AI Terminal

MODULE: AI_ANALYST
Interactive Q&A, Risk Assessment, Summarization
MODULE: DATA_EXTRACT
Excel Export, XBRL Parsing, Table Digitization
MODULE: PEER_COMP
Sector Benchmarking, Sentiment Analysis
SYSTEM ACCESS LOCKED
Authenticate / Register Log In

Sonae SGPS

Earnings Release Aug 27, 2010

1901_ir_2010-08-27_5a94a91c-50c9-4ef1-bd69-df22fdc96421.pdf

Earnings Release

Open in Viewer

Opens in native device viewer

1MAIN HIGHLIGHTS

Sonae continues to deliver profitable growth while pursuing its internationalization strategy.

  • Turnover up by 6%, with a 70% increase in international business;
  • Recurrent EBITDA increasedby 8%; 10% growth in Total EBITDA;
  • Direct net income (equity holders) increased by 89% to 55 million euros;
  • Net debt decreased by 258 million euros (-7%).
  • Sonae MC strengthened its leadership position, with turnover and EBITDA up 6% and 14% respectively;
  • Sonae SR continued to grow strongly, with turnover up 17%, while expansion in Spainaccelerated, in line with its target of opening 80 stores byend 2010;
  • Sonae Sierra sustained Turnover and EBITDA growth, up by 6% and 9% respectively;
  • Sonaecom continued to deliver solid operational figures and increased profitability.

Message from the CEO, Paulo Azevedo

.

The resilience of Sonae's businesses in the face of challenging economic conditions gives us confidence in the ability to meet our ambitious strategy of value creation through international expansion and the strengthening of our core businesses. We were particularly pleased with the 9% growth rate of our retail businesses and the continued improvement of our return on invested capital.

In addition to a higher presence in Continental Spain, where we were operating 56 stores by the end of the period, we made further progress in our internationalization strategy, by announcing a plan to open more than 100 specialised stores in the Canary Islands and in 9 countries in the Middle East over the next 4 years.

A capital light approach to growth has been taken, with Sonae including new business expansion models, namely franchising and joint-ventures. Capital employed has also been released through the conclusion of 2 Sale & Lease back transactions, yielding a cash inflow of 45 million euros.

The political willingness, which we congratulate, to allow all retail stores in the country to open on Sunday afternoons and public Holidays on equal terms, will eliminate the serious distortions prevailing in the retail market, insuring healthy competition, improving consumer's quality of life and creating new employment opportunities.

Sonae will continue to invest in its workforce's training and development, as we consider it to be the best way to successfully tackle the challenges of our strategy.

2INCOME STATEMENT HIGHLIGHTS

Turnover
Million euros
1H09 1H10 y.o.y
Sonae 2,608 2,777 6.5%
Sonae MC 1,428 1,517 6.2%
Sonae SR 473 554 17.2%
Sonae RP 6
0
6
4
7.1%
Sonae Sierra (1) 8
9
9
5
6.0%
Sonaecom 482 450 -6.5%
Investment mngmt. 9
1
9
9
9.1%
Petrol stations 6
3
6
9
10.8%
Elimin.& adjust. -77 -73 5.4%
(1) Shoppingcentres areproportionally consolidated (5 0%).

Turnover quarterly trend

Turnover breakdown

.

Sonae MC – food based retail; Sonae SR– specialised retail; Sonae RP – retail property; Sonae Sierra – shopping centres; Sonaecom – telecommunications.

Turnover

  • Sonae turnover increased by 6%, with Sonae MC and Sonae SR sustaining their market share gains.
  • Sonae MC turnover was up by 6%, with an underlying 2% like-for-like growth of the store portfolio (1% in 2Q10 vs 5% in 2Q09). This performance was achieved despite prevailing market competitive pressures and price deflation (-3%), although a clear reversal in the deflationary trend was noticeable from March onwards. The private label offer increased its share in the FMCG category to 26% (vs 23% in 1H09), while commercial initiatives, using the customer loyalty card, continued to have a strong impact on consumer spending, and were responsible for the higher sales volumes achieved in 1H10 of 4% (1% in 2Q10), which more than offset a 2% fall in unit price per article. Underlining the resilience of this operation, Sonae MC was one of the few retail players to increase its market share in Portugal (~1.5pp1 )
  • Sonae SR maintained high double digit turnover growth of 17%, reflecting a 4% like-for-like growth of sales and strong organic growth over the last 12 months with the opening of 54 stores in Portugal and 38 in Spain. Sonae SR Portugal sales were up 10% (7% in 2Q10), with 3% like-for-like growth (2% in 2Q10), which was significant given the difficult economic conditions. Sonae SR International sales were up 70% (48% in 2Q10), reflecting; (i) a like-for-like sales increase of 5% (+1% in 2Q10); (ii) steady growth in market share of the Worten format, which doubled in size; and (iii) despite the formats having still having low levels of activity and customer awareness in Spain.

Sonae Sierra turnover increased by 6% reflecting: (i) a high occupancy rate (96%); (ii) the contribution from 2 centres opened in 2009 (loop5; Manauara) and 1 in 2010 (Leiria); (iii) good performance by assets in Brazil; and (iv) higher total rents collected on a likefor-like basis (+3%). Development activity is still constrained by continuing difficulties in accessing credit, although this has been partially offset by activity in Brazil.

Sonaecom turnover was down by 6%; the growth in mobile customer revenues did not entirely offset the impact of further reductions in Mobile Termination Rates and in Product Sales, the later driven by the slowdown in the e-initiatives programme.

1 Source: Nielsen & TNS consumer panels

Recurrent EBITDA (1)
Million euros
1H09 1H10 y.o.y
Sonae 272 295 8.4%
Sonae MC 6
9
7
9
14.0%
Sonae SR 2 7 -
Sonae RP 5
7
5
8
2.4%
Sonae Sierra (2) 4
1
4
5
9.0%
Sonaecom 9
1
100 8.8%
Investment mngmt. 0 1 -
Elimin.& adjust. 1
1
5 -54.6%

(1) EBITDA excluding extraordinary items; (2) Shopping centres are proportionally consolidated (5 0%).

1H09 1H10 y.o.y
10.4% 10.6% 0.2pp
4.8% 5.2% 0.4pp
0.4% 1.3% 0.9pp
94.8% 90.6% -4.2pp
46.3% 47.6% 1.3pp
19.0% 22.1% 3.1pp
0.3% 1.3% 1pp

(1) EBITDA excluding extraordinary items; (2) Shopping centres are proportionally consolidated (5 0%).

Recurrent EBITDA quarterly trend

Recurrent EBITDA breakdown

Recurrent EBITDA

  • Sonae recurrent EBITDA increased by 8%, generating a higher margin y.o.y of 10.6%.
  • Sonae MC recurrent EBITDA increased by 14%, equal to a margin on sales of 5% (+0.4pp), with margins increasing in 2Q10 (+0.8pp), compared to 2Q09. This performance was driven by: (i) market share gains in the semester; (ii) the implementation of measures to improve internal efficiency, namely in stores and improvements in logistics; (iii) increased international sourcing for private label products; (iv) and despite a background of strong competitive pressures and food price deflation.
  • Sonae SR recurrent EBITDA improved by 5 million to 7 million euros, equal to a margin on sales of 1% (+0.9pp), reflecting the sustained increase in profitability of Portuguese operations and the steadily lower negative contribution from International operations. Sonae SR Portugal increased EBITDA by a significant 31%, reaching a higher margin of 4.1% (+0.7pp), achieved through the improved efficiency of the more recent formats and the commercial success of the range of products developed internally. Sonae SR International improved EBITDA to negative 12 million euros, with the underlying margin improving by 9pp to negative 11% (1H09 = -21%), in line with the goal of achieving positive EBITDA in 2012.
  • Sonae Sierra recurrent EBITDA increased by 9%, reflecting ongoing efforts to implement operational improvements and cost cutting measures in the dayto-day management of shopping centres and at the corporate centre level.
  • Sonaecom recurrent EBITDA improved by 9%, mainly explained by the mobile business and related efficiency gains driven by a cost cutting strategy.
Direct net income
Million euros
1H09 1H10 y.o.y
Recurrent EBITDA 272 295 8.4%
EBITDA 277 305 10.2%
P&I losses (1) -13 -10 -27.6%
D&A (2) -145 -146 0.6%
EBIT 118 149 26.4%
Net financial results -72 -51 -29.2%
Other income (3) 1 1 -54.5%
EBT 4
7
9
9
109.0%
Taxes -11 -25 -136.5%
Direct net income 3
7
7
4
101.1%
Equity holders 2
9
5
5
89.3%
Non-controlling interests 8 1
9
145.2%

(1) Provisions and impairment losses including reversion of impairments and badwill; (2) Depreciation & Amortizations; (3) Share of results of associated undertakings + dividends.

EBIT breakdown

Direct net income – equity holders

  • Sonae's EBITDA increased by 10% to 305 million euros. EBITDA was 10 million euros higher than recurrent EBITDA, reflecting the gains generated by the planned real estate monetization process, involving the sale & leaseback of 2 Modelo supermarkets and the Azambuja logistics platform.
  • Sonae's total direct net income increased by 37 million euros to 74 million euros, with the share of equity holders totalling 55 million euros, 26 million euros up on 1H09. This growth mainly reflects strong EBITDA performance and a significant fall in net financial expenses, despite higher taxation charges.
  • Net financial results improved by 29% compared to 1H09, mainly reflecting a fall in net interest expenses of 22 million euros, due to: (i) the lower average debt in the period; and (ii) the lower average cost of debt, resulting from the general decrease in market Euribor rates.
  • The taxation charge for the period was 25 million euros, compared to 11 million euros in 1H09, mainly explained by the strong increase in EBT and the recognition of additional deferred tax liabilities at Sonae Sierra. The effective corporate tax rate was of 20%.
Shopping centres indirect net income (1)
Million euros
1H09 1H10 y.o.y
VCIDP (2) -68 0 -
Others -3 -4 -13.7%
Taxes 1
5
-11 -
Indirect net income -57 -14 75.5%
Equity holders -57 -14 75.4%
Non-controlling interests 0 0 -

(1) Sonae Sierra's Management figures, based on the proportional method (% of detention); (2) Value created on investment and development properties; includes one-off investments.

VCIDP breakdown

Indirect net income – quarterly trend

Total income – equity holders – half-year trend

Shopping centres indirect income

  • Equity holders' share of consolidated indirect income was negative 14 million euros, compared to negative 57 million euros in 1H09, mainly reflecting adjustments of the Portuguese Corporate Income tax, as well as relatively stable yields across all the other countries where Sierra is present, with the exception of Portugal.
  • VCIDP in the shopping centres business was marginally positive, as a result of: (i) a 9 million euros decrease in the value of European shopping centres in the portfolio (0.4% devaluation of properties since 2009, in Europe), explained by the increase in capitalization yields in Portugal. In 1H10, the average portfolio yield was 7.2%, compared to 7.0% in 2009; (ii) a 5 million euros increase from the estimated improved performance of shopping centres owned; and (iii) 5 million euros of value recognized on development activity, of which 4 million euros relates to value recognized on the one property opened during the 1Q10 (Leiria Shopping).
  • The latest quarterly valuation of the assets implies that average yields, compared to year end 2009, increased in Portugal by 18bp, while yields in other countries remained relatively flat.
  • The taxation line shows a cost of 11 million euros, reflecting the recognition of additional deferred tax liabilities. These were generated by the income tax increase (+2.5pp) announced in Portugal and respective application to possible capital gains on the sale of properties owned.

Total income – equity holders

Total income equity holders improved significantly from negative 28 million euros in 1H09 to 41 million euros in 1H10, on the back of the good operational and financial performance and reflecting the stabilization of yields, generating a return on equity of 15%.

3INVESTMENT

CAPEX
Million euros
1H09 1H10 y.o.y
Sonae 293 191 -34.6%
as a % of turnover 11.2% 6.9% -4.3pp
Sonae MC 6
4
4
1
-35.9%
Sonae SR 5
6
4
2
-25.0%
Sonae RP 6
2
1
5
-76.6%
Sonae Sierra (1) 4
7
3
2
-32.1%
Sonaecom 5
5
5
9
7.6%
Investment mngmt. 8 0 -100.0%
Elimin.& adjust. 0 3 -
Rec. EBITDA - CAPEX -20 104 -
(1) Shoppingcentres areproportionally consolidated (5 0%).

Invested capital

Million euros
1H09 1H10 y.o.y
Sonae 5,011 4,931 -1.6%
Investment properties(1) 1,846 1,799 -2.6%
Technical investment(2) 3,160 3,219 1.9%
Financial investment 6
3
4
6
-27.2%
Goodwill 699 733 4.9%
Working capital -755 -865 -14.5%
(1) Includes shopping centres accounted for as financial investments i
n the

balancesheet; (2) includes availablefor saleassets.

Invested capital breakdown

CAPEX

  • Sonae's total CAPEX in 1H10 totalled 191 million euros (7% of turnover), significantly lower than in 1H09, reflecting the adoption of a capital light strategy, despite the strong push to increase its presence in the Spanish market with the Worten, SportZone and Zippy specialised retail formats.
  • Sonae MC CAPEX of 41 million euros was mainly spent on store refurbishment, the opening of 1 Modelo and preparatory work for future openings.
  • Sonae SR CAPEX was 42 million euros, of which 23 million euros was for the expansion of Sonae SR International and 7 million euros for the increase in store coverage of Portugal by Sonae SR Portugal.
  • Sonae RP CAPEX amounted to 15 million euros, spent on the acquisition of plots of land for future stores. CAPEX was 77% below that in 1H09, which reflects the capital light strategy adopted (leasing instead of owning) for new retail sales area, particularly for Modelo stores.
  • Sonae Sierra CAPEX included: (i) the conclusion of the shopping centre in Leiria, Portugal (opened in March); (ii) progress on the development of projects in the pipeline already announced and scheduled for 2011, namely Le Terrazze, in Italy and Uberlândia, in Brazil; and (iii) progress on the expansion of Parque D.Pedro, in Brazil.
  • Sonaecom CAPEX reflects ongoing investment in the expansion and coverage of the mobile network, aimed at ensuring the best integrated network in Portugal, and the "capital light" strategy in the Wireline business.

4CAPITAL STRUCTURE

Capital structure
Million euros
1H09 1H10 y.o.y
Net debt inc. SH loans 3,479 3,221 -7.4%
Retail businesses 1,495 1,397 -6.6%
Sonae Sierra (1) 948 866 -8.6%
Sonaecom (2) 411 360 -12.3%
Investment mngmt. 116 7
1
-38.2%
Holding (3) 510 527 3.3%

(1) Shopping centres are proportionally consolidated (50%); (2) excludes securitazationtransaction; (3) includesSonae's individual accounts.

Note: Leverage Ratios based on financial debt (excluding shareholder loans)

Capital structure

  • Sonae's net debt fell by 7%, in line with expectations and the objective of deleveraging over time in absolute and relative terms. This performance reflects: (i) the strong cash flows generated by the market leader operations in Portugal; (ii) the cost cutting measures to ensure higher profitability; (iii) the sale of property assets owned, coupled with the capital light approach to growth; and (iv) notwithstanding dividends paid amounting to 63 million euros (vs 60 million euros in 1H09).
  • Sonae's weighted average maturity stood at approximately 4.9 years, with no major debt repayments expected over the next 12 months.
  • Retail business' net debt as at end 1H10 mainly reflects its improved (EBITDA-CAPEX) performance over the last 12 months, as well as inflows from the proceeds of the sale & leaseback operations concluded, amounting to 45 million euros. Compared to end 1H09, Net Debt to EBITDA (last 12 months) improved to 3.7x, explained by a combination of lower net debt (including a dividend payment of 70 million euros) and a higher level of EBITDA in the prior 12 month period.
  • Sonae Sierra's net debt was considerably lower than that at end 1H09, which reflects: (i) the inflow from the sale of a majority stake of Alexa to Union Investment and the respective write off of the debt from the balance sheet; (ii) 50% of a dividend payment totalling 27 million euros. Loan to value decreased to 47.2%, despite the fall in value of European Shopping centres in the portfolio over the last 12 months.
  • Sonaecom's net debt2 stood at 360 million euros, primarily reflecting the positive FCF performance between the two periods. Net Debt to EBITDA (last 12 months) improved to 2.0x, as a result of both a decrease in net debt and improved EBITDA performance over the last 12 months.
  • Holding's net debt increased by 17 million euros, including a share capital increase in Sonae insurance arm through the conversion of intercompany loans into equity, amounting to 15 million euros. Holding loan to value stood at 16.3%, an improvement of 2.4pp compared to end 1H09.

2 Excluding the proceeds from the securitization transaction

5CORPORATE INFORMATION

Half-year corporate developments

  • Sonae informed about the early repayment, on 10 May 2010, of the bonds Sonae SGPS 2006/2011, totalling 250 million euros and maturing in May 2011.
  • Sonae informed about the completion of a bond issue, by private placement, amounting to 250 million euros; this operation allowed for the early repayment of Sonae Holding's bonds maturing in 2011, representing half of its medium and long term debt, and for a substantial increase in the average maturity of the Holding debt to 4.1 years, with the next refinancing only due in 2013.
  • Sonae concluded the first stage of its planned real estate monetization process involving property assets valued at 45.4 million euros. The two deals have been structured as sale and leaseback (S&LB) operations and have generated a capital gain of circa 10 million euros. The transactions include:
  • oThe S&LB of the Azambuja logistics platform to international investors. This transaction involved the leaseback of the facility for an initial period of 20 years, the property being valued at 33.2 million euros.
  • oThe S&LB of 2 Modelo stores valued at 12.2 million euros. This transaction involved the leaseback of the stores for an initial period of 15 years.

These transactions are consistent with the announced strategy of releasing capital from Sonae RP's retail real estate assets, while maintaining adequate operational flexibility.

Subsequent events

  • Sonae announced the following transactions, which are consistent with its strategy of international expansion based on new business models, using a capital light approach, as a means of accelerating growth in new international markets:
  • oThe signing of a franchise agreement for Zippy specialized retail, which involves a plan to open 70 stores through to 2014, in Saudi Arabia, the United Arab Emirates, Egypt, Lebanon, Jordan, Qatar, Kuwait, Kazakhstan and Bahrain, with the first stores

scheduled to be ready for opening for the "Autumn/Winter season 2010";

  • oThe opening of specialized retail stores in the Canary Islands, through the set up of two joint-ventures, one for Worten and another for SportZone, and the signing of a franchising agreement for the Zippy retail format. For each of the three formats, it is expected that 14 stores will be opened through until 2014, with the first store planned for opening during 4Q10.
  • o The entry in Colombia by Sonae Sierra, with the creation of a service provider company for the shopping centre sector, including Development and Management activities, and the signing of several other contracts aligned with the strategy adopted of selling services, namely in Morocco.
  • The Portuguese Council of Ministers approved the opening of all retail stores on Sundays afternoons and public holidays, allowing for fairer competition in the retail market. The move will also contribute towards increased employment.
  • Sonae Sierra sold its ownership stake in Mediterranean Cosmos, in Greece, yielding a cash inflow of 9.5 million euros. This agreement reflects the Company's long term business strategy of recycling capital for future growth.

Outlook

  • Sonae's performance over the first 6 months of the year shows that it is making good progress towards its stated corporate goals, despite the challenging environment. Sonae's expects that the following will be achieved in the last six months of the year:
  • oSonae MC will continue to increase its presence in Portugal, expecting to reach the end the year with approximately 25 thousand m2 of new sales area.
  • oSonae SR will consolidate its position in Portugal, reaching the end of the year with additional 10 thousand m2 of sales area, approximately, and increase its international presence, in particular ending the year with 60 thousand m2 of new sales area, through the opening of, at least, 40 new stores in Spain.
  • oSonae Sierra will continue to work on the already announced pipeline of projects scheduled for opening in 2011, with no further openings planned in 2010.
  • oSonaecom remains confident that its results will continue to show a favourable evolution throughout 2010.

The Company is confident that it will end the year with higher market share in its leading formats and with an increased international presence, the latter being Sonae's main strategic priority in order to sustain high growth rates. These goals will be pursued while also improving profitability and further strengthening the company's balance sheet.

6CORPORATEGOVERNANCE

A detailed annual Corporate Governance Report is included in Sonae's Full Year 2009 Management Report and Accounts available on its website (www.sonae.pt). Sonae's website also has a specific section dedicated to corporate governance.

Highlighted below are the main developments that occurred during 1H10 in relation to corporate governance issues:

Amendment to Sonae's articles of association

At Sonae's Shareholders' Annual General Meeting, held on 27 April 2010, an amendment to article 31 of Sonae's articles of association was approved to include the possibility of the Shareholders' General Meeting approving the allocation of a percentage, not higher than 5%, of the financial year net result to directors' remuneration; and to Sonae's employees' bonus.

Board of Directors

As from 1 April onwards, the Executive Director Álvaro Carmona e Costa Portela became a Non-Executive member of the Board

7ADDITIONALINFORMATION

The consolidated and individual financial information contained in this report is subject to limited review procedures and based on financial statements that have been prepared in accordance with International Financial Reporting Standards ("IFRS") issued by the International Accounting Standards Board ("IASB"), as adopted by the European Union, for the purposes of interim financial reporting (IAS 34);

Organizational structure

Glossary

ARPU Average revenue per user.
CAPEX Investments in tangible and intangible assets, investment
properties and acquisitions; Gross CAPEX, not including
cash inflows from the sale of assets
Direct income Direct income excludes contributions to indirect income
EBITDA Turnover + other revenues -impairment reversion - bad
will- operating costs (based on direct net income) +
gain/losses from sales of companies; includes capital gains
in the sale of shareholdings since 2008
EBITDA margin EBITDA / Turnover
Eliminations & others Intra-groups + consolidation adjustments + contributions
from other companies not included in the identified
segments
EOP End of period
Free Cash Flow (FCF) EBITDA – operating capex-change in working capital
financial investments-financial results-income taxes
FMCG Fast Moving Consumer Goods
Financial net debt
Total net debt excluding shareholders loans
Indirect income Indirect Income includes Sierra's contributions net of taxes
to the consolidated income statement, arising from: (i)
investment property valuations; (ii) capital gains (losses)
on the sale of financial investments, joint ventures or
associates; (iii) impairment losses (including goodwill)
and; (iv) provision for assets at Risk; The data used for the
analysis of the indirect income was computed based on
the proportional method for all companied owned by
Sonae Sierra; when applied to Sonae, the analysis should
be done based on statutory values, according to the
consolidation method, for each company, underlying the
consolidated financial accounts
Investment properties Shopping centres in operation owned by Sonae Sierra
Liquidity Cash & equivalents + current investments
Like for Like sales Sales made by stores that operated in both periods under
the same conditions. Excludes stores opened, closed or
which suffered major upgrade works in one of the periods
Loan to value Holding Holding Net debt/ Investment Portfolio Gross Asset Value;
gross asset value based on Market multiples, real estate
NAV and market capitalization for listed companies
Loan to value shopping centres Net debt / (investment properties + properties under
Development)
Net invested capital Gross real estate assets + other tangible and intangible
assets - amortizations and impairment losses + financial
investments + working capital (including other assets & liabilities
such as deferred taxes); all figures at acquisition cost, with the
exception of Sonae Sierra's building block
Net asset value (NAV) Open market value attributable to Sonae Sierra - net debt
- minorities + deferred tax liabilities
Net debt Bonds + bank loans + other loans + finance leases
– cash, bank deposits and current investments
Net income group share Net income attributable to Sonae shareholders
Other income Share of results of associated undertakings + dividends
Other loans Bonds, leasing and derivatives
Open market value (OMV) Fair value of properties in operation and under
development (100%), provided by an independent entity
RoIC (Return on invested capital) EBIT(12 months) /Net invested capital
Recurrent EBITDA EBITDA excluding non-recurrent items, namely gains in
sales of investments and other movements that distort
comparability
Shopping Centre Services business Asset management services + property management
services
Technical investment Tangible assets + intangible assets + other fixed assets –
depreciations and amortizations
Value created on investment and development
properties (VCIDP)
Increase (decrease) in the valuation of shopping centres in
operation and under development; shopping centres
under development are only included if a high degree of
certainty concerning their conclusion and opening exists

Consolidated income statement

Consolidated income statement
Million euros
1H09 1H10 y.o.y
Direct income
Turnover 2,608 2,777 6.5%
Recurrent EBITDA (1) 272 295 8.4%
Recurrent EBITDA margin 10.4% 10.6% 0.2pp
EBITDA 277 305 10.2%
EBITDA margin 10.6% 11.0% 0.4pp
Provisions and impairment losses (2) -13 -10 27.6%
Depreciations and amortizations -145 -146 -0.6%
EBIT 118 149 26.4%
Net financial results -72 -51 29.2%
Other income (3) 1 1 -54.5%
EBT 4
7
9
9
109.0%
Taxes -11 -25 -136.5%
Direct net income 3
7
7
4
101.1%
Attributable to equity holders 2
9
5
5
89.3%
Non-controling interests 8 1
9
145.2%
Shoppings indirect income
Indirect net income (4) -87 -25 70.8%
Attributable to equity holders -57 -14 75.7%
Non-controling interests -30 -12 61.5%
Total net income
Total net income -50 4
8
-
Attributable to equity holders -28 4
1
-
Non-controlling interests -22 7 -

(1) EBITDA excluding extraordinary items; (2) Includes reversion of impairments and badwill; (3) share of results of associated undertakings + dividends; (4) Statutory numbers; for management purposes, Sonaeuses thedecomposition of theIndirect result accordingto thenotes to the consolidated financial statements.

