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Intracom S.A. Holdings

Quarterly Report Sep 23, 2015

2621_ir_2015-09-23_1efd7ec9-2aa6-42c2-a660-d437f0da9e94.pdf

Quarterly Report

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INTRACOM Holdings S.A.

6-Monthly Financial Report

(1 January – 30 June 2009)

Contents Page
A) Statements of the Board of Directors' members 2
B) Report of the Board of Directors 3
C) Review report of the certified auditors - accountants 8
D) Interim 6-monthly condensed financial statements in accordance
with International Accounting Standard 34 9
E) Figures and information 32

These interim condensed financial statements of the Group and the Company from page 9 to 31 have been approved for issue by the Board of Directors on 28.8.2009.

THE CHAIRMAN OF THE BOARD OF DIRECTORS

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

S.P. KOKKALIS C.G. DIMITRIADIS ID No Π 695792/31.10.1991 ID No Ι 208019/07.08.1974

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

(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
    1. Konstantinos G. Dimitriadis, Vice Chairman and Deputy Managing Director
  • 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 for the 1st half of 2009 which were drawn up in accordance with applicable accounting standards, reflect in a true manner the assets and liabilities, equity and results of the Group and the Company, for the period and of the businesses included in 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 contains the true 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 2009

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

1. Main events H1 2009

  • 1) On March 2009 the share capital of the subsidiary company Hellas on Line increased following the decision of the Extraordinary General Meeting of the company's shareholders on 12/12/2008. The increase was subscribed during the exercise period of the pre-emption right (from 23/02/2009 to 09/03/2009) The share capital increase was 100% covered in cash by third parties. The company's share capital increased by €26.938 following the issuance of 31.692.308 new shares, at nominal value of € 0,85 each, and share premium amounted to €23.769. Total proceeds were €50,7mn. and will finance the company's investment plan which mainly comprises expansion of its own network infrastructure and best in class IT systems. After the increase in share capital INTRACOM HOLDINGS stake in HOL share capital sums up to 63,129%.
  • 2) During H1 2009 exclusive negotiations launched between Vodafone and HOL for the purpose of exploring the possibility of a partnership between Vodafone and HOL through the acquisition from Vodafone of a minority equity participation on HOL's share capital and the contribution of Vodafone's existing fixed line DSL assets into HOL' business. Negotiations have been finalised on July 2009 and the two companies are entering a strategic partnership. Specifically, Vodafone Greece will participate in HOL's equity by acquiring a minority participation of 18,5%.
  • 3) ΙΝΤΡΑΚΑΤ proceeded to the acquisition via undertaking of the State and Private Construction Works sector of CYBARCO SA, and T. KARAGIANNIS SA, which resulted to the upgrading of the Company's Construction Projects classification under the upper (7th) grade of the Register of Contractors' Enterprises.
  • 4) INTRAKAT, in the effort to enhance the expansion of its activities in the energy market and more specifically in the waste management, have entered in February 2009 into a Cooperation Agreement with SUEZ ENVIRONNEMENT to develop jointly municipal solid waste management projects in Greece.
  • 5) INTRAKAT SA and IASO SA signed an agreement for the construction of a new private clinic of total budget amounting to 70 million Euro at the municipality of Piraeus. The clinic will be constructed on INTRAKAT own lot which extends on 12,680 m2 of land. Noteworthy is the fact that the building is designed to be constructed by making use of environment friendly and energy saving systems. Furthermore, INTRAKAT undertook several significant new

projects such as the construction of the metallic roof of the "Le Mans" football team's stadium in the city of Le Mans in France as well as the construction of the "Filiatrina" dam in a joint venture.

  • 6) INTRACOM TELECOM focuses on its international activity. During H1 2009 announced the signing of a USD 85 mn. frame contract with ZTE, a leading provider of telecommunications equipment and network services to build out the CDMA Network of Sistema Shyam TeleServices Limited in India. Furthermore, INTRACOM TELECOM undertook two frame contracts worth USD 45 mn. in total, for the supply of point-to-point (INTRALINK) and poiont-to-multipoint (WiBas) radio equipment to MTS Russia.
  • 7) INTRACOM Defense Electronics received a \$ 2,4 mn. contract from Northrop Grumman Corporation for the F-16 Fire Control Radar Upgrade Program.
  • 8) Η INTRASOFT International, via participating consortia, has been awarded three new 4-year Framework Contracts by the European Commission's Directorate General for Research, concerning software development services. The cumulative share of INTRASOFT International in these contracts is worth € 60 mn., while the total value is equivalent to € 130 mn. More than 14 consortia, involving 34 top to medium companies, responded to the call for tenders, as that call was one of the most critical announced in the ICT market in 2008, in both importance and budget.

2. Financial Results

Group sales in H1 2009 amounted to € 260,8 mn. versus € 231 mn. during the relevant period of 2008, increased by 12,9%. The increase in sales is mostly due to HOL Group of companies, and more specifically to HOL parent company which increased its sales by 59,3% (H1 2009: € 62,6 mn. Η1 2008: € 39,3 mn.) and to INTRAKAT Group whose sales were increased by 26,3% (Η1 2009 € 99,8 mn.Η1 2008: € 79,0 mn.) Apart from the significant increase in sales HOL improved its market position. In H1 2009 HOL captured the majority of the LLU market's net additions. As a result, its LLU market share increased to 26,1% at the end of June from 19,8% at year end 2008.

Consolidated operating results before income tax, financing, investing results and total depreciation (EBITDA) summed up to € € 50,0 mn. versus € 6,3 mn. in H1 2008. The consolidated results before Income Tax (EBT) were € 13 mn. versus losses of € 25,0 mn. in H1 2008.

The Group's Total Equity sums up to € 495,7 mn. και and total assets to € 1.151 mn. slightly increased in comparison to year end.

Sales of the parent company in H1 2008 amounted to € 1,9 mn., versus € 2,8 mn. in H1 2008. Parent company's results (EBT) in H1 2009 reached to € 2,8 mn. from losses of € 3,3 mn. in H1 2008.

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 42,3% 7,2%
Total Equity/Total Liabilities 75,6% 1619,4%
Total Equity/Fixed Assets 97,9% 505,9%
Current Assets/Short-term Liabilities 108,9% 176,6%
b. Profitability Ratios
GROUP
COMPANY
EBITDA/Sales 19,2% 294,5%
Gross Profit/Sales 11,8% 14,0%
Sales/Total Equity 52,62% 0,39%

3. 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.

4. Goals and perspectives

Group's priorities for 2009 are set upon further enhancement of its international presence, improvement of profitability through organic growth and targeted acquisitions and the increase of its international competitiveness through strategic alliances.

The Group's International activities are mainly targeted to the areas of ΕΕΜΕΑ which present the highest growth rate in telecommunication services worldwide and a potential of high profitability. The Group maintains competitive advantages in the area and enhance its presence there through the Group INTRACOM TELECOM which aims to establish its name as the leading company providing integrated telecommunication solutions.

INTRACOM IT Services Group will focus on the enhancement of its international presence via strategic alliances, research and development of new products and enrichment of its portfolio with new activities.

Although 2009 is internationally a recession year for the defence market, INTRACOM DEFENSE ELECTRONICS expects the enhancement of its alliances with KMW, General Dynamics and European Defence Association (EDA).

INTRAKAT having already initiated its participation in new markets aims to grow in the energy sector and in specific in waste to energy and solar energy projects, and to participate in self-financed projects in Greece and abroad.

HOL Group, having captured half of the Greek LLU market's net additions in H1 2009 and having consolidated the second position in the Greek LLU market, expects to give a boost to its performance especially after its strategic partnership with Vodafone Greece that will generate significant new dynamics and expand its customers base. Anticipated synergies are expected to generate both higher revenue and profitability.

5. Related party transactions

Transactions with related parties during the first semester of 2009, have taken place on an arm's length basis without changes that could substantially impact the financial position or performance of the company.

