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Frigoglass S.A.

Quarterly Report Sep 28, 2015

2764_10-q_2015-09-28_cb7c28b9-d23c-4cb9-be32-0d30b6d01341.pdf

Quarterly Report

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FRIGOGLASS S.A.I.C.

COMMERCIAL REFRIGERATORS Company's Number in the Register of Societes Anonymes: 29454/06/Β/93/32

15, A. Metaxa Street, GR -145 64 Kifissia, Athens

SUMMARY FINANCIAL STATEMENTS for the period 1st January to 30 September 2006 According to the Resolution 2/396/31.8.2006 of the Hellenic Capital Market Commission's BoD

The following information aims to provide a broad overview of the financial position and results of FRIGOGLASS S.A.I.C. and its subsidiaries. We advise the reader, before entering into any investment or any other transaction with the company, to visit the company's site where the interim financial statements and notes according to IFRS are published together with the auditor's report whenever it is required.

Company's STATUTORY INFORMATION

Company's Web Address:
Date of Approval of the Financial Statements :
Auditor's Name:
Auditors Firm:
Report of the Auditors:
14 December 2006
Kyriacos Riris
Not Reauired
www.frigoglass.com
PricewaterhouseCoopers
1.1. BALANCE SHEET
(in € 000's) GROUP COMPANY
ASSETS 30/09/06 31/12/05 30/09/06 31/12/05
Property, plant and equipment 112,320 116,697 14,178 14,483
Intangible Assets 4,247 4,451 3,269 3,407
Investments in subsidiaries 0 0 44,895 44,895
Deferred income tax assets 1,379 1,241 0 0
Other Long term assets ~~3,436 ``~1,184 ~2,599 ~`~~156
Total Non Current Assets 121,382 123,573 64,941 ~62,941
Inventories 70,913 81,217 10,452 9,271
Trade debtors 66,833 49,787 9,024 9,463
Other debtors
Income Tax advances
24,422
9,791
21,387
7,290
12,675
7,232
7,933
4,596
Intergroup receivables 0 0 36,366 31,670
Cash at banks & in hand 16,731 12,106 2,095 393
Assets held for sale ~~~~~0 | ~66,552 | ``~~~~0 ~12,998
Total Current Assets 188,690 238,339 ``77,844 ~76,324
Total Assets 310,072 361,912 142,785 139,265
LIABILITIES:
Long term borrowings 8,941 18,304 8,000 17,000
Deferred income tax liabilities 10,936 9,673 1,476 572
Retirement benefit obligations 13,698 13,488 6,904 5,821
Provisions for other liabilities & charges 8,762 6,421 4,158 3,462
Deferred income from government grants ~~~320 | ~~~366 ~~213 | ~~~251
Total Non Current Liabilities ~42,657 ~48,252 20,751 ~27,106
Trade creditors 24,245 27,059 6,637 8,602
Other creditors 20,022 26,933 4,682 5,376
Current income tax liabilities
Intergroup payables
10,202
0
5,945
0
5,904
837
3,065
705
Short term borrowings 50,703 62,259 20,048 17,107
Liabilities associated with assets classified as held for sale ~~~~~0 | ~36,890 |~~~~~0 `~~~~~0
Total Current Liabilities 105,172 159,086 38,108 34,855
Total Liabilities (a) 147,829 207,338 58,859 61,961
EQUITY:
Share capital 40,000 40,000 40,000 40,000
Share premium 6,846 57,245 6,846 57,245
Other reserves 22,886 29,048 23,290 22,857
Retained earnings / (loss) 72,291 –8,809 13,790 –42,798
Equity attributable to company shareholders (b) 142,023 117,484 83,926 77,304
Minority Interest (c) ~20,220 37,090 ~~~~~0 | ~~~~~0
Total Equity (d) = (b) + (c) 162,243 154,574 ~83,926 ~77,304
Total Liabilities & Equity (a) + (d) 310,072 361,912 142,785 139,265
1.3. ELEMENETS OF STATEMENT OF CHANGES IN EQUITY
(in € 000's) GROUP COMPANY
30/09/06 30/09/05 30/09/06 30/09/05
Open Balance 01/01 2006 & 2005 154,574 127,978 77,304 76,362
Profit of the period 38,911 25,338 14,622 9,692
Dividends to Company's shareholders –-8,000 –5,600 –8,000 –-5,600
Disposal of Investments –16,161 0 0 0
Currency Translation Differences –5,181 6,256 0 0
Dividends & Share capital to Minorities ~–1,900 ~~–971 | ~~~~0 `~~~``0
Closing Balance 30/09 2006 & 2005 162,243 153,001 83,926 80,454
1.2. ELEMENTS OF INCOME STATEMENT
(in € 000's) GROUP
COMPANY
GROUP COMPANY
From 01/01 to From 01/01 to From 01/07 to From 01/07 to
30/09/06 30/09/05 30/09/06 30/09/05 30/09/06 30/09/05 30/09/06 30/09/05
Net Trade Sales 337,763 243,523 89,209 44,126 78,998 59,114 16,617 9,660
Gross Profit 96,376 66,584 16,190 5,375 18,732 12,555 2,499 743
Operating Profit 60,517 39,240 11,800 3,645 7,393 4,106 1,196 1,405
Profit before income tax 55,512 36,333 20,023 12,450 6,020 3,071 10,367 4,261
Income tax expenses –16,601 –12,268 –5,708 –3,769 –1,704 –814 –3,066 –942
Profit for the year from continuing
operations (a) 38,911 24,065 14,315 8,681 4,316 2,257 7,301 3,319
Profit for the year after income tax from
discontinued operations (b) 0 1,273 307 1,011 0 917 0 0
Profit for the year after income tax expenses
(a) + (b) 38,911 25,338 14,622 9,692 4,316 3,174 7,301 3,319
Attributable to:
Minority interest 1,404 1,585 0 0 495 616 0 0
Shareholders of the company 37,507 23,753 14,622 9,692 3,821 2,558 7,301 3,319
Earnings per share attributable to the
shareholders of the company in Euro 0.94 0.58 0.37 0.22 0.10 0.05 0.18 0.08
EBITDA 74,705 53,320 14,755 6,567 11,703 8,547 2,255 2,362
ADDITIONAL INFORMATION

