Interim / Quarterly Report • Aug 31, 2011
Interim / Quarterly Report
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Vilnius, August 2011
We, Aleksandr Smagin, Chief Executive Officer and Audrius Statulevičius, Chief Financial Officer, hereby confirm that, to the best of our knowledge, Interim Report for the six months of 2011 includes a fair review of the development and performance of the business.
We, Aleksandr Smagin, Chief Executive Officer and Audrius Statulevičius, Chief Financial Officer, hereby confirm that, to the best of our knowledge, Interim Financial Statements of the six months of 2011 prepared in accordance with IFRS, give true and fair view of the assets, liabilities, financial position and profit or loss of AB "Pieno žvaigždės".
CEO
Pieno Žvaigždės, AB Aleksandr Smagin
CFO
Pieno Žvaigždės, AB Audrius Statulevičius
INTERIM REPORT
For the 6 months 2011
VILNIUS, AUGUST 2011
| 1. Accounting Period for which the present Report has been Prepared3 |
|
|---|---|
| 2. Key Data on the Issuer3 | |
| 3. Type of the Issuer's main activities3 | |
| 4. The Issuer's authorized capital3 | |
| 5. Agreements with intermediaries of public trading in securities3 | |
| 6. Shareholders4 | |
| 7. Securities admitted to the trading lists of the stock exchanges4 | |
| 8. Staff 5 |
|
| 9. Change of the issuer's Articles of Association5 | |
| 10. Management:5 | |
| 11. Additional notes about financial statements6 |
|
| 12. Information on the major related parties' transactions6 | |
| 13. Significant up-to-date developments in the issuer's performance 6 |
|
| 14. Future plans8 | |
| 15. FINANCIAL STATEMENTS9 | |
| 15.1. Balance sheet 9 |
|
| 15.2. Income statement10 | |
| 15.3. Cash flows statement11 | |
| 15.4. Statement on changes in equity 12 |
|
| 15.5. Notes to the financial statements13 |
The present Report has been prepared for the 6 months 2011.
| Company name | Public Limited Liability Company "Pieno žvaigždės" |
|---|---|
| Registration date and time | The company was reregistered on 23 December 1998 |
| Company code | 1246 65536 |
| VAT payer code | LT 246655314 |
| Authorized capital | 54 205 031 Litas, divided into 54 205 031 one litas nominal value shares. |
| Address | Perkūnkiemio str. 3, LT-12127 Vilnius, Lithuania |
| Telephone | (+370 5) 246 14 14 |
| Fax | (+370 5) 246 14 15 |
| [email protected] | |
| Internet website | www.pienozvaigzdes.lt |
The Company's main activity is manufacturing of Milk products.
The authorized capital registered in the Register Centre is 54 205 031 LTL. The authorized capital divided into 54 205 031 ordinary shares (nominal value 1 LTL). All ordinary registered shares of AB Pieno Zvaigzdes are fully paid up.
The company has signed agreement with the financial brokerage company AB Finasta (Maironio str. 11, Vilnius, telephone 1813, telephone number from abroad +370 5 203 2233, fax +370 5 203 2244 e-mail [email protected]) concerning management of securities accounting.
At the end of June 2011 the Company had 3 685shareholders.
