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Intracom S.A. Holdings

Quarterly Report Sep 24, 2015

2621_ir_2015-09-24_74fc334c-224e-41e2-bb92-219ea67cdbc9.pdf

Quarterly Report

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INTRACOM Holdings S.A.

6-Monthly Financial Report

(1 January – 30 June 2008)

Contents Page
A) Statements of members of the Board of Directors 2
B) Report of the Board of Directors 3
C) Review report on Interim Financial Information 8
D) Interim 6-monthly condensed financial statements in accordance
with International Accounting Standard 34 10
E) Summary financial data 35

These interim condensed financial statements of the Group and the Company from page 10 to 34 have been approved for issue by the Board of Directors on 28.8.2008.

THE CHAIRMAN OF THE BOARD OF DIRECTORS

THE VICE CHAIRMAN OF THE BOARD OF DIRECTORS & MANAGING DIRECTOR & DEPUTY MANAGING DIRECTOR

ID No Π 695792/31.10.1991 ID No Ι 208019/07.08.1974

S.P. KOKKALIS C.G. DIMITRIADIS

THE BOARD MEMBER THE CHIEF ACCOUNTANT & GROUP CORPORATE FINANCE EXECUTIVE DIRECTOR

D.C. KLONIS J.K. TSOUMAS ID No Ρ 539675/06.11.1995 ID No ΑΖ 505361/ 10.12.2007 Licence No 637

A) Statements of members of the Board of Directors

(in accordance with article 5 par. 2 of Law 3556/2007)

The members of the Board of Directors, of INTRACOM HOLDINGS S.A.

  1. Socrates P. Kokkalis, Chairman & Managing Director

  2. Konstantinos G. Dimitriadis, Vice Chairman and Deputy Managing Director

  3. Dimitrios C. Klonis, Member of the Board and Group Corporate Finance Executive Director

In our above mentioned capacity declare that:

As far as we know:

  • a. The financial statements of the Group and the Company for the 1st half of 2008 which were drawn up in accordance with applicable International Financial Reporting Standards, present a true and fair view of the assets and liabilities, equity and results of the period of Intracom Holdings SA as well as of the companies included in the consolidation, taken as a whole, in accordance with the provisions of Article 5(3) to (5) of Law 3556/2007.
  • b. The half-yearly report of the Board of Directors truly and fairly presents all information required by Article 5(6) of Law 3556/2007.

CHAIRMAN & MANAGING DIRECTOR

VICE CHAIRMAN & DEPUTY MANAGING DIRECTOR

S. P. KOKKALIS

ID No Π 695792/31.10.1991

K. G. DIMITRIADIS

ID No Ι 208019/07.08.1974

MEMBER OF THE BOARD & GROUP CORPORATE FINANCE EXECUTIVE DIRECTOR

D. C. KLONIS

ID No Ρ 539675/06.11.1995

B) Report of the Board of Directors

HALF YEAR REPORT OF THE BOARD OF DIRECTORS

OF 'INTRACOM HOLDINGS S.A.'

FOR THE PERIOD JANUARY 1st – JUNE 30th 2008

( in accordance with the provisions of par. 6, art. 5 of L. 3556/2007)

1. Activity Review

INTRACOM HOLDINGS S.A. was founded in 1977 and since 2006 is a holding company providing support services to its subsidiaries.

Its subsidiaries operate in the construction, IT services, telecommunications and defence sectors.

2. Main Events H1 2008

  • a) The merger agreement of Unibrain and Hellas on Line was signed on 5/3/2008. The merger was approved by the Extraordinary General Meetings of the two companies on 21/4/2008 and by the relevant governmental bodies on7/5/2008. The merger has been approved on 7/5/2008 and the new company's stock is traded in the ASE from 18/6/2008.
  • b) INTRACOM Holdings bought a building of 2.700 sq.m. on a total surface of 9.100 sq.m., in Peania, close to the company's premises, against the amount of € 6.000.000. The acquired building will host current and new activities of the Group companies.

3. Financial Results

Group sales in H1 2008 amounted to € 231 mn. versus € 200 mn. during the relevant period of 2007, increased by 15,5%. The increase in sales is mostly due to HoL Group, with € 47,5 mn.turnover in H1 2008 versus € 20,5 mn. the relevant period of 2007.

Consolidated operating results before income tax, financing, investing results and total depreciation (EBITDA) summed up to € 6,2 mn. versus € 153 thous. in H1 2007.

The consolidated results before Income Tax (EBT) were losses of € -25 mn. (H1 2007: € -8,1 mn.), and were mainly affected by the negative results of HoL Group and mainly by the parent company's results, and the extraordinary financial losses of ΙΤ Services parent company.

The Group's Total Equity sums up to € 507,9 mn. and total assets to € 1.109 mn. slightly increased in comparison to the end of prior fiscal year.

Sales of the parent company, which is a holding company, mainly refer to consulting services rendered to the Group's affiliates. INTRACOM Holding's sales for H1 2008 reached € 2,9 mn., operating results (EBITDA) to € -1,2 mn. and net earnings (EAT) € -3,1 mn.

Key financial ratios, depicting the Group's and Company's financial condition are as follows:

a. Financial Structure Ratios GROUP COMPANY
Current Assets/Total Assets 42% 11%
Total Equity/Total Liabilities 84% 1590%
Total Equity/Fixed Assets 110% 494%
Current Assets/Short-term Liabilities: 97% 191%
b. Profitability Ratios GROUP COMPANY
EBITDA/Sales 3% -40%
Gross Profit/Sales 16% 8%
Sales/Total Equity 45% 0,6%

4. Financial risk factors

Concerning the existence and management of financial risk factors, the following are noted:

- Foreign Exchange Risk

Wherever possible, the group policy is to raise debt in the same currency with the investments abroad, in order to hedge possible Net Worth exposure in the specific currency.

- Cash flow and fair value interest rate risk

Group policy is to reduce its debt to the maximum possible extent maintaining small amounts in deposits, thus resulting in limited exposure to interest rate risk on cash deposits.

The debt of the Group comprises bond loans along with short term and long term bank debt with floating interest rates. In order to reduce interest rate risk, the usage of interest rate hedging derivatives is preferred from time to time.

- Credit Risk

The Group does not currently face any significant credit risk since the receivables are collected from a broad customer base. Moreover, the group companies closely monitor the financial strength of the customers.

In certain foreign customer cases, additional credit coverage is obtained through export insurance agencies.

At the year end, the Management estimated that there was no substantial credit risk that was had not been sufficiently covered or already registered as bad debt.

- Cash flow risk

Prudent cash flow management is executed through a proper combination of cash balances and approved credit lines.

Possible cash flow risks breading out of temporary cash shortages are managed through the existence of approved bank credit lines.

The bank credit lines currently available are considered adequate in order to face cover for any possible cash flow needs shortages.

- Price risk

The Group does not face any substantial risk from possible value fluctuation of its securities that have been classified as "available for sale" or "financial instruments in fair value" through the profit and loss account. The existing securities concern shares of listed and non-listed companies.

5. Goals and perspectives

INTRACOM Holdings Group operates an international network of subsidiaries and participating companies. The Group's development strategy aims to further enhance its international presence. The priorities of the Group for the fiscal year 2008 are mainly the growth of sales and the improvement of profitability through organic growth, targeted acquisitions and focusing on activities which provide higher profit margins, such as telecommunication services.

At the same time the Group will focus on enhancing its competitiveness, through strategic partnerships and intense investment on research and development on new products, technologies and infrastructures. Indicative of the Group's enriched portfolio of activities is its participation in self financed projects, such as the free way Corinth- Tripolis- Kalamata (MOREAS), through joint ventures with large groups.

Furthermore, the Group participates, via Hellenic Energy and Development (HED) to the joint venture agreement between Hellenic Petroleum and Italy's power utility EDISON, along with HED and Halcor. The joint venture aims to become the second biggest power operator in Greece and would be also active in power trading and marketing, may invest in renewable energy in Greece and consider opportunities in power generation and trading in the Balkans.

The Group's International activities are mainly targeted to the areas of ΕΕΜΕΑ which present the highest growth rate in telecommunication services worldwide. The Group maintains competitive advantages in the area and enhance its presence there through the Group INTRACOM TELECOM which has scheduled the establishment of subsidiaries in India nad North Africa in 2008 and 2009 respectively.

INTRACOM IT Services Group aims to expand its international presence, and will focus on the development of integrated solutions for vertical markets, further penetration in the banking sector and in the large corporations and the preparation for Public-Private Prtnerships, which represent a big challenge and an opportunity for growth.

HoL Group, in its new organisational structure, aims to become the largest, profitable alternative telecommunication services provider in Greece. The Group aims to the increase of market share and gives emphasis on the full utilisation of the privately owned infrastructures and the enhancement of its brand name. Its major concern is the decrease of the operational costs with an aim to increase profitability. The negative effect on operational cost deriving by intense investment programme and advertising expenditure, is expected to get moderated by the new organisational structure and the created synergies within the group.

INTRACOM Holdings S.A., provides to HoL Group corporate guarantees for its loans, therefore guarantees for the company's continuous operation and intends to provide further financing when necessary, until the point when the successful increase in share capital through Initial Public Offering will enable the company to meet its financial obligations deriving by its operating activities. Hellas on Line is currently seeking to raise additional equity finance for an amount of up to € 150 mil. through a domestic offering of ordinary shares whereby the existing shareholders elect not to participate.

