Interim / Quarterly Report • Oct 2, 2019
Interim / Quarterly Report
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Interim Condensed Financial Reporting
for the period January 1st to June 30th , 2019
(pursuant to Article 5 of Law 3556/2007)
Company's Number in the General Electronic Commercial Registry :913601000 (former Company's Number in the Register of Societes Anonymes: 14303/06/B/86/26)
16 Amaroussiou‐Halandriou str.,
151‐25, Marousi, Greece

| A) Statements of the Board of Director's Members |
3 |
|---|---|
| B) Interim Report of the Board of Director's |
4 |
| C) Independent Auditor's Report on Review |
20 |
| D) Interim Condensed Financial Statements for the period 1 January to 30 June 2019 | 22 |
| d.1 – Interim Statement of Financial Position | 23 |
| d.2 – Interim Income Statement | 24 |
| d.3 – Interim Statement of Comprehensive Income | 25 |
| d.4 – Interim Cash Flow Statement | 26 |
| d.5 – Interim Statement of Changes in Equity | 27 |
| E) Notes and Accounting Policies | 28 |
The Interim Condensed Financial Statements presented through pages 1 to 71 both for the Group and the Parent Company, have been approved by the Board of Directors on 27th of September, 2019.
Chairman & Executive Director
Deputy Chairman & Executive Director
Managing Director Group CFO Chief Accountant
CHRISTOS JOANNOU KONSTANTINOS KOUVARAS
KONSTANTINOS MITZALIS I.D.No. 889746 I.D.No. ΑI 597426 I.D.No. AN033558 I.D.No. 550801 I.D.No. AI 109515
ATHENA ELIADES
GEORGE GIANNOPOULOS
In our capacity as executive members of the Board of Directors of AVAX SA (the «Company»), and according to the best of our knowledge, we,
declare the following:
Marousi, September 27, 2019
CHAIRMAN & EXECUTIVE DIRECTOR
DEPUTY CHAIRMAN & EXECUTIVE DIRECTOR
MANAGING DIRECTOR
JOANNOU CHRISTOS KOUVARAS CONSTANTINOS MITZALIS CONSTANTINOS ID: 889746 ID: ΑI 597426 ID: AN 033558
this Interim Report of the Board of Directors has been prepared in accordance with corporate and capital markets legislation and the decisions of the Capital Markets Commission to depict for the 01.01‐30.06.2019 period:
The Interim Report of the Board of Directors performs a complementary role to the financial statements included in the Interim Financial Report for the 01.01‐30.06.2019 period.
In the first half of 2019, the Group's construction segment recorded an increase relative to the respective period of 2018, with the improvement in international markets outweighing the retreat of Group activity in the local construction market. Increased activity in international markets came on the back of two reasons: a) the gradual increase of Company participation in joint ventures where our project partner J&P (Overseas) Ltd was not able to carry out the works, and b) the addition of revenues due to a series of company acquisitions, mostly in Qatar and Libya (see section "Important Events during the First Half of 2019 & their Impact on Financial Results"). As a result, the participation of the international construction segment in the Group's total revenue mix grew to 57.4% in the first half of 2019, versus 35.3% in the respective period of 2018. Other major infrastructure projects, both in Greece and in international markets,, such as the extension of the Athens metro and the expansion of the Limassol Marina, proceed according to plans.
The main energy‐related projects which the Group is working on are the design & build of a 1,500MW power plant in Iraq, the upgrading of marine infrastructure at the petrochemicals terminal in Umm Qasr, of Iraq, and the design & build of an exhaust gas desulphurization system for the 375MWe lignite‐fired unit V of the Agios Dimitrios power plant in Kozani, northern Greece.
Regarding energy production from renewable sources, Volterra has a portfolio of 11 projects totaling around 338MW at various stages of maturity (in operation, about to start construction or under construction, ready for participating in competitive procedures, under development). All projects are developed in‐house from scratch (on a "green field" basis) using external consultants, and mostly pertain to wind farms.
During the first half of 2019, the Company struck a deal with the PPC Group to jointly develop and operate wind parks in western and central Greece totaling 69.7MW, through the sale to PPC of a 45% stake in the SPVs controlling those projects. The agreement was eventually concluded in July 2019. Following the full licensing (installation, connection, trading) of the 54MW wind park in central Greece, Volterra closed the financing side of the deal and started construction in the 3rd quarter of 2019 in line with the set time schedule. The park is expected to enter its test phase in the last quarter of 2020.
Volterra successfully participated in the competitive pricing tender procedure which took place in July 2019 by the domestic power authority, securing the feed‐in tariffs for a 12MW wind park and a 2.7MW solar park.
With minor exceptions, Group accounts do not fully consolidate its participations in concession projects, therefore only incorporating low income from those participations. Consolidated first half 2019 results include income from associates corresponding to Group share in the profit of concession participations, such as the Athens Ring Road, the Rio‐Antirrio Bridge, the Aegean Motorway etc. Despite normal fluctuations in the income and dividends of those concessions in line with the country's economic conditions, the course of those concessions is in line with long‐term projections due to their key position in local transportation and vehicle traffic. Therefore no problems are expected in receiving dividends from those concessions. The Limassol Marina concession boasts superior prospects.
Consolidated group turnover grew 5.4% to €315.1 million in the first half of 2019 versus €298.9 million in the year‐earlier period, due to an increase in revenues from international markets which outweighed reduced activity in the local market. It should be noted that new acquisitions outside Greece contributed aggregate revenue of €17 million in the first six months of 2019 because they were consolidated for a short time period into AVAX Group.
Gross profit for the Group in the first half of 2019 improved to €25.4 million versus €19.0 million in the year‐earlier period, with the gross profit margin widening to 8.1% in 2019 relative to 6.3% in 2018.
The Group's general administrative expenses registered a small decline to €13.5 million in the first half of 2019 from €13.8 million in the comparative period, reflecting the broader effort to curb and rationalise expenses.
Selling expenses increased to €4.2 million versus €3.3 million due to a substantial increase in participation to project tenders in Greece and in international markets, as well as due to the launch of new companies.
Income from associates improved to €16.0 million in the first half of 2019, up from €12.4 million in the respective period of 2018, in line with the broader recovery in the economy and traffic in concession‐operated motorways.
On the back of all these changes, the consolidated result at an operating level in the first half of 2019 reached €28.1 million as opposed to €16.2 million in the year‐ago period.
On a consolidated pre‐tax basis, the Group turned in a €15.2 million profit in the first six months of 2019 versus a €4.7 million profit in the year‐earlier period, with the pre‐tax profit margin widening from 1.6% in the first half of 2018 to 4.8% in the respective period of 2019.
Group earnings before tax, interest expenses, depreciation and amortisation (EBITDA) improved in the first half of 2019 compared to the respective period in 2018, reaching €36.4 million versus €21.7 million, as a result of the afore‐mentioned increased return at gross profit level.
The total net interest expense for the group increased slightly to €12.8 million in the first six months of 2019 relative to €11.6 million in the respective period of 2018, in line with the course of total net borrowing.
Consolidated net debt increased €64.9 million during the first six months of 2019, reaching €594.6 million on 30.06.2019 versus €529.7 million at the end of 2018, mainly due to the full consolidation of AVAX Middle East Ltd, the 30.06.2019 balance sheet of which included total loans amounting to €93.1 million and cash amounting to €35.0 million. More specifically, the Group's short‐term debt rose €28.0 million in the first half of 2019 reaching €147.7 million, while long‐ term liabilities from bond loans and leasing increased €86.0in the first half of 2019, amounting to €561.6 million as of 30.06.2019. At the same time, Group cash increased to €114.7 million on 30.06.2019 from €65.7 million at end‐2008. Those balance sheet items were affected by the consolidation of AVAX Middle East Ltd which includes loans amounting to €82 million. More specifically, an amount of €51 million concerns long‐term debt which is scheduled to be paid back in the period beyond one year and up to five years.
At parent company level, total debt amounted to €513.8 million on 30.06.2019, slightly lower than €521.0 million at the end of 2018. Net debt for the parent company also dropped to €437.6 million in the middle of 2019 from €464.0 million at end‐2018.
For the purpose of providing more detailed information, we note that a cumulative amount of €168.0 million earned as dividends from participations has been reclassified from "Profit carried forward" to a capital reserve from dividends, in line with article 48 of Law 4172/2013. Prior to the reclassification, the cumulative profit carried forward amounted to a €128.3 million loss versus a €296.3 million loss, while the capital reserve amount to €221.8 million versus €389.8 million, as mentioned in the statement of changes in equity.
It should also be noted that investments in concessions are valued in the accounts of the parent company at their fair value, as appraised by independent valuators. Those investments are consolidated in AVAX Group accounts using the equity method, excluding participations under 20% (Moreas Motorway and Olympia Motorway, which are also recorded at their fair values in consolidated accounts). As a result, the net fair value (calculated after deducting deferred tax) of the concession investment portfolio at 30.06.2019 amounts to €79.7 million (versus €72 million in the 31.12.2018 consolidated accounts), which is not reflected in the consolidated accounts of Group AVAX, because those investments are valued using the equity method.
Group receivables from contractual assets (construction contracts) increased substantially in the course of the first half of 2019, reaching €204.2 million on 30.06.2019 from €118.9 million at the end of 2018, due to the consolidation of AVAX Middle East Ltd (see Note 23 of the Financial Accounts).
Operating cash flow for the group was positive, amounting to €11.0 million in the first half of 2019, reversing the trend of respective periods in recent years when the group produced operating cash outflows.
Free cash flow was also positive in the first six months of 2019, with the inflow amounting to €33.4 million versus a €6.8 million outflow recorded in the year‐earlier period.
| amounts in euro | Construction | Concessions | Energy | Other Activities | Total |
|---|---|---|---|---|---|
| Net Sales | 253,318,874 | 2,557,009 | 52,988,384 | 6,220,840 | 315,085,107 |
| Gross Profit | 22,824,714 | (381,577) | 1,607,220 | 1,382,281 | 25,432,638 |
| Operating Profit | 14,054,689 | 14,836,858 | (858,841) | 23,941 | 28,056,647 |
| Depreciation | 6,465,951 | 916,889 | 624,344 | 363,415 | 8,370,599 |
| EBITDA | 20,520,639 | 15,753,748 | (234,497) | 363,415 | 36,427,246 |
| Pre‐Tax Profit | 15,180,183 | ||||
| Net Profit | 8,865,801 |
The Group's financial results for the first half of 2019 are broken down by business segment as follows:
The Group's financial results for the first half of 2019 are broken down by geographic region as follows:
| amounts in euro | Greece | International | Total |
|---|---|---|---|
| Markets | |||
| Net Sales | 134,297,850 | 180,787,258 | 315,085,107 |
| Gross Profit | (221,598) | 25,654,236 | 25,432,638 |
| Operating Profit | 12,471,022 | 15,585,624 | 28,056,647 |
| Depreciation | 5,487,483 | 2,883,116 | 8,370,599 |
| EBITDA | 17,958,505 | 18,468,741 | 36,427,246 |
| Pre‐Tax Profit | 4,443,726 | 10,736,457 | 15,180,183 |
|---|---|---|---|
| Net Profit | 3,279,522 | 5,586,280 | 8,865,801 |
The following are the most important events concerning the Group during the first half of 2018:
Shareholders at the 2nd Repeat Extraordinary General meeting on 27.03.2019 decided to rename the Company from J&P‐ AVAX SA to AVAX SA. The corporate renaming is part of the broader renewal of the Group's business profile, while also arising from the need to help the investment public, banks and the construction sector avoid any misconceptions arising from the liquidation of international contractors J&P (Overseas) Ltd and the split in the business activities of the Joannou and Paraskevaides families (who are among AVAX's main shareholders).
The 2nd Repeat Extraordinary General shareholders meeting on 27.03.2019 elected a new Board of Directors for a three‐year term ending 26.03.2022, which convened and appointed its members as follows:
It should be noted that on 08.03.2019 Mr George Demetriou resigned from his position as non‐executive director of the Company for personal reasons. The Board of Directors had decided not to replace Mr Demetriou for the time being, and continue its managerial work and representation of the Company with the remaining Board members, as per article 82 of Law 4548/2018 and article 23, paragraph 2 of the Company Charter.
In March 2019, the Board of Directors introduced a three‐member Project Bidding Committee, in line with the provisions of its Corporate Charter, article 87 of Law 4548/2018 and best practice principles and corporate governance rules. The new committee works towards the effective operation of the Company's institutional bodies and the application of all principles, technical and organizational measures and procedures adopted by the Company to comply with competition regulations. The Board of Directors granted the Project Bidding Committee all powers of administration and representation of the Company in relation with tenders for public contracts, and overall with bidding for public and private works, as specified in the Board decision. The Project Bidding Committee comprises the following Group officials:
On 11.10.2018, it was announced that international contractor J&P (Overseas) Limited, incorporated in Guernsey, filed for liquidation to address the deficits and liquidity problems it faced. Given that the Company participated in four joint venture projects with J&P (Overseas) Limited in Jordan and Qatar, it was necessary to review the respective contracts with the clients and banks involved in these projects. The Company made, and still does, every effort to continue and complete these projects in the most technically perfect way, to ensure the Company's future presence in the construction market of the wider Arab world as well as its access to the local banking system.
[A detailed report on this matter may be found in the Report of the Board of Directors for the Annual Financial Report 2018, under the "Important post balance sheet date Developments & Events" section]
More specifically, the status of each project is as follows:
In Qatar, the Company participates with J&P (Overseas) Ltd in two road works ("West Corridor P010" and "New Orbital Highway and Truck Route") as well as the construction of the "Qatar Foundation Stadium" sports complex. Those projects are linked to the overall upgrade of the country's infrastructure as part of its preparation for hosting the FIFA 2022 Football World Cup.
The contracts for the road works "West Corridor P010" and "New Orbital Highway and Truck Route" were signed with Ashghal (Qatari Public Works Authority) on 01.08.2013 and 22.01.2014, respectively, with a value of €101.3 million and €192.2 million value for our Company's 25% stake in both projects. The projects have been completed.
For both road works in Qatar, agreements were signed during 2019 with Ashghal, providing for the unilateral undertaking of the completion by AVAX and the expulsion of J&P (Overseas) Ltd from the construction consortium. Upon signing the revised contracts, the client released the performance bonds held, and then partially called the outstanding letters of guarantee (issued without any AVAX SA guarantee) to repay any legacy payments for suppliers appearing in the books.
The contract for the sports stadium was signed with state institution Qatar Foundation on 21.07.2016, representing a value of €133.7 million for our Company, corresponding to a 24% stake.
Letters of guarantee for this project were issued by J&P (Overseas) Ltd, while our Company provided corporate guarantee to the lending bank up to the percentage of its participation (24%). For the purposes of the project, the bank has provided working capital to J&P (Overseas) Ltd, which is expected to be repaid until the project is completed by the joint venture. The Company through its branch in Qatar (which is incorporated in the parent company's balance sheet) records this payable item in its liabilities according to its stake in the JV (24%) at 31.12.2018. It amounts to 32.4 million QAR or €7.5 million.
AVAX Middle East Ltd, a 100% subsidiary of AVAX International Ltd, which in turn is a 100% subsidiary of parent company AVAX SA, the Group proceed to the acquisition of Conspel "Qatar WLL" and "J&P Qattar WLL" which participate in the project with an aggregate 76% stake, whereas AVAX SA has a direct 24% stake (see Note in the Accounts on AVAX Middle East).
Through the consolidated accounts of AVAX Middle East, the entire amount of payables to the lender bank, ie QAR 135 million or €31.25 million, has been recognized. AVAX has not provided any guarantees towards the amount of €23.75 million recognized in the accounts of AVAX Middle East. Following the acquisition by AVAX Group of J&P (Overseas) Ltd subsidiaries which participate in the project, the novation agreement was signed between all parties involved.
Works towards the project proceed normally, with the completion percentage amounting to 68% as of 30.06.2019 (versus 50% on 31.12.2018). It should be noted that following the placement of J&P (Overseas) Ltd under liquidation, the construction joint venture in 2019 was awarded two additional contracts for the project, to erect a school building complex and assume maintenance of the entire sports and education facilities for a two‐year period, worth around €62 million and €31 million, respectively.
The project concerns the upgrading of the baggage handling system at the international airport of Queen Alia in the capital city of Amman, which is effectively an extension of the oldest contract signed with the government of the country for the construction of the state‐of‐the‐art airport. The contract was signed on 12.04.2018 representing a value of €24.8 million for our Company, corresponding to a 50% stake. AVAX SA agreed to assume the continuation of the project and purchase used assets of J&P Overseas Ltd (office space and limited mechanical equipment exclusively employed in the project), according to the appraisal conducted by specialists on behalf of AVAX and the liquidator of J&P (Overseas) Ltd). Signing of the deal between the liquidators, banks and the Concession lending bank syndicate has been delayed because of the requirement to secure the consent of ARAB Bank, which had issued the letters of guarantee for the initial project contract using J&P (Overseas) Ltd credit limits with no guarantees provide by AVAX SA.
The project has been completed and is going through its defect liability period. This responsibility has been assumed by AVAX which is also working on the additional project. Bank performance bonds and letters of guarantee for the additional works, currently amounting to €9.0 million, are issued by AVAX SA.
An agreement was reached recently for ARAB Bank's consent to the deal, which is expected to be signed soon.
Works proceed normally. On reference date 30.06.2019, the project was 33% complete, up from 11% on 31.12.2018. The contractual work schedule calls for project delivery in 2022, with the largest part of works planned for 2019 (65%) and 2020 (15%).
The 2nd Repeat Extraordinary General Meeting of Company shareholders held on 27.03.2019 decided a share capital increase amounting to €20 million through a rights issue for all shareholders, at an issue price of €0.30 per share. The validity term of the decision expired with no capital increase taking place, which would have seen a total of 66,666,666 new shares being issued at a ratio of 0.85849971 new shares for each share outstanding. The rights issue will take place based on a newer shareholder decision (see section "Important post balance sheet date Developments & Events").
The Company set up AVAX Middle East Ltd ("AVAX ME") in May 2019 in Cuprys, as part of its strategic decision to focus on mechanical, electrical and plumbing (MEP) works in Qatar, the United Arab Emirates and the broader Persian Gulf region. AVAX ME is a subsidiary of AVAX International Ltd, also based in Cyprus and 100% subsidiary of AVAX SA.
In June 2019, AVAX ME acquired three companies from J&P (Overseas) Ltd which is undergoing liquidation, more specifically it acquired 100% of Conspel Construction Specialist (Isle of Man) Limited, as well as 49% of J&P Qatar WLL and Abu Dhabi J&P LLC. All three companies are fully consolidated by AVAX ME due to effective management control, arising from a contractual agreement with other shareholders.
Through AVAX ME, the AVAX Group eyes the expansion of its operations ina geographic region with a steady flow of auctions for large‐scale projects for MEP projects. The expansion through the acquisition of the three companies which are active in the Middle East and Persian Gulf area, offers AVAX Group know‐how in large‐scale MEP works as well as access and expertise in operating in those countries. AVAX ME's consolidated accounts post the acquisitions show work‐in‐hand amounting to €361 million. The accounts also show debt totalling €82 million, of which €51 million concern long‐term loans to be repaid in the period beyond one year and up to five years. There is also cash amounting to €31 million and short‐term loans amounting to €31 million, which come from the projects in progress. Short‐term loans are expected to be repaid within 12 months (until 2020) out of cash flows from those projects.
The estimated turnover for the second half of 2019 of those companies is \$200 million. At the same time, AVAX became a majority partner in the Qatar Foundation Stadium Construction Joint Venture, up from 24%. The stadium is expected to reach completion by the end of 2019; with a total size of \$650million, it is of importance to the country and the upcoming 2022 FIFA World Cup.
[More information is available on Note 23 of the Accounts]
In April 2019, the Company acquired PSM Suppliers Ltd ("PSM") based in Channel Islands from "Overseas Holdings Limited" (OHL), which belongs to the J&P (Overseas) Ltd group ("JPO"), placed under liquidation since October 2018. PSM's shares were transferred along with all rights and obligations related in particular to the continuation of two separate contracts for an energy project in Libya's Faregh oil deposit, the client being WAHA Oil Company of Libya. It is noted that the project is in the final stage of completion, estimated to be completed in 2019, as the remaining works include testing & commissioning of mechanical equipment from Siemens, a subcontractor of PSM. With this transaction, the Company seeks:
• to acquire PSM's experience and project record, thereby improving its bidding capacity for similar energy projects in international markets
• to collect in the near‐term the funds withheld to guarantee the performance of the two projects, which exceed the agreed acquisition price.
Ιn April 2019, the Company also acquired J&P Energy & Industrial Works SA ("J&P Energy"), based in Greece, from J&P (Overseas) Ltd, which is in the process of liquidation. The acquisition was concluded at a token price and is aimed at further enhancing the operations of AVAX Group's energy projects department, as J&P Energy boasts considerable expertise in producing technical studies for energy‐related industrial works in international markets.
The Board of Directors of the Company and «J&P Energy & Industrial Works SA», the latter company being 100% subsidiary of the former, decided to commence their merger through the absorption of J&P Energy & Industrial Works SA by AVAX SA. The merger will be based on financial statements dated 31.12.2018 and carried out in accordance with Law 4601/2019, article 54 of Law 4172/2013 and article 61 of Law 4438/2016. The Merger Plan was posted on 28.06.2019 as entry #1582313 on the General Commercial Registry of the General Secretariat of Commerce & Consumer Protection.
Volterra, 100% subsidiary of AVAX Group, signed a deal with PPC to jointly develop and operate wind parks with total capacity of 69.7MW. Specifically, PPC acquired 45% of the share capital of two Volterra SPVs, the first of which owns two wind parks of 16MW total capacity in Etoloakarnania region which are already operational at a FiP of €98/MWh, and the second which owns two wind parks under construction in Viotia region, one with capacity 42.9MW with a FiP of €98/MWh, and the other with a 10.8MW capacity with a FiP of €56.45/MWh.
The government change that emerged from the July 2019 elections has rekindled the hopes of the business world, and of society at large, for an upturn in the country's economy. The announcement of a series of tax reductions, coupled with the accelerated process of implementing flagship investments, have created a climate of euphoria at the level of businesses, households and government bond markets. The anticipated increase in disposable income and the creation of many new jobs are expected to produce lasting results, creating a more favourable macroeconomic environment for the country from 2020 onwards. The business world seeks the return of the domestic banking system to its role as provider of loans and guarantees, to restore the proper functioning of businesses and to effectively pull the country out of the economic crisis.
