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NOS SGPS

Quarterly Report Jul 26, 2024

1904_ir_2024-07-26_79ed9eb1-172f-4782-9ee2-16f244707167.pdf

Quarterly Report

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01 Management Report

At the date of this report, 18 July 2024, the composition of the Governing Bodies was as follows:

Board of Directors
Chairman of the Board of Directors ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
Angelo Paupério
Chairman of the Executive Committee Miguel Almeida
Members of the Executive Committee José Koch Ferreira, CFO
Daniel Beato
Filipa Santos Carvalho
Jorge Graça
Luís Nascimento
Manuel Ramalho Eanes
Members
Antonio Lobo Xavier
Catarina Tavira Van-Dunem
Claúdia Azevedo
Cristina Marques
Eduardo Verde Pinho
João Torres Dolores
Ana Rita Rodrigues
Chairman of the Fiscal Board José Pereira Alves
Members Patricia Teixeira Lopes
Paulo Mota Pinto
Alternate Member Ana Luisa Aniceto da Fonte
Officials of the General Meeting of
Shareholders
Chairman António Agostinho Guedes
Secretary Daniela Baptista
Statutory Auditor
In Office KPMG & ASSOCIADOS - Sociedade de
Revisores Oficiais de Contas, S.A., inscrita na
CMVM sob o número 20161489, representada
por Pedro Jorge Quental e Cruz (ROC n.º 1765)
Luís Miguel Pedrosa Guerra (ROC n.º 1769)
Alternate

Robust Telco Performance, with positive trends in both B2C and B2B

Media & Entertainment weaker than expected yoy due to fewer blockbuster movies in theatres

  • Consolidated Revenue increased by 5.2% yoy in 1H24, led by solid performance in Telco core business, up 5.8% yoy;
  • EBITDA AL up by 5.0% in 1H24 to 311.9 million euros, with growth in Telco EBITDA AL of 6.0%; EBITDA growth of 5.5% in 1H24 to 372.1 million euros, with Telco EBITDA up by 6.5%;
  • EBITDA AL CAPEX up 24.5% to 126.8 million euros;
  • Underlying FCF growth of 34.2% yoy to 110.8 million euros;
  • FCF boosted by operational performance and non-recurrent effects of 103.9 million euros;
able 1.
2024 1H highlights 1H24 (ME) yoy (%)
Consolidated Revenues 815.5 5.2%
Consolidated EBITDA 372.1 5.5%
Consolidated EBITDA AL 311.9 5.0%
Consolidated EBITDA AL - CAPEX 126.8 24.5%
Underlying FCF1 110.8 34.2%

Strategic execution and operational discipline are driving best in class service quality and customer experience. Recognized once again as the best mobile network in Portugal, our 5G coverage reached over 96.5% of the population, and we continued to expand our fixed next generation footprint reaching 5.57 million homes by the end of 1H24, 78% of which with FttH access technology.

Total Telco RGUs posted healthy growth with 128k net additions, reaching 11.142 million, with particular focus again on net growth in post-paid mobile services. Convergent offers remain a key driver of customer choice, representing 70.1% of residential customer connections by the end of 1H24. Our B2B division recorded strong operational momentum during the first half of the year, particularly in the larger corporate space.

Along with the rest of the Portuguese market, our cinema operation had a lower than expected attendance yoy due to the fewer number of blockbuster movies in 2Q24, mostly explained by delays to launches of major films, and by the fact that 1H23 had also been very strong in terms of attendance. As a result, financial performance in our Media and Entertainment division was negatively impacted, somewhat offsetting the strong performance in Telco in 1H24.

The Consolidated Financial Statements for 1H24 have been subject to a limited review.

As from 1Q23 we started to focus our review of operational profitability on EBITDA AL, equivalent to pre IFRS16 EBITDA. As previously guided, we no longer include EBITDA in our summary financial statements however a table reconciling EBITDA with EBITDA AL is included below and all relevant lines are included in the Profit and Loss Statement.

1H23 1H24 1H24 / 1H23
5.2%
5.8%
4.8%
8.1%
7.9%
(5.7%)
(16.5) (16.6) 0.5%
(478.2) (503.6) 5.3%
(466.0) (492.1) 5.6%
(28.6) (28.2) (1.6%)
16.5 16.6 0.5%
297.0 311.9 5.0%
38.3% 38.2% (0.1pp)
280.6 297.6 6.0%
37.6% 37.7% 0.1pp
16.4 14.3 (13.0%)
35.5% 35.7% 0.2pp
(55.6) (60.2) 8.4%
(50.7) (55.2) 8.9%
(4.9) (5.0) 2.4%
(237.0) (247.3) 4.3%
(1.2) 71.6 (5897.2%)
114.3 196.4 71.7%
3.2 4.7 44.7%
(29.5) (40.3) 36.7%
(15.0) (16.6) 10.9%
(14.5) (23.7) 63.5%
88.1 160.7 82.5%
(7.5) (12.1) 61.3%
77.4 144.0 86.1%
80.6 148.6 84.4%
0.1 0.1 35.6%
80.5 148.6 84.6%
775.2
746.6
533.3
163.8
49.5
45.0
815.5
789.6
559.1
177.1
53.4
42.4
Table 3.
EBITDA
(Millions of Euros)
1-23 1H24 1-24 / 1 - 23
EBITDA (1) 352.6 372.1 5.5%
EBITDA Margin 45.5% 45.6% 0.1pp
Telco 331.3 352.8 6.5%
EBITDA Margin 44.4% 44.7% 0.3pp
Cinema Exhibition and Audiovisuals 21.3 19.3 (9.4%)
EBITDA Margin 48.4% 46.5% (1.9pp)
Leasings (55.6) (60.2) 8.4%
Telco (50.7) (55.2) 8.9%
Cinema Exhibition and Audiovisuals (4.9) (5.0) 2.4%
EBITDA AL
(1) COITS J - Carline Define Land (memplier Lands) (and 1 Not Lease ("circa" ("Separa") (locate ) (described) (angel ("No
297.0 311.9 5.0%

Consolidated revenues in 1H24 grew by 5.2% yoy to 815.5 million euros, driven by strong Telco underlying operational performance and overshadowed by poorer than expected performance in our Audiovisuals and Cinema operations.

Telco revenues were 5.8% higher yoy, reaching 789.6 million euros, with positive momentum across all business segments. Growth in B2C revenues amounted to 4.8% yoy, driven by core services growth, namely convergent and integrated RGUs, and continued improvement in value-mix and equipment sales. B2B revenues increased by 8.1% yoy to 177.1 million euros, with strong underlying performance, in particular in the Corporate segment which grew 10.4% yoy. Wholesale and Other revenues posted a 7.9% yoy increase to 53.4 million euros, led primarily by revenues from mass calling services.

Audiovisuals and Cinema revenues posted a 5.7% decline yoy to 42.4 million euros in 1H24, impacted as explained before, by the lower number of blockbuster movies exhibited in theatres. Cinema revenues decreased 9.6% yoy, with ticket sales down by 13.9%. The postponement of strong movies in Portugal, such as "Inside Out 2", had a significant impact when compared with European markets where this film has already been launched and reached #1 in many markets. Expectations for 2H24 are better with a rampup in blockbuster movie launches.

Table 4.
Operating Indicators 1H23 1-24 1H24 / 11-12
Cinema
Revenue per Ticket - box office (Euros) 5.9 6.1 4.3%
Tickets Sold - NOS ('000) 3,535.5 3,045.4 (13.9%)
Tickets Sold - Total Portuguese Market (1) ('000) 5,425.0 4,728.2 (12.8%)
Screens (units)
(1) Source: ICA - Portuguara Inctituta For Cinama and Audioviculale
214 214 0.0%

Consolidated EBITDA AL for 1H24 increased 5.0% to 311.9 million euros, positively impacted by 6.0% yoy growth in Telco EBITDA AL, and negatively impacted by 13.0% decline in Audiovisuals & Cinema EBITDA AL. Consolidated OPEX AL increased by 5.3% yoy to 503.6 million euros, combining a 5.6% increase in Telco OPEX AL to 492.1 million euros and a 1.6% decrease in Audiovisuals & Cinema OPEX AL to 28.2 million euros.

Direct costs were Influenced by various factors. Positive traction in the B2B segment with increased operating activity is driving IT and Rental project costs up, along with cost of goods sold due to higher levels of resale revenues yoy. In the A&C segment, the decrease in activity, as explained above, is also reflected in lower costs in this division.

Non-Direct, operating and structure cost trends were negatively impacted by Supplies and external services, with energy costs rising yoy reflecting higher regulated energy prices in the Portuguese market. Leasing costs up by 8.4% due to a larger number of RAN sites shared and due to inflation related adjustments to Cellnex payments, capped at 2%. As a result of our ongoing transformation programme, we are achieving structural efficiencies that help to contain costs in some areas, such as call centre and customer related costs.

Consolidated Net Results in 1H24 amounted to 148.6 million euros, an increase of 68.1 million euros. The increase is explained by a combination of various factors: i) increase in EBITDA AL of 14.8 million euros as explained above; ii) increase in D&A of 10.3 million euros to 247.3 million euros; iii) increase in Net financial results of 10.8 million euros yoy to 40.3 million euros due to the higher interest rate environment yoy, a trend likely to stabilize in 2H24; iv) Positive one-offs recorded under non-recurrent costs/gains which included 22.5 million after taxes related with activity fees due to a favourable court ruling and a capital gain after tax of 30.6 million euros related with the sale of a small tower portfolio to Cellnex, as explained in the Free Cash Flow section.

Total CAPEX excluding leasing contracts and other contractual rights decreased 5.2% yoy to 185.1 million euros, continuing the downtrend yoy of previous periods. With 5G population coverage at 96.5%, our intensive period of 5G network rollout is well behind us and leading to a decline in Telco CAPEX of 6.5% yoy to 174.2 million euros. Network expansion CAPEX fell 32.1% yoy, even with our ongoing expansion of FttH coverage which now stands at 78.0% of our total fixed NGN footprint of 5.57 million households. Customer related CAPEX was down by 2.2% yoy to 71.9 million euros. As a proportion of Telco Revenues, in 1H24, Technical CAPEX amounted to 13.0%, down from 15.1% in 1H23.

CAPEX (Millions of Euros) (1) 1H23 1H24 1H24 / 1H23
Total CAPEX Excluding Leasing Contracts & Other Contractual Rights 195.2 185.1 (5.2%)
Telco 186.2 174.2 (6.5%)
% of Telco Revenues 24.9% 22.1% (2.9pp)
o.w. Technical CAPEX 112.7 102.3 (9.2%)
% of Telco Revenues 15.1% 13.0% (2.1pp)
Baseline Telco 68.1 72.1 5.8%
Network Expansion / Substitution and Integration Projects and
Others
44.6 30.3 (32.1%)
o.w. Customer Related CAPEX 73.5 71.9 (2.2%)
% of Telco Revenues 9.8% 9.1% (0.7pp)
Audiovisuals and Cinema Exhibition 8.9 10.9 21.8%
Leasing Contracts & Other Contractual Rights 55.7 28.9 (48.1%)
Total Group CAPEX 250.8 214.0 (14.7%)
(1) CAPEX = Increase in tangible and intangible fixed assets, contract costs and rights of use

Our solid operating performance and lower investment requirements drove an increase in Operating FCF of 38.4% to 136.9 million euros. Net working variation in the first half had a positive contribution of 13.1 million euros. Due to the globally higher interest rate environment, interest payments were higher yoy, amounting to 19.4 million euros in 1H24 vs 12.1 million euros in 1H23.

Free Cash Flow was boosted by a few one-off effects, namely: i) Receival of 46.6 million euros related with activity fees due to the favourable court ruling as announced in 4Q23 and extended in 1Q24; ii) tower sale VAT and CIT payment in 1H23 of 18.0 million euros and iii) 57.3 million euros related to an additional small tower portfolio transferred to Cellnex, within the context of the deal announced originally in 2020 and extended in 2022. (links to market announcements 2020 and 2022

Combining these movements, total Free Cash Flow increased by 150.1 million euros to 214.7 million euros, with underlying growth of 34.2% to 110.8 million euros.

In 1H24 NOS paid 179 million euros in dividends to shareholders (0.35 cents per share), in respect of FY23 results distribution and as approved by the AGM held in April 2024.

Cash Flow (Millions of Euros) 1H23 1H24 1H24 / 1H23
EBITDA AL 297.0 311.9 5.0%
Total CAPEX Excluding Leasings & Other Contractual Rights (195.1) (185.1) (5.2%)
EBITDA AL - Total CAPEX Excluding Leasings & Other Contractual
Rights
101.9 126.8 24.5%
% of Revenues 13.1% 15.5% 2.4pp
Non-Cash Items Included in EBITDA AL - CAPEX and Change in
Working Capital
(3.0) 10.1 (441.5%)
Operating Cash Flow 98.9 136.9 38.4%
Interest Paid (12.1) (19.4) 60.5%
Income Taxes Paid (2.8) (0.6) (77.0%)
Disposals (17.6) 57.5 (427.6%)
Other Cash Movements (1) (1.9) 40.3 (2266.0%)
Total Free Cash-Flow Before Dividends, Financial Investments and
Own Shares Acquisition
64.6 214.7 232.4%
Financial Investments (0.0) 0.3 (1882.8%)
Acquisition of Own Shares (5.2) (4.3) (17.6%)
Dividends (220.0) (179.0) (18.7%)
Free Cash Flow (160.6) 31.8 (119.8%)
Debt Variation Through Financial Leasing, Accruals & Deferrals &
Others
(2.5) (0.5) (78.2%)
Change in Net Financial Debt
. . I. D
(163.1) 31.2 (119.2%)

At the end of 1H24, Net Financial Debt / EBITDA AL stood at 1.71x, well below our strategic funding target level of around 2x. Net Financial Debt amounted to 1,058 million euros with total Debt including lease contracts (according to IFRS 16) at 1,685 million euros. Available unissued commercial paper facilities of 313 million euros and Cash and Equivalents of 14 million euros provide a very comfortable liquidity position of 327 million euros.

Average all-in cost of debt remained at approximately 4.1% in 1H24. At 30 June 2024, 26% of NOS' debt was issued at fixed rate and an additional 36% was covered by interest rate collars. Total average maturity of debt at 30 June stood at 2 years and 6 months. Currently, more than 90% of NOS' total financial debt, is linked to ESG performance targets, reiterating our commitment to achieve NOS' global sustainability performance ambition.

Table 7.
Balance Sheet (Millions of Euros) 1 - 23 1-24 1H24 / 1 - 23
Non-current Assets 2,930.8 2,852.5 (2.7%)
Current Assets 528.5 510.3 (3.5%)
Total Assets 3,459.3 3,362.8 (2.8%)
Total Shareholders' Equity 899-5 964.6 7.2%
Non-current Liabilities 1,736.5 1,467.5 (15.5%)
Current Liabilities 823.3 930.8 13.1%
Total Liabilities 2,559.8 2,398.3 (6.3%)
Total Liabilities and Shareholders' Equity 3,459.3 3,362.8 (2.8%)
Net Financial Debt (Millions of Euros) 1H23 1H24 1H24 / 1H23
Short Term 166.9 320.8 92.2%
Medium and Long Term 999.3 751.4 (24.8%)
Total Debt 1,166.2 1,072.1 (8.1%)
Cash and Short Term Investments 10.9 14.0 28.3%
Net Financial Debt (1) 1,155.3 1,058.1 (8.4%)
Net Financial Debt / EBITDA after lease payments (last 4 quarters) 14/ 2.03x 1.71x (0.2pp)
Leasings and Long Term Contracts 644.2 627.0 (2.7%)
Net Debt 1,799.5 1,685.1 (6.4%)
Net Debt / EBITDA (last 4 quarters) 2.64x 2.29x (0.13pp)
Net Financial Gearing (3) 66.7% 63.6% (3.1pp)

On 12 April 2024, 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 35.0c per share, confirming NOS' strategic guidance of delivering a consistently attractive and sustainable level of shareholder remuneration. Payment of the total dividend was made on 24 April 2024.

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.

NS

Interim Condensed Consolidated Financial Statements

2

0

2.1 Consolidated Financial Statements 2.2 Notes to the Consolidated Financial Statements

Thesefinancial statements are at ansal statements originally issued in Portugues in accordance with International Financial Reporting Standard (AS / /FRS) as adopted by the European Union and distics required by those Standards, some of which may not conform to or be required by generaly accepted accountina brincibles in other countries. In the event of discrebancies. the Portuauese lanauaae version prevails.

Condensed consolidated statement of the financial position

At 30 June 2023, 31 December 2023 and 30 June 2024 (Amounts stated in thousands of euros)

Notes 30-06-2023 31-12-2023 30-06-2024
Assets
Non-current assets:
Tangible assets 7 1,100,488 1,093,584 1,089,463
Investment property 507 349 252
Intangible assets 8 1,210,062 1,207,946 1,176,901
Contract costs 9 160,762 158,406 158,291
Rights of use 10 317,344 307,090 299,681
Investments in jointly controlled companies and associated companies 11 28,435 29,440 34,595
Accounts receivable - other 12 4,822 4,364 3,911
Tax receivable 13 257 ਟ ਹ 48
Other financial assets non-current 14 5,674 6,028 6,725
Deferred income tax assets 15 89,342 81,906 75,746
Derivative financial instruments 16 13,060 5,583 6,906
Total non-current assets 2,930,753 2,894,747 2,852,519
Current assets:
Inventories 17 68,788 48,215 45,734
Accounts receivable - trade 18 298,011 340,780 308,347
Contract assets 19 60,415 47,011 38,004
Accounts receivable - other 12 21,036 38,594 24,323
Tax receivable 13 6,011 37,050 27,919
Prepaid expenses 20 63,328 44,425 51,641
Derivative financial instruments 16 30 - 319
Cash and cash equivalents 21 10,919 18,158 14,014
Total current assets 528,538 574,233 510,301
Total assets 3,459,291 3,468,980 3,362,820

Notes 30-06-2023 31-12-2023 30-06-2024
Shareholder's equity
Share capital 22.1 855,168 855,168 855,168
Capital issued premium 22.2 4,202 4,202 4,202
Own shares 22.3 (15,109) (15,059) (15,002)
Legal reserve 22.4 4,374 4,374 4,692
Other reserves and accumulated earnings 22.4 (35,945) (39,726)
Net Income 80,461 180,995 148,555
Equity before non-controlling interests 893,151 988,102 957,889
Non-controlling interests 23 6,370 6,585 6,661
Total equity 899,521 994,687 964,550
Liabilities
Non-current liabilities:
Borrowings 24 1,561,500 1,496,900 1,301,022
Provisions 25 82,621 80,154 76,414
Accounts payable - other 26 41,691 44,726 43,109
Tax payable 13 42,623 44,009 38,738
Derivative financial instruments 16 16 1,036 12
Deferred income tax liabilities 15 8,006 5,498 8,196
Total non-current liabilities 1,736,457 1,672,323 1,467,491
Current liabilities:
Borrowings 24 248,946 237,069 398,099
Accounts payable - trade 27 233,290 243,991 184,622
Accounts payable - other 26 35,095 50,349 35,259
Tax payable 13 35,628 23,213 33,630
Accrued expenses 29 234,561 203,943 241,454
Deferred income 30 35,242 42,964 37,715
Derivative financial instruments 16 551 441
Total current liabilities 823,313 801,970 930,779
Total liabilities 2,559,770 2,474,293 2,398,270
Total liabilities and shareholder's equity 3,459,291 3,468,980 3,362,820

As a standard practice, only the annualaccounts areaudited, therefore the semesters amounts were not audited autonomously.

The Notes to the Financial Statements form an integral part of the condensed consolidated statement of financial position as of 30 June 2024.

