (Spain) 50.00% 11.73% 50.00% 11.73%
Dreamia Holding BV Amsterdam
(Netherlands)
50.00% 11.73% 50.00% 11.73%
Dreamia Serviços de Televisão, SA Lisbon (Portugal) 100.00% 11.73% 100.00% 11.73%
East Star Ltd Port Louis (Mauricias) 30.00% 7.04% 30.00% 7.04%
Empracine – Empresa Promotora de Atividades
Cinematográficas, Lda
Lisbon (Portugal) 100.00% 23.46% 100.00% 23.46%
FINSTAR – Sociedade de Investimentos e Participações, SA Luanda (Angola) 30.00% 7.04% 30.00% 7.04%
Lusomundo – Sociedade de investimentos imobiliários, SGPS,
SA
Lisbon (Portugal) 99.87% 23.43% 99.87% 23.43%
Lusomundo Imobiliária 2, SA Lisbon (Portugal) 99.87% 23.43% 99.87% 23.43%
Lusomundo Moçambique, Lda Maputo (Mozambique) 100.00% 23.46% 100.00% 23.46%
MSTAR, SA Maputo (Mozambique) 30.00% 7.04% 30.00% 7.04%
NOS Açores Comunicações, SA Ponta Delgada (Azores) 83.82% 19.66% 83.82% 19.66%
NOS Communications Sàrl Luxembourg 100.00% 23.46% 100.00% 23.46%
NOS Comunicações, SA Lisbon (Portugal) 100.00% 23.46% 100.00% 23.46%
NOS Inovação, SA Matosinhos (Portugal) 100.00% 23.46% 100.00% 23.46%
NOS Lusomundo Audiovisuais, SA Lisbon (Portugal) 100.00% 23.46% 100.00% 23.46%
NOS Lusomundo Cinemas, SA Lisbon (Portugal) 100.00% 23.46% 100.00% 23.46%
NOS Lusomundo TV, Lda Lisbon (Portugal) 100.00% 23.46% 100.00% 23.46%
NOS Madeira Comunicações, SA Funchal (Madeira) 77.95% 18.29% 77.95% 18.29%
NOS SGPS, SA Lisbon (Portugal) 52.15% 23.46% 52.15% 23.46%
NOS Sistemas España, SL Madrid (Spain) 100.00% 23.46% 100.00% 23.46%
NOS Sistemas, SA Maia (Portugal) 100.00% 23.46% 100.00% 23.46%
NOSPUB – Publicidade e Conteúdos, SA Lisbon (Portugal) 100.00% 23.46% 100.00% 23.46%
NOS Tecnology – Concepção Construção e Gestão de Redes
de Comunicação, SA
Matosinhos (Portugal) 100.00% 23.46% 100.00% 23.46%
NOS Towering – Gestão de Torres de Telecomunicações, SA Maia (Portugal) 100.00% 23.46% 100.00% 23.46%
Per-Mar – Sociedade de Construções, SA Maia (Portugal) 100.00% 23.46% 100.00% 23.46%
Sontária – Empreendimentos Imobiliários, SA Maia (Portugal) 100.00% 23.46% 100.00% 23.46%
Sport TV Portugal Lisbon (Portugal) 33.33% 7.82% 33.33% 7.82%
Teliz Holding, BV Amstelveen
(Netherlands)
100.00% 23.46% 100.00% 23.46%
Upstar Comunicações, SA Vendas Novas (Portugal) 30.00% 7.04% 30.00% 7.04%
ZAP Cinemas, SA Luanda (Angola) 100.00% 7.04% 100.00% 7.04%
ZAP Media, SA Luanda (Angola) 100.00% 7.04% 100.00% 7.04%
ZAP Publishing, SA Luanda (Angola) 100.00% 7.04% 100.00% 7.04%
ZOPT, SGPS, SA Porto (Portugal) 50.01% 44.98% 50.01% 44.98%
Sonae IM
Intelligent Big Data, SL Gipuzcoa (Spain)
Vila Nova de Gaia
50.00% 44.99% 50.00% 44.99%
Unipress - Centro Gráfico, Lda (Portugal) 50.00% 44.99% 50.00% 44.99%
Others
3) Accive Insurance – Corretor de Seguros, SA Porto (Portugal) 70.00% 35.00% 70.00% 35.01%
3) Herco Consultoria de Risco e Corretora de Seguros, Ltda Santa Catarina (Brazil) 100.00% 50.00% 100.00% 50.01%
3) Herco, Consultoria de Risco, SA Maia (Portugal) 100.00% 50.00% 100.00% 50.01%
3) HighDome PCC Limited La Valletta (Malta) 100.00% 50.00% 100.00% 50.01%
3) Iberosegur – Sociedade Ibérica de Mediação de Seguros, Lda Porto (Portugal) 100.00% 50.00% 100.00% 50.01%
3) Larim Corretora de Resseguros Ltda Rio de Janeiro (Brazil) 99.99% 50.00% 99.99% 50.01%
3) Lazam/mds Correctora Ltda São Paulo (Brazil) 100.00% 50.00% 100.00% 50.01%
3) MDS África, SGPS, SA Porto (Portugal) 50.00% 25.00% 50.00% 25.05%
3) MDS - Corretor de Seguros, SA Porto (Portugal) 100.00% 50.00% 100.00% 50.01%
3) MDS Auto - Mediação de Seguros, SA Porto (Portugal) 50.00% 25.00% 50.01% 25.01%
3) MDS Malta Holding Limited La Valletta (Malta) 100.00% 50.00% 100.00% 50.01%
3) MDS RE – Mediador de resseguros, SGPS, SA Porto (Portugal) 100.00% 25.00% 100.00% 25.05%
3) MDS, SGPS, SA Maia (Portugal) 50.00% 50.00% 50.01% 50.01%
3) Moneris Seguros - Mediação de Seguros, Lda Oeiras (Portugal) 60.00% 30.00% 60.00% 30.01%