The most significant transactions carried out with related parties are as follows:

6-Monthly Financial Report 30 June 2009

Income & Receivables Period 1/1-30/6/2009 (amounts in thousands €)

SUBSIDIARIES SERVICES RENTAL
INCOME
SALES OF
FIXED
ASSET
DIVIDENDS RECEIVABLES
INTRAKAT SA 286 129 - - 980
INTRACOM I.T. SERVICES SA 53 - - - 429
INTRASOFT INTERNATIONAL SA (GR) 414 19 - - 512
INTRACOM DEFENSE SA 316 - - 1.500 3.990
HELLAS ON LINE Α.Ε. 138 672 - - 1.829
ATTICA TELECOMMUNICATIONS SA 288 - - - 1.765
INTRACOM HOLDING INTERNATIONAL LTD - - - - 365
INTRACOM TECHNOLOGIES LTD - - - - 250
OTHER SUBSIDIARIES - 5 - - 76
Sum 1.495 825 0 1.500 10.196
ASSOCIATES
INTRACOM TELECOM SA 225 283 - - 4.829
INTRACOM LTD SKOPJE - - - - 750
OTHER ASSOCIATES - - - - 269
Sum 225 283 0 0 5.848
OTHER RELATED PARTIES
INTRALOT - 141 4.505 - 5.273
SPORTNEWS ΑΕ - 11 - - 141
OTHER RELATED PARTIES - 2 - - 2
Sum 0 154 4.505 0 5.416
TOTAL 1.720 1.262 4.505 1.500 21.460

Expenses & Payables Period 1/1-30/6/2009

(amounts in thousands €)
SUBSIDIARIES SERVICES PURCHASES
OF FIXED
ASSETS
OTHER PAYABLES
INTRAKAT SA - - - 512
IN MAINT SA 106 33 - 44
INTRADEVELOPMENT SA - - - 40
INTRACOM I.T. SERVICES SA - - - 955
HELLAS ON LINE Α.Ε. 7 - - 216
OTHER SUBSIDIARIES - - - 6
Sum 113 33 0 1.773
ASSOCIATES
INTRACOM TELECOM SA 41 - - 873
CONΚLIN - - - 175
OTHER ASSOCIATES - - - 54
Sum 41 0 0 1.102
OTHER RELATED PARTIES
OTHER RELATED PARTIES - - - 5
Sum 0 0 0 5
TOTAL 154 33 0 2.880

For the six months ended 30 June 2009, a total of €939 was paid by the Company as key management compensation.

Exact copy from BoD record of proceedings.

Peania, August 28th 2009

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 separate and consolidated statement of balance sheet of INTRACOM HOLDINGS SA (the "Company") as at 30 June 2009, the relative separate and consolidated statements of comprehensive income , changes in equity and cash flows for the six-month period then ended, as well as the selected explanatory notes, that constitute the condensed interim financial information, which is an integral part of the six-month financial report under the L. 3556/2007. Management is responsible for the preparation and presentation of this condensed interim financial information, in accordance with International Financial Reporting Standards, as adopted by the European Union (EU) and which apply to Interim Financial Reporting (International Accounting Standard "IAS 34"). Our responsibility is to express a conclusion on this condensed interim 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". 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 International Standards on Auditing 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 Requirements

From the above review we ascertained that the content of the provided by the article 5 of L. 3556/2007 six-month financial report is consistent4 with the accompanying condensed3 interim financial information.

Athens, 28 August 2009

Certified Public Accountant Auditor

Zoe D. Sofou Michail E. Chatzistavrakis

(SOEL Reg. 14701) (SOEL Reg. 26581)

SOL S.A. – Certified Public Accountants Auditors

Member of Crowe Horwath International

3, Fok. Negri Street – Athens 11257, Greece

Institute of CPA (SOEL) Reg. No. 125

6-Monthly Financial Report 30 June 2009

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

Contents Page

Balance Sheet 11
Statement of comprehensive income
-
1/1-30/6/2009
12
Statement of comprehensive income
-
1/4-30/6/2009
13
Statement of changes in equity
-
Group
14
Statement of changes in equity
-
Company
15
Cash flow statement 16
Notes to the interim condensed financial statements 17
1. General information 17
2. Summary of significant accounting policies 17
3. Roundings 19
4. Segment information 20
5. Capital expenditure 21
6. Available for sale financial assets 22
7. Assets classified as held for sale 22
8. Share capital 22
9. Borrowings 23
10. Change in interest held in subsidiary 23
11. Other gains / (losses) – net 23
12. Finance income / (expenses) - net 24
13. Income tax 24
14. Earnings per share 24
15. Cash generated from operations 25
16. Contingencies / Outstanding legal cases 25
17. Capital commitments 26
18. Related party transactions 27
19. Post balance sheet events 28
20. List of subsidiaries / associates 29

Balance Sheet

Group Company
ASSETS Note 30/6/2009 31/12/2008 30/6/2009 31/12/2008
Non-current assets
Property, plant and equipment 5 344.559 333.853 36.397 39.869
Goodwill 58.259 58.259 - -
Intangible assets 5 54.166 48.029 114 219
Investment property 5 49.334 63.125 59.198 60.450
Investments in subsidiaries - - 247.565 247.019
Investments in associates 117.164 116.397 115.900 116.175
Available for sale financial assets 6 13.483 13.287 9.526 9.514
Deferred income tax assets 1.678 1.536 - -
Long-term loans 8.161 7.885 8.161 7.885
Trade and other receivables 17.240
664.044
21.884
664.254
361
477.222
361
481.493
Current assets
Inventories
51.694 49.137 - -
Trade and other receivables 338.891 328.762 23.678 17.537
Construction contracts 31.776 24.950 - -
Financial assets at fair value through profit or loss 340 552 - -
Current income tax assets 18.760 18.360 5.355 5.376
Cash and cash equivalents 38.228 58.682 7.806 11.064
479.690 480.444 36.839 33.977
Assets classified as held for sale 7 7.369 - - -
487.059 480.444 36.839 33.977
Total assets 1.151.103 1.144.698 514.061 515.470
EQUITY
Capital and reserves attributable to the Company's equity
holders
Share capital 8 377.148 374.046 377.148 374.046
Reserves 73.034 58.618 107.015 106.204
450.182 432.665 484.164 480.251
Minority interest 45.561 35.822 - -
Total equity 495.743 468.487 484.164 480.251
LIABILITIES
Non-current liabilities
Borrowings 9 162.287 156.082 7.745 -
Deferred income tax liabilities 4.874 4.861 889 660
Retirement benefit obligations 4.843 4.481 402 504
Grants 10.986 11.390 - -
Provisions for other liabilities and charges 3.203 2.482 - -
Trade and other payables 21.842 25.388 - -
208.036 204.684 9.036 1.164
Current liabilities
Trade and other payables 261.634 272.649 7.607 13.120
Current income tax liabilities 1.855 1.800 63 -
Construction contracts 10.735 7.699 - -
Borrowings 9 160.705 176.233 11.549 19.294
Grants 910 1.235 - -
Provisions for other liabilities and charges 11.485 11.912 1.642 1.642
447.325 471.528 20.861 34.056
Total liabilities 655.361 676.211 29.897 35.220
Total equity and liabilities 1.151.103 1.144.698 514.061 515.470

