Quarterly Report • Sep 24, 2015
Quarterly Report
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TRADE - DISTRIBUTIONS - REPRESENTATIONS - INDUSTRY
REG. No 8649 / 06 / Β / 86 / 45 HEAD OFFICE: OLΥMPOU 32 - 57009 - KALOHORI - THESSALONIKI
| GROUP COMPANY |
GROUP | COMPANY | |||||||
|---|---|---|---|---|---|---|---|---|---|
| 30.06.2008 | 31.12.2007 | 30.06.2008 | 31.12.2007 | 30.06.2008 | 30.06.2007 | 30.06.2008 | 30.06.2007 | ||
| Difference in the percentage of ownership due to sale to third parties | 253 | 0 | 0 | 0 | |||||
BALANCE SHEET (consolidated and stand alone) amounts in thousand Euros STATEMENT OF CHANGES IN EQUITY (consolidated and stand alone) amounts in thousand Euros ASSETS Equity at the beginning of the period Tangible fixed assets 76.938 77.126 20.719 20.359 (01.01.2008 and 01.01.2007 respectively) 80.299 77.288 61.998 63.519 Investment property 36.776 35.551 4.171 4.171 Profit / (loss) for the period, after taxes Intangible assets 18.671 19.103 1.304 1.336 (from continuing operations) 4.298 1.384 1.358 938 Other non current assets 9.755 9.948 35.500 29.317 Total 84.597 78.672 63.356 64.457 Inventories 30.721 29.346 10.517 11.166 Trade receivables 81.346 91.829 39.537 47.667 Dividends of parent company 0 (958) 0 (958) Other current assets 20.614 21.931 4.747 7.456 Dividends paid to Minority Interests Non current assets available for sale 775 1.054 730 1.009 Consolidation of new subsidiary TOTAL ASSETS 275.596 285.888 117.225 122.481 Net gains and losses recognised directly in equity (286) 1.873 0 0 LIABILITIES Change in consolidation method Long-term borrowings 20.471 19.916 0 0 Transfer to income statement due to sale Provisions / Other long-term liabilities 15.043 18.844 727 639 of available for sale financial assets 0 (1.192) 0 (1.192) Short-term borrowings 94.349 84.008 23.486 13.542 Increase / (decrease) in share capital of subsidiaries 105 411 0 0 Other current liabilities 61.064 82.821 29.656 46.302 Equity at the end of the period Total liabilities ( a ) 190.927 205.589 53.869 60.483 (30.06.2008 and 30.06.2007 respectively) 84.669 78.806 63.356 62.307 Share capital 51.287 51.287 51.287 51.287 Other accounts related to Shareholders´ Equity 16.163 11.992 12.069 10.711 INCOME STATEMENT (consolidated and stand alone) amounts in thousand Euros Total Shareholders´ Equity attributable to Shareholders of the Parent Company ( b ) 67.450 63.279 63.356 61.998 Minority interests ( c ) 17.219 17.020 0 0 GROUP Total Shareholders´ Equity ( d ) = ( b ) + ( c ) 84.669 80.299 63.356 61.998 01.01-30.06.2008 01.01-30.06.2007 01.04-30.06.2008 01.04-30.06.2007 TOTAL SHAREHOLDERS´ EQUITY AND LIABILITIES ( e ) = ( a ) + ( d ) 275.596 285.888 117.225 122.481
Sales 145.967 109.393 68.597 48.640 ADDITIONAL DATA AND INFORMATION Gross profit/(loss) 29.111 22.820 13.600 10.548 Profit/(loss) before taxes, financing 1. The consolidated financial statements as of June 30th, 2008 include, apart from Parent Company ELGEKA S.A., the companies presented in note 1 of Interim & investing activities 4.399 2.199 2.572 1.268 Financial Statements. The note also contains information regarding the name and country of registered office of the companies, the participation percentage Profit/(loss) before taxes 815 1.852 574 1.654 (direct and indirect) of Parent Company into their share capital, as well as the consolidation method. Less: taxes (3.483) 468 (3.356) 448 2. The accounting principles applied are the same with the ones applied for the preparation of the annual Financial Statements for the year ended on Profit/(loss) after taxes from continuing operations 4.298 1.384 3.930 1.206 3. The Parent Company's accounting books and records have not been audited by the tax authorities since 2006. The unaudited by tax authorities for each of the Company's shareholders 4.166 1.048 3.392 625 companies included into Consolidated Financial Statements are analytically presented into note 5 of Interim Financial Statements. Minority interests 132 336 538 581 4. There are no encumbrances on the fixed assets of the Parent Company, while there are mortgages as of June 30th, 2008 on the buildings of subsidiaries Earnings per share (after taxes) - basic (in Euro) 0,1304 0,0328 0,1062 0,0196