*the percentage of capital held "Total" is the total percentage of interest held by the parent company's shareholders; the percentage of capital held "Direct" corresponds to the percentage that subsidiary(s) which hold(s) a participation, hold(s) this participation directly in the share capital of that company.

  • 1) On January 3rd 2017, a Joint Venture was established between Sonae MC and Hilton Food Group PLC trough a capital increase of this Group on Sohi Meat. From this moment, onwards, Sohi Meat is consolidated through the equity method;
  • 2) Company created in the period;
  • 3) Company consolidated by the equity method since June 2017 (Note 4.1).

33.2 Associated companies

Percentage of capital held
30 Jun 2017 31 Dec 2016
COMPANY Head Office Direct* Total* Direct* Total*
Sonae Retail
Sempre a Postos – Produtos Alimentares e Utilidades, Lda Lisboa
(Portugal)
25.00% 25.00% 25.00% 25.00%
1) Sonae S2 Africa Limited La Valletta
(Malta)
30.00% 30.00% - -
S2 Mozambique, SA Maputo
(Mozambique)
30.00% 30.00% 30.00% 30.00%
Ulabox, S.L. Barcelona
(Spain)
40.41% 40.41% 39.18% 39.18%
Sonae IM
Armilar Venture Partners - Sociedade de Capital de Risco,
SA
Lisbon
(Portugal)
35.00% 31.49% 35.00% 31.49%
Fundo de Capital de Risco Armilar Venture Partners II Lisbon
(Portugal)
50.21% 45.17% 50.21% 45.17%
Fundo de Capital de Risco Armilar Venture Partners III Lisbon
(Portugal)
41.99% 37.78% 41.99% 37.78%
Fundo de Capital de Risco Espirito Santo Ventures Inovação
e Internacionalização
Lisbon
(Portugal)
37.54% 33.77% 37.54% 33.77%
MOVVO, SA Porto
(Portugal)
25.58% 25.58% 25.58% 25.58%
Others
APOR – Agência para a Modernização do Porto, S.A. Porto
(Portugal)
22.75% 22.75% 22.75% 22.75%
Brokerslink Management AG Zug
((Switzerland))
20.00% 20.00% 20.00% 20.00%
Filhet Allard España Correduria de Seguros S.L. Madrid
(Spain)
35.00% 17.50% 35.00% 17.50%
2) Flexben, Lda Porto
(Portugal)
45.00% 45.00% - -
SIRS – Sociedade Independente de Radiodifusão Sonora, SA Porto
(Portugal)
45.00% 40.49% 45.00% 40.49%

*the percentage of capital held "Total" is the total percentage of interest held by the parent company's shareholders; the percentage of capital held "Direct" corresponds to the percentage that subsidiary(s) which hold(s) a participation, hold(s) this participation directly in the share capital of that company.

