Quarterly Report • Aug 30, 2017
Quarterly Report
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$\mathbf I$
| Confirmation of Responsible Persons | $\overline{2}$ |
|---|---|
| Group details | 3 |
| Consolidated statement of financial position | 4 |
| Consolidated income statement | 5 |
| Consolidated statement of comprehensive income | 6 |
| Consolidated statement of changes in equity | $\tau$ |
| Consolidated statement of cash flows | 10 |
| Notes to the consolidated financial statements | 12 |
| Vilkyškių pieninė AB Consolidated interim report for the 6 months of the year 2017 | 20 |
Following the Article No. 22 of the Law on Securities of the Republic of Lithuania and Rules on Preparation and Submission of Periodic and Additional Information of the Lithuanian Securities Commission, we Gintaras Bertasius, General Director of Vilkyskiu pienine AB and Vilija Milaseviciute, Economic and Finance Director of Vilkyskiu pienine AB hereby confirm that, unaudited interim consolidated financial statements for the six months of 2017, prepared in accordance with International Financial Reporting Standarts of the European Union, give a true and fair view of the assets, liabilities, financial position and profit or loss and cash flows of Vilkyskiu pienine AB group. We confirm that review of business development and results is correctly indicated in the consolidated financial statements.
$1s$ General Director Gintaras Bertasius PUBL nd Finance Director Vilija Milaseviciute
The financial statements were approved and signed by the Management on 30 August 2017.
Telephone: +370 441 55330
Fax: +370 441 55242
Group code: 277160980
Registered office: LT-99254 Lukosaicio str. 14 Vilkyskiai, Pagegiai municipality, Lithuania
Gintaras Bertasius (Chairman) Sigitas Trijonis Rimantas Jancevicius Vilija Milaseviciutė Andrej Cyba Linas Strelis
Gintaras Bertasius, General Director Vaidotas Juskys, Chief Operation Officer Sigitas Trijonis, Technical Director Rimantas Jancevicius, Raw materials Purchasing Director Arvydas Zaranka, Production Director Vilija Milaseviciutė, Economics and Finance Director Rita Juodikienė, Management and Quality Director
Banks SEB bank, AB Swedbank, AB Nordea Bank, AB OP Corporate Bank Lithuania Branch
ł.
| Thousand EUR | Note | 30 06 2017 | 31 12 2016 |
|---|---|---|---|
| Assets | |||
| Property, plant and equipment | 52,114 | 49,065 | |
| Intangible assets | 6,989 | 7,020 | |
| Long-term receivables | 5 | 375 | 342 |
| Non-current assets | 59,478 | 56,427 | |
| Inventories | 6 | 7,015 | 10,373 |
| Trade and other receivables | 7 | 11,662 | 6,968 |
| Prepayments | 8 | 525 | 365 |
| Cash and cash equivalents | 9 | 95 | 229 |
| Current assets | 19,297 | 17,935 | |
| Total assets | 78,775 | 74,362 | |
| Equity | |||
| Share capital | 10 | 3,463 | 3,463 |
| Share premium | 3,301 | 3,301 | |
| Reserves | 5,119 | 5,129 | |
| Retained earnings | 19,434 | 16,977 | |
| Total equity attributable to | |||
| the shareholders of the Group | 31,317 | 28,870 | |
| Non-controlling interest | 46 | 45 | |
| Total equity | 31,363 | 28,915 | |
| Liabilities Interest-bearing loans and lease |
|||
| liabilities | 21,678 | 21,611 | |
| Derivative financial instruments | 14 | 87 | 154 |
| Government grants | 12 | 2,768 | 2,942 |
| Deferred tax liabilities | 1,312 | 820 | |
| Non-current liabilities | 25,845 | 25,527 | |
| Interest-bearing loans and lease | |||
| liabilities | 8,735 | 8,697 | |
| Current tax liabilities | 71 | ||
| Derivative financial instruments | 14 | 87 | 83 |
| Trade and other payables | 13 | 12,745 | 11,069 |
| Current liabilities | 21,567 | 19,920 | |
| Total liabilities | 47,412 | 45,447 | |
| Total equity and liabilities | 78,775 | 74,362 | |
| Thousand EUR | Note | 01 01 2017- 30 06 2017 |
01 01 2016- 30 06 2016 |
01 04 2017- 30 06 2017 |
01 04 2016- 30 06 2016 |
|---|---|---|---|---|---|
| Revenue | $\mathbf{1}$ | 56,870 | 37,557 | 29,052 | 20,843 |
| Cost of sales | 1 | $-48,864$ | $-34,904$ | $-23,935$ | $-19,087$ |
| Gross profit | 1 | 8,006 | 2,653 | 5,117 | 1,756 |
| Other operating income Distribution expenses Administrative expenses Other operating costs |
133 $-1,938$ $-1,544$ $-76$ |
130 $-2,063$ $-1,205$ $-93$ |
69 $-1,021$ $-860$ $-15$ |
70 $-1,070$ $-612$ $-52$ |
|
| Result from operating activities |
4,581 | $-578$ | 3,290 | 92 | |
| Finance income Finance costs |
22 $-295$ |
5 $-398$ |
13 $-184$ |
3 $-238$ |
|
| Net finance expense | $-273$ | $-393$ | $-171$ | $-235$ | |
| Profit before income tax | 4,308 | $-971$ | 3,119 | $-143$ | |
| Income tax expense | $-490$ | 435 | $-343$ | 172 | |
| Net Profit for period | 3,818 | $-536$ | 2,776 | 29 | |
| Attributable to: Shareholders of the Group Non-controlling interest |
3,817 1 |
$-536$ $\boldsymbol{0}$ |
2,775 | 29 $\boldsymbol{0}$ |
|
| Net Profit for period | 3,818 | $-536$ | 2,776 | 29 | |
| Basic earnings per share (EUR) |
$\overline{2}$ | 0.32 | $-0.04$ | 0.23 | $\pmb{0}$ |
| Thousand EUR | Note | 01 01 2017- 30 06 2017 |
01 01 2016- 30 06 2016 |
01 04 2017- 30 06 2017 |
01 04 2016- 30 06 2016 |
|---|---|---|---|---|---|
| Net Profit for period | 3,818 | $-536$ | 2,776 | 29 | |
| Other comprehensive income Change in fair value of hedging |
|||||
| instruments Effect of income tax |
63 | 48 | 57 | 57 | |
| Other comprehensive income | |||||
| for period, net of income tax | 63 | 48 | 57 | 57 | |
| Total comprehensive income | 3,881 | $-488$ | 2,833 | 86 | |
| Attributable to: | |||||
| Shareholders of the Group | 3,880 | $-488$ | 2,832 | 86 | |
| Non-controlling interest | 0 | $\bf{0}$ | |||
| Total comprehensive income | 3,881 | $-488$ | 2,833 | 86 |
| Equity attributable to shareholders of the Group | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Thousand EUR | Note | Share capital |
Share premium |
Revalu- ation reserve |
Hedging reserve |
For acquisition of own shares |
Legal reserve |
Retained earnings |
Total | Non- controlling interest |
Total equity |
| Balance at 1 January 2016 | 3,463 | 3,301 | 2,667 | $-364$ | 2,508 | 346 | 12,366 | 24,287 | 46 | 24,333 | |
| Comprehensive income for the period Profit for the period |
$-536$ | $-536$ | $\mathbf{0}$ | $-536$ | |||||||
| Other comprehensive income Allocated from reserves Formation of reserve for derivative financial instruments |
$-80$ | 80 | |||||||||
| Total other | 48 | 48 | 48 | ||||||||
| comprehensive income | ٠ | $-80$ | 48 | $\blacksquare$ | ٠ | 80 | 48 | 48 | |||
| Total comprehensive income for the period |
$-80$ | 48 | $-456$ | $-488$ | $\overline{0}$ | $-488$ | |||||
| Contributions by and distributions to owners: Transfers to the reserve for own shares |
|||||||||||
| Dividends | |||||||||||
| Total contributions by and distributions to owners |
|||||||||||
| Changes in the Group without losing control Other changes in the Group |
|||||||||||
| Total contributions by and | $-3$ | -3 | |||||||||
| distributions to owners Balance at 30 June 2016 |
10 | 3,463 | 3,301 | 2,587 | $-316$ | 2,508 | 346 | 11,910 | 23,799 | $-3$ 43 |
$-3$ 23,842 |
(continued)
| Equity attributable to shareholders of the Group | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Thousand EUR | Note | Share capital |
Share premium |
Revalu- ation reserve |
Hedging reserve |
For acquisition of own shares |
Legal reserve |
Retained earnings |
Total | Non- controllir. interest |
Total equity |
| Balance at 1 July 2016 | 3,463 | 3,301 | 2,587 | $-316$ | 2,508 | 346 | 11,910 | 23,799 | 43 | 23,842 | |
| Comprehensive income for the period Profit for the period Other comprehensive |
4,994 | 4,994 | 4,994 | ||||||||
| income Allocated from reserves Increase of revaluation |
$-75$ | 75 | |||||||||
| ۰ | 79 | $\cdot$ | 79 | 79 | |||||||
| Total other comprehensive income |
٠ | $-75$ | 79 | 75 | 79 | 79 | |||||
| Total comprehensive income for the period |
$-75$ | 79 | 5,069 | 5,073 | 5,073 | ||||||
| Contributions by and distributions to owners: |
|||||||||||
| Dividends Total contributions by |
|||||||||||
| and distributions to owners |
|||||||||||
| Changes in the Group without losing control Changes in non-controllin interest due to the sale of |
|||||||||||
| shares Total contributions by |
$-2$ | $-2$ | $\overline{2}$ | ||||||||
| and distributions to owners |
$\overline{\phantom{a}}$ | $-2$ | $-2$ | ||||||||
| Balance at 31 December 2016 |
10 | 3,463 | 3,301 | 2,512 | $-237$ | 2,508 | 346 | 16,977 | 28,870 | 45 | 28,915 |
(continued)
ă.
