Interim / Quarterly Report • Aug 3, 2022
Interim / Quarterly Report
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Priisle Kodu, Tallinn
2022 II quarter and six months consolidated unaudited interim report
| Corporate name: | Hepsor AS |
|---|---|
| Commercial Register No: | 12099216 |
| Address: | Järvevana tee 7b, 10112 Tallinn |
| E-mail: | [email protected] |
| Telephone: | +372 660 9009 |
| Website: | www.hepsor.ee |
| Reporting period: | 01 January 2022-30 June 2022 |
| Financial year: | 01 January 2022-31 December 2022 |
| Supervisory Board: | Andres Pärloja, Kristjan Mitt, Lauri Meidla |
| Management Board: | Henri Laks |
| Auditor: | Grant Thornton Baltic OÜ |
Hepsor AS (hereinafter referred to as "the Group" or "Hepsor"), a property development company based on Estonian capital, has operations in Estonia and Latvia. The Group entered Latvian market in 2017 and has been operating under the same consolidating group since 2019.
| Management Report 4 | |
|---|---|
| Overview of Development Projects7 | |
| Group Structure13 | |
| Main Events14 | |
| Employees 14 | |
| Operating Results 15 | |
| Share and Shareholders17 | |
| Consolidated Financial Statements 19 | |
| Notes to the consolidated interim financial statements23 | |
| Note 1. General information 23 | |
| Note 2. Inventories23 | |
| Note 3. Trade and other receivables25 | |
| Note 4. Loans granted 25 | |
| Note 5. Loans and borrowings26 | |
| Note 6. Trade and other payables28 | |
| Note 7. Other non-current liabilities 28 | |
| Note 8. Embedded derivatives 28 | |
| Note 9. Deferred Income tax 29 | |
| Note 10. Revenue 29 | |
| Note 11. Cost of sales29 | |
| Note 12. Administrative expenses30 | |
| Note 13. Financial income and expenses 30 | |
| Note 14. Information about line item in the consolidated statement of cash flows 30 | |
| Note 15. Subsidiaries31 | |
| Note 16. Shares of associates32 | |
| Note 17. Operating segments33 | |
| Note 18. Related parties34 | |
| Note 19. Contingent liabilities35 | |
| Note 20. Events after reporting period 36 | |
| Note 21. Risk management 36 | |
| Management Board's Confirmation38 | |




| Project | Assumption |
|---|---|
| Strelnieku 4b | all apartments sold |
| Priisle Homes | all apartments and commercial premises sold |
| Balozu 9 | all apartments sold |
| Paevälja Courtyard Houses | I phase construction completed and all I phase apartments sold |
| Büroo113 office building | Sold or revalued to fair value using DCF method |
| Grüne office building | Sold or revalued to fair value using DCF method |
| Ulbrokas 30 stock-office | Sold or revalued to fair value using DCF method |

| RESIDENTIAL DEVELOPMENT PROJECTS FOR SALE |
Total number of apartments |
Apartments sold |
Apartments sold 2022 |
Apartments sold % |
Apartments available |
|---|---|---|---|---|---|
| Strelnieku 4b, Latvia | 54 | 23 | 13 | 43% | 31 |
| Paevälja Courtyard Houses | ેર | 76 | 27 | 79% | 20 |
| Priisle Homes | 76 | 76 | 4 | 100% | 0 |
| Kuldigas Parks, Latvia | 116 | ୧୦ | 47 | 52% | ટ્ટર્ |
| Marupes Darzs, Latvia | 92 | 48 | 48 | 52% | 44 |
| Total | 434 | 283 | 139 | 65% | 151 |
| COMMERCIAL DEVELOPMENT PROJECTS AVAILABLE |
Total rentable area m² |
Occupancy m² |
Occupancy ల్లిల్ల |
Vacancy m² |
|---|---|---|---|---|
| Priisle 1a retail premises | 1,487 | 1,487 | 100% | 0 |
| Ulbrokas 30 stock-office | 3.645 | 3.645 | 100% | O |
| Büroo113 office building | 4,002 | 4,002 | 100% | O |
| Grüne office building | 3,430 | 2,745 | 80% | ୧୫5 |
| Total | 12,564 | 11,882 | 95% | 685 |
The consolidated revenues of Hepsor for the first six months of 2022 amounted to 4.0 million euros (including 2.7 million euros in Q2 2022) and a net loss of 0.3 million euros (including 0.3 million euros in Q2 2022).
The sales of development projects still under construction will mostly take place in the second half of the year, and therefore the revenue and profit from these projects will also be reflected in the results of the 3rd and 4th quarters of the year. The Group's revenues and profitability are directly dependent on the development cycle of the projects, which lasts about 24 to 36 months. Sales revenue is only generated at the end of this cycle. The number of projects as well as the revenues and profitability may significantly vary from quarter to quarter depending on the length and timing of the development cycle. Therefore, some financial years or quarters may be weaker or stronger in terms of financial results. In evaluating the sustainability and the financial results of the real estate developer, the portfolio of the development projects and the three-year average financial results are the best criteria for evaluating the Group's financial results.
The Group has generated revenues mainly from the sale of residential development projects. As of 25 July 2022, we have sold 32 apartments in completed projects in Latvia (27 apartments as of the end of Q2 2022), including 13 apartments in the 4b Strēlnieku development project, 18 apartments in the 9 Baložu development project, and 1 apartment in the 24 Āgenskalna development project.
As of date of the current report, the Priisle Kodu development project, a project developed by the Group's affiliate company Hepsor N170 OÜ in Estonia, has reached the stage of signing the real right contracts. The Group's profit share will be reflected in the financial results of the third and fourth quarters of 2022. While contract under the law of obligations were signed at the end of the quarter for all 76 apartments and the commercial space in the development project, by 25 July, or after the end of the quarter, real right contracts were already signed for 32 apartments.
Hepsor currently has three residential development projects under construction in Estonia and Latvia, with a total of 304 new apartments. To date, contracts under the law of obligation and booking agreements have been signed for 48 apartments (52%) in the Mārupes Dārzs (92 apartments) development project near Riga. The sale and construction of Hepsor's second largest residential development project, Kuldīgas Parks (116 apartments) in Riga, is also proceeding according to the plan, and 64 apartments (55%) have been sold. Both projects will be completed in 2023. In Estonia, we continue with the construction of the Paevälja Hoovimajad development project of two apartment buildings in two stages with a total of 96 apartments. To date, contracts under the law of obligation have been concluded for 76 apartments (79%). The first phase of the project with 48 apartments will be completed by the end of the year, the second phase in the first quarter of next year.
In July, we signed a 14-million-euro loan agreement with LHV Pank AS, the purpose of which is to finance the construction of the Ojakalda Kodud development project. There are 101 spacious family apartments in the three-tower residential building on the border of Tallinn and Harku. Our green way of thinking is central to the development of the Ojakalda residential buildings: we create an environmentally conscious and sustainable living environment. The pre-sale of the Ojakalda development project has started and the construction will begin in September 2022.
In addition to the residential development projects already under construction and available for sale, Hepsor also plans to start the construction of the next phase of the Manufaktuuri Kvartal with 160 new apartments in the second half of 2022. In Riga, we plan to start the Raņķa Dambis development project with 36 new apartments. In 2022, a total of 383 apartments are planned to be built in Tallinn and Riga, including 128 in Riga. In addition, in May 2022, Hepsor signed a preliminary agreement for the purchase of real estate in the Imanta area of Riga. About 40 apartments can be built on the property.
Three commercial real estate development projects have been completed or are about to be completed in Tallinn this year. Selver supermarket already operates the commercial space (leasable space approx. 1,500 m2 ) on the first floor of the 11-storey commercial and residential property at 1 Priisle. Grüne Maja, the office building following the green thinking concept, has 80% of its leasable space covered by lease agreements, and the building itself is already in active use. We are actively continuing
negotiations to lease the remaining 20%. At the end of the year, we will hand over the Büroo113 commercial building, which is 100% covered by lease agreements. The anchor tenant in this building is a clinic with a modern and innovative concept. In the case of Büro113, green solutions (earth-heats-earth-cools, energy-efficient architecture, very good interior, solar energy, etc.) have been used for the first time in a city centre downtown high-rise. In 2022, a stock-office commercial development project will be completed at 30 Ulbrokas, Riga, which has also reached 100% occupancy.
In June, we completed the acquisition of the property at 17A Ganību Dambis in Riga. The property has 13 buildings of different commercial functionality (leasable area 8,200 m2 ) with occupancy of about 81%. As a result, we expect the share of rental income to increase in the third quarter of the year. In this development project the demolished depreciated buildings will be replaced by new commercial premises including offices and stock-offices. In total, the property will accommodate approximately 20,000 m2 of leasable space.
As of the date of this report, the Group has a total of 25 development projects. During the reporting year, the Āgenskalna and Baložu projects in Latvia were completed and a development project in the Imanta area of Riga was acquired.
The management of Hepsor still forecasts a turnover of 28 million euros in 2022 and profit of 3.3 million euros (including 3.1 million euros attributable to the owners of the parent company).
As of this report, we can say that despite of the difficult global situation, customers are not backing out of contracts, and contracts under the law of obligations for new homes continue to be signed on the agreed terms. The sale of new apartments in Riga projects has exceeded our expectations, and there are only 20 unsold apartments in projects currently under construction in Estonia. Russia's military invasion and attack on Ukraine's independence, which began on 24 February 2022, affects businesses and individuals around the world. Although the length, impact and outcome of the ongoing military conflict are still unclear, the high inflation rate, increased energy prices, increase in the Euribor based on the European Central Bank's monetary policy, and the increase in commodity and thus also construction prices are clearly felt. In view of the next two or three quarters, the mentioned factors will have an impact on the confidence of buyers of new homes.
Due to global uncertainty, the Group's management is paying more attention to the risks associated with taking new projects to the sales and construction phase. Despite the above, the management of the Group has not halted any of the current development projects, and according to current information, the sale and construction of new projects mentioned above will start already in autumn 2022.
As of 30 June 2022, the Group had 25 active projects in different development phases (30 June 2021: 20 projects) ja 175,000 sqm of sellable area (30 June 2021: 130,000 sqm).
During the reporting period, the last apartment of the 24 Āgenskalna development project was sold in Riga. After the reporting period, the Group sold the last apartment of 18-apartment in 9 Baložu development project in Riga. In May 2022, the Group signed a preliminary contract for purchasing property in Riga, in the Imanta area. As of 25 July 2022, the Group had a total of 25 active development projects and 176,000 sqm of sales space.
Distribution of development portfolio between different development phases (as of 25 July 2022):


