Quarterly Report • Aug 30, 2024
Quarterly Report
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AS PRFoods Consolidated Unaudited Interim Report 4th quarter and 12 months of 2023/2024 (translation from the Estonian original)
| Business name | AS PRFoods |
|---|---|
| Commercial registry code | 11560713 |
| Address | Pärnu mnt 141, Tallinn, Eesti |
| Phone | +372 452 1470 |
| Website | prfoods.ee |
| Main activities | Production and sale of fish products |
| Reporting period | 1 April 2024 – 30 June 2024 |
| Auditor | KPMG Baltics OÜ |
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| CORPORATE PROFILE 4 | |
|---|---|
| MANAGEMENT REPORT7 | |
| OVERVIEW OF ECONOMIC ACTIVITIES 7 | |
| MANAGEMENT AND SUPERVISORY BOARD 14 | |
| SHARE AND SHAREHOLDERS15 | |
| BOND AND BONDHOLDERS16 | |
| CONDENED INTERIM ACCOUNTING REPORT 18 | |
| CONSOLIDATED STATEMENT OF FINACIAL POSITION 19 | |
| CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND COMPREHENSIVE INCOME 20 | |
| CONSOLIDATED STATEMENT OF CHANGES IN EQUITY 21 | |
| CONSOLIDATED STATEMENT OF CAHS FLOWS 22 | |
| NOTES TO THE INTERIM REPORT 23 | |
| NOTE 1. SUMMARY OF MATERIAL ACCOUNTING POLICIES 23 | |
| NOTE 2. CASH AND CASH EQUIVALENTS 24 | |
| NOTE 3. RECEIVABLES AND PREPAYMENTS 24 | |
| NOTE 4. INVENTORIES 24 | |
| NOTE 5. INTEREST-BEARING LIABILITIES 25 | |
| NOTE 6. PAYABLES AND PREPAYMENTS 26 | |
| NOTE 7. EQUITY26 | |
| NOTE 8. RELATED PARTY TRANSACTIONS 27 | |
| NOTE 9. ASSOCIATE COMPANIES 27 | |
| NOTE 10. SUBSIDIARIES 28 | |
| NOTE 11. SEGMENT REPORTING28 | |
| NOTE 12. EVENTS AFTER THE BALANCE SHEET DATE 30 | |
| MANAGEMENT BOARD'S CONFIRMATION TO THE INTERIM REPORT 31 |
AS PRFoods ("Group") is a company engaged in fish farming, processing and sales. The Group's shares are listed on the main list of NASDAQ OMX Tallinn Stock Exchange since 5 May 2010 and its bonds are listed on the NASDAQ Tallinn bond list since 6 April 2020.
On 30.11.2023 AS PRFoods subsidiary Saaremere Kala AS signed an agreement for the sale of its 51% stake in Redstorm OÜ to Saare Fishexport OÜ. The transaction has been completed. During the same transaction, the construction permit issued by the Consumer Protection and Technical Regulatory Authority on 19.09.2003 was also transferred to OÜ Energy Port, which has been 100% owned by OÜ Saare Fishexport since 28.11.2003.
Saare Kala Tootmine OÜ, a 100% subsidiary of Saaremere Kala AS, has signed a long-term cooperation agreement with Redstorm OÜ, for the resale and processing of fish grown by the latter, to ensure the supply of local fish to Saare Kala Tootmine.
Since the acquisition of John Ross Jr. and Coln Valley Smokery in the summer of 2017, the Group has sales experience to 37 countries in Europe, North and South America, and Asia.
Main activities of the Group are manufacturing and sale of fish products. The main products are salmon and rainbow trout products. The raw fish is purchased mainly from Estonia, Norway and Denmark. Fish products are manufactured in two modern factories in Saaremaa (Estonia) and in Aberdeen (Great Britain).
Products of the Group are sold as leading brands in their respective operating market and the primary focus is on higher value added premium products, increasing thereby the profitability of the company.
We process mostly rainbow trout and salmon in our factories, in smaller quantities also whitefish, perch, pikeperch, vendace, Atlantic and Baltic herrings. We always keep the fish in a place of honour, that is why we smoke it with alder chips in the traditional way. As our product range is quite wide, a favourite product can be found for the whole family – lightly salted trout slices that have won the title of the Best Fish Product in Estonia, children's favourite trout cutlets or trout roe for a more festive occasion.
The Group is actively involved in developing new products for expanding also to new export markets.


1) 64% of Coln Valley Smokery Ltd shares owned by JRJ & PRF Ltd and 36% by John Ross Jr (Aberdeen) Ltd
In addition, AS PRFoods holds a 20%-share of AS Toidu- ja Fermentatsioonitehnoloogia Arenduskeskus (Competence Center of Food and Fermentation Technology).
The most significant trademarks of the Group are "PRFoods", "Saare Kala" and "John Ross Aberdeen".
6
PRFoods AS has embarked on changes during the past financial year. In the second half of the financial year, the structure of our group changed – our developed small offshore fish farm in Saaremaa, Redstorm OÜ, left the group. Our primary focus is on developing production units in Estonia and the United Kingdom, while we continue to innovate in the creation of fish farms in Estonia as a side activity.
The revenue for the past financial year decreased by 13% compared to the previous year, but the turnover in the fourth quarter increased by 12% compared to the same period last year. This growth was largely due to securing the market positions of the Saaremaa production unit in various markets.
The financial year ended with a revenue of 17.09 million euros, compared to 19.58 million euros in the previous year. The profit from the sale of companies in the previous financial year has been replaced by a loss of 2.78 million euros. We can affirm that the past financial year has been one of the most challenging in our history. This was largely due to the cessation of sales from the Saaremaa production unit to the Finnish export market and the decision of our partner there to terminate cooperation with us, transferring market share to their production units. This resulted in a complete absence of sales to Finland until 2024. Considering that the Saaremaa production unit was a subcontractor factory until February 2022, rebuilding the Saaremaa unit has been a significant challenge. We would like to commend our sales and production teams in Saaremaa for their efforts. Their effective work is reflected in the growth of turnover and markets for the Saaremaa unit, as well as opportunities in export markets.
While the successful rebuilding of the Saaremaa unit from scratch is commendable, we must also acknowledge our UK unit, which, despite crises and the associated volatile situations, has maintained its market positions and profitability. The Scottish management team has shown determination, maintaining the level and development vision of the region's most renowned fish brand.
The group enters the new financial year with a new board and clear strategic views, which also include the presentation of a restructuring plan and a thorough review of all historical processes. The year will be challenging. For instance, managing cash flow will certainly be a challenge in the first half of the year. Although the group's debt burden has been reduced, the ratio is still too high, so the continued support of shareholders is necessary.
The situation is further complicated by the fluctuating economic environment in Estonia, where the VAT increase has significantly impacted consumption, and the forecasted increase will affect food producers even more. We live in interesting times, and in many economic sectors, particularly those not subsidized or protected by the state, one challenge is replaced by another.
