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Patris Investimentos

Quarterly Report Nov 30, 2015

1946_10-q_2015-11-30_96cb5825-4d1a-4cb2-80e6-91fa5e28c45f.pdf

Quarterly Report

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SONAE INVESTIMENTOS, SGPS, SA

Head Office: Rua João Mendonça, 529 – 4464-501 Senhora da Hora

Share Capital 1,000,000,000 Euro

Porto Commercial Registry and Fiscal Number 501 532 927

REPORT AND ACCOUNTS

30 September 2015

Management Report Sonae Investimentos – S.G.P.S., S.A.

In accordance with Portuguese Law and the company's articles of association, we hereby present the management report of Sonae Investimentos ‐ S.G.P.S., S.A. for the first nine months of 2015.

Activity evolution for the period

During the course of the first nine months of 2015, the consolidated turnover of Sonae Investimentos totalled 3 524 million euros, which corresponds to an increase of 0.8% when compared to the same period in the previous year.

The Company's operating cash‐flow (EBITDA) reached 247 million euros, which represents a 4.4% increase versus last year (+10 million euros). This includes a reduction of the contribution of Sonae MC, negatively affected by the highly competitive market environment in food retail, and of Sonae SR, where, it should be noted that operating costs were negatively affected by adverse exchange‐rate effects related to raw‐materials purchased in dollars.

This EBITDA performance is impacted by the development of the real estate assets monetisation strategy, namely the four sale and leaseback transactions in 1H15 which totalled 185 million euros, and generated capital gains of 40 million euros. Notwithstanding the completion of these transactions, Sonae RP continues to be focused on monetising additional assets.

Overall, EBITDA margin stood at 7.0% of turnover (+0.2pp above the first nine months of 2014).

Operating results (EBIT), increased to 121 million euros in the period, and increase of 8 million euros when compared to the first nine months of 2014. This performance implies that operational results margin amounted to 3.4% of turnover, increasing 0.2pp over last year's.

Sonae Investimentos consolidated net result in the first nine months of 2015 totalled 61 million euros, 15 million euros above the comparable period of 2014.

At the end of June, Sonae Investimentos detained an overall portfolio of 1,320 stores1, corresponding to a sales area of 1,091 thousand m21. During the period, the company continued to evolve its store network in both national and international markets. Sonae SR continued to consolidate its store networks and had, in particular, a total of 168 stores outside of Portugal, including 62 under franchising agreements.

Sonae MC also continued to further develop its store network, opening 1 Continente Modelo, 5 Continente Bom Dia, 51 Meu Super Stores (all under franchise agreements), 9 Well's (5 of which under franchise

1 Excludes Geostar

agreements), 7 Bom Bocado / Bagga (1 under franchise agreement) and 7 note! (4 under franchise agreement).

In parallel to the expansion effort, the company carried out a refurbishment programme in a number of retail units so as to ensure they remain as a reference in their respective catchment areas. Total investment amounted to 164 million euros during the first nine months of the year (125 million euros in 2014 comparable period).

Outlook

Sonae Investimentos strategic guidelines privilege growth and the strengthening of the value proposition based on a continued investment in efficiency and innovation. This positioning, consistently adopted by the Company, has allowed for the combination of strong growth rhythms with strong profitability benchmarks, and once again will be at the basis of the Company´s performance during the course of the next months.

Methodological note

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

Maia, 2 of November 2015

The Board of Directors,

Duarte Paulo Teixeira de Azevedo

Ângelo Gabriel Ribeirinho dos Santos Paupério

Glossary

Turnover (t)

sale of articles + services rendered.

Operating Cash‐flow (EBITDA)

turnover + other income ‐ negative goodwill ‐ reversal of impairment loses ‐ operational costs + gains / losses on sales of assets ‐ provision for extensions of guarantees + results of companies consolidated via equity method.

Operating results (EBIT)

EBITDA – amortisations and impairment losses.

Net Investment

increase in gross fixed assets (tangible and intangible) + changes in perimeter (as a result of acquisitions and disposals) ‐ disposals in gross fixed assets (tangible and intangible) + increases in goodwill.

Net debt

current borrowings + noncurrent borrowings + financial leasing creditors – cash and cash equivalents – other current financial investments

Gearing

ratio between net financial debt and shareholders' funds

Net Capital Employed

gross fixed assets (tangible and intangible) + other gross real estate assets (including goodwill) ‐ amortisations and impairment losses + financial investments + working capital

Condensed consolidated

financial statements

CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION AT 30 SEPTEMBER 2015 AND 2014 AND 31 DECEMBER 2014

(Amounts expressed in euro)

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

ASSETS Notes 30 September 2015 30 September 2014
Restated
Note 4
31 December 2014
Restated
Note 4
1 January 2014
Restated
Note 4
NON-CURRENT ASSETS:
Tangible assets 9 1,650,442,539 1,785,664,227 1,798,574,339 1,820,583,824
Intangible assets 10 199,529,913 177,888,146 185,442,788 163,731,471
Goodwill 11 498,933,536 498,186,402 498,166,236 498,186,402
Investments in joint ventures and associates 6 39,036,552 40,819,956 40,703,708 51,797,067
Other investments 7 and 12 11,971,443 11,571,873 11,572,032 13,401,237
Deferred tax assets 15 89,783,552 119,751,622 81,753,780 117,412,133
Other non-current assets 13 27,057,006 23,358,117 29,450,786 23,103,739
Total Non-Current Assets 2,516,754,541 2,657,240,343 2,645,663,669 2,688,215,873
CURRENT ASSETS:
Inventories 590,380,776 559,091,636 601,898,771 588,396,336
Trade account receivable and other current assets 14 337,494,997 339,588,151 255,835,519 240,029,563
Investments 12 533,158 5,048,408 4,001,344 42,105
Cash and cash equivalents 16 60,264,493 65,082,487 101,826,265 71,510,332
Total Current Assets 988,673,424 968,810,682 963,561,899 899,978,336
Assets held for sale 17 4,525,381 - - -
TOTAL ASSETS 3,509,953,346 3,626,051,025 3,609,225,568 3,588,194,209
EQUITY AND LIABILITIES
EQUITY:
Share capital 18 1,000,000,000 1,000,000,000 1,000,000,000 1,000,000,000
Own shares (320,000,000) (320,000,000) (320,000,000) (320,000,000)
Reserves and retained earnings (86,507,839) (110,866,065) (111,463,435) 10,429,313
Profit/(Loss) for the period attributable to the equity holders of the Parent Company 61,364,991 46,623,395 70,697,244 (84,265,323)
Equity attributable to the equity holders of the Parent Company 654,857,152 615,757,330 639,233,809 606,163,990
Equity attributable to non-controlling interests 19 62,050,702 82,922,942 80,234,962 84,312,167
TOTAL EQUITY 716,907,854 698,680,272 719,468,771 690,476,157
LIABILITIES:
NON-CURRENT LIABILITIES:
Loans 20 560,654,545 405,511,333 388,725,787 768,686,701
Other non-current liabilities 22 441,862,997 452,445,667 437,747,822 444,708,892
Deferred tax liabilities 15 87,729,224 126,689,041 91,057,069 116,937,919
Provisions 25 14,877,612 22,196,688 22,396,928 29,588,227
Total Non-Current Liabilities 1,105,124,378 1,006,842,729 939,927,606 1,359,921,739
CURRENT LIABILITIES:
Loans
Trade creditors and other current liabilities
20
24
197,360,586 485,802,690 407,205,050 72,398,603
1,487,122,271 1,432,011,595 1,539,185,884 1,462,679,721
Provisions 25 3,438,257 2,713,739 3,438,257 2,717,989
Total Current Liabilities 1,687,921,114 1,920,528,024 1,949,829,191 1,537,796,313
TOTAL LIABILITIES 2,793,045,492 2,927,370,753 2,889,756,797 2,897,718,052
TOTAL EQUITY AND LIABILITIES 3,509,953,346 3,626,051,025 3,609,225,568 3,588,194,209

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

SONAE INVESTIMENTOS, SGPS, SA

CONDENSED CONSOLIDATED INCOME STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2015 AND 2014

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

(Amounts expressed in euro) Notes 3rd Quarter 2015 3 rd Quarter 2014 30 September 2015 30 September 2014
Sales 31 1,257,476,339 1,253,326,091 3,481,508,718 3,461,544,552
Services rendered 31 15,467,211 13,596,167 42,669,570 36,312,124
Investment income investments recorded at fair value through profit 151,242 (10,093,667) (4,583,838) (9,521,831)
Financial income 2,358,799 1,764,693 7,850,361 4,838,002
Other income 27 153,985,618 122,473,604 508,119,538 379,508,273
Cost of goods sold and materials consumed (1,030,322,161) (978,398,219) (2,852,134,016) (2,739,170,593)
Changes in stocks of finished goods and work in progress (106,730) (47,318) (91,583) 44,512
External supplies and services (152,440,145) (147,321,692) (428,954,973) (415,975,744)
Staff costs (144,334,872) (142,386,377) (449,059,739) (436,527,765)
Depreciation and amortisation 9, 10 and 31 (40,017,654) (39,684,036) (120,133,629) (118,664,820)
Provisions and impairment losses 31 (307,970) (106,504) (2,309,152) (1,465,779)
Financial expense (17,763,878) (18,186,425) (54,295,726) (55,480,887)
Other expenses (18,165,036) (18,958,992) (59,922,895) (40,987,665)
Share of results of joint ventures and associetad companies 6 (257,881) (137,759) (1,264,846) (1,776,985)
Profit/(Loss) before taxation 25,722,882 35,839,565 67,397,790 62,675,393
Taxation 29 6,229,330 (10,507,481) (3,429,133) (13,949,306)
Profit/(Loss) after taxation 31,952,212 25,332,084 63,968,657 48,726,087
Attributable to:
Equity holders of the Parent Company 30,570,187 23,681,543 61,364,991 46,623,395
Non-controlling interests 19 1,382,025 1,650,541 2,603,666 2,102,692
Profit/(Loss) per share
Basic 30 0.033967 0.026313 0.068183 0.051804
Diluted 30 0.033967 0.026313 0.068183 0.051804

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

SONAE INVESTIMENTOS, SGPS, SA

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE PERIODS ENDED 30 SEPTEMBER 2015 AND 2014

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

(Amounts expressed in euro) 3rd Quarter 2015 3rd Quarter 2014 30 September 2015 30 September 2014
Net Profit / (Loss) for the period 31,952,212 25,332,084 63,968,657 48,726,087
Items that maybe reclassified subsequently to profit or loss:
Exchange differences arising on translation of foreign operations 135,829 (33,201) 204,691 (143,250)
Participation in other comprehensive income (net of tax) related to joint
ventures and associated companies included in consolidation by the
equity method (Note 6.3)
(2,320,596) (358,841) (3,106,048) 609,907
Changes in hedge and fair value reserves 532,875 2,584,713 (2,209,051) 3,710,517
Deferred taxes related with other components of comprehensive income (133,413) (765,882) 541,767 (1,104,934)
Others 265,519 - 265,519 -
Other comprehensive income for the period (1,519,786) 1,426,789 (4,303,122) 3,072,240
Total comprehensive income for the period 30,432,426 26,758,873 59,665,535 51,798,327
Attributable to:
Equity holders of parent company 29,090,527 25,159,056 57,151,032 49,753,714
Non controlling interests 1,341,899 1,599,817 2,514,503 2,044,613

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

The Board of Directors

Page 8 12.11.2015

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY FOR THE PERIODS ENDED 30 SEPTEMBER 2015 AND 2014

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

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

CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE PERIOD ENDED 30 SEPTEMBER 2015 AND 2014
(Translation of consolidated financial statements originally issued in Portuguese. In case of discrepancy the Portuguese version prevails)
(Amounts expressed in euro) Notes 3rd Quarter 2015 3rd Quarter 2014 30 September 2015 30 September 2014
OPERATING ACTIVITIES
Net cash flow from operating activities (1) 156,213,091 209,497,467 50,873,847 117,906,760
INVESTMENT ACTIVITIES
Cash receipts arising from:
Investments 550,056 414,829 1,125,403 4,476,734
Tangible assets and investment properties 9 727,645 5,708,949 184,350,256 12,090,352
Interests and similar income 382,609 238,833 1,025,421 870,786
Loans granted 56,739,000 3,136,369 61,239,000 492,687,308
Dividends 151,243 - 448,086 166,727
58,550,553 9,498,980 248,188,166 510,291,907
Cash Payments arising from:
Investments (200,123) (5,850,140) (29,173,362) (5,850,180)
Tangible assets and investment properties (48,851,714) (39,031,137) (154,196,468) (124,383,280)
Loans granted (57,316,000) (3,174,749) (61,762,948) (491,987,308)
(106,367,837) (48,056,026) (245,132,778) (622,220,768)
Net cash used in investment activities (2) (47,817,284) (38,557,046) 3,055,388 (111,928,861)
FINANCING ACTIVITIES
Cash receipts arising from:
Loans obtained 1,068,348,311 1,452,183,000 3,099,242,750 2,728,186,329
1,068,348,311 1,452,183,000 3,099,242,750 2,728,186,329
Cash Payments arising from:
Loans obtained (1,237,232,098) (1,606,512,198) (3,165,421,294) (2,714,475,994)
Interests and similar charges (3,996,426) (6,434,864) (18,748,922) (23,889,043)
Dividends (40,644,560) (40,000,000) (40,757,859) (40,132,874)
Others (745,712) (680,643) (1,684,489) (1,699,348)
(1,282,618,796) (1,653,627,705) (3,226,612,564) (2,780,197,259)
Net cash used in financing activities (3) (214,270,485) (201,444,704) (127,369,814) (52,010,930)
Net increase in cash and cash equivalents (4) = (1) + (2) + (3) (105,874,678) (30,504,283) (73,440,579) (46,033,031)
Effect of foreign exchange rate (1,636,812) 82,376 (1,944,651) 26,049
Cash and cash equivalents at the beginning of the period 16 134,440,029 55,635,369 101,698,092 71,107,790
Cash and cash equivalents at the end of the period 16 30,202,164 25,048,710 30,202,164 25,048,710

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

SONAE INVESTIMENTOS, SGPS, SA

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 30 SEPTEMBER 2015

(Amounts expressed in euro)

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

1 INTRODUCTION

Sonae Investimentos, SGPS, SA, has its head‐office at Rua João Mendonça nº 529, 4464‐501 Senhora da Hora, Portugal, and is the parent company of a group of companies, as detailed in Notes 5 to 7 the Sonae Investimentos Group ("Sonae Investimentos"). Sonae Investimentos's operations and operating segments are described in Note 31.

