Interim / Quarterly Report • Aug 31, 2018
Interim / Quarterly Report
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PANEVEZIO STATYBOS TRESTAS AB Consolidated Interim Financial Statements and Consolidated Interim Report for the First Half of 2018 (UNAUDITED)
Hereby we confirm that based on the information available to us, the interim financial statements of the Company and the Group provided for the first half of the year 2018 prepared in accordance with the International Financial Reporting Standards are true and show the assets, liabilities, financial position, profit or loss and cash flows of Panevezio statybos trestas AB and Panevezio statybos trestas AB Group in a correct manner, and that the review of business development and performance is indicated correctly in the interim report.
Dalius Gesevicius Managing Director Panevezio statybos trestas AB
mum
Danguole Sirvinskiene Chief Accountant Panevezio statybos trestas AB
AB "Panevėžio statybos trestas"
P. Puzino g. 1, LT-35173 Panevėžys Imonés kodas 147732969 PVM mokėtojo kodas LT477329610 Tel. +370 45 505 503 Faks. +370 45 505 520 EL paštas: [email protected] www.pst.h
AB Luminor Bank
A/s LT694010041200090221 AB SWEDBANK A/s LT947300010000074994
This Consolidated Report for the first half of 2018 covers the period 1 January 2018 through 30 June 2018.
| Public Limited Liability Company Panevezio statybos trestas |
|---|
| 4,741,500 Euros |
| P. Puzino Str. 1, LT-35173 Panevezys, Lithuania |
| $(+37045)$ 505 503 |
| $(+370 45) 505 520$ |
| Public Limited Liability Company |
| 30 October 1993, Panevezys City Board |
| AB 9376 |
| 147732969 |
| LT477329610 |
| 529900O0VPCGEWIDCX35 |
| State Enterprise Centre of Registers |
| $pst(\partial pst.1t)$ |
| www.pst.lt |
The main operation area of the company and its subsidiaries (the Group) is designing and construction of various buildings, structures, equipment and communications and other objects in Lithuania and abroad, sale of building materials and real estate development. Furthermore, the company is engaged in rent of premises and machinery.
To become a well-known company of the construction sector in Europe that uses advanced technologies and guarantees quality as well as agreed work completion terms.
While honestly fulfilling our obligations, developing long-term cooperation and proposing mature solutions in construction, we increase the value to shareholders and develop operation of the company, ensure safe, stable environment to employees, create environment of higher quality to business, society and people.
As of 31 December 2018, the Group of Panevezio statybos trestas AB included the following companies:
| Subsidiary company |
Registration date, register administrator |
Company code |
Registered address |
Telephone, fax, e-mail, website |
Percentage of controlled shares |
|---|---|---|---|---|---|
| Skydmedis UAB |
17 June 1999 State Enterprise Centre of Registers |
148284718 | Pramones Str. 5, Panevezys |
Tel. (+370 45) 467626 Fax (+370 45) 460259 [email protected] www.skydmedis.lt |
100 |
| Metalo meistrai UAB |
16 June 1999 State Enterprise Centre of Registers |
148284860 | Tinklu Str. 7, Panevezys |
Tel.+370 45 460377 Fax. +370 45 585087 [email protected] www.metalomeistrai.lt |
100 |
| Vekada UAB |
16 May 1994 State Enterprise Centre of Registers |
147815824 | Marijonu Str. 36, Panevezys |
Tel. (+370 45) 461311 Fax (+370 45) 461311 [email protected] www.vekada.lt |
95.6 |
| Alinita UAB |
8 December 1997 State Enterprise Centre of Registers |
141619046 | Tinklu Str. 7, Panevezys |
Tel. (+370 45) 467630 Fax (+370 45) 467630 [email protected] www.alinita.lt |
100 |
| Kingsbud Sp.z o.o. |
11 August 2010 District Court in Bialystok, XII Economic Department of National Court |
200380717 | A. Patli Str. 12, 16-400 Suwalki, Poland |
Tel. (+48 875) 655 021 Fax (+48 875) 655 021 [email protected] www.kingsbud.lt |
100 |
| PS Trests SIA |
22 May 2000 Centre of Registers, Republic of Latvia |
40003495365 | Skultes Str. 28, Skulte, Marupes Parish, Riga Region, Latvia |
Tel. +371 29525066 | 100 |
| PST un ARMS PS |
5 October 2016 Centre of Registers, Republic of Latvia |
40203019731 | Rozu Str. 27, Marupe, Marupes Parish, LV-2167 |
Tel.+371 29525066 | 50 |
| Teritorija 000 |
3 June 2013 Kaliningrad Obl. Federal Tax Service Inspection No. 12 |
3528202650 | Lunacharskogo Drive 43-27, Cherepovets, Bologda Obl., Russian Federation |
Tel. +7 9097772202 Fax +7 9217234709 baltevromarketao@ mail.ru [email protected] |
87.5 |
| Ateities projektai UAB |
25 April 2006 State Enterprise Centre of Registers |
300560621 | Verkiu Str. 25C, Vilnius |
Tel. (+370 5) 2102130 Fax (+370 5) 2102131 [email protected] www.psti.lt |
100 |
| Seskines projektai UAB |
9 November 2010 State Enterprise Centre of Registers |
302561768 | Verkiu Str. 25C, Vilnius |
Tel. (+370 5) 2102130 Fax (+370 5) 2102131 [email protected] www.psti.lt |
100 |
| PST investicijos UAB |
23 December 1998 State Enterprise Centre of Registers |
124665689 | Verkiu Str. 25C. Vilnius |
Tel. (+370 5) 2102130 Fax (+370 5) 2102131 [email protected] www.psti.lt |
68 |
Subsidiary company of PST investicijos UAB:
| ISK Baltevromarket ZAO |
13 July 2001 Independent Registration Company AВ |
3906214631 | Rostovskaja Str. 5-7. Kaliningrad, Kaliningrad Obl., Russian Federation |
Tel.+79097772202 baltevromarketao@ mail.ru |
100 |
|---|---|---|---|---|---|
| ------------------------------------- | ------------------------------------------------------------------ | ------------ | ------------------------------------------------------------------------------------- | -------------------------------------------------- | ----- |
In 2013, the Company signed the contract with the Financial Brokerage Company Finasta AB for securities accounting and provision of services related with securities accounting. On 21 December 2015, the Financial Brokerage Company Finasta AB had been rearranged by way of merge with Siauliu bankas AB, which took over all assets, rights and liabilities of the Financial Brokerage Company Finasta AB from the mentioned date.