Sincerely,
Timo Pärn Member of the Management Board
Kristjan Kotkas Member of the Management Board
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| mln EUR | 4Q 2023/2024 | 4Q 2022/2023 | Change, mln EUR |
Change, % | Impact |
|---|---|---|---|---|---|
| Sales | 4.46 | 3.99 | 0.47 | 12% | ▲ |
| Gross profit | 0.56 | 0.39 | 0.16 | 42% | ▲ |
| EBITDA from operations* | -0.04 | -0.16 | 0.12 | -74% | ▲ |
| EBITDA | -0.03 | -0.01 | -0.03 | 371% | ▼ |
| Depreciation and amortisation | -0.49 | -0.29 | -0.20 | 72% | ▼ |
| Operating profit (loss) | -0.52 | -0.29 | -0.23 | 79% | ▼ |
| Financial income/expense | -0.18 | -0.25 | 0.07 | -27% | ▲ |
| Net profit (loss) | -0.71 | -0.50 | -0.20 | 40% | ▼ |
* before one-offs and fair value adjustment of bioassets

| mln EUR | 12m 2023/2024 | 12m 2022/2023 | Change, mln EUR |
Change, % | Impact |
|---|---|---|---|---|---|
| Sales | 17.09 | 19.58 | -2.49 | -13% | ▼ |
| Gross profit | 3.2 | 3.58 | -0.38 | -11% | ▼ |
| EBITDA from operations* | -0.34 | 0.30 | -0.64 | -212% | ▼ |
| EBITDA | -0.34 | 0.30 | -0.64 | -212% | ▼ |
| Depreciation and amortisation | -1.07 | -1.27 | 0.20 | -15% | ▲ |
| Operating profit (loss) | -1.41 | -0.97 | -0.44 | 45% | ▼ |
| Financial income/expense | -1.27 | 1.37 | -2.63 | -193% | ▼ |
| Net profit (loss) | -2.78 | 0.33 | -3.11 | -941% | ▼ |
* before one-offs and fair value adjustment of bioassets
| Mln EUR, unless indicated otherwise | Q4 2023/2024 | 2023/2024 | Q4 2022/2023 | 2022/2023 |
|---|---|---|---|---|
| Sales | 4.46 | 17.09 | 3.99 | 19.58 |
| Gross profit | 0.56 | 3.2 | 0.39 | 3.58 |
| EBITDA from operations | -0.04 | -0.34 | -0.16 | 0.30 |
| EBITDA | -0.03 | -0.34 | -0.01 | 0.30 |
| EBIT | -0.52 | -1.41 | -0.29 | -0.97 |
| EBT | -0.71 | -2.68 | -0.55 | -0.40 |
| Net profit (loss) | -0.71 | -2.78 | -0.50 | 0.33 |
| Gross margin | 12.52% | 18.72% | 9.87% | 18.26% |
| Operational EBITDA margin | -0.94% | -1.97% | -3.98% | 1.54% |
| EBITDA margin | -0.73% | -1.97% | -0.17% | 1.54% |
| EBIT margin | -11.71% | -8.25% | -7.31% | -4.95% |
| EBT margin | -15.84% | -15.66% | -13.65% | 2.02% |
| Net margin | -15.83% | -16.29% | -12.62% | 1.69% |
| Operating expense ratio | -24.44% | -27.06% | -20.99% | -23.97% |
EBITDA from operations = Profit (Loss) before one-offs and fair value adjustment of bioassets EBITDA = Profit (Loss) before interest, tax, depreciation and amortisation
EBIT = Operating profit (loss) EBT = Profit (Loss) before tax Gross margin = Gross profit / Net sales Operational EBITDA margin = EBITDA from operations / Net sales EBITDA margin = EBITDA / Net sales EBIT margin = EBIT / Net sales EBT margin = EBT / Net sales Net margin = Net earnings / Net sales Operating expense ratio = Operating expenses / Net sales
| 30.06.2024 | 30.06.2023 | 30.06.2022 |
|---|---|---|
| 14.3 | 16.7 | 24.7 |
| 5.1 | 8.3 | 8.1 |
| -9.2 | 0.0 | -3.2 |
| 23.8 | 30.2 | 38.9 |
| 0.3x | 1.0x | 0.7x |
| 21.3% | 27.4% | 20.7% |
| 73.8% | 66.9% | 75.4% |
| 0.8x | 0.7x | 0.8x |
| -42.4x | 55.8x | -14.5x |
| -41.7% | 4.1% | -68.5% |
| -10.3% | 1.0% | -17.3% |
Net debt = Short- and long-term loans and borrowings – Cash Working capital = Current assets – Current liabilities Liquidity ratio = Current assets / Current liabilities Equity ratio = Equity / Total assets Gearing ratio = Net debt / (Equity + Net debt) Debt to total assets = Debt / Total assets Net debt to operating EBITDA. = Net debt / EBITDA from operations for the trailing 12 months ROE = Net earnings for the trailing 12 months / Average equity
ROA = Net earnings for the trailing 12 months / Average assets
As at 30.06.2024 consolidated total assets of PRFoods stood at 23.8 million euros. As at 30.06.2023 the balance sheet totalled 30,2 million euros.
The Group`s current assets stood at 4,2 million euros as at 30.06.2024 (30.06.2023: 5,1 million euros). Non-current assets totalled 19,6 million euros (30.06.2023: 25,1 million euros).
Current liabilities totalled 13,4 million euros as at 30.06.2024 (30.06.2023: 5,1 million euros). Non-current liabilities totalled 5,3 million euros (30.06.2023: 16,8 million euros). Equity of PRFoods was 5,1 million euros (30.06.2023: 8,3 million euros).

The main products of the Group are salmon and rainbow trout goods. The Group is mainly known as a seller of smoked fish products in the UK and a seller of raw fish in Estonia as well as the biggest supplier of caviar to Estonian stores.
The Group's revenue during the 12 months of the financial year 2023/2024 was 17.09 million euros, less by 2.49 million euros compared to the same period of the previous financial year, when the sales amounted to 19.58 million euros.

| mln EUR | 12m 23/24 | Share, % | 12m 22/23 | Share, % | Change, mln EUR |
Change, % |
Imp. |
|---|---|---|---|---|---|---|---|
| United Kingdom | 12.62 | 73.88% | 13.21 | 67.48% | -0.59 | -4.44% | ▼ |
| Estonia | 4.46 | 26.12% | 621 | 31.72% | -1.75 | -28.15% | ▼ |
| Other | 0 | 0.00% | 0.16 | 0.8% | -0.16 | -100.00% | ▼ |
| Total | 17.09 | 100.00% | 19.58 | 100.00% | -2.49 | -12.72 | ▼ |
The United Kingdom with sales revenue of 12.62 million euros and 73.88% of total sales is the largest market of the Group. Estonian market totalled 4.46 million euros. i.e. 26.12% of the total.