Construction completed and development project not sold (as of 25 July 2022):

Development projects recorded under construction completed and not sold included the share of unsold apartments of Strēlnieku 4b apartment building in Riga that was completed in 2020 (31 apartments) and the apartments of Priisle Kodu for which contracts under the law of obligations have not yet been signed (44 apartments). The aim of the Group is to sell all these apartments in 2022. As of 25 July 2022, Baložu 9 development project with 18 apartments in Riga has been sold.
Residential development projects the construction of which has started (as of 25 July 2022):

| Project: | Paevälja Hoovimajad Hepsor PV11 OÜ |
|
|---|---|---|
| Address: | Paevälja 11, Lageloo 7, Tallinn | |
| Apartments: | 96 | |
| Start of construction: | IV quarter 2021 | |
| Estimated completion: | I phase Q4 2022 II phase Q1 2023 |
|
| Website: | hepsor.ee/paevalja/en |

| Project: | Kuldigas Parks Kvarta SIA |
|
|---|---|---|
| Address: | Gregora iela 2a, Riga | |
| Apartments: | 116 | |
| Start of construction: | Q4 2021 | |
| Estimated completion: | Q2 2023 | |
| Website: | hepsor.lv/kuldigasparks/en/ |

Project: Address: Apartments: Est. start of construction: Estimated completion: Website: Mārupes Dārzs Hepsor Mārupe SIA Liela 45, Mārupe, Riga area 92 Q2 2022 Q2 2023 hepsor.lv/Mārupesdarzs/en/

Commercial development projects the construction of which has started (as of 25 July 2022):

| Project: | Büroo 113 Hepsor P113 OÜ |
|
|---|---|---|
| Address: | Pärnu mnt 113, Tallinn | |
| Leasable area: | 4,002 m2 | |
| Occupancy: | 100% | |
| Start of construction: | Q3 2020 | |
| Estimated completion: | Q4 2022 | |
| Website: | byroo113.ee |

| Project: | Grüne Büroo Hepsor M14 OÜ |
|
|---|---|---|
| Address: | Meistri 14, Tallinn | |
| Leasable area: | 3,430 m2 | |
| Occupancy: | 80% | |
| Start of construction: | Q4 2020 | |
| Estimated completion: | Q1-Q4 2022 | |
| Website: | gryne.ee/en/ |

| Hepsor U30 SIA |
|---|
| Ulbrokas 30, Riga |
| 3,645 m2 |
| 100% |
| Q3 2021 |
| Q3 2022 |
| hepsor.lv/stokofissu30/en/ |
StockOffice U30


Project:
Address: Leasable area: Occupancy: Project completed: Website: Priisle Kodu (retail area) Hepsor N170 OÜ Priisle 1a, Tallinn 1,487 m2 100% Q3 2022 hepsor.ee/priislekodu/en


| Project: | Ojakalda Kodud Hepsor 3TORNI OÜ |
|
|---|---|---|
| Address: | Paldiski mnt 227c, Tallinn | |
| Apartments: | 101 | |
| Est. start of construction: | Q3 2022 | |
| Estimated completion: | Q2 2024 | |
| Website: | hepsor.ee/ojakalda/en/ |
| Project: | Manufaktuuri Kvartal Hepsor Phoenix 2 OÜ |
|
|---|---|---|
| Address: | Manufaktuuri 7, Tallinn | |
| Apartments: | 154 | |
| Est. start of construction: | Q4 2022 | |
| Estimated completion: | 2024-2025 | |
| Website: | hepsor.ee/manufaktuur/m7/en/ | |

| Project: | Peterburi road business quarter |
|||
|---|---|---|---|---|
| Address: | T2T4 OÜ | |||
| Leasable area: | Tooma 2/4, Tallinn | |||
| Est. start of construction: | Up to 10,000 m2 | |||
| 2022-2023 | ||||
| Website: | hepsor.ee/project/peterburi-tee-ariquarter |

| Project: | Ranka Dambis Hepsor RD5 SIA |
||
|---|---|---|---|
| Address: | Ranka Dambis 5, Riga | ||
| Apartments: | 36 | ||
| Est. start of construction: | Q4 2022 | ||
| Estimated completion: | 2024 |


| Project: | StockOffice U34 Hepsor U34 SIA |
|
|---|---|---|
| Address: | Ulbrokas 34, Riga | |
| Leasable area: | 8 000 m2 | |
| Est. start of construction: | Q4 2022 | |
| Estimated completion: | 2024 |

| Project name | Number of apartments |
Number of apartments sold* |
Share of apartments sold % |
Number of unsold apartments |
Share of unsold apartments % |
|---|---|---|---|---|---|
| Strēlnieku 4b, Latvia | 54 | 23 | 43 | 31 | 57 |
| Priisle Kodu | 76 | 76 | 100 | 0 | 0 |
| Paevälja Hoovimajad | 96 | 76 | 79 | 20 | 21 |
| Kuldigas Park, Latvia | 116 | 60 | 52 | 56 | 48 |
| Mārupes Dārzs, Latvia | 92 | 48 | 52 | 44 | 48 |
| Total | 434 | 283 | 65 | 151 | 35 |
* Number of sold apartments includes paid bookings, contracts under law of obligation and real right contracts.
In 2020–2021, the Group started the development of four commercial properties (12,564 sqm in total), all of which will be completed in 2022.
Occupancy of commercial development projects under construction (as of 25 July 2022):
| Project name | Rentable area sqm |
Occupancy m2 |
Occupancy % |
Vacancy m2 |
Vacancy % |
|---|---|---|---|---|---|
| Priisle 1a retail space | 1,487 | 1,487 | 100 | 0 | 0 |
| Ulbokras 30 stock-office, Latvia | 3,645 | 3,645 | 100 | 0 | 0 |
| Büroo113 | 4,002 | 4,002 | 100 | 0 | 0 |
| Grüne Office | 3,430 | 2,745 | 80 | 685 | 20 |
| Total | 12,564 | 11,882 | 95 | 685 | 5 |
As at 30 June 2022, the Group was comprised of parent company, 34 subsidiaries and 2 associated companies (30 June 2021: parent company, 26 subsidiaries, 2 associated companies). Tatari 6a Arenduse OÜ is reported as financial investment.
No changes in Group structure took place during Q2 2022.

