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Sonae SGPS

Quarterly Report May 31, 2012

1901_10-q_2012-05-31_6564ffb5-7f96-4de6-b174-aa43d70c09d5.pdf

Quarterly Report

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1HIGHLIGHTS

Consolidated turnover in line with the previous year

  • Sonae MC like-for-like sales increase by 1%
  • The 26% growth in sales outside of Portugal mitigates the impact of the difficult macroeconomic context over Sonae SR's turnover

Efficiency gains allowing for EBITDA growth

  • Consolidated recurrent EBITDA grows by 6% against the 1Q11
  • Sonae MC increases recurrent EBITDA by 15%
  • Sonaecom and Sonae Sierra strengthen EBITDA margins by 4.1 and 0.9 p.p., respectively

Strengthening of capital structure

  • Net result attributable to the Group positive by 2M€, below the same period last year mostly as a result of the non-recurrent gains registered in the 1Q11
  • Completion of refinancing operations in the total amount of 500 M€, ensuring the refinancing requirements for 2012 and increasing the average debt maturity

"Despite the significant decrease in consumption in Portugal and Spain, our teams managed to obtain gains in productivity and efficiency which enabled us to maintain or even improve operating profitability in the overwhelming majority of our businesses: food retail, telecommunications, shopping centres and electronics retail.

It is worth highlighting the capacity of our food retail business to obtain a growth in LfL sales; of Sonaecom (Optimus and SSI) which again delivered an important growth in profitability; and of Worten, that managed to successfully face two double-digit market falls in consecutive years.

The fashion and sports businesses have specific supply models that proved to be inadequate to deal with the prevailing decreases and uncertainties in consumption. We have begun an in-depth revision of these models, which should have positive effects from the Fall/Winter season of this year.

On the whole, we were capable of increasing consolidated EBITDA margin, compared to the same quarter of 2011, essentially due to gains in efficiency and productivity, as well as some market share gains. At the same time, our international growth effort was significant, achieving a 26% growth rate of retail sales despite the significant contraction in consumption of some categories in Spain.

This year we initiated Sonae Sierra´s consolidation under the Equity Method, anticipating the expected recommendations for IFRS 11 and eliminating the difficulties felt in the past in relation to the consolidated reporting of such distinct activities as retail or telecommunications and real estate. It is worth highlighting that Sonae Sierra continues to be a very important activity for Sonae, be it in terms of asset value, be it in terms of relations between our different businesses."

Paulo Azevedo, CEO Sonae

2OVERALL PERFORMANCE

this report) Consolidated profit & loss account Million euros 1Q11PF(1) 1Q12 Var Turnover 1.264 1.241 -2% Turnover (ex-fuel) 1.258 1.241 -1% Recurrent EBITDA 108 114 6% Recurrent EBITDA margin 8,5% 9,2% 0,7 p.p EBITDA 120 114 -5% EBITDA margin 9,5% 9,2% -0,3 p.p EBIT 32 24 -25% Net financial activity -19 -21 -13% Other items 1 6 - EBT 15 9 -36% Taxes 2 0 - Net income 16 9 -44% ... Group share 12 2 -86%

(1) The 2011 results were restated to reflect (i) the change in the consolidation method applicable to Sonae Sierra and Geostar; and (ii) the change made by Sonaecom in the accounting criteria for costs related to customers' loyalty contracts. For further information please refer to the Methodological Notes in Section 10.

Net invested capital

Million euros
1Q11PF 4Q11PF 1Q12
Net invested capital 3.904 3.663 3.935
Technical investment1 3.141 3.253 3.215
Financial investment 561 541 532
Goodwill 672 660 659
Working capital -470 -791 -472
Total shareholders funds 1.607 1.700 1.639
Total net debt2 2.298 1.963 2.296
Net debt / Invested capital 59% 54% 58%

(1)Includes available for sale assets; (2) Financial netdebt + net shareholderloans.

  • During the 1Q12 there were no significant changes on the tendencies which had been observed during 2011 in the different countries where Sonae is present. The benefits of growth in Brazil and the relatively stable environment in other European countries continue to be compensated by the economic contraction of the Iberian markets. As expected, the additional austerity measures which came into force in 2012 have strongly conditioned the consumption attitude of families. It is estimated, for example, that private consumption has decreased in Portugal by 5.3% during 1Q12 1 . In this challenging context, Sonae´s turnover remained practically stable at 1.2 billion Euro2 , an evolution that was only possible thanks to market share gains, particularly evident in the food based business.
  • Recurrent EBITDA reached 114 M€ in the 1Q12, 6% above the figure reached in the previous year, despite the impact of consumer retraction in the Iberian markets, felt especially at the level of non-food categories. This positive performance was determined by the growth in recurrent EBITDA of the food retail and telecommunications businesses, enabling the company to reach a consolidated EBITDA margin of 9.2%, 0.7 p.p. above 1Q11.
  • In 1Q12, total net income amounted to 9 M€, 7 M€ below the figure registered in the same period last year, essentially due to the non-existence of capital gains associated with the sale of assets by Sonae RP (vs. 13 M€ registered in 1Q11). The net income attributable to the group was approximately 2 M€.
  • In the first quarter of the year, Group Capex reached 44 M€, having been essentially allocated to remodelling and maintenance of retail assets in Portugal and, in the case of Sonaecom, to the development of its telecommunications network, including the first stages of the 4G network deployment.
  • On 31st March 2012, total net debt totalled 2,296 M€, in line with the same period 2011, despite the impact of the initial payment of the LTE spectrum acquisition (83 M€) made by Sonaecom. The company thus continues to strengthen its capital structure, with total debt decreasing sustainably and representing, at the end of 1Q12, 58% of invested capital (vs. 59% in the same period of 2011)

1 Source: Banco de Portugal – Economic Indicators

2 The universe under analysis excludes sales related to petrol filling stations (because the company transferred them to third parties to manage the remaining petrol filling stations during 2011), and the change in Sonae Sierra´s consolidation to the Equity Method (see Methodological Notes in Section 10 of

3TURNOVER

Turnover

Million euros
1Q11PF 1Q12 Var
Turnover 1.264 1.241 -2%
Turnover (ex-fuel) 1.258 1.241 -1%
Sonae MC 736 743 1%
Sonae SR 276 273 -1%
Sonae RP 31 30 -3%
Sonaecom 216 202 -6%
Investment management 26 25 -3%
Eliminations & adjustments -26 -32 -21%
Petrol stations 7 0 -100%

Turnover breakdown (1Q12) % total turnover ex-fuel

In the first quarter 2012, Sonae registered a consolidated turnover of 1,241 M€3 , practically in line with the previous year. The main contributors for this evolution were the following:

  • Sonae MC with 743 M€ (+1%). The growth registered incorporates an evolution of circa +1% in sales, on a "LfL" basis. This positive evolution, clearly above market performance, was made possible by the increase in volumes sold and by the relative stability of the average unit price, with the prevailing market inflation4 practically compensated by the effect of the trading down carried out by consumers in Portugal. Sonae MC thus strengthened the gains in market share registered in the previous year (obtaining an estimated increase of +0.9 p.p. of share during the 1Q12)5 , with a strong contribution from its private label portfolio that reached a representativeness of almost 31% in the sales of the relevant categories.
  • Sonae SR with 273 M€ (-1% or -12.2% on a "LfL" basis), reflecting the negative evolution of sales witnessed in the Iberian markets during the last quarters and despite a 15% increase in the sales area. Sales from the various Sonae SR formats in Portugal decreased by circa 11%, which were only partially compensated by the 26% growth attained in the international markets. Sales outside of Portugal represented 33% of total sales in the 1Q12, 7 p.p. above the figure registered in the same period of 2011. In the consumer electronics segment, Worten continues to strengthen its position in the Iberian market, having launched during the 1Q12 its new on-line platform in the Spanish market.
  • Sonae RP with 30 M€ (-3%), the slight decrease compared to the same period in 2011 is explained essentially by the impact of the asset disposals (via sale & leaseback operations) which took place during last year.
  • Sonaecom with 202 M€ (-6%). The reduction results from lower product sales (down by 29.8%) and from lower service revenues, determined both by the decrease in customer revenues and by the level of regulated tariffs (mobile termination rates and roaming). It is worth noting the 1.2% increase in Optimus' post-paid customer base and the fact that data revenues represented more than 31% of total service revenues during the 1Q12.

see note 2 on previous page

4 Inflation estimated in the food retail sector in Portugal was 3,2% in 1Q12 (source: Eurostat)

4RECURRENT EBITDA

Recurrent EBITDA
Million euros
1Q11PF 1Q12 Var
Sonae 108 114 6%
Sonae MC 29 33 15%
Sonae SR -11 -12 -17%
Sonae RP 28 27 -4%
Sonaecom 55 60 9%
Investment management 1 1 7%
Eliminations & adjustments 6 6 6%
Recurrent EBITDA
% of turnover
1Q11PF 1Q12 Var
Sonae 8,5% 9,2% 0,7 p.p
Sonae MC 3,9% 4,4% 0,5 p.p
Sonae SR -3,9% -4,6% -0,7 p.p
Sonae RP 91,3% 90,6% -0,7 p.p
Sonaecom 25,7% 29,8% 4,1 p.p
Investment management 3,8% 4,2% 0,4 p.p
  • In consolidated terms, Group Recurrent EBITDA totalled 114 M€, 6% above 1Q11, representing a profitability margin of 9.2%, an increase of 0.7 p.p. In a difficult macroeconomic environment, this performance was supported by the productivity gains and operating efficiency improvements in the different business areas. In terms of performance per business, it is worth highlighting:
  • Sonae MC with 33 M€ (+15% or +4 M€), representing a profitability of 4.4% of the respective turnover (+0.5 p.p. compared to the 1Q11), a very positive result in the current environment of consumer retraction. Sonae MC was able to sustain its competitiveness during this period via a combination of a relevant promotional effort, leveraged on its "Continente" loyalty card (which was involved in circa 90% of sales in the period), a rigorous cost control and new gains in productivity.
  • Sonae SR contribution totalled -12 M€, which compares with a figure of -11 M€ registered in the same period last year. This slight deterioration essentially reflects an additional reduction in sales per square meter, as a result of the negative behaviour of retail revenues on the Iberian Peninsula, which continues to be particularly evident in the discretionary categories. This reduction in the level of sales density has more than compensated the significant cost savings and gains in efficiency obtained by the businesses. It is also worth highlighting the resilience and adaptability demonstrated by the consumer electronics business (Worten) during the course of this consumer retraction period.
  • Sonae RP with 27 M€. This figure is slightly below that of the same period last year (-1 M€ or -4%), solely due to the reduction in the asset portfolio, resulting from the sale & leaseback transactions carried out in the first quarter of 2011 (involving 1 Continente and 1 Worten store).
  • Still in the 1Q12, Sonaecom´s contribution surpassed 60 M€ (+9%), corresponding to a 29.8% sales margin (+4.1 p.p. against the same period in 2011) with all its business areas registering a positive growth in their respective profitability. It is particularly worth highlighting the record EBITDA margin obtained by Optimus' mobile business (42.1% in the 1Q12).

5 RESULTS OF ASSOCIATED COMPANIES

SONAE SIERRA

Sonae Sierra - Operational Data
1Q11 1Q12 Var
Footfall (million visitors)
Europe
Brazil
177
100
76
176
100
76
0%
0%
0%
Ocuppancy rate (%)
Europe
Brazil
97%
97%
97%
96%
98%
96% -0,8 p.p
-1,1 p.p
0,5 p.p
Tenant sales (M€) - LfL
Europe
Brazil
1.153
784
369
1.144
739
404
-0,8%
-5,7%
9,6%
Nº of shopping centres owned/co-owned (EOP)
Europe
Brazil
49
39
10
51
40
11
2
1
1
GLA owned in operating centres ('000 m2)
Europe
Brazil
1.567
361
1.928 2.015
1.589
426
5%
1%
18%

Sonae Sierra - Financial indicators

1Q11 1Q12 Var
Turnover 51 52 2%
EBITDA 29 30 4%
EBITDA margin 57,1% 58,0% 0,9 p.p
Direct result 14 18 24%
Indirect result -4 -5 -20%
Net results 10 13 25%
… atributable to Sonae 5 7 25%
  • In a context of a strong consumer retraction in southern European countries, with a natural impact on the retail real estate sector, Sonae Sierra once again demonstrated the quality of its assets, maintaining, at the end of 1Q12, an overall occupancy rate in its portfolio of 96%, a slight decrease of 0.7% when compared to the same period in 2011. In the overall portfolio managed by Sonae Sierra, tenant sales decreased only by 0.8%, on a comparable basis, particularly due to the economic conditions in Greece, Portugal and Spain. It is worth highlighting the continued excellent operating performance in Brazil, with a 11.4% growth in sales, in local currency terms.
  • Essentially as a result of the developments described above, but also driven by a doubling of revenues from development services rendered to third parties, Sonae Sierra turnover6 increased circa 2% to 52 M€ in the 1Q12.
  • EBITDA grew by 3.5% (to 30 M€ in the 1Q12), as a reflection of the gains in efficiency delivered by the cost control efforts across all areas of the company, in addition to the growth of the services business line, which translates into a 58.0% EBITDA margin in the period, 0.9 p.p. above the comparable period.
  • In the same period, Sonae Sierra reached a net result of 13 M€, of which the share attributable to Sonae was of 7 M€, which represents an increase of 25% compared to the 1Q11. This positive evolution was made possible by the 24% increase in direct result, mostly as a consequence of improvements in financial results and operational efficiency. The indirect result decreased by 20% in relation to the same period in 2011, but it should be noted that Sonae Sierra has begun, from this period onwards, and in line with market practices, to revalue its portfolio only on a semi-annual basis.
  • Regarding the value of its assets, on 31 March 2012 the company´s OMV (Open Market Value) was 2.33 bn€, 23 M€ above the 2011 year end figure. It is worth highlighting the 2 openings that occurred during the 1Q12: "Le Terrazze" in Italy and "Uberlândia" in Brazil. In what concerns leverage, essentially due to the development of the projects under construction in Brazil and Germany, the "Loan-to-value" ratio increased from 41% in the same period last year to 43% at the end of March 2012. As a result of the above, Sonae Sierra's Net Asset Value was 1.19 bn€ at the end of 1Q12.

6 Financial indicators as published by Sonae Sierra on 8 May 2012 (management accounts). Sonae holds a 50% stake in Sonae Sierra.

6 NET RESULTS

Consolidated results
Million euros
1T11PF 1T12 Var
Recurrent EBITDA 108 114 6%
Recurrent EBITDA margin 8,5% 9,2% 0,7 p.p
EBITDA 120 114 -5%
EBITDA margin 9,5% 9,2% -0,3 p.p
Provisions & impairments (1) -5 -10 -75%
Depreciations & amortizations -82 -81 2%
EBIT 32 24 -25%
Net financial activity -19 -21 -13%
Other items 1 6 -
EBT 15 9 -36%
Taxes 2 0 -117%
Net results 16 9 -44%
Group share 12 2 -86%

(1) Includes reversion of impairments and negative goodwill

  • In 1Q12, consolidated EBITDA reached 114 M€. This figure represents a decrease of 6 M€ or 5% in relation to the same period last year, with the positive evolution in the level of recurrent EBITDA (+6%) being more than off-set by the inexistence of capital gains registered by Sonae RP in this quarter (vs. 13 M€ registered in 1Q11), as no retail property sales were completed during the first quarter of 2012.
  • In the same period, the expenses related to depreciations and amortizations stood at 81 M€, practically in line with the previous year, with the effect of the growth in the asset base being compensated by the impact of the accelerated depreciation of the Modelo brand carried out in 2011.
  • Net financial expenses totalled 21 M€ in 1Q12, 13% above the figure registered in the same period last year, with the decrease in average debt being more than compensated by the increase in the effective global interest rates, mainly determined by the increase in spreads required by the banking system. The average cost of credit facilities at the end of March 2012 was circa 2.5%, which compares with 2.1% at the end of the 1Q11.
  • The Other items line basically reflects the results of associated companies and dividends and grew from 1 M€ to 6M€ in this quarter. The most relevant associated company is Sonae Sierra, the performance of which was described in Section 5 of this report.
  • Basically as a consequence of no capital gains being registered in this quarter, total net result was down, against the comparable period in 2011, by 7 M€, to 9 M€ in the 1Q12, of which the amount attributable to the Group was approximately 2 M€.

.

7INVESTED CAPITAL

Capex
Million euros
1Q11PF 1Q12 % of
Turnover
Sonae 65 44 4%
Sonae MC 16 10 1%
Sonae SR 17 5 2%
Sonae RP 2 3 12%
Sonaecom 23 26 13%
Investment management 4 0 0%
Eliminations & adjustments 3 0 -
Recurrent EBITDA - CAPEX 43 70 -

Net invested capital

Million euros
1Q11PF 4Q11PF 1Q12
Invested capital 3.904 3.663 3.935
Technical investment 3.141 3.253 3.215
Financial investment 561 541 532
Goodwill 672 660 659
Working capital -470 -791 -472

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

During the course of the first quarter of 2012 Sonae carried out an overall investment of 44 M€, significantly below the figure registered during the same period in 2011. This reduction is mostly justified by the lower degree of international expansion carried out by Sonae SR during the current year, determined by the expected evolution of the Spanish market and by the consolidation of the strong investments made over the last 3 years.

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

  • Selective opening of new retail stores in Portugal, including 1 Continente Bom Dia and 1 new Worten store;
  • Consolidation of Sonae SR's own store network in international markets. As at the end of March 2012, Sonae SR's formats had a total of 133 stores outside of Portugal, including 11 under franchising agreements;
  • Programmed remodelling of a number of retail units so as to ensure they remain as a reference in their respective catchment areas;
  • Strengthening of the coverage and capacity of the Optimus´ network, a distinctive strategic asset of Sonaecom. During the 1Q12, Sonaecom continued to implement solutions that enable savings in mobile backhaul costs, eliminating, in parallel, dependences upon third party infrastructure, and began implementing its 4G network.