The Chief Accountant

Condensed consolidated statement of income by nature

For the quarters and semesters ended on 30 of June 2023 and 2024 (Amounts expressed in thousands of euros)

Notes 2Q 23 6M 23 2Q 24 6M 24
Revenues:
Services rendered 359,420 708,756 374,313 743,558
Sales 26,719 52,129 29,259 55,136
Other operating revenues 7,652 14,310 8,650 16,816
31 393,791 775,195 412,222 815,510
Costs, losses and gains:
Wages and salaries 32 23,542 45,509 22,696 45,374
Direct costs 33 89,024 170,623 90,087 177,229
Costs of products sold 34 22,210 43,990 25,315 48,120
Marketing and advertising 5,949 15,129 8,281 18,335
Support services રેક 22,602 46,635 22,686 45,269
Supplies and external services રેટ 38,660 74,444 41,222 82,026
Other operating losses / (gains) 266 ર્ટક 238 399
Taxes 8,945 17,961 10,154 19,320
Provisions and adjustments 36 3,535 7,747 3,903 7,344
Depreciation, amortization and impairment losses 7,8,9,10 & 37 116,611 237,016 124,992 247,320
Restructuring costs 38 736 1,095 873 1,390
Losses / (gains) on sale of assets, net (256) (336) (34,175) (34,590)
Other losses / (gains) non recurrent net ਤਰੇ 258 476 (7,020) (38,403)
332,082 660,844 309,252 619,133
Income before losses / (gains) participated companies,
financial results and taxes
61,709 114,351 102,970 196,377
Net losses / (gains) of affiliated companies 11 & 40 (704) (3,234) (1,984) (4,680)
Financial costs 41 15,504 27,384 18,795 39,143
Net foreign exchange losses / (gains) 85 206 (76) (189)
Net losses / (gains) on financial assets 1 5 9 (449)
Net other financial expenses / (income) 41 932 1,905 850 1,821
15,818 26,266 17,594 35,646
Income before taxes 45,891 88,085 85,376 160,731
Income taxes 15 351 7,497 4,574 12,094
Net consolidated income 45,540 80,588 80,802 148,637
Attributable to:
NOS Group Shareholders 45,546 80,461 80,711 148,555
Non-controlling interests 23 (6) 127 ਰੇ ਹ 82
Earnings per shares
Basic - euros 42 0.09 0.16 0.16 0.29
Diluted - euros 42 0.09 0.16 0.16 0.29

As arecurring practice, only the annualaccounts are audited therefore, the semester figures have not been audited independently. The Notes to the Financial Statements form an integral part of the condensed consolidated statement of income by nature for the semester ended on 30 June 2024.

The Chief Accountant

Condensed consolidated statement of comprehensive income

For the quarters and semesters ended on 30 of June 2023 and 2024 (Amounts expressed in thousands of euros)

Notes 2Q 23 6M 23 2Q 24 6M 24
Net consolidated income 45,540 80,588 80,802 148,637
Other income
ltems that may be reclassified subsequently to the income statement:
Changes in the comprehensive income of entities accounting for equity
method
11 (11,873) (12,053) (284) 475
Fair value of interest rate swap 16 2,931 1,952 594 2,526
Deferred income tax - interest rate swap 16 (୧୮୨) (439) (133) (568)
Fair value of exchange rate forward 16 169 (343) (97) 289
Deferred income tax - exchange rate forward 16 (21) ರಿ8 27 (81
Currency translation differences and others (350) (335) 7
Income recognized directly in equity (9,833) (11,120) 114 2,645
Total comprehensive income 35,707 69,468 80,916 151,282
Attributable to:
NOS Group Shareholders 35,713 69,341 80,825 151,200
Non-controlling interests 23 (6) 127 ਰੇ 1 82
35,707 69,468 80,916 151,282

As arecurring practice, only the annualaccounts are audited therefore, the semester figures have not been audited independently.

The Notes to the Financial Statements form an integral part of the condensed consolidated statement of comprehensive income for the semester ended on 30 June 2024.

The Chief Accountant

Attributable to NOS Group Shareholders

Condensed consolidated statement of changes in shareholder's equity

For the semesters ended on 30 of June 2023 and 2024 (Amounts expressed in thousands of euros)

1 (GUITARIALE 14 1196 AT 640 ATTAILETTATACTA
Other reserves
Notes Share
capital
Capital
issued
premium
Own shares Legal
reserve
Own shares
reserve
Reserves for plans
of medium-term
incentive
Hedging
reserves
Other
reserves and
retained
earnings
Net
income
Non-
controlling
interests
Total
Balance as of 1 January 2023 855,168 4,202 (15,968) 1,030 15,968 6,675 8,530 (54,087) 224,574 6,251 1,052,343
Result appropriation
Transfers to reserves 3,334 221,230 (224,574) - -
Dividends paid 22.4 (219,987) (219,987)
Acquisition of own shares 22.3 (5,171) 5,171 (5,171) - (5,171)
Distribution of own shares:
Distribution of own shares - share incentive scheme 22.3 5,919 (5,919) (4,629) 4,629 - -
Distribution of own shares - other remunerations 22.3 111 (111) 117 - 117
Share Plan - costs incurred in the period and others 46 2,751 8 (8) 2,751
Comprehensive Income 1,268 (12,388) 80,461 127 69,468
Balance as of 30 June 20223 855,168 4,202 (15,109) 4,374 15,109 4,797 9,798 65,649 80,461 6,370 899,521
Balance as of 1 January 2024 855,168 4,202 (15,059) 4,374 15,059 7,099 3,337 (67,073) 180,995 6,585 999,687
Result appropriation
Transfers to reserves 318 180.677 (180.995) - -
Dividends paid 22.4 (178.958) (178.958)
Acquisition of own shares 22.3 (4.261) 4.261 (4.261) - (4.261)
Distribution of own shares:
Distribution of own shares - share incentive scheme 22.3 4.197 (4.197) (3.277) 3.277 - -
Distribution of own shares - other remunerations 22.3 121 (121) 113 - 113
Share Plan - costs of the plans paid in cash 46 (1.180) - (1.180)
Share Plan - costs incurred in the period and others 46 2.867 6 (6) 2.867
Comprehensive Income 2.166 479 148.555 82 151.282
Balance as of 30 June 2024 855.168 4.202 (15.002) 4.692 15.002 5.509 5.503 (65.740) 148.555 6.661 964.550

As a recurring practice, only the annual accounts are audited therefore, the semester figures have not been audited independently.

The Notes to the Financial Statements form an interned consolicated statement of charges in shareholders equity for the semester in 30 June 2024.

The Chief Accountant

The Board of Directors

Condensed consolidated statement of cashflows

For the semesters ended on 30 June 2023 and 2024 (Amounts expressed in thousands of euros)

6M 23
Notes
6M 24
Operating activities
Collections from clients
912,223
974.135
Payments to suppliers
(453,797)
(438.010)
Payments to employees
(57,955)
(64.422)
Receipts / (Payments) relating to income taxes
(10,477)
(646)
Other cash receipts / (payments) related with operating activities
(12,332)
(9,920)
Cash flow from operating activities (1)
377,662
461.137
Investing activities
Cash receipts resulting from
Financial investments
14
600
550
470
Tangible assets
70.680
Interest and related income
3,640
4.520
4,710 75.750
Payments resulting from
Financial investments
14
(617)
(249)
Tangible assets
(130,467)
(114.882)
Intangible assets and contract costs
(115,613)
(122.047)
(246,697) (237.178)
Cash flow from investing activities (2)
(241,987)
(161.428)
Financing activities
Cash receipts resulting from
Borrowings
584,800
217.700
584,800 217.700
Payments resulting from
Borrowings
(425,800)
(246.000)
Lease rentals (principal)
(40,312)
(44.175)
(30,989)
Interest and related expenses
(40.528)
Dividends
22.4
(219,987)
(178.958)
22.3
Acquisition of own shares
(5,171)
(4.261)
(722,259) (513.922)
Cash flow from financing activities (3)
(137,459)
(296.222)
Change in cash and cash equivalents (4)=(1)+(2)+(3)
(1,784)
3.487
Effect of exchange differences
(2)
(1)
Cash and cash equivalents, net of bank overdrafts at the beginning of the year
8,079
8.490
Cash and cash equivalents, net of bank overdrafts at the end of the period
21
6,293
11.976

As a recurring practice, only the annual accounts are audited therefore, the semester figures have not been audited independently.

The Notes to the Financial Statements form an integral part of the condensed consolidated statement of cash flows for the semester ended on 30 June 2024.

The Chief Accountant

Notes to the condensed consolidated financial statements

As of 30 June 2024

(Amounts stated in thousand euros, unless otherwise stated)

1. Introductory Note

NOS, SGPS, S.A. ("NOS", "NOS SGPS" or"Company"), whose designation did not change during the year, 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, n°9, 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 paticipation 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 theincorporation 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 Internetaccess services, video production and sale, advertising on Pay TV channels, cinema exhibition and distribution , the production of channelsfor 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 of 30 June 2024 is shown in Note 22.1.

The business of NOS Comunicações, S.A. ("NOS SA") and its subsidiaries, NOS Technology, NOS Açores, NOS Madeira, NOS Wholesale and NOS Sistemas comprehends: a) cable and satellite television distribution; b) the operation of the latest generation mobile communication network, GSM/UMTS/LTE/SG; 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 g) datacenter management and consulting services in IT. The business of these companies is regulated by Law no. 16/2022 (Electronic Communications Law), which establishes the legal regime communications networks and services.

The main activity of NOS Audio – Sales and Distribution, previously designated NOS Lusomundo TV and the result of the merger of NOSPUB with NOS Lusomundo TV on December 2020, is the negotiation and distribution of content rights and other multimedia products to television and other platforms of distribution, currently producing films and series channels through 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 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 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 consolidated financial statements.

The consolidated financial statements for the semester ended on 30 June 2024 were approved by the Board of Directors and their issue authorized on 18 July 2024.

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.

2. Accounting Policies

The principal accounting policies adopted in the financial statements are described below. These policies were consistently applied to all the financial years presented, unless otherwise stated.

2.1. The principles of presentation

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 2023.

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 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 companiesincludedin the consolidation (AnnexA), 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 financials 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 futureresults may differ from these sinvolving 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, even though current liabilities are higher than current assets. An analysis was made that the Grouphasthe 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 explicity and without reservation with IAS/IFRS reporting standards and relations as approved by the European Union.

Changes in accounting policies and disclosures

The following standards, interpretations, and revisions endorsed by the European Union have mandatory application for the first time in the financial year beginning on January 1, 2024:

· AmendmentstolAS 1 - Presentation of financial statements - Classification of current libilities. This amendment aims to clarify the classification of liabilities as current balances depending on the rights an entity has to defer their payment at the end of each reporting period. The classification of liabilities is not affected by the entity's expectations (the assessment should determine whether a right exists but should not consider or not the

entity will exercise that right), or by events occurring after the reporting date, such as non-compliance with a covenant. However, if the right to defer settlement for at least twelve months is subject to certain conditions being met after the balance sheet date, these criteria do not affect the right to defer settlement for the purpose of classifying a liability as current or non-current. This amendment also includes a new definition of "settlement" of a liability and is of retrospective application.

  • Amendment to IAS 7 and IFRS 7 Disclosures: Supplierfinancingarrangements. Theseament of Cash Flows and IFRS 7 Financial Instruments: Disclosures, aim to characteristics of a supplier financing arrangement and introduce additional disclosure requirements when such arrangements are intended to help users of financialstatements understand the effects of supplier financing arrangements on the entity sliabilities, cash flows and exposure to liquidity risk. The changes come into effect for the period beginning on orafter January 1, 2024. The new requirements complement those already included in IFRS and include disclosures about:
    • o Theamounts of the liabilities which are the subject of such agreements, for which part of them the suppliers have already received payments from the financiers and under which heading these liabilities are presented in the balance sheet;
    • The maturity date ranges; and O
    • o Information on liquidity risk.
  • · AmendmentstolFRS16-Leasellabilitiesinsactions. Thisamendmentto FRS16 introduces guidance on the subsequent measurement of lease liabilities related to sale and leaseback transactions that qualify as a "sale" under the principles of IFRS 15, with greater impact when some or all of the lease payments are variable lease payments that do not depend on an index or a rate. When subsequently measuring lease liabilities, seller-lesses should determine "lease payments" and "revised lease payments" in such a way that they do not recognize gains/(losses) in relation to the right of use they retain. This amendment is retrospective.

These standards and amendments had no material impact on the Group's consolidated financial statements.

The following standards, interpretations, amendments and revisions, with mandatory application in future financial years, have not, as of the date of approval of these financial statements, been endorsed by the European Union:

  • · AmendmentstolAS21-TheEffectsofChangesinForeignExchange&bilty. Thisamendment.aimstoclarity howtoassesstheexchangeability of acurrency, and how the exchangerateshouldbedetermined when it is notexchangeable for a longperiod. Theamendmentspecifiesthat acurrency should beconsidered exchangeable when an entity is able to other currency within a period thatalowsfornormaladministrativemanagement, and through an exchanism in which an exchangetransaction creates enforceable rights and obligations. If acurrency cannother currency, an entity mustestimate the exchangerate at the measurement date of the is to determine the exchangerate that would be applicable on the measurement date for as tion between market participants. The amendments also state that an entity may use anobservable without making any adjustment. According to the changes, companies will have to providenewdisclosuresto help usersassess the impact of using a nestimated statements. The amendments come into forme lasting and an in 1998 contrast in and se in be en lindude:
    • The spot exchange rate used; റ
    • The estimation process; and O
    • The risks to the company because the currency is not convertible;

Early adoption is permitted, however the transition requirements applied must be disclosed.

  • · IFRS 18-Presentation and Disclosure in Financial Statements. Thisstandard will replace IAS 1 Presentation of Financial Statements and aims to improve comparability and enhance transparency. The key new concepts introduced in IFRS 18 relate to:
    • o
    • o required disclosures in the financialstatements for certain profit or loss performance measures that are reported outside an entity's financial statements (that is, management-defined performance measures); and
    • o enhanced principles on aggregation which apply to the primary financial statements and notesin general.

This standard will apply for reporting on or after 1 January 2027 and also applies to comparative information.

· IFRS 19 - Subsidiaries without Public Accountability: Disclosures. This standard allows eligible entities to choose to apply the reduced disclosure requirements of IFRS 19, while continuing to apply the recognition, measurement and presentation requirements of other IFRS accounting standards. Application of the standard is optional for eligible entities. An entity that applies IFRS 19 is required to disclose that fact as part of its general statement of compliance with IFRS accounting standards.

Thisstandard will be applicable for reporting on orafter 1 January 2027 andrelated comparative information, with early application permitted.

  • Amendments to IFRS 9 and IFRS 7 Amendment of the class fication and measurements The amendments:
    • o clarify that a financial liability is derecognized on the "settlement date", i.e. when the related or cancelled or expires or the liability other wise qualifies for derecognition. They also introduce an option to derecognize financial liabilities that are settled through an electronic payment system before the settlement date, if certain conditions are met;
    • o darify how to assess the characteristics of the contractual cash flows of financial social and governance (ESG) aspects, amonq others;
    • o clarify the treatment of non-recourse assets and contractually linked instruments;
    • o requireadditionaldisclosures in IFRS forfinancialassets and liabilities with contractual terms that refer to a contingent event (including those linked to ESG), and equity instruments classified at fair value through other comprehensive income.

Theseamendments will apply for reporting periods beginning on orafter 1 January 2026. Early adoption is permitted, with the option to early adopt the amendments only for contingent features.

Thesestandardshave not yet been endorsed by the European Unionand, as such, were notapplied by the Group in semester ended on 30 June 2024. The Group is currently analysing the possible impacts of applying the new standards.

2.2. Bases of Consolidation

Controlled companies

Controlled companies were consolidation method. Controlisdeemed 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 thisreturn through the power over the entity. Namely, when the Company directly 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 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 assumed in a business combination are measured initially at fair value at the acquisition date, irrespective of the existence of non-controlled interests 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 costis less than the fair value of the identified net assets, the difference is recorded as a gain in the period in which the acquisition occurs.

The non-controlling interests are initially recognized as the identifiable assets and liblities.

On the acquisition of additional equity shares in 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 recognized in equity, are derecognized. Anyresulting gain or he incomestatement. Any interest retained in the entity is measured at fair value when control is lost.

Theresults of companiesacquired or sold during the year are included in the incomestatements from the date of obtaining control or until the date of disposal, respectively.

Intercompany transactions, balances, unrealized gains on transactions and dividends distributed between Group companies are eliminated. Unrealized losses are also eliminated unless widence 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.

Jointly controlled companies

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, net" in the income statement before financial results and taxes in the postacquisition equity of jointly controlled companies are recognized as 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.

Associated companies

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 identifiable net assets is recorded as goodwill and is added to the value of the financialinvestment 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, asa contraentry in "Losses / (gains) of affiliated companies, net" in the incomestatement. Direct changes in the post-acquisition equity of associated companies are recognized as the value of the shareholding as a contraentry 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 tinancial investments.

Holdings in entities without significant influence

Investments made by the Group in entities where it does not exercise significant influence are initially recognised at cost and subsequently measured at fair value through profit or loss.

Theseinvestments 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, net" in the income statement.

Balances and transactions between Group companies

Balances and transactions as well as unrealized gains between them and the parent company, are eliminated in the consolidation.

The part of unrealized gains arising from transactions with associated companies attibutable to the Group is eliminated in the consolidation. Unrealized losses are similarly eliminated except when the of impairment of the transferred asset.

2.3. Accounting policies

2.3.1. Segment reporting

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.

2.3.2. Classification of the statement of financial position and income statements

The Group presents assets and liabilities in the financial statements based in the current classification. An asset is classified as current when:

  • · The asset is expected to be realized, sold or consumed in its normal operational cycle;
  • · If the asset is held, essentially, for negotiation purposes;
  • · The asset is expected to be realized 12 months after reported;
  • · 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 liability is expected to be settled in its normal operational cycle;
  • · The liability is held, essentially, for negotiation purposes;
  • · The liability is expected to be settled in a 12-month period after reported;
  • · There is no unconditional right to differ the liability settlement during, at least, 12 months after reported.

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, net" and "Other non-recurring costs / (gains), net"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 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.

2.3.3. Tangible assets

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 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 net book value, are recognized in the item "Losses/ (gains) on disposal of assets, net".

Depreciations

Tangible assets are depreciated from the time they are completed or ready to be used. These 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:

2023 2024
(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

2.3.4. Non-current assets held for sale and discontinued operations

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:

  • · It represents an important line of business or geographical area separated from operating units;
  • · It is an integrant part of a single coordinated plan to dispose an important line of business or geographical area separated from the operational units or;
  • · It is a subsidiary acquired exclusively for resale.

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.

2.3.5. Intangible assets

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 contractualrights.

Group companies periodically cary out an impairment assessment of intangible assets in-progress. This impairment assessment is also carried out whenever events or changesin circumstances indicate that 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

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 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.

Goodwillis not amortized 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 at the date of the statement of financial position which mayresult in a possible loss of value. Any impairment loss is recorded immediately in the income statement in "Depreciation and 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

Internally qenerated intangible assets, including expensed when they are incurred. Research and development costs are only recognized as assets when the technical capability to complete the intensible asset is demonstrated and when it is available for use or sale.

Industrial property and other rights

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:

  • Telecom licenses;
  • Software licenses;
  • Content utilization rights; ●
  • Other contractual rights . .

Software-as-a-Service (SaaS) agreements are service contracts in which NOS has the right to access a particular Cloud application/software for a specified period of time, contracted with the supplier. The costs incurred with the configuration, customization and ongoing access to the Cloud application/software are recognized as operating expenses when the services are received.

Costs incurred with the development or modification of existing applications/software at NOS, even if interconnected with SaaS agreements, and which meet the recognition criteria, are recorded as intangible assets.

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 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 organizeeach sports competition are present, which occursin the homologation date of the competition that is being held in the sports season to be initiated, by the organizing entity, taking into consideration that the conditions for the recognition of an asset are present, namely, the unequivocalattainment of the games of the stated season. In this situation, the stated in the incomestatement 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 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.

Amortization

The useful lives of the intangible assets are classified as finite or indefinite.

