EMMA DELTA HELLENIC HOLDINGS LTD & EMMA DELTA FINANCE PLC REPORT AND COMBINED UNAUDITED FINANCIAL STATEMENTS

EMMA DELTA HELLENIC HOLDINGS LTD & EMMA DELTA FINANCE PLC REPORT AND COMBINED UNAUDITED FINANCIAL STATEMENTS For the period from 1 January 2014 to 31 ...
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EMMA DELTA HELLENIC HOLDINGS LTD & EMMA DELTA FINANCE PLC REPORT AND COMBINED UNAUDITED FINANCIAL STATEMENTS For the period from 1 January 2014 to 31 March 2014

EMMA DELTA HELLENIC HOLDINGS LTD & EMMA DELTA FINANCE PLC REPORT AND COMBINED UNAUDITED FINANCIAL STATEMENTS For the period from 1 January 2014 to 31 March 2014

CONTENTS

Page Officers and Professional Advisors Report of the Board of Directors

1 2&3

Unaudited combined statement of profit or loss and other comprehensive income

4

Unaudited combined statement of financial position

5

Unaudited combined statement of changes in equity

6

Unaudited combined statement of cash flows

7

Notes to the combined financial statements

8 - 17

1 EMMA DELTA HELLENIC HOLDINGS LTD & EMMA DELTA FINANCE PLC OFFICERS AND PROFESSIONAL ADVISORS

Board of Directors

Emma Delta Hellenic Holdings Ltd Demetrios Aletraris Stylianos Kostopoulos Marios Antoniades Emma Delta Finance PLC Demetrios Aletraris Stylianos Kostopoulos Marios Antoniades

Secretary

Cymanco Services Ltd

Independent Auditors

KPMG Limited Certified Public Accountants and Registered Auditors 14 Esperidon Street 1087 Nicosia Cyprus

Bankers

PPF Bank a.s Piraeus Bank (Cyprus) Ltd Hellenic Bank Public Company Ltd Citibank N.A London Branch

Registered Office

12 Esperidon Street 4th floor 1087 Nicosia Cyprus

Registration number

ΗΕ320752/ HE 284780

2 EMMA DELTA HELLENIC HOLDINGS LTD & EMMA DELTA FINANCE PLC BOARD OF DIRECTORS' REPORT The Board of Directors of Emma Delta Hellenic Holdings Ltd (the "EDHH")and Emma Delta Finance Plc (the ''EDF'') presents to the members its first report together with the unaudited combined financial statements of the Companies period from 1 January 2014 to 31 March 2014. PRINCIPAL ACTIVITIES The principal activities of the Companies are the provision of financing to related companies and holding of an investments in OPAP S.A. FINANCIAL RESULTS The combined financial results for the period from 1 January 2014 to 31 March 2014 are set out on page 4 of the consolidated financial statements. € 200.056.292 EXAMINATION OF THE DEVELOPMENT, POSITION AND PERFORMANCE OF THE ACTIVITIES OF THE GROUP The current financial position as presented in the combined financial statements is considered satisfactory. FUTURE DEVELOPMENTS The Board of Directors does not expect major changes in the principal activities of the Group in the foreseeable future. SHARE CAPITAL There were no changes in the share capital of the Company during the period. BOARD OF DIRECTORS The members of the Group's Board of Directors as at 31 March 2014 and at the date of this report are presented on page 1. All of them were members of the Board of Directors throughout the period from 1 January 2014 to 31 March 2014. In accordance with the Company's Articles of Association all directors presently members of the Board continue in office. There were no significant changes in the assignment of responsibilities and remuneration of the Board of Directors. EVENTS AFTER THE REPORTING PERIOD Any significant events that occurred after the end of the reporting period are described in note to the consolidated financial statements. RELATED PARTY TRANSACTIONS Disclosed in note 15 of the consolidated financial statements.

3 EMMA DELTA HELLENIC HOLDINGS LTD & EMMA DELTA FINANCE PLC BOARD OF DIRECTORS' REPORT (continued)

By order of the Board of Directors,

Demetris Aletraris Director Nicosia, 28 May 2014

4 EMMA DELTA HELLENIC HOLDINGS LTD & EMMA DELTA FINANCE PLC UNAUDITED COMBINED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME For the period from 1 January 2014 to 31 March 2014

Note

2014 €

1/1/2013 31/12/2013 €

Other operating income Administrative and other expenses

4 5

210.540.000 385.899.202 (211.531) (11.566.262)

Operating profit

6

210.328.469 374.332.940

Finance income Finance expenses Net finance expenses

7 7

2.031 8.944.867 (10.260.514) (18.211.347) (10.258.483) (9.266.480)

Profit before tax Tax

8

Profit for the period/year

The notes on pages 8 to 17 are an integral part of these financial statements.

