Qatar Telecom (Qtel) Q.S.C. UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS 30 September 2008 Qatar Telecom (Qtel) Q.S.C. INTERIM CONSOLIDATED INCOME STATEMENT For the Nine months Ended 30 September 2008 Three months ended 30 September 2007 2008 Nine months ended 30 September 2007 2008 (Unaudited) (Unaudited) QR’000 QR’000 QR’000 6,163,625 2,888,418 14,274,371 6,902,898 105,706 56,718 267,756 191,065 General and administrative expenses (3,012,663) (1,131,603) (6,448,058) (2,658,143) Other operating expenses (1,636,500) (827,884) (3,874,914) (1,805,753) (470,471) (310,069) (1,188,937) (661,564) Notes Revenue 18 Other income Finance costs QR’000 Share of results of associates 9 (5,119) 20,860 (32,260) 57,416 Royalties 5 (234,162) (155,829) (658,036) (490,877) 910,416 540,611 2,339,922 1,535,042 Equity holders of the parent 651,048 412,199 1,830,967 1,299,490 Minority interests 259,368 128,412 508,955 235,552 910,416 540,611 2,339,922 1,535,042 4.46 3.60 14.65 11.36 PROFIT FOR THE PERIOD Attributable to: Basic and diluted earnings per share 6 (attributable to equity holders of the parent) (expressed in QR per share) The attached notes 1 to 18 form part of these interim condensed consolidated financial statements 2 Qatar Telecom (Qtel) Q.S.C. INTERIM CONSOLIDATED BALANCE SHEET At 30 September 2008 Notes 30 September 2008 (Unaudited) QR’000 31 December 2007 (Audited) QR’000 ASSETS Non-current assets Property, plant and equipment 7 24,038,176 9,462,192 Intangible assets 8 33,749,472 26,547,074 Investment in associates 9 2,912,038 2,523,960 2,422,220 2,333,384 Other financial assets 765,727 143,848 Deferred tax asset 441,812 380,602 64,329,445 41,391,060 253,130 127,616 3,917,470 2,105,184 Available-for-sale investments Current assets Inventories Accounts receivable and prepayments Amounts due from liquidator - Bank balances and cash TOTAL ASSETS 389,640 7,141,302 3,250,092 11,311,902 5,872,532 75,641,347 47,263,592 EQUITY AND LIABILITIES Attributable to equity holders of the parent Share capital 10 1,466,667 1,000,000 Legal reserve 10 6,494,137 1,000,000 Fair value reserve 642,266 600,759 Translation reserve 772,551 743,675 5,086,429 3,555,462 14,462,050 6,899,896 Minority interests 16,166,763 9,605,706 Total equity 30,628,813 16,505,602 Retained earnings Continued…. The attached notes 1 to 18 form part of these interim condensed consolidated financial statements 3 Qatar Telecom (Qtel) Q.S.C. INTERIM CONSOLIDATED BALANCE SHEET (continued) At 30 September 2008 30 September 2008 (Unaudited) QR’000 31 December 2007 (Audited) QR’000 26,954,734 20,904,031 Employee benefit liabilities 520,572 191,075 Deferred tax liability 611,079 Notes Non-current liabilities Interest bearing loans and borrowings 11 Other liabilities - 2,857,039 66,454 30,943,424 21,161,560 10,198,068 7,381,874 1,746,863 1,134,786 447,142 358,624 1,677,037 721,146 14,069,110 9,596,430 Total liabilities 45,012,534 30,757,990 TOTAL EQUITY AND LIABILITIES 75,641,347 47,263,592 Current liabilities Accounts payable and accruals Current account with State of Qatar Deferred income Interest bearing loans and borrowings 11 ……………………………………….. ……………………………………. Abdullah Bin Mohamed Bin Saud Al-Thani Chairman Ali Shareef Al-Emadi Member of the Board The attached notes 1 to 18 form part of these interim condensed consolidated financial statements 4 Qatar Telecom (Qtel) Q.S.C. INTERIM CONSOLIDATED STATEMENT OF CASH FLOWS For the Nine months Ended 30 September 2008 Notes For the nine months ended 30 September 2007 2008 Unaudited QR’000 QR’000 OPERATING ACTIVITIES 6,126,287 (48,732) (416,861) 1,285,112 2,897,546 (56,005) (381,481) 2,382,802 6,945,806 (1,188,937) (2,332) 4,842,862 (661,564) (2,665) 5,754,537 4,178,633 (2,932,147) (1,091,913) (2,484,210) (4,005) (92,908) (143,185) (684) 7,165 68,146 (62,912) 221,503 (1,106,448) (2,277,974) (12,938,411) (364,150) (2,329,123) (114,535) (32,659) 17,793 301,706 868 109,348 (6,515,150) (18,733,585) Net movements in interest bearing loans and borrowings Dividends paid to equity holders of the parent Dividends paid to minority interests Minority interest holders’ contributions Net movement in minority interests Proceeds from rights issue (556,946) (200,000) (151,538) 279,038 (20,661) 5,860,804 17,291,861 (775,000) 44,932 11,352 - Net cash from financing activities 5,210,697 16,573,145 INCREASE IN CASH AND CASH EQUIVALENTS 