Intangible assets with finite usefullives are amortized over their usefullives, with animpairment analysis carried out whenever there are indications that 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 usefullife are reviewed periodically. Any changes in the expected useful life or in the expected pattern 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 changesin accounting estimates. The amortization costs of intangible assets with finite lives are recognized in the income statement.

The assets with finite useful life are amortized by the straight-line method, in twelfths, from the morth in which they become available for use.

The amortization rates used correspond to the following estimated useful lives:

2023 2024
(Years) (Years)
Telecom licenses 20 - 33 20 - 33
Software licenses 1 - 8 1 - 8
Content utilization rights Period of the contract Period of the contract
Other 1 - 20 1 - 20

During the semester ended 30 June 2024, NOS revised the depreciation rates of most of the software acquired and developed internally, reducing the useful lite from 6 to 3 years, resulting in an increase in "Depreciation and impairment losses" (Intangible assets) in the amount of 23 million euros (Note 37).

The intangible assets with indefinite useful lives are not amortized, and impairment assessments are performed anually.

Accordingly, the useful life of an intangible asset that is not being amortized is periodically reviewed to deterevents and circumstances continue to support an indefinite useful life assessment for 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 recognized in the financial statement of income by nature.

Contract costs 2.3.6.

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:

  • they are related to an existing contract or a specific future contract;
  • · generate or increase resources that will be used in the future;
  • they are not already covered by the scope of another standard, such as inventories, tangible or intangible assets.

These costs are recognized for the expected period of services provided to the client (2 to 4 years).

The costs of attracting customers are essentially:

  • · Commissions paid to third parties with the acquisition of new contracts / new customers;
  • · Commissions paid to third parties for upgrading the services provided;
  • Commissions paid to third parties for renewal of loyalty of services and offers to customers; and
  • · Several commissions with revenue collection.

The costs associated with fulfilling the contracts are essentially:

  • · Costs incurred with the portability of mobile / fixed numbers of other operators;
  • · Variable costs, variables, incurred with the activation of services contracted by customers.

2.3.7. Impairment of non-current assets, excluding goodwill

Group companies periodically cary out an impairment assessment of non-current assessment is also carried out whenever events or changes in circumstances indicate that the asset is recorded may not be recoverable. When suchindications exist, the Group caculates the recoverable value of the assence 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 assetbelongs. 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 cashgenerating units.

Therecoverable amount is calculated as the higher of the current use value. The net sale price is the amount that would be obtained from the sale of the assetin a transaction between independent it ss , less the costs directly attributable to the sale. 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 recoverable value, it is recognized as an impairment loss.

The reversal of impairment losses recognized in previous years is recorded when there indications that these losses no longer exist or have decreased. The reversal of impairment losses is recognized in the statement of comprehensive in the yearin which it occurs. However, an impairment loss can only be reversed up to the amount that would be recognized (net of amorization or depreciation) if no impairment loss had been recorded in previous years.

2.3.8. Financial assets

Financialassets are recognized 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 trom commercial accounts receivable, financial assets are recognized at fair value plus directly attributable transaction costs, except for assets at fair value through in which transaction costs are immediately recognized in income. Trade accounts receivable, at the initial time, are recognized at their transaction price, as defined in IFRS 15.

The financial assets are derecognized when:

  • · the Group's contractual rights to receive their cash flows expire;
  • the Group has substantially transferred all the risks and benefits associated with their ownership; or
  • · although it retains part but not substantially all of the risks and benefits associated with their ownership, the Group has transferred control of the assets.

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 recognized amounts and intends to settle for the net value.

l he Group classifies its linancialassets into the following categories: financial assets at hair value through profit or loss, financial assets measured at amortized cost, financialassets 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.

Financial assets at fair value through profit and loss

This category includes financial derivatives and equity instruments that the Group has not classets through other comprehensive income at the of initial recognition. This category also includes all financial instruments whose contractual cash flows are not exclusively capital and interest.

Financialassets at fair value through results are presented in the financial statements at hair value, the net changesbeing known in the income statement. This category of assets includes derivative instruments 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 recognized as income statement when the respective right of receipt is formalized.

Gainsand losses resulting from changes in the fair value through profit or loss are recognized in results in the year in which they occur under "Losses / (gains) on financialassets, net", including the income from interest and dividends.

Financial assets at fair value through other comprehensive income

Financialassets 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 finat these contractual cash flows are only capital and interest reimbursement on the capital in debt.

Financial assets measured at amortized cost

Financial assets measured at amortized 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.

Financialassets measured at amortized cost are subsequently measured using the effective tax rate method and subject to impairment. Income and costs are recognized in the incomestatement when the asset is derecognized, updated or an impairment is recognized overit. Financial assets measured at the Company's amortized costinclude and loans granted to related parties.

Cash and equivalents

Theamountsincludedin" Cashand cash equivalents" correspond to the amounts of cash, bank deposits and other investments with maturities of less than three months which may be immediately realizable ind change of value.

For the purposes of the statement of cash and cash equivalents" also includes bank overdrafts included in the statement of financial position under "Borrowings" (when applicable).

2.3.9. Financial liabilities and equity instruments

Financialliabilities and equity instruments are classified according to their contractual substance irrespective of their legalform. Financial liabilities are initially recognised at fair value. 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 recognized 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 amortized cost, except for:

  • · Financial liabilities at fair value through profit or loss. These labilities, including derivatives should subsequently be measured at fair value;
  • · Financial liabilities that arise when a transfer of a financial asset does not meet the condition for derecognition or when it is applied the continued involvement approach;
  • · Financial guarantee contracts;
  • The commitments to grant a loan at a lower interest rate than the market;
  • · Therecognized contingent consideration by abuyer in a concentration of business activities to which IFRS 3 applingent consideration shall be subsequently measured at fair value, with changes recognized in profit or loss.

Financial liabilities of the Group include borrowings, accounts payable and derivative financial instruments.

2.3.10. Impairment of financial assets

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 polize 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 credit risk associated Report and Accounts 1H24 120

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.

2.3.11. Derivative financial instruments

Initial and subsequent recognition

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:

  • · Fair value hedge when the purpose is to hedge the exposure to fair value changes of a registered asset or liability or an unregistered Groups' commitment;
  • · Cash flow hedge when the purpose is to hedge the exposure to cash flow variability arising from a specific risk associated with the wholeora component of aregistered assetorilibility orananticipated highly probable occurrence or exchange riskassociated with an unregistered Groups' commitment;
  • · Coverage of a net investment in a foreign operational unit.

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 hedgeditem or transaction, the nature of the nature of the risk being hedged and how the Group will assess whether the hedge effectiveness requirements (including the analysis of sources of heffectiveness and how the hedge ratio is determined). A hedging relationship qualifies for hedge accounting if it meets all the following effectiveness requirement:

  • · There is an economic relationship' between the hedged item and the hedging instrument;
  • The effect of credit risk does not "dominate the value changes" that result from that economic relationship; and
  • · The hedgeration the hedging relations the same as that resulting from the quantity of the hedges and the quantity of the hedging instrument that the Group actually uses to hedges that quantity of hedged item.

Hedges that meet all the quantifying criteria for hedge accounted for, as described below:

Fair value hedges

The change in the fair value of a hedging in the statement of profit or loss. The change in the fairvalue of the hedged item attributable to the risk hedged is recorded as part of the hedged item and is also recognized in the statement of profit or loss.

For fair value hedges relating to items carried at amortized cost, any adjustment to carrying value is amortized through profit or loss over the remaining term of the ER method. The ElR amortization may begin as soonas anadjustment exists and no later than when the hedged item ceases to be adjusted for changes in its fair value attributable to the risk being heaged.

If the hedged item is derecognized, the unamortized fair value is recognized immediately in profit or loss. Report and Accounts 1H24

When an unrecognized firm commitment is designated as a hedged item, the subsequent curnulative change in the fair value of the firm commitment attributable to the hedged risk is recognized as an asset or liability with a corresponding gain or loss recognized in profit or loss.

Cash flow hedges

Theeffective portion of the gain or loss on the hedging instrument is recognized in OC linthe cashflow hedgereserve, while any ineffective portion is recognized 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 change in fair value of the hedged item.

The Group uses forward contracts of:

  • currency contracts for its exposure to foreign currency risk in forecast transactions and firm commitments;
  • · interest rates to cover the risk of volatility of the interest rates;
  • · own shares contracts for its exposure to volatility in own shares to be distributed within the scope of share incentive scheme.

Theineffective portion relating to foreign currency contracts is recognized as "Net foreign exchange losses ((gains)", the ineffective portion relating to interest rates is recognized as "Financial costs" and the ineffective portion relating to own shares contracts is recognized as "Wages and salaries".

On the semester ended on 30 June 2024, the Group did not change the recognition method.

The amounts accumulated in OClareacounted for, depending on the underlying hedged transaction. It the hedged transaction subsequently results in the recognition of a non-financialitem, 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 libelity. Thisis not a reclassification adjustment and will not be recognized in OC for the period. This also applies where the hedged forecast transaction of a non-financialasset or non-financialiability subsequently becomes a Group's commitment for which fair value hedge accounting is applied.

For any other cash flow hedges, the amount accumulated in OClis 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 OCl must be accounted for depending on the nature of the underlying transaction as described above.

2.3.12. Inventories

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 costincludes the invoice price, freight, and insurance costs, using the Weighted Average Costas themethod 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 recognized 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, 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 lnventories, 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 recognized in the income statement in "Direct 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) owned by them, (Note 43.2), NOS considered therecognition of the costs, excluding those divided by theremaining operators, on a systematic basis, given the pattern of economic benefits obtained through their commercial exploration.

2.3.13. Subsidies

Subsidies are recognized at fair value when there is reasonable assurance that the Group companies will comply with the requirements for their award.

Operating subsidies, mainly for employee training, are recognized in the statement of comprehensive income by deduction from the corresponding costs incurred.

Investment subsidies are deducted from tangible fixed assets to the extent of the associated expenses and are recognized in the incomestatement ("Depreciation and impairment losses") on a ystematic and rationalbasis over the useful life of the asset.

2.3.14. Provisions and contingent liabilities

Provisions are recognized when:

  • · there is a present obligation arising from past events and tis likely that obligation, the expenditure of internal resources will be necessary; and
  • · the amount or value of such obligation can be reasonably estimated.

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 recognized when the Group has a detailed, formal plant fratures 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 recognized when the assets are installed (asan offset of Property, Plant and Equipment) whenever there is a legal or constructive obligation to dismantle an asset, restore the site on which it is located and when a reasonable estimate can be made. The present value is calculated based on discounted values and considering the economic usefullife of the assets. The amount of the provisioned liability rellects of the passage of time and the corresponding financial in results as a financial cost. The effects of changes resulting from revisions to the term or value of the provision are reflected prospectively, adjusting the book value of the tanqible fixed asset. However, when there is no asset, or the change implies a null book value of the asset reduction, is recognized in the incomestatement. I he discountrate applied on 30 June 2024 was 5.8% (31 December 2023: 5.8%).

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 with the contract (both incremental costs and an allocation of costs directly related to the contract) that exceed tuture economic benefits.

Provisions for potential future operating losses are not covered.

Contingent liabilities are not recognized in the financial statements, unless the exception provided under IFRS 3 business combination, and are disclosed whenever there is a good chance to shedresources including economic be nefits. Contingent assess are not recognized in the financial statements, being disclosed when there influx of financialresources.

Provisions are reviewed and brought up to date of the statement of financial position to reflect the best estimate at that time of the obligation concerned.

2.3.15. Rights of use and leases

Alease 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.

At the commencement date of the lease, NOS recognizes 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 recognized separately.

Lease liability is remeasured at the occurrence of certain events (suchas a change in the lease period, achange in future payments that result from a change in the reference rate or rate used to determine such payments of the lease liability is recognized as an adjustment in the ROU.

The estimated costs of dismantling, removal of assets and restoration of the siter related with leases are recognized in tangible assets with works carried out (Note 2.3.3).

2.3.15.1. Rights of use

The Group recognizes the right to use the assets at 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 ROU of the assets includes the recognized amount of the lease lability, 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 lease term, the recognized 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 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.

2.3.15.2. Liabilities with leases

At the start date of the lease, the Group recognizes the liabilities measured at 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 arate are recognized 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 start date of the lease it the implied interest rate is not readily determinable.

The Group does not apply the practical expedient provided for leases of less than one year.

After the start date of the lease, the value of the lease liability is 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 in the lease term, fixed payments or the purchase decision of the underlying asset.

2.3.16. Income tax

NOS is covered by the specialtax regime for groups of 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 taxis stated in accordance with the IAS 12 criteria. Income taxfor 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 assess and iabilities and their values as statedin the consolidated financial statements, and the date of the state of the statement of financial position. The deferred income taxassets and liabilities were caculated based on the taxlegjslation aready published for future application.

Deferred income tax assets are recognized for all the deductible temporary differences untilit is likely that a taxable proft is obtained to which the deductible temporary difference may be used, unless the deferredincome taxasset results from the initial recognition of an asset or liability in a transaction which:

  • · Is not a concentration of business activities;
  • · At the moment of the transaction, it does not affect neither the accounting profit nor the taxable profit (fiscal loss);
  • · Withrespect to deductible temporary differences arsing from investments in subsidiaries and interests in joint arrangements, deferred incometaxassets are recognized only to the emporary difference will evert in the foreseeable future and taxable profit against which the temporary difference can be used will be available.

Asstipulated in the above standard, delerred incometaxassets are recognized only when the reseasonable assurance that these may be used to reduce future taxable profit, or when there are deferred income reversalis 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 likelihood of their future use.

The amount of taxto be included, either in current tax resulting from transactions or events recognized 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 recognized as follows:

· The deferred tax benefits acquired in the measurement period of one year after the cate of merger and that resultifrom new informationabout tacts and circumstances that excepisition are recorded against the good will carrying

amount related to the acquisition. If the goodwill-carrying amount is null, any remaining deferred tax benefits are recognized in the income statement.

· All the other acquired deferred tax benefits performed are recognized in the income statement (when applicable, directly in shareholders' equity).

Estimates to deal with uncertainties regarding the acceptance of a given tax treatment by the tax authorities are recognized as deferred tax liabilities.

Pillar II

The Council of the EU approved the Directive (EU) 2022/2523, of December 15, 2022 ("Directive"), on the guarantee of a worldwide minimum level of taxation for multinational enterprise groups and large domestic groups within the Union, commonly known as "Pillar II". Although Portugal has not met the deadline for transposing this Directive, it is estimated that this will happen in 2024.

Considering the rules approved in the Directive and the best information available at the moment, NOS has carried out an assessment of the possible impacts of Pillar II for the NOS Group, and it is estimated that the group will benefit from the supplementary tax exclusion in the initial phase of international activity, provided for in Article 49 of the Directive, under the transitional regime, applicable for a period of 5 years (2024-2028).

2.3.17. Payment based in shares

The benefits granted to employees under 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 recognized, linearly over the pervice 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 recognized at the date of each statement of financial position up to the best estimate of the number of own shares that will be vested, weighted by the tire elapse between the vesting. The impact on the income statement each year corresponds to the accumulation 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 the date of the statement of financial position.

2.3.18.Equity

Share issue premium

lssue of shares corresponds to premiums from the issuance or capital increases. According to Portuguese law share premiums follow the treatment given to the "Legalreserve", 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.

Own shares

The own shares are recorded at acquisition from equity. Gains or losseson the sale of own shares are recorded under "Other reserves".

Legal reserve

Portuguese commercial legislation requires that at least 5% of annual net profit must be a legal reserve untilit represents at least 20% of the share capital. Thisreserve 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.

Reserves for plans of medium-term incentive

Hedging reserves

Own shares reserves

    • o
    • o
    • o
    • o
    • o
    • o
    • o
    • o

The Group's revenue is based on the five-step model established by IFRS 15:

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 seption, individually or as a bundle) is recognized linearly over the subscription period.

Revenue from equipment rentalis recognized linearly over the rental agreement, exceptin the case of instalment sales, which are accounted as credit sales.

The Groupattributes to its customersloyalty points in each call or recharge, that might be exchanged, over alimited 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 points are definitively converted into benefits), which is recognized at the time of the use of the discount, as a revenue accrual.

Revenuerelated with traffic, roaming, datausage, audiovisual content, and others is recognized when the service is rendered. The Groupalso offers various personalized solutions, particularly to its corporate customers in telecom management, access, voice, and data transmission services. These personalized solutions are also recognized 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:

  • · When the gross inflows from economic benefits do notresult in equity increasesto the Group, i.e., the amount charged to the customerisequalto the amount delivered to the partner. This situation is applicable to the invoicing special services operators, in these cases the amounts charged on account of the capital are not revenue; and
  • · When the counterpart is not a "customer" but a partner who shares the risks and benefits of developing a product or services in order for it to be commercialized. Thus, a counterpart of a contract will not be a customer if, for instance, the counterpart has hired from NOS to participate in an activity or process in which the parties in the contract share the risks and benefits instead of obtaining the Group's ordinary activities result. These cases are designated collaborative arrangements. This situation is applicable to revenues from operators affected by the reciprocal availability agreement regarding broadcasting rights of sports content.

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 recognized 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 recognized in the "Other income" item upon receival.

Interest revenue is recognized using the effective interest method, only when they generate future economic benefits.

2.3.20. Accruals

A Group's revenues and costs are recognized in accordance with the accrual's principle, under which they are recognized 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", "Accrued expenses" and "Deferred income", as well as the expenses and income that relate to future periods, which will be recognized 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).

2.3.21. Assets, liabilities and transactions in foreign currencies

Transactions in foreign currencies are converted into the functional currency at the exchangerate on the transactions dates. On each accounting date, outstandingbalances (monetary items) are updated by applying the prevaling on that date. The exchange rate differences in this update are recognized in the income statement for the year in which they were calculated in the item "Losses / (gains) on exchange 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 recognized 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:

  • · The exchange rate obtaining on the date of the statement of financial position for the conversion of assets and liabilities;
  • · The average exchange rate in the period for the conversion of items in the income statement, apart from cases of affiliated companies that are in a hyperinflationary economy;
  • · Theaverage exchangerate in the conversion of cash flows (in cases where the exchange rate approximates to the real rate, and for the remaining cash flows the cate of the operations is used), apart from cases of affiliated companies that are in a hyperinflationary economy;
  • · The historical exchange rate for the conversion of equity accounts.

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 Angolaneconomy was considered a hyperinflationary economy according to IAS 29 - Financial Reporting in Hyperinflationary Economies.

Thisstandard 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 individual financial statements are the following ones:

  • The monetary assets and liabilities are not amended because they are already updated to the current unit at the financial statements date;
  • · The non-monetary assets and liabilities (that are still not expressed in terms of the financial statements) are restated by the application of an index;
  • · Theeffect of the inflation on the net monetary position of the subsidiaries companies is reflected in the incomestatement as a loss in the net monetary position.

Additionally, accordingtolAS21, the restatement of the consolidated linancialstatements sprohibited 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 previous reporting period, as thebasis for the carrying amounts in its statements". In this way, the adjustments / revaluations, carried out until the end of the classificationary economy, are treated as a deemed costand recognized in the same proportion as the assets that gave rise to it.

On 31 December 2023 and 30 June 2024, 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.

31-12-2023 30-06-2024
US Dollar 1.1050 1.0705
Angolan Kwanza 930.9625 913.8098
British Pound 0.8691 0.8464
Mozambican Metical 69.8700 67.7700
Canadian Dollar 1.4642 1.4670
Swiss Franc 0.9260 0.9634
Real 5.3618 5.8915

In the semesters ended on 30 June 2023 and 2024, the income statements of subsidiaries expressed in foreign currencies were converted to euros at the average exchange rates of their countries of origin against the euro. The average exchange rates used are as follows:

6M 23 6M 24
Angolan Kwanza
506.5327
910.0698
Mozambican Metical
68.5700
68.2600

2.3.22. Financial charges and borrowings

Financial charges related to borrowings are recognized 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 or production of an asset that takes a substantial period (over one year) to be ready for use, which are captalized in the acquisition cost of that asset. Costs from capitalized borrowings are determined having in consideration the amount of borrowing costs obtained that canbe 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 morthly, taking into consideration the monthly balance of eligible borrowings and the monthly amount of the asset in progress that qualifies.

