Mota-Engil

Interim / Quarterly Report • Aug 31, 2011

Highlights

• Revenues increased by 8.2% to € 974 million
• EBITDA and EBIT margins of 12.7% and 7.4%
• Group's net attributable income of € 15.7 million
• Order book remained flat at € 3.4 billion
• Net corporate debt of € 1.01 billion

										thousand euros
	1H11	% T	∆	1H10	% T	2Q11	% T	∆	2Q10	% T
Turnover	974.331		8,2%	900.100		542.966		9,7%	495.037
EBITDA	123.817	12,7%	19,9%	103.231	11,5%	72.516	13,4%	21,1%	59.881	12,1%
EBIT	72.084	7,4%	19,8%	60.191	6,7%	47.287	8,7%	22,8%	38.510	7,8%
Net financial income	(39.174)	(4,0%)	(46,2%)	(26.787)	(3,0%)	(21.438)	(3,9%)	(44,8%)	(14.806)	(3,0%)
Net income/losses from equity method	3.070	0,3%	26,6%	2.426	0,3%	(1.626)		(0,3%) (133,5%)	4.852	1,0%
Income before taxes	35.980	3,7%	0,4%	35.830	4,0%	24.223	4,5%	(15,2%)	28.555	5,8%
Net income	29.898	3,1%	24,3%	24.044	2,7%	20.230	3,7%	7,5%	18.825	3,8%
Attributable to:
Non-controlling interests	14.208	1,5%	219,2%	4.450	0,5%	7.666	1,4%	238,0%	2.268	0,5%
Group	15.690	1,6%	(19,9%)	19.594	2,2%	12.565	2,3%	(24,1%)	16.557	3,3%

Ebitda = Earnings before interest and taxes + depreciation + provisions and imparity losses Net Debt = Interest bearing debt – cash and equivalents

Non-audited financial statements.

Index

Highlights	3
Management Report	5
Financial Analysis Business Areas' Analysis Stock price performance and dividends	7 11 15
Interim Consolidated Financial Information	16
Separate Consolidated Income Statement	18
Statement of Consolidated Comprehensive Income	19
Consolidated Statement of Financial Position	20
Statement of Consolidated Changes in Equity	21

4

1. Financial Analysis

Mota-Engil Group's net income reached € 29.9 million in the first half on 2011, € 15.7 million of which attributable to the Group.

Revenues grew 8.2% to € 974 million (2010: € 900 million) in the first six months of the year. This was mainly a result of the good performance of the Environment & Services division (27%).

In terms of the revenues mix, the Environment & Services division's weight in total revenues further increased (2011: 24%; 2010: 21%) and therefore the Construction division's weight decreased (2011: 76%; 2010: 79%).

As far as the EBITDA is concerned, margins improved in the Environment & Services division in the first half of 2011 (19.3% in 2011 as compared to 17.8% in 2010), that, coupled with the increase in revenues allowed for the division's excellent operating performance (EBITDA of € 45.5 million in 2011, as compared to € 33.1 million in 2010). Unlike the latter division, the Construction division had a performance comparable to that of the first half of the previous year both in terms of revenues (€ 739 million in 2011, as compared to € 715 million in 2010) and margins (10.7% in 2011, as compared to 10.3% in 2010). The combination of these results allowed the Group to report good results, with EBITDA advancing by approximately 20%.

As far as the EBITDA mix is concerned, the Environment & Services division's share in total EBITDA went up to 36% (2010: 31%). The Construction division's share therefore fell to 64% of EBITDA (2010: 69%).

Net consolidated capital expenditure in the first half of the year reached € 67 million, € 33 million of which in the Environment & Services division (it mainly includes maintenance and expansion capex in the water distribution & sewage concessions, namely Indaqua Matosinhos, Vila do Conde and Feira). The construction division's capex reached € 34 million, of which € 15 million in Central Europe.

Maintenance capex was € 26 million. The above mentioned capital expenditure was in accordance with Mota-Engil's policy of reaching sustainable growth, optimizing the equipment's utilization rates and more demanding requirements in terms of the profitability of the projects.

Total capital expenditure in the first half of 2011, though moderate, contributed to the slight increase in net debt (€ 1.12 billion in June 2011, as compared to € 1.02 billion in December 2010). Recourse net debt reached € 1.01 billion (December 2010: € 907 million), € 549 million of which allocated to the Group's operating activity and the remaining (€ 461 million) to both investment in affiliated companies that do not contribute to Group's EBITDA and non-core assets. Per division, € 382 million came from the Construction division and € 370 million from the Environment & Services division.

In addition, the Group's indebtedness includes non-recourse debt (project finance contracts, therefore without recourse to the shareholders) that comes from the consolidation of both water & sewage and port concessions. In June 2011, the amount of net non-recourse debt was € 114 million (December 2010: € 108 million).