Human capital remains for INTRACOM Holdings Group a major asset. Therefore, the Group steadily, invests on the employees professional development and advanced training.

6. Material transactions between the issuer and related parties

Commercial transactions between the Group or the company and related parties, during the first half of 2008, have been based on normal market terms.

Transactions with related parties are as follows:

Group Company
1/1 - 30/6/2008 1/1 - 30/6/2007 1/1 - 30/6/2008 1/1 - 30/6/2007
Sales of goods / services:
To subsidiaries - - 2.378 5.431
To associates 4.431 3.672 276 403
To other related parties 782 128 - -
5.213 3.800 2.654 5.834
Purchases of goods / services:
From subsidiaries - - 248 118
From associates 4.555 5.081 - 13
From other related parties 498 144 - 144
5.053 5.225 248 275
Rental income:
From subsidiaries - - 767 148
From associates 337 340 259 252
From other related parties 208 94 194 77
545 433 1.220 478
Purchases of fixed assets:
From subsidiaries - - 9 1.407
From associates 10.915 6 - -
10.915 6 9 1.407

Period / year-end balances are as follows:

Group Company
30/6/2008 31/12/2007 30/6/2008 31/12/2007
Receivables from related parties:
From subsidiaries - - 18.288 18.214
From associates 20.651 25.910 8.667 13.742
From other related parties 12.480 15.987 1.335 1.383
33.131 41.897 28.290 33.339
Payables to related parties
To subsidiaries - - 2.051 2.182
To associates 42.746 39.224 9.390 13.051
To other related parties 651 1.847 101 101
43.397 41.070 11.542 15.334

Directors' remunerations and compensation of the members of the BoD, paid by the company in the first six months of 2008, reached € 723.

Exact copy from BoD record of proceedings.

Peania, August 28th 2008

THE CHAIRMAN OF THE BOARD OF DIRECTORS

S.P. KOKKALIS

Review Report on Interim Financial Information

To the Shareholders of «INTRACOM HOLDINGS SA»

Introduction

We have reviewed the accompanying balance sheet of INTRACOM HOLDINGS SA. (the "Company") as at 30 June 2008, as well as the consolidated balance sheet of the Company and its subsidiaries (the"Group"), and the related income statement, statement of changes in equity and cash flow statement for the six-month period then ended, as well as the selected explanatory notes. that constitute the interim financial information, which is an integral part of the interim financial report under article 5 of L. 3556/2007. Management is responsible for the preparation and presentation of this interim condensed financial information in accordance with International Financial Reporting Standards as adopted by the European Union (EU) and apply to interim financial information ("IAS 34"). Our responsibility is to express a conclusion on this interim condensed financial information based on our review.

Scope of Review

We conducted our review in accordance with International Standard on Review Engagements 2410, "Review of Interim Financial Information Performed by the Independent Auditor of the Entity", to which the Greek Auditing Standards refer. A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Greek Auditing Standards and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

Conclusion

Based on our review, nothing has come to our attention that causes us to believe that the accompanying interim financial information is not prepared, in all material respects, in accordance with International Accounting Standard "IAS 34".

Report on Other Legal and Regulatory Requirements

Further to the above interim financial information we have reviewed and all the other data of the interim financial report under article 5 of L. 3556/2007 and the authorized by this Law, Decisions of the Capital Market Commission, No. 1/434/3-7-2007 and No. 7/448/11-10-2007. From the above review we ascertained that this interim financial report includes the data and information that are prescribed by the Law and the Decisions and is consistent with the accompanying financial information.

Athens, 29 August 2008

The Certified Auditors Accountants

Zoe D. Sofou Michail E. Chatzistavrakis (SOEL Reg. 14701) (SOEL Reg. 26581)

D) Interim 6-monthly condensed financial statements in accordance with International Accounting Standard 34

Contents Page

Balance Sheet 12
Income statement - Group - 1/1-30/6/2008 13
Income statement - Group - 1/4-30/6/2008 14
Income statement - Company - 1/1-30/6/2008 15
Income statement - Company - 1/4-30/6/2008 16
Statement of changes in equity - Group 17
Statement of changes in equity - Company 18
Cash flow statement 19
Notes to the interim condensed financial statements 20
1.
General information
20
2.
Summary of significant accounting policies
20
3.
Reclassification of amounts
22
4.
Segment Information
23
5.
Capital expenditure
24
6.
Available-for-sale financial assets
25
7.
Long-term loans receivable
25
8.
Share capital
25
9.
Borrowings
26
10.
Long-term liabilities
26
11.
Finance income / (expenses) – net
26
12.
Income Tax
27
13.
Earnings per share
27
14.
Cash generated from operations
28
15.
Discontinued Operations
28
16.
Contingencies / Outstanding legal cases
29
17.
Capital Commitments
29
18.
Related party transactions
30
19.
Business combinations
31
20.
Post balance sheet events
32
21.
List of subsidiaries / associates
32
22.
Other information
34

Balance Sheet

Group Company
ASSETS
Non-current assets
Note 30/6/2008 31/12/2007 30/6/2008 31/12/2007
Property, plant and equipment 5 307.908 277.276 41.529 39.265
Goodwill 57.085 57.085 - -
Intangible assets 5 41.471 36.034 2.872 3.654
Investment property 5 55.403 50.049 58.562 55.244
Investments in subsidiaries - - 223.982 223.982
Investments in associates 117.661 117.475 116.175 116.175
Available - for - sale financial assets 6 28.679 24.525 23.348 16.769
Deferred income tax assets 1.556 1.616 - -
Long-term loans 7 7.543 - 7.543 -
Trade and other receivables 22.988 31.027 7.256 12.238
640.294 595.087 481.269 467.327
Current assets
Inventories 48.401 48.987 - -
Trade and other receivables 305.057 306.071 39.975 43.683
Construction contracts 26.950 20.772 - -
Financial assets at fair value through profit or loss 839 1.245 - -
Current income tax assets 15.262 13.848 5.363 4.971
Cash and cash equivalents 72.647 76.573 13.600 32.935
469.156 467.497 58.938 81.589
Total assets 1.109.450 1.062.584 540.207 548.917
EQUITY
Capital and reserves attributable to the Company's
equity holders
Share capital 8 374.046 374.047 374.046 374.047
Reserves 109.455 136.942 134.191 137.433
483.501 510.989 508.237 511.480
Minority interest 24.359 29.005 - -
Total equity 507.860 539.993 508.237 511.480
LIABILITIES
Non-current liabilities
Borrowings 9 62.187 63.935 - -
Deferred income tax liabilities 5.411 6.186 555 355
Retirement benefit obligations 4.544 4.053 551 530
Grants 4.755 1.763 - -
Provisions for other liabilities and charges 1.699 957 - -
Trade and other payables 10 38.221 7.928 - -
Current liabilities 116.817 84.822 1.106 885
Trade and other payables
Current income tax liabilities
236.477
4.191
242.094
5.948
17.947
-
22.645
988
Construction contracts 1.448 2.460 - -
Borrowings 9 234.712 180.598 12.774 12.777
Provisions for other liabilities and charges 7.946
484.773
6.668
437.769
142
30.863
142
36.552
Total liabilities 601.590 522.591 31.969 37.436
Total equity and liabilities 1.109.450 1.062.584 540.207 548.917

Income statement - Group - 1/1-30/6/2008

Note 1/1 - 30/6/2008 1/1 - 30/6/2007
Continuing
operations
Continuing
operations
Discontinued
operations
Total
Sales 4 230.962 200.097 - 200.097
Cost of goods sold (194.807) (171.521) - (171.521)
Gross profit 36.156 28.576 - 28.576
Other operating income 2.198 1.901 - 1.901
Other gains/ (losses) - net 19 1.298 124 - 124
Selling and research costs (23.892) (17.347) - (17.347)
Administrative expenses (26.322) (19.506) - (19.506)
Loss from the disposal of sub-group - - (770) (770)
Operating loss 4 (10.562) (6.252) (770) (7.022)
Finance expenses 11 (15.771) (5.734) - (5.734)
Finance income 11 1.292 4.449 - 4.449
Finance income/ (expenses)-net (14.480) (1.284) - (1.284)
Share of profit of associates 52 241 - 241
Loss before income tax (24.990) (7.295) (770) (8.065)
Income tax expense 12 (2.438) (715) - (715)
Loss for the period (27.428) (8.010) (770) (8.780)
Attributable to:
Equity holders of the Company (25.590) (7.814) (770) (8.584)
Minority interest (1.838) (196) - (196)
(27.428) (8.010) (770) (8.780)
Earnings per share for loss attributable to the equity holders of the
Company during the year (expressed in € per share)
Basic 13 (0,19) (0,06) (0,01) (0,07)
Diluted 13 (0,19) (0,06) (0,01) (0,07)

