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Hellenic Petroleum Holdings S.A.

Quarterly Report Sep 28, 2015

2720_10-q_2015-09-28_25e6659f-3a03-4389-b47f-fbce4c1c0c7c.pdf

Quarterly Report

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CONDENSED INTERIM FINANCIAL STATEMENTS FOR THE NINE MONTH PERIOD ENDED

30 SEPTEMBER 2006

CONDENSED INTERIM FINANCIAL STATEMENTS FOR THE NINE MONTH PERIOD ENDED 30 SEPTEMBER 2006 (All amounts in Euro thousands unless otherwise stated)

CONTENTS

I. Condensed Interim Balance Sheet (Unaudited) 3
II. Condensed Interim Income Statement (Unaudited) 4
III. Condensed Interim Statement of Changes in Equity (Unaudited) 5
IV. Condensed Interim Cash Flow Statement (Unaudited) 6
V. Notes to the Condensed Interim Financial Statements (Unaudited) 7

CONDENSED INTERIM FINANCIAL STATEMENTS FOR THE NINE MONTH PERIOD ENDED 30 SEPTEMBER 2006 (All amounts in Euro thousands unless otherwise stated)

I. Condensed Interim Balance Sheet (Unaudited)

As at
Note 30 September 2006 31 December 2005
ASSETS
Non-current assets
Property, plant and equipment 7 628.686 657.028
Intangible assets 8 23.201 26.602
Investments in affiliated companies 688.054 685.070
Deferred income tax assets 23.548 27.606
Available-for-sale financial assets 80 80
Loans, advances and other receivables 9 6.687 79
1.370.256 1.396.465
Current assets
Inventories 10 1.177.187 1.071.322
Trade and other receivables 11 665.641 726.743
Cash and cash equivalents 12 51.012 75.956
1.893.840 1.874.021
Total assets 3.264.096 3.270.486
EQUITY
Share capital 13 1.019.963 1.019.963
Reserves 549.896 543.642
Retained Earnings 437.587 384.710
Total equity 2.007.446 1.948.315
LIABILITIES
Non- current liabilities
Borrowings 14 306.041 335.187
Retirement benefit obligations 113.228 108.711
Provisions and other long term liabilities 15 40.386 46.435
459.655 490.333
Current liabilities
Trade and other payables 17 346.407 552.055
Current income tax liabilities 55.084 135.247
Borrowings 14 340.758 116.870
Dividends payable 54.746 27.666
796.995 831.838
Total liabilities 1.256.650 1.322.171
Total equity and liabilities 3.264.096 3.270.486

The notes on pages 7 to 18 are an integral part of these interim financial statements

Chief Executive Officer Chief Financial Officer Finance Manager
Panagiotis Cavoulacos Andreas Shiamishis Athanasios Solomos

CONDENSED INTERIM FINANCIAL STATEMENTS FOR THE NINE MONTH PERIOD ENDED 30 SEPTEMBER 2006 (All amounts in Euro thousands unless otherwise stated)

II. Condensed Interim Income Statement (Unaudited)

Note For the nine month period ended
30 September 2006
30 September 2005 1 July 2006 to
30 September 2006
1 July 2005 to
30 September 2005
Sales 5.699.346 4.420.511 1.830.602 1.725.740
Cost of sales (5.308.147) (3.918.521) (1.750.611) (1.515.721)
Gross profit 391.199 501.990 79.991 210.019
Selling, distribution and administrative expenses 4 (135.604) (134.805) (47.040) (47.768)
Exploration and development expenses (9.387) (14.359) (4.748) (7.787)
Other operating (expenses) / income - net 5.591 1.885 5.422 494
Operating profit 251.799 354.711 33.625 154.958
Finance costs -net 5 (11.860) (5.360) (5.567) (3.004)
Currency exchange gains /(losses) 6.412 (19.170) (2.490) (3.994)
Dividend income 13.443 15.404 0 0
Profit before income tax 259.794 345.585 25.568 147.960
Income tax expense (75.500) (106.658) (11.573) (46.384)
Profit for the period 184.294 238.927 13.995 101.576
Basic and diluted earnings per share (expressed
in Euro per share)
6 0,60 0,78 0,05 0,33

The notes on pages 7 to 18 are an integral part of these interim financial statements.