Net financial expenses reached € 39.2 million (2010: € 26.8 million), an increase of 46%, year on year. The increase in the latter figure was due to: (i) an increase of € 7.2 million in the interest paid account as a result of a higher average effective interest rate and (ii) an increase of € 4.8 million in foreign exchange losses.

In the first half of 2011, net income from equity consolidated companies contributed positively to the bottom line with € 3 million (2010: € 2.4 million). Ascendi, the sub-holding company for transport concessions, contributed with approximately € 8.8 million for the aforementioned figure.

As a result of the above reported operating and financial performances, earnings before taxes were of € 36 million (2010: € 35.8 million) and net consolidated earnings € 29.9 million (2010: 24 million), € 15.7 million of which attributable to the Group (2010: € 19.6 million).

The order book by the end of June 2011 was of € 3.4 billion, € 3 billion of which was related to the Construction division.

During the first half of 2011, the Group strengthened its order book in African, Latin American and Central European markets, reaching a total of approximately € 2 billion, as of June 2011.

As is usually the case, the backlog of the Environment & Services division only includes contracts in waste management and multi-services, therefore excluding expected revenues from concession contracts in water sewage & distribution or ports.

2. Business Areas' Analysis

Construction

Revenues in the Construction division reached € 739 million in the first half of 2011 (2010: € 715 million), up 3.4% year on year. This small increase was due to the combination of the following two factors: the good performance of Central Europe and America's segments (where revenues advanced by € 40 million and € 52 million, respectively) that allowed for a 13% increase in their aggregated turnover and the bad performance of Portugal and Africa's segments (where revenues slipped € 29 million and € 43 million, respectively) that led to the combined turnover of these two segments to fall by 10%.

As far as the operating profitability is concerned, the EBITDA margin remained roughly stable (2011: 10.7%; 2010: 10.3%) and EBITDA grew slightly (2011: € 79.3 million; 2010: € 73.6 million).

In the first half of 2011, net financial expenses reached € 18 million (2010: € 11 million).

Following the above mentioned operating and financial performances, earnings before taxes amounted to € 29.4 million (2010: € 35.5 million) and net earnings € 26.6 million (2010: € 25.4 million), of which € 17.3 million attributable to the Group (2010: € 25.3 million)

Despite the drop in revenues in Portugal in the first half of 2011, the EBITDA margin improved to 6.1% (2010: 5.1%).

Revenues in Central Europe had a stellar growth of 45% in the first half of 2011 as compared to the same period of the previous year (2011: 130 million; 2010: 90 million). The low level of activity in Central Europe in the first quarters is a consequence of rigorous winters that are frequent in the region.

Revenues in Africa amounted to € 245 million (2010: € 288 million). The Angolan market, the largest in the region, although reporting lower revenues and EBITDA than in the same period of the previous year, kept a strong order book (€ 432 million), allowing us to anticipate a recovery in the delays in execution of the works in progress. As far as the other African markets are concerned, their higher contribution to the segment's performance (namely Mozambique), allow us to foresee another good year in that geography.

In Latin America it is worth mentioning the improvement of margins (EBITDA margin of 10% in 2011) and the substantial increase in activity strongly supported by the backlog in both Peru and Mexico.

Environment & Services

The Environment & Services division reported an outstanding performance in the first half of 2011 both in terms of revenues growth and operating margins.

Revenues rose 27.4% to € 236 million (2010: € 185 million), including however the first time consolidation of Geovision (Brazil) that added € 31 million to the business area. Higher revenues and a slight improvement in margins (2011: 19.3%; 2010: 17.8%), led to a 38% increase in EBITDA (2011: 45.5 million; 2010: 33.1 million). Geovision contributed with € 4 million at the division's EBITDA level.

Net financial expenses of the division were of € 15.4 million (2010: € 12.3 million), a deterioration of approximately 25.5% as compared to 2010. Geovision's contribution to the latter was € 2.8 million.

In light of these operating and financial performances, earnings before taxes attained € 11.5 million (2010: € 5.8 million) and net earnings € 5.2 million (2010: loss of € 0.3 million).

The urban solid waste segment, thanks to Geovision's consolidation, increased its weight within the Environment & Services division reporting an excellent performance in the first six months of the year in terms of activity (revenues soared 62%).

Revenues in the logistics segment grew 16% year on year (revenues of € 86 million in 2011, as compared to € 74 million in 2010). This performance, despite the current economic crisis, shows a recovery of ports activity.

During the first half of 2011, Mota-Engil, through a Spanish company (Ferrol Terminal Containers) fully owned by TCL - Terminal of Containers of Leixões, signed a concession contract of the port terminal of Ferrol, in Galiza (Spain). The project includes, in a first phase, a capital expenditure in equipment and civil construction works worth € 20 million, aiming at providing the infrastructure with an operating capacity of up to 234.000 TEU/year. 25% of the investment will be equity financed, being the remainder financed by regional entities of Galiza.