  • 1) Company created in the period;
  • 2) Company acquired in the period.

Jointly controlled companies and associated companies were included in the consolidated financial statements by the equity method.

The Board of Directors

  • Duarte Paulo Teixeira de Azevedo, Chairman and Co-CEO
  • Ângelo Gabriel Ribeirinho dos Santos Paupério, Executive Director and Co-CEO
  • Andrew Eustace Clavering Campbell, Non-Executive Director

Christine Cross, Non-Executive

Dag Johan Skattum, Non-Executive

José Manuel Neves Adelino, Non-Executive

Marcelo Faria de Lima, Non-Executive

Margaret Lorraine Trainer, Non-Executive

Tsega Gebreyes, Non-Executive

Condensed separate financial statements

CONDENSED SEPARATE STATEMENT OF FINANCIAL POSITION AT 30 JUNE 2017 AND 2016 AND AT 31 DECEMBER 2016

(Translation of condensed separate financial statements originally issued in Portuguese.In case of discrepancy the Portuguese version prevails)

(Amounts expressed in euro)

ASSETS Notes 30.June.2017 30.June.2016 31.December.2016
NON-CURRENT ASSETS:
Tangible assets 82,320 78,189 65,375
Intangible assets 33 332 47
Investments in subsidiaries, associates and joint ventures 4 4,081,315,240 3,980,217,640 4,094,293,240
Other investments 5 30,263,892 30,465,254 30,644,385
Deferred taxes 16,045,314 - 966,895
Other non-current assets 6 173,092,867 347,400,000 173,092,867
Total non-current assets 4,300,799,666 4,358,161,415 4,299,062,809
CURRENT ASSETS:
Trade account receivables and other current assets 7 80,369,726 117,656,130 65,406,578
Cash and cash equivalents 8 383,694 516,686 950,886
Total current assets 80,753,420 118,172,816 66,357,464
TOTAL ASSETS 4,381,553,086 4,476,334,231 4,365,420,273
EQUITY AND LIABILITIES
EQUITY:
Share capital 9 2,000,000,000 2,000,000,000 2,000,000,000
Reserves and retained earnings 1,696,124,806 1,613,868,304 1,728,388,031
Profit for the period 52,581,892 32,498,351 61,300,218
TOTAL EQUITY 3,748,706,698 3,646,366,655 3,789,688,249
LIABILITIES:
NON-CURRENT LIABILITIES:
Loans 10 375,766,003 357,094,480 302,040,105
Total non-current liabilities 375,766,003 357,094,480 302,040,105
CURRENT LIABILITIES:
Loans 10 96,800,000 154,500,776 162,000,000
Trade creditors and other current liabilities 11 160,280,385 318,372,320 111,691,919
Total current liabilities 257,080,385 472,873,096 273,691,919
TOTAL EQUITY AND LIABILITIES 4,381,553,086 4,476,334,231 4,365,420,273

The accompanying notes are part of these condensed separate financial statements.

