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Smartphoto Group N.V.

Quarterly Report Aug 30, 2011

4001_ir_2011-08-30_4782c1d7-132c-4ce4-a883-dd20c77ca9c2.pdf

Quarterly Report

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SPECTOR PHOTO GROUP - 2011 HALF-YEAR FINANCIAL REPORT

Regulated information

Spector Photo Group

2011 HALF-YEAR FINANCIAL REPORT

TABLE OF CONTENTS

Obligations with regard to periodical information in accordance with the Belgian Royal Decree of 14 November 2007 3
Key figures - Consolidated figures in accordance with IFRS 4
Interim annual report 5
Condensed financial statements for the period ending 30 June 2011 7
Income Statement for the period 7
Statement of comprehensive income for the period 8
Comprehensive income for the period per share 8
Statement of financial position as at the end of the period 9
Condensed statement of changes in equity for the period 9
Condensed statement of cash flows for the period 9
Basis for preparations of the half-yearly consolidated financial statements 10
Notes to the half-yearly consolidated financial statements 11
1. Condensed segment information 11
2. Discontinued operations 13
3. Shares 14
4. Events after the reporting period 14
5. Seasonal character of interim operating activities 14
6. Contingent receivables and liabilities and important future assumptions 14
7. Risk factors 14
8. Related parties 14
9. Currency exchange rates 14
10. Report from the Committee of Statutory Auditors on the limited review of the half-yearly
consolidated position of Spector Photo Group NV as at 30 June 2011 15
11. Definitions 16
Financial calendar 16
Spector Photo Group's profile 16

The Company

Obligations with regard to periodical information in accordance with the Belgian Royal Decree of 14 November 2007

Mr. Tonny Van Doorslaer, Executive Chairman, Mr. Christophe Levie, Managing Director of the Retail Group and Mr. Stef De corte, Managing Director of the Imaging Group declare, in the name and on behalf of Spector Photo Group, that to the best of their knowledge:

  • $\mathcal{L}$ the half-yearly consolidated financial statements, which have been prepared in accordance with the applicable standards for annual accounts, present a true and fair view of the assets, liabilities, financial position and results of Spector Photo Group NV and the enterprises incorporated in the consolidation;
  • the half-yearly financial report gives a true and fair summary of the information concerning the first half-year, which must be included in this report and the impact of this $\sim$ on the condensed half-yearly financial statements.

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Interim report

CURRENT SITUATION OF EACH DIVISION

Retail Group - Photo Hall

The retail activities within the Photo Hall Group achieved revenues of FUR 69.18 million in the first half of 2011, a decrease of 10.2% compared to EUR 77.00 million in the same period in 2010. Several mutually reinforcing factors formed the basis of this decrease. Thus the reluctance of consumers in the field of spending is continuing, a development that started in the first quarter of this year. This is due to the rise in energy prices and the austerity measures that many governments have taken to curb their budget deficits. This development was reinforced in the second quarter by the debt problem in the Eurozone. In addition, the price deflation in consumer electronics is persisting, no new products are being launched and there is market saturation in a number of segments. The sector also benefited in 2010 from the World Cup in South Africa, which supported the sale of television sets in the first half of 2010.

GfK market research indicates that especially the second quarter of 2011 was very weak with revenue declines of almost 10% for consumer electronics (includes) television sets) and photography. Information technology (-2%) and office supplies (-5.9%) suffered to a lesser extent. As in 2010, there was limited growth in the sale of small and large household appliances (1% to 1.5%). The Luxembourg Hifi International is active to a limited extent in this segment, Photo Hall not.

The REBIT of the Retail Group fell from EUR 0.567 million to EUR -1.822 million, while the REBITDA declined from EUR 1.642 million to EUR -0.948 million in the first half of 2011.

In the course of 2011, one new shop has been opened in Belgium until now. The number of shops in the Grand Duchy of Luxembourg remained unchanged. At the end of June 2011, Photo Hall Belgium had 92 shops, and Hifi International had 17 shops. Photo Hall Belgium and Hifi International also each have an ecommerce point of sales.