2 PRINCIPAL ACCOUNTING POLICIES

The accounting policies adopted are consistent with those used in the preparation of the consolidated financial statements for the period ended as at 31 December 2014.

Basis of preparation

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

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

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

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

Up to the financial statements approval date, the following Standards and Interpretations, some of which become effective in 2015, have been endorsed by the European Union:

With mandatory application from 1 January 2015: Effective Date (for
financial years
beginning on or after)
IAS 19 (Amendment) – (Employee Benefits) 01 Jul 2014
Improvements of international financial reporting standards (2010‐2012 cycle and
2011‐ 2013 cycle)
01 Jul 2014
IFRIC 21 – (Levies) 17 Jun 2014

These standards were first applied by the Group in 2015. The application of these standards and interpretations had no material effect on the financial statements of the Group as at 30 September 2015.

The following standards, interpretations, amendments and revisions haven't been until the date of approval of these financial statements, endorsed by the European Union, whose application is mandatory in future financial years.

Effective Date (for
With mandatory application after 2015: financial years
beginning on or after)
IFRS 9 ‐ (Financial instruments – classification and measurement) 01 Jan 2018
IFRS 10, IFRS 12 and IAS 28 (Amendement) – Investment Entities – Applying the
Consolidation Exception
01 Jan 2016
IFRS 11 (Amendment) – (Accounting for Acquisitions of Interests in Joint Operations) 01 Jan 2016
IAS
16
and
IAS
38
(Amendment)

(Clarification
of
Acceptable
Methods
of
Depreciation and Amortisation)
01 Jan 2016
IAS 27 (Amendment) – (Equity Method in Separate Financial Statements) 01 Jan 2016
IFRS 15 – (Revenues from Contracts with Customers ) 01 Jan 2018
Improvements of internacional financial reporting standards (2012‐ 2014 cycle) 01 Jan 2016

The Group did not proceed to earlier adoption of any of these standards on the financial statements for the period ended on the 30 September 2015, since their application is not yet mandatory. The impacts of the above mentioned standards are being analysed by the Group, and with the exception of IFRS 9 and IFRS 15, important impacts are not to be expected.

3 CHANGES IN ACCOUNTING POLICIES

During the period it was adopted a set of accounting standards, interpretations, amendments and revisions issued in previous periods and whose implementation became mandatory after 1ST January 2015 as disclosed in Note 2 and which didn't have any significant impacts on the financial statements as at 30 September 2015.

4 RESTATMENT OF FINANCIAL STATEMENTS

Under the "Special Regime of Debt Adjustments to the Fiscal Authorities and Social Security (Decree Law No. 248‐A/2002 (PMFL) and Decree Law No. 151‐A/2013 (RERD)), Sonae Investimentos has made voluntarily payments in the past years (2002 and 2013) to the State relating to additional tax assessments of previous years, for which, had already appealed to the competent courts.

Until the time of those payments the assessment made, and not changed since then, is that these claims correspond to contingencies which probability of being decided against Sonae Investimentos intents is remote and that such claims are motivated by different interpretations of the applicable tax legislation, hence corresponding to uncertain tax positions. As a result of this assessment, the claims were disclosed in the financial statements as they correspond to contingent liabilities.

Amounts paid under those schemes were recognized as assets under the caption "Other debtors", according to the "IAS 12 ‐ Income taxes" in the case of amounts related to IRC. In respect of payments of other taxes, and considering that applicable accounting rules are silent in relation with those, Sonae Investimentos used a similar accounting policy, meaning the payments were also recognized as assets.

However CMVM disagreed with Sonae Investimentos´s interpretation and requested the restatement of the financial statements regarding to payments made of taxes arguing that the tax payments which exclude income tax should be considered contingent assets. Although disagreeing with the CMVM's position, Sonae Investimentos performed the restatement of financial statements, which impact is nil in the income statement and immaterial in the statement of financial position.

The impact of the restatement in the statement of financial position can be analysed as follows:

31 December 2014 30 September 2014 01 January 2014
Amounts in thousands of euros Before the
restatement
Restated of
PMFL and
RERD
After the
restatement
Before the
restatement
Restated of
PMFL and
RERD
After the
restatement
Before the
restatement
Restated of
PMFL and
RERD
After the
restatement
Assets
Tangible and Intangible assets 1,984,017 1,984,017 1,963,552 1,963,552 1,984,315 1,984,315
Goodwill 498,166 498,166 498,186 498,186 498,186 498,186
Investments 52,276 52,276 52,392 52,392 65,198 65,198
Deferred tax assets 81,754 81,754 119,752 119,752 117,412 117,412
Other non‐current assets 45,288 (15,837) 29,451 23,358 23,358 23,104 23,104
Non‐current assets 2,661,501 (15,837) 2,645,664 2,657,240 2,657,240 2,688,215 2,688,215
Current assets 963,562 963,562 984,648 (15,837) 968,811 915,816 (15,837) 899,979
Total assets 3,625,063 (15,837) 3,609,226 3,641,889 (15,837) 3,626,052 3,604,031 (15,837) 3,588,194
Liabilities
Loans 388,726 388,726 405,511 405,511 768,687 768,687
Other non‐current liabilities 551,202 551,202 601,331 601,331 591,235 591,235
Non‐current liabilities 939,928 939,928 1,006,843 1,006,843 1,359,922 1,359,922
Loans 510,624 510,624 485,803 485,803 72,399 72,399
Other current liabilities 1,439,205 1,439,205 1,434,725 1,434,725 1,465,397 1,465,397
Total current liabilities 1,949,829 1,949,829 1,920,528 1,920,528 1,537,796 1,537,796
Total liabilities 2,889,757 2,889,757 2,927,371 2,927,371 2,897,718 2,897,718
Shareholders' funds excluding non‐controlling interests 655,071 (15,837) 639,234 631,595 (15,837) 615,758 622,001 (15,837) 606,164
Non‐controlling interests 80,235 80,235 82,923 82,923 84,312 84,312
Total shareholders' funds 735,306 (15,837) 719,469 714,518 (15,837) 698,681 706,313 (15,837) 690,476
Total shareholders' funds and liabilities 3,625,063 (15,837) 3,609,226 3,641,889 (15,837) 3,626,052 3,604,031 (15,837) 3,588,194

5 GROUP COMPANIES INCLUDED IN THE CONSOLIDATED FINANCIAL STATEMENTS

The subsidiaries included in the consolidated financial statements, its head offices and percentage of capital held as at 30 September 2015 and 31 December 2014 are as follows:

Percentage of capital held
30 September 2015 31 December 2014
COMPANY Head Office Direct* Total* Direct* Total*
Sonae Investimentos, SGPS, SA Matosinhos Holding Holding Holding Holding
Sonae MC
BB Food Service, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Bom Momento – Restauração, 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%
Continente Hipermercados. SA a) Lisboa 100.00% 100.00% 100.00% 100.00%
Farmácia Selecção. SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
1) MJB – Design, Lda a) Maia 100.00% 100.00%
Modelo.com ‐ Vendas p/Correspond., SA a) Maia 100.00% 100.00% 100.00% 100.00%
Modelo Continente Hipermercados, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Modelo Continente International Trade, SA a) Madrid (Spain) 100.00% 100.00% 100.00% 100.00%

SONAE INVESTIMENTOS, SGPS, SA

Pharmacontinente ‐ Saúde e Higiene, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Pharmaconcept – Actividades em Saúde, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Sonae MC – Modelo Continente. SGPS, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Sonae SR
Discovery Sports, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Fashion Division, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Fashion Division Canárias, SL a) Tenerife (Spain) 100.00% 100.00% 100.00% 100.00%
HighDome PCC Limited (Cell Europe) a) Valeta (Malta) 100.00% 100.00% 100.00% 100.00%
Infofield – Informática, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Modalfa ‐ Comércio e Serviços, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Modalloop – Vestuário e Calçado, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
SDSR – Sports Division SR, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Sonae Retalho España ‐ Servicios Generales, SA a) Madrid (Spain) 100.00% 100.00% 100.00% 100.00%
Sonae SR Malta Holding Limited a) Valeta (Malta) 100.00% 100.00% 100.00% 100.00%
Sonae SR – Serviços e Logística, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Sonae Specialized Retail. SGPS, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Sport Zone Canarias, SL a) Tenerife (Spain) 60.00% 60.00% 51.00% 51.00%
Sport Zone España ‐ Comércio de Articulos de
Deporte, SA
a) Madrid (Spain) 100.00% 100.00% 100.00% 100.00%
Sport Zone Sport Maiz.Per.Satis.Ith.Ve tic Ltd Sti a) Istambul
(Turquey)
100.00% 100.00% 100.00% 100.00%
Têxtil do Marco, SA a) Marco de
Canaveses
92.76% 92.76% 92.76% 92.76%
Worten Canarias, S.L. a) Tenerife (Spain) 60.00% 60.00% 51.00% 51.00%
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%
Zippy – Comércio e Distribuição, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Zippy ‐ Comércio Y Distribución, SA a) Madrid (Spain) 100.00% 100.00% 100.00% 100.00%
Zippy Cocuk Malz.Dag.Ith.Ve Tic Ltd.Sti a) Istambul
(Turquey)
100.00% 100.00% 100.00% 100.00%
ZYEvolution‐ Investig.e Desenvolvimento, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%

SONAE INVESTIMENTOS, SGPS, SA

Sonae RP

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%
Bertimóvel ‐ Sociedade Imobiliária, SA a) Matosinhos 100,00% 100,00% 100,00% 100,00%
Canasta ‐ Empreendimentos Imobiliários, SA a) Maia 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%
Contimobe ‐ Imobiliária de Castelo de Paiva, SA a) Castelo de Paiva 100.00% 100.00% 100.00% 100.00%
Cumulativa ‐ Sociedade Imobiliária, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Fozimo ‐ Sociedade Imobiliária, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Fundo de Investimento Imobiliário Fechado
Imosede
a) Maia 72.87% 72.87% 57.82% 57.82%
Fundo de Investimento Imobiliário Fechado
Imosonae Dois
a) Maia 97.94% 97.94% 98.55% 98.55%
Igimo ‐ Sociedade Imobiliária, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Iginha ‐ Sociedade Imobiliária, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Imoconti ‐ Sociedade Imobiliária, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Imoestrutura ‐ Sociedade Imobiliária, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Imomuro ‐ Sociedade Imobiliária, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Imoresultado ‐ Sociedade Imobiliária, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Imosistema ‐ Sociedade Imobiliária, SA a) Maia 100.00% 100.00% 100.00% 100.00%
MJLF ‐ Empreendimentos Imobiliários, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Modelo Hiper Imobiliária, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Ponto de Chegada ‐ Sociedade Imobiliária, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Predicomercial ‐ Promoção Imobiliária, SA a) Maia 100.00% 100,00% 100.00% 100.00%
Predilugar ‐ Sociedade Imobiliária, SA a) Matosinhos 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%

SONAE INVESTIMENTOS, SGPS, SA

Sociloures ‐ Sociedade Imobiliária, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Sonaerp – Retail Properties, SA a) Porto 100.00% 100.00% 100.00% 100.00%
Sondis Imobiliária, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Valor N, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Others
Marcas MC, zRT a) Budapest
(Hungary)
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%
SIAL Participações, Ltda a) São Paulo
(Brazil)
100.00% 100.00% 100.00% 100.00%
Soflorin, BV a) Amesterdam
(Netherlands)
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 Financial Services, SA a) Maia 100.00% 100,00% 100.00% 100.00%
Sonaecenter Serviços II, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Sonaegest‐ Sociedade Gestora de Fundos de
Investimento, SA
a) Maia 60.00% 60.00% 60.00% 60.00%
Sonvecap, BV a) Amesterdam
(Netherlands)
100.00% 100.00% 100.00% 100.00%
Tlantic, BV a) Amesterdam
(Netherlands)
77.66% 77.66% 77.66% 77.66%
Tlantic Portugal ‐ Sistemas de Informação, SA a) Matosinhos 100.00% 77.66% 100.00% 77.66%
Tlantic Sistemas de Informação, Ltda a) Porto Alegre
(Brazil)
100.00% 77.66% 100.00% 77.66%

*the percentage of ownership" total" represents the total percentage of interest held by the Group; the percentage of capital held "direct" corresponds to the percentage (s) subsidiary which owns the stake in question holds the share capital of this company.

a) Control held by majority of voting rights which confer power of relevant activities that influence;

b) Control held by management control.

1) Company acquired during the period.

These entities are consolidated using the full consolidation method, considering that they are controlled by Sonae Investimentos SGPS. S.A..

6 JOINT VENTURES AND ASSOCIATED COMPANIES

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

Jointly controlled entities and associated companies included in the consolidated financial statements, their head offices and the percentage of share capital held at 30 September 2015 and 31 December 2014 are as follows:

Percentage of capital held
30 September 2015 31 December 2014
Restated
Statment of financial position
Company Head
Office
Direct* Total* Direct* Total* 30 September
2015
31December 2014
Restated
Raso SGPS, SA (consolidated)
1)
Lisbon 100.00% 100.00% 100.00% 50.00%
Investmentsin joint ventures
MDS SGPS, SA (consolidated) Maia 46.92% 46.92% 46.92% 46.92% 34,721,865 39,105,848
Sempre a Postos ‐ Produtos
Alimentares e Utilidades, Lda
Lisbon 25.00% 25.00% 25.00% 25.00% 1,253,121 1,180,061
APOR‐ Agência para a Modernização do
Porto, SA
Porto 22.75% 22.75% 22.75% 22.75% 389,361 417,799
2)
Ulabox, S.L.
Barcelona 28.57% 28.57% 2,672,205
Investmentsin associated companies 39,036,552 40,703,708
Total 39,036,552 40,703,708

* the percentage of ownership "total" represents the total percentage of interest held by the Group; the percentage of capital held "direct" corresponds to the percentage (s) subsidiary which owns the stake in question holds the share capital of this company.