4,450,084 2,018,193 Net foreign exchange differences Cash and cash equivalents at 1 January (553,728) 3,235,165 22,544 1,416,683 7,131,521 3,457,420 Operating profit before working capital changes Inventories Receivables Payables 12 Cash from operations Finance costs paid Employees’ end of service benefits paid Net cash from operating activities INVESTING ACTIVITIES Purchase of property, plant and equipment Additions to intangible assets Acquisition of subsidiaries, net of cash acquired Acquisition of minority interests Investments in associates Purchase of available-for-sale investments Net movement in deferred tax Proceeds from disposal of plant and equipment Proceeds from sale of available-for-sale investments Net movement in other financial assets Dividend and interest income 3.1 Net cash used in investing activities FINANCING ACTIVITIES CASH AND CASH EQUIVALENTS AT 30 SEPTEMBER 13 The attached notes 1 to 18 form part of these interim condensed consolidated financial statements 5 Qatar Telecom (Qtel) Q.S.C. INTERIM CONSOLIDATED STATEMENT OF CHANGES IN EQUITY For the Nine months Ended 30 September 2008 Attributable to equity holders of the parent At 1 January 2008 (Audited) Share capital QR’000 Legal reserve QR’000 1,000,000 Fair value reserve QR’000 Translatio n reserve QR’000 1,000,000 600,759 Retained earnings QR’000 Total QR’000 Minority interests QR’000 Total equity QR’000 743,675 3,555,462 6,899,896 9,605,706 16,505,602 18,629 22,878 28,876 (16,172) (117) 128,919 2,457 22,761 157,795 Net fair value reserve movement in available-for-sale investments Net gain on cash flow hedge Net movement in translation reserve - - 18,629 22,878 - 28,876 - Total expenses for the period recognised directly in equity Profit for the period - - 41,507 - 28,876 - 1,830,967 70,383 1,830,967 112,630 508,955 183,013 2,339,922 28,876 - 1,830,967 (200,000) (100,000) 1,901,350 (200,000) 5,860,804 - 621,585 (151,538) 279,038 5,832,633 (20,661) 2,522,935 (351,538) 5,860,804 279,038 5,832,633 (20,661) 14,462,050 16,166,763 30,628,813 Total income and expenses for the period Final dividend paid for 2007 (Note 14) Capitalisation of bonus shares for 2007 (Note 14) Rights shares issued Contributions Acquisition of minority interests (Notes 3.1) Net movement in minority interests At 30 September 2008 (Unaudited) 100,000 366,667 - 5,494,137 - 41,507 - 1,466,667 6,494,137 642,266 - 772,551 5,086,429 Continued…. The attached notes 1 to 18 form part of these interim condensed consolidated financial statements 6 Qatar Telecom (Qtel) Q.S.C. INTERIM CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (continued) For the Nine months Ended 30 September 2008 Share capital QR’000 At 1 January 2007 (Audited) 1,000,000 Attributable to equity holders of the parent Legal Fair value Translation Retained reserve reserve reserve earnings QR’000 QR’000 QR’000 QR’000 888,761 327,185 90 Net fair value reserve movement in available-for-sale investments Net gain on cash flow hedge Net movement in translation reserve - - 157,110 (2,187) - Total expenses for the period recognised directly in equity Profit for the period - - 154,923 - - Total income and expenses for the period Final dividend paid for 2006 (Note 14) Contributions Acquisition of minority interests Equity adjustments to minority interests Net movement in minority interests Transfer to legal reserve Interim dividend declared for 2007 (Note 14) - 98,894 - 154,923 (6) - - 987,655 482,102 At 30 September 2007 (Unaudited) 1,000,000 The attached notes 1 to 18 form part of these interim condensed consolidated financial statements 7 7,619 2,775,951 - Total QR’000 Minority interests QR’000 Total equity QR’000 4,991,987 60,783 5,052,770 157,110 (2,187) 7,619 (909) (1,747) (8,675) 156,201 (3,934) (1,056) 7,619 1,299,490 162,542 1,299,490 (11,331) 235,552 151,211 1,535,042 7,619 1,299,490 (575,000) (260) (98,894) (200,000) 1,462,032 (575,000) (266) (200,000) 224,221 44,932 2,492,575 266 11,352 - 1,686,253 (575,000) 44,932 2,492,575 11,352 (200,000) 7,709 3,201,287 5,678,753 2,834,129 8,512,882 Qatar Telecom (Qtel) Q.S.C. NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS At 30 September 2008 1 CORPORATE INFORMATION AND principal activities Qatar Public Telecommunications Corporation was formed on 29 September 1987 by Law No. 13 of 1987 to provide domestic and international telecommunication services