| 12m 23/24 | 12m 22/23 |
Change | Impa | 12m 23/24 |
12m 22/23 |
Change | ||
|---|---|---|---|---|---|---|---|---|
| mln EUR | mln EUR | mln EUR | ct | as % of sales |
as % of sales |
%-point | Imp. | |
| Sales | 17.09 | 19.58 | -2.49 | ▼ | 100.00% | 100.00% | ||
| Cost of goods sold | -13.89 | -16.00 | 2.12 | ▲ | -81.28% | -81.74% | 0.46% | ▲ |
| materials in production & cost of goods purchased for resale |
-9.90 | -11.00 | 1.10 | ▲ | -57.96% | -56.19% | -1.77% | ▼ |
| labour costs | -2.29 | -2.60 | 0.31 | ▲ | -13.39% | -13.28% | -0.11% | ▼ |
| Depreciation | -0.71 | -1.00 | 0.29 | ▲ | -4.17% | -5.11% | 0.94% | ▲ |
| other cost of goods sold | -0.99 | -1.40 | 0.41 | ▲ | -5.77% | -7,.15% | 1.38% | ▲ |
| Operating expenses | -4.62 | -4.69 | 0.07 | ▲ | -27.06% | -23.97% | -3.09% | ▼ |
| labour costs | -1.58 | -1.30 | -0.28 | ▼ | -9.23% | -6.64% | -2.59% | ▼ |
| transport & logistics services |
-1.06 | -1.68 | 0.62 | ▲ | -6.19% | -8.58% | 2.39% | ▲ |
| Depreciation | -0.36 | -0.33 | -0.03 | ▼ | -2.12% | -1.69% | -0.43% | ▼ |
| advertising. marketing and product development |
-0.09 | -0.37 | 0.28 | ▲ | -0.54% | -1.89% | 1.35% | ▲ |
| other operating expenses | -1.53 | -1.01 | -0.52 | ▼ | -8.98% | -5.16% | -3.82% | ▼ |
| Other income/expenses | 0.02 | 0.15 | -0.13 | ▼ | 0.09% | 0.77% | -0.68% | ▼ |
| Financial income / expense | -1.27 | 1.37 | -2.63 | ▼ | -7.41% | 6.98% | -14.39% | ▼ |
The cost of goods sold for the 12 months of the 2023/2024 financial year was 17.09 million euros, accounting for 81.28% of sales revenue (12 months 2022/2023: 16.00 million euros, 81.74% of revenue).
The largest portion of the 9.90 million euro cost group "materials in production and cost of goods sold" is comprised of expenses for raw materials (raw fish). The remaining part mainly consists of packaging costs.
Labour cost of personnel employed in production totalled 2.29 million euros and formed 13.39% of total sales. Other cost of goods sold amounted to 1.70 million euros and formed 9.94% of total sales. The cost item includes costs on heating. electricity. rent and utilities.
Operating expenses amounted to 4.62 million euros and accounted for 27.06% of the total sales (12m 2022/2023: 4.69 million euros, 23,97% of sales).
Fish farming was a part of the Group's operations until 30.11.2023, during which approximately two-thirds of the Group's rainbow trout raw material came from its fish farms in the coastal waters of Saaremaa, Estonia, ensuring quick and reliable supplies.
At that time, the Group's competitive advantage was its vertical integration—fish farming, production, and sales. This allowed the Group to reduce costs at certain stages of fish farming and also to increase control over fish processing and marketing. It is important to consider that fish are living organisms, and therefore, ensuring product quality throughout its entire lifecycle is crucial in the technological process. In addition to cost optimization, vertical integration allows for risk reduction in fish farming, which can arise from poor quality feed or seed material, and ensures the stability of the quantity and price of the raw material needed for processing.
The fish production industry is extremely dependent on availability and the price of raw fish. Large producers make their production plans for three years in advance as it is difficult and expensive in shorter perspective to adapt a fish farm's production cycle to market needs. Therefore, the world market fish supply is relatively rigid in the short-term, while demand is somewhat shifting depending on the season. This imbalance in fish supply and demand results in constantly fluctuating price of raw fish. Moreover, the far-reaching change in supply chains during the past month in connection with the spread of the virus has increased the amplitude and unpredictability of prices. The Group counters the impact of external environment and volatility of fish price through the changes of the Group's production and sales strategy.
| EUR/kg | 30.06.2024 | 30.06.2023 | 30.06.24 vs 30.06.23 |
30.06.2022 | 30.06.24 vs 30.06.22 |
30.06.2021 | 30.06.24 vs 30.06.21 |
|---|---|---|---|---|---|---|---|
| Salmon | 6.55 | 7.48 | -12.43% | 5.63 | 16.34% | 5.31 | 23.35% |
| Rainbow trout | 7.24 | 7.33 | -1.23% | 5.52 | 31.16% | 4.36 | 66.06% |
As at the end of the reporting period the price of salmon has decreased by 12.43% and the price of rainbow trout has decreased by 1.23% compared to the prices a year ago. Over the two-year period the price of salmon has increased by 16.34% and the trout increased by 31.16%. The price of salmon has increased by 23.35% and of rainbow trout by 66.06% compared to the prices three years ago.
| EUR/kg | 12m 2023/2024 |
12m 2022/2023 |
2023/2024 vs 2022/2023 |
12m 2021/2022 |
2023/2024 vs 2021/2022 |
12m 2020/2021 |
2023/2024 vs 2020/2021 |
|---|---|---|---|---|---|---|---|
| Salmon | 8.27 | 7.73 | 6.99% | 6.95 | 18.99% | 4.79 | 72.65% |
| Rainbow trout | 7.96 | 8.39 | -5.13% | 6.75 | 17.93% | 4.72 | 68.64% |
The average price of salmon increased by 6.99% during the reporting period compared to the same period in the previous financial year. However, the average price of rainbow trout decreased by 5.13% during the reporting period compared to the same period in the previous financial year. Compared to the average prices from the same period two years ago, the average prices of salmon and trout have risen by 18.99% and 17.93%, respectively, and compared to the prices three years ago, they have increased by 72.65% and 68.64%, respectively.
The Management Board of AS PRFoods has three members as per the supervisory board's decision: Indrek Kasela (until 31.03.2024), Kristjan Kotkas and Timo Pärn (until 07.12.2026). The management board is independent in its day-to-day management of the business, protects the best interests of all shareholders and thereby ensures the company's sustainable development in accordance with the set objectives and strategy. It is also responsible for the internal control and risk management processes in the company.
The Supervisory Board of AS PRFoods appoints management board members for a three-year term. The articles of association prescribe the management board to consist of one to four members.
Timo Pärn has worked as a business manager at STÜ Tootmine OÜ, been an hotel manager and a strategic marketing consultant. He is also a member of management board of PRFood AS subsidiary Saare Kala Tootmine OÜ. In addition to that, he is also a member of management board of Linden & Free OÜ, Saaremaa Eco OÜ and Food & Beverage Consult OÜ.
Kristjan Kotkas is an adviser in KJK private equity fund and serves as a member of management or supervisory board in several entities (AS Baltika, Cederberg Invest OÜ, Protea Invest OÜ, Rondebosch OÜ, Zegul Kayaks OÜ, Tahe Outdoors OÜ, KJK Participations III Sarl, KJK BALKAN HOLDING S.a.r.l., KJK Discovery Holding S.à r.l., KJK Sports Lithuania UAB, Stala OY, SHC Invest OÜ, Alwark UAB. Baltik Vairas UAB, KJK III AcquiCo d.o.o., KJK EE Investments 1 OÜ). He is also a member of the supervisory board of PRFoods AS subsidiary Saaremaa Kala AS.