Statement of comprehensive income - 1/1-30/6/2009

Group Company
Note 1/1 - 30/6/2009 1/1 - 30/6/2008 1/1 - 30/6/2009 1/1 - 30/6/2008
Sales 4 260.849 230.962 1.901 2.878
Cost of goods sold (230.150) (194.807) (1.635) (2.643)
Gross profit 30.699 36.156 266 235
Other operating income - net 2.997 2.198 3.166 3.750
Gain from change in interest held in subsidiary 10 34.394 - 764 -
Other gains/ (losses) - net 11 6.220 1.298 6.023 (77)
Selling and research costs (22.297) (23.892) (97) (229)
Administrative expenses (29.793) (26.322) (5.713) (6.737)
Operating profit / (loss) 4 22.220 (10.562) 4.409 (3.058)
Finance expenses 12 (11.694) (15.771) (1.510) (490)
Finance income 12 1.353 1.292 328 458
Finance costs-net (10.341) (14.480) (1.181) (32)
Share of losses of associates 1.155 52 - -
Profit / (loss) before income tax 13.034 (24.990) 3.228 (3.091)
Income tax expense 13 (2.506) (2.438) (411) (200)
Profit / (loss) for the period 10.528 (27.428) 2.817 (3.290)
Other comprehensive income :
Fair value gains / (losses) on available for sale financial assets , net of tax 6 188 (2.377) 4 48
Currency translation differences, net of tax (528) (1) - -
Effect of change in minority interest 10 (33.630) - - -
Other comprehensive income for the period, net of tax (33.971) (2.378) 4 48
Total comprehensive income for the period (23.442) (29.806) 2.821 (3.242)
Profit / (loss) attributable to:
Equity holders of the Company 16.911 (25.590) 2.817 (3.290)
Minority interest (6.383) (1.838) - -
10.528 (27.428) 2.817 (3.290)
Total comprehensive income attributable to:
Equity holders of the Company 16.604 (27.360) 2.821 (3.242)
Minority interest (40.046) (2.446) - -
(23.442) (29.806) 2.821 (3.242)
Earnings per share for profit / (loss) attributable to the equity holders of
the Company during the year (expressed in € per share)
Basic 14 0,13 (0,19) 0,02 (0,03)
Diluted 14 0,13 (0,19) 0,02 (0,03)

Statement of comprehensive income - 1/4-30/6/2009

Group Company
1/4 - 30/6/2009 1/4 - 30/6/2008 1/4 - 30/6/2009 1/4 - 30/6/2008
Sales 139.390 118.312 947 1.177
Cost of goods sold (124.456) (102.398) (805) (1.083)
Gross profit 14.934 15.915 142 94
Other operating income - net 1.462 1.175 2.339 2.998
Other gains/ (losses) - net 6.615 1.698 6.023 (43)
Selling and research costs (12.133) (13.160) (30) (131)
Administrative expenses (16.153) (13.867) (3.231) (4.202)
Operating profit / (loss) (5.274) (8.239) 5.242 (1.284)
Finance expenses (6.041) (10.397) (1.184) (198)
Finance income 694 875 142 382
Finance costs-net (5.347) (9.522) (1.042) 184
Share of profits of associates 3.146 1.072 - -
Profit / (loss) before income tax (7.476) (16.690) 4.201 (1.100)
Income tax expense (1.930) (417) (255) (71)
Profit / (loss) for the period (9.406) (17.106) 3.945 (1.171)
Other comprehensive income :
Fair value gains / (losses) on available for sale financial assets , net of tax 639 410 4 (8)
Currency translation differences, net of tax 143 764 - -
Other comprehensive income for the period, net of tax 782 1.174 4 (8)
Total comprehensive income for the period (8.624) (15.932) 3.949 (1.178)
Profit / (loss) attributable to:
Equity holders of the Company (4.924) (15.643) 3.945 (1.171)
Minority interest (4.482) (1.464) - -
(9.406) (17.106) 3.945 (1.171)
Total comprehensive income attributable to:
Equity holders of the Company (4.372) (14.745) 3.949 (1.178)
Minority interest (4.251) (1.187) - -
(8.624) (15.932) 3.949 (1.178)
Earnings per share for profit / (loss) attributable to the equity holders of the
Company during the year (expressed in € per share)
Basic (0,04) (0,12) 0,03 (0,01)
Diluted (0,04) (0,12) 0,03 (0,01)

Statement of changes in equity - Group

Minority interest
Total equity
Note Share capital Other reserves
Retained earnings
Balance at 1 January 2008
374.047
186.632
(49.690)
29.005
Net losses for the period
-
-
(25.590)
(1.838)
Fair value gains / (losses) on available for sale financial assets , net of
tax
-
(1.736)
-
(641)
Currency translation differences, net of tax
-
(34)
-
33
Total comprehensive income for the period
-
(1.770)
(25.590)
(2.446)
Expenses on issue of share capital
(1)
-
(193)
(36)
Effect of change in minority interest
-
-
(9)
(1.832)
Dividend
-
-
-
(257)
Transfer
-
88
(13)
(74)
Balance at 30 June 2008
374.046
184.950
(75.495)
24.359
Balance at 1 January 2009
374.046
187.099
(128.481)
35.822
Profit/ (loss) for the period
-
-
16.911
(6.383)
Fair value gains / (losses) on available for sale financial assets , net of
tax
6
-
119
-
69
Currency translation differences, net of tax
-
(425)
-
(103)
Effect of change in minority interest
10
-
-
-
(33.630)
Total comprehensive income for the period
-
(307)
16.911
(40.046)
Employees share option scheme:
- value of employee services
-
87
-
3
Distribution of treasury shares
8
3.102
-
(2.279)
65
Share capital increase by subsidiary to minority
10
-
-
(1)
49.823
Dividends paid to minority interest
-
-
-
(102)
Attributable to equity holders of the Company
539.993
(27.428)
(2.377)
(1)
(29.806)
(229)
(1.842)
(257)
-
507.860
468.487
10.528
188
(528)
(33.630)
(23.442)
90
888
49.823
(102)
Transfer
-
(27)
31
(4)
-
Balance at 30 June 2009
377.148
186.852
(113.818)
45.561
495.743

Statement of changes in equity - Company

Note Share capital Other reserves Retained
earnings
Total equity
Balance at 1 January 2008 374.047 143.281 (5.848) 511.480
Net losses for the period
Fair value on available for sale financial assets , net of tax
-
-
-
48
(3.290)
-
(3.290)
48
Total comprehensive income for the period - 48 (3.290) (3.242)
Expenses on issue of share capital (1) - - (1)
Balance at 30 June 2008 374.046 143.329 (9.138) 508.238
Balance at 1 January 2009 374.046 147.118 (40.913) 480.251
Net gains for the period - - 2.817 2.817
Fair value on available for sale financial assets , net of tax 6 - 4 - 4
Total comprehensive income for the period - 4 2.817 2.821
Distribution of treasury shares 8 3.102 - (2.010) 1.092
Transfer - 614 (614) -
Balance at 30 June 2009 377.148 147.736 (40.721) 484.164

Cash flow statement

Note
1/1 - 30/6/2009
1/1 - 30/6/2008
1/1 - 30/6/2009
1/1 - 30/6/2008
Cash flows from operating activities
Cash generated from operations
15
(4.102)
26.776
(2.546)
1.167
Interest paid
(10.815)
(11.853)
(545)
(490)
Income tax paid
(3.100)
(5.867)
(209)
(1.002)
Net cash generated from operating activities
(18.017)
9.056
(3.300)
(325)
Cash flows from investing activities
Purchase of property, plant and equipment (PPE)
(26.782)
(34.106)
(38)
(207)
Purchase of investment property
-
(6.737)
-
(6.486)
Purchase of intangible assets
(16.557)
(11.120)
-
(0)
Proceeds from sale of PPE
440
518
88
1
Proceeds from sale of investment property
22
-
22
-
Acquisition of financial assets at fair value through profit or loss
(118)
(73)
-
-
Share capital increase by subsidiary
10
49.823
-
-
-
Acquisition of available - for - sale financial assets
(8)
(6.532)
(8)
(6.532)
Proceeds from sale of financial assets at fair value trough profit or loss
401
54
-
-
Proceeds from sales of available - for - sale financial assets
-
1
-
1
Acquisition of subsidiary, net of cash acquired
-
(401)
-
(170)
Dividends received
-
-
-
1.700
Interest received
574
1.080
52
216
Loans granted
-
(7.332)
-
(7.332)
Net cash from investing activities
7.793
(64.649)
116
(18.809)
Cash flows from financing activities
Expenses on issue of share capital
-
(305)
-
(1)
Dividends paid to Company's shareholders
(74)
(198)
(74)
(198)
Dividends paid to minority interest
(102)
(257)
-
-
Proceeds from borrowings
21.955
65.117
-
-
Repayments of borrowings
(30.947)
(15.392)
-
-
Grants
-
3.287
-
-
Repayments of finance leases
(1.062)
(586)
-
(3)
Net cash from financing activities
(10.230)
51.666
(74)
(201)
Net decrease in cash and cash equivalents
(20.454)
(3.926)
(3.258)
(19.335)
Cash and cash equivalents at beginning of period
58.682
76.573
11.064
32.935
Cash and cash equivalents at end of period
38.228
72.647
7.806
13.600
Group Company

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 20).