200.069.986 365.066.460 (13.694) (13.727) 200.056.292 365.052.733

5 EMMA DELTA HELLENIC HOLDINGS LTD & EMMA DELTA FINANCE PLC UNAUDITED COMBINED STATEMENT OF FINANCIAL POSITION As at 31 March 2014 2014 €

Note

2013 €

Assets Non-current assets Investments in subsidiaries Total non-current assets Current assets Trade and other receivables Cash at bank Total current assets

9

10

Total assets Equity Share capital Share premium Retained earnings Total equity

1.236.922.500 1.026.382.500 1.236.922.500 1.026.382.500 28.940.653 28.940.653

111.579 39.293.889 39.405.468

1.265.863.153 1.065.787.968 11

37.210 272.589.990 565.106.580 837.733.780

37.210 272.589.990 365.050.288 637.677.488

Non-current liabilities Loans and borrowings Total non-current liabilities

12

416.615.391 416.615.391

415.918.560 415.918.560

Current liabilities Short term portion of long-term loans Trade and other payables Tax liability Total current liabilities

12 13 14

11.286.111 200.534 27.337 11.513.982

11.831.250 346.967 13.703 12.191.920

Total equity and liabilities

1.265.863.153 1.065.787.968

On 28 May 2014 the Board of Directors of Emma Delta Hellenic Holdings Ltd and Emma Delta Finance Plc authorised these combined financial statements for issue. .................................... Demetrios Aletraris Director

.................................... Marios Antoniades Director

The notes on pages 8 to 17 are an integral part of these financial statements.

6 EMMA DELTA HELLENIC HOLDINGS LTD & EMMA DELTA FINANCE PLC UNAUDITED COMBINED STATEMENT OF CHANGES IN EQUITY For the period from 1 January 2014 to 31 March 2014 Combined Share Retained Share capital premium earnings Note € € € Balance at 1 January 2013 Profit for the year Issue of share capital Balance at 31 December 2013 Balance at 1 January 2014 Profit for the period Balance at 31 March 2014

11

Total €

26.000 (2.445) 23.555 - 365.052.733 365.052.733 11.210 272.589.990 - 272.601.200 37.210 272.589.990 365.050.288 637.677.488 37.210 272.589.990 365.050.288 637.677.488 - 200.056.292 200.056.292 37.210 272.589.990 565.106.580 837.733.780

Companies which do not distribute 70% of their profits after tax, as defined by the Special Contribution for the Defence of the Republic Law, during the two years after the end of the year of assessment to which the profits refer, will be deemed to have distributed this amount as dividend. Special contribution for defence at 20% for the tax years 2012 and 2013 and 17% for 2014 and thereafter will be payable on such deemed dividend to the extent that the owners (individuals and companies) at the end of the period of two years from the end of the year of assessment to which the profits refer are Cyprus tax residents. The amount of this deemed dividend distribution is reduced by any actual dividend paid out of the profits of the relevant year at any time. This special contribution for defence is paid by the company for the account of the owners.

The notes on pages 8 to 17 are an integral part of these financial statements.

7 EMMA DELTA HELLENIC HOLDINGS LTD & EMMA DELTA FINANCE PLC UNAUDITED COMBINED STATEMENT OF CASH FLOWS For the period from 1 January 2014 to 31 March 2014

Cash flows from operating activities Profit for the period/year Adjustments for: Fair value gains on financial assets at fair value through profit or loss Interest income Interest expense Income tax expense Cash flows used in operations before working capital changes Decrease in trade and other receivables (Decrease)/increase in trade and other payables Cash flows used in operations Tax paid Net cash flows used in operating activities Cash flows from investing activities Payment for acquisition of investments in subsidiaries Loans granted Interest received Net cash flows from/(used in) investing activities

2014 €

1/1/2013 31/12/2013 €

200.056.292

365.052.733

(210.540.000) (2.031) 10.259.692 13.694 (212.353) 111.579 (146.433) (247.207) (60) (247.267)

(385.899.202) (8.944.867) 18.210.262 13.727 (11.567.347) 134.155 (11.433.192) (24) (11.433.216)

- (622.000.000) - (400.000.000) 2.031 1.117 2.031(1.021.998.883)

Cash flows from financing activities Proceeds from issue of share capital Repayment of borrowings Proceeds from borrowings Interest paid Net cash flows (used in)/from financing activities

272.601.200 (98.308) 250.000 400.000.000 (10.259.692) (10.108.000) 672.601.200

Net decrease in cash and cash equivalents Cash and cash equivalents at the beginning of the period/year

(10.353.236) (360.830.899) 39.293.889 400.124.788

Cash and cash equivalents at the end of the period/year

The notes on pages 8 to 17 are an integral part of these financial statements.

