Quarterly Report • Sep 4, 2023
Quarterly Report
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As elected at the General Shareholder Meeting held on 21 April 2022.
| Board of Directors | |
|---|---|
| Chairman of the Board of Directors _________________________ | |
| Chairman of the Executive Committee | |
| Members of the Executive Committee | Daniel Beato Filipa Santos Carvalho Jorge Graça Luis Nascimento Manuel Ramalho Eanes |
| Members | _ António Lobo Xavier Catarina Tavira Van-Dúnem Cláudia de Azevedo Cristina Marques Eduardo Verde Pinho João Torres Dolores Rita Rodrigues |
| Fiscal Board | |
| Chairman of the Fiscal Board _________________________ | |
| Members | |
| Alternate __________________________ | Paulo Mota Pinto Ana Luísa Ana Luísa Aniceto da Fonte |
| Officials of the General Meeting of Shareholders | |
| Chairman ___________________________ | |
| Secretary __________________________ | |
| Statutory Auditor | |
| In Office ERNST & YOUNG AUDIT & ASSOCIADOS, S | S.A., (ROC number 178 and registered at CN with the number 20161480, represented by e Sousa Amorim (ROC number 1213); |
| Alternate | Pedro Jorge Pinto Monteiro da Silva e Paiva (ROC n.º 1258) |

We had a strong start to 2023, with accelerated growth and very positive momentum in our core Telco business. Our focus on customer experience and technological leadership continues to lead to robust operational performance, with strong KPI growth. These positive results demonstrate our commitment to delivering superior network, service, and product quality to our customers.
| 1Q23 Highlights | 1Q22 | 1Q23 | 1Q23 / 1Q22 |
|---|---|---|---|
| Operating Highlights ('000) | |||
| Total RGUs | 10,393.3 | 10,871.7 | 4.6% |
| Mobile RGUs | 5,423.5 | 5,811.7 | 7.2% |
| Fixed Pay TV RGUs | 1,401.8 | 1,441.8 | 2.9% |
| Convergent + Integrated Customers | 1,036.2 | 1,104.3 | 6.6% |
| Fixed Convergent + Integrated Customers as % of Fixed Access Customers | 65.2% | 67.9% | 2.8pp |
| Residential ARPU / Unique Subscriber With Fixed Access (Euros)(1) | 47.1 | 49.3 | 4.6% |
| Homes Passed | 5,134.4 | 5,336.8 | 3.9% |
| % FttH | 54.0% | 66.6% | 12.5pp |
| Financial Highlights (Millions of Euros) | |||
| Consolidated Revenues | 373.4 | 381.4 | 2.2% |
| Consolidated EBITDA | 159.4 | 173.5 | 8.8% |
| Consolidated EBITDA Margin | 42.7% | 45.5% | 2.8pp |
| Consolidated EBITDA AL | 137.6 | 146.2 | 6.2% |
| Consolidated EBITDA AL Margin | 36.8% | 38.3% | 1.5pp |
| Consolidated EBITDA AL - Consolidated CAPEX Excluding Leasings & Other Contractual Rights |
6.2 | 49.1 | 698.3% |
| Telco Revenues | 365.8 | 369.2 | 0.9% |
| Telco EBITDA | 149.6 | 163.7 | 9.4% |
| Telco EBITDA Margin | 40.9% | 44.3% | 3.4pp |
| Telco EBITDA AL | 130.7 | 138.9 | 6.3% |
| Telco EBITDA Margin AL | 35.7% | 37.6% | 1.9pp |
| Telco EBITDA AL - Telco CAPEX Excluding Leasings & Other Contractual Rights | 5.2 | 46.3 | 796.5% |
(1) Fixed residential ARPU reestated from 1Q19 to include Revenues of SIM cards integrated in residential bills
• We delivered another quarter of healthy RGU growth across all businesses and with particular strength in mobile. Total RGUs increased by 89.4 thousand net additions of which 77.9 came from mobile (85.6% in mobile post-paid contracts).
• Fixed Broadband services increased by 6.3 thousand and Fixed PayTV by 7.5 thousand net additions respectively, reflecting the regard with which Portuguese consumers view our next generation fixed connectivity solutions and the high value proposition of our NOS TV solutions.
• Convergence remains a key preference of consumers with an additional 15.2 thousand customers taking their residential services in integrated bundles representing 68% of the fixed customer base by the end of the quarter.

• Cinema operations kept up their positive trajectory over the previous year, with ticket sales up by 52% in 1Q23 to 1,502 thousand, again recovering well only down by 19% versus 1Q19.
• Consolidated revenues grew 2.2% yoy to 381.4 million euros, with EBITDA growth of 8.8% to 173.5 million and EBITDA AL of 6.2% to 146.2 million euros.
• Telco Revenues grew by 0.9% to 369.2 million euros impacted for the high volume of resale revenues booked in 1Q22. Adjusting for low margin resale revenues, Telco Revenues would have grown by 5.4%. Audiovisual and Cinema Revenues grew by 22.6% to 20.4 million euros.
• Telco EBITDA increased 9.4% yoy to 163.7 million euros. Telco EBITDA AL increased 6.3% yoy to 138.9 million euros, Audiovisual and Cinema EBITDA AL increased 5.8% to 7.2 million euros. General inflationary pressures continued to affect the cost base albeit ongoing operating efficiencies helped to offset the impact.
• Net Income attributable to NOS shareholders amounted to 34.9 million euros in 1Q23 representing a decline of 15.1% yoy.
• Total CAPEX excluding leasing contracts and other contractual rights was 97.0 million euros in 1Q23, a decline of 26.2% yoy as was expected due to the fact that 5G deployment is decelerating with more than 88% population coverage at the end of 1Q23.
• Total Free Cash-Flow Before Dividends, Financial Investments and Own Shares Acquisition in 1Q23 amounted to 28.4million euros reflecting the yoy improvement in EBITDA AL and the anticipated decline in CAPEX.

The Consolidated Financial Statements for 1Q23have been subject to a limited review.
| Profit and Loss Statement (Millions of Euros) |
1Q22 | 1Q23 | 1Q23 / 1Q22 |
|---|---|---|---|
| Operating Revenues | 373.4 | 381.4 | 2.2% |
| Telco | 365.8 | 369.2 | 0.9% |
| Consumer Revenues | 247.8 | 265.1 | 7.0% |
| Business Revenues | 97.1 | 79.6 | (18.0%) |
| Wholesale and Others | 21.0 | 24.5 | 16.6% |
| Audiovisuals & Cinema (1) | 16.6 | 20.4 | 22.6% |
| Others and Eliminations | (9.1) | (8.2) | (10.0%) |
| Operating Costs Excluding D&A | (213.9) | (207.9) | (2.8%) |
| Telco | (216.1) | (205.5) | (4.9%) |
| Audiovisuals & Cinema (1) | (6.8) | (10.5) | 53.8% |
| Others and Eliminations | 9.1 | 8.2 | (10.0%) |
| EBITDA (2) | 159.4 | 173.5 | 8.8% |
| EBITDA Margin | 42.7% | 45.5% | 2.8pp |
| Telco | 149.6 | 163.7 | 9.4% |
| EBITDA Margin | 40.9% | 44.3% | 3.4pp |
| Cinema Exhibition and Audiovisuals | 9.8 | 9.9 | 0.7% |
| EBITDA Margin | 58.9% | 48.4% | (10.5pp) |
| Depreciation and Amortization | (110.4) | (120.4) | 9.1% |
| (Other Expenses) / Income | 2.7 | (0.5) | 118.2% |
| Operating Profit (EBIT) (3) | 51.8 | 52.6 | 1.7% |
| Share of profits (losses) of associates and joint ventures | 5.3 | 2.5 | (52.3%) |
| (Financial Expenses) / Income | (9.1) | (13.0) | 43.4% |
| Leases Financial Expenses | (6.2) | (7.4) | 19.7% |
| Funding & Other Financial Expenses | (2.8) | (5.5) | 95.1% |
| Income Before Income Taxes | 48.0 | 42.2 | (12.1%) |
| Income Taxes | (6.9) | (7.1) | (2.9%) |
| Net Income Before Associates & Non-Controlling Interests | 35.8 | 32.5 | (9.1%) |
| Net income | 41.1 | 35.0 | (14.7%) |
| Net income attributable to Non-controlling interests | 0.0 | (0.1) | (533.4%) |
| Net Income attributable to NOS shareholders | 41.1 | 34.9 | (15.1%) |
| Net Income attributable to NOS shareholders excluding gain from tower sale | 41.1 | 34.9 | (15.1%) |
(3) EBIT = Income Before Financials and Income Taxes.
| Leasings | (21.9) | (27.4) | 25.3% |
|---|---|---|---|
| Telco | (18.9) | (24.7) | 30.9% |
| Cinema Exhibition and Audiovisuals | (3.0) | (2.6) | (11.0%) |
| Operating costs Excluding D&A AL | (235.8) | (235.2) | (0.2%) |
| Telco | (235.0) | (230.2) | (2.0%) |
| Audiovisuals & Cinema (1) | (9.8) | (13.2) | 34.3% |
| Others and Eliminations | 9.1 | 8.2 | (10.0%) |
| EBITDA AL | 137.6 | 146.2 | 6.2% |
| EBITDA AL margin | 36.8% | 38.3% | 1.5pp |
| Telco | 130.7 | 138.9 | 6.3% |
| EBITDA AL margin | 35.7% | 37.6% | 1.9pp |
| Audiovisuals & Cinema | 6.8 | 7.2 | 5.8% |
| EBITDA AL margin | 41.1% | 35.5% | (5.6pp) |

Consolidated revenues in 1Q23 grew by 2.2% YoY to 381.4 million euros, driven by the strength of operational performance across all business segments. Telco revenues were 0.9% higher yoy, reaching 369.2 million euros, impacted for the high volume of resale revenues booked in 1Q22. Adjusting for low margin resale revenues, Telco Revenues would have grown by 5.4% and consolidated revenues by 6.6%. This very positive growth was driven primarily by strong growth of 7.0% in the B2C segment driven by increased RGUs and improved customer value mix. B2B revenues, adjusted for the impact of the low margin B2B resale revenues decreased by 2.7%. Wholesale and other revenues also continued to grow strongly, driven by the ongoing recovery in roaming revenues and a rise in low margin mass calling services.
Audiovisual distribution and cinema exhibition revenues in 1Q23 grew by 22.6% yoy to 20.4 million euros, reflecting the ongoing recovery in cinema sales, in particular impacted by the very strong attendance driven by "Avatar: The Way of Water" which became the highest GBO movie ever in Portugal. This growth was also supported by the successful screening of other blockbuster movies such as, "Puss in Boots: Last Wish" and "Creed III" showing that cinema going is very much alive as long as there are popular movies on show in theatres.
| Table 3. | |||
|---|---|---|---|
| Operating Indicators ('000) | 1Q22 | 1Q23 | 1Q23 / 1Q22 |
| Cinema (1) | |||
| Revenue per Ticket (Euros) | 5.5 | 6.1 | 10.0% |
| Tickets Sold - NOS | 987.6 | 1,501.7 | 52.1% |
| Tickets Sold - Total Portuguese Market (2) | 1,564.0 | 2,316.3 | 48.1% |
| Screens (units) (1) Portuguese Operations (2) Source: ICA - Portuguese Institute For Cinema and Audiovisuals |
208 | 214 | 2.9% |

As from 1Q23 we will focus our review of operational profitability on EBITDA AL, equivalent to pre IFRS16 EBITDA. EBITDA will continue to be included, for reference and continuity in the coming quarters, in our reported financial tables.
Consolidated EBITDA maintained a very positive trend in 1Q23 increasing 8.8% to 173.5 million euros. Consolidated EBITDA AL increased by 6.2% to 146.2 million euros. Telco EBITDA AL posted a strong yoy increase of 6.3% to 138.9 million euros, while Audiovisual and Cinema EBITDA AL increased by 5.8% to 7.2 million euros.
Consolidated OPEX after leases remained flat yoy at 235.2 million euros. We continue our efforts to contain costs to offset global inflationary pressures and we remain focused on maintaining a positive margin trajectory, as we explore ways to optimize our cost base. This quarter the cost items more negatively affected by inflation were wages and salaries and external services, particularly the services with a high labour cost component. Commercial and service costs were also impacted by inflation. Also leasing costs increased due essentially to the additional tower sale executed in 2022 and to the inflationary environment, in the case of the tower leasing inflation adjustments are capped at 2%. On the positive side, we recorded a very significant decline in COGS due to the lower sales of low margin software and IT resale revenues in comparison with 1Q22. Also we maintained an efficient management of energy costs which started to revert and contribute positively to EBITDA AL evolution.
Consolidated Net Results for 1Q23 amounted to 34.9 million euros representing a decline of 15.1% in comparison with 1Q22 explained mostly by an increase in D&A to 120.4 million euros, reflecting the high capex levels of 2021 and 2022. Also net financial costs increased to 13.0 million euros, impacted primarily by the increased interest rate environment.

Total CAPEX, excluding leasing contracts and other contractual rights, was significantly lower at 97.0 million euros, a reduction of 26.2% yoy, confirming the strong deceleration of 5G deployment which had already reached population coverage of 88% by the end of 1Q23. As a result, investment in Telco Technical CAPEX amounted to 53.4 million euros, of which 21.8 related to network expansion, substitution and integration projects, down 56.6% yoy. We remain committed to maintaining our network leadership position and providing customers with the best possible connectivity solutions however this strategic ambition will be achievable with a more normalized level of investment going forward. Customer related CAPEX was 39.2 million euros in the period, 8.2% yoy, reflecting the inflation in unit costs of CPEs, and also increase in the labour component of sales commissions and installation. Audiovisuals and Cinema CAPEX in 1Q23 reached 4.4 million euros.
| Table 4. | |||
|---|---|---|---|
| CAPEX (Millions of Euros) (1) | 1Q22 | 1Q23 | 1Q23 / 1Q22 |
| Total CAPEX Excluding Leasing Contracts, Spectrum license & Other Contractual Rights |
131.4 | 97.0 | (26.2%) |
| Telco | 125.6 | 92.6 | (26.2%) |
| % of Telco Revenues | 34.3% | 25.1% | (9.2pp) |
| o.w. Technical CAPEX | 89.4 | 53.4 | (40.2%) |
| % of Telco Revenues | 24.4% | 14.5% | (10.0pp) |
| Baseline Telco | 39.0 | 31.6 | (19.0%) |
| Network Expansion / Substitution and Integration Projects and Others | 50.4 | 21.8 | (56.6%) |
| o.w. Customer Related CAPEX | 36.2 | 39.2 | 8.2% |
| % of Telco Revenues | 9.9% | 10.6% | 0.7pp |
| Audiovisuals and Cinema Exhibition | 5.8 | 4.4 | (24.9%) |
| Leasing Contracts & Other Contractual Rights | 11.8 | 29.1 | 145.9% |
| Spectrum licenses | 0.0 | 0.0 | n.a. |
| Total Group CAPEX | 143.3 | 126.1 | (12.0%) |
| (1) CAPEX = Increase in Tangible and Intangible Fixed Assets, Contract Costs and Rights of Use |

| Table 5. | |||
|---|---|---|---|
| Cash Flow (Millions of Euros) | 1Q22 | 1Q23 | 1Q23 / 1Q22 |
| EBITDA AL | 137.6 | 146.2 | 6.2% |
| Total CAPEX Excluding Leasings, Spectrum License & Other Contractual Rights |
(131.4) | (97.0) | (26.2%) |
| EBITDA AL - Total CAPEX Excluding Leasings, Spectrum License & Other Contractual Rights |
6.2 | 49.1 | 698.3% |
| % of Revenues | 1.6% | 12.9% | 11.2pp |
| Non-Cash Items Included in EBITDA AL - CAPEX and Change in Working Capital |
1.9 | (5.2) | (372.5%) |
| Operating Cash Flow | 8.1 | 44.0 | 445.6% |
| Interest Paid | (3.2) | (4.7) | 47.1% |
| Income Taxes Paid | (0.2) | 0.0 | (120.5%) |
| Disposals | 0.5 | 0.3 | (51.6%) |
| Other Cash Movements (2) | (1.0) | (11.2) | (972.2%) |
| Total Free Cash-Flow Before Dividends, Financial Investments and Own Shares Acquisition |
4.1 | 28.4 | 590.6% |
| Financial Investments | 0.2 | 0.1 | (63.1%) |
| Acquisition of Own Shares | (2.9) | (4.4) | 50.9% |
| Dividends | 0.0 | 0.0 | n.a. |
| Free Cash Flow | 1.4 | 24.0 | 1659.9% |
| Debt Variation Through Financial Leasing, Accruals & Deferrals & Others | (0.2) | (1.0) | 391.8% |
| Change in Net Financial Debt | (1.2) | (23.0) | 1883.8% |
(1) Includes Long Term Contracts. (2) Includes Cash Restructuring Payments and Other Cash Movements.
In 1Q23, EBITDA AL minus total CAPEX excluding leases and other contractual rights amounted to 49.1 million euros, a significant increase compared to 6.2 million euros in 1Q22, reflecting the positive trend in EBITDA AL and reduction in investment following peak CAPEX levels recorded in 2022.
Total FCF for the quarter was 28.4 million euros, reflecting very solid operating performance. This quarter was impacted negatively by "Other Cash Movements" of 11.2 million euros, representing mostly the tower sale VAT payment of 10.3 million euros that was received from the final tower transaction in 4Q22. Excluding this non-recurrent VAT payment from the tower transaction, FCF would have amounted to 38.7 million euros.

| Table 6. | |||
|---|---|---|---|
| Balance Sheet (Millions of Euros) | 1Q22 | 1Q23 | 1Q23 / 1Q22 |
| Non-current Assets | 2,795.8 | 2,930.1 | 4.8% |
| Current Assets | 536.8 | 558.5 | 4.0% |
| Total Assets | 3,332.7 | 3,488.6 | 4.7% |
| Total Shareholders' Equity | 1,007.3 | 1,083.3 | 7.5% |
| Non-current Liabilities | 1,537.7 | 1,382.7 | (10.1%) |
| Current Liabilities | 787.7 | 1,022.6 | 29.8% |
| Total Liabilities | 2,325.4 | 2,405.3 | 3.4% |
| Total Liabilities and Shareholders' Equity | 3,332.7 | 3,488.6 | 4.7% |
| Table 7. | |||
|---|---|---|---|
| Net Financial Debt (Millions of Euros) | 1Q22 | 1Q23 | 1Q23 / 1Q22 |
| Short Term | 99.1 | 342.9 | 246.2% |
| Medium and Long Term | 947.0 | 649.4 | (31.4%) |
| Total Debt | 1,046.0 | 992.3 | (5.1%) |
| Cash and Short Term Investments | 15.5 | 23.1 | 49.2% |
| Net Financial Debt (1) | 1,030.5 | 969.2 | (6.0%) |
| Net Financial Debt / EBITDA after lease payments (last 4 quarters) (2) | 1.96x | 1.74x | (0.11pp) |
| Leasings and Long Term Contracts | 528.8 | 638.9 | 20.8% |
| Net Debt | 1,559.3 | 1,608.1 | 3.1% |
| Net Debt / EBITDA | 2.49x | 2.42x | (0.03pp) |
| Net Financial Gearing (3) | 60.8% | 59.8% | -1.7% |
| (1) Net Financial Debt = Borrowings – Leasings - Cash |
(2) EBITDA After Lease Payments = EBITDA - Lease Cash Payments (Capital & Interest) (3) Net Financial Gearing = Net Debt / (Net Debt + Total Shareholders' Equity).
As of the end of 1Q23, NOS had a total net debt, including leasings and long-term contracts (according to IFRS16) of 1,608.1 million euros. Net financial debt stood at 969.2 million euros with a cash and short-term investment position on the balance sheet of 23.1 million euros. NOS has a strong funding position with unissued commercial paper programmes of 387.5 million euros. Net financial debt / EBITDA AL stood at 1.74x in 1Q23, which is comfortably below NOS' target leverage ratio of around 2x net financial debt / EBITDA AL.
The all-in average cost of debt for 1Q23 was 2.3%, an increase versus last quarter reflecting the increasing interest rate context. As at 31 March 2023, the proportion of NOS' issued debt paying interest at a fixed rate was approximately 63%.
At the end of 1Q23, the average maturity of NOS debt was 2.7 years.

On 5 April 2023, NOS' held its Annual General Meeting. All points on the agenda were approved and as a result, NOS' shareholders approved an ordinary dividend payment of 27.8c per share, in line with last year and an extraordinary dividend of 15.2c per share, linked to the capital gain and FCF generated by the tower sale transaction closed in 2022. Payment of the total dividend was made on 21 April 2023.
Upon payment of this dividend, NOS maintains a solid capital structure, remaining below its target net debt ratio of 2x NFD / EBITDA AL. NOS remains robustly positioned to meet future investments and committed to continuing to distribute an attractive level of dividends whilst maintaining a strategic focus on preserving a strong capital structure to support continued delivery of sustainable value creation for shareholders.


AT 31 MARCH 2022, 31 DECEMBER 2022 AND 31 MARCH 2023
(Amounts stated in thousands of euros)
| NOTES | 31-03-2022 | 31-12-2022 | 31-03-2023 | |
|---|---|---|---|---|
| ASSETS | ||||
| NON - CURRENT ASSETS: | ||||
| Tangible assets | 7 | 1,077,803 | 1,107,052 | 1,105,945 |
| Investment property | 617 | 514 | 511 | |
| Intangible assets | 8 | 1,204,881 | 1,209,558 | 1,205,040 |
| Contract costs | 9 | 161,375 | 160,594 | 161,105 |
| Rights of use | 10 | 232,903 | 297,723 | 308,447 |
| Investments in jointly controlled companies and associated companies | 11 | 27,668 | 38,961 | 41,311 |
| Accounts receivable - other | 12 | 5,583 | 4,758 | 4,574 |
| Tax receivable | 13 | 61 | 369 | 262 |
| Other financial assets non-current | 14 | 2,143 | 5,248 | 5,286 |
| Deferred income tax assets | 15 | 82,349 | 89,554 | 87,459 |
| Derivative financial instruments | 20 | 460 | 11,249 | 10,111 |
| TOTAL NON - CURRENT ASSETS | 2,795,843 | 2,925,580 | 2,930,051 | |
| CURRENT ASSETS: | ||||
| Inventories | 16 | 51,057 | 67,223 | 70,570 |
| Accounts receivable - trade | 17 | 330,915 | 319,441 | 318,200 |
| Contract assets | 18 | 60,916 | 60,095 | 61,045 |
| Accounts receivable - other | 12 | 18,850 | 16,632 | 18,181 |
| Tax receivable | 13 | 5,236 | 6,906 | 7,163 |
| Prepaid expenses | 19 | 54,041 | 52,232 | 60,237 |
| Derivative financial instruments | 20 | 322 | - | - |
| Cash and cash equivalents | 21 | 15,497 | 15,215 | 23,121 |
| TOTAL CURRENT ASSETS | 536,834 | 537,744 | 558,517 | |
| TOTAL ASSETS | 3,332,677 | 3,463,324 | 3,488,568 |

(Amounts stated in thousands of euros)
| NOTES | 31-03-2022 | 31-12-2022 | 31-03-2023 | |
|---|---|---|---|---|
| SHAREHOLDER'S EQUITY | ||||
| Share capital | 22.1 | 5,152 | 855,168 | 855,168 |
| Capital issued premium | 22.2 | 854,219 | 4,202 | 4,202 |
| Own shares | 22.3 | (12,278) | (15,968) | (14,377) |
| Legal reserve | 22.4 | 1,030 | 1,030 | 1,030 |
| Other reserves and accumulated earnings | 22.4 | 111,686 | (22,914) | 195,943 |
| Net Income | 41,108 | 224,574 | 34,915 | |
| EQUITY BEFORE NON - CONTROLLING INTERESTS | 1,000,917 | 1,046,092 | 1,076,881 | |
| Non-controlling interests | 23 | 6,344 | 6,251 | 6,374 |
| TOTAL EQUITY | 1,007,261 | 1,052,343 | 1,083,255 | |
| LIABILITIES | ||||
| NON - CURRENT LIABILITIES: | ||||
| Borrowings | 24 | 1,409,383 | 1,210,181 | 1,207,297 |
| Provisions | 25 | 80,774 | 81,267 | 80,875 |
| Accounts payable - other | 29 | 38,570 | 42,128 | 41,691 |
| Deferred income | 27 | 3,802 | 2,824 | 2,753 |
| Deferred income tax liabilities | 3.2 & 15 | 48,327 | 50,125 | 50,098 |
| TOTAL NON - CURRENT LIABILITIES | 1,580,856 | 1,386,525 | 1,382,714 | |
| CURRENT LIABILITIES: | ||||
| Borrowings | 24 | 165,463 | 427,453 | 423,906 |
| Accounts payable - trade | 28 | 277,921 | 253,355 | 268,893 |
| Accounts payable - other | 29 | 30,229 | 53,789 | 33,894 |
| Tax payable | 3.2 & 13 | 30,832 | 38,842 | 41,612 |
| Accrued expenses | 26 | 204,321 | 212,430 | 212,667 |
| Deferred income | 27 | 35,790 | 38,190 | 40,915 |
| Derivative financial instruments | 20 | 4 | 397 | 712 |
| TOTAL CURRENT LIABILITIES | 744,560 | 1,024,456 | 1,022,599 | |
| TOTAL LIABILITIES | 2,325,416 | 2,410,981 | 2,405,313 | |
| TOTAL LIABILITIES AND SHAREHOLDER´S EQUITY | 3,332,677 | 3,463,324 | 3,488,568 |
As a standard practice, only the annual accounts are audited, therefore the quarterly amounts were not audited autonomously.
The Notes to the Financial Statements form an integral part of the consolidated statement of financial position as at 31 March 2023.