CONDENSED INTERIM FINANCIAL STATEMENTS FOR THE NINE MONTH PERIOD ENDED 30 SEPTEMBER 2006 (All amounts in Euro thousands unless otherwise stated)

III. Condensed Interim Statement of Changes in Equity (Unaudited)

Share
Capital
Reserves Retained
Earnings
Total
Equity
Balance at 1 January 2005 1.019.157 510.360 220.681 1.750.198
Profit for the period
Transfers to statutory and tax reserves
Dividends relating to 2004
-
-
-
19.874
238.927
(19.874)
(79.435)
238.927
0
(79.435)
Balance at 30 September 2005 1.019.157 530.234 360.299 1.909.690
Movement - 1 October 2005 to 31 December 2005
Profit for the period
Transfers to statutory and tax reserves
Exercise of share options
Dividends relating to 2005
-
-
806
-
-
13.408
-
-
83.646
(13.408)
-
(45.827)
83.646
-
806
(45.827)
Balance at 31 December 2005 1.019.963 543.642 384.710 1.948.315
Movement - 1 January 2006 to 30 September 2006
Profit for the period
Dividends relating to 2005 and interim 2006
Cashflow Hedges (Note16)
-
-
-
-
-
6.254
184.294
(131.417)
-
184.294
(131.417)
6.254
Balance at 30 September 2006 1.019.963 549.896 437.587 2.007.446

The notes on pages 7 to 18 are an integral part of these interim financial statements.

CONDENSED INTERIM FINANCIAL STATEMENTS FOR THE NINE MONTH PERIOD ENDED 30 SEPTEMBER 2006 (All amounts in Euro thousands unless otherwise stated)

IV. Condensed Interim Cash Flow Statement (Unaudited)

For the nine month period ended
Note 30 September 2006 30 September 2005
Cash flows from operating activities
Cash (used in) / generated from operations 18 53.320 (45.113)
Income tax paid (152.303) (49.890)
Net cash (used in) / generated from operating activities (98.983) (95.003)
Cash flows from investing activities
Purchase of property, plant and equipment & intangible assets 7,8 (39.148) (31.900)
Sale of property, plant and equipment & intangible assets 7,8 3.577 -
Investments in affilated companies (526) 3.950
Dividends received 13.443 15.404
Interest received 5 7.568 5.378
Net cash used in investing activities (15.086) (7.168)
Cash flows from financing activities
Interest paid 5 (19.428) (10.738)
Dividends paid (104.337) (71.885)
Net movement in long term borrowings (8.922) 159.611
Net movement in short term borrowings 224.729 (29.762)
Net cash (used in) / generated from financing activities 92.042 47.226
(22.027) (54.945)
Net decrease in cash & cash equivalents
Cash & cash equivalents at beginning of the period 12 75.956 89.083
Exchange gains on cash & cash equivalents (2.917) (4.411)
Net increase/(decrease) in cash & cash equivalents (22.027) (54.945)
Cash & cash equivalents at end of the period 12 51.012 29.727

The notes on pages 7 to 18 are an integral part of these interim financial statements.

CONDENSED INTERIM FINANCIAL STATEMENTS FOR THE NINE MONTH PERIOD ENDED 30 SEPTEMBER 2006 (All amounts in Euro thousands unless otherwise stated)

V. Notes to the Condensed Interim Financial Statements (Unaudited)

1. GENERAL INFORMATION

Hellenic Petroleum S.A. operates in the energy sector in Greece. The Company's activities include exploration and production, refining and marketing of oil products and the production and marketing of petrochemical products.

2. BASIS OF PREPARATION AND ACCOUNTING POLICIES

Basis of preparation

The interim financial statements of Hellenic Petroleum S.A are prepared in accordance with International Accounting Standard 34 (IAS 34) – Interim Financial Reporting.

These interim financial statements should be read in conjunction with the annual financial statements for the year ended 31 December 2005. These can be found on the Company's website www.hellenic-petroleum.gr.

The interim financial statements of the Company for the nine month period ended 30 September 2006 were authorised for issue by the Board of Directors on 8 November 2006.