28.940.653

39.293.889

8 EMMA DELTA HELLENIC HOLDINGS LTD & EMMA DELTA FINANCE PLC NOTES TO THE COMBINED UNAUDITED FINANCIAL STATEMENTS For the period from 1 January 2014 to 31 March 2014 1.

INCORPORATION AND PRINCIPAL ACTIVITIES The Emma Delta Hellenic Holdings Ltd (the ''EDHH'') was incorporated in Cyprus on 21 March 2013 as a private limited liability company under the Cyprus Companies Law, Cap. 113. Its Registered Office is at 12 Esperidon Street, 4th floor, 1087 Nicosia, Cyprus. The Emma Delta Finance plc (the ''EDF'') was incorporated in Cyprus on 7 April 2012 as a puplic limited liability company under the Cyprus Companies Law, Cap. 113. Its Registered Office is at 12 Esperidon Street, 4th floor, 1087 Nicosia, Cyprus. The combined financial statements for the period ended 31 December 2013 consist of the financial statements of the Emma Delta Hellenic Holdings Ltd ("EDHH')and Emma Delta Finance Plc ("EDF") (which together are referred to as ''the Companies'') The principal activities of the Companies are the provision of financing to related companies and holding of an investments in OPAP S.A. Unaudited financial statements These combined financial statements for the period ended 31 March 2014, have not been audited by the external auditors of the Companies.

2.

BASIS OF PREPARATION (a) Statement of compliance These combined financial statements have been prepared in accordance with International Financial Reporting Standards (IFRSs) as adopted by the European Union (EU) and the requirements of the Cyprus Companies Law, Cap.113. (b) Basis of measurement These combined financial statements have been prepared under the historical cost convention, except in the case of investments, which are shown at their fair value. (c) Adoption of new and revised International Financial Reporting Standards and Interpretations During the current period the Companies adopted all the changes to International Financial Reporting Standards (IFRS) that are relevant to its operations and are effective for accounting periods beginning on 1 January 2013 . (d) Use of estimates and judgments The preparation of financial statements in accordance with IFRSs requires from Management the exercise of judgment, to make estimates and assumptions that influence the application of accounting principles and the related amounts of assets and liabilities, income and expenses. The estimates and underlying assumptions are based on historical experience and various other factors that are deemed to be reasonable based on knowledge available at that time. Actual results may deviate from such estimates. The estimates and underlying assumptions are revised on a continuous basis. Revisions in accounting estimates are recognised in the period during which the estimate is revised, if the estimate affects only that period, or in the period of the revision and future periods, if the revision affects the present as well as future periods.

9 EMMA DELTA HELLENIC HOLDINGS LTD & EMMA DELTA FINANCE PLC NOTES TO THE COMBINED UNAUDITED FINANCIAL STATEMENTS For the period from 1 January 2014 to 31 March 2014 2.

BASIS OF PREPARATION (continued) (d) Use of estimates and judgments (continued) In particular, information about significant areas of estimation, uncertainty and critical judgments in applying accounting policies that have the most significant effect on the amount recognised in the consolidated financial statements are described below: 

Income taxes Significant judgment is required in determining the provision for income taxes. There are transactions and calculations for which the ultimate tax determination is uncertain during the ordinary course of business. The Group recognises liabilities for anticipated tax audit issues based on estimates of whether additional taxes will be due. Where the final tax outcome of these matters is different from the amounts that were initially recorded, such differences will impact the income tax and deferred tax provisions in the period in which such determination is made.



Impairment of investments in subsidiaries The Group periodically evaluates the recoverability of investments in subsidiaries whenever indicators of impairment are present. Indicators of impairment include such items as declines in revenues, earnings or cash flows or material adverse changes in the economic or political stability of a particular country, which may indicate that the carrying amount of an asset is not recoverable. If facts and circumstances indicate that investment in subsidiaries may be impaired, the estimated future discounted cash flows associated with these subsidiaries/associates would be compared to their carrying amounts to determine if a write-down to fair value is necessary.