(Amounts stated in thousands of euros)
| NOTES | 3M 22 | 3M 23 | |
|---|---|---|---|
| REVENUES: | |||
| Services rendered | 327,970 | 349,336 | |
| Sales | 37,925 | 25,410 | |
| Other operating revenues | 7,472 | 6,658 | |
| 30 | 373,367 | 381,404 | |
| COSTS, LOSSES AND GAINS: | |||
| Wages and salaries | 31 | 20,292 | 21,967 |
| Direct costs | 32 | 80,521 | 81,599 |
| Costs of products sold | 33 | 35,073 | 21,780 |
| Marketing and advertising | 5,274 | 9,180 | |
| Support services | 34 | 20,630 | 24,033 |
| Supplies and external services | 34 | 38,173 | 35,784 |
| Other operating losses / (gains) | 334 | 289 | |
| Taxes | 8,788 | 9,016 | |
| Provisions and adjustments | 35 | 4,841 | 4,212 |
| Depreciation, amortization and impairment losses | 7,8,9,10 & 37 | 110,405 | 120,405 |
| Reestructuring costs | 38 | 1,006 | 359 |
| Losses / (gains) on sale of assets, net | 7 & 8 | (15) | (80) |
| Other losses / (gains) non recurrent net | 39 | (3,718) | 218 |
| 321,604 | 328,762 | ||
| INCOME BEFORE LOSSES / (GAINS) PARTICIPATED COMPANIES, FINANCIAL RESULTS AND TAXES |
51,763 | 52,642 | |
| Net losses / (gains) of affiliated companies | 12 & 36 | (5,307) | (2,530) |
| Financial costs | 40 | 8,138 | 11,880 |
| Net foreign exchange losses / (gains) | 92 | 121 | |
| Net losses / (gains) on financial assets | 34 | 4 | |
| Net other financial expenses / (income) | 40 | 786 | 973 |
| 3,743 | 10,448 | ||
| INCOME BEFORE TAXES | 48,020 | 42,194 | |
| Income taxes | 15 | 6,943 | 7,146 |
| NET CONSOLIDATED INCOME | 41,077 | 35,048 | |
| ATTRIBUTABLE TO: | |||
| NOS Group Shareholders | 41,108 | 34,915 | |
| Non-controlling interests | 23 | (31) | 133 |
| EARNINGS PER SHARES | |||
| Basic – euros | 41 | 0.08 | 0.07 |
| Diluted – euros | 41 | 0.08 | 0.07 |
As a standard practice, only the annual accounts are audited, therefore the quarterly amounts were not audited autonomously.
The Notes to the Financial Statements form an integral part of the consolidated statement of income by nature for the quarter ended on 31 March 2023.

FOR THE QUARTERS ENDED ON 31 MARCH 2022 AND 2023
(Amounts stated in thousands of euros)
| NOTES | 3M 22 | 3M 23 | |
|---|---|---|---|
| NET CONSOLIDATED INCOME | 41,077 | 35,048 | |
| OTHER INCOME | |||
| ITEMS THAT MAY BE RECLASSIFIED SUBSEQUENTLY TO THE INCOME STATEMENT: |
|||
| Accounting for equity method | 11 | 4,270 | (180) |
| Fair value of interest rate swap | 20 | 10 | (979) |
| Deferred income tax - interest rate swap | 20 | (2) | 220 |
| Fair value of equity swaps | 20 | 281 | - |
| Deferred income tax - equity swap | 20 | (63) | - |
| Fair value of exchange rate forward | 20 | 82 | (512) |
| Deferred income tax - exchange rate forward | 20 | (24) | 149 |
| Currency translation differences and others | (14) | 15 | |
| INCOME RECOGNISED DIRECTLY IN EQUITY | 4,540 | (1,287) | |
| TOTAL COMPREHENSIVE INCOME | 45,617 | 33,761 | |
| ATTRIBUTABLE TO: | |||
| NOS Group Shareholders | 45,648 | 33,628 | |
| Non-controlling interests | (31) | 133 | |
| 45,617 | 33,761 | ||
As a standard practice, only the annual accounts are audited, therefore the quarterly amounts were not audited autonomously.
The Notes to the Financial Statements form an integral part of the consolidated statement of comprehensive income for the quarter ended on 31 March 2023.

FOR THE QUARTERS ENDED ON 31 MARCH 2022 AND 2023
(Amounts stated in thousands of euros)
| ATTRIBUTABLE TO NOS GROUP SHAREHOLDERS | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| NOTES | SHARE CAPITAL |
CAPITAL ISSUED PREMIUM |
OWN SHARES |
LEGAL RESERVE |
OTHER RESERVES |
NET INCOME |
NON - CONTROLLING INTERESTS |
TOTAL | |
| BALANCE AS AT 1 JANUARY 2022 | 5,152 | 854,219 (12,353) | 1,030 | (35,586) | 144,159 | 6,379 | 963,000 | ||
| Result appropriation | |||||||||
| Transfers to reserves | - | - | - | - | 144,159 (144,159) | - | - | ||
| Aquisition of own shares | 22.3 | - | - | (3,358) | - | - | - | - | (3,358) |
| Distribution of own shares: | |||||||||
| Distribution of own shares - share incentive scheme |
22.3 | - | - | 3,147 | - | (3,147) | - | - | - |
| Distribuition of own shares - other remunerations |
22.3 | - | - | 286 | - | (14) | - | - | 272 |
| Share Plan - costs incurred in the period and others |
- | - | - | - | 1,734 | - | (4) | 1,730 | |
| Comprehensive Income | - | - | - | - | 4,540 | 41,108 | (31) | 45,617 | |
| BALANCE AS AT 31 MARCH 2022 | 5,152 | 854,219 (12,278) | 1,030 | 111,686 | 41,108 | 6,344 1,007,261 | |||
| BALANCE AS AT 1 JANUARY 2023 | 855,168 | 4,202 (15,968) | 1,030 | (22,914) | 224,574 | 6,251 1,052,343 | |||
| Result appropriation | |||||||||
| Transfers to reserves | - | - | - | - | 224,574 (224,574) | - | - | ||
| Aquisition of own shares | 22.3 | - | - | (4,422) | - | - | - | - | (4,422) |
| Distribution of own shares: | |||||||||
| Distribution of own shares - share incentive scheme |
22.3 | - | - | 5,902 | - | (5,902) | - | - | - |
| Distribuition of own shares - other remunerations |
22.3 | - | - | 111 | - | 6 | - | - | 117 |
| Share Plan - costs incurred in the period and others |
45 | - | - | - | - | 1,466 | - | (10) | 1,456 |
| Comprehensive Income | - | - | - | - | (1,287) | 34,915 | 133 | 33,761 | |
| BALANCE AS AT 31 MARCH 2023 | 855,168 | 4,202 (14,377) | 1,030 | 195,943 | 34,915 | 6,374 1,083,255 | |||
| - |
As a standard practice, only the annual accounts are audited, therefore the quarterly amounts were not audited autonomously.
The Notes to the Financial Statements form an integral part of the consolidated statement of changes in shareholders equity for the quarter ended on 31 March 2023.
FOR THE QUARTERS ENDED ON 31 MARCH 2022 AND 2023
(Amounts stated in thousands of euros)
| NOTES | 3M 22 | 3M 23 | |
|---|---|---|---|
| OPERATING ACTIVITIES | |||
| Collections from clients | 427,725 | 438,699 | |
| Payments to suppliers | (214,715) | (200,329) | |
| Payments to employees | (23,022) | (22,326) | |
| Receipts / (Payments) relating to income taxes | (230) | 47 | |
| Other cash receipts / (payments) related with operating activities | (8,683) | (15,188) | |
| CASH FLOW FROM OPERATING ACTIVITIES (1) | 181,075 | 200,903 | |
| INVESTING ACTIVITIES | |||
| CASH RECEIPTS RESULTING FROM | |||
| Financial investments | 275 | 275 | |
| Tangible assets | 579 | - | |
| Intangible assets | 1,142 | 1,354 | |
| 1,996 | 1,629 | ||
| PAYMENTS RESULTING FROM | |||
| Financial investments | 4 & 14 | (88) | (206) |
| Tangible assets | (93,424) | (82,080) | |
| Intangible assets and contract costs | (58,325) | (54,681) | |
| (151,837) | (136,967) | ||
| CASH FLOW FROM INVESTING ACTIVITIES (2) | (149,841) | (135,338) | |
| FINANCING ACTIVITIES | |||
| CASH RECEIPTS RESULTING FROM | |||
| Borrowings | 152,200 | 23,000 | |
| 152,200 | 23,000 | ||
| PAYMENTS RESULTING FROM | |||
| Borrowings | (150,000) | (33,500) | |
| Lease rentals (principal) | (16,901) | (23,784) | |
| Interest and related expenses | (10,871) | (13,675) | |
| Aquisition of own shares | 22.3 | (2,930) | (4,422) |
| (180,702) | (75,381) | ||
| CASH FLOW FROM FINANCING ACTIVITIES (3) | (28,502) | (52,381) | |
| Change in cash and cash equivalents (4)=(1)+(2)+(3) | 2,732 | 13,184 | |
| Effect of exchange differences | 3 | (2) | |
| Cash and cash equivalents at the beginning of the year | 10,170 | 8,079 | |
| CASH AND CASH EQUIVALENTS AT THE END OF THE PERIOD | 22 | 12,905 | 21,261 |
| Cash and cash equivalents | 21 | 15,497 | 23,121 |
| Bank overdrafts | 24 | (2,592) | (1,860) |
As a standard practice, only the annual accounts are audited, therefore the quarterly amounts were not audited autonomously.
The Notes to the Financial Statements form an integral part of the consolidated statement of cash flows for the quarter ended on 31 March 2023.
(Amounts stated in thousands of euros, unless otherwise stated)
NOS, SGPS, S.A. ("NOS", "NOS SGPS" or "Company"), formerly named ZON OPTIMUS, SGPS, S.A. ("ZON OPTIMUS") and until 27 August 2013, named ZON Multimédia – Serviços de Telecomunicações e Multimédia, SGPS, S.A. ("ZON"), with Company headquarters registered at Rua Actor António Silva, nº9, Campo Grande, was established by Portugal Telecom, SGPS, S.A. ("Portugal Telecom") on 15 July 1999 for the purpose of implementing its multimedia business strategy.
During the 2007 financial year, Portugal Telecom proceeded with the spin-off of ZON through the attribution of its participation in the company to their shareholders, which become fully independent from Portugal Telecom.
During the 2013 financial year, ZON and Optimus, SGPS, S.A. ("Optimus SGPS") have merged through the incorporation of Optimus SGPS into ZON. Thereafter, the Company adopted the designation of ZON OPTIMUS, SGPS, S.A..
On 20 June 2014, because of the launch of the new brand "NOS" on 16 May 2014, the General Meeting of Shareholders approved the change of the Company's name to NOS, SGPS, S.A..
The businesses operated by NOS and its associated companies, form the "NOS Group" or "Group", which includes cable and satellite television services, voice and Internet access services, video production and sale, advertising on Pay TV channels, cinema exhibition and distribution, the production of channels for Pay TV, management of datacenters and consulting services in IT, mainly in the Portuguese market.
NOS shares are listed on the Euronext Lisbon market. The shareholders' structure of the Group as at 31 March 2023 is shown in Note 22.
The business of NOS Comunicações, S.A. ("NOS SA") and its subsidiaries, NOS Technology, NOS Açores, NOS Madeira, NOS Wholesale, NOS Sistemas and BLU comprehends: a) cable and satellite television distribution; b) the operation of the latest generation mobile communication network, GSM/UMTS/LTE/5G; c) the operation of electronic communications services, including data and multimedia communication services in general; d) IP voice services ("VOIP" - Voice over IP); e) Mobile Virtual Network Operator ("MVNO"), f) the provision of consultancy and similar services directly or indirectly related to the above mentioned activities and services, and g) datacentre management and consulting services in IT. The business of these companies is regulated by Law no. 5/2004 (Electronic Communications Law), which establishes the legal regime governing electronic communications networks and services.
The main activity of NOS Audio – Sales and Distribution, S.A., previously designated NOS Lusomundo TV, S.A. and the result of the merger of NOSPUB with NOS Lusomundo TV on December 2020, is the negotiation, acquisition and distribution of content rights and other multimedia products to television and other platforms of distribution, currently producing films and series channels through the compilation of the acquired contents, which are distributed, among other operators, by NOS SA and its subsidiaries. This company also manages the advertising space on Pay TV channels and in the cinemas of NOS Cinemas.
NOS Audiovisuais and NOS Cinemas, together with their associated companies, operate in the audiovisual sector, which includes video production and sale, cinema exhibition and distribution, and the acquisition/negotiation of Pay TV and VOD (video-on-demand) rights.
NOS Inovação main activities are conducting and stimulating scientific activities of R&D (it owns all the intellectual property developed within the NOS Group, intending to guarantee the return of the initial investment through the commercialization of patents and concessions regarding commercial operation, as a result of the creation of new products and services), the demonstration, disclosure, technology and training transfers in the services and information management domains as well as fixed and mobile solutions of the latest generation of TV, internet, voice and data solutions.
These notes to the Financial Statements follow the order in which the items are shown in the consolidated financial statements.

The consolidated financial statements for the quarter ended on 31 March 2023 were approved by the Board of Directors and their issue authorised on 26 April 2023.
The Board of Directors believes that these financial statements give a true and fair view of the Group's operations, financial performance, and consolidated cash flows.
The principal accounting policies adopted in the preparation of the financial statements are described below. These policies were consistently applied to all the financial years presented, unless otherwise stated.
The consolidated financial statements were prepared in accordance with IAS 34 Interim Financial Reporting ("IAS 34"). Therefore, these financial statements do not include all the information required by IFRS, so they must be read in conjunction with the consolidated financial statements for the year ended on 31 December 2022.
The consolidated financial statements are presented in euros as this is the main currency of the Group's operations and all amounts are presented in thousands of euros, except when referred to the financial statements of subsidiaries located abroad were converted into euros in accordance with the accounting policies described in Note 2.3.21.
The consolidated financial statements were prepared on a going concern basis from the ledgers and accounting records of the companies included in the consolidation (Annex A)), using the historical cost convention, adjusted when necessary for the valuation of financial assets and liabilities (including derivatives) at their fair value (Note 2.3.24).
In preparing the consolidated financial statements in accordance with IFRS, the Board used estimates, assumptions, and critical judgments with impact on the value of assets and liabilities and the recognition of income and costs in each reporting period. Although these estimates were based on the best information available at the date of preparation of the consolidated financial statements, current and future results may differ from these estimates. The areas involving a higher element of judgment and estimates are described in Note 3.
The Board of Directors is convinced that there are no material uncertainties that might question this assumption. An analysis was made that the Group has the necessary resources to continue its operations into the future, for a period of no less than 12 months from the reporting date.
In the preparation and presentation of the consolidated financial statements, the NOS Group declares that it complies explicitly and without reservation with IAS/IFRS reporting standards and related SIC/IFRIC interpretations as approved by the European Union.
The following standards, interpretations, amendments and revisions adopted ("endorsed") by the European Union were mandatory for the first time on the financial year beginning 1 January 2023:

These standards and amendments had no material impacts on the consolidated financial statements of the Group.
The following standards, interpretations, amendments and revisions, with mandatory application in future financial years, have not been endorsed by the European Union, until the date of approval of these financial statements:
The Group did not apply any of these standards in advance in the financial statements in the quarter ended on 31 March 2023. No significant impacts on the financial statements resulting from their adoption are estimated.

Controlled companies were consolidated by the full consolidation method. Control is deemed to exist when the Group is exposed or has rights, because of their involvement, to a variable return of the entity's activities, and has capacity to affect this return through the power over the entity. Namely, when the Company directly or indirectly holds a majority of the voting rights at a General Meeting of Shareholders or has the power to determine the financial and operating policies. In situations where the Company has, in substance, control of other entities created for a specific purpose, although it does not directly hold equity in them, such entities are consolidated by the full consolidation method. The entities in these situations are listed in Annex A).
The interest of third parties in the equity and net profit of such companies' income presented separately in the consolidated statement of financial position and in the consolidated statement, respectively, under the item "Non-controlling Interests" (Note 23).
The identifiable acquired assets and the liabilities and contingent liabilities assumed in a business combination are measured initially at fair value at the acquisition date, irrespective of the existence of non-controlled interests. The excess of acquisition cost over the fair value of the Group's share of identifiable acquired assets and liabilities is stated in Goodwill. When the acquisition cost is less than the fair value of the identified net assets, the difference is recorded as a gain in the income statement in the period in which the acquisition occurs.
The non-controlling interests are initially recognized as their proportion of the fair value of the identifiable assets and liabilities.
On the acquisition of additional equity shares in companies already controlled by the Group, the difference between the share of capital acquired and the corresponding acquisition value is recognized directly in equity.
When an increase in position in the capital of an associated company results in the acquisition of control, with the latter being included in the consolidated financial statements by the full consolidation method, the share of the fair values assigned to the assets and liabilities, corresponding to the percentages previously held, is stated in the income statement.
The directly attributable transaction costs are recognized immediately in profit or loss.
When the Group loses control over a controlled entity, the assets and liabilities of that entity, and any non-controlling interests and other components recognised in equity, are derecognised. Any resulting gain or loss is recognised in the income statement. Any interest retained in the entity is measured at fair value when control is lost.
Intercompany transactions, balances, unrealized gains on transactions and dividends distributed between Group companies are eliminated. Unrealized losses are also eliminated unless the transaction shows evidence of impairment of the transferred asset.
When necessary, adjustments are made to the financial statements of controlled companies in order to align their accounting policies with those of the Group.
The classification of investments as jointly controlled companies is determined based on the existence of shareholder agreements, which show and regulate the joint control. Financial investments of jointly controlled companies (Annex C)) are stated by the equity method. Under this method, financial investments are adjusted periodically by an amount corresponding to the share in the net profits of jointly controlled companies, as a contra entry in "Losses / (gains) of affiliated companies" in the income statement before financial results and taxes. Direct changes in the post-acquisition equity of jointly controlled companies are recognized as the value of the shareholding as a contra entry in reserves, in equity.
Additionally, financial investments may also be adjusted for recognition of impairment losses.
Any excess of acquisition cost over the fair value of identifiable net assets and liabilities (goodwill) is recorded as part of the financial investment of jointly controlled companies and subject to impairment testing when there are indicators of loss of value. When the acquisition cost is less than the fair value of the identified net assets, the difference is recorded as a gain in the income statement in the period in which the acquisition occurs.
Losses in jointly controlled companies, which exceed the investment made in them, are not recognized, except when the Group has entered into undertakings with that entity.

Dividends received from these companies are recorded as a reduction in the value of the financial investments.
An associated company is a company in which the Group exercises significant influence through participation in decisions about its financial and operating policies, but in which does not have control or joint control.
Any excess of the acquisition cost of a financial investment over the fair value of the identifiable net assets is recorded as goodwill and is added to the value of the financial investment and its recovery is reviewed annually or whenever there are indications of possible loss of value. When the acquisition cost is less than the fair value of the identified net assets, the difference is recorded as a gain in the statement of comprehensive income in the period in which the acquisition occurs.
Financial investments in associated companies (Annex B)) are stated by the equity method. Under this method, financial investments are adjusted periodically by an amount corresponding to the share in the net profits of associated companies, as a contra entry in "Losses / (gains) of affiliated companies" in the income statement. Direct changes in the post-acquisition equity of associated companies are recognized as the value of the shareholding as a contra entry in reserves, in equity. Additionally, financial investments may also be adjusted for recognition of impairment losses.
Losses in associated companies, which exceed the investment made in them, are not recognized, except when the Group has entered undertakings with that associated company.
Dividends received from these companies are recorded as a reduction in the value of the financial investments.
Investments made by the Group in entities where it does not have significant influence are initially recorded at cost and subsequently measured at fair value through profit or loss.
These investments are presented under "Other financial assets non-current" in the statement of financial position and changes in fair value are recorded against "Net losses / (gains) of affiliated companies" in the income statement.
Balances and transactions as well as unrealized gains between Group companies, and between them and the parent company, are eliminated in the consolidation.
The part of unrealized gains arising from transactions with associated companies or jointly controlled companies attributable to the Group is eliminated in the consolidation. Unrealized losses are similarly eliminated except when they show evidence of impairment of the transferred asset.
As stipulated in IFRS 8, the Group presents operating segments based on internally produced management information (Note 5).
Operating segments are reported consistently with the internal management information model provided to the chief operating decision maker of the Group, who is responsible for allocating resources to the segment and for assessing its performance, and for taking strategic decisions.
The Group presents assets and liabilities in the financial statements based in the current and non-current classification. An asset is classified as current when:

• The asset is a cash or a cash equivalent, unless its trade or use is limited to settle a liability during, at least, 12 months after reporting.
A liability is classified as current when:
The remaining assets and liabilities of the Group are classified as non-current.
Realizable assets and liabilities due in less than one year from the date of the statement of financial position are classified as current in assets and liabilities, respectively.
In accordance with IAS 1, "Integration costs", "Losses / (gains) on disposal of assets" and "Other non-recurring costs / (gains)"reflect unusual costs and revenues, that should be disclosed separately from the usual cost and revenues lines, in order to avoid distortion of the financial information from regular operations, and be consistent with the way the group's financial performance is analyzed and monitored by management. These unusual costs and revenues may not be comparable to similarly titled measures used by other companies. When determining whether an event or transaction is unusual, management considers both quantitative and qualitative factors. Examples of unusual costs and revenues are: business restructuring programs and respective compensation; regulatory affairs and lawsuits; extraordinary impairment of assets due to the reduction of their recoverable amount, sale of non current assets, among others. If costs and revenues meet these criteria, which are applied consistently from year to year, they are treated as unusual and presented in the specific lines above.
Tangible assets are stated at acquisition cost, less accumulated depreciation and impairment losses, when applicable. Acquisition cost includes, in addition to the purchase price of the asset: (i) costs directly attributable to the purchase; and (ii) the estimated costs of decommissioning and removal of the assets and restoration of the site, which in Group applies to the cinema operation business, telecommunication towers and offices (Note 7).
Estimated losses resulting from the replacement of equipment before the end of its useful life due to technological obsolescence are recognized by a deduction, from the corresponding asset as a contra entry in profit and loss. The costs of current maintenance and repairs are recognized as a cost when they are incurred. Significant costs incurred on renovations or improvements to the asset are capitalized and depreciated over the corresponding estimated payback period when it is probable that there will be future economic benefits associated with the asset and when these can be measured reliably.
The gains and losses from the disposal of tangible assets, determined by the difference between the sale value and the net book value, are recognized in the item "Losses/ (gains) on disposal of assets".
Tangible assets are depreciated from the time they are completed or ready to be used. These assets, less their residual value, are depreciated by the straight-line method, in twelfths, from the month in which they become available for use, according to the useful life of the assets defined as their estimated utility.

The depreciation rates used correspond to the following estimated useful lives:
| 2022 | 2023 | |
|---|---|---|
| (YEARS) | (YEARS) | |
| Buildings and other constructions | 2 - 50 | 2 - 50 |
| Technical equipment: | ||
| Network Installations and equipment | 7 - 40 | 7 - 40 |
| Terminal equipment | 2 - 8 | 1 - 5 |
| Other technical equipment | 1 - 16 | 1 - 16 |
| Transportation equipment | 3 - 4 | 3 - 4 |
| Administrative equipment | 2 - 10 | 2 - 10 |
| Other tangible assets | 4 - 8 | 4 - 8 |
The non-current assets (or discontinued operations) are classified as held for sale if the respective value is realizable through a sale transaction instead of its continued use.
This situation is considered to happen only when: i) the sale is very likely to happen and the asset is immediately available to be sold in its current conditions, ii) the Company made the commitment to sell, and iii) the sale is expected to take place in a period of 12 months. In this case, the non-current assets are measured by the lower amount between accounting value or the respective fair value deducted from the costs of the sale.
The non-current assets held for sale and discontinued operations are measured at the lower of two: i) the accounting value and, ii) the fair value deducted from the costs of the sale. The costs of the sale are the incremental costs directly assigned to the disposal of the asset (or group to be disposed), excluding financial costs and income tax expenses.
From the moment that tangible assets are considered to be "held for sale" the inherent depreciation of those assets ceases, and the assets are determined as non-current asset held for sale.
A discontinued operation unit is a component of and entity that was disposed or is classified as held for sale and:
Discontinued operations are excluded from the continued operations results and are presented in separate as an amount of net income after taxes from discontinued operations on the financial statement of income by nature.
Intangible assets are stated at acquisition cost, less accumulated amortization and impairment losses, when applicable. Recognized only when they generate future economic benefits for the Group and when they can be measured reliably.
Intangible assets consist mainly of goodwill, telecom and software licenses, content utilization rights and other contractual rights.
Group companies periodically carry out an impairment assessment of intangible assets in-progress. This impairment assessment is also carried out whenever events or changes in circumstances indicate that the amount at which the asset is recorded may not be recoverable. When such indications exist, the Group calculates the recoverable value of the asset in order to determine the existence and extent of the impairment loss.
Goodwill represents the excess of acquisition cost over the net fair value of the assets, liabilities, and contingent liabilities of a subsidiary, jointly controlled company or associated company at the acquisition date, in accordance with IFRS 3.

Goodwill is recorded as an asset and included in "Intangible assets" (Note 8) in the case of a controlled company or in the case in which the excess of cost has been originated by a merger, and in "Financial investments in group companies" (Note 11) in the case of a jointly controlled company or an associated company.
Goodwill is not amortised and is subject to impairment tests at least once a year, on a specified date, and whenever there are changes in the test's underlying assumptions at the date of the statement of financial position which may result in a possible loss of value. Any impairment loss is recorded immediately in the income statement in "Impairment losses" and is not liable to subsequent reversal.
For the purposes of impairment tests, goodwill is attributed to the cash-generating units to which it is related (Note 8), which may correspond to the business segments in which the Group operates, or a lower level.
Internally generated intangible assets, including expenditure on research, are expensed when they are incurred. Research and development costs are only recognized as assets when the technical capability to complete the intangible asset is demonstrated and when it is available for use or sale.
Assets classified under this item relate to the rights and licenses acquired under contract by the Group to third parties and used in realizing the Group's activities, and include:
The content exploration rights are recorded in the consolidated statement of financial position, as intangible assets, when the following conditions are fulfilled: (i) there is control over the content, (ii) the Company has the right to choose the way to explore the content, and (iii) it is available for exhibition.
The conclusion of contracts relating to sports contents, which are not immediately available, originates rights that are initially classified as contractual commitments.
In the specific case of broadcasting rights of sports competitions, these are recognized as assets when the necessary conditions to organize each sports competition are present, which occurs in the homologation date of the participating teams in the competition that is being held in the sports season to be initiated, by the organizing entity, taking into consideration that it is from that date that the conditions for the recognition of an asset are present, namely, the unequivocal attainment of the exploration rights of the games of the stated season. In this situation, the stated rights are recognized in the income statement in "Depreciation, amortization, and impairment losses", by the linear method, by twelfths, starting from the beginning of the month in which they are available for use.
Resulting from agreements concluded for the cession of the exclusive rights to exploit sports content, and as it is permitted by IAS 1, since 2017, NOS presents the net assets and liabilities of the values ceded to other operators, considering that this compensation best reflects the substance of the transactions.
When the recognized intangible assets involve payments in periods above 1 year, the intangible asset corresponds to the present value of those payments.
The useful lives of the intangible assets are classified as finite or indefinite.
Intangible assets with finite useful lives are amortised over their useful lives, with an impairment analysis carried out whenever there are indications that the amount at which the intangible asset is mentioned in the financial statements may not be recovered. The amortization period and the amortization method of an intangible asset with a finite useful life are reviewed periodically. Any changes in the expected useful life or in the expected pattern of future consumption of the economic benefits incorporated in the asset, are considered in the modification over the period or method of amortization and, if verified, are treated as changes in accounting estimates. The amortization costs of intangible assets with finite lives are recognized in the income statement.

