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Intralot S.A.

Quarterly Report Sep 28, 2015

2695_10-q_2015-09-28_fbf57e8b-7f14-4a3c-a3cc-75a020b6399c.pdf

Quarterly Report

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INTRALOT S.A. and its Subsidiaries

Interim Financial Statements

For the period ended September 30, 2005 based on the International Financial and Reporting Standards

3rd Quarter of 2005

INTEGRATED LOTTERY SYSTEMS AND SERVICES Notes of Group and Company for the period from 1 January 2005 until 30 September 2005 Public Companies (S.A.) Reg. No. 27074/06/B/92/9

Contents

  • 1. Condensed income statements (consolidated & single).
  • 2. Condensed balance sheets (consolidated & single).
  • 3. Condensed statements of changes in equity (consolidated & single).
  • 4. Condensed cash flow statements (consolidated & single).
  • 5. Table of adjustments of the period opening net equity (01/01/2005 and 01/01/2004 respectively) between the general accounting policies effective until the IFRS 1st adoption and the International Financial Reporting Standards (I.F.R.S.).
  • 6. Disclosure of compliance.
  • 7. Accounting policies.
  • 8. Segment reporting.
  • 9. Contingent liabilities.
  • 10. Other selected explanatory notes.
  • 11. Supplementary information:
  • 1. Business combinations (table of companies consolidated).
  • 2. Tax authorities' fiscal control.
  • 3. Real liens.
  • 4. Legal issues pending.
  • 5. Personnel employed.
  • 6. Related party disclosures.
  • 7. Other information.
  • 12. Subsequent events.
  • 13. Review Report.

INTEGRATED LOTTERY SYSTEMS AND SERVICES Notes of Group and Company for the period from 1 January 2005 until 30 September 2005 Public Companies (S.A.) Reg. No. 27074/06/B/92/9

1. CONDENSED INCOME STATEMENTS

Amounts
reported in
thousands €
GROUP GROUP COMPANY COMPANY
1/1-
30/09/
2005
1/1-
30/09/
2004
1/7-
30/09/
2005
1/7-
30/09/
2004
1/1-
30/09/
2005
1/1-
30/09/
2004
1/7-
30/09/
2005
1/7-
30/09/
2004
Sale Proceeds 363.077 230.200 130.975 80.001 79.608 100.416 25.575 35.829
Less: Cost of Sales -204.006 -113.901 -77.856 -46.502 -32.503 -37.028 -11.608 -13.914
Gross Profit /
(Loss)
159.071 116.299 53.119 33.499 47.105 63.388 13.967 21.915
Other Income 2.305 1.072 417 21 1.057 40 2 -5
Selling Expenses -23.292 -9.889 -8.246 -3.223 -2.717 -2.479 -886 -758
Administrative Costs -21.600 -20.122 -7.841 -6.031 -4.608 -4.084 -1.498 -1.443
Research and
Development Costs
-2.705 -2.632 -909 -619 -2.757 -2.566 -910 -800
Other Operating
Expenses
-509 -210 52 -66 0 0 0 0
Operating Profit 113.270 84.518 36.592 23.581 38.080 54.299 10.675 18.909
EBITDA 124.166 89.656 40.212 25.806 40.280 55.382 11.364 18.941
Interest and similar
Charges
-2.637 -1.744 -916 -712 -410 -485 -131 -18
Interest and related
Income
5.461 -102 1.632 -46 13.470 554 207 176
Exchange Differences 6.755 2.563 643 863 2.457 1.056 184 -289
Operating Profit
Before Tax
122.849 85.235 37.951 23.778 53.597 55.424 10.935 18.778
Less: Taxes -32.789 -30.789 -10.689 -10.972 -14.895 -19.776 -3.819 -6.698
Net Profit 90.060 54.446 27.262 12.806 38.702 35.648 7.116 12.080
Attributable to:
Equity holders of the
parent
56.898 49.230 15.849 11.348 38.702 35.648 7.116 12.080
Minority Interest 33.162 5.216 11.413 1.458 0 0 0 0
Earnings after taxes
per share-basic (in €)
*
0,73 0,64 0,20 0,15 0,50 0,46 0,09 0,16
Earnings after
taxes per share –
diluted (in €)*
0,73 0,63 0,20 0,15 0,50 0,46 0,09 0,16

