Interim Condensed Consolidated Financial Statements for the three months ended 31 March NFI Empik Media & Fashion S.A. and its subsidiaries

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1 Interim Condensed Consolidated Financial Statements for the three months ended 31 March 2006 NFI Empik Media & Fashion S.A. and its subsidiaries

2 Interim Condensed Consolidated Financial statements for the three months ended 31 March 2006 Introduction Narodowy Fundusz Inwestycyjny Empik Media & Fashion Spółka Akcyjna (NFI Empik Media & Fashion S.A., or the Company ), a company incorporated in Poland with registered offices located at ul. Zurawia 8, Warsaw, is the parent of the NFI Empik Media & Fashion Group (or the Group ) which comprises subsidiaries held directly and indirectly by NFI Empik Media & Fashion S.A. whose principal activities involve retail and wholesale operations in Poland, as well as the Czech and Slovak Republics. The Group is controlled by Empik Centrum Investments S.A. (incorporated in Luxembourg) which owns 59.36% of NFI Empik Media & Fashion S.A. s shares. The ultimate parent publishing financial statements of the Group is Eastbridge B.V./S.a.r.l. (a company incorporated in the Netherlands with the principal place of business in Luxembourg). NFI Empik Media & Fashion S.A. continues to operate under specific laws governing the activities of National Investment Funds. Shares of NFI Empik Media & Fashion S.A. are listed on the Warsaw Stock Exchange. NFI Empik Media & Fashion Group is organised into the following business segments: Fashion & Beauty. This comprises branded clothing and fashion accessories, products, perfumes and cosmetics; mainly licensed from world market leaders. Media & Entertainment. This comprises books & magazines, recorded music, films, early education, arts & crafts and paper products, games and home utility software, photography and language schools. Other. This comprises the holding company, NFI Empik Media & Fashion S.A. In addition to the above, the Group holds interests in companies owned by NFI Empik Media & Fashion S.A. and not disposed prior to the reverse acquisition. These are held with the view to disposal in the near future. A significant proportion of the Group`s annual sales are generated in the last quarter of the year, i.e. October to December. In 2005, the sales in this period for the Fashion and Beauty and Media and Entertainment segments were respectively 30.2% ( %) and 37.1 % ( %) of annual sales. Given considerable sales in the last quarter of the year (mainly in December), as well as higher sales margins achieved in this period, with the operating expenses remaining predominantly stable, a significant proportion of the year`s operating profit on the core business is generated in the last quarter of the calendar year. The interim condensed consolidated financial statement have been approved by the Board of Directors of NFI Empik Media & Fashion S.A. on 15 May Maciej Dyjas Christopher Weston The notes on pages from 9 to 17 constitute an integral part of this interim condensed consolidated financial statements

3 Interim Condensed Consolidated Financial statements for the three months ended 31 March 2006 Index Page Definitions 4 Interim consolidated income statement 5 Interim consolidated balance sheet 6 Interim consolidated statement of changes in equity 7 Interim consolidated cash flow statement 8 Notes to the interim condensed consolidated financial statements 9 The notes on pages from 9 to 17 constitute an integral part of this interim condensed consolidated financial statements 3

4 Definitions In these interim condensed consolidated financial statements the following terms are used: Retail and Distribution Group ( R&D Group ) comprises retail and wholesale operations in Poland as well as the Czech and Slovak Republics, and the trading operation in Switzerland owned directly or indirectly by Eastbridge B.V./S.a.r.l. that were contributed to NFI Empik Media & Fashion S.A. in exchange for its shares. NFI Empik Media & Fashion Group - Retail and Distribution Group enlarged by NFI Empik Media & Fashion S.A. as a result of the reverse acquisition. NFI Empik Media & Fashion Group is the continuation of the Retail and Distribution Group. Group NFI Empik Media & Fashion Group or Retail and Distribution Group, as context requires. Eastbridge Group Eastbridge N.V. (with effect from 6 August 2004, Eastbridge N.V. became Eastbridge B.V./S.a.r.l.) and its subsidiaries, including the Group. Both names have been used in the text Eastbridge N.V. in the historical context and Eastbridge B.V./S.a.r.l. with respect to recent events occurring after the change of the name. Other Eastbridge Companies Eastbridge B.V./S.a.r.l. (see above for change to B.V.) and its subsidiaries other than the Group. 4