1) In June 29, 2015, the Group acquired the remaining 50% of Raso SGPS, SA and classified this investment as a non‐current asset held for sale (Note 17);

2) Associated acquired during the period.

Joint ventures and associated companies were included in the consolidated financial statements by the equity method.

6.2 Financial indicators of participations

As at 30 September 2015 and 2014 and 31 December 2014, financial information of associated companies can be analysed as follows:

30 September 2015 31 December 2014 Restated
Associated Companies MDS SGPS, SA
(Consolidated)
Sempre a
Postos
Ulabox Others MDS SGPS, SA
(Consolidated)
Sempre a
Postos
Others
Non‐current assets 65,607,414 1,933,080 1,270,286 19,054 79,408,394 2,407,921 3,862
Current assets 19,299,396 10,912,168 3,607,207 1,766,897 20,903,270 9,551,507 1,935,474
Non‐current liabilities 43,774,881 8,594 47,199,037 17,263
Total current liabilities 25,542,337 7,824,175 269,211 74,471 28,667,592 7,221,923 50,580
Shareholders' funds excluding non‐controlling
interests
15,589,592 5,012,479 4,608,282 1,711,479 24,445,035 4,720,242 1,888,757

SONAE INVESTIMENTOS, SGPS, SA

30 September 2015 30 September 2014
Associated Companies MDS SGPS, SA
(Consolidated)
Sempre a
Postos
Ulabox Others MDS SGPS, SA
(Consolidated)
Sempre a
Postos
Others
Turnover 32,134,990 39,050,382 2,865,962 53,259 31,189,771 37,113,244
Other operational income 492,482 3,378,879 107,856 358,885 3,449,007
Operational expenses (33,170,305) (40,500,625) (4,348,940) (204,534) (32,669,293) (39,290,383)
Net finantial expense (1,934,607) 10,445 26,301 (2,390,948) (8,348)
Taxation 251,529 (460,609) (28) 433,786 (312,233)
Consolidated net income/(loss) for the year (2,225,812) 1,478,482 (1,375,122) (125,001) (2,927,668) 951,292
Other comprehensive income for the period
Total comprehensive income for the period (2,225,812) 1,478,482 (1,375,122) (125,001) (2,927,668) 951,292

6.3 Movements occurred in the period

During the period ended at 30 September 2015 and 2014, movements in investments in joint ventures and associated companies are as follows:

30 September 2015 30 September 2014
Proportion
on equity
Goodwill Total
investment
Proportion
on equity
Goodwill Total
investment
Joint ventures
Initial balance as at January,1
Equity method:
1,629,998 8,520,204 10,150,202
Effect in gain or losses in joint ventures (56,614) (56,614)
Accumulated impairment losses (1,573,384) (8,520,204) (10,093,588)
Associated companies
Initial balance as at January,1 6,493,202 34,210,506 40,703,708 7,436,359 34,210,506 41,646,865
Acquisitions during the period
Equity method:
1,599,541 1,400,759 3,000,300 300,000 300,000
Effect in gain or losses in associated
companies
(1,264,846) (1,264,846) (1,720,370) (1,720,370)
Distributed dividends (296,562) (296,562) (16,446) (16,446)
Other effects on reserves (3,106,048) (3,106,048) 609,907 609,907
3,425,287 35,611,265 39,036,552 6,609,450 34,210,506 40,819,956
Total 3,425,287 35,611,265 39,036,552 6,609,450 34,210,506 40,819,956

7 OTHER NON‐CURRENT INVESTMENTS

Other non‐current investments, their head offices, percentage of share capital held and book value as at 30 September 2015 and 31 December 2014 are as follows:

Percentage of capital held
30 September 2015 31 December 2014
Restated
Statment of financial position
Company Head Office Direct Total Direct Total 30 September
2015
31December 2014
Restated
Dispar ‐ Distrib. de Participações, SGPS, SA Lisbon 14.28% 14.28% 14.28% 14.28% 9,976 9,976
Insco ‐ Insular de Hipermerc., SA Ponta Delgada 10.00% 10.00% 10.00% 10.00% 898,197 898,197
Solferias‐ Operadores Turísticos, SA Lisbon 11.11% 11.11% 11.11% 11.11% 133,162 133,162
MOVVO, SA Porto 16.00% 16.00% 9.09% 9.09% 800,000 400,000
Other investments 10,130,108 10,130,697
11,971,443 11,572,032

On 30 September 2015, are included in "Other Investments", among others 9,998,825 euro (10,000,046 euro as at 31 December 2014) related to deposited amounts on an Escrow Account which is invested in investment funds with superior rating and contractual liability guarantees assumed in the disposal of a Sonae Distribuição Brazil and for which provisions were recorded in the applicable situations (Note 24 and 25).

Although in accordance with the deadlines contractually established, the Escrow Account should have already been released by the buyer, that didn't happen as there are some points of disagreement on the use of the Escrow Account, namely as whether or not, to retain the Escrow Account for on‐going fiscal procedures that have not yet been decided (Note 24). It is the understanding of the Board of Directors, based on legal opinions of Brazilian and Portuguese lawyers that the reason attends to Sonae Investimentos.

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

8 CHANGES IN CONSOLIDATION PERIMETER

The acquisition occurred in the period ended as at 30 September 2015 was as follows:

COMPANY Head Office Direct Total
Sonae MC
MJB ‐ Design, Lda Maia 100.00% 100.00%

The effects of this acquisition in the consolidated financial statements can be analyzed as follows:

On the date of
acquisition
30 September 2015
Net assets
Tangible and intangible assets (Note 9 and 10) 24,793 24,137
Other assets 166,487 584,709
Cash and cash equivalents 28,531 6,341
Other liabilities (70,987) (420,522)
148,824 194,665
Goodwill (Note 11) 767,300
Acquisition cost 916,124
Effective cash payment 916,124
916,124
Net cash‐flow arising from acquisition
Effective cash payment 916,124
Cash and cash equivalents acquired (28,531)
887,593
On the date of
acquisition
9months
Sales 395,175 576,770
Other income 129 11,621
Cost of goods sold and materials consumed (178,127) (273,722)
External supplies and services (65,972) (115,266)
Other expenses (88,064) (144,454)
Net financial expenses (2,807) (2,807)
Profit/(Loss) before taxation 60,334 52,142
Profit/(Loss) before taxation (14,493) (14,493)
Profit/(Loss) after taxation 45,841 37,649

9 TANGIBLE ASSETS

During the nine months period ended at 30 September 2015 and 2014, movements in tangible assets as well as depreciation and accumulated impairment losses, are made up as follows:

Tangible assets
Land and Plant and Other
tangible
Tangible
assets
Total
tangible
buildings machinery assets in progress assets
Gross assets:
Opening balance as at 1 January 2015 1,669,407,572 1,273,732,256 168,118,559 27,211,209 3,138,469,596
Acquisitions 5,073,285 1,031,799 104,164 96,544,502 102,753,750
Acquisitions of subsidiaries (Note 8) 24,896 1,674 18,033 44,603
Disposals (171,280,431) (44,451,718) (6,363,877) (2,786,149) (224,882,175)
Exchange rate effect (271,170) (272,624) (543,794)
Transfers 5,937,616 74,148,260 12,711,308 (93,956,333) (1,159,149)
Closing balance as at 30 September 2015 1,508,891,768 1,304,462,271 174,315,563 27,013,229 3,014,682,831
Accumulated depreciation
and impairment losses
Opening balance as at 1 January 2015 433,631,117 771,959,695 134,304,445 1,339,895,257
Depreciation of the period 18,130,889 77,820,619 9,662,524 105,614,032
Impairment losses for the period (Note 25) 44,502 44,502
Acquisitions of subsidiaries (Note 8) 7,396 474 12,940 20,810
Disposals (37,419,862) (36,502,886) (6,090,298) (80,013,046)
Exchange rate effect (261,537) (211,155) (472,692)
Transfers (2,643) (479,663) (366,265) (848,571)
Closing balance as at 30 September 2015 414,085,360 812,842,741 137,312,191 1,364,240,292
Carrying amount as at 30 September 2015 1,094,806,408 491,619,530 37,003,372 27,013,229 1,650,442,539

SONAE INVESTIMENTOS, SGPS, SA

Tangible assets
Land and
buildings
Plant and
machinery
Other
tangible
assets
Tangible
assets
in progress
Total
tangible
assets
Gross assets:
Opening balance as at 1 January 2014 1,657,183,620 1,234,317,728 161,976,772 30,494,978 3,083,973,098
Acquisitions 5,391,941 1,128,707 276,378 81,262,364 88,059,390
Disposals of subsidiaries (2,758,249) (397,643) (3,492) (3,159,384)
Disposals (7,513,463) (31,694,740) (3,901,792) (3,986,892) (47,096,887)
Exchange rate effect 5,762 48,994 46,113 100,869
Transfers 14,021,667 58,879,674 8,527,203 (80,360,681) 1,067,863
Closing balance as at 30 September 2014 1,666,331,278 1,262,282,720 166,921,182 27,409,769 3,122,944,949
Accumulated depreciation
and impairment losses
Opening balance as at 1 January 2014 409,051,726 725,545,159 128,792,389 1,263,389,274
Depreciation of the period 18,944,232 75,837,808 9,784,253 104,566,293
Disposals of subsidiaries (210,643) (168,610) (3,492) (382,745)
Disposals (849,128) (24,552,834) (3,714,628) (29,116,590)
Exchange rate effect 5,441 44,534 27,122 77,097
Transfers 1,193,054 (1,626,448) (819,213) (1,252,607)
Closing balance as at 30 September 2014 428,134,682 775,079,609 134,066,431 1,337,280,722
Carrying amount as at 30 September 2014 1,238,196,596 487,203,111 32,854,751 27,409,769 1,785,664,227

The value of disposals in "Tangible assets" includes the sale and leaseback transactions of 15 food retail assets located in Portugal. These operations amounted 184.7 million euro, corresponding to assets with a net book value of about 134 million euro, generating a capital gain of approximately 40 million euro (Note 27).

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

30 September 2015 30 September 2014
Refurbishment and expansion of stores located in Portugal
16,270,489
17,533,331
Refurbishment and expansion of stores located in Spain
1,041,222
639,546
Projects of stores for which advance payments were made
9,359,900
8,879,900
Others
341,618
356,992
27,013,229 27,409,769

10 INTANGIBLE ASSETS

During the nine months period ended at 30 September 2015 and 2014, movements in intangible assets as well as depreciation and accumulated impairment losses, are made up as follows:

Intangible assets
Patents
and other
similar rights
Other
intangible
assets
Intangible
assets
in progress
Total
intangible
assets
Gross assets
Opening balance as at 1 January 2015 103,463,568 234,715,645 36,352,643 374,531,856
Acquisitions 36,990 56,834 29,244,982 29,338,806
Acquisitions of subsidiaries (Note 8) 1,000 1,000
Disposals (63,330) (661,786) (362,165) (1,087,281)
Exchange rate effect (70,441) (230,091) (300,532)
Transfers 497,283 20,500,398 (21,082,688) (85,007)
Closing balance as at 30 September 2015 103,865,070 254,381,000 44,152,772 402,398,842
Accumulated depreciation
and impairment losses
Opening balance as at 1 January 2015 25,933,771 163,155,297 189,089,068
Depreciation of the period 912,568 13,607,029 14,519,597
Acquisitions of subsidiaries (Note 8)
Disposals (61,994) (508,216) (570,210)
Exchange rate effect (47,742) (121,761) (169,503)
Transfers (23) (23)
Closing balance as at 30 September 2015 26,736,580 176,132,349 202,868,929
Carrying amount as at 30 September 2015 77,128,490 78,248,651 44,152,772 199,529,913
Intangible assets
Patents Other Intangible Total
and other intangible assets intangible
similar rights assets in progress assets
Gross assets
Opening balance as at 1 January 2014 103,163,864 204,395,830 27,711,325 335,271,019
Acquisitions 27,267 313,306 28,815,416 29,155,989
Disposals of subsidiaries (741) (741)
Disposals (436,064) (775,799) (423,110) (1,634,973)
Exchange rate effect 9,146 42,897 52,043
Transfers 367,415 18,064,702 (18,941,730) (509,613)
Closing balance as at 30 September 2014 103,130,887 222,040,936 37,161,901 362,333,724
Accumulated depreciation
and impairment losses
Opening balance as at 1 January 2014 24,647,476 146,892,072 171,539,548
Depreciation of the period 1,343,263 12,755,264 14,098,527
Disposals (433,032) (773,785) (1,206,817)
Exchange rate effect 5,300 15,836 21,136
Transfers (244) (6,572) (6,816)
Closing balance as at 30 September 2014 25,562,763 158,882,815 184,445,578

Carrying amount as at 30 September 2014 77,568,124 63,158,121 37,161,901 177,888,146

11 GOODWILL

On 30 September 2015 and 31 December 2014, the movements in the caption goodwill as well as in the corresponding impairment losses, are as follows:

30 September 2015 31 December 2014
Restated
Gross value:
Opening balance 505,807,904 505,807,904
Goodwill generated in the period (Note 8) 767,300
Closing balance 506,575,204 505,807,904
Accumulated impairment
losses:
Opening balance 7,641,668 7,621,502
Increases 20,166
Closing balance 7,641,668 7,641,668
Carrying amount 498,933,536 498,166,236

12 OTHER CURRENT AND ON CURRENT INVESTMENTS

During the nine months period ended at 30 September 2015 and 30 September 2014, the movements in the caption "Other Investments" can be detailed as follows:

30 September 2015 30 September 2014
Non Current Current Non Current Current
Other investments:
Opening balance as at 1 January 11,572,032 6,123 13,401,237 6,106
Increases in the period 400,631 147 550,029 17
Decreases in the period (6,270) (2,512,555)
Increase/(Decrease) in fair value (1,221)
Others 133,162
Closing balance as at 30 September 11,971,443 11,571,873 6,123
Derivative financial instruments
Fair value as at 1 January 3,995,221 35,999
Acquisitions in the period 4,678,300
Increase/(Decrease) in fair value (3,462,063) 327,986
Fair value as at 30 September (Note 21) 533,158 5,042,285
Total of OtherInvestments 11,971,443 533,158 11,571,873 5,048,408

In other financial investments non‐current, are recorded 9,998,825 euro (10,000,046 euro as at 31 December 2014), related to deposited amounts on an Escrow Account (Note 7).