Accounting policies

The accounting policies used in the preparation of the condensed interim financial statements for the nine month period ended 30 September 2006 are consistent with those applied for the preparation of published accounts of the company for the year ended 31 December 2005. Where necessary comparative figures have been reclassified to conform with changes in the presentation of the current year.

As part of its risk management policy, the Company utilises financial and commodity derivatives to mitigate the impact of future price volatility. In the past all of these transactions have been treated as fair value transactions and their impact recorded in the period's results (Profit & Loss account). As of 30 June 2006 and as of 30 September 2006, some of these transactions have been treated under Hedge Accounting in accordance with International Accounting Standard 39 (IAS 39) – Financial Instruments: recognition and measurement. The impact of this is to record the changes in the fair value of these derivatives through a special reserve in equity to the extent that they are designated and qualify as effective hedges. The gain or loss relating to the ineffective portion is recognised immediately to the income statement.

The following standards, amendments and interpretations to existing standards have been applied from 1 January 2006:

The Company has adopted IFRS 6 (Amendment); Exploration for and Evaluation of Mineral Resources, as of 1 January 2006. This standard allows companies to retain existing practices in accounting for exploration and evaluation expenditures. Accordingly, adoption of this amendment did not have any significant impact on the Company's condensed financial statements.

Finally the Company has adopted IFRIC 4, determining whether an Arrangement contains a Lease. IFRIC 4 requires the determination of whether an arrangement is or contains a lease to be based on the substance of the arrangement. Following a review of the relevant contracts, the adoption of IFRIC 4 did not have any significant impact on the Company's condensed financial statements.

CONDENSED INTERIM FINANCIAL STATEMENTS FOR THE NINE MONTH PERIOD ENDED 30 SEPTEMBER 2006 (All amounts in Euro thousands unless otherwise stated)

3. ANALYSIS BY INDUSTRY SEGMENT

Nine month period ended September 2006 Refining Petro
chemicals
Exploration
&
Production
Gas &
Power
Total
Sales 5.433.611 251.024 847 13.864 5.699.346
Other operating income / (expense) - net 1.297 1.274 3.020 - 5.591
Operating profit 253.043 11.567 (15.989) 3.178 251.799
Foreign exchange gains / (losses) 6.412 - - - 6.412
Profit before tax, dividend income & finance costs
Finance costs - net
Dividend income
Profit before income tax
Income tax expense
Profit for the period
259.455 11.567 (15.989) 3.178 258.211
(11.860)
13.443
259.794
(75.500)
184.294
Exploration
Nine month period ended September 2005 Refining Petro
chemicals
&
Production
Gas &
Power
Total
Sales
Other operating income / (expense) - net
4.219.070
1.707
200.594
78
847
100
-
-
4.420.511
1.885
Operating profit
Foreign exchange gains / (losses)
375.477
(19.345)
(500)
175
(20.266)
-
-
-
354.711
(19.170)
Profit before tax, dividend income & finance costs
Finance costs - net
Dividend income
Profit before income tax
Income tax expense
Profit for the period
356.132 (325) (20.266) - 335.541
(5.360)
15.404
345.585
(106.658)
238.927

Further segmental information as at 30 September 2006 is as follows:

Exploration
Petro &
Refining
chemicals
Production Gas &Power Unallocated Total
Total Assets
3.025.553
204.198
9.575 1.222 23.548 3.264.096
Net Assets
2.009.524
73.590
9.575 1.039 (86.282) 2.007.446
Capital Expenditure
(38.690)
(458) -
-
- (39.148)
Depreciation & Amortisation
58.508
9.647
1.797
- - 69.952

Further segmental information as at 31 December 2005 is as follows:

Exploration
Petro &
Refining chemicals Production Gas &Power Unallocated Total
Total Assets 3.013.980 215.800 13.100 - 27.606 3.270.486
Net Assets 1.977.395 93.078 - - (122.158) 1.948.315
Capital Expenditure (Full year) (50.418) (818) - - - (51.236)
Depreciation & Amortisation (Full year) 83.412 11.004 2.398 - - 96.814

CONDENSED INTERIM FINANCIAL STATEMENTS FOR THE NINE MONTH PERIOD ENDED 30 SEPTEMBER 2006 (All amounts in Euro thousands unless otherwise stated)