(e) Functional and presentation currency The combined financial statements are presented in Euro (€) which is the functional currency of the Group. 3.

SIGNIFICANT ACCOUNTING POLICIES The following accounting policies have been applied consistently for all the years presented in these consolidated financial statements and in stating the financial position of the Group. The accounting policies have been consistently applied by all companies of the Group. Revenue recognition Revenues of the Group are recognized on an accrual basis. Finance income Finance income includes interest income which is recognised based on an accrual basis. Finance expenses Interest expense and other borrowing costs are recognised to profit or loss using the effective interest method.

10 EMMA DELTA HELLENIC HOLDINGS LTD & EMMA DELTA FINANCE PLC NOTES TO THE COMBINED UNAUDITED FINANCIAL STATEMENTS For the period from 1 January 2014 to 31 March 2014 3.

SIGNIFICANT ACCOUNTING POLICIES (continued) Foreign currency translation (i) Functional and presentation currency Items included in the Group's consolidated financial statements are measured using the currency of the primary economic environment in which the entity operates ('the functional currency'). The consolidated financial statements are presented in Euro (€), which is the Group's functional and presentation currency. (ii) Transactions and balances Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss. Tax Tax liabilities and assets for the current and prior periods are measured at the amount expected to be paid to or recovered from the taxation authorities, using the tax rates and laws that have been enacted, or substantively enacted, by the reporting date. Current tax includes any adjustments to tax payable in respect of previous periods. (i)

Cash and cash equivalents For the purpose of the consolidated statement of cash flows, cash and cash equivalents comprise cash at bank.

(ii) Borrowings Borrowings are recorded initially at the proceeds received, net of transaction costs incurred. Borrowings are subsequently stated at amortised cost. Any difference between the proceeds (net of transaction costs) and the redemption value is recognised in profit or loss over the period of the borrowings using the effective interest method. Share capital Ordinary shares are classified as equity. The difference between the fair value of the consideration received by the Company and the nominal value of the share capital being issued is taken to the share premium account. Non-current liabilities Non-current liabilities represent amounts that are due more than twelve months from the reporting date.

11 EMMA DELTA HELLENIC HOLDINGS LTD & EMMA DELTA FINANCE PLC NOTES TO THE COMBINED UNAUDITED FINANCIAL STATEMENTS For the period from 1 January 2014 to 31 March 2014 4.

OTHER OPERATING INCOME 2014 € Fair value gains on financial assets at fair value through profit or loss

1/1/2013 31/12/2013 €

210.540.000 385.899.202 210.540.000 385.899.202

The net fair value gains on financial assets at afair value through profit or loss represents the fair value increase of the investments in subsidiaries relative to its cost. The investment in Subsidiairies respresents the 33% state (105.270.000shares) in OPAP SA that was acquired through an SPA agreement signed on 12 August 2013 following a successful bid auction by the Hellenic Republic Asset Development Fund. The aggregate price for all the Shares was €652 million. The amount of €622 million was paid immediately upon conclussion of the underlying agreement on 11 October 2013 while the remaining €30 million ("Deferred consideration") are payable in ten equal instalments of €3 million on each of the first to the tenth (inclusive) anniversaries of the SPA agreement. As per IFRS 3 Business combination, this deferred consideration is recognised and measured at fair value at the acquisition date and is included in the consideration transfered. The fair value was determined by discounting the amount payable using the weighted average cost of debt. The unwinding of the interest element of deferred consideration is recognised in profit or loss. 5.

ADMINISTRATIVE AND OTHER EXPENSES 2014 € Incorporation expenses Registrar annual fee Sundry expenses Auditors’ remuneration for other assurance service Directors' fees Secretarial & Registered office fees Commission fees and other charges Administration fees Custodian fees Trustee fees

1/1/2013 31/12/2013 €

700 783 5.355 1.250 1.428 112.500 89.515 -

3.110 500 23.800 1.667 300 11.161.093 142.158 73.734 159.900

211.531

11.566.262

Commission and other charges relate to expenses incurred by EDHH in acquiring its investment in OPAP S.A. As the Company elected to account for its investments in subsidiaries as Financial Assets at Fair Value through profit or loss these expenses were directly recorded in the statement of comprehensive income of the Company.