The ordinary registered shares of Panevezio statybos trestas AB have been on the Official Trading List of Nasdaq Vilnius AB (company symbol PTR1L) since 13 July 2006.
| Share type | Number of shares, | Par value, | Total par value, | Emission code |
|---|---|---|---|---|
| $_{DCS}$ | Euros | Euros | ISIN | |
| Ordinary registered shares (ORS) |
16,350,000 | 0.29 | 4,741,500 | LT0000101446 |
Comparison of PTR1L Panevezio statybos trestas and OMX Vilnius Benchmark GI indexes for the First Half of 2018
Company share price variation at the Stock Exchange Market Nasdaq Vilnius for the First Half of 2018 (Euros)
Table 1. Information on the company share price at the Stock Exchange Market Nasdaq Vilnius $(Euros)$ :
| Last price 30 June 2017 |
Last price 31 Dec. 2017 |
Average share price for I half of 2018 |
Highest price for I half of 2018 |
Lowest price for I half of 2018 |
Last price 30 June 2018 |
|---|---|---|---|---|---|
| 1.05 EUR | 0.916 EUR | 0.911 EUR | $0.99$ EUR | 0.85 EUR | 0.90 EUR |
As of 30 June 2018, the authorised capital of the company amounted to 4,741,500 Euros divided into 16,350,000 ordinary registered shares (ORS) the nominal value of each share being 0.29 Euros. All shares are non-certificated and fully paid. The proof of ownership is the record in the securities accounts.
On 30 June 2018, the total number of shareholders was 1557.
| Full name of a shareholder (company name, type, headquarter address, company code) |
Number of ordinary registered shares held by a shareholder under ownership right (pcs.) |
Percentage of the authorized capital held |
Percentage of votes granted by the shares held under ownership right |
Portion of votes owned by a shareholder along with acting persons |
|---|---|---|---|---|
| Panevezio keliai AB S. Kerbedzio Str. 7, Panevezys Company code: 147710353 |
8,138,932 | 49.78 | 49.78 | |
| Clients of Swedbank AS Liivalaia 8, 15040 Tallinn, Estonia |
1,273,629 | 7.79 | 7.79 | Service Press $-$ |
| Freely negotiable shares | 6,937,439 | 42.43 | 42.43 | --- |
Table 2. The shareholders holding or controlling more than 5 per cents of the authorised capital of the company:
None of the shareholders of the issuer has any special control rights. All shareholders have equal rights prescribed by Section 4 of the Law on Companies of the Republic of Lithuania.
The number of shares carrying votes at the General Meeting of Shareholders of Panevezio statybos trestas AB is 16,350,000.
During the first half of 2018, the turnover of Panevezio statybos trestas AB was 39.2 mln. Euros, that is by 1.6 times more compared to the six months of the year 2017. In the first half of 2018, the company incurred losses in the amount of 0.664 mln. Euros. Referring to the first half of 2017, the losses amounted to 0.6194 mln. Euros.
The comprehensive income of the Group over the same period amounted to 45.6 mln. Euros and, compared to the comprehensive income in the amount of 33.5 mln. Euros over the first half of 2017, increased by 36 per cents. Over the reporting period, the Group incurred losses amounting to 0.879 mln. Euros. Referring to the first half of 2017, the losses of the company amounted to 1.68 mln. Euros.
Over the six months of 2018, EBITDA $-$ earnings before interest and depreciation $-$ of the company was 0.005 mln. Euros (-0.006 mln. Euros over the first half of 2017) for the company and 0.003 mln. Euros (-0.874 mln. Euros over the first half of 2017) for the Group.
In their operation, both the company and the Group face various types of risks:
Information on the types of risks and risk management is provided in the Notes to the Separate Financial Statements for the year ended on 31 December 2017 (Note 4) and the Notes to the Consolidated Financial Statements for the year ended on 31 December 2017 (Note 4).