Consolidated balance sheet

Balance sheet

Million euros
1H09 1H10 y.o.y 2009 y.o.y
TOTAL ASSETS 7,453 7,400 -0.7% 7,552 -2.0%
Non current assets 6,003 6,062 1.0% 6,108 -0.8%
Tangible and intangible assets 3,154 3,219 2.1% 3,221 -0.1%
Goodwill 699 733 4.9% 746 -1.8%
Investment properties in operation 1,636 1,663 1.7% 1,677 -0.8%
Investment properties under development 169 9
6
-43.2% 120 -20.0%
Other investments 104 8
4
-19.0% 9
3
-9.0%
Deferred tax assets 216 230 6.4% 230 -0.1%
Others 2
6
3
7
41.8% 2
1
73.4%
Current assets 1,450 1,337 -7.7% 1,443 -7.3%
Stocks 587 620 5.7% 603 2.8%
Trade debtors 200 182 -9.2% 208 -12.6%
Liquidity 168 156 -7.0% 230 -32.2%
Others 495 379 -23.3% - 402
-5.7%
-
SHAREHOLDERS' FUNDS 1,532 1,710 11.6% 1,701 0.5%
Equity holders 1,081 1,209 11.8% 1,223 -1.2%
Attributable to minority interests 451 501 10.9% 478 4.8%
LIABILITIES 5,920 5,690 -3.9% 5,850 -2.7%
Non-current liabilities 3,780 3,611 -4.5% 3,561 1.4%
Bank loans 1,418 1,290 -9.0% 1,208 6.7%
Other loans 1,802 1,811 0.5% 1,736 4.4%
Deferred tax liabilities 319 362 13.5% 326 11.0%
Provisions 6
4
6
0
-6.6% 5
1
18.0%
Others 177 8
8
-50.4% 240 -63.5%
Current liabilities 2,140 2,079 -2.9% 2,289 -9.2%
Bank loans 390 153 -60.8% 233 -34.3%
Other loans 1
4
7
8
- 8
1
-2.8%
Trade creditors 1,043 1,080 3.6% 1,220 -11.5%
Others 694 768 10.7% 755 1.7%
SHAREHOLDERS' FUNDS +
LIABILITIES
7,453 7,400 -0.7% 7,552 -2.0%

Invested capital & return on invested capital (RoIC)

Invested capital
Million euros
1H09 1H10 y.o.y 2009 y.o.y
Invested Capital 5,011 4,931 -1.6% 4,781 3.1%
Investment properties (1) 1,846 1,799 -2.6% 1,836 -2.0%
Technical investment (2) 3,160 3,219 1.9% 3,221 -0.1%
Financial investment 6
3
4
6
-27.2% 5
3
-14.8%
Goodwill 699 733 4.9% 746 -1.8%
Working capital -755 -865 -14.5% -1,075 19.6%
Equity +
Minorities
1,532 1,710 11.6% 1,701 0.5%
Total Net debt (3) 3,479 3,221 -7.4% 3,080 4.6%

(1) Includes shopping centres accounted for as financial investments in the balance sheet; (2) includes available for sale assets; (3) Financial net debt + net shareholder loans.

Return on invested capital

Million euros

1H09 1H10 y.o.y 2009 y.o.y
Invested capital 5,011 4,931 -1.6% 4,781 3.1%
Sonae MC 629 595 -5.5% 484 22.9%
Sonae SR 308 370 19.9% 250 48.0%
Sonae RP 1,512 1,488 -1.6% 1,523 -2.3%
Sonae Sierra (1) 1,661 1,602 -3.6% 1,661 -3.6%
Sonaecom 770 764 -0.7% 752 1.7%
Investment mngmt. 152 160 5.5% 151 6.3%
Elimin.& adjust.(2) -21 -48 -128.8% -39 -
EBIT (last 12 months) 347 380 9.5% 349 8.9%
Sonae MC 134 130 -3.4% 124 4.5%
Sonae SR 1
2
1
0
-18.9% 1
0
2.4%
Sonae RP 8
6
9
0
4.8% 8
3
8.5%
Sonae Sierra (1) 8
4
8
5
1.2% 8
1
4.2%
Sonaecom 2
4
4
4
81.0% 2
4
84.7%
Investment mngmt. -4 2
4
- 2
5
-1.1%
Elimin.& adjust.(2) 1
1
-3 - 2 -
RoIC 6.9% 7.7% 0.8pp 7.3% 0.4pp
Sonae MC 21.3% 21.8% 0.5pp 25.6% -3.8pp
Sonae SR 4.0% 2.7% -1.3pp 4.0% -1.2pp
Sonae RP 5.7% 6.1% 0.4pp 5.5% 0.6pp
Sonae Sierra 5.0% 5.3% 0.3pp 5.0% 0.3pp
Sonaecom 3.2% 5.8% 2.6pp 3.2% 2.6pp
Investment mngmt. -2.7% 15.1% 17.9pp 16.3% -1.1pp
(1) Shoppingcentresareproportionally consolidated (5
0%); (2) includesSonaeHolding.

Working capital breakdown

Working capital breakdown
Million euros
1H09 1H10 y.o.y 2009 y.o.y
Working capital -755 -865 -14.5% -1,085 20.3%
Sonae MC -358 -415 -16.0% -530 21.6%
Sonae SR 2
4
5
0
110.7% -52 -
Sonae RP -51 -37 28.5% -38 3.1%
Sonae Sierra (1) -254 -257 -1.2% -238 -8.2%
Sonaecom -107 -127 -18.2% -150 15.8%
Investment mngmt. 1 -32 - -21 -53.4%
Elimin.& adjust.(2) -10 -47 - -56 16.9%
(1) Shoppingcentresareproportionally consolidated (5
0%); (2) includesSonaeHolding.

Retail formats & retail real estate main highlights (stand-alone figures)

Retail formats & Retail real estate operating review
1H09 1H10 y.o.y
Turnover growth
Sonae MC 7.6% 6.2% -1.3pp
Sonae SR 24.7% 17.2% -7.5pp
LFL sales growth
Sonae MC 2.8% 2.4% -0.4pp
Sonae SR -3.2% 4.4% -4.9pp
Total employees (EOP) 33,436 35,567 6.4%
Sonae MC 25,390 26,551 4.6%
Sonae SR 8,015 8,981 12.1%
Sonae RP 3
1
3
5
12.9%

Retail formats & Retail real estate financial review

Million euros
1H09 1H10 y.o.y
Sonae MC
Turnover 1,428 1,517 6.2%
Recurrent EBITDA 6
9
7
9
14.0%
EBITDA 6
9
7
9
14.0%
EBITDA margin 4.8% 5.2% 0.4pp
CAPEX 6
4
4
1
-35.9%
Sonae SR
Turnover 473 554 17.2%
Portugal 414 453 9.6%
International 6
0
101 70.3%
Recurrent EBITDA 2 7 -
EBITDA 2 7 -
Portugal 1
4
1
9
31.2%
International -12 -12 6.4%
EBITDA margin 0.4% 1.3% 0.9pp
Portugal 3.5% 4.1% 0.7pp
International -20.7% -11.3% 9.3pp
CAPEX 5
6
4
2
-25.0%
Portugal 3
0
1
9
-38.5%
International 2
6
2
3
-9.1%
Sonae RP
Turnover 6
0
6
4
7.1%
Recurrent EBITDA 5
7
5
8
2.4%
EBITDA 5
7
6
7
18.0%
EBITDA margin 94.8% 104.5% 9.6pp
CAPEX 6
2
1
5
-76.6%
Net debt including shareholder loans 1,495 1,397 -6.6%
Net debt 1,524 1,418 -6.9%
Net debt/EBITDA (last 12 months) 4.3 x 3.7 x -0.6x
EBITDA/net interest expenses (last 12 months) 5.6 x 12.3 x 6.7x
Net debt/invested capital 62.2% 57.8% -4.4pp

Stores and sales area

Stores and sales area
Number of stores Sales area('000 m2
)
3
1
Dec
2009
Stores
opened
Banner
changed
Stores
closed
3
0
Jun
2010
3
1
Dec
2009
Stores
opened
Banner
changed
Stores
closed
3
0
Jun
2010
Area
owned
(%)
Sonae MC 378 1
4
0 -2 390 528 3 0 0 531 85%
Continente 3
9
0 0 0 3
9
284 0 0 0 284 90%
Modelo (1) 125 1 0 0 126 218 2 0 0 220 82%
Área Saúde 115 8 0 0 123 1
1
0 0 0 1
2
74%
Bom Bocado 8
0
3 0 -2 8
1
4 0 0 0 4 78%
Book.It 1
4
2 0 0 1
6
5 1 0 0 5 56%
Others (2) 5 0 0 0 5 5 0 0 0 5 8
%
Sonae SR 454 2
7
0 -11 470 304 2
6
0 -3 327 37%
Portugal 416 9 0 -11 414 248 5 0 -3 250 45%
Worten 132 2 0 0 134 113 2 0 0 115 55%
Vobis 1
7
0 0 -8 9 8 0 0 -3 5 15%
Worten Mobile 4
8
2 0 -1 4
9
1 0 0 0 1 39%
SportZone 7
5
0 0 0 7
5
6
1
0 0 0 6
1
14%
Modalfa 9
9
2 0 -1 100 5
1
2 0 0 5
3
73%
Zippy 3
4
2 0 0 3
6
1
2
0 0 0 1
3
6
%
Loop 1
1
1 0 -1 1
1
2 0 0 0 2 0
%
Spain 3
8
1
8
0 0 5
6
5
6
2
1
0 0 7
7
9
%
Worten 1
4
3 0 0 1
7
3
4
8 0 0 4
2
17%
Sport Zone 1
4
7 0 0 2
1
1
7
1
1
0 0 2
8
0
%
Zippy 1
0
8 0 0 1
8
4 2 0 0 6 0
%
Invest. mngmt. 105 0 0 -1 104 6
7
0 0 -2 6
5
60%
MaxMat 3
5
0 0 -1 3
4
6
3
0 0 -2 6
1
62%
Geostar (3) 7
0
0 0 0 7
0
4 0 0 0 4 26%
Total 937 4
1
0 -14 964 899 2
9
0 -5 923 66%
(1) includesModeloBonjour; (2) includesoutlet; (3) IncludescombinedStar and Geotur stores,resultingfrom thejoint-venture betweenSonaeand RAR.

Shopping centres main highlights (stand-alone figures)

Shopping centres operating review
1H09 1H10 y.o.y 2009 y.o.y
Assets under management (million euros) (1) 6,117 6,586 7.7% 6,340 3.9%
Real estate NAV (million euros) 1,248 1,250 0.2% 1,228 1.8%
Sierra Investments 678 695 2.5% 731 -5.0%
Sierra Developments 275 187 -32.3% 191 -2.3%
Sierra Brazil 240 339 41.4% 289 17.0%
Others (2) 5
5
3
0
-45.8% 1
7
78.0%
NAV per share (euros) 38.4 38.4 0.2% 37.8 1.8%
Openings & acquisitions (EOP) 1 1 0.0% 1 0.0%
Shopping centres owned/co-owned (EOP) 5
1
5
3
3.9% 5
2
1.9%
GLA owned/co-owned (thousand m2) (3) 2,010 2,081 3.5% 2,059 1.1%
Occupancy rate of GLA owned (%) 93.9% 95.9% 2pp 94.5% 1.4pp
Projects under development (EOP) (4) 1
3
1
1
-15.4% 1
2
-8.3%
GLA under development (thousand m2) 596 528 -11.4% 550 -4.0%
Shopping centres managed (EOP) 6
9
6
9
0.0% 6
8
1.5%
GLA under management (thousand m2) 2,280 2,306 1.2% 2,284 1.0%
Total employees 1,161 1,133 -2.4% 1,147 -1.2%
(1) Open market value; (2) NAV of Corporate Centre + Property Management; (3) Gross lettable area i
n operating centres; (4) Projects in planning phase and
under construction.

under construction.

Shopping Centres market yields
2009 1H10 y.o.y
Max Avg Min Max Avg Min Max Avg Min
Portugal 8.3% 6.5% 6.0% 8.6% 6.7% 6.2% 0.3pp 0.18pp 0.15pp
Spain 9.1% 7.1% 6.4% 9.0% 7.1% 6.5% -0.05pp -0.07pp 0.05pp
Italy 7.7% 6.6% 6.0% 7.8% 6.7% 6.1% 0.1pp 0.05pp 0.05pp
Germany 6.3% 6.1% 6.0% 6.3% 6.1% 6.0% 0pp 0pp 0pp
Greece 7.0% 7.0% 7.0% 7.0% 7.0% 7.0% 0pp 0pp 0pp
Romania 9.0% 9.0% 9.0% 9.0% 9.0% 9.0% 0pp 0pp 0pp
Brazil 9.5% 8.5% 8.3% 9.5% 8.5% 8.3% 0pp 0pp 0pp

(1) Averageyieldsweighted by the Open Market Valueof Sierra's shoppingcentres.

Shopping Centres financial review (1)

Million euros
1H09 1H10 y.o.y
Direct results
Turnover 104 110 5.5%
Investments 6
5
6
5
-1.2%
Developments 3 3 -14.1%
Brazil 1
0
1
4
44.3%
Services Business 2
2
2
1
-0.3%
Asset management 6 5 -21.9%
Property management 1
5
1
6
8.8%
Others & eliminations 4 6 75.0%
Recurrent EBITDA 5
3
5
8
10.0%
EBITDA 5
3
5
8
10.0%
Investments 5
3
5
1
-2.5%
Developments -40 -9 78.2%
Brazil 7 1
2
61.0%
Services Business 5 5 -5.8%
Asset management 3 1 -57.9%
Property management 2 4 65.6%
Others & eliminations 2
8
-1 -
-
EBITDA margin 50.7% 52.8% 2.1pp
Net financial results -27 -21 22.7%
Current tax 7 7 5.2%
Direct results 1
9
2
8
46.3%
Indirect results
Gains realized on investments 0 -4 -
Provisions for assets under development -6 -3 55.7%
VCIDP (2) -137 1 -
-
Deferred tax -29 2
1
-
Indirect results -114 -28 75.5%
Total net results
Total net results -94 1 -
Attributable to equity holders -94 1 -
Net debt including shareholder loans 1,896 1,732 -8.6%
Net debt 1,237 1,164 -5.9%
Loan to Value 47.3% 47.2% -0.1pp
Net debt/EBITDA (last 12 months) 8.7 x 8.1 x -0.5x
EBITDA/net interest expenses (last 12 months) 0.4 x 0.8 x 0.2x
Net debt/invested capital 54.9% 53.4% -1.5pp
CAPEX 6
9
5
4
-21.4%
(1) Quarterly numbers based on Sierra's management accounts (fully proportional base;) (2) Valuecreated on investment and development properties.

(1) Quarterly numbers based on Sierra's management accounts (fully proportional base;) (2) Valuecreated on investment and development properties.

Telecommunications main highlights (stand-alone figures)

Telecomunications operating review
1H09 1H10 y.o.y
Mobile
Customers (EOP) ('000) 3,269 3,469 6.1%
Data as % Service Revenues 27.6% 29.9% 2.3pp
ARPU (euros) (1) 14.9 13.7 -8.0%
Wireline
Total accesses (EOP) ('000) 528 448 -15.2%
Direct accesses (EOP) ('000) 433 373 -13.9%
Direct access as % customer revenues 77.5% 72.7% -4.8pp
SSI
IT service revenues / employee ('000 euros) 6
3
6
2
-0.9%
Total employees 2,002 2,063 3.0%

(1) Average revenues per user.

Telecommunications financial review

Million euros
1H09 1H10 y.o.y
Turnover 482 450 -6.5%
Mobile 299 288 -3.6%
Wireline 124 120 -3.2%
SSI 8
2
6
7
-17.9%
Others & eliminations -24 -25 -7.3%
Other revenues 2 3 19.8%
Recurrent EBITDA 9
1
100 8.8%
EBITDA 9
1
100 8.8%
EBITDA margin (%) 19.0% 22.1% 3.1pp
Mobile 8
9
9
4
6.1%
Wireline 2 3 55.0%
SSI 4 4 1.1%
Others & eliminations -3 -1 54.1%
EBIT 1
2
3
3
162.7%
Net financial results -7 -4 50.1%
Total net income 2 2
0
-
Attributable to equity holders 1 2
0
-
Excluding the securitization transaction:
Net debt including shareholder loans 411 360 -12.3%
Net debt 410 366 -10.8%
Net debt/EBITDA (last 12 months) 2.2 x 2.0 x -0.2x
EBITDA/net interest expenses (last 12 months) 11.3 x 19.3 x 8
x
Net debt/invested capital 53.3% 47.8% -5.4pp
CAPEX 5
3
5
6
5.1%
Operating CAPEX (1) 5
2
5
6
6.3%
EBITDA minus Operating CAPEX 3
9
4
4
12.0%
Free Cash Flow -18 6 -

(1) OperatingCAPEXexcludes financial investments, provisions for dismantlingof sitesand other non operational investments.

Investment management main highlights (stand-alone figures)

Investment management unit
Million euros
1H09 1H10 y.o.y
Turnover 9
1
9
9
9.1%
Recurrent EBITDA 0 1 -
EBITDA 0 1 -
EBIT -2 -2 -13.1%
Net debt including shareholder loans 116 7
1
-38.2%
Net debt -2 1 -
CAPEX 8 0 -100.0%
Total employees 1,036 1,263 21.9%

Maia, 26 August 2010

Belmiro Mendes de Azevedo President of the Board of Directors Bernd Bothe Member of the Board of Directors

Christine Cross Member of the Board of Directors

Álvaro Cuervo Garcia Member of the Board of Directors

Álvaro Carmona e Costa Portela Member of the Executive Committee Duarte Paulo Teixeira de Azevedo President of the Executive Committee

Michel Marie Bon Member of the Board of Directors

Ângelo Gabriel Ribeirinho dos Santos Paupério Member of the Executive Committee

José Neves Adelino Member of the Board of Directors Nuno Manuel Moniz Trigoso Jordão Member of the Executive Committee

Statement under the terms of Article 246, paragraph 1, c) of the Portuguese Securities Code

The signatories individually declare that, to their knowledge, the Management Report, the Consolidated and Individual Financial Statements and other accounting documents required by law or regulation were prepared meeting the standards of the applicable International Financial Reporting Standards, giving a truthful (fairly) and appropriate image, in all material respects, of the assets and liabilities, financial position and the consolidated and individual results of the issuer and that the Management Report faithfully describes the progress of the business and position of the issuer and of the companies included in the consolidation perimeter and contains a description of the major risks and uncertainties that they face.

Maia, 26 August 2010

Belmiro Mendes de Azevedo President of the Board of Directors

Álvaro Cuervo Garcia Member of the Board of Directors Bernd Bothe Member of the Board of Directors

Christine Cross Member of the Board of Directors

Álvaro Carmona e Costa Portela Member of the Board of Directors Duarte Paulo Teixeira de Azevedo President of the Executive Committee

Michel Marie Bon Member of the Board of Directors Ângelo Gabriel Ribeirinho dos Santos Paupério Member of the Executive Committee

José Neves Adelino Member of the Board of Directors Nuno Manuel Moniz Trigoso Jordão Member of the Executive Committee

Appendix required by articles 9 nr. 1, a) and 14, nr. 7 of CMVM Regulation nr. 05/2008

Disclosure of shares and other securities held by members of the Board of Directors and by those discharging managerial responsibilities, as well as by people closely connected with them (article 248 B of the Portuguese Securities Code), and disclosure of the respective transactions during the year involving such shares and other securities

Additions Reductions Balance as of
30.06.2010
Date Quantity Aver. Price € Quantity Aver. Price € Quantity
Belmiro Mendes de Azevedo (
) (

*
)
Efanor Investimentos, SGPS, SA (1)
Sonaecom, SGPS, SA
49,999,996
75,537
Álvaro Carmona e Costa Portela (*
)
Sonae, SGPS, SA
Sonaecom, SGPS, SA
125,934
5,000
Álvaro Carmona e Costa Portela (*
)
Sonae, SGPS, SA
Sonaecom, SGPS, SA
250,000
225,000
Duarte Paulo Teixeira de Azevedo (
) (


) (


*
)
Efanor Investimentos, SGPS, SA (1)
Migracom, SGPS, SA (4)
1
1,969,996
Sonae, SGPS, SA 3,293 (a)
Michel Marie Bon (*
)
Sonae, SGPS, SA
Purchase
18.01.2010 13,000 0.918 144,363
Maria Margarida Carvalhais Teixeira de Azevedo (*
) (



)
Efanor Investimentos, SGPS, SA (1) 1
Sonae, SGPS, SA 14,901
Maria Cláudia Teixeira de Azevedo (

) (


)
Efanor Investimentos, SGPS, SA (1)
Sonae, SGPS, SA
1
17,585
Shares attributed under a Share Based
Compensation Plan
10.03.2009 17,585 0.000
Linhacom, SGPS, SA (6) 99,996
Sonaecom, SGPS, SA 11,818
Shares attributed under a Share Based
Compensation Plan
Sonaecom, SGPS, SA
10.03.2009 11,818 0.000 170 (b)
Nuno Teixeira de Azevedo (

) (



)
Efanor Investimentos, SGPS, SA (1) 1
Sonae, SGPS, SA 10,500 (a)

(***) People closely connected with the President of the Board of Directors of Sonae Holding, Belmiro de Azevedo (****) M ember of the Board of Directors of Imparfin, SGPS, SA (5)

(a) Shares held by underage descendents under his/her charge

(b) Shares held by spouse

Note: The Independent Non-executive member of the Board of Directors, José M anuel Neves Adelino, is a member of the Statutory Audit Board of Banco BPI, SA, which holds 178.039.855 shares representing of 8,902 % of Company's share capital.

Additions Reductions Balance as of
30.06.2010
Date Quantity Aver. Price € Quantity Aver. Price € Quantity
(1) Efanor Investimentos, SGPS, SA
Sonae, SGPS, SA
Pareuro, BV (2)
Sonaecom, SGPS, SA
659,650,000
2,000,000
1,000
(2) Pareuro, BV
Sonae, SGPS, SA
400,000,000
(3)Sonae, SGPS, SA
Sonae Investments, BV
Sontel, BV
Sonaecom, SGPS, SA
2,000,000
4,286
838,649
(4) Migracom, SGPS, SA
Sonae, SGPS, SA
Sonaecom, SGPS, SA
Imparfin, SGPS, SA (5)
1,485,000
387,342
150,000
(5) Imparfin, SGPS, SA
Sonae, SGPS, SA
4,105,280
(6) Linhacom, SGPS, SA
Sonae, SGPS, SA
Sonaecom, SGPS, SA
Imparfin, SGPS, SA (5)
351,296
38,044
150,000
(7) Sonae Investments BV
Sontel BV (8)
Sonaecom, SGPS, SA (9)
5,714
10,500,000
(8) Sontel BV
Sonaecom, SGPS, SA (9)
183,374,470
(9) Sonaecom SGPS, SA
Sonaecom, SGPS, SA (own shares) 8,264,325
Purchase 04.01.2010 69,000 1.953
Purchase 05.01.2010 163,000 1.951
Purchase
Purchase
06.01.2010
07.01.2010
313,158
98,750
1.995
2.004
Purchase 08.01.2010 103,092 2.001
Shares attributed under a Share Based
Compensation Plan 10.03.2010 972,184 0.000
Purchase 15.03.2010 56,000 1.688
Purchase 16.03.2010 24,500 1.697
Purchase 17.03.2010 98,000 1.724
Purchase 18.03.2010 38,000 1.716
Purchase 19.03.2010 60,000 1.696
Purchase
Purchase
22.03.2010
23.03.2010
35,000
183,000
1.668
1.654
Purchase 24.03.2010 170,000 1.621
Purchase 25.03.2010 87,500 1.611
Purchase 26.03.2010 134,935 1.622
Purchase 18.05.2010 50,000 1.303
Purchase 19.05.2010 60,000 1.281
Purchase
Purchase
20.05.2010
21.05.2010
63,000
260,000
1.254
1.241

Qualified holdings

Shares held and voting rights of companies owning more than 2% of the share capital of the company, as required by article 9 nr.1 c) of Securities Market Regulation Board (CMVM) regulation 05/2008.

