Annual / Quarterly Financial Statement • May 4, 2015
Annual / Quarterly Financial Statement
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| Board of Directors and other officers | 1 |
|---|---|
| Declaration of the Members of the Board of Directors and the person responsible for the preparation of the consolidated financial statements of the Company |
2 |
| Board of Directors' Report | 3 - 5 |
| Independent Auditors' Report | 6 - 8 |
| Consolidated statement of profit or loss and other comprehensive income | 9 |
| Consolidated statement of financial position | 10 |
| Consolidated statement of changes in equity | 11 & 12 |
| Consolidated statement of cash flows | 13 & 14 |
| Notes to the consolidated financial statements | 15 - 84 |
| 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 |
| Independent Auditors | KPMG Limited |
| Legal Advisors | K. Chrysostomides & Co LLC |
| Registered office | 1 Lampousas Street 1095 Nicosia Cyprus |
We, the Members of the Board of Directors and the person responsible for the preparation of the consolidated financial statements of Agroton Public Limited (the ''Company'') for the year ended 31 December 2014, based on our opinion, which is a result of diligent and scrupulous work, declare that the elements written in the consolidated financial statements are true and complete.
| Members of the Board of Directors: | |
|---|---|
| Iurii Zhuravlov | |
| Tamara Lapta | |
| Larysa Orlova | |
| Borys Supikhanov | |
| Volodymyr Kudryavtsev | |
Person responsible for the preparation of the consolidated financial statements of the Company for the year ended 31 December 2014:
| Larysa Orlova | |
|---|---|
Nicosia, 29 April 2015
The Board of Directors of Agroton Public Limited (the "Company") presents to the members its annual report together with the audited consolidated financial statements of the Company and of its subsidiary companies (together with the Company, the "Group") for the year ended 31 December 2014.
The principal activities of the Group which remained the same as in the previous year, are grain and oil crops growing, agricultural products storage and sale, cattle breeding (milk cattle-breeding, poultry farming). The poultry farming business has been temporarily abandoned due to the military clashes and armed conflict in Eastern Ukraine.
The financial results of the Group for the year ended 31 December 2014 are set out in the consolidated statement of profit or loss and other comprehensive income on page 9 to the consolidated financial statements.
The loss for the year attributable to the owners of the Company amounted to USD 80 527 thousand (2013: loss USD 5 598 thousand).
The Group's financial position at 31 December 2014 as presented in the consolidated statement of financial position in the consolidated financial statements is not considered satisfactory. The net asset position of the Group has decreased from USD 120 913 thousand at 31 December 2013 to USD 44 638 thousand at 31 December 2014.
The financial performance of the Group for the year as presented in the consolidated statement of profit or loss and other comprehensive income of the consolidated financial statements is not considered satisfactory.
The Board of Directors does not recommend the payment of a dividend (2013: USD Nil).
The Board of Directors does not expect major changes in the principal activities of the Group in the foreseeable future.
The principal risks and uncertainties faced by the Group and the steps taken to manage these risks are described in note 37 of the consolidated financial statements.
Ukraine's political and economic situation has deteriorated significantly since the Government's decision not to sign the Association Agreement and the Deep and Comprehensive Free Trade Agreement with the European Union in late November 2013. Political and social unrest combined with rising regional tensions has deeped the outgoing economic crisis and has resulted in a widening of the state budget deficit and a depletion of the National Bank of Ukraine's foreign currency reserves and, as a result, a further downgrading of Ukrainian sovereign debt credit ratings.
In February 2014, following the devaluation of the national currency, the National Bank of Ukraine introduced certain administrative restrictions on currency conversion translations and also announced a transition to a floating foreign exchange rate regime. In March 2014, various events in Crimea led to the accession of the Republic of Crimea to the Russian Federation. This event resulted in a significant deterioration between Ukraine and Russian Federation. Folllowing the instability in Crimea, regional tensions have spread to the Easten regions of Ukraine, primarely Donetsk and Lugansk regions. In May 2014, protests in Donetsk and Lugansk regions escalated into military clashes and armed conflict between armed suporters of the self-declared respublics of Donetsk and Lugansk regions and Ukrainian forces. As at the date these consolidated financial statements were authorised for issue, the instability and unrest continue, and part of Donetsk and Lugansk regions remains under control of the self-proclaimed republics. As a result, Ukrainian authorities are not currently able to fully enforce Ukrainian laws on this territory.
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 enviroment could negatively affect the Group's result and financial position in a manner not currently determinable. These consolidated financial statements reflects management's current assessment of the impact of the Ukrainian business enviroment on the operations and the financial position of the Group. The future business enviroment may differ from management's assessment.
There were no changes in the share capital of the Company during the year.
The members of the Board of Directors at 31 December 2014 and at the date of this report are presented on page 1.
There is no requirement in the Company's Articles of Association for the retirement of Directors by rotation, thus all Directors presently members of the Board continue in office.
There were no significant changes in the assignment of responsibilities and remuneration of the Board of Directors.
The Directors are responsible for formulating, reviewing and approving the Company's and its subsidiary companies strategies, budgets, certain items of capital expenditures and senior personnel appointments. Being a company listed on the Warsaw Stock Exchange, the Directors have established audit and remuneration committees to improve corporate governance.
On 4 May 2010, the Company established the Audit Committee and Remuneration Committee, both of which were in force during the year ended 31 December 2014 and continued in force at the date of this report.
The Audit Committee will assist the Company's Board of Directors in discharging its responsibilities with regard to financial reporting, external and internal audits and controls, including reviewing the annual financial statements, reviewing and monitoring the extent of the non-audit work undertaken by external auditors, advising on the appointment of external auditors and reviewing the effectiveness of the internal audit activities, internal controls and risk management systems. The ultimate responsibility for reviewing and approving the annual financial statements and the half yearly financial statements remains with the Board of Directors. The Audit Committee of the Company, comprising of Mr. Borys Supikhanov and Mr. Volodymyr Kudryavstev and is chaired by Mr. Borys Supikhanov.
The Remuneration Committee assists the Board of Directors in discharging its responsibilities in relation to remuneration, including making recommendations to the Board of Directors and/or the general meeting of the shareholders of the Company on the policy on executive remuneration, determining the individual remuneration and benefits package of each of the Executive Directors and recommending and monitoring the remuneration of senior management below Board level. The Remuneration Committee of the Company, comprising of Mr. Borys Supikhanov and Mr. Volodymyr Kudryavtsev (both Non-Executive Directors), and is chaired by Mr. Borys Supikhanov and sets and review the scale and structure of the Executive Directors' remuneration packages, including share options and the terms of their service contracts.
Any significant events that occurred after the reporting period are described in note 39 to the consolidated financial statements.
The Group did not operate through any registered branches during the year ended 31 December 2014.
Disclosed in note 33 to the consolidated financial statements.
The independent auditors of the Company, KPMG Limited, have expressed their willingness to continue in office. A resolution giving authority to the Board of Directors to fix their remuneration will be proposed at the next Annual General Meeting of the Company.
By order of the Board of Directors,
Larysa Orlova Director
Nicosia, 29 April 2015
(in USD thousand, unless otherwise stated)
| Note | 2014 | 2013 | |
|---|---|---|---|
| Continuing operations | |||
| Revenue | 5 | 58 968 | 81 393 |
| Cost of sales | 6 | (60 003) | (92 912) |
| Net change in fair value less cost to sell of biological assets and | |||
| agricultural produce | 7 | 19 789 | 11 893 |
| Gross profit | 18 754 | 374 | |
| Other operating income | 8 | 4 872 | 9 254 |
| Administrative expenses | 9 | (2 966) | (5 450) |
| Distribution expenses | 10 | (1 498) | (1 479) |
| Other operating expenses | 11 | (2 830) | (4 362) |
| Profit/ (loss) from operating activities | 13 | 16 332 | (1 663) |
| Impairment losses | 12 | (46 279) | - |
| Gain on derecognition of notes | 4 955 | - | |
| Fair value losses on financial assets at fair value through profit | |||
| or loss | (155) | (1 550) | |
| Finance income | 14 | 3 130 | 2 077 |
| Finance costs | 14 | (58 365) | (4 444) |
| Net finance costs | (55 235) | (2 367) | |
| Loss before taxation Taxation |
(80 382) (2) |
(5 580) - |
|
| Loss from continuing operations | (80 384) | (5 580) | |
| Discontinued operations | |||
| Loss from discontinued operations | 27 | (106) | (110) |
| Loss for the year | (80 490) | (5 690) | |
| Other comprehensive income | |||
| Items that are or may be reclassified to profit or loss | |||
| Effect of translation into presentation currency | 4 215 | - | |
| Total comprehensive expense for the year | (76 275) | (5 690) | |
| Loss for the year attributable to: | |||
| Owners of the Company | (80 527) | (5 598) | |
| Non-controlling interests | 37 | (92) | |
| Loss for the year | (80 490) | (5 690) | |
| Total comprehensive expense attributable to: | |||
| Owners of the Company | (76 248) | (5 598) | |
| Non-controlling interests | (27) | (92) | |
| Total comprehensive expense for the year | (76 275) | (5 690) | |
| Loss per share | |||
| Basic and fully diluted loss per share (USD) | (3,51) | (0,26) | |
| Loss per share – continuing operations | |||
| Basic and fully diluted loss per share (USD) | (3,51) | (0,25) |
The notes on pages 15 to 84 are integral part of these consolidated financial statements.
(in USD thousand, unless otherwise stated)
| Note | 2014 | 2013 | |
|---|---|---|---|
| Assets | |||
| Property, plant and equipment | 17 | 10 792 | 34 677 |
| Intangible assets | 18 | 12 686 | 29 562 |
| Biological assets | 19 | 2 489 | 3 162 |
| Other non-current assets | 22 | 8 731 | 10 742 |
| Total non-current assets | 34 698 | 78 143 | |
| Inventories | 23 | 19 932 | 37 080 |
| Biological assets | 19 | 5 948 | 6 031 |
| Available for sale investments | 20 | 342 | 497 |
| Trade and other receivables | 24 | 2 046 | 36 095 |
| Cash and cash equivalents | 26 | 5 206 | 7 278 |
| Loans receivable | 21 | 29 795 | 20 803 |
| Assets held for sale | 27 | 30 | 197 |
| Total current assets | 63 299 | 107 981 | |
| Total assets | 97 997 | 186 124 | |
| Equity | |||
| Share capital | 28 | 661 | 661 |
| Share premium | 28 | 88 532 | 88 532 |
| Retained earnings | (38 878) | 41 649 | |
| Foreign currency translation reserve | (5 877) | (10 156) | |
| Total equity attributable to owners of the Company | 44 438 | 120 686 | |
| Non-controlling interests | 200 | 227 | |
| Total equity | 44 638 | 120 913 | |
| Liabilities | |||
| Loans and borrowings | 29 | 31 130 | 48 915 |
| Total non-current liabilities | 31 130 | 48 915 | |
| Loans and borrowings | 29 | 1 588 | 3 927 |
| Trade and other payables | 30 | 20 508 | 12 209 |
| Income tax liability | 112 | 114 | |
| Liabilities held for sale | 27 | 21 | 46 |
| Total current liabilities | 22 229 | 16 296 | |
| Total liabilities | 53 359 | 65 211 | |
| Total equity and liabilities | 97 997 | 186 124 | |
On 29 April 2015 the Board of Directors of Agroton Public Limited authorised these consolidated financial statements for issue.
Tamara Lapta Larysa Orlova Deputy Chief Executive Officer Chief Financial Officer
The notes on pages 15 to 84 are integral part of these consolidated financial statements.
(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 2013 | 661 | 88 532 | 47 247 | (10 156) | 126 284 | 319 | 126 603 |
| Total comprehensive income Profit for the year |
- | - | (5 598) | - | (5 598) | (92) | (5 690) |
| Total comprehensive income | - | - | (5 598) | - | (5 598) | (92) | (5 690) |
| Balance at 31 December 2013 | 661 | 88 532 | 41 649 | (10 156) | 120 686 | 227 | 120 913 |
| Balance at 1 January 2014 | 661 | 88 532 | 41 649 | (10 156) | 120 686 | 227 | 120 913 |
| Total comprehensive income | |||||||
| Loss for the year | - | - | (80 527) | - | (80 527) | 37 | (80 490) |
| Total comprehensive income | - | - | - | 4 279 | 4 279 | (64) | 4 215 |
| Total comprehensive loss for the year | - | - | (80 527) | 4 279 | (76 248) | (27) | (76 275) |
| Balance at 31 December 2014 | 661 | 88 532 | (38 878) | (5 877) | 44 438 | 200 | 44 638 |
The notes on pages 15 to 84 are integral part of these consolidated financial statements.
The above requirements of the Law are not applied in the case of the Company due to the fact that its owners are not residents in Cyprus for tax purposes.
(in USD thousand, unless otherwise stated)
| Note | 2014 | 2013 | |
|---|---|---|---|
| Cash flows from operating activities: | |||
| (Loss)/ Profit for the year | (80 490) | (5 690) | |
| Adjustments for: | |||
| Depreciation | 16 | 2 799 | 4 146 |
| Amortisation | 16 | 3 864 | 5 037 |
| Gain on derecognition of notes | (4 955) | - | |
| Fair value losses on financial assets at fair value through profit | |||
| or loss | 155 | 1 550 | |
| Impairment of inventories | 11,12 | 6 421 | 3 310 |
| Gain from changes in fair value less cost to sell of biological | |||
| assets and agriculture produce | 7 | (19 789) | (11 893) |
| Impairment of harvest failure | 11 | 222 | 288 |
| Impairment of trade and other receivables | 11,12 | 34 148 | 329 |
| Impairment of intangible assets | 12 | 673 | - |
| Impairment of biological assets | 12 | 353 | - |
| Impairment of other non-current assets | 12 | 519 | - |
| Impairment of property, plant and equipment | 12 | 6 574 | - |
| Reversal of provision for bad debts | 25 | (39) | (184) |
| Interest income | 14 | (3 130) | (2 077) |
| Interest expense | 14 | 2 474 | 3 845 |
| Trade payables written-off | 8 | (10) | (136) |
| Loss on disposal of property, plant and equipment | 11 | 80 | 140 |
| Loss on disposal of current assets | 11 | 5 | - |
| Gain/(loss) on disposal of subsidiaries | 31 | 43 | (533) |
| Foreign exchange loss | 14 | 55 813 | - |
| Income tax expense | 2 | - | |
| Cash flow from operations before working capital changes | 5 732 | (1 868) | |
| Decrease in inventories | 5 943 | 4 418 | |
| Decrease in biological assets | 333 | 15 791 | |
| Increase in trade and other receivables | (1 603) | 119 | |
| Increase in trade and other payables | (4 536) | 4 931 | |
| Net cash from operating activities | 5 869 | 23 391 | |
| Income tax paid | (2) | - | |
| Net cash from operating activities | 5 867 | 23 391 | |
| Cash flow from investing activities | |||
| Acquisition of property, plant and equipment | (478) | (5 451) | |
| Acquisition of intangible assets | - | (7) | |
| Proceeds from disposal of property, plant and equipment | 12 | 279 | |
| Loans granted | (6 000) | (15 389) | |
| Loans repayment | 138 | - | |
| Equity conversion | - | (2 047) | |
| Disposals of subsidiaries, net of cash acquired | 48 | 145 | |
| Net cash used in investing activities | (6 280) | (22 470) |
(in USD thousand, unless otherwise stated)
| Note | 2014 | 2013 | |
|---|---|---|---|
| Cash flows from financing activities | |||
| Proceeds from borrowings | - | 4 369 | |
| Repayment of loans and borrowings | - | (7 825) | |
| Net cash used in financing activities | - | (3 456) | |
| Net decrease in cash and cash equivalents | (413) | (2 535) | |
| Cash and cash equivalents at the beginning of the period | 7 278 | 9 813 | |
| Effect from translation into presentation currency | (1 659) | - | |
| Cash and cash equivalents at the end of the period | 5 206 | 7 278 |
(in USD thousand, unless otherwise stated)
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 Warsaw Stock Exchange on 8 November 2010.