5 Interim consolidated income statement for the three months ended 31 March 2006 '000' PLN '000' PLN Sales Purchase of goods and changes in inventories ( ) ( ) Employee compensation and benefit expense (48 777) (41 222) Other operating costs (60 921) (55 824) Depreciation, amortisation and impairment charges (8 854) (7 939) Other gains - net Gain on disposal of available-for-sale investments Notes Operating loss (4 971) (4 930) Finance costs 3 (1 973) (551) Share of profit/(loss) of associates Loss before income tax (6 012) (5 373) Income tax expense 934 (422) Loss for the year (5 078) (5 795) Attributable to: Equity holders of the Company (5 572) (5 803) Minority interest (5 078) (5 795) Basic and diluted earnings per share from continuing operations attributable to the equity holders of the Company (not in thousands) 4 (0.05) (0.05) 5

6 Interim consolidated balance sheet as at 31 March 2006 ASSETS Notes '000' PLN '000' PLN Non current assets Property, plant and equipment Goodwill Other intangible assets Investments in associates Deferred income tax assets Derivative financial instruments Trade and other receivables Available-for-sale financial assets Current assets Inventories Trade and other receivables Derivative financial instruments Other financial instruments at fair value through profit or loss Cash and cash equivalents Total assets EQUITY Capital and reserves attributable to the Company's equity holders Share capital Other reserves (241) (4 363) Retained earnings (30 639) (25 067) Minority interest Total equity LIABILITIES Non current liabilities Payables Borrowings Deferred income tax liabilities Current liabilities Trade and other payables Current income tax liabilities Borrowings Derivative financial instruments Total liabilities Total equity and liabilities

7 Consolidated statement of changes in equity For the three months ended 31 March 2006 Attributable to equity holders of the Company Minority interest Total equity Share capital Other reserves Retained earnings Balance as at 1 January (4 363) (25 067) Cash flow hedges, net of tax Currency translation differences Net loss recognised directly in equity Loss for the year - - (5 572) 494 (5 078) Total loss recognised for (5 572) 494 (1 631) Share based payment remuneration programm Balance as at 31 March (241) (30 639) For the three months ended 31 March 2005 Attributable to equity holders of the Company Share capital Additional paid in capital Other reserves Retained earnings Minority interest Total equity Balance as at 1 January (1 135) (85 867) Cash flow hedges, net of tax Currency translation differences Net loss recognised directly in equity Loss for the period (5 803) 8 (5 795) Total loss recognised for (5 803) 8 (4 495) Balance as at 31 March (91 670)

8 Consolidated statement of cash flows for three months ended 31 March 2006 '000' PLN '000' PLN Loss from ordinary activities before taxation and minority interests (6 012) (5 373) Adjustments for: Depreciation, amortisation and impairment charges Profit on disposal of property, plant and equipment and intangibles Provisions (650) Financial costs - net (392) Gain on valuation of derivative financial instruments (4 863) - Profit on disposal of investments and operations - (723) Profit/(loss) participation in associates (932) (108) Operating earnings before working capital changes (1 579) Changes in working capital: Inventories (1 427) Trade and other receivables Trade and other payables (97 072) (64 428) Cash used in operations (62 977) (43 234) Interest paid (1 311) (1 345) Taxation paid (1 257) (1 444) Net cash used in operating activities (65 545) (46 023) Purchase of fixed assets (21 897) (13 514) Interest received Proceeds from disposal of fixed assets Net cash used in investing activities (20 525) (12 847) Proceeds from loans Related party financing (net) Repayment of borrowings (3 266) (2 797) Net cash from financing activities (1 549) 750 Net decrease in cash and cash equivalents (87 619) (58 120) Cash and cash equivalents at the beginning of the year Net decrease in cash and cash equivalents (87 619) (58 120) Effects of exchange rate changes on cash and cash equivalents Cash and cash equivalents at the end of the year Overdrafts included (30) - 8