| Name of SPV | Project name | Completion | Location | Development type |
Profit share % |
Sellable area sqm* |
# of apartments sold * |
|---|---|---|---|---|---|---|---|
| Hepsor BAL9 SIA | Baložu 9 | Q3 2022 | Latvia | Residential | 56% | 1 113 | 18 |
| Hepsor AGEN24 SIA | Āgenskalna 24 | Q2 2022 | Latvia | Residential | 100% | 1 518 | 28 |
| Total | 2 631 | 46 |
Projects completed in 2022 (as of 25 July 2022):
* Apartments sold in 2020–2022
| Name of SPV | Project address | Acquisition date |
Location | Development type |
Profit share % |
Planned sqm | Planned # of apartments |
|---|---|---|---|---|---|---|---|
| Hepsor JG SIA | Imanta, Riga | Q3 2021 | Latvia | Residential | 80% | 2 458 | 40 |
| Total | 2 458 | 40 |
As of 30 June 2022, the Group employed 23 (30 June 2021: 16) people including members of Management and Supervisory Board, including 13 in Estonia (30 June 2021: 9) and 10 in Latvia (30 June 2021: 7).
Total labour cost for the reporting period amounted to 711 thousand euros (6M 2021: 342 thousand euros). Gross fees paid to the members of Management and Supervisory Boards during the reporting period amounted to 150 thousand euros (6M 2021: 25 thousand euros).
The Group's definition of labour costs includes payroll expenses (incl. basic salary, additional remuneration, holiday pay and performance pay), payroll taxes, special benefits and taxes calculated on special benefits. The remuneration of the members of the Management Board and the Supervisory Board are also considered to be labour costs.
The Group's sales revenue in Q2 2022 was 2.7 million euros (compared with 1.0 million euros in Q2 2021), of which 2.5 million euros (Q2 2021: 61 thousand euros) or 94% (Q2 2021: 6%) was earned from Latvia.
The Group's sales revenue in six months 2022 was 4.0 million euros (6M 2021: 3.9 million euros) including 3.6 million euros (6M 2021: 0.4 million euros) from Latvia. Revenue from Latvian operations accounted for 91% of Group's revenue (6M 2021: 11%).
In Q2 2022 the Group had three development projects available for sale in Riga. In six months 2022, the Group sold a total of 27 apartments including 9 apartments in 4b Strēlnieku, 17 apartments in 9 Baložu and 1 apartment in 24 Āgenskalna development project (Q1 2022: 8 apartments in 4b Strēlnieku, Riga). As of 30 June 2022, the Group had 36 apartments available for sale (31 December 2021: 45; 30 June 2021: 53) including 35 apartments in 4b Strēlnieku and 1 apartment in 9 Baložu development project.
In addition to sale of apartments, the Group also offers project management services and generates rental income. In total, other sales revenue amounted to 406 thousand euros, or 10% of the Group's total sales revenue in January-June 2022 (6M 2021: 277 thousand euros, or 7%).
The Group's operating loss for Q2 2022 amounted to 186 thousand euros (Q2 2021: 81 thousand euros). The Group's net loss for the Q2 2022 amounted to 280 thousand euros (Q2 2021: 139 thousand euros), of which the net loss attributable to the owners of the parent amounted to 278 thousand euros (Q2 2021: 134 thousand euros), while the net loss to non-controlling interest was 2 thousand euros (Q2 2021: 5 thousand euros).
In six months 2022 the Group's operating loss was 500 thousand euros (6M 2021: net profit of 178 thousand euros). The Group's net loss for six months 2022 amounted to 258 thousand euros (6M 2021: net profit of 34 thousand euros), of which the net loss attributable to the owners of the parent amounted to 273 thousand euros (6M 2021: 84 thousand euros), while the net profit to non-controlling interest was 15 thousand euros (6M 2021: 118 thousand euros).
Although the profits of the reporting periods of 2022 decreased year-on year, the management of the Group believes that the net profit of the Group for the reporting year will be 3.3 million euros. The decrease in profits is primarily due to the lower profitability of the projects sold in the first half of 2022 compared to the projects sold a year ago. Operating expenses, primarily personnel expenses, have also increased. The number of employees of the Group has increased by approximately 50% over the year (30 June 2022: 23 vs 30 June 2021: 16). The demand for expanded team has been driven by the Group's expansion and grow, as well as by the increase in the size and complexity of the projects in the active development phases. The profitability has been slightly impacted by the increase in interest expenses for the first six months of 2022 compared to the first half of 2021.
The Group's cash and cash equivalents amounted to 10.9 million euros at the beginning of 2022 (2021: 4.2 million euros) and to 4.4 million euros as of 30 June 2022 (30 June 2021: 1.3 million euros). The negative cash flow for the period was 6.8 million euros (6M 2021: 2.9 million euros).
Cash flow from operating activities for six months 2022 was negative at 16.2 million euros (6M 2021: 8.9 million euros). Cash flow from operating activities was mostly affected by the growth in the portfolio of development projects, due to the change in inventories the negative cash flow as of 30 June 2022 was 17.9 million euros (6M 2021: 9.3 million euros).
Cash flow from investments was positive at 1.2 million euros as of 30 June 2022 (6M 2021: 0.8 million euros). The largest impact was from repayment of loans granted, the balance of which decreased by 1.3 million euros (6M 2021: 0 euros).
Cash flow from financing activities was positive at 8.1 million euros (6M 2021: 6.8 million euros). In six months 2022, the Group received more loans than it repaid. The net amount of loans received in six months 2022 was 8.7 million euros (6M 2021: 7.4 million euros).

| II quarter | II quarter | 6M 2022 | 6M 2021 | |
|---|---|---|---|---|
| Gross profit margin | 3.6% 2022 |
16.1% 2021 |
5.1% | 15.1% |
| Operating profit margin | -6.9% | -8.2% | -12.6% | 4.6% |
| EBITDA margin | -5.6% | -4.4% | -10.9% | 6.7% |
| Net profit margin | -10.4% | -14.1% | -6.5% | 0.9% |
| General expense ratio | 11.9% | 26.7% | 18.9% | 11.6% |
| Equity ratio | 29.4% | 25.1% | 29.4% | 25.1% |
| Debt ratio | 57.9% | 63.4% | 57.9% | 63.4% |
| Current ratio | 6.8 | 4.6 | 6.8 | 4.6 |
| Return of equity (adjusted) | 17.0% | 32.3% | 17.0% | 32.3% |
| Return on equity attributable to the owners of the parent (adjusted) | -2.4% | 24.5% | -2.4% | 24.5% |
| Return on assets | 3.1% | 7.9% | 3.1% | 7.9% |
Gross profit margin = gross profit / revenue
Operating profit margin = operating profit / revenue
EBITDA margin = (operating profit + depreciation) / revenue
Net profit margin = net profit / revenue
General expense ratio = (marketing expenses + general and administrative expenses) / revenue
Equity ratio = shareholder's equity / total assets
Debt ratio = interest-bearing liabilities / total assets
Current ratio = current assets / current liabilities
Return on equity (adjusted) = net profit of trailing 12 months / arithmetic average shareholder's equity (except for net capital raised through initial public offering)
Return on equity attributable to the owners of the parent (adjusted) = net profit of trailing 12 months attributable to owners of the parent / arithmetic average shareholder's equity attributable to owners of the parent (except for net capital raised through initial public offering)
Return on assets = net profit of trailing 12 months / average total assets
The shares of Hepsor AS (HPR1T; ISIN EE3100082306) have been listed in the Main List of Nasdaq Tallinn Stock Exchange since 26 November 2021. The Group has issued 3,854,701 shares with nominal value of 1 euro.
As of 30 June 2022, Hepsor AS had 12,092 shareholders.
Hepsor AS shares held by the members of Management and Supervisory Boards and entities related to them:
| Shareholder | Position | Number of shares | Shareholding % | |
|---|---|---|---|---|
| Henri Laks | Member of Management Board | 498,000 | 12.92 | |
| Andres Pärloja | Chairman of Supervisory Board | 997,500 | 25.88 | |
| Kristjan Mitt | Member of Supervisory Board | 997,500 | 25.88 | |
| Lauri Meidla | Member of Supervisory Board | 507,000 | 13.15 | |
| Total | - | 3,000,000 | 77.83 |
Shareholder structure by number of shares held as of 30 June 2021:
| Number of shares | Number of shareholders |
% of shareholders | Number of shares | % of shares |
|---|---|---|---|---|
| 100 001-… | 5 | 0.04% | 3,000,000 | 77.83% |
| 10 001-100 000 | 8 | 0.07% | 211,126 | 5.48% |
| 1001 -10 000 | 54 | 0.45% | 151,859 | 3.94% |
| 101-1000 | 756 | 6.25% | 200,082 | 5.19% |
| 1-100 | 11,269 | 93.19% | 291,634 | 7.57% |
| Total | 12,092 | 100.00% | 3,854,701 | 100.00% |
Between 1 January 2022 and 30 June 2022, a total of 11,048 transactions were conducted with the shares of Hepsor AS with 239,606 shares in the total amount of 3.0 million euros. The highest price for the period was 14.4 euros and the lowest price 10.0 euros. The opening price was 13.5 euros and closing price 10.14 euros. As of 30 June 2021, the market capitalization of Hepsor AS was 38.6 million euros and the Group's equity amounted to 19 million euros.
The Group's annual general meeting of shareholders, which took place on May 25, 2022, had a quorum as 34 shareholders with 3,064,876 votes were represented, i.e. more than half of the Group's votes represented by Hepsor AS shares, including 4 shareholders who exercised the opportunity to vote before the meeting and who had 1,950 votes, or 0.05% of all votes represented by the shares of Hepsor AS.
The annual general meeting approved the annual report for 2021 and profit distribution.