Income statement - Group - 1/4-30/6/2008

1/4 - 30/6/2008 1/4 - 30/6/2007
Continuing
operations
Continuing
operations
Discontinued
operations
Total
Sales 118.312 103.520 - 103.520
Cost of goods sold (102.398) (93.613) - (93.613)
Gross profit 15.915 9.907 - 9.907
Other operating income 1.175 558 - 558
Other gains/ (losses) - net 1.698 109 - 109
Selling and research costs (13.160) (8.044) - (8.044)
Administrative expenses (13.867) (7.382) - (7.382)
Loss from the disposal of sub-group - - (770) (770)
Operating loss (8.239) (4.853) (770) (5.623)
Finance expenses (10.397) (3.026) - (3.026)
Finance income 875 2.029 - 2.029
Finance income/ (expenses)-net (9.522) (998) - (998)
Share of profit/ (loss) of associates 1.072 (187) - (187)
Loss before income tax (16.690) (6.038) (770) (6.808)
Income tax expense (417) (1.142) - (1.142)
Loss for the period (17.106) (7.179) (770) (7.949)
Attributable to:
Equity holders of the Company (15.643) (6.825) (770) (7.595)
Minority interest (1.464) (355) - (355)
(17.106) (7.179) (770) (7.949)
Earnings per share for loss attributable to the equity holders of the
Company during the year (expressed in € per share)
Basic (0,12) (0,05) (0,01) (0,06)
Diluted (0,12) (0,05) (0,01) (0,06)

Income statement - Company - 1/1-30/6/2008

Note 1/1 - 30/6/2008 1/1 - 30/6/2007
Continuing
operations
Continuing
operations
Discontinued
operations
Total
Sales 2.878 6.998 - 6.998
Cost of goods sold (2.643) (6.617) - (6.617)
Gross profit 235 381 - 381
Other operating income 3.750 2.832 - 2.832
Other gains/ (losses) - net (77) 6 - 6
Selling and research costs (229) (78) - (78)
Administrative expenses (6.737) (3.121) - (3.121)
Loss from the disposal of sub-group - - (770) (770)
Operating (loss) / profit (3.058) 21 (770) (749)
Finance expenses 11 (490) (119) - (119)
Finance income 11 458 2.874 - 2.874
Finance income/ (expenses)-net (33) 2.755 - 2.755
(Loss)/ profit before income tax (3.091) 2.775 (770) 2.005
Income tax expense 12 (200) (593) - (593)
(Loss) / profit for the period (3.291) 2.182 (770) 1.412

Earnings per share for profit/ (loss) attributable to the equity holders of the Company during the year (expressed in € per share)

Basic 13 (0,03) 0,02 (0,01) 0,01
Diluted 13 (0,03) 0,02 (0,01) 0,01

Income statement - Company - 1/4-30/6/2008

1/4 - 30/6/2008 1/4 - 30/6/2007
Continuing
operations
Continuing
operations
Discontinued
operations
Total
Sales 1.177 3.521 - 3.521
Cost of goods sold (1.083) (3.385) - (3.385)
Gross profit 94 136 - 136
Other operating income 2.998 2.126 - 2.126
Other gains/ (losses) - net (43) (3) - (3)
Selling and research costs (131) (34) - (34)
Administrative expenses (4.202) (1.726) - (1.726)
Loss from the disposal of sub-group - - (770) (770)
Operating (loss) / profit (1.284) 500 (770) (270)
Finance expenses (198) 269 - 269
Finance income 382 746 - 746
Finance income/ (expenses)-net 184 1.015 - 1.015
(Loss)/ profit before income tax (1.100) 1.515 (770) 745
Income tax expense (71) (359) - (359)
(Loss) / profit for the period (1.171) 1.156 (770) 386
Earnings per share for profit/ (loss) attributable to the equity holders

of the Company during the year (expressed in € per share)

Basic (0,01) 0,01 (0,01) 0,00
Diluted (0,01) 0,01 (0,01) 0,00

Statement of changes in equity - Group

Attributable to equity holders of the Company
Minority interest Total equity
Note Share capital Other reserves Retained earnings
Balance at 1 January 2007 377.329 191.294 (5.272) 20.197 583.549
Loss for the period - - (8.584) (196) (8.780)
Valuation of available - for - sale financial assets - 2.201 - 771 2.973
Currency translation differences - 1.084 - 107 1.191
Total recognised income and expense - 3.285 (8.584) 682 (4.616)
Treasury shares (3.509) - - - (3.509)
Expenses on issue of share capital (12) - - - (12)
Effect of changes in the group structure - 1.432 (1.432) 4.257 4.257
Dividends paid for 2006 - (13.126) - (143) (13.269)
Transfer - (339) (264) 604 -
(3.522) (12.033) (1.696) 4.718 (12.533)
Balance at 30 June 2007 373.808 182.547 (15.552) 25.598 566.400
Balance at 1 January 2008 374.047 186.632 (49.690) 29.005 539.994
Loss for the period - - (25.590) (1.838) (27.428)
Valuation of available - for - sale financial assets 6 - (1.736) - (641) (2.377)
Currency translation differences - (34) - 33 (1)
Total recognised income and expense - (1.770) (25.590) (2.446) (29.806)
Expenses on issue of share capital (1) - (193) (36) (229)
Change in percentage of the minority interest 19 - - (9) (1.832) (1.842)
Dividend - - - (257) (257)
Transfer - 88 (13) (74) -
(1) 88 (215) (2.199) (2.328)
Balance at 30 June 2008 374.047 184.950 (75.495) 24.359 507.860

Statement of changes in equity - Company

Note Share capital Other reserves Retained earnings Total equity
Balance at 1 January 2007 377.329 159.500 35 536.864
Profit for the period - - 1.412 1.412
Valuation of available - for - sale financial assets - 56 - 56
Total recognised income and expense - 56 1.412 1.468
Treasury shares (3.509) - - (3.509)
Expenses on issue of share capital (12) - - (12)
Dividends paid for 2006 - (13.126) - (13.126)
Balance at 30 June 2007 373.808 146.431 1.446 521.685
Balance at 1 January 2008 374.047 143.281 (5.848) 511.480
Loss for the period - - (3.291) (3.291)
Valuation of available - for - sale financial assets 6 - 48 - 48
Total recognised income and expense - 48 (3.291) (3.242)
Expenses on issue of share capital (1) - - (1)
Balance at 30 June 2008 374.046 143.329 (9.138) 508.237

Cash flow statement

Group Company
Note 1/1 - 30/6/2008 1/1 - 30/6/2007 1/1 - 30/6/2008 1/1 - 30/6/2007
Cash flows from operating activities
Cash generated from operations 14 26.776 14.640 1.166 696
Interest paid (11.853) (4.299) (490) (119)
Income tax paid (5.867) (1.830) (1.002) (526)
Net cash generated from operating activities 9.056 8.511 (325) 50
Cash flows from investing activities
Purchase of property, plant and equipment (PPE) (34.106) (7.629) (207) (1.458)
Purchase of investment property (6.737) (331) (6.486) -
Purchase of intangible assets (11.120) (8) (0) -
Proceeds from sale of PPE 518 302 1 9
Acquisition of financial assets at fair value through profit or loss (73) (56) - -
Acquisition of available - for - sale financial assets
Sale of financial assets at fair value through profit or loss
6 (6.532)
54
(1.732)
169
(6.532)
-
(1.732)
-
Sale of available - for - sale financial assets 1 22 1 -
Acquisition of subsidiary, net of cash acquired 19 (401) - (170) -
Proceeds from sale of subsidiaries - 29.230 - 29.576
Proceeds from sale of associates - 746 - -
Dividends received - - 1.700 600
Interest received 1.080 587 216 174
Cash of subsidiary due to change in consolidation method - 2.123 - -
Loans granted 7 (7.332) - (7.332) -
Net cash from investing activities (64.649) 23.423 (18.809) 27.169
Cash flows from financing activities
Purchase of treasury shares - (3.509) - (3.509)
Expenses on issue of share capital (305) (12) (1) (12)
Dividends paid to Company's shareholders (198) (278) (198) (135)
Dividends paid to minority interests (257) - - -
Proceeds from borrowings 65.117 18.965 - -
Repayments of borrowings (15.392) (22.101) - (845)
Grants received 3.287 - - -
Repayments of finance leases (586) (330) (3) (6)
Net cash from financing activities 51.666 (7.264) (201) (4.507)
Net increase/(decrease) in cash and cash equivalents (3.926) 24.670 (19.335) 22.712
Cash and cash equivalents at beginning of period 76.573 115.477 32.935 72.531
Cash and cash equivalents at end of period 72.647 140.147 13.600 95.243

Notes to the interim condensed financial statements

1. General information

INTRACOM Holdings S.A., with the distinctive title "INTRACOM HOLDINGS" ("INTRACOM"), was incorporated in Greece and its shares are traded in the Athens Stock Exchange.

Intracom Group operates, through its subsidiaries and associates, in developing products, providing services and undertaking complex, integrated and advanced technology projects in the telecommunications, defence, public administration, and banking & finance industries and has also activities in the construction sector and the telecommunications sector. The parent company operates as a holding company. The Group operates in Greece, U.S.A, Bulgaria, Romania, as well as in other foreign countries (see note 21).

The Company's registered office is at 19 km Markopoulou Ave., Peania Attikis, Greece. Its website address is www.intracom.com.

2. Summary of significant accounting policies

These interim condensed financial statements consist of the stand alone financial statements of Intracom Holdings S.A. (the "Company") and the consolidated financial statements of the Company and its subsidiaries (the "Group") for the period 1/1 – 30/6/2008. They have been prepared in accordance with International Accounting Standard 34 "Interim Financial Reporting".

These interim condensed financial statements must be examined together with the annual financial statements for the year 2007, as published on the Group's website www.intracom.com.