CONDENSED SEPARATE INCOME STATEMENTS FOR THE PERIODS ENDED 30 JUNE 2017 AND 2016

(Translation of condensed separate financial statements originally issued in Portuguese.In case of discrepancy the Portuguese version prevails)

(Amounts expressed in euro)

Notes nd Quarter 2017
2
2nd Quarter 2016 30.June.2017 30.June.2016
Services rendered 119,916 117,388 239,831 232,692
Gains or losses on investments 14 7,750,695 17,055,034 56,321,523 28,236,292
Financial income 853,375 7,560,817 1,659,493 14,942,634
Other income 518,576 705,027 990,911 1,301,524
External supplies and services (883,574) (944,449) (1,765,243) (1,661,233)
Staff costs (506,807) (465,460) (1,055,250) (985,939)
Depreciation and amortisation (7,819) (9,027) (15,740) (17,962)
Provisions and impairment losses - (1,913) - (1,913)
Financial expense (1,785,005) (3,449,686) (3,496,679) (7,427,634)
Other expenses (176,455) (287,581) (288,978) (410,390)
Profit/(Loss) before taxation 5,882,902 20,280,150 52,589,868 34,208,071
Taxation (293,831) 168,328 (7,976) (1,709,720)
Profit/(Loss) after taxation 5,589,071 20,448,478 52,581,892 32,498,351
Profit/(Loss) per share
Basic 15 0.002795 0.010226 0.026291 0.016251
Diluted 15 0.002792 0.010222 0.026286 0.016246

The accompanying notes are part of these condensed separate financial statements.

CONDENSED SEPARATE STATEMENTS OF COMPREHENSIVE INCOME FOR THE PERIODS ENDED 30 JUNE 2017 AND 2016

(Translation of condensed separate financial statements originally issued in Portuguese.In case of discrepancy the Portuguese version prevails)

(Amounts expressed in euro)

nd Quarter 2017
2
2nd Quarter 2016 30.June.2017 30.June.2016
Net Profit / (Loss) for the period 5,589,071 20,448,478 52,581,892 32,498,351
Changes on fair value of available-for-sale financial assets (30,619,736) 38,838,033 (13,358,493) 45,061,123
Other comprehensive income for the period (30,619,736) 38,838,033 (13,358,493) 45,061,123
Total comprehensive income for the period (25,030,665) 59,286,511 39,223,399 77,559,474

The accompanying notes are part of these condensed separate financial statements.

CONDENSED SEPARATE STATEMENTS OF CHANGES IN EQUITY FOR THE PERIODS ENDED 30 JUNE 2017 AND 2016

(Translation of condensed separate financial statements originally issued in Portuguese.In case of discrepancy the Portuguese version prevails)

(Amounts expressed in euro)

Res
erv
nd
d e
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reta
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arn
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and
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Tot
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1 J
20
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- 244
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- 45,
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201
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Tra
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)
9,6
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9,6
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279
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- 1,1
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- - (20
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(20
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- 910
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30
Jun
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016
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- 244
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,80
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- 244
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0
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9
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9
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- - - (13
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- (13
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52,
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,89
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39,
223
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9
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pla
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- 466
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- - - - 237
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- 237
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Bal
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8

The accompanying notes are part of these condensed separate financial statements.

CONDENSED SEPARATE CASH FLOW STATEMENTS FOR THE PERIODS ENDED 30 JUNE 2017 AND 2016

(Translation of condensed separate financial statements originally issued in Portuguese.In case of discrepancy the Portuguese version prevails) (Amounts expressed in euro)

Notes nd Quarter 2017
2
2nd Quarter 2016 30.June.2017 30.June.2016
OPERATING ACTIVITIES
Net cash flow from operating activities (1) (1,898,047) (865,650) (1,695,783) (1,689,783)
INVESTMENT ACTIVITIES
Cash receipts arising from:
Tangible and intangible assets - 584 - 584
Interest and similar income 183,938 535,627 372,768 1,601,874
Dividends 43,685,743 29,304,807 43,685,743 29,304,807
Others 1,511,927 - 1,511,927 -
Loans granted 604,517,000 517,821,000 1,161,011,000 1,077,231,939
649,898,608 547,662,018 1,206,581,438 1,108,139,204
Cash payments arising from:
Tangible and intangible assets (2,695) (4,085) (32,668) (4,085)
Loans granted (604,517,000) (517,821,000) (1,161,011,000) (1,077,231,939)
(604,519,695) (517,825,085) (1,161,043,668) (1,077,236,024)
Net cash used in investment activities (2) 45,378,913 29,836,933 45,537,770 30,903,180
FINANCING ACTIVITIES
Cash receipts arising from:
Loans obtained 1,612,916,000 1,567,641,000 2,576,150,000 3,030,806,007
Others - 382 - 5,998
1,612,916,000 1,567,641,382 2,576,150,000 3,030,812,005
Cash payments arising from:
Loans obtained (1,574,507,000) (1,591,109,286) (2,537,653,000) (3,049,116,293)
Interest and similar charges (1,600,799) (6,483,053) (2,924,183) (10,783,700)
Dividends (79,981,996) - (79,981,996) -
(1,656,089,795) (1,597,592,339) (2,620,559,179) (3,059,899,993)
Net cash used in financing activities (3) (43,173,795) (29,950,957) (44,409,179) (29,087,988)
Net increase in cash and cash equivalents (4) = (1) + (2) + (3) 307,071 (979,674) (567,192) 125,409
Cash and cash equivalents at the beginning of the period 76,623 1,495,584 950,886 390,501
Cash and cash equivalents at the end of the period 8 383,694 515,910 383,694 515,910