Number of points of sales June 2010 June 2011
Belgium
own shops 88 89
e-commerce
under franchising
Luxembourg
own shops 17 17
e-commerce
Subtotal
own shops 105 106
e-commerce
under franchising
Total number of points of sales 110

Imaging Group - Photomedia

The revenues from the Imaging Group amounted to EUR 24.850 million in the first half of 2011, a decrease of 13.9% in comparison with the same period in 2010. The REBIT rose from EUR -3.191 million in the first half of 2010 to FUR -0.085 million in the first half of 2011. The REBITDA is positive and amounts to EUR 1.048 million, while it was negative last year (EUR -0.447 million). The lower revenues have therefore not led to a decrease in the result. On the contrary, a greater focus on products with higher margins combined with a

reduction in the cost equilibrium point by means of the centralisation of production in Wetteren has led to a strong recovery in profitability.

The photo activities (both mail order and shops) experienced a smaller decline, the result of two developments. Firstly, there is still an impact of the decline of analogue photo activities, which could only partially be compensated by the growth of digital photo activities. There is also a significant seasonal effect: analogue photography does well in the second and third quarters of the year, while digital photography has its peak in the fourth quarter. In the first half of the year, digital photography represented 92% of mail order sales, with analogue accounting for 8% of the total (the ratio was 87%/13% in the first half-year of $2010$ ).

On the other hand, the revenue from digital prints is decreasing, although the impact on the result is negligible due to the lower margins on these products. More important for the profitability is the growth of the digital photo-related products, such as photo books and photo cards, which experienced growth of between 20% and 30% in the first half-year. More targeted marketing investments in books to the detriment of campaigns for digital prints accentuate this trend, along with the continuous investments in user-friendly editing software for these products.

Lower sales of hardware (Filmobel) were responsible for two thirds of the revenue decline. This decrease was largely due to the divestment of sales with minimal margins. Despite the decline in revenues, profitability improved.

Most important items from the statement of comprehensive income

Spector Photo Group realised revenue of EUR 93.753 million (-11.2%) with a REBIT of EUR -2.098 million in the 2011 financial year, compared with EUR 105.548 and EUR -2.855 million respectively in the first half of 2010. The EBIT improved from EUR -4.142 million to EUR -2.214 million. At the level of its REBITDA. Spector Photo Group experienced a deterioration of EUR 0.964 million to EUR -0.088 million. It should be noted that due to the nature and development of Retail and Imaging activities, the focus of the financial year lies in the fourth quarter.

Last year, significant non-recurring expenses of EUR 1.287 million were recorded. This year, the relevant figure was only EUR 0.117 million. It should also be mentioned that the externally acquired customer relationships were still written down using the straightline method in the first half of 2010. The net cost in the first half of 2010 in this respect amounted to EUR 0.9 million. Since the second half of 2010, these are now recognised as assets with an indefinite useful life. The externally acquired customer relationships undergo annual impairment tests in accordance with IAS 36. As at 30 June 2011, the value was EUR 8.916 million, of which EUR 1.319 million are directly attributable costs.

Financial result

The financial result improved by EUR 3.298 million in the first half of 2011 and amounted to FUR 1147 million compared to EUR -2.151 million in the previous year. The improvement is due to lower financial expenses (EUR 0.338 million), lower negative exchange differences (EUR 0.949 million) and to a non-recurring income of EUR 2.011 million as a result of the borrowing and facility agreement that was concluded with NIBC Bank in April 2011.

Taxes

In the first half of 2011, Spector Photo Group achieved a tax result of EUR -0.191 million compared to EUR -0.031 million in the first half of 2010. The current taxes amount to FUR -0.266 million. The deferred taxes amount to a credit of EUR 0.075 million.

Result for the financial year

The first half of 2011 financial year was concluded with a loss of EUR 1.258 million, compared to a loss of EUR 6.323 million in the same period of 2010. The improvement in the result by EUR 5.065 million can be explained as follows:

  • $\triangleright$ Operating profit: improved by EUR 1.928 million.
  • $\triangleright$ Financial result: improved by FUR 3.298 million.
  • Taxes: improved by EUR 0.160 million.

STATEMENT OF FINANCIAL POSITION

The balance sheet total decreased from EUR 122.974 million at year-end 2010 to EUR 99.220 million at the end of June 2011. The most important items are the following:

The net financial debt amounted to EUR 36.074 million at the end of June 2011. compared to EUR 41.408 million at the end of June 2010. A decrease in working capital and the agreement with NIBC Bank formed the basis of this decline.

Shareholders' equity decreased from EUR 30.475 million at the end of 2010 (EUR 0.86 per share) to EUR 29,040 million at the end of June 2011 (EUR 0.79 per share), mainly due to the half-year loss.

