Marco teórico

 In 2010

(1) Change in the carrying value of liabilities relates mainly to gains on the revaluation of bonds following the approval of the Safeguard plan.

This arises from the difference between the book value of bonds on the date of approval of the Safeguard plan (19 May 2010) amounting to EUR 388.9 million (net of own bonds EUR 11.2 million of own bonds) plus EUR 17.1 million accrued interest (net of own bonds EUR 1.3 million of own bonds) and the fair value of EUR 135.9 million of the termed out bonds (net of own bonds EUR 6.5 million).

Furthermore, the revaluation of the own bonds purchased after 19 May 2010 amounts to EUR 2.4 million. For further analysis see note 2.1 and note 18.

(2) Change in the fair value of derivative instruments essentially relates to movements in fair value of derivative instruments linked to bonds issued by the Group and in fair value of other derivatives (IRS and forwards). Please refer to note 18 and note 4.1 for further details.

(3) Change in the fair value of other financial assets essentially relates to financial assets at fair value through profit or loss.

It relates to:

 Investment in Endurance Fund compartments for EUR 0.3 million

 The non eliminated part of two loans granted to the Hospitality joint-venture has been fair valued on the basis of management estimates of the expected cash flows from the loan and the specific credit spread depending on the loan characteristics and the legal entity benefiting directly from the loan at closing date. A loss has been recognised for EUR 3.6 million.

 Reversal of impairment on an advance payment to third party valued at nil in 2009 and revalued at EUR 6.4 million in 2010, following the pledge of this loan on 10% of an SPV on an asset located in Russia.

(4) Other finance charges consist mainly of impairment of loan receivables registered in other current assets to third party (EUR -8.7 million), finance and legal fees relating to the financial restructuring, and bank charges.

 In 2009

(1) The non eliminated part of one loan granted to the Hospitality joint venture has been valued at amortised cost on the basis of management estimates of the expected cash flows from the loan and the specific credit spread depending on the loan characteristics and the legal entity benefiting directly from the loan at inception of the equity loan. A gain has been recognised for EUR 18.0 million.

(2) Change in the fair value of derivative instruments essentially relates to movements in fair value of derivative instruments linked to bonds issued by the Group and in fair value of other derivatives (IRS, options and forwards) (Please refer to note 18 and note 4.1 for further details).

(3) Change in the fair value of other financial assets essentially relates to financial assets at fair value through profit or loss.

It relates to:

 Investment in Endurance Fund compartments for EUR -19.8 million, of which EUR 2.5 million linked to a liquidity discount applied of 20%.

 The non eliminated part of two loans granted to the Hospitality joint venture has been fair valued on the basis of management estimates of the expected cash flows from the loan and the specific credit spread depending on the loan characteristics and the legal entity benefiting directly from the loan at closing date. A loss has been recognised for EUR 22.9 million.

(4) Other net finance charges consist primarily of restructuring fees, bank charges, overdrafts, and an impairment (EUR -1.4 million) of loan receivable from Vignette investment.

31 December 31 December

2010 2009

Change in carrying value of liabilities at amortised cost (1) 272,737 17,972 Change in fair value and realised result on derivative instruments (2) 6,173 -2,241 Change in fair value and realised result on other financial assets (3) 1,964 -43,712

Other net finance charges (4) -13,700 -8,719

Gain (loss) on other financial results 267,174 -36,700

Unaudited consolidated financial statements 24 Income taxes

Deferred income tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets against current tax liabilities and when the deferred income tax assets and liabilities relate to income taxes laid by the same taxation authority of either the taxable entity or different taxable entities where there is the intention to settle the balances on a net basis.

