Quarterly Report • Sep 3, 2019
Quarterly Report
Open in ViewerOpens in native device viewer

| I. CONSOLIDATED INTERIM REPORT 2 | |
|---|---|
| 1. General information 2 | |
| 2. Business and financial results overview 4 | |
| 3. Corporate governance and personnel 11 | |
| II. FINANCIAL STATEMENTS 17 | |
| Consolidated balance sheet 17 | |
| Consolidated income statement 18 | |
| Consolidated statement of changes in equity 19 | |
| Consolidated statement of cash flows 20 | |
| III. EXPLANATORY NOTES 21 | |
| 1. Basis of the preparation 21 | |
| 2. Share capital 23 | |
| 3. The Structure of the Group 24 | |
| 4. Property, plant and equipment 29 | |
| 5. Biological assets 30 | |
| 6. Inventory 30 | |
| 7. Receivables and advance payments 31 | |
| 8. Financial liabilities 32 | |
| 9. Leases 32 | |
| 10. Results of business segments 33 | |
| 11. Operating expenses 35 | |
| 12. Other income 35 | |
| 13. Financial expenses 36 | |
| 14. Material transactions with related parties 36 | |
| 15. Subsequent events January - August 2019 36 |
Consolidated annual report was prepared for the six months period ended 30 June 2019.
| Name of the company: | AUGA group, AB (hereinafter – AUGA group, AB or the Company) |
|---|---|
| Share capital: | EUR 65,950,713.08 |
| Address of headquarters: | Konstitucijos av. 21C, Quadrum North, LT-08130, Vilnius, Lithuania |
| Telephone: | +370 5 233 53 40 |
| Fax: | +370 5 233 53 45 |
| E-mail address: | [email protected] |
| Website: | www.auga.lt |
| Legal entity form: | Legal entity, joint stock company |
| Place and date of registration: | 25 June 2003, Vilnius |
| Register code: | 126264360 |
| Registrant of the Register of Legal entities: | VĮ Registrų centras |
| Operations area: | Organic agriculture |
|---|---|
| Main products manufactured: | Grain growing and sale, mushroom growing and sale, milk production and sale, end-consumer packaged goods production and sale. |
As of 30 June 2019, the consolidated Group (hereinafter the Group) consists of the Company and one hundred thirty-four subsidiaries (31 December 2018: one hundred thirty-five subsidiaries). Please refer to the financial statements note 3 for a detailed list of the Group.
The Company and FMĮ Orion Securities UAB (A. Tumėno st. 4, B building, LT-01109 Vilnius) signed an agreement regarding handling of Shareholders accounts.
The securities of the Company are included in Main List of NASDAQ Vilnius stock exchange (symbol: AUG1L).
| Type of shares | Number of | Share nominal value | Total share capital (in | Issue Code |
|---|---|---|---|---|
| shares | (in EUR) | EUR) | ISIN | |
| Ordinary registered shares | 227,416,252 | 0.29 | 65,950,713.08 | LT0000127466 |
The securities of the Company are also traded in Warsaw stock exchange.
(All amounts are in EUR thousand, unless stated otherwise)
Information about the Company's shares trading on the NASDAQ Vilnius.
| Reporting period | Price, EUR | Date of last | Total turnover | |||
|---|---|---|---|---|---|---|
| max | min | Last session |
session | Units | EUR, million | |
| 2019 I quarter | 0.398 | 0.352 | 0.362 | 2019-03-29 | 1,814,224 | 0.683 |
| 2019 II quarter | 0.412 | 0.358 | 0.388 | 2019-06-28 | 6,628,718 | 2.213 |
AUGA group, AB share price variance (Eur) and Volume for the period of 1 January 2015 to 30 June 2019.

Source: NASDAQ Vilnius stock exchange
The Company's shares are also traded on the Warsaw Stock Exchange.
The Company does not prepare interim non-financial reporting information. Annual sustainability report of the Company for the year 2018 is provided as Annex No. 2 to the Company's consolidated annual report for the year ended 31 December 2018.
Post balance sheet events are disclosed in the consolidated financial statements of the Group for the six months period ended 30 June 2019. See financial statements' note 15 for more details.
During the first six months of 2019, AUGA group, AB and its subsidiaries' (hereinafter - the Group) sales revenue amounted to EUR 28.84 million, a 15% increase compared to the same period of 2018, when it was EUR 25.01 million.
The Group's gross profit for the first half of 2019 amounted to EUR 6.33 million and was EUR 2.04 million higher compared to the same period of 2018 (gross profit for the first half of 2018 - EUR 4.29 million).
| Main financial results | 6 months of 2019 6 months of 2018 Change, % | ||
|---|---|---|---|
| Revenues | 28,841 | 25,009 | 15% |
| Gross profit (loss) | 6,327 | 4,290 | 47% |
| Net profit (loss) (eliminating IFRS 16 effect) | 659 | 485 | 36% |
| Net profit (loss) (without elimination of IFRS 16 effect) | 341 | 485 | (30%) |
| EBITDA (eliminating IFRS 16 effect) | 6,283 | 4,097 | 53% |
| EBITDA (without elimination of IFRS 16 effect) | 9,334 | data not available | - |
During the first six months period of 2019, the Group earned EUR 0.34 million net profit compared to EUR 0.48 million a year earlier. It should be noted that the financial results of the first six months of 2018 were highly impacted by several one-off events which had a positive net effect: (a) sale of Karakash Agro OOO and Karakash OOO in the second quarter of 2018 and the reversal of impairment loss of the assets of Karakash Agro OOO and Karakash OOO prior to the sale (total positive effect of EUR 1.99 million); (b) accrued expenses related to the termination of the acquisition of shares of UAB Arginta Engineering in the second quarter of 2018 (negative effect of EUR 0.71 million). Total positive net effect of aforementioned one-off effects was EUR 1.28 million in 2018.
On the other hand, the financial results of the first six months of 2019 were impacted by (a) the application of new method for estimation of the value of the crops at the end of the reporting period (for more information please see Crop growing segment overview section) and (b) introduction of changes to the Group's accounting policy related to new 16 International Financial Reporting Standard "Leases" (hereinafter – IFRS 16) requirements (for more information please see financial statements note 1); c) Accounting of employee share option plan – which despite being equity settled only (non-cash item), affects the profit/loss statement of the Group (for more information please see financial statements note 2).
Excluding one-off effects from financial results for the first six months period of 2018 (positive EUR 1.28 million) as well as IFRS 16 (negative EUR 0.32 million) and accounting of employee share option plan (negative EUR 0.06 million) impacts from financial results for the first six months period of 2019 net profit significantly improved year on year basis. The Group would have earned EUR 0.72 million net profit during first half of 2019 compared to EUR 0.80 million net loss during the same period last year, excluding the one-off effects.
Since the application of new IFRS 16 requirements had significant impact to the Group's EBITDA1 , for comparison purposes the Group will publish two EBITDA calculations throughout the year 2019: (a) without elimination of IFRS 16 effect and (b) eliminating IFRS 16 effect to EBITDA. Due to the fact that new IFRS 16 requirements were applied only from the beginning of 2019, EBITDA data with IFRS 16 effect is not and will not be available for the year 2018. In addition, there is an agreement with major Group creditors (banks) that covenants stated in loan contracts throughout the year 2019 should be calculated eliminating IFRS 16 effect.
EBITDA increased as a result of the change in accounting policy after implementation of new IFRS 16 requirements. Depreciation of right-of-use assets and interest expenses related to lease liabilities arising from right-of-use assets are now excluded from calculation of EBITDA, whereas operating lease expenses were previously included in calculation of EBITDA.
1 EBITDA = net cash flow from operating activities before changes in working capital and net interest paid, as it is disclosed in cash flow statement, including gain (loss) on changes in fair value of biological assets.
(All amounts are in EUR thousand, unless stated otherwise)
The impact of implementation of IFRS 16 to the calculation of EBITDA of the second quarter of 2019 is presented below:
| 30 June 2019 before IFRS 16 |
IFRS 16 | 30 June 2019 as presented in FS |
|
|---|---|---|---|
| Net profit (loss) before income tax and non controlling interest |
659 | (318) | 341 |
| Adjustments for non-cash expenses (income) items and other adjustments |
|||
| Depreciation | 3,676 | 2,924 | 6,600 |
| Amortization | 229 | (225) | 4 |
| Expenses of share-based payments | 64 | - | 64 |
| Write-offs and impairments of inventory | 781 | - | 781 |
| Net finance cost | 1,068 | 670 | 1,738 |
| Grants related to assets, recognized as income | (194) | - | (194) |
| EBITDA: | 6,283 | 3,051 | 9,334 |
The Group's EBITDA for the first six months of 2019, eliminating IFRS 16 effect, amounted to EUR 6.28 million. During the same period in 2018 the Group's EBITDA after elimination of one-time transaction, in particularly, the one-off costs related to the termination of the acquisition of shares of UAB Arginta Engineering, amounted to EUR 4.10 million.
Adoption of IFRS 16 also had a significant impact on the level of financial liabilities disclosed in financial statements. Due to the adoption of IFRS 16 the financial liabilities increased by 63%. However, eliminating IFRS 16 effect financial liabilities as at 30 June 2019 remained almost at the same level as at the end of 2018.
| Financial liabilities | 30 June 2019 | 31 December 2018 |
|---|---|---|
| Current and non-current financial liabilities | 89,565 | 55,862 |
| Current and non-current financial liabilities (excl. IFRS 16 effect) | 56,995 | 55,862 |
| Adjusted working capital2 | 42,036 | 37,674 |
| Current and non-current financial liabilities (excl. IFRS 16 effect) – | ||
| adjusted working capital | 14,959 | 18,188 |
Management of the Group believes that another important factor evaluating financial liabilities level of the Group is taking into account the adjusted working capital level. Organic agriculture is very working capital-intensive business and working capital changes have significant impact to cash flows of the Group and inevitably financial liabilities level. As it can be seen from the table above adjusted working capital of the Group has increased by EUR 4.36 million since the end of 2018 due to inputs into the crops. Deducting adjusted working capital from the level of financial liabilities more clearly indicates the financial liabilities that are not covered by working capital operated by the Group. Financial liabilities of the Group excluding IFRS 16 effect minus adjusted working capital as at 30 June 2019 were EUR 14.96 million or EUR 3.23 million lower than at the end of 2018.
Crop growing segment sales revenue for the half-year of 2019 amounted to EUR 8.78 million compared to EUR 7.60 million for the same period in 2018 (15% increase). Crop growing segment cost of sales for the half-year of 2019 were EUR 9.55 million versus EUR 7.34 million in 2018. Total agricultural produce inventory write-offs and impairment during the six months of 2019 amounted to EUR 0.50 million compared to EUR 0.13 million during the six months of 2018 and mainly consisted of write-offs of vegetables. The gross result of sales of agricultural produce was EUR 1.26 million loss for the first six months of 2019 (EUR 0.14 million gain for the same period in 2018).
2 Adjusted working capital = Current biological assets + Trade receivables, advance payments and other receivables + Inventory – Trade payables – Other payables and current liabilities. The adjusted working capital formula eliminates cash and financing elements allowing the reader to see how well the short-term assets and liabilities directly related to operations of the Group are being utilized.
Konstitucijos av. 21C, Quadrum North, LT-08130, Vilnius, Lithuania
(All amounts are in EUR thousand, unless stated otherwise) Progress in the season of 2018/2019
The total cultivated land area by the Group amounts to around 38.56 thousand hectares in the season of 2018/2019 and is about the same as in the season of 2017/2018. In the season of 2018/2019 28.67 thousand hectares were seeded with cash crops (28.5 thousand in the season of 2017/2018) out of which 11.50 thousand ha are dedicated to wheat, 8.04 thousand ha to legumes and 9.13 thousand ha to other cash crops. Forage crops comprise 8.98 thousand ha in the season of 2018/2019 compared to 9.0 thousand ha in 2017/2018 season.
Based on the condition of the crops at the balance sheet date (30 June 2019) and the preliminary harvested yields till the reporting date (30 August 2019) the Group estimated the fair value of the crops as at 30 June 2019 using the following formula and assumptions:
Fair value of the crop = Costs incurred + (Cultivated area in ha * forecasted average yield in tons per ha * forecasted grain price per ton – cultivated area in ha * forecasted total cost per ha) * T * (1 - X), where:
The estimated fair value of the crops as at 30 June 2019 is higher that the costs incurred by EUR 3.29 million and this difference was accounted as gain on changes in the fair value of biological assets in financial statements. The fair value of all sowed cash-crops was estimated as at 30 June 2019 (total area of 28.67 thousand hectares) using the aforementioned method. Shortage of rain in spring and beginning of summer of 2019 (April 2019 was declared one of the driest during the last decade by Lithuanian Hydrometeorological Service) as well as unusually hot June of 2019 had negative impact on the yield potential of most cash crops, especially legumes, as a result yield forecasts for cash crops were calculated trying to evaluate possible negative impact on yields.
The formula discussed above will be used to estimate the fair value of cash crops (winter and summer crops) for the upcoming quarters as well until the actual harvest will be completed. In each quarterly estimation forecasted parameters will be adjusted if needed or actual data will be used, if already available.
It should be noted that the fair value of forage crop even at its point of harvest is measured at production cost incurred on forage crop. In other words, forage crop production cost is used as a measure of the fair value of that forage crop since there is no active market for forage crops and there is no reliable data to calculate market price of the forage crops. Therefore, the net result on revaluation of forage crops is equal to zero.
The total amount of agricultural subsidies accrued during the half-year of 2019 was EUR 4.28 million compared to EUR 4.31 million during the same period in 2018. Crop declaration for the season 2018/2019 is finished. However, there are still some important technical details to be cleared with National Payment Agency and other governmental institutions regarding the amount of organic farming subsidies for the year 2019. This season is the last in the five year cycle, so additional calculations and evaluations should be completed. The amount of organic farming subsidies for the Group for the year 2019 could be lower compared to 2018. However, calculations are still in the process. Until then the Group does not adjust accrual assumptions and the accrued amount during the first six months of 2019 is almost equal to the same period last year.
