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Agroton Public Limited

Interim / Quarterly Report Sep 13, 2021

5489_ir_2021-09-13_bcce9e39-447a-439f-8de1-e35a97dfabbf.pdf

Interim / Quarterly Report

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CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (UNAUDITED)

For the six months ended 30 June 2021

C O N T E N T S

Officers and Professional Advisors 1
Declaration
of
the
Members
of
the
Board
of
Directors
and
the
Company
official
responsible
for
the
preparation
of
the
condensed
consolidated
interim
financial
statements
2
Condensed consolidated
statement
of profit
or
loss and
other
comprehensive
income
3
Condensed consolidated statement of financial
position
4
Condensed consolidated statement of changes
in equity
6
Condensed consolidated statement of cash flows 7
Notes
to
the
condensed
consolidated
interim
financial
statements
8
-
28

OFFICERS AND PROFESSIONAL ADVISORS

Board
of
Directors
Iurii Zhuravlov -
Chief Executive Officer
Tamara Lapta
-
Deputy Chief Executive Officer
Larysa
Orlova -
Chief Financial Officer
Borys Supikhanov
-
Non-Executive Director
Volodymyr
Kudryavtsev
-
Non-Executive
Director
Audit
Committee
Borys Supikhanov (Head of the Committee)
Volodymyr
Kudryavtsev
Remuneration
Committee
Borys Supikhanov (Head of the Committee)
Volodymyr
Kudryavtsev
Secretary Inter
Jura
Cy
(Services)
Limited
Legal
Advisors
K.
Chrysostomides
&
Co
LLC
Registered
office
1 Lampousas Street
1095 Nicosia
Cyprus

DECLARATION OF THE MEMBERS OF THE BOARD OF DIRECTORS AND THE COMPANY OFFICIAL RESPONSIBLE FOR THE PREPARATION OF THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

In accordance with article 10 of the Transparency Requirements (Securities Listed for Trading on a Regulated Market) Law of 2007 (the "Law"), as amended from time to time, we, the Members of the Board of Directors and the Company official responsible for the preparation of the condensed consolidated interim financial statements of Agroton Public Limited (the "Company") for the six months ended 30 June 2021, confirm that to the best of our knowledge:

  • (a) The condensed consolidated interim financial statements presented on pages 3 to 28:
  • (i) Have been prepared in accordance with the International Accounting Standard (IAS) 34 "Interim Financial Reporting" and the provisions of Article 10, Section (4) of the Law, and
  • (ii) Give a true and fair view of the assets and liabilities, the financial position and the profits or losses of Agroton Public Limited and of the entities included in the condensed consolidated interim financial statements. as a whole.
  • (b) The condensed consolidated interim financial statements contain a fair review of the information required by the provisions of Article 10, Section (6) of the Law.

Members of the Board of Directors:

Iurii Zhuravlov signed
Tamara Lapta signed
Larysa Orlova signed
Borys Supikhanov signed
Volodymyr Kudryavtsev signed

Company official responsible for the preparation of the condensed consolidated interim financial statements of the Company for the six months ended 30 June 2021:

Larysa Orlova signed
--------------- --------

Nicosia, 30 August 2021

CONDENSED CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME

For the six months ended 30 June 2021

(in USD thousand, unless otherwise stated)
Note 30 June 2021 30 June 2020
Continuing operations
Revenue 4 17 145 13 849
Cost of sales 5 (16 097) (12 576)
Net change in fair value less cost to sell of biological assets and
agricultural produce 293 7 072
Gross profit 1 341 8 345
Other operating income 6 31 91
Administrative expenses 7 (2 666) (1 226)
Distribution expenses 8 (23) (22)
Other operating expenses 9 (1 603) (1 327)
Operating profit (2 920) 5 861
Impairment losses on loans, trade and other receivable - (6)
Fair value losses on financial assets at fair value through profit
or loss (396) 590
(3 316) 6 445
Finance income 10 2 077 87
Finance costs 10 (1 741) (10 103)
Net finance (costs)/income 336 (10 016)
Profit before taxation (2 980) (3 571)
Taxation - (23)
Profit for the period (2 980) (3 594)
Other comprehensive income
Items that are or may be reclassified subsequently to profit or
loss
Effect of translation into presentation currency 6 782 2 817
Total comprehensive income/(expense) 3 802 (777)
Profit attributable to:
Owners of the Company (2 973) (3 602)
Non-controlling interests (7) 8
(2 980) (3 594)
Total comprehensive income attributable to:
Owners of the Company 3 827 (768)
Non-controlling interests (25) (9)
3 802 (777)
Profit per share
Basic and fully diluted profit per share (USD) 0,175 (0,040)
Profit per share – continuing operations
Basic and fully diluted profit per share (USD) 0,175 (0,040)

The notes on pages 8 to 28 are an integral part of these condensed consolidated interim financial statements.

CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION

As at 30 June 2021

(in USD thousand, unless otherwise stated)

Note 30 June 2021 31 December
2020
Assets
Property, plant and equipment 11 24 604 18 111
Right-of-use assets 12 12 055 13 351
Intangible assets 19 26
Biological assets 13 939 903
Total non-current assets 37 617 32 391
Inventories 16 4 877 16 067
Biological assets 13 23 505 7 272
Investments designated at fair value through profit or loss 14 14 794 15 195
Trade and other receivables 17 3 099 5 791
Loans receivable 15 18 549 18 549
Assets held for sale 13 17
Cash and cash equivalents 18 19 757 25 055
Total current assets 84 594 87 946
Total assets 122 211 120 337
Equity
Share capital 661 661
Share premium 88 532 88 532
Retained earnings 519 3 492
Foreign currency translation reserve 15 384 8 620
Total equity attributable to owners of the Company 105 096 101 305
Non-controlling interests 239 264
Total equity 105 335 101 569
Liabilities
Lease liabilities 19 7 548 9 019
Total non-current liabilities 7 548 9 019
Lease liabilities 5 927 5 697
Loans and borrowings 20 128 128
Trade and other payables 21 2 766 3 418
Income tax liability 507 506
Liabilities held for sale - -
Total current liabilities 9 328 9 749
Total liabilities 16 876 18 768
Total equity and liabilities 122 211 120 337

On 30 August 2021 the Board of Directors of Agroton Public Limited approved and authorised these condensed consolidated interim financial statements for issue.

signed signed

Tamara Lapta Larysa Orlova Deputy Chief Executive Officer Chief Financial Officer

The notes on pages 8 to 28 are an integral part of these condensed consolidated interim financial statements.

NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

For the six months ended 30 June 2021

(in USD thousand, unless otherwise stated)

Attributable
to
owners
of
the
Company
Share
capital
Share
premium
Retained
earnings
Foreign
currency
translation
reserve
Total Non
controlling
interests
Total
equity
Balance
at
1
January
2020
661 88
532
(8
253)
5
595
86
535
274 86
809
Total
comprehensive
income
Profit
for
the
period
- - 11 744 - 11 744 15 11 759
Other
comprehensive
income/(expense)
- - - 3 050 3 050 (25) 3 025
Total
comprehensive
income
for
the
period
- - 11 744 3 050 14 794 (10) 14 784
Balance
at
31
December
2020
661 88 532 3 491 8 620 101 304 264 101 568
Balance
at
1
January
2021
661 88 532 3 491 8 620 101 304 264 101 568
Total
comprehensive
income
Profit
for
the
period
- - (2 973) - (2 973) (7) (2 980)
Total
comprehensive
income
for
the
period
- - - 6 764 6 764 (18) 6 746
Total
comprehensive
income
for
the
period
- - (2 973) 6 764 3 791 (25) 3 766
Balance
at
30
June
2021
661 88 532 518 15 384 105 095 239 105 334

The notes on pages 8 to 28 are an integral part of these condensed consolidated interim financial statements.

CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (cont.)

For the six months ended 30 June 2021

(in USD thousand, unless otherwise stated)

  • In accordance with the Cyprus Companies Law, Cap. 113, Section 55 (2) the share premium reserve can only be used by the Company in (a) paying up unissued shares of the Company to be issued to members of the Company as fully paid bonus shares; (b) writing off the expenses of, or the commission paid or discount allowed on, any issue of shares or debentures of the Company; and (c) providing for the premium payable on redemption of any redeemable preference shares or of any debentures of the Company.
  • Companies which do not distribute 70% of their profits after tax, as defined by the SpecialContribution for the Defence of the Republic Law, during the two years after the end of the year ofassessment to which the profits refer, will be deemed to have distributed this amount as dividend.Special contribution for defence at 17% will be payable on such deemed dividend to the extent that theowners (individuals and companies) at the end of the period of two years from the end of the year ofassessment to which the profits refer are Cyprus tax residents. The amount of this deemed dividenddistribution is reduced by any actual dividend paid out of the profits of the relevant year at any time. This special contribution for defence is paid by the Company for the account of the owners.

The above requirement of the Law is not applied in the case of the Company due to the fact that its owners are not residents in Cyprus for tax purposes.

CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS

For the six months ended 30 June 2021

(in USD thousand, unless otherwise stated)

Note 30
June 2021
30
June
2020
Cash
flows
from
operating
activities:
Profit/(Loss)
for
the
period
(2 980) (3 594)
Adjustments
for:
Depreciation 1 028 1 209
Fair
value
gain
on
financial
assets
at
fair
value
through
profit
or loss 396 (590)
Impairment
of
inventories
9 1 414 1 288
(Gain)/Loss
from
changes
in
fair
value
less
cost
to
sell
of
biological assets and agriculture
produce
(293) (7 072)
Net
impairment
of
trade
and
other
receivables
9 - 6
Interest
income
10 (103) (87)
Income
from
reversal
of
impairment
of
PPE
10 - -
Interest
expense
10 1 741 1 733
Loss
on
disposal
of
property,
plant
and
equipment
9 - -
Loss/(income)
on
disposal
of
current
assets
- 8
Foreign
exchange
gain
10 (1 992) 8 370
Income
tax
expense
- 23
Cash
flow
from
operations
before
working
capital
changes
(789) 1 294
Change
in
inventories
9 961 14 674
Change
in
biological
assets
(16 157) (16 600)
Change
in
trade
and
other
receivables
2 696 2 194
Change
in
trade
and
other
payables
(102) 555
Income
tax
paid
- -
Net
cash
from
operating
activities
(4 391) 2 117
Cash
flow
from
investing
activities
Acquisition
of
property,
plant
and
equipment
(4 117) (1 041)
Acquisition
of
financial
instruments
at
FVTPL
- -
Proceeds
from
sale
of
financial
instruments
at
FVTPL
- 500
Net
cash
used
in
investing
activities
(4 117) (541)
Repayment
of
loans
and
borrowings
- -
Interest
on
Notes
paid
- -
Repayment
of
principal
portion
of
lease
liabilities
(1 795) -
Repayment
of
interest
portion
of
lease
liabilities
(1 741) (449)
Net
cash
used
in
financing
activities
(3 536) (449)
Net
decrease
in
cash
and
cash
equivalents
(12 044) 1 127
Cash
and
cash
equivalents
at
the
beginning
of
the
period
25 055 11 938
Effect
from
translation
into
presentation
currency
6 746 (2 824)
Cash
and
cash
equivalents
at
the
end
of
the
period
18 19 757 10 241

For the six months ended 30 June 2021

(in USD thousand, unless otherwise stated)

1. GENERAL INFORMATION

Country of incorporation

Agroton Public Limited (the "Company") was incorporated in Cyprus on 21 September 2009 as a public company with limited liability under the Cyprus Companies Law, Cap. 113. The Company was listed at the main market of Warsaw Stock Exchange on 8 November 2010.

