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Hellenic Telecommunications Organization S.A.

Quarterly Report Oct 5, 2015

2634_ir_2015-10-05_24e9e93c-36b9-42f9-8faa-008887434a30.pdf

Quarterly Report

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INTERIM CONDENSED FINANCIAL STATEMENTS (STAND-ALONE AND CONSOLIDATED) AS OF JUNE 30, 2006 IN ACCORDANCE WITH INTERNATIONAL FINANCIAL REPORTING STANDARDS

(TRANSLATED FROM THE GREEK ORIGINAL)

HELLENIC TELECOMMUNICATIONS ORGANIZATION S.A. ΑΡ.Μ.Α.Ε. 347/06/Β/86/10 99 KIFFISIAS AVE–151 24 MAROUSSI ATHENS, GREECE

INDEX TO THE FINANCIAL STATEMENTS

PAGE

INTERIM BALANCE SHEETS (STAND-ALONE AND CONSOLIDATED) 3
INTERIM INCOME STATEMENTS (STAND-ALONE AND CONSOLIDATED) 4
INTERIM
STATEMENTS
OF
CHANGES
IN
EQUITY
(STAND-ALONE
AND
CONSOLIDATED) 6
INTERIM CASH FLOW STATEMENTS (STAND-ALONE AND CONSOLIDATED) 8
NOTES TO THE INTERIM CONDENSED FINANCIAL STATEMENTS
1. COMPANY'S FORMATION AND OPERATIONS 9
2. BASIS OF PREPARATION OF FINANCIAL STATEMENTS 10
3. SIGNIFICANT ACCOUNTING POLICIES 10
4. INVESTMENTS 10
5. FINANCIAL ASSETS 12
6. NON-CURRENT ASSETS HELD FOR SALE 13
7. LONG-TERM DEBT 15
8. INCOME TAXES 15
9. REVENUES 16
10. OTHER OPERATING EXPENSES 18
11. SEGMENT REPORTING 19
12. EARNINGS PER SHARE 20
13. RELATED PARTY TRANSACTIONS 20
14. LITIGATION AND CLAIMS 22
15. SUBSEQUENT EVENTS 22

AUDITORS' REVIEW REPORT

HELLENIC TELECOMMUNICATIONS ORGANIZATION S.A. (OTE) INTERIM BALANCE SHEETS (STAND ALONE AND CONSOLIDATED) AS OF 30 JUNE 2006

(Amounts in millions of Euro) 30/6/2006 31/12/2005
Notes COMPANY GROUP COMPANY GROUP
ASSETS
Non - current assets:
Telecommunication property, plant and equipment
Goodwill
2,836.4
-
6,413.1
72.2
3,032.2
-
6,739.6
72.4
Telecommunication licenses 4.0 390.6 4.2 393.0
Investments 4 1,823.6 158.6 1,684.1 159.3
Financial assets 5 - 219.3 - -
Advances to pension funds 163.0 163.0 180.7 180.7
Deferred taxes 219.8 250.0 222.2 257.7
Other non-current assets 74.8 126.9 63.2 126.6
Total non - current assets 5,121.6 7,793.7 5,186.6 7,929.3
Current assets:
Materials and supplies 21.5 123.6 29.7 130.3
Accounts receivable 825.0 1,065.6 779.4 1,066.7
Non-current assets held for sale 6 49.0 273.9 - -
Other current assets 305.1 411.8 321.1 411.1
Cash and cash equivalents 822.0 1,370.2 844.3 1,512.2
Total current assets 2,022.6 3,245.1 1,974.5 3,120.3
TOTAL ASSETS 7,144.2 11,038.8 7,161.1 11,049.6
EQUITY AND LIABILITIES
Equity attributable to equity holders of the parent:
Share capital 1,172.5 1,172.5 1,172.5 1,172.5
Paid-in surplus 486.6 486.6 486.6 486.6
Treasury stock (5.9) (5.9) (5.9) (5.9)
Legal reserve 256.7 256.7 256.7 256.7
Retained earnings 1,039.3 1,493.0 798.0 1,401.6
Minority interest 2,949.2
-
3,402.9
1,208.0
2,707.9
-
3,311.5
1,201.9
Total equity 2,949.2 4,610.9 2,707.9 4,513.4
Non – current liabilities:
Long-term debt 7 1,795.0 2,573.8 1,951.9 3,104.3
Reserve for staff retirement indemnities 168.5 180.3 162.1 172.7
Reserve for voluntary retirement program 614.8 614.8 603.8 603.8
Reserve for Youth Account 282.6 282.6 284.0 284.0
Other non – current liabilities 44.0 149.4 43.6 139.9
Total non – current liabilities 2,904.9 3,800.9 3,045.4 4,304.7
Current liabilities:
Accounts payable 416.6 633.8 558.8 720.6
Short-term borrowings - 9.8 - 14.3
Current maturities of long-term debt 7 16.1 782.7 14.9 321.3
Income taxes payable
Deferred revenue
42.2
94.5
136.4
132.4
-
102.2
81.9
179.1
Reserve for voluntary retirement program 321.7 321.7 434.9 434.9
Dividends payable 3.9 3.9 5.3 5.2
Liabilities associated with non-current assets held for sale 6 - 58.7 - -
Other current liabilities 395.1 547.6 291.7 474.2
Total current liabilities 1,290.1 2,627.0 1,407.8 2,231.5
TOTAL EQUITY AND LIABILITIES 7,144.2 11,038.8 7,161.1 11,049.6

The accompanying Notes on pages 9 – 23 form an integral part of these Interim Condensed Financial Statements.