within the State of Qatar. The Corporation was transformed into a Qatari Shareholding Company under the name of Qatar Telecom (Qtel) Q.S.C. (the “Company”) on 25 November 1998, pursuant to Law No.21 of 1998. Under that Law, Qatar Telecom (Qtel) Q.S.C. is exclusively entitled to provide domestic and international telecommunication services in Qatar for a period of 15 years and has the right to own, operate, maintain and develop telecommunications network in Qatar. Under Law No. 21 of 1998 the Company is not subject to taxation on its earnings for a period of ten years commencing 1 January 1999. The privileges granted to Qatar Telecom (Qtel) Q.S.C. under Law No. 21 of 1998 shall be cancelled from the effective date of Law No. 34 of 2006 issued on 6 November 2006. In accordance with this Law, the powers and competencies previously vested on Qatar Telecom (Qtel) Q.S.C. in connection with the organization of telecommunications shall pass to the Supreme Council and also the payment of the annual fee prescribed under Article 4 of Law No. 6 of 2002 shall be discontinued from the date another operator licensed under the Law commences telecommunications activities. The interim condensed consolidated financial statements of the Group for the nine months ended 30 September 2008 were authorised for issue by a Board Member and the Chairman on 21 October 2008. The principal subsidiaries of the Group, incorporated in the interim consolidated financial statements of Qatar Telecom (Q-Tel) Q.S.C are as follows: Name of subsidiary Qtel Investment Holdings B.S.C. Qtel International Investment L.L.C. Qtel International L.L.C. Qatar Southeast Asia Holding S.P.C (QSEAS) (iii) Q- Tel West Bay Holding P.S.C Wi Tribe Asia Limited (“WiTA”) Indonesia Communications Pte Ltd., Singapore (“ICLS”) Indonesia Communications Ltd., Mauritius (“ICLM”) TDC – Qtel MENA Investcom B.S.C. Omani Qatari Telecommunications Company S.A.O.C. National Mobile Telecommunications Company K.S.C (“Wataniya Telecom”) Wataniya International FZ – LLC (WTI) Wataniya Telecom Maldives (WTM) Wataniya Telecom Algerie S.P.A. (WTA) (i) WARF Telecom International Private limited (WARF) (i) Public Telecommunication Company Ltd. (PTC) (i) Wataniya Palestine Mobile Telecom Limited (i) Raywood Incorporation (Raywood) (ii) AL Rowad General Services Limited (AL Rowad) (ii) Asia Cell for Communication L.L.C. (“ACL, Iraq” ) (ii) Wi Tribe Limited (“WiT”) Wi Tribe Limited (Private Shareholding Company) Wi Tribe Limited Country of incorporation Group effective shareholding percentage 31 December 30 September 2007 2008 Bahrain Qatar Qatar Bahrain Bahrain Cayman Islands Singapore Mauritius Bahrain Sultanate of Oman 100% 100% 100% 100% 100% 100% 100% 100% 79.4% 55.6% 100% 100% 100% 79.4% 55.6% Kuwait Dubai Maldives Algeria Maldives Saudi Arabia Palestine Cayman Islands Iraq Iraq Cayman Islands Jordan Pakistan 51.0% 51.0% 51.0% 45.2% 33.2% 28.4% 29.1% 61.2% 61.2% 30.0% 77.5% 77.5% 77.5% 51.0% 51.0% 51.0% 45.2% 33.2% 28.4% 29.1% 61.2% 61.2% 30.0% 77.5% 77.5% 58.1% 8 Qatar Telecom (Qtel) Q.S.C. NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS At 30 September 2008 1 CORPORATE INFORMATION AND PRINCIPAL ACTIVITIES (continued) Group effective shareholding percentage 31 December 30 September 2007 2008 Name of subsidiary Country of incorporation PT Indosat Tbk (iii) Indonesia 40.8% - Indosat Finance Company B.V. (“IFB”) (iii) Amsterdam 40.8% - Indosat International Finance Company B.V. (“IIFB”) (iii) Amsterdam 40.8% - Indosat Singapore Pte. Ltd. (“ISP”) (iii) Singapore 40.8% - PT Indosat Mega Media (“IMM”) (iii) Jakarta 40.8% - PT Satelindo Multi Media (“SMM”) (iii) Jakarta 40.7% - PT Aplikanusa Lintasarta (“Lintasarta”) (iii) Jakarta 29.5% - PT Starone Mitra Telekomunikasi (“SMT”) (iii) Semarang 22.6% - 16.2% - PT Artajasa Pembayaran Elektronis (“APE”) (iii) Jakarta Notes (i) The Group has the power, indirectly through Wataniya Telecom, to govern the financial and operating policies of Wataniya Telecom Algerie S.P.A. (WTA), WARF Telecom International Private limited (WARF), Public Telecommunication Company Ltd. (PTC) and Wataniya Palestine Mobile Telecom Limited and accordingly, these companies have been considered as subsidiaries of the Group. (ii) The Group incorporated Raywood Incorporation (“Raywood”), a special purpose entity registered in Cayman Islands with 61% voting interest to