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Sonae SGPS

Interim / Quarterly Report Aug 27, 2012

1901_ir_2012-08-27_ee142699-9ff6-463c-b2ad-070f2e1edea7.pdf

Interim / Quarterly Report

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Sonae Sierra SGPS, SA

Lugar do Espido Via Norte Apartado 1197 4471-909 Maia Portugal $(+351)$ 22 940 17 00 $T_{\Theta}$ $(+351)$ 22 010 44 64 Fax www.sonaesierra.com

Consolidated Financial Statements

1st Half year 2012

INTRODUCTION

The Consolidated Net Profit of Sonae Sierra reached $\in$ 2.9 million at the end of the first half of 2012, which compare with a Net Profit of $\epsilon$ 13.2 million in the same period of 2011.

The variation of the Net Profit was due to unfavourable Indirect Results. $-\epsilon$ 28.7 million in the first half of 2012 compared to -€15.6 million in the same period of 2011, mainly as a consequence of yield expansions in Europe which were only partially compensated by yield compressions in Brazil. Nevertheless. Direct Profits increased 10% leveraged by operational efficiency gains and the improvement of financial results.

The NAV of Sonae Sierra as at 30 June reached the amount of €1.12 billion and corresponds to $€34.51$ per share.

PROSPECTS

The economic situation of Eurozone, in this first half of 2012, remains vulnerable, and the banking and financial sector remains depressed.

The lack of liquidity in capital markets leads to a reduced activity of transactions, thereby avoiding Sierra Investments in achieving its program of capital recycling, i.e., the sale of interests of its portfolio in Europe. These restrictions drive the company to take other measures, particularly in the reinforcement of services to third parties and the rationalization of costs and capital expenditures in shopping centres in operation.

The strategy of the company is based on (i) the entry in new emerging markets as a service provider, adopting a strategy of capital light, increasing its revenues and know-how in these new markets, (ii) maintain the leverage of their assets at prudent levels (below 50%), allocating the amortizations as late as much as possible, (iii) maintain the role of specialists in shopping centres, to stand out even more of its competitors and (iv) developing innovative concepts.

Sonae Sierra is confident in its ability to execute the defined strategy and, with efficiency, accuracy and determination, overcome the challenges and maintain a leader position in shopping center industry.

OPERATIONAL PERFORMANCE

Two shopping centres inaugurated and other three under construction

Sonae Sierra's growth and expansion strategy continues, although the Company has adjusted its development timings to the evolution of the financial and retail markets.

During the first half of 2012, the Company inaugurated in Portugal the first phase of Shopping Centre of Portimão's refurbishment, an investment of around €3.5 million, which aimed the modernization and the revitalization of the interior.

Sonae Sierra inaugurated two shopping centres, Le Terrazze, in city of La Spezia (Italy), with an investment of €150 million in a total GLA of 38,600 m2 (98% of GLA leased) and Uberlândia Shopping, Estado de Minas Gerais (Brazil), with an investment of €79 million in a total GLA of 45,300 m2 (92% of GLA leased).

Nowadays the Company has 3 projects under development and 6 new projects in pipeline.

In Brazil, Sonae Sierra is developing 2 shopping centres, Passeio das Águas Shopping, in Estado de Goiás, with inauguration expected to 2013, which represents an investment of around €167 million in a total GLA of 78,100 m2 and Boulevard Londrina Shopping, in Estado de Paraná, with inauguration expected to 2013, which represents an investment of around €88 million in a total GLA of 47,800 m2.

In Germany, the Company is developing the Solingen Shopping, in the city of Solingen with inauguration expected to the end of 2013, which represents an investment of around €120 million in a total GLA of 29,000 m2, having already more than 50% of its Gross Lettable Area commercialized, and already confirmed, as the main large dimension shops, the Saturn, the hypermarket of Edeka chain, the dm-drogeriemarkt and Deichmann, the footwear experts.

Capital Recycling

Under the capital recycling strategy adopted by the Company, with the purpose of ensuring its sustainable growth, Sonae Sierra Brasil, subsidiary of Sonae Sierra, placed in the market in the first quarter of 2012 30,000 bonds with a total amount of R\$300 million (around $€124$ million). This occurs after having placed its shares on the São Paulo Stock Exchange in 2011, raising to 30% the free float share capital. With this operation the Company intends to strength its growth strategy in one of the key markets for the Company, Brazil. The funds raised with this operation are intended for the acquisition of land, the increase of the Company's participation in Shopping Centres in operation, the eventual acquisition of new Shopping Centres, the development of new Shopping Centres and the reinforcement of the Company's cash balance.

Sonae Sierra Brasil has also enhanced its stake in 30% in Shopping Plaza Sul in exchange for a minority stake in Shopping Penha. With this operation Sonae Sierra now holds 60% of Shopping Plaza Sul, adding to its portfolio the control of high quality shopping centre, located in São Paulo, maintaining simultaneously a controlling stake in Shopping Penha.

Thus the company can continue to take advantage of the significant growth that the Brazilian economy has had and has allowed Sonae Sierra to achieve some very positive results in this country.

In Europe, the Company continues to pursue a strategy of selling its assets, so that it can leverage the developing of new projects in markets where already operates and in new markets.

On the other hand, the Company continues their strategy of capitalization of its assets through the provision of services, mainly in emerging markets, which includes the services of design, developing, letting and management. This contributes not only to increase revenue, but also to build experiences in these markets, allowing the leveraging of local partnerships in order to be able to implement its own investments in the future.

New property management and leasing activities

Sonae Sierra reinforced its activity as provider of services by signing a contract of letting and management with the company SIVIFEGO, owner of Caniço Shopping, in Madeira.

In early 2012, a new department was created, the EMEA Sierra Services, responsible for the sale and management of services to third parties in new markets in Europe, Middle East and Africa, and also for supporting the services to third parties in countries where the company already operates. The creation of EMEA Sierra Services aims to provide Sonae Sierra's clients a department dedicated to the sale and management of a set of high quality integrated services for shopping centres, covering the entire value chain of the business, from marketing analysis to the investment decision, design, development, marketing, letting to operational management or even third party asset management.

Reinforcement of position in Morocco

Sonae Sierra strengthens its presence in Morocco with the signature of its second contract to provide services in this country.

The contract is to provide services for the development of a project in Casablanca, and includes commercial offer analysis, definitions of layout, architectural concept and project management and engineering consulting. The contract was signed with the Moroccan company Marjane and the project is part of the real estate development Ibn Tachfine, which includes offices and a hotel with 100 rooms. The opening is scheduled for 2014 and the shopping centre will have a total GLA of 24,120 m2.

The first contract of the Company in this country was also signed with the Moroccan company Marjane (ONA Group) and another Moroccan company Foncière Chellah (CDG Group – Caisse de Dépot et de Gestion) for the provision of development services for Marina Shopping Casablanca, also located in Casablanca.

Marjane is the largest chain of hypermarkets and supermarkets operating in Morocco and Foncière Chellah is a real estate investment fund present in the real estate lease segment, fully owned by the CDG Group, one of Morocco's main financial institutions.

SOMAC SIERRA

Sales and occupancy levels sustained

The tenant sales decreased by 2.2% on a like for like basis.

For such performance contributed the growth of 9.5% (15.3% in Reais) in sales of Brazil, 3.3% (11.5% in Reais) on a like for like basis.

The Occupancy Rate of the Brazil portfolio remained high and stable, recording a value of 97.4% at the end of June 2012.

Sonae Sierra presents an Occupancy Rate of their portfolio high and stable, recording a value of 96% at the end of June 2012.

National and International recognition

Sonae sierra is once again international distinguished in the first six months of the year after being distinguished in 2011 with several awards, national and international.

The Campaign "Música por uma Ca(u)sa", a Corporate Responsibility initiative promoted by Sonae Sierra for "Acreditar - Associação de Pais e Amigos de Crianças com Cancro", for the construction of a shelter home in Porto, received an honourable mention at the "ICSC Foundation European Community Support Awards". The Corporate Responsibility initiative by Sonae Sierra was the first impulse to the creation of a campaign that gave visibility to this Association's cause and ensured the viability of the new home, through the raising of new support for the project.

Sonae Sierra received the "ICSC silver Solar Award" in the Digital Marketing category with an innovative Christmas campaign held for the first time in Portugal. Sonae Sierra was the only Portuguese company distinguished in Digital Marketing category. "Merry Norte" is the name of the award-winning project, which involved the use of two different technologies,

Face Tracking and Augmented Reality, to promote a distinctive experience during the Christmas campaign of NorteShopping.

FINANCIAL POSITION AND RESULTS

Sonae Sierra consolidated accounts

Profit & Loss accounts

The Consolidated Net Profit of Sonae Sierra in the first half of 2012 was €2.9 million which compares with a Consolidated Net Profit of €13.2 million in the same period of 2011.

This decrease of 78% in the company's result is explained by an unfavourable Indirect Result, consequence of the continuous increase in yields in Europe.

The Direct Result reached €31.6 million, which compare with €28.8 million in the same period of 2011, an increase of 10% mainly due to savings in operational costs as a result of the cost reduction effort.

The Direct Income from Investments is in line with the same period of last year. The increase of discounts and the decrease of Key Money and Turnover Rents in Europe were compensated by the increase in the revenue of Brazil's portfolio and the opening of the new shopping centres Le Terrazze and Uberlândia.

Balance sheet

The Consolidated Balance Sheet continues to show a solid financial position. The total assets amounted to €2,563 million at the end of June 2012, with the increase in Investment Properties explained by the opening of the two shopping centres, Le Terrazze (Italy) and Uberlândia (Brazil), partially compensated by the adverse FX change in the Brazilian portfolio. On the other hand, these two openings lead to a reduction in the Properties under Development, although partially compensated by the on-going investments in Solingen, Londrina and Goiânia.