December 31st, 2007. Distributed to :
amounting to Euro 23.913 thousand as security for loans. Profit/(loss) before taxes, financing, investing
5. There is no pending litigation that could materially affect the financial position of the Company and the Group. The aggregate amount of provisions for bad and doubtful debts activities & depreciation 7.126 3.782 4.004 2.070 for the Group and the Company until 30/06/2008 was Euro 4.901 thousand and 2.684 thousand respectively. The amount of provision for unaudited tax years as of June 30th, 2008 amounts to Euro 855 thousand for the Group and to Euro 186 thousand for the Parent Company, while there are no other provisions either for the
Group or for the Company. INCOME STATEMENT (consolidated and stand alone) amounts in thousand Euros
6. The number of employees of the Group as at 30/06/2008 is 1.916 and of the Company is 270 (30/06/2007: Group 1.259 and Company 237 respectively) 7. During the first quarter of 2008, the Group of disposed its interests (financial assets available for sale) in XRISA AVGA S.A., for the amount of COMPANY
| 7. During the first quarter of 2008, the Group of disposed its interests (financial assets available for sale) in XRISA AVGA S.A., for the amount of | COMPANY | ||||||
|---|---|---|---|---|---|---|---|
| Euro 550 thousand and resulting in a gain of Euro 272 thousand. | 01.01-30.06.2008 01.01-30.06.2007 01.04-30.06.2008 01.04-30.06.2007 | ||||||
| 8. All activities (sales and expenses) aggregating from the beginning of the period as well as receivable and payable balances of the parent Company and the Group | |||||||
| in the end of the current period, created from transactions with related companies, as these are defined in IAS 24, indicating the total amount of | Sales | 62.165 | 54.312 | 25.582 | 20.691 | ||
| compensation to key management personnel and members of directors, their transactions, as well as their receivables and payables, are given below: | Gross profit/(loss) | 14.263 | 12.841 | 5.895 | 5.734 | ||
| Profit/(loss) before taxes, financing | |||||||
| GROUP | COMPANY | & investing activities | 1.649 | 225 | (223) | (380) | |
| a) Income | - | 99 | Profit/(loss) before taxes | 1.302 | 1.174 | (563) | 718 |
| b) Expenses | 7 | 162 | Less: taxes | (56) | 236 | (407) | 169 |
| c) Receivables | - | 24 | Profit/(loss) after taxes from continuing operations | 1.358 | 938 | -156 | 549 |
| d) Payables | - | 47 | Distributed to : | ||||
| e) Key management personnel and members of the board compensation | 577 | 577 | Earnings per share (after taxes) - basic (in Euro) | 0,0425 | 0,0294 | (0,0049) | 0,0172 |
| f) Receivables from key management personnel and members of the board | 8 | 8 | Profit/(loss) before taxes, financing, investing | ||||
| g) Payables to key management personnnel and members of the board | 0 | 0 | activities & depreciation | 2.325 | 829 | 123 | (77) |
| d) Payables | - | 47 | Distributed to : |
|---|---|---|---|
| f) Receivables from key management personnel and members of the board | 8 | 8 | Profit/(loss) before taxes, financing, investing |
9. Investment in fixed assets that made by Parent Company and the Group during the first semester of 2008 amounted to Euro 1.025 thousand CASHFLOW (consolidated and stand alone) amounts in thousand Euros
(30.06.2007: Euro 929 thousand) and Euro 4.534 thousand respectively (30.06.2007: Euro 4.676 thousand).
