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Sonae SGPS

Interim / Quarterly Report Aug 28, 2009

1901_ir_2009-08-28_8f371ee5-4d7c-4858-b80e-b5b040778109.pdf

Interim / Quarterly Report

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1 MAIN HIGHLIGHTS

Delivering growth in turnover and profitability; showing resilience in the face of challenging market conditions.

  • Turnover increasedby 7%, driven by growth in both food and specialised retail businesses;
  • EBITDA up by 12%; on a recurrent basis, EBITDA increased by 16% to 272 million euros driven by both our food retail and telecoms businesses;
  • Improved operating margin upby 0.4pp; on a recurrent basis, increased by 0.7pp to10.4% of turnover;
  • Direct net profit (group share) higherthan2008and reaching 29 million euros ;
  • Indirect results adversely affected by continuing increases in capitalization yields for shopping centres albeit at a decreasing rate.

Message from the CEO, Paulo Azevedo

During 1H09, Sonae achieved strong turnover growth (+7%) with improved EBITDA (+12%). I am particularly happy to be able to report these numbers, given the challenging consumer market and the unavoidable effects of our significant commitment to grow our international retailing activities.

Our food based retail division has reinforced its leadership position, with turnover up by 8% and EBITDA growing by 25%. Improvements in internal operating efficiency, sales area expansion and, particularly, a 3% like-for-like sales growth driven by both our hyper and super formats, made these results possible, and are a clear demonstration of the strength of our retail value proposition. Noteworthy was the resilience of our specialised retail division, which saw a marked improvement during 2Q09 and ended the semester with like-for-like sales down by only 3% (-9% in 1Q09), driven by the good performance of our textile formats and the seasonal effect of a late Easter. Further progress was made with our international expansion strategy, having strengthened our presence in the Spanish market, where we now have three formats; Worten, SportZone and Zippy, the latter having recently opened two stores, one in Madrid and one in Murcia. The initial signs of performance of our Spanish operations are positive giving us confidence in the significant growth potential of this strategy.

Our telecommunications business has also performed well during 1H09 with continued top line growth and with a significant improvement in EBITDA, benefiting from a reduction in operating costs, driven by the cost initiatives launched in 2008, lower marketing & sales costs and lower and asymmetric Mobile Termination Rates. The business is also showing the benefits of the significant investments made last year particularly in network, brands and customer service.

As expected, our indirect results were once again affected by the continuing increases in capitalization yields across Europe, applied when valuing our shopping centres. This increase led to a reduction in the valuation of our shopping centres and to a corresponding negative 87 million euros non-cash charge, net of tax, to results. The negative charge also included the net impact of higher estimated cash flows for our Portuguese and German portfolio and lower estimated cash flows for most of the remaining portfolio. The Portuguese portfolio saw occupancy rates kept at high levels (97%) and managed to increase total rents collected (variable + fixed) by 1% on a like-for-like basis. Worthy of note were the cost control initiatives implemented during the semester contributing to the improvement in direct results.

A number of corporate events during the semester are worthy of note (including subsequent events to the semester), aligned with our declared strategic objectives of "internationalization", "leveraging our exceptional asset base in Portugal" and "diversification of our investment style", namely: the launch of our "Continente Mobile" offer, a joint partnership between our food retail and telecommunication businesses; the opening of a new specialised retail format, the MegaModalfa store in Lisbon; and the significant growth in Brazil. During this semester, we inaugurated Manauara Shopping, the largest and most modern centre in the state of Amazonas, and acquired two insurance brokers through Lazam-MDS followed by the roll-up of our partners" interest into the insurance brokerage holding company (effectively increasing our exposure to Brazil), while closing a strategic agreement with the Feffer family to further develop the Latin American market. In addition, we completed the refinancing of our medium and long term debt facilities maturing during 2009 at the retail business, with 165 million euros in new credit facilities with an average maturity of approximately 4 years. This has enhanced the financial strength of our retail business to pursue our agreed growth strategy.

We remain cautious about the overall economy and the uncertain evolution of the markets where we operate, particularly in respect of the competitive pressures in the retail and telecoms arenas. Despite this caution, the resilience of the cash-flows generated at almost all our businesses allows us to be confident in our ability to maintain our shareholder remuneration policy.

2INCOME STATEMENT HIGHLIGHTS

Turnover
Million euros
1H08 1H09 y.o.y
Sonae 2,437 2,608 7.0%
Food based retail 1,328 1,428 7.6%
Specialised retail 379 473 24.7%
Retail real estate 54 60 11.8%
Shopping centres (1) 79 75 -4.2%
Telecommunications 476 482 1.3%
Investment mngmt. 106 91 -14.4%
Petrol stations 73 63 -14.4%
Elimin.& adjust. -57 -63 -

(1) Shopping centres are proportionally consolidated (50%).

Turnover quarterly trend

Turnover breakdown

Turnover

  • Sonae turnover increased by 7% mainly driven by growth in both food and specialised retail businesses.
  • Food based retail turnover was up by 8%, reflecting: (i) strong like-for-like growth across all formats (+3% yoy in the semester and +5% yoy in 2Q09), with higher volumes offsetting the lower average "ticket" per consumer, the latter reflecting deflation and the prevailing trading down by customers; (ii) organic growth over the last 12 months, with additional 37 thousand m2 opened (80 new stores); (iii) the strong performance of both the private label offer, surpassing 23% of FMCG sales, and the perishables category; and (iv) success of the commercial initiatives implemented through the customer loyalty card.
  • Specialised retail reported a 25% increase in turnover, impacted by the strong expansion of the last 12 months, with the inclusion of additional 81 thousand m2 organically and through M&A. Like-forlike sales were down 3% (strong 2% growth in 2Q09), with growth in the textile and sports formats mitigating the performance of the consumer electronics formats the latter reflecting a lower consumption of discretionary categories. Noteworthy, the sustainable reinforcement of leadership in the Portuguese consumer electronics market. The international business in Spain with Worten, SportZone and Zippy is running according to plan and during 1H09 contributed with more than 10% of sales.
  • Shopping centres turnover fell by 4% mainly reflecting the lower ownership of the Sierra Portugal Fund at 42% which was fully consolidated in 1H08. On a comparable basis regarding the Sierra Portugal Fund, turnover was 1% higher, reflecting the maintenance of a high occupancy rate (94%), a marginally positive like-for-like growth of fixed rents and the contribution of the 4 centres opened in 2008 and 1 in 2009. These have offset the lower revenues posted by the development activity and the property and asset management services.
  • Telecommunications turnover was up 1%, with sustained growth in mobile customer revenues, benefiting from the significant investments made last year particularly in network, brands and in customer service.

EBITDA

Million euros
1H08 1H09 y.o.y
Sonae 244 272 11.5%
Food based retail 56 69 24.8%
Specialised retail 12 2 -83.4%
Retail real estate 57 57 0.2%
Shopping centres (1) 45 43 -4.5%
Telecommunications 69 91 33.2%
Investment mngmt. 6 0 -94.7%
Elimin.& adjust. 1 10 -

(1) Shopping centres are proportionally consolidated (50%).

EBITDA
as a % of turnover
1H08 1H09 y.o.y
Sonae 10.0% 10.4% 0.4pp
Food based retail 4.2% 4.8% 0.7pp
Specialised retail 3.2% 0.4% -2.7pp
Shopping centres (1) 57.3% 57.0% -0.2pp
Telecommunications 14.4% 19.0% 4.6pp
Investment mngmt. 5.3% 0.3% -5pp

(1) Shopping centres are proportionally consolidated (50%).

EBITDA quarterly trend

EBITDA breakdown

EBITDA

  • Sonae EBITDA increased materially by 12% to 272 million euros, generating a margin of 10%, a 0.4pp improvement versus 1H08. On a recurrent basis and excluding capital gains in 1H08, EBITDA increased by 16%.
  • Food based retail delivered growth while improving margins: EBITDA increased by 25%, representing a margin over sales of 5% compared to 4% in 1H08 (+ 0.7pp). EBITDA growth benefited, not only from the improved turnover performance and internal operating efficiency programmes, but also from the fact that in 1H08 significant one-off integration costs of the ex-Carrefour stores acquired were incurred.
  • Specialised retail EBITDA reflected the strong investment in organic growth both in Portugal and in Spain. The Portuguese operation posted an increase in EBITDA and margin, driven by scale benefits mainly at the textile formats and benefits from investments in process efficiencies. The international operation, currently accounting for 39 thousand m2 in Spain, is represented by three formats, Worten, SportZone and Zippy, the latter having recently opened two stores. Internationalization costs in the period comprised mainly the conversion of the recently acquired consumer electronics stores portfolio to the Worten concept and branding, and the promotional activities implemented together with the costs associated with the launch of the Zippy format.
  • Retail real estate generated EBITDA of 57 million euros. Excluding last year"s non-recurrent gain of 9 million euros related to the sale of a Brazilian site in Florianópolis (Brazil), this represents a 19% increase in EBITDA, reflecting the enlarged asset portfolio resulting from the organic expansion of the retail operations in Portugal.
  • Shopping centres EBITDA fell by 5%, mainly due to the lower ownership of the Sierra Portugal Fund at 42%. On a comparable basis regarding the Sierra Portugal Fund, EBITDA increased by 2%, benefiting from the efficiency and cost control initiatives implemented.
  • Telecommunications EBITDA improved significantly by 33%, driven mainly by the mobile businesses and SSI, with reductions in interconnection costs and lower marketing & sales costs off-setting a decrease in roaming-in revenues.

Direct net income

Million euros

1H08 1H09 y.o.y
EBITDA 244 272 11.5%
P&I losses (1) -9 -13 -46.9%
D&A (2) -133 -145 -9.1%
EBIT 102 114 11.4%
Net financial results -78 -72 6.9%
Share in results (3) 1 1 7.5%
Investment income 1 4 -
EBT 27 47 75.9%
Taxes 1 -11 -
Net income 28 37 32.1%
Group share 28 29 1.7%
Minority interests -1 8 -

(1) Provisions and impairment losses including reversion of impairments and badwill; (2) Depreciation & Amortizations; (3) Share of results of associated undertakings.

EBIT breakdown

Direct net income – group share

  • Sonae's total direct net income increased by 32%, with group share reaching a positive 29 million euros compared to 28 million euros in 1H08. On a comparable basis, excluding the previously mentioned non recurrent gain impacting 1H08 results, net income group share was 10 million euros higher than that posted in 1H08. This performance mainly reflects a much improved EBITDA performance in the period.
  • Depreciation and amortization charges were up by 9%, driven by the increased asset base resulting from the expansion of the retail store network and extension of the mobile and fibre network in Telecommunications.
  • Despite the higher average net debt in 1H09, net financial results were 7% better than in 1H08, mainly reflecting lower net interest expenses, down 13 million euros, as a result of a decrease in the average cost of debt driven by lower Euribor rates.
  • Minority interest was positive 8 million euros compared to negative 1 million euros in 1H08, reflecting the improved net income performance at the telecommunications business, from a negative 12 million euros in 1H08, to a positive 1 million euros, and a 2% increase of direct net income at the shopping centres business.
  • The tax line showed a charge of 11 million euros, compared to a benefit of 1 million euros in 1H08, mainly explained by the strong increase of EBT and lower deferred tax assets benefit recognised in 1H09, mainly in our telecommunications business.

Shopping centres indirect net income

Million euros
1H08 1H09 y.o.y
VCIDP (1) -24 -108 -
Investment income 7 0 -
Taxes -1 21 -
Indirect net income -18 -87 -
Group share -4 -57 -
Minority interests -14 -30 -119,6%

(1) Value created on investment and development properties; development properties recognised since 4Q08.

VCIDP quarterly trend

VCIDP breakdown

Cash flow profile Portugal&Germany Cash flow profile other countries

Shopping centres indirect income

  • Consolidated indirect income group share was negative 57 million euros compared to negative 4 million euros in 1H08. This was the result of a much larger negative non-cash charge related to value created on investment and development properties (VCIDP).
  • VCIDP in the shopping centres business was negative 108 million euros, reflecting: (i) 91 million euros decrease in the value of the European shopping centres in the portfolio (a non-cash impact), explained by the general increase in European capitalization yields; in 1H09, average yields increased in Portugal by 39bp, in Spain by 51bp, in Italy by 28bp, in Germany by 8bpn, in Romania by 75bp and in Greece kept flat; (ii) 17 million euros positive impact resulting from the improved estimated performance of shopping centres owned in Portugal and Germany; and (iii) 33 million euros negative impact on valuation, driven by downward adjustments of estimated future cash flow generation of shopping centres in the other countries.
  • Investment income was zero in 1H09 compared to 7 million euros in 1H08, the latter including gains related to the launch of Sierra Portugal Fund in March 2008 and the corresponding sale of a 58% shareholding to reference investors. This income was primarily explained by the write-off of deferred tax liabilities related to unrealised gains in investment properties, accounted for in the balance sheet under the IFRS rules.
  • The tax line showed a gain of 21 million euros, reflecting the reversal of deferred tax liabilities related to the decrease in value of properties at the end of the period.

3INVESTMENT

CAPEX Million euros 1H08 1H09 y.o.y Sonae 386 293 -24.1% as a % of turnover 15.8% 11.2% -4.6pp Food based retail 53 64 21.0% Specialised retail 30 56 85.9% Retail real estate 34 62 81.1% Shopping centres (1) 81 47 -42.5% Telecommunications 162 55 -66.0% Investment mngmt. 3 8 181.2% Elimin.& adjust. 22 0 - EBITDA minus CAPEX -141 -20 85.6%

(1) Shopping centres are proportionally consolidated (50%).

Invested capital

Million euros
1H08 1H09 y.o.y
Sonae 4,814 5,011 4.1%
Investment properties(1) 2,153 1,846 -14.2%
Technical investment(2) 2,720 3,160 16.2%
Financial investment 87 63 -27.9%
Goodwill 690 699 1.2%
Working capital -835 -755 9.6%

(1) Includes shopping centres accounted for as financial investments in the balance sheet;(2) includes available for sale assets.

Invested capital breakdown

CAPEX

  • Sonae's investment in 1H09 reached 293 million euros (11% turnover), mainly reflecting the retail businesses" expansion plans, including internationalization.
  • Food based retail CAPEX, 64 million Euros (11 million euros above 1H08), was directed towards: (i) the initial investment (excluding the real estate component) in new stores opened (7 thousand m2); (ii) the refurbishment of several stores (intervention in 70 thousand m2); (iii) the preparation work for future expansions, namely the new Modelo stores in Leça do Balio, Mem-Martins, Sesimbra and Ovar opened in July; and (iv) the upgrading of the logistic warehouse units.
  • Specialised retail CAPEX was 56 million Euros (up 26 million euros when compared to LY), comprising: (i) the initial investment (excluding the real estate component) in 24 new stores opened in Portugal (17 thousand m2), including the new MegaModalfa concept, with its first store opened in Lisbon (ii) the continuous refurbishment and renewal investments at the store portfolio (intervention in 30 thousand m2); and (iii) investment expenses with the reinforcement of presence in Spain with the launching of an additional format, Zippy, with 2 new stores, the opening of 6 thousand m2 of Sportzone and Worten stores, and the conversion of the acquired consumer electronic stores to the Worten concept.
  • Retail real estate CAPEX amounted to 62 million euros, reflecting the acquisition of additional retail area, and investment expenses in account for future openings.
  • Shopping centres CAPEX reflected the conclusion of Manauara, in Brazil (opened in April), progress in the development of the disclosed projects in the pipeline, namely Loop5 (scheduled for 2009) and Leiria (scheduled for 2010), and the expansion of Guimarães Shopping (scheduled for 2009).
  • Telecommunications" CAPEX comprised mainly investment in the mobile network, although at a slower pace than in 1H08.

4 CAPITAL STRUCTURE

Capital structure
Million euros
1H08 1H09 y.o.y
Net debt inc. SH loans 3,144 3,479 10.7%
Retail businesses 1,348 1,495 10.9%
Shopping centres (1) 902 948 5.2%
Telecommunications 367 411 11.8%
Investment mngmt. 67 116 72.8%
Holding (2) 460 510 10.7%

(1) Shopping centres are proportionally consolidated (50%); (2) includes Sonae's individual accounts.

Sonae Sierra and Holding Loan to value

Retail and Telecom Net Debt/EBITDA (last 12 months)

Note: Leverage Ratios based on financial debt (excluding shareholder loans)

Capital structure

  • Sonae's net debt increased by 335 million euros to 3,479 million euros, due to the investment for growth effort of the last 12 months (793 million euros), 23% higher than the EBITDA generated in the same period. This investment was mostly visible at the retail businesses that saw their net debt increase. Overall, debt facilities have long average maturities, with Sonae"s weighted average maturity standing at approximately 5.3 years (considering 100% of Sonae Sierra"s debt), and no major debt repayments in the short term.
  • Retail formats & retail real estate net debt increased by 147 million euros, mainly reflecting the investments" requirements in organic growth, including internationalization; Net Debt to EBITDA (last 12 months) was slightly lower when compared to end 1H08 at 4.3x, with the increased net debt being partially off-set by the higher EBITDA level in the preceding 12 month period.
  • Shopping centres net debt was 5% higher than that at end 1H08, with a loan to value ratio reaching 49%.When compared to end 1H08, loan to value increased mainly due to the decrease in value of the European Shopping centres in the portfolio, resulting from the increase in capitalization yields over the last quarters.
  • Telecommunications" net debt, excluding the proceeds from the securitization transaction, stood at 411 million euros, 12% above end 1H08, primarily reflecting the investment effort of the last 12 months; Net Debt to EBITDA (last 12 months) reached a conservative level of 2.2x, determined by the improved EBITDA performance over the last 12 months.
  • Holding net debt increased by 50 million euros to 510 million euros, including the impact from the payments under the cash settled equity swap.
  • Sonae's liquidity risk was maintained at a low level, with the sum of cash and unused credit facilities standing at 868 million euros.

5INVESTMENT PORTFOLIO

Analyst consensus - latest valuations (1)

euros
Broker Date Rating Price
UBS Feb 09 Buy 0.80
Goldman Sachs Jun 09 Buy 0.94
JPMorgan May 09 Buy 0.95
Fidentiis Jun 09 Buy 0.85
BPI Jun 09 Buy 1.10
BES Apr 09 Buy 0.90
BANIF Dec 08 Buy 1.25
Lisbon Brokers Mar 09 Buy 1.00
Santander Ag 09 Buy 1.00
Caixa BI Dec 08 Buy 1.00
Equita Jul 09 Neutral 0.83
Target share price 0.97
Closing price last trading day 0.67
Premium/(discount) at target (2) 43.2%

Market valuation (1)

Million euros
1H09
Retail businesses' equity value 1,841
Retail businesses enterprise value 3,235
Food retail enterprise value 1,425
Specialised retail enterprise value 297
Retail real estate invested capital (book value) 1,512
Retail businesses net debt (including shareholder loans) 1,394
Shopping centres equity value 701
Investment management equity value 73
Telecommunications equity value 342
Sonae Gross Asset Value (GAV) 2,957
Holding net debt (including shareholder loans) 510
Sonae Net Asset Value (NAV) 2,447
shares outstanding (million) 2,000
Sonae NAV/share (€) 1.22
Closing price last trading day (€) 0.67
Premium/(discount) at NAV (2) 81.6%

(1) unaudited;(2) Comparison to closing price on 30 June 2009.

Analyst consensus

  • The consensus value of Sonae"s target price, based on the latest valuations released, was 0.97 euros per share, implying a premium of 43% over Sonae"s closing share price of 0.67 euros as at end 1H09.
  • 91% of available research analyst"s reports have a "buy" recommendation, the majority of which attributing a high premium over Sonae"s stock market valuation.

Market valuation

  • Sonae"s net asset value represented 1.22 euros per share, implying a premium of 82% over the Sonae"s closing share price of 0.67 euros.
  • From Sonae"s current portfolio, retail represented 62% of total GAV, shopping centres 24% telecommunications 12% and the investment management 2%.

6 CORPORATE INFORMATION

Half-year corporate developments

  • Sonae acquired through a wholly owned subsidiary an additional 324 thousand Sonaecom shares, purchased at an average price of 1.05 euros per share. With this acquisition, the Company ended 1H09 with a shareholding position of approximately 53.16%.
  • Christopher Lawrie, formerly CFO at Sonaecom, has taken up a new role as CEO of the recently created Retail Real Estate business unit.

Subsequent corporate developments

  • Sonae retail division completed the refinancing of its medium and long term debt facilities maturing during 2009, by contracting new medium and long term credit facilities totalling 165 million euros, with an average maturity of approximately 4 years. This refinancing further enhanced Sonae"s financial capacity to implement its growth strategy, by allowing the Company to increase the average maturity of its debt and diversify sources of financing.
  • Sonae"s recently created investment management unit signed a strategic partnership agreement for its insurance brokerage area, representing an important strategic move for the development of its presence in the Latin American market. Under this operation, it was agreed the roll-up of the Feffer family"s 55% shareholding in Lazam-mds in exchange for 49.99% of the enlarged share capital of MDS plus an upfront cash payment of 47 million euros to Sonae. A capital gain amounting to approximately 27 million euros was recognized, reflecting an underlying Enterprise Value of Sonae"s insurance brokerage area of 139 million euros.

Outlook

  • The uncertainty regarding future market developments remains high and, in this respect, Sonae"s short term tactical decisions will be adapted as appropriate to the changing circumstances. However, Sonae"s expectations for the next semester include the following:
  • The Company will continue to focus on growing its food and specialised retail businesses, by expanding its sales area by approximately 100 thousand m2 in 2009 (food retail: 40 thousand m2; specialized retail 60 thousand m2, balanced between Portugal and Spain), and reaching more than 900 thousand m2 by the end of 2009. However, given the current constraints in financial markets, we will adopt a capital light approach, with the expansion being based on operating the leasing of properties rather than their ownership.
  • The shopping centre business will open, according to plan, the new asset Loop5 in Germany, which currently has approximately 95% of its GLA commercialized to both local and international retailers. The pace of launch of the project pipeline will, as already disclosed, be slowed down, adapting to the current constraints in financial markets (only projects with financing finalised are started) and increasing minimal required return on equity for each project.
  • The telecommunications business should be able to achieve its targets for the year, despite the increased level of competition. However, the Free Cash Flow performance may continue to be negatively affected by the amounts to be received from the Government Information Society Fund, linked to the "e-Initiatives" programme.
  • Conscious of the current market environment together with the performance achieved during the last quarters, Sonae is confident in its capacity to continue to successfully deliver profitable growth while building a strong market position and earning the trust of its shareholders.

A detailed annual Corporate Governance Report is included in Sonae"s Full Year 2008 Management Report and Accounts available on its website (www.sonae.pt). Sonae"s website also has a specific section dedicated to corporate governance.

Highlighted below are the main developments that occurred during 1H09 in relation to corporate governance issues.

Amendment to the Articles of Association

  • At Sonae"s Annual general Meeting held on 20 April 2009, shareholders approved, among other changes, the following amendments to the articles of association:
  • Shareholders" General Meetings may be attended by shareholders who provide proof of share ownership to the company, at least three business days prior to each session, by way of a certificate issued by a financial intermediary confirming their ownership and blocking of their shares;
  • Voting by electronic means and all the necessary procedures for those votes to be considered valid;
  • The clarification of article 384-a of the Portuguese Company Law that shareholders who send their voting papers by registered post or by electronic means, are abstaining from voting on any proposals that are not specifically included in their voting papers, when the respective proposals had been presented before the date on which their votes were cast.