The shareholders holding by the right of ownership or in trust more than 5 per cent of the Company's authorized capital:
| Names of shareholders | Number shares, units |
Share of the capital % |
Share of votes % / Share of votes with related persons % |
|---|---|---|---|
| SKANDINAVISKA ENSKILDA BANKEN AB | 9 059 511 | 16.71 | 17.89 |
| SERGELS TORG 2, 10640 STOCKHOLM, SWEDEN UAB "AGROLITAS IMEKS LESMA" LAISVĖS PR.125, |
|||
| VILNIUS, ĮM.K. 2191855 | 6 778 360 | 12.50 | 13.39 |
| SWEDFUND INTERNATIONAL SVEAVAGEN 24-26, | 4 700 000 | 8.67 | 9.28 |
| BOX 3286, SE-103 65 STOCKHOLM, SWEDEN | |||
| ŽŪKB "SMILGELĖ" J.TUMO VAIŽGANTO 8/27-3. VILNIUS, ĮM.K. 2490652 |
6 237 805 | 11.51 | 12.32 |
| Kvaraciejus Julius | 7 081 907 | 13.06 | 13.99 / 31,93 |
| Kvaraciejienė Regina | 2 246 959 | 4.14 | 4,46 / 31,93 |
| Klovas Voldemaras | 2 842 567 | 5.24 | 5,61 / 31,93 |
| Klovienė Danutė | 1 091 691 | 2.01 | 2,15 / 31,93 |
| Smagin Aleksandr | 2 547 123 | 4.70 | 5.03 / 31,93 |
| Gžegož Rogoža a.k. 37310240146 | 46 150 | 0,09 | 0,09 / 31.93 |
7.1. The ordinary registered shares of AB Pieno Zvaigzdes were admitted to the Official List of the NASDAQ OMX Vilnius Stock Exchange.
Type of shares – Ordinary registered shares;
Number of shares – 54 205 031;
Total nominal value – 54 205 031 Lt;
ISIN code – LT0000111676;
All information about Pieno zvaigzdes, AB securities trading available on Nasdaq OMX Vilnius stock exchange site.
7.2. Currently the Company has no debt securities issues.
7.3. By the end of the six months of 2011 the company has bought 3 507 612 own shares.
| 2011 06 30 | 2010 06 30 | |
|---|---|---|
| Average number of employees | 2 220 |
2.235 |
| With university education | 424 | 426 |
| With further education | 677 | 680 |
| With secondary education | 939 | 943 |
| With not completed secondary education |
180 | 186 |
| Average payroll, litas | 2011 06 30 | 2010 06 30 |
| Managers | 6 766 |
5.597 |
| Specialists | 2 829 |
2.581 |
| Workers | 2 119 |
2.031 |
Pursuing the Articles of Association of the Company, the Articles may be exclusively changed by the general meeting of shareholders, according to the Law of the Republic of Lithuania.
The managing bodies of the company are as follows: General shareholders' meeting, the Management Board and the Chief Executive Officer.
The Management Board is a collegial management body comprised of 6 (six) members. The Board members are elected for the 4 years period.
The competence and procedure of announcement of the shareholders' meeting complies with the competence and procedure of announcement of the shareholders' meeting established by the Law on Joint Stock Companies.
| Management Board | |||||
|---|---|---|---|---|---|
| Name, surname | Official duties |
Number shares, units |
Share of the capital % |
From | Until |
| Paul Bergqvist | chairman | - | - | 2008 12 02 | 2012 12 02 |
| Lars Ojefors | member | - | - | 2008 12 02 | 2012 12 02 |
| Julius Kvaraciejus | member | 7 081 907 | 13,06 | 2008 12 02 | 2012 12 02 |
| Voldemaras Klovas | member | 2 842 567 | 5.24 | 2008 12 02 | 2012 12 02 |
| Aleksandr Smagin | member | 2.547.123 | 4,70 | 2008 12 02 | 2012 12 02 |
| Gžegož Rogoža | member | 46 150 | 0.09 | 2011 04 28 | 2012 12 02 |
| Name, surname | Official duties | Number shares, units |
Share of the capital % |
|---|---|---|---|
| Aleksandr Smagin | CEO | 2 547 123 | 4,70 |
| Audrius Statulevičius | CFO | - | - |
The financial statements prepared according to the IFRS. Financial statements for the 6 months 2011 are not audited. All additional information about financial statements is presented in the notes to the financial statements.
No significant or unrepresentative agreements or transactions were concluded between related parties in the first 6 months of 2011.