2.3.23. Investment property

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 costmodel tor 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.

2.3.24. Fair value measurement

The Group measures part of the 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 market conditions. The fair value measurement is based on the assumption that the transaction to sell the asset or transfer the liability may occur:

  • ·
  • · In the absence of a primary market, it is assumed that the transaction occurs in the most advantageous market. This is what maximizes the amount that would be received for selling asset or minimizes the amount that would be paid to transfer the libility , after considering transaction costs and transport costs.

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 oneen 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 disdosure is mandatory, are rated on afair value hierarchy, which ranks data in three levels to be used in the measurement at fair value, and detailed below:

  • · Level 1 Listed and unadjusted market prices, in active markets for idebilities that the entity can access at the measurement date;
  • · Level 2 valuation techniques using inputs that aren't quoted, but which are directly observable;
  • · Level 3 valuation techniques using inputs not based on observable market data, based on unobservable inputs.

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.

2.3.25. Assets and liabilities offsetting

Financialassets and liabilities are offset and presented at the net amount when, the Group has the right to offset the recognized amounts and intends to settle for the net amount.

2.3.26. Employee benefits

Personnel expenses are recognized when theservice is rendered by employees independently of their date are some specificities:

· Termination of employment. The benefits for termination of employment are due for payment when there is cessation of employment betore the normalretirement date or when an employee voluntarily accepts to leave in exchange of thesebenelits. The Grouprecognizes these benefits when to be committed to atermination of current employees according to a detailed formal plan for termination and there is no realistic possibility of withdrawal or these benefits are granted to encourage voluntary redundancy. When the benefits of cessation of employment are due more than 12 months after the balance sheet date, they are updated to their present value.

  • Holiday, holiday allowances, and bonuses. According to the labor law, employees are entitled to 22 days annual leave, as well as one month of holiday allowances, rights acquired in the year preceding payment. These liabilities of the Group are recorded when incurred, independently of the moment, and are reflected under the item "Accounts payable and other".
  • · Labor Compensation Fund (FCT) and the Labor Compensation Guarantee Fund (FGCT), Basedon the publication of Law No. 70/2013 andsubsequentregulation by Order No. 294-A/2013, enteredinto forceon 1 Octoberthe Labor Compensation Fundschemes (FCT) and the Guarantee Fund Compensation of Labor (FGCT). In this context, companies that hire a newer ployee are required to deduct a percentage of the respective salary for these two new funds (0.925% and the FCT for FGCT), in order to ensure, in the future, the partial payment the compensation for dismissal. Considering the characteristics of each Fund, the following is considered:
    • o The monthly deliveries to FGCT, made by the employer are recognized as expense in the period to which they relate.
    • o The monthly deliveries to FCT, made by the employer are recognized as a financial asset, in the caption "Other noncurrent financial assets" of the entity, measured at fair value with changes recognized in the results.

With the publication of Law no. 13/2023, as of 1 May 2023, it is no longer mandatory to make payments corresponding to 0.925% of each worker's basic salary and seniority to the FCT, which has been converted into a closed accounting fund.

According to the same law, the obligations relating to the FGCT corresponding to 0.075% are suspended for the Medium-Term Agreement for the improvement of incomes, wages and competitiveness, which is expected to run until 2026.

2.3.27. Statement of cash flows

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 neglighe. For purposes of the statement of cash flows, the balance of cash and cash equivalents also included in the statement of financial position under "Borrowings".

The statement of cash flows is divided into operating, 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) relativity "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 in subsidiaries and cash received and payments arising from the purchase and sale of tangible assets, amongst others.

Financing activities include cash received and payment of interest and similar costs, finance leases, the purchase and sale of own shares and the payment of dividends.

2.3.28. Subsequent events

Events occurring after the date of the statement of financial positional 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.

3. Judgements and estimates

3.1. Relevant accounting estimates

The preparation of the condensed consolidated financialstatements requires the Groups management to make judgments and estimates that affect the condensed statement of financial position and the reported results. These estimates are based on the best information and knowledge about past and on the operations that the Company considers it may implement in the future. However, at the date of completions, their results may differ from these estimates.

Changes to theseestimates that occurater 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:

Entities included in the consolidation perimeter

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 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 condensed consolidated financial statements.

Impairment of non-current assets, excluding goodwill

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 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.

Impairment of goodwill

Goodwill is annually subject to impairment tests or whenever there are indications 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.

Tangible and intangible assets

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 method to be applied, and the estimated losses resulting from the replacement of equipment before the end of its usefullife due to technological obsolescence is crucial in determining the amount of amortization to be recognized 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 amortized 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 Group and prospectively adjusted, if appropriated.

Rights of use

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 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 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) the renewal option (a change in strategy of business).

Provisions

The Groupperiodically reviews any obligations arising from past events, which should be recognized or disclosed. The subjectivity involved in determining the probability and amount of internal resources required to meet obligations may qive 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

Deferred income taxassets are recognized only when there is strong assurance that there will be hure available to use the temporary differences or when there are deferred tax liabilities whose reversal is expected in which the deferred tax assets are reversed. The assessment of deferred income taxassets is undertaken by management at the end of each period taking account of the expected future performance of the Group.

Expected credit losses

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 uncollectability 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.

Fair value of financial assets and liabilities

When the fairvalue of an asset or liabilities is calculated, on an active market, the respective market price is used. When there is noactivemarket, 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 Groupapplies evaluation techniques for unlisted financial instruments, such as derivatives, financialinstruments at fair value and instruments measured at amortized cost. The most frequently used valorization 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.

3.2. Errors, estimates, and changes to accounting policies

During the semesters ended 30 June 2023 and 2024 no material errors, estimates or changes in accounting policies were recognized in relation to prior years. On 30 June 2024, a reclassification of estimates regarding the

acceptance of a particular tax treatment by the Tax Administration was made from "Deferred tax liabilities" to noncurrent "Taxes payable", in the amount of 38.7 million euros (30 June 2023: 42.6 million euros; 31 December 2023: 44.0 million euros), with restatement of the period ended on 30 June 2023, for comparability purposes (Note 15). Also on 30 June 2024, there was a reclassification of estimates of amounts receivable, resulting from favorable decisions in the Constitutional Court in proceedings related to the Activity Tax, from "Accounts receivable – customers" to "Accounts receivable – other", in the amount of 8.6 million euros (31 December 2023: 22.9 million euros), with restatement of the period ended on 31 December 2023, for comparability purposes (Note 12 and 18).

4. Changes in the perimeter

During the semester ended on 30 June 2023, the following changes in the perimeter occurred:

  • · Incorporation of the company Ten Twenty One, S.A., in February 2023, whose main activity is the provision of engineering and consulting services in the area of information technologies, communications and electronics;
  • · Acquisition of the company BLU, S.A., in March 2023, whosemain activity is the provision of telecommunications services, establishment, management and operation of telecommunications networks, and subsequent merger into NOS Comunicações in May 2023. This merger did not originate any material impacts on the Group's consolidated financial statements.

During the semester ended on 30 June 2024, there were no changes in the perimeter.

5. Segment reporting

The business segments are as follows:

  • · Telco TV, Internet (fixed and mobile) and voice (fixed and mobile) services rendered and includes the following companies: NOS Technology, Per-mar, Sontária, NOS SGPS, NOS Property, NOS Madeira, NOS SA, NOS Audio- Sales and Distribution, Teliz Holding, NOS Sistemas España, NOS Inovação, NOS Internacional SGPS, NOS Corporate Center, NOS Wholesale, Fundo NOS Mediação de Seguros, Ten Twenty One and CEiiA.
  • · Audiovisual the supply of video production services and sales cinema exhibition and the acquisition / negotiation of Pay TV and VOD (video-on-demand) rights and includes the following companies: NOS Audiovisuais, NOS Cinemas, Lusomundo Moçambique, Lda ("Lusomundo Moçambique"), Lusomundo Imobiliária 2, S.A. ("Lusomundo Imobilíaria 2"), Lusomundo Sociedade de Investimentos Imobiliários, SGPS, S.A. ("Lusomundo SII"), Empracine – Empresa Promotora de Atividades Cinematográficas, Lda ("Empracine"), NOS Audio SGPS and Dreamia S.L.

Tangible assets 1,084,379 9,205 - 1,093,584
Intangible assets 1,114,748 93,198 - 1,207,946
Contract costs 158,406 - - 158,406
Rights of use 272,228 34,862 - 307,090
Investments in jointly controlled companies and associated companies 144,077 45,224 (159,861) 29,440
Accounts receivable - other 13,076 3,173 (11,885) 4,364
Deferred income tax assets 74,775 7,131 - 81,906
Other non-current assets 11,720 291 - 12,011
Inventories 47,607 608 - 48,215
Account receivables 415,253 51,225 (40,093) 426,385
Prepaid expenses 43,278 1,525 (378) 44,425
Other current assets 35,027 2,023 - 37,050
Cash and cash equivalents 17,359 799 - 18,158
Share capital 855,168 78,925 (78,925) 855,168
Capital issued premium 4,202 - - 4,202
Own shares (15,059) - - (15,059)
Legal reserve 4,374 2,697 (2,697) 4,374
Other reserves and accumulated earnings (22,388) 49,319 (68,509) (41,578)
Net income 171,661 18,608 (9,274) 180,995
Non-controlling interests 6,585 - - 6,585
Borrowings 1,468,909 39,875 (11,884) 1,496,900
Provisions 73,182 6,972 - 80,154
Other non-current liabilities 88,273 1,498 - 89,771
Deferred income tax liabilities 5,487 11 - 5,498
Borrowings 249,176 9,942 (22,049) 237,069
Accounts payable 291,055 16,726 (13,441) 294,340
Tax payable 22,186 1,027 - 23,213
Accrued expenses 190,993 18,010 (5,060) 203,943
Other current liabilities 38,129 5,654 (378) 43,405
Tangible assets 1,079,999 9,464 - 1,089,463
Intangible assets 1,083,468 93,433 - 1,176,901
Contract costs 158,291 - - 158,291
Rights of use 270,038 29,643 - 299,681
Investments in jointly controlled companies and associated companies 149,105 45,350 (159,860) 34,595
Accounts receivable - other 3,529 3,267 (2,885) 3,911
Deferred income tax assets 69,461 6,285 - 75,746
Other non-current assets 13,740 191 - 13,931
Inventories 45,198 536 - 45,734
Account receivables 365,377 39,290 (33,993) 370,674
Prepaid expenses 50,236 1,406 (1) 51,641
Other current assets 26,089 2,150 (1) 28,238
Cash and cash equivalents 12,441 1,573 - 14,014
Share capital 855,168 78,925 (78,925) 855,168
Capital issued premium 4,202 - - 4,202
Own shares (15,002) - - (15,002)
Legal reserve 4,692 2,697 (2,697) 4,692
Other reserves and accumulated earnings (29,752) 67,820 (77,794) (39,726)
Net income 141,379 7,258 - 148,637
Non-controlling interests 6,579 - - 6,579
Borrowings 1,277,726 26,181 (2,885) 1,301,022
Provisions 69,194 7,220 - 76,414
Other non-current liabilities 81,859 - - 81,859
Deferred income tax liabilities 8,183 1 12 8,196
Borrowings 407,703 9,187 (18,791) 398,099
Accounts payable 218,239 13,025 (11,383) 219,881
Tax payable 33,182 448 - 33,630
Accrued expenses 227,083 18,647 (4,276) 241,454
Other current liabilities 36,536 1,179 - 37,715

Services rendered 347,471 687,673 20,068 37,120 (8,119) (16,037) 359,420 708,756
Sales 22,539 44,854 4,239 7,417 (59) (142) 26,719 52,129
Other operating revenues 7,478 14,116 325 494 (151) (300) 7,652 14,310
Wages and salaries 20,828 40,208 2,716 5,303 (2) (2) 23,542 45,509
Direct costs 89,260 172,844 5,914 10,158 (6,150) (12,379) 89,024 170,623
Costs of products sold 21,204 42,366 1,009 1,637 (3) (13) 22,210 43,990
Marketing and advertising 7,870 19,424 1,049 1,675 (2,970) (5,970) 5,949 15,129
Support services 22,695 46,742 614 1,318 (707) (1,425) 22,602 46,635
Supplies and external services 36,098 69,560 1,059 1,574 1,503 3,310 38,660 74,444
Other operating losses / (gains) 224 473 42 82 - - 266 555
Taxes 8,929 17,921 16 40 - - 8,945 17,961
Provisions and adjustments 3,659 7,906 (124) (159) - - 3,535 7,747
Depreciation, amortization and impairment losses 109,541 223,248 7,070 13,768 - - 116,611 237,016
Other losses / (gains), net 418 850 320 385 - - 738 1,235
Net losses / (gains) of affiliated companies (842) (3,381) 138 147 - - (704) (3,234)
Financial costs 15,306 26,696 198 688 - - 15,504 27,384
Net foreign exchange losses / (gains) 87 238 (2) (32) - - 85 206
Net losses / (gains) on financial assets (4) (7,035) 5 4 - 7,036 1 5
Net other financial expenses / (income) 929 1,896 3 9 - - 932 1,905
Income taxes 73 6,310 278 1,187 - - 351 7,497

Services rendered 366,133 724,687 16,353 35,349 (8,173) (16,478) 374,313 743,558
Sales 26,378 48,813 2,926 6,412 (45) (89) 29,259 55,136
Other operating revenues 8,145 16,131 405 685 100 - 8,650 16,816
Wages and salaries 19,837 39,688 2,859 5,686 - - 22,696 45,374
Direct costs 91,177 180,869 3,902 8,887 (4,992) (12,527) 90,087 177,229
Costs of products sold 24,620 46,565 708 1,577 (13) (22) 25,315 48,120
Marketing and advertising 10,807 23,340 507 1,013 (3,033) (6,018) 8,281 18,335
Support services 22,757 45,405 698 1,425 (769) (1,561) 22,686 45,269
Supplies and external services 39,637 76,283 896 2,182 689 3,561 41,222 82,026
Other operating losses / (gains) 223 346 15 53 - - 238 399
Taxes 10,132 19,274 22 46 - - 10,154 19,320
Provisions and adjustments 3,872 7,377 31 (33) - - 3,903 7,344
Depreciation, amortization and impairment losses 117,543 233,923 7,449 13,397 - - 124,992 247,320
Other losses / (gains), net (40,259) (71,667) (63) 64 - - (40,322) (71,603)
Net losses / (gains) of affiliated companies (2,001) (4,554) 17 (126) - - (1,984) (4,680)
Financial costs 18,419 38,303 376 840 - - 18,795 39,143
Net foreign exchange losses / (gains) (65) (181) (11) (8) - - (76) (189)
Net losses / (gains) on financial assets 145 (313) - - (136) (136) 9 (449)
Net other financial expenses / (income) 847 1,812 3 9 - - 850 1,821
Income taxes 4,688 11,782 (250) 176 136 136 4,574 12,094

EBITDA = Operational Result + Depreciation 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 marketterms and conditions in a comparable way to transactions performed with third parties.

On 30 June 2024, fully consolidated foreign companies represent less than 1% of assets (at 30 June 2023: less than 1%) and their turnover is less than 0.1% of consolidated turnover.

6. Financial assets and liabilities classified in accordance with the IFRS 9 - financial instruments

The accounting policies set out in IFRS 9 for financial instruments were applied to the following items:

31-12-2023
Financial
assets
Derivatives Financial
liabilities
Tota
financial
assets and
liabilities
Non-
financial
assets and
liabilities
Tota
6,028 6,028 - 6,028
5,583 5,583 - 5,583
340,780 340,780 - 340,780
31,361 31,361 11,597 42,958
18,158 18,158 - 18,158
396,327 5,583 l 401,910 11,597 413,507
1,733,969 1,733,969 - 1,733,969
1,477 1,477 - 1,477
243,991 243,991 - 243,991
94,871 94,871 204 95,075
203,943 203,943 203,943
1,477 2,276,774 2,278,251 204 2,278,455
30-06-2024
Financia
assets
Derivatives Financial
liabilities
Total
financial
assets and
liabilities
Non-
financial
assets and
liabilities
Tota
6,725 6,725 - 6,725
7,225 7,225 - 7,225
308,347 308,347 - 308,347
16,697 16,697 11,537 28,234
14,014 14,014 14,014
345,783 7,225 353,008 11,537 364,545
1,699,121 1,699,121 - 1,699,121
12 12 - 12
184,622 184,622 - 184,622
78,180 78,180 189 78,368
241,454 241,454 241,454
12 2,203,377 2,203,389 189 2,203,577

Considering its nature, the balances of the amounts to bepaid 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 amortized 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.

7. Tangible assets

In the semesters ended on 30 June 2023 and 2024, the movements in this item were as follows:

31-12-2022 Increases Disposals and
write-offs
Transfers
and others
30-06-2023
Acquisition cost
Lands 519 519
Buildings and other constructions 264,259 (1,352) (587) 6,442 268,762
Basic equipment 2,909,175 23,154 (38,748) 53,766 2,947,347
Transportation equipment 514 514
Tools and dies 1,607 102 1,709
Administrative equipment 195,921 ਦਰ੍ਰੇਰ (1,729) 878 195,769
Other tangible assets 44,162 78 (1) 139 44,378
Tangible assets in-progress 53,438 61,492 (54,946) 59,984
3,469,595 84,071 (41,065) 6,381 3,518,982
Accumulated depreciation and impairment losses
Buildings and other constructions 159,518 6,909 (587) 165,840
Basic equipment 1,971,674 87,795 (38,681) (74) 2,020,714
Transportation equipment 514 514
Tools and dies 1,528 24 1,552
Administrative equipment 185,650 1,931 (1,689) 185,892
Other tangible assets 43,659 324 (1) 43,982
2,362,543 96,983 (40,958) (74) 2,418,494
1,107,052 (12,912) (107) 6,455 1,100,488
31-12-2023 Increases Disposals and
write-offs
Transfers
and others
30-06-2024
Acquisition cost
Lands 519 519
Buildings and other constructions 281,666 (୧୮୧୧) 8,558 289,568
Basic equipment 2,928,457 21,652 (12,730) 62,422 2,999,801
Transportation equipment 512 512
Tools and dies 1,688 68 1,756
Administrative equipment 147,071 592 (79) 756 148,340
Other tangible assets 44,576 79 184 44,839
Tangible assets in-progress 45,940 66,812 (75,785) 36,967
3,450,429 89,135 (13,465) (3,797) 3,522,302
Accumulated depreciation and impairment losses
Buildings and other constructions 143,676 3,630 (419) (1) 146,886
Basic equipment 2,027,478 76,375 (5,604) 2,098,249
Transportation equipment 511 1 512
Tools and dies ರಿಕೆ ಕಿರಿಸಿ 110 1,095
Administrative equipment 140,040 1,724 (49) 141,715
Other tangible assets 44,155 227 44,382
2,356,845 82,066 (6,072) 2,432,839
1,093,584 7,069 (7,393) (3,797) 1,089,463

In thesemester ended on 30 June 2024, the net amount of "Disposals and write-offs" corresponds predominantly to the sale of a portfolio of 80 mobile sites, with NOS receiving 57.3 million euros for the operation, giving rise to again of 34.2 million euros, recognized under the heading Losses / (gains) on disposal of assets.

The net amount of "Transfers and Other" corresponds predominantly to the transfer of assets from "Intanqible Assets" (Note 8)

On 30 June 2024, the net value of tangible assets is composed mainly by basic equipment, namely:

  • · Network and telecommunications infrastructure (fibre optic network equipment, and other equipment) in the amount of 813.2 million euros (31 December 2023: 807.5 million euros);
  • · Terminal equipmentinstalled on client premises, included under Basic equipment, amounts to 80 million euros (31 December 2023: 93.5 million euros).