The Supervisory Board of AS PRFoods is currently comprised of six members. The board is chaired by Lauri Kustaa Äimä, members of the supervisory board are Aavo Kokk, Arko Kadajane, Harvey Sawikin, Vesa Jaakko Karo and Kuldar Leis.
The highest governing body of a public limited company is a general meeting of shareholders. According to law, the general meetings of shareholders are either ordinary or extraordinary.
Pursuant to law, a supervisory board of a public limited company is a supervisory body responsible for planning the activities of a company, organising its management and supervising the activities of its management board. According to the Articles of Association of AS PRFoods, the supervisory board has three to seven members elected by the general meeting of shareholders for the term of three years.
Information on the education and careers of the members of the supervisory board as well as their management positions in other companies is available on PRFoods' website www.prfoods.ee.
| Shareholder | Number of shares | Ownership interest |
|---|---|---|
| Member of the supervisory board – Kuldar Leis | 981,122 | 2.54% |
| Member of the supervisory board – Lauri Kustaa Äimä | 125,000 | 0.32% |
| Member of the supervisory board – Vesa Jaakko Karo | 90,000 | 0.23% |
| Member of the supervisory board – Arko Kadajane | 8,928 | 0.02% |
| Total number of shares owned by the members of the supervisory and management boards |
1,205,050 | 3.11% |
The registered share capital of the company is 7 736 572 euros which is divided to 38 682 860 ordinary shares without nominal value. All shares are freely transferable and of the same kind. i.e. have equal voting and dividend rights.
PRFoods shares are listed in the main list of Nasdaq Tallinn Stock Exchange since 5 May 2010. PRFoods shares do not have an official market maker. PRFoods share is a component in OMX Tallinn General Index.
PRFoods has twice reduced the nominal value of shares with making payments to shareholders: in 2012 by 10 euro cents and in 2015 by 30 euro cents. The general meeting of shareholders from 26 May 2016 resolved to adopt shares without nominal value and on 30 June 2016 the commercial registry registered the shares without nominal value. The accountable nominal value of a share is 0.20 euro (nominal value of a share was 10.0 Estonian kroons until 13 April 2011. 0.60 euro till 3 September 2012. and 0.50 euro till 2 October 2015).
Tallinn Stock Exchange All-Share index decreased by 7.59% and PRFoods share price decreased by 55.36%.
| Index / Share | Ticker / index | 30.06.2024 | 30.06.2023 | Change | |
|---|---|---|---|---|---|
| ● | PRFoods share, EUR | PRF1T | 0.10 | 0.224 | -55.36% |
| ● | OMX Tallinn GI | OMXTGI | 1744.90 | 1888.25 | -7.59% |
| Hind (EUR) | 2Q 2024 |
1Q 2024 |
4Q 2023 |
3Q 2023 |
2Q 2023 |
1Q 2023 |
4Q 2022 |
3Q 2022 |
2Q 2022 |
|---|---|---|---|---|---|---|---|---|---|
| Open | 0.135 | 0.175 | 0.22 | 0.22 | 0.24 | 0.30 | 0.307 | 0.348 | 0.340 |
| High | 0.135 | 0.182 | 0.222 | 0.231 | 0.253 | 0.304 | 0.318 | 0.350 | 0.370 |
| Low | 0.097 | 0.13 | 0.176 | 0.205 | 0.217 | 0.235 | 0.280 | 0.301 | 0.340 |
| Last | 0.10 | 0.137 | 0.179 | 0.222 | 0.224 | 0.248 | 0.290 | 0.31 | 0.348 |
| Traded volume. mln | 0.57 | 0.42 | 0.22 | 0.44 | 0.21 | 0.49 | 0.12 | 0.14 | 0.11 |
| Number of trades | 2,496 | 1,773 | 1,468 | 1,760 | 1,348 | 1,860 | 1,172 | 1,065 | 1,077 |
| Average trade volume | 194 | 234 | 148 | 248 | 156 | 261 | 102 | 129 | 98 |
| Turnover. mln | 0.06 | 0.07 | 0.04 | 0.09 | 0.05 | 0.13 | 0.03 | 0.05 | 0.04 |
| Market capitalization. Mln | 3.87 | 5.30 | 6.92 | 8.59 | 8.66 | 9.59 | 11.22 | 11.99 | 13.46 |
A total of 2,496 trades were conducted with PRFoods' shares during the second quarter of 2024. A total of 567,148 shares changed hands forming 1.47% of the company's shares. The average trade volume was 194 shares.
Turnover of share trading amounted to 0.06 million euros in 2Q 2024 and the highest share price in 2Q 2024 was 0.135 euros and the lowest was 0.097 euros.
The closing price of the share was 0,10 euro as at 30.06.2024 and the company's market capitalisation was 3.87 million euros.
PRFoods issued in the 2019/2020 financial year a total of 90 096 bonds in a private placement and 9,904 bonds in a public offering, with nominal value of 100 euros per bond, the interest rate of 6,25% p.a., and with maturity on 22.01.2025. According the terms of the bonds, the interest on the bonds is paid semi-annually (July and January). At the end of bond subscription period, PRFoods owned 4 926 bonds.
Following the completion of the public offering of the bonds, the bonds were listed on Tallinn Stock Exchange. Trading on Nasdaq Tallinn bond list started on 6 April 2020.
As of 31.03.2024, the number of bonds owned by PRFoods is 14 770 with a nominal value of 1 477 thousand euros.
In the 2020/2021 financial year, PRFoods issued 237 subordinated convertible bonds, with a total nominal value of up to 2,37 million euros, with a nominal value of 10 000 euros per subordinated convertible bond, with an interest rate of 7% per calendar year and a maturity date of 01.10.2025.
In addition, PRFoods announced an additional issue of secured bonds with up to 10 000 bonds with a nominal value of 100 euros per bond, maturity date of 22.01.2025 and 6,25% per calendar year. The additional issue was a targeted placement of PRFoods shareholder Amber Trust II S.C.A.
In addition, PRFoods announced an additional issue of secured bonds (issued in accordance with the terms of issue of PRFoods on 14.01.2020) in the amount of up to 1,0 million euros, with up to 10 000 bonds with a nominal value of 100 euros per bond, maturity date of 22.01.2025 and 6,25% per calendar year. The additional issue was a targeted placement of PRFoods shareholder Amber Trust II S.C.A to refinance the investment loan granted to PRFoods by the said shareholder in connection with the maturity of the loan.
On January 14, 2024, PRfoods conducted a partial buyback of secured bonds amounting to up to 15% of the total nominal value of all issued bonds. In total, the company repurchased 14 235 bonds with a total nominal value of 1 423 500 euros from individuals who submitted buyback offers, which represents approximately 13% of the total nominal value of all issued bonds.