All the publicly disclosed information available on the company's web site www.pienozvaigzdes.lt
2011-05-31 Pieno zvaigzdes AB, not audited financial results for the first three months of 2011
Based on preliminary unaudited results Company's sales over three months in 2011 accounted to LTL 165.3 million (EUR 47.9 million), 33% better compared to a year ago, Sales resulted in LTL 124.4 million (EUR 36.0 million) over three months in 2010. Both increasing product sales prices and high demand in export markets had the major impact on Company's financial results in 2011. Export volumes increased by 33% and generated proceeds of LTL 87.5 million (EUR 25.3 million) compared to LTL 53.8 million (EUR 15.6 million) a year ago and accounted to 53% of total proceeds over the period.
Over the three months of the year Company's EBITDA accounted to LTL 17.1 million (EUR 4.9 million), the Company earned a profit of LTL 6.7 million (EUR 1.9 million) compared to a loss of LTL 4.4 million (EUR 1.3 million) over same period in 2010. This year, similar to last year, profits were generated only due to successful exports.
The Company's Board is positive of financial result reached over the three months in 2011 taking into account untypically high raw milk price and difficulties in the domestic market coupled with constant implementations of cost optimisation programs and maintained stable level of financial debt.
| No | Agenda | Resolution | ||
|---|---|---|---|---|
| 1. | Annual Report. | Listened. | ||
| 2. | Audit report on the company's | Listened. | ||
| financial accounts and the | ||||
| Annual Report | ||||
| 3. | Approval of the IAS accounts | Approved Company's audited accounts 2010 | ||
| 2010. | ||||
| 4. | Profit distribution and | Approved profit distribution and establishment of | ||
| establishment of reserves | reserves of Pieno Zvaigzdes. (Profit distribution | |||
| attached) | ||||
| 5. | Increase of share capital of | Not approved decision to increase share capital of | ||
| Pieno Zvaigzdes, class of the | Pieno Zvaigzdes from 54 205 031 Litas to 58 205 031 | |||
| new issue of shares, number, | Litas through a new stock issue of 4 000 000 common | |||
| par value and acquisition price | shares at par value of 1 Litas per share. | |||
| 6. | Amendment of the Articles of | Not approved decision to change Articles of |
||
| Association and approval of | Association. | |||
| the new wording | ||||
| 7. | Election of the Board Member | Gžegož Rogoža elected as new Board member instead | ||
| of resigned Linas Sasnauskas. | ||||
| 8. | Election of the Audit | Violeta Liutkuvienė and Ričardas Bagdonas | ||
| Committee members | (independent member) elected to the Audit Committee | |||
| for the next year. | ||||
| 9. | Election of Audit company | KPMG Baltics elected as an auditor for the next two | ||
| years. |
APPROPRIATION OF PROFIT (Approved at the annual shareholders meeting, April 28, 2011)
| Items | Amount (in Litas) | Amount (in EUR) |
|---|---|---|
| Profit (loss) brought forward from the end of | ||
| previous year | 24.488.037 | 7.092.226 |
| Financial year profit (loss) | 18.570.344 | 5.378.343 |
| Profit (loss) to be appropriated | 43.058.381 | 12.470.569 |
| Transfers from reserves | 370.000 | 107.159 |
| Profit to be appropriated | 43.428.381 | 12.577.729 |
| Appropriation of profit: | ||
| – dividends * | 24.810.865 | 7.185.723 |
| – management board bonus |
420.000 | 121.640 |
| – to social activities reserve |
1.000.000 | 289.620 |
| Profit ( loss) to be carried forward at the end of | ||
| the financial year | 17.197.516 | 4.980.745 |
* 0,49 LTL (0,14 EUR) per share.
28.02.2011 Pieno zvaigzdes AB, not audited financial results for the 12 months 2010
Revenues for the year 2010 reached 620.3 million LTL (179.7 million EUR) and have decreased by 0.4% compare to the revenues of 622.5 million LTL (180.3 million EUR) a year ago. EBITDA for the year 2010 reached 64.0 million LTL (18.5 million EUR) and have decreased by 7.0% compare to 68.8 million LTL (19.9 million EUR) a year ago. Net profit for the year 2010 was 18.6 million LTL (5.4 million EUR) and has increased by 27.5% compare to 14.6 million LTL (4.2 million EUR) a year ago.