The Company's registered office is at 1 Lampousas Street, 1095 Nicosia, Cyprus.
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 31.12.2014 |
Ownership Interest 31.12.2013 |
|---|---|---|---|
| Living LLC | Ukraine | 99,99 % |
99,99 % |
| PE Agricultural Production Firm Agro | Ukraine | 99,99 % |
99,99 % |
| Agroton PJSC | Ukraine | 99,99 % |
99,99 % |
| ALC Belokurakinskiy Elevator | Ukraine | 99,99 % |
99,99 % |
| LLC Belokurakinskiy livestock complex (iv) |
Ukraine | - | 99,89 % |
| 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 | 94,58 % |
94,58 % |
| Agro-Chornukhinski Kurchata LLC | Ukraine | 99,99 % |
99,99 % |
| Agro-Svinprom LLC (ii) | Ukraine | 99,99 % |
99,99 % |
| Agroton BVI Limited | British Virgin Islands | 100,00 % |
100,00 % |
| Gefest LLC (i) | Ukraine | 100,00 % |
100,00 % |
| Tais-Abb PE (iii) | Ukraine | - | 100,00 % |
| Alinco PE (i) | Ukraine | 100,00 % |
100,00 % |
| LLC Lugastan | Ukraine | 100,00 % |
100,00 % |
(in USD thousand, unless otherwise stated)
(i) Agro Meta LLC, Etalon-Agro LLC, Gefest LLC , and Alinco PE 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.
(iii) Tais-Abb PE was liquidated on 13 May 2014.
(v) In April 2014 The Group sold its owhership interest in LLC Belokurakinskiy livestock complex for the amount of USD 48 thousand (Note 27).
The parent company of the Group is Agroton Public Limited with an issued share capital of 21 670 000 ordinary shares with nominal value EUR 0,021 per share.
The shares at 31 December 2014 and as at the date the signing of these consolidated financial statements were distributed as follows:
| 31 December 2014 | 29 April 2015 | |||
|---|---|---|---|---|
| Shareholder | Number of Shares |
Ownership interest, % |
Number of Shares |
Ownership interest, % |
| Mr. Iurii Zhuravlov | 11 270 994 | 52,01 % |
11 270 994 | 52,01 % |
| BNY (NOMINEEES) LIMITED | 4 000 000 | 18,46 % |
4 000 000 | 18,46 % |
| Jaspen Capital Partners Limited BPH Towarzystwo Funduszy |
1 086 316 | 5,01 % |
1 081 316 | 4,99 % |
| Inwestycyjnych S.A. | 1 130 950 | 5,22 % |
1 130 950 | 5,22 % |
| Others | 4 181 740 | 19,30 % |
4 186 740 | 19,32 % |
| 21 670 000 | 100,00 % |
21 670 000 | 100,00 % |
The consolidated financial statements of the Company as at and for the year ended 31 December 2014 comprise the financial statements of the Company and its subsidiaries (together with the Company, the ''Group'').
The Company has subsidiary undertakings and according to 142(1)(b) of the Cyprus Companies Law Cap.113 is required to prepare consolidated financial statements and laid them before the members of the Company at the Annual General Meeting.
These consolidated financial statements have been prepared in accordance with International Financial Reporting Standards ('IFRS'), as adopted by the European Union ('EU'), and the requirements of the Cyprus Companies Law, Cap. 113 and are for the year ended 31 December 2014.
(in USD thousand, unless otherwise stated)
These consolidated financial statements have been prepared under the historical cost convention except for the following:
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 Company's translation reserve.
These consolidated 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 35 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. The consolidated financial statements do not comprise any adjustments in case of the Group's inability to continue as a going concern.
The following Standards, Amendments to Standards and Interpretations have been issued but are not yet effective for annual periods beginning on 1 January 2014. Those which may be relevant to the Group are set out below. The Group does not plan to adopt these Standards early.
(in USD thousand, unless otherwise stated)
Adoption of new and revised International Financial Reporting Standards and Interpretations (cont)
The Board of Directors expects that the adoption of these financial reporting standards will not have a material effect on the financial statements of the Group.
The Group has consistently applied accounting policies set out in this note to all years presented in these consolidated financial statements. Accounting policies of subsidiaries have been changed where necessary to achieve consistent application of the accounting policies applied by the Group.
Subsidiaries are entities controlled by the Group. Control exists where the Group has the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities.
(in USD thousand, unless otherwise stated)
The financial statements of subsidiaries acquired or disposed during the year are included in the consolidated statement of profit and loss and other comprehensive income from the date that control commences until the date control ceases.
Where necessary, adjustments are made to the financial statements of subsidiaries to bring them in line with the accounting policies of the Group.
Changes in the Group's ownership interests in subsidiaries that do not result in the Group losing control over the subsidiaries are accounted for as equity transactions. The carrying amounts of the Group's interests and the non-controlling interests are adjusted to reflect the changes in their relative interests in the subsidiaries. Any difference between the amount by which the non-controlling interests are adjusted and the fair value of the consideration paid or received is recognised directly in equity as transactions with owners acting in their capacity as owners. No adjustments are made to goodwill and no gain or loss is recognised in profit or loss.
When the Group loses control of a subsidiary, the resulting profit or loss is calculated as the difference between (i) the aggregate of the fair value of the consideration received and the fair value of any retained interest and (ii) the previous carrying amount of the assets (including goodwill), and liabilities of the subsidiary and any non-controlling interests. The resulting profit or loss is recognised in profit or loss. Any interest retained in the former subsidiary is measured at fair value when control is lost.
Acquisitions of businesses are accounted for using the acquisition method. The consideration transferred in a business combination is measured at fair value, which is calculated as the sum of the acquisition-date fair values of the assets transferred by the Group, liabilities incurred by the Group to the former owners of the acquiree and the equity interests issued by the Group in exchange for control of the acquiree. Acquisition-related costs are generally recognised in profit or loss as incurred.
Goodwill is measured as the excess of the sum of the consideration transferred, the amount of any noncontrolling interests in the acquiree, and the fair value of the acquirer's previously held equity interest in the acquiree (if any) over the net of the acquisition-date amounts of the identifiable assets acquired and the liabilities assumed. If, after reassessment, the net of the acquisition-date amounts of the identifiable assets acquired and liabilities assumed exceeds the sum of the consideration transferred, the amount of any noncontrolling interests in the acquiree and the fair value of the acquirer's previously held interest in the acquiree (if any), the excess is recognised immediately in profit or loss as a bargain purchase gain.
At the acquisition date, the identifiable assets acquired and the liabilities assumed are recognised at their fair value at the acquisition date, except that:
deferred tax assets or liabilities and liabilities or assets related to employee benefit arrangements are recognised and measured in accordance with IAS 12 Income Taxes and IAS 19 Employee Benefits respectively;
(in USD thousand, unless otherwise stated)
Business combinations (cont)
Non-controlling interests that are present ownership interests and entitle their holders to a proportionate share of the entity's net assets in the event of liquidation may be initially measured either at fair value or at the non-controlling interests' proportionate share of the recognised amounts of the acquiree's identifiable net assets. The choice of measurement basis is made on a transaction-by-transaction basis. Other types of non-controlling interests are measured at fair value or, when applicable, on the basis specified in another IFRS.
When the consideration transferred by the Group in a business combination includes assets or liabilities resulting from a contingent consideration arrangement, the contingent consideration is measured at its acquisition-date fair value and included as part of the consideration transferred in a business combination. Changes in the fair value of the contingent consideration that qualify as measurement period adjustments are adjusted retrospectively, with corresponding adjustments against goodwill. Measurement period adjustments are adjustments that arise from additional information obtained during the 'measurement period' (which cannot exceed one year from the acquisition date) about facts and circumstances that existed at the acquisition date.
The subsequent accounting for changes in the fair value of the contingent consideration that do not qualify as measurement period adjustments depends on how the contingent consideration is classified. Contingent consideration that is classified as equity is not remeasured at subsequent reporting dates and its subsequent settlement is accounted for within equity. Contingent consideration that is classified as an asset or a liability is remeasured at subsequent reporting dates in accordance with IAS 39, or IAS 37 Provisions, Contingent Liabilities and Contingent Assets, as appropriate, with the corresponding gain or loss being recognised in profit or loss.
When a business combination is achieved in stages, the Group's previously held equity interest in the acquiree is remeasured to fair value at the acquisition date (i.e. the date when the Group obtains control) and the resulting gain or loss, if any, is recognised in profit or loss. Amounts arising from interests in the acquiree prior to the acquisition date that have previously been recognised in other comprehensive income are reclassified to profit or loss where such treatment would be appropriate if that interest were disposed of.
(in USD thousand, unless otherwise stated)
If the initial accounting for a business combination is incomplete by the end of the reporting period in which the combination occurs, the Group reports provisional amounts for the items for which the accounting is incomplete. Those provisional amounts are adjusted during the measurement period (see above), or additional assets or liabilities are recognised, to reflect new information obtained about facts and circumstances that existed at the acquisition date that, if known, would have affected the amounts recognised at that date.
Transactions in foreign currencies are initially recorded by the Group entities at their respective functional currency rates prevailing at the date of the transaction.
Monetary assets and liabilities are translated into the functional currency of each company included into the Group, at the rates ruling at the reporting period. Foreign exchange gains and losses, arising from transactions in foreign currency, and also from translation of monetary assets and liabilities into the functional currency of each company included into the Group at the rate ruling at the end of the year, are recognised in profit or loss.
The exchange rates used in preparation of these consolidated financial statements, are as follows:
| Currency | 31 December 2014 |
Weighted average for the |
31 December 2013 |
Weighted average for the |
31 December 2012 |
|---|---|---|---|---|---|
| year 2014 | year 2013 | ||||
| UAH-US dollar | 15,7686 | 11,9090 | 7,9930 | 7,9930 | 7,9930 |
| EUR - US dollar | 0,8237 | 0,7527 | 0,7533 | 0,7573 | 0,7579 |
The foreign currencies may be freely convertible on the territory of Ukraine at the exchange rate which is close to the exchange rate established by the National Bank of Ukraine. At the moment, the Ukrainian Hryvnia is not a freely convertible currency outside the Ukraine.
The financial results and position of each subsidiary are translated into the presentation currency as follows:
(in USD thousand, unless otherwise stated)
Initial recognition of property, plant and equipment ("PPE") Property plant and equipment is recognised by the Group as an asset only in a case, when:
Any subsequent expenses, increasing the future economic benefits from the asset, are treated as additions. Otherwise, the Group recognises subsequent expenses as expenses of the period, in which they have been incurred. The Group divides all expenses, related to the property, plant and equipment, into the following types:
After initial recognition as an asset, the Group applies the model of accounting for the property, plant and equipment at historical cost, net of accumulated depreciation and any accumulated losses from impairment, taking into account estimated residual values of such assets at the end of their useful lives. Such cost includes the cost of replacing significant parts of the plant and equipment and borrowing costs for long-term construction projects if the recognition criteria are met. When significant parts of property, plant and equipment are required to be replaced from time to time, the Group recognises such parts as individual assets with specific estimated useful lives and depreciation, respectively. Likewise, when a major inspection is performed, its cost is recognised in the carrying value of the plant and equipment as a replacement if the recognition criteria are satisfied. All other repair and maintenance costs are recognised in the profit or loss as incurred.
Depreciation of property, plant and equipment is calculated using the straight-line method over the estimated useful lives agreed upon with the technical personnel of the Group.
The estimated useful lives for the property, plant and equipment are as follows:
| Construction in progress | Not depreciated |
|---|---|
| Buildings | 10-75 years |
| Machinery and equipment | 2-30 years |
| Vehicles | 2-15 years |
| Computers and office equipment | 1-10 years |
| Instruments, tools and other equipment | 1-10 years |
Residual value and useful lives of assets are reviewed at each reporting period and adjusted if appropriate.
The acquired asset is depreciated starting from the following month from the date of placing into operation and depreciation is fully accumulated when useful life ends.
(in USD thousand, unless otherwise stated)
An item of property, plant and equipment and any significant part initially recognised is derecognised upon disposal or when no future economic benefits are expected from its use or disposal. Any gain or loss arising on derecognition of the asset (calculated as the difference between the net disposal proceeds and the carrying value of the asset) is included in profit or loss when the asset is derecognised.
At each reporting period the Group evaluates whether any indicators of possible impairment of an asset exist. If the recoverable value of an asset or a group of assets within property, plant and equipment is lower than their carrying (residual) value, the Group recognises such asset or group of assets as impaired, and accrues a provision for impairment of the amount of excess of the carrying value over the recoverable value of the asset. Impairment losses are recognised immediately in profit or loss.
Assets under construction comprise costs directly related to construction of property, plant and equipment including an appropriate allocation of directly attributable variable overheads that are incurred in construction. Construction in progress is not depreciated. Depreciation of the construction in progress, on the same basis as for other property, plant and equipment items, commences when the assets are available for use, i.e. when they are in the location and condition necessary for them to be capable of operating in the manner intended by the management.
For the purpose of preparation of the consolidated financial statements the Group defines the following groups of the intangible assets: computer software and land lease rights.
The Group recognizes the object as an intangible asset, if such an object meets the following criteria of recognition:
Initial recognition and subsequent measurement of intangible assets Intangible assets are initially recognised at acquisition cost.
After initial recognition, intangible assets are reflected at acquisition cost less accumulated depreciation and accumulated impairment losses.