Group activities are subject to various risks and uncertainties pertaining to the nature of its business activities, prevailing geopolitical, credit and currency conditions, relations with clients, suppliers and subcontractors. To a large extent, the risk arising from these relations and transactions is predictable or may be dealt with the selection of the appropriate management policy due to the accumulated expertise of the Group's senior staff and official procedures. It is always desirable to limit the overall level of risk to tolerable and manageable levels for Group operations. Nevertheless, no system and risk management policy can offer absolute security against all risks, as the ever‐changing international political and economic environment may overturn any situation which was taken for granted and considered manageable in advance. The main risks and uncertainties, their management policies and their impact on Group activities, are as follows:
The Group's Strategic Planning & Risk Management Committee has adopted a credit policy according to which the credit score of new clients is assessed individually before they are officially offered the standard terms and conditions of payment and delivery. Regarding public works, until the economic environment improves, the Group follows a policy of participating only in tenders where project financing is secured with European Union funds.
At any point in time, the Group is involved in a large number of projects in Greece and abroad, with select clients with a proven record of reliability and credit worthiness. In the local market, the Greek State has traditionally been the largest client, as the private sector historically is a small player in building facilities and infrastructure projects where the Group specializes in. Participation in self‐financed projects in the form of concessions and PPP has somewhat limited the participation of the Greek State in total Group revenues. In international markets, the group mostly deals with private‐sector clients. Under this light of clientele diversification, the Group presents a medium level of credit risk concentration.
As a result of the international practice in the construction sector, Group transactions are required to be secured to a large extent by the intervention of the banking sector and international credit security firms in issuing guarantees in all stages of a signed project contract, from participating in the bidding, to receiving an advance payment, the execution of the project in discrete phases till its final delivery.
To calculate the provision for impairment of receivables from clients and other debtors, the Group assesses the risk level of each client according to the aging breakdown of receivables in arrears and their broader credit‐worthiness, while also applying a general coefficient for doubtful receivables on the total of its receivables which depends on prevailing business conditions.
To provide a realistic view of the level of doubtful receivables in its financial accounts and keep any adverse impact in upcoming financial periods in check, the Group has in recent years been charging increased provisions for impairment of its receivables from clients and debtors, as may be seen in the following table.
The Company and the Group have implemented the simple form of IFRS 9 for the impairment of expected credit losses on the balance of commercial and other receivables on the date of first implementation.
The Group is exposed to volatility in input prices for raw materials and other supplies, which in most cases are internationally‐priced commodities, such as cement, metal rebars and fuel. The Group is centrally purchasing supplies for all its subsidiaries to secure economies of scale. In several cases it pre‐orders large quantities of supplies to lock in their purchase price and escape future price shifts.
Liquidity risk refers to the likelihood of current assets, ie those that may be disposed off on a short‐term span, being insufficient to cover short‐term liabilities when they become due. As per the following table, the Group had positive net current assets at the end of the first half of 2019.
| amounts in € '000 | GROUP | COMPANY | ||
|---|---|---|---|---|
| 30.06.2019 | 31.12.2018 | 30.06.2019 | 31.12.2018 | |
| Current Assets, excluding cash & equivalent (Α) | 715,033 | 462,435 | 459,877 | 430,384 |
| Short‐term Liabilities, excluding bank debt (Β) | 628,196 | 365,745 | 342,522 | 300,114 |
| Net Current Assets (Α – Β) | 86,837 | 96,690 | 117,355 | 130,270 |
The Group follows a policy of securing adequate cash to meet upcoming liabilities at any point in time. To this extent, the Group seeks to maintain cash in physical form or in agreed credit lines sufficing for expected payments over the period of a month. The Finance Department prepares a detailed monthly and 12‐month cash plan, as well as revising on a quarterly basis the 5‐year budget and cash flow statement.
The basic criterion in evaluating the course of cash liquidity is the aging analysis or maturity of the Group's financial liabilities, starting from balance sheet date until those liabilities are due.
The Group occasionally makes use of complex financial products in association with the banking sector to hedge the cash flow primarily to specific investments in self‐financed projects. The part of the cash flow hedge which was absolutely effective is credited directly to shareholder funds through the Table of Changes in Own Equity of concessionaires, in line with the provisions of the International Accounting Standards. The ineffective part of the gain or loss is charged directly to the income statement of the companies. Therefore, the Group books its share in its consolidated financial accounts according to the respective entries in associated companies, in line with International Accounting Standard 28.
The Group receives a large part of its revenues from works in international markets, with a significant portion of those revenues coming from countries outside the eurozone. In cases of projects outside the eurozone, the Group makes an effort to match its receivables in foreign currency with payables in the same currency, effectively hedging part of its foreign exchange risk. The Group also carries out, partially at minimum, financial hedging of its receivables and payables in foreign currency through agreements with banking institutions.
The Company and its subsidiaries are covered by reputable insurance companies against basic risk arising from their business activity, relating to breakdowns and damages in their technical equipment, personnel accidents, and force majeure events. Insurance coverage is bound to usual terms for each contract and is seen adequate overall. Basic insurance provides full coverage of the undepreciated accounting value of fixed assets against catastrophic and other risks, with an emphasis on technical equipment in Greece and abroad as well as construction projects. Insurance contracts for projects also cover civil responsibility of the Company versus third parties.
Geopolitical risk is present throughout the Eastern Mediterranean region, the Middle East and Northern Africa Group due to conflicts and unrest linked to the overturning of old political regimes, the rise of new fanatic religious groups, and the conflict for control of natural resources.
The Group's international activities and expansion outside Europe has been focused on countries with limited geo‐political risk, such as Jordan, the United Arab Emirates and Qatar, however the business environment has proven positive even in countries with perceived increased risk, like Iraq.
The Group has halted works towards the construction of the 590MW thermal power plant at Deir Aamar (Phase II) near the city of Tripoli in Lebanon, and has filed a Petition for Arbitration to the International Centre for Settlement of Investment Disputes (ICSID) for its claim against the state of Lebanon. Given the continuing pursuit of an amicable settlement of the dispute between the two sides, the arbitration process has been suspended until 31.01.2020 following a joint request by both sides, which was accepted by ICSID. Based on these facts, the assessment of the recoverability of the claim as of 31.12.2018, as restricted, remains the same on 30.06.2019.
The Group finances its fixed assets with long‐term bond loans and its operations with working capital, while also using performance bonds issued by banking institutions to participate in project tenders and guarantee their proper execution to clients. The terms and pricing of those financial products, ie interest rates and bond fees, are determined by international and local liquidity conditions beyond the control of the Group, despite the good relationship maintained with the local banking system. The recent lifting of capital controls imposed four years ago on the local banking sector is expected to have a positive impact on investment confidence, gradually improving liquidity conditions in the banking sector, with a knock‐on effect on contractors.
Total consolidated debt for the Group on 30.06.2019 amounted to €709.3 million, substantially increased from €595.4 million at end‐2018, due to the consolidation of newly acquired companies outside Greece.
Long‐term debt represents around 80% of total group debt at the end of the first half of 2019, unchanged from 31.12.2018.
Group management believes that the political change in our country after the July 2019 elections is a sufficient condition for improving the domestic investment and business climate compared to the previous period. The long‐term outlook is positive in international markets, due to strong demand for design & construction by specialized contractors of infrastructure works, such as power plants and LNG facilities which the Group focuses on.
Barring any unforeseen and extraordinary events, the Group's financial results are expected to improve further in the second half of 2019 compared to the first half, both in terms of turnover and net profit. Τhe Group's total volume of operations is expected to receive a significant boost from the strategic acquisitions of the Company in the first half of the year, mainly in the Qatari market, as part of the Company management decision to specialize in MEP projects in the Persian Gulf region. It should be noted that as of the end of the first half of 2019, Group work‐in‐hand, ie the portion of signed contracts which has yet to be recorded in financial statements in terms of revenue and expenses, amounted to around €1.2 billion (versus €1.0 billion at the end of 2018). The work‐in‐hand total for the end of the first half of 2018 does not include contracts for the provision of services and sale of developed real estate, or projects pending signing in the near‐term. Projects in international markets represent more than three quarters of work‐in‐hand on 30.06.2019.
This Interim Financial Report features some «Alternative Performance Measures», based on the ESMA Guidelines on Alternative Performance Measures dated 05.10.2015), besides the International Financial Reporting Standards which derive from the Group's financial statements. APMs are not a substitute for other financial figures and financial indicators of the Group which are calculated according to IFRS, rather they serve the purpose to allow the investment public to get a better understanding of the Group's financial performance.
The APMs used in the Group's Interim Financial Reports are as follows:
| amounts in € '000 | GROUP | COMPANY | ||
|---|---|---|---|---|
| 6M 2019 | 6M 2018 | 6M 2019 | 6M 2018 | |
| Pre‐tax Earnings (Α) | 15,180 | 4,725 | 13,014 | 23,792 |
| Financial Results (Β) | (12,876) | (11,511) | (10,601) | (10,608) |
| Investment Results / Adjustments for non‐cash items (C) |
0 | (599) | 0 | 0 |
| Depreciation (D) | 8,371 | 4,816 | 5,337 | 3,302 |
| EBITDA (Α ‐ Β ‐ C + D) | 36,427 | 21,650 | 28,952 | 37,703 |
Earnings before Interest, Tax, Depreciation and Amortisation (EBITDA) are defined and calculated according to Circular #34 of the Capital Markets Commission, as follows: Earnings before tax, financial and investment results and total depreciation (EBITDA) = Profit / (Loss) pre tax earnings +/‐ financial and investment results + Total Depreciation (of tangible and intangible assets). EBITDA is widely used by financial analysts and banks to evaluate the capacity of corporations to service their debt out of generated cash flow.
| amounts in € '000 | GROUP | COMPANY | ||
|---|---|---|---|---|
| 30.06.2019 | 31.12.2018 | 30.06.2019 | 31.12.2018 | |
| Total Debt (Α) | 709,300 | 595,388 | 513,808 | 521,040 |
| Shareholder Funds (Β) | 99,845 | 87,827 | 259,761 | 249,322 |
| Funds Deposited towards Rights Issue (C) | 16,250 | 13,000 | 16,250 | 13,000 |
| Capital Leverage [ Α / (B+C) ] | 6.11 | 5.91 | 1.86 | 1.99 |
The capital leverage indicator is calculated as the ratio of the total of Short‐term and Long‐term loans at year‐end to Total Shareholder Funds at year‐end, also taking into account the funds deposited by major shareholders towards a rights issue decided by a general shareholders meeting. This indicator examines the relationship between loans and own equity to assess whether the business is adequately capitalized or exhibits excessive exposure to bank loans and borrowed capital.
| amounts in € '000 | GROUP | COMPANY | ||
|---|---|---|---|---|
| 30.06.2019 | 31.12.2018 | 30.06.2019 | 31.12.2018 | |
| Bond Loans | (423,544) | (429,957) | (415,354) | (415,942) |
| Jessica Loans / EBRD (project financing) | (98,957) | (43,531) | 0 | 0 |
| Bond Loans – due in next 12months | 0 | (6,080) | 0 | (6,080) |
| Leasing | (43,406) | (5,628) | (1,049) | (602) |
| Short‐term Loans | (143,393) | (110,192) | (97,405) | (98,417) |
| Total Debt (Α) | (709,300) | (595,388) | (513,808) | (521,041) |
| Cash & Equivalent (Β) | 114,703 | 65,676 | 76,184 | 57,026 |
| Net Debt (Α + Β) | (594,597) | (529,712) | (437,624) | (464,015) |
Net Debt is calculated by subtracting Cash & Equivalent from the total of Short‐term and Long‐term Loans. As a performance indicator, net debt gives an immediate view of the capacity of a business to repay all or part of its debt making use of its cash and equivalent.
| amounts in € '000 | GROUP | COMPANY | |||
|---|---|---|---|---|---|
| 6M 2019 | 6M 2018 | 6M 2019 | 6M 2018 | ||
| Pre‐Tax Earnings | 15,180 | 4,725 | 13,014 | 23,792 | |
| Depreciation | 8,371 | 4,816 | 5,337 | 3,302 | |
| Other Cash Flow Items | (646) | (1,315) | (6,423) | (13,167) | |
| Change in Working Capital | (11,858) | (26,538) | (619) | (29,602) | |
| Operating Cash Flow (Α) | 11,047 | (18,312) | 11,309 | (15,675) | |
| Net Investment Cash Flow (Β) | 22,356 | 11,487 | 15,081 | 12,197 | |
| Free Cash Flow (Α + Β) | 33,403 | (6,825) | 26,391 | (3,478) |
Free Cash Flow is measured by deducting Net Investments from Operating Cash Flow, providing an indication of the cash generated by a business due to its operation after paying for investments in assets. Positive free cash flow allows for financing of new activities to expand the business and relax debt, while any free cash outflow must be matched by new equity injected by shareholders or borrowing from the banking system.
The Company applies a series of policies on issues relating to Corporate Responsibility and Corporate Governance, according to pertinent legislation.
The Environmental Policy of the Company comprises a set of principles, defined as commitments, through which top management describes the long‐term direction of the Company with respect to the support and enhancement of environmental performance. The Company has developed and applies an Environmental management System according to international standard ISO 14001.
As part of the applied Environmental Management System, the Company has designed and applies various Programmes and Procedures in a bid to reduce energy consumption in worksites and central installations and offices. It is certified to international standard ISO‐50001/2011 for energy management.
The Company abides by local, national, EU and international legislation (depending on the country) in all its projects. As part of the applied Environmental Management System, the Company has designed and applies various Programmes and Procedures for Waste Management. In its effort to practice best environmental management, the Company has reached agreements with licensed firms and institutions for waste management and recycling.
The Company is very active in the area of social responsibility, realizing the interaction with the local communities it is active in. AVAX's contribution takes the form of financial support of cultural and sports activities of various local communities and institutions, along with a number of events focusing on humans as individuals. The Company views social responsibility as a broader notion, where the target is not only to support specific groups of people, rather it is to improve the quality of life and safety of its personnel, residents neighbouring to its work sites and users of its projects.
At the end of the first half of 2019, the Group and the Company employed 2,333 and 1,784 personnel, respectively, versus 1,436 and 917 on 30.06.2018, and 1,980 and 1,484 respectively on 31.12.2018. Personnel totals do not include staff employed by joint ventures which the Company and the Group participate in.
The Company has a fully operating department for managing Quality, Safety and Environment issues which supports the application of management systems for quality, safety and environmental impact through the Group's central MIS system. The Group has for many years been certified to ISO‐9001/2015 standard for quality, to ISO‐14001/2015 for the environment and OSHAS‐18001/2007 for safety, and is in the process of applying a Total Quality Management system, which is a leading move for the construction sector.
The Company has also hired a doctor, who is available to all personnel for medical recommendations and advice at its headquarters for a two‐hour period once per week.
The Group has put in place a policy of specific benefits for its employees, including:
The Company invests in its human resources and applies a Training Procedure to all hierarchical levels. The purpose of the procedure is to define the conditions for the most efficient training of staff, making use of approved subsidies, with a view to increase performance and satisfaction derived from work. Training is done both in‐house and by external institutions. The procedure is applied across all personnel when need arises, for example:
when needs arise for specialty skills
The Company incorporates in its corporate values the 17 Sustainable Development Targets of the United Nations which pertain to the protection of human and labour rights, prosperity across age groups, equality of sexes, easing of inequalities both inside and among countries. The Code of Ethics and Conduct includes the afore‐mentioned values and provides personnel with the appropriate guidelines to promote the Respect of Human Rights.
The Group has set as its top priority the protection of the personal data of associates and clients for all of its companies. For this reason, it has implemented a set of rules and procedures that ensure full compliance with the European and national legislative framework. The Harmonisation Plan for the General Data Protection Regulation ("GDPR", ie Regulation 2016/679 of the European Parliament and European Council of April 27, 2016) implemented by the AVAX Group is based on existing and new procedures and includes systematic scrutiny of operations, services and products of its companies, with the sole aim of achieving the most direct and smooth compliance of the companies.
The Repeat Extraordinary General Meeting of Company shareholders held on 26.09.2019 approved a rights issue worth up to €20 million, at a price of €0.30 per share. The capital increase will be carried out with the issue of 66,666,666 new shares, entitling existing shareholders to around 0.85849971 new shares for each share held. The Information Memorandum of the Company for the rights issue has already been filed to the Greek Capital Markets Commission, pending for approval.
Three Company shareholders have deposited an aggregate amount of €16.25 million, as of 30.06.2019 and up to the date of issue of this financial report. It should be noted that according to the decision of shareholders taken on 26.09.2019, upon completion of the share capital increase, the Company may return part of the capital increase proceeds to the three shareholders of an amount for which they did not receive equivalent shares in the rights issue.
Pursuant to the provisions of Law 3016/2002 and decision 3/347/12.07.2005 of the Hellenic Capital Market Commission, the Board of Directors of the Company decided on 25.07.2019 to appoint Mr Anastasios Tsakanikas as new Internal Auditor, replacing Mr John Papadopoulos who resigned, starting on 01.08.2019. The Company is at the final stage of recruitment of two new certified and experienced Internal Auditors and is also proceeding to appoint an Auditing Firm as external auditors of AVAX Middle East, recognising the important role of the internal auditing service for the Group.
The Company signed on 01.08.2019 a contract for the sale of the PPP of 10 Schools in Attica, which it had built a few years ago and undertaken their facility management in the long run. The signed agreement provides for the transfer on 01.10.2019 by the Company of all shares of the PPP company, as well as of the outstanding balance of two different series of limited bonds issued by the Company.
The most important transactions of the Company over the 01.01.2019‐30.06.2019 period with related parties, as per IAS 24, pertain to transactions with subsidiaries (as defined in article 42 of Law 2190/1920), are as follows:
| (amounts in € '000) | ||||
|---|---|---|---|---|
| Group | INCOME | EXPENSES | RECEIVABLES | PAYABLES |
| AGIOS NIKOLAOS CAR PARK | 10 | 14 | ||
| OLYMPIA ODOS OPERATION SA | 1,686 | 1,577 | ||
| OLYMPIA ODOS CONCESSION SA | 503 | 120 | 910 | |
| GEFYRA OPERATION SA | 41 | 23 | ||
| ATTIKI ODOS SA | 14 | 14 | ||
| ATTIKA DIODIA SA | 99 | 31 | 460 | |
| AEGEAN MOTORWAY SA | 180 | |||
| SALONICA PARK SA | 1,755 | 1 | 310 | 233 |
| POLISPARK SA | 9 | 17 | ||
| ELIX SA | 24 | |||
| ATHENS CAR PARKS SA | 6 | |||
| WATER & ENTERTAINMENT PARKS SA | 1 | |||
| METROPOLITAN ATHENS PARK SA | 2 | 0 | ||
| BIOENERGY SA | 2 | |||
| NEA SMYRNI CAR PARK SA | 1 | 102 | ||
| BONATTI J&P‐AVAX SRL | 12,357 | |||
| ILIA WASTE MANAGEMENT PPP | 200 | |||
| PYRAMIS SA | 1,249 | 970 | 1,110 | |
| LIMASSOL MARINA LTD | 9,980 | |||
| J&P‐AVAX QATAR LLC | 1 | |||
| J&P (UK) LTD LONDON | 31 | |||
| 5N SA | 145 | |||
| SC ORIOL REAL ESTATE SRL | 934 | |||
| ENERSYSTEM FZE | 1,457 | |||
| Management members and Board Directors | 1,016 | 558 | ||
| 4,221 | 3,822 | 26,805 | 3,301 | |
| Company | Έσοδα | Έξοδα | Απαιτήσεις | Υποχρεώσεις |
| ETETH SA | 182 | 21 | 1,326 | 21 |
| TASK J&P‐AVAX SA | 7 | 727 | 1,047 | 3,319 |
| J&P‐AVAX ΙΚΤΕΟ SA | ‐ | ‐ | 4 | 17 |
| GLAVIAM SA | 2 | ‐ | 2 | ‐ |
| J&P DEVELOPMENT SA | 18 | ‐ | 1,075 | 3 |
| ATHENA CONCESSIONS SA | 1 | ‐ | 14 | 41 |
| ERGONET SA | 6 | ‐ | 415 | 1 |
| MONDO TRAVEL SA | 3 | 181 | 158 | 606 |
| JPA ATTICA SCHOOLS PPP | 1,021 | ‐ | 55 | 0 |
| ATHENS MARINA | 21 | ‐ | 1,160 | ‐ |
| BONATTI J&P‐AVAX SRL | 12,357 | |||
| J&P AVAX CONCESSIONS SA | ‐ | ‐ | 3 | 20 |
| VOLTERRA SA | 128 | 226 | 185 | 1,259 |
| JOANNOU & PARASKEVAIDES ENERGY SA | ‐ | ‐ | 2,066 | ‐ |
| PSM SUPPLIERS LTD | ‐ | ‐ | ‐ | 340 |
| J&P AVAX INTERNATIONAL LTD | 1,510 | 22,612 | 6,567 | 2,698 |
| AGIOS NIKOLAOS CAR PARK SA | 14 | |||
| OLYMPIA ODOS OPERATION SA | 1,642 | 1,557 |
| OLYMPIA ODOS CONCESSION SA | 496 | 119 | 910 | |
|---|---|---|---|---|
| GEFYRA OPERATION SA | 41 | 23 | ||
| GEFYRA CONCESSION SA | 10 | 13 | ||
| ATTIKI ODOS SA | 14,602 | 88 | 431 | |
| ATTIKA DIODIA SA | 496 | |||
| AEGEAN MOTORWAY SA | 1,755 | 1 | 246 | 233 |
| SALONICA PARK SA | 1 | 12 | ||
| POLISPARK SA | 24 | |||
| ELIX SA | 6 | |||
| ATHENS CAR PARKS SA | 1 | |||
| WATER & ENTERTAINMENT PARKS SA | 2 | 0 | ||
| METROPOLITAN ATHENS PARK SA | 2 | |||
| BIOENERGY SA | 145 | 102 | ||
| ILIA WASTE MANAGEMENT PPP | 200 | ‐ | ‐ | ‐ |
| PYRAMIS SA | 1,249 | 970 | 1,110 | |
| LIMASSOL MARINA LTD | 9,980 | |||
| J&P‐AVAX QATAR LLC | 1 | |||
| J&P (UK) LTD LONDON | 31 | |||
| JV J&P‐AVAX – J&P OVERSEAS LTD (JORDAN) | 107 | 547 | ‐ | |
| CONSORTIA | 1,756 | 30,341 | 5,921 | |
| Management members and Board Directors | ‐ | 417 | ‐ | 172 |
| 24,152 | 25,521 | 70,388 | 17,133 |
No loans have been granted to members of the Board of Directors or other senior staff of the Group, and their family members.
Marousi, 27.09.2019 On behalf of the Board of Directors of AVAX SA
Constantinos Mitzalis Managing Director
To the Board of Directors of the Company "AVAX S.A."
We have reviewed the accompanying interim condensed separate and consolidated statement of financial position of "AVAX S.A." as of June 30, 2019 and the related condensed separate and consolidated statements of comprehensive income, changes in equity and cash flows for the six-month period then ended, as well as the selected explanatory notes that comprise the interim condensed financial information, which is an integral part of the six-month financial report as provided by Law 3556/2007.
Management is responsible for the preparation and presentation of this interim condensed financial information in accordance with International Financial Reporting Standards as adopted by the European Union and applied to Interim Financial Reporting (International Accounting Standard "IAS" 34). Our responsibility is to express a conclusion on this interim condensed financial information, based on our review.
We conducted our review in accordance with the International Standard on Review Engagements 2410, "Review of Interim Financial Information Performed by the Independent Auditor of the Entity". A review of interim financial information consists of making inquiries, mainly of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing, as incorporated into the Greek Legislation and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Consequently, we do not express an audit opinion.
Based on the review conducted, nothing has come to our attention that causes us to believe that the accompanying interim condensed financial information is not prepared, in all material respects, in accordance with IAS 34.
We draw your attention to note 23 to the Interim Condensed Financial Information, where reference is made regarding the acquisition of three companies by AVAX Group through the newly established company AVAX Middle East Limited, in the context of Management's strategic choice to focus on electromechanical projects in the wider region of Persian Gulf. In addition, information is provided for the basic financial figures that raised from that acquisition.
Our conclusion is not qualified in respect of this matter.
Our review has not revealed any material inconsistency or misstatement in the statements of the members of the Board of Directors and the information of the sixmonth Board of Directors Report, as defined in articles 5 and 5a of Law 3556/2007, in relation to the accompanying interim condensed financial information.