The Bank Debt increased as a consequence of the new bond loan in Brazil and the debt increase in Solingen. The Loan-to-Value (measured as net indebtedness less cash and equivalents, as a percentage of total properties), despite the increase from 43.7% to 44.6%, remains in a level below the target of 50%.

SOMAE SIERRA

Ratios 30 Jun 12 31 Dec 11
Loan-to-Value 44.6% 43.7%
Interest Cover 3.04 2.82
Development Ratio 11.1% 12.0%

Net Asset Value

The Company measures its performance, in a first instance, based on changes in Net Asset Value (NAV) plus dividends distributed. The Company calculates its NAV on the basis of the guidelines published in 2007 by INREV (European Association for Investors in Non-listed Real Estate Vehicles), an association of which the Company is a member.

Net Asset Value (NAV) 30 Jun 12 31 Dec 11
Amounts in $\epsilon$ 000
NAV as per the financial statements 899,189 941,090
Revaluation to fair value of developments 9,909 10.430
Deferred Tax for properties 231,198 238,686
Goodwill related to deferred tax $-36,073$ $-36,073$
Gross-up of Assets 17,953 18,765
NAV 1,122,175 1,172,899
NAV per share $\left(\bigoplus\right)$ 34.51 36.07

Based on this methodology, the NAV of Sonae Sierra, as of the 30th June 2012, amounted €1.12 billion, which corresponds to a NAV per share of €34.51, 4.3% below the amount recorded at the end of 2011

(unaudited accounts)
Consolidated Profit and Loss Account
(€ 000)
6M12 6M11 % 12/11
Direct Income from Investments 103,920 103,242 1%
Direct costs from investments 46,275 47,655 -3%
EBITDA 57,645 55,586 4%
Net financial costs 18,465 18,824 -2%
Other non-recurrent income/cost (1,119) (835) -34%
Direct profit before taxes 38,061 35,927 6%
Corporate tax 6,507 7,172 -9%
Direct net profit 31,554 28,754 10%
Gains realized on sale of investments 114 (4,304) 103%
Impairment & Development funds at risk provision (1,037) (3,603) 71%
Value created on investments (25,962) (815) -
Indirect income (26,886) (8,722) -208%
Deferred tax 1,813 6,854 -74%
Indirect net profit (28,699) (15,575) -84%
Net profit 2,856 13,179 -78%
Consolidated Balance Sheet
(€ 000)
30 Jun 12 31 Dec 11 Var. (12 - 11)
Investment properties 2,120,300 2,058,594 61,706
Properties under development and others 183,938 255,841 -71,903
Other assets 129,951 135,300 -5,349
Cash & Equivalents 129,098 113,798 15,300
Total assets 2,563,287 2,563,533 -245
Net worth 899,189 941,090 -41,901
Bank loans 1,139,306 1,107,428 31,878
Deferred taxes 282,146 286,956 -4,810
Other liabilities 242,646 228,058 14,588
Total liabilities 1,664,098 1,622,442 41,656
Net worth and liabilities 2,563,287 2,563,533 -245

SOMAC SIERRA

Sierra Investments

In the first six months of 2012, Sierra Investments contributed negatively to the Consolidated Net Profit with a loss of €12.4 million, which compares with a gain of €4.2 million in the same period of 2011. This variation in the Net Profit was due to an adverse Indirect Result, consequence of the continuous increase of yields in Europe: Portugal, Spain, Greece and Italy.

The Direct Profit presents a decrease of 3% versus the same period of last year due to an increase in provisions and in discounts. However, this variation was in part compensated by the increase in the portfolio, with the opening of Le Terrazze in the first quarter of the year.

(unaudited accounts)
Profit & Loss Account 6M12 6M11 %12/11
(€000)
Retail Net Operating Margin 49,962 51,368 $-3%$
Parking Net Operating Margin 495 665 $-26%$
Co-generation Net Operating Margin 123 283 $-57%$
Shopping Centre Net Operating Income 50,580 52,317 -3%
Offices Net Operating Income 0 0
Asset Management Net Operating Income 702 1,075 $-35%$
Net Operating Income (NOI) 51,281 53,392 -4%
Net financial costs 19,860 18,244 9%
Other non-recurrent income/cost 2,269 2,699 $-16%$
Corporate tax 3,871 6,335 -39%
Direct net profit 25,281 26,113 -3%
Gains realized on sale of investments 0 (4,304) 100%
Value created on investments (42, 221) (17, 749) $-138%$
Deferred tax (4,577) (99)
Indirect net profit (37, 644) (21, 954) -71%
Net Profit (12, 364) 4,159 $-397%$
Consolidated Balance Sheet
(€000) 30 Jun 12 31 Dec 11 Var. (12 - 11)
Investment properties & others 1,769,301 1,747,849 21,451
Other assets 182.597 180,502 2,095
Cash & Equivalents 51,032 45.976 5,056
Total assets 2,002,929 1,974,327 28,602
Net worth 624.585 644.698 $-20,113$
Bank loans 957.549 947.275 10,275
Deferred taxes 226,352 230,134 $-3,782$
Other liabilities 194.443 152,220 42,223
Net Worth and liabilities 2,002,929 1,974,327 28,602

Sierra Developments

Sierra Developments contributed negatively to the Consolidated Net Profit with a loss of €12 million which compares with a loss of €16.9 million in 2011.

The Net Profit presents an increase of 29% versus the same period of last year mainly due to an increase of the Financial Result and a decrease in the operational costs.

(unaudited accounts)
Profit & Loss Account
(€ 000) 6M12 6M11 % 12/11
Project Development Services Rendered 2,116 2,130 -1%
Value created in projects (6,933) (7,438) 7%
Operating Income (4,817) (5,308) 9%
Operating costs 8,938 11,487 -22%
Net Operating Income (NOI) (13,755) (16,795) 18%
Depreciation and provisions 37 1 -
Net financial costs (616) 1,991 -131%
Other non-recurrent income/cost 100 397 -75%
Income Tax (1,238) (2,320) 47%
Net Profit (12,037) (16,864) 29%
Consolidated Balance Sheet
(€ 000)
30 Jun 12 31 Dec 11 Var. (12 - 11)
Properties under development 134,673 187,888 -53,215
Other assets 79,581 70,690 8,891
Cash & Equivalents 3,596 7,244 -3,649
Total assets 217,850 265,822 -47,972
Net worth 6,012 19,403 -13,391
Bank loans 17,353 40,570 -23,217
Shareholder loans 82,380 89,955 -7,575
Deferred taxes 153 3,531 -3,378
Other liabilities 111,952 112,363 -411
Net worth and liabilities 217,850 265,822 -47,972

$\mathbf{u}$ and $\mathbf{u}$

$\sim$

Sierra Management

In the first half of 2012, Sierra Management contributed with €2.3 million to the Consolidated Net Profit of Sonae Sierra, against €2.2 million in the same period of 2011.

This positive variation of 5% versus the same period of last year was due to a decrease in other costs related to personnel.

The Common Charges policy was changed during this first half year. Up to now the personnel costs with the teams in the shopping centres were supported directly by the Centres. From now on, they are paid by the management company, who will then charge a fixed fee. The change of this policy explains the increase in the Management Services, compensated however by the increase in Personnel Costs.

(unaudited accounts)
Profit & Loss Account
$(\epsilon 000)$
Consolidated Balance Sheet
6M12 6M11 %12/11
Total Income from Management Services 17,363 16,713 4%
Operating Costs 14,493 13,768 5%
Net Operating Income (NOI) 2,870 2,945 -3%
Net financial costs (413) (460) 10%
Other non-recurrent income/cost 10 0
Income tax 953 1,204 $-21%$
Net Profit 2,319 2,200 5%
(€000) 30 Jun 12 31 Dec 11 Var. (12 - 11)
Other assets 28,305 24,973 3,332
Cash & Equivalents 30,725 38,666 $-7,941$
Total assets 59,030 63,639 $-4,609$
Net worth 16,346 14,027 2,319
Other liabilities 42,684 49,613 $-6,929$
Net Worth and liabilities 59,030 63,639 $-4,609$

Sonae Sierra Brazil

Sonae Sierra Brazil consolidates the Brazilian companies and the structure in Europe who are the owner of the Brazilian companies.

In the first half of 2012, Sonae Sierra Brazil contributed with €24.9 million to the Consolidated Net Profit of Sonae Sierra, against €23.7 million in the same period of 2011.

This positive variation of 5% is due to a more favourable Indirect Result explained by the yield compression in the main Brazilian assets.

Direct Result decreased 9% versus the same period of last year, mainly explained by the increase of Financial Costs related with the new Bond Loan placed in the market in the first quarter of the year.

(unaudited accounts)
Profit & Loss Account
(€ 000)
6M12 6M11 % 12/11
Retail Net Operating Margin 11,499 10,419 10%
Parking Net Operating Margin 1,720 1,583 9%
Shopping Centre Net Operating Income 13,218 12,002 10%
Total Income from Services Rendered 2,850 2,717 5%
Overheads 4,333 3,659 18%
Net Operating Income (NOI) 11,734 11,059 6%
Net financial costs/(income) (366) (952) -62%
Other non-recurrent income/cost 120 125 -4%
Corporate tax 2,316 1,277 81%
Direct Profit 9,665 10,610 -9%
Value created on investments 22,903 20,927 9%
Deferred tax 7,632 7,828 -2%
Indirect net profit 15,271 13,100 17%
Net Profit 24,937 23,709 5%
Consolidated Balance Sheet
(€ 000) 30 Jun 12 31 Dec 11 Var. (12 - 11)
Properties 394,330 372,776 21,554
Other assets 15,416 13,786 1,631
Cash & Equivalents 83,445 54,851 28,594
Total Assets 493,191 441,413 51,778
Net worth 321,849 323,778 -1,930
Bank loans 89,423 45,637 43,786
Deferred taxes 59,005 55,935 3,070
Other liabilities 22,914 16,062 6,852
Net Worth and liabilities 493,191 441,413 51,778

Maia, 24 July 2012.

