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Sonae SGPS Interim / Quarterly Report 2015

Nov 30, 2015

1901_10-q_2015-11-30_542d22c2-b3eb-447a-a6e7-6e10df18da33.pdf

Interim / Quarterly Report

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SONAE 9 MONTHS RESULTS 2015

1HIGHLIGHTS and CEO's message

  • Sonae MC further strengthened its value proposition, posting a 6.0% EBITDA margin, despite the very aggressive competitive environment
  • Sonae SR Spanish division delivered a positive performance, with sales per square metre increasing 13.8%
  • NOS improved the y.o.y. financial trends backed by a strong operational performance
  • Sierra increased its direct results by 17.6%, reflecting the overall improved operational performance, despite the adverse impact of the depreciation of the Brazilian Real

"During the 3rd quarter, the evolution of economic activity in our principal markets was markedly different, remaining modest in Portugal, more robust in Spain and under significant pressure in Brazil.

Within this context, our businesses also performed differently, with Sonae MC operating in an extremely aggressive competitive environment but maintaining good levels of profitability and making progress in strengthening its value proposition, aiming at further recognition concerning its price leadership, the results of which are expected to be evident in the coming quarters.

In the electronics sector, the Iberian Peninsula markets performed in contrast to one another, the market contraction in Portugal was partially offset by another quarter with market share gains, while the contribution of the Spanish operation has improved significantly.

In the Sports & Fashion division, which was affected during this period from the negative impact of the Spring/Summer collection, there have been positive signs in relation to the new collection indicating a promising outlook, particularly in the Spanish market.

Sonae Sierra has taken important steps in relation to its capital recycling strategy and its increased investment exposure in new shopping centres. Although the company has not disclosed the positive impact of the valuation of its real estate assets in this quarter, it presents a very positive performance as a result of operational improvements.

In telecommunications, NOS continued its remarkable performance, which has once again exceeded the best market expectations.

It is also worth mentioning, in the context of our active portfolio management, the completion of the sale of GeoStar and the conclusion of the 'Cartão Universo' (Universo Card) project, with a highly innovative value proposition, with the potential to increase loyalty to Sonae brands and to our partners, as well as with clear value for customers.

With yet another quarter of debt reduction year-on-year, we continue to strengthen the Group's capital structure, ensuring conditions to explore even further the opportunities for growth and value creation."

Ângelo Paupério, Co-CEO of Sonae

Following the merger between Optimus and Zon and its report using the equity method, Sonae decided to change the way results are reported to the market by separating each business in order to obtain more transparency between the segments: 1) Sonae Retail: Sonae MC, Sonae SR and Sonae RP; 2) Sonae IM, including Telco Related Technology business and Público from Sonaecom; 3) Sonae Sierra; and, 4) NOS.

2 SONAE RETAIL RESULTS

Sonae MC

Turnover and underlying EBITDA
Million euros
9M14 9M15 y.o.y. 3Q14 3Q15 y.o.y.
Turnover 2,537 2,549 0.5% 911 917 0.6%
LfL sales % -1.9% -2.2% - -2.9% -2.9% -
Underlying EBITDA 171 152 -11.0% 71 66 -7.5%
Underlying EBITDA margin 6.7% 6.0% -0.8 p.p.
-
7.8% 7.2% -0.6 p.p.
-

Sonae MC turnover stood at €2,549 M, an increase of 0.5% when compared to 9M14. Sonae MC continues to focus on expanding its store network in a very precise way, in specific locations according to market research, mostly through increased convenience store presence. Therefore, since the end of 2014, turnover performance has benefited from the opening of 5 Continente Bom Dia and 1 Continente Modelo store. The capital light formats have also been rapidly expanding. The number of Meu Super stores increased to 183, growing more than 6 thousand square metres (sqm), increasing 24.7% y.o.y.. Proving their indisputable success, Meu Super stores posted LfL sales growth of 6.1% in comparison to 9M14.

Sonae MC underlying EBITDA totalled €152 M in 9M15, corresponding to an underlying EBITDA margin of 6.0%, less 80 basis points (bps) in comparison to 9M14.

The fiercely competitive environment of the Portuguese food retail market has driven very intense promotional activity, which has impacted Sonae MC profitability. In order to counteract this challenging environment and sustain our market leadership, a number of actions have been introduced to further strengthen our value proposition: aggressive promotional initiatives, coupled with a rigorous adjustment of our pricing communication in order to reinforce price perception amongst our customers; together with improvements in our own brand portfolio, perishables and services.

As one of our most innovative solutions, the Continente loyalty card continues to bring real benefits to customers. Sales using the card represented more than 90% of total sales in 9M15. Nevertheless, Sonae MC is also investing in direct discounts on top of the loyalty programme advantages.

Some of the most important milestones of 9M15 are as follows:

  • online sales maintained their increasing trend, growing by 13% between 9M14 and 9M15;
  • in August 2015, Sonae MC signed a franchising agreement with Fathima Group, a local conglomerate that operates in multiple sectors of the United Arab Emirates, to establish Continente in the region by 2017. This agreement marks the beginning of a new growth avenue, contributing to the internationalisation of Sonae MC under a capital light approach model;
  • in September 2015, Sonae MC acquired Makenotes, a Portuguese high quality and design stationery brand, thus strengthening note! and Continente stores with a new range of products.

2 SONAE RETAIL RESULTS (cont.)

Sonae SR

Sonae SR per geographic area
9M14 9M15 y.o.y. 3Q14 3Q15 y.o.y.
Turnover million € 913 917 0.4% 334 335 0.3%
Portugal 653 638 -2.2% 243 235 -3.4%
International 260 279 7.0% 90 100 10.4%
LfL sales % 7.2% -1.4% - 5.1% -3.5% -
Portugal 8.4% -2.9% - 7.0% -5.5% -
International 2.4% 3.9% - -3.0% 5.1% -
EBITDA million € -3 -9 - 4 2 -45.4%
Portugal 24 15 -37.8% 14 10 -23.6%
International -27 -24 11.8% -10 -8 14.9%
EBITDA margin % -0.3% -1.0% -
-0.6 p.p.
1.2% 0.6% -
-0.5 p.p.
Portugal 3.7% 2.3% -1.3 p.p. 5.6% 4.4% -1.2 p.p.
International -10.4% -8.5% 1.8 p.p. -10.8% -8.3% 2.5 p.p.

Sonae SR turnover reached €917 M in 9M15, increasing 0.4% when compared to 9M14. The Portuguese unit had a decrease in turnover of 2.2%, largely due to the impact of the performance of the fashion division, as previously mentioned in the 1H15 results. Importantly, it should be noted that the effects of the weak Spring/Summer collection have also had an impact on the 3Q15 turnover. The International unit increased turnover by 7.0%, driven by the positive trends of the electronics and sports divisions in Spain.

During 9M15, Sonae SR continued to optimise its store network, embedded in the omni-channel strategy, therefore capitalising on the complementarity between physical and online stores in order to better meet customer needs. As a result of this strategy, total area has been reduced by 19 thousand sqm since the 2014 year-end, including 16 thousand sqm in the Spanish market. Accordingly, sales per sqm have continued to increase.

Sonae SR underlying EBITDA stood at negative €9 M, corresponding to an underlying EBITDA margin of -1.0%. This was driven by the improved results in Spain, particularly in Worten, being negatively impacted by the fashion division, due to the Spring/Summer collection. Worten in Portugal has also been impacted by the negative performance of the Portuguese electronics market. But importantly, Worten grew its market share2 by 60 bps in Portugal. The Portuguese unit reached €15 M and the International unit negative €24 M. The adverse exchange-rate effects related to rawmaterials and products purchased in dollars is having an impact on operating costs, mostly in the fashion division.

Some of the most significant milestones in 9M15 are as follows:

  • consolidated online sales grew by 58.7% when compared to 9M14, supported by e-commerce platforms in all businesses;
  • Worten registered a 8.6% LfL sales growth in Spain in 3Q15, benefiting from the measures implemented over the last years;
  • Zippy entered 4 new countries in Central America through wholesale: El Salvador, Costa Rica, Nicaragua and Guatemala. Through the establishment of its own stores, franchising and multi-brand channels, Zippy's collection is now available in 40 different countries, asserting itself as a truly international player;
  • Sport Zone continued to expand its international presence and, in September 2015, it opened its first franchising store in France.

2 According to GFK survey year-to-date, as of September 2015 (versus September 2014).

2 SONAE RETAIL RESULTS(cont.)

Sonae RP

Turnover and underlying EBITDA
Million euros
9M14 9M15 y.o.y. 3Q14 3Q15 y.o.y.
Turnover 95 92 -2.5% 32 28 -11.5%
Underlying EBITDA 85 83 -2.9% 29 25 -13.2%
Underlying EBITDA mg. 90.5% 90.1% -0.4 p.p. 91.2% 89.4% -1.8 p.p.

Sonae RP turnover decreased 2.5%, to €92 M, driven by freehold reduction at Sonae MC, from 73% in 9M14, to 62% in 9M15. The underlying EBITDA amounted to €83 M, corresponding to an underlying EBITDA margin of 90.1%. The EBIT ROCE stood at 12.0%.

The net book value of the capital invested in retail real estate assets amounted, at the end of 9M15, to €1.045 bn, corresponding to a portfolio that includes 27 Continente stores, 73 Continente Modelo stores and 15 Continente Bom Dia stores.

As duly reported to the market, Sonae RP has been monetising its real estate assets, having completed sale and leaseback transactions amounting to €185 M during 1H15 with an estimated capital gain of €40 M. In order to reach the freehold targets set, Sonae RP continues to focus on monetising additional assets.

Sonae SR freehold stood at 27% at the end of 9M15.

Sonae Retail Capex

Capex per business
Million euros
9M14 9M15 y.o.y. % of turnover
9M15
Sonae Retail 122 158 29.5% 4.4%
Sonae MC 62 74 18.9% 2.9%
Sonae SR 41 47 16.2% 5.2%
Sonae RP 19 36 93.3% 39.5%
Underlying EBITDA - Capex 132 68 -48.0% -

During 9M15, Sonae retail units invested €158 M, as follows:

  • €74 M by Sonae MC, €12 M above 9M14;

  • €47 M by Sonae SR, a €6 M increase when compared to 9M14; and,

  • €36 M by Sonae RP, €18 M above 9M14.

3 SONAE IM RESULTS

Sonae IM portfolio
Technology
WeDo Technologies Bizdirect
Saphety S21Sec
Tlantic Movvo
Partnerships
MDS Público
Maxmat1

(1) Sonae holds 50% of Maxmat and adopts the full consolidation method to report its results.

Turnover and underlying EBITDA
Million euros
9M14 9M15 y.o.y. 3Q14 3Q15 y.o.y.
Turnover 186 187 0.5% 67 63 -5.7%
Underlying EBITDA 11 9 -19.2% 6 5 -28.3%
Underlying EBITDA mg. 6.1% 4.9% -1.2 p.p. 9.7% 7.3% -2.3 p.p.

Sonae IM turnover reached €187 M, rising 0.5% when compared to the same period of 2014.

Sonae IM underlying EBITDA amounted to €9 M, which translates into an underlying EBITDA margin of 4.9%.

Some of the most important milestones of the Technology division in 9M15 are:

  • WeDo Technologies acquired 2 new telecom customers in Chile and Peru, in the 3Q15, continuing to enlarge its worldwide customer base. By the end of 9M15, 76.9% of its turnover was generated abroad, more than 10% of which was from non-telecom industries;
  • S21Sec continued to make sound progress concerning the cybersecurity market. The company was amongst the first companies in the world to identify Dridex (a banking malware) and understand its sophisticated nature. The insight and intelligence generated through its work into Dridex rapidly became a key element to collaborate with Law Enforcement Agencies such as Europol, NCA, Guardia Civil and the FBI;
  • Saphety registered a significant improvement in relation to revenue and profitability, coupled with strong commercial activity: new customers and some important new contracts;
  • Bizdirect increased the number of projects delivered and has been progressively raising awareness of its activities in the European market. International revenues represented more than 10.0% of total turnover in 9M15;
  • Tlantic turnover and EBITDA decreased when compared to the same period of 2014, on the back of a challenging 3Q15;
  • Movvo recently obtained the 'European Privacy Seal', a relevant certification awarded by the European Union, which will help the company to increase its international penetration.

Regarding the performance of Sonae IM Partnerships in 9M15, we would like to highlight the following:

  • MDS was able to increase turnover by 3% and increase profitability, despite the strong devaluation of the Brazilian Real;
  • Maxmat registered a positive turnover trend, with 4% LfL sales growth in 9M15 and a stable profitability evolution, despite the competitive environment;
  • Regarding GeoStar, Sonae completed the sale of its 100% position in the company to Springwater Tourism in October 2015.

4 SONAE SIERRA RESULTS

Operational indicators
9M14 9M15 y.o.y.
Footfall million visitors 320 319 -0.4%
Europe & New Markets 240 242 0.5%
Brazil 80 77 -3.0%
Occupancy rate % 95.1% 95.1% -
0.0 p.p.
Europe 95.6% 96.0% 0.4 p.p.
Brazil 93.7% 92.6% -1.1 p.p.
Like-for-Like tenant sales -
Europe 4.2% 2.6% -
Brazil (local currency) 7.5% 5.1% -
Tenant sales million euros 3,226 3,194 -1.0%
Europe (million euros) 2,197 2,231 1.5%
Brazil (million euros) 1,029 963 -6.5%
Brazil (million reais) 3,191 3,354 5.1%
-
Nr of shopping centres owned/co
owned EoP
47 46 -1
Europe 37 36 -1
Brazil 10 10 0
GLA under management '000 sqm 2,256 2,374 -
5.2%
Europe & New Markets 1,737 1,852 6.6%
Brazil 519 522 0.7%
Financial indicators
Million euros
9M14 9M15 y.o.y. 3Q14 3Q15 y.o.y.
Turnover 164 162 -0.9% 55 54 -1.8%
EBITDA 78 77 -1.1% 27 27 -1.3%
EBITDA margin 47.8% 47.8% -0.1 p.p. 49.2% 49.4% 0.2 p.p.
Direct results 36 42 17.6% 14 16 10.1%
Indirect results 24 52 120.6% -2 0 99.3%
Net results 60 95 58.6% 12 15 28.9%
… attributable to Sonae 30 47 58.6% 6 8 28.9%

During 9M15, tenant sales in Europe increased 1.5%, to €2,231 M, corresponding to an increase in LfL tenant sales of 2.6% and reinforcing the positive performance delivered in the first half of 2015. The tenant sales in Brazil increased 5.1% in reais, a very comfortable level. However, on a consolidated basis, Sonae Sierra tenant sales decreased 1.0% y.o.y., to €3,194 M, completely driven by the depreciation of the Brazilian Real.

The occupancy rates stood at 95.1%, a neutral evolution when compared to 9M14. In Europe, the average occupancy rate reached 96.0%, growing 40 bps y.o.y., reflecting Sonae Sierra performance in terms of property management, as well as the improved macroeconomic conditions. In Brazil, the average occupancy rate stood at 92.6%, less 110 bps when compared to 9M14, a consequence of the current deceleration in private consumption, notwithstanding the positive performance of the most recent shopping malls.

Sonae Sierra turnover reached €162 M, decreasing 0.9% in comparison to 9M14, impacted by the assets sold during 2014 and the adverse exchange rate effect concerning the Brazilian Real against the Euro. The EBITDA stood at €77 M, less 1.1% y.o.y., corresponding to an EBITDA margin of 47.8%.

Direct results amounted to €42 M, €6 M above 9M14 and indirect results increased significantly, to €52 M, benefitting from the assets valuation in the 1H15 (as Sonae Sierra values its assets on a semi-annual basis). Net results totalled €95 M, growing 58.6% y.o.y..

On 30th September 2015, the OMV (Open Market Value) attributable to Sonae Sierra was €2.061 bn, €19 M below the 2014 year-end, driven by the compression of Sonae Sierra assets in Brazil (as a result of the adverse exchange rate effect) and by the sale of Torre Colombo Ocidente in August 2015.

The NAV (Net Asset Value) reached €1.110 bn at the end of 9M15, €5 M below December 2014, impacted by the adverse exchange rate effect on the Brazilian assets, which more than off-set the net results of the period.

The loan-to-value stabilised at 42%, a conservative level.

5 NOS RESULTS

Financial Indicators
Million euros
9M14 9M15 y.o.y. 3Q14 3Q15 y.o.y.
Operating revenues 1,030 1,068 3.7% 348 368 5.8%
EBITDA 397 410 3.2% 133 144 7.5%
EBITDA margin 38.5% 38.4% -0.2 p.p. 38.4% 39.0% 0.6 p.p.
Net results 62 74 17.8% 19 26 39.8%
Capex 232 295 27.1% 87 98 13.1%
EBITDA - Capex 165 115 -30.2% 47 46 -2.6%
Recurrent Capex 193 218 13.0% 68 77 13.3%
EBITDA-Recurrent Capex 204 192 -6.0% 65 66 1.5%

NOS published its 9M15 results on November 4 th 2015, which are available at www.nos.pt.

During 9M15, NOS was able to improve the positive y.o.y. financial trends.

Operating revenues stood at €1,068 M, growing 3.7% when compared to 9M14.

EBITDA reached €410 M, increasing 3.2% and representing an EBITDA margin of 38.4%.

Total CAPEX grew 27.1% y.o.y., to €295 M, supported by higher telco growth related investment.

Net financial debt to EDITDA stood at 2.0x at the end of 9M15 and the average maturity of the company's net financial debt was 3.8 years.

Operational Indicators
'000
9M14 9M15 y.o.y. 3Q14 3Q15 y.o.y.
Total RGUs net adds 232 647 178.6% 150 247 65.1%
Convergent RGUs net adds 1,275 812 -36.4% 480 222 -53.8%
Mobile net adds 292 382 30.6% 139 164 18.2%
Pay TV net adds -48 45 - -5 20 -
Convergent RGUs 1,488 2,665 79.1% 1,488 2,665 79.1%
Convergent customers 303 556 83.2% 303 556 83.2%
ARPU/Unique subscriber with
fixed access euros
38 42 11.5% 38 42 10.0%

NOS operational performance continued to be very strong throughout 9M15.

Total RGU net adds reached 647 thousand customers, backed by a strong 3Q15, with an additional 247 thousand RGUs.

ARPU grew 11.5% y.o.y., to 42 euros, driven by the NOS successful convergent offer.

Following the merger between Optimus and Zon, and the subsequent creation of NOS, and since September 9 th 2013, the day when new shares issued were listed, to September 30th 2015, the company's market capitalisation has grown 73%, corresponding to a share price increase from €4.27 to €7.37.

The PSI20, the main Portuguese index, decreased its market capitalisation 15% in the same period.

6 OVERALL PERFORMANCE

Consolidated results
Million euros
9M14 9M15 y.o.y. 3Q14 3Q15 y.o.y.
Turnover 3,610 3,639 0.8% 1,304 1,310 0.5%
Sonae MC 2,537 2,549 0.5% 911 917 0.6%
Sonae SR 913 917 0.4% 334 335 0.3%
Sonae RP 95 92 -2.5% 32 28 -11.5%
Sonae IM 186 187 0.5% 67 63 -5.7%
E&A (1) -121 -107 11.8% -40 -33 18.7%
Underlying EBITDA 259 226 -13.0% 106 94 -11.2%
Sonae MC 171 152 -11.0% 71 66 -7.5%
Sonae SR -3 -9 - 4 2 -45.4%
Sonae RP 85 83 -2.9% 29 25 -13.2%
Sonae IM 11 9 -19.2% 6 5 -28.3%
E&A (1) -5 -10 -79.7% -5 -4 20.1%
Underlying EBITDA margin 7.2% 6.2% -1.0 p.p. 8.1% 7.2% -0.9 p.p.
Equity method results (2) 35 38 9.2% 15 14 -7.5%
o.w. S. Sierra (diret results) 18 21 17.7% 7 8 10.7%
o.w. NOS 16 16 1.3% 7 6 -22.7%
Non-recurrent items -1 28 - 1 -6 -
EBITDA 293 292 -0.5% 122 101 -17.0%
EBITDA margin 8.1% 8.0% -0.1 p.p. 9.3% 7.7% -1.6 p.p.
D&A (3) -132 -135 -2.3% -45 -47 -4.4%
EBIT 162 157 -2.9% 77 54 -29.4%
Net financial activity -58 -52 10.4% -20 -16 20.5%
EBT 104 105 1.1% 58 39 -32.4%
Taxes -12 -4 - -11 7 -
Direct results (4) 92 102 10.4% 47 46 -2.2%
Indirect results 5 44 - -1 1 -
Net income 97 146 49.9% 45 47 2.9%
Non-controlling interests -2 -3 -67.3% -3 -1 58.1%
Net income group share 95 142 49.6% 43 46 6.6%

(1) Eliminations & adjustments; (2) Equity method results: includes direct income related to investments consolidated by the equity method (mainly Sonae Sierra and NOS);

(3) Depreciations & amortisationsincluding provisions &impairments; (4) Direct results before non-controlling interests.

In 9M15, consolidated turnover reached €3,639 M, representing a growth of 0.8% when compared to 9M14, benefiting from the performance of all businesses with the exception of Sonae RP, which was impacted by the recent freehold reduction.

The underlying EBITDA stood at €226 M, corresponding to an underlying EBITDA margin of 6.2%.

The EBITDA reached €292 M, corresponding to an EBITDA margin of 8.0%, decreasing by 0.5% when compared to 9M14, and includes the following contributions:

  • (i) underlying EBITDA, amounting to €226 M;
  • (ii) equity method results of €38 M, made up of Sonae Sierra direct results, as well as NOS contribution; and,
  • (iii)non-recurrent items of €28 M, driven mostly by the sale and leaseback operations completed during this period.

Driven by the combination of a lower net debt and a lower cost of outstanding debt of approximately 80 bps, net financial activity improved by €6 M, with a total of negative €52 M in 9M15. It should be noted that financial results are only related to the retail and investment management divisions.

Direct results amounted to €102 M, growing 10.4% y.o.y., driven by net financial activity and lower taxes, which more than off-set the lower EBITDA and higher D&A.

Indirect results reached €44 M, a significant increase on a yearly basis. This was mostly driven by non-cash movements related to the revaluation of Sonae Sierra assets, in the amount of €26 M, carried out in June 2015, as well as by NOS mark to market effect, amounting to €24 M.

7 CAPITAL STRUCTURE

Net invested capital
Million euros
9M14 9M15 y.o.y.
Net invested capital 3,187 3,157 -1.0%
Technical investment 2,015 1,900 -5.7%
Financial investment 1,246 1,302 4.5%
Goodwill 612 605 -1.1%
Working capital -686 -649 5.3%
Total shareholders' funds 1,773 1,845 4.0%
Total net debt (1) 1,414 1,312 -7.2%
Net debt / Invested capital 44.4% 41.6% -2.8 p.p.