Table 3. The results of the company and the Group of Panevezio statybos trestas AB for the First Half of 2016 through the First Half of 2018 (thousands Euros):
| Group | Company | |||||
|---|---|---|---|---|---|---|
| I half of 2016 |
I half of 2017 |
I half of 2018 |
Items | I half of 2016 |
I half of 2017 |
I half of 2018 |
| 41,492 | 33,548 | 45,567 | Income | 34,252 | 24,386 | 39,208 |
| 37,323 | 32,562 | 42,475 | Cost | 31,004 | 23,266 | 37,782 |
| 4,169 | 985 | 3,092 | Gross profit | 3,248 | 1,120 | 1,426 |
| 10 | 2.94 | 6.79 | Gross profit margin (per cents) | 9.5 | 4.6 | 3.64 |
| $-706$ | $-2,197$ | 21 | Typical operating result | 1,196 | $-1,122$ | $-676$ |
| $-1.7$ | $-6.5$ | 0.05 | Typical operating result from turnover (per cents) |
3.5 | $-4.6$ | $-1.72$ |
| 4,459 | $-874$ | 3 | Profit before taxes, interest, depreciation and amortization EBITDA |
1,845 | $-6.2$ | 5 |
| 3.5 | $-2.6$ | 0.01 | EBITDA margin (per cents) | 5.4 | $-0.03$ | 0.01 |
| 558 | $-1,681$ | $-879$ | Net profit | 1,431 | $-619$ | $-664$ |
| 1.3 | $-5$ | 1.93 | Nets profit (loss) margin (per cents) |
4.2 | $-2.5$ | $-1.69$ |
| 0.03 | $-0.10$ | $-0.05$ | Profit (loss) per share (Euros) | 0.09 | $-0.04$ | $-0.04$ |
| 1.58 | $-4.81$ | $-2.42$ | Return on equity (per cents)(ROE) Net profit Equity capital |
3.63 | $-1.63$ | $-1.78$ |
| 0.94 | $-3.22$ | $-1.48$ | Return on assets or asset profitability (ROA) Net profit Assets |
2,64 | $-1.28$ | $-1.20$ |
| 1.48 | $-4.49$ | $-2.30$ | Return on investments (ROI) Net profit Assets - Current debt |
3.56 | $-1.59$ | $-1.75$ |
| 2.40 | 3.02 | 2.38 | Current liquidity ratio Current assets Current liabilities |
2.94 | 3.61 | 2.06 |
| 1.93 | 2.34 | 1.74 | Critical liquidity ratio Current assets - Inventories Current liabilities |
2.84 | 3.50 | 1.86 |
| 0.60 | 0.67 | 0.61 | Asset to equity ratio | 0.73 | 0.79 | 0.67 |
| 2.16 | 2.14 | 2.22 | Book value per share | 2.41 | 2.33 | 2.28 |
| 0.42 | 0.49 | 0.41 | Ratio of share price and book $value$ ( $P/BV$ ) |
0.38 | 0.45 | 0.40 |
Income and net profitability variation for the Company:
Income and net profitability variation for the Group:
Table 4. Income (mln. Euros) by operation types
| Group | |||
|---|---|---|---|
| mln Euros | I half of | I half of | I half of |
| 2016 | 2017 | 2018 | |
| Construction works | 37.66 | 29.14 | 40.83 |
| Real estate | 0.34 | ||
| Products produced and other income | 3.49 | 4.41 | 4.74 |
During the first half of 2018, the main income of Panevezio statybos trestas AB by operation types is from building and erection. Over the first half of 2017, the income of the Group from building and construction totalled 89.6 %, income from made products and other income amounted to 10.4 %. Over the first half of 2017, the income of the Group from building and construction totalled 86.9 %, income from made products and other income amounted to 13.1 %.
Table 5. Operating income (mln. Euros) by countries:
| Group | ||||
|---|---|---|---|---|
| mln. Euros | I half of | I half of | I half of | |
| 2016 | 2017 | 2018 | ||
| Lithuania | 36.28 | 26.05 | 38.79 | |
| Russian Federation | 0.77 | 1.23 | ||
| Scandinavian countries | 4.44 | 6.67 | 5.03 | |
| Other countries | 0.83 | 0.52 |
In the first half of 2018 the main activities of Panevezio statybos trestas AB were carried out in Lithuania. The income of the Group from the works performed within the country made 85.1 per cents of the income, in the Scandinavian countries $-11$ per cents. Compared of the first half of 2017, the income within the country made 77.6 per cents of the income, in the Scandinavian countries $-19.8$ per cents.
Quality, environment protection, occupational health and safety play a very important role in activities of Panevezio statybos trestas AB. Quality (ISO 9001), environmental (ISO 14001) and occupational health and safety (OHSAS 18001) management systems introduced and available at the company allow taking proper care of these significant factors. Assessment of occupational risk is carried out, analyses are performed and measures for risk reduction or elimination are taken on each site. For the purposes of environment and resource protection and sustainability, ensuring pollution prevention, in the beginning of each project the environmental plan including specific measures for control of significant aspects of environment protection and activities performed is prepared.
In 2018 the Lithuanian National Accreditation Bureau accredited the Construction Laboratory in accordance with LST EN ISO/IEC 17025:2005 for the period of 5 years, thus granting it the right to perform tests of building materials.
Quality, environmental and occupational health and safety management systems in accordance with the requirements of ISO 9001, ISO 14001 and OHSAS 18001 are also successfully operating in the companies of the Group. The constant aim is to minimize the impact of construction processes on the environment.
Professional, competent and responsible employees are the biggest asset of Panevezio statybos trestas AB. Therefore, much attention is paid to motivation of employees: environment favourable for generation and implementation of new ideas is being created and sharing of information is being promoted. In modern environment, competence of employees is one of the key factors describing competitiveness of the company. Considering this factor, the company encourages employees in all organizational levels to learn and improve their skills on a continuing basis. The employees are motivated not only by material incentives – competitive salaries, progressive bonus system but also by exceptional quality of working environment. As of 30 June 2018, the number of employees in the Group was 1,069, in the company $-780$ .
| Average number of | I half of 2017 I half of 2018 |
|||
|---|---|---|---|---|
| employees | Group | Company | Group | Company |
| Managers | 25 | 13 | 24 | 13 |
| Specialists | 294 | 225 | 316 | 243 |
| Workers | 721 | 519 | 706 | 515 |
| Total | 1.040 | 757 | 1 046 | 771 |
Table 6. Average number of employees for the First Halves of 2017 and 2018:
| PST Group employees |
Pavroll number |
rugner university level education |
Higher non- university education |
Junior college education |
Secondary education |
Incomplete secondary education |
|---|---|---|---|---|---|---|
| Managers | 24 | 22 | ||||
| Specialists | 328 | 260 | 19 | 30 | 19 | 0 |
| Workers | 717 | 30 | 18 | 179 | 429 | 61 |
| Total: | 1,069 | 312 | 37 | 211 | 448 | 61 |
Table 8. Average monthly gross pay per employee (Euros)
$-$
| I half of 2017 | I half of 2018 | |||
|---|---|---|---|---|
| Group | Company | Group | Company | |
| Managers | 3,144 | 4,035 | 3,119 | 3,702 |
| Specialists | 1,235 | 1,210 | 1,299 | 1,295 |
| Workers | 979 | 936 | 923 | 929 |
| Total | 1,179 | 1,172 | 1,123 | 1.143 |
Over the first half of 2018, the natural turnover of employees took place. Employment contracts do not include any special rights and obligations of employees or some part of them.