The high cash flow generation of Sonae's businesses continued to increase, as can be noted by the increase of 27 M€ at the level (recurrent EBITDA – Capex) registered in the 1Q12.

As at 31 March 2012, Sonae´s overall net invested capital was 3,935 M€, of which circa 62% is invested in the retail businesses, corresponding to Sonae RP an overall asset portfolio of 1,350 M€. Despite the execution of the sale & leaseback programme of retail properties, the level of freehold at Sonae MC still reached 78%, clearly above the average for European food retailers. Sonaecom´s contribution to the previously referred invested capital reached 931 M€, 88 M€ above the same period last year, essentially as a result of the investments carried out in the 4G networks and license.

8CAPITAL STRUCTURE

Net debt
Million euros
1Q11PF 1Q12 Var
Net financial debt 2.265 2.264 0
Retail units 1.337 1.249 -88
Sonaecom 379 391 12
Investment management 18 22 3
Holding & other 530 603 72
Shareholder loans 33 32 -1

At the end of 1Q12, Sonae´s financial net debt amounted to 2,264 M€, practically in line with the same period 2011, despite the impact resulting from the initial payment (83 M€), made during 2012, relative to the acquisition of the LTE spectrum by Sonaecom. In cumulative terms, in the last three years, the total reduction in net financial debt is of 394 M€, which is particularly relevant when considering the strong investments in international growth carried out by the company during this period.

Sonae thus pursues its strategy of strengthening its capital structure and deleveraging. As at the end of March 2012, consolidated net debt represented 58% of the capital employed, compared to 59% at the end of the 1Q11. In terms of allocation per business, the following is worth highlighting:

  • At the end of 1Q12, the retail units net debt totalled 1,249 M€, 88 M€ below the same period in 2011, exclusively as a result of the business´ strong capacity to generate cashflow as no sale & leaseback of retail real estate assets were completed between the two periods. This reduction in net debt was more than compensated by the lower EBITDA generated by Sonae SR during the preceding 12 months, leading to a slight deterioration of the Net Debt to recurring EBITDA ratio from 3.5x to 3.7x at the end of March 2012.
  • Sonaecom´s net debt increased only by 12 M€, compared to the same quarter in 2011, to 391 M€ at the end of 1Q12, despite the initial payment for the LTE spectrum acquisition (83 M€) carried out at the beginning of 2012 and the distribution of dividends which took place during the 2Q11 (the first since the launch of the company). Excluding the impact of the spectrum acquisition, Sonaecom's net debt would have decreased y.o.y. by 71 M€, clearly demonstrating its growing free cash-flow generation.
  • The holding net debt increased circa 109 M€, to 640 M€ at the end of March 2012, driven by the dividend payment and the impact of the lower stock price over the notional amount of the outstanding Total Return Swap. Despite this increase, the "loan-to-value" ratio of the holding remains at conservative levels, having reached 19% at the end of the 1Q12.

.

9CORPORATE INFORMATION

Main corporate events 1Q12

09 January 2012

Announcement of a partnership between EDP and Sonae MC/Continente, granting a 10% discount on electricity expenses on the Continente loyalty card. The "Plano EDP Continente", with enrolments possible as of 9th January, constituted a new savings solution for the consumer, helping them to manage more efficiently two essential aspects of the family budget: electricity and food purchases.

15 March 2012

For the second consecutive year, Sonae was recognised as one of the "most ethical companies in the world" by the Ethisphere Institute. In 2011, Sonae had been the first Portuguese company to receive this award, and once again was distinguished amongst thousands of companies on a global level, because of its implementation of transparent business practices and initiatives that benefit the community, raising the stakes of ethic standards in all its stakeholders.

27 March 2012

Sonae MC opened a new Continente Bom Dia store in Ramalde, Porto, as part of its expansion strategy and strengthening the brand´s presence in Portugal. With a sales area of 1,500 m2, the new store also possesses a home delivery service, an "easy purchase" system and parking.

27 March 2012

In continuing its policy of divesting non-strategic assets, Sonae announced the sale of 16,600,000 shares representing 6.64% of the share capital of Sonae Capital SGPS, SA, corresponding to the entire participation in that company, via a transaction carried out over-the-counter at a price of 0.215 Euros per share, equivalent to the previous month average closing price of the stock on the Euronext Lisbon stock exchange.

Subsequent events

Between 29th March and 20th April 2012, Sonae acquired in the Euronext Lisbon stock exchange a total of 5,999,276 own shares, which represents approximately 0.3% of its share capital, with the objective of meeting the obligations foreseen in its Medium Term Incentive Plan, applicable to employees and senior executives of the group, as approved by the Shareholders General Assembly. Subsequently, on 27 th April 2012, Sonae informed about the transfer of 5,631,103 own shares, of which 3,943,231 at no cost, by transactions executed over the counter to Sonae's employees and senior executives. Following the transactions mentioned above, Sonae – SGPS, SA is the holder of 368,173 own shares, representing approximately 0.02 % of its share capital.

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

On 2nd May 2012, Sonae informed the market about the completion of a number of refinancing operations in the total amount of 500 M€ which, together with the operations already closed in 2011, enabled the company to complete the 2012 medium and long term debt refinancing programme and already ensure part of the refinancing needs for 2013 and 2014.

10 ADDITIONAL INFORMATION

Methodological notes

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

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

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

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

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

Glossary

Net Invested capital Total net debt + total shareholder funds
Investment properties Shopping centres in operation owned by Sonae Sierra
Liquidity Cash & equivalents + current investments
Like for Like sales ("LfL") Sales made by stores that operated in both periods under the
same conditions. Excludes stores opened, closed or which
suffered major upgrade works in one of the periods
Loan to value Holding Holding Net debt/ Investment Portfolio Gross Asset Value; gross
asset value based on Market multiples, real estate NAV and
market capitalization for listed companies
Loan to value Shopping Centres Net debt / (investment properties + properties under
development)
LTE "Long Term Evolution" is a standard for wireless communication
of high-speed data for mobile phones and data terminals
developed by the Third Generation Partnership Project, an
industry trade group. LTE provides significantly increased
capacity and speed for wireless broadband, using new
modulation techniques.
Net asset value (NAV) Open market value attributable to Sonae Sierra - net debt -
minorities + deferred tax liabilities
Net Debt Bonds + bank loans + other loans + financial leases + shareholder
loans - cash, bank deposits, current investments and other long
term financial applications
Other income Share of results of associated undertakings + dividends
Other loans Bonds, leasing and derivatives
Open market value (OMV) Fair value of properties in operation and under development
(100%), provided by an independent entity
RoIC (Return on invested capital) EBIT(12 months) /Net invested capital
ROE (Return on equity) Total net income n (equity holders)/
Shareholders' Funds n-1
(equity holders)
Recurrent EBITDA EBITDA excluding non-recurrent items, namely gains in sales of
investments and other movements that distort comparability
Technical investment Tangible assets + intangible assets + other fixed assets -
depreciations and amortizations
Value created on investment and development properties
(VCIDP)
Increase (decrease) in the valuation of shopping centres in
operation and under development; shopping centres under
development are only included if a high degree of certainty
concerning their conclusion and opening exists.

Consolidated Income Statement

Consolidated profit and loss account
Million euros
1Q11PF 1Q12 Var
Net results
Turnover 1.264 1.241 -1,9%
Recurrent EBITDA (1) 108 114 6,1%
Recurrent EBITDA margin 8,5% 9,2% 0,7 p.p
EBITDA 120 114 -
EBITDA margin 9,5% 9,2% -0,3 p.p
Provisions & impairments (2) -
5
-10 -74,8%
Depreciations & amortizations -82 -81 2,3%
EBIT 32 2
4
-25,1%
Net financial activity -19 -21 -12,7%
Other items (3) 1 6 -
EBT 15 9 -36,2%
Taxes 2 0 -
Net results 16 9 -44,2%
Group share 12 2 -86,2%
Minority interests 4 7 79,9%
(1) EBITDA excluiding extraordinary items; (2) Includes reversion o
f impairments and negative goodwill; (3) Share o
f results of associated
undertakings +dividends.

Consolidated Balance Sheet

Balance sheet
Million euros
1Q11PF 1Q12 Var 4Q11PF Var
TOTAL ASSETS 6.000 5.971 -0,5% 6.317 -5,5%
Non current assets 4.668 4.704 0,8% 4.747 -0,9%
Tangible and intangible assets 3.140 3.214 2,4% 3.252 -1,2%
Goodwill 672 659 -1,8% 660 -0,1%
Other investments 595 565 -5,0% 575 -1,7%
Deferred tax assets 222 228 2,7% 222 2,6%
Others 39 37 -6,6% 38 -3,3%
Current assets 1.332 1.267 -4,9% 1.570 -19,3%
Stocks 650 625 -3,7% 651 -3,9%
Trade debtors 130 133 2,7% 175 -23,8%
Liquidity 187 176 -6,0% 426 -58,7%
Others (1) - 365
- 332
-9,0% - 318
- 4,5%
SHAREHOLDERS' FUNDS 1.607 1.639 2,0% 1.700 -3,6%
Equity holders 1.283 1.294 0,9% 1.364 -5,1%
Attributable to minority interests 324 345 6,3% 337 2,4%
LIABILITIES 4.393 4.332 -1,4% 4.616 -6,2%
Non-current liabilities 2.638 2.071 -21,5% 2.164 -4,3%
Bank loans 639 458 -28,4% 401 14,0%
Other loans 1.641 1.254 -23,6% 1.389 -9,7%
Deferred tax liabilities 125 133 6,2% 134 -0,8%
Provisions 62 87 41,7% 91 -4,0%
Others 170 138 -18,9% 148 -6,4%
Current liabilities 1.755 2.261 28,9% 2.453 -7,8%
Bank loans 97 290 198,4% 227 28,0%
Other loans 107 472 - 373 26,6%
Trade creditors 923 957 3,7% 1.245 -23,1%
Others 627 542 -13,5% 609 -10,9%
SHAREHOLDERS' FUNDS + LIABILITIES 6.000 5.971 -0,5% 6.317 -5,5%

(1)Includes assets available for sale.

Comparison of the key indicators with former consolidation method of Sonae Sierra and Geostar

Comparison of the key consolidated indicators
With Sonae Sierra and Geostar
as reported
With Sonae Sierra and Geostar
proportional consolidation
(previous method)
SONAE Key Indicators 1Q11(1) 1Q12 var. 1Q11(1) 1Q12 var.
Turnover 1.264 1.241 -2% 1.316 1.291 -2%
Recurrent EBITDA
Recurrent EBITDA margin
108
8,5%
114
9,2%
6%
0,7 p.p
131
9,9%
138
10,7%
6%
0,8 p.p
EBITDA
EBITDA margin
120
9,5%
114
9,2%
-5%
-0,3 p.p
143
10,9%
138
10,7%
-4%
-0,2 p.p
EBIT 32 24 -25% 54 47 -13%
Net financial activity
Other items
-19
1
-21
6
-13%
-
-25
-
3
-27
1
-7%
-
Total direct results
… minority interests
… group share
-
-
-
-
-
-
-
-
-
24
1
0
1
4
18
1
4
4
-27%
32%
-71%
Indirect results - - - -
2
-
2
-
Net results
… minority interests
… group share
16
4
1
2
9
7
2
-44%
80%
-86%
24
1
2
1
2
15
1
3
2
-38%
9
%
-86%
Net invested capital 3.904 3.935 1% 4.895 4.947 1%
Total shareholders' funds
Total net debt
1.607
2.298
1.639
2.296
2%
0%
1.891
3.004
1.921
3.026
2%
1%
Net financial debt 2.265 2.264 0% 2.957 2.980 1%

(1) Includes the restatement of Sonaecom figures, as explained in the Methodological notes (Section 10)

Condensed consolidated financial statements

CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION AT 31 MARCH 2012 AND 2011 AND AT 31 DECEMBER 2011

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

In case of discrepancy the Portuguese version prevails.)

(Amounts expressed in euro)

ASSETS Notes 31 March 2012 31 March 2011
Restated
31 December 2011
Restated
01 January 2011
Restated
NON-CURRENT ASSETS:
Tangible assets 7 2,640,257,747 2,673,344,698 2,672,406,896 2,715,382,100
Intangible assets 8 574,086,794 466,718,894 579,781,789 474,815,909
Goodwill 9 659,446,795 671,875,900 659,813,493 671,030,521
Investments in associates 5 528,448,893 552,014,013 534,134,089 575,397,829
Other investments 6 and 10 37,046,022 42,993,678 40,940,837 43,298,704
Deferred tax assets 13 227,580,209 221,600,386 221,875,249 207,284,904
Other non-current assets 11 36,753,574 39,360,074 37,992,014 40,758,287
Total Non-Current Assets 4,703,620,034 4,667,907,643 4,746,944,367 4,727,968,254
CURRENT ASSETS:
Inventories 625,402,841 649,525,571 650,705,703 682,067,028
Trade accounts receivable and other current assets 12 464,793,013 494,045,576 492,361,631 480,379,388
Investments 10 2,805,603 4,882,491 5,861,218 15,653,114
Cash and cash equivalents 14 173,235,701 182,430,441 420,169,386 219,624,321
Total Current Assets 1,266,237,158 1,330,884,079 1,569,097,938 1,397,723,851
Assets available for sale 720,338 720,338 720,338 9,500,686
TOTAL ASSETS 5,970,577,530 5,999,512,060 6,316,762,643 6,135,192,791
EQUITY AND LIABILITIES
EQUITY:
Share capital 15 2,000,000,000 2,000,000,000 2,000,000,000 2,000,000,000
Own shares (132,354,824) (131,895,330) (131,895,330) (135,679,489)
Reserves and retained earnings (575,285,654) (597,772,531) (608,460,883) (687,567,900)
Profit/(Loss) for the period attributable to the equity holders of the Parent Company 1,690,732 12,212,357 103,944,076 167,940,582
Equity attributable to the equity holders of the Parent Company 1,294,050,254 1,282,544,496 1,363,587,863 1,344,693,193
Equity attributable to non-controlling interests 16 344,719,777 324,150,670 336,803,275 318,520,043
TOTAL EQUITY 1,638,770,031 1,606,695,166 1,700,391,138 1,663,213,236
LIABILITIES:
NON-CURRENT LIABILITIES:
Loans 17 1,711,918,487 2,280,896,196 1,790,735,595 2,051,850,035
Other non-current liabilities 19 138,124,440 170,237,616 147,564,117 165,953,103
Deferred tax liabilities 13 133,155,834 125,369,407 134,191,549 122,336,903
Provisions 22 87,376,719 61,664,351 91,036,377 62,636,516
Total Non-Current Liabilities 2,070,575,480 2,638,167,570 2,163,527,638 2,402,776,557
CURRENT LIABILITIES:
Loans 17 762,175,908 204,716,749 599,709,871 201,410,534
Trade creditors and other current liabilities 21 1,496,789,344 1,547,674,526 1,850,867,229 1,866,194,409
Provisions 22 2,266,767 2,258,049 2,266,767 1,598,055
Total Current Liabilities 2,261,232,019 1,754,649,324 2,452,843,867 2,069,202,998
TOTAL LIABILITIES 4,331,807,499 4,392,816,894 4,616,371,505 4,471,979,555
TOTAL EQUITY AND LIABILITIES 5,970,577,530 5,999,512,060 6,316,762,643 6,135,192,791

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

CONDENSED CONSOLIDATED INCOME STATEMENTS FOR THE PERIODS ENDED 31 MARCH 2012 AND 2011

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

(Amounts expressed in euro)

Notes 31 March 2012 31 March 2011
Restated
Sales 1,038,019,613 1,049,586,310
Services rendered 202,580,350 214,765,078
Investment income 1,593,138 (78,737)
Financial income 3,148,075 3,348,765
Other income 94,139,426 135,818,224
Cost of goods sold and materials consumed (814,428,882) (846,076,904)
Changes in stocks of finished goods and work in progress 61,536 97,173
External supplies and services (233,837,571) (243,363,926)
Staff costs (162,819,438) (172,305,969)
Depreciation and amortisation 7 and 8 (80,567,218) (82,422,316)
Provisions and impairment losses (7,237,516) (7,897,994)
Financial expense (24,472,551) (22,263,205)
Other expenses (13,184,483) (15,659,899)
Share of results of associated undertakings 5 6,407,484 1,181,542
Profit/(Loss) before taxation 9,401,963 14,728,142
Taxation 25 (273,547) 1,618,459
Profit/(Loss) after taxation 9,128,416 16,346,601
Attributable to:
Equity holders of the Parent Company 1,690,732 12,212,357
Non-controlling interests 16 7,437,684 4,134,244
Profit/(Loss) per share
Basic 26 0.000903 0.006520
Diluted 26 0.000899 0.006499

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

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE PERIODS ENDED 31 MARCH 2012 AND 2011

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

In case of discrepancy the Portuguese version prevails.)

(Amounts expressed in euro)

31 March 2012 31 March 2011
Restated
Net Profit / (Loss) for the period 9,128,416 16,346,601
Exchange differences arising on translation of foreign operations (381,593) (1,141,366)
Participation in other comprehensive income (net of tax) related to
associated companies included in consolidation by the equity method
(1,103,718) (13,229,155)
Changes on fair value of available-for-sale financial assets (2,505,654) (166,000)
Changes in hedge and fair value reserves (3,132,740) 5,207,874
Deferred related to changes in fair values reserves 769,475 80,666
Others - -
Other comprehensive income for the period (6,354,230) (9,247,981)
Total comprehensive income for the period 2,774,186 7,098,620
Attributable to:
Equity holders of parent company (4,445,377) 1,923,294
Non controlling interests 7,219,563 5,175,326

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

SONAE, S.G.P.S., S.A.