The assets with finite useful life are amortised by the straight-line method, in twelfths, from the beginning of the month in which they become available for use.
The amortization rates used correspond to the following estimated useful lives:
| 2022 | 2023 | |
|---|---|---|
| (YEARS) | (YEARS) | |
| Telecom licences | 20 - 33 | 20 - 33 |
| Software licences | 1 - 8 | 1 - 8 |
| Period of the | Period of the | |
| Content utilization rights | contract | contract |
| Other | 1 to 20 | 1 to 20 |
The intangible assets with indefinite useful lives are not amortised, and impairment assessments are performed annually.
Accordingly, the useful life of an intangible asset that is not being amortised is periodically reviewed to determine whether events and circumstances continue to support an indefinite useful life assessment for that asset. If not, the change in the assessment of the useful life from indefinite to finite is accounted for as a change in an accounting estimate.
An intangible asset is unrecognized in its disposal moment, or when no future economic benefits from its use or disposal are expected. The gain or loss related with an unrecognized intangible asset (determined as the difference between the net income of its disposal, if there is any, and the carrying amount of that same asset) is recognised in the financial statement of income by nature.
This item corresponds to costs incurred in attracting customers and costs associated with fulfilling a contract that are capitalized whenever they meet all of the following criteria:
These costs are recognized for the period expected to fulfill the contract (2 to 4 years).
The costs of attracting customers are essentially:
The costs associated with fulfilling the contracts are essentially:

Group companies periodically carry out an impairment assessment of non-current assets. This impairment assessment is also carried out whenever events or changes in circumstances indicate that the amount at which the asset is recorded may not be recoverable. When such indications exist, the Group calculates the recoverable value of the asset to determine the existence and extent of the impairment loss.
The recoverable value is estimated for each asset individually or, if that is not possible, assets are grouped at the lowest levels for which there are identifiable cash flows to the cash-generating unit to which the asset belongs. Each of the Group's businesses is a cash-generating unit, except for the assets allocated to the cinema exhibition business, which are grouped into regional cash-generating units.
The recoverable amount is calculated as the higher of the net sale price and the current use value. The net sale price is the amount that would be obtained from the sale of the asset in a transaction between independent and knowledgeable entities, less the costs directly attributable to the sale. The current use value is the current value of the estimated future cash flows resulting from continued use of the asset or of the cash-generating unit. When the amount at which the asset is recorded exceeds its recoverable value, it is recognised as an impairment loss.
The reversal of impairment losses recognised in previous years is recorded when there are indications that these losses no longer exist or have decreased. The reversal of impairment losses is recognised in the statement of comprehensive income in the year in which it occurs. However, an impairment loss can only be reversed up to the amount that would be recognised (net of amortization or depreciation) if no impairment loss had been recorded in previous years.
Financial assets are recognised in the statement of financial position of the Group on the trade or contract date, which is the date on which the Group undertakes to purchase or sell the asset.
Initially, apart from commercial accounts receivable, financial assets are recognised at fair value plus directly attributable transaction costs, except for assets at fair value through income in which transaction costs are immediately recognised in income. Trade accounts receivable, at the initial time, are recognised at their transaction price, as defined in IFRS 15.
The financial assets are derecognised when:
The financial assets and liabilities are offset and shown as a net value when, and only when, the Group has the right to offset the recognised amounts and intends to settle for the net value.
The Group classifies its financial assets into the following categories: financial assets at fair value through profit or loss, financial assets measured at amortised cost, financial assets at fair value through other comprehensive income. Its classification depends on the entity's business model to manage the financial assets and the contractual characteristics in terms of the cash flows of the financial asset.
This category includes financial derivatives and equity instruments that the Group has not classified as financial assets through other comprehensive income at the time of initial recognition. This category also includes all financial instruments whose contractual cash flows are not exclusively capital and interest.
Financial assets at fair value through results are presented in the financial statements at fair value, the net changes being known in the income statement. This category of assets includes derivative instruments and investments in listed companies for which the Company has not classified them as financial assets at fair value through other comprehensive income. Dividends from investments in listed companies are recognised as income in the income statement when the respective right of receipt is formalized.

Gains and losses resulting from changes in the fair value of assets measured at fair value through profit or loss are recognised in results in the year in which they occur under "Losses / (gains) on financial assets", including the income from interest and dividends.
Financial assets measured at fair value through other comprehensive income are those that are part of a business model whose objective is achieved through the collection of contractual cash flows and the sale of financial assets, being that these contractual cash flows are only capital and interest reimbursement on the capital in debt.
Financial assets measured at amortised cost are those that are included in a business model whose purpose is to hold financial assets in order to receive the contractual cashflows, being that these contractual cash flows are only capital reimbursement and interest payments on the capital in debt.
Financial assets measured at amortised cost are subsequently measured using the effective tax rate method and subject to impairment. Income and costs are recognised in the income statement when the asset is derecognised, updated or an impairment is recognised over it. Financial assets measured at the Company's amortised cost include accounts receivable and loans granted to related parties.
The amounts included in "Cash and cash equivalents" correspond to the amounts of cash, bank deposits, term deposits and other investments with maturities of less than three months which may be immediately realizable and with a negligible risk of change of value.
For the purposes of the statement of cash flows, "Cash and cash equivalents" also includes bank overdrafts included in the statement of financial position under "Borrowings" (when applicable).
Financial liabilities and equity instruments are classified according to their contractual substance irrespective of their legal form. Equity instruments are contracts that show a residual interest in the Group's assets after deducting the liabilities. The equity instruments issued by Group companies are recorded at the amount received, net of the costs incurred in their issue. Financial liabilities are recognised only when extinguished, i.e. when the obligation is settled, cancelled, or extinguished.
In accordance with IFRS 9, financial liabilities are classified as subsequently measured at amortised cost, except for:
Financial liabilities of the Group include borrowings, accounts payable and derivative financial instruments.

At the date of each financial position statement, the Group analyses and recognizes expected losses on its debt securities, loans and accounts receivable. The expected loss results from the difference between all contractual cash flows that are due to an entity in accordance with the contract and all the cash flows that the entity expects to receive, discounted at the original effective interest rate.
The objective of this impairment policy is to recognize expected credit losses over the respective duration of financial instruments that have undergone significant increases in credit risk since initial recognition, assessed on an individual or collective basis, considering all reasonable and sustainable information, including prospects. If, at the reporting date, the credit risk associated with a financial instrument has not increased significantly since the initial recognition, the Group measures the provision for losses relating to that financial instrument by an amount equivalent to the expected credit losses within a period of 12 months.
For receivables and assets resulting from contracts under IFRS 15, the Group adopts the simplified approach when calculating expected credit losses. As a result, the Group does not monitor changes in credit risk, recognizing instead impairment losses based on the expected credit loss on each reporting date. The Group established a provisions' matrix where it presents an impairment loss criterion based on the history of credit losses, adjusted by specific prospective factors for the clients and the economic environment.
The Group uses derivative financial instruments, such as exchange rate forward contracts, interest rate swaps, to cover its exchange rate risks, interest, respectively. Such derivative financial instruments are initially recorded at fair value on the date the derivative is contracted and are subsequently measured at fair value. Derivatives are presented in assets when their fair value is positive and in liabilities when their fair value is negative.
In terms of hedge accounting, hedges are classified as:
NOS Group uses derivative financial instruments with fair value and cash flow hedges.
At the beginning of the hedge relationship, the Group formally designates and documents the hedging relationship for which hedge accounting is intended to apply as well as the management and strategy purpose of such hedge.
The documentation includes the identification of the hedging instrument, the hedged item or transaction, the nature of the risk being hedged and how the Group will assess whether the hedging relationship meets the hedge effectiveness requirements (including the analysis of sources of hedge ineffectiveness and how the hedge ratio is determined). A hedging relationship qualifies for hedge accounting if it meets all the following effectiveness requirements:
Hedges that meet all the quantifying criteria for hedge accounting are accounted for, as described below:

The change in the fair value of a hedging instrument is recognised in the statement of profit or loss. The change in the fair value of the hedged item attributable to the risk hedged is recorded as part of the carrying value of the hedged item and is also recognised in the statement of profit or loss.
For fair value hedges relating to items carried at amortised cost, any adjustment to carrying value is amortised through profit or loss over the remaining term of the hedge using the EIR method. The EIR amortisation may begin as soon as an adjustment exists and no later than when the hedged item ceases to be adjusted for changes in its fair value attributable to the risk being hedged.
If the hedged item is derecognised, the unamortised fair value is recognised immediately in profit or loss.
When an unrecognised firm commitment is designated as a hedged item, the subsequent cumulative change in the fair value of the firm commitment attributable to the hedged risk is recognised as an asset or liability with a corresponding gain or loss recognised in profit or loss.
The effective portion of the gain or loss on the hedging instrument is recognised in OCI in the cash flow hedge reserve, while any ineffective portion is recognised immediately in the statement of profit or loss. The cash flow hedge reserve is adjusted to the lower of the cumulative gain or loss on the hedging instrument and the cumulative change in fair value of the hedged item.
The Group uses forward contracts of:
The ineffective portion relating to foreign currency contracts is recognised as "Net foreign exchange losses/(gains)", the ineffective portion relating to interest rates is recognised as "Financial costs" and the ineffective portion relating to own shares contracts is recognised as "Wages and salaries".
On the quarter ended on 31 March 2023, the Group did not change the recognition method.
The amounts accumulated in OCI are accounted for, depending on the nature of the underlying hedged transaction. If the hedged transaction subsequently results in the recognition of a non-financial item, the amount accumulated in equity is removed from the separate component of equity and included in the initial cost or other carrying amount of the hedged asset or liability. This is not a reclassification adjustment and will not be recognised in OCI for the period. This also applies where the hedged forecast transaction of a non-financial asset or non-financial liability subsequently becomes a Group's commitment for which fair value hedge accounting is applied.
For any other cash flow hedges, the amount accumulated in OCI is reclassified to profit or loss as a reclassification adjustment in the same period or periods during which the hedged cash flows affect profit or loss.
If cash flow hedge accounting is discontinued, the amount that has been accumulated in OCI must remain in accumulated OCI if the hedged future cash flows are still expected to occur. Otherwise, the amount will be immediately reclassified to profit or loss as a reclassification adjustment. After discontinuation, once the hedged cash flow occurs, any amount remaining in accumulated OCI must be accounted for depending on the nature of the underlying transaction as described above.

Inventories, which mainly include mobile phones, customer terminal equipment, DVDs, and content broadcasting rights, are valued at the lower of their cost or net realizable value.
The acquisition cost includes the invoice price, freight, and insurance costs, using the Weighted Average Cost as the method of costing goods sold.
Inventories are adjusted for technological obsolescence, as well as for the difference between the purchase cost and the net realizable value, whichever is the lower, and this reduction is recognised directly in the income statement.
The net realizable value corresponds to the normal sale price less restocking costs and selling costs.
The differences between the cost and the corresponding net realizable value of inventories, when this is less than the cost, are recorded as operating costs in "Cost of goods sold".
Inventories in transit, since they are not available for consumption or sale, are separated out from other inventories and are valued at their specific acquisition cost.
The signing of contracts related with sports content originates rights that are initially classified as contractual commitments.
The content broadcasting rights are recorded in the consolidated statement of financial position, as Inventories, in the event of the nonexistence of full right over the way of exploration of the asset, by the respective value of cost or net realizable value, whenever it is lower, when programmatic content has been received and is available for exhibition or use, according to contractual conditions, without any production or change, given that the necessary conditions for the organization of each sports competition are present, which occurs in the homologation date of the participating teams in the competition that is being held in the sports season to be initiated, by the organizing entity. The stated rights are recognised in the income statement in "Direct costs: Exhibition costs", on a systematic basis given the pattern of economic benefits obtained through their commercial exploration. No balances of content rights are registered in the Inventories caption.
Due to the agreement between the three national operators of reciprocal availability, for several sports seasons (collaborative arrangement), of sports content (national and international) owned by them, (Note 42.2), NOS considered the recognition of the costs, excluding those divided by the remaining operators, on a systematic basis, given the pattern of economic benefits obtained through their commercial exploration.
Subsidies are recognised at their fair value when there is a reasonable assurance that they will be received and Group companies will meet the requirements for their award.
Operating subsidies, mainly for employee training, are recognised in the statement of comprehensive income by deduction from the corresponding costs incurred.
Investment subsidies are recognised in the statement of financial position as deferred income.
If the subsidy is considered as deferred income, it is recognised as income on a systematic and rational basis during the useful life of the asset.
Provisions are recognised when:
When one of the above conditions is not met, the Group discloses the events as a contingent liability unless the likelihood of an outflow of funds resulting from this contingency is remote, in which case they are not disclosed.
Provisions for legal procedures taking place against the Group are made in accordance with the risk assessments carried

out by the Group and by their legal advisers, based on success rates.
Provisions for restructuring are only recognised when the Group has a detailed, formal plan, which identify the main features of the restructuring program, and after these facts have been reported to the entities involved.
Provisions for dismantling costs, removal of assets and restoration of the site are recognised when the assets are installed, in line with the best estimates available at that date. The amount of the provisioned liability reflects the effects of the passage of time and the corresponding financial indexing is recognised in results as a financial cost.
Obligations arising from onerous contracts are recorded and measured as provisions. An onerous contract exists when the Company is an integral part of a contract, whose compliance has associated costs directly associated with the contract (both incremental costs and an allocation of costs directly related to the contract) that exceed future economic benefits.
Provisions for potential future operating losses are not covered.
Contingent liabilities are not recognised in the financial statements, unless the exception provided under IFRS 3 business combination, and are disclosed whenever there is a good chance to shed resources including economic benefits. Contingent assets are not recognised in the financial statements, being disclosed when there is a likelihood of a future influx of financial resources.
Provisions are reviewed and brought up to date at the date of the statement of financial position to reflect the best estimate at that time of the obligation concerned.
A lease is defined as a contract, or part of a contract, that transfers the right to use a good (the underlying asset) for a period in exchange for a value.
At the beginning of each contract, it is evaluated and identified if it is or contains a lease. This assessment involves an exercise of judgement as to whether each contract depends on a specific asset if NOS obtains substantially all the economic benefits from the use of that asset and whether NOS has the right to control the use of the asset.
All contracts that constitute a lease are accounted for based on the on-balance model in a similar way with the treatment that IAS 17 establishes for financial leases.
At the commencement date of the lease, NOS recognises the liability related to lease payments (lease liability) and the asset representing the right to use the underlying asset during the lease period (the right of use or "ROU").
The cost of interest on the lease liability and the depreciation of the ROU are recognised separately.
Lease liability is remeasured at the occurrence of certain events (such as a change in the lease period, a change in future payments that result from a change in the reference rate or rate used to determine such payments). This remeasurement of the lease liability is recognised as an adjustment in the ROU.
The estimated costs of dismantling, removal of assets and restoration of the site related with leases are recognised in tangible assets with works carried out (Note 2.3.3).
The Group recognizes the right to use the assets at the start date of the lease (that is, the date on which the underlying asset is available for use).
The right to use the assets is recorded at acquisition cost, deducted from accumulated depreciation and impairment losses and adjusted for any new measurement of lease liabilities. The cost of the ROU of the assets includes the recognised amount of the lease liability, any direct costs incurred initially, and payments already made prior to the initial rental date, less any incentives received.
Unless it is reasonably certain that the Group obtains ownership of the leased asset at the end of the lease term, the recognised right of use of the assets is depreciated on a straight-line basis over the shorter of its estimated useful life and the term of the lease.

Rights of use are subject to impairment.
The rights of used of assets are depreciated using the straight-line method by the shortest period between length of the contract and its expected useful life.
If at the end of the leasing contract the asset is transferred to the company, or if the cost reflects the possibility of exercising the call option, the depreciation is calculated according to the estimated useful life of the asset.
At the start date of the lease, the Group recognizes the liabilities measured at the present value of the future payments to be made until the end of the lease.
Lease payments include fixed payments (including fixed payments on the substance), deducted of any incentives to be received, variable payments, dependent on an index or rate, and expected amounts to be paid under residual value guarantees. The lease payments also include the exercise price of a call option if it is reasonably certain that the Group will exercise the option, and penalties for termination of the lease if it is reasonably certain that the Group will terminate the lease.
Variable payments that do not depend on an index or a rate are recognised as an expense in the period in which the event giving rise to them occurs.
To calculate the present value of the lease payments, the Group uses the incremental loan rate at the start date of the lease if the implied interest rate is not readily determinable.
After the start date of the lease, the value of the lease liability is increased to reflect the increase in interest and reduces by the payments made. In addition, the book value of the lease liability is remeasured if there is a change, such as a change in the lease term, fixed payments or the purchase decision of the underlying asset.
NOS is covered by the special tax regime for groups of companies, which covers all the companies in which it directly or indirectly owns at least 75% of the share capital and which simultaneously are resident in Portugal and subject to Corporate Income Tax (IRC).
The remaining subsidiaries not covered by the special tax regime for groups of companies are taxed individually based on their respective taxable incomes and the applicable tax rates.
Income tax is stated in accordance with the IAS 12 criteria. In calculating the cost relating to income tax for the period, in addition to current tax, allowance is also made for the effect of deferred tax calculated in accordance with the liability method, taking into account the temporary differences resulting from the difference between the tax basis of assets and liabilities and their values as stated in the consolidated financial statements, and the tax losses carried forward at the date of the statement of financial position. The deferred income tax assets and liabilities were calculated based on the tax legislation currently in force or of legislation already published for future application.
Deferred income tax assets are recognised for all the deductible temporary differences until it is likely that a taxable profit is obtained to which the deductible temporary difference may be used, unless the deferred income tax asset results from the initial recognition of an asset or liability in a transaction which:

As stipulated in the above standard, deferred income tax assets are recognised only when there is reasonable assurance that these may be used to reduce future taxable profit, or when there are deferred income tax liabilities whose reversal is expected to occur in the same period in which the deferred income tax assets are reversed. At the end of each period an assessment is made of deferred income tax assets, and these are adjusted in line with the likelihood of their future use.
The amount of tax to be included, either in current tax or in deferred tax resulting from transactions or events recognised in equity accounts, is recorded directly under those items and does not affect the results for the period.
In a business combination, the deferred tax benefits acquired are recognised as follows:
The benefits granted to employees under share purchase or share option incentive plans are recorded in accordance with the requirements of IFRS 2 – Share-based payments.
In accordance with IFRS 2, since it is not possible to reliably estimate the fair value of the services received from employees, their value is measured by reference to the fair value of equity instruments in accordance with their share price at the grant date.
The cost is recognised, linearly over the period in which the service is provided by employees, under the caption "Wages and salaries" in the income statement, with the corresponding increase in "Other reserves" in equity.
The accumulated cost recognised at the date of each statement of financial position up to the vesting reflects the best estimate of the number of own shares that will be vested, weighted by the tire elapse between the grant and the vesting. The impact on the income statement each year corresponds to the accumulated cost valuation between the beginning and the end of the year.
In turn, benefits granted based on shares but paid in cash lead to the recognition of a liability valued at fair value at the date of the statement of financial position.
Issue of shares corresponds to premiums from the issuance or capital increases. According to Portuguese law, share premiums follow the treatment given to the "Legal reserve", that is, the values are not distributable, except in case of liquidation, but can be used to absorb losses after having exhausted all other reserves and to increase share capital.
The own shares are recorded at acquisition cost as a deduction from equity. Gains or losses on the sale of own shares are recorded under "Other reserves".
Portuguese commercial legislation requires that at least 5% of annual net profit must be appropriated to a legal reserve until it represents at least 20% of the share capital. This reserve is not distributable, except in case of liquidation, but can be used to absorb losses, after having exhausted all other reserves and to increase share capital.

According to IFRS 2 - "Share-based payments", the responsibility with the medium-term incentive plans settled by delivery of own shares is recorded as credit under "Reservations for mid-term incentive plans" and such reserve is not likely to be distributed or used to absorb losses.
Hedging reserve reflects the changes in fair value of derivative financial instruments as cash flow hedges that are considered effective, and they are not likely to be distributed or be used to absorb losses.
The "Own shares reserves" reflect the value of the shares acquired and follows the same legal regime as the legal reserve.
This item includes the results available for distribution to shareholders and earnings per fair value in financial instruments increases, financial investments and investment properties, which, in accordance with paragraph 2 of article 32 of the CSC, will only be available for distribution when the elements or rights that originated them are sold, exercised, terminated, or settled.
Under Portuguese law, the amount of distributable reserves is determined according to the individual financial statements of the company prepared in accordance with IFRS. In addition, the increases resulting from the application of fair value through equity components, including its application through the net profit can only be distributed when the elements that originated them are sold, exercised liquidated or when the end their use, in the case of tangible assets or intangible assets.
The company recognizes the liability, as well as its impact over the equity, associated with the responsibility to distribute dividends when it is approved by the shareholders.
The main types of revenue of NOS subsidiaries are as follows:
• Revenues of Communications Services:
Cable/Satellite television, fixed broadband and fixed voice: The revenues from services provided using the fibre optic cable network result from:

to which the Group has publicity rights and in cinemas. These revenues are recognised from when they are received, taken off any discounts given.
The Group's revenue is based on the five-step model established by IFRS 15:
Thus, at the beginning of each contract, the NOS Group evaluates the promised goods or services and identifies, as a performance obligation, every promise of transfer to the customer of any distinct good or service (or package of goods or services). These promises in customer contracts may be express or implied, provided such promises create a valid expectation in the client that the entity will transfer a good or service to the customer, based on the entity's published policies, specific statements or usual business practices.
The NOS Group has internally defined that a performance obligation corresponds to the promise of delivery of a good or service that can be used in an isolated/separated way by the customer and on which there is a clear perception of this good or service by the customer among the available in each contract.
The main performance obligations are summarized as Sales of Mobile Phones, Telephones, Hotspots, DVD's, Movie Tickets, Licensing and Other Equipment and the Services Rendered of Mobile Internet Services, Fixed Internet, Mobile Phone, Landline Phone, Television, Consulting, Cloud/ IT Services, distribution of audio-visual rights among others.
The provision of Set-top-boxes, routers, modems and other terminal equipment at the customers' home and respective installation and activation services were considered by the group as not corresponding to a performance obligation, since they are necessary actions to fulfil the promised performance obligation.
In determining and allocating the transaction price of each performance obligation, NOS used stand-alone prices of the promised products and services at the time of entering into the agreement with the customer to distribute the amount expected to be received under the contract.
The recognition of revenue occurs at the time of performance of each performance obligation.

Revenue from selling equipment is included when the buyer takes on the risks and advantages of taking possession of goods and the value of the benefits are reasonably quantified.
Revenue from telecom services subscriptions (TV, internet, mobile and fixed voice services bundle subscription, individually or as a bundle) is recognised linearly over the subscription period.
Revenue from equipment rental is recognised linearly over the rental agreement, except in the case of instalment sales, which are accounted as credit sales.
The Group attributes to its customers loyalty points in each call or recharge, that might be exchanged, over a limited period, for discounts in equipment purchase.
In each reporting period, NOS recognizes the current liability with discounts to be awarded in the future. This responsibility is calculated based on the amount of points awarded and not yet used, discounted from the estimate of points that will not be used (based on the history of use) and valued based on the offer available at each time for the use of points (specific catalog).
The recognition of liability configures a deferred income (until the date on which the points are definitively converted into benefits), which is recognised at the time of the use of the discount, as a revenue accrual.
Revenue related with traffic, roaming, data usage, audiovisual content, and others is recognised when the service is rendered. The Group also offers various personalised solutions, particularly to its corporate customers in telecom management, access, voice, and data transmission services. These personalised solutions are also recognised when the service is rendered.
Unless demanded or allowed by IFRS, the compensation of revenues and costs is not performed, namely, when it reflects the nature of the transaction or other event.
The compensation of revenues and costs is performed in the following situations:
Discounts granted to customers related with loyalty programmes are allocated to the entire retention contract to which the customer is committed to. Therefore, the discount is recognised as the goods and services made available to the customer.
Amounts that have not been invoiced for are included based on estimates. The differences between the estimated amounts and the actual amounts, which are normally immaterial, are recorded in the next financial year.
The revenue from penalties is recognised in the "Other income" item upon receival.
Interest revenue is recognised using the effective interest method, only when they generate future economic benefits.
Group's revenues and costs are recognised in accordance with the accrual's principle, under which they are recognised as they are generated or incurred, regardless of when they are received or paid.
The costs and revenues related to the current period and whose expenses and income will only occur in future periods are registered under "Accounts receivable – trade", "Accounts receivable – other", "Prepaid expenses", "Accrued expenses" and "Deferred income", as well as the expenses and income that have already occurred that relate to future periods, which will be recognised in each of those periods, for the corresponding amount.
The costs related to the current period and whose expenses will only occur in future periods are registered under "Accrued

expenses" when it is possible to estimate with certainty the related amount, as well as the timing of the expense's materialization. If uncertainty exists related to any of these aspects, the value is classified as Provisions (Note 2.3.14).
Transactions in foreign currencies are converted into the functional currency at the exchange rate on the transactions dates. On each accounting date, outstanding balances (monetary items) are updated by applying the exchange rate prevailing on that date. The exchange rate differences in this update are recognised in the income statement for the year in which they were calculated in the item "Losses / (gains) on exchange variations". Exchange rate variations generated on monetary items, which constitute enlargement of the investment denominated in the functional currency of the Group or of the subsidiary in question, are recognised in equity. Exchange rate differences on non-monetary items are classified in "Other reserves" in equity.
The financial statements of subsidiaries denominated in foreign currencies are converted at the following exchange rates:
Exchange differences arising from the conversion into euros of the financial statements of subsidiaries denominated in foreign currencies are included in equity under "Other reserves".
In the last quarter of 2017, the Angolan economy was considered a hyperinflationary economy according to IAS 29 - Financial Reporting in Hyperinflationary Economies.
This standard requires that the financial statements prepared in the currency of a hyperinflationary must be expressed in terms of the current measurement unit at the financial statements' preparation date.
In summary, the general aspects that must be considered for the restatement of the individual financial statements are the following ones:
Additionally, according to IAS 21, the restatement of the consolidated financial statements is prohibited when the parent company does not operate in a hyperinflationary economy.
The conversion coefficient that was used for the restatement of the individual financial statements of the subsidiaries in Angola was the Consumer Price Index (CPI), issued by the National Bank of Angola.
In the last quarter of 2019, the Angolan economy was no longer considered a hyperinflationary economy.
IAS 29 - Financial Reporting in Hyperinflationary Economies provides that "when an economy ceases to be hyperinflationary, the company should treat the amounts expressed in the current unit of measurement at the end of the previous reporting period, as the basis for the carrying amounts in its statements subsequent financial statements". In this way, the adjustments / revaluations, carried out until the end of the classification as a hyperinflationary economy, are treated as a deemed cost and recognised in the same proportion as the assets that gave rise to it.

