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BEING GLOBAL REPORT

1Q 2013

1Q 2013 REPORT

CONTENTS

MANAGEMENT REPORT 03

01 | MARTIFER GROUP 05

Highlights 06

Key Financial Indicators 06

Main Events 07

02 | FINANCIAL PERFORMANCE 09

Results Analysis 10

Revenues 11

EBITDA and Net Profit 12

CAPEX 13

Capital Structure Analysis 13

03 | ANALYSIS BY SEGMENT 15

Metallic Constructions 16

Solar 18

RE Developer 19

04 | MARTIFER SHARE’S PERFORMANCE 21

CONSOLIDATED FINANCIAL INFORMATION 23

05 | INTERIM CONSOLIDATED FINANCIAL STATEMENTS 25

06 | NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS 31

MANAGEMENT

REPORT

1Q 2013 REPORT

01 MARTIFER

GROUP

1Q 2013 REPORT

01 | MARTIFER GROUP

HIGHLIGHTS

Operating Revenues of 128 M€ increasing by 14 % comparing with the same period last

year, reflecting the significant improvement in volume of the core business areas: Metallic

Construction and Solar

Portugal only represents 12 % of the total Operating Revenues, which proves the

efforts of internationalization

EBITDA of 2.6 M€ (versus 10.3 M€ in 1Q 2012), reflecting mostly: 1) Costs incurred in

Australia in the Metallic Construction business area related with the restructuring of the

business in the country and 2) the weak performance of USA market in Martifer Solar which

impacted negatively the business margin

Net consolidated Profit of -13.9 M€, negatively impacted by 11.2 M€ net financial costs

Total Order Book of 550 M€: Metallic Construction (307 M€) and Solar (243 M€)

Total Net Debt of 385 M€, slightly above the FY 2012 of 377 M€, mostly due to the CAPEX

of 4.7 M€ and Working Capital

MAIN FINANCIAL INDICATORS

€M – IFRS 1Q2013 Margin 1Q2012 Margin Var. %

Revenues 128.0 112.2 14.0%

EBITDA 2.6 2.0% 10.3 9.2% -74.5%

EBIT -2.9 -2.2% 5.4 4.8% n.m.

Financial Results -11.2 -8.2 -36.3%

Profit Before Tax -14.0 -2.9 <-100%

Income tax 0.0 -1.7 n.m.

Results from assets held for sale

0.2 0.0 n.m.

Consolidated Net Profit -13.9 -10.8% -4.6 -4.1% <-100%

Attributable

to non-controlling interests 0.3 0.1 >100%

to shareholders -14.2 -4.7 <-100%

1Q 2013 REPORT PAGE 7

MAIN EVENTSSUBSEQUENT EVENTS

JANUARY 2013

Inspira Martifer Solar signs contract for first rooftop project in India

Inspira Martifer Solar, a subsidiary of Martifer Solar for the Indian market, has signed an EPC contract with Mapro Foods for the

construction of a 350 kW rooftop project in India.

Martifer Solar and the Valouro Group sign a new contract for the construction

of seven PV projects

Martifer Solar signed a new contract with Valouro Group, for the construction of seven new PV small generation projects, with

a 1.3 MW peak power.

MARCH 2013

Martifer Solar and Montepio Crédito establish a partnership for financing small

generation projects

Martifer Solar signed a protocol with Montepio Crédito, a company of the Montepio Group, to facilitate the access to the possibility

of financing of PV small generation projects to companies in Portugal.

Martifer concludes two ships for Douro Azul

Navalria, a subsidiary of Martifer Metallic Constructions, concluded the construction of Queen Isabel and Amavida. The baptism of

these two hotel ships took place on March 23rd

. The two ships were built in only nine months.

MAIN SUBSEQUENT EVENTS

APRIL 2013

Martifer concludes the Arena Fonte Nova Stadium’s roof structure

Martifer Construções Metálicas, a subsidiary of Martifer Metallic Constructions in Brazil, concluded, in April, the construction of the

structural steelwork for the roof of its second stadium for the Brazil World Cup.

Martifer Solar completes a utility scale solar PV plant cluster in the UK with a total capacity of

28.1 MWp

Martifer Solar developed a cluster of utility scale photovoltaic plants totalling 28.1 MWp in the United Kingdom. This is one of the

largest clusters of utility scale solar PV plants ever built simultaneously in the country to date.

Martifer ships the first pieces for the structural steelwork and roof of Arena Amazônia

Martifer Metallic Constructions shipped the first pieces for Arena Amazônia, the third 2014 World Cup Stadium, which is expected to

be concluded in December 2013.

1Q 2013 REPORT

MAY 2013

Martifer Solar to build Latin America’s largest PV plant in Mexico

Martifer Solar is building a 30 MW photovoltaic plant in Mexico, the largest to date in Latin America. The company is responsible for

the EPC (engineering, procurement and construction) services of the plant and will also provide the Operation and Maintenance

(O&M) services upon completion.

02 FINANCIAL

PERFORMANCE

1Q 2013 REPORT

03 | FINANCIAL PERFORMANCE

RESULTS ANALYSIS

M€ 1Q2013 1Q2012 Var. %

Revenues 128.0 112.2 14.0%

Earnings before depreciation, amortization and provisions & impairment losses (EBITDA) 2.6 10.3 -74.5%

EBITDA margin 2.0% 9.2% -7.2 p.p.

Depreciation & Amortization 4.5 4.5 -1.5%

Provisions & Impairment Losses 1.0 0.4 >100%

Operating Income (EBIT) -2.9 5.4 n.m.

EBIT margin -2.2% 4.8% -7.0 p.p.

Financial Results -11.2 -8.2 -36.3%

Profit before taxes -14.0 -2.9 <-100%

Income tax 0.0 1.7 n.m.

Results from assets held for sale 0.2 0.0 n.m.

Net Profit -13.9 -4.6 <-100%

Attributable to non-controlling interests 0.3 0.1 >100%

Attributable to shareholders -14.2 -4.7 <-100%

per share € -0.146 -0.048

.


REVENUES

In the 1Q 2013 Operating Revenues increased by 14.0 % YoY to 128.0 million euro, reflecting the significant improvement in volume of

the core business areas: Metallic Construction and Solar

Metallic Construction business area reported an increase of 8.4 % YoY in Revenues, with stronger markets such as Brazil, Saudi Arabia,

Angola and France.

The Solar business ended 1Q 2013 with 58.8 million euro of Operating Revenues, increasing by 14.6 % YoY. Portugal, United Kingdom

and Mexico were the countries with the higher contribution for the revenues.

REVENUES

1Q2013 1Q2012

M€ WEIGHT M€ WEIGHT VAR.

Martifer Consolidated 128.0 112.2 14.0%

Metallic Construction 66.3 51.8% 61.2 54.5% 8.4%

Solar 58.8 46.0% 51.3 45.7% 14.6%

RE Developer 3.8 3.0% 3.4 3.1% 10.4%

Others -1.0 -0.8% -3.7 -3.3% 73%

Note: Others include Holding, Shared Services and eliminations

Portugal represented in the 1T 2013 only 12 % of the total Operating Revenues, which is comparable with 19 % in the FY2012 and

which proves the strong efforts of the Group internationalization

REVENUES BREAKDOWN

Portugal 12%

European Union 44%

Excl. PT North America

3%

Africa & Saudi Arabia

17%

Latin America 23%

Others 1%

1Q 2013 REPORT

EBITDA AND NET PROFIT

Consolidated EBITDA in the 1Q 2013 reached 2.6 million euro, versus 10.3 million euro in the same period last year, which reflects a

margin of 2.0 %, reflecting a decrease of 7.1 p.p. in margin on a YoY basis.

EBITDA of 2.6 M€ (versus 10.3 M€ in 1Q 2012), reflecting mostly: 1) Costs incurred in Australia in the Metallic Construction business

area related with the restructuring in the country and 2) the weak performance of USA market in Martifer Solar which impacted

negatively the business margin. Or in other words:

Metallic Construction reported approximately 4.5 million euro of losses in Australia which were related with the restructuring taking place

and the negative margin accounted in some of the works. We stress that, in this geography, a reorganization plan is under implementation.

In Solar the EBITDA was mostly affected by the weak performance of USA market, which showed a negative EBITDA of 2.9 million euro.

Meanwhile since the beginning of 2013 that company is running a plan with several measures under way, such as the control of the

business at 100 %, change in the management and the implementation of a new operational and strategic plan.

From remaining companies with contribution for the EBITDA, RE Developer had a positive contribution of 2.5 million euro, reaching an

improvement of 49.7 % YoY.

EBITDA

1Q2013 1Q2012

M€ Margin M€ Margin Var.

Martifer Consolidated 2.6 2.0% 10.3 9.2% -74.5%

Metallic Construction -1.0 -1.6% 4.1 6.6% <-100%

Solar 1.4 2.3% 4.9 9.5% -71.6%

RE Developer 2.5 66.6% 1.7 49.1% 49.7%

Others -0.3 -0.3 -21.0%

Note: Others include Holding, Shared Services and eliminations

The Depreciation & Amortization has shown a slight decrease of 1.5 % to 4.5 million euros. Meanwhile, the Provisions & Impairment

Losses has an increase from 0.4 million euro to 1.0 million euro, due to the report of 0.6 million euro of impairments, from the sale

of a real state asset from the portfolio set for disposal.

In the 1Q 2013, net financial expenses totalled 11.2 million euro, comparable with 8.2 million euro in the 1Q 2012. This increase is

totally explained by the losses record from subsidiary companies in the 1Q 2013 from 0.4 million euro to 3.8 million euro. In other

words, the net contribution of equity consolidated associated companies, Prio Energy and Nutre, controlled at 49 % was negative

in 4.1 million euro.

Net interest expense was 4.9 million euro in the 1Q 2013, totally in line with the same period last year with 4.8 million euro.

Taxes suffered a significant change, from -0.02 to1.7 million euro what can be explained by the record of deferred tax assets.

Therefore, the Net Profit attributable to shareholders in the 1Q 2013 amounted to negative 13.9 million euro, decreasing from the

negative 4.6 million euro in the 1Q 2012.


CAPEX

The amount of investment in fixed assets in the 1Q 2013 was 4.7 million euros, mostly applied as follows:

(1) Development of solar projects in Italy by Martifer Solar (1.8 million euros). This does not mean long term investment for the company;

(2) Approx. 0.7 million euros invested in Metallic Construction business area in Saudi Arabia and maintenance CAPEX (2.2 million euro);

(3) In the RE Developer area, investment of 0.7 million euros in the development and construction of wind farms

CAPITAL STRUCTURE ANALYSIS

FINANCIAL POSITION

1Q2013 2012 Var.

€M

Fixed Assets (including Goodwill) 296.0 331.8 -10.8%

Other non-current assets 186.4 187.7 -0.7%

Inventory and Receivables 447.1 383.8 16.5%

Cash and cash equivalents 33.0 38.0 -13.2%

Assets held for sale 42.0 35.1 19.5%

Total Assets 1,004.5 976.4 2.9%

Shareholders’ Equity 162.9 176.3 -7.6%

Non-controlling interests 53.0 51.0 3.9%

Total Equity 215.9 227.3 -5.0%

Non-current debt and leasings 164.1 177.1 -7.3%

Other non-current liabilities 39.8 38.2 4.3%

Current debt and leasings 254.3 238.1 6.8%

Other current liabilities 312.2 286.2 9.1%

Liabilities related to assets held for sale 18.2 9.5 91.1%

Total Liabilities 788.6 749.1 5.3%

Regarding the Balance Sheet position of the Group, it is worth to highlight that there are no significant changes from the last reported

period (1H 2012), and Martifer continues to show a robust capital structure with a financial autonomy ratio of approximately 22 %.

Total assets at 31st March 2013, amounted to 1,004.5 million euro, which compares to 976.4 million euro at 31

st December 2012.

Non-current assets reached 482.4 million euro compared with 519.5 million euro, at the end of 2012.

Total Equity at 31st March 2013 was 215.9 million euro with compares with 227.3 million euro in the end of 2012.

1Q 2013 REPORT

NET DEBT

M€ Metallic

Construction Solar RE Developer Holding

Martifer

Consolidated

Corporate Net Debt 93 63 26 161 343

Corporate Net Debt allocated to non-operating activities

27 27

Non-Recourse Net Debt 15 15

Total Net Debt 122 63 41 161 385

Note: Net Debt = Borrowings + Financial Leases (+/-) Derivatives – Cash and Cash Equivalents

The Group’s Consolidated Net Debt at 31st March 2013 totalled 385 million euro, slightly above the 377 million euro registered at the

end of 2012. This value was already adjusted by the Net Debt of the asset held for sale (Wiatrowa) of approximately 11.7 million euro.

The Group is focused in its objective to have a debt level between 230 and 250 million euro by the end of 2014. Considering the

present debt level (385 million euro) it is the company’s goal to pursue further debt reduction of 135 up to 155 million euro until the

end of 2014 by the sale of non-core assets, mainly wind farms, solar projects and, residually, from the sale of real estate projects.

03 ANALYSIS

BY SEGMENT

1Q 2013 REPORT

04 | ANALYSIS BY SEGMENT

METALLIC CONSTRUCTIONS

SECTOR TRENDS

− In Europe, the environment around construction sector had no major changes in the 1Q 2013, comparing with 2012.

Indicators continue depressed in Europe, from north to south, and in all segments. Austerity measures across several

countries and financial heath in the public sector totally affected the demand of infrastructures and buildings. Euroconstruct

institute has made again a downgrade of its construction forecasts for Europe, i.e., from +0.4 % to -1.5 % in 2013.