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

(Translation of condensed consolidated financial statements originally issued in Portuguese. In case of discrepancy the Portuguese version prevails.) (Amounts expressed in euro) FOR THE PERIODS ENDED 31 MARCH 2012 AND 2011

Attributable to Equity Holders of Parent Company
Share
Capital
Own
Shares
Legal
Reserve
Currency
Translation
Reserve
Reserves and Retained Earnings
Hedging
Reserve
Investments
Fair Value
Reserve
Other
Reserves and
Retained
Total Net
Profit/(Loss)
Total Non controlling
Interests
(Note 16)
Total
Equity
Balance as at 1 January 2011 - restated 2,000,000,000 (135,679,489) 167,816,034 8,783,221 4,829,654 (9,770,493) Earnings
(859,226,316)
(687,567,900) 167,940,582 1,344,693,193 318,520,043 1,663,213,236
Total compreensive income for the period - - - (527,190) (166,000) 5,249,558 (14,845,431) (10,289,063) 12,212,357 1,923,294 5,175,326 7,098,620
Appropriation of profit of 2010:
Transfer to legal reserves and retained earnings
Dividends distributed
-
-
-
-
19,321,614
-
-
-
-
-
-
-
148,618,968
(66,200,000)
148,618,968
(66,200,000)
(167,940,582)
-
(19,321,614)
(66,200,000)
-
(237,040)
(19,321,614)
(66,437,040)
Disposal of own shares/ attribution to employees - 3,784,159 - - - - (353,920) (353,920) - 3,430,239 (125,901) 3,304,338
Partial Disposal of affiliated companies - - - - - - (2,081,749) (2,081,749) - (2,081,749) 580,961 (1,500,788)
Capital increase and share premium
Others
-
-
-
-
-
-
-
-
-
-
-
-
-
779,519
-
779,519
-
-
-
779,519
253,523
(16,242)
253,523
763,277
Balance as at 31 March 2011 - restated 2,000,000,000 (131,895,330) 187,137,648 8,256,031 4,663,654 (4,520,935) (793,308,929) (597,772,531) 12,212,357 1,282,544,496 324,150,670 1,606,695,166
Saldo em 1 de Janeiro de 2012 - restated 2,000,000,000 (131,895,330) 187,137,648 6,935,942 2,505,654 (3,434,957) (801,605,170) (608,460,883) 103,944,076 1,363,587,863 336,803,275 1,700,391,138
Total compreensive income for the period - - - (204,646) (2,505,654) (2,322,091) (1,103,718) (6,136,109) 1,690,732 (4,445,377) 7,219,563 2,774,186
Appropriation of profit of 2011:
Transfer to legal reserves and retained earnings
- - - - - - 103,944,076 103,944,076 (103,944,076) - - -
Dividends distributed - - - - - - (66,187,813) (66,187,813) - (66,187,813) (175,502) (66,363,315)
Disposal of own shares/ attribution to employees - (459,494) - - - - 1,542,800 1,542,800 - 1,083,306 - 1,083,306
Others - - - - - - 12,275 12,275 - 12,275 872,441 884,716
Balance as at 31 March 2012 2,000,000,000 (132,354,824) 187,137,648 6,731,296 - (5,757,048) (763,397,550) (575,285,654) 1,690,732 1,294,050,254 344,719,777 1,638,770,031

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

SONAE, S.G.P.S., S.A.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE PERIODS ENDED 31 MARCH 2012 AND 2011

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

In case of discrepancy the Portuguese version prevails.)

(Amounts expressed in euro)

Notes 31 March 2012 31 March 2011
Restated
OPERATING ACTIVITIES
Net cash flow from operating activities (1) (142,404,180) (231,233,023)
INVESTMENT ACTIVITIES
Cash receipts arising from:
Investments 4,048,844 10,842,252
Tangible and intangible assets 1,400,644 62,522,058
Others 3,852,984 15,100,118
9,302,472 88,464,428
Cash Payments arising from:
Investments (3,841,708) (9,704,982)
Tangible and intangible assets (157,747,994) (95,443,047)
Others (1,300,000) (950,444)
(162,889,702) (106,098,473)
Net cash used in investment activities (2) (153,587,230) (17,634,045)
FINANCING ACTIVITIES
Cash receipts arising from:
Loans obtained 1,380,198,845 903,978,532
Others - 1,470,000
1,380,198,845 905,448,532
Cash Payments arising from:
Loans obtained (1,311,885,759) (670,092,555)
Interest and similar charges (26,840,088) (21,158,790)
Dividends (124,500) (135,938)
Others (1,543,331) (1,212,215)
(1,340,393,678) (692,599,498)
Net cash used in financing activities (3) 39,805,167 212,849,034
Net increase in cash and cash equivalents (4) = (1) + (2) + (3) (256,186,243) (36,018,034)
Effect of foreign exchange rate (225,745) 127,701
Cash and cash equivalents at the beginning of the period 14 415,457,116 212,671,439
Cash and cash equivalents at the end of the period 14 159,496,618 176,525,704

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

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL

STATEMENTS FOR THE PERIOD ENDED

31 MARCH 2012

(Amounts expressed in euro)

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

In case of discrepancies the Portuguese version prevails.)

1 INTRODUCTION

SONAE, SGPS, SA ("Sonae Holding"), has its head office at Lugar do Espido, Via Norte, Apartado 1011, 4471- 909 Maia, Portugal, and is the parent company of a group of companies, as detailed in Notes 4 to 6 ("Sonae"). Sonae`s operations and operating segments are described in Note 28.

2 PRINCIPAL ACCOUNTING POLICIES

2.1. Basis of preparation

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

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

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

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

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

3 CHANGES IN ACCOUNTING POLICIES

During the period the Group changed the following accounting policies:

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

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

During the period ended at March 31st, 2012, in order to anticipate a probable endorsement of this standard and to facilitate the future comparison with the financial statements of the Company, Sonae decided, from January 1st 2012 onwards, to start reporting all jointly controlled entities (Sonae Sierra, Raso and others) in accordance with the equity method (the only one possible under IFRS 11).

3.2 Capitalization of the costs related with customers' loyalty contracts

Additionally, during the period ended at March 31st, 2012, the Group, aligned with the best practices in the telecommunications sector, changed its accounting criteria for costs related to customers' loyalty contracts. To date, these were recorded as an expense in the year they occurred. From 1 January 2012 onwards, the costs incurred for customers' loyalty contracts, which include indemnity clauses for early termination, are capitalised as "Intangible Assets" and amortised over the period of the contracts. This is because it is now possible to apply a reliable cost allocation to the respective contracts, as well as the income per customer of each contract, so fulfilling the criteria for capitalisation required by IAS 38. When a contract is terminated the net value of intangible assets associated with this contract is immediately recognized as an expense in the income statement.

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

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

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

Statement of financial position at January 1, 2011

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

Statement of financial position at March 31, 2011

Before change Capitalization of
the costs related
with costumers´
loyalty contracts
Change in
consolidation
method from
PROP to EQM
Restated
Total assets 7,432,887,197 18,012,797 (1,451,387,934) 5,999,512,060
Non-current assets 5,952,204,009 18,012,797 (1,302,309,163) 4,667,907,643
Investments 113,863,914 - 481,143,777 595,007,691
Goodwill 740,979,987 - (69,104,087) 671,875,900
Investment Property 1,681,041,084 - (1,681,041,084) -
Other non-current assets 3,416,319,024 18,012,797 (33,307,769) 3,401,024,052
Current assets 1,480,683,188 - (149,078,771) 1,331,604,417
Equity 1,878,194,080 13,239,406 (284,738,320) 1,606,695,166
Attributable to shareholders 1,276,661,599 7,217,171 (1,334,274) 1,282,544,496
Non-controlling interests 601,532,481 6,022,235 (283,404,046) 324,150,670
Total liabilities 5,554,693,117 4,773,391 (1,166,649,614) 4,392,816,894
Non-current liabilities 3,634,386,238 4,773,391 (1,000,992,059) 2,638,167,570
Loans 3,010,529,543 - (729,633,347) 2,280,896,196
Deferred tax liabilities 377,632,435 4,773,391 (257,036,419) 125,369,407
Other liabilities 246,224,260 - (14,322,293) 231,901,967
Current liabilities 1,920,306,879 - (165,657,555) 1,754,649,324
Loans 259,176,494 - (54,459,745) 204,716,749
Suppliers and other liabilities 1,661,130,385 - (111,197,810) 1,549,932,575
Total equity and liabilities 7,432,887,197 18,012,797 (1,451,387,934) 5,999,512,060

Statement of financial position at December 31, 2011

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

Income statement at March 31, 2011

Before change Capitalization of
the costs related
with costumers´
loyalty contracts
Change in
consolidation
method from
PROP to EQM
Restated
Turnover 1,316,014,548 - (51,663,160) 1,264,351,388
EBITDA 144,705,831 5,450,711 (29,812,240) 120,344,302
EBITDA margin 11.00% 0.00% 0.00% 9.52%
Provisions and imparment losses (7,367,140) - 1,906,194 (5,460,946)
Depreciation and amortisation (77,361,499) (5,447,804) 386,987 (82,422,316)
EBIT 59,977,192 2,907 (27,519,059) 32,461,040
Finantial results (26,445,237) - 7,530,797 (18,914,440)
Share of results of associated undertakings (3,299,467) - 4,481,009 1,181,542
EBT 30,232,488 2,907 (15,507,253) 14,728,142
Taxes (6,376,051) (770) 7,995,280 1,618,459
Profit/(Loss) after taxation 23,856,437 2,137 (7,511,973) 16,346,601
Atributable to the equity holders 11,802,308 1,165 408,884 12,212,357
Atributable to non-controlling interests 12,054,129 972 (7,920,857) 4,134,244

4 GROUP COMPANIES INCLUDED IN THE CONSOLIDATED FINANCIAL STATEMENTS

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

Percentage of capital held
31 March 2012 31 December 2011
COMPANY Head Office Direct Total Direct Total
Sonae - SGPS, S.A. Maia HOLDING HOLDING HOLDING HOLDING
Retail
Arat Inmuebles, SA a) Madrid (Spain) 100.00% 100.00% 100.00% 100.00%
Azulino Imobiliária, SA a) Maia 100.00% 100.00% 100.00% 100.00%
BB Food Service, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Bertimóvel - Sociedade Imobiliária, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Bom Momento - Restauração, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Canasta - Empreendimentos Imobiliários, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Carnes do Continente - Indústria e Distribuição
Carnes, SA
a) Santarém 100.00% 100.00% 100.00% 100.00%
Chão Verde - Sociedade de Gestão Imobiliária, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Citorres - Sociedade Imobiliária, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Contibomba - Comércio e Distribuição de
Combustíveis, SA
a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Contimobe - Imobiliária de Castelo de Paiva, SA a) Castelo de Paiva 100.00% 100.00% 100.00% 100.00%
Continente Hipermercados, SA a) Lisboa 100.00% 100.00% 100.00% 100.00%
Cumulativa - Sociedade Imobiliária, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Discovery Sports, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Edições Book.it, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Estevão Neves - Hipermercados da Madeira, SA a) Madeira 100.00% 100.00% 100.00% 100.00%
Farmácia Selecção, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Fashion Division, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Fashion Division Canárias, SL a) Tenerife (Spain) 100.00% 100.00% 100.00% 100.00%
Fozimo - Sociedade Imobiliária, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Fozmassimo - Sociedade Imobiliária, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Fundo de Investimento Imobiliário Fechado
Imosede
a) Maia 54.55% 54.55% 54.55% 54.55%
Fundo de Investimento Imobiliário Imosonae Dois a) Maia 99.94% 99.94% 99.94% 99.94%
Igimo - Sociedade Imobiliária, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Iginha - Sociedade Imobiliária, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Imoconti - Sociedade Imobiliária, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Imoestrutura - Sociedade Imobiliária, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Imomuro - Sociedade Imobiliária, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Imoresultado - Sociedade Imobiliária, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Imosistema - Sociedade Imobiliária, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Infofield - Informática, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Marcas MC, zRT a) Budapest (Hungary) 100.00% 100.00% 100.00% 100.00%
MJLF - Empreendimentos Imobiliários, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Modalfa - Comércio e Serviços, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Modalloop - Vestuário e Calçado, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Modelo Continente Hipermercados, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Modelo Hiper Imobiliária, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Modelo Continente International Trade, SA a) Madrid (Spain) 100.00% 100.00% 100.00% 100.00%
Modelo.com - Vendas p/Correspond., SA a) Maia 100.00% 100.00% 100.00% 100.00%
Peixes do Continente - Indústria e Distribuição de
Peixes, SA
a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Pharmacontinente - Saúde e Higiene, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Pharmaconcept – Actividades em Saúde, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Predicomercial - Promoção Imobiliária, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Selifa - Empreendimentos Imobiliários de Fafe, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Sempre à Mão - Sociedade Imobiliária, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Sesagest - Proj.Gestão Imobiliária, SA a) Porto 100.00% 100.00% 100.00% 100.00%
SIAL Participações, Ltda a) São Paulo (Brazil) 100.00% 100.00% 100.00% 100.00%
Socijofra - Sociedade Imobiliária, SA a) Gondomar 100.00% 100.00% 100.00% 100.00%
Sociloures - Sociedade Imobiliária, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Soflorin, BV a) Amsterdam(Holland) 100.00% 100.00% 100.00% 100.00%
Sonae Capital Brasil, Lda a) São Paulo (Brazil) 100.00% 100.00% 100.00% 100.00%
Sonae Center Serviços II, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Sonae Investimentos, SGPS, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Sonae MC – Modelo Continente SGPS, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Sonae Retalho España - Servicios Generales, SA a) Madrid (Spain) 100.00% 100.00% 100.00% 100.00%
Sonaegest-Soc.Gest.Fundos Investimentos, SA a) Maia 100.00% 90.00% 100.00% 90.00%
Sonaerp - Retail Properties, SA a) Porto 100.00% 100.00% 100.00% 100.00%
Sport Zone Canárias, SL a) Tenerife (Spain) 51.00% 51.00% 51.00% 51.00%
Sonae Specialized Retail, SGPS, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Sondis Imobiliária, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Sonvecap, BV a) Amsterdam
(Holland)
100.00% 100.00% 100.00% 100.00%
Sport Zone - Comércio de Artigos de Desporto, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Sport Zone Espanã - Comércio de Articulos de
Deporte, SA
a) Madrid (Spain) 100.00% 100.00% 100.00% 100.00%
Sport Zone spor malz.per.satis ith.ve tic.ltd.sti a) Istanbul (Turkey ) 100.00% 100.00% 100.00% 100.00%
Têxtil do Marco, SA a) Marco de Canaveses 92.76% 92.76% 92.76% 92.76%
Tlantic Portugal - Sistemas de Informação, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Tlantic Sistemas de Informação, Ltda a) Porto Alegre (Brazil) 100.00% 100.00% 100.00% 100.00%
Todos os Dias - Com. Ret. Expl. C. Comer., SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Valor N, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Worten - Equipamento para o Lar, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Worten España Distribución, S.L. a) Madrid (Spain) 100.00% 100.00% 100.00% 100.00%
Worten Canárias, SL a) Tenerife (Spain) 51.00% 51.00% 51.00% 51.00%
Zippy - Comércio e Distribuição, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Zippy - Comércio Y Distribución, SA a) Madrid (Spain) 100.00% 100.00% 100.00% 100.00%
Zippy cocuk malz.dag.ith.ve tic.ltd.sti a) Istanbul (Turkey) 100.00% 100.00% 100.00% 100.00%
ZYEvolution-Invest.Desenv., SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Arat Inmuebles, SA a) Madrid (Spain) 100.00% 100.00% 100.00% 100.00%
Azulino Imobiliária, SA a) Maia 100.00% 100.00% 100.00% 100.00%
BB Food Service, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Bertimóvel - Sociedade Imobiliária, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Bom Momento - Restauração, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Canasta - Empreendimentos Imobiliários, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Carnes do Continente - Indústria e Distribuição
Carnes, SA
a) Santarém 100.00% 100.00% 100.00% 100.00%
Chão Verde - Sociedade de Gestão Imobiliária, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Citorres - Sociedade Imobiliária, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Contibomba - Comércio e Distribuição de
Combustíveis, SA
a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Contimobe - Imobiliária de Castelo de Paiva, SA a) Castelo de Paiva 100.00% 100.00% 100.00% 100.00%
Telecommunications
Be Artis - Concepção, Construção e Gestão de
Redes de Comunicações, SA
a) Maia 100.00% 53.90% 100.00% 54.51%
Be Towering – Gestão de Torres de
Telecomunicações, SA
a) Maia 100.00% 53.90% 100.00% 54.51%
Cape Tecnologies Limited a) Dublin (Ireland) 100.00% 53.90% 100.00% 54.51%
Digitmarket - Sistemas de Informação, SA a) Maia 75.10% 40.48% 75.10% 40.94%
Lugares Virtuais, SA a) Maia 100.00% 53.90% 100.00% 54.51%
Magma - Operação de Titularização de Créditos c) Portugal 100.00% 53.90% 100.00% 54.51%
Mainroad – Serviços em Tecnologias de
Informação, S.A.
a) Maia 100.00% 53.90% 100.00% 54.51%
Miauger - Org. Gestão Leilões Electrónicos, SA a) Maia 100.00% 53.90% 100.00% 54.51%
Optimus - Comunicações, SA a) Maia 100.00% 53.90% 100.00% 54.54%
PCJ-Público, Comunicação e Jornalismo, SA a) Maia 100.00% 53.90% 100.00% 54.51%
Per-Mar - Sociedade de Construções, SA a) Maia 100.00% 53.90% 100.00% 54.51%
Praesidium Services Limited a) Berkshire (R.U.) 100.00% 53.90% 100.00% 54.51%
Público - Comunicação Social, SA a) Porto 100.00% 53.90% 100.00% 54.51%
Saphety Level - Trusted Services, SA a) Maia 86.99% 46.89% 86.99% 47.42%
Sonaecom BV a) Amsterdam
(Holland)
100.00% 53.90% 100.00% 54.51%
Sonae Telecom, SGPS, SA a) Maia 100.00% 53.90% 100.00% 54.51%
Sonaecom - Sistemas de Informação, SGPS, SA a) Maia 100.00% 53.90% 100.00% 54.51%
1) Sonaecom – Serviços Partilhados, SGPS, SA a) Maia 100.00% 53.90% - -
Sonaecom - Sistemas de Información España, SL a) Madrid 100.00% 53.90% 100.00% 54.51%
Sonaecom, SGPS, SA a) Maia 54.54% 53.90% 55.63% 54.51%
Sonaetelecom, BV a) Amsterdam
(Holland)
100.00% 53.90% 100.00% 54.51%
Sontária – Empreendimentos Imobiliários, SA a) Maia 100.00% 53.90% 100.00% 54.51%
Tecnológica Telecomunicações, Ltda a) Rio de Janeiro
(Brazil)
99.99% 53.85% 99.99% 54.46%
We Do Consulting - Sistemas de Informação, SA a) Maia 100.00% 54.51% 100.00% 54.51%
We Do Brasil Soluções Informáticas, Ltda a) Rio de Janeiro
(Brazil)
99.91% 53.85% 99.91% 54.46%
We Do Poland Sp.Z.o.o. a) Poznan (Polonia) 100.00% 53.90% 100.00% 54.51%
We Do Tecnologies Americas, Inc. a) Miami (EUA) 100.00% 53.90% 100.00% 54.51%
We Do Technologies Australia PTY Limited a) Australia 100.00% 53.90% 100.00% 54.51%
We Do Tecnologies BV a) Amsterdam
(Holland)
100.00% 53.90% 100.00% 54.51%
We Do Technologies Chile, SpA a) Santiago (Chile) 100.00% 53.90% 100.00% 54.51%
We Do Technologies Egypt Limited Liability
Company
a) Cairo (Egypt) 100.00% 53.90% 100.00% 54.51%
We Do Technologies Mexico S. de RL a) City of México 100.00% 53.90% 100.00% 54.51%
We Do Technologies Panamá SA a) City of Panamá 100.00% 53.90% 100.00% 54.51%
We Do Technologies Singapore PTE. LDT a) Singapore 100.00% 53.90% 100.00% 54.51%
We Do Technologies (UK) Limited a) Berkshire (R.U.) 100.00% 53.90% 100.00% 54.51%
Investment Management
ADD Avaliações Engenharia de Avaliações e
Perícias, Ltda
a) Brazil 100.00% 50.00% 100.00% 50.00%
ADDmakler Administração e Corretagem de
Seguros, Ltda
a) Brazil 99.98% 50.00% 99.98% 50.00%
ADDmakler Administradora, Corretora de Seguros
Partic. Ltda
a) Brazil 100.00% 50.00% 100.00% 50.00%
Fontana Corretora de Seguros Ltda a) Brazil 99.99% 50.01% 99.99% 50.01%
Herco Consultoria de Risco e Corretora de
Seguros, Ltda
a) Brazil 100.00% 50.01% 100.00% 50.01%
HighDome PCC Limited a) Malta 100.00% 50.01% 100.00% 50.01%
Larim Corretora de Resseguros Ltda a) Brazil 99.99% 50.01% 99.99% 50.01%
Lazam/mds Correctora Ltda a) Brazil 100.00% 50.01% 100.00% 50.01%
MDS Auto - Mediação de Seguros, SA a) Porto 50.01% 25.01% 50.00% 25.01%
MDS - Corretor de Seguros, SA a) Porto 100.00% 50.01% 100.00% 50.01%
MDS, SGPS, SA a) Maia 50.01% 50.01% 50.01% 50.01%
MDS Consulting, SA a) Maia 100.00% 50.01% 100.00% 50.01%
MDS Malta Holding Limited a) Malta 100.00% 50.01% 100.00% 50.01%
Miral Administração e Corretagem de Seguros,
Ltda
a) Brasil 100.00% 50.01% 100.00% 50.01%
Mds Knowledge Centre, Unipessoal, Lda a) Lisboa 100.00% 100.00% 100.00% 100.00%
MDS Affinity-Sociedade de Mediação Lda a) Porto 100.00% 50.01% 100.00% 50.01%
Polinsur - Mediação de Seguros, Lda a) Oeiras 100.00% 50.01% 100.00% 50.01%
Modelo - Distribuição de Materiais de Construção,
SA
b) Maia 50.00% 50.00% 50.00% 50.00%
Quorum Corretora de Seguros, Ltda a) Brazil 100.00% 50.01% 100.00% 50.01%
RSI Corretora de Seguros, Ltda a) Brazil 100.00% 50.01% 100.00% 50.01%
Serenitas - Soc. Mediação Seguros, Lda a) Lisboa 100.00% 50.01% 100.00% 50.01%
Terra Nossa Corretora de Seguros, Ltda a) Brazil 100.00% 50.01% 100.00% 50.01%
Others
Libra Serviços, Lda a) Funchal 100.00% 100.00% 100.00% 100.00%
Sonae Investments, BV a) Amsterdam
(Holland)
100.00% 100.00% 100.00% 100.00%
Sonae RE, SA a) Luxemburg 99.92% 99.92% 99.92% 99.92%
Sonaecenter Serviços, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Sontel, BV a) Amsterdam
(Holland)
100.00% 100.00% 100.00% 100.00%