13 OTHER NON‐CURRENT ASSETS

As at 30 September 2015 and 31 December 2014, "Other non‐current assets" are detailed as follows:

30 September 2015 31 December 2014
Restated
Loans granted to related parties 9,291,632 9,014,061
Trade accountsreceivable and other debtors
Bails (a) 4,684,690 5,173,020
Legal deposits (b) 582,465 823,044
Recognition of the value to be received Wall Mart ( c) 5,712,879 7,948,165
Special regime for payment of tax and social security debts (d) 5,202,341 5,202,341
Amount receivable forselling the Modelo Cont.Seguros 2,450,000 2,450,000
27,924,007 30,610,631
Accumulated impairment losses in other debtors (Note 25) (2,450,000) (2,450,000)
25,474,007 28,160,631
Other non‐current assets 1,582,999 1,290,155
27,057,006 29,450,786

"Loans granted to associated companies" refer to MDS SGPS, SA 9,291,632 euro (9,014,061 euro as at 31 December 2014). This loan bears interests at usual market rates and do not have a defined maturity.

Most significant values included in "Trade accounts receivable and other debtors" refers to:

  • a) Amounts related with guarantees of lease contracts in group stores located in Spain, which have not matured until this date;
  • b) Amounts related to legal deposits made by a Brazilian subsidiary, for which are recorded the correspondent liabilities in the caption "Other non‐current liabilities" (Note 22), with no defined maturity;
  • c) As a result of agreements signed in 2005 by former subsidiary ‐ Sonae Distribuição Brasil. SA (sold to Wal‐Mart in 2005) with Carrefour Comércio e Indústria Ltda. Sonae Investimentos assumed the responsibility to compensate Carrefour for the expenses that would arise from the 10 stores licensing process in the Brazilian state of São Paulo that were sold to that entity. During 2010, Carrefour triggered a bank warranty "on first demand" amounting to 25.340.145.80 Brazilian real (approximately 5.7 million euro) for alleged expenses incurred with the mentioned stores and that allegedly, arose from the need to remedy deficiencies cited by competent authorities for the licensing process. However no evidence of those expenses was presented to Sonae Investimentos, or proof of necessity of carrying out such costs for the licensing process as established on the mentioned agreement. The variation in the period is explained by the evolution of the exchange rate of the real against the euro. During 2014 Carrefour made a proposition to pay the above mentioned amount having the agreement already been signed in February 2015, for an amount of 35 million Brazilian real.
  • d) The amount disclosed as 'Special regime for payment of tax and social security debts' corresponds to taxes voluntarily paid which were previously disputed and subject to reimbursement claims. The tax litigations are still in progress, although following the payment of guarantees previously given where canceled. No impairment loss was recorded since it's the Board of Directors understanding that the decisions over the appeals will be in favour of Sonae Investimentos (Note 4).

14 TRADE ACCOUNTS RECEIVABLE AND OTHER CURRENT ASSETS

As at 30 September 2015 and 31 December 2014, "Trade accounts receivable and other current assets" are detailed as follows:

30 September 2015 31 December 2014
Restated
Trade accounts receivable 50,634,354 44,013,595
Taxes recoverable 65,932,665 39,712,092
Granted loans to related companies 57,546,603 30,199,099
Other debtors
Trade suppliers ‐ debtor balances 38,592,151 48,134,288
VAT recoverable on real estate assets 1,372,979 3,313,110
Vouchers and gift cards 1,073,234 2,222,783
Other debtors 25,044,872 18,067,637
66,083,236 71,737,818
Other current assets
Commercial discounts 85,990,558 59,032,254
Interests to be received 1,404,617 1,122,067
Commissions to be received 3,587,196 2,485,123
Prepayments ‐ Rents 6,215,235 6,201,118
Condominiums management fee's 811,363 729,311
Insurance premiums paid in advance 10,425,785 7,536,483
Software licenses 2,783,677 2,080,744
Other current assets 9,943,870 9,332,437
121,162,301 88,519,537
Accumulated impairment losses (Note 25) (23,864,162) (18,346,622)
337,494,997 255,835,519

In other accounts receivable from related companies are included about 48.4 million euro of amount receivable from the Sonae SGPS, SA resulting of companies inclusion in Special Regime of Taxing Groups of Companies.

15 DEFERRED TAX

Deferred tax assets and liabilities as at 30 September 2015 and 31 December 2014 are as follows, taking into consideration its temporary differences:

Deferred tax assets Deferred tax liabilities
30 September 2015 31 December 2014
Restated
30 September 2015 31 December 2014
Restated
Difference between fair value and acquisition cost 6,216,291 6,216,291 20,865,355 20,787,861
Temporary differences on tangible and intangible assets 1,658,588 1,816,225 44,834,311 46,765,062
Provisions and impairment losses not accepted for tax purposes 7,922,114 10,280,290
Write off of tangible and intangible assets 73,396 73,395
Valuation of hedging derivatives 139,138 73,443 85,676 574,288
Amortisation of goodwill for tax purposes 18,613,423 18,613,423
Revaluation of tangible assets 1,196,971 1,285,047
Tax losses carried forward 69,994,099 60,687,594
Reinvested capital gains/(losses) 591,960 1,256,610
Tax benefits 1,008,159 1,478,439
Others 2,771,767 1,128,103 1,541,528 1,774,778
89,783,552 81,753,780 87,729,224 91,057,069

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 September 2015 and 31 December 2014, and using exchange rates effective at that time, tax losses carried forward can be summarized as follows:

30 September 2015 31 December 2014 Restated
Tax losses carried
forward
Deferred tax
assets
Time limit Tax losses carried
forward
Deferred tax
assets
Time limit
With limited time use
Generated in 2011 8,032 1,687 2015 65,786 13,815 2015
Generated in 2014 1,194,236 250,790 2026 1,194,236 250,790 2026
1,202,268 252,477 1,260,022 264,605
With a time limit different from
the above mentioned (a)
278,966,491 69,741,622 241,691,949 60,422,989
280,168,759 69,994,099 242,951,971 60,687,594

a) Includes, in 30 September 2015, 65.1 million euro (60 million euro in 31 December 2014) related to deferred tax assets for which the carry forward period count hasn´t started.

As at 30 September 2015 and 31 December 2014, deferred tax assets resulting from tax losses carried forward were assessed against each company's business plans, which are regularly updated, and available tax planning opportunities. Deferred tax assets have only been recorded to the extent that future taxable profits will arise which may be offset against available tax losses or against deductible temporary differences. This evaluation centered on the business plan of Sonae Investimentos entities, which were reviewed and updated periodically and on the available and identified fiscal opportunities.

As at 30 September 2015, there was tax losses carried forward, amounting to 184.9 million euro (188.0 million euro as at 31 December 2014) for which no deferred tax assets were recognized due to uncertainties of their future use. These may be summarised as follows:

30 September 2015 31 December 2014 Restated
Tax losses carried
forward
Deferred tax
credit
Time limit Tax losses carried
forward
Deferred tax
credit
Time limit
With limited time use
Generated in 2009 4,854,323 1,019,408 2015 4,852,429 1,019,010 2015
Generated in 2011 4,292,265 901,376 2015 4,292,265 901,376 2015
Generated in 2012 3,495,558 734,067 2017 3,495,558 734,067 2017
Generated in 2013 809,338 169,961 2018 809,338 169,961 2018
13,451,484 2,824,812 13,449,590 2,824,414
Without limited time use 11,311,487 3,845,906 14,134,893 4,805,864
With a time limit different from
the above mentioned
160,145,848 40,035,158 160,508,588 40,125,966
184,908,819 46,705,876 188,093,071 47,756,244

16 CASH AND CASH EQUIVALENTS

As at 30 September 2015 and 31 December 2014 "Cash and cash equivalents" can be detailed as follows:

30 September 2015 31December
2014 Restated
Cash at hand 7,481,531 7,728,910
Bank deposits 52,775,046 94,097,355
Treasury applications 7,916
Cash and cash equivalents on the statement of financial
position
60,264,493 101,826,265
Bank overdrafts (Note 20) (30,062,329) (128,173)
Cash and cash equivalents on the statement of cash flows 30,202,164 101,698,092

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

17 NON ‐ CURRENT ASSETS HELD FOR SALE

As at 30 June 2015 the Raso, SGPS, SA investment was classified as non‐current asset held for sale. The valuation of this asset was based on the assessment made for the acquisition on June 29, 2015, of the remaining 50% Raso share capital. A reinforcement of impairment losses of about 4.7 million was recorded based on this valuation. In October 2015, Sonae Investimentos SGPS, SA has completed the sale of this investment to Springwater Tourism Group, SGPS, SA.

18 SHARE CAPITAL

As at 30 September 2015, the share capital, which is fully subscribed and paid for, is made up by 1,000,000,000 ordinary shares which do not hold right to any fixed income, with a nominal value of 1 Euro each.

As at 30 September 2015, the subscribed share capital was held as follows:

Entity %
Sonae, SGPS, S.A. 25.029%
Sonae Center Serviços, S.A. 51.827%
Sonae Investments, BV 13.142%
Sonae MC – Modelo Continente. SGPS. S.A. 10.000%
Libra Serviços, Lda 0.002%

As at 30 September 2015, Efanor Investimentos, SGPS, S.A. and its subsidiaries held 52.48% of the share capital of Sonae, SGPS, S.A., which holds directly and indirectly 100% of the others entities who hold the company's share capital.

19 NON‐CONTROLLING INTERESTS

As at 30 September 2015 and 31 December 2014, non‐controlling interests are detailed as follows:

30 September 2015
Equity Net Profit/ (Loss) Statment of
financial
position
Proportion in
income
Dividends/
Income received
Investments Funds 282,558,520 24,219,773 41,990,623 2,012,915 (873,330)
Others 44,944,238 1,535,697 20,060,079 590,751
Total 327,502,758 25,755,470 62,050,702 2,603,666 (873,330)
31 December 2014 Restated
Equity Net Profit/ (Loss) Statment of
financial
position
Proportion in
income
Dividends/
Income received
Investments Funds 295,586,722 16,053,883 60,859,308 2,394,929 3,297,690
Others 41,150,631 81,619 19,375,654 (128,629)
Total 336,737,353 16,135,502 80,234,962 2,266,300 3,297,690

Movements in non‐controlling interests during the periods ended as at 30 September 2015 and 2014 are as

follows:

30 September 2015
Investments
Funds
Others Total
Balance as at 1 January 60,859,308 19,375,654 80,234,962
Dividends distributed (873,296) (873,296)
Changes in shareholding interests (19,825,468) (19,825,468)
Exchange rate effect (50,553) (50,553)
Changes in hedge reserves (38,610) (38,610)
Profit for the period attributable to non‐controlling interests 2,012,916 590,751 2,603,667
Closing balance 42,173,460 19,877,242 62,050,702
30 September 2014
Investments
Funds
Others Total
Balance as at 1 January 64,854,284 19,457,883 84,312,167
Dividends distributed (132,874) (132,874)
Additional paid in capital (3,433,088) (3,433,088)
Exchange rate effect 15,964 15,964
Changes in hedge reserves 58,079 58,079
Profit for the period attributable to non‐controlling interests 1,883,173 219,521 2,102,694
Closing Balance 63,171,495 19,751,447 82,922,942

During the period ended as at 30 September 2015 were acquired units of real estate investment fund "Imosede" in the amount of 22,593,997 euro (5,000,134 euro as at 31 December 2014).

The acquisition mentioned above had the following impacts at the level of the financial statements:

Imosede
Additional percentage acquired 15.05%
Share of the acquired equity 20,961,889
Aquisition cost (22,593,997)
Impact on equity (1,632,108)

20 LOANS

As at 30 September 2015 and 31 December 2014, "Loans" are made up as follows:

30 September 2015 31December 2014 Restated
Outstanding amount Outstanding amount
Current Non Current Current Non Current
Bank loans
Sonae Investimentos, SGPS, S.A. ‐ commercial paper 111,837,000 155,000,000 30,000,000
Subsidiary of Sonae Investimentos 2011/2016 20,000,000 35,000,000
Subsidiary of Sonae Investimentos 2014/2020 50,000,000
Subsidiary of Sonae Investimentos 2015/2020 55,000,000
Others 1,831,827 5,319,889 2,386,888 2,609,290
113,668,827 265,319,889 22,386,888 67,609,290
Bank overdrafts (Note 16) 30,062,329 128,173
Up‐front fees beared with the issuance of loans (210,566) (57,929) (358,342)
Bank loans 143,731,156 265,109,323 22,457,132 67,250,948
Bonds
Bonds Sonae SGPS /August 2007 / 2015 200,000,000
Bonds Sonae Investimentos / September 2007 / 2015 155,000,000
Bonds Sonae Investimentos/ 2012/ 2017 50,000,000 120,000,000 25,000,000 145,000,000
Bonds Sonae Investimentos /June 2013/ 2018 50,000,000 50,000,000
Bonds Sonae Investimentos/ December 2013 / 2018 75,000,000
Bonds Sonae Investimentos / 2014/2018 50,000,000 50,000,000
Bonds Sonae Investimentos / 2015/2020 75,000,000
Up‐front fees beared with the issuance of loans (37,920) (2,154,273) (275,266) (2,779,285)
Bonds 49,962,080 292,845,727 379,724,734 317,220,715
Other loans 20,580 5,985 33,466 17,707
Derivative instruments (Note 21) 1,047,525 582,869
Other loans 1,068,105 5,985 616,335 17,707
Obligations under finance leases 2,599,245 2,693,510 4,406,849 4,236,417
197,360,586 560,654,545 407,205,050 388,725,787

Under the credit facilities and commercial paper programs with firm commitments, the Group has 296 million euro credit facilities available to meet its liquidity requirements, as follows:

30 September 2015 31 December 2014 Restated
Commitments of
less than one year
Commitments of
more than one
year
Commitments of
less than one year
Commitments of
more than one
year
Unused credit facilities
Agreed credit facilities
21,590,363
163,260,000
275,000,000
465,000,000
176,260,000
176,260,000
452,500,000
482,500,000

Additionally, as at 30 September 2015, Sonae Investimentos has, as detailed in Note 16 "Cash and cash equivalents", the value of 60,264,493 euro (101,826,265 euro on 31 December 2014).