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

These interim condensed financial statements of the Group and the Company have been approved for issue by the Board of Directors on 28 August 2009.

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 – 30/6/2009. 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 2008, 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 2008. 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 / interpretations effective in 2009

IAS 1 (Revised) "Presentation of Financial Statements"

IAS 1 has been revised to enhance the usefulness of information presented in the financial statements. The revised standard prohibits the presentation of items of income and expenses (that is 'non-owner changes in equity') in the statement of changes in equity, requiring 'non-owner changes in equity' to be presented separately from owner changes in equity. All 'non-owner changes in equity' are required to be shown in a performance statement. Entities can choose whether to present one performance statement (the statement of comprehensive income) or two statements (the income statement and statement of comprehensive income). The Group has elected to present one statement. The interim financial statements have been prepared under the revised disclosure requirements.

IFRS 8 "Operating Segments"

This standard supersedes IAS 14, under which segments were identified and reported based on a risk and return analysis. Under IFRS 8 segments are components of an entity regularly reviewed by the entity's chief operating decision maker and are reported in the financial statements based on this internal component classification. This has resulted in no change in the number of reportable segments presented.

IAS 23 (Amendment) "Borrowing Costs"

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. The Group has adopted the amendment from 1st January 2009 and has capitalised borrowing costs of €393.

IFRS 2 (Amendment) "Share Based Payment"

The amendment clarifies the definition of "vesting condition" by introducing the term "non-vesting condition" for conditions other than service conditions and performance conditions. The amendment also clarifies that the same accounting treatment applies to awards that are effectively cancelled by either the entity or the counterparty. This amendment did not impact the Group's financial statements.

IAS 32 (Amendment) "Financial Instruments: Presentation" and IAS 1 (Amendment) "Presentation of Financial Statements" – Puttable Financial Instruments

The amendment to IAS 32 requires certain puttable financial instruments and obligations arising on liquidation to be classified as equity if certain criteria are met. The amendment to IAS 1 requires disclosure of certain information relating to puttable instruments classified as equity. This amendment does not impact the Group's financial statements.

IAS 39 (Amended) "Financial Instruments: Recognition and Measurement" – Eligible Hedged Items

This amendment clarifies how the principles that determine whether a hedged risk or portion of cash flows is eligible for designation should be applied in particular situations. This amendment is not applicable to the Group as it does not apply hedge accounting in terms of IAS 39.

IFRIC 13 – Customer Loyalty Programmes

This interpretation clarifies the treatment of entities that grant loyalty award credits such as ''points'' and ''travel miles'' to customers who buy other goods or services. This interpretation is not relevant to the Group's operations.

IFRIC 15 - Agreements for the construction of real estate

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. This interpretation is not relevant to the Group's operations.

IFRIC 16 - Hedges of a net investment in a foreign operation

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.

Standards/ interpretations that are not yet effective and have not been early adopted by the Group

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

The revised IFRS 3 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). The amended IAS 27 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 these standards will be applied prospectively and will affect future acquisitions and transactions with minority interests.

IFRIC 17 "Distributions of non-cash assets to owners" (effective for annual periods beginning on or after 1 July 2009)

This interpretation provides guidance on accounting for the following types of non-reciprocal distributions of assets by an entity to its owners acting in their capacity as owners: (a) distributions of non-cash assets and (b) distributions that give owners a choice of receiving either non-cash assets or a cash alternative. The Group will apply this interpretation from its effective date.

IFRIC 18 "Transfers of assets from customers" (effective for transfers of assets received on or after 1 July 2009)

This interpretation clarifies the requirements of IFRSs for agreements in which an entity receives from a customer an item of property, plant and equipment that the entity must then use to provide the customer with an ongoing supply of goods or services. In some cases, the entity receives cash from a customer which must be used only to acquire or construct the item of property, plant and equipment. This interpretation is not relevant to the Group.

3. Roundings

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

4. Segment information

The segment results for the period 1/1-30/6/2009 were as follows:

Telecommunications
systems
Technology
solutions for
government and
banking sector
Defence
systems
Construction Telecom
operations
Other Total
Total sales 7.218 70.744 22.044 99.785 68.730 3.043 271.563
Inter-segment sales - (3.291) (1) (5.836) (92) (1.495) (10.715)
Sales from external customers 7.218 67.453 22.043 93.950 68.638 1.548 260.849
Operating profit / (loss) (257) 1.851 288 3.065 14.776 2.496 22.220
Earnings before interest, tax, depreciation and
amortisation (EBITDA) (48) 3.180 1.414 4.990 36.432 4.009 49.976
Finance expenses 104 34 45 188 115 867 1.353
Finance income (91) (1.816) (169) (2.742) (5.358) (1.518) (11.694)
Finance costs - net 12 (1.782) (123) (2.553) (5.243) (652) (10.341)
Share of (loss) / profit of associates (808) - - 1.956 - 8 1.155
Profit before income tax 13.034

Τhe column "telecom operations" includes the gain that arose from the changes in the interest held in the subsidiary company Hellas on Line amounting to €33.630 for the current period (see note 10).

The segment results 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
Other Total
Total sales 14.220 68.037 34.006 78.962 44.560 5.826 245.611
Inter-segment sales - (217) - (11.909) (142) (2.381) (14.649)
Sales from external customers 14.220 67.820 34.006 67.053 44.419 3.445 230.962
Operating profit / (loss) (278) 2.033 2.247 4.320 (13.600) (5.284) (10.562)
Earnings before interest, tax, depreciation and
amortisation (EBITDA) (8) 3.059 3.526 6.191 (3.201) (3.304) 6.263
Finance expenses 30 54 38 223 18 929 1.292
Finance income (143) (7.210) (214) (3.100) (4.609) (496) (15.771)
Finance costs - net (113) (7.156) (176) (2.877) (4.591) 433 (14.480)
Share of (loss) / profit of associates (71) - - 79 - 44 52
Loss before income tax (24.990)

5. Capital expenditure

Group

Property, plant
and equipment
Intangible
assets
Investment
property
Total
Net book amount at 1 January 2008 277.397 37.875 50.049 365.321
Additions 40.513 11.120 6.737 58.370
Additions from acquisition of subsidiaries - - 418 418
Disposals (541) - - (541)
Depreciation charge (10.703) (5.835) (287) (16.825)
Transfer 1.359 - (1.359) -
Other movements 5 152 (156) 1
Net book amount at 30 June 2008 308.029 43.313 55.403 406.745
Net book amount at 1 January 2009 333.853 48.028 63.125 445.006
Additions 26.179 17.017 - 43.196
Disposals (3.091) - (819) (3.910)
Transfer to assets held for sale - - (7.369) (7.369)
Depreciation charge (15.559) (11.871) (326) (27.756)
Impairment - - (931) (931)
Transfer 3.272 1.002 (4.274) -
Other movements (95) (12) (71) (178)
Net book amount at 30 June 2009 344.559 54.166 49.334 448.058

The amount of €7.369 that has been transferred to assets held for sale relates to cost of land of the subsidiary company Intrakat SA (see note 7).