a) Control held by majority of voting rights;

b) Control held by Management control;

c) Control determined in accordance with SIC 12 - Special purpose entities.

1) Companies created during the period;

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

5 INVESTMENTS IN JOINTLY CONTROLLED ENTITIES AND ASSOCIATED COMPANIES

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

Percentage of capital held
31 March 2012 31 December 2011
COMPANY Head Office Total Direct Total Direct
Retail
Sempre a Postos - Produtos Alimentares e Utilidades,
Lda
Lisboa 25.00% 25.00% 25.00% 25.00%
Mundo Vip - Operadores Turísticos, SA Lisboa 33.34% 33.34% 33.34% 33.34%
Shoping Centers
8ª avenida Centro Comercial, SA Maia 100.00% 23.75% 100.00% 23.75%
1) 3DO Shopping Centre GmbH Dusseldorf
(Germany)
100.00% 50.00% 100.00% 50.00%
1) 3shoppings - Holding, SGPS, SA Maia 100.00% 25.05% 100.00% 25.05%
1) Adlands BV Amsterdam
(Holland)
50.00% 25.00% 50.00% 25.00%
1) Aegean Park, SA Athens (Greece) 100.00% 25.00% 100.00% 25.00%
1) Airone - Shopping Centre, Srl Milan (Italy) 100.00% 25.05% 100.00% 25.05%
ALBCC – Albufeirashopping – Centro Comercial, SA Maia 50.00% 11.88% 50.00% 11.88%
1) ALEXA Administration GmbH Berlin (Germany) 100.00% 25.00% 100.00% 25.00%
Alexa Asset GmbH & Co Dusseldorf
(Germany)
25.00% 2.25% 25.00% 2.25%
1) ALEXA Holding GmbH Dusseldorf
(Germany)
100.00% 50.00% 100.00% 50.00%
1) ALEXA Shopping Centre GmbH Dusseldorf
(Germany)
100.00% 50.00% 100.00% 50.00%
1) Algarveshopping - Centro Comercial, SA Maia 100.00% 25.05% 100.00% 25.05%
1) ARP Alverca Retail Park, SA Maia 50.00% 25.00% 50.00% 25.00%
1) Arrábidashopping - Centro Comercial, SA Maia 50.00% 12.53% 50.00% 12.53%
1) Avenida M-40, BV Amsterdam
(Holland)
100.00% 25.05% 100.00% 25.05%
1) Beralands BV Amsterdam
(Holland)
100.00% 50.00% 100.00% 50.00%
Cmpo Limpo Lda S. Paulo (Brazil) 20.00% 5.00% 20.00% 5.00%
1) Cascaishopping - Centro Comercial, SA Maia 50.00% 12.53% 50.00% 12.53%
1) Cascaishopping Holding I, SGPS, SA Maia 100.00% 25.05% 100.00% 25.05%
1) CCCB Caldas da Rainha - Centro Comercial,SA Maia 100.00% 50.00% 100.00% 50.00%
1) Centro Colombo - Centro Comercial, SA Maia 100.00% 12.53% 100.00% 12.53%
1) Centro Vasco da Gama - Centro Comercial, SA Maia 50.00% 12.53% 50.00% 12.53%
1) Coimbrashopping - Centro Comercial, SA Maia 100.00% 25.05% 100.00% 25.05%
1) Colombo Towers Holding, BV The Hague
(Holland)
50.00% 25.00% 50.00% 25.00%
1) Craiova Mall BV Amsterdam
(Holland)
100.00% 50.00% 100.00% 50.00%
1) Dortmund Tower GmbH Dusseldorf
(Germany)
100.00% 50.00% 100.00% 50.00%
1) Dos Mares - Shopping Centre, BV Amsterdam
(Holland)
100.00% 25.05% 100.00% 25.05%
1) Dos Mares - Shopping Centre, SA Madrid (Spain) 100.00% 25.05% 100.00% 25.05%
1) El Rosal Shopping, SA Madrid (Spain) 100.00% 50.00% 100.00% 50.00%
1) Estação Viana - Centro Comercial, SA Viana do Castelo 100.00% 25.05% 100.00% 25.05%
1) Freccia Rossa - Shopping Centre, Srl Milan (Italy) 50.00% 25.00% 50.00% 25.00%
1) Fundo de Investimento Imobiliário Parque Dom Pedro
Shopping Center (FundII)
São Paulo (Brazil) 50.00% 3.99% 50.00% 3.99%
1) Fundo de Investimento Imobiliário Shopping Parque
Dom Pedro Shopping
São Paulo (Brazil) 87.61% 16.90% 87.61% 16.90%
1) Gaiashopping I - Centro Comercial, SA Maia 50.00% 12.53% 50.00% 12.53%
1) Gaiashopping II - Centro Comercial, SA Maia 100.00% 12.53% 100.00% 12.53%
1) Gli Orsi Shopping Centre 1, Srl Milan (Italy) 100.00% 50.00% 100.00% 50.00%
1) Guimarãeshopping - Centro Comercial, SA Maia 100.00% 25.05% 100.00% 25.05%
1) Harvey Dos Iberica, SL Madrid (Spain) 50.00% 12.53% 50.00% 12.53%
1) Le Terrazze – Shopping Centre 1, Srl Milan (Italy) 50.00% 25.00% 50.00% 25.00%
1) Iberian Assets, SA Madrid (Spain) 49.78% 12.48% 49.78% 12.48%
1) Inparsa - Gestão de Galeria Comerc., SA Maia 100.00% 50.00% 100.00% 50.00%
1) Ioannina Development of Shopping Centres, SA Athens (Greece) 100.00% 50.00% 100.00% 50.00%
1) La Farga - Shopping Centre, SL Madrid (Spain) 100.00% 12.48% 100.00% 12.48%
1) Larissa Development of Shopping Centres, SA Athens (Greece) 100.00% 25.00% 100.00% 25.00%
LCC – Leiriashopping – Centro Comercial, SA Maia 100.00% 23.75% 100.00% 23.75%
1) Loop 5 - Shopping Centre Gmbh Dusseldorf
(Germany)
50.00% 25.00% 50.00% 25.00%
Loureshopping – Centro Comercial, SA Maia 100.00% 23.75% 100.00% 23.75%
1) Luz del Tajo - Centro Comercial, SA Madrid (Spain) 100.00% 25.05% 100.00% 25.05%
1) Luz del Tajo, BV Amsterdam
(Holland)
100.00% 25.05% 100.00% 25.05%
1) Madeirashopping - Centro Comercial, SA Funchal (Madeira) 50.00% 12.53% 50.00% 12.53%
1) Maiashopping - Centro Comercial, SA Maia 100.00% 25.05% 100.00% 25.05%
1) Münster Arkaden, BV Amsterdam
(Holland)
100.00% 25.05% 100.00% 25.05%
1) Norte Shopping Retail and Leisure Centre, BV Amsterdam
(Holland)
50.00% 12.53% 50.00% 12.53%
1) Norteshopping - Centro Comercial, SA Maia 100.00% 12.53% 100.00% 12.53%
1) Pantheon Plaza BV Amsterdam
(Holland)
50.00% 25.00% 50.00% 25.00%
1) Paracentro - Gestão de Galerias Comerciais, SA Maia 100.00% 50.00% 100.00% 50.00%
1) Park Avenue Developement of Shopping Centers, SA Athens (Greece) 100.00% 25.00% 100.00% 25.00%
1) Parque Atlântico Shopping - Centro Comercial SA Ponta Delgada
(Açores)
50.00% 12.53% 50.00% 12.53%
1) Parque D. Pedro 1, BV Sarl Luxemburg 100.00% 25.00% 100.00% 25.00%
1) Parque de Famalicão - Empreendimentos Imobiliários,
SA
Maia 100.00% 50.00% 100.00% 50.00%
1) Parque Principado, SL Madrid (Spain) 50.00% 12.53% 50.00% 12.53%
1) Pátio Boavista Shopping, Ltda São Paulo (Brazil) 100.00% 16.66% 100.00% 16.66%
1) Pátio Goiânia Shopping, Ltda São Paulo (Brazil) 100.00% 16.66% 100.00% 16.66%
1) Pátio Londrina Empreendimentos e Participações, Ltda São Paulo (Brazil) 100.00% 16.66% 100.00% 16.66%
1) Pátio Penha Shopping, Ltda São Paulo (Brazil) 100.00% 16.66% 100.00% 16.66%
1) Pátio São Bernardo Shopping Ltda São Paulo (Brazil) 100.00% 16.66% 100.00% 16.66%
1) Pátio Sertório Shopping Ltda São Paulo (Brazil) 100.00% 16.66% 100.00% 16.66%
1) Pátio Uberlândia Shopping Ltda São Paulo (Brazil) 100.00% 16.66% 100.00% 16.66%
1) Plaza Eboli - Centro Comercial, SA Madrid (Spain) 100.00% 50.00% 100.00% 50.00%
1) Plaza Eboli, BV Amsterdam
(Holland)
100.00% 50.00% 100.00% 50.00%
1) Plaza Mayor Holding, SGPS, SA Maia 100.00% 25.05% 100.00% 25.05%
1) Plaza Mayor Parque de Ócio, BV Amsterdam
(Holland)
100.00% 25.05% 100.00% 25.05%
1) Plaza Mayor Parque de Ócio, SA Madrid (Spain) 100.00% 25.05% 100.00% 25.05%
1) Plaza Mayor Shopping, BV Amsterdam
(Holland)
100.00% 25.05% 100.00% 25.05%
1) Plaza Mayor Shopping, SA Madrid (Spain) 100.00% 25.05% 100.00% 25.05%
PORTCC – Portimãoshopping – Centro Comercial, SA Maia 50.00% 11.88% 50.00% 11.88%
1) Project 4, Srl Milan (Italy) 100.00% 50.00% 100.00% 50.00%
1) Project SC 1, BV Amsterdam
(Holland)
50.00% 25.00% 50.00% 25.00%
1) Project SC 2, BV Amsterdam
(Holland)
100.00% 50.00% 100.00% 50.00%
1) Project Sierra 2, BV Amsterdam
(Holland)
100.00% 50.00% 100.00% 50.00%
1) Project Sierra 6, BV Amsterdam
(Holland)
50.00% 25.00% 50.00% 25.00%
1) Project Sierra 8 BV Amsterdam
(Holland)
100.00% 25.05% 100.00% 25.05%
1) Project Sierra 10 BV Amsterdam
(Holland)
100.00% 50.00% 100.00% 50.00%
1) Project Sierra Four SA Bucharest
(Romania)
100.00% 50.00% 100.00% 50.00%
1) Project Sierra Germany 2 (two), Shopping Centre GmbH Dusseldorf
(Germany)
100.00% 50.00% 100.00% 50.00%
1) Project Sierra Germany 3 (three), Shopping Centre, Dusseldorf 100.00% 50.00% 100.00% 50.00%
1) GmbH
Project Sierra Germany 4 (four), Shopping Centre,
GmbH
(Germany)
Dusseldorf
(Germany)
100.00% 50.00% 100.00% 50.00%
1) Project Sierra Germany Shopping Centre 1 BV Amsterdam 100.00% 50.00% 100.00% 50.00%
1) Project Sierra Germany Shopping Centre 2 BV (Holland)
Amsterdam
100.00% 50.00% 100.00% 50.00%
1) Project Sierra Italy 2 - Development of Shopping (Holland)
Milan (Italy)
100.00% 50.00% 100.00% 50.00%
1) Centres, Srl
Project Sierra Portugal VIII - Centro Comercial, SA
Maia 100.00% 50.00% 100.00% 50.00%
1) Project Sierra Spain 1, BV Amsterdam
(Holland)
100.00% 50.00% 100.00% 50.00%
1) Project Sierra Spain 2 - Centro Comercial, SA Madrid (Spain) 100.00% 50.00% 100.00% 50.00%
1) Project Sierra Spain 2, BV Amsterdam
(Holland)
100.00% 50.00% 100.00% 50.00%
1) Project Sierra Spain 3 - Centro Comercial, SA Madrid (Spain) 50.00% 25.00% 50.00% 25.00%
1) Project Sierra Spain 3, BV Amsterdam
(Holland)
100.00% 50.00% 100.00% 50.00%
1) Project Sierra Spain 7 - Centro Comercial, SA Madrid (Spain) 100.00% 50.00% 100.00% 50.00%
1) Project Sierra Spain 7, BV Amsterdam
(Holland)
100.00% 50.00% 100.00% 50.00%
1) Project Sierra Two Srl Bucharest
(Romania)
100.00% 50.00% 100.00% 50.00%
Rio Sul – Centro Comercial, SA Lisboa 50.00% 11.88% 50.00% 11.88%
1) River Plaza BV Amsterdam
(Holland)
100.00% 50.00% 100.00% 50.00%
1) River Plaza Mall, Srl Bucharest
(Romania)
100.00% 50.00% 100.00% 50.00%
1) S.C. Microcom Doi Srl Bucharest
(Romania)
100.00% 50.00% 100.00% 50.00%
1) SC Aegean, BV Amsterdam
(Holland)
50.00% 25.00% 50.00% 25.00%
1) SC Mediterranean Cosmos, BV Amsterdam
(Holland)
50.00% 12.53% 50.00% 12.53%
Serra Shopping – Centro Comercial, SA Covilhã 50.00% 11.88% 50.00% 11.88%
1) Shopping Centre Colombo Holding, BV Amsterdam
(Holland)
50.00% 12.53% 50.00% 12.53%
1) Shopping Centre Parque Principado, BV Amsterdam
(Holland)
100.00% 25.05% 100.00% 25.05%
1) Sierra Brazil 1, BV Amsterdam
(Holland)
100.00% 25.00% 100.00% 25.00%
1) Sierra Central, S.A.S. Santiago de
Cali(Colombia)
50.00% 25.00% 50.00% 25.00%
1) Sierra Charagionis Development of Shopping Centers,
SA
Athens (Greece) 50.00% 25.00% 50.00% 25.00%
1) Sierra Corporate Services Holland, BV Amsterdam
(Holland)
100.00% 50.00% 100.00% 50.00%
1) Sierra Development of Shopping Centres Greece, SA Athens (Greece) 100.00% 50.00% 100.00% 50.00%
1) Sierra Berlin Holding BV Amsterdam
(Holland)
100.00% 50.00% 100.00% 50.00%
1) Sierra Developments Holding, BV Amsterdam
(Holland)
100.00% 50.00% 100.00% 50.00%
1) Sierra Developments Romania SRL Bucharest
(Romania)
100.00% 50.00% 100.00% 50.00%
1) Sierra Developments, SGPS, SA Maia 100.00% 50.00% 100.00% 50.00%
1) Sierra Enplanta, Ltda São Paulo (Brazil) 100.00% 16.66% 100.00% 16.66%
1) Sierra European Retail Real Estate Assets Holdings, BV Amsterdam
(Holland)
50.10% 25.05% 50.10% 25.05%
1) Sierra Germany GmbH Dusseldorf
(Germany)
100.00% 50.00% 100.00% 50.00%
1) Sierra GP, Limited Guernsey (U.K.) 100.00% 49.99% 100.00% 49.99%
1) Sierra Investimentos Brasil Ltda São Paulo (Brazil) 100.00% 16.66% 100.00% 16.66%
1) Sierra Investments (Holland) 1, BV Amsterdam
(Holland)
100.00% 50.00% 100.00% 50.00%
1) Sierra Investments (Holland) 2, BV Amsterdam
(Holland)
100.00% 50.00% 100.00% 50.00%
1) Sierra Investments Holding, BV Amsterdam
(Holland)
100.00% 50.00% 100.00% 50.00%
1) Sierra Investments SGPS, SA Maia 100.00% 50.00% 100.00% 50.00%
1) Sierra Italy Holding, BV Amsterdam
(Holland)
100.00% 50.00% 100.00% 50.00%
1) Sierra Italy, Srl Milan (Italy) 100.00% 50.00% 100.00% 50.00%
1) Sierra Portugal, SA Lisboa 100.00% 50.00% 100.00% 50.00%
1) Sierra Management, SGPS, SA Maia 100.00% 50.00% 100.00% 50.00%
1) Sierra Property Management Greece, SA Athens (Greece) 100.00% 50.00% 100.00% 50.00%
1) Sierra Property Management, Srl Bucharest
(Romania)
100.00% 50.00% 100.00% 50.00%
1) Sierra Solingen Holding GmbH Dusseldorf
(Germany)
100.00% 50.00% 100.00% 50.00%
1) Sierra Spain – Shopping Centers Services, SL Madrid (Spain) 100.00% 50.00% 100.00% 50.00%
1) Solingen Shopping Center GmbH Dusseldorf
(Germany)
100.00% 50.00% 100.00% 50.00%
1) Sonae Sierra Brasil, SA São Paulo (Brazil) 66.65% 16.66% 66.65% 16.66%
1) Sonae Sierra Brazil, BV Sarl Luxemburg 50.00% 25.00% 50.00% 25.00%
1) Sonae Sierra, SGPS, SA Maia 50.00% 50.00% 50.00% 50.00%
1) SPF - Sierra Portugal Luxemburg 100.00% 50.00% 100.00% 50.00%
SPF - Sierra Portugal Real Estate, Sarl Luxemburg 47.50% 23.75% 47.50% 23.75%
1) Torre Ocidente - Imobiliária, SA Maia 50.00% 12.50% 50.00% 12.50%
1) Unishopping Administradora, Ltda São Paulo (Brazil) 100.00% 16.66% 100.00% 16.66%
1) Unishopping Consultoria Imobiliária, Ltda São Paulo (Brazil) 99.98% 16.66% 99.98% 16.66%
1) Valecenter, Srl Milan (Italy) 100.00% 25.05% 100.00% 25.05%
1) Via Catarina - Centro Comercial, SA Maia 50.00% 12.53% 50.00% 12.53%
1) Vuelta Omega, S.L. Madrid (Spain) 100.00% 12.53% 100.00% 12.53%
1) Weiterstadt Shopping BV Amsterdam
(Holland)
100.00% 50.00% 100.00% 50.00%
1) Zubiarte Inversiones Inmobiliarias, SA Madrid (Spain) 49.83% 12.48% 49.83% 12.48%
Telecommunications
1) Unipress - Centro Gráfico, Lda Vila Nova de Gaia 50.00% 26.95% 50.00% 27.26%
SIRS – Sociedade Independente de Radiodifusão
Sonora, SA
Porto 45.00% 24.30% 45.00% 24.53%
Investment Management
Cooper Gay Swett & Crawford Ltd U.K. 25.10% 12.55% 25.10% 12.55%
1) Equador & Mendes - Agência de Viagens e Turismo, Lda Lisboa 50.00% 37.50% 50.00% 37.50%
1) Marcas do Mundo - Viagens e Turismo, Sociedade
Unipessoal, Lda
Lisboa 50.00% 50.00% 50.00% 50.00%
1) Movimentos Viagens - Viagens e Turismo, Sociedade
Unipessoal, Lda
Lisboa 50.00% 50.00% 50.00% 50.00%
1) Nova Equador Internacional, Agência de Viagens e
Turismo, Lda
Lisboa 50.00% 50.00% 50.00% 37.50%
1) Puravida - Viagens e Turismo, Lda Lisboa 50.00% 50.00% 50.00% 50.00%
1) Nova Equador P.C.O. e Eventos, Sociedade Unipessoal,
Lda
Lisboa 50.00% 50.00% 50.00% 37.50%
1) Raso SGPS, SA Lisboa 50.00% 50.00% 50.00% 50.00%
1) Raso - Viagens e Turismo, SA Lisboa 50.00% 50.00% 50.00% 50.00%
1) Viagens y Turismo de Geotur España, S.L. Madrid (Spain) 50.00% 50.00% 50.00% 50.00%

