Quarterly Report • Jun 7, 2018
Quarterly Report
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INTERIM FINANCIAL INFORMATION
1st January to 31st March 2018
(IN ACCORDANCE WITH THE INTERNATIONAL FINANCIAL REPORTING STANDARDS)
General Commerce Reg. No. 12512246000 Domicile: Magiko, Municipality of Avdira, Xanthi, Greece Offices: 20 Marinou Antypa Str., 17455 Alimos, Attica, Greece
| Statement of Results and Other Comprehensive Income …………….………………………………………….3 | |
|---|---|
| Statement of Financial Position ………….…………………………………………………………………………………….4 | |
| Statement of Changes in Equity ………………………………………………………………………………………………5 | |
| Statement of Cash Flows ….…………………………………………………………………………………………………7 |
| 1 | General Information 8 |
|---|---|
| 2 | Basis for the Preparation of the Financial Statements and Major Accounting Principles9 |
| 2.1 | Basis of Preparation9 |
| 2.2 | New standards, amendments of standards and interpretations 10 |
| 3 | Notes on the Financial Statements13 |
| 3.1 | Segment reporting13 |
| 3.2 | Other Operating Income 15 |
| 3.3 | Other Income / Losses 15 |
| 3.4 | Other Operating Expenses15 |
| 3.5 | Financial income/(expenses)16 |
| 3.6 | Income Tax16 |
| 3.7 | Earnings per share (Consolidated) 16 |
| 3.8 | Tangible Assets and Intangible Assets17 |
| 3.9 | Other Long-Term Receivables19 |
| 3.10 | Trade and other receivables19 |
| 3.11 | Bank Debt20 |
| 3.12 | Number of Employees20 |
| 3.13 | Employee Benefits20 |
| 3.14 | Dividend22 |
| 3.15 | Suppliers and Other Short-Term Liabilities23 |
| 3.16 | Transactions with Related Parties 23 |
| 3.17 | Remuneration of Board of Directors25 |
| 3.18 | Participations 25 |
| 3.19 | Absorption of Elastron Agricultural from Thrace Greenhouses 26 |
| 3.20 | Commitments and Contingent Liabilities 28 |
| 3.21 | Discontinued Activities 28 |
| 3.22 | Reclassifications of accounts29 |
| 3.23 | Significant Events29 |
| 3.24 | Events after the Balance Sheet Date29 |
| Group | Company | |||||
|---|---|---|---|---|---|---|
| Note 1/1 - 31/03/2018 | 1/1 - 31/3/2017 | Note 1/1 - 31/03/2018 | 1/1 - 31/3/2017 | |||
| Turnover | 78,517 | 76,545 | 3.21 | 1,282 | 1,278 | |
| Cost of Sales | (61,545) | (59,780) 3.21 | (1,129) | (1,255) | ||
| Gross Profit/(loss) | 16,972 | 16,765 | 153 | 23 | ||
| Other Operating Income | 3.2 | 405 | 660 | 11 | - | |
| Selling Expenses | (7,675) | (7,758) | - | - | ||
| Administrative Expenses | (4,136) | (4,365) | (211) | (228) | ||
| Research and Development Expenses | (482) | (381) | - | - | ||
| Other Operating Expenses | 3.4 | (310) | (480) | (22) | (23) | |
| Other profit / (losses) | 3.3 | (204) | 22 | - | (9) | |
| Operating Profit /(loss) before interest and tax | 4,570 | 4,463 | (69) | (237) | ||
| Financial Income | 3.5 | 416 | 88 | - | - | |
| Financial Expenses | 3.5 | (1,903) | (1,692) | (217) | (261) | |
| Income from dividends | - | - | - | - | ||
| Profit / (losses) from companies consolidated with the Equity Method | 3.18 | 59 | 251 | - | - | |
| Profit / (losses) from participations | - | (307) | - | - | ||
| Profit/(loss) before Tax | 3,142 | 2,803 | (286) | (498) | ||
| Income Tax | 3.6 | (847) | (571) | (3) | 18 | |
| Profit/(loss) after tax continued activities (Α) | 2,295 | 2,232 | (289) | (480) | ||
| Profit/(loss) after tax discontinued activities | 3.21 | - | - | - | 383 | |
| Profit/(loss) after tax discont. & cont. activities | 2,295 | 2,232 | (289) | (97) | ||
| Other comprehensive income | ||||||
| Items transferred to the results | ||||||
| FX differences from translation of foreign Balance Sheets | 80 | (159) | - | - | ||
| Items not transferred to the results | ||||||
| Actuarial profit/(loss) | 2,169 | 3,370 | - | - | ||
| Other comprehensive income after taxes cont. activities (B) | 2,249 | 3,211 | - | - | ||
| Other comprehensive income after taxes discont. activities | - | - | - | - | ||
| Other comprehensive income after taxes disc. & cont. activities | 2,249 | 3,211 | - | - | ||
| Total comprehensive income after taxes cont. activities (A) + (B) | 4,544 | 5,443 | (289) | (97) | ||
| Profit / (loss) after tax (A) | ||||||
| Attributed to: | ||||||
| Owners of the parent | 2,249 | 2,147 | - | - | ||
| Minority interest | 46 | 85 | - | - | ||
| Total comprehensive income after taxes (A) + (B) Attributed to: |
||||||
| Owners of the parent | 4,498 | 5,358 | - | - | ||
| Minority interest | 46 | 85 | - | - | ||
| Profit/(loss) allocated to shareholders from continued activities per share (A) | ||||||
| Number of shares | 43,737 | 43,741 | - | - | ||
| Earnings/(loss) per share | 3.7 | 0.0514 | 0.0491 | - | - |
| Group | Company | ||||
|---|---|---|---|---|---|
| Note | 31/3/2018 | 31/12/2017 | 31/3/2018 | 31/12/2017 | |
| ASSETS | |||||
| Non-Current Assets | |||||
| Tangible fixed assets | 3.8 | 118,309 | 114,394 | 432 | 441 |
| Investment property | 3.8 | 113 | 113 | - | - |
| Intangible Assets | 3.8 | 11,572 | 11,424 | 667 | 687 |
| Participation in subsidiaries | 3.18 | - | - | 70,316 | 70,316 |
| Participation in related companies | 3.18 | 12,010 | 12,839 | 3,004 | 3,004 |
| Other long term receivables | 3.9 | 7,406 | 7,669 | 1,612 | 1,613 |
| Deferred tax assets | 1,165 | 1,334 | 932 | 936 | |
| Total non-Current Assets | 150,575 | 147,773 | 76,963 | 76,997 | |
| Current Assets | |||||
| Inventories | 63,265 | 59,634 | - | - | |
| Income tax prepaid | 1,837 | 1,702 | 48 | 152 | |
| Trade receivables | 3.10 | 63,482 | 57,332 | 4,290 | 4,275 |
| Other debtors | 3.10 | 11,773 | 7,672 | 6,064 | 6,421 |
| Cash and Cash Equivalents | 23,225 | 30,593 | 4,313 | 4,790 | |
| Total Current Assets | 163,582 | 156,933 | 14,715 | 15,638 | |
| TOTAL ASSETS | 314,157 | 304,706 | 91,678 | 92,635 | |
| EQUITY AND LIABILITIES | |||||
| Equity | |||||
| Share Capital | 28,869 | 28,869 | 28,869 | 28,869 | |
| Share premium | 21,530 | 21,540 | 21,644 | 21,644 | |
| Other reserves | 20,216 | 20,131 | 14,139 | 14,139 | |
| Retained earnings | 68,991 | 64,573 | 7,549 | 7,838 | |
| Total Shareholders' equity | 139,606 | 135,113 | 72,201 | 72,490 | |
| Minority Interest | 2,411 | 2,365 | - | - | |
| Total Equity | 142,017 | 137,478 | 72,201 | 72,490 | |
| Long Term Liabilities | |||||
| Long Term loans | 3.11 | 23,007 | 15,737 | - | - |
| Provisions for Employee Benefits | 3.13 | 13,322 | 15,847 | 259 | 257 |
| Other provisions | 689 | 689 | 681 | 681 | |
| Deferred Tax Liabilities | 3,824 | 3,843 | - | - | |
| Other Long Term Liabilities | 538 | 598 | 480 | 480 | |
| Total Long Term Liabilities | 41,380 | 36,714 | 1,420 | 1,418 | |
| Short Term Liabilities | |||||
| Short Term loans | 3.11 | 70,548 | 72,663 | 16,661 | 16,695 |
| Income Tax | 3,659 | 3,239 | 160 | 160 | |
| 107 | 84 | ||||
| Suppliers | 3.15 | 41,617 | 37,021 | ||
| Other short-term liabilities | 3.15 | 14,936 | 17,591 | 1,129 | 1,788 |
| Total Short Term Liabilities | 130,760 | 130,514 | 18,057 | 18,727 | |
| TOTAL LIABILITIES | 172,140 | 167,228 | 19,477 | 20,145 | |