| Equity attributable to shareholders of the Group | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Thousand EUR | Note | Share capital |
Share premium |
Revalu-ation Hedging reserve |
reserve | For acquisition of own shares |
Legal reserve |
Retained earnings |
Total | Non- controlling interest |
Total equity |
| Balance at 1 January 2017 |
3,463 | 3,301 | 2,512 | $-237$ | 2,508 | 346 | 16,977 | 28,870 | 45 | 28,915 | |
| Comprehensive income for the period Profit for the period |
3,817 | 3,817 | 1 | 3,818 | |||||||
| Allocated from reserves | $-73$ | 73 | |||||||||
| Formation of reserve for derivative financial instruments |
63 | ||||||||||
| Total other | 63 | 63 | |||||||||
| comprehensive income | $-73$ | 63 | 73 | 63 | 63 | ||||||
| Total comprehensive income for the period |
|||||||||||
| $-73$ | 63 | 3,890 | 3,880 | $\mathbf{1}$ | 3,881 | ||||||
| Contributions by and distributions to owners: Allocation to legal reserve Allocation to reserve for |
|||||||||||
| acquisition of own | |||||||||||
| shares Dividends |
|||||||||||
| Total contributions by | $-1,433$ | $-1,433$ | $-1,433$ | ||||||||
| and distributions to owners Changes in the Group without losing control Changes in non-controllin |
$-1,433$ | $-1,433$ | $-1,433$ | ||||||||
| interest due to the sale of shares |
|||||||||||
| Total contributions by and distributions to owners |
|||||||||||
| Balance at 30 June 2017 | 10 | 3,463 | 3,301 | 2,439 | $-174$ | 2,508 | 346 | 19,434 | 31,317 | 46 | 31,363 |
| Thousand EUR | Note | 01 01 2017- 30 06 2017 |
01 01 2016- 30 06 2016 |
|---|---|---|---|
| Cash flows from operating activities | |||
| Profit for the year Adjustments: |
3,818 | $-536$ | |
| Depreciation of property, plant and equipment | 3 | 1,510 | 1,526 |
| Amortization of intangible assets | $\overline{4}$ | 41 | 37 |
| Amortization and write down of grants | 12 | $-219$ | $-200$ |
| Profit (loss) from disposal of property, plant and equipment |
$-4$ | 2 | |
| Income tax expense | 490 | $-435$ | |
| Interest expenses, net | 273 | 391 | |
| 5,909 | 785 | ||
| Change in inventories | 3,358 | 306 | |
| Change in long-term receivables | $-33$ | 22 | |
| Change in trade and other receivables and | |||
| prepayments | $-4,849$ | 328 | |
| Change in trade and other payables | 1,190 | 628 | |
| 5,575 | 2,069 | ||
| Paid interest | $-400$ | $-352$ | |
| Paid profit tax | $-69$ | $-8$ | |
| Other financial charges | $-31$ | $-75$ | |
| Net cash from operating activities | 5,075 | 1,634 | |
| Cash flows from investing activities | |||
| Acquisition of plant and equipment | $-3,675$ | $-10,678$ | |
| Acquisition of intangible assets | $-10$ | $-29$ | |
| Proceeds from sale of plant and equipment | 49 | 1 | |
| Acquisition of the subsidiary's shares | $-3$ | ||
| Loans granted | |||
| Loans repaid | |||
| Interest received | |||
| Net cash flows used in investing activities | |||
| $-3,636$ | $-10,709$ |
| 01 01 2017- | 01 01 2016- |
|---|---|
| 30 06 2017 | 30 06 2016 |
| 2,079 | 19,037 |
| $-2,708$ | $-9,951$ |
| $-989$ | $-41$ |
| 45 | 25 |
| $-1,573$ | 9,070 |
| $-134$ | -5 |
| 229 | 154 |
| 95 | 149 |
The Group (hereinafter $-$ the Group) consists of the following companies:
Vilkyškių pieninė AB was established in 1993. The Company does not have any branches or representative offices.
Vilkyškių pieninė AB is a Lithuanian Company listed on AB Nasdaq OMX Vilnius Stock Exchange. As at 30 June 2017 the Company's shares were owned by the following shareholders:
| Nominal value | Total value | |
|---|---|---|
| Shares | in EUR | in EUR |
| 6,067,206 | 0.29 | 1,759,490 |
| 2,035,729 | 0.29 | 590,361 |
| 3,840,065 | 0.29 | 1,113,619 |
| 11,943,000 | 0.29 | 3,463,470 |
Gintaras Bertasius and persons related to him are ultimate controlling parties of the Company.
The Parent Company is engaged in production and sales of different types of cheese. Also, it produces and sells whey, raw milk and cream.
Operations are carried out in the main production buildings, located in Vilkyskiai, Pagegiai region. The Parent Company also has milk distribution center in Erzvilkas, Jurbarkas district.
The Parent Company has a subsidiary Modest AB, which is engaged in milk processing and production of dairy products. The Company holds 99.7% voting rights of the subsidiary. Modest AB produces fermented cheese "Mozzarella", melted cheese and other cheese products, processes of whey.
The Parent Company has also a subsidiary Kelmės pieninė AB, which is engaged in milk processing and production of dairy products. The Company holds 100% voting rights of Kelmės pieninė AB. Kelmės Pieninė AB specializes in production of fresh dairy products.
The Parent Company also has a subsidiary Pieno Logistika AB. Its registered capital is 107 thousand EUR and main activity is lease for buildings. Vilkyškių pieninė AB holds 58.74% voting rights of the subsidiary.
At 30 June 2017 the Group had 954 employees (31 December 2016 - 957).
These are interim consolidated financial statements (hereinafter - financial statements or consolidated financial statements) of Vilkyškiu pieninė AB Group, which have been prepared in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union.
The interim condensed consolidated financial statements have been prepared in accordance with IAS 34 Interim Financial Reporting.
The interim consolidated financial statements are unaudited.
Financial statements are prepared on the historical cost basis except for:
The financial statements are presented in thousands EUR (tEUR). Euro (EUR) is the functional currency of the Group.
Transactions in foreign currencies are translated into EUR at the foreign currency exchange rate ruling at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies at the statement of financial position date are translated into EUR at the exchange rate ruling at that date. All transactions made in foreign currencies have been translated to EUR in accordance with the provisions of the Law on Bookkeeping, applying the exchange rete ruling at the date of the transaction.
Foreign currency exchange differences arising on translation are recognized in the income statement.
Non-monetary assets and liabilities denominated in foreign currencies that are stated at fair value are translated into EUR at foreign exchange rates ruling at the dates the values were determined.