Board of Directors

Ratification at the Sonae"s Annual general Meeting of the co-option of Bernd Hubert Joachim Bothe to the Board of Directors, which occurred on 17 March 2009, as a replacement for Luiz Felipe Palmeira Lampreia, as announced to the market at that time.

Code of conduct

On the 17 March 2009, Sonae"s code of conduct was approved by the Board of Directors, available on the Company"s website (www.sonae.pt), in the specific section dedicated to corporate governance.

8 ADDITIONAL INFORMATION

Portfolio organization

Note: after 20 July 2009, MDS is 50.01% owned

Glossary

ARPU Average revenue per user
CAPEX Investments in tangible and intangible assets,
investment properties and acquisitions
Direct income Direct income excludes contributions to indirect income
EBITDA Turnover + other revenues -impairment reversion -
badwill- operating costs (based on direct net income)
EBITDA margin EBITDA / Turnover
Eliminations & adjustments Intra-groups + Holding company figures for 2008
Free Cash Flow EBITDA – operating capex-change in working capital
financial investments-financial results-income taxes
FMCG Fast Moving Consumer Goods are products that are sold
quickly at relatively low cost
Gross Asset Value Food based retail & specialised retail valuation based
on sector EV/EBITDA 09 & EV/Sales 09 multiple and
last 12 months Sales & EBITDA reported
Retail real estate valuation based on net invested
capital (book value)
Shopping centres valuation includes: European and
Brazilian properties in operation and under development
at NAV; and Property and Asset Management businesses
based on EV/EBITDA market multiples
Investment management valuation based on enterprise
value assessed for the insurance brokerage area during
the M&A process and the percentage owned of the
Maxmat and Star,Geotur businesses" book value of
shareholders" funds.
Telecommunications valuation at market prices on last
trading day
Investment income Capital gains (losses) from the sale of financial
investments
Indirect income Indirect Income includes the shopping centre segment
contributions net of taxes to consolidated income
statement, arising from: (i) investment property
valuations; (ii) capital gains (losses) on the sale of
financial investments, joint ventures or associates; (iii)
impairment losses (including goodwill) and; (iv)
provision for assets at Risk
Investment properties Shopping centres in operation owned by Sonae Sierra
Liquidity Cash & equivalents + current investments
Like for Like sales Sales made by stores that operated in both periods
under the same conditions. Excludes stores opened,
closed or which suffered major upgrade works in one of
the periods
Loan to value Holding Holding Net debt/ Investment Portfolio Gross Asset
Value; gross asset value based on Market multiples, real
estate NAV and market capitalization for listed
companies
Loan to value shopping centres Net debt / (investment properties + properties under
Development ) at book value
Net invested capital Gross real estate assets + other tangible and intangible
assets - amortizations and impairment losses + financial
investments + working capital (including other assets &
liabilities such as deferred taxes); all figures at book value with
the exception of shopping centres" building block
Net asset value (NAV) Open market value attributable to Sonae Sierra - net
debt - minorities + deferred tax liabilities
Net debt Bonds + bank loans + other loans + finance leases
– cash, bank deposits and current investments
Net income group share Net income attributable to Sonae shareholders
Other loans Bonds, leasing and derivatives
Open market value (OMV) Fair value of properties in operation and under
development (100%), provided by an independent entity
RoIC (Return on invested capital) EBIT(12 months) /Net invested capital
Shopping Centre Services business Asset management services + property management
services
Technical investment Tangible assets + intangible assets + other fixed assets
– depreciations and amortizations
Value created on investment and development
properties (VCIDP)
Increase (decrease) in the valuation of shopping centres
in operation and under development; shopping centres
under development are only included if a high degree of
certainty concerning their conclusion and opening exists.

Consolidated income statement

Consolidated income statement
Million euros
1H08 1H09 y.o.y
Direct income
Turnover 2,437 2,608 7.0%
EBITDA 244 272 11.5%
EBITDA margin 10.0% 10.4% 0.4pp
Provisions and impairment losses (2) -9 -13 -46.9%
Depreciations and amortizations -133 -145 -9.1%
EBIT 102 114 11.4%
Financial results -78 -72 6.9%
Share in results of associated undertakings 1 1 7.5%
Investment income 1 4 -
EBT 27 47 75.9%
Taxes 1 -11 -
Direct net income 28 37 32.1%
Group share 28 29 1.7%
Attributable to minority interests -1 8 -
Shoppings indirect income
VCIDP (3) -24 -108 -
Investment income 7 0 -100.0%
Taxes -1 21 -
Indirect net income -18 -87 -
Attributable to equity holders -4 -57 -
Attributable to minority interests -14 -30 -119.6%
Total net income
Total net income 10 -50 -
group share 24 -28 -
Attributable to minority interests -14 -22 -55.1%
(1) Includes reversion o
f impairments and badwill;(3) Value created o
n investment and development properties.

Consolidated balance sheet

Balance sheet
Million euros
2008 1H09 y.o.y
TOTAL ASSETS 7,306 7,453 2.0%
Non current assets 5,871 6,003 2.2%
Tangible and intangible assets 2,948 3,154 7.0%
Goodwill 697 699 0.2%
Investment properties in operation 1,683 1,636 -2.8%
Investment properties under development 159 169 5.9%
Other investments 156 104 -33.1%
Deferred tax assets 207 216 4.4%
Others 21 26 21.6%
Current assets 1,435 1,450 1.0%
Stocks 560 587 4.7%
Trade debtors 215 200 -6.8%
Liquidity 248 168 -32.4%
Others - 411
- 495
20.2%
-
SHAREHOLDERS' FUNDS 1,563 1,532 -1.9%
Group share 1,151 1,081 -6.1%
Minority interests 412 451 9.7%
LIABILITIES 5,744 5,920 3.1%
Non-current liabilities 3,560 3,780 6.2%
Bank loans 1,281 1,418 10.6%
Other loans 1,735 1,802 3.8%
Deferred tax liabilities 331 319 -3.5%
Provisions 57 64 11.9%
Others 155 177 13.9%
Current liabilities 2,184 2,140 -2.0%
Bank loans 259 390 50.7%
Other loans 111 14 -87.5%
Trade creditors 1,050 1,043 -0.7%
Others 763 694 -9.1%
SHAREHOLDERS' FUNDS + LIABILITIES 7,306 7,453 2.0%

Invested capital & return on invested capital (RoIC)

Invested capital

Million euros

1H08 1H09 y.o.y 2008 y.o.y
Invested Capital 4,814 5,011 4.1% 4,721 6.1%
Investment properties (1) 2,153 1,846 -14.2% 1,888 -2.2%
Technical investment (2) 2,720 3,160 16.2% 2,958 6.8%
Financial investment 87 63 -27.9% 110 -43.0%
Goodwill 690 699 1.2% 697 0.2%
Working capital -835 -755 9.6% -932 18.9%
Equity + Minorities 1,670 1,532 -8.2% 1,563 -1.9%
Total Net debt (3) 3,144 3,479 10.7% 3,159 10.1%

(1) Includes shopping centres accounted for as financial investments in the balance sheet; (2) includes available for sale assets; (3) Financial net debt + net shareholder loans.

Return on invested capital

1H08 1H09 y.o.y 2008 y.o.y
Invested capital 4,814 5,011 4.1% 4,721 6.1%
Food based retail 604 629 4.3% 546 15.2%
Specialised retail 218 308 41.3% 176 75.5%
Retail real estate 1,333 1,512 13.5% 1,411 7.2%
Shopping centres (1) 1,897 1,661 -12.4% 1,684 -1.4%
Telecommunications 807 770 -4.6% 747 3.1%
Investment mngmt. 116 152 31.1% 139 9.6%
Elimin.& adjust.(2) -160 -21 - 19 -
EBIT (last 12 months) 301 340 12.8% 328 3.5%
Food based retail 98 134 36.2% 124 8.6%
Specialised retail 30 12 -57.8% 28 -54.7%
Retail real estate 75 86 14.2% 88 -1.8%
Shopping centres (1) 87 88 1.7% 89 -0.6%
Telecommunications 7 24 - 3 -
Investment mngmt. 11 -4 - 1 -
Elimin.& adjust.(2) -7 -1 - -3 -
RoIC 6.3% 6.8% 0.5pp 6.9% -0.2pp
Food based retail 16.3% 21.3% 5pp 22.6% -1.3pp
Specialised retail 13.5% 4.0% -9.5pp 15.7% -11.6pp
Retail real estate 5.7% 5.7% 0pp 6.2% -0.5pp
Shopping centres 4.6% 5.3% 0.7pp 5.3% 0pp
Telecommunications 0.8% 3.2% 2.3pp 0.4% 2.8pp
Investment mngmt. 9.5% -2.7% -12.2pp 1.0% -3.8pp
(1) Shopping centres are proportionally consolidated (5
0%);(2) includes Sonae Holding .

Retail formats & retail real estate operating review

Retail formats & Retail real estate operating review

1H08 1H09 y.o.y
Turnover growth
Food based retail 22.4% 7.6% -14.8pp
Specialised retail 20.2% 24.7% 4.6pp
LFL sales growth
Food based retail 1.6% 2.8% 1.2pp
Specialised retail 2.4% -3.2% -5.6pp
Total employees 31,290 33,436 6.9%
Food based retail 24,691 25,390 2.8%
Specialised retail 6,567 8,015 22.0%
Retail real estate 32 31 -3.1%

Retail formats business portfolio

Number of stores Sales area('000 m2
)
31
Dec
2008
Stores
opened
Banner
changed
Stores
closed
30
Jun
2009
31
Dec
2008
Stores
opened
Banner
changed
Stores
closed
30
Jun
2009
Area
owned
(%)
Food based retail 290 32 0 0 322 492 6 1 0 500 87%
Continente 37 1 1 0 39 273 2 5 0 280 88%
Modelo (1) 117 0 -1 0 116 206 0 -4 0 202 87%
Área Saúde 88 5 0 0 93 7 1 0 0 9 78%
Bom Bocado 43 21 0 0 64 3 1 0 0 4 82%
Book.It 4 5 0 0 9 1 2 0 0 3 64%
Outlet 1 0 0 0 1 2 0 0 0 2 0%
Specialized retail 389 31 0 -4 416 247 23 0 -2 265 42%
Portugal 373 24 0 -4 393 213 17 0 -2 226 44%
Worten 125 5 0 -2 128 99 8 0 -1 106 54%
Vobis 20 0 0 -1 19 9 0 0 0 8 9%
Worten Mobile 41 4 0 0 45 1 0 0 0 1 37%
SportZone 66 5 0 -1 70 51 5 0 -1 55 10%
Modalfa 87 2 0 0 89 41 2 0 0 43 87%
Zippy 29 4 0 0 33 11 1 0 0 12 6%
Loop 5 4 0 0 9 1 1 0 0 1 0%
Spain 16 7 0 0 23 34 6 0 0 39 24%
Worten 10 1 0 0 11 25 2 0 0 26 27%
Sport Zone 6 4 0 0 10 9 3 0 0 12 0%
Zippy 0 2 0 0 2 0 1 0 0 1 0%
Invest. mngmt. 114 2 0 -6 110 70 0 0 -3 67 61%
MaxMat 37 1 0 -2 36 65 0 0 -3 63 64%
Travel (2) 77 1 0 -4 74 4 0 0 0 4 22%
Total 793 65 0 -10 848 809 29 1 -5 832 70%

(1) includes Modelo Bonjour; (2) Includes combined Star and Geotur stores, resulting from the joint-venture between Sonae and RAR.

Retail formats & retail real estate financial review

Retail formats & Retail real estate financial review
Million euros
1H08 1H09 y.o.y
Food retail
Turnover 1,328 1,428 7.6%
EBITDA 56 69 24.8%
EBITDA margin 4.2% 4.8% 0.7pp
CAPEX 53 64 21.0%
Specialised retail
Turnover 379 473 24.7%
EBITDA 12 2 -83.4%
EBITDA margin 3.2% 0.4% -2.7pp
CAPEX 30 56 85.9%
Retail real estate
Turnover 54 60 11.8%
EBITDA 57 57 0.2%
EBITDA margin 105.8% 94.8% -11pp
CAPEX 34 62 81.1%
Net debt including shareholder loans 1,348 1,495 10.9%
Net debt 1,362 1,524 11.9%
Net debt/EBITDA (last 12 months) 4.5 x 4.3 x -0.2x
EBITDA/net interest expenses (last 12 months) 6.4 x 5.6 x -0.8x
Net debt/invested capital 63.2% 62.2% -1pp

Shopping centres main highlights

Shopping centres operating review

1H08 1H09 y.o.y 2008 y.o.y
Assets under management (million euros) (1) 6,377 6,117 -4.1% 6,173 -0.9%
Real estate NAV (million euros) 1,729 1,248 -27.8% 1,416 -11.9%
Sierra Investments 1,081 678 -37.3% 960 -29.4%
Sierra Developments 336 275 -18.0% 220 25.2%
Sierra Brazil 238 240 0.7% 193 24.4%
Others (2) 74 55 -26.1% 43 27.4%
NAV per share (euros) 53.2 38.4 -27.8% 43.6 -11.9%
Openings & acquisitions (EOP) 1 1 0.0% 4 -75.0%
Shopping centres owned/co-owned (EOP) 48 51 6.3% 50 2.0%
GLA owned/co-owned (thousand m2) (3) 1,884 2,010 6.7% 1,963 2.4%
Occupancy rate of GLA owned (%) 96.3% 93.9% -2.4pp 94.3% -0.4pp
Projects under development (EOP) (4) 15 13 -13.3% 14 -7.1%
GLA under development (thousand m2) 685 596 -13.0% 701 -14.9%
Shopping centres managed (EOP) 61 69 13.1% 60 15.0%
GLA under management (thousand m2) 2,065 2,280 10.4% 2,163 5.4%
Total employees 1,093 1,161 6.2% 1,141 1.8%
(1) Open market value; (2) NAV o
f Corporate Centre + Property Management; (3) Gross lettable area in operating centres;
excludes the Brazilian operation; (4) Projects in planning phase and under construction.

Shopping Centres financial review

Million euros

1H08 1H09 y.o.y
Direct results
Turnover
157
151 -4.0%
Investments
112
110 -1.2%
Developments
6
3 -57.5%
Brazil
9
10 10.4%
Services Business
26
22 -14.0%
Asset management
13
10 -21.1%
Property management
13
12 -7.1%
Others & eliminations
4
5 39.3%
EBITDA
90
86 -4.2%
EBITDA margin
57.2%
57.0% -0.1pp
Services EBITDA margin
35.2%
24.9% -10.4pp
Investments
87
86 -0.9%
Developments
-28
-40 -45.9%
Brazil
7
8 7.1%
Services Business
9
6 -39.3%
Asset management
6
4 -41.1%
Property management
3
2 -35.1%
Others & eliminations
21
34 61.9%
Net financial results
-44
-42 4.0%
Direct results
35
35 0.8%
indirect results
Gains realized on investments
14
VCIDP (1)
-42
0
-213
-98.1%
-
Indirect results
-34
-174 -
Total net results
1
Total net results
-139 -
group share
17
-94 -
Net debt including shareholder loans
1,803
1,896 5.2%
Net debt
1,777
1,887 6.2%
Loan to Value
41.9%
49.3% 7.4pp
Net debt/EBITDA (last 12 months)
10.7 x
11.6 x 84.6pp
EBITDA/net interest expenses (last 12 months)
2.9 x
2.1 x -78.3pp
Net debt/invested capital
46.9%
54.9% 7.9pp
CAPEX
133
69 -48.1%
(1) Value created o
n investment and development properties.

Shopping Centres market yields

2008 1H09 y.o.y
Max Avg Min Max Avg Min Max Avg Min
Portugal 7.5% 5.8% 5.4% 7.9% 6.2% 5.7% 0.35pp 0.39pp 0.3pp
Spain 9.4% 6.5% 5.7% 10.8% 7.1% 6.3% 1.45pp 0.51pp 0.55pp
Italy 7.7% 6.4% 5.8% 7.7% 6.6% 6.0% 0pp 0.28pp 0.2pp
Germany 6.0% 5.9% 5.8% 6.0% 6.0% 6.0% 0pp 0.08pp 0.25pp
Greece 7.0% 7.0% 7.0% 7.0% 7.0% 7.0% 0pp 0pp 0pp
Romania 8.0% 8.0% 8.0% 8.8% 8.8% 8.8% 0.75pp 0.75pp 0.75pp
Brazil 9.8% 8.6% 8.3% 9.8% 8.6% 8.3% 0pp 0pp 0pp

Telecommunications main highlights

Telecomunications operating review
1H08 1H09 y.o.y
Mobile
Customers (EOP) ('000) 2,982 3,269 9.6%
ARPU (euros) (1) 16.9 14.9 -11.7%
Wireline
Total accesses (EOP) ('000) 701 528 -24.6%
Direct accesses (EOP) ('000) 483 433 -10.3%
Direct access as % customer revenues 68.5% 77.5% 9pp
Online & Media
Average paid circulation ('000)
(2)
43 39 -8.2%
Market share of advertising (%) 12.9% 11.8% -1.2pp
SSI
IT service revenues / employee ('000 euros) 57.9 62.7 8.3%
Total employees 1,921 2,002 4.2%

(1) Average revenues per user; (2) Estimated value updated in the following quarter.

Million euros
--------------- --
1H08 1H09 y.o.y
Turnover 476 482 1.3%
Mobile 303 299 -1.4%
Wireline 148 124 -15.8%
Media 17 15 -11.9%
SSI 54 82 50.8%
Others & eliminations -47 -39 17.0%
Other revenues 4 2 -46.4%
EBITDA 69 91 33.2%
EBITDA margin (%) 14.4% 19.0% 4.6pp
Mobile 62 89 43.1%
Wireline 4 2 -58.3%
Media -2 -2 -9.6%
SSI 4 4 6.3%
Others & eliminations 0 -1 -
EBIT -9 12 -
Net financial results -8 -7 7.2%
Total net income -12 2 -
group share -12 1 -
Excluding the securitization transaction:
Net debt including shareholder loans 367 410 11.6%
Net debt 367 410 11.6%
Net debt/EBITDA (last 12 months) 2.3 x 2.2 x -0.1x
EBITDA/net interest expenses (last 12 months) 14.5 x 11.3 x -3.3x
Net debt/invested capital 45.5% 53.3% 7.8pp
CAPEX 162 53 -67.1%
Operating CAPEX (1) 68 52 -22.8%
EBITDA minus Operating CAPEX 1 39 -
Free Cash Flow -58 -18 69.5%
(1) Operating CAPEX excludes financial investments, provisions for dismantling o
f sites and other non operational investments.

Investment management main highlights

Investment management unit
Million euros
1H08 1H09 y.o.y
Turnover 106 91 -14.4%
EBITDA 6 0 -94.7%
EBIT 3 -2 -
Net debt including shareholder loans 67 116 72.8%
Net debt -6 -2 62.5%
CAPEX 3 8 181.2%
Total employees 1,122 1,036 -7.7%

Maia, 24 August 2009

Belmiro Mendes de Azevedo President of the Board of Directors

Duarte Paulo Teixeira de Azevedo President of the Executive Committee

Álvaro Cuervo Garcia Member of the Board of Directors Álvaro Carmona e Costa Portela Member of the Executive Committee

Michel Marie Bon Member of the Board of Directors

Ângelo Gabriel Ribeirinho dos Santos Paupério Member of the Executive Committee

José Neves Adelino Member of the Board of Directors

Bernd Bothe Member of the Board of Directors Nuno Manuel Moniz Trigoso Jordão Member of the Executive Committee

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

The signatories individually declare that, to their knowledge, the Management Report, the Consolidated and Individual Financial Statements and other accounting documents required by law or regulation were prepared in accordance with International Financial Reporting Standards, giving a truthful (fairly) and appropriate image, in all material respects, of the assets and liabilities, financial position and the consolidated and individual results of the issuer and that the Management Report faithfully describes the 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 August 2009

Belmiro Mendes de Azevedo President of the Board of Directors

Álvaro Cuervo Garcia Member of the Board of Directors Duarte Paulo Teixeira de Azevedo President of the Executive Committee

Álvaro Carmona e Costa Portela Member of the Executive Committee

Michel Marie Bon Member of the Board of Directors Ângelo Gabriel Ribeirinho dos Santos Paupério Member of the Executive Committee

Nuno Manuel Moniz Trigoso Jordão Member of the Executive Committee

José Neves Adelino Member of the Board of Directors

Bernd Bothe Member of the Board of Directors

Information of the Board of Directors complying with Article 9, paragraph 1, b) of the CMVM regulation number 04/2004

Disclosure of shares and other securities held by members of the Board of Directors and of transactions during the year involving shares and other securities.

Additions Reductions Balance as of
30.06.2009
Date Quantity Aver. Price € Quantity Aver. Price € Quantity
Belmiro Mendes de Azevedo () (*)
Efanor Investimentos, SGPS, SA (1)
Sonaecom, SGPS, SA
49,999,996
75,537
Álvaro Carmona e Costa Portela (*)
Sonae, SGPS, SA
125,934
Sonaecom, SGPS, SA 5,000
Angelo Gabriel Ribeirinho dos Santos Paupério (*)
Sonae, SGPS, SA
250,000
Sonaecom, SGPS, SA 225,000
Duarte Paulo Teixeira de Azevedo () () (****)
Efanor Investimentos, SGPS, SA (1)
Migracom, SGPS, SA (3)
Sonae, SGPS, SA
1
1,969,996
3,293 (a
Michel Marie Bom (*)
Sonae, SGPS, SA
Purchase
20.01.2009 12,000 0.497 112,363
Maria Margarida Carvalhais Teixeira de Azevedo () (**)
Efanor Investimentos, SGPS, SA (1)
Sonae, SGPS, SA
1
14,901
Maria Cláudia Teixeira de Azevedo () (***)
Efanor Investimentos, SGPS, SA (1) 1
Linhacom, SGPS, SA (5)
Sonaecom, SGPS, SA
99,996
٥
Shares attributed under a Share Based
Compensation Plan
Sale
10.03.2009
31.03.2009
1,861 0.00 1,861 1.21
Nuno Teixeira de Azevedo () (***)
Efanor Investimentos, SGPS, SA (1)
Sonae, SGPS, SA
1
10,500 (a
David Graham Shenton Bain (***)
Sonae, SGPS, SA
Sonaecom, SGPS, SA
20,000
15,000
Balance as of
Additions Reductions 30.06.2009
Date Quantity Aver. Price € Quantity Aver. Price € Quantity
(1) Efanor Investimentos, SGPS, SA
Sonae, SGPS, SA
659,650,000
Pareuro, BV (2) 2,000,000
Sonaecom, SGPS, SA 1,000
(2) Pareuro, BV
Sonae, SGPS, SA
(3) Migracom, SGPS, SA
400,000,000
Sonae, SGPS, SA 1,485,000
Sonaecom, SGPS, SA 387,342
Imparfin, SGPS, SA (4)
(4) Imparfin, SGPS, SA
150,000
Sonae, SGPS, SA
(5) Linhacom, SGPS, SA
4,105,280
Sonae, SGPS, SA 351,296
Sonaecom, SGPS, SA 38,044
Purchase
Imparfin, SGPS, SA (4)
17.03.2009 1,861 1.21 150,000

Qualified holdings

Shares held and voting rights of companies owning more than 2% of the share capital of the company.