December 20 08 Scop e Variation Variation Other Change in % December 2 009

Intangible assets -2,151 - -1 - - -2,152

Tangible assets -142,093 2,748 50,308 - 114 -88,923

Financial assets 3,072 -502 963 - -50 3,483

Inventories -6,540 1,308 11,703 - -209 6,262

Current assets -3,930 385 -1,101 -870 -360 -5,876

Equity -1,277 - 2 -53 34 -1,294

Provisions -196 - 2,166 -495 -114 1,361

Long term debts -16,151 863 4,550 -187 -751 -11,676

Current debts 4,422 - 2,078 -45 -37 6,418

Recognized loss carry forward 4,292 - -9,458 - 80 -5,086

Total d eferred taxes -16 0,552 4,802 61,210 -1,650 -1,293 -97,483

Deferred tax assets 7,352 3,742

Current part 38 61

Non current part 7,314 3,681

Deferred tax liabilities -167,904 -101,225

Current part -2,645 -4,907

Non current part 165,259 -96,318

December 20 09 Scop e Variation Variation Change in % Currency translation

December 2 010

Intangible assets -2,152 - -3 - - -2,155

Tangible assets -88,923 1,571 -3,536 -412 -763 -92,062

Financial assets 3,483 - 3,214 626 84 7,407

Inventories 6,262 431 -4,096 391 24 3,012

Current assets -5,876 - -897 386 -52 -6,439

Equity -1,294 - -422 118 -13 -1,611

Provisions 1,361 - -1,670 295 - -14

Long term debts -11,676 - 2,622 827 -67 -8,294

Current debts 6,418 - -2,453 -138 31 3,858

Recognized loss carry forward -5,086 -796 -3,261 -1,128 -108 -10,380

Total d eferred taxes -9 7,483 1,206 -10,502 965 -864 -106,678

Deferred tax assets 3,742 114

Current part 61

Non current part 3,681 114

Deferred tax liabilities -101,225 -106,792

Current part -4,907 -6,635

Non current part -96,318 -100,157

 In 2010

The income tax rates in the Group vary from 14.50% in Hungary up to an average of 33.33% in France.

In 2010, the theoretical tax rate is 30.09% (24.52% in 2009) and the effective tax rate of the period is -3.54% (2009: 13.41%). The income tax loss recognized in the income statement amount to EUR -8.2 million and composed of EUR 1.3 million of current income tax revenue and EUR -9.5 million of deferred income taxes expenses arising essentially from reversal of deferred tax assets made following the booking of positive revaluations and impairments booked on properties (EUR 23.0 million).

Compared to 2009, some changes have been made on the following applicable tax rates, due to new tax legislation:

 In 2009

The income tax rates in the Group vary from 16% in Hungary up to an average of 33.33% in France.

In 2009, the theoretical tax rate is 24.52% (23.08% in 2008) and the effective tax rate of the period is 13.41% (2008: 9.84%). The income tax benefit recognized in the income statement amount to EUR 48.9 million and composed of EUR 8.1 million of current income tax expenses and EUR 57.0 million of deferred income taxes gain arising essentially from reversal of deferred tax liabilities made following the booking of negative revaluations and impairments booked on properties (EUR 62.0 million).

December December

2010 2009

Profit /(Loss) before tax 230,820 -364,374

Tax calculated at domestic rates applicable to profits in

the respective countries 69,450 -89,339

Tax effects of:

Untaxed gains or losses -113,178 1,569

Undeductible charges and interests 3,525 3,066

Unrecognised loss carry forward 48,629 33,388

Other income tax - -132

Remeasurement of deferred tax - change in tax rates -965 1,292

Adjustments from previous years 704 1,298

Tax benefit / charge 8,165 -48,858

2010 2009 2010 2009

Croatia 20.00% 20.00% 20.00% 20.00%

Czech Republic 19.00% 20.00% 19.00% 19.00%

France 33.33% 33.33% 33.33% 33.33%

Germany 30.17% 30.17% 30.17% 30.17%

Hungary 14.50% 16.00% 10.00% 19.00%

Luxembourg 30.84% 30.84% 28.80% 30.84%

Poland 19.00% 19.00% 19.00% 19.00%

Russia 20.00% 20.00% 20.00% 20.00%

Slovakia 19.00% 19.00% 19.00% 19.00%

Income Tax Rates Deferred Tax rates

Unaudited consolidated financial statements 25 Earnings per share

Basic earnings per share is calculated by dividing the profit loss attributable to 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.

Diluted earnings per share is calculated adjusting the weighted average number of ordinary shares outstanding to assume conversion of all dilutive potential ordinary shares.

In December 2009, 833 084 Warrants have been attributed to Management (see note 31 on IAS 24 – Related Parties).

As a result of the Safeguard procedure, all debts of the Company were frozen until the approval of the Safeguard plan. As a result, the conversion of the convertible bonds were suspended and were not taken into account in 2009 in the calculation of the diluted Earning Per Share.

The warrants 2012 and 2014 were not taken into account in the EPS calculation as the conversion of the warrants had an anti-dilutive impact in 2009 and 2010.

26 Equity holders