In 2018, the company also pays much attention to qualification improvement. Training in the company is done in three directions using:
Services of training arranging institutions (external training);
Services of higher education institutions (employee studies).
Based on the decision taken by the Board, Panevezio statybos trestas AB has acquired from PST investicijos UAB (company code 124665689) to the ownership of the company 25,600 (twenty five thousand six hundred) ordinary registered shares, the nominal value of each share being 28.96 Eur (twenty eight Euros, 96 ct), of Ateities projektai UAB, company code 300560621, which make 100 per cents of the authorised capital of Ateities projektai UAB.
Ateities projektai UAB owns a land plot covering the area of 2.3289 ha in Palanga located northwards of the central part of Palanga, in a new developing district - Kunigiskes. This direction is one of the most promising in terms of further expansion possibilities for Palanga. Panevezio statybos trestas AB is planning to develop a real estate project in this land plot.
Over the six months of this year, Panevezio statybos trestas AB has signed a few new contracts:
the company was being successful at the international tender for public procurement of civil construction works, and signed the contract with the joint venture of state owned Lietuvos energija UAB and Fortum Heat Lietuva UAB, Kauno kogeneracine jegaine UAB, for construction of Kaunas Combined Power Plant in Kaunas. Based on the contract, Panevezio statybos trestas AB undertakes to build more than 15 objects and facilities (main and auxiliary buildings of the power plant, utility networks and communications, internal roads, etc.). The value of services to be provided according to the signed contract amounts to 33.6 mln. Eur. The works will be started in the nearest future and completed in autumn 2020.
The judicial panel of the Vilnius Regional Administrative Court, following Articles 84 through 87, 88(1), 132 of the Law on Administrative Proceedings of the Republic of Lithuania, has passed the judgement to dismiss the appeals of Panevezio statybos trestas AB and Irdaiva UAB as unfounded. The judgement may be subject to appeal addressed to the Supreme Administrative Court of Lithuania within one month from the date it has been pronounced.
On 13 June 2018 Panevezio statybos trestas AB has filed an appeal against the judgement of the Vilnius Regional Administrative Court dated 14 May 2018 passed in the administrative case No. eI-1443-1063/2018 on the decision No. 2S-11 (2017) of the Competition Council of the Republic of Lithuania dated 21 December 2017 on Compliance of Actions of Irdaiva UAB and PST AB Related to Joint Bidding at Public Tenders for Purchasing Building Renovation and Modernisation Works with Requirements Stipulated in Article 5 of the Law on Competition of the Republic of Lithuania.
On 15 June 2018 the following board members of Panevezio statybos trestas AB were elected at the Extraordinary Meeting of Shareholders for the 4 year term of Office: Audrius Balcetis, Audrius Butkunas, Vilius Grazys, Justas Jasiunas, Remigijus Juodvirsis. Remigijus Juodviršis was elected as the Chairman of the Board.
The company has the Research and Development Department established. Activity of the department is focused on but not limited to improvement of PST Designing Department results. We are continuously looking for the ways to improve information flows between designers, producers and builders. In today's construction, as in other industries, digital data and information are becoming increasingly important in business processes, and it is therefore vitally important to look for ways to ensure that proper and timely provision of information to any interested parties. Currently, this is one of the key priorities of the department. In the projects that are of stategic importance to the company, the Research and Development Department is directly engaged in business processes (design, construction, production) and by analysing them tries to find the ways how to use the available information in the most effective manner, manage and save it, and in future, as technologies of artificial intelligence develop, use it for analyzing and creating advanced algorithms for planning and implementation of design and construction works.
Since establishment the Research and Development Department created more than 10 different programs and tools for faster, more convenient and standardised information entry and management. The database of the company, which is currently one of the key components in the information system of construction and designing management that is under development, has been created. At present, this information system is being developed in small stages mostly focusing on busines processes of the Designing Department, their digitalisation and optimisation. The environment for working with the main designing tool of the department, Tekla Structures, is fastly improved and standardised, thus eliminating zing with the main office design tool, eliminating common mistakes, optimizing processes, and integrating them into a common information system under development.
Any amendments of the Articles of Association of Panevezio statybos trestas AB are made following the procedure set forth in the laws and regulations of the Republic of Lithuania.
Referring to the Articles of Association of Panevezio statybos trestas AB, the management bodies of the Company are the General Meeting of Shareholders, the Board and the Managing Director. There is no Supervisory Board is formed in the company.
The powers of the General Meeting of Shareholders has no difference from the powers of the General Meeting of Shareholders set forth by the Law on Companies.
The Board of the Company consisting of five persons is elected by the General Meeting of Shareholders for a period not longer than 4 years. At present, the Board of the Company consists of four members. The procedure for election and withdrawal of a member of the Board has no difference from the procedure set forth by the Law on Companies.
The activities of the Board are managed by the Chairman of the Board. The Chairman of the Board is elected by the Board from the members of the Board.
The Board elects and removes from the office the manager of the Company $-$ the Managing Director, fixes his salary, sets other terms of the employment contract, approves his job description, gives incentives and imposes penalties.
The manager of the Company is a single-person management body of the Company who organizes the current economic activities based on the authority granted.