The Company's registered office is at 1 Lampousas Street, 1095 Nicosia, Cyprus.

Principal activities

The principal activities of the Group are grain and oil crops growing, agricultural products storage and sale, cattle breeding (milk cattle-breeding, poultry farming) and milk processing. The poultry farming business has been temporarily abandoned due to the military clashes and armed conflict in Eastern Ukraine.

The Group's subsidiaries, country of incorporation, and effective ownership percentages are disclosed below:

Company
name
Country
of
incorporation
Ownership
Interest
30.06.2021
Ownership
Interest
31.12.2020
Living
LLC
Ukraine 99,99
%
99,99
%
PE
Agricultural
Production
Firm
Agro
Ukraine 99,99
%
99,99
%
Agroton
PJSC
Ukraine 99,99
%
99,99
%
LLC
Belokurakinskiy
Elevator
Ukraine 99,99
%
99,99
%
Agro
Meta LLC (i)
Ukraine 99,99
%
99,99
%
Rosinka-Star
LLC
Ukraine 99,99
%
99,99
%
Etalon-Agro
LLC
(i)
Ukraine 99,99
%
99,99
%
ALLC
Noviy
Shlyah
Ukraine 99,99
%
99,99
%
ALLC
Shiykivske
Ukraine 94,59
%
94,59
%
Agro-Chornukhinski
Kurchata
LLC
Ukraine 99,89
%
99,89
%
Agro-Svinprom
LLC
(ii)
Ukraine 99,89
%
99,89
%
Agroton
BVI
Limited
British
Virgin
Islands
100,00
%
100,00
%
Gefest
LLC
(i)
Ukraine 100,00
%
100,00
%
LLC
Lugastan
Ukraine 99,99
%
99,99
%
LLC
Siverskiy
Elevator
Ukraine 100,00
%
100,00
%

(i) Agro Meta LLC, Etalon-Agro LLC, and Gefest LLC are in the process of liquidation. (ii) In July 2011 the management of Living LLC resolved to dispose subsidiary of the Group namely Agro-Svinprom LLC engaged in the pig-breeding.

The parent company of the Group is Agroton Public Limited with an issued share capital of 21 670 000 ordinary shares with nominal value € 0,021 per share.

For the six months ended 30 June 2021

(in USD thousand, unless otherwise stated)

1. GENERAL INFORMATION (cont.)

The shares at 30 June 2021 and as at the date of issue of these condensed consolidated interim financial statements were distributed as follows:

30
June
31 December 2020
Shareholder Number
of
Shares
Ownership
interest,
%
Number of
Shares
Ownership
interest,
%
Mr.
Iurii
Zhuravlov
18
306
665
84,48
%
16
851
979
77,77
%
Others 3
363
335
15,52
%
4 818
021
22,23
%
21 670
000
100,00
%
21
670 000
100,00
%

2. BASIS OF PREPARATION

The condensed consolidated interim financial statements of the Company as at and for the six months ended 30 June 2021 comprise the financial statements of the Company and its subsidiaries (together with the Company, the ''Group'').

2.1 Statement of compliance

These condensed consolidated interim financial statements for the six months ended 30 June 2021 have been prepared in accordance with International Accounting Standard (IAS) 34 ''Interim Financial Reporting'' and were not audited by the external independent auditors of the Group. These condensed consolidated interim financial statements do not include all the information required for a complete set of IFRS financial statements. However, selected explanatory notes are included to explain events and transactions that are significant to an understanding of the changes in the Group's financial position and performance since the last annual consolidated financial statements as at and for the year ended 31 December 2020.

2.2 Basis of measurement

These condensed consolidated interim financial statements have been prepared under the historical cost convention except for the following:

  • Biological assets and agricultural produce, which are stated at fair value less costs to sell (agricultural produce is measured at fair value at the point of harvest)
  • Debt securities which are stated at amortised cost
  • Investments designated at fair value through profit or loss.

For the six months ended 30 June 2021

(in USD thousand, unless otherwise stated)

2 . BASIS OF PREPARATION (cont.)

2.3 Functional and presentation currency

The functional currencies of the companies of the Group are the Ukrainian Hryvnia (UAH) and United States Dollar (USD). The currency of Cyprus is Euro, but the principal exposure of the parent undertaking is in US dollars, therefore the functional currency of the Company is considered to be USD. Transactions in currencies other than the functional currency of the Group's companies are treated as transactions in foreign currencies. The Group's management decided to use US dollar (USD) as the presentation currency for financial and management reporting purposes. Exchange differences arising are classified as equity and transferred to the translation reserve.

The exchange rates used in preparation of these condensed consolidated interim financial statements, are as follows:

Currency 30 June 2021 Average for the 31
December
Average
for
the
31
December
six months
ended
30
June
2021
2020 six months
ended
30
June
2020
2019
US
dollar
-
UAH
27,1763 27,7788 28,2746 25,9834 23,6862

2.4 Going concern basis

These condensed consolidated interim financial statements have been prepared under the going concern basis, which assumes the realisation of assets and settlement of liabilities in the course of ordinary economic activity. Renewals of the Group's assets, and the future activities of the Group, are significantly influenced by the current and future economic environment in Ukraine. The Board of Directors and Management are closely monitoring the events in the current operating environment of the Group as described in note 25 to the condensed consolidated interim financial statements and has assessed the current situation and there is no indication of adverse effects while at the same time are taking all the steps to secure Group's short and long term viability. To this effect, they consider that the Group is able to continue its operations as a going concern.