carry out investment activities in Iraq. Raywood established Al Rowad General Services Limited (“AL Rowad”) in Iraq as a wholly owned subsidiary to acquire 49% voting interests in Asia Cell for Communications L.L.C. (“ACL, Iraq), a newly incorporated company with license to provide telecommunication services in Iraq. The Group has the power to govern the financial and operating policies of ACL, Iraq by virtue of the shareholders’ agreements through Raywood and, accordingly ACL, Iraq is considered as a subsidiary of the Group. (iii) The Group incorporated Qatar Southeast Asia Holding S.P.C (QSEAS), a special purpose entity registered in Bahrain to acquire 40.8% of PT Indosat Tbk, a telecommunication company operating in Indonesia through Indonesia Communications Pte Ltd., Singapore (“ICLS”) and Indonesia Communications Ltd., Mauritius (“ICLM”). The Group has the power to govern the financial and operating policies by virtue of the share purchase agreement dated 6 June 2008 and accordingly, PT Indosat Tbk is considered as a subsidiary of the Group. The Group through PT Indosat Tbk has the power to govern the financial and operating policies of the following companies and accordingly, these companies have been considered as subsidiaries of the Group. • Indosat Finance Company B.V. (“IFB”) • Indosat International Finance Company B.V. (“IIFB”) • Indosat Singapore Pte. Ltd. (“ISP”) • PT Indosat Mega Media (“IMM”) • PT Satelindo Multi Media (“SMM”) • PT Aplikanusa Lintasarta (“Lintasarta”) • PT Starone Mitra Telekomunikasi (“SMT”) • PT Artajasa Pembayaran Elektronis (“APE”) 9 Qatar Telecom (Qtel) Q.S.C. NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS At 30 September 2008 2 2.1 BASIS OF PREPARATION AND SIGNIFICANT ACCOUNTING POLICIES BASIS OF PREPARATION The interim condensed consolidated financial statements for the nine months ended 30 September 2008 have been prepared in accordance with IAS 34 Interim Financial Reporting. The interim condensed consolidated financial statements are prepared in Qatar Riyals, which is the Group’s presentation currency and all values are rounded to the nearest thousands (QR’000) except when otherwise indicated. The interim condensed consolidated financial statements do not include all information and disclosures required in the annual financial statements and should be read in conjunction with the Group’s annual financial statements as at 31 December 2007. In addition, results for the nine months ended 30 September 2008 are not necessarily indicative of the results that may be expected for the financial year ending 31 December 2008. 2.2 SIGNIFICANT ACCOUNTING POLICIES The accounting policies adopted in the preparation of the interim condensed consolidated financial statements are consistent with those used in the preparation of the Group’s annual financial statements for the year ended 31 December 2007. 10 Qatar Telecom (Qtel) Q.S.C. NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS At 30 September 2008 3 BUSINESS COMBINATIONS Acquisition of PT Indosat Tbk On 6 June 2008, the Group acquired 40.8% of the voting shares of PT Indosat Tbk and exercised beneficiary ownership. Subsequent to the acquisition upon completion of legal formalities in respect of the acquisition, the Group obtained the legal ownership rights on 22 June 2008. PT Indosat Tbk is a Indonesian Shareholding Company listed in the Indonesia Stock Exchange which along with its subsidiaries is engaged in providing telecommunication services such as cellular services, fixed telecommunications, multimedia, data communication and internet services primarily in Indonesia. The acquisition has been accounted for using the purchase method of accounting. The fair value of the identifiable assets and liabilities of PT Indosat Tbk at the date of acquisition were: (Unaudited) QR’000 Property, plant and equipment (Note 7) Goodwill (Note 8) Intangible assets (Note 8) Investment in associates Available-for-sale investments Deferred tax asset Other non-current financial assets Inventories Accounts receivable and prepayments Cash and cash equivalents 13,108,251 857,811 3,914,115 110 1,050 36,924 558,967 76,782 983,024 3,658,832 23,195,866 Interest bearing loans and borrowings Employees’ benefit liabilities Deferred tax liability Other non-current liabilities Accounts payable and accruals Other current liabilities Minority