28.02.2011 Pieno zvaigzdes AB, expected financial results for the year 2011
Company's management forecasts 2011 year end results: Expected sales close to LTL 700 million (close to 203 million EUR); Expected EBITDA profitability around 11%; Expected net margin around 4%.
17.01.2011 Resolution by Pieno Zvaigzdes AB re share buy back
Vilnius, Lithuania, 2011-01-17 16:00 CET (GLOBE NEWSWIRE) -- As per resolution by the General Meeting of Shareholders' of Pieno Zvaigzdes AB, the company initiates buy back of its own common shares of LTL 1 par value. The share buyback is decided through a way of official offer at NASDAQ OMX Vilnius. Share sale offers are accumulated through entire sale term. Should sale offers exceed share buy back in quantity, all offers are reduced in proportion. Share buyback starts: 20 January 2011.
Share buyback ends: 8 February 2011.
Max quantity of shares to be bought back: 1,492,585. Share buyback price: LTL 5.20 (1,506 EUR) per share.
AB Pieno Zvaigzdes have set the followings goals for the 2011:
Prepared according to IFRS, not audited
| Thousand Litas | 2011.06.30 | 2010.12.31 |
|---|---|---|
| Assets | ||
| Property, plant and equipment | 187 209 | 191 762 |
| Intangible assets | 1 071 | 1 199 |
| Investments available for sale | 275 | 275 |
| Long-term receivables | 388 | 1 108 |
| Deferred tax | ||
| Total non-current assets | 188 943 | 194 344 |
| Inventories | 62 887 | 60 322 |
| Receivables | 68 491 | 67 587 |
| Cash and cash equivalents | 1 999 | 3 582 |
| Total current assets | 133 377 | 131 491 |
| Total assets | 322 320 | 325 835 |
| Equity | ||
| Share capital | 54 205 | 54 205 |
| Share premium | 27 246 | 27 246 |
| Own shares | (14 435) | (14 349) |
| Reserves | 37 377 | 36 884 |
| Retained earnings | 28 808 | 43 058 |
| Total equity | 133 201 | 147 044 |
| Liabilities | ||
| Government grants | 4 352 | 4 859 |
| Interest-bearing loans and borrowings | 41 610 | 41 610 |
| Deferred tax | 2 010 | 2 010 |
| Total non-current liabilities | 47 972 | 48 479 |
| Provisions | - | - |
| Interest-bearing loans and borrowings | 74 847 | 71 591 |
| Income tax payable | 2 618 | 2 368 |
| Trade and other amounts payable Total current liabilities |
63 682 141 147 |
56 353 130 312 |
| Total liabilities | 189 119 | 178 791 |
| Total equity and liabilities | 322 320 | 325 835 |
| Thousand Litas | 2011.01.01 - 2011.06.30 |
2010.01.01 - 2010.06.30 |
|---|---|---|
| Revenue | 337 220 | 273 426 |
| Cost of sales | (273 739) | (227 765) |
| Gross profit | 63 481 | 45 661 |
| Other operating income, net | 172 | 322 |
| Sales and administrative expenses | (48 727) | (45 159) |
| Operating profit before finance costs | 14 926 | 824 |
| Finance income | 79 | 266 |
| Finance expenses | (2 001) | (1 801) |
| Finance income/expenses, net | (1 922) | (1 535) |
| Profit before tax | 13 004 | ( 711) |
| Corporate income tax | (1 951) | ( 58) |
| Profit for the year | 11 053 | ( 769) |
| Earnings per share (Litas) | 0,20 | - 0,01 |
| Thousand Litas | 2011.04.01 - 2011.06.30 |
2010.04.01 - 2010.06.30 |
| Revenue | 171 918 | 149 034 |
|---|---|---|
| Cost of sales | (141 298) | (121 020) |
| Gross profit | 30 620 | 28 014 |
| Other operating income, net | 109 | 216 |
| Sales and administrative expenses | (24 587) | (23 154) |
| Operating profit before finance costs | 6 142 | 5 076 |
| Finance income | 24 | 150 |
| Finance expenses | (1 020) | ( 773) |
| Finance income/expenses, net | ( 996) | ( 623) |
| Profit before tax | 5 146 | 4 453 |
| Corporate income tax | ( 772) | ( 58) |
| Profit for the year | 4 374 | 4 395 |