12 EMMA DELTA HELLENIC HOLDINGS LTD & EMMA DELTA FINANCE PLC NOTES TO THE COMBINED UNAUDITED FINANCIAL STATEMENTS For the period from 1 January 2014 to 31 March 2014 6.

OPERATING PROFIT

Note

1/1/2013 31/12/2013 €

2014 €

Operating profit is stated after charging the following items: Directors' fees Auditors’ remuneration for other assurance service Incorporation expenses 7.

1.250 5.355 -

1.667 23.800 3.110

NET FINANCE INCOME AND EXPENSES 1/1/2013 31/12/2013 €

2014 € Finance income Bank interest Interest income from related parties

Finance expenses Interest expense Loan interest Interest expense from related parties Amortisation charge of long term obligations (1) Senior Secured Notes interest expenses (2) Sundry finance expenses Bank charges Net foreign exchange transaction losses Realised exchange loss

2.031 -

1.117 8.943.750

2.031

8.944.867

1.319 445.512 9.812.861

8.943.750 435.262 8.831.250

775

1.085

47 10.260.514

18.211.347

(1) Amortisation charge of long term obligations, relates to the unwinding of the interest element of deferred consideration recognised regarding the acquisition of the Investment in subsidiaries. As per IFRS 3 Business combination, this deferred consideration is recognised and measured at fair value at the acquisition date and is included in the consideration trnsferred. The fair value was determnied by discounting the amount payable using the weighted average cost of debt. (2) Emma Delta Finance plc issued €250 million in agrregate principal amount of 8.50% First-Lien Senior Secured Notes due 15 October 2017 and €150.00 million in agregate principal amount of 12.00% Second Lien Senior Secured Notes due 15 October 2017.

13 EMMA DELTA HELLENIC HOLDINGS LTD & EMMA DELTA FINANCE PLC NOTES TO THE COMBINED UNAUDITED FINANCIAL STATEMENTS For the period from 1 January 2014 to 31 March 2014 8.

TAXATION 1/1/2013 31/12/2013 €

2014 € Corporation tax Special contribution to the defence fund for the period/year

13.694 -

13.703 24

Charge for the period/year

13.694

13.727

The corporation tax rate is 12,5% (2012:10%). Under certain conditions interest income may be subject to defence contribution at the rate of 30% (2012:15%). In such cases this interest will be exempt from corporation tax. 9.

INVESTMENTS IN SUBSIDIARIES 2014 €

2013 €

Balance at 1 January Additions Deferred consideration discounting Revaluation

1.026.382.500 210.540.000

652.000.000 (11.516.702) 385.899.202

Balance at 31 March/31 December

1.236.922.500

1.026.382.500

2014 €

2013 €

The details of the subsidiaries are as follows: Name

Country of incorporation

OPAP SA

Greece

Principal activities Betting

Holding %

33 1.236.922.500 1.026.382.500 1.236.922.500 1.026.382.500

The investment represents the 33% stake (105.270.000 shares) in OPAP SA that was acquired through an SPA agreement signed on 12 August 2013 following a successful bid auction by the Hellenic Republic Asset Development Fund. The aggregate price for all the Shares was €652m. The amount of €622m was paid immediately upon conclusion of the underlying agreement on 11 October 2013 while the remaining €30m (“Deferred consideration”) are payable in ten equal instalments of €3m on each of the first to the tenth (inclusive) anniversaries of the SPA agreement. As per IFRS 3 Business combination, this deferred consideration is recognised and measured at fair value at the acquisition date and is included in the consideration transferred. The fair value was determined by discounting the amount payable using the weighted average cost of debt. The unwinding of the interest element of deferred consideration is recognised in profit or loss

14 EMMA DELTA HELLENIC HOLDINGS LTD & EMMA DELTA FINANCE PLC NOTES TO THE COMBINED UNAUDITED FINANCIAL STATEMENTS For the period from 1 January 2014 to 31 March 2014 10. TRADE AND OTHER RECEIVABLES 2014 € Receivables from fellow subsidiaries (Note 15)

2013 € -

111.579

-

111.579

The fair values of trade and other receivables due within one year approximate to their carrying amounts as presented above. 11. SHARE CAPITAL 2014

2013

Issued and fully paid Ordinary shares- Emma Delta Hellenic Holdings Ltd Balance at 1 January Issue of shares

11.200 -

11.200 10

Balance at 31 March/31 December ( 11 210 shares of €1 each)

11.210

11.210

Ordinary shares- Emma Delta Finance Plc Balance at 1 January

26.000

26.000

Balance at 31 March/31 December ( 26 000 shares of €1 each)