9 Notes to the interim condensed consolidated financial information 1. Accounting policies Basis of preparation The interim condensed consolidated financial statements for the three months ended 31 March 2006 reflect the consolidated results, assets, liabilities and equity of the NFI Empik Media & Fashion Group. Accounting records and financial reporting framework The Group maintains its accounting records and prepares statutory financial information in accordance with local accounting and tax regulations. These interim condensed consolidated financial statements have been prepared based upon the Group`s accounting records in order to present the consolidated financial position, results of operations and of cash flows in accordance with International Financial Reporting Standards ("IFRS"). These interim condensed consolidated financial statements have been prepared in accordance with IAS 34, Interim Financial Reporting. The accounting policies used in the preparation of the interim condensed consolidated financial statements are consistent with those used in the consolidated financial statements for the year ended 31 December These interim condensed consolidated financial statements should be read in conjunction with the audited 31 December 2005 consolidated financial statements of the Group and the related notes. Costs that arise unevenly during the financial year are anticipated or deferred in the interim financial information only if it would be also appropriate to anticipate or defer such costs at the end of the financial year. The tax expense is recognised based on the best estimate of the weighted average annual income tax rate expected for the full financial year. The tax rate for the three month period ended 31 March 2006 is 19% ( %). All amounts, unless otherwise stated, are expressed in thousands of Polish zloties (PLN). The preparation of financial information requires management to make estimates and assumptions that affect the reported amount of assets and liabilities and disclosure of contingent assets and liabilities as at the date of the financial information and the reported amounts of income and expenditure during the reporting period. Actual results could differ from those estimates. Estimates are used principally when accounting for impairment of assets, depreciation and taxes. The fair value of financial instruments that are not traded in an active market (for example, the Sephora and Zara put options) is determined by using valuation techniques. The Group uses its judgement to select a variety of methods and makes assumptions that are mainly based on market conditions existing at the balance sheet date. The Group has used discounted cash flow analysis for various available for sale financial assets that were not traded in active markets. 9

10 Comparatives The Group previously presented in the period ended 31 March 2005 exchange gains and losses arising from operations within Finance income/(costs) net. Management believes that their presentation in Sales, Purchases of goods and changes in inventories, Other operating expenses and Other gains net are a fairer representation of the Group`s activities. This has led to an adjustment between the categories in 2005 of PLN 340. Accounting convention The consolidated financial statements have been prepared under the historical cost convention as modified by the fair-valuation of financial assets. Foreign currency transactions As discussed in the audited 31 December 2005 consolidated financial statements, the Group is exposed to risk relating to fluctuations of currencies other than PLN. The movement of key exchange rates affecting the financial position and performance of the Group during the reported periods were as follows: 31 March December March 2005 Closing rate Average rate Closing rate Average rate Closing rate Average rate EUR USD CZK GBP

11 2. Segment information Primary reporting format - business segments Three months ended Fashion & Media & Other Total 31 March 2006 Beauty Entertainment Group Sales Operating profit/segment result (8 260) (1 659) (4 971) Finance (costs)/income (2) (1 414) (556) (1 973) Share of profit of associates Profit/(loss) before income tax (7 330) (3 073) (6 012) Income tax expense 934 Loss for the priod (5 078) Minority interest 494 Loss attributable to equity holders (5 572) Total assets Total liabilities (99 770) ( ) (6 964) ( ) Other segment items Capital expenditure Depreciation Amortisation Impairment charge Other represents the results of NFI Empik Media & Fashion S.A. and EMF Investment Project Sp. z o.o., comprising principally overhead costs. Consolidation adjustments are included as well. 11

12 2. Segment information (cont.) Three months ended Fashion & Media & Other Total 31 March 2005 Beauty Entertainment Group Sales Operating profit/segment result (4 801) 788 (917) (4 930) Finance (costs)/income (373) (688) 510 (551) Share of profit of associates Profit/(loss) before income tax (5 174) 100 (299) (5 373) Income tax expense (422) Loss for the priod (5 795) Minority interest 8 Loss attributable to equity holders (5 803) Total assets * Total liabilities* ( ) ( ) (2 692) ( ) Other segment items Capital expenditure Depreciation Amortisation Impairment charge * This represents balances as at 31 December

13 3. Finance costs Interest income third party Interest income related party Interest expense third party (346) - Finance lease interest (1 546) (1 563) Net exchange differences (410) 531 Total (1 973) (551) Interest expense third party has arisen in respect of the Medium Term Notes issued between April and June Earnings per share Basic earnings per share is calculated by dividing the profit attributable to equity holders of the Group by the weighted average number of ordinary shares in issue during the year, excluding ordinary shares purchased by the Group and held as treasury shares. For the purposes of the calculation of the earnings per share, the number of shares issued by the NFI Hetman S.A. in exchange for the interest in the Retail and Distribution Group companies (100,027,989 shares) was assumed as the number of shares outstanding during the pre-combination period. The dilutive effect of the remuneration scheme of President of Management Board has been included in the calculation of the diluted earnings per share causing no differences as rounded to two decimal places Net loss attributable to shareholders (PLN) (5 572) (5 803) Weighted average number of shares (in thousands) Basic earnings per share (PLN not in thousands) (0.05) (0.05) Diluted earnings per share (PLN not in thousands) (0.05) - Diluted Diluted earning per share is calculated by adjusting the weighted average number of ordinary shares outstanding to assume conversion of all dilutive potential ordinary shares. Shares granted to the President of the Board constitute dilutive ordinary shares. 13