The Interim Condensed Financial Statements presented on pages 3 - 23 were approved by the Board of Directors on 29 August 2006 and are signed by :

Chairman

& Managing Director Chief Financial Officer Accounting Manager

Panagis Vourloumis Iordanis Aivazis Antonis Mavromaras

INTERIM INCOME STATEMENTS (STAND-ALONE) FOR THE THREE MONTH AND SIX MONTH PERIODS ENDED 30 JUNE 2006

2006 2005
Notes 2nd Quarter st Half
1
nd Quarter
2
st Half
1
(Amounts in millions of Euro, except share and per share
data)
Revenues:
Domestic telephony 9 406.2 810.0 405.3 806.3
International telephony 9 49.2 91.7 58.7 113.7
Other revenues 9 237.2 475.6 215.9 422.7
Total revenues 692.6 1,377.3 679.9 1,342.7
Operating expenses:
Payroll and employee benefits (209.1) (424.3) (221.6) (439.2)
Charges for voluntary retirement program - - 1.9 (25.1)
Charges from international operators (33.6) (63.6) (42.2) (75.2)
Charges from domestic operators (95.4) (188.5) (93.4) (175.7)
Depreciation and amortization (131.2) (265.9) (133.5) (269.9)
Cost of telecommunications equipment (30.3) (79.0) (25.5) (48.5)
Other operating expenses 10 (124.3) (238.4) (141.4) (264.3)
Total operating expenses (623.9) (1,259.7) (655.7) (1,297.9)
Operating income 68.7 117.6 24.2 44.8
Other income/ (expense):
Interest expense (34.3) (61.1) (30.0) (60.0)
Interest income 14.7 22.1 9.9 20.1
Foreign exchange gains/ (losses), net 1.3 1.0 (2.6) (3.7)
Dividends 4 196.3 196.3 147.1 330.2
Gains from investments - - 3.3 17.1
178.0 158.3 127.7 303.7
Profit before tax 246.7 275.9 151.9 348.5
Income taxes (35.9) (44.6) (14.1) (26.4)
Profit for the period 210.8 231.3 137.8 322.1
Attributable to:
Equity holders of the parent 210.8 231.3 137.8 322.1
Minority interest -
210.8
-
231.3
-
137.8
-
322.1
Basic earnings per share 12 0.4301 0.4719 0.2811 0.6571
Weighted average number of shares outstanding 490,150,389 490,150,389 490,150,389 490,150,389

INTERIM INCOME STATEMENTS (CONSOLIDATED) FOR THE THREE MONTH AND SIX MONTH PERIODS ENDED 30 JUNE 2006

2006 2005
Notes 2nd Quarter st Half
1
nd Quarter
2
st Half
1
(Amounts in millions of Euro, except share and per share
data)
Revenues:
Domestic telephony 9 568.9 1,141.5 584.3 1,154.0
International telephony 9 92.5 175.9 103.0 199.8
Mobile telephony 9 493.2 942.5 435.6 824.7
Other revenues 9 277.3 558.7 246.3 492.2
Total revenues 1,431.9 2,818.6 1,369.2 2,670.7
Operating expenses:
Payroll and employee benefits (334.5) (653.1) (330.5) (678.2)
Charges for voluntary retirement program - - 1.9 (25.1)
Charges from international operators (50.6) (97.8) (68.8) (110.3)
Charges from domestic operators (187.8) (362.7) (167.1) (312.7)
Depreciation and amortization (280.0) (564.3) (272.7) (562.2)
Cost of telecommunications equipment (44.7) (109.8) (43.9) (81.8)
Other operating expenses 10 (296.7) (565.1) (256.0) (513.6)
Total operating expenses (1,194.3) (2,352.8) (1,137.1) (2,283.9)
Operating income 237.6 465.8 232.1 386.8
Other income/ (expense):
Interest expense (46.8) (89.1) (40.7) (80.0)
Interest income 18.4 28.7 16.9 28.7
Foreign exchange gains/ (losses), net (1.2) 0.2 7.9 33.4
Dividends 4 22.5 22.5 14.7 19.7
Gains from investments - 5.8 6.1 25.3
(7.1) (31.9) 4.9 27.1
Profit before tax 230.5 433.9 237.0 413.9
Income taxes (84.7) (146.2) (69.3) (129.8)
Profit for the period 145.8 287.7 167.7 284.1
Attributable to:
Equity holders of the parent 112.2 221.9 117.2 196.5
Minority interest 33.6 65.8 50.5 87.6
145.8 287.7 167.7 284.1
Basic earnings per share 12 0.2289 0.4527 0.2391 0.4009
Weighted average number of shares outstanding 490,150,389 490,150,389 490,150,389 490,150,389

INTERIM STATEMENTS OF CHANGES IN EQUITY (STAND-ALONE) FOR THE SIX MONTH PERIOD ENDED 30 JUNE 2006

(Amounts in millions of Euro)

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INTERIM STATEMENTS OF CASH FLOWS (STAND-ALONE AND CONSOLIDATED) FOR THE SIX MONTH PERIOD ENDED 30 JUNE 2006

1/1/2006 - 30/6/2006 1/1/2005 - 30/6/2005
COMPANY GROUP COMPANY GROUP
(Amounts in millions of Euro)
Cash flows from operating activities
Profit before taxes 275.9 433.9 348.5 413.9
Adjustments for:
Depreciation and amortization 265.9 564.3 269.9 562.2
Provisions 90.2 104.2 115.8 117.5
Investment and financial income (219.4) (57.2) (363.7) (106.9)
Amortization of advances to pension funds 17.6 17.6 17.6 17.6
Interest expense 61.1 89.1 60.0 80.0
Adjustments for working capital movements related to
operating activities:
Decrease / (increase) in materials and supplies 8.2 (6.9) 9.8 9.7
Decrease / (increase) in accounts receivable 19.9 (11.3) 18.5 (112.8)
Decrease in liabilities (239.4) (213.9) (88.7) (140.3)
Minus:
Interest paid (15.3) (48.4) (62.0) (82.5)
Income taxes paid - (82.6) - (75.0)
Net cash provided by operating activities 264.7 788.8 325.7 683.4
Cash flows from investing activities
Acquisition of subsidiary or associate, net of cash acquired (191.1) (191.1) (285.7) (285.7)
Acquisition of financial assets - (222.8) - -
Loans granted (11.2) - (3.2) 7.8
Proceeds from loans 5.9 - - -
Purchase of property, plant and equipment or intangible
assets (95.8) (399.4) (105.6) (237.8)
Proceeds from sale of investment - - 30.0 30.0
Interest received 12.4 19.8 5.3 13.9
Dividends received 152.1 6.8 193.0 12.7
Net cash used in investing activities (127.7) (786.7) (166.2) (459.1)
Cash flows from financing activities
Proceeds from minority shareholders for issuance of
subsidiary's share capital - 12.0 - 12.8
Proceeds from long-term debt and short-term borrowings - - - 56.1
Repayment of long-term debt and short-term borrowings (157.9) (45.7) - (52.1)
Dividends paid (1.4) (72.9) (1.7) (125.6)
Net cash used in financing activities (159.3) (106.6) (1.7) (108.8)
Net increase / (decrease) in cash and cash equivalents (22.3) (104.5) 157.8 115.5
Cash and cash equivalents at beginning of period 844.3 1,512.2 370.0 870.3
Cash and cash equivalents at end of period (in total) 822.0 1,407.7 527.8 985.8
Cash and cash equivalents included in non-current
assets held for sale - (37.5) - -
Cash and cash equivalents at end of period 822.0 1,370.2 527.8 985.8