4. SELLING, DISTRIBUTION AND ADMINISTRATIVE EXPENSES

For the nine month period ended 1 July 2006 to 1 July 2005 to
30 September 2006 30 September 2005 30 September 2006 30 September 2005
Selling and distribution expenses 68.364 68.343 23.086 24.839
Administrative expenses 67.240 66.462 23.954 22.929
135.604 134.805 47.040 47.768

5. FINANCE COSTS - NET

For the nine month period ended 1 July 2006 to 1 July 2005 to
30 September 2006 30 September 2005 30 September 2006 30 September 2005
Bank interest income 7.568 5.378 2.621 1.556
Bank interest expense (19.428) (10.738) (8.188) (4.560)
Finance costs -net (11.860) (5.360) (5.567) (3.004)

6. EARNINGS PER SHARE

Diluted earnings per ordinary share are not materially different from basic earnings per share.

Basic earnings per share are calculated by dividing the net profit attributable to equity holders of the company by the weighted average number of ordinary shares in issue during the period.

For the period ended 1 July 2006 to 1 July 2005 to
30 September 2006 30 September 2005 30 September 2006 30 September 2005
Earnings per share attributable to the Company
Shareholders (expressed in Euro per share): 0,60 0,78 0,05 0,33
Net income attributable to ordinary shares
(Euro in thousands) 184.294 238.927 13.995 101.576
Average number of ordinary shares outstanding 305.622.245 305.513.425 305.622.245 305.513.425

CONDENSED INTERIM FINANCIAL STATEMENTS FOR THE NINE MONTH PERIOD ENDED 30 SEPTEMBER 2006 (All amounts in Euro thousands unless otherwise stated)

7. PROPERTY, PLANT AND EQUIPMENT

Land Buildings Plant &
Machi
nery
Motor
vehicles
Furniture
and
fixtures
Assets
Under
Cons
truction
Total
Cost
As at 1 January 2005 115.536 139.113 1.079.741 8.170 33.464 96.829 1.472.853
Additions 1 75 1.570 498 2.086 45.826 50.056
Capitalised projects - 2.616 37.301 147 103 (40.167) -
Disposals - - (3.040) - (44) - (3.084)
Transfers & other movements (8.500) 8.565 1.939 - (455) 97 1.646
As at 31 December 2005 107.037 150.369 1.117.511 8.815 35.154 102.585 1.521.471
Accumulated Depreciation
As at 1 January 2005 - 78.661 662.860 6.961 23.575 - 772.057
Charge for the year - 7.589 83.193 476 3.240 - 94.498
Disposals - - (2.911) - (44) - (2.955)
Transfers & other movements - - 1.069 - (226) - 843
As at 31 December 2005 - 86.250 744.211 7.437 26.545 - 864.443
Net Book Value at
31 December 2005 107.037 64.119 373.300 1.378 8.609 102.585 657.028
Cost
As at 1 January 2006 107.037 150.369 1.117.511 8.815 35.154 102.585 1.521.471
Additions - 31 757 84 1.496 35.312 37.680
Capitalised projects - 953 12.840 - 1.614 (15.407) -
Disposals (938) - (3.567) (12) (8) - (4.525)
Transfers & other movements - (6.193) (5.724) - 390 (1.346) (12.873)
As at 30 September 2006 106.099 145.160 1.121.817 8.887 38.646 121.144 1.541.753
Accumulated Depreciation
As at 1 January 2006 - 86.250 744.211 7.437 26.545 - 864.443
Charge for the period - 5.230 57.047 366 2.441 - 65.084
Disposals
Transfers & other movements
-
-
-
(11.391)
(3.567)
(950)
(12)
21
(8)
(553)
-
-
(3.587)
(12.873)
As at 30 September 2006 - 80.089 796.741 7.812 28.425 - 913.067
Net Book Value at
30 September 2006
106.099 65.071 325.076 1.075 10.221 121.144 628.686

CONDENSED INTERIM FINANCIAL STATEMENTS FOR THE NINE MONTH PERIOD ENDED 30 SEPTEMBER 2006 (All amounts in Euro thousands unless otherwise stated)