2.5 Standards and interpretations

Adoption of new and revised International Financial Reporting Standards and Interpretations

As from 1 January 2021, the Group adopted all changes to International Financial Reporting Standards (IFRSs) as adopted by EU which are relevant to its operations. This adoption did not have a material effect on the condensed consolidated financial statements of the Group.

A number of new standards and amendments to standards are effective for annual periods beginning after 1 January 2021 and earlier application is permitted; however, the Group has not early adopted them in preparing these condensed consolidated interim financial statements. Their adoption in the next reporting periods is not expected to have a material impact on the Group.

For the six months ended 30 June 2021

(in USD thousand, unless otherwise stated)

3. SIGNIFICANT ACCOUNTING POLICIES

The accounting policies applied in these condensed consolidated interim financial statements are the same as those applied in the Group's annual consolidated financial statements as at and for the year ended 31 December 2020.

4. REVENUE

30 June 2021 30 June 2020
Sales of goods 17 100 13 496
Rendering of services 45 353
Total 17 145 13 849

Revenue generated from sale of goods was as follows:

30 June 2021 30 June 2020
Livestock and related revenue 1 395 1 213
Winter wheat 33 32
Sunflower 15 630 12 139
Corn in grain 3 60
Vegetable oil and protein meals 11 -
Other agricultural crops 28 52
Total 17 100 13 496

Sales volume for main agricultural products in tonnes was as follows:

30 June 2021 30 June 2020
Winter wheat 171 225
Sunflower 18 267 37 461
Corn in grain 24 572
Vegetable oil and protein meals - -
Total 18 462 38 258

Sales volume for milk yield for the six months ended 30 June 2021 was 2 761 tonnes (30 June 2020: 3 097 tonnes).

Revenue generated from rendering of services relates to storage and handling services provided to third parties.

Livestock and related revenue includes revenue from poultry and other livestock related products.

For the six months ended 30 June 2021

(in USD thousand, unless otherwise stated)

5. COST OF SALES

30 June 2020
1 556 1 216
14 181 11 079
- -
360 281
16 097 12 576
30 June 2021

6. OTHER OPERATING INCOME

30 June 2021 30 June 2020
Government grants - 21
Reversal of provision for bad debts - 12
Income from reversal of impairment of PPE - -
Other income 31 58
Total 31 91

7. ADMINISTRATIVE EXPENSES

30 June 2021 30 June 2020
Personnel expenses 2 239 867
Amortisation of intangible assets - 5
Depreciation charge 45 23
Transportation expenses - 51
Materials 74 3
Insurance 1 1
Professional fees 46 115
Communication services 3 30
Other expenses 258 131
Total 2 666 1 226

8. DISTRIBUTION EXPENSES

30 June 2021 30 June 2020
Transportation expenses 23 22
Other expenses - -
Total 23 22

For the six months ended 30 June 2021

(in USD thousand, unless otherwise stated)

9. OTHER OPERATING EXPENSES

30 June 2021 30 June 2020
Depreciation charge 1 8
Loss on disposal of property, plant and equipment - -
Loss on disposal of land lease rights - -
Impairment of inventories 1 414 1 288
Fines and penalties - 1
Other expenses 188 30
Total 1 603 1 327

10. NET FINANCE COSTS

30 June 2021 30 June 2020
Interest income 103 87
Profit on foreign exchange differences 1 974 -
Finance income 2 077 87
Finance costs on lease liabilities (1
741)
(1 733)
Interest on non-bank loans - -
Interest on notes - -
Loss on foreign exchange differences - (8 370)
Finance costs (1
741)
(10 103)
Net finance (costs)/income 336 (10 016)

11. PROPERTY, PLANT AND EQUIPMENT

During the six months ended 30 June 2021, the Group acquired items of property, plant and equipment with a cost of USD 4 117 thousand (the six months ended 30 June 2020: USD 1 041 thousand).

12 RIGHT-OF-USE ASSETS

The Group's right-of-use assets represent leases of plough-land from individuals. The total size of leased plough-land at 30 June 2021 is 94 thousand hectares (31 December 2020: 94 thousand hectares).

For the six months ended 30 June 2021

(in USD thousand, unless otherwise stated)

13. BIOLOGICAL ASSETS

Biological assets were presented as follows:

30 June 2021 30 December 2020
Crops under cultivation 23 168 6 702
Animals in growing and fattening 337 570
Total current biological assets 23 505 7 272
Cattle 939 903
Total non-current biological assets 939 903
Total 24 444 8 175

13.1 Crops under cultivation

At 30 June 2021 and 31 December 2020 the crops under cultivation were presented as follows:

30 June 2021 30 December 2020
Thousands of
hectares
Carrying
values
Thousands of
hectares
Carrying
values
Winter wheat plantings 26 8 023 38 6 694
Corn plantings 1 135 - -
Sunflower plantings 27 12 877 - -
Winter rape plantings 1 - - -
Other plantings 1 2 133 - 8
Total 56 23 168 38 6
702

The main crops harvested and the fair value at the time of harvesting was as follows:

30 June 2021 30 December 2020
Volume, tonnes Amount, USD
thousand
Volume,
tonnes
Amount, USD
thousand
Winter wheat 60 11 162 271 30 429
Sunflower - - 74 531 28 595
Corn - - 9 144 409
Other sowing 1 930 121 13 839 865
Total 1 990 132 259 785 60 298

Other sowing mainly includes grass plants for production of animal feed.

Expenses capitalised in biological assets mainly include fertilisers, fuel, seeds and labour.