The accounting policies used for the preparation and the presentation of the interim condensed financial statements are consistent with those applied for the preparation and presentation of the annual financial statements of the Company and the Group for the financial year ended 31 December 2007.

These financial statements have been prepared under the historical cost convention, as modified by the revaluation of available-for-sale financial assets, financial assets at fair value through profit or loss and derivative financial instruments.

Standards effective in 2008

IFRIC 12 'Service Concession Arrangements'

IFRIC 12 outlines an approach to account for contractual (service concession) arrangements arising from entities providing public services. It provides that the operator should not account for the infrastructure as property, plant and equipment, but recognise a financial asset and/or an intangible asset. The Group is in the process of assessing the impact of this standard on its financial statements.

IFRIC 14 – The Limit on a Defined Benefit Asset, Minimum Funding Requirements and their Interaction'

IFRIC 14 provides guidance on how to assess the limit on the amount of surplus in a defined benefit scheme that can be recognised as an asset under IAS 19 Employee Benefits. It also explains how this limit, also referred to as the "asset ceiling test", may be influenced by a minimum funding requirement and aims to standardize current practice. The Group expects that this Interpretation will have no impact on its financial position or performance as the Group does not operate any funded plans.

Amendment to IAS 23 'Borrowing costs' (effective for annual periods beginning on or after 1 January 2009)

The benchmark treatment in the existing standard of expensing all borrowing costs to the income statement is eliminated in the case of qualifying assets. All borrowing costs that are directly attributable to the acquisition or construction of a qualifying asset must be capitalised. A qualifying asset is an asset that necessarily takes a substantial period of time to get ready for its intended use or sale. In accordance with the transitional requirements of the Standard, the Group will adopt this as a prospective change. Accordingly, borrowing costs will be capitalised on qualifying assets with a commencement date after the effective date. No changes will be made for borrowing costs incurred to this date that have been expensed.

Amendments to IFRS 2 'Share Based Payment' – Vesting Conditions and Cancellations (effective for annual periods beginning on or after 1 January 2009)

The Group expects that this Interpretation will have no impact on its financial statements.

IFRS 8 'Operating Segments' (effective for annual periods beginning on or after 1 January 2009)

IFRS 8 replaces IAS 14 'Segment Reporting' and adopts a management-based approach to segment reporting. The information reported would be that which management uses internally for evaluating the performance of operating segments and allocating resources to those segments. This information may be different from that reported in the balance sheet and income statement and entities will need to provide explanations and reconciliations of the differences. The Group is in the process of assessing the impact of this standard on its financial statements and will adopt IFRS 8 from 1 January 2009.

Revisions to IFRS 3 'Business Combinations' and IAS 27 'Consolidated and Separate Financial Statements' (effective for annual periods beginning on or after 1 July 2009)

A revised version of IFRS 3 Business Combinations and an amended version of IAS 27 Consolidated and Separate Financial Statements were issued by IASB on January 10, 2008. IFRS 3R introduces a number of changes in the accounting for business combinations which will impact the amount of goodwill recognized, the reported results in the period that an acquisition occurs, and future reported results. Such changes include the expensing of acquisition-related costs and recognizing subsequent changes in fair value of contingent consideration in the profit or loss (rather than by adjusting goodwill). IAS 27R requires that a change in ownership interest of a subsidiary is accounted for as an equity transaction. Therefore such a change will have no impact on goodwill, nor will it give raise to a gain or loss. Furthermore the amended standard changes the accounting for losses incurred by the subsidiary as well as the loss of control of a subsidiary. The changes introduced by IFRS 3 and IAS 27 must be applied prospectively and will affect future acquisitions and transactions with minority interests.

Amendments to IAS 1 'Presentation of Financial Statements'

IAS 1 has been revised to enhance the usefulness of information presented in the financial statements and is effective for annual periods beginning on or after 1 January 2009. The key changes are: the requirement that the statement of changes in equity include only transactions with shareholders, the introduction of a new statement of comprehensive income ("comprehensive income") that combines all items of income and expense recognised in profit or loss together with "other comprehensive income", and the requirement to present restatements of financial statements or retrospective application of a new accounting policy as at the beginning of the earliest comparative period. The Group will apply these amendments and make the necessary changes to the presentation of its financial statements in 2009.

Amendments to IAS 32 and IAS 1 Puttable Financial Instruments (effective for annual periods beginning on or after 1 January 2009)

The Group does not expect these amendments to impact the financial statements of the Group.

IFRIC 13 'Customer Loyalty Programmes' (effective for annual periods beginning on or after 1 July 2008)

The Group expects that this Interpretation will have no impact on its financial statements as no such schemes currently exist.

INTRACOM HOLDINGS S.A. Interim 6-monthly condensed financial statements in accordance with IAS 34 30 June 2008 (All amounts in €'000)

IFRIC 15 - Agreements for the construction of real estate (effective for annual periods beginning on or after 1 January 2009)

This interpretation addresses the diversity in accounting for real estate sales. Some entities recognise revenue in accordance with IAS 18 (i.e. when the risks and rewards in the real estate are transferred) and others recognise revenue as the real estate is developed in accordance with IAS 11. The interpretation clarifies which standard should be applied to particular. The Group is in the process of assessing the impact of this interpretation on its financial statements.

IFRIC 16 - Hedges of a net investment in a foreign operation (effective for annual periods beginning on or after 1 October 2008)

This interpretation applies to an entity that hedges the foreign currency risk arising from its net investments in foreign operations and qualifies for hedge accounting in accordance with IAS 39. The interpretation provides guidance on how an entity should determine the amounts to be reclassified from equity to profit or loss for both the hedging instrument and the hedged item. This interpretation is not relevant to the Group as the Group does not apply hedge accounting for any investment in a foreign operation.

3. Reclassification of amounts

On 4 December 2006 the Company agreed to the sale of 51% of HoL (100% subsidiary), while on 6 July 2007 the Company announced the termination of this sale agreement. For the period following the signing of the sales agreement and up to its termination, HoL was classified in the consolidated financial statements as held for sale. As a consequence, the results of HoL group in the interim financial statements of the period 1/1-30/6/2007 were shown under discontinued operations. In the current period, as well as in the comparative period of 1/1-30/6/2007, the results from the operations of the subsidiary are shown under continuing operations. As a result, the notes concerning the income statement of the previous period differ from those included in the published interim financial statements of the first semester of 2007, as the amounts have been reclassified according to the requirements of IFRS 5 'Non-current assets held for sale and discontinued operations'.

Differences between amounts presented in the financial statements and corresponding amounts in the notes result from rounding differences.

4. Segment Information

The segment results from continuing operations for the period 1/1-30/6/2008 were as follows:

Telecommunications
systems
Technology
solutions for
government and
banking sector
Defence
systems
Construction Telecom
operations
Unallocated Total
Sales 14.220 67.820 34.006 67.053 44.419 3.445 230.962
Operating profit/(loss)
Finance costs - net
(278) 2.033 2.247 4.320 (13.600) (5.284) (10.562)
(14.480)
Share of profit/ (loss) of
associates
(71) - - 79 - 44 52
Loss before income tax (24.990)

The segment results from continuing operations for the period 1/1-30/6/2007 were as follows:

Telecommunications
systems
Technology
solutions for
government and
banking sector
Defence
systems
Construction Telecom
operations
Unallocated Total
Sales 15.195 60.302 43.939 61.196 17.246 2.219 200.097
Operating profit/(loss)
Finance costs - net
(904) 25 3.077 2.078 (8.814) (1.714) (6.252)
(1.284)
Share of profit/ (loss) of
associates
291 - - (31) - (18) 241
Loss before income tax (7.295)

The segment of telecom operations includes the operations of the Hellas on Line group, the assets of which had been classified in the interim financial statements of the period 1/1-30/6/2007 as held for sale (see note 3). Consequently, the results for that period do not include depreciation and amortisation expense of around €2.928 relating to the Hellas on Line Group. In addition, the segment of telecom operations for the period 1/1-30/6/2008 includes the operations of the subsidiary company Attica Telecoms S.A., which was acquired in April 2007. Total sales of the subsidiary company for the current period (after intercompany eliminations) was €8.055.