Prospects for 2011

The market development remains uncertain for the Retail Group, which means that no prospects can be formulated

The Imaging Group expects a further improvement in profitability for 2011 thanks to the significant improvements in production and the shift towards products with higher margins.

$6/17$

Condensed financial statements for the period ending 30 June 2011

INCOME STATEMENT FOR THE PERIOD (in $\epsilon$ '000)

(in € '000) June 2010 June 2011 $\Delta$ $\Delta$ in %
Revenue 105 548 93 753 $-11795$ $-11.2%$
Other operating income 2 3 5 6 2 107 $-249$ $-10.6%$
Changes in inventory of finished goods & work in progress 3
÷.
- 3
Work performed by enterprise and capiltalised $\mathcal{P}$
Trade goods, raw materials and consumables 77 349 67 732 $-9617$ $-12.4%$
Employee expenses 15 380 13 966 $-1414$ $-9.2%$
Depreciation and amortisation expenses 3 777 1 985 $-1792$ $-47.4%$
Other operating expenses 14 254 14 275 21 0.1%
Profit/loss (-) from operating activities, before
non-recurring items $-2855$ $-2098$ 757 26.5%
Non-recurring items from operating activities $-1287$ $-117$ 1 170 90.9%
Profit/loss (-) from operating activities $-4142$ $-2214$ 1 9 2 7 46.5%
Financial income 306 476 170 55.5%
Fiancial costs $-2457$ $-1340$ 1 1 1 7 45.5%
Financial cost-net, before non-recurring items $-2151$ $-864$ 1 287 59.8%
Non-recurring financial items 2 0 1 1 2 0 1 1 $\overline{\phantom{a}}$
Financial result $-2151$ 1 1 4 7 3 2 9 8 153.3%
Profit/loss (-) before taxes, before non-recurring financial items $-6293$ $-3079$ 3 2 1 4 51.1%
Profit/loss (-) before taxes $-6293$ $-1067$ 5 2 2 6 83.0%
Income tax expense (-)/ income $-31$ $-191$ $-160$ $-524.8%$
Profit/loss (-) from continuing activities $-6323$ $-1258$ 5 0 6 5 80.1%
Profit/loss (-) for the period $-6323$ $-1258$ 5 0 6 5 80.1%
Attributable to equity holders of the parent company $-6323$ $-1258$ 5 0 6 5 80.1%

The Company

STATEMENT OF COMPREHENSIVE INCOME FOR THE PERIOD (in € '000)

(in $\in$ '000) June 2010 June 2011
Profit/loss (-) for the period $-6323$ $-1258$
Currency translation adjustments : 1 0 5 9 $-177$
Gains/losses(-) arising during the year 485 $-177$
Reclassification adjustments for gains/losses (-) included in profit or loss 574
Total comprehensive income for the period attributable to equity holders of the parent company $-5264$ $-1436$

COMPREHENSIVE INCOME FOR THE PERIOD PER SHARE (in € '000)

(in $\epsilon$ , except for the number of shares) June 2010 June 2011
Number of shares 36 619 505 36 619 505
Number of shares with dividend rights 35 412 433 35 412 433
Income statement for the period
Profit/loss (-) for the period attributable to equity holders of the parent company
$-0.18$ $-0.04$
Comprehensive income for the period
Total comprehensive income for the period attributable to equity holders of the parent company $-0.15$ $-0.04$

STATEMENT OF FINANCIAL POSITION AS AT THE END OF THE PERIOD (in € '000)