(1) Financial netdebt + net shareholder loans.

Net debt
Million euros
9M14 9M15 y.o.y.
Financial net debt 1,408 1,303 -7.5%
Retail units 821 695 -15.4%
Sonae IM 17 19 14.2%
Holding & other 570 589 3.3%
Total net debt 1,414 1,312 -7.2%
Capital Structure - Retail
Net debt to EBITDA
3Q13 3Q14 3Q15

$$
\frac{2.5}{-} - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
$$

Total shareholders' funds stood at €1,845 M in 9M15, €71 M above the same period of 2014.

Total net debt reached €1,312 M in 9M15, decreasing €102 M when compared to the same period of 2014, entirely driven by a lower net debt level at Sonae retail units.

Average gearing at market value stood at 0.6x and average gearing at book value reached 0.7x, decreasing when compared to 0.8x in 9M14. Sonae's gearing levels remained broadly stable in comparison to 9M14, but are showing clear levels of improvement compared to previous periods.

The continuous net debt reduction clearly demonstrates the robustness of Sonae's balance sheet. In addition, the company has continued to focus on increasing the average maturity of its debt, and decreasing the average interest rate of outstanding debt, which is now at 2.3%. Sonae has already covered all financing needs for the debt maturing in 2016.

The retail financial net debt stood at €695 M in 9M15, less €127 M when compared to 9M14, which benefited from the cash inflow resulting from the sale and leaseback transactions completed at Sonae RP during 1H15. The retail division continued to present a solid capital structure, with net debt to EBITDA reaching 1.8x.

The holding net debt totalled €589 M, growing 3.3% y.o.y. The loan-to-value ratio of the holding stood at 13%, thus registering a conservative level.

8 CORPORATE INFORMATION

Main corporate events in 3Q15

On August 7th 2015, the consortium of owners of Colombo Towers, composed of Caixa Geral de Depósitos Group, Iberdrola Inmobiliária, CBRE Global Investors and Sonae Sierra, announced the sale of Torre Colombo Ociente. The building was acquired by a real estate fund listed in Singapore, which through this transaction was able to secure its first acquisition in the Portuguese market.

On August 20th 2015, Sonae MC concluded an agreement that foresees its entry into the United Arab Emirates by 2017. The expansion into the United Arab Emirates will be carried out through a partnership with Fathima Group and marks the beginning of a new growth avenue using a capital light approach model.

Subsequent events

On October 6th 2015, Sonae Sierra announced that ParkLake, expected to open in Romania in 2016, has signed further tenant agreements reaching over 85% of its Gross Leasable Area, as such it has secured a significant percentage of tenant contracts far ahead of opening. Furthermore, the agreement for the financing of this Shopping Centre, amounting to €83 M, was signed. The lenders group includes OTP Bank PLC, OTP Bank Romania S.A. and Hypo NOE Gruppe Bank AG.

On October 27th 2015, Sonae announced the creation of an affiliation agreement with the central purchasing body IFA. IFA is a central purchasing body composed of more than 30 Spanish affiliates, which reported a combined turnover of €10 billion in 2014. With effect from January 1st 2016, this agreement will leverage joint opportunities to negotiate, purchase and develop in the commercial area.

On October 29th 2015, following the granting of a licence, from Banco de Portugal, to operate as an electronic money and payment institution, Sonae launched 'Cartão Universo', an innovative open loop payment and loyalty card. This card is managed in partnership with MasterCard and BNP Paribas Personal Finance, S.A., which recognises on its balance sheet the credit granted, as well as the responsibility for risk management.

9 ADDITIONAL INFORMATION

Methodological notes

The consolidated financial information contained in this report was prepared in accordance with International Financial Reporting Standards (IFRS), as adopted by the European Union. The financial information regarding quarterly and semi-annual figures was not subject to audit procedures.

Glossary

CAPEX Investments in tangible and intangible assets and investments in acquisitions.
Direct results Results excluding contributions to indirect results.
(Direct) EBIT Direct EBT - financial results.
EBITDA Underlying EBITDA + equity method results (Sonae Sierra direct results and NOS) +
non-recurrent items.
EBITDA margin EBITDA / turnover.
(Direct) EBT Direct results before non-controlling interests and taxes.
Eliminations &
adjustments
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.
Financial net debt Total net debt excluding shareholders' loans.
FMCG Fast-Moving Consumer Goods.
Gearing (book
value)
The average of the last four quarters considering, for each quarter, total net debt
(EoP) / total shareholders' funds (EoP).
Gearing (market
value)
The average of the last four quarters considering, for each quarter, total net debt
(EoP) / equity value considering the closing price of Sonae shares on the last day of
each quarter.
GLA Gross Lettable Area: equivalent to the total area available to be rented in the
shopping centres.
Indirect results Includes Sonae Sierra's results, net of taxes, arising from: (i) investment property
valuations; (ii) capital gains (losses) on the sale of financial investments, joint ventures
or associates; (iii) impairment losses of non-current assets (including goodwill) and (iv)
provision for assets at risk. Additionally and concerning Sonae's portfolio, it
incorporates: (i) impairments in retail real estate properties; (ii) reductions in
goodwill; (iii) provisions (net of taxes) for possible future liabilities and impairments
related
with
non-core
financial
investments,
businesses,
assets
that
were
discontinued (or in the process of being discontinued/repositioned); (iv) results from
mark to market methodology of other current investments that will be sold or
exchanged in the near future; and (v) other non-relevant issues.

Investment
properties
Shopping centres in operation owned by Sonae Sierra.
Liquidity Cash & equivalents + current investments, excluding the 2.14% participation at NOS.
Like for Like sales
(LfL)
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 (LTV)
- Holding
Holding net debt / investment portfolio gross asset value; gross asset value based on
market multiples, real estate NAV and market capitalisation for listed companies.
Loan to value (LTV)
- Shopping
Centres
Net debt / (investment properties + properties under development).
LTM Last twelve months.
Net asset value
(NAV)
Open market value attributable to Sonae Sierra - net debt - minorities + deferred tax
liabilities.
Net debt Bonds + bank loans + other loans + financial leases + shareholder loans - cash, bank
deposits, current investments, excluding the 2.14% participation at NOS, and other
long-term financial applications.
Net invested
capital
Total net debt + total shareholders' funds.
Other income Dividends.
Other loans Bonds, leasing and derivatives.
Open market value
(OMV)
Fair value of properties in operation and under development (100%), provided by
independent international entities.
Return on Invested
Capital (RoIC)
EBIT (LTM) / net invested capital.
Return on equity
(ROE)
Total net income n (equity holders) / shareholders' funds n-1 (equity holders).
RGU Revenue generating unit.
Technical
investment
Tangible assets + intangible assets + other fixed assets -
depreciations and
amortisations.
Underlying EBITDA Recurrent EBITDA from the businesses consolidated using the full consolidation
method

Number of stores and sales area

N. of stores Sales area ('000 sqm)
31
Dec
2014
stores
opened
M&A banner
changed
stores
closed
30
September
2015
31
Dec
2014
stores opened
and refurbished
M&A banner
changed
stores
closed
30
September
2015
Sonae MC 640 8 0 0 0 -13 707 639 2 1 0 0 -2 658
Company operated (1) 478 1 9 0 0 -4 493 595 1 3 0 0 0 608
continente 4 0 0 0 0 0 4 0 284 0 0 0 0 284
continente modelo 121 1 0 0 0 122 241 2 0 0 0 243
continente bom dia 4 1 5 0 0 0 4 6 4 2 8 0 0 0 5 0
well's 147 4 0 0 -3 148 1 3 2 0 0 0 1 5
bom bocado / bagga 102 6 0 0 0 108 6 0 0 0 0 6
note! 2 0 3 0 0 0 2 3 6 0 0 0 0 6
other (2) 7 0 0 0 -1 6 4 0 0 0 0 4
Franchising 162 6 1 0 0 -9 214 4 3 9 0 0 -2 5 0
continente modelo 7 0 0 0 0 7 1 7 0 0 0 0 1 7
meu super 140 5 1 0 0 -8 183 2 5 8 0 0 -2 3 1
well's 9 5 0 0 0 1 4 1 0 0 0 0 1
bom bocado / bagga 4 1 0 0 0 5 0 0 0 0 0 0
note! 2 4 0 0 -1 5 0 0 0 0 0 1
Sonae SR 595 3 0 0 0 -42 583 398 4 0 0 -23 379
Company operated (1) 522 8 0 0 -22 508 377 -1 0 0 -18 358
Electronics 228 2 0 0 -7 223 199 -3 0 0 -9 187
Portugal 181 1 0 0 -3 179 123 -1 0 0 -1 121
worten 139 0 0 0 -1 138 121 -1 0 0 -1 119
worten mobile 4 2 1 0 0 -2 4 1 1 0 0 0 0 1
Spain 4 7 1 0 0 -4 4 4 7 6 -1 0 0 -8 6 7
worten 4 7 1 0 0 -4 4 4 7 6 -1 0 0 -8 6 7
Sports 111 3 0 0 -4 110 101 2 0 0 -5 9 7
Portugal 7 7 0 0 0 0 7 7 6 4 0 0 0 0 6 4
sport zone 7 7 0 0 0 0 7 7 6 4 0 0 0 0 6 4
Spain 3 4 3 0 0 -4 3 3 3 6 2 0 0 -5 3 3
sport zone 3 4 3 0 0 -4 3 3 3 6 2 0 0 -5 3 3
Fashion 183 3 0 0 -11 175 7 8 0 0 0 -3 7 4
Portugal 146 0 0 0 0 146 6 7 -1 0 0 0 6 6
mo 108 0 0 0 0 108 5 5 -1 0 0 0 5 4
zippy 3 8 0 0 0 0 3 8 1 3 0 0 0 0 1 2
Spain 3 5 3 0 0 -11 2 7 1 0 1 0 0 -3 8
zippy 3 5 3 0 0 -11 2 7 1 0 1 0 0 -3 8
Turkey 2 0 0 0 0 2 1 0 0 0 0 1
zippy 2 0 0 0 0 2 1 0 0 0 0 1
Franchising 7 3 2 2 0 0 -20 7 5 2 0 5 0 0 -5 2 0
Electronics 4 0 0 0 0 4 2 0 0 0 0 2
Portugal 4 0 0 0 0 4 2 0 0 0 0 2
worten 4 0 0 0 0 4 2 0 0 0 0 2
Sports 4 5 0 0 0 9 2 2 0 0 0 4
Portugal 3 1 0 0 0 4 2 0 0 0 0 2
sport zone 3 1 0 0 0 4 2 0 0 0 0 2
Other countries 1 4 0 0 0 5 0 2 0 0 0 2
sport zone(3) 1 4 0 0 0 5 0 2 0 0 0 2
Fashion 6 5 1 7 0 0 -20 6 2 1 7 3 0 0 -5 1 5
Portugal (mo) 5 0 0 0 0 5 1 0 0 0 0 1
Other countries 6 0 1 7 0 0 -20 5 7 1 5 3 0 0 -5 1 3
zippy (4) 4 7 1 2 0 0 -13 4 6 1 0 2 0 0 -2 9
(5)
mo
1 3 5 0 0 -7 1 1 5 2 0 0 -3 4

(1) Includes Joint-Ventures;

(2) Includes outlet stores;

(3) Includes Spain, India and France;

(4) Includes Turkey, Saudi Arabia, Egypt, Kazakhstan, Azerbaijan, Dominican Republic, Malta, United States, Venezuela, Morocco, Lebanon, Qatar, St. Maarten, Jordan, Armenia, Chile, Georgia, Ecuador, Kurdistan and Libya;

(5) Includes Spain, Malta, Bulgaria, Mozambique and Saudi Arabia.

Consolidated Profit and Loss Account

Consolidated profit and loss account
Million euros 9M14 9M15 y.o.y. 3Q14 3Q15 y.o.y.
Turnover 3,610 3,639 0.8% 1,304 1,310 0.5%
Underlying EBITDA 259 226 -13.0% 106 94 -11.2%
Underlying EBITDA margin 7.2% 6.2% -0.1 p.p. 8.1% 7.2% -0.9 p.p.
EBITDA 293 292 -0.5% 122 101 -17.0%
EBITDA margin 8.1% 8.0% -0.1 p.p. 9.3% 7.7% -1.6 p.p.
Depreciations & amortisations (1) -132 -135 -2.3% -45 -47 -4.4%
EBIT 162 157 -2.9% 77 54 -29.4%
Net financial activity -58 -52 10.4% -20 -16 20.5%
Other items (2) 0 0 -49.6% 0 0 0.8%
EBT 104 105 1.1% 58 39 -32.4%
Taxes -12 -4 - -11 7 -
Direct results 92 102 10.4% 47 46 -2.2%
Indirect results (3) 5 44 - -1 1 -
Net income 97 146 49.9% 45 47 2.9%
Non-controlling interests -2 -3 -67.3% -3 -1 58.1%
Net income group share 95 142 49.6% 43 46 6.6%

(1) Includes provisions, impairments, reversion o f impairments; (2) dividends; (3) Includes: (i) Sonae's Sierra indirect income contribution; (ii) NOS mark t o market effect; (iii) other asset provisions for possible future liabilities in non-core and/or discontinued operations and (iv) non-cash impairments for operational assets.

Consolidated Statement of Financial Position

Consolidated statement of financial position
Million euros 9M14 (1) 9M15 y.o.y.
TOTAL ASSETS 5,479 5,165 -5.7%
Non current assets 3,991 3,869 -3.1%
Tangible and intangible assets 2,014 1,894 -6.0%
Goodwill 612 605 -1.1%
Other investments 1,206 1,233 2.3%
Deferred tax assets 137 99 -27.9%
Others 22 37 72.8%
Current assets 1,488 1,297 -12.9%
Stocks 560 591 5.5%
Trade debtors 90 82 -9.5%
Liquidity 487 250 -48.7%
Others 351 375 6.7%
SHAREHOLDERS' FUNDS 1,773 1,845 4.0%
Group share 1,612 1,706 5.8%
Attributable to minority interests 161 139 -13.7%
LIABILITIES 3,706 3,321 -10.4%
Non-current liabilities 1,115 1,395 25.1%
Bank loans 292 516 77.1%
Other loans 593 700 17.9%
Deferred tax liabilities 131 90 -31.1%
Provisions 35 39 12.6%
Others 65 50 -23.2%
Current liabilities 2,591 1,925 -25.7%
Bank loans 218 294 34.9%
Other loans 805 55 -93.2%
Trade creditors 1,063 1,053 -1.0%
Others 505 523 3.7%
SHAREHOLDERS' FUNDS + LIABILITIES 5,479 5,165 -5.7%
(1) Under the Special Regime o
f Debt Adjustments to the Fiscal Authorities and Social Security (Decree Law No. 248-A/2002 and Decree
Law No. 151-A/2013)
, Sonae voluntarily made payments to the State relating to additional taxassessments of previous years, for which,

Law No. 151-A/2013) , Sonae voluntarily made payments to the State relating to additional taxassessments of previous years, for which, a t the time o fsuch payments, Sonae had already brought the corresponding judicial appeals, lying processes running under the relevant courts. These payments were recognized i n assets, according to "IAS 12 - Income Taxes". However, during the verification process o f the 2012 accounts, CMVM disagreed with the interpretation o f Sonae and requested the

retrospective correction o f the financial statements, arguing that the payments made in respect o f other taxes than income tax should be considered as contingent assets. While not agreeing with the position o f CMVM, Sonae made the restatement o f financial statements. The impact o f this change is nil in the income statement and immaterial i n the statement o f financial position.

Condensed consolidated financial statements

WG

ASSETS Notes 30 Sep 2015 30 Sep 2014
Restated
Note 4
31 Dec 2014
Restated
Note 4
01 Jan 2014
Restated
Note 4
NON-CURRENT ASSETS:
Tangible assets 9 1,654,227,457 1,789,631,633 1,801,947,881 1,827,164,403
Intangible assets 10 239,943,055 224,674,724 230,959,888 202,854,156
Investment properties 941,880 983,059 960,206 1,001,735
Goodwill 11 604,698,617 611,726,860 610,590,464 610,187,858
Investments in joint ventures and associates 6 1,201,442,440 1,175,725,332 1,202,626,712 1,144,792,015
Other investments 7 and 12 30,938,406 29,286,211 30,566,117 31,991,837
Deferred tax assets 15 98,994,547 137,306,706 89,951,943 123,159,864
Other non-current assets 13 37,340,203 21,612,162 29,100,433 31,970,613
Total Non-Current Assets 3,868,526,605 3,990,946,687 3,996,703,644 3,973,122,481
CURRENT ASSETS:
Inventories 590,722,119 559,907,399 602,976,230 588,949,862
Trade account receivables and other debtors 14 370,400,554 388,566,261 306,798,463 324,288,082
Investments 12 81,831,091 57,772,998 61,662,961 202,484,454
Cash and cash equivalents 16 249,283,076 482,111,336 588,596,792 366,308,918
Total Current Assets 1,292,236,840 1,488,357,994 1,560,034,446 1,482,031,316
Assets available for sale 17 4,525,381
TOTAL ASSETS 5,165,288,826 5,479,304,681 5,556,738,090 5,455,153,797
EQUITY AND LIABILITIES
EQUITY:
Share capital 18 2,000,000,000 2,000,000,000 2,000,000,000 2,000,000,000
Own shares 18 (127, 047, 254) (136, 422, 103) (136, 273, 735) (126, 945, 388)
Reserves and retained earnings (309, 629, 475) (346, 557, 792) (335,533,690) (648,282,812)
Profit/(Loss) for the period attributable to the equity holders of the Parent Company 142.384.377 95,181,730 143,838,207 318,979,514
Equity attributable to the equity holders of the Parent Company 1,705,707,648 1,612,201,835 1,672,030,782 1,543,751,314
Equity attributable to non-controlling interests 19 138,897,573 161,014,411 160,200,533 342,976,312
TOTAL EQUITY 1,844,605,221 1,773,216,246 1,832,231,315 1,886,727,626
LIABILITIES:
NON-CURRENT LIABILITIES:
Loans 20 1,216,187,070 885,100,164 907.010,127 1,362,598,165
Other non-current liabilities 22 49,987,728 65,049,591 44,060,068 51,247,881
Deferred tax liabilities 15 90.031.579 130,603,902 94.392.315 121.095.969
Provisions 25 39,044,393 34,662,681 36,489,900 50,659,919
Total Non-Current Liabilities 1,395,250,770 1,115,416,338 1,081,952,410 1,585,601,934
CURRENT LIABILITIES:
Loans 20 349,127,121 1,022,772,092 946,077,720 233,938,741
Trade creditors and other liabilities 24 1,572,618,577 1,565,069,455 1,692,752,449 1,746,056,989
Provisions 25 3,687,137 2,830,550 3,724,196 2,828,507
Total Current Liabilities 1,925,432,835 2,590,672,097 2,642,554,365 1,982,824,237
TOTAL LIABILITIES 3,320,683,605 3,706,088,435 3,724,506,775 3,568,426,171
TOTAL EQUITY AND LIABILITIES 5,165,288,826 5,479,304,681 5,556,738,090 5,455,153,797

(Amounts expressed in euro) Notes 3rd Quarter 2015 3rd Quarter 2014 30 Sep 2015 30 Sep 2014
Sales 32 1,265,361,509 1,260,488,974 3,504,293,837 3,481,958,045
Services rendered 32 44.636.414 43.210.264 134.670.375 128,127,819
Gains and losses on investments 151.277 6,672,251 (3.041.984) 8,565,691
Investment income investments recorded at fair value through profit 12 2.169.469 (286, 326) 23.511.756 (8,217,685)
Financial income 2,368,480 2.110.248 9,700,154 8,604,006
Other income 28 155,252,039 124,452,944 511,715,806 383,994,015
Cost of goods sold and materials consumed (1,039,494,391) (984, 217, 917) (2,871,613,581) (2,756,036,829)
Changes in stocks of finished goods and work in progress (106, 730) (47,318) (91,583) 44,512
External supplies and services (162, 775, 912) (164.013.656) (470, 640, 677) (462, 365, 601)
Staff costs (161, 671, 466) (161,791,808) (498, 698, 859) (484, 253, 945)
Depreciation and amortisation 9 and 10 (42,821,988) (42,627,081) (128, 676, 641) (127, 110, 446)
Provisions and impairment losses (96, 616) (128, 612) (2,870,520) (1,548,438)
Financial expense (18,011,237) (21, 827, 703) (61, 362, 202) (66, 249, 667)
Other expenses (18,612,672) (19,406,277) (61,555,027) (42,689,551)
Share of results of joint ventures and associetad companies 6 13,496,457 13.559.402 63,975,425 46,454,434
Profit/(Loss) before taxation 39,844,633 56,147,385 149,316,279 109,276,360
Taxation 29 6,923,785 (10,692,928) (3,692,341) (12, 158, 146)
Profit/(Loss) after taxation 46,768,418 45,454,457 145,623,938 97,118,214
Attributable to:
Equity holders of the Parent Company: 45,673,444 42,839,488 142,384,377 95,181,730
Non-controlling interests 19 1,094,975 2,614,969 3,239,562 1,936,484
Profit/(Loss) per share
Basic 30 0.025335 0.045405 0.078994 0.050799
Diluted 30 0.024270 0.045066 0.075734 0.050428

(Amounts expressed in euro) 3rd Quarter 2015 3rd Quarter 2014 30 Sep 2015 30 Sep 2014
Net Profit / (Loss) for the period 46,768,418 45.454.457 145,623,938 97,118,214
Items that maybe reclassified subsequently to profirt or loss:
Exchange differences arising on translation of foreign operations
Participation in other comprehensive income (net of tax) related to joint
ventures and associated companies included in consolidation by the equity
(4,413,075) (1,025,622) (5,946,328) 888,099
method (Note 6.4) (35,330,499) (73, 320) (39,825,703) (2,479,027)
Changes on fair value of available-for-sale financial assets (1,163,254)
Changes in hedge and fair value reserves 532,876 2,946,439 (2,209,050) 3,768,597
Deferred taxes related with other components of comprehensive income (133, 413) (768,268) 541.767 (1,104,934)
Others 501.744 (10.485) 430.962 565,246
Other comprehensive income for the period (38,842,367) 1,068,744 (47,008,352) 474.727
Total comprehensive income for the period 7,926,051 46,523,201 98,615,586 97,592,941
Attributable to:
Equity holders of parent company 9.389.159 43,837,698 98,166,752 96,313,446
Non controlling interests (1,463,108) 2,685,503 448.834 1,279,495