(in USD thousand, unless otherwise stated)
Costs that are directly associated with identifiable and unique computer software products controlled by the Company and that will probably generate economic benefits exceeding costs beyond one year are recognised as intangible assets. Subsequently computer software is carried at cost less any accumulated amortisation and any accumulated impairment losses. Expenditure which enhances or extends the performance of computer software programs beyond their original specifications is recognised as a capital improvement and added to the original cost of the computer software. Costs associated with maintenance of computer software programs are recognised in profit or loss of the year in which they are incurred. Computer software is amortised on a straight-line basis over the period of useful life of stated asset, usually 5 years. Amortisation starts from the following year from the date of placing into operation and is fully accumulated when useful life terminates.
Land lease rights acquired separately are carried at cost less accumulated amortisation and accumulated impairment losses. Land lease rights acquired in a business combination and recognised separately from goodwill are initially recognised at their fair value at the acquisition date (which is regarded as their cost). Subsequent to initial recognition, land lease rights acquired in a business combination are reported at cost less accumulated amortisation and accumulated impairment losses, on the same basis as land lease rights acquired separately.
Amortisation of land lease rights is recognised on a straight-line basis over their estimated useful lives. For land lease rights, the amortisation period is 10 years.
The amortisation period and the amortisation method for land lease rights are reviewed at least at the end of each reporting period, with the effect of any changes in estimate being accounted for on a prospective basis.
Subsequent expenditure is capitalised only when it increases the future economic benefits embodied in the specific asset to which it relates. All other expenditure are recognised in profit or loss of the year in which they are incurred.
Amortisation is recognised in profit or loss on a straight line basis over the estimated useful lives of intangible assets.
An intangible asset is derecognised upon its disposal or when the Group's company no longer expects to receive any economic benefits from this asset. Financial result, arising upon write-off or disposal, is calculated as the difference between net income from sale and the carrying amount of intangible assets. If an intangible asset is exchanged for a similar asset, the value of acquired asset amounts to the carrying amount of the disposed asset.
(in USD thousand, unless otherwise stated)
Financial assets and financial liabilities are recognised when the group becomes a party to the contractual provision of the instrument.
Trade and other receivables are initially recognised at fair value and are subsequently measured at amortised cost using the effective interest rate method. Trade and other receivables are stated after deducting the appropriate allowances for any impairment.
Payments received in advance on sale contracts for which no revenue has been recognised yet, are recorded as prepayments from clients as at the reporting date and carried under liabilities.
(iii) Loans granted
Loans originated by the Group by providing money directly to the borrower are categorised as loans and are carried at amortised cost. This is defined as the fair value of cash consideration given to originate those loans as is determined by reference to market prices at origination date. All loans are recognised when cash is advanced to the borrower.
An allowance for loan impairment is established if there is objective evidence that the Group will not be able to collect all amounts due according to the original contractual terms of loans. The amount of the provision is the difference between the carrying amount and the recoverable amount, being the present value of expected cash flows including amounts recoverable from guarantees and collateral, discounted at the original effective interest rate of loans.
Investments in securities are classified as financial assets at fair value through profit or loss and are presented at their fair value at the reporting date.
The fair value for investments in listed securities is considered to be the current bid prices and is calculated in accordance with the prices published by the Stock Exchange at the reporting date.
Realised and unrealised gains and losses arising from the change in the fair value of investments are recognised in profit or loss.
(v) Borrowings
Borrowings are recorded initially at the proceeds received, net of transaction costs incurred. Borrowings are subsequently stated at amortised cost. Any difference between the proceeds (net of transaction costs) and the redemption value is recognised in profit or loss over the period of the borrowings using the effective interest method.
Trade payables are initially recognised at fair value and are subsequently measured at amortised cost, using the effective interest rate method.
(in USD thousand, unless otherwise stated)
The Group identifies the following types of inventories:
Work in progress includes the costs incurred during the period, but relating to the preparation of crop areas under sowing for future reporting periods.
Agricultural products derived from biological assets are measured at fair value less costs to sell at the point of harvest. Profit or loss arising upon initial recognition of agricultural products at fair value less estimated costs to sell is recorded in the consolidated statement of profit or loss and other comprehensive income in Income (expenses) from changes in value of biological assets and agricultural produce.
Inventories are measured at the lower of cost and net realisable value.
The cost of inventories is based on the first-in first-out (FIFO) principle and includes all expenses for acquiring the inventories, conversion costs and other costs incurred in bringing them to their existing location and condition. In the case of work in progress and finished goods, cost includes an appropriate share of production overheads based on normal operating capacity.
Net realisable value is determined as the estimated selling price in the ordinary course of business less the estimated costs of completion and preliminary estimated distribution and selling costs.
The Group regularly reviews inventories to determine whether there are any indicators of damage, obsolescence, slow movement, or a decrease in net realisable price. When such events take place, the amount by which inventories are impaired, is reported in profit or loss.
Cost of inventories may be irrecoverable if the realisable value for such inventories has decreased due to their damage, whole or partial obsolescence or resulting from changes in market prices. Cost of inventories may be irrecoverable if possible costs for completion or sale have increased.
(in USD thousand, unless otherwise stated)
Raw and other materials in inventories are not written-off below cost, if finished goods, in which they will be included, will be sold at cost or above. However, when decrease in price for raw materials indicates that cost of finished goods will exceed the net realisable value, raw materials are written off to net realisation value.
At each reporting period the Group analyses inventories to determine whether they are damaged, obsolete or slow-moving or whether their net realisable value has declined. If such situation occurred, the amount by which inventories are impaired is reflected within 'Other operating (expenses)/income'.
The following groups of biological assets are distinguished by the Group:
(b) non-current – with useful life over 1 year:
work and productive livestock (cattle, etc.).
Biological asset is an animal or plant which in the process of biological transformations can create agricultural products or additional biological assets, as well as bring economic benefits in other ways.
Biological assets are stated at initial recognition and at each reporting period at fair value less estimated costs to sell, except for the cases where fair value cannot be determined reliably. Costs to sell include all costs that would be necessary to sell the assets, including transportation costs.
If there is an active market for a biological asset or agricultural produce, the Group determines the fair value of assets based on their quoted price in the market. If the Group has access to several markets, the definition of fair value is based on the market, which may be used by the Group with the highest probability.
In the absence of an active market, the Group uses one or more of the following indicators to determine the fair value of biological assets:
(in USD thousand, unless otherwise stated)
In case where there are no market prices or other value indicators to determine the fair value in respect of the biological asset at a particular time, the Group uses the discounted value of the asset's expected net cash flows, while applying a discount coefficient, calculated on the basis of current market conditions for cash flow before tax.
Where there is no information about market prices upon the initial recognition of biological asset, and alternative estimates of fair value are clearly unreliable, such biological asset is valued at cost less accumulated depreciation and impairment losses. Once there is the possibility to determine the fair value of biological assets with reasonable reliability, the biological asset is revalued at fair value less estimated costs to sell (this principle applies only at initial recognition of the biological asset). If the Group has previously valued the biological asset at fair value less estimated costs to sell, this biological asset is recorded at fair value less estimated costs to sell up to the moment of its disposal.
The difference between the fair value less estimated costs to sell and production cost of biological assets is recorded in the consolidated statement of profit of loss and other comprehensive income in Income (expense) from changes in value of biological assets and agricultural products.
Cost of crops for future harvest consists of actual costs incurred in growing harvest (including lease expenses, costs of land preparation, planting, fertilising, processing, collection, storage). The fair value of winter crops at the end of the year is approximate to its cost due to a minor biological transformation of seeds at the end of the year, significant impact of cultivation quality, weather conditions and precipitation on future harvest, variations in market demand for future harvest. Crops for future harvest are measured at cost.
Cash and cash equivalents include cash at banks and in hand, cash in transit, issued letters of credit and call deposits.
The Group assesses at each reporting period the carrying value of its non-current assets to determine whether there is any objective evidence that non-current assets are impaired. If any such evidence exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). If it is not possible to estimate the recoverable amount of the individual asset, the Group shall determine the recoverable amount of the cash-generating unit to which the asset belongs (the asset's cashgenerating unit).
The expected recoverable amount of a cash-generating unit is the highest of the cash-generating unit's selling value and its value in use. In estimating value in use, the future cash flows are discounted to present value using a discount rate before taxation which reflects current market assessments of the time value of money and the risks specific to the asset.
(in USD thousand, unless otherwise stated)
If the expected recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying value, the carrying value of the asset (or cash-generating unit) shall be reduced to its recoverable amount. That reduction is an impairment loss, unless the asset is carried at revalued amount. Any impairment loss of a revalued asset shall be treated as a revaluation deficit. If the impairment loss is reversed subsequently, then carrying value of an asset (or cash-generating unit) increases to the revised and estimated amount of its recoverable amount, where increased carrying value does not exceed the carrying value which could be determined only in that case if impairment loss for an asset (or cashgenerating unit) was not recognised in the previous years. Reversal of the impairment loss is recognised in profit or loss.
Advances issued are recorded at nominal value less value added tax and any accumulated impairment losses. Other current assets are recorded at nominal cost less accumulated impairment losses.
Impairment of advances issued is recognised if there is objective evidence that repayment of the full amount of the debt does not occur within the contract terms, including the incoming information about substantial financial difficulties of the debtor, the possibility of recognition a debtor as a bankrupt, or probability of debtor's reorganisation, in case of refusal from delivery, etc. Impairment of advances issued and other non-financial current assets is reflected according to order described in subparagraph 'Impairment of Assets' of Note 12.
Advances issued under the contracts for the purchase of property, plant and equipment are recorded in section 'Other non-current assets' of consolidated statement of financial position.
In Ukraine VAT standard rate is 20% on imports and sale of goods and services in the territory of Ukraine and 0% rate for all exports and services rendered outside Ukraine.
The VAT liability is equal to the total amount of VAT accrued during the reporting period and arises at the earlier of goods shipment to the customer or at the date of receipt of payment from the client.
VAT credit is the amount by which a taxpayer is entitled to reduce his/her VAT liabilities in the reporting period. The right to VAT credit arises on the earlier of the date of payment to supplier or the date of receipt of goods.
(in USD thousand, unless otherwise stated)
The Group's agricultural entities apply the special VAT taxation treatment prescribed by the Tax Code of Ukraine, which entered into force on 1 January 2011, regarding the agricultural activities, which provides preferential VAT treatment to support agricultural producers. The Ukrainian government allows qualified agricultural producers which choose to apply the special VAT regime for the agricultural industry to retain the difference between the VAT that they charge on their agricultural products or services and the VAT that they pay on qualified items purchased for their operations, rather than remitting such amounts to the state budget. Agricultural producers qualify for this special VAT regime provided that the revenue received from the sales of agricultural goods produced during the preceding twelve months accounted for more than 75% of their gross revenue. The amounts retained by the Group can be used only for agricultural purposes.
For goods and services supplied at the 20% tax rate, revenue, expenses and assets are recognised net of VAT amount, unless:
For the Cyprus Company VAT of 19% (17% up to 13 January 2013 and 18% up to 12 January 2014) applies on expenses.
The net amount of VAT recoverable from, or payable to, the taxation authority is included as part of receivables or payables in the consolidated statement of financial position.
Current income tax assets and liabilities for the current and prior periods are measured at the amount expected to be recovered from or paid to the taxation authorities. The tax rates and tax laws used to compute the amount are those that are enacted or substantively enacted, by the reporting period, in the countries where the Group operates and generates taxable income.
Current income tax relating to items recognised directly in equity is recognised in equity and not in the statement of profit or loss and other comprehensive income. Management periodically evaluates positions taken in the tax returns with respect to situations in which applicable tax regulations are subject to interpretation and establishes provisions where appropriate.
The majority of Groups entities are registered as tax payers of fixed agricultural tax and therefore are not payers of corporate tax.
(in USD thousand, unless otherwise stated)
Revenue comprises the invoiced amount for the sale of goods and services net of Value Added Tax, returns, volume rebates and trade discounts. Revenues earned by the Group are recognised on the following bases:
Reveue is recognised when significant risks and rewards of ownership have been transferred to the customer, recovery of the consideration is probable, the associated costs of possible return of goods can be estimated reliably, there is no continuing management involvement with the goods, and the amount of revenue can be measured reliably.
Sales of services are recognised in the accounting period in which the services are rendered by reference to completion of the specific transaction assessed on the basis of the actual service provided as a proportion of the total services to be provided.
Finance income comprises of interest income. Interest income is recognised as it accrues in profit or loss, using the effective interest method.
Finance costs comprise interest expense on borrowings and bank charges.
Borrowing costs that are not directly attributable to the acquisition, construction or production of a qualifying asset are recognised in profit or loss using the effective interest method.
Borrowing costs that are directly attributable to the acquisition, construction or production of a qualifying asset, which necessarily requires significant time to be prepared for use in accordance with the Group's intentions or for sale, are capitalised as the part of initial value of such asset. All other borrowing costs are expensed in profit or loss in the period they were incurred. Borrowing costs include interest payments and other expenses incurred by the Group related to borrowings.
Foreign currency gains and losses are reported on a net basis as either finance income or finance cost depending on whether foreign currency movements are in a net gain or net loss position.
(in USD thousand, unless otherwise stated)
Non-current assets, or disposal groups comprising assets and liabilities, that are expected to be recovered primarily through sale or distribution rather than through continuing use, are classified as held for sale or distribution. Immediately before classification as held for sale or distribution, the assets, or components of a disposal group, are remeasured in accordance with the Group's accounting policies. Thereafter generally the assets, or disposal group, are measured at the lower of their carrying amount and fair value less costs to sell. Any impairment loss on a disposal group is allocated first to goodwill, and then to the remaining assets and liabilities on pro rata basis, except that no loss is allocated to inventories, financial assets, deferred tax assets, employee benefit assets, investment property or biological assets, which continue to be measured in accordance with the Group's accounting policies. Impairment losses on initial classification as held for sale or distribution and subsequent gains and losses on remeasurement are recognised in profit or loss. Gains are not recognised in excess of any cumulative impairment loss.
Once classified as held for sale or distribution, intangible assets and property, plant and equipment are no longer amortised or depreciated, and any equity-accounted investee is no longer equity accounted.
At inception of an arrangement, the Group determines whether an arrangement is or contains a lease.
At inception or on reassessment of an arrangement that contains a lease, the Group separates payments and other consideration required by the arrangement into those for the lease and those for other elements on the basis of their relative fair values. If the Group concludes for a finance lease that it is impractible to separate the payments reliably, then an asset and liability are recognised at an amount equal to the fair value of the underlying asset, subsequently, the liability is reduced as payments are made and an imputed finance cost on the liability is recognised using a Group's incremental borrowing rate.
Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee. All other leases are classified as operating leases.
The leases of the Group are classified as finance leases, if they transfer to the Group substantially all the risk and rewards incidental to ownership of an asset. The Group recognises a finance lease as an asset and liability at the lower of the fair value of the leased asset and the present value of minimum lease payments. Subsequent to initial recognition, the assets are accounted for in accordance with the accounting policy applicable to that asset.
The payments are appointed between the finance expenses and the decrease of the finance lease obligations based on the effective interest method.