The accompanying notes are part of these condensed separate financial statements.

SONAE, SGPS, SA

NOTES TO THE CONDENSED SEPARATE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 30 JUNE 2017

(Translation of the condensed separate financial statements originally issued in Portuguese.

In case of discrepancies the Portuguese version prevails)

(Amounts expressed in euro)

1 INTRODUCTION

SONAE, SGPS, SA ("the Company" or "Sonae"), has its head-office at Lugar do Espido, Via Norte, Apartado 1011, 4470-909 Maia, Portugal.

2 BASIS OF PREPARATION

Interim financial statements are presented quarterly, in accordance with IAS 34 – "Interim Financial Reporting".

3 PRINCIPAL ACCOUNTING POLICIES

The accounting policies adopted are consistent with those described in the file of annual financial statements for the year ended 31 December 2016.

4 INVESTMENTS IN SUBSIDIARIES, ASSOCIATES AND JOINT VENTURES

As at 30 June 2017 and 31 December 2016 the company held investments in the following companies:

30.June.2017
Companies % Held Opening balance Increase Decrease Changes in fair
value
Impairment loss
recognized
during the period
Closing balance
Interlog, SGPS, SA 1.02% 106,686 - - - - 106,686
Sonae Investimentos, SGPS, SA (a) 25.03% 637,971,655 - - - - 637,971,655
Sonae Investments, BV 100.00% 803,200,000 - - - - 803,200,000
Sonae RE, SA 99.92% 583,059 - - - - 583,059
Sonae Sierra SGPS, SA (b) 50.00% 709,210,000 - - (12,978,000) - 696,232,000
Sonaecom, SGPS, SA 26.02% 206,689,581 - - - - 206,689,581
Sonaegest, SA 20.00% 159,615 - - - - 159,615
Sonaecenter, Serviços, SA 100.00% 1,496,231,545 - - - - 1,496,231,545
Sontel, BV 35.87% 240,141,099 - - - - 240,141,099
Total 4,094,293,240 - - (12,978,000) - 4,081,315,240
31.December.2016
Companies % Held Opening balance Increase Decrease Changes in fair
value
Impairment loss
recognized
during the period
Closing balance
Interlog, SGPS, SA 1.02% 106,686 - - - - 106,686
Sonae Investimentos, SGPS, SA (a) 25.03% 637,971,655 - - - - 637,971,655
Sonae Investments, BV 100.00% 803,200,000 - - - - 803,200,000
Sonae RE, SA 99.92% 583,059 - - - - 583,059
Sonae Sierra SGPS, SA (b) 50.00% 589,893,500 - - 119,316,500 - 709,210,000
Sonaecom, SGPS, SA 26.02% 167,717,536 - - 38,972,045 - 206,689,581
Sonaegest, SA 20.00% 159,615 - - - - 159,615
Sonaecenter, Serviços, SA 100.00% 1,496,231,545 - - - - 1,496,231,545
Sontel, BV 35.87% 240,141,099 - - - - 240,141,099
Total 3,936,004,695 - - 158,288,545 - 4,094,293,240
  • (a) The value of this investment is the price paid in the public tender offer for the de-listing occurred in 2006. Since that date no change in the value of the investment was recorded.
  • (b) Market value was determined based on an independent valuation for the period of assets held by this affiliated company, after deduction of associated net debt and of the share attributable to non-controlling interests.