At 31 December 2022 and 31 March 2023, assets and liabilities expressed in foreign currencies were converted into euros using the following exchange rates of such currencies against the euro, as published by the Bank of Portugal:
| 31-12-2022 | 31-03-2023 | |
|---|---|---|
| US Dollar | 1.0666 | 1.0875 |
| Angolan Kwanza | 537.5664 | 547.0125 |
| British Pound | 0.8869 | 0.8792 |
| Mozambican Metical | 67.4500 | 68.7700 |
| Canadian Dollar | 1.4440 | 1.4737 |
| Swiss Franc | 0.9847 | 0.9968 |
| Real | 5.6386 | 5.5158 |
In the quarters ended on 31 March 2022 and 2023, the income statements of subsidiaries expressed in foreign currencies were converted to euros at the average exchange rates of the currencies of their countries of origin against the euro. The average exchange rates used are as follows:
| 3M 22 | 3M 23 | |
|---|---|---|
| Angolan Kwanza | 543.2726 | 541.8054 |
| Mozambican Metical | 70.4833 | 68.2633 |
Financial charges related to borrowings are recognised as costs in accordance with the accrual's principle, except in the case of loans incurred (whether these are generic or specific) for the acquisition, construction or production of an asset that takes a substantial period (over one year) to be ready for use, which are capitalized in the acquisition cost of that asset. Costs from capitalized borrowings are determined having in consideration the amount of borrowing costs obtained that can be capitalized, according to the application of a capitalization rate over the expenses associated with that asset. The capitalization rate (aligned with NOS average financing rate) as well as with the costs to be capitalized are determined monthly, taking into consideration the monthly balance of eligible borrowings and the monthly amount of the asset in progress that qualifies.
Investment property mainly includes buildings held to generate rents rather than for use in the production or supply of goods or services, or for administrative purposes, or for sale in the ordinary course of business. These are measured initially at cost.
Subsequently, the Group uses the cost model for the valuation of investment property since use of the fair value model would not result in material differences.
An investment property is eliminated from the statement of financial position on disposal or when the investment property is taken permanently out of use and no financial benefit is expected from its disposal.
The Group measures part of the financial assets, such as financial assets available for sale, and some of its non-financial assets, at fair value on the date of the financial statements.
The fair value measurement assumes that the asset or liability is exchanged in an orderly transaction among market

participants to sell the asset or transfer the liability at the measurement date under current market conditions. The fair value measurement is based on the assumption that the transaction to sell the asset or transfer the liability may occur:
Since different entities and businesses within a single entity can have access to different markets, the main or most advantageous market for the same asset or liability can vary from one entity to another, or even between businesses within the same entity, but it is assumed that they are accessible to the Group.
The fair value measurement uses assumptions that market participant's use in defining price of the asset or liability, assuming that market participants would use the asset to maximize its value.
The Group uses valuation techniques appropriate to the circumstances whenever there is information to measure the fair value, maximizing the use of relevant observable inputs and minimizing the use of unobservable inputs.
All assets and liabilities measured at fair value or of which disclosure is mandatory, are rated on a fair value hierarchy, which ranks data in three levels to be used in the measurement at fair value, and detailed below:
The fair value measurement is classified in the same fair value hierarchy level at the lowest level of input, which is significant to the measurement as a whole.
Financial assets and liabilities are offset and presented at the net amount when, and only when, the Group has the right to offset the recognised amounts and intends to settle for the net amount.
Personnel expenses are recognised when the service is rendered by employees independently of their date of payment. Here are some specificities:

payment the compensation for dismissal. Considering the characteristics of each Fund, the following is considered:
The statement of cash flows is prepared in accordance with the direct method. The Group classifies under "Cash and cash equivalents" the assets with maturities of less than three months and for which the risk of change in value is negligible. For purposes of the statement of cash flows, the balance of cash and cash equivalents also include bank overdrafts included in the statement of financial position under "Borrowings".
The statement of cash flows is divided into operating, investing, and financing activities.
Operating activities include cash received from customers and payments to suppliers, staff and others related to operating activities. Under "Other cash receipts / (payments) related with operating activity" includes the amount received and subsequent payments related to assignments without recourse, coordinated by the Banco Comercial Português and Caixa Geral de Depósitos, and these operations do not involve any change in the accounting treatment of the underlying receivables or in the relationship with their clients.
The cash flows included in investing activities include acquisitions and disposals of investments in subsidiaries and cash received and payments arising from the purchase and sale of tangible and intangible assets, amongst others.
Financing activities include cash received and payments relating to borrowings, the payment of interest and similar costs, finance leases, the purchase and sale of own shares and the payment of dividends.
Events occurring after the date of the statement of financial position, which provide additional information about conditions that existed at that date, are considered in the preparation of financial statements of the quarter.
Events occurring after the date of the statement of financial position, which provide information on conditions that occur after that date, are disclosed in the notes to the financial statements, when they are materially relevant.
The preparation of consolidated financial statements requires the Group's management to make judgments and estimates that affect the statement of financial position and the reported results. These estimates are based on the best information and knowledge about past and/or present events and on the operations that the Company considers it may implement in the future. However, at the date of completion of such operations, their results may differ from these estimates.
Changes to these estimates that occur after the date of approval of the consolidated financial statements will be corrected in the income statement in a prospective manner, in accordance with IAS 8 - "Accounting Policies, Changes in Accounting Estimates and Errors".
The estimates and assumptions that imply a greater risk of giving rise to a material adjustment in assets and liabilities are described below:
To determine the entities to be included in the consolidation perimeter, the Group assesses the extent to which it is exposed, or has rights, to variability in return from its involvement with that entity and can take possession of them through

the power it holds over this entity.
The decision that an entity must be consolidated by the Group requires the use of judgment, estimates, and assumptions to determine the extent to which the Group is exposed to return variability and the ability to take possession of them through its power.
Other assumptions and estimates could lead to the Group's consolidation perimeter being different, with direct impact on the consolidated financial statements.
The determination of a possible impairment loss can be triggered by the occurrence of various events, such as the availability of future financing, the cost of capital or other market, economic and legal changes or changes with an adverse effect on the technological environment, many of which are beyond the Group's control.
The identification and assessment of impairment indicators, the estimation of future cash flows, and the calculation of the recoverable value of assets involve a high degree of judgment by the Board.
Goodwill is annually subject to impairment tests or whenever there are indications of a possible loss of value, according to the criteria referred on Note 8. The recoverable values of the cash-generating units to which goodwill is allocated are determined based on the calculation of current use values. These calculations require the use of estimates by management.
The life of an asset is the period during which the Company expects that an asset will be available for use and this should be reviewed at least at the end of each financial year.
The determination of the useful lives of assets, the amortization/depreciation method to be applied, and the estimated losses resulting from the replacement of equipment before the end of its useful life due to technological obsolescence is crucial in determining the amount of amortization/depreciation to be recognised in the consolidated income statement each period.
These three parameters are defined using management's best estimates for the assets and businesses concerned and taking account of the practices adopted by companies in the sectors in which the Group operates.
The capitalized costs with the audiovisual content distribution rights acquired for commercialization in the various windows of exhibition are amortised over the period of exploration of the respective contracts. Additionally, these assets are subject to impairment tests whenever there are indications of changes in the pattern generation of future revenue underlying each contract.
The residual value, the useful life and the depreciation methods are periodically revised by the various companies of the Group and prospectively adjusted, if appropriated.
The Group determines the end of the lease as the non-cancelable part of the lease term, together with any periods covered by an option to extend the lease if it is reasonably certain that it will be exercised, or any periods covered by an option to terminate the lease agreement, if it is reasonably certain that it will not be exercised.
The Group has the option, under some of its lease agreements, to lease its assets for additional periods. NOS assesses the reasonableness of exercising the option to renew the contract. That is, NOS considers all the relevant factors that create an economic incentive for exercising the renewal. After the start date, the Group re-evaluates the termination of the contract if there is a significant event or changes in circumstances that are under control and affect its ability to exercise (or not exercise) the renewal option (a change in strategy of business).
The Group periodically reviews any obligations arising from past events, which should be recognised or disclosed. The subjectivity involved in determining the probability and amount of internal resources required to meet obligations may give rise to significant adjustments, either due to changes in the assumptions made, or due to the future recognition of provisions previously disclosed as contingent liabilities.

Deferred income tax assets are recognised only when there is strong assurance that there will be future taxable income available to use the temporary differences or when there are deferred tax liabilities whose reversal is expected in the same period in which the deferred tax assets are reversed. The assessment of deferred income tax assets is undertaken by management at the end of each period taking account of the expected future performance of the Group.
The credit risk on the balances of accounts receivable is assessed at each reporting date, using a collection matrix based on the historical past collections adjusted from the future expectation of collections evolution, to determine the uncollectibility rate. The expected credit losses of the accounts receivable are thus adjusted for the assessment made, which may differ from the effective risk that will incurred in the future.
When the fair value of an asset or liabilities is calculated, on an active market, the respective market price is used. When there is no active market, which is the case with some of the Group's financial assets and liabilities, valuation techniques generally accepted in the market, based on market assumptions, are used.
The Group applies evaluation techniques for unlisted financial instruments, such as derivatives, financial instruments at fair value and instruments measured at amortised cost. The most frequently used valorization models are models of discounted cash flows and option models, which incorporate, for example, interest rate and market volatility curves.
For certain types of more complex derivatives, more advanced valuation models are used containing assumptions and data that are not directly observable in the market, for which the Group uses internal estimates and assumptions.
During the quarters ended 31 March 2022 and 2023 no material errors, estimates or changes in accounting policies were recognised in relation to prior years. A reclassification of estimates to address uncertainties about the acceptance of a particular tax treatment by the Tax Administration's was made from Taxes payable to deferred tax liabilities, amounting to approximately €42.9 million (March 31, 2022: €43.1 million), with restatement of the period ended March 31, 2022, for comparability purposes (Note 15).
During the quarter ended on 31 March 2022, there were no changes in the perimeter.
During the quarter ended on 31 March 2023, the following changes in perimeter occurred:
Following the acquisition of BLU, S.A., NOS made a preliminary assessment of the fair value of assets acquired and liabilities assumed through this operation, so the purchase price allocation is still subject to changes until the conclusion of the period of one year from the control date, as permitted by IFRS 3 - Business Combinations. Nevertheless, NOS does not estimate material changes as a result of any changes to the allocation made.

The detail of net assets acquired and goodwill arising on this transaction is as follows:
| BOOK VALUE | ADJUSMENTS TO FAIR VALUE |
FAIR VALUE | |
|---|---|---|---|
| ACQUIRED ASSETS | |||
| Contract costs - customer portfolio | - | 183 | 183 |
| Accounts receivable | 141 | - | 141 |
| Prepaid expenses | 21 | - | 21 |
| Cash and cash equivalents | 158 | - | 158 |
| 320 | 183 | 503 | |
| ACQUIRED LIABILITIES | |||
| Accounts payable | 120 | - | 120 |
| Tax payable | 7 | - | 7 |
| Deferred income | 26 | - | 26 |
| 153 | - | 153 | |
| TOTAL NET ASSETS ACQUIRED | 167 | 183 | 350 |
| GOODWILL | - | ||
| ACQUISITION PRICE | 350 | ||
The difference between the amount paid and the net assets acquired was allocated in full to the company's client portfolio, taking into account the rationale behind the acquisition operation.
The contribution of BLU, S.A. to net income and revenues for the quarter ended on 31 March 2023, was 14 thousand euros and 56 thousand euros respectively, corresponding to a period of one month.
The net cash flows with the acquisition of BLU, S.A., resulted in a payment of 192 thousand euros, included in the cash flows of Investment Activities (Price paid: 350 thousand euros; Cash and cash equivalents: 158 thousand euros).
The business segments are as follows:

Assets and liabilities by segment at 31 December 2022 and 31 March 2023 are shown below:
| 31-12-2022 | ||||
|---|---|---|---|---|
| TELCO | AUDIOVISUALS | ELIMINATIONS | GROUP | |
| ASSETS | ||||
| NON - CURRENT ASSETS: | ||||
| Tangible assets | 1,098,022 | 9,030 | - | 1,107,052 |
| Intangible assets | 1,117,022 | 92,536 | - | 1,209,558 |
| Contract costs | 160,594 | - | - | 160,594 |
| Rights of use | 270,493 | 27,230 | - | 297,723 |
| Investments in jointly controlled companies | 122,712 | 46,256 | (130,007) | 38,961 |
| and associated companies | ||||
| Accounts receivable - other | 43,569 | 3,082 | (41,893) | 4,758 |
| Deferred income tax assets | 81,545 | 8,009 | - | 89,554 |
| Other non-current assets | 16,917 | 463 | - | 17,380 |
| TOTAL NON - CURRENT ASSETS | 2,910,874 | 186,606 | (171,900) | 2,925,580 |
| CURRENT ASSETS: | ||||
| Inventories | 66,657 | 566 | - | 67,223 |
| Account receivables | 391,650 | 47,390 | (42,872) | 396,168 |
| Prepaid expenses | 50,891 | 1,721 | (380) | 52,232 |
| Other current assets | 4,788 | 2,118 | - | 6,906 |
| Cash and cash equivalents | 14,265 | 950 | - | 15,215 |
| TOTAL CURRENT ASSETS | 528,251 | 52,745 | (43,252) | 537,744 |
| TOTAL ASSETS | 3,439,125 | 239,351 | (215,152) | 3,463,324 |
| SHAREHOLDER'S EQUITY | ||||
| Share capital | 855,168 | 48,917 | (48,917) | 855,168 |
| Capital issued premium | 4,202 | - | - | 4,202 |
| Own shares | (15,968) | - | - | (15,968) |
| Legal reserve | 1,030 | 1,989 | (1,989) | 1,030 |
| Other reserves and accumulated earnings | 7,998 | 37,897 | (68,809) | (22,914) |
| Net income | 216,203 | 18,207 | (9,836) | 224,574 |
| EQUITY BEFORE NON - CONTROLLING | 1,068,633 | 107,010 | (129,551) | 1,046,092 |
| INTERESTS | ||||
| Non-controlling interests | 6,514 | - | (263) | 6,251 |
| TOTAL EQUITY | 1,075,147 | 107,010 | (129,814) | 1,052,343 |
| LIABILITIES | ||||
| NON - CURRENT LIABILITIES: | ||||
| Borrowings | 1,188,142 | 63,931 | (41,892) | 1,210,181 |
| Provisions | 73,656 | 7,611 | - | 81,267 |
| Other non-current liabilities | 44,952 | - | - | 44,952 |
| Deferred income tax liabilities | 49,296 | 829 | - | 50,125 |
| TOTAL NON - CURRENT LIABILITIES | 1,356,046 | 72,371 | (41,892) | 1,386,525 |
| CURRENT LIABILITIES: | ||||
| Borrowings | 433,941 | 17,185 | (23,673) | 427,453 |
| Accounts payable | 305,870 | 17,086 | (15,812) | 307,144 |
| Tax payable | 37,485 | 1,357 | - | 38,842 |
| Accrued expenses | 199,001 | 17,274 | (3,845) | 212,430 |
| Other current liabilities | 31,898 | 7,068 | (379) | 38,587 |
| TOTAL CURRENT LIABILITIES | 1,008,195 | 59,970 | (43,709) | 1,024,456 |
| TOTAL LIABILITIES | 2,364,241 | 132,341 | (85,601) | 2,410,981 |
| TOTAL LIABILITIES AND SHAREHOLDER´S EQUITY |
3,439,388 | 239,351 | (215,415) | 3,463,324 |

| 31-03-2023 | |||||
|---|---|---|---|---|---|
| TELCO | AUDIOVISUALS | ELIMINATIONS | GROUP | ||
| ASSETS | |||||
| NON - CURRENT ASSETS: | |||||
| Tangible assets | 1,096,668 | 9,277 | - | 1,105,945 | |
| Intangible assets | 1,112,975 | 92,065 | - | 1,205,040 | |
| Contract costs | 161,105 | - | - | 161,105 | |
| Rights of use | 271,719 | 36,728 | - | 308,447 | |
| Investments in jointly controlled companies | |||||
| and associated companies | 125,071 | 46,247 | (130,007) | 41,311 | |
| Accounts receivable - other | 43,294 | 3,173 | (41,893) | 4,574 | |
| Deferred income tax assets | 79,734 | 7,725 | - | 87,459 | |
| Other non-current assets | 15,702 | 468 | - | 16,170 | |
| TOTAL NON - CURRENT ASSETS | 2,906,268 | 195,683 | (171,900) | 2,930,051 | |
| CURRENT ASSETS: | - | - | - | - | |
| Inventories | 69,960 | 610 | - | 70,570 | |
| Account receivables | 394,503 | 37,670 | (34,747) | 397,426 | |
| Prepaid expenses | 59,163 | 1,452 | (378) | 60,237 | |
| Other current assets | 4,855 | 2,427 | (119) | 7,163 | |
| Cash and cash equivalents | 16,137 | 6,984 | - | 23,121 | |
| TOTAL CURRENT ASSETS | 544,618 | 49,143 | (35,244) | 558,517 | |
| TOTAL ASSETS | 3,450,886 | 244,826 | (207,144) | 3,488,568 | |
| SHAREHOLDER'S EQUITY | - | - | - | - | |
| Share capital | 855,168 | 48,917 | (48,917) | 855,168 | |
| Capital issued premium | 4,202 | - | - | 4,202 | |
| Own shares | (14,377) | - | - | (14,377) | |
| Legal reserve | 1,030 | 2,697 | (2,697) | 1,030 | |
| Other reserves and accumulated earnings | 218,626 | 48,220 | (70,903) | 195,943 | |
| Net income | 39,031 | 2,920 | (7,036) | 34,915 | |
| EQUITY BEFORE NON - CONTROLLING | 1,103,680 | 102,754 | (129,553) | 1,076,881 | |
| INTERESTS | |||||
| Non-controlling interests | 6,374 | - | - | 6,374 | |
| TOTAL EQUITY | 1,110,054 | 102,754 | (129,553) | 1,083,255 | |
| LIABILITIES | - | - | - | - | |
| NON - CURRENT LIABILITIES: | - | - | - | - | |
| Borrowings | 1,177,882 | 71,309 | (41,894) | 1,207,297 | |
| Provisions | 73,159 | 7,716 | - | 80,875 | |
| Other non-current liabilities | 44,444 | - | - | 44,444 | |
| Deferred income tax liabilities | 49,283 | 815 | - | 50,098 | |
| TOTAL NON - CURRENT LIABILITIES | 1,344,768 | 79,840 | (41,894) | 1,382,714 | |
| CURRENT LIABILITIES: | - | - | - | - | |
| Borrowings | 422,517 | 19,766 | (18,377) | 423,906 | |
| Accounts payable | 297,701 | 17,802 | (12,716) | 302,787 | |
| Tax payable | 40,629 | 1,102 | (119) | 41,612 | |
| Accrued expenses | 200,105 | 16,668 | (4,106) | 212,667 | |
| TOTAL CURRENT LIABILITIES | 996,064 | 62,232 | (35,697) | 1,022,599 | |
| TOTAL LIABILITIES | 2,340,832 | 142,072 | (77,591) | 2,405,313 | |
| TOTAL LIABILITIES AND SHAREHOLDER´S EQUITY |
3,450,886 | 244,826 | (207,144) | 3,488,568 |

The results by segment and investments in tangible and intangible assets, contract costs and rights of use for the quarters ended on 31 March 2022 and 2023 are shown below:
| TELCO | AUDIOVISUALS | ELIMINATIONS | GROUP | |
|---|---|---|---|---|
| REVENUES: | ||||
| Services rendered | 322,457 | 16,643 | (11,130) | 327,970 |
| Sales | 35,980 | 1,977 | (32) | 37,925 |
| Other operating revenues | 7,343 | 279 | (150) | 7,472 |
| 365,780 | 18,899 | (11,312) | 373,367 | |
| COSTS, LOSSES AND GAINS: | ||||
| Wages and salaries | 18,033 | 2,259 | - | 20,292 |
| Direct costs | 85,915 | 2,162 | (7,556) | 80,521 |
| Costs of products sold | 34,675 | 407 | (9) | 35,073 |
| Marketing and advertising | 7,649 | 594 | (2,969) | 5,274 |
| Support services | 20,706 | 702 | (778) | 20,630 |
| Supplies and external services | 36,988 | 1,185 | - | 38,173 |
| Other operating losses / (gains) | 279 | 55 | - | 334 |
| Taxes | 8,767 | 21 | - | 8,788 |
| Provisions and adjustments | 4,854 | (13) | - | 4,841 |
| 217,866 | 7,372 | (11,312) | 213,926 | |
| EBITDA | 147,914 | 11,527 | - | 159,441 |
| Depreciation, amortisation and impairment losses | 102,572 | 7,833 | - | 110,405 |
| Other losses / (gains), net | (2,882) | 155 | - | (2,727) |
| INCOME BEFORE LOSSES / (GAINS) | ||||
| PARTICIPATED COMPANIES, FINANCIAL | 48,224 | 3,539 | - | 51,763 |
| RESULTS AND TAXES | ||||
| Net losses / (gains) of affiliated companies | (5,200) | (107) | - | (5,307) |
| Financial costs | 7,775 | 363 | - | 8,138 |
| Net foreign exchange losses / (gains) | 73 | 19 | - | 92 |
| Net losses / (gains) on financial assets | (7,344) | (2,754) | 10,132 | 34 |
| Net other financial expenses / (income) | 783 | 3 | - | 786 |
| (3,913) | (2,476) | 10,132 | 3,743 | |
| INCOME BEFORE TAXES | 52,137 | 6,015 | (10,132) | 48,020 |
| Income taxes | 6,131 | 812 | - | 6,943 |
| NET INCOME | 46,006 | 5,203 | (10,132) | 41,077 |
| CAPEX | 132,688 | 10,563 | - | 143,251 |
| EBITDA - CAPEX | 15,226 | 964 | - | 16,190 |

| TELCO | AUDIOVISUALS | ELIMINATIONS | GROUP | |
|---|---|---|---|---|
| REVENUES: | ||||
| Services rendered | 340,651 | 18,695 | (10,010) | 349,336 |
| Sales | 22,315 | 3,178 | (83) | 25,410 |
| Other operating revenues | 6,638 | 169 | (149) | 6,658 |
| 369,604 | 22,042 | (10,242) | 381,404 | |
| COSTS, LOSSES AND GAINS: | ||||
| Wages and salaries | 19,380 | 2,587 | - | 21,967 |
| Direct costs | 83,584 | 4,244 | (6,229) | 81,599 |
| Costs of products sold | 21,162 | 628 | (10) | 21,780 |
| Marketing and advertising | 11,554 | 626 | (3,000) | 9,180 |
| Support services | 24,047 | 704 | (718) | 24,033 |
| Supplies and external services | 33,911 | 2,158 | (285) | 35,784 |
| Other operating losses / (gains) | 249 | 40 | - | 289 |
| Taxes | 8,992 | 24 | - | 9,016 |
| Provisions and adjustments | 4,247 | (35) | - | 4,212 |
| 207,126 | 10,976 | (10,242) | 207,860 | |
| EBITDA | 162,478 | 11,066 | - | 173,544 |
| Depreciation, amortisation and impairment losses | 113,707 | 6,698 | - | 120,405 |
| Other losses / (gains), net | 432 | 65 | - | 497 |
| Reestructuring costs | 293 | 66 | - | 359 |
| Losses / (gains) on sale of assets, net | (80) | - | - | (80) |
| Other losses / (gains) non recurrent net | 219 | (1) | - | 218 |
| INCOME BEFORE LOSSES / (GAINS) | ||||
| PARTICIPATED COMPANIES, FINANCIAL | 48,339 | 4,303 | - | 52,642 |
| RESULTS AND TAXES | ||||
| Net losses / (gains) of affiliated companies | (2,539) | 9 | - | (2,530) |
| Financial costs | 11,390 | 490 | - | 11,880 |
| Net foreign exchange losses / (gains) | 151 | (30) | - | 121 |
| Net losses / (gains) on financial assets | (7,031) | (1) | 7,036 | 4 |
| Net other financial expenses / (income) | 967 | 6 | - | 973 |
| 2,938 | 474 | 7,036 | 10,448 | |
| INCOME BEFORE TAXES | 45,401 | 3,829 | (7,036) | 42,194 |
| Income taxes | 6,237 | 909 | - | 7,146 |
| NET INCOME | 39,164 | 2,920 | (7,036) | 35,048 |
| CAPEX | 110,121 | 15,978 | - | 126,099 |
| EBITDA - CAPEX | 52,357 | (4,912) | - | 47,445 |
EBITDA = Operational Result + Depreciation, amortization and impairment losses + Restructuring costs + Losses / (gains) on sale of assets + Other losses / (gains) non-recurrent
CAPEX = Increases in tangible and intangible assets, contract costs and rights of use
Transactions between segments are performed on market terms and conditions in a comparable way to transactions performed with third parties.
At 31 March 2023, fully consolidated foreign companies represent less than 1% of assets (at 31 March 2022: less than 1%) and their turnover is less than 0.1% of consolidated turnover.

