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Sonae SGPS

Investor Presentation Aug 28, 2012

1901_ir_2012-08-28_5f529405-ccc2-439b-95bf-d3b6693e962b.pdf

Investor Presentation

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1 HIGHLIGHTS

Consolidated turnover sustained by market share gains

  • Sonae MC reinforces its leadership position by gaining 0.3 p.p. of market share during 1H12
  • Sonae SR increases international sales by 20% year on year

EBITDA growth versus last year, driven by a 7% increase in the recurrent component

  • Recurrent EBITDA margin improves to 10.6% in the 1H12
  • Sonae MC increases recurrent EBITDA by 16%
  • Sonaecom and Sonae Sierra continue to improve EBITDA margins, by 3.0 and 1.6 p.p. respectively

Further strengthening of capital structure

  • Net results attributable to the Group of 20M€
  • Reduction of net financial debt by 50 M€ year on year
  • Completion of new financing transactions cover all the refinancing requirements to end of 2013

"During the first half of 2012, we have faced significant reductions in the level of private consumption in Portugal and Spain, driven by the on-going implementation of various austerity measures by the respective governments. In this period, the gains in market share achieved and the significant productivity and efficiency gains delivered by our teams allowed for a 7% increase in Sonae's recurrent EBITDA generation.

It is worth highlighting the capacity of our food retail business to improve its leading market position, by delivering more value to the end consumer, while improving its EBITDA margins during the 1H12, and the continuing improvement in profit margins delivered by Sonaecom.

Within Sonae SR, our consumer electronic business has also continued to adapt remarkably to the sharp market decline, maintaining profitability levels, while our sports and fashion businesses had to undergo extensive restructuring and redefinition of their respective supply models, which should begin to produce results in the last quarter of the year.

Our net income was impacted by a higher cost of debt and negative indirect results from a fall in valuations of shopping centres in Iberia. Both of these are a result of the evolution of the sovereign debt and economic problems of Portugal and Spain. Our international presence outside Iberia is, however, significantly mitigating these impacts, particularly through the positive indirect results registered in the valuations of our Brazilian shopping centres.

We continued to strengthen our capital structure, with net financial debt again down year-on-year at the end of the 1H12, despite the significant investments (which include 4G spectrum acquisition) and the continuation of our dividend policy. Importantly, we have negotiated a number of new debt facilities, which have enabled us to conclude the refinancing programme for maturities until the end of 2013, as well as to partially secure 2014 refinancing needs."

Paulo Azevedo, CEO Sonae

2 OVERALL PERFORMANCE

Consolidated profit & loss account
Million euros
1H11PF (1) 1H12 Var
Turnover 2.603 2.531 -3% this period1
Turnover (ex-fuel) 2.590 2.531 -2%
Recurrent EBITDA 252 269 7%
Recurrent EBITDA m
argin
9,7% 10,6% 1,0 p.p
EBITDA 265 266 1%
EBITDA m
argin
10,2% 10,5% 0,4 p.p
EBIT 90 87 -3%
Net financial activity -40 -45 -11%
Other item
s
-2 1 -
Shopping centers direct results 14 16 11%
EBT 61 59 -5%
Taxes -7 -8 -13%
Direct results 54 51 -7%
Indirect results -8 -14 -88%
Net incom
e
47 36 -22%
Group share 35 20 -44%
(1) The 2011 results were restated to reflect (i) the change in the consolidation method applicable to
Sonae Sierra and Geostar; and (ii) the change made by Sonaecom in the accounting criteria for costs
related to customers' loyalty contracts. For further information please refer to the Methodological Notes in
Section 10.
Net invested capital
Million euros
1H11PF 4Q11PF 1H12
Net invested capital 3.903 3.663 3.846 On 30
Technical investm
ent1
3.135 3.253 3.186
Financial investm
ent
563 541 507
Goodwill 672 660 666
W
orking capital
-467 -791 -512
Total shareholders funds 1.636 1.700 1.632
Total net debt2 2.268 1.963 2.214
Net debt / Invested capital 58% 54% 58% 2011).
(1) Includes available forsale assets; (2) Financialnet debt +net shareholder loans.
2 Section 10 of this report)
Net invested capital
Million euros
1H11PF 4Q11PF 1H12
Net invested capital 3.903 3.663 3.846
Technical investm
ent1
3.135 3.253 3.186
Financial investm
ent
563 541 507
Goodwill 672 660 666
W
orking capital
-467 -791 -512
Total shareholders funds 1.636 1.700 1.632
Total net debt2 2.268 1.963 2.214
Net debt / Invested capital 58% 54% 58%
  • During the 1H12, as expected, the additional austerity measures which came into force in Portugal and Spain have strongly conditioned the levels of private consumption in both countries. For example, in the case of Portugal, it is estimated that private consumption has contracted by more than 5% during this period1 . In this challenging macroeconomic backdrop, Sonae´s turnover decreased only by 2%, to 2.53 billion Euros2 , an evolution that was only possible thanks to market share gains, which were evident on the food and non-food based businesses.
  • Recurrent EBITDA reached 269 M€ in the 1H12, 7% above the figure reached in the previous year, despite the impact of consumer retraction in the Iberian markets, which continues to be particularly felt at the level of discretionary categories. This positive performance was determined by the growth in the recurrent EBITDA generation of the food retail and telecommunications businesses, enabling the company to reach a consolidated EBITDA margin of 10.6%, 1 p.p. above the comparable period of 2011.
  • In the 1H12, total net income amounted to 36 M€, 11 M€ below the figure registered in the same period last year, essentially due to the non-existence of capital gains associated with the sale of assets by Sonae RP (vs. 16 M€ registered in 1H11), as well as to the lower contribution from Sonae Sierra, solely determined by the negative evolution of its indirect results, associated with the valuation of shopping centres. In the same period, the share of net income attributable to the group reached 20 M€.
  • In the first half of the year, Group Capex reached 111 M€, having been essentially allocated to remodelling and maintenance of retail assets in Portugal and, in the case of Sonaecom, to the development of its telecommunications network, related mainly with the 4G network deployment.
  • On 30 th June 2012, total net debt totalled 2,214 M€, 54 M€ below the same period in 2011, despite the impact of the initial payment of the LTE spectrum acquisition (83 M€) made by Sonaecom and the payment of dividends to Sonae's shareholders (66 M€). The company thus continues to strengthen its capital structure, with total debt decreasing sustainably y.o.y. over the last 11 quarters and representing, at the end of the 1H12, 58% of invested capital (in line with the same period of 2011).

1 Source: Banco de Portugal – Economic Indicators

2 The universe under analysis excludes sales related to petrol stations (as the company has transferred the management of all its petrol stations during 2011), and incorporates the change in the consolidation of Sonae Sierra and Geostar's to the Equity Method (see Methodological Notes in

3 TURNOVER

Million euros 1H11PF 1H12 Var Turnover 2.603 2.531 -3% Turnover (ex-fuel) 2.590 2.531 -2% Sonae MC 1.558 1.535 -1% Sonae SR 551 544 -1% Sonae RP 60 60 -1% Sonaecom 425 407 -4% Investm ent m anagem ent 52 49 -6% Elim inations & adjustm ents -57 -65 -14% Petrol stations 13 0 -100%

Turnover breakdown (1H12)

% total turnover ex-fuel

In the first semester of 2012, Sonae registered a consolidated turnover of 2,531 M€3 , almost in line with the previous year. The main contributors for this evolution were the following:

  • Sonae MC with 1,535 M€ (-1%). The slight reduction reflects an evolution of circa -2% in sales on a "LfL" basis. This evolution was still clearly above market performance, with Sonae MC strengthening its leading market share in the Portuguese food retail sector during the 1H12 by an estimated +0.3 p.p.4 . Volumes sold during the period were down y.o.y. by approximately 2.7%, mainly as a result of the strong result achieved in the comparable period of last year, driven by the commercial campaigns made as part of the unification of food retail brands under "Continente". In terms of unit prices, the effects of the trading-down that continues to be carried out by consumers in Portugal have almost offset the prevailing market inflation5 . Continente's private label portfolio continued to increase its relative weight, reaching a representativeness of circa 31% in the sales of FMCG categories during the 1H12.
  • Sonae SR with 544 M€ (-1% or -10% on a "LfL" basis), reflecting the negative evolution of sales witnessed in the Iberian markets during the last quarters and despite a 6% increase in the sales area. Sales from the various Sonae SR formats in Portugal decreased by circa 8%, which was only partially compensated by the 20% growth attained in the international markets. Sales outside of Portugal represented approximately 31% of total sales in the 1H12, 6 p.p. above the figure registered in the same period of 2011. In the consumer electronics segment, the segment where more reliable market share information is available, Worten continued to strengthen its position in the Iberian market, with the market share in Portugal estimated to have surpassed 31%6 .
  • Sonaecom with 407 M€ (-4%). The y.o.y. reduction results from lower product sales (down by 18.6%) and from lower service revenues (-3%), determined both by the decrease in customer revenues and by the lower level of regulated tariffs (mobile termination rates and roaming). It is worth noting that Optimus' mobile data revenues represented more than 32% of total mobile service revenues during this period and that the positive performance of the IT/IS division (SSI), with the respective service revenues up by 6.5% y.o.y..

3 see note 2 on previous page

4 Source: A.C.Nielsen/Homescan: 2012 YTD evolution until 17 June

5 Inflation estimated in the food retail sector in Portugal was 3.1% in 1H12 (source: Eurostat)

4 RECURRENT EBITDA

Recurrent EBITDA
Million euros
1H11PF 1H12 Var
Sonae 252 269 7%
Sonae MC 82 95 16%
Sonae SR -11 -19 -77%
Sonae RP 54 54 0%
Sonaecom 117 125 6%
Investm
ent m
anagem
ent
3 2 -27%
Elim
inations & adjustm
ents
7 13 80%

Recurrent EBITDA

% of turnover
1H11PF 1H12 Var
Sonae 9,7% 10,6% 1,0 p.p
Sonae MC 5,2% 6,2% 1,0 p.p
Sonae SR -2,0% -3,6% -1,6 p.p
Sonae RP 90,4% 91,1% 0,7 p.p
Sonaecom 27,6% 30,6% 3,0 p.p
Investm
ent m
anagem
ent
5,5% 4,3% -1,2 p.p

In consolidated terms, Group Recurrent EBITDA totalled 269 M€, 7% above the 1H11, representing a profitability margin of 10.6%, an increase of 1.0 p.p. In a difficult macroeconomic environment, this performance was supported by the productivity gains and operating efficiency improvements in the different business areas. In terms of performance per business, it is worth highlighting:

  • Sonae MC with 95 M€ (+16% or +13 M€), representing a profitability of 6.2% of the respective turnover (+1.0 p.p. compared to the 1H11), a very positive result in the current environment of consumer retraction, which, although to a lower degree, is also impacting food retail sales. Sonae MC was able to sustain its competitiveness during this period via a combination of a relevant promotional effort, leveraged on its "Continente" loyalty card (which was involved in more than 90% of sales in the period), a rigorous cost control and inventory management and new gains in productivity.
  • Sonae SR contribution totalled -19 M€, which compares with a figure of -11 M€ registered in the same period last year. This deterioration essentially reflects an additional reduction in sales per square meter, as a result of the negative behaviour of retail revenues on the Iberian Peninsula, which continues to be particularly evident in the discretionary categories. This reduction in the level of sales density has more than offset the significant cost savings and gains in efficiency obtained by the businesses. It is also nevertheless worth highlighting the resilience and adaptability demonstrated by the consumer electronics business (Worten) during the course of this consumer retraction period, as evidenced by a stable EBITDA margin.
  • Sonae RP with 54 M€, completely in line with the previous year and translating into a margin of 91.1% over sales, evidencing the efficient management and continuous enhancement of the retail real estate assets in its portfolio (mainly comprised of 33 Continente stores and 96 Continente Modelo stores).
  • Still in the 1H12, Sonaecom´s contribution reached 125 M€ (+6% or +7 M€), corresponding to a 30.6% sales margin (+3.0 p.p. against the same period in 2011) with all its business areas registering a positive growth in their respective profitability. It is particularly worth highlighting the record EBITDA margin obtained by the Optimus' mobile business (45.4% in the 2Q12).

5 RESULTS OF ASSOCIATED COMPANIES

SONAE SIERRA

Sonae Sierra - Operational Data
1H11 1H12 Var
Footfall (m
illion visitors)
202 204 0,8%
Europe 153 152 -0,9%
Brazil 49 52 6,2%
Ocuppancy rate (%
)
96,5% 96,0% -0,5 p.p
Europe 96,3% 95,7% -0,6 p.p
Brazil 97,5% 97,4% -0,1 p.p
Tenant sales (m
illion euros)
2.373 2.372 -0,1%
Europe 1.597 1.522 -4,7%
Brazil 776 849 9,5%
# shopping centres ow
ned/co-ow
ned(EOP)
49 51 2
Europe 39 40 1
Brazil 10 11 1
GLA ow
ned in operating centres ('000 m
2)
1.937 2.014 4%
Europe 1.571 1.589 1%
Brazil 366 426 16%

Sonae Sierra - Financial indicators

1H11 1H12 Var
Turnover 103 104 1%
EBITDA 56 58 4%
EBITDA m
argin
53,8% 55,5% 1,6 p.p
Direct result 29 32 10%
Indirect result -16 -29 -84%
Net results 13 3 -78%
… atributable to Sonae 7 1 -78%

Sonae Sierra

  • In a context of a strong consumer retraction in southern European countries, with a inevitable impact on the retail real estate occupancy rates, Sonae Sierra once again demonstrated the quality of its assets, maintaining, at the end of the 1H12, an overall occupancy rate in its portfolio of 96%, a slight decrease of 0.5 p.p. when compared to the same period in 2011. In the overall portfolio managed by the company, tenant sales decreased by only 0.1% particularly due to the economic conditions in Greece, Portugal and Spain. It is worth highlighting the continued excellent operating performance in Brazil, with a 15.3% growth in sales, in local currency terms, which has almost offset the performance of the European portfolio.
  • Essentially as a result of the developments described above, but also driven by a growth in revenues from development services rendered to third parties, Sonae Sierra's turnover7 increased circa 1% to 104 M€ in the 1H12.
  • EBITDA grew by 4% (to 58 M€ in the 1H12), as a reflection of the gains in efficiency delivered by the cost control efforts across all areas of the company, in addition to the growth of the services' business line, which translated into a 55.5% EBITDA margin in the period, 1.6 p.p. above the comparable period.
  • In the same period, Sonae Sierra reached a net result of 3 M€, of which the share attributable to Sonae was of 1 M€, down by 6 M€ when compared to the 1H11. This reduction was solely determined by an unfavourable evolution of indirect results (down by 13 M€) mainly as result of yields expansion in Portugal (+20 bps), Spain (+17 bps) and Italy (+9 bps), only partially compensated by the compression of yields in Brazil. Importantly, Sierra's direct results reached 32 M€, up by approximately 10% versus the 1H11.
  • Regarding the value of its assets, on 30 June 2012 the company´s OMV (Open Market Value) was 2.3 bn€, practically in line with the 2011 year-end figure. It is worth highlighting the 2 openings that occurred during the 1H12: "Le Terrazze" in Italy and "Uberlândia" in Brazil. In what concerns leverage, essentially due to the development of projects under construction in Brazil and Germany, the "Loan-tovalue" ratio increased from 42% in the same period last year to a still conservative 45% at the end of June 2012. As a result of the above, Sonae Sierra's Net Asset Value reached 1.12 bn€ at the end of the 1H12.

7 Financial indicators as published by Sonae Sierra on 1 August 2012 (management accounts). Sonae holds a 50% stake in Sonae Sierra.

6 NET RESULTS

Consolidated results
Million euros
1S11PF 1S12 Var
Recurrent EBITDA 252 269 7%
Recurrent EBITDA m
argin
9,7% 10,6% 1,0 p.p
EBITDA 265 266 1%
EBITDA m
argin
10,2% 10,5% 0,4 p.p
Depreciations & am
ortizations (1)
-175 -180 -3%
EBIT 90 87 -3%
Net financial activity -40 -45 -11%
Other item
s
-2 1 -
Shopping centers direct results 14 16 11%
EBT 61 59 -5%
Taxes -7 -8 -13%
Net results 54 51 -7%
Indirect results -8 -14 -88%
Net incom
e
47 36 -22%
group share 35 20 -44%

(1) Includes provisions &impairments.

41 35 20

This figure represents an increase of 1% in relation to the same period last year, totally explained by the improved operational performance, as evidenced by the recurrent EBITDA growth of +7% or +17 M€ versus the 1H11. This positive evolution more than compensated the inexistence of capital gains obtained by Sonae RP in this period (vs. 16 M€ in 1H11), as no retail property sales were completed during 2012.

In 1H12, consolidated EBITDA reached 266 M€.

  • In the same period, the expenses related to depreciations, amortizations and provisions stood at 180 M€, 3% above the previous year, mainly driven by the asset base growth.
  • Net financial expenses totalled 45 M€ in 1H12, 11% above the figure registered in the same period last year, with the decrease in average debt being more than compensated by the increase in the effective global interest rates, solely determined by the increase in spreads required by the banking system, as Euribor rates remain at historically low levels.
  • EBT reached 59 M€, down by only 2 M€ against the 1H11, with the higher net financial expenses and provisions almost fully compensated by the improved consolidated EBITDA generation and the growth of Sonae Sierra's direct results.
  • Indirect results reflects Sonae's share (50%) in Sonae Sierra's non-cash indirect results, the evolution of which was described in Section 5 of this report.
  • In summary, entirely as a consequence of no capital gains being registered in this semester and the impact of Sonae Sierra's indirect results, total net result was down, against the comparable period in 2011, by 11 M€, to 36 M€ in the 1H12, of which the amount attributable to the Group was approximately 20 M€.

Net income (total) Net income - group share

.

7 INVESTED CAPITAL

Capex
Million euros 1H11PF 1H12 % of
Turnover
Sonae 143 111 4%
Sonae MC 37 20 1%
Sonae SR 42 12 2%
Sonae RP 2 7 11%
Sonaecom 54 69 17%
Investm
ent m
anagem
ent
5 1 1%
Elim
inations & adjustm
ents
2 3 -
Recurrent EBITDA - CAPEX 109 158 -

Net invested capital

Million euros
1H11PF 4Q11PF 1H12
Invested capital 3.903 3.663 3.846
Technical investm
ent
3.135 3.253 3.186
Financial investm
ent
563 541 507
Goodwill 672 660 666
W
orking capital
-467 -791 -512

(1) includes the value of partnerships accounted as financial investments

During the course of the first half of 2012 Sonae carried out a total investment of 111 M€, significantly below the figure registered during the same period in 2011. This reduction is mostly justified by the lower degree of international expansion carried out by Sonae SR during the current year, determined by the expected evolution of the Spanish market and by the consolidation of the strong investments made over the last 3 years.

The investment carried out in the semester was essentially distributed amongst the following projects:

  • Selective opening of new retail stores in Portugal, including 2 Continente Bom Dia and 1 new Worten store;
  • Consolidation of Sonae SR's own store network in international markets. As at the end of June 2012, Sonae SR's formats had a total of 136 stores outside of Portugal, including 13 under franchising agreements. The lower rate of store openings by Sonae SR's formats is evidenced by the 30 M€ y.o.y. reduction of its Capex;
  • Programmed remodelling of a number of retail units so as to ensure they remain as a reference in their respective catchment areas;
  • Strengthening of the coverage and capacity of the Optimus´ network, a distinctive strategic asset of Sonaecom. During the 1H12, Sonaecom continued to implement solutions that enable savings in mobile backhaul costs, eliminating, in parallel, dependences upon third party infrastructure, and began implementing its 4G network.

The increasing cash flow generation of Sonae's businesses continues to be evidenced by the 49 M€ growth at the level (recurrent EBITDA – Capex) registered in the 1H12, when compared to the same period in 2011.

As at 30 June 2012, Sonae´s overall net invested capital was 3,846 M€, of which circa 60% is invested in the retail businesses, corresponding to Sonae RP an overall asset portfolio of 1,352 M€. Despite the execution of the sale & leaseback programme of retail properties, the level of freehold at Sonae MC still reaches 78%, clearly above the average for other European food retailers. Sonaecom´s contribution to the previously referred invested capital reached 937 M€, 122 M€ above the same period last year, essentially as a result of the investments carried out in the 4G network and license.

Net debt
Million euros
1H11PF 1H12 Var
Net financial debt 2.233 2.182 -50
Retail units 1.328 1.099 -229
Sonaecom 345 395 50
Investm
ent m
anagem
ent
18 24 7
Holding & other 542 665 123
Shareholder loans 35 32 -4

Capital structure Net debt to recurrent EBITDA 3,8 3,6 3,2 1,8 1,5 1,6 0,0 1H10PF 1H11PF 1H12 Telecom Retail

At the end of the 1H12, Sonae´s financial net debt amounted to 2,182 M€, 50 M€ bellow the same period in 2011, despite the impact resulting from the initial payment (83 M€), made in the beginning of 2012, relative to the acquisition of the LTE spectrum by Sonaecom and the continuation of Sonae's dividend policy. In cumulative terms, in the last three years, the total reduction in net financial debt reached 363 M€, which is particularly relevant when considering the strong investments in international growth carried out by the company during this period.

Sonae thus pursues its strategy of strengthening its capital structure and deleveraging. As at the end of June 2012, consolidated net debt represented 58% of the total capital employed, in line with level registered at the end of the 1H11. In terms of allocation per business, the following is worth highlighting:

  • The retail units net debt totalled 1,099 M€ at the end of the 1H12, 229 M€ below the same period in 2011, exclusively as a result of the business´ strong capacity to generate cash-flow as no sale & leaseback of retail real estate assets were completed between the two periods. This drop in net debt has allowed for an improvement of the Net Debt to recurring EBITDA ratio, from 3.6x at the end of the 1H11 to 3.2x at the end of June 2012.
  • Sonaecom´s net debt increased by 50 M€, compared to the same period in 2011, to 395 M€ at the end of 1H12, due to the initial payment foreseen under LTE spectrum acquisition (83 M€) and the circa 25 M€ dividends distribution made in the 2Q12. The Net Debt to recurrent EBITDA ratio increased from 1.5x to 1.6x at the end of the 1H12, with the previously explained higher net debt level more than offsetting the positive EBITDA performance
  • The holding net debt increased circa 123 M€, to 665 M€ at the end of June 2012, driven by the dividend payment made in the 2Q12 (66 M€) and the impact of the lower stock price over the notional amount of the outstanding Total Return Swap over own shares. Despite this increase, the "loan-to-value" ratio of the holding remains at conservative levels, having reached 21% at the end of the 1H12.