* See par.10 "d I ii"

INTEGRATED LOTTERY SYSTEMS AND SERVICES Notes of Group and Company for the period from 1 January 2005 until 30 September 2005 Public Companies (S.A.) Reg. No. 27074/06/B/92/9

2. CONDENSED BALANCE SHEETS

Amounts reported in
thousands of €
GROUP COMPANY
30/9/2005 31/12/2004 30/9/2005 31/12/2004
ASSETS
Tangible Assets 133.571 107.977 74.046 74.639
Inventories 18.061 14.962 13.605 5.225
Accounts Receivable 112.717 62.416 93.950 79.783
Other assets 113.194 119.305 12.779 26.586
TOTAL ASSETS 377.543 304.660 194.380 186.233
LIABILITIES
Long-term Debt 43.650 27.194 539 434
Short-term Borrowing and
Current Portion of L-T Debt
19.576 10.563 8.014 0
Other Short-term Liabilities 120.578 134.623 66.069 74.160
Total Liabilities (a) 183.804 172.380 74.622 74.594
Shareholders Equity 139.762 116.051 119.758 111.639
Minority Interest 53.977 16.229 0 0
Total Equity (b) 193.739 132.280 119.758 111.639
TOTAL EQUITY AND
LIABILITIES (A) +
(B)
377.543 304.660 194.380 186.233

INTEGRATED LOTTERY SYSTEMS AND SERVICES Notes of Group and Company for the period from 1 January 2005 until 30 September 2005 Public Companies (S.A.) Reg. No. 27074/06/B/92/9

3. CONDENSED STATEMENTS OF CHANGES IN EQUITY

GROUP COMPANY
30/9/2005 30/9/2004 30/9/2005 30/9/2004
132.280 95.288 111.639 94.176
0 100 0 101
-38.192 -23.061 -30.403 -21.983
9.591 3.604 -181 -191
90.060 54.446 38.702 35.648
0 0 0
0 0 0 0
193.739 130.377 119.758 107.751

INTEGRATED LOTTERY SYSTEMS AND SERVICES Notes of Group and Company for the period from 1 January 2005 until 30 September 2005 Public Companies (S.A.) Reg. No. 27074/06/B/92/9

4. CONDENSED CASH FLOW STATEMENTS

Amounts reported in
thousands €
GROUP COMPANY
1/1-
30/09/2005
1/1-
30/09/2004
1/1-
30/09/2005
1/1-
30/09/2004
Operating Activities
Net Profit before Taxation 122.849 85.235 53.597 55.424
Plus /Less adjustments for:
Depreciation and
Amortization
10.896 5.138 2.200 1.083
Provisions 3.589 -596 -146 -447
Exchange rate differences 100 0 0
Profit from sales of assets 17 0 0
137.451 89.777 55.651 56.060
Debit Interest and similar
expenses
2.637 1.744 410 485
Credit Interest -5.461 102 -13.470 -554
Plus/ Less adjustments of
working capital to net cash
or related to operating
activities:
Increase/Decrease of
Inventories
-1.441 -4.285 -8.381 -2.368
Increase/Decrease of
Receivables
-55.023 -13.193 -15.691 -42.291
Increase/Decrease of
Payable Accounts (except
Banks)
-42.009 -8.378 -5.747 20.012
(Less):
Interest Paid and similar
expenses paid
2.625 1.744 410 485
Income Tax Paid 25.937 20.136 15.581 16.137

INTEGRATED LOTTERY SYSTEMS AND SERVICES Notes of Group and Company for the period from 1 January 2005 until 30 September 2005 Public Companies (S.A.) Reg. No. 27074/06/B/92/9