The accounting policies set out in IFRS 9 for financial instruments were applied to the following items:
Considering its nature, the balances of the amounts to be paid and received to/from state and other public entities were considered outside the scope of IFRS 7. Also, the captions of "Prepaid expenses" and "Deferred income" were not included in this note, as the nature of such balances are not included in the scope of IFRS 7.
The Board of Directors believes that the fair value of the breakdown of financial instruments recorded at amortised cost or registered at the present value of the payments does not differ significantly from their book value. This decision is based in the contractual terms of each financial instrument.
| 31-12-2022 | ||||||
|---|---|---|---|---|---|---|
| FINANCIAL ASSETS |
DERIVATIVES | FINANCIAL LIABILITIES |
TOTAL FINANCIAL ASSETS AND LIABILITIES |
NON FINANCIAL ASSETS AND LIABILITIES |
TOTAL | |
| ASSETS | ||||||
| Other financial assets non-current (Note 14) | 5,248 | - | - | 5,248 | - | 5,248 |
| Derivative financial instruments (Note 20) | - | 11,249 | - | 11,249 | - | 11,249 |
| Accounts receivable - trade (Note 17) | 319,441 | - | - | 319,441 | - | 319,441 |
| Accounts receivable - other (Note 12) | 9,425 | - | - | 9,425 | 11,965 | 21,390 |
| Cash and cash equivalents (Note 21) | 15,215 | - | - | 15,215 | - | 15,215 |
| TOTAL FINANCIAL ASSETS | 349,329 | 11,249 | - | 360,578 | 11,965 | 372,543 |
| LIABILITIES | ||||||
| Borrowings (Note 24) | - | - | 1,637,634 | 1,637,634 | - | 1,637,634 |
| Derivative financial instruments (Note 20) | - | 397 | - | 397 | - | 397 |
| Accounts payable - trade (Note 28) | - | - | 253,355 | 253,355 | - | 253,355 |
| Accounts payable - other (Note 29) | - | - | 95,725 | 95,725 | 192 | 95,917 |
| Accrued expenses (Note 26) | - | - | 212,430 | 212,430 | - | 212,430 |
| TOTAL FINANCIAL LIABILITIES | - | 397 | 2,199,144 | 2,199,541 | 192 | 2,199,733 |
| 31-03-2023 | ||||||
|---|---|---|---|---|---|---|
| FINANCIAL ASSETS |
DERIVATIVES | FINANCIAL LIABILITIES |
TOTAL FINANCIAL ASSETS AND LIABILITIES |
NON FINANCIAL ASSETS AND LIABILITIES |
TOTAL | |
| ASSETS | ||||||
| Other financial assets non-current (Note 14) | 5,286 | - | - | 5,286 | - | 5,286 |
| Derivative financial instruments (Note 20) | - | 10,111 | - | 10,111 | - | 10,111 |
| Accounts receivable - trade (Note 17) | 318,200 | - | - | 318,200 | - | 318,200 |
| Accounts receivable - other (Note 12) | 9,054 | - | - | 9,054 | 13,701 | 22,755 |
| Cash and cash equivalents (Note 21) | 23,121 | - | - | 23,121 | - | 23,121 |
| TOTAL FINANCIAL ASSETS | 355,661 | 10,111 | - | 365,772 | 13,701 | 379,473 |
| LIABILITIES | ||||||
| Borrowings (Note 24) | - | - | 1,631,203 | 1,631,203 | - | 1,631,203 |
| Derivative financial instruments (Note 20) | - | 712 | - | 712 | - | 712 |
| Accounts payable - trade (Note 28) | - | - | 268,893 | 268,893 | - | 268,893 |
| Accounts payable - other (Note 29) | - | - | 75,415 | 75,415 | 170 | 75,585 |
| Accrued expenses (Note 26) | - | - | 212,667 | 212,667 | - | 212,667 |
| TOTAL FINANCIAL LIABILITIES | - | 712 | 2,188,178 | 2,188,890 | 170 | 2,189,060 |

In the quarters ended on 31 March 2022 and 2023, the movements in this item were as follows:
| 31-12-2021 | INCREASES | DISPOSALS AND WRITE OFFS |
TRANSFERS AND OTHERS |
31-03-2022 | |
|---|---|---|---|---|---|
| 796 | - | - | - | 796 | |
| 276,320 | - | (10) | 8,323 | 284,633 | |
| 2,765,157 | 12,445 | (6,861) | 44,045 | 2,814,786 | |
| 514 | |||||
| 1,596 | |||||
| 195,518 | |||||
| 43,970 | |||||
| 58,675 | |||||
| 3,400,488 | |||||
| ACCUMULATED DEPRECIATION AND IMPAIRMENT LOSSES | |||||
| 183,170 | |||||
| 1,908,281 | |||||
| 513 | |||||
| 1,495 | |||||
| 185,775 | |||||
| 43,451 | |||||
| 2,283,408 | 46,449 | (6,173) | (999) | 2,322,685 | |
| 1,041,100 | 33,769 | (1,164) | 4,098 | 1,077,803 | |
| 514 1,596 195,035 43,864 41,226 3,324,508 180,308 1,872,564 513 1,479 185,182 43,362 |
- - 378 36 67,359 80,218 2,860 42,431 - 16 1,053 89 |
- - (466) - - (7,337) - (5,709) - - (464) - |
- - 571 70 (49,910) 3,099 2 (1,005) - - 4 - |
| 31-12-2022 | INCREASES | DISPOSALS AND WRITE OFFS |
TRANSFERS AND OTHERS |
31-03-2023 | |
|---|---|---|---|---|---|
| ACQUISITION COST | |||||
| Land | 519 | - | - | - | 519 |
| Buildings and other constructions | 264,259 | (557) | (303) | 2,665 | 266,064 |
| Basic equipment | 2,909,175 | 14,928 | (16,631) | 18,402 | 2,925,874 |
| Transportation equipment | 514 | - | - | - | 514 |
| Tools and dies | 1,607 | - | - | - | 1,607 |
| Administrative equipment | 195,921 | 363 | (47) | 689 | 196,926 |
| Other tangible assets | 44,162 | 37 | - | 59 | 44,258 |
| Tangible assets in-progress | 53,438 | 29,110 | - | (23,796) | 58,752 |
| 3,469,595 | 43,881 | (16,981) | (1,981) | 3,494,514 | |
| ACCUMULATED DEPRECIATION AND IMPAIRMENT LOSSES | |||||
| Buildings and other constructions | 159,518 | 4,097 | (303) | 36 | 163,348 |
| Basic equipment | 1,971,674 | 44,812 | (16,548) | (7,249) | 1,992,689 |
| Transportation equipment | 514 | - | - | - | 514 |
| Tools and dies | 1,528 | 14 | - | - | 1,542 |
| Administrative equipment | 185,650 | 987 | (43) | 10 | 186,604 |
| Other tangible assets | 43,659 | 215 | - | (2) | 43,872 |
| 2,362,543 | 50,125 | (16,894) | (7,205) | 2,388,569 | |
| 1,107,052 | (6,244) | (87) | 5,224 | 1,105,945 | |

The net amount of "Transfers and Others" predominantly corresponds to the transfer of assets from "Intangible assets" (Note 8).
At 31 March 2023, the net value of tangible assets is composed mainly by basic equipment, namely:
Tangible and intangible assets include interests and other financial expenses incurred directly related to the construction of certain tangible or intangible assets in progress.
At 31 March 2023, total net value of these costs amounted to 12.2 million euros (31 December 2022: 13.6 million euros). The amount of interest capitalised in the quarter ended on 31 March 2023 amounted to 0.5 million euros (31 December 2022: 1.1 million euros).
In the quarters ended on 31 March 2022 and 2023, the movements in this item were as follows:
| 31-12-2021 | INCREASES | TRANSFERS AND OTHERS |
31-03-2022 | |
|---|---|---|---|---|
| ACQUISITION COST | ||||
| Industrial property and other rights | 1,981,959 | 674 | 33,054 | 2,015,687 |
| Goodwill | 641,400 | - | - | 641,400 |
| Intangible assets in-progress | 39,861 | 26,796 | (36,124) | 30,533 |
| 2,663,220 | 27,470 | (3,070) | 2,687,620 | |
| ACCUMULATED AMORTISATION AND IMPAIRMENT LOSSES | ||||
| Industrial property and other rights | 1,456,166 | 24,486 | 32 | 1,480,684 |
| Other intangible assets | 2,023 | - | 32 | 2,055 |
| 1,458,189 | 24,486 | 64 | 1,482,739 | |
| 1,205,031 | 2,984 | (3,134) | 1,204,881 | |
| 31-12-2022 | INCREASES | TRANSFERS AND OTHERS |
31-03-2023 | |
|---|---|---|---|---|
| ACQUISITION COST | ||||
| Industrial property and other rights | 2,103,180 | 1,315 | 22,107 | 2,126,602 |
| Goodwill | 641,400 | - | - | 641,400 |
| Intangible assets in-progress | 27,217 | 26,852 | (27,251) | 26,818 |
| 2,771,797 | 28,167 | (5,144) | 2,794,820 | |
| ACCUMULATED AMORTISATION AND IMPAIRMENT LOSSES | ||||
| Industrial property and other rights | 1,559,907 | 27,461 | 68 | 1,587,436 |
| Intangible assets in-progress | 2,332 | - | 12 | 2,344 |
| 1,562,239 | 27,461 | 80 | 1,589,780 | |
| 1,209,558 | 706 | (5,224) | 1,205,040 | |

The amount of "Transfers and Others" corresponds, mainly, to the transfer of assets to "Tangible assets" (Note 7).
At 31 March 2023, the item "Industrial property and other rights" includes mainly:
Increases in the quarter ended on 31 March 2023 correspond mainly to the acquisition of movies and television series usage rights, for an amount of 3.4 million euros, and acquisition and development of software and other assets, for an amount of 24.7 million euros.
Goodwill was allocated to the cash-generating units of each reportable segment, as follows:
| 31-12-2022 | 31-03-2023 | |
|---|---|---|
| Telco | 564,799 | 564,799 |
| Audiovisuals | 76,601 | 76,601 |
| 641,400 | 641,400 | |
In 2022 impairment tests were performed based on assessments in accordance with the discounted cash flow method, which corroborate the recoverability of the book value of the Goodwill. The amounts in these assessments are based on the historical performances and forecast growth of the businesses and their markets, incorporated in medium/long term approved plans.

These estimates are based on the following assumptions:
| TELCO SEGMENT |
AUDIOVISUALS SEGMENT | ||
|---|---|---|---|
| NOS AUDIOVISUALS |
NOS CINEMAS |
||
| Discount rate (before taxes) | 6.5% | 9.4% | 9.4% |
| Assessment period | 5 years | 5 years | 5 years |
| EBITDA Growth (2022-27)* | 3.0% | -6.2% | 4.2% |
| Perpetuity growth rate | 2.0% | 2.0% | 2.0% |
* EBITDA = Operating Income + Depreciation, Amortization and Impairment Losses + Restructuring Costs + Losses / (Gains) on disposal of assets + Other Costs / (Gains) Non-Recurring (CAGR - average 5 years)
In the Telco segment, the assumptions used are based on past performance, evolution of the number of customers, expected development of regulated tariffs, current market conditions, and expectations of future development.
In the cinema segment, the most affected segment by COVID-19, strong EBITDA growth is justified on the prospect of a recovery in activity to levels close to those pre-pandemic.
The number of years specified in the impairment tests depends on the degree of maturity of the several businesses and markets, and were determined based on the most appropriate criterion for the valuation of each cash-generating unit.
Sensitivity analyses were performed to variations in the discount rate and growth rate in the perpetuity of the various reported segments, of 1 percentage point and 0.4 percentage points, respectively.
In the telecommunications segment, sensitivity analysis were also performed to variations in the operational indicators RGU (Revenue Generating Unit), ARPU (Average Revenue per User), EBITDA and CAPEX, in perpetuity, of approximately 5%.
In the cinema segment, sensitivity analysis were conducted on variations in the projected number of tickets sold, average revenue per ticket, EBITDA and CAPEX, in perpetuity, of approximately 5%.
These simulations did not result in the need to reinforce impairment.
In the three months ended on 31 March 2023, it was understood that the assumptions made in the impairment tests carried out in 2022 were conservative due the more recent developments, so there are no indications of the existence of any impairment.
In the quarters ended on 31 March 2022 and 2023, the movements in this item were as follows:
| 31-12-2021 | INCREASES | 31-03-2022 | |
|---|---|---|---|
| ACQUISITION COST | |||
| Cost of attracting customers | 556,967 | 16,347 | 573,314 |
| Costs of fulfilling customer contracts | 256,884 | 7,393 | 264,277 |
| 813,851 | 23,740 | 837,591 | |
| ACCUMULATED AMORTIZATIONS AND IMPAIRMENT LOSSES | |||
| Cost of attracting customers | 457,570 | 16,040 | 473,610 |
| Costs of fulfilling customer contracts | 194,163 | 8,443 | 202,606 |
| 651,733 | 24,483 | 676,216 | |
| 162,118 | (743) | 161,375 | |

| 31-12-2022 | INCREASES | 31-03-2023 | |
|---|---|---|---|
| ACQUISITION COST | |||
| Cost of attracting customers | 623,472 | 17,040 | 640,512 |
| Costs of fulfilling customer contracts | 286,840 | 7,927 | 294,767 |
| 910,312 | 24,967 | 935,279 | |
| ACCUMULATED AMORTIZATIONS AND IMPAIRMENT LOSSES | |||
| Cost of attracting customers | 522,150 | 16,244 | 538,394 |
| Costs of fulfilling customer contracts | 227,568 | 8,212 | 235,780 |
| 749,718 | 24,456 | 774,174 | |
| 160,594 | 511 | 161,105 | |
Contract costs refers to commissions paid to third parties and other costs related to raising customers' loyalty contracts, including portability costs. These costs are amortised, systematically and consistently, with the transfer to customers of goods or services to which the asset is related (between 2 and 4 years).
In the quarters ended on 31 March 2022 and 2023, the movements in this item were as follows:
| 31-12-2021 | INCREASES | TRANSFERS AND OTHERS |
31-03-2022 | |
|---|---|---|---|---|
| ACQUISITION COST | ||||
| Telecommunications towers and rooftops | 142,921 | 1,740 | - | 144,661 |
| Movie theatres | 118,322 | 4,700 | - | 123,022 |
| Transponders | 91,787 | - | - | 91,787 |
| Equipments | 149,061 | 2,830 | - | 151,891 |
| Buildings | 77,480 | (113) | - | 77,367 |
| Fiber optic rental | 40,146 | - | - | 40,146 |
| Stores | 21,445 | 314 | - | 21,759 |
| Others | 41,321 | 2,352 | - | 43,673 |
| 682,483 | 11,823 | - | 694,306 | |
| ACCUMULATED DEPRECIATION AND IMPAIRMENT LOSSES | - | |||
| Telecommunications towers and rooftops | 56,137 | 2,801 | - | 58,938 |
| Movie theatres | 89,550 | 2,234 | - | 91,784 |
| Transponders | 68,380 | 1,463 | - | 69,843 |
| Equipments | 102,784 | 3,931 | - | 106,715 |
| Buildings | 58,411 | 1,808 | - | 60,219 |
| Fiber optic rental | 32,019 | 763 | - | 32,782 |
| Stores | 16,585 | 680 | - | 17,265 |
| Others | 22,554 | 1,303 | - | 23,857 |
| 446,420 | 14,983 | - | 461,403 | |
| 236,063 | (3,160) | - | 232,903 | |

| 31-12-2022 | INCREASES | TRANSFERS AND OTHERS |
31-03-2023 | |
|---|---|---|---|---|
| ACQUISITION COST | ||||
| Telecommunications towers and rooftops | 224,319 | 8,272 | - | 232,591 |
| Movie theatres | 124,323 | 11,562 | - | 135,885 |
| Transponders | 93,752 | 383 | - | 94,135 |
| Equipments | 165,910 | 3,606 | - | 169,516 |
| Buildings | 91,336 | 2,458 | - | 93,794 |
| Fiber optic rental | 40,137 | - | - | 40,137 |
| Stores | 24,547 | 2,250 | - | 26,797 |
| Others | 43,415 | 553 | - | 43,968 |
| 807,739 | 29,084 | - | 836,823 | |
| ACCUMULATED DEPRECIATION AND IMPAIRMENT LOSSES | ||||
| Telecommunications towers and rooftops | 69,950 | 5,393 | - | 75,343 |
| Movie theatres | 97,322 | 2,023 | - | 99,345 |
| Transponders | 74,552 | 1,622 | - | 76,174 |
| Equipments | 119,138 | 4,172 | - | 123,310 |
| Buildings | 66,151 | 2,172 | - | 68,323 |
| Fiber optic rental | 35,068 | 762 | - | 35,830 |
| Stores | 19,874 | 952 | - | 20,826 |
| Others | 27,961 | 1,264 | - | 29,225 |
| 510,016 | 18,360 | - | 528,376 | |
| 297,723 | 10,724 | - | 308,447 | |
The caption "Rights of Use" refers to assets associated with lease contracts. These assets are amortised according to the duration of the respective agreement, except for the lease of equipment with a purchase option that is amortised over the estimated period of use.
At 31 December 2022 and 31 March 2023, this item was composed as follows:
| 31-12-2022 | 31-03-2023 | |
|---|---|---|
| INVESTMENTS - EQUITY METHOD | ||
| Finstar* | 32,811 | 35,230 |
| Dreamia | 2,347 | 2,350 |
| Mstar | 3,023 | 2,596 |
| Other companies | 780 | 1,135 |
| ASSETS | 38,961 | 41,311 |
| * Consolidated from Finstar and ZAP Media |

Movements in "Investments in jointly controlled companies and associated companies" in the quarters ended on 31 March 2022 and 2023 were as follows:
| 3M 22 | 3M 23 | |
|---|---|---|
| AS AT JANUARY 1 | 17,016 | 38,961 |
| Gains / (losses) of exercise (Note 36) | 5,307 | 2,530 |
| Changes in equity | 4,270 | (180) |
| AS AT MARCH 31 | 26,593 | 41,311 |
Amounts related to changes in equity of the companies registered by the equity method of consolidation are mainly related to foreign exchange impacts of the investment in currencies other than euro.
The assets, liabilities and results of the jointly controlled companies and associated companies in the periods ended on 31 December 2022 and 31 March 2023, are as follows:
| 31-12-2022 | ||||||||
|---|---|---|---|---|---|---|---|---|
| ENTITY | NON CURRENT ASSETS |
CURRENT ASSETS |
NON CURRENT LIABILITIES |
CURRENT LIABILITIES |
EQUITY | REVENUE | NET INCOME |
% HELD |
| Sport TV* | 84,507 | 99,229 | 71 | 159,280 | 24,385 | 208,331 | 12,080 | 25% |
| Dreamia | 876 | 16,985 | 6,924 | 6,066 | 4,871 | 16,568 | (1,272) | 50% |
| Finstar | 77,697 | 199,314 | - | 167,640 | 109,371 | 339,309 | 68,907 | 30% |
| Mstar | 1,064 | 16,336 | - | 9,009 | 8,391 | 30,665 | 2,927 | 30% |
| Upstar | 976 | 20,089 | - | 18,873 | 2,192 | 21,423 | 920 | 30% |
| Big Picture 2 Films | 770 | 893 | 522 | 780 | 361 | 3,270 | (172) | 20% |
| Dualgrid | 6 | 267 | - | 176 | 97 | 516 | 38 | 50% |
| Dreamia S.L. | 14,967 | 1,126 | 6,363 | 2,302 | 7,428 | 2,213 | (9) | 50% |
| 180,863 | 354,239 | 13,880 | 364,126 | 157,096 | 622,295 | 83,419 |
| ENTITY | NON CURRENT ASSETS |
CURRENT ASSETS |
NON CURRENT LIABILITIES |
CURRENT LIABILITIES |
EQUITY | REVENUE | NET INCOME |
% HELD |
|---|---|---|---|---|---|---|---|---|
| Sport TV* | 39,455 | 78,119 | 71 | 90,794 | 26,709 | 59,469 | 2,324 | 25% |
| Dreamia | 1,120 | 14,329 | 6,979 | 3,603 | 4,867 | 4,381 | (5) | 50% |
| Finstar | 75,635 | 211,726 | - | 169,928 | 117,433 | 131,765 | 8,405 | 30% |
| Mstar | 764 | 16,706 | - | 8,627 | 8,843 | 7,608 | 1,702 | 30% |
| Upstar | 982 | 21,822 | - | 19,379 | 3,425 | 5,440 | 639 | 30% |
| Big Picture 2 Films | 702 | 897 | 499 | 794 | 306 | 410 | (55) | 20% |
| Dualgrid | 6 | 253 | - | 167 | 92 | 144 | 11 | 50% |
| Dreamia S.L. | 15,022 | 1,215 | 6,409 | 2,391 | 7,437 | 585 | 8 | 50% |
| 133,686 | 345,067 | 13,958 | 295,683 | 169,112 | 209,802 | 13,029 |
* Sport TV annual reporting period is from 1 July to 30 June (aligned with the period of the football seasons), therefore, in the accounts presented in the table above, revenues and net income correspond to the values relating to the reported period of 12 months of 2022 and 3 months of 2023, respectively.
Indicators presented in the tables above do not include consolidated adjustments which were considered when determining the Group's interest in the results, assets and liabilities of jointly controlled and associated companies.

In the quarter ended on 31 March 2023, the assets, liabilities and results of jointly controlled company ZAP Media (100% held by Finstar) are:
| 31-03-2023 | |||||||
|---|---|---|---|---|---|---|---|
| ENTITY | NON CURRENT ASSETS |
CURRENT ASSETS |
NON CURRENT LIABILITIES |
CURRENT LIABILITIES |
EQUITY | REVENUE | NET INCOME |
| ZAP Media | 28,631 | 19,922 | - | 30,804 | 17,749 | 12,766 | 2,073 |
The differences between the individual accounts (prepared in accordance with Angolan regulations) and the Finstar Group (Finstar + ZAP Media) correspond, predominantly, to the annulment of balances and transactions between the companies and the adjustment because the companies were in a hyperinflationary economy from 2017 to September 2019 (IAS 29).
The Group has several controls regarding the reporting process of its jointly controlled and associated companies. The amounts included in the reported financial statements are subject to audit in cases where it is legally required. In the remaining cases and in those where the audit has not been completed, specific review procedures are carried out by the Group.
The Board of Directors believes that the seizure of assets to Mrs. Isabel dos Santos, in the specific case of the shares held by her in Finstar, ZAP Media, Mstar and Upstar (where she holds 70% of the capital), does not change the control profile, in this case joint control as defined in IFRS 11.
At 31 December 2022 and 31 March 2023, this item was composed as follows:
| 31-12-2022 | 31-03-2023 | ||||
|---|---|---|---|---|---|
| CURRENT | NON CURRENT | CURRENT | NON CURRENT | ||
| Accounts receivables | 5,646 | 5,640 | 5,484 | 5,440 | |
| Advances to suppliers | 11,965 | - | 13,701 | - | |
| 17,611 | 5,640 | 19,185 | 5,440 | ||
| Impairment of other receivable | (979) | (882) | (1,004) | (866) | |
| 16,632 | 4,758 | 18,181 | 4,574 | ||
At 31 March 2023, this item corresponds predominantly to:
Additionally, as of 31 March 2023, advances to suppliers correspond predominantly to amounts paid under football rights contracts and other operating costs.
The summary of movements in impairment of other receivable in other accounts receivable is as follows:
| 3M 22 | 3M 23 | |
|---|---|---|
| AS AT JANUARY 1 | 1,524 | 1,861 |
| Increases (Note 35) | 127 | 39 |
| Utilizations / Others | 218 | (30) |
| AS AT MARCH 31 | 1,869 | 1,870 |

At 31 December 2022 and 31 March 2023, these items were composed as follows:
| 31-12-2022 | 31-03-2023 | |||
|---|---|---|---|---|
| RECEIVABLE | PAYABLE | RECEIVABLE | PAYABLE | |
| NON CURRENT | ||||
| Debt regularization | 369 | - | 262 | - |
| 369 | - | 262 | - | |
| CURRENT | ||||
| Value-added tax (VAT) | 6,484 | 21,891 | 6,741 | 16,647 |
| Income taxes | - | 13,070 | - | 18,102 |
| Personnel income tax witholdings | - | 1,883 | - | 4,832 |
| Social Security contributions | - | 1,865 | - | 1,942 |
| Others | 422 | 133 | 422 | 89 |
| 6,906 | 38,842 | 7,163 | 41,612 | |
| 7,275 | 38,842 | 7,425 | 41,612 | |
At 31 December 2022 and 31 March 2023, the amounts of CIT (Corporate Income Tax) receivable and payable were composed as follows:
| 31-12-2022 | 31-03-2023 | |
|---|---|---|
| Estimated current tax on income | (45,776) | (50,746) |
| Payments on account | 30,596 | 30,596 |
| Withholding income taxes | 966 | 1,055 |
| Others | 1,144 | 993 |
| (13,070) | (18,102) | |
On 31 December 2022 and 31 March 2023, this caption is composed as follows:
| 31-12-2022 | 31-03-2023 | |
|---|---|---|
| Fundo TechTransfer | 1,233 | 1,240 |
| Didimo* | 1,415 | 1,415 |
| Seems Possible* | 800 | 800 |
| Reckon.ai* | 500 | 500 |
| MindProber* | 500 | 500 |
| SkillAugment* | 300 | 300 |
| Others | 500 | 531 |
| 5,248 | 5,286 | |
During the financial year ended on 31 December 2022, NOS reinforced its investment in start-up Reckon.ai and invested in the start-up Didimo, which develops photo-based 3D digital avatars, in the start-up MindProber, which has developed a pioneering platform capable of measuring the emotional impact that multimedia content has on consumers, and in the start-up SkillAugment (KIT-AR), which develops solutions using emerging technologies such as augmented reality and artificial intelligence.
During the quarter ended on 31 March 2023, NOS reinforced its investment on Tech Transfer Fund.