In previous years, the company recorded impairment losses on the following investments: Sontel BV (165,500,000 euro), Sonae Investments, BV (32,500,000 euro), Sonae RE, SA (3,089,000 euro) and Sonaecenter, Serviços, SA (341,000,000 euro).

5 OTHER INVESTMENTS

As at 30 June 2017 and 31 December 2016 other investments are as follows:

30.June.2017
Companies Opening
balance
Increase Decrease Changes in fair
value
Closing balance
Associação Escola Gestão Porto 49,880 - - - 49,880
Fundo de Investimento Imobiliário Fechado Imosede 30,594,505 - - (380,493) 30,214,012
Total 30,644,385 - - (380,493) 30,263,892
31.December.2016
Companies Opening
balance
Increase Decrease Changes in fair
value
Closing balance
Associação Escola Gestão Porto 49,880 - - - 49,880
Fundo Especial de Invest.Imob. Fechado Imosonae Dois 2,546 - (2,546) - -
Fundo de Investimento Imobiliário Fechado Imosede 29,564,649 - - 1,029,856 30,594,505
Total 29,617,075 - (2,546) 1,029,856 30,644,385

6 OTHER NON-CURRENT ASSETS

As at 30 June 2017 and 31 December 2016 other non-current assets are as follows:

30.June.2017 31.December.2016
Loans granted to group companies:
Sonae Investments, BV 173,092,867 173,092,867
173,092,867 173,092,867

As at 30 June 2017 the loans granted to group companies, bear interest at market rates indexed to Euribor, have a long-term maturity and its fair value is similar to its carrying amount.

7 TRADE ACCOUNTS RECEIVABLE AND OTHER CURRENT ASSETS

As at 30 June 2017 and 31 December 2016 trade accounts receivable and other current assets are detailed as follows:

30.June.2017 31.December.2016
Trade accounts receivable 215,268 715,428
Group companies
Dividends 11,123,853 -
Interests - 44,793
Taxes - Special regime for taxation of groups of companies 50,801,239 41,289,044
Taxes and contributions receivable 14,719,712 20,425,842
Accrued income and prepayments 3,267,326 2,760,665
Others 242,328 170,806
Total 80,369,726 65,406,578

The amount recorded in the caption taxes-special regime for taxation of groups corresponds to the tax estimate calculated by the companies taxed under the Special Regime for Taxation of Corporate Groups, of which the Company is the dominant company.

Loans granted to group companies return interest at variable market rates indexed to Euribor and have a maturity of less than one year.

8 CASH AND CASH EQUIVALENTS

As at 30 June 2017 and 31 December 2016 cash and cash equivalents are detailed as follows:

30.June.2017 31.December.2016
Cash at hand 2,633 2,233
Bank deposits 381,061 948,653
Cash and cash equivalents on the balance sheet 383,694 950,886
Cash and cash equivalents on the cash flow statement 383,694 950,886

9 SHARE CAPITAL

As at 30 June 2017 and 31 December 2016 share capital consisted of 2,000,000,000 ordinary shares of 1 euro each.

10 LOANS

As at 30 June 2017 and 31 December 2016, loans are made up as follows:

30.June.2017 31.December.2016
Bonds Sonae, SGPS 2015/2022 100,000,000 100,000,000
Bonds Sonae, SGPS 2016/2023 60,000,000 60,000,000
Up-front fees not yet charged to income statement (1,439,868) (1,638,448)
Bonds 158,560,132 158,361,552
Sonae SGPS - Commercial paper 167,500,000 94,000,000
Sonae SGPS - bank loans 50,000,000 50,000,000
Up-front fees not yet charged to income statement (294,129) (321,447)
Loans 217,205,871 143,678,553
Non-current loans 375,766,003 302,040,105
Sonae SGPS - Commercial paper 96,800,000 162,000,000
Loans 96,800,000 162,000,000
Current loans 96,800,000 162,000,000

Under lines of credit and commercial paper programs with firm commitments, Sonae, SGPS had 107 million euro credit facilities available to meet its liquidity requirements as follows:

Commitments of
less than one year
Commitments of
more than one year
Agreed credit facilities amounts 164,000,000 192,500,000
Available credit facilities amounts 82,200,000 25,000,000

The interest rate as at 30 June 2017 of the bonds and bank loans was, in average, 1.02% (0.95% as at 31 December 2016).