Shareholder Nr. of shares % Share
Canital
% of Voting
Rights
Efanor Investimentos, SGPS, SA
Directly 659,650,000 32.983% 32.983%
By Pareuro, BV (controlled by Efanor) 400,000,000 20.000% 20.000%
By Maria Margarida CarvalhaisTeixeira de Azevedo (Director of Efanor) 14,901 0.001% 0.001%
By Duarte Paulo Teixeira de Azevedo (Director of Efanor and held by descendent) 3,293 0.000% 0.000%
By Nuno Miguel Teixeira de Azevedo (Director of Efanor and held by descendent) 10,500 0.001% 0.001%
By Migracom, SGPS, SA (company controlled by Efanor's Director Duarte Paulo Teixeira de 1,485,000 0.074% 0.074%
Azevedo)
By Linhacom, SGPS, SA (company controlled by Efanor's Director Maria Cláudia Teixeira de
Azevedo)
351,296 0.018% 0.018%
Total attributable to Efanor Investimentos, SGPS, SA 1,061,514,990 53.076% 53.076%
Banco BPI, SA 132.851.868 6.643% 6.643%
Banco Português de Investimento, SA 365,199 0.018% 0.018%
Fundos de Pensões do Banco BPI 40,071,372 2.004% 2.004%
BPI Vida - Companhia de Seguros de Vida, SA 4,751,416 0.238% 0.238%
Total attributable to Banco BPI, SA 178,039,855 8.902% 8.902%
Fundação Berardo, Instituição Particular de Solidariedade Social 49.849.514 2.492% 2.492%
Total attributable to Fundação Berardo, Instituição Particular de Solidariedade Social 49,849,514 2.492% 2.492%
Bestinver Gestión, SA SGIIC
Bestinver Bolsa, Fl 19,766,469 0.988% 0.988%
Bestifond, FI 10,554,420 0.528% 0.528%
Bestinver Mixto, FI 3,604,182 0.180% 0.180%
Soixa Sicav 1,897,420 0.095% 0.095%
Bestinver Bestvalue Sicav 1,788,931 0.089% 0.089%
Bestinver Global, FP 1,655,273 0.083% 0.083%
Bestinver Ahorro, FP 1.485.213 0.074% 0.074%
Texrenta Inversiones Sicav 545,346 0.027% 0.027%
Loupri Inversiones 145,153 0.007% 0.007%
Divalsa de Inversiones Sicav, SA 93,191 0.005% 0.005%
Acciones, Cup. Y Obli. Segovianas 71.203 0.004% 0.004%
Bestinver Empleo, Fp. 60,404 0.003% 0.003%
Linker Inversiones, Sicav, SA 52,994 0.003% 0.003%
Jorick Investment 25,192 0.001% 0.001%
Total attributable to Bestinver Gestión, SA SGIIC 41,745,391 2.087% 2.087%

CONDENSED CONSOLIDATED BALANCE SHEET AT 30 JUNE 2009 AND 2008

AND AT 31 DECEMBER 2008

(Amounts expressed in euro)

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

In case of discrepancy the Portuguese version prevails).

ASSETS Notes 30 June 2009 30 June 2008 31 December 2008
NON-CURRENT ASSETS:
Tangible assets 9 2,724,115,990 2,272,900,703 2,507,943,036
Intangible assets 10 429,682,801 431,082,828 440,299,161
Investment properties 11 1,804,467,800 2,125,884,311 1,842,002,573
Goodwill 12 698,693,241 690,117,724 697,267,362
Associated investments 6 88,848,801 70,484,102 142,663,495
Other investments 7 and 13 15,294,970 24,809,603 12,978,175
Deferred tax assets 16 216,000,705 146,821,212 206,954,689
Other non-current assets 14 25,880,124 60,486,666 21,283,515
Total Non-Current Assets 6,002,984,432 5,822,587,149 5,871,392,006
CURRENT ASSETS:
Stocks 586,831,423 494,563,085 560,433,179
Trade account receivables and other current assets
Investments
15
13
689,244,081
52,859,402
649,816,729
67,741,707
616,554,385
63,556,763
Cash and cash equivalents 17 114,842,574 116,758,675 184,360,904
Total Current Assets 1,443,777,480 1,328,880,196 1,424,905,231
Assets available for sale 5,782,499 15,680,523 9,893,174
TOTAL ASSETS 7,452,544,411 7,167,147,868 7,306,190,411
EQUITY AND LIABILITIES
EQUITY:
Share capital 18 2,000,000,000 2,000,000,000 2,000,000,000
Own shares 18 (136,911,861) (138,568,275) (138,568,275)
Reserves and retained earnings (753,831,838) (718,055,013) (790,472,618)
Profit/(Loss) for the period attributable to the equity holders of Sonae (28,120,304) 24,218,043 80,035,669
Equity attributable to the equity holders of Sonae 1,081,135,997 1,167,594,755 1,150,994,776
Equity attributable to minority interests 19 451,331,453 502,392,074 411,549,101
TOTAL EQUITY 1,532,467,450 1,669,986,829 1,562,543,877
LIABILITIES:
NON-CURRENT LIABILITIES:
Loans 20 3,219,523,065 3,027,137,591 3,016,453,113
Other non-current liabilities 22 177,093,165 236,782,367 155,464,158
Deferred tax liabilities 16 319,328,440 354,583,609 330,908,680
Provisions 25 63,903,893 74,368,920 57,086,975
Total Non-Current Liabilities 3,779,848,563 3,692,872,487 3,559,912,926
CURRENT LIABILITIES:
Loans 20 404,098,402 295,713,227 370,071,172
Trade creditors and other current liabilities 24 1,734,374,043 1,506,014,841 1,811,293,282
Provisions 25 1,755,953 2,560,484 2,369,154
Total Current Liabilities 2,140,228,398 1,804,288,552 2,183,733,608
TOTAL LIABILITIES 5,920,076,961 5,497,161,039 5,743,646,534
TOTAL EQUITY AND LIABILITIES 7,452,544,411 7,167,147,868 7,306,190,411

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

CONDENSED CONSOLIDATED INCOME STATEMENTS

FOR THE PERIODS ENDED 30 JUNE 2009 AND 2008

(Amounts expressed in euro)

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

Notes nd Quarter 2009
2
(Unaudited)
nd Quarter 2008
2
(Unaudited)
30 June 2009 30 June 2008
Operational income
Sales 1,071,778,054 936,335,922 2,063,893,607 1,852,621,758
Services rendered 272,677,254 296,117,963 544,343,005 584,041,449
Value created on investment properties 11 (37,661,319) (21,663,667) (100,358,070) (21,663,667)
Other operational income 117,951,841 108,731,331 217,565,365 209,067,278
Total operational income 1,424,745,830 1,319,521,549 2,725,443,907 2,624,066,818
Operational expenses
Cost of goods sold and materials consumed (851,070,067) (739,474,335) (1,649,459,711) (1,490,041,322)
External supplies and services (267,828,093) (300,072,798) (534,512,899) (572,404,685)
Staff costs (161,476,994) (149,531,853) (322,053,260) (299,712,962)
Depreciation and amortisation 9 and 10 (73,939,141) (69,411,255) (145,152,046) (133,066,982)
Provisions and impairment losses 25 (8,839,308) (7,286,044) (16,152,798) (11,540,231)
Other operational expenses (26,243,871) (18,295,938) (47,988,031) (39,142,337)
Total operational expenses (1,389,397,474) (1,284,072,223) (2,715,318,745) (2,545,908,519)
Operational profit/(loss) 35,348,356 35,449,326 10,125,162 78,158,299
Finanacial expense (35,060,585) (47,658,017) (80,322,712) (97,533,955)
Financial income 3,000,038 9,307,332 8,087,412 19,938,447
Net financial expenses (32,060,547) (38,350,685) (72,235,300) (77,595,508)
Share of results of associated undertakings 6 (2,712,520) (312,662) (2,955,235) 1,302,927
Investment income 3,436,654 2,271,095 4,459,065 8,226,470
Profit/(Loss) before taxation 4,011,943 (942,926) (60,606,308) 10,092,188
Taxation 28 (4,089,177) 273,807 10,302,974 (178,719)
Profit/(Loss) after taxation 29 (77,234) (669,119) (50,303,334) 9,913,469
Attributable to:
Equity holders of Sonae 7,493,842 12,077,476 (28,120,304) 24,218,043
Minority interests (7,571,076) (12,746,595) (22,183,030) (14,304,574)
Profit/(Loss) per share
Basic 30 0.004012 0.006468 (0.015057) 0.012970
Diluted 30 0.004012 0.006468 (0.015057) 0.012970
The accompanying notes are part of these condensed consolidated financial statements. The Board of Directors
30

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

FOR THE PERIODS ENDED 30 JUNE 2009 AND 2008

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

Notes nd Quarter 2009
2
(Unaudited)
nd Quarter 2008
2
(Unaudited)
30 June 2009 30 June 2008
Net Profit / (Loss) for the period 29 (77,234) (669,119) (50,303,334) 9,913,469
Exchange differences arising on translation of foreign operations 11,471,647 8,302,265 19,543,458 2,003,381
Participation in other comprehensive income (net of tax) related to
associated companies included in consolidation by the equity method
1,544,487 468,666 1,544,487 468,666
Changes on fair value of available-for-sale financial assets 2,822,000 - 3,818,000 -
Changes in hedge and fair value reserves 5,102,981 15,797,685 (13,121,138) 10,421,611
Income tax relating to components of other comprehensive income (612,909) (496,787) 1,022,298 (357,624)
Other comprehensive income for the period 20,328,206 24,071,829 12,807,105 12,536,034
Total comprehensive income for the period 20,250,972 23,402,710 (37,496,229) 22,449,503
Attributable to:
Equity holders of Sonae 41,042,278 31,544,373 (14,502,940) 32,497,960
Minority interests (20,791,306) (8,141,663) (22,993,289) (10,048,457)

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

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

FOR THE PERIODS ENDED 30 JUNE 2009 AND 2008

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

Attributable to Equity Holders of Sonae
Reserves and Retained Earnings
Currency Investments Other Reserves Minority Total
Notes Share
Capital
Own
Shares
Legal
Reserve
Translation
Reserve
Hedging
Reserve
Fair Value
Reserve
and Retained
Earnings
Total Net
Profit/(Loss)
Total Interests
(Note 19)
Equity
Balance as at 1 January 2008 2,000,000,000 (138,568,275) 160,880,817 25,481,974 - 4,449,821 (1,166,627,627) (975,815,015) 284,044,038 1,169,660,748 448,365,507 1,618,026,255
Total comprehensive income for the period - - - 2,280,951 - 5,998,966 - 8,279,917 24,218,043 32,497,960 (10,048,457) 22,449,503
Appropriation of profit of 2007:
Transfer to legal reserves and retained earnings - - 825,157 - - - 283,218,881 284,044,038 (284,044,038) - - -
Dividends distributed
Adjustments of Sonae Capital right shares related to the spin-off
-
-
-
-
-
-
-
-
-
-
-
-
(56,016,000)
23,762,601
(56,016,000)
23,762,601
-
-
(56,016,000)
23,762,601
(3,352,350)
-
(59,368,350)
23,762,601
Aquisitions and sales of shares of affiliated undertakings - - - - - - - - - - 27,086,463 27,086,463
Capital increases - - - - - - - - - - 37,425,000 37,425,000
In other reserves - - - - - - (2,310,554) (2,310,554)
-
- (2,310,554)
-
2,915,911 605,357
-
Balance as at 30 June 2008 2,000,000,000 (138,568,275) 161,705,974 27,762,925 - 10,448,787 (917,972,699) (718,055,013) 24,218,043 1,167,594,755 502,392,074 1,669,986,829
Balance as at 1 January 2009 2,000,000,000 (138,568,275) 161,705,974 (4,251,321) (1,976,346) (11,232,990) (934,717,935) (790,472,618) - 80,035,669 1,150,994,776 411,549,101 1,562,543,877
Total comprehensive income for the period - - - 20,260,513 3,818,000 (10,461,149) - 13,617,364 (28,120,304) (14,502,940) (22,993,289) (37,496,229)
Appropriation of profit of 2008:
Transfer to legal reserves and retained earnings - - 1,523,608 - - - 78,512,061 80,035,669 (80,035,669) - - -
Dividends distributed
Disposal of own shares/ attribution to employees
-
-
-
1,656,414
-
-
-
-
-
-
-
-
(56,050,051)
-
(56,050,051)
-
-
-
(56,050,051)
1,656,414
-
4,169
(56,050,051)
1,660,583
Changes in the consolidation perimeter - - - - - - - - - - 62,019,315 62,019,315
In other reserves - - - - - - (962,202) (962,202) - (962,202) 752,157 (210,045)
Balance as at 30 June 2009 2,000,000,000 (136,911,861) 163,229,582 16,009,192 1,841,654 (21,694,139) (913,218,127) (753,831,838) (28,120,304) 1,081,135,997 451,331,453 1,532,467,450
The accompanying notes are part of these condensed consolidated financial statements. The Board of Directors
32

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS FOR

THE PERIODS ENDED 30 JUNE 2009 AND 2008

(Amounts expressed in euro)

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

In case of discrepancy the Portuguese version prevails).

2nd Quarter 2009
(Unaudited)
2nd Quarter 2008
(Unaudited)
30 June 2009 30 June 2008
OPERATING ACTIVITIES Notes
Net cash flow from operating activities (1) 290,653,736 45,710,574 136,814,058 (13,426,647)
INVESTMENT ACTIVITIES
Cash receipts arising from:
Investments
Tangible, intangible assets and property investments
118,495 79,609,645 2,154,549 83,916,996
Dividends 1,677,355
209,003
6,788,017
150,169
8,645,239
209,003
7,805,722
150,169
Others 15,568,333 6,416,713 27,294,161 15,764,920
17,573,186 92,964,544 38,302,952 107,637,807
Cash Payments arising from: (8,217,921) (18,280,344) (22,910,458) (37,820,185)
Investments
Tangible, intangible assets and property investments
(110,423,919) (123,750,990) (304,650,504) (295,712,214)
Others (10,681,262) (9,199,649) (13,729,658) (23,636,892)
(129,323,102) (151,230,983) (341,290,620) (357,169,291)
Net cash used in investment activities (2) (111,749,916) (58,266,439) (302,987,668) (249,531,484)
FINANCING ACTIVITIES
Cash receipts arising from:
Loans obtained 4,041,178,556 2,014,826,314 6,161,897,026 3,111,077,337
Capital increases, additional paid in capital and share premiums
Others
-
43,443,980
1,608,000
-
-
46,100,055
1,608,000
-
4,084,622,536 2,016,434,314 6,207,997,081 3,112,685,337
Cash Payments arising from:
Loans obtained (4,096,770,537) (1,858,935,012) (5,915,560,212) (2,758,665,568)
Interest and similar charges (45,189,174) (47,239,638) (99,309,007) (95,997,678)
Dividends
Others
(60,011,933)
(2,384,250)
(62,278,286)
(23,948,169)
(60,170,328)
(5,087,547)
(62,278,286)
(112,162,224)
(4,204,514,289) (1,992,401,105) (6,080,127,094) (3,029,103,756)
Net cash used in financing activities (3) (119,891,753) 24,033,209 127,869,987 83,581,581
Net increase in cash and cash equivalents (4) = (1) + (2) + (3) 59,012,067 11,477,344 (38,303,623) (179,376,550)
Effect of foreign exchange rate (147,902) (374,918) (452,688) (15,286)
Cash and cash equivalents at the beginning of the period 17 45,955,084 84,412,046 142,965,988 275,625,572
Cash and cash equivalents at the end of the period 17 105,115,053 96,264,308 105,115,053 96,264,308

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

Notes to the condensed consolidated financial

statements for the six months period ended

30 June 2009

(Amounts expressed in euro)

(Translation of consolidated financial statements originally issued in Portuguese.

In case of discrepancies the Portuguese version prevails.)

1 INTRODUCTION

SONAE, SGPS, SA ("the Company" or "Sonae"), with head office at Lugar do Espido, Via Norte, Apartado 1011, 4471-909 Maia, Portugal, is the parent company of a group of companies, as detailed in Notes 4 to 7 ("Sonae Group"). The Group's operations and business segments are described in Note 32.

2 PRINCIPAL ACCOUNTINGPOLICIES

The accounting policies adopted are consistent with those followed in the preparation of annual financial statements for the year ended 31 December 2008, with the exception of those described in note 3.

2.1. Basis of preparation

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

The accompanying condensed consolidated financial statements have been prepared from the books and accounting records of the companies included in the consolidation (Notes 4 to 6) on a going concern basis and under the historical cost convention, except for investment properties and financial instruments which are stated at fair value.

3 CHANGES INACCOUNTINGPOLICIES

During the period it has been adopted for the first time the revised version of IAS 1 (effective for the periods that began on 1 January 2009) in accordance there were some changes made to the disclosures but there were neither impacts on results nor on financial position.

Additionally it has been adopted IFRS 8 – Operating Segments, which implied changes in the segments reported by the Group (Note 32), but had no impacts on results or on financial position.

The remaining changes occurred at IFRS, which became effective during this period, and that were disclosed on 2008 financial statements had no material impact on the Sonae financial statements.

4 GROUP COMPANIES INCLUDEDINTHE CONSOLIDATEDFINANCIAL STATEMENTS

Group companies included in the consolidated financial statements, their head offices and percentage of share capital held by the Group as at 3o June 2009 and 31 December 2008 are as follows:

Percentage of capital held
30 June 2009 31 December 2008
COMPANY Head Office Direct Total Direct Total
Sonae - SGPS, S.A. Maia HOLDING HOLDING HOLDING HOLDING
Retail
Arat Inmuebles, SA a) Madrid (Spain) 100.00% 100.00% 100.00% 100.00%
Azulino Imobiliária, SA a) Maia 100.00% 100.00% 100.00% 100.00%
1) BB Food Service, SA a) Maia 100.00% 100.00% - -
Bertimóvel - Sociedade Imobiliária, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Best Offer - Prestação de Informações por
Internet, SA
a) Maia 100.00% 100.00% 100.00% 100.00%
Bikini, Portal de Mulheres, SA a) Maia 100.00% 100.00% 100.00% 100.00%
1) Bom Momento - Comércio Retalhista, SA a) Maia 100.00% 100.00% - -
Canasta - Empreendimentos Imobiliários, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Carnes do Continente - Industria e
Distribuição Carnes, SA
a) Santarém 100.00% 100.00% 100.00% 100.00%
Chão Verde - Sociedade de Gestão
Imobiliária, SA
a) Maia 100.00% 100.00% 100.00% 100.00%
Citorres - Sociedade Imobiliária, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Contibomba - Comércio e Distribuição de
Combustíveis, SA
a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Contimobe - Imobiliária de Castelo Paiva, SA a) Castelo de Paiva 100.00% 100.00% 100.00% 100.00%
Continente Hipermercados, SA a) Lisbon 100.00% 100.00% 100.00% 100.00%
Cumulativa - Sociedade Imobiliária, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Difusão - Sociedade Imobiliária, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Edições Book.it, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Efanor - Design e Serviços, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Estevão Neves - Hipermercados da Madeira,
SA
a) Madeira 100.00% 100.00% 100.00% 100.00%
Farmácia Selecção, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Fozimo - Sociedade Imobiliária, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Fozmassimo - Sociedade Imobiliária, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
5) Fundo de Investimento Imobiliário Fechado
Imosede
a) Maia 54.55% 54.55% 49.oo% 49.00%
Fundo de Investimento Imobiliário Imosonae
Dois
a) Maia 100.00% 100.00% 100.00% 100.00%
Global S - Hipermercado, Lda a) Matosinhos 100.00% 100.00% 100.00% 100.00%
1) Good and Cheap - Comércio Retalhista, SA a) Matosinhos 100.00% 100.00% - -
1) Hipotética - Comércio Retalhista, SA a) Matosinhos 100.00% 100.00% - -
IGI - Investimento Imobiliário, SA a) Porto 100.00% 100.00% 100.00% 100.00%
Igimo - Sociedade Imobiliária, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Iginha - Sociedade Imobiliária, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Imoconti - Sociedade Imobiliária, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Imoestrutura - Sociedade Imobiliária, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Imomuro - Sociedade Imobiliária, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Imoresultado - Sociedade Imobiliaria, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Imosistema - Sociedade Imobiliária, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Infofield - Informática, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Inventory - Acessórios de Casa, SA a) Maia 100.00% 100.00% 100.00% 100.00%
1) Just Sport - Comércio de Artigos de
Desporto, SA
a) Matosinhos 100.00% 100.00% - -
Marcas MC, zRT a) Budapest
(Hungary)
100.00% 100.00% 100.00% 100.00%
MJLF - Empreendimentos Imobiliários, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Modalfa - Comércio e Serviços, SA a) Maia 100.00% 100.00% 100.00% 100.00%
1) Modalloop – Vestuário e Calçado, SA a) Matosinhos 100.00% 100.00% - -
Modelo Continente - Operações de Retalho
SGPS, SA
a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Modelo Continente Hipermercados,SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Modelo Continente Seguros - Sociedade
Mediação, SA
a) Porto 100.00% 100.00% 100.00% 100.00%
Modelo Hiper Imobiliária, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Modelo Hipermercados Trading, SA a) Madrid (Spain) 100.00% 100.00% 100.00% 100.00%
Modelo.com - Vendas p/Correspond., SA a) Maia 100.00% 100.00% 100.00% 100.00%
NA - Comércio de Artigos de Desporto, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
NA - Equipamentos para o Lar, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Peixes do Continente - Indústria e
Distribuição de Peixes, SA
a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Pharmacontinente - Saúde e Higiene, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Predicomercial - Promoção Imobiliária, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Selifa - Empreendimentos Imobiliários, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Sempre à Mão - Sociedade Imobiliária, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Sesagest - Proj.Gestão Imobiliária, SA a) Porto 100.00% 100.00% 100.00% 100.00%
Socijofra - Sociedade Imobiliária, SA a) Gondomar 100.00% 100.00% 100.00% 100.00%
Sociloures - Sociedade Imobiliária, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Soflorin, BV a) Amsterdam (The
Netherlands)
100.00% 100.00% 100.00% 100.00%
Solaris Supermercados, SA a) Viana do Castelo 100.00% 100.00% 100.00% 100.00%
Sonae Capital Brasil, Lda a) São Paulo (Brazil) 100.00% 100.00% 100.00% 100.00%
Sonae Distribuição, SGPS, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
SIAL Participações, Ltda a) São Paulo (Brazil) 100.00% 100.00% 100.00% 100.00%
Sonae Retalho España - Servicios Generales,
SA
a) Madrid (Spain) 100.00% 100.00% 100.00% 100.00%
Sondis Imobiliária, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Sontária - Empreendimentos Imobiliários,
SA
a) Maia 100.00% 100.00% 100.00% 100.00%
Sonvecap, BV a) Amsterdam (The
Netherlands)
100.00% 100.00% 100.00% 100.00%
Sport Zone - Comércio de Artigos de
Desporto, SA
a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Sport Zone Espanã - Comércio de Articulos
de Deporte, SA
a) Madrid (Spain) 100.00% 100.00% 100.00% 100.00%
Tlantic Portugal - Sistemas de Informação,
SA
a) Maia 100.00% 100.00% 100.00% 100.00%
Tlantic Sistemas de Informação, Ltda a) Porto Alegre
(Brazil)
100.00% 100.00% 100.00% 100.00%
Todos os Dias - Com. Ret. Expl. C. Comer.,
SA
a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Valor N, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
1) Well W - Electrodomésticos e
Equipamentos, SA
a) Matosinhos 100.00% 100.00% - -
Worten - Equipamento para o Lar, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Worten España Distribución, S.L. a) Madrid (Spain) 100.00% 100.00% 100.00% 100.00%
6) Zippy – Comércio e Distribuição, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
7) Zippy - Comércio Y Distribución, SA a) Madrid (Spain) 100.00% 100.00% 100.00% 100.00%
Telecommunications
Be Artis - Concepção, Construção e Gestão
de Redes de Comunicações, SA
a) Maia 100.00% 54.13% 100.00% 53.95%
Be Towering - Explor. Torres de
Telecomunicações, SA
a) Maia 100.00% 54.13% 100.00% 53.95%
3) We Do Technologies Australia PTY Limited a) Australia 100.00% 54.13% 100.00% 53.95%
4) We Do Poland Sp.Z.o.o. a) Posnan (Poland) 100.00% 54.13% 100.00% 53.95%
Cape Tecnologies (U.K) Limited a) Cardiff (U.K.) 100.00% 54.13% 100.00% 53.95%
Cape Tecnologies Americas, Inc. a) Miami (USA) 100.00% 54.13% 100.00% 53.95%
Cape Tecnologies Limited a) Dublin (Ireland) 100.00% 54.13% 100.00% 53.95%
Digitmarket - Sistemas de Informação, SA a) Maia 75.10% 40.66% 75.10% 40.52%
1) Lugares Virtuais, SA a) Maia 100.00% 54.13% - -
M3G - Edições Digitais, SA a) Maia 100.00% 54.13% 100.00% 53.95%
Magma - Operação de Titularização de
Créditos
c) Portugal 100.00% 54.13% 100.00% 53.95%
Mainroad Serviços em Tecnologias de
Informação, SA
a) Maia 100.00% 54.13% 100.00% 53.95%
Miauger - Org. Gestão Leilões Electronicos,
SA
a) Maia 100.00% 54.13% 100.00% 53.95%
Per-Mar - Sociedade de Construções, SA a) Maia 100.00% 54.13% 100.00% 53.95%
Praesidium Services Limited a) Berkshire (U.K.) 100.00% 54.13% 100.00% 53.95%
Praesidium Tecnologies Limited a) Berkshire (U.K.) 100.00% 54.13% 100.00% 53.95%
Público - Comunicação Social, SA a) Porto 100.00% 54.13% 100.00% 53.95%
Saphety Level - Trusted Services, SA a) Maia 86.99% 47.09% 86.99% 46.93%
Sonae Telecom, SGPS, SA a) Maia 100.00% 54.13% 100.00% 53.95%
Sonaecom - Serviços de Comunicação, SA a) Maia 100.00% 54.13% 100.00% 53.95%
Sonaecom - Sistemas de Informação, SGPS,
SA
a) Maia 100.00% 54.13% 100.00% 53.95%
Sonaecom BV a) Amsterdam (The
Netherlands)
100.00% 54.13% 100.00% 53.95%
Sonaecom, SGPS, SA a) Maia 54.07% 54.13% 53.95% 53.95%
Sonaetelecom, BV a) Amsterdam (The
Netherlands)
100.00% 54.13% 100.00% 53.95%
Tecnológica Telecomunicações Ltda a) Rio de Janeiro
(Brazil)
99.99% 54.08% 99.99% 53.89%
2) Telemilénio - Telecomunicações
Soc.Unipessoal, Lda
a) Lisbon 100.00% 54.13% 100.00% 53.95%
We Do Brasil - Soluções Informáticas, Ltda a) Rio de Janeiro
(Brazil)
99.91% 54.08% 99.91% 53.90%
We Do Consulting - Sistemas de Informação,
SA
a) Maia 100.00% 54.13% 100.00% 53.95%
We Do Technologies (UK) Limited a) Berkshire (U.K.) 100.00% 54.13% 100.00% 53.95%
We Do Technologies BV a) Amsterdam (The
Netherlands)
100.00% 54.13% 100.00% 53.95%
We Do Technologies Egypt Limited a) Cairo (Egypt) 100.00% 54.13% 100.00% 53.95%
We Do Technologies Mexico SRL a) Mexico City 100.00% 54.13% 100.00% 53.95%
Management investments
MDS - Corretor de Seguros, SA a) Porto 100.00% 100.00% 100.00% 100.00%
MDS, SGPS, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Modelo - Distribuição de Materiais de
Construção, SA
b) Maia 50.00% 50.00% 50.00% 50.00%
Sonae RE, SA a) Luxembourg 99.92% 99.92% 100.00% 100.00%