Tangible and intangible assets include interests and other the consesincurred directly related to the construction of certain tangible or intangible assets in progress.

On 30 June 2024, total net value of these costs amounted to 12.7 million euros (31 December 2023: 13 million euros).

8. Intangible assets

In the semesters ended on 30 June 2023 and 2024, the movements in this item were as follows:

31-12-2022 Increases Disposals and
write-offs
Transfers
and others
30-06-2023
Acquisition cost
Industrial property and other rights 2,103,180 19,110 38,858 2,161,148
Goodwill 641,400 641,400
Intangible assets in-progress 27,217 42,787 (45,239) 24,765
2,771,797 61,897 (6,381) 2,827,313
Accumulated amortization and impairment losses
Industrial property and other rights 1,559,907 54,932 1,218 1,616,057
Intangible assets in-progress 2,332 (1,138) 1,194
1,562,239 54,932 1 80 1,617,251
1,209,558 6,965 (6,461) 1,210,062
31-12-2023 Increases Disposals and
write-offs
Transfers
and others
30-06-2024
Acquisition cost
Industrial property and other rights 2,101,487 3,509 (୧୮୮) 48,682 2,153,023
Goodwill 641,400 641,400
Intangible assets in-progress 27,190 43,189 (44,885) 25,494
2,770,077 46,698 (୧୧୮) 3,797 2,819,917
Accumulated amortization and impairment losses
Industrial property and other rights 1,561,149 81,155 (270) (1,254) 1,640,780
Intangible assets in-progress 982 1,254 2,236
1,562,131 81,155 (270) 1,643,016
1,207,946 (34,457) (385) 3,797 1,176,901

The net amount of "Transfers and Others" corresponds, mainly, to the transfer of assets" (Note 7).

    • o
    • o
    • o
    • o
    • o
Telco
564,799
564,799
Audiovisuals
76,601
76,601

These estimates are based on the following assumptions:

Telco Audiovisuals Segment
NOS NOS
Audiovisuals Cinemas
6.5% 9.1% 9.8%
5 year 5 years 5 years
0.0% -3.8% 3.4%
2.0% 2.0% 2.0%
Segment

* EBTDA = Qerating Income + Depreciation and Impairment Losses + Restructuring Costs + Losses + Other Costs + Other Costs / Gains) Nor-Reuring (CAGR - average 5 years)

In the Telco seqment, the assumptions used 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 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 in the perpetuity of the various reported segments, of 1 percentage point and 0.4 percentage points, respectively.

In the telecommunications segment, sensitivity analysis was also performed to variations in the operational indicators RGU (Revenue Generating Unit), ARPU (Average Revenue per User), in perpetuity, of approximately 5%.

In the cinema segment, sensitivity analysis was 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.

As of 30 June 2024, it was understood that the assumptions made in the impairment tests carried out in 2023 did not vary materially, so there is no evidence of any impairment.

9. Contract costs

In the semesters ended on 30 June 2023 and 2024, the movements in this item were as follows:

31-12-2022 Increases 30-06-2023
Acquisition cost
Cost of attracting customers 623,472 33,767 657,239
Costs of fulfilling customer contracts 286,840 15,400 302,240
910,312 49,167 959,479
Accumulated amortizations and impairment losses
Cost of attracting customers 522,150 32,666 554,816
Costs of fulfilling customer contracts 227,568 16,333 243,901
749,718 48,999 798,717
160,594 168 160,762

31-12-2023 Increases 30-06-2024
Acquisition cost
Cost of attracting customers 689,601 34,498 724,099
Costs of fulfilling customer contracts 316,650 14,735 331,385
1,006,251 49,233 1,055,484
Accumulated amortizations and impairment losses
Cost of attracting customers 587,925 33,679 621,604
Costs of fulfilling customer contracts 259,920 15,669 275,589
847,845 49,348 897,193
158,406 (115) 158,291

Contract costs refers to commissions paid to third parties and other costs related to raising contracts, including portability costs. These costs are amortized, systematically and consistently, with the transfer to customers of goods or services to which the asset is related (between 2 and 4 years).

10.Rights of use

In the semesters ended on 30 June 2023 and 2024, the movements in this item were as follows:

31-12-2022 Increases Transfers
and others
30-06-2023
Acquisition cost
Telecommunications towers and rooftops 224,319 18,969 243,288
Movie theatres 124,323 16,904 - 141,227
Transponders 93,752 383 - 94,135
Equipments 165,910 10,188 - 176,098
Buildings 91,336 2,973 - 94,309
Fibre optic rental 40,137 - 40,137
Stores 24,547 5,647 - 30,194
Others 43,415 647 44,062
807,739 55,711 863,450
Accumulated amortizations and impairment losses -
Telecommunications towers and rooftops 69,950 10,188 (6) 80,132
Movie theatres 97,322 4,295 - 101,617
Transponders 74,552 3,254 - 77,806
Equipments 119,138 8,108 127,246
Buildings 66,151 4,282 - 70,433
Fibre optic rental 35,068 1,525 36,593
Stores 19,874 1,866 21,740
Others 27,961 2,578 - 30,539
510,016 36,096 (6) 546,106
297,723 19,615 6 317,344

31-12-2023 Increases Transfers
and others
30-06-2024
Acquisition cost
Telecommunications towers and rooftops 250,500 19,972 (1,569) 268,903
Movie theatres 140,975 (2,757) 138,218
Transponders 94,135 182 - 94,317
Equipments 187,931 7,488 - 195,419
Buildings 94,753 874 95,627
Fibre optic rental 40,141 - 40,141
Stores 31,055 1,977 - 33,032
Others 46,970 1,170 - 48,140
886,460 28,906 (1,569) 913,797
Accumulated amortizations and impairment losses
Telecommunications towers and rooftops 87,120 10,262 97,382
Movie theatres 106,346 2,920 - 109,266
Transponders 81,072 3,306 - 84,378
Equipments 135,608 8,529 - 144,137
Buildings 74,606 4,224 - 78,830
Fibre optic rental 38,121 1,526 - 39,647
Stores 23,568 1,874 - 25,442
Others 32,929 2,105 35,034
579,370 34,746 - 614,116
307,090 (5,840) (1,569) 299,681

The item Rights of Use refers to assets associated with lare depreciated overthe duration of the respective contract, except for equipment leases with a purchase option which are depreciated over the estimated period of use.

The net amount of "Increases" corresponds to new contracts and renegotiation of the contractual terms of leases.

11. Investments in jointly controlled companies and associated companies

On 31 December 2023 and 30 June 2024, this item was composed as follows:

31-12-2023 30-06-2024
Investments - equity method
Finstar* 22,812 26,309
Mstar 3,698 4,486
Dreamia 1,544 1,670
Other companies 1,386 2,130
29,440 34,595
* Consolidated from Finstar and ZAP Media

Movements in "Investmentsin jointly controlled companies" in thesemesters ended on 30 June 2023 and 2024 were as follows:

6M 23 6M 24
As of January 1 38,961 29,440
Constitution of new companies (Note 40) 2,380 4,680
Disposal of Big Picture 2 Films (Note 4) (50) -
Dividends distribution (803) -
Changes in equity (12,053) 475
As of June 30 28,435 34,595

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.

Theassets, liabilities and results of the jointly controlled companies in theperiodended on 31 December 2023 and 30 June 2024, are as follows:

31-12-2023
Entity Non-current
assets
Current
assets
Non-current
liabilities
Current
liabilities
Equity Revenue Net income % Held
Sport TV* 81,581 47,757 48 106,093 23,197 192,206 (1,188) 25.00%
Dreamia ਰੇਵਤ 12,952 7,146 4,029 2,740 17,229 (2,132) 50.00%
Finstar 44,144 130,496 98,622 76,018 205,495 12,176 30.00%
Mstar 871 22,476 13,355 9,992 27,591 5,796 30.00%
Upstar 1,420 18,377 15,672 4,125 17,467 1,339 30.00%
Dualgrid র্ব 258 174 88 575 7 50.00%
Dreamia S.L. 15,190 1,156 6,551 2,319 7,476 2,307 47 50.00%
BrightCity S.A. 61 1,015 894 182 1,388 7 50.00%
CEiiA** 24,809 28,080 13,475 34,731 4,683 21,813 (2,859) 16.20%
169,043
262,567
27,220
275,889
128,501
486,071
13,193

30-06-2024

Entity Non-current
assets
Current
assets
Non-current
liabilities
Current
liabilities
Equity Revenue Net income % Held
Sport TV* 11,246 37,753 - 23,328 25,671 99,640 2,474 25.00%
Dreamia 856 12,772 7,261 3,325 3,042 8,654 303 50.00%
Finstar 45,128 144,142 25,260 76,369 87,641 67,198 10,161 30.00%
Mstar 1,108 27,591 15,013 13,686 14,475 2,994 30.00%
Upstar 1,367 14,325 - 10,062 5,630 8,281 1,399 30.00%
Dualgrid 3 466 361 108 303 21 50.00%
Dreamia S.L. 15,304 1,331 6,648 2,494 7,493 1,134 18 50.00%
BrightCity S.A. 68 1,368 474 1,093 (131) 459 (331) 50.00%
CEiiA** 24,809 28,080 13,475 34,731 4,683 21,813 (2,859) 16.20%
99,889 267,828 53,118 166,776 147,823 221,957 14,180

*Sport TV sanual reporting period sfrom Juy 1 to June 30 (in the accounts presented in the tables above, revenues and netincome corespondo the figures for the reported period of 12 month in 2023 and 6 months in 2024.

** The amounts presented correspond to the year ending 31 December 2022.

ZAP Media 17,850 8,389 88 16,302 9,849 15,143 624
Accounts receivable 27,234 4,392 13,011 3,939
Advances to suppliers 11,597 - 11,537 -
Impairments of other receivables (237) (28) (225) (28)

The summary of movements in impairment of other receivable in other accounts receivable is as follows:

6M 23 6M 24
As of January 1 1,861 265
Increases (Note 36) 63 47
Reductions (Note 40) (854) -
Utilizations, transfers and others (119) (ટેર્ન)
As of June 30 951 253

13. Taxes payable and receivable

On 31 December 2023 and 30 June 2024, these items were composed as follows:

31-12-2023 30-06-2024
Receivable Payable Receivable Payable
Non-current
Tax procedings 44,009 38,738
Debt regularization 51 48 -
51 44,009 48 38,738
Current
Value-added tax (VAT) 5,971 19,291 4,668 27,306
Income taxes 31,063 23,237 -
Personnel income tax witholdings 1,715 2,503
Social Security contributions 2,056 3,720
Others 16 151 14 101
37,050 23,213 27,919 33,630
37,101 67,222 27,967 72,368

In thesemester ended on 30 June 2024, the item "Taxlitigation" includes liabilities, related to ongoing tax processes, of which highlights:

• Future credits transferred: for the financial year ended on 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 reqarding the 2008 to 2013 fiscal year. Regarding the year 2008, the Administrative and Fiscal Court of Portohas already decided unfavorably , in March 2014. The company has appealed.

In March 2021, NOS SA was notified of the dismissalissued 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 filedagainst the Constitutional Court with suspensive effects on the transit of that non-admission . In addition to that appeal,

an application was lodged in the file for recognition of the decision, for lack of reasoning. Both applications were rejected and the means of reaction in the case relating to 2008 have been exhausted. The same outcome can be expected in the cases relating to 2009 to 2013.

On 31 December 2023 and 30 June 2024, the amounts of CTT (Corporate Income Tax) receivable and payable were composed as follows:

31-12-2023 30-06-2024
(19,011)
Estimated current tax on income
(27,505)
48,129
Payments on account
48,152
Withholding income taxes
1,011
1,667
934
Others
923
31,063 23,237

14. Other non-current financial assets

On 31 December 2023 and 30 June 2024, this caption is composed as follows:

31-12-2023 30-06-2024
TechTransfer Fund 1,355 1.530
Didimo 1,415 1.415
Seems Possible 1,200 1.200
Reckon.ai 854 1.004
SkillAugment 175 547
MindProber 500 500
Others 529 529
6,028 6.725

During the year ended on 31 December 2023, NOS reinforced its investment in the TechTransfer Fund, in the company Reckon.ai and in the company Seems Possible. During the same period, impairments were recorded on the valuations of the TechTransfer Fund and the company SkillAugmented, in the amounts of 81 thousand euros and 125 thousand euros, respectively.

During the semester ended 30 June 2024, NOS reinforced its investment in the TechTransfer Fund and in the company Reckon.ai in the amounts of 175 thousand euros and 150 thousand euros, respectively, with the remaining variations corresponding to changes in the fair value of the investments.

15.Income tax expense

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 lRC 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, andrespective addendum published by Law 114/2017 of 29 December, this rate wasraised by 3% and willbe applied to the company's taxable profit between 1.5 million euros, by 5% to the company staxable 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 2024 are:

  • NOS SGPS (parent company)
  • Empracine ●
  • Lusomundo Imobiliária .
  • Lusomundo SII ●
  • NOS Açores ●
  • NOS Audiovisuais .
  • . NOS Audiovisuais SGPS
  • NOS Cinemas .
  • . NOS Comunicações
  • NOS Inovação .
  • NOS Internacional SGPS
  • NOS Audio Sales and Distribution .
  • . NOS Madeira
  • NOS Mediação de Seguros .
  • . NOS Sistemas
  • NOS Technology .
  • NOS Wholesale ●
  • NOS Corporate Center ●
  • NOS Property .
  • . Per-mar
  • Sontária .
  • Teliz .
  • Ten Twenty One ●

Under current legislations are subject to review and correction by taxauthorities for aperiod offour years, except when taxlosseshave occurred or taxbenefits 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 its taxadvisers, believes that theseand any other revisions and corrections to thesetaxdeclarations, as well as other contingencies of a fiscal nature, will not have as grificant effect on the consolidated financial statements as at 30 June 2024.

A) Deferred tax

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 for ward at the statement of financial position.

The movements in deferred tax assets and liabilities for thesemester ended on 30 June 2023 and 2024 were as follows:

31-12-2022 Income
(Note B)
Equity 30-06-2023
Deferred income taxes assets
Impairment of other receivable 9,288 (2,195) 7,093
Inventories 2,579 188 - 2,767
Other provisions and adjustments 39,761 330 - 40,091
Intragroup gains 26,851 (123) - 26,728
Liabilities recorded as part of the allocation of fair value to the liabilities
acquired in the merger operation
4,865 (170) - 4,695
Assets recognized under application of IFRS 16 6,160 1,646 - 7,806
Derivatives 50 14 ರಿ8 162
89,554 (310) 98 89,342
Deferred income taxes liabilities
Revaluations of assets as part of the allocation of fair value to the assets
acquired in the merger
2,235 (86) 2,149
Derivatives 2,487 31 439 2,957
Others 2,785 115 2,900
7,507 60 439 8,006
Net deferred tax 82,047 (370) (341) 81,336
31-12-2023 Income
(Note B)
Equity 30-06-2024
Deferred income taxes assets
Impairment of other receivable 7,209 1,434 - 8,643
Inventories 4,453 484 4,937
Other provision and adjustments 40,969 (1,889) - 39,080
Intragroup gains 19,522 3,561 - 23,083
Assets recognized under application of IFRS 16 9,395 (9,395) -
Derivatives 358 (274) (81) 3
81,906 (6,079) (81) 75,746
Deferred income taxes liabilities
Revaluations of assets as part of the allocation of fair value to the assets
acquired in the merger
2,361 (86) 2,275
Liabilities recognized under applicaton of IRS 16 2,558 2,558
Derivatives 1,267 (191) 568 1,644
Others 1,870 (151) 1,719
5,498 2,130 568 8,196
Net deferred tax 76,408 (8,209) (649) 67,550

In the semester ended on 30 June 2024, the Group derecognized the deferred tax (offseted by tax receivable) resulting from the consideration, for tax purposes, of the application of IFRS 16 following the publication of Circular no. 3/2024, which changes the previous understanding of the Tax Authority regarding the depreciation period of Right of Use assets, now allowing depreciation to occur over the period of the contract in situations where the lease does not transfer ownership of the underlying asset to the lease term, nor is it estimated that a purchase option will be exercised.

On 30 June 2024, the deferred tax assets related to the other provisions and adjustments are mainly due:

  • · impairments and accelerations beyond the acceptable fiscally and other adjustments in fixed tangible assets and intangible assets, amounted to 24.9 million euros (31 December 2023: 25.6 million euros); and
  • · other provisions amounted to 14.2 million euros (31 December 2023: 15.4 million euros).

The revaluations of assets refer to the appreciation of telecommunications licenses and other assets at the merger of Group companies.

On 30 June 2024, deferred tax assets were not recognized for an amount of 0.4 million euros, corresponding mainly to tax incentives and losses.

Deferred tax assets were recognized 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 Group's companies, which are regularly revised and updated.

On 30 June 2024, the taxrate used to calculate the deferred tax assets relating to tax losses carried forward was 21% (2023: 21%). In the case of temporary differences, the rate used was 22.5% (2023: 22.5%) increased to a maximum of 6.2% (2023: 6.2%) 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 fullacceptance is conditional upon the approval of the authorities that grants such tax benefits.

Underthe terms of Article 88 of the RC 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 no longer have a time limit for being carried forward, but there will be alimitation on their deduction up to 65% of the taxable profit generated.

B) Effective tax rate reconciliation

In thesemestersended on 30 June 2023 and 2024, the reconciliation between the nominal and effectiver and on see

2Q 23 6M 23 2Q24 6M 24
Income before taxes 45,891 88,085 85,376 160,731
Statutory tax rate 22.5% 22.5% 22.5% 22.5%
Estimated tax 10,325 19,819 19,210 36,164
Permanent differences (121) (768) (5,642) (5,935)
Tax benefits (10,485) (12,131) (13,235) (23,619)
State surcharge 2,106 3,392 2,315 7,228
Autonomous taxation 120 264 200 421
Others (1,594) (3,079) 1,727 (2,165)
Income taxes 351 7,497 4,575 12,094
Effective Income tax rate 0.8% 8.5% 5.4% 7.5%
Income tax 2,413 7,122 8,526 3,885
Deferred tax (2,062) 375 (3,952) 8,209
351 7,497 4,574 12,094

On 30 June 2023 and 2024, the permanent differences were composed as follows:

2Q 23 6M 23 2Q 24 6M 24
Equity method (Note 40) (704) (3,234) (1,984) (4,680)
Reinvestment of capital gains i) - - (24,128) (24,128)
Others 165 (179) 1,035 2,430
(539) (3,413) (25,077) (26,378)
22.5% 22.5% 22.5% 22.5%
(121) (768) (5,642) (5,935)

i) generated from the sale of mobile sites, taxed at 50%, resulting from the intention to reinvest the realization value of assets held for more than one year.

The amount registered as fiscal benefits relates to the register of taxes and the use of tax benefits for which there was no record of deferred taxes: SFIDE (Business Research and Development Tax Incentives System), a tax benefit introduced by Law 40/2005of 3 August; fiscalbenefit – RFAI/Investme) introduced by Law 10/2009 of 10March; fiscal benefit of Incentive to Capitalization of Companies (CE) – introduced by the Law 20/2023 of 17 May; and provisions for used taxincentives.

16. Derivative financial instruments

Interest rate derivatives

On 30 June 2024, NOS have 3 interest rates waps in a total amount of 180 million euros (31 December 2023: 180 million euros) and 9 zero cost collars, amounting a total of 377.5 million euros (31 December 2023: 377.5 million euros), contracted in 2023.

Exchange rate derivatives

At the date of the statement of the financial position there are foreign currency forwards open worth 20,093 thousande uros (31 December 2023: 19,916 thousand euros).