| Amount in thousand Euros | Percentage | ||||
|---|---|---|---|---|---|
| Sales | 23.954 | 16,41% | |||
| Results (profits) after taxes and minority interests* | 4.521 | 108,55% | Changes in working capital | ||
| Company's equity | 15.424 | 22,87% | Less: | ||
| participate in its share capital increase. | Total inflow / (outflow) from |
| 10. Earnings per share (EPS) calculated using the weighted average number of ordinary shares excluding the 117.300 treasury shares (which continues to be in the possession of the Parent Company until the date of disclosure) outstanding during first semester of 2008. |
INDIRECT METHOD | GROUP | COMPANY 01.01-30.06.2008 01.01-30.06.2007 01.01-30.06.2008 01.01-30.06.2007 |
||||
|---|---|---|---|---|---|---|---|
| 11. According to Greek Codified Law 2190/1920, article 16, par. 5 and following and in respect of the Annual General Assembly dated 27/06/2005, the Parent Company | Operating activities | ||||||
| acquired 117.300 treasury shares (which continues to be in the possession of the Parent Company until the date of disclosure) for the amount of Euro 139 thousand | Profit before taxes (from continuing operations) | 815 | 1.852 | 1.302 | 1.174 | ||
| during the period from 02/06/2006 till 20/06/2006, amount that was reduced from Group's and Company's equity. | Add/less adjustments for: | ||||||
| 12. a. During the first semester of 2008, the company DIAKINISIS S.A. was incorporated for the first time (in comparison to prior year's respective period), | Depreciation | 2.889 | 1.646 | 676 | 604 | ||
| based on the fact that on 25/07/2007 the subsidiary company (with participation percentage 99,99%) named "LOGISTICS SERVICES HELLAS S.A. - Trade and | Provisions | 567 | 1.331 | 108 | 547 | ||
| Distribution Company in respect of third parties" acquired 100% of shares of the company named "DIAKINISIS - Storage - Distribution - Packing", acquiring the total | Exchange differences | 25 | 232 | 0 | 0 | ||
| number of shares. Following the above mentioned, the company DIAKINISIS S.A. absorbed the company "LOGISTICS SERVICES HELLAS S.A." under | Amortisation of grants | (162) | (63) | 0 | 0 | ||
| Law 2166/1993, with transition date as of July 1st, 2007. | Results (income, expense, gains & loss) of investing activities | (67) | (861) | (283) | (1.282) | ||
| The incorporation of "DIAKINISIS S.A." into Consolidated Financial Statements as of June 30th, 2008 resulted in the following: | Interest expense & similar charges | 3.813 | 1.537 | 622 | 314 | ||
| Amount in thousand Euros | Percentage | ||||||
| Sales | 23.954 | 16,41% | |||||
| Results (profits) after taxes and minority interests* | 4.521 | 108,55% | Changes in working capital | ||||
| * The abovementioned results were positively influenced with the amount of Euro 3.713 thousand by receivable deferred taxes (of which amount of Euro 3.750 thousand | Decrease / (increase) in inventories | (1.586) | 940 | 624 | 2.440 | ||
| refers to receivable taxes (see note 14 below) and amount of Euro 37 thousand refers to other payable deferred taxes) and with the amount of Euro 431 thousand that | Decrease / (increase) in receivables | 12.733 | 8.745 | 10.933 | 10.167 | ||
| refers to the income tax rebate in total of Euro 4.144 thousand. | (Decrease) / increase in payables (except banks) | (21.116) | (14.592) | (16.325) | (15.443) | ||
| Company's equity | 15.424 | 22,87% | Less: | ||||
| b. The Company GALACO S.A. (former HERO HELLAS S.A.), that was consolidated until 28/11/2007 with equity method with participation percentage 30%, | Interest expense & similar charges paid | (3.711) | (1.583) | (586) | (360) | ||