Rentals payable under operating leases are charged to profit or loss on a straight-line basis over the term of the relevant lease. Benefits received and receivable as an incentive to enter into an operating lease are also spread on a straight-line basis over the lease term.
(in USD thousand, unless otherwise stated)
NCI is represented by interest in the subsidiaries not owned by the Group. It is determined at the reporting period as interest in the fair value of identified assets and liabilities of the subsidiary at the date of acquisition or creation of a new subsidiary, as well as interest in change in net assets of a subsidiary after the acquisition or creation of a new subsidiary.
The Group provides information on NCI in net assets of subsidiaries and companies not connected with formal structure and not having a common parent company separately from items of equity attributable to the owners of the parent company.
The amount payable to the owners of the Company in the form of dividends is recognised in the financial statements of the Group in the period the dividends were approved by the owners of the Company.
Borrowing costs that are directly attributable to the acquisition, construction or production of a qualifying asset, which necessarily requires significant time to be prepared for use in accordance with the Group's intentions or for sale, are capitalised as the part of initial value of such asset. All other borrowing costs are expensed in the period they were incurred. Borrowing costs include interest payments and other expenses incurred by the Group related to borrowings.
Contingent liabilities are not recognised in the consolidated financial statements. Such liabilities are disclosed in the notes to the consolidated financial statements, with the exception of when the probability of an outflow of resources embodying economic benefits is remote.
Contingent assets are not recognised in the consolidated financial statements, but are disclosed when an inflow of economic benefits is considered more likely than not to occur.
A provision is a liability of uncertain amount or timing. Provisions are recognised if as a result of a past event, the Group has a present legal or constructive obligation that can be estimated reliably and it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation. Where the Group expects some or all of a provision to be reimbursed, for example under an insurance contract, the reimbursement is recognised as a separate asset but only when the reimbursement is virtually certain. The expense relating to any provision is presented in the consolidated statement of profit or loss and other comprehensive income net of any reimbursement. If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate that reflects, where appropriate, the risks specific to the liability. Where discounting is used, the increase in the provision due to the passage of time is recognised as a finance cost.
(in USD thousand, unless otherwise stated)
Segment results that are reported to the CEO include items directly attributable to a segment as well as those that can be allocated on a reasonable basis. Unallocated items comprise mainly corporate assets, head office expenses and tax assets and liabilities.
The Group is organised by reportable segments and this is the primary format for segmental reporting. Each reportable segment provides products or services which are subject to risks and rewards that are different than those of other reportable segments.
The Group presents its geographical analysis for segmental revenue by customer location and for assets based on the asset's location. The Group operates mainly in Ukraine.
Classification as a discontinued operation occurs on disposal or when the operation meets the criteria to be classified as held for sale (see note 3.15), if earlier. When an operation is classified as a discontinued operation, the comparative statement of comprehensive income is re-presented as if the operation had been discontinued from the start of the comparative year
Ordinary shares are classified as equity. The difference between the fair value of the consideration received and the nominal value of share capital issued is taken to share premium. Incremental costs directly attributable to the issue of ordinary shares are recognised as a deduction from equity, net of any tax effects.
The Group adjusts the consolidated financial statements amounts if events after the reporting period demand adjustments. Events after the reporting period requiring adjustments of the consolidated financial statements amounts relate to the confirmation or contradiction of the circumstances prevailing at the reporting period, as well as estimates and judgments of management, which are made under conditions of uncertainty and incompleteness of information at the reporting date.
If non-adjusting events that occurred after the reporting period are significant, non-disclosure of information about them may affect the economic decisions of users which are made on the basis of these consolidated financial statements. Accordingly, the Group discloses the nature of such events and estimates of their financial effect or states the impossibility of such estimate for each material category of non-adjusting events that occurred after the reporting period.
(in USD thousand, unless otherwise stated)
The preparation of the consolidated financial statements in accordance with IFRS requires from management to exercise judgment, to make estimates and assumptions that influence the application of accounting principles and the reported amounts of assets, liabilities, income and expenses. The estimates and underlying assumptions are based on historical experience and various other factors that are deemed to be reasonable based on knowledge available at that time. Actual results may deviate from such estimates.
The estimates and underlying assumptions are revised on a continuous basis. Revisions of accounting estimates are recognised in the period during which the estimate is revised, if the estimate affects only that period, or in the period of the revision and future periods, if the revision affects the present as well as future periods.
In particular, information about significant areas of estimation, uncertainty and critical judgments in applying accounting policies that have the most significant effect on the amount recognised in the consolidated financial statements are described below:
The Group estimates the remaining useful life of property, plant and equipment at least once a year at the end of the fiscal year. Should the expectations differ from previous estimates, changes are accounted for as changes in accounting estimates in accordance with IAS 8 'Accounting Policy, Changes in Accounting Estimates and Errors'. These estimates may have a significant effect on the carrying value of property, plant and equipment and depreciation recognised in profit or loss.
An impairment exists when the carrying value of an asset or cash generating unit exceeds its recoverable amount, which is the higher of its fair value less costs to sell and its value in use. The fair value less costs to sell calculation is based on available data from binding sales transactions in an arm's length transaction of similar assets or observable market prices less incremental costs for disposing of the asset. The value in use calculation is based on a discounted cash flow model. The cash flows are derived from the budget for the next five years and do not include restructuring activities that the Group is not yet committed to or significant future investments that will enhance the asset's performance of the cash generating unit being tested. The recoverable amount is most sensitive to the discount rate used for the discounted cash flow model as well as the expected future cash inflows and the growth rate used for extrapolation purposes.
The Group reviews its trade and other receivables for evidence of their recoverability. Such evidence includes the customer's payment record and the customer's overall financial position.
(in USD thousand, unless otherwise stated)
The Group provides for doubtful debts to cover potential losses when a customer may be unable to make necessary payments. In assessing the adequacy of provision for doubtful debts, management considers the current economic conditions in general, the age of accounts receivable, the Group's experience in writing off of receivables, solvency of customers and changes in conditions of settlements. Economic changes, industry situation or financial position of separate customers may result in adjustments related to the amount of provision for doubtful debts reflected in the consolidated financial statements as impairments of receivables.
Additionally a general provision for doubtful debts is provided on all receivables due for more than 365 days.
Bad debts which maturity has already expired are written-off from the consolidated statement of financial position along with a corresponding adjustment to the provision for doubtful debts.
Bad debts which are subsequently recovered are reversed in the consolidated financial statements through profit or loss.
The Group does not accrue provisions for doubtful debts on balances with related parties regardless of the origin date of current debt.
The Group's management applies significant assumptions in the measurement and recognition of provisions for and risks of exposure to contingent liabilities related to existing legal proceedings and other unsettled claims, and also other contingent liabilities. Management's judgment is required in estimating the probability of a successful claim against the Group or the crystallising of a material obligation, and in determining the probable amount of the final settlement or obligation. Due to uncertainty inherent to the process of estimation, actual expenses may differ from the initial estimates. Such preliminary estimates may alter as new information is received, from internal specialists within the Group, if any, or from third parties, such as lawyers. Revision of such estimates may have a significant effect on the future results of operating activity.
Inventories are measured at the lower of cost and net realisable value. The cost of inventories comprises all costs of purchase, costs of conversion and other costs incurred in bringing the inventories to their present location and condition. Net realisable value is determined as the estimated selling price in the ordinary course of business less the estimated costs of completion and preliminary estimated distribution and selling costs. The writing-off of inventories is reflected on a first-in first-out (FIFO) basis.
At each reporting period the Group assesses the necessity to impair obsolete and surplus inventory. The Group analyses inventories to determine whether they are damaged, obsolete or slow-moving or whether their net realisable value has declined.
(in USD thousand, unless otherwise stated)
Uncertainties exist with respect to the interpretation of complex tax regulations and the amount and timing of future taxable income. Given the wide range of international business relationships and the long-term nature and complexity of existing contractual agreements, differences arising between the actual results and the assumptions made, or future changes to such assumptions, could necessitate future adjustments to tax income and expense already recorded. The Group establishes provisions, based on reasonable estimates, for possible consequences of audits by the tax authorities of the respective regions in which it operates. The amount of such provisions is based on various factors, such as experience of previous tax audits and differing interpretations of tax regulations by the taxable entity and the responsible tax authority. Such differences of interpretation may arise on a wide variety of issues depending on the conditions prevailing in the respective Group companies' domicile.
Significant judgment is required in determining the provision for Cyprus direct and indirect taxes. There are transactions and calculations for which the ultimate tax determination is uncertain during the ordinary course of business. The Company 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 tax and deferred tax provisions in the period in which such determination is made.
In Management's opinion, the Company is in substantial compliance with the tax laws governing its operations. However the risk remains that the relevant authorities could take different positions with regard to interactive issues and the effect could be significant.
The Company met the tax filing in Cyprus. To the best of Management's knowledge, no breaches of tax law have occurred. Thus, the Company has not recorded any provisions for potential impact of any such breaches as at 31 December 2014 and 31 December 2013.
Contingent liabilities are determined by the occurrence or non-occurrence of one or more future events. Measurement of contingent liabilities is based on management's judgments and estimates of the outcomes of such future events. In particular, the tax laws in Ukraine are complex and significant management judgement is required to interpret those laws in connection with the tax affairs of the Group, which is open to challenge by the tax authorities.
(in USD thousand, unless otherwise stated)
The Group's Management applies significant assumptions in the measurement and recognition of provisions for and risks of exposure to contingent liabilities related to existing legal proceedings and other unsettled claims, and also other contingent liabilities. Management's judgment is required in estimating the probability of a successful claim against the Group or the crystallising of a material obligation, and in determining the probable amount of the final settlement or obligation. Due to uncertainty inherent to the process of estimation, actual expenses may differ from the initial estimates. Such preliminary estimates may alter as new information is received, from internal specialists within the Group, if any, or from third parties, such as lawyers. Revision of such estimates may have a significant effect on the future results of operating activity.
A number of the Group's accounting policies and disclosures require the measurement of fair values, for both financial and non-financial assets and liabilities.
The Group has an established control framework with respect to the measurement of fair values. This includes a valuation team that has overall responsibility for overseeing all significant fair value measurements, including Level 3 fair values, and reports directly to the CFO.
The valuation team regularly reviews significant unobservable inputs and valuation adjustments. If third party information, such as broker quotes or pricing services, is used to measure fair values, then the valuation team assesses the evidence obtained from the third parties to support the conclusion that such valuations meet the requirements of IFRS, including the level in the fair value hierarchy in which such valuations should be classified.
Significant valuation issues are reported to the Board of Directors.
When measuring the fair value of an asset or a liability, the Group uses market observable data as far as possible. Fair values are categorised into different levels in a fair value hierarchy based on the inputs used in the valuation techniques as follows.
(in USD thousand, unless otherwise stated)
If the inputs used to measure the fair value of an asset or a liability might be categorised in different levels of the fair value hierarchy, then the fair value measurement is categorised in its entirety in the same level of the fair value hierarchy as the lowest level input that is significant to the entire measurement.
The Group recognises transfers between levels of the fair value hierarchy at the end of the reporting period during which the change has occurred.
Further information about the assumptions made in measuring fair values is included in the following notes:
| 2014 | 2013 | |
|---|---|---|
| Sales of goods | 56 847 | 78 271 |
| Rendering of services | 2 121 | 3 122 |
| Total | 58 968 | 81 393 |
| Revenue generated from sale of goods was as follows: | ||
| 2014 | 2013 |
| Livestock and related revenue | 15 461 | 21 591 |
|---|---|---|
| Winter wheat | 19 233 | 23 066 |
| Sunflower | 19 038 | 23 108 |
| Corn in grain | 2 815 | 4 557 |
| Other agricultural crops | 300 | 5 949 |
| Total | 56 847 | 78 271 |
(in USD thousand, unless otherwise stated)
Sales volume for main agricultural products in tonnes was as follows:
| 2014 | 2013 | |
|---|---|---|
| tonnes | tonnes | |
| Winter wheat | 129 602 | 122 964 |
| Sunflower | 65 716 | 55 991 |
| Corn in grain | 24 763 | 32 448 |
| Total | 220 081 | 211 403 |
Sales volume for milk yield for the year ended 31 December 2014 was 10 654 thousand tonnes (2013: 11 113 thousand tonnes).
Revenue generated from rendering of services relates to storage and handling services granted to third parties.
Livestock and related revenue includes revenue from poultry and other livestock related products.