The average interest rate at 30 September 2015 of bonds and loans was 2.86% (2.64% on 31 December 2014). These bonds and bank loans bear interests at variable interest rates indexed to Euribor.

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

The repayment schedule of the nominal value of borrowings (including bank loans and obligations under finance leases) is summarized as follows:

30 September 2015 31December 2014
Restated
N+1 196,350,981 406,955,376
N+2 122,966,793 88,677,930
N+3 122,772,901 96,345,254
N+4 101,301,042 175,955,135
N+5 215,628,747 30,374,513
After N+5 349,902 510,582
759,370,365 798,818,790

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

21 DERIVATIVES

Exchange rate derivatives

In what concerns financial risk management policy, Sonae Investimentos essentially uses exchange rate derivatives to hedge future cash flows that occur in the next 12 months.

As at 30 September 2015, the fair value of the exchange rate derivatives, calculated taking into consideration the present market value of equivalent financial instruments, is estimated as follows:

30 September 2015 31 December 2014
Restated
Assets (Note 12)
Liabilities (Note 20)
533,158
(1,047,525)
3,995,221
(582,869)
(514,367) 3,412,352

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

Interest rate derivatives

As at 30 September 2015, the Group had no financial instrument derivative on the interest rate.

22 OTHER NON‐CURRENT LIABILITIES

As at 30 September 2015 and 31 December 2014, the caption "Other non‐current liabilities" is detailed as follows:

30 September 2015 31 December 2014
Restated
Shareholders loans 402,375,851 402,372,328
Fixed assets suppliers 1,000,000 1,037,500
Other non‐current liabilities 1,748,060 1,930,935
Share based payments (Note 23) 2,211,017 3,877,007
Deferred of revenue from the sale of warranties extention 31,769,537 25,905,981
Accruals and deferrals 2,017,102 2,624,071
Other non‐current liabilities 441,862,997 437,747,822

The caption "Shareholders loans" includes:

‐ a subordinate bond loan, with a fixed interest rate, repayable after 10 years issued by Sonae Investimentos at market conditions on 28 December 2010 amounting to 400,000,000 euro corresponding to 8,000 bonds with a nominal value of 50,000 euro each, with a flat rate of 7% and repayment at the end of the loan period. The fair value of this loan on 30 September 2015 is 55,375 euro (42,358 euro as at 31 December 2014) per obligation having been determined based on discounted cash flows method and using as reference stock market values and there is no indication of impairment of the loan ;

  • loans in affiliated undertakings related to a shareholders' loan granted by a minority shareholder to a subsidiary that bears interest at usual market rate. The fair value of this loan is similar to its book value with no defined maturity.

As at 30 September 2015, the caption "Other non‐current liabilities" includes 481,265 euro (669,571 euro as at 31 December 2014) mainly refers to the estimated amounts to fulfil the legal and tax obligations of a Brazilian subsidiary which were considered appropriate to face up to future losses on lawsuits and for which legal deposits exist, which are recorded under the caption "Other non‐current assets" (Note 13).

23 SHARE BASED PAYMENT PLANS

In 2015 and in previous years, Sonae Investimentos Group granted deferred performance bonuses to its directors and eligible employees. These are based on shares to be acquired at nil cost or with discount, three years after they were attributed to the employee. The purchase can be exercised during the period between the third anniversary of the grant date and the end of that year. The company has the choice to settle its responsibilities in cash instead of shares. The option can only be exercised if the employee still works for Sonae Group on the vesting date.

Liabilities arising from deferred performance bonuses as at 30 September 2015 and 31 December 2014 are made up as follows:

Number of shares Fair Value
Grant year Vesting
year
Number of
participants
30 September
2015
31 December
2014 Restated
30 September 2015 31 December
2014 Restated
Shares
2012 2015 5,735,577 6,783,117
2013 2016 74 4,087,212 3,848,897 4,473,991 4,291,364
2014 2017 63 2,470,191 2,333,654 2,717,210 2,517,631
2015 2018 77 2,276,282 2,503,910
Total 8,833,685 11,918,128 9,695,111 13,592,112

As at 30 September 2015 and 31 December 2014 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 September 2015 31 December
2014 Restated
Staff costs 4,173,389 5,342,316
Recorded in previous years 2,138,786 5,541,540
6,312,175 10,883,856
Other non‐current liabilities (Note 22) 2,211,017 3,877,007
Other current liabilities (Note 24) 4,101,158 7,006,849
6,312,175 10,883,856

The share based payment plan costs are recognized during the years between the grant and vesting date as staff costs.

24 TRADE CREDITORS AND OTHER CURRENT LIABILITIES

As at 30 September 2015 and 31 December 2014 the caption "Trade creditors and other current liabilities" can be detailed as follows:

30 September 2015 31 December 2014
Restated
Trade creditors 1,038,915,819 1,131,212,718
Taxes payable 63,275,448 73,715,530
Other creditors
Tangible asset suppliers 26,786,667 52,005,243
Related undertakings 66,005,795 28,419,911
Other debts 50,600,080 47,675,331
143,392,542 128,100,485
Other current liabilities
Holiday pay and bonuses 115,934,505 100,364,020
Interest payable to parent companies 24,622,222 355,556
Interest payable to Others 6,540,960 3,318,433
Marketing expenses 10,416,163 12,814,640
Other external supplies and services 39,417,453 46,456,469
Accrued income ‐ rents 6,079,522 9,087,161
Real estate municipality tax 2,613,878 2,587,623
Deferred of revenue from the sale of warranties extention 18,346,379 17,120,641
Share based payments (Note 23) 4,101,158 7,006,849
Responsabilities assumed on sale of real state 10,406,000
Others 3,060,222 7,045,759
241,538,462 206,157,151
1,487,122,271 1,539,185,884

The caption "Related undertakings" includes:

‐ about 66 million euro related to amount payable to Sonae SGPS, SA result of the inclusion companies in Special Regime of Taxing Groups of Companies.

The caption "Other debts" includes:

‐ 20,855,560 euro (22,150,238 euro as at 31 December 2014), of attributed discounts not yet redeemed related to loyalty card "Cartão Cliente";

‐ 10,547,902 euro (14,150,325 euro as at 31 December 2014) related to means of payments owned by clients as vouchers, gift cards and discount tickets owned by clients; and

‐ 3,056,946 euro (4,253,041 euro as at 31 December 2014) related to amounts payable to Sonae Distribuição Brasil, SA buyer as a result of responsibilities assumed with that entity.

25 PROVISIONS AND ACCUMULATED IMPAIRMENT LOSSES

Movements in "Provisions and impairment losses", for the nine months period ended as at 30 September 2015 and 2014, were as follows:

Caption Balance as at
1 January 2015
Increase Decrease Transfers
1)
Balance as at
30 September
2015
Accumulated impairment losses on investments (Note 17) 10,031,409 (2,262,691) (7,768,718)
Accumulated impairment losses on tangible assets 144,059,960 44,502 (6,363,462) 137,741,000
Accumulated impairment losses on intangible assets 1,497,101 (77) 1,497,024
Accumulated impairment losses on other non current assets
(Note 13)
2,450,000 2,450,000
Accumulated impairment losses on trade accounts receivable
and other debtors (Note 14)
18,346,622 8,861,992 (3,344,452) 23,864,162
Non current provisions 22,396,928 (7,519,316) 14,877,612
Current provisions 3,438,257 3,438,257
202,220,277 8,906,494 (19,489,998) (7,768,718) 183,868,055
Caption Balance as at
1 January 2014
Increase Decrease Balance as at
30 September
2014
Accumulated impairment losses on investments 2,101,337 10,093,588 (2,101,337) 10,093,588
Accumulated impairment losses on tangible assets 153,320,202 (5,989,686) 147,330,516
Accumulated impairment losses on intangible assets
Accumulated impairment losses on other non current assets
1,497,119
2,423,530

26,470
(18)
1,497,101
2,450,000
(Note 13)
Accumulated impairment losses on trade accounts receivable
and other debtors
17,025,625 1,439,309 (1,393,168) 17,071,766

1) Amounts transferred to "Non‐current assets held for sale" (Note 17).

The caption "Non‐current Provisions" and "Current Provisions" includes:

‐ 9,045,672 euro (12,584,983 euro as at 31 December 2014) relating to non‐current contingencies assumed by the company, when selling its subsidiary Sonae Distribuição Brasil, S.A. in 2005. This provision is being used as costs are incurred and its recorded taking into account the best estimate of costs to be incurred which results from a significant number of civil and labour lawsuits of reduced amount; and

208,674,029 11,559,367 (16,879,998) 203,353,398

Non current provisions 29,588,227 ‐ (7,391,539) 22,196,688 Current provisions 2,717,989 ‐ (4,250) 2,713,739

‐ the estimated liabilities incurred by the Group on the sale of warranty extension programs on products traded by the Sonae SR operating segment in the amount of 5,031,739 euro (8,773,796 euro as at 31 December 2014). These extensions are granted for a period of one to three years after the end of the legal mandatory warranty provided by the manufacturers.

26 CONTINGENT ASSETS AND LIABILITIES

As at 30 September 2015 and 31 December 2014, the major "Contingent liabilities" were guarantees given, which can be detailed as follows:

Garantees and sureties given 30 September 2015 31 December 2014
Restated
on tax claims 900,855,816 867,059,310
on judicial claims 147,919 285,654
on municipal claims 7,217,222 6,383,942
for proper agrement fulfillment 17,337,270 15,044,279
other guarantees 5,110,458 4,994,628

a) Tax claims

The main tax claims, for which bank guarantees or sureties were provided, can be detailed as follows:

‐ Some retail operating segment subsidiaries of the Company granted guarantees or securities in favour of the Portuguese Tax Administration, associated with tax claims for additional VAT payment amounting to 485.4 million euro (466.1 million euro as at 31 December 2014) related to the period from 2004 to 2012, which the Company has presented, or has the intention of presenting, a tax appeal. Portuguese tax authorities claim that the Company should have invoiced VAT related to promotional discounts invoiced to suppliers which depend on the purchases made by the Group during the year, as it considers that the discounts correspond to services rendered by the company. Tax authorities also claim that the company should not have deducted VAT from discount vouchers used by its non‐corporate clients;

‐ Sureties in the amount of, approximately, 60 million euro as a result of a tax appeal presented by the Company concerning an additional tax assessment by Tax authorities, relating to 31 December 2005, following the correction of taxable income for that period as Tax authorities did not accept the recognition of tax losses incurred after the liquidation of a subsidiary of Sonae Investimentos, since it considered that the cover of losses in that subsidiary should not be part of its acquisition cost, which is not in accordance with previous assessments of Tax Authorities;

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

‐ Fiscal lawsuit related to rent tax, concerning a subsidiary of the Company in Brazil, in the amount of, approximately, 14.6 million euro (65.6 million Brazilian real), which is being judged by a tax court, for which there were granted guarantees in the amount of 30.9 million euro (138.6 million Brazilian real). The difference between the value of the contingency and the value of the guarantee relates with the update of the related responsibility.

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

Within the framework of regularization of tax debts to Tax Authorities, (Outstanding Debts Settlement of Tax and Social Security ‐ Decree of Law 151‐A/2013 (RERD) e Decree of Law 248‐A/2002 (PMFL)), the Group made voluntarily tax payments in the amount of, approximately, 22 million euro, having the respective guarantees been eliminated. The related tax appeals continue in courts, having the maximum contingencies been reduced through the elimination of fines and interests related with these tax assessments.

As permitted by law, the Group maintains the legal proceedings, in order to establish the recovery of those amounts, having recorded as an asset the amount paid under those plans, in accordance with the policy adopted by the Group.

However CMVM disagreed with the interpretation of Sonae Investimentos and requested the retrospective correction of the financial statements, arguing that the payments made in respect of other taxes than income tax should be considered as contingent assets. While not agreeing with the position of CMVM, Sonae made the restatement of financial statements. The impact of this change is nil in the income statement and immaterial in the statement of financial position (Note 4).

c) Contingent liabilities related to discontinued activities in subsidiaries in Brazil

In addition to the previously disclosed guarantees, as a consequence of the sale of a subsidiary in Brazil, Sonae Investimentos guaranteed to the buyer of the subsidiary 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 31 December 2013, the amount claimed by the Brazilian Tax Authorities, concerning the tax lawsuits still in progress, which the company's lawyers assess as having a high probability of loss, plus the amounts already paid (28.3 million euro) related to programmes for the Brazilian State of tax recovery, amount to near 39.8 million euro as at 31 December 2014). Furthermore, there are other tax assessments totalling 86.37 million euro as at 31 December 2014) for which the Board of Directors, based on its lawyers' assessment, understands will not imply future losses to the former subsidiary.

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

27 OTHER OPERATIONAL INCOME

As at 30 September 2015 and 2014, "Other operational income" is as follows:

30 September 2015 30 September 2014
Supplementary income 409,948,493 331,701,684
Prompt payment discounts received 17,708,418 16,983,500
Exchange differences 22,919,212 8,364,540
Own work capitalised 7,303,863 4,999,670
Insurance claims 4,100,000
Gains on disposal of assets 42,089,565 2,291,531
Impairment losses and provisions reversals 7,369,956 7,016,396
Others 780,031 4,050,952
508,119,538 379,508,273

Under the caption "Gains on disposal of assets" are included 40 million euro related to the sale and leaseback transactions of 15 food retail assets located in Portugal (Note 9).