interests 7,568,686 235,796 587,477 620,813 3,953,026 448,423 5,836,638 19,250,859 Net assets acquired Goodwill arising on acquisition (Note 8) 3,945,007 1,838,142 Cost of business combination, net of adjustment 5,783,149 Cost of business combination, net of adjustment is arrived as follows: Cash paid for business combination Less: Share of capital gains deducted from the cost of business combination (Note 9) 6,143,042 (359,893) 5,783,149 Net cash outflow on acquisition: Net cash acquired with the subsidiary Cash paid 3,658,832 (6,143,042) (2,484,210) 11 Qatar Telecom (Qtel) Q.S.C. NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS At 30 September 2008 3 BUSINESS COMBINATIONS (continued) Acquisition of PT Indosat Tbk (continued) The initial accounting for the above acquisition is only provisional at the period end as the fair value to be assigned to the acquiree’s identifiable assets and liabilities could be determined only provisionally. The Group will recognise any adjustments to those provisional values as a result of completing the initial accounting within twelve months of the date of the acquisition date, and with effect from the acquisition date. From the date of acquisition, Indosat Tbk contributed QR 245,423,000 to the profit of the Group. The costs of the investment in PT Indosat Tbk as at the reporting date amounted to QR 6,143,042,000. Included in the costs of the investment are directly attributable costs with respect to the acquisition amounting to QR 43,716,000. If the business combination had taken place at the beginning of the year, the profit for the group would have been QR 2,719,926,000 and revenue from continuing operations would have been QR 17,262,372,000. 4 INTEREST IN A JOINT VENTURE The Group’s subsidiary Wataniya Telecom has a 50% equity shareholding with equivalent voting power in Tunisiana, a joint venture established in Tunisia. The following amounts are included in the Group’s financial statements as a result of the proportionate consolidation of Tunisiana: Share of joint venture’s balance sheet: Current assets Non-current assets Current liabilities Non-current liabilities Carrying amount of the net assets 30 September 2008 (Unaudited) QR’000 31 December 2007 (Audited) QR’000 385,567 1,278,717 (577,358) (348,528) 336,166 1,347,725 (493,587) (475,902) 738,398 714,402 Three months ended 30 September 2007 2008 Nine months ended 30 September 2007 2008 (Unaudited) Share of joint venture’s income statement: Revenue Other income General and administrative expenses Finance costs Profit for the period (Unaudited) QR’000 QR’000 QR’000 QR’000 381,523 (272,252) (9,768) 268,758 5 (222,322) (9,991) 1,034,086 (772,095) (32,060 556,649 430 (455,602) (20,388) 99,503 36,450 229,931 81,089 12 Qatar Telecom (Qtel) Q.S.C. NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS At 30 September 2008 5 ROYALTIES Three months ended 30 September 2007 2008 Nine months ended 30 September 2007 2008 (Unaudited) QR’000 QR’000 (Unaudited) QR’000 QR’000 Royalty to the Government of State of Qatar Royalty to the Government of Sultanate of Oman 217,017 17,145 137.399 18,430 610,323 47,713 435,930 54,947 234,162 155,829 658,036 490,877 In accordance with Law No. 6 of 2002, effective 1 January 2005, Qtel is liable to pay royalty to the Government of the State of Qatar for the exclusive right to provide telecommunication services in the State of Qatar. However, in accordance with Law No. 34 of 2006 issued on 6 November 2006, the payment of royalty to the Government of the State of Qatar shall be discontinued from the date another operator licensed under the Law commences telecommunication activities. Additionally, in accordance with the terms of a licence granted to Omani Qatari Telecommunications Company S.A.O.C. to operate wireless telecommunication services in the Sultanate of Oman, royalty is payable to the Government of the Sultanate of Oman, effective March 2005. 