| 2014 | 2013 | |
|---|---|---|
| Livestock and related operations | 17 626 | 26 485 |
| Plant breeding and related operations | 41 657 | 66 045 |
| Other activities | 720 | 382 |
| Total | 60 003 | 92 912 |
| 2014 | 2013 | |
|---|---|---|
| Non-current biological assets | 1 075 | (207) |
| Current biological assets | 18 714 | 12 100 |
| Total | 19 789 | 11 893 |
The net change in fair value less costs to sell per type of biological asset was:
| 2014 | 2013 |
|---|---|
| 1 210 | 567 |
| 11 326 | |
| 19 789 | 11 893 |
| 18 579 |
(in USD thousand, unless otherwise stated)
| Note | 2014 | 2013 | |
|---|---|---|---|
| Government grants | 3 | 42 | |
| VAT grant | 4 631 | 8 359 | |
| Reversal of provision for bad debts | 25 | 39 | 184 |
| Trade payables written-off | 10 | 136 | |
| Other income | 189 | - | |
| Gain on disposal of subsidiary companies | 31 | - | 533 |
| Total | 4 872 | 9 254 |
| Note | 2014 | 2013 |
|---|---|---|
| Personnel expenses 15 |
1 521 | 2 630 |
| Amortisation of intangible assets 16 |
5 | 7 |
| Depreciation charge 16 |
62 | 99 |
| Transportation expenses | 257 | 406 |
| Materials | 181 | 279 |
| Insurance | 126 | 536 |
| Professional fees | 499 | 969 |
| Communication services | 32 | 53 |
| Other expenses | 283 | 471 |
| Total | 2 966 | 5 450 |
| Note | 2014 | 2013 | |
|---|---|---|---|
| Personnel expenses | 15 | 142 | 295 |
| Depreciation charge | 16 | 17 | 26 |
| Amortisation of the prepayment for ther immediate right to use | |||
| the elevator | 22 | 693 | 693 |
| Transportation expenses | 566 | 336 | |
| Marketing and advertising expenses | 7 | 21 | |
| Utilities | 39 | 61 | |
| Other expenses | 34 | 47 | |
| Total | 1 498 | 1 479 |
(in USD thousand, unless otherwise stated)
| Note | 2014 | 2013 | |
|---|---|---|---|
| Depreciation charge | 16 | 36 | 60 |
| Impairment of trade and other receivables | 25 | 669 | 329 |
| Loss on disposal of property, plant and equipment | 80 | 140 | |
| Loss on disposal of current assets | 5 | 15 | |
| Impairment of inventories | 1 751 | 3 310 | |
| Impairment of harvest failure | 19 | 222 | 288 |
| Fines and penalties | - | 12 | |
| Donations | 30 | 137 | |
| Other expenses | 37 | 71 | |
| Total | 2 830 | 4 362 |
The Group's assets were impaired due to the military conflict in Eastern Ukraine. As a result, the Group has test the related product lines for impairment and has recognised impairment losses for the following assets:
| Note | 2014 | 2013 |
|---|---|---|
| Impairment of property plant and equipment 17 |
6 574 | - |
| Impairment of non-current assets 22 |
519 | - |
| Impairment of biological assets 19 |
353 | - |
| Impairment of cash and equivalents 26 |
11 | - |
| Impairment of trade and other receivables 25 |
33 479 | - |
| Impairment of inventories 23 |
4 670 | - |
| Impairment of intangible assets 18 |
673 | - |
| Total | 46 279 | - |
(Loss)/profit from operating activities is stated after charging the following items:
| Note | 2014 | 2013 | |
|---|---|---|---|
| Depreciation of property, plant and equipment | 17 | 2 799 | 4 146 |
| Amortisation of intangible assets | 18 | 2 371 | 3 544 |
| Loss on disposal of property, plant and equipment | 11 | 80 | 140 |
| Personnel expenses | 15 | 9 315 | 13 481 |
| Independent auditors' remuneration for the statutory audit of | |||
| annual accounts | 75 | 161 | |
| Independent auditors' remuneration for other assurance | |||
| services | - | 87 |
(in USD thousand, unless otherwise stated)
| 2014 | 2013 | |
|---|---|---|
| Interest income Interest income on financial assets measured at amortised cost |
3 130 - |
2 048 29 |
| Finance income | 3 130 | 2 077 |
| Interest on bank loans | - | (278) |
| Interest on non-bank loans | (267) | (221) |
| Interest on notes | (2 207) | (3 346) |
| Bank charges | (78) | (159) |
| Loss on foreign exchange differences | (55 813) | (440) |
| Finance costs | (58 365) | (4 444) |
| Net finance costs | (55 235) | (2 367) |
| 2014 | 2013 | |
|---|---|---|
| Wages and salaries | 6 802 | 9 774 |
| Contributions to state funds | 2 513 | 3 707 |
| Total | 9 315 | 13 481 |
Payroll and related taxes were presented as follows:
| Note | 2014 | 2013 | |
|---|---|---|---|
| Production personnel | 7 652 | 10 556 | |
| Administrative personnel | 9 | 1 521 | 2 630 |
| Distribution personnel | 10 | 142 | 295 |
| Total | 9 315 | 13 481 |
The number of employees at 31 December 2014 and 31 December 2013 were presented as follows:
| 2014 | 2013 | |
|---|---|---|
| Average number of employees, persons | 2 583 | 2 771 |
| Key management personnel | 12 | 13 |
(in USD thousand, unless otherwise stated)
| Note | 2014 | 2013 | |
|---|---|---|---|
| Depreciation charge: | |||
| Depreciation of production property, plant and equipment | 2 684 | 3 961 | |
| Administrative expenses | 9 | 62 | 99 |
| Distribution expenses | 10 | 17 | 26 |
| Other expenses | 11 | 36 | 60 |
| Total | 17 | 2 799 | 4 146 |
| Amortisation charge: | - | - | |
| Amortisation of land lease rights | 2 366 | 3 537 | |
| Amortisation of land lease rights prepayments Amortisation of the prepayment for the immediate right to use |
800 | 800 | |
| elevator | 10 | 693 | 693 |
| Amortisation of intangible assets | 9 | 5 | 7 |
| Total | 3 864 | 5 037 | |
| Total depreciation and amortisation | 6 663 | 9 183 |
(in USD thousand, unless otherwise stated)
| Construction in progress |
Buildings | Equipment | Vehicles | Computers and office equipment |
Instruments, tools and other equipment |
Total | |
|---|---|---|---|---|---|---|---|
| Cost | |||||||
| Balance at 1 January 2013 | 1 420 | 35 418 | 29 746 | 7 630 | 216 | 321 | 74 751 |
| Additions | 5 113 | 338 | - | - | - | - | 5 451 |
| Disposals | (9) | (725) | (287) | (31) | (14) | (13) | (1 079) |
| Transfers | (4 687) | 1 609 | 2 415 | 607 | 38 | 18 | - |
| Balance at 31 December 2013 | 1 837 | 36 640 | 31 874 | 8 206 | 240 | 326 | 79 123 |
| Balance at 1 January 2014 | 1 837 | 36 640 | 31 874 | 8 206 | 240 | 326 | 79 123 |
| Additions | 478 | - | - | - | - | - | 478 |
| Disposals | (1) | (17) | (899) | (791) | (10) | (9) | (1 727) |
| Transfers | (437) | 148 | 272 | 11 | 3 | 3 | - |
| Effect from translation into presentation currency | (917) | (18 100) | (15 563) | (3 856) | (116) | (159) | (38 711) |
| Balance at 31 December 2014 | 960 | 18 671 | 15 684 | 3 570 | 117 | 161 | 39 163 |
(in USD thousand, unless otherwise stated)
| Construction in progress |
Buildings | Equipment | Vehicles | Computers and office equipment |
Instruments, tools and other equipment |
Total | |
|---|---|---|---|---|---|---|---|
| Accumulated depreciation and impairment losses | |||||||
| Balance at 1 January 2013 | - | 18 031 | 16 455 | 6 081 | 173 | 220 | 40 960 |
| Charge for the year | - | 1 356 | 2 435 | 306 | 18 | 31 | 4 146 |
| On disposals | - | (360) | (250) | (26) | (14) | (10) | (660) |
| Transfers | - | - | (78) | 78 | - | - | - |
| Balance at 31 December 2013 | - | 19 027 | 18 562 | 6 439 | 177 | 241 | 44 446 |
| Balance at 1 January 2014 | - | 19 027 | 18 562 | 6 439 | 177 | 241 | 44 446 |
| Charge for the year | - | 940 | 1 641 | 192 | 12 | 14 | 2 799 |
| On disposals | - | (2) | (834) | (787) | (9) | (3) | (1 635) |
| Impairment | 106 | 4 402 | 1 867 | 189 | 5 | 5 | 6 574 |
| Effect from translation into presentation currency | (26) | (10 692) | (9 808) | (3 076) | (89) | (122) | (23 813) |
| Balance at 31 December 2014 | 80 | 13 675 | 11 428 | 2 957 | 96 | 135 | 28 371 |
| Carrying amounts: | |||||||
| As at 1 January 2013 | 1 420 | 17 387 | 13 291 | 1 549 | 43 | 101 | 33 791 |
| As at 31 December 2013 | 1 837 | 17 613 | 13 312 | 1 767 | 63 | 85 | 34 677 |
| As at 31 December 2014 | 880 | 4 996 | 4 256 | 613 | 21 | 26 | 10 792 |
Due to political and economic developments and military conflict in Eastern Ukraine, the Group has temporarily suspended the investment plan for the upgrading of SJSC Khlib Ukraine Novoaydarskyy Elevator. The management has the intention to resume with the investment plan as soon as the conditions in Eastern Ukraine allow this. The total amount spent up to 31 December 2014 for the upgrading of the elevator amounted to USD 961 thousand.
Additionally, the property, plant and equipment were impaired due to the military conflict in Eastern Ukraine. As a result, the Group has test the related product lines for impairment and has recognised an impairment loss for property, plant and equipment of USD 6 574 thousand.
(in USD thousand, unless otherwise stated)
| Computer software |
Land lease rights |
Total | |
|---|---|---|---|
| Cost | |||
| Balance as at 1 January 2013 | 31 | 35 368 | 35 399 |
| Additions | 7 | - | 7 |
| Balance as at 31 December 2013 | 38 | 35 368 | 35 406 |
| Additions | - | - | - |
| Effect from translation into presentation currency | (19) | (17 440) | (17 459) |
| Balance as at 31 December 2014 | 19 | 17 928 | 17 947 |
| Accumulated amortisation and impairment losses | |||
| Balance as at 1 January 2013 | 9 | 2 291 | 2 300 |
| Amortisation charge | 7 | 3 537 | 3 544 |
| Balance as at 31 December 2013 | 16 | 5 828 | 5 844 |
| Amortisation charge | 5 | 2 366 | 2 371 |
| Impairment | - | 673 | 673 |
| Effect from translation into presentation currency | (9) | (3 618) | (3 627) |
| Balance as at 31 December 2014 | 12 | 5 249 | 5 261 |
| Carrying amounts: | |||
| As at 1 January 2013 | 22 | 33 077 | 33 099 |
| As at 31 December 2013 | 22 | 29 540 | 29 562 |
| As at 31 December 2014 | 7 | 12 679 | 12 686 |
The ownership of land lease rights previously held by subsidiary companies Gefest LLC, Alinco PE, Tais-Abb PE and LLC Lugastan have been transferred to Agroton PJSC and PE Agricultural Production Firm Agro.
Additionally, the intangible assets were impaired due to the military conflict in Eastern Ukraine. As a result, the Group has test the related product lines for impairment and has recognised an impairment loss for intangible assets of USD 673 thousand.
(in USD thousand, unless otherwise stated)
Biological assets were presented as follows:
| 2014 | 2013 | |
|---|---|---|
| Crops under cultivation | 4 101 | 2 455 |
| Animals in growing and fattening | 1 847 | 3 576 |
| Total current biological assets | 5 948 | 6 031 |
| Cattle | 2 482 | 3 151 |
| Other | 7 | 11 |
| Total non-current biological assets | 2 489 | 3 162 |
| Total | 8 437 | 9 193 |
At 31 December 2014 and 31 December 2013 the crops under cultivation were presented as follows:
| 31 December 2014 | 31 December 2013 | |||
|---|---|---|---|---|
| Thousands of hectares |
Carrying values |
Thousands of hectares |
Carrying values |
|
| Winter wheat plantings | 42 | 4 070 | 20 | 2 402 |
| Other plantings | 1 | 31 | 2 | 53 |
| Total | 43 | 4 101 | 22 | 2 455 |
The reconciliation of crops under cultivation carrying value at 31 December 2014 was presented as follows:
| 2014 | 2013 | |
|---|---|---|
| At 1 January | 2 455 | 6 502 |
| Increase in value as a result of capitalisation of cost | 37 865 | 54 121 |
| Decrease in value as a result of harvesting | (52 434) | (69 206) |
| Gain from presentation of biological assets at fair value | 18 579 | 11 326 |
| Impairment of harvest failure (note 11) | (222) | (288) |
| Effect from translation into presentation currency | (2 142) | - |
| At 31 December | 4 101 | 2 455 |
(in USD thousand, unless otherwise stated)
The main crops harvested and the fair value at the time of harvesting in the year ended 31 December 2014 was as follows:
| 31 December 2014 | 31 December 2013 | |||
|---|---|---|---|---|
| Volume, tonnes |
Amount, USD thousand |
Volume, tonnes |
Amount, USD thousand |
|
| Winter wheat | 160 031 | 24 035 | 181 307 | 34 891 |
| Sunflower | 73 848 | 22 654 | 72 297 | 26 882 |
| Corn | 26 492 | 3 275 | 54 741 | 7 433 |
| Other sowing | 81 540 | 2 470 | - | - |
| Total | 341 911 | 52 434 | 308 345 | 69 206 |
Impairment of harvest failure amounted to USD 222 thousand (2013: USD 288 thousand) is included in "Other operating expenses"(Note 11). The impairment identified was the result of bad weather conditions.
Expenses capitalised in biological assets mainly include fertilisers, fuel, seeds, labour and the operating lease rentals.
Non-current biological assets:
| 31 December 2014 | 31 December 2013 | |||
|---|---|---|---|---|
| Number, heads |
Fair value |
Number, heads |
Fair value |
|
| Cattle | 2 471 | 2 482 | 2 448 | 3 151 |
| Horses | 10 | 7 | 14 | 11 |
| Total | 2 489 | 3 162 |
Animals in growing and fattening:
| 31 December 2014 | 31 December 2013 | |||
|---|---|---|---|---|
| Number, heads |
Fair value |
Number, heads |
Fair value |
|
| Cattle | 3 296 | 1 841 | 3 233 | 2 375 |
| Poultry | - | - | 464 932 | 1 181 |
| Horses | 14 | 6 | 33 | 20 |
| Total | 1 847 | 3 576 | ||
| Grand total | 4 336 | 6 738 |
(in USD thousand, unless otherwise stated)
Reconciliation of non-current biological assets carrying value was presented as follows:
| 2014 | 2013 | |
|---|---|---|
| At 1 January | 3 162 | 2 606 |
| Decrease in value due to sale of assets | (1) | (3) |
| Increase in value as a result of capitalisation of cost | 3 247 | 5 015 |
| Decrease in value as a result of harvesting agricultural products | (3 223) | (4 188) |
| Gain/(loss) from presentation of biological assets at fair value | 1 075 | (207) |
| Transfer between group of assets | 75 | (61) |
| Effect from translation into presentation currency | (1 846) | - |
| At 31 December | 2 489 | 3 162 |
Expenses capitalised in biological assets of animals include mixed folder, electricity, labour, depreciation and other.
Reconciliation of animals in growing and fattening carrying value was presented as follows:
| 2014 | 2013 | |
|---|---|---|
| At 1 January | 3 576 | 4 268 |
| Increase in value as a result of asset acquisition | 171 | 210 |
| Increase in value as a result of capitalisation of cost | 11 363 | 21 762 |
| Decrease in value as a result of harvesting agricultural products | (10 692) | (22 615) |
| Decrease in value as a result of sale of assets | (107) | (884) |
| Mortality | (396) | - |
| Impairment | (353) | - |
| Transfer between groups of assets | (75) | 61 |
| Gain from presentation of biological assets at fair value | 135 | 774 |
| Effect from translation into presentation currency | (1 775) | - |
| At 31 December | 1 847 | 3 576 |
Due to the military conflict in Eastern Ukraine the Group has temporarily abandoned the poultry farming business. As a result, the Group has recognised loss for biological assets of USD 353 thousand.
(in USD thousand, unless otherwise stated)
Financial assets designated at fair value through profit or loss represents equity securities of Bank of Cyprus converted into shares after the decree issued by Central Bank of Cyprus on 29 March 2013. Based on that decree and the measurements for recapitalization of Bank of Cyprus, 47,5% of the uninsured deposits of the affected deposits have been converted into Bank of Cyprus shares.
In August 2013, pursuant to the above measurements, Bank of Cyprus, has issued to the Company 1 591 105 shares with nominal value €1,00 each. These shares have been identified, classified and measured according to the relevant provisions of IAS 39 "Financial instruments: Recognition and Measurement" and IFRS 13 "Fair Value Measurement".