Continued from previous
page
GROUP COMPANY
Amounts reported in
thousands €
1/1-
30/09/2005
1/1-
30/09/2004
1/1-
30/09/2005
1/1-
30/09/2004
Net Cash from
Operating Activities
(a)
7.592 43.887 -3.219 14.722
Investing Activities
Purchases of subsidiaries,
associates and other
investments
-4.482 1.497 -395 -12.208
Purchases of tangible and
intangible assets
-7.599 -26.756 -1.275 -857
Proceeds from sales of
tangible and intangible
assets
35 0 0 343
Interest received 5.398 -102 645 554
Dividends received 0 1 12.825 1
Net Cash from
Investing Activities (b)
-6.648 -25.360 11.800 -12.167
Financing Activities
Cash received from Issue
of Share Capital
0 2.581 0 1.494
Proceeds from Loans 15.277 0 8.014 0
Repayment of Loans -3.885 -4.750 0 0
Payments for leases 0
Dividends paid -38.192 -23.061 -30.403 -22.103
Net Cash from
Financing Activities
(c)
-26.800 -25.230 -22.389 -20.609

INTEGRATED LOTTERY SYSTEMS AND SERVICES Notes of Group and Company for the period from 1 January 2005 until 30 September 2005 Public Companies (S.A.) Reg. No. 27074/06/B/92/9

Continued from previous
page
GROUP COMPANY
Amounts reported in
thousands €
1/1-
30/09/2005
1/1-
30/09/2004
1/1-
30/09/2005
1/1-
30/09/2004
Net increase /
(decrease) in cash and
cash equivalents for
the period (a) + (b) +
(c)
-25.856 -6.703 -13.808 -18.054
Cash and cash
equivalents at the
beginning of the year
134.977 122.040 26.586 40.885
Exchange rate
differences from the
conversion of Cash
Equivalents
4.072 -183 0 0
Cash and cash
equivalents at the
end of the year
113.193 115.154 12.778 22.831

5. TABLE OF ADJUSTMENTS OF THE PERIOD OPENING NET EQUITY (01/01/05 AND 01/01/04 RESPECTIVELY) BETWEEN THE GENERAL ACCOUNTING POLICIES EFFECTIVE UNTIL THE IFRS 1st ADOPTION AND THE INTERNATIONAL FINANCIAL REPORTING STANDARDS (I.F.R.S)

Amounts reported
in thousands €
GROUP COMPANY
1/1/2005 1/1/2004 1/1/2005 1/1/2004
Opening Balance
According to the
Greek Accounting
Standards. (minority
interest included)
100.229 97.663 82.426 72.836
Write-off of Intangibles
and reverse of the
respective depreciation.
-4.905 -10.323 -1.124 -1.303

INTEGRATED LOTTERY SYSTEMS AND SERVICES Notes of Group and Company for the period from 1 January 2005 until 30 September 2005 Public Companies (S.A.) Reg. No. 27074/06/B/92/9

Continued from previous
page
GROUP COMPANY
Amounts reported
in thousands €
1/1/2005 1/1/2004 1/1/2005 1/1/2004
Adjustment due to
different useful life of
assets.
949 359 949 359
Effect of hyperinflation
in assets and
inventories.
433 812 0 0
Adjustment due to
preliminary dividends in
minority interests.
-6.456 -2.710 0 0
Effect due to the
consolidation of
subsidiaries.
0 -6.223 0 0
Postpone of recognition
of paid dividends to the
time of their approval of
the General Assembly.
32.611 21.963 30.526 21.963
Adjustment due to Net
Equity with Own Shares.
-767 -767 -767 -767
Adjustment due to Staff
Leaving Indemnity.
190 123 177 188
Reversal of Loan
Interest.
0 -57 -130 -57
Adjustment due to
Other Provisions
Accounting.
0 -6.467 0 0
Valuation of Long
Term Claims
0 0 -1.506 -688
Adjustment of
Subsidiary's Goodwill
-3.650 -18.458 0 0
Deferred Tax 11.794 20.931 1.741 2.245
Valuation of
Participations in
Current Values.
-618 -721 -709 -684
Transfer of Exchange
Differences due to
Valuation at the
Profit &Loss Accounts.
1.719 85 56 85