| Earnings per share (Litas) | 0,08 | 0,08 |
| Thousand Litas | 2011.06.30 | 2010.06.30 |
|---|---|---|
| Cash flows from operating activities | ||
| Net profit Adjustments: |
11.053 | (711) |
| Depreciation and amortisation | 16.664 | 20.351 |
| Amortisation of government grants | (506) | (348) |
| Result of disposal of property, plant and equipment | (96) | 38 |
| Change in vacation reserve | 586 | - |
| Income tax | 1.950 | - |
| Interest income/expenses, net | 1.898 | 1.436 |
| Cash flows from ordinary activities before changes in | 31.549 | 20.766 |
| the working capital | ||
| Change in inventories | (2.565) | (3.150) |
| Change in receivables | 1.466 | 13.788 |
| Change in trade and other payable amounts | 4.626 | 8.519 |
| Cash flows from operating activities | 35.076 | 39.923 |
| Interest paid | (1.898) | (1.571) |
| Income tax paid | (1.649) | (808) |
| Net cash flow from operating activities | 31.529 | 37.544 |
| Cash flows from investing activities | ||
| Acquisition of property, plant and equipment | (12.172) | (5.090) |
| Acquisition of intangible assets | (46) | (645) |
| Proceeds on sale of property, plant and equipment | 116 | 259 |
| Interest received | 135 | |
| Net cash flow used in investing activities | (12.102) | (5.341) |
| Cash flows from financing activities | ||
| Loans received | 13.052 | 13.720 |
| Repayment of borrowings | (4.096) | (31.958) |
| Issue (redemption) of shares | (86) | - |
| Dividends paid | (24.182) | (12.098) |
| Payment of finance lease liabilities | (5.698) | (8.375) |
| Government grants received | - | 2.248 |
| Net cash from/(used in) financing activities | (21.010) | (36.463) |
| Change in cash and cash equivalents | (1.583) | (4.260) |
| Beginning cash | 3.582 | 6.136 |
| Ending cash | 1.999 | 1.876 |
| 000 LTL | Share capital |
Share premiu m |
Own shares |
Compul sory reserve |
Revalua tion reserve |
Other reserve s |
Retained earnings |
Total equity |
|---|---|---|---|---|---|---|---|---|
| As at 1 January 2010 Profit allocation Dividends Acquisition of own |
54 205 | 27 246 | (6 108) | 5 420 | 15 423 | 6 250 120 |
46 376 ( 450) (12 098) |
148 812 ( 330) (12 098) |
| shares Revaluation of fixed assets |
0 0 |
|||||||
| Depreciation of revaluated part |
( 558) | 558 | 0 | |||||
| Net profit for 2010 As at 30 June 2010 |
54 205 | 27 246 | (6 108) | 5 420 | 14 865 | 6 370 | ( 769) 33 617 |
( 769) 135 615 |
| As at 1 July 2010 | 54 205 | 27 246 | (6 108) | 5 420 | 14 865 | 6 370 | 33 617 | 135 615 |
| Profit allocation | 10 000 | (9 670) | 330 | |||||
| Dividends | 0 | |||||||
| Acquisition of own | ||||||||
| shares Revaluation of fixed |
(8 241) | (8 241) | ||||||
| assets | 0 | |||||||
| Depreciation of | ||||||||
| revaluated part | 228 | ( 228) | 0 | |||||
| Net profit for 2010 | 19 339 | 19 339 | ||||||
| As at 31 December 2010 | 54 205 | 27 246 | (14 349) | 5 420 | 15 093 | 16 370 | 43 058 | 147 043 |
| As at 1 January 2011 | 54 205 | 27 246 | (14 349) | 5 420 | 15 093 | 16 370 | 43 058 | 147 043 |
| Profit allocation | 1 050 | (1 050) | 0 | |||||
| Dividends | (24 810) | (24 810) | ||||||
| Acquisition of own | ||||||||
| shares | ( 86) | ( 86) | ||||||
| Revaluation of fixed | ||||||||
| assets Depreciation of |
0 | |||||||
| revaluated part | ( 557) | 557 | 0 | |||||
| Net profit for 2011 | 11 054 | 11 054 | ||||||
| As at 30 June 2011 | 54 205 | 27 246 | (14 435) | 5 420 | 14 536 | 17 420 | 28 809 | 133 201 |
AB Pieno Žvaigždės was established by way of merger of stock companies Mažeikių Pieninė, Pasvalio Sūrinė, Kauno Pienas and Panevėžio pienas.