For the six months ended 30 June 2021

(in USD thousand, unless otherwise stated)

13. BIOLOGICAL ASSETS (cont.)

13.2 Non-current biological assets and animals in growing and fattening

Non-current biological assets:

30 June 2021 30 December 2020
Number, heads Fair value Number,
heads
Fair value
Cattle 1 035 939 1 020 903
Total 1 035 939 1 020 903

Animals in growing and fattening:

30 June 2021 30 December 2020
Number, heads Fair value Number,
heads
Fair value
Cattle 1 005 476 1 204 570
Horses 2 1 - -
Total 1 007 477 1 204 570

Expenses capitalised in biological assets of animals include mixed folder, electricity, labour, depreciation and other.

14. INVESTMENTS DESIGNATED AT FAIR VALUE THROUGH PROFIT OR LOSS

30 June 2021 31 December 2020
US Treasury notes 14 722 15 123
Bank of Cyprus Holdings Plc 72 72
Total 14 794 15 195

15. LOANS RECEIVABLE

30 June 2021 31 December 2020
Current assets
Loans to related parties 18 549 18 549
Loans to third parties 5 767 5 767
Provision for impairment (5 767) (5 767)
Total 18 549 18 549

For the six months ended 30 June 2021

(in USD thousand, unless otherwise stated)

15. LOANS RECEIVABLE (cont.)

  • On 29 June 2012, the Company has entered into a loan agreement with Stimi Agri Limited amounting to USD 2 million. The loan bears interest of 20% per annum and expired on 29 June 2013. On 28 June 2013 the two parties agreed to postpone the repayment date to 31 December 2014. During 2014 thetwo parties agreed to further postpone the repayment date to 31 December 2015. During 2015 the two parties agreed to further postpone the repayment date to 31 December 2016. During 2016 the two parties agreed to further postpone the repayment date to 31 December 2017. During 2017 the two parties agreed to further postpone the repayment date to 31 December 2018. The above loan is unsecured.
  • On 29 June 2012, the Company has entered into a loan agreement with Stiomi Agri Limited amounting to USD 2 million. The loan bears interest at a rate of 10% per annum and expired on 29 December 2013. On 28 June 2013 the two parties agreed to postpone the repayment dates to 31 December 2014. During 2014 the two parties agreed to further postpone the repayment to 31 December 2015. During 2015 the two parties agreed to further postpone the repayment date to 31 December 2016. During 2016 the two parties agreed to further postpone the repayment date to 31 December 2017. During 2017 the two parties agreed to further postpone the repayment date to 31 December 2018. The above loan is unsecured.
  • On 4 March 2013, the Company has entered into a loan agreement with Agriland Trading Limited amounting to USD 10 million. The loan bears interest at a rate of 20% and expired on 4 March 2014. During 2014 the two parties agreed to further postpone the repayment to 31 December 2015. During 2015 the two parties agreed to further postpone the repayment date to 31 December 2016. During 2016 the two parties agreed to further postpone the repayment date to 31 December 2017. During 2017 the two parties agreed to further postpone the repayment date to 31 December 2018. The above loan is unsecured.
  • On 1 October 2013, the Company has entered into a loan agreement with Hoyt Network Limited amounting to USD 10 million. The loan bears interest at a rate of 10% and expired on 1 October 2014. During 2014 the two parties agreed to further postpone the repayment to 1 October 2015. During 2015 the two parties agreed to further postpone the repayment date to 31 December 2016. During 2016 the two parties agreed to further postpone the repayment date to 31 December 2017. During 2017 the two parties agreed to further postpone the repayment date to 31 December 2018. The above loan is unsecured.

For the six months ended 30 June 2021

(in USD thousand, unless otherwise stated)

16. INVENTORIES

30 June 2021 31 December 2020
Raw materials 3 076 2 074
Work-in-progress 1 289 3 184
Agricultural produce 433 9 811
Other 79 998
Total 4 877 16 067

Agricultural produce

The main agricultural produce was as follows:

30 June 2021 30 December 2020
Winter wheat 5 34
Sunflower 148 9 202
Corn 4 4
Other agricultural crops 276 571
Total 433 9 811

The main agricultural produce volume in tonnes was as follows:

30 June 2021 30 December 2020
Winter wheat 32 197
Sunflower 472 20 067
Corn 41 25
Total 545 20 289

NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

For the six months ended 30 June 2021

(in USD thousand, unless otherwise stated)

17. TRADE AND OTHER RECEIVABLES

30 June
2021
31 December 2020
Trade receivables 488 2 787
Provision for impairment of receivables (2) (2)
Trade receivables, net 486 2 785
Prepayments to suppliers 758 1 570
Other receivables 34 306 33 852
Provision for impairment of prepayments and other
receivables (33 140) (33 140)
VAT recoverable 689 724
Total 3 099 5 791

On 29 June 2012, the Company entered into a preliminary agreement with Stiomi Agri Limited ('Seller') for the acquisition of 100% of the issued share capital of Private Enterprise 'Peredilske'. The partiesagreed that the price for transfer of the company's shares amounting to USD 23 080 000.

On 26 December 2012, the Company entered into a preliminary agreement with Stiomi Agri Limited ('Seller') for the acquisition of 100% of the issued share capital of Limited Liability Company 'Skhid Potencial-Resurs'. The parties agreed that the price for transfer of the company's shares shall amount to USD 10 000 000.

On 3 September 2013 both agreements for the acquisition of PE "Peredilske" and of LLC "Skhid- Potencial-Resurs" have been cancelled. The parties agreed that the whole amount paid should be returned to the Company within twelve months of the signing of the cancellation agreements, either in cash and/or an equivalent market value's worth of agricultural goods.

Due to political and economic developments and military conflict in Eastern Ukraine, Stiomi Agri Limited is currently unable to repay this amount to the Group. It is highly probable that this amount will never be recovered, therefore an impairment loss for USD 33 080 thousand was recognised in 2014.