Reserves and Retained Earnings
(Amounts expressed in euro) Share
Capital
Own
Shares
Legal
Reserve
Currencu
Translation
Reserve
Investments
Fair Value
Reserve
Hedging
Reserve
Option
Premium
Convertible
Bonds
(Note 20)
Other Reserves
and Retained
Earnings
Total Net
Profit/(Loss)
Total Non controlling
Interests
(Note 19)
Total
Equity
Attributable to Equity Holders of Parent Company
Balance as at 1 January 2014 - Restated 2,000,000,000 (126, 945, 388) 188,285,864 2,759,902 (1,773,499) 723,822 (838.278.901) (648,282,812) 318,979,514 1.543.751.314 342,976,312 1.886.727.626
Total compreensive income for the period 343,409 (1,163,254) 2,605,584 (654, 023) 1,131,716 95,181,730 96, 313, 446 1,279,495 97,592,941
Appropriation of consolidated net profit of 2013
Transfer to legal reserves and retained earnings
Dividends distributed
Acquition of own shares
Obligation fulfield by share attribution to employees
(18, 208, 035)
8.731.320
7.974.526 $\sim$ 311,004,988
(65, 351, 598)
(2,277,987)
318.979.514
(65, 351, 598)
(2,277,987)
(318, 979, 514) (65,351,598)
(18,208,035)
6,453,333
(385, 384)
(775, 482)
(65,736,982)
(18,208,035)
5,677,851
Partial disposal or aquisitions of affiliated companies
Valuing bond conversion option in Sonae shares
Others
22,002,431 27.434.817
(193, 873)
27.434.817
22,002,431
(193, 873)
27.434.817
22,002,431
(193, 873)
(182,080,530) (154, 645, 713)
22,002,431
(193, 873)
Balance as at 30 September 2014 - Restated 2,000,000,000 (136, 422, 103) 196,260,390 3,103,311 (2,936,753) 3,329,406 22,002,431 (568,316,577) (346, 557, 792) 95,181,730 1,612,201,835 161,014,411 1,773,216,246
Balance as at 1 January 2015 - Restated 2.000.000.000 (136.273.735) 196,260,390 3.375.818 (1, 124, 124) 1,366,866 22,313,000 (557.725.640) (335,533,690) 143,838,207 1.672.030.782 160,200,533 1,832,231,315
Total compreensive income for the period (2,885,218) (1,628,673) (39.703.734) (44, 217, 625) 142.384.377 98,166,752 448.834 98,615,586
Appropriation of consolidated net profit of 2014
Transfer to legal reserves and retained earnings
Dividends distributed
Acquisition of own shares
Obligation fulfield by share attribution to employees
Partial disposal or aquisitions of affiliated companies
Others
9,226,481 47,951,202 $\sim$ 95,887,005
(68,258,971)
(7,201,039)
(1,720,527)
3.464.170
143,838,207
(68,258,971)
(7,201,039)
(1,720,527)
3,464,170
(143,838,207) (68,258,971)
9,226,481
(7,201,039)
(1,720,527)
3,464,170
(2,348,701)
- 11
(22,075)
(19, 377, 952)
(3,066)
(70,607,672)
9,226,481
(7,223,114)
(21,098,479)
3,461,104
Balance as at 30 September 2015 2,000,000,000 (127, 047, 254) 244,211,592 490,600 (1,124,124) (261, 807) 22,313,000 (575,258,736) (309,629,475) 142,384,377 1,705,707,648 138,897,573 1.844,605,221

CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE PERIOD ENDED 30 SEPTEMBER 2015 AND 2014
(Translation of consolidated financial statements originally issued in Portuguese. In case of discrepancy the Portuguese version prevails)
(Amounts expressed in euro) Notes 3rd Quarter 2015 3rd Quarter 2014 30 Sep 2015 30 Sep 2014
OPERATING ACTIVITIES
Net cash flow from operating activities (1) 153,078,205 201,500,610 46,394,746 112,434,857
INVESTMENT ACTIVITIES
Cash receipts arising from:
Investments 550,056 15,815,679 1,125,403 19,877,584
Tangible and Intangible assets 9 728,592 5,882,914 184,356,254 12,273,323
Interests and similar income 699,118 468,730 1,986,388 6,086,144
Loans granted 33.797.000 3,136,370 38.147.098 8,300,370
Dividends 8,651,177 17,967,080 17,805,340 19,526,061
Others 713,977 8,521,962 4,659,345
45,139,920 43,270,773 251,942,445 70,722,827
Cash Payments arising from:
Investments 19 (209,705) (110, 969, 158) (29,428,475) (120,610,607)
Tangible and Intangible assets (49,864,260) (40,889,540) (156, 592, 545) (128, 993, 256)
Loans granted (34, 373, 722) (3,174,749) (38,420,948) (7,600,370)
Others (304, 568) (677, 838) (937,701) (2,185,121)
(84, 752, 255) (155, 711, 285) (225, 379, 669) (259, 389, 354)
Net cash used in investment activities (2) (39,612,335) (112, 440.512) 26,562,776 (188, 666, 527)
FINANCING ACTIVITIES
Cash receipts arising from:
Loans obtained 1,027,518,548 534,755,221 2,394,401,113 2,654,416,050
Disposal of own shares 5,334,550 4,072,868 5,334,550
1,027,518,548 540,089,771 2,398,473,981 2,659,750,600
Cash Payments arising from:
Loans obtained (1,222,834,618) (570, 971, 555) (2,714,269,986) (2,358,870,861)
Interests and similar charges (14,663,693) (20,144,453) (51,527,370) (60, 223, 342)
Dividends (758, 631) (162, 986) (75,211,712) (69,831,596)
Purchase of own shares. (139, 401) (18, 208, 035)
Others (602, 262) (795, 250) (1,836,861) (1,828,328)
(1,238,859,204) (592.074.244) (2,842,985,330) (2,508,962,162)
Net cash used in financing activities (3) (211, 340, 656) (51, 984, 473) (444, 511, 349) 150,788,438
Net increase in cash and cash equivalents $(4) = (1) + (2) + (3)$ (97,874,786) 37,075,625 (371, 553, 827) 74,556,768
Effect of foreign exchange rate (1, 116, 635) 43,514 (1,229,222) (665, 147)
Cash and cash equivalents at the beginning of the period 16 314,705,158 404.059,260 588,271,612 365,869,456
Cash and cash equivalents at the end of the period 16 217,947,007 441,091,371 217,947,007 441,091,371

SONAE, SGPS, SA

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 30 SEPTEMBER 2015

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

(Amounts expressed in euro)

$\mathbf{1}$ INTRODUCTION

SONAE, SGPS, SA ("Sonae Holding") has its head-office at Lugar do Espido, Via Norte, Apartado 1011, 4470-909 Maia, Portugal, and is the parent company of a group of companies, as detailed in Notes 5 to 7 the Sonae Group ("Sonae"). Sonae's operations and operating segments are described in Note 32.

$\overline{2}$ 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 2014.

2.1 Basis of preparation

The accompanying consolidated financial statements have been prepared in accordance with International Financial Reporting Standards ("IFRS") as adopted by the European Union, issued by the International Accounting Standards Board ("IASB"), and interpretations issued by the IFRS Interpretations Committee ("IFRSIC") or by the previous Standing Interpretations Committee ("SIC"), as adopted by the European Union as from the consolidated financial statements issuance date.

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 company and subsidiaries, adjusted in the consolidation process, on a going concern basis and under the historical cost convention, except for some financial instruments and properties investments which are stated at fair value.

With mandatory application in 2015: Effective date (for
financial years
beginning on or after)
IAS 19 (Amendment) - (Employee Benefits) 01 Jul 2014
Improvements of international financial reporting standards (2010-2012 cycle and
2011-2013 cycle)
01 Jul 2014
IFRIC 21 - (Levies) 17 Jun 2014
With mandatory application after 2015: Effective date (for
financial years
beginning on or after)
IFRS 9 - (Financial instruments - classification and measurement) 01 Jan 2018
IFRS 10, IFRS 12 and IAS 28 (Amendement) - Investment Entities - Applying the
Consolidation Exception
01 Jan 2016
IFRS 11 (Amendment) – (Accounting for Acquisitions of Interests in Joint Operations) 01 Jan 2016
IAS 16 and IAS 38 (Amendment) – (Clarification of Acceptable Methods of Depreciation
and Amortisation)
01 Jan 2016
IAS 27 (Amendment) - (Equity Method in Separate Financial Statements) 01 Jan 2016
IFRS 15 - (Revenues from Contracts with Customers) 01 Jan 2018
Improvements of international financial reporting standards (2012-2014 cycle) 01 Jul 2016

3 CHANGES IN ACCOUNTING POLICIES

During the period was adopted a set of accounting standards, interpretations, amendments and revisions issued in previous periods and whose implementation became mandatory after the $1st$ January 2015 as disclosed in Note 2 and which didn't have any significant impacts on the financial statements as at 30 September 2015.

4 RESTATEMENT OF FINANCIAL STATEMENT

Under the Special Regime of Debt Adjustments to the Fiscal Authorities and Social Security (Decree Law No. 248-A/2002 (PMFL) and Decree Law No. 151-A/2013 (RERD)), Sonae has voluntarily made payments in the past years to the State relating to additional tax assessments of previous years, for which, Sonae had already appealed to the competent courts.

Until the time of those payments the assessment made, and not changed since then, is that these claims correspond to contingencies which probability of being decided against Sonae intents is remote and that such claims are motivated by different interpretations of the applicable tax legislation, hence corresponding to uncertain tax positions. As a result of this assessment, the claims were disclosed in the financial statements as they correspond to contingent liabilities.

Amounts paid under those schemes were recognized as assets under the caption "Other debtors", according to the "IAS 12 - Income taxes" in the case of amounts related to IRC. In respect of payments of other taxes, and considering that applicable accounting rules are silent in relation with those, Sonae used a similar accounting policy, meaning the payments were also recognized as assets.

However, during the verification process of 2012 accounts, CMVM disagreed with Sonae's interpretation and requested the restatement of the financial statements regarding to payments made of taxes arguing that the tax payments which exclude income tax should be considered contingent assets. Although disagreeing with the CMVM's position, Sonae performed the restatement of financial statements, which impact is nil in the income statement and immaterial in the statement of financial position.

The impact of the restatement in the statement of financial position can be analysed as follows:

31 December 2014 30 September 2014 01 January 2014
Amounts in thousands of euros Before the
restatement
Restated of
PMFL and
RERD
After the
restatement
Before the
restatement
Restated of
PMFL and
RERD
After the
restatement
Before the
restatement
Restated of
PMFL and
RERD
After the
restatement
Assets
Tangible and intagible assets 2,032,908 2,032,908 2,015,289 $\overline{\phantom{a}}$ 2,015,289 2,030,018 2,030,018
Goodwill 610,590 610,590 611,727 $\overline{\phantom{a}}$ 611,727 610,188 610,188
Investments 1,233,193 1,233,193 1,205,011 $\overline{\phantom{a}}$ 1,205,011 1,176,784 1,176,784
Deferred tax assets 89,952 89,952 137,307 ٠ 137,307 123,160 123,160
Other non-current assets 50,730 (20,669) 30,061 21,612 $\overline{\phantom{a}}$ 21,612 32,972 32,972
Non-current assets 4,017,373 (20,669) 3,996,704 3,990,946 ×. 3,990,946 3,973,122 3,973,122
Current assets 1,560,749 (715) 1,560,034 1,509,742 (21, 384) 1,488,358 1,503,415 (21,384) 1,482,031
Total assets 5,578,122 (21, 384) 5,556,738 5,500,688 (21, 384) 5,479,304 5,476,537 (21,384) 5,455,153
Liabilities
Borrowings 907,010 907,010 885,100 ٠ 885,100 1,362,598 1,362,598
Other non-current liabilities 174,942 $\overline{\phantom{a}}$ 174,942 230,316 ۰ 230,316 223,004 223,004
Non-current liabilities 1,081,952 $\sim$ 1,081,952 1,115,416 $\sim$ 1,115,416 1,585,602 $\sim$ 1,585,602
Borrowings 946,078 946.078 1,022,772 $\sim$ 1,022,772 233,939 ۰ 233,939
Other current liabilities 1,696,477 1,696,477 1,567,900 $\overline{\phantom{a}}$ 1,567,900 1,748,885 1,748,885
Total current liabilities 2,642,555 2,642,555 2,590,672 ×. 2,590,672 1,982,824 1,982,824
Total liabilities 3,724,507 3,724,507 3,706,088 $\sim$ 3,706,088 3,568,426 3,568,426
Shareholders' funds excluding non-controlling interests 1,692,872 (20, 841) 1,672,031 1,633,043 (20, 841) 1,612,202 1,563,785 (20,034) 1,543,751
Non-controlling interests 160.743 (543) 160,200 161,557 (543) 161,014 344,326 (1,350) 342,976
Total shareholders' funds 1,853,615 (21, 384) 1,832,231 1,794,600 (21, 384) 1,773,216 1,908,111 (21, 384) 1,886,727
Total shareholders' funds and liabilities 5,578,122 (21, 384) 5,556,738 5,500,688 (21, 384) 5,479,304 5,476,537 (21, 384) 5,455,153

Percentage of capital held
30 September 2015 31 December 2014
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%
Bom Momento - Restauração, 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%
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%
Discovery Sports, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Farmácia Selecção, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Fashion Division, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Fashion Division Canárias, SL a) Tenerife (Spain) 100.00% 100.00% 100.00% 100.00%
Fozimo - Sociedade Imobiliária, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Fundo de Investimento Imobiliário Fechado
Imosede
a) Maia 92.48% 92.48% 77.43% 77.43%
Fundo de Investimento Imobiliário Imosonae Dois a) Maia 97.95% 97.95% 98.56% 98.56%
HighDome PCC Limited (Cell Europe) a) Valletta (Malta) 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%
Marcas MC, zRT a) Budapest
(Hungary)
100.00% 100.00% 100.00% 100.00%
L) MJB Design-Lda a) Maia 100.00% 100.00%
MJLF - Empreendimentos Imobiliários, SA a) Maia 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 International Trade, SA a) Madrid (Spain) 100.00% 100.00% 100.00% 100.00%
Modelo Hiper Imobiliária, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Modelo.com - Vendas p/Correspond., SA a) Maia 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%
Ponto de Chegada - Sociedade Imobiliária, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Predicomercial - Promoção Imobiliária, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Predilugar - Sociedade Imobiliária, SA a) Maia 100.00% 100.00% 100.00% 100.00%
SDSR-Sports Division SR, SA a) Matosinhos 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%
SIAL Participações, Ltda a) São Paulo (Brazil) 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
(Netherlands)
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 Financial Services, S.A. a) Maia 100.00% 100.00% 100.00% 100.00%
Sonae Investimentos, SGPS, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Sonae MC - Modelo Continente SGPS, SA a) Matosinhos 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 SR Malta Holding Limited a) Valletta (Malta) 100.00% 100.00% 100.00% 100.00%
Sonaegest-Soc.Gest.Fundos Investimentos, SA a) Maia 100.00% 90.00% 100.00% 90.00%

Sonaerp - Retail Properties, SA a) Porto 100.00% 100.00% 100.00% 100.00%
SONAESR - Serviços e Logística, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Sport Zone Canárias, SL a) Tenerife (Spain) 60.00% 60.00% 51.00% 51.00%
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%
Sonvecap, BV a) Amsterdam
(Netherlands)
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%
Sport Zone spor malz.per.satis ith.ve tic.ltd.sti a) Istambul (Turkey) 100.00% 100.00% 100.00% 100.00%
Têxtil do Marco, SA a) Marco de
Canaveses
92.76% 92.76% 92.76% 92.76%
Valor N, 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%
Worten Canárias, SL a) Tenerife (Spain) 60.00% 60.00% 51.00% 51.00%
Zippy - Comércio e Distribuição, SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Zippy - Comercio y Distribución, SA a) Madrid (Spain) 100.00% 100.00% 100.00% 100.00%
Zippy cocuk malz.dag.ith.ve tic.ltd.sti a) Istambul (Turkey) 100.00% 100.00% 100.00% 100.00%
ZYEvolution-Invest.Desenv., SA a) Matosinhos 100.00% 100.00% 100.00% 100.00%
Sonae IM
Accive Insurance - Consultoria e Franchising, Lda a) Porto 100.00% 35.01%
Accive Insurance - Corretor de Seguros, SA a) Porto 70.00% 35.01%
ADD Avaliações Engenharia de Avaliações e
Perícias, Ltda
a) Brazil 100.00% 50.01% 100.00% 50.01%
Cape Tecnologies Limited a) Dublin (Ireland) 100.00% 89.97% 100.00% 89.97%
Digitmarket - Sistemas de Informação, SA a) Maia 75.10% 67.56% 75.10% 67.56%
Herco Consultoria de Risco e Corretora de
Seguros, Ltda
a) Brazil 100.00% 50.01% 100.00% 50.01%
Herco Consultoria de Risco, SA a) Maia 100.00% 50.01% 100.00% 50.01%
HighDome PCC Limited a) Malta 100.00% 50.01% 100.00% 50.01%
Itrust-Cyber Security and Intelligence, SA a) Maia 100.00% 89.97% 100.00% 89.97%
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%
Lookwise, S.L. a) Navarra (Spain) 100.00% 69.86% 100.00% 53.98%
) MDS África, SGPS, SA a) Porto 100.00% 50.01%
MDS - Corretor de Seguros, SA a) Porto 100.00% 50.01% 100.00% 50.01%
MDS Affinity-Sociedade de Mediação Lda a) Porto 100.00% 50.01% 100.00% 50.01%

MDS Auto - Mediação de Seguros, SA a) Porto 50.01% 25.01% 50.01% 25.01%
Mds Knowledge Centre, Unipessoal, Lda a) Lisbon 100.00% 50.01% 100.00% 50.01%
MDS Malta Holding Limited a) Malta 100.00% 50.01% 100.00% 50.01%
MDS RE - Mediador de resseguros, SGPS, SA a) Porto 100.00% 50.01% 100.00% 50.01%
MDS, SGPS, SA a) Maia 50.01% 50.01% 50.01% 50.01%
Modelo - Distribuição de Materiais de Construção,
SA
b) Maia 50.00% 50.00% 50.00% 50.00%
PCJ-Público, Comunicação e Jornalismo, SA a) Maia 100.00% 89.97% 100.00% 89.97%
Praesidium Services Limited a) Berkshire (U.K.) 100.00% 89.97% 100.00% 89.97%
Público - Comunicação Social, SA a) Porto 100.00% 89.97% 100.00% 89.97%
RSI Corretora de Seguros, Ltda a) Brazil 100.00% 50.01% 100.00% 50.01%
S21 Sec Barcelona, S.L. a) Barcelona (Spain) 100.00% 69.86% 100.00% 53.98%
S21 Sec Brasil, Ltda a) São Paulo (Brazil) 99.99% 69.86% 99.99% 53.97%
S21Sec Ciber seguridad SA de CV a) Mexico City
(Mexico)
100.00% 69.86% 60.00% 26.99%
S21 Sec Frau d Risk Management, S.L. a) Navarra(Spain) 100.00% 69.86% 100.00% 53.98%
S21 Sec Gestion, SA a) Navarra(Spain) 77.65% 69.86% 60.00% 53.98%
S21 Sec Inc. a) Texas (USA) 100.00% 69.86% 100.00% 53.98%
S21 Sec Information Security Labs, S.L. a) Navarra(Spain) 100.00% 69.86% 100.00% 53.98%
S21 Sec Institute, S.L. a) Gipuzcoa(Spain) 100.00% 69.86% 100.00% 53.98%
S21 Sec México, SA de CV a) Mexico
City(Mexico)
100.00% 69.86% 99.87% 53.91%
S21 Sec SA de CV a) Mexico
City(Mexico)
99.99% 69.86% 99.99% 53.98%
Saphety - Transacciones Electronicas SAS a) Bogota
(Colombia)
86.99% 78.27% 86.99% 78.27%
Saphety Brasil Transações Eletrônicas Lda a) São Paulo
(Brazil)
86.99% 78.27% 86.99% 78.27%
Saphety Level - Trusted Services, SA a) Maia 86.99% 78.27% 86.99% 78.27%
Servicios de Inteligencia Estrategica Global, S.L. a) Navarra(Spain) 100.00% 69.86% 100.00% 53.98%
Sonaecom-Cyber Security and Int., SGPS, SA a) Maia 100.00% 89.97% 100.00% 89.97%
Sonaecom - Serviços Partilhados, SGPS, SA a) Maia 100.00% 89.97% 100.00% 89.97%
Sonaecom - Sistemas de Informação, SGPS, SA a) Maia 100.00% 89.97% 100.00% 89.97%
Sonaecom - Sistemas de Información España, SL a) Madrid (Spain) 100.00% 89.97% 100.00% 89.97%
Sonaecom BV a) Amsterdam
(Netherlands)
100.00% 89.97% 100.00% 89.97%
Sonaecom, SGPS, SA a) Maia 90.15% 89.97% 90.15% 89.97%
Sonaetelecom, BV a) Amsterdam
(Netherlands)
100.00% 89.97% 100.00% 89.97%
Tecnológica Telecomunicações, Ltda a) Rio de Janeiro
(Brazil)
99.99% 89.87% 99.99% 89.87%
Tlantic, BV a) Amsterdam
(Netherlands)
77.66% 77.66% 77.66% 77.66%

Tlantic Portugal - Sistemas de Informação, SA a) Maia 100.00% 77.66% 100.00% 77.66%
Tlantic Sistemas de Informação, Ltda a) Porto Alegre
(Brazil)
100.00% 77.66% 100.00% 77.66%
We Do Brasil Soluções Informáticas, Ltda a) Rio de Janeiro
(Brazil)
99.91% 89.88% 99.91% 89.88%
We Do Consulting - Sistemas de Informação, SA a) Maia 100.00% 89.97% 100.00% 89.97%
We Do Poland Sp.Z.o.o. a) Posnan (Poland) 100.00% 89.97% 100.00% 89.97%
We Do Technologies (UK) Limited a) Berkshire (U.K.) 100.00% 89.97% 100.00% 89.97%
We Do Tecnologies Americas, Inc. a) Delaware
(USA)
100.00% 89.97% 100.00% 89.97%
We Do Technologies Australia PTY Limited a) Sydney
(Australia)
100.00% 89.97% 100.00% 89.97%
We Do Technologies Egypt Limited Liability
Company
a) Cairo (Egypt) 100.00% 89.97% 100.00% 89.97%
We Do Technologies Mexico S. de RL a) Mexico City
(Mexico)
100.00% 89.97% 100.00% 89.97%
We Do Tecnologies BV a) Amsterdam
(Netherlands)
100.00% 89.97% 100.00% 89.97%
Others
Libra Serviços, Lda a) Funchal 100.00% 100.00% 100.00% 100.00%
Sonae Investments, BV a) Amsterdam
(Netherlands)
100.00% 100.00% 100.00% 100.00%
Sonae RE, SA a) Luxembourg 99.92% 99.92% 99.92% 99.92%
Sonaecenter Serviços, SA a) Maia 100.00% 100.00% 100.00% 100.00%
Sontel, BV a) Maia 100.00% 100.00% 100.00% 100.00%

$\sqrt{}$

VIC

* the percentage of ownership total represents the total percentage of interest held by the Group; the percentage of capital held "direct" corresponds to the percentage (s) (s) subsidiary which owns the stake in question holds the share capital of this company.