6 BASIC AND DILUTED EARNINGS PER SHARE Basic earnings per share is calculated by dividing the profit for the period attributable to equity holders of the parent by the weighted average number of shares outstanding during the period. There were no potentially dilutive shares outstanding at any time during the period and, therefore, the dilutive earnings per share is equal to the basic earnings per share. Three months ended 30 Nine months ended 30 September September 2007 2007 2008 2008 (Unaudited) (Unaudited) Profit for the period attributable to equity holders of the parent (QR’000) 412,199 1,299,490 651,048 1,830,967 Weighted average number of shares ( 000’s) 145,965 114,400 124,999 114,400 4.46 3.60 14.65 11.36 100,000 10,000 35,965 100,000 10,000 4,400 100,000 10,000 14,999 100,000 10,000 4,400 145,965 114,400 124,999 114,400 Basic and diluted earnings per share (QR) The weighted average number of shares has been calculated as follows: Qualifying shares at 1 January (000’s) Effect of bonus share issue (000’s) Effect of rights issue (000’s) During the current period, the Group issued and allocated bonus shares and rights issue shares and accordingly, the previously reported earnings per share has been restated. If the effect of the said additional shares issue during the period was not considered on the earnings per share of the previous period, the earnings per share for the three months period and nine months period ended 30 September 2007 would have been QR 4.12 per share and QR 12.99 respectively. 13 Qatar Telecom (Qtel) Q.S.C. NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS At 30 September 2008 7 PROPERTY, PLANT AND EQUIPMENT 30 September 2008 (Unaudited) QR’000 31 December 2007 (Audited) QR’000 Net book value at beginning of the period/year Acquired through acquisition of subsidiaries (Notes 3) Additions Disposals Depreciation for the period/year Exchange adjustment 9,462,192 13,108,251 2,932,147 (4,297) (1,754,604) 294,487 3,043,280 5,597,811 2,062,225 (85,167) (1,135,847) (20,110) Net book value at the end of the period/year 24,038,176 9,462,192 8 INTANGIBLE ASSETS 30 September 2008 (Unaudited) QR’000 31 December 2007 (Audited) QR’000 Net book value at beginning of the period/year Acquired through acquisition of subsidiaries (Notes 3) Acquired through acquisition of minority interest Additions Amortisation for the period/year Exchange adjustment 26,547,074 6,610,068 1,091,913 (951,882) 452,299 353,658 22,206,460 194,690 4,603,465 (709,031) (102,168) Net book value at the end of the period/year 33,749,472 26,547,074 9 INVESTMENTS IN ASSOCIATES The Group has the following investment in associates: Country of Principal activity Ownership 2007 incorporation 2008 Managed Service Provider delivering technology solutions in the enterprise data market United State of America 38.16% 38.16% Holding company Singapore 25.00% 25% Satellite based telecommunication services Indonesia 26.67% - PT Swadharma Marga Inforindo Property rental services Indonesia 20.00% - Liberty Telecoms Holdings Inc. (“LTHI”) Telecommunication services Philippines 27.12% - Navlink, Inc., a Delaware Corporation Asia Mobile Holding Pte Ltd (“AMH”) PT Multi Media Asia Indonesia 14 Qatar Telecom (Qtel) Q.S.C. NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS At 30 September 2008 Notes: (i) On 1 March 2007, the Group acquired a 25% stake in AMH. AMH is the holding company for ST Telemedia’s stake in Star Hub Ltd., Singapore. AMH was also the holding company of PT Indosat Tbk., Indonesia, prior to its sale (see below). On 6 June 2008, AMH disposed of its stake in PT Indosat Tbk to the Group. The Group share of the gain resulting from such disposal included in the results of AMH amounting to QR 359,893,000 has been deducted from the acquisition cost of investments of PT Indosat Tbk (Note 3.1). (ii) On 8 May 2008, the Group acquired 27.12% of LTHI, a Philippines shareholding Company which is engaged in providing telecommunication services in Philippines. LTHI was treated as a subsidiary of the Group in the previous quarter. Taking into account the current effective holding of 27.12%, LTHI is accounted for as an associate of the Group in the financial statements. (ii) The following table is the summarised financial information of the Group’s investments in the associates. 