− Only emerging markets have been driving economic growth and there has been significant demand for metallic structure,

mostly in Asia and South America. Above all, Brazil continues to be a hot spot, with the sector pushed by several

infrastructures projects.

ACTIVITY

The order book in the 1Q 2013 accumulated 307 million euros of projects. The current list of works is mostly in 11 countries as can

be seen in the table below with Brasil, Saudi Arabia and France in the top 3. The main projects are:

• In Brazil, the Transcarioca Bridges and Tomorrow’s Museum in Rio de Janeiro, and the Arena Amazônia stadium in Manaus

• In Saudi Arabia, the King Abdullah Financial City in Riyadh, and the Stadium of King Abdullah Sports City in Jeddah

• In Portugal, we highlight the ships under construction in Navalria

• In the UK, the spotlight goes to Scotland’s National Arena and Birmingham New Street Station

BACKLOG BY GEOGRAPHY

COUNTRY VALUE (M€) %

Brasil 90.0 29%

Saudi Arabia 61.4 20%

France 46.0 15%

Angola 30.0 10%

United Kingdom 23.4 8%

Portugal 22.0 7%

Spain 14.9 5%

Romania 8.8 3%

Poland 4.0 1%

Australia 3.4 1%

Peru 3.0 1%

TOTAL 307


RESULTS

Metallic Construction Revenues achieved 66.3 million euro in the 1Q 2013, corresponding to a growth of 8.4 % YoY, despite the difficulties across the sector particularly in Europe. The shift of weight from Iberia to Brazil in the Operating Revenues explains the opposite trend in Revenues. In other words, the effort made in the last three years to focus on countries with positive growth rates and strong infrastructures plans is starting to bear fruit. These strategic moves obviously still have a marked negative impact, partly reflected in the cost structure. The EBITDA in the 1Q 2013 was -1.0, which compares with 4.1 million euro in the 1Q 2012; the difference is in part explained by

the losses reported of approximately 4.5 million euro in Australia, which was related with the restructuring taking place and the

negative margin accounted in some of the works.

Net Financial Expenses in the 1Q 2013 had an increase of 4.2 % to the 3.4 million euro.

Net Profit totalled -7.5 million euro, of which 0.1 million euro attributable to non-controlling interests in Martifer Angola.

Net Financial Debt in Metallic Constructions at 31st March 2013 reached the 122 million euro, more 2 million euro than FY 2012. Of

the total Net Debt, 27 million euro is allocated to projects in the Retail area, not considered core business, and set to be sold in the future. Total CAPEX at the 1Q 2013 reached 2.2 million euro mostly of it applied in the maintenance investment in machinery and facilities.

METALLIC CONSTRUCTION 1Q2013 1Q2012 VAR. %

M€

Revenues 66.3 61.2 8.4%

EBITDA -1.0 4.1 n.m.

EBITDA Margin -1.6% 6.6% -8.2 pp

EBIT -3.0 1.9 n.m.

EBIT Margin -4.5% 3.1% -7.6 pp

Net Financial Expenses 3.4 3.3 4.2%

Income tax 1.1 0.6 97.7%

Results from assets held for sale 0.0 0.0 n.m.

Net Profit -7.5 -1.9 <-100%

Attributable to non-controlling interests 0.1 0.1 43.0%

Attributable to shareholders -7.7 -2.0 <-100%

1Q 2013 REPORT

SOLAR

SECTOR TRENDS

− According to Bloomberg New Energy Finance (BNEF) the PV sector in the 1Q 2013, margins remain under pressure and

at unsustainable negative levels for the PV Manufacturer.

− Nevertheless BNEF estimates that 2013 will be better than 2012 as demand is strong and prices are expected to stabilise.

− Demand in the 1Q 2013 was stronger than expected, with UK and Greece surprisingly strong.

− BNEF revised expectations upwards for 2013 with the median scenario now on the 36.46 GW new build.

− Japan and China are now the main drivers in Demand.

− Global oversupply of all components continues. According to BNEF there may be some light at the end of the tunnel in the

2014-15, as consolidation reduces overcapacity and production stabilises while demand rises.

− 1Q 2013 was a fairly quiet for institutional finance for solar projects and companies, with about $5.2 bn invested worldwide,

mostly in the large PV assets.

ACTIVITY

The backlog of turnkey contracts is currently 243 million euro, with Mexico, United Kingdom, Portugal and USA with the higher weight.

BACKLOG BY GEOGRAPHY

COUNTRY VALUE (M€)

Mexico 81.5

United Kingdom 31.6

Portugal 18.7

USA 17.7

Canada 17.4

Ukraine 14.8

France 12.0

Romania 7.0

Greece 5.9

Spain 4.3

Brazil 4.0

Italy 3.4

India 0.4

Belgium 0.17

Other 24.13

TOTAL 243


RESULTS

In 1Q 2013 Solar Revenues increased by 14.6 % totalling 58.8 million euro. This performance was already expected. Looking at the

Revenues Breakdown the markets with the higher contribution were: Mexico, Portugal, Italy, United Kingdom, and USA.

The EBITDA in the solar in the 1Q 2013 totalled 1.4 million euro, with the margin 7.1 p.p. bellow the margin reported in 1Q 2012.

This is, EBTDA level was mostly negatively affected by the performance in the USA, which presented a negative EBITDA of 2.9 million

euro. Meanwhile since the beginning of 2013 that is running a plan with several measures under way such as the control of the business

at 100%, change in the management and the implementation of a new operational and strategic plan.

Net Financial Expenses dropped by 37 % in the 1Q 2013 related with the 1Q 2012, to 1.3 million euro.

Net Profit in the 1Q 2013 totalled 0.2 million euro, less 77 % compared with same period last year.

CAPEX in the 1Q 2013 was 1.8 million euro. This value is explained by the investment in project development, mostly in Italy

(1.3 million euro)

Net Debt in the 1Q 2013 was stable at 62 million euro, compared with the end of the 2012.

SOLAR 1Q2013 1Q2012 VAR. %

M€

Revenues 58.8 51.3 14.6%

EBITDA 1.4 4.9 -71.6%

EBITDA Margin 2% 9% -7.1 pp

EBIT 0.3 4.1 -91.8%

EBIT Margin 0.6% 7.9% -7.3 pp

Net Financial Expenses 1.3 2.0 -37.0%

Income tax -1.2 1.1 n.m.

Net Profit 0.2 1.0 -77.0%

Attributable to non-controlling interests -0.3 -0.4 31.0%

Attributable to shareholders 0.5 1.4 -64.0%

1Q 2013 REPORT

RE DEVELOPER

RESULTS

RE Developer’s Operating Revenues reached 3.8 million euro in the 1Q 2013, what represents a growth of 10.4 % YoY; Explained

by the beginning of operations of the wind farm in Romania (Babadag).

Currently, the company has 64 MW of wind farms and solar parks in operation and with contribution to the total revenues.

EBITDA in the 1Q 2013 reached 2.5 million euros in the 1Q 2013, showing an improvement of 49.7 % YoY; it represents a margin

of 67 % compared with 49 % at the 1Q12.

Net Profit registered in the 1Q 2013 was positive at 0.4 million euros compared with the 0.5 Net Loss in the 1Q 2012.

CAPEX in the reported period was 0.7 million euro, already adjusted by the value of the wind project in Poland (Wiatrowa), as this

was already classified as an asset held for sale.

Net Debt at 31st March 2013 was 40.8 million euro, already adjusted from the value invested in Wiatrowa of 11.7 million euro.

RE DEVELOPER 1Q2013 1Q2012 VAR. %

M€

Revenues 3.8 3.4 10.4%

EBITDA 2.5 1.7 49.7%

EBITDA Margin 66.6% 49.1% 17.5 pp

EBIT 0.5 0.2 >100%

EBIT Margin 13.7% 5.5% 8.2 pp

Net Financial Expenses 0.1 0.6 -84%

Income tax 0.0 0.1 -99%

Net Profit 0.4 -0.5 s.s.

Attributable to non-controlling interests 0.1 0.1 -5%

Attributable to shareholders 0.3 -0.6 s.s.

04 SHARE

PERFORMANCE

1Q 2013 REPORT

04 | SHARE PRICE PERFORMANCE

SHARE PERFORMANCE | since 2011

Source: Reuters

In the 1Q 2013 all the main stock indexes registered slight positive performances. The quarter was booked by several events, as in

March the Cyprus’ Bailout, Political instability in Italy, which made Fitch to downgrade the country rating, and in Portugal was

concluded the 7th troika assessment, with the downwards revision on the economic growth for the country: -2.3 % GDP in 2013 and

+0.6 % GDP in 2014 (versus the previous estimates of -1 % in 2013 and +0.8 % in 2014).

Martifer’s share price performance had a 16 % positive performance in the 1Q 2013, above the PSI-20, the major Euronext Lisbon

market index that had a valorization of 6.7 %.

Martifer’s share price ended the 1Q 2013 at 0.64 €/share. The highest price achieved was 0.82 €/share and the lowest price was 0.57

€/share. The daily average volume of stock traded during the 1Q 2013 was 39,984 which mean a significant increase compared with

the average volume in 1Q 2012 of 12,983 shares daily average.

Overall, Martifer’s market capitalization totalled 64 million euro at the end of the first quarter period of 2013.

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Martifer PSI20 Index

INTERIM CONSOLIDATED

FINANCIAL INFORMATION

1Q2013 REPORT

05 INTERIM

CONSOLIDATED FINANCIAL

STATEMENTS

1Q2013 REPORT

05 | INTERIM CONSOLIDATED FINANCIAL STATEMENTS

CONSOLIDATED INCOME STATEMENTS FOR THE QUARTERS ENDED 31 MARCH 2013

AND 31 MARCH 2012 (Amounts expressed in Euro)

(Translation of consolidated financial statements originally issued in Portuguese - note 38)

NOTES

3M’ 2013 (NON AUDITED)

3M’ 2012 (NON AUDITED)

Sales and services rendered 3 and 4 126,279,990 111,062,342

Other income 5 1,701,302 1,173,024

Cost of goods sold 6 (48,330,282) (49,230,107)

Subcontractors 6 (38,255,801) (22,159,227)

Gross profit 41,395,209 40,846,032

External supplies and services 7 (17,399,470) (17,354,331)

Staff costs 8 (20,570,677) (20,781,832)

Other operational gains and losses 9 (803,540) 7,582,366

2,621,522 10,292,235

Amortizations 3, 16 and 17 (4,462,855) (4,529,638)

Impairment losses 10 (621,068) (410,222)

Provisions 10 and 30 (396,616) -

Operating income (2,859,017) 5,352,375

Financial income 11 3,667,979 6,492,947

Financial expenses 11 (11,094,812) (14,289,652)

Gains / (losses) on associate companies and joint arrangements 12 (3,761,270) (410,291)

Profit before tax (14.047.121) (2.854.621)

Income tax 13 21,689 (1,700,476)

Profit after tax (14,025,432) (4,555,097)

Earnings of the assets as held for sale 26 158,086 (2,152)

Attributable to:

non-controlling interests - -

owners of Martifer 158,086 (2,152)

Profit for the year (13,867,346) (4,557,249)

Attributable to:

non-controlling interests 287,823 141,300

owners of Martifer (14,155,169) (4,698,549)

Earnings per share:

Basic 14 (0.1448) (0.0479)

from continuing operations (0.1464) (0.0479)

from Assets held for sale 0.0016 -

Diluted 14 (0.1448) (0.0479)


from Assets held for sale 0.0016 -

The accompanying notes are part of these financial statements

1Q2013 REPORT PAGE 27

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE QUARTERS

ENDED 31 MARCH 2013 AND 31 MARCH 2012

(Amounts expressed in Euro)


3M’ 2013

(NON AUDITED)

3M’ 2012 (NON

AUDITED)


Fair value of cash flow hedges (derivatives), net of tax 493,090 (5,660)

Fair value of available for sale financial assets, net of tax - -

Exchange differences arising on (i) translating foreign operations; (ii) net investment in subsidiaries and (iii) goodwill (98,084) 1,074,943

Gains on revaluation of tangible fixed assets, net of tax - -

Income recognized directly in equity 395,006 1,069,283

Total comprehensive income for the period (13,472,340) (3,487,966)

Attributable to:

non-controlling interests 348,482 219,817

owners of Martifer (13,820,821) (3,707,783)


1Q2013 REPORT

CONSOLIDATED STATEMENTS OF FINANCIAL POSITION AT 31 MARCH 2013 AND 31 DECEMBER 2012



NOTES 31 MARCH 2013 (NON AUDITED)

31 DECEMBER 2012 (AUDITED)

ASSETS

Non-current assets

Goodwill 15 19,287,831 18,947,967

Intangible assets 16 10,249,166 39,441,872

Tangible assets 17 266,439,845 273,367,524

Investment property 18 16,217,257 16,206,768

Financial assets under the equity method 19 14,730,200 15,680,011

Available for sale investments 20 2,635,759 2,310,267

Other non-current receivables 22 139,040,869 140,174,902

Deferred tax assets 13,821,915 13,343,738

482,422,842 519,473,049

Current assets

Inventories 21 68,072,411 24,392,062

Trade receivables 22 156,949,731 150,357,128

Other receivables 22 60,147,968 62,272,521

Income tax 23 2,425,926 2,692,473

Current tax assets 23 21,400,825 18,337,239

Other current assets 24 138,142,223 125,718,650

Cash and cash equivalents 25 33,017,868 38,024,569

Assets held for sale 26 41,963,183 35,107,509

522,120,134 456,902,151

Total assets 1,004,542,976 976,375,200

EQUITY

Issued capital 27 50,000,000 50,000,000

Share premium 186,500,000 186,500,000

Treasury stock (2,868,519) (2,868,519)