Others

Libra Serviços, Lda a) Funchal 100.00% 100.00% 100.00% 100.00%
Sonae Investments, BV a) Amsterdam (The
Netherlands)
100.00% 100.00% 100.00% 100.00%
Sonaecenter Serviços, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Sonaegest-Soc.Gest.Fundos Investimentos,
SA
a) Maia 80.00% 70.00% 80.00% 70.00%
Sontel, BV a) Amsterdam (The
Netherlands)
100.00% 100.00% 100.00% 100.00%
  • 1) Companies incorporated in the period;
  • 2) Company merged into Sonaecom Sistemas de Informação, SGPS, SA;
  • 3) Ex Cape Asia Pac Pty Limited;
  • 4) Ex Cape Poland Sp.Z.o.o.;
  • 5) Subsidiary included in the consolidation by the equity method in previous periods, is now being included in the consolidation through the full consolidation method, since there was a change in the % held with the capital increase operation as of 29 May 2009, which was fully subscribed by the Group.
  • 6) Ex Efanor Indústria de Fios, SA;
  • 7) Ex Sonaecor Comércio Y Distribución, SA.
  • a) Majority of voting rights;
  • b) Management control;
  • c) Control determined in accordance with SIC 12 Special purpose entities.

These group companies are consolidated using the full consolidation method.

5 JOINTLY CONTROLLEDCOMPANIES

Jointly controlled companies included in the consolidated financial statements, their head offices and the percentage of share capital held by the Group as at 30 June 2009 and 31 December 2008 are as follows:

Percentage of capital held
30 June 2009 31 December 2008
COMPANY Head Office Direct Total Direct Total
Shopping Centres
3DO Holding GmbH Dusseldorf
(Germany)
100.00% 50.00% 100.00% 50.00%
3DO Shopping Centre GmbH Dusseldorf
(Germany)
100.00% 50.00% 100.00% 50.00%
3shoppings - Holding, SGPS, SA Maia 100.00% 25.05% 100.00% 25.05%
Aegean Park, SA Athens (Greece) 100.00% 25.00% 100.00% 25.00%
Airone - Shopping Centre, Srl Milan (Italy) 100.00% 25.05% 100.00% 25.05%
ALEXA Administration GmbH Berlin (Germany) 100.00% 25.00% 100.00% 25.00%
ALEXA Holding GmbH Dusseldorf
(Germany)
50.00% 25.00% 50.00% 25.00%
ALEXA Shopping Centre GmbH Dusseldorf
(Germany)
100.00% 25.00% 100.00% 25.00%
Algarveshopping - Centro Comercial, SA Maia 100.00% 25.05% 100.00% 25.05%
Arrábidashopping - Centro Comercial, SA Maia 50.00% 12.53% 50.00% 12.53%
Avenida M-40, BV Amsterdam (The
Netherlands)
100.00% 25.05% 100.00% 25.05%
Avenida M-40, SA Madrid (Spain) 100.00% 25.05% 100.00% 25.05%
Cascaishopping - Centro Comercial, SA Maia 50.00% 12.53% 50.00% 12.53%
Cascaishopping Holding I, SGPS, SA Maia 100.00% 25.05% 100.00% 25.05%
Centro Colombo - Centro Comercial, SA Maia 100.00% 12.53% 100.00% 12.53%
Centro Vasco da Gama - Centro Comercial, SA Maia 50.00% 12.53% 50.00% 12.53%
Clérigoshopping - Gestão do Centro Comercial, SA Maia 100.00% 50.00% 100.00% 50.00%
Coimbrashopping - Centro Comercial, SA Maia 100.00% 25.05% 100.00% 25.05%
Colombo Towers Holding, BV The Hague (The
Netherlands)
50.00% 25.00% 50.00% 25.00%
Craiova Mall BV Amsterdam (The
Netherlands)
100.00% 50.00% 100.00% 50.00%
Dortmund Tower GmbH Dusseldorf
(Germany)
100.00% 50.00% 100.00% 50.00%
Dos Mares - Shopping Centre, BV Amsterdam (The
Netherlands)
100.00% 25.05% 100.00% 25.05%
Dos Mares - Shopping Centre, SA Madrid (Spain) 100.00% 25.05% 100.00% 25.05%
El Rosal Shopping, SA Madrid (Spain) 70.00% 35.00% 70.00% 35.00%
Estação Viana - Centro Comercial, SA Viana do Castelo 100.00% 25.05% 100.00% 25.05%
Freccia Rossa - Shopping Centre, Srl Milan (Italy) 50.00% 25.00% 50.00% 25.00%
Fundo Investimento Imob. Shopping Parque D.
Pedro Shopping, SA
São Paulo
(Brazil)
100.00% 24.39% 100.00% 24.36%
Gaiashopping I - Centro Comercial, SA Maia 50.00% 12.53% 50.00% 12.53%
Gaiashopping II - Centro Comercial, SA Maia 100.00% 12.53% 100.00% 12.53%
3) Gli Orsi - Shopping Centre, Srl Milan (Italy) 100.00% 50.00% 100.00% 50.00%
Gli Orsi 1 Shopping Centre, Srl Milan (Italy) 100.00% 50.00% 100.00% 50.00%
Guimarãeshopping - Centro Comercial, SA Maia 100.00% 25.05% 100.00% 25.05%
2) Harvey Dos Iberica, SL Madrid (Spain) 50.00% 12.53% - -
Iberian Assets, SA Madrid (Spain) 49.78% 12.48% 49.78% 12.48%
Inparsa - Gestão de Galeria Comerc., SA Maia 100.00% 50.00% 100.00% 50.00%
Ioannina Development of Shopping Centres, SA Athens (Greece) 100.00% 50.00% 100.00% 50.00%
KLC Holdings XII, SA Luxembourg 100.00% 50.00% 100.00% 50.00%
La Farga - Shopping Centre, SL Madrid (Spain) 100.00% 12.48% 100.00% 12.48%
Larissa Development of Shopping Centres, SA Athens (Greece) 100.00% 25.00% 100.00% 25.00%
Le Terrazze - Shopping Centre, Srl Milan (Italy) 50.00% 25.00% 50.00% 25.00%
Lembo Services Ltd Cyprus 100.00% 50.00% 100.00% 50.00%
Loop 5 - Shopping Centre Gmbh Dusseldorf
(Germany)
50.00% 25.00% 50.00% 25.00%
Luz del Tajo - Centro Comercial, SA Madrid (Spain) 100.00% 25.05% 100.00% 25.05%
Luz del Tajo, BV Amsterdam (The
Netherlands)
100.00% 25.05% 100.00% 25.05%
Madeirashopping - Centro Comercial, SA Funchal
(Madeira)
50.00% 12.53% 50.00% 12.53%
Maiashopping - Centro Comercial, SA Maia 100.00% 25.05% 100.00% 25.05%
MC Property Management, SA Athens (Greece) 75.00% 18.75% 75.00% 18.75%
Münster Arkaden, BV Amsterdam (The
Netherlands)
100.00% 25.05% 100.00% 25.05%
Norte Shopping Retail and Leisure Centre, BV Amsterdam (The
Netherlands)
50.00% 12.53% 50.00% 12.53%
Norteshopping - Centro Comercial, SA Maia 100.00% 12.53% 100.00% 12.53%
Pantheon Plaza BV Amsterdam (The
Netherlands)
50.00% 25.00% 50.00% 25.00%
Paracentro - Gestão de Galerias Comerciais, SA Maia 100.00% 50.00% 100.00% 50.00%
Park Avenue Developement of Shopping Centers,
SA
Athens (Greece) 100.00% 25.00% 100.00% 25.00%
Parque Atlântico Shopping - Centro Comercial SA Ponta Delgada
(Açores)
50.00% 12.53% 50.00% 12.53%
Parque D. Pedro 1, BV Sarl Luxembourg 100.00% 25.00% 100.00% 25.00%
Parque D. Pedro 2, BV Sarl Luxembourg 100.00% 25.00% 100.00% 25.00%
Parque de Famalicão - Empreendimentos
Imobiliários, SA
Maia 100.00% 50.00% 100.00% 50.00%
Parque Principado, SL Madrid (Spain) 50.00% 12.53% 50.00% 12.53%
Pátio Boavista Shopping, Ltda São Paulo
(Brazil)
100.00% 23.80% 100.00% 23.76%
Pátio Goiânia Shopping, Ltda São Paulo
(Brazil)
100.00% 23.80% 100.00% 23.76%
Pátio Londrina Empreendimentos e Participações,
Ltda
São Paulo
(Brazil)
100.00% 23.80% 100.00% 23.76%
Pátio Penha Shopping, Ltda São Paulo
(Brazil)
99.99% 23.80% 99.99% 23.76%
Pátio São Bernardo Shopping Ltda São Paulo
(Brazil)
100.00% 23.80% 100.00% 23.76%
Pátio Sertório Shopping Ltda São Paulo
(Brazil)
100.00% 23.80% 100.00% 23.76%
Pátio Uberlândia Shopping Ltda São Paulo
(Brazil)
100.00% 23.80% 100.00% 23.76%
Plaza Eboli - Centro Comercial, SA Madrid (Spain) 100.00% 50.00% 100.00% 50.00%
Plaza Eboli, BV Amsterdam (The
Netherlands)
100.00% 50.00% 100.00% 50.00%
Plaza Mayor Holding, SGPS, SA Maia 100.00% 25.05% 100.00% 25.05%
Plaza Mayor Parque de Ócio, BV Amsterdam (The
Netherlands)
100.00% 25.05% 100.00% 25.05%
Plaza Mayor Parque de Ócio, SA Madrid (Spain) 100,00% 25,05% 100,00% 25,05%
Plaza Mayor Shopping, BV Amsterdam (The
Netherlands)
100.00% 50.00% 100.00% 50.00%
Plaza Mayor Shopping, SA Madrid (Spain) 75.00% 37.50% 75.00% 37.50%
Ploi Mall BV Amsterdam (The
Netherlands)
100.00% 50.00% 100.00% 50.00%
Pridelease Investments, Ltd Cascais 100.00% 50.00% 100.00% 50.00%
Project 4, Srl Milan (Italy) 100.00% 50.00% 100.00% 50.00%
Project SC 1, BV Amsterdam (The
Netherlands)
50.00% 25.00% 50.00% 25.00%
Project SC 2, BV Amsterdam (The
Netherlands)
100.00% 50.00% 100.00% 50.00%
Project Sierra 1 - Shopping Centre, GmbH Vienne (Austria) 100.00% 50.00% 100.00% 50.00%
Project Sierra 2, BV Amsterdam (The
Netherlands)
100.00% 50.00% 100.00% 50.00%
Project Sierra 5, BV Amsterdam (The
Netherlands)
100.00% 50.00% 100.00% 50.00%
Project Sierra 6, BV Amsterdam (The
Netherlands)
100.00% 50.00% 100.00% 50.00%
Project Sierra 7 BV Amsterdam (The
Netherlands)
100.00% 50.00% 100.00% 50.00%
Project Sierra 8 BV Amsterdam (The
Netherlands)
100.00% 50.00% 100.00% 50.00%
Project Sierra 9 BV Amsterdam (The
Netherlands)
100.00% 50.00% 100.00% 50.00%
Project Sierra 10 BV Amsterdam (The
Netherlands)
100.00% 50.00% 100.00% 50.00%
Project Sierra Brazil 1, BV Amsterdam (The
Netherlands)
100.00% 50.00% 100.00% 50.00%
Project Sierra Four SA Bucharest
(Romania)
100.00% 50.00% 100.00% 50.00%
Project Sierra Germany 2 (two), Shopping Centre
GmbH
Dusseldorf
(Germany)
100.00% 50.00% 100.00% 50.00%
Project Sierra Germany 3 (three), Shopping
Centre, GmbH
Dusseldorf
(Germany)
100.00% 50.00% 100.00% 50.00%
Project Sierra Germany 4 (four), Shopping Centre,
GmbH
Dusseldorf
(Germany)
100.00% 50.00% 100.00% 50.00%
Project Sierra Germany Shopping Centre 1 BV Amsterdam (The
Netherlands)
100.00% 50.00% 100.00% 50.00%
Project Sierra Germany Shopping Centre 2 BV Amsterdam (The
Netherlands)
100.00% 50.00% 100.00% 50.00%
Project Sierra Holding Portugal V, SGPS, SA Maia 100.00% 50.00% 100.00% 50.00%
Project Sierra Italy 1 - Shopping Centre, Srl Milan (Italy) 100.00% 50.00% 100.00% 50.00%
Project Sierra Italy 2 - Development of Shopping
Centres, Srl
Milan (Italy) 100.00% 50.00% 100.00% 50.00%
Project Sierra Italy 3 - Shopping Centre, Srl Milan (Italy) 100.00% 50.00% 100.00% 50.00%
Project Sierra Italy 5 - Development of Shopping
Centres Srl
Milan (Italy) 100.00% 50.00% 100.00% 50.00%
Project Sierra One Srl Bucharest
(Romania)
100.00% 50.00% 100.00% 50.00%
Project Sierra Portugal I - C.Comercial, SA Maia 50.00% 25.00% 50.00% 25.00%
Project Sierra Portugal II - Centro Comercial, SA Maia 100.00% 50.00% 100.00% 50.00%
Project Sierra Portugal IV - Centro Comercial, SA Maia 100.00% 50.00% 100.00% 50.00%
Project Sierra Portugal V - Centro Comercial, SA Maia 100.00% 50.00% 100.00% 50.00%
Project Sierra Portugal VI - Centro Comercial, SA Maia 100.00% 50.00% 100.00% 50.00%
Project Sierra Portugal VII - Centro Comercial, SA Maia 100.00% 50.00% 100.00% 50.00%
Project Sierra Portugal VIII - Centro Comercial, SA Maia 100.00% 50.00% 100.00% 50.00%
Project Sierra Spain 1, BV Amsterdam (The
Netherlands)
100.00% 50.00% 100.00% 50.00%
Project Sierra Spain 2 - Centro Comerial, SA Madrid (Spain) 100.00% 50.00% 100.00% 50.00%
Project Sierra Spain 2, BV Amsterdam (The
Netherlands)
100.00% 50.00% 100.00% 50.00%
Project Sierra Spain 3 - Centro Comercial, SA Madrid (Spain) 50.00% 25.00% 50.00% 25.00%
Project Sierra Spain 3, BV Amsterdam (The
Netherlands)
100.00% 50.00% 100.00% 50.00%
Project Sierra Spain 6 - Centro Comercial, SA Madrid (Spain) 100.00% 50.00% 100.00% 50.00%
Project Sierra Spain 6, BV Amsterdam (The
Netherlands)
100.00% 50.00% 100.00% 50.00%
Project Sierra Spain 7 - Centro Comercial, SA Madrid (Spain) 100.00% 50.00% 100.00% 50.00%
Project Sierra Spain 7, BV Amsterdam (The
Dusseldorf
(Germany)
100.00% 50.00% 100.00% 50.00%
Dusseldorf
(Germany)
100.00% 50.00% 100.00% 50.00%
Dusseldorf
(Germany)
100.00% 50.00% 100.00% 50.00%
Netherlands) 100.00% 50.00% 100.00% 50.00%
Netherlands) 100.00% 50.00% 100.00% 50.00%
(Romania) 100.00% 50.00% 100.00% 50.00%
Netherlands) 100.00% 50.00% 100.00% 50.00%
Netherlands) 100.00% 50.00% 100.00% 50.00%
Netherlands) 100.00% 50.00% 100.00% 50.00%
Netherlands) 100.00% 50.00% 100.00% 50.00%
Netherlands) 100.00% 50.00% 100.00% 50.00%
3) Project Sierra Srl Bucharest
(Romania)
100.00% 50.00% 100.00% 50.00%
Project Sierra Three Srl Bucharest
(Romania)
100.00% 50.00% 100.00% 50.00%
Project Sierra Two Srl Bucharest
(Romania)
100.00% 50.00% 100.00% 50.00%
River Plaza BV Amsterdam (The
Netherlands)
100.00% 50.00% 100.00% 50.00%
River Plaza Mall, Srl Bucharest
(Romania)
100.00% 50.00% 100.00% 50.00%
S.C. Microcom Doi Srl Bucharest
(Romania)
100.00% 50.00% 100.00% 50.00%
SC Aegean, BV Amsterdam (The
Netherlands)
50.00% 25.00% 50.00% 25.00%
SC Mediterranean Cosmos, BV Amsterdam (The
Netherlands)
50.00% 12.53% 50.00% 12.53%
Shopping Centre Colombo Holding, BV Amsterdam (The
Netherlands)
50.00% 12.53% 50.00% 12.53%
Shopping Centre Parque Principado, BV Amsterdam (The
Netherlands)
100.00% 25.05% 100.00% 25.05%
Sierra Asset Management - Gestão de Activos, SA Maia 100.00% 50.00% 100.00% 50.00%
Sierra Brazil 1, BV Amsterdam (The
Netherlands)
100.00% 25.00% 100.00% 25.00%
Sierra Charagionis Developement of Shopping
Centers, SA
Athens (Greece) 50.00% 25.00% 50.00% 25.00%
Sierra Charagionis Property Management, SA Athens (Greece) 50.00% 25.00% 50.00% 25.00%
Sierra Corporate Services - Apoio à Gestão, SA Lisbon 100.00% 50.00% 100.00% 50.00%
Sierra Corporate Services Holland, BV Amsterdam (The
Netherlands)
100.00% 50.00% 100.00% 50.00%
Sierra Development of Shopping Centres Greece,
SA
Athens (Greece) 100.00% 50.00% 100.00% 50.00%
Sierra Developments - Serviços de Promoção
Imobiliária, SA
Maia 100.00% 50.00% 100.00% 50.00%
Sierra Developments Germany GmbH Dusseldorf
(Germany)
100.00% 50.00% 100.00% 50.00%
Sierra Developments Germany Holding, BV Amsterdam (The
Netherlands)
100.00% 50.00% 100.00% 50.00%
Sierra Developments Holding, BV Amsterdam (The
Netherlands)
100.00% 50.00% 100.00% 50.00%
Sierra Developments Iberia 1, Promoção
Imobiliária, SA
Maia 100.00% 50.00% 100.00% 50.00%
Sierra Developments Italy, Srl Milan (Italy) 100.00% 50.00% 100.00% 50.00%
Sierra Developments Romania SRL Bucharest
(Romania)
100.00% 50.00% 100.00% 50.00%
Sierra Developments Spain - Promociones de
Centros Comerciales, SL
Madrid (Spain) 100.00% 50.00% 100.00% 50.00%
Sierra Developments, SGPS, SA Maia 100.00% 50.00% 100.00% 50.00%
Sierra Enplanta, Ltda São Paulo
(Brazil)
100.00% 23.80% 100.00% 23.76%
Sierra European Retail Real Estate Assets
Holdings, BV
Amsterdam (The
Netherlands)
50.10% 25.05% 50.10% 25.05%
Sierra GP, Limited Guernsey (U.K.) 100.00% 49.99% 100.00% 49.99%
Sierra Investimentos Brasil Ltda São Paulo
(Brazil)
100.00% 23.80% 100.00% 23.76%
Sierra Investments (Holland) 1, BV Amsterdam (The
Netherlands)
100.00% 50.00% 100.00% 50.00%
Sierra Investments (Holland) 2, BV Amsterdam (The
Netherlands)
100.00% 50.00% 100.00% 50.00%
Sierra Investments Holding, BV Amsterdam (The
Netherlands)
100.00% 50.00% 100.00% 50.00%
Sierra Investments SGPS, SA Maia 100.00% 50.00% 100.00% 50.00%
Sierra Italy Holding, BV Amsterdam (The
Netherlands)
100.00% 50.00% 100.00% 50.00%
Sierra Management Germany, GmbH Dusseldorf
(Germany)
100.00% 50.00% 100.00% 50.00%
Sierra Management II - Gestão de Centros
Comerciais, SA
Lisbon 100.00% 50.00% 100.00% 50.00%
Sierra Management Italy, Srl Milan (Italy) 100.00% 50.00% 100.00% 50.00%
Sierra Management New Tech.Bus. -
Serv.Comu.CC, SA
Lisbon 100.00% 50.00% 100.00% 50.00%
Sierra Management Portugal - Gestão de Centros
Comerciais, SA
Lisbon 100.00% 50.00% 100.00% 50.00%
Sierra Management Spain - Gestión de Centros
Comerciales, SA
Madrid (Spain) 100.00% 50.00% 100.00% 50.00%
Sierra Management, SGPS, SA Maia 100.00% 50.00% 100.00% 50.00%
Sierra Property Management Greece, SA Athens (Greece) 100.00% 50.00% 100.00% 50.00%
Sierra Property Management, Srl Bucharest
(Romania)
100.00% 50.00% 100.00% 50.00%
Sonae Sierra Brasil, SA São Paulo
(Brazil)
95.20% 23.80% 94.54% 23.76%
Sonae Sierra Brazil, BV Sarl Luxembourg 50.00% 25.00% 50.00% 25.00%
Sonae Sierra, SGPS, SA Maia 50.00% 50.00% 50.00% 50.00%
SPF - Sierra Portugal Luxembourg 100.00% 50.00% 100.00% 50.00%
SRP - Parque Comercial de Setúbal, SA Maia 50.00% 25.00% 50.00% 25.00%
Torre Ocidente - Imobiliária, SA Maia 50.00% 12.50% 50.00% 12.50%
Torre Oriente - Imobiliária, SA Maia 50.00% 12.50% 50.00% 12.50%
Unishopping Administradora, Ltda São Paulo
(Brazil)
100.00% 23.80% 100.00% 23.76%
Unishopping Consultoria Imobiliária, Ltda São Paulo
(Brazil)
99.98% 23.80% 99.98% 23.76%
Valecenter, Srl Milan (Italy) 100.00% 25.05% 100.00% 25.05%
Via Catarina - Centro Comercial, SA Maia 50.00% 12.53% 50.00% 12.53%
1) Vuelta Omega, S.L. Madrid (Spain) 100.00% 12.53% - -
Weiterstadt Shopping BV Amsterdam (The
Netherlands)
100.00% 50.00% 100.00% 50.00%
Zubiarte Inversiones Inmobiliarias, SA Madrid (Spain) 49.83% 12.48% 49.83% 12.48%
Telecommunications
Unipress - Centro Gráfico, Lda Vila Nova de
Gaia
50.00% 27.07% 50.00% 26.97%
Vipu ACE Lisbon 50.00% 27.07% 50.00% 26.97%
Management investments
Equador & Mendes - Agência de Viagens e
Turismo, Lda
Lisbon 50.00% 37.13% 50.00% 50.00%
Geotur - Viagens e Turismo, SA Lisbon 50.00% 50.00% 50.00% 50.00%
Marcas do Mundo - Viagens e turismo, Sociedade
Unipessoal, Lda
Lisbon 50.00% 50.00% 50.00% 50.00%
Movimentos Viagens - Viagens e Turismo,
Sociedade Unipessoal, Lda
Lisbon 50.00% 50.00% 50.00% 50.00%
Nova Equador Internacional,Agência de Viagens e
Turismo, Lda
Lisbon 50.00% 37.13% 50.00% 50.00%
Puravida - Viagens e Turismo, Lda Lisbon 50.00% 50.00% - -
Nova Equador P.C.O. e Eventos, Sociedade
Unipessoal, Lda
Lisbon 50.00% 37.13% 50.00% 50.00%
Raso SGPS, SA Lisbon 50.00% 50.00% 50.00% 50.00%
Star - Viagens e Turismo, SA Lisbon 50.00% 49.50% 50.00% 50.00%
Viagens y Turismo de Geotur España, S.L. Madrid (Spain) 50.00% 50.00% 50.00% 50.00%
1) Companies incorporated in the period;