BDO Certified Public Accountants SA 449, Mesogion Ave. 153 43 Agia Paraskevi Athens Greece Reg.SOEL: 173
Agia Paraskevi, 30/09/2019 The Certified Public Accountant
Dimitrios V. Spyrakis Reg.SOEL: 34191

We hereby certify that the attached Interim Financial Statements, which are an integral part of the semi‐ annual financial report of article 5 of Law 3556/2007, are those approved by the Board of Directors of "AVAX SA" on 27.09.2019 and have been published by posting them on the internet, at (www.jp‐avax.gr), as well as on the Athens Stock Exchange web site, where they will remain at the disposal of the investing public for at least ten (10) years from the date of their compilation and disclosure.
It is noted that the disclosed condensed financial statements and information resulting from the interim six‐month condensed financial statements are intended to provide the reader with a general overview of the Company's and the Group's financial position and results but do not provide a comprehensive view of the financial position, the Company's and the Group's financial performance and cash flows, in accordance with International Financial Reporting Standards.
| Group | Company | ||||
|---|---|---|---|---|---|
| 30.06.2019 | 31.12.2018 | 30.06.2019 | 31.12.2018 | ||
| ASSETS | |||||
| Non‐current Assets | |||||
| Property, Plant and Equipment | 2 | 180.913.492 | 120.187.673 | 66.703.638 | 69.935.945 |
| Investment Property | 3 | 13.486.098 | 13.141.917 | 3.454.136 | 3.454.136 |
| Goodwill | 48.375.692 | ‐ | ‐ | ‐ | |
| Intangible assets | 4 | 6.745.483 | 11.522.725 | 255.398 | 198.435 |
| Investments in other companies | 5 | 255.212.226 | 262.243.724 | 83.507.450 | 81.035.562 |
| Financial assets at fair value through other | |||||
| comprehensive income | 121.823.523 | 115.900.143 | 509.088.351 | 503.929.977 | |
| Other financial assets | 36.832.745 | 37.541.268 | ‐ | ‐ | |
| Other non‐current assets | 802.844 | 846.017 | 5.971.398 | 6.248.763 | |
| Deferred tax assets | 27.370.728 | 26.943.826 | 24.849.311 | 24.479.877 | |
| Total Non‐current Assets | 691.562.832 | 588.327.293 | 693.829.683 | 689.282.695 | |
| Current Assets | |||||
| Inventories | 41.712.333 | 26.894.383 | 13.177.150 | 13.037.083 | |
| Contractual assets | 204.199.048 | 118.930.436 | 95.325.211 | 111.969.543 | |
| Trade receivables | 6 | 299.472.391 | 181.898.981 | 183.680.330 | 182.977.218 |
| Other receivables | 6 | 163.497.700 | 128.585.305 | 167.693.779 | 122.400.391 |
| Other financial assets Cash and cash equivalents |
7 | 6.151.235 114.703.040 |
6.125.997 65.676.252 |
‐ 76.183.742 |
‐ 57.025.579 |
| Total Current Assets | 829.735.747 | 528.111.354 | 536.060.212 | 487.409.814 | |
| Total Assets | 1.521.298.579 | 1.116.438.647 | 1.229.889.895 | 1.176.692.509 | |
| EQUITY AND LIABLITLIES | |||||
| Share capital Share |
12 | 23.296.455 23 296 455 |
23.296.455 23 296 455 |
23.296.455 23 296 455 |
23.296.455 23 296 455 |
| Share premium account | 12 | 146.676.671 | 146.676.671 | 146.676.671 | 146.676.671 |
| Other reserves | 13 | 235.511.504 | 152.864.694 | 389.854.408 | 307.234.013 |
| Translation exchange differences Retained earnings |
(3.601.182) (300.858.403) |
(2.267.016) (231.773.345) |
(3.697.196) (296.369.126) |
(2.433.961) (225.451.542) |
|
| Equity attributable to equity holders of the parent (a) | 101.025.043 | 88.797.458 | 259.761.211 | 249.321.635 | |
| Non‐controlling interest (b) | (1.179.956) | (970.045) | ‐ | ‐ | |
| Total Equity (c)=(a)+(b) | 99.845.088 | 87.827.413 | 259.761.211 | 249.321.635 | |
| Non‐Current Liabilities | |||||
| Debentures / Long term Loans | 10 | 561.619.643 | 475.666.644 | 415.633.911 | 416.063.220 |
| Derivative financial instruments | 1.287.543 | 1.249.026 | ‐ | ‐ | |
| Deferred tax liabilities | 35.031.403 | 31.501.018 | 82.808.273 | 80.098.221 | |
| Provisions for retirement benefits Other long‐term provisions |
9.844.321 | 4.834.894 | 4.339.671 | 4.061.386 | |
| Total Non‐Current Liabilities | 11 | 37.794.498 645.577.408 |
29.893.643 543.145.224 |
26.650.994 529.432.849 |
22.056.878 522.279.705 |
| Current Liabilities | |||||
| Trade and other creditors | 8 | 604.679.851 | 344.024.817 | 327.156.669 | 285.347.500 |
| Income and other tax liabilities | 23.515.943 | 21.720.166 | 15.365.102 | 14.766.517 | |
| Bank overdrafts and loans | 9 | 147.680.289 | 119.721.026 | 98.174.064 | 104.977.152 |
| Total Current Liabilities | 775.876.083 | 485.466.009 | 440.695.835 | 405.091.169 | |
| Total Liabilities (d) | 1.421.453.491 | 1.028.611.233 | 970.128.684 | 927.370.874 | |
| Total Equity and Liabilities (c )+ (d) | 1.521.298.579 | 1.116.438.647 | 1.229.889.895 | 1.176.692.509 |
From 1/1/2019 the Group and the Company have applied IFRS 16 using the cumulative effect method. According to this method, the comparative information is not restated, further details are provided in C15 paragraph.
| GROUP | COMPANY | ||||
|---|---|---|---|---|---|
| 1.1‐30.06.2019 | 1.1‐30.06.2018 | 1.1‐30.06.2019 | 1.1‐30.06.2018 | ||
| Turnover Cost of sales |
315.085.107 (289.652.469) |
298.943.755 (279.973.853) |
231.446.359 (211.977.690) |
247.703.011 (226.541.855) |
|
| Gross profit | 25.432.638 | 18.969.902 | 19.468.669 | 21.161.156 | |
| Other net operating income/(expenses) Gain/ (Losses) from property fair‐value impairment |
(629.589) ‐ |
(137.157) (599.295) |
(6.550.133) ‐ |
(653.807) ‐ |
|
| Administrative expenses | (13.494.859) | (13.764.806) | (9.657.367) | (9.071.140) | |
| Selling & Marketing expenses | (4.176.797) | (3.350.048) | (1.966.028) | (1.220.378) | |
| Receipts of debt securities | 4.903.323 | 2.717.163 | 5.071.044 | 2.956.071 | |
| Income/(Losses) from Investments in Associates |
16.021.931 | 12.399.417 | 17.248.655 | 21.228.323 | |
| Profit/ (Loss) before tax, financial and investment results |
28.056.647 | 16.235.176 | 23.614.840 | 34.400.225 | |
| Net financial income / (loss) | (12.876.464) | (11.510.674) | (10.600.639) | (10.608.248) | |
| Profit/ (Loss) before tax | 15.180.183 | 4.724.502 | 13.014.201 | 23.791.977 | |
| Tax | (6.314.381) | (4.604.595) | (5.771.021) | (6.648.860) | |
| Profit/ (loss) after tax from operations | 8.865.802 | 119.907 | 7.243.180 | 17.143.117 | |
| Attributable to: | |||||
| Equity shareholders | 9.075.706 | 395.578 | 7.243.180 | 17.143.117 | |
| Non‐controlling interests | (209.904) | (275.671) | ‐ | ‐ | |
| 8.865.802 | 119.907 | 7.243.180 | 17.143.117 | ||
| ‐ Basic Profit/ (Loss) per share (in Euros) | 0,1169 | 0,0051 | 0,0933 | 0,2208 | |
| ‐ Diluted earnings/ (losses) per share (in €) | 0,1169 | 0,0051 | 0,0933 | 0,2208 | |
| Weighted average # of shares | 77.654.850 | 77.654.850 | 77.654.850 | 77.654.850 | |
| Profit before tax, financial and investments results and depreciation |
36.427.246 | 21.650.002 | 28.952.169 | 37.702.589 |
From 1/1/2019 the Group and the Company have applied IFRS 16 using the cumulative effect method. According to this method, the comparative information is not restated, further details are provided in C15 paragraph.
The following notes are integral part of the Financial Statements.
| GROUP | COMPANY | ||||
|---|---|---|---|---|---|
| 1.1‐30.06.2019 | 1.1‐30.06.2018 | 1.1‐30.06.2019 | 1.1‐30.06.2018 | ||
| Profit/ (Loss) for the Period | 8.865.802 | 119.907 | 7.243.180 | 17.143.117 | |
| Other Comprehensive Income | |||||
| Net other comprehensive income /(loss) to be reclassified to profit or loss in subsequent periods |
|||||
| Exchange Differences on translating foreign operations | (1.334.173) | (364.242) | (1.263.236) | (163.330) | |
| Cash flow hedges | 221.349 | 457.743 | ‐ | ‐ | |
| Revalutaion reserves for other assets | 61.627 | ‐ | 24.905 | (190.602) | |
| Reserves for financial instruments available for sale | 5.818.392 | ‐ | 5.924.460 | 18.667.597 | |
| Tax for other comprehensive income | (1.586.356) | (132.745) | (1.541.453) | (5.358.328) | |
| Net other comprehensive income /(loss) not to be reclassified to profit or loss in subsequent periods |
|||||
| Actuarial revaluation of liabilities for personnel retirement |
‐ | 10.597 | ‐ | ‐ | |
| Tax for other comprehensive income | ‐ | (3.073) | ‐ | ‐ | |
| Total other comprehensive income from operations net of tax |
3.180.840 | (31.720) | 3.144.676 | 12.955.337 | |
| Total comprehensive Income | 12.046.642 | 88.187 | 10.387.856 | 30.098.454 | |
| Total comprehensive Income attributable to: Equity shareholders |
12.256.546 | 363.858 | 10.387.856 | 30.098.454 | |
| Non‐controlling interests | (209.904) 12.046.642 |
(275.671) 88.187 |
‐ 10.387.856 |
‐ 30.098.454 |
From 1/1/2019 the Group and the Company have applied IFRS 16 using the cumulative effect method. According to this method, the comparative information is not restated, further details are provided in C15 paragraph.
The following notes are integral part of the Financial Statements.
| GROUP | COMPANY | ||||
|---|---|---|---|---|---|
| 1.1‐30.06.2019 | 1.1‐30.06.2018 | 1.1‐30.06.2019 | 1.1‐30.06.2018 | ||
| Operating Activities | |||||
| Profit/ (Loss) before tax from continuing operations | 15.180.183 | 4.724.502 | 13.014.201 | 23.791.977 | |
| Adjustments for: | |||||
| Depreciation | 8.370.599 | 4.815.531 | 5.337.330 | 3.302.364 | |
| Provisions | 4.788.380 | 1.105.402 | 4.628.609 | 133.126 | |
| Income from sub‐debts | (4.903.323) | (2.717.163) | (5.071.044) | (2.956.071) | |
| Interest income | (1.492.132) | (1.734.699) | (57.827) | (170.097) | |
| Interest expense (Gain)/ Loss from impairement of assets |
14.330.079 ‐ |
13.345.290 ‐ |
10.658.467 ‐ |
10.778.344 ‐ |
|
| Losses from financial instruments | 38.517 | (99.916) | ‐ | ‐ | |
| Investment (income) / loss | (14.074.583) | (11.184.128) | (17.248.655) | (21.228.323) | |
| Εxchange rate differences | 667.170 | (29.586) | 667.170 | 275.920 | |
| Change in working capital | |||||
| (Increase)/decrease in inventories | (13.049.975) | 14.477.745 | (140.067) | 6.528.636 | |
| (Increase)/decrease in trade and other receivables | (23.450.553) | 33.621.257 | (36.205.287) | 37.228.192 | |
| Increase/(decrease) in payables | 48.836.042 | (57.783.432) | 50.429.499 | (59.977.198) | |
| Interest paid | (16.563.023) | (14.243.397) | (12.888.196) | (11.676.451) | |
| Income taxes paid | (7.630.712) | (2.609.675) | (1.814.800) | (1.705.411) | |
| Cash Flow from Operating Activities (a) | 11.046.669 | (18.312.267) | 11.309.401 | (15.674.992) | |
| Investing Activities | |||||
| Purchase of tangible and intangible assets | (5.175.772) | (9.487.855) | (2.794.847) | (1.387.766) | |
| Proceeds from disposal of tangible and intangible assets | 2.989.099 | 1.760.696 | 1.438.741 | 230.039 | |
| (Acquisition)/ disposal of, associates, JVs and other | |||||
| investments | ‐ | (866.330) | (869.217) | (6.946.529) | |
| Interest received | 1.492.132 | 308.935 | 57.827 | 170.097 | |
| Dividends received | 23.050.677 | 19.771.881 | 17.248.655 | 20.131.029 | |
| Cash Flow from Investing Activities (b) | 22.356.136 | 11.487.326 | 15.081.159 | 12.196.869 | |
| Financing Activities | |||||
| Proceeds from loans | (15.345.656) | 7.576 | (7.232.396) | (115.283) | |
| Dividends paid | ‐ | ‐ | ‐ | ‐ | |
| Cash Flow from Financing Activities (c) | (15.345.656) | 7.576 | (7.232.396) | (115.283) | |
| Net increase / (decrease) in cash and cash equivalents | |||||
| (a)+(b)+(c) | 18.057.149 | (6.817.366) | 19.158.163 | (3.593.406) | |
| Cash and cash equivalents from subsidiary acquisition | 30.969.640 | ‐ | ‐ | ‐ | |
| Cash and cash equivalents at the beginning of the period | 65.676.251 | 73.509.303 | 57.025.579 | 59.385.651 | |
| Cash and cash equivalents at the end of the period | 114.703.040 | 66.691.938 | 76.183.742 | 55.792.245 |
From 1/1/2019 the Group and the Company have applied IFRS 16 using the cumulative effect method. According to this method, the comparative information is not restated, further details are provided in C15 paragraph.
The accompanying notes form an integral part of the Financial Statements.
Group
| Tran slati exch on ange |
Shar Cap ital & e |
Non ‐Con troll ing |
||||||
|---|---|---|---|---|---|---|---|---|
| Cha in Tota l Equi ty nges |
Shar Cap ital e |
Shar Prem ium e |
Othe Rese r rves |
diffe renc es |
Reta ined ings earn |
Rese rves |
Inte rest s |
Tota l Equi ty |
| Bala 31.1 2.20 17 nce |
45.0 39.8 13 |
146. 676. 671 |
109. 707. 713 |
(1.0 76) 56.7 |
(190 ) .265 .651 |
110. 101. 769 |
(350 ) .408 |
109. 751. 361 |
| Pub lishe d info tion ‐ Ja 1st 2018 rma nua ry |
45.0 39.8 13 |
146. 676. 671 |
109. 707. 713 |
(1.0 76) 56.7 |
(190 ) .265 .651 |
110. 101. 769 |
(350 ) .408 |
109. 751. 361 |
| Effec of t IFRS 9 |
‐ | ‐ | (12. ) 303. 041 |
‐ | 9.50 3.04 1 |
(2.80 0) 0.00 |
‐ | (2.80 0) 0.00 |
| Adju sted figu Jan 1st 2018 res ‐ uary |
45.0 39.8 13 |
146. 676. 671 |
97.4 04.6 71 |
(1.0 56.7 76) |
(180 .762 .610 ) |
107. 301. 768 |
(350 .408 ) |
106. 951 .360 |
| Net prof it for the peri od |
‐ | ‐ | ‐ | ‐ | 395. 578 |
395. 578 |
(275 .671 ) |
119. 907 |
| Othe preh ensi inco r com ve me |
‐ | ‐ | 332. 522 |
(364 .242 ) |
‐ | (31. 720) |
‐ | (31. 720) |
| Tota l preh ensi inco for the peri od com ve me |
‐ | ‐ | 332. 522 |
(364 ) .242 |
395. 578 |
363. 858 |
(275 ) .671 |
88.1 87 |
| sfer Tran |
‐ | ‐ | 34.5 26.1 50 |
‐ | (34. 526. 150) |
‐ | ‐ | ‐ |
| Othe nts r mov eme |
‐ | ‐ | (52.4 80) |
‐ | (24.7 28) |
(77. 208) |
(44.9 65) |
(122 ) .173 |
| Bala 30.0 6.20 18 nce |
45.0 39.8 13 |
146. 676. 671 |
132. 210. 863 |
(1.4 19) 21.0 |
(214 ) .917 .910 |
107. 588. 418 |
(671 ) .044 |
106. 917 .374 |
| Bala 31.1 2.20 18 nce |
23.2 96.4 55 |
146. 676. 671 |
152. 864 .694 |
(2.2 67.0 16) |
(231 .773 .345 ) |
88.7 97.4 58 |
(970 .045 ) |
87.8 27.4 14 |
| Net it for the od |
9.07 5.70 6 |
9.07 5.70 6 |
.904 | 8.86 5.80 2 |
||||
| prof peri Othe preh ensi inco r com ve me |
‐ | ‐ | ‐ 4.51 5.01 3 |
‐ (1.3 34.1 66) |
3.18 0.84 7 |
(209 ) (7) |
3.18 0.84 0 |
|
| ‐ | ‐ | ‐ | ||||||
| Tota l preh ensi inco for the peri od com ve me |
‐ | ‐ | 4.51 5.01 3 |
(1.3 66) 34.1 |
9.07 5.70 6 |
12.2 56.5 53 |
(209 ) .911 |
12.0 46.6 42 |
| 72/2 Rese from divid ends artic le of 48 L.41 013 rves |
‐ | ‐ | 78.2 12.4 82 |
‐ | (78. 212. 482 ) |
‐ | ‐ | ‐ |
| Othe nts r mov eme |
‐ | ‐ | (80. 685) |
‐ | 51.7 18 |
(28.9 67) |
‐ | (28.9 67) |
| B Bala l 30.0 30 06 6.20 2019 19 nce |
23.2 96.4 55 |
146. 676. 671 |
235. 511. 504 |
(3.6 01.1 82) |
(300 .858 .403 ) |
101. 025 .044 |
(1.1 79.9 56) |
99.8 45.0 88 |
| Com pany |
||||||||
| slati exch Tran on ange |
Shar ital Cap & e |
troll Non ‐Con ing |
||||||
| Cha l in Tota Equi ty nges |
Shar ital Cap e |
Shar Prem ium e |
Othe Rese r rves |
diffe renc es |
ined Reta ings earn |
Rese rves |
Inte rest s |
l Tota Equi ty |
| Bala 31.1 2.20 17 nce |
45.0 39.8 13 |
146. 676. 671 |
250. 795. 809 |
(2.4 88) 73.0 |
(188 ) .754 .347 |
251. 284. 857 |
‐ | 251. 284. 857 |
| Pub lishe d info tion ‐ Ja 1st 2018 rma nua ry |
45.0 39.8 13 |
146. 676. 671 |
250. 795. 809 |
(2.4 73.0 88) |
(188 .754 .347 ) |
251. 284. 857 |
‐ | 251. 284. 857 |
| Effec of t IFRS 9 |
‐ | ‐ | (12. ) 303. 041 |
‐ | 10.3 03.0 41 |
(2.00 0) 0.00 |
‐ | (2.00 0) 0.00 |
| Adju sted figu Jan 1st 2018 res ‐ uary |
45.0 39.8 13 |
146. 676. 671 |
238. 492 .768 |
(2.4 88) 73.0 |
(178 ) .451 .306 |
249. 284. 857 |
‐ | 249. 284. 857 |
| ‐ | 17.1 43.1 17 |
17.1 43.1 17 |
17.1 43.1 17 |
|||||
| Net prof it for the peri od Othe preh ensi inco r com ve me |
‐ ‐ |
‐ ‐ |
13.1 18.6 67 |
‐ (163 .330 ) |
‐ | 12.9 55.3 37 |
‐ ‐ |
12.9 55.3 37 |
| l preh for the od Tota ensi inco peri com ve me |
‐ | ‐ | 13.1 18.6 67 |
(163 .330 ) |
17.1 43.1 17 |
30.0 98.4 54 |
‐ | 30.0 98.4 54 |
| Othe nts r mov eme |
‐ | ‐ | 34.4 54.4 36 |
‐ | (34.4 36) 54.4 |
‐ | ‐ | ‐ |
| Bala 30.0 6.20 18 |
||||||||
| nce | 45.0 39.8 13 |
146. 676. 671 |
286. 065 .871 |
(2.6 18) 36.4 |
(195 ) .762 .625 |
279. 383. 311 |
‐ | 279. 383. 311 |
| Bala 31.1 2.20 18 nce |
23.2 96.4 55 |
146. 676. 671 |
307. 234. 013 |
(2.4 60) 33.9 |
(225 ) .451 .542 |
249. 321. 636 |
‐ | 249. 321. 636 |
| prof for the od Net it peri |
‐ | ‐ | ‐ | ‐ | 7.24 3.18 0 |
7.24 3.18 0 |
‐ | 7.24 3.18 0 |
| Othe preh ensi inco r com ve me |
‐ | ‐ | 4.40 7.91 2 |
(1.2 36) 63.2 |
‐ | 3.14 4.67 6 |
‐ | 3.14 4.67 6 |
| Tota l preh ensi inco for the peri od com ve me |
‐ | ‐ | 4.40 7.91 2 |
63.2 | 7.24 3.18 0 |
10.3 87.8 56 |
‐ | 10.3 87.8 56 |
| from divid ends of artic le 48 L.41 013 Rese rves |
‐ | ‐ | 78.2 12.4 82 |
(1.2 36) ‐ |
(78. ) 212. 482 |
‐ | ‐ | ‐ |
| 72/2 Othe nts r mov eme |
‐ | ‐ | ‐ | ‐ | 51.7 18 |
51.7 18 |
‐ | 51.7 18 |
For the purpose of providing more detailed information, we note that a cumulative amount of €168.082.363 earned as dividends from participations has been reclassified from "Profit carried forward" to a capital reserve from dividends, in line with article 48 of Law From 1/1/2019 the Group and the Company have applied IFRS 16 using the cumulative effect method. According to this method, the comparative information is not restated, further details are provided in C15 paragraph. TheaccompanyingnotesformanintegralpartoftheFinancialStatements. note amount € 68.08 .363 dividends Profit forward to dividends, aw4172/2013. Prior to the reclassification, the cumulative profit carried forward amounted to a €128.286.763 loss versus a €296.369.126 loss, while the capital reserve amount to €221.772.045 versus €389.854.408, as presented above.
‐