NOTES TO THE INTERIM CONDENSED FINANCIAL STATEMENTS AS OF 30 JUNE 2006 (Amounts in millions of Euro, unless otherwise stated)

1. COMPANY'S FORMATION AND OPERATIONS

The Hellenic Telecommunications Organization S.A. (hereinafter referred to as the "Company" or "OTE"), was founded in 1949 in accordance with Law 1049/49, as a state-owned Société Anonyme and operates pursuant to Law 2246/94 (as amended), Law 2257/94 (OTE's Charter) and Presidential Decree 437/95, in order to provide telecommunications and other related services.

The address of its registered office is: 99 Kifissias Avenue – 151 24 Maroussi Athens, Greece, while its website is www.ote.gr.

OTE Group (hereinafter referred to as the "Group") include the accounts of OTE and the following subsidiaries where OTE has control:

Company Name Line of Business 30/6/2006 Ownership interest
31/12/2005
Direct ownership

COSMOTE MOBILE TELECOMMUNICATIONS S.A.
Mobile telecommunications services
("Cosmote") 67.00% 64.37%

OTE INTERNATIONAL INVESTMENTS LTD
Investment holding company 100.00% 100.00%

ARMENIA TELEPHONE COMPANY CJSC ("ArmetTel")
Fixed line and mobile telephony services 90.00% 90.00%

OTE AUSTRIA HOLDING GMBH
Investment holding company 100.00% 100.00%

HELLAS SAT CONSORTIUM LIMITED ("HellasSat")
Satellite communications 95.69% 95.69%

COSMO-ONE HELLAS MARKET SITE S.A. ("Cosmo One")
E-commerce services 51.55% 50.74%

OTENET S.A. ("OTEnet")
Internet services 94.59% 94.59%

HELLASCOM INTERNATIONAL S.A. ("Hellascom")
Telecommunication projects 100.00% 100.00%

OTE PLC
Financing services 100.00% 100.00%

OTE SAT-MARITEL S.A. ("OTE Sat – Maritel")
Satellite telecommunications services 94.08% 93.99%

OTE PLUS S.A. ("OTE Plus")
Consulting services 99.00% 99.00%

ΟΤΕ ESTATE S.A. ("ΟΤΕ Estate")
Real estate 100.00% 100.00%

INFOTE S.A. ("InfOTE")
Directory and information services 100.00% 100.00%

OTE INTERNATIONAL SOLUTIONS S.A. ("OTEGlobe")
Wholesale telephony services 100.00% 100.00%

HATWAVE HELLENIC-AMERICAN TELECOMMUNICATIONS
WAVE LTD. ("Hatwave")
Holding company 52.67% 52.67%

OTE INSURANCE AGENCY S.A. ("OTE Insurance")
Insurance brokerage services 100.00% 100.00%

ΟΤΕ ACADEMY S.A. ("OTE Academy")
Training services 100.00% 100.00%
Indirect ownership

ROMTELECOM S.A. ("Romtelecom")
Fixed line telephony services 54.01% 54.01%

COSMOTE ROMANIA S.A. (previously named COSMOROM)
Mobile telecommunications services 63.10% 61.26%

OTE MTS Holding B.V.
Investment holding company 67.00% 64.37%

COSMOFON MOBILE TELECOMMUNICATIONS SERVICES
Mobile telecommunications services 67.00% 64.37%
A.D. – SKOPJE ("Cosmofon")

COSMO BULGARIA MOBILE EAD ("Globul")
Mobile telecommunications services 67.00% 64.37%

COSMO-HOLDING ALBANIA S.A. ("CHA")
Investment holding company 64.99% 62.44%

ALBANIAN MOBILE COMMUNICATIONS Sh.a ("AMC")
Mobile telecommunications services 55.24% 53.07%

VOICENET S.A. ("Voicenet")
Telecommunication services 79.52% 79.52%

OTENET CYPRUS S.A.
Investment holding company 56.75% 56.75%

OTENET TELECOMMUNICATIONS L.T.D.
Telecommunication services 58.51% 58.51%

HELLAS SAT S.A.
Satellite telecommunications services 95.69% 95.69%

OTE INVESTMENTS SERVICES S.A.
Investment holding company 100.00% 100.00%

OTE PLUS BULGARIA
Consulting services 99.00% 99.00%
Consulting services 99.00% 99.00%
OTE PLUS ROMANIA

NOTES TO THE INTERIM CONDENSED FINANCIAL STATEMENTS AS OF 30 JUNE 2006 (Amounts in millions of Euro, unless otherwise stated)

2. BASIS OF PREPARATION OF FINANCIAL STATEMENTS

The accompanying Interim Condensed Stand-Alone and Consolidated Financial Statements (hereinafter «Financial Statements») have been prepared in accordance with IAS 34 "Interim Financial Reporting".

These Financial Statements do not include all the information required for the preparation of a complete set of annual financial statements and therefore they should be examined in conjunction with the published most recent annual financial statements as of 31 December 2005, which are available on the Company's website (www.ote.gr).