2) Company acquired in the period;

3) Companies merged in the period.

These entities are consolidated using the proportionate consolidation method.

Aggregate amounts, excluding intragroup eliminations, corresponding to the percentage of capital held in these jointly controlled companies included in the financial statements for the period, using the proportional consolidation method, can be summarized as follows:

30 June 2009 31 December 2008
Non current assets 4,597,301,189 4,540,862,267
Current assets
Non current liabilities
420,338,391
1,692,809,185
512,569,665
1,749,706,883
Current liabilities 548,482,339 561,933,408
30 June 2009 30 June 2008
Income 81,752,592 131,993,217
Expenses 149,995,241 139,488,844

6 INVESTMENTS INASSOCIATEDCOMPANIES

Associated companies, their head offices and the percentage of share capital held as at 3o June 2009 and 31 December 2008 are as follows:

Percentage of capital held
30 June 2009 31 December 2008 Book value
COMPANY Head Office Direct Total Direct Total 30 June 2009 31 December 2008
Retail
2)
Fundo de Investimento Imobiliário Fechado Imosede
Maia 54.55% 54.55% 49.00% 49.00% - 62,813,335
Sempre a Postos - Produtos Alimentares e Utilidades,
Lda
Lisbon 25.00% 25.00% 25.00% 25.00% 1,283,967 1,142,245
Shopping Centres
1) 8ª Avenida Centro Comercial, SA Maia 100.00% 21.00% 100.00% 21.00% - -
1)
Arrábidashopping - Centro Comercial, SA
Maia 50.00% 10.50% 50.00% 10.50% - -
Campo Limpo Lda S. Paulo
(Brazil)
20.00% 4.70% 20.00% 4.70% 1,412,541 1,136,276
1)
Gaiashopping I - Centro Comercial, SA
Maia 50.00% 10.50% 50.00% 10.50% - -
1)
Gaiashopping II - Centro Comercial, SA
Maia 100.00% 21.00% 100.00% 21.00% - -
1)
Loureshopping - Centro Comercial, SA
Maia 100.00% 21.00% 100.00% 21.00% - -
Mediterranean Cosmos Shop. Centre Investments, SA Athens (Greece) 39.90% 5.00% 39.90% 5.00% 3,137,589 3,557,098
1)
Oeste Retail Park - Gestão de G.Comer., SA
Maia 50.00% 10.50% 50.00% 10.50% - -
1) Rio Sul - Centro Comercial, SA Lisbon 50.00% 10.50% 50.00% 10.50% - -
1)
Serra Shopping - Centro Comercial, SA
Covilhã 50.00% 10.50% 50.00% 10.50% - -
1)
SIC Indoor - Gest. Suportes Publicitários, SA
Oeiras 35.00% 17.50% 35.00% 17.50% - -
1)
Sol Retail Park - Gestão de G. Comerc., SA
Maia 50.00% 10.50% 50.00% 10.50% - -
SPF - Sierra Portugal Real Estate, Sarl Luxembourg 42.00% 21.00% 42.00% 21.00% 34,796,916 38,597,922
Telecommunications
SIRS - Sociedade Independente de Radiodifusão
Sonora, SA
Porto 45.00% 24.36% 45.00% 24.37% 12,341 -
Insurance
Cooper Gay (Holding) Limited U.K. 32.12% 32.12% 32.12% 32.12% 39,122,774 33,863,022
Lazam Corretora, Ltda Brazil 45.00% 45.00% 45.00% 45.00% 9,082,673 1,553,597
Total 88,848,801 142,663,495

1) Nil balances result from the application of the equity method over the consolidated financial statements of Sierra Portugal Real Estate.

2) Subsidiary included in the consolidation by the full consolidation method, since there was a chance in % held with the capital increase operation as at 29 May 2009 fully subscribed by the Group (Note 8). Nil

balances shown result from the reduction of the acquisition cost of amounts by the use of the equity method.

Associated companies are included using the equity method.

As at 30 June 2009 and 31 December 2008, aggregate values of main financial indicators of associated companies can be analysed as follows:

30 June 2009 31 December 2008
Total Assets 1,229,071,777 1,144,530,713
Total Liabilities 969,101,572 758,543,421
Income 99,468,066 312,438,219
Expenses 105,583,256 287,264,367

During the periods ended 30 June 2009 and 2008, movements in Investments in associated companies, are made up as follows:

30 June 2009 30 June 2008
Proportion on
equity
Goodwill Total of
investment
Proportion on
equity
Goodwill Total of
investment
Investments in associated companies
Initial balance as at January,1 105,402,825 37,260,670 142,663,495 51,468,671 22,079,969 73,548,640
Increase of share capital of associates 6,955,606 - 6,955,606 - - -
Decrease of share capital of associates (523,792) - (523,792) (3,989,003) - (3,989,003)
Change of consolidation method (Note 8) (61,039,549) (344,878) (61,384,427) - - -
Equity method - - - - - -
Effect in net income (2,955,235) - (2,955,235) 1,302,927 - 1,302,927
Effect in equity 884,644 3,208,510 4,093,154 (424,355) - (424,355)
Transfers - - - 45,893 - 45,893
48,724,499 40,124,302 88,848,801 48,404,133 22,079,969 70,484,102

The effect in equity is mainly the effect of currency exchange on Companies with functional currency other than euro.

7 GROUP COMPANIES, JOINTLY CONTROLLED COMPANIES AND ASSOCIATED COMPANIES EXCLUDEDFROM CONSOLIDATIONAND OTHERNONCURRENT INVESTMENTS

Group companies, jointly controlled companies and associated companies excluded from consolidation and other non-current investments, their head offices, percentage of share capital held and book value as at 30 June 2009 and 31 December 2008 are made up as follows:

Percentage of capital held
30 June 2009 31 December 2008 Book value
COMPANY Head Office Direct Total Direct Total 30 June 2009 31 December 2008
Retail
Dispar - Distrib. de Participações, SGPS, SA Lisbon 7.14% 7.14% 7.14% 7.14% 4,988 4,988
Insco - Insular de Hipermerc., SA Ponta Delgada 10.00% 10.00% 10.00% 10.00% 748,197 748,197
Shopping Centres
Ercasa Cogeneracion SA Grancasa (Spain) 10.00% 1,25% 10.00% 1,25% 23,949 23,949
Telecommunications
Altitude, SGPS, SA Lisbon 11.54% 6.25% 11.54% 6.23% 1,000,000 1,000,000
Lusa - Agên. de Notícias de Portugal, SA Lisbon 1.38% 0.75% 1.38% 0.88% 197,344 197,344
Investments Management
1) Puravida - Viagens e Turismo, Lda Lisbon 50.00% 50.00% 50.00% 50.00% - 1,584,193
Other investments 13,320,492 9,419,504
Total (Note 13) 15,294,970 12,978,175

1) Company include by the proportionate in the period.

As at 3o June 2009, the caption of "Other Investments" includes 11,122,000 euro (7,304,000 euro as at 31 December 2008) related to the fair value of Sonae Capital, SGPS, S.A. shares attributable to Sonae SGPS and not recognized as explained in Note 18.

8 CHANGES TO THE CONSOLIDATIONPERIMETER

Main acquisitions of Companies over the six month period ended 30 June 2009 are as follows:

Percentage of capital held
At acquisition date
COMPANY Head Office Direct Total
Retail
Fundo de Investimentos Imobiliário Fechado Imosede
Maia 54.55% 54.55%
Shopping Centres
Harvey Dos Iberica, SL
Madrid 50.00% 12.53%
Management investments
Puravida - Viagens e Turismo, SA
Lisbon 50.00% 50.00%

Acquisitions mentioned above, had the following impact on the consolidated financial statements for the period ended 30 June 2009:

At acquisition date
Retail
Retail Real
Estate
Management
Investments
Shopping
Centres
Total 30 June 2009
Total
Acquired net assets
Tangible and intangible assets (Note 9 and 10) 145,466,691 6,987 - 145,473,678 148,344,824
Inventories - - - - -
Deferred tax assets - - - - -
Other assets 10,880,766 32,040 7,932,869 18,845,675 10,914,696
Cash and cash equivalents 7,960,473 305,073 501,512 8,767,058 8,523,396
Loans - - - - -
Deferred tax liabilities (3,110,940) - - (3,110,940) (3,110,940)
Other liabilities (21,625,820) (58,835) (7,127,887) (28,812,542) (21,947,193)
139,571,170 285,265 1,306,494 141,162,929 142,724,783
Goodwill 254,827 1,813,053 121,398 2,189,278
Transfers from associated companies (Note 6) (61,384,427) - - (61,384,427)
Minority Interests (63,441,507) - 1,422,192 (62,019,315)
Acquisition price 15,000,063 2,098,318 2,850,084 19,948,465
Payments made accounted as investments 15,000,063 429,932 2,850,084 18,280,079
Costs related to the acquisitions - 84,193 - 84,193
Advances - 1,584,193 - 1,584,193
15,000,063 2,098,318 2,850,084 19,948,465
Net cash outflow arising from acquisition
Cash consideration paid 15,000,063 514,125 2,850,084 18,364,272
Cash and cash equivalents acquired (7,960,473) (305,073) (501,512) (8,767,058)
7,039,590 209,052 2,348,572 9,597,214

Additionally the impacts of the above acquisitions on the income statement can be described as follows:

30 June 2009
Retail Shopping
Retail Real
Centres
Total
Estate
Operational income 970,870 - 970,870
Operational costs (294,607) (7,174) (301,781)
Financial net income 4,101 (51,565) (47,464)
Earnings before taxes 680,364 (58,739) 621,625
Taxes (357,706) - (357,706)
Net income 322,658 (58,739) 263,919

Had the above acquisitions been reported to 1 January 2009, operational income would have increased by 3,800,000 euro.

9 TANGIBLE ASSETS

During the six months period ended 30 June 2009 and 2008, movements in Tangible assets as well as depreciation and accumulated impairment losses, are made up as follows:

Tangible assets
Tangible Total
Land and Plant and assets Tangible
Buildings Machinery Others in progress Assets
Gross costs:
Opening balance as at 1 January 2009 1,742,490,487 1,614,278,960 321,293,070 283,948,037 3,962,010,554
Capital expenditure 8,850,623 4,975,670 7,341,831 183,569,413 204,737,537
Acquisitions of subsidiaries (Note 8) 94,326,259 - - 51,140,432 145,466,691
Disposals (337,404) (10,058,833) (2,438,520) (9,567,669) (22,402,426)
Exchange rate effect 53,092 205,541 167,963 (54) 426,542
Transfers 29,420,491 141,459,535 12,091,815 (188,496,243) (5,524,402)
Closing balance as at 30 June 2009 1,874,803,548 1,750,860,873 338,456,159 320,593,916 4,284,714,496
Accumulated depreciation
and impairment losses
Opening balance as at 1 January 2009 320,534,099 889,938,447 243,594,972 - 1,454,067,518
Charge for the period 17,442,396 79,959,813 19,492,254 - 116,894,463
Disposals (13,943) (8,153,601) (1,956,891) - (10,124,435)
Exchange rate effect 29,071 79,901 72,797 - 181,769
Transfers (21,765) (329,544) (69,500) - (420,809)
Closing balance as at 30 June 2009 337,969,858 961,495,016 261,133,632 - 1,560,598,506
Carrying amount
As at 30 June 2009 1,536,833,690 789,365,857 77,322,527 320,593,916 2,724,115,990
Tangible assets
Tangible Total
Land and Plant and assets Tangible
Buildings Machinery Others in progress Assets
Gross costs:
Opening balance as at 1 January 2008 1,601,938,606 1,459,779,833 299,042,108 175,567,423 3,536,327,970
Capital expenditure 4,335,508 4,680,265 8,673,550 150,896,911 168,586,234
Disposals (248,876) (8,223,547) (10,467,403) (812,086) (19,751,912)
Exchange rate effect 12,437 46,933 24,392 - 83,762
Transfers
Closing balance as at 30 June 2008
9,628,942
1,615,666,617
69,969,175
1,526,252,659
6,887,418
304,160,065
(107,560,499)
218,091,749
(21,074,964)
3,664,171,090
Accumulated depreciation
and impairment losses
Opening balance as at 1 January 2008
Charge for the period
292,353,403
16,870,125
790,149,118
70,795,615
221,758,809
18,349,862
-
-
1,304,261,330
106,015,602
Disposals (21,373) (6,908,763) (10,189,612) - (17,119,748)
Exchange rate effect 6,408 14,964 3,725 - 25,097
Transfers (2,383,063) 734,131 (262,962) - (1,911,894)
Closing balance as at 30 June 2008 306,825,500 854,785,065 229,659,822 - 1,391,270,387
Carrying amount

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

30 June 2009 30 June 2008
Refurbishment and expansion of stores in the retail
businesses located in Portugal
147,162,637 127,736,001
Projects of "Modelo" and "Continente" stores for
which advance payments were made
34,347,426 35,127,836
Construction in Progress in Maia (Business Park) 58,910,612 -
Deployment of mobile network 35,712,592 36,867,165
Deployment of fixed network 35,770,692 7,816,717
Others 8,689,957 10,544,030
320,593,916 218,091,749

10 INTANGIBLE ASSETS

During the six months period ended 30 June 2009 and 2008, movements in Intangible assets as well as depreciation and accumulated impairment losses, are made up as follows:

Intangible assets
Intangible Total
Patents and other assets Intangible
similar rights Others in progress Assets
Gross costs:
Opening balance as at 1 January 2009 382,645,868 362,074,955 31,622,120 776,342,943
Capital expenditure 317,942 869,841 16,079,036 17,266,819
Acquisitions of subsidiaries (Note 8) 31,051 998 - 32,049
Disposals (142,639) (38,518) (203,641) (384,798)
Exchange rate effect 309 417,981 4,443 422,733
Transfers 962,462 7,720,060 (8,260,463) 422,059
Closing balance as at 30 June 2009 383,814,993 371,045,317 39,241,495 794,101,805
Accumulated depreciation
and impairment losses
Opening balance as at 1 January 2009 78,555,270 257,488,512 - 336,043,782
Charge for the period 9,904,958 18,354,155 - 28,259,113
Acquisitions of subsidiaries (Note 8) 25,062 - - 25,062
Disposals (70,627) (5,388) - (76,015)
Exchange rate effect - 156,426 - 156,426
Transfers 3,424 7,212 - 10,636
Closing balance as at 30 June 2009 88,418,087 276,000,917 - 364,419,004
Carrying amount
As at 30 June 2009 295,396,906 95,044,400 39,241,495 429,682,801
Intangible assets
Intangible Total
Patents and other assets Intangible
similar rights Others in progress Assets
Gross costs:
Opening balance as at 1 January 2008 274,917,793 340,533,967 21,477,187 636,928,947
Capital expenditure 96,263,221 1,212,384 13,826,367 111,301,972
Disposals (485) (359,713) (589,530) (949,728)
Exchange rate effect 72 95,250 - 95,322
Transfers 288,300 7,381,942 (7,982,669) (312,427)
Closing balance as at 30 June 2008 371,468,901 348,863,830 26,731,355 747,064,086
Accumulated depreciation
and impairment losses
Opening balance as at 1 January 2008 54,460,087 234,800,716 - 289,260,803
Charge for the period 11,902,585 15,148,795 - 27,051,380
Disposals (461) (352,944) - (353,405)
Exchange rate effect - 22,997 - 22,997
Transfers (410) (107) - (517)
Closing balance as at 30 June 2008 66,361,801 249,619,457 - 315,981,258
Carrying amount
As at 30 June 2008 305,107,100 99,244,373 26,731,355 431,082,828

At 30 June 2009 and 2008, the Group has recorded under the heading "Patents and other similar rights" the amounts of 192,896,038 euro and 199,575,948 euro, respectively, that correspond to the investments net of depreciations made in the development of the UMTS network, including: (i) 64,506,194 euro (amount of 67,506,482 euro in 2008) relating to the license; (ii) 21,553,884 euro (amount of 22,556,391 euro in 2008) related to the agreement signed in 2002 between Oni Way and the other three mobile telecommunication operators in Portugal with UMTS licenses; (iii) 6,619,849 euro (amount of 6,927,749 euro in 2008) related to a contribution to the Information Society Fund, established in 2007, under an agreement entered into between the Ministry of Public Works, Transport and Communications ("Ministério das Obras Públicas, Transportes e Comunicações") and the three mobile

telecommunication operators in Portugal; and (iv) 94,704,665 euro (amount of 96,817,534 euro in 2008) relating to the "Initiatives E" program, the latter relating to commitments assumed by the Group in the "Fund for Information Society" (Note 33).

Additionally, this heading also includes the fair value attributed to a group of brands with indefinite useful lives, among which the "Continente" brand, 75,000,000 euro (the same amount as at 2008).

11 INVESTMENT PROPERTIES

Investment properties are recorded at fair value. These assets are owned by the shopping centres business and as such are consolidated using the proportionate method.

As at 30 June 2009 and 31 December 2008, Investment properties are detailed as follows:

30 June 2009 31 December 2008
Investment properties in operation 1,636,425,076 1,683,441,521
Investment properties in progress 168,042,724 158,561,052
1,804,467,800 1,842,002,573

Investment properties in operation correspond to the fair value of the Group's share of shopping centres, which can be detailed as follows:

30 June 2009 31 December 2008
10 years 10 years
"discount rate" Yields Amount "discount rate" Yields Amount
Portugal 7.95% and 10.10% 5.70% and 7.85% 761,805,373 7.30% and 9.75% 5.40% and 7.50% 790,389,750
Spain 8.75% and 13.30% 6.25% and 10.80% 369,270,381 8.70% and 12.35% 5.70% and 9.35% 413,726,365
Italy 8.00% and 9.00% 6.00% and 7.70% 163,502,500 8.00% and 8.70% 5.80% and 7.70% 183,216,750
Germany 6.50% 6.00% 165,041,827 6.50% 5.75% and 6.00% 163,875,827
Brazil 12.75% and 14.25% 8.25% and 9.75% 140,135,995 13.45% and 14.95% 8.25% and 9.75% 91,665,330
Greece 10.25% 7.00% 20,867,000 10.75% 7.00% 21,796,500
Romania 10.50% 8.75% 15,802,000 9.75% 8.00% 18,770,999
1,636,425,076 1,683,441,521

The fair value of each investment property was determined by a valuation performed at 30 June 2009 by an independent entity, based on valuation criteria generally accepted in the real estate business.