AVAX S.A. was listed on the Athens Stock Exchange's Main Market in 1994 and is based in Marousi, in the Attica prefecture. It boasts substantial expertise spanning the entire spectrum of construction activities (infrastructure projects, civil engineering, BOTs, precast works, real estate etc) both in Greece and abroad.
In 2002, AVAX S.A. merged with its subsidiaries J&P (Hellas) S.A. and ETEK S.A. and was renamed into J&P‐AVAX S.A, whereas another 100% subsidiary unit, namely ETETH S.A., merged with its own subsidiary AIXMI S.A. The new business entities which evolved out of these mergers made use of Law 2940/2001 on contractors' certification for public works. The Group's leading company AVAX S.A. was awarded a 7th‐class public works certificate, which is the highest class available, whereas ETETH S.A. acquired a 6th‐class certificate. In the year 2007 Avax SA acquired the subsidiary Athena SA. which during 2018 was merged by absorption by the Company following the submission of an optional public offer and the exercise of the squeeze‐out right of the minority shareholders of ATHENA SA.
At the beginning of 2019, the Company was renamed to AVAX SA again in accordance with the General Meeting of Shareholders of the Company on 27/03/2019 and the Approval Decision No. 40094 / 09‐04‐ 2019 by the Ministry of Economy and Development.
Group strategy is structured around four main pillars:

AVAX S.A.'s consolidated accounts for the period running from January 1st , 2019 to June 30th , 2019 conform to the International Financial Reporting Standards (IFRS) issued by the International Accounting Standards Board (IASB) and the interpretations issued by IASB's International Financial Reporting Interpretation Committee (IFRIC) which have been adopted by the European Union.
Consolidated and Company Financial Statements of AVAX SA have been prepared on a going concern basis and the historical cost principle as amended by adjusting specific assets and liabilities to current values except for certain financial assets and liabilities (including derivatives), valued at fair value.
The policies listed below have been consistently applied throughout the periods presented.
The preparation of financial statements in accordance with IFRSs. requires the use of estimates and judgments when applying the Company's accounting policies. Significant assumptions by management for the application of the company's accounting policies have been identified where appropriate.
The Group consistently applies the following accounting principles in preparing the attached Financial Statements:
All companies managed and controlled, either directly or indirectly, by another company (parent) through ownership of a majority share in the voting rights of the company in which the investment has been made. Subsidiaries are fully consolidated (full consolidation) with the purchase method starting on the date on which their control is assumed, and are excluded from consolidation as soon as their control is relinquished.
Acquisitions of subsidiaries by the Group are entered according to the purchase method. Subsidiary acquisition cost is the fair value of all assets transferred, of all shares issued and all liabilities at the acquisition date, plus any costs directly related to the transaction. The specific assets, liabilities and contingent liabilities acquired through a business combination are accounted for at their fair values irrespective of the percentage of participation. The acquisition cost in excess of the fair value of the acquired net assets is entered as goodwill. Should the total acquisition cost fall short of the fair value of the acquired net assets, the difference is directly entered in the Income Statement.
Intragroup sales, balances and un‐realised profits from transactions among Group companies are omitted. Losses among Group companies (un‐realised on a Group level) are also eliminated, except when the transaction provides evidence of impairment of the transferred asset. The accounting principles of subsidiaries have been amended for uniformity purposes relative to those adopted by the Group.
At the Company's balance sheet, investment in subsidiaries is stated at cost less loss from impairment, if any. IAS 36 "Impairment of Assets" requires an impairment test if there is any indication that an asset is impaired.

All companies which the Group may influence significantly but do not qualify for subsidiary or Joint Venture status. The Group's assumptions call for ownership between 20% and 50% of a company's voting rights to have significant influence on it. Investments in associates are initially entered in the Company's books at cost and subsequently consolidated using the equity method.
The Group's share into the profit or loss of associates following the acquisition is recognised into the Income Statement, whereas the share into changes in capital reserves following the acquisition is recognised into the reserves. Accumulated changes affect the book value of investments in associates. When the Group's participation into the financial loss of an associate is equal to or exceeds its participation in the associate, inclusive of provisions for bad debts, the Group does not recognise any further losses, except when covering liabilities or making payments on behalf of the associate, or taking other actions as part of its shareholder relationship.
Unrealised profits from transactions between the Group and its associates are omitted according to the participation of the group into those associates. Unrealised gains are omitted, unless the transactions suggest impairment of the transferred assets. Accounting principles of associates have been amended for uniformity purposes relative to those adopted by the Group.
Intragroup balances and transactions, along with Group profits arising from intragroup transactions which have yet to be concluded on a Group level, are eliminated in the consolidated Financial Statements.
IFRS 11 replaces IAS 31. The IFRS 11 provides a more realistic approach to joint agreements by focusing on rights and obligations rather than on their legal form.
A common agreement has the following basic features:
The IFRS classifies joint arrangements into two types—joint operations and joint ventures.
• A joint operation is a joint arrangement whereby the parties that have joint control of the arrangement (ie joint operators) have rights to the assets, and obligations for the liabilities, relating to the arrangement.
• A joint venture is a joint arrangement whereby the parties that have joint control of the arrangement (ie joint venturers) have rights to the net assets of the arrangement.
An entity determines the type of joint arrangement in which it is involved by considering its rights and obligations. An entity assesses its rights and obligations by considering the structure and legal form of the arrangement, the contractual terms agreed to by the parties to the arrangement and, when relevant, other facts and circumstances. Τhe factors that the Group tests to determine that joint arrangements are under common control include the structure, legal form, contractual arrangement and other facts and circumstances.
The IFRS requires to recognize and to account for a joint arrangement using similar to IAS 31 proportionate consolidation – the party's share of assets, liabilities, income and expenses of a jointly controlled entity was combined line‐by‐line with similar items in the companies' financial statements.
Also, the party to a joint venture shall account for the above data relating to its participation in the joint venture under the relevant IFRS.

Group Structure: AVAX Group consists of the following subsidiaries, which are consolidated with the full consolidation method. Their annual financial statements will be posted on the parent company's website (www.jp‐avax.gr) in accordance with the provisions in force:
| Company | % of AVAX's SA | Fiscal Years not tax |
|---|---|---|
| participation | audited | |
| AVAX S.A., Athens | Parent | 2013‐2019 |
| ΕΤΕTH S.A., Salonica | 100% | 2013‐2019 |
| ELVIEX Ltd, Ioannina | 60% | 2013‐2019 |
| J&P DEVELOPMENT S.A., Athens | 100% | 2013‐2019 |
| TASK J&P‐AVAX S.A., Athens | 100% | 2013‐2019 |
| CONCURRENT REAL INVESTMENΤS SRL, Romania | 95% | 2005‐2019 |
| SC BUPRA DEVELOPMENT SRL, Romania | 99,93% | 2005‐2019 |
| SOPRA AD, Bulgaria | 99,99% | 2005‐2019 |
| J&P‐AVAX IKTEO S.A., Athens | 94% | 2013‐2019 |
| SC FAETHON DEVELOPMENTS SRL, Romania | 100% | 2006‐2019 |
| MONDO TRAVEL (ex.TERRA FIRMA S.A.), Athens | 99,999% | 2013‐2019 |
| J&P AVAX CONCESSIONS S.A. (ex. EVIA REAL ESTATE), Athens |
99,967% | 2013‐2019 |
| ATHENS MARINA S.A., Athens | 86,3951% | 2013‐2019 |
| J&P AVAX POLSKA, Poland | 100% | 2009‐2019 |
| JPA ATTICA SCHOOLS PPP, Athens | 100% | 2016‐2019 |
| J&P AVAX INTERNATIONAL LTD, Cyprus | 100% | 2016‐2019 |
| J&P AVAX INTERNATIONAL DWC‐LLC, United Arab | 100% | ‐ |
| Emirates | ||
| AVAX MIDDLE EAST LTD, Cyprus | 100% | ‐ |
| GAS AND POWER TECH DMCC, United Arab Emirates* |
100% | ‐ |
| CONSPEL CONSTRUCTIONS SPECIALIST LTD, Isle of Man |
100% | 2019 |
| CONSPEL QATAR WWL, Qatar | 49% | 2019 |
| CONSPEL EMIRATES LLC, United Arab Emirates | 49% | 2019 |
| J&P QATAR WLL, Qatar | 49% | 2019 |
| ABU DHABI J&PP LLC, Abu Dhabi | 49% | 2019 |
| GLAVIAM HELLAS SINGLE MEMBERED COMPANY | ||
| LTD | 100% | 2016‐2019 |
| VOLTERRA SA, Athens | 100% | 2013‐2019 |
| VOLTERRA K‐R SA, Athens | 100% | 2014‐2019 |
| ILIOPHANIA SA, Athens | 100% | 2014‐2019 |
| VOLTERRA LYKOVOUNI S.A, Athens | 100% | 2017‐2019 |
| VOLTERRA L‐S SA, Athens | 100% | 2017‐2019 |
| ATHENA LIBYA COMPANY, Libya | 65% | ‐ |
| ATHENA CONCESSIONS S.A., Athens | 99% | 2014 & 2019 |
| ERGONET SA, Athens | 51,52% | 2016 & 2019 |
| ENERGY, Athens | 100% | 2013‐2019 |
| P.S.M. SUPPLIERS LTD, Libya | 100% | 2019 |

In the first half of 2019, the Company made a series of acquisitions of companies in the Persian Gulf, Libya and Greece, which were divested by J&P (Overseas) Ltd. The acquisitions in the Persian Gulf were made by AVAX Middle East Ltd, a newly established 100% subsidiary (indirect shareholding) of the Company based in Cyprus, while acquisitions in Libya and Greece were made directly by the parent Company. Detailed information is set out in the notes to the interim condensed Financial Statements.
* Gas and Power Tech DMCC is newly established in Dubai's Special Economic Zones and has not yet grown. Its purpose is to facilitate the operation of other Group companies operating in the Persian Gulf region.
For fiscal years 2011, 2012 and 2013, the parent Company and its subsidiaries have been subjected to tax auditing from an auditor in accordance with article 82 paragraph 5 of Law 2238/1994 and have received a "Tax Compliance Certification" with an unqualified opinion. It is noted that according to the tax provisions applicable on 31/12/2018, the uses up to 2012 are considered to be drawn.
For the fiscal years 2014, 2015, 2016 & 2017, the parent Company and its subsidiaries that are tax audited in Greece have been subjected to tax auditing from an auditor in accordance with article 65A para 1 of Law 4174/2013 and have received a "Tax Compliance Certification" with an unqualified opinion. It should also be noted that for the fiscal years 2016 onwards, the tax audit and the issuance of a Certificate of Tax Compliance by the statutory auditors are optional. The Group and the Company have opted for continued audit by the statutory auditors.
For the fiscal year 2018, the parent Company and its subsidiaries that are tax audited in Greece have been subjected to tax auditing from an auditor in accordance with Law 4174/2013 article 65A as it is amended and still in force . This control is in progress and the related tax certificate is projected to be provided after the publication of the interim condensed financial statements of first half of 2019. The Group's management believes that upon completion of the tax audit no additional tax liabilities will be occur that will have substantial impact beyond those recognized and reported in the financial statements.
The Group consolidates the following associates using the equity method:
| ATHENS CAR PARKS S.A., Athens 25,32% ATTICA DIODIA S.A., Athens 34,22% ATTIKI ODOS S.A., Athens 34,21% POLISPARK S.A., Athens 28,76% 3G S.A., Athens 50,00% CAR PARK Ν.SMIRNI S.A., Athens 20,00% LEISURE PARKS S.A.(ΚΑΝΟΕ‐KAYAK), Athens 29,70% CYCLADES ENERGY CENTER S.A., Athens 45,00% SC ORIOL REAL ESTATE SRL, Romania 50,00% SALONICA PARK S.A., Athens 24,70% AEGEAN MOTORWAY S.A., Larissa 23,61% GEFYRA OPERATION S.A., Athens 21,55% GEFYRA S.A., Athens 20,53% PIRAEUS ST.NICOLAS CAR PARK S.A., Athens 48,62% MARINA LIMASSOL S.A., Limassol 33,50% METROPOLITAN ATHENS PARK S.A., Athens 22,91% STARWARE ENTERPRISES LTD, Cyprus 50,00% ELIX S.A., Athens 31,97% VAKON SA, Greece 25,00% VIOENERGEIA S.A., Greece 45,00% ILIA WASTE MANAGEMENT PPP, Greece 33,33% ILIA WASTE MANAGEMENT OPERATION, Greece 33,33% |
5Ν S.A., Athens | 45,00% |
|---|---|---|

In 2019, the companies "Ilia Waste Management PPP" and "Ilia Waste Management Operation" were established for the purpose of waste management and which as of 30/06/2019 have not yet developed any activity.
Joint arrangements (construction consortia or companies) which the parent Company or its subsidiaries participate in, are consolidated with the method of proportional consolidations in the financial statements of the parent Company, or its subsidiaries respectively. The total participations in joint arrangements (construction consortia) are as follows:
Proportionate consolidation
| 1. | J/V J&P – AVAX S.A. – ETETH S.A., Athens (SMAEK) | 100.00% |
|---|---|---|
| 2. | J/V J&P – AVAX S.A. – ETETH S.A., Athens (Suburban Railway) | 100.00% |
| 3. | J/V J&P‐AVAX S.A. – "J/V IMPREGILO SpA –J&P‐AVAX S.A.‐ EMPEDOS S.A.", Athens |
66.50% |
| 4. | J/V AKTOR S.A. – J&P – AVAX S.A. – ALTE S.A. – ΑΤΤΙΚΑΤ S.A. ‐ ETETH S.A. – PANTECHNIKI S.A. – EMPEDOS S.A., Athens |
30.84% |
| 5. | J/V J&P‐AVAXS.A. – EKTER Α.Ε – KORONIS S.A., Athens | 36.00% |
| 6. | J/V J&P‐AVAX S.A.‐ VIOTER S.A., Athens | 50.00% |
| 7. | J/V J&P AVAX S.A. – INTL TAPESTRY CENTRE, Athens | 99.90% |
| 8. | J/V ETETH S.A. – J&P‐AVAX S.A. – TERNA S.A. – PANTECHNIKI S.A., Athens | 47.00% |
| 9. | J/V TOMES S.A. – ETETH S.A., Chania | 50.00% |
| 10. | J/V AKTOR Α.Τ.Ε – AEGEK S.A. – J&P‐AVAX S.A. – SELI S.p.A, Athens | 20.00% |
| 11. | J/V "J/V AKTOR SA – DOMOTEXNIKH S.A. THEMELIODOMI S.A." – TERNA S.A – ETETH S.A., Salonica |
25.00% |
| 12. | J/V J&P AVAX S.A. – FCC CONSTRUCCION S.A, Athens | 49.99% |
| 13. | J/V ETETH SA – GANTZOULAS SA – VIOTER SA, Athens | 40.00% |
| 14. | J/V APION KLEOS (ELEFSINA‐PATRA), Elefsina | 21.00% |
| 15. | J/V J&P AVAX SA – EKTER SA, Athens | 50.00% |
| 16. | J/V CONSTRUCTION MALIAKOS – KLEIDI, Larissa | 20.70% |
| 17. | J/V MAINTENANCE ATT.ODOS, Athens | 30.84% |
| 18. | J/V SUBURBAN RAILWAY, SKA PIRAEUS, PHASE B', Athens | 33.33% |
| 19. | J/V ERGOTEM ATEVE – ASTOR S.A. – ETETH S.A., Athens | 15.00% |
| 20. | J/V AKTOR – J&P‐AVAX OTE NETWORKS, Athens | 50,00% |
| 21. | J/V AKTOR – J&P‐AVAX – INTRAKAT (Road Line Tripoli‐Kalamata‐Moreas), Athens | 15,00% |
| 22. | J/V AKTOR – J&P‐AVAX, Athens (Maintenance of National Natural Gas Network) | 50,00% |
| 23. | J/V AKTOR – J&P‐AVAX, Athens (Technical Support of Public Natural Gas Co) | 50,00% |
| 24. | J/V J&P‐AVAX – GHELLA SpA, Piraeus | 60,00% |
| 25. | J/V AKTOR SA – J&P‐AVAX SA., Athens (New Maintenance of Attiki Odos) | 34,22% |
| 26. | J/V AKTOR SA – J&P‐AVAX SA., Achaia (Panagopoula) | 33,91% |
| 27. | J/V AKTOR SA – J&P‐AVAX SA – TERNA SA, Athens (Tithorea‐Domokos) | 33,33% |

| 28. | J/V AKTOR SA – J&P‐AVAX SA – TERNA SA, Athens (Tithorea‐Domokos‐Sub | |
|---|---|---|
| Project D, Bridge) | 31,00% | |
| 29. | J/V AKTOR SA – J&P‐AVAX SA (Technical Support DEPA – 2) , Athens | 50,00% |
| 30. | J/V AKTOR SA – J&P‐AVAX SA (Construction of Gas Networks), Athens | 50,00% |
| 31. | J/V AKTOR SA – J&P‐AVAX SA (Attica Gas Networks & Pipelines), Attica | 60,00% |
| 32. | J/V AKTOR SA – J&P‐AVAX SA (White Regions), Athens | 50,00% |
| 33. | J/V J&P‐AVAX SA – TERNA SA – AKTOR ATE – INTRAKAT SA (Mosque), Athens | 25,00% |
| 34. | J/V J&P‐AVAX SA – TASK J&P‐AVAX SA (ISP), Athens | 100,00% |
| 35. | J/V AKTOR SA‐ATHENA SA (D‐1618), Psitallia | 30,00% |
| 36. | J/V AVAX SA – AKTOR SA (Gas Projects, PUBLIC GAS NETWORK OPERATION) | 50,00% |
| 37. | J/V AVAX SA – MESOGEIOS SA‐AAGIS SA (ILIA WASTE TREATMENT) | 33,33% |
| 38. | BONATTI J&P‐AVAX Srl, Italy | 45,00% |
| 39. | J/V J&P – AND J&P – AVAX GERMASOGEIA, Cyprus | 75.00% |
| 40. | J/V J&P AVAX S.A – J&P Ltd (Vassilikos), Cyprus | 75.00% |
| 41. | J&P AND J&P AVAX J/V – QATAR BUILDING, Cyprus | 45.00% |
| 42. | AVAX‐J&P LTD‐CYBARCO MARINA LIMASSOL J/V, Cyprus | 55,00% |
| 43. | J/V QUEEN ALIA AIRPORT, Jordan | 50.00% |
| 44. | AVAX SA – TERNA J/V MEDITERRANEAN CITY OF DREAMS | 60,00% |
| 45. | J/V ATHENA SA – AKTOR ("MACEDONIA" AIRPORT), Thessaloniki | 70,00% |
| 46. | J/V ATHENA SA‐FCC SA , Igoumenitsa | 50,00% |
| 47. | J/V ATHENA SA – THEMELIODOMI SA‐ATTIKAT SA (HERMES), Athens | 33,33% |
| 48. | J/V MICHANIKI SA – ATHENA SA (MPC), Athens | 50,00% |
| 49. | J/V PROODEUTIKI SA‐ATHENA SA (CRAIOVA), Romania | 35,00% |
| 50. | J/V AKTOR SA – ATHENA SA – GOLIOPOULOS (A‐440), Psytallia | 48,00% |
| 51. | J/V ARCHIRODON – ERGONET (indirect participation), Athens | 22.95% |
| 52. | J/V TSO‐ARCHIRODON ‐ ERGONET (indirect participation), Athens | 25.50% |
| 53. | J/V D.SIRDARIS & CO – ERGONET (indirect participation), Athens | 15.30% |
| 54. | J/V PROET SA – ERGONET SA (indirect participation), Athens | 25.50% |
| 55. | J/V ERGONET SA – PROET SA (KOS) (indirect participation), Athens | 25,50% |
| 56. | J/V EURARCO SA – ERGONET SA (SPERCHEIOS) (indirect participation), Athens |
7,65% |
The following Joint Arrangements are not included in current period's financial statements in comparison with those of previous one because the projects are now completed:

Group Management has utilised the basic valuation method (at acquisition cost, less accumulated amortisation and impairments), as per IAS 16, for classifying operating fixed assets (Technical Equipment, Vehicles, Furniture and other Equipment).
The revaluation method was chosen by management for classifying land and fixtures.
Upon recognition as an asset, a fixed asset whose fair value may be estimated reliably may be revalued, to reflect the fair value at recognition date less any subsequent accumulated impairment of value.
The fair value of land and buildings is usually appraised by auditor‐valuators. The fair value of equipment and fixtures is usually their acquisition price.
When tangible fixed assets are revalued, the entire class of similar assets should be revalued.
When the book value of a fixed asset increases as a result of revaluation, the increase is credited directly into the Equity as a Revaluation Surplus.
Increases in value due to revaluation will be recognised through the Income Statement to the extend it reverses an earlier impairment of the same asset, charged in the Income Statement.
Should the book value of an asset be reduced as a result of a revaluation, the decrease in value should be charged in the Income Statement. If a revaluation surplus for that asset exists in Equity, the decrease will be charged directly into Equity up to the value of that surplus. Revaluation surpluses in Equity are transferred to Retained Earnings as soon as the fixed assets are sold or derecognized. Tax effects on the revaluation of tangible fixed assets are recognised and disclosed according to IAS 12 Income Tax.
The initial implementation of a tangible fixed asset revaluation policy is treated as a revaluation according to IAS 16, not IAS 8.
While applying I.A.S. 36 (on Impairment of Assets), on each reference date Group management effectively estimates whether its asset base shows signs of impairment, comparing the residual value for each asset against its book value.
Subsequent expenditure on fixed assets already appearing on the Company's books are added to that asset's book value only if they increase its future economic benefits. All expenditure (maintenance, survey etc.) for assets not increasing their future economic benefits are realised as expenses in the financial period incurred.
Expenditures incurred for a major repair or survey of a fixed asset are realised as expenses in the financial period in which they are incurred, except when increasing the future economic benefits of the fixed asset, in which case they are added to the book value of the asset.
Depreciation of tangible fixed assets (excluding land which is not depreciated) is calculated on a straight‐ line basis according to their useful lives. The main depreciation rates are as follows:
| Operating | Property | 3% |
|---|---|---|
| (buildings) | ||
| Machinery | 5.3% ‐ 20% | |
| Vehicles | 7.5% ‐ 20% | |
| Other equipment | 15% ‐ 20% |
Residual values and useful lives of tangible fixed assets are subject to revision on balance sheet date. When the book value of fixed tangibles exceeds their recoverable value, the difference (impairment loss) is directly charged as an expense item in the Income Statement.
When disposing of tangible fixed assets, the difference between the revenue from the sale and the book value of the assets is realised as profit or loss in the Income Statement.

