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Patris Investimentos

Quarterly Report Jun 2, 2010

1946_10-q_2010-06-02_b13a2896-223c-4408-87cf-ae71ab8e07e6.pdf

Quarterly Report

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1 st QUARTER RESULTS 2010

MANAGEMENT REPORT

1. Turnover

In the first three months of 2010, Sonae Investimentos, SGPS, SA delivered a consolidated turnover of 1.084 million Euro - which represents an increase of 10% compared to the same period of the previous year. Focusing on the evolution of the Company´s activity, we highlight the following aspects:

The food based businesses increased turnover by 7%, mainly driven by a strong 3% like-for-like growth (1% in 1Q09), benefiting from:

(i) the Easter season impacting the quarter (roughly one week of sales); and

(ii) the maintenance of strong volume growth (+8%), offsetting the lower average price per unit (-4%), the latter reflecting prevailing market price deflation (- 4%) and trading down.

Further improvements in promotions and a range of marketing activities adapted to consumer demands have all contributed to this performance. By the end of the quarter, own brand products made up 26% of total FMCG sales.

With regards to the specialised retail formats, these reported growth in turnover of 22% and significant 6% growth on a like-forlike basis, with underlying performance reflecting a positive impact from Easter (roughly one week of sales).

In Portugal, sales were up 12%, driven by:

(i) a significant like-for-like sales increase of 6%, reflecting market share gains across all the main businesses;

(ii) the good performance of the textile formats, in particular Zippy; and

(iii) new space opened over the last 12 months, amounting to 38 thousand m2 (+54 stores).

International sales were up 101%, reflecting:

(i) like-for-like sales growth of more than 8%;

(ii) the conversion work, of the consumer electronic stores portfolio acquired, for the Worten concept during first quarter of 2009; and

(iii) aggressive organic growth in the last 12 months, with the opening of 26 thousand m2 (+23 stores).

During the same period, the investment management turnover ascended to 36 million Euro and the retail properties segment registered a turnover of 32 million Euro.

2. Ebitda

The Company's consolidated operational cash-flow reached 54 million Euro. This figure represents a ratio over total net sales of 4,9%, 0,2 pp more that in the same period last year.

The portfolio of food based businesses improved recurrent EBITDA by 4%, equal to a margin on sales of 3,1%, reflecting continued gains in market share and improvements in internal operating efficiency. This margin was significant given the background of strong competitive pressures and food price deflation in the quarter.

The operational cash flow of the specialised retail businesses was slightly positive, equal to a margin on sales of 0,1%, reflecting the increasing importance of the Spanish operation to total turnover and the positive performance posted in both countries. Sonae SR Portugal continued to increase profitability, with EBITDA up by 12% and a margin of 1,9%, achieved through operational fine tuning of the most recent operations and more exposure to international outsourcing, in particular in the textile formats. Sonae SR International posted a negative EBITDA of 4 million Euro, similar to that of 1Q09, with underlying margin improving by 9 pp to negative 7,6% (1Q09 = -16,2%), in line with the goal of positive EBITDA in 2012.

The profitability of the retail properties segment grew by 18% and totalled 32 million Euro, explained by the greater asset portfolio resulting from the organic expansion of retail stores in Portugal, which offset the zero indexation of rents, consistent with the economic environment.

The investment management segment registered a marginally positive operational cash flow in the period which compares to the negative million Euro registered in the same period of 2009. Profitability margin stood in 0,2%.

In this same period, the consolidated Net Result attributable to Shareholders of the Holding Company ascended to 3 million Euro, which compares to 1 million Euro in the same period last year.

3. Capex

The amount invested by the food retail businesses in the first quarter of 2010 was of 19 million Euro, 44% below than that of the first quarter of 2009 and was mainly allocated towards store refurbishment and preparation work for future openings.

The specialised retail capex was 20 million Euro, which represents a decrease of 3 million Euro when compared to the first three months of the previous year.

The amount invested by the retail properties segment reached 11 million Euro, allocated to the acquisition of plots of land destined for future openings. Capex was 42% below that in first quarter of 2009, already reflecting the capital light strategy adopted (leasing instead of owning) for new retail sales area, particularly in relation to Modelo stores.

Investment management capex was of 1 million Euro.

4. Outlook

The Company remains cautious about the overall economic situation, particularly in respect to unemployment and private consumption. However, the strong performance achieved in the first quarter of 2010 gives us confidence in our ability to continue to successfully deliver growth and high levels of profitability.

Matosinhos, 19 May 2010

The Board of Directors

Duarte Paulo Teixeira de Azevedo

Ângelo Gabriel Ribeirinho dos Santos Paupério

Nuno Manuel Moniz Trigoso Jordão

1 st Quarter Results 2010

Glossary

Turnover (t) sales of articles + services rendered.

Operating cash-flow (EBITDA) operating results - amortisations and depreciation - provisions and losses and reversal of impairment as well as negative consolidation differences.

Operating results (EBIT)

consolidated net profit for the period - income tax + investment profit/losses + profits/losses of associated companies - net financial expenses.

Profits on ordinary activities operating results + net financial expenses.

Net investment

increase in gross fixed assets (tangible and intangible) + changes in perimeter (as a result of acquisitions and disposals) + disposals in gross fixed assets (tangible and intangible) + increases in goodwill. To calculate the investment in acquisitions (measured by changes occurred in consolidation perimeter) it was considered the net accumulated amortizations.

Net debt

current borrowings + non current borrowings + financial leasing creditors – cash and cash equivalents – other current investments under negotiation + borrowings from participating and/or participated companies.

Average debt average of net debt at end of last four quarters.

L4L ("like-for-like") evolution of turnover in a comparable store universe

Gross Fixed Assets allocated to real estate companies

goodwill net of impairment losses/gains (positive variances between the acquisition cost of investments in Group and associated companies, and the fair value of identifiable assets and liabilities of these companies at the date of their acquisition) + gross Fixed Assets owned by real estate companies of the Group (value of tangible and intangible assets booked at acquisition cost, or acquisition cost re-valued in accordance with generally accepted accounting principles in Portugal).

Working Capital

customer debts (receivables derived from sales in the normal course of the Group's business) – suppliers (sums to pay resulting from purchases in the normal course of the Group's business) + inventories (goods booked at acquisition cost, less quantity discounts and impairment losses) + other assets and liabilities (State and other public entities + associated companies + accruals and prepayments + deferred taxes + provisions for risks and charges + fixed asset suppliers + sundry debtors and creditors).

Gearing

ratio between net debt and the company's shareholders' funds.

Net Capital Employed

gross real estate assets + other gross real estate assets + amortisations and impairment losses + financial investments + working capital.

ROCE ("Return On Capital Employed") EBIT / Net Capital Employed.

ROE ("Return On Equity")

sum of net profits attributed to shareholders of the last four quarters / average of the equity at end attributable to shareholders of the last four quarters.

Condensed consolidated

financial statements

CONDENSED CONSOLIDATED BALANCE SHEET AS AT 31 MARCH 2010 AND AS AT 31 DECEMBER 2009

(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 2010 31 March 2009 31 December 2009
NON-CURRENT ASSETS:
Tangible assets
8 2,199,781,633 1,962,430,894 2,198,493,423
Intangible assets 9 159,548,468 164,813,373 162,320,303
Goodwill 10 520,175,996 521,020,094 519,885,038
Investments in associated companies 6 2,440,610 65,085,181 2,376,473
Other investments 7 763,616 2,358,971 763,866
Deferred tax assets 14 97,771,518 82,709,346 90,471,037
Other non-current assets 12 4,785,800 2,451,130 4,336,556
Total Non-Current Assets 2,985,267,641 2,800,868,989 2,978,646,696
CURRENT ASSETS:
Stocks 599,110,695 583,922,256 588,968,421
Trade account receivables and other current assets 13 225,422,088 232,957,848 226,094,606
Investments 11 59,936,126 62,423,566 57,659,791
Cash and cash equivalents 15 61,435,644 33,010,575 111,407,067
Total Current Assets 945,904,553 912,314,245 984,129,885
Assets available for sale 3,273,075 4,863,383 -
TOTAL ASSETS 3,934,445,269 3,718,046,617 3,962,776,581
EQUITY AND LIABILITIES
EQUITY:
Share capital 1,000,000,000 1,000,000,000 1,000,000,000
Reserves and retained earnings (97,374,531) (167,343,231) (165,954,939)
Profit/(Loss) for the period attributable to the equity holders of Parent Company 3,396,023 1,414,895 138,171,089
Equity attributable to the equity holders of Sonae 906,021,492 834,071,664 972,216,150
Equity attributable to non-controlling interests 74,438,677 10,540,279 74,344,125
TOTAL EQUITY 980,460,169 844,611,943 1,046,560,275
LIABILITIES:
NON-CURRENT LIABILITIES:
Loans 17 1,481,001,669 1,482,177,144 1,282,197,164
Other non-current liabilities 19 15,775,374 11,677,510 16,222,928
Deferred tax liabilities 14 101,140,903 87,396,357 96,744,418
Provisions 22 9,444,701 11,182,177 9,263,092
Total Non-Current Liabilities 1,607,362,647 1,592,433,188 1,404,427,602
CURRENT LIABILITIES:
Loans 17 123,273,520 161,191,454 103,930,898
Trade creditors and other non-current liabilities 21 1,220,144,813 1,117,705,469 1,405,368,923
Provisions 22 3,204,120 2,104,563 2,488,883
Total Current Liabilities 1,346,622,453 1,281,001,486 1,511,788,704
TOTAL LIABILITIES 2,953,985,100 2,873,434,674 2,916,216,306
TOTAL EQUITY AND LIABILITIES 3,934,445,269 3,718,046,617 3,962,776,581

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

CONDENSED CONSOLIDATED INCOME STATEMENTS FOR THE PERIODS ENDED 31 MARCH 2010 AND 2009

(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 2010 31 March 2009
Sales 1,055,559,144 956,465,507
Services rendered 28,726,182 26,510,950
Investment income 4,951 -
Financial income 472,949 1,761,270
Other income 95,894,152 95,280,822
Cost of goods sold and materials consumed (842,530,203) (760,088,787)
Changes in stocks of finished goods and work in progress 105,361 -
External supplies and services (133,050,233) (130,620,479)
Staff costs (132,473,344) (124,721,096)
Depreciation and amortisation 8 and 9 (38,594,853) (31,524,894)
Provisions and impairment losses (1,013,445) (468,883)
Financial expenses (11,301,172) (20,479,892)
Other expenses (16,932,010) (16,294,968)
Share of results of associated undertakings 6 64,137 413,698
Profit/(Loss) before taxation 4,931,616 (3,766,752)
Taxation 25 (1,338,334) 4,524,547
Profit/(Loss) after taxation 3,593,282 757,795
Attributable to:
Equity holders of Parent Company 3,396,023 1,414,895
Non-controlling interests 197,259 (657,100)
Profit/(Loss) per share
Basic 26 0.003396 0.001415
Diluted 26 0.003396 0.001415