In accordance with the Group's strategy, the earned profits will be reinvested in the implementation of new and existing projects. The Group's shareholders may decide to pay dividends or establish a long-term dividend policy in the future, if the Group does not have the opportunity to reinvest its profits in projects with a sufficient return on equity.
| in thousands of euros | Note | 30 June 2022 | 31 Dec 2021 | 30 June 2021 |
|---|---|---|---|---|
| Assets | ||||
| Current assets | ||||
| Cash and cash equivalents | 4,361 | 10,889 | 1,277 | |
| Trade and other receivables | 3 | 576 | 652 | 636 |
| Current loan receivables | 4 | 279 | 2,388 | 256 |
| Inventories | 2 | 56,128 | 37,237 | 33,084 |
| Total current assets | 61,344 | 51,166 | 35,253 | |
| Non-current assets | ||||
| Property, plant and equipment | 260 | 229 | 410 | |
| Intangible assets | 3 | 0 | 0 | |
| Financial investments | 2 | 402 | 2 | |
| Non-current loan receivables | 4 | 2,308 | 3,408 | 1,970 |
| Other non-current receivables | 380 | 140 | 99 | |
| Total non-current assets | 2,953 | 4,179 | 2,481 | |
| Total assets | 17 | 64,297 | 55,345 | 37,734 |
| Liabilities and equity | ||||
| Current liabilities | ||||
| Loans and borrowings | 5 | 2,472 | 5,501 | 4,393 |
| Current lease liabilities | 64 | 123 | 72 | |
| Prepayments from customers | 2,453 | 1,164 | 1,238 | |
| Trade and other payables | 6 | 3,959 | 5,539 | 1,967 |
| Deferred income tax liability | 9 | 8 | 0 | 0 |
| Total current liabilities | 8,956 | 12,327 | 7,670 | |
| Non-current liabilities | ||||
| Loans and borrowings | 5 | 34,641 | 22,862 | 19,169 |
| Non-current lease liabilities | 66 | 66 | 284 | |
| Other non-current liabilities | 7 | 1,762 | 1,053 | 1,080 |
| Deferred income tax liability | 9 | 0 | 0 | 73 |
| Total non-current liabilities | 36,469 | 23,981 | 20,606 | |
| Total liabilities | 17 | 45,425 | 36,308 | 28,276 |
| Equity | ||||
| Share capital | 3,855 | 3,855 | 6 | |
| Share premium | 8,917 | 8,917 | 3,211 | |
| Retained earnings | 6,100 | 6,265 | 6,241 | |
| Total equity | 18,872 | 19,037 | 9,458 | |
| incl. total equity attributable to owners of the parent | 18,345 | 18,904 | 9,370 | |
| incl. non-controlling interest | 527 | 133 | 88 | |
| Total liabilities and equity | 64,297 | 55,345 | 37,734 |
| in thousands of euros | Note | 6M 2022 | Adjusted 6M 2021 |
Q2 2022 | Q2 2021 |
|---|---|---|---|---|---|
| Revenue | 10,17 | 3,954 | 3,874 | 2,682 | 985 |
| Cost of sales (-) | 11 | -3,752 | -3,290 | -2,586 | -826 |
| Gross profit | 202 | 584 | 96 | 159 | |
| Marketing expenses (-) | -173 | -100 | -78 | -52 | |
| Administrative expenses (-) | 12 | -537 | -298 | -209 | -173 |
| Other operating income | 47 | 43 | 37 | 23 | |
| Other operating expenses (-) | -39 | -51 | -32 | -38 | |
| Operating profit (-loss) of the year | 17 | -500 | 178 | -186 | -81 |
| Financial income | 13.1 | 567 | 76 | 58 | 43 |
| Financial expenses (-) | 13.2 | -312 | -191 | -144 | -83 |
| Profit before tax | -245 | 63 | -272 | -121 | |
| Current income tax | 8 | -5 | -16 | 0 | -16 |
| Deferred income tax | 9 | -8 | -13 | -8 | -2 |
| Net profit for the year | -258 | 34 | -280 | -139 | |
| Attributable to owners of the parent | -273 | -84 | -278 | -134 | |
| Non-controlling interest | 15 | 118 | -2 | -5 | |
| Other comprehensive income (-loss) | |||||
| Changes related to change of ownership | 15 | 135 | 0 | 0 | 0 |
| Change in value of embedded derivatives with minority shareholders |
8 | -13 | -31 | -31 | 59 |
| Other comprehensive income (-loss) for the period | 122 | -31 | -31 | 59 | |
| Attributable to owners of the parent | 15 | -286 | 0 | -200 | 0 |
| Non-controlling interest | 408 | -31 | 169 | 59 | |
| Comprehensive income (-loss) for the period | -136 | 3 | -311 | -80 | |
| Attributable to owners of the parent | -559 | -84 | -478 | -134 | |
| Non-controlling interest | 423 | 87 | 167 | 54 | |
| Earnings per share | |||||
| Basic (euros per share) | -0.07 | -0.02 | -0.07 | -0.03 | |
| Diluted (euros per share) | -0.07 | -0.02 | -0.07 | -0.03 |
| in thousands of euros | Attributable to equity owners of the parent | ||||
|---|---|---|---|---|---|
| Share capital | Retained Share premium earnings |
Non-controlling interests |
Total equity | ||
| Balance of 01 January 2021 | 6 | 3,211 | 6,237 | 65 | 9,519 |
| Net profit for the year | 0 | 0 | -84 | 118 | 34 |
| Other comprehensive income/(-loss) for the period |
0 | 0 | 0 | -31 | -31 |
| Dividends paid | 0 | 0 | 0 | -64 | -64 |
| Balance of 30 June 2021 | 6 | 3,211 | 6,153 | 88 | 9,458 |
| Balance of 01 January 2022 | 3,855 | 8,917 | 6,132 | 133 | 19,037 |
| Net profit for the year | 0 | 0 | -273 | 15 | -258 |
| Other comprehensive income/(-loss) for the period |
0 | 0 | -286 | 408 | 122 |
| Dividends paid | 0 | 0 | 0 | -29 | -29 |
| Balance of 30 June 2022 | 3,855 | 8,917 | 5,573 | 527 | 18,872 |
| in thousands of euros | Note | 6M 2022 | 6M 2021 |
|---|---|---|---|
| Net cash flows from (to) operating activities | |||
| Operating profit/(-loss) of the year | 17 | -500 | 178 |
| Adjustments for: | |||
| Depreciation of property, plant and equipment | 70 | 82 | |
| Other adjustments | -5 | 0 | |
| Income tax paid | 8 | -5 | -75 |
| Changes in working capital: | |||
| Change in trade receivables | 85 | 1 | |
| Change in inventories | 2 | -17,904 | -9,340 |
| Change in liabilities and prepayments | 2,111 | 286 | |
| Cash flows from (to) operating activities | -16,148 | -8,868 | |
| Net cash flows to investing activities | |||
| Payments for property, plant and equipment | -104 | 0 | |
| Payments of for acquisition of subsidiaries | 15 | -400 | -2 |
| Proceeds from sale of subsidiaries | 15 | 135 | 0 |
| Interest received | 17 | 22 | |
| Loans granted | 4 | -176 | -799 |
| Loan repayments received | 4 | 1,305 | 0 |
| Other receipts from investing activities | 13 | 460 | 0 |
| Cash flows to investing activities | 1,237 | -779 | |
| Net cash flows from (to) financing activities | |||
| Loans raised | 5 | 12,722 | 11,530 |
| Loan repayments | 5 | -3,972 | -4,128 |
| Interest paid | 14 | -469 | -478 |
| Payments of finance lease principal | -5 | -19 | |
| Payments of right to use lease liabilities | -54 | -67 | |
| Dividends paid | -29 | -102 | |
| Other receipts from financing activities | -52 | -19 | |
| Cash flows from financing activities | 8,141 | 6,717 | |
| Net cash flow | -6,770 | -2,930 | |
| Cash and cash equivalents at beginning of year | 10,889 | 4,207 | |
| Cashflow in from acquisitions of subsidiaries | 242 | 0 | |
| Increase / decrease in cash and cash equivalents | -6,770 | -2,930 | |
| Cash and cash equivalents at end of year | 4,361 | 1,277 |
The Hepsor AS (hereinafter "the Group") consolidated unaudited interim report for Q2 and six months 2022 have been prepared in accordance with IAS 34 Interim Financial Reporting of International Financial Reporting Standards as endorsed in the European Union ("IFRS (EU)"). The Group has consistently applied the accounting policies throughout all periods presented, unless stated otherwise. The interim report for Q2 and six months 2022 follow the same accounting principles and methods used in the 2021 audited consolidated financial statements. The current interim financial statements contain the audited financial results for 2021 and unaudited comparative figures for Q2 and six months 2021.
The Group has not made any changes in their critical accounting estimates which may have impact on the consolidated unaudited interim financial statements for Q2 and six months 2022.
The Group has not made any changes in the valuation techniques applied for fair value measurement in 2022.
Changes in presentation
The Group has adjusted comparative data for 2021 in its interim report for Q2 and six months. According to the Group's management, the change in the presentation gives a more accurate picture of the Group's financial results.
The change in the presentation of the consolidated statement of comprehensive income is related to cost of managing development project.
| In thousands of euros | Initial balance as of 30 June 2021 |
Change | Adjusted balance as of 30 June 2021 |
||
|---|---|---|---|---|---|
| Cost of sales (personnel expenses) (Note 11) | -3,171 | +119 | -3,290 | ||
| Administrative expenses (personnel expenses) (Note 12) | -417 | -119 | -298 |
Inventories are accounted as ready for sale development projects once the project has been granted usage permit.
As of 30 June 2022, the Group had 36 (31 December 2021: 45; 30 June 2021: 53) unsold apartments in Riga, including 35 apartments in 4b Strēlnieku development project and 1 apartment in 9 Baložu development project.
As of 30 June 2022, the changes in inventories as stated in cash flow statements have been adjusted by loan interest expense. The capitalized loan interest amounted to 987 thousand euros (30 June 2021: 840 thousand euros). Further information about financial expenses is provided in Note 13.2.