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

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

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

COMPANY 31 March 2012 31 December 2011
Restated
Retail
Sempre a Postos - Produtos Alimentares e 1,031,441 1,006,690
Mundo Vip - Operadores Turísticos, SA 1,101,337 1,101,337
Shopping Centres
Sonae Sierra SGPS, SA (consolidated) 498,531,939 503,322,781
Telecommunications
SIRS - Sociedade Independente de Radiodifusão 214,814 661,185
Investment Management
Cooper Gay Swett & Crawford ltd 18,582,687 18,566,435
Raso SGPS, SA (consolidated) 8,986,676 9,475,661
Total 528,448,893 534,134,089

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

Asssets Liabilities
31 March 2012 31 December 2011 31 March 2012 31 December 2011
Restated Restated
Retail 22,327,332 22,327,332 21,044,150 21,044,150
Shopping Centres 2,292,900,422 2,373,288,733 962,392,230 1,007,923,306
Telecommunications 6,674,911 7,115,708 5,538,721 6,008,405
Investment Management 449,520,374 676,395,425 467,441,361 732,213,964
Total 2,771,423,039 3,079,127,198 1,456,416,462 1,767,189,825
Income Expenses
31 March 2011 31 March 2011
31 March 2012 Restated 31 March 2012 Restated
Retail 21,227,959 21,227,959 21,385,924 21,385,924
Shopping Centres 74,166,313 88,466,263 53,271,003 69,117,818
Telecommunications 997,156 1,104,803 871,666 934,300
Investment Management 83,390,370 79,580,471 87,707,242 82,510,947
Total 179,781,798 190,379,496 163,235,835 173,948,989

During the periods ended as at 31 March 2012 and 2011 movements in Investments in associated companies are made up as follows:

31 March 2012 31 março 2011 Reexpresso
Proportion on
equity
Goodwill Total
investment
Proportion on
equity
Goodwill Total
investment
Investments
Initial balance as at January,1 358,778,934 175,355,155 534,134,089 401,118,781 174,279,048 575,397,829
Equity method
Share of result in associated companies 6,407,484 - 6,407,484 1,181,542 - 1,181,542
Distributed dividends (10,567,050) - (10,567,050) (11,867,610) - (11,867,610)
Effect in equity capital and non
controlling interests
(1,540,581) 14,951 (1,525,630) (13,598,283) 900,535 (12,697,748)
353,078,787 175,370,106 528,448,893 376,834,430 175,179,583 552,014,013

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

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

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

Percentage of capital held
31 March 2012
31 December 2011
Value in the statement of financial
position
COMPANY Head Office Direct Total Direct Total 31 March 2012 31 December 2011
Restated
Retail
Dispar - Distrib. de Participações, SGPS, SA Lisbon 14.28% 14.28% 14.28% 14.28% 9,976 9,976
Insco - Insular de Hipermerc., SA Ponta Delgada 10.00% 10.00% 10.00% 10.00% 748,197 748,197
Telecommunications
Lusa - Agên. de Notícias de Portugal, SA
Lisbon 1.38% 0.75% 1.38% 0.75% 197,344 197,344
Other investments 36,090,505 39,985,320
Total (Note 10) 37,046,022 40,940,837

As at 31 March 2012 the caption "Other investments" includes:

  • 33,724,600 euro (33,737,856 euro at 31 December 2011) for amounts deposited in an Escrow Account which are invested in investments funds with high credit rating and guarantee contractual liabilities assumed on the past sale of Brazil retail operation for which provisions have been recognized (Note 22);
  • Although in accordance with the deadlines contractually established, the Escrow Account should have already been released by the buyer. That didn't happen as there are some points of disagreement on the use of the Escrow Account, namely as whether or not, to retain the Escrow Account for ongoing tax additional assessments that have not yet been decided. It is the understanding of the Board of Directors, based on legal opinions of Brazilian and Portuguese lawyers, that the company is acting in accordance with the agreement and that this amount shall be entirely received, and that there are legal means that may be operated so as to compel the buyer to authorize the reimbursement of the

Escrow account. There are negotiations currently under way between the two parties in order to release the above mentioned amount.

7 TANGIBLE ASSETS

During the three months period ended at 31 March 2012 and 2011, movements in Tangible assets as well as depreciation and accumulated impairment losses, are made up as follows:

Land and Plant and Tangible
assets
Total
Tangible
Assets
4,581,185,076
31,667,626
(22,745,690)
(21,954)
(857,502)
1,947,994,710 2,192,517,790 386,989,809 61,725,247 4,589,227,556
1,908,778,180
58,445,887
(18,154,521)
(23,286)
(76,451)
1,948,969,809
1,524,088,536 989,913,139 64,530,825 61,725,247 2,640,257,747
Buildings
1,943,600,538
1,570,729
(98,763)
5,586
2,916,620
414,752,961
9,196,632
(42,998)
(441)
20
423,906,174
Machinery
2,189,684,537
2,732,907
(19,909,468)
(14,366)
20,024,180
1,178,263,851
40,234,724
(15,840,005)
(6,992)
(46,927)
1,202,604,651
Tangible assets
Others
383,352,333
3,907,832
(2,391,379)
(11,670)
2,132,693
315,761,368
9,014,531
(2,271,518)
(15,853)
(29,544)
322,458,984
in progress
64,547,668
23,456,158
(346,080)
(1,504)
(25,930,995)
-
-
-
-
-
-
Tangible assets
Tangible Total
Land and Plant and assets Tangible
Buildings Machinery Others in progress Assets
Gross costs:
Opening balance as at 1 January 2011 - restated 1,954,539,711 2,089,794,841 366,443,681 83,389,267 4,494,167,500
Capital expenditure 154,761 1,555,113 3,364,528 45,553,478 50,627,880
Acquisitions of subsidiaries 666,625 15,936 406,591 - 1,089,152
Disposals (32,327,364) (44,174,088) (4,110,161) (707,097) (81,318,710)
Exchange rate effect (8,145) (56,429) (150,996) (1,026) (216,596)
Transfers 5,005,043 54,642,740 6,325,964 (58,662,451) 7,311,296
Closing balance as at 31 March 2011 - restated 1,928,030,631 2,101,778,113 372,279,607 69,572,171 4,471,660,522
Accumulated depreciation
and impairment losses
Opening balance as at 1 January 2011 - restated 382,594,714 1,100,870,423 295,320,263 - 1,778,785,400
Charge for the period 11,600,628 39,969,755 9,259,653 - 60,830,036
Acquisitions of subsidiaries 55,875 15,936 366,305 - 438,116
Disposals (6,204,625) (37,120,296) (4,064,180) - (47,389,101)
Exchange rate effect (2,234) (33,557) (71,084) - (106,875)
Transfers 182,680 5,553,283 22,285 - 5,758,248
Closing balance as at 31 March 2011 - restated 388,227,038 1,109,255,544 300,833,242 - 1,798,315,824
Carrying amount
As at 31 March 2011 - restated 1,539,803,593 992,522,569 71,446,365 69,572,171 2,673,344,698

The additions for the periods ended at March 31st, 2012 include a set of assets associated with the operation of UMTS (Universal Mobile Telecommunications Service), the HSDPA (Kangaroo Express), GSM (Global Standard for Mobile Communications), GPRS (General Packet Radio Service), the FTTH (Fibre-to-the-Home) and LTE (Long Term Evolution), part of which are associated with ongoing projects, so remain registered in 'tangible fixed assets in progress'.

Disposals for the period ended at March 31st, 2012 correspond mainly to the sale of a pool of assets related to 2G, 3G and Microwave (MW) of the telecommunications sector.

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

31 March 2012 31 March 2011
Restated
Refurbishment and expansion of stores i
n the
retail businesses located in Portugal
13,538,648 25,106,853
Refurbishment and expansion of stores i
n the
retail businesses located in Spain
2,082,704 8,727,920
Projects of
"Continente" stores for which
advance payments were made
9,185,528 10,389,232
Deployment of fixed and mobile network 30,207,793 23,143,180
Others 6,710,574 2,204,986
61,725,247 69,572,171

8 INTANGIBLE ASSETS

During the three month period ended at 31 March 2012 and 2011, movements in Intangible assets as well as depreciation and accumulated impairment losses, are made up as follows:

Intangible assets
Intangible Total
Patents and other assets Intangible
similar rights Others in progress Assets
Gross costs:
Opening balance as at 1 January 2012 - restated 461,394,359 512,244,173 134,955,822 1,108,594,354
Capital expenditure 6,848,564 352,035 7,832,063 15,032,662
Disposals (6,253,388) (22,005) (94,034) (6,369,427)
Exchange rate effect 3,179 (240,392) 180 (237,033)
Transfers 118,832 11,201,343 (9,672,927) 1,647,248
Closing balance as at 31 March 2012 462,111,546 523,535,154 133,021,104 1,118,667,804
Accumulated depreciation
and impairment losses
Opening balance as at 1 January 2012 - restated 171,505,301 357,307,264 - 528,812,565
Charge for the period 10,809,707 11,311,624 - 22,121,331
Disposals (6,248,168) (927) - (6,249,095)
Exchange rate effect 94 (106,984) - (106,890)
Transfers - 3,099 - 3,099
Closing balance as at 31 March 2012 176,066,934 368,514,076 - 544,581,010
Carrying amount
As at 31 March 2012 286,044,612 155,021,078 133,021,104 574,086,794
Intangible assets
Intangible Total
Patents and other assets Intangible
similar rights Others in progress Assets
Gross costs:
Opening balance as at 1 January 2011 - restated 454,452,874 457,236,583 32,135,978 943,825,435
Capital expenditure 1,220,592 237,078 7,491,676 8,949,346
Disposals (45,428) (14,902) (329,543) (389,873)
Exchange rate effect (531) (1,447,148) (445) (1,448,124)
Transfers 5,219,676 13,591,856 (12,865,125) 5,946,407
Closing balance as at 31 March 2011 - restated 460,847,183 469,603,467 26,432,541 956,883,191
Accumulated depreciation
and impairment losses
Opening balance as at 1 January 2011 - restated 146,812,550 322,196,976 - 469,009,526
Charge for the period 10,958,139 10,634,141 - 21,592,280
Disposals (3,157) (2,092) - (5,249)
Exchange rate effect (257) (279,394) - (279,651)
Transfers (152,870) 261 - (152,609)
Closing balance as at 31 March 2011 - restated 157,614,405 332,549,892 - 490,164,297
Carrying amount
As at 31 March 2011 - restated 303,232,778 137,053,575 26,432,541 466,718,894

As at 31 March 2012 and 2011, Sonae kept recorded under the heading "Patents and other similar rights" the amounts of 177,899,536 euro and 188,847,655 euro, respectively, that correspond to the investments net of depreciations made in the development of the UMTS network, including: (i) 56,255,402 euro (amount of 59,255,690 euro in 2011) relating to the license; (ii) 18,796,992 euro (amount of 19,799,499 euro in 2011) related to the agreement signed in 2002 between Oni Way and the other three mobile telecommunication operators in Portugal with licenses; (iii) 5,773,124 euro (amount of 6,081,024 euro in 2011) related to a contribution to the Information Society Fund, established in 2007, under an agreement made between the Ministry of Public Works, Transport and Communications ("Ministério das Obras Públicas, Transportes e Comunicações") and the three mobile telecommunication operators in Portugal; and (iv) 92,267,526 euro (amount of 98,648,604 euro in 2011) relating to the "Iniciativas E" program, the latter relating to commitments assumed by Sonae in the "Fund for Information Society".