During the preparation of the annual consolidated financial statements as of 31 December 2005, it was noted that certain changes should be made in the amounts included in the interim consolidated financial statements, as compared to the way they were disclosed at their initial publication. The detailed presentation and explanation of all the above changes and their effect on the financial statements are available on the Company's website www.ote.gr. Hence, in the accompanying Financial Statements, certain comparative figures of the interim period ended 30 June 2005, have been restated in relation to their initial publication, based on the changes described above.

The above Financial Statements have been prepared on a historical cost basis, except for the available for sale securities, which are at fair value with the changes recognized directly in equity.

The Financial Statements were approved for issue by the Board of Directors on 29 August 2006.

3. SIGNIFICANT ACCOUNTING POLICIES

The significant accounting policies and accounting estimates adopted by OTE for the preparation of these Financial Statements are the same with those referred to, in the notes to the financial statements as of 31 December 2005.

The adoption by the European Union, up to 31 December 2006 of new standards, interpretations or modifications, that might be issued by the International Accounting Standards Board (IASB) within this year and their adoption will cover periods beginning after 1 January 2006, might have a retrospective effect on the periods covered by these Financial Statements.

4. INVESTMENTS

Investments are analyzed as follows:

30/6/2006 31/12/2005
COMPANY GROUP COMPANY GROUP
(a) Investments
in
subsidiaries 1,665.9 - 1,526.3 -
(b) Other investments 157.7 158.6 157.8 159.3
1,823.6 158.6 1,684.1 159.3

NOTES TO THE INTERIM CONDENSED FINANCIAL STATEMENTS AS OF 30 JUNE 2006 (Amounts in millions of Euro, unless otherwise stated)

4. INVESTMENTS (continued)

(a) Investments in subsidiaries are analyzed as follows:

Country 30/6/2006 31/12/2005
Cosmote Greece 556.7 365.6
OTE International Investments Ltd Cyprus 497.9 497.9
ArmenTel Armenia - 55.0
OTE Austria Holding GMBH Austria 0.1 0.1
HellasSat Cyprus 193.0 189.5
Cosmo One Greece 3.2 3.2
OTEnet Greece 24.7 24.7
Hellascom Greece 20.4 20.4
OTE Sat – Maritel Greece 11.2 11.2
ΟΤΕ Plus Greece 2.6 2.6
ΟΤΕ Estate Greece 336.3 336.3
InfOTE Greece 12.4 12.4
OTEGlobe Greece 0.9 0.9
OTE Insurance Greece 0.6 0.6
OTE Academy Greece 5.9 5.9
1,665.9 1,526.3

Included in investments in subsidiaries are the amounts of loans granted by ΟΤΕ to its subsidiaries and are outstanding at the balance sheet date.

Within April 2006, OTE acquired 9,547,579 shares of COSMOTE for a total consideration of Euro 191.1, increasing its participating interest in COSMOTE's share capital from 64.14% to 67.00% and obtaining the statutory majority of the subsidiary.

The difference between the consideration given to acquire the additional share of the subsidiary' share capital and the minority interest's share at the date of acquisition, has been accounted for as equity transaction and has been recognized directly in equity in the consolidated Financial Statements.

OTE's investment in Armentel was classified as non-current asset held for sale and the amount of Euro 49.0 was transferred in the respective line in the balance sheet. For further details see Note 6 below. The outstanding balance of the loan granted to that company of Euro 6.0, was repaid during the first half of 2006.

(b) Other investments

OTE's other investments are analyzed as follows:

30/6/2006 31/12/2005
Telekom Srbija 155.1 155.1
Other 2.6 2.7
157.7 157.8

NOTES TO THE INTERIM CONDENSED FINANCIAL STATEMENTS AS OF 30 JUNE 2006 (Amounts in millions of Euro, unless otherwise stated)

4. INVESTMENTS (continued)

Dividends from investments are analyzed as follows:

COMPANY

2006 2005
nd
2
st
1
nd
2
st
1
Quarter Half Quarter Half
Cosmote 145.3 145.3 122.2 297.6
ΟΤΕ Estate 15.0 15.0 1.1 1.1
InfOTE 3.5 3.5 9.3 9.3
OTEGlobe 2.5 2.5 - 2.5
OTESat – Maritel 0.7 0.7 - -
Armentel 6.8 6.8 - -
TELEKOM SRBIJA 21.6 21.6 14.5 14.5
EUTELSAT - - - 4.9
Other 0.9 0.9 - 0.3
196.3 196.3 147.1 330.2

GROUP

2006 2005
nd
2
Quarter
st
1
Half
nd
2
Quarter
st
1
Half
TELEKOM SRBIJA 21.6 21.6 14.5 14.5
EUTELSAT - - - 4.9
Other 0.9 0.9 0.2 0.3
22.5 22.5 14.7 19.7

5. FINANCIAL ASSETS

On 9 May 2006, Cosmote announced that it has reached an agreement with and Mr. P. Germanos, major shareholder and founder of the listed company GERMANOS S.A. for the acquisition of a 42% interest in the above company, for a consideration of 19 Euro per share, subject to the receipt of all necessary approvals from the proper authorities. Cosmote plans to acquire the 42% interest through a Special Purpose Vehicle (SPV), which following such acquisition, shall launch a public tender offer for the remaining shares of GERMANOS S.A. According to the agreement, following the completion of the acquisition of the 42%, certain activities of GERMANOS S.A that are not considered to be core to COSMOTE's operations will be repurchased by Mr. P. Germanos or a company controlled by him.

Following the public tender offer, Mr. P.Germanos or a company controlled by him will reinvest in GERMANOS S.A. for a period of 3 to 5 years through the SPV.

NOTES TO THE INTERIM CONDENSED FINANCIAL STATEMENTS AS OF 30 JUNE 2006 (Amounts in millions of Euro, unless otherwise stated)

5. FINANCIAL ASSETS (continued)

The aggregate gross consideration for the acquisition of 100% of GERMANOS S.A.. share capital may be up to Euro 1.58 billion (absolute figure), while the net cost of the transaction to Cosmote, following the disposals to, and the reinvestment of Mr P. Germanos, will be approximately Euro1.3 billion (absolute figure), without taking into consideration the cash and cash equivalents of GERMANOS S.A.. COSMOTE shall finance this acquisition through the issuance of bonds.