Project statuses are classified as following:
| in thousands of euros | 30 June 2022 | 31 Dec 2021 | 30 June 2021 |
|---|---|---|---|
| A – planning proceedings | 11,233 | 6,877 | 3,610 |
| B – building permit proceedings | 8,749 | 7,901 | 9,160 |
| C – building permit available /construction not yet started | 6,868 | 7,150 | 6,317 |
| D – construction started / sale started | 26,745 | 11,985 | 9,825 |
| E – construction ready for sale | 2,533 | 3,324 | 4,172 |
| Total inventories | 56,128 | 37,237 | 33,084 |
The following development projects are stated as inventories:
| in thousands of euros | 30 June 2022 31 Dec 2021 |
30 June 2021 | |||||||
|---|---|---|---|---|---|---|---|---|---|
| Address | Project company | Location | Segment | Acquisi | Project | Acquisi | Project | Acquisi | Project |
| Work in progress | tion cost | status | tion cost | status | tion cost | status | |||
| Pirita Road 26b, Tallinn | Hepsor P26B OÜ | Estonia | Residential | 0 | - | 13 | E | 5,711 | D |
| Paevälja 11/Lageloo 7, | |||||||||
| Tallinn | Hepsor PV11 OÜ | Estonia | Residential | 7,529 | D | 2,965 | D | 1,984 | B |
| Paldiski mnt 227C, Tallinn | Hepsor 3Torni OÜ | Estonia | Residential | 2,811 | C | 2,517 | C | 2,368 | C |
| Narva mnt 150, Narva mnt 150a, Narva mnt 150b, Tallinn |
Hepsor N450 OÜ | Estonia | Residential/ Commercial |
3,620 | A | 3,582 | A | 3,586 | A |
| Manufaktuuri 5, Tallinn | Hepsor Phoenix 3 OÜ | Estonia | Residential/ Commercial |
3,566 | B | 3,268 | B | 3,040 | B |
| Manufaktuuri 7, Tallinn | Hepsor Phoenix 2 OÜ | Estonia | Residential/ Commercial |
2,497 | B | 2,303 | B | 2,057 | B |
| Tooma 2,Tooma 4 Tallinn | T2T4 OÜ | Estonia | Commercial | 1,196 | C | 1,159 | C | 1,123 | C |
| Lembitu 4, Tallinn | Hepsor L4 OÜ | Estonia | Commercial | 2,861 | C | 2,811 | C | 2,826 | C |
| Meistri 14, Tallinn | Hepsor M14 OÜ | Estonia | Commercial | 6,593 | D | 5,765 | D | 3,293 | D |
| Alvari 2, Paevälja 9, Tallinn |
Hepsor Fortuuna OÜ | Estonia | Residential | 1,659 | A | 1,656 | A | 0 | - |
| Alvari 1, Tallinn | Hepsor A1 OÜ | Estonia | Residential | 1,006 | A | 1,004 | A | 0 | - |
| Kadaka Road 197, Tallinn | H&R Residentsid OÜ | Estonia | Residential | 1,137 | A | 614 | A | 0 | - |
| Baložu 9, Riga | Hepsor Bal9 SIA | Latvia | Residential | 0 | - | 1,770 | D | 821 | D |
| Saules alley 2, Riga | Hepsor SA2 SIA | Latvia | Residential | 961 | B | 957 | B | 1,045 | B |
| Liela 45, Mārupe | Hepsor Mārupe SIA | Latvia | Residential | 2,681 | D | 663 | C | 510 | B |
| Ranka Dambis 5, Riga | Hepsor RD5 SIA | Latvia | Residential | 383 | B | 354 | B | 0 | - |
| Ulbrokas 30, Riga | Hepsor U30 SIA | Latvia | Commercial | 3,330 | D | 1,485 | D | 524 | B |
| Ulbrokas 34, Riga | Hepsor U34 SIA | Latvia | Commercial | 1,094 | B | 1,019 | B | 0 | - |
| Braila 23, Riga | Hepsor Jugla SIA | Latvia | Residential | 248 | B | 0 | - | 0 | - |
| Gregora iela 2a, Riga | Hepsor Kvarta SIA | Latvia | Residential | 6,612 | D | 0 | - | 0 | - |
| Ganību Dambis 17a, Riga | Hepsor Ganību Dambis SIA |
Latvia | Commercial | 3,787 | A | 0 | - | 0 | - |
| -other properties | Estonia | 24 | A | 21 | A | 22 | A | ||
| -other properties | Latvia | 0 | - | 0 | - | 2 | A | ||
| Total work in progress | 53,595 | 33,926 | 28,912 | ||||||
| Finished real estate development | |||||||||
| Āgenskalna 24, Riga | Hepsor Agen24 SIA | Latvia | Residential | 0 | 0 | 50 | E | 112 | E |
| Strēlnieku 4b, Riga | Hepsor S4B SIA | Latvia | Residential | 2,433 | E | 3,245 | E | 4,044 | E |
| Manufaktuuri 22, Tallinn (parking spaces) |
Hepsor Phoenix OÜ | Estonia | Residential | 16 | E | 16 | E | 16 | E |
| Baložu 9, Riga | Hepsor Bal9 SIA | Latvia | Residential | 84 | E | 0 | - | 0 | - |
| Total finished real estate development | 2,533 | 3,311 | 4,172 | ||||||
| Total inventories | 56,128 | 37,237 | 33,084 |
| In thousands of euros | 30 June 2022 | 31 Dec 2021 | 30 June 2021 |
|---|---|---|---|
| Trade receivables | |||
| Trade receivables | 104 | 86 | 66 |
| Allowance for doubtful receivables | -6 | -6 | -4 |
| Net trade receivables | 98 | 80 | 62 |
| Prepayments | |||
| Tax prepayment | |||
| Value added tax | 247 | 382 | 268 |
| Other taxes | 23 | 0 | 0 |
| Other prepayments for goods and services | 149 | 146 | 179 |
| Total prepayments | 419 | 528 | 447 |
| Other current receivables | |||
| Interest receivables | 42 | 33 | 0 |
| Other current receivables | 17 | 11 | 127 |
| Other current receivables | 59 | 44 | 127 |
| Total trade receivables | 576 | 652 | 636 |
In December 2021, the shareholders of Hepsor P26b OÜ approved the resolution of division of the company, based on which Hepsor P26b OÜ transferred assets to minority shareholders in the amount of 2,098 thousand euros. Of this, 2,080 thousand euros as loan receivable. Additional information is available in Note 8.
| In thousands of euros | Owner of non controlling interest |
Unrelated legal entities |
Associates | Related legal entities |
Total |
|---|---|---|---|---|---|
| 2022 | |||||
| Loan balance as of 01 January 2022 | 2,109 | 1,100 | 2,587 | 0 | 5,796 |
| Loan granted | 0 | 0 | 0 | 176 | 176 |
| Loan collected | -29 | -1,100 | 0 | -176 | -1,305 |
| Division of subsidiary | -2,080 | 0 | 0 | 0 | -2,080 |
| Loan balance as of 30 June 2022 | 0 | 0 | 2,587 | 0 | 2,587 |
| - current portion |
0 | 0 | 279 | 0 | 279 |
| - non-current portion |
0 | 0 | 2,308 | 0 | 2,308 |
| contractual/effective interest rate per annum | 0-3% | 0% | 7% | 12% | |
| 2021 | |||||
| Loan balance as of 01 January 2021 | 720 | 56 | 1,371 | 0 | 2,147 |
| Loan granted | 29 | 171 | 599 | 0 | 799 |
| Division of subsidiary | -720 | 0 | 0 | 0 | -720 |
| Loan balance as of 3 June 2021 | 29 | 227 | 1,970 | 0 | 2,226 |
| - current portion |
29 | 227 | 0 | 0 | 256 |
| - non-current portion |
0 | 0 | 1,970 | 0 | 1,970 |
| Loan balance as of 01 July 2021 | 29 | 227 | 1,970 | 0 | 2,226 |
| Loan granted | 2,080 | 873 | 617 | 0 | 3,570 |
| Loan balance as of 31 December 2021 | 2,109 | 1,100 | 2,587 | 0 | 5,796 |
| -current portion | 2,109 | 0 | 279 | 0 | 2,388 |
| -non-current portion | 0 | 1,100 | 2,308 | 0 | 3,408 |
| contractual/effective interest rate per annum | 0%-3% | 0% | 7% |
In 2020, the shareholders of Hepsor V10 OÜ and Hepsor Kadaka OÜ approved the resolution of division of the companies, based on which Hepsor V10 transferred assets (loan receivable) to minority shareholder in the amount of 274 thousand euros and Hepsor Kadaka OÜ in the amount of 448 thousand euros including 446 as loan receivable. The division took place in Q1 2021.
| in thousands of euros | Bank loans | Unrelated legal entities and individuals |
Related legal entities |
Total |
|---|---|---|---|---|
| 2022 | ||||
| Loan balance as of 01 January 2022 | 10,951 | 15,581 | 1,831 | 28,363 |
| Received | 10,003 | 2,719 | 0 | 12,722 |
| Repaid | -1,907 | -2,065 | 0 | -3,972 |
| Loan balance as of 30 June 2022 | 19,047 | 16,235 | 1,831 | 37,113 |
| - current loan payable |
1,225 | 1,247 | 0 | 2,472 |
| - non-current loan payable |
17,822 | 14,988 | 1,831 | 34,641 |
| Contractual interest rate per annum | 6M Euribor+3.75%-8%; 8.2% |
0-12% | 3%-12% | |
| 2021 | ||||
| Loan balance as of 01 January 2021 | 4,705 | 10,815 | 640 | 16,160 |
| Received | 6,430 | 5,100 | 0 | 11,530 |
| Repaid | -2,754 | -1,374 | 0 | -4,128 |
| Total loan balance as of 30 June 2021 | 8,381 | 14,541 | 640 | 23,562 |
| - current loan payable |
3,222 | 671 | 500 | 4,393 |
| - non-current loan payable |
5,159 | 13,870 | 140 | 19,169 |
| Loan balance as of 01 July 2021 | 8,381 | 14,541 | 640 | 23,562 |
| Received | 7,623 | 1,838 | 1,691 | 11,152 |
| Repaid | -5 053 | -798 | -500 | -6,351 |
| Total loan balance as of 31 December 2021 |
10,951 | 15,581 | 1,831 | 28,363 |
| - current loan payable |
2,821 | 2,680 | 0 | 5,501 |
| - non-current loan payable |
8,130 | 12,901 | 1,831 | 22,862 |
| Contractual interest rate per annum | 6M Euribor +5.85% -8%; 8.2% |
0-12% | 12% | |
| Effective interest rate per annum | 4.7%-10.7% | 0-12.2% | 12%-13.44% |
In March 2021, Hepsor AS signed a three-year 4-million-euro loan agreement with LHV Pank. In July the parties signed an addendum to the loan agreement increasing the loan amount by 2 million euros to 6 million euros. The shares of Hepsor AS held by the members of Management and Supervisory Board of the Group and the shares of Hepsor Finance OÜ were pledged as collateral to secure the loan. The loan agreement states two financial covenants that are measured quarterly:
a) LHV Pank loan and equity ratio of maximum 55%,
b) Group's investments to Estonian entities and LHV Pank loan ratio must be at least 1.5x at any given moment.
As of 30 June 2022, 89% (31 December 2021: 86%, 30 June 2021: 93%) of all loans granted to the Group have been received against the risk of development projects.
| in thousands of euros | Bank loans | Unrelated legal entities and individuals |
Related legal entities |
Total |
|---|---|---|---|---|
| Balance as at 30 June 2022 | ||||