8. INTANGIBLE ASSETS

Goodwill Computer
software
Licences &
Rights
Total
Cost
As at 31 December 2004
(22.713) 31.858 31.582 40.727
Effect of adopting IFRS 3 (Negative Goodwill
Restatement)
22.713 - - 22.713
As at 1 January 2005 - 31.858 31.582 63.440
Additions - 1.813 - 1.813
Disposals (225) - (225)
Transfers, acquisitions & other movements - (1.550) - (1.550)
As at 31 December 2005 - 31.896 31.582 63.478
Accumulated Amortisation
As at 31 December 2004
Effect of adopting IFRS 3 (Negative Goodwill
(2.839) 24.953 3.607 25.721
Restatement) 2.839 - - 2.839
As at 1 January 2005 - 24.953 3.607 28.560
Charge for the year - 5.742 3.486 9.228
Disposals - (69) - (69)
Transfers, acquisitions & other movements - (843) - (843)
As at 31 December 2005 - 29.783 7.093 36.876
Net Book Value 31 December 2005 - 2.113 24.489 26.602
Cost
As at 1 January 2006 - 31.896 31.582 63.478
Additions - 1.467 - 1.467
Disposals - - - -
Transfers, acquisitions & other movements - - - -
As at 30 September 2006 - 33.363 31.582 64.945
Accumulated Amortisation
As at 1 January 2006 - 29.783 7.093 36.876
Charge for the period
Disposals
-
-
2.272
-
2.596
-
4.868
-
Transfers, acquisitions & other movements - - - -
As at 30 September 2006 - 32.055 9.689 41.744
Net Book Value 30 September 2006 - 1.308 21.893 23.201

CONDENSED INTERIM FINANCIAL STATEMENTS FOR THE NINE MONTH PERIOD ENDED 30 SEPTEMBER 2006 (All amounts in Euro thousands unless otherwise stated)

9. LOANS ADVANCES AND OTHER RECEIVABLES

As at
30 September 2006 31 December 2005
Loans and advances and other long term assets 170 79
Commodity cash flow hedges (Note 16) 6.517 -
Total 6.687 79

10. INVENTORIES

As at
30 September 2006 31 December 2005
Crude oil 311.612 359.821
Refined products and semi-finished products 778.040 622.382
Petrochemicals 31.804 30.983
Consumable materials and other 55.731 58.136
1.177.187 1.071.322

11. TRADE AND OTHER RECEIVABLES

As at
30 September 2006 31 December 2005
Trade receivables 593.933 657.719
Other receivables 66.328 60.378
Deferred charges and prepayments 5.380 8.646
Total 665.641 726.743

12. CASH AND CASH EQUIVALENTS

As at
30 September 2006 31 December 2005
Cash at Bank and in Hand 51.004 59.850
Short term bank deposits 8 16.106
Total cash and cash equivalents 51.012 75.956

Cash equivalents comprise of short-term deposits (made for varying periods, of less than three months). Such deposits depend on the immediate cash requirements of the company.

CONDENSED INTERIM FINANCIAL STATEMENTS FOR THE NINE MONTH PERIOD ENDED 30 SEPTEMBER 2006 (All amounts in Euro thousands unless otherwise stated)

13. SHARE CAPITAL

Number of
Shares
(authorised
and issued)
Share
Capital
Share
premium
Total
As at 1 January 2005 305.513.425 666.019 353.138 1.019.157
Exercise of employee share options 108.820 237 569 806
As at 31 December 2005 305.622.245 666.256 353.707 1.019.963
Exercise of employee share options - - - -
As at 30 September 2006 305.622.245 666.256 353.707 1.019.963

Up to the end of 2004, Hellenic Petroleum S.A. offered a share option scheme to management executives. The exercise price was determined based on the Company's share performance compared to the market and the options are exercisable within five years. Under that scheme, management had the option to acquire 47.660 shares at a price of € 9,68 each until 31 December 2006 and 3.440 shares at a price of € 6,97 each until 31 December 2007. During the AGM of Hellenic Petroleum S.A. held on 25 May 2005, a revised share option scheme was approved with the intention to link the number of share options granted to employees with the results and performance of the Company and its management. Τhe AGM of 31 May 2006 has approved and granted a stock option for the year 2006 of 272.100 shares.