Group companies that are included in the consolidated financial statements with their respective locations, percentage of ownership as well as the information regarding the fiscal years unaudited by the Tax authorities by company are listed below: Note: For certain countries, tax audit is not compulsory and is performed only under specific conditions.

(in € 000's) GROUP COMPANY 6. There are no litigation matters which have a material impact on the financial position or operation of the Company and the Group.
From 1/1 to From 1/1 to Group
Parent
30/09/06 30/09/05 30/09/06 30/09/05 7. The average number of employees for the period stood at: 30/9/2006 4,341 645
Cash Flow from operating activities 30/9/2005 4,594 436
Profit before income tax from continuing operation 55,512 36,333 20,023 12,450 8. The amounts of sales and purchases and outstanding balances of receivables and payables of the Company to and from its
Profit before tax from discontinuing operation 0 2,030 1,130 1,011 related parties (according to the provisions of IAS 24) for the period 01.01. - 30.09.2006 were as follows:
Profit before tax 55,512 38,363 21,153 13,461 30/09/2006
Adjustments for: Group Company
Depreciation 13,688 17,200 2,955 2,922 a) Sales of goods and services 144,729 31,438
Provisions 5,519 5,121 1,962 2,019 b) Receivables from related parties 29,086 4,050
Exchange difference –4,664 1,381 0 0 c) Purchases from and payables to related parties
Changes in Working Capital: d) Intergroup Sales of goods and services 0 55,412
Decrease / (increase) of inventories 10,303 –1,978 –1,181 65 e) Dividend income from subsidiaries 0 9,733
Decrease / (increase) of trade debtors –17,046 –3,427 439 –4,181 f) Receivables from subsidiaries 0 36,366
Decrease / (increase) of Intergroup receivables 0 0 –4,696 –4,063 g) Intergroup Purchases of goods and services 0 16,023
Decrease / (increase) of other receivables –5,537 –4,579 –7,378 –6,178 h) Payables to subsidiaries 0 837
Decrease / (increase) of other long term receivables –2,294 0 –2,441 0 i) Fees of member of Board of Directors 134 149
(Decrease) / increase of suppliers –2,864 –2,602 –1,965 –1,925 j) Management compensation 2,439 1,886
(Decrease) / increase of Intergroup payables 0 0 132 3,038 k) Receivables from management & BoD members 0 0
(Decrease) / increase of other liabilities (except borrowing) –6,913 1,744 –695 248 l) Payables to management & BoD members 0 0
Less: 9. Losses from restructuring activities have been incorporated in the calculation of EBITDA.
Income Tax paid –9,226 –11,446 ~–2,413 `–1,647
Net cash generated from operating activities (a) 36,478 ~39,777 ~``5,872 ~`3,759 Kifisia, December 14, 2006
Cash Flow from investing activities
Purchase of property, plant and equipment –11,875 –10,207 –1,480 –1,437 THE VICE CHARMAN THE MANAGING DIRECTOR
Purchase of intangible assets –842 –2,214 –626 –1,987
Proceeds from subsidiaries disposal & other investments 11,690 ~~`~~0 | 12,000 | ~~~~`0
Net cash generated from investing activities (b) ~–1,027 –12,421 ~9,894 –3,424
Net cash generated from operating and investing activities 35,451 27,356 15,766 ~~`335 IOANIS K. ANDROUTSOPOULOS DIMITRIOS P. LOIS
Cash Flow from financing activities
Increase / (decrease) of borrowing –20,921 –8,887 –6,059 5,132
Dividends paid to Company's shareholders –8,005 –5,586 –8,005 –5,586 THE GROUP CHIEF FINANCIAL OFFICER THE FINANCE MANAGER
Dividends paid to minority interests –1,900 –971 0 0
Net cash generated from financing activities (c) –30,826 –15,444 –14,064 ~``–454
Net increase (decrease) in cash and cash equivalents (a) + (b) + (c) ~~4,625 ~11,912 ~1,702 ~``–119
Cash and cash equivalents at beginning of the year 12,106 10,421 ~~~393 ~~~585
Cash and cash equivalents at the end of the year 16,731 22,333 ~`2,095 ~~~466 PANAGIOTIS D. TABOURLOS VASSILIOS Α. STERGIOU
Fiscal Years
Company Name Country Method % ownership Unaudited
Frigoglass S.A.I.C. - Parent company Hellas Full Parent 2000-2005
Frigoglass Romania SRL Romania Full 100% 2005
Frigorex Indonesia PT Indonesia Full 100% 2005
Frigoglass South Africa Ltd S. Africa Full 100% 2003-2005
Frigoglass Eurasia LLC Russia Full 100% 2006
Scandinavian Appliances A.S Norway Full 100% 2003-2005
Frigoglass Ltd. Ireland Full 100% 2000-2005
Frigoglass Iberica SL Spain Full 100% 2002-2005
Frigoglass Sp zo.o Poland Full 100% 2002-2005
Frigoglass (Guangzhou) Ice Cold Equipment Co. Ltd. China Full 100% 2006
Frigoglass India PVT.Ltd. India Full 100% 2004-2005
Beta Glass Plc. Nigeria Full 53.7% 2003-2005
Frigoglass Industries (Nig.) Ltd Nigeria Full 75.91% 1999-2005
TSG Nigeria Ltd. Nigeria Full 54.8% 1999-2005
Beta Adams Plastics Nigeria Full 75.91% 1999-2005
3P Frigoglass Romania SRL Romania Full 100% 2004-2005
Frigorex East Africa Ltd. Kenya Full 100% 2002-2005
Frigoglass GmbH Germany Full 100% 2001-2005
Frigoglass Nordic Norway Full 100% 2003-2005
Frigoglass France SA France Full 100% 2003-2005
Coolinvest Holding Limited Cyprus Full 100% 1999-2005
Frigorex Cyprus Limited Cyprus Full 100% 1999-2005
Letel Holding Limited Cyprus Full 100% 1999-2005
Norcool Holding A.S Norway Full 100% 1999-2005
Nigerinvest Holding Limited Cyprus Full 100% 1999-2005
Deltainvest Holding Limited Cyprus Full 100% 1999-2005
  1. Frigoglass Group established new subsidiary comapany in China in the ICM Operations "Frigoglass Guangzhou Ice Cold Equipment Co. Ltd", which consolidates for the first time in current period. The construction of the plant began in September 2006 and first production is scheduled for November 2007.