14 5. Other financial assets at fair value through the profit or loss Equity securities - UK On 25 October 2005, the Group signed a conditional agreement with Coffeeheaven International plc ( Coffeeheaven ), an UK based company quoted on the Alternative Investment Market in London as well as an owner and operator of coffee shops in the Polish market under the name Coffeeheaven, and which also operates in the Czech Republic and Latvia, whereby the Group purchased up to 10,045,455 shares in a forthcoming share capital increase of Coffeeheaven. The share capital increase took place on 23 November The transaction resulted in the Group owing 9.45 % of the newly increased share capital in Coffeeheaven. In the current period the Group recognised PLN of fair value gains. 6. Contingent liabilities and commitments The Group has a number of open litigation issues, arising from the disposal of entities held under the Mass Privatisation Programme. Bank Austria Creditanstalt, the former shareholder in Empik Media & Fashion S.A. has indemnified the Group against any liabilities arising from such litigation. As provided by general provisions of law, the tax authorities may, at any time, inspect the books and records within 5 years subsequent to the reported tax year, and, if any inaccuracies are found, may impose additional tax assessments and penalties. NFI Empik Media & Fashion SA's management is not aware of any circumstances which may give rise to a potential material liability in this respect. The Group s commitment in respect of HDS Wydawcy Prasy Sp. z o.o. is dealt with in note 29 of the IFRS consolidated financial information for the year ended 31 December The NFI Empik Media & Fashion Group also has contingent liabilities in respect of bank and other guarantees issued upon the request of the Group`s subsidiaries suretyships provided by NFI Empik Media & Fashion SA to guarantee rents and trade liabilities of its subsidiaries and other matters arising in the ordinary course of business. It is not anticipated that any material liabilities will arise from the contingent liabilities. 14

15 7. Related party transactions Flime Investment S.A. is an affiliate of Eastbridge B.V./S.a.r.l and Empik Centrum Investments S.A The Group is controlled by Empik Centrum Investments S.A. (incorporated in Luxembourg) which owns 59.36% of NFI Empik Media & Fashion S.A. s shares. The ultimate parent company publishing financial statements is Eastbridge B.V./S.a.r.l. (a company incorporated in the Netherlands with the principal place of business in Luxembourg). The ultimate controlling party of the Group is Mr Yaron Bruckner. Empik Centrum Investments S.A. and its subsidiaries, Eastbridge B.V./S.a.r.l. and its subsidiaries, are considered related parties for the purpose of the consolidated financial statements. Eastbridge BV/S.a.r.l. together with its subsidiaries, Flime Investments SA and Empik Centrum Investments SA (both incorporated in Luxembourg), own % of NFI Empik Media & Fashion SA`s shares. An additional 6.86 % of the shares are owned by NFI Empik Media & Fashion SA itself, which are in the process of being redeemed. Eastbridge BV/Sarl and Empik Centrum Investments S.A. and its subsidiaries, are considered related parties for the purpose of the consolidated financial statements. The balances arising from related party transactions at the reported dates were as follows: Short term receivables from Empik Centrum Investments S.A. & its subsidiaries Short term receivables from Eastbridge B.V./S.a.r.l. & its subsidiaries Short term liabilities to Empik Centrum Investments S.A. & its subsidiaries Short term liabilities to Eastbridge B.V./S.a.r.l. & its subsidiaries Revenues and costs arising from related party transactions during the reported periods were as follows: Operating lease rentals payable to Empik Centrum Investments S.A. subsidiaries Management fees payable to Eastbridge B.V./S.a.r.l

16 8. Post balance sheet events On 12 April 2006, the Group announced that the President of the Management Board sold 323,853 shares at a price of PLN per share. On 10 May 2006, the Group announced that its subsidiary, Empik Sp. z o.o., extended its loan agreement with ING Bank S.A. for EUR 10 million. The loan is to be repaid by 30 April 2007 and is secured by a put option which arose in respect of the disposal of 24% share holding in Sephora Polska Sp. z o.o. by Empik. The interest on the loan is EURIBOR plus 0.7% 9. Management Board remuneration Salaries Share based payments Total For the period ended 31 March 2006, the President and Management Board Member of the Group earned remuneration of respectively PLN 958 (including PLN 674 in respect of the share based remuneration programme) and PLN 166. For the period ended 31 March 2005, the amounts were PLN 167 and PLN 79 respectively. 16

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