| TOTAL EQUITY & LIABILITIES | 314,157 | 304,706 | 91,678 | 92,635 |
| Share Capital | Share Premium | Other Reserves | Treasury shares reserve |
Reserve of FX differences from translation of subsidiaries |
Retained earnings |
Total before minority interest |
Minority interest |
Total | |
|---|---|---|---|---|---|---|---|---|---|
| Balance as at 01/01/2017 | 29,762 | 21,526 | 26,547 | (1,760) | (2,248) | 46,845 | 120,672 | 2,116 | 122,788 |
| Profit / (loss) for the period | - | - | - | - | - | 2,147 | 2,147 | 85 | 2,232 |
| Other comprehensive income | - | - | - | - | (159) | 3,370 | 3,211 | - | 3,211 |
| Distribution of earnings | - | - | - | - | - | - | - | - | - |
| Dividends | - | - | - | - | - | - | - | - | - |
| Changes in percentages | - | - | - | - | - | - | - | - | - |
| Other changes | - | - | - | - | - | 1 | 1 | - | 1 |
| Purchase of treasury shares | (893) | - | (867) | 1,760 | - | - | - | - | - |
| Changes during the period | (893) | - | (867) | 1,760 | (159) | 5,518 | 5,359 | 85 | 5,444 |
| Balance as at 31/03/2017 | 28,869 | 21,526 | 25,680 | - | (2,407) | 52,363 | 126,031 | 2,201 | 128,232 |
| Balance as at 01/01/2018 | 28,869 | 21,540 | 25,713 | (10) | (5,572) | 64,573 | 135,113 | 2,365 | 137,478 |
| Profit / (loss) for the period | - | - | - | - | - | 2,249 | 2,249 | 46 | 2,295 |
| Other comprehensive income | - | - | - | - | 80 | 2,169 | 2,249 | - | 2,249 |
| Distribution of earnings | - | - | - | - | - | - | - | - | - |
| Dividends | - | - | - | - | - | - | - | - | - |
| Changes in percentages | - | - | - | - | - | - | - | - | - |
| Other changes | - | (10) | - | - | 5 | - | (5) | - | (5) |
| Purchase of treasury shares | - | - | - | - | - | - | - | - | - |
| Changes in percentages | - | (10) | - | - | 85 | 4,418 | 4,493 | 46 | 4,539 |
| Balance as at 31/03/2018 | 28,869 | 21,530 | 25,713 | (10) | (5,487) | 68,991 | 139,606 | 2,411 | 142,017 |
| Share Capital | Share Premium | Other Reserves | Treasury shares reserve |
Retained earnings | Total | |
|---|---|---|---|---|---|---|
| Balance as at 01/01/2017 | 29.762 | 21.644 | 15.016 | (1.760) | 6.155 | 70.817 |
| Profit / (loss) for the period |
- | - | - | - | (97) | (97) |
| Other comprehensive income | - | - | - | - | - | - |
| Distribution of earnings | - | - | - | - | - | - |
| Dividends | - | - | - | - | - | - |
| Changes in percentages | - | - | - | - | - | - |
| Purchase of treasury shares | (893) | - | (867) | 1.760 | - | - |
| Changes during the period | (893) | - | (867) | 1.760 | (97) | (97) |
| Balance as at 31/03/2017 | 28.869 | 21.644 | 14.149 | 0 | 6.058 | 70.720 |
| Balance as at 01/01/2018 | 28.869 | 21.644 | 14.149 | (10) | 7.838 | 72.490 |
| Profit / (loss) for the period |
- | - | - | - | (289) | (289) |
| Other comprehensive income | - | - | - | - | - | - |
| Distribution of earnings | - | - | - | - | - | - |
| Dividends | - | - | - | - | - | - |
| Other changes | - | - | - | - | - | - |
| Purchase of treasury shares | - | - | - | - | - | |
| Changes during the period | - | - | - | - | (289) | (289) |
| Balance as at 31/03/2018 | 28.869 | 21.644 | 14.149 | (10) | 7.549 | 72.201 |
| Note | Group | Company | |||
|---|---|---|---|---|---|
| 1/1 - 31/03/2018 | 1/1 - 31/03/2017 | 1/1 - 31/03/2018 | 1/1 - 31/03/2017 | ||
| Cash flows from Operating Activities | |||||
| Profit before Taxes and Minority Interest, continued | 3,142 | 2,803 | (285) | (498) | |
| Profit before Taxes and Minority Interest, discontinued | - | - | - | 378 | |
| Profit before Taxes and Minority Interest | 3,142 | 2,803 | (285) | (120) | |
| Plus / (minus) adjustments for: | |||||
| Depreciation | 3,243 | 3,331 | 38 | 177 | |
| Provisions | 2,029 | 1,453 | 257 | 436 | |
| FX differences | 205 | 102 | - | 6 | |
| (Profit)/loss from sale of fixed assets | (1) | (123) | - | 3 | |
| Dividends | |||||
| (Profit) / losses from investments | - | - 46 |
- | - | |
| Debit interest and related (income) / expenses | - 1,487 |
1,608 | - 216 |
- 356 |
|
| (Profit) / losses from companies consolidated with the Equity method | (58) | - | - | - | |
| Operating Profit before adjustments in working capital | 10,047 | 9,220 | 226 | 858 | |
| (Increase)/decrease in receivables | (7,723) | (6,284) | 475 | (570) | |
| (Increase)/decrease in inventories | (3,774) | (2,522) | - | (215) | |
| Increase/(decrease) in liabilities (apart from banks-taxes) | (2,091) | 5,556 | (858) | 393 | |
| Other non cash movements | (167) | (125) | - | - | |
| Cash generated from Operating activities | (3,708) | 5,845 | (157) | 466 | |
| Interest Paid | (984) | (1,151) | (195) | (357) | |
| Other financial income/(expenses) | (117) | (63) | - | - | |
| Taxes Cash flows from operating activities (a) |
(990) (5,799) |
(618) 4,013 |
- (352) |
- 109 |
|
| Cash flows from discontinued operating activities (a) | 706 | ||||
| Cash flows from continued operating activities (a) | - (5,799) |
- 4,013 |
- (352) |
(597) | |
| Investing Activities | |||||
| Receipts from sales of tangible and intangible assets | 1 | 115 | - | 5 | |
| Interest received | 2 | 48 | - | - | |
| Dividends received | 121 | - | - | - | |
| Increase of interests in subsidiaries / associates | (83) | (28) | (83) | (28) | |
| Investment grants | - | - | - | - | |
| Purchase of tangible and intangible assets | (6,671) | (5,620) | (8) | (767) | |
| Increase of cash from acquisition of subsidiary | - | - | - | - | |
| Cash due to change in the consolidation method of subsidiaries | - | - | - | - | |
| Cash flow from investing activities (b) | (6,630) | (5,485) | (91) | (790) | |
| Cash flow from discontinued investing activities (b) | - | - | - | (706) | |
| Cash flow from continued investing activities (b) | (6,630) | (5,485) | (91) | (84) | |
| Financing activities | |||||
| Increase of interests in subsidiaries / associates | - | - | - | - | |
| Proceeds from subsidies - grants | - | - | - | - | |
| Proceeds from loans | 4,358 | 6,344 | - | - | |
| Purchase of treasury shares | - | - | - | - | |
| Repayment of Loans | (1,734) | (1,374) | (35) | (6) | |
| Financial leases | 2,395 | (1,091) | - | - | |
| Dividends paid | - | - | - | - | |
| Cash flow from financing activities (c) | 5,019 | 3,879 | (35) | (6) | |
| Net increase /(decrease) in Cash and Cash Equivalents | (7,410) | (478) | (687) | ||
| Cash and Cash Equivalents at beginning of period | 30,593 | 2,407 31,080 |
4,791 | 1,853 | |
| Effect from changes in foreign exchange rates on cash reserves | |||||
| 42 | (14) | - | - | ||
| Cash and Cash Equivalents at end of period | 23,225 | 33,473 | 4,313 | 1,166 |
The company THRACE PLASTICS HOLDING S.A. as it was renamed following the approval and the alteration of its name on GEMI (hereinafter the "Company") was founded in 1977. It is based in Magiko of municipality of Avdira in Xanthi, Northern Greece, and is registered in the Public Companies (S.A.) Register under Reg. No. 11188/06/Β/86/31 and in the General Commercial Register under Reg. No. 12512246000.