The Board of Directors

Paulo Azevedo Chairman (non-executive)

Fernando Guedes Oliveira President

José Edmundo Figueiredo Director

Ana Guedes Oliveira Director

Mark Preston Director (non-executive)

Ângelo Paupério Director (non-executive) Neil Jones Director (non-executive)

João Correia de Sampaio Director

Nicholas Scarles Director (non-executive)

José Baeta Tomás Director

Pedro Caupers Director

SONAE SIERRA, S.G.P.S., S.A. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

AS OF 30 JUNE 2012 AND 2011 AND 31 DECEMBER 2011

(Translation of the statement of financial position originally issued in Portuguese - Note 14)

(Amounts stated in thousands of Euro)

30 June 31 December 30 June
ASSETS Notes 2012 2011 2011
NON CURRENT ASSETS:
Investment properties 5 3,158,392 3,104,769 3,168,759
Investment properties in progress 5 175,870 256,536 216,597
Property, plant and equipment 1,856 2,169 2,496
Goodwill 6 45,723 45,723 45,983
Intangible assets 4,180 4,571 5,479
Investments in associates and companies excluded from consolidation 3 83,724 84,970 88,290
Deferred tax assets 28,133 29,820 19,111
Derivative financial instruments 7 1 - 2,950
State and other public entities 295 311 393
Other non current assets 33,082 33,460 25,518
Total non current assets 3,531,256 3,562,329 3,575,576
CURRENT ASSETS:
Trade receivables 37,019 30,139 32,902
State and other public entities 31,709 36,924 37,933
Other receivables 32,105 29,234 26,727
Other current assets 15,012 18,106 11,641
Cash and cash equivalents 189,815 150,232 182,697
Total current assets 305,660 264,635 291,900
Total assets 3,836,916 3,826,964 3,867,476
EQUITY, NON-CONTROLLING INTERESTS AND LIABILITIES
EQUITY:
Share capital 162,245 162,245 162,245
Reserves 57,329 57,329 57,329
Translation Reserve (17,791) 5,273 26,081
Hedging Reserve (24,499) (23,889) (12,852)
Retained earnings 718,981 730,499 730,839
Consolidated net profit for the period attributable to the equity holders of Sonae Sierr
Equity attributable to the equity holders of Sonae Sierra
2,856
899,121
9,748
941,205
13,179
976,821
Non-controlling interests 10 541,016 551,062 572,626
Total Equity 1,440,137 1,492,267 1,549,447
LIABILITIES:
NON CURRENT LIABILITIES:
Long term debt - net of current portion 7 1,381,650 1,394,898 1,363,867
Debentures loans - net of current portion 7 131,864 74,876 74,818
Derivative financial instruments 7 50,254 48,611 24,599
Other shareholders 9 7,575 8,503 9,870
Trade payables 5,365 543 6,074
Other non current liabilities 22,140 13,544 12,923
Provisions
Deferred tax liabilities
371
499,032
386
506,238
319
515,168
Total non current liabilities 2,098,251 2,047,599 2,007,638
CURRENT LIABILITIES:
Current portion of long term debt
Current portion of long term of debentures loans
7
7
80,726
(120)
83,467
(116)
111,075
(112)
Short term debt and other borrowings 8 4,962 133 36
Other shareholders 9 10,865 10,791 10,791
Trade payables 26,134 34,047 33,970
State and other public entities 30,480 22,999 26,141
Other payables 49,619 50,050 51,410
Other current liabilities 94,138 83,913 75,223
Provisions 1,724 1,814 1,857
Total current liabilities 298,528 287,098 310,391
Total equity, minority interests and liabilities 3,836,916 3,826,964 3,867,476

The accompanying notes form an integral part of these consolidated statements of financial position.

SONAE SIERRA, S.G.P.S., S.A. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF PROFIT AND LOSS

FOR THE PERIODS ENDED 30 JUNE 2012 AND 2011

(Translation of statement of profit and loss originally issued in Portuguese - Note 14)

(Amounts stated in thousands of Euro)

Notes 2012 2011
Operating revenue:
Services rendered
Variation in fair value of the investment properties
Other operating revenue
Total operating revenue
5 191,746
(38,369)
6,466
159,843
193,454
8,176
5,724
207,354
Operating expenses:
External supplies and services
Personnel expenses
Depreciation and amortisation
Provisions and impairment
Write-off and impairment losses
Other operating expenses
Total operating expenses
Net operating profit
(69,276)
(25,611)
(1,098)
(6,662)
(1,037)
(8,773)
(112,457)
47,386
(70,491)
(27,237)
(1,076)
(3,645)
(3,626)
(11,951)
(118,026)
89,328
Financial income 3 8,292 5,178
Financial expenses (33,619) (32,419)
Share of results of associated undertakings (213) (2,096)
Gains and losses on investments (112) (47)
Profit before income tax 21,734 59,944
Income tax (12,549) (23,628)
Profit after income tax 9,185 36,316
Net profit after tax from discontinuing operations - -
Consolidated net profit for the period 9,185 36,316
Attributable to:
Equity holders of Sonae Sierra
Non-controlling interests
Consolidated net profit per share:
10 2,856
6,329
9,185
13,179
23,137
36,316
Basic - 0.088 0.405
Diluted - 0.088 0.405

The accompanying notes form an integral part of these consolidated statements of profit and loss.

SONAE SIERRA, S.G.P.S., S.A. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

FOR THE PERIODS ENDED 30 JUNE 2012 AND 2011

(Translation of the statement of comprehensive income originally issued in Portuguese - Note 14)

(Amounts stated in thousands of Euro)

Notes 2012 2011
Consolidated net profit for the period 9,185 36,316
Changes in the currency translation differences (35,210) (9,660)
Changes in the fair value of hedging instruments (1,245) 18,020
Income tax related to components of other comprehensive income 179 (3,036)
Costs related to IPO "Brazil" - (5,302)
Loss on IPO "Brazil" - (313)
Others (132) 80
Other comprehensive income of the period (36,408) (211)
Total comprehensive income for the period (27,223) 36,105
Attributable to:
Equity holders of Sonae Sierra (20,950) 12,368
Non-controlling interests (6,273) 23,737
(27,223) 36,105

The accompanying notes form an integral part of these consolidated statements of comprehensive income.

SONAE SIERRA S.G.P.S., S.A. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

FOR THE PERIODS ENDED 30 JUNE 2012 AND 2011

(Translation of statements of changes in equity originally issued in Portuguese - Note 14)

(Amounts stated in thousands of Euro)

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- - - - (15
,04
1)
15,
041
- - -
Div
ide
nds
dis
trib
ute
d
- - - - - (23
5)
,73
(23
5)
,73
(2,
)
165
(25
0)
,90
- - - - (15
1)
,04
(8,
)
694
(23
5)
,73
(2,
)
165
(25
0)
,90
Cur
nsl
atio
n d
iffe
tra
ren
cy
ren
ces
- - (6,
)
578
- - - (6,
)
578
(3,0
82)
(9,
)
660
Tra
nsf
to n
tro
llin
g in
tere
sts
er
on-
con
- - - - - - - - -
Cos
ts i
rred
wi
th t
he
IPO
in
Bra
zil
ncu
- - - - (2,
332
)
- (2,
332
)
(1,
)
167
(3,
499
)
Fai
lue
of
hed
gin
g in
stru
nts
r va
me
- - - 11
,47
8
- - 11
,47
8
6,5
42
18
,02
0
Def
ed
in
fair
lue
of
hed
gin
g in
tax
stru
nts
err
va
me
ital
inc
se/
dec
- - - (3,
)
139
- - (3,
)
139
(1,
)
700
34
0
(4,
)
839
34
Cap
rea
rea
se
Acq
uis
itio
ns/
sal
f su
bsid
iari
effe
ct
e o
es
(12
3)
,24
(31
3)
-
(12
6)
,55
,97
83,
944
,97
0
71
,38
8
Con
sol
ida
ted
ofit
fo
riod
ded
t pr
30
Ju
201
1
ne
r pe
en
ne
- - - -
-
- 13,
179
13
,17
9
23,
137
36
,31
6
Oth
ers
- - - - 73 - 73 7 80
Bal
t 30
Ju
201
1
anc
e a
ne
162
,24
5
57
,32
9
26,
081
(12
2)
,85
730
,83
9
13,
179
97
6,8
21
572
,62
6
1,5
49,
447
mb
Bal
t 3
1 D
201
1
anc
e a
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er
162
,24
5
57
,32
9
5,2
73
(23
9)
,88
730
,49
9
9,7
48
94
1,2
05
551
,06
2
1,4
92,
267
App
riat
ion
of
sol
ida
ted
t pr
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r 20
11:
rop
con
ne
Tra
nsf
o le
gal
d re
tain
ed
nin
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ser
ves
an
ear
gs
- - - - (11
,38
6)
386
11,
- - -
Div
ide
nds
dis
trib
ute
d
- - - - - (21
4)
,13
(21
4)
,13
(3,
)
773
(24
7)
,90
- - - - (11
6)
,38
(9,
)
748
(21
4)
,13
(3,
)
773
(24
7)
,90
Cur
nsl
atio
n d
iffe
tra
ren
cy
ren
ces
- - (23
,06
4)
- - - (23
,06
4)
(12
,14
6)
(35
,21
0)
Fai
lue
of
hed
gin
g in
stru
nts
r va
me
- - - (71
9)
10
9
- - (71
9)
10
9
(52
6)
70
(1,
)
245
17
Def
ed
tax
in
fair
lue
of
hed
gin
g in
stru
nts
err
va
me
Cap
ital
inc
se/
dec
rea
rea
-
-
-
-
- - - 9
se
ns/
Acq
uis
itio
sal
f su
bsid
iari
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ct
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- - -
-
-
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-
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-
-
-
-
-
Cha
s in
shi
f su
bsid
iari
nge
ow
ner
p o
es
- - - - - - - -
-
Con
sol
ida
ted
t pr
ofit
fo
riod
ded
30
Ju
201
2
ne
r pe
en
ne
- - - - - 2,8
56
2,8
56
6,3
29
9,1
85
Oth
ers
- - - - (13
2)
- (13
2)
- (13
2)
Bal
t 30
Ju
201
2
anc
e a
ne
162
,24
5
57
,32
9
(17
1)
,79
(24
9)
,49
718
,98
1
2,8
56
89
9,1
21
541
,01
6
1,4
40,
137

The accompanying notes form an integral part of these consolidated statement of changes in equity.