REMIGIJUS JUODVIRSIS - the Chairman of the Board. No membership in the capital of the company. Membership in the activities or capital of the companies below:
| Company | Position | Number of shares |
Capital, % | Votes. % |
|---|---|---|---|---|
| Panevezio keliai AB | Member of the Board | 531,675 | 28.47 | 28.47 |
| Lauktuves jums UAB | Chairman of the Board | 11,069 | 50.15 | 50.15 |
| Pokstas UAB | 111 | 50 | 50 | |
| Klovainiu skalda AB | 470,421 | 8.74 | 8.74 |
| Gustoniu ZUT UAB | Member of the Board | 1.085 | 50.28 | 50.28 |
|---|---|---|---|---|
| PST investicijos UAB | Member of the Board | 16,407 | 3.32 | 3.32 |
| Convestus UAB | 50,000 | 50 | 50 | |
| Alproka UAB | Chairman of the Board | |||
| Kauno tiltai UAB | 492 | 0.31 | 0.31 | |
| Specializuota komplektavimo valdyba AB |
21,490 | 1.07 | 1.07 | |
| Tertius UAB | 704,638 | 80 | 80 |
Term of office: June 2018 through June 2022 Clean record.
AUDRIUS BUTKUNAS – the member of the Board. No membership in the capital of the company. Membership in the capital of the companies below:
| Company | Position | Number of shares |
Capital, % | Votes, % |
|---|---|---|---|---|
| Panevezio keliai AB | Member of the Board/ | |||
| Project Director | 20,010 | 1.18 | 1.18 | |
| PK Road AB | Member of the Board | $\overline{\phantom{0}}$ |
Term of office: June 2018 through June 2022 Clean record.
AUDRIUS BALCETIS – the Member of the Board. Membership in the capital of the companies below:
| Company | Position | Number of shares |
Capital, % | Votes. % |
|---|---|---|---|---|
| Panevezio keliai AB | Member of the Board | $\overline{\phantom{a}}$ | ||
| Panevezio rysiu statyba UAB | Director | 279,507 | 27 | |
| PST investicijos UAB | Member of the Board | $\sim$ |
Term of office: June 2018 through June 2022 Clean record.
VILIUS GRAZYS - the Member of the Board. No membership in the capital of the company. Membership in the activities or capital of the companies below:
| Company | Position | Number of shares |
Capital % | Votes, % |
|---|---|---|---|---|
| Akvalda UAB | 750 | 50 | 50 | |
| Betono apsaugos sistemos UAB | 40 | 40 | 40 | |
| Panevezio keliai AB | Technical Director | 83,058 | 4.45 | 4.45 |
Term of office: June 2018 through June 2022 Clean record.
JUSTAS JASIUNAS – the Member of the Board. No membership in the capital of the company. Membership in the activities or capital of the companies below:
| Company | Position | Number of shares |
Capital, % | Votes.% |
|---|---|---|---|---|
| KINGSBUD SP.ZO.O | Chairman of the Board | r a |
Term of office: June 2018 through June 2022 Clean record.
Following the decision of the General Meeting of Shareholders of Panevezio statybos trestas AB that had taken place on 28 April 2018, the share of profit was paid to the members of the Board of the previous term of office. Such amount of the share of profit is 38,890 Euros.
DALIUS GESEVICIUS- Head of the Company Administration, Managing Director. Holds 38,015 shares of the company. University education (VISI, 1984), Construction Engineering. Master Degree in Management and Business Administration. Clean record.
DANGUOLE SIRVINSKIENE – Chief Accountant of the Company. Holds no shares of the Company. University Education (LZUA. 1983), Accounting - Economics. Clean record.
In the first half of 2017 neither the members of the Board nor the top managers of Panevezio statybos trestas AB were granted loans, given guarantees and sureties, had any property transfers to them.
Following Article 52 of the Law on Audit of the Republic of Lithuania, the General Meeting of Shareholders of Panevezio statybos trestas AB elects the Audit Committee. The Audit Committee consists of three members, one of them being independent. The term of office of the Audit Committee is one year. The continuous term of office of a committee member cannot exceed 12 years.
The duties of the Audit Committee are as follows:
1) to monitor the financial reporting process;
2) to monitor effectiveness of the company's internal control, risk management and internal audit, if applicable, systems;
3) to monitor carrying out of the audit;
4) to monitor independence and objectivity of the auditor or audit company.
The following members were elected to the Audit Committee at the Annual General Meeting of Shareholders of Panevezio statybos trestas AB on 28 April 2018:
Drasutis Liatukas – independent auditor, Head of Finansu auditorius UAB, auditor. Holds no shares of the company.
Irena Kriauciuniene - independent auditor, auditor. Holds no shares of the company. Egle Grabauskiene - Deputy Chief Accountant of Panevezio statybos trestas AB. Holds no shares of the company.