$\begin{pmatrix} a \ b \end{pmatrix}$ Control held by majority of voting rights which confer power of relevant activities that influence;

  • Control held by Management control;
  • $1)$ Company acquired during the period;
  • Company created during the period; $2)$
  • S21sec group Gestion SA has acquired 50% shareholding of the company S21 Sec Ciberseguridad SA de CV, allowing the latter to be
    included by the full consolidation method. $3)$

These entities are consolidated using the full consolidation method.

6 JOINT VENTURES AND ASSOCIATED COMPANIES

Detail of book value of Investment in joint ventures and associates 6.1

The aggregated values of main financial indicators of joint ventures and associated are as follows:

COMPANY 30 September 2015 31 December 2014
Restated
Sonae Sierra
Sonae Sierra SGPS, SA (consolidated)
471,524,013 479.194.133
ZOPT (NOS)
ZOPT, SGPS, S.A. (consolidated)
724,566,722 720,819,992
Sonae IM
Raso SGPS, SA (consolidated)
1)
Unipress - Centro Gráfico, Lda 995,273 972,982
SIRS - Sociedade Independente de Radiodifusão Sonora, SA
Intelligent Big Data, S.L.
S21Sec Ciber seguridad SA de CV
3)
Investments in joint ventures 1,197,086,008 1,200,987,107
Retail
Sempre a Postos - Produtos Alimentares e Utilidades, Lda 1,253,121 1,180,061
APOR - Agência para a Modernização do Porto, S.A. 389.361 417.799
Ulabox, S.L.
2)
2,672,205
Sonae IM
Brokerslink Management AG 41,745 41,745
Investment in associated companies 4,356,432 1,639,605
Total 1,201,442,440 1,202,626,712

As at 29 June 2015, the Group acquired the remaining 50% of Raso SGPS, SA and classified this investment as a non-current asset held for $1)$ sale (Note 17);

  • $2)$ Associated acquired during the period;
  • $3)$ S21sec group Gestion SA has acquired 50% shareholding of the company S21 Sec Ciberseguridad SA de CV, allowing the latter to be included by the full consolidation method.

Detail of joint ventures and associated companies $6.2$

Joint Ventures entities and associated companies included in the consolidated financial statements, their head offices and the percentage of share capital held by Sonae as at 30 September 2015 and 31 December 2014 are as follows:

Percentage of capital held
30 September 2015 31 December 2014
COMPANY Head Office Direct* Total* Direct* Total*
Sonae Sierra
3shoppings - Holding, SGPS, SA Maia 100.00% 25.05% 100.00% 25.05%
8 ª avenida Centro Comercial, SA Maia 100.00% 23.75% 100.00% 23.75%
Adlands BV Amsterdam
(Netherlands)
50.00% 25.00% 50.00% 25.00%
Aegean Park, SA Athens(Greece) 100.00% 25.00% 100.00% 25.00%
ALBCC-Albufeirashopping-Centro Comercial, SA Maia 50.00% 11.88% 50.00% 11.88%
ALEXA Administration GmbH Berlin (Germany) 100.00% 25.00% 100.00% 25.00%
ALEXA Holding GmbH Dusseldorf (Germany) 100.00% 50.00% 100.00% 50.00%
ALEXA Shopping Centre GmbH Dusseldorf (Germany) 100.00% 50.00% 100.00% 50.00%
Algarveshopping - Centro Comercial, SA Maia 100.00% 25.05% 100.00% 25.05%
ARP Alverca Retail Park, SA Maia 100.00% 50.00% 100.00% 50.00%
Arrábidashopping - Centro Comercial, SA Maia 50.00% 12.53% 50.00% 12.53%
Avenida M-40, BV Amsterdam
(Netherlands)
100.00% 25.05% 100.00% 25.05%
Beralands BV Amsterdam
(Netherlands)
100.00% 50.00% 100.00% 50.00%
Campo Limpo Lda S. Paulo (Brazil) 20.00% 3.33% 20.00% 3.33%
Cascaishopping - Centro Comercial, SA Maia 100.00% 28.62% 100.00% 28.62%
Cascaishopping Holding I, SGPS, SA Maia 100.00% 28.62% 100.00% 28.62%
CCCB Caldas da Rainha - Centro Comercial, SA Maia 100.00% 50.00% 100.00% 50.00%
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%
?) CITIC Capital Sierra (Hong Kong) Limited Hong Kong (China) 50.00% 25.00% 50.00% 25.00%
?) CITIC CAPITAL SIERRA Property Management (Shanghai)
Limited
Shangai (China) 50.00% 25.00% 50.00% 25.00%
Coimbrashopping - Centro Comercial, SA Maia 100.00% 25.05% 100.00% 25.05%
Colombo Towers Holding, BV The Hague
(Netherlands)
50.00% 25.00% 50.00% 25.00%
Dortmund Tower GmbH Dusseldorf (Germany) 100.00% 50.00% 100.00% 50.00%
Dos Mares - Shopping Centre, BV Amsterdam
(Netherlands)
100.00% 25.05% 100.00% 25.05%
Dos Mares - Shopping Centre, SA Madrid (Spain) 100.00% 25.05% 100.00% 25.05%
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 de Investimento Imobiliário Parque Dom Pedro
Shopping Center (Fundll)
São Paulo (Brazil) 50.00% 10.34% 50.00% 10.34%
Fundo de Investimento Imobiliário Shopping Parque Dom
Pedro Shopping
São Paulo (Brazil) 87.61% 15.78% 87.61% 15.78%
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 Shopping Centre 1, 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%
Iberian Assets, SA Madrid (Spain) 49.78% 12.48% 49.78% 12.48%
Ioannina Development of Shopping Centres, SA Athens(Greece) 100.00% 50.00% 100.00% 50.00%
Land Retail, BV Amsterdam
(Netherlands)
100.00% 32.19% 100.00% 32.19%
Larissa Development of Shopping Centres, SA Athens(Greece) 100.00% 20.00% 100.00% 25.00%
LCC-Leiriashopping-Centro Comercial, SA Maia 100.00% 23.75% 100.00% 23.75%
Le Terrazze-Shopping Centre 1, Srl Milan (Italy) 50.00% 5.00% 50.00% 5.00%
Loop 5 - Shopping Centre Gmbh Dusseldorf (Germany) 50.00% 25.00% 50.00% 25.00%
Loureshopping - Centro Comercial, SA Maia 50.00% 11.88% 50.00% 11.88%
Luz del Tajo - Centro Comercial, SA Madrid (Spain) 100.00% 25.05% 100.00% 25.05%
Luz del Tajo, BV Amsterdam
(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%
Microcom Doi Srl Bucharest (Romania) 100.00% 50.00% 100.00% 50.00%
Münster Arkaden, BV Amsterdam
(Netherlands)
100.00% 25.05% 100.00% 25.05%
Norte Shopping Retail and Leisure Centre, BV Amsterdam
(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
(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%
Parklake Shopping, SA Bucharest (Romania) 50.00% 25.00% 50.00% 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 de Famalicão - Empreendimentos Imobiliários, SA Maia 100.00% 50.00% 100.00% 50.00%
Pátio Boavista Shopping, Ltda São Paulo (Brazil) 100.00% 16.66% 100.00% 16.66%
Pátio Campinas Shopping, Ltda São Paulo (Brazil) 100.00% 16.66% 100.00% 16.66%
Pátio Goiânia Shopping, Ltda São Paulo (Brazil) 100.00% 16.66% 100.00% 16.66%

Pátio Londrina Empreendimentos e Participações, Ltda São Paulo (Brazil) 100.00% 16.66% 100.00% 16.66%
Pátio São Bernardo Shopping Ltda São Paulo (Brazil) 100.00% 16.66% 100.00% 16.66%
Pátio Sertório Shopping Ltda São Paulo (Brazil) 100.00% 16.66% 100.00% 16.66%
Pátio Uberlândia Shopping Ltda São Paulo (Brazil) 100.00% 16.66% 100.00% 16.66%
Plaza Eboli - Centro Comercial, SA Madrid (Spain) 100.00% 50.00% 100.00% 50.00%
Plaza Mayor Parque de Ócio, BV Amsterdam
(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
(Netherlands)
100.00% 25.05% 100.00% 25.05%
Plaza Mayor Shopping, SA Madrid (Spain) 100.00% 25.05% 100.00% 25.05%
PORTCC - Portimãoshopping - Centro Comercial, SA Maia 50.00% 11.88% 50.00% 11.88%
Project SC 1, BV Amsterdam
(Netherlands)
50.00% 25.00% 50.00% 25.00%
Project Sierra 10 BV Amsterdam
(Netherlands)
100.00% 50.00% 100.00% 50.00%
Project Sierra 11, BV Amsterdam
(Netherlands)
100.00% 50.00% 100.00% 50.00%
Project Sierra 12, BV Amsterdam
(Netherlands)
100.00% 50.00% 100.00% 50.00%
Project Sierra 2, BV Amsterdam
(Netherlands)
100.00% 50.00% 100.00% 50.00%
Project Sierra 8 BV Amsterdam
(Netherlands)
100.00% 25.05% 100.00% 25.05%
Project Sierra Cúcuta B.V. Amsterdam
(Netherlands)
100.00% 50.00% 100.00% 50.00%
Project Sierra Four Srl 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 4 (four), Shopping Centre, GmbH Dusseldorf (Germany) 100.00% 50.00% 100.00% 50.00%
Project Sierra Spain 1, BV Amsterdam
(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 Two Srl Bucharest (Romania) 100.00% 50.00% 100.00% 50.00%
Proyecto Cúcuta S.A.S. Santiago de Cali
(Colombia)
100.00% 50.00%
Rio Sul - Centro Comercial, SA Lisbon 50.00% 11.88% 50.00% 11.88%
River Plaza BV Amsterdam
(Netherlands)
100.00% 50.00% 100.00% 50.00%
River Plaza Mall, Srl Bucharest (Romania) 100.00% 50.00% 100.00% 50.00%
SC Aegean, BV Amsterdam
(Netherlands)
50.00% 25.00% 50.00% 25.00%
Serra Shopping - Centro Comercial, SA Covilhã 50.00% 11.88% 50.00% 11.88%
Shopping Centre Colombo Holding, BV Amsterdam
(Netherlands)
50.00% 12.53% 50.00% 12.53%
Shopping Centre Parque Principado, BV Amsterdam
(Netherlands)
100.00% 25.05% 100.00% 25.05%
Sierra Asia Limited Hong Kong (China) 100.00% 50.00% 100.00% 50.00%
Sierra Berlin Holding BV Amsterdam
(Netherlands)
100.00% 50.00% 100.00% 50.00%

Sierra Brazil 1, BV Amsterdam
(Netherlands)
100.00% 25.00% 100.00% 25.00%
Sierra Central, S.A.S. Santiago de Cali
(Colômbia)
50.00% 25.00% 50.00% 25.00%
Sierra Cevital Shopping Center, Spa Argelia 49.00% 24.50% 49.00% 24.50%
Sierra Corporate Services Holland, BV Amsterdam
(Netherlands)
100.00% 24.50% 100.00% 24.50%
Sierra Developments Holding, BV Amsterdam
(Netherlands)
100.00% 50.00% 100.00% 50.00%
Sierra Developments, SGPS, SA Maia 100.00% 50.00% 100.00% 50.00%
Sierra European Retail Real Estate Assets Holdings, BV Amsterdam
(Netherlands)
50.10% 25.05% 50.10% 25.05%
Sierra Germany GmbH Dusseldorf (Germany) 100.00% 50.00% 100.00% 50.00%
Sierra GP, Limited Guernesey (U.K.) 100.00% 50.00% 100.00% 50.00%
Sierra Greece, SA Athens (Greece) 100.00% 50.00% 100.00% 50.00%
Sierra Investimentos Brasil Ltda São Paulo (Brazil) 100.00% 16.66% 100.00% 16.66%
Sierra Investments (Holland) 1, BV Amsterdam
(Netherlands)
100.00% 50.00% 100.00% 50.00%
Sierra Investments (Holland) 2, BV Amsterdam
(Netherlands)
100.00% 50.00% 100.00% 50.00%
Sierra Investments Holding, BV Amsterdam
(Netherlands)
100.00% 50.00% 100.00% 50.00%
Sierra Investments SGPS, SA Maia 100.00% 50.00% 100.00% 50.00%
Sierra Italy, Srl Milan (Italy) 100.00% 50.00% 100.00% 50.00%
Sierra Management, SGPS, SA Maia 100.00% 50.00% 100.00% 50.00%
.) Sierra Maroc, SARL Mohammedia (Morocco) 100.00% 50.00%
Sierra - OST Property Management, SA Moscow (Russia) 100.00% 50.00% 100.00% 50.00%
Sierra Portugal, SA Lisbon 100.00% 50.00% 100.00% 50.00%
Sierra Project Nürnberg BV Amsterdam
(Netherlands)
100.00% 50.00% 100.00% 50.00%
Sierra Real Estate Greece BV Amsterdam
(Netherlands)
100.00% 50.00% 100.00% 50.00%
Sierra Turkey Gayrimenkul Yonetim Pazarlama ve Danı
manlık Anonim irket.
Istambul
(Turkey)
100.00% 50.00% 100.00% 50.00%
Sierra Services Holland BV Amsterdam
(Netherlands)
100.00% 50.00% 100.00% 50.00%
Sierra Services Holland 2 BV Amsterdam
(Netherlands)
100.00% 50.00% 100.00% 50.00%
Sierra Solingen Holding GmbH Dusseldorf (Germany) 100.00% 50.00% 100.00% 50.00%
Sierra Spain 2 Services, SA Madrid (Spain) 100.00% 50.00% 100.00% 50.00%
Sierra Spain - Shopping Centers Services, SL Madrid (Spain) 100.00% 50.00% 100.00% 50.00%
Sierra Zenata Project B.V Amsterdam
(Netherlands)
100.00% 50.00% 100.00% 50.00%
Solingen Shopping Center GmbH Dusseldorf (Germany) 100.00% 25.00% 100.00% 25.00%
Sonae Sierra Brasil, SA São Paulo (Brazil) 66.65% 16.66% 66.65% 16.66%
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%
SPF - Sierra Portugal Real Estate, Sarl Luxembourg 47.50% 23.75% 47.50% 23.75%
2) Torre Ocidente - Imobiliária, SA Maia 50.00% 12.50% 50.00% 12.50%
Unishopping Consultoria Imobiliária, Ltda São Paulo (Brazil) 100.00% 16.66% 99.98% 16.66%
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
(Netherlands)
100.00% 50.00% 100.00% 50.00%
Zenata Commercial Project, SA Mohammedia
(Marrocos)
100.00% 5.50% 100.00% 5.50%
Zubiarte Inversiones Inmobiliarias, SA Madrid (Spain) 49.83% 12.48% 49.83% 12.48%
ZOPT (NOS)
Be Artis - Concepcao Construcao e Gestao de Redes de
Comunicação, SA
Maia 100.00% 22.54% 100.00% 22.54%
Be Towering-Gestao de Torres de Telecomunicacoes, SA Maia 100.00% 22.54% 100.00% 22.54%
Big Picture 2 Films, SA Oeiras 20.00% 4.51% 20.00% 4.51%
Canal 20 TV, SA Madrid (Spain) 50.00% 11.27% 50.00% 11.27%
Distodo - distribuicao e Logistica, Lda Lisbon 50.00% 11.27% 50.00% 11.27%
Dreamia Holding BV Amsterdam
(Netherlands)
50.00% 11.27% 50.00% 11.27%
Dreamia Servicos de Televisao, SA Lisbon 100.00% 11.27% 100.00% 11.27%
Empracine - Empresa Promotora de Atividades
Cinematograficas, Lda
Lisbon 100.00% 22.54% 100.00% 22.54%
FINSTAR - Sociedade de Investimentos e Participacoes,
SA
Luanda (Angola) 30.00% 13.50% 30.00% 13.50%
Lusomundo - Sociedade de Investimentos imobiliarios,
SGPS, SA
Lisbon 99.87% 11.27% 99.87% 11.27%
Lusomundo Espana, SL Madrid 100.00% 22.54% 100.00% 22.54%
Lusomundo Imobiliaria 2, SA Lisbon 99.87% 22.45% 99.87% 22.45%
Lusomundo Mocambique, Lda Maputo (Mozambique) 100.00% 22.54% 100.00% 22.54%
Mainroad - Servicos em Tecnologias de Informacao, SA Maia 100.00% 22.54% 100.00% 22.54%
MSTAR, SA Maputo (Mozambique) 30.00% 6.76% 30.00% 6.76%
NOS Açores Comunicacoes, SA Ponta Delgada (Azores) 83.82% 18.89% 83.82% 18.89%
NOS Communications Sarl Luxembourg 100.00% 22.54% 100.00% 22.54%
NOS Lusomundo Audiovisuais, SA Lisbon 100.00% 22.54% 100.00% 22.54%
NOS Lusomundo Cinemas, SA Lisbon 100.00% 22.54% 100.00% 22.54%
NOS Lusomundo TV, Lda Lisbon 100.00% 22.54% 100.00% 22.54%
NOS Madeira Comunicações, SA Funchal (Madeira) 77.95% 17.57% 77.95% 17.57%
NOS SGPS, SA Lisbon 52.15% 22.54% 52.15% 22.54%

NOSPUB - Publicidade e Conteudos, SA Lisbon 100.00% 22.54% 100.00% 22.54%
Per-Mar - Sociedade de Construcoes, SA Maia 100.00% 22.54% 100.00% 22.54%
Sport TV Portugal Lisbon 100.00% 22.54% 100.00% 22.54%
Sontaria - Empreendimentos Imobiliarios, SA Maia 100.00% 22.54% 100.00% 22.54%
Teliz Holding, BV Amstelveen
(Netherlands)
100.00% 22.54% 100.00% 22.54%
Upstar Comunicacoes, SA Vendas Novas
(Portugal)
30.00% 13.50% 30.00% 13.50%
ZAP Cinemas, SA Luanda (Angola) 100.00% 13.50% 100.00% 13.50%
ZAP Media, SA Luanda (Angola) 100.00% 13.50% 100.00% 13.50%
ZAP Publishing, SA Luanda (Angola) 100.00% 13.50% 100.00% 13.50%
ZON Finance BV Amsterdam
(Netherlands)
100.00% 22.54% 100.00% 22.54%
ZOPT, SGPS, SA Porto 50.00% 49.98% 50.00% 49.98%
Sonae IM
5) Equador & Mendes - Agência de Viagens e Turismo, Lda Lisbon 75.00% 75.00% 75.00% 37.50%
Intelligent Big Data, S.L. Gipuzcoa (Spain) 50.00% 34.93% 50.00% 26.99%
5) Movimentos Viagens - Viagens e Turismo, Sociedade
Unipessoal, Lda
Lisbon 100.00% 100.00% 100.00% 50.00%
5) Nova Equador Internacional, Agência de Viagens e
Turismo, Lda
Lisbon 100.00% 100.00% 100.00% 50.00%
5) Nova Equador P.C.O. e Eventos, Sociedade Unipessoal, Lda Lisbon 100.00% 100.00% 100.00% 50.00%
5) Raso SGPS, SA Lisbon 100.00% 100.00% 50.00% 50.00%
5) Raso - Viagens e Turismo, SA Lisbon 100.00% 100.00% 100.00% 50.00%
5) Raso II - Viagens e Turismo, Unipessoal, Lda Lisbon 100.00% 100.00% 100.00% 50.00%
SIRS - Sociedade Independente de Radiodifusão Sonora,
SA
Porto 100.00% 40.49% 100.00% 40.49%
S21Sec Ciber seguridad SA de CV Mexico City (Mexico) 77.66% 34.93% 60.00% 26.99%
Unipress - Centro Gráfico, Lda Vila Nova de Gaia 100.00% 44.99% 100.00% 44.99%
5) Viagens y Turismo de Geotur España, S.L. Madrid (Spain) 100.00% 100.00% 100.00% 50.00%

$\sqrt{}$

$\sqrt{6}$

* the percentage of ownership total represents the total percentage of interest held by the Group; the percentage of capital held "direct" corresponds to the percentage $(s)$ (s) subsidiary which owns the stake in question holds the share capital of this company.

Company liquidated during the period; $1)$

Company disposed during the period; $2)$

Ex-Project Sierra Spain 3, BV; $3)$

4) Company created during the period;

As at 29 June 2015, the Group acquired the remaining 50% of Raso SGPS, SA and classified this investment as a non-current asset held for sale $5)$ (Note 17).

6.2.2 Associated Companies

Percentage of capital held
30 September 2015 31 December 2014
COMPANY Head Office Direct* Total* Direct* Total*
Retail
APOR – Agência para a Modernização do Porto, S.A. Porto 22.75% 22.75% 22.75% 22.75%
Sempre a Postos - Produtos Alimentares e Utilidades, Lda Lisbon 25.00% 25.00% 25.00% 25.00%
1) Ulabox, S.L. Barcelona
(Spain)
28.57% 28.57% ۰

* the percentage of ownership total represents the total percentage of interest held by the Group; the percentage of capital held "direct" corresponds to the
percentage (s) (s) subsidiary which owns the stake in question h

1) Associated acquired during the period.

Jointly controlled companies and associated companies were included in the consolidated financial statements by the equity method.