14. BORROWINGS

As at
30 September 2006 31 December 2005
Non-current borrowings
Bank borrowings 30.732 38.502
Bond loan 275.309 296.685
Νon-current borrowings 306.041 335.187
Current borrowings
Short term loans 331.836 107.948
Current portion of long term debt 8.922 8.922
Total current borrowings 340.758 116.870
Total borrowings 646.799 452.057

Bond Loan

In February 2005, the Company issued a five year US \$ 350 million Bond Loan with Mandated Lead Arrangers The Bank of Tokyo – Mitsubishi Ltd, Citigroup Global Markets Ltd., EFG Telesis Finance S.A. and National Bank of Greece S.A. The Loan was signed with the participation of sixteen financial institutions and is part of the Company's refinancing arrangement of existing credit lines. The outstanding balance of the bond loan as of 30 September 2006 was US \$ 350 million. (Euro 275 million)

In April 2006, the company concluded a Euro 400 million bilateral short-term multi-currency loan agreement with Hellenic Petroleum Finance Plc., a subsidiary. As of 30 September 2006 the loan amount outstanding was Euro 175 million (US \$ 222 million)

CONDENSED INTERIM FINANCIAL STATEMENTS FOR THE NINE MONTH PERIOD ENDED 30 SEPTEMBER 2006 (All amounts in Euro thousands unless otherwise stated)

15. PROVISIONS AND OTHER LONG TERM LIABILITIES

As at
30 September 2006 31 December 2005
Government grants 25.614 25.614
Environmental provision 1.092 5.192
Commodity cash flow hedges (Note 16) 263 -
Other provisions 13.417 15.629
Total 40.386 46.435

Government grants

Grants by the Government (Hellenic Republic) to the company for the purposes of research and exploration amounting to € 25.614 have been recorded as a liability since such an amount may become payable if income is generated from upstream activity in the relevant areas. The terms of repayment will be determined by the Ministry of Development, if applicable.

16. DERIVATIVE FINANCIAL INSTRUMENTS

As at 30 September 2006 As at 31 December 2005
Assets Liabilities Assets Liabilities
Derivatives designated as fair value hedges
Commodity derivatives:
Commodity swaps 7.431 - 3.781 -
Commodity options - - - 6.982
7.431 - 3.781 6.982
Total fair value hedges 7.431 - 3.781 6.982
Derivatives designated as cash flow hedges
Commodity swaps 6.517 263 - -
Total cash flow hedges 6.517 263 - -
Total 13.948 263 3.781 6.982
Non-current portion
Commodity swaps 6.517 263 - -
6.517 263 - -
Current portion
Commodity swaps 7.431 - 3.781 -
Commodity options - - - 6.982
7.431 - 3.781 6.982
Total 13.948 263 3.781 6.982

Derivatives designated as fair value hedges

(a) Commodity swaps

The changes in the fair value of the Commodity swaps at the balance sheet date were recognised in Trade and Other Payables and in Trade and Other Receivables

(b) Commodity options

The changes in the fair value of the Commodity swaps at the balance sheet date were recognised in Trade and Other Payables.

CONDENSED INTERIM FINANCIAL STATEMENTS FOR THE NINE MONTH PERIOD ENDED 30 SEPTEMBER 2006 (All amounts in Euro thousands unless otherwise stated)

Derivatives designated as cash flow hedges

(a) Commodity swaps

The company uses derivative financial instruments to manage certain exposures to fluctuations in commodity prices. In this framework, the company has entered into a number of Commodity price swaps which have been designated by the company as cash flow hedges, have been evaluated and proven to be highly effective, and in this respect, any changes in their fair value are recorded within Equity in accordance with IAS 39. The changes in the fair value of the Commodity swaps at the balance sheet date were recognised in Loans, advances and Other Receivables, Other long term liabilities and in shareholders' equity.