Konstitucijos av. 21C, Quadrum North, LT-08130, Vilnius, Lithuania
(All amounts are in EUR thousand, unless stated otherwise)
Gross profit of crop growing segment including result of sales of agricultural produce, gain (loss) on changes in fair value of biological assets and agricultural subsidies, amounted to EUR 6.31 million in the first six months of 2019 compared to EUR 4.44 million the year earlier.
The revenue of the mushroom growing segment was EUR 13.80 million for the six months of 2019, around EUR 1.46 million or 12% higher compared to the same period in 2018 when revenue was EUR 12.34 million. Revenue from mushroom sales increased by EUR 1.57 million while revenue from mushroom seedbed sales decreased by EUR 0.11 million.
Mushroom sales revenue increase relates to increased average sales prices. Serving fresh market is priority for the Group due to better prices and the purpose of keeping strong relations with the clients. Since prices of fresh mushrooms are higher than those sold to processors, increased volume share of fresh mushrooms also had impact on average prices – both organic and non-organic average prices increased. The average price of 1 tonne of mushrooms sold during the six months period of 2019 was 2,107 EUR (1,840 EUR/tonne during the six months of 2018).
The total cost of sales of the mushroom growing segment accounted for EUR 11.69 million in the first half of 2019 and was EUR 1.62 million higher compared to the same period in 2018 when it was EUR 10.07 million. Average cost of 1 tonne of mushrooms sold increased from 1,673 EUR/tonne to 1,948 EUR/tonne.
The average sales price of mushrooms and the average cost of sales of mushrooms increased evenly and it is mostly related to the increase of sales of fresh mushrooms with packaging. As the sales price and cost of sales of mushrooms were evenly higher, the gross profit of mushroom growing segment for the six months period of 2019 remained almost at the same level compared to the same period in 2018: respectively EUR 1.04 million and EUR 1.08 million.
Dairy segment sales revenue for the first half of 2019 amounted to EUR 5.21 million and was around 16% higher comparing to the same period a year earlier. Dairy segment sales comprise of sales of milk and cattle. The increased total volume of milk sold (by 9%) and increased average price of milk sold (by 10%) - both contributed to sales revenue growth while sales of cattle decreased by EUR 89 thousand due to lower quantity of sold cattle.
Total amount of milk sold per six months of 2019 amounted to 12.70 thousand tonnes (or 19.61 kg per cow per day) compared to 11.64 thousand tonnes (or 18.31 kg per cow per day) during the same period of 2018 (9% increase). Average price of milk sold was around EUR 379 per tonne in the first half of 2019 or 10% higher compared to the same period last year when it was EUR 345 per tonne.
The volume share of milk sold at organic production prices was around 64% in the first half of 2019 comparing to 31% in the same period of 2018. Moreover, the total amount of organic milk sales increased from 3.57 thousand tonnes to 8.09 thousand tonnes.
As it can be seen from the graph fluctuations in the share of milk sold at organic prices remain significantly flunctuating since the sales are still dependent on several key accounts and their business needs in particular month. The Group is aiming to have a more diversified client portfolio in order to increase the stability of organic milk share of sales sales on a monthly basis. At the time the Group is getting its organic milk production certified according to China requirements which require the whole chain of production: from the farm till the processors to be certified. These certificates will widen potential to sell all the milk with organic price premium. Group plans to complete the certification by the end of 3rd quarter of 2019.
(All amounts are in EUR thousand, unless stated otherwise)

Milk cost of sales amounted to EUR 4.74 million during first six months of 2019 compared to EUR 4.63 million during the same period last year (2% increase). Despite of increase of the total dairy segment cost of sales which was mainly driven by an increase in cost of feed, cost of milk per kg went down by 6% due to the increase in milk yields.
During the six months period of 2019 the Group has incurred a loss of EUR 1.49 million on revaluation of biological assets (animal herd) comparing to EUR 0.94 million loss during the same period last year. The loss occurs when dairy animals which are sold for meat are revaluated to their fair value based on the price of meat.
Despite increased loss from revaluation of biological assets, the improved gross result from milk sales reduced the gross loss of diary segment by EUR 0.15 million and equalled to EUR 1.07 million loss for the six months period ended 30 June 2019 (gross loss of EUR 1.21 million was reported for six months period ended 30 June 2018).
Total revenues of end-consumer packaged goods segment amounted to EUR 1.05 million during the first six months of 2019 compared to EUR 0.57 million a year earlier.
As mentioned in the report of the first quarter, the expansion of export volumes was led by agreements with South Korea, the United Arab Emirates, Romania, Ukraine, Northern Macedonia and Portugal. In the second quarter of 2019 the Group exported its products to all these countries. Trade agreements were also reached with new clients in the Czech Republic and Hungary in the second quarter of the year.
The United Arab Emirates became one of the most successful new export markets in the first half of this year. The Group started selling its products in the biggest retail chain Carrefour and other retailers in the United Arab Emirates. During the last several months this country became one of the main export markets of end-consumer packaged goods for the Group.
Further export development focus remained on the USA and Asian markets. In the US market the company is currently negotiating with potential partners, collecting orders and signing supply contracts. Compared to the first half of last year, sales of end-user packed products in Japan increased successfully. The number of retail outlets, sales geography and product range has expanded in Japan.
Preserved products, especially ready-to-eat organic soups, remain the main export product in the segment.
Cost of sales were EUR 1.01 million for the first six months of 2019 compared to EUR 0.58 million for the same period in 2018.
For the first half of 2019 gross profit of EUR 0.05 million was recorded (gross loss of EUR 0.01 million reported for the same period in 2018).
Revenues structure from the sale of the end consumer goods as at 30 June 2019 is depicted in the chart below.
(All amounts are in EUR thousand, unless stated otherwise)


The Group's operating expenses for the first six months of 2019 was around EUR 4.41 million. Comparing them to the previous year it should be noted that operating expenses for the first six months of 2018 were significantly impacted by two one-off effects recorded in the first quarter of 2018: (a) the reversal of impairment loss of the assets of Karakash Agro OOO and Karakash OOO due to the signed agreement to sell the respective subsidiaries in the first quarter of 2018 (positive effect of EUR 1.8 million); (b) accrued expenses related to the termination of the acquisition of shares of UAB Arginta Engineering in the first quarter of 2018 (negative effect of EUR 0.7 million). After eliminating one-off effects, the Group's operating expenses for the first six months of 2018 amounted to EUR 4.32 million. In 2019 the Group started accounting for share-based payments for employees which affected the operating expenses by EUR 0.06 million during the six months of 2019. These expenses are equity-settled only and does not have any influence on the Groups cash-flows. Taking this into consideration operating expenses remained almost at the same level on the year-on-year basis.
Total investments (additions) into property, plant and equipment amounted to EUR 1.50 million in the first six months of 2019 (EUR 7.66 million in the first half of 2018). The split of investments (additions) into property, plant and equipment is provided in the table below.
| Land | Buildings | Constructions and machinery |
Vehicles, equipment and other |
Construction in progress |
Total | |
|---|---|---|---|---|---|---|
| Half-year 2018 | 497 | 232 | 6,345 | 352 | 238 | 7,664 |
| Half-year 2019 | 177 | 29 | 533 | 213 | 549 | 1,501 |
Total amount of capital expenditures (additions) for the first half of 2019 were highly impacted by the capital expenditures limits set by major creditors (banks). As it was stated earlier, due to significant deterioration in the Group's financial results during 2018, major creditors (banks) set limits on Group's capital expenditures for the year 2019. Without separate written consent of the creditors the Group's investments shall not exceed EUR 2 million. Having such a limited capital expenditures budget, the Group's key capital expenditure projects for the year 2019 are oriented in securing its own organic combined feedstock production capacity, improving animal welfare and agricultural operations, as well as allocating minimal resources to strategic development projects to make sure they could proceed as Group's financial situation improves.
(All amounts are in EUR thousand, unless stated otherwise)
The main types of risks and exposures the Group faces have not changed during the year of 2019 and remains the same as discussed in the annual report for the year 2018.
Climatic conditions. Climatic conditions are one of the most significant risk factors of agricultural activities. Poor or adverse meteorological conditions have a dominant influence on productivity and may significantly adversely affect the yield of agricultural products, cause harm to preparation of foodstuffs, destroy crops and cause other damage. Any damage arising due to adverse climatic conditions may negatively affect the Group's financial situation, business and results.
Borrowed capital accounts for a large share of the Group's total capital. Historically, the main source of Group's financing (needed for capital expenditure, acquisitions and working capital) was generated by both cash generated from operations and using borrowed funds. As a result of expanding Group's operations and changing business model deployment of borrowed capital is significant. As of 30 June 2019, the aggregate debt (excluding the effect of IFRS 16) of the Group amounted to EUR 56.99 million (31 December 2018: EUR 55.86 million). The level of borrowed capital for the Group may entail significant consequences, for instance: (i) the Group's ability to obtain additional financing for working capital, capital expenditure, acquisitions, servicing the debt, or other targets may be restricted; (ii) the Group's flexibility to adapt to changing market conditions may be limited; (iii) undertakings with certain limitations on business and financial matters contained in credit agreements, although typical for such type of financing transaction, may nonetheless restrict the Group's possibilities of borrowing more funds, mortgaging property and/or participating in mergers or transactions of other types, which may to certain extent restrict active implementation of development possibilities and, potentially, decrease competitive advantages in the future. Furthermore, major loans of the Group are with floating interest rates; thus, an increase of interest rates may adversely affect the Group's cash flows and business results.
In addition, the Group uses short-term credit line facilities to finance working capital. As of 31 December 2018, the Group's short-term credit line borrowing amounted to EUR 25.00 million (31 December 2018: EUR 21.27 million). Credit line facilities are used to finance working capital and is renewed annually on regular basis. Should the Group have difficulties in renewing/refinancing these credit line facilities or fail to do so, this could potentially have a significantly negative effect on the viability of business operations conducted by the Group.
Change in demand for and price sensitivity to organic food. While the trends indicate an increase in demand for organic food products at a price premium, any adverse change in economic conditions that could lead to price sensitivity or any negative publicity towards organic consumption may have a significant impact on the Group's performance. The Group has aligned itself to be an organic producer and would therefore depend on the demand for organic food.
Prices of agricultural products. The Group's income and business results are subject to many factors, including the prices of agricultural products, which are beyond the Group's control. Various unpredictable factors (climatic conditions, national agricultural policy, changes in worldwide demand determined by changes in the world population, changes of living conditions and volumes of competing products in other countries) also have a significant influence on the prices of agricultural products. The factors, such as climatic conditions, infections, pest infestations, national agricultural policy of different countries, etc., may have a strong effect on supply of primary agricultural products and prices. Changes in demand of primary agricultural materials may be greatly affected by different international and local programmes implemented in compliance with national agricultural policy, changes in international demand determined by changes in the world population and changes of living conditions in different countries of the world. These factors may cause significant fluctuation in the prices of agricultural products and consequently adversely affect the Group's activities, financial situation and results.
Risk of diseases. The Group's business is inter alia related to assets of plant or animal origin. Epidemic cattle diseases (e.g., bovine spongiform encephalopathy or 'mad cow disease'), any diseases, bacteria, etc. may decrease demand of such products due to fear of consequences arising from these issues. Such changes may lead to aggravation of the Group's financial condition.
Loss of recognitions and certifications. The Group is currently recognised as an organic producer and holds among others USDA Organic, Global GAP, Kosher and BRC Food certification. This can be considered an important part of the Group's brand and market positioning, thus a loss of these certifications may result in a decline in demand or the Group´s brand value. Loss of certification as an organic producer would also reduce the potential income from EU subsidies relating to organic farming.
Konstitucijos av. 21C, Quadrum North, LT-08130, Vilnius, Lithuania
(All amounts are in EUR thousand, unless stated otherwise)
Changes in EU subsidies. The Group receives significant income from EU subsidies and this is important for the continued viability of the business. If for any reason these subsidies were removed or reduced, this could have significant implications in many areas of the Group's business including (i) reduced operating cash flows and profitability, and (ii) decreases in value of land and investment property and thus the possible impairment of property, plant and equipment. Significant changes in EU subsidy programmes could also threaten the long-term viability of the Group's operations.
Expressed or implied dangers related to the quality, safety or health effects of products offered by the Group could give rise to liability of the Group and prejudice to its business and reputation. Notwithstanding the control mechanisms applied by the Group in its activities, there are no guarantees that any of the products offered by the Group (milk, grain crops, mushrooms, etc.) could not be recognised as incompatible with quality requirements or unsuitable for further processing and use. Therefore, the Group may be forced to recall or destroy these agricultural products and to assume liability for causing risk posed by these products to health of consumers.
Possible risks related to environmental regulation. The Group has to comply with environmental regulations and it may be held liable for improper compliance with such rules. In its operations, the Group must comply with different environmental rules regulating labelling, use, and storage of different hazardous substances used in the Group's activities. These rules require installing procedures and technologies for proper treatment of any hazardous substances and provide for the Group's liability in managing and eliminating any pollution of the environment. In addition to the liability for current activities, the Group may also be liable for any previous operations if it appears that such operations caused damages to the environment. Furthermore, any changes in environmental regulations, both national and international, may bind the Group to introduce measures that would meet required standards.
The share capital of AUGA group AB as at 30 June 2019 is EUR 65.95 million (31 December 2018: EUR 65.95 million). The share capital is divided into 227,416,252 ordinary shares (2018: 227,416,252 ordinary shares). Each issued share has a EUR 0.29 nominal value and fully paid.