INTEGRATED LOTTERY SYSTEMS AND SERVICES Notes of Group and Company for the period from 1 January 2005 until 30 September 2005 Public Companies (S.A.) Reg. No. 27074/06/B/92/9

Continued from previous
page
GROUP COMPANY
Amounts reported
in thousands €
1/1/2005 1/1/2004 1/1/2005 1/1/2004
Adjustment in Minority
Interest
379 0 0 0
Elimination of
Intercompany
Transactions
0 -980 0 0
Differences due to
Translation of Foreign
Currencies
319 0 0 0
Other 53 58 0 0
Closing Balance
According to the
International
Financial Reporting
Standards.
132.280 95.288 111.639 94.176

6. DISCLOSURE OF COMPLIANCE

The interim consolidated financial statements for the interim nine months period ended September 30, 2005 have been prepared in accordance to IAS 34.

These interim financial statements should be reviewed along with the annual financial statements of the year ended at December 31, 2004.

7. ACCOUNTING POLICIES

For the preparation of the interim consolidated financial statements for the interim nine months periods ended September 30, 2005 the same accounting policies and methods of computation have been followed as compared with the most recent annual consolidated financial statements (December 31, 2004).

INTEGRATED LOTTERY SYSTEMS AND SERVICES Notes of Group and Company for the period from 1 January 2005 until 30 September 2005 Public Companies (S.A.) Reg. No. 27074/06/B/92/9

8. SEGMENT REPORTING

Geographical Sales
Breakdown
Gross Margin
Breakdown
(in € million) 3Q05 3Q04 Difference
%
3Q05 3Q04 Difference
%
European Union 245,03 231,32 5,93% 70,76 102,51 (30,97)%
Other Europe 102,87 65,92 56,05% 28,67 17,23 66,38%
Americas 29,00 29,64 (2,16)% 6,11 9,66 (36,80)%
Other 61,90 0 N/A 47,25 0 N/A
Eliminations (75,72) (96,67) 21,67% 6,29 (13,1) 148,1%
Total Consolidated
Sales
363,08 230,2 57,72% 159,07 116,3 36,78%

9. CONTINGENT LIABILITIES

No significant changes in contingent liabilities, or assets, status since the last annual balance sheet date.

10. OTHER SELECTED EXPLANATORY NOTES

  • a. No significant effect due to seasonality and cyclicality of interim operations as these are expressed through the current interim financial statements.
  • b. No items affecting assets, liabilities, equity, net income or cash flows that are unusual because of their nature, size or incidence.
  • ci. Changes in estimates of amounts reported in prior interim periods of the current financial year, if those changes have a material effect in the current interim period:

No such.

cii. Changes in estimates of amounts reported in prior financial years, if those changes have a material effect in the current interim period:

No such.

d. Issuances, repurchases and repayments of debt and equity securities:

Ι. Share Option:

i) Following the share option, during 2004, the share capital was increased by €48,803.00 with the issue of 131,900 shares with a nominal value of €0.37 each. Payment of this amount was confirmed by the Board of Directors on 05.01.05 while the share capital increase and confirmation of this amount were approved by decisions K2-239/10-1-2005 and K2-240/10-1- 2005 of the Ministry of Development.

ii) According to the decision of shareholders' General Assembly on May 4th, 2005, the share capital (Ministry of Development Decision K2-5852/17-5-2005) was increased by € 14.383.411,45 through the capitalization of reserves with the issuance of 38.874.085 new ordinary shares of € 0,37 nominal value each, which were distributed freely, one new share for each existing one respectively. For comparison purposes, earnings per share (EPS) calculation as at September 30, 2004, has been adjusted respectively.

ΙΙ. Subsidiary Share Capital Increase : Intralot INC share capital increase of thous € 215.

Instant Lottery SA share capital increase with the amount of thous € 12. Intralot Sa did not take part in this increase. The participation percentage of Intralot SA at the aforementioned subsidiary as at September 30, 2005 comes up to 48,17%.