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

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE PERIODS ENDED 31 MARCH 2010 AND 2009

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

(Amounts expressed in euro)

31 March 2010 31 March 2009
Net Profit / (Loss) for the period 3,593,282 757,795
Exchange differences arising on translation of foreign operations 209,545 65,919
Participation in other comprehensive income (net of tax) related to associated
companies included in consolidation by the equity method
- -
Changes on fair value of available-for-sale financial assets - -
Changes in hedge and fair value reserves 367,708 (3,645,636)
Income tax relating to components of other comprehensive income (97,443) 1,145,484
Other comprehensive income for the period 479,810 (2,434,233)
Total comprehensive income for the period 4,073,092 (1,676,438)
Attributable to:
Equity holders of Parent Company 3,875,833 (1,019,338)
Non-controlling interests 197,259 (657,100)

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

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

FOR THE PERIODS ENDED 31 MARCH 2010 AND 2009

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

(Amounts expressed in euro)

Attributable to Equity Holders of the Parent Company
Share
Capital
Legal
Reserve
Currency
Translation
Reserve
Reserves and Retained Earnings
Investments
Fair Value
Reserve
Other Reserves
and Retained
Earnings
Total Net
Profit/(Loss)
Total Non-controlling
Interests
Total
Equity
Balance as at 1 January 2009 1,000,000,000 99,300,000 3,666 (3,316,342) (346,889,834) (250,902,510) 170,993,512 920,091,002 11,201,548 931,292,550
Total comprehensive income for the period - - 65,919 (2,500,152) - (2,434,233) 1,414,895 (1,019,338) (657,100) (1,676,438)
Appropriation of profit of 2008:
Transfer to legal reserves and retained earnings
Dividends distributed
Other reserves
-
-
-
14,700,000
-
-
-
-
-
-
-
-
156,293,512
(85,000,000)
-
170,993,512
(85,000,000)
-
(170,993,512)
-
-
-
(85,000,000)
-
-
(4,169)
-
-
(85,004,169)
-
Balance as at 31 March 2009 1,000,000,000 114,000,000 69,585 (5,816,494) (275,596,322) (167,343,231) 1,414,895 834,071,664 10,540,279 844,611,943
Balance as at 1 January 2010 1,000,000,000 114,000,000 82,609 (4,441,228) (275,596,320) (165,954,939) 138,171,089 972,216,150 74,344,125 1,046,560,275
Total comprehensive income for the period - - 209,545 270,265 - 479,810 3,396,023 3,875,833 197,259 4,073,092
Appropriation of profit of 2009:
Transfer to legal reserves and retained earnings
Dividends distributed
Aquisitions of shares of affiliated undertakings
Sales of shares of affiliated undertakings
Other reserves
-
-
-
-
-
3,087,918
-
-
-
-
-
-
-
-
-
-
-
-
-
-
135,083,171
(70,000,000)
(67,248)
-
(3,243)
138,171,089
(70,000,000)
(67,248)
-
(3,243)
(138,171,089)
-
-
-
-
-
(70,000,000)
(67,248)
-
(3,243)
-
-
(102,359)
-
(348)
-
(70,000,000)
(169,608)
-
(3,590)
Balance as at 31 March 2010 1,000,000,000 117,087,918 292,154 (4,170,963) (210,583,640) (97,374,531) 3,396,023 906,021,492 74,438,677 980,460,169

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

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE PERIODS ENDED 31 MARCH 2010 AND 2009

(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 2010 31 March 2009
OPERATING ACTIVITIES
Net cash flow from operating activities (1) (180,585,651) (190,618,206)
INVESTMENT ACTIVITIES
Cash receipts arising from:
Investments 5,200 1,000,000
Tangible and intangible assets 14,298,664 840,104
Interest and similar income 2,269,547 3,573,412
Loans granted 1,665,000 1,000,000
Dividends 167 -
18,238,578 6,413,516
Cash Payments arising from:
Investments (1,600,848) (7,386,932)
Tangible and intangible assets (91,108,094) (105,593,369)
Loans granted (1,665,000) (2,126,250)
(94,373,942) (115,106,551)
Net cash used in investment activities (2) (76,135,364) (108,693,035)
FINANCING ACTIVITIES
Cash receipts arising from:
Loans obtained 1,556,410,000 1,822,924,250
1,556,410,000 1,822,924,250
Cash Payments arising from:
Loans obtained (1,338,151,038) (1,571,018,115)
Interests and similar charges (13,006,730) (30,306,798)
Others (138,302) (108,146)
(1,351,296,070) (1,601,433,059)
Net cash used in financing activities (3) 205,113,930 221,491,191
Net increase in cash and cash equivalents (4) = (1) + (2) + (3) (51,607,085) (77,820,050)
Effect of foreign exchange rate (51,886) (65,450)
Cash and cash equivalents at the beginning of the period 15 88,341,782 91,870,059
Cash and cash equivalents at the end of the period 15 36,786,583 14,115,459

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

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 MARCH 2010

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

(Amounts expressed in euro)

1. INTRODUCTION

Sonae Investimentos, SGPS, SA ("the Company" or "Sonae Investimentos"), with head office in Rua João Mendonça nº 529, 4464-501 Senhora da Hora, Portugal, is the Parent-company of a group of companies, as detailed in Notes 4, 5 and 6 ("Sonae Investimentos Group"), which business activity is described in the 28th note.

2. PRINCIPAL ACCOUNTING POLICIES

The accounting policies adopted are consistent with those used in the preparation of the consolidated financial statements for the year ended 31 December 2009, with the exception of those described in note 3.

2.1 Basis of preparation

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

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

3. CHANGES IN ACCOUNTING POLICIES

During the period it has been adopted for the first time the revised version of IFRS 3 – Business Combinations and IAS 27 - Consolidated and separate financial statements (revised 2008).

These changes brought some modifications in recording business combinations, in particular: (a) calculating goodwill; (b) the measurement of non-controlling interests (formerly known as minority interests); (c) the recognition and subsequent measurement of contingent payments; (d) the treatment of direct costs related to the concentration; (e) the registration of purchase transactions of interests in already controlled entities and sales transactions of interests without, such resulting in the loss of control and (f) calculation of the result in the sale of participation with loss of control and need of remeasurement of the interests controlled kept into the disposed participation, not being however material its effect in the financial statements for the first quarter of 2010.

4. GROUP COMPANIES INCLUDED IN THE CONSOLIDATION

The subsidiaries included in the consolidated financial statements, its head offices and percentage of share capital held by Sonae Investimentos as at 31 March 2010 and 31 December 2009 are as follows:

Percentage of capital held
31 March 2010 31 December 2009
COMPANY Head Office Direct Total Direct Total
Sonae Investimentos, SGPS, SA Matosinhos HOLDING HOLDING HOLDING HOLDING
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%
Best Offer - Prestação de Informações por
Internet, SA
a) Maia 100.00% 100.00% 100.00% 100.00%
Bikini, Portal de Mulheres, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Bom Momento - Comércio Retalhista, 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
-
Industria
e
Distribuição Carnes, SA
a) Santarém 100.00% 100.00% 100.00% 100.00%
Chão
Verde
-
Sociedade
de
Gestão
Imobiliária, SA
a) Maia 100.00% 100.00% 100.00% 100.00%
Citorres - Sociedade Imobiliária, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Contibomba - Comércio e Distribuição de
Combustíveis, SA
a) Matosinhos 100.00% 100.00% 100.00% 100.00%

13

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%
Difusão - Sociedade Imobiliária, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Edições Book.it, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Efanor - Design e Serviços, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Estevão
Neves
-
Hipermercados
da
Madeira, SA
a) Madeira 100.00% 100.00% 100.00% 100.00%
Farmácia Selecção, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Fozimo - Sociedade Imobiliária, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Fozmassimo - Sociedade Imobiliária, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Fundo
de
Investimento
Imobiliário
Fechado Imosede
a) Maia 54.55% 54.55% 54.55% 54.55%
Fundo
de
Investimento
Imobiliário
Imosonae Dois
a) Maia 100.00% 100.00% 100.00% 100.00%
Global S - Hipermercado, Lda a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Good and Cheap - Comércio Retalhista, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Hipotética - Comércio Retalhista, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Igimo - Sociedade Imobiliária, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Iginha - Sociedade Imobiliária, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Imoconti - Sociedade Imobiliária, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Imoestrutura - Sociedade Imobiliária, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Imomuro - Sociedade Imobiliária, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Imoresultado - Sociedade 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%
Inventory - Acessórios de Casa, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Just Sport -
Comércio de Artigos de
Desporto, SA
a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Marcas MC, zRT a) Budapest
(Hungary)
100.00% 100.00% 100.00% 100.00%

1st Quarter Results 2010

SONAE INVESTIMENTOS, SGPS, SA
MJLF - Empreendimentos Imobiliários, SA a) Maia 100.00% 100.00% 100.00% 100.00%
MC - SGPS, SA a) Matosinhos 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 -
Distribuição de Materiais de
Construção, SA
a) Maia 50% 50% 50% 50%
Modelo Continente Hipermercados, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Modelo Continente Seguros - Sociedade
Mediação, SA
a) Porto 75.00% 75.00% 75.00% 75.00%
Modelo Hiper Imobiliária, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Modelo Hipermercados Trading, SA a) Madrid (Spain) 100.00% 100.00% 100.00% 100.00%
Modelo.com - Vendas p/Correspond., SA a) Maia 100.00% 100.00% 100.00% 100.00%
NA - Comércio de Artigos de Desporto, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
NA - Equipamentos para o Lar, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Peixes
do
Continente
-
Indústria
e
Distribuição de Peixes, SA
a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Pharmacontinente - Saúde e Higiene, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
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%
Socijofra - Sociedade Imobiliária, SA a) Gondomar 100.00% 100.00% 100.00% 100.00%
Sociloures - Sociedade Imobiliária, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Soflorin, BV a) Amsterdam (The
Netherlands)
100.00% 100.00% 100.00% 100.00%
Solaris Supermercados, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Sonae Capital Brasil, Lda a) São Paulo (Brazil) 100.00% 100.00% 100.00% 100.00%

Sonaecenter Serviços II, SA a) Maia 100.00% 100.00% 100.00% 100.00%

Sonaerp – Retail Properties, SA a) Porto 100.00% 100.00% 100.00% 100.00%

1st Quarter Results 2010

Sonae Specialized Retail, 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%
SIAL Participações, Ltda a) São Paulo (Brazil) 100.00% 100.00% 100.00% 100.00%
Sondis Imobiliária, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Sontária - Empreendimentos Imobiliários,
SA
a) Maia 100.00% 100.00% 100.00% 100.00%
Sonvecap, BV a) Amsterdam (The
Netherlands)
100.00% 100.00% 100.00% 100.00%
Sport Zone - Comércio de Artigos de
Desporto, SA
a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Sport Zone Espanã - Comércio de Articulos
de Deporte, SA
a) Madrid (Spain) 100.00% 100.00% 100.00% 100.00%
Têxtil do Marco, SA a) Marco
de
Canaveses
90.37% 90.37% 80.37% 80.37%
Tlantic Portugal - Sistemas de Informação,
SA
a) Matosinhos 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%
Well
W
-
Electrodomésticos
e
Equipamentos, 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%
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%

SONAE INVESTIMENTOS, SGPS, SA

These companies have been included in the consolidation by the full consolidation method, taking into consideration that these companies are controlled by Sonae Investimentos, SGPS, SA.