Intangible assets in progress, March 31, 2012 includes the current value of the charges relating to the acquisition of Spectrum for 4th Generation, worth 110.4 million euro Telecommunications segment.

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

9 GOODWILL

During the three month periods ended at 31 March 2012 and 2011 movements in goodwill, as well as in corresponding impairment losses, were made up as follows:

31 March 2011
31 March 2012 Restated
Gross value:
Opening balance 664,766,628 673,559,363
New companies in the consolidation perimeter - 2,332,375
Increases - 224,655
Transfers (123,736) -
Currency translation (242,962) (1,711,651)
Closing balance 664,399,930 674,404,742
Accumulated impairment
losses:
Opening balance 4,953,135 2,528,842
Increases - -
Closing balance 4,953,135 2,528,842
Carrying amount: 659,446,795 671,875,900

10 OTHER INVESTMENTS

During the three months period ended 31 March 2012 and 2011 movements in other investments were made up as follows:

31 March 2012 31 March 2011 Restated
Non-current Current Non-current Current
Investments in group companies, jointly controlled companies
or associated companies excluded from consolidation
Opening balance as at 1 January - restated 164,090 - 224,090 -
Transfers - - (60,000) -
Closing balance as at 31 March 164,090 - 164,090 -
Accumulated impairment losses - - - -
164,090 - 164,090 -
Other investments:
Fair value (net of impairment losses) as at 1 January -
restated
40,776,747 3,064,149 43,074,614 15,195,954
Acquisitions in the period 600,484 70,071 484 1,661,695
Disposals in the period (4,495,299) (480,750) (79,510) (12,545,195)
Increase/(Decrease) in fair value - - (166,000) -
Fair value (net of impairment losses) as at 31 March 36,881,932 2,653,470 42,829,588 4,312,454
Other Investments (Note 6) 37,046,022 2,653,470 42,993,678 4,312,454
Derivative financial instruments (Note 18)
Fair value as at 1 January - 2,797,069 - 457,160
Increase/(Decrease) in fair value - (2,644,936) - 112,877
Fair value as at 31 March - 152,133 - 570,037
37,046,022 2,805,603 42,993,678 4,882,491

The financial investments in group companies, jointly controlled companies or associated companies excluded from consolidation are recorded at the acquisition cost net of impairment losses. It is Sonae understanding that no reliable fair value estimate could be made as there is no market data available for these investments. The heading of Other non-current investments includes 3,157,328 euro (2,456,471 euro as at 31 March 2011) of investments recorded at the cost net of impairment losses for the same reasons.

The investments available for sale are net of impairment losses (Note 22) amounting to 94,298 euro (82,981 euro as at 31 March 2011).

Under the caption other non-current financial investments is recorded an amount of 33,724,600 euro related to deposited amounts on an Escrow Account Note 6).

11 OTHER NON - CURRENT ASSETS

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

31 March 2012 31 December 2011 Restated
Gross Value Accumulated
impairment
losses
Carrying
Amount
Gross Value Accumulated
impairment
losses
Carrying
Amount
Loans granted to related parties 8,886,383 - 8,886,383 9,140,430 - 9,140,430
Trade accounts receivable and other debtors
Legal deposits 846,090 - 846,090 851,831 - 851,831
Recognition of an amount receivable from Carrefour (a) 10,524,425 - 10,524,425 10,595,846 - 10,595,846
Cautions 6,004,325 - 6,004,325 5,962,373 - 5,962,373
Others 443,537 - 443,537 453,480 - 453,480
17,818,377 - 17,818,377 17,863,530 - 17,863,530
Reinsurer's' share of technical provisions 9,626,488 - 9,626,488 10,575,646 - 10,575,646
Other non-current assets 422,326 - 422,326 412,408 - 412,408
36,753,574 - 36,753,574 37,992,014 - 37,992,014

a) As a result of the agreements signed in 2005 by the former subsidiary - Sonae Distribuição Brazil, SA (sold to Wal-Mart in 2005) with Carrefour Comércio e Indústria Ltda, Sonae assumed responsibility to compensate Carrefour for the expenses that would arise from the 10 stores licensing process, in the Brazilian state of São Paulo, that were sold to that entity. During 2010, Carrefour triggered a bank warranty "on first demand" amounting to 25,340,145.80 Brazilian real (approximately 11 million euro) for alleged expenses incurred with the mentioned stores and that, allegedly, arose from the need to remedy deficiencies cited by competent authorities for the licensing process. However no evidence of those expenses were presented to Sonae, or proof of the necessity of carrying out such costs for the licensing process as established on the mentioned agreements.

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

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

12 TRADE ACCOUNTS RECEIVABLE AND OTHER CURRENT ASSETS

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

31 March 2012 31 December 2011
Restated
Trade accounts receivable 209,004,157 257,235,975
Taxes recoverable 98,400,845 99,411,123
Granted loans to related companies 28,042,754 16,217,863
Other debtors
Trade creditors - debtor balances 43,085,392 40,525,100
Special regime for payment of tax and social security debts 12,047,568 12,047,568
"Iniciativas E" program 11,837,771 12,626,005
Reinsurance operations 5,406,842 7,264,352
Advances to suppliers 3,864,042 3,516,899
VAT recoverable on real estate assets and discount granted 911,057 444,020
Vouchers and gift cards 1,067,959 3,286,352
Revocation of contracts for acquisition of stores 993,486 343,779
Advances to agents 975,699 875,217
Accounts receivable from the disposal of fixed assets 781,249 884,139
Other current assets 17,653,409 15,732,383
98,624,474 97,545,814
Other current assets
Invoices to be issued 55,699,030 56,960,732
Commercial Discounts 26,719,064 29,937,096
Prepayments of external supplies and services 20,601,456 18,552,692
Prepayments - Rents 7,803,507 6,563,537
Commissions to be received 1,458,696 1,794,095
Other current assets 13,092,449 11,360,372
125,374,202 125,168,524
Accumulated impairment losses in receivables accounts (Note 22) (94,653,419) (103,217,668)
464,793,013 492,361,631

13 DEFERRED TAX

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

Deferred tax assets Deferred tax liabilities
31 March 2012 31 December 2011
Restated
31 March 2012 31 December 2011
Restated
Difference between fair value and acquisition cost 3,543,505 3,408,306 39,979,930 40,380,932
Harmonisation adjustments 6,926,923 7,018,308 61,920,420 60,359,533
Provisions and impairment losses not accepted for tax purposes 38,150,261 38,080,776 - -
Write off of tangible and intangible assets 41,255,892 43,925,949 - -
Write off of deferred costs 18,519,161 20,202,721 12,574 12,574
Valuation of hedging derivatives 251,621 9,426 13,072 582,921
Temporary differences arising from the securitization operation 5,635,000 6,440,000 - -
Amortisation of Goodwill for tax purposes - - 22,685,052 22,336,051
- - 3,329,423 4,688,545
Revaluation of tangible assets - - 1,812,919 1,845,556
Tax losses carried forward 107,175,510 96,826,480 - -
Reinvested capital gains/(losses) - - 1,164,820 1,197,663
Others 6,122,336 5,963,283 2,237,624 2,787,774
227,580,209 221,875,249 133,155,834 134,191,549

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

31 March 2012 31 December 2011 Restated
Tax losses carried Deferred tax Tax losses carried Deferred tax
forward assets Time limit forward assets Time limit
With limited time use
Generated in 2007 1,223,112 305,778 2013 1,223,112 305,778 2013
Generated in 2008 1,522,393 380,598 2014 1,522,393 380,598 2014
Generated in 2009 26,545,176 6,636,294 2015 26,546,566 6,636,641 2015
Generated in 2010 99,670 24,918 2014 99,670 24,918 2014
Generated in 2011 1,209,525 302,381 2015 1,209,525 302,381 2015
Generated in 2012 27,479,314 6,876,480 2016 - -
58,079,190 14,526,449 30,601,266 7,650,316
Without limited time use 2,017,834 454,713 2,179,028 509,519
With a time limit different from the
above mentioned
307,199,984 92,194,348 295,437,281 88,666,645
309,217,818 92,649,061 297,616,309 89,176,164
367,297,008 107,175,510 328,217,575 96,826,480

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

As at 31 March 2012 there was tax losses carried forward tax losses carried forward, for which no deferred tax assets were recognized due to prudential reasons. These may be summarised as follows:

31 March 2012 31 December 2011 Restated
Tax losses carried
forward
Deferred tax
credit
Time limit Tax losses carried
forward
Deferred tax
credit
Time limit
With limited time use
Generated in 2006 17,167,567 4,291,893 2012 19,421,434 4,855,359 2012
Generated in 2007 56,166,713 14,041,679 2013 56,171,546 14,042,888 2013
Generated in 2008 10,256,055 2,564,014 2014 10,256,055 2,564,014 2014
Generated in 2009 19,513,982 4,878,495 2015 24,814,767 6,203,691 2015
Generated in 2010 14,448,212 3,562,053 2014 15,265,401 3,816,351 2014
Generated in 2011 7,205,828 1,801,457 2015 7,205,829 1,801,457 2015
Generated in 2012 2,679,697 669,924 2016
127,438,054 31,809,515 133,135,032 33,283,760
Without limited time use 38,382,859 10,893,701 37,624,334 10,604,792
With a time limit different from the
above mentioned
226,974,233 56,853,744 231,159,040 57,635,615
265,357,092 67,747,445 268,783,374 68,240,407
392,795,146 99,556,960 401,918,406 101,524,167

14 CASH AND CASH EQUIVALENTS

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

31 March 2012 31 December 2011
Restated
Cash at hand 6,817,709 7,167,909
Bank deposits 101,723,748 262,539,711
Treasury applications 64,694,244 150,461,766
Cash and cash equivalents on the balance sheet 173,235,701 420,169,386
Bank overdrafts (Note 17) (13,739,083) (4,712,270)
Cash and cash equivalents on the statement of
cash flows
159,496,618 415,457,116

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

15 SHARE CAPITAL

As at 31 March 2012, the share capital, which is fully subscribed and paid for, is made up of 2,000,000,000 ordinary shares, which do not have the right to a fixed dividend, with a nominal value of 1 euro each.

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

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

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

In this context, although legally all the rights and obligations inherent to these shares have been transferred to the buyer, Sonae Holding did not derecognize their own shares, recording a liability in the caption "Other noncurrent liabilities" (Note 19). According to the interpretation made by Sonae of the IAS 39, applied by analogy to own equity instruments, the derecognition of own shares is not allowed as Sonae maintains the risks and rewards arising on the instruments sold.

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

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

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

On 19 October 2010 Sonae Investments BV has agreed with a financial institution to extend the maturity of the Cash Settled Equity Swap over the 130,479,891 Sonae Holding´s shares. The renovation is done for a maximum of 3 additional years, until November 2013 and maintains the settlement mechanism of the transaction that remains strictly cash settled. The Cash Settled Equity Swap, over shares of Sonae Capital, was not subject to extension of maturity, and Sonae acquired 16,600,000 shares in the market representing 6.6% of the capital of Sonae Capital, in result of fair value, during the period ended at March 31st, 2012 Sonae Capital shares were sold (Note 10).

Therefore and for the transactions described above, the value of liabilities at 31 March 2012, is 56,570,975 euro on the market value of Sonae Holding (Note 19).

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

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

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

The number of shares taken into consideration to calculate earnings per share includes the shares referred to above as a deduction to the shares issued by the Company (Note 26).

At 31 March 2012, the following entities held more than 20% of the subscribed share capital:

Entity %
Efanor Investimentos, SGPS, SA and subsidiaries 52.98

16 NON-CONTROLLING INTERESTS

Movements in non-controlling interests during the periods ended at 31 March 2012 and 2011 are as follows:

31 March 2012 31 March 2011
Restated
Opening balance as at 1 January 336,803,275 318,520,043
Dividends (175,502) (237,040)
Exchange rate effect (176,947) (614,176)
Acquisition of subsidiaries - 253,523
Capital increase and share premium - 1,276,562
Changes in hedge and fair value reserves (41,174) (41,684)
Others 872,441 859,198
Profit for the period attributable to non controlling interests 7,437,684 4,134,244
Closing balance 344,719,777 324,150,670

17 LOANS

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

31 March 2012 31 December 2011 Restated
Outstanding amount Outstanding amount
Current Non Current Current Non Current
Bank loans
Sonae, SGPS, SA - commercial paper 93,100,000 - 90,600,000 -
Sonae Investimentos, SGPS, S.A. - commercial paper 27,000,000 342,000,000 - 282,000,000
Sonae Holding afiliated 10,000,000 - 10,000,000 -
Sonae Investimentos afiliated - 75,000,000 - 75,000,000
Sonaecom SGPS, SA - commercial paper 113,069,449 - 118,000,000 -
MDS, SGPS, SA - commercial paper - 14,400,000 - 14,400,000
Lazam, SA - 19,067,630 - 21,109,920
Others 3,676,197 8,333,719 3,741,249 10,000,384
246,845,646 458,801,349 222,341,249 402,510,304
Bank overdrafts (Note 14) 13,739,083 - 4,712,270 -
Up-front fees beard with the issuance of borrowings (265,810) (1,071,442) (171,289) (1,155,243)
Bank loans 260,318,919 457,729,907 226,882,230 401,355,061
Bonds
Bonds Sonae / 05 100,000,000 - - 100,000,000
Bonds Sonae 2007/2014 - 150,000,000 - 150,000,000
Bonds Sonae 2007/2015 - 250,000,000 - 250,000,000
Bonds Modelo Continente / 2005 / 2012 150,000,000 - 150,000,000 -
Bonds Modelo Continente / 2007 / 2012 200,000,000 - 200,000,000 -
Bonds Sonae Distribuição / 2007 / 2015 - 200,000,000 - 200,000,000
Bonds Sonae Distribuição / 2007 / 2015 - 310,000,000 - 310,000,000
Bonds Sonae Distribuição / 2009 / 2014 16,000,000 18,000,000 16,000,000 26,000,000
Bonds Sonaecom / 2005/2013 - 150,000,000 - 150,000,000
Bonds Sonaecom / 2010/2013 30,000,000 - - 30,000,000
Bonds Sonaecom / 2010/2015 - 40,000,000 - 40,000,000
Bonds Sonaecom / 2011/2015 - 100,000,000 - 100,000,000
Up-front fees beard with the issuance of borrowings (408,305) (5,530,641) (143,080) (6,565,687)
Bonds 495,591,695 1,212,469,359 365,856,920 1,349,434,313
Other loans 24,353 126,395 33,465 126,395
Derivative instruments (Note 18) 519,372 11,193,679 42,744 11,007,789
Other loans 543,725 11,320,074 76,209 11,134,184
Obligations under finance leases 5,721,569 30,399,147 6,894,512 28,812,037
762,175,908 1,711,918,487 599,709,871 1,790,735,595

At 31 March 2012, Sonae has agreed lines of credit and commercial paper amounting to 1,438 million euro, out of which 620 million with firm commitments with maturity not exceeding one year and 530 million euro with firm commitments with maturity over 1 year.

Under the above mentioned lines of credit and commercial paper programs with firm commitments, Group had 541 million credit facilities available to meet its liquidity requirements.

The interest rate as at 31 March 2012 of bonds and loans were in average 2.51% (2.82% at 31 December 2011).

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

The derivative instruments are recorded at fair value (Note 18).

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

31 March 2012 31 December 2011
Restated
N+1 a) 762,330,651 599,838,416
N+2 567,445,640 470,564,282
N+3 429,033,339 395,395,553
N+4 657,949,971 781,588,750
N+5 32,764,796 117,157,936
After N+5 20,133,145 22,885,295
2,469,657,542 2,387,430,232

a) Includes the amounts drawn under commercial paper programs.

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

18 DERIVATIVES

Exchange rate derivatives

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

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

As at 31 March 2012, there is no exchange rate derivatives that are considered speculative. The fair value of derivatives hedging the exchange rate calculated based on the current market values of financial instruments equivalent exchange rate is 519,372 euro in liabilities, and assets of 152,133 euro (42,744 euro in liabilities and 2,797,069 euro in assets as at 31 December 2011).

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

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

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

Interest rate derivatives

The hedging instruments used by Sonae existing March 31, 2012, relate primarily to "swaps" and interest rate options ("cash flow hedges") contracted with the purpose of hedging interest rate loans amounting to 250,000,000 euro (400,000,000 euro as at 31 December 2011) whose net fair value amounted to EUR - 11,193,679 (-11,007,789 euro as at 31 December 2011) of derivatives recorded as liabilities.

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

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

Interest rate and exchange rate derivatives

As at 31 March 2012 Sonae has contracted derivatives that incorporate risk management of exchange rate risk and interest rate simultaneously.

Fair value of derivatives

The fair value of derivatives is detailed as follows:

Assets Liabilities
31 March 2012 31 December 2011
Restated
31 March 2012 31 December 2011
Restated
Derivatives not qualified as hedging
Exchange rate (Note 10 and 17)
- - - -
Hedging derivatives
Exchange rate (Note 10 and 17) 152,133 2,797,069 519,372 42,744
Interest rate (Note 17) - - 11,193,679 11,007,789
152,133 2,797,069 11,713,051 11,050,533

19 OTHER NON - CURRENT LIABILITIES

As at 31 March 2012 and 31 December 2011, "Other non-current liabilities" is detailed as follows:

31 March 2012 31 December 2011
Restated
Shareholders loans 37,229,859 36,639,791
Fixed assets suppliers 1,714,208 1,726,708
"Iniciativas E" program 2,253,107 2,253,107
Spectrum for 4th Generation 21,602,124 27,423,410
Other non-current liabilities 72,025,060 78,286,427
Accruals and deferrals 24,902,206 1,234,674
Other non-current liabilities 138,124,440 147,564,117

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

The caption Other non-current liabilities includes the amount of 56,570,975 euro (58,219,905 euro as at 31 December 2011) related to the fair value of the derivative on Sonae Holding shares referred to in Note 15.