ΙΙΙ. New Subsidiary: Participation of 99,97% in Intralot do Brazil Ltda. Participation of 54% in Totolotek SA (indirectly). Participation of 100% in White Eagle Investments Ltd (indirectly). Participation of 100% in Betarial Sp.Zoo (indirectly). Participation of 50% Uniclic Ltd (indirectly). Participation of 100% in Intralot New Zealand Ltd (directly). Participation of 88,24% in Intralot Egypt Ltd (indirectly).

e. Dividends paid (aggregate or per share): i) Ordinary shares dividends paid of thous. € 38.192.

ii) The BoD of the company, according to the Income Statement of the period 1.1.05-30.09.05, has taken the decision for the distribution of preliminary dividends 0,23 € per share. (The decision is under the approval of the Ministry of Development. For the Balance Sheet as at 30.09.05 and the Income Statement of the period 1.1.05-30.09.05 of the company there has been issued Unqualified Review Report of the Certified Public Accountant - Auditor.)

INTEGRATED LOTTERY SYSTEMS AND SERVICES Notes of Group and Company for the period from 1 January 2005 until 30 September 2005 Public Companies (S.A.) Reg. No. 27074/06/B/92/9

f. The effect of changes in the composition of the enterprise during the interim period, including business combinations, acquisition or disposal of subsidiaries and long term investments, restructurings and discontinuing operations:

Such changes have not a significant effect on the consolidated total assets, on the consolidated revenues and on the consolidated earnings after tax.

11. SUPPLEMENTARY INFORMATION

1. BUSINESS COMBINATION (TABLE OF COMPANIES CONSOLIDATED)

The companies included in the consolidation, with the relevant addresses and the relevant participation percentages are the following:

I. Full Consolidation :

INTEGRATED LOTTERY SYSTEMS AND SERVICES Notes of Group and Company for the period from 1 January 2005 until 30 September 2005 Public Companies (S.A.) Reg. No. 27074/06/B/92/9

COMPANY BASE PARTICIPATION
PERCENTAGE
INTRALOT SA Maroussi, Attica Parent
BETTING COMPANY SA*** N. Iraklion, Attica 100%
INTRALOT DE CHILE SA* Santiago, Chile 99,99%
INTRALOT DE PERU SAC* Lima, Peru 99,98%
INTRALOT INC.* Atlanta, USA 85%
INTRALOT BETTING
OPERATIONS (CYPRUS) LTD*
Nicosia, Cyprus 54,95%
1. ROYAL HIGHGATE LTD*** Paralimni, Cyprus 53,47 (& 2,19% directly)
POLLOT Sp.zo.o* Warsaw, Poland 100%
ΜALTCO LOTTERIES LTD* Valetta, Malta 73%
ΙΝTRALOT HOLDINGS
INTERNATIONAL LTD*
Nicosia, Cyprus 100%
2. LOTROM SA** Bucharest,Romania 60%
2. YUGOLOT LTD** Belgrade, Serbia& Montenegro 100%
2. BILOT EOOD** Sofia, Bulgaria 100%
3. EUROFOOTBALL LTD** Sofia, Bulgaria 49%
4. EUROFOOTBALL PRINT LTD** Sofia, Bulgaria 100%
2. INTRALOT INTERNATIONAL
LTD**
Nicosia, Cyprus 100%
5. INTRALOT OPERATIONS LTD** Nicosia, Cyprus 100%
2. INTRALOT BUSINESS
DEVELOPMENT LTD**
Nicosia, Cyprus 100%
2. INTRALOT TECHNOLOGIES
LTD**
Nicosia, Cyprus 100%
INTELTEK INTERNET AS* Istanbul, Turkey 25%
LOTERIA MOLDOVEI SA* Chisinau, Moldova 47,90%
6,7,11. TOTOLOTEK SA** Warsaw, Poland 54%
2. WHITE EAGLE INVESTMENTS
LTD**
Hertfordshire, United Kingdom 100%
7. BETA RIAL Sp.zo.o** Warsow, Poland 100%