Reserves (56,539,872) (1,499,182)


Equity attributable to owners of Martifer 162,936,440 176,279,311

Non-controlling interests 27 52,975,165 50,975,912

Non-controlling interests attributable to Assets held for sale - -

Total equity 27 215,911,605 227,255,223

LIABILITIES

Non-current liabilities

Borrowings 28 152,315,164 164,900,867

Obligation under finance leases 11,814,515 12,169,176

Other non-current liabilities 29 23,054,305 22,068,545

Provisions 30 13,139,316 12,520,693

Deferred tax liabilities 3,626,116 3,583,895

203,949,416 215,243,176

Current liabilities

Borrowings 28 245,387,817 229,030,832

Obligation under finance leases 8,174,500 8,586,378

Trade payables 29 164,244,406 165,013,219

Other payables 29 58,046,885 50,500,917

Income tax 31 4,534,272 3,623,443

Current tax liabilities 31 14,509,877 16,596,598

Other current liabilities 32 70,855,063 50,489,688

Derivatives 724,279 510,804

Liabilities related with Assets held for sale 26 18,204,856 9,524,921

584,681,955 533,876,801

Total liabilities 788,631,371 749,119,977

Total equity and liabilities 1,004,542,976 976,375,200


1Q2013 REPORT

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY FOR THE QUARTERS ENDED 31 MARCH 2013 AND 31 MARCH 2012



FAIR VALUE RESERVES

ISSUED CAPITAL

TREASURY STOCK

SHARE PREMIUM

REVALUATION OF FIXED

ASSETS

AVAILABLE FOR SALE

INVESTMENS

CASH FLOW HEDGE

DERIVATIVES

FOREIGN CURRENCY

TRANSLATION RESERVES

STOCK OPTIONS

RESERVES

OTHER RESERVES

NET PROFIT OF THE YEAR

EQUITY ATTRIBUTABLE TO OWNERS OF

THE PARENT

NON-CONTROLLING

INTERESTS TOTAL EQUITY

Balance at 1 January 2012 50,000,000 (2,415,630) 186,500,000 - - (289,985) (19,563,611) 198,979 69,908,833 (48,587,256) 235,751,330 31,783,623 267,534,953

Appropriation of the profit of 2011 - - - - - - - - (48,587,256) 48,587,256 - - -

Comprehensive income for the year: - -

Profit for the year - - - - - - - - - (4,698,549) (4,698,549) 141,300 (4,557,249)

Exchange differences arising on (i) translating foreign operations and (ii) net investment in subsidiaries

- - - - - - 871,983 - - - 871,983 85,336 957,318

Exchange differences arising on goodwill - - - - - - 117,583 - - - 117,583 42 117,625

Other changes in equity of subsidiaries - - - - - 1,200 - - - - 1,200 (6,860) (5,660)

Total comprehensive income for the year - - - - - 1,200 989,566 - - (4,698,549) (3,707,783) 219,817 (3,487,966)

Acquisition of treasury stock - (407,279) - - - - - - - - (407,279) - (407,279)

Stock options - - - - - - - - - - - - -

Other changes in equity of subsidiaries - - - - - - - - (863,858) - (863,858) 302,904 (560,954)

Changes in the consolidation perimeter - - - - - - - - - - - - -

Non-controlling interests transactions - - - - - - - - (692,811) - (692,811) (191,126) (883,937)

Balance at 31 March 2012 50,000,000 (2,822,909) 186,500,000 - - (288,785) (18,574,045) 198,979 19,764,907 (4,698,549) 230,079,598 32,115,219 262,194,816

Balance at 1 January 2013 50,000,000 (2,868,519) 186,500,000 - - (902,433) (18,903,670) - 18,306,920 (55,852,988) 176,279,310 50,975,912 227,255,223

Appropriation of the profit of 2012 - - - - - - - - (55,852,988) 55,852,988 - - -

Comprehensive income for the year:

Profit for the year (14,155,169) (14,155,169) 287,823 (13,867,346)

Exchange differences arising on (i) translating foreign operations and (ii) net investment in subsidiaries

- - - - - - (484,462) - - - (484,462) 32,135 (452,327)

Exchange differences arising on goodwill - - - - - - 346,975 - - - 346,975 7,269 354,243

Other changes in equity of subsidiaries - - - - - 471,835 - - 471,835 21,255 493,090

Total comprehensive income for the year - - - - - 471,835 (137,487) - - (14,155,169) (13,820,821) 348,482 (13,472,340)

Acquisition of treasury stock - - - - - - - - - - - - -

Stock options - - - - - - - - - - - - -

Other changes in equity of subsidiaries - - - - - - - - 1,454,215 - 1,454,215 1,798,347 3,252,562

Changes in the consolidation perimeter - - - - - - - - (41,915) - (41,915) (75,706) (117,621)

Non-controlling interests transactions - - - - - - - - (934,350) - (934,350) (71,870) (1,006,219)

Balance at 31 March 2013 50,000,000 (2,868,519) 186,500,000 - - (430,598) (19,041,158) (37,068,117) (14,155,169) 162,936,440 52,975,165 215,911,605


1Q2013 REPORT

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE QUARTERS ENDED 31 MARCH

2013 AND 31 MARCH 2012 (Amounts expressed in Euro)


3M’ 2013

(NON AUDITED) 3M’ 2012

(NON AUDITED)

OPERATING ACTIVITIES

Receipts from customers 154,257,566 156,992,976

Payments to suppliers (131,893,836) (129,463,256)

Payments to employees (19,575,072) (19,665,495)

Cash generated from operations 2,788,658 7,864,225

Income tax paid 737,446 (544,159)

Other receipts/(payments) relating to operating activities 660,151 (5,207,442)

Cash generated from other operating activities 1,397,596 (5,751,600)

Net cash generated by operating activities (1) 4,186,255 2,112,624

INVESTING ACTIVITIES

Receipts arising from:

Financial assets 137,780 -

Tangible assets 783,743 409,093

Intangible assets 2,164 411,512

Investment grants - -

Interest and similar income 656,929 1,238,807

Dividends - -

Others 61,859 408,500

1,642,475 2,467,912

Payments arising from:

Financial assets (500,000) (883,937)

Tangible assets (2,926,165) (7,418,236)

Intangible assets (4,638,929) (4,210,234)

Others (1,598) (5,000)

(8,066,692) (12,517,407)

Net cash generated by investing activities (2) (6,424,218) (10,049,495)

FINANCING ACTIVITIES

Receipts arising from:

Borrowings 91,532,067 75,190,448

Issue of equity shares, supplementary capital and share premiums - -

Grants and donations - 16,043

Others 504,324 258,196

92,036,391 75,464,687

Payments arising from:

Borrowings (87,760,785) (83,256,225)

Leasings (766,539) (1,549,805)

Interest and similar costs (5,263,207) (6,360,912)

Dividends - -

Acquisition of treasury stock - (2,822,909)

Others (534,913) (271,480)

(94,325,444) (94,261,331)

Net cash generated by financing activities (3) (2,289,053) (18,796,644)

Net increase in cash and cash equivalents (4)=(1)+(2)+(3) (4,527,016) (26,733,515)

Changes in the consolidation perimeter and others (453,779) (20,902,522)

Effect of foreign exchange currencies (25,906) (470,242)

Cash and cash equivalents at the beginning of the year 38,024,569 77,886,483

Cash and cash equivalents at the end of the year 33,017,868 29,780,204


06 NOTES TO INTERIM

CONSOLIDATED FINANCIAL

STATEMENTS

1Q2013 REPORT

06 | NOTES TO INTERIM CONSOLIDATED

FINANCIAL STATEMENTS

INTRODUCTORY NOTE

Martifer SGPS, S.A., with its head-office at Zona Industrial, Apartado 17, Oliveira de Frades – Portugal (‘Martifer SGPS’ or ‘the

Company’), and its group of companies (‘Group’), have as its main activity the construction of steel infrastructures and solar activity

- which focuses on the development of photovoltaic projects, the installation of turnkey photovoltaic parks or under the EPC and the

development of architectural integration projects and microgeneration. They also have other activities which highlight the promotion

and development of renewable energy projects (Note 3).

Martifer SGPS was incorporated on 29 October 2004, its share capital having been realized through the delivery of shares, valued

at its market value, that the shareholders held in Martifer - Construções, S.A., a company that was incorporated in 1990 and which,

at that time, was the holding company of the current Martifer Group.

As of June 2007, after the initial public offering Martifer SGPS, S.A. shares have been listed on Euronext Lisbon.

At 31 March 2013, the Group has developed its activity in Portugal, Spain, Poland, Slovakia, Romania, Czech Republic, Angola,

Brazil, Greece, United States of America, Australia, Mozambique, Ireland, Italy, Belgium, Bulgaria, Netherlands, France, Morocco,

United Kingdom, Canada, Mexico, Saudi Arabia, Germany, Chile, Ecuador, Ukraine, Turkey, Senegal, Singapore and India.

The accompanying notes were selected to help the understanding of the more significant changes in the financial position and the

financial performance of the Group since the last annual reporting, dated of 31 December 2012.

All the amounts presented in these notes are expressed in Euros (rounded at unit), unless otherwise stated.

These consolidated financial statements are not audited.

1. SIGNIFICANT ACCOUNTING POLICIES

BASIS OF PREPARATION

These accompanying consolidated financial statements relate to the consolidated financial statements of the Martifer Group and

were prepared in accordance with the International Financial Reporting Standards (“IFRS”), as adopted by the European Union, in

force at the beginning of the economic period started 1 January 2013. These are the International Financial Reporting Standards,

issued by the International Accounting Standards Board ("IASB"), and interpretations issued by the International Financial

Reporting Interpretations Committee ("IFRIC") or by the previous Standing Interpretations Committee ("SIC"), that have been

endorsed by the European Union.

The interim consolidated financial report for the period ended at 31 March 2013 has been prepared in accordance with IAS 34 -

‘Interim Financial Reporting’ as adopted by the European Union.

These consolidated financial statements have been prepared on a going concern basis from the books and accounting records of

the companies included in the consolidation (Note 2) and have been prepared under the historical cost convention, except for the

revaluation of certain financial instruments, which are stated at fair value.

The accounting policies adopted are consistent with those considered in the financial statements for the year ended as of 31

December 2012 and disclosed in the corresponding notes. During the quarter ended in 31 March 2013 there were not

ammendments or new International Financial Reporting Standards (IFRS) and/or Interpretations issued or entering into force.

The consolidated financial statements were presented in Euros since this is the main currency of the Group’s operations.

In the preparation of the consolidated financial statements, in accordance with the IAS/IFRS, the Group’s Board of Directors

adopted certain assumptions and estimations that affect the assets and liabilities reported, as well as the profits and losses incurred


related to the reported periods. All the estimations and assumptions of the Board of Directors were performed taking into

consideration the best knowledge available at the financial statements approval date of the events and the dealings in progress.

2. GROUP COMPANIES INCLUDED IN THE CONSOLIDATED FINANCIAL

STATEMENTS

Group companies included in the consolidated financial statements, their consolidation methods, head offices and percentage of

share capital held by the Group, at 31 March 2013 are as follows:

COMPANIES CONSOLIDATED THROUGH THE FULL CONSOLIDATION METHOD

PERCENTAGE OF SHARE CAPITAL HELD

COMPANY HEAD OFFICE DESIGNATION DIRECTLY INDIRECTLY TOTAL

Martifer SGPS, S.A. Oliveira de Frades Martifer SGPS Holding

Martifer Inovação e Gestão, S.A. Oliveira de Frades Martifer Inovação 100.00% - 100.00%

Martifer Gestiune Si Servicii, S.R.L. Bucharest Martifer Inovação Roménia 100.00% - 100.00%

Martifer Metallic Constructions SGPS, S.A. Oliveira de Frades Martifer Metallic Constructions 100.00% - 100.00%

Martifer - Construções Metalomecânicas, S.A. Oliveira de Frades Martifer Construções - 100.00% 100.00%

Martifer Mota-Engil Coffey Construction Joint Venture Limited

Dublin MMECC - 60.00% 60.00%

Martifer – Construcciones Metálicas España, S.A. Madrid Martifer Espanha - 100.00% 100.00%

Martifer – Construções Metálicas Angola, S.A. Luanda Martifer Angola - 78.75% 78.75%

Martifer Construction Limited Dublin Martifer Irlanda - 100.00% 100.00%

Martifer Polska Sp. Zo.o. Gliwice Martifer Polska - 100.00% 100.00%

Martifer Constructions, SAS Rungis Martifer França - 100.00% 100.00%

Martifer Constructii SRL Bucharest Martifer Constructii - 100.00% 100.00%

Park Logistyczny Biskupice Gliwice Biskupice - 100.00% 100.00%

Martifer Konstrukcje Sp. Z o.o. Gliwice Martifer Konstrukcje - 100.00% 100.00%

Martifer Slovakia S.R.O. Bratislava Martifer Slovakia - 100.00% 100.00%

Sociedade de Madeiras do Vouga, S.A. Albergaria-a-Velha Madeiras do Vouga - 100.00% 100.00%

Martifer - Gestão de Investimentos, S.A. Oliveira de Frades MGI - 100.00% 100.00%

Nagatel Viseu, Promoção Imobiliária, S.A. Oliveira de Frades Nagatel Viseu - 100.00% 100.00%

Martifer Retail & Warehousing Angola, S.A. Luanda Martifer Retail Angola - 100.00% 100.00%

Martifer - Alumínios, S.A. Oliveira de Frades Martifer Alumínios - 100.00% 100.00%

Martifer Alumínios Angola, S.A. Luanda Martifer Alumínios Angola - 100.00% 100.00%

Martifer Aluminium Pty, Ltd Sidney Sassall - 100.00% 100.00%

Martifer Aluminium Limited Dublin Martifer Aluminium Irlanda - 100.00% 100.00%

Martifer Aluminium UK Limited London Martifer Aluminium Reino Unido - 100.00% 100.00%

Martifer Aluminium SAS Rungis Martifer Aluminium França - 100.00% 100.00%

Martifer UK Limited London Martifer UK - 100.00% 100.00%

MT Construction Maroc, S.A.R.L. Tânger Martifer Marrocos - 100.00% 100.00%

Martifer - Construções Metálicas, Ltda. Fortaleza Martifer Brasil - 99.80% 99.80%

Saudi Martifer Constructions LLC Riyadh Martifer Arábia Saudita - 100.00% 100.00%

Martifer Beteiligungsverwaltungs GmbH Wien Martifer GmbH 100.00% - 100.00%

M City Gliwice Sp. Zo.o Gliwice M City Gliwice - 100.00% 100.00%

Martifer Energy Systems SGPS, S.A. Oliveira de Frades Martifer Energy Systems 100.00% - 100.00%

Martifer Energia S.R.L. Bucharest Martifer Energia Roménia - 100.00% 100.00%

Martifer Energia LLC Kiev Martifer Energia Ucrânia - 100.00% 100.00%

Martifer Wind Energy Systems LLC San Angelo TX Martifer Wind USA - 100.00% 100.00%

Martifer Energy Systems PTY Cape Town Martifer Energia África do Sul - 85.00% 85.00%

Navalria – Docas, Construções e Reparações Navais, S.A.