Own‐produced fixed tangibles constitute an addition to the acquisition cost of the assets in the form of direct cost of personnel participating in their production (including related employer's social security contributions), cost of materials and other general expenses.
For investment property, management has opted to apply the method of revaluation (fair values), based on IAS 40.
Management believes that the use of fair values in appraising investment property provides reliable and more pertinent information, because it is based on updated prices.
These expenses should be amortised during the financial period in which they are incurred. Only expenses meeting the criteria of I.A.S. 38.18 are capitalized, such as expenses for computer software and licences. Long‐term expenses not meeting the criteria of I.A.S. 38.18 are written off in applying IFRS. Intangible assets include software licences.
Goodwill represents the additional price paid by the Group for the acquisition of new subsidiaries, joint ventures, and associates. It arises from the comparison of the price paid for the acquisition of a new company with the proportion of the group share to the fair value of the net assets, during the acquisition date. The arisen goodwill from the acquisition of the new subsidiaries and joint ventures is recognized to intangible assets. Every year impairment test for the goodwill is conducted, which decreases the original amount as it is recognized in the balance sheet. During the calculation of profit or loss arisen from participation disposal, the relevant (if any) goodwill is taken under consideration of the disposed company.
For an easier processing of impairment tests, goodwill is allocated to Cash Generating Units (CGU's). The CGU is the smallest identifiable unit of assets which creates independent cash flows and represents the level at which the Group collects and presents the financial data for reasons of internal information. The impairment for the goodwill, is determined from the calculation of the recoverable amount of the CGU's with which the goodwill is connected. Impairment loss which is related with goodwill cannot be reversed in future periods. The Group conducts the annual test for goodwill impairment at 31 December of each accounting period.
In case that the fair value of net assets of a company during the acquisition date is higher than the price paid for the acquisition, negative goodwill is recognized (income), which goes directly in the Income Statement.
I.A.S. 36 applies for the impairment of subsidiaries acquisition or I.A.S. 39 for participation to associates, and other participating interest companies.
Assets with an infinite useful life are not depreciated and are subject to annual review for impairment, whenever events take place showing their book value is not recoverable. Assets being depreciated are subject to review of their value impairment when there are indications that their book value shall not be recovered.
Net Selling Price (NSP) is the amount obtainable from the sale of an asset in an arm's length transaction between knowledgeable willing parties, less the costs of disposal. Value in use is the present value of

estimated future cash flows expected to arise from the continuing use of an asset and from its disposal at the end of its useful life. At each balance sheet date, management assess whether there is an indication of impairment as required by I.A.S. 36, requiring that the book value of assets does not exceed their recoverable amount. Recoverable amount is the highest between Net Selling Price and Value in Use.
This evaluation also takes into account all available information, either from internal or external sources. Impairment review is applied on all assets except for inventories, construction contracts, deferred tax receivables, financial assets falling under I.A.S. 39, investment property and non‐current assets classified as being held for disposal.
Impairment losses are charged in the Income Statement.
On Balance Sheet date, inventories are valued at the lowest between cost and Net Realisable Value (NRV). NRV is the estimated selling price in the ordinary course of business, less the estimated cost of completion and the estimated costs necessary to make the sale. Inventory cost does not include financial expenses.
The principles in this Standard complement the principles for recognising and measuring financial assets and financial liabilities in IAS 39 Financial Instruments: Recognition and Measurement.
This Standard is concerned with the classification of financial instruments into financial assets, financial liabilities and equity instruments, as well as the classification of related interest, dividends, losses and gains, and the circumstances in which financial assets and financial liabilities should be offset.
A financial instrument is any contract that simultaneously gives rise to a financial asset of one entity and a financial liability or equity instrument of another entity.
IFRS 7 refers to all risks arising from all financial instruments, except those instruments specifically excluded (e.g. interests in subsidiaries, associates and joint ventures, etc.). The objective of the disclosures is to provide an overview of the Group's use of financial instruments and its exposure to risks they create. The extent of the disclosure required depends on the extent of the Company's use of financial instruments and its exposure to risk. The Group and Company apply IFRS 7 from January 1st, 2007.
Provisions are recognized when the Group faces legal or substantiated liabilities resulting from past events, their settlement may result in an outflow of resources and the amount of the liability can be reliably estimated. Provisions are reviewed on Balance Sheet date and adjusted to reflect the present value of the expense estimated for settling the liability. Contingent liabilities are not recognized in the financial statements but nevertheless are disclosed in the accompanying notes, except when the probability of an outflow of resources is minimal. Contingent assets are not recognized in the financial statements, but are disclosed in the notes, provided an inflow of economic benefits is probable.

The Group recognizes government grants (subsidies) only when there is reasonable assurance that:
Subsidies are entered in the company's books at their fair value and recognized on a consistent basis as revenue, in accordance with the principle of matching the receipts of subsidies with the related expenses.
Subsidies on assets are included in long‐term liabilities as deferred income and recognized on a consistent basis as revenues over the expected useful life of the assets.
The financial statements of all Group companies are prepared using the currency of the economic area which the Group mainly operates in (operating currency). Consolidated financial reports are denominated in euros, the operating and presentation currency of the parent Company and its subsidiaries.
Transactions in foreign currency are converted in the operating currency according to the going foreign exchange rates on the date on which transactions take place.
Profit and losses from foreign exchange differences arising from settlement of transactions in foreign currency during the financial reporting period and the conversion of monetary items denominated in foreign currency according to the going exchange rates on balance sheet date are recognised in the Income Statement. Foreign exchange adjustments for non‐monetary items valued at fair value are considered part of the fair value and are therefore treated as differences in fair value.
Expenses incurred due to the issue of new shares appear below the deduction of related income tax, reducing the net proceeds from the issue. Expenses incurred due to the issue of new shares to finance the acquisition of another company are included in the target company's total acquisition cost.
Dividend distribution to the parent's shareholders is recognized as a liability in the consolidated financial statements at the date that the distribution is approved by the General Meeting of Shareholders.
Income tax expenses appearing in the Income Statement include both tax for the period and deferred tax, which correspond to tax charges or tax returns arising from benefits realized within the reporting period in question but booked by the tax authorities in earlier or later reporting periods. Income tax is recognized in the Income Statement for the reporting period, except for tax relating to transactions directly charged against shareholders' funds; in that case, income tax is similarly charged directly against shareholders' funds.
Current income tax includes short‐term liabilities and/or receivables from the tax authorities related to payable tax on the taxable income of the reporting period, as well as any additional income tax from earlier reporting periods.

Current tax is calculated according to the tax rates and fiscal legislation applied on each reporting period involved, based on the taxable income for the year. All changes in short‐term tax items listed on either side of the balance sheet are recognized as part of the tax expense in the Income Statement.
Deferred income tax is calculated by means of the liability arising from the temporary difference between book value and the tax base of asset and liabilities. No deferred income tax is entered when arising from the initial recognition of assets or liabilities in a transaction, excluding corporate mergers, which did not affect the reported or taxable profit / loss at that time.
Deferred tax income and liabilities are valued according to the tax rates expected to apply in the reporting period in which the receipt or payment will be settled, taking into account the tax rates (and fiscal laws) introduced or in effect until the reporting date. The tax rate in effect on the day following the reporting date is used whenever the timing of reversal of temporary differences cannot be accurately determined.
Deferred tax receivables are recognized to the extent in which taxable profits will arise in the future while making use of the temporary difference which gives rise to the deferred tax receivable.
Deferred income tax is recognized for the temporary differences arising from investments in subsidiaries and affiliates, excluding those cases where de‐recognition of temporary differences is controlled by the Group and temporary differences are not expected to be derecognized in the foreseeable future.
Most changes in deferred tax receivables or liabilities are recognised as tax expenses in the Income Statement. Only changes in assets or liabilities affecting temporary differences (e.g. asset revaluations) which are recognized directly against the Group's shareholders' funds do result in changes in deferred tax receivables or liabilities being charged against the relevant revaluation reserve.
Short‐term benefits:
Short‐term benefits to personnel (excluding termination benefits) in money and in kind are recognized as an expense when deemed payable. Portions of the benefit yet unpaid are classified as a liability, whereas if the amount already paid exceeds the benefit then the company recognizes the excess amount as an asset (prepaid expenses) only to the extent to which the prepayment will result in a reduction in future payments or to a fund return.
Retirement benefits:
Benefits at retirement from service include a defined contribution plan as well as a defined benefit plan.
According to the plan, the company's legal liability is limited to the amount agreed for contribution to the institution (social security fund) managing employer contributions and handing out benefits (pensions, medical plans etc).
The accrued cost of defined contribution plans is classified as an expense in the corresponding financial reporting period.
The Company has legal liability for personnel benefits due to lay‐offs ahead of retirement date or benefits upon retirement from service, in accordance with pertinent legislation.
The Projected Unit Credit Method is used to calculate the present value of defined benefit obligations, the related current cost of services and the cost of services rendered which is the accrued services method, according to which benefits are paid at the financial periods in which the retirement benefit liability is founded. Liabilities arise while employees provide services qualifying for retirement benefits.

The Projected Unit Credit Method therefore requires that benefits are paid in both the current reporting period (to calculate the current cost of services) and in the current and past reporting periods (to calculate the present value of defined benefit obligations).
Despite the fact that remaining in service with the Company is a prerequisite for receiving benefits (ie benefits cannot be taken for granted by employees), liabilities are calculated using actuarial methods as follows:
Demographic Assumptions: Personnel Turnover (Staff Resignations / Staff Lay‐offs), and
Financial Assumptions: discount rate, future salary levels (calculated using government bond yield of equal maturities) and estimated future changes in state benefits affecting payable benefits.
Leases (operating and financial) are recognized in the Statement of Financial Position as a right to use an asset and a lease obligation on the date that the leased asset becomes available for use. Each lease is divided between the lease liability and the interest, which is charged to the results throughout the term of the lease, in order to obtain a fixed interest rate on the balance of the financial liability in each period.
Subsequent measurement of asset use right
After the lease date commencement, the Group measures the right to use the asset in the cost model: (a) less any accumulated depreciation and impairment losses, and (b) adjusted for any subsequent lease measurement, applies the requirements of IAS 16 regarding the depreciation of the right to use an asset, which it examines for impairment.
Following the effective date of the lease period, the Group measures the lease liability as follows: (a) increasing the carrying amount to reflect the financial cost of the lease; (b) reducing the carrying amount to reflect the lease. and (c) remeasuring the carrying amount to reflect any revaluation or modification of the lease. The financial cost of a lease liability is allocated during the lease period in such a way as to give a fixed periodic rate of interest on the outstanding balance of the liability. After the effective date of the lease period, the Group recognizes profit or loss (unless costs are included in the carrying amount of another asset for which other relevant Standards are applied) and the following two elements: (a) the financial cost of the lease obligation; and (b) variable lease payments that are not included in the measurement of the lease liability during the period in which the event that triggers those payments is made.
Borrowing cost refers to interest charged on debt, as well as other expenses incurred by the company in securing that debt.
Included in borrowing costs are:
Borrowing costs that can be allocated directly in acquisition, construction or production of an asset which fulfils the requirements should be capitalized.

The Group recognises the sectors of constructions, concessions, energy and other activities as its primary business operating segments. It also recognizes Greece and international markets as its secondary operating geographic segments. Those operating segments are used by Management for internal purposes and strategic decisions are taken on the basis of the adjusted operating results of each segment, which are used to measure their performance.
Related party disclosures are governed by I.A.S. 24 and refer to transactions between a company reporting its financial statements and other related parties. The main issue is the economic substance of transactions, as opposed to their legal form.
A company is considered a related party to a reporting company if:
Related party transaction is any transfer of resources, services or liabilities between related parties, irrespective of the payment of a price in return.
The standard establishes a five‐step model for determining revenue from customer contracts.
Identify the contract with the client.
In accordance with IFRS 15, revenue is recognized at the amount that an entity expects to be entitled to in return for the transfer of goods or services to a customer. The standard also specifies the accounting for the additional costs of obtaining a contract and the direct costs required to complete the contract.
Revenue is the amount that an entity expects to be entitled to in return for the goods or services it has transferred to a customer, excluding amounts collected on behalf of third parties (value added tax, other sales taxes). Variable amounts are included in the price and are calculated either by the "expected value" method or the "most probable amount" method.
An entity recognizes revenue when (or as it) satisfies a contractual obligation by transferring the goods or services promised to the customer. The customer acquires control of the good or service if he is able

to direct the use and derive substantially all the financial benefits from that good or service. The control is transferred over a period or at a specific time.
Revenue from the sale of goods is recognized when control of the good is transferred to the customer, usually upon delivery, and there is no unfulfilled obligation that could affect the customer's acceptance of the good.
Revenue from the provision of services is recognized in the accounting period in which the services are provided and measured according to the nature of the services provided, using either out put methods or in put methods.
A customer's receivable is recognized when there is an unconditional right for the entity to receive the consideration for the contractual obligations to the customer. A contractual asset is recognized when the Group and the Company have satisfied its obligations to the customer before the customer pays or the payment becomes due, for example when the goods or services are transferred to the customer prior to the Group's right to invoicing.
A contractual liability is recognized when the Company and the Group receive a payment from the customer (prepayment) or when they retain a right that is unconditional (deferred income) before the performance of the contract obligations and the transfer of the goods or services. The contractual liability is derecognised when the obligations of the contract are executed and the income is recorded in the income statement.
The Group is active in the fields of Construction, Concessions, Energy Trading and Real Estate Investments. In the context of assessing the impact of applying IFRS. 15, the Group divided its revenues into revenues from construction and maintenance contracts, revenues from the sale of goods, revenues from electricity trading and other income.
The preparation of the financial statements requires management to make estimations and judgments that affect the reported disclosures. On an ongoing basis, management evaluates its estimates, the most important of which are presented below. Estimates and judgements are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. These management's estimation and assumptions form the bases for making judgments about the carrying value of assets and liabilities that are not readily available from other sources. The resulting accounting estimates will, by definition, seldom equal the related actual results. The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are discussed below.
Management tests annually whether goodwill has suffered any impairment, in accordance with the accounting policy stated in paragraph C.4.i. The recoverable amounts of cash‐generating units have been determined based on value‐in‐use calculations. The basic assumptions that are used in the calculations are explained further in note 12. These calculations require the use of estimates which mainly relate to future earnings and discount rates. Non‐financial assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable, in accordance with the accounting policy stated in paragraph C.6.
Group entities are subject to income taxes in numerous jurisdictions. Significant judgment is required in determining the worldwide provision for income taxes. There are many transactions and calculations for which the ultimate tax determination is uncertain during the ordinary course of business. Where the final tax outcome of these matters is different from the amounts that were initially recorded, such

differences will impact the income tax and deferred tax provisions in the period in which such determination is made.
Significant management judgment is required to determine the amount of deferred tax assets that can be recognized, based upon the likely timing and the level of future taxable profits together with future tax planning strategies. Further details on taxes are disclosed in note 19.
Property, plant and equipment (PPE) are depreciated over their estimated useful lives. The actual lives of the assets are assessed annually and may vary depending on a number of factors.
The allowance for net realizable value of inventory, in accordance with the accounting policy as stated in paragraph C.5, represents management's best estimate, based on historic sales trends and its assessment on quality and volume, of the extent to which the stock on hand at the reporting date will be sold below cost.
The Group's management periodically reassess the adequately of the allowance for doubtful accounts receivable using parameters such as its credit policy, reports from its legal counsel on recent developments of the cases they are handling, and its judgment/estimate about the impact of other factors affecting the recoverability of the receivables.
The cost for the staff leaving indemnities is determined based on actuarial valuations. The actuarial valuation requires management making assumptions about future salary increases, discount rates, mortality rates, etc. Management, at each reporting date when the provision is re‐examined, tries to give its best estimate regarding the above mentioned parameters.
The existence of contingent liabilities requires from management making assumptions and estimates continuously related to the possibility that future events may or may not occur as well as the effects that those events may have on the activities of the Group.
Whenever the financial result of a contract may be estimated with reliability, the income and expenses of the contract are recognized during the life of the contract respectively as income and expenses. Income is only recognized to the extent that the cost arising from the contract may be recovered, while that cost is recognized as an expense in the period in which it arose.
The factors examined by the Group to assess whether a company is a joint arrangement, include the structure, the legal form, the contractual agreement and other facts and conditions.
A number of assets and liabilities included in the Group's financial statements require measurement at, and / or disclosure of, fair value. The Group measures a number of items at fair value (see Note 40):

Group Companies consider, as applicable, entering into derivative financial instrument contracts with the aim of hedging their exposure to interest rate risk deriving from long‐term loan agreements. The Group documents at the inception of the transaction the relationship between hedging instruments and hedged items, as well as its risk management objectives and strategy for undertaking various hedging transactions. This procedure includes linking all derivatives defined as hedging instruments to specific asset and liability items or to specific commitments or forecast transactions. The Group also documents its assessment, both at hedge inception and on an ongoing basis, of whether the derivatives that are used in hedging transactions are highly effective in offsetting changes in fair values or cash flows of hedged items. Any changes in the value of the derivative that does not meet the recognition criteria as a hedging instrument are recognized in the income statement. The estimated fair value is calculated on the basis of current prices. The total fair value of hedging derivatives is classified as equity.
Derivative assets are initially recognized at fair value as of the date of the relevant agreement. The portion of change to the derivative's fair value considered effective and meeting the cash flow hedging criteria is recognized in other comprehensive income. Profit or loss associated with the non‐effective portion of change is directly recognized in the Income Statement, under "Finance income" or "Finance cost ). Amounts accumulated in equity are reclassified to profit or loss in the periods when the hedged item affects the profit or loss of the period. Profit or loss associated with the effective portion of the hedging of floating interest rate swaps is recognized in the Income Statement under "Finance income" or "Finance cost". However, when a prospective transaction to be hedged results in the recognition of a non‐financial asset (such as inventory or PPE), then profit or losses previously recognized in equity are transferred from Equity and are accounted for at the initial cost of such asset. The deferred amounts are ultimately recognized in cost of goods sold in the case of inventory or in depreciation in the case of fixed assets. When a hedging instrument expires or it is sold, or when a hedging relation no longer meets the criteria of hedge accounting, the cumulative profit or loss recorded to that time under Equity remain in Equity and are recognized when the prospective transaction is ultimately recognized in the Income Statement. When a prospective transaction is no longer expected to occur, the cumulative profit or loss recognized in Equity is directly transferred to the Income Statement under "Other operating profit/(loss)".
The Group and the Company applied the same accounting policies and methods of computation in its interim consolidated financial statements as in its 2018 annual financial statements, except for those that relate to new standards and interpretations effective for the first time for periods beginning on (or after) 1 January 2019.
However, selected explanatory notes are included to explain events and transactions that are significant to an understanding of the changes in the Group's and the Company's financial position and performance since the last annual financial statements.
| IFRS | IASB Effective Date |
|---|---|
| IFRS 16 Leases | 1 January 2019 |
| IFRIC 23 Uncertainty over Income Tax Treatments | 1 January 2019 |
| IFRS 9 (2014) Financial Instruments (Amendment – Prepayment Features with Negative Compensation and Modification of Financial Liabilities) |
1 January 2019 |
| IAS 28 Investments in Associates and Joint Ventures (Amendment – Long‐term | 1 January 2019 |

| Interests in Associates and Joint Ventures) | |
|---|---|
| Annual Improvements to IFRSs 2015 – 2017 Cycle | 1 January 2019 |
| IAS 19 Employee Benefits (Amendment – Plan Amendment, Curtailment or Settlement) |
1 January 2019 |
Only the application of IFRS 16 resulted in the accounting changing applied by the Group and the Company. Details of the impact IFRS 16 have had are given below. Other new and amended standards and Interpretations issued by the IASB that will apply for the first time in the next annual financial statements are not expected to impact the Group and the Company as they are either not relevant to the activities or require accounting which is consistent with the current accounting policies.
IFRS 16 has replaced IAS 17 Leases and IFRIC 4 Determining whether an Arrangement Contains a Lease. IFRS 16 provides a single lessee accounting model, requiring the recognition of assets and liabilities for all leases, together with options to exclude leases where the lease term is 12 months or less, or where the underlying asset is of low value. IFRS 16 substantially carries forward the lessor accounting in IAS 17, with the distinction between operating leases and finance leases being retained. The Group and the Company does not have significant leasing activities acting as a lessor.
The Group and the Company adopted IFRS 16 using the modified retrospective approach, with recognition of transitional adjustments on the date of initial application (1 January 2019), without restatement of comparative figures.
The Group and the Company elected to apply the practical expedient to not reassess whether a contract is, or contains a lease at the date of initial application. Contracts entered into before the transition date that were not identified as leases under IAS 17 and IFRIC 4 were not reassessed. The definition of a lease under IFRS 16 was applied only to contracts entered into or changed on or after 1 January 2019.
IFRS 16 provides for certain optional practical expedients, including those related to the initial adoption of the standard. The Group and the Company applied the following practical expedients when applying IFRS 16 to leases previously classified as operating leases under IAS 17:
As a lessee, The Group and the Company previously classified leases as operating or finance leases based on its assessment of whether the lease transferred substantially all of the risks and rewards of ownership. Under IFRS 16, the Group and the Company recognize right‐of‐use assets and lease liabilities for most leases. However, The Group and the Company have elected not to recognise right‐of‐use assets and lease liabilities for some leases of low value assets based on the value of the underlying asset when new or for short‐term leases with a lease term of 12 months or less.