The main objective of the Company was altered as result of the spin-off of the business segment of production and trade of industrial packaging products of the Company and the subsequent amendment of the relevant article 3 of the Company's Articles of Association, according to the precise form that was previously announced by the Company, and in line with the clauses of article 27, paragraph 3, case d' of P.L. 2190/1920. The aim of the Company and its main objective is to participate in the capital of companies and to finance companies of any legal form, kind and objective, either listed or non-listed on organized market.
The Company is the parent of Group of companies (hereinafter the "Group"), which activate mainly in two sectors, the technical fabrics sector and the packaging sector.
The Company's shares are listed on the Athens Stock Exchange since June 26, 1995. The company's shareholders, with equity stakes above 5%, as of 31/03/2018 were the following:
| Chalioris Konstantinos | 43.29% |
|---|---|
| Chaliori Eyfimia | 20.85% |
The Group maintains production and trade facilities in Greece, United Kingdom, Ireland, Ireland, Sweden, Norway, Serbia, Bulgaria, U.S.A., Australia, China and Romania. On 31st March 2018, the Group employed in total 1,867 employees, from which 937 in Greece.
The structure of the Group as of 31st March 2018 was as follows:
| Company | Registered Offices | Participation Percentage of Parent Company |
Participation Percentage of Group |
Consolidation Method |
|---|---|---|---|---|
| Thrace Plastics Holding S.A. | GREECE-Xanthi | Parent Company |
Full | |
| Don & Low LTD | SCOTLAND-Forfar | 100.00% | 100.00% | Full |
| Don & Low Australia Pty LTD | AUSTRALIA | - | 100.00% | Full |
| Thrace Nonwovens & Geosynthetics S.A. |
GREECE-Xanthi | 100.00% | 100.00% | Full |
| Saepe Ltd | CYPRUS-Nicosia | - | 100.00% | Full |
| Thrace Asia | HONG KONG | - | 100.00% | Full |
| Thrace China | CHINA – Shanghai | - | 100.00% | Full |
| Thrace Protect Μ.Ι.Κ.Ε. | GREECE-Xanthi | - | 100.00% | Full |
| Thrace Plastics Pack S.A. | GREECE-Ioannina | 92.94% | 92.94% | Full |
| Thrace Greiner Packaging SRL | ROMANIA - Sibiou | - | 46.42% | Equity |
| Thrace Eurobent S.A. | GREECE - Xanthi | 51.00% | 51.00% | Equity |
|---|---|---|---|---|
| Thrace Greenhouses S.A. | GREECE - Xanthi | 50.91% | 50.91% | Equity |
| Evisak S.A. | GREECE - Kavala | - | 100.00% | Full |
| Thrace Polyfilms S.A. | GREECE - Xanthi | 100.00% | 100.00% | Full |
| Thrace Linq INC. | U.S.A. - South Carolina | - | 100.00% | Full |
| Pareen LTD | CYPRUS-Nicosia | - | 100.00% | Full |
| Adfirmate LTD | CYPRUS-Nicosia | - | 100.00% | Full |
| LumiteINC. | U.S.A. - Georgia | - | 50.00% | Equity |
| ThracePolybulk A.S. | NORWAY-Brevik | - | 100.00% | Full |
| ThracePolybulkA.B. | SWEDEN -Köping | - | 100.00% | Full |
| Synthetic Textiles LTD | N. IRELAND-Belfast | - | 100.00% | Full |
| ArnoLTD | IRELAND -Dublin | - | 100.00% | Full |
| Thrace Synthetic Packaging LTD | IRELAND - Clara | - | 100.00% | Full |
| Synthetic Holdings LTD | N. IRELAND-Belfast | 100.00% | 100.00% | Full |
| Thrace Ipoma A.D. | BULGARIA-Sofia | - | 92.735% | Full |
| Trierina Trading LTD | CYPRUS-Nicosia | - | 92.84% | Full |
| Thrace Plastics Packaging D.O.O. | SERBIA-Nova Pazova | - | 92.84% | Full |
The uncertainty prevailing in the macroeconomic and financial environment as well as the fragile business sentiment, constitute a risk factor which is constantly monitored and evaluated by the Group. The international and domestic developments concerning the restructuring of Greece's financing program create additional instability in the country's macroeconomic and financial fronts.
The return to the economic and financial stability is mainly linked to actions and decisions taken by the institutional bodies in Greece and abroad.
Taking into consideration the nature of the Group's activities in Greece and abroad, any unfavorable developments with regard to the above fronts, are not expected to significantly affect the Group's normal course of operations.
In this context, there is sufficient dispersion of the Group's cash position in Greece and abroad.
In addition, the Group continues to carefully monitor the overall economic conditions and their effect, in order to ensure that all necessary actions are taken with the appropriate timing for the minimization of risks with regard to the Group's operations.
The present financial statements have been prepared according to the International Financial Reporting Standards (I.F.R.S.), including the International Accounting Standards (I.A.S.) and interpretations that have been issued by the International Financial Reporting Interpretations Committee (I.F.R.I.C.), as such have been adopted by the European Union until 31 December 2017.
The basic accounting principles that were applied for the preparation of the financial statements for the period ended on 31 March 2018 are the same as those applied for the preparation of the financial statements for the year ended on 31 December 2017 and are described in such.
When deemed necessary, the comparative data have been reclassified in order to conform to possible changes in the presentation of the data of the present year.
Differences that possibly appear between accounts in the financial statements and the respective accounts in the notes, are due to rounding.
The financial statements have been prepared according to the historic cost principle, as such is disclosed in the Company's accounting principles presented below.
Moreover, the Group's and Company's financial statements have been prepared according to the "going concern" principle taking into account all the macroeconomic and microeconomic factors and their effect on the smooth operation of the Group and Company.
The financial statements were approved by the Board of Directors on June 06, 2018.
The financial statements of the Group THRACE PLASTICS Co. S.A. are posted on the internet, on the website www.thracegroup.gr.
Certain new standards, amendments to standards and interpretations have been issued that are mandatory for periods beginning during the current financial year or subsequent years. The Group's assessment regarding the effect of these new standards, amendments to standards and interpretations is presented below.
IFRS 9 replaces the requirements of IAS 39 and deals with the classification and measurement of financial assets and financial liabilities, and it also includes a model of anticipated credit losses that replaces the model of the realized credit losses previously in effect according to IAS 39. The IFRS 9 Hedging Accounting establishes an approach for hedging accounting based on principles and deals with inconsistencies and weaknesses of the previous model of IAS 39.
IFRS 15 was issued in May 2014. The objective of the standard is to provide a single and clear model for the recognition of revenues from all customer contracts so that it improves the comparability among companies of the same sector, different sectors and different capital markets. It includes the principles that an entity shall apply in order to define the measurement of revenues and the time of their recognition. The basic principle is that an entity will recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services.