Aveiro Navalria - 100.00% 100.00%

Gebox, S.A. Ílhavo Gebox - 100.00% 100.00%

Martifer Global SGPS, S.A. Oliveira de Frades Martifer Global 100.00% - 100.00%

Martifer Construcciones Peru, S.A. Lima Martifer Peru - 100.00% 100.00%

1Q2013 REPORT



Martifer Solar SGPS, S.A. Oliveira de Frades Martifer Solar SGPS 100.00% - 100.00%

Martifer Solar, S.A. Oliveira de Frades Martifer Solar - 55.00% 55.00%

Martifer Solar Sistemas Solares, S.A. Madrid Martifer Solar Sistemas Solares - 55.00% 55.00%

Solar Parks Construccion Parques Solares ETVE, S.A.

Madrid Solar Parks - 55.00% 55.00%

Parque Solar Seseña III, S.L. Madrid Seseña III - 55.00% 55.00%

MTS Solar Sistemas Solares, S.A. Mexico city Martifer Solar México - 54.45% 54.45%

Martifer Solar Chile Holding, Lda Santiago do Chile Martifer Solar Chile - 55.00% 55.00%

Martifer Solar Chile Operaciones Limitada Santiago do Chile Solar Chile Operaciones - 55.00% 55.00%

Martifer Solar Sistemas Solares Equador S.A. Sangolquí Martifer Solar Equador - 54.45% 54.45%

Martifer Solar S.R.L. Milan Martifer Solar Itália - 55.00% 55.00%

MTS1 S.R.L. Syracuse MTS1 - 55.00% 55.00%




Martifer Solar RO S.R.L. Bucharest Martifer Solar Roménia - 55.00% 55.00%

Martifer Solar Inc. S. Francisco CA Martifer Inc. - 55.00% 55.00%

Martifer Solar USA, Inc. Santa Monica CA AEM 1) - 34.93% 34.93%

Martifer Aurora Solar, LLC Santa Monica CA Solar Aurora 1) - 34.58% 34.58%

MT Silverado Fund LLC S. Francisco CA Silverado 1) - 31.42% 31.42%

Martifer Solar Finance LLC S. Francisco CA Martifer Solar Finance - 55.00% 55.00%

Martifer Solar Hellas, A.T.E. Athens PVI 1) - 39.13% 39.13%

Martifer Solar Angola Luanda Martifer Solar Angola 1) - 41.25% 41.25%

Martifer Solar N.V. Deerlijk Martifer Solar Bélgica - 55.00% 55.00%

Martifer Solar UK Limited London Martifer Solar UK - 55.00% 55.00%

Martifer Solar S.A.S. Lyon Martifer Solar França - 55.00% 55.00%

Martifer Solar CZ Prague Martifer Solar República Checa - 55.00% 55.00%

Home Energy France SAS Lyon Home Energy França - 55.00% 55.00%

PVGlass, S.A. Oliveira de Frades PVGlass - 55.00% 55.00%

PVGlass S.r.l Milan PVGlass Itália - 55.00% 55.00%

MPrime Solar Solutions, S.A. Oliveira de Frades Mprime - 55.00% 55.00%

MPrime Italia S.r.l Oliveira de Frades MPrime Itália - 55.00% 55.00%

MPrime GMBH Munich MPrime GMBH - 55.00% 55.00%

Sol Cativante, Lda. Sever do Vouga Sol Cativante - 55.00% 55.00%

Sol Cativante VII, Lda. Viseu Sol Cativante VII - 55.00% 55.00%

Martifer Solar Investments, B.V. Amsterdam Martifer Solar Holanda - 55.00% 55.00%

Martifer Solar Canadá, Ltd. Toronto Martifer Solar Canadá - 55.00% 55.00%

MTS6 S.R.L. Syracuse MTS61) - 46.75% 46.75%

Martifer Solar SK s.r.o. Dolny Kubin Martifer Solar Eslováquia - 55.00% 55.00%

Ginosa Solar Farm, S.R.L. Rome Ginosa Solar Farm - 55.00% 55.00%

Solar Spritehood S.R.L Rome Solar Spritehood - 55.00% 55.00%

MTS7, S.R.L. Rome MTS7 - 55.00% 55.00%

Canopy - Naos Paris Canopy Naos - 55.00% 55.00%

MTS Trewidland Solar, Ltd London MTS Trewidland Solar - 55.00% 55.00%

Steadfast Fairview Solar, Ltd Andover Steadfast Fairview Solar - 55.00% 55.00%

Steadfast Molland Solar, Ltd Andover Steadfast Molland Solar - 55.00% 55.00%

Steadfast Apsley Solar, Ltd Andover Steadfast Apsley Solar - 55.00% 55.00%

Martifer Solar UA, LLC Kyiv Martifer Solar Ucrânia - 55.00% 55.00%

Inspira Martifer Solar Limited Mumbai Inspira Martifer Solar 1)

- 28.05% 28.05%

Societé Developpement Local SA Dakar Martifer Solar Senegal 1) - 28.05% 28.05%

Martimak Solar Besiktas Martimak1) - 44.00% 44.00%

Martiper Solar Besiktas Martiper1) - 44.00% 44.00%

Martifer Solar Singapura PTE. LTD. Singapura Martifer Solar Singapura - 55.00% 55.00%

EVIVA SOLAR 1 LTD Athens Eviva Solar 1 - 54.90% 54.90%

EVIVA SOLAR 2 LTD Athens Eviva Solar 2 - 54.90% 54.90%

Martifer Solar MZ, S.A. Maputo Martifer Solar Moçambique 1) - 28.05% 28.05%

Greencoverage Unipessoal, Lda. Oliveira de Frades Greencoverage - 55.00% 55.00%

Martifer Solar, Ltda Pindamonhangaba Martifer Solar Brasil - 54.45% 54.45%




LRCC – La Rad Campo Charro – Energias Renováveis, Lda.

São Martinho do Porto

LRCC - 55.00% 55.00%

Inovsun, Lda. Oliveira de Frades Inovsun - 55.00% 55.00%

Martifer Renewables SGPS, S.A. Oliveira de Frades Martifer Renewables SGPS 100.00% - 100.00%

Martifer Renewables, S.A. Oliveira de Frades Martifer Renewables SA - 100.00% 100.00%

Martifer Renovables ETVE, S.A.U. Madrid Martifer Renovables - 100.00% 100.00%

Eurocab FV 1 S.L. Madrid Eurocab 1 - 100.00% 100.00%



















Eviva Energy S.R.L. Bucharest Eviva Roménia - 100.00% 100.00%

Eviva Nalbant S.R.O. Bucharest Eviva Nalbant - 99.00% 99.00%

Eviva Agighiol S.R.L. Bucharest Eviva Agighiol - 99.00% 99.00%

Eviva Casimcea S.R.O. Bucharest Eviva Casimcea - 99.00% 99.00%

Premium Management Consulting, S.R.L. Bucharest Premium Management - 85.00% 85.00%

MW Topolog, S.R.L. Bucharest MW Topolog - 99.00% 99.00%

Martifer Renewables, S.A. Gliwice Eviva Polónia - 100.00% 100.00%

Martifer Renewables Pty, Ltd. Sidney Eviva Austrália - 100.00% 100.00%

Eviva Beteiligungsverwaltungs GmbH Wien Eviva GmbH - 100.00% 100.00%

Eviva Hidro S.R.L. Bucharest Eviva Hidro 1.00% 99.00% 100.00%

Martifer Deutschland GmbH Berlin Martifer Deutschland - 100.00% 100.00%

Wind Farm Odrzechowa Sp. Zo.o Gliwice Wind Odrzechowa - 100.00% 100.00%

Energia Wiatrowa Sp. Zo.o Gliwice Energia Wiatrowa 3)

- 100.00% 100.00%

Eviva Gizalki Sp. Zo.o Miastko Eviva Gizalki - 100.00% 100.00%

Wind Farm Bukowsko Sp. Zo.o Gliwice Wind Farm Bukowsko - 100.00% 100.00%

Wind Farm Markowa Sp. Zo.o Gliwice Wind Farm Markowa - 100.00% 100.00%

Wind Farm Lada Sp. Zo.o Gliwice Wind Farm Lada - 100.00% 100.00%

Wind Farm Jawornik Sp. Zo.o Gliwice Wind Farm Jawornik - 100.00% 100.00%

Wind Farm Piersno Sp. Zo.o Gliwice Wind Farm Piersno - 100.00% 100.00%

Wind Farm Oborniki Sp. Zo.o Gliwice Wind Farm Oborniki - 100.00% 100.00%

Martifer Renewables Brazil B.V. Amsterdam Renewables Holanda - 100.00% 100.00%

Vesto EAD Varna Vesto - 100.00% 100.00%

DVP1 Limited Varna DVP1 - 100.00% 100.00%

DVP2 Limited Varna DVP2 - 100.00% 100.00%

Martifer Renewables Investments ETVE, S.A. Madrid Eurocab 21 - 100.00% 100.00%

Martifer Renewables Italy BV Amsterdam Renewables Italy Holanda - 100.00% 100.00%

Martifer Renewables Brasil Participações LTDA Fortaleza Martifer Renewables Brasil - 100.00% 100.00%

Martifer Renováveis - Geração de Energia e Participações S.A.

Fortaleza Ventania - 55.00% 55.00%

Eólica Cajueiro da Praia, Ltda . Fortaleza Cajueiro - 55.00% 55.00%

Eólica Cacimbas, Ltda. Fortaleza Cacimbas - 55.00% 55.00%

SBER – Sociedade Brasileira de Energias Renováveis, Ltda.

Fortaleza SBER 1) - 41.25% 41.25%

Melosa – Geração de Energia e Participações, Ltda.

Fortaleza Melosa - 55.00% 55.00%

1Q2013 REPORT



Eólica Paraipaba, Ltda . Fortaleza Paraipaba - 55.00% 55.00%

Eólica Chapadão, Ltda. Fortaleza Chapadão - 55.00% 55.00%

Rosa dos Ventos - Geração e Comercialização de Energia, S.A

Fortaleza Rosa dos Ventos - 53.63% 53.63%

Eólica Macaúbas, Ltda. Fortaleza Macaúbas - 54.99% 54.99%

Eólica Sobradinho, Ltda. Fortaleza Sobradinho - 54.99% 54.99%

Ventinveste Indústria SGPS, S.A. Oliveira de Frades Ventinveste Indústria 2) - 46.00% 46.00%

1) The full consolidation of these companies is justified as the Group has ultimate control.

2) The consolidation of this company through the full consolidation method results from shareholder agreements that regulate the control of the investee.

3) This company has been classified as Asset held for sale (Note 26).

COMPANIES CONSOLIDATED THROUGH THE EQUITY METHOD



Metallic Construction

Associate companies:

Liszki Green Park, Sp. Zo.o Gliwice Liszki Green Park - 45.00% 45.00%

Martifer Amal, S.A. Nacala Martifer Amal - 35.00% 35.00%

Jointly controlled companies:

Promoquatro – Investimentos Imobiliários, Lda. Oliveira de Frades Promoquatro - 50.00% 50.00%

M City Bialystok Sp. Zo.o Gliwice M City Bialystok - 50.00% 50.00%

M City Radom Sp. Zo.o Gliwice M City Radom - 50.00% 50.00%

M. City Szczecin Sp. Z o.o. Gliwice M City Szczecin - 50.00% 50.00% -

Solar


Parque Solar Seseña I, S.L. Madrid Seseña I - 20.63% 20.63%

Canaverosa Renovables, SL Madrid Canaverosa - 26.94% 26.94%

Empresa de Energia Renovable Maria del Sol Norte S.A.