Value created on investment properties over the six months periods ended 30 June 2009 and 2008 can be detailed as follows:

30 June 2009 30 June 2008
Properties which were under development and were
concluded during the period
2,534,012 9,659,185
Changes in fair value of investment properties in
operation
(102,892,082) (31,322,852)
Adjustments to construction cost estimates of
properties under development which were transferred
to investment properties
- -
(100,358,070) (21,663,667)

As at 30 June 2009 and 31 December 2008, Investment properties in progress can be detailed as follows:

30 June 2009 31 December 2008
Investment Properties at cost:
Portugal:
Alverca 3,056,167 3,005,342
GuimarãeShopping - expansion 3,779,041 104,310
Centro Bordalo 1,677,909 1,430,192
Cacém Shopping - 1,084,960
Parque de Famalicão 627,500 627,500
Setubal Retail Park 433,954 733,266
Others 191,983 -
Germany:
Garbsen 760,131 229,810
Others - 120,648
Brazil:
Goiânia Shopping 3,210,736 2,332,966
Uberlândia Shopping 2,018,776 1,416,375
Boulevard Londrina Shopping 1,817,520 -
Boulevard Londrina Shopping 1,078,170 112,582
Pátio Boavista - 646,176
Others 95,257 -
Spain:
Alfaz del Pi 9,575,000 9,724,204
Pulianas Shopping 5,485,605 6,393,375
Los Barrios 3,150,000 3,201,064
Dos Mares - expansion 1,404,902 1,404,902
Others 10,626 -
Greece:
Ioannina 13,476,869 12,425,240
Galatsi Shopping 5,376,122 4,077,148
Aegean Park 4,918,302 4,881,606
Pantheon Plaza 888,664 882,672
Italy:
Le Terraze 5,410,565 3,817,792
Caldogno 4,911,995 4,662,500
Pavia 1,499,939 3,755,236
Others 7,066 6,457
Romania:
Craiova Shopping 13,613,401 12,345,625
Ploiesti Shopping 7,012,838 6,726,158
95,489,038 86,148,106
Investment Properties at fair value:
Portugal:
Leiria Shopping 11,262,207 5,705,415
Torres Oriente and Ocidente - 3,310,285
Brazil:
Manauara Shopping - 17,942,521
Germany:
Loop 5 61,291,479 45,454,725
72,553,686 72,412,946
168,042,724 158,561,052

As at 30 June 2009, the following investment properties were mortgaged:

Airone Loop 5
Alexa Luz del Tajo
Algarveshopping Madeirashopping
Alverca Maiashopping
Arrabidashopping Max Center
Avenida M40 Manauara
Cascaishopping Munster Arkaden
Centro Colombo Norteshopping
Centro Vasco da Gama Parque Atlântico
Coimbrashopping Parque Principado
Dos Mares Plaza Éboli
El Rosal Plaza Mayor
Estação Viana Plaza Mayor Shopping
Freccia Rossa River Plaza Mall
Gaiashopping Torre Ocidente
Gli Orsi Torre Oriente
Grancasa Valecenter
Guimarãeshopping Valle Real
La Farga Viacatarina
Leiria Zubiarte

During the six months period ended 30 June 2009 and 2008 movements in goodwill, as well as in corresponding impairment losses, were made up as follows:

30 June 2009 30 June 2008
Gross value:
Opening balance 709,012,583 693,049,656
New companies in the consolidation perimeter 1,934,451 1,800,257
Increases 125,646 18,114,550
Decreases (979,241) (12,933,741)
Transfers 345,023 -
Write-off - -
Closing balance 710,438,462 700,030,722
Accumulated impairment
losses:
Opening balance 11,745,221 9,912,998
Increases - -
Write-off - -
Closing balance 11,745,221 9,912,998
Carrying amount: 698,693,241 690,117,724

13 INVESTMENTS

As at 30 June 2009 and 2008, this caption is made up as follows:

30 June 2009 30 June 2008
Non current Current Non current Current
Investments in group companies, jointly controlled companies
or associated companies excluded from consolidation
Opening balance as at 1 January 3,012,637 - 9,376,193 -
Acquisitions in the period - - - -
Disposals in the period - - - -
Transfers (1,501,205) - (8,155,301) -
Closing balance as at 30 June 1,511,432 - 1,220,892 -
Accumulated impairment losses - - - -
1,511,432 - 1,220,892 -
Other investments:
Fair value (net of impairment losses) as at 1 January 9,965,538 60,956,604 2,678,964 56,093,108
Acquisitions in the period - 1,806,302 18,750 5,219,106
Disposals in the period - (10,780,843) (25,000) (1,182,312)
Increase/(Decrease) in fair value 3,818,000 877,211 (2,846,681) (595,921)
Transfers - - 23,762,678 2,014,342
Fair value (net of impairment losses) as at 30 June 13,783,538 52,859,274 23,588,711 61,548,323
Other Investments (Note 7) 15,294,970 52,859,274 24,809,603 61,548,323
Derivative financial instruments (Note 21)
Fair value as at 1 January - 2,600,159 - 3,976,816
Acquisitions in the period - 128 - -
Disposals in the period - (72,484) - (1,971)
Increase/(Decrease) in fair value - (2,527,676) - 2,218,539
Fair value as at 30 June - 127 - 6,193,384
15,294,970 52,859,402 24,809,603 67,741,707

The financial investments in group companies, jointly controlled companies or associated companies excluded from consolidation are recorded at the acquisition cost net of impairment losses. It is Group understanding that no reliable fair value estimate could be made as there is no market data available for these investments. The heading of Investments available for sale includes 2,661,538 euro (2,672,682 euro as at 30 June 2008) of investments recorded at the cost net of impairment losses for the same reasons.

The investments available for sale are net impairment losses (Note 25) amounting 13,157 euro (26,314 euro as at 30 June 2008).

Under the caption other financial investments is recorded an amount of 45,139,650 euro (56,094,121 euro as at 30 June 2008) related to deposited amounts on an Escrow Account which are invested in investment funds with superior rating and guarantee contractual liabilities assumed by Sonae which may arise from the sale of the operation of retail in Brazil, and for which provisions were recorded (Note 25).

In accordance with the guarantee schedule, the amount deposited in the Escrow account should have already been fully paid to the Company, however there are some differences of opinion that are being negotiated between parties implying the delay of its release. The management, based on Portuguese and Brazilian lawyer's legal opinions, believes that no impairment loss should be recognized and that the amount deposited in the Escrow account will be fully paid in the short term.

14 .OTHERNONCURRENT ASSETS

As at 30 June 2009 and 31 December 2008, Other non- current assets are detailed as follows:

30 June 2009 31 December 2008
Gross Value Accumulated
impairment
losses
(Note 25)
Carrying
Amount
Gross Value Accumulated
impairment
losses
(Note 25)
Carrying
Amount
Loans granted to related parties 364,724 (160,125) 204,599 294,089 (160,125) 133,964
Trade accounts receivable and other debtors
Legal deposits 749,201 - 749,201 634,470 - 634,470
Cautions 1,814,277 - 1,814,277 1,638,456 - 1,638,456
Lisbon Town Council 3,888,477 - 3,888,477 3,888,477 - 3,888,477
Malaga Town Council 512,108 - 512,108 512,108 - 512,108
Rent deposits from tenants 4,835,290 - 4,835,290 3,740,456 - 3,740,456
Others 966,832 (131,446) 835,386 1,977,893 (131,446) 1,846,447
12,766,185 (131,446) 12,634,739 12,391,860 (131,446) 12,260,414
Non current derivatives 24,802 - 24,802 75,002 - 75,002
Total financial instruments 13,155,711 (291,571) 12,864,140 12,760,951 (291,571) 12,469,380
5HLQVXUHU
V¶VKDUHRIWHFKQLFDOSURYLVLRQV
12,965,007 - 12,965,007 8,763,158 - 8,763,158
Other non current assets 50,977 - 50,977 50,977 - 50,977
26,171,695 (291,571) 25,880,124 21,575,086 (291,571) 21,283,515

15 TRADEDEBTORSAND OTHER CURRENT ASSETS

As at 30 June 2009 and 31 December 2008, Trade debtors and other current assets are detailed as follows:

30 June 2009 31 December 2008
Trade accounts receivable 294,047,180 311,749,084
Taxes recoverable 86,898,269 89,597,166
Trade suppliers - debit balances 54,401,416 65,799,273
Special regime for payment of tax and social security debts 14,576,052 14,576,052
VAT recoverable on real estate assets 11,892,299 7,461,293
Vouchers and gift cards 1,001,950 2,347,902
Other debtors 31,883,750 31,757,273
Accounts receivable from the disposal of tangible fixed assets 10,248,773 9,484,451
Cash Settled Equity Swap (Note 18) - 3,452,800
Advances on real estate project acquisitions 7,967,500 7,500,000
Advances on suppliers 27,417,441 12,458,873
Accounts receivable related to reinsurance operations 17,879,596 4,051,296
Invoices to be issued 59,243,458 64,755,144
Commercial discounts 70,683,742 19,482,183
Commissions 1,046,105 1,269,874
Prepayments - Rents 4,538,058 4,206,320
Prepayments - external supplies and services 22,241,751 16,404,435
³,QLWLDWLYHV(´SURJUDP1RWH 67,633,693 39,317,881
Other current assets 14,425,014 20,466,268
798,026,047 726,137,568
Accumulated impairment losses (Note 25) (108,781,966) (109,583,183)
689,244,081 616,554,385

16 DEFERREDTAX

Deferred tax assets and liabilities as at 30 June 2009 and 31 December 2008 can be detailed as follows, split between the different types of temporary differences:

Deferred tax assets Deferred tax liabilities
30 June 2009 31 December 2008 30 June 2009 31 December 2008
Difference between fair value and acquisition cost 3,089,491 4,565,926 258,816,791 273,169,996
Harmonisation adjustments 40,790 33,376 38,927,594 34,974,182
Provisions and impairment losses not accepted for tax purposes 16,993,241 15,593,155 - -
Write off of tangible and intangible assets 62,814,659 64,320,965 - -
Write off of deferred costs 39,179,890 43,052,099 1,366,125 1,500,154
Valuation of hedging derivatives 7,638,248 5,484,534 34 496,557
Temporary differences arising from the securitization of receivable operation 14,490,000 16,100,000 - -
Amortisation of Goodwill for tax purposes - - 10,470,024 6,980,016
Non taxed exchange differences - - 1,313,601 5,326,355
Revaluation of tangible assets - - 2,204,305 2,281,496
Tax losses carried forward 69,263,405 54,525,172 - -
Reinvested capital gains/(losses) - - 3,443,146 2,939,833
Others 2,490,981 3,279,462 2,786,820 3,240,091
216,000,705 206,954,689 319,328,440 330,908,680

In accordance with the tax statements and tax estimates presented by companies that recorded deferred tax assets arising from tax losses carried forward, as at 30 June 2009 and 31 December 2008, and using exchange rates effective at that time, tax losses carried forward can be summarised as follows:

Tax losses carried
Deferred tax
Tax losses carried
Time limit
Deferred tax assets
Time limit
forward
assets
forward
With limited time use
Generated in 2003
310,145
77,536
2009
1,077,065
269,266
2009
Generated in 2004
1,641,450
410,362
2010
2,658,095
664,524
2010
Generated in 2005
1,179,601
294,901
2011
1,508,454
377,114
2011
31 December 2008
Generated in 2006
1,138,251
284,562
2012
1,138,251
284,562
2012
Generated in 2007
24,052,034
6,013,009
2013
23,759,138
5,939,785
2013
Generated in 2008
4,758,777
1,189,694
2014
4,651,622
1,162,908
2014
Generated in 2009
18,781,979
4,695,494
2015
51,862,237
12,965,558
34,792,625
8,698,159
Without limited time use
7,203,519
2,099,032
10,346,392
3,126,514
With a time limit different from the
181,557,194
54,198,815
142,929,494
42,700,499
above mentioned
188,760,713
56,297,847
153,275,886
45,827,013
240,622,950
69,263,405
188,068,511
54,525,172

As at 30 June 2009 and 31 December 2008, Deferred tax assets resulting from tax losses carried forward were re-assessed against each company's business plans, which are regularly updated, and available tax planning opportunities. Deferred tax assets have only been recognized to the extent that future taxable profits will arise which may be offset against available tax losses or against deductible temporary differences.

As at 30 June 2009 tax losses carried forward, have not originated deferred tax assets for prudential reasons. These may be summarised as follows:

30 June 2009 31 December 2008
Tax losses carried
forward
Deferred tax credit Time limit Tax losses carried
forward
Deferred tax credit Time limit
With limited time use
Generated in 2003 5,617,471 1,404,369 2009 7,840,316 1,960,080 2009
Generated in 2004 2,585,314 646,328 2010 7,284,015 1,821,004 2010
Generated in 2005 27,586,436 6,896,609 2011 31,838,954 7,959,738 2011
Generated in 2006 61,633,254 15,408,313 2012 69,678,529 17,419,632 2012
Generated in 2007 64,742,019 16,185,505 2013 79,771,355 19,942,840 2013
Generated in 2008 12,473,646 3,118,412 2014 17,458,087 4,364,521 2014
Generated in 2009 6,761,541 1,690,310 2015
181,399,681 45,349,846 213,871,256 53,467,815
Without limited time use 43,798,678 12,151,286 31,496,303 8,383,429
With a time limit different from the
above mentioned
504,854,828 131,681,294 516,325,971 149,725,560
730,053,187 189,182,426 761,693,530 211,576,804

17 CASHANDCASHEQUIVALENTS

As at 30 June 2009 and 31 December 2008, Cash and cash equivalents can be detailed as follows:

30 June 2009 31 December 2008
Cash at hand 5,998,606 6,243,465
Bank deposits 102,383,290 140,335,695
Treasury applications 6,460,678 37,781,744
Cash and cash equivalents on the balance sheet 114,842,574 184,360,904
Bank overdrafts (Note 20) (9,727,521) (41,394,916)
Cash and cash equivalents on the statement of cash flows 105,115,053 142,965,988

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

18 SHARE CAPITAL

As at 30 June 2009, the share capital, which is fully subscribed and paid for, is made up of 2,000,000,000 ordinary shares, which do not have the right to a fixed dividend, with a nominal value of 1 euro each.

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

On the same date, Sonae Investments, BV, wholly owned by Sonae Holding entered into a derivative financial instrument - Cash Settled Equity Swap - over a total of 132,800,000 Sonae Holding shares, representative of 6.64% of its share capital.

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

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

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

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

On 23 April 2009 Sonae Investments BV requested a partial cancellation of the Cash settled Equity Swap for 1,134,965 Sonae Holding shares. Consequently, the derivative financial instrument is now over a total 131,665,035 Sonae Holding shares.

Consequently, and in relation with this operation the full liability amount can be detailed as follows at 30 June 2009: market value of Sonae SGPS, SA shares amounting to 88,742,234 euro and market value of Sonae Capital SGPS, SA shares amounting to 11,122,000 euro, after the conversion of rights occurred on 28 January 2008.

These liabilities are adjusted at the end of each month by the effect in Sonae Holding or Sonae Capital, SGPS, S.A. share price, as applicable, being recognized an asset/liability in order to present the right/obligation related to the cash settlement of the operation that resets monthly.

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

The receivable amount arising on dividends distributed by the Company is credited to Equity in order to offset the charge of the distribution.

During the first semester the group bought shares of Sonae Holding order to fulfill the Deferred Performance Plan and in accordance with the resolution taken under item 8 of the Shareholders' General Meeting held on the 20 of April of the present year which approved the attribution of shares of this company to executive members of its management body and to employees of this company and of affiliated companies, under the terms of the respective compensation policy.

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

At 30 June 2009, the following entities held more than 20% of the subscribed share capital:

Entity %
Efanor Investimentos, SGPS, SA and subsidiaries 52.98

19 MINORITY INTERESTS

Movements in minority interests during the periods ended 30 June 2009 and 2008 are as follows:

30 June 2009 30 June 2008
Opening balance as at 1 January 502,392,074 448,380,172
Dividends (4,169) (3,352,350)
Exchange rate effect 827,432 191,096
Acquisition of subsidiaries (Note 8) 62,019,315 -
Disposal of subsidiaries - -
Increase of capital and premium on subsidiaries - 37,425,000
Increased shareholding by acquisitions - (12,666,733)
Decreased shareholding by disposals - 39,778,232
Changes in hedge and fair value reserves (1,637,691) 4,065,021
Others (90,082,478) 2,876,210
Profit for the period attributable to minority interests (22,183,030) (14,304,574)
Closing balance 451,331,453 502,392,074

20 LOANS

As at 30 June 2009 and 31 December 2008, Loans are made up as follows:

30 June 2009 31 December 2008
Outstanding amount Outstanding amount
Amount limit Current Non Current Amount limit Current Non Current
Bank loans
Sonae, SGPS, SA - commercial paper 350,000,000 108,750,000 - 350,000,000 138,200,000 -
Sonae Distribuição, SGPS, S.A. - commercial paper 688,000,000 173,000,000 353,000,000 563,000,000 20,000,000 230,000,000
a)b)
Sonae Sierra affiliated companies
463,733,571 37,251,983 379,520,152 471,190,318 26,844,447 382,135,505
a)b)c) Sonae Sierra affiliated companies 436,497,393 37,727,756 397,029,744 430,867,643 7,153,557 415,653,220
a)
Sonae Sierra affiliated companies
9,188,544 1,759,657 4,088,544 41,097,065 13,670,597 22,516,460
Sonaecom SGPS, SA commercial paper 320,000,000 - 263,000,000 320,000,000 - 231,000,000
Sonaecom SGPS, SA 15,000,000 8,435,000 - 15,000,000 4,873,000 -
Continente Hipermercados SA - commercial paper 30,000,000 - - 80,000,000 - -
Others 14,393,732 27,071,526 7,572,291 6,977,246
381,318,128 1,423,709,966 218,313,892 1,288,282,431
Bank overdrafts (Note 17) 9,727,521 - 41,394,916 -
Up-front fees beard with the issuance of loans (893,269) (6,063,237) (802,841) (7,019,907)
Bank loans 390,152,380 1,417,646,729 258,905,967 1,281,262,524
Bonds
Bonds Sonae / 05 - 100,000,000 - 100,000,000
Bonds Sonae 2006/2011 - 250,000,000 - 250,000,000
Bonds Sonae 2007/2014 - 150,000,000 - 150,000,000
Bonds Modelo Continente / 2003 - 82,000,000 - 82,000,000
Bonds Modelo Continente / 2004 - - 100,000,000 -
Bonds Modelo Continente / 2005 / 2010 - 64,925,000 - 64,925,000
Bonds Modelo Continente / 2005 / 2012 - 150,000,000 - 150,000,000
Bonds Modelo Continente / 2007 / 2012 - 200,000,000 - 200,000,000
Bonds Sonae Distribuição / 2007 / 2015 - 200,000,000 - 200,000,000
Bonds Sonae Distribuição / 2007 / 2015 - 310,000,000 - 310,000,000
Bonds Sonae Distribuição / 2009 / 2014 - 50,000,000 - -
Bonds Sonaecom / 2005 - 150,000,000 - 150,000,000
Bonds Sonae Sierra 2008/2013 - 37,500,000 - 37,500,000
Up-front fees bearded with the issuance of loans (49,225) (9,725,385) (69,433) (10,210,681)
Bonds (49,225) 1,734,699,615 99,930,567 1,684,214,319
Other loans 24,874 618,669 35,485 628,196
Derivative instruments (Note 21) 8,895,098 34,125,895 5,369,980 21,646,496
Other loans 8,919,972 34,744,564 5,405,465 22,274,692
Obligations under finance leases 5,075,275 32,432,157 5,829,172 28,701,579
404,098,402 3,219,523,065 370,071,172 3,016,453,113

a) These amounts are proportionate considering the percentage held by the group;

b) These loans are guaranteed by mortgages of investment properties held by these affiliated companies;

c) These loans are guaranteed by a pledge of shares held in those affiliated companies.

As at 30 June the average interest rate of the bonds was on around 2.49%.

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

The derivative instruments are recorded at fair value (Note 21).

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

30 June 2009 31 December 2008
N+1 396,145,799 365,573,466
N+2 476,931,780 218,420,062
N+3 334,672,857 359,930,980
N+4 609,976,546 537,232,284
N+5 463,388,754 506,240,050
After N+5 1,316,215,855 1,390,213,829
3,597,331,591 3,377,610,671

21 DERIVATIVES

Exchange rate derivatives

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

The Group contracted several exchange rate forwards and options in order to manage its exchange rate exposure.

As at 30 June 2009, the fair value of exchange rate derivatives witch haven't been considered hedging instruments, calculated based on present market value of equivalent financial instruments of exchange rate, is of 749,572 euro included in liabilities (475,848 euro as of 31 December 2008) and 128 euro on the caption current investments (72,494 euro as at 31 December 2008).

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

Losses in the period arising from changes in the fair value of instruments that do not qualify for hedging accounting treatment were recorded directly in the income statement in the caption Net financial expenses.

Interest rate derivatives

As at 3o June 2009, derivatives used by the Group refer essentially to swaps and interest rate options ("cash flow hedges"). These were negotiated to hedge the interest rate risk of loans amounting to 973,946,113 euro (1,510,850,147 euro as at 31 December 2008). The fair value of these derivatives amounts to (42,246,618) euro ((19,091,434) euro as at 31 December 2008), and is disclosed as assets amounting to 24,802 euro (2,602,678 euro as at 31 December 2008) and as liabilities 42,271,421 euro (21,694,112 euro as at 31 de December de 2008).

These interest rate derivatives are valued at fair value, at the balance sheet date, based on valuations performed by the Group using specific software and on external valuations when this software does not deal with specific instruments. The fair value of swaps was calculated, as at the balance sheet date, based on the discounted cash flow of the difference between the fixed interest rate of the fixed leg and the indexed variable interest rate inherent to the variable leg. The calculation of the fair value of options was based on the "Black-Scholes" and similar models.

Interest rate and exchange rate derivatives

As at 3o June 2009 no contracts existed related to interest rate and exchange rate derivatives.

Fair value of derivatives

The fair value of derivatives is detailed as follows:

Assets Liabilities
30 June 2009 31 December 2008 30 June 2009 31 December 2008
Derivatives not qualified as hedging
Exchange rate 128 72,494 749,572 475,849
Interest rate - - - 4,846,515
Hedging derivatives
Exchange rate - - - -
Interest rate 24,802 2,602,678 42,271,421 21,694,112
Interest and exchange rate - - - -
Other derivatives - - - -
24,930 2,675,172 43,020,993 27,016,476

22 OTHERNONCURRENT LIABILITIES

As at 30 June 2009 and 31 December 2008, "Other non-current liabilities" is detailed as follows:

30 June 2009 31 December 2008
Shareholder loans 16,265,054 17,409,765
Fixed assets suppliers 2,448,486 3,041,799
³,QLWLDWLYHV(´SURJUDP1RWH 47,021,405 56,772,000
Other non current trade accounts payable 111,358,220 78,240,594
177,093,165 155,464,158

The caption Other non-current trade accounts payable includes the amount of 98,220,975 euro (65,453,108 euro as at 31 December 2008) related to the fair value of the derivative on Sonae Holding and Sonae Capital SGPS, SA shares referred to in Note 18.

23 SHARE-BASEDPAYMENTS

In 2009 and in previous years, the Sonae Group granted deferred performance bonuses to its directors and eligible employees. These are either based on shares to be acquired at nil cost, three years after they were attributed to the employee, or based on share options with the exercise price equal to the share price at the grant date, to be exercised three years later. In both cases, the acquisition can be exercised during the period commencing on the third anniversary of the grant date and the end of that year. The company has the choice to settle in cash instead of shares. The option can only be exercised if the employee still works for the Group on the vesting date.