Subsidiaries are entities controlled by the Parent Company. Control exists when the Parent Company has the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities. In assessing control, potential voting rights that presently are exercisable (due to financial instruments potentially convertible into shares) are taken into account. The financial statements of subsidiaries are included in the Group consolidated financial statements from the date that control commences until the date that control ceases.
Intra-group balances, and any unrealized income and expenses arising from intra-group transactions, are eliminated in preparing the consolidated financial statements.
The accounting policies adopted in the preparation of the interim consolidated financial statements are consistent with those followed in the preparation of the consolidated annual financial statements for the year 2016. There have been no other significant IFRS changes that could have impact on financial statements of the Group.
A detailed description of the accounting policies presented in the consolidated financial statements for the year ended 2016 December 31.
The Group has several reportable segments, as presented below.
Reportable segments are different product groups, which are managed separately because they require different technology and marketing strategies. For each of the product groups, the General Director reviews internal management reports on at least a monthly basis.
The following summary describes the products in each of the Group's reportable segments:
Segments results on 30 June 2017 were as follows:
| Thousand EUR | Cheese and cheese products |
Fresh dairy products |
Other products | Total |
|---|---|---|---|---|
| Sales | 27,451 | 9.257 | 20,162 | 56,870 |
| Cost of sales | $-26,744$ | $-8,943$ | $-13.177$ | -48,864 |
| Gross profit | 707 | 314 | 6.985 | 8,006 |
Segments results on 30 June 2016 were as follows:
| Thousand EUR | Cheese and cheese products |
Fresh dairy products |
Other products | Total |
|---|---|---|---|---|
| Sales | 17.983 | 10,947 | 8,627 | 37,557 |
| Cost of sales | $-18,662$ | $-8,575$ | $-7,667$ | $-34.904$ |
| Gross profit | $-679$ | 2,372 | 960 | 2,653 |
| Thousand EUR | 30 06 2017 | 30 06 2016 |
|---|---|---|
| Lithuania European Union, except Lithuania |
12,491 34,878 |
14,729 17,555 |
| Other countries | 9,501 | 5,273 |
| 56,870 | 37,557 |
| 01 01 2017 $-30062017$ |
01 01 2016 $-30062016$ |
|
|---|---|---|
| Number of issued shares calculated based on weighted average method, in thousand units Net profit, attributable to ordinary shareholders of the Parent |
11,943 | 11,943 |
| Company, in thousand EUR | 3,818 | $-536$ |
| Profit (loss) per share, in EUR | 0.32 | $-0.04$ |
Depreciation is recognized in production, distribution, administrative and other operating expenses of profit (loss) statement.
On 30 June 2017 depreciation amounted to 1,510 thousand EUR (on 30 June $2016 - 1,526$ thousand EUR).
Amortization is calculated in administrative expenses of profit (loss) statement.
On 30 June 2017 amortization amounted to 41 thousand EUR (on 30 June 2016 - 37 thousand EUR)
| 5 | Non-current receivables | ||
|---|---|---|---|
| Thousand EUR | 30 06 2017 | 30 06 2016 | |
| Financial instruments | |||
| Loans granted to related parties $(b)$ | 102 | 102 | |
| Non-current receivables from farmers (c) | 88 | 52 | |
| Other non-current receivables | |||
| 190 | 157 | ||
| Non-financial assets | |||
| Prepayments to related parties (a) | 185 | 185 | |
| 375 | 342 |
(a) A prepayment (185 thousand EUR) is made to a related company ŪKB Šilgaliai. Prepayment shall be fully covered until 31 December 2019. The outstanding balance of the prepayment bears an administrative fee.
(b) The loan (102 thousand EUR) issued to a related party ŪKB Šilgaliai, matures on 31 December 2019. The outstanding balance of the loan bears a fixed interest rate.
(c) Non-current receivables from farmers include prepayments to farmers for milk. The outstanding balance of the prepayments bears an administrative fee.
| Thousand EUR | 30 06 2017 | 31 12 2016 |
|---|---|---|
| Finished production | 4,960 | 8,193 |
| 4,960 | 8,193 | |
| Raw materials | 53 | 62 |
| Other auxiliary materials | 1,816 | 1,891 |
| Production in progress | 186 | 227 |
| Goods for re-sale | ||
| 7,015 | 10,373 |
Raw materials comprise raw milk and other materials used in production.
As at 30 June 2016, the inventories with the carrying amount was 4,048 million EUR (31 December 2016 up to 4,048 million EUR) have been pledged to financial institutions.
| Thousand EUR | 30 06 2017 | 31 12 2016 |
|---|---|---|
| Trade receivables | 7,607 | 5,039 |
| Impairment losses | -97 | $-97$ |
| Loans issued to related parties, including calculated interest |
101 | 101 |
| Other receivable | 53 | 73 |
| Financial assets | 7,664 | 5,116 |
| Taxes receivable (excluding income tax) | 3,998 | 1,852 |
| Total trade and other receivables | 11,662 | 6,968 |
Receivable taxes mainly comprise receivable VAT
Trade and other receivable amounts are interest free and their settlement term is up to 30 days.
Receivable amount (101 thousand EUR) is made to a related company ŪKB Šilgaliai. This amount consists of the amount of interest receivable on the loan and the administration fee for advance payments.
Receivables from customers (at least 81 thousand. Eur) is pledged to AB Nordea. On the 30th of June 2017 pledged receivable amount was 72 thousand. Eur (31 December 2016 it was 156 thousand EUR).
| 338 | 181 |
|---|---|
| 187 | 184 |
| 525 | 365 |
(a) Prepayments include advance payments to entities for goods and services and to farmers for milk.
| Thousand EUR | 30 06 2017 | 31 12 2016 |
|---|---|---|
| Cash at bank | 73 | 209 |
| Cash in bank | つつ | 20 |
| 95 | 220 |
Cash inflows in the bank accounts are pledged to secure bank loans.
Authorized capital of the Parent Company as at 30 June 2017 comprised 11,943,000 ordinary shares at par value of 0.29 EUR each. All shares are fully paid.
According to the Law on Companies, holders of ordinary shares have at the shareholders meeting one voting right for one share and the right to dividends, which are declared from time to time, and to participate in capital on a winding up...
During the first half of this year, credit line and overdraft periods were extended at SEB Bank.
| Thousand EUR | 30 06 2017 | 31 12 2016 |
|---|---|---|
| Carrying amount at the beginning of the period | 2,942 | 3,134 |
| Grants received | 45 | 206 |
| Amortization charge recognized in the income statement under cost of sales and other activity expenses * |
$-219$ | $-398$ |
| Carrying amount at the end of the period | 2,768 | 2,942 |
*Depreciation and write-off of grants was 200 thousand Eur in 30 June 2016.
During the first half of 2017 the Group received 44 thousand EUR from Lithuanian Environmental Investment Fund (LAAIF).
| Thousand EUR | ||
|---|---|---|
| -- | -------------- | -- |
| 30 06 2017 | 31 12 2016 | |
|---|---|---|
| Financial instruments | ||
| Trade payables | 8,563 | 7,846 |
| Trade payables to related parties | 10 | |
| Other payable amounts | 585 | 116 |
| 9,158 | 7,966 | |
| Non-financial instruments | ||
| Employment related liabilities (a) | 1,584 | 1,453 |
| Prepayments received | 1,548 | 1,556 |
| Payable dividends | 451 | 74 |
| Accrued costs | 4 | 20 |
| 3,587 | 3,103 | |
| 12,745 | 11,069 | |
(a) Obligations relating to an employment relationship consist of salaries, fees payable and holiday reserves
| Thousand EUR | 30 06 2017 | 31 12 2016 |
|---|---|---|
| Interest rate swap transaction to hedge against cash | ||
| flow fluctuations (non-current part) | -87 | 154 |
| Interest rate swap transaction to hedge against cash | ||
| flow fluctuations (current part) | 87 | 83 |
| 174 | 237 |
18
Derivatives in 2017 June 30 Are carried at fair value. The Company has entered into an interest rate swap with SEB Bank AB and has set a constant interest rate.
No significant events have occurred.