Shareholder Nr. of shares % Share
Capital
% of Voting
Rights
Efanor Investimentos, SGPS, SA
Directly 659,650,000 32.983% 32.983%
By Pareuro, BV (controlled by Efanor) 400,000,000 20.000% 20.000%
By Maria Margarida CarvalhaisTeixeira de Azevedo (Director of Efanor) 14,901 0.001% 0.001%
By Duarte Paulo Teixeira de Azevedo (Director of Efanor and held by descendent) 3,293 0.000% 0.000%
By Maria Cláudia Teixeira de Azevedo (Director of Efanor and held by spouse) 17,585 0.001% 0.001%
By Nuno Miguel Teixeira de Azevedo (Director of Efanor and held by descendent) 10,500 0.001% 0.001%
By Migracom, SGPS, SA (company controlled by Efanor's Director Duarte Paulo Teixeira de 1,485,000 0.074% 0.074%
Azevedo)
By Linhacom, SGPS, SA (company controlled by Efanor's Director Maria Cláudia Teixeira de
Azevedo)
351,296 0.018% 0.018%
Total attributable to Efanor Investimentos, SGPS, SA 1,061,532,575 53.077% 53.077%
Banco BPI, SA 132,851,868 6.643% 6.643%
Banco Português de Investimento, SA 365,199 0.018% 0.018%
Fundos de Pensões do Banco BPI 40,071,372 2.004% 2.004%
BPI Vida - Companhia de Seguros de Vida, SA 4,751,416 0.238% 0.238%
Total attributable to Banco BPI, SA 178,039,855 8.902% 8.902%
Fundação Berardo, Instituição Particular de Solidariedade Social 49,849,514 2.492% 2.492%
Total attributable to Fundação Berardo, Instituição Particular de Solidariedade Social 49,849,514 2.492% 2.492%
Bestinver Gestión, S.A. SGIIC
Bestinver Bolsa, F.I. 16,222,727 0.811% 0.811%
Bestinfond, F.I. 12,366,063 0.618% 0.618%
Bestinver Mixto, F.I. 2,784,381 0.139% 0.139%
Bestinver Global, FP 2,465,710 0.123% 0.123%
Soixa Sicav 2,373,144 0.119% 0.119%
Bestinver Bestvalue Sicav 2,169,616 0.108% 0.108%
Bestinver Ahorro, FP 1,617,575 0.081% 0.081%
Texrenta Inversiones Sicav 663,409 0.033% 0.033%
Loupri Inversiones 162,262 0.008% 0.008%
Divalsa de Inversiones Sicav, SA 113,869 0.006% 0.006%
Acciones, cup. Y Obli. Segovianas 86,821 0.004% 0.004%
Bestinver Empleo, FP 76,327 0.004% 0.004%
Abedul 1999, SA, Sicav 70,491 0.004% 0.004%
Linker Inversiones, Sicav, SA 64,270 0.003% 0.003%
Total attributable to Bestinver Gestión, S.A. SGIIC 41,236,665 2.062% 2.062%

Condensed consolidated financial statements

CONDENSED CONSOLIDATED BALANCE SHEET AS FOR THE PERIODS ENDED 30 JUNE 2010 AND 2009 AND AS AT 31 DECEMBER 2009

(Translation of condensed consolidated financial statements originally issued in Portuguese. In case of discrepancies the Portuguese version prevails.) (Amounts expressed in euro)

ASSETS Notes 30 June 2010 30 June 2009 31 December 2009
(Note 1)
NON-CURRENT ASSETS:
Tangible assets 9 2,751,068,120 2,724,115,990 2,781,177,575
Intangible assets 10 467,852,302 429,682,801 467,315,297
Investment properties 11 1,759,392,170 1,804,467,800 1,796,470,818
Goodwill 12 732,917,395 698,693,241 728,945,475
Investments in associates 6 71,885,051 88,848,801 74,649,393
Other investments 7 and 13 12,506,138 15,294,970 18,127,492
Deferred tax assets 16 229,914,556 216,000,705 230,214,508
Other non-current assets 14 36,710,575 25,880,124 21,176,312
Total Non-Current Assets 6,062,246,307 6,002,984,432 6,118,076,870
CURRENT ASSETS:
Inventories 620,061,618 586,831,423 603,003,189
Trade accounts receivable and other current assets 15 561,332,679 689,244,081 610,516,925
Investments 13 62,815,687 52,859,402 57,679,031
Cash and cash equivalents 17 93,163,857 114,842,574 172,229,871
Total Current Assets 1,337,373,841 1,443,777,480 1,443,429,016
Assets available for sale - 5,782,499 -
TOTAL ASSETS 7,399,620,148 7,452,544,411 7,561,505,886
EQUITY AND LIABILITIES
EQUITY:
Share capital 18 2,000,000,000 2,000,000,000 2,000,000,000
Own shares (135,679,489) (136,911,861) (136,911,861)
Reserves and retained earnings (696,280,847) (753,831,838) (733,683,436)
Profit/(Loss) for the period attributable to the equity holders of the Parent Company 40,939,173 (28,120,304) 93,760,817
Equity attributable to the equity holders of the Parent Company 1,208,978,837 1,081,135,997 1,223,165,520
Equity attributable to non-controlling interests 19 500,678,707 451,331,453 477,968,755
TOTAL EQUITY 1,709,657,544 1,532,467,450 1,701,134,275
LIABILITIES:
NON-CURRENT LIABILITIES:
Loans 20 3,101,063,930 3,219,523,065 2,943,987,134
Other non-current liabilities 22 87,814,939 177,093,165 240,267,403
Deferred tax liabilities 16 362,367,811 319,328,440 336,301,701
Provisions
Total Non-Current Liabilities
25 59,701,038
3,610,947,718
63,903,893
3,779,848,563
50,607,367
3,571,163,605
CURRENT LIABILITIES:
Loans
20 231,438,124 404,098,402 313,554,408
Trade creditors and other current liabilities 24 1,845,584,514 1,734,374,043 1,973,035,847
Provisions 25 1,992,248 1,755,953 2,617,751
Total Current Liabilities 2,079,014,886 2,140,228,398 2,289,208,006
TOTAL LIABILITIES 5,689,962,604 5,920,076,961 5,860,371,611
TOTAL EQUITY AND LIABILITIES 7,399,620,148 7,452,544,411 7,561,505,886

The accompanying notes are part of these condensed consolidated financial statements.

CONDENSED CONSOLIDATED INCOME STATEMENTS FOR THE PERIODS ENDED 30 JUNE 2010 AND 2009

(Amounts expressed in euro)

(Translation of condensed consolidated financial statements originally issued in Portuguese. In case of discrepancies the Portuguese version prevails.)

nd Quarter
2
nd Quarter
2
2010
(Unaudited)
2009
(Unaudited)
30 June 2010 30 June 2009
Notes
Sales 1,131,251,265 1,071,778,054 2,209,764,574 2,063,893,607
Services rendered 286,962,052 272,677,254 566,739,485 544,343,005
Value created on investment properties 11 (145,485) (37,661,319) (3,957,957) (100,358,070)
Investment income 4,903,949 3,436,654 4,890,276 4,459,065
Financial income
Other income
3,942,427
116,961,280
3,000,038
117,951,841
6,791,929
217,274,399
8,087,412
217,565,365
Cost of goods sold and materials consumed (870,096,189) (851,070,067) (1,738,061,248) (1,649,459,711)
Changes in stocks of finished goods and work in progress 191,136 - 296,497 -
External supplies and services (289,891,091) (267,828,093) (556,305,770) (534,512,899)
Staff costs (173,147,507) (161,476,994) (344,135,696) (322,053,260)
Depreciation and amortisation 9 and 10 (73,198,144) (73,939,141) (146,094,344) (145,152,046)
Provisions and impairment losses (11,273,512) (8,839,308) (17,470,051) (16,152,798)
Financial expense (29,537,757) (35,060,585) (57,905,352) (80,322,712)
Other expenses (27,500,748) (26,243,871) (51,029,253) (47,988,031)
Share of results of associated undertakings 6 866,240 (2,712,520) (274,617) (2,955,235)
Profit/(Loss) before taxation 70,287,916 4,011,943 90,522,872 (60,606,308)
Taxation 28 (32,919,695) (4,089,177) (42,160,480) 10,302,974
Profit/(Loss) after taxation 29 37,368,221 (77,234) 48,362,392 (50,303,334)
Attributable to:
Equity holders of the Parent Company
Non-controlling interests
35,197,188
2,171,033
7,493,842
(7,571,076)
40,939,173
7,423,219
(28,120,304)
(22,183,030)
Profit/(Loss) per share
Basic 30 0.018827 0.004012 0.021898 (0.015057)
0.018793 0.004012 0.021833 (0.015057)
Diluted
The accompanying notes are part of these condensed consolidated financial statements.
30
The Board of Directors

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE PERIODS ENDED 30 JUNE 2010 AND 2009

(Amounts expressed in euro)

(Translation of condensed consolidated financial statements originally issued in Portuguese. In case of discrepancies the Portuguese version prevails.)

2nd Quarter
2010
(Unaudited)
2nd Quarter
2009
(Unaudited)
30 June 2010 30 June 2009
Net Profit / (Loss) for the period 37,368,221 (77,234) 48,362,392 (50,303,334)
Exchange differences arising on translation of foreign operations 15,331,865 11,471,647 24,393,402 19,543,458
Participation in other comprehensive income (net of tax) related to
associated companies included in consolidation by the equity method
(1,153,300) 1,544,487 (2,361,704) 1,544,487
Changes on fair value of available-for-sale financial assets (2,158,000) 2,822,000 (5,810,000) 3,818,000
Changes in hedge and fair value reserves 2,362,913 5,102,981 (6,961,905) (13,121,138)
Deferred tax related to changes in fair value reserves (1,415,234) (612,909) 301,323 1,022,298
Others (762,900) - (762,900) -
Other comprehensive income for the period 12,205,344 20,328,206 8,798,216 12,807,105
Total comprehensive income for the period 49,573,565 20,250,972 57,160,608 (37,496,229)
Attributable to:
Equity holders of the Parent Company 45,217,095 41,042,278 47,203,087 (14,502,940)
Non-controlling interests 4,356,470 (20,791,306) 9,957,521 (22,993,289)

The accompanying notes are part of these condensed consolidated financial statements.

SONAE, S.G.P.S., S.A.

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

FOR THE PERIODS ENDED 30 JUNE 2010 AND 2009

(Amounts expressed in euro)

(Translation of condensed consolidated financial statements originally issued in Portuguese. In case of discrepancies the Portuguese version prevails.)

Reserves and Retained Earnings
Non-Controlling
Total
Currency
Investments
Other Reserves
Share
Own
Total
Net
Total
Interests
Equity
Legal
Translation
Fair Value
Hedging
and Retained
Capital
Shares
Profit/(Loss)
Reserve
Reserve
Reserve
Reserve
Earnings
(Note 19)
Balance as at 1 January 2009
2,000,000,000
(138,568,275)
161,705,974
(4,251,321)
(1,976,346)
(11,232,990)
(934,717,935)
(790,472,618)
80,035,669
1,150,994,776
411,549,101
Total comprehensive income for the period
-
-
-
20,260,513
3,818,000
(10,461,149)
-
13,617,364
(28,120,304)
(14,502,940)
(22,993,289)
Appropriation of profit of 2008:
Transfer to legal reserves and retained earnings
-
-
1,523,608
-
-
-
78,512,061
80,035,669
(80,035,669)
-
-
Dividends distributed
-
-
-
-
-
-
(56,050,051)
(56,050,051)
-
(56,050,051)
-
Disposal of own shares/ attribution to employees
-
1,656,414
-
-
-
-
-
-
-
1,656,414
4,169
Changes in the consolidation perimeter
-
-
-
-
-
-
-
-
-
-
62,019,315
Other changes
-
-
-
-
-
-
(962,202)
(962,202)
-
(962,202)
752,157
Balance as at 30 June 2009
2,000,000,000
(136,911,861)
163,229,582
16,009,192
1,841,654
(21,694,139)
(913,218,127)
(753,831,838)
(28,120,304)
1,081,135,997
451,331,453
Balance as at 1 January 2010
2,000,000,000
(136,911,861)
163,229,582
27,670,569
11,801,654
(21,082,667)
(915,302,573)
(733,683,436)
93,760,817
1,223,165,520
477,968,755
Total comprehensive income for the period
-
-
-
19,509,639
(5,810,000)
(4,684,591)
(2,751,134)
6,263,914
40,939,173
47,203,087
9,957,521
Appropriation of profit of 2009:
Transfer to legal reserves and retained earnings
-
-
4,586,452
-
-
-
89,174,365
93,760,817
(93,760,817)
-
-
Dividends distributed
-
-
-
-
-
-
(58,889,883)
(58,889,883)
-
(58,889,883)
(1,314,038)
Disposal of own shares / attribution to employees
-
1,232,372
-
-
-
-
(693,484)
(693,484)
-
538,888
(471,377)
Changes in the consolidation perimeter
-
-
-
-
-
-
(1,238,277)
(1,238,277)
-
(1,238,277)
(822,591)
Capital increases
-
-
-
-
-
-
-
-
-
-
15,287,888
Other changes
-
-
-
-
-
-
(1,800,499)
(1,800,498)
-
(1,800,498)
72,549
Balance as at 30 June 2010
2,000,000,000
(135,679,489)
167,816,034
47,180,208
5,991,654
(25,767,258)
(891,501,485)
(696,280,847)
40,939,173
1,208,978,837
500,678,707
Attributable to Equity Holders of the Parent Company
1,562,543,877
(37,496,229)
-
(56,050,051)
1,660,583
62,019,315
(210,045)
1,532,467,450
1,701,134,275
57,160,608
-
(60,203,921)
67,511
(2,060,868)
15,287,888
(1,727,949)
1,709,657,544

The accompanying notes are part of these condensed consolidated financial statements.

SONAE, S.G.P.S., S.A.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE PERIODS ENDED 30 JUNE 2010 AND 2009

(Amounts expressed in euro)

(Translation of condensed consolidated financial statements originally issued in Portuguese. In case of discrepancies the Portuguese version prevails.)

2nd Quarter 2nd Quarter
Notes 2010 2009 30 June 2010 30 June 2009
(Unaudited) (Unaudited)
OPERATING ACTIVITIES
Net cash from operating activities (1) 166,855,722 290,653,736 68,872,347 136,814,058
INVESTMENT ACTIVITIES
Cash receipts arising from:
Investments 33,798,825 118,495 56,028,130 2,154,549
Tangible, intangible assets and investment properties 3,960,587 1,677,355 27,835,325 8,645,239
Dividends 911,306 209,003 911,473 209,003
Others 9,618,015 15,568,333 16,199,787 27,294,161
48,288,733 17,573,186 100,974,715 38,302,952
Cash Payments arising from:
Investments (5,747,233) (8,217,921) (11,055,757) (22,910,458)
Tangible, intangible assets and investment properties (84,300,953) (110,423,919) (224,276,050) (304,650,504)
Others (97,081) (10,681,262) (361,791) (13,729,658)
(90,145,267) (129,323,102) (235,693,598) (341,290,620)
Net cash used in investment activities (2) (41,856,534) (111,749,916) (134,718,883) (302,987,668)
FINANCING ACTIVITIES
Cash receipts arising from:
Loans obtained 1,901,283,999 4,041,178,556 3,350,180,599 6,161,897,026
Others 3,615 43,443,980 3,615 46,100,055
1,901,287,614 4,084,622,536 3,350,184,214 6,207,997,081
Cash Payments arising from:
Loans obtained (1,916,949,862) (4,096,770,537) (3,208,403,288) (5,915,560,212)
Interest and similar charges (5,821,767) (45,189,174) (54,187,525) (99,309,007)
Dividends (63,692,152) (60,011,933) (64,311,035) (60,170,328)
Others (20,649,221) (2,542,645) (23,468,388) (5,087,547)
Net cash used in financing activities (3) (2,007,113,002)
(105,825,388)
(4,204,514,289)
(119,891,753)
(3,350,370,236)
(186,022)
(6,080,127,094)
127,869,987
Net increase in cash and cash equivalents (4) = (1) + (2) + (3) 19,173,800 59,012,067 (66,032,558) (38,303,623)
Effect of foreign exchange rate (993,708) (147,902) (1,649,378) (452,688)
Cash and cash equivalents at the beginning of the period 17 63,915,564 45,955,084 148,466,253 142,965,988
Cash and cash equivalents at the end of the period 17 84,083,073 105,115,053 84,083,073 105,115,053
The accompanying notes are part of these condensed consolidated financial statements.
The Board of Directors
38

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL

STATEMENTS FOR THE PERIOD ENDED

30 June 2010

(Amounts expressed in euro)

(Translation of condensed consolidated financial statements originally issued in Portuguese.

In case of discrepancies the Portuguese version prevails.)

1 INTRODUCTION

SONAE, SGPS, SA ("Sonae Holding"), has its head office at Lugar do Espido, Via Norte, Apartado 1011, 4471-909 Maia, Portugal, and is the parent company of a group of companies, as detailed in Notes 4 to 7 ("Sonae"). Sonae`s operations and operating segments are described in Note 32.

Consolidation of business activities: Lazam/MDS

The process of acquisition of Lazam/MDS was only concluded in the second half of 2009, and, as disclosed in the financial statements for the period ended 31 December 2009, the process of imputation of fair value was not completed at that date. This process was completed during this period, and a retrospective correction of the accounting effects of this business combination was made as required by IFRS 3 – Business Combinations. Consequently the consolidated balance sheet as at 31 December 2009 was restated to reflect the adjusted values of assets and liabilities. The details of these changes are disclosed in note 8.

2 PRINCIPAL ACCOUNTING POLICIES

The accounting policies adopted are consistent with those followed in the preparation of annual financial statements for the year ended 31 December 2009, with the exception of those described in note 3.

2.1. Basis of preparation

Interim financial statements are presented quarterly, in accordance with IAS 34 – "Interim Financial Reporting".

The accompanying condensed consolidated financial statements have been prepared from the books and accounting records of the companies included in the consolidation (Notes 4 to 6) on a going concern basis and under the historical cost convention, except for investment properties and financial instruments which are stated at fair value.

3 CHANGES IN ACCOUNTING POLICIES

During the period it was adopted a set of accounting standards, interpretations, amendments and revisions issued in previous periods and whose implementation became mandatory during the financial year 2010 as disclosed in the financial statements presented for the period ended as at 31 December 2009 and which, except as described below, didn't have any significant impacts on the financial statements as at 30 June 2010.

During the period it has been adopted for the first time the revised version of IFRS 3 – Business Combinations (revised 2008) and IAS 27 – Consolidated and separate financial statements (revised 2008).

These changes brought some modifications in the accounting policies of recording business combinations, in particular:

  • (a) the calculation of goodwill and the measurement of non-controlling interests (previously referred to as minority interests): introduced the option, on transaction-by-transaction basis, of calculating the value of non-controlling interests at fair value of assets and liabilities acquired, or their share of the identifiable net assets of the acquire. Additionally, goodwill is now calculated as the difference between the acquisition price of the participation plus the non-controlling interests and the fair value of the assets and liabilities acquired;
  • (b) the recognition and subsequent accounting requirements for contingent consideration: whereas, under the previous version of the Standard, contingent consideration was recognized at the acquisition date only if it met probability and reliably measurable criteria, under the revised Standard that consideration for the acquisition always includes the fair value of any contingent consideration. Once the fair value of the contingent consideration for the acquisition date has been determined, subsequent adjustments are made against goodwill only to the extent that they reflect fair value at the acquisition date, and they occur within the 'measurement period' (a maximum of 12 months form the acquisition date). Under the previous version of the Standard, adjustments to consideration were always made against goodwill;
  • (c) the accounting treatment of acquisition-related costs: they are generally recorded as expenses in the periods in which they are incurred, and don't influence the acquisition price;
  • (d) the accounting of purchase transactions of entities already controlled by the entity and sale transactions that don't imply the loss of control: until the adoption of the revised version of IAS 27 an increase in equity interests in a subsidiary implied the calculation of goodwill, and a loss on the percentage of control would give rise to a profit or loss in that period. With this new standard, transactions whereby the parent entity acquires further equity interests or disposes of equity interest but without losing control, are accounted for as equity transactions and only affect the company's equity, there is no recognition of goodwill or profit or loss in the period;
  • (e) the calculation of the profit or loss associated with disposal of equity interests in a subsidiary with loss of control and subsequent accounting for a residual interest: according to the new version of the standard as a result of the loss of control, the assets and liabilities of the disposed subsidiary should be derecognised and any interest retained on the entity should be remeasured at fair value. The value received as a result of the sale plus the effect of remeasurement is registered as profit or loss of the period.

4 GROUP COMPANIES INCLUDED IN THE CONSOLIDATED FINANCIAL STATEMENTS

Group companies included in the consolidated financial statements, their head offices and percentage of share capital held by Sonae as at 30 June 2010 and 31 December 2009 are as follows:

Percentage of capital held
30 June 2010 31 December 2009
COMPANY Head Office Direct Total Direct Total
Sonae - SGPS, S.A. Maia HOLDING HOLDING HOLDING HOLDING
Retail
Arat Inmuebles, SA a) Madrid (Spain) 100.00% 100.00% 100.00% 100.00%
Azulino Imobiliária, SA a) Maia 100.00% 100.00% 100.00% 100.00%
BB Food Service, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Bertimóvel - Sociedade Imobiliária, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Best Offer - Prestação de Informações por
Internet, SA
a) Maia 100.00% 100.00% 100.00% 100.00%
Bikini, Portal de Mulheres, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Bom Momento - Comércio Retalhista, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Canasta - Empreendimentos Imobiliários,
SA
a) Maia 100.00% 100.00% 100.00% 100.00%
Carnes do Continente - Indústria e
Distribuição Carnes, SA
a) Santarém 100.00% 100.00% 100.00% 100.00%
Chão Verde - Sociedade de Gestão
Imobiliária, SA
a) Maia 100.00% 100.00% 100.00% 100.00%
Citorres - Sociedade Imobiliária, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Contibomba - Comércio e Distribuição de
Combustíveis, SA
a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Contimobe - Imobiliária de Castelo de
Paiva, SA
a) Castelo de Paiva 100.00% 100.00% 100.00% 100.00%
Continente Hipermercados, SA a) Lisbon 100.00% 100.00% 100.00% 100.00%
Cumulativa - Sociedade Imobiliária, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Difusão - Sociedade Imobiliária, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Edições Book.it, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Efanor - Design e Serviços, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Estevão Neves - Hipermercados da
Madeira, SA
a) Madeira 100.00% 100.00% 100.00% 100.00%
Farmácia Selecção, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Fozimo - Sociedade Imobiliária, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Fozmassimo - Sociedade Imobiliária, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Fundo de Investimento Imobiliário
Fechado Imosede
a) Maia 54.55% 54.55% 54.55% 54.55%
Fundo de Investimento Imobiliário
Fechado Imosonae Dois
a) Maia 100.00% 100.00% 100.00% 100.00%
Global S - Hipermercado, Lda a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Good and Cheap - Comércio Retalhista, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Hipotética - Comércio Retalhista, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Sonaerp – Retail Properties, SA a) Porto 100.00% 100.00% 100.00% 100.00%
Igimo - Sociedade Imobiliária, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Iginha - Sociedade Imobiliária, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Imoconti - Sociedade Imobiliária, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Imoestrutura - Sociedade Imobiliária, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Imomuro - Sociedade Imobiliária, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Imoresultado - Sociedade Imobiliária, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Imosistema - Sociedade Imobiliária, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Infofield - Informática, SA a) Maia 100.00% 100.00% 100.00% 100.00%
3) Fashion Division, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Just Sport - Comércio de Artigos de
Desporto, SA
a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Marcas MC, Zrt a) Budapest
(Hungary)
100.00% 100.00% 100.00% 100.00%
MJLF - Empreendimentos Imobiliários, SA a) Maia 100.00% 100.00% 100.00% 100.00%
MC - SGPS, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Modalfa - Comércio e Serviços, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Modalloop – Vestuário e Calçado, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Modelo Continente Hipermercados,SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Modelo Continente Seguros - Sociedade
Mediação, SA
a) Porto 100.00% 87.50% 100.00% 87.50%
Modelo Hiper Imobiliária, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Modelo Hipermercados Trading, SA a) Madrid (Spain) 100.00% 100.00% 100.00% 100.00%
Modelo.com - Vendas p/Correspond., SA a) Maia 100.00% 100.00% 100.00% 100.00%
NA - Comércio de Artigos de Desporto, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
NA - Equipamentos para o Lar, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Peixes do Continente - Indústria e
Distribuição de Peixes, SA
a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Pharmacontinente - Saúde e Higiene, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Pharmaconcept – Actividades em Saúde,
SA
a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Predicomercial - Promoção Imobiliária, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Selifa - Empreendimentos Imobiliários de
Fafe, SA
a) Maia 100.00% 100.00% 100.00% 100.00%
Sempre à Mão - Sociedade Imobiliária, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Sesagest - Proj.Gestão Imobiliária, SA a) Porto 100.00% 100.00% 100.00% 100.00%
Socijofra - Sociedade Imobiliária, SA a) Gondomar 100.00% 100.00% 100.00% 100.00%
Sociloures - Sociedade Imobiliária, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Soflorin, BV a) Amsterdam (The
Netherlands)
100.00% 100.00% 100.00% 100.00%
Solaris Supermercados, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Sonae Capital Brasil, Lda a) São Paulo (Brazil) 100.00% 100.00% 100.00% 100.00%
Sonae Center Serviços II, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Sonae Investimentos, SGPS, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
SIAL Participações, Ltda a) São Paulo (Brazil) 100.00% 100.00% 100.00% 100.00%
Sonae Retalho España - Servicios
Generales, SA
a) Madrid (Spain) 100.00% 100.00% 100.00% 100.00%
Sonae Specialized Retail, SGPS, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Sondis Imobiliária, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Sontária - Empreendimentos Imobiliários,
SA
a) Maia 100.00% 100.00% 100.00% 100.00%
Sonvecap, BV a) Amsterdam (The
Netherlands)
100.00% 100.00% 100.00% 100.00%
Sport Zone - Comércio de Artigos de
Desporto, SA
a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Sport Zone España - Comércio de Articulos
de Deporte, SA
a) Madrid (Spain) 100.00% 100.00% 100.00% 100.00%
Têxtil do Marco, SA a) Marco de
Canaveses
90.37% 90.37% 80.37% 80.37%
Tlantic Portugal - Sistemas de Informação,
SA
a) Maia 100.00% 100.00% 100.00% 100.00%
Tlantic Sistemas de Informação, Ltda a) Porto Alegre
(Brazil)
100.00% 100.00% 100.00% 100.00%
Todos os Dias - Com. Ret. Expl. C. Comer.,
SA
a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Valor N, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Well W - Electrodomésticos e
Equipamentos, SA
a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Worten - Equipamento para o Lar, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Worten España Distribución, S.L. a) Madrid (Spain) 100.00% 100.00% 100.00% 100.00%
Zippy – Comércio e Distribuição, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Zippy - Comércio Y Distribución, SA a) Madrid (Spain) 100.00% 100.00% 100.00% 100.00%
Telecommunications
Be Artis - Concepção, Construção e Gestão
de Redes de Comunicações, SA
a) Maia 100.00% 54.39% 100.00% 54.23%
Be Towering – Gestão de Torres de
Telecomunicações, SA
a) Maia 100.00% 54.39% 100.00% 54.23%
Cape Tecnologies Limited a) Dublin (Ireland) 100.00% 54.39% 100.00% 54.23%
Digitmarket - Sistemas de Informação, SA a) Maia 75.10% 40.85% 75.10% 40.72%
Lugares Virtuais, SA a) Maia 100.00% 54.39% 100.00% 54.23%
M3G - Edições Digitais, SA a) Maia 100.00% 54.39% 100.00% 54.23%
Magma - Operação de Titularização de
Créditos
c) Portugal 100.00% 54.39% 100.00% 54.23%
Mainroad Serviços em Tecnologias de
Informação, SA
a) Maia 100.00% 54.39% 100.00% 54.23%
Miauger - Org. Gestão Leilões
Electrónicos, SA
a) Maia 100.00% 54.39% 100.00% 54.23%
Per-Mar - Sociedade de Construções, SA a) Maia 100.00% 54.39% 100.00% 54.23%
Praesidium Services Limited a) Berkshire (U.K.) 100.00% 54.39% 100.00% 54.23%
Público - Comunicação Social, SA a) Porto 100.00% 54.39% 100.00% 54.23%
Saphety Level - Trusted Services, SA a) Maia 86.99% 47.32% 86.99% 47.17%
Sonaecom BV a) Amsterdam (The
Netherlands)
100.00% 54.39% 100.00% 54.23%
Sonae Telecom, SGPS, SA a) Maia 100.00% 54.39% 100.00% 54.23%
Sonaecom - Serviços de Comunicação, SA a) Maia 100.00% 54.39% 100.00% 54.23%
Sonaecom - Sistemas de Informação,
SGPS, SA
a) Maia 100.00% 54.39% 100.00% 54.23%
1) Sonaecom - Sistemas de Información
España, SL
a) Madrid 100.00% 54.39% - -
Sonaecom, SGPS, SA a) Maia 55.42% 54.39% 55.12% 54.23%
Sonaetelecom, BV a) Amsterdam (The
Netherlands)
100.00% 54.39% 100.00% 54.23%
Tecnológica Telecomunicações, Ltda a) Rio de Janeiro
(Brazil)
99.99% 54.34% 99.99% 54.17%
We Do Consulting - Sistemas de
Informação, SA
a) Maia 100.00% 54.39% 100.00% 54.23%
We Do Brasil Soluções Informáticas, Ltda a) Rio de Janeiro
(Brazil)
99.91% 54.34% 99.91% 54.28%
We Do Poland Sp.Z.o.o. a) Posnan (Poland) 100.00% 54.39% 100.00% 54.23%
We Do Tecnologies Americas, Inc. a) Miami (USA) 100.00% 54.39% 100.00% 54.23%
We Do Technologies Australia PTY Limited a) Australia 100.00% 54.39% 100.00% 54.23%
We Do Tecnologies BV a) Amsterdam (The
Netherlands)
100.00% 54.39% 100.00% 54.23%
We Do Technologies BV – Sucursal Malásia a) Kuala Lumpur
(Malásia)
100.00% 54.39% 100.00% 54.23%
We Do Technologies Chile, SpA a) Santiago (Chile) 100.00% 54.39% 100.00% 54.23%
We Do Technologies Egypt Limited
Liability Company
a) Cairo (Egypt) 100.00% 54.39% 100.00% 54.23%
We Do Technologies Mexico S. de RL a) Mexico City 100.00% 54.39% 100.00% 54.23%
1) We Do Technologies Panamá SA a) Panama City 100.00% 54.39% - -
1) We Do Technologies Singapore PTE. LDT a) Singapore 100.00% 54.39% - -
We Do Technologies (UK) Limited a) Berkshire (U.K.) 100.00% 54.39% 100.00% 54.23%
Investment Management
ADD Avaliações Engenharia de Avaliações
e Perícias, Ltda
a) Brazil 100.00% 50.00% 100.00% 50.00%
ADDmakler Administração e Corretagem
de Seguros, Ltda
a) Brazil 99.98% 50.00% 99.98% 50.00%
ADDmakler Administradora, Corretora de
Seguros Partic. Ltda
a) Brazil 100.00% 50.00% 100.00% 50.00%
Fontana Corretora de Seguros Ltda a) Brazil 99.99% 50.01% 99.99% 50.01%
Herco Consultoria de Risco e Corretora de
Seguros, Ltda
a) Brazil 100.00% 50.01% 100.00% 50.01%
Larim Corretora de Resseguros Ltda a) Brazil 99.99% 50.01% 99.99% 50.01%
Lazam/mds Correctora Ltda a) Brazil 100.00% 50.01% 100.00% 50.01%
MDS - Corretor de Seguros, SA a) Porto 100.00% 50.01% 100.00% 50.01%
MDS, SGPS, SA a) Maia 50.01% 50.01% 50.01% 50.01%
MDS Consultores, SA a) Maia 100.00% 50.01% 100.00% 50.01%
Miral Administração e Corretagem de
Seguros, Ltda
a) Brazil 100.00% 50.01% 100.00% 50.01%
Modelo - Distribuição de Materiais de
Construção, SA
b) Maia 50.00% 50.00% 50.00% 50.00%
RSI Corretora de Seguros, Ltda a) Brazil 100.00% 50.01% 100.00% 50.01%
Terra Nossa Corretora de Seguros, Ltda a) Brazil 100.00% 50.01% 100.00% 50.01%
Others
Libra Serviços, Lda a) Funchal 100.00% 100.00% 100.00% 100.00%
Sonae Investments, BV a) Amsterdam (The
Netherlands)
100.00% 100.00% 100.00% 100.00%
Sonae RE, SA a) Luxemburg 99.92% 99.92% 99.92% 99.92%
Sonaecenter Serviços, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Sonaegest-Soc.Gest.Fundos
Investimentos, SA
a) Maia 80.00% 70.00% 80.00% 70.00%
Sontel, BV a) Amsterdam (The
Netherlands)
100.00% 100.00% 100.00% 100.00%
  • 1) Companies incorporated in the period;
  • 2) Companies disposed in the period;
  • 3) Ex Inventory Acessórios de Casa, SA;
  • a) Majority of voting rights;
  • b) Management control;
  • c) Control determined in accordance with SIC 12 Special purpose entities.