ASSETS (in € '000) Dec 2010 June 2011 EOUITY AND LIABILITIES
(in €'000)
Dec 2010 June 2011
Total equity
Non-current assets Capital 64 194 64 194
17 980 16 995 Reserves and retained earnings/ accumulated loss (-) $-33804$ $-35062$
Property, plant and equipment 18 849 18 7 26 Treasury shares $(-)$ $-2422$ $-2422$
Consolidation goodwill and other goodwill Currency translation adjustments 2 5 0 8 2 3 3 0
Intangible assets other than goodwill 10 288 10 338 Shareholder's equity 30 475 29 040
Other non-current financial assets 49 49 Total equity 30 475 29 040
Trade and other receivables 224 218
Deferred tax assets 7 7 6 0 7 8 1 5 Non-current liabilities
55 151 54 141 Non-current interest-bearing financial obligations 28 697 20 683
Non-current assets Employee benefit liabilities 535 526
Non-current provisions 1 0 6 9 1 103
Current assets Deferred tax liabilities 979 996
636 636 Non-current liabilities 31 279 23 308
Assets held for sale Current liabilities
Inventories 33 445 24 9 26 Liabilities held for sale 653 653
Trade and other receivables 16 267 13 135 Current interest-bearing financial obligations 17 444 21 532
Investment securities - current Trade and other payables 37 971 20 507
Cash and cash equivalents 16 580 6 1 3 7 Employee benefit liabilities 4 3 2 0 3 8 5 8
Current income tax assets 892 242 Current income tax liabilities 194 157
Current assets 67 823 45 080 Current portion of provisions 637 166
Current liabilities 61 219 46 873
TOTAL ASSETS 122 974 99 220 TOTAL EQUITY AND LIABILITIES 122 974 99 220

CONDENSED STATEMENT OF CHANGES IN EQUITY FOR THE PERIOD (in € '000)

(in $\in$ '000) June 2010 June 2011
Opening balance 29 097 30 475
Profit/loss (-) for the period attributable to equity holders of the parent $-6323$ $-1258$
Currency translation adjustments and others 1 0 5 9 $-177$
Closing Balance 23 833 29 040

CONDENSED STATEMENT OF CASH FLOWS FOR THE PERIOD (in € '000)

(in €'000)] June 2010 June 2011
Cash flow from operating activities $-11425$ $-5727$
Cash flow from investing activities $-2018$ $-792$
Cash flow from financing actvities 1 903 $-3926$
Net increase/decrease (-) in cash and cash equivalents $-11540$ $-10446$

BASIS FOR PREPARARIONS OF THE HALF-YEARLY CONSOLIDATED FINANCIAL STATEMENTS

STATEMENT OF COMPLIANCE

The half-yearly consolidated financial statements closed on 30 June 2011 have been prepared in accordance with IAS 34 "Interim financial reporting" as approved by the European Union. They do not contain all the information necessary for the full financial statements and therefore must be read together with the consolidated financial statements for the year ended 31 December 2010, as published in the 2010 Annual Report.

The half-yearly consolidated financial statements were approved for publication by the Board of Directors on 24 August 2011.

CHANGES IN ACCOUNTING AND PRESENTATION RULES

The accounting policies and presentation basis used for the format of the interim consolidated financial statements are identical to those applied for the year ended 31 December 2010, as incorporated in the 2010 Annual Report, with the exception of the new standards and interpretations applicable as of 1 January 2011, reported below.

Amendment IAS 1 Presentation of Financial statements -Clarification of statement of changes in equity.

Amendment IAS 24 Related Party Disclosures.

Amendment IAS 32 Financial Instruments: Presentation -Classification of Rights Issues.

Amendment IAS 34 Interim Financial Reporting -Significant events and transactions.

Amendment IFRS 1 First-time adoption of IFRS -Amendment according the annual improvements.

Amendment IFRS 3 Business Combinations:

  • Transition requirements for a contingent payment of a Business Combination occured before the effective date of the revised version of IFRS 3
  • Measurement of non-controlling interests
  • Unreplaced and voluntarily replaced share-based payment awards

Amendment IFRS 7 Financial Instruments: Disclosures -Clarification of disclosures.

Amendment IFRIC 13 Customer Loyalty Programmes -Fair value of award credits.

Amendment IFRIC 14 IAS 19 - The limit on a Defined Benefit Asset, Minimum Funding Requirements and their Interaction.

IFRIC 19 Extinguishing Financial Liabilities with Equity Instruments.

Spector Photo Group NV applied all new and revised standards and interpretations that are relevant to its activities and which are in force for the accounting period that started on 1 January 2011, as issued by the International Accounting Standards Board (IASB) and the International Reporting Interpretation Committee (IFRIC) of the TASB.

The group has not yet proceeded with the early application of new standards, amendments to standards and interpretations endorsed by the EU but not yet applicable for annual periods beginning on 1 January $2011:$

Amendment IAS 1 Presentation of Financial statements -Presentation of items of Other comprehensive income: applicable for annual periods beginning on or after 1 July 2012

Amendment IAS 12 Deferred tax - Recovery of underlying assets: applicable for annual periods beginning on or after 1 January 2013.