SONAE SIERRA, SGPS, S.A. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE PERIODS ENDED 30 JUNE 2012 AND 2011

(Translation of statement of cash flow originally issued in Portuguese - Note 14)

(Amounts stated in thousands of Euro)

2012 2011
OPERATING ACTIVITIES:
Received from clients
Paid to suppliers
Paid to personnel
182,690
(72,471)
(27,778)
195,034
(68,710)
(30,603)
Flows from operations 82,441 95,721
(Payments)/receipts of income tax
Other (payments)/receipts relating to operating activities
(3,223)
1,767
(6,610)
(4,557)
Flows from operating activities [1] 80,985 84,554
INVESTING ACTIVITIES:
Receipts relating to:
Investments
Tangible fixed assets
Interest income
Dividends
Other
468
11,223
7,424
624
-
19,739 283
120,723
4,648
152
3,176
128,982
Payments relating to:
Investments
Tangible fixed assets
Intangible fixed assets
Other
(650)
(45,544)
(409)
(1,299)
(47,902) (219)
(41,615)
(775)
(3,060)
(45,669)
Variation in Loans granted (64) (73)
Flows from investing activities [2] (28,227) 83,240
FINANCING ACTIVITIES:
Receipts relating to:
Capital increase and share premiums
Bank loans
Other
-
99,561
-
99,561 96,371
33,388
-
129,759
Payments relating to:
Interest expenses
Dividends
Decrease of share capital - nominal value and discounts and premiums
(31,437)
(27,510)
-
(29,547)
(2,167)
-
Bank loans
Other
Variation in Loans obtained - others
(44,074)
-
(103,021)
(931)
(137,539)
-
(169,253)
(1,081)
Flows from financing activities [3] (4,391) (40,575)
Variation in cash and cash equivalents [4]=[1]+[2]+[3] 48,367 127,219
Effect of exchange differences (8,651) 1,348
Cash and cash equivalents at the beginning of the year 150,099 54,129
Cash and cash equivalents at the end of the year 189,815 182,696

The accompanying notes form an integral part of these consolidated statements of cash flows.

SONAE SIERRA, SGPS, S.A. AND SUBSIDIARIES

Notes to the consolidated financial statements

as of 30 June 2012

(Translation of notes originally issued in Portuguese – Note 14)

(Amounts stated in thousands of Euro - kEuro)

1 INTRODUCTION

SONAE SIERRA, S.G.P.S., S.A. ("the Company" or "Sonae Sierra"), which has its head office in Lugar do Espido, Via Norte, Apartado 1197, 4471-909 Maia – Portugal, is the parent company of a group of companies ("the Group").

The Group's operations consist of investment, management and development of shopping centres.

The Group operates in Portugal, Brazil, Spain, Greece, Germany, Italy, Romania, Colombia, Morocco, Algeria and Netherlands.

These financial statements are presented in Euro because that is the currency of the primary economic environment in which the group operates.

2 PRINCIPAL ACCOUNTING POLICIES

The accompanying consolidated interim financial statements have been prepared according to the International Financial Report Standards ("IFRS") and approved by the European Union, applicable to economic years beginning on 1 January 2012. These correspond to the International Financial Reporting Standards ("IFRS") 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") and endorsed by the European Union.

The accompanying consolidated financial statements have been prepared on a going concern basis and under the historical cost convention, except for investment properties and financial instruments which are stated at fair value, from the accounting records of the companies included in the consolidation maintained in accordance with generally accepted accounting principles in the countries of each company adjusted, in the consolidation process, to International Financial Reporting Standards ("IFRS"), as endorsed by the European Union.

The board of Directors understands that the accompanying interim consolidated financial statements and the following disclosures, allow an adequate presentation of interim consolidated financial information under IAS 34 – Interim financial reporting. To obtain additional information on the accounting policies of the Group and other information, please refer to the annual consolidated financial statements as of 31 December 2011.

New accounting standards and their impact in these consolidated financial statements

The following standards and interpretations, with mandatory application in future financial years, were, until the date of approval of these financial statements, endorsed by the European Union:

Applicable for
financial years
beginning on / after
Amendments to IAS 1 - Presentation of Items of Other Comprehensive Income 01-Jul-12
Amendments to IAS 19 - Employee Benefits 01-Jan-13

These standards, despite being endorsed by the European Union, were not adopted by the Group in 2012 because their application is not yet mandatory. It is not anticipated that there will be retrospective adjustments in the consolidated financial statements of the Group from the adoption of these standards.

The following standards and interpretations were issued by the IASB and they are not yet endorsed by the European Union:

Applicable for
financial years
beginning on / after
IFRS 9 - Financial Instruments 01-Jan-15
IFRS 10 - Consolidated Financial Statements 01-Jan-13
IFRS 11 - Joint Arrangements 01-Jan-13
IFRS 12 - Disclosure of Interests in Other Entities 01-Jan-13
IFRS 13 - Fair Value Measurement 01-Jan-13
IAS 27 (Revised 2011)- Separate Financial Statements 01-Jan-13
IAS 28 (Revised 2011)- Investments in Associates and Joint Ventures 01-Jan-13
Amendments to IAS 12 - Deferred Tax: Recovery of Underlying Assets 01-Jan-12
Amendments to IFRS 1 - Severe H
yperinflaction and Removal of Fixed Dates for Fisrt-time Adopters
e d
e ts to
S
a c a
st u
e ts
sc osu es
O sett
g
a c a
ssets a d
01-Jul-11
a c a
Liabilities 01-Jan-13
Amendments to IAS 32 - Financial Instruments - Offsetting Financial Assets and Financial Liabilities 01-Jan-14
Amendments to IFRS 1 - Government Loans 01-Jan-13
Improvements to IFRS (2009-2011) 01-Jan-13
Transition Guidance (Amendments to IFRS 10, IFRS 11 and IFRS 12) 01-Jan-13
IFRIC 20 - Stripping Costs in the Production Phase of a Surface Mine 01-Jan-13

Regarding IFRS 11 – Joint Arrangements, it is estimated a significant impact on the consolidated financial statements, namely derived from the abolition of the proportional method of consolidation regarding the Group's investments in joint ventures. In relation to the remaining standards it is not anticipated any significant impact on the accompanying consolidated financial statements. Any of these standards were adopted by the Group as they were not yet endorsed by the European Union.

3 INVESTMENTS IN ASSOCIATES AND COMPANIES EXCLUDED FROM CONSOLIDATION

The associated companies and other companies excluded from consolidation, their head offices, percentages of their share capital held by the Group and book value as of 30 June 2012 and 31 December 2011, are as follows:

30 June 2012
Head Net Net profit
Office Assets Liabilities Equity Profit % own Book value held
Associated companies:
Campo Limpo Lda S. Paulo (Brazil) 71,586 17,484 54,102 4,988 10.00% 5,410 499
Sierra Portugal Real Estate ("SPF") (*)
Goodwill SPF
Luxembourg 384,285 281,685 102,600 (5,773) 47.50% 48,736
13,047
(2,742)
-
Sonaegest - Soc . Gestora de Fundos de Investimento, S Maia 1,540 195 1,345 328 20.00% 269 65
ALEXA Asset GmbH & Co, KG (**)
Goodwill Alexa
Dusseldorf (Germany) 388,971 218,057 170,914 21,836 9.00% 15,382
518
1,965
-
83,362 (213)
Other participations:
Ercasa Cogeneración S.A. Grancasa (Spain) 5.00% 48 -
Car Parking of Grancasa Grancasa (Spain) 62.37% 216 -
Sierra Cevital Shopping Center, Spa Algeria 49.00% 98 -
362 -
83,724 (213)
31 December 2011
Head Net Net profit
Office Assets Liabilities Equity Profit % own Book value held
Associated companies:
Campo Limpo Lda S. Paulo (Brazil) 72,197 17,253 54,944 16,873 10.00% 5,494 1,687
Sierra Portugal Real Estate ("SPF") (*)
Goodwill SPF
Luxembourg 396,681 289,208 107,473 (27,559) 47.50% 51,051
13,047
(13,091)
(980)
Sonaegest - Soc . Gestora de Fundos de Investimento, S Maia 1,531 121 1,410 436 20.00% 282 87
ALEXA Asset GmbH & Co, KG (**)
Goodwill Alexa
Dusseldorf (Germany) 379,934 222,269 157,665 11,030 9.00% 14,190
518
497
-
84,582 (11,800)
Other participations:
Ercasa Cogeneración S.A. Grancasa (Spain) 5.00% 48 -
Car Parking of Grancasa Grancasa (Spain) 62.37% 242 -
Sierra Cevital Shopping Center, Spa Algeria 49.00% 98 -
388 -
84,970 (11,800)

(*) Amounts related to the consolidated accounts of "SPF". This company owns the following investments:

% own
8ª Avenida Centro Comercial, SA. 100%
ALBCC Albufeirashopping C.Comercial S.A. 50%
Arrábidashopping- Centro Comercial, S.A. 50%
Gaiashopping I- Centro Comercial, S.A. 50%
Gaiashopping II- Centro Comercial, S.A. 50%
LCC LeiriaShopping Centro Comercial S.A. 100%
Loureshopping- Centro Comercial, S.A. 50%
PORTCC - Portimaoshopping C.Comercial S.A. 50%
Rio Sul- Centro Comercial, S.A. 50%
Serra Shopping- Centro Comercial, S.A. 50%

(**) At the end of 2011 it was acquired an aditional percentage of 4.5% of Alexa KG which had no impac t in the Consolidated net profit of 2011; the net profit of the company was integrated at 4.5%.