These group companies are consolidated using the full consolidation method.

5 JOINTLY CONTROLLED COMPANIES

Jointly controlled companies included in the consolidated financial statements, their head offices and the percentage of share capital held by Sonae as at 30 June 2010 and 31 December 2009 are as follows:

Percentage of capital held
30 June 2010 31 December 2009
COMPANY Head Office Direct Total Direct Total
Shopping Centres
3DO Holding GmbH Dusseldorf
(Germany)
100.00% 50.00% 100.00% 50.00%
3DO Shopping Centre GmbH Dusseldorf
(Germany)
100.00% 50.00% 100.00% 50.00%
3shoppings - Holding, SGPS, SA Maia 100.00% 25.05% 100.00% 25.05%
1) Adlands BV Amsterdam (The
Netherlands)
50.00% 25.00% - -
Aegean Park, SA Athens (Greece) 100.00% 25.00% 100.00% 25.00%
Airone - Shopping Centre, Srl Milan (Italy) 100.00% 25.05% 100.00% 25.05%
ALEXA Administration GmbH Berlin (Germany) 100.00% 25.00% 100.00% 25.00%
ALEXA Holding GmbH Dusseldorf
(Germany)
50.00% 25.00% 50.00% 25.00%
2) Alexa Asset GmbH & Co Dusseldorf
(Germany)
50.00% 25.00% 50.00% 25.00%
ALEXA Shopping Centre GmbH Dusseldorf
(Germany)
100.00% 25.00% 100.00% 25.00%
Algarveshopping - Centro Comercial, SA Maia 100.00% 25.05% 100.00% 25.05%
Arrábidashopping - Centro Comercial, SA Maia 50.00% 12.53% 50.00% 12.53%
Avenida M-40, BV Amsterdam (The
Netherlands)
100.00% 25.05% 100.00% 25.05%
Cascaishopping - Centro Comercial, SA Maia 50.00% 12.53% 50.00% 12.53%
Cascaishopping Holding I, SGPS, SA Maia 100.00% 25.05% 100.00% 25.05%
Centro Colombo - Centro Comercial, SA Maia 100.00% 12.53% 100.00% 12.53%
Centro Vasco da Gama - Centro Comercial, SA Maia 50.00% 12.53% 50.00% 12.53%
Clérigoshopping - Gestão do Centro
Comercial, SA
Maia 100.00% 50.00% 100.00% 50.00%
Coimbrashopping - Centro Comercial, SA Maia 100.00% 25.05% 100.00% 25.05%
Colombo Towers Holding, BV The Hague (The
Netherlands)
50.00% 25.00% 50.00% 25.00%
Craiova Mall BV Amsterdam (The
Netherlands)
100.00% 50.00% 100.00% 50.00%
Dortmund Tower GmbH Dusseldorf
(Germany)
100.00% 50.00% 100.00% 50.00%
Dos Mares - Shopping Centre, BV Amsterdam (The
Netherlands)
100.00% 25.05% 100.00% 25.05%
Dos Mares - Shopping Centre, SA Madrid (Spain) 100.00% 25.05% 100.00% 25.05%
El Rosal Shopping, SA Madrid (Spain) 70.00% 35.00% 70.00% 35.00%
Estação Viana - Centro Comercial, SA Viana do Castelo 100.00% 25.05% 100.00% 25.05%
Freccia Rossa - Shopping Centre, Srl Milan (Italy) 50.00% 25.00% 50.00% 25.00%
Fundo I.I . Parque Dom Pedro Shopping
Center, SA
São Paulo (Brazil) 50.00% 3.99% 50.00% 3.99%
Fundo Investimento Imob. Shopping Parque
D. Pedro Shopping, SA
São Paulo (Brazil) 100.00% 21.25% 100.00% 21.25%
Gaiashopping I - Centro Comercial, SA Maia 50.00% 12.53% 50.00% 12.53%
Gaiashopping II - Centro Comercial, SA Maia 100.00% 12.53% 100.00% 12.53%
Gli Orsi 1 Shopping Centre, Srl Milan (Italy) 100.00% 50.00% 100.00% 50.00%
Guimarãeshopping - Centro Comercial, SA Maia 100.00% 25.05% 100.00% 25.05%
Harvey Dos Iberica, SL Madrid (Spain) 50.00% 12.53% 50.00% 12.53%
Le Terrazze – Shopping Centre 1, Srl Milan (Italy) 50.00% 25.00% 50.00% 25.00%
Iberian Assets, SA Madrid (Spain) 49.78% 12.48% 49.78% 12.48%
Inparsa - Gestão de Galeria Comerc., SA Maia 100.00% 50.00% 100.00% 50.00%
Ioannina Development of Shopping Centres,
SA
Athens (Greece) 100.00% 50.00% 100.00% 50.00%
KLC Holdings XII, SA Luxembourg 100.00% 50.00% 100.00% 50.00%
La Farga - Shopping Centre, SL Madrid (Spain) 100.00% 12.48% 100.00% 12.48%
Larissa Development of Shopping Centres, SA Athens (Greece) 100.00% 25.00% 100.00% 25.00%
6) Lembo Services Ltd Cyprus 100.00% 50.00% 100.00% 50.00%
Loop 5 - Shopping Centre Gmbh Dusseldorf
(Germany)
50.00% 25.00% 50.00% 25.00%
Luz del Tajo - Centro Comercial, SA Madrid (Spain) 100.00% 25.05% 100.00% 25.05%
Luz del Tajo, BV Amsterdam (The
Netherlands)
100.00% 25.05% 100.00% 25.05%
Madeirashopping - Centro Comercial, SA Funchal (Madeira) 50.00% 12.53% 50.00% 12.53%
Maiashopping - Centro Comercial, SA Maia 100.00% 25.05% 100.00% 25.05%
MC Property Management, SA Athens (Greece) 75.00% 18.75% 75.00% 18.75%
Münster Arkaden, BV Amsterdam (The
Netherlands)
100.00% 25.05% 100.00% 25.05%
Norte Shopping Retail and Leisure Centre, BV Amsterdam (The
Netherlands)
50.00% 12.53% 50.00% 12.53%
Norteshopping - Centro Comercial, SA Maia 100.00% 12.53% 100.00% 12.53%
Pantheon Plaza BV Amsterdam (The
Netherlands)
50.00% 25.00% 50.00% 25.00%
Paracentro - Gestão de Galerias Comerciais,
SA
Maia 100.00% 50.00% 100.00% 50.00%
Park Avenue Developement of Shopping
Centers, SA
Athens (Greece) 100.00% 25.00% 100.00% 25.00%
Parque Atlântico Shopping - Centro Comercial
SA
Ponta Delgada
(Azores)
50.00% 12.53% 50.00% 12.53%
Parque D. Pedro 1, BV Sarl Luxembourg 100.00% 25.00% 100.00% 25.00%
Parque D. Pedro 2, BV Sarl Luxembourg 100.00% 25.00% 100.00% 25.00%
Parque de Famalicão - Empreendimentos
Imobiliários, SA
Maia 100.00% 50.00% 100.00% 50.00%
Parque Principado, SL Madrid (Spain) 50.00% 12.53% 50.00% 12.53%
Pátio Boavista Shopping, Ltda São Paulo (Brazil) 100.00% 23.92% 100.00% 23.91%
Pátio Goiânia Shopping, Ltda São Paulo (Brazil) 100.00% 23.92% 100.00% 23.91%
Pátio Londrina Empreendimentos e
Participações, Ltda
São Paulo (Brazil) 100.00% 23.92% 100.00% 23.91%
Pátio Penha Shopping, Ltda São Paulo (Brazil) 99.99% 23.92% 99.99% 23.91%
Pátio São Bernardo Shopping Ltda São Paulo (Brazil) 100.00% 23.92% 100.00% 23.91%
Pátio Sertório Shopping Ltda São Paulo (Brazil) 100.00% 23.92% 100.00% 23.91%
Pátio Uberlândia Shopping Ltda São Paulo (Brazil) 100.00% 23.92% 100.00% 23.91%
Plaza Eboli - Centro Comercial, SA Madrid (Spain) 100.00% 50.00% 100.00% 50.00%
Plaza Eboli, BV Amsterdam (The
Netherlands)
100.00% 50.00% 100.00% 50.00%
Plaza Mayor Holding, SGPS, SA Maia 100.00% 25.05% 100.00% 25.05%
Plaza Mayor Parque de Ócio, BV Amsterdam (The
Netherlands)
100.00% 25.05% 100.00% 25.05%
Plaza Mayor Parque de Ócio, SA Madrid (Spain) 100.00% 25.05% 100.00% 25.05%
Plaza Mayor Shopping, BV Amsterdam (The
Netherlands)
100.00% 25.05% 100.00% 25.05%
Plaza Mayor Shopping, SA Madrid (Spain) 75.00% 18.79% 75.00% 18.79%
Ploi Mall BV Amsterdam (The
Netherlands)
100.00% 50.00% 100.00% 50.00%
Pridelease Investments, Ltd Cascais 100.00% 50.00% 100.00% 50.00%
Project 4, Srl Milan (Italy) 100.00% 50.00% 100.00% 50.00%
Project SC 1, BV Amsterdam (The
Netherlands)
50.00% 25.00% 50.00% 25.00%
Project SC 2, BV Amsterdam (The
Netherlands)
100.00% 50.00% 100.00% 50.00%
Project Sierra 1 - Shopping Centre, GmbH Vienna (Austria) 100.00% 50.00% 100.00% 50.00%
Project Sierra 2, BV Amsterdam (The
Netherlands)
100.00% 50.00% 100.00% 50.00%
7) Beralands BV Amsterdam (The
Netherlands)
100.00% 50.00% 100.00% 50.00%
Project Sierra 6, BV Amsterdam (The
Netherlands)
50.00% 25.00% 100.00% 50.00%
Project Sierra 7 BV Amsterdam (The
Netherlands)
100.00% 50.00% 100.00% 50.00%
Project Sierra 8 BV Amsterdam (The
Netherlands)
100.00% 25.05% 100.00% 50.00%
Project Sierra 9 BV Amsterdam (The
Netherlands)
100.00% 50.00% 100.00% 50.00%
Project Sierra 10 BV Amsterdam (The
Netherlands)
100.00% 50.00% 100.00% 50.00%
Project Sierra Brazil 1, BV Amsterdam (The
Netherlands)
100.00% 50.00% 100.00% 50.00%
Project Sierra Four SA Bucharest
(Romania)
100.00% 50.00% 100.00% 50.00%
Project Sierra Germany 2 (two), Shopping
Centre GmbH
Dusseldorf
(Germany)
100.00% 50.00% 100.00% 50.00%
Project Sierra Germany 3 (three), Shopping
Centre, GmbH
Dusseldorf
(Germany)
100.00% 50.00% 100.00% 50.00%
Project Sierra Germany 4 (four), Shopping
Centre, GmbH
Dusseldorf
(Germany)
100.00% 50.00% 100.00% 50.00%
Project Sierra Germany Shopping Centre 1 BV Amsterdam (The
Netherlands)
100.00% 50.00% 100.00% 50.00%
Project Sierra Germany Shopping Centre 2 BV Amsterdam (The
Netherlands)
100.00% 50.00% 100.00% 50.00%
Project Sierra Italy 1 - Shopping Centre, Srl Milan (Italy) 100.00% 50.00% 100.00% 50.00%
Project Sierra Italy 2 - Development of
Shopping Centres, Srl
Milan (Italy) 100.00% 50.00% 100.00% 50.00%
Project Sierra Italy 3 - Shopping Centre, Srl Milan (Italy) 100.00% 50.00% 100.00% 50.00%
Project Sierra Italy 5 - Development of
Shopping Centres Srl
Milan (Italy) 100.00% 50.00% 100.00% 50.00%
Project Sierra One Srl Bucharest
(Romania)
100.00% 50.00% 100.00% 50.00%
3) ARP Alverca Retail Park, SA Maia 50.00% 25.00% 50.00% 25.00%
4) CCCB Caldas da Rainha - Centro Comercial,SA Maia 100.00% 50.00% 100.00% 50.00%
5) LCC Leiriashopping – Centro Comercial, SA Maia 100.00% 50.00% 100.00% 50.00%
Project Sierra Portugal IV - Centro Comercial,
SA
Maia 100.00% 50.00% 100.00% 50.00%
Project Sierra Portugal V - Centro Comercial,
SA
Maia 100.00% 50.00% 100.00% 50.00%
Project Sierra Portugal VII - Centro Comercial,
SA
Maia 100.00% 50.00% 100.00% 50.00%
Project Sierra Portugal VIII - Centro
Comercial, SA
Maia 100.00% 50.00% 100.00% 50.00%
Project Sierra Spain 1, BV Amsterdam (The
Netherlands)
100.00% 50.00% 100.00% 50.00%
Project Sierra Spain 2 - Centro Comercial, SA Madrid (Spain) 100.00% 50.00% 100.00% 50.00%
Project Sierra Spain 2, BV Amsterdam (The
Netherlands)
100.00% 50.00% 100.00% 50.00%
Project Sierra Spain 3 - Centro Comercial, SA Madrid (Spain) 50.00% 25.00% 50.00% 25.00%
Project Sierra Spain 3, BV Amsterdam (The
Netherlands)
100.00% 50.00% 100.00% 50.00%
Project Sierra Spain 6 - Centro Comercial, SA Madrid (Spain) 100.00% 50.00% 100.00% 50.00%
Project Sierra Spain 6, BV Amsterdam (The
Netherlands)
100.00% 50.00% 100.00% 50.00%
Project Sierra Spain 7 - Centro Comercial, SA Madrid (Spain) 100.00% 50.00% 100.00% 50.00%
Project Sierra Spain 7, BV Amsterdam (The
Netherlands)
100.00% 50.00% 100.00% 50.00%
Project Sierra Three Srl Bucharest
(Romania)
100.00% 50.00% 100.00% 50.00%
Project Sierra Two Srl Bucharest
(Romania)
100.00% 50.00% 100.00% 50.00%
River Plaza BV Amsterdam (The
Netherlands)
100.00% 50.00% 100.00% 50.00%
River Plaza Mall, Srl Bucharest
(Romania)
100.00% 50.00% 100.00% 50.00%
S.C. Microcom Doi Srl Bucharest
(Romania)
100.00% 50.00% 100.00% 50.00%
SC Aegean, BV Amsterdam (The
Netherlands)
50.00% 25.00% 50.00% 25.00%
SC Mediterranean Cosmos, BV Amsterdam (The
Netherlands)
50.00% 12.53% 50.00% 12.53%
Shopping Centre Colombo Holding, BV Amsterdam (The
Netherlands)
50.00% 12.53% 50.00% 12.53%
Shopping Centre Parque Principado, BV Amsterdam (The
Netherlands)
100.00% 25.05% 100.00% 25.05%
Sierra Asset Management - Gestão de
Activos, SA
Maia 100.00% 50.00% 100.00% 50.00%
Sierra Brazil 1, BV Amsterdam (The 100.00% 25.00% 100.00% 25.00%
Sierra Charagionis Development of Shopping Netherlands)
Centers, SA Athens (Greece) 50.00% 25.00% 50.00% 25.00%
Sierra Charagionis Property Management, SA Athens (Greece) 50.00% 25.00% 50.00% 25.00%
Sierra Corporate Services - Apoio à Gestão,
SA
Lisbon 100.00% 50.00% 100.00% 50.00%
Sierra Corporate Services Holland, BV Amsterdam (The
Netherlands)
100.00% 50.00% 100.00% 50.00%
Sierra Development of Shopping Centres
Greece, SA
Athens (Greece) 100.00% 50.00% 100.00% 50.00%
Sierra Developments - Serviços de Promoção
Imobiliária, SA
Maia 100.00% 50.00% 100.00% 50.00%
Sierra Developments Germany GmbH Dusseldorf
(Germany)
100.00% 50.00% 100.00% 50.00%
8) Sierra Berlin Holding BV Amsterdam (The
Netherlands)
100.00% 50.00% 100.00% 50.00%
Sierra Developments Holding, BV Amsterdam (The
Netherlands)
100.00% 50.00% 100.00% 50.00%
Sierra Developments Iberia 1, Promoção
Imobiliária, SA
Maia 100.00% 50.00% 100.00% 50.00%
Sierra Developments Italy, Srl Milan (Italy) 100.00% 50.00% 100.00% 50.00%
Sierra Developments Romania SRL Bucharest
(Romania)
100.00% 50.00% 100.00% 50.00%
Sierra Developments Spain - Promociones de
Centros Comerciales, SL
Madrid (Spain) 100.00% 50.00% 100.00% 50.00%
Sierra Developments, SGPS, SA Maia 100.00% 50.00% 100.00% 50.00%
Sierra Enplanta, Ltda São Paulo (Brazil) 100.00% 23.92% 100.00% 23.91%
Sierra European Retail Real Estate Assets
Holdings, BV
Amsterdam (The
Netherlands)
50.10% 25.05% 50.10% 25.05%
Sierra GP, Limited Guernesey (U.K.) 100.00% 49.99% 100.00% 49.99%
Sierra Investimentos Brasil Ltda São Paulo (Brazil) 100.00% 23.92% 100.00% 23.91%
Sierra Investments (Holland) 1, BV Amsterdam (The
Netherlands)
100.00% 50.00% 100.00% 50.00%
Sierra Investments (Holland) 2, BV Amsterdam (The
Netherlands)
100.00% 50.00% 100.00% 50.00%
Sierra Investments Holding, BV Amsterdam (The
Netherlands)
100.00% 50.00% 100.00% 50.00%
Sierra Investments SGPS, SA Maia 100.00% 50.00% 100.00% 50.00%
Sierra Italy Holding, BV Amsterdam (The
Netherlands)
100.00% 50.00% 100.00% 50.00%
Sierra Management Germany, GmbH Dusseldorf
(Germany)
100.00% 50.00% 100.00% 50.00%
Sierra Management II - Gestão de Centros
Comerciais, SA
Lisbon 100.00% 50.00% 100.00% 50.00%
Sierra Management Italy, Srl Milan (Italy) 100.00% 50.00% 100.00% 50.00%
Sierra Management New Tech.Bus. -
Serv.Comu.CC, SA
Lisbon 100.00% 50.00% 100.00% 50.00%
Sierra Management Portugal - Gestão de
Centros Comerciais, SA
Lisbon 100.00% 50.00% 100.00% 50.00%
Sierra Management Spain - Gestión de
Centros Comerciales, SA
Madrid (Spain) 100.00% 50.00% 100.00% 50.00%
Sierra Management, SGPS, SA Maia 100.00% 50.00% 100.00% 50.00%
Sierra Property Management Greece, SA Athens (Greece) 100.00% 50.00% 100.00% 50.00%
Sierra Property Management, Srl Bucharest
(Romania)
100.00% 50.00% 100.00% 50.00%
Sonae Sierra Brasil, SA São Paulo (Brazil) 95.20% 23.92% 95.20% 23.91%
Sonae Sierra Brazil, BV Sarl Luxembourg 50.00% 25.00% 50.00% 25.00%
Sonae Sierra, SGPS, SA Maia 50.00% 50.00% 50.00% 50.00%
SPF - Sierra Portugal Luxembourg 100.00% 50.00% 100.00% 50.00%
SRP - Parque Comercial de Setúbal, SA Maia 50.00% 25.00% 50.00% 25.00%
Torre Ocidente - Imobiliária, SA Maia 50.00% 12.50% 50.00% 12.50%
Unishopping Administradora, Ltda São Paulo (Brazil) 100.00% 23.91% 100.00% 23.91%
Unishopping Consultoria Imobiliária, Ltda São Paulo (Brazil) 99.98% 23.91% 99.98% 23.91%
Valecenter, Srl Milan (Italy) 100.00% 25.05% 100.00% 25.05%
Via Catarina - Centro Comercial, SA Maia 50.00% 12.53% 50.00% 12.53%
Vuelta Omega, S.L. Madrid (Spain) 100.00% 12.53% 100.00% 12.53%
Weiterstadt Shopping BV Amsterdam (The
Netherlands)
100.00% 50.00% 100.00% 50.00%
Zubiarte Inversiones Inmobiliarias, SA Madrid (Spain) 49.83% 12.48% 49.83% 12.48%
Telecommunications
Unipress - Centro Gráfico, Lda Vila Nova de Gaia 50.00% 27.16% 50.00% 27.11%
Investment Management
Equador & Mendes - Agência de Viagens e
Turismo, Lda
Lisbon 50.00% 37.50% 50.00% 37.50%
Marcas do Mundo - Viagens e Turismo,
Sociedade Unipessoal, Lda
Lisbon 50.00% 50.00% 50.00% 50.00%
Movimentos Viagens - Viagens e Turismo,
Sociedade Unipessoal, Lda
Lisbon 50.00% 50.00% 50.00% 50.00%
Nova Equador Internacional,Agência de
Viagens e Turismo, Lda
Lisbon 50.00% 37.50% 50.00% 37.50%
Puravida - Viagens e Turismo, Lda Lisbon 50.00% 50.00% 50.00% 50.00%
Nova Equador P.C.O. e Eventos, Sociedade
Unipessoal, Lda
Lisbon 50.00% 37.50% 50.00% 37.50%
Raso SGPS, SA Lisbon 50.00% 50.00% 50.00% 50.00%
Raso - Viagens e Turismo, SA Lisbon 50.00% 50.00% 50.00% 50.00%
Viagens y Turismo de Geotur España, S.L. Madrid (Spain) 50.00% 50.00% 50.00% 50.00%
  • 1) Companies incorporated in the period;
  • 2) At 15 February 2010, 91% of this company's share capital was disposed off. Since then the entity consolidates by the equity method, as Sonae Sierra kept control over the shopping centre management;
  • 3) Ex Project Sierra Portugal I C.Comercial, SA;
  • 4) Ex Project Sierra Portugal II Centro Comercial, SA;
  • 5) Ex Project Sierra Portugal VI Centro Comercial, SA;
  • 6) Companies disposed in the period;
  • 7) Ex Project Sierra 5, BV;
  • 8) Ex Sierra Developments Germany Holding, BV.