IAS 19 Employee benefits - Revised version 2011: applicable for annual periods beginning on or after 1 January 2013.

Amendment IAS 27 Separate financial statements: applicable for annual periods beginning on or after 1 January 2013. Requirements for consolidated financial statements will be included in TFRS 10 Consolidated financial statements.

Amendment IAS 28 Investments in associates and joint ventures: applicable for annual periods beginning on or after 1 January 2013.

Amendment IFRS 1 First-time adoption of IFRS -Exemption for severe hyperinflation and removal of fixed dates: applicable for annual periods beginning on or after 1 July 2011.

Amendment IFRS 7 Financial Instruments: Disclosures -Transfers of financial assets: applicable for annual periods beginning on or after 1 July 2011.

IFRS 9 Financial Instruments: applicable for annual periods beginning on or after 1 January 2013.

CONSOLIDATION

Changes relating to the companies included in the consolidation during the first half-year of 2011:

  • The legal entities Extra Film AG, the company that performs mail order activities in Switzerland under the brand name smartphotoTM (previously $ExtraFilm^{TM}$ , and Extra Film Logistics AG were merged in accordance with the provisions of a

simplified merger pursuant to Section 23(1a) and Section 24(1) of the Merger Act under Swiss company law - OR (Schweizerisches Obligationenrecht)/ CO (Swiss Code of Obligations), with all assets and liabilities of Extra Film Logistics AG being transferred to the sole shareholder Extra Film AG.

  • Vivian Photo Products NV, a non-operating company, was put into liquidation in the second quarter of 2011.
  • The settlement of Litto-Color NV, which was already put into liquidation in previous financial years, has not yet been concluded.

NOTES TO THE HALF-YEARLY CONSOLIDATED FINANCIAL STATEMENTS

1. Condensed segment information (in $\epsilon$ '000)

The operating segments to be reported reconcile with the internal management reporting, on the basis of which the performance of the operating segments is assessed and funds are allocated to the various segments.

The Spector Photo Group reporting covers two segments, Retail Group and Imaging Group, and is completed by Corporate and discontinued operations.

The Retail segment consists entirely of the Retail Group operating division. This division contains the legal entity Photo Hall Multimedia NV (Belgium) and its 100% subsidiaries Hifi International SA (Luxembourg), Hifimmo SA (Luxembourg) and Photo Hall France SARL, with its operational activity in the retailing of consumer electronics and related products. The entities bring their products and services to the market mainly via the channel of shops, which are the end consumers. The entities in this segment show comparable economic characteristics. The returns from all the entities in this division are of similar size notwithstanding any national, culturally related or channel-specific differences. These entities have similar levels of investment requirements, working capital and generate comparable gross margins and EBIT margins.

The returns of these entities clearly differ from those of the Imaging Group (see below). The criteria for internal controlling are not relevant for the Imaging Group. The Retail Group therefore also has a different risk profile compared to that of the Imaging Group.

The Retail segment was created by aggregating segments that, in accordance with paragraphs 5 to 10 of IFRS 8, have been identified and meet the criteria for aggregation as prescribed in paragraph 12 of IFRS 8.

The Retail Group is centrally structured under Photo Hall Multimedia NV and is also centrally managed at operational level by the managing director of Photo Hall Multimedia NV, who reports directly to the Executive Chairman of Spector Photo Group NV on all of these activities

The Imaging segment also consists entirely of one operating division - that is the Imaging Group. This division contains the legal entity Photomedia NV (Belgium) and its wholly or partially owned subsidiaries in Belgium and abroad. The operating entities within the Imaging Group provide individual goods or a group of similar goods and/or provide services that are all directly related to photography, both analogue and digital. This mainly concerns the products and services related to printing photos as prints, photo books, photo calendars, photo cards, photo on canvas, photo gifts and other photoproducts. Furthermore, the entities in this segment show comparable economic characteristics. The returns from virtually all the entities in this division are of similar size -

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Notes concerning assets for which significant changes have occurred

Property, plant and equipment

The net carrying amount decreased by EUR 0.985 million in the first half of 2011. The decrease is, on the one hand, due to the depreciation that amounted to EUR 1.544 million and the investments amounting to FUR 0.559 million.

Inventories

The 'Inventories' item primarily relates to the Retail Group, with the decline mainly due to seasonality.