5. JOINTLY CONTROLLED COMPANIES

Jointly controlled companies included in the consolidated financial statements, their head offices and the percentage of share capital held as at 31 March 2010 and 31 December 2009 are as follows:

Percentage of capital held
31 March 2010 31 December 2009
COMPANY Head Office Direct Total Direct Total
Equador & Mendes - Agência de Viagens e
Turismo, Lda
Lisboa 50.00% 37.50% 50.00% 37.50%
Marcas
do
Mundo
-
Viagens
e
Turismo,
Sociedade Unipessoal, Lda
Lisboa 50.00% 50.00% 50.00% 50.00%
Movimentos Viagens -
Viagens e Turismo,
Sociedade Unipessoal, Lda
Lisboa 50.00% 50.00% 50.00% 50.00%
Nova Equador Internacional,Agência de Viagens
e Turismo, Lda
Lisboa 50.00% 37.50% 50.00% 37.50%
Puravida - Viagens e Turismo, Lda Lisboa 50.00% 50.00% 50.00% 50.00%
Nova Equador P.C.O. e Eventos, Sociedade
Unipessoal, Lda
Lisboa 50.00% 37.50% 50.00% 37.50%
Raso SGPS, SA Lisboa 50.00% 50.00% 50.00% 50.00%
Raso - Viagens e Turismo, SA Lisboa 50.00% 50.00% 50.00% 50.00%
Viajens y Turismo de Geotur España, S.L. Madrid (Spain) 50.00% 50.00% 50.00% 50.00%

These entities were consolidated using the proportionate consolidation method.

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

31 March 2010 31 December 2009
Non-current assets 35.362.964 35.087.564
Current assets 36.854.673 30.936.870
Non-current liabilities 3.535.249 3.577.682
Current liabilities 42.296.034 35.666.824
31 March 2010 31 March 2009
Income 21.821.590 22.297.077
Expenses 22.215.164 23.509.024

6. INVESTMENTS IN ASSOCIATED COMPANIES

Associated companies, their head offices, the percentage of share capital held and their book value as at 31 March 2010 and 31 December 2009 are as follows:

Percentage of capital held
31 March 2010 31 December 2009 Book value
COMPANY Head Office Direct Total Direct Total 31 March 2010 31 December 2009
Sonaegest - Soc. Gestora de Fundos de
Investimento, SA
Sempre a Postos - Produtos Alimentares
e Utilidades, Lda
Maia
Lisbon
40.00%
25.00%
40.00%
25.00%
40.00%
25.00%
40.00%
25.00%
872,486
1,568,124
824,888
1,551,585
Total 2,440,610 2,376,473

Associated companies were consolidated using the equity method.

Aggregated values of financial indicators of associated companies are as follows:

31 December 2009
18,725,950
10,446,448
31 March 2009
15,053,866
14,850,078

During the periods ended 31 March 2010 and 2009, movements in investments in associated companies, are made up as follows:

31 March 2010 31 March 2009
Investments in associated companies
Balance as at 1 January
2,376,473 64,671,483
Equity method
Effect in net income 64,137 413,698
Effect in equity - -
2,440,610 65,085,181

7. OTHER NON CURRENT INVESTMENTS

Other non-current investments, their head offices, percentage of share capital held and book value as at 31 March 2010 and 31 December 2009 are as follows:

Percentage of capital held
31 March 2010 31 December 2009 Book value
COMPANY Head Office Direct Total Direct Total 31 March 2010 31 December 2009
Dispar - Distrib. de Participações, SGPS, SA Lisbon 7.14% 7.14% 7.14% 7.14% 4,988 4,988
Insco - Insular de Hipermerc., SA Ponta Delgada 10.00% 10.00% 10.00% 10.00% 748,197 748,197
Other investments 10,431 10,681
763,616 763,866

During the periods ended 31 March 2010 and 2009, movements in other non-current investments are made up as follows:

31 March 2010 31 March 2009
Investments in other companies
Opening balance as at 1 January 841,055 787,936
Acquisitions in the period - -
Changes in consolidation perimeter - -
Disposals in the period (253) -
Transfers - -
Closing balance as at 31 March 840,802 787,936
Accumulated impairment losses (77,186) (13,158)
763,616 774,778
Financial investments advance:
Opening balance as at 1 January - 1,584,193
Changes in consolidation perimeter - -
Transfers - -
Closing balance as at 31 March - 1,584,193
763,616 2,358,971

The amount of investments in other companies is mainly related with investments in non listed companies, whose fair value was not estimated because it can't be measured in a reliable way. Therefore, Investments in other companies are recorded at their acquisition cost, net of impairment losses.

8. TANGIBLE ASSETS

During the three months period ended 31 March 2010 and 2009, movements in Tangible assets as well as depreciation and accumulated impairment losses, are made up as follows:

Tangible assets
Tangible Total
Land and Plant and assets Tangible
Buildings Machinery Others in progress Assets
Gross costs:
Opening balance as at 1 January 2010 1,724,171,227 948,112,681 168,570,677 92,462,860 2,933,317,445
Capital expenditure 3,686,223 165,400 800,113 42,531,810 47,183,546
Disposals (11,261,965) (156,773) (2,797,932) (2,431,437) (16,648,107)
Exchange rate effect 16,875 47,296 36,849 - 101,020
Transfers 13,220,388 39,120,973 2,866,260 (55,334,764) (127,143)
Closing balance as at 31 March 2010 1,729,832,748 987,289,577 169,475,967 77,228,469 2,963,826,761
Accumulated depreciation
and impairment losses
Opening balance as at 1 January 2010 218,182,844 398,544,190 118,096,988 - 734,824,022
Charge for the period 7,080,838 21,568,415 5,038,558 - 33,687,811
Disposals (1,705,729) (28,913) (2,781,157) - (4,515,799)
Exchange rate effect 9,911 24,464 14,908 - 49,283
Transfers - (929) 740 - (189)
Closing balance as at 31 March 2010 223,567,864 420,107,227 120,370,037 - 764,045,128
Carrying amount
As at 31 March 2010 1,506,264,884 567,182,350 49,105,930 77,228,469 2,199,781,633

1st Quarter Results 2010

Tangible assets
Tangible Total
Land and Plant and assets Tangible
Buildings Machinery Others in progress Assets
Gross costs:
Opening balance as at 1 January 2009 1,496,938,520 717,639,990 150,509,335 195,762,509 2,560,850,354
Capital expenditure 7,161,779 169,409 564,211 68,053,641 75,949,040
Disposals (18,674) (3,271,319) (884,615) (961,041) (5,135,649)
Exchange rate effect 15,923 45,522 31,803 - 93,248
Transfers 25,207,314 46,955,976 5,017,425 (85,914,353) (8,733,638)
Closing balance as at 31 March 2009 1,529,304,862 761,539,578 155,238,159 176,940,756 2,623,023,355
Accumulated depreciation
and impairment losses
Opening balance as at 1 January 2009 192,480,780 340,961,819 103,106,486 - 636,549,085
Charge for the period 6,122,251 16,444,510 5,107,771 - 27,674,532
Disposals (93) (2,882,284) (751,024) - (3,633,401)
Exchange rate effect 8,497 17,943 10,535 - 36,975
Transfers - (24,096) (10,634) - (34,730)
Closing balance as at 31 March 2009 198,611,435 354,517,892 107,463,134 - 660,592,461
Carrying amount
As at 31 March 2009 1,330,693,427 407,021,686 47,775,025 176,940,756 1,962,430,894

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

31 March 2010 31 March 2009
Refurbishment and expansion of stores in the retail
businesses located in Portugal
62,176,110 131,286,071
Refurbishment and expansion of stores in the retail
businesses located in Spain
3,231,868 5,645,273
Projects of "Modelo" and "Continente" stores for
which advance payments were made
11,120,731 37,797,426
Others 699,760 2,211,986
77,228,469 176,940,756

9. INTANGIBLE ASSETS

During the three months period ended 31 March 2010 and 2009, 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 2010 100,024,070 154,435,896 11,463,187 265,923,153
Capital expenditure 326,004 19,669 2,171,116 2,516,789
Disposals - - (450) (450)
Exchange rate effect - 8,290 - 8,290
Transfers 80,058 87,846 (558,574) (390,670)
Closing balance as at 31 March 2010 100,430,132 154,551,701 13,075,279 268,057,112
Accumulated depreciation
and impairment losses
Opening balance as at 1 January 2010 11,122,065 92,480,784 - 103,602,849
Charge for the period 879,791 4,027,253 - 4,907,044
Disposals - - - -
Exchange rate effect - 6,488 - 6,488
Transfers (7,737) - - (7,737)
Closing balance as at 31 March 2010 11,994,119 96,514,525 - 108,508,644
Carrying amount
As at 31 March 2010 88,436,013 58,037,176 13,075,279 159,548,468

1st Quarter Results 2010

Intangible assets
Intangible Total
Patents and other assets Intangible
similar rights Others in progress Assets
Gross costs:
Opening balance as at 1 January 2009 93,146,363 141,148,617 20,204,279 254,499,259
Capital expenditure 117,274 833 4,637,540 4,755,647
Disposals - (2,500) (197,609) (200,109)
Exchange rate effect - 8,265 - 8,265
Transfers 280,756 66,648 (528,532) (181,128)
Closing balance as at 31 March 2009 93,544,393 141,221,863 24,115,678 258,881,934
Accumulated depreciation
and impairment losses
Opening balance as at 1 January 2009 8,010,594 82,199,309 - 90,209,903
Charge for the period 727,469 3,122,893 - 3,850,362
Disposals - (292) - (292)
Exchange rate effect - 4,239 - 4,239
Transfers 4,349 - - 4,349
Closing balance as at 31 March 2009 8,742,412 85,326,149 - 94,068,561
Carrying amount
As at 31 March 2009 84,801,981 55,895,714 24,115,678 164,813,373

The heading "Intangible assets in progress" is mainly composed by IT projects and software development.

Additionally, this heading also includes the fair value attributed to a group of brands with indefinite useful lives, among which the "Continente" brand amounts to 75,000,000 euro (the same amount as at 31 December 2009).