As at 30 June 2009 and 31 December 2008, the market value of total liabilities arising from share-based payments, which have not yet vested, may be summarised as follows:

Grant Vesting Number of Fair value
year year participants 30 June 2009 31 December 2008
Shares
2006 2009 441 - 2,981,061
2007 2010 465 3,957,687 3,102,734
2008 2011 485 4,662,033 3,357,478
2009 2012 462 5,083,634 -
Total 13,703,354 9,441,273

As at 30 June 2009 and 31 December 2008 the financial statements include the following amounts corresponding to the period elapsed between the date of granting and those dates for each deferred bonus plan, which has not yet vested:

30 June 2009 31 December 2008
Staff costs 3,321,305 (1,112,886)
Recorded in previous years 1,667,983 8,226,971
4,989,288 7,114,085
Other liabilities 4,989,288 7,114,085

24 TRADE CREDITORSAND OTHER CURRENT LIABILITIES

As at 30 June 2009 and 31 December 2008, Trade creditors and other current liabilities were made up as follows:

30 June 2009 31 December 2008
Trade creditors 1,042,503,704 1,050,238,562
Shareholders 8,949,040 7,255,731
Fixed asset suppliers 136,057,576 155,062,698
Creditors related with reinsurance operations 16,566,414 4,039,091
Other accounts payable 53,565,030 55,212,451
Taxes and contributions payable 57,086,060 71,507,795
Vouchers 20,022,858 12,329,900
Property investments accruals 10,698,546 17,195,145
Fixed assets accrued costs 19,793,771 52,666,464
Holiday pay and bonuses 116,845,213 116,989,003
Interest payable 17,160,730 4,500,000
Invoices to be issued 40,823,861 52,237,364
Commissions 6,348,978 7,352,747
Marketing expenses 11,884,073 14,265,989
Information society 32,169,029 25,702,090
Other external supplies and services 52,479,553 49,814,557
Accrued income - trade debtors 47,714,582 40,552,618
Accrued income - rents 5,103,639 4,931,720
Others 38,601,386 69,439,357
1,734,374,043 1,811,293,282

25 PROVISIONS ANDACCUMULATEDIMPAIRMENT LOSSES

Movements in Provisions and impairment losses over the six months period ended 30 June 2009 and 2008 were as follows:

Caption Balance as at
31 December 2008
Increase Decrease Balance as at
30 June 2009
Accumulated impairment losses on investments (Note 13) 13,157 - - 13,157
Accumulated impairment losses on other non current assets (Note 14) 291,571 - - 291,571
Accumulated impairment losses on trade account receivables and other debtors (Note 15) 109,583,183 15,605,127 (16,406,344) 108,781,966
Accumulated impairment losses on inventories 29,783,714 5,247,446 (6,138,462) 28,892,698
Non current provisions 57,086,975 10,110,324 (3,293,406) 63,903,893
Current provisions 2,369,154 32,374 (645,575) 1,755,953
199,127,754 30,995,271 (26,483,787) 203,639,238
Caption Balance as at
31 December 2007
Increase Decrease Balance as at
30 June 2008
Accumulated impairment losses on investments (Note 13) 26,314 - - 26,314
Accumulated impairment losses on other non current assets 301,571 - - 301,571
Accumulated impairment losses on trade account receivables and other debtors 95,235,848 8,859,235 (4,660,309) 99,434,774
Accumulated impairment losses on inventories 24,759,431 9,585,449 (8,072,188) 26,272,692
Non current provisions 110,584,226 9,739,308 (45,954,614) 74,368,920
Current provisions 2,665,957 - (105,473) 2,560,484
233,573,347 28,183,992 (58,792,584) 202,964,755

As at 30 June 2009 and 2008 and 31 December 2008, Provisions can be analysed as follows:

30 June 2009 31 December 2008
Technical provisions on reinsurance 14,829,287 12,008,857
Expenses to be incurred with the sale of
the Brazilian subsidiaries
6,900,914 6,016,688
Dismantling of telecommunication sites 21,501,561 20,591,640
Judicial claims 14,967,825 17,942,992
Others 7,460,259 2,895,952
65,659,846 59,456,129

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

26 CONTINGENT ASSETS ANDLIABILITIES

As at 30 June 2009 and 31 December 2008, major contingent liabilities were guarantees given and can be detailed as follows:

30 June 2009 31 December 2008
Guarantees given:
on tax claims 232,049,899 129,494,243
on judicial claims 944,046 2,021,086
on municipal claims 17,070,558 23,255,089
others 65,989,648 69,834,195

The heading Others includes the following guarantees:

  • 10,097,004 euro (15,904,712 euro as at 31 December 2008) to guarantee part of the debt of Sonae Sierra affiliates related with the purchase, sale and exchange of land;

  • 9,958,991 euro (10,576,961 euro as at 31 December 2008) related to VAT reimbursement requests.

Guarantees given on tax claims include a guarantee granted from the Retail businesses company in Brazil of approximately 26,448,145 euro (72,649,760 Brazilian real) on a tax claim, which is being judged by tax courts (21,856,170 euro equivalent to 70,892,539 brazilian real as at 31 December 2008).

As a consequence of the sale of a subsidiary company in Brazil, the Group guaranteed the buyer all the losses incurred by that company arising on unfavourable decisions not open for appeal, concerning tax lawsuits on transactions that took place before the sale date (13 December 2005) and that exceed 40 million euro. As at 30 June 2009, the amount claimed by the Brazilian Tax Authorities concerning the tax lawsuits still in progress, which the company's lawyers assess as having a high probability of loss, amount to near 2,5 million euro.

Furthermore, there are other tax lawsuits totalling 71 million euro for which the Board of Directors, based on the lawyers' assessment, understands will not imply future losses to the sold subsidiary above the referred 40 million euro.

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

27 RELATEDPARTIES

Balances and transactions with related parties are detailed as follows:

Sales and services rendered Purchases and services obtained
Transactions 30 June 2009 30 June 2008 30 June 2009 30 June 2008
Parent company and group companies excluded 24,658,422 23,480,456 1,177,357 14,873
Jointly controlled companies 5,116,765 7,254,131 8,351,831 8,069,090
Associated companies 2,495,244 923,320 933,925 5,264,651
Other partners in Group companies 5,619,771 5,376,507 19,816,704 22,306,703
37,890,202 37,034,414 30,279,817 35,655,317
Interest income Interest expenses
Transactions 30 June 2009 30 June 2008 30 June 2009 30 June 2008
Parent company and group companies excluded - - - -
Jointly controlled companies 94,597 12,325 2,162 -
Associated companies - 24,282 - -
Other partners in Group companies 39,009 39,505 347,939 1,418,745
133,606 76,112 350,101 1,418,745
Accounts receivable Accounts payable
Balances 30 June 2009 31 December 2008 30 June 2009 31 December 2008
Parent company and group companies excluded 10,307,187 10,870,567 283,368 182,140
Jointly controlled companies 3,258,398 2,287,227 6,303,152 15,458,421
Associated companies 3,290,238 7,105,542 1,298,968 2,459,698
Other partners in Group companies 7,621,920 4,480,756 21,899,529 19,787,855
24,477,743 24,744,092 29,785,017 37,888,114
Loans
Obtained Granted
Balances 30 June 2009 31 December 2008 30 June 2009 31 December 2008
Parent company and group companies excluded - - - -
Jointly controlled companies 30,999 125,997 3,125,578 4,259,844
Associated companies - - - -
Other partners in Group companies 13,271,856 13,230,852 - -
13,302,855 13,356,849 3,125,578 4,259,844

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

28 INCOME TAX

As at 30 June 2009 and 2008, Income tax is detailed as follows:

30 June 2009 30 June 2008
Current tax 13,687,955 8,806,829
Deferred tax (23,990,929) (8,628,110)
(10,302,974) 178,719

29 RECONCILIATION OF CONSOLIDATEDNET PROFIT

As at 30 June 2009 and 2008, the reconciliation of consolidated net profit can be analysed as follows:

30 June 2008
78,788,526 421,144,785
47,122,961 (80,872,901)
(16,964,311) 99,774,524
(162,655,071) (437,785,340)
(15,566,441) 1,217,095
7,500,000 4,573,720
2,095,456 1,649,695
9,375,546 211,891
(50,303,334) 9,913,469
30 June 2009

30 EARNINGS PER SHARE

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

30 June 2009 30 June 2008
Net profit
Net profit taken into consideration t
o calculate basic earnings per
share (consolidated profit for the period)
(28,120,304) 24,218,043
Effect of dilutive potential shares
Interest related to convertible bonds (net of tax)
-
-
-
-
Net profit taken into consideration to calculate diluted earnings per (28,120,304) 24,218,043
Number of shares
Weighted average number of shares used t
o calculated basic earnings
per share
1,867,636,525 1,867,200,000
Effect of dilutive potential ordinary shares from convertible bonds - -
Weighted average number of shares
used t
o calculated diluted
earnings per share
1,867,636,525 1,867,200,000
Earnings per share (basic and diluted) (0.015057) 0.012970

There are no convertible instruments on Sonae, SGPS shares, hence there is no dilutive effects.

31 DIVIDENDS

In the Shareholders Annual General Meeting held on 20 April 2009, the payment of a gross dividend of 0.03 euro per share (0.03 euro per share in 2008) corresponding to a total of 60,000,000 euro (60,000,000 euro in 2008) was approved.

32 SEGMENT INFORMATION

Sonae adopted for the first time IFRS 8 - Operating Segments, which requires segment information to be disclosed based on internally information used by all Sonae Group management.

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

  • Food based retail
  • Specialised retail
  • Retail real estate
  • Shopping Centres
  • Telecommunications
  • Investment Management

The amounts reported below, are calculated, when applicable, excluding contributions to indirect income as explained in Note 34.

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

30 June 2009 Inter-segment
30 June 2008
income
Inter-segment
income
Turnover
Food based retail 1,490,745,621 (2,277,308) 1,400,674,286 (4,396,771)
Ex-Fuel 1,428,157,957 (2,277,308) 1,327,520,641 (4,396,771)
Fuel 62,587,664 - 73,153,645 -
Specialised retail 473,094,205 - 379,259,649 -
Retail real estate 59,914,108 (58,361,773) 53,610,189 (50,056,578)
Shopping centres 75,274,500 (6,421,485) 78,560,607 (6,222,393)
Telecommunications 481,580,123 (11,179,030) 475,578,500 (9,632,196)
Investment management 90,896,616 (421) 106,208,753 (88,594)
Eliminations and adjustments (1) (63,268,561) (2,137,869) (57,228,777) (943,042)
Total direct consolidated 2,608,236,612 (80,377,886) 2,436,663,207 (71,339,574)
Operational cash-flow (EBITDA)
Food based retail 69,263,055 55,515,052
Specialised retail 1,996,767 12,020,450
Retail real estate 56,826,390 56,735,631
Shopping centres 42,939,500 44,982,573
Telecommunications 91,492,181 68,686,843
Investment management 298,981 5,638,976
Eliminations and adjustments (1) 9,565,021 796,235
Total direct consolidated 272,381,894 244,375,758
Operational profit/(loss) (EBIT)
Food based retail 33,721,128 23,130,547
Specialised retail (14,318,655) 716,993
Retail real estate 43,997,278 45,617,017
Shopping centres 43,781,000 44,324,641
Telecommunications 12,436,848 (9,131,930)
Investment management (2,069,596) 3,493,594
Eliminations and adjustments (1) (3,805,866) (6,025,757)
Total direct consolidated 113,742,137 102,125,104
30 June 2009 30 June 2008
Investment (CAPEX)
Food based retail 64,118,171 52,995,632
Specialised retail 55,957,794 30,105,361
Retail real estate 62,243,819 34,375,400
Shopping centres 46,791,772 81,340,737
Telecommunications 55,174,193 162,103,334
Investment management 8,220,915 2,923,210
Eliminations and adjustments (1) 147,158 21,666,804
Total consolidated 292,653,823 385,510,478
30 June 2009 30 June 2008 31 December 2008
Invested capital
Food based retail 629,453,141 603,513,158 546,161,687
Specialised retail 308,111,757 218,107,214 175,597,561
Retail real estate 1,512,209,340 1,332,773,513 1,411,291,922
Shopping centres 1,660,973,346 1,896,812,570 1,684,193,742
Shopping centres 1,660,973,346 1,896,812,570 1,684,193,742
Telecommunications 769,815,103 807,168,342 746,745,744
Investment management 151,850,515 115,862,417 138,574,040
Eliminations and adjustments (1) (20,980,614) (160,272,397) 18,847,399
Total consolidated 5,011,432,586 4,813,964,817 4,721,412,093
Total net debt (2)
Retail businesses 1,494,773,190 1,347,864,176 1,186,354,238
Shopping centres 948,136,544 901,534,161 888,885,820
Telecommunications 410,749,789 367,397,578 399,731,657
Investment management 115,565,169 66,882,554 103,563,977
Holding (1) 509,740,442 460,299,545 580,332,523
Total consolidated 3,478,965,135 3,143,978,014 3,158,868,215

(1) Includes Sonae Individual accounts.

(2) Includes shareholders loans.

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

Turnover Operational cash-flow (EBITDA) Operational profit/(loss) (EBIT)
30 June 2009 30 June 2008 30 June 2009 30 June 2008 30 June 2009 30 June 2008
Inter-segment income (80,377,886) (71,339,574) 2,136,728 (844,873) 2,381,638 (2,693,850)
Adjustment on telecommunications provisions (1) - - 11,042,296 6,312,796 - -
Entrance fees (key money) (2) 757,893 14,550 - - - -
Offset of the recovery of common expenses (2) 21,998,220 18,510,640 - - - -
Turnover of participated companies considered for
management purposes by different consolidation
methods than from statutory purposes
(4,091,761) (960,494) (2,807,027) (598,185) (2,804,831) (596,344)
Others (1,555,027) (3,453,899) (806,976) (4,073,503) (3,382,673) (2,735,563)
Eliminations and adjustments (63,268,561) (57,228,777) 9,565,021 796,235 (3,805,866) (6,025,757)

(1) The sub holding considers provisions as EBITDA.

(2) Amounts offset with turnover for management purposes.

Investment Invested capital
30 June 2009 30 June 2008 30 June 2009 30 June 2008 31 December 2008
Inter-segment balances (353,196) (3,298,381) 81,629,386 7,134,603 83,165,082
Acquisition of Sonaecom shares - 24,372,195 - - -
Cash settled equity swap (3) - - (105,331,117) (164,340,000) (63,876,800)
Others 500,354 592,990 2,721,117 (3,067,000) (440,883)
Eliminations and adjustments 147,158 21,666,804 (20,980,614) (160,272,397) 18,847,399

(3) Financial Instrument reported in Note 18.

Glossary:

Invested capital = Gross real estate assets + other fixed assets (including Goodwill) - amortizations and impairment losses + financial investments + working capital; all figures at book value with the exception of Shopping Centres building block;

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

EBITDA = Turnover + other revenues -impairment reversion – badwill - operating costs, excluding indirect income contributions;

Eliminations and adjustments = Includes the Holding company figures and consolidation adjustments;

CAPEX = Investments in tangible and intangible assets, investment properties and acquisitions of financial investments;

Direct income excludes contributions to indirect income;

Indirect Income includes the Shopping Centre segment contributions net of taxes to consolidated income statement, arising from: (i) investment property valuations; (ii) capital gains (losses) on the sale of financial investments, joint ventures or associates; (iii) impairment losses (including goodwill) and; (iv) provision for assets at risk.

33 COMMITMENTS WITH"INFORMATIONSOCIETY"

Upon being given the UMTS Licence, Optimus (now Sonaecom – Serviços de Comunicações) assumed commitments in the area of promotion of the Information Society, totalling 274 million euro, to be complied with up to the end of the licence period (2015).

In accordance with the Agreement established on 5 June 2007 with the Ministry of Public Works, Transport and Communications ( "MOPTC"), part of these commitments, up to 159 million euro will be realised through own projects which qualify as contributions to the Information Society and incurred under the normal activities of Sonaecom – Serviços de Comunicações, S.A. (investment in the network and technology not resulting from the need to comply with the obligations assumed when the UMTS Licence was granted, and activities relating to research, development and promotion of services, contents and applications) which must be recognised by the MOPTC and by entities created especially for that purpose. At the date of approval of these financial statements, Euro 130 million (Euro 64 million in 2007) were already incurred in previous years and were validated by the above referred entities. The remaining amount is currently under evaluation or not yet realized. These charges will be recorded in the financial statements at the moment the projects are carried out and the estimated costs are known.

The remaining commitments, up to the amount of around 116 million euro, will be realised as agreed between Sonaecom- Serviços de Comunicações and MOPTC, through contributions to the "Initiativas E" project (offer of modems, discounts on tariffs, cash contributions, among others, relating to the widespread use of broadband internet by students and teachers), the contributions being made through an Open fund called Information Society Fund (Fundo para a Sociedade de Informação), to be created by the three mobile operators operating in Portugal.The success of this project, initiated in the end of 2007, depended on the beneficiaries' participation to the various initiatives (e-opportunities, e-school and e-teacher) and could have been subject to revision during the a period of 12 months, i.e., until June 2008. Due to these facts, it was not possible, at 31 December 2007, to estimate in a reliable way the success of this project, and therefore, at that date it was not possible to produce a secure and reliable estimate of the responsibilities to be recognised.

Taking into consideration the success of the project during the first semester of 2008, Sonaecom considered that conditions to produce a reliable estimate of the total responsibilities associated with "Initiatives E" project were in place. Therefore, such responsibilities were recorded, at 30 June 2008, as an added cost of the UMTS license, against an entry in the captions 'Other noncurrent liabilities' and 'Other current liabilities'.

Taking into account major facts occurred up to the third quarter of 2008, namely that: current operators weren't allowed to take part in the 4th license tendering process of an additional license to be attributed without cost; current national and international practice of extension, without costs, of GSM licenses and the renewal of UMTS licenses; the Group's Board of Directors decided to revise the useful life of the UMTS license, extending the amortisation period until 2030, given the high probability of its renewal and the high probability of such renewal being granted without significant costs. Therefore, in accordance with IAS 8, the impacts of the estimated useful life revision were recorded prospectively.

34 PRESENTATION OF CONSOLIDATEDINCOME STATEMENT

In the Management Report, and for the purposes of calculating financial indicators as EBITDA, EBIT and as well for segments income presentation purposes, the income statement is divided between Direct Income and Indirect Income, according to common practice in the Shopping Centre business.

The Indirect Income includes the contribution of the Shopping Centre business to the consolidated income statement, net of taxes, that result from: (i) valuation of investment properties; (ii) gains (losses) with the sale of financial investments, joint ventures or associates; (iii) impairment losses (including goodwill) and (iv) provisions for "Assets at Risk".

The values for 2008 were also reexpressed in order to allow the comparison with 2009, being the EBITDA and EBIT calculated only in the Direct Income, excluding the indirect contributions.

30 June 2009 30 June 2008
Consolidated Indirect income Direct income Consolidated Indirect income Direct income
2,063,893,607 - 2,063,893,607 1,852,621,758 - 1,852,621,758
544,343,005 - 544,343,005 584,041,449 - 584,041,449
(100,358,070) (100,358,070) - (21,663,667) (21,663,667) -
90,051 - 90,051 - - -
1,348,311 - 1,348,311 482,078 - 482,078
216,127,003 - 216,127,003 208,585,200 - 208,585,200
2,725,443,907 (100,358,070) 2,825,801,977 2,624,066,818 (21,663,667) 2,645,730,485
2,715,318,745 3,258,905 2,712,059,840 2,545,908,519 2,303,138 2,543,605,381
145,152,046 - 145,152,046 133,066,977 - 133,066,977
16,152,798 1,226,725 14,926,073 11,540,231 1,874,476 9,665,755
102,125,104
(77,595,508)
1,302,927
1,144,292
26,976,815
927,816
27,904,631
28,591,520
(22,183,030) (29,908,259) 7,725,229 (14,304,574) (13,617,685) (686,889)
244,375,758
10,125,162
(72,235,300)
(2,955,235)
4,459,065
(60,606,308)
10,302,974
(50,303,334)
(28,120,304)
(103,616,975)
-
(4,206,303)
-
(107,823,278)
20,855,693
(86,967,585)
(57,059,326)
113,742,137
(72,235,300)
1,251,068
4,459,065
47,216,970
(10,552,719)
36,664,251
28,939,022
272,381,894
78,158,299
(77,595,508)
1,302,927
8,226,470
10,092,188
(178,719)
9,913,469
24,218,043
(23,966,805)
-
-
7,082,178
(16,884,627)
(1,106,535)
(17,991,162)
(4,373,477)

(a) The amount recorded in Direct income relates mainly to the reduction of investment properties value, accruals for "Assets at Risk" and recognized impairment losses;

(b) EBITDA is computed as Operational income + Depreciation and amortisation + Provisions and impairment losses - Negative goodwill - Reversal of impairment losses, excluding contributions from indirect profit.

35 SUBSEQUENT EVENTS

On 20 July 2009 Sonae announces that an agreement was signed for the roll-up of the Feffer family's shareholding in Lazam-mds in exchange for shares owned by Sonae in MDS and for new shares in the enlarged share capital of MDS.

Under this agreement, a roll-up of the total Feffer family shareholding in Lazam-mds is proposed, representing 55% of the share capital of Lazam-mds, in exchange for 49.99% of the enlarged share capital of MDS plus an additional up-front cash payment of 47 million euro. A capital gain amounting to approximately 27 million euro will be recognized on Sonae consolidated accounts.

On 21 July 2009 the retail division has completed the refinancing of its medium and long term debt facilities maturing during 2009, including the 100,000,000 euro bond issue "Modelo Continente 2004" repaid in March 2009, by contracting new medium and long term credit facilities amounting to 165,000,000 euro, with an average maturity of approximately 4 years.

36 APPROVAL OF THE FINANCIAL STATEMENTS

The accompanying consolidated financial statements were approved by the Board of Directors and authorized for issue on 24 August 2009.