Company

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)
Transfer 2.742 - (2.742) -
Net book amount at 30 June 2008 41.529 2.872 58.562 102.963
Net book amount at 1 January 2009 39.869 220 60.450 100.539
Additions 38 - - 38
Disposals (2.839) - (819) (3.658)
Depreciation charge (671) (106) (433) (1.210)
Net book amount at 30 June 2009 36.397 114 59.198 95.709

6. Available for sale financial assets

Group Company
30/6/2009 31/12/2008 30/6/2009 31/12/2008
Balance at the beginning of the period 13.287 24.525 9.514 16.769
Additions 8 6.878 8 6.878
Disposals - (7.831) - (7.831)
Fair value gains / (losses) 188 (4.164) 4 34
Impairment - (6.120) - (6.336)
Balance at the end of the period 13.483 13.287 9.526 9.514

7. Assets classified as held for sale

The amount of €7.369 relates to the cost of land of the subsidiary company Intrakat SA for which a preliminary sales agreement with IASO SA has been drafted for the construction of a private maternity clinic. The clinic will be constructed by the subsidiary Intrakat. It is estimated that this transaction will result in gain for the subsidiary.

8. Share capital

Number of
shares
Share
capital
Share
premium
Treasury
shares
Total
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 31 December 2008 131.345.181 187.567 194.204 (7.724) 374.046
Balance at 1 January 2009 131.345.181 187.567 194.204 (7.724) 374.046
Distribution of treasury shares 600.000 - - 3.102 3.102
Balance at 30 June 2009 131.945.181 187.567 194.204 (4.622) 377.148

On 31 December 2008 and 30 June 2009 the Company's share capital amounted to €187.567 comprising 133.026.017 shares with a nominal value of €1,41 each.

On 31 December 2008 the Company held 1.680.836 treasury shares. On 20 March 2009, the Extraordinary General Meeting of the shareholders of the Company decided to grant 815.021 treasury shares to employees of the Company and/ or employees of related companies, for no consideration. During the current period, the Company granted 600.000 treasury shares with total acquisition cost of €3.102. As a result, on 30 June 2009 the Company held 1.080.836 treasury shares with total acquisition cost of €4.622, which has been deducted from shareholders' equity.

The charge to the income statement from the free distribution of treasury shares for the Group and the Company was €888 and €546 respectively.

9. Borrowings

Group Company
30/6/2009 31/12/2008 30/6/2009 31/12/2008
Bank loans 147.671 153.327 19.294 19.294
Finance lease liabilities 10.243 10.575 - -
Bond loans 165.078 168.413 - -
Total borrowings 322.992 332.315 19.294 19.294
Non-current borrowings 162.287 156.082 7.745 -
Current borrowings 160.705 176.233 11.549 19.294
322.992 332.315 19.294 19.294

10. Change in interest held in subsidiary

On 10 March 2009 the share capital increase of the subsidiary company Hellas on Line was completed through the issuance of 31.692.308 new common shares at € 1,60 each, following the decision of the Extraordinary General Meeting of the company's shareholders on 12/12/2008 for the increase of share capital through cash and with preemption rights in favor of existing shareholders. Intracom Holdings SA and Intracom IT Services SA did not participate in the share capital increase of the subsidiary company. The Company sold its pre-emption rights to third parties with net proceeds of €764.

Net proceeds from the share capital increase of the subsidiary to third parties amounted to €49.823 (total proceeds €50.708 and expenses on issue of share capital €885) and have resulted in an increase to the minority interests in the statement of changes in equity.

Prior to the share capital increase of the subsidiary, the percentage interest held by the Group in Hellas on Line was 84,17%. Following the share capital increase, the Group's interest dropped to 63,13%, out of which 60,43% is held directly and 2,7% is held indirectly, through its 100% subsidiary company Intracom IT Services.

Due to the change in the interest holdings, the Group recorded a gain of €33.630 which is included in the profit of the current period with a corresponding change in the minority interests. Total gain for the Group amounted to €34.394, which includes the gain of €764 from the sale of the pre-emption rights.

11. Other gains / (losses) – net

An amount of €5.000 included in 'Other gains / (losses) – net' for the current period relate to the receipt of amounts due from other debtors which had been written off in prior periods.

12. Finance income / (expenses) - net

Group Company
1/1 - 30/6/2009 1/1 - 30/6/2008 1/1 - 30/6/2009 1/1 - 30/6/2008
Finance expenses
- Bank borrowings (3.976) (6.500) (544) (489)
- Bond loans (4.033) (1.661) - -
- Finance leases (230) (198) - -
- Letters of credit and related costs (1.046) (1.396) (1) (1)
- Interest from advances - (5.459) - -
- Net foreign exchange gains / (losses) (368) (558) - -
- Other (2.436) - (965) -
Total (12.088) (15.771) (1.510) (490)
Less: Capitalisations to assets under construction 393 - - -
Total finance expenses (11.694) (15.771) (1.510) (490)
Finance income
Interest income 474 777 52 428
Other 879 515 276 29
Total finance income 1.353 1.292 328 458
Finance expenses / (income) - net (10.341) (14.480) (1.181) (32)

13. Income tax

Group Company
1/1 - 30/6/2009 1/1 - 30/6/2008 1/1 - 30/6/2009 1/1 - 30/6/2008
Current tax 2.644 3.075 183 -
Deffered tax (138) (637) 229 200
Total 2.506 2.438 411 200

14. Earnings per share

Basic / Diluted earnings per share

Group Company
1/1 - 30/6/2009 1/1 - 30/6/2008 1/1 - 30/6/2009 1/1 - 30/6/2008
Profit / (loss) attributable to equity holders of the Company 16.911 (25.590) 2.817 (3.290)
Weighted average number of ordinary shares in issue (thousands) 131.345 131.345 131.345 131.345
Basic earnings per share (€ per share) 0,13 (0,19) 0,02 (0,03)
Diluted earnings per share (€ per share) 0,13 (0,19) 0,02 (0,03)

15. Cash generated from operations

Note
1/1 - 30/6/2009
1/1 - 30/6/2008
1/1 - 30/6/2009
Profit / (loss) for the period
10.528
(27.428)
2.817
Adjustments for:
Tax
2.506
2.438
411
Depreciation of PPE
15.559
10.703
671
Amortisation of intangible assets
11.871
5.835
106
Depreciation of investment property
326
287
433
Impairment of investment property
931
-
-
Loss / (profit) on sale of PPE
(786)
23
(685)
Fair value losses of financial assets at fair value through profit
or loss
22
394
-
(Gains) / losses from sale of financial assets at fair value
through profit or loss
(92)
32
-
Proceeds from sale of investment property
(172)
-
(172)
Gain from change in interest held in subsidiary
10
(33.630)
-
-
Proceeds from sale of associates
(450)
-
(374)
Proceeds from sale of subsidiaries
-
(1.819)
-
Employees share option scheme
90
-
-
Sale of treasury shares
8
888
-
546
Interest income
(1.353)
(1.292)
(328)
Interest expense
11.694
15.771
545
Dividends received
-
-
(1.500)
Depreciation of grants received
(728)
(295)
-
Share of loss from associates
(1.155)
(52)
-
Exchange gain
(157)
(158)
-
15.892
4.439
2.469
Changes in working capital
(Increase)/ decrease in inventories
(2.558)
587
-
(Increase)/ decrease in trade and other receivables
(6.637)
1.471
525
Increase/ (decrease) in trade and other payables
(11.456)
17.768
(5.439)
Increase in provisions
295
2.019
-
Increase/ (decrease) in retirement benefit obligations
362
492
(101)
(19.994)
22.337
(5.015)
Cash generated from operations
(4.102)
26.776
(2.546)
Group Company
1/1 - 30/6/2008
(3.290)
200
684
782
427
-
-
-
-
-
-
-
-
-
-
(428)
490
(2.236)
-
-
-
(3.373)
-
8.848
(4.330)
-
22
4.540
1.167

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
30/6/2009 31/12/2008 30/6/2009 31/12/2008
Guarrantees for advance payments 88.679 95.944 72.651 83.876
Guarrantees for good performance 158.654 139.611 112.623 100.524
Guarrantees for participation in contests 12.603 14.836 12.965 14.795
Other 12.531 10.504 5.000 5.000
272.467 260.895 203.239 204.194

The Company has given guarantees to banks for subsidiaries' loans amounting to €369.475.