31-12-2023
Notional Assets Liabilities
Current Non-current Current Non-current
Interest rate derivatives 557,500 - 5,386 1,036
Exchange rate derivatives 19,916 197 441
577,416 5,583 441 1,036
30-06-2024
Assets Liabilities
Notional Current Non-current Current Non-current
Interest rate derivatives 557,500 6,888 12
Exchange rate derivatives 20,093 319 18
577,593 319 6,906 I 12

Movements during the semester ended on 30 June 2023 and 2024 were as follows:

31-12-2022 Income Capital 30-06-2023
Fair value interest rate derivatives 10,947 1 1,952 12,899
Fair value exchange rate derivatives (ਰੇਟ) 62 (343) (376)
Derivatives 10,852 62 1,609 12,523
Deferred income tax liabilities (2,487) (31) (439) (2,957)
Deferred income tax assets 50 14 ರಿ8 162
Deferred income tax (2,437) (17) (341) (2,795)
8,415 45 1,268 9,728
31-12-2023 Income Capital 30-06-2024
Fair value interest rate derivatives 4,350 1 2,526 6,876
Fair value exchange rate derivatives (244) 292 289 337
Derivatives 4,106 292 2,815 7,213
Deferred income tax liabilities (1,267) 191 (568) (1,644)
Deferred income tax assets 358 (274) (81) 3
Deferred income tax (909) (83) (649) (1,641)
3,197 209 2,166 5,572

17. Inventories

On 31 December 2023 and 31 June 2024, this item was composed as follows:

31-12-2023 30-06-2024
Inventories
Telco
63,317
62,633
Audiovisuals
608
536
63,925 63,169
lmpairment of inventories
(15,710)
Telco
(17,435)
(15,710) (17,435)
48,215 45,743

The movements occurred in impairment adjustments were as follows:

6M 23 P 6M 24
As of January 1
9,161
15,710
Increase and decrease - Cost of products sold (Note 34) 872 1,868
Utilizations / Others
(214)
(143)
As of June 30
9,819
17,435

18.Accounts receivables - Trade

On 31 December 2023 and 30 June 2024, this item was as follows:

31-12-2023 30-06-2024
Trade receivables
486,090
448,666
Unbilled revenues
68,031
65,465
554,121 514,131
Impairment of trade receivable
(213,341)
(205,784)
340,780 308,347

The amounts to be invoiced correspond mainly to the value of contractual obligations already met and whose invoicing will occur subsequently.

The movements occurred in impairment adjustments were as follows:

6M 23 6M 24
As of January 1
223,406
213.341
9,066
Increases and decreases (Note 35)
7.056
3,678
Penalties
5.744
Utilizations / Others
(12,744)
(20.357)
As of June 30
223,406
205.784

Penalties correspond to the invoiced penalties, in the full expected credit losses are registered, and the register was made by deduction from the respective revenue.

"Utilizations/Others" corresponds, mainly, to the derecognition of accounts receivable, after all collection efforts deemed appropriate for credit recovery have been exhausted or frustrated.

19.Contract assets

On 30 June 2024, the contract assets, in the amount of 38 million euros (31 December 2023: 47 million euros), correspond to discounts, attributed to customers at the sale of equipment (included in the telecommunicationspackages) 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. Theseassets are deferred, at the equipment, and recognized over the contract period (service rendered).

20. Prepaid expenses

On 31 December 2023 and 30 June 2024, this item was composed as follow:

31-12-2023 30-06-2024
Costs related to specific corporate projects 14,248 13,219
Programming costs i) 9,617 10,612
Repair and maintenance 1,817 3,922
Insurance 1,450 2,256
Costs of litigation procedure activity ii) 2,707 2,166
Taxes - 1,454
Advertising 374 924
Others iii) 14,212 17,088
44,425 51,641
  • i) costisrecognized in the period in which the channelis madeavailable and recognized as a programming cost, in the Consolidated Income Statement.
  • ii) processes for recovering customer debts / collection actions. These costs are recognized as the service is provided.
  • iii) such as specialized works, maintenance and repair work and others, billed in advance by suppliers (quarterly or annual billing), the respective expense being recognized in the income statement as the increase in this item results mainly from expenses paid in advance at the beginning of each year in respect of the current year.

21. Cash and cash equivalents

On 31 December 2023 and 30 June 2024, this item was composed as follows:

31-12-2023 30-06-2024
Cash 887 820
Current deposits 9,785 8,937
Term deposits 7,486 4,257
Cash and cash equivalents 18,158 14,014
Bank overdrafts (Note 25) 9,668 2,038
Cash and cash equivalents for the purposes of the Cash Flow Statement 8,490 11,976

On 30 June 2024, the "Term deposits" have maturity of less than 10 days and bear interest at market rates.

Sonaecom, SGPS, S.A. 192,527,188 37.37% 192,527,188 37.37%
ZOPT, SGPS, SA 134,322,269 26.07% 134,322,269 26.07%
Mubadala Investment Company 25,758,569 5.00% 25,758,569 5.00%

Acquisition of own shares 1,234,638 5,171
Distribution of own shares - share incentive scheme (1,466,630) (5,919)
Distribution of own shares - other remunerations (27,625) (111)
Acquisition of own shares 1,212,419 4,261
Distribution of own shares - share incentive scheme (1,072,203) (4,197)
Distribution of own shares - other remunerations (31,395) (121)

Dividends

The General Meeting of Shareholders held on 5 April 2023 approved the Board of Directors' proposal to pay an ordinary dividend per share of €0.430, in the amount of €221,519 thousand. The dividend attributable to own shares amounted to approximately 1,532 thousand euros. The dividend was paid on 21 April 2023.

The GeneralMeeting of Shareholders held on 12 April 2024 approved the Board of Directors proposalto pay an ordinary dividend per share of €0.35, in the amount of €180,306 thousand. The dividend attributable to own shares amounted to approximately 1,348 thousand euros. The dividend was paid on 24 April 2024.

23.Non-controlling interests

The movements of the non-controlling interests occurred during the semester ended on 30 June 2023 and the results attributable to non-controlling interests for the year are as follows:

31-12-2022 Attributable
profits
Others 30-06-2023
NOS Madeira 5,432 190 (6) 5,616
NOS Açores 819 (63) (2) 754
6,251 127 (8) 6,370
31-12-2023 Attributable
profits
Others 30-06-2024
NOS Madeira 6,006 241 (4) 6,243
NOS Açores 579 (159) (2) 418
6,585 82 (6) 6,661

24.Borrowings

On 31 December 2023 and 30 June 2024, the composition of borrowings was as follows:

31-12-2023 30-06-2024
Current Non-current Current Non-current
Loans - nominal value 152,268 951,000 314,838 752,500
Debenture loan 75,000 350,000 60,000 340,000
Commercial paper 67,600 601,000 252,800 412,500
Bank overdrafts 9,668 1 2,038
Loans - accruals and deferrals 5,422 (1,183) 5,929 (1,142)
Loans - amortized cost 157,690 949,817 320,767 751,358
Leases 79,379 547,083 77,332 549,664
237,069 1,496,900 398,099 1,301,022

During the semester ended on 30 June 2024, the average cost of debt of the used lines was approximately 4.0% (2023: 3.4%).

The average global financing cost (used and unused lines) during the semester ended on 30 June 2024 was approximately 4.1% (2023: 3.5%).

On 30 June 2024 there is no default in terms of capital, interest, conditions for redemption on loans payable or other commitments.

Receipts from loans - 50,000 167,700 - 217,700
Payments of loans - (75,000) (171,000) (44,175) (290,175)
Variation of bank overdrafts (7,630) - - - (7,630)
Payments of interests and commissions (49) (10,109) (13,124) (16,631) (39,913)
Loans commissions - 254 1,146 - 1,400
Interest paid (Note 40) 49 9,480 12,901 16,631 39,061
Leases (Note 10) - - - 28,906 28,906
Deferred income from locations (Note 7) - - - 15,803 15,803

24.2. Commercial paper

On 30 June 2024, the Company has borrowings of 665.3 million euros in the form of commercial paper of which €102.8 million issued under programmes without underwriting. The total amount contracted, under underwriting securities, is of 875 million euros, corresponding to 16 programmes, with 6 banks, 775 million euros of which bear interest at market rates and 100 million euros are issued in fixed rate. Commercial paper programmes with maturities over one-year totaling 715 million euros (of which 402.5 million euros have been used as of 30 June 2024), 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.

On 30 June 2024 an amount of 2,411 thousand euros, corresponding to interest and commissions, was deducted to this amount, and recorded in the item "Loans - accruals and deferrals".

24.3. Leases

On 31 December 2023 and 30 June 2024, the leases refer mainly to rental agreements for telecommunications towers, movie theaters, equipment, shops and vehicles, exclusive acquisition of satellite capacity and rights to used is risus capacity.

Leases - payments

31-12-2023 30-06-2024
Until 1 year 111,908 109,472
Between 1 and 5 year 296,689 317,650
Over 5 years 391,690 391,779
800,287 818,901
Future financial costs (leases) (173,825) (191,905)
Present value of lease liabilities 626,462 626,996

Leases - present value

31-12-2023 30-06-2024
79,379
Until 1 year
77,332
Between 1 and 5 years
190,875
221,354
Over 5 years
356,208
328,310
626,462 626,996

At 31 December 2023 and 30 June 2024, the maturity of the loans obtained is as follows:

31-12-2023 30-06-2024
Until 1 year Between 1
and 5 years
Over 5
years
Until 1 year Between 1
and 5 years
Over 5
yeas
Debenture loan 78,743 349,008 63,369 339,007 -
Commercial paper 69,279 600,809 255,360 412,351 -
Bank overdrafts 9,668 2,038 -
Leases 79,379 190,875 356,208 77,331 221,354 328,310
237,069 1,140,692 356,208 398,098 972,712 328,310

25. Provisions

On 31 December 2023 and 30 June 2024, the provisions were as follows:

31-12-2023 30-06-2024
Litigation and other - i)
30,345
28,603
Dismantling and removal of assets - ii)
22,254
22,846
Contingent liabilities - iii)
22,908
22,908
Contingencies - other - iv)
4,647
2,057
80,154 76,414
  • i) legal and others claims in-progress;
  • ii) present value, related with the termination of the space where there are telecommunication towers and cinemas;
  • iii) related to the merger by incorporation of Optimus SGPS (concentration of business activities), namely:

Extraordinary contribution toward the fund for the compensation of the universalservice of electronic communications (CLSU): The Extraordinary contribution toward the fund for the compensation of the net costs of the universal service of electronic communications (CLSU) is legislated in Articles 17 to 22 of Law no 35/2012, of 23 August. From 1995 until June 2014, MEO, SA (former PTC) was the sole provider for the universal service of electronic communications, having been designated administratively by the government, i.e. without a formal contest procedure led by the government for that effect, which constitutes an illegality, by the way acknowledged by the European Court of Justice who, through its decision taken in June 2014, condemned the Portuguese State to pay a fine of 3 million euros for illegaly designating MEO. In accordance with Article 18 of the abovementioned Law 35/2012, of 23 August, the net costs incurred by the operator responsible for providing the universal service, approved by ANACOM, must be shared between other companies who provide, in nationalterritory public communication networks and publicly accessible electronic communications services. NOS is therefore within the scope of this extraordinary contribution given that MEO hasbeing requesting the payment of CLSU to the compensation fund of the several periods during which it was responsible for providing the services. In accordance with law, the compensation fund can beactivated to compensate the net costs of the electronic communications universal service, relative to the period before the designation of the provider by tender, whenever, cumulatively (i) there are net costs, considered excessive, the amount of which is approved by ANACOM, following an audit to their preliminary calculation and support documents, which are provided by the universal service provider, and (ii) the universal service provider requester the Report പ്രവിക്കുന്നു. എന്നും വേണ്ട 64

Therefore:

  • 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 Acores 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 Acores 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 Acores, 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 Acores, concerning that period, were issued in the amount of approximately 2.4 million euros, which were challenqed by NOS and for which quarantees 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.

lt 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 the extraordinary contribution violates the principle of the protection of confidence, recognized on alegal and constitutionallevel 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 contribution that may be required. In September 2021 and January 2024, the Lisbon Administrative Circle Court ruled as unfounded the action regarding the administrative challenge of the CLSU 2007-2009 audit, which NOS appealed in October 2021 and February 2024, the Lisbon Tax Court dismissed the challenges to the extraordinary contributions CLSU 2007-2009 of NOS Açores and NOS Madeira, as well as CLSU 2014 of NOS, SA, decisions which the companies in question appealed in June 2024. The Board of Directors is convinced, and supported by the lawyers following the cases, it will be successful in both challenges and appeals undertaken;

iv) 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.

During the semester ended on 30 June 2023, movements in provisions were as follows:

31-12-2022 Increases Decreases Others 30-06-2023
Litigation and other 32,158 2,635 (2,645) 1,387 33,535
Dismantling and removal of assets 22,294 560 1 - 22,854
Contingent liabilities 22,908 - - 22,908
Contingencies - other 3,907 1,095 (1,678) 3,324
81,267 4,290 (2,645) (291) 82,621

During the semester ended on 30 June 2024, movements in provisions were as follows:

31-12-2023 Increases Decreases Others 30-06-2024
Litigation and other 30,345 1,415 (587) (2,570) 28,603
Dismantling and removal of assets 22,254 ਟਰੇਰੇ (7) 22,846
Contingent liabilities 22,908 - 22,908
Contingencies - other 4,647 1,376 1 (3,966) 2,057
80,154 3,390 (587) (6,543) 76,414

During the semester ended on 30 June 2023 and 2024, the increases refermainly to compensation to employees, provisions for legal and other claims plus interests and the decreases refermainly to thereassessment and prescription of several legal contingencies.

Themovements recorded in "Others", under the heading" Contingencies - other" correspond, predominantly, to compensations to employees(under "Contingencies-other") and unfavorable decisions in legal proceedings (under "Litigation and other").

The net movements for the semesterended on 30 June 2023and 2024 reflected in the income statement under Provisions were as follows:

6M 23 6M 24
Provisions and adjustments (Note 36) (1,377) 241
Other losses / (gains) non-recurrent (Note 38) 1,095 1,376
Interests - dismantling 560 ਦਰਖੋ
Other 1,367 587
Increases and decreases in provisions 1,645 2,803

26. Accounts payable - others

On 31 December 2023 and 30 June 2024, this item was composed as follows:

31-12-2023 30-06-2024
Non-current
44,726
Contractual rights
43,109
44,726 43,109
Current
Fixed assets suppliers
34,701
20,537
Contractual rights
2,881
3,767
Advances from customers
204
189
7,470
Advances on investment subsidies
5,192
5,093
Others
5,574
50,349 35,259
95,075 78,368

The caption Contractual Rights refers to the lability to be settled 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.

27. Accounts payable - trade

On 30 June 2024, accounts payable to suppliers and other entities amounting to 185 million euros (31 December 2023: 244 million euros), correspond to amounts payable arising from the company's operating activities.

28. Supplier financing agreements

NOS has agreed supplier financing aqreements with four banks. In these agreements, NOS delivers to the banks the credits to be paid to its suppliers, instructing the banks to pay on the respective duedate. Suppliers, on their own initiative, can anticipate the receipt of these credits. The participation of our suppliers in these financing agreements has noimpact on our payment terms and conditions, nor are any guarantees provided by NOS. Our current terms with most of our suppliers vary between 30 and 90 days.

Consequently, the amounts due to our suppliers under these agreements are shown under the headings Accounts payablesuppliers and Accounts payable - other in the consolidated statement of financial position. Likewise, the amounts paid under these agreements are shown under Payments to suppliers in the consolidated statement of cash flows.

On 31 December 2023 and 30 June 2024, the amount of outstanding obligations that the Company has delivered to the banks is as follows:

31-12-2023 30-06-2024
Accounts payable (Note Error! Reference source not found. and Error! Reference source not found.)
86.002
77.069
Anticipated by suppliers
60.274
46.548
146.276 123.617

Additionally, in the periods ended on 31 December 2023 and 30 June 2024, there were no business combinations or material exchange differences, nor transfers between Accounts payable and Borrowings.

29. Accrued expenses

On 31 December 2023 and 30 June 2024, this item was composed as follows:

31-12-2023 30-06-2024
Current
Invoices to be issued by operators i)
43,161
46,240
Investments in tangible and intangible assets
30,778
33,186
Advertising
19,591
24,963
Professional services
20,580
24,028
Vacation pay and bonuses
24,956
20,784
Fees (Anacom + Cinema Law) ii)
-
16,630
Content and film rights
13,412
14,475
Costs related to specific projects of business customers
16,475
17,186
Programming services
9,278
12,602
Energy and water
6,168
8,692
Comissions
5,349
6,266
Costs of litigation procedure activity
4,108
4,230
Maintenance and repair
2,664
2,728
Other accrued expenses
7,423
9,444
203,943 241,454

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.

30.Deferred income

On 31 December 2023 and 30 June 2024, this item was composed as follows:

31-12-2023 30-06-2024
Current Non-current Current Non-current
Advanced billing 42,964 37,715
42,964 I 37,715

This item relates mainly to the billing of Pay TV services regarding the following month to the report period and amounts received from NOS Comunicações, SA customers, related with the recharges of mobile phones and purchase of telecommunications minutes yet unused.

31. Operational Revenue

Consolidated operating revenues, for the semesters ended on 30 June 2023 and 2024, were as follows:

2Q 23 6M 23 2Q 24 6M 24
Services rendered:
Communications service revenues i) 335,335 663,742 349,348 693,634
Revenue distribution and cinematographic exhibition ii) 11,184 20,254 7,462 17,530
Advertising revenue iii) 4,873 9,314 6,327 11,388
Production and distribution of content and channels iv) 5,865 11,291 6,166 12,348
Others 2,163 4,155 5,010 8,658
359,420 708,756 374,313 743,558
Sales:
Telco v) 22,529 44,832 26,361 48,784
Audiovisuals and cinema exhibition vi) 4,190 7,297 2,898 6,352
26,719 52,129 29,259 55,136
Other operating revenues:
Telco 7,478 14,116 8,145 16,131
Audiovisuals and cinema exhibition 174 194 505 685
7,652 14,310 8,650 16,816
393,791 775,195 412,222 815,510

These operating revenues are shown net of inter-company eliminations.

  • i) Thisitem mainly includes revenue relating to: (a) basic channel subscription packages that can be sold in a bundle with fixed broadband fixed voice services; (b) premium channel subscription packages and S-VOD; (c) terminal equipment rental; (d) consumption of content (VOD); (e) traffic and mobile and fixed voice termination; (g) mobile broadband access; and (h) other additional services (ex: firewall, antivirus) and services rendered related to datacenter management and consulting services in IT.
  • ii) cinema exhibitors in Portugal.
  • iii) This item includes advertising revenues on television channels and NOS cinemas.
  • iv) and distribution of channels, essentially TVCines.
  • v) Revenue relating to the sale of terminal equipment, telephones, and mobile phones.
  • vi) This item mainly includes sales of bar products by NOS Cinemas and DVD sales.

Thisitem includes earned income related with non-compliances and contractual penaties, as wellas other supplementary income of diverse natures.

32.Wages and salaries

In the semesters ended on 30 June 2023 and 2024, this item was composed as follows:

2Q 23 6M 23 2Q 24 6M 24
Remuneration 17,809 34,494 16,380 33,628
Social taxes 4,599 9,097 4,821 9,559
Social benefits રેટિટ 1,043 632 1,178
Other 579 875 863 1,009
23,542 45,509 22,696 45,374

In the semesters ended on 30 June 2023 and 2024, the average number of employees of the companies included in the consolidation was 2,447 and 2,439, respectively. On 30 June 2024, the number of employees of the companies included in the consolidation was 2,416 employees.

The costs of compensations paid to employees, since they are non-recurring costs, are recorded in the item "Restructuring costs" (Note 38).