5. Capital expenditure

Group

Property, plant
and equipment
Intangible
assets
Investment
property
Total
Net book amount at 1 January 2007 144.097 13.264 63.170 220.531
Additions 9.286 331 8 9.625
Acquisition of subsidiaries/ Change in method of
conslolidation
94 1.219 - 1.313
Disposals (306) - - (306)
Depreciation charge (3.997) (2.913) (265) (7.175)
Transfers 9.872 - (9.872) -
Other movements 176 30 (66) 140
Net book amount at 30 June 2007 159.223 11.930 52.974 224.127
Property, plant
and equipment
Intangible
assets
Investment
property
Total
Net book amount at 1 January 2008 277.276 36.034 50.049 363.359
Additions 40.513 11.120 6.737 58.370
Acquisition of subsidiaries - - 418 418
Disposals (541) - - (541)
Depreciation charge (10.703) (5.835) (287) (16.825)
Transfers 1.359 - (1.359) -
Other movements 5 152 (156) 1
Net book amount at 30 June 2008 307.908 41.471 55.403 404.783

Company

Property, plant
and equipment
Intangible
assets
Investment
property
Total
Net book amount at 1 January 2007 55.272 5.253 46.603 107.129
Additions 1.458 - - 1.458
Disposals (2) - - (2)
Depreciation charge (724) (813) (319) (1.856)
Transfers (5.180) - 5.180 -
Net book amount at 30 June 2007 50.825 4.441 51.464 106.729
Property, plant
and equipment
Intangible
assets
Investment
property
Total
Net book amount at 1 January 2008 39.265 3.654 55.244 98.163
Additions 207 6.486 6.693
Disposals (1) - - (1)
Depreciation charge (684) (782) (427) (1.892)
Transfers 2.742 - (2.742) -
Net book amount at 30 June 2008 41.529 2.872 58.562 102.963

INTRACOM HOLDINGS S.A. Interim 6-monthly condensed financial statements in accordance with IAS 34 30 June 2008 (All amounts in €'000)

6. Available-for-sale financial assets

Group Company
30/6/2008 31/12/2007 30/6/2008 31/12/2007
Balance at the beginning of the period 24.525 12.010 16.769 9.030
Additions 6.532 1.639 6.532 1.600
Change in method of consolidation - 110 - -
Disposals - (15) - -
Fair value gains / (losses) (2.377) 1.782 48 (3.093)
Impairment - (107) - (107)
Transfer from associates - 9.106 - 9.340
Balance at the end of the period 28.679 24.525 23.348 16.769

7. Long-term loans receivable

The Company participated in the issue of a subordinated bond loan of a total amount of €55.000 by Moreas SA, in which Intracom Holdings holds an interest of 13,33%. The Company participated in the issue of the bond loan up to its percentage shareholding in Moreas SA (13,33%), paying an amount of €7.332. The loan carries a floating interest rate (6m Euribor plus 4% margin). The interest for the period up to 30.06.2008 amounted to € 211.

8. Share capital

Number of
shares
Share capital Share premium Treasury
shares
Total
Balance at 1 January 2007 132.122.415 187.442 194.102 (4.215) 377.329
Employee share option scheme
Proceeds from shares issued 88.581 125 116 - 241
Expenses on issue of share capital - - (14) - (14)
132.210.996 187.567 194.204 (4.215) 377.556
Treasury shares (865.815) - - (3.509) (3.509)
Balance at 31 December 2007 131.345.181 187.567 194.204 (7.724) 374.047
Balance at 1 January 2008 131.345.181 187.567 194.204 (7.724) 374.047
Expenses on issue of share capital - - (1) - (1)
Balance at 30 June 2008 131.345.181 187.567 194.204 (7.724) 374.046

On 30 June 2008 the Company's share capital comprises 133.026.017 shares with a nominal value of €1,41 each. The Company also holds 1.680.836 treasury shares that have been acquired in previous years. The total amount paid to acquire the shares amounted to €7.724, and has been deducted from shareholders' equity.

9. Borrowings

Group Company
30/6/2008 31/12/2007 30/6/2008 31/12/2007
Bank loans 228.283 174.971 12.774 12.774
Finance lease liabilities 10.113 7.473 - 3
Bond loans 58.503 62.090 - -
Total borrowings 296.899 244.533 12.774 12.777
Non-current borrowings 62.187 63.935 - -
Current borrowings 234.712 180.598 12.774 12.777
296.899 244.533 12.774 12.777

Loans received during the current period for the Group relate to short term bank loans.

10. Long-term liabilities

The increase in trade and other payables during the current period for the Group is attributable to the increase in customers' advances in the construction segment.

11. Finance income / (expenses) – net

Group Company
1/1 - 30/6/2008 1/1 - 30/6/2007 1/1 - 30/6/2008 1/1 - 30/6/2007
Finance expenses
- Bank borrowings (6.500) (4.270) (489) (113)
- Bond loans (1.661) - - -
- Finance leases (198) (112) - (0)
- Letters of credit and related costs (1.396) (1.352) (1) (6)
- Interest from advances (5.459) - - -
Net foreign exchange losses (558) - - -
(15.771) (5.734) (490) (119)
Finance income
Interest income 777 2.014 428 1.587
Net foreign exchange gains - 774 - -
Net gains from derivative financial instruments - 1.662 - 1.287
Other 515 - 29 -
1.292 4.449 458 2.874
Finance (expenses) / income - net (14.480) (1.284) (32) 2.755

The net gains from derivatives in the first semester of 2007 relate to interest rate swaps of €100.000 nominal value. The Company had closed these positions during the first semester of 2007.

The interest from advances for the Group relates to interest-bearing advances for construction contracts with the Greek State.

The remaining increase in finance expenses during the current period is attributable to the increase in borrowings (see note 9).

INTRACOM HOLDINGS S.A. Interim 6-monthly condensed financial statements in accordance with IAS 34 30 June 2008 (All amounts in €'000)

12. Income Tax

Group Company
1/1 - 30/6/2008 1/1 - 30/6/2007 1/1 - 30/6/2008 1/1 - 30/6/2007
Current tax 3.075 1.957 - 9
Deffered tax (637) (1.242) 200 584
Total 2.438 715 200 593

The increase in income tax expense during the current period is mainly attributable to income tax provision for the profits of the subsidiary Attica Telecommunications SA.

13. Earnings per share

Basic Earnings per share

Basic earnings per share is calculated by dividing the profit / (loss) attributable to equity holders of the Company by the weighted average number of ordinary shares in issue during the period, excluding ordinary shares purchased by the Company and held as treasury shares.

Group Company
1/1 - 30/6/2008 1/1 - 30/6/2007 1/1 - 30/6/2008 1/1 - 30/6/2007
(Loss) / profit attributable to equity holders of the Company (25.590) (8.584) (3.291) 1.412
Weighted average number of ordinary shares in issue (thousands) 131.345 131.805 131.345 131.805
Basic earnings/ (losses) per share (€ per share) (0,19) (0,07) (0,03) 0,01
- From continuing operations (0,19) (0,06) (0,03) 0,02
- From discontinued operatons 0,00 (0,01) 0,00 (0,01)

Diluted Earnings per Share

Diluted earnings per share is calculated by adjusting the weighted average number of ordinary shares outstanding under the assumption of the conversion of all dilutive potential ordinary shares, such as stock options. For the stock options a calculation is carried out to determine the number of shares that could have been acquired at fair value (determined as the average annual market share price of the Company's shares) based on the monetary value of the subscription rights attached to outstanding share options. The number of shares calculated as described above, is compared to the number of shares that would have been issued assuming that the stock options would be exercised.

Group Company
1/1 - 30/6/2008 1/1 - 30/6/2007 1/1 - 30/6/2008 1/1 - 30/6/2007
(Loss) / profit attributable to equity holders of the Company (25.590) (8.584) (3.291) 1.412
Weighted average number of ordinary shares in issue (thousands)
Adjustment for
131.345 131.805 131.345 131.805
Share options (thousands) - 125 - 125
Weighted average number of ordinary shares for diluted earnings
per share (thousands)
131.345 131.929 131.345 131.929
Diluted earnings per share (€ per share) (0,19) (0,07) (0,03) 0,01
- From continuing operations (0,19) (0,06) (0,03) 0,02
- From discontinued operatons 0,00 (0,01) 0,00 (0,01)

INTRACOM HOLDINGS S.A. Interim 6-monthly condensed financial statements in accordance with IAS 34 30 June 2008 (All amounts in €'000)

14. Cash generated from operations

Group Company
1/1 - 30/6/2008 1/1 - 30/6/2007 1/1 - 30/6/2008 1/1 - 30/6/2007
(Loss) / profit for the period (27.428) (8.780) (3.291) 1.412
Adjustments for:
Tax 2.438 715 200 593
Depreciation of PPE 10.703 3.997 684 724
Amortisation of intangible assets 5.835 2.913 782 813
Depreciation of investment property
Loss / (profit) on sale of PPE
287 265 427 319
Fair value losses/ (gains) of financial assets at fair value through profit or loss 23
394
4
(25)
(0)
-
(7)
-
Losses from sale of financial assets at fair value through profit or loss 32 - - -
Gains from sale of available-for-sale financial assets - (9) - (2)
Loss / (gains) on disposal of subsidiaries (1.819) 770 - 770
Gains on disposal of associates - (303) - -
Interest income (1.292) (587) (428) (174)
Interest expense 15.771 4.299 490 119
Dividend income - - (2.236) (1.700)
Depreciation of grants received (295) (425) - -
Share of profit from associates (52) (241) - -
Movements in subsidiary held for sale and change in method of consolidation - 10.236 - -
Exchange loss / (gain) (158) 504 - -
4.439 13.332 (3.374) 2.867
Changes in working capital
Inventories 587 (312) - -
Trade and other receivables 1.471 (11.058) 8.848 (4.891)
Trade and other payables 17.768 19.329 (4.330) 7.132
Provisions 2.019 (2.619) - -
Retirement benefit obligations 492 443 22 63
Derivative financial instruments - (4.475) - (4.475)
22.337 1.308 4.540 (2.171)
Cash generated from operations 26.776 14.640 1.166 696

15. Discontinued Operations

Intracom S.A. Telecom Solutions (telecommunications segment)

On 30 June 2006, the Company disposed of 51% holding in its subsidiary company Intracom S.A. Telecom Solutions ("Intracom Telecom Group") to Concern Sitronics, subsidiary of Sistrema, for €120 mil., out of which €85 mil. and €29,2 mil. were received during 2006 and 2007 respectively.