The report has been prepared for 6 months of the year 2017.
| Name of Issuer | AB Vilkyškių pieninė (hereinafter – Company or Issuer) |
|---|---|
| Legal Form | Public limited company (Lith. Akcinė bendrovė) |
| Date and place of registration | 18 May 1993, Taurage Division of VI Registry centras |
| Date and place of re-registration | 30 December 2005, Taurage Division of VI Registry centras |
| Head office address | P.Lukošaičio str. 14, Vilkyškiai, LT-99254, Pagegiai municipality |
| Registration No. | 060018 |
| Company Register Code | 277160980 |
| Telephone | +370 441 55330 |
| Fax | $+37044155242$ |
| [email protected] | |
| Website | http://www.vilkyskiu.lt |
Name of subsidiary Legal form Date of registration Date of re-registration Registration No. Company register code Head office Telephone Fax E-mail Website
Name of subsidiary Legal form Date of registration Date of re-registration Head office Registration No. Company register code Telephone Fax E-mail Website
AB Modest (hereinafter - AB Modest) Public limited company 25 March 1992 31 December 2009, Taurage Division of VI Registrų centras 017745 121313693 Gaurės str. 23, LT-72340 Tauragė +370 446 72693 +370 446 72734 [email protected] http://www.vilkyskiu.lt
AB Kelmės pieninė (hereinafter - AB Kelmės pieninė) Public limited company 3 August 1993, Šiauliai Division of VĮ Registrų centras 4 July 2007 (issue of new registration certificate) Raseinių str. 2, LT-86160 Kelmė 110109 162403450 +370 427 61246 +370 427 61235 [email protected] http://www.vilkyskiu.lt
| Name of subsidiary | AB Pieno logistika (hereinafter – AB Pieno logistika) |
|---|---|
| Legal form | Public limited company |
| Data and place of registration | 10 December 2013, Šiauliai Division of VI Registry centras |
| Head office | Pagojo str. 1, Pagojo village., Kelmės discrict. |
| Company register code | 303203457 |
| Telephone | +370 427 61246 |
| Fax | +370 427 61235 |
| [email protected] | |
| Website | http://www.vilkyskiu.lt |
The main business activity of the Vilkyškių pieninė AB Group of companies is production and sale of dairy products.
Dairy operation and cheese production (EVRK 10.51)
The main business activity of Vilkyškių pieninė AB is production and sale of fermented cheese, cream and whey products.
Subsidiary company Modest AB makes fermented mozzarella cheese, blue cheese and other cheese products.
Subsidiary company Kelmės pieninė AB makes fresh dairy products: milk, kefir, yogurts, cottage cheese, chocolate-glazed cottage cheese bars and butter.
Subsidiary company Pieno logistika AB mainly engages in the lease of buildings.
Vilkyškių pieninė AB has an underwriting agreement with FMI Orion Securities UAB brokerage (address A. Tumėno str. 4, B korp., LT-01109, Vilnius) on the accounting of Vilkyškių pieninė AB, Kelmės pieninė AB an Modest AB shareholders and services associated with the accounting of the Company's securities. FMI Finasta AB brokerage manages shareholder accounts for Pieno logistika AB.
The name of securities: Vilkyškių pieninė AB common registered shares. The number of securities issued: 11,943,000 units. Share face value: EUR 0.29 per share.
The Company's issue is included in the Official List of AB NASDAQ OMX Vilnius. The ISIN code of the securities: LT0000127508, Ticker symbol: VLP1L.
The Company's shares have been listed since 17 May 2006.
The securities of the subsidiary companies are not publicly traded.
Vilkyškių pieninė AB produces a wide range of delicious dairy products made to original recipes, many of them winning accolades at various international trade fairs. We are proudly continuing the long-standing traditions of cheese production that originated in the picturesque valleys of western Lithuania. The lush flood-meadows of the Nemunas River inspire us to create and share what nature has so generously bestowed on us.
Our mission is to make gourmet dairy products for people to enjoy.
Quality – we make high-quality dairy products and keep to the highest standards.
Innovation – we constantly strive to surprise our customers with new products by introducing original tastes and flavours. We keep investing in new technologies and are expanding our range of products. We find joy in the creative process and in sharing what we create — that is how new traditions are born.
Competence – in the hands of our dairy masters, ordinary dairy products turn into exceptional and original ones, setting the standard for the rest.
Honesty – we are open and trustworthy. We cherish the confidence and respect of our customers. Timetested relationships with our partners and the professionalism of our people make the foundation of our business.
On 8 May 2000, the Company received a license to export its products to the European Union member states. The Company operates a HACCP quality management system.
The Group is wholly committed to the quality of its products, customer satisfaction and compliance with food safety regulations. Vilkyškių pieninė AB has obtained certification of its Quality Management and Food Safety systems under the international standard ISO 22000:2005. This standard set a number of rules that ensure stable and safe production processes. The system covers every process from raw material supplies to customer satisfaction surveys, all performed in line with the organization's policies.
The Quality Management and Food Safety systems are subject to continuous monitoring, review and improvements with a view to maintaining the high quality of the Company's products. The continual search for improvements and adherence to the top food safety standards has enabled the Company to start certification under ISO 22000:2005/FSSC 22000, a stricter version of the same standard. This certification scheme is part of the Global Food Safety Initiative (GFSI) and is equivalent to such internationally recognised standards as BRC and IFS.
Having operated in accordance with ISO 22000:2005/FSSC 22000 standards since 2013, Kelmės pieninė AB has also enlarged the scope of certification to include the handling and processing of all products. At the last ISO 22000:2005 standard follow-up audit, Vilkyškių pieninė AB received a very favourable evaluation, stressing its good preparedness for the installation of the higher-level certification scheme.
In 2015, Modest AB was awarded the certifictes of International food safety standards ISO 22000:2005 and FSSC 22000 for all its products. The standards shall be valid for 3 years, and are subject to annual reviews.
In 2015 the laboratory operating at the company Modest AB owned by Vilkyškių pieninė AB has been supplied with modern equipment FOOS FoodScan LAB Dairy. The equipment includes a near infrared analyser that helps to perform analysis of the required parameters more accurately and quickly, which allows improving product quality and yield and optimising costs.
The modern laboratory equipment also offers new information management and analysis opportunities. On 2015 this has enabled the laboratory of Vilkyškių pieninė AB to launch a project on document digitisation and transfer to the electronic environment. This project is very important for the activities of both the laboratory as a corporate structural unit and the whole group of Vilkyškių pieninė AB. The project has improved the procedure of product traceability and ensured quality control of laboratory test results.
For the purpose of entering Islamic markets and having our products appreciated by buyers, the production process of Vilkyškių pieninė AB and Modest AB has been certified according to the requirements of the Halal rules. A Halal certificate was issued on 30 January 2015. Halal products are associated with product safety, healthiness, quality and ecology. Therefore, these products are frequently consumed by people of other confessions as well.
In March of 2017, Modest AB has successfully extended the Halal Certificate. Validations until February 28 of 2018.
In 26-28 April 2017, the successful second-level supervisory audit for maintaining standards of FSSC $22000 + ISO 22000:2005 + ISO/TS 22002-1$ has been successfully completed.
Vilkyškių pieninė AB Group's human resources policy is focused on an effective cooperation of all employees to reach the organisational goals. Aiming to retain the professional advancement and loyalty of employees, great attention is being paid toimprovement of qualifications, training, safety and healthcare of the employees. In order to attract new qualified workforce, the Group intensively cooperates with institutions of higher education and constantly improves the selection process. Presentations of professional information and career planning, excursions to factories are organized for this purpose.
In order to promote the team spirit, the Group has adopted a number of traditions. Each working day starts with a general discussion of staff at the cup of coffee. Employees are congratulated on their birthdays. Each year the staff celebrates the company's birthday, Christmas, organizes education trips. Various achievements and smaller events are announced in the intranet.
In early 2010, using EU financial support, Vilkyškių pieninė AB set up a day care service, which was completely free of charge for the parents. After public funding ended in 2013, AB Vilkyškių pieninė took over the financial burden and retains the free day care service for its employees. While the employees are occupied at work, their children are engaged in pre-school training. It is planned to organize contests of Vilkyškių pieninė AB logo pictures and/or poems about the dairy and its products.
Many employees travel to work from neighbouring towns and districts (Pagėgiai, Jurbarkas, Tauragė), the Company offers them free transport to work and back home.