Santiago Maria del Sol - 26.95% 26.95%

Other


Nutre SGPS, S.A. Oliveira de Frades Prio SGPS 49.00% - 49.00%

Nutre, S.A. Oliveira de Frades Prio Foods - 49.00% 49.00%

Nutre - Industrias Alimentares, S.A. Oliveira de Frades Prio Alimentar - 49.00% 49.00%

Nutre MZ. S.A. Maputo Nutre Moçambique - 49.00% 49.00%

Nutre Farming, S.R.L. Bucharest Nutre Farming Roménia - 49.00% 49.00%

Prio Agromart S.R.L. Bucharest Prio Agromart - 49.00% 49.00%

Prio Balta S.R.L. Bucharest Prio Balta - 49.00% 49.00%

Prio Facaieni S.R.L. Bucharest Prio Facaieni - 49.00% 49.00%

Prio Ialomita S.R.L. Bucharest Prio Ialomita - 49.00% 49.00%

Prio Rapita S.R.L. Bucharest Prio Rapita - 49.00% 49.00%

Nutre Farming West Part S.R.L. Bucharest Nutre West Part - 49.00% 49.00%

Prio Terra Agricola S.R.L. Bucharest Prio Terra Agricola - 49.00% 49.00%

Prio Turism Rural S.R.L Bucharest Prio Turism Rural - 49.00% 49.00%

Agromec Balaciu Bucharest Agromec Balaciu - 42.60% 42.60%

Miharox S.R.L. Bucharest Miharox - 40.47% 40.47%

Zimbrul. S.A. Bucharest Zimbrul - 49.00% 49.00%

Agrozootehnica. S.A. Bucharest Agrozootehnica - 48.98% 48.98%

Prio Agrotrans S.R.L. Bucharest Prio Agrotrans - 49.00% 49.00%

Prio Foods Brasil LTDA S. Luís do Maranhão

Prio Foods Brasil - 49.00% 49.00%

Prio Extractie S.R.L. Bucharest Prio Extractie - 22.05% 22.05%

Prio Agro Industries. Sp. Z o.o. Gliwice Prio Polónia - 49.00% 49.00%




Prio Biocombustibil S.R.L. Bucharest Prio Biocombustibil - 22.05% 22.05%

Prio Meat S.R.L Bucharest Prio Meat - 49.00% 49.00%

Prio Foods – AJFS Construções, ACE Lisbon Prio Foods ACE - 24.50% 24.50%

Nutre Farming B.V. Amsterdam Nutre Farming - 49.00% 49.00%

Bunge Prio Cooperativa U.A. Amsterdam Bunge Prio Cooperativa - 22.05% 22.05%

Bunge Roménia S.R.L. Buzau Bunge Roménia - 22.05% 22.05%

Centralrest, Lda Ilhavo Centralrest 1)

- 9.80% 9.80%

Prio Agriculture, B.V. Delft Prio Holanda - 49.00% 49.00%

Porthold Project Development BV Amsterdam Porthold - 49.00% 49.00%

Prio Energy SGPS. S.A. Oliveira de Frades Prio Energy SGPS 49.00% - 49.00%

Prio Biocombustíveis. S.A. Oliveira de Frades Prio Biocombustíveis - 49.00% 49.00%

Prio Energy. S.A. Oliveira de Frades Prio Energy - 49.00% 49.00%

Mondefin Coimbra Mondefin - 49.00% 49.00%

Prio Parque de Tanques de Aveiro, S.A. Oliveira de Frades Prio Tanques - 49.00% 49.00%

Prio.E-Electric, S.A. Oliveira de Frades Prio.E-Electric - 49.00% 49.00%

Park Charge-Energy Systems, Lda Oliveira de Frades Park Charge - 49.00% 49.00%

Prio. E – SGPS, S.A. Oliveira de Frades Prio E SGPS - 49.00% 49.00%

Share Motivation, Lda. Oliveira de Frades Share Motivation - 49.00% 49.00%

Jointly controlled companies:

Ventinveste, S.A. Lisbon Ventinveste SA 5.00% 41.00% 46.00%

Ventinveste Eólica, SGPS, S.A. Lisbon Ventinveste Eólica - 46.00% 46.00%

Parque Eólico de Torrinheiras, S.A. Lisbon PE Torrinheiras - 46.00% 46.00%

Parque Eólico do Douro Sul, S.A. Lisbon PE Douro Sul - 46.00% 46.00%

Parque Eólico do Pinhal do Oeste, S.A. Lisbon PE Pinhal do Oeste - 46.00% 46.00%

Parque Eólico de Vale Grande. S.A. Lisbon PE Vale Grande - 46.00% 46.00%

Parque Eólico de Vale do Chão, S.A. Lisbon PE Vale do Chão - 46.00% 46.00%

Parque Eólico do Cabeço Norte, S.A. Lisbon PE Cabeço Norte - 46.00% 46.00%

Parque Eólico da Serra do Oeste, S.A. Lisbon PE Serra do Oeste - 46.00% 46.00%

Parque Eólico do Planalto, S.A. Lisbon PE Planalto - 46.00% 46.00%

Eviva Dunowo, Sp. Z o.o. Gliwice Eviva Dunowo - 50.00% 50.00%

SPEE 3 – Parque Eólico do Baião, S.A. Lisbon SPEE 3 - 50.00% 50.00%

SPEE 2 – Parque Eólico de Vila Franca de Xira, S.A. Oliveira de Frades SPEE 2 - 50.00% 50.00%

Macquarie Capital Wind Fund Pty Limited Sidney Macquarie - 50.00% 50.00%

Parque Eólico da Penha da Gardunha, Lda. Oliveira de Frades PE Penha da Gardunha - 50.00% 50.00%

1) The consolidation of this company through the equity method results from the Group having joint control of its parent company, which in turn has joint or full control of

the investee.

During the first quarter of 2013 and during 2012 the changes occurred in the consolidation perimeter were as follows:

Incorporated companies:

During the first quarter of 2013:

Nutre Farming West Part S.R.L. (Nutre West Part)

Martifer Construcciones Peru, S.A. (Martifer Peru)

Martifer Aluminium SAS (Martifer Aluminium França)

Eólica Macaúbas Ltda (Macaúbas)

Eólica Sobradinho Ltda (Sobradinho)

During 2012:

Martifer Solar RO S.R.L (Martifer Solar Roménia)

Martifer Solar Finance LLC (Martifer Solar Finance)

Martifer Solar Sistemas Solares Equador S.A. (Martifer Solar Equador)

Martifer Solar Chile Operaciones Limitada (Solar Chile Operaciones)

Empresa de Energia Renovable Maria del Sol Norte S.A. (Maria del Sol)

1Q2013 REPORT

Nutre Farming B.V. (Nutre Farming)

Prio.E – SGPS, S.A. (Prio E SGPS)

Martifer Solar Chile Holding, Lda (Solar Chile)

Martifer Global SGPS, S.A. (Martifer Global)

Martifer Aluminium UK Limited (Martifer Aluminium UK)

MTS Trewidland Solar, Ltd (MTS Trewidland Solar)

MTS Trefinnick Solar, Ltd (MTS Trefinnick Solar)

MTS Hatchlands Solar, Ltd. (MTS Hatchlands Solar)

Martifer Solar UA, LLC (Martifer Solar Ucrânia)

Inspira Martifer Solar Limited (Inspira Martifer Solar)

Bunge Prio Cooperativa U.A. (Bunge Prio Cooperativa)

Martifer-Amal, S.A (Martifer Amal)

Martimak Solar Initiative Enerji Uretim Dagitim Sanayi Ve Ticaret Limited Sirketi (Martimak Solar)

Martiper Solar Initiative Enerji Uretim Dagitim Sanayi Ve Ticaret Limited Sirketi (Martiper Solar)

Societé Developpement Local SA (Solar Senegal)

Martifer Solar Singapura PTE. LTD. (Solar Singapura)

Sol Cativante VII, S.A. (Sol Cativante VII)

Eviva Solar 1 Ltd (Eviva Solar 1)

Eviva Solar 2 Ltd (Eviva Solar 2)

Acquired companies:

During 2012:

M. City Szczecin Sp. Z o.o. (M. City Szczecin)

LRCC – La Rad Campo Charro – Energias Renováveis, Lda. (LRCC)

Share Motivation – Inv. Imobiliários Unipessoal, Lda. (Share Motivation)

Magnum Cap Electrical Power, Lda. (Magnum Cap)

Martifer Solar, Ltda (Martifer Solar Brasil)

Steadfast Fairview Solar, Ltd (Steadfast Fairview Solar)

Steadfast Molland Solar, Ltd (Steadfast Molland Solar)

Steadfast Rudge Solar, Ltd (Steadfast Rudge Solar)

Steadfast Shipton Belinger Solar, Ltd (Steadfast Shipton Belinger Solar)

Steadfast Apsley Solar, Ltd (Steadfast Apsley Solar)

Bunge Roménia s.r.l. (Bunge Roménia)

Sol Cativante III, S.A. (Sol Cativante III)

Steadfast Parkhouse Solar Limited (Parkhouse)

Centralrest, Lda. (Centralrest)

Sold companies:


Martifer Renewables Bippen GmbH (Eviva Bippen)

Eviva Mepe (Eviva Grécia)

During 2012:

Eviva Energy SGPS, S.A. (Enerpetra)

Sol Cativante IV, S.A. (Sol Cativante IV)

Sol Cativante II, S.A. (Sol Cativante II)

Sol Cativante VI, Lda.(Sol Cativante VI)

Martifer – Hirschfeld Energy Systems LLC (Martifer – Hirschfeld Energy Systems)

Silverton Wind Farm Holding (Silverton Wind Farm)

Parque Solar Seseña II, S.L. (Parque Solar Seseña II)

Parque Solar Segovia, S.L. (Parque Solar Segovia)

Parque Solar Quintanar, S.L. (Parque Solar Quintanar)

Eurocab FV 20 S.L. (Eurocab FV 20)

Veiga & Seabra. S.A. (Veiga & Seabra)


Parque Tecnologico do Tamega (PTT)

Proempar, S.A (Proempar)

MTS 5 (MTS5)

Magnum Cap, Lda. (Magnum Cap)

Sol Cativante III, S.A. (Sol Cativante III)

Sol Cativante V, S.A. (Sol Cativante V)

Steadfast Parkhouse Solar Limited (Parkhouse)

Steadfast Shipton Belinger Solar, Ltd (Steadfast Shipton Belinger Solar)

Steadfast Rudge Solar, Ltd (Steadfast Rudge Solar)

MTS Trefinnick Solar, Ltd (MTS Trefinnick Solar)

MTS Hatchlands Solar, Ltd. (MTS Hatchlands Solar)

Changes in the consolidation method:


Prio Agriculture B.V. (Prio Holanda) - from full consolidation method to equity method after its sale by Martifer Renewables SGPS,

S.A. to Nutre SGPS, S.A.

Porthold Project Development BV (Porthold) - from full consolidation method to equity method after the sale of Prio Agriculture B.V.

by Martifer Renewables SGPS, S.A. to Nutre SGPS, S.A.

In 2012:

Resun Developments, S.A. – In 2011 was consolidated through the full consolidation method. In 2012, after the sale of its financial

participation in this entity, Martifer Group maintainsonly 10% of participation, which is recorded at the cost.

MS – Participações Societárias, S.A. (MS Brasil) – from equity method to the cost, after the lost of join control of this company with

Santander Brazil.

Eólica Embuaca, Ltda. (Embuaca) - from equity method to the cost, after the lost of join control of this company with Santander

Brazil.

Eólica Mar e Terra, Ltda (Mar e Terra) - from equity method to the cost, after the lost of join control of this company with Santander

Brazil.

Eólica Bela Vista, Ltda. (Bela Vista) - from equity method to the cost, after the lost of join control of this company with Santander

Brazil.

Eólica Icaraí, Ltda. (Icaraí) - from equity method to the cost, after the lost of join control of this company with Santander Brazil.

Other changes in the consolidation perimeter:


Porthold Project Development BV (Porthold) - increase in financial participation by Prio Agriculture B.V from 55% to 100%.

Eviva Gizalki Sp.Zo.o (Eviva Gizalki) – increase in financial participation by Martifer Renewables SGPS, S.A. from 72% to 100%.

In 2012:

Martifer Recycling Sp. Z.o.o. (Martifer Recycling Polónia) – merge by incorporation in Martifer Konstrukcje Sp. Z o.o. (Martifer

Konstrukcje)

Martifer - Alumínios, S.A. (Martifer Alumínios Espanha) - merge by incorporation in Martifer – Construcciones Metálicas España,

S.A. (Martifer Espanha)

Gebox, S.A (Gebox) – increase in financial participation by Martifer Energy Systems SGPS, S.A. from 65% to100%.

Martifer Solar SGPS, S.A. (Martifer Solar SGPS) – decrease in financial participation by Martifer SGPS, S.A. from 75% to 55%.

Sol Cativante, Lda (Sol Cativante) – increase in financial participation by Martifer Solar, S.A. from 9.1% to 100%.

Ennebiuno S.R.L – acquisition of 100% of shares by MTS4, s.r.l., followed by merge in this company.

Ennebidue S.R.L – acquisition of 100% of shares by MTS4, s.r.l., followed by merge in this company.

1Q2013 REPORT

Ennebitre S.R.L – acquisition of 100% of shares by MTS4, s.r.l., followed by merge in this company.

Fvexcava S.R.L – acquisition of 100% of shares by MTS3, s.r.l., followed by merge in this company.

Rosa dos Ventos S.A. (Rosa dos Ventos) – increase in financial participation by MS - Participações Societárias, S.A. from 95% to

97.5%.