During the second quarter of 2006, Cosmote acquired 11,729,103 shares of GERMANOS S.A., for a total consideration of Euro 222.8, through the Athens Stock Exchange, with an average acquisition cost Euro 18.99 per share. These shares represent a 14.37% interest of GERMANOS S.A.'s, share capital. These shares are accounted for at fair value with changes recognized directly in equity. Their fair value on 30 June 2006 amounted to Euro 219.3 and the change of Euro 3.5 was recognized directly in the Group's equity.

6. NON-CURRENT ASSETS HELD FOR SALE

In April 2006, OTE announced that after consultation with the Government of Armenia, it has initiated the process of examining options for the disposal of its 90% participating interest in Armentel, through an auction process. HSBC Bank PLC was appointed as financial consultant in this process. At the initial phase of the process OTE received ten non-binding offers. In the second phase of the process, after reviewing the ten offers, four bidders were invited to participate in the final negotiations which are expected to begin on September 2006. The four qualifying bidders are: AO Vimpelcom, Mobile Telesystems (MTS) OJCS, Emirates Telecommunications Corporation (ETISALAT) / Istithmar PJSC / Emergent Telecom Ventures (ETV) and VTEL Holdings / Knightbridge Associates.

Based on the above, Armentel meets the criteria set out in I.F.R.S. 5 for its classification as held for sale and therefore in the 30 June 2006 balance sheets, it was presented as follows:

In the stand-alone balance sheet, OTE's investment in Armentel was classified as non-current asset held for sale and the amount of Euro 49.0 was transferred from "Investments" to "Noncurrent assets held for sale", representing the lower of its carrying amount and fair value, in accordance with the measurement requirements of I.F.R.S. 5. (See Note 4).

In the consolidated balance sheet, Armentel's assets and liabilities were presented separately from other assets and liabilities of the Group in "Non-current assets held for sale" and in "Liabilities associated with non- current assets held for sale", respectively.

NOTES TO THE INTERIM CONDENSED FINANCIAL STATEMENTS AS OF 30 JUNE 2006 (Amounts in millions of Euro, unless otherwise stated)

6. NON-CURRENT ASSETS HELD FOR SALE (continued)

The assets and liabilities of Armentel (after the elimination of inter company transactions) as of 30 June 2006 are as follows:

ASSETS 30/06/2006
Non-current assets:
Telecommunication property, plant and equipment 184.1
Other non-current assets 12.3
Total non-current assets 196.4
Current assets
Materials and supplies 13.6
Accounts receivable 20.4
Other current assets 6.0
Cash and cash equivalents 37.5
Total current assets 77.5
NON-CURRENT ASSETS HELD FOR SALE 273.9
LIABILITIES
Non-current liabilities
Long-term debt (Note 7) 20.8
Other non-current liabilities 0.3
Total non-current liabilities 21.1
Current liabilities
Suppliers 17.2
Current maturities of long-term debt (Note 7) 11.6
Income taxes payable 1.4
Deferred revenue 2.0
Other current liabilities 5.4
Total current liabilities 37.6
LIABILITIES ASSOCIATED WITH NON-CURRENT ASSETS HELD
FOR SALE 58.7

Condensed income statements of Armentel for the periods presented are included in the table below (before any elimination entry for inter company transactions) for information purposes:

nd
2
st
1
nd
2
st
1
Quarter Half Quarter Half
2006 2006 2005 2005
Revenues 36.2 68.4 28.6 51.6
Operating expenses (26.6) (46.6) (18.5) (35.2)
Operating income 9.6 21.8 10.1 16.4
Other income / (expense) 0.5 (0.9) 1.0 1.2
Profit before tax 10.1 20.9 11.1 17.6
Income taxes (2.4) (6.1) (1.7) (3.0)
Profit for the period 7.7 14.8 9.4 14.6

NOTES TO THE INTERIM CONDENSED FINANCIAL STATEMENTS AS OF 30 JUNE 2006 (Amounts in millions of Euro, unless otherwise stated)

7. LONG -TERM DEBT

Long-term debt is analyzed as follows:

30/6/2006 31/12/2005
COMPANY
(a) Loan from European Investment Bank 67.4 67.4
(b) Inter-company loans from ΟΤΕ PLC 1,743.7 1,899.4
Total long-term debt 1,811.1 1,966.8
Current maturities (16.1) (14.9)
Long-term portion 1,795.0 1,951.9
GROUP
(a) Loan from European Investment Bank 67.4 67.4
(b) Loans from suppliers - 33.5
(c) Consortium loans 500.0 500.0
(d) Eurobond 1,112.1 1,108.9
(e) Global Medium Term Note Program 1,489.7 1,489.1
(f) Other bank loans 187.3 226.7
Total long-term debt 3,356.5 3,425.6
Current maturities (782.7) (321.3)
Long-term portion 2,573.8 3,104.3

Within June 2006, OTE repaid an intercompany loan of Euro 157.9 to its subsidiary OTE PLC.

On 18 May 2006, OTE's Board of Directors approved to raise the aggregate principal amount of notes under the Global Medium Term Note Program from 3,500 tot Euro 5,000, with effect from August 2006, when the required approvals were granted.

After the classification of Armentel as non-current asset held for sale, in the consolidated balance sheet as of 30 June 2006, Armentel's long-term debt of Euro 32.4, (including Euro 11.6 short-term portion), were transferred in "Liabilities associated with non-current assets held for sale". For further details see Note 6 above.

8. INCOME TAXES

In accordance with Law 3296/2004, the income tax rate in Greece was reduced from 32% in 2005, to 29% in 2006 and 25% in 2007 and onwards.