Bank of Cyprus shares are marketable securities and are valued at market value at the close of business on 31 December by reference to the Cyprus Stock Exchange quoted bid prices. At 31 December 2014 the bid price was €0,215 per share. In prior year, following the decree on the rescue by own means of Bank of Cyprus issued by Central Bank of Cyprus, trading of Bank of Cyprus equity securities had been temporarily suspended by both the Cyprus Stock Exchange and the Athens Stock Exchange. Hence, the 2013 value of shares was estimated by the Company's management.
The exposure of the Company to market risk in relation to financial assets is reported in note 37 to the consolidated financial statements.
| Note | 2014 | 2013 |
|---|---|---|
| Current assets | ||
| Loans to related parties (Note 32) | 26 933 | 10 900 |
| Loans to third parties | 2 862 | 9 903 |
| Total | 29 795 | 20 803 |
(in USD thousand, unless otherwise stated)
| 2014 | 2013 | |
|---|---|---|
| Advances: | ||
| Advance for land lease | 8 000 | 8 000 |
| Less: amortisation | (3 600) | (2 800) |
| Advance for land lease - net | 4 400 | 5 200 |
| Prepayments: | ||
| Prepayments for the immediate right to use the elevator | 10 000 | 10 000 |
| Less: Provisions for impairment | (3 591) | (3 072) |
| Less: amortisation | (2 078) | (1 386) |
| Prepayments for the immediate right to use elevator | 4 331 | 5 542 |
| Total | 8 731 | 10 742 |
On 20 July 2011, PE Agricultural Production Firm "Agro" entered into an investment agreement with SJSC Khlib Ukraine Novoaydarskyy Elevator, in respect of the Novoaydarskyy Elevator. Based on the agreement PE APF "Agro" undertakes to invest USD 1 155 thousand for the upgrading of the elevator until 20 July 2021 and upon completion of the project, "Agro" will become the 54% owner of the elevator while the remaining 46% will continue to be owned by the existing owner. In case "Agro" invests additional amounts in the upgrading of the elevator, its participation in the ownership rights will increase. The grain elevator with a total storage capacity of 130 000 tons was previously rented by the Group as part of its operations.
During the year 2011, Agroton Public Ltd made a prepayment of USD 10 000 thousand in relation to this investment agreement specifically for its rights to secure use of this elevator. The fair value of these rights was evaluated at USD 6 928 thousand hence an impairment loss of USD 3 072 thousand was accounted for in the consolidated statement of profit or loss.
The total amount spent by PE Agro for the upgrading of the elevator amounted to USD 961 thousand. The cost is included in construction in progress in property, plant and equipment.
Additionally, the land lease rights were impaired due to the military conflict in Eastern Ukraine. As a result, the Group has test the related product lines for impairment and has recognised an impairment loss for advances for land lease rights of USD 519 thousand.
| 2014 | 2013 | |
|---|---|---|
| Raw materials | 686 | 2 029 |
| Work-in-progress | 3 905 | 10 117 |
| Agricultural produce | 14 658 | 23 389 |
| Finished goods | 28 | 215 |
| Other | 655 | 1 330 |
| Total | 19 932 | 37 080 |
(in USD thousand, unless otherwise stated)
Work in progress includes expenditure capitalised in respect of 72 thousand hectares (2013: 77 thousand hectares) of plough land prepared for sowing in the current or following year.
The main agricultural produce was as follows:
| 2014 | 2013 | |
|---|---|---|
| Winter wheat | 3 331 | 2 949 |
| Sunflower | 10 204 | 17 625 |
| Corn | 302 | 499 |
| Other agricultural crops | 821 | 2 316 |
| Total | 14 658 | 23 389 |
The main agricultural produce volume in tonnes was as follows:
| 2014 | 2013 | |
|---|---|---|
| Winter wheat | 29 849 | 16 127 |
| Sunflower | 44 812 | 45 085 |
| Corn | 3 508 | 2 821 |
| Total | 78 169 | 64 033 |
At 31 December 2014 there were no loans secured by inventories (2013: nil).
Inventories were impaired due to the military conflict in Eastern Ukraine. As a result, the Group has test the related product lines for impairment and recognised an impairment loss for inventories of USD 4 670 thousand.
| Note | 2014 | 2013 | |
|---|---|---|---|
| Trade receivables | 25 | 1 494 | 3 227 |
| Provision for impairment of receivables | (611) | (1 837) | |
| Trade receivables, net | 883 | 1 390 | |
| Prepayments to suppliers | 1 098 | 1 290 | |
| Other receivables | 33 305 | 33 375 | |
| Provision for impairment of prepayments and other receivables | 25 | (33 566) | (234) |
| VAT recoverable | 326 | 274 | |
| Total | 2 046 | 36 095 |
(in USD thousand, unless otherwise stated)
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 parties agreed 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.
Additionally, the trade and other receivables were impaired due to the military conflict in Eastern Ukraine. As a result, the Group has recognised an impairment loss for trade and other receivables of USD 399 thousand.
The exposure of the Group to credit risk and impairment losses in relation to trade and other receivables is reported in note 37 to the consolidated financial statements.
The movement in the provision for doubtful debts in respect of trade and other receivables was as follows:
| Note | 2014 | 2013 | |
|---|---|---|---|
| At 1 January | 2 071 | 2 750 | |
| Provision for the year | 11 | 669 | 329 |
| Impairment losses | 12 | 33 479 | - |
| Reversal of provision for bad debts | 8 | (39) | (184) |
| Write-off of provision for bad debt from receivables | (963) | (824) | |
| Effect of translation into presentation currency | (1 040) | - | |
| At 31 December | 24 | 34 177 | 2 071 |
(in USD thousand, unless otherwise stated)
| 2014 | 2013 | |
|---|---|---|
| Fixed deposit Cash at bank - USD |
717 2 192 |
537 6 132 |
| Cash at bank - UAH | 2 274 | 475 |
| Cash at bank - Euro | - | 8 |
| Cash in hand | 23 | 126 |
| Total | 5 206 | 7 278 |
The cash and cash equivalent were impaired due to the military conflict in Eastern Ukraine. As a result, the Group has recognised an impairment loss for the cash and cash equivalents of USD 11 thousand.
The exposure of the Group to credit risk and interest rate risk in relation to cash and cash equivalents is reported in note 37 to the consolidated financial statements.
The assets and liabilities of subsidiary companies Agro-Svinprom LLC and Belokurakinskiy livestock complex LLC, operating in pig-breeding, have been presented as held for sale following the Management decision in July 2011 and December 2013 respectively to dispose both companies.
In this respect the Management of the Group has advertised their intention for the sale of the two subsidiaries to the public media, for attraction of prospective new investors. Belokurakinskyi livestock complex LLC was disposed on 14 April 2014.
| 2014 | Agro Svinprom LLC |
Belokurakinskiy livestock complex LLC |
Total |
|---|---|---|---|
| Results of discontinued operations | |||
| Administration expenses | (63) | - | (63) |
| Loss on disposal subsidiaries | (43) | - | (43) |
| Operating loss for the year | (106) | - | (106) |
| Loss on sale of discontinued operation | - | (43) | (43) |
| Loss for the year | (106) | - | (106) |
(in USD thousand, unless otherwise stated)
| 2013 | Agro Svinprom LLC |
Belokurakinskiy livestock complex LLC |
Total |
|---|---|---|---|
| Results of discontinued operations | |||
| Revenue | 22 | - | 22 |
| Cost of sales | (10) | - | (10) |
| Gross profit | 12 | - | 12 |
| Administration expenses | (132) | - | (132) |
| Other income | 10 | - | 10 |
| Total comprehensive loss for the year | (110) | - | (110) |
At 31 December 2014 the disposal group comprised the following assets and liabilities:
| Agro Svinprom LLC |
Belokurakinskiy livestock complex LLC |
Total | |
|---|---|---|---|
| Assets classified as held for sale | |||
| Property, plant and equipment | 30 | - | 30 |
| Total | 30 | - | 30 |
| Liabilities classified as held for sale | |||
| Trade and other payables | (21) | - | (21) |
| Total | (21) | - | (21) |
| Net assets | 9 | - | 9 |
(in USD thousand, unless otherwise stated)
At 31 December 2013 the disposal group comprised the following assets and liabilities:
| Agro-Svinprom LLC |
Belokurakinskiy livestock complex LLC |
Total | |
|---|---|---|---|
| Assets classified as held for sale | |||
| Property, plant and equipment | 59 | 135 | 194 |
| Other receivables and prepayments | 2 | - | 2 |
| Cash and cash equivalents | 1 | - | 1 |
| Total | 62 | 135 | 197 |
| Liabilities classified as held for sale | |||
| Trade and other payables | (46) | - | (46) |
| Total | (46) | - | (46) |
| Net assets | 16 | 135 | 151 |
In December 2013, the entity Belokuraninskiy livestock complex LLC was separated from Agro-Svinprom LLC for the purpose of subsequent sale.
| 2014 Number of shares |
2014 Nominal value, USD |
2013 Number of shares |
2013 Nominal value, USD |
|
|---|---|---|---|---|
| Authorised share capital: | ||||
| Ordinary shares of EUR 0,021 each |
47 619 048 | 1 321 500 | 47 619 048 | 1 321 500 |
| Number of shares |
Nominal value, USD |
Share premium, USD |
Total, USD |
|
| Issued and fully paid: | ||||
| At 1 January 2013 | 21 670 000 | 661 128 | 88 531 664 | 89 192 792 |
| At 31 December 2013 | 21 670 000 | 661 128 | 88 531 664 | 89 192 792 |
| At 31 December 2014 | 21 670 000 | 661 128 | 88 531 664 | 89 192 792 |
(in USD thousand, unless otherwise stated)
Global Depositary Receipts "GDRs" were issued against the 4 000 000 new shares by "The Bank of New York Mellon" for USD 9,72875 per each new share. The total consideration of the share capital issued was USD 38 915 000 out of which USD 123 715 is the total nominal value credited to the share capital account and USD 38 791 285 is the share premium reserve. Share issue expenses of USD 317 154 were deducted from the share premium reserve.
iii The members of the Company held an Extraordinary General Meeting on 25 June 2010 where they authorized and approved the increase of the issued share capital of the Company from 16 000 000 ordinary shares of EUR 0,021 each amounting to EUR 336 000 (USD equivalent of USD 494 306) to 21 670 000 ordinary shares of nominal value of EUR 0,021, by the creation of 5 670 000 ordinary shares of a nominal value of EUR 0,021 each, ranking pari pasu with the existing shares of the Company.
On 29 October 2010 the Company proceeded and issued 5 670 000 ordinary shares of nominal value EUR 0,021 each, amounting to EUR 119.070 (equivalent to USD 166 822), at a premium of EUR 6,7595 per share amounting to a total share premium of EUR 38 326 365 (USD equivalent of USD 54 222 634). The issue price for shares in the Company's public offering was set at PLN 27 per share. The Company raised total gross proceeds of PLN 153 090 000 (USD equivalent of USD 54 389 456) from the public offering. Share issue expenses of USD 4 165 101 were deducted from the share premium reserve.
During the year 2010, the Board of Directors of the Company resolved to proceed with the initial public offering of 5 670 000 new ordinary shares of the Company and the application for the admission of the entire issued share capital of the company, including the Offer Shares to trading on the regulated market of the Warsaw Stock Exchange.
(in USD thousand, unless otherwise stated)
| 2014 | 2013 | |
|---|---|---|
| Non-current liabilities | ||
| Notes | 31 130 | 48 915 |
| 31 130 | 48 915 | |
| Current liabilities | ||
| Loan from owner | 1 588 | 1 304 |
| Accrued notes interest payable | - | 2 623 |
| 1 588 | 3 927 | |
| - | - | |
| Total loans and borrowings | 32 718 | 52 842 |
On 14 July 2011, the Company's issued USD 50 000 000 12,50% Notes due on 14 July 2014, have been admitted to the official list of the UK Listing authority and to the London Stock Exchange Plc and trading on the London Stock Exchange's regulated market.
The Notes bear interest at a rate of 12,50% per annum payable semi-annually in arrears on 14 January and 14 July in each year, commencing on 14 January 2012.
The Notes are recognised initially at fair value USD 50 000 000 net of issue costs equal to USD 2 777 014. The difference between the proceeds (net of issue costs) and the redemption value as at 14 July 2014 is recognised in the consolidated statement of profit or loss over the period of the issue.
On 8 August 2013 with the consent of the Noteholders the Company has amended the terms and conditions of the Notes as follow:
(in USD thousand, unless otherwise stated)
On 18 December 2013 the Company has secured a second consent of the Noteholders to amend the terms and conditions of the Notes as follow:
On 15 December 2014 the Company has secured a third consent of the Noteholders to amend the terms and conditions of the Notes as follow:
The following subsidiaries are acting as surety providers:
(in USD thousand, unless otherwise stated)
In February 2013 subsidiary company AF named by Shevchenko has been sold to a third party and subsequently released from its suretyship in respect of the Notes.
On 25 July 2013, Agroton PJSC obtained a loan of USD 1 867 thousand from SP Bank, with interest bearing 22% which was repaid on 25 November 2013.
On 25 July 2013, Agroton PJSC obtained a loan of USD 2 502 thousand from Ukrkomunbank, with interest bearing 24% which was repaid on 29 November 2013. The collaterals for these loans released by the repayment date.
| 2014 | 2013 | |
|---|---|---|
| Trade payables | 1 305 | 1 771 |
| Payroll and related expenses accrued | 445 | 1 054 |
| Advances received | 61 | 7 632 |
| Liabilities for other taxes and mandatory payments | 49 | 57 |
| VAT payable | - | 94 |
| Payable for operating lease of land | 776 | 1 205 |
| Accrued expenses | 67 | 170 |
| Other provisions | 22 | 27 |
| Other liabilities | 17 783 | 199 |
| Total | 20 508 | 12 209 |
The exposure of the Group to liquidity risk in relation to trade accounts payable is reported in Note 37 to the consolidated financial statements.