.

9 CORPORATE INFORMATION

Main corporate events 2Q12

Between 29 March and 23 April, Sonae purchased, through the Euronext Lisbon Stock Exchange, a total of 5.999.276 own shares, for the purposes of its employees and senior executives Medium Term Incentive Plan, as approved at the Shareholders' General Meeting. On 27 April, Sonae informed that, in compliance with the undertakings of the previously mentioned plan, 5,631,103 own shares were transferred, out of which 3,943,231 at no cost, by transactions executed over the counter to Sonae's employees and senior executives, at the value of €0.414 per share, corresponding to the market share price on 26 April. Following the transactions mentioned above, a Sonae – SGPS, SA became the holder of 368,173 own shares, representing approximately 0.02% of its share capital.

On 30 April 2012, in the Annual General Assembly, the company's shareholders approved, amongst other items, the distribution of a gross dividend per share, relative to the 2011 financial year, in the gross amount of 0.0331 Euros (the same amount as that distributed in relation to the 2010 financial year), equivalent to a dividend yield of 7.2% over the 2011 year-end closing share price).

On 2 May 2012, Sonae informed the market about the completion of a number of refinancing operations in the total amount of 500 M€ which, together with the operations already closed in 2011, enabled the company to complete the 2012 medium and long term debt refinancing programme.

On 24 May 2012, Sonae SR announced the signature of an agreement for the expansion of its international presence in Latin America, with a forecasted opening of more than 25 Zippy stores until 2016. This expansion plan for the region foresees the entry in Venezuela, Colombia, Dominican Republic and Panamá, with the opening of the first stores expected to occur during the current year. This expansion will done via a "capital light" approach, for a franchise agreement was reached with the Phoenix Group, one of the largest fashion retailers in the region

On 25 June 2012, Sonae announced the launch of "Obrigações Continente", a bond issued by Sonae SGPS, S.A. and made available through a public subscription offer to retail investors. These bonds had a maturity of 3 years and carried a gross annual coupon of 7%. The subscription period lasted from 2 to 20 July 2012 and, taking into account the success of the placement, the respective issue amount was raised from 100 to 200 million Euros.

Subsequent events

On 31 July 2012, Sonae announced that it had completed, directly and through its subsidiaries, additional medium and long term financing transactions, in the total amount of €370 million, of which €200 million correspond to the "Obrigações Continente" (retail bond issue) and €75 million to a long term financing signed with an international bank, that becomes part of the group of banks that support its activities. These operations, together with the facilities previously negotiated in 2012, enabled Sonae to complete the refinancing program of its medium and long-term credit facilities maturing until the end of 2013, as well as to partially ensure the refinancing of debt maturities in 2014.

10 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.

The norm IFRS 11 - Joint Arrangements alters the accounting method of joint-controlled investments, namely eliminating the possibility of proportional consolidation of entities that fall under the concept of joint-ventures, as is the case of Sonae Sierra and Geostar. Under these terms, Sonae has decided, as already possible under the current norms, anticipating the likely requirement for this change to be implemented for annual reporting periods beginning on 1 January 2013 and in order to facilitate a future comparison of its financial reporting, to start reporting Sonae Sierra and Geostar according the Equity Method (the only possible method according to this new norm) from 1 January 2012.

During the 1Q12, in line with best practice in the telecoms sector, Sonaecom changed its accounting criteria for costs related to customers' loyalty contracts. Until then, these costs were recorded as an expense in the year they occurred. From 1 January 2012, the costs incurred for customers' loyalty contracts are capitalised and amortised over the period of their respective contracts, as it was possible to apply a reliable cost allocation to the respective contracts, thus fulfilling the criteria for capitalisation required under IAS 38.

Accordingly, the 2011 results of Sonae were restated to reflect these accounting changes.

CAPEX Investments in tangible and intangible assets and
investments in acquisitions; Gross CAPEX, not including
cash inflows from the sale of assets
Direct income Results excluding contributions to indirect income
EBITDA Turnover + other revenues - impairment reversal - negative
goodwill - operating costs (based on direct net income) -
provisions for warranties extensions + gain/losses from sales
of companies
EBITDA margin EBITDA / Turnover
Eliminations & others Intra-groups + consolidation adjustments + contributions
from other companies not included in the identified segments
EOP End of period
Free Cash Flow (FCF) EBITDA - operating CAPEX - change in working capital -
financial investments - financial results - income taxes
Financial net debt Total net debt excluding shareholders loans
Indirect income 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 (including goodwill) and;
(iv) provision for assets at risk; The data used for the
analysis of indirect income was computed based on the
proportional method for all companies owned by Sonae
Sierra

Glossary

Net Invested capital Total net debt + total shareholder funds
Investment properties Shopping centres in operation 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 Holding Holding Net debt/ Investment Portfolio Gross Asset Value;
gross asset value based on Market multiples, real estate
NAV and market capitalization for listed companies
Loan to value Shopping Centres Net debt / (investment properties + properties under
development)
LTE "Long Term Evolution" is a standard for wireless
communication of high-speed data for mobile phones and
data terminals developed by the Third Generation
Partnership Project, an industry trade group. LTE provides
significantly increased capacity and speed for wireless
broadband, using new modulation techniques.
Net asset value (NAV) Open market value attributable to Sonae Sierra - net debt -
minorities + deferred tax liabilities
Net Debt Bonds + bank loans + other loans + financial leases +
shareholder loans - cash, bank deposits, current investments
and other long term financial applications
Other income Share of results of associated undertakings + dividends
Other loans Bonds, leasing and derivatives
Open market value (OMV) Fair value of properties in operation and under development
(100%), provided by an independent entity
RoIC (Return on invested capital) EBIT(12 months) /Net invested capital
ROE (Return on equity) Total net income n (equity holders)/
Shareholders' Funds n-1 (equity holders)
Recurrent EBITDA EBITDA excluding non-recurrent items, namely gains in
sales of investments and other movements that distort
comparability
Technical investment Tangible assets + intangible assets + other fixed assets -
depreciations and amortizations

Consolidated Income Statement

Consolidated profit and loss account
Million euros
1H11PF 1H12 Var 2Q11PF 2Q12 Var
Direct results
Turnover 2.603 2.531 -2,8% 1.339 1.290 -3,6%
Recurrent EBITDA (1) 252 269 6,8% 144 155 7,3%
Recurrent EBITDA m
argin
9,7% 10,6% 1,0 p.p 10,8% 12,0% 1,2 p.p
EBITDA 265 266 0,6% 144 152 5,2%
EBITDA m
argin
10,2% 10,5% 0,4 p.p 10,8% 11,8% 1,0 p.p
ortizations (2)
Depreciations & am
-175 -180 -2,7% -87 -90 -2,9%
EBIT 90 87 -3,5% 57 62 8,7%
Net financial Activity -40 -45 -11,3% -21 -23 -10,0%
Other item
s (3)
-2 1 - 1 1 -56,4%
Shopping centers direct results 14 16 10,9% 7 7 -2,4%
EBT 61 59 -4,6% 45 47 4,7%
Taxes -7 -8 -13,1% -9 -8 11,2%
Direct results 54 51 -6,9% 36 39 8,5%
Indirect results (4) -8 -14 -88,0% -6 -12 -112,5%
Net incom
e
47 36 -22,4% 30 27 -10,6%
Group share 35 20 -44,4% 23 18 -22,1%
Minority interests 12 17 43,6% 8 9 23,8%
(1) EBITDA excluiding extraordinary items; (2) Includes provisions, impairments, reversion o
associated undertakings + dividends; (4) Statutory figures. For management purposes, Sonae uses the decomposition o
notes to the consolidated financial statements.
f impairments and negative goodwill; (3) Share o f the Indirect Result according to the f results o
f

Consolidated Balance Sheet

Balance sheet
Million euros
1H11PF 1H12 Var 4Q11PF Var
TOTAL ASSETS 5.979 5.925 -0,9% 6.317 -6,2%
Non current assets 4.667 4.656 -0,2% 4.747 -1,9%
Tangible and intangible assets 3.134 3.185 1,6% 3.252 -2,1%
Goodwill 672 666 -0,8% 660 0,9%
Other investm
ents
597 540 -9,5% 575 -6,1%
Deferred tax assets 223 227 1,8% 222 2,1%
Others 41 38 -6,4% 38 1,2%
Current assets 1.312 1.269 -3,3% 1.570 -19,2%
Stocks 638 584 -8,4% 651 -10,2%
Trade debtors 132 145 10,4% 175 -17,0%
Liquidity 177 206 16,2% 426 -51,6%
Others (2) - 365 €
- 333 -8,7% - 318
- 4,7%
SHAREHOLDERS' FUNDS 1.636 1.632 -0,2% 1.700 -4,0%
Equity holders 1.312 1.295 -1,3% 1.364 -5,1%
Attributable to m
inority interests
324 337 4,0% 337 0,1%
LIABILITIES 4.343 4.293 -1,1% 4.616 -7,0%
Non-current liabilities 2.425 2.025 -16,5% 2.164 -6,4%
Bank loans 631 393 -37,7% 401 -2,1%
Other loans 1.441 1.272 -11,7% 1.389 -8,5%
Deferred tax liabilities 129 134 4,1% 134 -0,1%
Provisions 72 97 34,7% 91 6,2%
Others 153 129 -15,5% 148 -12,3%
Current liabilities 1.918 2.269 18,3% 2.453 -7,5%
Bank loans 148 484 - 227 113,5%
Other loans 224 273 21,9% 373 -26,8%
Trade creditors 1.010 1.028 1,8% 1.245 -17,4%
Others 535 483 -9,7% 609 -20,6%
SHAREHOLDERS' FUNDS + LIABILITIES 5.979 5.925 -0,9% 6.317 -6,2%

(1)Includes assets available forsale.

Maia, 22 August 2012

The Board of Directors

Belmiro Mendes de Azevedo

Michel Marie Bon

Álvaro Carmona e Costa Portela

José Neves Adelino

Álvaro Cuervo Garcia

Duarte Paulo Teixeira de Azevedo

Bernd Bothe

Christine Cross

Nuno Manuel Moniz Trigoso Jordão

Ângelo Gabriel Ribeirinho dos Santos Paupério

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, 22 August 2012

The Board of Directors

Belmiro Mendes de Azevedo

Álvaro Carmona e Costa Portela

Álvaro Cuervo Garcia

Michel Marie Bon

José Neves Adelino

Paupério

Duarte Paulo Teixeira de Azevedo

Ângelo Gabriel Ribeirinho dos Santos

Bernd Bothe

Christine Cross

Nuno Manuel Moniz Trigoso Jordão

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

Additions Reductions Balance as of
30.06.2012
Date Quantity Aver. Price € Quantity Aver. Price € Quantity
Belmiro Mendes de Azevedo () (*)
Efanor Investimentos, SGPS, SA (1)
Sonaecom, SGPS, SA (9)
49,999,996
75,537
Álvaro Carmona e Costa Portela (*)
Sonae, SGPS, SA (3)
Sonaecom, SGPS, SA (9)
125,934
5,000
Ângelo Gabriel Ribeirinho dos Santos Paupério (*)
Sonae, SGPS, SA (3)
Shares purchased under the terms of the Annual
584,562
Performance Bonus Plan and Medium Term Incentive
Sonaecom, SGPS, SA (9)
Shares purchased under the terms of the Annual
09.03.2012 229,329 0.000 440,070
Performance Bonus Plan and Medium Term Incentive
Duarte Paulo Teixeira de Azevedo () () (***)
Efanor Investimentos, SGPS, SA (1)
Migracom, SGPS, SA (4)
Sonae, SGPS, SA (3)
Shares purchased under the terms of the Annual
09.03.2012 147,984 0.000 1
1,969,996
3,293 (a)
Performance Bonus Plan and Medium Term Incentive
Shares purchased under the terms of the Annual
Performance Bonus Plan and Medium Term Incentive
Sale
30.03.2012
27.04.2012
27.04.2012
451,068
619,326
0.000
0.000
1,068,101 0.405
Michel Marie Bon (*)
Sonae, SGPS, SA (3)
Purchase
14.06.2012 48,000 0.369 269,000
Maria Margarida Carvalhais Teixeira de Azevedo () (*)
Efanor Investimentos, SGPS, SA (1)
Sonae, SGPS, SA (3)
1
14,901
Maria Cláudia Teixeira de Azevedo () (**)
Efanor Investimentos, SGPS, SA (1)
Sonae, SGPS, SA (3)
1
0
Shares purchased under the terms of the Annual
Performance Bonus Plan and Medium Term Incentive
Sale
Linhacom, SGPS, SA (6)
Sonaecom, SGPS, SA (9)
09.03.2012
21.05.2012
48,884 0.000 48,884 0.398 99,996
170 (b)
Shares purchased under the terms of the Annual
Performance Bonus Plan and Medium Term Incentive
Sale
09.03.2012
21.05.2012
49,069 0.000 49,069 1.120
Nuno Teixeira de Azevedo () (**)
Efanor Investimentos, SGPS, SA (1)
Sonae, SGPS, SA (3)
1
10,500 (c)
Additions Reductions Balance as of
Date Quantity Aver. Price € Quantity Aver. Price € 30.06.2012
Quantity
(1) Efanor Investimentos, SGPS, SA
Sonae, SGPS, SA (3) 200,100,000
Purchase 10.05.2012 77,700,000 0.400
Pareuro, BV (2) 2,000,000
Sonaecom, SGPS, SA (9) 1,000
(2) Pareuro, BV
Sonae, SGPS, SA (3) 849,533,095
Sale 28.03.2012 10,016,905 0.456
Sale 10.05.2012 77,700,000 0.400
(3)Sonae, SGPS, SA
Sonae Investments, BV 2,894,000
Sontel, BV (8) 32,745
Sonae, SGPS, SA (treasury shares) 368,173
Purchase 29.03.2012 395,000 0.442
Purchase 30.03.2012 639,045 0.446
Purchase 02.04.2012 354,134 0.441
Purchase 03.04.2012 100,000 0.445
Purchase 04.04.2012 812,972 0.440
Purchase 05.04.2012 100,000 0.438
Purchase 10.04.2012 150,000 0.431
Purchase 11.04.2012 386,112 0.435
Purchase 12.04.2012 550,000 0.436
Purchase 13.04.2012 499,500 0.429
Purchase 16.04.2012 539,552 0.426
Purchase 17.04.2012 400,461 0.436
Purchase 18.04.2012 255,000 0.424
Purchase 19.04.2012 537,500 0.428
Purchase 20.04.2012 280,000 0.425
Sale 27.04.2012 5,011,777 0.437
Shares delivered under the terms of the Annual
Performance Bonus Plan and Medium Term Incentive 27.04.2012 619,326 0.000
Sonaecom, SGPS, SA (9) 3,430,000
Purchase 28.05.2012 88,500 1.132
Purchase 29.05.2012 128,156 1.132
Purchase 30.05.2012 345,787 1.136
Purchase 31.05.2012 221,562 1.145
Purchase 01.06.2012 169,757 1.142
Purchase 04.06.2012 89,743 1.142
Purchase 05.06.2012 230,740 1.160
Purchase 06.06.2012 273,039 1.163
Purchase 07.06.2012 75,000 1.170
Purchase 08.06.2012 55,368 1.174
Purchase 11.06.2012 190,000 1.187
Purchase 12.06.2012 175,546 1.189
Purchase 13.06.2012 12,600 1.182
Purchase 14.06.2012 33,199 1.173
Purchase 15.06.2012 274,564 1.188
Purchase 18.06.2012 214,086 1.228
Purchase 19.06.2012 12,800 1.260
Purchase 20.06.2012 18,545 1.279
Purchase 21.06.2012 31,000 1.284
Purchase 22.06.2012 61,000 1.294
Purchase 25.06.2012 15,000 1.290
Purchase 26.06.2012 19,500 1.285
Purchase 27.06.2012 15,008 1.291
Purchase 28.06.2012 29,500 1.294
Additions Reductions Balance as of
30.06.2012
Date Quantity Aver. Price € Quantity Aver. Price € Quantity
(4) Migracom, SGPS, SA
Sonae, SGPS, SA (3)
Purchase
Sonaecom, SGPS, SA (9)
Imparfin, SGPS, SA (5)
27.04.2012 1,068,101 0.405 2,908,204
387,342
150,000
(5) Imparfin, SGPS, SA
Sonae, SGPS, SA (3)
4,105,280
(6) Linhacom, SGPS, SA
Sonae, SGPS, SA (3)
Purchase
21.05.2012 48,884 0.398 439,314
Sonaecom, SGPS, SA (9)
Purchase
21.05.2012 49,069 1.120 120,300
Imparfin, SGPS, SA (5) 150,000
(7) Sonae Investments BV
Sontel BV (8)
43,655
(8) Sontel BV
Sonaecom, SGPS, SA (9)
194,063,119
(9) Sonaecom SGPS, SA
Sonaecom, SGPS, SA (treasury shares)
Shares delivered under the terms of the Annual
6,897,791
Performance Bonus Plan and Medium Term Incentive
Purchase
Shares delivered under the terms of the Annual
09.03.2012
March-12
722,271 1.223 4,686,986 0.000
Performance Bonus Plan and Medium Term Incentive
Purchase
30.03.2012
Apri-12
1,026,829 1.219 59,956 0.000
Shares delivered under the terms of the Annual
Performance Bonus Plan and Medium Term Incentive
Purchase
17.05.2012
May-12
931,725 1.176 81,292 0.000

(*) 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)

(***) People closely connected with the President of the Board of Directors of Sonae Holding, Belmiro de Azevedo

(****) Member of the Board of Directors of Imparfin, SGPS, SA (5)

(a) of which 1,293 shares held by descendants under his charge

(b) Shares held by spouse

(c) Shares held by descendants under his/her charge

Note: The Independent Non-executive member of the Board of Directors, José Manuel Neves Adelino, i s a member of the Statutory Audit Board of Banco BPI, SA, which holds 178,039,855 shares representing of 8.902 % of Company's share capital.

Qualified holdings

Shares held and voting rights of companies owning more than 2% of the share capital of the company, as required by article 9 nr.1 c) of Securities Market Regulation Board (CMVM) regulation 05/2008:

Shareholder Nr. of shares % share
capital
% of voting
rights
Efanor Investimentos, SGPS, SA
Directly 200,100,000 10.0050% 10.0068%
By Pareuro, BV (controlled by Efanor) 849,533,095 42.4767% 42.4845%
By Maria Margarida CarvalhaisTeixeira de Azevedo (Director of Efanor) 14,901 0.0007% 0.0007%
By Duarte Paulo Teixeira de Azevedo (Director of Efanor ) 3,293 0.0002% 0.0002%
By Nuno Miguel Teixeira de Azevedo (Director of Efanor and held by descendent) 10,500 0.0005% 0.0005%
By Migracom, SGPS, SA (company controlled by Efanor's Director Duarte Paulo Teixeira de
Azevedo)
2,908,204 0.1454% 0.1454%
By Linhacom, SGPS, SA (company controlled by Efanor's Director Maria Cláudia Teixeira de
Azevedo)
439,314 0.0220% 0.0220%
Total attributable to Efanor Investimentos, SGPS, SA 1,053,009,307 52.6505% 52.6602%
Banco BPI, SA 132,851,868 6.6426% 6.6438%
Banco Português de Investimento, SA 365,199 0.0183% 0.0183%
Fundos de Pensões do Banco BPI 40,071,372 2.0036% 2.0039%
BPI Vida - Companhia de Seguros de Vida, SA 4,751,416 0.2376% 0.2376%
Total attributable to Banco BPI, SA 178,039,855 8.9020% 8.9036%
Fundação Berardo, Instituição Particular de Solidariedade Social 49,849,514 2.4925% 2.4929%
Total attributable to Fundação Berardo, Instituição Particular de Solidariedade Social 49,849,514 2.4925% 2.4929%
Bestinver Gestión, S.A. SGIIC
Bestinver Bolsa, F.I.M. 40,972,231 2.0486% 2.0490%
Bestinfond, F.I.M. 40,529,176 2.0265% 2.0268%
Bestinver Hedge Value Fund Fil 21,242,186 1.0621% 1.0623%
Bestvalue, FI 11,773,268 0.5887% 0.5888%
Bestinver Global, FP 11,573,730 0.5787% 0.5788%
Soixa Sicav, SA 7,707,149 0.3854% 0.3854%
Bestinver Mixto, F.I.M. 6,773,152 0.3387% 0.3387%
Bestinver Ahorro, Fondo de Pensiones 6,504,864 0.3252% 0.3253%
Bestinver Renta, F.I.M. 1,858,379 0.0929% 0.0929%
Bestinver Prevision, FP 649,513 0.0325% 0.0325%
Divalsa de Inversiones Simcav 314,517 0.0157% 0.0157%
Bestinver Empleo, FP 297,281 0.0149% 0.0149%
Linker Inversiones, Sicamv 202,366 0.0101% 0.0101%
Bestinver Futuro EPSV 90,870 0.0045% 0.0045%
Bestinver Empleo II, FP 37,355 0.0019% 0.0019%
Total attributable to Bestinver Gestión, S.A. SGIIC 150,526,037 7.5263% 7.5277%
Norges Bank 40,100,985 2.0050% 2.0054%
Total attributable to Norges Bank 40,100,985 2.0050% 2.0054%

(1) Qualifying holding attributed to Efanor whose shares representing approximately 99.99% of share capital and voting rights of Efanor Investimentos, SGPS, SA belong to Belmiro Mendes de Azevedo.

Condensed consolidated financial statements

CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION AT 30 JUNE 2012 AND 2011

AND AT 31 DECEMBER 2011

(Translation of condensed consolidated financial statements originally issued in Portuguese.

(Amounts expressed in euro) In case of discrepancy the Portuguese version prevails.)