Occupational safety and health is another key priority for the Group. Every year, employees are offered free health checkups and flu vaccination. It is planned to introduce common health and envigorating exercises to be performed at the working place.
One of AB Vilkyškių pieninė Group companies - Kelmės pieninė AB has the status of a social enterprise. The aim of the company is social influence by involving employees of specific groups for supply of goods to a market in an ordinary an innovative manner. Approximately 40 percent of its staff are people with disabilities. The company creates all conditions to maximise their vocational potential. Lectures, excursions, festivals, etc. are organized for the employees.
On May 18 of 2017, Vilkyškių pieninė AB mentioned the 24th birthday. On this occasion, students of Vilkyškiu J. Bobrovskis Gymnasium organized event, in which they presented recited poems about dairy, paintings and other handmade works. Now, the walls of Vilkyškių pieninė AB are decorated with them.
We seek to be an active member of the community, to contribute to more active social life in our county and to strengthen mutual relationship and communication. There is a shortage of cultural and educational events in regions; therefore, we do our best to promote the dissemination of culture in our region, and first of all we take care of people living close tous.
Based on the European Parliament and Council IPPC Directive 2008/1/EC, Vilkyškių pieninė AB is attributable to the Annex I installations and is required to have an IPPC permit. The Company obtained its first IPPC permit from the Klaipėda Regional Environmental Protection Department on 10 August 2004, which was renewed on 28 December 2012. The first IPPC permit was issued to Kelmes pienine AB on 28 December 2005 by the Šiauliai Regional Environmental Protection Department. The permit has been extended seven times, with the last extension on 10 April 2013. Modest AB IPPC permin was last updated on 17 February 2011. The Company has implemented the best available techniques (BAT), and its running costs and emissions are in line with the prescribed EU levels.
Vilkyškių pieninė AB Group has an environmental protection policy aimed at reducing the environmental impact of its operations, ensuring integrated pollution prevention measures, minimising the use of resources and waste generation, so that its operations do not affect air, water and soil. Vilkyškių pieninė AB performs regular environmental impact assessments.
Based on the existing legal requirements, programes have been put in place to monitor the impact of the Company's water source and fuel storage on underground waters and to monitor air emissions and wastewaters
In 2015 the Company finished modernization of its wastewater treatment plant in order to boost treatment efficacy. This is being done in line with the main national strategies and legal acts on wastewater treatment: the Baltic Marine Environment Protection Strategy, the Lithuanian Law on Water Bodies, the National Long-Term Development Strategy and the National Sustainable Development Strategy.
Production wastewater is treated at the Company's own combined biomechanical treatment facility. The resulting sludge is given to local waste managers and is used as fertiliser in agriculture. Wastewater treatment efficacy has been estimated to be in the till 99 percent range. Kelmės pieninė AB and Modest AB do not have their own wastewater treatment facilities and deliver their waste to Kelmė and Tauragė municipal treatment plants.
| 6 months of 2017 | 6 months of 2016 | |
|---|---|---|
| Revenue (EUR tho) | 56,870 | 37,557 |
| EBITDA (EUR tho) | 5,913 | 785 |
| EBITDA margin, pct | 10.4 | 2.1 |
| Operating profit (EUR tho) | 4,581 | $-578$ |
| Operating profit margin, pct | 8.1 | $-1.5$ |
| Profit before tax (EUR tho) | 4,308 | $-971$ |
| Profit before tax margin, pct | 7.6 | $-2.6$ |
| Net profit | 3,818 | $-536$ |
| Profit margin, pct | 6.7 | $-1.4$ |
| Earnings per share (EUR) | 0.32 | $-0.04$ |
| Number of shares (units, tho) | 11,943 | 11,943 |
Key financial consolidated indicators of Vilkyškių pieninė AB Group:
At first half of 2017, sales came to EUR 56.9m, (51.4 percent more than in 6 months of 2016). At reporting period EBITDA was EUR 5.9m (7.5 times more than in previous year same period). EBITDA margin was 10.4 percent in 6 months of 2017, compared with 2.1 percent in 6 months of 2016). Operating profit (EBIT) was EUR 4.6m at reportomg period (8 times more than in previous year same period). Operating profit (EBIT) margin was 8.1 percent (in 6 months of 2016 EBIT margin reached only -1.5 percent). At first half of 2017 net profit was $3.8m$ EUR (8 times more comparing with the same period of 2016).
Key financial ratios of Vilkyškių pieninė AB.
| 6 months of 2017 | 6 months of 2016 | |
|---|---|---|
| Return on equity (ROE), pct | 12.2 | $-2.2$ |
| Return on assets (ROA), pct | 4.8 | $-0.8$ |
| Debt ratio | 0.60 | 0.66 |
| Deb/equity ratio | 1.51 | 1.94 |
| Quick liquidity ratio | 0.89 | 0.70 |
| Asset turnover ratio | 0.72 | 0.54 |
| Capital-to-assets ratio | 0.40 | 0.34 |
In 6 months of 2017, assets totaled EUR 78.8m, 6 percent more than in 2016.
In 6 months of 2017, fixed assets grew by 5 pct due to acquisition of real estate, equipment and installations and totaled EUR 59.5m.
In 6 months of 2017, equity was EUR 31.3m, 8.5 percent more than December 31 of 2016 (EUR 28.9m.).
| 6 months of 2017 | 6 months of 2016 | |
|---|---|---|
| Fermented cheese | 8,914 | 8,044 |
| Cream | 7,893 | 6,369 |
| Whey products | 38,948 | 23,418 |
| Cream | 693 | 1,173 |
| Yogurt products | 2,082 | 2,502 |
| Cottage cheese products | 1,499 | 2,013 |
In 6 months of 2017, a total of 8,914 tonnes of cheese was produced, 11 percent more than in 6 months of 2016. Cream production grew up by 24 percent against the previous year. Whey production grew up by 66 percent.
| 6 months of 2017 | 6 months of 2016 | |
|---|---|---|
| Raw milk, tonnes | 119,982 | 114,747 |
| Cost of raw milk, EUR tho | 30.672 | 19,747 |
| Raw milk price, EUR/t | 0.256 | 0.172 |
In 6 months of 2017, a total of 120 tho tonnes of milk was purchased, and increase by 4,6 percent as compared with 6 months of 2016. Meanwhile, the price of raw milk rised 49 percent from the same period previous year.
| 6 months of 2017 | Income, $\%$ | 6 months of 2016 | Income, $\%$ | ||
|---|---|---|---|---|---|
| European Union | 34,878 | 61% | 17,555 | 47% | |
| Lithuania | 12,491 | 22% | 14.729 | 39% | |
| Other countries | 9.501 | 17% | 5,273 | 14% | |
| Total revenue | 56,870 | 100% | 37,557 | 100% |
During the first half of 2017, sale income rised by 51,4% compared to the first half of 2016. Sale income in the Lithuanian market fell by 15% and exports grew up 2 times. In 6 months of 2017, export generated 78% of the entire turnover of Vilkyškių Pieninė AB Group.
Most products were sold in European Union states. The majority of exports consisted of cream, whey product and cheese sales. In the structure for exports to EU countries, grew volume in Poland and Germany. New market of Denmark was discovered. In the structure for exports to other countries the greatest sales growth was seen in the Israel, Kazakhstan, Albania. New market of China was discovered and the market of United Arab Emyrates rediscovered.
| 6 months of 2017 | 6 months of 2016 | |
|---|---|---|
| Fermented cheese, EUR tho | 27,452 | 17,692 |
| Cream, EUR tho | 16,423 | 6,895 |
| Whey products, EUR tho | 3,325 | 1,426 |
| Cream, EUR tho | 1,021 | 1,468 |
| Yogurt products, EUR tho | 2,087 | 2,347 |
| Cottage cheese products, EUR tho | 4,019 | 4,589 |
| Other sales, EUR tho | 2,543 | 3,140 |
| Total revenue | 56,870 | 37,557 |
Marketing department is responsible to develop new products and implement branding and marketing strategies. The first priority was to strengthen its domestic presence, so investments were made into brand identity and unique value propositions to Lithuanian consumers. The Group achieved quick sales growth and acceptance on the local market by consistently expanding its range of fresh dairy products, high quality, original product flavours and unique packaging.