II. Equity Method :

INTEGRATED LOTTERY SYSTEMS AND SERVICES Notes of Group and Company for the period from 1 January 2005 until 30 September 2005 Public Companies (S.A.) Reg. No. 27074/06/B/92/9

INSTANT LOTTERY SA* Tavros, Attica 48,17%
8. ATROPOS SA*** Maroussi, Attica 100%
8,9. AEDIL SA** Tavros, Attica 100%
9,10. BEST NET CO** Tavros, Attica 100%

Subsidiary of:

  • 1: Intralot Betting Operations (Cyprus) Ltd *: Companies with direct participation
  • 2: Intralot Holdings International Ltd **: Companies with indirect participation
  • 3: Bilot EOOD ***: Companies with direct and indirect participation
  • 4: Eurofootball Ltd
  • 5: Intralot International Ltd
  • 6: Pollot Sp.Zoo
  • 7: White Eagle Investments Ltd
  • 8: Instant Lottery SA
  • 9: Atropos SA
  • 10: AEDIL Sa
  • 11: Betarial Sp.Zoo

2. TAX AUTHORITIES FISCAL CONTROL

The companies that are included in the consolidation have not undergone tax authorities fiscal control for the last one to five fiscal years.

3. REAL LIENS

There are no real liens.

4. LEGAL ISSUES PENDING

a. By decision of the Arbitration Court justified and awarded to the subsidiary company "BETTING COMPANY S.A." the payment of an indemnity of approximately MEUR 37 annually from 30/3/2001(up to the starting date of a specific betting or the end of the contract) and KEUR 390 for arbitration fees and charges. By decision of the Appeal Court in Athens the aforementioned decision of the Arbitration Court was cancelled. Following the Athens Court of Appeal decision service to the company, an appeal filed before the Supreme Court for the reversal of the decision of the Appeal Court; the case was heard before the Supreme Court on October 24th, 2005 and the relevant decision is still pending.

INTEGRATED LOTTERY SYSTEMS AND SERVICES Notes of Group and Company for the period from 1 January 2005 until 30 September 2005 Public Companies (S.A.) Reg. No. 27074/06/B/92/9

  • b. Customer filed before the Multi Member First Instance Court of Athens his suit dated 28.12.2004 against subsidiary requesting the amount of 10.633.515,39 € as a compensation for non fulfilment of contractual obligations. The case will be heard on 5.4.2006.
  • c. On 31.1.2005 OPAP S.A. submitted a notice of proceedings to the Betting Company regarding a lawsuit that was filed against OPAP S.A. before the Court of First Instance, with which the plaintiff claims the payment of the amount of € 3.368.378,60 plus accrued interests from OPAP S.A., pleading that OPAP S.E. should pay this amount to him as profit, additionally to the amount that had already been paid. As Betting Company has a legitimate interest in OPAP S.A. winning the lawsuit, Betting Company and the companies INTRALOT S.A., INTRALOT INTERNATIONAL LTD and the joint venture "INTRALOT S.A.-Intralot International Ltd" made an additional joint intervention in favor of OPAP S.A which was scheduled for hearing on May 3, 2005 but then and following a petition of the plaintiff will be heard on 1.12.2005.
  • d. On 05.09.05 the company was copied on an action filed by the company "IPPOTOUR S.A.", against the company and the company entitled "OPAP S.A.". Through the aforementioned appeal, the plaintiff "IPPOTOUR S.A." requests that it be acknowledged that the contract signed between OPAP S.A. and the Company should not grant to the latter the right to operate any kind of wagering game on Greek or foreign horse racing games, that "OPAP S.A" should not have the right to operate any kind of wagering game on horse racing and that "OPAP S.A." and the Company be excluded from the operation and organization of betting games on horse racing. The hearing of the case has been set on 14.02.2008. By virtue of the abovementioned action the plaintiff withdrew of the suit of the action filed against the Company on 10.1. 2003 with the same content, which was set to be heard on 18th of May 2005, on which date the said hearing was cancelled.
  • e. Any other legal issues do not have a material effect on the financial position of the Group.