The associated companies were included in the consolidation by the equity method.

During the first half years ended 30 June 2012 and 2011, the movement occurred in associated companies was as follows:

30.06.12 30.06.11
Opening balance 84,582 88,917
Capital decrease (468) -
Effect of the application of the equity method:
Hedging reserve 482 1,408
Translation reserve (365) (77)
Net profit (213) (2,096)
Dividends (656) (152)
Impairment losses - -
83,362 88,000

4 ACQUISITION AND SALE OF COMPANIES

During the first half of 2012 didn't occurred any acquisitions and sales of companies.

The main acquisitions and sales of companies occurred during the first half of 2011 were as follows:

Sale of subsidiaries:

During February and March 2011, the jointly controlled entity Sonae Sierra Brasil SA ("Sonae Sierra Brasil"), a company incorporated under the Brazilian law, carried out an initial public offer of 23,251,043 ordinary shares issued by the Company, all nominative, without par value, free and clear of any liens or charges, at the price of R\$ 20.00 per share, for a total of R\$ 465,020,860.00. After this operation, the jointly controlled entity "Sonae Sierra Brasil," which holds companies headquartered in Brazil, is now held by the Group at 33.32%. This transaction resulted in a loss of kEuro 12,556 recognised in the equity, which includes the transfer to non-controlling interests of the currency conversion reserve in the amount of KEuro -12,243. At this date were also recognised in equity the costs of the public offering (net of taxes) worth KEuro 2,332.

5 INVESTMENT PROPERTIES

The movement in investment properties during the first half years ended 30 June 2012 and 2011 was as follows:

30 June 2012
Investment properties
in progress
in operation "Fit Out" at cost at fair value Advances Total
Opening balance 3,100,957 3,812 134,237 120,574 1,725 3,361,305
Increases 21,967 999 29,540 14,987 - 67,493
Impairments and write-off - - (1,037) - - (1,037)
Sales (2,289) - (8,594) - - (10,883)
Fit-out receivables - (1,061) - - - (1,061)
Transfers - (237) (76) (143) - (456)
Increases by transfer from investment properties in
progress:
- Produc tion cost 108,425 15 25,828 (134,268) - -
- Adjustment to fair value 2,836 - - (1,350) - 1,486
Variation in fair value of the investment properties
between years
- Gains 40,726 51 - - - 40,777
- Losses (80,538) (94) - - - (80,632)
Currency translation differences (37,177) - (5,753) 200 - (42,730)
Closing balance 3,154,907 3,485 174,145 - 1,725 3,334,262
30 June 2011
Investment properties
in progress
in operation "Fit Out" at cost at fair value Advances Total
Opening balance 3,259,697 4,058 123,288 78,528 1,725 3,467,296
Increases 9,689 - 738 31,452 - 41,879
Impairments and write-off - - (3,626) - - (3,626)
Sales (120,000) - - - - (120,000)
Fit-out receivables - (216) - - - (216)
Transfers - - (245) (24) - (269)
Increases by transfer from investment properties in
progress:
- Produc tion cost 8,290 - 1,807 (10,097) - -
- Adjustment to fair value 6,263 - - (3,670) - 2,593
Variation in fair value of the investment properties
between years
- Gains 40,842 100 - - - 40,942
- Losses (31,973) (35) - (3,351) - (35,359)
Currency translation differences (7,956) - 469 (397) - (7,884)
Closing balance 3,164,852 3,907 122,431 92,441 1,725 3,385,356

As of 30 June 2012, 31 December 2011 and 30 June 2011 investment properties in operation can be detailed as follows:

30.06.12 31.12.11 30.06.11
Exit Yield
10 yr discount rate
Exit Yield
10 yr discount rate
10 yr discount rate Exit Yield
Floor Cap Floor Cap Amount Floor Cap Floor Cap Amount Floor Cap Floor Cap Amount
Portugal/Spain
Other European Countries
Brazil
8.95%
6.50%
12.50%
12.75%
13.50%
14.00%
6.45%
6.00%
8.00%
10.25%
10.50%
9.50%
1,873,802
733,536
547,569
3,154,907
8.15%
0.00%
0.00%
12.05%
13.00%
14.00%
6.15%
0.00%
0.00%
10.05%
10.00%
9.50%
1,930,202
684,483
486,272
3,100,957
0.00%
0.00%
0.00%
11.95%
10.75%
14.00%
0.00%
0.00%
0.00%
9.45%
8.00%
9.50%
2,012,969
673,246
478,637
3,164,852

The fair value of each investment property was determined by means of a valuation as of the reporting date made by an independent specialised entity (Cushman & Wakefield).

The valuation of these investment properties was made in accordance with the Practice Statements of the RICS Appraisal and Valuation Manual published by The Royal Institution of Chartered Surveyors ("Red Book"), located in England.

The methodology used to compute the market value of the investment properties consists in preparing 10 years projections of income and expenses of each shopping centre added to the residual value, corresponding to a projected net income of year 11 and a return market rate ("Exit yield" or "cap rate"). These projections are then discounted to the valuation date using a discount market rate. Projections are intended to reflect the actual best estimate of the valuer regarding future revenues and costs of each shopping. Both the return rate and discount rate are defined in accordance to the local real estate and institutional market conditions, being the reasonability of the market value obtained in accordance to the methodology above referred, tested also in terms of initial return, and obtained with the estimated net income for the 1st year of projections.

In the valuation of investment properties some assumptions, that in accordance with the Red Book are considered to be special, were in addition considered, namely in the case of recently inaugurated shopping centres, in which the possible costs still to be incurred were not considered, as the accompanying financial statements already include a provision for them.

The open market value of the investment properties under development as at the reporting date is calculated by subtracting from the open market value at opening, calculated using the methodology described above, the investment necessary to finish the project and weighted by a risk factor defined by the valuer.

The Market

According to the valuer, whenever uncertainty could have a material effect on the opinion of value, the Red Book requires the valuer needs to draw attention to this, indicating the cause of the uncertainty and the degree to which this is reflected in the valuation reported.

It is opinion of the valuer that the ongoing lack of availability of finance continues to impact on the market, particularly for secondary or vacant properties, which have experienced unusually low transaction volumes. As a consequence, there has been a significant reduction in market evidence upon which to base its valuation and so the valuer has had to exercise a greater degree of judgement than usual. The valuer has considered both current and historic market evidence available and endeavoured to reflect current market sentiment, although the signals are mixed.

It has been held that valuers may properly conclude within a range of values. This range is likely to be greater in an illiquid market where inherent uncertainty exists and a greater degree of judgment must therefore be applied.

Although some companies are facing financial difficulties, it is not appropriate to conclude all recent market activity represents forced transactions. An imbalance between supply and demand (for example. fewer buyers than sellers) is not always a determinant of a forced transaction. A seller might be under financial pressure to sell, but it is still able to sell at a market price if there is more than one potential buyer in the market and a reasonable amount of time is available for marketing. Similarly, transactions initiated during bankruptcy should not automatically be assumed to be forced.

The valuers strongly recommend that the company keep the valuation of the subject properties under review. The Group should also anticipate a longer marketing period than would previously have been expected in the event that any property is offered for sale.

As of 30 June 2012, 31 December 2011 and 30 June 2011 the fair value of the fit out contracts existing in each investment property was as follows:

30.06.12 31.12.11 30.06.11
10 yr discount rate Exit Yield Exit Yield
10 yr discount rate
Exit Yield
10 yr discount rate
Floor Cap Floor Cap Amount Floor Cap Floor Cap Amount Floor Cap Floor Cap Amount
Portugal/Spain 9.10% 12.10% 6.85% 9.85% 3,485 8.95% 11.75% 6.70% 9.50% 3,812 8.65% 11.40% 6.40% 9.00% 3,907
3,485 3,812 3,907

The fair value of the fit out contracts was determined by means of a valuation as of the reporting date made by an independent specialised entity (Cushman & Wakefield). The methodology used to compute the fair value of the fit out contracts consisted in determining the discounted estimated cash flows of each one of the fit out contracts, using a discounted marked rate, similar to the one used in determining the fair value of the investment property to which each fit out contract relates.

As of 30 June 2012 and 31 December 2011 the following investment properties had been given in guarantee of bank loans:

Airone Grancasa Parque Principado
Algarveshopping Guimarãeshopping Pátio Boavista
Alverca La Farga Pátio Londrina
Arrabidashopping Le Terrazze Pátio Uberlândia
Cascaishopping Loop 5 Plaza Mayor
Centro Colombo Luz del Tajo Plaza Mayor Shopping
Centro Vasco da Gama Madeirashopping River Plaza Mall
Coimbrashopping Maiashopping Solingen
Dos Mares Manauara Shopping Torre Ocidente
Estação Viana Max Center Valecenter
Freccia Rossa Munster Arkaden Valle Real
Gaiashopping Norteshopping Viacatarina
Gli Orsi Parque Atlântico Zubiarte

As of 30 June 2012 and 31 December 2011 there were no material contractual obligations to purchase, construct or develop investment properties or for repairs or maintenance, other than those referred to above.