28 RELATED PARTIES

Balances and transactions with related parties are detailed as follows:

Sales and services rendered Purchases and services obtained
Transactions 30 September 2015 30 September 2014 30 September 2015 30 September 2014
Shareholders 962,876 950,967 1,329,757 2,418,803
Subsidiaries (Note 17) 964,035 935,113 4,630,921 4,119,060
Associated companies 28,571,444 26,969,208 171,507 206,580
Other related parties (1) 46,450,785 46,271,639 51,251,332 52,064,062
76,949,140 75,126,927 57,383,517 58,808,505
Interest income Interest expenses
Transactions 30 September 2015 30 September 2014 30 September 2015 30 September 2014
Shareholders 1,661 25,451,881 24,382,679
Subsidiaries (Note 17) 331,132 318,740
Associated companies 202,980 242,519
Other related parties (1) 83,344 3,362,926
535,773 561,259 25,535,225 27,745,605
Accounts receivable Accounts payable
31December 2014 31 December 2014
Balances 30 September 2015 Restated 30 September 2015 Restated
Shareholders (Note 14 and 24) 48,474,509 21,582,787 94,049,185 31,745,702
Subsidiaries (Note 17) 2,661,402 617,990 1,118,804 697,077
Associated companies 6,383,696 5,128,639 3,285,189 1,090,674
Other related parties (1) 21,996,664 21,144,252 13,191,996 26,057,886
79,516,271 48,473,668 111,645,174 59,591,339
Loans
Obtained Granted
Balances 30 September 2015 31 December 2014
Restated
30 September 2015 31 December 2014
Restated
Shareholders (Note 22) 400,000,000 400,000,000
Subsidiaries (Note 17) 9,160,408 8,768,402
Associated companies 9,291,632 9,155,593
Other related parties (1) 2,375,851 2,541,268
402,375,851 402,541,268 18,452,040 17,923,995

(1) Other related parties are considered to be related party affiliates or companies under joint control of Efanor SGPS. SA those are not included in Sonae Investimentos, including companies belonging to the Sonae Group, Sonae Indústria and Sonae Capital and minority shareholders of subsidiaries and affiliates of the Group.

The amounts recorded as loans granted from other relating parties represent borrowings from shareholders of subsidiary companies which bear interests at market rates.

Granted loans to associated companies, refer to values of loans granted to associate company MDS, SGPS, SA.

Granted loans to subsidiaries, refers to Raso SGPS, S.A. for which impairment was created totalling 6,998,052 euros (Note 25).

29 INCOME TAX

Income tax for the nine months period ended on 30 September 2015 and 2014 is detailed as follows:

30 September 2015 30 September 2014
Current tax 14,491,591 8,388,504
Deferred tax (11,062,458) 5,560,802
3,429,133 13,949,306

30 EARNINGS PER SHARE

Earnings per share for the nine months period ended on 30 September 2015 and 2014 were calculated taking into consideration the following amounts:

30 September 2015 30 September 2014
Net profit
Net profit taken into consideration to calculate basic earnings
pershare (consolidated profit for the period)
61,364,991 46,623,395
Net profit taken into
consideration to
calculate diluted
earnings pershare
61,364,991 46,623,395
Number of shares
Weighted average number of shares used to calculated basic
earnings pershare
900,000,000 900,000,000
Weighted average number of shares used to calculated diluted
earnings pershare
900,000,000 900,000,000
Earnings pershare (basic and diluted) 0.068183 0.051804

On 30 September 2015 and 2014 there is no dilutive effect on the number of shares outstanding.

31 SEGMENT INFORMATION

Sonae Investimentos is a group of retail and has three segments:

‐ Sonae MC is our food retail unit, operating 493 stores and 214 stores operated under franchise and joint venture agreements under Continente, Continente Modelo, Continente Bom Dia, Meu Super business concepts and even some adjacent business concepts Bom Bocado, note! and Wells;

‐ Sonae SR is our specialised retail unit, with a presence in the electronics, sports and fashion market operating 508 stores and 75 stores operated under franchise agreements under the Worten, Sport Zone, MO and Zippy business concepts;

‐ Sonae RP is our retail real estate unit which actively manages retail real estate properties of Sonae, composed principally of stores operating under the brand Continente and under other brands of Sonae SR;

‐ Sonae IM includes a company that operates in the retail DIY products, building and garden (Maxmat) and insurance brokers (MDS), nevertheless the Group decided to include this operating segment in "Others, eliminations and adjustments".

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

The main operating segment information for the periods ended 30 September 2015 and 2014 can be detailed as follows:

Turnover 30 September 2015 Inter‐segment
30 September 2014
income
Inter‐segment
income
Sonae MC 2,549,400,554 (1,237,817) 2,537,121,820 (4,865,844)
Sonae SR 916,939,830 (20,056,277) 913,255,504 (20,668,291)
Sonae RP 92,167,151 (86,683,869) 94,507,337 (73,568,314)
Others, eliminations and adjustments (34,329,247) (47,027,985)
Total consolidated 3,524,178,288 (107,977,962) 3,497,856,676 (99,102,449)
Depreciation and amortisation Provisions and impairment losses EBIT
30 September 2015 30 September 2014 30 September 2015 30 September 2014 30 September 2015 30 September 2014
Sonae MC 64,109,495 62,829,513 1,505,739 963,871 81,391,305 104,591,880
Sonae SR 33,303,819 32,247,314 797,716 468,955 (52,284,960) (44,324,476)
Sonae RP 20,918,161 21,789,239 101,690,127 64,724,124
Others, eliminations and adjustments 1,802,154 1,798,754 5,697 32,953 (9,709,769) (11,823,531)
Total consolidated 120,133,629 118,664,820 2,309,152 1,465,779 121,086,703 113,167,997
Investment (CAPEX) Invested capital
30 September 2015
30 September 2014
30 September 2015 31 December 2014
Restated
Sonae MC 74,224,811 62,438,636 474,683,573 485,808,706
Sonae SR 47,285,613 40,684,404 189,356,163 115,932,567
Sonae RP 36,373,086 18,812,327 1,044,731,775 1,212,504,100
Others, eliminations and adjustments 5,613,711 2,851,533 85,698,931 53,558,752
Total consolidated 163,497,221 124,786,900 1,794,470,442 1,867,804,125

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

Turnover EBIT
30 September 2015 30 September 2014 30 September 2015 30 September 2014
Inter‐segment income (107,977,962) (99,102,449)
Equity method (1,264,846) (1,776,985)
Others 73,648,715 52,074,463 (8,444,923) (10,046,546)
Others, eliminations and adjustments (34,329,247) (47,027,985) (9,709,769) (11,823,531)
Investment (Capex) Invested capital
30 September 2015 30 September 2014 30 September 2015 31 December 2014
Restated
Investments and loans granted to
associated companies
48,328,184 49,717,769
Dividends (40,113,299)
Investment acquisiton 2,500,557
Others 3,113,154 2,851,533 77,484,046 3,840,983
Others, eliminations and adjustments 5,613,711 2,851,533 85,698,931 53,558,752

Glossary:

Net Invested capital = Total net debt + total shareholder funds;

Other eliminations and adjustments = Intra‐groups + consolidation adjustments + contributions from other companies not included in the disclosed segments by do not fit in any reportable segment;

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

32 PRESENTATION OF CONSOLIDATED INCOME STATEMENT

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

The Indirect Income includes: (i) impairment of real estate assets for retail, (ii) decreases in goodwill, (iii) provisions (net of tax) for possible future liabilities, and impairments related to non‐core investments, businesses and discontinued assets (or to be discontinued / repositioned), (iv) valuation results based on the methodology "mark‐to‐market" of other current investments that will be sold or traded in the near future and (v) other irrelevant issues. The value of EBITDA is only calculated in the direct income component, excluding the indirect contributions.

The reconciliation between consolidated income and direct‐indirect income for the periods ended 30 September 2015 and 2014 can be summarised as follows:

SONAE INVESTIMENTOS, SGPS, SA

30 September 2015 30 September 2014
Consolidated Indirect Direct Consolidated Indirect Direct
accounts income income accounts income income
Turnover 3,524,178,288 3,524,178,288 3,497,856,676 3,497,856,676
Investment income
Dividends and other adjustments 151,524 151,524 150,282 150,282
Others (4,735,362) (4,735,362) 421,476 421,476
Other income
Impairment losses reversal 3,651,384 3,651,384 1,453,723 1,453,723
Others 464,638,676 464,638,676 378,054,550 378,054,550
Total income 3,987,884,510 (4,583,838) 3,992,468,348 3,877,936,706 150,282 3,877,786,425
Total expenses (3,771,546,368) (2,659,710) (3,768,886,658) (3,626,125,704) (3,626,125,704)
Depreciation and amortisation (120,133,629) (120,133,629) (118,664,820) (118,664,820)
Losses on tangible and intangible assets (7,116,222) (7,116,222) (4,735,532) (4,735,532)
Provisions and impairment: (2,309,152) (2,309,152) (1,465,779) (1,465,779)
Profit before financial results and share of
results in joint ventures and associated 86,779,139 (7,243,548) 94,022,688 126,944,871 150,282 126,794,589
companies
Non recorrent items 28,328,862 28,328,862 (11,849,608) (11,849,608)
Financial profit/(loss) (46,445,365) (46,445,365) (50,642,885) (50,642,885)
Share of results in joint ventures and associated
undertakings
MDS (1,277,934) (1,277,934) (1,958,194) (1,958,194)
Raso (56,615) (56,615)
Others 13,088 13,088 237,824 237,824
Profit before taxation 67,397,790 (7,243,548) 74,641,338 62,675,393 150,282 62,525,112
Income tax (3,429,133) (3,429,133) (13,949,306) (13,949,306)
Profit/(Loss) after taxation 63,968,657 (7,243,548) 71,212,205 48,726,087 150,282 48,575,806
Attributable to equity holders of Sonae 61,364,991 (7,243,548) 68,608,539 46,623,395 150,282 46,473,114
Non‐controlling interests 2,603,666 2,603,666 2,102,692 2,102,692
"Underlying" EBITDA (b) 219,930,306 250,206,998
Direct EBITDA (a) 246,994,322 236,580,405
Direct EBIT (c) 121,086,703 113,167,997

(a) Direct EBITDA = total direct income ‐ total direct expenses ‐ reversal of direct impairment losses + Share of results in joint ventures and associated undertakings +unusual results;

(b) "Underlying EBITDA" = Direct EBITDA ‐ effect of share result in joint ventures and associated undertakings – non recurrent results;

(c) Direct EBIT = Direct EBT ‐ financial results;

(d) Direct EBT = Direct results before non‐controlling interests and taxes;

(e) Direct income = Results excluding contributions to indirect income;

(f) Indirect income = Includes results arising from: (i) impairment of real estate assets for retail; (ii) decrease in goodwill; (iii) provisions (net of tax) for possible future liabilities and impairments related with non‐core financial investments, Businesses, discontinued assets (or be discontinued / repositioned); (iv) valuation results based on the methodology "mark‐to‐market" of other current investments that will be sold or traded in the near future and (v) other irrelevant issues.

33 SUBSEQUENT EVENTS

On 21 October 2015, Sonae Investimentos SGPS, SA finalized the sale of 100 % of Group Raso SGPS, SA to Springwater Tourism Group, SGPS, SA.

On October 27 2015, Sonae Investimentos signed an affiliation agreement with the central purchasing IFA. IFA is a purchasing group made up of over 30 Spaniards members, who numbered in 2014 with an aggregate turnover of 10 billion euros. With effect from January 1, 2016, this agreement aims at joint potentiation of relevant opportunities to trade, purchase and development in the commercial area.

34 APPROVAL OF THE FINANCIAL STATEMENTS

The accompanying consolidated financial statements were approved by the Board of Directors and authorized for issue on 2 November 2015.

The Board of Directors,

Duarte Paulo Teixeira de Azevedo

Ângelo Gabriel Ribeirinho dos Santos Paupério

Condensed individual financial statements

CONDENSED INDIVIDUAL STATEMENTS OF FINANCIAL POSITION AS AT 30 SEPTEMBER 2015 AND 2014 AND 31 DECEMBER 2014

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

(Amounts expressed in euro)

ASSETS Notes 30.September.2015 30.September.2014
Restated
(note 4)
31.December.2014
Restated
(note 4)
01.January.2014
Restated
(note 4)
NON‐CURRENT ASSETS:
Tangible assets 13 8 30
Intangible assets 502 285 228 455
Investments 5 1,803,578,745 2,376,624,241 760,698,747 2,388,661,291
Deferred tax assets 6,485
Other non‐current assets 6 685,943,506 1,072,328,349 699,808,123 1,186,256,030
Total non‐current assets 2,489,522,753 3,448,952,888 1,460,507,106 3,574,924,291
CURRENT ASSETS:
Trade account receivables and other current assets 7 2,784,769,053 308,864,962 2,978,216,657 202,291,545
Cash and cash equivalents 8 10,678 62,990 40,614,996 6,623,141
Total current assets 2,784,779,731 308,927,952 3,018,831,653 208,914,686
Non ‐ current assets held forsale 9 4,525,381
TOTAL ASSETS 5,278,827,865 3,757,880,840 4,479,338,759 3,783,838,977
EQUITY AND LIABILITIES
EQUITY:
Share capital 10 1,000,000,000 1,000,000,000 1,000,000,000 1,000,000,000
Reserves and retained earnings 1,818,831,465 1,264,782,645 1,264,782,645 1,292,875,706
Profit for the period 29,067,077 (14,733,114) 594,048,820 11,906,939
TOTAL EQUITY 2,847,898,543 2,250,049,531 2,858,831,465 2,304,782,645
LIABILITIES:
NON‐CURRENT LIABILITIES:
Loans 11 447,845,727 362,461,192 347,220,715 712,974,210
Other non‐current liabilities 12 400,000,000 400,000,000 400,000,000 400,000,000
Deferred tax liabilities 26
Total non‐current liabilities 847,845,753 762,461,192 747,220,715 1,112,974,210
CURRENT LIABILITIES:
Loans 11 191,631,010 461,108,031 381,395,664 45,815,788
Trade creditors and other current liabilities 13 1,391,452,560 284,262,086 491,890,915 320,266,334
Total current liabilities 1,583,083,569 745,370,117 873,286,579 366,082,122
TOTAL EQUITY AND LIABILITIES 5,278,827,865 3,757,880,840 4,479,338,759 3,783,838,977