The Board of Directors

Belmiro de Azevedo

Álvaro Cuervo Garcia

Bernd Hubert Joachim Bothe

Michel Marie Bon

José Neves Adelino

Duarte Paulo Teixeira de Azevedo

Álvaro Carmona e Costa Portela

Ângelo Gabriel Ribeirinho dos Santos Paupério

Nuno Manuel Moniz Trigoso Jordão

CONDENSED INDIVIDUAL BALANCE SHEETS AS AT 30 JUNE 2009 AND 2008 AND AS AT 31 DECEMBER 2008

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

(Amounts expressed in euro)

ASSETS Notes 30.June.2009 30.June.2008 31.December.2008
NON-CURRENT ASSETS:
Tangible assets
Intangible assets
301,765 92,020 181,497
Investments in affliated companies 4 7,212
2,987,748,391
399
2,575,689,251
1,242
3,070,652,704
Other investments 5 89,644,880 49,880 100,049,880
Other non-current assets 6 585,809,709 1,289,829,182 598,542,161
Total Non-Current Assets 3,663,511,957 3,865,660,732 3,769,427,484
CURRENT ASSETS:
Trade account receivables and other current assets 7 55,339,105 64,205,887 36,096,299
Cash and cash equivalents 8 3,149,011 355,110 418,450
Total Current Assets 58,488,116 64,560,997 36,514,749
TOTAL ASSETS 3,722,000,073 3,930,221,729 3,805,942,233
EQUITY AND LIABILITIES
EQUITY:
Share capital 9 2,000,000,000 2,000,000,000 2,000,000,000
Reserves and retained earnings 1,005,713,929 1,281,310,440 1,124,643,333
Profit for the period 93,063,796 114,906,936 30,472,155
TOTAL EQUITY 3,098,777,725 3,396,217,376 3,155,115,488
LIABILITIES:
NON-CURRENT LIABILITIES:
Loans
10 509,592,034 497,310,122 502,465,956
Total Non-Current Liabilities 509,592,034 497,310,122 502,465,956
CURRENT LIABILITIES:
Loans 10 108,750,000 29,000,832 138,209,277
Trade creditors and other non-current liabilities 11 4,880,314 7,693,399 10,151,512
Total Current Liabilities 113,630,314 36,694,231 148,360,789
TOTAL EQUITY AND LIABILITIES 3,722,000,073 3,930,221,729 3,805,942,233
The accompanying notes are part of these condensed individual financial statements.
The Board of Directors
76

CONDENSED INDIVIDUAL INCOME STATEMENTS FOR THE PERIODS ENDED 30 JUNE 2009 AND 2008

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

(Amounts expressed in euro)

Operational income
Services rendered
1,686,706
448,799
2,157,817
982,761
Other operational income
5,266
38,085
10,622
47,105
Total operational income
1,691,972
486,884
2,168,439
1,029,866
Operational expenses
External supplies and services
(859,149)
(814,453)
(1,376,102)
(1,614,569)
Staff costs
(1,177,094)
(1,060,811)
(2,254,984)
(2,184,030)
Depreciation and amortisation
(16,255)
(10,171)
(28,549)
(20,341)
Other operational expenses
(61,030)
(7,036)
(130,522)
(147,013)
Total operational expenses
(2,113,528)
(1,892,471)
(3,790,157)
(3,965,953)
Operational profit/(loss)
(421,556)
(1,405,587)
(1,621,718)
(2,936,087)
Financial Income
7,869,799
18,875,436
16,142,750
37,298,623
Financial Expenses
(6,132,895)
(7,308,102)
(14,982,333)
(14,435,179)
Net financial profit
1,736,904
11,567,334
1,160,417
22,863,444
Investment loss/income
13
-
-
93,516,449
94,979,579
Profit/(Loss) before taxation
1,315,348
10,161,747
93,055,148
114,906,936
Income tax
8,648
-
8,648
-
Profit/(Loss) for the period
1,323,996
10,161,747
93,063,796
114,906,936
Profit/(Loss) per share
14
0.0007
0.0051
0.0465
0.0575
Basic
Diluted
14
0.0007
0.0051
0.0465
0.0575
Notes nd Quarter 2009
2
(Unaudited)
nd Quarter 2008
2
(Unaudited)
30.June.2009 30.June.2008

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

CONDENSED INDIVIDUAL STATEMENTS OF COMPREHENSIVE INCOME FOR THE PERIODS ENDED AT 30 JUNE 2009 AND 2008

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

(Amounts expressed in euro)

Notes 2nd Quarter 2009
(Unaudited)
2nd Quarter 2008
(Unaudited)
30.June.2009 30.June.2008
Net Profit / (Loss) for the period 1,323,996 10,161,747 93,063,796 114,906,936
Changes on fair value of available-for-sale
financial assets
(41,855,299) 32,287,491 (83,442,982) 7,747,913
Changes in hedging and fair value reserves 1,372,488 416,757 (5,958,577) 465,062
Other comprehensive income for the period (40,482,811) 32,704,248 (89,401,559) 8,212,975
Total comprehensive income for the period (39,158,815) 42,865,995 3,662,237 123,119,911

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

CONDENSED INDIVIDUAL STATEMENTS OF CHANGES IN EQUITY FOR THE PERIODS ENDED AT 30 JUNE 2009 AND 2008

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

(Amounts expressed in euro)

Notes Share
Capital
Own
Shares
Legal
Reserve
Fair value
Reserve
Hedging
Reserve
Other Reserves
and Retained
Earnings
Total
Reserves and
Retained Earnings
Net
Profit/(Loss)
Total
Balance as at 1 January 2008 2,000,000,000 160,880,817 730,528,037 162,774 425,022,702 1,316,594,330 16,503,135 3,333,097,465
Total comprehensive income for the period - - 7,747,913 465,062 - 8,212,975 114,906,936 123,119,911
Appropriation of profit of 2007:
Transfer to legal reserves and retained earnings
Dividends distributed
-
-
825,157
-
-
-
-
-
-
(44,322,022)
825,157
(44,322,022)
(825,157)
(15,677,978)
-
(60,000,000)
Balance as at 30 June 2008 2,000,000,000 - 161,705,974 738,275,950 627,836 380,700,680 1,281,310,440 114,906,936 3,396,217,376
Balance as at 1 January 2009 2,000,000,000 - 161,705,974 581,929,609 307,070 380,700,680 1,124,643,333 30,472,155 3,155,115,488
Total comprehensive income for the period - - - (83,442,982) (5,958,577) - (89,401,559) 93,063,796 3,662,237
Appropriation of profit of 2008:
Transfer to legal reserves and retained earnings
Dividends distributed
Purchase of own shares
Disposal / attribution of own shares to employees
9 -
-
-
-
-
-
696,429
(696,429)
1,523,608
-
-
-
-
-
-
-
-
-
-
-
-
(31,051,453)
-
-
1,523,608
(31,051,453)
-
-
(1,523,608)
(28,948,547)
-
-
-
(60,000,000)
-
-
Balance as at 30 June 2009 2,000,000,000 - 163,229,582 498,486,627 (5,651,507) 349,649,227 1,005,713,929 93,063,796 3,098,777,725

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

CONDENSED INDIVIDUAL CASH FLOW STATEMENTS FOR THE PERIODS ENDED 30 JUNE 2009 AND 2008

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

(Amounts expressed in euro)

Notes 2nd Quarter 2009
(Unaudited)
2nd Quarter 2008
(Unaudited)
30.June.2009 30.June.2008
OPERATING ACTIVITIES
Net cash flow from operating activities (1) 1,245,391 (1,703,535) (350,961) (3,460,045)
INVESTMENT ACTIVITIES
Cash receipts arising from:
Investments 5,405,000 141,603 10,405,000 141,603
Tangible and intangible assets 9,763 - 10,123 -
Interest and similar income 2,998,289 377,578 26,721,955 30,199,254
Dividends 13 70,106,369 94,979,579 70,106,369 94,979,579
Loans granted 117,307,882
195,827,303
133,639,000
229,137,760
154,985,269
262,228,716
183,676,000
308,996,436
Cash Payments arising from:
Investments - - (538,668) (50,000)
Tangible and intangible assets
Loans granted
(51,714)
(75,512,000)
1,223
(153,078,000)
(178,007)
(150,811,000)
(4,776)
(346,753,000)
(75,563,714) (153,076,777) (151,527,675) (346,807,776)
Net cash used in investment activities (2) 120,263,589 76,060,983 110,701,041 (37,811,340)
FINANCING ACTIVITIES
Cash receipts arising from:
Loans obtained 466,150,000 57,700,000 710,800,000 132,200,000
Sale of own shares 9 637,113
466,787,113
-
57,700,000
637,113
711,437,113
-
132,200,000
Cash Payments arising from:
Loans obtained (512,000,000) (58,809,375) (740,250,000) (103,200,000)
Interest and similar charges (13,155,280) (13,855,169) (18,114,435) (14,083,169)
Dividends 9 (59,986,491) (59,986,478) (59,986,491) (59,986,478)
Purchase of own shares 9 (696,429) - (696,429) -
(585,838,200) (132,651,022) (819,047,355) (177,269,647)
Net cash used in financing activities (3) (119,051,087) (74,951,022) (107,610,242) (45,069,647)
Net increase in cash and cash equivalents (4) = (1) + (2) + (3) 2,457,893 (593,574) 2,739,838 (86,341,032)
Cash and cash equivalents at the beginning of the period 691,118 948,684 409,173 86,696,142
Cash and cash equivalents at the end of the period 3,149,011 355,110 3,149,011 355,110
The accompanying notes are part of these condensed individual financial statements. The Board of Directors
80

O Conselho de Administração The Board of Directors

Notes to the condensed individual

financial statements for the period ended

30 June 2009

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

(Amounts expressed in euro)

1 INTRODUCTION

Maia, Portugal.

621\$(6*366\$³6RQDH+ROGLQJ´ KDV its head-office at Lugar do Espido, Via Norte, Apartado 1011, 4470-909

2 BASIS OF PREPARATION

Interim financial statements are presented quarterly, in accordance with IAS 34 ³,QWHULP)LQDQFLDO5HSRUWLQJ´

3 PRINCIPAL ACCOUNTING POLICIES

The accounting policies adopted are consistent with those followed in the preparation of annual financial statements for the year ended 31 December 2008, with exception for the first time application of IAS 1 (Revised), which has been effective since 1 January 2009. In accordance there were some changes made to the disclosures but there were neither impacts on results nor on financial position.

4 INVESTMENTS IN AFFILIATED COMPANIES

As at 30 June 2009 and 31 December 2008 the company held investments in the following affiliated companies:

% Held Carrying Acquisition Fair Value
amount cost Reserve
82.48% 1,690,800,661 1,326,729,831 364,070,830
50.00% 623,977,355 490,113,339 133,864,016
0.23% 1,473,506 921,724 551,782
89.00% 17,800,000 17,800,000 -
42.86% 191,341,400 191,341,400 -
100.00% 550,000,000 550,000,000 -
855,469 855,469 -
(88,500,000) - -
2,987,748,391 2,577,761,763 498,486,628
30.June.2009
% Held Carrying Acquisition Fair Value
amount cost Reserve
82.48% 1,690,800,661 1,326,729,831 364,070,830
50.00% 708,051,000 490,113,339 217,937,661
0.23% 842,842 921,724 (78,882)
89.00% 17,800,000 17,800,000 -
42.86% 191,341,400 191,341,400 -
100.00% 550,000,000 550,000,000 -
316,801 316,801 -
(88,500,000) - -
3,070,652,704 2,577,223,095 581,929,609
31.December.2008
  • (a) This investment is valued at the price paid in the public tender offer for de-listing occurred in 2006.
  • (b) Market value was determined based on an independent valuation as the corresponding period of assets held by this jointly controlled company, after deduction of associated net debt and the share attributable to minority investments, and excluding promote fees and transaction costs.

5 OTHER INVESTMENTS AVAILABLE FOR SALE

As at 30 June 2009 and 31 December 2008 other investments available for sale are as follows:

30.June.2009 31.December.2008
Magma No. 1 Securitisation Notes 89,595,000 100,000,000
Others 49,880 49,880
Total 89,644,880 100,049,880

6 OTHER NON CURRENT ASSETS

As at 30 June 2009 and 31 December 2008 other non-current assets are detailed as follows:

30.June.2009 31.December.2008
Loans granted to group companies 585,809,709 598,537,978
Guarantee deposits - 4,183
Total 585,809,709 598,542,161

7 TRADE ACCOUNT RECEIVABLES AND OTHER CURRENT ASSETS

As at 30 June 2009 and 31 December 2008 trade account receivables and other current assets are detailed as follows:

30.June.2009 31.December.2008
Trade account receivables 1,562,157 1,626,676
Group companies 50,124,548 30,153,044
Taxes and contributions receivable 875,245 2,263,726
Accrued income and prepayments 1,909,560 237,082
Others 867,595 1,238,837
Derivatives - 576,934
Total 55,339,105 36,096,299

8 CASH AND CASH EQUIVALENTS

As at 30 June 2009 and 31 December 2008 cash and cash equivalents are detailed as follows:

30.June.2009 31.December.2008
Cash at hand 7,200 4,300
Bank deposits 3,141,811 414,150
Cash and cash equivalents on the balance sheet 3,149,011 418,450
Bank overdrafts - 9,277
Cash and cash equivalents on the cash flow
statement 3,149,011 409,173

9 SHARE CAPITAL

As at 30 June 2009 and 31 December 2008 share capital consisted of 2,000,000,000 ordinary shares of 1 euro each.

During the first semester the company bought 1,134,965 own shares for 696,429 euro. This acquisition was made in order to fulfill the Deferred Performance Plan and in accordance with the resolution taken under item 8 of the SharehROGHUV¶*HQHUDO0HHWLQJKHOGRQ the 20 of April of the present year which approved the attribution of shares of this company to executive members of its management body and to employees of this company and of affiliated companies, under the terms of the respective compensation policy. The affiliated companies will bear the respective cosWVRIJUDQWLQJWKH&RPSDQ\¶VKDUHVWRWKHLU([HFXWLYH%RDUGPHPEHUVDQGVHQLRURIILFHV

dividends, 0.03 euro per share, which were paid on the 20 May 2009, summing up 60,000,000 euro.

10 LOANS

As at 30 June 2009 and 31 December 2008 this caption included the following loans:

30.June.2009 31.December.2008
Nominal value of bonds 500,000,000 500,000,000
Up-front fees not yet charged to income statement (2,071,241) (2,380,559)
Bonds 497,928,759 497,619,441
Derivatives 11,663,275 4,846,515
Non-current loans 509,592,034 502,465,956
Commercial paper (a) 108,750,000 138,200,000
Bank overdrafts - 9,277
Current loans 108,750,000 138,209,277

(a) Short term commercial paper programmer, privately placed, launched on 23 August 2004, valid for a ten year period, which may be extended at the option of the company, with a maximum limit of 350,000,000 euro.

Bonds SONAE / 05 amounting to 100,000,000 euro, repayable after 8 years, in one installment, on 31 March 2013. Interest rate is variable, indexed to Euribor 6 months, with interest paid half-yearly.

Bonds Sonae 2006/2011 amounting to 250,000,000 euro, repayable after 5 years, in one installment, on 10 May 2011. Interest rate is variable, indexed to Euribor 6 months, with interest paid half-yearly. The company has the option to make whole or partial reimbursements, with no extra cost, on the date of the 6th and 8th coupons.

Bonds Sonae 2007/2014 amounting to 150,000,000 euro, repayable after 7 years, in one installment, on 11 April 2014. Interest rate is variable, indexed to Euribor 6 months, with interest paid half-yearly. The company has the option to make whole or partial reimbursements, with no extra cost, on the date of the 10th and 12th coupons.

During the first half of 2009 the average interest rate of the bonds was on around 2.27%.

Maturity of Borrowings

As at 30 June 2009 and 31 December 2008 the analysis of the maturity of loans are as follows:

30.June.2009 31.December.2008
N+1 108,750,000 138,209,277
N+2 250,000,000 -
N+3 - 250,000,000
N+4 100,000,000 -
N+5 150,000,000 100,000,000
after N+5 - 150,000,000

11 TRADE CREDITORS AND OTHER CURRENT LIABILITIES

As at 30 June 2009 and 31 December 2008, trade creditors and other current liabilities are detailed as follows:

30.June.2009 31.December.2008
Trade creditors 673,992 1,116,009
Taxes and contributions payable 396,065 603,578
Accrued expenses 3,609,088 8,260,495
Others 201,169 171,430
Total 4,880,314 10,151,512

12 CONTINGENT LIABILITIES

As at 30 June 2009 and 31 December 2008, contingent liabilities are detailed as follows:

30.June.2009 31.December.2008
Guarantees given:
on tax claims 470,547 1,776,135
on judicial claims 425,965 425,965

13 INVESTMENTS INCOME

As at 30 June 2009 and 2008, investment income can be detailed as follows:

30.June.2009 30.June.2008
Dividends 93,516,449 94,979,579

The dividends mentioned above were distributed by the affiliates Sonae Distribuição, SGPS, SA (70,106,369 euro) and Sonae Sierra, SGPS, SA (23,410,080 euro), the last have not yet been paid.

14 EARNINGS PER SHARE

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

30.June.2009 30.June.2008
Net profit
Net profit taken into consideration to calculate basic
earnings per share (Net profit for the period)
Effect of dilutive potential shares
Interest related to convertible bonds (net of tax)
93,063,796
-
-
114,906,936
-
-
Net profit taken into consideration to calculate diluted
earnings per share:
93,063,796 114,906,936
Number of shares
Weighted average number of shares used to calculate
basic earnings
2,000,000,000 2,000,000,000
Effect of dilutive potential ordinary shares from convertible
bonds
- -
Weighted average number of shares used to calculate
diluted earnings per share
2,000,000,000 2,000,000,000
Profit/(Loss) per share (basic and diluted) 0.0465 0.0575

15 APPROVAL OF FINANCIAL

The accompanying financial statements were approved by the Board of Directors and authorized for issue on 24 August 2009.

16 INFORMATION REQUIRED BY LAW

Decree-Law nr 318/94 art 5 nr 4

In the six months period ended 30 June VKDUHKROGHUV¶ ORDQ FRQWUDFWV ZHUH HQWHUHG LQWR ZLWKWKH IROORZLQJ companies:

Sonae Investments, BV

Sontel, BV

In the six months period ended 30 June 2009 short-term loan contracts were entered into with the following companies:

Sonaecenter, Serviços, SA

Sonae Distribuição, SGPS, SA

Sonaecom, SGPS, SA

As at 30 June 2009 amounts owed by affiliated undertakings can be summarized as follows:

Loans granted

Companies Closing Balance
MDS, SGPS, SA 85,626,000
Sonae Investments, BV 481,706,709
Sontel, BV 34,693,000
Sonaecenter, Serviços, SA 585,000
Total 602,610,709

As at 30 June 2009 there were no amounts owed to affiliated undertakings.

The Board of Directors

Belmiro de Azevedo

Álvaro Cuervo Garcia

Bernd Hubert Joachim Bothe

Michel Marie Bon

José Neves Adelino

Duarte Paulo Teixeira de Azevedo

Álvaro Carmona e Costa Portela

Ângelo Gabriel Ribeirinho dos Santos Paupério

Nuno Manuel Moniz Trigoso Jordão

LIMITED REVIEW REPORT PREPARED BY THE AUDITOR REGISTERED WITH CMVM ON HALF-YEAR FINANCIAL INFORMATION

(Translation of a report originally issued in Portuguese. In case of discrepancies the Portuguese version prevails)

Introduction

    1. In accordance with the Securities Market Code, we hereby present our Limited Review Report on the financial information of Sonae, SGPS, S.A. ("Company") for the half-year ended 30 June 2009 included in: the Report of the Board of Directors, the Consolidated and Individual Balance Sheets (that reflect a total assets of 7,452,544,411 Euro and 3,722,000,073 Euro, respectively, and a Consolidated and Individual equity of 1,532,467,450 Euro and 3,098,777,725 Euro respectively, including a negative consolidated net profit attributable to the Company's equity holders of 28,120.304 Euro and a individual net profit of 93,063,796 Euro), the Consolidated and Individual Statements of Profit and loss, Comprehensive Income, Changes in equity and Cash flows for the half-year then ended and the related notes.
    1. The amounts in the consolidated and individual financial statements, as well as the additional financial information, are in accordance with the accounting records of the companies included on consolidation.

Responsibilities

    1. The Company's Board of Directors is responsible for: (i) the preparation of Consolidated and Individual financial information that present a true and fair view of the financial position of the Company and of the companies included in the consolidation and the consolidated and individual results of their operations, comprehensive income , changes in equity and cash flows; (ii) the preparation of historical financial statements in accordance with International Financial Reporting Standards as adopted by the European Union for the purposes of interim financial reporting (IAS 34) and that is complete, true, timely, clear, objective and licit, as required by the Securities Market Code; (iii) the adoption of adequate accounting policies and criteria; (iv) the maintenance of an appropriate internal control system; and (v) informing any significant facts that have influenced its operations and the operations of the companies included on consolidation, its financial position, comprehensive income or results.
    1. Our responsibility is to review the financial information contained in the above mentioned documents, namely verifying that, in all material respects, the information is complete, true, timely, clear, objective and licit, as required by the Securities Market Code, and to issue a moderate assurance, professional and independent report on that financial information based on our work.

Scope

    1. The objective of our work was to obtain moderate assurance as to whether the above mentioned financial information is free of material misstatement. Our work was performed in accordance with the Auditing Standards issued by the Portuguese Institute of Statutory Auditors, was planned in accordance with that objective, and consisted essentially of enquiries and analytical procedures with the objective of reviewing: (i) the reliability of the assertions included in the financial information; (ii) the adequacy of the accounting principles used, taking into consideration the circumstances and the consistency of their application; (iii) the applicability, or not, of the going concern concept; (iv) the presentation of the financial information; and (v) whether, in all material respects, the consolidated and individual financial information is complete, true, timely, clear, objective and licit as required by the Securities Market Code.
    1. Our work also included verifying that the consolidated and individual financial information included in the Report of the Board of Directors is consistent with the other above mentioned financial information.
    1. We believe that our work provides a reasonable basis for issuing the present limited review report on the half-year financial information.

Opinion

  1. Based on our work, which was performed with the objective of obtaining moderate assurance, nothing came to our attention that leads us to believe that the consolidated and individual financial information for the half-year ended 30 June 2009 referred to in paragraph 1 above of Sonae, S.G.P.S., S.A. is not exempt from material misstatement that affects its conformity with International Financial Reporting Standards as adopted by the European Union for the purposes of interim financial reporting (IAS 34) and that, in terms of the definitions included in the Auditing Standards referred to in paragraph 5 above, it is not complete, true, timely, clear, objective and licit.

Porto, 24 August 2009

Deloitte & Associados, SROC S.A. Represented by Luís Augusto Gonçalves Magalhães

SAFE HARB OUR

This document looking stateme may contain forw ents are statemen ward‐looking info nts that are not his ormation and stat storical facts. tements, based o n management's current expectat tions or beliefs. F orward‐

These forward‐ those described the effects of c "intends," "shou looking statemen d in the forward‐lo competition. Forw uld," "seeks," "est nts are subject to ooking statement ward‐looking stat imates," "future" a number of facto ts, including, but n ements may be or similar express ors and uncertaint not limited to, ch identified by wor sions. ties that could ca anges in regulatio rds such as "belie use actual results on, industry and e eves," "expects," to differ materia economic conditio "anticipates," "pr lly from ons; and rojects,"

Although these looking informa control, that co looking informa undertake any o statements reflec ation and stateme ould cause actual r ation and stateme obligation to upda ct our current exp ents are subject to results and develo ents. You are caut ate any forward‐lo pectations, which w various risks and opments to differ ioned not to put u ooking information we believe are rea uncertainties, ma materially from t undue reliance on n or statements. asonable, investor any of which are d those expressed in any forward‐look rs and analysts are ifficult to predict a n, or implied or p king information o e cautioned that f and generally bey rojected by, the f or statements. We orward‐ yond our forward‐ e do not

Repo rt available at Son nae's institutional www.s website sonae.pt

Med ia and Investor C ontacts

Head of Institutional Relat Migue tions and Commu mrangel@s Tel: + 351 22 0 l Rangel nication sonae.pt 010 4705

H pa Patrícia Mendes P Head of Investor R atricia.mendes@s Tel.: + 351 22 0 Pinheiro elations sonae.pt 010 4794

L Lugar do Espido V 4471‐9 P Tel.:+ 351 22 9 Fax: + 351 22 9 Sonae Via Norte 909 Maia Portugal 9487522 940 4634

S m B Sonae is listed on t may be accessed o Bloomberg under t the Euronext Stoc on Reuters under t the symbol SONP k Exchange. Infor he symbol SONP. L. mation .IN and on

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