These entities are consolidated using the proportionate consolidation method.

Aggregate amounts, excluding intragroup eliminations, corresponding to the percentage of capital held in these jointly controlled companies included in the financial statements for the period, using the proportionate consolidation method, can be summarized as follows:

30 June 2010 31 December 2009
Non-current assets 4,445,755,925 4,508,730,523
Current assets 328,699,182 256,002,590
Non-current liabilities 1,667,596,040 1,652,852,079
Current liabilities 398,647,563 375,513,257
30 June 2010 30 June 2009
Income 176,103,745 81,752,592
Expenses 176,328,667 149,995,241

6 INVESTMENTS IN ASSOCIATES

Associated companies, their head offices and the percentage of share capital held as at 30 June 2010 and 31 December 2009 are as follows:

Percentage of capital held
30 June 2010 31 December 2009 Book value
COMPANY Head Office Direct Total Direct Total 30 June 2010 31 December 2009
Retail
Sempre a Postos - Produtos Alimentares e Utilidades,
Lda
Lisbon 25.00% 25.00% 25.00% 25.00% 1,182,359 1,551,585
Shopping Centres
1) 8ª Avenida Centro Comercial, SA Maia 100.00% 21.00% 100.00% 21.00% - -
2)
Alexa Asset GmbH & Co
Dusseldorf
(Germany)
25.00% 2.25% 50.00% 25.00% 3,201,666 -
1)
Arrábidashopping - Centro Comercial, SA
Maia 50.00% 10.50% 50.00% 10.50% - -
Campo Limpo Lda S. Paulo (Brazil) 20.00% 5.00% 20.00% 5.00% 2,191,814 1,712,614
1)
Gaiashopping I - Centro Comercial, SA
Maia 50.00% 10.50% 50.00% 10.50% - -
1)
Gaiashopping II - Centro Comercial, SA
Maia 100.00% 21.00% 100.00% 21.00% - -
1)
Loureshopping - Centro Comercial, SA
Maia 100.00% 21.00% 100.00% 21.00% - -
Mediterranean Cosmos Shop. Centre Investments, SA Athens (Greece) 39.90% 5.00% 39.90% 5.00% 3,307,468 3,376,307
1) 3)
PORTCC - Portimãoshopping - Centro Comercial, SA
Maia 50.00% 10.50% 50.00% 10.50% - -
1) Rio Sul - Centro Comercial, SA Lisbon 50.00% 10.50% 50.00% 10.50% - -
1)
Serra Shopping - Centro Comercial, SA
Covilhã 50.00% 10.50% 50.00% 10.50% - -
1) 4)
ALBCC - Albufeirashopping - Centro Comercial, SA
Maia 50.00% 10.50% 50.00% 10.50% - -
SPF - Sierra Portugal Real estate, Sarl Luxembourg 42.00% 21.00% 42.00% 21.00% 28,191,966 32,013,766
Telecommunications
SIRS - Sociedade Independente de Radiodifusão
Sonora, SA
Porto 45.00% 24.48% 45.00% 24.40% 21,497 -
Investment Management
Cooper Gay (Holding) Limited U.K. 32.12% 16.06% 32.12% 16.06% 33,788,281 35,995,121
Total 71,885,051 74,649,393
  • 1) Nil balances result from the application of the equity method over the consolidated financial statements of Sierra Portugal Real estate, which holds these participations;
  • 2) At 15 February 2010, 91% of this company's share capital was disposed off. Since then the entity consolidates by the equity method as Sonae Sierra kept control over the shopping center management. At the disposal date the remaining interests in the company were remeasured and recognized at their fair value;
  • 3) Ex Oeste Retail Park Gestão de G.Comer., SA;

4) Ex - Sol Retail Park - Gestão de G. Comerc., SA.

Nil balances result from the application of the equity method that reduced the acquisition value.

Associated companies are included in the consolidated financial statements using the equity method. As at 30 June 2010 and 31 December 2009, aggregate values of main financial indicators of associated companies can be analysed as follows:

30 June 2010 31 December 2009
1,087,012,016 845,744,918
724,410,866 608,521,167
30 June 2010 30 June 2009
161,363,651 99,468,066
124,017,659 105,583,256

During the periods ended 30 June 2010 and 2009, movements in Investments in Associates, are made up as follows:

30 June 2010 30 June 2009
Proportion on
equity
Goodwill Total
investment
Proportion on
equity
Goodwill Total
investment
Investments in Associates
Initial balance as at January,1 33,224,083 41,425,310 74,649,393 105,402,825 37,260,670 142,663,495
Capital increase in associated companies - - - 6,955,606 - 6,955,606
Capital reduction in associated companies (2,310,176) - (2,310,176) (523,792) - (523,792)
Change of consolidation method (Note 8) 2,250,456 190,680 2,441,136 (61,039,549) (344,878) (61,384,427)
Equity method
Share of result in associated companies (274,617) - (274,617) (2,955,235) - (2,955,235)
Other efects in the income statement 362,060 - 362,060 - - -
Distributed dividends (897,540) - (897,540) - - -
Effect in equity capital and non-controlling interests (981,125) (1,104,080) (2,085,205) 884,644 3,208,510 4,093,154
31,373,141 40,511,910 71,885,051 48,724,499 40,124,302 88,848,801

The effect in equity is mainly the effect of currency translation of equity and net income of associated Companies with a functional currency different from euro.

7 GROUP COMPANIES, JOINTLY CONTROLLED COMPANIES AND ASSOCIATED COMPANIES EXCLUDED FROM CONSOLIDATION AND OTHER NON-CURRENT INVESTMENTS

Group companies, jointly controlled companies and associated companies excluded from consolidation and other noncurrent investments, their head offices, percentage of share capital held and book value as at 30 June 2010 and 31 December 2009 are made up as follows:

Percentage of capital held
30 June 2010 31 December 2009 Book value
COMPANY Head Office Direct Total Direct Total 30 June 2010 31 December 2009
Retail
Dispar - Distrib. de Participações, SGPS, SA Lisbon 7.14% 7.14% 7.14% 7.14% 9,976 4,988
Insco - Insular de Hipermerc., SA Ponta Delgada 10.00% 10.00% 10.00% 10.00% 748,197 748,197
Shopping Centres
Ercasa Cogeneracion SA Grancasa (Spain) 10.00% 1,25% 10.00% 1,25% 23,949 23,949
Telecommunications
Altitude, SGPS, SA Lisbon 11.54% 6.27% 11.54% 6.26% 1,000,000 1,000,000
Lusa - Agên. de Notícias de Portugal, SA Lisbon 1.38% 0.75% 1.38% 0.75% 197,344 197,344
Other investments 10,526,672 16,153,014
Total (Note 13) 12,506,138 18,127,492

As at 30 June 2010, the caption "Other Investments" includes 7,968,000 euro (13,778,000 euro as at 31 December 2009) related to the fair value of Sonae Capital, SGPS, S.A. shares attributable to Sonae SGPS, and not derecognized as explained in Note 18.

8 CHANGES TO THE CONSOLIDATION PERIMETER

8.1 The main disposals of companies occurred in the period ended as at 30 June 2010 were made up as follows:

Percentage of capital held
at disposal date
COMPANY Head Office Direct Total
Shopping Centres
Alexa Asset GmbH & Co KG
Dusseldorf 50.00% 25.00%
(Germany)
Retail Properties
Difusão- Sociedade Imobiliária, SA Maia 100.00% 100.00%

The assets and liabilities of the disposed companies as at the disposal date were as follows:

Shopping Centres Retail
Properties
Disposed net assets
Investment properties 79,027,888 -
Tangible Assets (Note 9) - 25,630,907
Other assets 325,391 1,775,422
Cash and cash equivalents 250 258,238
Deferred tax liabilities - (509,307)
Other liabilities (50,678,591) (26,012,428)
28,674,938 1,142,832
Transfer to investments in associated companies (Note 6) (2,441,136) -
Goodwill 2,118,857 -
Shareholder's loans, other loans and interests - 25,166,711
Costs with the disposal - 644,896
Profit / (Loss) in the disposal (1,928,391) 6,423,734
Disposal price 26,424,268 33,378,174
Effective cash payment received 22,614,865 33,378,174
Future cash receivements 3,809,803 -
26,424,668 33,378,174
Net cash-flow arising from disposal
Effective cash payment received 22,614,865 33,378,174
Effective cash received related to shareholder's loans and interests - 375,263
Effective cash payment related to the disposal costs - (147,046)
Cash and cash equivalents disposed (250) (258,238)
22,614,615 33,348,152

In February 2010, Sonae, through the jointly controlled company ALEXA Shopping Centre GmbH ("Alexa Shopping"), disposed 91% of its equity interest in the company ALEXA Asset GmbH & Co, KG ("Alexa KG") (entity that owns the shopping centre "Alexa"). As a consequence of the loss of control over this company, it now consolidates by the equity method as Sonae kept a significant influence over it.

The retail real estate company referred above owns a building which has remained in use by the group after the company's disposal through an operating lease agreement, with an initial term of 20 years, (term extensions are possible).

8.2 Changes to the allocation of the fair value of business concentration activities made in the previous year

As the acquisition process of the Lazam/MDS was only concluded in the second half of 2009 and that it was necessary to reexpress to IFRS the financial statements of the subsidiaries acquired, it was not concluded the process of allocation of fair value to the assets, liabilities and contingent liabilities acquired, namely in what refers to intangible assets acquired and not recognized until 31 December 2009. Such process was concluded during the period ended in 30 June 2010, and a restatement of the financial statements was made as required by IFRS's.

The impacts of the allocation of the fair value are as follows:

Acquisition date
Book Fair Value Total 31.12.2009
Value Adjustment Restated Published
Net assets acquired
Tangible and Intabible Assets (Notes 9 and 10) 3,235,540 27,276,799 30,512,339 3,235,540
Other current assets 2,776,129 - 2,776,129 2,776,129
Cash and cash equivalents 1,951,125 - 1,951,125 1,951,125
Deferred taxes - (9,881,583) (9,881,584) -
Loans (74,063) - (74,063) (74,063)
Other liabilities (28,740,040) - (28,740,040) (28,740,041)
(20,851,309) 17,395,216 (3,456,094) (20,851,310)
Goowill (Note 12) (16,347,045) 34,935,602 51,282,647
Tranfers to associated companies - (9,082,673) (9,082,673)
Non-controlling interests - 7,919,350 7,919,350
Acquisition price 1,048,171 30,316,185 29,268,014
Effective cash payed 29,268,014 29,268,014
Amount to be payed - acquisition price adjustment 1,048,171 -
30,316,185 29,268,014
Net cash flow resulting from the acquisition
Effective cash payed 29,268,014 29,268,014
Cash and cash equivalents acquired (1,951,125) (1,951,125)
27,316,889 27,316,889

As of 30 June 2010, the allocation of the acquisition price changed. A total amount of 87,416,093 reais was allocated to the 'clients portfolio', that is now registered in the caption "Intangible assets" and being depreciated over a period of 12 years. This intangible asset's valuation was based on the expected profitability of the existing 'clients portfolio' at the acquisition date, considering a growth rate of 3.7%, a churn rate of 5% and a discount rate of 12.8%.

9 TANGIBLE ASSETS

During the six months period ended 30 June 2010 and 2009, movements in Tangible assets as well as depreciation and accumulated impairment losses, are made up as follows:

Tangible assets
Tangible Total
Land and Plant and assets Tangible
Buildings Machinery Others in progress Assets
Gross costs:
Opening balance as at 1 January 2010 1,986,853,135 1,909,707,144 356,672,971 192,384,479 4,445,617,729
Capital expenditure 6,901,630 3,131,828 9,164,752 114,928,491 134,126,701
Disposals (14,816,822) (23,486,336) (5,710,856) (1,254,972) (45,268,986)
Disposals of subsidiaries (Note 8) (30,071,609) (250,482) - - (30,322,091)
Exchange rate effect 36,879 229,129 429,186 318 695,512
Transfers 55,795,750 153,462,931 6,068,853 (225,284,084) (9,956,550)
Closing balance as at 30 June 2010 2,004,698,963 2,042,794,214 366,624,906 80,774,232 4,494,892,315
Accumulated depreciation
and impairment losses
Opening balance as at 1 January 2010 356,057,319 1,030,564,372 277,818,463 - 1,664,440,154
Charge for the period 19,435,405 75,681,806 20,866,201 - 115,983,412
Disposals (5,201,353) (20,456,539) (5,249,267) - (30,907,159)
Disposals of subsidiaries (Note 8) (4,622,572) (68,612) - - (4,691,184)
Exchange rate effect 15,570 115,231 186,420 - 317,221
Transfers 29,068 (1,279,583) (67,734) - (1,318,249)
Closing balance as at 30 June 2010 365,713,437 1,084,556,675 293,554,083 - 1,743,824,195
Carrying amount
As at 30 June 2010 1,638,985,526 958,237,539 73,070,823 80,774,232 2,751,068,120
Tangible assets
Tangible Total
Land and Plant and assets Tangible
Buildings Machinery Others in progress Assets
Gross costs:
Opening balance as at 1 January 2009 1,742,490,487 1,614,278,960 321,293,070 283,948,037 3,962,010,554
Capital expenditure 8,850,623 4,975,670 7,341,831 183,569,413 204,737,537
Acquisitions of subsidiaries 94,326,259 - - 51,140,432 145,466,691
Disposals (337,404) (10,058,833) (2,438,520) (9,567,669) (22,402,426)
Exchange rate effect 53,092 205,541 167,963 (54) 426,542
Transfers 29,420,491 141,459,535 12,091,815 (188,496,243) (5,524,402)
Closing balance as at 30 June 2009 1,874,803,548 1,750,860,873 338,456,159 320,593,916 4,284,714,496
Accumulated depreciation
and impairment losses
Opening balance as at 1 January 2009 320,534,099 889,938,447 243,594,972 - 1,454,067,518
Charge for the period 17,442,396 79,959,813 19,492,254 - 116,894,463
Disposals (13,943) (8,153,601) (1,956,891) - (10,124,435)
Exchange rate effect 29,071 79,901 72,797 - 181,769
Transfers (21,765) (329,544) (69,500) - (420,809)
Closing balance as at 30 June 2009 337,969,858 961,495,016 261,133,632 - 1,560,598,506
Carrying amount
As at 30 June 2009 1,536,833,690 789,365,857 77,322,527 320,593,916 2,724,115,990

During the six-month period ended 30 June 2010, the Board has reviewed the estimated useful life of a set of assets associated with mobile telecommunications network, which was recorded on a forward-looking basis with effect from 1 January 2010 and which meant that the depreciation of the six-month period ended 30 June 2010 was approximately 4.4 million lower than the six-month period ended 30 June 2009.

Additionally, the comparison of the depreciation of the six-month period ended 30 June 2010 with those of the previous year's equivalent period is also affected by a subsequent review of the estimated useful life of a set of tangible assets and software related to fixed and mobile telecommunications network, carried out in the second half of 2009, which were recorded on a forward-looking basis and which meant that the depreciation of the six-month period ended 30 June 2010 was approximately 12 million euro and 3.8 million lower, respectively, at the six-month period ended 30 June 2009.

Major amounts included in the caption "Tangible assets in progress", refer to the following projects:

30 June 2010 30 June 2009
Refurbishment and expansion of stores in the retail
businesses located in Portugal
36,589,630 147,162,637
Refurbishment and expansion of stores in the retail
businesses located in Spain
1,690,378 10,280,126
Projects of "Modelo" and "Continente" stores for
which advance payments were made
9,573,231 34,347,426
Construction in Progress in Maia (Business Park) 58,910,612
Deployment of mobile network 8,270,519 35,712,592
Deployment of fixed network 21,883,797 35,770,692
Others 2,766,678 57,320,443
80,774,232 320,593,916

10 INTANGIBLE ASSETS

During the six month period ended 30 June 2010 and 2009, movements in Intangible assets as well as depreciation and accumulated impairment losses, are made up as follows:

Intangible
Total
Patents and other
assets
Intangible
similar rights
Others
in progress
Assets
Gross costs:
Opening balance as at 1 January 2010 - published
404,407,706
392,398,702
31,279,161
828,085,569
Fair value of the acquired assets (Note8)
-
27,276,799
-
27,276,799
Opening balance as at 1 January 2010 - restated
404,407,706
419,675,501
31,279,161
855,362,368
Capital expenditure
6,243,033
980,127
14,622,105
21,845,265
Disposals
(3,235)
(1,136,532)
(216,768)
(1,356,535)
Exchange rate effect
2,008
4,534,986
-
4,536,994
Transfers
(191,390)
19,278,260
(12,771,502)
6,315,368
Closing balance as at 30 June 2010
410,458,122
443,332,342
32,912,996
886,703,460
Accumulated depreciation
and impairment losses
Opening balance as at 1 January 2010
99,146,402
288,900,669
-
388,047,071
Charge for the period
11,494,324
18,616,608
-
30,110,932
Disposals
(3,235)
(1,024,645)
-
(1,027,880)
Exchange rate effect
396
551,304
-
551,700
Transfers
(20,071)
1,189,406
-
1,169,335
Closing balance as at 30 June 2010
110,617,816
308,233,342
-
418,851,158
Carrying amount
As at 30 June 2010
299,840,306
135,099,000
32,912,996
467,852,302
Intangible assets
Intangible assets
Intangible Total
Patents and other assets Intangible
similar rights Others in progress Assets
Gross costs:
Opening balance as at 1 January 2009 382,645,868 362,074,955 31,622,120 776,342,943
Capital expenditure 317,942 869,841 16,079,036 17,266,819
Acquisitions of subsidiaries 31,051 998 - 32,049
Disposals (142,639) (38,518) (203,641) (384,798)
Exchange rate effect 309 417,981 4,443 422,733
Transfers 962,462 7,720,060 (8,260,463) 422,059
Closing balance as at 30 June 2009 383,814,993 371,045,317 39,241,495 794,101,805
Accumulated depreciation
and impairment losses
Opening balance as at 1 January 2009 78,555,270 257,488,512 - 336,043,782
Charge for the period 9,904,958 18,354,155 - 28,259,113
Acquisitions of subsidiaries 25,062 - - 25,062
Disposals (70,627) (5,388) - (76,015)
Exchange rate effect - 156,426 - 156,426
Transfers 3,424 7,212 - 10,636
Closing balance as at 30 June 2009 88,418,087 276,000,917 - 364,419,004
Carrying amount
As at 30 June 2009 295,396,906 95,044,400 39,241,495 429,682,801

As at 30 June 2010 and 2009, Sonae kept recorded under the heading "Patents and other similar rights" the amounts of 197,278,727 euro and 192,896,038 euro, respectively, that correspond to the investments net of depreciations made in the development of the UMTS network, including: (i) 61,505,906 euro (amount of 64,506,194 euro in 2009) relating to the license; (ii) 20,551,378 euro (amount of 21,553,884 euro in 2009) related to the agreement signed in 2002 between Oni Way and the other three mobile telecommunication operators in Portugal with licenses; (iii) 6,311,949 euro (amount of 6,619,849 euro in 2009) related to a contribution to the Information Society Fund, established in 2007, under an agreement made between the Ministry of Public Works, Transport and Communications ("Ministério das Obras Públicas, Transportes e Comunicações") and the three mobile telecommunication operators in Portugal; and (iv) 101,566,127 euro (amount of 94,704,665 euro in 2009) relating to the "Iniciativas E" program, the latter relating to commitments assumed by Sonae in the "Fund for Information Society" (Note 33).

Additionally, this heading also includes the fair value attributed to a group of brands with indefinite useful lives, among which the "Continente" brand, 75,000,000 euro (the same amount as at 2009).

11 INVESTMENT PROPERTIES

Investment properties are recorded at fair value. These assets are owned by the shopping centres operating segment and are consolidated using the proportionate method.

As at 30 June 2010 and 31 December 2009, Investment properties are detailed as follows:

30 June 2010 31 December 2009
Investment properties in operation 1,663,466,322 1,676,623,981
Investment properties in progress 95,925,848 119,846,837
1,759,392,170 1,796,470,818

Investment properties in operation correspond to the fair value of the Sonae's share of shopping centres, which can be detailed as follows:

30 June 2010 31 December 2009
10 years
"discount
rate"
Yields Amount 10 years
"discount
rate"
Yields Amount
Portugal 8,40% and 10,85% 6,15% and 8,60% 758,244,220 8,25% and 10,55% 6,00% and 8,30% 726,662,623
Spain 8,95% and 11,50% 6,45% and 9,00% 355,007,045 8,90% and 11,55% 6,40% and 9,05% 351,937,238
Italy 8,25% and 10,00% 6,05% and 7,80% 151,065,750 8,00% and 9,50% 6,00% and 7,70% 149,810,250
Germany 6.75% 6,00% and 6,25% 157,560,000 6,50% and 6,75% 6,00% and 6,25% 234,425,638
Brazil 12,75% and 14,00% 8,25% and 9,50% 211,124,786 12,75% and 14,00% 8,25% and 9,50% 180,277,982
Greece 10.25% 7.00% 15,620,250 10.75% 7.00% 18,529,750
Romania 10.75% 9.00% 14,844,271 10.75% 9.00% 14,980,500
1,663,466,322 1,676,623,981

The fair value was determined by a valuation performed as at 30 June 2010 by an independent specialized entity, based on valuation criteria generally accepted in the real estate business.