ASSETS Notes 30 June 2012 30 June 2011
Restated
31 December 2011
Restated
01 January 2011
Restated
NON-CURRENT ASSETS:
Tangible assets 8 2,616,297,386 2,672,006,670 2,672,406,896 2,715,382,100
Intangible assets 9 568,642,697 462,330,011 579,781,789 474,815,909
Goodwill 10 665,907,460 671,547,076 659,813,493 671,030,521
Investments in associates 5 503,228,525 555,715,343 534,134,089 575,397,829
Other investments 6 and 11 37,041,988 41,517,088 40,940,837 43,298,704
Deferred tax assets 14 226,642,263 222,739,588 221,875,249 207,284,904
Other non-current assets 12 38,458,131 41,108,201 37,992,014 40,758,287
Total Non-Current Assets 4,656,218,450 4,666,963,977 4,746,944,367 4,727,968,254
CURRENT ASSETS:
Inventories 584,446,837 638,080,914 650,705,703 682,067,028
Trade accounts receivable and other current assets 13 477,458,578 495,603,515 492,361,631 480,379,388
Investments 11 3,281,740 4,376,830 5,861,218 15,653,114
Cash and cash equivalents 15 202,880,340 172,976,586 420,169,386 219,624,321
Total Current Assets 1,268,067,495 1,311,037,845 1,569,097,938 1,397,723,851
Assets available for sale 720,338 720,338 720,338 9,500,686
TOTAL ASSETS 5,925,006,283 5,978,722,160 6,316,762,643 6,135,192,791
EQUITY AND LIABILITIES
EQUITY:
Share capital 16 2,000,000,000 2,000,000,000 2,000,000,000 2,000,000,000
Own shares (132,052,137) (131,895,330) (131,895,330) (135,679,489)
Reserves and retained earnings (592,876,908) (591,601,852) (608,460,883) (687,567,900)
Profit/(Loss) for the period attributable to the equity holders of the Parent Company 19,511,580 35,080,336 103,944,076 167,940,582
Equity attributable to the equity holders of the Parent Company 1,294,582,535 1,311,583,154 1,363,587,863 1,344,693,193
Equity attributable to non-controlling interests 17 337,066,561 324,143,518 336,803,275 318,520,043
TOTAL EQUITY 1,631,649,096 1,635,726,672 1,700,391,138 1,663,213,236
LIABILITIES:
NON-CURRENT LIABILITIES:
Loans 18 1,664,537,530 2,071,614,159 1,790,735,595 2,051,850,035
Other non-current liabilities 20 129,446,576 153,267,758 147,564,117 165,953,103
Deferred tax liabilities 14 134,084,972 128,765,910 134,191,549 122,336,903
Provisions 23 96,684,583 71,798,908 91,036,377 62,636,516
Total Non-Current Liabilities 2,024,753,661 2,425,446,735 2,163,527,638 2,402,776,557
CURRENT LIABILITIES:
Loans 18 757,115,303 371,997,385 599,709,871 201,410,534
Trade creditors and other current liabilities 22 1,509,242,456 1,543,293,319 1,850,867,229 1,866,194,409
Provisions 23 2,245,767 2,258,049 2,266,767 1,598,055
Total Current Liabilities 2,268,603,526 1,917,548,753 2,452,843,867 2,069,202,998
TOTAL LIABILITIES 4,293,357,187 4,342,995,488 4,616,371,505 4,471,979,555
TOTAL EQUITY AND LIABILITIES 5,925,006,283 5,978,722,160 6,316,762,643 6,135,192,791

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

CONDENSED CONSOLIDATED INCOME STATEMENTS FOR THE PERIODS ENDED 30 JUNE 2012 AND 2011

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

(Amounts expressed in euro)

Notes 2nd Quarter 2012 2nd Quarter 2011
Restated
30 June 2012 30 June 2011
Restated
Sales 1,084,676,632 1,124,257,339 2,122,696,245 2,173,843,649
Services rendered 205,594,975 214,319,547 408,175,325 429,084,625
Investment income 212,814 232,500 1,805,952 153,763
Financial income 2,939,880 2,929,855 6,087,955 6,278,620
Other income 130,460,199 124,756,027 224,599,625 260,574,251
Cost of goods sold and materials consumed (858,112,491) (880,237,464) (1,672,541,373) (1,726,314,368)
Changes in stocks of finished goods and work in progress (273,131) 269,094 (211,595) 366,267
External supplies and services (233,309,020) (248,482,814) (467,146,591) (491,846,740)
Staff costs (165,265,539) (172,194,389) (328,084,977) (344,500,358)
Depreciation and amortisation 8 and 9 (81,160,397) (80,623,638) (161,727,615) (163,045,954)
Provisions and impairment losses (8,243,877) (8,860,292) (15,481,393) (16,758,286)
Financial expense (26,183,015) (24,064,159) (50,655,566) (46,327,364)
Other expenses (12,045,778) (15,887,938) (25,230,261) (31,547,837)
Share of results of associated undertakings 5 (4,410,639) 2,678,438 1,996,845 3,859,980
Profit/(Loss) before taxation 34,880,613 39,092,106 44,282,576 53,820,248
Taxation 26 (7,676,982) (8,647,431) (7,950,529) (7,028,972)
Profit/(Loss) after taxation 27,203,631 30,444,675 36,332,047 46,791,276
Attributable to:
Equity holders of the Parent Company 17,820,848 22,867,979 19,511,580 35,080,336
Non-controlling interests 17 9,382,783 7,576,696 16,820,467 11,710,940
Profit/(Loss) per share
Basic 27 0.009515 0.012208 0.010418 0.018728
Diluted 27 0.009495 0.012158 0.010394 0.018657

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

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE PERIODS ENDED 30 JUNE 2012 AND 2011

(Translation of condensed consolidated financial statements originally issued in Portuguese.

In case of discrepancy the Portuguese version prevails.)

(Amounts expressed in euro)

2nd Quarter 2012 2nd Quarter 2011
Restated
30 June 2012 30 June 2011
Restated
Net Profit / (Loss) for the period 27,203,631 30,444,675 36,332,047 46,791,276
Exchange differences arising on translation of foreign operations (1,330,924) 656,082 (1,712,516) (485,284)
Participation in other comprehensive income (net of tax) related to
associated companies included in consolidation by the equity method
(21,413,825) 1,342,721 (22,517,543) (11,886,434)
Changes on fair value of available-for-sale financial assets - (1,494,000) (2,505,654) (1,660,000)
Changes in hedge and fair value reserves 1,913,882 558,640 (1,218,858) 5,766,514
Deferred tax related to changes in fair values reserves (239,584) (374,190) 529,891 (293,524)
Other comprehensive income for the period (21,070,451) 689,253 (27,424,681) (8,558,728)
Total comprehensive income for the period 6,133,180 31,133,928 8,907,366 38,232,548
Attributable to:
Equity holders of parent company (2,600,429) 23,497,018 (7,045,806) 25,420,312
Non controlling interests 8,733,609 7,636,910 15,953,172 12,812,236

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

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

FOR THE PERIODS ENDED 30 JUNE 2012 AND 2011 (Translation of condensed consolidated financial statements originally issued in Portuguese. In case of discrepancy the Portuguese version prevails.)

(Amounts expressed in euro)

Attributable to Equity Holders of Parent Company
Reserves and Retained Earnings
Share
Capital
Own
Shares
Legal
Reserve
Currency
Translation
Reserve
Hedging
Reserve
Investments
Fair Value
Reserve
Other
Reserves and
Retained
Earnings
Total Net
Profit/(Loss)
Total Non controlling
Interests
(Note 17)
Total
Equity
Balance as at 1 January 2011 - restated 2,000,000,000 (135,679,489) 167,816,034 8,783,221 4,829,654 (9,770,493) (859,226,316) (687,567,900) 167,940,582 1,344,693,193 318,520,043 1,663,213,236
Total compreensive income for the period - - - (271,865) (1,660,000) 5,817,493 (13,545,652) (9,660,024) 35,080,336 25,420,312 12,812,236 38,232,548
Appropriation of profit of 2010:
Transfer to legal reserves and retained earnings - - 19,321,614 - - - 148,618,968 167,940,582 (167,940,582) - - -
Dividends distributed - - - - - - (66,200,000) (66,200,000) - (66,200,000) (8,361,143) (74,561,143)
Disposal of own shares/ attribution to employees - 3,784,159 - - - - 3,499,312 3,499,312 - 7,283,471 (125,901) 7,157,570
Partial disposal or aquisitions of affiliated companies - - - - - - 5,665 5,665 - 5,665 627,595 633,260
Aquisitions of affiliated companies - - - - - - - - - - 253,523 253,523
Others - - - - - - 380,513 380,513 - 380,513 417,165 797,678
Balance as at 30 June 2011 - restated 2,000,000,000 (131,895,330) 187,137,648 8,511,356 3,169,654 (3,953,000) (786,467,510) (591,601,852) 35,080,336 1,311,583,154 324,143,518 1,635,726,672
Balance as at 1 January 2012 - restated 2,000,000,000 (131,895,330) 187,137,648 6,935,942 2,505,654 (3,434,957) (801,605,170) (608,460,883) 103,944,076 1,363,587,863 336,803,275 1,700,391,138
Total compreensive income for the period - - - (888,471) (2,505,654) (669,343) (22,493,918) (26,557,386) 19,511,580 (7,045,806) 15,953,172 8,907,366
Appropriation of profit of 2011:
Transfer to legal reserves and retained earnings - - - - - - 103,944,076 103,944,076 (103,944,076) - - -
Dividends distributed - - - - - - (61,989,385) (61,989,385) - (61,989,385) (11,502,458) (73,491,842)
Aquisition and disposal of own shares/ attribution to employees - (156,807) - - - - (2,253,720) (2,253,720) - (2,410,527) (1,104,183) (3,514,711)
Partial disposal or aquisitions of affiliated companies - - - - - - 2,602,738 2,602,738 - 2,602,738 (2,602,738) -
Others - - - - - - (162,348) (162,348) - (162,348) (480,507) (642,855)
Balance as at 30 june 2012 2,000,000,000 (132,052,137) 187,137,648 6,047,471 - (4,104,300) (781,957,728) (592,876,908) 19,511,580 1,294,582,535 337,066,561 1,631,649,096

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

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS FOR

THE PERIODS ENDED 30 JUNE 2012 AND 2011

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

(Amounts expressed in euro)

OPERATING ACTIVITIES
Net cash flow from operating activities (1)
234,015,726
186,519,915
91,611,546
INVESTMENT ACTIVITIES
Cash receipts arising from:
Investments
809,408
362,099
4,858,252
11,204,351
Tangible and intangible assets
4,502,861
10,800,607
5,903,505
73,322,665
Others
19,817,978
2,927,827
23,670,962
18,027,945
25,130,247
14,504,620
34,432,719
102,969,048
Cash payments arising from:
Investments
(8,465,818)
(614,616)
(12,307,526)
(10,319,598)
Tangible and intangible assets
(48,026,820)
(80,805,911)
(205,774,814)
(176,248,958)
Others
(16,407,767)
(2,545,045)
(17,707,767)
(3,495,489)
(72,900,405)
(83,965,572)
(235,790,107)
(190,064,045)
Notes 2nd Quarter 2012 2nd Quarter 2011
Restated
30 June 2012 30 June 2011
Restated
(44,713,108)
Net cash used in investment activities (2) (47,770,158) (69,460,952) (201,357,388) (87,094,997)
FINANCING ACTIVITIES
Cash receipts arising from:
Loans obtained
1,791,604,649
340,189,426
3,171,803,494
1,244,167,958
Capital increases, shareholder's loans and share premiums
580,875
-
580,875
-
Sale of own shares
2,189,569
-
2,189,569
-
Others
-
-
-
1,470,000
1,794,375,093
340,189,426
3,174,573,938
1,245,637,958
Cash payments arising from:
Loans obtained
(1,854,725,496)
(372,965,307)
(3,166,611,255)
(1,043,057,862)
Interest and similar charges
(21,443,724)
(18,261,508)
(48,283,812)
(39,420,298)
Dividends
(79,196,187)
(74,459,041)
(79,320,687)
(74,594,979)
Purchase of own shares
(2,612,424)
-
(2,612,424)
-
Others
(1,027,427)
(1,913,499)
(2,570,758)
(3,125,714)
(1,959,005,258)
(467,599,355)
(3,299,398,936)
(1,160,198,853)
Net cash used in financing activities (3)
(164,630,165)
(127,409,929)
(124,824,998)
85,439,105
Net increase in cash and cash equivalents (4) = (1) + (2) + (3)
21,615,403
(10,350,966)
(234,570,840)
(46,369,000)
Effect of foreign exchange rate
415,542
(20,728)
189,797
106,973
Cash and cash equivalents at the beginning of the period
15
159,496,618
176,525,704
415,457,116
212,671,439
Cash and cash equivalents at the end of the period
15
180,696,479
166,195,466
180,696,479
166,195,466

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

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL

STATEMENTS FOR THE PERIOD ENDED

30 JUNE 2012

(Amounts expressed in euro)

(Translation of condensed consolidated financial statements originally issued in Portuguese.

In case of discrepancies the Portuguese version prevails.)

1 INTRODUCTION

SONAE, SGPS, SA ("Sonae Holding"), has its head office at Lugar do Espido, Via Norte, Apartado 1011, 4471- 909 Maia, Portugal, and is the parent company of a group of companies, as detailed in Notes 4 to 6 ("Sonae"). Sonae`s operations and operating segments are described in Note 29.

These consolidated financial statements were not subject to a limited revision carried out by the company´s statutory external auditor.

2 PRINCIPAL ACCOUNTING POLICIES

The accounting policies adopted are consistent with those used in the preparation of the consolidated financial statements for the period ended as at 31 December 2011, except for the change mentioned in Note 3.

2.1. Basis of preparation

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 International Financial Reporting Interpretations Committee ("IFRIC") or by the previous Standing Interpretations Committee ("SIC"), as adopted by the European Union as at 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, subsidiaries and joint ventures, adjusted in the consolidation process, on

a going concern basis and under the historical cost convention, except for some financial instruments which are stated at fair value.

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

Until the date of approval of these financial statements there are no standards, interpretations, amendments and revisions that were approved (endorsed) by the European Union and whose application is mandatory in financial years beginning on or after January 1st, 2012 or whose application is mandatory in future financial years, and that were adopted for the first time in the period ended at 30 June 2012.

The following standards, interpretations, amendments and revisions have been at the date of approval of these financial statements, approved (endorsed) by the European Union, whose application is mandatory only in future financial years:

Effective date(for
financial years
beginning on/after)
IAS1 - Amendments (Presentation of items of Other Comprehensive Income) 01-07-2012
IAS 19 - Amendments (Employee Benefits) 01-01-2013

3 CHANGES IN ACCOUNTING POLICIES

During the period the Group changed the following accounting policies:

3.1 Change in consolidation method for jointly controlled subsidiaries from proportion to equity

IFRS 11 - Joint Arrangements, has been issued by the IASB but not yet approved ("endorsed") by the European Union. From the adoption of this standard it is estimated a significant impact on the consolidated financial statements, namely because the proportionate consolidation method will be abolished for jointly controlled entities, which will produce a significant impact on the Group's Shopping Centers Segment.

During the period ended at 30 June 2012, in order to anticipate a probable endorsement of this standard and to facilitate the future comparison with the financial statements of the Company, Sonae decided, from 1 January 2012 onwards, to start reporting all jointly controlled entities in accordance with the equity method.

3.2 Capitalization of the costs related with customers' loyalty contracts

Additionally, during the period ended at 30 June 2012, the Group, aligned with the best practices in the telecommunications sector, changed its accounting criteria for costs related to customers' loyalty contracts. To date, these were recorded as an expense in the year they occurred. From 1 January 2012 onwards, the costs incurred for customers' loyalty contracts, which include indemnity clauses for early termination, are capitalised as "Intangible Assets" and amortised over the period of the contracts. This is because it is now possible to apply a reliable cost allocation to the respective contracts, as well as the income per customer of

each contract, so fulfilling the criteria for capitalisation required by IAS 38. When a contract is terminated the net value of intangible assets associated with this contract is immediately recognized as an expense in the income statement.

This accounting policy allows to present in a more reliable and relevant manner the financial performance and position exhibited in the financial statements, as it enables the alignment of costs associated with customer loyalties' contracts with the income generated. In addition, and in accordance with the relevant periodicity, impairment tests are made to the intangible assets in order to ensure that the current value of revenues estimated for each customer loyalties' contracts is higher than the cost capitalized on that contract.

All other accounting policies adopted are consistent with those followed in the preparation of annual financial statements for the year ended 31 December 2011.

In accordance with IAS 8 - Accounting Policies, Changes in Accounting Estimates and Errors, these changes in the Group's accounting policies were applied retrospectively. Therefore changes were made in the Consolidated Statements of Financial Position as at 1 January 2011, 30 June 2011 and 31 December 2011 and the Consolidated Income Statement for the period ended at 30 June 2011. The effects of these changes can be detailed as follows:

Statement of financial position at January 1, 2011

Before change Capitalization of
cost costumer
loyalty
Change in
consolidation
method from
PROP to EQM
Restated
Total assets 7,551,813,932 18,009,890 (1,434,631,031) 6,135,192,791
Non-current assets 6,045,726,131 18,009,890 (1,335,767,767) 4,727,968,254
Investments 113,499,526 - 505,197,007 618,696,533
Goodwill 740,738,759 - (69,708,238) 671,030,521
Investment Property 1,733,205,596 - (1,733,205,596) -
Other non-current assets 3,458,282,250 18,009,890 (38,050,940) 3,438,241,200
Current assets 1,506,087,801 - (98,863,264) 1,407,224,537
Equity 1,861,562,138 13,237,269 (211,586,171) 1,663,213,236
Attributable to shareholders 1,337,473,198 7,135,338 84,657 1,344,693,193
Non-controlling interests 524,088,940 6,101,931 (211,670,828) 318,520,043
Total liabilities 5,690,251,794 4,772,621 (1,223,044,860) 4,471,979,555
Non-current liabilities 3,455,442,166 4,772,621 (1,057,438,230) 2,402,776,557
Loans 2,839,950,773 - (788,100,738) 2,051,850,035
Deferred tax liabilities 371,308,829 4,772,621 (253,744,547) 122,336,903
Other liabilities 244,182,564 - (15,592,945) 228,589,619
Current liabilities 2,234,809,628 - (165,606,630) 2,069,202,998
Loans 264,464,248 - (63,053,714) 201,410,534
Suppliers and other liabilities 1,970,345,380 - (102,552,916) 1,867,792,464
Total equity and liabilities 7,551,813,932 18,009,890 (1,434,631,031) 6,135,192,791

Statement of financial position at June 30, 2011

Before change Capitalization of
cost costumer
loyalty
Change in
consolidation
method from
PROP to EQM
Restated
7,414,402,593 17,894,177 (1,453,574,610) 5,978,722,160
Total assets
Non-current assets 5,958,625,296 17,894,177 (1,309,555,496) 4,666,963,977
Investments 111,546,654 - 485,685,777 597,232,431
Goodwill 740,651,163 - (69,104,087) 671,547,076
Investment Property 1,691,966,576 - (1,691,966,576) -
Other non-current assets 3,414,460,903 17,894,177 (34,170,610) 3,398,184,470
Current assets 1,455,777,297 - (144,019,114) 1,311,758,183
Equity 1,911,643,833 13,152,220 (289,069,381) 1,635,726,672
Attributable to shareholders 1,304,564,502 7,169,367 (150,715) 1,311,583,154
Non-controlling interests 607,079,331 5,982,853 (288,918,666) 324,143,518
Total liabilities 5,502,758,760 4,741,957 (1,164,505,229) 4,342,995,488
Non-current liabilities 3,426,076,425 4,741,957 (1,005,371,647) 2,425,446,735
Loans 2,805,278,131 - (733,663,972) 2,071,614,159
Deferred tax liabilities 381,596,108 4,741,957 (257,572,155) 128,765,910
Other liabilities 239,202,186 - (14,135,520) 225,066,666
Current liabilities 2,076,682,335 - (159,133,582) 1,917,548,753
Loans 429,678,639 - (57,681,254) 371,997,385
Suppliers and other liabilities 1,647,003,696 - (101,452,328) 1,545,551,368
Total equity and liabilities 7,414,402,593 17,894,177 (1,453,574,610) 5,978,722,160

Statement of financial position at December 31, 2011

Before change Capitalization of
cost costumer
loyalty
Change in
consolidation
method from
PROP to EQM
Restated
Total assets 7,740,715,012 17,692,621 (1,441,644,990) 6,316,762,643
Non-current assets 6,050,397,022 17,692,621 (1,321,145,276) 4,746,944,367
Investments 107,576,109 - 467,498,817 575,074,926
Goodwill 728,060,436 - (68,246,943) 659,813,493
Investment Property 1,679,859,268 - (1,679,859,268) -
Other non-current assets 3,534,901,209 17,692,621 (40,537,882) 3,512,055,948
Current assets 1,690,317,990 - (120,499,714) 1,569,818,276
Equity 1,964,971,050 13,004,076 (277,583,988) 1,700,391,138
Attributable to shareholders 1,356,845,014 7,088,613 (345,764) 1,363,587,863
Non-controlling interests 608,126,036 5,915,463 (277,238,224) 336,803,275
Total liabilities 5,775,743,962 4,688,545 (1,164,061,002) 4,616,371,505
Non-current liabilities 3,184,095,918 4,688,545 (1,025,256,825) 2,163,527,638
Loans 2,551,772,643 - (761,037,048) 1,790,735,595
Deferred tax liabilities 382,609,963 4,688,545 (253,106,959) 134,191,549
Other liabilities 249,713,312 - (11,112,818) 238,600,494
Current liabilities 2,591,648,044 - (138,804,177) 2,452,843,867
Loans 644,296,261 - (44,586,390) 599,709,871
Suppliers and other liabilities 1,947,351,783 - (94,217,787) 1,853,133,996
Total equity and liabilities 7,740,715,012 17,692,621 (1,441,644,990) 6,316,762,643

Income statement at June 30, 2011

Before change Capitalization of
cost costumer
loyalty
Change in
consolidation
method from
PROP to EQM
Restated
Turnover 2,703,082,961 - (100,154,687) 2,602,928,274
EBITDA 300,519,385 10,867,572 (46,681,093) 264,705,864
EBITDA margin 11.12% 0.00% 0.00% 10.17%
Provisions and imparment losses (13,459,287) - 1,808,389 (11,650,898)
Depreciation and amortisation (153,143,692) (10,983,285) 1,081,023 (163,045,954)
EBIT 133,916,406 (115,713) (43,791,681) 90,009,012
Finantial results (53,837,341) - 13,788,597 (40,048,744)
Share of results of associated undertakings (3,117,332) - 6,977,312 3,859,980
EBT 76,961,733 (115,713) (23,025,772) 53,820,248
Taxes (18,907,924) 30,664 11,848,288 (7,028,972)
Profit/(Loss) after taxation 58,053,809 (85,049) (11,177,484) 46,791,276
Atributable to the equity holders 34,741,096 (46,361) 385,601 35,080,336
Atributable to non-controlling interests 23,312,713 (38,688) (11,563,085) 11,710,940

4 GROUP COMPANIES INCLUDED IN THE CONSOLIDATED FINANCIAL STATEMENTS

Group companies included in the consolidated financial statements, their head offices and percentage of share capital held by Sonae as at 30 June 2012 and 31 December 2011 are as follows:

Percentage of capital held
30 June 2012 31 December 2011
COMPANY Head Office Direct Total Direct Total
Sonae - SGPS, S.A. Maia HOLDING HOLDING HOLDING HOLDING
Retail
Arat Inmuebles, SA a) Madrid (Spain) 100.00% 100.00% 100.00% 100.00%
Azulino Imobiliária, SA a) Maia 100.00% 100.00% 100.00% 100.00%
BB Food Service, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Bertimóvel - Sociedade Imobiliária, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Bom Momento - Restauração, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Canasta - Empreendimentos Imobiliários, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Carnes do Continente - Indústria e Distribuição
Carnes, SA
a) Santarém 100.00% 100.00% 100.00% 100.00%
Chão Verde - Sociedade de Gestão Imobiliária, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Citorres - Sociedade Imobiliária, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Contibomba - Comércio e Distribuição de
Combustíveis, SA
a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Contimobe - Imobiliária de Castelo de Paiva, SA a) Castelo de Paiva 100.00% 100.00% 100.00% 100.00%
Continente Hipermercados, SA a) Lisboa 100.00% 100.00% 100.00% 100.00%
Cumulativa - Sociedade Imobiliária, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Discovery Sports, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Edições Book.it, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Estevão Neves - Hipermercados da Madeira, SA a) Madeira 100.00% 100.00% 100.00% 100.00%
Farmácia Selecção, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Fashion Division, SA a) Maia 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 100.00% 100.00% 100.00% 100.00%
Fozmassimo - Sociedade Imobiliária, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Fundo de Investimento Imobiliário Fechado
Imosede
a) Maia 54.55% 54.55% 54.55% 54.55%
Fundo de Investimento Imobiliário Imosonae Dois a) Maia 99.94% 99.94% 99.94% 99.94%
Igimo - Sociedade Imobiliária, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Iginha - Sociedade Imobiliária, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Imoconti - Sociedade Imobiliária, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Imoestrutura - Sociedade Imobiliária, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Imomuro - Sociedade Imobiliária, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Imoresultado - Sociedade Imobiliária, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Imosistema - Sociedade Imobiliária, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Infofield - Informática, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Marcas MC, zRT a) Budapest (Hungary) 100.00% 100.00% 100.00% 100.00%
MJLF - Empreendimentos Imobiliários, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Modalfa - Comércio e Serviços, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Modalloop - Vestuário e Calçado, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Modelo Continente Hipermercados, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Modelo Hiper Imobiliária, SA a) Maia 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.com - Vendas p/Correspond., SA a) Maia 100.00% 100.00% 100.00% 100.00%
Peixes do Continente - Indústria e Distribuição de
Peixes, SA
a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Pharmacontinente - Saúde e Higiene, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Pharmaconcept – Actividades em Saúde, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Predicomercial - Promoção Imobiliária, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Selifa - Empreendimentos Imobiliários de Fafe, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Sempre à Mão - Sociedade Imobiliária, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Sesagest - Proj.Gestão Imobiliária, SA a) Porto 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 100.00% 100.00% 100.00% 100.00%
Sociloures - Sociedade Imobiliária, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Soflorin, BV a) Amsterdam(Holland) 100.00% 100.00% 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 100.00% 100.00% 100.00% 100.00%
Sonae Investimentos, SGPS, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Sonae MC – Modelo Continente SGPS, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Sonae Retalho España - Servicios Generales, SA a) Madrid (Spain) 100.00% 100.00% 100.00% 100.00%
Sonaegest-Soc.Gest.Fundos Investimentos, SA a) Maia 100.00% 90.00% 100.00% 90.00%
Sonaerp - Retail Properties, SA a) Porto 100.00% 100.00% 100.00% 100.00%
Sport Zone Canárias, SL a) Tenerife (Spain) 51.00% 51.00% 51.00% 51.00%
Sonae Specialized Retail, SGPS, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Sondis Imobiliária, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Sonvecap, BV a) Amsterdam
(Holland)
100.00% 100.00% 100.00% 100.00%
Sport Zone - Comércio de Artigos de Desporto, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Sport Zone Espanã - 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 92.76% 92.76% 92.76% 92.76%
Tlantic Portugal - Sistemas de Informação, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Tlantic Sistemas de Informação, Ltda a) Porto Alegre (Brazil) 100.00% 100.00% 100.00% 100.00%
Todos os Dias - Com. Ret. Expl. C. Comer., SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Valor N, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Worten - Equipamento para o Lar, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Worten España Distribución, S.L. a) Madrid (Spain) 100.00% 100.00% 100.00% 100.00%
Worten Canárias, SL a) Tenerife (Spain) 51.00% 51.00% 51.00% 51.00%
Zippy - Comércio e Distribuição, SA a) Matosinhos 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 100.00% 100.00% 100.00% 100.00%
Arat Inmuebles, SA a) Madrid (Spain) 100.00% 100.00% 100.00% 100.00%
Azulino Imobiliária, SA a) Maia 100.00% 100.00% 100.00% 100.00%
BB Food Service, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Bertimóvel - Sociedade Imobiliária, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Bom Momento - Restauração, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Canasta - Empreendimentos Imobiliários, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Carnes do Continente - Indústria e Distribuição
Carnes, SA
a) Santarém 100.00% 100.00% 100.00% 100.00%
Chão Verde - Sociedade de Gestão Imobiliária, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Citorres - Sociedade Imobiliária, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Contibomba - Comércio e Distribuição de
Combustíveis, SA
a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Contimobe - Imobiliária de Castelo de Paiva, SA a) Castelo de Paiva 100.00% 100.00% 100.00% 100.00%
Telecommunications
Be Artis - Concepção, Construção e Gestão de
Redes de Comunicações, SA
a) Maia 100.00% 54.96% 100.00% 54.51%
Be Towering – Gestão de Torres de
Telecomunicações, SA
a) Maia 100.00% 54.96% 100.00% 54.51%
Cape Tecnologies Limited a) Dublin (Ireland) 100.00% 54.96% 100.00% 54.51%
2) Connectiv Solutions Inc a) Delaware (USA) 100,00% 54,96% - -
Digitmarket - Sistemas de Informação, SA a) Maia 75.10% 41.27% 75.10% 40.94%
Lugares Virtuais, SA a) Maia 100.00% 54.96% 100.00% 54.51%
Magma - Operação de Titularização de Créditos c) Portugal 100.00% 54.96% 100.00% 54.51%
Mainroad – Serviços em Tecnologias de
Informação, S.A.
a) Maia 100.00% 54.96% 100.00% 54.51%
Miauger - Org. Gestão Leilões Electrónicos, SA a) Maia 100.00% 54.96% 100.00% 54.51%
Optimus - Comunicações, SA a) Maia 100.00% 54.96% 100.00% 54.54%
PCJ-Público, Comunicação e Jornalismo, SA a) Maia 100.00% 54.96% 100.00% 54.51%
Per-Mar - Sociedade de Construções, SA a) Maia 100.00% 54.96% 100.00% 54.51%
Praesidium Services Limited a) Berkshire (R.U.) 100.00% 54.96% 100.00% 54.51%
Público - Comunicação Social, SA a) Porto 100.00% 54.96% 100.00% 54.51%
Saphety Level - Trusted Services, SA a) Maia 86.99% 47.81% 86.99% 47.42%
Sonaecom BV a) Amsterdam
(Holland)
100.00% 54.96% 100.00% 54.51%
Sonae Telecom, SGPS, SA a) Maia 100.00% 54.96% 100.00% 54.51%
Sonaecom - Sistemas de Informação, SGPS, SA a) Maia 100.00% 54.96% 100.00% 54.51%
1) Sonaecom – Serviços Partilhados, SGPS, SA a) Maia 100.00% 54.96% - -
Sonaecom - Sistemas de Información España, SL a) Madrid 100.00% 54.96% 100.00% 54.51%
Sonaecom, SGPS, SA a) Maia 54.54% 54.96% 55.63% 54.51%
Sonaetelecom, BV a) Amsterdam
(Holland)
100.00% 54.96% 100.00% 54.51%
Sontária – Empreendimentos Imobiliários, SA a) Maia 100.00% 54.96% 100.00% 54.51%
Tecnológica Telecomunicações, Ltda a) Rio de Janeiro
(Brazil)
99.99% 54.90% 99.99% 54.46%
We Do Consulting - Sistemas de Informação, SA a) Maia 100.00% 54.51% 100.00% 54.51%
We Do Brasil Soluções Informáticas, Ltda a) Rio de Janeiro
(Brazil)
99.91% 54.91% 99.91% 54.46%
We Do Poland Sp.Z.o.o. a) Poznan (Polonia) 100.00% 54.96% 100.00% 54.51%
We Do Tecnologies Americas, Inc. a) Miami (EUA) 100.00% 54.96% 100.00% 54.51%
We Do Technologies Australia PTY Limited a) Australia 100.00% 54.96% 100.00% 54.51%
We Do Tecnologies BV a) Amsterdam
(Holland)
100.00% 54.96% 100.00% 54.51%
We Do Technologies Chile, SpA a) Santiago (Chile) 100.00% 54.96% 100.00% 54.51%
We Do Technologies Egypt Limited Liability
Company
a) Cairo (Egypt) 100.00% 54.96% 100.00% 54.51%
We Do Technologies Mexico S. de RL a) City of México 100.00% 54.96% 100.00% 54.51%
We Do Technologies Panamá SA a) City of Panamá 100.00% 54.96% 100.00% 54.51%
We Do Technologies Singapore PTE. LDT a) Singapore 100.00% 54.96% 100.00% 54.51%
We Do Technologies (UK) Limited a) Berkshire (R.U.) 100.00% 54.96% 100.00% 54.51%
Investment Management
ADD Avaliações Engenharia de Avaliações e
Perícias, Ltda
a) Brazil 100.00% 50.00% 100.00% 50.00%
ADDmakler Administração e Corretagem de
Seguros, Ltda
a) Brazil 99.98% 50.00% 99.98% 50.00%
ADDmakler Administradora, Corretora de Seguros
Partic. Ltda
a) Brazil 100.00% 50.00% 100.00% 50.00%
Fontana Corretora de Seguros Ltda a) Brazil 99.99% 50.01% 99.99% 50.01%
Herco Consultoria de Risco e Corretora de
Seguros, Ltda
a) Brazil 100.00% 50.01% 100.00% 50.01%
HighDome PCC Limited a) Malta 100.00% 50.01% 100.00% 50.01%
Larim Corretora de Resseguros Ltda a) Brazil 99.99% 50.01% 99.99% 50.01%
Lazam/mds Correctora Ltda a) Brazil 100.00% 50.01% 100.00% 50.01%
MDS Auto - Mediação de Seguros, SA a) Porto 50.01% 25.01% 50.00% 25.01%
MDS - Corretor de Seguros, SA a) Porto 100.00% 50.01% 100.00% 50.01%
MDS, SGPS, SA a) Maia 50.01% 50.01% 50.01% 50.01%
MDS Consulting, SA a) Maia 100.00% 50.01% 100.00% 50.01%
MDS Malta Holding Limited a) Malta 100.00% 50.01% 100.00% 50.01%
Miral Administração e Corretagem de Seguros,
Ltda
a) Brasil 100.00% 50.01% 100.00% 50.01%
Mds Knowledge Centre, Unipessoal, Lda a) Lisboa 100.00% 50.01% 100.00% 50.01%
MDS Affinity-Sociedade de Mediação Lda a) Porto 100.00% 50.01% 100.00% 50.01%
Polinsur - Mediação de Seguros, Lda a) Oeiras 100.00% 50.01% 100.00% 50.01%
Modelo - Distribuição de Materiais de Construção,
SA
b) Maia 50.00% 50.00% 50.00% 50.00%
Quorum Corretora de Seguros, Ltda a) Brazil 100.00% 50.01% 100.00% 50.01%
RSI Corretora de Seguros, Ltda a) Brazil 100.00% 50.01% 100.00% 50.01%
Serenitas - Soc. Mediação Seguros, Lda a) Lisboa 100.00% 50.01% 100.00% 50.01%
Terra Nossa Corretora de Seguros, Ltda a) Brazil 100.00% 50.01% 100.00% 50.01%
Others
Libra Serviços, Lda a) Funchal 100.00% 100.00% 100.00% 100.00%
Sonae Investments, BV a) Amsterdam
(Holland)
100.00% 100.00% 100.00% 100.00%
Sonae RE, SA a) Luxemburg 99.92% 99.92% 99.92% 99.92%
Sonaecenter Serviços, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Sontel, BV a) Amsterdam
(Holland)
100.00% 100.00% 100.00% 100.00%
  • a) Control held by majority of voting rights;
  • b) Control held by Management control;
  • c) Control determined in accordance with SIC 12 Special purpose entities.
  • 1) Companies created during the period;
  • 2) Company acquired in May 2012.

These companies were included in the consolidation by the full consolidation method.

5 INVESTMENTS IN JOINTLY CONTROLLED ENTITIES AND ASSOCIATED COMPANIES

Investments in jointly controlled entities and associated companies, their head offices and the percentage of share capital held as at 30 June 2012 and 31 December 2011 are as follows:

Percentage of capital held
30 June 2012 31 December 2011
COMPANY Head Office Total Direct Total Direct
Retail
Sempre a Postos - Produtos Alimentares e Utilidades,
Lda
Lisboa 25.00% 25.00% 25.00% 25.00%
Mundo Vip - Operadores Turísticos, SA Lisboa 33.34% 33.34% 33.34% 33.34%
Shopping Centres
8ª avenida Centro Comercial, SA Maia 100.00% 23.75% 100.00% 23.75%
1) 3DO Shopping Centre GmbH Dusseldorf
(Germany)
100.00% 50.00% 100.00% 50.00%
1) 3shoppings - Holding, SGPS, SA Maia 100.00% 25.05% 100.00% 25.05%
1) Adlands BV Amsterdam
(Holland)
50.00% 25.00% 50.00% 25.00%
1) Aegean Park, SA Athens (Greece) 100.00% 25.00% 100.00% 25.00%
1) Airone - Shopping Centre, Srl Milan (Italy) 100.00% 25.05% 100.00% 25.05%
ALBCC – Albufeirashopping – Centro Comercial, SA Maia 50.00% 11.88% 50.00% 11.88%
1) ALEXA Administration GmbH Berlin (Germany) 100.00% 25.00% 100.00% 25.00%
Alexa Asset GmbH & Co Dusseldorf
(Germany)
25.00% 2.25% 25.00% 2.25%
1) ALEXA Holding GmbH Dusseldorf
(Germany)
100.00% 50.00% 100.00% 50.00%
1) ALEXA Shopping Centre GmbH Dusseldorf
(Germany)
100.00% 50.00% 100.00% 50.00%
1) Algarveshopping - Centro Comercial, SA Maia 100.00% 25.05% 100.00% 25.05%
1) ARP Alverca Retail Park, SA Maia 50.00% 25.00% 50.00% 25.00%
1) Arrábidashopping - Centro Comercial, SA Maia 50.00% 12.53% 50.00% 12.53%
1) Avenida M-40, BV Amsterdam
(Holland)
100.00% 25.05% 100.00% 25.05%
1) Beralands BV Amsterdam
(Holland)
100.00% 50.00% 100.00% 50.00%
Cmpo Limpo Lda S. Paulo (Brazil) 20.00% 5.00% 20.00% 5.00%
1) Cascaishopping - Centro Comercial, SA Maia 50.00% 12.53% 50.00% 12.53%
1) Cascaishopping Holding I, SGPS, SA Maia 100.00% 25.05% 100.00% 25.05%
1) CCCB Caldas da Rainha - Centro Comercial,SA Maia 100.00% 50.00% 100.00% 50.00%
1) Centro Colombo - Centro Comercial, SA Maia 100.00% 12.53% 100.00% 12.53%
1) Centro Vasco da Gama - Centro Comercial, SA Maia 50.00% 12.53% 50.00% 12.53%
1) Coimbrashopping - Centro Comercial, SA Maia 100.00% 25.05% 100.00% 25.05%
1) Colombo Towers Holding, BV The Hague
(Holland)
50.00% 25.00% 50.00% 25.00%
1) Craiova Mall BV Amsterdam
(Holland)
100.00% 50.00% 100.00% 50.00%
1) Dortmund Tower GmbH Dusseldorf
(Germany)
100.00% 50.00% 100.00% 50.00%
1) Dos Mares - Shopping Centre, BV Amsterdam
(Holland)
100.00% 25.05% 100.00% 25.05%
1) Dos Mares - Shopping Centre, SA Madrid (Spain) 100.00% 25.05% 100.00% 25.05%
1) El Rosal Shopping, SA Madrid (Spain) 100.00% 50.00% 100.00% 50.00%
1) Estação Viana - Centro Comercial, SA Viana do Castelo 100.00% 25.05% 100.00% 25.05%
1) Freccia Rossa - Shopping Centre, Srl Milan (Italy) 50.00% 25.00% 50.00% 25.00%
1) Fundo de Investimento Imobiliário Parque Dom Pedro
Shopping Center (FundII)
São Paulo (Brazil) 50.00% 3.99% 50.00% 3.99%
1) Fundo de Investimento Imobiliário Shopping Parque
Dom Pedro Shopping
São Paulo (Brazil) 87.61% 16.90% 87.61% 16.90%
1) Gaiashopping I - Centro Comercial, SA Maia 50.00% 12.53% 50.00% 12.53%
1) Gaiashopping II - Centro Comercial, SA Maia 100.00% 12.53% 100.00% 12.53%
1) Gli Orsi Shopping Centre 1, Srl Milan (Italy) 100.00% 50.00% 100.00% 50.00%
1) Guimarãeshopping - Centro Comercial, SA Maia 100.00% 25.05% 100.00% 25.05%
1) Harvey Dos Iberica, SL Madrid (Spain) 50.00% 12.53% 50.00% 12.53%
1) Le Terrazze – Shopping Centre 1, Srl Milan (Italy) 50.00% 25.00% 50.00% 25.00%
1) Iberian Assets, SA Madrid (Spain) 49.78% 12.48% 49.78% 12.48%
1) Inparsa - Gestão de Galeria Comerc., SA Maia 100.00% 50.00% 100.00% 50.00%
1) Ioannina Development of Shopping Centres, SA Athens (Greece) 100.00% 50.00% 100.00% 50.00%
1) La Farga - Shopping Centre, SL Madrid (Spain) 100.00% 12.48% 100.00% 12.48%
1) Larissa Development of Shopping Centres, SA Athens (Greece) 100.00% 25.00% 100.00% 25.00%
LCC – Leiriashopping – Centro Comercial, SA Maia 100.00% 23.75% 100.00% 23.75%
1) Loop 5 - Shopping Centre Gmbh Dusseldorf
(Germany)
50.00% 25.00% 50.00% 25.00%
Loureshopping – Centro Comercial, SA Maia 100.00% 23.75% 100.00% 23.75%
1) Luz del Tajo - Centro Comercial, SA Madrid (Spain) 100.00% 25.05% 100.00% 25.05%
1) Luz del Tajo, BV Amsterdam
(Holland)
100.00% 25.05% 100.00% 25.05%
1) Madeirashopping - Centro Comercial, SA Funchal (Madeira) 50.00% 12.53% 50.00% 12.53%
1) Maiashopping - Centro Comercial, SA Maia 100.00% 25.05% 100.00% 25.05%
1) Münster Arkaden, BV Amsterdam
(Holland)
100.00% 25.05% 100.00% 25.05%
1) Norte Shopping Retail and Leisure Centre, BV Amsterdam
(Holland)
50.00% 12.53% 50.00% 12.53%
1) Norteshopping - Centro Comercial, SA Maia 100.00% 12.53% 100.00% 12.53%
1) Pantheon Plaza BV Amsterdam
(Holland)
50.00% 25.00% 50.00% 25.00%
1) Paracentro - Gestão de Galerias Comerciais, SA Maia 100.00% 50.00% 100.00% 50.00%
1) Park Avenue Developement of Shopping Centers, SA Athens (Greece) 100.00% 25.00% 100.00% 25.00%
1) Parque Atlântico Shopping - Centro Comercial SA Ponta Delgada
(Açores)
50.00% 12.53% 50.00% 12.53%
1) Parque D. Pedro 1, BV Sarl Luxemburg 100.00% 25.00% 100.00% 25.00%
1) Parque de Famalicão - Empreendimentos Imobiliários,
SA
Maia 100.00% 50.00% 100.00% 50.00%
1) Parque Principado, SL Madrid (Spain) 50.00% 12.53% 50.00% 12.53%
1) Pátio Boavista Shopping, Ltda São Paulo (Brazil) 100.00% 16.66% 100.00% 16.66%
1) Pátio Goiânia Shopping, Ltda São Paulo (Brazil) 100.00% 16.66% 100.00% 16.66%
1) Pátio Londrina Empreendimentos e Participações, Ltda São Paulo (Brazil) 100.00% 16.66% 100.00% 16.66%
1) Pátio Penha Shopping, Ltda São Paulo (Brazil) 100.00% 16.66% 100.00% 16.66%
1) Pátio São Bernardo Shopping Ltda São Paulo (Brazil) 100.00% 16.66% 100.00% 16.66%
1) Pátio Sertório Shopping Ltda São Paulo (Brazil) 100.00% 16.66% 100.00% 16.66%
1) Pátio Uberlândia Shopping Ltda São Paulo (Brazil) 100.00% 16.66% 100.00% 16.66%
1) Plaza Eboli - Centro Comercial, SA Madrid (Spain) 100.00% 50.00% 100.00% 50.00%
1) Plaza Eboli, BV Amsterdam
(Holland)
100.00% 50.00% 100.00% 50.00%
1) Plaza Mayor Holding, SGPS, SA Maia 100.00% 25.05% 100.00% 25.05%
1) Plaza Mayor Parque de Ócio, BV Amsterdam
(Holland)
100.00% 25.05% 100.00% 25.05%
1) Plaza Mayor Parque de Ócio, SA Madrid (Spain) 100.00% 25.05% 100.00% 25.05%
1) Plaza Mayor Shopping, BV Amsterdam
(Holland)
100.00% 25.05% 100.00% 25.05%
1) Plaza Mayor Shopping, SA Madrid (Spain) 100.00% 25.05% 100.00% 25.05%
PORTCC – Portimãoshopping – Centro Comercial, SA Maia 50.00% 11.88% 50.00% 11.88%
1) Project 4, Srl Milan (Italy) 100.00% 50.00% 100.00% 50.00%
1) Project SC 1, BV Amsterdam 50.00% 25.00% 50.00% 25.00%
  • 1) Project Sierra Germany 2 (two), Shopping Centre GmbH Dusseldorf
  • 1) Project Sierra Germany 3 (three), Shopping Centre, GmbH
  • 1) Project Sierra Germany 4 (four), Shopping Centre, GmbH
  • 1) Project Sierra Germany Shopping Centre 1 BV Amsterdam
  • 1) Project Sierra Germany Shopping Centre 2 BV Amsterdam
  • 1) Project Sierra Italy 2 Development of Shopping
  • 1) Project Sierra Spain 1, BV Amsterdam
  • 1) Project Sierra Spain 2, BV Amsterdam
  • 1) Project Sierra Spain 3, BV Amsterdam
  • 1) Project Sierra Spain 7, BV Amsterdam
  • 1) Project Sierra Two Srl Bucharest