Maturity of Borrowings

As at 30 June 2017 and 31 December 2016 the analysis of maturity of loans excluding the derived instruments having in consideration its nominal value is as follows:

30.June.2017 31.December.2016
N+1 96,800,000 162,000,000
N+2 52,500,000 -
N+3 5,500,000 -
N+4 75,500,000 55,000,000
N+5 133,000,000 59,000,000
after N+5 111,000,000 190,000,000

11 TRADE CREDITORS AND OTHER CURRENT LIABILITIES

As at 30 June 2017 and 31 December 2016, trade creditors and other current liabilities are detailed as follows:

30.June.2017 31.December.2016
Trade creditors 699,518 545,724
Group companies:
Loans 68,839,000 38,642,000
Taxes - Special regime for taxation of groups of companies 83,035,225 53,092,883
Taxes and contributions payable 3,998,291 15,749,775
Accrued expenses 3,572,051 3,473,734
Others 136,300 187,803
Total 160,280,385 111,691,919

12 CONTINGENT LIABILITIES

As at 30 June 2017 and 31 December 2016, contingent liabilities are detailed as follows:

30.June.2017 31.December.2016
Guarantees given:
on tax claims 142,932,296 142,932,296
on judicial claims 70,766 70,766
Guarantees given in favour of subsidiaries a) 378,442,769 386,112,500

(a) Guarantees given to Tax Authorities in favour of subsidiaries to defer tax claims. The main tax claims for which guarantees were issued are disclosed in consolidated financial statements.

13 RELATED PARTIES

Balances and transactions with related parties are detailed as follows:

Balance: 30.June.2017 31.December.2016
Group companies 64,261,481 52,150,959
Jointly controlled companies 325,099 420,628
Other partners in group companies 50,000 98,000
Accounts receivable 64,636,580 52,669,587
Parent company 304,854 688,281
Group companies 85,260,057 63,662,351
Jointly controlled companies - 85
Other partners in group companies 12,285 6,615
Accounts payable 85,577,196 64,357,332
Group companies 173,092,867 173,092,867
Loans granted 173,092,867 173,092,867
Group companies 68,839,000 38,642,000
Loans obtained 68,839,000 38,642,000
Transactions: 30.June.2017 30.June.2016
Group companies 1,029,289 1,277,495
Jointly controlled companies 109,831 104,775
Other partners in group companies 50,000 50,000
Services rendered and other income 1,189,120 1,432,270
Parent company 332,966 344,945
Group companies 751,989 688,036
Other partners in group companies 25,226 21,477
Purchases and services obtained 1,110,181 1,054,458
Group companies 1,659,493 14,942,634
Interest income 1,659,493 14,942,634
Parent company - 56,341
Group companies 472,292 1,990,501
Interest expenses 472,292 2,046,842
Group companies 17,418,496 15,880,590
Jointly controlled companies 37,391,100 12,355,320
Dividend income (Note 14) 54,809,596 28,235,910
Group companies 1,511,927 -
Income from investment fund participations units 1,511,927 -

All Sonae, SGPS, SA subsidiaries, associates and joint ventures are considered related parties and are identified in Consolidated Financial Statements. All Efanor Investimentos, SGPS, SA (parent company), subsidiaries, including the ones of Sonae Indústria, SGPS, SA and of Sonae Capital, SGPS, SA (other partners in group companies) are also considered related parties.