30.06.12 31.12.11 30.06.11
Investment properties at cost:
Portugal:
Alverca 6,151 6,147 6,139
Centro Bordalo 3,787 3,785 3,770
Parque de Famalicão 1,257 1,257 1,257
Others 180 30 17
Germany:
Alexa Tower 12,000 12,000 6,000
Garbsen 1,971 1,967 1,921
Solingen 19,763 14,953 43
Others 14 14 14
Brazil:
Boulevard Londrina Shopping 33,674 - -
Goiânia Shopping 27,420 15,707 10,807
Others 81 870 -
Spain:
Pulianas Shopping - 117 206
Dos Mares - expansion 430 430 2,810
Greece:
Aegean Park 10,105 10,062 10,018
Pantheon Plaza 1,778 1,778 1,778
Ioannina 17,396 17,371 17,300
Others 7 - -
Italy:
Le Terrazze (Hypermarket) - - 9,114
Caldogno - 7,966 9,958
Others - 15 -
Romania:
Craiova Shopping 33,099 33,375 33,131
Ploiesti Shopping 14,065 14,524 14,839
183,178 142,368 129,122
Impairment for assets at risk (7,308) (6,406) (4,966)
175,870 135,962 124,156
Investment property at fair value:
Brazil:
Uberlândia Shopping - 42,239 31,517
Boulevard Londrina Shopping - 31,711 23,942
Italy:
Le Terrazze - 46,624 36,982
- 120,574 92,441
175,870 256,536 216,597

As of 30 June 2012, 31 December 2011 and 30 June 2011 investment properties in progress can be detailed as follows:

The amounts of kEuro 7,308, kEuro 6,406 and kEuro 4,966 in 30 June 2012, 31 December 2011 and 30 June 2011, respectively, recorded under caption "Impairment for Assets at Risk" are related to the provision made to anticipate losses due to the non development of some of the actual projects, because of the uncertainty of markets.

The Aegean Park investment property in progress corresponds, at the moment, to the value of a site in Athens, Greece. In accordance with the information received, the local Municipal Authorities intention is to classify part of the site as green area, and the Management is being involved in negotiations with the local Municipal Authorities with the objective of determining which will be the final use of that site. The Board of Directors still believes that there will be no losses in the realisation value of the site; therefore no impairment losses have been recognised.

Investment properties in progress include borrowing expenses incurred during the construction period. As of 30 June 2012 and 31 December 2011, total borrowing expenses capitalised amounted to kEuro 1,939 and kEuro 3,788, respectively.

6 GOODWILL

The movement in goodwill during the years ended 30 June 2012 and 31 December 2011 was as follows:

2012 2011
(6 months) (12 months)
Opening balance 45,723 46,406
Impairment losses of the year - (683)
Closing balance 45,723 45,723

As of 30 June 2012 and 31 December 2011 goodwill was made up as follows:

30.06.12 31.12.11
Year of
of Carrying Carrying
aquisition Amount Amount
Iberian Assets, S.A:
Grancasa 2002 1,471 1,471
Max Center 2002 4,558 4,558
Valle Real 2002 (558) (558)
Valle Real 2003 1,000 1,000
6,471 6,471
La Farga 2005 60 60
2009 (58) (58)
2 2
Parque Principado 2004 997 997
Luz del Tajo 2005 2,919 2,919
Dos Mares 2005 1,298 1,298
Valecenter 2005 28,340 28,340
River Plaza Mall 2007 1,334 1,334
Gli Orsi 2008 1,642 1,642
Le Terrazze 2009 2,720 2,720
39,250 39,250
45,723 45,723

The impairment tests made to the goodwill are based on the "Net Asset Value" ("NAV") at the statement of reporting date of the participations held.

7 BANK LOANS

As of 30 June 2012 and 31 December 2011 bank loans obtained were made up as follows:

30.06.12
31.12.11
Used amount
Used amount
Financing Non Non Reimbursement
Bond Loans: Entity Limit Current current Limit Current current Due date plan
Sonae Sierra SGPS Caixa BI - 75,000 - 75,000 75,000 - 75,000 Jul/2013 Final
Sonae Sierra Brasil SA
Sonae Sierra Brasil SA
-
-
-
-
18,516
39,651
-
-
18,516
39,651
-
-
-
-
-
-
Feb/2017
Feb/2019
Final
Final
Total Bond Loans 133,167 - 133,167 75,000 - 75,000
Bank Loans:
3shoppings - Holding, SGPS, S.A
3shoppings - Holding, SGPS, S.A
Eurohypo
Eurohypo
(b),(f),(g)
(b),(c),(f),(g)
54,468
8,449
1,945
1,785
52,523
6,664
54,468
8,449
1,945
1,785
52,523
6,664
Jul/2019
Jun/2014
Annual
Annual
Airone Shopping Centre, SA Eurohypo (b),(c),(f),(g) - - - 8,000 8,000 - May/2012 Final
Algarveshopping- C.C., S.A. ING Bank (b),(c),(f),(g) 22,275 450 21,825 22,500 450 22,050 Nov/2016 Quarterly
Project Sierra 8, BV
ARP Alverca Retail Park
ING Bank
CGD
(b),(c),(f),(g)
(a),(b),(i)
22,275
10,500
450
-
21,825
3,999
22,500
10,500
450
-
22,050
3,999
Nov/2016
Aug/2013
Quarterly
Final
Arrábidashopping - C.C., S.A. Eurohypo (a),(b),(c) (f),(g) 13,098 1,339 11,759 13,763 1,330 12,433 Mar/2017 Quarterly
Arrábidashopping - C.C., S.A. Eurohypo (a),(b),(f),(g) 8,247 485 7,762 8,247 485 7,762 Mar/2017 Annual
Arrábidashopping - C.C., S.A. Eurohypo (a),(b),(c),(f),(g) 10,710 570 10,140 10,980 540 10,440 Mar/2017 Quarterly
Cascaishopping - C.C., S.A.
Cascaishopping - C.C., S.A.
Eurohypo
Eurohypo
(a),(b),(f),(g)
(a),(b),(c),(f),(g)
49,142
26,000
1,843
-
47,299
26,000
50,985
26,000
1,843
-
49,142
26,000
May/2027
Jan/2016
Annual
Final
Centro Colombo - C.C., S.A. Eurohypo (a),(b),(c),(f),(h) 112,250 - 112,250 112,250 - 112,250 May/2017 Final
Centro Colombo - C.C., S.A. Eurohypo, ING (a),(b),(c),(f),(h) 500 - 500 500 - 500 May/2017 Final
Shopping C. Colombo, BV Eurohypo, ING (a),(b),(c),(f),(h) 49,500 - 49,500 49,500 - 49,500 May/2017 Final
Centro Vasco da Gama, S.A.
Dos Mares - Shop. Centre S.A.
ING
Aareal Bank
(a),(b),(c),(f),(h)
(b),(f),(g)
51,350
16,475
1,950
16,475
49,400
-
52,325
16,925
1,950
16,925
50,375
-
Aug/2016
Sep/2012
Quarterly
Quarterly
Estação Viana- C.C., S.A. BES (b),(c),(f),(g) 29,316 2,604 26,712 30,576 2,520 28,056 Dec/2015 Haf Year
Freccia Rossa - Shop.C. S.r.l. Unicredit (a),(b),(c),(f),(g) 52,105 1,463 50,642 52,479 979 51,500 Dec/2025 Haf Year
Freccia Rossa - Shop.C. S.r.l. Unicredit (a),(f),(g) 3,069 2,763 306 6,916 - 6,916 Apr/2013 Haf Year
Gaiashopping I- C.C., S.A. Eurohypo (a),(b),(f),(g) 24,613 825 23,788 24,613 825 23,788 Nov/2026 Annual
Gaiashopping I- C.C., S.A.
Gli Orsi - Shopping Centre S.r.l.
Eurohypo
Bayern LB
(a),(b),(f),(g)
(a),(b),(c),(f),(g)
8,875
67,500
375
2,000
8,500
65,500
9,025
71,000
325
9,366
8,700
61,634
Aug/2016
Jun/2016
Annual
Quarterly
Iberian Assets, SA Eurohypo (a),(b),(f),(g) 14,725 2,104 12,621 15,777 2,104 13,673 Jun/2019 Haf Year
Iberian Assets, SA Eurohypo (a),(b),(f),(g) 22,799 674 22,125 22,800 675 22,125 Jul/2018 Annual
Iberian Assets, SA Eurohypo (a),(b),(f),(g) 19,319 1,250 18,069 19,919 1,200 18,719 Nov/2020 Haf Year
Iberian Assets, SA
La Farga - Shopping Center, SL
Eurohypo
Eurohypo
(a),(b)
(a),(b),(f),(g)
14,725
12,750
301
6,477
14,424
6,273
14,875
13,500
301
750
14,574
12,750
Jan/2026
Apr/2014
Haf Year
Annual
Le Terrazze - Shopping Centre 1 Sr Unicredit (a),(b) ,(i) ,(j) 27,500 459 27,041 27,500 106 21,048 Dec/2024 Haf Year
Le Terrazze - Shopping Centre 1 Sr Unicredit (a),(b),(i),(j) 6,500 - 6,500 6,500 - 4,778 Dec/2015 Final
Loop 5-Shopping Centre, Gmbh Bayern LB (a),(b),(f),(h) 90,246 1,528 88,718 90,992 1,505 89,487 Jan/2019 Quarterly
Luz del Tajo C.C. S.A. Deutsche
Pfandbriefbank
(b),(c),(f),(g) 45,700 - 45,700 45,700 - 45,700 Jun/2014 Final
Madeirashopping- C.C., S.A. ING (a),(b),(f),(h) 17,550 450 17,100 17,775 450 17,325 Aug/2015 Quarterly
Münster Arkaden, BV Nord LB (b),(c),(f),(g) 120,098 2,496 117,602 121,281 2,407 118,874 Dec/2016 Quarterly
Norteshopping - C.C., S.A.
Norte Shopping B.V.
Eurohypo
Eurohypo
(a),(b),(f),(g)
(a),(b),(f),(g)
35,398
35,979
-
4,079
35,398
31,900
35,398
38,018
-
4,079
35,398
33,939
Dec/2014
Dec/2014
Quarterly
Haf Year
Parque Atlântico Shop.- C.C., SA CGD, BCP (a),(b),(i) 12,600 1,400 11,200 13,300 1,400 11,900 Dec/2015 Quarterly
Parque Principado S.L. Calyon (a),(b),(c),(f),(h) 56,700 - 56,700 56,700 - 56,700 Jul/2013 Final
Pátio Boavista Shopping Ltda Banco Itaú (a),(e) 4,204 952 3,252 4,995 1,016 3,979 Nov/2016 Monthly
Pátio Boavista Shopping Ltda Banco Itaú (a),(b),(e) 10,208 1,701 8,507 10,897 908 9,989 May/2018 Monthly
Pátio Goiânia Shopping Ltda
Pátio Londrina Empr. e Part. Ltda
Banco Santander
Banco Bradesco
(a),(b),(e)
(a),(b),(d),(e)
41,113
10,543
-
476
10,317
10,067
-
11,062
-
71
-
10,991
Jun/2013
Oct/2025
Monthly
Monthly
Pátio Sertório Shopping Ltda BASA (a),(b),(d),(e),(l) 21,774 1,361 20,413 23,242 - 23,242 Dec/2020 Monthly
Pátio Uberlândia Shopping Ltda Banco Bradesco (a),(b),(d),(e) 14,959 767 14,192 14,678 188 14,490 Oct/2025 Monthly
Plaza Mayor Shopping, SA Eurohypo (b),(f),(g) 33,392 1,387 32,005 34,688 1,295 33,393 Apr/2019 Annual
Plaza Mayor - Parque de Ocio, S.A.
River Plaza Mall Srl
Eurohypo
Société Générale/BRD
(b)
(b),(c )
22,718
21,789
1,803
1,930
20,915
19,859
24,461
22,113
1,743
2,245
22,718
19,868
Apr/2018
May/2018
Annual
Quarterly
Sierra Investimentos Brasil, Ltda. Banco Itaú
Deutsche
(a),(c),(d),(e) 2,944 862 2,082 3,603 920 2,683 Nov/2015 Monthly
Solingen, GmbH Hypothekenbank (a),(b),(c),(j) 43,500 - 13,335 43,500 - 9,652 Apr/2017 Quarterly
Torre Ocidente Imobiliária, S.A. CGD (a),(b),(i) 12,250 - 9,898 12,250 - 9,898 Sep/2017 Haf Year
Valecenter Srl Eurohypo (b),(c),(f),(g) 88,450 3,538 84,912 90,158 3,416 86,742 Jun/2015 Quarterly
Via Catarina- C.C., S.A.
Zubiarte Inversiones Inmobil.,SL.
Eurohypo
ING
(a),(b)
(a),(b),(f),(g)
17,542
21,512
588
8,254
16,954
13,258
17,836
21,959
294
8,127
17,542
13,832
Feb/2027
Jun/2017
Annual
Quarterly
Total Bank Loans 1,540,204 82,159 1,388,231 1,537,978 84,918 1,402,291
Deferred bank expenses incurred on the issuance of bank debt (1,553) (7,884) (1,567) (7,517)
80,606 1,513,514 83,351 1,469,774
Fair value of the financial hedging instruments - asset
Fair value of the financial hedging instruments - liability
-
-
(1)
50,254
-
-
-
48,611
80,606 1,563,767 83,351 1,518,385