3. INFORMATION BY BUSINESS SEGMENTS

The Group bases its disclosure of information for primary segments on its internal organisation in terms of management.

The Group is organised in three business areas: ‘Metallic Construction’, ‘Solar’ and ‘RE Developer’ that are coordinated and

supported by Martifer SGPS.

The Metallic Construction business area includes all the construction activities of steel structures, aluminium façades and glass and

stainless steel solutions. It includes also the wind power division, components, turbine assembly and turnkey wind farm delivery,

engineering division and navy. In the ‘Solar’ segment the focus is on the production of PV panels, as well as the turnkey solar parks

delivery, promotion, licensing, operation and maintenance of projects. The ‘RE Developer’ segment includes the promotion and

development of projects of renewable energy, with special emphasis in the wind sector. Amounts related with Martifer SGPS,

Martifer Inovação e Gestão S.A. (MIG) and Martifer Gestiune Si Servicii, S.R.L. (MIG RO) are reported as ‘Others’.

The accounting policies used in the preparation of the information by business segments is the same used in the preparation of the

attached financial statements (Note 1).

At 31 March 2013 and 2012, the breakdown of sales and services rendered by primary segments is as follows:

SALES TO EXTERNAL CUSTOMERS INTERSEGMENT SALES

3M’ 2013 3M’ 2012 3M’ 2013 3M’ 2012

Metallic Construction 64,924,474 58,155,428 8,872,132 21,752,579

Solar 57,394,257 49,113,016 14,373,021 9,179,441

RE Developer 3,698,810 3,283,173 84,718 2,952,464

Others 262,449 510,725 777,086 678,064

126,279,990 111,062,342 24,106,957 34,562,548

TOTAL

3M’ 2013 3M’ 2012

Metallic Construction 73,796,606 79,908,007

Solar 71,767,278 58,292,457

RE Developer 3,783,528 6,235,637

Others 1,039,535 1,188,789

150,386,947 145,624,890

Intersegment eliminations (22,689,966) (33,385,182)

Own work capitalized (Note 5) (1,416,991) (1,177,366)

Sales and services rendered to external customers 126,279,990 111,062,342

Sales and services rendered to external clients – ‘Metallic Construction’ and ‘Solar’- increased in the first quarter, when compared

with the same period of previous year, as a result of the internationalization strategy of the group. ‘RE Developer’ segment keeps its

focus in the markets with assets in operation– Brazil, Romania, Spain and Poland.


Sales and services rendered by geographical segments are as follows:

3M’ 2013 3M’ 2012

Iberian Peninsula 41,074,372 32,231,009

European Union (other) 43,729,169 42,912,559

Other markets 41,476,449 35,918,773

126,279,990 111,062,342

‘Metallic Construction’ segment’s sales and services rendered are mainly related with the activity developed in Brazil, Saudi Arabia,

Angola, France and UK. In the 'Solar' segment has particular significance the projects developed in Mexico and UK. Sales and

services of ‘RE Developer’ are mainly related with projects developed in Romania and Brazil.

At 31 March 2013 and 2012, the earnings before interest, taxes, amortizations, provisions and impairment losses (EBITDA),

earnings before interest and taxes (EBIT) and profit after tax by primary segments are as follows:

EBITDA EBIT

3M’ 2013 3M’ 2012 3M’ 2013 3M’ 2012

Metallic Construction (1,034,879) 4,061,367 (2,973,997) 1,897,455

Solar 1,381,526 4,869,613 331,762 4,066,055

RE Developer 2,502,148 1,689,199 491,143 186,245

Others (227,273) (327,944) (707,925) (797,380)

2,621,522 10,292,235 (2,859,017) 5,352,375

PROFIT AFTER TAX

3M’ 2013 3M’ 2012

Metallic Construction (7,513,119) (1,941,712)

Solar 237,349 1,017,421

RE Developer 262,887 (511,736)

Others (7,012,550) (3,119,070)

(14,025,432) (4,555,097)

The Group’s net assets and liabilities by operating segments at 31 March 2013 and 31 December 2012 are as follows:

ASSETS LIABILITIES

31 MARCH 2013 31 DECEMBER 2012 31 MARCH 2013 31 DECEMBER 2012


Solar 290,575,979 288,991,897 209,164,648 208,354,852

RE Developer 231,401,996 224,126,986 101,336,681 94,798,380

Others 550,093,061 550,627,281 173,993,715 168,533,767

Intra-group eliminations (470,159,009) (469,938,243) (45,964,820) (45,532,240)

1,004,542,976 976,375,200 788,631,371 749,119,977

1Q2013 REPORT

The Group’s capital expenditures (acquisition of tangible and intangible assets) and amortizations, by operating segments, till 31

March 2013 and 2012, are as follows:

CAPITAL EXPENDITURES AMORTIZATIONS

31 MARCH 2013 31 MARCH 2012 3M’ 2013 3M’ 2012


Solar 1,799,373 8,228,346 748,186 670,668

RE Developer 664,905 551,326 1,373,495 1,311,871

Others 42,453 379,347 480,653 469,436

4,676,736 11,842,653 4,462,855 4,529,638

The amount invested in tangible fixed assets and intangible assets during the first quarter of 2013 was mainly applied to the

development of solar projects Italy (1.3 million euro) and to Metallic Construction’s maintenance investment (2 million euro),

particularly in the markets of Brazil, Saudi Arabia and the Iberian Peninsula.

4. SALES AND SERVICES RENDERED

At 31 March 2013 and 2012, the breakdown of sales and services rendered is as follows:

3M’ 2013 3M’ 2012

Revenue from the sale of merchandise 16,212,608 22,929,767

Revenue from the sale of goods 30,516,555 25,755,679

Services rendered 79,550,827 62,376,896

126,279,990 111,062,342

5. OTHER INCOME

At 31 March 2013 and 2012, the breakdown of the caption ‘Other income’ is as follows:

3M’ 2013 3M’ 2012

Change in production 284,311 (4,342)

Own work capitalized 1,416,991 1,177,366

1,701,302 1,173,024

The amount included under the heading 'Own work capitalized’, during the first quarter of 2013 is related primarily to the construction of solar parks in the segment 'Solar' in Italy, and with work carried out in Saudi Arabia in the segment 'Metallic Construction’.


6. COST OF GOODS SOLD AND SUBCONTRACTORS

At 31 March 2013 and 2012 the cost of goods sold and subcontractors is as follows:

31 MARCH 2012 MERCHANDISE RAW-MATERIALS, SUBSIDIARIES

AND OTHER CONSUMABLES TOTAL

Opening balance of the continued operations 7,959,678 14,706,812 22,666,490

Purchases 4,830,703 44,028,554 48,859,257

Changes in the consolidation perimeter, currency exchange differences, transfers and others

907,562 430,802 1,338,364

Closing balance of the continued operations 8,827,302 14,806,702 23,634,004

4,870,641 44,359,466 49,230,107

Subcontractors 22,159,227

31 MARCH 2013 MERCHANDISE RAW-MATERIALS, SUBSIDIARIES

AND OTHER CONSUMABLES TOTAL

Opening balance of the continued operations 6,557,447 10,825,365 17,382,812

Purchases 13,585,986 36,890,926 50,476,912

Changes in the consolidation perimeter, currency exchange differences, transfers and others 6,779,641

(114,028) 6,665,613

Closing balance of the continued operations 13,806,517 12,388,538 26,195,055

13,116,557 35,213,725 48,330,282

Subcontractors 38,255,801

7. EXTERNAL SUPPLIES AND SERVICES

At 31 March 2013 and 2012 the external supplies and services are as follows:

3M’ 2013 3M’ 2012

Specialized works 3,509,500 4,612,417

Leases and rents 3,367,200 2,969,205

Transportation of goods 3,615,032 2,700,767

Travelling expenses 1,305,441 1,209,918

Insurance 920,125 1,072,151

Electricity and Fuel 927,069 937,496

Legal and notarial fees 747,776 417,883

Commissions 192,663 461,795

Communications 392,533 443,192

Maintenance and repairs 497,918 318,927

Security 333,669 401,914

Advertising 244,667 267,809

Tools and devices 82,895 255,892

Cleaning, health and safety 117,422 156,980

Service Fees 314,433 102,631

Other 831,127 1,025,354

17,399,470 17,354,331

8. STAFF COSTS

At 31 March 2013 and 2012, staff costs are as follows:

3M’ 2013 3M’ 2012

Salaries 15,691,392 16,244,556

Social contributions 4,879,285 4,537,276

20,570,677 20,781,832

1Q2013 REPORT

The caption ‘social contributions’ includes mainly the social security contributions, the food and health subsidies, insurance costs

and dismissal compensation.

9. OTHER OPERATIONAL GAINS AND LOSSES

At 31 March 2013 and 2012, the caption ‘Other operational gains and losses’ is as follows:

3M’ 2013 3M’ 2012

Taxes (864,546) (194,822)

Impairment losses and reversals of impairment losses

- Trade debtors (1,155) 316,642

- Other impairment losses (335,838) 54,238

Supplementary income 398,850 327,011

Capital Gains / (Losses) in non-financial assets 226,081 60,531

Operating subsidies 31,505 189,563

Investments subsidies 36,837 39,384

Other operational gains / losses (295,274) 6,789,819

(803,540) 7,582,366

In the first quarter of 2012, the caption "Other operational gains / losses' included the effect of the capitalization of development

costs of wind farms in the ‘RE Developer’ segment.

10. PROVISIONS AND IMPAIRMENT LOSSES

The provisions and impairment losses during the first t quarter of 2013 and 2012 were as follows:

3M’ 2013 3M’ 2012

Tangible assets impairment 621,068 -

621,068 -

Provisions arising from the use of the equity method 92,837 -

Provisions for quality warranties 40,185 -

Other provisions 263,594 410,222

396,616 410,222

11. NET FINANCIAL RESULTS

The net financial results for the first quarter of 2013 and 2012 can be analysed as follows:

FINANCIAL INCOME 3M’ 2013 3M’ 2012

Loans and accounts receivable (including bank deposits)

Interest income 1,022,179 1,523,627

Financial assets available for sale

Gains on the sale of financial assets 46,792 -

Other financial income related to other financial assets

Foreign exchange gains 2,377,199 4,944,951

Other financial income 221,808 24,369

3,667,979 6,492,947


FINANCIAL EXPENSES 3M’ 2013 3M’ 2012

Loans and accounts payable

Interest expenses in bank loans and in finance leases 5,945,456 6,313,779

Of which included in the acquisition cost of assets in progress (483,411) (13,460)

Financial assets available for sale

Losses on the sale of financial assets 391,369 -

Other financial income related to other financial liabilities

Foreign exchange losses 2,203,846 5,425,032

Other financial expenses 3,037,552 2,564,301

11,094,812 14,289,652

The 'Interest expenses included in the acquisition cost of assets in progress' relates to the capitalization of financial expenses of

loans for the construction of assets that qualify. The main figures refer to charges capitalized in the construction of solar projects in

the United States.

The captions 'Foreign exchange gains / (losses)' are related to the occurrence of currency fluctuations, particularly in affiliated

companies located in Poland, Brazil and Angola.

12. GAINS/ (LOSSES) IN ASSOCIATE COMPANIES AND JOINT

ARRANGEMENTS

At 31 March 2013 and 2012, the gains and losses on associate companies and joint-ventures are as follows:

3M’ 2013 3M’ 2012

Group Prio Energy 639,270 807,131

Group Nutre (4,730,480) (782,825)

Martifer Amal (26,908) -

SPEE 2 – Parque Eólico de Vila Franca de Xira, S.A. 252,588 101,945

Liskin Green Park (72,024) -

SPEE 3 – Parque Eólico do Baião, S.A. 183,903 61,918

Parque Solar Seseña I, S.L. (2,767) (73,348)

Promoquatro – Investimentos Imobiliários, Lda. (9,386) (399,978)

MS – Participações Societárias, S.A. - (71,276)

Other 4,534 (53,857)

(3,761,270) (410,291)

13. INCOME TAXES

The reconciliation between current tax and income tax is summarized as follows:

3M’ 2013 3M’ 2012

Current tax 439,930 2,203,661

Deferred tax - generated by temporary differences 107,223 (517,097)

Deferred tax - reversal of temporary differences 1,488,235 457,377

Effect of changes in the income tax rate (6,643) (10,355)

Deferred tax - tax losses recognition (1,972,039) (433,109)

Other (78,394) -

Deferred tax (461,619) (503,185)

Income tax (21,689) 1,700,476

1Q2013 REPORT

14. EARNINGS PER SHARE

Martifer SGPS only issued ordinary shares, and as such, no shares have special voting or dividend rights.

Martifer has just one type of potential ordinary dilutive shares: stock options. In order to calculate diluted earnings per share it is

necessary to determine if these stock options, independently of being or not exercisable, are diluted, which happened when the

exercise price of the opting is lower than the average market price of the shares.

Once the average market price of Martifer’ s shares, in the period between 1 January 2013 and 31 March 2013, was Euro 0.68,

lower than the exercise price of the stock options (Euro 3.84), these stock options are non-diluted because, if the options were

exercised, the number of shares outstanding would be reduced.

Therefore, at 31 March 2013 there were no differences between the basic earnings per share and the diluted earnings per share calculation.

The share capital of Martifer SGPS is represented by 100,000,000 ordinary shares, fully paid, representing a share capital of Euro

50,000,000.

The weighted average number of shares outstanding is deducted of 2,215,910 treasury stocks acquired by Martifer SGPS.