  • 1) River Plaza BV Amsterdam

  • 1) River Plaza Mall, Srl Bucharest
  • 1) S.C. Microcom Doi Srl Bucharest
  • 1) SC Aegean, BV Amsterdam
  • 1) SC Mediterranean Cosmos, BV Amsterdam
  • 1) Shopping Centre Colombo Holding, BV Amsterdam
  • 1) Shopping Centre Parque Principado, BV Amsterdam
  • 1) Sierra Brazil 1, BV Amsterdam
  • 1) Sierra Central, S.A.S. Santiago de
1) Project SC 2, BV Amsterdam
(Holland)
100.00% 50.00% 100.00% 50.00%
1) Project Sierra 2, BV Amsterdam
(Holland)
100.00% 50.00% 100.00% 50.00%
1) Project Sierra 6, BV Amsterdam
(Holland)
50.00% 25.00% 50.00% 25.00%
1) Project Sierra 8 BV Amsterdam
(Holland)
100.00% 25.05% 100.00% 25.05%
1) Project Sierra 10 BV Amsterdam
(Holland)
100.00% 50.00% 100.00% 50.00%
1) Project Sierra Four SA Bucharest
(Romania)
100.00% 50.00% 100.00% 50.00%
1) Project Sierra Germany 2 (two), Shopping Centre GmbH Dusseldorf
(Germany)
100.00% 50.00% 100.00% 50.00%
1) Project Sierra Germany 3 (three), Shopping Centre,
GmbH
Dusseldorf
(Germany)
100.00% 50.00% 100.00% 50.00%
1) Project Sierra Germany 4 (four), Shopping Centre,
GmbH
Dusseldorf
(Germany)
100.00% 50.00% 100.00% 50.00%
1) Project Sierra Germany Shopping Centre 1 BV Amsterdam
(Holland)
100.00% 50.00% 100.00% 50.00%
1) Project Sierra Germany Shopping Centre 2 BV Amsterdam
(Holland)
100.00% 50.00% 100.00% 50.00%
1) Project Sierra Italy 2 - Development of Shopping
Centres, Srl
Milan (Italy) 100.00% 50.00% 100.00% 50.00%
1) Project Sierra Portugal VIII - Centro Comercial, SA Maia 100.00% 50.00% 100.00% 50.00%

(Holland)

(Germany) 100.00% 50.00% 100.00% 50.00%
1) Project Sierra Germany 3 (three), Shopping Centre,
GmbH
Dusseldorf
(Germany)
100.00% 50.00% 100.00% 50.00%
1) Project Sierra Germany 4 (four), Shopping Centre,
GmbH
Dusseldorf
(Germany)
100.00% 50.00% 100.00% 50.00%
1) Project Sierra Germany Shopping Centre 1 BV Amsterdam
(Holland)
100.00% 50.00% 100.00% 50.00%
1) Project Sierra Germany Shopping Centre 2 BV Amsterdam
(Holland)
100.00% 50.00% 100.00% 50.00%
1) Project Sierra Italy 2 - Development of Shopping
Centres, Srl
Milan (Italy) 100.00% 50.00% 100.00% 50.00%
1) Project Sierra Portugal VIII - Centro Comercial, SA Maia 100.00% 50.00% 100.00% 50.00%
1) Project Sierra Spain 1, BV Amsterdam
(Holland)
100.00% 50.00% 100.00% 50.00%
1) Project Sierra Spain 2 - Centro Comercial, SA Madrid (Spain) 100.00% 50.00% 100.00% 50.00%
1) Project Sierra Spain 2, BV Amsterdam
(Holland)
100.00% 50.00% 100.00% 50.00%
1) Project Sierra Spain 3 - Centro Comercial, SA Madrid (Spain) 50.00% 25.00% 50.00% 25.00%
1) Project Sierra Spain 3, BV Amsterdam
(Holland)
100.00% 50.00% 100.00% 50.00%
1) Project Sierra Spain 7 - Centro Comercial, SA Madrid (Spain) 100.00% 50.00% 100.00% 50.00%
1) Project Sierra Spain 7, BV Amsterdam
(Holland)
100.00% 50.00% 100.00% 50.00%
1) Project Sierra Two Srl Bucharest
(Romania)
100.00% 50.00% 100.00% 50.00%
Rio Sul – Centro Comercial, SA Lisboa 50.00% 11.88% 50.00% 11.88%
1) River Plaza BV Amsterdam
(Holland)
100.00% 50.00% 100.00% 50.00%
1) River Plaza Mall, Srl Bucharest
(Romania)
100.00% 50.00% 100.00% 50.00%
1) S.C. Microcom Doi Srl Bucharest
(Romania)
100.00% 50.00% 100.00% 50.00%
1) SC Aegean, BV Amsterdam
(Holland)
50.00% 25.00% 50.00% 25.00%
1) SC Mediterranean Cosmos, BV Amsterdam
(Holland)
50.00% 12.53% 50.00% 12.53%
Serra Shopping – Centro Comercial, SA Covilhã 50.00% 11.88% 50.00% 11.88%
1) Shopping Centre Colombo Holding, BV Amsterdam
(Holland)
50.00% 12.53% 50.00% 12.53%
1) Shopping Centre Parque Principado, BV Amsterdam
(Holland)
100.00% 25.05% 100.00% 25.05%
1) Sierra Brazil 1, BV Amsterdam
(Holland)
100.00% 25.00% 100.00% 25.00%
1) Sierra Central, S.A.S. Santiago de
Cali(Colombia)
50.00% 25.00% 50.00% 25.00%
1) Sierra Charagionis Development of Shopping Centers,
SA
Athens (Greece) 50.00% 25.00% 50.00% 25.00%
1) Sierra Corporate Services Holland, BV Amsterdam
(Holland)
100.00% 50.00% 100.00% 50.00%
1) Sierra Development of Shopping Centres Greece, SA Athens (Greece) 100.00% 50.00% 100.00% 50.00%
1) Sierra Berlin Holding BV Amsterdam
(Holland)
100.00% 50.00% 100.00% 50.00%
1) Sierra Developments Holding, BV Amsterdam
(Holland)
100.00% 50.00% 100.00% 50.00%
1) Sierra Developments Romania SRL Bucharest
(Romania)
100.00% 50.00% 100.00% 50.00%
1) Sierra Developments, SGPS, SA Maia 100.00% 50.00% 100.00% 50.00%
1) Sierra Enplanta, Ltda São Paulo (Brazil) 100.00% 16.66% 100.00% 16.66%
1) Sierra European Retail Real Estate Assets Holdings, BV Amsterdam
(Holland)
50.10% 25.05% 50.10% 25.05%
1) Sierra Germany GmbH Dusseldorf
(Germany)
100.00% 50.00% 100.00% 50.00%
1) Sierra GP, Limited Guernsey (U.K.) 100.00% 50.00% 100.00% 50.00%
1) Sierra Investimentos Brasil Ltda São Paulo (Brazil) 100.00% 16.66% 100.00% 16.66%
1) Sierra Investments (Holland) 1, BV Amsterdam
(Holland)
100.00% 50.00% 100.00% 50.00%
1) Sierra Investments (Holland) 2, BV Amsterdam
(Holland)
100.00% 50.00% 100.00% 50.00%
1) Sierra Investments Holding, BV Amsterdam
(Holland)
100.00% 50.00% 100.00% 50.00%
1) Sierra Investments SGPS, SA Maia 100.00% 50.00% 100.00% 50.00%
1) Sierra Italy Holding, BV Amsterdam
(Holland)
100.00% 50.00% 100.00% 50.00%
1) Sierra Italy, Srl Milan (Italy) 100.00% 50.00% 100.00% 50.00%
1) Sierra Portugal, SA Lisboa 100.00% 50.00% 100.00% 50.00%
1) Sierra Management, SGPS, SA Maia 100.00% 50.00% 100.00% 50.00%
1) Sierra Property Management Greece, SA Athens (Greece) 100.00% 50.00% 100.00% 50.00%
1) Sierra Property Management, Srl Bucharest
(Romania)
100.00% 50.00% 100.00% 50.00%
1) Sierra Solingen Holding GmbH Dusseldorf
(Germany)
100.00% 25.00% 100.00% 25.00%
1) Sierra Spain – Shopping Centers Services, SL Madrid (Spain) 100.00% 50.00% 100.00% 50.00%
1) Solingen Shopping Center GmbH Dusseldorf
(Germany)
100.00% 50.00% 100.00% 50.00%
1) Sonae Sierra Brasil, SA São Paulo (Brazil) 66.65% 16.66% 66.65% 16.66%
1) Sonae Sierra Brazil, BV Sarl Luxemburg 50.00% 25.00% 50.00% 25.00%
1) Sonae Sierra, SGPS, SA Maia 50.00% 50.00% 50.00% 50.00%
1) SPF - Sierra Portugal Luxemburg 100.00% 50.00% 100.00% 50.00%
SPF - Sierra Portugal Real Estate, Sarl Luxemburg 47.50% 23.75% 47.50% 23.75%
1) Torre Ocidente - Imobiliária, SA Maia 50.00% 12.50% 50.00% 12.50%
1) Unishopping Administradora, Ltda São Paulo (Brazil) 100.00% 16.66% 100.00% 16.66%
1) Unishopping Consultoria Imobiliária, Ltda São Paulo (Brazil) 99.98% 16.66% 99.98% 16.66%
1) Valecenter, Srl Milan (Italy) 100.00% 25.05% 100.00% 25.05%
1) Via Catarina - Centro Comercial, SA Maia 50.00% 12.53% 50.00% 12.53%
1) Vuelta Omega, S.L. Madrid (Spain) 100.00% 12.53% 100.00% 12.53%
1) Weiterstadt Shopping BV Amsterdam
(Holland)
100.00% 50.00% 100.00% 50.00%
1) Zubiarte Inversiones Inmobiliarias, SA Madrid (Spain) 49.83% 12.48% 49.83% 12.48%
Telecommunications
1) Unipress - Centro Gráfico, Lda Vila Nova de Gaia 50.00% 26.95% 50.00% 27.26%
SIRS – Sociedade Independente de Radiodifusão
Sonora, SA
Porto 45.00% 24.30% 45.00% 24.53%
2) Infosystems – Sociedade de
Sistemas de Informação, S.A.
Luanda (Angola) 50,00% 27,48% - -
2) SSI Angola, S.A. Luanda (Angola) 100,00% 27,48% - -
Investment Management
Cooper Gay Swett & Crawford Ltd U.K. 25.10% 12.55% 25.10% 12.55%
1) Equador & Mendes - Agência de Viagens e Turismo, Lda Lisboa 50.00% 37.50% 50.00% 37.50%
1) Marcas do Mundo - Viagens e Turismo, Sociedade
Unipessoal, Lda
Lisboa 50.00% 50.00% 50.00% 50.00%
1) Movimentos Viagens - Viagens e Turismo, Sociedade
Unipessoal, Lda
Lisboa 50.00% 50.00% 50.00% 50.00%
1) Nova Equador Internacional, Agência de Viagens e
Turismo, Lda
Lisboa 50.00% 50.00% 50.00% 37.50%
1) Puravida - Viagens e Turismo, Lda Lisboa 50.00% 50.00% 50.00% 50.00%
1) Nova Equador P.C.O. e Eventos, Sociedade Unipessoal,
Lda
Lisboa 50.00% 50.00% 50.00% 37.50%
1) Raso SGPS, SA Lisboa 50.00% 50.00% 50.00% 50.00%
1) Raso - Viagens e Turismo, SA Lisboa 50.00% 50.00% 50.00% 50.00%
1) Viagens y Turismo de Geotur España, S.L. Madrid (Spain) 50.00% 50.00% 50.00% 50.00%

1) Jointly controlled entities included by the proportional method in 2011 (Note 3);

2) Companies created during the period.

Jointly controlled entities and associated companies were consolidated through the equity method.

The value of investments in jointly controlled and associated companies can be analyzed as follows:

COMPANY 30 June 2012 31 December 2011
Restated
Retail
Sempre a Postos - Produtos Alimentares e Utilidades, Lda 970,608 1,006,690
Mundo Vip - Operadores Turísticos, SA 1,101,337 1,101,337
Shopping Centres
Sonae Sierra SGPS, SA (consolidated) 472,053,732 503,322,781
Telecommunications
Unipress - Centro Gráfico, Lda 260,119 661,185
SIRS - Sociedade Independente de Radiodifusão Sonora, - -
Infosystems – Sociedade de Sistemas de Informação, S.A. - -
SSI Angola, S.A. - -
Investment Management
Cooper Gay Swett & Crawford ltd 20,485,936 18,566,435
Raso SGPS, SA (consolidated) 8,356,793 9,475,661
Total 503,228,525 534,134,089

The aggregated values of main financial indicators of jointly controlled entities and associated companies are as follows:

Asssets Liabilities
31 December 2011 31 December 2011
30 June 2012 Restated 30 June 2012 Restated
Retail 15,291,653 22,327,332 15,091,259 21,044,150
Shopping Centres 2,101,949,151 2,373,288,733 947,816,799 1,007,923,306
Telecommunications 6,533,350 7,115,708 5,276,471 6,008,405
Investment Management 469,305,998 676,395,425 488,081,284 732,213,964
Total 2,593,080,152 3,079,127,198 1,456,265,813 1,767,189,825
Income Expenses
30 June 2011 30 June 2011
30 June 2012 Restated 30 June 2012 Restated
Retail 33,269,166 36,534,202 34,614,580 36,917,912
Shopping Centres 91,487,120 131,177,402 97,523,018 110,070,638
Telecommunications 2,082,925 2,251,858 1,836,746 1,924,227
Investment Management 169,764,798 163,410,395 167,988,408 162,254,852
Total 296,604,009 333,373,857 301,962,752 311,167,629

During the periods ended as at 30 June 2012 and 2011 movements in Investments in jointly controlled entities and associated companies are made up as follows:

30 June 2012 30 June 2011 Restated
Proportion on
equity
Goodwill Total
investment
Proportion on
equity
Goodwill Total
investment
Investments
Balance as at 1 January 358,778,934 175,355,155 534,134,089 401,118,781 174,279,048 575,397,829
Equity method
Share of result in jointly controlled entities and
associated companies
1,996,845 - 1,996,845 3,859,980 - 3,859,980
Distributed dividends (10,567,050) - (10,567,050) (12,230,783) - (12,230,783)
Effect in equity capital and non-controlling interests (24,353,444) 2,018,085 (22,335,359) (8,827,446) (2,484,237) (11,311,683)
325,855,285 177,373,240 503,228,525 383,920,532 171,794,811 555,715,343

The effect on equity results primarily from the effect of currency translation companies with a functional currency other than euro.

6 GROUP COMPANIES, JOINTLY CONTROLLED COMPANIES AND ASSOCIATED COMPANIES EXCLUDED FROM CONSOLIDATION AND OTHER NON-CURRENT INVESTMENTS

Group companies, jointly controlled companies and associated companies excluded from consolidation and other non-current investments, their head offices, percentage of share capital held and book value as at 30 June 2012 and 31 December 2011 are made up as follows:

Percentage of capital held
30 June 2012
31 December 2011
Value in the statement of financial
position
COMPANY Head Office Direct Total Direct Total 30 June 2012 31 December 2011
Restated
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% 748,197 748,197
Telecommunications
Lusa - Agên. de Notícias de Portugal, SA Lisbon 1.38% 0.75% 1.38% 0.75% 197,344 197,344
Other investments 36,086,471 39,985,320
Total (Note 11) 37,041,988 40,940,837

As at 30 June 2012 the caption "Other investments" includes 33,720,796 euro (33,737,856 euro at 31 December 2011) for amounts deposited in an Escrow Account which are invested in investments funds with high credit rating and guarantee contractual liabilities assumed on the past sale of Brazil retail operation for which provisions have been recognized (Note 23).

Although in accordance with the deadlines contractually established, the Escrow Account should have already been released by the buyer. That didn't happen as there are some points of disagreement on the use of the Escrow Account, namely as whether or not, to retain the Escrow Account for ongoing tax additional assessments that have not yet been decided. It is the understanding of the Board of Directors, based on legal opinions of Brazilian and Portuguese lawyers, that the company is acting in accordance with the agreement and that this amount shall be entirely received, and that there are legal means that may be operated so as to compel the buyer to authorize the reimbursement of the Escrow account. There are negotiations currently under way between the two parties in order to release the above mentioned amount.

7 CHANGES IN CONSOLIDATION PERIMETER

7.1 Main acquisitions of companies over the period ended 30 June 2012 are as follows (Note 4):

Percentage of capital held
At acquisition date
COMPANY Head Office Direct Total
Telecommunications
Connectiv Solutions, Inc. Delaware (USA) 100.00% 54.96%

Acquisitions mentioned above had the following impact on the consolidated financial statements for the period ended as at 30 June 2012:

Telecommunications
At acquisition date 30 June 2012
Acquired net assets
Tangible assets (Note 8) 614,561 641,759
Other assets 1,339,421 386,980
Cash and cash equivalents 330,932 1,556,514
Loans - (153,118)
Other liabilities (892,331) (743,235)
1,392,583 1,688,900
Goodwill (Note 10) 8,484,057
Acquisition price 9,886,640
Payments made 5,970,672
Accounts Payable 3,915,968
9,886,640
Net cash outflow arising from acquisition
Cash consideration paid 5,970,672
Cash and cash equivalents acquired (330,932)
5,639,740

Following the acquisition of Connectiv Solutions, the company has made a preliminary assessment of the fair value of acquired assets and assumed liabilities, so the allocation of the purchase price is still subject to change until completion of the period of one year from the date of the acquisition (in accordance with IFRS 3, business combinations).

Nevertheless, the company does not expect significant changes in its financial position as a result from any changes to allocation made.

The acquisition price includes a deferred amount (USD 2 million) to be paid in 2013 and 2014 and a contingent amount to be paid annually, during 4 years, depending on revenues of the company.

As usual on mergers and acquisitions, also in the acquisition of Connectiv, there was a part of the acquisition price which was not possible to be allocated to the fair value of some identified assets and liabilities that was considered as Goodwill. This Goodwill is related to a number of different elements, which cannot be individually quantified and isolated in a viable way and include, for example, synergies, qualified workforce, technical skills and market power. The total amount of this Goodwill will be considered as fiscal cost in Connectiv accounts, for a period of 15 years.

8 TANGIBLE ASSETS

During the six months period ended at 30 June 2012 and 2011, movements in Tangible assets as well as depreciation and accumulated impairment losses, are made up as follows:

Tangible assets
Tangible Total
Land and Plant and assets Tangible
Buildings Machinery Others in progress Assets
Gross costs:
Opening balance as at 1 January 2012 - restated 1,943,600,538 2,189,684,537 383,352,333 64,547,668 4,581,185,076
Acquisitions 1,862,325 4,035,630 7,809,866 67,241,921 80,949,742
Acquisitions of subsidiaries (Note 7) - - 1,250,155 - 1,250,155
Disposals (124,546) (51,376,636) (3,391,230) (525,243) (55,417,655)
Exchange rate effect (4,230) (102,791) (195,623) (14,606) (317,250)
Transfers 4,182,907 59,926,390 5,516,578 (78,794,604) (9,168,729)
Closing balance as at 30 June 2012 1,949,516,994 2,202,167,130 394,342,079 52,455,136 4,598,481,339
Accumulated depreciation
and impairment losses
Opening balance as at 1 January 2012 - restated 414,752,961 1,178,263,851 315,761,368 - 1,908,778,180
Depreciation of the period 17,326,488 81,276,007 17,991,261 - 116,593,756
Acquisitions of subsidiaries (Note 7) - - 635,594 - 635,594
Disposals (100,449) (39,925,462) (3,134,599) - (43,160,510)
Exchange rate effect (5,979) (63,214) (135,431) - (204,624)
Transfers (2,536) (317,386) (138,521) - (458,443)
Closing balance as at 30 June 2012 431,970,485 1,219,233,796 330,979,672 - 1,982,183,953
Carrying amount as at 30 June 2012 1,517,546,509 982,933,334 63,362,407 52,455,136 2,616,297,386
Tangible assets
Tangible Total
Land and Plant and assets Tangible
Buildings Machinery Others in progress Assets
Gross costs:
Opening balance as at 1 January 2011 - restated 1,954,539,711 2,089,794,841 366,443,681 83,389,267 4,494,167,500
Acquisitions 322,872 5,145,065 8,306,513 98,364,384 112,138,834
Acquisitions of subsidiaries 666,625 15,936 406,591 - 1,089,152
Disposals (32,518,787) (52,247,423) (6,821,443) (747,118) (92,334,771)
Exchange rate effect (4,047) (26,569) (66,104) (1,103) (97,823)
Transfers 6,576,101 89,653,582 10,399,963 (110,594,125) (3,964,479)
Closing balance as at 30 June 2011 - restated 1,929,582,475 2,132,335,432 378,669,201 70,411,305 4,510,998,413
Accumulated depreciation
and impairment losses
Opening balance as at 1 January 2011 - restated 382,594,714 1,100,870,423 295,320,263 - 1,778,785,400
Depreciation of the period 21,072,817 80,143,357 18,820,496 - 120,036,670
Acquisitions of subsidiaries 55,875 15,936 366,305 - 438,116
Disposals (6,300,429) (44,407,210) (6,596,010) - (57,303,649)
Exchange rate effect (775) (15,130) (28,502) - (44,407)
Transfers 7,694 (2,925,680) (2,401) - (2,920,387)
Closing balance as at 30 June 2011 - restated 397,429,896 1,133,681,696 307,880,151 - 1,838,991,743
Carrying amount as at 30 June 2011 - restated 1,532,152,579 998,653,736 70,789,050 70,411,305 2,672,006,670

The additions for the periods ended at 30 June 2012 include a set of assets associated with the operation of UMTS (Universal Mobile Telecommunications Service), the HSDPA (Kangaroo Express), GSM (Global Standard for Mobile Communications), GPRS (General Packet Radio Service), the FTTH (Fibre-to-the-Home) and LTE (Long Term Evolution), part of which are associated with ongoing projects, so remain registered in 'tangible fixed assets in progress'.