Vilkyškių pieninė AB Group's strategy to invest in innovative exclusive products has enabled the Company to deliver on its brand promise and continue surprising consumers with wider choices, new products, new taste sensations and new ways to enjoy dairy products, at the same time contributing to the brand's positions on the market.
The Company's branded and originally packaged products with great value propositions also have strong potential on export markets, which the Company is targeting with its "Vilvi" trademark.
In February, the company traditionally participated in the international exhibition in Dubai, Gulfood 2017, in the United Arab Emirates. At the exhibition hosted meetings with current and future customers, several new contracts were signed.
On April 21, Vilkyškių pieninė AB has been declared as the Lithuanian investor of the year 2016. The title has been gained for investing to the whey drying factory in Taurage, allocating 26 million eur to investments and creating new work places in region.
On April 6-9 "GymON" products were presented at the international sports exhibition in Germany, Franfurt - FIBO.
On May 17 - 19 Vilkyškių pieninė AB participated in the largest Asian food exhibition in Shanghai "SIAL China 2017"
On June 25-27, New York Summer Fancy Food Show, the largest food industry exhibition in North America, was held in New York. During the exhibition, Vilkyškių pieninė AB introduced cheeses for the American market, had meetings with new possible customers.
The Group operates in the business of dairy processing (production of fermented cheese). The main factors that may pose business risks for the Company are possible changes on the raw material and product markets, competition, as well as changes in the legal, political, technological and social environment. These may affect – whether directly or indirectly – the Group's cash flows and results
The Company specialises in cheese production, with most of its revenue coming from the sale of matured cheese and cheese products. Consequently, the Company's sales, profit and overall financial standing may be affected by negative changes in the cheese market demand or pricing (market risks). Meanwhile, price pressure may originate from competition on the international and local cheese markets.
The production of matured cheese is a lengthy process that may last between one and three months. As a result, the Company may be unable to respond quickly to market changes, which may tell upon its cash flows and bottom line.
The Group's credit risks are associated with accounts receivable. The risk of breach of contract by business partners is subject to certain control procedures. In 2016, the Company obtained credit insurance for its overseas customers with the insurer Euler Hermes in one year period. The risk of each client is assessed individually.
Credit risk associated with cash in banks is limited, as the Company works only with Lithuania's largest banks (mainly AB SEB Bankas). On 30 June 2017, the Company's debt-to-assets ratio was 0.60. The balance of outstanding loans on 30 June 2017 was EUR 30.4m. All loans are denominated in euro and are being repaid under the established schedule, without any delays. The interest on all largest loans is linked to the EUR LIBOR rate. In 2013, interest rate swaps for the amount of EUR 3.9m were concluded for a period of five years.
Vilkyškių pieninė AB estimates that it has a 17-percent share of the Lithuanian market for cheese, i.e. it is in fourth place behind competitors Rokiškio sūris AB, Pieno žvaigždės AB and Žemaitijos pienas AB.
On foreign markets, Vilkyškių pieninė AB has to compete against local manufacturers, who have the advantage of lower transportation costs. However, Vilkyškių pieninė AB is trying to compensate for this disadvantage by offering a range of higher value-added cheese products.
In January, Vilkyškių pieninė AB started export to the Chinese market. Mozzarella cheese, which is produced in the company, is the first cheese made in Lithuania and exported to China.
Vilkyškiu pieninė AB Group's Share Capital:
| Type of share | Number of share | Share face value |
Total face value, EUR |
Type of share, EUR |
|---|---|---|---|---|
| Vilkyškių pieninė AB | Common registered shares |
11,943,000 | 0.29 | 3,463,470 |
| Kelmės pieninė AB | Common registered shares |
2,457,070 | 0.29 | 712,550 |
| Modest AB | Common registered shares |
5,617,118 | 0.29 | 1,628,964 |
| Pieno logistika AB | Common registered shares |
371,333 | 0.29 | 107,687 |
The Company does not hold it's own shares.
Shareholders have these non-proprietary rights:
to attend and vote in general meetings of shareholders;
to receive information about the Company as set out in Article 18 (1) of the Law on Public Companies;
to lodge a claim in a court of law for compensation of damages caused to the Company through inaction or inappropriate actions of the Company's director, also in other cases set out by the law;
other non-proprietary rights stipulated by legal acts.
Shareholders have the following proprietary rights:
to receive a share of the Company's profit (dividend);
to receive a share of the assets of the Company in liquidation;
to be granted shares free of charge where the Company's share capital is increased from its own capital, save exceptions set out by the Law on Public Companies;
to have priority to buy new shares and share options in the Company, except for cases where a general meeting of shareholder has legitimately voted to revoke this right for all;
to transfer all or part of their shares to other persons, using a procedure set out in the Law on Public Companies;
other proprietary rights granted by the law.
None of the Company's shareholders has any special control rights. The rights of all shareholders are equal. One common registered share grants one vote in a general meeting of shareholders.
There are no restrictions on the transfer of securities.
The total number of shareholders of Vilkyškių pieninė AB on 30 June 2017 was 839. The following are the major shareholders, who own more than 5 percent of the Issuer's stock:
| Shareholder | Number of shares held, units |
Percent of share capital, pct |
Share of votes at shareholder meetings, pct |
|---|---|---|---|
| Gintaras Bertašius | 6,067,206 | 51% | 51% |
| Multi Asset Selection Fund | 2,035,729 | 17% | 17% |
| Minority shareholders | 3,840,065 | 32% | 32% |
| Total stock | 11,943,000 | 100% | 100% |
| Shareholder | Number of shares held, units |
Percent of share capital, pct |
Share of votes at shareholder meetings, pct |
|
|---|---|---|---|---|
| Vilkyškių pieninė AB | 2,457,070 | 100% | $100\%$ | |
| Total stock | 2,457,070 | 100% | 100% |
| Total stock | 5,617,118 | 100% | 100% |
|---|---|---|---|
| Minority shareholders | 15,841 | $0.3\%$ | $0.3\%$ |
| Vilkyškių pieninė AB | 5,601,277 | 99.7% | 99.7% |
| Shareholder | Number of shares held, units |
Percent of share capital, pct |
Share of votes at shareholder meetings, pct |
| Shareholder | Number of shares held, units |
Percent of share capital, pct |
Share of votes at shareholder meetings, pct |
|---|---|---|---|
| Vilkyškių pieninė AB | 209,112 | 56.3% | 56.3% |
| Minority shareholders | 162,221 | 43.7% | 43.7% |
| Total stock | 371,333 | 100% | 100% |
The Company is not aware of any direct agreements between shareholders that might result in restrictions on the transfer of securities and/or on voting rights.
The change of price of Vilkyškių pieninė AB shares and trade volume in June $2016 -$ June $2017$ .
Vilkyškiu pieninė AB approved a dividend policy in 2012. The following is an extract from that dividend policy:
The Law on Public Companies of the Republic of Lithuania stipulates that the dividend constitutes a share of profit payable to a shareholder in proportion to the face value of the stock held by the shareholder.
The Company's shareholders cannot vote to pay a dividend at a general meeting of shareholders, if 1) the Company is insolvent 2) the distributed result for the fiscal year ended is negative 3) the Company's equity is smaller than the sum of its authorised capital and reserves, or in cases where it would become smaller following a dividend payout.
The Company's board shall submit to the General Meeting of Shareholders an amount of dividend based on the audited net profit result for the fiscal year ended.
If the Company has been profitable, the Company's board shall allocate a certain part of revenue for dividend as set out in Clause 2.6, reinvesting the rest of the revenue so as to increase the Company's capitalisation.
The Company shall pay dividend in cash.
The Company's board should establish the amount of dividend after taking into account the consolidated net profit of the Company for the year ended. The dividend amount must be not less than 25 percent of the consolidated net profit of the Company for the year ended, but not larger than the Company's annual consolidated net profit
The Company reserves the right to diverge from the criteria for the amount of dividend, provided it gives reasons for such divergence.