Up to 30 June 2006 there are no significant developments relating to the unaudited tax years of the Group as compared to 31 December 2005 disclosures, except of the following:

  • A. In May 2006, the tax authorities commenced the tax audit of OTE's books for the fiscal years 2002 - 2005, which is expected to be completed within 2006.
  • B. In Romtelecom, the tax authorities have commenced the tax audit of the company's books for the fiscal years 2001 - 2005, which is expected to be completed within 2006.
  • C. In OTE Estate, the tax authorities have commenced the tax audit of the company's books for the fiscal years 2001 – 2002, which is expected to be completed in September 2006.
  • D. In AMC, the tax authorities have commenced the tax audit of the company's books for the fiscal years 2002 - 2005, which is expected to be completed in September 2006.

NOTES TO THE INTERIM CONDENSED FINANCIAL STATEMENTS AS OF 30 JUNE 2006 (Amounts in millions of Euro, unless otherwise stated)

9. REVENUES

Revenues in the accompanying income statements consist of income from:

COMPANY

2006 2005
nd
2
Quarter
st
1
Half
nd
2
Quarter
st
1
Half
(i) Domestic Telephony

Monthly network service fees
175.0 344.3 165.4 332.7

Local and long-distance calls
- Fixed to fixed 131.0 268.0 137.8 276.9
- Fixed to mobile 82.2 162.0 86.7 163.8
213.2 430.0 224.5 440.7

Other
18.0 35.7 15.4 32.9
406.2 810.0 405.3 806.3
(ii) International Telephony

International traffic
21.7 40.0 23.3 49.0

Payments from international
operators 18.2 36.1 27.3 47.8

Payments from mobile
operators 9.3 15.6 8.1 16.9
49.2 91.7 58.7 113.7
(iii) Other revenues

Prepaid cards
22.5 34.0 23.5 44.6

Leased lines and Data
communications 48.8 97.1 47.7 100.9

VoIP through MSP
11.4 21.2 6.1 9.5

ISDN
36.1 70.7 32.9 64.4

Sales of telecommunication
equipment 19.5 59.3 12.3 25.8

Internet / ADSL
14.7 26.2 5.9 10.8

ATM
9.0 16.9 7.7 14.5

Services rendered
40.3 80.6 41.3 78.8

Interconnection charges
27.6 56.0 26.5 51.2

Miscellaneous
7.3 13.6 12.0 22.2
Total other revenues 237.2 475.6 215.9 422.7
Total revenues 692.6 1,377.3 679.9 1,342.7

NOTES TO THE INTERIM CONDENSED FINANCIAL STATEMENTS AS OF 30 JUNE 2006 (Amounts in millions of Euro, unless otherwise stated)

9. REVENUES (continued)

GROUP

2006 2005
nd
2
Quarter
st
1
Half
nd
2
Quarter
st
1
Half
(i) Domestic Telephony

Monthly network service fees
244.3 485.3 241.5 473.8

Local and long-distance calls
- Fixed to fixed 176.6 370.4 195.3 397.7
- Fixed to mobile 125.3 241.3 129.2 244.0
301.9 611.7 324.5 641.7

Other
22.7 44.5 18.3 38.5
568.9 1,141.5 584.3 1,154.0
(ii) International Telephony

International traffic
37.3 69.3 38.4 76.6

Payments from international
operators 44.4 88.0 55.7 104.6

Payments from mobile
operators 10.8 18.6 8.9 18.6
92.5 175.9 103.0 199.8
(iii) Mobile Telephony 493.2 942.5 435.6 824.7
(iv) Other revenues

Prepaid cards
26.7 47.3 32.4 62.9

Directories
14.0 28.6 13.9 27.7

Leased lines and Data
communications 46.6 93.6 49.4 100.2

VoIP through MSP
8.6 16.4 2.9 6.3

ISDN
40.0 79.4 35.0 68.3

Sales of telecommunication
equipment 31.0 85.3 24.9 49.7

Internet / ADSL
32.0 57.0 19.4 37.7

ATM
9.0 16.9 5.8 12.6

Services rendered
17.1 31.5 15.7 27.8

Interconnection charges
29.7 61.0 22.8 49.5

Miscellaneous
22.6 41.7 24.1 49.5

Total other revenues
277.3 558.7 246.3 492.2
Total revenues 1,431.9 2,818.6 1,369.2 2,670.7

NOTES TO THE INTERIM CONDENSED FINANCIAL STATEMENTS AS OF 30 JUNE 2006

(Amounts in millions of Euro, unless otherwise stated)

10. OTHER OPERATING EXPENSES

Other operating expenses are analyzed as follows:

COMPANY

2006 2005
nd
2
st
1
nd
2
st
1
Quarter Half Quarter Half
Services and fees 36.4 62.6 33.3 62.7
Cost
of
telecommunication
material,
repairs and maintenance 16.4 34.0 34.3 54.0
Advertising costs 6.7 14.5 7.7 16.8
Utilities 13.0 25.4 12.5 22.8
Provision for doubtful accounts 18.3 34.0 20.0 40.0
Other provisions 7.5 15.0 5.0 10.0
Travel costs 1.8 3.1 2.0 3.3
Payments to audiοtex providers 2.3 4.8 4.0 9.1
Rent 15.6 31.9 14.9 29.0
Taxes, other than income taxes - 2.7 3.4 5.4
Transportation 1.3 2.3 1.2 2.2
Other 5.0 8.1 3.1 9.0
124.3 238.4 141.4 264.3

GROUP

2006 2005
nd
2
st
1
nd
2
st
1
Quarter Half Quarter Half
Services and fees 45.5 79.7 41.1 75.5
Cost
of
telecommunication
material,
repairs and maintenance 42.5 93.8 58.9 103.4
Advertising costs 45.6 76.6 33.9 56.7
Utilities 20.8 48.3 13.3 49.5
Provision for doubtful accounts 27.9 49.1 25.8 51.7
Other provisions 6.7 13.9 (5.0) -
Travel costs 4.9 8.0 4.4 7.0
Commissions to independent distributors 53.6 97.3 39.0 74.9
Payments to audiοtex providers 3.3 8.1 6.2 14.3
Rent 24.2 42.5 17.3 33.8
Taxes, other than income taxes 9.9 21.4 6.7 16.8
Transportation 2.0 3.6 1.6 3.1
Other 9.8 22.8 12.8 26.9
296.7 565.1 256.0 513.6

NOTES TO THE INTERIM CONDENSED FINANCIAL STATEMENTS AS OF 30 JUNE 2006 (Amounts in millions of Euro, unless otherwise stated)

11. SEGMENT REPORTING

The following information is provided for the reportable segments, which are separately disclosed in the financial statements and is regularly reviewed by the Group's chief operating decision makers.