(a) These amounts are considered at the control proportion held by the Group

(b) To guarantee the repayment of these loans, the Group pledged the real estate properties owned by these companies

(c) To guarantee the repayment of this loan, the Group pledged the shares of this subsidiary (d) To guarantee the repayment of this loan, the Group has a bank guarantee.

(e) In this loan the Sonae Sierra Brasil, SA was the guarantor

(f) This loan has a covenant "Loan to Value": Financial liabilities / Fair value of the investment property

(g) This loan has a covenant "Debt Service Cover Ratio": Cash flow / (Paid interests plus capital amortization) (h) This loan has a covenant "Interest Cover Ratio": Cash flow / Paid interests

(i) This loan has a covenant "Debt to equity cover ratio": Equity / Financial liabilities

(j) Sonae Sierra SGPS provided a guarantee or a comfort letter to the bank in name of its subsidiary.

(k) Sierra Investments SGPS provided a comfort letter to the bank in name of its subsidiary. (l) In this loan the Sierra Investmentos Brasil, Ltda was the guarantor

Bank loans bear interests at market interest rates and were all contracted in Euro, except for the bank loans of Sierra Investimentos Brasil Ltda, Pátio Boavista Ltda, Pátio Goiânia Shopping, Ltda, Pátio Londrina Empr. e Part. Ltda, Pátio Sertório Ltda, Pátio Uberlândia Ltda and Sonae Sierra Brasil, SA which were contracted in Brazilian Real and translated to Euro using the exchange rate prevailing at the reporting date.

Bank loans with covenants were analyzed by the Group at the date of statement of financial position and, in situations where there were breaches the corresponding debt was reclassified to short term facility. These situations have occurred in case of loans obtained by Zubiarte, La Farga and River Plaza. Negotiations are currently underway in order to obtain a debt rescheduling with the correspondent banks.

30.06.12 31.12.11
N+1 82,159 84,918
N+2 276,486 189,031
N+3 160,709 174,552
N+4 128,143 164,639
N+5 511,221 229,425
N+6 and following years 444,839 719,644
1,603,557 1,562,209

As of 30 June 2012 and 31 December 2011, the loans are repayable as follows:

As of 30 June 2012 and 31 December 2011, the Group's financial instruments related to interest rate swaps, zero cost collars and exchange rate non deliverable forwards were as follows:

30.06.2012 31.12.11
Fair value of the financial Fair value of the financial
instrument instrument
Loan Asset Liability Loan Asset Liability
Financial hedging instruments:
"Swaps":
3 Shoppings / Caixa BI 62,917 - 2,093 62,917 - 1,925
Airone / BBVA - - - 8,000 - 95
22,275 - 862 22,500 - 618
ArrábidaShopping / BBVA 8,247 - 148 8,247 - 260
Cascaishopping / BES 49,142 - 1,030 50,985 - 859
Cascaishopping / BES 26,000 - 1,927 26,000 - 1,697
Colombo / BBVA 112,750 - 6,521 112,750 - 1,892
Colombo / Santander - - - - - 5,581
Shopping Colombo BV/ BBVA 49,500 - 863 49,500 - 831
Shopping Colombo BV/ ING - - - - - 333
El Rosal / BES - - - - - -
El Rosal / BES - - - - - -
Estação Viana / BES - - - - - -
Freccia Rossa / Unicredit 36,688 - 525 36,950 - 787
Freccia Rossa / Unicredit 1,934 - 115 4,626 - 178
Gaiashopping / Caixa BI 24,613 - 552 24,613 - 716
Gli Orsi / Bayerische Landesbank 67,500 - 4,402 71,000 - 3,629
Le Terrazze / Unicredit 27,500 - 1,293 27,500 - 986
Münster Arkaden / BPI 120,098 - 15,247 121,281 - 13,956
Norteshopping / Eurohypo / BPI - - - 35,398 - -
Norteshopping BV / Eurohypo - - - 38,018 - -
Plaza Éboli / Deustche Pfandbriefbank - - - - - -
Plaza Mayor Shopping / BES 17,344 - 1,520 23,125 - 1,393
22,275 - 862 22,500 - 618
River Plaza / Société Générale 21,789 - 3,548 22,113 - 3,445
Torre Ocidente / Caixa BI - - - 12,250 - -
Valecenter / Eurohypo 21,750 - 1,153 22,170 - 1,001
Vasco da Gama / BES 51,350 - 1,171 52,325 - 1,005
Viacatarina / BPI 17,542 - 104 17,836 - 304
- 43,936 - 42,109
Options:
Algarve / RBS * - - - 22,500 - -
Sierra BV / RBS * - - - 22,500 - -
Arrábidashopping / BES 10,710 - 315 10,980 - 319
Arrábidashopping / BPI 13,098 - 393 13,763 - 396
Cascaishopping / Santander - - - - - -
Dos Mares / BBVA 16,475 - 62 16,925 - 139
Gaiashopping / BBVA - - - 9,025 - -
Luz del Tajo / Deustche Pfandbriefbank 36,560 - 1,217 36,560 - 1,046
Parque Principado / Calyon* 56,700 (1) - 56,700 - -
Valecenter / Eurohypo - - - - - -
(1) 1,987 - 1,900
Financial hedging instruments ineffective:
Sonae Sierra SGPS / BES 75,000 - 4,331 75,000 - 4,602
- 4,331 - 4,602
(1) 50,254 - 48,611

(*) These hedging instruments are a Cap. For the remaining ones, we have contracted Zero Cost Collars

The fair value of the financial hedging instruments was recorded under Hedging Reserves of the Group (kEuro -27,939 and kEuro -26,552 in 30 June 2012 and 31 December 2011 respectively) and hedging reserves of the non-controlling interests (kEuro -17,983 and kEuro -17,457 in 30 June 2012 and 31 December 2011 respectively).

The interest rate swaps and zero cost collars are stated at their fair value at the reporting date, determined at the end of the year by the bank entities, with which the derivatives were contracted and at the end of each half year, by the valuation made by the corporate treasury department of the Group using a methodology and assumptions used by banks on each year end. The computation of the fair value of these financial instruments was made, taking into consideration to the reporting date, the update of the future cash-flows relating to the difference between the interest rate to be paid by the Company to the bank entity, with which the swap or collar was negotiated, and the variable interest rate to be received by the Company from the bank entity that granted the loan.

The main hedging principles used by the Group when negotiating these hedging financial instruments are as follows:

  • Matching between the cash-flows paid and received: there is coincidence between the dates of interest payments of the loans obtained and their date of the derivatives flows with the bank;
  • Matching in the index interest rate used: the reference index interest rates used in the derivatives and in the loan are coincident;
  • In a scenario of increase or decrease in interest rates, the maximum amount of interest payable is perfectly calculated.