On adoption of IFRS 16, the Group recognised right‐of‐use assets and lease liabilities in relation to leases of Fields‐Lots, Buildings and Αutomobiles, which had previously been classified as operating leases.
The lease liabilities were measured at the present value of the remaining lease payments, discounted using the Group's incremental borrowing rate as at 1 January 2019. The Group's incremental borrowing rate is the rate at which a similar borrowing could be obtained from an independent creditor under comparable terms and conditions. The weighted‐average rate applied was in the range between 4% ‐ 5%.
The following table presents the impact of adopting IFRS 16 on the statement of financial position as at 1 January 2019:
| Group | ||||
|---|---|---|---|---|
| 31.12.2018 | IFRS 16 | IFRS 16 | 01.01.2019 | |
| Published | Recognition | Reclassification | Restated | |
| ASSETS | ||||
| Property, Plant and Equipment | 120.187.673 | 43.821.890 | 5.000.000 | 169.009.563 |
| Intangible assets | 11.522.725 | (5.000.000) | 6.522.725 | |
| Total Non‐current Assets | 588.327.293 | 43.821.890 | 632.149.183 | |
| Total Assets | 1.116.438.647 | 43.821.890 | 1.160.260.537 |
| Company | ||||
|---|---|---|---|---|
| 31.12.2018 | IFRS 16 | 01.01.2019 | ||
| Published | Recognition | Restated | ||
| ASSETS | ||||
| Property, Plant and Equipment | 69.935.945 | 805.667 | 70.741.612 | |
| Total Non‐current Assets | 689.282.695 | 805.667 | 690.088.362 | |
| Total Assets | 1.176.692.509 | 805.667 | 1.177.498.176 |
| Group | ||||
|---|---|---|---|---|
| 31.12.2018 | IFRS 16 | 01.01.2019 | ||
| Published | Recognition | Restated | ||
| Non‐Current Liabilities | ||||
| Debentures / Long term Loans | 475.666.644 | 39.932.338 | 515.598.982 | |
| Total Non‐Current Liabilities | 543.145.224 | 39.932.338 | 583.077.562 | |
| Current Liabilities | ||||
| Bank overdrafts and loans | 119.721.026 | 3.889.552 | 123.610.578 | |
| Total Current Liabilities | 485.466.009 3.889.552 |
489.355.561 | ||
| Total Liabilities | 1.028.611.233 | 43.821.890 | 1.072.433.123 | |
| Company | ||||
| 31.12.2018 | IFRS 16 | 01.01.2019 | ||
| Published | Recognition | Restated | ||
| Non‐Current Liabilities |
Debentures / Long term Loans 416.063.220 305.181 416.368.401

Reconciliation of Lease liabilities recognized on 01.01.2019 and Operating Lease commitments disclosed on 31.12.2018:
| Group | Company | |
|---|---|---|
| Operating lease commitments disclosed on 31.12.2018 | 74.479.487 | 851.352 |
| Discounted using the lessee's incremental borrowing rate on 1.1.2019 | 30.657.597 | 45.685 |
| Lease liability recognized on 1.1.2019 | 43.821.890 | 805.667 |
| Long Term Lease liability | 39.932.338 | 305.181 |
| Short Term Lease liability | 3.889.552 | 500.486 |
| Lease liability recognized on 1.1.2019 | 43.821.890 | 805.667 |
From the application of IFRS 16 in the statement of changes in equity the Group and the Company had no impact.
The recognised right‐of‐use assets relate to the following types of assets:
| Group | |||
|---|---|---|---|
| 30.06.2019 | 1.1.2019 | ||
| Fields‐Lots | 41.626.347 | 42.690.419 | |
| Buildings | 281.506 | 299.807 | |
| Αutomobiles | 705.717 831.664 |
||
| 42.613.570 | 43.821.890 | ||
| Company | |||
| 30.06.2019 | 1.1.2019 | ||
| Fields‐Lots | 419.343 | 488.831 | |
| Αutomobiles | 257.636 | 316.835 | |
| 676.979 | 805.667 |

Amortisation of right‐of‐use assets included in the statement of income for the period is € 1.343.861 for the Group and € 230.330 for the Company and finance expense on lease liabilities is € 1.086.473 for the Group and € 19.224 for the Company, respectively.
All leases are accounted for by recognising a right‐of‐use asset and a lease liability except for:
Lease liabilities are measured at the present value of the contractual payments due to the lessor over the lease term, with the discount rate determined by reference to the rate inherent in the lease unless (as is typically the case) this is not readily determinable, in which case the group's incremental borrowing rate on commencement of the lease is used. Variable lease payments are only included in the measurement of the lease liability if they depend on an index or rate. In such cases, the initial measurement of the lease liability assumes the variable element will remain unchanged throughout the lease term. Other variable lease payments are expensed in the period to which they relate. On initial recognition, the carrying value of the lease liability also includes:
Right of use assets are initially measured at the amount of the lease liability, reduced for any lease incentives received, and increased for:
Subsequent to initial measurement lease liabilities increase as a result of interest charged at a constant rate on the balance outstanding and are reduced for lease payments made. Right‐of‐use assets are amortised on a straight‐line basis over the remaining term of the lease or over the remaining economic life of the asset if, rarely, this is judged to be shorter than the lease term. Lease liabilities are remeasured when there is a change in future lease payments arising from a change in an index or rate or when there is a change in the assessment of the term of any lease.
| Mandatorily effective for periods beginning on or after 1 January 2020 |
Mandatorily effective for periods beginning on or after 1 January 2021 |
|---|---|
| IFRS 3 Business Combinations (Amendment – Definition of Business) |
IFRS 17 Insurance Contracts* |
| IAS 1 Presentation of Financial Statements and IAS 8 Accounting | |
| Policies, Changes in Accounting Estimates and Errors | |
| (Amendment – Definition of Material) | |
| Conceptual Framework for Financial Reporting (Amendments to |
References to the Conceptual Framework in the IFRS Standards)