The loss from the disposal was recorded in the income statement of the period 1/4 – 30/6/2006. During the second quarter of 2007, the sales price was finalized and the Group and the Company recorded an additional loss of €770.

16. Contingencies / Outstanding legal cases

The Group and the Company have contingent liabilities in respect of banks, other guarantees and other matters arising in the ordinary course of business as follows:

Group Company
30/6/2008 31/12/2007 30/6/2008 31/12/2007
Guarrantees for advance payments 84.641 92.771 68.683 65.159
Guarrantees for good performance 129.070 122.250 77.871 69.335
Guarrantees for participation in contests 8.442 15.872 8.442 10.483
Other 4.606 5.183 - -
226.758 236.076 154.996 144.976

The Company has given guarantees to banks for subsidiaries' loans amounting to €318.397 and for finance lease contracts amounting to €7.035.

In addition, the Company has guaranteed the contractual liabilities of an associate company.

Outstanding legal cases

There is an outstanding legal case against a subsidiary company from the Ministry of Merchant Marine (MMM) concerning violations during the execution of a project completed and delivered to the MMM in a prior period. The penalties and rebates that were initially claimed amounted to €29 mil., amount which has been reduced to €9 mil., following a settlement. Moreover, an amount of € 5,8m was rendered payable, out of which, under a court decision, the payment of € 2,9 mil. was postponed and the remaining payment of € 2,9 mil. (plus surcharges) was arranged to be settled in 48 monthly instalments. In the case that the court decides in favour of the Company, the amount already paid will be returned. The Company's management assesses that this amount may be further reduced. The lawyers of the Company in their letter set out that the information on the basis of which the penalties were imposed show serious inadequacies and that the final outcome will be favorable to the Company.

Specific major shareholders of Teledome S.A. took legal action against Intracom Holdings, a subsidiary company and key management personnel, requesting among others, to abolish the annulment of the earlier decision for the merger of Hellas on Line, Unibrain and Teledome. Through this lawsuit, an amount of approximately €141 mil. is claimed from the parent company and the subsidiary, for the loss and the moral damage that the plaintiffs allege to have suffer. The Group's management and its lawyers assess that the possibility of any material liabilities arising for the Group in relation to this case is very low.

Unaudited tax years

The Company has not been audited by the tax authorities for the year 2007 and consequently its tax liabilities for this year have not been rendered final. Due to the existence of tax losses the Company does not expect that additional taxes will arise.

Accordingly, there are unaudited tax years for subsidiary companies of the Group and consequently their tax liabilities have not been rendered final. The unaudited tax years for the group companies are presented in note 21.

It is not anticipated that any material liabilities will arise from the contingent liabilities.

17. Capital Commitments

As at the balance sheet date there were capital commitments for PPE of €22.390 for the Group and nil for the Company (31/12/2007: €31.562 for the Group and nil for the Company).

18. Related party transactions

The following transactions are carried out with related parties:

Group Company
1/1 - 30/6/2008 1/1 - 30/6/2007 1/1 - 30/6/2008 1/1 - 30/6/2007
Sales of goods / services:
To subsidiaries - - 2.378 5.431
To associates 4.431 3.672 276 403
To other related parties 782 128 - -
5.213 3.800 2.654 5.834
Purchases of goods / services:
From subsidiaries - - 248 118
From associates 4.555 5.081 - 13
From other related parties 498 144 - 144
5.053 5.225 248 275
Rental income:
From subsidiaries - - 767 148
From associates 337 340 259 252
From other related parties 208 94 194 77
545 433 1.220 478
Purchases of fixed assets:
From subsidiaries - - 9 1.407
From associates 10.915 6 - -
10.915 6 9 1.407

Services from and to related parties, as well as sales and purchases of goods take place on the basis of the price lists in force with non-related parties. Other related parties are mainly associates and companies in which the major shareholder of the Company holds an interest share.

Period/Year-end balances arising from transactions with related parties are as follows:

Group Company
30/6/2008 31/12/2007 30/6/2008 31/12/2007
Receivables from related parties:
From subsidiaries - - 18.288 18.214
From associates 20.651 25.910 8.667 13.742
From other related parties 12.480 15.987 1.335 1.383
33.131 41.897 28.290 33.339
Payables to related parties
To subsidiaries - - 2.051 2.182
To associates 42.746 39.224 9.390 13.051
To other related parties 651 1.847 101 101
43.397 41.070 11.542 15.334

Key management compensation

For the six months to 30 June 2008, a total of €723 was paid by the Company as key management compensation. (1/1-30/6/2007: €766).

INTRACOM HOLDINGS S.A. Interim 6-monthly condensed financial statements in accordance with IAS 34 30 June 2008 (All amounts in €'000)

19. Business combinations

Hellas on Line Α.Ε.

On 21 April 2008, the General Meetings of shareholders approved the merger of Hellas on Line and Unibrain by absorption of the former by the latter. The merger was approved by the appropriate governmental authorities on 7 May 2008.

Following the approval of the merger, the absorbing company Unibrain was renamed "Hellas on Line". Prior to the merger the Group held a 92,22% interest in Hellas on Line and a 28,48% interest in Unibrain. The Group consolidated both companies under the full consolidation method.

After the merger, and based on the share exchange agreement, Intracom Holdings holds a 84,26% interest in the current Hellas on Line. Due to the change in the minority interests, the Group recorded a gain of €1.819, which is included in the income statement of the current period under "Other gains / (losses) – net", with a corresponding decrease in the minority interests in equity.

Αttica Telecommunications S.A.

On 23 April 2007, the subsidiary company HoL acquired 100% of the share capital of Attica Telecommunications S.A. for €47.030 in cash (including transaction costs of €730).

The carrying amounts of the assets and liabilities of Attica Telecommunicatons S.A. at the acquisition date, as well as their fair values, as determined upon the completion of the purchase price allocation process, are as follows:

Assets Carrying Amounts Fair Values
Property, plant and equipment 30.291 33.397
Intangible assets 142 12.232
Deffered income tax assets/ (liabilities) 258 (3.541)
Trade and other receivables 10.252 10.252
Cash and cash equivalents 1.010 1.010
Other assets 40 40
41.994 53.391
Liabilities
Borrowings 11.000 11.000
Trade and other payables 13.380 13.380
Provisions for other liabilities and charges 88 88
24.468 24.468
Equity 17.526 28.923
Purchase price 47.030
Goodwill 18.107

The fair values include the intangible assets recognised at acquisition, namely the customer relationships of €12.090, the fair value of the telecommunications network, as well as the corresponding deferred tax on these assets of €3.799.

In the annual financial statements at 31 December 2007, the fair values were determined provisionally and the resulting goodwill amounted to €21.069. The decrease in goodwill by €2.962 upon the completion of the purchase price allocation process is due to the valuation of customer relationships at €12.090 compared to €8.140 that was determined during the provisional allocation and the corresponding deferred tax.

Oikos Properties S.A.

On 20 June 2008, the subsidiary company Intracom Construct Srl (party of Intrakat sub-group) with registered office in Romania, acquired 100% of the share capital of Oikos Properties Srl. The net cash outflow from the acquisition of the subsidiary amounted to €401. No goodwill arose from the acquisition.

20. Post balance sheet events

No significant events occurred after the balance sheet date.

21. List of subsidiaries / associates

Information about the subsidiaries and associates, as well as the joint ventures of the Group as at 30 June 2008 is presented below.

Name Country of
incorporation
Direct %
interest held
Consolidation
Method
Unaudited Tax Years
* Intracom S.A Defence Electronic Systems Greece 100% Full 2007
81%
* HELLAS ON LINE Greece (see note:1) Full -
- Attica Telecommunications SA** Greece 100% Full -
- Unibrain Inc USA 100% Full From establishment -2007
* Intracom Holdings International Ltd Cyprus 100% Full From establishment -2007
- Intracom Technologies Ltd Cyprus 100% Full From establishment -2007
- Fornax RT Hungary 67% Full 2003, 2006-2007
- Fornax Integrator Hungary 100% Full 2001-2007
- Fornax Informatika Doo Croatia Croatia 100% Full 2005-2006
- Fornax Slovakia Slovane 100% Full 2005-2007
- Intracom Operations Ltd Cyprus 100% Full From establishment -2007
- Intracom Group USA USA 100% Full From establishment -2007
* Intracom IT Services Greece 100% Full From establishment -2007
- Global Net Solutions Ltd Bulgary 100% Full From establishment -2007
- Dialogos SA Greece 39% Full 2004-2007
-Data Bank SA Greece 90% Full From establishment -2007
- Intracom Jordan Ltd Jordan 80% Full 2007
- Intracom IT Services Denmark AS** Denmark 100% Full Established in 2007
- Intracom Exports Ltd Cyprus 100% Full From establishment -2007
- Intracom Cyprus Ltd Cyprus 100% Full From establishment -2007
- Intrasoft International SA Luxemburg 97% Full 2007
- PEBE SA Belgium 100% Full From establishment -2007
- Intrasoft SA Greece 99% Full 2006-2007
- Intrasoft International Belgium Belgium 100% Full 2004-2006
- Switchlink NV Belgium 65% Full From establishment -2007

* Direct holding

Note. 1: The total shareholding in Hellas on Line is 84,26% through the participation of Intracom IT Services.