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. According to a recent decision by the administrative court of appeal of Piraeus, the above mentioned penalties and rebates were cancelled.

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.

The subsidiary company Hellas on Line is in dispute, which is under examination by EETT (Hellenic Telecommunications and Post Commission), with OTE SA regarding certain charges of the latter which are claimed to be unlawful. In relation with this case, at 30 June 2009 the company disputed charges of €6.509 and has recorded a provision of €985.

A tax penalty of approximately €550 was imposed on the subsidiary company Fornax doo Croatia, for which the subsidiary has taken legal action. The management assesses that the decision will be in favour of the Group.

Unaudited tax years

The Company has not been audited by the tax authorities for the year 2008 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 20. A provision for unaudited tax years amounting to €1.216 has been set up by the Group, which is considered to be sufficient.

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 €13.905 for the Group (31/12/2008: €10.010).

18. Related party transactions

The following transactions are carried out with related parties:

Group Company
1/1 - 30/6/2009 1/1 - 30/6/2008 1/1 - 30/6/2009 1/1 - 30/6/2008
Sales of goods / services:
To subsidiaries - - 1.495 2.378
To associates 1.844 4.431 225 276
To other related parties 1.629 782 2 -
3.473 5.213 1.722 2.654
Purchases of goods / services:
From subsidiaries - - 113 248
From associates 6.316 4.555 41 -
From other related parties 700 498 - -
7.017 5.053 154 248
Rental income:
From subsidiaries - - 825 767
From associates 466 337 283 259
From other related parties 174 208 154 194
640 545 1.262 1.220
Purchases of fixed assets:
From subsidiaries - - 33 9
From associates 8.700 10.915 - -
8.700 10.915 33 9
Sales of fixed assets
To other related parties 4.505 - 4.505 -
4.505 - 4.505 -

Purchases of goods and services from associates for the Group include rental expenses of €831 (1/1 - 30/6/2008: €427), as well as finance expenses of €582 (1/1 - 30/6/2008: nil).

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
30/6/2009 31/12/2008 30/6/2009 31/12/2008
Receivables from related parties
From subsidiaries - - 10.196 8.977
From associates 11.305 10.162 5.848 5.473
From other related parties 18.744 14.847 5.416 1.274
30.049 25.009 21.461 15.724
Payables to related parties
To subsidiaries - - 1.773 1.822
To associates 47.941 53.279 1.102 5.723
To other related parties 2.088 410 5 272
50.029 53.689 2.880 7.817

Key management compensation

For the six months ended 30 June 2009, a total of €939 was paid by the Company as key management compensation. (1/1-30/6/2008: €723). On 30 June 2009, the amount payable to key management is €88 (31 December 2008: €75).

19. Post balance sheet events

On 31 July 2009 the exclusive negotiations between VODAFONE-PANAFON and Intracom Holdings for the purpose of exploring the possibility of a partnership between Vodafone and Hellas Online were finalized. As a result, Vodafone Greece will acquire a minority participation of 18,5% in HOL in exchange for broadband telecommunications equipment (DSL). Vodafone and HOL will jointly and exclusively offer in the greek market mobile, fixed line and broadband products and services.

20. List of subsidiaries / associates

Information about the subsidiaries and associates, as well as the joint ventures of the Group as at 30 June 2009 is presented below.

Name Country of
incorporation
Direct % interest
held
Consolidation
Method
Unaudited Tax Years
* Intracom S.A Defence Electronic Systems Greece 100,00% Full 2007,2008
60,43%
* HELLAS ON LINE Greece (see note 1) Full 2007-2008
- Attica Telecommunications SA Greece 100,00% Full 2008
- Unibrain Inc USA 100,00% Full From establishment - 2008
* Intracom Holdings International Ltd Cyprus 100,00% Full From establishment - 2008
- Intracom Technologies Ltd Cyprus 100,00% Full From establishment - 2008
- Fornax RT Hungary 67,00% Full 2003, 2006-2008
- Fornax Integrator Hungary 100,00% Full 2001-2008
- Fornax Informatika Doo Croatia Croatia 100,00% Full 2005-2008
- Fornax Slovakia Slovakia 100,00% Full 2005-2008
- Intracom Operations Ltd Cyprus 100,00% Full From establishment - 2008
- Intracom Group USA USA 100,00% Full From establishment - 2008
* Intracom IT Services Greece 100,00% Full 2005-2008
- Global Net Solutions Ltd Bulgaria 100,00% Full From establishment - 2008
- Dialogos SA Greece 39,50% Full 2004-2008
- Data Bank SA Greece 90,00% Full 2007-2008
- Intracom Jordan Ltd Jordan 80,00% Full 2008
- Intracom IT Services Denmark AS Denmark 100,00% Full Established in 2008
- Intracom Exports Ltd Cyprus 100,00% Full From establishment - 2008
- Intracom Cyprus Ltd Cyprus 100,00% Full From establishment - 2008
- Intrasoft International SA Luxemburg 96,56% Full 2007,2008
- PEBE SA Belgium 100,00% Full From establishment - 2008
- Intrasoft SA Greece 99,00% Full 2006-2008
- Intrasoft International Belgium Belgium 100,00% Full 2004-2008
- Switchlink NV Belgium 65,16% Full From establishment - 2008

Note 1: The total shareholding in Hellas on Line is 63,13% through the participation of Intracom IT Services.