The amendments introduce two approaches. The amended standard (a) provides the option to all entities issuing insurance contracts to recognize in the other comprehensive income and not in the income statement any deviations emerging due to the adoption of IFRS 9 prior to the release of the
new standard in relation to the insurance contracts, and (b) provides the entities, whose activities mainly concern the insurance sector, with the option of a temporary exemption from the application of IFRS 9 up to the year 2021. The entities which have chosen to postpone the adoption of IFRS, continue to apply the IAS 39 with regard to the financial instruments.
The amendment provides clarifications about the basis of measurement with regard to the sharebased payments arranged in cash and the accounting treatment regarding amendments of terms which alter a share-based payment from one that it is arranged in cash to one that is arranged in shares. Moreover they introduce an exception concerning the principles of IFRS 2 according to which a share-based payment should be treated like a payment totally arranged in shares, in the cases where the employer is obliged to withhold an amount for tax purposes in order to cover the tax liabilities of the employees, liabilities deriving from the value of the shares.
The amendments clarify that in order for a property to be classified or not as investment property, a change in the use of the asset must have occurred. A change in the use of asset can be taken into account only in the case it can be assessed that such change has actually occurred and is documented.
The Interpretation offers guidance regarding the determination of the transaction date when the standard IAS 21 which refers to foreign currency transactions is applied. The Interpretation is applicable when an entity either pays or receives in advance an amount for contracts denominated in foreign currency.
The amendments provide clarifications concerning the fact that when the collective investment organizations, the mutual funds and entities with similar activities apply the option to measure their interests in associates or joint ventures at fair value through the results, the particular option must be made separately for each associate or joint venture at the time of the initial recognition.
The amendments provide the entities with the ability, when they fulfill a certain condition, to measure the financial assets characterized by prepayment features with negative compensation at the net cost or at the fair value through the other comprehensive income instead the fair value through the results.
IFRS 16 was issued in January 2016 and replaces IAS 17. The aim of the standard is to ensure that lessors and lessees provided useful information which fairly depicts the substance of transactions with regard to leases. IFRS 16 introduces a unified model providing for the accounting treatment from the side of the lessee, which requires that the lessee recognizes assets and liabilities for all leasing contracts with term longer than 12 months, unless the underlying asset is of no substance value. With regard to the accounting treatment from the side of the lessor, IFRS 16 incorporates practically the requirements of IAS 17. Therefore the lessor continues to classify the leasing contracts
as operating and financial leases, and to follow different accounting treatment for each type of contract. The Group and the Company have not reviewed the effect of the new standard on their financial statements since they have not finalized all the required elements which would allow the assessment of the application of IFRS 16. The Group and the Company plan to adopt the new standard on the date of its mandatory application (01.01.2019).
IFRS 17 was released in May 2017 and supersedes IFRS 4. IFRS 17 establishes the principles for the recognition, measurement and presentation of the insurance contracts which are governed by the application framework of the standard as well as the relevant disclosures. The aim of the standard is to ensure that an entity provides the respective and appropriate information which depicts the fair picture as regards to the particular contracts. The new standard resolves the comparability issues previously created by IFRS 4 as it requires for all insurance contracts to be accounted for on a consistent manner. The insurance obligations will be measured in current values and not according to historic cost. The standard has not been yet adopted by the European Union.
The amendments clarify that the economic entities must account for their long-term interests in an associate company or joint venture – in which the equity method is applied – according to IFRS 9. The amendments have not been adopted by the European Union.
The Interpretation provides clarifications with regard to the recognition and measurement of the current and deferred income tax when there is uncertainty with regard to the tax treatment of certain elements. IFRIC 23 is applicable for all aspects of income tax accounting when there is such uncertainty, including the taxable profit / loss, the tax basis of the assets and liabilities, the tax earnings and losses, as well as the tax rates. The Interpretation has not been yet adopted by the European Union.
The amendments determine the manner with which the entities must define the pension expenses whenever a change takes place in defined benefit plans. The amendments have not been yet adopted by the European Union.
Annual Improvement in IFRS (Cycle 2015 – 2017) (effective for annual accounting periods beginning on or after 1 January 2019)
The amendments presented below include changes in four IFRS. The amendments have not been yet endorsed by the European Union.
The amendments clarify that an entity re-measures the percentage previously held in a mutually controlled activity when it acquires the control of this business activity.
The amendments clarify that an entity does not re-measure the percentage previously held in a mutually controlled activity when it acquires a joint control of this business activity.
The amendments clarify that an entity records on accounting basis the entire effect on the income tax from dividend payments via the same manner.
The amendments clarify that an entity treats as part of its general borrowings any loan that was undertaken exclusively for the development of an asset when this asset is readily available for its planned use or its sale.
The operating segments are based on the different group of products, the structure of the Group's management and the internal reporting system. The Group's activity is distinguished in two segments, the technical fabrics segment and the packaging segment
The Group's operating segments are as follows:
Production and trade of technical fabrics for industrial and technical use.
Production and trade of packaging products, plastic bags, plastic boxes for packaging of food and paints and other packaging materials for agricultural use.
Following the absorption of Elastron Agricultural SA from Thrace Greenhouses SA, the Group participates with 50.91% in Thrace Greenhouses SA which is consolidated according to the equity method. Following the above, the Group will not be reporting the Agricultural activity on separate basis.
The particular business activity will be reported as Other activities which will include the transactions of the Parent Company as well. The Parent Company after the spin-off of the business segment of production and trade of industrial packaging products and the contribution of the segment into the subsidiary Thrace Polyfilms SA was transformed into a holding company which apart from the investment activities will be also providing Administrative – Financial – IT services to its subsidiaries.