Total number of shareholders on 30 June 2019 was 1,282 (one thousand two hundred eighty-two), and on 31 December 2018 it was 1,149(one thousand one hundred forty-nine). The shareholders owning more than 5% of shares in the Company were the following:
| 30 June 2019 | 31 December 2018 | |||
|---|---|---|---|---|
| Entity / person | Number of shares |
% owned |
Number of shares |
% owned |
| Baltic Champs Group, UAB (identification code: 145798333; address: Poviliškiai v., Šiauliai region mun., Lithuania) |
125,167,939 | 55.04 | 125,167,939 | 55.04 |
| European Bank for Reconstruction and Development (identification code: EBRDGB2LXXXX; address: One Exchange Square, London EC2A 2JN, UK) |
19,810,636 | 8.71 | 19,810,636 | 8.71 |
| UAB "ME Investicija" (identicifation code: 302489393; address: Račių st. 1, Vilnius, Lithuania) |
19,082,801 | 8.39 | 19,030,801 | 8.37 |
| Žilvinas Marcinkevičius | 15,919,138 | 7.00 | 15,919,138 | 7.00 |
| Other shareholders | 47,435,738 | 20.86 | 47,487,738 | 20.88 |
| Total | 227,416,252 100.00 | 227,416,252 | 100.00 |
No shareholder has special voting rights. Kęstutis Juščius, Chief Executive Officer, is the sole shareholder of Baltic Champs Group, UAB, as of 30 June 2019 controlling 55.04% of shares in AUGA group, AB.
The establishment of the AUGA group, AB Employee Option Plan was approved by shareholders at the annual general shareholders' meeting which took place on 30 April, 2019. For more information please see financial statements note 2.
(All amounts are in EUR thousand, unless stated otherwise)
3.3. Information on own shares
The Company has not acquired any own shares.
Laws and Articles of Association do not provide for restrictions on transfer of shares.
There could be separate share transfer restrictions, which can only be imposed by the shareholders and only in agreedupon cases.
The Company was advised about the following contractual share transfer restrictions by one of the main shareholders of the Company, i.e. Baltic Champs Group, UAB has agreed on certain restrictions with (i) its financing bank in respect of financing provided by it, and (ii) AS LHV bank, which acted as a global lead manager of the Company's shares during the secondary public offering carried out by the Company in 2018, in the latter case restrictions were undertaken by the majority shareholder in relation to the latter public offering.
Bank loans and financial lease agreements of Group companies, including the Company, have change of control clause at standalone level which is standard practice for such agreements. The Company or the Group has not entered into any other significant agreements the validity, amendment and termination of which could be affected by the change in shareholder structure.
As at the date of 30 June 2019 the Company is not aware/was not advised of any restrictions on the shareholders' voting rights.
As at the date of 30 June 2019 the Company is not aware/was not advised of any shareholder agreements.
On 19.07.2018 the Company, its major shareholder Baltic Champs Group, UAB (Shareholder), Kestutis Juščius and European Bank for Reconstruction and Development (EBRD) entered into a framework agreement (Framework Agreement). Although in its nature it is not a shareholder agreement, it provides for undertaking of the Shareholder to vote in favour of EBRD nominee to be elected to the board/supervisory council of the Company, as long as EBRD holds at least 3% of the Company's shares; Company also undertook to comply with certain environment and social compliance and corporate governance recommendations and requirements of the EBRD.
The Articles of Association can be changed following Republic of Lithuania Law on Companies with an appropriate approval of the Company's shareholders.
There are three corporate bodies in the Company – the general shareholders' meeting, the Board and the Chief Executive Officer (CEO).
Annual general meeting of shareholders of the Company that has taken place on 30.04.2019 (2019 AGM) approved amended articles of association of the Company (Amended Articles) that changed corporate governance structure of the Company. Namely, the Company changed to one tier board structure, instead of two tiers, which means:
(a) there is currently only one board at the Company – Management Board, the Company no longer has Supervisory Council;
(All amounts are in EUR thousand, unless stated otherwise)
(b) Management Board is vested with the functions and powers of strategic management decisions (as per Article 34 sections 1-10 and 12-13 of the Law on Companies of Republic of Lithuania) and supervisory functions (as per section 11 of Article 34 of the Law on Companies of Republic of Lithuania); previously, supervisory functions were carried out by the Supervisory Council.
In compliance with the best corporate governance practices the Amended Articles also explicitly vested the following functions and responsibilities with the Board:
The Board appoints, removes and supervises activities of CEO. CEO is in charge of daily management of the Company and has authority to represent the Company. Amended Articles also provided that CEO is entitled to take decisions on transactions value of which does not exceed 1/20 of authorised capital of the Company; for transactions exceeding the latter threshold Board's approval is required.
Amended Articles provided that at least 1/3 of the Board members must be independent. 2019 AGM approved independency criteria of members of the Company's collegiate bodies, which by and large comply with the independency criteria established by the Law on Companies of Republic of Lithuania, namely, that to be independent, member must not be related with the Company and/or its controlling shareholder3.
All current Board members are not related to the Company and/or its controlling shareholder; 4 of them are independent according to self-evaluation of the Board conducted at the first board meeting.
| Name, Surname | Position | Status | Appointment date |
|---|---|---|---|
| Dalius Misiūnas | Chairman | Independent | 30.04.2019 |
| Andrej Cyba | Member | Independent | 17.06.2019 |
| Tomas Kučinskas | Member | Independent | 30.04.2019 |
| Murray Steele* | Member | Independent | 30.04.2019 |
| Tomas Krakauskas** | Member | Non-executive | 30.04.2019 |
Information about the Board members of the Company as at 30 June 2019:
* Board member Murray Steele has been nominated by European Bank of Reconstruction and Development (EBRD), which holds 8.71% of the Company's shares, and receives top up remuneration from EBRD for conduct of board member functions; however, (i) EBRD is not a controlling shareholder; and (ii) he advised the Board that he acts independently on his own discretion as an independent board member, therefore he is deemed to be an independent board member.
** Although according to the independency criteria established in the Law on Companies of the Republic of Lithuania and approved by the 2019 AGM Tomas Krakauskas should be deemed independent, on his request he is not considered independent due to his employment relationship with Company's minority shareholder UAB ME Investicija (holds 8.37% of shares) and of his own minor shareholding (0.052%) in the Company.
Tenure of the current Board is until the general meeting of shareholders to be held on 2021.
3Independency criteria for board members are set out in Article 33 section 7 of the Law on Companies of the Republic of Lithuania; independency criteria approved by the 2019 AGM may be accessed by following this link https://cns.omxgroup.com/cdsPublic/viewDisclosure.action?disclosureId=887602&messageId=1117217
(All amounts are in EUR thousand, unless stated otherwise)
The Board decided to create audit committee. Information about Audit Committee of the Company as at 30 June 2019:
| Name, Surname | Position | Status |
|---|---|---|
| Andrej Cyba | Chair | Independent |
| Tomas Kučinskas | Member | Independent |
| Murray Steele | Member | Independent |
Main functions of the Audit Committee are to monitor the process of preparing the Company's financial statements, monitor the audit process, analyse the effectiveness of internal audit and risk management systems.
Education, qualification: Lund University (Sweden), PhD in Technology Science; Kaunas University of Technology, Electrical Engineering, Bachelor degree.
Activity: Chairman of the Board of AUGA group, AB (legal form: Public Limited Liability Company, code: 126264360, registered address: Vilnius municipality, Vilnius, Konstitucijos ave. 21C) (2019 – present).
Education, qualification: Glasgow university (United Kingdom), Mechanical Engineering, Bachelor degree; Glasgow university (United Kingdom), Aeronautical Thermodynamics, Master degree; Cranfield university (United Kingdom), Business Administration, Master degree.
Activity: Member of the Board of AUGA group, AB (legal form: Public Limited Liability Company, code: 126264360, registered address: Vilnius municipality, Vilnius, Konstitucijos ave. 21C) (2019 – present).
Miscellaneous: Board member of James Walker Group (2004 – present); Chairman of Octopus Apollo VCT (2008 – present); Chairman of Surface Generation (2008 – present); Programme Director for NED Training Programmes for the Financial Times (2011 – present); Programme Director of the European Bank of Reconstruction and Development (2001 – present); Programme Director of the British Private Equity and Venture Capital Association (2002 – present).
Education, qualification: Baltic Institute of Corporate Governance, Certification in Board Chairmanship; Baltic Institute of Corporate Governance, Certification in Board Management; Baltic Management Institute, International EMBA; Lomonosov State University (Russia), Physics, Master degree.
Activity: Member of the Board of AUGA group, AB (legal form: Public Limited Liability Company, code: 126264360, registered address: Vilnius municipality, Vilnius, Konstitucijos ave. 21C) (2019 – present).
Miscellaneous: Director of UAB "Provestum" (2012 – present); Board member of UAB "Biseris" (2011 – present); Chairman of UAB "Parket Trade" (2014 – present); Supervisory board member of Lords LB special Fund V (2017 – present).
Education, qualification: Vilnius University, Management and Business Administration, Bachelor degree; ISM University of Management and Economics, ISM executive school, Master degree.
Activity: Member of the Board of AUGA group, AB (legal form: Public Limited Liability Company, code: 126264360, registered address: Vilnius municipality, Vilnius, Konstitucijos ave. 21C) (2019 – present).
Miscellaneous: Chief investment Officer of UAB "ME investicija" (2016 – present); Chairman, working as independent board member, of State owned company "Lithuanian Airports" (2016 – present); Chairman of UAB "Viena sąskaita" (2017 – present)
Education, qualification: Vilnius University, Management and Business Administration, Bachelor degree.
Konstitucijos av. 21C, Quadrum North, LT-08130, Vilnius, Lithuania
Activity: Member of the Board of AUGA group, AB (legal form: Public Limited Liability Company, code: 126264360, registered address: Vilnius municipality, Vilnius, Konstitucijos ave. 21C) (2019 – present).
Miscellaneous: Chief Business Development Officer of UAB "INVL Asset Management" (2016 – present); Chairman of the Board of UAB FMĮ "INVL Finasta" (2016 – present); Chairman of Supervisory Board of IPAS "INVL Asset Management" (2016 – present); Chairman of the Supervisory Board of AS "INVL ATKLĀTAIS PENSIJU FONDS"(2016 - present); Chairman of the Management Board of UAB "Mundus" (2018 – present); Board Member of AB "Vilkyškių pieninė" (2008 - present); CEO of UAB "Piola" (2009 – present); CEO of UAB "GP1" (dormant entity) (2012 – present); CEO of UAB "GP2" (dormant entity) (2012 – present).
Kęstutis Juščius, CEO
Education, qualification: Vilnius University, Business Administration, Bachelor Degree.
Activity: CEO of AUGA group, AB (legal form: Public Limited Liability Company, code: 126264360, registered address: Vilnius municipality, Vilnius, Konstitucijos ave. 21C) (30.04.2019 – present).
Miscellaneous: Chairman of the Supervisory Board of Mycela SA; Chairman the Board of Baltic Champs Group, UAB (legal form: Private Limited Liability Company, code: 145798333, registered address: Šiauliai district municipality, Poviliškių vil.).
Education, qualifications: Vilnius University, Finance, Master Degree.
Activity: Chief Financial Officer of AUGA group, AB (legal form: Public Limited Liability Company, code: 126264360, registered address: Vilnius municipality, Vilnius, Konstitucijos ave. 21C) (2017.05.15 – present).
Information on the shares of the Company held by the members of the Board and the top executives as of 30 June 2019:
| Name, surname | Position in the Company | Owned shares in the Company, units |
Owned shares in the Company, % |
|---|---|---|---|
| Kęstutis Juščius* | CEO | 1,392 | 0.0006 |
| Tomas Krakauskas** | Member of the Board | 119,000 | 0.052 |
* Kęstutis Juščius, CEO, is the ultimate owner of Baltic Champs Group UAB, controlling 55.04% of the Company's shares.
** Tomas Krakauskas is an employee of UAB ME Investicijos, which holds 8,39% of the Company's shares.
The Company's top management includes Members of the Board, Chief Executive Officer and Chief Financial Officer (7 persons). Members of the Board of Directors receive remuneration for performance of board member functions, i.e.:
(All amounts are in EUR thousand, unless stated otherwise)
Members of the previous Board of Directors (which term ended on 30 April 2019) did not receive remuneration for performance of board member functions. Members of the Board who, in addition to their board member position, served on another top management position received salaries or payments for legal services as compensation.
Table below summarises salaries and other payments calculated for top management.
| Remuneration paid to members of the Management Board and the Key Executives of the Company during first half of 2019, EUR |
Salaries during first half of 2019 |
Bonuses in during first half of 2019 |
Other payments (fees for provided legal services) during first half of 2019 |
Total payouts during first half of 2019 |
|---|---|---|---|---|
| Average for 1 member Total amount for all members of the Management Board and the Key Executives (6 persons 1/1/2019 – 30/04/2019; 7 persons 1/05/2019 – |
20,078 | - | 8,976 | 29,055 |
| 30/06/2019) | 127,162 | - | 56,851 | 184,013 |
Annual general meeting of shareholders of the Company that has taken place on 30.04.2019 approved compensation for Members of Supervisory Board (which term ended on 30 April 2019) in total amount of EUR 60,000 (Supervisory Board consisted of 3 members).
There are no agreement between the Company and members of its collegial bodies regarding compensations in case of resignation, unjustifiable redundancy, or change in ownership structure.
On 30 June 2019 the Group had 1,205 employees (31 December 2018: 1,165 employees).
Material transactions with related parties are described in financial statements note 14.
Information on AUGA group AB compliance with the Code of Corporate Governance is provided as Annex No. 1 to the Company's consolidated annual report for the year ended 31 December 2018.
The Company informs of all material events over the CNS system of NASDAQ Vilnius and on the ESPI information system which is operated by Polish FSA, as well as on Electronic Information Base which is operated by Warsaw Stock Exchange.
The summary of publicly announced information by the Company is provided in the financial statements note 15.