The water sewage & distribution segment reported an increase in revenues mainly because of the accounting procedure to book as revenues the capital expenditure in the network in some of its concessionaires.

As far as the Multiservices segment is concerned, both revenues (€ 27 million in 2011 as compared to € 25 million in 2010) and EBITDA margin (5.2% in 2011 and 4.8% in 2010) remained roughly unchanged.

Jun-11

3. Stock price performance and dividends

In a very demanding context, where an EU/IMF rescue program was agreed with the Portuguese Government and where the EU debt crisis was spreading and putting the whole Euro project at stake, the PSI 20 index dropped 5.5% and Mota-Engil's shares 8.2%.

As had already been the case in the first quarter of the year and in line with what happened to the majority of stocks listed in NYSE Euronext, Mota-Engil's liquidity further fell in the second quarter of 2011.

The General Shareholders Meeting as of April 14th, 2011 decided, according to the Board of Directors proposal, to pay 11 € cents per share as dividend, paid in May 13th.

Porto, August 29th, 2011

Jorge Coelho Chief Executive Officer

Luís Silva Chief Financial Officer

Separate Consolidated Income Statement For The Periods Ended June 30, 2011 & 2010

		1st Half		2nd Quarter
	Notes	2011 Euro	2010 Euro	2011 Euro	2010 Euro
		(non audited)	(non audited)	(non audited)	(non audited)
Sales & services rendered	2	974.330.666	900.100.153	542.965.929	495.036.835
Other revenues		42.742.985	34.290.088	24.276.394	7.577.175
Cost of goods sold, mat. cons. & Subcontractors		(523.188.780)	(489.661.701)	(295.188.064)	(274.082.206)
Gross profit		493.884.871	444.728.540	272.054.259	228.531.804
Third-party supplies & services		(180.257.698)	(156.218.134)	(98.465.189)	(81.037.620)
Wages and salaries		(192.127.230)	(176.761.489)	(102.322.115)	(91.234.948)
Other operating income / (expenses)		2.317.045	(8.517.505)	1.248.886	3.621.878
	2	123.816.988	103.231.412	72.515.841	59.881.114
Depreciation & Amortization	2	(47.515.613)	(42.378.794)	(24.198.265)	(21.126.629)
Provisons and impairment losses		(4.217.494)	(661.474)	(1.030.489)	(244.939)
Operating profit	2	72.083.881	60.191.144	47.287.087	38.509.546
Financial income & gains	2 and 3	33.967.278	27.153.774	13.275.547	16.830.420
Financial costs & losses	2 and 3	(73.141.491)	(53.941.032)	(34.713.538)	(31.636.911)
Gains / (losses) on associated companies	2	3.070.229	2.425.900	(1.625.769)	4.851.749
Income Tax	2	(6.082.282)	(11.785.766)	(3.993.026)	(9.729.755)
Consolidated net profit of the year		29.897.615	24.044.020	20.230.301	18.825.049
Attributable:
to non-controlling interests	2	14.207.500	4.450.487	7.665.801	2.267.675
to the Group	2	15.690.115	19.593.533	12.564.500	16.557.374
Earnings per share:
basic	4	0,0810	0,1017	0,0649	0,0861
diluted	4	0,0810	0,1017	0,0649	0,0861

To be read with the Notes to the Consolidated Financial Statements

Statement of Consolidated Comprehensive Income For The Periods Ended June 30, 2011 & 2010

	1st Half		2nd Quarter
	2011 Euro	2010 Euro	2011 Euro	2010 Euro
	(non audited)	(non audited)	(non audited)	(non audited)
Consolidated net profit for the period	29.897.615	24.044.020	20.230.301	18.825.049
Other comprehensive income
Exchange differences stemming from transposition of financial statements expressed in foreign currencies	(12.779.569)	8.466.633	(4.917.754)	1.233.130
Variation, net of tax, of the fair value of financial derivatives	2.418.644	(2.628.549)	180.808	2.256.206
Variation, net of tax, of the fair value of mineral resources	2.061.605	-	2.061.605	-
Other comprehensive income in investments in associates using the equity method	5.947.629	2.798.232	5.148.700	(978.345)
Total comprehensive income for the period	27.545.924	32.680.336	22.703.660	21.336.041
Attributable:
to non-controlling interests	11.797.261	2.044.675	6.155.923	2.642.539
to the Group	15.748.663	30.635.662	16.547.737	18.693.502

To be read with the Notes to the Consolidated Financial Statements

Consolidated Statement of Financial Position as at June 30, 2011 & December 31, 2010