Segments were determined based on the Group's legal structure, as the Group's chief operating decision makers review financial information separately reported by the parent company (OTE) and each of the Group's consolidated subsidiaries.

Using the quantitative thresholds OTE, Cosmote and, Romtelecom, have been determined as reportable segments. Information about operating segments that do not constitute reportable segments have been combined and disclosed in an "All Other" category.

Accounting policies of the segments are the same as those followed for the preparation of the financial statements. The Group evaluates segment performance based on operating income before depreciation and amortization, operating income and profit for the period.

Segment information and reconciliation to the Group's consolidated figures are as follows:

Six months period ended ALL ADJUSTMENTS
30/6/2006 OTE COSMOTE ROMTELECOM OTHER TOTALS ELIMINATIONS GROUP
Revenues from
external customers 1,274.8 950.8 431.8 161.2 2,818.6 - 2,818.6
Intersegment
Revenues 102,5 86.3 8.2 84.8 281.8 (281.8) -
Total Operating Revenues 1,377.3 1,037.1 440.0 246.0 3,100.4 (281.8) 2,818.6
Operating Expenses (1,259.7) (791.7) (389.3) (196.0) (2,636.7) 283.9 (2,352.8)
Operating income 117.6 245.4 50.7 50.0 463.7 2.1 465.8
Operating income before
depreciation and
amortization 383.5 394.4 166.7 85.1 1,029.7 0.4 1,030.1
Profit for the period 231.3 156.7 32.8 32.6 453.4 (231.5) 221.9
Six months period ended ALL ADJUSTMENTS
30/6/2005 OTE COSMOTE ROMTELECOM OTHER TOTALS ELIMINATIONS GROUP
Revenues from
external customers 1,241.7 701.0 464.5 263.5 2,670.7 - 2,670.7
Intersegment
Revenues 101.0 90.2 2.9 65.5 259.6 (259.6) -
Total Operating Revenues 1,342.7 791.2 467.4 329.0 2,930.3 (259.6) 2,670.7
Operating Expenses (1,297.9) (547.8) (418.3) (277.9) (2,541.9) 258.0 (2,283.9)
Operating income 44.8 243.4 49.1 51.1 388.4 (1.6) 386.8
Operating income before
depreciation and
amortization 314.7 345.8 176.8 115.0 952.3 (3.3) 949.0
Profit for the period 322.1 158.6 78.0 32.1 590.8 (394.3) 196.5

NOTES TO THE INTERIM CONDENSED FINANCIAL STATEMENTS AS OF 30 JUNE 2006 (Amounts in millions of Euro, unless otherwise stated)

12. EARNINGS PER SHARE

Earnings per share (after income taxes,) are calculated by dividing the profit attributable to the shareholders of the Company by the weighted average number of shares outstanding during the period, excluding the average number of own shares that the Company possessed during the period.

Earnings per share (after income taxes ) are analyzed as follows:

COMPANY

2006 2005
2nd 1st 2nd 1st
Quarter Half Quarter Half
Earnings attributable to the
shareholders of the parent
Weighted average number of
210.8 231.3 137.8 322.1
shares outstanding 490,150,389 490,150,389 490,150,389 490,150,389
Basic earnings per share 0.4301 0.4719 0.2811 0.6571
Diluted earnings per share 0.4301 0.4719 0.2811 0.6571

GROUP

2006 2005
2nd
Quarter
1st
2nd
Half
Quarter
1st
Half
Earnings attributable to the
shareholders of the parent
112.2 221.9 117.2 196.5
Weighted average number of
shares outstanding
Basic earnings per share
490,150,389
0.2289
490,150,389
0.4527
490,150,389
0.2391
490,150,389
0.4009
Diluted earnings per share 0.2289 0.4527 0.2391 0.4009

13. RELATED PARTY TRANSACTIONS

OTE's related parties are its subsidiaries, the members of the Board of Directors and the key management personnel of the Company.

The Company purchases goods and services from the related entities, provides goods and services to them, grants and obtains loans and finally receives dividends.

NOTES TO THE INTERIM CONDENSED FINANCIAL STATEMENTS AS OF 30 JUNE 2006 (Amounts in millions of Euro, unless otherwise stated)

13. RELATED PARTY TRANSACTIONS (continued)

OTE 's purchases and sales transactions with its related parties are analyzed as follows:

st Half 2006
1
st Half 2005
1
OTE's sales ΟΤΕ's
purchases
OTE's sales ΟΤΕ's
purchases
COSMOTE 75.1 73.4 70.2 89.2
OTE INTERNATIONAL
INVESTMENTS LTD 0.9 4.4 1.2 6.0
ROMTELECOM 1.3 - 0.1 0.6
ARMENTEL 0.6 - 0.1 0.1
HELLAS-SAT 0.3 0.9 1.1 0.8
COSMO-ONE - 0.5 - 0.8
OTENET 17.4 8.0 12.5 2.9
HELLASCOM - 2.7 0.1 2.3
OTE SAT- MARITEL 0.6 1.1 0.6 1.1
ΟΤΕ PLUS 0.2 10.8 0.1 5.0
ΟΤΕ ESTATE 1.0 27.2 2.8 26.3
INFOTE 4.6 3.8 5.3 -
OTE GLOBE 0.4 18.3 1.0 15.2
OTE ACADEMY 0.1 1.3 - -
102.5 152.4 95.1 150.3

OTE 's interest income and interest expense with its related parties, are analyzed as follows:

1 st Half 2006 st Half 2005
1
OTE' s
interest
income
ΟΤΕ's
interest
expense
ΟΤΕ's
interest
income
ΟΤΕ's
interest
expense
ARMENTEL 0.1 - 0.2 -
COSMOFON 1.6 - 1.1 -
HELLAS-SAT 3.4 - 3.4 -
OTE PLC - 49.3 - 65.1
5.1 49.3 4.7 65.1