Value created on investment properties over the six months periods ended 30 June 2010 and 2009 can be detailed as follows:

30 June 2010 30 June 2009
Properties which were under development and were
concluded during the period
2,597,101 2,534,012
Changes in fair value of investment properties in
operation
(7,467,729) (102,892,082)
Changes in fair value of investment properties in
progress
912,671 -
(3,957,957) (100,358,070)

As at 30 June 2010 and 31 December 2009, Investment properties in progress can be detailed as follows:

30 June 2010 31 December 2009
Investment Properties in progress at cost:
Portugal:
Alverca 3,067,225 3,066,099
Centro Bordalo 1,699,125 1,685,228
Parque de Famalicão 627,500 1,498,232
Torre Ocidente 1,704,858 519,902
Germany:
Alexa 5,500,000 7,320,992
Garbsen 892,371 867,053
Others 7,212 -
Brazil:
Goiânia Shopping 5,111,797 3,770,303
Uberlândia Shopping - 2,294,093
Boulevard Londrina Shopping 1,722,462 1,348,853
Parque D. Pedro - expansion 852,631
Others 43,420 22,867
Spain:
Alfaz del Pi - 9,575,000
Pulianas Shopping 103,105 103,105
Dos Mares - expansion 1,404,902 1,404,902
Others 61,743 37,868
Greece:
Epirus Plaza 16,031,313 13,531,277
Galatsi Shopping 6,289,794 5,771,370
Aegean Park 4,933,341 4,925,052
Pantheon Plaza 889,064 889,064
Italy:
Le Terraze 2,788,415 3,261,195
Caldogno 4,947,132 4,937,831
Others 260,983 257,365
Romania:
Craiova Shopping 17,200,399 17,615,979
Ploiesti Shopping 7,161,464 7,415,770
83,300,252 92,119,400
Impairment losses (5,279,500) (6,537,230)
78,020,752 85,582,170
Investment Properties in progress at fair value:
Portugal:
Leiria Shopping
- 24,597,667
Brazil:
Uberlândia Shopping
6,327,596 -
Italy:
Le Terraze 11,577,500 9,667,000
17,905,096 34,264,667
95,925,848 119,846,837

As at 30 June 2010, the following investment properties were mortgaged:

Airone Loop 5
Algarveshopping Luz del Tajo
Alverca Madeirashopping
Arrabidashopping Maiashopping
Cascaishopping Manauara Shopping
Centro Colombo Max Center
Centro Vasco da Gama Munster Arkaden
Coimbrashopping Norteshopping
Dos Mares Parque Atlântico
El Rosal Parque Principado
Estação Viana Plaza Éboli
Freccia Rossa Plaza Mayor
Gaiashopping Plaza Mayor Shopping
Gli Orsi River Plaza Mall
Grancasa Torre Ocidente
Guimarãeshopping Valecenter
La Farga Valle Real
Leiriashopping Viacatarina
Zubiarte

12 GOODWILL

During the six month periods ended 30 June 2010 and 2009 movements in goodwill, as well as in corresponding impairment losses, were made up as follows:

30 June 2010 30 June 2009
Gross value:
Opening balance 759,786,674 709,012,583
Re-allocation of Goodwill (Note 8) (17,395,216) -
Restated opening balance (Note 8) 742,391,458 709,012,583
New companies in the consolidation perimeter - 1,934,451
Increases 1,439,129 125,646
Decreases (1,928,179) (979,241)
Transfers (190,680) 345,023
Currency translation 4,651,650 -
Write-off (720,710) -
Closing balance 745,642,668 710,438,462
Accumulated impairment
losses:
Opening balance 13,445,983 11,745,221
Increases - -
Write-off (720,710) -
Closing balance 12,725,273 11,745,221
Carrying amount: 732,917,395 698,693,241

13 OTHER INVESTMENTS

During the six months period ended 30 June 2010 and 2009 movements in other investments were made up as follows:

30 June 2010 30 June 2009
Non-current Current Non-current Current
Investments in group companies, jointly controlled companies
or associated companies excluded from consolidation
Opening balance as at 1 January 925,769 - 3,012,637 -
Acquisitions in the period - - - -
Disposals in the period - - - -
Transfers 81,307 - (1,501,205) -
Closing balance as at 30 June 1,007,076 - 1,511,432 -
Accumulated impairment losses - - - -
1,007,076 - 1,511,432 -
Other investments:
Fair value (net of impairment losses) as at 1 January 17,201,722 57,313,909 9,965,538 60,956,604
Acquisitions in the period 105,149 2,864,730 - 1,806,302
Disposals in the period (249) (9,341) 3,818,000 (10,780,843)
Increase/(Decrease) in fair value (5,810,000) - - 877,211
Transfers 2,440 - - -
Fair value (net of impairment losses) as at 30 June 11,499,062 60,169,298 13,783,538 52,859,274
Other Investments (Note 7) 12,506,138 60,169,298 15,294,970 52,859,274
Derivative financial instruments (Note 21)
Fair value as at 1 January - 365,122 - 2,600,159
Acquisitions in the period - - - 128
Disposals in the period - - - (72,484)
Increase/(Decrease) in fair value - 2,281,267 - (2,527,677)
Fair value as at 30 June - 2,646,389 - 127
12,506,138 62,815,687 15,294,970 52,859,402

The financial investments in group companies, jointly controlled companies or associated companies excluded from consolidation are recorded at the acquisition cost net of impairment losses. It is Sonae understanding that no reliable fair value estimate could be made as there is no market data available for these investments. The heading of Investments available for sale includes 3,517,789 euro (2,661,538 euro as at 30 June 2009) of investments recorded at the cost net of impairment losses for the same reasons.

The investments available for sale are net of impairment losses (Note 25) amounting to 31,757 euro (13,157 euro as at 30 June 2009).

Under the caption other financial investments is recorded an amount of 45,119,240 euro (45,139,648 euro as at 30 June 2009) related to deposited amounts on an Escrow Account which are invested in investment funds with superior rating and guarantee contractual liabilities assumed by Sonae which may arise from the sale of Sonae Distribuição Brasil, S.A., and for which provisions were recorded (Note 25).

Although in accordance with the deadlines contractually established, the Escrow Account should have already been released by the buyer, that didn´t happen as there are some points of disagreement on how to use the Escrow Account, namely as to whether or not, to return the Escrow Account for ongoing fiscal procedures that have not yet been decided by Brazilian authorities (Note 26). It is the understanding of the Board of Directors, based in the legal opinions of Brazilian and Portuguese lawyers, that this amount shall be entirely received up to 31 December 2010, and that there are legal means that may be operated so as to compel the buyer to authorize the return of the Escrow account. If the negotiations currently under way between the two parties do not accomplish in results, it is the intention of the Board to make use of such legal means.

14 OTHER NON - CURRENT ASSETS

As at 30 June 2010 and 31 December 2009, Other non- current assets are detailed as follows:

30 June 2010 31 December 2009
Gross Value Accumulated
impairment
losses
(Note 25)
Carrying
Amount
Gross Value Accumulated
impairment
losses
(Note 25)
Carrying
Amount
Loans granted to related parties 799,995 - 799,995 1,312,071 - 1,312,071
Trade accounts receivable and other debtors
Legal deposits 931,968 - 931,968 819,480 - 819,480
Cautions 3,921,107 - 3,921,107 2,949,266 - 2,949,266
Lisbon Town Council 3,888,477 - 3,888,477 3,888,477 - 3,888,477
Malaga Town Council 824,948 - 824,948 824,948 - 824,948
Rent deposits from tenants 3,952,746 - 3,952,746 4,036,717 - 4,036,717
Financial investments Disposals 3,134,776 - 3,134,776 - - -
Others 1,525,634 (141,988) 1,383,646 1,399,468 (141,988) 1,257,480
18,179,656 (141,988) 18,037,668 13,918,356 (141,988) 13,776,368
Non-current derivatives (Note 21) 242,782 - 242,782 12,991 - 12,991
Reinsurer's' share of technical provisions 16,945,614 - 16,945,614 5,396,067 - 5,396,067
Other non-current assets 684,516 - 684,516 678,815 - 678,815
36,852,563 (141,988) 36,710,575 21,318,300 (141,988) 21,176,312

15 TRADE ACCOUNTS RECEIVABLE AND OTHER CURRENT ASSETS

As at 30 June 2010 and 31 December 2009, Trade account receivable and other current assets are detailed as follows:

30 June 2010 31 December 2009
Trade accounts receivable 267,289,603 294,831,656
Taxes recoverable 59,035,767 55,070,469
Granted loans to related companies 394,927 8,339
Other debtors
Trade creditors - debtor balances 65,213,719 58,251,461
Special regime for payment of tax and social security debts 12,382,502 13,999,945
VAT recoverable on real estate assets and discount granted 7,092,591 20,698,211
Vouchers and gift cards 1,406,650 1,308,743
Accounts receivable from the disposal of fixed assets 1,164,471 5,210,484
Disposal of financial investments (Note 18) 675,027 -
Cash Settled Equity Swap 2,194,239 -
"Iniciativas E" program 11,956,726 -
Advances for the acquisiton of a real estate project 7,967,500 7,967,500
Termination of the contract of acquisition of land in Pulianas 5,382,500 5,382,500
Revocation of contracts for acquisition of stores 11,781,197 11,131,667
Advances to suppliers 19,428,054 15,905,764
Advances to agents 1,121,027 1,004,492
Reinsurance operations 11,004,093 3,351,186
Other current assets 29,222,384 36,395,501
187,992,680 180,607,454
Other current assets
Invoices to be issued 57,880,545 57,394,646
"Iniciativas E" program 160,873 75,145,779
Commercial Discounts 48,279,720 14,211,921
Commissions to be received 1,056,394 1,368,173
Prepayments - Rents 5,416,051 4,204,847
Prepayments of external supplies and services 22,473,589 18,096,233
Other current assets 15,451,354 13,565,819
150,718,526 183,987,418
Accumulated impairment losses in receivables accounts (Note 25) (104,098,824) (103,988,411)
561,332,679 610,516,925

16 DEFERRED TAX

Deferred tax assets and liabilities as at 30 June 2010 and 31 December 2009 can be detailed as follows, split between the different types of temporary differences:

Deferred tax assets Deferred tax liabilities
30 June 2010 31 December 2009 30 June 2010 31 December 2009
Difference between fair value and acquisition cost 3,610,307 3,700,884 286,729,367 268,856,386
Harmonisation adjustments 128,513 46,211 48,566,152 43,461,567
Provisions and impairment losses not accepted for tax purposes 17,175,353 15,627,931 - -
Write off of tangible and intangible assets 52,679,229 58,633,429 - -
Write off of deferred costs 28,601,459 36,005,911 1,625,536 1,362,430
Valuation of hedging derivatives 7,353,805 7,180,175 805,852 100,654
Temporary differences arising from the securitization operation 11,270,000 12,880,000 - -
Amortisation of Goodwill for tax purposes - - 17,450,040 13,960,032
Non taxed exchange differences - - 190,372 928,553
Revaluation of tangible assets - - 2,103,769 2,131,967
Tax losses carried forward 104,282,938 94,364,809 359,540 -
Reinvested capital gains/(losses) - - 2,142,835 2,768,248
Others 4,812,952 1,775,158 2,394,348 2,731,864
229,914,556 230,214,508 362,367,811 336,301,701

During the period and as a result of the introduction in Portugal of "Derrama Estadual", regulated by the law "Lei n.º 12- A/2010" of 30 June, that implies an additional income tax of 2.5% applied to the taxable profit that exceeds 2,000,000 euro , in some group companies in which it is expectable that this rate will be applied, the group changed the tax rate used to calculate the corresponding deferred tax. The more relevant impacts are the increase of the deferred tax credit relating to the fair value measurement of the investment properties in the amount of approximately, 13 million Euro, that was recorded as an expense in profit and loss statement (Note 28).

In accordance with the tax statements and tax estimates presented by companies that recorded deferred tax assets arising from tax losses carried forward, as at 30 June 2010 and 31 December 2009, and using exchange rates effective at that time, tax losses carried forward can be summarised as follows:

Tax losses carried
Deferred tax
Tax losses carried
Time limit
Deferred tax assets
Time limit
forward
assets
forward
With limited time use
Generated in 2004
372,453
93,113
2010
171,630
42,907
2010
Generated in 2005
416,072
104,018
2011
1,454,441
363,610
2011
Generated in 2006
761,658
190,414
2012
1,953,506
488,376
2012
Generated in 2007
3,500,266
875,067
2013
15,775,143
3,943,786
2013
Generated in 2008
4,116,994
1,029,249
2014
4,136,674
1,034,169
2014
Generated in 2009
50,515,820
12,628,955
2015
50,067,344
12,516,838
2015
Generated in 2010
30,486,794
7,621,746
2014
-
-
90,170,057
22,542,561
73,558,738
18,389,686
Without limited time use
8,059,948
2,249,632
18,581,710
5,096,472
With a time limit different from the
265,345,717
79,490,745
236,619,705
70,878,651
above mentioned
273,405,665
81,740,377
255,201,415
75,975,123
30 June 2010 31 December 2009
363,575,722
104,282,938
328,760,153
94,364,809

As at 30 June 2010 and 31 December 2009, deferred tax assets resulting from tax losses carried forward were re-assessed against each company's business plans, which are regularly updated, and available tax planning opportunities. Deferred tax assets have only been recognized to the extent that future taxable profits will arise which may be offset against available tax losses or against deductible temporary differences.

As at 30 June 2010 there was tax losses carried forward tax losses carried forward, for which no deferred tax assets were recognized due to prudential reasons. These may be summarised as follows:

30 June 2010 31 December 2009
Tax losses carried
forward
Deferred tax credit Time limit Tax losses carried
forward
Deferred tax credit Time limit
With limited time use
Generated in 2004 7,041,502 1,760,376 2010 7,026,627 1,756,656 2010
Generated in 2005 46,601,333 11,650,333 2011 46,474,629 11,618,658 2011
Generated in 2006 61,534,911 15,383,727 2012 60,520,774 15,130,192 2012
Generated in 2007 61,035,206 15,258,802 2013 60,518,585 15,129,647 2013
Generated in 2008 13,091,129 3,272,783 2014 13,091,128 3,272,783 2014
Generated in 2009 11,974,636 2,993,685 2015 12,670,496 3,167,650 2015
Generated in 2010 7,687,991 1,921,997 2014
208,966,708 52,241,703 200,302,239 50,075,586
Without limited time use 49,135,195 14,213,317 38,617,859 10,737,954
With a time limit different from the
above mentioned
303,992,328 78,149,833 400,098,533 102,943,995
353,127,523 92,363,150 438,716,392 113,681,949
562,094,231 144,604,853 639,018,631 163,757,535

17 CASH AND CASH EQUIVALENTS

As at 30 June 2010 and 31 December 2009, Cash and cash equivalents can be detailed as follows:

30 June 2010 31 December 2009
Cash at hand 6,580,039 6,412,073
Bank deposits 61,877,788 140,227,780
Treasury applications 24,706,030 25,590,018
Cash and cash equivalents on the balance sheet 93,163,857 172,229,871
Bank overdrafts (Note 20) (9,080,784) (23,763,618)
Cash and cash equivalents on the statement of cash flows 84,083,073 148,466,253

Bank overdrafts are disclosed in the balance sheet under Current loans.

18 SHARE CAPITAL

As at 30 June 2010, the share capital, which is fully subscribed and paid for, is made up of 2,000,000,000 ordinary shares, which do not have the right to a fixed dividend, with a nominal value of 1 euro each.

On 15 November 2007, Sonae Holding sold, 132,856,072 Sonae Holding shares directly owned by the Company. The shares were sold in a market operation at the unit price of 2.06 euro per share and resulted on a cash inflow (net of brokerage commissions) of 273,398,877 euro.

On the same date, Sonae Investments, BV, wholly owned by Sonae Holding entered into a derivative financial instrument - Cash Settled Equity Swap - over a total of 132,800,000 Sonae Holding shares, representative of 6.64% of its share capital.

This transaction has a maximum maturity of three years and a strictly financial liquidation, without any duty or right for the Company or any of its associated companies in the purchase of these shares. This transaction allows Sonae Investments BV to totally maintain the economic exposure to the sold shares.

In this context, although legally all the rights and obligations inherent to these shares have been transferred to the buyer, Sonae Holding did not derecognize their own shares, recording a liability in the caption Other non-current liabilities (Note 22). According to the interpretation made by Sonae of the IAS 39, applied by analogy to own equity instruments, the derecognition of own shares is not allowed as Sonae maintains the risks and rewards arising on the instruments sold.

Consequently, Sonae maintains the deduction from Equity amounting to the acquisition cost of the 132,800,000 shares (138,568,275 euro), and has accounted for the consideration received for the above mentioned sale of own shares in the caption Other non-current liabilities (273,568,000 euro).

Due to the detach of Sonae Capital SGPS, SA, as at 4 January 2008, demerger rights attributable to the 132,800,000 Sonae SGPS, SA shares subject to the above mentioned agreement, Sonae recognized an asset measured at its' fair value . This asset has not been derecognized as Sonae also entered into a Cash Settled Equity Swap over the Sonae Capital SGPS, SA shares, and therefore a liability was recognized.

On 23 April 2009 and 10 March 2010 Sonae Investments BV requested a partial cancellation of the Cash settled Equity Swap for 1,134,965 and 1,185,144 shares Sonae Holding respectively, passing the derivative financial instrument to 130,479,891 shares Sonae Holding.

Consequently, and in relation with this operation the full liability amount can be detailed as follows at 30 June 2010: market value of Sonae SGPS, SA shares amounting to 99,295,197 euro and market value of Sonae Capital SGPS, SA shares amounting to 7,968,000 euro, after the conversion of rights occurred on 28 January 2008.

These liabilities are adjusted at the end of each month by the effect in Sonae Holding or Sonae Capital, SGPS, S.A. share price, as applicable, being recognized a current asset/liability in order to present the right/obligation related to the cash settlement of the operation that resets monthly.

Additionally, the costs related to the "floating amount" based on Euribor 1 month are recorded in the income statement.

The receivable amount arising on dividends distributed by the Company is credited to Equity in order to offset the charge of the distribution.

The number of shares taken into consideration to calculate earnings per share includes the shares referred to above as a deduction to the shares issued by the Company.

At 30 June 2010, the following entities held more than 20% of the subscribed share capital:

Entity %
Efanor Investimentos, SGPS, SA and subsidiaries 52.98

19 NON-CONTROLLING INTERESTS

Movements in non-controlling interests during the periods ended 30 June 2010 and 2009 are as follows:

30 June 2010 30 June 2009
Opening balance as at 1 January 477,968,755 411,549,101
Dividends (1,314,038) (4,169)
Exchange rate effect 4,883,763 827,432
Acquisition of subsidiaries - 62,019,315
Increase of capital and premium on subsidiaries 15,287,888 -
Increased shareholding by acquisitions (822,591) -
Changes in hedge and fair value reserves (1,975,991) (1,637,691)
Others (772,297) 760,495
Profit for the period attributable to non controlling interests 7,423,219 (22,183,030)
Closing balance 500,678,707 451,331,453

20 LOANS

As at 30 June 2010 and 31 December 2009, Loans are made up as follows:

30 June 2010 31 December 2009
Outstanding amount Outstanding amount
Amount limit Current Non Current Amount limit Current Non Current
Bank loans
Sonae, SGPS, SA - commercial paper 350,000,000 33,250,000 - 350,000,000 24,950,000 -
Sonae Investimentos, SGPS, S.A. - commercial paper 682,500,000 - 425,000,000 692,500,000 - 271,000,000
a)b)
Sonae Sierra affiliated companies
441,599,500 19,610,906 388,986,785 470,086,920 16,621,638 385,383,442
a)b)c) Sonae Sierra affiliated companies 388,861,665 38,734,022 346,601,312 442,830,796 61,288,733 377,516,488
a)b)d) Sonae Sierra affiliated companies - - - 11,179,526 - 11,179,526
a)d)
Sonae Sierra affiliated companies
15,544,489 2,830,375 12,714,114 - - -
a)
Sonae Sierra affiliated companies
10,158,847 4,200,000 2,658,847 12,185,116 8,179,211 3,435,116
Sonae Sierra SGPS, SA 49,460,000 - - 49,460,000 18,585,252 -
Sonaecom SGPS, SA commercial paper 347,500,000 26,450,000 100,500,000 320,000,000 55,000,000 150,000,000
Sonaecom SGPS, SA 26,500,000 - - 26,500,000 3,500,000 -
Continente Hipermercados SA - commercial paper 30,000,000 - - 30,000,000 - -
MDS, SGPS, SA - commercial paper 10,000,000 - 4,500,000 - - -
Others 19,590,951 13,649,219 21,887,012 15,374,356
144,666,254 1,294,610,277 210,011,846 1,213,888,928
Bank overdrafts (Note 17) 9,080,784 - 23,763,618 -
Up-front fees beard with the issuance of borrowings (660,601) (4,900,874) (808,536) (5,564,118)
Bank loans 153,086,437 1,289,709,403 232,966,928 1,208,324,810
Bonds
Bonds Sonae / 05 - 100,000,000 - 100,000,000
Bonds Sonae 2006/2011 - - - 250,000,000
Bonds Sonae 2007/2014 - 150,000,000 - 150,000,000
Bonds Sonae 2007/2015 - 250,000,000 - -
Bonds Modelo Continente / 2003 - 82,000,000 - 82,000,000
Bonds Modelo Continente / 2005 / 2010 64,925,000 - 64,925,000 -
Bonds Modelo Continente / 2005 / 2012 - 150,000,000 - 150,000,000
Bonds Modelo Continente / 2007 / 2012 - 200,000,000 - 200,000,000
Bonds Sonae Distribuição /
2007 /
2015
- 200,000,000 - 200,000,000
Bonds Sonae Distribuição /
2007 /
2015
- 310,000,000 - 310,000,000
Bonds Sonae Distribuição /
2009 /
2014
- 50,000,000 - 50,000,000
Bonds Sonaecom / 2005 - 150,000,000 - 150,000,000
Bonds Sonaecom / 2010 - 30,000,000 - -
Bonds Sonaecom / 2010 - 40,000,000 - -
Bonds Sonae Sierra 2008/2013 - 37,500,000 - 37,500,000
Up-front fees beard with the issuance of borrowings (56,278) (9,454,316) (76,340) (8,365,778)
Bonds 64,868,722 1,740,045,684 64,848,660 1,671,134,222
Other loans 24,954 579,011 33,466 586,519
Derivative instruments (Note 21) 6,620,597 42,855,782 7,902,322 34,584,190
Other loans 6,645,551 43,434,793 7,935,788 35,170,709
Obligations under finance leases 6,837,414 27,874,050 7,803,032 29,357,393
231,438,124 3,101,063,930 313,554,408 2,943,987,134

a) These amounts are proportionate considering the percentage held by Sonae;

b) These loans are guaranteed by mortgages of investment properties held by those affiliated companies;

c) These loans are guaranteed by a pledge of shares held by those affiliated companies;

d) These loans are guaranteed by bank guarantees.

The interest rate as at 30 June 2010 of bonds and loans were in average 1.77% (1.72% 31 December 2009).

Bank loans bear interests at market rates based on Euribor for each interest payment term, therefore the fair value of bank loans are estimated to be similar to their market value.

The derivative instruments are recorded at fair value (Note 21).

All loans with financial covenants were analyzed at the balance sheet date and in situations where they were breached, the corresponding debt was reclassified to current liabilities. These situations have occurred in the case of borrowing by Zubiarte, Gli Orsi and River Plaza, subsidiaries of the segment of shopping centres, amounting to 7,000,000 euro. Negotiations are underway with the correspondent banks to obtain a debt rescheduling.

The repayment schedule of the nominal value of loans can be summarised as follows:

30 June 2010 31 December 2009
N+1 a) 225,534,406 306,536,962
N+2 332,850,831 369,170,365
N+3 607,063,673 561,016,180
N+4 489,003,789 549,823,566
N+5 783,661,504 492,562,407
After N+5 859,983,541 950,760,322
3,298,097,744 3,229,869,802

a) Includes the amounts drawn under commercial paper programs.

The maturities above were estimated in accordance with the contractual terms of loans that do not include financial covenants.

21 DERIVATIVES

Exchange rate derivatives

Sonae uses exchange rate derivatives, essentially to hedge future cash flows.

Sonae contracted several exchange rate forwards and options in order to manage its exchange rate exposure.

As at 30 June 2010, the fair value of exchange rate derivatives which haven't been considered hedging instruments, calculated based on present market value of equivalent financial instruments of exchange rate, is of 150,175 euro included in liabilities (79,039 euro as of 31 December 2009) and 2,646,389 euro on the caption current investments (365,121 euro as at 31 December 2009).

The computation of the fair value of these financial instruments was made taking into consideration the present value at balance sheet date of the forward settlement amount of the relevant contract. The settlement amount considered in the valuation, is equal to the reference currency notional amount (foreign currency) multiplied by the difference between the contracted forward exchange rate and the forward exchange market rate to the settlement date as at the valuation date.

Losses in the period arising from changes in the fair value of instruments that do not qualify for hedging accounting treatment were recorded directly in the income statement in the caption "Net financial expenses".

Interest rate derivatives

As at 30 June 2010, derivatives used by Sonae refer essentially to swaps and interest rate options ("cash flow hedges"). These were negotiated to hedge the interest rate risk of loans amounting to 1,064,412,907 euro (948,629,817 euro as at 31 December 2009). The fair value of these derivatives amounts to - 49,083,422 euro (-42,394,481 euro as at 31 December 2009), and is disclosed as assets amounting to 242,782 euro (12,991 euro as at 31 December 2009) and as liabilities 49,326,204 euro (42,407,473 euro as at 31 de December de 2009).

These derivatives were valuated considering the estimated future cash-flows, assuming the exercise of the cancellation options by the counterparties when the forward interest rates are higher than the established fixed interest rate. Sonae intends to keep these derivatives until their expiration date, therefore, this valuation is considered to be the most appropriate to estimate the future cash flow of these instruments.

These interest rate derivatives are valued at fair value, at the balance sheet date, based on valuations performed by Sonae using specific software and on external valuations when this software does not deal with specific instruments. The fair value of swaps was calculated, at the balance sheet date, based on the discounted cash flow of the difference between the fixed interest rate of the fixed leg and the indexed variable interest rate inherent to the variable leg. The calculation of the fair value of options was based on the "Black-Scholes" and similar models.

Interest rate and exchange rate derivatives

As at 30 June 2010 no contracts existed related to interest rate and exchange rate derivatives.

Fair value of derivatives

The fair value of derivatives is detailed as follows:

Assets Liabilities
30 June 2010 31 December 2009 30 June 2010 31 December 2009
Derivatives not qualified as hedging
Exchange rate 2,646,389 365,121 150,175 79,039
Interest rate - - - -
Hedging derivatives
Exchange rate - - - -
Interest rate 242,782 12,992 49,326,205 42,407,473
Interest and exchange rate - - - -
Other derivatives - - - -
2,889,171 378,113 49,476,380 42,486,512

22 OTHER NON - CURRENT LIABILITIES

As at 30 June 2010 and 31 December 2009, "Other non-current liabilities" is detailed as follows:

30 June 2010 31 December 2009
Shareholders loans 39,280,854 47,276,787
Fixed assets suppliers 1,863,067 2,440,330
"Iniciativas E" program 16,691,193 32,923,892
Other non-current liabilities 28,819,530 156,470,214
Accruals and deferrals 1,160,295 1,156,180
Other non-current liabilities 87,814,939 240,267,403

The caption Shareholders loans relates to affiliated undertakings in the retail, shopping centres and investment management segments. These liabilities do not have a defined vesting date and bear interests at variable market rates.