Vilkyškių pieninė AB dividend payments in the past 5 years:
| Dividend | 2013 (for 2012) |
2014 (for 2013) |
2015 (for 2014) |
2016 (for 2015) |
2017 (for 2016) |
|---|---|---|---|---|---|
| Dividend (EUR) | 726,376 | 1,037,680 | 836,010 | 1,433,160 | |
| Dividend per share (EUR) | 0.06 | 0.09 | 0.07 | 0.12 | |
| Number of shares | 11,943,000 | 11,943,000 | 11,943,000 | 11.943.000 | 11,943,000 |
Kelmės pieninė AB dividend payments in the past 5 years:
| Dividend | 2013 (for $2012$ ) |
2014 (for $2013$ ) |
2015 for 2014 |
2016 (for 2015) |
2017 (for 2016) |
|---|---|---|---|---|---|
| Dividend (EUR) | 4,269,700 | 2,419,497 | 3.489,039 | 3,931,312 | 2,285,075 |
| Dividend per share (EUR) | 1.74 | 0.98 | 1.42 | 1.60 | 0.93 |
| Number of shares | 2,457,070 | 2,457,070 | 2,457,070 | 2,457,070 | 2,457,070 |
Modest AB and Pieno logistika $AB$ did not pay any dividend in the last five years.
On 30th of June 2017 the number of employees working for the Group of Vilkyškių pieninė AB amounted to 954.
| Number of | Education | Average | ||||
|---|---|---|---|---|---|---|
| Employee category | employees | higher | vocational | secondary | secondary incomplete |
monthly salary (EUR) |
| Managers | 3,255 | |||||
| Specialists | 302 | 131 | 92 | 76 | 869 | |
| Workers | 641 | 22 | 188 | 369 | 62 | 546 |
| 954 | 161 | 283 | 445 | 65 | 673 |
On 30th of June 2016 the number of employees working for the Group of Vilkyškių pieninė AB amounted to 988.
| Number of | Education | Average | ||||
|---|---|---|---|---|---|---|
| Employee category | employees | higher | vocational | secondary | secondary incomplete |
monthly salary (EUR) |
| Managers | 2,846 | |||||
| Specialists | 238 | l 4 I | 76 | 41 | 839 | |
| Workers | 739 | 34 | 231 | 388 | 25 | 546 |
| 988 | 183 | 310 | 429 | 25 | 651 |
Employees work on the basis of labour contracts, while their rights and duties are set out in their job descriptions. Employees do not have any special rights or duties, and all work is organized in compliance with the Labour Code of the Republic of Lithuania.
The general meeting of shareholders has given rights the Company's Board to conduct acquisition of the Company's own shares. The Board was authorized to purchase up to 10 percent of own stock, organize the purchasing process, establish the procedure, timing, numbers and prices for the purchase and sale of own shares, and to conduct all the necessary actions in compliance with the Law on Public Companies.
According to the Articles of Association of Vilkyškių pieninė AB, the Company's governing bodies are the General Meeting of Shareholders, the Board and the Chief Executive Officer. No supervisory council is set up. The Board of the Company represents the shareholders and performs oversight and control functions. The decisions taken by the General Meeting of Shareholders, where they concern issues falling within the remit of the General Meeting of Shareholders as specified in the Articles of Association, are binding to all shareholders, the Board, the CEO and other employees of the Company.
Board members are elected for a term of four years. The Chairman of the Board is elected for a tenure of four years by the Board from among its own members. Members of the Board are elected by a General Meeting of Shareholders in accordance with the Law on Public Companies.
The Board sets up two committees – Audit Committee and Salaries Committee – each consisting of three members.
The Board elects and dismisses the Chief Executive Officer. The CEO is the head of the Company. The head of the Company is a single governing body in charge of organizing the current business operations of the Company.
Under the Articles of association of Kelmes pienine AB and Modest AB, both companies are governed by a general meeting of shareholders, the Board and CEO.
Amendments to the group's Articles of Association can be adopted at a General Meeting of Shareholders. Decisions on changes to the Articles are considered adopted, if approved by two-thirds of shareholder votes.
In the course of 6 months of 2016, a total of 6. Board meetings were held, with the required quorum present at each of them. The Board approved the 12-month financial accounts for 2016, the 2016 annual financial statements and annual report; it also called an ordinary meeting of shareholders, offered the distribution of the 2016 profit for an ordinary meeting of shareholders, and proposed the procedure of treasury stock purchase.
Kelmės pieninė AB and Modest AB old their board meetings regularly to discuss issues within the remit of the board of directors.
Gintaras Bertašius (born1964) – a Board Chairman since 30 January 2006, re-elected for a four-year term on 25 April 2014, CEO of Vilkyškių pieninė AB. Has a higher education diploma in mechanical engineering. Membership in other companies' governing bodies: a shareholder of ŪKB Šilgaliai, board chairman of Modest AB, board chairman of Kelmės pieninė AB. On 30 June 2017, he held 6,067,206 shares of Vilkyškių pieninė AB, 50.8 percent of the stock and voting rights.
Sigitas Trijonis (born1964) - a Board Member since 30 January 2006, re-elected for a four-year term on 25 April 2014, Chief Technology Officer of Vilkyškių pieninė AB. Has a higher education degree in mechanical engineering. As of 30 June 2017, he held 425,607 shares of Vilkyškių pieninė AB, 3.6 percent of the stock and voting rights. Has no seats in other companies' governing bodies.
Rimantas Jancevičius (born 1962) – a Board Member since 30 January 2006, re-elected for a four-year term on 25 April 2014, Chief Purchasing Officer at Vilkyškių pieninė AB. Has a college diploma as livestock engineer. As of 30 June 2017, he held 286,563 shares of Vilkyškių pieninė AB, 2.4 percent of the stock and voting rights. Has no seats in other companies' governing bodies.
Vilija Milaševičiutė (born 1965) – a Board Member since 30 April 2009, re-elected for a four-year term on 25 April 2014. Has higher education in finance and credit. Chief Economics and Financial Officer of Vilkyškių pieninė AB. Membership in other companies' governing bodies: A board member of Modest AB and Kelmės pieninė AB. As of 30 June 2017, she held 7,813 shares of Vilkyškių pieninė AB, 0.07 percent of the stock and voting rights. Has no seats in other companies' governing bodies.
Linas Strelis (born 1968) – a Board Member since 7 March 2008, re-elected for a four-year term on 25 April 2014. Has higher education. Director of LS Capital UAB and Biglis UAB, council chairman of Association of Social Enterprises (Socialiniu imoniu asociacija), board member of Agrowill AB. As of 30 June 2017, did not have any shares in Vilkyškių pieninė AB.
Andrej Cyba (born 1983) - a Board Member since 7 March 2008, re-elected for a four-year term on 25 April 2014. Has a higher degree in business administration and management. CEO of GPI UAB, GP2 UAB and Piola UAB. CEO and board member of Finasta Asset Management. Director of the Financial Markets Authority and board memeber in bank Finasta AB. The deputy of CEO and board memeber in Finasta Holding AB. Member of the Supervisory Board at AS "Pirmais atklātais pensiju fonds" and IPAS Finasta Asset Management. Member of the Supervisory Board of AS F Capital. As of 30 June 2017, did not have any shares in Vilkyškių pieninė AB.
Gintaras Bertašius (born1964) – CEO and Chairman of the Board. Works at the Company since 1993. Has a higher education diploma as mechanical engineer. Membership in other companies' governing bodies: a shareholder of UKB Šilgaliai, board chairman of Modest AB, board chairman of Kelmes pienine AB. On 30 June 2017, he held 6,067,206 shares of Vilkyškių pieninė AB, 50.8 percent of the stock and voting rights.
Vilija Milaševičiutė (born 1965) – Chief Financial Officer, a Board Member, working at the Company since 2000. Has higher education in finance and credit. A board member of Modest AB and Kelmes pieninė AB. As of 30 June 2017, she held 7,813 shares of Vilkyškių pieninė AB, 0.07 percent of the stock and voting rights. Has no seats in other companies' governing bodies.
Vaidotas Juškys (born 1969) – Executive Officer, working at the Company since 2010. Has a degree in IT. As of 30 June 2017, he held 250 shares of Vilkyškių pieninė AB, 0.002 percent of the stock and voting rights. Has no seats in other companies' governing bodies.
Sigitas Trijonis (born1964) – Chief Technology Officer, a Board Member, working at the Company since 1993. Has higher education as mechanical engineer. As of 30 June 2017, held 425,607 shares of Vilkyškių pieninė AB, 3.6 percent of the stock and voting rights. Has no seats in other companies' governing bodies.