Disposals for the period ended at 30 June 2012 correspond mainly to the sale of a pool of assets related to 2G, 3G and Microwave (MW) of the telecommunications sector.

Major amounts included in the caption "Tangible assets in progress", refer to the following projects:

30 June 2012 30 June 2011
Restated
Refurbishment and expansion of stores i
n the
retail businesses located in Portugal
17,438,300 27,136,221
Refurbishment and expansion of stores i
n the
retail businesses located in Spain
1,652,980 7,414,078
Projects of "Continente" stores for which
advance payments were made
8,734,617 10,389,232
Deployment of fixed and mobile network 19,680,373 23,143,180
Others 4,948,866 2,328,594
52,455,136 70,411,305

9 INTANGIBLE ASSETS

During the six month period ended at 30 June 2012 and 2011, movements in Intangible assets as well as depreciation and accumulated impairment losses, are made up as follows:

Intangible assets
Patents and Intangible Total
other similar assets Intangible
rights Others in progress Assets
Gross costs:
Opening balance as at 1 January 2012 - restated 461,394,359 512,244,173 134,955,822 1,108,594,354
Acquisitions 13,453,140 652,436 15,715,714 29,821,290
Disposals (12,354,264) (1,132,022) (367,119) (13,853,405)
Exchange rate effect 17,670 (2,362,041) 151 (2,344,220)
Transfers 78,749,634 24,209,579 (96,326,166) 6,633,047
Closing balance as at 30 June 2012 541,260,539 533,612,125 53,978,402 1,128,851,066
Accumulated depreciation
and impairment losses
Opening balance as at 1 January 2012 - restated 171,505,301 357,307,264 - 528,812,565
Depreciation of the period 22,888,118 22,245,741 - 45,133,859
Impairment losses of the period (Note 23) - - 463,419 463,419
Disposals (12,349,028) (1,113,276) - (13,462,304)
Exchange rate effect 2,534 (715,215) - (712,681)
Transfers 33,615 (60,104) - (26,489)
Closing balance as at 30 June 2012 182,080,540 377,664,410 463,419 560,208,369
Carrying amount as at 30 June 2012 359,179,999 155,947,715 53,514,983 568,642,697
Intangible assets
Total
Intangible
Assets
454,452,874 457,236,583 32,135,978 943,825,435
19,623,168
(3,885) (15,775) (155,258) (174,918)
(804) (719,646) (748) (721,198)
11,381,715
468,025,936 482,048,178 23,860,088 973,934,202
469,009,526
43,009,284
(6,122)
(118,759)
(289,738)
168,100,370 343,503,821 - 511,604,191
299,925,566 138,544,357 23,860,088 462,330,011
Patents and
other similar
rights
2,774,795
10,802,956
146,812,550
21,479,558
(3,157)
(478)
(188,103)
Others
1,039,507
24,507,509
322,196,976
21,529,726
(2,965)
(118,281)
(101,635)
Intangible
assets
in progress
15,808,866
(23,928,750)
-
-
-
-
-

At 30 June 2012 and 2011, the Group kept recorded under the heading 'Intangible assets – brands and contents' the amounts of 175,527,543 euro and 186,457,179 euro, respectively, that correspond to the investments net of depreciations made in the development of the UMTS network, including: (i) 55,505,330 euro (58,505,618 euro in 2011) related to the license; (ii) 18,546,366 euro (19,548,872 euro in 2011) related to the agreement signed in 2002 between Oni Way and the other three mobile telecommunication operators with activity in Portugal; (iii) 5,696,149 euro (6,004,049 euro in 2011) related to a contribution to the 'Fundação para as Comunicações Móveis'', established in 2007, under an agreement entered with 'MOPCT' and the three mobile telecommunication operators in Portugal; and (iv) 91,037,292 euro (97,399,887 euro in 2011) related with the programme 'Initiatives E', these last two associated to the commitments assumed by the Group in relation to the 'Information Society'.

Intangible assets in the period ended at 30 June 2012, includes also an amount of approximately 110 million euro, corresponding to the current value of future payments related with the acquisition of rights of use for frequency (spectrum) bands of 800 MHz, 1800 MHz and 2600 MHz, which will be used to develop 4th generation services (LTE - Long Term Evolution). The payable amount totals 113 million euro. In January 2012, an amount of 83 million euro was already paid. The remaining amount can be paid in five annual instalments of 6 million euro, having the company, at each annual payment, the option to anticipate the payment of the amount in debt. During the period ended 30 June 2012, considering the availability of LTE (Long Term Evolution) technology (although subject to restrictions in some areas of the country) and the subsequent launching the commercial operation, a fraction of the present value of future payments related to the acquisition of rights of use for 4th generation frequencies services was transferred from work in progress and the amortization was started, for an estimated period until 2041. Besides the amount of LTE spectrum, the caption 'Brands and patents and other rights' includes an amount of about 16 million euro (17.9 million euro in 2011) that corresponds to the costs incurred for customers' loyalty contracts (Note 3.2.).

Additionally, this heading also includes the fair value attributed to a group of brands with indefinite useful lives, among which the "Continente" brand, 75,000,000 euro (the same amount as at 2011).

10 GOODWILL

During the six month periods ended at 30 June 2012 and 2011 movements in goodwill, as well as in corresponding impairment losses, were made up as follows:

30 June 2012 30 June 2011
Gross value Restated
Opening balance 664,766,628 673,559,363
Acquisitions of subsidiaries (Note 7) 8,494,057 2,332,375
Increases - 223,846
Decreases - (1,199,240)
Transfers (123,736) -
Exchange rate effect (2,276,354) (840,426)
Closing balance 670,860,595 674,075,918
Accumulated impairment
losses
Opening balance 4,953,135 2,528,842
Increases - -
Closing balance 4,953,135 2,528,842
Carrying amount 665,907,460 671,547,076

11 OTHER INVESTMENTS

During the six months period ended 30 June 2012 and 2011 movements in other investments were made up as follows:

30 June 2012 30 June 2011 Restated
Non-current Current Non-current Current
Investments in group companies, jointly controlled companies
or associated companies excluded from consolidation
Opening balance as at 1 January - restated 164,090 - 224,090 -
Transfers - - (60,000) -
Closing balance as at 30 June 164,090 - 164,090 -
Accumulated impairment losses - - - -
164,090 - 164,090 -
Other investments:
Fair value (net of impairment losses) as at 1 January - restated 40,776,747 3,064,149 43,074,614 15,195,954
Acquisitions in the period 600,000 115,254 17,498 481,658
Disposals in the period (4,499,897) (1,404,570) (79,114) (11,624,317)
Increase/(Decrease) in fair value 1,048 - (1,660,000) -
Fair value (net of impairment losses) as at 30 June 36,877,898 1,774,833 41,352,998 4,053,295
Other Investments (Note 6) 37,041,988 1,774,833 41,517,088 4,053,295
Derivative financial instruments (Note 19)
Fair value as at 1 January - restated - 2,797,069 - 457,160
Increase/(Decrease) in fair value - (1,290,162) - (133,625)
Fair value as at 30 June - 1,506,907 - 323,535
37,041,988 3,281,740 41,517,088 4,376,830

The financial investments in group companies, jointly controlled companies or associated companies excluded from consolidation are recorded at the acquisition cost net of impairment losses. It is Sonae understanding that no reliable fair value estimate could be made as there is no market data available for these investments. The heading of Other non-current investments includes 3,157,105 euro (2,456,864 euro as at 30 June 2011) of investments recorded at the cost net of impairment losses for the same reasons.

The investments available for sale are net of impairment losses (Note 23) amounting to 92,350 euro (83,067 euro as at 30 June 2011).

Under the caption other non-current financial investments is recorded an amount of 33,720,796 euro related to deposited amounts on an Escrow Account (Note 6).

12 OTHER NON - CURRENT ASSETS

As at 30 June 2012 and 31 December 2011, Other non- current assets are detailed as follows:

30 June 2012 31 December 2011 Restated
Gross Value Accumulated
impairment
losses
Carrying
Amount
Gross Value Accumulated
impairment
losses
Carrying
Amount
Loans granted to related parties 9,365,945 - 9,365,945 9,140,430 - 9,140,430
Trade accounts receivable and other debtors
Legal deposits 1,021,097 - 1,021,097 851,831 - 851,831
Recognition of an amount receivable from Carrefour (a) 9,926,694 - 9,926,694 10,595,846 - 10,595,846
Cautions 5,911,591 - 5,911,591 5,962,373 - 5,962,373
Others 435,712 - 435,712 453,480 - 453,480
17,295,094 - 17,295,094 17,863,530 - 17,863,530
Technical provisions for assigned reinsurance 11,433,888 - 11,433,888 10,575,646 - 10,575,646
Other non-current assets 363,204 - 363,204 412,408 - 412,408
38,458,131 - 38,458,131 37,992,014 - 37,992,014

a) As a result of the agreements signed in 2005 by the former subsidiary - Sonae Distribuição Brazil, SA (sold to Wal-Mart in 2005) with Carrefour Comércio e Indústria Ltda, Sonae assumed responsibility to compensate Carrefour for the expenses that would arise from the 10 stores licensing process, in the Brazilian state of São Paulo, that were sold to that entity. During 2010, Carrefour triggered a bank warranty "on first demand" amounting to 25,340,145.80 Brazilian real (approximately 10 million euro) for alleged expenses incurred with the mentioned stores and that, allegedly, arose from the need to remedy deficiencies cited by competent authorities for the licensing process. However no evidence of those expenses were presented to Sonae, or proof of the necessity of carrying out such costs for the licensing process as established on the mentioned agreements.

It is the understanding of the Board of Directors and the Group attorneys that the amount paid will be recovered. The company will start the legal proceedings against Carrefour Comércio e Indústria, Ltda. to recover the above mentioned amount. It's the Board of Directors and the Group attorneys understanding that the amount is recoverable, since Carrefour has never proved the existence of the costs that it claims and which validate the usage of the above mentioned warranty, or through the warranty expiration date (according with Brazilian law).

According to Group attorneys, the amount improperly received by Carrefour for which a reimbursement will be requested (25,340,145.80 Brazilian real), will earn interests at the SELIC rate, and it is the Board of Directors understanding that the legal proceedings will last up to 7 years.

13 TRADE ACCOUNTS RECEIVABLE AND OTHER CURRENT ASSETS

As at 30 June 2012 and 31 December 2011, Trade account receivable and other current assets are detailed as follows:

30 June 2012 31 December 2011
Restated
Trade accounts receivable 219,922,696 257,235,975
Taxes recoverable 66,860,446 99,411,123
Granted loans to related companies 16,083,724 16,217,863
Other debtors
Trade creditors - debtor balances 36,101,633 40,525,100
Special regime for payment of tax and social security debts 12,047,568 12,047,568
"Iniciativas E" program 11,335,597 12,626,005
Reinsurance operations 15,232,880 7,264,352
Exchange equipment 9,442,535 -
Advances to suppliers 6,861,525 3,516,899
VAT recoverable on real estate assets and discount granted 1,126,055 444,020
Vouchers and gift cards 1,448,788 3,286,352
Advances to agents 1,551,025 875,217
Accounts receivable from the disposal of fixed assets 815,717 884,139
Revocation of contracts for acquisition of stores 497,064 343,779
Other debtors 16,157,861 15,732,383
112,618,248 97,545,814
Other current assets
Invoices to be issued 55,226,214 56,960,732
Commercial discounts 56,622,974 29,937,096
Prepayments of external supplies and services 21,043,907 18,552,692
Prepayments - Rents 7,408,579 6,563,537
Commissions to be received 1,313,416 1,794,095
Other current assets 11,833,025 11,360,372
153,448,115 125,168,524
Accumulated impairment losses in receivables accounts (Note 23) (91,474,651) (103,217,668)
477,458,578 492,361,631

14 DEFERRED TAX

Deferred tax assets and liabilities as at 30 June 2012 and 31 December 2011 can be detailed as follows, split between the different types of temporary differences:

Deferred tax assets Deferred tax liabilities
30 June 2012 31 December 2011
Restated
30 June 2012 31 December 2011
Restated
Difference between fair value and acquisition cost 3,543,505 3,408,306 39,105,025 40,380,932
Harmonisation adjustments 6,835,539 7,018,308 63,410,726 60,359,533
Provisions and impairment losses not accepted for tax purposes 43,410,546 38,080,776 - -
Write off of tangible and intangible assets 38,534,968 43,925,949 - -
Write off of deferred costs 16,835,601 20,202,721 1,070,240 12,574
Valuation of hedging derivatives 111,711 9,426 236,636 582,921
Temporary differences arising from the securitization operation 4,830,000 6,440,000 - -
Amortisation of goodwill for tax purposes - - 23,034,053 22,336,051
Deferred soliciting clients costs - - 1,919,666 4,688,545
Revaluation of tangible assets - - 1,777,566 1,845,556
Tax losses carried forward 106,819,806 96,826,480 - -
Reinvested capital gains/(losses) - - 1,131,976 1,197,663
Others 5,720,587 5,963,283 2,399,084 2,787,774
226,642,263 221,875,249 134,084,972 134,191,549

In accordance with the tax statements and tax estimates presented by companies that recorded deferred tax assets arising from tax losses carried forward, as at 30 June 2012 and 31 December 2011, and using exchange rates effective at that time, tax losses carried forward can be summarised as follows:

30 June 2012 31 December 2011 Restated
Tax losses carried
forward
Deferred tax
assets
Time limit Tax losses carried
forward
Deferred tax
assets
Time limit
With limited time use
Generated in 2007 1,223,112 305,778 2013 1,223,112 305,778 2013
Generated in 2008 1,522,393 380,598 2014 1,522,393 380,598 2014
Generated in 2009 16,803,262 4,200,815 2015 26,546,566 6,636,641 2015
Generated in 2010 99,670 24,918 2014 99,670 24,918 2014
Generated in 2011 1,209,532 302,383 2015 1,209,525 302,381 2015
Generated in 2012 26,954,815 6,771,071 2016 - -
47,812,784 11,985,563 30,601,266 7,650,316
Without limited time use 1,109,231 145,788 2,179,028 509,519
With a time limit different from the
above mentioned
315,498,163 94,688,455 295,437,281 88,666,645
316,607,394 94,834,243 297,616,309 89,176,164
364,420,178 106,819,806 328,217,575 96,826,480

As at 30 June 2012 and 31 December 2011, deferred tax assets resulting from tax losses carried forward were re-assessed against each company's business plans, which are regularly updated, and available tax planning opportunities. Deferred tax assets have only been recognized to the extent that future taxable profits will arise which may be offset against available tax losses or against deductible temporary differences. This evaluation was based in the company's business plans, which are periodically reviewed and updated, and on identified and available tax planning opportunities.

As at 30 June 2012 there was tax losses carried forward tax losses carried forward, for which no deferred tax assets were recognized due to prudential reasons. These may be summarised as follows:

30 June 2012 31 December 2011 Restated
Tax losses carried
forward
Deferred tax
credit
Time limit Tax losses carried
forward
Deferred tax
credit
Time limit
With limited time use
Generated in 2006 17,148,500 4,287,126 2012 19,421,434 4,855,359 2012
Generated in 2007 56,163,236 14,040,811 2013 56,171,546 14,042,888 2013
Generated in 2008 10,256,055 2,564,014 2014 10,256,055 2,564,014 2014
Generated in 2009 17,526,832 4,381,707 2015 24,814,767 6,203,691 2015
Generated in 2010 14,258,073 3,564,518 2014 15,265,401 3,816,351 2014
Generated in 2011 7,520,671 1,880,168 2015 7,205,829 1,801,457 2015
Generated in 2012 4,650,757 1,162,689 2016 - -
127,524,124 31,881,033 133,135,032 33,283,760
Without limited time use 39,414,504 11,168,834 37,624,334 10,604,792
With a time limit different from the
above mentioned
230,059,207 57,839,312 231,159,040 57,635,615
269,473,711 69,008,146 268,783,374 68,240,407
396,997,835 100,889,179 401,918,406 101,524,167

15 CASH AND CASH EQUIVALENTS

As at 30 June 2012 and 31 December 2011, Cash and cash equivalents can be detailed as follows:

30 June 2012 31 December 2011
Restated
Cash at hand 6,955,987 7,167,909
Bank deposits 119,862,492 262,539,711
Treasury applications 76,061,861 150,461,766
Cash and cash equivalents on the balance sheet 202,880,340 420,169,386
Bank overdrafts (Note 18) (22,183,861) (4,712,270)
Cash and cash equivalents on the statement of cash flows 180,696,479 415,457,116

Bank overdrafts are disclosed in the balance sheet under Current loans.

16 SHARE CAPITAL

As at 30 June 2012, 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.

On 15 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 share capital.

This transaction has a maximum maturity of three years and a 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 noncurrent liabilities" (Note 20). 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 Sonae maintains the risks and rewards arising on the instruments sold.

Consequently, Sonae maintains the deduction from Equity amounting to the acquisition cost of the 132,800,000 shares (138,568,275 euro), and has accounted for the consideration received for the above mentioned sale of own shares in the caption "Other non-current liabilities" (273,568,000 euro).

Due to the detach of Sonae Capital SGPS, SA, as at 4 January 2008, demerger rights attributable to the 132,800,000 Sonae SGPS, SA shares subject to the above mentioned agreement, Sonae recognized an asset measured at its' fair value . This asset has not been derecognized as Sonae also entered into a Cash Settled Equity Swap over the Sonae Capital SGPS, SA shares, and therefore a liability was recognized.

On 23 April 2009, 10 March 2010 and 28 March 2011 Sonae Investments BV requested a partial cancellation of the Cash settled Equity Swap for 1,134,965, 1,185,144 and 3,639,140 shares of Sonae Holding respectively. Consequently the derivative underlying asset was updated to 126,840,751 Sonae Holding shares.

On 19 October 2010 Sonae Investments BV has agreed with a financial institution to extend the maturity of the Cash Settled Equity Swap over the 130,479,891 Sonae Holding´s shares. The renovation is done for a maximum of 3 additional years, until November 2013 and maintains the settlement mechanism of the transaction that remains strictly cash settled. The Cash Settled Equity Swap, over shares of Sonae Capital, was not subject to extension of maturity, and Sonae acquired 16,600,000 shares in the market representing 6.6% of the capital of Sonae Capital, in result of fair value, during the period ended at 30 June 2012 Sonae Capital shares were sold (Note 11).

Therefore and for the transactions described above, the value of liabilities at 30 June 2012 is 48,199,485 euro on the market value of Sonae Holding (Note 20).

These liabilities are adjusted at the end of each month by the effect in Sonae Holding share price, being recognized a current asset/liability in order to present the right/obligation related to the cash settlement of the operation that resets monthly.

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

The amount receivable accrued based on dividends distributed by the company is credited to equity in order to offset the negative variation caused by their distribution.

The number of shares taken into consideration to calculate earnings per share includes the shares referred to above as a deduction to the shares issued by the Company (Note 27).

At 30 June 2012, the following entities held more than 20% of the subscribed share capital:

Entity %
Efanor Investimentos, SGPS, SA and subsidiaries 52.48

17 NON-CONTROLLING INTERESTS

Movements in Non-controlling interests during the periods ended at 30 June 2012 and 2011 are as follows:

30 June 2012 30 June 2011
Restated
Opening balance as at 1 January 336,803,275 318,520,043
Dividends (11,502,458) (8,361,143)
Exchange rate effect (824,045) 368,853
Acquisition of subsidiaries - 253,523
Capital increase and share premium - 1,276,562
Increased shareholding by acquisitions (2,602,738) -
Changes in hedge and fair value reserves (19,625) (37,469)
Others (1,608,315) 412,209
Profit for the period attributable to non controlling interests 16,820,467 11,710,940
Closing balance 337,066,561 324,143,518

18 LOANS

As at 30 June 2012 and 31 December 2011, Loans are made up as follows:

30 June 2012 31 December 2011 Restated
Outstanding amount Outstanding amount
Current Non Current Current Non Current
Bank loans
Sonae, SGPS, SA - commercial paper 145,500,000 - 90,600,000 -
Sonae Investimentos, SGPS, SA - commercial paper - 272,000,000 - 282,000,000
Sonae Holding afiliated 10,000,000 - 10,000,000 -
Sonae Investimentos afiliated - 75,000,000 - 75,000,000
Sonaecom SGPS, SA - commercial paper 123,000,000 - 118,000,000 -
MDS, SGPS, SA - commercial paper - 13,000,000 - 14,400,000
Lazam, SA - 19,776,780 - 21,109,920
Others 3,689,329 14,321,371 3,741,249 10,000,384
282,189,329 394,098,151 222,341,249 402,510,304
Bank overdrafts (Note 15) 22,183,861 - 4,712,270 -
Up-front fees beard with the issuance of borrowings (47,977) (1,160,835) (171,289) (1,155,243)
Bank loans 304,325,213 392,937,316 226,882,230 401,355,061
Bonds
Bonds Sonae / 05 100,000,000 - - 100,000,000
Bonds Sonae 2007/2014 - 150,000,000 - 150,000,000
Bonds Sonae 2007/2015 - 250,000,000 - 250,000,000
Bonds Modelo Continente / 2005 / 2012 150,000,000 - 150,000,000 -
Bonds Modelo Continente / 2007 / 2012 - - 200,000,000 -
Bonds Sonae Distribuição / 2007 / 2015 - 200,000,000 - 200,000,000
Bonds Sonae Distribuição / 2007 / 2015 - 310,000,000 - 310,000,000
Bonds Sonae Distribuição / 2009 / 2014 16,000,000 18,000,000 16,000,000 26,000,000
Bonds Sonae Investimentos / 2012 / 2017 - 170,000,000 - -
Bonds Sonaecom / 2005/2013 150,000,000 - - 150,000,000
Bonds Sonaecom / 2010/2013 30,000,000 - - 30,000,000
Bonds Sonaecom / 2010/2015 - 40,000,000 - 40,000,000
Bonds Sonaecom / 2011/2015 - 100,000,000 - 100,000,000
Up-front fees beard with the issuance of borrowings (336,159) (6,273,767) (143,080) (6,565,687)
Bonds 445,663,841 1,231,726,233 365,856,920 1,349,434,313
Other loans 15,350 126,395 33,465 126,395
Derivative instruments (Note 19) 224,988 10,568,960 42,744 11,007,789
Other loans 240,338 10,695,355 76,209 11,134,184
Obligations under finance leases 6,885,911 29,178,626 6,894,512 28,812,037
757,115,303 1,664,537,530 599,709,871 1,790,735,595

At 30 June 2012, Sonae has agreed lines of credit and commercial paper amounting to 1,413 million euro, out of which 580 million with firm commitments with maturity not exceeding one year and 530 million euro with firm commitments with maturity over 1 year.