| BALANCE SHEET OF 31.3.2018 | TECHNICAL FABRICS |
PACKAGING | OTHER | WRITE-OFF OF TRANSACTION S BETWEEN SEGMENTS |
GROUP |
|---|---|---|---|---|---|
| Total consolidated assets | 203,482 | 98,005 | 91,249 | (78,579) | 314,157 |
| INCOME STATEMENT FOR THE PERIOD FROM 1.1 - 31.3.2018 |
TECHNICAL FABRICS |
PACKAGING | OTHER | WRITE-OFF OF TRANSACTION S BETWEEN SEGMENTS |
GROUP |
|---|---|---|---|---|---|
| Turnover | 60,961 | 21,073 | 1,281 | (4,798) | 78,517 |
| Cost of sales | (48,421) | (16,843) | (1,128) | 4,848 | (61,545) |
| Gross profit | 12,540 | 4,230 | 153 | 50 | 16,972 |
| Other operating income | 264 | 182 | 11 | (50) | 405 |
| Distribution expenses | (5,926) | (1,557) | - | (192) | (7,675) |
| Administrative expenses | (3,051) | (1,056) | (211) | 182 | (4,136) |
| Research and Development Expenses | (437) | (44) | - | - | (482) |
| Other operating expenses | (48) | (242) | (22) | - | (310) |
| Other Income / (Losses) | (205) | 1 | - | - | (204) |
| Operating profit / (loss) | 3,137 | 1,514 | (69) | (10) | 4,571 |
| Interest & related (expenses)/income | (785) | (486) | (197) | - | (1,468) |
| (Profit) / loss from companies consolidated with the Equity method |
82 | 136 | (179) | - | 39 |
| Total Earnings / (losses) before tax | 2,434 | 1,164 | (445) | (10) | 3,142 |
| Depreciations | 1,922 | 1,283 | 38 | - | 3,243 |
| Total Earnings / (losses) before interest, tax, depreciation & amortization |
5,059 | 2,797 | (31) | (10) | 7,814 |
| BALANCE SHEET OF 31.12.2017 | TECHNICAL FABRICS |
PACKAGING | OTHER | WRITE-OFF OF TRANSACTION S BETWEEN SEGMENTS |
GROUP |
|---|---|---|---|---|---|
| Total consolidated assets | 193,829 | 97,148 | 92,365 | (78,635) | 304,707 |
| INCOME STATEMENT FOR THE PERIOD FROM 1.1 - 31.3.2017 |
TECHNICAL FABRICS |
PACKAGING | OTHER | WRITE-OFF OF TRANSACTION S BETWEEN SEGMENTS |
GROUP |
|---|---|---|---|---|---|
| Turnover | 60,128 | 19,310 | 1,332 | (4,225) | 76,545 |
| Cost of sales | (47,926) | (14,844) | (1,353) | 4,343 | (59,780) |
| Gross profit | 12,202 | 4,466 | (21) | 118 | 16,765 |
| Other operating income | 468 | 184 | - | 8 | 660 |
| Distribution expenses | (6,185) | (1,469) | (5) | (99) | (7,758) |
| Administrative expenses | (3,191) | (842) | (251) | 81 | (4,365) |
| Research and Development Expenses | (321) | (60) | - | - | (381) |
| Other operating expenses | (79) | (378) | (23) | - | (480) |
| Other profit / (Losses) | (47) | 77 | (8) | - | 22 |
| INCOME STATEMENT FOR THE PERIOD FROM 1.1 - 31.3.2017 |
TECHNICAL FABRICS |
PACKAGING | OTHER | WRITE-OFF OF TRANSACTION S BETWEEN SEGMENTS |
GROUP |
|---|---|---|---|---|---|
| Operating profit / (loss) | 2,847 | 1,978 | (308) | (54) | 4,463 |
| Interest & related (expenses)/income | (765) | (855) | (291) | - | (1,911) |
| (Profit) / loss from companies | |||||
| consolidated with the Equity method | 69 | 182 | - | - | 251 |
| Total Earnings / (losses) before tax | 2,151 | 1,305 | (599) | (54) | 2,803 |
| Depreciations | 2,066 | 1,190 | 75 | - | 3,331 |
| Total Earnings / (losses) before | |||||
| interest, tax, depreciation & | |||||
| amortization | 4,913 | 3,168 | (233) | (54) | 7,794 |
| Other Operating Income | Group | Company | ||||
|---|---|---|---|---|---|---|
| 31.3.2018 | 31.3.2017 | 31.3.2018 | 31.3.2017 | |||
| Grants | 35 | 13 | - | - | ||
| Income from rents | 124 | 115 | - | - | ||
| Income from provision of services | 126 | 442 | - | - | ||
| Income from prototype materials | 72 | 51 | - | - | ||
| Other operating income | 48 | 39 | 11 | - | ||
| Total | 405 | 660 | 11 | - |
| Other Income / (Losses) | Group | Company | ||
|---|---|---|---|---|
| 31.3.2018 | 31.3.2017 | 31.3.2018 | 31.3.2017 | |
| Profit / (Losses) from sale of fixed assets | 1 | 123 | - | (3) |
| Foreign Exchange Differences | (205) | (101) | - | (6) |
| Total | (204) | 22 | - | (9) |
| Other Operating Expenses | Group | Company | |||
|---|---|---|---|---|---|
| 31.3.2018 | 31.3.2017 | 31.3.2018 | 31.3.2017 | ||
| Provisions for doubtful customers Other taxes and duties non-incorporated in |
81 | 67 | - | - | |
| operating cost | 69 | 60 | 19 | 5 | |
| Depreciation / Amortization | 17 | 37 | - | - |
| Other Operating Expenses | Group | Company | ||
|---|---|---|---|---|
| 31.3.2018 | 31.3.2017 | 31.3.2018 | 31.3.2017 | |
| Personnel's indemnities | 6 | 18 | - | - |
| Commission fees / other banking expenses | 22 | 37 | - | - |
| Expenses for the purchase of maquettes | 97 | 116 | - | - |
| Other operating expenses | 18 | 145 | 3 | 18 |
| Total | 310 | 480 | 22 | 23 |
| Financial Income | Group | Company | ||
|---|---|---|---|---|
| 31.3.2018 | 31.3.2017 | 31.3.2018 | 31.3.2017 | |
| Interest and related income | 3 | 14 | - | - |
| Foreign exchange differences | 413 | 74 | - | - |
| Total | 416 | 88 | - | - |
| Financial Expenses | Group | Company | |||
|---|---|---|---|---|---|
| 31.3.2018 | 31.3.2017 | 31.3.2018 | 31.3.2017 | ||
| Debit interest and similar expenses | (1,114) | (1,268) | (214) | (261) | |
| Foreign exchange differences | (610) | (184) | - | - | |
| Financial result from Pension Plans | (179) | (240) | (3) | - | |
| Total | (1,903) | (1,692) | (217) | (261) |
The analysis of tax charged in the period's Results, is as follows:
| Income Tax | Group | Company | ||
|---|---|---|---|---|
| 31.3.2018 | 31.3.2017 | 31.3.2018 | 31.3.2017 | |
| Income tax | (1,172) | (1,025) | - | - |
| Deferred tax (expense)/income | 325 | 454 | (3) | (18) |
| Total | (847) | (571) | (3) | (18) |
Earnings after tax, per share, are calculated by dividing net earnings (after tax) allocated to shareholders, by the weighted average number of shares outstanding during the relevant financial year, after the deduction of any treasury shares held.
| Basic earnings per share (Consolidated) | 31.3.2018 | 31.3.2017 |
|---|---|---|
| Earnings allocated to shareholders | 2,249 | 2,147 |
| Number of shares outstanding (weighted) | 43,737 | 43,741 |
| Basic and adjusted earnings per share (Euro in | ||
| absolute terms) | 0.0514 | 0.0491 |
With the decision of the Extraordinary General Meeting of 2nd February 2017, it was decided the reduction of the Company's Share Capital by a total amount of € 893,090.88 due to the cancellation of 1,353,168 held by the Company.
At the same time, the Meeting approved a Share Repurchase Plan, with duration of 24 months, and for a limit of 4,374,145 common registered shares with a price range from €1.50 to €3.50 per share.
As of 31st March 2018, the Company held 4,324 treasury shares.
The changes in the tangible fixed assets during the period are analyzed as follows:
| Tangible Fixed Assets | Group | Company |
|---|---|---|
| Balance as at 01.01.2018 | 114,394 | 441 |
| Additions | 6,994 | 8 |
| Sales | - | - |
| Depreciation | (3,152) | (17) |
| FX differences | 73 | - |
| Balance as at 31.03.2018 | 118,309 | 432 |
| Tangible Fixed Assets | Group | Company |
|---|---|---|
| Balance as at 01.01.2017 | 107,437 | 6,151 |
| Additions | 21,343 | 1,127 |
| Sales | (988) | (6,929) |
| Depreciation | (12,658) | (476) |
| Depreciation of sold assets | 837 | 4,562 |
| Change in consolidation method of subsidiaries | (147) | - |
| Acquisition of subsidiary | 842 | - |
| FX differences | (1,887) | - |
| Spin-off of business segment | - | (3,955) |
| Transfers | (385) | (39) |
| Balance as at 31.12.2017 | 114,394 | 441 |
During the period of comparison, the change in the Company's tangible fixed assets is mainly due to:
a) The spin-off of the industrial segment and the subsequent contribution of the segment into the subsidiary company Thrace Polyfilms SA
b) The sale of the industrial properties in subsidiary company Thrace NonWovens & Geosynthtics SA following the change of the business activity of the latter and its transformation into a Holding company
There are no liens and guarantees on the Company's tangible fixed assets, while the liens on the Group's tangible assets amount to € 9,448.