The main office of the Company is located in Vilnius and the branches – in Mažeikiai, Pasvalys, Kaunas and Panevėžys.
Ordinary shares of the Company are quoted in the NASDAQ OMX Vilnius Stock Exchange.
The Company is engaged in production and sales of milk products to retail stores directly and through distributors.
These are the financial statements of a separate company AB Pieno Žvaigždės, which have been prepared in accordance with International Financial Reporting Standards (IFRS).
| Ratios | 2011.01.01 - 2011.06.30 |
2010.01.01 - 2010.06.30 |
|---|---|---|
| Sales, Thousand Litas | 337 220 | 273 426 |
| Gross profit, Thousand Litas | 63 481 | 45 661 |
| EBITDA, Thousand Litas | 31 084 | 20 827 |
| Current ratio (at the end of period) | 0,9 | 0,8 |
| Book value per share (at the end of period), LTL | 2,46 | 2,50 |
| Net profit per share | 0,20 | -0,01 |
| Ratios | 2011.04.01 - 2011.06.30 |
2010.04.01 - 2010.06.30 |
|---|---|---|
| Sales, Thousand Litas | 171 918 | 149 034 |
| Gross profit, Thousand Litas | 30 620 | 28 014 |
| EBITDA, Thousand Litas | 14 032 | 14 658 |
| Current ratio (at the end of period) | 0,9 | 0,8 |
| Book value per share (at the end of period), LTL | 2,46 | 2,50 |
| Net profit per share | 0,08 | 0,08 |
Inventories are stated at the lower of cost and net realisable value. Net realisable value is the estimated selling price in the ordinary course of business, less the estimated costs of completion and selling expenses.
The cost of inventories is based on the first-in first-out principle and includes expenditure incurred in acquiring the inventories and bringing them to their existing location and condition. In the case of manufactured inventories and work in progress, cost includes an appropriate share of overheads based on normal operating capacity.
| Inventories, Thousand Litas | 2011.06.30 | 2010.12.31 |
|---|---|---|
| Raw materials | 17 446 | 17 140 |
| Stored production | 45 176 | 43 027 |
| Goods for resale | 265 | 155 |
| Total: | 62 887 | 60 322 |
A segment is a distinguishable component of the Company that is engaged either in providing products or services (business segment), or in providing products or services within a particular economic environment (geographical segment), which is subject to risks and rewards that are different from those of other segments. Company sales production mainly in domestic market, Russia, EU.
| Sales, Thousand Litas | 2011.01.01 - 2011.06.30 |
2010.01.01 - 2010.06.30 |
|---|---|---|
| Lithuania | 160 480 | 146 496 |
| Russia | 131 590 | 83 614 |
| EU, other countries | 45 150 | 43 316 |
| Total: | 337 220 | 273 426 |
| Sales, Thousand Litas |
2011.04.01 - 2011.06.30 |
2010.04.01 - 2010.06.30 |
|---|---|---|
| Lithuania | 82 686 | 75 902 |
| Russia | 66 705 | 53 057 |
| EU, other countries | 22 527 | 20 075 |
| Total: | 171 918 | 149 034 |
There were no significant events after the balance sheet date.
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