10. GOODWILL

During the three months period ended 31 March 2010 and 2009 movements in goodwill, as well as in corresponding impairment losses, were made up as follows:

31 March 2010 31 December 2009
Gross value:
Opening balance 528,076,621 529,211,677
New companies in the consolidation perimeter - 2,297,794
Increases 290,958 -
Decreases - (3,432,850)
Closing balance 528,367,579 528,076,621
Accumulated impairment
losses:
Opening balance 8,191,583 8,191,583
Increases - -
Closing balance 8,191,583 8,191,583
Carrying amount: 520,175,996 519,885,038

11. OTHER INVESTMENTS

As at 31 March 2010 and 2009 movements in this caption can be detailed as follows:

31 March 2010 31 March 2009
Other investments:
Opening balance as at 1 January 57,294,670 60,956,595
Increases in the period 911,272 790,791
Decreases in the period - -
Increase/(Decrease) in fair value 572,349 162,695
Transfers - -
Closing balance as at 31 March 58,778,291 61,910,081
Accumulated impairment losses - -
58,778,291 61,910,081
Derivative financial instruments
Fair value as at 1 January 365,121 1,849,128
Acquisitions in the period 1,067,939 136,621
Disposals in the period (275,225) (72,494)
Increase/(Decrease) in fair value - (1,399,770)
Fair value as at 31 March 1,157,835 513,485
Other Investments 59,936,126 62,423,566

Under the caption "Other financial investments" is recorded an amount of 45,119,484 euro (55,954,527 euro as at 31 March 2009) related to deposited amounts on an Escrow Account which are invested in investment funds with superior rating and guarantee contractual liabilities assumed by Sonae Investimentos which may arise from the sale of Sonae Distribuição Brasil, S.A. and for which provisions were recorded (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 how to use the Escrow Account, namely as to whether or not, to return the Escrow Account for ongoing fiscal procedures that have not yet been decided by Brazilian authorities. It is the understanding of the Board of Directors, based in the legal opinions of Brazilian and Portuguese lawyers, that this amount shall be entirely received up to 31 December 2010, and that there are legal means that may be operated so as to compel the buyer to authorize the return of the Escrow account. If the negotiations currently under way between the two parties do not accomplish in results, it is the intention of the Board to make use of such legal means.

12. OTHER NON CURRENT ASSETS

As at 31 March 2010 and 31 December 2009, other non-current assets are detailed as follows:

31 March 2010 31 December 2009
Trade accounts receivable and other debtors
Bails 3,332,659 2,949,266
Legal deposits 855,947 819,480
Others - -
4,188,606 3,768,746
Other non-current assets 597,194 567,810
4,785,800 4,336,556

13. TRADE ACCOUNTS RECEIVABLE AND OTHER CURRENT ASSETS

As at 31 March 2010 and 31 December 2009, Clients and other current assets are made up as follows:

31 March 2010 31 December 2009
Trade account receivables 38,082,855 44,872,052
Taxes recoverable 41,999,021 28,379,704
Granted loans to related companies 1,007,975 1,008,193
Other debtors
Trade suppliers - debtor balances 67,152,202 70,708,453
Credit sales sold to third parties 1,467,577 1,275,849
Special regime for settlement of tax and social security debts 13,999,945 13,999,945
VAT recoverable on real estate assets 7,472,311 17,696,916
Accounts receivable from the disposal of tangible fixed assets 3,185,390 4,957,938
Advances on suppliers 10,200,000 14,642,280
Other debtors 16,796,137 21,044,318
120,273,562 144,325,699
Commercial Discounts 23,632,555 13,001,652
Interests to be received 1,674,548 1,674,227
Commissions to be received 1,611,507 1,640,164
Rents 3,899,822 3,916,650
Condominiums management fee's 1,870,400 1,702,948
Insurance premiums paid in advance 4,174,233 3,054,380
Other current assets 8,415,198 7,548,122
45,278,263 32,538,142
Accumulated impairment losses (21,219,588) (25,029,184)
225,422,088 226,094,606

14. DEFERRED TAX

Deferred tax assets and liabilities as at 31 March 2010 and 31 December 2009 are as follows, taking into consideration its temporary differences:

Deferred tax assets Deferred tax liabilities
31 March 2010 31 December 2009 31 March 2010 31 December 2009
Difference between fair value and acquisition cost 3,432,000 3,450,247 28,573,615 29,131,447
Harmonisation adjustments 92,118 29,142 50,083,632 47,638,444
Provisions and impairment losses not accepted for tax purposes 4,633,165 5,308,282 - -
Write-off of tangible and intangible assets 7,527,821 7,811,377 - -
Write-off of deferred costs - - 21,326 21,922
Valuation of hedging derivatives 1,504,207 1,622,203 306,826 96,757
Amortisation of Goodwill for tax purposes - - 15,705,036 13,960,032
Non taxed exchange differences - - 232,497 928,553
Revaluation of tangible assets - - 2,093,875 2,129,663
Tax losses carried forward 80,582,207 72,114,888 - -
Reinvested capital gains/(losses) - - 2,066,951 2,102,270
Others - 134,898 2,057,145 735,330
97,771,518 90,471,037 101,140,903 96,744,418

As at 31 March 2010, and 31 December 2009, and in accordance with the tax statements presented by companies that recorded deferred tax assets arising from tax losses carried forward and using exchange rates effective at that time, tax losses carried forward can be summarized as follows:

1st Quarter Results 2010

31 March 2010 31 December 2009
Tax losses carried
forward
Deferred tax
assets
Time limit Tax losses carried
forward
Deferred tax
assets
Time limit
With limited time use
Generated in 2004 329,782 82,446 2010 159,844 39,961 2010
Generated in 2005 297,248 74,312 2011 509,857 127,464 2011
Generated in 2006 - - 2012 - - 2012
Generated in 2007 14,594,303 3,648,576 2013 15,270,805 3,817,701 2013
Generated in 2008 3,569,648 892,412 2014 3,571,591 892,898 2014
Generated in 2009 10,448,472 2,612,118 2015 10,454,096 2,613,524 2015
Generated in 2010 22,303,170 5,575,790 2016 - -
51,542,623 12,885,654 29,966,194 7,491,549
Without limited time use 205,144 69,749 940,305 319,704
With a time limit different from the above
mentioned
225,422,680 67,626,804 214,345,452 64,303,636
225,627,824 67,696,553 215,285,757 64,623,339
277,170,447 80,582,207 245,251,950 72,114,888

As at 31 March 2010 and 31 December 2009, deferred tax assets to recognize were assessed and only recognized to the extent it was probable that sufficient taxable profits will be available in the future against which the deferred tax assets can be used, or when taxable temporary differences are recognized by the same entity and expected to reverse in the same period. This assessment was based on business plans of Sonae Investimentos companies, which are periodically reviewed and updated, and on identified and available tax planning opportunities.

As at 31 March 2010, there were tax losses carried forward, for which no deferred tax assets were recognized for prudential reasons. These can be detailed as follows:

31 March 2010 31 December 2009
Tax losses carried
forward
Deferred tax credit Time limit Tax losses carried
forward
Deferred tax
credit
Time limit
With limited time use
Generated in 2004 292,987 73,247 2010 292,987 73,247 2010
Generated in 2005 22,523 5,631 2011 22,523 5,631 2011
Generated in 2006 337,684 84,420 2012 337,684 84,420 2012
Generated in 2007 819,543 204,886 2013 819,543 204,886 2013
Generated in 2008 5,191,322 1,297,831 2014 5,191,322 1,297,831 2014
Generated in 2009 3,393,285 848,321 2015 3,391,900 847,975 2015
Generated in 2010 532,918 133,230 2016 - -
10,590,262 2,647,566 10,055,959 2,513,990
Without limited time use 9,194,588 3,126,160 5,871,991 1,996,477
With a time limit different from the above
mentioned
14,959,074 3,751,264 14,975,938 3,756,324
34,743,924 9,524,990 30,903,888 8,266,791

15. CASH AND CASH EQUIVALENTS

As at 31 March 2010 and 31 December 2009 cash and cash equivalents can be detailed as follows:

31 March 2010 31 December 2009
Cash at hand 6.077.816 6.120.299
Bank deposits 55.346.194 105.275.640
Treasury applications 11.634 11.128
Cash and cash equivalents on the balance sheet 61.435.644 111.407.067
Bank overdrafts (Note 15) (24.649.061) (23.065.285)
36.786.583 88.341.782

Bank overdrafts, are recorded in the balance sheet under the caption Current loans.

16. SHARE CAPITAL

As at 31 March 2010, the share capital, which is fully subscribed and paid for, is made up by 1,000,000,000 ordinary shares which do not hold right to any fixed income, with a nominal value of 1 euro each.

As at 31 March 2010, the following entities held more than 20% of the subscribed share capital:

Entity %
Sonae, SGPS, S.A. 82.48%
Sonae Investments, BV 17.52%

As at 31 March 2010, Efanor Investimentos S.G.P.S., S.A. and its subsidiaries held 52.98% of the share capital of Sonae, SGPS, SA.

17. LOANS

As at 31 March 2010 and 31 December 2009, loans are made up as follows:

31 March 2010 31 December 2009
Outstanding amount Outstanding amount
Amount limit Current Non-Current Amount limit Current Non-Current
Bank loans
Sonae Investimentos, SGPS, SA - commercial paper 702,500,000 - 484,333,333 692,500,000 - 271,000,000
Continente Hipermercados, SA - commercial paper 30,000,000 - - 30,000,000 - -
Others 23,333,334 - 3,333,333 15,000,000
23,333,334 484,333,333 3,333,333 286,000,000
Bank overdrafts (Note 15) 24,649,061 - 23,065,285 -
Up-front fees beard with the issuance of loans (7,667) (94,884) (7,667) (105,107)
Bank loans 47,974,728 484,238,449 26,390,951 285,894,893
Bonds
Bonds Modelo Continente / 2003 - 82,000,000 - 82,000,000
Bonds Modelo Continente / 2004 - - - -
Bonds Modelo Continente / 2005/2010 64,925,000 - 64,925,000 -
Bonds Modelo Continente / 2005/2012 - 150,000,000 - 150,000,000
Bonds Modelo Continente / 2007/2012 - 200,000,000 - 200,000,000
Bonds Sonae Distribuição /
2007/2015
- 200,000,000 - 200,000,000
Bonds Sonae Distribuição /
2007/2015
- 310,000,000 - 310,000,000
Bonds Sonae Distribuição /
2009/2014
- 50,000,000 - 50,000,000
Up-front fees bearded with the issuance of loans (14,578) (4,164,699) (25,511) (4,516,975)
Bonds 64,910,422 987,835,301 64,899,489 987,483,025
Other loans 27,716 196,232 33,466 198,853
Derivative instruments (Note 18) 6,329,379 - 7,902,322 -
Other loans 6,357,095 196,232 7,935,788 198,853
Obligations under finance leases 4,031,275 8,731,687 4,704,670 8,620,393
123,273,520 1,481,001,669 103,930,898 1,282,197,164

As at 31 March 2010 the average interest rate of bonds and bank loans was approximately 1.48% (1.65% on 31 December 2009). The fair value of these loans is estimated to be similar to their market value.