The changes in the intangible fixed assets during the period are analyzed as follows:
| Intangible Assets | Group | Company |
|---|---|---|
| Balance as at 01.01.2018 | 11,424 | 687 |
| Additions | 282 | - |
| Sales | - | - |
| Amortization | (90) | (20) |
| FX differences | (44) | - |
| Transfers | - | - |
| Balance as at 31.03.2018 | 11,572 | 667 |
| Intangible Assets | Group | Company |
|---|---|---|
| Balance as at 01.01.2017 | 11,605 | 685 |
| Additions | 211 | 62 |
| Sales | - | - |
| Amortization | (294) | (50) |
| Amortization of sold assets | - | - |
| FX differences | (144) | - |
| Change in consolidation method of subsidiaries | (171) | - |
| Spin-off of business segment | - | (10) |
| Transfers | 217 | - |
| Balance as at 31.12.2017 | 11,424 | 687 |
| Investment Property | Group | Company |
|---|---|---|
| Balance as at 31.12.2017 | 113 | 14 |
| Additions / (Reductions) | - | (14) |
| Balance as at 31.3.2018 | 113 | - |
| Other Long-Term Receivables | Group | Company | ||
|---|---|---|---|---|
| 31.3.2018 31.12.2017 |
31.3.2018 | 31.12.2017 | ||
| Grants receivable | 6,903 | 6,903 | 1,560 | 1,560 |
| Other accounts receivable | 503 | 766 | 52 | 52 |
| Total | 7,406 | 7,669 | 1,612 | 1,612 |
| Trade Receivables | Group | Company | ||
|---|---|---|---|---|
| 31.03.2018 | 31.12.2017 | 31.03.2018 | 31.12.2017 | |
| Customers | 56,370 | 49,187 | 6 | 6 |
| Notes – checks postdated | 6,445 | 8,077 | - | - |
| Doubtful customers – Checks – notes | ||||
| overdue | 5,331 | 5,341 | 2,371 | 2,371 |
| Trade receivables (Subsidiaries - Related | ||||
| Companies) | 2,015 | 1,319 | 4,284 | 4,269 |
| Provisions for doubtful debts | (6,679) | (6,592) | (2,371) | (2,371) |
| Total | 63,482 | 57,332 | 4,290 | 4,275 |
The fair value of the receivables approaches their book value.
The dispersion of the Group's sales is deemed as satisfactory. There is no concentration of sales into a limited number of customers and therefore there is no increased risk of income loss or increased credit risk.
| Other receivables | Group | Company | ||
|---|---|---|---|---|
| 31.03.2018 | 31.12.2017 | 31.03.2018 | 31.12.2017 | |
| Debtors | 6,385 | 3,083 | 5,933 | 6,312 |
| Investment Grant Receivable | 2,353 | 2,391 | - | - |
| Grants Receivables (OAED) | - | - | - | - |
| Accrued Income | 3,055 | 2,219 | 131 | 109 |
| Provisions for doubtful debtors | (20) | (21) | - | - |
| Total | 11,773 | 7,672 | 6,064 | 6,421 |
The Group' s long term loans have been granted from Greek and foreign banks. The repayment time varies, according to the loan contract, while most loans are linked to Euribor plus a spread.
The Group's short term loans have been granted from various banks with interest rates of Euribor plus a margin of 3%-6% and Libor plus a margin of 2%. The book value of loans approaches their fair value during 31 March 2018.
| Debt | Group | Company | ||
|---|---|---|---|---|
| 31.3.2018 | 31.12.2017 | 31.3.2018 | 31.12.2017 | |
| Long-term loans | 6,999 | 4,744 | - | - |
| Financial leases | 16,008 | 10,993 | - | - |
| Total long-term loans | 23,007 | 15,737 | - | - |
| Long-term debt payable in the next year | 3,007 | 3,424 | - | - |
| Short-term loans | 63,076 | 64,859 | 16,661 | 16,695 |
| Financial leases | 4,465 | 4,380 | - | - |
| Total short-term loans | 70,548 | 72,663 | 16,661 | 16,695 |
| Grand Total | 93,555 | 88,400 | 16,661 | 16,695 |
Analytically, bank debt on 31.03.2018 was as follows:
The number of employed staff at the Group and Company at the end of the period, was as follows:
| Number of employees | Group | Company | ||
|---|---|---|---|---|
| 31.03.2018 31.12.2017 |
31.03.2018 | 31.12.2017 | ||
| Regular employees - Day-wage employees | 1,867 | 1,800 | 20 | 24 |
The total personnel of the companies that are based in Greece, is primarily insured with Greece's Social Security Organization (EFKA) as regards to primary pension and with EOPYY as regards to medical care.
The liabilities of the Company and the Group towards its employees in providing them with certain future benefits, depending on the length of service is calculated by an actuarial study on annual basis. The accounting depiction is made on the basis of the accrued entitlement, as at the date of the Balance Sheet, that is anticipated to be paid, discounted to its present value by reference to the anticipated time of payment.
The liability for the Company and the Group, as presented in the Balance Sheet, is analyzed as follows:
| Employee Benefits | Group | Company | ||
|---|---|---|---|---|
| 31.3.2018 | 31.12.2017 | 31.3.2018 | 31.12.2017 | |
| Defined contribution plans – Not self | ||||
| financed | 2,586 | 2,555 | 259 | 257 |
| Defined benefit plans – Self financed | 10,736 | 13,292 | - | - |
| Total provision at the end of the year | 13,322 | 15,847 | 259 | 257 |
The Greek companies of the Group as well as the subsidiary Thrace Ipoma domiciled in Bulgaria participate in the following plan. With regard to the Greek companies, the following liability arises from the relevant legislation and concerns 40% of the required compensation per employee.
| Defined contribution plans – Not self | Group | Company | ||
|---|---|---|---|---|
| financed | ||||
| 31.3.2018 | 31.12.2017 | 31.3.2018 | 31.12.2017 | |
| Amounts recognized in the balance sheet | ||||
| Present value of liabilities | 2,586 | 2,555 | 259 | 257 |
| Net liability recognized in the balance | ||||
| sheet | 2,586 | 2,555 | 259 | 257 |
| Amounts recognized in the results | ||||
| Cost of current employment | 24 | 89 | 2 | 10 |
| Net interest on the liability / (asset) | 7 | 33 | - | 4 |
| Changes in the Net Liability recognized in | ||||
| Balance Sheet | ||||
| Net liability / receivable at the beginning of | ||||
| period | 2,555 | 2,142 | 257 | 352 |
| Benefits paid from the employer - Other | - | 14 | - | (15) |
| Total expense recognized in the account of | ||||
| results | 31 | 314 | 2 | 27 |
| Total amount recognized in the Net Worth | - | 85 | - | (106) |
| Net liability at the end of period | 2,586 | 2,555 | 259 | 257 |
The actuarial assumptions are presented in the following table.
| Actuarial Assumptions | Greek Companies | Thrace Ipoma AD | ||
|---|---|---|---|---|
| 2018 | 2017 | 2018 | 2017 | |
| Discount rate | 1.50 % | 1.50 % | 1.40 % | 1.40 % |
| Inflation | 1.75 % | 1.75 % | 2.80 % | 2.80 % |
| Average annual increase of personnel | ||||
| salaries | 1.75 % | 1.75 % | 5.00 % | 5.00 % |
| Duration of liabilities | 16.14 years | 16.10 years | 11.5 years | 11.5 years |
The subsidiaries DON & LOW LTD and THRACEPOLYBULKAS have formed Pension Plans which operate as separate legal entities in the form of trusts. Therefore the assets of the plans are not dependent to the assets of the companies.
The accounting depiction of the plans according to the revised IAS 19 is as follows:
| Defined Benefit Plans – Self financed | Group 2018 | Group 2017 |
|---|---|---|
| Amounts recognized in the balance sheet | ||
| Present value of liabilities | 145,763 | 146,669 |
| Fair value of the plan's assets | (135,027) | (133,377) |
| Net liability recognized in the balance sheet | 10,736 | 13,292 |
| Asset allocation* | ||
| Equity Funds | 37,897 | 37,596 |
| Mutual Funds | 33,681 | 33,211 |
| Diversified Growth Funds | 62,978 | 62,106 |
| Other | 471 | 464 |
| Total | 135,027 | 133,377 |
| Changes in the Net Liability recognized in Balance Sheet | ||
| Net liability / (receivable) at the beginning of year | 13,292 | 22,226 |
| Contributions from employer - employees | (169) | (1,453) |
| Total expense recognized in the account of results | 169 | 1,862 |
| Total amount recognized in the Net Worth | (2,717) | (8,665) |
| Foreign exchange differences | 160 | (678) |
| Net liability / (asset) at the end of year | 10,736 | 13,292 |
* The assets of the plan are measured at fair values and include mutual funds of Baillie Gifford. The category "Other" also includes the plan's cash reserves.