5. PERSONNEL EMPLOYED

The personnel employed in the consolidated companies amounts to 1.921 persons.

6. RELATED PARTY DISCLOSURES

The amounts of Sales and Purchases of the Company, to and from the related parties, accumulated from the opening balance of the period come up to the amount of €64.537 thousands and €6.922 thousands respectively. The amounts of Sales and Purchases of the Group, to and from the related parties, accumulated from the opening balance of the period come up to the amount of

INTEGRATED LOTTERY SYSTEMS AND SERVICES Notes of Group and Company for the period from 1 January 2005 until 30 September 2005 Public Companies (S.A.) Reg. No. 27074/06/B/92/9

€6.937 thousands and €6.922 thousands respectively. The receivables and payables balances of the Company with related parties amount respectively to of € 100.760 thousands and € 42.011 thousands. The receivables and payables balances of the Group with related parties amount respectively to of € 26.449 thousands and € 35.613 thousands.

7. OTHER INFORMATION

i. Effect of changes in the composition of the enterprise during the interim period, including Acquisition or disposal of subsidiaries and long term investments, restructurings and discontinuing operations (by extension of the paragraph 10.f and d, as above):

See above paragraph 10.f and d.

ii. Previous paragraph (11.7.i.) events effect, if this is higher than 25%, in respect of the consolidated revenues, results, net equity (by extension of the paragraph 10.f and e., as above):

No such cases.

iii. Change of the fiscal year or period:

No such.

iv. Material events subsequent to the end of the interim period that have not been reflected in the financial statements for the interim period:

See bellow, paragraph 12.

v. Effect of changes in the composition of the enterprise during the interim period, regarding business combinations if this is higher than 25%, in respect of the consolidated revenues, results, net equity (by extension of the paragraph 10.f and d, as above):

No such effect.

INTEGRATED LOTTERY SYSTEMS AND SERVICES Notes of Group and Company for the period from 1 January 2005 until 30 September 2005 Public Companies (S.A.) Reg. No. 27074/06/B/92/9

12. SUBSEQUENT EVENTS

No material events subsequent to the end of the interim period that have not been reflected in the financial statements for the interim period.

Maroussi, November 8th, 2005

THE CHAIRMAN OF THE BOARD THE VICE CHAIRMAN OF DIRECTORS OF THE BoD AND CEO

S.P. KOKKALIS C.G. ANTONOPOULOS ID. No. Π 695792 ID. No. M 102737

FINANCE AND BUSINESS DEVELOPMENT

THE GENERAL DIRECTOR OF THE ACCOUNTING DIRECTOR

Ι.Ο. PANTOLEON Ε. Ν. LANARA ID. No. Σ 637090 ID.No. Λ 682542 H.E.C. License No. 133/A' Class

INTEGRATED LOTTERY SYSTEMS AND SERVICES Notes of Group and Company for the period from 1 January 2005 until 30 September 2005 Public Companies (S.A.) Reg. No. 27074/06/B/92/9

REVIEW REPORT

To the Board of Directors of "INTRALOT S.A." INTEGRATED LOTTERY SYSTEMS AND SERVICES

We have reviewed the interim financial statements of "INTRALOT S.A." INTEGRATED LOTTERY SYSTEMS AND SERVICES, as of and for the nine-month period ended 30 September 2005. These interim financial statements are the responsibility of the Company's management.

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

Based on our review, nothing has come to our attention that causes us to believe that the accompanying interim financial statements do not give a true and fair view (or are not presented fairly, in all material respects) in accordance with the International Financial Reporting Standards that have been adopted by the European Union.

Athens 8 November 2005 The Certified Public Accountant – Auditor

Sotirios N. Filos REG. NO. 12471 S.O.L. S.A. Certified Auditors

INTEGRATED LOTTERY SYSTEMS AND SERVICES Notes of Group and Company for the period from 1 January 2005 until 30 September 2005 Public Companies (S.A.) Reg. No. 27074/06/B/92/9

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