23 SHARE-BASED PAYMENTS

In 2010 and in previous years, Sonae granted deferred performance bonuses to its directors and eligible employees. These are either based on shares to be acquired at nil cost, three years after they were attributed to the employee, or based on share options with the exercise price equal to the share price at the grant date, to be exercised three years later. In both cases, the acquisition can be exercised during the period commencing on the third anniversary of the grant date and the end of that year.

In 2009, Sonae changed the way of liquidation of its share-based programmes, which were traditionally settled in cash, to a an equity based settlement, in what concerns to Sonae Holding programmes. As at 30 June 2010, these plans are recognized in the captions "other reserves" and "staff costs".

The plans that continue to be settled in cash, shall remain recorded in the balance sheet, in the figure other liabilities of the balance sheet, and staff costs in the income statement.

As at 30 June 2010 and 31 December 2009, the market value of total liabilities arising from share-based payments, which have not yet vested, may be summarised as follows:

Grant Vesting Number of Fair value
year year participants 30 June 2010 31 December 2009
Shares
2007 2010 464 - 4,554,430
2008 2011 467 5,239,289 5,703,916
2009 2012 492 7,122,057 7,568,676
2010 2013 458 3,703,038 -
Total 16,064,384 17,827,022

As at 30 June 2010 and 31 December 2009 the financial statements include the following amounts corresponding to the period elapsed between those dates and the date of granting deferred bonus plans, which have not yet vested:

30 June 2010 31 December 2009
Staff costs 2,290,950 7,588,472
Recorded in previous years 7,965,468 3,678,193
10,256,418 11,266,665
Recorded in other liabilities 2,278,087 7,050,164
Recorded value in Other reserves 7,978,331 4,216,501
10,256,418 11,266,665

24 TRADE CREDITORS AND OTHER CURRENT LIABILITIES

As at 30 June 2010 and 31 December 2009, Trade creditors and other current liabilities were made up as follows:

30 June 2010 31 December 2009
Trade creditors 1,079,799,325 1,220,401,450
Taxes payable 71,269,380 86,627,709
Other creditors
Fixed asset suppliers 82,684,308 125,829,938
Related undertakings 5,729,980 5,527,840
Other debts 203,496,595 123,496,868
291,910,883 254,854,646
Other current liabilities
Property investments accruals 13,470,366 11,315,293
Fixed assets accrued costs 11,307,393 14,472,472
Holiday pay and bonuses 123,759,721 124,087,431
Interests payable 15,195,254 14,528,300
Invoices to be issued 35,863,160 42,253,540
Commissions 6,248,996 6,049,967
Marketing expenses 21,114,759 22,938,341
Information society 34,108,424 55,426,396
Other external supplies and services 51,557,166 49,901,884
Accrued income - trade debtors 30,177,429 31,257,499
Accrued income - rents 5,104,037 4,929,704
Others 54,698,221 33,991,215
402,604,926 411,152,042
1,845,584,514 1,973,035,847

The caption "Other creditors – other debts" includes the amount of 107,263,197 euro (126,683,322 euro as at 31 December 2009 in the caption non-current liabilities) related to the fair value of the derivative on Sonae Holding and Sonae Capital SGPS, SA shares referred to in Note 18.

25 PROVISIONS AND ACCUMULATED IMPAIRMENT LOSSES

Movements in Provisions and impairment losses over the six months period ended 30 June 2010 and 2009 were as follows:

Caption Balance as at
31 December 2009
Increase Decrease Balance as at
30 June 2010
Accumulated impairment losses on investments (Note 13) 67,925 535 (36,703) 31,757
Accumulated impairment losses on other non-current assets (Note 14) 141,988 - - 141,988
Accumulated impairment losses on trade account receivables and other debtors (Note 15) 103,988,411 12,627,282 (12,516,869) 104,098,824
Accumulated impairment losses on inventories 31,644,772 5,637,151 (2,799,668) 34,482,255
Non-current provisions 50,607,367 9,489,145 (395,474) 59,701,038
Current provisions 2,617,751 70,315 (695,818) 1,992,248
189,068,214 27,824,428 (16,444,532) 200,448,110
Caption Balance as at
31 December 2008
Increase Decrease Balance as at
30 June 2009
Accumulated impairment losses on investments (Note 13) 13,157 - - 13,157
Accumulated impairment losses on other non-current assets 291,571 - - 291,571
Accumulated impairment losses on trade account receivables and other debtors 109,583,183 15,605,127 (16,406,344) 108,781,966
Accumulated impairment losses on inventories 29,783,714 5,247,446 (6,138,462) 28,892,698
Non-current provisions 57,086,975 10,110,324 (3,293,406) 63,903,893
Current provisions 2,369,154 32,374 (645,575) 1,755,953
199,127,754 30,995,271 (26,483,787) 203,639,238

As at 30 June 2010 and 2009 and 31 December 2009, Provisions can be analysed as follows:

30 June 2010 31 December 2009
Technical provisions on reinsurance 13,861,912 9,118,524
Future liabilities relating to subsidiaries
of retail sold in Brazil
6,195,747 5,447,923
Dismantling of telecommunication sites 22,503,341 22,208,721
Judicial claims 9,222,849 9,133,101
Others 9,909,437 7,316,849
61,693,286 53,225,118

Impairment losses are deducted from the book value of the corresponding asset.

26 CONTINGENT ASSETS AND LIABILITIES

As at 30 June 2010 and 31 December 2009, major contingent liabilities were guarantees given and can be detailed as follows:

30 June 2010 31 December 2009
Guarantees given:
on tax claims 274,151,573 266,974,945
on judicial claims 714,905 659,048
on municipal claims 7,608,846 8,998,481
others 47,008,650 42,776,282

The heading "Others" includes the following guarantees:

  • 9,931,673 euro (9,250,883 euro as at 31 December 2009) to guarantee part of the debt of Sonae Sierra affiliates related with the purchase, sale and exchange of land.

In 2009, one of the retail subsidiaries has granted a guarantee in favour of tax administration associated with a process for VAT amounting to 30,260,721 euro of the year 2004, which was presented their impugnation.

The shareholder of the subsidiary referred to above, has granted a guarantee amounting to 46,893,361 euro in order to ensure an additional payment of VAT, related to the year of 2005. Sonae will present the relevant appeal and believes, based on the opinion of their tax advisers the sentence will be favourable to the company.

Additionally to the guarantees referred above, were granted:

-by Sonae SGPS, S.A. two guarantees in favour of Sonae Investments SGPS, S.A. and Sonaecom SGPS amounting to EUR 69,366,699 for suspension of tax claims;

-by Sonaecom SGPS, S.A. a guarantee in favour of its subsidiary Optimus for ongoing tax processes up to the amount of EUR 6,935,.848.

Guarantees given on tax claims include a guarantee granted by a company of the Retail segment in Brazil, of approximately 30,260,370 euro (74,078,783 Brazilian real) , which is being judged by tax courts (72,755,267 brazilian real as at 31 December 2009).

As a consequence of the sale of a subsidiary company in Brazil, Sonae guaranteed the buyer all the losses incurred by that company arising on unfavourable decisions not open for appeal, concerning tax lawsuits on transactions that took place before the sale date (13 December 2005) and that exceed 40 million euro. As at 31 December 2009, the amount claimed by the Brazilian Tax Authorities concerning the tax lawsuits still in progress, which the company's lawyers assess as having a high probability of loss, amount to near 40 million euro, including processes paid under recovery program Brazilian State taxes ("REFIS") in the amount of 22 million euro (56 million brazilian real).

Furthermore, there are other tax lawsuits totalling 45 million euro for which the Board of Directors, based on the lawyers' assessment, understands will not imply future losses to the old subsidiary referred above.

No provision has been registered to face risks arising from events related to guarantees given, as the Board of Directors considers that no liabilities will result for Sonae.

27 RELATED PARTIES

Balances and transactions with related parties are detailed as follows:

Sales and services rendered Purchases and services obtained
Transactions 30 June 2010 30 June 2009 30 June 2010 30 June 2009
Parent Company 81,555 68,995 - -
Jointly controlled companies 5,641,680 5,116,765 9,528,053 8,351,831
Associated companies 17,999,108 17,127,883 875,271 933,925
Other partners and Group companies 32,898,643 30,209,198 16,964,925 20,994,061
56,620,986 52,522,841 27,368,249 30,279,817
Interest income Interest expenses
Transactions 30 June 2010 30 June 2009 30 June 2010 30 June 2009
Parent Company - - - -
Jointly controlled companies 4,220 94,597 15 2,162
Associated companies 49 - - -
Other partners and Group companies 44,299 39,009 99,198 347,939
48,568 133,606 99,213 350,101
Accounts receivable Accounts payable
Balances 30 June 2010 31 December 2009 30 June 2010 31 December 2009
Parent Company 98,419 42,212 - -
Jointly controlled companies 3,034,881 2,633,332 4,381,024 5,803,997
Associated companies 6,338,157 2,044,450 1,394,827 1,655,097
Other partners and Group companies 16,473,398 18,353,791 13,389,167 14,523,536
25,944,855 23,073,785 19,165,018 21,982,630
Loans
Obtained Granted
Balances 30 June 2010 31 December 2009 30 June 2010 31 December 2009
Parent Company - - - -
Jointly controlled companies - - 454,080 1,214,522
Associated companies - - - -
Other partners and Group companies 11,392,901 41,740,399 248,393 -
11,392,901 41,740,399 702,473 1,214,522

The caption "Other partners in Group companies" includes Sonae Industria, SGPS, SA and Sonae Capital, SGPS, SA affiliated, associated and jointly controlled companies and also other shareholders of affiliated companies or jointly controlled companies of Sonae, as well as other affiliated companies of the parent company Efanor Investimentos, SGPS, SA.

28 INCOME TAX

As at 30 June 2010 and 2009, income tax is detailed as follows:

30 June 2010 30 June 2009
Current tax 20,025,212 13,687,955
Deferred tax 22,135,268 (23,990,929)
42,160,480 (10,302,974)

29 RECONCILIATION OF CONSOLIDATED NET PROFIT

As at 30 June 2010 and 2009, the reconciliation of consolidated net profit can be analysed as follows:

30 June 2010 30 June 2009
Aggregate net profit 610,082,793 78,788,526
Proportionate method (62,002,515) 47,122,961
Harmonisation adjustments (30,182,222) (16,964,311)
Elimination of intragroup dividends (128,279,624) (162,655,071)
Elimination of intragroup capital gains and losses (71,373,885) (15,566,441)
Elimination of intragroup provisions (272,266,323) 7,500,000
Consolidation adjustments to gains/(losses)
on sales of investments
(3,263,780) 2,095,456
Others 5,647,948 9,375,546
Consolidated net profit for the period 48,362,392 (50,303,334)

30 EARNINGS PER SHARE

Earnings per share for the period were calculated taking into consideration the following amounts:

30 June 2010 30 June 2009
Net profit
Net profit taken into consideration t
o calculate basic earnings per share
(consolidated profit for the period)
40,939,173 (28,120,304)
Effect of dilutive potential shares
Interest related to convertible bonds (net of tax)
-
-
-
-
Net profit taken into consideration to calculate diluted earnings per share 40,939,173 (28,120,304)
Number of shares
Weighted average number of shares used t
o calculate basic earnings
per share
1,869,520,109 1,867,636,525
Effect of dilutive potential ordinary shares from convertible bonds - -
Outstanding shares related with share based payments 12,050,889 -
Shares related to performance bonus that can be bought at market price (6,439,343) -
Weighted average number of shares used t
o calculate diluted earnings
per share
1,875,131,655 1,867,636,525
Earnings per share
Basic 0.021898 (0.015057)
Diluted 0.021833 (0.015057)

31 DIVIDENDS

In the Shareholders Annual General Meeting held on 27 April 2010, the payment of a gross dividend of 0.0315 euro per share (0.03 euro per share in 2009) corresponding to a total of 63,000,000 euro (60,000,000 euro in 2009) was approved.

32 SEGMENT INFORMATION

As described with more detail in the Management Report the operating segments used by Sonae management are as follows:

  • Food based retail
  • Specialised retail
  • Retail real estate
  • Shopping Centres
  • Telecommunications
  • Investment Management

The amounts reported below, are calculated, when applicable, excluding contributions to indirect income as explained in Note 34.

Sonae's reportable segment information regarding the income statement in accordance with IFRS 8 can be analysed as follows:

30 June 2010 Inter-segment 30 June 2009 Inter-segment
Turnover income income
Food based retail 1,586,766,253 (3,303,955) 1,490,745,621 (2,277,308)
Ex-Fuel 1,517,409,731 (3,303,955) 1,428,157,957 (2,277,308)
Fuel 69,356,522 - 62,587,664 -
Specialised retail 554,480,678 - 473,094,205 -
Retail real estate 64,195,245 (59,839,540) 59,914,108 (58,361,773)
Shopping centres 94,830,862 (6,550,335) 89,445,852 (6,421,485)
Telecommunications 450,330,109 (6,891,871) 481,580,123 (11,179,030)
Investment management 99,156,179 (290,099) 90,896,616 (421)
Eliminations and adjustments (73,255,267) (503,292) (77,439,913) (2,137,869)
Total direct consolidated 2,776,504,059 (77,379,092) 2,608,236,612 (80,377,886)
Operational cash-flow (EBITDA)
Food based retail 78,980,683 69,263,055
Specialised retail 7,245,252 1,996,767
Retail real estate 67,074,577 56,826,390
Shopping centres 45,132,527 41,387,796
Telecommunications 99,511,724 91,492,181
Investment management 1,275,192 298,981
Eliminations and adjustments 5,762,865 15,366,787
Total direct consolidated 304,982,820 276,631,956
Operational profit/(loss) (EBIT)
Food based retail 39,265,427 33,721,128
Specialised retail (14,078,392) (14,318,655)
Retail real estate 51,078,946 43,997,278
Shopping centres 43,008,530 39,606,690
Telecommunications 32,673,277 12,436,848
Investment management (2,339,821) (2,069,596)
Eliminations and adjustments (481,100) 4,618,506
Total direct consolidated 149,126,867 117,992,199
30 June 2010 30 June 2009
Investment (CAPEX)
Food based retail 41,096,213 64,118,171
Specialised retail 41,969,144 55,957,794
Retail real estate 14,545,343 62,243,819
Shopping centres 31,773,894 46,791,772
Telecommunications 59,390,719 55,174,193
Investment management - 8,220,915
Eliminations and adjustments (1) 2,510,893 147,158
Total consolidated 191,286,206 292,653,823
30 June 2010 31 December 2009
Invested capital
Food based retail 594,614,421 483,969,819
Specialised retail 369,550,702 249,684,220
Retail real estate 1,488,435,042 1,523,249,390
Shopping centres 1,601,568,244 1,660,873,322
Telecommunications 764,423,116 751,867,339
Investment management 160,271,950 150,752,432
Eliminations and adjustments (1) (48,002,512) (38,989,061)
Total consolidated 4,930,860,963 4,781,407,461
Total net debt (2)
Retail businesses 1,396,606,165 1,188,231,638
Shopping centres 866,247,220 926,594,447
Telecommunications 360,304,115 375,961,568
Investment management 71,430,361 93,490,195
Holding (1) 526,690,278 495,839,007
Total consolidated 3,221,278,139 3,080,116,856

(1) Includes Sonae Individual accounts.

(2) Includes shareholders loans.

The caption "Eliminations and Adjustments" can be analysed as follows:

Turnover Operational cash-flow (EBITDA) Operational profit/(loss) (EBIT)
30 June 2010 30 June 2009 30 June 2010 30 June 2009 30 June 2010 30 June 2009
Inter-segment income (77,379,092) (80,377,886) (916,735) (1,075,198) (164,196) (981,234)
Adjustment on telecommunications provisions (1) - - 3,864,272 11,042,296 - -
Others 4,123,825 2,937,973 2,815,328 5,399,689 (316,904) 5,599,740
Eliminations and adjustments (73,255,267) (77,439,913) 5,762,865 15,366,787 (481,100) 4,618,506

(1) The sub-holding considers provisions as EBITDA.

(2) Amounts offset with turnover for management purposes.

Investment Invested capital
30 June 2010 30 June 2009 30 June 2010 31 December 2009
Inter-segment balances - (353,196) 41,176,517 91,790,907
Cash settled equity swap (3) - - (107,263,197) (132,711,536)
Others 2,510,893 500,354 18,084,168 1,931,568
Eliminations and adjustments 2,510,893 147,158 (48,002,512) (38,989,061)

(3) Financial Instrument reported in Note 18.

Glossary:

Invested capital = Gross real estate assets + other fixed assets (including Goodwill) - amortisations and impairment losses + financial investments + working capital (includes non-current assets and non-current liabilities excluding total net debt); all figures at book value with the exception of Shopping Centres building block;

Total Net debt = Bonds + bank loans + other loans + shareholders loans + finance leases - cash, bank deposits and current investments;

EBITDA = Turnover + Investment income + other income – dividends- negative goodwill -impairment reversion - operating costs;

Eliminations and adjustments = Includes the Holding company figures and consolidation adjustments;

CAPEX = Investments in tangible and intangible assets, investment properties and acquisitions of subsidiaries;

Direct income - excludes contributions to indirect income;

Indirect Income - includes the Shopping Centre operating segment contributions net of taxes to consolidated income statement, arising from: (i) investment property valuations; (ii) capital gains (losses) on the sale of financial investments, joint ventures or associates; (iii) impairment losses (including goodwill) and; (iv) provision for Development Funds at Risk.

33 COMMITMENTS WITH "INFORMATION SOCIETY"

Upon being given the UMTS Licence, Optimus (now Sonaecom – Serviços de Comunicações) assumed commitments in the area of promotion of the Information Society, totalling 274 million euro, to be complied with up to the end of the licence period (2015).

In accordance with the Agreement established on 5 June 2007 with the Ministry of Public Works, Transport and Communications ("MOPTC"), part of these commitments, up to 159 million euro will be realised through own projects which qualify as contributions to the Information Society and incurred under the normal activities of Sonaecom – Serviços de Comunicações, S.A. (investment in the network and technology not resulting from the need to comply with the obligations assumed when the UMTS Licence was granted, and activities relating to research, development and promotion of services, contents and applications) which must be recognised by the MOPTC and by entities created especially for that purpose. At 30 June 2010 the total amount was already incurred and validated by the above referred entities, so at this date there are no additional responsibilities related to these commitments. These charges were recorded in the financial statements at the moment the projects were carried out and the estimated costs became known.

The remaining commitments, up to the amount of around 116 million euro, will be realised as agreed between Sonaecom-Serviços de Comunicações and MOPTC, through contributions to the "Iniciativas E" project (offer of modems, discounts on tariffs, cash contributions, among others, relating to the widespread use of broadband internet by students and teachers), the contributions being made through an Open fund called Information Society Fund (Fundo para a Sociedade de Informação), created by the three mobile operators operating in Portugal. The total responsibility is recognized like an additional cost of the license UMTS, by offset of the caption "Other non-current liabilities" and "Other current liabilities". In this way, as of 30 June 2010, the totality of the responsibilities with such commitments find itself fully registered in the consolidated financial statements attached.

34 PRESENTATION OF CONSOLIDATED INCOME STATEMENT

In the Management Report, and for the purposes of calculating financial indicators as EBITDA, EBIT and as well for segments income presentation purposes, the income statement is divided between Direct Income and Indirect Income, according to common practice in the Shopping Centre business.

The Indirect Income includes the contribution of the Shopping Centre operating segment to the consolidated income statement, net of taxes, that result from: (i) valuation of investment properties; (ii) gains (losses) with the sale of financial investments, joint ventures or associates; (iii) impairment losses (including goodwill) and (iv) provisions for "Development Funds at Risk".

The values of the EBITDA and EBIT is calculated only in the Direct Income, excluding the indirect contributions.

The reconciliation between consolidated income and direct/indirect income for the six month periods ended 30 June 2010 and 2009 can be summarised as follows:

30 June 2010 30.June.2009
Consolidated Indirect income Direct income Consolidated Indirect income Direct income
Operational income
Sales 2,209,764,574 - 2,209,764,574 2,063,893,607 - 2,063,893,607
Services rendered 566,739,485 - 566,739,485 544,343,005 - 544,343,005
Value created on investment properties (3,957,957) (3,957,957) - (100,358,070) (100,358,070) -
Investment income - - - - - -
Dividends 400,492 - 400,492 209,003 - 209,003
Other 4,489,784 (1,928,392) 6,418,176 4,250,062 - 4,250,062
Other income
Badwill - - - 90,051 - 90,051
Reversion of impairment losses 3,133,942 - 3,133,942 1,348,311 - 1,348,311
Other 214,436,954 - 214,436,954 216,127,003 - 216,127,003
Total income 2,995,007,274 (5,886,349) 3,000,893,623 2,729,902,972 (100,358,070) 2,830,261,042
Total cost (a) 2,853,096,362 1,730,098 2,851,366,264 2,715,318,745 3,258,905 2,712,059,840
Depreciation and amortisation 146,094,344 - 146,094,344 145,152,046 - 145,152,046
Provisions and impairment losses 17,470,051 1,434,000 16,036,051 16,152,798 1,226,725 14,926,073
Profit before financial results and share of results of
associated
141,910,912 (7,616,447) 149,527,359 14,584,227 (103,616,975) 118,201,202
Financial profit/(loss) (51,113,423) - (51,113,423) (72,235,300) - (72,235,300)
Share of results of associated undertakings (274,617) (539,186) 264,569 (2,955,235) (4,206,303) 1,251,068
Profit before income tax 90,522,872 (8,155,633) 98,678,505 (60,606,308) (107,823,278) 47,216,970
Income tax (42,160,480) (17,205,134) (24,955,346) 10,302,974 20,855,693 (10,552,719)
Net profit for the period 48,362,392 (25,360,766) 73,723,159 (50,303,334) (86,967,585) 36,664,251
- attributable to equity holders of Sonae 40,939,173 (13,842,131) 54,781,304 (28,120,304) (57,059,326) 28,939,022
- attributable to non controlling interests 7,423,219 (11,518,635) 18,941,854 (22,183,030) (29,908,259) 7,725,229
Operational cash-flow (EBITDA) (b) 304,982,822 272,381,894

(a) The amount recorded in Indirect income relates mainly to the reduction of investment properties value, accruals for "Development Funds at Risk" and recognized impairment losses;

(b) EBITDA is computed as Turnover + Other Income - negative goodwill - Impairment losses reversal – Operational expenses + Gains/(losses) in disposals.

35 SUBSEQUENT EVENTS

On July 30, 2010 Sonae Sierra and the Acropole Charagionis have agreed in the sale of their 39.9% joint and equal interests in Pylaia,SA (company that owns Mediterranean Cosmos Shopping Centre in Thessaloniki, Greece) to Lamda Developments SA, by approximately 38 million euro of which approximately 9.5 million euro will be attributable to Sierra BV.

This transaction is subject to certain conditions, including the agreement of the Greek authorities.

36 APPROVAL OF THE FINANCIAL STATEMENTS

The accompanying consolidated financial statements were approved by the Board of Directors and authorized for issue on 26 August 2010.

The Board of Directors

Belmiro Mendes de Azevedo

Álvaro Cuervo Garcia

Álvaro Carmona e Costa Portela

Michel Marie Bon

José Neves Adelino

Bernd Bothe

Christine Cross

Duarte Paulo Teixeira de Azevedo

Ângelo Gabriel Ribeirinho dos Santos Paupério

Nuno Manuel Moniz Trigoso Jordão

Condensed individual financial statements

CONDENSED INDIVIDUAL BALANCE SHEETS AS AT 30 JUNE 2010 AND 2009 AND AS AT 31 DECEMBER 2009

(Translation of condensed individual financial statements originally issued in Portuguese. In case of discrepancy the Portuguese version prevails)

(Amounts expressed in euro)

ASSETS Notes 30.June.2010 30.June.2009 31.December.2009
NON-CURRENT ASSETS:
Tangible assets 252,885 301,765 265,384
Intangible assets 1,416 7,212 5,776
Investments in affiliated companies 4 3,017,561,518 2,987,748,391 2,991,917,733
Other investments 5 66,654,880 89,644,880 77,489,880
Other non-current assets 6 556,650,545 585,809,709 543,934,785
Total Non-Current Assets 3,641,121,244 3,663,511,957 3,613,613,558
CURRENT ASSETS:
Trade accounts receivable and other current assets 7 8,977,709 55,339,105 11,693,493
Cash and cash equivalents 8 677,165 3,149,011 2,769,998
Total Current Assets 9,654,874 58,488,116 14,463,491
TOTAL ASSETS 3,650,776,118 3,722,000,073 3,628,077,049
EQUITY AND LIABILITIES
EQUITY:
Share capital 9 2,000,000,000 2,000,000,000 2,000,000,000
Reserves and retained earnings 1,030,174,291 1,005,713,929 996,333,036
Profit for the period 67,357,768 93,063,796 91,729,048
TOTAL EQUITY 3,097,532,059 3,098,777,725 3,088,062,084
LIABILITIES:
NON-CURRENT LIABILITIES:
Loans 1
0
514,388,654 509,592,034 510,456,528
Total Non-Current Liabilities 514,388,654 509,592,034 510,456,528
CURRENT LIABILITIES:
Loans 1
0
33,250,000 108,750,000 24,950,000
Trade creditors and other current liabilities 1
1
5,605,405 4,880,314 4,608,437
Total Current Liabilities 38,855,405 113,630,314 29,558,437
TOTAL EQUITY AND LIABILITIES 3,650,776,118 3,722,000,073 3,628,077,049

The accompanying notes are part of these condensed individual financial statements.