Trade and other receivables

The decrease in the trade and other receivables is mainly due to the fall of revenue in the Retail Group on the one hand, and, on the other, due to the seasonal character of the activities of both divisions. The last quarter is the most important one for both the Retail Group and the Imaging Group.

Notes concerning liabilities for which significant changes have occurred

Non-current and current interest-bearing liabilities

The interest-bearing liabilities amounted to EUR 42.214 million as at 30 June 2011 compared to EUR 46,141 as at 31 December 2010. The decrease of EUR 3.927 million was mainly due to both the half-year repayment of the long-term debt of the Retail Group to the bank consortium (EUR 1.5 million) and the loan agreement concluded between Photomedia NV (Imaging Group) and NIBC Bank NV (EUR 1.7 million).

Current trade and other pavables

The decrease in the trade and other payables is mainly due to the fall of revenue in the Retail Group on the one hand, and, on the other, due to the seasonal character of the activities of both the Retail Group and the Imaging Group.

Current portion of provisions

This item mainly decreased due to the use of the provision that was formed last year to cover the cost of closing the production laboratory in Sweden.

2. Discontinued operations

Discontinued operations Imaging Group

The discontinued operations of the Imaging Group now only include Litto-Color NV (in liquidation).

The discontinued operation Litto-Color NV, in liquidation, had no impact on the result in the first half-year of 2010 nor on the result in the first halfvear of 2011.

ASSETS HELD FOR SALE AND LIABILITIES DIRECTLY RELATED TO THEM IMAGING (IN $\epsilon$ '000)

(in €'000) June 2010 June 2011
Assets
Property, plant & equipment 1 098
Trade and other receivables 41
Cash and cash equivalents 640 628
Assets held for sale 1779 636
Liabilities
Provisions 35 21
Employee benefit liabilities 663 633
Liabilities directly linked to liabilities held
for sale 698 653

3. Shares

During the first half-year of 2011 there have been no changes with respect to the treasury shares

On 30 June 2011, Spector Photo Group owned 1,207,072 treasury shares (3.296% of the total number), of which 77,271 are held by Spector Photo Group NV, 1,075,275 held by the subsidiary Spector Coördinatiecentrum NV, and 54,526 by the subsidiary Alexander Photo SA

In accordance with IFRS, these treasury shares are deducted from the shareholders' equity.

4. Events after the Reporting period

No important events have occurred after 30 June 2011 that would affect the underlying half-yearly financial statements or which should be reported in them.

On 30 June 2010, the 'Assets held for sale' item on the one hand included Litto-Color NV (FUR 0.7) million) and on the other hand the building in Tanumshede, Sweden that housed the laboratory providing the photofinishing for ExtraFilm Scandinavia (EUR 1.1 million). This building was sold at the end of 2010.

5. Seasonal character of interim operating activities

The turnover of both the Retail Group and the Imaging Group is subject to seasonal fluctuations.

For the Retail Group, the last quarter and in particular the month of December, are traditionally most important. For the Imaging Group, in the analogue era the largest turnover was realised during the summer months. With the transition to digital photography, there is a shift to the fourth quarter due to the increased importance of new products, such as photo books, photo calendars, photo on canvas, and photo gifts.

6. Contingent receivables and liabilities and important future assumptions

There were no changes in the contingent receivables and liabilities.

The assumptions concerning the future as described in the 2010 Annual Report, still apply.

The assets and liabilities in respect of Litto-Color NV (in liquidation) remained unchanged at EUR 0.7 million

7. Risk factors

The risks, particularly the credit risks, liquidity risks, exchange rate risks, interest rate risks, and market risks, as described in the 2010 Annual Report, continue to apply for the remaining period of the 2011 financial year.

8. Related parties

Spector Photo Group has no outstanding receivables with non-consolidated subsidiaries.