(All amounts are in EUR thousand, unless stated otherwise)
| 30 June 2019 31 December 2018 |
|
|---|---|
| ASSETS Notes unaudited |
audited |
| Non-current assets | |
| Property, plant and equipment 4 |
125,627 92,892 |
| Intangible assets | 17 2,427 |
| Long term receivables at amortised cost 7 |
6,618 5,641 |
| Investments accounted for using equity method | 57 57 |
| Available for sale financial assets | 355 355 |
| Deferred tax asset | 1,438 1,438 |
| Biological assets 5 |
8,788 9,128 |
| Total non-current assets | 142,900 111,938 |
| Current assets | |
| Biological assets 5 |
32,551 14,390 |
| Inventory 6 |
15,633 28,708 |
| Trade receivables, advance payments and other | |
| receivables 7 |
17,651 14,573 |
| Cash and cash equivalents | 870 2,281 |
| Total current assets | 66,705 59,952 |
| TOTAL ASSETS | 209,605 171,890 |
| EQUITY AND LIABILITIES | |
| Capital and reserves | |
| Share capital 2 |
65,951 65,951 |
| Share premium | 6,707 6,707 |
| Revaluation reserve | 7,155 7,155 |
| Legal reserve | 1,649 1,649 |
| Reserve to provide shares for employees | 957 957 |
| Retained earnings / (accumulated deficit) | 9,369 8,937 |
| Equity attributable to equity holders of the parent | 91,788 91,356 |
| Non-controlling interest | 331 359 |
| Total equity | 92,119 91,715 |
| Non-current liabilities | |
| Borrowings 8 |
13,731 13,829 |
| Obligations under lease | |
| 9 Deferred grant income |
38,664 7,889 |
| Deferred tax liability | 3,240 3,433 |
| Total non-current liabilities | 882 883 56,517 26,034 |
| Current liabilities | |
| Current portion of non-current borrowings 8 |
7,347 9,256 |
| Current portion of non-current obligations under lease 9 |
4,823 3,618 |
| Current borrowings 8 |
25,000 21,270 |
| Trade payables | 16,385 14,681 |
| Other payables and current liabilities | 7,414 5,316 |
| Total current liabilities | 60,969 54,141 |
| Total liabilities TOTAL EQUITY AND LIABILITIES |
117,486 80,175 209,605 171,890 |
(All amounts are in EUR thousand, unless stated otherwise)
Consolidated income statement
| 6 months period ended 30 June | |||
|---|---|---|---|
| Notes | 2019 unaudited | 2018 unaudited | |
| Revenues | 10 | 28,841 | 25,009 |
| Cost of sales | 10 | (24,316) | (19,775) |
| Gain (loss) on changes in fair values of biological assets and on recognition at fair value of agricultural produce at point of harvest |
5, 10 | 1,802 | (944) |
| GROSS PROFIT | 6,327 | 4,290 | |
| Operating expenses Other income |
11 12 |
(4,413) 386 |
(3,211) 372 |
| OPERATING PROFIT | 2,300 | 1,451 | |
| Finance cost | 13 | (1,959) | (966) |
| Share of net profit (loss) of associates accounted for using the equity method |
- | - | |
| (PROFIT) LOSS BEFORE INCOME TAX | 341 | 485 | |
| Income tax expense | - | - | |
| NET (PROFIT) / LOSS FOR THE PERIOD | 341 | 485 | |
| ATTRIBUTABLE TO: | |||
| Equity holders of the Company Non-controlling interest |
369 (28) |
571 (86) |
|
| 341 | 485 | ||
| STATEMENT OF OTHER COMPREHENSIVE INCOME | |||
| NET (PROFIT)/ LOSS FOR THE PERIOD | 341 | 485 | |
| TOTAL COMPREHENSIVE INCOME FOR THE YEAR |
341 | 485 | |
| ATTRIBUTABLE TO: | |||
| Equity holders of the Company Non-controlling interest |
369 (28) |
571 (86) |
|
| 341 | 485 |
(All amounts are in EUR thousand, unless stated otherwise)
Consolidated statement of changes in equity
| Currency | Reserve to | Equity attributable to the |
||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Share capital |
Share premium |
Revalua tion reserve |
exchange differen ces |
provide shares for employees |
Legal reserve |
Retained earnings |
shareholders of the company |
Non controlling interest |
Total | |
| Balance as at 31 December 2017 |
||||||||||
| (audited) | 54,351 | 738 | 5,889 | (165) | - | 579 | 17,086 | 78,478 | 382 | 78,860 |
| Comprehensive income Net profit (loss) for the period |
- | - | - | - | - | - | (5,957) | (5,957) | (23) | (5,980) |
| Sale of subsidiary | - | - | - | 165 | - | - | (165) | - | - | - |
| Other comprehensive income Revaluation of land, net of tax |
- | - | 1,266 | - | - | - | - | 1,266 | - | 1,266 |
| Currency exchange differences |
- | - | - | - | - | - | - | - | - | - |
| Total comprehensive income |
- | - | 1,266 | 165 | - | - | (6,122) | (4,691) | (23) (4,714) | |
| Transactions with shareholders |
||||||||||
| Transfer to legal reserve |
- | - | - | - | 1,070 | (1,070) | - | - | - | |
| Transfer to reserve to provide shares for employees |
- | - | - | - | 957 | - | (957) | - | - | - |
| Issue of ordinary shares, net of transaction costs |
11,600 | 5,969 | - | - | - | - | - | 17,569 | - | 17,569 |
| Total transactions with shareholders |
11,600 | 5,969 | - | - | 957 | 1,070 | (2,027) | 17,569 | - | 17,569 |
| Balance as at 31 December 2018 |
||||||||||
| (audited) | 65,951 | 6,707 | 7,155 | - | 957 | 1,649 | 8,937 | 91,356 | 359 | 91,715 |
| Comprehensive income Net profit (loss) for the |
||||||||||
| period Expenses of share |
- | - | - | - | - | - | 369 | 369 | (28) | 341 |
| based payments Other |
- | - | - | - | - | - | 64 | 64 | - | 64 |
| comprehensive income Revaluation of land |
- | - | - | - | - | - | - | - | - | - |
| (net of tax) | - | - | - | - | - | - | - | - | - | - |
| Total comprehensive income |
- | - | - | - | - | - | 433 | 433 | (28) | 405 |
| Transactions with shareholders Transfer to legal reserve |
- | - | - | - | - | - | - | - | - | |
| Total transactions with shareholders |
- | - | - | - | - | - | - | - | - | - |
| Balance as at 30 June 2019 (unaudited) |
65,951 | 6,707 | 7,155 | - | 957 | 1,649 | 9,369 | 91,788 | 331 | 92,119 |
(All amounts are in EUR thousand, unless stated otherwise)
Consolidated statement of cash flows
| 6 months period ended 30 June | |||||
|---|---|---|---|---|---|
| Notes | 2019 unaudited | 2018 unaudited | |||
| Cash flows from /(to) operating activities | |||||
| Net profit (loss) before income tax and non-controlling | |||||
| interest | 341 | 485 | |||
| Adjustments for non-cash expenses (income) items | |||||
| and other adjustments | |||||
| Depreciation expense (PPE) | 4 | 3,676 | 3,788 | ||
| Depreciation expense (RUA) | 2,924 | - | |||
| Amortization expenses | 4 | 88 | |||
| Expenses of share-based payments | 64 | - | |||
| Write offs and impairment of PPE | - | 120 | |||
| (Profit) loss on sales of non-current assets | - | - | |||
| Share of losses (profits) of associates | - | - | |||
| (Profit) loss on sale of investment property | - | (162) | |||
| Impairment of receivables | - | - | |||
| Write-offs of inventory | 781 | 278 | |||
| Net finance cost | 13 | 1,068 | 966 | ||
| Net finance cost (IFRS 16) | 670 | - | |||
| Reversal of impairment of PPE | 11 | - | (1,828) | ||
| Gain (loss) on changes in fair value of biological assets | 5 | (1,802) | (943) | ||
| Grants related to assets, recognized as income | (194) | (353) | |||
| Changes in working capital | |||||
| (Increase) decrease in biological assets | (19,466) | (15,915) | |||
| (Increase) decrease in trade receivables and prepayments | (3,528) | (4,321) | |||
| (Increase) decrease in inventory | 12,294 | 8,485 | |||
| (Decrease) increase in trade and other payables | 3,803 | 3,838 | |||
| 634 | (3,588) | ||||
| Interest paid, netto | (1,068) | (946) | |||
| Net cash flows from /(to) operating activities | (434) | (4,534) | |||
| Cash flows from /(to) investing activities | |||||
| Purchase of property, plant and equipment | (1,404) | (2,322) | |||
| Purchase of investments | - | (1,768) | |||
| Proceeds from sales of investment property, PPE | 321 | 120 | |||
| Proceeds from sales of investments | - | 500 | |||
| Grants related to assets, received from NPA | - | 262 | |||
| Other loans repaid | - | - | |||
| Other loans granted | (527) | (311) | |||
| Net cash flows from/(to) investing activities Cash flows from /(to) financing activities |
(1,610) | (3,519) | |||
| Loans repaid to banks | (1,604) | (13,451) | |||
| Borrowings received | 3,730 | 18,820 | |||
| Other borrowings obtained (paid) | 500 | 3,587 | |||
| Finance lease repayments | (1,993) | (651) | |||
| Net cash flows from/(to) financing activities | 633 | 8,305 | |||
| Net (decrease) / increase in cash and cash equivalents Cash and cash equivalents at the beginning of the |
(1,411) | 252 | |||
| period | 2,281 | 620 | |||
| Cash and cash equivalents at the end of the period | 870 | 872 | |||
CONSOLIDATED INTERIM REPORT AND FINANCIAL STATEMENTS FOR 6 MONTHS PERIOD ENDED 30 JUNE 2019 (All amounts are in EUR thousand, unless stated otherwise)
The accompanying interim financial information for the 6-month period ended 30 June 2019, has been prepared in accordance with IAS 34, 'Interim financial reporting'. The accounting policies applied are consistent with those of the annual financial statements for the year ended 31 December 2018, as described in those annual financial statements. This financial information should be read in conjunction with the interim financial information for 6-month period ended 30 June 2018 and the balance sheet as of 31 December 2018 which have been prepared in accordance with IFRS as adopted by the EU.
The presentation currency is euro (EUR). The financial statements are presented in thousands of euro, unless indicated otherwise. Financial statements for the six months period ended 30 June 2019 and 30 June 2018 are not audited. Financial statements for the year ended 31 December 2018 are audited by the external auditor UAB PriceWaterhouseCoopers.
The preparation of financial information in conformity with IAS 34 requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the group's accounting policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the consolidated financial information, are disclosed below.
The group has adopted IFRS 16 retrospectively as of 1 January 2019, but has not restated comparatives for the 2018 reporting period, as permitted under the specific transitional provisions in the standard. The reclassifications and the adjustments arising from the new leasing rules are therefore recognised in the opening balance sheet on 1 January 2019.
On adoption of IFRS 16, the group recognised lease liabilities in relation to leases which had previously been classified as 'operating leases' under the principles of IAS 17 Leases. These liabilities were measured at the present value of the remaining lease payments, discounted using the lessee's incremental borrowing rate as of 1 January 2019. The weighted average lessee's incremental borrowing rate applied to the lease liabilities on 1 January 2019 was 3.79%.
In applying IFRS 16 for the first time, the group has used the following practical expedients permitted by the standard:
For leases previously classified as operating leases the entity recognised the carrying amount of the lease asset and lease liability immediately before transition as the carrying amount of the right of use asset and the lease liability at the date of initial application. The measurement principles of IFRS 16 are only applied after that date. This resulted in measurement adjustments of EUR 35,346 thousand for right-of-use assets and EUR 35,346 thousand lease liabilities for variable lease payments based on an index or rate. The remeasurements to the lease liabilities were recognised as adjustments to the related right-of-use assets immediately after the date of initial application.
| 1 January 2019 |
|---|
| 43,896 |
| 35,346 |
| 11,507 |
| 46,853 |
| 8,405 |
| 38,449 |
| 46,853 |
Konstitucijos av. 21C, Quadrum North, LT-08130, Vilnius, Lithuania
(All amounts are in EUR thousand, unless stated otherwise)
Changes in accounting policies (continued)
The associated right-of-use assets for property leases were measured at the amount equal to the lease liability, adjusted by the amount of any prepaid or accrued lease payments relating to that lease recognised in the balance sheet as at 31 December 2018. There were no onerous lease contracts that would have required an adjustment to the right-of-use assets at the date of initial application.
The recognized right-of-use assets relate to the following types of assets:
| 30 June 2019 | 1 January 2019 | |
|---|---|---|
| Land | 33,857 | 36,710 |
| Buildings | 967 | 1,038 |
| Total | 34,824 | 37,748 |
The change in accounting policy affected the following items in the balance sheet on 1 January 2019:
| 31 December 2018 as originally presented |
IFRS 16 | 1 January 2019 (after recognition) |
|
|---|---|---|---|
| Non-current assets | |||
| Property plant and equipment | 92,892 | 37,748 | 130,640 |
| Intangible assets | 2,427 | (2,401) | 26 |
| Total non-current assets | 111,938 | 35,347 | 147,285 |
| TOTAL ASSETS | 171,890 | 35,347 | 207,237 |
| Non-current liabilities | |||
| Obligations under finance lease | 7,889 | 30,560 | 38,449 |
| Total non-current liabilities | 26,034 | 30,560 | 56,594 |
| Current liabilities | |||
| Current portion of finance lease liabilities | 3,618 | 4,787 | 8,405 |
| Total current liabilities | 54,141 | 4,787 | 58,928 |
| Total liabilities | 80,175 | 35,347 | 115,522 |
| TOTAL EQUITY AND LIABILITIES | 171,890 | 35,347 | 207,237 |
The net impact on retained earnings on 30 June 2019 was a decrease of EUR 318 thousand. This negative impact arises due to the change of accounting principles only and in any case is not related to monetary expenses.
Share-based payments are accounted as the Group has started Employee Share Option plan which is described in Note 2 share capital.
Total cumulative expenses are calculated based on the formula described below. The expenses are accrued in the profit (loss) statement and equity based on the days lapsed since the grant date till the reporting date. Each year the entity will revise the expense to reflect the best available estimate of the number of equity instruments expected to vest.
The total expenses of share-based payments are calculated based on the formula:
Share price @ grant date x Granted shares x (1-annual staff turnover)^(vesting period)
(All amounts are in EUR thousand, unless stated otherwise)
Changes in accounting policies (continued)
Where:
The share price of options is based on the closing price at grant date at which the company's shares are traded on the Nasdaq Stock Exchange.