*In June 2019, the IASB issued an exposure draft to amend IFRS 17, including a deferral of its effective date to 1 January 2022.
The Group and the Company do not believe these standards and interpretations will have a material impact on the financial statements once adopted.
There have been no material revisions to the nature and amount of estimates of amounts reported in prior periods except where the implementation of IFRS 16 discussed above requires a different approach to the accounting previously applied. Significant estimates and judgements that have been required for the implementation of these new standard are:
The Group is active in 4 main business segments:
‐ Other activities (Real estate development and other activities)
| Construction | Concessions | Energy | Other activities | Total | |
|---|---|---|---|---|---|
| Total gross sales per segment | 279.470.617 | 2.557.009 | 53.534.469 | 7.535.168 | 343.097.263 |
| Inter‐segment sales | (26.151.743) | ‐ | (546.085) | (1.314.328) | (28.012.155) |
| Net Sales | 253.318.874 | 2.557.009 | 52.988.384 | 6.220.840 | 315.085.107 |
| Gross Profit/ (Loss) | 22.824.714 | (381.577) | 1.607.220 | 1.382.281 | 25.432.638 |
| Other net operating income/(expenses) Impairment of investments/participations & |
(354.839) | (311.749) | (41.897) | 78.897 | (629.588) |
| Write‐off of doubtful receivables & other provisions Administrative expenses / Selling & |
‐ | ‐ | ‐ | ‐ | ‐ |
| Marketing expenses | (8.864.482) | (4.945.774) | (2.424.164) | (1.437.237) | (17.671.657) |
| Income from sub‐debt | ‐ | 4.903.323 | ‐ | ‐ | 4.903.323 |
| Income/(Losses) from Investments in Associates |
449.296 | 15.572.635 | ‐ | ‐ | 16.021.931 |
| Profit/ (Loss) from operations | 14.054.689 | 14.836.858 | (858.841) | 23.941 | 28.056.647 |
| Profit/ (Loss) of other financial instruments Interest |
(38.517) (12.837.947) |
||||
| Profit/ (Loss) before tax | 15.180.183 | ||||
| Tax | (6.314.381) | ||||
| Profit/ (Loss) after tax | 8.865.802 | ||||
| Depreciation | 6.465.951 | 916.889 | 624.344 | 363.415 | 8.370.599 |
| EBITDA | 20.520.63 9 |
15.753.748 | (234.497) | 387.356 | 36.427.246 |
| The figures per business segments for the period from January 1st to June 30th 2018 are as follows: | |||||
| Construction | Concessions | Energy | Other activities | Total | |
| Total gross sales per segment | 296.778.833 | 2.544.296 | 36.222.797 | 8.120.098 | 343.666.024 |
| Inter‐segment sales | (42.109.680) | ‐ | (506.751) | (2.105.839) | (44.722.270) |
| Net Sales | 254.669.152 | 2.544.296 | 35.716.046 | 6.014.259 | 298.943.755 |
| Gross Profit/ (Loss) | 15.781.858 | (421.614) | 2.122.270 | 1.487.387 | 18.969.902 |
| Other net operating income/(expenses) Impairment of investments/participations & |
(716.253) | (6.797) | 92.534 | 493.360 | (137.157) |
| Write‐off of doubtful receivables & other provisions |
(544.515) | ‐ | (54.781) | ‐ | (599.295) |
| Administrative expenses / Selling & Marketing expenses |
(10.607.393) | (2.916.732) | (2.060.498) | (1.530.231) | (17.114.854) |
| Income from sub‐debt | ‐ | 2.717.163 | ‐ | ‐ | 2.717.163 |
| Income/(Losses) from Investments in Associates |
56.122 | 12.305.461 | ‐ | 37.834 | 12.399.417 |
| Profit/ (Loss) from operations | 3.969.820 | 11.677.481 | 99.525 | 488.350 | 16.235.176 |
| Other financial results | 99.917 | ||||
| Interests | (11.610.591) | ||||
| Profit/ (Loss) before tax | 4.724.502 | ||||
| Tax | (4.604.595) | ||||
| Profit/ (Loss) after tax | 119.907 | ||||
Depreciation 4.504.829 102.655 20.000 188.047 4.815.531
EBITDA 9.019.163 11.780.136 174.306 676.397 21.650.002
The assets and liabilities of the business segment at 30 June 2019 are as follows:
| Construction | Concessions | Energy | Other activities | Total | |
|---|---|---|---|---|---|
| Assets (excluding investments in associates) |
993.259.818 | 51.571.004 | 61.626.396 | 37.805.606 | 1.144.262.824 |
| Investments in associates | 373.229.741 | 21.000 | ‐ | 3.785.008 | 377.035.749 |
| Investments in tangible fixed assets, intangible and investment property |
247.158.237 | 48.167.109 | ‐ | 19.201.732 | 314.527.078 |
| Total assets | 1.366.489.559 | 51.592.004 | 61.626.396 | 41.590.614 | 1.521.298.573 |
| Liabilities | (1.281.120.432) | (61.853.312) | (51.929.214) | (26.550.530) | (1.421.453.488) |
| Debentures / Long term Loans | (643.562.801) | (35.432.148) | (15.925.082) | (14.379.901) | (709.299.932) |
| Cash and cash equivalents | 110.467.865 | 457.389 | 1.191.437 | 2.586.350 | 114.703.041 |
| Net Debt / Available cash and cash equivalents |
(533.094.936) | (34.974.759) | (14.733.645) | (11.793.551) | (594.596.891) |
The assets and liabilities of the business segment at 30 June 2018 are as follows:
| Construction | Concessions | Energy | Other activities | Total | |
|---|---|---|---|---|---|
| A tsses ( l di excluding investments it in associates) |
683.526.123 | 55.661.614 | 47.350.738 | 44.249.028 | 830.787.503 |
| Investments in associates | 349.373.250 | 21.000 | ‐ | 410.354 | 349.804.604 |
| Investments in tangible fixed assets, intangible and investment property |
162.090.442 | 5.100.010 | 27.113.973 | 21.975.513 | 216.279.938 |
| Total assets | 1.032.899.373 | 55.682.614 | 47.350.738 | 44.659.382 | 1.180.592.107 |
| Liabilities | (939.749.474) | (63.572.851) | (41.347.225) | (29.005.183) | (1.073.674.733) |
| Debentures / Long term Loans | (518.532.932) | (42.984.016) | (14.280.370) | (17.320.632) | (593.117.950) |
| Cash and cash equivalents | 61.818.702 | 1.660.815 | 1.644.765 | 1.567.656 | 66.691.938 |
| Net Debt / Available cash and cash | |||||
| equivalents | (456.714.230) | (41.323.201) | (12.635.605) | (15.752.976) | (526.426.012) |
The group is active in 2 main Geographical segments
‐ Greece
‐ International Markets
The figures per segment for the period from January 1st to June 30th 2019 are as follows:
| International | |||
|---|---|---|---|
| Greece | Markets | Total | |
| Total gross sales per segment | 138.159.670 | 204.937.593 | 343.097.263 |
| Inter‐segment sales | (3.861.820) | (24.150.335) | (28.012.155) |
| Net Sales | 134.297.850 | 180.787.258 | 315.085.108 |
| Gross Profit/ (Loss) | (221.598) | 25.654.236 | 25.432.638 |
| Other net operating income/(expenses) | (700.494) | 70.905 | (629.589) |
| Impairment of investments/participations & Write‐ off of doubtful receivables & other provisions |
‐ | ‐ | ‐ |
| Administrative expenses / Selling & Marketing expenses |
(7.532.141) | (10.139.516) | (17.671.656) |
| Income from sub‐debt | 4.903.323 | ‐ | 4.903.323 |
| Income/(Losses) from Investments in Associates | 16.021.931 | ‐ | 16.021.931 |
| Profit/ (Loss) from operations | 12.471.022 | 15.585.625 | 28.056.647 |
| Profit/ (Loss) of other financial instruments | (38.517) | ‐ | (38.517) |
| Interest | (7.988.780) | (4.849.167) | (12.837.947) |
| Profit/ (Loss) before tax | 4.443.725 | 10.736.458 | 15.180.183 |
| Tax | (1.164.204) | (5.150.178) | (6.314.381) |
| P Profit/ (Loss) after tax fit/ (L ) ft t |
3.279.521 | 5.586.280 | 8.865.802 |
| Depreciation | 5.487.483 | 2.883.116 | 8.370.599 |
| EBITDA | 17.958.50 5 |
18.468.741 | 36.427.246 |
The figures per segment for the period from January 1st to June 30th 2018 are as follows:
| International | ||||
|---|---|---|---|---|
| Greece | Markets | Total | ||
| Total gross sales per segment | 204.475.145 | 139.190.879 | 343.666.024 | |
| Inter‐segment sales | (11.081.559) | (33.640.711) | (44.722.270) | |
| Net Sales | 193.393.587 | 105.550.168 | 298.943.755 | |
| Gross Profit/ (Loss) | 10.099.363 | 8.870.539 | 18.969.902 | |
| Other net operating income/(expenses) | 51.415 | (188.572) | (137.157) | |
| Impairment of investments/participations & Write‐ | ||||
| off of doubtful receivables & other provisions | (599.295) | ‐ | (599.295) | |
| Administrative expenses / Selling & Marketing | ||||
| expenses | (11.622.431) | (5.492.423) | (17.114.854) | |
| Income from sub‐debt | 2.717.163 | ‐ | 2.717.163 | |
| Income/(Losses) from Investments in Associates | 12.399.417 | ‐ | 12.399.417 | |
| Profit/ (Loss) from operations | 13.045.632 | 3.189.544 | 16.235.176 | |
| Profit/ (Loss) of other financial instruments | 99.917 | ‐ | 99.917 | |
| Interest | (9.288.429) | (2.322.162) | (11.610.591) | |
| Profit/ (Loss) before tax | 3.857.120 | 867.382 | 4.724.502 | |
| Tax | (5.489.334) | 884.739 | (4.604.595) | |
| Profit/ (Loss) after tax | (1.632.214) | 1.752.121 | 119.907 | |
| Depreciation | 4.041.32 4 041 327 | 774 204 774.204 | 4 815 531 4.815.531 | |
| EBITDA | 17.686.254 | 3.963.748 | 21.650.002 |
The assets and liabilities of the business segment at 30 June 2019 are as follows:
| Greece | Other European countries |
Gulf and Middle East countries |
Consolidated data | |
|---|---|---|---|---|
| Turnover excluding intra‐company transactions |
134.297.850 | 9.966.106 | 170.821.152 | 315.085.107 |
| Non‐current assets (other than deferred tax and financial assets) |
415.045.336 | 4.140.433 | 86.350.068 | 505.535.837 |
| Capital expenses | 1.243.529 | 240.155 | 702.989 | 2.186.673 |
The assets and liabilities of the business segment at 30 June 2018 are as follows:
| Greece | Other European countries |
Gulf and Middle East countries |
Consolidated data | |
|---|---|---|---|---|
| Turnover excluding intra‐company transactions |
193.393.587 | 6.933.947 | 98.616.221 | 298.943.755 |
| Non‐current assets (other than deferred tax and financial assets) |
363.335.428 | 3.900.277 | 15.467.989 | 382.703.694 |
| Capital expenses | 8.593.489 | ‐ | ‐ | 8.593.489 |
Group
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|||||||
| lan 30 .06 .20 19 Ba ce |
19 .68 3.6 98 |
19 .56 3.4 21 |
20 .50 8.8 43 |
4.5 17 .95 1 |
2.2 88 .48 6 |
14 1.2 42 |
66 .70 3.6 38 |
| lan Ba 31 .12 .20 18 ce |
19 .26 4.3 55 |
20 .09 2.2 49 |
22 .97 0.0 75 |
4.9 01 .47 4 |
2.5 70 .20 3 |
13 7.5 92 |
69 .93 5.9 45 |
| GROUP | COMPANY | |||||
|---|---|---|---|---|---|---|
| Land | Buildings | Total | Land | Buildings | Total | |
| Cost | ||||||
| Balance 31.12.2018 | 10.962.459 | 2.179.457 | 13.141.916 | 3.199.685 | 254.450 | 3.454.136 |
| Additions during the 1.1‐30.06.2019 period | 669.615 | 1.218.551 | 1.888.166 | ‐ | ‐ | ‐ |
| Disposals during the 1.1‐30.06.2019 period | 465.502 | 1.078.482 | 1.543.984 | ‐ | ‐ | ‐ |
| Balance 30.06.2019 | 11.166.572 | 2.319.526 | 13.486.098 | 3.199.685 | 254.450 | 3.454.136 |
| Balance 31.12.2018 | 10.962.459 | 2.179.457 | 13.141.916 | 3.199.685 | 254.450 | 3.454.136 |
| Other intangible | Licence for power | |||
|---|---|---|---|---|
| Cost | Software | Assets | stations | Total |
| Balance 31.12.2018 | 3.416.605 | 7.026.200 | 6.210.638 | 16.653.443 |
| IFRS 16 adoption on 1.1.2019: | ||||
| Right of Use assets recognition | ‐ | (7.000.000) | ‐ | (7.000.000) |
| Restated cost including IFRS 16 on 1.1.2019 | 3.416.605 | 26.200 | 6.210.638 | 9.653.443 |
| Acquisitions during the 1.1‐30.06.2019 period | 99.506 | ‐ | 569.846 | 669.352 |
| Subsidiary acquisition | 453.280 | ‐ | ‐ | 453.280 |
| Transfers | ‐ | ‐ | (428.284) | (428.284) |
| Balance 30.06.2019 | 3.969.391 | 26.200 | 6.352.200 | 10.347.791 |
| Accumulated Depreciation | ||||
| Balance 31.12.2018 | 3.121.831 | 2.008.886 | ‐ | 5.130.717 |
| IFRS 16 adoption on 1.1.2019: | ||||
| Right of Use assets recognition | ‐ | (2.000.000) | ‐ | (2.000.000) |
| Restated accumulated depreciation including IFRS 16 on | ||||
| 1.1.2019 | 3.121.831 | 8.886 | 0 | 3.130.717 |
| Amortisation charge for the 1.1‐30.06.2019 period | 66.669 | 524 | ‐ | 67.193 |
| Subsidiary acquisition | 404.418 | ‐ | ‐ | 404.418 |
| Net foreign currency exchange differences | (21) | ‐ | ‐ | (21) |
| Balance 30.06.2019 | 3.592.897 | 9.410 | ‐ | 3.602.307 |
| Net Book Value | ||||
| Balance 30.06.2019 | 376.492 | 16.790 | 6.352.200 | 6.745.483 |
| Balance 31.12.2018 | 294.773 | 5.017.314 | 6.210.638 | 11.522.725 |
| Other intangible | ||||||
|---|---|---|---|---|---|---|
| Cost | Software | Assets | Total | |||
| Balance 31.12.2018 | 3.346.494 | ‐ | 3.346.494 | |||
| Acquisitions during the 1.1‐30.06.2019 period | 90.555 | ‐ | 90.555 | |||
| Net foreign currency exchange differences | (46) | ‐ | (46) | |||
| Balance 30.06.2019 | 3.437.003 | ‐ | 3.437.003 | |||
| Accumulated Depreciation | ||||||
| Balance 31.12.2018 | 3.148.060 | ‐ | 3.148.060 | |||
| Amortisation charge for the 1.1‐30.06.2019 period | 33.591 | ‐ | 33.591 | |||
| Net foreign currency exchange differences | (46) | ‐ | (46) | |||
| Balance 30.06.2019 | 3.181.605 | ‐ | 3.181.605 | |||
| Net Book Value | ||||||
| Balance 30.06.2019 | 255.398 | ‐ | 255.398 | |||
| Balance 31.12.2018 | 198.434 | ‐ | 198.434 |
In the balance sheet of the parent company AVAX S.A., for analytical purposes, it is stated that the valuation of investments in concessions is carried on their fair value as indicated by the reports of third party Certified Auditors. In the AVAX Group balance sheet , these investments are consolidated using the equity method, minus the equities of less than 20% (Moreas Motorway and Olympia Odos, which are also depicted in the consolidated balance sheet at fair value). Therefore, the net fair value (after deduction of deferred tax) of the Concessions investment portfolio as of 30/06/2019 is equal to €79,7 mil (and €72 mil in the consolidated balance sheet as of 31/12/2018, accordingly) which is not depicted in the AVAX Group balance sheet, due to the fact that these investments are consolidated using the equity method.
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30/6/2019 | 31/12/2018 | 30/6/2019 | 31/12/2018 | |
| Investment in Concession at Fair Value | 121.823.523 | 115.900.143 | 509.088.351 | 503.929.977 |
| Deferred Tax | (15.285.756) | (14.133.334) | (67.967.042) | (68.164.691) |
| Concessions with the equity method | 254.815.521 | 261.534.341 | ‐ | ‐ |
| Investment in Concessions at Net Value | 361.353.288 | 363.301.150 | 441.121.308 | 435.765.286 |
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30/6/2019 | 31/12/2018 | 30/6/2019 | 31/12/2018 | |
| Receivables from clients | 299.472.391 | 181.898.981 | 183.680.330 | 182.977.218 |
| Other receivables | 163.497.700 | 128.585.305 | 167.693.779 | 122.400.391 |
| 462.970.091 | 310.484.286 | 351.374.109 | 305.377.609 |
Receivables from clients for both group and the company include an invoiced amount of € 43.8 mil which is due for over three years and relates to part of invoiced amount for an energy project in Lebanon. A request for arbitration has been submitted for the total amount to the International Centre for Settlement of Investment Disputes (ICSID). Given the ongoing examination by the parties for the possibility of an amicable settlement of the dispute, the process relied on ICSID has been postponed until 31.01.2020. The estimate for the recoverability of the receivable amount on 30.06.2019 has not been changed compare to the respective estimate on 31.12.2018.
Regarding the pending court cases of the Company on 30.06.2019, arbitration decision 21/2005, which had obliged the parties to pay the Company €16.3 million plus interest for the equity deficit of "TECHNICAL UNION SA" which was absorbed by the Company, under the Decision of the Court of First Instance of Athens #2752/2010 was ordered to suspend the execution of the arbitration decision under article 938 of the Criminal Law Code until a decision is taken on the ordinary opposition that challenges the validity of the enforcement procedure, which was tried in March 2013. This decision of suspension is incorrect because it accepted that the Company misused its right to enforcement, which was repeatedly raised by the defendants and was dismissed, covered by the "res judicata".
The Company on 30.03.2011 requested the Court of First Instance of Athens to revoke this decision, reopening the road of enforcement, but this revocation application was rejected, and the progress of the enforcement would therefore be delayed by the March 2013 hearing, as part of the regular opposition. The case was adjudicated and a decision was issued by the First Instance Court of Athens, which also dismissed the objection of the Protopapas "family", so that the decision to suspend (5752/10) lost its validity and progress in enforcement is now possible.
Within the framework of this last possibility, after two suspensions at the Athens Peace Court, on 06.10.2015, ATHENA SA requested permission to sell by auction the shares of the Protopapas family members to satisfy its claim. At the same time, the Protopapas family house located in Kefalari, Kifissia (Pentelis 39 Street), has been seized, the Court having determined the value of this property at €5,000,000 and cleared it for auctioning.
A decision was taken by the Athens Court of Appeal (7/2016), which allowed the public auctioning of the shares and appointed a public notary to perform the auction (in the hands of the ATHEX as a third party). A lawsuit dated 08.01.2016 was notified to the Company for the recognition of the non‐existence of the Arbitration Decision 21/2005, which was scheduled to be heard on 03.11.2016 at the Athens Court of Appeal, but ultimately resigned from it.
The option to abandon the public auction of the shares was finally approved, due to the significant dilution of the stake of Athanasios Protopapas and Amalia Protopapas on the back of share capital increases which they did not participate in. Subsequently, a second action was filed to certify the recognition of non‐existence (not invalidity) of arbitration decision #21/2005, of similar content to the request of the first action, the application of which was resigned. The second action was discussed before the Athens Court of Appeal on 21.09.2017 and is reasonably expected to be rejected. Prior to this second lawsuit, ATHENA SA removed the existing foreclosure of the Athanasios Protopapas residence because there was a fear of being overthrown due to the fact that a year had passed since its imposition without being auctioned. To this extent, it imposed a new foreclosure, the relevant auction being set for 24.01.2018. An objection was brought against this foreclosure, which was tried on 13.03.2018 without, so far, any sign of application for suspension of the execution of the enforcement procedure, which implies that there is no obstacle to its enforcement. Though no official documents are available, it is speculated that Athanasios and Amalia Protopapas appealed against the decision of the Lower Court of Athens, which rejected their first action. However, this action was aimed at invalidating an enforcement which is no longer pursued, since ATHENA SA removed its application for foreclosure, therefore rendering this action groundless. We are awaiting the decisions on the second action against the foreclosure which was tried on 21.09.2018, as well as the appeal against the non‐existence of the arbitration decision which was tried on 21.09.2017. A new electronic auction successfully took place on 06.06.018, with a starting bid price of €1,930,000, resulting in the Company receiving its proportion according to lenders table in October 2018. More acts of the enforcement procedure on other assets are under way, hoping to receive the highest amount possible towards the claim. procedure on other assets are under way, hoping to receive the highest amount possible towards the
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30/6/2019 | 31/12/2018 | 30/6/2019 | 31/12/2018 | |
| Cash in hand | 1.817.386 | 204.127 | 355.837 | 125.581 |
| Cash at bank | 112.885.654 | 65.472.125 | 75.827.904 | 56.899.998 |
| 114.703.040 | 65.676.252 | 76.183.742 | 57.025.579 |
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30/6/2019 | 31/12/2018 | 30/6/2019 | 31/12/2018 | |
| Trade payables | 257.090.803 | 163.195.764 | 117.211.055 | 138.957.092 |
| Advances from clients | 163.990.509 | 61.718.641 | 64.244.301 | 58.375.413 |
| Contractual obligations | 21.505.482 | 9.655.607 | 7.052.676 | 9.432.676 |
| Other current payables | 162.093.057 | 109.454.805 | 138.648.637 | 78.582.319 |
| 604.679.851 | 344.024.817 | 327.156.669 | 285.347.500 |
The account "Other current payables" in the balance sheet of 30.06.2019 of the Company and the Group includes an amount of €16.250.000 which has been deposited by three major shareholder in a bank account of the Company against a future capital increase or a convertible bond issue of € 20 million. On 26.09.2019 the Extraordinary General Meeting of the Shareholders decided to increase the capital by cash payment and with participation rights of all shareholders up to € 20 million, expected to be completed by the end of 2019. The corresponding amount in the balance sheet of the Company and the Group on the comparable date of December 31, 2018 amounted to € 13,000,000.
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30/6/2019 | 31/12/2018 | 30/6/2019 | 31/12/2018 | |
| Short term debentures payable in the following | ||||
| year | 5.757.888 | 6.080.000 | 5.757.888 | 6.080.000 |
| Short term loans | 137.635.338 | 110.191.696 | 91.647.608 | 98.416.767 |
| Payables (leasing ) | 4.287.063 | 3.449.330 | 768.568 | 480.385 |
| 147.680.289 | 119.721.026 | 98.174.064 | 104.977.152 |
According to the single and consolidated financial statements for the period 1/1‐30/06/2019, the Company and the Group cover the financial ratios of liquidity, capital adequacy and profitability as amended and are still in force, except for some for which by the date of measurement on 30/06/2019, waivers were granted with changes in the limits by Bondholders.
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30/6/2019 | 31/12/2018 | 30/6/2019 | 31/12/2018 | |
| Long term debentures | 423.543.616 | 429.956.889 | 415.353.616 | 415.941.889 |
| Long ‐term loans | 98.956.650 | 43.530.588 | ‐ | ‐ |
| Payables (leasing ) | 39.119.378 | 2.179.167 | 280.295 | 121.331 |
| 561.619.643 | 475.666.644 | 415.633.911 | 416.063.220 |
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30/6/2019 | 31/12/2018 | 30/6/2019 | 31/12/2018 | |
| Other provisions | 18.854.604 | 15.817.433 | 15.554.982 | 15.334.781 |
| Other Non‐current liabilities | 18.569.338 | 10.017.908 | 11.096.012 | 3.034.351 |
| Non‐current liabilities ‐ Prepayments | 370.556 | 4.058.302 | ‐ | 3.687.746 |
| 37.794.498 | 29.893.643 | 26.650.994 | 22.056.878 |
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30/6/2019 | 31/12/2018 | 30/6/2019 | 31/12/2018 | |
| Paid up share capital (77.654.850 | ||||
| Shares of € 0.30) | 23.296.455 | 23.296.455 | 23.296.455 | 23.296.455 |
| Share premium account | 146.676.671 | 146.676.671 | 146.676.671 | 146.676.671 |
| 169.973.125 | 169.973.125 | 169.973.125 | 169.973.125 |
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30/6/2019 | 31/12/2018 | 30/6/2019 | 31/12/2018 | |
| Reserves for revaluation of other assets | 8.534.503 | 8.488.899 | 9.878.566 | 9.860.136 |
| Revaluation reserves of financial assets at fair value through total income |
43.505.613 | 39.200.003 | 195.136.961 | 190.752.860 |
| Cash flow hedging reserve | (611.164) | (774.962) | ‐ | ‐ |
| Dividends reserves article 48, L.4172/2013 | 168.082.363 | 89.869.881 | 168.082.363 | 89.869.881 |
| Statutory and other reserves | 16.000.189 | 16.080.874 | 16.756.518 | 16.751.135 |
| 235.511.504 | 152.864.694 | 389.854.408 | 307.234.013 |
For the purpose of providing more detailed information, we note that a cumulative amount of €168.082.363 earned as dividends from participations has been reclassified from "Profit carried forward" to a capital reserve from dividends, in line with article 48 of Law 4172/2013. Prior to the reclassification, the cumulative profit carried forward amounted to a €128.286.763 loss versus a €296.369.126 loss, while the capital reserve amount to €221.772.045 versus €389.854.408, as presented above.
| GROUP | COMPANY | |
|---|---|---|
| 30/6/2019 | 30/6/2019 | |
| Letters of Guarantee | 529.206.521 | 491.578.373 |
| Other memorandum accounts | 6.711.529 | 1.504.156 |
| 535.918.050 | 493.082.529 |
The following guarantees were provided towards the bond loans
v mortgage on Group property with a book value of € 47,127 thousands , and mortgage on Company property with a book value of € 17,273 thousands are accounted for.
v Cession of the Group's receivables arising from concession projects, mainly relating to retentions on performance bonds issued for those projects.
v Cession of dividends of concession companies and additionally shares of concession companies.
(a) Litigation against the Group is proceeding for labour accidents which took place during construction works by companies or joint ventures which the Group participates in. Given that the Group is insured against labour accidents, no significant impact from contingent adverse legal decisions is expected. Other litigation or arbitration cases, as well as pending court or arbitration decisions are not expected to have a significant impact on the financial status or operation of the Group or the Company, hence no provisions have been made.
(b) A note (C1) on tax auditing is included in the interim financial statements.
c) The Group has contingent liabilities in relation to banks, guarantees and other issues arising from its ordinary operations, which are not expected to yield any negative impact.
The number of employees on 30/06/2019 in the Group amounted to 2,333 persons (compared to 1,436 on 30/06/2018) and at company level it amounted to 1.784 (compared to 917 on 30/06/2018). The number of employees does not include the staff of the Joint Ventures in which the Group and the Company participate.
During the first half of 2019, the following significant developments took place in all the Group's companies:
Shareholders at the 2nd Repeat Extraordinary General meeting on 27.03.2019 decided to rename the Company from J&P‐AVAX SA to AVAX SA. The corporate renaming is part of the broader renewal of the Group's business profile, while also arising from the need to help the investment public, banks and the construction sector avoid any misconceptions arising from the liquidation of international contractors J&P (Overseas) Ltd and the split in the business activities of the Joannou and Paraskevaides families (who are among AVAX's main shareholders).
A. Board of Directors
The 2nd Repeat Extraordinary General shareholders meeting on 27.03.2019 elected a new Board of Directors for a three‐year term ending 26.03.2022, which convened and appointed its members as follows:
It should be noted that on 08.03.2019 Mr George Demetriou resigned from his position as non‐executive director of the Company for personal reasons. The Board of Directors had decided not to replace Mr Demetriou for the time being, and continue its managerial work and representation of the Company with the remaining Board members, as per article 82 of Law 4548/2018 and article 23, paragraph 2 of the Company Charter.
In March 2019, the Board of Directors introduced a three‐member Project Bidding Committee, in line with the provisions of its Corporate Charter, article 87 of Law 4548/2018 and best practice principles and corporate governance rules. The new committee works towards the effective operation of the Company's institutional bodies and the application of all principles, technical and organizational measures and procedures adopted by the Company to comply with competition regulations.
The Board of Directors granted the Project Bidding Committee all powers of administration and representation of the Company in relation with tenders for public contracts, and overall with bidding for public and private works, as specified in the Board decision. The Project Bidding Committee comprises the following Group officials:
The 2nd Repeat Extraordinary General Meeting of Company shareholders held on 27.03.2019 decided a share capital increase amounting to €20 million through a rights issue for all shareholders, at an issue price of €0.30 per share. The validity term of the decision expired with no capital increase taking place, which would have seen a total of 66,666,666 new shares being issued at a ratio of 0.85849971 new shares for each share outstanding. The rights issue will take place based on a newer shareholder decision (see section "Important post balance sheet date Developments & Events").
The Company set up AVAX Middle East Ltd ("AVAX ME") in May 2019 in Cuprys, as part of its strategic decision to focus on mechanical, electrical and plumbing (MEP) works in Qatar, the United Arab Emirates and the broader Persian Gulf region. AVAX ME is a subsidiary of AVAX International Ltd, also based in Cyprus and 100% subsidiary of AVAX SA.
In June 2019, AVAX ME acquired three companies from J&P (Overseas) Ltd which is undergoing liquidation, more specifically it acquired 100% of Conspel Construction Specialist (Isle of Man) Limited, as well as 49% of J&P Qatar WLL and Abu Dhabi J&P LLC. All three companies are fully consolidated by AVAX ME due to effective management control, arising from a contractual agreement with other shareholders.
Through AVAX ME, the AVAX Group eyes the expansion of its operations ina geographic region with a steady flow of auctions for large‐scale projects for MEP projects. The expansion through the acquisition of the three companies which are active in the Middle East and Persian Gulf area, offers AVAX Group know‐how in large‐scale MEP works as well as access and expertise in operating in those countries. AVAX ME's consolidated accounts post the acquisitions show work‐in‐hand amounting to €361 million. The accounts also show debt totalling €82 million, of which €51 million concern long‐term loans to be repaid in the period beyond one year and up to five years.
There is also cash amounting to €31 million and short‐term loans amounting to €31 million, which come from the projects in progress. Short‐term loans are expected to be repaid within 12 months (until 2020) out of cash flows from those projects.
The estimated turnover for the second half of 2019 of those companies is \$200 million. At the same time, AVAX became a majority partner in the Qatar Foundation Stadium Construction Joint Venture, up from 24%. The stadium is expected to reach completion by the end of 2019; with a total size of \$650million, it is of importance to the country and the upcoming 2022 FIFA World Cup.