Name Country of
incorporation
Direct % interest
held
Consolidation
Method
Unaudited Tax Years
* Intrakat SA Greece 62,24% Full 2008
- Inmaint SA Greece 62,00% Full 2005-2008
- ΚEPA Attica SA Greece 51,00% Full 2005-2008
- Intracom Construct SA Romania 94,82% Full 2006-2008
-Oikos Properties SRL. Romania 94,82% Full 2007-2008
- Eurokat SA
J./V. ΑΚΤOR ΑΤΕ - LOBBE TZILALIS - EUROKAT ATE (Ily
Greece 82,00% Full 2007-2008
Administration Κ.Ε.L.) Greece 33,33% Proportional 2007-2008
- Intrakat International Ltd Cyprus 100,00% Full 2008
-SC Plurin Telecommunications SRL Romania 50,00% Equity 2008
-Alpha Mogilany Development SP Z.O.O** Poland 25,00% Equity 2008
- Intradevelopment SA Greece 100,00% Full 2004-2008
J./V. Mohlos - Intrakat (Tennis.) Greece 50,00% Equity 2006-2008
J./V. Mohlos - Intrakat (Swimm.) Greece 50,00% Equity 2003-2008
J./V. Panthessalikon Stadium Greece 15,00% Equity 2004-2008
J./V. Elter-Intrakat (EPA Gas) Greece 45,00% Equity 2008
J./V. Intrakat - Gatzoulas Greece 50,00% Equity 2004-2008
J./V. Elter-Intrakat-Εnergy Greece 40,00% Equity 2005-2008
J./V. "Αth.Techniki-Prisma Domi"-Ιntrakat Greece 50,00% Equity 2005-2008
J./V. Intrakat-Ergaz-ALGAS Greece 33,33% Equity 2007-2008
J./V. Intrakat - Elter (Maintenance N.Section) Greece 50,00% Proportional 2006-2008
J./V. Intrakat - ΑΤΤΙΚΑΤ (Εgnatia Οdos) Greece 50,00% Proportional 2006-2008
J./V. Intrakat - Elter (Alex/polis pipeline) Greece 50,00% Proportional 2007-2008
J./V. Intrakat - Elter (Xiria) Greece 50,00% Proportional 2007-2008
J./V. Intrakat - Elter (Road diversion- Arta) Greece 30,00% Proportional 2007-2008
J./V. Intrakat - Elter (Natural gas installation project- Schools) Greece 30,00% Proportional 2007-2008
J./V. Intrakat - Elter ( Natural Gas Installation Project Attica Greece 49,00%
Northeast & South ) Proportional 2007-2008
J./V. Intrakat - Intracom Telecom (DEPA Network) Greece 70,00% Proportional 2007-2008
J./V. Intrakat - Elter (Broadband networks) Greece 50,00% Proportional 2007-2008
J./V. Intrakat - Elter (Natural Gas installation project - Schools Greece 50,00%
EPA 3)
J./V. Intrakat - Elter (Natural Gas pipelines 2007 Northeastern
Proportional 2007-2008
Attica Region-EPA 4) Greece 50,00% Proportional 2007-2008
J./V.Intrakat- Elter(Gas Distrib.Network Expansion) Greece 50,00% Proportional 2007-2008
J./V. ΑΚΤOR ΑΤΕ - Pantechniki SA - Intrakat (J./V. Μoreas) Greece 13,33% Proportional 2008
J./V. Intrakat - Elter (ΕPA 5) - Natural Gas Installation Central
Region Greece 50,00% Proportional 2007-2008
J./V. Intrakat - Elter (EPA 6) - Natural Gas Installation South Greece 50,00%
Region Proportional 2008
J./V. Intrakat - Elter ( Hospital of Katerini) Greece 50,00% Proportional 2008
J./V. Intrakat - Elter (Hospital of Corfu) Greece 50,00% Proportional 2008
J./V. Intrakat Elter (EPA 7) - Natural Gas Distribut.Network Greece 49,00%
Attica Proportional 2007-2008
J./V. Ιntrakat Elter -Natural Gas Suppl.Network Lamia-Thiva
Chalkida
Greece 50,00% Proportional 2008
J./V. Intrakat - Elter (Completion of Ionio Building, General
Clinic)** Greece 50,00% Proportional 2008
J./V. Eurokat-ΕΤVO- Construction of Central Library Building
of School of Fine Arts** Greece 70,00% Proportional 2008
J/V Anastilotiki - Getem - Intrakat (Museum of Patras)** Greece 25,00% Proportional 2007-2008
Greece 33,30%
J/V Anastilotiki - Getem - Intrakat (Piros-Parapiros Dams)** Proportional 2006-2008
J/V Intrakat - Elter - (dam construction in Filiatra) ** Greece 50,00% Proportional -
J/V Intrakat - K.Panagiotidis & Co (line transfer construction 1) Greece 60,00%
** Proportional -
J/V Altec - Intrakat - Anastilotiki (Thessaloniki Airport)** Greece 46,90% Proportional -
Name Country of
incorporation
Direct % interest
held
Consolidation
Method
Unaudited Tax Years
* Intracom Telecom Solutions SA Greece 49,00% Equity 2003-2008
-Intracom Bulgaria S.A. Bulgaria 100,00% Full 1998-2008
-Intracom Svyaz Ltd. Russia 100,00% Full From establishment - 2008
-Intracom Doo Skopje FYROM 100,00% Full 2006-2008
-Intralban Sha Albania 95,00% Full 2005-2008
-Intrarom S.A. Romania 66,70% Full 2004-2008
-Intracom Telecom Holdings International Ltd Cyprus 100,00% Full From establishment - 2008
- Intracom Middle East L.L.C. United Arab Emirates 100,00% Full Not applicable
- Connklin Corporation USA 100,00% Full 2001-2008
- Intracom Telecom solutions S.R.L. Moldova 100,00% Full From establishment - 2008
- Intracom doo Belgrade Serbia 100,00% Full From establishment - 2008
- Intracom doo Armenia Armenia 100,00% Full 2008
- Intracom Telecom Technologies Ltd. Cyprus 100,00% Full From establishment - 2008
- Intracom Telecom Operations Ltd. Cyprus 100,00% Full From establishment - 2008
- Intracom Telecom Solutions Saudi Arabia Saudi Arabia 95,00% Full Established in 2008
-Sitronics Intracom India PL** India 100,00% Full Established in 2009

* Direct holding

(**) These companies have been included in the Group for the first time in the current period ending 30 June 2009 but were not included in the corresponding period of 2008.

The joint venture Eurokat ETVO Library Building of the School of Fine Arts (Contractor) and Moldovan Lottery were included in the consolidated financial statements for the period 1/1-30/6/2008, but not in the current period's financial statements (1/1 – 30/6/2009). Moldovan Lottery was included in the consolidated financial statements up to 7 April 2009, at which date it was disposed.