As of 31.03.2024 PRFoods has issued 110 237 bonds, of which 110,000 are secured bonds with a nominal value of 100 euro per secured bond, with a total value of 11,0 million euros, and 237 are subordinated convertible bonds with a nominal value of 10,000 euro per subordinated convertible bond, with a total value of 2,37 million euros.
| Value of bonds 30.06.2024 |
% of total 30.06.2024 |
Value of bonds 30.06.2023 |
% of total 30.06.2023 |
Change | |
|---|---|---|---|---|---|
| Swedbank Pensionifond K60 | 3,349,000 | 25.05% | 3,940,000 | 29.47% | -591,000 |
| ING Luxembourg S.A. AIF esindajakonto | 2,920,000 | 21.84% | 3,070,000 | 22.96% | -150,000 |
| Swedbank Pensionifond K30 | 684,600 | 5.12% | 671,500 | 5.02% | 13,100 |
| Clearstream Banking AG | 680,000 | 5.09% | 800,000 | 5.98% | -120,000 |
| Compensa Life Vienna Insurance Group SE |
637,500 | 4.77% | 750,000 | 5.61% | -112,500 |
| Spring Capital Growth Fund 1 | 428,700 | 3.21% | 504,300 | 3.77% | -75,600 |
| AS SEB Bankas | 304,400 | 2.28% | 479,900 | 3.59% | -175,500 |
| Total biggest bondholders | 9,004,200 | 67.35% | 10,215,700 | 76.41% | -1,211,500 |
| Remaining Bondholders | 2,888,800 | 21.61% | 3,100,800 | 23.19% | -212,000 |
| Bonds owned by PRFoods | 1,477,000 | 11.05% | 53,500 | 0.40% | 1,423,500 |
| Value of bonds | Number of bondholders |
% of bondholders | Value of bonds | % of bond value |
|---|---|---|---|---|
| 1 … 1,000 | 294 | 56% | 116,500 | 1% |
| 1,001 … 10,000 | 150 | 28% | 628,200 | 5% |
| 10,001 … 50,000 | 65 | 12% | 1,412,500 | 11% |
| 50,001 … 100,000 | 4 | 1% | 272,200 | 2% |
| 100,001 … | 14 | 3% | 10,940,600 | 82% |
| Total | 527 | 100% | 13,370,000 | 100% |
Consolidated unaudited interim report 4th quarter and 12 months of the 2023/2024 financial year
| EUR '000 | Note | 30.06.2024 | 30.06.2023 |
|---|---|---|---|
| ASSETS | |||
| Cash and cash equivalents | 2 | 203 | 394 |
| Receivables and prepayments | 3 | 2,386 | 2,119 |
| Inventories | 4 | 1,644 | 1,861 |
| Biological assets | 0 | 772 | |
| Total current assets | 4,233 | 5,145 | |
| Long-term financial investments | 418 | 381 | |
| Tangible assets | 4,164 | 6,563 | |
| Intangible assets | 14,999 | 18,157 | |
| Total non-current assets | 19,582 | 25,101 | |
| TOTAL ASSETS | 23,815 | 30,246 | |
| EQUITY AND LIABILITIES | |||
| Interest-bearing liabilities | 5 | 10,899 | 2,111 |
| Payables and prepayments | 6 | 2,544 | 3,035 |
| Total current liabilities | 13,443 | 5,146 | |
| Interest-bearing liabilities | 5 | 3,599 | 15,024 |
| Payables and prepayments | 6 | 0 | 0 |
| Deferred tax liabilities | 1,446 | 1,466 | |
| Government grants | 248 | 317 | |
| Total non-current liabilities | 5,292 | 16,807 | |
| TOTAL LIABILITIES | 18,736 | 21,953 | |
| Share capital | 7 | 7,737 | 7,737 |
| Share premium | 14,007 | 14,007 | |
| Treasury shares | - 390 | -390 | |
| Statutory capital reserve | 51 | 51 | |
| Currency translation differences | 439 | 609 | |
| Retained profit (loss) | -16,765 | -13,981 | |
| Equity attributable to parent | 5,079 | 8,033 | |
| Non-controlling interest | 0 | 260 | |
| TOTAL EQUITY | 5,078 | 8,293 | |
| TOTAL EQUITY AND LIABILITIES | 23,815 | 30,246 |
| EUR '000 | Note | 4Q 2022/2023 |
4Q 2022/2023 |
12m 2022/2023 |
12m 2022/2023 |
|---|---|---|---|---|---|
| Revenue | 4,461 | 3,993 | 17,086 | 19,578 | |
| Cost of goods sold | -3,902 | -3,599 | -13,887 | -16,003 | |
| Gross profit | 559 | 394 | 3,199 | 3,575 | |
| Operating expenses | -1,089 | -838 | -4,622 | -4,693 | |
| Selling and distribution expenses | -716 | -756 | -2,662 | -2,691 | |
| Administrative expenses | -373 | -82 | -1,960 | -2,002 | |
| Other income / expense | 9 | 152 | 15 | 150 | |
| Fair value adjustment on biological assets | 0 | 0 | 0 | 0 | |
| Operating profit (loss) | -521 | -292 | -1,408 | -970 | |
| Financial income / expenses | -184 | -253 | -1,266 | 1,366 | |
| Profit (Loss) before tax | -706 | -545 | -2,675 | 396 | |
| Income tax | 1 | 41 | -108 | -65 | |
| Net profit (loss) for the period | -705 | -504 | -2,783 | 331 | |
| Net profit (loss) attributable to: | |||||
| Owners of the Parent Company | -705 | -518 | -2,780 | 303 | |
| Non-controlling interests | 0 | 13 | -4 | 28 | |
| Total net profit (loss) for the period | -705 | -505 | -2,784 | 331 | |
| Other comprehensive income (loss) that may subsequently be classified to profit or loss: |
|||||
| Foreign currency translation differences | -68 | 347 | -169 | -231 | |
| Total comprehensive income (expense) | -773 | -158 | -2,953 | 101 | |
| Total comprehensive income (expense) attributable to: | |||||
| Owners of the Parent Company | -773 | -170 | -2,949 | 73 | |
| Non-controlling interests | 0 | 13 | -4 | 28 | |
| Total comprehensive income (expense) for the period | -773 | -157 | -2,953 | 101 | |
| Profit (Loss) per share (EUR) | 7 | -0.02 | -0.01 | -0.07 | 0.01 |
| Diluted profit (loss) per share (EUR) | 7 | -0.02 | -0.01 | -0.06 | 0.01 |
| EUR '000 | Share capital |
Share premium |
Treasury shares |
Statutory capital reserve |
Unrea lised currency differ. |
Retained earnings (-loss) |
Total | Non contr. interests |
Total equity |
|---|---|---|---|---|---|---|---|---|---|
| Balance at 30.06.2022 | 7,737 | 14,007 | -390 | 51 | 839 | -14,391 | 7,853 | 199 | 8,052 |
| Net profit (loss) for the year | 0 | 0 | 0 | 0 | 0 | 303 | 303 | 28 | 331 |
| Other comprehensive income (expense) |
0 | 0 | 0 | 0 | -231 | 0 | -231 | 0 | -231 |
| Total comprehensive income (expense) for the period |
0 | 0 | 0 | 0 | -231 | 303 | 72 | 28 | 100 |
| Other movement | 0 | 0 | 0 | 0 | 0 | -107 | 107 | 33 | 140 |
| Balance at 30.06.2023 | 7,737 | 14,007 | -390 | 51 | 608 | -13,981 | 8,032 | 260 | 8,292 |
| Net profit (loss) for the year | 0 | 0 | 0 | 0 | 0 | -2,780 | -2,780 | -4 | -2,784 |
| Other comprehensive income (expense) |
0 | 0 | 0 | 0 | -169 | 0 | -169 | 0 | -169 |
| Total comprehensive income (expense) for the period |
0 | 0 | 0 | 0 | -169 | -2,780 | -2,949 | -4 | -2,953 |
| Other movement | 0 | 0 | 0 | 0 | 0 | -3 | -3 | -256 | -259 |
| Balance at 30.06.2024 | 7,737 | 14,007 | -390 | 51 | 439 | -16,764 | 5,080 | 0 | 5,080 |
Additional information in Note 7.