18. CASH AND CASH EQUIVALENTS

30 June 2021 31 December 2020
Fixed deposit - 50
Cash at bank -
USD
19 227 22 974
Cash at bank -
UAH
530 2 030
Cash at bank -
Euro
- 1
Cash in hand 0
Total 19 757 25 055

NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

For the six months ended 30 June 2021

(in USD thousand, unless otherwise stated)

19. LEASE LIABILITIES

30 June 2021 31 December 2020
Non-current liabilities
Lease liabilities 7 548 9 019
7 548 9 019
Current liabilities
Lease liabilities 5 927 5 697
5 927 5 697
Total lease liabilities 13 475 14 716

Lease liabilities represent Group's obligations recognised in respect of the Group's right-of-use assets in respect of operating leases of plough-land from individuals.

20. LOANS AND BORROWINGS

30 June 2021 31 December 2020
Current liabilities
Loan from owner 128 128
Total loans and borrowings 128 128

21. TRADE AND OTHER PAYABLES

30 June 2021 31 December 2020
Trade payables 985 637
Payroll and related expenses accrued 1 706 1 790
Advances received 3 16
Liabilities for other taxes and mandatory payments 62 134
VAT payable - 756
Accrued expenses 2 25
Other provisions - -
Other liabilities 8 60
Total 2 766 3 418

NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

For the six months ended 30 June 2021

(in USD thousand, unless otherwise stated)

22. RELATED PARTY BALANCES AND TRANSACTIONS

As at 30 June 2021 and the date of this report, the Company is controlled by Mr. Iurii Zhuravlov, who holds directly 77,77% of the Company's share capital. The remaining 22,23% of the shares is widely held.

For the purposes of these condensed consolidated interim financial statements, parties are considered to be related if one party has the ability to control the other party, is under common control, or can exercise significant influence over the other party in making financial or operational decisions. In considering each possible related party relationship, attention is directed to the substance of the relationship, not merely the legal form.

According to these criteria the related parties of the Group are divided into the following categories:

  • a. Companies in which Group's companies have an equity interest;
  • b. Companies in which key management personnel has an equity interest;
  • c. Key management personnel;
  • d. Companies and individuals significantly influencing the Group and having an interest in equity of Group's companies.

Salary costs of key management personnel for the six months ended 30 June 2021 and 30 June 2020 were as follows:

30 June 2021 31 December 2020
Wages and salaries 2 864 3 639
Contributions to social funds 24 30
Total 2 888 3 669

Key management personnel include Directors (Executive and Non-Executive), the Chief Financial Officer, the Chief Agronomist, the Head of the Food Production Division and the Head of the Livestock Division.

30
June
2021
30
June
2020
Number
of
key
management
personnel,
persons
10 11

NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

For the six months ended 30 June 2021

(in USD thousand, unless otherwise stated)

22. RELATED PARTY BALANCES AND TRANSACTIONS (cont.)

Outstanding balances with related parties:

30 June 2021 31 December 2020
Loans receivable
d. Companies and individuals significantly influencing the
Group and having an interest in equity of Group's companies
Mr Iurii Zhuravlov -
Chief Executive Officer
Total
18 549
18 549
18 549
18 549
Loans payable
d. Companies and individuals significantly influencing the
Group and having an interest in equity of Group's companies
Mr Iurii Zhuravlov -
Chief Executive Officer
Total
128
128
128
128
The
Group's
transactions
with
related
parties:
Finance income
30 June 2021 31 December 2020
d. Companies and individuals significantly influencing the
Group and having an interest in equity of Group's companies
Mr Iurii Zhuravlov -
Chief Executive Officer
Total -
-
-
-
Expenses
c. Key management personnel 2 888 3 669
Total 2 888 3 669

23. OPERATING SEGMENTS

A reportable segment is a separable component of a business entity that produces goods or provides services to individuals (or groups of related products or services) in a particular economic environment that is subject to risks and generates revenues other than risks and income of those components that are peculiar to other reportable segments.

Reportable segments are reported in a manner consistent with the internal reporting provided to the chief operating decision-maker. All reportable segments' results are reviewed regularly by the Group's CEO to make decisions about resources to be allocated to the segment and to assess its performance, and for which discrete financial information is available.

The operating businesses are organised and managed separately according to the nature of products and services provided, with each segment representing a strategic business unit that offers different products and serves different markets.

NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

For the six months ended 30 June 2021

(in USD thousand, unless otherwise stated)

23. OPERATING SEGMENTS (cont.)

For the six months ended 30 June 2021 the Group identified the following reportable segments, which include products and services, that differ by levels of risk and conditions of generation of income:

  • Plant breeding
  • Livestock
  • Vegetable oil and protein meal
  • Other
  • (i) Plant breeding segment raises and sells agricultural products and renders accompanying services. The main types of agricultural produce which are sold in this reportable segment are wheat, rye, barley, sunflowers, rape and sunflower oil. The main services which are sold in this reportable segment are ploughing, handling and grain storage services.
  • (ii) Livestock segment raises and sells biological assets and agricultural products of cattle breeding. The main biological assets and agricultural products which are sold in this reportable segment are poultry, cattle, pigs and milk.
  • (iii) Vegetable oil and protein meal is a new segment the Group started disclosing in 2017. It represents the processing of own sunflower seeds into sunflower oil and protein meal using outsourced production facilities.

No operating segments have been aggregated to form the above reportable operating segments.

Transfer prices between operating segments are on an arm's length basis in a manner similar to transactions with third parties.

Management monitors the operating results of each of the unit separately for the purpose of making decisions about resources allocation and evaluation of operating results.

Segment performance is evaluated based on operating profit or loss and is measured consistently with operating profit or loss in the condensed consolidated interim financial statements. Group financing (including finance expense and finance income) and income taxes, are managed on a group basis and are not allocated to operating segments.

NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

For the six months ended 30 June 2020

(in USD thousand, unless otherwise stated)

23. OPERATING SEGMENTS (cont.)

Information by reportable segment is presented as follows:

For the six months ended 30 June 2020 Livestock Plant
breeding
Vegetable oil and
protein meal
Other Group
level
Total
Total revenue 1 679 19 171 - 8 078 - 28 928
Inter-segment sales (466) (6 888) - (7 725) - (15 079)
External revenues 1 213 12 283 - 353 - 13 849
Net change in fair value less cost to sell of biological assets and
agricultural produce
(309) 7 381 - - - 7 072
Expenses (excluding depreciation and amortisation (2 136) (20 660) - (482) - (23 278)
Profit for the period (excluding depreciation and amortisation) (1 232) (996) - (129) - (2 357)
Depreciation and amortisation (124) (987) - (103) - (1 214)
(Loss)/profit before taxation from continuing operations (1 356) (1 983) - (232) - (3 571)
Reportable segment assets 4 091 74 727 - 5 413 27 887 112 118
Reportable segment liabilities 572 24 734 - 167 613 26 086

NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

For the six months ended 30 June 2021

(in USD thousand, unless otherwise stated)

23. OPERATING SEGMENTS (cont.)

For the six months ended 30 June 2021 Livestock Plant
breeding
Vegetable oil and
protein meal
Other Group
level
Total
Total revenue 1 654 15 744 15 614 - 18 027
Inter-segment sales (260) (51) (3) (569) - (883)
External revenues 1 395 15 693 12 45 - 17 145
Net change in fair value less cost to sell of biological assets and
agricultural produce
282 11 - - - 293
Expenses (excluding depreciation and amortisation (1 779) (17 210) - (402) - (19 390)
Profit for the period (excluding depreciation and amortisation) (102) (1 506) 12 (357) - (1 952)
Depreciation and amortisation (105) (836) - (87) - (1 028)
(Loss)/profit before taxation from continuing operations (207) (2 342) 12 (444) - (2 980)
Reportable segment assets 4 459 81 454 - 5 900 30 398 122 211
Reportable segment liabilities 370 16 001 - 108 397 16 876

NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

For the six months ended 30 June 2021

(in USD thousand, unless otherwise stated)

24. SEASONALITY OF OPERATIONS

The Group's operations are subject to seasonal fluctuations as a result of weather conditions. In particular, the cultivation of crops is adversely affected by winter weather conditions, which occur primarily from January to March. The first half of the year typically results in lower revenues and results for cultivations.

As a result of the annual cycle of crops producing and the Group's attempts to take an advantage of seasonal price changes by managing inventory in its storage facilities, the Group's Plant breeding segment is subject to seasonal fluctuations. Profits of this segment tend to be higher in the first half of a year.

25. OPERATING ENVIROMENT

Cyprus economic environment

The Cyprus economy has been adversely affected during the last few years by the economic crisis. The negative effects have to some extent been resolved, following the negotiations and the relevant agreements reached with the European Commission, the European Central Bank and the International Monetary Fund (IMF) for financial assistance which was dependent on the formulation and the successful implementation of an Economic Adjustment Program. The agreements also resulted in the restructuring of the two largest (systemic) banks in Cyprus through a "bail in".

The Cyprus Government has successfully completed earlier than anticipated the Economic Adjustments Program and exited the IMF program on 7 March 2016, after having recovered in the international markets and having only used €7,25 billion of the total €10 billion earmarked in the financial bailout. Under the new Euro area rules, Cyprus will continue to be under surveillance by its lenders with bi- annual post-program visits until it repays 75% of the economic assistance received.

Although there are signs of improvement, especially in the macroeconomic environment of the country's economy including growth in GDP and reducing unemployment rates, significant challenges remain that could affect the estimates of the Company's cash flows and its assessment of impairment of financial and non-financial assets.

Ukrainian economic and political environment

The Group conducts its operations mainly in Ukraine. Ukraine's political and economic situation has deteriorated significantly since 2014. Following political and social unrest in early 2014, in March 2014, various events in Crimea led to the accession of the Republic of Crimea to the Russian Federation, which was not recognised by Ukraine and many other countries. This event resulted in a significant deterioration of the relationship between Ukraine and the Russian Federation. Following the instability in Crimea, regional tensions have spread to the Eastern regions of Ukraine, primarily Donetsk and Lugansk regions. In May 2014, protests in those regions escalated into military clashes and armed conflict between supporters of the self-declared republics of the Donetsk and Lugansk regions and the Ukrainian forces, which continued throughout the date of these financial statements. As a result of this conflict, part of the Donetsk and Lugansk regions remains under control of the self-proclaimed republics, and Ukrainian authorities are not currently able to fully enforce Ukrainian laws on this territory.

NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

For the six months ended 30 June 2021

(in USD thousand, unless otherwise stated)

25. OPERATING ENVIROMENT (cont.)

Ukrainian economic and political environment (cont.)

During 2015 and 2016 the anti-crisis measures undertaken by the Ukrainian government and NBU as well as financing through the extended fund facilities (EFF) agreed with International Monetary Fund (IMF) enabled the country to achieve a certain level of economic and political stability and provided the basis for economic recovery on the territory controlled by Ukraine. In 2016 and 2017 Ukraine's GDP grew by 2.3% and 2.1% respectively. This allowed NBU to ease some foreign exchange restrictions imposed since 2014, including a decrease in the share of the mandatory foreign currency conversion to 65% andpermission of dividends remittance. However, certain other restrictions were prolonged.

Signs of economic recovery demonstrated in prior year continued in 2018, with inflation reducing to 9.8% from 13.7% in 2017 and GDP showing a gradual growth of 3.4% (2017: 2.5%), level of deposits in the banking sector growing, losses of the corporate and banking sectors decreasing. During 2019 the Ukrainian economy continued its growth with GDP increasing by 3.2%, inflation being 4.1% and Ukrainian Hryvnia appreciating against US Dollar by 14.5% on annual average basis. In view of these developments and in order to support international investments and trade, NBU withdrew all its requirements on mandatory sale of foreign currency proceeds and removed all its restrictions on remittance of dividends.