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

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

31 March 2010 31 December 2009
N+1 a) 116,966,386 96,061,754
N+2 103,026,418 95,469,679
N+3 395,907,798 370,883,410
N+4 202,268,554 205,263,112
N+5 425,052,177 255,078,237
After N+5 359,006,308 360,124,809
1,602,227,641 1,382,881,001

a) Includes the amounts used of the commercial paper programs.

The maturities above were estimated in accordance with the contractual terms of loans, which do not have any financial covenants.

18. DERIVATIVES

Exchange rate derivatives

In what concerns financial risk management policy, Sonae Investimentos uses exchange rate derivatives, essentially to hedge future cash flows.

As at 31 March 2010, the fair value of the exchange rate derivatives, calculated taking into consideration the present market value of equivalent financial instruments, is estimated as follows:

31 March 2010 31 December 2009
Assets (Note 11) 1,157,835 365,121
Liabilities (Note 21) (1,479) (79,039)
1,156,356 286,082

Gains or losses for the period arising from changes in the fair value of exchange rate derivatives amounting to (870,213) euro (15,744 euro in 2009), were recorded directly in the income statement under the heading "Other expenses".

Interest rate derivatives

The derivatives recorded as liabilities, as at 31 March 2010, were swaps and zero cost collars. According to the accounting principles, those instruments meet all the requirements to be designated as interest rate hedging instruments.

The fair value is as follows:

31 March 2010 31 December 2009
Assets - -
Liabilities (6,327,900) (7,823,283)
(6,327,900) (7,823,283)

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

Fair value of derivatives

The fair value of the derivatives is detailed as follows:

Assets Liabilities
31 March 2010 31 December 2009 31 March 2010 31 December 2009
Derivatives not qualified as hedging
Exchange rate 1,157,835 365,121 1,479 79,039
Interest rate - - - -
Hedging derivatives
Exchange rate - - - -
Interest rate - - 6,327,900 7,823,283
Interest and exchange rate - - - -
Other derivatives - - - -
1,157,835 365,121 6,329,379 7,902,322

19. OTHER NON-CURRENT LIABILITIES

As at 31 March 2010 and 31 December 2009 "Other non-current liabilities" were made up as follows:

31 March 2010 31 December 2009
Shareholders loans 10,931,827 10,931,827
Fixed assets suppliers 1,275,000 1,287,500
Responsibilities for payments in shares (Note 20) 1,634,160 2,069,462
Other non-current liabilities 940,791 858,717
Accruals and deferrals 993,596 1,075,422
Other non-current liabilities 15,775,374 16,222,928

As at 31 March 2010 and 31 December 2009, the caption "Other non-current trade accounts payable" mainly refers to the estimated amounts to fulfill the legal and tax obligations of a Brazilian subsidiary which was considered appropriate to face up to future losses on lawsuits and for which legal deposits exist, which are recorded under the caption "Other non-current assets" (Note 12), with no defined maturity.

The amount payable to participating companies refers to a shareholders' loan granted by a minority shareholder to a subsidiary that bears interests at usual market rates. The fair value of this loan is similar to its book value, with no defined maturity.

20. SHARE BASED PAYMENT PLANS

In 2010 and in previous years, Sonae Investimentos granted deferred performance bonuses to its directors and eligible employees based on shares to be acquired at nil cost, three years after they were attributed to the employee. The acquisiton can be exercised during the period between the third anniversary of the grant date and the end of that year. Sonae Investimentos has the right to deliver, instead of shares, the equivalent in cash. The option can only be exercised if the employee still works for Sonae Investimentos on the vesting date.

Grant Vesting Number of Fair value
year year participants 31 March 2010 31 December 2009
Shares
2007 2010 40 - 891,596
2008 2011 48 1,986,546 1,468,048
2009 2012 48 3,997,658 3,272,289
2010 2013 51 2,233,009 -
Total 8,217,213 5,631,933

As at 31 March 2010 and 31 December 2009, the market value of the liabilities arising from share-based payments are made up as follows:

As at 31 March 2010 and 31 December 2009 the financial statements include the following amounts corresponding to the period elapsed between the date of granting and those dates for each deferred bonus plan:

31 March 2010 31 December 2009
Staff costs 589,360 2,666,299
Recorded in previous years 2,414,326 294,759
3,003,686 2,961,058
Other non-current liabilities (Note 19) 1,634,160 2,069,462
Other current liabilities (Note 21) 1,369,526 891,596
3,003,686 2,961,058

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

21. SUPPLIERS AND OTHER CURRENT LIABILITIES

As at 31 March 2010 and 31 December 2009 the caption "Suppliers and other current liabilities" can be detailed as follows:

31 March 2010 31 December 2009
Trade creditors 855,024,421 1,062,040,575
Taxes payable 53,775,438 65,634,240
Other creditors
Fixed asset suppliers 40,387,627 76,905,111
Related undertakings 70,000,068 100
Other debts 55,222,583 56,253,410
165,610,278 133,158,621
Other current liabilities
Personnel costs 86,490,210 86,486,304
Interest payable 4,066,794 6,631,919
Marketing expenses 9,807,403 7,543,181
Other external supplies and services 27,218,217 27,026,280
Accrued income - rents 6,045,667 4,670,177
Real Estate Municipality tax 4,623,230 3,889,818
Share based payments (Note 20) 1,369,526 891,596
Others 6,113,629 7,396,212
145,734,676 144,535,487
1,220,144,813 1,405,368,923

The caption "Other debts" includes:

  • 26,331,506 euro (17,236,223 euro as at 31 December 2009), of attributed discounts not yet used related to loyalty card "Cartão Cliente";

  • 4,539,792 euro (5,501,676 euro as at 31 December 2009) ) related to means of payments owned by clients as vouchers, gift cards and discount tickets;

22. PROVISIONS AND ACCUMULATED IMPAIRMENT LOSSES

Movements in "Provisions and impairment losses" for the three months period ended 31 March 2010 and 31 December 2009 were as follows:

Caption Balance as at
31 December 2009
Increase Decrease Balance as at
31 March 2010
Accumulated impairment losses on investments
(Note 7)
77,157 - - 77,157
Accumulated impairment losses on trade account
receivables (Note 13)
8,540,926 118,455 (3,434,212) 5,225,169
Accumulated impairment losses on other debtors
(Note 13)
16,488,257 55,626 (549,464) 15,994,419
Accumulated impairment losses on inventories 18,954,690 1,349,709 (2,092,400) 18,211,999
Non-current provisions 9,263,092 242,434 (60,825) 9,444,701
Current provisions 2,488,883 840,000 (124,763) 3,204,120
55,813,005 2,606,224 (6,261,664) 52,157,565
Caption Balance as at
31 December 2008
Increase Decrease Balance as at
31 March 2009
Accumulated impairment losses on investments 13,158 - - 13,158
Accumulated impairment losses on trade account
receivables
12,717,269 436,369 (59,130) 13,094,508
Accumulated impairment losses on other debtors 12,140,408 354,283 (11,891) 12,482,800
Accumulated impairment losses on inventories 18,510,507 1,965,263 (2,489,576) 17,986,194
Non-current provisions 12,953,754 9,828 (1,781,405) 11,182,177
Current provisions 2,314,563 - (210,000) 2,104,563
58,649,659 2,765,743 (4,552,002) 56,863,400

The caption "Non-Current Provisions" includes 5,690,357 euro (5,447,923 euro as at 31 December 2009) relating to non-current contingencies assumed by the company, when selling the subsidiary Sonae Distribuição Brasil, S.A. in 2005. This provision is being used as costs are incurred.

23. CONTIGENT ASSETS AND LIABILITIES

As at 31 March 2010 and 31 December 2009, the major contingent liabilities were guarantees given, which are detailed as follows:

31 March 2010 31 December 2009
Guarantees given:
on tax claims 255,391,271 251,357,651
on municipal claims 8,870,982 8,998,481
others 26,105,494 27,298,016
  • Includes guarantees amounting to 139,773,777 euro (133,891,206 euro as at 31 December 2009) and 111,316,587 euro (111,279,306 euro as at 31 December 2009) related to appeals against additional corporate Income Tax and VAT assessments, respectively.

  • Includes guarantees of 687,243 euro (687,243 euro as at 31 December 2009) related to VAT reimbursement requests.

During the period ended 31 December 2009, the Retail food segment has granted a guarantee in favour of tax administration associated with a VAT proceeding, concerning the year 2004, amounting to 30.260.721,33 euro, for which the Company has presented an impugnation.

Additionally, Sonae Investimentos SGPS, SA has granted a guarantee on behalf of the subsidiary referred to above, amounting 46,893,361.33 euro in order to ensure the payment of a VAT debt concerning additional tax settlement related with the period ended as at 2005. The company will carry out an appeal and believes, based on the opinion of their tax advisers, the sentence will be favorable to the company.

A Retail segment company in Brazil granted a guarantee of approximately 30,260,370 euro (72,755,267 Brazilian real), on a tax claim, which is being judged by tax court (72,755,267 Brazilian real as at 31 December 2009).

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 unfavorable decisions not open for appeal, concerning tax lawsuits on transactions that took place before the sale date (13 December 2005) and that exceed 40 million euro. As at 31 December 2009, the amount claimed by the Brazilian Tax Authorities concerning the tax lawsuits still in progress, which the company's lawyers assess as having a high probability of loss, amount to near 38 million euro, including processes paid under recovery program Brazilian State taxes ("REFIS") in the amount of 22 million euro (56 million Brazilian real).

Furthermore, there are other tax lawsuits totaling 42 million euro for which the Board of Directors, based on the lawyers' assessment, understands will not imply future losses to the old subsidiary.