| EUR '000 | Note | 2023/2024 | 2022/2023 |
|---|---|---|---|
| Cash flow from operating activities | |||
| Net profit (loss) | -2,784 | 331 | |
| Adjustments: | |||
| Depreciation | 1,074 | 1,270 | |
| Profit from sale and write-offs of subsidiary | 10 | -1,921 | -2,422 |
| Other non-cash items | 494 | 1,650 | |
| Changes in receivables and prepayments | 1,723 | -403 | |
| Changes in inventories | 176 | -7 | |
| Changes in biological assets | 447 | -1,076 | |
| Changes in payables and prepayments | 921 | 189 | |
| Net cash inflow (outflow) from operating activities | 128 | -468 | |
| Cash flow from investing activities | |||
| Purchase of tangible and intangible fixed assets | 0 | 66 | |
| Government grants | -23 | -248 | |
| Acquisition of subsidiaries, net cash received | 16 | 67 | |
| Interests received | 10 | 1,713 | 7,015 |
| Net cash inflow (outflow) from investing activities | 0 | 1 | |
| Cash flow from investing activities | 1,706 | 6,901 | |
| Cash flow from financing activities | |||
| Change in overdraft | 0 | -4,544 | |
| Repayments of loans received | -1,918 | -1,275 | |
| Change in factoring liability | -99 | -60 | |
| Proceeds from borrowings | 909 | 2,089 | |
| Repayments of lease liabilities | -33 | -945 | |
| Interests paid | -871 | -1,213 | |
| Net cash inflow (outflow) from financing activities | -2,012 | -5,948 | |
| Net increase (decrease) in cash and cash | -178 | 485 | |
| equivalents | |||
| Cash and cash equivalents at beginning of the period | 2 | 394 | 110 |
| Change in cash and cash equivalents | -178 | 485 | |
| Effect of sale of subsidiary | -13 | -201 | |
| Cash and cash equivalents at the end of the period | 2 | 203 | 394 |
AS PRFoods is a company incorporated in Estonia. The interim financial statements compiled as per 30.06.2024 incorporate results of AS PRFoods (hereinafter Parent Company) and companies directly and indirectly held by it: Saaremere Kala AS and Saare Kala Tootmine OÜ in Estonia and JRJ & PRF Ltd, John Ross Jr (Aberdeen) Ltd, Coln Valley Smokery Ltd in the United Kingdom (hereinafter also referred to as the Group). The Group has a stake in associate company - Competence Center of Food and Fermentation Technologies AS. JRJ & PRF Ltd, John Ross Jr (Aberdeen) Ltd, Coln Valley Smokery Ltd are consolidated from 01.07.2017. AS PRFoods' shares are listed on Nasdaq Tallinn Stock Exchange since 5 May 2010 and the bonds since 6 April 2020.
The Group's consolidated audited annual report for the financial year that ended on 30 June 2023 is available on PRFoods' website www.prfoods.ee.
The current unaudited consolidated interim report complies with the requirements of international accounting standards IAS 34 "Interim Financial Reporting" on condensed interim financial statements.
While preparing the interim report at hand. the same accounting principles as in the audited annual report for the financial year ended on 30.06.2023 were applied. The report does not hold all the information that shall be presented in a full annual report. It should thus be read together with the Group's audited consolidated annual report for the financial year that ended on 30.06.2023 compiled in accordance with the international finance reporting standards (IFRS) as adopted by the European Union.
In the opinion of the management. this interim report for the 12 months of the financial year 2023/2024 of AS PRFoods presents correctly and fairly the financial results of the Group as a going concern. The current interim report is neither audited nor reviewed by auditors in any other way and contains only the consolidated reports of the Group.
The functional currency is euro. The consolidated interim report is presented in thousands of euros and all numerical indicators have been rounded to the nearest thousand. if not indicated otherwise. In the report. thousand euros is indicated as EUR '000.
In preparing this interim report, the management has made decisions and assessments that affect the application of the Group's accounting principles and the amounts reflected in assets and liabilities, revenues, and expenses. Actual results may differ from these estimates. The significant decisions made by the management in applying the Group's accounting principles and the key sources of estimation uncertainty were the same as those described in the latest consolidated financial statements for the fiscal year.
In its daily operations, the Group encounters various risks, and managing these risks is essential and an integral part of the company's business activities. The company's ability to identify, measure, and control various risks is a significant input into the overall profitability of the Group. Risk, as defined by the management, is a potential negative deviation from expected financial results. The main risk factors include market risk (including currency risk, interest rate risk, and price risk), credit risk, liquidity risk, and operational risk.
The foundation of the Group's risk management is based on the requirements set by Nasdaq Tallinn Stock Exchange, Financial Inspection and other regulatory bodies, compliance with generally accepted accounting standards and best practices, as well as the company's internal regulations and risk policies. Risk management at a general level involves defining, measuring, and controlling risks. The primary responsibility for risk management and approval of risk procedures lies with the parent company's board. The parent company's board oversees the measures taken by the management to mitigate risks.
The condensed interim financial report does not contain all the information about the Group's financial risk management that should be disclosed in the annual financial statements. Therefore, this interim report should be read in conjunction with the financial statements for the fiscal year ended June 30, 2023. There have been no significant changes in the Group's risk management principles compared to the end of the previous fiscal year.