| Loans for development projects | 15,021 | 16,235 | 1,831 | 33,087 |
| Loans to headquarters to finance development projects | 4,026 | 0 | 0 | 4,026 |
| Total | 19,047 | 16,235 | 1,831 | 37,113 |
| Balance as at 31 December 2021 | ||||
| Loans for development projects | 6,925 | 15,581 | 1,831 | 24,337 |
| Loans to headquarters to finance development projects | 4,026 | 0 | 0 | 4,026 |
| Total | 10,951 | 15,581 | 1,831 | 28,363 |
| Balance as at 30 June 2021 | ||||
| Loans for development projects | 7,156 | 14,541 | 140 | 21,837 |
| Loans to headquarters to finance development projects | 1,225 | 0 | 500 | 1,725 |
| Total | 8,381 | 14,541 | 640 | 23,562 |
As of 30 June 2022, the Group had the following bank loans under the following conditions:
| Lender | Country | Loan balance |
Contract term |
Loan limit |
Interest per annum |
Collateral | Cost value of the collateral |
Guarantee given |
|---|---|---|---|---|---|---|---|---|
| LHV Pank | Estonia | 4,596 | 2023 | 8,605 | 6M Euribor + 4.5% |
Mortgage - Paevälja pst 11, Lageloo 3//5, Lageloo 7, Tallinn |
7,529 | - |
| LHV Pank AS | Estonia | 3,030 | 2024 | 3,115 | 6M Euribor + 3.75% |
Mortgage - Meistri 14, Tallinn | 6,593 | - |
| LHV Pank AS | Estonia | 1,225 | 2022 | 1,300 | 6M Euribor + 8% |
Mortgage - Lembitu 4, Tallinn | 2,861 | - |
| Bigbank AS | Latvia | 0 | 2025 | 7,000 | 5.5% | Mortgage – Liela 45, Mārupe, Riga |
2,681 | - |
| Bigbank AS | Latvia | 1,011 | 2023 | 2,500 | 6M Euribor + 4.5% |
Commercial pledge; Mortgage - Strēlnieku 4b, Riga |
2,433 | - |
| Bigbank AS | Latvia | 1,905 | 2024 | 2,650 | 5.5% | Mortgage - Ulbrokas 30, Riga, Commercial pledge |
3,330 | 500 |
| Bigbank AS | Latvia | 3,254 | 2025 | 7,500 | 5.5% | Mortgage - Gregora 2a, Riga | 6,612 | 423 |
In addition to bank loans, Hepsor N450 OÜ has a joint mortgage in the amount of 3.5 million euros as a loan collateral until the loan obligation to unrelated legal entity has been fulfilled.
As of 31 December 2021, the Group had the following bank loans under the following conditions:
| Lender | Country | Loan balance |
Contract term |
Loan limit |
Interest per annum |
Collateral | Cost value of the collateral |
|---|---|---|---|---|---|---|---|
| LHV Pank AS | Estonia | 1,225 | 2022 | 1,300 | 6M Euribor + 8% | Mortgage - Lembitu 4, Tallinn | 2,811 |
| LHV Pank AS | Estonia | 562 | 2023 | 8,605 | 6M Euribor + 4,5% | Mortgage - Paevälja 11, Lageloo 3 // 5, Lageloo 7; Tallinn |
2,965 |
| LHV Pank AS | Estonia | 2,375 | 2024 | 3,115 | 6M Euribor + 4,75% | Mortgage - Meistri 14, Tallinn | 5,765 |
| Bigbank AS | Latvia | 982 | 2023 | 1,150 | 6% | Mortgage - Baložu 9, Riga | 1,770 |
| Bigbank AS | Latvia | 1,687 | 2024 | 2,500 | 6M Euribor + 4,5% | Commercial pledge; Mortgage - Strēlnieku 4b, Riga |
3,245 |
| Lender | Country | Loan balance |
Contract term |
Loan limit |
Interest per annum |
Collateral | Cost value of the collateral |
|---|---|---|---|---|---|---|---|
| LHV Pank AS | Estonia | 1,300 | 2022 | 1,300 | 6M Euribor + 8% | Mortgage - Lembitu 4, Tallinn | 2,826 |
| LHV Pank AS | Estonia | 3,221 | 2023 | 8,034 | 6M Euribor + 6% | Mortgage – Pirita tee 26B, Tallinn | 5,711 |
| Bigbank AS | Latvia | 166 | 2023 | 1,150 | 6% | Mortgage - Baložu 9, Riga | 821 |
| Bigbank AS | Latvia | 2,469 | 2024 | 2,500 | 6M Euribor + 4,5% | Commercial pledge; Mortgage - Strēlnieku 4b, Riga |
4,044 |
| In thousands of euros | 30 June 2022 | 31 Dec 2021 | 30 June 2021 | |
|---|---|---|---|---|
| Trade payables | 2,023 | 1,506 | 1,376 | |
| Taxes payable | ||||
| Value added tax | 439 | 254 | 62 | |
| Personal income tax | 18 | 18 | 6 | |
| Social security tax | 32 | 33 | 12 | |
| Other taxes | 30 | 5 | 20 | |
| Total taxes payable | 519 | 310 | 100 | |
| Accrued expenses | ||||
| Payables to employees | 71 | 72 | 81 | |
| Interest payable | 271 | 135 | 28 | |
| Other accrued expenses | 35 | 29 | 30 | |
| Total accrued expenses | 377 | 236 | 139 | |
| Other current payables | ||||
| Embedded derivatives (Note 8) | 31 | 2,115 | 332 | |
| Other payables | 1,009 | 1,372 | 20 | |
| Total other current payables | 1,040 | 3,487 | 352 | |
| Total trade and other payables | 3,959 | 5,539 | 1,967 |
| In thousands of euros | 30 June 2022 | 31 Dec 2021 | 30 June 2021 |
|---|---|---|---|
| Non-current interest payables | 1,679 | 1,020 | 1,068 |
| Other non-current payables | 83 | 33 | 12 |
| Total other non-current liabilities | 1,762 | 1,053 | 1,080 |
Liabilities assumed by the Group to minority shareholders in accordance with the concluded shareholders' agreements are recognized as embedded derivatives. According to shareholders agreements the profit is shared with minority shareholders in the form as it is agreed in the agreement. Pursuant to the division agreement entered into between the shareholders of Hepsor P26b OÜ the loan granted by the Group to the shareholders was settled with the liability arising from embedded derivatives in the amount of 2,080 thousand euros. The related expense in the amount of 18 thousand euros was recognized in other comprehensive income for 2022. More information on loans is provided in Note 4.
Subject to the resolution of the shareholders of Hepsor Peetri OÜ, the dividends in the amount of 29 thousand euros were paid to the minority shareholder, from which income tax of 5 thousand euros was calculated and paid.
As at the end of the reporting periods the Group had liabilities arising from embedded derivatives with regards to the following projects:
| in thousands of euros | 30 June 2022 | 31 Dec 2021 | 30 June 2021 |
|---|---|---|---|
| Current liabilities arising from embedded derivatives | |||
| Residential development Baložu 9, Riga | 31 | 0 | 0 |
| Residential development Pirita 26b, Tallinn | 0 | 2,080 | 295 |
| Residential development Mõigu 11, Rae parish | 0 | 35 | 37 |
| Total | 31 | 2,115 | 332 |
The deferred income tax liability is provided by the Group on the profit or loss earned from subsidiaries that have a minority holding, and the distribution of profits has not been agreed in the shareholders' agreement. If the parent company assesses that the dividend will be paid in the foreseeable future, the deferred income tax liability is measured to the extent of the planned dividend payment provided that as at the reporting date. The deferred income tax liability is reduced if the distribution of the profit from the development project has been agreed between the shareholders.
As at the end of the reporting periods the Group had following deferred income tax liability:
| in thousands of euros | 30 June 2022 | 31 Dec 2021 | 30 June 2021 |
|---|---|---|---|
| Balance at 01.01 | 0 | 60 | 60 |
| Deferred income tax expense | 8 | -60 | 13 |
| Balance at the end of reporting period | 8 | 0 | 73 |
| in thousands of euros | 6M 2022 | 6M 2021 | Q2 2022 | Q2 2021 |
|---|---|---|---|---|
| Revenue from sale of real estate | 3,548 | 3,597 | 2,469 | 839 |
| Revenue from project management services | 95 | 103 | 48 | 53 |
| Revenue from rent | 237 | 147 | 126 | 71 |
| Revenue from other services | 74 | 27 | 39 | 22 |
| Total | 3,954 | 3,874 | 2,682 | 985 |
Additional information on sales revenue is provided in Note 17.
| in thousands of euros | 6M 2022 | Adjusted 6M 2021 |
Q2 2022 | Q2 2021 |
|---|---|---|---|---|
| Cost of real estate sold | -3,262 | -3,019 | -2,268 | -697 |
| Personnel expenses | -352 | -213 | -231 | -123 |
| Interest expenses | -16 | -23 | -16 | 0 |
| Depreciation | -16 | -24 | -8 | -6 |
| Other costs | -106 | -11 | -63 | 0 |
| Total | -3,752 | -3,290 | -2,586 | -826 |
Additional information on adjustments is provided in Note 1.
| in thousands of euros | 6M 2022 | Adjusted 6M 2021 |
Q2 2022 | Q2 2021 |
|---|---|---|---|---|
| Personnel expenses | -306 | -108 | -84 | -46 |
| Depreciation | -54 | -63 | -27 | -31 |
| Traveling and transport expenses | -29 | -13 | -15 | -4 |
| Purchased service expenses | -122 | -77 | -67 | -61 |
| Office expenses | -24 | -17 | -14 | -11 |
| Total | -2 | -20 | -2 | -20 |
| -537 | -298 | -209 | -173 |
Additional information on adjustments is provided in Note 1.
| in thousands of euros | 6M 2022 | 6M 2021 | Q2 2022 | Q2 2021 |
|---|---|---|---|---|
| Interest incomes | 107 | 55 | 47 | 31 |
| Other financial incomes | 460 | 21 | 11 | 12 |
| Total | 567 | 76 | 58 | 43 |
In six months 2022, the Group earned non-recurring financial income from waiver of minority shareholder's loan liability in the amount of 437 thousand euros.
| in thousands of euros | 6M 2022 | 6M 2021 | Q2 2022 | Q2 2021 |
|---|---|---|---|---|
| Interest expenses | -277 | -170 | -144 | -83 |
| Loss from associates of equity method | 0 | -2 | 0 | 0 |
| Other financial expenses | -35 | -19 | 0 | 0 |
| Total | -312 | -191 | -144 | -83 |
In 2022 borrowing costs in the amount of 987 thousand euros (6M 2021: 840 thousand euros) have been capitalized as the cost of inventories (Note 2). Interest expenses of 16 thousand euros have been recognized in the cost of sales in six months of 2022 (6M 2021: 23 thousand euros) (Note 11).