At 31 March 2013 and 2012, the basic and diluted earnings per share can be summarised as follows:

3M’ 2013 3M’ 2012

Profit for the year (I) (14,155,169) (4,698,549)

Weighted average number of shares outstanding (II) 97,784,090 98,067,865

Basic and diluted earnings per share (I) / (II) (0.1448) (0.0479)


from Assets as held for sale 0.0016 -

15. GOODWILL

At 31 March 2013 and 31 December 2012, the movement occurred in the caption ‘Goodwill’ is as follows:

31 MARCH 2013 31 DECEMBER 2012

Cost

Opening balance 19,043,523 18,926,458

Acquisition of subsidiaries - 734,900

Sale of subsidiaries (14,379) -

Effect of foreign currency exchange differences 354,243 172,355

Write-off of goodwill fully impaired - (790,190)

Closing balance 19,383,387 19,043,523

Accumulated impairment losses

Opening balance 95,555 790,190

Impairment losses recognized in the year - 95,555

Write-off of goodwill fully impaired - (790,190)

Closing balance 95,555 95,555

Carrying amount at the beginning of the period 18,947,967 18,136,269

Carrying amount at the end of the period 19,287,831 18,947,967


At 31 March 2013 and 31 December 2012, the breakdown of ‘Goodwill’ is as follow:

31 MARCH 2013 31 DECEMBER

2012

COST IMPAIRMENT

LOSSES CARRYING

AMOUNT CARRYING

AMOUNT

Martifer Construções 5,448,792 - 5,448,792 5,448,792

Sassall Aluminium 5,694,485 - 5,694,485 5,356,394

Martifer Metallic Constructions 3,898,809 - 3,898,809 3,898,809

Navalria 1,618,675 - 1,618,675 1,618,675

Martifer Solar 1,493,776 - 1,493,776 1,493,776

Martifer Solar USA 404,348 - 404,348 388,195

Martifer Solar Hellas 72,205 - 72,205 72,205

LRCC-La Rad Campo Charro - Energias Renováveis, Lda 70,843 - 70,843 70,843

Porthold - - - 14,379

MGI 8,373 - 8,373 8,373

Martifer GmbH 6,026 - 6,026 6,026

M Prime Gmbh 3,000 - 3,000 3,000

MTS4 464,665 - 464,665 464,665

MTS3 103,836 - 103,836 103,836

19,287,831 - 19,287,831 18,947,967

16. INTANGIBLE ASSETS

This caption is analysed as follows:


Cost

Software and other rights 20,140,269 26,145,255

Intangible assets in progress 1,446,207 24,119,844

Advances for the acquisition of intangible assets 193,657 99,623

21,780,133 50,364,722

Accumulated depreciation and impairment losses

Software and other rights 11,530,967 10,922,850

Intangible assets in progress - -

Advances for the acquisition of intangible assets - -

11,530,967 10,922,850

Carrying amount 10,249,166 39,441,872

At 31 March 2013 and 2012, the gross amount of ‘Intangible assets’ can be analysed as follows:

31 MARCH 2012 SOFTWARE AND OTHER RIGHTS

INTANGIBLE ASSETS IN

PROGRESS

ADVANCES FOR THE ACQUISITION OF

INTANGIBLE ASSETS TOTAL

Opening balance 1 January 2012 30,057,374 17,841,233 687,015 48,585,622

Additions 397,893 3,331,682 480,659 4,210,234

Sales, disposals and write-offs - - (411,512) (411,512)

Effect of foreign currency exchange differences (72,385) (351,660) (21,450) (445,495)

Changes in the consolidation perimeter 24,908 - - 24,908

Transfers and other movements (77,150) (214,575) - (291,725)

Closing balance 31 March 2012 30,330,640 20,606,680 734,712 51,672,032

1Q2013 REPORT



PROGRESS



Opening balance 1 January 2013 26,145,255 24,119,844 99,623 50,364,722

Additions 1,241,814 213,573 91,007 1,546,394

Sales, disposals and write-offs - - - -

Effect of foreign currency exchange differences 200,521 683,466 3,026 887,013

Changes in the consolidation perimeter (535) (57,981) - (58,516)

Transfers and other movements (7,446,786) (23,512,695) - (30,959,481)

Closing balance 31 March 2013 20,140,269 1,446,207 193,656 21,780,132

The change in capital expenditure in the first quarter of 2013, compared with the same period of 2012, relates essentially with the

development of solar projects in Italy (Euro 1,2 million), in the Solar segment.

In the period under review were transferred to inventories Euro 32 million (see Note 21).

At 31 March 2013 and 2012, the accumulated amortization and impairment losses of ‘Intangible assets’ can be analysed as follows:



PROGRESS



Opening balance 1 January 2012 8,584,677 - - 8,584,677

Additions 574,118 - - 574,118

Effect of foreign currency exchange differences (2,708) - - (2,708)

Changes in the consolidation perimeter 5,032 - - 5,032

Transfers and other movements (1,724) - - (1,724)

Closing balance 31 March 2012 9,159,395 - - 9,159,395



PROGRESS



Opening balance 1 January 2013 10,922,850 - - 10,922,850

Additions 595,396 - - 595,396

Effect of foreign currency exchange differences 3,088 - - 3,088

Changes in the consolidation perimeter - - - -

Transfers and other movements 9,633 - - 9,633

Closing balance 31 March 2013 11,530,967 - - 11,530,967

Carrying Amount

31 MARCH 2012 21,171,245 20,606,680 734,712 42,512,637

31 MARCH 2013 8,609,302 1,446,207 193,656 10,249,166


17. TANGIBLE ASSETS

This caption is analysed as follows:


Cost

Land and buildings 93.345.052 91.325.592

Equipments 110.871.685 105.292.662

Tangible assets in progress 79.227.692 97.542.316

Other tangible assets 70.336.886 62.614.240

353.781.315 356.774.810

Accumulated depreciation and impairment losses

Land and buildings 18.793.774 17.935.741

Equipments 55.018.042 52.821.114

Other tangible assets 13.529.654 12.650.431

87.341.470 83.407.286

Carrying amount 266.439.845 273.367.524

At 31 March 2013 and 2012, the gross amount of land and buildings, equipments, tangible assets in progress and other fixed

assets can be analysed as follows:

31 MARCH 2012 LAND AND

BUILDINGS EQUIPMENTS

TANGIBLE ASSETS IN PROGRESS

OTHER TANGIBLE

ASSETS TOTAL

Opening balance 1 January 2012 96,012,887 109,258,138 91,880,914 62,919,117 360,071,056

Reclassification for Assets held for sale (note 26) (134,760) - (1,041,904) - (1,176,664)

Additions 26,911 897,523 6,687,090 20,895 7,632,419

Sales, disposals and write-offs - (405,290) - (3,803) (409,093)

Effect of foreign currency exchange differences 588,014 (173,986) (311,018) 26,880 129,890

Transfers and other movements 6,555,555 3,017,284 (12,786,941) 1,133,989 (2,080,113)

Closing balance 31 March 2012 103,048,608 112,593,669 84,428,141 64,097,078 364,167,495



TANGIBLE ASSETS IN PROGRESS

OTHER TANGIBLE

ASSETS TOTAL

Opening balance 1 January 2013 91,325,592 105,292,661 97,542,317 62,614,240 356,774,810

Additions 711,330 602,124 1,656,534 160,354 3,130,342

Sales, disposals and write-offs (3,007) (554,505) (110,348) (115,883) (783,743)

Effect of foreign currency exchange differences 1,285,162 1,315,269 827,768 110,839 3,539,035

Impairment losses - - (621,068) - (621,068)

Transfers and other movements 25,974 4,216,139 (20,067,510) 7,567,334 (8,258,063)

Closing balance 31 March 2013 93,345,052 110,871,686 79,227,692 70,336,884 353,781,315

The investment recorded in the first quarter of 2013 in tangible assets is justified by several maintenance investment (Euro 2

million), in the ‘Metallic Construction’ segment.

In the period under review were transferred to inventories Euro 9 million (see Note 21).

1Q2013 REPORT

At 31 March 2013 and 2012, the accumulated depreciation and impairment losses of land and buildings, equipments, tangible

assets in progress and other fixed assets can be analysed as follows:



TANGIBLE ASSETS IN

PROGRESS

OTHER TANGIBLE

ASSETS TOTAL

Opening balance 1 January 2012 15,826,402 49,806,980 - 9,352,706 74,986,088

Additions 885,672 2,281,500 - 788,347 3,955,519

Sales, disposals and write-offs - (277,331) - (3,803) (281,134)

Effect of foreign currency exchange differences 95,201 156,499 - 6,141 257,841

Changes in the consolidation perimeter (241,409) (227,803) - (594) (469,806)

Transfers and other movements 15,455 (21,733) - 7,531 1,253

Closing balance 31 March 2012 16,581,321 51,718,112 - 10,150,328 78,449,761



TANGIBLE ASSETS IN

PROGRESS

OTHER TANGIBLE

ASSETS TOTAL

Opening balance 1 January2013 17,935,741 52,821,114 - 12,650,431 83,407,286

Additions 782,564 2,215,440 - 869,777 3,867,781

Sales, disposals and write-offs - (259,745) - - (259,745)

Effect of foreign currency exchange differences 64,306 276,060 - 8,284 348,650

Changes in the consolidation perimeter (19,701) (3,114) - (136) (22,951)

Transfers and other movements 30,864 (31,713) - 1,298 449

Closing balance 31 March 2013 18,793,774 55,018,042 - 13,529,654 87,341,470

Carrying amount

31 MARCH 2012 86,467,287 60,875,557 84,428,141 53,946,750 285,717,735

31 MARCH 2013 74,551,278 55,853,644 79,227,692 56,807,230 266,439,845

18. INVESTMENT PROPERTIES

The caption ‘Investment property’ relates to the following investment properties held by Martifer Group: Benavente Shopping

Centre, Warehouses in Albergaria-a-Velha (Portugal), the plant in Vagos and Aricesti land (Romania), held by the Martifer Group to

earn rental income.

These assets are carried at their fair market value, according to an independent appraisal made by specialized entities, according

to international practices (RICS Red Book). Martifer Group will perform regular revaluations of these properties, and gains and

losses arising from changes in the fair value will be charged to profit or loss in the period in which they arise.

At 31 March 2013 and 31 December 2012, the movement occurred in the caption ‘Investment properties’ is as follows:


Opening balance 16,206,768 17,274,847

Transfers - 3,448,525

Changes in fair value - 86,391

Effect of foreign currency exchange differences 10,490 363,302

Reclassification for Assets held for sale (note 26) - (4,966,297)

16,217,257 16,206,768


19. FINANCIAL ASSETS UNDER THE EQUITY METHOD

At 31 March 2013 and 31 December 2012, financial assets under the equity method are as follows:


Prio Energy 11,893,144 11,187,119

SPEE 3 - Parque eólico de Baião, SA 679,935 496,032

SPEE 2 - Parque eólico de Vila Franca de Xira, SA 1,335,327 1,082,739

Macquarie 269 2,043,840

Promoquatro - Investimentos Imobiliários, Lda 176,850 186,236

Martifer Amal, S.A. 405,165 445,944

Canaverosa 123,397 119,044

Parque Sesena 1 113,850 115,380

Other 2,265 3,678

14,730,200 15,680,011

At 31 March 2013 and 31 December 2012, the movement occurred in this caption is as follows:


Opening balance 15,680,011 14,867,827

Application of the equity method 1,093,936 2,425,428

Acquisition - 445,944

Decrease in share capital (2,010,351) -

Sales - (1,445,591)

Changes resulting from the loss of control in subsidiaries - -

MS Participações Societárias - (718,373)

Impairment losses - -

Effect of foreign currency exchange differences - -

Other changes (33,396) 104,777

Closing balance 14,730,200 15,680,011

20. AVAILABLE FOR SALE INVESTMENTS

At 31 March 2013 and 31 December 2012, available for sale investments are as follows:


Non-current financial investment 1,677,171 1,663,963

Others 958,588 646,304

2,635,759 2,310,267

At 31 March 2013 and 31 December 2012, the movement occurred in the caption ‘Available for sale investments’ is as follows:


Opening balance 2,310,267 2,179,021

Additions 311,248 138,993

Reductions - (16,478)

Other changes 14,244 8,731

2,635,759 2,310,267

1Q2013 REPORT

21. INVENTORIES

At 31 March 2013 and 31 December 2012, inventories are as follows:


Raw-materials, subsidiaries and other consumables 12,264,322 10,701,150

Work in progress 39,929,072 5,299,576

Merchandise 13,806,517 6,557,447

Finished goods 2,072,500 1,833,889

68,072,411 24,392,062

Part of the Group's activity is related to the development of solar projects, which can be developed for sale or to use. During the first

quarter of 2013 ongoing projects were reviewed and, as a consequence, intangible assets and tangible fixed assets amounting Euro

41 million were transferred to Inventories as these projects and licenses are being developed for sale and not for its use by Martifer.

22. OTHER FINANCIAL ASSETS

The detail of the caption ‘trade and other receivables’, for the periods ended at 31 March 2013 and 31 December 2012 is as follows:

NON CURRENT CURRENT


Cost:

Trade receivables:

Trade receivables 31,890,076 31,505,073 153,737,183 146,320,356

Notes receivables - - 3,155,736 3,930,470

Doubtful trade receivables - - 18,146,476 18,468,425

Total ‘trade receivables’ 31,890,076 31,505,073 175,039,395 168,719,251

Other receivables:

Related companies 96,752,896 100,321,045 15,604,025 15,764,687

Advances to suppliers 3,335 4,847 14,598,383 11,284,325

Others 10,512,973 8,465,440 37,693,235 43,002,651

Total ‘other receivables’ 107,269,204 108,791,332 67,895,644 70,051,663

TOTAL 139,159,280 140,296,405 242,935,038 238,770,914

The caption of non-current ‘Trade receivables’ refers mainly to an amount to receive from an associate company, in the ‘Solar’

segment, which will be regularized as soon as this company obtains revenues from the sale of energy. This receivable amount

bears interests at the market rate.