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

24. RELATED PARTIES

Balances and transactions with related parties during the periods ended 31 March 2010 and 31 December 2009 are detailed as follows:

Sales and services rendered Purchases and services obtained
Transactions 31 March 2010 31 March 2009 31 March 2010 31 March 2009
Parent company 288,780 103,410 - 139,495
Jointly controlled companies 54,383 204,942 594,609 444,251
Associated companies 7,555,357 6,503,058 239,471 867,457
Affiliated companies 13,904,314 12,013,674 - -
Other related parties (1) 2,592,881 1,431,487 19,114,745 22,220,065
24,395,715 20,256,571 19,948,825 23,671,268
Interest income Interest expenses
Transactions 31 March 2010 31 March 2009 31 March 2010 31 March 2009
Parent company 324 - 61,214 -
Jointly controlled companies 20,349 47,621 16 973
Associated companies - - - -
Affiliated companies - - - -
Other related parties (1) 4,719 - 55,780 79,264
25,392 47,621 117,010 80,237
Accounts receivable Accounts payable
Balances 31 March 2010 31 December 2009 31 March 2010 31 December 2009
Parent company 819,618 535,294 59,249,433 1,688,040
Jointly controlled companies 50,648 125,975 325,003 202,093
Associated companies 3,329,662 1,446,962 76,480 87,091
Affiliated companies 11,082,904 14,169,568 42,955 40,932
Other related parties (1) 11,761,710 10,493,463 39,938,187 32,646,869
27,044,542 26,771,262 99,632,058 34,665,025
Loans
Obtained Granted
Balances 31 March 2010 31 December 2009 31 March 2010 31 December 2009
Parent company - - - -
Jointly controlled companies - - - -
Associated companies - - - -
Affiliated companies - - - -
Other related parties (1) 10,802,648 10,802,648 1,000,000 1,000,000
10,802,648 10,802,648 1,000,000 1,000,000

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

25. INCOME TAX

Income tax for the three months period ended 31 March 2009 and 2009 is detailed as follows:

31 March 2010 31 March 2009
Current tax 4,343,561 3,501,946
Deferred tax (3,005,227) (8,026,493)
1,338,334 (4,524,547)

26. EARNINGS PER SHARE

Earnings per share for the periods ended 31 March 2010 and 2009 were calculated taking into consideration the following amounts:

Net profit 31 March 2010 31 March 2009
Net profit taken into consideration t
o calculate basic earnings per share
(consolidated profit for the period)
3,396,023 1,414,895
Effect of dilutive potential shares
Interests related to convertible bonds (net of tax)
-
-
-
-
Net profit taken into consideration to calculate diluted earnings per share 3,396,023 1,414,895
Number of shares
Weighted average number of shares used to calculated basic earnings per
share
1,000,000,000 1,000,000,000
Effect of dilutive potential ordinary shares from convertible bonds - -
Weighted average number of shares used t
o calculated diluted earnings
per share
1,000,000,000 1,000,000,000
Earnings per share (basic and diluted) 0.003396 0.001415

27. DIVIDENDS

In the Shareholders Annual General Meeting held on 26 April 2010, the payment of a gross dividend of 0.07 euro per share (0.085 euro per share in 2009) corresponding to a total of 70,000,000 euro (85,000,000 euro in 2009) was approved.

28. SEGMENT INFORMATION

The contribution of the main segments for the three months period ended 31 March 2010 and 2009 can be detailed as follows:

Food based Retail Specialised Retail Investment
Management
Retail Real Estate Eliminations and
adjustments
Total
31 March 2010
Turnover 771,766,292 274,348,380 36,349,841 32,149,902 (30,329,089) 1,084,285,326
Ex-Fuel 734,696,366 274,348,380 36,349,841 32,149,902 (30,329,089) 1,047,215,400
Fuel 37,069,926 - - - - 37,069,926
EBITDA 22,459,725 324,607 72,198 31,722,632 (907,403) 53,671,760
EBIT 3,426,680 (9,908,404) (948,821) 23,649,154 (522,908) 15,695,702
Invested capital 620,505,948 391,934,580 78,720,157 1,524,399,617 (79,490,437) 2,536,069,865
Sales area [000 m2
]
528 307 65 - - 901

1st Quarter Results 2010

SONAE INVESTIMENTOS, SGPS, SA

Food based Retail Specialised Retail Investment
Management
Retail Real Estate Eliminations and
adjustments
Total
31 March 2009
Turnover 718,010,280 225,272,100 38,069,892 29,794,040 (28,169,855) 982,976,457
Ex-Fuel 687,939,667 225,272,100 38,069,892 29,794,040 (28,169,855) 952,905,844
Fuel 30,070,613 - - - - 30,070,613
EBITDA 21,512,664 (344,504) (1,697,094) 26,771,951 - 46,243,017
EBIT 4,707,614 (7,857,442) (2,769,169) 20,457,170 - 14,538,173
Invested capital 609,794,681 351,628,083 84,796,219 1,439,195,390 - 2,485,414,373
Sales area [000 m2
]
494 252 67 - - 813

Food based retail

Includes the contribution of the Group's activity associated with the insignias of food retail (Continente, Modelo, Bom Bocado, Área Saúde and Book.it) and fuels (which is operated under the banner Continente).

Specialized Retail

Includes the contribution of Group activity associated with the insignia of non-food retail (Worten, Worten Mobile, Worten Gamer, Vobis, Sport Zone, Loop, Modalfa e Zippy).

Investment Management

Includes work of the Group's activity associated with Maxmat and travel agencies.

Retail Real Estate

Includes work of real estate assets owned and managed by Sonae Investimentos, including commercial galleries attached to units Continente and Modelo.

Elimination and adjustments

Include consolidation adjustments and eliminations of intra-group balances. In the turnover caption, these values refer mainly to the elimination of rents invoiced by the Real Estate Segment to other Segments.

Operational Cash-flow (EBITDA)

Turnover + Other income – Badwill – Reversion of impairment losses – Operational costs

Capital employed

Gross real estate assets + other fixed assets (including Goodwill) - amortizations and impairment losses + financial investments + working capital

29. APPROVAL OF THE FINANCIAL STATEMENTS

The accompanying condensed consolidated financial statements were approved by the Board of Directors and authorized for issue on 19 May 2010.

The Board of Directors,

Duarte Paulo Teixeira de Azevedo

Ângelo Gabriel Ribeirinho dos Santos Paupério

Nuno Manuel Moniz Trigoso Jordão

Condensed individual financial statements

CONDENSED INDIVIDUAL BALANCE SHEETS AS AT 31 MARCH 2010 AND 2009 AND AS AT 31 DECEMBER 2009

(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.2010 31.March.2009 31.December.2009
NON-CURRENT ASSETS:
Tangible assets 2,287 4,198 2,786
Intangible assets 167,738 8,814 7,160
Investments in affiliated companies 4 2,877,634,766 2,330,781,041 2,349,634,766
Deferred tax assets 5 6,648,706 13,453,321 1,736,158
Other non-current assets 6 1,019,584,716 1,271,893,323 1,000,150,633
Total Non-Current Assets 3,904,038,213 3,616,140,697 3,351,531,503
CURRENT ASSETS:
Trade account receivables and other current assets 7 179,314,135 415,320,919 322,687,037
Cash and cash equivalents 8 64,197 77,503 51,973,423
Total Current Assets 179,378,332 415,398,422 374,660,460
TOTAL ASSETS 4,083,416,545 4,031,539,119 3,726,191,963
EQUITY AND LIABILITIES
EQUITY:
Share capital 1,000,000,000 1,000,000,000 1,000,000,000
Reserves and retained earnings 932,814,052 939,410,153 940,785,421
Profit for the period 7,201,342 (3,031,503) 61,758,365
TOTAL EQUITY 1,940,015,394 1,936,378,650 2,002,543,786
LIABILITIES:
NON-CURRENT LIABILITIES:
Loans 1
0
1,472,073,750 1,471,161,869 1,273,377,918
Deferred tax liabilities 5 1,362 101,368 1,379
Total Non-Current Liabilities 1,472,075,112 1,471,263,237 1,273,379,297
CURRENT LIABILITIES:
Loans 1
0
88,766,563 100,713,715 68,686,914
Trade creditors and other current liabilities 1
1
582,559,476 523,183,517 381,581,966
Total Current Liabilities 671,326,039 623,897,232 450,268,880
TOTAL EQUITY AND LIABILITIES 4,083,416,545 4,031,539,119 3,726,191,963
The accompanying notes are part of these condensed individual financial statements.
The Board of Directors
36

CONDENSED INDIVIDUAL INCOME STATEMENTS FOR THE PERIODS ENDED 31 MARCH 2010 AND 2009

(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.2010 31.March.2009
Services rendered 389,618 397,402
Investment income 13 9,550,246 1,050,859
Financial income 14 7,377,029 17,416,644
Other income 863,123 1,364,702
External supplies and services (206,699) (537,626)
Staff costs (307,008) (235,090)
Depreciation and amortisation (1,051) (1,146)
Financial expenses (9,665,756) (22,735,425)
Other expenses (1,476,580) (1,148,620)
Profit/(Loss) before taxation 6,522,922 (4,428,300)
Taxation 678,420 1,396,797
Profit/(Loss) after taxation 15 7,201,342 (3,031,503)
Earnings per share 15 0.0072 (0.0030)

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

CONDENSED INDIVIDUAL STATEMENTS OF COMPREHENSIVE INCOME FOR THE PERIODS ENDED 31 MARCH 2010 AND 2009

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

(Amounts expressed in euro)

31.March.2010 31.March.2009
Net Profit / (Loss) for the period 7,201,342 (3,031,503)
Changes in hedging and fair value reserves 270,266 (2,500,151)
Other comprehensive income for the period 270,266 (2,500,151)
Total comprehensive income for the period 7,471,608 (5,531,654)

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

CONDENSED INDIVIDUAL STATEMENTS OF CHANGES IN EQUITY FOR THE PERIODS ENDED 31 MARCH 2010 AND 2009

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

Reserves and Retained Earnings
Share
Capital
Legal
Reserve
Hedging
Reserve
Other Reserves
and Retained
Earnings
Total Reserves
and Retained
Earnings
Net
Profit/(Loss)
Total
Balance as at 1 January 2009 1,000,000,000 99,300,000 (3,316,342) 664,814,565 760,798,223 266,112,081 2,026,910,304
Total comprehensive income for the period - - (2,500,151) - (2,500,151) (3,031,503) (5,531,654)
Appropriation of profit of 2008:
Transfer to legal reserves and retained earnings
Dividends distributed
-
-
14,700,000
-
-
-
251,412,081
(85,000,000)
266,112,081
(85,000,000)
(266,112,081)
-
-
(85,000,000)
Balance as at 31 March 2009 1,000,000,000 114,000,000 (5,816,493) 831,226,646 939,410,153 (3,031,503) 1,936,378,650
Balance as at 1 January 2010 1,000,000,000 114,000,000 (4,441,225) 831,226,646 940,785,421 61,758,365 2,002,543,786
Total comprehensive income for the period - - 270,266 - 270,266 7,201,342 7,471,608
Appropriation of profit of 2009:
Transfer to legal reserves and retained earnings
Dividends distributed
-
-
3,087,918
-
-
-
58,670,447
(70,000,000)
61,758,365
(70,000,000)
(61,758,365)
-
-
(70,000,000)
Balance as at 31 March 2010 1,000,000,000 117,087,918 (4,170,959) 819,897,093 932,814,052 7,201,342 1,940,015,394

(Amounts expressed in euro)