In April 2019, the Company acquired PSM Suppliers Ltd ("PSM") based in Channel Islands from "Overseas Holdings Limited" (OHL), which belongs to the J&P (Overseas) Ltd group ("JPO"), placed under liquidation since October 2018. PSM's shares were transferred along with all rights and obligations related in particular to the continuation of two separate contracts for an energy project in Libya's Faregh oil deposit, the client being WAHA Oil Company of Libya. It is noted that the project is in the final stage of completion, estimated to be completed in 2019, as the remaining works include testing & commissioning of mechanical equipment from Siemens, a subcontractor of PSM. With this transaction, the Company seeks:
Ιn April 2019, the Company also acquired J&P Energy & Industrial Works SA ("J&P Energy"), based in Greece, from J&P (Overseas) Ltd, which is in the process of liquidation. The acquisition was concluded at a token price and is aimed at further enhancing the operations of AVAX Group's energy projects department, as J&P Energy boasts considerable expertise in producing technical studies for energy‐related industrial works in international markets.
The Board of Directors of the Company and «J&P Energy & Industrial Works SA», the latter company being 100% subsidiary of the former, decided to commence their merger through the absorption of J&P Energy & Industrial Works SA by AVAX SA. The merger will be based on financial statements dated 31.12.2018 and carried out in accordance with Law 4601/2019, article 54 of Law 4172/2013 and article 61 of Law 4438/2016. The Merger Plan was posted on 28.06.2019 as entry #1582313 on the General Commercial Registry of the General Secretariat of Commerce & Consumer Protection.
The Company signed on 12.03.2019 a contract for the design, financing, construction, maintenance and operation on a PPP basis (Public‐Private Partnership) of a Waste Management Plant in the Ilia Prefecture of Western Greece, in a consortium with Mesogeios SA and AAGIS SA. The investment amounts to €39.5 million and the project aims to effectively manage urban solid waste produced in the prefecture, with a maximum capacity of 80,000 tons per annum. The waste management plant will be located in a rural area effectively manage urban solid waste produced in the prefecture, with a maximum capacity of 80,000 tons per annum. The waste management plant will be located in a rural between the municipalities of Pyrgos and Ilida. The construction period is 22 months, including 4 months of pilot operation, to be followed by an operation term of 25 years and 2 months. The private entity of the public & private sector partnership, assumes, among others, the following obligations: a) construction, operation and maintenance of the waste management unit, b) financing of the project with own equity, debt and a financial participation by Ilida municipality, c) commercial use of by‐products (recycled material, biogas‐ energy, compost, etc), d) transportation of residual waste to sanitary landfills.
The Company participates in a joint venture with ΤΕΡΝΑ, 100% subsidiary of GEK TERNA Group, which signed a contract with "ICR CYPRUS RESORT DEVELOPMENT CO LIMITED", of Chinese interests, for the construction of the "City of Dreams Mediterranean" integrated casino resort in Limassol, Cyprus. The joint venture is comprised of J&P‐AVAX SA (60%) and TERNA SA (40%). The contract, worth around €270 million with a 30‐month deadline, pertains to the construction of an integrated casino resort with approximately 96,000 m2 building construction area on a 37 hectare site. The resort will include a casino, restaurants, retail and commercial area, spa, a 16‐storey hotel tower with approximately 500 guest rooms, expo building, sizeable sports facilities with indoor and outdoor pools, and a an assortment of other main and auxiliary areas and facilities, as well as expansive landscaped areas.
Volterra, 100% subsidiary of AVAX Group, signed a deal with PPC to jointly develop and operate wind parks with total capacity of 69.7MW. Specifically, PPC acquired 45% of the share capital of two Volterra SPVs, the first of which owns two wind parks of 16MW total capacity in Etoloakarnania region which are already operational at a FiP of €98/MWh, and the second which owns two wind parks under construction in Viotia region, one with capacity 42.9MW with a FiP of €98/MWh, and the other with a 10.8MW capacity with a FiP of €56.45/MWh.
The Group is controlled by AVAX. Members of the Board of Directors and related legal entities collectively own 70% of the Company's common shares, while the balance of 30% is controlled by the broad investment public. Transactions with related parties are booked by the Company and its subsidiaries throughout the year. Sales to and purchases from related parties are carried out at going market prices.
Account balances as at 30.06.2019 are not covered with guarantees and their settlement is done on cash terms. The Group did not book any provisions for doubtful receivables from related parties, because payments on those transactions have proceeded smoothly so far. Intra‐Group transactions are netted off at consolidation of their financial accounts.
The following table provides a brief overview of transactions with related parties during the period 1/1‐30/06/2019:
(all amounts in € thousands)
| Group | ||||
|---|---|---|---|---|
| Income | Expenses | Receivables | Payables | |
| PYRAMIS | ‐ | 1.249 | 970 | 1.110 |
| AG.NIKOLAOS CAR PARK | 10 | ‐ | 14 | ‐ |
| OLYMPIA ODOS OPERATIONS SA | 1.686 | ‐ | 1.577 | ‐ |
| OLYMPIA ODOS SA | 503 | ‐ | 120 | 910 |
| GEFYRA OPERATIONS SA | 41 | ‐ | 23 | ‐ |
| GEFYRA SA | 14 | ‐ | 14 | ‐ |
| ATTIKI ODOS S.A | ‐ | 99 | 31 | 460 |
| ΑΤΤΙCΑ DIODIA Α.Ε. | ‐ | ‐ | 180 | ‐ |
| AEGEAN MOTORWAY SA | 1.755 | 1 | 310 | 233 |
| SALONICA PARK S.A | 9 | ‐ | 17 | ‐ |
| POLISPARK | ‐ | ‐ | 24 | ‐ |
| ELIX A.E. | ‐ | ‐ | 6 | ‐ |
| ATHINAIKOI STATHMOI SA | ‐ | ‐ | 1 | ‐ |
| HELLINIKON ENTERTAINMENT AND SPORT PARKS SA | ||||
| (KANOE ‐ KAJAK) | 2 | ‐ | 0 | ‐ |
| METROPOLITAN ATHENS PARK | ‐ | ‐ | 2 | ‐ |
| BONATTI J&P‐AVAX Srl | ‐ | ‐ | 12.357 | ‐ |
| 5N | ‐ | ‐ | 145 | ‐ |
| SC ORIOL REAL ESTATE SRL | ‐ | ‐ | 934 | ‐ |
| J&P‐AVAX QATAR LLC | ‐ | ‐ | 1 | ‐ |
| J&P (UK) LTD LONDON | ‐ | ‐ | ‐ | 31 |
| ILIA WASTE MANAGEMENT PPP | 200 | ‐ | ‐ | ‐ |
| ENERSYSTEM FZE | ‐ | 1.457 | ‐ | ‐ |
| VIOENERGEIA SA | 1 | ‐ | 102 | ‐ |
| LIMASSOL MARINA LTD | ‐ | ‐ | 9.980 | ‐ |
| Executives and members of the Board | ‐ | 1.016 | ‐ | 558 |
| 4.221 | 3.822 | 26.805 | 3.301 |
| Company | ||||
|---|---|---|---|---|
| Income | Expenses | Receivables | Payables | |
| ETETH SA | 182 | 21 | 1.326 | 21 |
| TASK J&P AVAX SA | 7 | 727 | 1.047 | 3.319 |
| J&P‐AVAX IKTEO | ‐ | ‐ | 4 | 17 |
| GLAVIAM | 2 | ‐ | 2 | ‐ |
| J&P DEVELOPMENT | 18 | ‐ | 1.075 | 3 |
| ATHENA | 1 | ‐ | 14 | 41 |
| ERGONET | 6 | ‐ | 415 | 1 |
| MONDO TRAVEL | 3 | 181 | 158 | 606 |
| JPA ATTICA SCHOOLS PPP | 1.021 | ‐ | 55 | 0 |
| ATHENS MARINA | 21 | ‐ | 1.160 | ‐ |
| BONATTI J&P‐AVAX Srl | ‐ | ‐ | 12.357 | ‐ |
| J&P‐AVAX CONCESSIONS | ‐ | ‐ | 3 | 20 |
| J&P‐AVAX INTERNATIONAL LTD | 1.510 | 22.612 | 6.567 | 2.698 |
| AG.NIKOLAOS CAR PARK | ‐ | ‐ | 14 | ‐ |
| OLYMPIA ODOS OPERATIONS SA | 1.642 | ‐ | 1.557 | ‐ |
| OLYMPIA ODOS SA | 496 | ‐ | 119 | 910 |
| GEFYRA OPERATIONS SA | 41 | ‐ | 23 | ‐ |
| GEFYRA SA | 10 | ‐ | 13 | ‐ |
| ATTIKI ODOS S.A | 14.602 | 88 | ‐ | 431 |
| ΑΤΤΙCA DIODIA S.A | 496 | ‐ | ‐ | ‐ |
| AEGEAN MOTORWAY SA | 1.755 | 1 | 246 | 233 |
| SALONICA PARK A.E. | 1 | ‐ | 12 | ‐ |
| POLISPARK Α.Ε. | ‐ | ‐ | 24 | ‐ |
| ELIX A.E. | ‐ | ‐ | 6 | ‐ |
| VOLTERRA A.E. | 128 | 226 | 185 | 1.259 |
| ATHINAIKOI STATHMOI SA | ‐ | ‐ | 1 | ‐ |
| HELLINIKON ENTERTAINMENT AND SPORT PARKS SA | 2 | ‐ | 0 | ‐ |
| METROPOLITAN ATHENS PARK | ‐ | ‐ | 2 | ‐ |
| J&P‐AVAX QATAR LLC | ‐ | ‐ | 1 | ‐ |
| J&P‐AVAX QATAR WLL | ‐ | ‐ | ‐ | 31 |
| JOANNOU PARASKEVAIDES ENERGIAKI | ‐ | ‐ | 2.066 | ‐ |
| J/V J&P‐AVAX ‐ J&PARASKEVAIDES OV.LTD (JORDAN) | 107 | ‐ | 547 | ‐ |
| LIMASSOL MARINA LTD | ‐ | ‐ | 9.980 | ‐ |
| JOINT VENTURES | 1.756 | ‐ | 30.341 | 5.921 |
| P.S.M. SUPPLIERS LTD | ‐ | ‐ | ‐ | 340 |
| VIOENERGEIA SA | 145 | ‐ | 102 | ‐ |
| ILIA WASTE MANAGEMENT PPP | 200 | ‐ | 0 | ‐ |
| PYRAMIS | ‐ | 1.249 | 970 | 1.110 |
| Executives and members of the Board | ‐ | 417 | 0 | 172 |
| 24.152 | 25.521 | 70.388 | 17.133 |
The Repeat Extraordinary General Meeting of Company shareholders held on 26.09.2019 approved a rights issue worth up to €20 million, at a price of €0.30 per share. The capital increase will be carried out with the issue of 66,666,666 new shares, entitling existing shareholders to around 0.85849971 new shares for each share held. The Information Memorandum of the Company for the rights issue has already been filed to the Greek Capital Markets Commission, pending for approval.
Three Company shareholders have deposited an aggregate amount of €16.25 million, as of 30.06.2019 and up to the date of issue of this financial report. It should be noted that according to the decision of shareholders taken on 26.09.2019, upon completion of the share capital increase, the Company may return part of the capital increase proceeds to the three shareholders of an amount for which they did not receive equivalent shares in the rights issue.
Pursuant to the provisions of Law 3016/2002 and decision 3/347/12.07.2005 of the Hellenic Capital Market Commission, the Board of Directors of the Company decided on 25.07.2019 to appoint Mr Anastasios Tsakanikas as new Internal Auditor, replacing Mr John Papadopoulos who resigned, starting on 01.08.2019. The Company is at the final stage of recruitment of two new certified and experienced Internal Auditors and is also proceeding to appoint an Auditing Firm as external auditors of AVAX Middle East, recognising the important role of the internal auditing service for the Group.
The Company signed on 01.08.2019 a contract for the sale of the PPP of 10 Schools in Attica, which it had built a few years ago and undertaken their facility management in the long run. The signed agreement provides for the transfer on 01 10 2019 01.10.2019 by the Company of all shares of the PPP company, as well as of the outstanding balance of two different series b h C f ll h f h PPP ll f h di b l f diff i of limited bonds issued by the Company.
In April 2019, the Company acquired PSM Suppliers Ltd ("PSM") based in Channel Islands from "Overseas Holdings Limited" (OHL), which belongs to the J&P (Overseas) Ltd group ("JPO"), placed under liquidation since October 2018. PSM's shares were transferred along with all rights and obligations related in particular to the continuation of two separate contracts for an energy project in Libya's Faregh oil deposit, the client being WAHA Oil Company of Libya. It is noted that the project is in the final stage of completion, estimated to be completed in 2019, as the remaining works include testing & commissioning of mechanical equipment from Siemens, a subcontractor of PSM. With this transaction, the Company seeks:
∙ to acquire PSM's experience and project record, thereby improving its bidding capacity for similar energy projects in international markets
∙ to collect in the near‐term the funds withheld to guarantee the performance of the two projects, which exceed the agreed acquisition price
| PSM Suppliers Ltd Basic Balance Sheet figures | At the date of acquisition from AVAX SA |
|
|---|---|---|
| amounts in Euros | 30.06.2019 | 14.03.2019 |
| Short term Receivables | 13.704.937 | 10.938.753 |
| Short term Liabilities | 914.005 | 1.895.723 |
| Net Current Assets | 12.790.932 | 9.043.030 |
| Consolidated | Until the | |
| Results from | Acquisition by | |
| PSM Suppliers Ltd Statement of Income | AVAX S.A. | AVAX S.A. |
| amounts in Euros | 01.01‐30.06.2019 | 01.01‐14.03.2019 |
| Turnover | 2.511.270 2 511 270 |
232 821 232.821 |
| Cost of sales | (284.075) | (22.430) |
| Gross Profit | 2.227.195 | 210.391 |
| Net Financial Income (loss) | (1.030) | (389) |
| Extraordinary Results | 8.029.104 | 7.810.375 |
| Profit/(loss) before tax | 10.255.269 | 8.020.377 |
| At the date of | ||
| acquisition from | ||
| Intercompany Transactions (AVAX SA and PSM Suppliers Ltd) | AVAX SA | |
| amounts in Euros | 30.06.2019 | 14.03.2019 |
| Current receivables (AVAX SA) | 134.148 | 0 |
| Current liabilities (AVAX SA) | 340.416 | 0 |
| (Net) Current liabilities (AVAX SA) | 206.268 | 0 |
| At the date of | ||
| acquisition from | ||
| Goodwill of acquisition PSM Suppliers Ltd from AVAX SA | AVAX SA | |
| amounts in Euros | 14.03.2019 | |
| Total acquisition consideration | 2.764.132 | |
| Fair value of the company | ‐9.043.030 | |
| Goodwill (Negative) | ‐6.278.898 |
Ιn April 2019, the Company also acquired J&P Energy & Industrial Works SA ("J&P Energy"), based in Greece, from J&P (Overseas) Ltd, which is in the process of liquidation. The acquisition was concluded at a token price and is aimed at further enhancing the operations of AVAX Group's energy projects department, as J&P Energy boasts considerable expertise in producing technical studies for energy‐related industrial works in international markets.
In June 2019 the Board of Directors of the Company and «J&P Energy & Industrial Works SA», the latter company being 100% subsidiary of the former, decided to commence their merger through the absorption of J&P Energy & Industrial Works SA by AVAX SA. The merger will be based on financial statements dated 31.12.2018.
| At the date of | ||
|---|---|---|
| acquisition from | ||
| J&P Energy Basic Balance Sheet figures | AVAX SA | |
| amounts in Euros | 30.06.2019 | 08.04.2019 |
| Short term Receivables | 267.818 | 656.623 |
| Short term Liabilities | 987.302 | 2.964.105 |
| Net Current Assets | ‐719.484 | ‐2.307.482 |
| Ενοποιούμενο Αποτέλεσμα από |
Until the Acquisition by |
||
|---|---|---|---|
| J&P Energy Statement of Income | ΑΒΑΞ ΑΕ | AVAX S.A. | |
| 01.01‐ | |||
| amounts in Euros | 01.01‐30.06.2019 | 08.04.2019 | |
| Turnover | 0 | 0 | |
| Cost of sales | 0 | 0 | |
| Gross Profit | 0 | 0 | |
| General expenses | ‐326.608 | ‐325.674 | |
| Net Financial Income (loss) | ‐13.469 | ‐1.593 | |
| Extraordinary Results | ‐3.284 | ‐163.820 | |
| Depreciation | ‐7.634 | ‐8.729 | |
| Profit/(loss) before tax | ‐350 995 | ‐499 816 |
| Profit/(loss) before tax Profit/(loss) before |
‐350 995 350.995 |
‐499 816 499.816 |
|
|---|---|---|---|
| Intercompany Transactions (AVAX SA and J&P Energy) | At the date of acquisition from AVAX SA |
||
| amounts in Euros | 30.06.2019 | 08.04.2019 | |
| Current receivables (AVAX SA) | 2.065.559 | 0 | |
| Current liabilities (AVAX SA) | 134.148 | 0 | |
| (Net) Current liabilities (AVAX SA) | ‐1.931.411 | 0 |
| At the date of | |
|---|---|
| acquisition from | |
| Goodwill of acquisition J&P Energy from AVAX SA | AVAX SA |
| amounts in Euros | 08.04.2019 |
| Total acquisition consideration | 1 |
| Fair value of the company | 2.091.081 |
| Goodwill | 2.091.082 |
The Company set up AVAX Middle East Ltd ("AVAX ME") in May 2019 in Cuprys, as part of its strategic decision to focus on mechanical, electrical and plumbing (MEP) works in Qatar, the United Arab Emirates and the broader Persian Gulf region. AVAX ME is a subsidiary of AVAX International Ltd, also based in Cyprus and 100% subsidiary of AVAX SA.
In June 2019, AVAX ME acquired three companies from J&P (Overseas) Ltd which is undergoing liquidation, more specifically it acquired 100% of Conspel Construction Specialist (Isle of Man) Limited, as well as 49% of J&P Qatar WLL and Abu Dhabi J&P LLC. All three companies are fully consolidated by AVAX ME due to effective management control, arising from a contractual agreement with other shareholders.
Through AVAX ME, the AVAX Group eyes the expansion of its operations ina geographic region with a steady flow of auctions for large‐scale projects for MEP projects. The expansion through the acquisition of the three companies which are active in the Middle East and Persian Gulf area, offers AVAX Group know‐how in large‐scale MEP works as well as access and expertise in operating in those countries. AVAX ME's consolidated accounts post the acquisitions show work‐in‐hand amounting to €361 million. The accounts also show debt totalling €82 million, of which €51 million concern long‐term loans to be repaid in the period beyond one year and up to five years. Whilst Cash & Equivalent (€31m) and short‐term loans (€31m) relate to ongoing construction projects. Short‐term bank loans are expected to be repaid in the forthcoming twelve months from ongoing construction projects' cash flows.
| Balance Sheet of AVAX ME Ltd, amounts in € | 30.06.2019 |
|---|---|
| Tangible operating assets | 18.405.027 |
| Intangible assets (Software) | 14.453 |
| Goodwill | 46.284.610 |
| Fixed Assets | 64.704.091 |
| Construction contracts | 88.338.885 |
| Inventories | 17.576.545 |
| Clients and other receivables | 108.225.674 |
| Cash & Equivalent | 30.796.614 |
| Current Assets | 244.937.718 |
| Suppliers and other liabilities | 126.130.236 |
| Other Short‐term liabilities | 126.838.005 |
| Total Short‐term liabilities | 252.968.242 |
| Net Current Assets | ‐8.030.524 |
| Long‐term Liabilities | 54.919.199 |
| Own Equity | 1.754.367 |
| Income Statement of AVAX ME Ltd, amounts in € | 23.05 ‐ 30.06.2019 |
| Revenue | 16.398.988 |
| Cost of sales | ‐14.557.248 |
| Gross result | 1.841.740 |
| General expenses | ‐151.077 |
| (Net) financial expenses | ‐98.861 |
| Pre‐tax result | 1.591.802 |
| Debt of AVAX ME Ltd, amounts in € | 30.06.2019 |
| Long‐term bank loans | 49.958.178 |
| Loans from related companies | 702.990 |
| Long‐term loans payable in next 12 months | 31.149.912 |
| Short‐term loans | 0 |
| less: Cash & Equivalent | 81.811.080 30.796.614 |
| Net Debt | 51.014.466 |
| Loans Breakdown, amounts in € | |
| Up to one year | 31.149.912 |
| Between one and five years | 50.661.168 |
| 81.811.080 | |
| Conspel Construction |
| Goodwill, from acquisition of three companies, amounts in € | Specialist (Isle of Man) | J&P Qatar WLL | Abu Dhabi J&P LLC | Total |
|---|---|---|---|---|
| Ltd | ||||
| Acquisition cost | 527.242 | 153.779 | 21.969 | 702.990 |
| less: fair value of acquired assets | ‐24.976.322 | ‐13.263.808 | ‐7.341.489 | ‐45.581.620 |
| Goodwill | 25.503.564 | 13.417.588 | 7.363.459 | 46.284.610 |
The item "Clients and other receivables" includes provision for impairment of receivables amounting to€40,537,401.
Goodwill with respect to the acquisition of the companies Conspel Construction Limited (Isle of Man), Joannou & Paraskevaides Qatar WLL and Abu Dhabi J & P LLC, due to the fact that the consideration of the acquisition exceeded the net assets value acquired in order to gain control over the companies. Additionally, the consideration for the acquisition of the abovementioned companies includes benefits derived from expected synergies, revenue increase, future market development and companies' human resources. These benefits do not meet identifiable intangible assets recognition critiria and therefore they are not recorded separetly from goodwill.
Identifiable intangible assets Fair Value is temporary since independent valuation has not been finalised yet.
In case that new information become available within one year from the acquisition date which relate to conditions existed at the acquitision date with respect to amounts effect goodwill calculation or additional provisions also existed at acquisition date, then
after further review of these information, nessecery accounting adjustments will take place.
On 11.10.2018, it was announced that international contractor J&P (Overseas) Limited, incorporated in Guernsey, filed for liquidation to address the deficits and liquidity problems it faced. Given that the Company participated in four joint venture projects with J&P (Overseas) Limited in Jordan and Qatar, it was necessary to review the respective contracts with the clients and banks involved in these projects. The Company made, and still does, every effort to continue and complete these projects in the most technically perfect way, to ensure the Company's future presence in the construction market of the wider Arab world as well as its access to the local banking system.
A detailed report on this matter may be found in the Report of the Board of Directors for the Annual Financial Report 2018, under the "Important post balance sheet date Developments & Events" section.
More specifically, the status of each project is as follows:
In Qatar, the Company participates with J&P (Overseas) Ltd in two road works ("West Corridor P010" and "New Orbital Highway and Truck Route") as well as the construction of the "Qatar Foundation Stadium" sports complex. Those projects are linked to the overall upgrade of the country's infrastructure as part of its preparation for hosting the FIFA 2022 Football World Cup.
The contracts for the road works "West Corridor P010" and "New Orbital Highway and Truck Route" were signed with Ashghal (Qatari Public Works Authority) on 01.08.2013 and 22.01.2014, respectively, with a value of €101.3 million and €192.2 million value for our Company's 25% stake in both projects. The projects have been completed.
For both road works in Qatar, agreements were signed during 2019 with Ashghal, providing for the unilateral undertaking of the completion by AVAX and the expulsion of J&P (Overseas) Ltd from the construction consortium. Upon signing the revised contracts, the client released the performance bonds held, and then partially called the outstanding letters of guarantee (issued without any AVAX SA guarantee) to repay any legacy payments for suppliers appearing in the books. These payments will be reviewed and approved by the client to ensure that payments exclusively concern the projects. Thereafter, if payments for the remainder of the two road projects fall short of meeting the costs of the projects until their completion, the client will partially call the letters of guarantee in his possession, issued by J&P (Overseas) Ltd without any AVAX SA guarantee.
The contract for the sports stadium was signed with state institution Qatar Foundation on 21.07.2016, representing a value of €133.7 million for our Company, corresponding to a 24% stake.
Letters of guarantee for this project were issued by J&P (Overseas) Ltd, while our Company provided corporate guarantee to the lending bank up to the percentage of its participation (24%). For the purposes of the project, the bank has provided working capital to J&P (Overseas) Ltd, which is expected to be repaid until the project is completed by the joint venture. The Company through its branch in Qatar (which is incorporated in the parent company's balance sheet) records this payable item in its liabilities according to its stake in the JV (24%) at 31.12.2018. It amounts to 32.4 million QAR or €7.5 million.
AVAX Middle East Ltd, a 100% subsidiary of AVAX International Ltd, which in turn is a 100% subsidiary of parent company AVAX SA, the Group proceed to the acquisition of Conspel "Qatar WLL" and "J&P Qatar WLL" which participate in the project with an aggregate 76% stake, whereas AVAX SA has a direct 24% stake (see Note in the Accounts on AVAX Middle East). Through the consolidated accounts of AVAX Middle East, the entire amount of payables to the lender bank, i.e. QAR 135 million or €31.25 million, has been recognized. AVAX has not provided any guarantees towards the amount of €23.75 million recognized in the accounts of AVAX Middle East. Following the acquisition by AVAX Group of J&P (Overseas) Ltd subsidiaries which participate in the project, the novation agreement was signed between all parties involved.
Works towards the project proceed normally, with the completion percentage amounting to 68% as of 30.06.2019 (versus 50% on 31.12.2018). It should be noted that following the placement of J&P (Overseas) Ltd under liquidation, the construction joint venture in 2019 was awarded two additional contracts for the project, to erect a school building complex and assume maintenance of the entire sports and education facilities for a two‐year period, worth around €62 million and €31 million, respectively.
| Receipts AVAX SA from projects, amounts in € | until |
|---|---|
| ---------------------------------------------- | ------- |
| Receipts AVAX SA from projects, amounts in € | until | until | until | |
|---|---|---|---|---|
| 31.12.2017 | 31.12.2018 | 30.06.2019 | ||
| West Corridor P010 | 3.372.910 | 3.372.910 | 3.372.910 | |
| New Orbital Highway and Truck Route | 6.969.008 | 6.969.008 | 6.969.008 | |
| Qatar Foundation Stadium | 7.402.549 | 11.345.156 | 11.345.156 | |
| Other projects | 1.445.087 | 1.445.087 | 1.445.087 | |
| Total Qatar | 19.189.554 | 23.132.161 | 23.132.161 | |
| Projects' receivables from client, amounts in € | |||
|---|---|---|---|
| -- | -- | -- | ------------------------------------------------- |
| Projects' receivables from client, amounts in € | until 31.12.2017 | until 31.12.2018 | until 30.06.2019 | ||||
|---|---|---|---|---|---|---|---|
| From clients | From | From clients | From retentions | From clients | From | ||
| retentions | retentions | ||||||
| Company's share | 25% | 25% | 100% | 100% | 100% | 100% | |
| West Corridor P010 | 2.225.091 | 4.716.003 | 13.687.148 | 19.743.185 | 12.621.623 | 1.391.387 | Note Α |
| New Orbital Highway and Truck Route | 12.345.828 | 7.356.775 | 44.524.024 | 14.454.248 | 17.272.189 | 0 | |
| Total roads infrastructure projects | 14.570.919 | 12.072.778 | 58.211.172 | 34.197.433 | 29.893.812 | 1.391.387 | |
| Company's share | 24% | 24% | 24% | 24% | 24% | 24% | |
| Qatar Foundation Stadium | 13.248.234 | 0 | 940.044 | 0 | 102.721 | 0 | |
| Qatar Foundation Stadium through Middle East | 0 | 0 | 0 | 0 | 13.553 | 0 | |
| Total Qatar | 27.819.153 | 12.072.778 | 59.151.216 | 34.197.433 | 30.010.086 | 1.391.387 |
Note Α: AVAX SA had share of 25% in projects' "West Corridor P010" and "New Orbital Highway and Truck Route" joint ventures. After the amended contracts on 08.04.2019 and 30.01.2019 respectively, company's share amounts to 100% in joint ventures of both projects retrospectively from J&P (Overseas) Ltd liquidation date.
| Transactions with AVAX SA: Net receivables/ (Liabilities), | until | until | until | |
|---|---|---|---|---|
| amounts in € '000 | 31.12.2017 | 31.12.2018 | 30.06.2019 | |
| JV for roads infrastructure projects in Qatar | ‐1.868 | 0 | 0 | Joint Ventures have already been |
| JV for Qatar foundation Stadium | ‐10.154 | 0 | 0 | consolidated through branch |
| AVAX SA branch in Qatar | 3.381 | 2.390 | 2.290 | |
| Total Qatar | ‐8.641 | 2.390 | 2.290 | |
| Bad debt provision | 0 | ‐2.390 | 0 |
The project concerns the upgrading of the baggage handling system at the international airport of Queen Alia in the capital city of Amman, which is effectively an extension of the oldest contract signed with the government of the country for the construction of the state‐of‐the‐art airport. The contract was signed on 12.04.2018 representing a value of €24.8 million for our Company, corresponding to a 50% stake.
AVAX SA agreed to assume the continuation of the project and purchase used assets of J&P Overseas Ltd (office space and limited mechanical equipment exclusively employed in the project), according to the appraisal conducted by specialists on behalf of AVAX and the liquidator of J&P (Overseas) Ltd). Signing of the deal between the liquidators, banks and the Concession lending banks has been delayed because of the requirement to secure the consent of ARAB Bank, which had issued the letters of guarantee for the initial project, which is concluded and is currently in its defect liability period.
The delay is related to the ceding to ARAB Bank of J&P (Overseas)Ltd's share in revenues. Nevertheless, a final agreement has been reached for ARAB Bank to grant its consent, and the contact is expected to be signed soon.
Bank performance bonds and letters of guarantee for the additional works, currently amounting to €9.0 million, are issued by AVAX SA.
An agreement was reached recently for ARAB Bank's consent to the deal, which is expected to be signed soon.
Works proceed normally. On reference date 30.06.2019, the project was 33% complete, up from 11% on 31.12.2018. The contractual work schedule calls for project delivery in 2022, with the largest part of works planned for 2019 (65%) and 2020 (15%).
| Receipts, amounts in € | until | until | until | |
|---|---|---|---|---|
| 31.12.2017 | 31.12.2018 | 30.06.2019 | ||
| Jordan | 5.431.156 | 5.941.900 | 5.941.900 | |
| Projects' receivables from client, amounts in € | ||||
| Projects' receivables from client, amounts in € | until 31.12.2017 | until 31.12.2018 | until 30.06.2019 | ||||
|---|---|---|---|---|---|---|---|
| From clients | From retentions |
From clients | From retentions | From clients | From retentions |
||
| Jordan | 0 | 0 | 0 | 0 | 4.840.628 | 0 |
| Transactions with AVAX SA: Net Receivables / (Liabilities), | |
|---|---|
| amounts in € | |
| Transactions with AVAX SA: Net Receivables / (Liabilities), | until | until | until |
|---|---|---|---|
| amounts in € | 31.12.2017 | 31.12.2018 | 30.06.2019 |
| Jordan | 3.580.570 | 1.543.339 | 546.633 |
3. Financial data of Joint Ventures and branches for projects with J&P (Overseas) Ltd, (Qatar, Jordan)
| amounts in € | Jordan | Roads infrastructure projects in Qatar |
Qatar Foundation Stadium | Total | ||||
|---|---|---|---|---|---|---|---|---|
| 30.06.19 | 2018 | 30.06.19 | 2018 | 30.06.19 | 2018 | 30.06.19 | 2018 | |
| Assets AVAX SA | 9.564.048 | 2.268.680 | 47.188.273 | 134.775.659 | 38.142.787 | 27.912.818 | 94.895.108 | 164.957.157 |
| Assets through Middle East | 0 | 0 | 0 | 0 | 5.032.729 | 0 | 5.032.729 | 0 |
| Liabilities AVAX SA | 9.390.079 | 2.644.098 | 47.188.308 | 101.634.352 | 37.731.504 | 27.776.956 | 94.309.890 | 132.055.406 |
| Liabilities through Middle East | 0 | 0 | 0 | 0 | 5.032.729 | 0 | 5.032.729 | 0 |
| 173.969 | ‐375.418 | ‐35 | 33.141.307 | 411.283 | 135.862 | 585.218 | 32.901.751 | |
| Revenue AVAX | 9.696.049 | 4.373.390 | 55.206.367 | 73.648.000 | 25.268.979 | 44.120.000 | 90.171.395 | 122.141.390 |
| Revenue through Middle East | 0 | 0 | 0 | 0 | 3.334.101 | 0 | 3.334.101 | 0 |
| Expenses AVAX SA | 9.305.520 | 4.748.808 | 55.206.367 | 65.938.000 | 24.592.639 | 43.572.000 | 89.104.526 | 114.258.808 |
| Expenses through Middle East | 0 | 0 | 0 | 0 | 3.244.862 | 0 | 3.244.862 | 0 |
| 390.530 | ‐375.418 | 0 | 7.710.000 | 765.579 | 548.000 | 1.156.109 | 7.882.582 |
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