The actuarial assumptions are presented in the following table.
| Actuarial Assumptions | Don & Low LTD | Thrace Polybulk AS | ||
|---|---|---|---|---|
| 2018 | 2017 | 2018 | 2017 | |
| Discount rate | 2.50 % | 2.50 % | 2.40 % | 2.40 % |
| Inflation | 3.25 % | 3.25 % | 2.25 % | 2.25 % |
| Average annual increase of personnel | ||||
| salaries | 3.50 % | 3.50 % | 2.50 % | 2.50 % |
| Duration of liabilities | 18 years | 18 years | 17.4 years | 17.4 years |
The Ordinary General Meeting of the Company's Shareholders on May 15th, 2018, approved the distribution of a total gross dividend amounting to 2,058,226 Euros. Specifically, it was approved the distribution of a gross dividend amounting to 0.047054 Euros per share, which has included the incremental dividend corresponding to the treasury shares held by the Company (4,324 own shares). The net amount which will be received by the shareholders after the withheld tax of 15% according to L. 4172/2013 will settle at 0.04 Euros per share.
| Suppliers | Group | Company | ||
|---|---|---|---|---|
| 31.03.2018 31.12.2017 |
31.03.2018 | 31.12.2017 | ||
| Suppliers | 41,564 | 36,906 | 92 | 84 |
| Suppliers (Subsidiaries - Associates) | 53 | 115 | 15 | - |
| Total | 41,617 | 37,021 | 107 | 84 |
| Other Short-Term Liabilities | Group | Company | ||||
|---|---|---|---|---|---|---|
| 31.03.2018 | 31.12.2017 | 31.03.2018 | 31.12.2017 | |||
| Sundry creditors | 3,480 | 4,125 | 456 | 571 | ||
| Liabilities from taxes and pensions | 3,470 | 4,572 | 186 | 519 | ||
| Dividends payable | 46 | 85 | 45 | 45 | ||
| Customer prepayments | 781 | 850 | - | - | ||
| Personnel salaries payable | 929 | 1,933 | 48 | 538 | ||
| Accrued expenses – Other accounts payable | 6,230 | 6,026 | 392 | 106 | ||
| Liabilities towards related companies | - | - | 2 | 9 | ||
| Total short-term liabilities | 14,936 | 17,591 | 1,129 | 1,788 |
The fair value of the liabilities approaches the book values.
The Group classifies as related parties the members of the Board of Directors, the directors of the Company's divisions as well as the shareholders who own over 5% of the Company's share capital (their related parties included).
The commercial transactions of the Group with these related parties during the period 1/1/2018– 31/3/2018 have been conducted according to market terms and in the context of the ordinary business activities.
The transactions with the Subsidiaries and Related companies according to the IFRS 24 during the period 1/1/2018 – 31/3/2018 are presented below.
| Income | 1.1 – 31.03.2018 | 1.1 - 31.03.2017 | ||
|---|---|---|---|---|
| Group | Company | Group | Company | |
| Subsidiaries | - | 1,266 | - | 2,664 |
| Related Companies | 1,423 | 15 | 1,442 | 29 |
| Total | 1,423 | 1,281 | 1,442 | 2,693 |
| Expenses | 1.1 – 31.03.2018 | 1.1 - 31.03.2017 | ||
|---|---|---|---|---|
| Group | Company | Group | Company | |
| Subsidiaries | - | 8 | - | 185 |
| Related Companies | 332 | 52 | 354 | 33 |
| Total | 332 | 60 | 354 | 218 |
| Trade and other receivables | 31.03.2018 | 31.12.2017 | ||
|---|---|---|---|---|
| Group | Company | Group | Company | |
| Subsidiaries | - | 9,893 | - | 10,269 |
| Related Companies | 2,953 | 313 | 1,645 | 277 |
| Total | 2,953 | 10,206 | 1,645 | 10,546 |
| Suppliers and Other Liabilities |
31.03.2018 | 31.12.2017 | ||
|---|---|---|---|---|
| Group | Company | Group | Company | |
| Subsidiaries | - | 17 | - | 10 |
| Related Companies | 53 | - | 115 | - |
| Total | 53 | 17 | 115 | 10 |
The Group's "subsidiaries" include all companies consolidated with "Thrace Plastics Group" via the full consolidation method. The "Related companies" include those consolidated with the equity method as well as those owned by the partners of the Group.
The Company has granted guarantees to banks against credit lines for the account of its subsidiaries. On 31.03.2018 the balance of the Company's guarantees settled at € 48,208.
| Guarantees for Subsidiaries | 2018 |
|---|---|
| Thrace Nonwovens & Geosynthetics SA | 26,450 |
| Thrace Ipoma AD | 726 |
| Thrace Greenhouses SA | 5,250 |
| Thrace Plastics Pack SA | 3,854 |
| Thrace Polyfilms | 7,728 |
| Synthetic Holdings | 4,200 |
| BoD Fees | Group | Company | ||
|---|---|---|---|---|
| 31.3.2018 | 31.3.2017 | 31.3.2018 | 31.3.2017 | |
| BoD Fees | 1,001 | 962 | 346 | 343 |
The fees include remuneration of the executive members of Boards of Directors and other fees of both executive and other members.
The value of the Company's participations in the subsidiaries, as of 31st March 2018, is as follows:
| Companies consolidated with the full consolidation method | 31.3.2018 | 31.12.2017 |
|---|---|---|
| DON & LOW LTD | 33,953 | 33,953 |
| THRACE PLASTICS PACK SA | 15,507 | 15,507 |
| THRACE NON WOVENS& GEOSYNTHETICS SA | 5,710 | 5,710 |
| SYNTHETIC HOLDINGS LTD | 11,728 | 11,728 |
| THRACE POLYFILMS | 3,418 | 3,418 |
| PAREEN LTD | - | - |
| THRACE GREENHOUSES SA | - | - |
| Total | 70,316 | 70,316 |
The change of standards with regard to the consolidation of the joint arrangement companies (IFRS 10, IFRS 11, IFRS 12) from the year 2014 and onward resulted into the change of the consolidation method.
IFRS 11 removes the concept of the proportional consolidation of the jointly controlled entities. Instead, the jointly controlled entities which fulfill the definition of joint venture are accounted for with the equity method.
The following table presents the companies in which the management is jointly controlled with another shareholder with the right to participate in their net assets. The companies are consolidated according to the Equity method.
The parent Company holds direct business interest of 50.91% in Thrace Greenhouses SA with a value of € 2,800 and of 51% in Thrace Eurobent SA with a value of € 204 on 31/03/2018. The company Thrace Greiner Packaging SRL is 50% owned by Thrace Plastics Pack SA whereas Lumite Inc is 50% owned by Synthetic Holdings LTD.