NOS and its subsidiaries are subject to IRC - Corporate Income Tax - at the rate of 21% on taxable amount (taxable profit less eventual tax losses subject to deduction), plus IRC surcharge at the maximum rate of 1.5% on taxable profit, giving an aggregate rate of approximately 22.5%. Additionally, following the introduction of austerity measures approved by Law 66- B/2012 of 31 December, and respective addendum published by Law 114/2017 of 29 December, this rate was raised by 3% and will be applied to the company's taxable profit between 1.5 million euros and 7.5 million euros, by 5% to the company's taxable profit which exceeds 7.5 million euros, and by 9% to the company's taxable profit above 35 million euros.
In the calculation of taxable income, amounts, which are not fiscally allowable, are added to or subtracted from the book results. These differences between accounting income and taxable income may be of a temporary or permanent nature.
NOS is taxed in accordance with the Special Regime for Taxation of Corporate Groups, which covers the companies in which it directly or indirectly holds at least 75% of their share capital and which fulfil the requirements of Article 69 of the IRC Code.
The companies covered by the Special Regime for Taxation of Corporate Groups in 2023 are:

Under current legislation, tax declarations are subject to review and correction by tax authorities for a period of four years, except when tax losses have occurred or tax benefits have been obtained, whose term, in these cases, matches the deadline to use them. It should be noted that in the event of inspections, appeals, or disputes in progress, these periods might be extended or suspended.
The Board of Directors of NOS, based on information from its tax advisers, believes that these and any other revisions and corrections to these tax declarations, as well as other contingencies of a fiscal nature, will not have a significant effect on the consolidated financial statements as at 31 March 2023.
NOS and its associated companies have reported deferred tax relating to temporary differences between the taxable basis and the book amounts of assets and liabilities, and tax losses carried forward at the date of the statement of financial position. The movements in deferred tax assets and liabilities for the quarter ended on 31 March 2022 and 2023 were as follows:
| 31-12-2021 | INCOME (NOTE B) |
EQUITY | 31-03-2022 | |
|---|---|---|---|---|
| DEFERRED INCOME TAX ASSETS | ||||
| Impairment of other receivable | 6,531 | 709 | - | 7,240 |
| Inventories | 2,539 | 106 | - | 2,645 |
| Other provision and adjustments | 41.645 | (201) | - | 41,444 |
| Intragroup gains | 20,892 | (34) | - | 20,858 |
| Liabilities recorded as part of the allocation of | ||||
| fair value to the liabilities acquired in the | 4,968 | - | - | 4,968 |
| merger | ||||
| Assets recognised under application of IFRS 16 | 4,739 | 454 | - | 5,193 |
| Derivatives | 76 | (10) | (65) | 1 |
| 81,390 | 1,024 | (65) | 82,349 | |
| DEFERRED INCOME TAX LIABILITIES | ||||
| Tax litigation | 42,167 | 939 | - | 43,106 |
| Revaluations of assets as part of the allocation | ||||
| of fair value to the assets acquired in the | 2,429 | (43) | - | 2,386 |
| merger | ||||
| Derivatives | 116 | 62 | 24 | 202 |
| Others | 2,614 | 19 | - | 2,633 |
| 47,326 | 977 | 24 | 48,327 | |
| NET DEFERRED TAX | 34,064 | 47 | (89) | 34,022 |

| 31-12-2022 | INCOME (NOTE B) |
EQUITY | 31-03-2023 | |
|---|---|---|---|---|
| DEFERRED INCOME TAX ASSETS | ||||
| Impairment of other receivable | 9,288 | (805) | - | 8,483 |
| Inventories | 2,579 | 84 | - | 2,663 |
| Other provision and adjustments | 39.761 | (2,503) | - | 37,258 |
| Intragroup gains | 26,851 | 109 | - | 26,960 |
| Liabilities recorded as part of the allocation of | ||||
| fair value to the liabilities acquired in the | 4,865 | (170) | - | 4,695 |
| merger | ||||
| Assets recognised under application of IFRS 16 | 6,160 | 1,033 | - | 7,193 |
| Derivatives | 50 | 8 | 149 | 207 |
| 89,554 | (2,244) | 149 | 87,459 | |
| DEFERRED INCOME TAX LIABILITIES | ||||
| Tax litigation | 42,618 | 235 | - | 42,853 |
| Revaluations of assets as part of the allocation | ||||
| of fair value to the assets acquired in the | 2,235 | (42) | - | 2,193 |
| merger | ||||
| Derivatives | 2,487 | 22 | (220) | 2,289 |
| Others | 2,785 | (22) | - | 2,763 |
| 50,125 | 193 | (220) | 50,098 | |
| NET DEFERRED TAX | 39,429 | (2,437) | 369 | 37,361 |
At 31 March 2023, the deferred tax assets related to the other provisions and adjustments are mainly due:
In the quarter ended on 31 March 2023, the item "Tax litigation" includes liabilities, related to ongoing tax processes, of which highlights:
• Future credits transferred: for the financial year ended at 31 December 2010, NOS SA was notified of the Report of Tax Inspection, when it is considered that the increase, when calculating the taxable profit for the year 2008, of the amount of 100 million euros, with respect to initial price of future credits transferred to securitization, is inappropriate. Given the principle of periodization of taxable income, NOS SA was subsequently notified of the improper deduction of the amount of 20 million euros in the calculation of taxable income between 2009 and 2013. Given that the increase made in 2008 was not accepted due to not complying with Article 18 of the CIRC, also in the years following, the deduction corresponding to credits generated in that year, will eliminate the calculation of taxable income, to meet the annual amortization hired as part of the operation (20 million per year for 5 years). NOS SA challenged the decisions regarding the 2009 to 2013 fiscal year and will appeal for the judicial review in due time the decision regarding the 2008 to 2013 fiscal year. Regarding the year 2008, the Administrative and Fiscal Court of Porto has already decided unfavorably, in March 2014. The company has appealed.
In March 2021, NOS SA was notified of the dismissal issued by the Court of Appeal. Not accepting the decision, NOS filed a Review Appeal with the Supreme Administrative Court, pending, in this regard, the issuance of the respective admissibility order.
In May 2022, NOS was notified of the decision which did not admit the review appeal. An appeal has been filed against the Constitutional Court with suspensive effects on the transit of that non-admission decision. In addition to that appeal, an application was lodged in the file for recognition of the invalidity of the decision, for lack of reasoning. Both expedients are pending consideration and decision.

• Supplementary Capital: the fiscal authorities believe that NOS SA has broken the principle of full competition under the terms of (1) of Article 58 of the Corporate Tax Code (CIRC) – currently Article 63 –, by granting supplementary capital to its subsidiary NOS, without having been remunerated at a market interest rate. In consequence, it has been notified, with regard to the years 2004, 2005, 2006 and 2007 of corrections to the determination of its taxable income in the total amount of 20.5 million euros. NOS SA contested the decision with regard to all the above-mentioned years. As for the year 2004, the Court has decided favorably. This decision is concluded (favorably), originating a reversal of provisions, in 2016, in the amount of 1.3 million euros plus interest. As for the years 2006 and 2007, the Porto Fiscal and Administrative Court has already decided unfavorably. As for the year 2005, the Court decided favorably, having been concretized by the Tax Authorities, which meant the provision reversal of one million euros, in 2018.
The revaluations of assets refer to the appreciation of telecommunications licenses and other assets at the merger of Group companies.
At 31 March 2023, deferred tax assets were not recognised for an amount of 0.4 million euros, corresponding mainly to tax incentives and losses.
Deferred tax assets were recognised when it is probable that taxable profits will occur in future that may be used to absorb tax losses or deductible tax differences. This assessment was based on the business plans of the Group's companies, which are regularly revised and updated.
At 31 March 2023, the tax rate used to calculate the deferred tax assets relating to tax losses carried forward was 21% (2022: 21%). In the case of temporary differences, the rate used was 22.5% (2022: 22.5%) increased to a maximum of 6.3% (2022: 6.3%) of state surcharge when the taxation of temporary differences in the estimated period of application of the state surcharge was perceived as likely. Tax benefits, related to deductions from taxable income, are considered 100%, and in some cases, their full acceptance is conditional upon the approval of the authorities that grants such tax benefits.
Under the terms of Article 88 of the IRC Code, the Company is subject to autonomous taxation on a series of charges at the rates set out in that Article.
With the State Budget for 2023, tax losses will have no time limit for carry forward, but there will be a limitation on their deduction up to 65% of the taxable profit generated.
In the quarters ended on 31 March 2022 and 2023, the reconciliation between the nominal and effective rates of tax was as follows:
| 3M 22 | 3M 23 | |
|---|---|---|
| Income before taxes | 48,020 | 42,194 |
| Statutory tax rate | 22.5% | 22.5% |
| ESTIMATED TAX | 10,805 | 9,494 |
| Permanent differences | (1,165) | (647) |
| Tax benefits | (1,550) | (1,646) |
| State surcharge | 1,675 | 1,286 |
| Autonomous taxation | 137 | 144 |
| Others | (2,959) | (1,485) |
| INCOME TAXES | 6,943 | 7,146 |
| Effective Income tax rate | 14.5% | 16.9% |
| Income tax | 6,990 | 4,709 |
| Deferred tax | (47) | 2,437 |
| 6,943 | 7,146 | |

At 31 March 2022 and 2023, the permanent differences were composed as follows:
| 3M 22 | 3M 23 | |
|---|---|---|
| Equity method (Note 36) | (5,307) | (2,530) |
| Others | 131 | (344) |
| (5,176) | (2,874) | |
| 22.5% | 22.5% | |
| (1,165) | (647) | |
Additionally, the amount registered as fiscal benefits relates to the register of deferred taxes and the use of tax benefits for which there was no record of deferred taxes: SIFIDE (Business Research and Development Tax Incentives System), a tax benefit introduced by Law 40/2005 of 3 August and RFAI (Investment Tax Incentive Regime) introduced by Law 10/2009 of 10 March; and provisions for used tax incentives.
At 31 December 2022 and 31 March 2023, this item was composed as follows:
| 31-12-2022 | 31-03-2023 | |
|---|---|---|
| INVENTORIES | ||
| Telco | 75,818 | 79,411 |
| Audiovisuals | 566 | 610 |
| 76,384 | 80,021 | |
| IMPAIRMENT OF INVENTORIES | ||
| Telco | (9,161) | (9,451) |
| (9,161) | (9,451) | |
| 67,223 | 70,570 | |
The movements occurred in impairment adjustments were as follows:
| 3M 22 | 3M 23 | |
|---|---|---|
| AS AT JANUARY 1 | 8,935 | 9,161 |
| Increase and decrease - Cost of products sold (Note 33) | 486 | 435 |
| Utilizations / Others | (107) | (145) |
| AS AT MARCH 31 | 9,314 | 9,451 |

At 31 December 2022 and 31 March 2023, this item was as follows:
| 31-12-2022 | 31-03-2023 | |
|---|---|---|
| Trade receivables | 444,218 | 460,461 |
| Unbilled revenues | 89,805 | 77,437 |
| 534,023 | 537,898 | |
| Impairment of trade receivable | (214,582) | (219,698) |
| 319,441 | 318,200 | |
The amounts to be invoiced correspond mainly to the value of contractual obligations already met or partially met and whose invoicing will occur subsequently.
The movements occurred in impairment adjustments were as follows:
| 3M 22 | 3M 23 | |
|---|---|---|
| AS AT JANUARY 1 | 197,628 | 214,582 |
| Increases and decreases (Note 35) | 4,597 | 4,877 |
| Penalties | 3,955 | 4,892 |
| Utilizations / Others | (3,860) | (4,653) |
| AS AT MARCH 31 | 202,320 | 219,698 |
Penalties correspond to the invoiced penalties, in the period, for which the full expected credit losses are registered, and the register was made by deduction from the respective revenue.
At 31 March 2023, the contract assets, in the amount of 61.0 million euros (31 December 2022: 60.1 million euros), correspond to discounts, attributed to customers at the time of the sale of equipment (included in the telecommunications packages) and which are allocated to monthly fees / services rendered, within the scope of the allocation of credits to different types of performance obligations, according to IFRS 15. These assets are deferred, at the time of sale of the equipment, and recognised over the contract period (service rendered).
At 31 December 2022 and 31 March 2023, this item was composed as follow:
| 31-12-2022 | 31-03-2023 | |
|---|---|---|
| Programming costs i) | 21,091 | 22,403 |
| Costs related to specific corportate projects | 10,941 | 10,919 |
| Costs of litigation procedure activity ii) | 5,591 | 5,927 |
| Repair and maintenance | 1,875 | 2,923 |
| Insurance | 1,333 | 1,557 |
| Advertising | 132 | 153 |
| Others iii) | 11,269 | 16,355 |
| 52,232 | 60,237 | |

At 31 March 2023, NOS have 3 interest rate swaps in a total amount of 180 million euros (31 December 2022: 180 million euros), with forward start on September 2022.
At the date of the statement of the financial position there are foreign currency forwards open worth 44,055 thousand euros (31 December 2022: 41,147 thousand euros).
| 31-12-2022 | |||||
|---|---|---|---|---|---|
| ASSETS | LIABILITIES | ||||
| NOTIONAL | CURRENT | NON CURRENT |
CURRENT | NON CURRENT |
|
| Interest rate swaps | 180,000 | - | 10,947 | - | - |
| Exchange rate forward | 41,147 | - | 302 | 397 | - |
| 221,147 | - | 11,249 | 397 | - | |
| 31-03-2023 | |||||
|---|---|---|---|---|---|
| ASSETS | LIABILITIES | ||||
| NOTIONAL | CURRENT | NON CURRENT |
CURRENT | NON CURRENT |
|
| Interest rate swaps | 180,000 | - | 9,968 | - | - |
| Exchange rate forward | 44,055 | - | 143 | 712 | - |
| 224,055 | - | 10,111 | 712 | - | |

Movements during the quarters ended on 31 March 2022 and 2023 were as follows:
| 31-12-2021 | INCOME | EQUITY | 31-03-2022 | |
|---|---|---|---|---|
| Fair value interest rate swaps | (10) | - | 10 | - |
| Fair value exchange rate forward | 313 | 1 | 82 | 396 |
| Fair value equity swaps | (218) | 319 | 281 | 382 |
| DERIVATIVES | 85 | 320 | 373 | 778 |
| Deferred income tax liabilities | (116) | (62) | (24) | (202) |
| Deferred income tax assets | 76 | (10) | (65) | 1 |
| DEFERRED INCOME TAX | (40) | (72) | (89) | (201) |
| 45 | 248 | 284 | 577 |
| 31-12-2022 | INCOME | EQUITY | 31-03-2023 | |
|---|---|---|---|---|
| Fair value interest rate swaps | 10,947 | - | (979) | 9,968 |
| Fair value exchange rate forward | (95) | 38 | (512) | (569) |
| Fair value equity swaps | - | - | - | - |
| DERIVATIVES | 10,852 | 38 | (1,491) | 9,399 |
| Deferred income tax liabilities | (2,487) | (22) | 220 | (2,289) |
| Deferred income tax assets | 50 | 8 | 149 | 207 |
| DEFERRED INCOME TAX | (2,437) | (14) | 369 | (2,082) |
| 8,415 | 24 | (1,122) | 7,317 | |
At 31 December 2022 and 31 March 2023, this item was composed as follows:
| 31-12-2022 | 31-03-2023 | |
|---|---|---|
| Cash | 1,017 | 492 |
| Other deposits | - | 15,115 |
| Terms deposits i) | 14,198 | 7,514 |
| Cash and cash equivalents | 15,215 | 23,121 |
| Bank overdrafts (Note 24) | 7,136 | 1,860 |
| Cash and cash equivalents for the purposes of the Cash Flow Statement |
8,079 | 21,261 |
At 31 December 2022 and 31 March 2023, there are 5.6 million euros recorded in the item "Current deposits" whose use is restricted, because they are held by the Capital Fund NOS 5G, subscribed by NOS.

At 31 December 2022 and 31 March 2022, the share capital of NOS was 855,167,890.80 euros. At 31 March 2023, the share capital is represented by 515,161,380 shares registered book-entry shares, with a nominal value of 1.66 euro each (2022: 1.66 euro each).
The main shareholders as of 31 December 2022 and 31 March 2022 are:
| 31-12-2022 | 31-03-2023 | |||
|---|---|---|---|---|
| NUMBER OF SHARES |
% SHARE CAPITAL |
NUMBER OF SHARES |
% SHARE CAPITAL |
|
| Sonaecom, SGPS, S.A. | 134,322,268 | 26.07% | 134,322,268 | 26.07% |
| ZOPT, SGPS, SA | 134,322,269 | 26.07% | 134,322,269 | 26.07% |
| Sonae, SGPS, S.A. | 55,524,516 | 10.78% | 55,524,516 | 10.78% |
| Mubadala Investment Company | 25,758,569 | 5.00% | 25,758,569 | 5.00% |
| TOTAL | 349,927,622 | 67.93% | 349,927,622 | 67.93% |
According to paragraphs b) and c) of number 1 of article 20º and article 21º of the Portuguese Securities Code, a qualified shareholding of 26.07% of the share capital and voting rights of NOS, SGPS, S.A. as calculated in the terms of article 20º of the Portuguese Securities Code, is attributable to the following companies:
On 27 August 2013, following the completion of the merger between ZON and Optimus SGPS, the Company's share capital was increased by 856,404,278 euros, corresponding to the total number of issued shares (206,064,552 shares), based on the closing market price of 27 August 2013. The capital increase is detailed as follows:
Additionally, the premium for issue of shares was deducted for an amount of 125 thousand euros related to costs with the respective capital increase.
On 21 April 2022, was approved in the Annual General Meeting of shareholders of NOS SGPS, an increase of share capital, by incorporation of share premium, in the amount of 850,016,277.00, through the increase of the nominal value of the total shares representing the share capital in the amount of 1.65€. The nominal value of each share is now 1.66€.
As of 31 March 2023, the amount of share issue premium is 4,202,356 euros (2022: 4,202,356 euros).

Company law regarding own shares requires the establishment of a non-distributable reserve of an amount equal to the purchase price of such shares, which becomes frozen until the shares are disposed of or distributed. In addition, the applicable accounting rules determine that gains or losses on the disposal of own shares are stated in reserves.
At 31 March 2023 there were 3,562,512 own shares, representing 0.6915% of share capital (31 December 2022: 4,008,391 own shares, representing 0.7781% of the share capital).
The movements occurred in the financial quarters ended on 31 March 2022 and 2023 were as follows:
| QUANTITY | VALUE | |
|---|---|---|
| BALANCE AS AT 1 JANUARY 2022 | 3,002,427 | 12,353 |
| Acquisition of own shares | 898,333 | 3,358 |
| Distribution of own shares - share incentive scheme | (781,379) | (3,147) |
| Distribution of own shares - other remunerations | (70,908) | (286) |
| BALANCE AS AT 31 MARCH 2022 | 3,048,473 | 12,278 |
| BALANCE AS AT 1 JANUARY 2023 | 4,008,391 | 15,968 |
| Acquisition of own shares | 1,044,138 | 4,422 |
| Distribution of own shares - share incentive scheme | (1,462,391) | (5,902) |
| Distribution of own shares - other remunerations | (27,626) | (111) |
| BALANCE AS AT 31 MARCH 2023 | 3,562,512 | 14,377 |
Company law and NOS Articles of Association establish that at least 5% of the Company's annual net profit must be used to build up the legal reserve until it corresponds to 20% of the share capital. This reserve cannot be distributed except in the event of liquidation of the company, but it may be used to absorb losses after all other reserves have been exhausted, or for incorporation in the share capital.
Under Portuguese law, the amount of distributable reserves is determined according to the individual financial statements of the company prepared in accordance with IAS / IFRS. Thus, on 31 March 2023 NOS had reserves, which by their nature are considered distributable for an amount of approximately 371.4 million euros, not including the net income.

The movements of the non-controlling interests occurred during the quarters ended on 31 March 2022 and 2023 and the results attributable to non-controlling interests for the year are as follows:
| 31-12-2021 | ATTRIBUTABLE PROFITS |
OTHERS | 31-03-2022 | |
|---|---|---|---|---|
| NOS Madeira | 5,289 | 6 | (3) | 5,292 |
| NOS Açores | 1,090 | (37) | (1) | 1,052 |
| 6,379 | (31) | (4) | 6,344 | |
| 31-12-2022 | ATTRIBUTABLE PROFITS |
OTHERS | 31-03-2023 | |
|---|---|---|---|---|
| NOS Madeira | 5,432 | 155 | (8) | 5,579 |
| NOS Açores | 819 | (22) | (2) | 795 |
| 6,251 | 133 | (10) | 6,374 | |
At 31 December 2022 and 31 March 2023, the composition of borrowings was as follows:
| 31-12-2022 | 31-03-2023 | |||
|---|---|---|---|---|
| CURRENT | NON CURRENT |
CURRENT | NON CURRENT |
|
| LOANS - NOMINAL VALUE | 350,136 | 655,000 | 339,360 | 650,000 |
| Debenture loan | 300,000 | 290,000 | 300,000 | 290,000 |
| Commercial paper | 43,000 | 365,000 | 37,500 | 360,000 |
| Bank overdrafts | 7,136 | - | 1,860 | - |
| LOANS - ACCRUALS AND DEFERRALS | 2,832 | (541) | 3,524 | (570) |
| LOANS - AMORTISED COST | 352,968 | 654,459 | 342,884 | 649,430 |
| LEASES | 74,485 | 555,722 | 81,022 | 557,867 |
| 427,453 | 1,210,181 | 423,906 | 1,207,297 | |
During the financial quarter ended on 31 March 2023, the average cost of debt of the used lines was approximately 2.2% (2022: 1.2%).
The average global financing cost (used and unused lines) during the quarter ended on 31 March 2023 was approximately 2.3% (2022: 1.3%).
At 31 March 2023 there is no default in terms of capital, interest, conditions for redemption on loans payable or other commitments.

At 31 March 2023, NOS has a total amount of 590 million euros of bonds issued:
Additionally, NOS has also contracted two financings, whose bonds will be issued in April 2023:
At 31 March 2023, an amount of 3,467 thousand euros, corresponding to interest and commissions, was added to this amount and recorded in the item "Loans - accruals and deferrals".
At 31 March 2023, the Company has borrowings of 397,5 million euros in the form of commercial paper. The total amount contracted, under underwriting securities, is of 885 million euros, corresponding to 17 programmes, with 7 banks, 747.5 million euros of which bear interest at market rates and 137.5 million euros are issued in fixed rate. Commercial paper programmes with maturities over one-year totaling 885 million euros (of which 397,5 million euros have been used as of 31 March 2023), since the Company can renew unilaterally current issues on or before the programmes' maturity dates and because they are underwritten by the organizer. As such, this amount, although having a current maturity, it was classified as non-current for presentation purposes in the financial position statement.
At 31 March 2023 an amount of 513 thousand euros, corresponding to interest and commissions, was deducted to this amount, and recorded in the item "Loans - accruals and deferrals".

At 31 December 2022 and 31 March 2023, the leases refer mainly to rental agreements for telecommunications towers, movie theaters, equipment, shops and vehicles, exclusive acquisition of satellite capacity and rights to use distribution network capacity.
| 31-12-2022 | 31-03-2023 | |
|---|---|---|
| Until 1 year | 120,515 | 110,067 |
| Between 1 and 5 years | 305,011 | 315,254 |
| Over 5 years | 420,531 | 411,303 |
| 846,057 | 836,624 | |
| Future financial costs (lease) | (215,850) | (197,735) |
| PRESENT VALUE OF LEASE LIABILITIES | 630,207 | 638,889 |
| 31-12-2021 | 31-03-2023 | |
|---|---|---|
| Until 1 year | 74,485 | 81,022 |
| Between 1 and 5 years | 214,269 | 223,107 |
| Over 5 years | 341,453 | 334,760 |
| 630,207 | 638,889 | |
The maturities of the loans obtained are as follows:
| 31-12-2022 | 31-03-2023 | |||||
|---|---|---|---|---|---|---|
| UNTIL 1 YEAR | BETWEEN 1 AND 5 YEARS |
OVER 5 YEARS |
UNTIL 1 YEAR | BETWEEN 1 AND 5 YEARS |
OVER 5 YEARS |
|
| Debenture loan | 302,944 | 289,466 | - | 303,912 | 289,555 | - |
| Commercial paper | 42,888 | 364,993 | - | 37,112 | 359,875 | - |
| Bank overdrafts | 7,136 | - | - | 1,860 | - | - |
| Leases | 74,485 | 214,269 | 341,453 | 81,022 | 223,107 | 334,760 |
| 427,453 | 868,728 | 341,453 | 423,906 | 872,537 | 334,760 | |

At 31 December 2022 and 31 March 2023, the provisions were as follows:
| 31-12-2022 | 31-03-2023 | |
|---|---|---|
| Litigation and other - i) | 32,158 | 31,628 |
| Dismantling and removal of assets - ii) | 22,294 | 22,581 |
| Contingent liabilities - iii) | 22,908 | 22,908 |
| Contingencies - other - iv) | 3,907 | 3,758 |
| 81,267 | 80,875 | |
i) At 31 March 2023, the amount under the item "Litigation and other" corresponds to provisions to cover the legal and others claims in-progress.
ii) The amount under the item "Dismantling and removal of assets "refers to the estimated future costs discounted to the present value, related with the termination of the use of the space where there are telecommunication towers and cinemas;
In 2013, ANACOM deliberated to approve the final results of the CLSU audit presented by MEO, relative to the period from 2007 to 2009, in a total amount of 66.8 million euros, a decision that was contested by the Company. In January 2015, ANACOM issued the settlement notes in the amount of 18.6 million euros related to NOS, SA, NOS Madeira and NOS Açores which were contested by NOS and for which a bail was presented by NOS SGPS (Note 44) to avoid Tax Execution Proceedings. The guarantees have been accepted by ANACOM.
In 2014, ANACOM deliberated to approve the final results of the CLSU audit by MEO, relative to the period from 2010 to 2011, in a total amount of 47.1 million euros, a decision also contested by NOS. In February 2016, ANACOM issued the settlement notes in the amount of 13 million euros, related to NOS, SA, NOS Madeira and NOS Açores which were also contested and for which it was before also presented bail by NOS

SGPS in order to avoid the promotion of respective tax enforcement processes. The guarantees that have been accepted by ANACOM.
In 2015, ANACOM deliberated to approve the final results of the audit to CLSU presented by MEO relative to the period from 2012 to 2013, in the amount of 26 million euros and 20 million euros, respectively, and as the others, it was contested by NOS. In December 2016, the notices of settlement were issued relating to NOS, SA, NOS Madeira and NOS Açores, corresponding to that period, in the amount of 13.6 million euros which were contested by NOS and for which guarantees have been already presented by NOS SGPS in order to avoid the promotion of the respective proceedings of tax execution. The guarantees were also accepted by ANACOM.
In 2016, ANACOM approved the results of the audit to the CLSU presented by MEO related with the period between January and June 2014, for an amount of 7.7 million euros that was contested by NOS, in standard terms.
In 2017, NOS, SA, NOS Madeira and NOS Açores were notified of the decision of ANACOM concerning the entities that are obliged to contribute toward the compensation fund and the setting of the values of contributions corresponding to CLSU that must be compensated and relating to the months of 2014 in which MEO still remained as provider of the Universal Service, which establishes for all these companies a contribution around 2.4 million euros. In December 2017, the settlement notes relating to NOS, SA, NOS Madeira and NOS Açores, concerning that period, were issued in the amount of approximately 2.4 million euros, which were challenged by NOS and for which guarantees have also been presented by NOS SGPS, in order to avoid the promotion of their tax enforcement procedures. The guarantees were also accepted by ANACOM.
It is the opinion of the Board of Directors of NOS that these extraordinary contributions to Universal Service (not designated through a tender procedure) flagrantly violate the Directive of Universal Service. Moreover, considering the existing legal framework since NOS began its activity, the request of payment of the extraordinary contribution violates the principle of the protection of confidence, recognised on a legal and constitutional level in Portuguese domestic law. For these reasons, NOS has judicially challenged either the approval of audit results of the universal service net cost related with the pre-contest period as well as the liquidation of each and every extraordinary contributions that may be required. In September 2021, the Lisbon Administrative Circle Court ruled as unfounded the action regarding the administrative challenge of the results of the CLSU 2007-2009 audit, which NOS appealed in October 2021. The Board of Directors is convinced it will be successful in both challenges and appeals undertaken;
iv) The amount under the caption "Contingencies - other" refers to provisions for risks related to miscellaneous events/disputes of various kinds, the settlement of which may result in outflows of cash, and other likely liabilities related to several transactions from previous periods, and whose outflow of cash is probable, namely, costs charged to the current period or previous years, for which it is not possible to estimate reliably the time of occurrence of the expense.
| 31-12-2021 | INCREASES | DECREASES | OTHERS | 31-03-2022 | |
|---|---|---|---|---|---|
| Litigation and other | 32,468 | 563 | (2,332) | - | 30,699 |
| Financial investments | 1,075 | - | - | - | 1,075 |
| Dismantling and removal of assets | 22,326 | 116 | - | - | 22,442 |
| Contingent liabilities | 23,707 | - | - | - | 23,707 |
| Contingencies - other | 2,940 | 942 | - | (1,031) | 2,851 |
| 82,516 | 1,621 | (2,332) | (1,031) | 80,774 | |
During the quarter ended on 31 March 2022, movements in provisions were as follows:

| 31-12-2022 | INCREASES | DECREASES | OTHERS | 31-03-2023 | |
|---|---|---|---|---|---|
| Litigation and other | 32,158 | 1,115 | (1,645) | - | 31,628 |
| Financial investments | - | - | - | - | - |
| Dismantling and removal of assets | 22,294 | 287 | - | - | 22,581 |
| Contingent liabilities | 22,908 | - | - | - | 22,908 |
| Contingencies - other | 3,907 | 363 | - | (512) | 3,758 |
| 81,267 | 1,765 | (1,645) | (512) | 80,875 | |
During the quarter ended on 31 March 2023, movements in provisions, were as follows:
During the quarters ended on 31 March 2022 and 2023, the increases refer mainly to compensation to employees, provisions for legal and other claims plus interests and charges, and the decreases refer mainly to the reassessment and prescription of several legal contingencies.
The movements recorded in "Others", under the heading "Contingencies - other" correspond, predominantly, to compensations to employees.
The net movements for the financial year ended on 31 March 2022 and 2023 reflected in the income statement under Provisions were as follows:
| 3M 22 | 3M 23 | |
|---|---|---|
| Provisions and adjustments (Note 35) | 118 | (708) |
| Other losses / (gains) non-recurrent (Note 38) | 934 | 363 |
| Interests - dismantling | 116 | 287 |
| Other | (1,879) | 178 |
| INCREASES AND DECREASES IN PROVISIONS | (711) | 120 |

At 31 December 2022 and 31 March 2023, this item was composed as follows:
| 31-12-2022 | 31-03-2023 |
|---|---|
| 39,314 | 39,234 |
| 40,116 | 35,705 |
| 30,494 | 25,369 |
| 24,320 | 24,989 |
| 16,306 | 19,834 |
| 15,084 | 15,359 |
| 13,205 | 11,737 |
| 11,779 | 9,149 |
| - | 8,421 |
| 5,198 | 6,480 |
| 5,495 | 5,969 |
| 4,033 | 4,160 |
| 1,699 | 2,774 |
| 5,387 | 3,487 |
| 212,430 | 212,667 |
i. Invoices to be issued by operators correspond predominantly to interconnection costs for international traffic and for the use of roaming services not yet billed.
ii. Amounts relating to ANACOM licences and other ICA fees, the invoicing of which is issued annually in subsequent periods.
At 31 December 2022 and 31 March 2023, this item was composed as follows:
| 31-12-2022 | 31-03-2023 | |||
|---|---|---|---|---|
| CURRENT | NON-CURRENT | CURRENT | NON-CURRENT | |
| Advanced billing i) | 37,844 | - | 40,585 | - |
| Investment subsidy ii) | 346 | 2,824 | 330 | 2,753 |
| 38,190 | 2,824 | 40,915 | 2,753 | |

At 31 December 2022 and 31 March 2023, this item was composed as follows:
| 31-12-2022 | 31-03-2023 | |
|---|---|---|
| Suppliers current account | 252,195 | 266,972 |
| Invoices in reception and conference | 1,160 | 1,921 |
| 253,355 | 268,893 | |
At 31 December 2022 and 31 March 2023, this item was composed as follows:
| 31-12-2022 | 31-03-2023 | |
|---|---|---|
| NON-CURRENT | ||
| Contractual rights | 42,128 | 41,691 |
| 42,128 | 41,691 | |
| CURRENT | ||
| Fixed assets suppliers | 47,437 | 26,978 |
| Contractual rights | 1,934 | 2,130 |
| Advances from customers | 191 | 170 |
| Others | 4,227 | 4,616 |
| 53,789 | 33,894 | |
| 95,917 | 75,585 | |
The caption Contractual Rights refers to the liability to be settled over 20 years, related with the contractual right acquired with the agreement celebrated between NOS Comunicações, S.A., NOS Technology S.A., and Vodafone Portugal, Comunicações Pessoais, S.A with the aim of sharing mobile support network infrastructures (passive infrastructure such as towers and masts) and active mobile network (active radio equipment such as antennas, amplifiers and other equipment), as disclosed to the market on 22 October 2020.