17. TRADE AND OTHER PAYABLES

As at
30 September 2006 31 December 2005
Trade payables 265.788 468.395
Accrued Expenses & Deferred Income 53.444 41.818
Other payables 27.175 41.842
Total 346.407 552.055

18. CASH GENERATED FROM OPERATIONS

For the nine month period ended
Note 30 September 2006 30 September 2005
Profit before tax 259.794 345.585
Adjustments for:
Depreciation and amortisation of tangible and intangible
assets (net of grants amortisation) 7,8 69.952 79.296
Amortisation of government grants (4.155) (4.426)
Financial (income)/ expenses 5 11.860 5.360
Dividends from subsidiaries (13.443) (15.404)
Provisions 3.554 49.853
Gain on sales of fixed assets (3.095) -
Foreign exchange (gains) / losses (6.412) 19.169
318.055 479.433
Changes in working capital
(Increase) / decrease in inventories (105.944) (501.131)
(Increase) / decrease in trade and other receivables 67.138 (162.362)
Increase / (decrease) in payables (225.929) 138.947
(264.735) (524.546)
Net cash (used in) / generated from operating activities 53.320 (45.113)

CONDENSED INTERIM FINANCIAL STATEMENTS FOR THE NINE MONTH PERIOD ENDED 30 SEPTEMBER 2006 (All amounts in Euro thousands unless otherwise stated)

19. RELATED PARTY TRANSACTIONS

Included in the Income Statement are proceeds, costs and expenses, which arise from transactions between the company and related parties. Such transactions mainly comprise of sales and purchases of goods and services in the ordinary course of business.

i) Sales of goods and services For the nine month period ended
30 September 2006 30 September 2005
Sales of goods
Affiliated Companies 1.791.734 1.427.826
Non affiliated 627.793 502.943
Sales of services
Affiliated Companies 6.277 4.225
2.425.804 1.934.994
ii) Purchases of goods and services
Purchases of goods
Affiliated Companies 21.613 24.946
Non affiliated 17.378 16.990
Purchases of services
Affiliated Companies 2.972 3.728
41.963 45.664
iii) Balances arising from sales / purchases of goods / services As at
30 September 2006 31 December 2005
Receivables from related parties
Affiliated Companies
- Receivables 134.988 163.789
Non affiliated (outside the Group)
- Receivables 116.393 97.735
251.381 261.524
Payables to related parties
Affiliated Companies
- Payables 9.967 8.622
Non affiliated (outside the Group)
- Payables 4.076 4.602
14.043 13.224
Net balances from related parties 237.338 248.300

All transactions with related parties are done under normal trading and commercial terms

Non affiliated or Governmental organisations include the Hellenic Armed Forces and the Public Power Corporation (Hellas). They are considered related parties due to the shareholding in the Company by the Hellenic State.

CONDENSED INTERIM FINANCIAL STATEMENTS FOR THE NINE MONTH PERIOD ENDED 30 SEPTEMBER 2006 (All amounts in Euro thousands unless otherwise stated)

Transactions and balances with related parties are in respect of the following:

  • Hellenic Petroleum Group companies.
  • Parties which are under common control with the Company due to the shareholding and control rights of the Hellenic State:
  • o Public Power Corporation Hellas
  • o Hellenic Armed Forces
  • o Olympic Airways/Airlines
  • Financial institutions (including subsidiaries) which are under common control with the Company due to the shareholding and control rights of the Hellenic State. The Company has loans amounting to €114.444 as at 30 September 2006 (31 December 2005: €66.622) which represent loan balances due to the following related financial institutions:
  • o National Bank of Greece
  • o Agricultural Bank of Greece
  • o Commercial Bank of Greece
  • Joint ventures with other third parties:
  • o OMV Aktiengesellschaft
  • o Sipetrol
  • o Woodside Repsol Helpe
  • Associates of the Company:
  • o Athens Airport Fuel Pipeline Company S.A. (EAKAA)
  • o Public Gas Corporation of Greece S.A. (DEPA)
  • o Volos Pet Industries A.E.
  • o Spata Aviation Fuel Company S.A. (SAFCO)
  • Financial institutions (including subsidiaries) in which substantial interest is owned by parties which hold significant participation in the share capital of the Company. The Company has loans amounting to €72.197 as at 30 September 2006 (31 December 2005: €44.430) with the following related financial institutions:
  • o EFG Eurobank Ergasias S.A.
  • Enterprises in which substantial interest is owned by parties which hold significant participation in the share capital of the Company.
  • o Lamda Shipyards

20. COMMITMENTS

Significant contractual commitments of the Company are as follows:

  • Capital investment in upgrading Hellenic Petroleum refinery installations of €63 million. (2005: €22 million)
  • Upstream exploration and development costs of €20 million (2005: €19 million) have been committed as part of the Joint Operating Agreements (JOA) in place. These commitments will depend on the progress of exploration activities.