8 OTHER BANK LOANS

As of 30 June 2012 and 31 December 2011 this caption was made up as follows:

30.06.12 31.12.11
Limit Current Limit Current
Short term facilities:
Cascaishopping - C.C., S.A. 873 - 873 -
Sierra B.V. 10,000 - 10,000 -
Sierra Portugal, SA 249 - 249 -
Sonae Sierra, SGPS, SA 52,970 4,962 52,970 -
64,092 4,962 64,092 -
Bank overdrafts - - - 133
64,092 4,962 64,092 133

9 ACCOUNTS PAYABLE TO OTHER SHAREHOLDERS

30.06.12 31.12.11
Current Non-Current Current Non-Current
SIERRA Investments (Luxembourg) 1 Sarl ("Luxco 1"):
Plaza Mayor Shopping B.V. - 2,396 - 2,912
SC Mediterranean Cosmos B.V. 41 34 - 34
Sierra European Retail Real Estate Assets Holdings BV 5,995 - 5,995 -
Zubiarte Inversiones Inmob,SA - 1,779 - 1,779
6,036 4,209 5,995 4,725
SIERRA Investments (Luxembourg) 2 Sarl ("Luxco 2"):
Plaza Mayor Shopping B.V. - 1,917 - 2,329
SC Mediterranean Cosmos B.V. 33 25 - 25
Sierra European Retail Real Estate Assets Holdings BV 4,796 - 4,796 -
Zubiarte Inversiones Inmob,SA - 1,423 - 1,423
4,829 3,365 4,796 3,777
Others - 1 - 1
- 1 - 1
10,865 7,575 10,791 8,503

As of 30 June 2012 and 31 December 2011 this caption was made up as follows:

The amounts payable to Luxco 1 and Luxco 2 relate to shareholder loans payable by the subsidiaries and jointly controlled companies of Sierra BV, to the other shareholders of Sierra BV. These loans bear interests at market interest rates and were contracted in Euro. For the amounts classified as non-current the reimbursement is not expected in the short term.

10 NON-CONTROLLING INTERESTS

As of 30 June 2012, 31 December 2011 and 30 June 2011 the movement in noncontrolling interests was as follows:

Balance P&L
% 30.06.12 31.12.11 30.06.12 31.12.11 30.06.11
Sierra BV 49.90% 361,104 370,703 (8,941) (4,505) 7,685
Others 179,912 180,359 15,270 29,281 15,452
541,016 551,062 6,329 24,776 23,137

11 SEGMENT INFORMATION

In accordance to the Management Report, the segments used by the Management of the Group are as follows:

  • Sierra Investments
  • Sierra Developments
  • Sierra Management
  • Sonae Sierra Brazil
30.06.12 30.06.11
Net Operating Margin
Sierra Investments 51,281 53,392
Sierra Developments (13,755) (16,795)
Sierra Management 2,870 2,945
Sonae Sierra Brazil 11,734 11,059
Reclassifications and adjustments 5,515 4,985
Consolidated (1 ) 57,645 55,586
Direct profit before taxes
Sierra Investments 29,152 32,448
Sierra Developments (13,275) (19,184)
Sierra Management 3,273 3,404
Sonae Sierra Brazil 11,981 11,886
Reclassifications and adjustments 6,930 7,373
Consolidated 38,061 35,927
Indirect income before taxes
Sierra Investments (42,221) (22,053)
Sonae Sierra Brazil 22,903 20,927
Reclassifications and adjustments (7,568) (7,596)
Consolidated (26,886) (8,722)
Corporate tax + Deferred tax
Sierra Investments 705 (6,236)
Sierra Developments 1,238 2,320
Sierra Management (953) (1,204)
Sonae Sierra Brazil (9,948) (9,104)
Reclassifications and adjustments 639 198
Consolidated (1 ) (8,319) (14,026)
Net profit before minorities
Sierra Investments (12,364) 4,159
Sierra Developments (12,037) (16,864)
Sierra Management 2,320 2,200
Sonae Sierra Brazil 24,937 23,708
Reclassifications and adjustments - (24)
Consolidated 2,856 13,179

The Sonae Sierra's reportable segment information for the half years ended 30 June 2012 and 2011 regarding the statement of profit and loss can be detailed as follows:

(1) The reconciliation with the statutory accounts is presented on the following tables.

The amounts under the caption "Reclassifications and adjustments" can be analysed as follows:

Net Operating Margin Direc t profit before
taxes
Indirect income before
taxes
Corporate tax +
Deferred tax
Net profit before
minorities
30.06.12 30.06.11 30.06.12 30.06.11 30.06.12 30.06.11 30.06.12 30.06.11 30.06.12 30.06.11
Reclassification of the value created in
projec ts in Sierra Developments (1 )
6,930 7,397 6,930 7,397 (7,569) (7,596) 639 198 - (1)
Intercompany Elimination (2,096) (2,457) - - - - - - - -
Others 681 45 - (24) 1 - - - - (23)
Reclassifications and adjustments 5,515 4,985 6,930 7,373 (7,568) (7,596) 639 198 - (24)

(1) By a maximum period of 2 years after the opening date of the shopping or, if occurs sooner, until it's sold to third parties, Sierra Developments recognises in the Net Operating Margin the value created in the assets, that have been sold to the Sierra Investments; in the consolidated accounts these amounts are recognised under the caption "Indirect income before taxes" and "Deferred Taxes".

The Sonae Sierra's reportable segment information for the year ended 30 June 2012 and 31 December 2011, regarding the statement of financial position, can be analysed as follows:

30.06.12 31.12.11
Investment properties
Sierra Investments 1,769,301 1,747,849
Sonae Sierra Brazil 394,330 372,776
Investment Properties under development and others (Sierra
Investments and Brazil) (43,331) (62,031)
Consolidated (1 ) 2,120,300 2,058,594
Bank loans
Sierra Investments 957,549 947,275
Sierra Developments 17,353 40,570
Sonae Sierra Brazil 89,423 45,637
Bank loan at Sonae Sierra SGPS 75,000 75,000
Others (19) (1,054)
Consolidated (1 ) 1,139,306 1,107,428
Deferred taxes liabilities
Sierra Investments 226,352 230,134
Sierra Developments 153 3,531
Sonae Sierra Brazil 59,005 55,935
Others (3,364) (2,644)
Consolidated 282,146 286,956

(1) The reconciliation with the statutory accounts is presented on the following tables.

The reportable segment information can be reconciled with the enclosed financial statements as follows:

Statement of profit and loss

30.06.12 30.06.11
Net Operating Margin - segments 57,645 55,586
Equity method adjustment (1 ) (6,125) (6,249)
Proportional method adjustment (2 ) 37,651 39,791
Indirect Income:
Variation in fair value of the investment properties (38,369) 8,176
Other indirect income / costs (226) 255
Depreciations, write-off and impairments losses (2,135) (4,702)
Letting and Key money on opening (3 ) (548) (235)
Withholding taxes related to Interests and dividends (160) (386)
Other taxes - (2,581)
Others (347) (327)
Net Operating Profit as per Financial Statements 47,386 89,328
Corporate tax + Deferred Tax - segments (8,319) (14,026)
Equity method adjustment (1 ) (675) (974)
Proportional method adjustment (2 ) (3,575) (8,643)
Others 20 15
Income tax as per Financial Statements (12,549) (23,628)

(1) The associated companies are included in the Statutory consolidated accounts by the equity method and in the management accounts by the proportional method.

(2) The companies owned by the group by less than 100% and more that 50% are included in the management accounts by the proportional method and in the Statutory consolidated accounts are included by the full consolidation method.

(3) The Letting and Key money on opening are considered in the indirect result in the management accounts.

Statement of financial position

30.06.12 31.12.11
Investment properties - segments 2,120,300 2,058,594
Equity method adjustment (1 ) (209,512) (214,119)
Proportional method adjustment (2 ) 1,286,919 1,296,923
Goodwill (3 ) (39,315) (36,595)
Others - (34)
Investment properties as per Financial Statements 3,158,392 3,104,769
Bank loans - segments 1,139,306 1,107,428
Equity method adjustment (1 ) (128,304) (130,026)
Proportional method adjustment (2 ) 593,616 584,807
Financing costs (9,437) (9,084)
Short term facilities (4 ) 4,962 133
Others (1,061) -
Debt - current and non-current as per Financial Statements 1,599,082 1,553,258

(1) The associated companies are included in the Statutory consolidated accounts by the equity method and in the management accounts by the proportional method.

(2) The companies owned by the group by less than 100% and more that 50% are included in the management accounts by the proportional method and in the Statutory consolidated accounts are included by the full consolidation method.

(3) The Sierra Investment segment consider the Goowdill under the caption "Investment Properties".

(4) The management accounts have the short term facilities recorded under the caption "Cash & Equivalents"

12 SUBSEQUENT EVENTS

During July 2012, the Group agreed with Aareal Bank the rescheduling of the debt of the participated Dos Mares Shopping Centre, S.A., which will be due on April 2017 in one single payment.

13 APPROVAL OF THE FINANCIAL STATEMENTS

The accompanying financial statements were approved by the Board of Directors and authorised for issuance on the 24th of July 2012.

14 NOTE ADDED FOR TRANSLATION

This is a translation of financial statements originally issued in Portuguese in accordance with Portuguese Statutory requirements, some of which may not conform to or be required in other countries. In the event of discrepancies, the Portuguese language version prevails.

Statement under the terms of Article 245, paragraph 1, c) of the Securities code

The signatories individually declare that, to their knowledge, the Management Report, the Consolidated 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 and appropriate image, in all material respects, of the assets and liabilities, financial position and the consolidated results of the issuer and that the Management Report faithfully describes the business evolution and position of the issuer and of the companies included in the consolidation perimeter and contains a description of the major risks and uncertainties that they face.

Maia, 24 July 2012

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