INTRACOM HOLDINGS S.A. Interim 6-monthly condensed financial statements in accordance with IAS 34 30 June 2008 (All amounts in €'000)

Name Country of
incorporation
Direct %
interest held
Consolidation
Method
Unaudited Tax Years
* Intrakat SA Greece 74% Full 2006-2007
- Inmaint SA Greece 62% Full 2005-2007
- ΚEPA Attica SA Greece 51% Full 2005-2007
- Intracom Construct SA Romania 94% Full 2006-2007
- Eurokat SA Greece 82% Full 2006-2007
- Intrakat International Ltd** Cyprus 100% Full -
-Oikos Properties SRL.** Romania 95% Full 2007
- Intradevelopment SA Greece 100% Full 2004-2007
-SC Plurin Telecommunications SRL** Romania 50% Equity -
J./V. Mohlos - Intrakat (Tennis.) Greece 50% Equity 2006-2007
J./V. Mohlos - Intrakat (Swimm.) Greece 50% Equity 2003-2007
J./V. Panthessalikon Stadium Greece 15% Equity 2003-2007
J./V. Elter-Intrakat (EPA Gas) Greece 45% Equity 2003-2007
J./V. Intrakat - Gatzoulas Greece 50% Equity 2004-2007
J./V. Elter-Intrakat-Εnergy Greece 40% Equity 2005-2007
J./V. "Αth.Techniki-Prisma Domi"-Ιntrakat Greece 50% Equity 2005-2007
J./V. Intrakat-Ergaz-ALGAS Greece 33% Equity 2005-2007
J./V. Intrakat - Elter (Maintenance N.Section) Greece 50% Proportional
Greece 50% 2006-2007
J./V. Intrakat - ΑΤΤΙΚΑΤ (Εgnatia Οdos) Greece 50% Proportional 2006-2007
J./V. Intrakat - Elter (Alex/polis pipeline) Proportional 2006-2007
J./V. Intrakat - Elter (Xiria) Greece 50% Proportional 2006-2007
J./V. Intrakat - Elter (Road diversion- Arta)
J./V. Intrakat - Elter (Natural gas installation project
Schools)
Greece
Greece
30%
30%
Proportional
Proportional
2006-2007
2006-2007
J./V. Intrakat - Elter ( Natural Gas Installation Project
Attica Northeast & South )
Greece 49% Proportional 2006-2007
J./V. Intrakat - Intracom Telecom (DEPA Network) Greece 70% Proportional 2007
J./V. Intrakat - Elter (Broadband networks) Greece 50% Proportional 2007
J./V. Intrakat - Elter (Natural Gas installation project -
Schools EPA 3)
Greece 50% Proportional 2007
J./V. Intrakat - Elter (Natural Gas pipelines 2007
Northeastern Attica Region-EPA 4) Greece 50% Proportional 2007
J./V.Intrakat- Elter(Gas Distrib.Network Expansion) Greece 50% Proportional 2007
J./V. ΑΚΤOR ΑΤΕ - LOBBE TZILALIS - EUROKAT
ATE (Ily Administration Κ.Ε.L.)
Greece 33% Proportional 2007
J./V. ΑΚΤOR ΑΤΕ - Pantechniki SA - Intrakat (J./V.
Μoreas)**
Greece 13% Proportional -
J./V. Intrakat - Elter (ΕPA 5) - Natural Gas Installation
Central Region**
Greece 50% Proportional 2007
J./V. Intrakat - Elter (EPA 6) - Natural Gas Installation
South Region **
Greece 50% Proportional 2007
J./V. Intrakat - Elter ( Hospital of Aikaterini)** Greece 50% Proportional -
J./V. Intrakat - Elter (Hospital of Corfu)** Greece 50% Proportional -
J./V. Intrakat Elter (EPA 7) - Natural Gas
Distribut.Network Attica**
Greece 49% Proportional 2007
J./V. Ιntrakat Elter -Natural Gas Suppl.Network Lamia
Thiva-Chalkida**
Greece 50% Proportional 2007
J./V. Eurokat-ΕΤΒO- Central Library Building
Construction(Contractor) **
Greece 70% Proportional -

* Direct holding

INTRACOM HOLDINGS S.A. Interim 6-monthly condensed financial statements in accordance with IAS 34 30 June 2008 (All amounts in €'000)

Name Country of
incorporation
Direct %
interest held
Consolidation
Method
Unaudited Tax Years
* Moldovan Lottery Moldova 33% Equity 2007
* Intracom Telecom Solutions SA Greece 49% Equity 2003-2007
-Intracom Bulgaria S.A. Bulgary 100% Full 1998-2007
-Intracom Svyaz Ltd. Russia 100% Full From establishment -2007
-Intracom Doo Skopje FYROM 100% Full 2006-2007
-Intralban Sha Albania 95% Full 2005-2007
-Intrarom S.A. Romane 67% Full 2004-2007
-Intracom Telecom Holdings International Ltd Cyprus 100% Full From establishment -2007
- Intracom Middle East L.L.C. Un.Ar.Emirates 100% Full Not applicable
- Connklin Corporation USA 100% Full 2001-2007
- Intracom Telecom solutions S.R.L. Moldove 100% Full From establishment -2007
- Intracom doo Belgrade Serbia 100% Full From establishment -2007
- Intracom doo Armenia Armenia 100% Full 2007
- Intracom Telecom Technologies Ltd. Cyprus 100% Full From establishment -2007
- Intracom Telecom Operations Ltd. Cyprus 100% Full From establishment -2007
- Intracom Telecom Solutions Saudi Arabia** Sad.Arabia 95% Full Established in 2007

* Direct holding

(**) These companies have been included in the Group for the first time in the current period ending 30 June 2008. Attica Telecomunications and Oikos Properties Srl were acquired by the Group, while the remaining companies are newly formed companies.

Intrakat Romania SRL, which merged with Intracom Construct S.A, was included in the consolidated financial statements for the period 1/1-30/6/2007, but not in the current period's financial statements.

Except for the above, there are no further changes in the consolidation method for the companies included in the group financial statements.

22. Other information

Intracom Holdings is committed to financially support its subsidiary Hellas on Line to continue as a going concern, as guarantor for its borrowings and through the provision of further finance that may be necessary in the future, until such time as the subsidiary successfully completes the contemplated domestic offering and it is able to service its liabilities as they fall due within the ordinary course of business for the foreseeable future. Hellas on Line is currently seeking to raise additional equity finance for an amount of up to € 150 mil. through a domestic offering of ordinary shares whereby the existing shareholders elect not to participate.