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

CONDENSED INDIVIDUAL CASH FLOW STATEMENTS FOR THE PERIODS ENDED 31 MARCH 2010 AND 2009

(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.2010 31.March.2009
OPERATING ACTIVITIES
Net cash flow from operating activities (1) 19,506 (814,440)
INVESTMENT ACTIVITIES
Cash receipts arising from:
Investments 30,405,000 -
Interests and similar income 45,392,611 47,182,602
Loans granted 529,563,844 384,546,000
605,361,455 431,728,602
Cash Payments arising from:
Investments (528,000,000) (2,172,000)
Loans granted (463,571,040) (493,058,043)
(991,571,040) (495,230,043)
Net cash used in investment activities (2) (386,209,585) (63,501,441)
FINANCING ACTIVITIES
Cash receipts arising from:
Loans obtained 1,996,061,645 2,345,563,500
1,996,061,645 2,345,563,500
Cash Payments arising from:
Loans obtained (1,649,805,667) (2,298,472,800)
Interests and similar charges (12,043,839) (33,361,202)
(1,661,849,506) (2,331,834,002)
Net cash used in financing activities (3) 334,212,139 13,729,498
Net increase in cash and cash equivalents (4) = (1) + (2) + (3) (51,977,940) (50,586,383)
Cash and cash equivalents at the beginning of the period 51,511,663 49,950,171
Cash and cash equivalents at the end of the period 8 (466,277) (636,212)
The accompanying notes are part of these condensed individual financial statements.
The Board of Directors
40

NOTES TO THE CONDENSED INDIVIDUAL

FINANCIAL STATEMENTS FOR THE PERIOD ENDED

31 MARCH 2010

(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 Investimentos, SGPS, SA, "the Company" or "Sonae Investimentos", is a Portuguese corporation, whose head office is in Rua João Mendonça nº 529, 4464-501 Senhora da Hora, Matosinhos, Portugal.

Its main activity is the management of investments (Note 4).

2 BASIS OF PREPARATION

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

The accounting policies adopted are consistent with those described in the file of the annual financial statements for the year ended 31 December 2009.

3 CHANGES IN ACCOUNTING POLICIES AND CORRECTION OF ERRORS

During the period there were neither changes in accounting policies nor correction of errors.

4 INVESTMENTS

As at 31 March 2010 and 31 December 2009, the detail of investments is as follows:

31.March.2010 31.December.2009
Company % held Final balance % held Final balance
Azulino - Imobiliária, SA 100.00% 498,025 100.00% 498,025
Bertimóvel - Sociedade Imobiliária, SA 100.00% 1,845,000 100.00% 1,845,000
Canasta - Empreendimentos Imobiliários, SA 100.00% 1,669,375 100.00% 1,669,375
Chão Verde - Sociedade de Gestão Imobiliária, SA 100.00% 2,244,591 100.00% 2,244,591
Citorres - Sociedade Imobiliária, SA 100.00% 477,848 100.00% 477,848
Contibomba - Comércio e Distribuição de Combustíveis, SA 100.00% 452,000 100.00% 452,000
Contimobe - Imobiliária Castelo Paiva, SA 100.00% 231,318,722 100.00% 231,318,722
Cumulativa - Sociedade Imobiliária, SA 100.00% 2,285,191 100.00% 2,285,191
Difusão - Sociedade Imobiliária, SA 100.00% 50,000 100.00% 50,000
Edições Book.it - SA 100.00% 1,000,000 100.00% 1,000,000
Farmácia Selecção, SA 89.00% 89,000 89.00% 89,000
Fozimo - Sociedade Imobiliária, SA 100.00% 24,940 100.00% 24,940
Fozmassimo - Sociedade Imobiliária, SA 100.00% 6,264,902 100.00% 6,264,902
Fundo de Investimento Imobiliário Fechado Imosede 54.55% 64,415,021 54.55% 64,415,021
Fundo de Investimento Imobiliário Imosonae Dois 100.00% 158,410,389 100.00% 158,410,389
Igimo - Sociedade Imobiliária, SA 100.00% 220,000 100.00% 220,000
Iginha - Sociedade imobiliária, SA 100.00% 959,000 100.00% 959,000
Imoconti - Sociedade Imobiliária, SA 100.00% 380,000 100.00% 380,000
Imoestrutura - Sociedade Imobiliária,SA 100.00% 24,940 100.00% 24,940
Imomuro - Sociedade Imobiliária, SA 100.00% 799,940 100.00% 799,940
Imoresultado - Sociedade Imobiliária, SA 100.00% 109,736 100.00% 109,736
Imosistema - Sociedade Imobiliária, SA 100.00% 280,000 100.00% 280,000
Marcas MC, ZRT 100.00% 72,784,761 100.00% 72,784,761
MJLF - Empreendimetos Imobiliários, SA 100.00% 1,809,397 100.00% 1,809,397
Modelo Continente Hipermercados, SA 100.00% 754,207,921 56.00% 284,190,240
Modelo Continente Seguros - Sociedade de Mediação, Lda 75.00% 3,161,250 75.00% 3,161,250
Modelo.Com - Vendas por Correspondência, SA 100.00% 12,637,016 100.00% 12,637,016
Predicomercial - Promoção Imobiliária, SA 100.00% 6,372,293 100.00% 6,372,293
Raso, SGPS, SA 50.00% 24,500,000 50.00% 24,500,000
Selifa - Sociedade de Empreendimentos Imobililiários, SA 100.00% 1,488,379 100.00% 1,488,379
Sempre à Mão - Sociedade Imobiliária, SA 100.00% 1,530,558 100.00% 1,530,558
Sempre a Postos - Produtos Alimentares e Utilidades, Lda 25.00% 249,399 25.00% 249,399
Sesagest - Projectos e Gestão Imobiliária, SA 100.00% 36,677,088 100.00% 36,677,088
Socijofra - Sociedade Imobiliária, SA 100.00% 550,000 100.00% 550,000
Sociloures - Sociedade Imobiliária, SA 100.00% 10,000,000 100.00% 10,000,000
Soflorin, BV 100.00% 257,309,037 100.00% 257,309,037
Sonae - Specialized Retail, SGPS, SA 100.00% 1,050,000,000 100.00% 1,050,000,000
Sonae Capital Brasil, SA 37.00% 23,334,858 37.00% 23,334,858
Sonae Center Serviços II, SA 100.00% 58,032,319 100.00% 50,000
Sonae MC - Modelo Continente, SGPS, SA 100.00% 50,000 100.00% 50,000
Sonae Retalho España, SA 100.00% 2,549,831 100.00% 2,549,831
Sonaegest - Soc. Gest. de Fundos de Investimentos, SA 20.00% 159,615 20.00% 159,615
Sonaerp - Retail Properties, SA 100.00% 114,495,350 100.00% 114,495,350
Sondis Imobiliária, SA 100.00% 474,940 100.00% 474,940
Sontária - Empreendimentos Imobiliários, SA 100.00% 10,600,000 100.00% 10,600,000
Sonvecap, BV 100.00% 3,000,000 100.00% 3,000,000
Tlantic Portugal - Sistemas de Informação, SA 100.00% 443,316 100.00% 443,316
Todos os Dias - Comércio Ret. e Expl. de Centros Comerciais, SA 100.00% 1,180,000 100.00% 1,180,000
Valor N, SA 100.00% 2,087,315 100.00% 2,087,315
2,923,503,263 2,395,503,263
Impairment of investments (45,868,497) (45,868,497)
2,877,634,766 2,349,634,766

5 DEFERRED TAX

Deferred tax assets and liabilities as of 31 March 2010 and 31 December 2009, taking into consideration the temporary differences that generated them, can be detailed as follows:

Assets
31.March.2010 31.December.2009
Derivatives 1,503,815 1,601,258
Impairment losses of assets not
accepted for tax purposes
- 134,900
Fiscal losses carried forw
ard
5,144,891 -
6,648,706 1,736,158
Liabilities
31.March.2010 31.December.2009
Differences betw
een amortisations for
accounting and tax purposes
1,362 1,379
1,362 1,379

6 OTHER NON-CURRENT ASSETS

As at 31 March 2010 and 31 December 2009 other non-current assets are detailed as follows (Note 18):

31.March.2010 31.December.2009
Loans granted to group companies 1,019,584,716 1,000,150,633

These loans bear interests at usual market rates and do not have a defined maturity.

7 TRADE ACCOUNT RECEIVABLES AND OTHER CURRENT ASSETS

As at 31 March 2010 and 31 December 2009 trade account receivables and other current assets are detailed as follows:

31.March.2010 31.December.2009
Trade account receivables 108,242 1,319,180
Group companies 160,760,085 310,119,510
Other debtors 5,973,026 6,242,723
Taxes recoverable 1,066,481 668,567
Other current asstes 11,406,301 4,337,057
179,314,135 322,687,037

The heading group companies includes: (i) the amount of 127,176,000 euro (157,125,888 euro in 31 December 2009) related to short term loans to group companies (Note 18); (ii) the amount of 9,550,246 euro related to dividends to be received; (iii) the amount of 24,033,839 euro (21,753,472 euro in 31 December 2009) related to income tax calculated by the group companies taxed in accordance with the Special Regime for Taxing Group Companies.

The heading other debtors includes approximately 5,214,780 euro (the same amount as at 31 December 2009), related to tax claims of tax assessments paid to tax authorities. No provision or impairment was recorded in order to face possible losses as it is understood by the Board of Directors that the outcome of these claims will be favourable to the Company.

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

8 CASH AND CASH EQUIVALENTS

As at 31 March 2010 and 31 December 2009 cash and cash equivalents are detailed as follows:

31.March.2010 31.December.2009
Cash 550 813
Bank deposits 63,647 51,972,610
Cash and cash equivalents on the balance sheet 64,197 51,973,423
Bank overdrafts
Cash and cash equivalents on the statement
(530,474) (461,760)
of cash flow
s
(466,277) 51,511,663

Bank overdrafts are recorded in the balance sheet under the caption "Current loans" (Note 10).

9 SHARE CAPITAL

As of 31 March 2010 and 31 December 2009, the share capital, which is fully subscribed and paid for, is made up of 1,000,000,000 ordinary shares with a nominal value of 1 euro each.