CONDENSED INDIVIDUAL INCOME STATEMENTS FOR THE PERIODS ENDED 30 JUNE 2010 AND 2009

(Translation of condensed individual financial statements originally issued in Portuguese. In case of discrepancy the Portuguese version prevails)

(Amounts expressed in euro)

In case of discrepancy the Portuguese version prevails)
(Amounts expressed in euro)
Notes nd Quarter 2010
2
(Unaudited)
nd Quarter 2009
2
(Unaudited)
30.June.2010 30.June.2009
Services rendered - 1,686,706 - 2,157,817
Gains or losses on investments 1
4
226,080 - 71,616,617 93,516,449
Financial income 4,132,620 7,869,799 8,014,616 16,142,750
Other income 79,067 5,266 537,840 10,622
External supplies and services (579,023) (859,149) (1,409,189) (1,376,102)
Staff costs (550,253) (1,177,094) (1,095,358) (2,254,984)
Depreciation and amortisation (15,550) (16,255) (25,649) (28,549)
Financial expenses (5,316,286) (6,132,895) (9,738,356) (14,982,333)
Other expenses (45,837) (61,030) (542,753) (130,522)
Profit/(Loss) before taxation (2,069,182) 1,315,348 67,357,768 93,055,148
Taxation - 8,648 - 8,648
Profit/(Loss) after taxation (2,069,182) 1,323,996 67,357,768 93,063,796
Profit/(Loss) per share
Basic 1
5
(0.001035) 0.000662 0.033679 0.046532
Diluted 1
5
(0.001034) 0.000662 0.033668 0.046532

The accompanying notes are part of these condensed individual financial statements.

CONDENSED INDIVIDUAL STATEMENTS OF COMPREHENSIVE INCOME FOR THE PERIODS ENDED AT 30 JUNE 2010 AND 2009

(Translation of the individual financial statements originally issued in Portuguese. In case of discrepancy the Portuguese version prevails)

(Amounts expressed in euro)

2 nd Quarter
2010 (Unaudited)
2 nd Quarter
2009 (Unaudited)
30.June.2010 30.June.2009
Net Profit / (Loss) for the period (2,069,182) 1,323,996 67,357,768 93,063,796
Changes on fair value of available-for-sale financial
assets
21,024,889 (41,855,299) 10,349,780 (83,442,982)
Changes in hedging and fair value reserves (1,379,097) 1,372,488 (5,421,883) (5,958,577)
Other comprehensive income for the period 19,645,792 (40,482,811) 4,927,897 (89,401,559)
Total comprehensive income for the period 17,576,610 (39,158,815) 72,285,665 3,662,237

The accompanying notes are part of these condensed individual financial statements.

CONDENSED INDIVIDUAL STATEMENTS OF CHANGES IN EQUITY FOR THE PERIODS ENDED AT 30 JUNE 2010 AND 2009

(Translation of condensed financial statements originally issued in Portuguese. In case of discrepancy the Portuguese version prevails)

(Amounts expressed in euro)

Reserves e Retained Earnings
Share
Capital
Own
Shares
Legal
Reserve
Fair value
Reserve
Hedging
Reserve
Other Reserves
and Retained
Earnings
Total
Reserves and
Retained Earnings
Net
Profit/(Loss)
Total
Balance as at 1 January 2009 2,000,000,000 - 161,705,974 581,929,609 307,070 380,700,680 1,124,643,333 30,472,155 3,155,115,488
Total comprehensive income for the period - - - (83,442,982) (5,958,577) - (89,401,559) 93,063,796 3,662,237
Appropriation of profit of 2008:
Transfer to legal reserves and retained earnings
Dividends distributed
Purchase of own shares
Disposal / attribution of own shares to employees
Balance as at 30 June 2009
Balance as at 1 January 2010
-
-
-
-
2,000,000,000
2,000,000,000
-
-
696,429
(696,429)
-
-
1,523,608
-
-
-
163,229,582
163,229,582
-
-
-
-
498,486,627
488,904,537
-
-
-
-
(5,651,507)
(5,807,343)
-
(31,051,453)
-
-
349,649,227
350,006,260
1,523,608
(31,051,453)
-
-
1,005,713,929
996,333,036
(1,523,608)
(28,948,547)
-
-
93,063,796
91,729,048
-
(60,000,000)
-
-
3,098,777,725
3,088,062,084
Total comprehensive income for the period - - - 10,349,780 (5,421,883) - 4,927,897 67,357,768 72,285,665
Appropriation of profit of 2009:
Transfer to legal reserves and retained earnings
Dividends distributed
Share based payments
-
-
-
-
-
-
4,586,452
-
-
-
-
-
-
-
-
24,142,596
-
184,310
28,729,048
-
184,310
(28,729,048)
(63,000,000)
-
-
(63,000,000)
184,310
Balance as at 30 June 2010 2,000,000,000 - 167,816,034 499,254,317 (11,229,226) 374,333,166 1,030,174,291 67,357,768 3,097,532,059

The accompanying notes are part of these condensed individual financial statements.

CONDENSED INDIVIDUAL CASH FLOW STATEMENTS FOR THE PERIODS ENDED 30 JUNE 2010 AND 2009

(Translation of the condensed financial statements originally issued in Portuguese. In case of discrepancy the Portuguese version prevails)

(Amounts expressed in euro)

2 nd Quarter 2 nd Quarter
Notes 2010 (Unaudited) 2009 (Unaudited) 30.June.2010 30.June.2009
OPERATING ACTIVITIES
Net cash flow from operating activities (1) (816,555) 1,245,391 (869,044) (350,961)
INVESTMENT ACTIVITIES
Cash receipts arising from:
Investments 5,357,500 5,405,000 10,835,000 10,405,000
Tangible and intangible assets 557,172 9,763 578,391 10,123
Interests and similar income 850,357 2,998,289 7,760,892 26,721,955
Dividends 71,616,617 70,106,369 71,616,617 70,106,369
Loans granted 232,718,448 117,307,882 404,758,448 154,985,269
311,100,094 195,827,303 495,549,348 262,228,716
Cash Payments arising from:
Investments - - - (538,668)
Tangible and intangible assets (62,069) (51,714) (62,139) (178,007)
Loans granted (235,403,999) (75,512,000) (431,771,266) (150,811,000)
(235,466,068) (75,563,714) (431,833,405) (151,527,675)
Net cash used in investment activities (2) 75,634,026 120,263,589 63,715,943 110,701,041
FINANCING ACTIVITIES
Cash receipts arising from:
Loans obtained 468,293,716 466,150,000 564,765,000 710,800,000
Disposal of own shares - 637,113 - 637,113
468,293,716 466,787,113 564,765,000 711,437,113
Cash Payments arising from:
Loans obtained (445,000,000) (512,000,000) (556,465,000) (740,250,000)
Interests and similar charges (7,457,311) (13,155,280) (10,253,256) (18,114,435)
Dividends (62,986,476) (59,986,491) (62,986,476) (59,986,491)
Purchase of own shares - (696,429) - (696,429)
(515,443,787) (585,838,200) (629,704,732) (819,047,355)
Net cash used in financing activities (3) (47,150,071) (119,051,087) (64,939,732) (107,610,242)
Net increase in cash and cash equivalents (4) = (1) + (2) + (3) 27,667,400 2,457,893 (2,092,833) 2,739,838
Cash and cash equivalents at the beginning of the period (26,990,235) 691,118 2,769,998 409,173
Cash and cash equivalents at the end of the period 8 677,165 3,149,011 677,165 3,149,011

The accompanying notes are part of these condensed individual financial statements.

NOTES TO THE CONDENSED INDIVIDUAL

FINANCIAL STATEMENTS FOR THE PERIOD ENDED

30 JUNE 2010

(Translation of the condensed individual financial statements originally issued in Portuguese. In case of discrepancies the Portuguese version prevails)

(Amounts expressed in euro)

1 INTRODUCTION

SONAE, SGPS, SA ("Sonae Holding"), has its head-office at Lugar do Espido, Via Norte, Apartado 1011, 4470-909 Maia, Portugal.

2 BASIS OF PREPARATION

Interim financial statements are presented quarterly, in accordance with IAS 34 – "Interim Financial Reporting".

3 PRINCIPAL ACCOUNTING POLICIES

The accounting policies adopted are consistent with those described in the file of annual financial statements for the year ended 31 December 2009.

4 INVESTMENTS IN AFFILIATED COMPANIES

As at 30 June 2010 and 31 December 2009 the company held investments in the following affiliated companies:

30.June.2010
% Held Carrying Acquisition Fair Value
Company amount cost Reserve
Sonae Investimentos SGPS, SA (a) 82.48% 1,690,800,661 1,326,729,831 364,070,830
Sonae Sierra SGPS, SA (b) 50.00% 625,060,376 490,113,339 134,947,037
Sonaecom, SGPS, SA 0.23% 1,158,174 921,724 236,450
MDS, SGPS, SA 46.92% 43,173,879 43,173,879 -
Sontel BV 42.86% 191,341,400 191,341,400 -
Sonae Investments BV 100.00% 550,000,000 550,000,000 -
Others - 4,527,028 4,527,028 -
Impairment (88,500,000) - -
Total 3,017,561,518 2,606,807,201 499,254,317
31.December.2009
% Held Carrying Acquisition Fair Value
Company amount cost Reserve
Sonae Investimentos SGPS, SA (a) 82.48% 1,690,800,661 1,326,729,831 364,070,830
Sonae Sierra SGPS, SA (b) 50.00% 614,248,500 490,113,339 124,135,161
Sonaecom, SGPS, SA 0.23% 1,620,270 921,724 698,546
MDS, SGPS, SA 45.71% 27,879,874 27,879,874 -
Sontel BV 42.86% 191,341,400 191,341,400 -
Sonae Investments BV 100.00% 550,000,000 550,000,000 -
Others - 4,527,028 4,527,028 -
Impairment (88,500,000) - -
Total 2,991,917,733 2,591,513,196 488,904,537
  • (a) The value of this investment is the price paid in the public tender offer for the de-listing occurred in 2006. Since that date no change in the value of the investment was recorded.
  • (b) Market value was determined based on an independent valuation for the period of assets held by this affiliated company, after deduction of associated net debt and of the share attributable to non-controlling interests.

5 OTHER INVESTMENTS

As at 30 June 2010 and 31 December 2009 other investments are as follows:

30.June.2010 31.December.2009
Magma No. 1 Securitisation Notes 66,605,000 77,440,000
Others 49,880 49,880
Total 66,654,880 77,489,880

6 OTHER NON-CURRENT ASSETS

As at 30 June 2010 and 31 December 2009 other non-current assets are detailed as follows:

30.June.2010 31.December.2009
Loans granted to group companies 556,650,545 543,934,785

7 TRADE ACCOUNTS RECEIVABLE AND OTHER CURRENT ASSETS

As at 30 June 2010 and 31 December 2009 trade accounts receivable and other current assets are detailed as follows:

30.June.2010 31.December.2009
Trade accounts receivable 294 1,767,521
Group companies - 7,078,238
Taxes and contributions receivable 1,678,170 1,387,264
Accrued income and prepayments 6,952,070 648,644
Others 347,175 811,826
Total 8,977,709 11,693,493

The caption "Other current assets" mainly includes receivables relating to interest, from loans granted to group companies (Note 6).

8 CASH AND CASH EQUIVALENTS

As at 30 June 2010 and 31 December 2009 cash and cash equivalents are detailed as follows:

30.June.2010 31.December.2009
Cash at hand 89 7,042
Bank deposits 677,076 2,762,956
Cash and cash equivalents on the balance sheet 677,165 2,769,998
Bank overdrafts
Cash and cash equivalents on the cash flow
- -
statement 677,165 2,769,998

9 SHARE CAPITAL

As at 30 June 2010 and 31 December 2009 share capital consisted of 2,000,000,000 ordinary shares of 1 euro each.

10 LOANS

As at 30 June 2010 and 31 December 2009 this caption included the following loans:

30.June.2010 31.December.2009
Nominal value of bonds 500,000,000 500,000,000
Up-front fees not yet charged to income statement (3,273,503) (1,761,923)
Bonds 496,726,497 498,238,077
Derivatives 17,662,157 12,218,451
Non-current loans 514,388,654 510,456,528
Commercial paper 33,250,000 24,950,000
Current loans 33,250,000 24,950,000

Non-current loans

Bonds SONAE / 05 amounting to 100,000,000 euro, repayable after 8 years, in one installment, on 31 March 2013. Interest rate is variable, indexed to Euribor 6 months, with interest paid half-yearly.

Bonds Sonae 2007/2014 amounting to 150,000,000 euro, repayable after 7 years, in one installment, on 11 April 2014. Interest rate is variable, indexed to Euribor 6 months, with interest paid half-yearly. The company has the option to make whole or partial reimbursements, with no extra cost, on the date of the 10th and 12th coupons.

Bonds Sonae 2010/2015 amounting to 250,000,000 euro, repayable after 5 years, in one installment, on 16 April 2015. Interest rate is variable, indexed to Euribor 6 months, with interest paid half-yearly.

Current loans

On 16 April 2010, Sonae 2006/2011 bond loan of 250,000,000 euro was partially repaid in the amount of 220,000,000 euro. On 10 May 2010 proceeded to the early repayment of the remaining in the amount of 30,000,000.

Commercial paper - Program of issuance of short-term commercial paper, by private subscription, released on August 23, 2004, valid for a period of 10 years with an extension possibility by Company's initiative, with a maximum of 350,000,000 euro.

The above mentioned loans are unsecured and its estimated fair value is considered to be near its carrying amount, as they bear interests at variable market rates.

Interest rate as at 30 June 2010 of the bonds and bank loan was, on average, 2.25% (1.67% as at 31 December 2009).

Maturity of Borrowings

As at 30 June 2010 and 31 December 2009 the analysis of the maturity of loans is as follows:

30.June.2010 31.December.2009
N+1 33,250,000 24,950,000
N+2 - 250,000,000
N+3 100,000,000 -
N+4 150,000,000 100,000,000
N+5 250,000,000 150,000,000

11 TRADE CREDITORS AND OTHER CURRENT LIABILITIES

As at 30 June 2010 and 31 December 2009, trade creditors and other current liabilities are detailed as follows:

30.June.2010 31.December.2009
Trade creditors 1,339,694 985,568
Taxes and contributions payable 97,693 349,693
Accrued expenses 3,153,846 3,108,281
Others 1,014,172 164,895
Total 5,605,405 4,608,437

12 CONTINGENT LIABILITIES

As at 30 June 2010 and 31 December 2009, contingent liabilities are detailed as follows:

30.June.2010 31.December.2009
307,664 216,835
145,256 74,490
69,629,364 256,137

a) Guarantees given to Tax Authorities in favour of subsidiaries to suspend claims from tax authorities.

13 RELATED PARTIES

Balances and transactions with related parties are detailed as follows:

30.June.2010 30.June.2009
Transactions
Group companies - 2,039,062
Jointly controlled companies - 118,755
Services rendered - 2,157,817
Group companies 569,635 320,769
Jointly controlled companies - 56,878
Other partners in group companies 116,620 98,994
Purchases and services obtained 686,255 476,641
Group companies 6,474,984 12,375,712
Interest income 6,474,984 12,375,712
Group companies 269,757 -
Interest expenses 269,757 -
Group companies 57,960,737 70,106,369
Jointly controlled companies 13,655,880 23,410,080
Dividend income (N
o
te 14)
71,616,617 93,516,449
30.June.2010 31.December.2009
Balance
Group companies 6,943,482 8,927,985
Jointly controlled companies 1,634 483,632
Other partners in group companies 6,266 133,710
Accounts receivable 6,951,382 9,545,327
Group companies 2,019,097 547,244
Jointly controlled companies - -
Other partners in group companies 54,330 106,775
Accounts payable 2,073,427 654,019
Group companies 556,650,545 544,374,785
Loans granted (N
o
te 18)
556,650,545 544,374,785

All Sonae, SGPS, SA subsidiaries, associates and joint ventures are considered related parties and are identified in Consolidated Financial Statements. All Efanor Investimentos, SGPS, SA, subsidiaries, including the ones of Sonae Indústria, SGPS, SA and of Sonae Capital, SGPS, SA are also considered related parties.

14 GAINS OR LOSSES ON INVESTMENTS

As at 30 June 2010 and 2009, investment income can be detailed as follows:

30.June.2010 30.June.2009
Dividends 71,616,617 93,516,449

The dividends mentioned above were distributed by the affiliates Sonae Investimentos, SGPS, SA (57,734,657 euro) and Sonae Sierra, SGPS, SA (13,655,880 euro) and Sonaegest, SA (226,080 euro).

15 EARNINGS PER SHARE

Earnings per share for the period were calculated taking into consideration the following amounts:

30.June.2010 30.June.2009
Net profit
Net profit taken into consideration to calculate basic
earnings per share (Net profit for the period)
67,357,768 93,063,796
Effect of dilutive potential shares
Interests related to convertible bonds (net of tax) - -
Net profit taken into consideration to calculate diluted
earnings per share:
67,357,768 93,063,796
Number of shares
Weighted average number of shares used to calculate
basic earnings
2,000,000,000 2,000,000,000
Effect of dilutive potential ordinary shares from
convertible bonds
- -
Outstanting shares related with deferred performance
bonus
1,322,666 -
Number of shares that could be acquired at average
market price
(664,686) -
Weighted average number of shares used to calculate
diluted earnings per share
2,000,657,980 2,000,000,000
Profit/(Loss) per share
Basic 0.033679 0.046532
Diluted 0.033668 0.046532

16 DIVIDENDS

In the annual General Meeting held on 27 April 2010, were allocated a gross dividend of 0.0315 euro per share (0.03 euro per share in 2009), corresponding to a total of 63,000,000 euro (60,000,000 euro in 2009).

17 APPROVAL OF FINANCIAL STATEMENTS

The accompanying financial statements were approved by the Board of Directors and authorized for issue on 26 August 2010.

18 INFORMATION REQUIRED BY LAW

Decree-Law nr 318/94 art 5 nr 4

During the period ended 30 June 2010 shareholders' loan contracts were entered into with the following companies:

Sonaecenter Serviços, SA

Sonae Investments, BV

Sontel, BV

During the period ended 30 June 2010 short-term loan contracts were entered into with the following companies:

Sonaecom, SGPS, SA

As at 30 June 2010 amounts owed by affiliated undertakings can be summarized as follows:

Companies Closing Balance
MDS, SGPS, SA 15,382,017
Sonae Investments, BV 505,218,261
Sonaecenter, Serviços, SA 236,267
Sontel, BV 35,814,000
Total 556,650,545

As at 30 June 2010 there were no amounts owed from affiliated undertakings.

The Board of Directors

Belmiro Mendes de Azevedo

Álvaro Cuervo Garcia

Álvaro Carmona e Costa Portela

Michel Marie Bon

José Neves Adelino

Bernd Bothe

Christine Cross

Duarte Paulo Teixeira de Azevedo

Ângelo Gabriel Ribeirinho dos Santos Paupério

Nuno Manuel Moniz Trigoso Jordão

RELATÓRIO DE REVISÃO LIMITADA ELABORADO POR AUDITOR REGISTADO NA CMVM SOBRE INFORMAÇÃO SEMESTRAL

Introdução

    1. Nos termos do Código dos Valores Mobiliários, apresentamos o nosso Relatório de Revisão Limitada sobre a informação financeira do semestre findo em 30 de Junho de 2010 da Sonae, S.G.P.S., S.A. ("Empresa"), incluída: no Relatório de Gestão, no Balanço Consolidado Condensado e Individual Condensado, (que evidenciam um activo total de 7.399.620.148 Euros e 3.650.776.118 Euros, respectivamente, e capitais próprios consolidados e individuais de 1.709.657.544 Euros e 3.097.532.059 Euros, respectivamente, incluindo um resultado líquido consolidado atribuível aos accionistas da Empresa de 40.939.173 Euros e um resultado líquido individual de 67.357.768 Euros), nas Demonstrações Consolidadas Condensadas e Individuais Condensadas dos Resultados e do Rendimento Integral, das Alterações no Capital Próprio e dos Fluxos de Caixa do semestre findo naquela data e nos correspondentes Anexos.
    1. As quantias das demonstrações financeiras, consolidadas e individuais, bem como as da informação financeira adicional, são as que constam dos registos contabilísticos das empresas incluídas na consolidação, posteriormente ajustadas, no âmbito do processo de consolidação, para estarem de acordo com as Normas Internacionais de Relato Financeiro tal como adoptadas na União Europeia.

Responsabilidades

    1. É da responsabilidade do Conselho de Administração da Empresa: (i) a preparação de informação financeira consolidada e individual que apresente de forma verdadeira e apropriada a posição financeira da Empresa e do conjunto das empresas incluídas na consolidação, o resultado consolidado e individual e o rendimento integral consolidado e individual das suas operações, as alterações no seu capital próprio consolidado e individual e os seus fluxos de caixa consolidados e individuais; (ii) que a informação financeira histórica, seja preparada de acordo com as Normas Internacionais de Relato Financeiro tal como adoptadas na União Europeia para efeitos de relato financeiro intercalar (IAS 34) e que seja completa, verdadeira, actual, clara, objectiva e lícita, conforme exigido pelo Código dos Valores Mobiliários; (iii) a adopção de políticas e critérios contabilísticos adequados; (iv) a manutenção de um sistema de controlo interno apropriado; e (v) a informação de qualquer facto relevante que tenha influenciado a sua actividade e a actividade do conjunto das empresas incluídas na consolidação, a sua posição financeira ou o seu rendimento integral ou resultado.
    1. A nossa responsabilidade consiste em verificar a informação financeira contida nos documentos acima referidos, designadamente sobre se, para os aspectos materialmente relevantes, é completa, verdadeira, actual, clara, objectiva, lícita e em conformidade com o exigido pelo Código dos Valores Mobiliários, competindonos emitir um relatório de segurança moderada, profissional e independente, sobre essa informação financeira, baseado no nosso trabalho.

Página 2 de 2

Âmbito

    1. O trabalho a que procedemos teve como objectivo obter uma segurança moderada quanto a se a informação financeira anteriormente referida está isenta de distorções materialmente relevantes. O nosso trabalho foi efectuado com base nas Normas Técnicas e Directrizes de Revisão/Auditoria emitidas pela Ordem dos Revisores Oficiais de Contas, foi planeado de acordo com aquele objectivo, e consistiu principalmente, em indagações e procedimentos analíticos destinados a rever: (i) a fiabilidade das asserções constantes da informação financeira; (ii) a adequação das políticas contabilísticas adoptadas, tendo em conta as circunstâncias e a consistência da sua aplicação; (iii) a aplicabilidade, ou não, do princípio da continuidade; (iv) a apresentação da informação financeira; e (v) se, para os aspectos materialmente relevantes, a informação financeira é completa, verdadeira, actual, clara, objectiva e lícita em conformidade com o exigido pelo Código dos Valores Mobiliários.
    1. O nosso trabalho abrangeu ainda a verificação da concordância da informação financeira constante do Relatório de Gestão com os restantes documentos anteriormente referidos.
    1. Entendemos que o trabalho efectuado proporciona uma base aceitável para a emissão do presente Relatório de Revisão Limitada sobre a informação semestral.

Parecer

  1. Com base no trabalho efectuado, o qual foi executado tendo em vista a obtenção de uma segurança moderada, nada chegou ao nosso conhecimento que nos leve a concluir que a informação financeira consolidada e individual do semestre findo em 30 de Junho de 2010 referida no parágrafo 1 acima da Sonae, S.G.P.S., S.A., não esteja isenta de distorções materialmente relevantes que afectem a sua conformidade com as Normas Internacionais de Relato Financeiro tal como adoptadas na União Europeia, para efeitos de relato financeiro intercalar (IAS 34) e que, nos termos das definições incluídas nas directrizes mencionadas no parágrafo 5 acima, não seja completa, verdadeira, actual, clara, objectiva e lícita.

Porto, 26 de Agosto de 2010

Deloitte & Associados, SROC S.A. Representada por Luís Augusto Gonçalves Magalhães

SAFE HARBOUR

This document may contain forward-looking information and statements, based on management's current expectations or beliefs. Forwardlooking statements are statements that are not historical facts.

These forward-looking statements are subject to a number of factors and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements, including, but not limited to, changes in regulation, industry and economic conditions; and the effects of competition. Forward-looking statements may be identified by words such as "believes," "expects," "anticipates," "projects," "intends," "should," "seeks," "estimates," "future" or similar expressions.

Although these statements reflect our current expectations, which we believe are reasonable, investors and analysts are cautioned that forwardlooking information and statements are subject to various risks and uncertainties, many of which are difficult to predict and generally beyond our control, that could cause actual results and developments to differ materially from those expressed in, or implied or projected by, the forwardlooking information and statements. You are cautioned not to put undue reliance on any forward-looking information or statements. We do not undertake any obligation to update any forward-looking information or statements.

Report available at Sonae's institutional website www.sonae.pt

Media and Investor Contacts

Miguel Rangel Head of Institutional Relations and Communication [email protected] Tel: + 351 22 010 4705

Patrícia Mendes Head of Investor Relations [email protected] Tel.: + 351 22 010 4794

Sonae Lugar do Espido Via Norte 4471-909 Maia Portugal Tel.:+ 351 22 9487522 Fax: + 351 22 940 4634

Sonae is listed on the Euronext Stock Exchange. Information may be accessed on Reuters under the symbol SONP.IN and on Bloomberg under the symbol SONPL.

Talk to a Data Expert

Have a question? We'll get back to you promptly.