14 INVESTMENTS INCOME

As at 30 June 2017 and 2016, investment income can be detailed as follows:

30.June.2017 30.June.2016
Dividends 54,809,596 28,235,910
Gains / (losses) on sale investments 1,511,927 382
56,321,523 28,236,292

Dividends were distributed from Sonae Investimentos, SGPS, SA (11,123,853 euro), Sonaegest, SA (55,875 euro), Sonae Sierra, SGPS, SA (37,391,100 euro) and Sonaecom, SGPS, SA (6,238,768 euros).

15 EARNINGS PER SHARE

Earnings per share for the period were calculated taking into consideration the following amounts:

30.June.2017 30.June.2016
Net profit
Net profit taken into consideration to calculate basic earnings per share
(Net profit for the period)
52,581,892 32,498,351
Effect of dilutive potential shares - -
Interests related to convertible bonds (net of tax) - -
Net profit taken into consideration to calculate diluted earnings per share: 52,581,892 32,498,351
Number of shares
Weighted average number of shares used to calculate basic earnings 2,000,000,000 1,999,792,831
Effect of dilutive potential ordinary shares from convertible bonds - -
Outstanting shares related with deferred performance bonus 1,149,412 1,324,728
Number of shares that could be acquired at average market price (807,414) (728,353)
Weighted average number of shares used to calculate diluted earnings per
share
2,000,341,998 2,000,389,206
Profit/(Loss) per share
Basic 0.026291 0.016251
Diluted 0.026286 0.016246

16 APPROVAL OF FINANCIAL STATEMENTS

The accompanying financial statements were approved by the Board of Directors and authorized for issue on 24 August 2017.

17 INFORMATION REQUIRED BY LAW

Decree-Law nr 318/94 art 5 nr 4

During the period ended 30 June 2017 short-term loan contracts were entered into with the following companies:

Sonae Investimentos, SGPS, SA

Sonaecom, SGPS, SA

Sontel, BV

Sonae RE, SA

As at 30 June 2017, amounts owed by subsidiaries can be summarized as follows:

Closing balance
Sonae Investments, BV 173,092,867
Total 173,092,867

As at 30 June 2017 amounts owed to subsidiaries can be summarized as follows:

Closing balance
Sonaecenter, Serviços, SA 32,955,000
Sonae RE, SA 1,585,000
Sontel, BV 34,299,000
Total 68,839,000

The Board of Directors

Duarte Paulo Teixeira de Azevedo

Ângelo Gabriel Ribeirinho dos Santos Paupério

Andrew Eustace Clavering Campbell

Christine Cross

Dag Johan Skattum

José Manuel Neves Adelino

Marcelo Faria de Lima

Margaret Lorraine Trainer

Tsega Gebreyes

SAFE HARBOUR

This document may contain forward-looking information and statements, based on management's current expectations or beliefs. Forward-looking statements are statements that should not be regarded as historical facts.

These forward-looking statements are subject to a number of factors and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements, including, but not limited to, changes in regulation, industry and economic conditions; and the effects of competition. Forward-looking statements may be identified by words such as "believes," "expects," "anticipates," "projects," "intends," "should," "seeks," "estimates," "future" or similar expressions.

Although these statements reflect our current expectations, which we believe are reasonable, investors and analysts, and generally all recipients of this document, are cautioned that forward-looking information and statements are subject to various risks and uncertainties, many of which are difficult to predict and generally beyond our control, that could cause actual results and developments to differ materially from those expressed in, or implied or projected by, the forward-looking information and statements. You are cautioned not to put undue reliance on any forward-looking information or statements. We do not undertake any obligation to update any forward-looking information or statements.

Report available at Sonae's institutional website www.sonae.pt

Media and Investor Contacts

Patrícia Vieira Pinto Head of Investor Relations [email protected] Tel.: + 351 22 010 4794

Catarina Oliveira Fernandes Head of Communications, Brand and Corporate Responsibility [email protected] Tel.: + 351 22 010 4775

Maria João Oliveira External Communication [email protected] Tel.: + 351 22 010 4745

Sonae Lugar do Espido Via Norte 4471-909 Maia Portugal Tel.: +351 22 948 7522

SONAE is listed on the Euronext Stock Exchange. Information may also be accessed on Reuters under the symbol SONP.IN and on Bloomberg under the symbol SON PL

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