9. Currency exchange rates

The half-yearly financial statements were prepared using the following exchange rates:

Currency Closing rate Average rate
exchange rates June 2010 June 2011 June 2010 June 2011
Swiss franc 1.3283 1.2071 1.423833 1.2658
Norwegian krone 7.9725 7.7875 8.004167 7.7996
Swedish krona 9.5259 9.1739 9.741483 8.9209
American dollar 1.2271 1.4453 1.315133 1.4239
  1. Report from the Committee of Statutory Auditors on the limited review of the half-vearly consolidated position of Spector Photo Group NV as at 30 June 2011

Business advisers

SPECTOR PHOTO GROUP NV Kwatrechtsteenweg 160 9230 WETTEREN

REPORT CONCERNING THE LIMITED REVIEW ON THE INTERIM CONSOLIDATED SITUATION OF SPECTOR PHOTO GROUP AS OF JUNE 30, 2011

We have performed a limited review of the interim consolidated situation of Spector Photo Group as of June 30, 2011 in accordance with the recommendations of the "Institut des Réviseurs d'Entreprises / Instituut van de Bedrijfsrevisoren". This interim consolidated situation was prepared under the responsibility of the Board of Directors of Spector Photo Group.

This review consisted primarily of the analysis, the comparison and discussion of the financial information that we received. It is consequently less elaborate than a full audit, the purpose of which, is to give a fair opinion on the net worth, the financial position and the consolidated results of the operations at year-end. Accordingly, we do not express an audit opinion.

This review has not disclosed elements that could lead to significant corrections of this interim consolidated situation, taking into account that the motivation of the valuation of the intangible assets depends on the future positive development of the markets on which the business plans are based.

Ghent, August 24, 2011

PKF bedrijfsrevisoren BV CVBA Statutory Auditor Represented by

Ria Verheyen Registered Auditor

Grant Thornton, Lippens, Rabaev BV CVBA Statutory Auditor Represented by

Grant Thornton

Leen Defoer Registered Auditor

PKF bedrijfsrevisoren CVBA | burgerlijke vennootschap met handelsvorm Metrologielaan 10, bus 15 | 1130 Brussel Maatschappelijke zetel | Potvlietlaan 6 | 2600 Antwerpen | BTW BE 0439 814 826 | RPR Antwerpen Tel +32 (0)2 242 11 40 | Fax +32 (0)2 242 03 45 | [email protected] | www.pkf.be

PKF bedrijfsrevisoren CVBA is a member firm of the PKF International Limited network of legally independent firms and does not accept any responsibility or liability for the actions or inactions on the part of any other in

Grant Thornton, Lippens & Rabaey BV CVBA Lievekaai 21, 9000 GENT, BELGIUM T +32 (0) 9 266 17 17 F +32 (0) 9 224 45 41 E [email protected]

W www.grantthornton.be

IBR nr 200, BTW BE 0431.161.436, RPR Gent Belgian Member firm of Grant Thornton International Ltd.

$15/17$

11. Definitions

Turnover = $Re$ venue.

$REBIT$ = Profit/loss (-) from operating activities before non-recurring items.

$EBIT = Profit/loss (-) from operating activities.$

REBITDA = Profit/loss (-) from operating activities before non-recurring items corrected for depreciation, amortisation and provisions.

EBITDA = Profit/loss (-) from operating activities corrected for depreciation, amortisation and provisions. Net financial debt = Financial obligations less cash, cash equivalents and non-current investment securities.

Financial calendar

27 October $2011*$ after trading hours Trading update for third quarter of 2011
8 March 2012* before trading hours 2011 Annual results
9 May 2012 before trading hours Trading update for first quarter of 2012
30 August 2012* after trading hours Half-year results and Half-yearly financial report for 2012
*indicative dates

Spector Photo Group 's profile

Spector Photo Group is a diversified multimedia and photo group with some 700 employees, operating in 14 European countries. Spector Photo Group's shares are traded on Euronext Brussels.

Spector Photo Group has two core activities that are structured into two separate divisions:

The Retail Group, which contains the retailing of $\triangleright$ consumer electronics and multimedia products under the brand names Photo Hall™ and Hifi International™. At the end of June 2011, the Retail Group had 109 shops, of which 106 are under the group's own management, spread across Belgium and the Grand Duchy of Luxembourg. The group also operates 2 online shops.

The Retail Group's revenue represents 74% of the revenue of the group's continuing activities in the first semester of 2011.

The Imaging Group processes digital and analogue photographs into photo prints, photo calendars, photo diaries, photo books, photo on canvas, photo gifts, etc. Imaging uses smartphoto as its strategic brand name. The Imaging Group's revenue represented 26% of the revenue of the group's continuing activities in the first semester of 2010.

For additional information, please contact:

Tonny Van Doorslaer, Executive Chairman Tel. +32 9 365 98 11 E-mail: [email protected] Internet: www.spectorphotogroup.com

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