At 31 March 2013 and 31 December 2012, impairment losses in accounts receivables are as follows:

NON- CURRENT CURRENT


Accumulated impairment losses:

Doubtful trade receivables - - 18,089,664 18,362,123

Other receivables 118,411 121,503 7,747,676 7,779,142

118,411 121,503 25,837,340 26,141,265

Carrying amount – trade receivables 31,890,076 31,505,073 156,949,731 150,357,128

Carrying amount - other receivables 107,150,793 108,669,829 60,147,968 62,272,521

TOTAL 139,040,869 140,174,902 217,097,698 212,629,650


23. INCOME TAX AND CURRENT TAX ASSETS

At 31 March 2013 and 31 December 2012, current tax assets are as follows:

31 MARCH 2013 31 DECEMBER

2012

Income tax 2,425,926 2,692,473

Value added tax 17,187,343 15,379,705

Tax in other countries 2,812,911 1,464,331

Other taxes 1,400,571 1,493,203

Current tax assets 21,400,825 18,337,239

24. OTHER CURRENT ASSETS

At 31 March 2013 and 31 December 2012, the breakdown of the caption ‘Other current assets’ is as follows:


Accrued income

Construction contracts

Cost 133,238,965 123,070,681

Impairment losses (5,705,334) (5,477,871)

Carrying amount 127,533,631 117,592,810

Interest to be received 411,641 46,391

Other accrued income 3,246,939 3,427,374

131,192,211 121,066,575

Prepayments

Insurances 1,911,899 1,505,437

Financial expenses 706,551 727,703

Rents 714,509 892,716

Other prepayments 2,138,287 905,635

5,471,247 4,031,492

Other (current) financial assets 1,478,765 620,583

138,142,223 125,718,650

25. CASH AND CASH EQUIVALENTS

The ‘Cash and cash equivalents’ caption can be analysed as follows:


Cash and cash equivalents

Bank deposits 32,852,472 37,585,387

Cash 165,396 439,182

33,017,868 38,024,569

This caption includes cash on hand and in banks, maturing in no less than 3 months, which are subject to insignificant risk of

change in value. At 31 March 2013 and 31 December 2012, no restrictions exist to the usage of the amounts recorded in the

caption ‘Cash and cash equivalents’.

1Q2013 REPORT

26. ASSETS HELD FOR SALE

In 2011, Martifer Renewables, SGPS, S.A. agreed, with IKEA Retail Sp. Zo.o., the sale of the shares of Energia Wiatrowa, Sp.

Zo.o. conditional to compliance with some terms and conditions set out in the agreement, namely the conclusion of the Rymanow

Project, a wind farm with 13 turbines, in the region of Podkarpackie, that is being developed by Energia Wiatrowa.

In December 2012, after the decision of closing the facility of Poland, an active plan for selling of lands and building of Martifer

Polska, Sp. Zo.o, in ‘Metallic Construction’ segment, has started. Additionally, there are negotiations under way for the sale of real

estate project of Szczecin (Poland), previously classified as investment property, for which the sale is highly probable. As such, all

the conditions defined by IFRS 5 are met, so the assets of Poland were classified as ‘Assets held for sale’, at 31 December 2012.

In accordance with IFRS 5, the assets and liabilities related to Energia Wiatrowa, as well as the assets and liabilities of Poland,

were classified as ‘Assets held for sale’ and ‘Liabilities associated with Assets held for sale’, respectively, and the net earnings

disclosed in the caption ‘Earnings of Assets held for sale’.

The breakdown of assets and liabilities of the business unit held for sale at 31 March 2013 and 31 December 2012 is as follows:

During the first quarter of 2013, the net result of Assets held for sale was of Euro 158,086.

The change in assets and liabilities associated with assets held for sale during this period relate mainly to the completion of the

project Rymanow.

27. SHARE CAPITAL, TREASURY SHARES AND NON-CONTROLLING

INTERESTS

Share capital

Martifer SGPS, SA share capital, fully subscribed and paid at 31 March 2013, amounts to Euro 50,000,000 and it is represented by

100,000,000 bearer shares with a nominal value of 50 cents each. All shares have the same rights, including one vote per share.

During the first quarter of 2013 and 2012, no movements occurred in the number of shares of the Group.

During the first quarter of 2013, Martifer SGPS, S.A. did not acquire any shares (2012: 402,819 treasury shares were acquired).

After these acquisitions, the Group held 2,215,910 treasury shares, corresponding to 2.22% of its capital.

At 31 March 2013, the share capital of Martifer SGPS, S.A. was held in 42.7% by I’M SGPS, S.A., in 37.5% by Mota-Engil SGPS,

S.A and 2.22% are treasury shares. The remaining 17.58% represents free-float listed in Euronext Lisbon.


Tangible Assets 33,084,453 22,167,446

Investment properties 4,842,551 4,966,297

Current assets 4,036,179 7,973,766

41,963,183 35,107,509

Current liabilities 18,204,856 9,524,921

Liabilities related to Assets held for sale 18,204,856 9,524,921

Assets net of liabilities related to Assets held for sale 23,758,327 25,582,589


Non-controlling interests

Movements in the non-controlling interests are as follows:

31 MARCH 2013 31 MARCH 2012

Opening balance 50,975,912 31,783,623

Net profit of the year 287,823 141,300

Other changes in equity of subsidiaries 1,798,347 302,904

Increase in the share capital of subsidiaries - -

Changes in the consolidation perimeter (75,706) -

Transactions with non-controlling interests (71,870) (191,126)

Other 60,659 78,518

52,975,165 32,115,219

The closing balance refers mainly to the non-controlling interests of Martifer Solar, Martifer Renováveis – Geração de Energia e

Participações S.A., Martifer Solar Itália, Martifer Solar França, Rosa dos Ventos Geração e Comercialização de Energia, S.A.,

Martifer Construções Bélgica and Martifer Construções Angola.

28. BORROWINGS

At 31 March 2013 and 31 December 2012, borrowings can be analysed as follows:

31 DECEMBER 2012 UNTIL 1 YEAR BETWEEN 1 AND 3

YEARS BETWEEN 3 AND 5

YEARS MORE THAN 5 YEARS TOTAL

Financial institutions borrowings:

Bank loans 81.687.445 70.074.451 36.686.840 19.565.015 208.013.751

Bank overdrafts 15.460.101 1.850.466 - - 17.310.567

Authorized overdrafts 67.783.191 4.533.333 1.200.000 600.000 74.116.524

Other borrowings:

Commercial paper 59.200.000 5.450.000 11.500.000 2.500.000 78.650.000

Other borrowings 4.900.095 4.575.550 3.708.697 2.656.515 15.840.857

229.030.832 86.483.800 53.095.537 25.321.530 393.931.699

31 MARCH 2013 UNTIL 1 YEAR BETWEEN 1 AND 3

YEARS BETWEEN 3 AND 5

YEARS MORE THAN 5

YEARS TOTAL

Financial institutions borrowings:

Bank loans 73,178,794 68,454,534 38,060,256 22,632,607 202,326,191

Bank overdrafts 16,995,756 2,772,320 - - 19,768,076

Authorized overdrafts 81,232,296 857,143 857,143 285,714 83,232,296

Other borrowings:

Commercial paper 59,437,695 4,200,000 7,750,000 - 71,387,695

Other borrowings 14,543,276 1,218,384 2,570,548 2,656,515 20,988,723

245,387,817 77,502,381 49,237,947 25,574,836 397,702,981

At 31 March 2013, the Group’s net debt amounts Euro 385,398,407. The net debt calculation, includes, besides the borrowings

mentioned above, the ‘finance leases’ (Euro 19,989,015), ‘derivatives’ (Euro 724,279) and ‘cash and cash equivalents’ (Euro 33,017,868).

1Q2013 REPORT

29. TRADE PAYABLES AND OTHER PAYABLES

At 31 March 2013 and 31 December 2012, trade payables and other payables can be analysed as follows:

NON-CURRENT CURRENT


Trade payables 11,939,840 12,239,542 164,244,406 165,013,219

Other payables:

Fixed assets suppliers - - 1,290,153 840,425

Related companies and other shareholders 9,134,313 9,046,499 1,857,021 2,378,317

Advanced payments received from customers - 387,403 25,189,925 11,316,045

Other creditors 1,980,151 395,101 29,709,785 35,966,130

Other payables 11,114,464 9,829,003 58,046,885 50,500,917

23,054,305 22,068,545 222,291,291 215,514,136

The balance of non-current ‘Trade payables’ is related, mainly, with retentions in works performed by external parties, which will be

released after the period of guarantee.

At 31 March 2013 and 31 December 2012, the non-current balances due to related companies and other shareholders refer to loans

obtained from companies consolidated by the proportionate method, which bear interest at Euribor 3M increased by a 6.75% spread.

30. PROVISIONS

The information related with ‘Provisions’ as of 31 March 2013 and 31 December 2012 can be detailed as follows:


Quality guarantees 3,198,430 3,176,336

Legal claims in progress 611,053 604,844

Provisions arising from the use of the equity method 4,803,824 4,498,385

Others 4,526,009 4,241,128

13,139,316 12,520,693

The change in the Provisions, compared with 31 December 2012, is as follows:

OPENING BALANCE

ADDITIONS NOTE 11

DEDUCTIONS NOTE 11

APPLICATIONS

CHANGE OF CONSOLIDATION

PERIMETER, EXCHANGE RATE

DIFFERENCES, TRANSFERS

CLOSING BALANCE

Quality guarantees 3,176,336 42,592 (2,407) - (18,091) 3,198,430

Legal claims in progress 604,844 - - - 6,209 611,053

Provisions arising from the use of the equity method

4,498,385 92,837 - - 212,602 4,803,824

Others 4,241,128 263,594 - (528) 21,815 4,526,009

12,520,693 399,023 (2,407) (528) 222,535 13,139,316


31. INCOME TAX AND CURRENT TAX LIABILITIES

At 31 March 2013 and 31 December 2012, ‘Income Tax’ and ‘Current tax liabilities’ are made up as follows:


Income Tax 4,534,272 3,623,443

Value added tax 10,838,547 12,421,569

Social security contributions 2,281,660 1,619,163

Personnel income tax withheld 472,078 643,672

Other taxes 917,592 1,912,194

Current tax liabilities 14,509,877 16,596,598

32. OTHER CURRENT LIABILITIES

At 31 March 2013 and 31 December 2012, other current liabilities are made up as follows:


Accrued expenses

Holiday pay and bonuses 7,219,449 6,223,844

Interest borne but not yet overdue 4,284,023 3,622,926

Production performed by third parties not yet invoiced 2,705,388 3,613,297

Other accrued expenses 22,777,310 6,166,867

36,986,170 19,626,934

Deferred income

Production invoiced and not yet performed (related to construction contracts) 28,899,402 26,791,860

Subsidies / Government grants 2,014,505 1,502,984

Other deferred income 2,954,986 2,567,911

33,868,893 30,862,755

70,855,063 50,489,688

The caption "Other accrued expenses" includes supplies and services rendered up to March 31, 2013 whose invoices were

received after this date.

.

33. CONTINGENT LIABILITIES

There are no significant changes to the disclosed in the notes to the financial statements for the period ended December 31, 2012.

34. COMMITMENTS

The nature of the Group's commitments did not change in comparison with 31 December 2012.

35. RELATED PARTIES

Group companies have commercial relationships between them that qualify as related parties transactions. All of these transactions

are performed on an arm’s length basis.

Therefore, all of these transactions have been eliminated, since the consolidated financial statements disclose information

regarding the holding company and its subsidiaries as a unique company.

1Q2013 REPORT

The balances resulting from transactions performed with associate and jointly controlled companies, accounted through the equity

method, are not eliminated. The amount of the balances not eliminated is approximately Euro 112,000,000, with special regard to

the accounts receivable from Nutre and Prio Energy Groups which amount to Euro 61,800,000.

Besides current transactions, some relating to civil construction done with the Mota-Engil Group and others associated with real estate

management projects under way done by Estia Group, there are not any other significant balances and transactions performed with

related parties during the period ended 31 March 2013, that had affected significantly the financial position or performance of the Group.

36. SUBSEQUENT EVENTS

There are no subsequent events to disclose.

37. APPROVAL OF THE FINANCIAL STATEMENTS

The accompanying consolidated financial statements were approved by the Board of Directors on 23rd

May 2013.

38. EXPLANATION ADDED FOR TRANSLATION OF THE FINANCIAL

STATEMENTS

These financial statements are a translation of the consolidated financial statements originally issued in Portuguese in accordance with the

International Financial Reporting Standards as adopted by European Union. In the event of discrepancies, the Portuguese version prevails.

Oliveira de Frades, 23rd

May 2013

The Chief Accountant The Board of Directors

__________________________________ __________________________________

Isabel Cristina Loureiro Silva Carlos Manuel Marques Martins

__________________________________

Jorge Alberto Marques Martins

__________________________________

Arnaldo José Nunes da Costa Figueiredo

__________________________________

Luís Filipe Cardoso da Silva

__________________________________

Luís Valadares Tavares

__________________________________

Jorge Bento Ribeiro Barbosa Farinha

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