30 September 2008 (Unaudited) QR’000 Share of associates’ balance sheet: Current assets Non-current assets Current liabilities Non-current liabilities 31 December 2007 (Audited) QR’000 2,001,283 2,470,942 (1,577,440) (1,109,017) 1,301,133 6,211,400 (1,389,411) (4,642,203) Net assets Unimpaired goodwill 1,785,768 1,126,270 1,480,919 1,043,041 Carrying amount of the investment 2,912,038 2,523,960 Three months ended 30 September 2007 2008 Nine months ended 30 September 2007 2008 (Unaudited) Share of associates’ revenues and results: Revenues Results (Unaudited) QR’000 QR’000 QR’000 346,016 687,892 1,054,569 1,554,821 (5,119) 20,860 (32,260) 57,416 QR’000 15 Qatar Telecom (Qtel) Q.S.C. NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS At 30 September 2008 10 SHARE CAPITAL 30 September 2008 (Unaudited) QR’000 31 December 2007 (Audited) QR’000 Authorised Ordinary shares of QR 10 each At 1 January Increase in shares 1,000,000 1,000,000 1,000,000 - At end of the period / year 2,000,000 1,000,000 Issued and fully paid up Ordinary shares of QR 10 each At 1 January Issue of bonus shares Issue of right shares 1,000,000 100,000 366,667 1,000,000 - At the end of the period / year 1,466,667 1,000,000 Notes: (i) The Government of the State of Qatar owns 55% of the share capital. (ii) During the period, the shareholders resolved at the Annual General meeting held on 23 March 2008 to increase the authorised share capital by QR 1,000,000,000 by the creation of 100,000,000 ordinary shares at QR 10 each. (iii) Consequent to the Annual General meeting, the Board of Directors of the Group called for a right issue of 36,666,667 in the ratio of one is to three (1:3) with a premium of QR 150 per share on 8 June 2008 and accordingly, the allotment was made on 3 July 2008. (iv) The share premium arising out of the rights issue is included in legal reserve. 11 INTEREST BEARING LOANS AND BORROWINGS 30 September 2008 (Unaudited) QR’000 Long term loans from banks Bank overdrafts Less: Deferred financing costs 31 December 2007 (Audited) QR’000 28,721,789 9,781 (99,799) 21,720,303 14,927 (110,053) 28,631,771 21,625,177 Presented in the balance sheet as follows: Current portion Non-current portion 16 1,677,037 26,954,734 721,146 20,904,031 28,631,771 21,625,177 Qatar Telecom (Qtel) Q.S.C. NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS At 30 September 2008 12 OPERATING PROFIT BEFORE WORKING CAPITAL CHANGES Notes Profit for the period Adjustments for: Depreciation and amortisation Dividend and interest income Profit on sale of available-for-sale investments Profit on disposal of plant and equipment Finance costs Provision for employees’ end of service benefits Share of results of associates 13 9 For the nine months ended 30 September 2007 2008 (Unaudited) QR’000 QR’000 2,339,922 1,535,042 2,706,486 (221,503) (10,290) (2,868) 1,188,937 93,343 32,260 904,859 (109,348) (68,382) (4,655) 661,564 35,882 (57,416) 6,126,287 2,897,546 CASH AND CASH EQUIVALENTS For the purpose of the interim condensed consolidated statement of cash flows, cash and cash equivalents comprise of the following amounts: For the nine months ended 30 September 2007 2008 (Unaudited) QR’000 QR’000 Bank balances and cash Bank overdrafts 14 7,141,302 (9,781) 3,490,503 (33,083) 7,131,521 3,457,420 DIVIDENDS AND BONUS SHARES During the current period, the following were approved at the Annual General Assembly held on 23 March 2008: Dividends: The Group paid a final dividend of QR 2 per share totalling QR 200 million relating to the year 2007 (2007 : QR 5.75 per share totalling QR 575 million relating to the year 2006 and interim dividend declared for 2007 QR 2 per share totalling QR 200 million). Bonus Shares: The Group issued a 10% bonus share of the share capital as at 31 December 2007 amounting to QR 100 million (2006: Nil). 17 Qatar Telecom (Qtel) Q.S.C. NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS At 30 September 2008 15 COMMITMENTS Capital expenditure commitments 30 September 2008 (Unaudited) QR’000 31 December 2007 (Audited) QR’000 Estimated capital expenditure budgeted for at balance sheet date but not provided for: Property, plant and equipment 16 2,856,043 1,654,871 CONTINGENT LIABILITIES 30 2008 (Unaudited) QR’000 31 December 2007 (Audited) QR’000 Letters of guarantee 611,995 660,208 Letters of credit 158,938 141,720 10,488 1,519 Claims against the Group not acknowledged as debts During 2003, the Ministry of Communications, Kuwait (“MOC”) filed a case against Wataniya Telecom, claiming network license fee on its subscriber base, under the Ministerial decision No. 168/97. The case was dismissed by the Court of first instance and subsequently dismissed by the Court of Appeal. MOC has filed a cessation motion against the verdict seeking the appointment of an expert to determine the entitlement arising from the above ministerial decision and such decision has not yet been cancelled or annulled. The Group, based on management’s best estimate, has recognised an accrual of QR.754,690,000 at 30 September 2008 towards the amount required to settle the present obligation of network license fees to MOC. According to the Company’s legal advisors and under Jakarta Stock Exchange regulations, the Company will be required to make a tender offer, which is expected to increase its existing shareholding interest of 40.8% in PT Indosat Tbk. A regulatory decision regarding the terms and potential limits of the offer is anticipated shortly. 