Table 9. Summary of published information from the beginning of 2018 up to the submission date of this report:
| Description of notification | Category of notification | Language | Date |
|---|---|---|---|
| Board Chairman Elected at Panevezio statybos trestas AB |
Notification on material event | Lt, En | 25 June 2018 |
| Resolutions of Extraordinary General Meeting of Shareholders |
General Meeting of Shareholders |
$Lt$ , $En$ | 15 June 2018 |
| Draft Resolutions of Extraordinary General Shareholders' Meeting |
General Meeting of Shareholders |
$Lt$ , $En$ | 14 June 2018 |
| Appeal against Judgement of Vilnius Regional Administrative Court |
Notification on material event | Lt, En | 13 June 2018 |
| Draft Resolutions of Extraordinary General Meeting of Shareholders |
General Meeting of Shareholders |
$Lt$ , $En$ | 25 May 2018 |
| Convening of Extraordinary General Meeting of Shareholders |
Notification on material event | $Lt$ , $En$ | 16 May 2018 |
| Judgement Passed by Vilnius Regional Administrative Court |
Notification on material event | $Lt$ , $En$ | 14 May 2018 |
| Resignation of the member of the Board of Panevezio statybos trestas AB |
Notification on material event | $Lt$ , $En$ | 10 May 2018 |
| Extension of Deadline for Court Judgement |
Notification on material event | $Lt$ , $En$ | 9 May 2018 |
| Panevezio statybos trestas AB Is Going to Build Kaunas Waste to Energy Power Plant in Kaunas |
Notification on material event | $Lt$ , $En$ | 8 May 2018 |
| Annual Information Approved by Annual General Meeting of Shareholders of Panevezio statybos testas AB |
Annual information | $Lt$ , $En$ | 27 April 2018 |
| Resolutions of Annual General Meeting of Shareholders |
General Meeting of Shareholders |
$Lt$ , $En$ | 27 April 2018 |
| Extension of Deadline for Court Judgement |
Notification on material event | $Lt$ , $En$ | 18 April 2018 |
| Draft Resolutions of Annual General Meeting of Shareholders |
General Meeting of Shareholders |
$Lt$ , $En$ | 5 April 2018 |
| Preliminary Performance Results of Panevezio statybos trestas AB and Panevezio statybos trestas Group for twelve months of 2017 |
Notification on material event | $Lt$ , $En$ | 29 March 2018 |
| Convening of Annual General Meeting of Shareholders |
General Meeting of Shareholders |
$Lt$ , $En$ | 27 March 2018 |
| Panevezio statybos trestas AB Will Build Jekabpils Multifunctional Sports Centre in Latvia |
Notification on material event | $L$ t , $En$ | 9 March 2018 |
| Description of notification | Category of notification | Language | Date |
|---|---|---|---|
| Resolution by the Director of the Supervision Service of the Bank of Lithuania |
Notification on material event | $Lt$ , $En$ | 7 March 2018 |
| Panevezio statybos trestas AB Will Build a Complex of Apartment Buildings in Vilnius |
Notification on material event | Lt. En | 2 Feb. 2018 |
| Panevezio statybos trestas AB Has Acquired Shares of Ateities projektai UAB |
Notification on material event | $Lt$ , $En$ | 26 Jan. 2018 |
| Appeal against Decision of Competition Council |
Notification on material event | $Lt$ , $En$ | 10 Jan. 2018 |
All notifications of Panevezio statybos trestas AB to be made public in accordance with the legal requirements are published following the timelines prescribed by the laws and legal acts of the Republic of Lithuania. Information on the material events of the company is presented through the information system of NASDAQ OMX Vilnius Stock Exchange (Globe Newswire) and published on the website of the company.
The Company complies with the procedure of company management set forth by the Law on Companies of the Republic of Lithuania.
The Company partially complies with the Governance Code applicable to the companies that are on the list of the Vilnius Stock Exchange. During the six months of 2018 there were no essential changes related to the company's notification on compliance with the Governance Code for the year 2017 applicable to the companies that are on the list of NASDAQ OMX VILNIUS Stock Exchange.
The annual report of the Company will include the more detailed explanation of how the Company complies with the recommendations of the Governance Code.
| ITEM | First Half of 2018 |
First Half of 2017 |
|---|---|---|
| INCOME | 39,208 | 24,386 |
| COST OF SALES | $-37,782$ | $-23,266$ |
| GROSS PROFIT (LOSS) | 1,426 | 1,120 |
| OPERATING EXPENSES | $-2,102$ | $-2,241$ |
| Sales | $-189$ | $-160$ |
| General and administrative | $-1,913$ | $-2,081$ |
| TYPICAL OPERATING PROFIT (LOSS) | $-676$ | $-1,121$ |
| OTHER ACTIVITIES | 79 | 104 |
| Income | 251 | 287 |
| Costs | $-172$ | $-183$ |
| FINANCIAL AND INVESTMENT ACTIVITIES | 15 | 497 |
| Income | 44 | 514 |
| Costs | $-29$ | $-17$ |
| PROFIT (LOSS) BEFORE TAXATION | $-582$ | $-520$ |
| INCOME TAX | $-82$ | -99 |
| NET PROFIT (LOSS) | $-664$ | $-619$ |
| ITEM | First Half 2018 |
First Half 2017 |
|---|---|---|
| SALES | 45,567 | 33,548 |
| COST OF SALES | 42,475 | 32,563 |
| GROSS PROFIT (LOSS) | 3,092 | 985 |
| OPERATING EXPENSES | 3,071 | 3,183 |
| Sales | 240 | 163 |
| General and administrative | 2,831 | 3,020 |
| TYPICAL OPERATING PROFIT (LOSS) | 21 | $-2,198$ |
| OTHER ACTIVITIES | $-45$ | $\theta$ |
| Income | 160 | 239 |
| Costs | 205 | 239 |
| FINANCIAL AND INVESTMENT ACTIVITIES | $-689$ | 663 |
| Income from company liquidation | $\theta$ | 1,722 |
| Income from other financial activities | 7 | 16 |
| Other financial costs | 696 | 1,075 |
| PROFIT (LOSS) BEFORE TAXATION | $-713$ | $-1,535$ |
| INCOME TAX | 166 | 146 |
| NET PROFIT (LOSS) | $-879$ | $-1,681$ |
| ATTRIBUTABLE TO SHAREHOLDERS | $-641$ | $-1.383$ |
| ATTRIBUTABLE TO MINORITY INTEREST | $-238$ | $-298$ |