OTE's revenues from dividends from its related parties, are analyzed as follows :

st Half 2006
1
st Half 2005
1
COSMOTE 145.3 297.6
INFOTE 3.5 9.3
OTE GLOBE 2.5 2.5
OTE ESTATE 15.0 1.1
OTE SAT- MARITEL 0.7 -
ARMENTEL 6.8 -
173.8 310.5

NOTES TO THE INTERIM CONDENSED FINANCIAL STATEMENTS AS OF 30 JUNE 2006 (Amounts in millions of Euro, unless otherwise stated)

13. RELATED PARTY TRANSACTIONS (continued)

OTE 's receivables and payables with its related parties from their operating transactions and from loans granted and obtained, are analyzed as follows :

30/6/2006 31/12/2005
ΟΤΕ's
receivables
ΟΤΕ's
payables
ΟΤΕ's
receivables
ΟΤΕ's
payables
COSMOTE 93.0 34.3 35.9 45.1
OTE INTERNATIONAL
INVESTMENTS LTD 0.7 0.6 6.0 7.4
ROMTELECOM - - 0.3 1.4
ARMENTEL 7.2 0.3 6.0 -
HELLAS-SAT 150.9 0.3 147.2 0.4
COSMO-ONE - 0.3 - 0.5
OTENET 9.5 6.8 7.2 7.3
HELLASCOM 1.4 0.6 1.3 1.4
OTE SAT- MARITEL 1.7 2.0 0.8 1.2
ΟΤΕ PLUS 4.0 8.4 4.7 5.6
ΟΤΕ ESTATE 24.6 80.8 8.7 104.1
INFOTE 7.5 27.6 5.4 24.4
OTE GLOBE 26.1 24.6 23.9 27.6
OTE ACADEMY 0.3 0.2 0.3 1.5
OTE PLC - 1,837.5 - 1,962.8
326.9 2,024.3 247.7 2,190.7

Fees paid to the members of the Board of Directors and key management personnel compensation charged in the Income Statements of the 1st Half 2006 and 2005, amounted to Euro 2.0 and 1.5, respectively.

14. LITIGATION AND CLAIMS

There are no significant developments in the litigation and claims, as compared with the cases that have been disclosed in the notes to the 31 December 2005 financial statements. Appropriate provisions have been established in relation to litigation and claims, the outcome of which can be reasonably estimated and is expected to be unfavorable for the Company.

15. SUBSEQUENT EVENTS

The most significant events that have occurred after 30 June 2006 are the following :

    1. The repeating General Assembly of 31 July 2006, approved the cancellation of 432,490 own shares, as the period that these shares could be held by OTE had expired. Following such resolution, OTE has no own shares and its Share Capital amounts to Euro 1,171.5, divided into 490,150,389 registered shares with a nominal value Euro 2.39 (two point thirty nine Euro) each.
    1. On 4 August 2006, Cosmote acquired through the Stock Exchange, apart from the shares mentioned in note 5 of the Financial Statements, another 5,200,000 shares of GERMANOS S.A., which represent an additional participating interest of 6.38% in the share capital of that company, increasing its participation in GERMANOS S.A.'s share capital to 20.75%.

NOTES TO THE INTERIM CONDENSED FINANCIAL STATEMENTS AS OF 30 JUNE 2006 (Amounts in millions of Euro, unless otherwise stated)

15. SUBSEQUENT EVENTS (continued)

    1. The competition authorities of Bulgaria, FYROM and Ukraine have unconditionally approved the acquisition of GERMANOS S.A., while on 16 August 2006, the National Telecommunications and Post Commission (NTPC) also approved the acquisition, subject to specific conditions. The approval from the competition authority of Romania is still pending.
    1. On 24 May 2006, OTE' s Board of Directors approved OTE to be the guarantor against the banks, for an amount of up to Euro 1.6 billion bond that will be issued by Cosmote, for the acquisition of GERMANOS S.A.
    1. On 3 August 2006, an agreement between Cosmote and the banks JP MORGAN and CITIGROUP (as arrangers), was signed in London, for the issuance of a bond for an amount of up to Euro 1.5 billion for the bridge financing of the acquisition of GERMANOS S.A. The bond has a maximum duration of 12 months with possibility of prepayment from Cosmote. Under the above agreement, on 7 August 2006 Cosmote has withdrawn an amount of Euro 223.0.

Translation from the original in Greek

Review Report of Certified Auditors Accountants

To the Shareholders of Hellenic Telecommunications Organization S.A.

We have reviewed the accompanying Condensed Stand Alone and Consolidated Financial Statements (the "Financial Statements") of Hellenic Telecommunications Organization S.A. (the "Company"), which comprise the balance sheet as at 30 June 2006 and the income statement, statement of changes in equity and cash flow statement for the six-month period then ended and a summary of significant accounting policies and other explanatory notes. These Financial Statements are the responsibility of the Company's management. Our responsibility is to issue a report on these Financial Statements based on our review. Our review relates to the entire six-month period and does not extend to a review of the financial information regarding the results of the second quarter of 2006.

We conducted our review in accordance with the International Standard on Review Engagements 2400 as specified by the Greek Auditing Standards. This Standard requires that we plan and perform our review to obtain sufficient evidence as to the whether the financial statements are free of material misstatements. A review is limited primarily to inquiries of company personnel and analytical procedures applied to financial data and thus provides less assurance than an audit. We have not performed an audit and, accordingly, we do not express an audit opinion.

Based on our review, nothing has come to our attention that causes us to believe that the accompanying Stand Alone and Consolidated Financial Statements are not prepared, in all material respects, in accordance with the International Financial Reporting Standards (IFRS) which have been adopted by the EU applicable to interim financial statements (IAS 34).

Athens, 30 August 2006

KPMG Kyriacou Certified Auditors A.E.

Marios T. Kyriacou Certified Auditor Accountant ΑΜ ΣΟΕΛ 11121

Michael Kokkinos Certified Auditor Accountant ΑΜ ΣΟΕΛ 12701

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