Consolidated operating revenues, for the quarters ended on 31 March 2022 and 2023, were as follows:
| 3M 22 | 3M 23 | |
|---|---|---|
| SERVICES RENDERED: | ||
| Communications service revenues i) | 312,357 | 328,407 |
| Revenue distribution and cinematographic exhibition ii) | 5,203 | 9,070 |
| Advertising revenue iii) | 4,173 | 4,441 |
| Production and distribution of content and channels iv) | 5,508 | 5,426 |
| Others | 729 | 1,992 |
| 327,970 | 349,336 | |
| SALES: | ||
| Telco v) | 35,967 | 22,303 |
| Audiovisuals and cinema exhibition vi) | 1,958 | 3,107 |
| 37,925 | 25,410 | |
| OTHER OPERATING REVENUES: | ||
| Telco | 7,343 | 6,638 |
| Audiovisuals and cinema exhibition | 129 | 20 |
| 7,472 | 6,658 | |
| 373,367 | 381,404 | |
These operating revenues are shown net of inter-company eliminations.
This item includes earned income related with non-compliances and contractual penalties, as well as other supplementary income of diverse natures.

In the quarters ended on 31 March 2022 and 2023, this item was composed as follows:
| 3M 22 | 3M 23 | |
|---|---|---|
| Remuneration | 15,292 | 16,685 |
| Social taxes | 4,186 | 4,498 |
| Social benefits | 495 | 488 |
| Other | 319 | 296 |
| 20,292 | 21,967 | |
In the quarters ended on 31 March 2022 and 2023, the average number of employees of the companies included in the consolidation was 2,289 and 2,423, respectively. At 31 March 2023, the number of employees of the companies included in the consolidation was 2,425 employees.
The costs of compensations paid to employees, since they are non-recurring costs, are recorded in the item "Restructuring costs" (Note 38).
In the quarters ended on 31 March 2022 and 2023, this item was composed as follows:
| 3M 22 | 3M 23 | |
|---|---|---|
| Exhibition costs | 45,107 | 45,190 |
| Traffic costs | 15,780 | 16,800 |
| Costs related to corporate customers services | 12,425 | 11,727 |
| Capacity costs | 4,299 | 4,990 |
| Shared advertising revenues | 2,910 | 2,892 |
| 80,521 | 81,599 | |
In the quarters ended on 31 March 2022 and 2023, this item was composed as follows:
| 3M 22 | 3M 23 | |
|---|---|---|
| Costs of products sold | 34,587 | 21,345 |
| Increases / (decreases) in inventories impairments (Note 16) | 486 | 435 |
| 35,073 | 21,780 | |

In the quarters ended on 31 March 2022 and 2023, this item was composed as follows:
| 3M 22 | 3M 23 | |
|---|---|---|
| SUPPORT SERVICES: | ||
| Administrative support and others | 8,438 | 9,705 |
| Call centers and customer support | 8,492 | 9,409 |
| Information systems | 3,700 | 4,919 |
| 20,630 | 24,033 | |
| SUPPLIES AND EXTERNAL SERVICES: | ||
| Maintenance and repair | 11,783 | 12,432 |
| Leasing of ducts and poles | 7,145 | 6,431 |
| Electricity | 6,919 | 4,713 |
| Professional services | 2,691 | 2,195 |
| Installation and removal of terminal equipment | 1,347 | 1,341 |
| Travel and accommodation | 442 | 893 |
| Communications | 981 | 723 |
| Other supplies and external services | 6,865 | 7,056 |
| 38,173 | 35,784 | |
During the quarter ended on 31 March 2022, given the application of IFRS 16, (practical expedient to consider the changes / concessions related to COVID-19 as not being a modification to the lease) discounts from rents were recognised, on the item "Other Supplies and external services", in the amount of approximately 1.5 million euros.
In the quarters ended on 31 March 2022 and 2023, these items were composed as follows:
| 3M 22 | 3M 23 | |
|---|---|---|
| Provisions (Note 25) | 118 | (708) |
| Impairment of account receivables - trade (Note 17) | 4,597 | 4,877 |
| Impairment of account receivables - others (Note 12) | 127 | 39 |
| Others | (1) | 4 |
| 4,841 | 4,212 | |
In quarters ended on 31 March 2022 and 2023, this item was composed as follows:
| 3M 22 | 3M 23 | |
|---|---|---|
| EQUITY METHOD (NOTE 11) | ||
| Dreamia | (109) | (2) |
| Finstar | (5,217) | (2,521) |
| Mstar | (200) | 366 |
| Upstar | (5) | (370) |
| Others | 224 | (3) |
| (5,307) | (2,530) | |

In the quarters ended on 31 March 2022 and 2023, this item was composed as follows:
| 3M 22 | 3M 23 | |
|---|---|---|
| TANGIBLE ASSETS | ||
| Buildings and other constructions | 2,860 | 4,097 |
| Basic equipment | 42,431 | 44,812 |
| Tools and dies | 16 | 14 |
| Administrative equipment | 1,053 | 987 |
| Other tangible assets | 89 | 215 |
| 46,449 | 50,125 | |
| INTANGIBLE ASSETS | ||
| Industrial property and other rights | 24,486 | 27,461 |
| 24,486 | 27,461 | |
| CONTRACT COSTS | ||
| Contract costs | 24,483 | 24,456 |
| 24,483 | 24,456 | |
| RIGHTS OF USE | ||
| Rights of use | 14,983 | 18,360 |
| 14,983 | 18,360 | |
| INVESTIMENT PROPERTY | ||
| Investment property | 4 | 3 |
| 4 | 3 | |
| 110,405 | 120,405 | |
In the quarters ended on 31 March 2022 and 2023, this item was composed as follows:
| 3M 22 | 3M 23 | |
|---|---|---|
| Personnel compensation (Note 25) | 934 | 363 |
| Personnel costs related to non-recurrent projects | 72 | (4) |
| 1,006 | 359 | |
In the quarters ended on 31 March 2022 and 2023, the other non-recurring costs / (gains) was composed as follows:
| 3M 22 | 3M 23 | |
|---|---|---|
| GAINS: | ||
| Legal Processes | 6,134 | - |
| 6,134 | - | |
| COSTS: | ||
| Others | 2,416 | 218 |
| 2,416 | 218 | |
| TOTAL | (3,718) | 218 |
In the quarter ended on 31 March 2023, an income/receivable of 6.1 million euros was estimated resulting from favorable decisions in proceedings initiated by the company.

In the quarters ended on 31 March 2022 and 2023, financing costs and other financial expenses / (income) were composed as follows:
| 3M 22 | 3M 23 | |
|---|---|---|
| FINANCING COSTS: | ||
| INTEREST EXPENSE: | ||
| Borrowings | 2,360 | 4,885 |
| Finance leases | 6,208 | 7,428 |
| Derivatives | 16 | 50 |
| Others | 481 | 829 |
| 9,065 | 13,192 | |
| INTEREST EARNED | (927) | (1,312) |
| 8,138 | 11,880 | |
| NET OTHER FINANCIAL EXPENSES / (INCOME): | ||
| Comissions and guarantees | 861 | 804 |
| Others | (75) | 169 |
| 786 | 973 | |
Interest earned mainly corresponds to default interests charged to customers.
Earnings per share for the quarters ended on 31 March 2022 and 2023 were calculated as follow:
| 3M 22 | 3M 23 | |
|---|---|---|
| Consolidated net income attributable to shareholders | 41,108 | 34,915 |
| Number of ordinary shares outstanding during the period (weighted average) | 512,143,093 | 511,308,637 |
| Basic earnings per share - euros | 0.08 | 0.07 |
| Diluted earnings per share - euros | 0.08 | 0.07 |
In the above periods, there were no diluting effects on net earnings per share, so the diluted earnings per share are equal to the basic earnings per share.

At 31 December 2022 and 31 March 2023, the Group presents guarantees in favour of third parties corresponding to the following situations:
| 31-12-2022 | 31-03-2023 | |
|---|---|---|
| Tax authorities i) | 33,155 | 35,882 |
| Others ii) | 13,757 | 14,588 |
| 46,912 | 50,470 | |
In connection with the finance obtained by Upstar from Banco Comercial Português, totalling 10 million euros, NOS signed a promissory note, proportional to the participation held, of 30% of the loan.
During the first quarterly of 2015, 2016, 2017 and 2018, and following the settlement notes to CLSU 2007-2009, 2010-2011, 2012-2013 and 2014, respectively, NOS constituted guarantees in favour of the Universal Service Compensation Fund in the amount of 23.6 million euros, 16.7 million euros, 17.5 million euros and 3.0 million euros, respectively, in order to prevent the introduction of tax enforcement proceedings in order to enforce recovery of the amounts paid.
In addition to the guarantees required by the tax authorities, sureties were set up for the current fiscal processes, which NOS was a surety for NOS SA for an amount of 14.6 million euros.
From the loans obtained (excluding financial leases), besides being subject to the Group's compliance with its obligations (operational, legal and fiscal) 100% of them are subject to Cross default and Pari Passu, 97% are subjecte to Negative Pledge clauses and 77% are subject to Ownership clauses.
Additionally, about 16% of total borrowings require that the consolidated net financial debt does not exceed 3 times EBITDA after payment of consolidated leases, about 43% require that the consolidated net financial debt does not exceed 3.5 times EBITDA after payment of consolidated leases, about 5% require that the consolidated net financial debt does not exceed 4 times EBITDA after payment of consolidated leases and about 8% require that the consolidated net financial debt does not exceed 5 times EBITDA after payment of consolidated leases.
Net Financial Debt = Loans - Leasings - Cash and Cash Equivalents
EBITDA = Operating profit + Depreciation, amortisation and impairment losses + Restructuring costs + Losses / (gains) on disposal of assets + Other non-recurrent costs / (gains)
EBITDA after lease payments = EBITDA - lease payments (principal and interest)
In December 2015, NOS signed a contract with Sport Lisboa e Benfica - Futebol SAD and Benfica TV, SA of television rights of home matches of football NOS' league, broadcasting rights and distribution of Benfica TV Channel. The contract began in 2016/2017 sports season, had an initial duration of three years, and might be renewed by decision of either party up to a total of 10 sports seasons, with the overall financial consideration reaching the amount of 400 million euros, divided into progressive annual amounts.

Also in December 2015, NOS signed a contract with Sporting Clube de Portugal - Futebol SAD and Sporting and Communication Platforms, S.A. for the assignment of the following rights:
The contract will last 10 seasons, concerning the rights indicated in 1) and 2) above, starting in July 2018, 12 seasons in the case of the rights stated in 3) starting in July 2017 and 12 and a half seasons in the case of the rights mentioned in 4) beginning in January 2016, with the overall financial consideration amounting to 446 million euros, divided into progressive annual amounts.
Also in December 2015, NOS SA has signed contracts regarding the television rights of home senior team football games with the following sports clubs:
The contracts began in the 2019/2020 sports season and last up to 7 seasons, apart from the contract with Sporting Clube de Braga - Futebol, SAD which lasts 9 seasons.
In May 2016, NOS and Vodafone have agreed on reciprocal availability, for several sports seasons, of sports content (national and international) owned by the companies, in order to assure to both companies, directly by the assigning party or indirectly through the transfer to third party content distribution channels or models, the availability of broadcasting rights of the sports clubs home football games, as well as the broadcasting and distribution rights of sports and sports clubs channels, whose rights are owned by each of the companies in each moment. The agreement came into force from the beginning of the sports season 16/17, assuring access to Benfica's channel and Benfica's home football games to NOS' and Vodafone's clients, independent from the channel where these football games are broadcast.
Considering that the contract signed allowed for the possibility of extending the agreement to the other operators, in July 2016 MEO and Cabovisão joined the agreement, ending the lack of availability of Porto Canal in the NOS's channel grid, assuring that every Pay TV client can have access to every relevant sports content, regardless of which operator they use.
Following the agreement signed with the remaining operators, which is being made directly in some cases and through channel yield to third parties in others, as a counterpart of the reciprocal provision of rights, the global costs are shared according with retailer telecommunications revenues and Pay TV market shares.
The estimated cash flows are estimated as follows:
| Seasons | 2022/23 | Following |
|---|---|---|
| Estimated cash-flows with the contract signed by NOS with the sports entities* | 113.6 M€ | 498.3 M€ |
| NOS estimated cash-flows for the contracts signed by NOS (net amounts charged to the operators) and for the contracts signed by the remaining operators |
58.9 M€ | 264.4 M€ |
| * Includes direct broadcasts of games and channels, advertising and others. |

Considering that, following the celebrated agreements with the remaining operators, the risks and benefits associated to contracts with teams are shared amongst the operators, the agreement was considered a collaborative agreement. For this reason, the revenue (with operators) is compensated with the expenses with teams.
NOS and Vodafone Portugal celebrated on 29 September 2017 an agreement of infrastructure development and sharing with a nationwide scope. This partnership allows the two Operators providing their commercial offers under a shared network at the beginning of 2018.
The agreement covers the reciprocal sharing of dark fibre in approximately 2.6 million of homes in which each of the entities shares with the other one an equivalent investment value, in other words, they share similar goods. It is assumed that both companies retain full autonomy, independence, and confidentiality concerning the design of the commercial offers, the management of the customers' database and the choice of technological solutions they might decide to implement, that did not originate any impact on the consolidated financial statements (according to IAS 16, this exchange of similar nonmonetary assets will be presented on a net basis).
The partnership has also been extended to mobile infrastructure sharing where it is agreed a minimum sharing of 200 mobile towers.
On 22 October 2020, NOS Comunicações S.A. and NOS Technology, on the one hand, and Vodafone Portugal, Comunicações Pessoais, S.A., on the other hand, celebrated a set of agreements regarding the sharing of mobile network support infrastructure (passive infrastructures such as towers and poles) and activemobile network elements (active radio equipment such as antennas, amplifiers and remaining equipment).These agreements have the following characteristics:
a) the agreements have a nationwide scope with diverse geographical application according to the higher or lower level of population density. In higher density geographies, typically larger urban areas, the parties will pursue synergies by sharing support infrastructure. In lower density areas, typically rural and interior locations, in addition to shared use of support infrastructure, the parties will also share active mobile network.
b) the agreements focus on assets currently held, or that may be held by each party in the future, and on existing 2G, 3G and 4G technology. Incorporation of 5G technology in these agreements will depend on each to deploy this technology.
c) the agreements do not encompass spectrum sharing between the operators and each party will maintain exclusive strategic control of its networks, thus ensuring full competitive, strategic and commercial independence and the ability to differentiate in terms of customer service and provision.
Each party retains the ability to develop its mobile communications network independently.
These agreements will enable NOS to invest more efficiently by capturing value through synergies. NOS will also be able to deploy its mobile network faster and in a more environmentally responsible way, thus benefitting customers and remaining stakeholders.
Sharing of mobile infrastructure represents an important contribution towards greater geographical cohesion and digital inclusion, both of which are essential to the sustainable development of the country.

Transactions and balances between NOS and companies of the NOS Group were eliminated in the consolidation process and are not subject to disclosure in this note.
The balances at 31 December 2022 and 31 March 2023 and transactions in the quarters ended on 31 March 2022 and 2023 between NOS Group and its associated companies, joint ventures and other related parties are as follows:
| Balances at 31 December 2022 | |||
|---|---|---|---|
| ACCOUNTS RECEIVABLES AND PREPAID EXPENSES |
ACCOUNTS PAYABLE AND DEFERRED INCOME |
BORROWINGS | |
| ASSOCIATED COMPANIES | 26,212 | 12,775 | - |
| Big Picture 2 Films | 5 | 67 | - |
| Sport TV | 26,207 | 12,708 | - |
| JOINTLY CONTROLLED COMPANIES | 14,224 | 1,116 | 3,082 |
| Dreamia SA | 2,409 | 410 | - |
| Dreamia Servicios de Televisión, S.L. | 102 | - | 3,082 |
| Finstar | 11,261 | 73 | - |
| Upstar | 299 | 142 | - |
| ZAP Media | 142 | - | - |
| MSTAR | 11 | - | - |
| DUALGRID | - | - | - |
| OTHER RELATED PARTIES | 10,253 | 3,506 | - |
| Banco BIC Português, S.A. | 199 | - | - |
| Cascaishopping- Centro Comercial, S.A. | 75 | 152 | - |
| Centro Colombo- Centro Comercial, S.A. | 296 | 522 | - |
| Centro Vasco da Gama-Centro Comercial,SA | 699 | 819 | - |
| Maiashopping- Centro Comercial, S.A. | 76 | 102 | - |
| MC Shared Services, S.A. | 1,667 | - | - |
| Modelo Continente Hipermercados,SA | 1,577 | 38 | - |
| Norteshopping-Centro Comercial, S.A. | 351 | 360 | - |
| SC-Consultadoria,SA | 341 | - | - |
| Sierra Portugal, SA | 299 | 131 | - |
| Universo, IME, S.A. | 110 | - | - |
| Worten-Equipamento para o Lar,SA | 3,318 | 1,275 | - |
| Other related parties | 1,245 | 107 | - |
| 50,689 | 17,397 | 3,082 |

| 31-03-2022 | |||
|---|---|---|---|
| SERVICES RENDERED |
SUPPLIES AND EXTERNAL SERVICES |
INTEREST GAINS |
|
| ASSOCIATED COMPANIES | 20,264 | 20,345 | - |
| Big Picture 2 Films | 17 | 867 | - |
| Sport TV(1) | 20,247 | 19,478 | - |
| JOINTLY CONTROLLED COMPANIES | 3,024 | 45 | 23 |
| Finstar | 1,963 | - | - |
| Upstar | 63 | 32 | - |
| Dreamia Holding BV | - | - | 24 |
| Dreamia SA | 998 | (40) | (1) |
| DUALGRID | - | 53 | - |
| OTHER RELATED PARTIES | 6,432 | 3,758 | - |
| Banco Bic Português, S.A. | 466 | - | - |
| Cascaishopping- Centro Comercial, S.A. | 3 | 162 | - |
| Centro Colombo- Centro Comercial, S.A. | 5 | 353 | - |
| Continente Hipermercados, S.A. | 120 | 10 | - |
| MDS Corretor de Seguros, SA(2) | 336 | - | - |
| Modalfa-Comércio e Serviços,SA | 298 | - | - |
| Modelo Continente Hipermercados,SA | 1,318 | 45 | - |
| Norteshopping-Centro Comercial, S.A. | 3 | 414 | - |
| Olivedesportos- Publicidade Televisão e Media SA(3) | 4 | 1,075 | |
| S21SEC Portug-Cyber Security Services,SA(4) | 15 | 784 | - |
| SC-Consultadoria,SA | 217 | - | - |
| Sierra Portugal, SA | 556 | 32 | - |
| Sonae MC – Serviços Partilhados, SA | 672 | - | - |
| Worten-Equipamento para o Lar,SA | 1,280 | 182 | - |
| Other related parties | 1,138 | 700 | - |
| 29,720 | 24,148 | 23 | |

| Balances at 31 March 2023 | |||
|---|---|---|---|
| ACCOUNTS RECEIVABLES AND PREPAID EXPENSES |
ACCOUNTS PAYABLE AND DEFERRED INCOME |
BORROWINGS | |
| ASSOCIATED COMPANIES | 29,932 | 12,816 | - |
| Big Picture 2 Films | 6 | 167 | - |
| Sport TV | 29,926 | 12,649 | - |
| JOINTLY CONTROLLED COMPANIES | 14,618 | 1,404 | 3,173 |
| Dreamia SA | 1,375 | 793 | - |
| Dreamia Servicios de Televisión, S.L. | 34 | - | 3,173 |
| Finstar | 12,757 | (64) | - |
| Upstar | 299 | 445 | - |
| ZAP Media | 142 | 142 | - |
| MSTAR | 11 | - | - |
| DUALGRID | - | 88 | - |
| OTHER RELATED PARTIES | 7,270 | 4,104 | - |
| Banco Bic Português, S.A. | 208 | - | - |
| Cascaishopping Centro Comercial, SA | 460 | 389 | - |
| Centro Colombo Centro Comercial, SA | 413 | 834 | - |
| Centro Vasco da Gama Centro Comercial,SA | 364 | 500 | - |
| Continente Hipermercados, SA | 102 | 1 | - |
| Fashion Division, S.A. | 128 | - | - |
| Gaiashopping I Centro Comercial, SA | 67 | 153 | - |
| Modelo Continente Hipermercados, SA | 1,106 | 53 | - |
| Norteshopping Centro Comercial, SA | 451 | 726 | - |
| SC - Sociedade de Consultoria, SA | 245 | - | - |
| SFS - Financial Services, IME, S.A. | 113 | - | - |
| SFS, Gestão e Consultoria, S.A. | 3 | 104 | - |
| Sierra Portugal, SA | 313 | 16 | - |
| Sonae MC - Serviços Partilhados, SA | 319 | - | - |
| Worten - Equipamento para o Lar, SA | 1,984 | 1,309 | - |
| Other related parties | 994 | 19 | - |
| 51,820 | 18,324 | 3,173 |

| 31-03-2023 | |||
|---|---|---|---|
| SERVICES RENDERED |
SUPPLIES AND EXTERNAL SERVICES |
INTEREST GAINS | |
| ASSOCIATED COMPANIES | 16,459 | 15,974 | - |
| Big Picture 2 Films | 4 | 232 | - |
| Sport TV | 16,455 | 15,742 | - |
| JOINTLY CONTROLLED COMPANIES | 3,300 | 68 | 23 |
| Dreamia Servicios de Televisión, S.L. | - | - | 23 |
| Dreamia SA | 1,148 | (36) | - |
| Finstar | 2,147 | - | - |
| Upstar | 5 | 32 | - |
| DUALGRID | - | 72 | - |
| OTHER RELATED PARTIES | 7,522 | 2,205 | - |
| Banco Bic Português, S.A. | 460 | - | - |
| Cascaishopping Centro Comercial, SA | 3 | 292 | - |
| Centro Colombo Centro Comercial, SA | 5 | 356 | - |
| Centro Vasco da Gama Centro Comercial,SA | 3 | 192 | - |
| Continente Hipermercados, SA | 128 | 12 | - |
| Fashion Division, S.A. | 172 | - | - |
| Gaiashopping I Centro Comercial, SA | 3 | 113 | - |
| Modalfa - Comércio e Serviços, SA | 257 | - | - |
| Modelo Continente Hipermercados, SA | 1,433 | 36 | - |
| Norteshopping Centro Comercial, SA | 3 | 427 | - |
| Pharmacontinente - Saúde e Higiene, SA | 107 | - | - |
| SC - Sociedade de Consultoria, SA | 200 | - | - |
| SFS - Financial Services, IME, S.A. | 149 | - | - |
| SFS, Gestão e Consultoria, S.A. | 5 | 116 | - |
| Sierra Portugal, SA | 391 | 34 | - |
| Solinca Classic, S.A. | 101 | - | - |
| Sonae MC - Serviços Partilhados, SA | 1,555 | 1 | - |
| Worten - Equipamento para o Lar, SA | 1,709 | 246 | - |
| Other related parties | 838 | 380 | - |
| 27,281 | 18,247 | 23 |
(1) In the quarters ended on 31 March 2022 and 2023, the amount related to Sales and Services Rendered includes about 16 million euros (31 March 2022: 20 million euros), which are not recorded in the consolidated accounts under Sales and Services Rendered, since it is related to the agreement celebrated with the operators, which configures a sharing of costs and benefits, therefore the compensation of the revenue is made with the expenses with the clubs (Note 42.2).
The Company regularly performs transactions and signs contracts with several parties within the NOS Group. Such transactions were performed on normal market terms for similar transactions, as part of the contracting companies' current activity.
Due to the large number of low value related parties' balances and transactions, it was grouped in the heading "Other related parties" the balances and transactions with entities whose amounts are less than 100 thousand euros.