| in thousands of euros | 30 June 2022 | 30 June 2021 |
|---|---|---|
| Interest paid | ||
| Interest expense in statement of profit or loss and other comprehensive income | -277 | -170 |
| Reclassification of cash flows from operating activities to financing activities | ||
| Change in inventories (Note 2) | -987 | -840 |
| Decrease (-)/ increase (+) of interest payables | 795 | 532 |
| Interest paid total | -469 | -478 |
In January 2022, Hepsor Latvia OÜ acquired a 50% shareholding in Kvarta Holding OÜ in accordance with an option agreement. Kvarta Holding OÜ owns a 100% shareholding in Kvarta SIA, which is developing Kuldigas Parks residential development project with 116 apartments in Riga at Gregora 2a, and 100% in Hepsor Jugla SIA (former Brofits SIA). Hepsor Jugla SIA owns a property at Braila 23, Riga for the development of residential project with up to 100 apartments.
Purchase price allocation as of 31 December 2021:
| In thousands of euros | Hepsor Jugla SIA | Kvarta Holding OÜ (consolidated) |
|---|---|---|
| Assets | ||
| Cash and cash equivalents | 0 | 290 |
| Trade receivables and prepayments | 0 | 315 |
| Inventories | 240 | 3,108 |
| Total assets | 240 | 3,713 |
| Liabilities | ||
| Trade and other payables | 1 | 639 |
| Loans and borrowings | 161 | 3,074 |
| Loans and borrowings to Group company | -161 | -1,100 |
| Total liablities | 1 | 2,613 |
| Net assets | 239 | 1,100 |
| Acquisition cost | 239 | 1,100 |
| Goodwill | 0 | 0 |
The acquisition cost of Kvarta Holding OÜ includes loan issued by Hepsor Latvia OÜ in the amount of 1,100 thousand euros.
The purchase price of shareholding in Hepsor Jugla SIA amounted to 239 thousand euros plus loan receivable in the amount of 161 thousand euros.
The Group sold its 50% stake in Hepsor Mārupe SIA in February 2022 and acquired a minority stake in Hepsor P26b OÜ and Hepsor Peetri OÜ (March 2022) increasing its stake in both companies to 100%.
In April 2022, Hepsor Latvia OÜ increased the share capital of Hepsor SIA to 500 thousand euros of which 100 thousand euros is held by the minority shareholder of Hepsor Latvia OÜ. Hepsor Latvia OÜ also invested 500 thousand euros as equity to its subsidiary Hepsor Ganību Dambis SIA of which 100 thousand euros is held by the minority shareholder of Hepsor Latvia OÜ.
Changes in Group structure in 2022 and impact on comprehensive income and cash flows:
| in thousands of euros | Other comprehensive income | Cash flows from investing activities |
|
|---|---|---|---|
| Comprehensive income attributable to owners of the parent |
Comprehensive income attributable to non controlling interest |
Proceeds from sale of subsidiaries |
|
| Changes in ownership | |||
| Hepsor P26B OÜ | -85 | 85 | - |
| Hepsor Peetri OÜ | -10 | 10 | - |
| Hepsor Mārupe SIA | 9 | 126 | 135 |
| Hepsor Ganību Dambis SIA | -100 | 100 | - |
| Hepsor SIA | -100 | 100 | - |
| Total | -286 | 421 | 135 |
At the end of reporting periods, the Group has ownership in the following associates:
| Ownership and voting rights % | ||||||
|---|---|---|---|---|---|---|
| 30 June 2022 | 31 Dec 2021 | 30 June 2021 | ||||
| Hepsor P113 OÜ | 45 | 45 | 45 | |||
| Hepsor N170 OÜ | 25 | 25 | 25 |
Financial information about associates:
| In thousands of euros | 30 June 2022 | 31 Dec 2021 | 30 June 2021 | ||||
|---|---|---|---|---|---|---|---|
| Hepsor P113 OÜ |
Hepsor N170 OÜ |
Hepsor P113 OÜ |
Hepsor N170 OÜ |
Hepsor P113 OÜ |
Hepsor N170 OÜ |
||
| Current assets | |||||||
| Cash and cash equivalents | 372 | 337 | 218 | 373 | 78 | 203 | |
| Trade receivables | 91 | 156 | 85 | 82 | 74 | 29 | |
| Inventories | 9,690 | 9,402 | 6,991 | 6,591 | 4,290 | 2,576 | |
| Total current assets | 10,153 | 9,895 | 7,294 | 7,046 | 4,442 | 2,808 | |
| Total assets | 10,153 | 9,895 | 7,294 | 7,046 | 4,442 | 2,808 | |
| Current liabilities | , | ||||||
| Loans and borrowings | 5,128 | 8,420 | 0 | 5,534 | 0 | 0 | |
| Trade and other payables | 1,662 | 1,577 | 1,034 | 1,595 | 619 | 1,098 | |
| Total current liabilities | 6,790 | 9,997 | 1,034 | 7,129 | 619 | 1,098 | |
| Non-current liabilities | |||||||
| Loans and borrowings | 3,255 | 0 | 6,198 | 0 | 3,867 | 1,779 | |
| Other non-current liabilities | 151 | 0 | 147 | 0 | 12 | 0 | |
| Total non-current liabilities | 3,406 | 0 | 6,345 | 0 | 3,879 | 1,779 | |
| Total liabilities | 10,196 | 9,997 | 7,379 | 7,129 | 4,498 | 2,877 | |
| Total equity | -43 | -102 | -85 | -83 | -56 | -69 | |
| Total liabilities and equity | 10,153 | 9,895 | 7,294 | 7,046 | 4,442 | 2,808 |
As of 30 June 2022, the Group had contractual commitment to finance:
The segment reporting is presented in respect of operating and geographical segments.
The Group reports separately information about the following operating segments:
Headquarters are generating revenue from provision of project management services. All personnel expenses are accounted in headquarters.
Geographical segments refer to the location of the real estate. The Group operates in Estonia and Latvia.
Revenue by geographical area:
| in thousands of euros | 6M 2022 | 6M 2021 | Q2 2022 | Q2 2021 |
|---|---|---|---|---|
| Estonia | 345 | 3,465 | 170 | 924 |
| Latvia | 3,609 | 409 | 2,512 | 61 |
| Total | 3,954 | 3,874 | 2,682 | 985 |
Additional information on sales revenue is provided in Note 10.
Segment reporting is presented on the basis of consolidated indicators, where all transactions between the Group companies have been eliminated.
| in thousands of euros | Residential development | Commercial development | Headquarters | Total | |||
|---|---|---|---|---|---|---|---|
| Q2 2022 | Estonia | Latvia | Estonia | Latvia | Estonia | Latvia | |
| Revenue | 6 | 2,502 | 116 | 10 | 48 | 0 | 2,682 |
| incl. revenue from rent | 0 | 39 | 77 | 10 | 0 | 0 | 126 |
| Operating profit/-loss | -14 | 399 | 11 | -72 | -326 | -184 | -186 |
| Assets | 25,274 | 14,963 | 10,961 | 8,604 | 4,149 | 346 | 64,297 |
| Liabilities | 19,189 | 8,205 | 7,456 | 2,791 | 4,964 | 2,820 | 45,425 |
| in thousands of euros | Residential development | Commercial development | Headquarters | Total | |||
|---|---|---|---|---|---|---|---|
| Q2 2021 | Estonia | Latvia | Estonia | Latvia | Estonia | Latvia | |
| Revenue | 846 | 51 | 25 | 6 | 53 | 4 | 985 |
| incl. revenue from rent | 0 | 51 | 14 | 6 | 0 | 0 | 71 |
| Operating profit/-loss | 183 | 17 | -8 | 4 | -191 | -86 | -81 |
| Assets | 20,147 | 5,962 | 9,298 | 1,438 | 671 | 218 | 37,734 |
| Liabilities | 16,325 | 3,331 | 3,844 | 513 | 4,085 | 178 | 28,276 |
| in thousands of euros | Residential development | Commercial development | Headquarters | Total | |||
|---|---|---|---|---|---|---|---|
| 6M 2022 | Estonia | Latvia | Estonia | Latvia | Estonia | Latvia | |
| Revenue | 59 | 3,445 | 191 | 164 | 95 | 0 | 3,954 |
| incl. revenue from rent | 0 | 77 | 146 | 14 | 0 | 0 | 237 |
| Operating profit/-loss | -37 | 610 | 33 | -45 | -686 | -375 | -500 |
| Assets | 25,274 | 14,963 | 10,961 | 8,604 | 4,149 | 346 | 64,297 |
| Liabilities | 19,189 | 8,205 | 7,456 | 2,791 | 4,964 | 2,820 | 45,425 |
| in thousands of euros | Residential development | Commercial development | Headquarters | Total | |||
|---|---|---|---|---|---|---|---|
| 6M 2021 | Estonia | Latvia | Estonia | Latvia | Estonia | Latvia | |
| Revenue | 3,323 | 390 | 39 | 13 | 103 | 6 | 3,874 |
| incl. revenue from rent | 0 | 106 | 28 | 13 | 0 | 0 | 147 |
| Operating profit/-loss | 687 | 63 | -11 | 12 | -391 | -182 | 178 |
| Assets | 20,147 | 5,962 | 9,298 | 1,438 | 671 | 218 | 37,734 |
| Liabilities | 16,325 | 3,331 | 3,844 | 513 | 4,085 | 178 | 28,276 |
The Group considers key members of the management (Supervisory and Management Board), their close relatives and entities under their control or significant influence as related parties.
Purchases and sales of goods and services:
| in thousands of euros | 6M 2022 | 6M 2021 | Q2 2022 | Q2 2021 |
|---|---|---|---|---|
| Sales of goods and services | ||||
| Associated companies | 80 | 80 | 40 | 40 |
| Management and all companies directly or indirectly owned by them | 34 | 25 | 15 | 15 |
| Total sales of goods and services | 114 | 105 | 55 | 55 |
| Purchases of goods and services | ||||
| Management and all companies directly or indirectly owned by them | 12,377 | 5,417 | 6,878 | 3,334 |
| incl. construction service | 12,292 | 5,344 | 6,832 | 3,296 |
| Interest income earned | ||||
| Associated companies | ||||
| Interest earned | 90 | 56 | 45 | 31 |
| Management and all companies directly or indirectly owned by | ||||
| them | ||||
| Interest earned | 3 | 0 | 1 | 0 |
| Interest expenses incurred | ||||
| Management and all companies directly or indirectly owned by them | ||||
| Accrued interest | 113 | 17 | 56 | 9 |
| Interest paid | 61 | 8 | 26 | 4 |
Balances and loan transactions with related parties:
| In thousands of euros | 30 June 2022 | 31 Dec 2021 | 30 June 2021 |
|---|---|---|---|
| Receivables | |||
| Loans granted (Note 4) | |||