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

CONDENSED INDIVIDUAL INCOME STATEMENTS FOR THE PERIODS ENDED 30 SEPTEMBER 2015 AND 2014

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

(Amounts expressed in euro)

Notes rd quarter 2015
3
3rd quarter 2014 30.September.2015 30.September.2014
Services rendered 165,928 459,196
Gains or losses on investments 16 37,656,714 (15,474,080) 33,034,651 1,585,928
Financial income 17 7,068,451 11,895,302 60,035,288 36,151,557
Other income 163,777 182,302 369,793 556,618
External supplies and services (700,476) (1,019,322) (2,300,297) (3,260,966)
Staff costs (15,488) (21,315) (34,086) (30,873)
Depreciation and amortisation (25) (62) (121) (186)
Provisions and impairment losses (26,470)
Financial expenses 17 (15,529,526) (17,533,276) (49,739,391) (52,906,491)
Other expenses (10,916) (40,167) (134,105) (87,727)
Profit/(Loss) before taxation 28,632,511 (21,844,690) 41,231,732 (17,559,414)
Taxation (7,624,546) 1,470,945 (12,164,655) 2,826,300
Profit/(Loss) after taxation 21,007,965 (20,373,745) 29,067,077 (14,733,114)
Profit/(Loss) pershare 18 0.0233 (0.0226) 0.0323 (0.0164)

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

CONDENSED INDIVIDUAL STATEMENTS OF COMPREHENSIVE INCOME FOR THE PERIODS ENDED 30 SEPTEMBER 2015 AND 2014

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

(Amounts expressed in euro)

rd quarter 2015
3
3rd quarter 2014 30.September.2015 30.September.2014
Net Profit / (Loss) for the period 21,007,965 (20,373,745) 29,067,077 (14,733,114)
Total comprehensive income for the period 21,007,965 (20,373,745) 29,067,077 (14,733,114)

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

CONDENSED INDIVIDUAL STATEMENTS OF CHANGES INEQUITY FOR THE PERIODS ENDED AS AT 30 SEPTEMBER 2015 AND 2014

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

(Amounts expressed in euro)

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Theaccompanying notes are part of these condensed individual financial statements.

CONDENSED INDIVIDUAL STATEMENTS OF CASH FLOWS FOR THE PERIODS ENDED 30 SEPTEMBER 2015 AND 2014

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

(Amounts expressed in euro)

Notes rd quarter 2015
3
3rd quarter 2014 30.September.2015 30.September.2014
OPERATING ACTIVITIES
Net cash flow from operating activities (1) (5,699,428) 5,157,478 (3,050,137) 7,323,659
INVESTMENT ACTIVITIES
Cash receipts arising from:
Investments (80) 1,435,757,800 2,973,234
Interest and similar income 332,696 206,927 21,988,389 17,949,932
Dividends 113,299 16,758,860
Others 27 37,656,714 37,656,714
Loans granted 2,328,706,359 547,163,317 2,791,203,370 1,776,618,255
2,366,695,769 547,370,164 4,286,719,572 1,814,300,281
Cash payments arising from:
Investments (1,017,761,000) (5,700,134) (1,045,142,687) (6,100,134)
Loans granted (2,072,835,010) (437,514,306) (4,001,371,792) (1,756,164,359)
(3,090,596,010) (443,214,440) (5,046,514,479) (1,762,264,493)
Net cash used in investment activities (2) (723,900,241) 104,155,724 (759,794,907) 52,035,788
FINANCING ACTIVITIES
Cash receipts arising from:
Loans obtained 2,671,507,370 1,142,742,791 6,149,012,990 4,125,511,778
2,671,507,370 1,142,742,791 6,149,012,990 4,125,511,778
Cash payments arising from:
Loans obtained (1,905,501,743) (1,242,235,110) (5,400,635,012) (4,168,454,340)
Interest and similar charges (3,092,084) (7,140,198) (15,963,960) (22,714,951)
Dividends (40,000,000) (40,000,000) (40,000,000) (40,000,000)
(1,948,593,827) (1,289,375,308) (5,456,598,972) (4,231,169,291)
Net cash used in financing activities (3) 722,913,543 (146,632,517) 692,414,018 (105,657,513)
Net increase in cash and cash equivalents (4) = (1) + (2) + (3) (6,686,126) (37,319,315) (70,431,026) (46,298,066)
Cash and cash equivalents at the beginning of the period 8 (23,135,126) (2,355,610) 40,609,774 6,623,141
Cash and cash equivalents at the end of the period 8 (29,821,252) (39,674,925) (29,821,252) (39,674,925)

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

SONAE INVESTIMENTOS, SGPS, SA

NOTES TO THE CONDENSED INDIVIDUAL FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 30 SEPTEMBER 2015

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

(Amounts expressed in euro)

1 INTRODUCTION

SONAE INVESTIMENTOS, SGPS, SA, "the Company" or "Sonae Investimentos" it's a Portuguese Corporation, with head‐office in Rua João Mendonça nº 529, 4464‐501 Senhora da Hora, Matosinhos, Portugal.

The Company's main activity is the management of shareholdings (Note 5).

2 BASIS OF PREPARATION

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

3 PRINCIPAL ACCOUNTING POLICIES

The accounting policies adopted are consistent with those described in the file of the annual financial statements for the year ended 31 December 2014.

4 RESTATEMENT OF FINANCIAL STATEMENTS

Under the Special Regime of Debt Adjustments to the Fiscal Authorities and Social Security (Decree Law No. 248‐A/2002 (PMFL) and Decree Law No. 151‐A/2013 (RERD)), Sonae Investimentos has voluntarily made payments in the past years to the State relating to additional tax assessments of previous years, for which, at the time of such payments, Sonae had already appealed to the competent courts.

Until the time of those payments the assessment made, and not changed since then, is that these claims correspond to contingencies which probability of being decided against Sonae intents is remote and that such claims are motivated by different interpretations of the applicable tax legislation, hence corresponding to uncertain tax positions. As a result of this assessment, the claims were disclosed in the financial statements as they correspond to contingent liabilities.

Amounts paid under those schemes were recognized as assets under the caption "Other debtors", according to the "IAS 12 ‐ Income taxes" in the case of amounts related to IRC. In respect of payments of other taxes, and considering that applicable accounting rules are silent in relation with those, Sonae Investimentos used a similar accounting policy, meaning the payments were also recognized as assets.

However CMVM disagreed with the interpretation of Sonae Investimentos and requested the restatement of the financial statements, arguing that the payments made in respect of taxes other than income tax should be considered contingent assets. While not agree in with the CMVM's position, Sonae Investimentos performed the restatement of financial statements, which impact is nil in the income statement and immaterial in the statement of financial position.

The amount of 2,200,320 euros was reclassified from other debtors to retained earnings.

5 INVESTMENTS

As at 30 September 2015 and 31 December 2014, the investments caption is made up as follows:

Company 30.September.2015 31.December.2014
Restated
(note 4)
% held Final balance % held Final balance
Apor ‐ Agência para a Modernização do Porto, SA 22.75% 300,000 22.75% 300,000
Azulino ‐ Imobiliária, SA 100.00% 498,025 100.00% 498,025
Bertimóvel ‐ Sociedade Imobiliária, SA 100.00% 1,565,000 100.00% 1,565,000
Canasta ‐ Empreendimentos Imobiliários, SA 100.00% 112,000 100.00% 112,000
Chão Verde ‐ Sociedade de Gestão Imobiliária, SA 100.00% 100.00%
Citorres ‐ Sociedade Imobiliária, SA 100.00% 477,848 100.00% 477,848
Cumulativa ‐ Sociedade Imobiliária, SA 100.00% 1,445,000 100.00% 1,445,000
Fozimo ‐ Sociedade Imobiliária, SA 100.00% 24,940 100.00% 24,940
Fundo de Investimento Imobiliário Fechado Imosede 72.87% 92,009,153 57.82% 69,415,155
Fundo de Investimento Imobiliário Imosonae Dois 74.94% 108,760,470 74.94% 108,760,470
Iginha ‐ Sociedade Imobiliária, SA 100.00% 1,359,000 100.00% 1,359,000
Imoestrutura ‐ Sociedade Imobiliária,SA 100.00% 24,940 100.00% 24,940
Imomuro ‐ Sociedade Imobiliária, SA 100.00% 1,053,885 100.00% 923,885
Imoresultado ‐ Sociedade Imobiliária, SA 100.00% 109,736 100.00% 109,736
MDS, SGPS, SA 46.92% 51,000,000 46.92% 51,000,000
MJLF ‐ Empreendimentos Imobiliários, SA 100.00% 190,000 100.00% 190,000
Modelo ‐ Distribuição de Materiais de Construção, SA 50.00% 21,510,614 50.00% 21,510,614
Modelo Hiper Imobiliária, SA 100.00% 10,012,648 100.00% 10,012,648
MOVVO, SA 16.00% 800,000 9.09% 400,000
Ponto de Chegada ‐ Promoção Imobiliária, SA 100.00% 50,000 100.00% 50,000
Predicomercial ‐ Promoção Imobiliária, SA 100.00% 6,372,293 100.00% 6,372,293
Predilugar ‐ Sociedade Imobiliária, SA 100.00% 50,000 100.00% 50,000
Selifa ‐ Sociedade de Empreendimentos Imobililiários, SA 100.00% 565,000 100.00% 565,000
Socijofra ‐ Sociedade Imobiliária, SA 100.00% 550,000 100.00% 550,000
Soliférias ‐ Operadores Turísticos, SA 11.12% 133,162 11.12% 133,162
Sonae Capital Brasil, Ltda 37.00% 296,770 37.00% 296,770
Sonae Center Serviços II, SA 100.00% 58,032,319 100.00% 58,032,319
Sonae MC ‐ Modelo Continente, SGPS, SA 100.00% 1,438,804,275 41.96% 423,698,275
Sonae Financial Services, SA 100.00% 5,000,000 100.00% 350,000
Sonae SR Malta Holding Limited 1 1
Sonaegest ‐ Soc. Gest. de Fundos de Investimentos, SA 40.00% 384,351 40.00% 384,351
Valor N, SA 100.00% 2,087,315 100.00% 2,087,315
Total 1,803,578,745 760,698,747

6 OTHER NON‐CURRENT ASSETS

As at 30 September 2015 and 31 December 2014 the non‐current assets were as follows:

30.September.2015 31.December.2014
Restated
(note 4)
Loans granted 685,943,506 699,808,123
685,943,506 699,808,123

The loans granted have a long term maturity, bear interests at market rates indexed to Euribor and their fair value is similar to their carrying amount.

As at 30 September 2015 and 31 December 2014 the loans granted are no past due or impaired.

7 TRADE ACCOUNTS RECEIVABLE AND OTHER CURRENT ASSETS

As at 30 September 2015 and 31 December 2014 the current assets were as follows:

30.September.2015 31.December.2014
Restated
(note 4)
Group company:
Short term loans
2,691,225,211 1,473,912,654
Interests charged but not received 38,011 21,747,999
Taxes ‐ Special Regime for taxation of groups of companies 5,755,505 25,643,546
Receivables on the sale of investments 1,435,757,800
Aditional tax assessments 1,578,116 1,578,116
Special regime for payment of tax and social securaty debts (DL 248‐
A/2002, 14 November)
2,795,019 2,795,019
Special regime for payment of tax and social securaty debts (DL 151‐
A/2013, 31October)
788,298 788,298
Others 112,560 457,088
Taxes recoverable 18,301,163 10,506,101
Other current assests 64,175,170 5,030,036
2,784,769,053 2,978,216,657

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

The amount disclosed as 'Special regime for payment of tax and social security debts' (DL 248‐ A/2002, of 14 November and DL 151‐A/2013, of 31 October) relates to taxes paid which were previously disputed and subject to reimbursement claims. The tax litigations are still in progress, although, following the payment, the guarantees previously given were canceled. As mentioned in note 4 the amount of 2,200,320 euro was transferred to retained earnings.

The caption other current assets includes mainly receivables relating to interest, from loans granted to group companies.

8 CASH AND CASH EQUIVALENTS

As at 30 September 2015 and 31 December 2014, cash and cash equivalents can be detailed as follows:

30.September.2015 31.December.2014
Restated
(note 4)
Cash in hand 550
Bank deposits 10,678 40,614,446
Cash and cash equivalents on the balance sheet 10,678 40,614,996
Bank overdrafts (29,831,930) (5,222)
Cash and cash equivalents on the cash flow statement (29,821,252) 40,609,774

Bank overdrafts are disclosed in the statement of financial position under the caption short term bank loans.

9 NON‐CURRENT ASSETS HELD FOR SALE

As at 30 June 2015 the Raso, SGPS, SA investment was classified as non‐current asset held for sale. The valuation of this asset was based on the assessment made for the acquisition on June 29, 2015, of the remaining 50% Raso share capital. A reinforcement of impairment losses of about 4.7 million was recorded based on this valuation.

In October 2015 this investment was sold to the company Springwater Tourism Group, SGPS, SA.

10 SHARE CAPITAL

As at 30 September 2015 and 31 December 2014, the share capital, which is fully subscribed and paid for, is made up by 1,000,000,000 ordinary shares, with a nominal value of 1 euro each.

A subsidiary company Sonae MC – Modelo Continente, SGPS, SA owns 100,000,000 shares of Sonae Investimentos. These shares are considered as treasury shares under the Commercial Companies Code, reason why the underlying rights to these shares are suspended.