2011 2010 Notes Euro Euro (non audited) (audited) Assets Non-current Goodwill 5 145.950.438 135.309.629 Intangible fixed assets 305.797.837 264.980.820 Tangible fixed assets 596.549.443 569.058.903 Financial investments under the equity method 6 322.756.646 336.920.636 Available for sale financial assets 7 10.014.186 20.678.852 Investment properties 84.184.152 88.614.797 Customers & other debtors 88.606.697 80.680.939 Deferred tax assets 52.210.121 47.869.265 1.606.069.520 1.544.113.841 Non-current Assets Held for Sale 65.468.387 67.807.496 Current Inventories 216.542.133 203.023.766 Customers 1.067.095.324 1.008.220.486 Other debtors 292.386.162 303.982.065 Other current assets 194.677.448 127.927.830 Derivative financial instruments - 464.598 Cash & cash equivalents without recourse 10 10.846.379 8.636.101 Cash & cash equivalents with recourse 10 163.353.416 191.990.001 1.944.900.862 1.844.244.847 Total Assets 3.616.438.769 3.456.166.184 2 Liabilities Non-current Debt without recourse 8 121.369.311 112.974.953 Debt with recourse 8 591.217.792 584.034.666 Sundry Creditors 227.583.888 231.298.170 Provisions 73.594.188 71.774.463 Other non-current liabilities 22.681.300 16.929.087 Deferred tax liabilities 31.462.411 32.482.904 1.067.908.890 1.049.494.243 Current Debt without recourse 8 3.494.383 3.413.463 Debt with recourse 8 581.934.747 514.952.264 Suppliers 505.140.360 482.169.565 Derivative financial instruments 10.088.101 13.684.750 Sundry Creditors 472.271.818 441.011.161 Other current liabilities 468.647.058 470.710.839 2.041.576.467 1.925.942.042 Total Liabilities 2 3.109.485.357 2.975.436.285 Shareholders' equity Equity capital 204.635.695 204.635.695 Reserves 185.120.530 170.120.973 Consolidated net profit for the year 15.690.115 36.950.674 Own funds attributable to the Group 405.446.340 411.707.342 Non-controlling interests 101.507.072 69.022.557 Total shareholders' equity 506.953.412 480.729.899 Total shareholders' equity & liabilities 3.616.438.769 3.456.166.184		30-Jun	31-Dec

To be read with the Notes to the Consolidated Financial Statements

Statement of Consolidated During The Periods Ended

					Fair value reserves
	Equity capital	Own Shares	Issue premiums	Available-for-sale investments	Lands assigned to quarrying operations	Derivatives
Balance as at January 1, 2010 (as restated)	204.635.695	(22.558.792)	87.256.034	45.586.328	(1.841.058)	(8.361.134)
Total comprehensive income for the period	-	-	-	-	-	(643.396)
Dividend distribution	-	-	-	-	-	-
Other distributions of results	-	-	-	-	-	-
Aquisition of own shares	-	(67.728)	-	-	-	-
Transfers for other reserves	-	-	-	-	-	-
Balance as at June 30, 2010	204.635.695	(22.626.520)	87.256.034	45.586.328	(1.841.058)	(9.004.530)
Balance as at January 1, 2011	204.635.695	(22.626.520)	87.256.034	27.702.096	4.791.226	(5.527.456)
Total comprehensive income for the period	-	-	-	-	2.061.605	1.402.094
Dividend distribution	-	-	-	-	-	-
Other distributions of results	-	-	-	-	-	-
Transfers for other reserves	-	-	-	-	-	-
Alterations to the consolidation perimeter	-	-	-	-	-	-
Balance as at June 30, 2011	204.635.695	(22.626.520)	87.256.034	27.702.096	6.852.831	(4.125.362)
	To be read with the Notes to the Consolidated Financial Statements

Changes in Equity June 30, 2011 & 2010

Currency translation reserve	Other reserves and results	Net Profit	Own funds attributable to shareholders	Own funds attributable to non-controlling interests	Shareholders' equity
(31.263.466)	(28.034.524)	71.738.092	317.157.176	47.842.644	364.999.820
7.488.198	4.197.327	19.593.533	30.635.662	2.044.675	32.680.336
-	(21.302.947)	-	(21.302.947)	-	(21.302.947)
-	(1.253.366)	-	(1.253.366)	-	(1.253.366)
-	-	-	(67.728)	-	(67.728)
-	71.738.092	(71.738.092)	-	-	-
(23.775.268)	25.344.582	19.593.533	325.168.795	49.887.319	375.056.114
(30.985.744)	109.511.336	36.950.674	411.707.342	69.022.557	480.729.899
(11.556.958)	8.151.807	15.690.115	15.748.663 (21.299.303)	11.797.261	27.545.924 (21.299.303)
-	(21.299.303)	-		-
-	(900.000)	-	(900.000) -	-	(900.000) -
- -	36.950.674 189.638	(36.950.674) -	189.638	- 20.687.254	20.876.892