21. CONTINGENCIES AND LITIGATION

The Company has contingent liabilities in respect of bank and other guarantees and other matters arising in the ordinary course of business. They are as follows:

(i) The Government has advanced Hellenic Petroleum S.A. an amount of € 43.434 to undertake research and exploration projects, as determined by Law 367/1976. A portion of the amount received, € 25.614, may become repayable once the Company generates income from the discoveries resulting from its expenditure

CONDENSED INTERIM FINANCIAL STATEMENTS FOR THE NINE MONTH PERIOD ENDED 30 SEPTEMBER 2006 (All amounts in Euro thousands unless otherwise stated)

and therefore is included as part of long-term liabilities (see note 13). (The terms of repayment will be determined by the Ministry of Development, if applicable) The remaining € 17.902 has been written off as it is considered highly unlikely it will ever become repayable due to the nature of the expenditure.

  • (ii) The Company is involved in a number of legal proceedings and has various unresolved claims pending arising in the ordinary course of business. Based on currently available information, management believes the outcome will not have a significant effect on the company's operating results or financial position.
  • (iii) During 2004, Hellenic Petroleum S.A. was audited by the Greek tax authorities for the years ended 31 December 1997 to 2001. An amount of €11,9 million of additional taxes, plus fines was assessed by tax authorities for prior year tax audits and was recorded in the financial statements for the year ended 31 December 2004. The Company has not undergone a tax audit for the years ended 31 December 2002 to 31 December 2005. Management believes that no additional material liability will arise as a result of open tax years over and above the tax liabilities and provisions recognised in the financial statements.
  • (iv) Following an accident involving the motor tanker KRITI-GOLD on November 1998, at the Group's mooring installation in Thessaloniki, four seamen died. Claims have been lodged in connection with this accident against the ship owner and the Company. Of the four claims, three have already been settled with the involvement of the insurers. The last one is still pending but its outcome is not likely to have a material effect on the Company's operating results or financial position.
  • (v) The Company has given letters of comfort and guarantees of €617 million to banks for loans undertaken by subsidiaries and associates of the Company, the outstanding amount of which was €551 million as of 30 September 2006. The Company has also issued letters of credit and guarantees in favour of third parties amounting to € 517 million mainly for the completion of crude purchase contracts.
  • (vi) In October 2002 the Company guaranteed its commitment to the Investment Programme under the share purchase agreement for the acquisition of Jugopetrol AD Kotor, through a performance bond issued by the National Bank of Greece for €45 million. As at 30 September 2006, the Performance Bond had decreased to €17 million (31 December, 2005: €24 million).
  • (i) The Company has recorded an amount of € 81 million as tax free reserves under L.3220/2004. The EU is presently investigating the applicability of this law and its compliance with EU policies. No adjustment has been made to the financial statements as this issue is being investigated by the EU and the Greek state.

22. DIVIDENDS PAID

A dividend in respect of 2004 of €0.26 per share (amounting to a total of €79.433) was approved by the Annual Shareholders Meeting held on 25 May 2005 to all shares issued. At it's meeting held on 12 December 2005, the Board agreed that an interim dividend distribution of €0,15 per share (amounting to a total of €45.827) be proposed at the Extraordinary General Meeting of the shareholder's for the 2005 period. The AGM of 31 May 2006 approved a final dividend of €0,28 per share (a total of € 85.574). Therefore the total dividend for 2005 was €0,43 per share (total of €131.401).

At its meeting held on 30 August, 2006, during which the Board of Directors approved the Condensed Interim Financial Statements of the Company for the six month period ended 30 September 2006, the Board proposed and approved an interim dividend for the 2006 financial year of €0,15 per share (amounting to a total of €45.843) The relevant amounts relating to the interim dividend for 2006, and the final dividend of 2005 (totaling € 131.417) are included in the interim consolidated financial statements of the Company for the period ending 30 September, 2006.

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