33.Direct costs

In the semesters ended on 30 June 2023 and 2024, this item was composed as follows:

2Q 23 6M 23 2Q 24 6M 24
Exhibition costs 48,319 93,509 45,403 89,214
Costs related to corporate customers services 14,298 26,025 17,668 36,221
Traffic costs 18,157 34,957 17,206 33,289
Capacity costs 5,079 10,069 5,687 11,083
Shared advertising revenues 3,171 6,063 4,123 7,422
89,024 170,623 90,087 177,229

34.Cost of products sold

In the semesters ended on 30 June 2023 and 2024, this item was composed as follows:

2Q 23 6M 23 2Q 24 6M 24
Costs of products sold 21,773 43,118 24,847 46,252
Increases / (decreases) in inventories impairments (Note 17) 437 872 468 1,868
22,210 43,990 25,315 48,120

35.Support services and supplies and external services

In the semesters ended on 30 June 2023 and 2024, this item was composed as follows:

2Q 23 6M 23 2Q 24 6M 24
Support services:
Administrative support and others 9,843 19,548 10,484 20,603
Call centers and customer support 8,732 18,141 8,101 16,445
Information systems 4,027 8,946 4,101 8,221
22,602 46,635 22,686 45,269
Supplies and external services:
Maintenance and repair 16,186 28,618 12,891 25,009
Electricity 2,569 7,282 7,124 14,914
Leasing of ducts and poles 6,607 13,038 6,869 13,363
Professional services 2,163 4,358 2,101 4,425
Installation and removal of terminal equipment 1,220 2,561 1,564 3,216
Travel and accommodation 884 1,777 928 1,803
Communications 709 1,432 ୧୮୨ 1,333
Other supplies and external services 8,322 15,378 9,086 17,963
38,660 74,444 41,222 82,026

36.Provisions and adjustments

In the semesters ended on 30 June 2023 and 2024, these items were composed as follows:

2Q 23 6M 23 2Q 24 6M 24
Provisions (Note 25) (୧୧୨) (1,377) 78 241
Impairment of account receivables - trade (Note 18) 4,189 9,066 3,826 7,056
Impairment of account receivables - others (Note 12) 24 ૯૩ (1) 47
Others (a) (2) -
3,535 7,747 3,903 7,344

37. Depreciation, amortization and impairment losses

In the semester ended on 30 June 2023 and 2024, this item was composed as follows:

2Q 23 6M 23 2Q 24 6M 24
Tangible assets
Buildings and other constructions 2,812 6,909 1,835 3,630
Basic equipment 42,983 87,795 39,458 76,375
Tools and dies 10 24 દર્ 110
Administrative equipment 944 1,931 856 1,724
Other tangible assets 109 324 118 227
46,858 96,983 42,322 82,066
Intangible assets
Industrial property and other rights 27,471 54,932 40,516 81,155
27,471 54,932 40,516 81,155
Contract costs
Contract costs 24,543 48,999 24,696 49,348
24,543 48,999 24,696 49,348
Rights of use
Rights of use 17,736 36,096 17,456 34,746
17,736 36,096 17,456 34,746
Investment property
Investment property 3 2 5
3 6 2 5
116,611 237,016 124,992 247,320

During the semester ended 30 June 2024, NOS revised the depreciation rates of most of the software acquired and developed internally, reducing the useful life from 6 to 3 years, resulting in an increase in "Depreciation and impairment losses" (Intangible assets) in the amount of 23 million euros (Note 2.3.5).

38.Restructuring Costs

In the semesters ended on 30 June 2023 and 2024, this item was composed as follows:

2Q 23 6M 23 2Q 24 6M 24
Personnel compensation (Note 25) 732 1,095 864 1,376
Personnel costs related to non-recurrent projects - 9 14
736 1,095 873 1,390

39.Other losses / (gains) non-recurrent, net

In the semesters ended on 30 June 2023 and 2024, the other non-recurring costs / (gains) was composed as follows:

2Q 23 6M 23 2Q 24 6M 24
Gains:
Legal processes - - 9,035 40,735
l 9,035 40,735
Costs:
Others 258 476 2,015 2,332
258 476 2,015 2,332
Total 258 476 (7,020) (38,403)

In thesemesterended on 30 June 2024, anincome of 32.3 million euros was recognized, resulting from favorable decisions in the Constitutional Court in proceedings brought by the company related to the Activity Tax (Note 45.1) and an income of 8.6 million euros resulting from the conclusion of the dispute over the undelinerconnection tariffs of 2001 (Note 45.6).

40.Losses / (gains) of affiliated companies, net

In semesters ended on 30 June 2023 and 2024, this item was composed as follows:

2Q 23 6M 23 2Q 24 6M 24
Equity method (Note 11)
Finstar 1,458 (1,063) (1,156) (3,143)
Mstar (1,312) (946) (522) (817)
Upstar (142) (512) (144) (419)
Dreamia 127 125 17 (126)
Others 19 16 (179) (175)
150 (2,380) (1,984) (4,680)

41.Financing costs and other financials expenses / (income), net

In thesemesters ended on 30 June 2023 and 2024, financing costs and other financial expenses / (income) were composed as follows:

2Q 23 6M 23 2Q 24 6M 24
Financing costs:
Interest expense:
Borrowings 9,205 14,090 11,074 22,430
Finance leases 7,573 15,001 8,377 16,631
Derivatives - 50 -
Others 978 1,807 1,545 4,552
17,756 30,948 20,996 43,613
Interest earned:
Interest on late payments (778) (1,670) (948) (1,900)
Derivatives (725) (1,012) (1,084) (2,253)
Others (749) (882) (169) (317)
(2,252) (3,564) (2,201) (4,470)
Total 15,504 27,384 18,795 39,143
Net other financial expenses /(income):
Comissions and guarantees 744 1,548 682 1,415
Others 188 357 168 406
932 1,905 850 1,821

42.Net earnings per share

Earnings per share for the semesters ended on 30 June 2023 and 2024 were calculated as follows:

2Q 23 6M 23 2Q 24 6M 24
Consolidated net income attributable to shareholders 45,546 80,461 80,711 148,555
Number of ordinary shares outstanding during the period (weighted average) 515,161,380 513,245,651 508,772,770 508,867,711
Basic earnings per share - euros 0.09 0.16 0.16 0.29
Diluted earnings per share - euros 0.09 0.16 0.16 0.29

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.

43.Guarantees and financial undertakings

43.1. Guarantees

On 31 December 2023 and 30 June 2024, the Group had furnished sureties, and comfort letters in favour of third parties corresponding to the following situations:

31-12-2023 30-06-2024
Tax authorities i) 33,392 35,651
Others ii) 15,763 15,344
49,155 50,995
  • i) connection with tax proceedings contested by the Company and its subsidiaries (Note 45).
  • ii) Municipal Wayleave Tax proceedings and guarantees provided to cinema owners, and bank guarantees given to providers of satellite capacity renting services.

During the first quarterly of 2015, 2016, 2017 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 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 14.1 million euros.

43.2. Other undertakings

Covenants

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, 96% are subject to Negative Pledge clauses and 70% are subject to Ownership clauses.

Additionally, about 19% of total borrowings require that the consolidated net financial debt does notexceed 3 times EBTDAafter payment of consolidated leases, about 15% require that the consolidated net financial debt does not exceed 4 times EBTD Aater payment of consolidated leases and about 6% require that the consolidated net financial debt does not exceed 4.5times EBTDA after payment of consolidated lease.

Net Financial Debt = Loans - Leasings - Cash and Cash Equivalents

EBITDA = Operating profit + Depreciation 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)

Assignment agreements football broadcast rights

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:

  • 1) TV broadcasting rights and multimedia home games of Sporting SAD;
  • 2) The right to explore the static and virtual advertising at Stadium José Alvalade;
  • 3) The right of transmission and distribution of Sporting TV Channel;
  • 4) The right to be its main sponsor.

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 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 hassigned contracts regarding the television in the mior team football games with the following sports clubs:

  • 1) Associação Académica de Coimbra Organismo Autónomo de Futebol, SDUQ, Lda
  • 2) Os Belenenses Sociedade Desportiva Futebol, SAD
  • 3) Clube Desportivo Nacional Futebol, SAD
  • 4) Futebol Clube de Arouca Futebol, SDUQ, Lda
  • 5) Futebol Clube de Paços de Ferreira, SDUQ, Lda
  • 6) Marítimo da Madeira Futebol, SAD
  • 7) Sporting Clube de Braga Futebol, SAD
  • 8) Vitória Futebol Clube, SAD

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 severalsports content (national and international) owned by the companies, in order 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 clubs channels, whose rights are owned by each of the companies in each moment. The agreement came into force from 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 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 2024/25 Following
Estimated cash-flows with the contract signed by NOS with the sports entities* 113.9 250.2
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
63.2 138.8
* Includes direct broadcasts of games and channels, advertising and others.

Considering that, following the celebrated agreements with the remaining operators, the risks and be contracts with teams are shared amongst the agreement was considered a collaborative agreement. For this reason, the revenue (with operators) is compensated with the expenses with teams.

Network sharing contract with Vodafone

ANOS and Vodatone 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 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 non-monetary 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.

Celebrated agreements regarding the sharing of mobile network support infrastructure

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 active mobile 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 by sharing support infrastructure. In lower density areas, typically ruralions, in addition to shared use of support infrastucture, 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.

Theseagreements will enable NOS to invest more etticiently by capturing value through synergies. NOS will also be ploy its mobile networkfaster and in a more environmentally responsible way, thus benefitting stakeholders. 77 Report and Accounts 1H24

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.

44.Related parties

44.1. Balances and transactions between related parties

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.

Thebalances on 31 December 2023and 30 June 2024 and transactions in the semesters ended on 30 June 2023 and 2024 between NOS Group and its associated companies, joint ventures and other related parties are as follows:

Balances on 31 December de 2023

Balances on 31 December 2023
Accounts
receivables and
prepaid
expenses
Accounts
payable and
deferred income
Borrowings
Associated companies 13,550 7,289
Sport TV 13,550 7,289
Jointly controlled companies 14,366 1,813 3,298
Dreamia S.A. 1,453 1,428
Dreamia Servicios de Televisión, S.L. 105 3,173
Dualgrid 88
Finstar 13,280 (40)
Mstar (467)
Upstar (17) 237
Bright City S.A. 11 100 125
Other related parties 7,181 1,678
Banco Bic Português, S.A. 204
Capwatt Services, S.A. 109
Centro Colombo Centro Comercial, S.A. ਹਵਤ 27
Centro Vasco da Gama-Centro Comercial,S.A. 80 139
Gaiashopping I- Centro Comercial, S.A. ರಿ8 497
Modelo Continente Hipermercados, S.A. 1,104 49
Norteshopping Centro Comercial, S.A. 499 417
Universo IME, S.A. 398
SFS, Gestão e Consultoria, S.A. 265
Sierra Portugal, S.A. 435 (1)
Sonae Investment Management-S.T.,SGPS,S.A. 121
MC Shared Services, S.A. ୧39 5
The Editory Collections Hotel, S.A. 143
Worten - Equipamento para o Lar, S.A. 1,971 192
Other related parties 1,221 87
35,097 10,780 3,298

Big Picture 2 Films(1) 15 934 -
Sport TV (2) 28,861 33,371 -
Dreamia Servicios de Televisión, S.L. - - 47
Dreamia S.A. 2,445 (70) -
Finstar 4,245 - -
Upstar 10 63 -
Dualgrid - 144 -
Arrábidashopping - Centro Comercial, SA 6 122
Banco Bic Português, S.A. 978 - -
Cascaishopping Centro Comercial, S.A. 6 544 -
Centro Colombo Centro Comercial, S.A. 9 929 -
Centro Vasco da Gama Centro Comercial,S.A. 7 241 -
Continente Hipermercados, S.A. 251 20 -
Fashion Division, S.A. 356 - -
Gaiashopping I Centro Comercial, S.A. 5 215 -
Modalfa - Comércio e Serviços, S.A. 296 - -
Modelo Continente Hipermercados, S.A. 2,591 73 -
Norteshopping Centro Comercial, S.A. 7 910 -
Pharmacontinente - Saúde e Higiene, S.A. 202 - -
SC - Sociedade de Consultoria, S.A. 424 - -
SDSR - Sports Division SR, S.A. 104 -
SFS - Financial Services, IME, S.A. 379 - -
SFS, Gestão e Consultoria, S.A. 10 218 -
Sierra Portugal, S.A. 834 44 -
Solinca Classic, S.A. 201 - -
Sonae Arauco Portugal, S.A. 134 85
Sonae Investment Management-S.T.,SGPS,SA 115 -
Sonae MC - Serviços Partilhados, S.A. 2,217 1 -
Worten - Equipamento para o Lar, S.A. 3,903 473 -
Other related parties 1,318 407

Sport TV 3,759 5,381 -
Dreamia S.A. 1,591 854 2,993
Dreamia Servicios de Televisión, S.L. 59 - 274
Dualgrid - 93 -
Finstar 13,930 632 -
Upstar (16) 64 -
Bright City S.A. 245 - 132
Banco Bic Português, S.A. 333 - -
Centro Colombo Centro Comercial, S.A. 196 79 -
Gaiashopping I- Centro Comercial, S.A. 107 106 -
Modelo Continente Hipermercados, S.A. 998 52 -
Norteshopping Centro Comercial, S.A. 128 10 -
Fashion Division, S.A. 127 - -
Universo IME, S.A. 211 - -
Sierra Portugal, S.A. 387 - -
Sonae Investment Management-S.T.,SGPS,S.A. 139 - -
MC Shared Services, S.A. 641 72 -
The Editory Collections Hotel, S.A. 208 - -
Worten - Equipamento para o Lar, S.A. 1,568 555 -
Other related parties 1,466 42 -

Sport TV (2) 24,107 34,252 -
Dreamia Servicios de Televisión, S.L. - - 48
Dreamia S.A. 2,152 (138) -
Finstar 4,840 - -
Upstar 13 59 -
Dualgrid 1 152 -
Bright City S.A. 1 158 10
Banco Bic Português, S.A. 923 - -
Capwatt Services, S.A. 145 - -
Cascaishopping Centro Comercial, S.A. 6 493 -
Centro Colombo Centro Comercial, S.A. 35 1,199 -
Centro Vasco da Gama Centro Comercial,S.A. 7 574 -
Continente Hipermercados, S.A. 246 15 -
Fashion Division, S.A. 112 - -
Gaiashopping I Centro Comercial, S.A. 5 339 -
Maiashopping Centro Comercial, S.A. 5 143 -
Modelo Continente Hipermercados, S.A. 2,779 113 -
Norteshopping Centro Comercial, S.A. 9 815 -
Pharmacontinente - Saúde e Higiene, S.A. 212 - -
Universo IME, S.A. 308 - -
SFS, Gestão e Consultoria, S.A. 3 118 -
Sierra Portugal, S.A. 847 28 -
Solinca Classic, S.A. 233 - -
Sonae Arauco Portugal, S.A. 107 61 -
MC Shared Services, S.A. 1,904 - -
The Editory Collections Hotel, S.A. 247 - -
Worten - Equipamento para o Lar, S.A. 2,451 270 -
Other related parts 1,809 402 -

(1) Company ceased to be a related party in June 2023, due to the disposal of the shareholding in the company.

(2) In the semester ended on 30 June 2024, the amount related to Sales and Services Rendered includes about 23 million euros (30 June 2023: 28 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 43.2).

45.Legal actions and contingent assets and liabilities

45.1. Legal actions with regulators and Competition Authority (AdC)

i. of the payment of the Annual Fee of Activity (for 2009, 2010, 2011, 2012, 2013, 2014, 2015, 2016, 2017, 2018, 2019, 2020, 2021, 2022 and 2023) 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, 2021, 2022 and 2023.

The settlement amounts are, respectively, as follows:

  • a) NOS SA: 2009: 1,861 thousand euros, 2010: 3,808 thousand euros, 2011: 6,049 thousand euros, 2012: 6,283 thousandeuros, 2013: 7,270 thousand euros, 2014: 7,426 thousand euros, 2015: 7,253 thousand euros, 2016: 8,242 thousandeuros, 2017: 9,099 thousand euros, 2018: 10,303 thousand euros, 2019: 10,169 thousand euros; 2020: 10,184 thousand euros, 2021: 9,653 thousand euros, 2022: 9,850 thousand eurosand 2023:10,486 thousand euros.
  • b) NOS Acores: 2009: 29 thousand euros, 2010: 60 thousand euros, 2011: 95 thousand euros, 2012: 95 thousand euros, 2013: 104 thousand euros, 2014: 107 thousand euros, 2015: 98 thousand euros, 2016: 105 thousand euros, 2017: 104 thousand euros, 2018: 111 thousand euros, 2019: 107 thousand euros, 2020: 120 thousand euros, 2021: 123 thousand euros, 2022: 123 thousand euros and 2023: 120 thousand euros.
  • c) NOS Madeira: 2009: 40 thousand euros, 2011: 130 thousand euros, 2011: 130 thousand euros, 2013: 149 thousand euros, 2014:165 thousand euros, 2015: 161 thousand euros, 2016: 177 thousand euros, 2017: 187 thousand euros, 2018: 205 thousand euros, 2019: 195 thousand euros, 2020: 2021: 223 thousand euros, 2022: 235 thousand euros and 2023: 247 thousand euros.
  • d) NOS Wholesale: 2020: 36 thousand euros, 2021: 110 thousand euros, 2022: 90 thousand eurosand 2023: 106 thousand euros.

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. Judgments have been handed down in more than three dozen cases on the matter, which ANACOM has appealed to the Central Administrative Court, Supreme Administrative Court and/or the Constitutional Court, pending the outcome of the cases. Between 2023 and the first quarter of 2024, the Constitutional Court ruled, in more than two dozen separate cases, that have become final and unappealable, that Ordinance 1473-B/2008, of December 17, which regulates the determination of fees due for the exercise of the activity of provider of electronic communications networks and services, is unconstitutional, and ordered ANACOM to refund the amount unduly charged. In the semesterended on 30 June 2024, anaccumulated profit of 70.7 million euros (2023: 38.5 million eurosand 2024: 32.2 million euros) was recognized as a result of the favorable decisions in the Constitutional Court, and 62.2 million euros (2023: 15.6 million euros and 2024: 46.6 millions euros) were received (Note 39). The remaining process are awaiting final judgment/decision and there are a number of cases in which ANACOM raises the issue of the NOS' right to receive the interest.

ii. communications of prices update at the end of 2017. In the end of the last trimester of 2020, ANACOM notified NOS of the accusation, with the practice of 4 very severe offences and 1 severe offence related, respectively, with i) the non-communication to customers of the right to rescind the contract with no Report and Accounts 1H24 82

charges, as a result of prices changes, with (ii and ii) the supposed non-communication of pricing update and with (iv) the adequate advance and, yet, (v) the lack of information to be communicated to ANACOM. However, ANACOM did not present any value for a fine, except in relation to the with severe offence. In this case, ANACOM gave NOS the possibility to settle the fine by the minimum, in the amount of 13 thousand euros, which NOS did. NOS presented its written defense on 29 January 2021. NOS was notified, in November 2022, of ANACOM's decision that condemned NOS to pay a fine of 5.2 million euros. NOS has challenged the decision in court, and, in June 2023, the court reduced the amount of the fine imposed on NOS to €4.2 million. NOS appealed this decision to the Court of Appeal, which reduced the fine to 3.5 million euros. In May 2024, NOS appealed this ruling to the Constitutional Court, pending further developments in the case

  • On 17 July 2020, NOS was notified by the AdC of an illegality note (accusation) related to digital marketing a == without a google search engine, which accuses the operators MEO, NOS, NOWO and Vodafone of concertation, for a period ranging from between 2010 and 2018, failing to identify a concrete fine. It is not possible, at this moment, to estimate the value of an eventual fine. NOS presented its written defense to the Portuguese Competition Authority (AdC) and an appeal to the Lisbon Court of Appeal, where it challenged the nullity of the obtained evidence. NOS then asked the AdC to delete the seized emails, which the AdC refused on the grounds of an appeal. In July 2023, the Supreme Court of Justice rejected the appeal filed by the AdC and, in the same month, the NOS informed the Competition, Requlation and Supervision Court of this decision. NOS opposed the conclusion of supervening uselessness, but the Court came to the same conclusion and NOS appealed the decision. In January 2024, NOS was notified by the AdC that the emails affected by the declaration of prohibition of evidence had already been expunqed from the case file and, in February 2024, NOS asked for other documentary elements to be expunged from the case file, and, to date, no decision has yet been handed down on this matter. It is the Board of Directors' conviction, taking into account the elements it knows, that it will be able to demonstrate the various arguments in favor of its defense.
  • iv. 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 detense and subsequently challenged the nullity of the taking of evidence. As of decision take in August 2023, a set of evidence that had been seized was eliminated, which led to the declaration of the supervening uselessness of the case as regards the request for annulment of emails submitted by NOS. In January 2024, NOS was notified by the AdC that the emails affected by the declaration of prohibition of evidence had already been expunged from the case file. In June 2024, NOS was notified by the AdC of the final decision regarding the elements that make up the case, a decision that resumes the investigation phase of the case and which included a request to NOS for new elements. It is the Board of Directors' conviction, taking into account the elements it knows, that it will be able to demonstrate the various arguments in favor of its defense.