The caption "Spectrum for 4th Generation" is the current value of the amount to be paid in future years, in giving the subsidiary Optimus, frequency of services necessary for the development of 4th generation (Note 8).

20 SHARE-BASED PAYMENTS

In 2012 and in previous years, Sonae granted deferred performance bonuses to its directors and eligible employees. These are either based on shares to be acquired at nil cost, three years after they were attributed to the employee, or based on share options with the exercise price equal to the share price at the grant date, to be exercised three years later. In both cases, the acquisition can be exercised during the period commencing on the third anniversary of the grant date and the end of that year.

As at 31 March 2012, all plans Sonae Holding shares are recorded in the statement of financial position, "Other reserves" against "personnel expenses" of the shares at fair value determined at grant date of the plan 2012, 2011 and December 31, 2010 for the plans attributed to this change. The expenses of the action plans are recognized over the years that mediate the attribution and exercise of them.

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

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

Grant Vesting Number of Fair value
year year participants 31 March 2012 31 December 2011
Restated
Shares
2009 2012 53 4,982,294 9,416,984
2010 2013 444 4,876,983 6,013,658
2011 2014 442 3,984,666 6,535,923
2012 2015 439 4,482,461 -
Total 18,326,404 21,966,565

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

31 March 2012 31 December 2011
Restated
Staff costs 1,075,462 5,818,947
Recorded in previous years 8,766,147 9,734,086
9,841,609 15,553,033
Recorded in other liabilities 8,941,191 8,433,044
Recorded value in Other reserves 900,418 7,119,989
9,841,609 15,553,033

21 TRADE CREDITORS AND OTHER CURRENT LIABILITIES

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

31 March 2012 31 December 2011
Restated
Trade creditors 956,612,813 1,244,527,123
Taxes payable 60,955,992 68,058,001
Other creditors
Fixed asset suppliers 44,996,091 81,500,948
Related undertakings 66,779,095 984,945
Other debts 66,565,044 60,213,370
178,340,230 142,699,263
Other current liabilities
Fixed assets accrued costs 8,516,542 87,109,212
Holiday pay and bonuses 109,821,649 114,622,709
Interests payable 13,591,235 16,085,067
Invoices to be issued 29,036,761 33,764,156
Commissions 3,533,552 4,107,730
Marketing expenses 13,783,321 15,219,486
Information society 14,584,234 15,793,539
Other external supplies and services 46,149,981 48,281,811
Accrued income - trade debtors 27,865,487 27,305,184
Accrued income - rents 675,114 402,199
Others 33,322,433 32,891,749
300,880,309 395,582,842
1,496,789,344 1,850,867,229

22 PROVISIONS AND ACCUMULATED IMPAIRMENT LOSSES

Movements in Provisions and impairment losses over the three months period ended at 31 March 2012 and 2011 were as follows:

Caption Balance as at
1 January 2012
Restated
Increase Decrease Balance as at
31 March 2012
Accumulated impairment losses on investments (Note 10)
Accumulated impairment losses on trade account
receivables and other debtors (Note 12)
94,406
103,217,668
-
7,263,820
(108)
(15,828,069)
94,298
94,653,419
Accumulated impairment losses on inventories 46,773,559 1,856,807 (768,966) 47,861,400
Non-current provisions 91,036,377 924,651 (4,584,309) 87,376,719
Current provisions 2,266,767 - - 2,266,767
243,388,777 10,045,278 (21,181,452) 232,252,603
Caption Balance as at
1 January 2011
Restated
Increase Decrease Balance as at
31 March 2011
Restated
Accumulated impairment losses on investments (Note 10) 4,413 78,737 (169) 82,981
Accumulated impairment losses on trade account
receivables and other debtors
93,253,216 5,725,519 (9,866,220) 89,112,515
Accumulated impairment losses on inventories 35,596,931 1,293,664 (2,243,855) 34,646,740
Non-current provisions 62,636,516 2,393,117 (3,365,282) 61,664,351
Current provisions 1,598,055 700,000 (40,006) 2,258,049
193,089,131 10,191,037 (15,515,532) 187,764,636

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

31 March 2012 31 December 2011
Restated
Technical provisions on reinsurance 5,374,380 7,184,894
Future liabilities relating to subsidiaries of
retail sold in Brazil
9,898,931 10,545,595
Dismantling of telecommunication sites 23,296,311 22,863,571
Clients Guarantees 21,077,615 21,089,854
Judicial claims 8,713,002 8,043,221
Others 21,283,247 23,576,009
89,643,486 93,303,144

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

23 CONTINGENT ASSETS AND LIABILITIES

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

31 March 2012 31 December 2011
Restated
Guarantees given:
on tax claims 324,145,043 324,515,879
on judicial claims 396,015 623,465
on municipal claims 6,577,244 6,582,372
others 61,613,918 47,245,424
Guarantees provided in favor of subsidiaries (a) 208,178,303 127,221,883

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

The above mentioned Guarantees granted in favour of Subsidiaries, were granted by Sonae SGPS in favour of subsidiaries of Sonae Investimentos Holding. The most relevant tax claims refer to: i) 60 million euro as a result of a tax appeal presented by Sonae 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 the cost of acquisition of that investment, which is not in accordance with previous assessments of Tax Authorities; and II) the amount of 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 related to the sale and liquidation of a subsidiary of the Group.

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

In addition to the previously disclosed guarantees, as a consequence of the sale of a subsidiary company in Brazil, Sonae guaranteed the buyer all the losses incurred by that company arising on unfavourable decisions not open for appeal, concerning tax lawsuits on transactions that took place before the sale date (13 December 2005) and that exceed 40 million euro. As at 31 March 2012, the amount claimed by the Brazilian Tax Authorities, concerning the tax lawsuits still in progress, which the company's lawyers assess as having a high probability of loss, plus the amounts already paid (26 million euro) related to programmes for the Brazilian State of tax recovery, amount to near 39.3 million euro (39.3 million euro at 31 December 2011).

Furthermore, there are other tax lawsuits totalling 57.3 million euro (57.3 million euro at 31 December 2011) for which the Board of Directors, based on the lawyers' assessment, understands will not imply future losses to the old subsidiary.

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

As at 31 March 2012, there are outstanding balances with national operators, registered in the categories of customers and suppliers, amounting to 37.1 million euro and 29.9 million euro, respectively, as well as balances of "Other current assets" in the amount of 0.4 million euro, and "Provisions for other risks and charges" in the amount of 6.8 million euro, resulting from a dispute remained, essentially, with TMN-Mobile Telecommunications SA on the vagueness of the interconnection rates of 2001, with the respective income and expenses been recorded that year. The Company considered the financial statements fares penalize. First Instance in the judgment was entirely favourable to Optimus. The Court of Appeal, on appeal, dismissed again rejected the attempts of the TMN. However, TMN again appeal this decision now before the Supreme Court, which upheld the decision of the Court of Appeal, by a judgment has become final, dismissing the attempts of the TMN, thus concluding that the prices of interconnection year 2001 were not defined. The settlement of amounts outstanding will depend on the price that will be established.

No provision has been recognized on possible risks related with the events / disputes for which guarantees were granted as in accordance with its best knowledge it is the Board understanding that the resolution of those events / disputes will not lead to any liabilities to Sonae.

24 RELATED PARTIES

Balances and transactions with related parties are detailed as follows:

Sales and services rendered Purchases and services obtained
Transactions 31 March 2012 31 March 2011
Restated
31 March 2012 31 March 2011
Restated
Parent Company 37,450 40,724 73,379 -
Associated companies 10,035,005 10,059,702 9,365,423 9,974,661
Other partners and Group companies 14,868,593 16,101,716 4,559,450 5,075,018
24,941,048 26,202,142 13,998,252 15,049,679
Interest income Interest expenses
31 March 2011 31 March 2011
Transactions 31 March 2012 Restated 31 March 2012 Restated
Parent Company - - 187,295 8,006
Associated companies 166,104 150,376 - -
Other partners and Group companies - - 484,521 340,610
166,104 150,376 671,816 348,616
Accounts receivable Accounts payable
Balances 31 March 2012 31 December 2011
Restated
31 March 2012 31 December 2011
Restated
Parent Company 31,658 340,141 35,335,089 -
Associated companies 31,802,996 24,096,370 4,833,080 7,009,054
Other partners and Group companies 13,800,657 16,071,324 6,062,357 7,269,485
45,635,311 40,507,835 46,230,526 14,278,539
Loans
Obtained Granted
31 December 2011 31 December 2011
Balances 31 March 2012 Restated 31 March 2012 Restated
Associated companies - - 14,482,813 13,479,019
Other partners and Group companies 35,938,565 35,938,565 - -
35,938,565 35,938,565 14,482,813 13,479,019

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

25 INCOME TAX

As at 31 March 2012 and 2011, income tax is detailed as follows:

31 March 2012 31 March 2011
Restated
Current tax 5,634,479 9,097,565
Deferred tax (5,360,932) (10,716,024)
273,547 (1,618,459)

26 EARNINGS PER SHARE

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

31 March 2012 31 March 2011
Restated
Net profit
Net profit taken into consideration to calculate basic earnings per
share (consolidated profit for the period)
1,690,732 12,212,357
Effect of dilutive potential shares
Interest related to convertible bonds (net of tax)
-
-
-
-
Net profit taken into consideration to calculate diluted earnings per
share
1,690,732 12,212,357
Number of shares
Weighted average number of shares used to calculate basic
earnings per share
1,873,159,249 1,873,159,249
Effect of dilutive potential ordinary shares from convertible bonds - -
Outstanding shares related with share based payments 17,923,600 12,543,343
Shares related to performance bonus that can be bought at market
price
(9,748,438) (6,555,066)
Weighted average number of shares used to calculate diluted
earnings per share
1,881,334,411 1,879,147,526
Earnings per share
Basic 0.000903 0.006520
Diluted 0.000899 0.006499

27 DIVIDENDS

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

28 SEGMENT INFORMATION

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

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

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

31 March 2012 Inter-segment
income
31 March 2011
Restated
Inter-segment
income
Turnover
Sonae MC 743,062,433 (674,607) 742,440,590 (672,934)
Ex-Fuel 743,062,433 (674,607) 735,759,867 (672,934)
Fuel - - 6,680,723 -
Sonae SR 272,593,818 - 276,271,820 -
Sonae RP 29,619,967 (27,955,298) 30,577,867 (23,908,294)
Sonaecom 202,451,513 (3,826,584) 215,831,965 (3,476,919)
Investment management 24,819,477 (124,755) 25,631,372 (106,294)
Eliminations and adjustments (31,947,245) (40,000) (26,402,226) (285,834)
Total consolidated 1,240,599,963 (32,621,244) 1,264,351,388 (28,450,275)
Operational cash-flow (EBITDA)
Sonae MC 32,828,644 25,744,131
Sonae SR (12,494,655) (11,576,864)
Sonae RP 26,838,606 44,218,455
Sonaecom 60,310,270 55,419,249
Investment management 1,035,769 965,589
Eliminations and adjustments 5,914,715 5,573,741
Total consolidated 114,433,349 120,344,301
Operational profit/(loss) (EBIT)
Sonae MC 11,957,610 1,070,004
Sonae SR (33,144,139) (23,827,274)
Sonae RP 19,250,258 36,476,941
Sonaecom 23,529,721 19,746,376
Investment management (1,069,235) (1,042,167)
Eliminations and adjustments 3,794,740 37,160
Total consolidated 24,318,955 32,461,040
31 March 2012 31 March 2011
Restated
Investment (CAPEX)
Sonae MC 9,706,364 16,495,910
Sonae SR 5,043,427 17,092,743
Sonae RP 3,435,991 1,569,178
Sonaecom 25,600,000 23,550,711
Investment management 90,026 3,940,931
Eliminations and adjustments (1) 295,035 2,756,503
Total consolidated 44,170,843 65,405,976
31 March 2012 31 December 2011
Restated
Invested capital
Sonae MC 619,829,955 483,891,990
Sonae SR 457,657,212 347,470,390
Sonae RP 1,350,350,768 1,360,659,243
Sonaecom 931,140,840 826,985,263
Investment management 121,779,077 134,637,485
Eliminations and adjustments (1) 453,964,376 509,760,563
Total consolidated 3,934,722,228 3,663,404,934
Total net debt (2)
Retail businesses 1,218,971,567 969,003,213
Sonaecom 390,800,000 309,547,000
Investment management 93,182,158 100,037,769
Holding (1) 592,998,456 584,425,797
Total consolidated 2,295,952,181 1,963,013,779

(1) Includes Sonae Individual accounts;

(2) Includes shareholders loans;

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

Turnover Operational cash-flow (EBITDA) Operational profit/(loss) (EBIT)
31 March 2012 31 March 2011
Restated
31 March 2012 31 March 2011
Restated
31 March 2012 31 March 2011
Restated
Inter-segment income (32,621,244) (28,450,275) 1,308,573 789,847 4,882,125 691,512
Adjustment on telecommunications provisions (3) - - 5,651,781 5,396,762 - -
Others 673,999 2,048,049 (1,045,639) (612,868) (1,087,385) (654,352)
Eliminations and adjustments (31,947,245) (26,402,226) 5,914,715 5,573,741 3,794,740 37,160

(3) The sub-holding considers provisions as EBITDA.

Investment Invested capital
31 March 2012 31 March 2011
Restated
31 March 2012 31 December 2011
Restated
Inter-segment balances 775,333 2,750,143 105,288,675 52,339,653
Dividends - - (66,187,813) -
Investments accounting for the equity method - - 507,518,615 512,798,442
Cash settled equity swap (4) - - (58,219,905) (55,936,771)
Others (480,298) 6,360 (34,435,196) 559,239
Eliminations and adjustments 295,035 2,756,503 453,964,376 509,760,563

(4) Financial Instrument reported in Note 18.

Glossary:

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

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

EBITDA = Turnover + other revenues + negative Goodwill – reversion of impairment losses – operational costs - Provisions for warranty extensions + profit/losses on disposals of subsidiaries;

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

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

29 COMMITMENTS WITH "INFORMATION SOCIETY"

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

In accordance with the Agreement established on 5 June 2007 with the Ministry of Public Works, Transports and Communications ("MOPTC"), a part of those commitments, up to 159 million euro, will be accomplished through its own projects as contributions to qualifying Information Society and incurred in the normal activity of Sonaecom - Communications Services (investment and networking technology that does not derive from the need for compliance with obligations relating to the allocation of the UMTS license and research activities, development and promotion services, content and applications), which must be recognized by MOPTC and entities set up especially for this purpose. As at 31 March 2012, the total amount was already incurred and validated by the above referred entities, so at this date there are no additional responsibilities related to these commitments. These charges were recorded in the financial statements at the moment the projects were carried out and the estimated costs became known.

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

At 31 March 2012 and 2011, the caption "Patents and other similar rights", of intangible assets includes the amount of 92.3 and 98.6 million euro, that correspond to the present value of the estimated responsibility with "Iniciativas E" program, recorded in June 2008 and updated September 2009 and December 2011.

30 SUBSQUENT EVENTS

From 29th of March to 20th of April, Sonae has purchased, through the Euronext Lisbon Stock Exchange, 5,999,276 own shares which represent approximately 0.3 % of its share capital, for the purpose of fulfilling its undertakings towards Sonae's employees and senior executives under the Medium Term Incentive Plan, as approved at the Shareholders' General Meeting.

As at 27th of April, 2012, Sonae has transferred 5,631,103 shares out of which 3,943,231 for free, by transactions executed with Sonae's employees and senior executives. Following the transactions mentioned

above, Sonae – SGPS, SA is the holder of 368,173 own shares, representing approximately 0.02 % of its share capital.

As at 30th of April, 2012, Sonae Investimentos, SGPS, SA, has issued a bond loan by private subscription, amounting to 170,000,000 euro, unsecured and repayable until 2017.

As at May 2nd, 2012, Sonae announced that it has completed the refinancing of credit facilities amounting to 500 million euro. This operation, together with the facilities already negotiated in 2011, enabled Sonae to complete the refinancing program of its medium and long term credit facilities maturing in 2012, as well as to partially ensure the refinancing of debt that mature in 2013 and 2014.