(in USD thousand, unless otherwise stated)
Disposal of subsidiaries
During 2014, the Group sold to third parties the following subsidiaries:
During 2013, the Group sold to third parties the following subsidiaries:
| Name of company |
Country of incorporation |
Type of activity |
Date of disposal |
Ownership interest disposed |
|---|---|---|---|---|
| AF named by | Ukraine | Agricultural | 08/02/2013 | 99,99% |
| Shevchenko | activity | |||
| Markivskiy | Ukraine | Milk | 25/07/2013 | 100% |
| sirzavod LLC | processing | |||
| OJSC 'Breeding | Ukraine | Poultry farming | 2013 | 76,46% |
| Poultry Farm | ||||
| 'Mirnyi' |
For the year ended 31 December 2014
(in USD thousand, unless otherwise stated)
The fair value of net assets disposed was:
| AF named by Shevchenko |
Markivskiy sirzavod LLC |
OJSC 'Breeding Poultry Farm 'Mirnyi' |
Total | |
|---|---|---|---|---|
| Assets | ||||
| Property, plant and equipment Non-current assets |
- - |
- - |
3 3 |
3 3 |
| Inventories | - | 111 | - | 111 |
| Current assets | - | 111 | - | 111 |
| Total assets | - | 111 | 3 | 114 |
| Liabilities Trade and other payables Current income tax liabilities |
- 26 - |
- - - |
- 476 - |
- 502 - |
| Current liabilities | 26 | - | 476 | 502 |
| Total liabilities | 26 | - | 476 | 502 |
| Net assets disposed | (26) | 111 | (473) | (388) |
| Consideration received | 1 | 144 | - | 145 |
| Consideration received, net of cash disposed |
1 | 144 | - | 145 |
| Net assets disposed Consideration received, net of cash |
(26) | 111 | (473) | (388) |
| disposed | 1 | 144 | - | 145 |
| Profit on disposal of subsidiaries | 27 | 33 | 473 | 533 |
(in USD thousand, unless otherwise stated)
Basic loss per share
The calculation of basic loss per share is based on the profit attributable to the owners of the Company, and a weighted average number of ordinary shares as follows:
Loss attributable to the owners of the Company:
| 2014 USD '000 |
2013 USD '000 |
|
|---|---|---|
| Loss from continuing operations attributable to the owners of the Company Loss from discontinued operations attributable to the owners of the |
(76 142) | (5 488) |
| Company | (106) | (110) |
| Total loss attributable to the owners of the Company | (76 248) | (5 598) |
| Weighted average number of ordinary shares: Weighted average number of ordinary shares at 31 December |
21 670 000 | 21 670 000 |
Loss per share from continuing and discontinued operations attributable to the owners of the Company during the year (in USD per share):
| Loss per share from continuing operations | (3,51) | (0,25) |
|---|---|---|
| Loss per share from discontinued operations | - | (0,01) |
| Total basic loss per share | (3,51) | (0,26) |
Loss per share is the loss for the year after taxation attributable to the owners of the Company divided by weighted average number of shares in issue for each year.
There are no options or instruments convertible into shares and so basic and diluted earnings per share are the same.
As at 31 December 2014 and the date of this report, the Company is controlled by Mr. Iurii Zhuravlov, who holds directly 52,01% of the Company's share capital. The remaining 47,99% of the shares is widely held.
In the ordinary course of its business, the Group has engaged and continues to engage, in transactions with both related and unrelated parties.
For the purposes of these consolidated 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.
(in USD thousand, unless otherwise stated)
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 years ended 31 December 2014 and 31 December 2013 were as follows:
| 2014 | 2013 | |
|---|---|---|
| Wages and salaries | 72 | 125 |
| Other employees benefits | - | 11 |
| Contributions to social funds | 25 | 47 |
| Total | 97 | 183 |
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.
| 2014 | 2013 | |
|---|---|---|
| Number of key management personnel, persons | 12 | 13 |
| Outstanding balances with related parties: | ||
| Loans receivable | 2014 | 2013 |
| d. Companies and individuals significantly influencing the Group and having an interest in equity of Group's companies |
||
| Mr Iurii Zhuravlov - Chief Executive Officer | 26 933 | 10 900 |
| Total | 26 933 | 10 900 |
| 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 | 1 588 | 1 304 |
| Total | 1 588 | 1 304 |
| Other 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 | 17 659 | 1 304 |
| Total | 17 659 | 1 304 |
For the year ended 31 December 2014
(in USD thousand, unless otherwise stated)
The Group's transactions with related parties:
| Finance income | 2014 | 2013 |
|---|---|---|
| d. Companies and individuals significantly influencing the Group and | ||
| having an interest in equity of Group's companies | ||
| Mr Iurii Zhuravlov - Chief Executive Officer | 2 253 | 29 |
| Total | 2 253 | 29 |
| Expenses | ||
| c. Key management personnel | 97 | 183 |
| Total | 97 | 183 |
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.
For the year ended 31 December 2014 the Group identified the following reportable segments, which include products and services, that differ by levels of risk and conditions of generation of income:
(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 and rape. 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.
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.
(in USD thousand, unless otherwise stated)
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 of loss and is measured consistently with operating profit or loss in the condensed consolidated 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.
The Group carries out its core financial and economic activities in the territory of Ukraine. Accordingly, the Group selects one geographical reportable segment.
Information by reportable segment is presented as follows:
| 2014 | Livestock | Plant breeding |
Other | Group level |
Total |
|---|---|---|---|---|---|
| Total revenue | 15 863 | 42 148 | 3 307 | - | 61 318 |
| Inter-segment sales | 402 | 762 | 1 186 | - | 2 350 |
| External revenues | 15 461 | 41 386 | 2 121 | - | 58 968 |
| Net change in fair value less cost to sell of | |||||
| biological assets and agricultural produce | 1 210 | 18 579 | - | - | 19 789 |
| Expenses (excluding depreciation and | |||||
| amortisation | (28 595) | (76 220) | (1 382) | - | (106 197) |
| Impairment losses | (7 491) | (38 788) | - | - | (46 279) |
| (Loss)/profit for the year (excluding | |||||
| depreciation and amortisation) | (19 415) | (55 043) | 739 | - | (73 719) |
| Depreciation and amortisation | (2 346) | (4 257) | (60) | - | (6 663) |
| (Loss)/profit before taxation from | |||||
| continuing operations | (21 761) | (59 300) | 679 | - | (80 382) |
| Reportable segment assets | 10 140 | 55 889 | 1 831 | 30 137 | 97 997 |
| Reportable segment liabilities | 5 382 | 45 536 | 740 | 1 701 | 53 359 |
(in USD thousand, unless otherwise stated)
| 2013 | Livestock | Plant breeding |
Other | Group level |
Total |
|---|---|---|---|---|---|
| Total revenue | 21 842 | 62 507 | 6 780 | - | 91 129 |
| Inter-segment sales | (251) | (5 826) | (3 659) | - | (9 736) |
| External revenues | 21 591 | 56 681 | 3 121 | - | 81 393 |
| Net change in fair value less cost to sell of biological assets and agricultural produce |
567 | 11 326 | - | - | 11 893 |
| Expenses (excluding depreciation and amortisation) |
(25 246) | (59 062) | (307) | (5 068) | (89 683) |
| (Loss)/profit for the year (excluding depreciation and amortisation) |
(3 088) | 8 945 | 2 814 | (5 068) | 3 603 |
| Depreciation and amortisation | (1 241) | (2 646) | (75) | (5 221) | (9 183) |
| (Loss)/profit before taxation from continuing operations |
(4 329) | 6 299 | 2 739 | (10 289) | (5 580) |
| Reportable segment assets | 21 657 | 85 250 | 4 403 | 74 814 | 186 124 |
| Reportable segment liabilities | 641 | 62 292 | 238 | 2 039 | 65 210 |
The Cyprus economy has been adversely affected by the crisis in the Cyprus banking system in conjunction with the inability of the Republic of Cyprus to borrow from international markets. These events led to negotiations between the Republic of Cyprus and the European Commission, the European Central Bank and the International Monetary Fund (the "Troika") for financial support which resulted into the Eurogroup decisions on 25 March 2013. The decisions involved:
During 2014 the banking sector in Cyprus undertook significant measures in anticipation of and subsequent to the EU-wide comprehensive assessment which consisted of thorough asset quality reviews and stress tests, and as a result it was recapitalised. Nevertheless the banking sector continues to face challenges due to the high level of non-performing loans and the limited availability of credit.
The Company's management is unable to predict all developments which could have an impact on the Cyprus economy and consequently, what effect, if any, they could have on the future financial performance, cash flows and financial position of the Company.
On the basis of the evaluation performed, the Company's management has concluded that no provisions or impairment charges are necessary.
(in USD thousand, unless otherwise stated)
The Company's management believes that it is taking all the necessary measures to maintain the viability of the Company and the development of its business in the current business and economic environment.
Ukraine's political and economic situation has deteriorated significantly since the Government's decision not to sign the Association Agreement and the Deep and Comprehensive Free Trade Agreement with the European Union in late November 2013. Political and social unrest combined with rising regional tensions has deepened the ongoing economic crisis and has resulted in a widening of the state budget deficit and a depletion of the National Bank of Ukraine's foreign currency reserves and, as a result, a further downgrading of the Ukrainian sovereign debt credit ratings.
In February 2014, following the devaluation of the national currency, the National Bank of Ukraine introduced certain administrative restrictions on currency conversion transactions and also announced a transition to a floating foreign exchange rate regime. In March 2014, various events in Crimea led to the accession of the Republic of Crimea to the Russian Federation. 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 Donetsk and Lugansk regions escalated into military clashes and armed conflict between armed supporters of the self-declared republics of the Donetsk and Lugansk regions and the Ukrainian forces. As at the date these consolidated financial statements were authorized for issue, the instability and unrest continue, and part of the Donetsk and Lugansk regions remains under control of the self-proclaimed republics. As a result, Ukrainian authorities are not currently able to fully enforce Ukrainian laws on this territory.
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.
The dangers which may arise from unexpected external factors such as competition, and the further deterioration of the market conditions cannot be ignored. In addition the current financial position of the Company, the uncertain economic conditions in Cyprus, the unavailability of finance, the blockage of funds, together with the current instability of the banking system and the anticipated overall future economic recession may hinder the management's effort to sustain the group as a going concern. However having regard to the fact that with the consent of the Noteholders, the Company has amended the terms and conditions of the Notes with an extension of maturity date and postponement of interest payments, the Board of Directors believes that the Company will remain a going concern and that no indications of any kind of threat of liquidation exists in the foreseeable future.
(in USD thousand, unless otherwise stated)
The consolidated financial statements do not include any adjustments that would be necessary in case the Company was not able to continue operating as a going concern which could include:
The exposure of the Group to the economic environment and possible impact is disclosed in note 35 to the consolidated financial statements.
As a result of unstable economic situation 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. Noncompliance 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.
(in USD thousand, unless otherwise stated)
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 from losses in the economic sphere or minimise them.
The Group's management considers that as at the reporting period, active legal proceedings on such matters will not have any significant influence on its financial position.
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 required to contribute a specified percentage of the payroll 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 31 December 2014 and 31 December 2013 the Group's entities had no liabilities for supplementary pensions, health care, insurance benefits or retirement indemnities to its current or former employees.
The Group had the following liabilities under land operating lease agreements as at 31 December 2014 and 31 December 2013:
| 2014 | 2013 | |
|---|---|---|
| Less than 1 year | 3 647 | 7 526 |
| Between 1 to 5 years | 9 087 | 27 503 |
| More than 5 years | 991 | 9 684 |
| Total | 13 725 | 44 713 |
Plough-land is leased by the Group from individuals. The total size of leased plough-land at 31 December 2014 is 124 thousand hectares (2013: 124 thousand hectares). The average rental payment for leased plough-land in the year ended 31 December 2014 ranges between 3% - 6% (year ended 31 December 2013: 3% - 5%) from the normative value of land.
(in USD thousand, unless otherwise stated)
The Company's Board of Directors has overall responsibility for the establishment and oversight of the Group's risk management framework.
The Group's risk management policies are established to identify and analyse the risks faced by the Group, to set appropriate risk limits and controls and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect changes in market conditions and the Group's activities. The Group, through its training and management standards and procedures, aims to maintain a disciplined and constructive control environment in which all employees understand their roles and obligations.
The Group is not a finance company, thus it uses financial instruments as may be necessary in order to obtain finance for its activities, not for the purpose of receiving income. In the process of its activities the Group uses the following financial instruments: cash and cash equivalents, bank deposits, accounts receivable, bank loans, finance leases, accounts payable.
The Group is exposed to the following risks resulting from use of financial instruments: credit risk, liquidity risk and market risk (including foreign currency risk and interest rate risk of fair value) and operation risk. This explanation contains information relating to the Group's exposure to each of the risk types mentioned above, Group's objectives, its policy and procedures of these risks measurement and management.
Additional disclosures of quantitative information are presented in multiple other sections of these financial statements, including:
Credit risk is the risk of financial loss for the Group in case of non-fulfilment of financial obligations by a client or counterparty under the respective agreement. In the reporting period the Group's financial assets that are exposed to credit risk are represented as follows: cash and balances on bank accounts, trade and other accounts receivable (except for receivables that are not represented by financial assets), loans receivable.
(in USD thousand, unless otherwise stated)
The Group's exposure to credit risk is influenced mainly by the individual characteristics of each customer.The Group recognises impairment that represents its estimate of incurred losses in respect of trade and other receivables. The main components of this allowance are a specific loss component that relates to individually significant exposures and a collective loss component established for groups of similar assets in respect of losses that have been incurred but not yet identified.
The carrying amount of financial assets represents the maximum credit exposure. The maximum exposure to credit risk at the reporting period was presented as follows:
| Note | 2014 | 2013 | |
|---|---|---|---|
| Financial assets | |||
| Fixed deposit | 26 | 717 | 537 |
| Loan to owner | 33 | 26 933 | 10 900 |
| Loans to third parties | 21 | 2 862 | 9 903 |
| Cash at bank | 26 | 4 489 | 6 615 |
| Trade receivables | 24 | 883 | 1 390 |
| Other receivables | 24 | 33 305 | 33 375 |
| Total | 69 189 | 62 720 |
The table below shows an analysis of the Group's cash balances on bank accounts by the credit rating of the bank in which they are held:
| Bank group based on credit ratings by Moody's | Note | 2014 | 2013 |
|---|---|---|---|
| Baa1 | 2 191 | - | |
| D+ | - | 5 056 | |
| Ca | 2 246 | - | |
| Caa2 | 22 | - | |
| Caa3 | 718 | - | |
| E | - | 1 884 | |
| Unrated | 29 | 338 | |
| Total | 26 | 5 206 | 7 278 |
(in USD thousand, unless otherwise stated)
The ageing of trade receivables at the end of the reporting period that was not impaired was as follows:
| 2014 | 0-90 days | 91-180 days | 181-365 days | over one year | Total |
|---|---|---|---|---|---|
| Carrying amount of trade receivables |
808 | 39 | 36 | - | 883 |
| 2013 | 0-90 days | 91-180 days | 181-365 days | over one year | Total |
| Carrying amount of trade receivables |
812 | 243 | 335 | - | 1 390 |
The column '0-90 days' represents the amounts neither past due nor impaired.
The ageing of trade receivables at the end of the reporting period that was impaired was as follows:
| 2014 | 0-90 days | 91-180 days | 181-365 days | over one year | Total |
|---|---|---|---|---|---|
| Carrying amount of trade receivables |
- | - | - | 611 | 611 |
| 2013 | 0-90 days | 91-180 days | 181-365 days | over one year | Total |
| Carrying amount of trade receivables |
- | - | - | 1 837 | 1 837 |
As at 31 December 2014, an amount of USD 342 thousand and USD 257 thousand or 23% of the total carrying value of trade receivables is due from the two most significant debtors. For the year ended 31 December 2014, an amount of USD 13 563 thousand (32%) and USD 12 681 thousand (30%) from Group's revenue erfers to the sales transactions carried out with two of the Group's clients.