  2. The company V.P.I S.A was not consolidated in present financial statements due to the sale of the Group's 51% ownership on February 28, 2006. The proceeds from the sale amounted to 15m Euros. The Company announced the agreement for the sale of its total ownership in the share capital of VPI SA (PET operations) on December 15, 2005. The sale contract was signed on February 28, 2006. Information regarding the sale of PET operations is presented in Note 27 of the Interim Financial Statements of September 2006. VPI SA Income Statement in summary is presented below:

From 1/1 till From 1/7 till
28/2/2006 30/9/2005 31/12/2005 30/9/2006 30/9/2005
Sales 10,534 64,929 82,953 0 22,547
Profit before income tax from
discontinuing operations 0 2,030 2,140 0 1,748
EBITDA 701 5,649 6,822 0 2,916

For the parent company EBT from the sales of VPI amounts to 1.130 thousand Euros and Earnings After Tax to 307 thousand Euros. 3. The main accounting principles as of the balance sheet of 31.12.2005 have been applied. There has been a re-classification in the amounts of the Profit & Loss account of the previous period, so as to be comparable with those of the current period. The reclassification had no effect on earnings attributable to the shareholders of the Company or to the Minority, on EBITDA, as well as on total assets or total liabilities and owners' equity of the Company or the Group. The reclassification was made in order for the expenses to be depicted according to the function they relate to with the scope of a proper presentation to the shareholders. Full analysis of the re-classification is presented in Note 30 of the Interim Financial Statements of September 2006.

  1. The pledges on the Group's assets at 30.09.2006 stood at € 7,1 mil. There are no pledges on the Parent company's assets. 5. Capital expenditure for 2006 amount to: Group € 12.7 mil. (31/12/2005: € 17 mil ), Parent company € 2.1 mil. (31/12/2005: € 3.6 mil.)

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