| Company | Country of | Business Activity | Percenta |
|---|---|---|---|
| Activities | ge of | ||
| Group | |||
| Thrace Greiner |
Romania | The company activates in the production of plastic boxes for food products and paints and belongs to the packaging sector. |
46.47% |
| Packaging SRL |
The company's shares are not listed. | ||
| Lumite INC | United States | The company activates in the production of agricultural fabrics and belongs to the technical fabrics sector. |
50.00% |
| Thrace | The company's shares are not listed. The company activates in the production of agricultural products |
||
| Greenhouse | Greece | and belongs to the agricultural sector. | 50.91% |
| s SA | The company's shares are not listed. | ||
| Thrace | Greece | The company activates in the manufacturing of waterproof products via the use of Geosynthetic Clay Liner – GCL. |
51.00% |
| Eurobent SA | The company's shares are not listed. |
The change of the Group's interests in the companies that are consolidated with the equity method is analyzed as follows:
| Interests in companies consolidated with the equity method | 1.1 - 31.3.2018 | 1.1 - 31.12.2017 |
|---|---|---|
| Balance at beginning | 12,839 | 11,347 |
| Change in consolidation method of Thrace Polyfilms from Equity method to Proportional |
- | (704) |
| Change in consolidation method of Thrace Greenhouses from Proportional to Equity method |
- | 2,614 |
| Participation in profit / (losses) of joint ventures | 58 | 976 |
| Dividends | (726) | (417) |
| Foreign exchange differences and other reserves | (160) | (977) |
| Balance at end | 12,011 | 12,839 |
On 28th March 2017, a Draft Merger Agreement was signed by the Company's fully owned subsidiary Societe Anonyme under the name "THRACE GREENHOUSES SOCIETE ANONYME" which concerns the absorption by the latter of the Societe Anonyme under the name "ELASTRON AGRICURTURAL COMMERCIAL AND INDUSTRIAL SOCIETE ANONYME". According to the above mentioned Draft Merger Agreement, the Board of Directors of the two merged companies decided that the merger will be implemented according to the clauses of articles 68-77a of P.L. 2190/1920 as well as the articles 1-5 of L. 2166/1993, as they are currently in effect, whereas the date of the balance sheet transformation was set on December 31st, 2016.
With regard to the determination of the book value of the assets of the absorbed company "ELASTRON AGRICURTURAL COMMERCIAL AND INDUSTRIAL SOCIETE ANONYME", a certified auditor prepared a relevant report on March 24th, 2017, according to the clauses of Law 2166/1993 and in accordance with the already prepared transformation balance sheet of the absorbed company as of 31/12/2016. According to the above mentioned report, the value to be capitalized of the absorbed company "ELASTRON AGRICURTURAL COMMERCIAL AND INDUSTRIAL SOCIETE ANONYME" accounts for €2,700, which equivalent with its share capital on 31/12/2016.
Following the merger via absorption, it was decided the exchange ratio between the shares of the absorbed company and the shares of the absorbing company as percentage of the Share Capital of the absorbing company. The Share Capital amounts now to € 5,500 divided by 550,000 shares with nominal value of € 10 per share, namely:
| Share Capital | Number of Shares |
Percentage | |
|---|---|---|---|
| THRACE GREENHOUSES SOCIETE ANONYME | 2,800 | 280 | 50.91 |
| ELASTRON AGRICULTURAL COMMERCIAL AND INDUSTRIAL SOCIETE ANONYME |
2,700 | 270 | 49.09 |
| Total Share Capital | 5,500 | 550 | 100.00 |
On 26/07/2017, the Societe Anonyme Merger Agreement no. 13192 concerning the absorption of the Societe Anonyme under the name "ELASTRON AGRICULTURAL COMMERCIAL INDUSTRIAL SOCIETE ANONYME" by the Company's fully owned (100%) subsidiary "THRACE GREENHOUSES SOCIETE ANONYME" was approved and recorded in the General Electronic Commercial Registry (G.E.MI.) on 28/07/2017 under the code number 112663.
The book values of the assets and liabilities on 31/12/2016 of the company that derived from the absorption of Elastron Agricultural by Thrace Greenhouses, were the following:
| Balance Sheet of the company after absorption | 31.12.2016 |
|---|---|
| Tangible fixed assets | 6,742 |
| Other long-term receivables | 393 |
| Inventories | 158 |
| Customers | 1,561 |
| Cash and cash equivalents | 1,205 |
| TOTAL ASSETS | 10,059 |
| Long-term loans | 887 |
| Deferred tax liabilities | 41 |
| Grants | 1,300 |
| Other long-term liabilities | 121 |
| Short-term loans | 1,964 |
| Suppliers | 267 |
| Other short-term liabilities | 345 |
| Equity | 5,134 |
| TOTAL LIABILITIES | 10,059 |
The temporary difference deriving from the above transaction has been recorded in the results of the period within the year 2017. The determination of the fair values will be finalized within the 12 month period which is provided by the IFRS 10 and will specify any impact on the financial statements.
On 31 March 2018, there are no significant legal issues pending that may have a material effect in the financial position of the Companies in the Group.
The letters of guarantee issued by the banks for the account of the Company and in favor of third parties (Greek State, suppliers and customers) amount to € 834.
On 2/10/2017, in the context of the internal restructuring of the Group's participations, the Boards of Directors of the parent Company and of its subsidiary (100% owned) company under the name "THRACE POLYFILMS INDUSTRIAL AND COMMERCIAL SOCIETE ANONYME" (henceforth "Thrace Polyfilms") approved the terms of the agreement with regard to the spinoff of the sector of production and trade of Industrial Packaging products (henceforth "the Sector") from the parent Company and its contribution into the subsidiary "Thrace Polyfilms". The spinoff and contribution of the sector was decided to be implemented according to the clauses of Law 2166/1993, whereas the date of 30.06.2017 was set as the Transformation Balance Sheet date.
The industrial sector of the parent Company which was contributed into the subsidiary Thrace Polyfilms is presented in the current period as discontinued activity.
Following the spin-off of the Industrial business segment of the Parent Company and the segment's contribution into the Subsidiary company Thrace Polyfilms, the Company's revenues mainly derive from the Provision of Administrative – Financial – IT Infrastructure Services to its subsidiaries comprising part of its main activity. As a result, the Company reclassified the particular revenues from the other operating income into the turnover and the respective expenses from the administrative expenses into the cost of services rendered.
| 1/1 – 31/03/2018 | 1/1 – 31/03/2017 | ||||||
|---|---|---|---|---|---|---|---|
| Statement of Comprehensive Income |
Continuing | Discontinued | Total | Continuing | Discontinued | Total | |
| Turnover | 1,282 | - | 1,282 | 1,278 | 4,170 | 5,448 | |
| Cost of sales | (1,129) | - | (1,129) | (1,255) | (3,388) | (4,643) | |
| Gross profit | 153 | - | 153 | 23 | 782 | 805 | |
| Other operating income | 11 | - | 11 | - | - | - | |
| Distribution expenses | - | - | - | - | (173) | (173) | |
| Administrative expenses | (211) | - | (211) | (228) | (118) | (346) | |
| Other operating expenses | (22) | - | (22) | (23) | (17) | (40) | |
| Other expenses / income | - | - | - | (9) | - | (9) | |
| Operating profit / loss | (69) | - | (69) | (237) | 474 | 237 | |
| Financial income | - | - | - | - | - | - | |
| Financial expenses | (217) | - | (217) | (261) | (96) | (357) | |
| Profit/(loss) before Taxes | (286) | - | (286) | (498) | 378 | (120) | |
| Taxes | (3) | - | (3) | 18 | 5 | 23 | |
| Profit/(loss) after Taxes | (289) | - | (289) | (480) | 383 | (97) |
The financial information concerning the discontinued activity is presented below:
In the present financial statements, there have been reclassifications of not significant comparative accounts in the Statement of Total Comprehensive Income for the purpose of comparability with the ones of the present year.
During the period, there were no significant events which may have an effect on the financial statements of the Group.
There are no events subsequent to the date of the balance date, which significantly affect the financial statements of the Group.
The Financial Statements have been prepared in accordance with the International Financial Reporting Standards as they have been adopted by the European Union, were approved by the Board of Directors on 06 June 2018 and are signed by the representatives of such.
| The Chairman and Chief Executive Officer |
The Vice-Chairman of the Board |
The Head of Financial Services |
The Head Accountant |
|---|---|---|---|
| KONSTANTINOS ST. CHALIORIS |
THEODOSIOS A. KOLYVAS |
SPYRIDON A. NTAKAS | FOTINI K. KYRLIDOU |
| ID NO. ΑΚ 104541 | |||
| ID NO. AM 919476 | ID NO. ΑΙ 101026 | ID NO. ΑΕ 044759 | Accountant Lic. Reg. No. 34806 |
| Α' CLASS |
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