Under the above mentioned lines of credit and commercial paper programs with firm commitments, Group had 529 million credit facilities available to meet its liquidity requirements.

During the month of July, after the date of the statement of financial position, Sonae materialized financing transactions in the amount of 370 million euro that are not expressed in these financial statements.

The interest rate as at 30 June 2012 of bonds and loans were in average 2.79% (2.82% at 31 December 2011).

Bank loans bear interests at market rates based on Euribor for each interest payment term, therefore the fair value of bank loans are estimated to be similar to their market value.

The derivative instruments are recorded at fair value (Note 19).

30 June 2012 31 December 2011
Restated
N+1 a) 757,274,451 599,981,496
N+2 409,382,488 470,421,202
N+3 428,651,296 395,395,553
N+4 440,547,256 781,588,750
N+5 364,791,807 117,157,936
After N+5 18,030,325 22,885,295
2,418,677,623 2,387,430,232

The repayment schedule of the nominal value of loans can be summarised as follows:

a) Includes the amounts drawn under commercial paper programs.

The maturities above were estimated in accordance with the contractual terms of loans that do not include financial covenants.

19 DERIVATIVES

Exchange rate derivatives

Sonae uses exchange rate derivatives, essentially to hedge future cash flows.

As such, Sonae contracted several exchange rate forwards and options in order to manage its exchange rate exposure.

As at 30 June 2012, there is no exchange rate derivatives that are considered speculative. The fair value of derivatives hedging the exchange rate calculated based on the current market values of financial instruments equivalent exchange rate is 224,988 euro in liabilities, and assets of 1,506,907 euro (42,744 euro in liabilities and 2,797,069 euro in assets as at 31 December 2011).

The computation of the fair value of these financial instruments was made taking into consideration the present value at balance sheet date of the forward settlement amount of the relevant contract. The settlement amount considered in the valuation, is equal to the reference currency notional amount (foreign currency) multiplied by the difference between the contracted forward exchange rate and the forward exchange market rate to the settlement date as at the valuation date.

Gains and 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 caption "Net financial expenses".

Gains and losses for the period arising from fair value change of derivatives qualified as hedging instruments were recorded in the caption "Hedging reserve" of Comprehensive Income.

Interest rate derivatives

The hedging instruments used by Sonae existing June 30, 2012, relate primarily to "swaps" and interest rate options ("cash flow hedges") contracted with the purpose of hedging interest rate loans amounting to 250 million euro (400 million euro as at 31 December 2011) whose net fair value amounted to EUR -10,568,960 (- 11,007,789 euro as at 31 December 2011) of derivatives recorded as liabilities.

Derivatives were valuated considering the estimated future cash-flows, assuming the exercise of the cancellation options by the counterparties when the forward interest rates are higher than the established fixed interest rate. Sonae intends to keep these derivatives until their expiration date, therefore, this valuation is considered to be the most appropriate to estimate the future cash flow of these instruments.

These instruments for hedging interest rate are measured at fair value at the date of the statement of financial position, determined by assessments made by Sonae using the computer systems of valuation of derivative instruments and external evaluations when these systems do not allow valuation of certain instruments. Determining the fair value of financial instruments is based on, for the swaps, the update to the date of the statement of financial position of the "cash flow" future resulting from the difference between the fixed interest rate of the "leg" of the fixed derivative and variable interest rate indexed to the "leg" of the derivative variable. For options the fair value is determined based on the model of "Black-Scholes" and its variants. The estimate of future cash flows is performed based on forward prices implied in the curve and the respective market discount for the present, is performed using the interest rate curve more representative of the market, built on credible sources of information conveyed by Bloomberg, among others. Comparative prices of financial institutions, for specific or similar instruments, are used as reference for evaluation. This analysis assumes that all other variables remain constant.

Interest rate and exchange rate derivatives

As at 30 June 2012 Sonae has contracted derivatives that incorporate risk management of exchange rate risk and interest rate simultaneously.

Fair value of derivatives

The fair value of derivatives is detailed as follows:

Assets Liabilities
30 June 2012 31 December 2011
Restated
30 June 2012 31 December 2011
Restated
Hedging derivatives
Exchange rate (Note 11 and 18) 1,506,907 2,797,069 224,988 42,744
Interest rate (Note 18) - - 10,568,960 11,007,789
1,506,907 2,797,069 10,793,948 11,050,533

20 OTHER NON - CURRENT LIABILITIES

As at 30 June 2012 and 31 December 2010, "Other non-current liabilities" is detailed as follows:

30 June 2012 31 December 2011
Restated
37,666,292 36,639,791
1,701,708 1,726,708
2,253,107 2,253,107
21,602,124 27,423,410
61,983,016 78,286,427
4,240,329 1,234,674
129,446,576 147,564,117

The caption Shareholders loans relates to affiliated undertakings in the retail and investment management segments. These liabilities do not have a defined vesting date and bear interests at variable market rates.

The caption Other non-current liabilities includes the amount of 48,199,485 euro (58,219,905 euro as at 31 December 2011) related to the fair value of the derivative on Sonae Holding shares referred to in Note 16.

The caption "Spectrum for 4th Generation" is the current value of the amount to be paid in future years, in giving the subsidiary Optimus, frequency of services necessary for the development of 4th generation (Note 9).

21 SHARE-BASED PAYMENTS

In 2012 and in previous years, Sonae granted deferred performance bonuses to its directors and eligible employees. These are either based on shares to be acquired at nil cost, three years after they were attributed to the employee, or based on share options with the exercise 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 2012, all plans Sonae Holding shares are recorded in the statement of financial position, "Other reserves" against "Personnel expenses" of the shares at fair value determined at grant date of the plan 2012, 2011 and December 31, 2010 for the plans attributed to this change. The expenses of the action plans are recognized over the years that mediate the attribution and exercise of them.

The plans that continue to be settled in cash, shall remain recorded in the balance sheet, in the figure other liabilities of the balance sheet, and staff costs in the income statement.

As at 30 June 2012 and 31 December 2011, the market value of total liabilities arising from share-based payments, which have not yet vested, may be summarised as follows:

Grant Vesting Number of Fair value
year year participants 30 June 2012 31 December 2011
Restated
Shares
2009 2012 53 - 9,416,984
2010 2013 435 5,587,328 6,013,658
2011 2014 432 4,585,466 6,535,923
2012 2015 433 2,849,795 -
Total 13,022,589 21,966,565

As at 30 June 2012 and 31 December 2011 the financial statements include the following amounts corresponding to the period elapsed between those dates and the date of granting deferred bonus plans, which have not yet vested:

30 June 2012 31 December 2011
Restated
Staff costs 2,476,083 5,818,947
Recorded in previous years 6,301,504 9,734,086
8,777,587 15,553,033
Recorded in other liabilities 5,162,716 8,433,044
Recorded value in Other reserves 3,614,871 7,119,989
8,777,587 15,553,033

22 TRADE CREDITORS AND OTHER CURRENT LIABILITIES

As at 30 June 2012 and 31 December 2011, Trade creditors and other current liabilities were made up as follows:

30 June 2012 31 December 2011
Restated
Trade creditors 1,028,070,759 1,244,527,123
Taxes payable 52,738,196 68,058,001
Other creditors
Fixed asset suppliers 51,783,551 81,500,948
Related undertakings 535,693 984,945
Other debts 65,088,250 60,213,370
117,407,494 142,699,263
Other current liabilities
Fixed assets accrued costs 3,702,855 87,109,212
Holiday pay and bonuses 114,272,170 114,622,709
Interests payable 15,952,461 16,085,067
Invoices to be issued 28,680,383 33,764,156
Commissions 3,312,357 4,107,730
Marketing expenses 13,381,374 15,219,486
Information society 13,793,752 15,793,539
Other external supplies and services 39,780,822 48,281,811
Accrued income - trade debtors 31,586,721 27,305,184
Deferral of sales of extended warranties 6,768,233 -
Accrued income - rents 576,029 402,199
Others 39,218,850 32,891,749
311,026,007 395,582,842
1,509,242,456 1,850,867,229

23 PROVISIONS AND ACCUMULATED IMPAIRMENT LOSSES

Movements in Provisions and impairment losses over the six months period ended at 30 June 2012 and 2011 were as follows:

Caption Balance as at
Increase
1 January 2012
Restated
Decrease Balance as at
30 June 2012
Accumulated impairment losses on investments (Note 11) 94,406 - (2,056) 92,350
Accumulated impairment losses on trade account
receivables and other debtors (Note 13)
103,217,668 15,111,800 (26,854,817) 91,474,651
Accumulated impairment losses on inventories 46,773,559 7,938,114 (4,720,916) 49,990,757
Non-current provisions 91,036,377 11,642,592 (5,994,386) 96,684,583
Current provisions 2,266,767 - (21,000) 2,245,767
243,388,777 34,692,506 (37,593,175) 240,488,108
Caption Balance as at
1 January 2011
Restated
Increase Decrease Balance as at
30 June 2011
Restated
Accumulated impairment losses on investments (Note 11) 4,413 78,737 (83) 83,067
Accumulated impairment losses on trade account
receivables and other debtors
93,253,216 12,285,463 (11,949,859) 93,588,820
Accumulated impairment losses on inventories 35,596,931 11,401,411 (2,421,216) 44,577,126
Non-current provisions 62,636,516 9,687,288 (524,896) 71,798,908
Current provisions 1,598,055 1,400,000 (740,006) 2,258,049
193,089,131 34,852,899 (15,636,060) 212,305,970

As at 30 June 2012 and 31 December 2011, Provisions can be analysed as follows:

30 June 2012 31 December 2011
Restated
Technical provisions on reinsurance 16,390,168 7,184,894
Future liabilities relating to subsidiaries of
retail sold in Brazil
9,336,724 10,545,595
Dismantling of telecommunication sites 22,803,471 22,863,571
Clients guarantees 20,350,759 21,089,854
Judicial claims 8,810,048 8,043,221
Others 21,239,180 23,576,009
98,930,350 93,303,144

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

24 CONTINGENT ASSETS AND LIABILITIES

As at 30 June 2012 and 31 December 2011, major contingent liabilities were guarantees given and can be detailed as follows:

30 June 2012 31 December 2011
Restated
Guarantees given:
on tax claims 322,382,933 324,515,879
on judicial claims 396,015 623,465
on municipal claims 5,938,717 6,582,372
others 67,577,285 47,245,424
Guarantees provided in favor of subsidiaries (a) 244,775,211 127,221,883

a) Guarantees given to Tax Authorities in favor of subsidiaries to defer tax claims.

Companies of Retail segment provided guarantees to the tax authorities associated with processes relating to VAT, amounting to 148.6 million euro (148.6 million euro as at 31 December 2011), for which they were made or intends to submit their disputes. This processes is a understanding of Tax Administration that the Group should credit of Value Added Tax in respect of discounts given by suppliers and calculated based on values of purchases, the Tax Administration claims alleged match services to those entities, and the relative values for the regularization in debit in Value Added Tax in favour of the group related to loyalty programs discounts offer to customers.

The caption "Guarantees given on tax claims" include a granted guarantee on a tax claim of a Retail segment company in Brazil of approximately 27 million euro (65.6 million Brazilian real and the same amount at 31 December 2011), which is being judged by tax court, and the difference refers to accruals.

In addition to the previously disclosed guarantees, as a consequence of the sale of a subsidiary company in Brazil, Sonae guaranteed the buyer all the losses incurred by that company arising on unfavourable 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 30 June 2012, 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 (26 million euro) related to programmes for the Brazilian State of tax recovery, amount to near 39.3 million euro (39.3 million euro at 31 December 2011). Furthermore, there are other tax lawsuits totalling 57.3 million euro (57.3 million euro at 31 December 2011) for which the Board of Directors, based on the lawyers' assessment, understands will not imply future losses to the old subsidiary.

For the year ended at 31 December 2010, a subsidiary from the Telecommunications Business segment was notified of the Report of Tax Inspection, where it considers that it is inappropriate the increase, when calculating the taxable profit for the year 2008, of the amount of 100 million euro, with respect to initial price of future credits transferred to securitization. The settlement note, was received on April 2011, and Sonae will challenge that decision. It's the Board of Directors understanding that there are strong arguments to obtain a favourable decision for the Group. For this reason, Sonae kept the recording of deferred tax assets associated with this operation.

As at 30 June 2012, there are outstanding balances with national operators, registered in the categories of customers and suppliers, amounting to 37.1 million euro and 30 million euro, respectively, as well as balances of "Other current assets" in the amount of 0.4 million euro, and "Provisions for other risks and charges" in the amount of 6.8 million euro, resulting from a dispute remained, essentially, with TMN-Mobile Telecommunications SA on the vagueness of the interconnection rates of 2001, with the respective income and expenses been recorded that year. The Company considered the financial statements fares penalize. First Instance in the judgment was entirely favourable to Optimus. The Court of Appeal, on appeal, dismissed again rejected the attempts of the TMN. However, TMN again appeal this decision now before the Supreme Court, which upheld the decision of the Court of Appeal, by a judgment has become final, dismissing the attempts of the TMN, thus concluding that the prices of interconnection year 2001 were not defined. The settlement of amounts outstanding will depend on the price that will be established.

Following a deliberation of Board of Directors of ICP - ANACOM, it was applied to the Sonaecom's subsidiary Optimus, a fine of approximately 6.5 million euro, due to an alleged failure in the application of the resolutions taken by the regulator's on 26 October 2005, concerning termination rates for fixed calls. The Boards of Directors of Optimus and Sonaecom understand that Optimus has always complied with that resolution. Given this, Optimus contested in court the application of that fine and is expecting that the appeal will be upheld.

No provision has been recognized to face up to risks arising from events related to guarantees given, as the Board of Directors considers that no liabilities will result 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 June 2012 30 June 2011
Restated
30 June 2012 30 June 2011
Restated
Parent Company 74,927 76,163 150,132 -
Associated companies 21,056,751 21,988,442 18,277,063 20,232,044
Other partners and Group companies 29,494,376 32,137,524 9,462,186 10,135,958
50,626,054 54,202,129 27,889,381 30,368,002
Interest income Interest expenses
Transactions 30 June 2012 30 June 2011
Restated
30 June 2012 30 June 2011
Restated
Parent Company
Associated companies
-
350,052
-
280,397
440,601
-
98,654
-
Other partners and Group companies -
350,052
-
280,397
969,042
1,409,643
852,403
951,057
Balances 30 June 2012 Accounts receivable
31 December 2011
Restated
30 June 2012 Accounts payable
31 December 2011
Restated
Parent Company 16,304 340,141 590,733 -
Associated companies 20,993,717 24,096,370 4,349,754 7,009,054
Other partners and Group companies 13,589,721 16,071,324 6,649,003 7,269,485
34,599,742 40,507,835 11,589,490 14,278,539
Loans
Obtained Granted
Balances 30 June 2012 31 December 2011
Restated
30 June 2012 31 December 2011
Restated
Associated companies - - 14,870,955 13,479,019
Other partners and Group companies 36,399,550 35,938,565 - -
36,399,550 35,938,565 14,870,955 13,479,019

The caption "Other partners in Group companies" includes Sonae Sierra SGPS, SA, Raso SGPS,SA, Sonae Indústria, SGPS, SA and Sonae Capital, SGPS, SA affiliated, associated and jointly controlled companies and also other shareholders of affiliated companies or jointly controlled companies of Sonae, as well as other affiliated companies of the parent company Efanor Investimentos, SGPS, SA.

26 INCOME TAX

As at 30 June 2012 and 2011, income tax is detailed as follows:

30 June 2012 30 June 2011
Restated
Current tax 11,327,615 16,145,993
Deferred tax (3,377,086) (9,117,021)
7,950,529 7,028,972

27 EARNINGS PER SHARE

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

30 June 2012 30 June 2011
Restated
Net profit
Net profit taken into consideration to calculate basic earnings per share
(consolidated profit for the period)
19,511,580 35,080,336
Effect of dilutive potential shares - -
Interest related to convertible bonds (net of tax) - -
Net profit taken into consideration to calculate diluted earnings per share
Number of shares
19,511,580 35,080,336
Weighted average number of shares used to calculate basic earnings per share 1,872,791,076 1,873,159,249
Effect of dilutive potential ordinary shares from convertible bonds - -
Outstanding shares related with share based payments 13,634,838 13,029,184
Shares related to performance bonus that can be bought at market price (9,288,598) (5,889,321)
Weighted average number of shares used to calculate diluted earnings per share 1,877,137,316 1,880,299,112
Earnings per share
Basic 0.010418 0.018728
Diluted 0.010394 0.018657

28 DIVIDENDS

In the Shareholders Annual General Meeting held on 30 April 2012, the payment of a gross dividend of 0.0331 euro per share (0.0331 euro per share in 2011) corresponding to a total of 66,200,000 euro (66,200,000 euro in 2011) was approved.

29 SEGMENT INFORMATION

As described with more detail in the Management Report the operating segments used by Sonae management are as follows:

  • Sonae MC
  • Sonae SR
  • Sonae RP
  • Sonaecom
  • Investment Management

Sonae's reportable segment information regarding the income statement in accordance with IFRS 8 can be analysed as follows:

Inter-segment 30 June 2011 Inter-segment
30 June 2012 income Restated income
Turnover
Sonae MC 1,535,289,977 (1,344,056) 1,570,770,132 (1,422,304)
Ex-Fuel 1,535,289,977 (1,344,056) 1,557,668,561 (1,422,304)
Fuel - - 13,101,571 -
Sonae SR 544,299,204 - 551,212,961 -
Sonae RP 59,509,799 (54,689,293) 59,934,937 (48,466,456)
Sonaecom 406,911,786 (10,448,759) 425,405,353 (9,579,350)
Investment management 49,484,735 90,949 52,463,144 (323,180)
Eliminations and adjustments (64,623,930) (80,000) (56,858,254) (60,608)
Total consolidated 2,530,871,571 (66,471,159) 2,602,928,273 (59,851,898)
Depreciation, provisions and
impairment losses
Sonae MC 43,774,377 46,601,651
Sonae SR 32,354,903 29,830,154
Sonae RP 15,162,678 15,381,311
Sonaecom 81,652,090 83,782,986
Investment management 4,157,509 3,905,827
Eliminations and adjustments 107,452 302,311
Total consolidated 177,209,009 179,804,240
Operational profit/(loss) (EBIT)
Sonae MC 54,086,450 32,747,099
Sonae SR (60,976,423) (38,003,405)
Sonae RP 39,059,836 55,108,731
Sonaecom 50,534,466 44,485,984
Investment management (2,082,776) (740,538)
Eliminations and adjustments 6,018,975 (3,821,359)
Total consolidated 86,640,528 89,776,512
30 June 2012 30 June 2011
Restated
Investment (CAPEX)
Sonae MC 19,684,487 37,121,542
Sonae SR 12,257,828 42,337,663
Sonae RP 6,762,288 2,206,524
Sonaecom 68,900,000 53,667,572
Investment management 576,209 5,035,951
Eliminations and adjustments (1) 2,679,650 2,541,304
Total consolidated 110,860,462 142,910,556
31 December 2011
30 June 2012 Restated
Invested capital
Sonae MC 514,878,028 483,891,990
Sonae SR 419,706,691 347,470,390
Sonae RP 1,351,835,091 1,360,659,243
Sonaecom 937,206,590 826,985,263
Investment management 118,674,857 134,490,985
Eliminations and adjustments (1) 503,409,200 509,907,063
Total consolidated 3,845,710,457 3,663,404,934
Total net debt (2)
Retail businesses 1,074,602,607 975,691,161
Sonaecom 394,600,000 309,547,000
Investment management 86,682,836 93,349,820
Holding (1) 658,175,925 584,425,797
Total consolidated 2,214,061,368 1,963,013,778

(1) Includes Sonae Individual accounts;

(2) Includes shareholders loans;

The caption "Eliminations and Adjustments" can be analysed as follows:

Turnover Operational profit/(loss) (EBIT)
30 June 2012 30 June 2011
Restated
30 June 2012 30 June 2011
Restated
Inter-segment income (66,471,159) (59,851,898) 11,082,432 (1,418,207)
Others 1,847,229 2,993,644 (5,063,457) (2,403,152)
Eliminations and adjustments (64,623,930) (56,858,254) 6,018,975 (3,821,359)
Investment Invested capital
30 June 2012 30 June 2011
Restated
30 June 2012 31 December 2011
Restated
Inter-segment balances 2,058,940 2,461,898 35,274,213 52,486,153
Investments - - 506,549,684 531,768,694
Cash settled equity swap (3) - - (48,199,485) (55,936,771)
Others 620,710 79,406 9,784,788 (18,411,013)
Eliminations and adjustments 2,679,650 2,541,304 503,409,200 509,907,063

(3) Financial Instrument reported in Note 19.

Glossary:

Invested capital = Gross real estate assets + other fixed assets (including Goodwill) - amortisations and impairment losses + financial investments + working capital (includes non-current assets and non-current liabilities excluding total net debt); all figures at book value.

Total Net debt = Bonds + bank loans + other loans + shareholders loans + finance leases + derivatives - cash, bank deposits and current investments-other long term applications;

Eliminations and adjustments = Inter-segment + consolidation adjustments + contribution of companies not included in the segments;

CAPEX = Investments in tangible and intangible assets, investment properties and acquisitions of subsidiaries; less amounts generated over assets disposals;

30 COMMITMENTS WITH "INFORMATION SOCIETY"

Under the agreed terms resulting from the grant of the UMTS License, Optimus – Comunicações, S.A. assumed commitments in the area of promotion of the Information Society, totalling 274 million euro, to be complied with up to the end of the licence period (2015)

In accordance with the Agreement established on 5 June 2007 with the Ministry of Public Works, Transports and Communications ("MOPTC"), a part of those commitments, up to 159 million euro, will be accomplished through its own projects as contributions to qualifying Information Society and incurred in the normal activity of Sonaecom - Communications Services (investment and networking technology that does not derive from the need for compliance with obligations relating to the allocation of the UMTS license and research activities, development and promotion services, content and applications), which must be recognized by MOPTC and entities set up especially for this purpose. As at 30 June 2012, the total amount was already incurred and validated by the above referred entities, so at this date there are no additional responsibilities related to these commitments. These charges were recorded in the financial statements at the moment the projects were carried out and the estimated costs became known.