26.000

26.000

Total at 31 March/31 December

37.210

37.210

15 EMMA DELTA HELLENIC HOLDINGS LTD & EMMA DELTA FINANCE PLC NOTES TO THE COMBINED UNAUDITED FINANCIAL STATEMENTS For the period from 1 January 2014 to 31 March 2014 12. LOANS AND BORROWINGS 2014 € Long term liabilities Senior Secured Notes (1) Long term obligations Loan from parent company (Note 15)

2013 €

400.000.000 400.000.000 16.364.072 15.918.560 251.319 416.615.391 415.918.560

Short term liabilities Senior Secured Notes Long term obligations

Total

8.286.111 3.000.000

8.831.250 3.000.000

11.286.111

11.831.250

427.901.502 427.749.810

(1) The Company issued €250 million in aggregate principal amount of 8.50% First-Lien Senior Secured Notes due 15 October 2017 and €150 million in aggregate principal amount of 12.00% Second-Lien Senior Secured Notes due 15 October 2017. (2) Loans from related companies relate to the loan provided by Emma Hellenic Finance plc to Emma Delta Hellenic Holdings Ltd . The loan was provided at the rate of 8,625% for the first €250 million and 12,125% for the remaining of €150 million. The interest on loans will be paid every three months on October 15, January 15, April 15, and July 15 of each year. The repayment date of the loans is 15 October 2017. The weighted average effective interest rates at the reporting date were as follows: 2014 Loans from fellow subsidiaries Long term obligations Loan from parent company

2013 9,94 9,94 10

9,94 9,94

The exposure of the Group to interest rate risk in relation to financial instruments is reported in note of the consolidated financial statements.

16 EMMA DELTA HELLENIC HOLDINGS LTD & EMMA DELTA FINANCE PLC NOTES TO THE COMBINED UNAUDITED FINANCIAL STATEMENTS For the period from 1 January 2014 to 31 March 2014 13. TRADE AND OTHER PAYABLES

Accruals Other creditors Payables to related companies (Note 15)

2014 €

2013 €

178.241 3.915 18.378

103.279 113.792 129.896

200.534

346.967

The fair values of trade and other payables due within one year approximate to their carrying amounts as presented above. 14. TAX LIABILITY 2014 € Corporation tax

2013 €

27.337

13.703

27.337

13.703

15. RELATED PARTY TRANSACTIONS The Companies are controlled by Emma Delta Ltd, incorporated in Cyprus, which owns 100% of the Company's shares.The Company's ultimate controlling party is Emma Capital Ltd. Emma Delta Finance Plc and Emma Delta Hellenic Holdings Ltd have common ownership. The transactions and balances with related parties are as follows: (i) Directors' remuneration The remuneration of Directors and other members of key management was as follows: 1/1/2013 31/12/2013 €

2014 € Directors' fees

1.250

1.667

1.250

1.667

(ii) Receivables from fellow subsidiaries (Note 10) 2014 € Name Emma Delta Hellenic Holdings Ltd

Nature of transactions Finance

2013 € -

111.579

-

111.579

17 EMMA DELTA HELLENIC HOLDINGS LTD & EMMA DELTA FINANCE PLC NOTES TO THE COMBINED UNAUDITED FINANCIAL STATEMENTS For the period from 1 January 2014 to 31 March 2014 15. RELATED PARTY TRANSACTIONS (continued) (iii) Payables to related companies (Note 13) 2014 € Name Emma Delta Ltd Emma Delta Finance plc

Nature of transactions Finance Finance

2013 €

18.378 -

18.318 111.578

18.378

129.896

(iv) Loans from related companies (Note 12) 2014 € Emma Delta Hellenic Holdings Ltd

2013 €

408.943.750 408.943.750 408.943.750 408.943.750

Loan from related parties relate to loan from Emma Delta Hellenic Holdings Ltd which was provided at the rate of 8,625% for the first €250 million and €12.125% for the remaining of of €150 million. The interest on loans will be paid every three months on October 15, January 15, April 15 and July 15 of each year. The repayment date of the loan is 15 October 2017. (v) Loan from related parties 2014 € Emma Capital (BVI) Ltd

2013 €

251.319

-

251.319

-

The loan from related parties was given with interest rate of 10% pa, and the repayment date is 31 March 2015 16. FAIR VALUES The fair values of the Companies' financial assets and liabilities approximate their carrying amounts at the reporting date.

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