Ε) Summary financial data

GROUP 30 June 2008 31 Dec 2007 30 June 2008 31 Dec 2007 1 Jan - 30 Jun 2008 ASSETS Total Continuing operations Discontinued operations Total Property plant and equipment 307.908 277.276 41.529 39.265 Sales 230.963 200.097 - 200.097 Investment property 55.403 50.049 58.562 55.244 Gross profit (loss) 36.156 28.576 - 28.576 Intangible assets 98.556 93.119 2.872 3.654 Profit/(loss) before tax, financing and 0 Other Non-current assets 155.439 143.616 378.306 369.164 investing results -10.562 -6.252 -770 -7.022 Inventories 48.401 48.987 - - Profit/(loss) before income tax -24.990 -7.295 -770 -8.065 Trade Receivables 354.995 357.871 26.605 28.828 Less income tax expense 2.438 715 - 715 Other current assets 88.748 91.666 32.333 52.762 Profit/(Loss) after Tax -27.428 -8.010 -770 -8.780 Attributable to: TOTAL ASSETS 1.109.450 1.062.584 540.207 548.917 Equity holders of the Company -25.590 -7.814 -770 -8.584 Minority interest -1.838 -196 - -196 EQUITY AND LIABILITIES Share capital 374.047 374.047 374.047 374.047 Earnings After Tax per share - basic (in €) -0,1950 -0,0593 -0,0058 -0,0651 Other Equity items of the company's Shareholders 109.453 136.942 134.191 137.433 Profit/(loss) before income tax, financing, investing results Shareholders Equity (a) 483.500 510.989 508.238 511.480 and total depreciation 6.263 923 -770 153 Minority interest (b) 24.359 29.005 - - Total Equity (c) = (a) + (b) 507.859 539.994 508.238 511.480 1 Apr - 30 Jun 2008 Long-term bank borrowings 62.187 63.935 - - Total Continuing operations Discontinued operations Total Provisions/Other long-term liabilities 54.630 20.887 1.106 885 Sales 118.313 103.520 - 103.520 Short-term bank borrowings 234.712 180.598 12.774 12.777 Gross profit (loss) 15.915 9.907 - 9.907 Other short-term liabilities 250.062 257.170 18.089 23.775 Profit/(loss) before tax, financing and 0 investing results -8.239 -4.853 -770 -5.623 Total Liabilities (d) 601.591 522.590 31.969 37.437 Profit/(loss) before income tax -16.690 -6.037 -770 -6.807 TOTAL EQUITY AND LIABILITIES (c)+(d) 1.109.450 1.062.584 540.207 548.917 Less income tax expense 417 1.142 - 1.142 Profit/(Loss) after Tax -17.107 -7.179 -770 -7.949 Attributable to: Equity holders of the Company -15.643 -6.824 -770 -7.594 Minority interest -1.464 -355 - -355 30 June 2008 31 Dec 2007 30 June 2008 31 Dec 2007 Earnings After Tax per share - basic (in €) -0,1192 -0,0518 -0,0058 -0,0576 Balance at the beginning of period (1/1/2008 and 1/1/2007 respectively) 539.994 583.549 511.480 536.864 Profit/(loss) before income tax, financing, investing results -27.428 -8.780 -3.290 1.412 and total depreciation 873 -1.141 -770 -1.911 -230 -12 - -12 -257 -13.269 - -13.126 -4.219 8.420 48 56 -3.509 - - -3.509 1 Jan - 30 Jun 2008 Balance at the end of period (30/06/2008 and 30/06/2007 respectively) 507.860 566.399 508.238 521.685 Σύνολο Continuing operations Discontinued operations Total Sales 2.878 6.998 - 6.998 Gross profit (loss) 235 381 - 381 Profit/(loss) before tax, financing and investing results -3.058 21 -770 -749 Profit/(loss) before income tax -3.091 2.775 -770 2.005 1. Interim Financial Satements have been prepared based on the Accounting Principles as described in the annual audited Financial Statements of 31/12/2007. Less income tax expense 200 593 0 593 2. There are no pledges on the Company's or Group's assets Profit/(Loss) after Tax -3.291 2.182 -770 1.412 3. Number of employees at the end of current period: Company 129 persons (H1 2007, 147 persons), Group 6.047 (H1 2007, 5.648 persons). Earnings After Tax per share - basic (in €) -0,0251 0,0166 -0,0059 0,0107 4. There are no legal disputes or cases on arbitration which may materially affect the financial position of the Company or the Group. Profit/(loss) before income tax, financing, investing results Other Provisions on 30.6.2008 sum up to € 693 thous. for the company and € 13.939 thous. for the Group. and total depreciation -1.166 1.876 -770 1.106 There are no material provisions for unaudited fiascal periods, as well as for legal disputes or cases on arbitration, neither for the Company nor for the Group. 5. Sales and purchases amounts, cumulatively from the beginning of the fiscal year, and the balances of receivables and payables at the end of the current period deriving, for the Company and the Group, by related party transactions, under the light of IAS 24 provisions are as follows : 1 Apr - 30 Jun 2008 Σύνολο Continuing operations Discontinued operations Total Group Company Sales 1.177 3.521 - 3.521 a) Income 5.758 3.874 Gross profit (loss) 94 136 - 136 b) Expenses 15.968 257 Profit/(loss) before tax, financing and 0 c) Receivables 33.131 28.290 investing results -1.284 500 -770 -270 d) Payables 43.397 11.542 Profit/(loss) before income tax -1.100 1.515 -770 745 e)Transactios and remuneration of Directors and key management. 723 723 Less income tax expense 71 358 0 358 f) Receivables from directors and key management 0 0 Profit/(Loss) after Tax -1.171 1.157 -770 387 g) Payables to directors and key management 130 130 6. The Company reclassified the Income Statement figures for the relevant period of the previous financial year, for comparison resons, Earnings After Tax per share - basic (in €) -0,0089 0,0088 -0,0059 0,0029 due to the recharacterisation of the discontinued operations as continuing (Note 3 of Financial Statements). Profit/(loss) before income tax, financing, investing results With reference to the allready published financial statements revenue have been modified from € 182.851 thou.to € 200.097 thou. and total depreciation -325 1.425 -770 655 Profits after tax and minority interest, as well as Shareholder's equity, remain as they were. 7. Note 21 of the Interim Financial Statements comprises analytical description of the companies and the Joint Ventures (name, country of domiciliation and percentage of the parent company's participation in the share capital) as well as the consolidation method applied as per 30/6/2008. Furthermore, in Note 21 changes in the consolidations' structure are mentionned. 8. The Company's tax returns have been audited by the tax authorities up to and including the fiscal year 2006. Unaudited fiscal years by tax authorities for the Group's Companies are equally stated in Note 21. 9. Treasury shares in the posession of the Group and the Company at 30.06.2008 summed up to 1.680.836 with a total value of € 7.724 thou., Indirect Method 1 Jan - 30 Jun 2008 1 Jan - 30 Jun 2007 1 Jan - 30 Jun 2008 1 Jan - 30 Jun 2007 The Company's and Group's Shareholder's Equity have been deducted by that amount. 10. During the current period, income of € 48 thous., referring to valuation of financial assets available for sale,has been recorded directly Operating activities to Shareholder's Equity. Respectively, in the Group's Shareholder's Equity have been recorded € 4.219 thous. concerning losses of € 2.377 thou. Profit Before incomeTax (from continuing and discontinued operations) -24.990 -8.065 -3.091 2.005 deriving from valuation of assets available for sale and losses of € 1.842 thou. deriving from modification in minority rights percentage. Plus / Minus Adjustments for: Depreciation 16.825 7.175 1.892 1.855 Provisions 2.511 -2.177 22 63 Exchange differences -158 504 - Results (income, expenses, profits and losses) from investing activities -3.009 4.945 -2.664 -5.588 Interest expense and related costs 15.771 4.299 489 119 The purpose of the financial information set out below is to provide an overview of the financial position and financial results of INTRACOM HOLDINGS SA and INTRACOM GROUP. We advice the reader, before making any investment decision or other transaction with the Company, to visit the Company's website (www.intracom.com) where the interim financial statem prepared in accordance with International Financial Reporting Standards together with the audit review of the independent auditors, whenever this is required, are presented. Concise financial information for the period from 1 January 2008 to 30 June 2008 Amounts in € thousands GROUP Amounts in € thousands GROUP COMPANY 1 Apr - 30 Jun 2007 GROUP COMPANY COMPANY CONDENSED INCOME STATEMENT Upon decision 6/448/11.10.2007 of Capital Market Committee BoD CONDENSED BALANCE SHEET 1 Jan - 30 Jun 2007 Amounts in € thousands CONDENSED CASH FLOW STATEMENT (Amounts in thousands €) Dividends paid Net income recognised directly in equity Treasury Shares Profit/ (Loss) for the period, after tax Increase / (decrease) of share capital STATEMENT OF CHANGES IN EQUITY Amounts in € thousands COMPANY 1 Jan - 30 Jun 2007 1 Apr - 30 Jun 2007 ADDITIONAL DATA AND INFORMATION: Certified Auditors Accountants: Zoe Sofou (L.C./ Accociation of Certified Auditors 14701) - Michael Ε. Hatzistavrakis (L.C./ Accociation of Certified Auditors 26581) Certified Auditing Firm : "SOL" S.A. CERTIFIED AUDITORS ACCOUNTANTS Type of Review Opinion : With no qualification Web Address : www.intracom.com Date of approval of the periodic financial statements by the BoD : August 28, 2008

Plus / Minus Adjustments for Working Capital Changes

or related to operating activities.

Decrease / (increase) in inventories 587 -312 - - Decrease / (increase) in receivables 1.471 -11.058 8.848 -4.891 Decrease / (increase) in liabilities (other than banks) 17.768 19.329 -4.330 7.132

Less:

Interest expenses and related costs paid -11.853 -4.299 -490 -119

INTRACOM HOLDINGS SA (Ledger No SA 13906/06/Β/86/20) 19 km MARKOPOULOU AVE., GR-19002, PEANIA ATHENS

Income Tax paid -5.867 -1.830 -1.001 -526
Total inflow / (ouflow) from operating activities (a) 9.056 8.511 -325 50
Investing activities
Acquisition of subsidiaries, associates, joint ventures and other investments -14.284 30.502 -14.033 27.844
Purchase of PPE and intangible assets -51.963 -7.968 -6.693 -1.458
Proceeds from sales of PPE and intangible assets 518 302 1 9
Interest received 1.080 587 216 174
Dividends Received - - 1.700 600
Total (outflow)/ inflow from investing activities (b) -64.649 23.423 -18.809 27.169
Financing activities
Proceeds from issue of share capital -305 -3.521 - -3.521
Proceeds from borrowings 68.405 18.965 - -
Repayments of borrowings -15.392 -22.101 - -845
Repayment of finance leases -586 -330 -3 -6
Dividends paid -455 -277 -198 -135
Total inflow / outflow from financing activities (c ) 51.667 -7.264 -201 -4.507
Net increase / (decrease) in cash and cash equivalents
for the period (a) + (b) + (c ) -3.926 24.670 -19.335 22.712
Cash and cash equivalents at beginning of period 76.573 115.477 32.935 72.531
Exchange Differences in Cash and Cash equivalents - - - -
Cash and cash equivalents at end of period 72.647 140.147 13.600 95.243
Peania, August 28, 2008
THE CHAIRMAN
OF THE BOARD OF DIRECTORS
AND CEO
VICE CHAIRMAN
OF THE BOARD OF DIRECTORS
AND DEPUTY MANAGING DIRECTOR
CORPORATE FINANCE
EXECUTIVE DIRECTOR
ACCOUNTING MANAGER
S.P. KOKKALIS
ID. No P 695792/31.10.1991
Κ. G. DIMITRIADIS
ID. No Ι 208019/07.08.1974
D.C. KLONIS
ID. No Ρ 539675/06.11.1995
Ι. Κ. TSOUMAS
ID. No AZ 505361/10.12.2007
L.C. 637

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