As at 31 December 2013, an amount of USD 242 thousand and USD 177 thousand or 7% of the total carrying value of trade receivables is due from the two most significant debtors. For the year ended 31 December 2013, an amount of USD 21 121 (26%) and USD 5 049 (6%) from the Group's revenue refers to the sales transactions carried out with two of the Group's clients.
Liquidity risk is the risk of the Group's failure to fulfil its financial obligations at the date of maturity. An unmatched position potentially enhances profitability, but can also increase the risk of losses. The Group has procedures with the object of minimising such losses such as maintaining sufficient cash and other highly liquid current assets and by having available an adequate amount of committed credit facilities.
(in USD thousand, unless otherwise stated)
The table below represents the expected maturity of components of working capital.
| 2014 | Note | Carrying | Contractual | 3 month or | 3-12 month | Between 1- | Over 5 |
|---|---|---|---|---|---|---|---|
| amounts | cash flows | less | 5 years | years | |||
| Loan from owner | 33 | 1 588 | 1 588 | - | - | 1 588 | - |
| Notes | 29 | 31 130 | 38 781 | - | - | 38 781 | - |
| Trade payables | 30 | 1 305 | 1 305 | - | 1 305 | - | - |
| Other payables | 30 | 18 559 | 18 559 | - | 18 559 | - | - |
| Total | 52 582 | 60 233 | - | 19 864 | 40 369 | - | |
| 2013 | Note | Carrying amounts |
Contractual cash flows |
3 month or less |
3-12 month | Between 1- 5 years |
Over 5 years |
| Loan from owner | 33 | 1 304 | 1 431 | - | 1 431 | - | - |
| Notes | 29 | 51 538 | 69 500 | - | - | 13 500 | 56 000 |
Market risk is the risk of negative influence of changes in market prices, such as foreign exchange rates and interest rates, on revenue position of the Group or on the value of the Group's available financial instruments.
The objective of market risk management provides control over the Group's exposure to market risk, as well as keeping its level within reasonable limits.
Description of the Group's exposure to such market components as currency risk and interest risk is given below:
Foreign currency risk which represents a part of market risk is the risk of change in value of financial instruments due to changes in foreign exchange rates.
Management does not use derivative financial instruments to hedge foreign currency risks and does not follow the official policy for distribution of risks between liabilities in one or another currency. However, in the period of receiving new borrowings and loans, management uses its own estimates to take the decision as to which currency of the liability will be more favourable for the Group during the expected period till maturity.
(in USD thousand, unless otherwise stated)
The Group's exposure to foreign currency risk as at 31 December 2014 based on carrying amounts was as follows:
| Russian Ruble |
United States Dollars |
Euro | ||
|---|---|---|---|---|
| - | ||||
| - | ||||
| - | ||||
| - | ||||
| - - - - |
- - - - |
The Group's exposure to foreign currency risk at 31 December 2013 based on carrying amounts was as follows:
| (in conversion to USD thousand) | Russian Ruble |
United States Dollars |
Euro |
|---|---|---|---|
| Cash and cash equivalents | - | - | 8 |
| Trade and other receivables | 1 | - | 10 |
| Trade and other payables | - | - | (58) |
| Total carrying amount | 1 | - | (40) |
An increase of 100 basis points in foreign currency rates at 31 December would have decreased profit and equity by the amounts shown below. This analysis assumes that all other variables, in particular interest rates, remain constant. For a decrease of 100 basis points there would be an equal and opposite impact on the profit and equity.
| 2014 | 2013 | |||
|---|---|---|---|---|
| Effect on profit | Effect on | Effect on profit | Effect on | |
| before tax | equity | before tax | equity | |
| Euro | - | - | (4) | (4) |
| United States Dollars | - | - | - | - |
| - | - | (4) | (4) |
Interest rate risk is the risk that expenditure or the value of financial instruments will fluctuate due to changes in market interest rates. Borrowings issued at variable rates expose the Group to cash flow interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. The Group's management monitors the interest rate fluctuations on a continuous basis and acts accordingly
(in USD thousand, unless otherwise stated)
At present, the Group's approach to limit the interest rate risk consists of borrowings at fixed interest rates.
The structure of interest financial instruments of the Group, grouped according to the types of interest rates, was presented as follows:
| 2014 | 2013 | |
|---|---|---|
| Fixed rate instruments | ||
| Financial assets | 30 512 | 20 803 |
| Financial liabilities | (32 718) | (52 842) |
| Total | (2 206) | (32 039) |
| Variable rate instruments | ||
| Financial assets | - | 5 489 |
| Total | (2 206) | (26 550) |
An increase of 100 basis points in interest rates at 31 December 2013 would have increased/(decreased) equity and profit or loss by the amounts shown below. This analysis assumes that all other variables, in particular foreign currency rates, remain constant. For a decrease of 100 basis points there would be an equal and opposite impact on the profit and other equity.
| 2014 | 2013 | ||||
|---|---|---|---|---|---|
| Effect on profit or loss |
Effect on equity |
Effect on profit or loss |
Effect on equity |
||
| Fixed rate instruments | 22 | 22 | 320 | 320 | |
| Variable rate instruments | - | - | 549 | 549 |
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.
(in USD thousand, unless otherwise stated)
The Group's agro-industrial business is subject to risks of outbreaks of various diseases that could result in mortality losses. Disease control measures were adopted by the Group to minimise and manage this risk. The Group's management is satisfied that its current existing risk management and quality control processes are effective and sufficient to prevent any outbreak of livestock diseases and related losses.
The Group's management follows the policy of providing a firm capital base which allows supporting the trust of investors, creditors and market and ensuring future business development.
The Group manages its capital to ensure that it will be able to continue as a going concern while increasing the return to owners through the strive to improve the debt to equity ratio. The Group's overall strategy remains unchanged from prior year. To manage capital, the Group's management, above all, uses calculations of financial leverage coefficient (ratio of leverage ratio) and ratio between net debt and EBITDA.
Financial leverage is calculated as a ratio between net debt and total amount of capital. This ratio measures net debt as a proportion of the capital of the Group, i.e. it correlates the debt with total equity and shows whether the Group is able to pay the amount of outstanding debts. An increase in this coefficient indicates an increase in borrowings relative to the total amount of the Group's capital. Monitoring this indicator is necessary to keep the optimal correlation between own funds and borrowings of the Group in order to avoid problems from over leverage. It is calculated as cumulative borrowings net of cash and cash equivalents. Total amount of capital is calculated as own capital reflected in the consolidated statement of financial position plus the amount of net debt.
For the ratio of net debt to EBITDA, the calculation of net debt is as above. EBITDA is an indicator of income before taxes, interest depreciation and amortisation. It is useful for the Group's financial analysis, since the Group's activity is connected with long-term investments in vessels, property, plant and equipment. EBITDA does not include depreciation, so that in the Group's opinion, it reflects the approximate cash flows deriving from the Group's income in a more reliable way.
(in USD thousand, unless otherwise stated)
The ratio of net debt to EBITDA gives an indication of whether income obtained from operating activities is sufficient to meet the Group's liabilities.
| 2014 | 2013 | |
|---|---|---|
| Notes | 31 130 | 51 538 |
| Loan from owner | 1 588 | 1 304 |
| Total amount of borrowings | 32 718 | 52 842 |
| Loans receivable | (29 795) | (20 803) |
| Cash and cash equivalents | (5 206) | (7 278) |
| Net debt | (2 283) | 24 761 |
| Share capital | 661 | 661 |
| Share premium | 88 532 | 88 532 |
| Retained earnings | (38 878) | 41 649 |
| Foreign currency translation reserve | (5 877) | (10 156) |
| Non-controlling interests | 200 | 228 |
| Total equity | 44 638 | 120 914 |
| Total amount of equity and net debt | 42 355 | 145 675 |
| Financial leverage coefficient | (5,4)% | 17,0 % |
For the year ended 31 December 2014 and 31 December 2013 the ratio of net debt to EBITDA amounted to:
| 2014 | 2013 | |
|---|---|---|
| Loss for the year | (80 490) | (5 690) |
| Income tax charge | 2 | - |
| Impairment losses | 46 279 | - |
| Finance income | (3 130) | (2 077) |
| Finance costs | 58 365 | 4 444 |
| EBIT (Earnings before interest and income tax) | 21 026 | (3 323) |
| Depreciation and amortisation | 6 663 | 9 183 |
| EBITDA (earnings before interest, income tax, depreciation and | ||
| amortisation) | 27 689 | 5 860 |
| Net debt /EBITDA | (0,1) | 4,2 |
During the year there were no changes in approaches to capital management. The Group is not subject to any external regulatory capital requirements.
(in USD thousand, unless otherwise stated)
The Group measures fair values using the following fair value hierarchy that reflects the significance of the inputs used in making the measurements.
The tables below analyse the financial and non-financial instruments measured at fair value at the end of the reporting period, by the level in the fair value hierarchy into which the fair value measurement is categorised.
The different levels have been defined as follows:
Assumptions in assessing fair value of financial instruments and assessment of their subsequent recognition
As no readily available market exists for the Group's financial instruments, judgment is necessary in arriving at fair value, based on current economic conditions and specific risks attributable to the instruments. The estimates presented herein are not necessarily indicative of the amounts the Group could realize in a market exchange from the sale of its full holding of the particular instrument.
At 31 December 2014, the following methods and assumptions were used by the Group to estimate the fair value of each class of financial instruments for which it is practicable to estimate such value:
(in USD thousand, unless otherwise stated)
Application of the effective interest rate method for calculating carrying value of short - term receivables, interest free loans granted and received and payables has been applied to reflect fair values.
Biological assets of the Group are measured at fair value within level 3 of the fair value hierarchy, except for parent flock, cattle and horses that are measured using the market comparison technique based on market prices for livestock of similar age, breed and geographic location, which is measured at fair value within level 2 of the fair value hierarchy.
The Group has an established control framework with respect to the measurement of fair values. This framework includes a valuation team that reports directly to the Chief Financial Officer, and has overall responsibility for fair value measurement of biological assets.
The valuation team regularly reviews significant unobservable inputs and valuation adjustments. The valuation team assesses and documents the evidence obtained to support the conclusion that the valuation meets the requirements of IFRS, including the level in the fair value hierarchy. Significant valuation issues are reported to the Chief Financial Officer.
The Group's agro-industrial business is subject to risks of outbreaks of various diseases that could result in mortality losses. Disease control measures were adopted by the Group to minimise and manage this risk. The Group's management is satisfied that its current existing risk management and quality control processes are effective and sufficient to prevent any outbreak of livestock diseases and related losses.
(in USD thousand, unless otherwise stated)
The valuation requires management to make certain assumptions about unobservable inputs to the model of which the significant unobservable inputs are disclosed in the table below:
| Type | Valuation technique | Significant unobservable inputs |
Inter-relationship between key unobservable inputs and fair value measurement |
|---|---|---|---|
| Crops under cultivation |
As at 31 December 2014 the biological transformation is insignificant, the fair value approximate cost |
not applicable | not applicable |
The table below analyses biological assets measured at fair value at the end of the reporting period, by the level in the fair value hierarchy into which the fair value measurement is categorized. The different levels have been defined as follows:
| Level 1 | Level 2 | Level 3 | Total | |
|---|---|---|---|---|
| 31 December 2014 | ||||
| Non-financial assets | ||||
| Plants and plantation | - | - | 4 101 | 4 101 |
| Livestock | - | 4 336 | - | 4 336 |
| - | 4 336 | 4 101 | 8 437 |
There were no transfers between any levels of the fair value hierarchy during the year 31 December 2014.
The reconciliation from the beginning balances to the ending balances for the fair value measurements in Level 3 and Level 2 of the fair value hierarchy is analyzed in note 18 of these consolidated financial statements.
Total gain or losses for the period as shown in the reconciliation (note 19) are presented on the face of the consolidated statement of comprehensive income as "Net change in fair value less costs to sell of biological assets and agricultural produce" (31 December 2014: USD 19 789 thousand).
For the year ended 31 December 2014
(in USD thousand, unless otherwise stated)
The following table analyses the fair values of financial instruments not measured at fair value, by the levels in the fair value hierarchy into which such fair value measurement is categorized:
| Carrying amount | Fair value | |||||||
|---|---|---|---|---|---|---|---|---|
| Other | ||||||||
| Loans and | Available | financial | Level | Level | Level | |||
| receivables | -for-sale | liabilities | Total | 1 | 2 | 3 | Total | |
| 31 December 2014 | - | - | - | - | - | - | - | - |
| Financial Assets measured at fair value | - | - | - | - | - | - | - | - |
| Assets held for sale | - | 30 | - | 30 | - | - | 30 | 30 |
| Financial assets not measured at fair value | - | - | - | - | - | - | - | - |
| Available for sale investments | - | 342 | - | 342 | - | - | 342 | 342 |
| Trade receivables | 883 | - | - | 883 | - | - | 883 | 883 |
| Loans receivable | 29 795 | - | - | 29 795 | - | - | 29 795 | 29 795 |
| Cash and cash equivalents | 5 206 | - | - | 5 206 | - | - | 5 206 | 5 206 |
| 35 884 | 372 | - | 36 256 | - | - | 36 256 | 36 256 | |
| Financial Liabilities not measured at fair value | - | - | - | - | - | - | - | - |
| Notes | - | - | 31 130 | 31 130 | - | - | 31 130 | 31 130 |
| Loans payable | - | - | 1 588 | 1 588 | - | - | 1 588 | 1 588 |
| Trade payables | - | - | 1 305 | 1 305 | - | - | 1 305 | 1 305 |
| Other payables | - | - | 18 559 | 18 559 | - | - | 18 559 | 18 559 |
| - | - | 52 582 | 52 582 | - | - | 52 582 | 52 582 |
(in USD thousand, unless otherwise stated)
The fair value of financial assets and financial liabilities, together with the carrying amounts in the consolidated statement of financial position as at 31 December 2014, are as follows.
| Carrying amount |
Fair value | |
|---|---|---|
| Financial assets | ||
| Available for sale investments | 342 | 342 |
| Trade receivables | 883 | 883 |
| Cash and cash equivalents | 5 206 | 5 206 |
| Loans receivable | 29 795 | 29 795 |
| Financial liabilities | ||
| Notes | 31 130 | 31 130 |
| Loans payable | 1 588 | 1 588 |
| Trade payables | 1 305 | 1 305 |
As at 31 December 2014, the fair value of the above financial instruments approximates to their carrying amount, except for notes whose fair value was USD 31 130 thousand (31 December 2013: USD 51 538).
Events referred to in note 35 to the consoildated financial statements will continue to influence the Group's operations in 2015. While the management believe 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 adversly affect the Group's results and financial position, so that it is currently impossible to predict.
On 29 April 2015 the Board of Directors of Agroton Public Limited authorised these consolidated financial statements for issue.
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