The grant date of the Option is set to be the date of the share-based payment agreement between the Company and the receiver as all the terms and conditions are set in this agreement and there are no other arrangements which would need to be confirmed at a later date.
Granted shares – shares to be granted to employee based on the Option agreement.
Staff turnover – chance that the option will be exercised is adjusted by the forecasted staff turnover percent during the vesting period. The ratio is calculated based on historical staff turnover data of 2 years. The historical staff turnover data includes turnover only of the positions which are set to receive the share-based payments. The turnover of other positions are excluded from the ratio.
There are option agreements which are signed with a special condition – that the receivers do not need to fulfill the service condition, but they will still need to wait 3 years vesting period before being able to exercise the option. Due to this staff turnover adjustment is excluded in the calculation of the expenses of these options as it does not affect their chances to receive the option.
Vesting period is set in the Option agreement and is equal to 3 years.
When the vesting period will end and if the service conditions are met – the entity shall execute the shares-based transactions. The entity will issue new shares at the nominal value of EUR 0.29 from the Reserve to provide shares for employees and increase its share capital.
The share capital of AUGA group, AB as at 30 June 2019 was EUR 65,950,713.08 (65,950,713.08 as at 31 December 2018). The share capital was divided into 227,416,252 ordinary shares (227,416,252 ordinary shares as at 31 December 2018). Each issued share has a EUR 0.29 nominal value and fully paid. Each share had usual material and proprietary and nonproprietary rights as per Law on Companies of the Republic of Lithuania and the Company's Articles of Association.
The establishment of the AUGA group, AB Employee Option Plan was approved by shareholders at the annual general shareholders' meeting which took place on 30 April, 2019. The Employee Option Plan is designed to provide long-term benefits for the employees, increase their performance and motivation to remain in the entity's employment.
Under the plan, participants are granted options to receive the Company's shares which only vest if service conditions are met. The service condition for the Option receiver is to complete a 3-year term of service to the Group. After the condition is met employee is eligible to exercise the option. There are no other vesting or performance conditions for the receiver. If the receiver does not fulfill the service condition – the option does not come into force and he is not eligible to exercise the option.
The option losses force if any restructuring, bankruptcy, liquidation or similar proceedings of the Company are commenced, and such proceedings continue and / or end with liquidation of the Company; Also if both parties (the Company and the receiver) agree to terminate the option agreement and if the receiver has caused damage to the Company through his actions or omissions.
These share-based payments for employees are equity-settled only. When exercisable, each option is convertible into one ordinary fully-fledged share. The shares will be issued from the Reserve to provide shares for employees (formed and approved by the shareholders) at the nominal value of 0.29 and will increase the Company's share capital.
Options are granted under the plan for no consideration. There are no social security contributions or income tax which would be payable by the Company at the time of the exercise (or any other time during the vesting period) and which should be accrued in the liabilities. Employees who shall exercise the option and receive the shares of the company will need to pay the income tax on their own at the time of exercise.
(All amounts are in EUR thousand, unless stated otherwise)
Share capital (continued)
Movement of the share options provided to employees:
| 30 June 2019 Number of |
31 December 2018 Number of |
|||
|---|---|---|---|---|
| Av. Price | options | Av. Price | options | |
| Opening balance | 0.458 | 200,000 | - | - |
| Granted during the period | 0.374 | 2,348,860 | 0.458 | 200,000 |
| Exercised during the period | - | - | - | - |
| Forfeited during the period | - | - | - | - |
| Balance at the end of the period | 0.376 | 2,548,860 | 0.458 | 200,000 |
| Weighted average remaining contractual life of the deferred shares outstanding at the end of period |
2.25 | 2.78 |
Share options outstanding at the end of the reporting period have the following expiry date and exercise prices:
| Grant date | Expiry date | Exercise price | Share options 30 June 2019 |
Share options 31 December 2018 |
|---|---|---|---|---|
| 2018-10-12 | 2021-05-30 | 0,458 | 200,000 | 200,000 |
| 2019-04-17 | 2022-05-30 | 0,374 | 2,348,860 | - |
| Total | 2,548,860 | 200,000 | ||
| Weighted average remaining contractual life of options outstanding at end of period |
2.25 | 2.78 |
As of 30 June 2019, the consolidated Group (hereinafter the Group) consists of the Company and one hundred thirty-four subsidiaries (31 December 2018: one hundred thirty-five subsidiaries). On 5 March 2019 subsidiary UAB "Ars Ingenii" (legal entity code 302602713) was sold which was not related to main activities of the Group and not generated any revenue. The subsidiaries included in the Group's consolidated financial statements for the both periods are indicated below.
| Legal | Legal entity Registered office code |
Group ownership interest, % |
|||||
|---|---|---|---|---|---|---|---|
| No. | Name of subsidiary | form | Profile | 2019 06 30 |
|||
| 1. | Baltic Champs UAB | *4 | 302942064 | Šiaulių region, Poviliškių v., 15 Vilniaus mun., Vilnius, |
**A | 100,00% | 100,00% |
| 2. | AVG Investment UAB | *4 | 300087691 | Konstitucijos av. 21C Vilniaus mun., Vilnius, |
**G | 100,00% | 100,00% |
| 3. | AWG Investment 1 UAB | *4 | 301745765 | Konstitucijos av. 21C Vilniaus mun., Vilnius, |
**G | 100,00% | 100,00% |
| 4. | AWG Investment 2 UAB | *4 | 301807590 | Konstitucijos av. 21C Vilniaus mun., Vilnius, |
**G | 100,00% | 100,00% |
| 5. | Agross UAB | *4 | 301807601 | Konstitucijos av. 21C Vilniaus mun., Vilnius, |
**H | 100,00% | 100,00% |
| 6. | Grain Lt UAB | *4 | 302489354 | Konstitucijos av. 21C Vilniaus mun., Vilnius, |
**H | 97,41% | 97,41% |
| 7. | Ars Ingenii UAB | *4 | 302602713 | Konstitucijos av. 21C Vilniaus mun., Vilnius, |
**H | 0,00% | 100,00% |
| 8. | AgroGis UAB | *4 | 302583978 | Konstitucijos av. 21C Jonavos region, Bukonių v., |
**D | 95,00% | 95,00% |
| 9. | Agro Management Team UAB | *4 | 302599498 | Lankesos st. 2 Jonavos region, Bukonių v., |
**E | 100,00% | 100,00% |
| 10. | Agrotechnikos centras UAB | *4 | 302589187 | Lankesos st. 2 Jonavos region, Bukonių v., |
**F | 100,00% | 100,00% |
| 11. | AUGA trade UAB Agricultural entity Žemės |
*4 | 302753875 | Lankesos st. 2 Vilniaus mun., Vilnius, |
**H | 100,00% | 100,00% |
| 12. | fondas | *1 | 300558595 | Konstitucijos av. 21C | **E | 100,00% | 100,00% |
(All amounts are in EUR thousand, unless stated otherwise)
| Vilniaus mun., Vilnius, | |||||||
|---|---|---|---|---|---|---|---|
| 13. | Žemės vystymo fondas 6 UAB | *4 | 300589719 | Smolensko st. 10 Jonavos region, Bukonių v., |
**E | 100,00% | 100,00% |
| 14. | Žemės vystymo fondas 9 UAB | *4 | 300547638 | Lankesos st. 2 Jonavos region, Bukonių v., |
**E | 100,00% | 100,00% |
| 15. | Žemės vystymo fondas 10 UAB | *4 | 301522723 | Lankesos st. 2 | **E | 100,00% | 100,00% |
| 16. | Žemės vystymo fondas 20 UAB | *4 | 300887726 | Jonavos region, Bukonių v., Lankesos st. 2 |
**B | 100,00% | 100,00% |
| 17. | AUGA Grūduva UAB | *4 | 174401546 | Šakių region, Gotlybiškių v., | **A | 98,97% | 98,97% |
| 18. | Agricultural entity AUGA Spindulys |
*1 | 171330414 | Radviliškio region, Vaitiekūnų v., Spindulio st. 13 |
**A | 99,99% | 99,99% |
| 19. | Agricultural entity AUGA Smilgiai |
*1 | 168548972 | Panevėžio region, Smilgių mstl. Panevėžio st. 23-1 |
**A | 100,00% | 100,00% |
| 20. | Agricultural entity AUGA Skėmiai |
*1 | 171306071 | Radviliškio region, Skėmių v., Kėdainių st. 36 |
**A | 99,97% | 99,97% |
| 21. | Agricultural entity AUGA Nausodė |
*1 | 154179675 | Anykščių region, Kirmėlių v., | **A | 99,93% | 99,93% |
| 22. | Agricultural entity AUGA Dumšiškės |
*1 | 172276179 | Raseinių region, Paraseinio v., | **A | 99,88% | 99,88% |
| 23. | Agricultural entity AUGA Žadžiūnai |
*1 | 175706853 | Šiaulių region, Žadžiūnų v., Gudelių st. 30-2 |
**A | 99,81% | 99,81% |
| 24. | Agricultural entity AUGA Mantviliškis |
*1 | 161274230 | Kėdainių region, Mantviliškio v., | **A | 99,94% | 99,94% |
| 25. | Agricultural entity AUGA Alanta | *1 | 167527719 | Molėtų region, Kazlų v., Skiemonių st. 2A |
**A | 99,99% | 99,99% |
| 26. | Agricultural entity AUGA Eimučiai |
*1 | 175705032 | Šiaulių region, Žadžiūnų v., Gudelių st. 30-2 |
**A | 99,24% | 99,24% |
| 27. | Agricultural entity AUGA Vėriškės |
*1 | 171305165 | Radviliškio region, Vėriškių v., | **A | 99,93% | 99,93% |
| 28. | Agricultural entity AUGA Želsvelė |
*1 | 165666499 | Marijampolės mun., Želsvos v., | **A | 99,86% | 99,86% |
| 29. | Agricultural entity AUGA Lankesa |
*1 | 156913032 | Jonavos region, Bukonių v., | **A | 96,91% | 96,91% |
| 30. | Agricultural entity AUGA Kairėnai |
*1 | 171327432 | Radviliškio region, Kairėnų v., | **A | 98,47% | 98,47% |
| 31. | Agricultural entity AUGA Jurbarkai |
*1 | 158174818 | Jurbarko region, Klišių v., Vytauto Didžiojo st. 99 |
**A | 98,46% | 98,46% |
| 32. | Agricultural entity AUGA Gustoniai |
*1 | 168565021 | Panevėžio region, Gustonių v., M. Kriaučiūno st. 15 |
**A | 100,00% | 100,00% |
| Cooperative entity Siesarčio | Šakių region, Gotlybiškių v., | ||||||
| 33. | ūkis | *3 | 302501098 | Mokyklos st. 18 Jonavos region, Bukonių v., |
**A | 99,44% | 99,44% |
| 34. | Cooperative entity Kašėta | *3 | 302501251 | Lankesos st. 2 Panevėžio region, Gustonių v., |
**A | 99,44% | 99,44% |
| 35. | Agricultural entity Gustonys Agricultural entity Skėmių |
*1 | 302520102 | M. Kriaučiūno st. 15 Radviliškio region, Skėmių v., |
**E | 100,00% | 100,00% |
| 36. | pienininkystės centras | *1 | 302737554 | Alyvų st. 1 Vilniaus mun., Vilnius, |
**A | 48,67% | 48,67% |
| 37. | Cooperative entity Agrobokštai Cooperative entity Dotnuvėlės |
*3 | 302485217 | Konstitucijos av. 21C Šiaulių region, Žadžiūnų v., |
**A | 97,94% | 97,94% |
| 38. | valdos Cooperative entity Nevėžio |
*3 | 302618614 | Gudelių st. 30-2 Kėdainių region, Mantviliškio v., |
**A | 99,22% | 99,22% |
| 39. | lankos Cooperative entity Radviliškio |
*3 | 302618596 | Liepos 6-osios st. 60 Radviliškio region, Skėmių v., |
**A | 96,51% | 96,51% |
| 40. | kraštas Cooperative entity Šventosios |