17 RELATED PARTY DISCLOSURES Related party transactions Related parties represent associated companies including Government and semi Government agencies, associate, major shareholders, directors and key management personnel of the Group, and companies of which they are principal owners. In the ordinary course of business the Group enters into transactions with related parties. Pricing policies and terms of transactions are approved by the Group’s management. 18 Qatar Telecom (Qtel) Q.S.C. NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS At 30 September 2008 18 SEGMENT INFORMATION Business Segments The segment information is presented based on the Group’s reporting structure and comprises of Wireless Services and Wireline Services and is disclosed after elimination of inter company transactions. Three months ended 30 September 2008 (Unaudited) Wireless Services QR’000 Revenue 5,655,731 Contribution 1,373,766 Wireline Services QR’000 507,894 131,167 Other income Share of results of associates Royalties Profit for the period Contribution Wireless Services QR’000 Wireline Services QR’000 Total QR’000 6,163,625 12,900,538 1,373,833 14,274,371 1,504,933 3,424,234 578,008 4,002,242 Total QR’000 Unallocated costs Revenue Nine months ended 30 September 2008 (Unaudited) (460,942) (1,239,780) 105,706 267,756 (5,119) (32,260) (234,162) (658,036) 910,416 2,339,922 Three months ended 30 September 2007 (Unaudited) Nine months ended 30 September 2007 (Unaudited) Wireless Services QR’000 Total QR’000 Wireless Services QR’000 Wireline Services QR’000 Wireline Services QR’000 Total QR’000 2,563,117 325,301 2,888,418 5,930,986 971,912 6,902,898 800,064 209,043 1,009,467 2,089,265 581,053 2,670,318 Unallocated costs (390,605) (892,880) Other income 56,718 191,065 Share of results of associates 20,860 57,416 (155,829) (490,877) Royalties 540,611 Profit for the period 19 1,535,042 Qatar Telecom (Qtel) Q.S.C. NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS At 30 September 2008 18 SEGMENT INFORMATION (continued) Geographic segments The Group provides telecommunication services in the various countries. Segment information is disclosed after elimination of inter company transactions. Three months ended 30 September 2008 (Unaudited) Outside Qatar Qatar Total QR’000 QR’000 QR’000 Nine months ended 30 September 2008 (Unaudited) Outside Qatar Qatar Total QR’000 QR’000 QR’000 1,364,600 4,799,025 6,163,625 3,974,472 10,299,899 14,274,371 expenses (510,019) (2,502,644) (3,012,663) (1,386,165) (5,061,893) (6,448,058) Other operating expenses (151,348) (1,485,152) (1,636,500) (435,256) (3,439,658) (3,874,914) Finance costs (169,513) (300,958) (470,471) (557,270) (631,667) (1,188,937) Other Income 30,464 75,242 105,706 113,358 154,398 267,756 (5,119) (5,119) (32,260) (32,260) (217,017) (17,145) (234,162) (610,323) (47,713) (658,036) 347,167 563,249 910,416 1,098,816 1,241,106 2,339,922 Revenue General and administrative Share of results of - - associates Royalties Profit for the period Three months ended 30 September 2007 (Unaudited) Outside Qatar Qatar Total QR’000 QR’000 QR’000 Revenue Nine months ended 30 September 2007 (Unaudited) Outside Qatar Qatar Total QR’000 QR’000 QR’000 1,097,030 1,791,388 2,888,418 3,245,542 3,657,356 6,902,898 expenses (371,191) (760,412) (1,131,603) (1,070,538) (1,587,605) (2,658,143) Other operating expenses (124,772) (703,112) (827,884) (365,656) (1,440,097) (1,805,753) Finance costs (253,760) (56,309) (310,069) (525,485) (136,079) (661,564) Other Income 40,096 16,622 56,718 111,372 79,693 191,065 Share of results of associates - 20,860 20,860 57,416 57,416 (137,399) (18,430) (155,829) (435,930) (54,947) (490,877) 250,004 290,607 540,611 959,305 575,737 1,535,042 General and administrative Royalties Profit for the period 20 -