Rimantas Jancevičius (born 1962) – Chief Purchasing Officer and a Board Member, working at the Company since 1996. Has a college diploma as livestock engineer. As of 30 June 2017, held 286,563 shares of Vilkyškių pieninė AB, 2.4 percent of the stock and voting rights. Has no seats in other companies' governing bodies.
Arvydas Zaranka (born 1966) – Chief Production Officer, working at the Company since 1995. Has a college degree in dairy technology. Membership in other companies' governing bodies: a board member of Modest AB. As of 30 June 2017, held 1,933 shares of Vilkyškių pieninė AB, 0.016 percent of the stock and voting rights. Has no seats in other companies' governing bodies.
Rita Juodikienė (born 1975) – Management and quality director. Woking at the company since 2002 Has a master degree in buisiness management. Has no seats in other companies' governing bodies
Gintaras Bertašius (born 1964) – Chairman of the Board, last re-elected for a four-year term on 28 April 2016. Participation in the governing bodies of other companies: board chairman and CEO of Vilkyškių pieninė AB, shareholder of ŪKB Šilgaliai (1 share), board chairman at Modest AB. Holds a higher education degree in mechanical engineering. As of 30 June 2017, had 6,067,206 shares in Vilkyškių pieninė AB, 50.8 percent of the stock and voting rights.
Vilija Milaševičiutė (born 1965) – a member of the board, elected for a four-year term on 20 June 2017. Participation in the governing bodies of other companies: Chief Financial Officer of and board member Vilkyškių pieninė AB, a member of Modest AB board. Holds a university degree in finance and credit. As of 30 June 2017, held 7,813 shares in Vilkyškių pieninė AB, i.e. 0.07 percent of the stock and voting rights. Has no seats in other companies' governing bodies.
Rita Juodikienė (born 1975) – a member of the board, elected for a four-year term on 20 June 2017. Participation in the governing bodies of other companies: Quality and management director of Vilkyškiu pieninė AB. Holds a master degree in business management. Working at the Company since 2002. Has no seats in other companies' governing bodies.
Jolita Valantininė (born 1968) – director of Kelmės pieninė $AB$ . Working at the Company since 2017. Holds a master degree in business management and administration, veterinarian qualification. Has no seats in other companies' governing bodies.
Gintaras Bertašius (born 1964) – Chairman of the Board, last re-elected for a four-year term on 10 December 2013. Participation in the governing bodies of other companies: board chairman and CEO of Vilkyškių pieninė AB, shareholder of ŪKB Šilgaliai (1 share), board chairman at Kelmės Pieninė AB. Holds a higher education degree in mechanical engineering. As of 30 June 2017, had 6,067,206 shares in Vilkyškių pieninė AB, 50.8 percent of the stock and voting rights
Arvydas Zaranka (born 1966) - a member of the board, re-elected for a four-year term on 10 December 2013. Participation in the governing bodies of other companies: Chief Production Officer of Vilkyškių pieninė AB. Has a college degree in dairy technology. As of 30 June 2017, held 1,933 shares in Vilkyškių pieninė AB, i.e. 0.016 percent of share capital and voting rights. Has no seats in other companies' governing bodies.
Vilija Milaševičiutė (born 1965) – a member of the board, re-elected for a four-year term on 10 December 2013. Participation in the governing bodies of other companies: Chief Financial Officer of and board member Vilkyškių pieninė AB, a member of Kelmės pieninė AB board. Holds a university degree in finance and credit. As of 30 June 2017, held 7,813 shares in Vilkyškių pieninė AB, i.e. 0.07 percent of the stock and voting rights.
Kęstutis Keršys (born 1957) – director of Modest AB, working at the company since 2010. Holds a higher education degree in economics, has no shares or seats in other companies.
Members of the Audit Committee: Aušra Labinienė (The Head of Internal Audit of Tauragė Credit Union), Vilma Morkaitienė (senior accountant of Bonus Modus UAB) and Milana Buivydienė (Vilkyškių pieninė AB employee). None of the Committee members hold senior positions in the Company's administration or have shares in the Company.
No committees are formed in subsidiary companies.
There are no agreements, to which the Issuer is a party, that would take effect if control of the Issuer changed
The Board Rules of Procedure do not provide for any compensation or payouts if a member of the Board resigns before the Board's term has expired. All employees are employed and dismissed in conformity with the provisions of the Lithuanian Labour Code.
The Issuer has not concluded any detrimental transactions that had or could in the future have any negative impact on the Issuer's operations or results. Nor has the Issuer concluded any transactions involving conflict of interest on behalf of the Issuer's top management, major shareholders or other related parties.
Vilkyskiu Pienine AB essentially follows Corporate Governance Code for the Companies Listed on AB NASDAQ OMX Vilnius. There is no Supervisory Council in company. The governing bodies of the Company are the General Shareholder's Meeting, the Board and the General Manager. The Board consists of six members who are elected for the term of four years. Nomination and Remuneration Committee is established by the Management Board. The members of Audit Committee and the regulations of activity of the committee is approved by General Meeting of Shareholders. Each committee of the company is composed of three members.
On the 10th day of each month, sales figures for the preceding months are published.
The following decisions were taken at the Ordinary General Meeting of Shareholders of Vilkyškių pieninė AB which was held on the 28 April 2017:
Item 1 of the Agenda: Company's consolidated annual report for the year 2016
The Company's consolidated annual report for the year 2016 was approved.
Item 2 of the Agenda – Auditor's Report regarding the Company's Financial Statements for the year 2016. Heard.
Item 3 of the Agenda: Approval of Company's annual and consolidated financial statements of the year 2016
Company's annual and consolidated financial statements of the year 2016 were approved.
Item 4 of the Agenda: Profit (loss) appropriation for the year 2016.
Resolution: To approve the non-appropriated profit (loss) for the year 2016 as follows under IAS:
| Thousand EUR | |
|---|---|
| 1) Non-appropriated profit (loss) at the end of the year 2015 | 9,681 |
| 2) Approved by shareholders dividends of the year 2015 | |
| 3) Transfers to reserves provided by law | 0,454 |
| 4) Portion of the profit allocated to the reserve for the purchase of own shares | |
| 5) Non-appropriated profit (loss) at the beginning of the current financial year after dividends payout and transfer to reserves |
9,681 |
| 6) Net profit (loss) of the reporting period | 6,991 |
| 7) Transfers from reserves | 150 |
| 8) Total profit (loss) to be appropriated: | 16,822 |
| - portion of the profit allocated to the legal reserve | |
| - portion of the profit allocated to the reserve for the purchase of own shares | |
| - portion of the profit allocated for payment of the dividends | $1,433*$ |
| - portion of the profit allocated to the other reserves | |
| - portion of the profit allocated to be paid as annual payouts (tantiemes) to board members, bonuses to employees and for other purposes |
15,389 |
*for one ordinary registered share is 0.12 EUR. The total dividends are 1,433,160 euros
Item 5 of the Agenda: A decision on the purchase of own shares.
Resolution: A decision with regard to the purchase of own shares has been approved:
a) To purchase up to 10 percent of the Company's shares.
b) The purpose of acquisition of own shares – to maintain and increase the price of the Company's shares.
c) Period during which the Company may acquire own shares – until 27 April 2018.
d) To set the maximum price per share of own shares to be acquired $-$ at 2.10 EUR, at the same time setting the minimum acquisition price per share equal to the nominal value of a share, i.e. 0.29 EUR.
e) To commit the Board to organize the purchase of own shares, to determine the procedure for purchase and sale of shares, time, number of shares and price, as well as to perform other actions relating thereto in compliance with the terms set in this resolution as well as in accordance with the requirements established in the Republic of Lithuania Law of Companies.
Item 6 of the Agenda: Election of the independent member of Audit Committee.
Resolution: To elect the independent member of Audit Committee Vilma Morkaitiene, senior accountant of Bonus modus, UAB
Item 7 of the Agenda: Election of the Company's Audit firm setting the conditions of payment.
1) To elect PricewaterhouseCoopers, UAB as the Company's Audit firm for the year 2017, 2018 and 2019.
2) To authorize Mr. Gintaras Bertasius, the Company's General Director, to contract with PricewaterhouseCoopers, UAB and to set the conditions of payment for the services.
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