*3 | 302618742 | Kėdainių st. 13 Raseinių region, Kalnujų mstl. |
**A | 98,67% | 98,67% |
| 41. | pievos | *3 | 302618201 | Žieveliškės st. 1 Panevėžio region, Gustonių v., |
**A | 96,36% | 96,36% |
| 42. | Cooperative entity Kairių ūkis Cooperative entity Šiaurinė |
*3 | 302615194 | M. Kriaučiūno st. 15 | **A | 98,68% | 98,68% |
| 43. | valda Cooperative entity Šušvės |
*3 | 302615187 | Šiaulių region, Poviliškių v., 15 Kelmės region, Pašiaušės v., |
**A | 96,15% | 96,15% |
| 44. | žemė | *3 | 302618767 | Vilties st. 2 Vilniaus mun., Vilnius, |
**A | 98,43% | 98,43% |
| 45. | Cooperative entity Žalmargėlis Cooperative entity |
*3 | 303145954 | Smolensko st. 10-100 Raseinių region, Kalnujų mstl. |
**A | 98,32% | 98,32% |
| 46. | Juodmargėlis | *3 | 303159014 | Žieveliškės st. 1 Raseinių region, Kalnujų mstl. |
**A | 99,35% | 99,35% |
| 47. | Cooperative entity Agromilk | *3 | 302332698 | Žieveliškės st. 1 | **A | 96,28% | 96,28% |
| 48. | Cooperative entity Purpurėja | *3 | 302542337 | Širvintų region, Širvintų v., Zosinos st. 7 |
**A | 99,53% | 99,53% |
(All amounts are in EUR thousand, unless stated otherwise)
| Vilniaus mun., Vilnius, | |||||||
|---|---|---|---|---|---|---|---|
| 49. | Bukonių ekologinis ūkis UAB | *4 | 302846621 | Konstitucijos av. 21C | **A | 100,00% | 100,00% |
| Vilniaus mun., Vilnius, | |||||||
| 50. | Agrosaulė 8 UAB | *4 | 302846105 | Smolensko st. 10-100 | **G | 100,00% | 100,00% |
| Biržai distr., Rinkuškiai | |||||||
| 51. | reclamation infrastructure users association |
*2 | 302465556 | Biržų region, Biržai, Vytauto st. 38 |
**A | 48,67% | 48,67% |
| Pasvalys distr., Pušalotas | |||||||
| reclamation infrastructure users | Pasvalio region, Diliauskų v., | ||||||
| 52. | association | *2 | 302465563 | Diliauskų st. 23 | **A | 48,67% | 48,67% |
| Skėmiai reclamation | Šiaulių region, Žadžiūnų v., | ||||||
| 53. | infrastructure users association | *2 | 303170256 | Gudelių st. 30-2 | **A | 48,67% | 48,67% |
| 54. | Vaitiekūnai reclamation infrastructure users association |
*2 | 303170306 | Šiaulių region, Žadžiūnų v., Gudelių st. 30-2 |
**A | 48,67% | 48,67% |
| Association Grūduvos | Šakių region, Gotlybiškių v., | ||||||
| 55. | melioracija | *2 | 302567116 | Mokyklos st. 2 | **A | 65,81% | 65,81% |
| Pauliai reclamation | Raseinių region, Gėluvos v., | ||||||
| 56. | infrastructure users association | *2 | 303169909 | Dvaro st. 30 | **A | 100,00% | 100,00% |
| Nausode reclamation | Vilniaus mun., Vilnius, | ||||||
| 57. | infrastructure users association | *2 | 304219592 | Konstitucijos av. 21C Jonavos region, Bukonių v., |
**A | 70,74% | 70,74% |
| 58. | Traktorių nuomos centras UAB | *4 | 302820808 | Lankesos st. 2 | **A | 100,00% | 100,00% |
| Traktorių nuomos paslaugos | Jonavos region, Bukonių v., | ||||||
| 59. | UAB | *4 | 302820797 | Lankesos st. 2 | **A | 100,00% | 100,00% |
| Jonavos region, Bukonių v., | |||||||
| 60. | Arnega UAB | *4 | 302661957 | Lankesos st. 2 | **A | 100,00% | 100,00% |
| Harju maakond, Tallinn, | |||||||
| 61. | AgroSchool OU | *6 | 12491954 | Kesklinna linnaosa, Lai tn 32-8, 10133 |
**G | 100,00% | 100,00% |
| Vilniaus mun., Vilnius, | |||||||
| 62. | Public institution AgroSchool | *5 | 303104797 | Smolensko st. 10-100 | **C | 50,00% | 50,00% |
| Akmenės region, Ramučių v., | |||||||
| 63. | AUGA Ramučiai UAB | *4 | 302854479 | Klevų st. 11 | **A | 100,00% | 100,00% |
| 64. | AUGA Luganta UAB | *4 | 300045023 | Kelmės region, Pašiaušės v., | **A | 100,00% | 100,00% |
| Vilniaus mun., Vilnius, | |||||||
| 65. | eTime invest UAB | *4 | 300578676 | Saltoniškių st. 29 | **G | 100,00% | 100,00% |
| Jonavos region, Bukonių v., | |||||||
| 66. | ŽVF Projektai UAB | *4 | 300137062 | Lankesos st. 2 | **E | 52,62% | 52,62% |
| 67. | Agricultural entity Alantos ekologinis ūkis |
*1 | 303324747 | Molėtų region, Kazlų v., Skiemonių st. 2A |
**A | 100,00% | 100,00% |
| Agricultural entity Dumšiškių | Raseinių region, Paraseinio v., | ||||||
| 68. | ekologinis ūkis | *1 | 303324722 | Paraseinio st. 2 | **A | 100,00% | 100,00% |
| Agricultural entity Eimučių | Šiaulių region, Žadžiūnų v., | ||||||
| 69. | ekologinis ūkis | *1 | 303324715 | Gudelių st. 30-2 | **A | 100,00% | 100,00% |
| Agricultural entity Grūduvos | Šakių region, Gotlybiškių v., | ||||||
| 70. | ekologinis ūkis Agricultural entity Jurbarkų |
*1 | 303324804 | Mokyklos st. 2 Jurbarko region, Klišių v., |
**A | 100,00% | 100,00% |
| 71. | ekologinis ūkis | *1 | 303325361 | Vytauto Didžiojo st. 99 | **A | 100,00% | 100,00% |
| Agricultural entity Kairėnų | Radviliškio region, Vaitiekūnų | ||||||
| 72. | ekologinis ūkis | *1 | 303325774 | v., Spindulio st. 13-2 | **A | 100,00% | 100,00% |
| Agricultural entity Lankesos | Jonavos region, Bukonių v., | ||||||
| 73. | ekologinis ūkis | *1 | 303325710 | Lankesos st. 2 | **A | 100,00% | 100,00% |
| Agricultural entity Mantviliškio | Kėdainių region, Mantviliškio v., | ||||||
| 74. | ekologinis ūkis Agricultural entity Nausodės |
*1 | 303325703 | Liepos 6-osios st. 60 Anykščių region, Nausodės v., |
**A | 100,00% | 100,00% |
| 75. | ekologinis ūkis | *1 | 303325781 | Nausodės st. 55 | **A | 100,00% | 100,00% |
| Agricultural entity Skėmių | Radviliškio region, Skėmių v., | ||||||
| 76. | ekologinis ūkis | *1 | 303325692 | Kėdainių st. 13 | **A | 100,00% | 100,00% |
| Agricultural entity Smilgių | Panevėžio region, Smilgiai, | ||||||
| 77. | ekologinis ūkis | *1 | 303325824 | Panevėžio st. 23-1 | **A | 100,00% | 100,00% |
| 78. | Agricultural entity Spindulio ekologinis ūkis |
*1 | 303325817 | Radviliškio region, Vaitiekūnų v., Spindulio st. 13-2 |
**A | 100,00% | 100,00% |
| Agricultural entity Vėriškių | Radviliškio region, Skėmių v., | ||||||
| 79. | ekologinis ūkis | *1 | 303325849 | Kėdainių st. 13 | **A | 100,00% | 100,00% |
| Agricultural entity Žadžiūnų | Šiaulių region, Žadžiūnų v., | ||||||
| 80. | ekologinis ūkis | *1 | 303325870 | Gudelių st. 30-2 | **A | 100,00% | 100,00% |
| Agricultural entity Želsvelės | Marijampolės mun., Želsvos v., | ||||||
| 81. | ekologinis ūkis | *1 | 303325856 | Želsvelės st. 1 Harju maakond, Tallinn, |
**A | 100,00% | 100,00% |
| Kesklinna linnaosa, Lai tn 32-8, | |||||||
| 82. | Prestviigi OU | *6 | 12654600 | 10133 | **G | 100,00% | 100,00% |
(All amounts are in EUR thousand, unless stated otherwise)
| 83. | Turvaste partners OU | *6 | 12655410 | Harju maakond, Tallinn, Kesklinna linnaosa, Lai tn 32-8, 10133 |
**G | 100,00% | 100,00% |
|---|---|---|---|---|---|---|---|
| Harju maakond, Tallinn, Kesklinna linnaosa, Lai tn 32-8, |
|||||||
| 84. | Nakamaa Agro OU | *6 | 12655522 | 10113 Harju maakond, Tallinn, |
**G | 100,00% | 100,00% |
| 85. | Hindaste Invest OU | *6 | 12655384 | Kesklinna linnaosa, Lai tn 32-8, 10133 Harju maakond, Tallinn, |
**G | 100,00% | 100,00% |
| 86. | Tuudi River OU | *6 | 12655640 | Kesklinna linnaosa, Lai tn 32-8, 10133 Harju maakond, Tallinn, |
**G | 100,00% | 100,00% |
| 87. | Palderma Partners OU | *6 | 12654959 | Kesklinna linnaosa, Lai tn 32-8, 10133 Harju maakond, Tallinn, |
**G | 100,00% | 100,00% |
| 88. | Ave-Martna Capital OU | *6 | 12655155 | Kesklinna linnaosa, Lai tn 32-8, 10133 Harju maakond, Tallinn, |
**G | 100,00% | 100,00% |
| 89. | Hobring Invest OU | *6 | 12655427 | Kesklinna linnaosa, Lai tn 32-8, 10133 Harju maakond, Tallinn, |
**G | 100,00% | 100,00% |
| 90. | Rukkirahhu Capital OU | *6 | 12655232 | Kesklinna linnaosa, Lai tn 32-8, 10133 Harju maakond, Tallinn, |
**G | 100,00% | 100,00% |
| 91. | Pahasoo OU | *6 | 12655367 | Kesklinna linnaosa, Lai tn 32-8, 10133 Radviliškio region, Skėmių v., |
**G | 100,00% | 100,00% |
| 92. | Cooperative entity Ganiklis Cooperative entity Ganiavos |
*3 | 303429417 | Alyvų st. 1-3 Radviliškio region, Skėmių v., |
**A | 98,09% | 98,09% |
| 93. | gėrybės Cooperative entity Žemėpačio |
*3 | 303429431 | Alyvų st. 1-3 Raseinių region, Ariogalos sen. |
**A | 98,09% | 98,09% |
| 94. | pieno ūkis Cooperative entity Žemynos |
*3 | 303432388 | Gėluvos v., Dvaro st. 30 Raseinių region, Ariogalos sen. |
**A | 98,09% | 98,09% |
| 95. | pienelis Cooperative entity Lygiadienio |
*3 | 303427989 | Gėluvos v., Dvaro st. 30 Radviliškio region, Skėmių v., |
**A | 98,09% | 98,09% |
| 96. | ūkis Cooperative entity Laumės |
*3 | 303428087 | Alyvų st. 1-3 Raseinių region, Ariogalos sen. |
**A | 98,09% | 98,09% |
| 97. | pieno ūkis Cooperative entity Medeinos |
*3 | 303427996 | Gėluvos v., Dvaro st. 30 Raseinių region, Ariogalos sen. |
**A | 98,09% | 98,09% |
| 98. | pienas | *3 | 303428112 | Gėluvos v., Dvaro st. 30 Radviliškio region, Skėmių v., |
**A | 98,09% | 98,09% |
| 99. | Cooperative entity Gardaitis | *3 | 303429381 | Alyvų st. 1-3 Mažeikių aplinkl. 9, Naikių v., Mažeikių apylinkės sen., |
**A | 98,09% | 98,09% |
| 100. | Cooperative entity Dimstipatis | *3 | 303429424 | Mažeikių region, Radviliškio region, Skėmių v., |
**A | 98,09% | 98,09% |
| 101. | Cooperative entity Aušlavis | *3 | 303429456 | Alyvų st. 1-3 Mažeikių aplinkl. 9, Naikių v., |
**A | 98,09% | 98,09% |
| 102. | Cooperative entity Austėjos pieno ūkis |
*3 | 303428094 | Mažeikių apylinkės sen., Mažeikių region, Radviliškio region, Skėmių v., |
**A | 98,09% | 98,09% |
| 103. | Cooperative entity Aitvaro ūkis | *3 | 303429374 | Alyvų st. 1-3 Mažeikių aplinkl. 9, Naikių v., |
**A | 98,09% | 98,09% |
| 104. | Cooperative entity Giraičio pieno ūkis |
*3 | 303429399 | Mažeikių apylinkės sen., Mažeikių region, StraBe des 17 Juni 10b 10623 |
**A | 98,09% | 98,09% |
| 105 | Fentus 10 GmbH | *6 | HRB106477 HRB109356 |
Berlin, Germany StraBe des 17 Juni 10b 10623 |
**G | 100,00% | 100,00% |
| 106. | Norus 26 AG | *6 | B HRB109265 |
Berlin, Germany StraBe des 17 Juni 10b 10623 |
**G | 100,00% | 100,00% |
| 107. | LT Holding AG | *6 | B | Berlin, Germany Vilniaus mun., Vilnius, |
**G | 100,00% | 100,00% |
| 108. | KTG Agrar UAB | *4 | 300127919 | Konstitucijos av. 21C Raseinių region, Ariogalos sen. |
**A | 100,00% | 100,00% |
| 109. | Agrar Raseiniai UAB | *4 | 300610316 | Gėluvos v., Dvaro st. 30 Mažeikių av. 9, Naikių v., |
**A | 100,00% | 100,00% |
| 110. | AUGA Mažeikiai UAB | *4 | 300610348 | Mažeikių region, Raseinių region, Gėluvos v., |
**A | 100,00% | 100,00% |
| 111. | PAE Agrar UAB | *4 | 300867691 | Dvaro st. 30 | **A | 100,00% | 100,00% |
(All amounts are in EUR thousand, unless stated otherwise)
| Raseinių region, Gėluvos v., | |||||||
|---|---|---|---|---|---|---|---|
| 112. | Delta Agrar UAB | *4 | 300868875 | Dvaro st. 30 | **A | 100,00% | 100,00% |
| Raseinių region, Gėluvos v., | |||||||
| 113. | KTG Grūdai UAB | *4 | 302637486 | Dvaro st. 30 | **A | 100,00% | 100,00% |
| Raseinių region, Gėluvos v., | |||||||
| 114. | KTG Eko Agrar UAB | *4 | 300510650 | Dvaro st. 30 | **A | 100,00% | 100,00% |
| Raseinių region, Gėluvos v., | |||||||
| 115. | Agronita UAB | *4 | 300132574 | Dvaro st. 30 | **A | 100,00% | 100,00% |