During 2018 the Ukrainian economy proceeded with recovery from the economic and political crisis of previous years and demonstrated a sound GDP growth of 3.4% (2017: 2.5%), decline in annual inflation of 9.8% (2017: 13.7%), and relatively stable foreign exchange rate of Ukrainian national currency.

On 11 March 2020, the World Health Organisation declared the Coronavirus COVID-19 outbreak to be a pandemic in recognition of its rapid spread across the globe. Many governments are taking increasingly stringent steps to help contain, and in many jurisdictions, now delay, the spread of the virus, including: requiring self-isolation/ quarantine by those potentially affected, implementing social distancing measures, and controlling or closing borders and "locking-down" cities/regions or even entire countries. These measures have slowed down both the broader Cyprus and world economies and the operations ofthe Group. As at the date of release of the consolidated financial statements the Group continues its operating activities without major disruptions: sowing campaign has been performed as planned, new volumes of agroproduce have been contracted with customers, the harvesting has commenced and is ongoing as expected. Therefore, unless the situation changes, the Group does not plan any significant adjustments to its annual budgeted numbers for the year ended 31 December 2020.

The final resolution and the effects of the political and economic crisis are difficult to predict but may have further severe effects on the Ukrainian economy.

Whilst management believes it is taking appropriate measures to support the sustainability of the Group's business in the current circumstances, a continuation of the current unstable business environment could negatively affect the Group's results and financial position in a manner not currently determinable. These consolidated financial statements reflect management's current assessment of the impact of the Ukrainian business environment on the operations and the financial position of the Group. The future business environment may differ from management's assessment.

NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

For the six months ended 30 June 2021

(in USD thousand, unless otherwise stated)

25. OPERATING ENVIROMENT (cont.)

Going concern basis following the economic and political environment

The dangers which may arise from unexpected external factors such as competition, and the further deterioration of the market conditions cannot be ignored. All these factors were analysed above. Having regard to the fact that the Company has fully settled its obligations on the Notes without incurring any additional liabilities, the Board of Directors believes that the Group will remain a going concern and that no indications of any kind of threat of liquidation exists in the foreseeable future.

The condensed consolidated interim financial statements do not include any adjustments that would be necessary in case the Group was not able to continue operating as a going concern.

26. CONTINGENT AND CONTRACTUAL LIABILITIES

Economic environment

The exposure of the Group to the economic environment and possible impact is disclosed in note 25 to the condensed consolidated interim financial statements.

Taxation

As a result of unstable economic environment in Ukraine, tax authorities in Ukraine pay more and more attention to the business cycles. In connection with this, tax laws in Ukraine are subject to frequent changes. Furthermore, there are cases of their inconsistent application, interpretation and execution. Non- compliance with laws and regulations may lead to severe fines and penalties.

The Company operates in the Cypriot tax jurisdiction and its subsidiaries in tax jurisdiction of the respective countries of incorporation. The Group's management must interpret and apply existing legislation to transactions with third parties and its own activities. Significant judgment is required in determining the provision for direct and indirect taxes. There are transactions and calculations for which the ultimate tax determination is uncertain during the ordinary course of business. The Group recognises liabilities for anticipated tax audit issues based on estimates of whether additional taxes will be due. Where the final tax outcome of these matters is different from the amounts that were initially recorded, such differences will impact the income tax and deferred tax provisions in the period in which such determination is made. The Group's uncertain tax positions are reassessed by management at every reporting period end. Liabilities are recorded for income tax positions that are determined by management as more likely than not to result in additional taxes being levied if the positions were to be challenged by the tax authorities.

The assessment is based on the interpretation of tax laws that have been enacted or substantively enacted by the reporting period and any known court or other rulings on such issues. Liabilities for penalties, interest and taxes other than on income are recognised based on management's best estimate of the expenditure required to settle the obligations at the reporting period.

The Group considers that it operates in compliance with tax laws of Ukraine, although, a lot of new laws about taxes and transactions in foreign currency have been adopted recently, and their interpretation is rather ambiguous.

NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

For the six months ended 30 June 2021

(in USD thousand, unless otherwise stated)

26. CONTINGENT AND CONTRACTUAL LIABILITIES (cont.)

Legal matters

In the course of its economic activities, the Group is involved in legal proceedings with third parties. In most cases, the Group is the initiator of such proceedings with the purpose of preventing or mitigating of economic losses.

The Group's management considers that as at the reporting period end, active legal proceedings on such matters will not have any significant influence on its financial position.

Pension and other liabilities

Most employees of the Group receive pension benefits from the Pension Fund, a Ukrainian Government organisation in accordance with the applicable laws and regulations of Ukraine. The Group is obliged to deduct and contribute a certain percentage of salaries to the Pension Fund to finance the benefits. The only obligation of the Group with respect to this pension plan is to make the specified contributions from salaries.

At 30 June 2021 and 31 December 2020 the Group's entities had no liabilities for any supplementary pensions, health care, insurance benefits or retirement indemnities to its current or former employees.

27. EVENTS AFTER THE REPORTING PERIOD

Events referred to in note 25 to the condensed consolidated interim financial statements will continue to influence the Group's operations in 2021. While management believes it is taking all necessary measures to maintain the sustainability of the business in the current circumstances, a further deterioration of economic and political conditions in Ukraine could adversely affect the Group's results and financial position, so that it is currently impossible to predict.

On 30 August 2021 the Board of Directors of Agroton Public Limited approved and authorised these condensed consolidated interim financial statements for issue.

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