6.3 Financial indicators of participations

6.3.1 Joint Ventures

The aggregated values of main financial indicators of joint ventures can be summarized as follows:

30 September 2015
Joint ventures Sonae Sierra SGPS, SA
(consolidated)
ZOPT, SGPS, SA
(consolidated)
Others
Assets
Investment properties 951,213,063 686,000
Tangible assets 1,303,835 1,216,618,256 1,706,559
Intangible assets 3.027.929 639.594.154 15,102
Goodwill 7,192,675 1,750,731,673
Investments in joint ventures and associates 939,066,791 322.153.136 97
Other non-current assets 150.613.347 145.573.133
Non-current assets 2,052,417,640 4,075,356,352 1,721,758
Cash and cash equivalents 90,918,807 24,570,658 74,177
Other current assets 51,376,215 484.387.523 1,885,443
Current assets 142,295,022 508,958,181 1,959,620
Total assets 2,194,712,662 4.584.314.533 3,681,378
Liabilities
Loans 351.702.016 1.031.779.820 1.855.562
Other non-current liabilities 162,565,497 258,882,245 5.306
Non-current liabilities 514,267,513 1,290,662,065 1,860,868
Loans 221,533,290 139,235,000 26,262
Other current liabilities 115,015,583 593,784,241 1,184,689
Total current liabilities 336,548,873 733,019,241 1,210,951
Total liabilities 850,816,386 2,023,681,306 3,071,819
Equity attributable to the equity holders of the Parent Company 882,634,383 1,285,959,368 609,559
Non-controlling interests 461,261,893 1,274,673,859
Total equity 1,343,896,276 2,560,633,227 609,559
Total equity and liabilities 2,194,712,662 4,584,314,533 3,681,378

$\sqrt{2}$

31 December 2014 Restated
Joint ventures Sonae Sierra SGPS, SA
(consolidated)
ZOPT, SGPS, SA
(consolidated)
Raso SGPS, SA
(consolidated)
Others
Assets
Investment properties 891,623,837 708,000
Tangible assets 1,516,133 1.198.203.256 1,884,239 2,247,298
Intangible assets 2,879,479 638,078,896 354,896 8,042
Goodwill 7,192,675 1,758,031,673 44,061,369
Investments in joint ventures and associates 928,564,893 306.839.602
Other non-current assets 121,771,782 164,504,895 1,022,681 74
Non-current assets 1,953,548,799 4,066,366,322 47,323,185 2,255,414
Cash and cash equivalents 71,650,755 29,772,399 272,015 224,346
Other current assets 70,387,686 454,626,177 19,038,019 2,042,021
Current assets 142,038,441 484.398.576 19,310,034 2,266,367
Total assets 2,095,587,240 4,550,764,898 66,633,219 4,521,781
Liabilities
Loans 468,203,070 621,056,820 2,324,989
Other non-current liabilities 157,802,112 276,085,087 431,466 5,306
Non-current liabilities 626,005,182 897,141,907 431,466 2,330,295
Loans 38,721,438 505.749.000 3.560,801 26,262
Other current liabilities 123,568,773 601,608,100 34,169,436 1,705,815
Total current liabilities 162,290,211 1,107,357,100 37,730,237 1,732,077
Total liabilities 788,295,393 2,004,499,007 38,161,703 4,062,372
Equity attributable to the equity holders of the Parent Company 897,974,623 1,276,520,350 28,508,963 459,409
Non-controlling interests 409,317,224 1,269,745,541 (37,447)
Total equity 1,307,291,847 2,546,265,891 28,471,516 459,409
Total equity and liabilities 2.095.587.240 4,550,764,898 66,633,219 4.521.781
30 September 2015
Joint ventures Sonae Sierra SGPS, SA
(consolidated)
ZOPT, SGPS, SA
(consolidated)
Others
Turnover 140,583,222 1,057,459,000 2,902,055
Other operating income 45,196,506 10.438.000 27,427
185,779,728 1,067,897,000 2,929,482
External supplies and services (68,585,997) (135, 534, 883) (912,038)
Amortisation (755, 956) (283,473,166) (584,440)
Other operating costs (38,696,089) (531,076,192) (1,379,597)
(108,038,042) (950,084,241) (2,876,075)
Financial income 3,929,752 372
Financial expense (16, 845, 399) (27,021,631) (8,431)
Financial results (12, 915, 647) (27,021,631) (8,059)
Other income / expense 108,693,940
Income taxation (18,421,389) (24,900,552) (1, 922)
Consolidated net income/(loss) for the year 155,098,590 65,890,576 43,426
Attributable to:
Equity holders of the Parent Company 94,854,416 32,945,342 43,426
Non-controlling interests 60.244.174 32,945,234
155,098,590 65,890,576 43,426
Other comprehensive income for the period (84,601,991) 17,489,310
Total comprehensive income for the period 70.496.599 83.379.886 43,426

Sonae Sierra SGPS, SA
(consolidated)
ZOPT, SGPS, SA
(consolidated)
Raso SGPS, SA
(consolidated)
Others
137,291,721 1,017,717,871 30,132,904 3,381,430
21,699,474 12,414,480 1,218,607 92,194
158,991,195 1,030,132,351 31, 351, 511 3,473,624
(67,028,150) (120, 373, 878) (22, 147, 337) (1,494,541)
(1,142,691) (269,956,291) (622,890) (599,830)
(39,055,412) (533,229,078) (7,736,332) (1,312,459)
(107, 226, 253) (923,559,247) (30,506,559) (3,406,830)
3,700,627 17,598 12,410
(20,562,690) (38,511,496) (768, 593) (21,298)
(16,862,063) (38,511,496) (750,995) (8,888)
80,218,488
(14,894,018) (11, 300, 763) (223,610) (646)
100,227,349 56,760,845 (129,653) 57,259
59,798,822 32,521,270 (113, 229) 56,734
40,428,527 24,239,575 (16, 424)
100,227,349 56,760,845 (129,653) 56,734
23,009,063 23,246,326
123,236,412 80.007.171 (129, 653) 56,734
30 September 2014
30 September 2015 31 December 2014 Restated
Associates Sempre a Postos Ulabox Others Sempre a Postos Others
Non-Current Assets 1.933.080 1,270,286 19.054 2,407,920 9.394
Current Assets 10.912.168 3.607.207 1.766.897 9.551,507 1,911,071
Non-Current Liabilities 8.594 17.263
Current Liabilities 7,824,175 269.211 74.471 7.221.921 83,985
Equity attributable to the equity holders of the Parent Company 5.012.479 4.608.282 1.711.480 4.720.243 1.836.480
30 September 2015 30 September 2014
Associates Sempre a Postos Ulabox Others Sempre a Postos Others
Turnover 39,050,382 2,973,818 53.060 37.113.244 109,670
Other operational income 3.378.879 199 3,449,007
Operational expenses (40,500,615) (4,348,940) (204, 534) (39,290,378) (145, 966)
Net financial expense 10.444 26,301 (8,348) 41,390
Taxation (460, 609) (28) (312, 233) (12)
Consolidated profit/(loss) for the period 1,478,481 (1,375,122) (125,002) 951,292 5,082
Other comprehensive income for the period
Other comprehensive income for the period 1,478,481 (1,375,122) (125.002) 951,292 5.082

6.4 Movements occurred in the period

During the period ended at 30 September 2015 and 2014, movements in investments in joint ventures and associated companies are as follows:

30 September 2015 30 September 2014 Restated
Proportion on
equity
Goodwill Total
investment
Proportion on
equity
Goodwill Total
investment
Joint ventures
Opening balance as at 1 January 621,439,679 579,547,428 1,200,987,107 593,918,408 549,973,662 1,143,892,070
Acquisitions during the period 44,012 44,012
Equity method:
Gains or losses in joint controlled and
associated companies
63,962,337 63,962,337 46,216,611 46,216,611
Distributed dividends (28,037,732) ×. (28,037,732) (7,320,649) (7,320,649)
Effect in equity capital and non-controlling
interests
(39, 825, 703) (39, 825, 703) (2,479,027) (2,479,027)
Impairment in joint ventures 6,090,752 6,090,752
617,538,581 579,547,428 1,197,086,009 630,379,355 556,064,414 1,186,443,769
Investments in associates companies
Opening balance as at 1 January 1,502,111 137,494 1,639,605 899,945 899,945
Constitutions during the period 41,745 41.745
Acquisitions during the period 1,599,541 1,400,759 3,000,300 300,000 300,000
Equity method:
Gains or losses in joint controlled and
associates companies
13,088 13,088 237,823 237,823
Distributed dividends (296, 562) (296, 562) (16, 446) (16, 446)
2,818,178 1,538,253 4,356,431 1,463,067 1,463,067
Total 620,356,759 581,085,681 1,201,442,440 631,842,422 556,064,414 1,187,906,836

The effect on equity is mainly the result of currency translation figures of companies with a functional currencies different form euro.

7 OTHER NON-CURRENT INVESTMENTS

The other non-current investments, their head offices, percentage of share capital held and book value as at 30 September 2015 and 31 December 2014, are as follows:

Percentage of share capital held
30 September 2015 31 December 2014
Restated
Statment of financial position
Company Head office Direct Total Direct Total 30 September 2015 31 December 2014
Restated
Retail
Dispar - Distrib. de Participações, SGPS, SA Lisbon 14.28% 14.28% 14.28% 14.28% 9,976 9,976
Insco - Insular de Hipermerc., SA Ponta Delgada 10.00% 10.00% 10.00% 10.00% 898,197 898,197
Solferias-Operadores Turísticos, SA Lisbon 11.11% 11.11% 11.11% 11.11% 133,162 133,162
MOVVO, SA Porto 16.00% 16.00% 9.09% 9.09% 800,000 400,000
Sonae IM
Lusa - Agên. de Notícias de Portugal, SA Lisbon 1.38% 1.24% 1.38% 1.24% 97.344 97.344
Cooper Gay Swett & Crawford Itd London 9.72% 4.86% 9.72% 4.86% 16,766,584 16,766,584
Other investments 12,233,143 12,260,854
Total (Note 12) 30.938.406 30.566.117

On 30 September 2015, are included in "Other Investments", among others 9,998,825 euro (10,000,046 euro as at 31 December 2014) related to deposited amounts on an Escrow Account which is invested in investment

funds with superior rating and contractual liability guarantees assumed in the disposal of a Brazil Retail business and for which provisions were recorded in the applicable situations (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 the use of the Escrow Account, namely as whether or not, to retain the Escrow Account for on-going fiscal procedures that have not yet been decided (Note 26). It is the understanding of the Board of Directors, based on legal opinions of Brazilian and Portuguese lawyers that the reason attends to Sonae.

Financial investment in Cooper Gay Sweet & Crawford Ltd maintained its fair value at 31 December 2014 as it was considered that there are no material valuation differences. The valuation of this investment was performed taking into consideration the EBITDA from other companies with the same activity, deducted from its debt amount. Fair value reserves as at 31 December 2014 are related to the valuation of this investment.

8 CHANGES IN CONSOLIDATION PERIMETER

The acquisition occurred in the period ended as at 30 September 2015 was as follows:

Percentage of share capital held
At acquisition date
COMPANY Head office Direct Total
Retail
MJB - Design, Lda
Maia 100.00% 100.00%
Sonae IM
S21Sec Ciber seguridad SA de CV
City of Mexico (Mexico) 100.00% 69.86%

The effects of this acquisition in the consolidated financial statements can be analyzed as follows:

Retail Sonae IM
Amounts in euro Financial Position
before aquisition
30 September
2015
Financial Position
before aquisition
30 September
2015
Net acquired assets
Tangible and intangible assets 24,793 24,137 5,852 6,821
Other assets 166.487 584.709 187.451 253,171
Cash and cash equivalents 28,531 6,341 62,419 16,150
Other liabilities (70,987) (420,522) (857,147) (872,340)
Total net acquired assets 148,824 194,665 (601,425) (596,198)
Goodwill (Note 11) 767,299 369,402
Acquisition price 916,123 1,480
Effective cash paid 916.123 1,480
Future cash paid
916,123 1,480
Net cash flow resulting from the acquisition
Effective cash paid (916, 123) (1,480)
Cash and cash equivalents acquired 28,531 62,419
(887,592) 60,939

Retail Sonae IM
Amounts in euro Since acquisition
date
9 months Since acquisition
date
9 months
Sales and services 30,665 576,770 33.475 119,673
Other income 11,621
Cost of sales (8,591) (273, 722)
External supplies and services (18,634) (115, 266) 371.027 (125, 624)
Other expenses and losses (24, 816) (144, 454) 6,981 (11,658)
Net financial income (2,221) (2,807) 64 (20,496)
Profit/loss before taxation (23,597) 52,142 416.105 (38,105)
Taxation 3.673 (14, 493)
Net Income (19.924) 37,649 416,105 (38,105)
Others Tangible Total
Land and Plant and tangible assets tangible
buildings machineru assets in progress assets
Gross assets:
Opening balance as at 1 January 2015 - Restated 1,668,538,078 1,286,938,925 184,269,466 27,306,514 3,167,052,983
Investment 5,073,785 1,033,533 848,970 96,877,613 103,833,901
Disposals (170,080,638) (44,454,099) (6, 547, 844) (2,782,408) (223,864,989)
Exchange rate effect (378,140) (116, 019) (1,051,689) 40 (1,545,808)
Transfers 6,057,915 74,171,653 12,840,395 (94,167,084) (1,097,121)
Closing balance as at 30 September 2015 1,509,211,000 1,317,573,993 190,359,298 27,234,675 3,044,378,966
Accumulated depreciation and impairment losses
Opening balance as at 1 January 2015 - Restated 432,793,307 783,680,414 148,631,381 1,365,105,102
Depreciation of the period 18,122,855 78,130,444 10,270,125 106,523,424
Impairment losses of the period 44,502 44,502
Disposals (36,704,228) (36,504,413) (6,273,516) (79,482,157)
Exchange rate effect (342,796) (84, 625) (825, 895) (1,253,316)
Transfers 4,753 (479, 188) (311, 611) (786, 046)
Closing balance as at 30 September 2015 413,873,891 824,787,134 151,490,484 $\sim$ 1,390,151,509
Carrying amount as at 30 September 2015 1,095,337,109 492,786,859 38,868,814 27,234,675 1,654,227,457
Others Tangible Total
Land and Plant and tangible assets tangible
buildings machineru assets in progress assets
Gross assets:
Opening balance as at 1 January 2014 - Restated 1,659,329,823 1,248,692,623 176,539,371 31,848,923 3,116,410,740
Investment 5.419,514 1,144,476 573,335 84,601,848 91,739,173
Acquisitions of subsidiaries 928,629 631,867 2,634,828 4,195,324
Disposals (6,389,351) (31, 977, 240) (4,066,266) (3,988,278) (46, 421, 135)
Disposals of subsidiaries (8,466,427) (2,107,714) (1,771,001) (87,731) (12,432,873)
Exchange rate effect 32,887 77,638 325,358 1,559 437,442
Transfers 14,834,921 58,975,968 9,032,775 (84,701,581) (1,857,917)
Closing balance as at 30 September 2014 - Restated 1,665,689,996 1,275,437,618 183,268,400 27,674,740 3,152,070,754
Accumulated depreciation and impairment losses
Opening balance as at 1 January 2014 - Restated 409,943,585 737,980,900 141,321,852 1,289,246,337
Depreciation and impairment losses of the period 19,204,108 76,218,297 10,486,639 105,909,044
Acquisitions of subsidiaries 815,247 600,394 2,483,325 3,898,966
Disposals (48, 575) (24, 836, 271) (3,874,693) (28,759,539)
Disposals of subsidiaries (4,102,562) (1,668,613) (1,447,561) (7,218,736)
Exchange rate effect 16,800 61,221 232,037 310,058
Transfers 1,517,385 (1,633,097) (831,297) (947,009)
Closing balance as at 30 September 2014 - Restated 427, 345, 988 786,722,831 148,370,302 $\bar{a}$ 1,362,439,121
Carrying amount as at 30 September 2014 - Restated 1,238,344,008 488,714,787 34,898,098 27,674,740 1,789,631,633

30 September 2015 30 September 2014
Restated
Refurbishment and expansion of stores in the retail businesses located in
Portugal
16,270,489 17,533,331
Refurbishment and expansion of stores in the retail businesses located in
Spain
1.041.222 639.546
Projects of "Continente" stores for which advance payments were made 9.359.900 8,879,900
Others 563.064 621,963
27.234.675 27.674.740
Patents Others Intangible Total
and other intangible assets intangible
similar rights assets in progress assets
Gross assets:
Opening balance as at 1 January 2015 - Restated 116.610.221 330.979.840 37.819.101 485.409.162
Investment 50.714 1.548.687 33.120.906 34,720,307
Disposals (63,330) (661,786) (362, 165) (1,087,281)
Exchange rate effect 350,389 (8,082,806) 60,382 (7,672,035)
Transfers 509.607 25,190,924 (25,074,495) 626,036
Closing balance as at 30 September 2015 117,457,601 348,974,859 45,563,729 511,996,189
Accumulated depreciation and impairment losses
Opening balance as at 1 January 2015 - Restated 37.123.054 217.326.220 ۰ 254.449.274
Depreciation of the period 1.645.368 20.489.524 22.134.892
Disposals (61,994) (508, 216) (570, 210)
Exchange rate effect 301,283 (4,317,293) (4,016,010)
Transfers 5,565 49.623 55,188
Closing balance as at 30 September 2015 39,013,276 233,039,858 ۰ 272,053,134
Carrying amount as at 30 September 2015 78,444,325 115,935,001 45,563,729 239,943,055

Patents
other similar
rights
Others
intangible
assets
Intangible
assets
in progress
Total
intangible
assets
Gross assets:
Opening balance as at 1 January 2014 - Restated 115,657,930 273,625,596 29,084,967 418,368,493
Investment 37,287 1,071,906 32,657,869 33,767,062
Disposals 18.910.087 1.779.932 20.690.019
Disposals (439, 489) (908, 315) (423,110) (1,770,914)
Disposals of subsidiaries (26,071) (1,638,360) (1,664,431)
Exchange rate effect 483,416 2,011,860 52,837 2,548,113
Transfers 372,229 21,914,275 (22, 713, 837)
134,995,389 297,856,894 38,658,726 (427,333)
Closing balance as at 30 September 2014 - Restated 471,511,009
Accumulated depreciation and impairment losses
Opening balance as at 1 January 2014 - Restated 32,462,492 183.051.845 215,514,337
Depreciation of the period 4,155,550 17,027,177 21,182,727
Acquisitions of subsidiaries 10,242,112 1,616,691 11,858,803
Disposals (436, 422) (886,848) (1,323,270)
Disposals of subsidiaries (24,812) (1,469,233) (1,494,045)
Exchange rate effect 313,921 806,399 1,120,320
Transfers 48,960 (71, 547) (22,587)
Closing balance as at 30 September 2014 - Restated 46,761,801 200,074,484 246,836,285
Carrying amount as at 30 September 2014 - Restated 88,233,588 97,782,410 38.658.726 224.674.724
30 September 2015
Portugal Brazil Other countries Total
Sonae MC 477,779,587 477,779,587
Sonae SR
electronics 65.283.532 65,283,532
fashion 8.736.484 8,736,484
sports 10,957,847 10.957.847
Sonae RP 2.906.853 2.906.853
MDS 9,304,155 17,185,872 26,490,027
Information Systems and Multimedia 778.943 7.090 11,758,254 12.544.287
575.747.401 17,192,962 11.758.254 604.698.617

31 December 2014 Restated
Portugal Brazil Other countries Total
Sonae MC 477.012.288 477.012.288
Sonae SR
electronics 65.283.532 65,283,532
fashion 8.736.484 $\overline{\phantom{a}}$ 8.736.484
sports 10,957,847 10,957,847
Sonae RP 3.315.934 3.315.934
MDS 9,221,508 24,053,063 33,274,571
Information Systems and Multimedia 778.943 7.090 11,223,775 12,009,808
575.306.536 24.060.153 11.223.775 610.590.464
30 September 2015 30 September 2014
Restated
Gross value:
Opening balance 625.358.011 624.540.640
Goodwill generated in the period (Note 8) 1.136.701
Other variations (326, 434) (2,325)
Currency translation (6,702,114) 1.541.327
Closing balance 619.466.164 626.079.642
Accumulated impairment losses:
Opening balance 14.767.547 14.352.782
Increases
Closing balance 14.767.547 14.352.782
Carrying amount: 604.698.617 611.726.860
30 September 2015 30 September 2014 Restated
Non current Current Non current Current
Other investments
Fair value (net of impairment losses) as at 1 January 30,566,117 57,667,740 31,991,837 202,448,454
Acquisitions in the period 400.000 125.104 683.191
Disposals in the period (7,116) (3,242,124) (141,650,837)
Increase/(Decrease) in fair value (27,711) 23.512.204 4.070 (8,217,684)
Transfers (150, 763) 150,763
Fair value (net of impairment losses) as at 30 September 30,938,406 81,297,932 29,286,211 52,730,713
Derivative financial instruments (Note 21)
Fair value as at 1 Januaru 3,995,221 35.999
Acquisitions in the period 4.678.300
Increase/(Decrease) in fair value (3,462,062) 327,986
Fair value as at 30 September 533.159 5.042.285
30,938,406 81,831,091 29,286,211 57,772,998

SGPS and ZON. This investment is recorded at fair value through profit or loss, since it is the initial classification of an asset held for a sale purpose in a short-time. In accordance with the 'Shareholders Agreement', these shares neither concedes any additional vote right or affect the shared control situation with NOS, SGPS, S.A (prior Zon Optimus, SGPS, SA).

Decreases at 30 September 2014 include the counterpart in NOS shares provided by the terms of trade of the General Public and Voluntary Offer for acquisition of Sonaecom SGPS, SA. shares, as a result of this offering Sonaecom reduced its investment in NOS shares in 26,476,792 shares (141,650,837 euro) and now holds 11,012,532 shares representing the share capital of NOS, corresponding to a share of 2.14%.

The amount of increase / (decrease) in fair value under the caption "Other current investments" on current asset, is mainly associated with the registration to the fair value of the participation on NOS in the amount of 23,511,756 euro (-8,217,685 euro at 30 September 2014). The fair value of this investment is determined based on the price of NOS shares and the respective changes are recorded in the consolidated income statement.

The Other non-current Investments are recorded at acquisition cost net of impairment losses. It is Sonae understanding that no reliable fair value estimate can be made as there is no market data available for these investments. The heading of "Other non-current Investments" includes 4,172,822 euro (3,817,955 euro in 30 September 2014) of investments recorded at acquisition cost net of impairment losses for the same reasons.

The Other non-current Investments are net of impairment losses amounting to 306,559 euro (257,729 euro in 30 September 2014) (Note 25).