45.2. Tax authorities

During the course of the 2003 to 2023 financial years, some companies of the NOS Group were the subject of tax inspections for the 2001 to 2021 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 above exercises. The total amount of the notifications unpaid is about 40 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 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 43.

45.3. Actions by MEO against NOS SA, NOS Madeira and NOS Açores and by NOS SA against MEO

In 2011, MEObrought against NOS SA, in the Judicial Court of Lisbon, aclaim for the compensation of 10.3 million of Euros, as compensation for alleged unauthorized portability of NOS SA in the period between March 2011. NOSSA 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 render 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 qave reason to the claims of NOS, in the sense that interests should be counted from the citation to the action and not from the duedate of theinvoices. NOS filed an extraordinary appeal with the Supreme Court of Justice (SC), that appeal which tound that the tacts established were insufficient to resolve on the substance of the case. Consequently, the SCJ ordered that the courtunder appeal should amplify the facts. The case was transferred to the Court of First Instance and in November 2019, this, granted 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 documentation to be analyzed, having the court determined in April 2023, that, in view of the expert's request, the trial should be limited to the submission of written pleadings. The parties submitted their written pleadings in June and NOS, in addition, filed an autonomous appeal against that order, on the grounds that the court's decision violated the STJ judgment. In July 2023, even though no additional evidence had been produced as determined by the STJ, the Court handed down a new decision ordering NOS to pay 5.3 million euros. This decision has already been appealed to the Lisbon Court of Appeal. 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 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 expert economicfinancial report, which was dismissed. Atter 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. At the end of March 2023, the Lisbon Court of Appeal revoked the initial decision and ordered the expansion of the facts, which will entail new trial sessions. 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.

45.4.Action brought by DECO

In March 2018, NOS was notified of a lawsuit by DECO against NOS, MEOand 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 adelense. The action's value has been fixed at EUR 60,000. Atter the discussions were held in 2022, NOS filed an appeal against the court decision that dispensed with the production of testimonial evidence, which was upheld by the Lisbon Court of Appeal. The discussions havebeen scheduled for the first half of 2024. 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.

45.5. Action brought by Citizens Voice

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 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 delending 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.

45.6.Interconnection tariffs

On 30 June 2024, 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 nondefinition of interconnection tariffs of 2001. In what concerns to that dispute with MEO, the result was totally favorable 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 defense contesting MEO's petition, a preliminary hearing was held and, by court decision, NOS was acquitted of the case. MEO appealed this decision to the Court of Appeal, the Supreme Court of Justice and, later, the Constitutional Court. In May 2024, in a complaint to the conference, the latter was rejected and the decision not to admit MEO's appeal was confirmed. As the process is over, in the half-year ended on 30 June 2024, NOS derecognized these outstanding balances, resulting in a gainrecognized under Other nor-recurring costs / (gains), net (Note 39),

46. Share incentive scheme

On 23 April 2014, the General Meeting approved the Requlation on Short and Medium-Term Variable Remuneration, which establishes the terms of the Share ("NOSPlan"). This plan aimed at more senior employees with the vesting taking place three years being awarded, assuming that the company during that period.

On 30 June 2024, the unvested plans are:

Number of
shares
Plan NOS
Plan 2022 1,258,598
Plan 2023 1,126,898
Plan 2024 1,265,329

During the semester ended on 30 June 2024, the movements that occurred in the plans are detailed as follows:

NOS
Plan 2021
NOS
Plan 2022
NOS
Plan 2023
NOS
Plan 2024
Total
Balance as at 31 December 2023 1,426,069 1,164,196 1,038,600 - 3,628,865
Movements in the period:
Awarded 1,161,609 1,161,609
Vested (1,059,516) (7,976) (3,536) (1,175) (1,072,203)
Cancelled/Elapsed/Corrected (1) (366,553) 102,378 91,834 104,895 (67,446)
Balance as at 30 June 2024 - 1,258,598 1,126,898 1,265,329 3,650,825

(1) Refers mainly to correction made for dividents paid entitled to the vesting of shares and other adjustments resulting from the way the shares are vested.

The share plans costs are recognized 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 of 30 June 2024, the outstanding responsibility related to these plans is 5,509 thousand euros and is recorded in Reserves.

The costs recognized in previous years and in the semester ended on 30 June 2024, and its liabilities are as follows:

Tota
Costs recognized in previous years related to plans as at 31 December 2023 7,099
Costs of plans vested in the period (3,277)
Cost of plans paid in cash (1,180)
Costs incured in the period and others 2,867
Total cost of the plans 5,509

47. Other matters

47.1. Preventive seizure of 26.075% of the share capital of NOS SGPS, S.A.

On 4 April 2020, SONAECOM, SGPS, SA, holder of 50% of the capital of ZOPT, SGPS, SA (hereinafter" ZOPT"), wasinformed by this company of thecommunication received from the Central Criminal Investigation Court of Lisbon (hereinafter Tribunal) to proceed to the preventive seizure of 26.075% of the sharecapital of NOS, SGPS, SA, corresponding in NOS held by ZOPT and, indirectly, by the companies Unitel hternational Holding Limited ", controlled by Eng. "Sabel 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 otherhalf 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% heldin ZOPT by SONAECOM-wasnotsubject to seizure, nor the rights attached to it were subject to any limitation.

On 12 June 2020, ZOPT wasauthorized by the Lisbon Central Criminallnvestigation 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 NOSis not aware of any developments in this process.

In September 2022, Sonaecom informed that in a 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 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 lsabel do Santos. In December 2022, Sonaecom, upon completion of the legal procedures, informed that it now directly holds 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 n 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.

To date, Sonaecom holds 192,527,188 ordinary shares corresponding to 37.37% of NOS' share capital.

48.Subsequent events

As of the date of approval of this document, there have been no other relevant subsequent events that merit disclosure in this report.

Thesefinancial statements are a translation of finally issued in Portuguese in accordance with International Financial Reporting Standards (IAS / IFRS) as adopted by the European Union 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.

49.Annexes

A. Companies included in the consolidation by the full consolidation method

Percentage of ownership
Company Headquarter Main activity Shareholder Effective
30-06-2023
Direct
30-06-2024
Effective
30-06-2024
NOS, SGPS, S.A. (Holding) Lisbon Management of investments
Fundo de Capital de Risco N5G (a) Lisbon Invest and support the development of companies that aim to commercialize
technologies and products that result from scientific and technological research
NOS 100% 100% 100%
Empracine - Empresa Promotora de Atividades
Cinematográficas, Lda.
Lisbon Movies exhibition Lusomundo SII 100% 100% 100%
Lusomundo - Sociedade de investimentos imobiliários
SGPS, SA
Lisbon Management of Real Estate NOS 100% 100% 100%
Lusomundo Imobiliária 2, S.A. Lisbon Management of Real Estate Lusomundo SII 100% 100% 100%
Lusomundo Moçambique, Lda. (b) Maputo Movies exhibition and commercialization of other public events NOS + NOS Cinemas 100% 100% 100%
NOS Sistemas, S.A.
NOS Sistemas España, S.L.
Lisbon
Madrid
Rendering of consulting services in the area of information systems
Rendering of consulting services in the area of information systems
NOS Comunicações
NOS Comunicações
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 area
NOS Comunicações 84% 84% 84%
NOS Audiovisuais, SGPS, S.A. Lisbon Management of investments participations in other companies as an indirect form of
economic activity
nos 100% 100% 100%
NOS Property, S.A. Lisbon Management of investments 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
nos 100% 100% 100%
NOS Inovação, S.A. Achievement and promotion of scientific activities and research and development as well
as the demonstration, dissemination, technology transfer and formation in the fields of
Matosinhos 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 investments participations in other companies as an indirect form of
economic activity
NOS 100% 100% 100%
NOS Lusomundo Audiovisuais, S.A. Lisbon Import, distribution, commercialization and production of audiovisual products NOS Audiovisuais SGPS 100% 100% 100%
NOS Lusomundo Cinemas , S.A. Lisbon Movies exhibition and commercialization of other public events NOS 100% 100% 100%
NOS Audio - Sales and Distribution, S.A. Lisbon Movies distribution, editing, distribution, commercialization and production of audiovisual
products
NOS + NOS Audiovisuais 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 Insurance distribution and related activities nos 100% 100% 100%
NOS TECHNOLOGY - Concepção, Construção e Gestão
de Redes de Comunicações, S.A. ('Artis')
Design, construction, management and exploitation of electronic communications
Matosinhos 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
nos 0% 100% 100%
Per-Mar = Sociedade de Construções, S.A. ('Per-Mar') Lisbon Purchase, sale, renting and operation of property and commercial establishments NOS Comunicações 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 (c) Lisbon Provision of engineering and consulting services in the area of information technology,
communications and electronics
NOS 100% 100%

(a) NOS SGPS: 27,0%; NOS Sistemas: 20,00%; NOS Internacional SGPS: 20,00%; NOS Audiovisuais SGPS: 22,50%; NOS Cinemas: 10,00%
(b) NOS SGPs: 90%; NOS Lusomundo Cinemas: 10%
(c

B. Associated companies

Percentage of ownership
Company Headquarter Main activity Shareholder Effective
30-06-2023
Direct
30-06-2024
Effective
30-06-2024
Big Picture 2 Films, S.A. (a) Oeiras Import, distribution, exploitation, trade and production of cinematographic films,
videograms, phonograms and other audiovisual products
NOS Audiovisuais
Big Picture Films, S.L. (a) Madrid Film sales and distribution Big Picture 2 Films, S.A.
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% 25% 25%

(a) Company disposed in June 2023.

C. Jointly controlled companies

Percentage of ownership
Company Headquarter Main activity Shareholder Effective
30-06-2023
Direct
30-06-2024
Effective
30-06-2024
Dreamia Servicios de Televisión, S.L. (a) Madrid Management of investments NOS
Audiovisuais
50,00% 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 SL 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
S.A.
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%
MSTAR, SA (a) Maputo Satellite television signal distribution, operation and provision of telecommunications
services
NOS + NOS
Comunicações
30,00% 30,00% 30,00%
Dualgrid - Gestão de Redes Partilhas, S.A. Lisbon Rendering of technical, administrative and financial consultancy services to
telecommunications companies, planning and management of telecommunications
networks and any other activities that are complementary, subsidiary or accessory to
those referred to in the previous numbers
NOS
Comunicações
50,00% 50,00% 50,00%
BrightCity S.A. Maia Creation and development of technologies to improve electrical, lighting,
communications, information systems management or other infrastructures; trade and
provision of services for the better management of available resources with an
environmental, economic and social impact, including, but not limited to, the supply,
installation and maintenance of electrical equipment and electricity distribution networks,
the assembly, installation and maintenance of lighting and signaling systems and
equipment, the optimized management of parking spaces and road traffic, the
management of water consumption, the supply, installation and management of
communications networks, data processing, technical support, maintenance and other
information technology services, as well as any other ancillary or complementary
activities.
NOS
Comunicações
0,00% 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.

D. Companies in which NOS does not have significant influence

Percentage of ownership
Company Headquarter Main activity Shareholder Effective
30-06-2023
Direct
30-06-2024
Effective
30-06-2024
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%
CEiiA (a) Matosinhos Develops, implements and operates innovative products and systems, together with its
partners, for mobility industries such as aeronautics, automobiles, oceans and space.
NOS 0,00% 16,20% 16,20%
Didimo Inc. (b) 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% 0,00%
Didimo SA (b) 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% 0,00%
Fundo TechTransfer l ishon 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%
Lusitânia Vida - Companhia de Seguros, S.A
("Lusitânia Vida")
Lisbon Insurance services NOS 0,03% 0,03% 0,03%
Lusitânia - Companhia de Seguros, S.A ("Lusitânia
Seguros")
Lisbon Insurance services NOS 0,02% 0,02% 0,02%
Mindprober Braga The company 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% 2,09%
RK. Al - Serviços de Processamento de Imagens e
Análise de Dados, S.A. (Reckon.ai)
Porto Activities related 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%
Seems Possible, Lda. (Knock Healthcare) (c) Porto Data processing activities, information domiciliation and related activities, namely in the
health area.
Fundo NOS 5G 0,00% 0,00% 0,00%
SkillAugment, Lda (KIT-AR) (c) Aveiro Conception, design, methodology development, programming, editing, testing, support
and maintenance of software, online web platforms and virtual and augmented reality
systems, with machine learning and artificial intelligence capabilities, in industrial and
business environments.
Fundo NOS 5G +
Fundo
TechTransfer
0,00% 0,00% 0,00%
Colab4Ageing (d)
(a) NOC CCDC ulparibad to 150 unita of CE''A. Cantro da Enganhania a Decomunicipante, quina it o 14 201 obliog
Coimbra Promotion and exercise of initiatives and advanced training activities oriented towards the
area of aging, promoting new collaborative forms between public and private sectors that
simultaneously enhance the creation of value and qualified employment, as well as the
pursuit of research and development activities aimed at innovation and the transfer of
knowledge and technologies to accelerate the transformation of the Portuguese
healthcare system in the area of aging.
NOS
Comunicações
0,00% 12,00% 12,00%

(a NOS SPS Subscibed of 150 units of Centro de Enervinnento, giving ta 16.2% state.
(c) The NOS SC Furt only repesching C.W of the capital.
(c) The investment in the entit

KPMG & Associados – Sociedade de Revisores Oficiais de Contas, S.A. Edifício FPM41 – Avenida Fontes Pereira de Melo, 41 – 15º 1069-006 Lisboa – Portugal +351 210 110 000 – www.kpmg.pt

LIMITED REVIEW REPORT ON CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(This report is a free translation to English from the original Portuguese version. In case of doubt or misinterpretation the Portuguese version will prevail.)

Introduction

We have performed a limited review of the accompanying condensed consolidated financial statements of NOS, SGPS, S.A. (the Group), which comprise the condensed consolidated statement of financial position as of 30 June 2024 (that presents a total of 3,362,820 thousand Euro and total equity attributable to the shareholders of 957,889 thousand Euro, including a consolidated net profit attributable to the shareholders of 148,555 thousand Euro), the condensed consolidated statements of income, comprehensive income, changes in equity and cash flows for the 6 month period then ended, and notes to these condensed consolidated financial statements.

Management's responsibilities

Management is responsible for the preparation of this condensed consolidated financial statements in accordance with IAS 34 – Interim Financial Reporting as adopted by the European Union, and for the implementation and maintenance of an appropriate internal control system to enable the preparation of condensed consolidated financial statements that are free from material misstatement, whether due to fraud or error.

Auditors' responsibilities

Our responsibility is to express a conclusion on the accompanying condensed consolidated financial statements. Our work was performed in accordance with the international standards on review engagements and further technical and ethical standards and guidelines issued by the Portuguese Institute of Statutory Auditors ("Ordem dos Revisores Oficiais de Contas"). These standards require that we conduct the review in order to conclude whether anything has come to our attention that causes us to believe that the condensed consolidated financial statements are not prepared in all material respects in accordance with the IAS 34 – Interim Financial Reporting as adopted by the European Union.

A limited review of condensed consolidated financial statements is a limited assurance engagement. The procedures that we have performed consist mainly of making inquiries and applying analytical procedures and subsequent assessment of the evidence obtained. The procedures performed in a limited review are substantially less that those performed in an audit conducted in accordance with International Standards on Auditing (ISA). Accordingly, we do not express an audit opinion on these condensed consolidated financial statements.

Conclusion

Based on the work performed, nothing has come to our attention that causes us to believe that the accompanying condensed consolidated financial statements of NOS, SGPS, S.A. on 30 June 2024, are not prepared, in all material respects, in accordance with the IAS 34 – Interim Financial Reporting as adopted by the European Union.

Other matters

The consolidated financial statements for the year ended 31 December 2023 and the sixmonth period ended 30 June 2023, which are presented for comparative purposes, have been audited and reviewed by another statutory auditor, who issued a Statutory and Auditors' Report, dated 5 March 2024 for the financial year 2023 and a Limited review report dated 19 July 2023 for the six-month period ended 30 June 2023. Our acceptance as Statutory Auditors to perform the audit for the financial year commencing 1 January 2024 occurred on 12 April 2024.

18 July 2024

SIGNED ON THE ORIGINAL

KPMG & Associados Sociedade de Revisores Oficiais de Contas, S.A. (nr. 189 and registered at CMVM with the nr. 20161489) represented by Pedro Jorge Quental e Cruz (ROC nr. 1765 and registered at CMVM with the nr. 20161607)

STATEMENT BY THE BOARD OF DIRECTORS UNDER THE TERMS OF PARAGRAPH 1, C) OF ARTICLE 29.º J OF THE SECURITIES CODE

In accordance with Article 29.º-J, paragraph 1, c) of the Securities Code, the Board of Directors of NOS, SGPS, SA, whose name and roles are listed below, declare that, to their knowledge:

  • a) The first half 2024 accounts, were elaborated in complicable accounting standards, accurately and truthfully portraying the assets and liabilities, situation and results, as well as those of the companies included in its consolidation perimeter;
  • b) The management report faithfully portrays the important events occurred in first half 2024 and its impact on the accounts and, when applicable, contains a description of the main risks and uncertainties for the following six months.

Lisbon, 18 July 2024

Ângelo Paupério (Chairman of the Board of Directors)

Miguel Almeida (Chairman of the Executive Committee)

José Koch Ferreira (Member of the Executive Committee)

Daniel Beato (Member of the Executive Committee)

Filipa Santos Carvalho (Member of the Executive Committee)

Jorge Graça (Member of the Executive Committee)

Luís Nascimento (Member of the Executive Committee)

Manuel Ramalho Eanes (Member of the Executive Committee)

António Lobo Xavier (Member of the Board of Directors)

Catarina Tavira Van-Dúnem (Member of the Board of Directors)

Cláudia Azevedo (Member of the Board of Directors)

Cristina Marques (Member of the Board of Directors)

Eduardo Verde Pinho (Member of the Board of Directors)

João Dolores (Member of the Board of Directors)

Rita Rodrigues (Member of the Board of Directors)

STATEMENT BY THE STATUTORY AUDIT BOARD UNDER THE TERMS OF PARAGRAPH 1, C) OF ARTICLE 29.º J OF THE SECURITIES CODE

Within the scope of its competences, under the terms of Article 29-J, Paragraph 1, c) of the Portuguese Securities Code, the Statutory Audit Board declares that, to its knowledge:

  • a) The first half 2024 accounts, were elaborated in complicable accounting standards, accurately and truthfully portraying the assets and liabilities, situation and results of NOS, SGPS, S.A., as well as those of the companies included in its consolidation perimeter.
  • b) The management report faithfully portrays the important events occurred in First Half 2024 and its impact on the accounts and contains a description of the main risks and uncertainties for the following six months.

Lisbon, 18 July 2024

José Pereira Alves (Chairman of the Statutory Audit Board)

Patrícia Teixeira Lopes (Member of the Statutory Audit Board)

Paulo Mota Pinto (Member of the Statutory Audit Board)

GRANDE, 1600-404 LISBOA

www. nos.pt/ir

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