The remaining commitments, up to the amount of around 116 million euro, will be fulfilled as agreed between Optimus – Comunicações, S.A.and MOPTC, through contributions to the "Iniciativas E" project (offer of modems, discounted rates, cash contributions, among others, relating to the widespread use of broadband internet by students and teachers), those e contributions being made through Information Society Fund ("Fundo para a Sociedade de Informação") now known as the "Fundação para as Comunicações Móveis" (Foundation for Mobile Communications), to be created by the three mobile operators operating in Portugal. The responsibilities were recorded, at 31 December 2010, as an added cost of the UMTS license, against an entry in the captions 'Other non-current liabilities' and 'Other current liabilities'. As at 30 June 2012 these responsibilities were all recorded in the financial statements.

31 SUBSQUENT EVENTS

Sonae materialized during the month of June 2012, directly and through its subsidiaries, a range of financing transactions of medium and long term in the amount of 370 million euro, of which 200 million euro by issuing a bond called "Obrigações Continente" and 75 million in long-term operation with an international bank, with maturity in 2015, which became part of the group of banks supporting Sonae.

Together with the already contracted operations in 2012, these operations allow us to conclude the debt refinancing program medium and long term that expires by the end of 2013, ensuring also the part that expires in 2014.

32 APPROVAL OF THE FINANCIAL STATEMENTS

The accompanying consolidated financial statements were approved by the Board of Directors and authorized for issue on 22 August 2012.

The Board of Directors

Belmiro Mendes de Azevedo

Álvaro Carmona e Costa Portela

Álvaro Cuervo Garcia

Bernd Bothe

Christine Cross

Michel Marie Bon

José Neves Adelino

Duarte Paulo Teixeira de Azevedo

Ângelo Gabriel Ribeirinho dos Santos Paupério

Nuno Manuel Moniz Trigoso Jordão

Condensed individual financial statements

CONDENSED INDIVIDUAL STATEMENT OF FINANCIAL POSITION AS AT 30 JUNE 2012 AND 2011 AND AS AT 31 DECEMBER 2011

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

(Amounts expressed in euro)

ASSETS Notes 30.June.2012 30.June.2011 31.December.2011
NON-CURRENT ASSETS:
Tangible assets 202,599 207,744 208,831
Intangible assets 49,172 94,668 77,138
Investments in affiliated companies 4 3,539,352,243 3,162,914,084 3,561,020,983
Other investments 5 28,027,426 52,395,880 42,214,426
Other non-current assets 6 393,745,945 795,985,198 393,745,945
Total non-current assets 3,961,377,385 4,011,597,574 3,997,267,323
CURRENT ASSETS:
Trade account receivables and other current assets 7 46,564,726 21,699,949 15,642,899
Cash and cash equivalents 8 200,597 522,627 75,589
Total current assets 46,765,323 22,222,576 15,718,488
TOTAL ASSETS 4,008,142,708 4,033,820,150 4,012,985,811
EQUITY AND LIABILITIES
EQUITY:
Share capital 9 2,000,000,000 2,000,000,000 2,000,000,000
Treasury shares (156,807) - -
Reserves and retained earnings 1,277,046,195 1,456,036,862 1,431,187,025
Profit for the period 26,298,337 20,609,546 (63,517,229)
TOTAL EQUITY 3,303,187,725 3,476,646,408 3,367,669,796
LIABILITIES:
NON-CURRENT LIABILITIES:
Loans 10 409,257,305 506,707,958 509,005,437
Total non-current liabilities 409,257,305 506,707,958 509,005,437
CURRENT LIABILITIES:
Loans 10 245,343,879 45,000,000 90,600,000
Trade creditors and other current liabilities 11 50,353,799 5,465,784 45,710,578
Total current liabilities 295,697,678 50,465,784 136,310,578
TOTAL EQUITY AND LIABILITIES 4,008,142,708 4,033,820,150 4,012,985,811

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

CONDENSED INDIVIDUAL INCOME STATEMENTS FOR THE PERIODS ENDED 30 JUNE 2012 AND 2011

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

(Amounts expressed in euro)

Notes nd Quarter
2
2012
nd Quarter
2
2011
30.June.2012 30.June.2011
Services rendered 118,171 101,150 236,341 202,300
Gains or losses on investments 14 45,500 50,730 26,857,661 11,993,439
Financial income 7,837,835 11,148,041 15,695,427 22,283,055
Other income 576,558 16,132 1,514,327 349,828
External supplies and services (641,552) (515,940) (1,255,373) (1,063,548)
Staff costs (678,442) (607,931) (1,269,542) (1,121,750)
Depreciation and amortisation (25,949) (25,618) (52,819) (51,424)
Financial expense (7,258,543) (5,703,165) (14,175,814) (11,215,164)
Other expenses (557,822) (63,490) (1,246,207) (452,871)
Profit/(Loss) before taxation (584,244) 4,399,909 26,304,001 20,923,865
Taxation (2,464) (181,319) (5,664) (314,319)
Profit/(Loss) after taxation (586,708) 4,218,590 26,298,337 20,609,546
Profit/(Loss) per share
Basic 15 (0.000289) 0.002110 0.013154 0.010305
Diluted 15 (0.000284) 0.002108 0.013150 0.010301

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

CONDENSED INDIVIDUAL STATEMENTS OF COMPREHENSIVE INCOME FOR THE PERIODS ENDED AT 30 JUNE 2012 AND 2011

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

(Amounts expressed in euro)

nd Quarter 2012
2
nd Quarter 2011
2
30.June.2012 30.June.2011
Net Profit / (Loss) for the period (586,708) 4,218,590 26,298,337 20,609,546
Changes on fair value of available-for-sale financial assets (31,398,192) (3,377,865) (24,932,192) (15,851,403)
Changes in hedge and fair value reserves 624,953 (1,012,131) 599,866 4,609,040
Other comprehensive income for the period (30,773,239) (4,389,996) (24,332,326) (11,242,363)
Total comprehensive income for the period (31,359,947) (171,406) 1,966,011 9,367,183

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

CONDENSED INDIVIDUAL STATEMENTS OF CHANGES IN EQUITY FOR THE PERIODS ENDED AT 30 JUNE 2012 AND 2011

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

(Amounts expressed in euro)

Reserves and retained earnings
Share capital Treasury shares Legal reserve Fair value
reserve
Hedging
reserve
Other reserves
and retained
earnings
Total reserves
and retained
earnings
Net
profit/(loss)
Total
Balance as at 1 January 2011 2,000,000,000 - 167,816,034 612,472,662 (7,662,771) 374,517,476 1,147,143,401 386,432,293 3,533,575,694
Total comprehensive income for the period - - - (15,851,403) 4,609,040 - (11,242,363) 20,609,546 9,367,183
Appropriation of profit of 2010:
Transfer to legal reserves and retained earnings - - 19,321,614 - - 300,910,679 320,232,293 (320,232,293) -
Dividends distributed - - - - - - - (66,200,000) (66,200,000)
Purchase of treasury shares - (289,862) - - - - - - (289,862)
Share based payments - 289,862 - - - (96,469) (96,469) - 193,393
Balance as at 30 June 2011 2,000,000,000 - 187,137,648 596,621,259 (3,053,731) 675,331,686 1,456,036,862 20,609,546 3,476,646,408
Balance as at 1 January 2012 2,000,000,000 - 187,137,648 573,554,460 (5,030,164) 675,525,081 1,431,187,025 (63,517,229) 3,367,669,796
Total comprehensive income for the period - - - (24,932,192) 599,866 - (24,332,326) 26,298,337 1,966,011
Appropriation of profit of 2011:
Transfer to legal reserves and retained earnings - - - - - (63,517,229) (63,517,229) 63,517,229 -
Dividends distributed - - - - - (66,187,813) (66,187,813) - (66,187,813)
Purchase of treasury shares - (2,612,424) - - - - - - (2,612,424)
Sale of treasury shares - 2,189,569 - - - - - - 2,189,569
Share based payments - 266,048 - - - (103,462) (103,462) - 162,586
Balance as at 30 June 2012 2,000,000,000 (156,807) 187,137,648 548,622,268 (4,430,298) 545,716,577 1,277,046,195 26,298,337 3,303,187,725

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

CONDENSED INDIVIDUAL CASH FLOW STATEMENTS FOR THE PERIODS ENDED 30 JUNE 2012 AND 2011

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

(Amounts expressed in euro)

Notes nd Quarter
2
2012
nd Quarter
2
2011
30.June.2012 30.June.2011
OPERATING ACTIVITIES
Net cash flow from operating activities (1) 1,557,666 (1,277,527) (2,449,572) (2,789,443)
INVESTMENT ACTIVITIES
Cash receipts arising from:
Investments 4,662,500 5,284,954 13,274,000 10,029,954
Tangible and intangible assets - (139) - 1,867
Interest and similar income 482,146 17,138,451 1,003,491 23,296,844
Dividends 11,991,647 107,599 11,991,647 107,599
Loans granted 108,565,000 213,283,470 109,153,120 563,159,499
125,701,293 235,814,335 135,422,258 596,595,763
Cash Payments arising from:
Investments (3,263,451) - (3,263,451) -
Tangible and intangible assets (5,951) (4,254) (8,793) (10,495)
Loans granted (108,568,120) (170,477,000) (109,037,120) (500,800,000)
(111,837,522) (170,481,254) (112,309,364) (500,810,495)
Net cash used in investment activities (2) 13,863,771 65,333,081 23,112,894 95,785,268
FINANCING ACTIVITIES
Cash receipts arising from:
Loans obtained 629,005,000 110,639,000 1,055,447,880 467,657,000
Sale of own shares 2,189,569 - 2,189,569 -
631,194,569 110,639,000 1,057,637,449 467,657,000
Cash Payments arising from:
Loans obtained (568,621,880) (100,639,000) (996,458,491) (484,062,000)
Interest and similar charges (9,509,619) (7,133,367) (13,029,151) (9,889,001)
Dividends (66,186,556) (66,185,095) (66,186,556) (66,196,465)
Purchase of treasury shares (2,612,424) (289,862) (2,612,424) (289,862)
(646,930,479) (174,247,324) (1,078,286,622) (560,437,328)
Net cash used in financing activities (3) (15,735,910) (63,608,324) (20,649,173) (92,780,328)
Net increase in cash and cash equivalents (4) = (1) + (2) + (3) (314,473) 447,230 14,149 215,497
Cash and cash equivalents at the beginning of the period 404,211 75,397 75,589 307,130
Cash and cash equivalents at the end of the period 8 89,738 522,627 89,738 522,627

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

NOTES TO THE CONDENSED INDIVIDUAL

FINANCIAL STATEMENTS FOR THE PERIOD ENDED

30 JUNE 2012

(Translation of the condensed individual financial statements originally issued in Portuguese. In case of discrepancies 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.

These individual financial statements were not subject to a limited revision carried out by the company's statutory external auditor.

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 2011.

4 INVESTMENTS IN AFFILIATED COMPANIES

As at 30 June 2012 and 31 December 2011 the company held investments in the following affiliated companies:

30.June.2012
Company % Held Carrying
amount
Acquisition cost Fair value
reserve
Sonae Investimentos SGPS, SA (a) 76.86% 1,893,270,729 1,416,192,180 477,078,549
Sonae Sierra SGPS, SA (b) 50.00% 561,087,500 490,113,339 70,974,161
Sonaecom, SGPS, SA 0.94% 4,483,010 3,913,452 569,558
Sontel BV 42.86% 405,641,099 405,641,099 -
Sonae Investments BV 100.00% 835,700,000 835,700,000 -
Others - 4,669,905 4,669,905 -
Impairment (165,500,000) - -
Total 3,539,352,243 3,156,229,975 548,622,268
31.December.2011
Company % Held Carrying
amount
Acquisition cost Fair value
reserve
Sonae Investimentos SGPS, SA (a) 76.86% 1,893,270,729 1,416,192,180 477,078,549
Sonae Sierra SGPS, SA (b) 50.00% 586,449,500 490,113,339 96,336,161
Sonaecom, SGPS, SA 0.18% 789,750 650,000 139,750
Sontel BV 42.86% 405,641,099 405,641,099 -
Sonae Investments BV 100.00% 835,700,000 835,700,000 -
Others - 4,669,905 4,669,905 -
Impairment (165,500,000) - -
Total 3,561,020,983 3,152,966,523 573,554,460
  • (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.

5 OTHER INVESTMENTS

As at 30 June 2012 and 31 December 2011 other investments are as follows:

30.June.2012 31.December.2011
Carrying
amount
Acquisition cost Carrying
amount
Acquisition cost
Magma No. 1 Securitisation Notes 27,975,000 27,975,000 37,680,000 37,680,000
Sonae Capital, SGPS, SA - - 6,972,000 6,972,000
Others 52,426 52,426 52,426 52,426
Impairment - - (2,490,000) -
Total 28,027,426 28,027,426 42,214,426 44,704,426

During the first half 2012 the Company sold the interest in Sonae Capital, SGPS, SA for the amount of 3,569,000 euro.

6 OTHER NON-CURRENT ASSETS

As at 30 June 2012 and 31 December 2011 other non-current assets are detailed as follows:

30.junho.2012 31.dezembro.2011
Empréstimos concedidos a empresas do grupo 393,745,945 393,745,945

This caption includes the amount of 347,400,000 euro of a subordinate bond loan, repayable in 10 years issued by Sonae Investimentos, SGPS, SA at market conditions. This loan was fully subscribed and paid by Sonae SGPS, SA on 28 December 2010 amounting to 400,000,000 euro, relating 8,000 bonds with nominal value of 50,000 euro each, bearing fixed interest rate with full reimbursement in the end of the period.

The fair value of the bonds related to this loan as at 30 June 2012, is 40,415 euro (40,000 euro as at 31 December 2011) per bond, according with a valuation made by the use of discounted cash flow models. There is no evidence of impairment of this loan.

7 TRADE ACCOUNTS RECEIVABLE AND OTHER CURRENT ASSETS

As at 30 June 2012 and 31 December 2011 trade accounts receivable and other current assets are detailed as follows:

30.June.2012 31.December.2011
Trade accounts receivable 3,663 503,725
Group companies 28,380,083 12,501,941
Taxes and contributions receivable 794,119 798,587
Accrued income and prepayments 15,834,761 431,397
Others 1,552,100 1,407,249
Total 46,564,726 15,642,899

The caption "Accrued income and prepayments" mainly includes receivables relating to interests from loans granted to group companies (Note 6).

8 CASH AND CASH EQUIVALENTS

As at 30 June 2012 and 31 December 2011 cash and cash equivalents are detailed as follows:

30.June.2012 31.December.2011
Cash at hand 89 89
Bank deposits 200,508 75,500
Cash and cash equivalents on the balance sheet 200,597 75,589
Bank overdrafts
Cash and cash equivalents on the cash flow
110,859 -
statement 89,738 75,589

9 SHARE CAPITAL

As at 30 June 2012 and 31 December 2011 share capital consisted of 2,000,000,000 ordinary shares of 1 euro each.

10 LOANS

As at 30 June 2012 and 31 December 2011, loans are made up as follows:

30.June.2012 31.December.2011
Bonds Sonae 2007/2014 150,000,000 150,000,000
Bonds Sonae 2010/2015 250,000,000 250,000,000
Bonds Sonae 05 - 100,000,000
Up-front fees not yet charged to income statement (1,311,655) (2,002,352)
Bonds 398,688,345 497,997,648
Derivatives 10,568,960 11,007,789
Non-current loans 409,257,305 509,005,437
Bonds Sonae 05 100,000,000 -
Up-front fees not yet charged to income statement (266,979) -
Bonds 99,733,021 -
Commercial paper 145,500,000 90,600,000
Bank overdrafts 110,858 -
Current loans 245,343,879 90,600,000

As at 30 June 2012 Sonae, SGPS has agreed lines of credit and commercial paper programs amounting to 385 million euro, out of which 146.5 million euro with firm commitments with maturity not exceeding one year and 35 million euro with firm commitments with maturity over one year.

Under the above mentioned lines of credit and commercial paper programs with firm commitments, Sonae, SGPS had 36 million euro credit facilities available to meet its liquidity requirements.

During July 2012, after the date of the financial position report, Sonae has contracted a long amounting 75,000,000 euro through an international bank with maturity in 2015, and has issued a bond loan denominated amounting to 200,000,000 euro, also with maturity in 2015. These amounts are not relived in the present financial statements.

The above mentioned loans are unsecured and its estimated fair value is considered to be near its carrying amount, as they bear interests at variable market rates.

The interest rate as at 30 June 2012 of the bonds and bank loans was, in average, 3.02% (3.37% as at 31 December 2011).

Maturity of Borrowings

As at 30 June 2012 and 31 December 2011 the analysis of the maturity of loans is as follows:

30.June.2012 31.December.2011
N+1 245,610,858 90,600,000
N+2 150,000,000 100,000,000
N+3 250,000,000 150,000,000
N+4 - 250,000,000
N+5 - -
after N+5 - -

11 TRADE CREDITORS AND OTHER CURRENT LIABILITIES

As at 30 June 2012 and 31 December 2011, trade creditors and other current liabilities are detailed as follows:

30.June.2012 31.December.2011
Trade creditors 836,787 662,785
Group companies 44,249,389 40,160,000
Taxes and contributions payable 97,480 555,382
Accrued expenses 5,063,495 4,179,091
Others 106,648 153,320
Total 50,353,799 45,710,578

12 CONTINGENT LIABILITIES

As at 30 June 2012 and 31 December 2011, contingent liabilities are detailed as follows:

30.June.2012 31.December.2011
Guarantees given:
on tax claims 71,801,227 92,283
on judicial claims 145,256 145,256
Guarantees given in favour of subsidiaries a) 230,569,501 130,066,153

a) Guarantees given to Tax Authorities in favour of subsidiaries to suspend claims from tax authorities.

13 RELATED PARTIES

Transactions and balances with related parties are detailed as follows:

Transactions 30.June.2012 30.June.2011
Group companies 1,548,514 85,095
Jointly controlled companies 106,341 102,300
Other partners in group companies 50,000 50,000
Services rendered and other income 1,704,855 237,395
Group companies 554,563 569,265
Jointly controlled companies - 20,808
Other partners in group companies 205,162 24,897
Purchases and services obtained 759,725 614,970
Group companies 14,851,222 -
Other partners in group companies - 21,024,612
Interest income 14,851,222 21,024,612
Group companies 850,330 77,751
Other partners in group companies 440,601 98,654
Interest expenses 1,290,931 176,405
Group companies 17,203,611 107,599
Jointly controlled companies 10,567,050 11,867,610
Dividend income (Note 14) 27,770,661 11,975,209
Group companies - 289,954
Other partners in group companies 3,569,000 -
Disposal of investments 3,569,000 289,954
Group companies 1,806,655 -
Jointly controlled companies 320,306 -
Other partners in group companies 62,608 -
Disposal of treasury shares 2,189,569 -
Balance 30.June.2012 31.December.2011
Group companies 34,397,449 2,248,938
Jointly controlled companies 10,673,391 12,094,116
Other partners in group companies 50,028 109,053
Accounts receivable 45,120,868 14,452,107
Group companies 1,405,425 657,699
Jointly controlled companies 641 -
Other partners in group companies 625,276 27,466
Accounts payable 2,031,342 685,165
Group companies 393,749,066 393,865,065
Loans granted 393,749,066 393,865,065
Group companies 44,249,389 40,160,000
Loans obtained 44,249,389 40,160,000

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, subsidiaries, including the ones of Sonae Indústria, SGPS, SA and of Sonae Capital, SGPS, SA are also considered related parties.

14 INVESTMENTS INCOME

As at 30 June 2012 and 30 June 2011, investment income can be detailed as follows:

30.June.2012 30.June.2011
Dividends 27,770,661 11,975,209
Gains / (losses) on sale investments (913,000) 18,230
26,857,661 11,993,439

The dividends mentioned above were distributed by the affiliates Sonae Investimentos, SGPS, SA (17,079,574 euro), Sonaegest, SA (78,537 euro), Sonae Sierra, SGPS, SA (10,567,050 euro) and Sonaecom, SGPS, SA (45,500 euro).

15 EARNINGS PER SHARE

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

30.June.2012 30.June.2011
Net profit
Net profit taken into consideration to calculate basic earnings per
share (Net profit for the period)
26,298,337 20,609,546
Effect of dilutive potential shares - -
Interests related to convertible bonds (net of tax) - -
Net profit taken into consideration to calculate diluted earnings per
share:
26,298,337 20,609,546
Number of shares
Weighted average number of shares used to calculate basic
earnings
1,999,202,089 2,000,000,000
Effect of dilutive potential ordinary shares from convertible bonds - -
Outstanting shares related with deferred performance bonus 1,673,374 1,407,223
Number of shares that could be acquired at average market price (1,038,979) (664,560)
Weighted average number of shares used to calculate diluted
earnings per share
1,999,836,484 2,000,742,663
Profit/(Loss) per share
Basic
Diluted
0.013154
0.013150
0.010305
0.010301

16 SUBSEQUENT EVENTS

In July 2012, Sonae, SGPS, SA has issued a bond loan denominated "Obrigações Continente" amounting to 200,000,000 euro and has contracted a loan amounting 75,000,000 euro through an international bank, with maturity in 2015.

17 APPROVAL OF FINANCIAL STATEMENTS

The accompanying financial statements were approved by the Board of Directors and authorized for issue on 22 August 2012.

18 INFORMATION REQUIRED BY LAW

Decree-Law nr 318/94 art 5 nr 4

During the period ended as at 30 June 2012 no shareholders' loan contracts were signed.

During the period ended 30 June 2012 short-term loan contracts were entered into with the following companies:

Efanor Investimentos, SGPS, SA

Sonae Investimentos, SGPS, SA

Sonaecenter Serviços, SA

Sonaecom, SGPS, SA

As at 30 June 2012 amounts owed by affiliated undertakings can be summarized as follows:

Closing Balance
Sonae Investments, BV 45,560,933
Sontel, BV 785,012
Sonaecenter Serviços, SA 3,120
Total 46,349,065

As at 30 June 2012 amounts owed from affiliated undertakings can be summarized as follows:

Closing Balance
Sonae Investments, BV 44,249,389
Total 44,249,389

The Board of Directors

Belmiro Mendes de Azevedo

Álvaro Carmona e Costa Portela

Álvaro Cuervo Garcia

Bernd Bothe

Christine Cross

Michel Marie Bon

José Neves Adelino

Duarte Paulo Teixeira de Azevedo

Ângelo Gabriel Ribeirinho dos Santos Paupério

Nuno Manuel Moniz Trigoso Jordão

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 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

António Castro Head of Investor Relations [email protected] Tel.: + 351 22 010 4794

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

Rita Barrocas External Communications [email protected] Tel: + 351 22 010 4745

Sonae Lugar do Espido Via Norte 4471-909 Maia Portugal Tel.: +351 229487522 Fax: +351 229404634

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 SONPL

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