| ASSETS | 30 June 2018 | 31 Dec. 2017 |
|---|---|---|
| Non-current assets | 19,619 | 17,322 |
| Intangible assets | 105 | 109 |
| Tangible assets | 6,552 | 6,108 |
| Investment and amounts receivable in one year | 12,962 | 11,050 |
| Deferred tax assets | 55 | |
| Current assets | 35,694 | 38,603 |
| Inventories | 3,462 | 1,527 |
| Prepayments | 500 | 686 |
| Trade receivables | 14,962 | 7,977 |
| Other current assets | 3,112 | 2,980 |
| Cash and cash equivalents | 13,658 | 25,433 |
| TOTAL ASSETS | 55,313 | 55,925 |
| EQUITY AND LIABILITIES | 30 June 2018 | 31 Dec. 2017 |
|---|---|---|
| Equity | 37,228 | 38,872 |
| Share capital | 4,742 | 4,742 |
| Reserves | 1,677 | 1,713 |
| Retained earnings | 30,809 | 32,417 |
| Translation reserve | ||
| Minority share | ||
| Amounts payable and liabilities | 18,085 | 17,053 |
| Amounts payable in one year and non-current liabilities |
741 | 693 |
| Loans and other borrowings | ||
| Warranty provision and others | 714 | 693 |
| Deferred tax liabilities | 27 | |
| Amounts payable in one year and current liabilities |
17,344 | 16,360 |
| Loans and borrowings | ||
| Trade payables | 12,234 | 8,655 |
| Prepayments received | 1,892 | 3,171 |
| Income tax payable | ||
| Other liabilities | 3,218 | 4,534 |
| TOTAL EQUITY AND LIABILITIES: | 55,313 | 55,925 |
| ASSETS | 30 June 2017 | 31 Dec. 2016 |
|---|---|---|
| Non-current assets | 9,076 | 8,390 |
| Intangible assets | 146 | 149 |
| Tangible assets | 7,457 | 7,023 |
| Investment and amounts receivable in one year | 1,411 | 1,097 |
| Deferred tax assets | 62 | 121 |
| Current assets | 50,315 | 51,299 |
| Inventories | 13,569 | 10,934 |
| Advance payments | 760 | 767 |
| Amounts receivable | 16,254 | 9,716 |
| Other current assets | 3,788 | 2,991 |
| Cash and cash equivalents | 15,944 | 26,891 |
| TOTAL ASSETS: | 59,391 | 59,689 |
| EQUITY AND LIABILITIES | 30 June 2017 | 31 Dec. 2016 |
|---|---|---|
| Equity | 36,251 | 37,483 |
| Share capital | 4,742 | 4,742 |
| Reserves | 1,940 | 1,983 |
| Retained earnings | 26,793 | 28,372 |
| Translation reserve | 2,776 | 2,386 |
| Minority interest | 1,082 | 1,145 |
| Amounts payable and liabilities | 22,058 | 21,061 |
| Amounts payable in one year and non-current liabilities |
960 | 942 |
| Loans and borrowings | ||
| Warranty provisions and other | 70 | 54 |
| Deferred tax liabilities | 848 | 857 |
| Other liabilities | 42 | 22 |
| Amounts payable in one year and current liabilities |
21,098 | 20,119 |
| Loans and borrowings | 552 | 639 |
| Trade payables | 13,563 | 10,280 |
| Prepayments received | 2,416 | 3,652 |
| Income tax payable | 74 | 19 |
| Other liabilities | 4,493 | 5,529 |
| TOTAL EQUITY AND LIABILITIES: | 59,391 | 59,689 |
$thon and s. Fame s$
| INOUSANAS EUFOS | |||||
|---|---|---|---|---|---|
| Share capital | tangible asset Non-current revaluation reserve |
reserve Legal |
Retained profit | Total | |
| Balance as of 31 December 2017 Net profit (loss) for 2018 |
4,742 | 1,238 | 475 | 32,417 -664 |
38,872 $-664$ |
| Total comprehensive income Dividends |
-36 | $\overline{\mathcal{E}}$ $-981$ |
-981 | ||
| Balance as of 30 June 2018 | 4,742 | 1.202 | 475 | 30,809 | 37,228 |
| Balance as of 31 December 2016 Net profit (loss) for 2017 Dividends |
4,742 | 1,312 | 475 | 33,212 $-619$ |
$-619$ 39,741 |
| Total comprehensive income | -37 | 37 $-1,063$ |
$\bullet$ $-1,063$ |
||
| Balance as of 30 June 2017 | 4,742 | 1,275 | 475 | 31,567 | 38,059 |
Panevezio statybos trestas AB Interim Financial Statements for Six Months of 2018
Consolidated statement of changes in equity
| f |
|---|
| ï |
22
| First Half of | First Half of | |
|---|---|---|
| 2018 | 2017 | |
| Cash flows from operating activities | ||
| Net profit (loss) | $-664$ | -619 |
| Depreciation and amortization | 572 | 503 |
| Profit (loss) from transfer of non-current assets | $-20$ | |
| Income tax expense | 82 | 99 |
| $-10$ | $-37$ | |
| Change in inventories | $-1,935$ | $-242$ |
| Change in trade receivables | $-6,984$ | 2,283 |
| Change in prepayments | 186 | 104 |
| Change in amounts receivable after one year | $-333$ | $-3$ |
| Change in other assets | $-265$ | $-493$ |
| Change in trade payables | 3,580 | $-3,386$ |
| Change in prepayments received | $-1,279$ | 860 |
| Change in provisions and other liabilities | $-1,285$ | $-1,567$ |
| $-8,325$ | $-2,481$ | |
| Income tax paid | $-5$ | $-253$ |
| Net cash flows from operating activities | $-8,330$ | $-2,734$ |
| Cash flows from investing activities | ||
| Acquisition of non-current assets (excl. investments) | $-1,024$ | $-400$ |
| Disposal of non-current assets (excl. investments) | 13 | 49 |
| Acquisition of long-term investments | $-400$ | 0 |
| Loans granted | $-1,133$ | $-184$ |
| Loans recovered | 90 | 111 |
| Dividends and interest received | 1 | 451 |
| Net cash flows from investing activities | $-2,453$ | 27 |
| Cash flows from financing activities | ||
| Dividends paid | $-976$ | $-1,056$ |
| Proceeds from loans and borrowings | 0 | 0 |
| Loans and borrowings repaid | 0 | $\overline{0}$ |
| Interest paid | $-16$ | $-11$ |
| Net cash flows from financing activities | $-992$ | $-1.067$ |
| Increase (decrease) in net cash flows | $-11.775$ | $-3.774$ |
| Cash and its equivalent at the beginning of the period | 25.433 | 22.410 |
| Cash and its equivalents at the end of the period | 13.658 | 18.636 |
| First Half of | First Half of | |
|---|---|---|
| 2017 | 2016 | |
| Cash flows from operating activities | ||
| Net profit (loss) | $-879$ | $-1,681$ |
| Elimination of other non-cash items: | ||
| Depreciation and amortization | 695 | 631 |
| Other non-cash items | 216 | 178 |
| 32 | $-872$ | |
| Change in inventories | $-1,639$ | $-250$ |