| EUR '000 | 30.06.2024 | 30.06.2023 |
|---|---|---|
| Cash on hand | 0 | 1 |
| Bank accounts | 203 | 393 |
| Total cash and cash equivalents | 203 | 394 |
| EUR '000 | 30.06.2024 | 30.06.2023 |
|---|---|---|
| Trade.receivables | 1,766 | 1,392 |
| Other.receivables | 446 | 422 |
| Prepaid.expenses | 125 | 261 |
| Prepaid.taxes | 48 | 44 |
| Total.receivables.and.prepayments | 2,385 | 2,119 |
Write-down on receivables was not recognised during the accounting period
| EUR '000 | 30.06.2024 | 30.06.2023 |
|---|---|---|
| Raw materials and materials | 563 | 575 |
| Work-in-progress | 409 | 417 |
| Finished goods | 462 | 532 |
| Goods purchased for sale | 211 | 337 |
| Total inventories | 1,644 | 1,861 |
| EUR '000 | 30.06.2024 | 30.06.2023 |
|---|---|---|
| Interest-bearing liabilities at the beginning of the period | 17,135 | 24,819 |
| Loans received | 909 | 1 975 |
| Change in overdraft | 0 | -4,544 |
| Listed bonds | -1,424 | 113 |
| Lease liabilities | -33 | -28 |
| Change in factoring liabilities | -99 | -60 |
| Foreign currency translation differences | 0 | -8 |
| Repayments of interest-bearing liabilities | -494 | -2,219 |
| Reclassifications | 3 | -41 |
| Change in liabilities related to the sale of subsidiary | -1,500 | -2,872 |
| Interest-bearing liabilities at the end of the period | 14,498 | 17,135 |
| Interest liability at the beginning of the period | 594 | 596 |
| Interest accrued | 1,013 | 1,211 |
| Change in liabilities related to the sale of subsidiary | -54 | 0 |
| Interest paid | -871 | -1,213 |
| Interest liability at the end of the period | 682 | 594 |
| EUR '000 | 30.06.2024 | 30.06.2023 |
|---|---|---|
| Lease liabilities | 19 | 100 |
| Listed bonds | 9,417 | 0 |
| Investment loans | 822 | 1,090 |
| Other loan | 641 | 921 |
| Total short-term interest-bearing liabilities | 10,899 | 2,111 |
| Finance lease liabilities | 236 | 259 |
| Listed bonds | 2,345 | 13,073 |
| Investment loans | 1,018 | 1,692 |
| Total long-term interest-bearing liabilities | 3,599 | 15,024 |
| incl. payable within 1-5 years | 3,599 | 15,024 |
On 01 July 2021, John Ross Jr. (Aberdeen) Ltd entered into an agreement with Santander UK plc an investment loan of 1,5 million GBP (1,7 million euros) to finance the purchase of 15% non-controlling interests of JRJ&PRF Limited from Christopher Leigh and Victoria Leigh-Pearson to Saaremere Kala AS. The loan term is 01.07.2025. The loan interest rate is 3,5%. The loan is secured by a mortgage on a property of John Ross Jr (Aberdeen) Ltd.
On 22.10.2020, Saare Kala Tootmine OÜ concluded a loan agreement with the Maaelu Arendamise Sihtasutus as part of the measure "Covid-19 loan for organic and rural economy entrepreneurs" for the automation of a factory in Saaremaa. The amount of the investment loan is 1,0 million euros with a term of 6 years, the final term of the loan is 30.09.2026. The loan interest rate is 4,5%. The loan is secured by a mortgage and commercial pledge on the assets of Saare Kala Tootmine OÜ and a 100% guarantee by AS PRFoods.
| EUR '000 | 30.06.2024 | 30.06.2023 |
|---|---|---|
| Trade payables | 1,192 | 1,389 |
| Payables to employees | 100 | 150 |
| Other short-term liabilities | 0 | 87 |
| Interest payables | 682 | 594 |
| Other payables | 147 | 398 |
| Tax liabilities | 423 | 417 |
| Total short-term payables and prepayments | 2,544 | 3,035 |
As at 30.06.2024 the Group had 38 682 860 shares (30.06.2023: 38 682 860), including 1 000 000 treasury shares (30.06.2023: 1 000 000 treasury shares).
As of 01.07.2014, the Group initiated a buy-back programme of its own shares in accordance with the resolution of the general meeting of shareholders held on 29.05.2014, according to which up to 500,000 own shares were to be bought back until 31.05.2017. The initial buy-back programme was completed on 18.05.2016. The ordinary general meeting of shareholders held on 26.05.2016 adopted a resolution to expand the existing buy-back programme, according to which up to additional 500,000 own shares were to be bought back until 29.05.2019. On 14 June 2016, the Management Board of AS PRFoods entered into a service agreement with AS SEB Pank to continue the implementation of the buy-back programme of own shares. As at 31.03.2024 AS SEB Pank had acquired 1,000,000 shares of AS PRFoods in the name and on the account of the Group with average price of 0.4915 euros per share.
The buy-back programme was implemented in compliance with the resolutions of the general meetings of shareholders held on 29.05.2014 and 26.05.2016, and the Commission Regulation (EU) No. 2016/1052 of 8 March 2016 supplementing Regulation (EU) No 596/2014 of the European Parliament and of the Council with regard to regulatory technical standards for the conditions applicable to buy-back programmes and stabilisation measures.
The Estonian Commercial Code requires companies to create a capital reserve. Each year at least 1/20 of profit for the year has to be transferred to the capital reserve until the reserve amounts to 1/10 of share capital. The capital reserve may be used for covering losses and increasing the share capital but not for making distributions to shareholders.
Earnings per share have been calculated by dividing the net profit attributable to the shareholders by the average number of shares for the period.
| 12m 2023/2024 | 12m 2022/2023 | |
|---|---|---|
| Net profit (loss) attributable to equity holders of the company. EUR '000 | -2,780 | 303 |
| Average number of shares. Thousand | 38,683 | 38,683 |
| Earnings (Loss) per share. EUR | -0.07 | 0.01 |
| Basic earnings (loss) per share. EUR | -0.07 | 0.01 |
| Diluted earnings (loss) per share. EUR | -0.06 | 0.01 |
The Company considers parties to be related when one party has control over the other party or has significant influence over the business decision of the other party.
Related parties include:
At the balance sheet date, there were no receivables from related parties. No write-downs on receivables from related parties have been recognised.
| Party | Creditor | Payables and prepayments | Payables as at 30.06.2024 EUR '000 |
Payables as at 30.06.2023 EUR '000 |
|---|---|---|---|---|
| Amber Trust II S.C.A. | Shareholder | Investment loan | 400 | 0 |
| Lindermann, Birnbaum & Kasela OÜ* |
Shareholder | Investment loan | 0 | 465 |
| Amber Trust II S.C.A. | Shareholder | Bond and interest of bond | 3 324 | 3 351 |
| Lindermann, Birnbaum & Kasela OÜ* |
Shareholder | Bond and interest of bond | 0 | 112 |
| Lindermann, Birnbaum & Kasela OÜ* |
Shareholder | Payable | 0 | 90 |
| Fodiator OÜ | Related party | Short-term loan | 0 | 9 |
| Fodiator OÜ | Related party | Payable | 0 | 14 |
| Rebane Consulting | Related party | Payable | 0 | 3 |
| Total | 3 824 | 4 044 |
* Was related party until 31.03.2024
On 18.01.2019, the company Avamere Kalakasvatus OÜ was registered in the commercial register, which is an associate company of AS PRFoods. The associate company submitted an application to the Technical Regulatory Authority for a building permit to establish a fish farming complex in Paldiski Bay. The building permit seeks approval to establish a rainbow trout farming complex in offshore cages.
Since 2010 the Group holds 20% in AS Toidu- ja Fermentatsioonitehnoloogia Arenduskeskus (Competence Center of Food and Fermentation Technology).
| Subsidiary | Domicile | Ownership interest 30.06.2023 |
Ownership interest 30.06.2023 |
Area of activity | Owner |
|---|---|---|---|---|---|
| Saaremere Kala AS | Estonia | 100% | 100% | Fish group holding company | AS PRFoods |
| Saare Kala Tootmine OÜ |
Estonia | 100% | 100% | Production of fish products | Saaremere Kala AS |
| JRJ & PRF Limited | Scotland | 100% | 85% | Fish group holding company | Saaremere Kala AS |
| John Ross Jr. (Aberdeen) Limited |
Scotland | 100% | 100% | Production and sale of fish products |
JRJ & PRF Limited |
| Coln Valley Smokery Limited |
Great Britain | 100% | 100% | Production and sale of fish products |
64% JRJ & PRF Limited 36% John Ross Jr. (Aberdeen) Limited |
| Redstorm OÜ 1) | Estonia | 0% | 51% | Fish farming | Saaremere Kala AS |
1 Ownership was sold in November 2023
The ownership percentage of subsidiaries' equity equals the voting rights. The shares of subsidiaries are not listed.