13 OTHER NON-CURRENT ASSETS

As at 30 September 2015 and 31 December 2014, "Other non- current assets" are detailed as follows:

30 September 2015 31 December 2014 Restated
Gross Value Accumulated
impairment
losses
(Note 25)
Carrying
Amount
Gross Value Accumulated
impairment
losses
(Note 25)
Carrying
Amount
Loans granted to related parties 3.570 3.570 3.570 3.570
Trade accounts receivable and other debtors
Legal deposits 582,465 $\blacksquare$ 582,465 823,044 823,044
Recognition of the value to be received from Wall Mart 5,712,879 $\overline{\phantom{0}}$ 5,712,879 7,948,164 7,948,164
Cautions 4,684,690 $\overline{\phantom{0}}$ 4,684,690 5,173,020 $\equiv$ 5,173,020
Special regime for payment of tax and social security
debts
7,819,076 $\frac{1}{2}$ 7,819,076 7,820,568 $\blacksquare$ 7,820,568
Others 488.464 ۰. 488.464 728.456 728,456
19,287,574 $\blacksquare$ 19,287,574 22,493,252 $\equiv$ 22,493,252
Reinsurer's' share of technical provisions 18,027,538 $\equiv$ 18,027,538 6,545,163 $\sim$ 6,545,163
Other non-current assets 21,521 21,521 58,448 58,448
37,340,203 $\equiv$ 37,340,203 29,100,433 29,100,433

As a result of the agreements signed in 2005 by the former subsidiary - Sonae Distribuicao Brasil, SA (sold to Wall-Mart in 2005) with Carrefour Comercio e Industria Ltda, Sonae assumed the responsibility to compensate Carrefour for the expenses that would arise from the 10 stores licensing process, in the Brazilian state of Sao Paulo, that were sold to that entity. During 2010, Carrefour triggered a bank warranty "on first demand" amounting to 25,340,145.80 Brazilian real (approximately 5.7 million euro) for alleged expenses incurred with the mentioned stores that, allegedly arose from the need to remedy deficiencies cited by

30 September 2015 31 December 2014
Restated
Trade accounts receivable 89.346.338 87,084,210
Taxes recoverable 80,731,129 54,777,732
Granted loans and other receivables to related companies 21,395,177 8,776,377
Other debtors
Trade creditors - debtor balances 38,616,574 47,075,248
Vouchers and gift cards 1,073,234 2.222.783
VAT recoverable on real estate assets 1.148.203 3.313.110
Receivables from insurance companies 2,027,497 778.831
Advances to suppliers 349,669 350.481
Reinsurance operations 879,098 864,209
Other current assets 26,434,615 20,002,394
70,528,890 74,607,056
Other current assets
Invoices to be issued 10.386.408 8,326,110
Commercial discounts 85,934,215 58,952,301
Insurance premiums paid in advance 10,735,260 7,669,745
Prepayments of external supplies and services 6.546.378 4.786.839
Prepayments - Rents 6,364,119 6,270,434
Commissions to be received 3,587,196 2,485,121
Software licenses 2,783,677 2,080,744
Other current assets 10.132.798 13,478,335
136,470,051 104,049,629
Accumulated impairment losses in receivables accounts (Note 25) (28,071,031) (22,496,541)
370,400,554 306,798,463

15 DEFERRED TAX

Deferred tax assets and liabilities as at 30 September 2015 and 31 December 2014 can be detailed as follows, split between the different types of temporary differences:

Deferred tax assets Deferred tax liabilities
30 September 2015 31 December 2014
Restated
30 September 2015 31 December 2014
Restated
Difference between fair value and acquisition cost 6,216,291 6.216.291 24,642,757 26,314,693
Amortisation and Depreciation 1.658.588 1.816.225 42.947.850 44,149,035
Provisions and impairment losses not accepted for tax purposes 9,899,976 12,896,112
Write off of tangible and intangible assets 1,629,446 1,818,696
Valuation of hedging derivatives 139.138 73.443 85,676 574,288
Amortisation of Goodwill for tax purposes 18,613,422 18,613,423
Revaluation of tangible assets 1,204,442 1,292,518
Tax losses carried forward. 73.428.621 63.338.474
Reinvested capital gains/(losses) 591,959 1,256,610
Tax Benefits 3,085,532 3,258,977
Others 2,936,955 533,725 1,945,473 2,191,748
98,994,547 89.951.943 90.031.579 94.392.315

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 September 2015 and 31 December 2014, and using exchange rates effective at that time, tax losses carried forward can be summarized as follows:

30 September 2015 31 December 2014 Restated
Tax losses
carried forward
Deferred
tax assets
Time limit Tax losses
carried forward
Deferred
tax assets
Time limit
With limited time use
Generated in 2009 70.484 14.802 2015 114.601 24.066 2015
Generated in 2011 936.315 196,626 2015 994.069 227.320 2015
Generated in 2012 2017 2017
Generated in 2014 1,194,236 250.790 2026 1.194.236 250.790 2026
Generated in 2015 2027
2,201,035 462,218 2,302,906 502,176
With a time limit different from the
above mentioned (a)
289,070,611 72.966.403 249,624,509 62,836,298
291,271,646 73,428,621 251,927,415 63,338,474

a) Includes, in 30 September 2015, 65.1 million euro (60 million euro in 31 December 2014) related to deferred tax assets for which the carry forward period count hasn't started.

As at 30 September 2015 and 31 December 2014, deferred tax assets resulting from tax losses carried forward were assessed against each company's business plans, which are regularly updated, and available tax planning opportunities. Deferred tax assets have only been recorded to the extent that future taxable profits will arise which may be offset against available tax losses or against deductible temporary differences. This evaluation centered on the business plan of Sonae entities, which were reviewed and updated periodically and on the available and identified fiscal opportunities.

As at 30 September 2015 deferred tax assets related to tax losses generated in current and previous years, by Modelo Continente Hipermercados, S.A. Spanish Branch of Retail operating segment, amount to 65.1 million euro (54.3 million euro as at 31 December 2014). The mentioned tax losses can be recovered within the Income Tax Group established in Spain, according to Spanish law. Modelo Continente Hipermercados, S.A. Spanish Branch, as at 30 September 2015 and 31 December 2014, was the dominant entity within the group of companies taxed in accordance with the Spanish regime for taxing groups of companies.

As at 30 September 2015 there was tax losses carried forward, for which no deferred tax assets were recognized due to uncertainties of their future use. These may be summarized as follows:

30 September 2015 31 December 2014 Restated
Tax losses
carried forward
Deferred
tax credit
Time limit Tax losses
carried forward
Deferred
tax credit
Time limit
With limited time use
Generated in 2009 7,478,340 1,572,001 2015 10,546,946 2,277,819 2015
Generated in 2010 2016 5,396,528 1,189,522 2016
Generated in 2011 7,015,077 1,509,345 2015 7,520,472 1,615,477 2015
Generated in 2012 8.054.429 1.755.381 2017 11,599,479 2,566,889 2017
Generated in 2013 17,684,017 3,746,937 2018 18,046,606 4,100,873 2018
Generated in 2014 4.553.436 44.392.950 2026 5,705,078 1,236,359 2026
Generated in 2015 2,119,179 445.028 2027
46.904.478 53.421.642 58,815,109 12.986.939
Without limited time use 33,599,248 8,816,966 38,355,276 10,668,429
With a time limit different from the
above mentioned
273,427,704 68,331,461 275,096,290 68,760,368
353,931,430 130,570,069 372,266,675 92,415,736

16 CASH AND CASH EQUIVALENTS

As at 30 September 2015 and 31 December 2014, Cash and cash equivalents can be detailed as follows:

30 September 2015 31 December 2014
Restated
7.556.310 7.790.919
130,621,214 399,994,990
111,105,552 180,810,883
249,283,076 588,596,792
(31,336,069) (325,180)
217.947.007 588,271,612

Bank overdrafts are disclosed in the statement of financial position under current loans.

17 NON - CURRENT ASSETS HELD FOR SALE

As at 30 September 2015 the Raso, SGPS, SA investment was classified as non-current asset held for sale. The valuation of this asset was based on the assessment made for the acquisition on June 29, 2015, of the remaining 50% Raso share capital. A reinforcement of impairment losses of about 4.7 million was recorded based on this valuation. In October 2015, this investment was disposed of to Springwater Tourism Group S.A..

18 SHARE CAPITAL

As at 30 September 2015, 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 15th 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 capital.

This transaction has 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 current liabilities" (Note 24). 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 the group 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 in 4 January 2008, of Sonae Capital SGPS. SA demerger rights attributable to the 132,800,000 Sonae Holding shares subject to the above mentioned agreement, the Group recognized an asset measured at its' fair value. This asset as not been derecognized as the Group also entered into a Cash Settled Equity Swap over the Sonae Capital SGPS, SA shares, and therefore a liability was recognized.

In the period from 2009 to 2015 Sonae Investments BV requested a partial cancellation of the Cash Settled Equity Swap for 14,001,876 Sonae Holding shares. Thereafter, the derivative financial instrument focused on 118,798,124 Sonae Holding shares.

On 19 October 2010 Sonae Investments BV came to an agreement with the above mentioned financial institution to extend the maturity date of the Cash Settled Equity Swap over Sonae Holding shares. The renewal of the maturity date was made for 3 additional years, until November 2013, keeping the settlement mechanism as strictly financial. The Cash Settled Equity Swap, over Sonae Capital SGPS, SA shares, at maturity date, was not renewed, as so Sonae acquired 16,600,000 Sonae Capital SGPS, SA shares at fair value, which corresponded to the amount of the liability recorded at the settlement date, representative of 6.6% of its capital. During the year ended 31 December 2012 Sonae Capital shares were disposed. In November 2014 was carried further renewal for a further period of one year, keeping the other conditions unchanged.

Considering the operations mentioned above, the amount of the liability recorded amounts to 103,700,000 euro (Note 24) (103,720,163 euro as at 31 December 2014) reflecting the market value of Sonae Holding shares.

The value of these liabilities is adjusted at the end of each month by the effect of Sonae Holding share price variation being recognized an asset / liabilities current in order to present the right / obligation related to the receipt / financial liquidation that occurs on a monthly basis.

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

The value to get established on the basis of dividends distributed by Sonae is credited in equity to offset the charge of the distribution.

As at 30 September 2015, Sonae owns directly and indirectly 122,337,183 own shares (123,579,306 as at 31 December 2014) representing 6.12% of its share capital shares (6.18% as at 31 December 2014) at an average price of 1.039 euro.

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 (Note 30).

As at 30 September 2015, the following entities held more than 20% of the subscribed share capital:

Company %
Efanor Investimentos, SGPS, SA and subsidiaries 52.48

19 NON-CONTROLLING INTEREST

As at 30 September 2015 and 31 December 2014, Non-controlling interests can be detailed as follows:

30 September 2015
COMPANY Equity Profit/(Loss) for
the period
Book value of
non-controlling
interests
Proportion in
income
attributable to
non-controlling
interests
Dividends
attributable to
non-controlling
interests
Retail
Real Estate Investment Funds
Others
282,653,126
45,299,435
24,237,922
1,582,945
13.849.912
20.244.588
1,058,898
618.235
815,703
Sonae IM
Sonaecom, SGPS, SA (consolidated)
MDS, SGPS, SA (consolidated)
1,022,372,035
4.990.051
38,309,908
(2, 136, 784)
101,253,178
3.548.905
2,612,734
(1,050,829)
1,418,021
114.977
Others
Others
1,238,273 654,860 990 524
Total 1.356.552.920 62.648.851 138.897.573 3.239.562 2.348.701
31 December 2014 Restated
COMPANY Equity Profit/(Loss) for
the period
Book value of
non-controlling
interests
Proportion in
income
attributable to
non-controlling
interests
Dividends
attributable to
non-controlling
interests
Retail
Real Estate Investment Funds 295.727.211 16.120.563 33,627,820 1,399,782 1,799,008
Others 41.281.318 (43,771) 19,341,825 (144, 654)
Sonae IM
Sonaecom, SGPS, SA (consolidated) 996.986.287 27.336.516 99.447.776 2.028.375 19,920
MDS, SGPS, SA (consolidated) 13,484,185 (3,307,449) 7,782,645 (1,606,504) 183,650
Others
Others 583,413 (1,672,426) 467 (1,338)
Total 1,348,062,414 38,433,433 160.200.533 1,675,661 2,002,578

30 September 2015
Retail Sonae IM Others
Real Estate
Investment
Funds
Others Sonaecom,
SGPS, SA
(consolidated)
MDS, SGPS, SA
(consolidated)
Others Total
Opening balance as at 1 January 33,627,820 19,341,826 99,447,776 7,782,645 466 160,200,533
Distributed dividends (815,737) 34 (1,418,021) (114, 977) ÷. (2,348,701)
Changes of increased shareholding by acquisitions (20,961,889) 182,782 342,290 105,227 (20, 331, 590)
Change in currency translation reserve
Participation in other comprehensive income (net
of tax) related to joint ventures and associated
(50, 554) 51,399 (3,062,977) $\qquad \qquad =$ (3,062,132)
companies included in consolidation by the equity
method
310,013 310,013
Obligation fulfilled by share attribution to employees (12, 807) 100,920 (110.188) (22,075)
Changes in hedging reserves (38,610) (38,610)
Changes in percentage for shares disposal 953,639 953,639
Others (12) 89,955 (93,013) 4 (3,066)
Profit for the period attributable to non-controlling interests 1,058,898 618,235 2,612,734 (1,050,829) 524 3,239,562
Closing balance as at 30 September 13,849,912 20,244,588 101,253,178 3,548,905 990 138,897,573
30 September 2014 Restated
Retail Sonae IM Others
Real Estate
Investment
Funds
Others Sonaecom,
SGPS, SA
consolidated)
MDS, SGPS, SA
(consolidated)
Others Total
Opening balance as at 1 January
Distributed dividends
37,219,381
(66, 437)
19,360,454 279,177,885
(19,920)
7,216,788
(299,027)
1,804 342,976,312
(385, 384)
Changes of increased shareholding by acquisitions (4,658,724) $\sim$ (178, 647, 332) (183, 306, 056)
Change in currency translation reserve
Participation in other comprehensive income (net
15,964 (71, 526) 600,253 544,691
of tax) related to joint ventures and associated
companies included in consolidation by the equity
method
(1,317,724) (1,317,724)
Obligation fulfilled by share attribution to employees (4,398) 60,114 (817,043) (14, 155) (775,482)
Changes in hedging reserves 58,079 58,079
Changes in percentage for shares disposal 1,225,526 1,225,526
Others 57,965 57,965
Profit for the period attributable to non-controlling interests 1,102,599 218,958 2,091,111 (1,476,184) 1,936,484
Closing balance as at 30 September - Restated 34,817,947 19,713,569 100,453,416 6,027,675 1,804 161,014,411

Additional acquisitions
Imosede Others Total
Additional percentage acquired 15.05%
Share of the acquired equity 20,961,889 (112, 824) 20,849,065
Acquisition cost (22,593,997) (245, 531) (22,839,528)
Impacto on equity (1,632,108) (358, 355) (1,990,463)

30 September 2015 31 December 2014 Restated
Outstanding amount Outstanding amount
Current Non current Current Non current
Bank loans
Sonae, SGPS, SA / 2012 1,961,683
Sonae, SGPS, SA / 2012/2015 75,000,000
Sonae, SGPS, SA - commercial paper 139,000,000 170,000,000 135,000,000
Sonae Investimentos, SGPS, SA - commercial paper 111,837,000 155,000,000 30,000,000
Sonae Investimentos affiliated /2011/2016 20,000,000 35,000,000
Sonae Investimentos affiliated /2014/2020 50,000,000
Sonae Investimentos affiliated /2015/2020 55,000,000
Sonae Holding affiliated /2014/2018 40,000,000 40,000,000
Sonae Holding affiliated /2014/2017 20,000,000 20,000,000
MDS, SGPS, SA - commercial paper 5,250,000 15,450,000 4,500,000 15,750,000
MDS SGPS, SA affiliated / 2011/2016 3,682,305 2,454,870 7,462,350 5,353,425
Others 3,100,717 8,914,620 4,865,904 3,974,007
262,870,022 516,819,490 113,789,937 285,077,432
Bank overdrafts (Note 16) 31,336,069 325,180
Up-front fees beard with the issuance of borrowings (336, 241) (241, 679) (769, 310)
Bank loans 294,206,091 516,483,249 113,873,438 284,308,122
Bonds
Bonds Sonae SGPS / 2010/2015 250,000,000
Bonds Sonae SGPS/ 2014/2018 60,000,000 60,000,000
Bonds Sonae SGPS/ 2014/2020 50,000,000 50,000,000
Bonds Sonae SGPS/ 2015/2022 100,000,000
Bonds Continente -7% /2012/2015 197,293,166
Bonds Sonae Investments BV / 2014/2019 193,479,308 190,187,000
Bonds Sonae Investimentos SGPS / August 2007/2015 200,000,000
Bonds Sonae Investimentos SGPS / September2007/2015 155,000,000
Bonds Sonae Investimentos SGPS/2012/2017 50,000,000 120,000,000 25,000,000 145,000,000
Bonds Sonae Investimentos SGPS/ June 2013/2018 50,000,000 50,000,000
Bonds Sonae Investimentos SGPS/ December 2013/2018 75,000,000
Bonds Sonae Investimentos SGPS/2014/2018 50,000,000 50,000,000
Bonds Sonae Investimentos/2015/2020 75,000,000
Up-front fees beard with the issuance of borrowings (37, 919) (7,089,753) (1,260,329) (7,221,440)
Bonds 49,962,081 691,389,555 826,032,837 612,965,560
Other loans 838,629 4,846,537 867,737 4,981,858
Derivative instruments (Note 21) 1,047,525 582,869
Other loans 1,886,154 4,846,537 1,450,606 4,981,858
Obligations under finance leases 3,072,795 3,467,729 4,720,839 4,754,587
349,127,121 1,216,187,070 946,077,720 907,010,127

It is estimated that the book value of all loans does not differ significantly from its fair value, determined based on discounted cash flow methodology, with the exception of the convertible bond loan into shares whose fair value is determined by the market price at the balance sheet date.

Bonds and bank loans bear an average interest rate of 2.30% as at 30 September 2015 (3.02% as at 31 December 2014). Most of the bonds and bank loans have variable interest rates indexed to Euribor.

Under the credit facilities and commercial paper programs with firm commitments, the Group has 332 million euro credit facilities available to meet its liquidity requirements as follows:

30 September 2015 31 December 2014 Restated
Commitments of Commitments of Commitments of Commitments of
less than more than one less than more than one
one year uear one year uear
Unused credit facilities 56,316,116 275.550.000 330.775.407 487,500,000
Agreed credit facilities 322,395,890 654,750,000 335,710,890 666,250,000

Additionally, as at 30 September 2015, the Group has, as detailed in Note 16 "Cash and cash equivalents", the amount of 249,283,076 euros (588,596,792 euro on 31 December 2014).

The derivatives are recorded at fair value (Note 21).

The loans face value, maturities and interests are as follows (including obligations under financial leases):

30 September 2015 31 December 2014
Restated
$N+1^{a}$ 348.117.515 946,996,859
$N+2$ 148,056,895 97,285,988
$N+3$ 223,938,751 120,308,534
$N+4$ 447,785,849 300, 363, 593
$N+5$ 273,274,646 316,273,051
After N+5 147,577,615 101,082,711
1,588,751,271 1,882,310,736

Includes the amounts drawn under commercial paper programs. $a)$

The maturities above were estimated in accordance with the contractual terms of the loans, and taking into account Sonae's best estimated regarding their reimbursement date.

21 DERIVATIVES

Exchange rate derivatives

Sonae uses exchange rate derivatives, essentially to hedge future cash flows that occur in the next 12 months.

Thus Sonae entered into several exchange rate "forwards" and options in order to manage its exchange rate exposure.

As at 30 September 2015, there are no exchange rate derivatives which haven't been considered heading instruments. The fair value of exchange rate derivatives hedging instruments, calculated based on present market value of equivalent financial instruments of exchange rate, is 1,047,525 euro as liabilities and assets as 533,159 euro (582,869 euro as liabilities and 3,995,221 euro as assets as at 31 December 2014).

The determination of the fair value of these financial instruments was made taking into account the present value at statement of financial position date of the forward settlement amount in the maturity date of the contract. The settlement amount considered in the valuation, is equal to the currency notional amount (foreign currency) multiplied by the difference between the contracted forward exchange rate and the forward exchange market rate at that 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 captions "Financial income" or "Financial expenses".

Gains and losses for the year associated with the change in market value of derivative instruments are recorded under the caption "Hedging reserve" when considered cash flow hedging and when considered as fair value hedging are recorded under the caption "Financial income" or " Financial expenses". The change in fair value of derivative instruments when considered speculation is recorded in the income statement under "Other Costs".

Interest rate derivatives

Sonae does not have any interest rate hedging derivatives recorded as at 30 September 2015.

Interest rate and exchange rate derivatives

As at 30 September 2015 no contracts existed related to interest rate and exchange rate derivatives at the same time.

Fair value of derivatives

The fair value of derivatives is detailed as follows:

Assets Liabilities
Hedging derivatives 30 September 2015 31 December 2014
Restated
30 September 2015 31 December 2014
Restated
Exchange rate 533.159 3.995.221 1.047.525 582.869
Interest rate
533.159 3.995.221 1,047,525 582.869

22 OTHER NON-CURRENT LIABILITIES

As at 30 September 2015 and 31 December 2014, "Other non-current liabilities" are detailed as follows:

30 September 2015 31 December 2014
Restated
Shareholders loans 11.495.435 11,269,332
Fixed assets suppliers 1,391,522 1,429,022
Other non-current liabilities 2.364.103 2.710.242
Deferral of the disposal of the extended warranties 31,769,537 25.905.981
Accruals and deferrals 2,967,131 2,745,491
Other non-current liabilities 49.987.728 44.060.068

The caption "Shareholders loans" relates to loans in affiliated undertakings in the Retail and Investment Management operating segments. These liabilities do not have a defined vesting date and bear interests at variable market rates.

23 SHARE BASED PAYMENTS

In 2015 and in previous years, Sonae in accordance with the remuneration policy described in the corporate governance report granted deferred performance bonuses to its directors and eligible employees. These are either based on shares to be acquired at nil cost or with discount, three years after they were attributed to the employee, or based on share options with the period 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.

As at 30 September 2015, all Sonae Holding share plans responsibilities are accounted in the statement of financial position under "other reserves" and in the Profit and Loss statement under caption "staff costs". They are recognized at the shares fair value on the grant date, concerning the 2015, 2014 and 31 December 2013. Share-based payments costs are recognized on a straight line basis between the grant and the settlement date.

As at 30 September 2015 and 31 December 2014, the number of attributed shares related to the assumed responsibilities arising from share based payments, which have not yet vested, can be detailed as follows:

Number of shares
Grant
year
Vesting
year
Number of
participants
Share price on
date of
30 September 2015 31 December 2014
Restated
2012 2015 Q 401 7,760,310
2013 2016 104 0.701 5,036,360 5,165,022
2014 2017 250 1.024 4,429,791 4,486,082
2015 2018 276 1.100 4,208,190
13,674,341 17,411,414

During the period ending 30 September 2015 the movements on the above mentioned share based plans were the following:

Aggregate number of
participants
Number of shares
Balance as at 31 December 2014
Grant
Vesting
458
280
(96)
(12)
17,411,414
2,960,132
(9,208,149)
2,510,944
Canceled/extinct/corrected/transferred (1)
Closing balance as at 30 September 2015
630 13.674.341

(1) Corrections are made on the basis of the dividend paid and the changes of share capital and other equity adjustments.