| Change in contracts in progress | $-1,159$ | 0 |
| Change in trade receivables | $-6,537$ | 3,370 |
| Change in prepayments | 7 | $-160$ |
| Change in other assets | $-1,092$ | 183 |
| Change in trade payables | 3,298 | $-2,275$ |
| Change in prepayments received | $-1,236$ | 1,326 |
| Change in provisions and other liabilities | $-976$ | $-1,254$ |
| $-9,302$ | 68 | |
| Elimination of results from financial and investing | ||
| activities | 557 | $-3,202$ |
| Net cash flows from operating activities | ||
| $-8,745$ | $-3,134$ | |
| Cash flows from investing activities | ||
| Acquisition of non-current assets (excl. investments) | $-1,119$ | $-472$ |
| Disposal of non-current assets (excl. investments) | 11 | 48 |
| Loans granted | $-20$ | 0 |
| Loans recovered | 1 | 11 |
| Dividends and interest received | 4 | 1 |
| Net cash flows from investing activities | $-1,123$ | $-412$ |
| Cash flows from financial activities | ||
| Dividends paid | $-976$ | $-1.061$ |
| Proceeds from loans and borrowings | 0 | 0 |
| Loans and borrowings repaid | -77 | 0 |
| Payment of finance lease liabilities | -5. | -8 |
| Interest paid | $-21$ | $-12$ |
| Net cash flows from financing activities | $-1,079$ | $-1,081$ |
| Increase (decrease) in net cash flows | $-10,947$ | $-4,627$ |
| Cash and cash equivalents in the beginning of the period | 26,891 | 25,382 |
| Cash and cash equivalents at the end of the period | 15,944 | 20,755 |
Panevezio statybos trestas AB (hereinafter "the Company") was established in 1957 and for a long time was known as the North Lithuania Construction Trust (Siaures Lietuvos statybos trestas). In 1991, the Company was registered as a State Company. On 30 October 1993, the State Company was reorganized to a Public Limited Liability Company. Company code 147732969, VAT code LT477329610. Registration certificate No. 013732 issued on 27 September 2004 by the State Register Centre Panevezys Branch.
The Company comprises the following branches: Gerbusta, Pastatu apdaila, Genranga, Konstrukcija, Betonas, Stogas and Klaipstata. The Company has its permanent establishments in Latvia and the Kingdom of Sweden. Financial year of the Company is calendar year. The period of commercial-economic operation of the Company is unlimited.
The main operations of the Company and its subsidiaries (hereinafter "the Group") is designing and construction of various buildings, structures, facilities, communications and other similar objects in Lithuania and abroad, real estate development.
The figures in the interim financial statement are presented in Euros.
Separate and consolidated financial statements were prepared according to the International standard of Financial Accounting applicable in the European Union.
The same accounting principles were applicable to both - the interim financial statement and the annual financial statement.
The following currency rates (amount of currency for 1 Euro) were used when preparing the interim financial statement:
| Currency | 30 June 2018 | 30 June 2017 |
|---|---|---|
| 1 RUB | 73.1582 | 67.3005 |
| 1 SEK | 10.453 | 9.7215 |
| 1 PL N | 4.3732 | 4.2489 |
Subsidiary companies are the companies controlled by the parent company. Such control is defined as a capability to a company to have determinant effect on other company, manage and influence financial and economic activities to get benefit from that company. For the purposes of control assessment the total available number of shareholder votes at the General Meeting of Shareholders is considered. The financial statements of subsidiary companies are included into the Consolidated Financial Statement from the day of control gain and are excluded from the day of control loss. During consolidation of financial statement the income and expenses, amounts receivable and payable and unrealized results of the Company Group are eliminated.
As the income, profit and assets of the Company and the Group in the segments do not exceed 10 or more per cents of all operating segments, following the requirements of item 13 in the IFRS 8. operating and geographical segments of the Group are not provided.
Over the first half 2018 the investments of the Group in acquisition of non-current assets amounted to 1.119 thousands Euros. Panevezio statybos trestas AB acquired non-current assets for 1.024 thousands Euros. During the first half of 2018 the costs related to depreciation and amortization of assets of the Group amounted to 695 thousands Euros, including 572 thousands Euros accounted for in the Financial Statements of Panevezio statybos trestas AB.
In 2018 construction of the office building has been started by Seskines projektai UAB, which incressed the Group equity by 1,011 thousand Euros.
As of 30 June 2018, the Group had loans amounting to 622 thousand Euros, including 541 thousand Euros as long-term credits of PST investiciios UAB Group.
As of 30 June 2017, the guarantees of the liabilities of Panevezio statybos trestas AB Group issued by credit institutions and insurance companies amounted to 18,700 thousand Euros, including 18,455 thousand Euros for guarantees related to performance of contracts and obligations by Panevezio statybos trestas AB and issued by the Lithuanian credit institutions and insurance companies.
There were no significant transactions made with any associated parties.
The Annual General Meeting of Shareholders of Panevezio statybos trestas AB that took place on 27 April 2018 made the decision to pay dividends for the year 2017 in the amount of 981 thousand Euros. As of 30 June 2018, the dividends in the amount of 976 thousand Euros have been paid, which makes 99.4 % of the amount payable.
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