The Group's segments are defined based on reports monitored and analysed by the parent company's management. The management of the parent company monitors financial results both by business areas and geographical regions. For the Group's management, the most significant information for monitoring financial results and allocating resources is the reports broken down by geographical regions; therefore, this distribution serves as the basis for defining business segments. The Group's business segments are as follows:
The Estonian business segment encompasses the production of trout-based fish products (Saare Kala Tootmine OÜ).
The United Kingdom includes the production of salmon products in the factory located in Aberdeen. This business segment comprises the Group's companies John Ross Jr (Aberdeen) Ltd and Coln Valley Smokery Ltd.
The Group segment is presented separately and does not constitute a separate business area. It includes the Group's parent company AS Prfoods and the holding company of the Group's fish companies, Saaremere Kala AS. Central activities mainly involve activities supporting the Group's financial operations.
| 4Q 2023/2024 | 12m 2023/2024 | |||||||
|---|---|---|---|---|---|---|---|---|
| EUR '000 | Estonia | UK | Group | Total | Estonia | UK | Group | Total |
| Revenue | 1,357 | 3,104 | 0 | 4,461 | 4,462 | 12,624 | 0 | 17,086 |
| Cost of goods sold | -1,418 | -2,485 | 0 | -3,903 | -4,647 | -9,241 | 0 | -13,888 |
| Gross profit | -61 | 620 | 0 | 559 | -185 | 3,383 | 0 | 3,198 |
| Operating expenses | -308 | -727 | -53 | -1,088 | -1,139 | -2,857 | -626 | -4,622 |
| Selling and distribution expenses |
-215 | -501 | 0 | -716 | -728 | -1,934 | 0 | -2,662 |
| Administrative expenses | -93 | -227 | -53 | -373 | -411 | -923 | -626 | -1,960 |
| Other income / expense | -8 | 0 | 17 | 9 | -9 | 0 | 24 | 15 |
| Operating profit (loss) | -377 | -108 | -36 | -521 | -1,333 | 526 | -602 | -1,409 |
| Financial income / expenses | 9 | -26 | -167 | -184 | -69 | -147 | -1,050 | -1,266 |
| Profit (Loss) before tax | -368 | -135 | -203 | -706 | -1,402 | 378 | -1,652 | -2,676 |
| Income tax | 0 | 1 | 0 | 1 | 0 | -108 | 0 | -108 |
| Net profit (loss) for the period | -368 | -134 | -203 | -705 | -1,402 | 270 | -1,652 | -2,784 |
| 4Q 2022/2023 | 12m 2022/2023 | |||||||
|---|---|---|---|---|---|---|---|---|
| EUR '000 | Estonia | UK | Group | Total | Estonia | UK | Group | Total |
| Revenue | 869 | 3,124 | 0 | 3,993 | 6,208 | 13,214 | 156 | 19,578 |
| Cost of goods sold | -864 | -2,736 | 0 | -3,600 | -5,896 | -9,933 | -175 | -16,004 |
| Gross profit | 5 | 388 | 0 | 393 | 312 | 3,281 | -19 | 3,574 |
| Operating expenses | -275 | -450 | -113 | -838 | -1,175 | -2,670 | -848 | -4,693 |
| Selling and distribution expenses |
-159 | -597 | 0 | -756 | -694 | -1,995 | -2 | -2,691 |
| Administrative expenses | -116 | 147 | -113 | -82 | -481 | -675 | -846 | -2,002 |
| Other income / expense | 97 | 0 | 55 | 152 | 186 | 0 | -36 | 150 |
| Operating profit (loss) | -172 | -62 | -59 | -293 | -677 | 611 | -904 | -970 |
| Financial income / expenses | -30 | -52 | -171 | -253 | -79 | -228 | 1,673 | 1,366 |
| Profit (Loss) before tax | -202 | -114 | -230 | -546 | -756 | 383 | 769 | 396 |
| Income tax | 0 | 41 | 0 | 41 | 0 | -65 | 0 | -65 |
| Net profit (loss) for the period | -202 | -73 | -230 | -505 | -756 | 318 | 769 | 331 |
| Revenue | 4Q 2023/2024 | 12m 2023/2024 |
|---|---|---|
| HoReCa | 908 | 3,004 |
| Distributor | 1,717 | 7,796 |
| Wholesaler | 1,688 | 5,685 |
| Other | 147 | 600 |
| Total | 4,461 | 17,086 |
| EUR '000 | 4Q 2023/2024 | 4Q 2022/2023 | 12m 2023/2024 | 12m 2022/2023 |
|---|---|---|---|---|
| Great Britain | 3,104 | 3,124 | 12,624 | 13,214 |
| Estonia | 1,357 | 869 | 4,462 | 6,208 |
| Group | 0 | 0 | 0 | 156 |
| Total | 4,461 | 3,993 | 17,086 | 19,578 |
| EUR '000 | 30.06.2024 | 30.06.2023 |
|---|---|---|
| Great Britain | 16,474 | 16,491 |
| Estonia | 2,202 | 4,870 |
| Group | 487 | 3,359 |
| Total | 19,163 | 24,720 |
In a stock exchange announcement published on 03.07.2024, AS PRFoods called a meeting of the holders of PRFoods bonds maturing on 22.01.2025, with ISIN code EE3300001577, issued under the terms of the secured bond issuance of PRFoods on 14.01.2020 (last amended on 20.09.2022). The meeting was held on 18.07.2024, and was attended by a total of 18 bondholders whose bonds had a total nominal value of 5,379,700 euros, representing approximately 56% of the nominal value of all voting bonds. Therefore, the meeting was quorate.
At the meeting, the bondholders adopted the following resolutions:
The resolution was supported by bondholders whose bonds had a total nominal value of 5,100,000 euros, representing approximately 95% of the nominal value of the bonds held by bondholders who attended the meeting. Bondholders whose bonds had a total nominal value of 279,700 euros, or approximately 5% of the nominal value of the bonds held by bondholders who attended the meeting, voted against the resolution. All bondholders present at the meeting participated in the vote.
According to the stock exchange announcement published by PRFoods on 03.07.2024, PRFoods undertakes to pay compensation to the bondholders in connection with the adoption of the above resolution, the amount of which per bond will be equal to one percent per year of the bond's nominal value for the extended period. This will be in addition to the interest calculated according to the terms and final terms, i.e., during the extended period, the interest (calculated at a rate of 6.25% per year) together with the compensation (calculated at a rate of 1% per year) will amount to a total of 7.25% per year of the bond's nominal value.
The Management Board confirms the correctness and completeness of the consolidated condensed interim report for the 4th quarter and 12 months of the financial year 2023/2024 of AS PRFoods and its subsidiaries (together the Group) presented in the pages 6-30 hereof and confirms to the best of its knowledge that:
Timo Pärn Member of the Management Board 30.08.2024
Kristjan Kotkas Member of the Management Board 30.08.2024
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