As at 30 September 2015 and 31 December 2014, the subscribed share capital was held as follows:

30.September.2015 31.December.2014
Restated
(note 4)
Sonae, SGPS, SA 25.0287% 25.0287%
Sonae Investments BV 13.1419% 13.1419%
Sonae MC ‐ Modelo Continente, SGPS, SA 10.0000% 10.0000%
Sonaecenter Serviços, SA 51.8269% 51.8269%
Libra Serviços, Sociedade Unipessoal, Lda 0.0025% 0.0025%

11 BORROWINGS

As at 30 September 2015 and 31 December 2014, this caption included the following loans:

31.December.2014
30.September.2015 Restated
(note 4)
Bonds Sonae Investimentos / 2012/2017 120,000,000 145,000,000
Bonds Sonae Investimentos / junho 2013/2018 50,000,000 50,000,000
Bonds Sonae Investimentos / dezembro 2013/2018 75,000,000
Bonds Sonae Investimentos / 2014/2018 50,000,000 50,000,000
Bonds Sonae Investimentos / 2015/2020 75,000,000
Up‐front fees not yet charged to income statement (2,154,273) (2,779,285)
Bond loans 292,845,727 317,220,715
Commercial paper 155,000,000 30,000,000
Bank loans 155,000,000 30,000,000
Non‐current loans 447,845,727 347,220,715
Bonds Sonae Investimentos / agosto 2007/2015 200,000,000
Bonds Sonae Investimentos / setembro 2007/2015 155,000,000
Bonds Sonae Investimentos / 2012/2017 50,000,000 25,000,000
Up‐front fees not yet charged to income statement (37,920) (275,266)
Bond loans 49,962,080 379,724,734
Commercial paper 111,837,000
Other bank loans 1,666,667
Up‐front fees not yet charged to income statement (959)
Bank overdrafts 29,831,930 5,222
Bank loans 141,668,930 1,670,930
Current loans 191,631,010 381,395,664

Under lines of credit and commercial paper programs with firm commitments, the company had 296 million euro credit facilities available to meet its liquidity requirements, as follows:

Less than 1 year Over 1 year
Amount contracted lines 163,000,000 430,000,000
Amount available lines 21,330,363 275,000,000

The interest rate as at 30 September 2015 of the bonds and bank loans was, on average, 3.10% (2.62% as at 31 December 2014).

12 OTHER NON‐CURRENTS LIABILITIES

As at 30 September 2015 and 31 December 2014 this caption includes a subordinate bond loan, repayable in 10 years issued by Sonae Investimentos at market conditions. This loan was fully subscribed and paid for Sonae SGPS, SA on 28 December 2010 amounting to 400,000,000 euro, relating 8,000 bonds with nominal value of 50,000 euro each.

At 30 September 2015 the fair value of this bond loan is 55,375 euro (42,358 euro on 31 December 2014) per bond, and was determined based on discounted cash flows method.

As at 30 September 2015 and 31 December 2014 Sonae, SGPS, SA and Sonae Investments, BV held 6,948 and 1,052 bonds, respectively.

13 TRADE ACCOUNTS PAYABLE AND OTHER CURRENT LIABILITIES

As at 30 September 2015 and 31 December 2014, this heading is made up as follows:

30.September.2015 31.December.2014
Restated
(note 4)
Suppliers 37,745 37,010
Group companies:
Short term loans 1,327,609,262 459,401,618
Taxes ‐ Special Regime for taxation of groups 21,018,079 21,042,656
Others 859,661 614,080
Taxes and contributions payable 1,900,589 2,161,371
Other current liabilities 40,027,224 8,634,180
1,391,452,560 491,890,915

The caption other current liabilities includes mainly accrued interests not yet due relating to loans obtained.

14 CONTINGENT LIABILITIES

As at 30 September 2015 and 31 December 2014 the contingent liabilities were detailed as follows:

30.September.2015 31.December.2014
Restated
(note 4)
Guarantees rendered:
related to tax claims awaiting outcome
Guarantees provided by financial institutions 86,763,780 88,025,158
Guarantees provided by parent company 235,312,229 219,575,261
related to local and municipal claims awaiting outcome 28,938 28,938
others 10,633,113 10,633,113
Guarantees given in favour of subsidiaries (a) 62,926,569 62,958,018

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

The caption Guarantees provided on tax claims includes guarantees granted to Tax Authorities regarding income tax. The most significant amounts relate to an additional tax assessment made by Tax Authorities, relating the taxable period ending 2005, regarding the covering of losses made by the Company in a subsidiary, having Tax Authorities not considered the usage of taxable losses on this operation and subsequent liquidation of the Company's subsidiary, which is not in accordance with previous assessments made by Tax Authorities. The Company has presented an appeal against this tax claim, being the Board of Directors understanding, based on its advisors assessment, that such appeal will be favorable.

No provision has been recorded for these additional tax assessments, to which some guarantees were provided, as the Board of Directors considers that their outcome will be favorable, therefore with no additional liabilities to the Company.

Following the disposal of a Brazilian subsidiary company, the group guaranteed to that subsidiary company buyer all the losses it will have as consequence of tax additional assessments as it is described in the Note of Contingent assets and liabilities in the Consolidated financial statements.

15 RELATED PARTIES

Balances and main transactions with related parties are detailed as follows:

31.December
30.September.2015 Restated
(note 4)
Balance:
Shareolders 4,142,368 4,219,330
Subsidiaries 63,695,910 1,482,009,644
Jointly controlled companies 133,402
Associated companies 100,958 230,233
Accounts receivable 67,939,236 1,486,592,609
Shareolders 38,169,580 2,701,597
Subsidiaries 16,676,310 23,586,741
Associated companies 544,719 291,896
Other related parties 191 46,947
Accounts payable 55,390,800 26,627,181
Subsidiaries 3,372,566,993 2,153,763,572
Jointly controlled companies 8,635,000
Associated companies 11,599,776 11,322,205
Loans granted 3,384,166,769 2,173,720,777
Shareolders 400,000,000 400,000,000
Subsidiaries 1,327,609,262 459,401,618
Loans obtained 1,727,609,262 859,401,618
30.September.2015 30.September.2014
Transactions:
Associated companies 459,196
Services rendered 459,196
Shareolders 1,004,050 1,855,588
Subsidiaries 320 375
Jointly controlled companies 5,692
Associated companies 16,797 30,664
Other related parties 106 116
Purchases and services obtained 1,021,273 1,892,435
Shareolders 50,912 98,854
Subsidiaries 275,621 438,015
Associated companies 69 567
Other income 326,602 537,436
Shareolders 1,661
Subsidiaries 59,581,091 35,380,767
Jointly controlled companies 318,740
Associated companies 262,116 368,837
Interest income 59,844,868 36,068,343
Shareolders 25,451,880 27,573,746
Subsidiaries 5,759,009 3,787,636
Other related parties 24,208 45,542
Interest expenses 31,235,097 31,406,924
Subsidiaries 113,299 16,758,860
Dividend income 113,299 16,758,860
Subsidiaries 37,656,714
Income from Investment Fund Participation Units 37,656,714

All Sonae, SGPS, S.A. and Efanor Investimentos SGPS, SA subsidiaries, associates and joint ventures are considered related parties and are identified in Consolidated Financial Statements.

During the 9 months ended as at September 2015 and 2014 did not occur any transactions including granted loans to the Company's Directors.

16 INVESTMENT INCOME

As at 30 September 2015 and 2014 investment income is as follows:

30.September.2015 30.September.2014
Dividends received 113,299 16,758,860
Income from financial investements 37,656,714
Reverse of impairment losses 2,262,690 4,349,891
Impairment losses (6,998,052) (15,474,000)
Losses on investments sales (4,048,823)
33,034,651 1,585,928

17 FINANCIAL INCOME / EXPENSES

As at 30 September 2015 and 2014, net financial expenses are as follows:

30.September.2015 30.September.2014
Interest receivable
related to bank deposits 7,735 83,214
related to loans granted 59,844,869 36,041,873
Others 173,450 26,470
Other financial income 9,234
Financial income 60,035,288 36,151,557
Interest payable
related to bank deposits and overdrats (1,071,322) (2,078,022)
related to non convertible bonds (12,934,955) (13,937,819)
related to loans obtained (31,235,099) (31,406,924)
Other financial expenses
Up front fees on the issuance of debt (3,567,311) (5,475,571)
Others (930,704) (8,155)
Financial expenses (49,739,391) (52,906,491)

18 EARNINGS PER SHARE

Earnings per share for the periods ended 30 September 2015 and 2014 were calculated taking into consideration the following amounts:

30.September.2015 30.September.2014
Net Profit
Net profit taken into consideration to calculate
basic earnings pershare (Net profit for the period)
29,067,077 (14,733,114)
Net profit taken into consideration to calculate
diluted earnings pershare
29,067,077 (14,733,114)
Number of shares
Weighted average number of shares used to calculate
basic earnings pershare
900,000,000 900,000,000
Weighted average number of shares used to calculate
diluted earnings pershare
900,000,000 900,000,000
Earnings pershare (basic and diluted) 0.0323 (0.0164)

19 SUBSEQUENT EVENTS

As at 21 October 2015 the company sold 100% of the share capital held in Raso, SGPS, SA to Springwater Tourism Group, SGPS, SA.

20 APPROVAL OF THE FINANCIAL STATEMENTS

The accompanying financial statements were approved by the Board of Directors and authorized for issue on 2 November 2015.

21 INFORMATION REQUIRED BY LAW

Decree‐Law ner 318/94 art. 5th ner 4th

During the period ended as at 30 September 2015 shareholders' loan contracts were signed with the following companies:

Fozimo – Sociedade Imobiliária, SA MDS SGPS, SA Selifa ‐ Sociedade de Empreendimentos Imobiliários, SA Socijofra ‐ Sociedade Imobiliária, SA Sonae Capital Brasil, Ltda Valor N, SA

During the period ended as at 30 September 2015, treasury application agreements were signed with the following companies:

Efanor Investimentos, SGPS, SA Fashion Division, SA MJB ‐ Design, Lda Pharmacontinente – Saúde e Higiene, SA Sonae Financial Services, SA Sonae, SGPS, SA

The amounts due to group companies as at 30 September 2015 related to the mentioned contracts were the following:

Company 30.September.2015
BB Food Service, SA 5,056,417
Bom Momento ‐ Comercio Retalhista, SA 355,640
Continente Hipermercados, S.A. 117,441,282
Contibomba ‐ Comércio e Distribuição de Combustíveis, SA 1,054,640
Fashion Division, SA 3,887,140
Modelo Continente Hipermercados, SA 89,066,941
Modelo Hiper Imobiliária, SA 3,992,640
Modelo.Com ‐ Vendas por Correspondência, SA 10,835,640
Pharmacontinente ‐ Saúde e Higiene, SA 2,171,522
Sesagest ‐ Projectos e Gestão Imobiliária, SA 61,624,641
Sonae ‐ Specialized Retail, SGPS, SA 886,797,640
SonaeSR ‐ Serviços e Logística, SA 892,000
Têxtil do Marco, SA 1,188,640
Tlantic Portugal ‐ Sistemas de Informação, SA 876,939
Worten ‐ Equipamentos para o Lar, SA 142,367,540
1,327,609,262

As at 30 September 2015 amounts owed by subsidiaries can be detailed as follows:

Company 30.September.2015
Azulino ‐ Imobiliária, SA 3,477,534
Bertimóvel ‐ Sociedade Imobiliária, SA 10,369,769
Canasta ‐ Empreendimentos Imobiliários, SA 898,966
Chão Verde ‐ Sociedade de Gestão Imobiliária, SA 13,118,298
Citorres ‐ Sociedade Imobiliária, SA 1,727,808
Contimobe ‐ Imobiliária do Castelo de Paiva, SA 5,161,279
Cumulativa ‐ Sociedade Imobiliária, SA 925,091
Discovery Sports, SA 3,110,360
Farmácia Selecção, SA 98,360
Fozimo – Sociedade Imobiliária, SA 1,111,060
Igimo – Sociedade Imobiliária, SA 872,298
Iginha – Sociedade Imobiliária, SA 13,730,361
Imoconti – Sociedade Imobiliária, SA 364,360
Imoestrutura ‐ Sociedade Imobiliária, SA 233,003
Imomuro ‐ Sociedade Imobiliária, SA 10,511,218
Imoresultado – Sociedade Imobiliária, SA 509,954
Imosistema ‐ Sociedade Imobiliária, SA 51,504
Infofield ‐ Informática, S.A. 99,360
MJB ‐ Design, Lda 204,000
MJLF ‐ Empreendimentos Imobiliários, SA 2,216,945
Modalfa ‐ Comércio e Serviços, S.A. 15,430,360
Modalloop ‐ Vestuário e Calçado, SA 900,360
Modelo ‐ Distribuição de Materiais de Construção, SA 2,308,144
MDS SGPS, SA 9,291,631
Pharmaconcept ‐ Actividades em Saúde, SA 3,360
Ponto de Chegada ‐ Promoção Imobiliária, SA 2,544,000
Predicomercial ‐ Promoção Imobiliária, SA 1,301,068
Predilugar ‐ Sociedade Imobiliária, SA 6,602,000
Raso, SGPS, SA 2,160,896
Selifa ‐ Sociedade de Empreendimentos Imobiliários, SA 1,978,734
SDSR ‐ Sports Division SR, SA 18,088,360
Sempre à Mão ‐ Sociedade Imobiliária, SA 709,789
Socijofra ‐ Sociedade Imobiliária, SA 4,104,138
Sociloures ‐ Sociedade Imobiliária, SA 73,772
Sonae Capital Brasil, Ltda 4,164,077
Sonae Center Serviços II, SA 41,100,972
Sonae Financial Services, SA 1,656,000
Sonae MC ‐ Modelo Continente, SGPS, SA 3,140,431,026
Sonaerp ‐ Retail Properties, SA 46,373,865
Sondis Imobiliária, SA 711,716
Valor N, SA 2,536,201
Zippy ‐ Comércio e Distribuição, S.A. 5,140,360
Zyevolution Investigação e Desenvolvimento, SA 766,360
3,377,168,717

The Board of Directors,

Duarte Paulo Teixeira de Azevedo

Ângelo Gabriel Ribeirinho dos Santos Paupério

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