Fair value *
Grant
year
Vesting
year
30 September 2015 31 December 2014
Restated
2012 2015 7,946,557
2013 2016 4.154.997 3,525,988
2014 2017 2,030,321 1,531,249
2015 2018 385,751
Total 6.571.069 13.003.795
30 September 2015 31 December 2014
Restated
Recorded in staff costs in the current period 2,138,849 2,138,436
Recorded in previous years 5,473,833 5,643,369
7,612,682 7,781,805
Recorded in other liabilities
Recorded value in Other reserves 7,612,682 7,781,805
7,612,682 7,781,805
30 September 2015 31 December 2014
Restated
Trade creditors 1,053,156,459 1,151,006,417
Taxes payable 87.051.859 91,254,837
Other creditors
Fixed asset suppliers 24,990,730 51,209,073
Related undertakings 95,664
Other debts 163,654,746 158,364,910
188,741,140 209,573,983
Other current liabilities
Holiday pay and bonuses 122,923,142 112,595,262
Other external supplies and services 37.039.110 42,087,790
Interest payable 9,604,910 14,903,532
Marketing expenses 10,861,911 12,626,443
Advance receipts from trade receivables 6.191.497 7.790.558
Expenses on purchases 6,863,945 6,922,403
Rentals 6,505,645 9,237,451
Deferred Revenue of warranty extension 18,346,379 17,120,641
Responsabilities assumed on sale of real state 10,406,000
Insurance payable 3,821,408 3,471,459
Others 11,105,172 14,161,673
243,669,119 240,917,212
1,572,618,577 1,692,752,449

The caption "Other debts" includes:

  • 103,700,000 euro (103,720,163 euro as at 31 December 2014) relating to the fair value of the shares covered by Sonae Holding financial derivative referred to in Note 18;

  • 20,855,560 euro (22,150,238 euro as at 31 December 2014) of attributed discounts not yet redeemed related to loyalty card "Cartao Cliente";

  • 10,547,902 euro (14,150,325 euro as at 31 December 2014) related to vouchers, gift cards and discount tickets not yet redeemed.

25 PROVISION AND ACCUMULATED IMPAIRMENT LOSSES

Movements in Provisions and impairment losses over the period ended 30 September 2015 and 2014 are as follows:

Caption Balance as at
1 January 2015
Increase Decrease Transfers
1)
Balance as at
30 September 2015
Accumulated impairment losses on investments (Notes 12
and $17)$
6,301,835 36,663 (2,266,056) (3,765,883) 306,559
Impairment losses on fixed tangible assets 143,623,367 446,068 (6,765,027) 137,304,408
Impairment losses on intangible assets 1,497,101 (77) 1,497,024
Accumulated impairment losses on trade account
receivables and other debtors (Note 14)
22,496,541 9.091.013 (3,516,523) 28,071,031
Non current provisions 36,489,900 11,000,357 (8,445,864) 39,044,393
Current provisions 3.724.196 72,370 (109, 429) 3,687,137
214,132,940 20,646,471 (21, 102, 976) (3,765,883) 209,910,552
Caption Balance as at
1 January 2014
Changes in
perimeter
Increase Decrease Balance as at
30 September 2014
Accumulated impairment losses on investments 2,358,392 6,091,426 (2,101,337) 6,348,481
Impairment losses on fixed tangible assets 152,883,610 (5.989.686) 146,893,924
Impairment losses on intangible assets 1,497,119 (18) 1,497,101
Accumulated impairment losses on trade account
receivables and other debtors.
21,486,090 1.353,410 1,485,068 (1.719.069) 22,605,499
Non current provisions 50,659,919 1,249,059 (17, 246, 297) 34,662,681
Current provisions 2,828,507 6,293 (4,250) 2,830,550
231,713,637 1.353.410 8,831,846 (27,060,657) 214,838,236

1) Amounts transferred to "Non-current assets held for sale" (Note 17).

As at 30 September 2015 and 31 December 2014, provision's details can be analyzed as follows:

30 September 2015 31 December 2014
Restated
Technical provisions on reinsurance 18,841,791 8,798,400
Future liabilities relating to subsidiaries of retail in
Brazil sold
9.045.672 12,584,983
Clients guarantees 5.031.739 8,773,796
Judicial claims 4.507.174 3.225.191
Others 5.305.154 6,831,726
42.731.530 40.214.096

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

26 CONTINGENT ASSETS AND LIABILITIES

As at 30 September 2015 and 31 December 2014, major contingent liabilities were guarantees given and can be detailed as follows:

Guarantees and sureties given

30 September 2015 31 December 2014
Restated
Guarantees given:
on tax claims 1,055,313,917 996.154.187
on judicial claims 218.684 356.420
on municipal claims 7.217.222 6.383.942
contract by proper compliments 17,618,786 18,877,053
other guarantees 5,003,618 5,869,196

a) Tax claims

The main tax claims were bank guarantees given or sureties as follows:

Retail operating segment subsidiaries of the Company granted guarantees or securities in favor of the Portuguese Tax Administration, associated with tax claims for additional VAT payment amounting to 485.4 million euro (466.1 million euro as at 31 December 2014) related from 2004 to 2012, which the Company has presented, or has the intention of presenting, a tax appeal. Portuguese tax authorities claim that the Company should have invoiced VAT related to promotional discounts invoiced to suppliers which depend on the purchases made by the Group during the year, as it considers that the discounts correspond to services rendered by the company. Tax authorities also claim that the company should not have deducted VAT from discount vouchers used by its non-corporate clients;

The caption guarantees given on tax claims include guarantees granted, in the amount of 108 million euro (108 million euro in 2014), in favor of Tax authorities regarding 2007 to 2011. Concerning these guarantees, the most significant amount relates to an increase in equity arising on the disposal of own shares to a third party in 2007, as well as to the disregard of the reinvestment concerning capital gains in share disposal, and the fact that demerger operations must be disregarded for income tax purposes. The Company has presented an appeal against this additional tax claim, being the Board of Directors understanding, based on its advisors assessment, that such appeal will be favorable;

Sureties in the amount of, approximately, 60 million euro as a result of a tax appeal presented by the Company concerning an additional tax assessment by Tax authorities, relating to 31 December 2005, following the correction of taxable income for corresponding to a prior cover tax losses accumulated by the subsidiary, which has been brought to the cost of participation, moreover, as is understanding already signed by the Tax Administration itself, and now understood that in this case should not consider the amount of the cost of participation, thus including cover losses upon liquidation of the subsidiary company;

Sureties in the amount of, approximately 50 million euro, following a tax appeal presented by the Company concerning additional tax assessments made by Tax authorities, relating to 31 December 2002, which refer to the non-acceptance by Tax authorities of tax losses arising on the sale and liquidation of a subsidiary of the Group;

Fiscal lawsuit related to income tax, concerning a subsidiary of the Company in Brazil, in the amount of, approximately, 14.6 million euro (65.6 million Brazilian real), which is being judged by a tax court, for which there were granted guarantees in the amount of 30.9 million euro (138.6 million Brazilian real). The

difference between the value of the contingency and the value of the guarantee relates with the update of the related responsibility.

b) Contingent liabilities related to tax claims paid under regularization programs of tax debts

Within the framework of regularization of tax debts to Tax Authorities, (Outstanding Debts Settlement of Tax and Social Security - Decree of Law 151-A/2013 (RERD) e Decree of Law 248-A/2002 (PMFL)), the Group made tax payments in the amount of, approximately, 28.5 million euro, having the respective guarantees been eliminated. The related tax appeals continue in courts, having the maximum contingencies been reduced through the elimination of fines and interests related with these tax assessments.

As permitted by law, the Group maintains the legal proceedings, in order to establish the recovery of those amounts, having recorded as an asset the amount paid under those plans, in accordance with the policy adopted by the Group.

However CMVM disagreed with the interpretation of Sonae and requested the retrospective correction of the financial statements, arguing that the payments made in respect of other taxes than income tax should be considered as contingent assets. While not agreeing with the position of CMVM, Sonae made the restatement of financial statements. The impact of this change is nil in the income statement and immaterial in the statement of financial position (Note 4).

c) Other contingent liabilities

Contingent liabilities related to discontinued activities in subsidiaries in Brazil

In addition to the previously disclosed guarantees, as a consequence of the sale of a subsidiary in Brazil, Sonae guaranteed to the buyer of the subsidiary all the losses incurred by that company arising on unfavorable decisions not open for appeal, concerning tax lawsuits on transactions that took place before the sale date (on the 13rd December 2005) and that exceed 40 million euro. On the 31 December 2013, 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, plus the amounts already paid (28.3 million euro) related to programs for the Brazilian State of tax recovery, amount to near 39.8 million euro. Furthermore, there are other tax assessments totaling 86.37 million euro for which the Board of Directors, based on its lawyers' assessment, understands will not imply future losses to the former subsidiary;

It was not created any provision to cover possible risks related to events/disputes for which guarantees were given for being understanding of the Board of Directors that the resolution of these events / disputes without loss to Sonae.

Sales and services rendered Purchases and services obtained
Transactions 30 September 2015 30 September 2014 30 September 2015 30 September 2014
Parent Company
Jointly controlled companies
Associated companies
Other related parties
140,044
13,775,430
25,054,452
46,506,522
117,544
14,390,647
23,393,128
47,318,174
597,256
36,305,348
1,272,017
14,636,286
563,600
37,241,159
766,171
15,151,478
85,476,448 85,219,493 52,810,907 53,722,408
Interest income Interest expenses
Transactions 30 September 2015 30 September 2014 30 September 2015 30 September 2014
Parent Company
Jointly controlled companies
Other related parties
332,379 279,129 24,208
247,982
45.542
36,492
324,841
332,379 279,129 272,190 406,875
Accounts receivable Accounts payable
Balances 30 September 2015 31 December 2014
Restated
30 September 2015 31 December 2014
Restated
Parent Company
Subsidiaries (Note 17)
Jointly controlled companies
Associated companies
Other related parties
28,859
384,318
18,481,653
4,952,509
17,581,635
41,428,974
50,317
585,830
8,907,598
2,661,852
13,608,891
25,814,488
437,910
1,438,297
8,735,039
1,023,245
6,581,955
18,216,446
811,187
1,010,677
13,385,455
707,447
13,528,802
29,443,568
Loans
Obtained Granted
Balances 30 September 2015 31 December 2014
Restated
30 September 2015 31 December 2014
Restated
Subsidiaries (Note 17)
Jointly controlled companies
Associated companies
Other related parties
1,000
11,563,142
11,502,458 9,161,343 8,768,402
7,975
11,564,142 11,502,458 9,161,343 8,776,377

28 OTHER INCOME

As at 30 September 2015 and 2014, the caption "Other Income" is made up as follow:

30 September 2015 30 September 2014
Supplementary income 410.490.654 332,329,702
Prompt payment discounts obtained 17.737.783 16.987.179
Foreign currency exchange gains 22,927,484 8,370,096
Own work capitalised 8.821.588 6,985,601
Gains on sales of assets 42.174.234 2,316,009
Insurance claims 4.100.000
Impairment losses reversals 7.520.227 7.228.121
Others 2.043.836 5,677,307
511.715.806 383.994.015

Under the caption "Gains on disposal of assets" are included 40 million euros related to the sale and leaseback transactions of 15 food retail assets located in Portugal (Note 9).

29 INCOME TAX

As at 30 September 2015 and 2014, income tax is made up as follows:

30 September 2015 30 September 2014
Current tax
Deferred tax
15,253,584
(11, 561, 243)
18,037,889
(5,879,743)
3,692,341 12,158,146

30 EARNINGS PER SHARE

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

30 September 2015 30 September 2014
Net profit
Net profit taken into consideration to calculate basic earnings per share
(consolidated profit for the period)
142,384,377 95,181,730
Effect of dilutive potential shares
Interest related to convertible bonds (net of tax) 5,652,686
Net profit taken into consideration to calculate diluted earnings per share 148,037,063 95,181,730
Number of shares
Weighted average number of shares used to calculate basic earnings per
share
1,874,018,458 1,873,690,591
Effect of dilutive potential ordinary shares from convertible bonds 71.142.333
Outstanding shares related with share based payments 13,674,341 17, 314, 675
Shares related to performance bonus that can be bought at market price (4,145,610) (3,527,926)
Weighted average number of shares used to calculate diluted earnings per
share
1,954,689,523 1,887,477,340
Earnings per share
Basic 0.078994 0.050799
Diluted 0.075734 0.050428

31 DIVIDENDS

In the Shareholders Annual General Meeting held on the 30th April 2015, the payment of a gross dividend of 0.0365 euro per share (0.0348 euro per share in 2014) corresponding to a total value of 73,000,000 euro (69,600,000 euro in 2014) was approved.

32 SEGMENT INFORMATION

Sonae is mostly a retail company with two major partnerships in the areas of Shopping Centres (Sonae Sierra) and Telecommunications (NOS). The following operating segments were identified:

In retail, the group has three segments:

  • Sonae MC is a food retail unit, operating 493 stores and 214 stores operated under franchise and joint venture agreements under Continente, Continente Modelo, Continente Bom Dia, Meu Super business concepts and even some adjacent business concepts Bom Bocado, note! and Wells;

  • Sonae SR is a specialised retail unit, with a presence in the electronics, sports and fashion market operating 508 stores and 75 stores operated under franchise agreements under the Worten, Sport Zone, MO and Zippy business concepts;

  • Sonae RP is a retail real estate unit which actively manages properties of Sonae, composed principally of stores operating under the brand Continente and under other brands of Sonae SR.

The Sonae IM operating segment includes a software and information systems unit and Público, as well as a company that operates in the retail DIY products, building and garden (Maxmat) and insurance brokers (MDS).

In addition to the operating segments above mentioned Sonae still has two major partnerships Sonae Sierra and Zopt (includes NOS) whose relevant information is disclosed in Note 6.

These operating segments have been identified taking into consideration that each of these segments have separate identifiable revenues and costs, separate financial information is produced, and its operating results are reviewed by management on which it makes decisions.

The main operating segment information can be detailed as follows:

Turnover 30 September 2015 Inter-segment
income
30 September 2014 Inter-segment
income
Sonae MC 2,549,400,554 (1,237,817) 2,537,121,820 (4,865,844)
Sonae SR 916,939,830 (23,468,222) 913,255,504 (20,668,291)
Sonae RP 92,167,151 (86,768,439) 94,507,337 (73,568,314)
Sonae IM 187,280,226 (12.834.956) 186,323,746 (20.822.746)
Other, eliminations and adjustments (106,823,549) (120,000) (121.122.543) (120,000)
Total consolidated 3,638,964,212 (124,429,434) 3,610,085,864 (120,045,195)

Depreciation and amortisation Provisions and impairment losses EBIT
30 September 2015 30 September 2014 30 September 2015 30 September 2014 30 September 2015 30 September 2014
Sonae MC 60.524.757 62.829.513 1.505.739 963.871 81.391.305 104.591.880
Sonae SR 28.023.332 32.247.314 797.716 468.955 (52,284,960) (44, 324, 476)
Sonae RP 29.573.008 21,789,239 101.690.127 64.724.124
Sonae IM 10.484.182 9.895.609 567.065 115.612 (1,388,019) 7.629.332
Other, eliminations and adiustments (1) 71,362 348,771 27.519.414 29,002,327
Total direct consolidated (128, 676, 641) 127.110.446 2,870,520 1.548.438 156.927.867 161.623.187
Net financial expenses (2) Income tax $^{(2)}$
30 September 2015 30 September 2014 30 September 2015 30 September 2014
Retail
Sonae IM
(46,496,613)
(1,907,707)
(50,645,009)
(1,481,721)
4.163.534
293,806
13,976,065
69.374
Holding $^{(1)}$ (3,257,728) (5,518,931) (764,999) (1,887,293)
Total consolidated (51,662,048) (57,645,661) 3,692,341 12,158,146
Investment (CAPEX) Net invested capital
30 September 2015 30 September 2014 30 September 2015 31 December 2014
Restated
Sonae MC 74.224.811 62.438.636 541.414.290 533,027,808
Sonae SR 47,285,613 40,684,404 189,356,163 162,240,778
Sonae RP 36,373,086 18,812,327 1.044.731.775 1.206.097.453
Sonae IM 7.174.123 11,927,183 138.905.076 153,900,836
Other, eliminations and adjustments (1) 5,488,216 146,499,008 1,242,648,225 1,132,108,166
Total consolidated 170,545,849 280,361,558 3,157,055,529 3.187.375.041
Total net debt
30 September 2015 31 December 2014
Restated
Retail 681,789,798 663,985,053
Sonae IM 67,861,704 63,726,166
Holding $^{(1)}$ 562.798.788 523.181.455
Total consolidated 1,312,450,290 1,250,892,674
Turnover EBIT
30 September 2015 30 September 2014 30 September 2015 30 September 2014
Inter-segment income
Contributos das empresas não
incluídas nos segmentos
(124.429.434)
$\sim$
(120, 045, 195) (2,251,735) (7,300,159)
Equity method
Others
×
17,605,885
(1,077,348) 37.735.026
(7,963,877)
34.559.830
1,742,656
Other, eliminations and adjustments (106.823.549) (121, 122, 543) 27.519.414 29,002,327

Investment Invested capital
30 September 2015 30 Septemebr 2014 30 September 2015 31 December 2014
Restated
Increase of participation in Sonaecom
(Note 19)
144,419,530
Investment in associated companies
and joint ventures (Note 6)
2,262,690 1,201,442,439 1,202,626,712
Other financial aplications ۰ 81,173,373 57,661,618
Cash settled equitu swap (3) ۰ (103,700,000) (103.720.163)
Inter-segment income and others 3,225,526 2,079,478 63,732,413 (24,460,001)
Other, eliminations and adjustments 5.488,216 146,499,008 1,242,648,225 1,132,108,166

$(3)$ Financial Instrument reported in Note 18.

All performance measures are reconciled to the financial statements in Note 33.

Glossary:

Net Invested capital = Total net debt + total shareholder funds;

Net debt = Bonds + bank loans + other loans + shareholder loans + financial leases - cash, bank deposits, current investments, excluding the participation of 2.14% in NOS, and other long term financial applications;

Others, eliminations and adjustments = Intra-groups + consolidation adjustments + contributions from other companies not included in the disclosed segments by do not fit in any reportable segment, ie are included in addition to Sonae SGPS companies identified as "Others" in Note 5.

Investments (CAPEX) = Investments in tangible and intangible assets and investments in acquisitions.

33 PRESENTATION OF CONSOLIDATED INCOME STATEMENT

In the Management Report, and for the purposes of calculating financial indicators as EBIT, EBITDA and underlying EBITDA the consolidated income statement is divided between Direct Income and Indirect Income.

The Indirect Income includes the contribution of Sonae Sierra, 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 relating to non-current assets (including goodwill) and (iv) provisions for assets at risk. Additionally and with regard to the portfolio of Sonae: (i) impairment of real estate assets for retail, (ii) decreases in goodwill, (iii) provisions (net of tax) for possible future liabilities, and impairments related to noncore investments, businesses and discontinued assets (or to be discontinued / repositioned), (iv) valuation results based on the methodology "mark-to-market" of other current investments that will be sold or traded in the near future and (v) other irrelevant issues. The value of EBITDA and EBIT are only calculated in the direct income component, excluding the indirect contributions.

The reconciliation between consolidated income and direct-indirect income for the periods ended 30 September 2015 and 2014 can be summarised as follows:

30 September 2015 30 September 2014
Consolidated Indirect
Income
Direct Income Consolidated Indirect
Income
Direct Income
Turnover 3,638,964,212 3,638,964,212 3,610,085,864 3,610,085,864
Investment income
Dividends 1,542,101 1,542,101 1,621,915 1,321,885 300,030
Impairment losses (4,735,362) (4,735,362)
Others 151,277 151,277 6,943,776 6,943,776
Other income
Impairment losses reversal 3,778,169 3,778,169 1,607,244 1,607,244
Others 464, 347, 377 464, 347, 377 382,386,771 382,386,771
Total income 4,104,047,774 (3, 193, 261) 4,107,241,035 4,002,645,570 1,321,885 4,001,323,685
Total expenses (3,880,383,436) (2,659,710) (3,877,723,726) (3,739,955,524) (3,739,955,524)
Depreciation and amortisation (128, 676, 641) (128, 676, 641) (127, 110, 446) (127, 110, 446)
Non-recurring impairment losses over inventories (6,954,893) (6,954,893) (4,736,646) (4,736,646)
Provisions and impairment
Others
(2,870,520) (2,870,520) (1,548,438) (1,548,438)
Profit before financial results and share of
results in associated companies
85,162,284 (5,852,971) 91,015,255 129,294,516 1,321,885 127,972,631
Non-recurring Profit/(Loss) 28,328,862 28,328,862 (609, 244) (609, 244)
Gains and losses on investments recorded at fair
value through results
23,511,756 23,511,756 (8,217,685) (8,217,685)
Financial profit/(loss)
Share of results in joint ventures and associated
undertakings
(51,662,048) (51,662,048) (57,645,661) (57,645,661)
Sonae Sierra 47,427,208 26,240,399 21,186,809 29,899,411 11,894,604 18,004,807
ZOPT 16,472,670 16,472,670 16,260,635 16,260,635
Others 75,547 75,547 294,388 294,388
Profit before income tax 149,316,279 43,899,184 105,417,095 109,276,360 4,998,804 104,277,556
Income tax (3,692,341) (3,692,341) (12, 158, 146) (12, 158, 146)
Net profit for the period 145,623,938 43,899,184 101,724,754 97,118,214 4,998,804 92,119,410
Attributable to equity holders of Sonae 142,384,377 43,899,184 98,485,193 95,181,730 4,998,804 90,182,926
Non-controlling interests 3,239,562 3,239,562 1,936,484 1,936,484
"Underlying" EBITDA (b) 225,739,140 259,460,887
Direct EBITDA (a) 291,803,028 293,411,473
Direct EBIT (c) 156,927,866 161,623,187
  • (a) Direct EBITDA = Total direct income total direct expenses reversal of direct impairment losses + Share of results in joint ventures and associated undertakings (Sonae Sierra direct results, NOS and Geostar) + unusual results;
  • (b) "Underlying" EBITDA = Direct EBITDA effect of share result in joint ventures and associated undertakings -nonrecurrent results;
  • (c) Direct EBIT = Direct EBT financial results;
  • (d) Direct EBT = Direct results before non-controlling interests and taxes;
  • (e) Direct income = Results excluding contributions to indirect income;
  • (f) (e) Direct income = Results excluding contributions to Indirect income = Includes Sonae Sierra's results, net of taxes, arising from: (i) investment properties valuations; (ii) capital gains (losses) on the sale of financial investments, joint ventures or associates; (iii) impairment losses for noncurrent assets (including goodwill) and; (iv) provision for assets at risk. Additionally and with regard to the portfolio of Sonae: (i) impairment of real estate

assets for retail, (ii) decrease in goodwill, (iii) provisions (net of tax) for possible future liabilities and impairments related with non-core financial investments, businesses, discontinued assets (or be discontinued /repositioned), (iv) valuation results based on the methodology "mark-to-market" of other current investments that will be sold or traded in the near future; and (v) other irrelevant issues.