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

6-Monthly Financial Report 30 June 009

Ε) Figures and information

Web address : www.intracom.com Certified Auditors Accountants: Zoe Sofou (L.C./ Accociation of Certified Auditors 14701) - Michael Ε. Hatzistavrakis (L.C./ Accociation of Certified Auditors 26581)
Date of approval of the periodic financial statements by the BoD : 28 August 2009
Auditing Firm:
SOL S.A. CERTIFIED AUDITORS ACCOUNTANTS
Type of review opinion: With no qualification
CONDENSED BALANCE SHEET STATEMENT OF COMPREHENSIVE INCOME
Amounts in € thousands Amounts in € thousands
GROUP COMPANY GROUP
30 Jun 2009 31 Dec 2008 30 Jun 2009 31 Dec 2008 1 Jan - 30 Jun 2009 1 Jan - 30 Jun 2008 1 Apr - 30 Jun 2009 1 Apr - 30 Jun 2008
ASSETS
Property plant and equipment 344.559 333.853 36.397 39.869 Sales 260.849 230.962 139.390 118.312
Investment property 49.334 63.125 59.198 60.450 Gross profit (loss) 30.699 36.156 14.934 15.915
Intangible assets 112.424 106.287 114 219 Profit/(loss) before tax, financing and investing results 22.220 -10.562 -5.274 -8.239
Other Non-current assets 140.487 139.106 381.513 380.955 Profit/(loss) before income tax 13.034 -24.990 -7.476 -16.690
Inventories 51.694 49.137 - - Profit/(Loss) after Tax (A) 10.528 -27.428 -9.406 -17.107
Trade Receivables 387.907 375.595 7.209 8.884 -Equity holders of the Company 16.911 -25.590 -4.924 -15.643
Other current assets 57.329 77.595 29.630 25.093 -Minority Interest -6.383 -1.838 -4.482 -1.464
Assets classified as held for sale 7.369 - - -
TOTAL ASSETS 1.151.103 1.144.698 514.061 515.470 Other comprehensive Income for the period, net of tax (Β) -33.970 -2.378 783 1.174
Total comprehensive Income (Α) + (Β) -23.442 -29.806 -8.623 -15.933
EQUITY AND LIABILITIES -Equity holders of the Company 16.604 -27.360 -4.373 -14.746
Share capital 377.148 374.047 377.148 374.047 -Minority Interest -40.046 -2.446 -4.250 -1.187
Reserves 73.034 58.618 107.016 106.204
Capital and reserves attributable to the Company's equity holders (a) 450.182 432.665 484.164 480.251 Earnings After Tax per share - basic (in €) 0,1288 -0,1946 -0,0375 -0,1190
Minority rights (b) 45.561 35.822 - - Profit/(loss) before income tax, financing, investing results
Total Equity (c) = (a) + (b) 495.743 468.487 484.164 480.251 and total depreciation 49.976 6.263 9.374 873
Long-term bank borrowings 162.287 156.082 7.745 -
Provisions/Other long-term liabilities 45.749 48.601 1.291 1.163 STATEMENT OF COMPREHENSIVE INCOME
Short-term bank borrowings 160.705 176.233 11.549 19.294 Amounts in € thousands
Other short-term liabilities 286.619 295.295 9.312 14.762
Liabilities related to non-current assets COMPANY
available for sale - - - - 1 Jan - 30 Jun 2009 1 Jan - 30 Jun 2008 1 Apr - 30 Jun 2009 1 Apr - 30 Jun 2008
Total Liabilities (d) 655.360 676.211 29.897 35.219
TOTAL EQUITY AND LIABILITIES (c)+(d) 1.151.103 1.144.698 514.061 515.470 Sales 1.901 2.878 947 1.177
Gross profit (loss) 266 235 142 94
Profit/(loss) before tax, financing and investing results 4.409 -3.058 5.242 -1.284
Profit/(loss) before income tax 3.228 -3.091 4.201 -1.100
Profit/(Loss) after Tax (A) 2.817 -3.291 3.945 -1.171
-Equity holders of the Company 2.817 -3.291 3.945 -1.171
-Minority Interest - - - -
ADDITIONAL DATA AND INFORMATION:
Other comprehensive Income for the period, net of tax (Β) 4 48 4 -8
1. Interim Financial Satements have been prepared based on the Accounting Principles as described in the annual audited Financial Statements of 2008. Total comprehensive Income (Α) + (Β) 2.821 -3.243 3.949 -1.179
2. There are no pledges on the Company's or Group's assets -Equity holders of the Company 2.821 -3.243 3.949 -1.179
3. Number of employees at the end of current period: Company 48 employees (H1 2008, 129 employees) -Minority Interest - - - -
Group 6.037 employees (H1 2008, 6.047 employees).
4. There are no legal disputes or cases on arbitration which may materially affect the financial position and operation of the Company or the Group. Earnings After Tax per share - basic (in €) 0,0214 -0,0251 0,0300 -0,0089
Relevant note (16) Financial Statements. Profit/(loss) before income tax, financing, investing results
There are no material provisions for legal disputes or cases on arbitration, neither for the Company nor for the Group. and total depreciation 5.619 -1.166 5.847 -325
Other provisions on 30.6.2009 sum up to € 1.642 thous. for the Company and € 13.222 thous. for the Group. STATEMENT OF CHANGES IN EQUITY
There are no material provisions for unaudited fiscal periods for the Company, whereas respective provisions for the Group sum up to € 1.216 thous. Amounts in € thousands
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 : GROUP COMPANY
30 Jun 2009 30 Jun 2008 30 Jun 2009 30 Jun 2008
(Amounts in € thousands) Group Company
a) Income 8.618 7.489 Balance at the beginning of period (01.01.2009 and 01.01.2008) 468.487 539.993 480.251 511.480
b) Expenses 15.717 187 Total comprehensive income for the period -23.442 -29.806 2.821 -3.243
c) Receivables 30.049 21.461 Share capital Increase/ (Decrease) - -230 - -
d) Payables 50.029 2.880 Effect of change in minority percentage from share capital increase
e) Key management compensation and transactions 939 939 in subsidiary 49.822 -1.840 - -
f) Receivables from directors and key management - - Employees Share option scheme of subsidiary 90 - - -
g) Payables to directors and key management 88 88 Dividend Distributed -102 -257 - -
Treasury Shares 888 - 1.092 -
6. Information about the subsidiaries, associates and the joint ventures of the Group (name, country of incorporation, Balance at the end of period (30.06.2009 and 30.06.2008) 495.743 507.860 484.164 508.237
direct interest held), as well as the consolidation method is presented in Note 20 of the financial statements.
Furthermore, in Note 20 changes in the consolidation method are mentionned.
7. The Company's tax returns have been audited by the tax authorities up to and including the fiscal year 2007. CONDENSED CASH FLOW STATEMENT
Unaudited fiscal years by tax authorities for the Group's Companies are equally stated in Note 20. Amounts in € thousands
8. The company at 30/6/2009 holds 1.080.836 treasury shares of a total value of € 4.622 thous., amount that has been deducted GROUP COMPANY
from shareholders' equity. Indirect Method 1 Jan - 30 Jun 2009 1 Jan - 30 Jun 2008 1 Jan - 30 Jun 2009 1 Jan - 30 Jun 2008
9. During the current period, the amount of € 4 thous. has been recorded directly to the Company's Shareholders Equity referring to valuation
of assets available for sale. In the Group's financial statement have been recorded € 33.970 thous.referring to gains € 188 thous. from Operating activities
valuation of assets available for sale, losses € 528 thous. from translation differencesand € 33.630 thous. as the effect of change in minority rights.
Profit/(Loss) before Income Tax 13.034 -24.990 3.228 -3.091
Plus / Minus Adjustments for:
Depreciation 27.756 16.825 1.209 1.892
Devaluation of tangible and intangible assets 931 - - -
Provisions 657 2.511 -101 22
Translation Differences -158 -158 - -
Net cash from investing activities -37.366 -3.009 -2.513 -2.664
Interest expense and related costs 11.694 15.771 545 489

Plus / Minus Adjustments for Working Capital Changes

or related to operating activities.

Decrease / (increase) in inventories -2.558 587 - - Decrease / (increase) in receivables -6.637 1.471 525 8.848 Decrease / (increase) in liabilities (other than banks) -11.456 17.768 -5.439 -4.330

Less:

Interest expenses and related costs paid -10.815 -11.853 -545 -490

Income Tax paid -3.100 -5.867 -209 -1.001
Operating Inflows/Outflows from discontinued Operations - - - -
Total inflow / (ouflow) from operating activities (a) -18.018 9.056 -3.300 -325
Investing activities
Acquisition of subsidiaries, associates, joint ventures and other investments 274 -14.284 -8 -14.033
Proceeds from Share capital increase of subsidiary 49.823 - - -
Purchase of PPE and intangible assets -43.340 -51.963 -38 -6.693
Proceeds from sales of PPE and intangible assets 462 518 110 1
Interest received 574 1.080 52 216
Dividends Received - - - 1.700
Investing Inflows/Outflows from discontinued Operations - - - -
Total (outflow)/ inflow from investing activities (b) 7.793 -64.649 116 -18.809
Financing activities
Payments for share capital decreases - -305 - -
Proceeds from borrowings 21.956 68.405 - -
Repayments of borrowings -30.947 -15.392 -
Repayment of finance leases -1.062 -586 - -3
Dividends paid -176 -455 -74 -198
Financing Inflows/Outflows from discontinued Operations
Total inflow / outflow from financing activities (c ) -10.229 51.667 -74 -201
Net increase / (decrease) in cash and cash equivalents
for the period (a) + (b) + (c ) -20.454 -3.926 -3.258 -19.335
Cash and cash equivalents at beginning of period 58.682 76.573 11.064 32.935
Cash and cash equivalents at end of period 38.228 72.647 7.806 13.600
Peania, 28 August 2009
THE CHAIRMAN
OF THE BOARD OF DIRECTORS
VICE CHAIRMAN
OF THE BOARD OF DIRECTORS
CORPORATE FINANCE
EXECUTIVE DIRECTOR
ACCOUNTING MANAGER
AND CEO AND DEPUTY MANAGING DIRECTOR Ι. Κ. TSOUMAS
S.P. KOKKALIS Κ. G. DIMITRIADIS D.C. KLONIS
ID No Ρ 539675/06 11 1995
ID. No AZ 505361/10.12.2007
L C 637
ID No P 695792/31 10 1991 ID N Ι 208019/07 08 1974

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 statements prepared in accordance with International Financial Reporting Standards together with the audit review of the independent auditors, whenever this is required, are presented.

INTRACOM HOLDINGS SA (Ledger No SA 13906/06/Β/86/20)

19 km MARKOPOULOU AVE., GR-19002, PEANIA ATHENS

Concise financial information for the period from 1 January 2009 to 30 June 2009

Upon decision 4/507/28.4.2009 of Capital Market Committee BoD

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