| Raseinių region, Gėluvos v., | |||||||
| 116. | Agronuoma UAB | *4 | 303204954 | Dvaro st. 30 | **A | 100,00% | 100,00% |
| Raseinių region, Gėluvos v., | |||||||
| 117. | VL Investment Vilnius 12 UAB | *4 | 303205611 | Dvaro st. 30 | **A | 100,00% | 100,00% |
| Raseinių region, Gėluvos v., | |||||||
| 118. | Agrar Ašva UAB | *4 | 301608542 | Dvaro st. 30 | **A | 100,00% | 100,00% |
| Raseinių region, Gėluvos v., | |||||||
| 119. | Agrar Varduva UAB | *4 | 301608791 | Dvaro st. 30 | **A | 100,00% | 100,00% |
| Raseinių region, Gėluvos v., | |||||||
| 120. | Agrar Seda UAB | *4 | 301608777 | Dvaro st. 30 | **A | 100,00% | 100,00% |
| Raseinių region, Gėluvos v., | |||||||
| 121. | Agrar Kvistė UAB | *4 | 302308067 | Dvaro st. 30 | **A | 100,00% | 100,00% |
| Raseinių region, Gėluvos v., | |||||||
| 122. | Agrar Luoba UAB | *4 | 302308035 | Dvaro st. 30 | **A | 100,00% | 100,00% |
| Raseinių region, Gėluvos v., | |||||||
| 123. | Agrar Gaja UAB | *4 | 302594412 | Dvaro st. 30 | **A | 100,00% | 100,00% |
| Raseinių region, Gėluvos v., | |||||||
| 124. | Agrar Ariogala UAB | *4 | 301626540 | Dvaro st. 30 | **A | 100,00% | 100,00% |
| Raseinių region, Gėluvos v., | |||||||
| 125. | Agrar Girdžiai UAB | *4 | 301621568 | Dvaro st. 30 | **A | 100,00% | 100,00% |
| Raseinių region, Gėluvos v., | |||||||
| 126. | Agrar Vidauja UAB | *4 | 301622531 | Dvaro st. 30 | **A | 100,00% | 100,00% |
| Raseinių region, Gėluvos v., | |||||||
| 127. | Agrar Raudonė UAB | *4 | 302309532 | Dvaro st. 30 | **A | 100,00% | 100,00% |
| Raseinių region, Gėluvos v., | |||||||
| 128. | Agrar Venta UAB | *4 | 302307855 | Dvaro st. 30 | **A | 100,00% | 100,00% |
| Raseinių region, Gėluvos v., | |||||||
| 129. | Agrar Nerys UAB | *4 | 302594063 | Dvaro st. 30 | **A | 100,00% | 100,00% |
| Raseinių region, Gėluvos v., | |||||||
| 130. | Agrar Gėluva UAB | *4 | 302312133 | Dvaro st. 30 | **A | 100,00% | 100,00% |
| Raseinių region, Gėluvos v., | |||||||
| 131. | Agrar Betygala UAB | *4 | 302312222 | Dvaro st. 30 | **A | 100,00% | 100,00% |
| Raseinių region, Gėluvos v., | |||||||
| 132. | Agrar Dubysa UAB | *4 | 302312215 | Dvaro st. 30 | **A | 100,00% | 100,00% |
| Raseinių region, Gėluvos v., | |||||||
| 133. | Agrar Pauliai UAB | *4 | 302312165 | Dvaro st. 30 | **A | 100,00% | 100,00% |
| Raseinių region, Gėluvos v., | |||||||
| 134. | Agrar Mituva UAB | *4 | 302312172 | Dvaro st. 30 | **A | 100,00% | 100,00% |
| Raseinių region, Kalnujai, | |||||||
| 135. | AUGA Raseiniai UAB | *4 | 304704364 | Žieveliškės st. 1 | **A | 100,00% | 100,00% |
COMMENTS:
*
*1 Agricultural entity
*4 Private limited Company
**C Human resource management
**H Trade and logistics
Consolidated interim report and financial statements for 6 months period ended 30 June 2019 (unaudited)
(All amounts are in EUR thousand, unless stated otherwise)
| Right-of use assets |
Constructions and |
Vehicles, equipment and other property, plant and |
Construction | ||||
|---|---|---|---|---|---|---|---|
| (IFRS 16) | Land | Buildings | machinery | equipment | in progress | Total | |
| As at 31 December 2017 (audited) |
- | 18,779 | 41,583 | 21,147 | 2,813 | 913 | 85,235 |
| - purchase of subsidiaries |
- | 114 | 1,639 | 1,028 | 132 | 19 | 2,932 |
| - additions - disposals and write |
- | 139 - |
565 | 8,090 | 696 | 380 | 11,121 |
| offs | - | 1,355 | (47) | (123) | (77) | - | (247) |
| - revaluation - depreciation |
- - |
- | - (2,245) |
- (4,441) |
- (818) |
- - |
1,355 (7,504) |
| - reclassifications | - | - | - | - | - | - | - |
| As at 31 December | |||||||
| 2018 (audited) | - | 21,638 | 41,495 | 25,701 | 2,746 | 1,312 | 92,892 |
| - purchase of subsidiaries |
35,347 | - | - | - | - | 35 347 | |
| - additions | - | 177 | 29 | 533 | 213 | 549 | 1,501 |
| - disposals and write offs |
- | ( 2) | ( 36) | ( 235) | ( 18) | ( 291) | |
| - revaluation | - | - | - | - | - | - | - |
| - depreciation | ( 2,924) | - | ( 1,120) | ( 1,817) | ( 362) | - | ( 6,223) |
| - reclassifications | 2,401 | ||||||
| As at 30 June 2019 (unaudited) |
34,824 | 21,813 | 40,368 | 24,532 | 2,579 | 1,511 | 125,627 |
| Acquisition cost as at | |||||||
| 31 December 2017 | - | 18,779 | 50,538 | 30,552 | 4,350 | 913 | 105,132 |
| 31 December 2018 | - | 21,638 | 52,695 | 39,547 | 5,101 | 1,312 | 120,293 |
| 30 June 2019 | 37,748 | 21,813 | 52,688 | 40,195 | 5,296 | 1,511 | 159,251 |
| Accumulated depreciation and impairment losses as at |
|||||||
| 31 December 2017 | - | - | (8,955) | (9,405) | (1,537) | - | (19,897) |
| 31 December 2018 | - | - | (11,200) | (13,846) | (2,355) | - | (27,401) |
| 30 June 2019 | ( 2,924) | - | ( 12,320) | ( 15,663) | ( 2,717) | - ( 33,624) | |
| Carrying amount as at 31 December 2017 |
- | 18,779 | 41,583 | 21,147 | 2,813 | 913 | 85,235 |
| Carrying amount as at 31 December 2018 |
- | 21,638 | 41,495 | 25,701 | 2,746 | 1,312 | 92,892 |
| Carrying amount as at 30 June 2019 |
34,824 | 21,813 | 40,368 | 24,532 | 2,579 | 1,511 | 125,627 |
(All amounts are in EUR thousand, unless stated otherwise)
The movement of Group's biological assets (in EUR thousand) consisted of the following:
| Non – current assets | Current assets | ||||
|---|---|---|---|---|---|
| Dairy cows | Other livestock | Mushroom seedbed | Crops | Total | |
| Balance as at 31 December 2017 | 4,579 | 3,450 | 1,165 | 8,946 | 18,140 |
| Direct purchases | - | 20 | - | - | 20 |
| Accumulated expenses | - | 3,911 | 25,614 | 34,261 | 63,785 |
| Transfer between groups | 2,839 | (2,839) | - | - | - |
| Direct sales | (526) | (301) | - | - | (827) |
| Harvest | - | - | (24,691) | (27,956) | (52,647) |
| Revaluation | (1,504) | (310) | - | (2,909) | (4,723) |
| Write-offs | (113) | (76) | - | - | (189) |
| Balance as at 31 December 2018 | 5,275 | 3,854 | 2,088 | 12,342 | 23,560 |
| Direct purchases | - | - | - | - | - |
| Accumulated expenses | - | 1,021 | 12,759 | 14,807 | 28,587 |
| Transfer between groups | 920 | (920) | - | - | - |
| Direct sales | (195) | (194) | - | - | (389) |
| Harvest | - | - | (12,738) | - | (12,738) |
| Revaluation | (638) | (155) | - | 3,294 | (2,501) |
| Write-offs | (146) | (35) | - | - | (181) |
| Balance as at 30 June 2019 | 5,216 | 3,572 | 2,109 | 30,443 | 41,340 |
The movement of Group's inventory quantities (in tonnes) consisted of the following:
| End consumer |
Raw | ||||||||
|---|---|---|---|---|---|---|---|---|---|
| packaged | mate | ||||||||
| Wheat | Legumes | Mushrooms | Milk | goods | Other | Forage | rials* | Total | |
| Balance as at 31 December 2017 |
13,893 | 11,925 | 91 | 11 | 100 | 13,220 | 59,791 | - | 99,031 |
| Purchases | 2,612 | - | - | - | 512 | - | 735 | - | 3,860 |
| Sales | (21,432) | (12,841) | (12,147) | (22,634) | (2,084) | (43,966) | (2,562) | - (117,666) | |
| Production | 25,040 | 15,033 | 12,244 | 24,157 | 1,651 | 45,655 | 49,170 | - | 172,950 |
| Consumed in preparation of | |||||||||
| biological assets (livestock) | (1,495) | (775) | - | (1,230) | - | (539) | (54,570) | - | (58,609) |
| Consumed in preparation of | |||||||||
| biological assets (crops and | |||||||||
| mycelium seedbeds) | (1,874) | (974) | - | - | - | (1,692) | - | - | (4,540) |
| Inventory write-offs | (322) | (180) | - | (292) | - | (1,063) | (2,439) | - | (4,295) |
| Balance as at 31 | |||||||||
| December 2018 | 16,423 | 12,188 | 194 | 12 | 179 | 11,616 | 50,126 | - | 90,738 |
| Purchases | 82 | 2,056 | - | - | 619 | 771 | - | - | 3,529 |
| Sales | (11,855) | (7,325) | (6,001) | (12,703) | (539) | (4,207) | (7,404) | - | (50,035) |
| Production | - | - | 5,999 | 13,514 | 406 | 613 | 22,039 | - | 42,571 |
| Consumed in preparation of | |||||||||
| biological assets (livestock) | (1,156) | (2,060) | - | (632) | - | (2,216) | (32,232) | - | (38,296) |
| Consumed in preparation of | |||||||||
| biological assets (crops and | |||||||||
| mycelium seedbeds) | (280) | (2,857) | - | - | - | (1,076) | 426 | - | (3,788) |
| Inventory write-offs | (143) | (76) | - | (172) | (6) | (1,340) | (2 400) | - | (4,137) |
| Balance as at 30 June | |||||||||
| 2019 | 3,072 | 1,926 | 52 | 8 | 202 | 4 161 | 30,554 | 39,974 |
*Raw materials consist of various units of measure, thus it cannot be disclosed in this table.
(All amounts are in EUR thousand, unless stated otherwise)
Inventory (continued)
The movement of Group's inventory values (in EUR thousand) consisted of the following:
| End consumer packaged |
Raw mate |
||||||||
|---|---|---|---|---|---|---|---|---|---|
| Wheat | Legumes Mushrooms | Milk | goods | Other | Forage | rials | Total | ||
| Balance as at 31 December 2017 |
3,478 | 4,397 | 144 | - | 45 | 7,060 | 5,073 | 5,350 | 25,547 |
| Purchases | 808 | - | - | - | 1,100 | - | 468 | 17,058 | 19,434 |
| Sales | (5,699) | (4,829) | (24,731) | (9,434) | (1,793) | (6,115) | (94) | (927) | (53,622) |
| Production Consumed in preparation of |
6,488 | 5,576 | 24,691 | 10,043 | 733 | 8,485 | 5,793 | - | 61,809 |
| biological assets (livestock) Consumed in preparation of |
(388) | (288) | - | (494) | - | (803) | (5,376) | - | (7,349) |
| biological assets (crops and mycelium seedbeds) |
(417) | (360) | - | - | - | (434) | - | (14,499) | (15,710) |
| Inventory write-offs | (82) | (66) | - | (115) | - | (642) | (155) | (341) | (1,401) |
| Balance as at 31 December 2018 |
4,188 | 4,430 | 104 | - | 85 | 7,551 | 5,709 | 6,641 | 28,708 |
| Purchases | 28 | 961 | - | - | 918 | 1,159 | - | 6,463 | 9,529 |
| Sales | (3,094) | (2,715) | (11,686) | (4,678) | (1,008) | (2,313) | - | (457) | (25,953) |
| Production | - | - | 11,682 | 4,978 | 102 | 146 | 1,265 | 809 | 18,982 |
| Consumed in preparation of biological assets (livestock) Consumed in preparation of |
(274) | (766) | - | (233) | - | (595) | (2,071) | (2,970) | (6,908) |
| biological assets (crops and mycelium seedbed) |
(79) | (1,241) | - | - | - | (1,263) | - | (5,549) | (8,132) |
| Inventory write-offs | (40) | (28) | - | (63) | (1) | (319) | (113) | (30) | (593) |
| Balance as at 30 June 2019 |
730 | 641 | 100 | 3 | 96 | 4,367 | 4,790 | 4,907 | 15,633 |
As at the balance sheet date Group's receivables and advance payments consisted of the following:
| As at 30 June 2019 |
As at 31 December 2018 |
|
|---|---|---|
| Total trade accounts receivable | 8,793 | 6,411 |
| VAT receivable | 1,356 | 719 |
| Receivables from National Paying Agency | 5,066 | 4,302 |
| Accounts receivable from private individuals | 42 | 68 |
| Other receivables | 106 | 1,097 |
| Advance payments and deferred expenses | 2,355 | 2,042 |
| Less: loss allowance | (68) | (66) |
| Total trade accounts receivable, net | 17,650 | 14,573 |
| Non-current receivables, gross | 6,817 | 5,840 |
| Less: loss allowance | (199) | (199) |
| Total | 24,268 | 20,214 |
Receivables from the National Paying Agency are the direct subsidies receivable for crops and milk, which are due by 30 April of the following year.