• NOS SA, NOS Açores and NOS Madeira brought actions for judicial review of ANACOM's decisions in respect of the payment of the Annual Fee of Activity (for 2009, 2010, 2011, 2012, 2013, 2014, 2015, 2016, 2017, 2018, 2019, 2020 and 2021) as Electronic Communications Services Networks Supplier, and furthermore the refund of the amounts that meanwhile were paid within the scope of the mentioned acts of settlement was requested. Also NOS Wholesale brought action for judicial review of ANACOM's decision in respect of payment of the Annual Fee of Activity for 2020 and 2021.
The settlement amounts are, respectively, as follows:
This fee is a percentage decided annually by ANACOM (in 2009 it was 0.5826%) of operators' electronic communications revenues. The appeals invoke: i) unconstitutionality and illegality, related to the inclusion in the cost accounting of ANACOM of the provisions made by the latter, due to judicial proceedings against the latter (including these appeals of the activity rate) and ii) that only revenues from the electronic communications business per se, subject to regulation by ANACOM, should be considered for the purposes of the application of the percentage and the calculation of the fee payable, and that revenues from television content should be excluded. Eleven sentences were handed down on the matter, of which ANACOM appealed to the Central Administrative Court and/or the Constitutional Court. The remaining proceedings are awaiting trial and/or decision.

• On 15 December 2021, NOS was notified by the Portuguese Competition Authority (AdC) of an illegality note (accusation) related to advertising service practices in automatic recordings, which accuses NOS, other operators and a consultant of concertation behavior in the television recordings advertising market. NOS presented its written defense. At the time, it is not possible to estimate whether there will be an acquittal or conviction and, in the case of the latter, the amount of a possible fine. Further developments on the AdC's decision are awaited. It is the conviction of the Board of Directors, taking into account the elements it knows, that it will be able to demonstrate the various arguments in favor of its defense.
During the course ofthe 2003 to 2022 financial years, some companies of the NOS Group were the subject of tax inspections for the 2001 to 2020 financial years. Following these inspections, NOS SGPS, as the controlling company of the Tax Group, and companies not covered by Tax Group, were notified of the corrections made to the Group's tax losses, to VAT and stamp tax and to make the payments related to the corrections made to the above exercises. The total amount of the notifications unpaid is about 37 million euros, added interest, and charges. These settlement notes, which totally were contested, are the respective lawsuits in progress.
Based on the advice obtained from the process representatives and tax consultants, the Board of Directors maintains the belief in a favorable outcome, which is why these proceedings are maintained in court. However, in accordance with the principle of prudence, an assessment of the group's level of exposure to these proceedings is made periodically, in the light of the evolution of case law, and consequently the provisions recorded for this purpose are adjusted. The Group provided the guarantees demanded by the Tax Authorities, related to these processes, according reference in Note 42.
In 2011, MEO brought against NOS SA, in the Judicial Court of Lisbon, a claim for the compensation of 10.3 million of Euros, as compensation for alleged unauthorized portability of NOS SA in the period between March 2009 and July 2011. NOS SA contested, and the Court ordered an expert opinion, meanwhile, deemed without effect. The discussion and trial hearing took place in the first quarter of 2016, being the rendered in September of the same year, which considered the action to be partially justified, based not on the occurrence of improper portability, which the Court has determined to restrict itself to those which do not correspond to the will of the proprietor. In that regard, it sentenced NOS to the payment of approximately 5.3 million euros to MEO, a decision of which NOS appealed to the Lisbon Court of Appeal. MEO, on the other hand, was satisfied with the decision and did not appeal against the part of the sentence that acquitted NOS. This Court, in the first quarter of 2018, upheld the decision of the Court of First Instance, except for interests, in which it gave reason to the claims of NOS, in the sense that interests should be counted from the citation to the action and not from the due date of the invoices. NOS filed an extraordinary appeal with the Supreme Court of Justice (SCJ), that appeal which found that the facts established were insufficient to resolve on the substance of the case. Consequently, the SCJ ordered that the court under appeal should amplify the facts. The case was transferred to the Court of First Instance and in November 2019, this, granted the parties the possibility of requesting the production of supplementary evidence on the subject of the extension, with NOS requesting an expert examination and the repetition of testimonial evidence. In February 2020, the Court determined the need to obtain new evidence, which requires the analysis of the information relating to all portabilities that serve as the basis for the process, determining the carrying out of expert evidence for that purpose. The appointment of the expert occurred on October 2021. In December 2022, the expert asked to be relieved of his duties because he felt that the qualified non-judicial verification was unfeasible in view of the volume of documentation to be analysed. Further developments are awaited.
In 2011, NOS SA brought an action in Lisbon Judicial Court against MEO, claiming payment of 22.4 million euros, for damages suffered by NOS SA, arising from violations of the Portability Regulation by MEO, in particular, the large number of unjustified refusals of portability requests by MEO in the period between February 2008 and February 2011. The court declared the performance of expert evidence of technical nature and an economic-financial survey, which were completed in February 2016 and June 2018, respectively. MEO argued for the nullity of the expert economic-financial report, which was dismissed. After the trial, in May 2022, the court partially agreed with NOS, condemning MEO to pay 7.9 million euros, a decision challenged by MEO and NOS by filing appeals in October 2022. It is the understanding of the Board of Directors, corroborated by the attorneys accompanying the process, that it is, in formal and substantive terms, likely that NOS SA will be able to win the lawsuit, due to MEO already having been convicted for the same offences by ANACOM.

In March 2018, NOS was notified of a lawsuit brought by DECO against NOS, MEO and NOWO, in which a declaration of nullity of the obligation to pay the price increases imposed on customers at the end of 2016 is requested. In April and May 2018, the operators, including NOS, lodged a defence. The action's value has been fixed at EUR 60,000. After the discussion and trial sessions were held in 2022, the parties are now awaiting the Court's decision. Board of Directors is convinced that the arguments used by the author are not justified, which is why it is believed that the outcome of the proceeding should not result in significant impacts for the Group's financial statements.
In November 2022, NOS was served with a lawsuit filed by Citizens Voice - Consumer Advocacy Association ("Citizens Voice"), where a set of requests related to the automatic activation of pre-defined volumes of mobile data, once the data volume included in the monthly fee contracted by customers has been exhausted. Citizens Voice requests more specifically (i) the judicial declaration of the illegality of this practice for understanding that violates a set of national and European rules, (ii) the recognition of the right of customers to refuse to contract these services, (iii) the return of amounts paid on this basis over the past years by NOS customers, as well as (iv) the payment of compensation in the amount of 100 euros to each customer for alleged moral damages resulting from that practice. In December 2022 NOS presented its response invoking the illegitimacy of Citizens Voice to present the action, namely by the existence of a profit interest, and furthermore defending the lawfulness of the practice and its total transparency and clarity for the respective customers. The Board of Directors is convinced that the arguments used by the plaintiff are unfounded, reason why it is believed that the outcome of the process will not result in significant impacts for the Group's financial statements.
At 31 March 2023, accounts receivable and accounts payable include 37,139,253 euros and 43,475,093 euros, respectively, resulting from a dispute between the subsidiary NOS SA and, essentially, the operator MEO – Serviços de Comunicação e Multimédia, S.A. (previously named TMN – Telecomunicações Móveis Nacionais, S.A.), in relation to the non-definition of interconnection tariffs of 2001. In what concerns to that dispute with MEO, the result was totally favourable to NOS S.A., having already become final. In March 2021, MEO filed a new lawsuit against NOS, in which it claimed the price of interconnection services between TMN and Optimus for 2001 at 55\$00 (€ 0.2743) per minute. After NOS presented its defence contesting MEO's petition, a preliminary hearing was held and, by court decision, NOS was acquitted of the case. MEO filed an appeal against the decision, which was dismissed, and in February 2023 filed a new appeal to the STJ where NOS presented reply allegations. Further developments of the process are awaited, being the understanding of the Board of Directors, supported by the lawyers who monitor the process, that there is, in substantive terms, a good chance that NOS SA can win the action.

On 23 April 2014, the General Meeting approved the Regulation on Short and Medium-Term Variable Remuneration, which establishes the terms of the Share Incentive Scheme ("NOS Plan"). This plan aimed at more senior employees with the vesting taking place three years being awarded, assuming that the employee is still with the company during that period.
At 31 March 2023, the unvested plans are:
| NUMBER OF SHARES |
|
|---|---|
| NOS PLAN | |
| Plan 2021 | 1,318,127 |
| Plan 2022 | 1,077,083 |
During the quarter ended on 31 March 2023, the movements that occurred in the plans are detailed as follows:
| NOS PLAN 2020 |
NOS PLAN 2021 |
NOS PLAN 2022 |
TOTAL | |
|---|---|---|---|---|
| BALANCE AS AT 31 DECEMBER 2022: | 1,459,370 | 1,320,809 | 1,079,152 | 3,859,331 |
| MOVEMENTS IN THE PERIOD: | ||||
| Vested | (1,458,712) | (2,086) | (1,593) | (1,462,391) |
| Cancelled / elapsed / corrected (1) | (658) | (596) | (476) | (1,730) |
| BALANCE AS AT 31 MARCH 2023 | - | 1,318,127 | 1,077,083 | 2,395,210 |
(1) Refers mainly to correction made for dividends paid, exit of employees not entitled to the vesting of shares and other adjustments resulting from the way the shares are vested.
The share plans costs are recognised over the year between the awarding and vesting date of those shares. The responsibility is calculated taking into consideration the share price at award date of each plan, for plans settled in shares, or at the closing date, for plans settled in cash. The responsibility is recorded in Reserves and Accrued Expenses, respectively.
As at 31 March 2023, the outstanding responsibility related to these plans is 3,516 thousand euros and is recorded in Reserves.
The costs recognised in previous years and in the quarter ended on 31 March 2023, and its liabilities are as follows:
| TOTAL | |
|---|---|
| Costs recognized in previous years related to plans as at 31 December 2022 |
6,675 |
| Costs of plans vested in the period | (4,615) |
| Costs incurred in the period and others | 1,456 |
| TOTAL COST OF THE PLANS | 3,516 |

On 4 April 2020, SONAECOM, SGPS, SA, holder of 50% of the capital of ZOPT, SGPS, SA (hereinafter "ZOPT"), was informed by this company of the communication received from the Central Criminal Investigation Court of Lisbon (hereinafter Tribunal) to proceed to the preventive seizure of 26.075% of the share capital of NOS, SGPS, SA, corresponding to half of the shareholding in NOS held by ZOPT and, indirectly, by the companies Unitel International Holdings, BV and Kento Holding Limited ", controlled by Eng.ª Isabel dos Santos.
Under the terms of the aforementioned decision, the foreclosed shares are deprived of the exercise of voting rights and the right to receive dividends, the latter of which must be deposited with Caixa Geral de Depósitos, S.A. at the court's discretion.
The other half of ZOPT's participation in NOS share capital, corresponding to an identical percentage of 26.075% - and which, at least in line with the criterion used by the Court, embodies the 50% held in ZOPT by SONAECOM - was not subject to seizure, nor the rights attached to it were subject to any limitation.
On 12 June 2020, ZOPT was authorized by the Lisbon Central Criminal Investigation Court to exercise the voting right corresponding to the 26.075% of NOS share capital preventively seized under the aforementioned Court order.
Following the communication of April 4, 2020, ZOPT filed third-party claims, which, in June 2020, were rejected by the investigating judge on the grounds that the Portuguese courts had no jurisdiction to hear and decide them, a decision that, having been appealed by ZOPT, was revoked by the Lisbon Court of Appeal, in February 2021.
In November 2021, the Investigating Judge, aware of the cause's merit, dismissed the third-party embargoes presented by ZOPT, a decision that, according to ZOPT, was appealed to the Court of Appeal. After being admitted in February 2022, in June 2022, ZOPT was notified of the decision dismissing the appeal. Further developments are awaited. The Board of Directors of NOS is not aware of any developments in this process.
In September 2022, Sonaecom informed that in a meeting of the General Meeting of ZOPT it was decided to proceed with the amortization of Sonaecom's stake in that company and the refund of the additional payments made by Sonaecom, for a consideration that includes the delivery of shares representing 26.075% of the capital of NOS. As a result of this repayment, which was subject to the applicable legal procedures, Sonaecom is no longer a shareholder of ZOPT, which is now wholly owned by Unitel International Holdings, BV and Kento Holding Limited, companies controlled by Isabel do Santos. In December 2022, Sonaecom, upon completion of the legal procedures, informed that it now holds directly 134,322,268 ordinary shares of NOS, corresponding to 26.07% of its share capital.
Additionally, also informed that such participation is also attributable to the entities with which it is in a control relationship, namely, SONTEL, BV, Sonae Investments, BV, SONAE, SGPS, S.A. and EFANOR INVESTIMENTOS, SGPS, S.A..
The Board of Directors of NOS is not aware of any developments in the above mentioned preventive seizure process.
On April 5, 2023, the integrated management report, individual and consolidated financial statements and corporate governance report for the year 2022, as well as the Board of Directors' proposal for the payment of an ordinary dividend per share of 27.8 cents and an extraordinary dividend of 15.2 cents were approved at the NOS SGPS Annual Shareholders' General Meeting.
Up to the date of approval of this document, no other subsequent relevant events have occurred that merit disclosure in this report.
These financial statements are a translation of financial statements originally issued in Portuguese in accordance with International Financial Reporting Standards (IAS / IFRS) as adopted by the European Union and the format and disclosures required by those Standards, some of which may not conform to or be required by generally accepted accounting principles in other countries. In the event of discrepancies, the Portuguese language version prevails.

| HEADQUARTERS | PERCENTAGE OF OWNERSHIP | |||||
|---|---|---|---|---|---|---|
| COMPANY | PRINCIPAL ACTIVITY | SHARE HOLDER |
EFFECTIVE 31-03-2022 |
DIRECT 31-03-2023 |
EFFECTIVE 31-03-2023 |
|
| NOS, SGPS, S.A. (Holding) | Lisbon | Management of investments | - | - | - | - |
| BLU S.A (a) | Lisbon | Rendering of telecommunications services, establishment, management and operation of telecommunications networks |
NOS Comunicações | - | 100% | 100% |
| Empracine - Empresa Promotora de Atividades Cinematográficas, Lda. |
Lisbon | Invest and support the development of companies that aim to commercialize technologies and products that result from scientific and technological research |
Lusomundo SII | 100% | 100% | 100% |
| Fundo de Capital de Risco N5G (b) | Lisbon | Movies exhibition | NOS | 100% | 100% | 100% |
| Lusomundo - Sociedade de investimentos imobiliários SGPS, SA |
Lisbon | Management of Real Estate | NOS | 100% | 100% | 100% |
| Lusomundo Imobiliária 2, S.A. Lusomundo Moçambique, Lda. (c) |
Lisbon Maputo |
Management of Real Estate Movies exhibition and commercialization of other public events |
Lusomundo SII NOS + NOS Cinemas |
100% 100% |
100% 100% |
100% 100% |
| NOS Açores Comunicações, S.A. | Ponta Delgada | Distribution of television by cable and satellite and operation of telecommunications services in the Azores | NOS Comunicações | 84% | 84% | 84% |
| NOS Audio - Sales and Distribution, S.A. | Lisbon | area Movies distribution, editing, distribution, commercialization and production of audiovisual products. Procurement and exploitation of advertising and any activity of commercial valorization of objects and figures related to entertainment activities. |
NOS | 100% | 100% | 100% |
| NOS Audiovisuais, SGPS, S.A. | Lisbon | Management of social participations in other companies as an indirect form of economic activity | NOS | 100% | 100% | 100% |
| NOS Comunicações, S.A. | Lisbon | Implementation, operation, exploitation and offer of networks and rendering services of electronic comunications and related resources; offer and commercialisation of products and equipments of electronic communications |
NOS | 100% | 100% | 100% |
| NOS Corporate Center, S.A. | Lisbon | Service rendered of business support and management and administration consultancy services, including accounting, logistics, administrative, financial, tax, human resources services and any other services that are subsequent or related to previous activities. The company may also perform any other services. activities that are complementary, subsidiary or ancillary to those referred to in the preceding paragraph, directly or through participation in any other form of association, temporary or permanent, with other companies and / or other entities governed by public or private law. |
NOS | 100% | 100% | 100% |
| NOS Inovação, S.A. | Matosinhos | Achievement and promotion of scientific activities and research and development as well as the demonstration, dissemination, technology transfer and formation in the fields of services and information systems and fixed solutions and last generation mobile, television, internet, voice and data, and licensing and engineering services and consultancy |
NOS | 100% | 100% | 100% |
| NOS Internacional, SGPS, S.A. | Lisbon | Management of social participations in other companies as an indirect form of economic activity | NOS | 100% | 100% | 100% |
| NOS Lusomundo Audiovisuais, S.A. NOS Lusomundo Cinemas , S.A. |
Lisbon Lisbon |
Import, distribution, commercialization and production of audiovisual products Movies exhibition and commercialization of other public events |
NOS Audiovisuais SGPS NOS |
100% 100% |
100% 100% |
100% 100% |
| NOS Madeira Comunicações, S.A. | Funchal | Distribution of television by cable and satellite and operation of telecommunications services in the Madeira area |
NOS Comunicações | 78% | 78% | 78% |
| NOS Mediação de Seguros, S.A. | Lisbon | Distribution of insurance and related activities. It may also engage in any other complementary, subsidiary or accessory activities, directly or through participation in any other forms of association, temporary or permanent, with other companies and/or other public or private entities. |
NOS | - | 100% | 100% |
| NOS Property, S.A. | Lisbon | Management of investments | NOS | 100% | 100% | 100% |
| NOS Sistemas España, S.L. | Madrid | Rendering of consulting services in the area of information systems | NOS Comunicações | 100% | 100% | 100% |
| NOS Sistemas, S.A. | Lisbon | Rendering of consulting services in the area of information systems | NOS Comunicações | 100% | 100% | 100% |
| NOS TECHNOLOGY – Concepção, Construção e Gestão de Redes de Comunicações, S.A. ('Artis') |
Matosinhos | Design, construction, management and exploitation of electronic communications networks and their equipment and infrastructure, management of technologic assets and rendering of related services |
NOS Comunicações | 100% | 100% | 100% |
| NOS Wholesale, S.A. | Lisbon | Trade, service rendered and exploitation of wholesale offerings of national and international electronic communications services and related services, namely information and communication technology services. Rendering of consulting services and support to contract management in roaming business. The organization of the material and human resources necessary for the commercialization, promotion and operation of electronic communications networks and circuits. The company may also perform any other activities that are complementary, subsidiary or ancillary to those referred to in the preceding paragraphs, directly or through participation in any other form of association, temporary or permanent, with other companies and / or other entities governed by public or private law. |
NOS SA | 0% | 100% | 100% |
| Per-Mar – Sociedade de Construções, S.A. ('Per Mar') |
Lisbon | Purchase, sale, renting and operation of property and commercial establishments | NOS SA | 100% | 100% | 100% |
| Sontária - Empreendimentos Imobiliários, S.A. ('Sontária') |
Lisbon | Realisation of urbanisation and building construction, planning, urban management, studies, construction and property management, buy and sale of properties and resale of purchased for that purpose |
NOS Comunicações | 100% | 100% | 100% |
| Teliz Holding, S.A. | Lisbon | Management of group financing activities | NOS | 100% | 100% | 100% |
| Ten Twenty One, S.A (d) | Lisbon | Provision of engineering and consulting services in the area of information technology, communications and | NOS | - | 100% | 100% |
| electronics |
(a) Adquirida on March 2023
(b) NOS SGPS: 27,50%; NOS Audiovisuais SGPS: 22,50%; NOS Sistemas: 20,00%; NOS Internacional SGPS: 20,00%; NOS Cinemas: 10,00%
(c) NOS SGPS: 90%; NOS Lusomundo Cinemas: 10% (d) Created on February 2023

| PRINCIPAL ACTIVITY | PERCENTAGE OF OWNERSHIP | |||||
|---|---|---|---|---|---|---|
| COMPANY | HEADQUARTERS | SHARE EFFECTIVE DIRECT HOLDER 31-03-2022 31-03-2023 |
EFFECTIVE | |||
| 31-03-2023 | ||||||
| Big Picture 2 Films, S.A. | Oeiras | Import, distribution, commercialization and production of audiovisual products |
NOS Audiovisuais |
20.00% | 20.00% | 20.00% |
| Big Picture Films, S.L. | Madrid | Distribution and commercialization of movies | Big Picture 2 Films, S.A. |
20.00% | 100.00% | 20.00% |
| Sport TV Portugal, S.A. | Lisbon | Conception, production, realization and commercialization of sports programs for telebroadcasting, purchase and resale of the rights to broadcast sports programs for television and provision of publicity services |
NOS | 25.00% | 25.00% | 25.00% |
| HEADQUARTERS | PRINCIPAL ACTIVITY | PERCENTAGE OF OWNERSHIP | ||||
|---|---|---|---|---|---|---|
| COMPANY | SHARE HOLDER |
EFFECTIVE 31-03-2022 |
DIRECT 31-03-2023 |
EFFECTIVE 31-03-2023 |
||
| Dreamia Servicios de Televisión, S.L. | Amsterdam | Management of investments | NOS Audiovisuais |
- | 50.00% | 50.00% |
| Dreamia - Serviços de Televisão, S.A. | Lisbon | Conception, production, realization and commercialization of audiovisual contents and provision of publicity services |
Dreamia Holding BV |
50.00% | 100.00% | 50.00% |
| FINSTAR - Sociedade de Investimentos e Participações, S.A. |
Luanda | Distribution of television by satellite, operation of telecommunications services |
Teliz Holding B.V. |
30.00% | 30.00% | 30.00% |
| MSTAR, SA (a) | Maputo | Distribution of television by satellite, operation of telecommunications services |
NOS | 30.00% | 30.00% | 30.00% |
| Upstar Comunicações S.A. | Vendas Novas | Electronic communications services provider, production, commercialization, broadcasting and distribution of audiovisual contents |
NOS | 30.00% | 30.00% | 30.00% |
| ZAP Media S.A. | Luanda | Projects development and activities in the areas of entertainment, telecommunications and related technologies, the production and distribution of the contents and the design, implementation and operation of infrastructure and related facilities |
FINSTAR | 30.00% | 100.00% | 30.00% |
| Dualgrid - Gestão de Redes Partilhas, S.A. | Luanda | Projects development and activities in the areas of entertainment, telecommunications and related technologies, the production and distribution of the contents and the design, implementation and operation of infrastructure and related facilities |
FINSTAR | 50% | 50.00% | 50.00% |
| (a) NOS SGPS: 29,40%; NOS Comunicações: 0,60%. |
Financial investments whose participation is less than 50% were considered as joint arrangements due to shareholder agreements that confer joint control.

| PERCENTAGE OF OWNERSHIP | ||||||
|---|---|---|---|---|---|---|
| COMPANY | HEADQUARTERS | PRINCIPAL ACTIVITY | SHARE HOLDER |
EFFECTIVE 31-03-2022 |
DIRECT 31-03-2023 |
EFFECTIVE 31-03-2023 |
| Associação Laboratório Colaborativo em Transformação Digital - DTX |
Guimarães | Research applied to different areas associated with digital transformation to encourage cooperation between R&D units, educational institutions and the productive sector |
NOS Inovação | 4.92% | 4.92% | 4.92% |
| Fundo TechTransfer | Lisboa | Invest and support the development of companies that aim to commercialize technologies and products that result from scientific and technological research |
NOS Inovação | 3.90% | 3.90% | 3.90% |
| RK. AI - Serviços de Processamento de Imagens e Análise de Dados, S.A. (Reckon.ai) |
Porto | The Company's activities relate to information and computer technologies, images and data processing and analysis, hosting and related activities and IT consulting. |
Fundo NOS 5G |
11.76% | 11.76% | 11.76% |
| SkillAugment, Lda (KIT-AR) (a) | KIT-AR is a software-based startup, founded in 2018, resulting from a European industrial research project led by 2 European R&D entities - Sintef (NO) and UCL (UK). KIT-AR has developed an innovative augmented reality platform supporting operators on the shop floor equipped with smart glasses: (By using KIT-AR, large industrial companies with processes requiring manual intervention from operators will be able to mitigate errors in the various manufacturing processes and increase the global productivity of the operation;As a company operating in a rapidly expanding market, with a technically differentiated solution already validated by a small initial set of customers and with a technically robust team, KIT-AR configures a relevant investment opportunity. |
|||||
| Seems Possible, Lda. (Knock Healthcare) (b) | Porto | Data processing activities, information domiciliation and related activities, namely in the health area. Business and management consultancy, namely planning, organization, control, information and management, company reorganization. Compensation strategies for termination of employment relationship. Consultancy on safety and hygiene at work. Design of accounting programs and budget control processes. Development of all types of software. Marketing objectives and policies and human resources management. Sale of medical devices and other health equipment. Services to support the internationalization of plans in health area. |
Fundo NOS 5G |
- | 0.00% | 0.00% |
| Mindprober | Braga | The society aims to measure the emotional impact that multimedia content has on consumers, through wearables that monitor biometric data such as sweat or heartbeat acceleration. |
Fundo NOS 5G |
- | 2.09% | 2.09% |
| Didimo Inc. (c) | Dover | DIDIMO has developed a platform that allows the generation, in about 60 seconds, of 3D digital avatars based on photographs. |
Fundo NOS 5G |
- | 0.00% | 0.00% |
| Didimo SA (c) | Porto | DIDIMO has developed a platform that allows the generation, in about 60 seconds, of 3D digital avatars based on photographs. |
Fundo NOS 5G |
- | 0.00% | 0.00% |
| Lusitânia Vida - Companhia de Seguros, S.A ("Lusitânia Vida") |
Lisboa | Insurance services | NOS | 0.03% | 0.03% | 0.03% |
| Lusitânia - Companhia de Seguros, S.A ("Lusitânia Seguros") |
Lisboa | Insurance services | NOS | 0.02% | 0.02% | 0.02% |
(a) The investment in the entity (KIT-AR) was in convertible debt, which represent a participation of 0%
(b) The investment in the entity (Knock Healthcare) was in convertible debt, which represent a participation of 0%
(c) NOS 5G Fund only holds 1 share in each entity, representing 0.0% of the capital.




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