As of 31 March 2010 and 31 December 2009, the share capital was held as follows:

31.March.2010 31.December.2009
Sonae, SGPS, SA 82.48% 82.48%
Sonae Investments BV 17.52% 17.52%

10 LOANS

As at 31 March 2010 and 31 December 2009 loans are made up as follows:

31.March.2010 31.December.2009
Nominal value of bond loans 992,000,000 992,000,000
Up-front fees not yet charged to income statement (4,164,699) (4,516,975)
Bond loans 987,835,301 987,483,025
Commercial paper 471,000,000 271,000,000
Other bank loans 13,333,333 15,000,000
Up-front fees not yet charged to income statement (94,884) (105,107)
Bank loans 484,238,449 285,894,893
Non-current loans 1,472,073,750 1,273,377,918
Nominal value of bond loans 64,925,000 64,925,000
Up-front fees not yet charged to income statement (14,577) (25,511)
Bond loans 64,910,423 64,899,489
Commercial paper 20,000,000 -
Other bank loans 3,333,333 3,333,333
Up-front fees not yet charged to income statement (7,667) (7,668)
Bank overdrafts (Note 8) 530,474 461,760
Bank loans 23,856,140 3,787,425
Current loans 88,766,563 68,686,914

Non-current loans

Bonds Modelo Continente 2003 amounting to 82,000,000 euro, repayable after 8 years, in one installment, on 15 October 2011. Interest rate is variable, indexed to Euribor 6 months, with interest paid half-yearly.

Bonds Modelo Continente 2005/2012 amounting to 150,000,000 euro, repayable after 7 years, in one installment, on 2 August 2012. 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 , 11 th , 12 th and 13th coupons.

Bonds Modelo Continente 2007/2012 amounting to 200,000,000 euro, repayable after 5 years, in one installment, on 30 April 2012. Interest rate is variable, indexed to Euribor 6 months, with interest paid half-yearly.

Bonds Sonae Distribuição 2007/2015 amounting to 200,000,000 euro, repayable after 8 years, in one installment, on 10 August 2015. 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 , 12 th and 14th coupons.

Bonds Sonae Distribuição September 2007/2015 amounting to 310,000,000 euro, repayable in two installments of 50% each, on 10 September 2013 and 10 September 2015. Interest rate is variable, indexed to Euribor 6 months, with interest paid halfyearly. The company has the option to make whole or partial reimbursements, with no extra cost, on the date of the 10th , 11 th , 12 th , 13 th , 14 th and 15th coupons.

Bonds Sonae Distribuição 2009/2014 amounting to 50,000,000 euro, repayable in 6 half yearly successive according to the redemption plan as follows: i) 8,000,000 euro, on the 5th, 6th , 7 th, 8th and 9th interest payment date; ii) 10,000,000 euro, on the 10th interest payment date. Interest rate is variable, indexed to Euribor 6 months, with interest paid half-yearly.

Commercial paper programs are committed by financial institutions for a period of 4 years.

Current loans

The Bonds Modelo Continente 2005/2010, amounting to 64,925,000 euro, have already been partially repaid, and are repayable at 3 August 2010. Interest rate is variable, indexed to Euribor 6 months, with interests paid half-yearly.

Interest rate as at 31 March 2010 of the bonds and bank loan was, on average, 1.48% (1.65% as at 31 December 2009).

11 TRADE CREDITORS AND OTHER CURRENT LIABILITIES

As at 31 March 2010 and 31 December 2009, trade creditors and other current liabilities are detailed as follows:

31.March.2010 31.Dezembro.2009
Trade accounts payable 80,188 261,857
Group companies 547,777,086 342,971,182
Other accounts payable 381,874 8,151
Tax and contributions payable 21,164,634 21,559,067
Derivatives 6,327,900 7,823,283
Other current liabilities 6,827,794 8,958,426
582,559,476 381,581,966

The heading Group companies includes: (i) the amount of 466,001,024 euro (338,078,379 euro as at 31 December 2009) relating to short term loans from group companies (Note 17); (ii) the amount of 70,000,000 euro related to dividends to be paid; (iii) the amount of 11,524,932 euro (4,659,673 euro as at 31 December 2009) relating to income tax computed by the group companies taxed in accordance with the Special Regime for Taxing Groups of Companies; (iv) the amount of 233,130 euro (same amount as at 31 December 2009) related with the request for reimbursement claim of the 2003 special payment on account of income tax paid by the companies taxed according with the Special Regime for Taxing Groups of Companies.

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

12 CONTINGENT ASSETS AND LIABILITIES

As at 31 March 2010 and 31 December 2009, contingent assets and liabilities are detailed as follows:

31.March.2010 31.December.2009
Guarantees rendered:
related to tax claims aw
aiting outcome
(a) 102,212,965 95,643,815
related to local and municipal claims aw
aiting outcome
289,380 289,380
others 10,761,324 10,761,324
Guaranted given in favour of a subsidiary (b) 46,984,190 46,893,361

a) Includes the amount of 100,225,584 euro (93,656,434 euro as at 31 December 2009) referring to corporate income tax claims awaiting outcome and the amount of 1,985,386 euro (same amount as at 31 December 2009) relating to stamp duty claims.

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

No provision has been recognized for these tax additional assessments, to which some guarantees were made, as the Board of Directors expects their outcome to be favorable to the Company with no additional liability.

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

13 INVESTMENT INCOME

As at 31 March 2010 and 2009, investment income can be detailed as follows:

31.March.2010 31.March.2009
Dividends 9,550,246 1,050,859

14 FINANCIAL INCOME

As at 31 March 2010, this caption includes the amount of 7,377,029 euro (17,416,644 euro as at 31 March 2009) related to receivable interests and the amount of 8,204,537 euro (22,047,123 euro as at 31 March 2009) related to payable interests.

15 EARNINGS PER SHARE

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

31.March.2010 31.March.2009
Net Profit
(Net profit for the period) 7,201,342 (3,031,503)
Net profit taken into consideration to calculate
diluted earnings per share
7,201,342 (3,031,503)
Number of shares
Basic earnings per share 1,000,000,000 1,000,000,000
Diluted earnings per share 1,000,000,000 1,000,000,000
Earnings per share (basic and diluted) 0.007 (0.003)

16 SUBSEQUENT EVENTS

The 2009 profit appropriation has been approved in the General Meeting of Shareholders held on 26 April 2010. Dividends amounting to 70,000,000.00 euro have been attributed and are already considered in these financial statements.

17 APPROVAL OF FINANCIAL

The accompanying financial statements were approved by the Board of Directors and authorized for issue on 19 May 2010.

18 INFORMATION REQUIRED BY LAW

Decree-Law nr 318/94 art 5 nr 4

In the three months period ended 31 March 2010 shareholders' loan contracts were entered into with the following companies:

Soflorin, B.V.

In the three months period ended 31 March 2010 short-term loan contracts were entered into with the following companies:

Canasta – Empreendimentos Imobiliários, SA

Chão Verde – Sociedade de Gestão Imobiliária, SA

Citores - Sociedade Imobiliária, SA

Cumulativa – Sociedade Imobiliária, SA

Estêvão Neves – Hipermercados da Madeira, SA

Imomuro – Sociedade Imobiliária, SA

MJLF – Empreendimentos Imobiliários, SA

Pharmaconcept – Actividades em Saúde, SA

Selifa – Sociedade de Empreendimentos Imobiliários, SA

Sonae - Specialized Retail, SGPS, SA

Sonae Center Serviços II, SA

Sonae MC – Modelo Continente, SGPS, SA

As at 31 March 2010 amounts owed by affiliated undertakings can be summarized as follows:

Current (Note 7) and non-current (Note 6) granted loans

Company 31.March.2010
Azulino - Imobiliária, SA 3,930,368
BB Food Service, SA 2,725,000
Bertimóvel - Sociedade Imobiliária, SA 19,951,000
Canasta - Empreendimentos Imobiliários, SA 2,646,000
Chão Verde - Sociedade de Gestão Imobiliária, SA 64,000
Citorres - Sociedade Imobiliária, SA 3,507,000
Contibomba - Comércio e Distribuição de Combustíveis, SA 79,000
Contimobe - Imobiliária Castelo Paiva, SA 59,601,000
Continente Hipermercados, SA 166,586,000
Cumulativa - Sociedade Imobiliária, SA 2,863,000
Difusão - Sociedade Imobiliária, SA 25,604,000
Edições Book.it - SA 3,435,000
Farmácia Selecção, SA 2,459,000
Fozimo – Sociedade Imobiliária, SA 1,722,000
Fozmassimo - Sociedade Imobliária, SA 2,343,000
Good and Cheap - Comércio Retalhista, SA 13,862,000
Hipotética - Comércio Retalhista, SA 10,882,000
Igimo – Sociedade Imobiliária, SA 643,000
Iginha – Sociedade Imobiliária, SA 13,276,500
Imoconti – Sociedade Imobiliária, SA 16,824,016
Imoestrutura - Sociedade Imobiliária, SA 376,000
Imomuro - Sociedade Imobiliária, SA 4,153,897
Imoresultado – Sociedade Imobiliária, SA 440,000
Imosistema - Sociedade Imobiliária, SA 4,334,000
MJLF - Empreendimentos Imobiliários, SA 3,602,000
Modelo Continente Seguros - Sociedade de Mediação, Lda 5,081,000
Predicomercial - Promoção Imobiliária, SA 10,446,000
Raso, SGPS, SA 3,500,000
Selifa - Sociedade de Empreendimentos Imobiliários, SA 3,824,926
Sempre à Mão - Sociedade Imobiliária, SA 46,184,128
Sesagest - Projectos e Gestão Imobiliária, SA 32,073,348
Socijofra - Sociedade Imobiliária, SA 7,521,000
Sociloures - Sociedade Imobiliária, SA 28,613,022
Soflorin, BV 362,027,926
Sonae Center Serviços II, SA 2,658,000
Sonae MC - Modelo Continente, SGPS, SA 76,000
Sonae Retalho España, SA 200,047
Sonaerp - Retail Properties, SA 246,438,000
Sondis Imobiliária, SA 25,355,158
Sontária - Empreendimentos Imobiliários, SA 2,660,380
Tlantic Portugal - Sistemas de Informação, SA 92,000
Valor N, SA 4,101,000
1,146,760,716

From the amounts above, as at 31 March 2010, 1,019,584,716 euro is recorded as non-current assets.

As at 31 March 2010 amounts owed to affiliated undertakings can be summarized as follows:

Loans obtained – Short term (Note 11)

Company 31.March.2010
Chão Verde - Sociedade de Gestão Imobiliária, SA (3,024,023)
Efanor - Design e Serviços, SA (2,698,000)
Estêvão Neves - Hipermercados da Madeira, SA (3,223,000)
Marcas MC, ZRT (56,801,000)
Modelo Continente Hipermercados, SA (53,861,000)
Modelo Hiper - Imobiliária, SA (1,993,000)
Modelo.Com - Vendas por Correspondência, SA (10,539,000)
Pharmaconcept - Actividades em Saúde, SA (70,000)
Solaris - Supermercados, SA (7,410,000)
Sonae - Specialized Retail SGPS, SA (303,822,000)
Todos os Dias - Comércio Ret. e Expl. de Centros Comerciais, SA (704,000)
Worten - Equipamentos para o Lar, SA (21,856,000)
(466,001,023)

The Board of Directors

Duarte Paulo Teixeira de Azevedo

Ângelo Gabriel Ribeirinho dos Santos Paupério

Nuno Manuel Moniz Trigoso Jordão

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