(All amounts are in EUR thousand, unless stated otherwise)
The Group's long-term borrowings consisted of the following:
| As at 30 June 2019 |
As at 31 December 2018 |
|
|---|---|---|
| Borrowings from banks | ||
| Mushroom growing companies | 2,968 | 3,949 |
| Agricultural entities | 9,768 | 10,901 |
| Long-term payment to 3rd parties | ||
| Long-term payable to the State | 1,229 | 1,401 |
| Long-term payable to creditors | 5,421 | 5,197 |
| Long-term payable to the investment fund for purchased land | 1,692 | 1,637 |
| Total | 21,078 | 23,085 |
| Less: amounts, payable within one year (according to agreements) | (7,347) | (9,256) |
| Total long-term borrowings | 13,731 | 13,829 |
The Group owes payable amount to the State of EUR 1,229 thousand for land acquisition made by Group in 2008 - 2014. The payable amount to State is over 15-year period.
The long-term borrowings and payables are repayable as follows:
| As at 30 June 2019 |
As at 31 December 2018 |
|
|---|---|---|
| Borrowings from banks | ||
| Within second year | 10,732 | 10,840 |
| Within third and fourth year | 1,963 | 1,968 |
| After fifth year and later | 1,035 | 1,021 |
| Total | 13,731 | 13,829 |
The Group's short-term borrowings were the following:
| As at 30 June 2019 |
As at 31 December 2018 |
|
|---|---|---|
| Borrowings from banks | ||
| Mushroom growing companies | 2,400 | 2,400 |
| Parent company | 22,600 | 18,870 |
| Total short-term borrowings | 25,000 | 21,270 |
Short-term loans from banks include EUR 25,000 thousand (in 2018: EUR 21,270 thousand) credit-line facilities.
The Group's leases consisted of the following:
| As at 30 June 2019 |
As at 31 December 2018 |
||
|---|---|---|---|
| Lease liabilities | |||
| Lease liabilities related to right-of-use assets* | 32,570 | - | |
| Lease liabilities related to other assets** | 10,917 | 11,507 | |
| Total | 43,487 | 11,507 | |
| Less: amounts payable within one year | |||
| Lease liabilities related to right-of-use assets* | 2,010 | - | |
| Lease liabilities related to other assets** | 2,813 | 3,618 | |
| Total | 4,823 | 3,618 | |
| Total long-term leases | 38,664 | 7,889 | |
| * Lease liabilities accounted as operational lease before adoption of IFRS 16. |
** Lease liabilities accounted as financial lease before adoption of IFRS 16.
(All amounts are in EUR thousand, unless stated otherwise)
| a) Sales of agricultural produce | 6-month period ended 30 June 2019 |
6-month period ended 30 June 2018 |
|---|---|---|
| Total revenue of sold agricultural produce, EUR'000 | 8,780 | (7,604) |
| Total cost of sold agricultural produce*, EUR'000 | (9,548) | (7,336) |
| Total inventory write-offs, EUR'000 | (496) | (133) |
* The cost of sold agricultural produce represents the value of crops evaluated at fair values at point of harvest and related sales costs.
| b) Harvest of agricultural produce | 6-month period ended 30 June 2019 |
6-month period ended 30 June 2018 |
|---|---|---|
| Total cultivated land, ha | 38,564 | 38,474 |
| Wheat | 11,503 | 8,854 |
| Legumes | 8,039 | 10,684 |
| Other cash crops | 9,129 | 8,950 |
| Forage Crops | 8,984 | 9,009 |
| Fallow | 910 | 977 |
| Average harvest yield, t/ha | ||
| Wheat | 4.16* | - |
| Legumes | 1.75* | - |
| Other cash crops | 7.69* | - |
| Forage Crops | - | - |
| Total fair value of harvest, EUR'000 | 29,074** | 22,697 |
| Wheat | 10,474 | 5,471 |
| Legumes | 4,429 | 5,346 |
| Other cash crops | 7,986 | 8,371 |
| Forage Crops | 5,171 | 3,130 |
| Fallow | 1,014 | 379 |
| Total production cost of harvest, EUR'000 | (25,780) | (22,697) |
| Wheat | (8,117) | (5,471) |
| Legumes | (4,974) | (5,346) |
| Other cash crops | (6,504) | (8,371) |
| Forage Crops | (5,171) | (3,130) |
| Fallow | (1,014) | (379) |
| Gain (loss) on revaluation of agricultural produce at | ||
| point of harvest, EUR'000* | 3,294 | - |
*Forecasted harvest yield as at 30 June 2019. For more information please see consolidated interim report's section of crop growing segment overview.
**The Group estimated the fair value of crops as at 30 June 2019. For more information please see consolidated interim report's section of crop growing segment overview.
| c) Agricultural subsidies | 6-month period ended 30 June 2019 |
6-month period ended 30 June 2018 |
|---|---|---|
| Direct subsidies, EUR'000 | 2,175 | 2,188 |
| Organic farming subsidies, EUR'000 | 2,103 | 2,119 |
| Total subsidies, EUR'000 | 4,277 | 4,306 |
| Gross profit of crop growing segment per period, | ||
| EUR'000 (a+b+c) | 6,307 | 4,441 |
| Depreciation included in the harvest of agricultural produce, EUR'000 |
2,019 | 1,908 |
(All amounts are in EUR thousand, unless stated otherwise)
| MUSHROOM SEGMENT | 6-month period ended | 6-month period ended |
|---|---|---|
| 30 June 2019 | 30 June 2018 | |
| Total tonnage sold, tons | 6,001 | 6,017 |
| Non-organic mushrooms, tons | 5,562 | 5,578 |
| Organic mushrooms, tons | 439 | 439 |
| Total revenues from mushroom sales, EUR'000 | 12,645 | 11,074 |
| Non-organic mushrooms, EUR'000 | 11,292 | 9,797 |
| Organic mushrooms, EUR'000 | 1,352 | 1,277 |
| Total cost of mushrooms sold, EUR'000 | (11,686) | (10,068) |
| Non-organic mushrooms, EUR'000 | (10,831) | (9,333) |
| Organic mushrooms, EUR'000 | (855) | (735) |
| Total revenues from sales of mushroom seedbed, EUR'000 | 1,158 | 1,268 |
| Total cost from sales of mushroom seedbed, EUR'000 | (1,073) | (1,199) |
| Gross profit of mushroom growing segment, EUR'000 | 1,044 | 1,075 |
| Depreciation included in cost of mushroom sales, EUR'000 | 848 | 912 |
| DAIRY SEGMENT | 6-month period ended 30 June 2019 |
6-month period ended 30 June 2018 |
|---|---|---|
| Total tonnage sold, tons | 13,055 | 12,099 |
| Non-organic milk, tons | 4,611 | 8,075 |
| Organic milk, tons | 8,088 | 3,569 |
| Cattle, tons | 356 | 455 |
| Total revenues of dairy segment, EUR'000 | 5,206 | 4,494 |
| Non-organic milk, EUR'000 | 1,526 | 2,550 |
| Organic milk, EUR'000 | 3,290 | 1,465 |
| Cattle, EUR'000 | 390 | 479 |
| Total cost of dairy segment, EUR'000 | (5,132) | (5,107) |
| Milk, EUR'000 | (4,742) | (4,628) |
| Cattle, EUR'000 | (390) | (479) |
| Revaluation of biological assets, EUR'000 | (1,492) | (944) |
| Total subsidies, EUR'000 | 350 | 344 |
| Gross profit of dairy segment, EUR'000 | (1,068) | (1,213) |
| Depreciation included in cost of dairy segment sales, EUR'000 | 268 | 266 |
| END-CONSUMER PACKAGED GOODS | 6-month period ended 30 June 2019 |
6-month period ended 30 June 2018 |
| Total revenue from end-consumer packaged goods sales, | ||
| EUR'000 | 1,053 | 573 |
| Total cost of sales of end-consumer packaged goods, EUR'000 | (1,008) | (582) |
| Gross profit of sales of end-consumer packaged goods, EUR'000 |
45 | (9) |
| Depreciation included in cost of sales of end-consumer packaged goods, EUR'000 |
- | - |
(All amounts are in EUR thousand, unless stated otherwise)
Operating expenses breakdown by business segments was the following:
| 6-month period ended 30 June | ||
|---|---|---|
| 2019 | 2018 | |
| Operating expenses by mushroom segment, EUR'000 | 639 | 623 |
| Operating expenses of crop growing segment, EUR'000 | 1,065 | 1,113 |
| Operating expenses of dairy segment, EUR'000 | 679 | 710 |
| Centralized operating expenses*, EUR'000 | 2,030 | 765 |
| Total operating expenses of all segments, EUR'000 | 4,413 | 3,211 |
| Depreciation included in operating expenses, EUR'000 | 347 | 350 |
* Including expenses in the first quarter of 2018 related to termination of Arginta Engeneering UAB purchase agreement (EUR 715 thousand) and reversal of impairment of Karakash agro OOO and Karakash OOO property, plant and equipment which had positive effect (EUR 1,828 thousand). Total positive net effect of aforementioned one-offs was EUR 1.1 million.
Operating expenses breakdown by type of expenses was the following:
| 6-month period ended 30 June | ||
|---|---|---|
| 2019 | 2018 | |
| Payroll expenses | 1,682 | 1,552 |
| Social security expenses | 542 | 481 |
| SBP amortization* | 64 | - |
| Fines and late payments** | 157 | 841 |
| Depreciation of property, plant and equipment | 348 | 210 |
| PPE impairment*** | 5 | (1,829) |
| Impairment of accounts receivable | - | - |
| Consultations and business plan preparations | 150 | 317 |
| Insurance and tax expense | 190 | 146 |
| Selling expenses | 311 | 293 |
| Fuel costs | 103 | 53 |
| Real estate registration and notaries | 31 | 94 |
| Rent and utilities | 179 | 173 |
| Transportation costs | 136 | 263 |
| Office administration | 168 | 200 |
| Other expenses | 347 | 417 |
| Total | 4,413 | 3,211 |
* Share-Based Payments expenses – equity-settled expenses related to share options granted per Employee Option Plan. Expenses are recognized evenly per 3-year vesting period. For the details refer to the note 2.
** The Group as at 30 June 2018 accrued all the expenses which needed to be paid due to termination of Arginta Engineering UAB purchase agreement (EUR 715 thousand).
*** Due to the fact that the Group has signed an agreement to sell its subsidiaries Karakash agro OOO and Karakash OOO, the impairments of assets which were done in previous periods were reversed as at 30 June 2018 to meet the assets' value at the moment of the sale which had positive effect (EUR (1,828) thousand).
Other income breakdown by type was the following:
| 6-month period ended 30 June | |||
|---|---|---|---|
| 2019 | 2018 | ||
| Gain (loss) from sale of property, plant and equipment | 34 | (43) | |
| Gain (loss) from sale of subsidiaries | 3 | 162 | |
| Interest and fines income | 222 | 164 | |
| Insurance benefits | 23 | 78 | |
| Other income | 104 | 11 | |
| Total | 386 | 372 | |
(All amounts are in EUR thousand, unless stated otherwise)
Financial expenses breakdown by type was the following:
| 6-month period ended 30 June | ||
|---|---|---|
| 2019 | 2018 | |
| Bank interest expenses | 913 | 748 |
| Leasing and other financial expenses | 347 | 198 |
| Interest expenses (IFRS 16) | 670 | - |
| Currency exchange differences | 10 | - |
| Other financial expenses | 19 | 20 |
| Total | 1,959 | 966 |
On 1 March 2019 AUGA group, AB and Baltic Champs Group, UAB signed Agreement on extension of up to EUR 2 million loan. Final repayment date of the loan 31 December 2019. The loan is provided with no collateral, there is no up-front or similar fees, and with fixed interest rate that meets market conditions. As at 30 June 2019 EUR 0.50 million were disbursed.
The Company informs of all material events over the CNS system of NASDAQ Vilnius and on the ESPI information system which is operated by Polish FSA, as well as on Electronic Information Base which is operated by Warsaw Stock Exchange.
| Date | Announcement header |
|---|---|
| 2019.08.26 | AUGA group will hold an Investor Conference Webinar to introduce unaudited financial results for the 6 months period ended 30 June 2019 |
| 2019.08.26 | AUGA group started selling Lithuanian organic products in United Arab Emirates |
| 2019.06.19 | AUGA group implements a unique governance model |
| 2019.06.17 | Decisions of extraordinary General Meeting of Shareholders of AUGA group, AB which took place on 17 June 2019 |
| 2019.06.05 | Notice on the update of question of the agenda of the extraordinary General Meeting of Shareholders of AUGA group, AB on 17 June 2019 by draft of decision |
| 2019.06.03 | Announcement about investor conference webinar to introduce unaudited financial results for the 3 months period of 2019 |
| 29.05.2019 | AUGA group will hold an Investor Conference Webinar to introduce unaudited financial results for the 3 months of 2019 |
| 24.05.2019 | Notice on Convocation of the extraordinary General Meeting of Shareholders of AUGA group, AB on 17 June 2019 |
| 24.05.2019 | Regarding penalty to board member Linas Strelis and his resignation |
| 30.04.2019 | Decisions of Ordinary General Meeting of Shareholders of AUGA group, AB which took place on 30 April 2019 |
| 19.04.2019 | AUGA group, AB proposed changes to the general manager, management structure and board members |
| 19.04.2019 | Notice on the update of questions of the agenda of the ordinary General Meeting of Shareholders of AUGA group, AB on 30 April 2019 by drafts of decisions |
| 18.04.2019 | AUGA group, AB Notification of transactions by persons discharging managerial responsibilities |
| 11.04.2019 | Notice on the update of questions of the agenda of the ordinary General Meeting of Shareholders of AUGA group, AB on 30 April 2019 by drafts of decisions and related information |
| 08.04.2019 | Notice on Convocation of the ordinary General Meeting of Shareholders of AUGA group, AB on 30 April 2019 and on its draft decisions |
| 01.03.2019 | Announcement about investor conference webinar to introduce unaudited financial results for the 12 months of 2018 |
| 28.02.2019 | Interim information of AUGA group, AB for the 12-month period ended 31 December 2018 |
| 27.02.2019 | AUGA group will hold an Investor Conference Webinar to introduce unaudited financial results for the 12 months of 2018 |
Building tools?
Free accounts include 100 API calls/year for testing.
Have a question? We'll get back to you promptly.