34 SUBSEQUENT EVENTS

As at 21 October 2015, Sonae Investimentos SGPS, SA has disposed of 100% of Raso SGPS, SA group to Springwater Tourism Group S.A..

As at 27 October 2015, Sonae Investments signed an affiliation agreement with the central purchasing body IFA group. The IFA group is a Spanish central purchasing body which includes more than 30 affiliates, who amounted, in 2014, an aggregate turnover of 10 billion euros. Entering into force from 1 January 2016 onwards, this agreement aims at jointly leveraging relevant opportunities to negotiate, purchase and develop in the commercial area.

APPROVAL OF THE FINANCIAL STATEMENTS 35

The accompanying consolidated financial statements were approved by the Board of Directors and authorized for issue on 3 November 2015.

The Board of Directors

Duarte Paulo Teixeira de Azevedo

Andrew Eustace Clavering Campbell

Ângelo Gabriel Ribeirinho dos Santos Paupério

Christine Cross

José Manuel Neves Adelino

Marcelo Faria Lima

Tsega Gebreues

Condensed individual financial statements

WG

ASSETS Notes 30.September.2015 30.September.2014 31.December.2014
NON-CURRENT ASSETS:
Tangible assets 97,276 120,061 111,859
Intangible assets 2,983 6,598 5,695
Investments in affiliated companies 4 2,415,312,472 3,624,329,334 2,357,749,457
Other investments 5 29,961,099 30,063,711 29,139,425
Deferred taxes 9.962.711
Other non-current assets 6 347,400,000 462,400,000 462,400,000
Total non-current assets 2,792,773,830 4,126,882,415 2,849,406,436
CURRENT ASSETS:
Trade account receivables and other current assets 7 1,908,881,218 49,456,856 1,857,877,018
Cash and cash equivalents 8 21,343 225,213,691 292,422,049
Total current assets 1,908,902,561 274,670,547 2,150,299,067
TOTAL ASSETS 4,701,676,391 4,401,552,962 4,999,705,503
EQUITY AND LIABILITIES
EQUITY:
Share capital 9 2,000,000,000 2,000,000,000 2,000,000,000
Treasury shares (6,864,524) (6,857,332)
Reserves and retained earnings 1,900,848,684 1.337.305.855 956.840.779
Profit for the period 14,907,245 29,685,414 959,024,034
TOTAL EQUITY 3,915,755,929 3,360,126,745 3,909,007,481
LIABILITIES:
NON-CURRENT LIABILITIES:
Loans 10 377,265,587 242,880,979 242,999,258
Total non-current liabilities 377,265,587 242,880,979 242,999,258
CURRENT LIABILITIES:
Loans 10 139,975,695 522,623,307 523,086,961
Trade creditors and other current liabilities 11 268,679,180 275,921,931 324,611,803
Total current liabilities 408,654,875 798,545,238 847,698,764
TOTAL EQUITY AND LIABILITIES 4,701,676,391 4,401,552,962 4,999,705,503

Notes 3rd Quarter 2015 3 rd Quarter 2014 30.September.2015 30.September.2014
Services rendered 119.094 119.094 357.282 357,282
Gains or losses on investments 14 (34,999,359) (7,980,074) 34,224,473
Financial income 5,535,521 9,535,801 58,237,166 30,622,517
Other income 544.576 823.048 1.630.573 2,452,296
External supplies and services (839,792) (754,377) (2,519,460) (2,532,982)
Staff costs (475, 548) (993, 982) (1,695,684) (2,243,044)
Depreciation and amortisation (8,893) (9,728) (25, 358) (31,887)
Financial expense (5,423,944) (12,823,123) (25,869,672) (34,773,303)
Other expenses (162,898) (69, 805) (639,597) (318, 190)
Profit/(Loss) before taxation (35, 711, 243) (4,173,072) 21,495,176 27,757,162
Taxation 1,541,095 378.187 (6,587,931) 1,928,252
Profit/(Loss) after taxation (34,170,148) (3,794,885) 14,907,245 29,685,414
Profit/(Loss) per share
Basic 15 (0.017172) (0.001887) 0.007491 0.014877
Diluted 15 (0.017164) (0.001887) 0.007488 0.014870

3 rd Quarter 2015 3rd Quarter 2014 30.September.2015 30.September.2014
Net Profit / (Loss) for the period (34,170,148) (3,794,885) 14,907,245 29,685,414
Changes on fair value of available-for-sale financial assets (17,700,876) (5,463,086) 58,384,691 (22,767,620)
Changes in hedge and fair value reserves $\overline{\phantom{a}}$ (1,163,254)
Other comprehensive income for the period (17,700,876) (5,463,086) 58,384,691 (23,930,874)
Total comprehensive income for the period (51,871,024) (9,257,971) 73,291,936 5,754,540

-Reserves and retained earnings
Share capital Treasury 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 2014 2,000,000,000 188,285,864 580,329,718 1,163,254 501,439,447 1,082,932,419 159,490,511 3,430,708,794
Total comprehensive income for the period $\sim$ (22,767,620) (1,163,254) $\sim$ (23,930,874) 29,685,414 5,754,540
Appropriation of profit of 2013:
Transfer to legal reserves and retained earnings $\sim$ 7,974,526 $\sim$ 81,915,985 81,915,985 (89,890,511)
Dividends distributed $\sim$ 2,569 2,569 (69,600,000) (69, 597, 431)
Purchase of treasury shares ۰. (12,685,847) $\sim$ (12,685,847)
Sale of treasury shares 5,256,043 $\overline{\phantom{a}}$ $\overline{\phantom{a}}$ 5,256,043
Share based payments 565,280 125,366 125,366 690,646
Balance as at 30 September 2014 2,000,000,000 (6,864,524) 196,260,390 557,562,098 $\overline{\phantom{a}}$ 583,483,367 1,141,045,465 29,685,414 3,360,126,745
Balance as at 1 January 2015 2,000,000,000 (6,857,332) 196,260,390 176,990,899 $\overline{\phantom{a}}$ 583,589,490 760,580,389 959,024,034 3,909,007,481
Total comprehensive income for the period $\sim$ 58,384,691 $\sim$ 58,384,691 14,907,245 73,291,936
Appropriation of profit of 2014:
Transfer to legal reserves and retained earnings $\sim$ 47,951,202 $\sim$ 838,072,832 838,072,832 (886,024,034)
Dividends distributed $\sim$ 5,215 5,215 (73,000,000) (72,994,785)
Purchase of treasury shares (139,401) (139,401)
Sale of treasury shares $\overline{\phantom{0}}$ 5,912,942 $\overline{\phantom{a}}$ 241,601 241,601 6,154,543
Share based payments 1,083,791 (647, 636) (647, 636) 436,155
Balance as at 30 September 2015 2,000,000,000 244,211,592 235,375,590 $\equiv$ 1,421,261,502 1,656,637,092 14,907,245 3,915,755,929

Notes 3rd Quarter 2015 3 rd Quarter 2014 30.September.2015 30.September.2014
OPERATING ACTIVITIES
Net cash flow from operating activities (1) (1,034,169) (766, 039) (3,424,447) 6.562
INVESTMENT ACTIVITIES
Cash receipts arising from:
Investments 1,815,901,002
Tangible and intangible assets 2 1,450
Interest and similar income 188.580 3,797,461 4,048,590 6,274,168
Dividends 11.123.852 44,725,086 14,826,535 44,791,523
Loans granted 484,979,472 2,102,246,372 1,241,064,938
496,291,904 48,522,547 3,937,022,501 1,292,132,079
Cash Payments arising from:
Investments (105,064,605) (114, 642, 176)
Tangible and intangible assets (6,986) (24) (8,066) (2,338)
Others 641 641
Loans granted (461,855,000) (3,779,468,788) (1,231,398,387)
(461,861,345) (105,064,629) (3,779,476,213) (1,346,042,901)
Net cash used in investment activities (2) 34,430,559 (56, 542, 082) 157,546,288 (53,910,822)
FINANCING ACTIVITIES
Cash receipts arising from:
Loans obtained 636,764,000 713,815,683 1,823,405,286 1,995,846,183
Sale of treasury shares 3,424,091 4,072,868 5,334,550
636,764,000 717,239,774 1,827,478,154 2,001,180,733
Cash Payments arising from:
Loans obtained (655, 721, 653) (584, 518, 486) (2,162,889,023) (1,703,644,017)
Interest and similar charges (10,092,595) (14, 133, 760) (38,968,660) (32,411,155)
Dividends (36) (13,509) (72, 978, 386) (69, 595, 270)
Purchase of treasury shares (139,401) (12,685,847)
(665, 814, 284) (598, 665, 755) (2,274,975,470) (1,818,336,289)
Net cash used in financing activities (3) (29,050,284) 118,574,019 (447,497,316) 182,844,444
Net increase in cash and cash equivalents $(4) = (1) + (2) + (3)$ 4,346,106 61,265,898 (293, 375, 475) 128,940,184
Cash and cash equivalents at the beginning of the period (5,300,458) 163,913,523 292,421,123 96,239,237
Cash and cash equivalents at the end of the period 8 (954, 352) 225,179,421 (954, 352) 225,179,421

SONAE, SGPS, SA

NOTES TO THE CONDENSED INDIVIDUAL FINANCIAL STATEMENTS FOR THE PERIOD ENDED

30 SEPTEMBER 2015

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

(Amounts expressed in euro)

INTRODUCTION 1

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

$\overline{2}$ 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 2014.

4 INVESTMENTS IN AFFILIATED COMPANIES

As at 30 September 2015 and 31 December 2014 the company held investments in the following affiliated companies:

30.September.2015
Companies % Held Opening
balance
Increase Decrease Changes in fair
value
Closing balance
Interlog, SGPS, SA 1.02% 106.686 106.686
Sonae Investimentos, SGPS, SA (a) 25.03% 637.971.655 ۰ 637.971.655
Sonae Investments, BV 100.00% 835,700,000 $\overline{\phantom{0}}$ 835.700.000
Sonae RE, SA 99.92% 3.672.059 3.672.059
Sonae Sierra SGPS, SA (b) 50.00% 557,372,500 $\overline{\phantom{a}}$ (2,475,000) 554.897.500
Sonaecom, SGPS, SA 26.02% 117.483.298 $\overline{\phantom{0}}$ 60.038.015 177,521,313
Sonaegest, SA 20.00% 159.615 159.615
Sonaecenter Servicos, SA 100.00% 731.545 731.545
Sontel, BV 35.87% 405.641.099 405.641.099
Total 2,558,838,457 $\qquad \qquad -$ 57.563.015 2,616,401,472
Impairment 201.089.000 201,089,000
Total 2,357,749,457 57,563,015 2,415,312,472

31.December.2014
Companies % Held Opening
balance
Increase Decrease Changes in fair
value
Closing balance
Interlog, SGPS, SA 1.02% 106.686 106.686
Sonae Investimentos, SGPS, SA (a) 25.03% 1.893.219.480 883.843.965 (371,403,860) 637,971,655
Sonae Investments, BV 100.00% 835.700.000 835.700.000
Sonae RE, SA 99.92% 3,672,059 3.672.059
Sonae Sierra SGPS, SA (b) 50.00% 500.118.000 57.254.500 557,372,500
Sonaecom, SGPS, SA 26.02% 196,989,312 9.895.571 (89,401,585) 117,483,298
Sonaegest, SA 20.00% 159.615 159,615
Sonaecenter Serviços, SA 100.00% 731.545 731.545
Sontel, BV 35.87% 405.641.099 405.641.099
Total 3.836.337.796 9,895,571 883.843.965 (403, 550, 945) 2,558,838,457
Impairment 198,000,000 3,089,000 201.089.000
Total 3,638,337,796 6,806,571 883.843.965 (403, 550, 945) 2,357,749,457
Opening
balance
Increase Decrease Changes in fair
value
Closing
halance
49.880 49.880
2.546 - 2.546
29.086.999 $\overline{\phantom{a}}$ 821.674 29.908.673
29.139.425 821.674 29.961.099
30.September.2015
31.December.2014
ompanies Opening
balance
Increase Decrease Changes in fair
value
Closing
balance
ssociação Escola Gestão Porto 49.880 - 49.880
undo Especial de Invest.Imob. Fechado Imosonae Dois 2.546 - 2.546
undo de Investimento Imobiliário Fechado Imosede 29.315.009 - $\equiv$ (228.010) 29.086.999
Total 29.367.435 (228.010) 29.139.425

6 OTHER NON-CURRENT ASSETS

As at 30 September 2015 and 31 December 2014 other non-current assets are detailed as follows:

30.September.2015 31.December.2014
Loans granted to group companies:
Sonae Investments, BV $\overline{\phantom{0}}$ 115,000,000
Sonae Investimentos, SGPS, SA 347.400.000 347.400.000
347.400.000 462,400,000

The amount recognized under the caption loans granted to Sonae Investimentos, SGPS, SA, refers to a subordinate bond loan, repayable in 10 years issued by Sonae Investimentos at market conditions in 28 December 2010 amounting to 400,000,000 euro, relating 8,000 bonds with nominal value of 50,000 euro each, bearing fixed interest rate with full reimbursement in the end of the period.

In December 2011, 1,052 bonds were sold to a subsidiary for 42,080,000 euro.

As at 30 September 2015 and 31 December 2014, the Company held 6,948 bonds.

The fair value of these bonds as at 30 September 2015 is 55,375 euro (42,358 euro as at 31 December 2014) per bond, having been determined based on the discounted cash flow method and using as reference market values. There is no evidence of impairment on this loan.

The other loans granted to group companies, bear interest at market rates indexed to Euribor, have a long term maturity and its fair value is similar to its carrying amount.

TRADE ACCOUNTS RECEIVABLE AND OTHER CURRENT ASSETS

As at 30 September 2015 and 31 December 2014 trade accounts receivable and other current assets are detailed as follows:

30.September.2015 31.December.2014
Trade accounts receivable 708.819
Group companies
Dividends 12,192,750
Loans 1,757,222,416
Interests 936 2,746,098
Taxes - Special regime for taxation of groups of companies 74.963.508 27.713.203
Taxes and contributions receivable 3,057,098 6.923.993
Accrued income and prepayments 59,033,657 3.644.195
Others 2.410.853 1,816,140,710
Total 1,908,881,218 1,857,877,018

The amount recorded in the caption taxes-special regime for taxation of groups corresponds to the tax estimate calculated by the companies taxed under the Special Regime for Taxation of Corporate Groups, of which the Company is the dominant company.

The caption "Accrued income and prepayments" mainly includes receivables relating to interests from loans granted to group companies.

Loans granted to group companies return interest at variable market rates indexed to Euribor and have a maturity of less than one year.

As at 30 September 2015 and 31 December 2014 cash and cash equivalents are detailed as follows:

30.September.2015 31.December.2014
Cash at hand 733 589
Bank deposits 20.610 292,421,460
Cash and cash equivalents on the balance sheet 21.343 292,422,049
Bank overdrafts
Cash and cash equivalents on the cash flow
(975, 695) (926)
statement (954,352) 292,421,123

$\mathsf{S}$ SHARE CAPITAL

As at 30 September 2015 and 31 December 2014 share capital consisted of 2,000,000,000 ordinary shares of 1 euro each.

10 LOANS

As at 30 September 2015 and 31 December 2014, loans are made up as follows:

30.September.2015 31.December.2014
Bonds Sonae, SGPS 2014/2018 60,000,000 60,000,000
Bonds Sonae, SGPS 2014/2020 50,000,000 50,000,000
Bonds Sonae, SGPS 2015/2022 100,000,000
Up-front fees not yet charged to income statement (2,734,413) (2,000,742)
Bonds 207.265.587 107.999.258
Commercial paper 170,000,000
Nominal value of bank loans 135,000,000
Bank loans 170,000,000 135,000,000
Non-current loans 377.265.587 242,999,258
Bonds Sonae 2010/2015 250,000,000
Bonds Continente -7% -2012/2015 197,293,166
Up-front fees not yet charged to income statement (985,064)
Bonds 446.308.102
Commercial paper 139,000,000
Bank overdrafts 975.695 926
Other bank loans 76,961,683
Up-front fees not yet charged to income statement (183,750)
Current loans 139.975.695 523.086.961

Under lines of credit and commercial paper programs with firm commitments, Sonae, SGPS had 24.5 million euro credit facilities available to meet its liquidity requirements as follows:

Commitments of
less than one year
Commitments of
more than one
uear
Agreed credit facilities amounts 146.500.000 170,000,000
Available credit facilities amounts 24,500,000

The interest rate as at 30 September 2015 of the bonds and bank loans was, in average, 1.86% (3.87% as at 31 December 2014).

Maturity of Borrowings

As at 30 September 2015 and 31 December 2014 the analysis of maturity of loans excluding the derived instruments having in consideration its nominal value is as follows:

30.September.2015 31.December.2014
$N+1$ 139,975,695 524,255,775
$N+2$
$N+7$ 95,000,000
$N+4$ 90,000,000 80,000,000
$N+5$ 50,000,000 70.000.000
after N+5 145.000.000 95.000.000

11 TRADE CREDITORS AND OTHER CURRENT LIABILITIES

As at 30 September 2015 and 31 December 2014, trade creditors and other current liabilities are detailed as follows:

30.September.2015 31.December.2014
Trade creditors 179.945 283.747
Group companies
Loans 185.355.286 274.584.173
Taxes - Special regime for taxation of groups of companies 65.387.656 20,804.548
Taxes and contributions payable 13.396.770 10.692.297
Accrued expenses 4,217,358 18.168.241
Others 142.165 78,797
Total 268,679,180 324,611,803

CONTINGENT LIABILITIES $12$

As at 30 September 2015 and 31 December 2014, contingent liabilities are detailed as follows:

30. September. 2015 31. December. 2014
Guarantees given:
on tax claims 127.969.821 108.474.615
on judicial claims 70.766 70.766
Guarantees given in favour of subsidiaries a) 313.382.765 280,867,155

(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:

Balance 30.September.2015 31.December.2014
Group companies 134,694,083 1,849,600,612
Jointly controlled companies 13,279,299 805,273
Other partners in group companies 237,283 98,000
Accounts receivable 148,210,665 1,850,503,885
Parent company 437,895 811,179
Group companies 66,926,708 26,945,890
Jointly controlled companies 50.500 4.038
Other partners in group companies 599 766
Accounts payable 67,415,702 27,761,873
Group companies 2,139,622,416 462,400,000
Loans granted 2,139,622,416 462,400,000
Group companies 185,355,286 274,584,173
Loans obtained 185,355,286 274,584,173
Transactions 30.September.2015 30.September.2014
Group companies 1,630,210 2,554,198
Jointly controlled companies 267 162,351
Other partners in group companies 237,962 75,000
Services rendered and other income 1,868,439 2,791,549
Parent company 597,256 563,600
Group companies 1,021,774 1,034,999
Jointly controlled companies 29.362
Other partners in group companies 12,269 4.067
Purchases and services obtained 1,631,299 1,632,027
58,147,610
Group companies
Interest income
58,147,610 28,063,503
28,063,503
Group companies 5,656,859
5,656,859
5,296,326
5,296,326
Interest expenses
Group companies 14,826,535 34.224.473
Jointly controlled companies
Dividend income (Note 14)
12,192,750
27,019,285
34,224,473
Parent company 2,580
Other partners in group companies 3,048,735
Acquisition of investments 3,051,315
Group companies 3,070,964 4,477,201
Jointly controlled companies 946,797 914,712
Other partners in group companies 55,107 28,627
Sale of treasury shares 4,072,868 5,420,540

All Sonae, SGPS, S.A. subsidiaries, associates and joint ventures are considered related parties and are identified in Consolidated Financial Statements. All Efanor Investimentos, SGPS, SA (parent company), subsidiaries, including the ones of Sonae Indústria, SGPS, SA and of Sonae Capital, SGPS, SA (other partners in group companies) are also considered related parties.

14 INVESTMENTS INCOME

As at 30 September 2015 and 2014, investment income can be detailed as follows:

30. September. 2015 30. September. 2014
Dividends 27.019.285 34.224.473
Impairment losses (35,000,000)
Gains / (losses) on sale investment 641 -
(7.980.074) 34.224.473

Dividends were distributed from Sonae Investimentos, SGPS, SA (11,123,853 euro), Sonaegest, SA (56,649 euro), Sonae Sierra, SGPS, SA (12,192,750 euro) and Sonaecom, SGPS, SA (3,646,033 euro).

15 EARNINGS PER SHARE

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

30.September.2015 30.September.2014
Net profit
Net profit taken into consideration to calculate basic earnings per
share (Net profit for the period)
14,907,245 29,685,414
Effect of dilutive potential shares
Interests related to convertible bonds (net of tax)
Net profit taken into consideration to calculate diluted earnings per
share:
14,907,245 29,685,414
Number of shares
Weighted average number of shares used to calculate basic earnings 1,989,939,564 1,995,391,363
Effect of dilutive potential ordinary shares from convertible bonds
Outstanting shares related with deferred performance bonus 1,531,948 1,413,584
Number of shares that could be acquired at average market price (585, 302) (508,753)
Weighted average number of shares used to calculate diluted
earnings per share
1,990,886,210 1,996,296,194
Profit/(Loss) per share
Basic
Diluted
0.007491
0.007488
0.014877
0.014870

16 APPROVAL OF FINANCIAL STATEMENTS

The accompanying financial statements were approved by the Board of Directors and authorized for issue on 3 November 2015.

17 INFORMATION REQUIRED BY LAW

Decree-Law nr 318/94 art 5 nr 4

During the period ended 30 September 2015 short-term loan contracts were entered into with the following companies:

Sonae Investimentos, SGPS, SA

Sonaecom, SGPS, SA

As at 30 September 2015 amounts owed by subsidiaries can be summarized as follows:

Sonaecenter Serviços, SA Total

Closing Balance 1,792,222,416 1,792,222,416

Closing Bala
Sonae Investments, BV 185,355,
Total 185,355.

SAFE HARBOUR

This document may contain forward-looking information and statements, based on management's current expectations or beliefs. Forward-looking statements are statements that should not be regarded as 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, and generally all recipients of this document, are cautioned that forward-looking 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

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

Catarina Oliveira Fernandes Head of Communication, Brand and Corporate Responsibility [email protected] Tel: + 351 22 010 4775

Rita Barrocas External Communication [email protected] Tel: + 351 22 010 4745

Sonae Lugar do Espido Via Norte 4471-909 Maia Portugal Tel.: +351 22 948 7522

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