| Associated companies | |||
| Opening balance 01. January | 2,587 | 1,371 | 1,371 |
| Loans granted | 0 | 1,216 | 599 |
| Balance at the end of period | 2,587 | 2,587 | 1,970 |
| Management and all companies directly or indirectly owned by them | |||
| Opening balance | 0 | 0 | 0 |
| Loans granted | 176 | 0 | 0 |
| Loan collected | -176 | 0 | 0 |
| Balance at the end of period | 0 | 0 | 0 |
| Trade and other receivables | |||
| Associated companies | 0 | 0 | 12 |
| Management and all companies directly or indirectly owned by them | 3 | 12 | 1 |
| Interest receivables | |||
| Associated companies | 273 | 169 | 99 |
| Management and all companies directly or indirectly owned by them | 3 | 0 | 0 |
| Payables | |||
| Loans and borrowings (Note 5) | |||
| Management and all companies directly or indirectly owned by them | |||
| Opening balance as at 01January | 1,831 | 640 | 640 |
| Loans received | 0 | 1,691 | 0 |
| Loans repaid | 0 | -500 | 0 |
| Balance at the end of period | 1,831 | 1,831 | 640 |
| Trade payables | |||
| Management and all companies directly or indirectly owned by them | 1,624 | 1,126 | 1,331 |
| Interest payables | |||
| Management and all companies directly or indirectly owned by them | 122 | 70 | 12 |
19.1 Contingent liabilities arising from embedded derivatives
In accordance with the shareholders agreements between the Group and minority shareholders of subsidiaries (SPV's), the Group has an obligation as at 30 June 2022 to pay 9,334 thousand euros (31 December 2021: 7,501 thousand euros; 30 June 2021: 5,662 thousand euros) to the minority shareholders upon realization of the business plan. The obligations amounts are estimations calculated based on current business plans of the development projects as of statement of financial position dates. Contingent liabilities are estimated before the full realization of the development projects at each reporting date. As of 30 June 2022, the realization time of contingent liabilities remains between 2022 and 2025.
19.2 Contingent obligation from financing the construction of city daycare center
The Group holds contingent obligation to finance the construction of daycare center for the city of Tallinn as part of the development of Manufaktuuri Kvartal. The potential financing obligation is 390 thousand euros.
19.3 Group guarantees given
Additional information on the guarantees is provided in Note 5.
Risk management is part of the Group's strategic planning and decision-making process. The Group is exposed to a number of risks and uncertainties related to, among other factors, the business and financial risks. The materialisation of any such risks could have a material adverse effect on the Group's business, financial condition, results of operations and future prospects. The Group's risk management process is based on the premise that the Group's success depends on constant monitoring, accurate assessment, and effective management of risks. The Group's management monitors the management of these risks.
The Group's strategic risks are risks that can significantly impact the execution of its business strategies and ability to achieve the objectives. Such risks are impacted by changes in political environment and market demand as well as microeconomic developments. While the risks can have negative impact on the Group's business, they can also create new business opportunities. The Group carefully selects the new development projects and monitors the market trends in order to adjust its strategy when significant changes occur.
The Group is exposed to price risk resulting from decline in the market values of the Group's real estate development projects or increase in input prices. There can be no guarantee that the Group will be able to sell its development projects in future with prices that are similar or higher than the expected market value of these projects. The Group cannot ensure it is able to sell its development projects with expected prices could have an unfavourable impact on the Group's statement of financial position and may have a material adverse effect on the Group's business, financial condition, prospects and results of operations and execution of its strategy. At present it is not possible to assess the extent of any such potential changes.
The Group's income and operating cash flows are substantially independent of changes in market interest rates. The Group actively uses external and internal borrowings to finance its real estate development projects in Estonia and Latvia. A project's external financing is either in the form of a bank loan or investor loan from minority interest holders denominated in Euro.
The interest rates of investor loans are usually fixed, ie interest rates are not floating and do not depend on Euribor.
The Group's bank loans have both fixed and floating interest rates based on Euribor. Bank loans have 0% floor clause as protection against negative Euribor meaning that in case of negative Euribor, Euribor is equalized to zero and the margin of such loans does
not decrease. The management constantly monitors the Group's exposure to interest rate risk which arises from loans with floating interest rates. Such risk is mainly related to the potential upward movement in Euribor as already warned by European Central Bank.
Credit risk is the risk that a counterparty will not meet its obligations towards the Group under a financial instrument or customer contract, leading to a financial loss. The Group is exposed to credit risk from its operating activities such as trade receivables from rental property and from its financing activities, including deposits with banks and other financial instruments.
In order to minimize credit risk, the Group is only dealing with creditworthy counterparties and deposits cash in banks wellrecognized banks in Estonia and Latvia. If such rating is not available, the Group uses other publicly available financial information and its own trading records to rate its major customers.
The Group is in real estate development business and upon sale of completed property the Group enters into notarized agreement with the buyer. Since most of the transactions are ensured either with money deposited in the notary's deposit account or a bank loan, the Group is not exposed to material credit risk from trade receivables.
The Group's liquidity represents its ability to settle its liabilities to creditors on time. A careful management of liquidity and refinancing risks implies maintaining the availability of funding through an adequate amount of committed credit facilities. Due to the nature of the Group's business activities, the Group actively uses external and internal funds to ensure that timely resources are always available to cover capital needs.
The Group manages liquidity risk by continuously monitoring forecast and actual cash flows, and by matching the maturity profiles of financial assets and liabilities. The Group mitigates refinancing risk by monitoring liquidity positions, analyzing different financing options on an ongoing basis and negotiating with financing parties over the course of financing.
The core purpose of the Group's capital risk management is to ensure the most optimal capital structure to support the sustainability of the Group's business operations and shareholders' interests.
The Group uses the debt-to-equity ratio to monitor capital structure. The debt-to-equity ratio is calculated as the ratio of net debt to total capital. The management considers the Group's capital structure optimal.
Russia's military invasion and attack on Ukraine's independence, which began on 24 February 2022, is affecting businesses around the world. Although the length, impact and outcome of the ongoing military conflict remain unclear, the effects of the sanctions and restrictions imposed against Russia are clearly felt, including the volatility of commodity prices and the availability of commodities, the rapid increase in energy prices, the increase in global inflation, the monetary policy of central banks, the deterioration of financing conditions and the cooling of the global economy.
Despite the fact that the Group does not have direct contact with the war zone and sanctioned suppliers, all the previously mentioned factors affect the daily activities of the Group. Despite the uncertainty caused by global uncertainty, the Group's management closely monitors geopolitical developments when making development decisions.
The Management Board confirms that the unaudited interim report for second quarter and six months of 2022, which is comprised of the management report and the interim financial statements, provides a true and fair view of the Group's operations, financial position and results of operations, and describes the significant risks and uncertainties the Group faces.
Henri Laks Member of Management Board Tallinn, 2 August 2022
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