31 APPROVAL OF THE FINANCIAL STATEMENTS

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

The Board of Directors

Belmiro Mendes de Azevedo

Álvaro Carmona e Costa Portela

Álvaro Cuervo Garcia

Bernd Bothe

Christine Cross

Michel Marie Bon

José Neves Adelino

Duarte Paulo Teixeira de Azevedo

Ângelo Gabriel Ribeirinho dos Santos Paupério

Nuno Manuel Moniz Trigoso Jordão

Condensed individual financial statements

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

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

(Amounts expressed in euro)

ASSETS Notes 31.March.2012 31.March.2011 31.December.2011
NON-CURRENT ASSETS:
Tangible assets 198,825 217,313 208,831
Intangible assets 63,118 106,992 77,138
Investments in affiliated companies 4 3,567,486,983 3,165,069,672 3,561,020,983
Other investments 5 32,689,926 58,884,880 42,214,426
Other non-current assets 6 393,745,945 807,309,667 393,745,945
Total non-current assets 3,994,184,797 4,031,588,524 3,997,267,323
CURRENT ASSETS:
Trade account receivables and other current assets 7 53,801,263 59,329,898 15,642,899
Cash and cash equivalents 8 461,185 80,276 75,589
Total current assets 54,262,448 59,410,174 15,718,488
TOTAL ASSETS 4,048,447,245 4,090,998,698 4,012,985,811
EQUITY AND LIABILITIES
EQUITY:
Share capital 9 2,000,000,000 2,000,000,000 2,000,000,000
Treasury shares (459,494) - -
Reserves and retained earnings 1,308,004,189 1,460,330,162 1,431,187,025
Profit for the period 26,885,044 16,390,956 (63,517,229)
TOTAL EQUITY 3,334,429,739 3,476,721,118 3,367,669,796
LIABILITIES:
NON-CURRENT LIABILITIES:
Loans 1
0
409,723,561 505,934,019 509,005,437
Total non-current liabilities 409,723,561 505,934,019 509,005,437
CURRENT LIABILITIES:
Loans 1
0
192,836,599 35,004,879 90,600,000
Trade creditors and other current liabilities 1
1
111,457,346 73,338,682 45,710,578
Total current liabilities 304,293,945 108,343,561 136,310,578
TOTAL EQUITY AND LIABILITIES 4,048,447,245 4,090,998,698 4,012,985,811

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

CONDENSED INDIVIDUAL INCOME STATEMENTS FOR THE PERIODS ENDED 31 MARCH 2012 AND 2011

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

(Amounts expressed in euro)

Notes 31.March.2012 31.March.2011
Services rendered 118,170 101,150
Gains or losses on investments 14 26,812,161 11,942,709
Financial income 7,857,592 11,135,014
Other income 937,769 333,696
External supplies and services (613,822) (547,608)
Staff costs (591,100) (513,819)
Depreciation and amortisation (26,870) (25,806)
Financial expense (6,917,271) (5,511,999)
Other expenses (688,385) (389,381)
Profit/(Loss) before taxation 26,888,244 16,523,956
Taxation (3,200) (133,000)
Profit/(Loss) after taxation 26,885,044 16,390,956
Profit/(Loss) per share
Basic 15 0.013443 0.008195
Diluted 15 0.013434 0.008193

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

CONDENSED INDIVIDUAL STATEMENTS OF COMPREHENSIVE INCOME FOR THE PERIODS ENDED AT 31 MARCH 2012 AND 2011

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

(Amounts expressed in euro)

31.March.2012 31.March.2011
Net Profit / (Loss) for the period 26,885,044 16,390,956
Changes on fair value of available-for-sale financial assets 6,466,000 (12,473,538)
Changes in hedge and fair value reserves (25,087) 5,621,171
Other comprehensive income for the period 6,440,913 (6,852,367)
Total comprehensive income for the period 33,325,957 9,538,589

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

CONDENSED INDIVIDUAL STATEMENTS OF CHANGES IN EQUITY FOR THE PERIODS ENDED AT 31 MARCH 2012 AND 2011

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

(Amounts expressed in euro)

Reserves and retained earnings
Share capital Treasury shares Legal reserve Fair value reserve Hedging reserve Other reserves
and retained
earnings
Total reserves
and retained
earnings
Net profit/(loss) Total
Balance as at 1 January 2011 2,000,000,000 - 167,816,034 612,472,662 (7,662,771) 374,517,476 1,147,143,401 386,432,293 3,533,575,694
Total comprehensive income for the period - - - (12,473,538) 5,621,171 - (6,852,367) 16,390,956 9,538,589
Appropriation of profit of 2010:
Transfer to legal reserves and retained earnings - - 19,321,614 - - 300,910,679 320,232,293 (320,232,293) -
Dividends distributed - - - - - - - (66,200,000) (66,200,000)
Purchase of treasury shares
Share based payments
-
-
(289,862)
289,862
-
-
-
-
-
-
-
(193,165)
-
(193,165)
-
-
(289,862)
96,697
Balance as at 31 March 2011 2,000,000,000 - 187,137,648 599,999,124 (2,041,600) 675,234,990 1,460,330,162 16,390,956 3,476,721,118
Balance as at 1 January 2012 2,000,000,000 - 187,137,648 573,554,460 (5,030,164) 675,525,081 1,431,187,025 (63,517,229) 3,367,669,796
Total comprehensive income for the period - - - 6,466,000 (25,087) - 6,440,913 26,885,044 33,325,957
Appropriation of net loss of 2011:
Transfer to legal reserves and retained earnings - - - - - (63,517,229) (63,517,229) 63,517,229 -
Dividends distributed - - - - - (66,187,813) (66,187,813) - (66,187,813)
Purchase of treasury shares - (459,494) - - - - - - (459,494)
Share based payments - - - - - 81,293 81,293 - 81,293
Balance as at 31 March 2012 2,000,000,000 (459,494) 187,137,648 580,020,460 (5,055,251) 545,901,332 1,308,004,189 26,885,044 3,334,429,739

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

CONDENSED INDIVIDUAL CASH FLOW STATEMENTS FOR THE PERIODS ENDED 31 MARCH 2012 AND 2011

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

(Amounts expressed in euro)

Notes 31.March.2012 31.March.2011
OPERATING ACTIVITIES
Net cash flow from operating activities (1) (4,007,238) (1,511,916)
INVESTMENT ACTIVITIES
Cash receipts arising from:
Investments 8,611,500 4,745,000
Tangible and intangible assets - 2,006
Interest and similar income 521,345 6,158,393
Loans granted 588,120 349,876,029
9,720,965 360,781,428
Cash Payments arising from:
Tangible and intangible assets (2,842) (6,241)
Loans granted (469,000) (330,323,000)
(471,842) (330,329,241)
Net cash used in investment activities (2) 9,249,123 30,452,187
FINANCING ACTIVITIES
Cash receipts arising from:
Loans obtained 426,442,880 357,018,000
426,442,880 357,018,000
Cash Payments arising from:
Loans obtained (427,836,611) (383,423,000)
Interest and similar charges (3,519,532) (2,755,634)
Dividends - (11,370)
(431,356,143) (386,190,004)
Net cash used in financing activities (3) (4,913,263) (29,172,004)
Net increase in cash and cash equivalents (4) = (1) + (2) + (3) 328,622 (231,733)
Cash and cash equivalents at the beginning of the period 75,589 307,130
Cash and cash equivalents at the end of the period 8 404,211 75,397

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

NOTES TO THE CONDENSED INDIVIDUAL

FINANCIAL STATEMENTS FOR THE PERIOD ENDED

31 MARCH 2012

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

(Amounts expressed in euro)

1 INTRODUCTION

SONAE, SGPS, SA ("Sonae Holding"), has its head-office at Lugar do Espido, Via Norte, Apartado 1011, 4470-909 Maia, Portugal.

2 BASIS OF PREPARATION

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

3 PRINCIPAL ACCOUNTING POLICIES

The accounting policies adopted are consistent with those described in the file of annual financial statements for the year ended 31 December 2011.

4 INVESTMENTS IN AFFILIATED COMPANIES

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

31.March.2012
Company % Held Carrying
amount
Acquisition
cost
Fair value
reserve
Sonae Investimentos SGPS, SA (a) 76.86% 1,893,270,729 1,416,192,180 477,078,549
Sonae Sierra SGPS, SA (b) 50.00% 592,915,500 490,113,339 102,802,161
Sonaecom, SGPS, SA 0.18% 789,750 650,000 139,750
Sontel BV 42.86% 405,641,099 405,641,099 -
Sonae Investments BV 100.00% 835,700,000 835,700,000 -
Others - 4,669,905 4,669,905 -
Impairment (165,500,000) - -
Total 3,567,486,983 3,152,966,523 580,020,460
31.December.2011
Company % Held Carrying
amount
Acquisition
cost
Fair value
reserve
Sonae Investimentos SGPS, SA (a) 76.86% 1,893,270,729 1,416,192,180 477,078,549
Sonae Sierra SGPS, SA (b) 50.00% 586,449,500 490,113,339 96,336,161
Sonaecom, SGPS, SA 0.18% 789,750 650,000 139,750
Sontel BV 42.86% 405,641,099 405,641,099 -
Sonae Investments BV 100.00% 835,700,000 835,700,000 -
Others - 4,669,905 4,669,905 -
Impairment (165,500,000) - -
Total 3,561,020,983 3,152,966,523 573,554,460
  • (a) The value of this investment is the price paid in the public tender offer for the de-listing occurred in 2006. Since that date no change in the value of the investment was recorded.
  • (b) Market value was determined based on an independent valuation for the period of assets held by this affiliated company, after deduction of associated net debt and of the share attributable to non-controlling interests.

5 OTHER INVESTMENTS

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

31.March.2012 31.December.2011
Carrying amount Acquisition cost Carrying amount Acquisition cost
Magma No. 1 Securitisation Notes 32,637,500 32,637,500 37,680,000 37,680,000
Sonae Capital, SGPS, SA - - 6,972,000 6,972,000
Others 52,426 52,426 52,426 52,426
Impairment - - (2,490,000) -
Total 32,689,926 32,689,926 42,214,426 44,704,426

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

6 OTHER NON-CURRENT ASSETS

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

31.March.2012 31.December.2011
Loans granted to group companies 393,745,945 393,745,945

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

The fair value of the bonds related to this loan as at 31 March 2012, is 40,188 euro (40,000 euro as at 31 December 2011) per bond, according with a valuation made by the use of discounted cash flow models. There is no evidence of impairment of this loan.

7 TRADE ACCOUNTS RECEIVABLE AND OTHER CURRENT ASSETS

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

31.March.2012 31.December.2011
Trade accounts receivable 365 503,725
Group companies 43,954,793 12,501,941
Taxes and contributions receivable 661,920 798,587
Accrued income and prepayments 8,662,407 431,397
Others 521,778 1,407,249
Total 53,801,263 15,642,899

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

8 CASH AND CASH EQUIVALENTS

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

31.March.2012 31.December.2011
Cash at hand 89 89
Bank deposits 461,096 75,500
Cash and cash equivalents on the balance sheet 461,185 75,589
Bank overdrafts 56,974 -
Cash and cash equivalents on the cash flow
statement
404,211 75,589

9 SHARE CAPITAL

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

10 LOANS

As at 31 March 2012 and 31 December 2011 this caption included the following loans:

31.March.2012 31.December.2011
Nominal value of bonds 400,000,000 500,000,000
Up-front fees not yet charged to income statement (1,470,118) (2,002,352)
Bonds 398,529,882 497,997,648
Derivatives 11,193,679 11,007,789
Non-current loans 409,723,561 509,005,437
Nominal value of bonds 100,000,000 -
Up-front fees not yet charged to income statement (320,375) -
Bonds 99,679,625 -
Commercial paper 93,100,000 90,600,000
Bank overdrafts 56,974 -
Current loans 192,836,599 90,600,000

Non-current loans

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

Bonds Sonae 2010/2015 amounting to 250,000,000 euro, repayable after 5 years, in one installment, on 16 April 2015. Interest rate is variable, indexed to Euribor 6 months, with interest paid half-yearly.

Current loans

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

Commercial paper - Program of issuance of short-term commercial paper, by private subscription, released on August 23, 2004, valid for a period of 10 years with an extension possibility by Company's initiative, with a maximum of 350,000,000 euro.

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

Interest rate as at 31 March 2012 of the bonds and bank loan was, on average, 3.22% (3.37% as at 31 December 2011).

Maturity of Borrowings

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

31.March.2012 31.December.2011
N+1 193,156,974 90,600,000
N+2 150,000,000 100,000,000
N+3 250,000,000 150,000,000
N+4 - 250,000,000
N+5 - -

11 TRADE CREDITORS AND OTHER CURRENT LIABILITIES

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

31.March.2012 31.December.2011
Trade creditors 673,876 662,785
Group companies 36,266,268 40,160,000
Taxes and contributions payable 485,127 555,382
Accrued expenses 7,381,767 4,179,091
Shareholders 66,256,906 69,093
Others 393,402 84,227
Total 111,457,346 45,710,578

12 CONTINGENT LIABILITIES

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

31.March.2012 31.December.2011
35,296,603 92,283
145,256 145,256
a)
230,569,501
130,066,153

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

13 RELATED PARTIES

Transactions and balances with related parties are detailed as follows:

Transactions 31.March.2012 31.March.2011
Group companies 976,956 44,178
Jointly controlled companies 53,170 51,150
Other partners in group companies 25,000 25,000
Services rendered and other income 1,055,126 120,328
Group companies 277,862 280,394
Jointly controlled companies - 6,966
Other partners in group companies 97,162 13,707
Purchases and services obtained 375,024 301,067
Group companies 7,390,308 10,493,351
Interest income 7,390,308 10,493,351
Group companies 439,633 55,168
Other partners in group companies 187,295 8,006
Interest expenses 626,928 63,174
Group companies 17,158,111 75,099
Jointly controlled companies 10,567,050 11,867,610
Dividend income (Note 14) 27,725,161 11,942,709
Other partners in group companies 3,569,000 -
Disposal of investments 3,569,000 -
Balance 31.March.2012 31.December.2011
Group companies 29,831,183 2,248,938
Jointly controlled companies 11,920,780 12,094,116
Other partners in group companies 25,028 109,053
Accounts receivable 41,776,991 14,452,107
Group companies 923,369 657,699
Other partners in group companies 35,023,938 27,466
Accounts payable 35,947,307 685,165
Group companies 393,745,945 393,865,065
Loans granted 393,745,945 393,865,065
Group companies 36,266,268 40,160,000
Loans obtained 36,266,268 40,160,000

All Sonae, SGPS, SA subsidiaries, associates and joint ventures are considered related parties and are identified in Consolidated Financial Statements. All Efanor Investimentos, SGPS, SA, subsidiaries, including the ones of Sonae Indústria, SGPS, SA and of Sonae Capital, SGPS, SA are also considered related parties.

14 INVESTMENTS INCOME

As at 31 March 2012 and 31 March 2011, investment income can be detailed as follows:

31.March.2012 31.March.2011
Dividends 27,725,161 11,942,709
Gains / (losses) on sale investments (913,000) -
26,812,161 11,942,709

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

15 EARNINGS PER SHARE

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

31.March.2012 31.March.2011
Net profit
Net profit taken into consideration to calculate basic
earnings per share (Net profit for the period)
26,885,044 16,390,956
Effect of dilutive potential shares - -
Interests related to convertible bonds (net of tax) - -
Net profit taken into consideration to calculate diluted
earnings per share:
26,885,044 16,390,956
Number of shares
Weighted average number of shares used to calculate
basic earnings
2,000,000,000 2,000,000,000
Effect of dilutive potential ordinary shares from
convertible bonds
- -
Outstanting shares related with deferred performance
bonus
2,243,632 1,407,223
Number of shares that could be acquired at average
market price
(1,009,206) (764,370)
Weighted average number of shares used to calculate
diluted earnings per share
2,001,234,426 2,000,642,853
Profit/(Loss) per share
Basic 0.013443 0.008195
Diluted 0.013434 0.008193

16 SUBSEQUENT EVENTS

The 2011 loss appropriation has been approved in the General Meeting of Shareholders held on 30 April 2012. A resolution was taken to distribute free reserves to shareholders in the amount of 66,200,000 euro (paying a gross dividend per share of 0.0331 euro) less the total amount of free reserves to be distributed to shares that may eventually be acquired by the Company or by any of its subsidiaries up to the distribution date. The amount to be paid is already considered in these financial statements.

Between 29 March 2012 and 20 April 2012, Sonae acquired, through the Euronext Lisbon Stock Exchange, 5,999,276 own shares, representing, approximately, 0.3% of its share capital, for the purpose of fulfilling its undertakings towards Sonae's employees and senior executives under the Medium Term Incentive Plan, as approved at the Shareholders' General Meeting.

Sonae transferred to its employees and senior executives on the 27th April 2012, 5,631,103 shares, out of which 3,943,231 at no cost by transaction executed over the counter.

Following the transactions referred to above, Sonae owns 368,173 own shares, representing, approximately 0.02% of its share capital.

17 APPROVAL OF FINANCIAL STATEMENTS

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

18 INFORMATION REQUIRED BY LAW

Decree-Law nr 318/94 art 5 nr 4

During the period ended as at 31 March 2012 no shareholders' loan contracts were signed.

During the period ended 31 March 2012 short-term loan contracts were entered into with the following companies:

Efanor Investimentos, SGPS, SA

Sonae Investimentos, SGPS, SA

Sonaecenter Serviços, SA

Sonaecom, SGPS, SA

As at 31 March 2012 amounts owed by affiliated undertakings can be summarized as follows:

Closing Balance
Sonae Investments, BV 45,560,933
Sontel, BV 785,012
Total 46,345,945

As at 31 March 2012 amounts owed from affiliated undertakings can be summarized as follows:

Closing Balance
Sonae Investments, BV 36,195,388
Sonaecenter Serviços, SA 70,880
Total 36,266,268

The Board of Directors

Belmiro Mendes de Azevedo

Álvaro Carmona e Costa Portela

Álvaro Cuervo Garcia

Bernd Bothe

Christine Cross

Michel Marie Bon

José Neves Adelino

Duarte Paulo Teixeira de Azevedo

Ângelo Gabriel Ribeirinho dos Santos Paupério

Nuno Manuel Moniz Trigoso Jordão

SAFE HARBOUR

This document may contain forward-looking information and statements, based on management's current expectations or beliefs. Forwardlooking statements are statements that should be regarded as historical facts.

These forward-looking statements are subject to a number of factors and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements, including, but not limited to, changes in regulation, industry and economic conditions; and the effects of competition. Forward-looking statements may be identified by words such as "believes," "expects," "anticipates," "projects," "intends," "should," "seeks," "estimates," "future" or similar expressions.

Although these statements reflect our current expectations, which we believe are reasonable, investors and analysts, and generally all recipients of this document, are cautioned that forward-looking information and statements are subject to various risks and uncertainties, many of which are difficult to predict and generally beyond our control, that could cause actual results and developments to differ materially from those expressed in, or implied or projected by, the forward-looking information and statements. You are cautioned not to put undue reliance on any forward-looking information or statements. We do not undertake any obligation to update any forward-looking information or statements.

Report available at Sonae's institutional website www.sonae.pt

Media and Investor Contacts

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

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

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

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

SONAE is listed on the Euronext Stock Exchange. Information may also be accessed on Reuters under the symbol SONP.IN and on Bloomberg under the symbol SONPL.

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