| was not consolidated as of June 30th, 2008 as the Group's participation percentage was reduced to 13,48% due to the fact that the Group did not | Income taxes paid | (653) | (348) | (202) | (95) | ||
| participate in its share capital increase. | Total inflow / (outflow) from | ||||||
| c. The sale of interest (70%) in CERA VILLA DESIGN SRL from ELGEKA FERFELIS ROMANIA SRL was finilized on 14/01/2008 (corporate form was changed | operating activities ( a ) | (6.453) | (1.164) | (3.131) | (1.934) | ||
| from SRL to SA on 23/04/2008) to SC GATEDOOR HOLDINGS SRL, while the Group's indirect participation percentage was set at 35,01% (36,89% before). | |||||||
| d. On 14/02/2008 ELGEKA S.A. disposed of the 51 shares (Euro 210 each) of SAMBROOK PHARMA PHARMACEUTICALS LTD | Investing activities | ||||||
| (participation percentage 51%) to SAMBROOK PHARMACEUTICALS S.A. for the amount of Euro 11 thousand. In addition, on 14/01/2008 "SAMBROOK | Increase in share capital of subsidiaries / acquisition of associates | 0 | 0 | (6.194) | (3.828) | ||
| PHARMACEUTICALS S.A." acquired from the other partner the rest 49% (49 shares Euro 210 each) for the amount of Euro 10 thousand and | Proceeds from sale of subsidiaries and associates | 87 | 180 | 11 | 0 | ||
| resulting in participation percentage of 100%. Finally, its corporate form was modified from Limited Liability Company to Sole Limited Liability Company. | Proceeds from sale of securities | 0 | 2.667 | 0 | 2.667 | ||
| e. On 21/02/2008 ELGEKA CYPRUS LTD disposed of 2,61% of its interests to ELGEKA FERFELIS ROMANIA SRL for the amount of Euro 87 thousand (resulting in | Acquisition of subsidiaries, assosiates, joint ventures and other investments | 0 | (2.200) | 0 | 0 | ||
| loss of Euro 88 thousand). As a result, the participation percentage was changed from 52,63% to 50.02%. Consequently, the consolidation percentages of the | Proceeds from sale of available for sale financial assets | 550 | 0 | 550 | 0 | ||
| subsidiaries ELGEKA FERFELIS ROMANIA SRL, ELGEKA FERFELIS BULGARIA LTD and ELGEKA FERFELIS SRL were 37,52%, 50,02% (from 39,47% and 52,63%) | Purchase of tangible and intangible assets | (2.774) | (3.118) | (1.025) | (929) | ||
| respectively. Additionally, at the same date as above, the Special General Assembly of ELGEKA FERFELIS ROMANIA SRL concluded in the change of its corporate form | Proceeds from sales of tangible and intangible assets | 512 | 126 | 29 | 26 | ||
| from SRL to S.A., which is valid since 23/04/2008 after the approval of Romanian authorities. | Purchase of investment property | (1.760) | (1.558) | 0 | 0 | ||
| f. SAMBROOK PHARMACEUTICALS S.A., in which the Parent Company participated with the percentage of 45% was fully consolidated from the first quarter of 2008, as the | Proceeds from sale of investment property | 0 | 73 | 0 | 0 | ||
| Group holded the majority of voting rights through agreement of one of shareholders. Since 01/04/2008 the direct participation percentage of the Parent Company to | Interest received | 101 | 80 | 2 | 9 | ||
| SAMBROOK PHARMACEUTICALS S.A. was 91,34% due to full participation in its share capital increase with the amount of Euro 802,5 thousand, after the decision | Dividents received | 1 | 0 | 1 | 0 | ||
| of Special General Assembly of 01/04/2008, with the intention of reduction of prior year's losses. As a consequence, at the same date as above the consolidation | Total inflow / (outflow) from | ||||||
| percentage to SAMBROOK PHARMA PHARMACEUTICAL LTD was increased from 45% to 91,34%. | Investing activities ( b ) | (3.283) | (3.750) | (6.626) | (2.055) | ||
| g. On 22/04/2008, the Parent Company paid the amount of Euro 1.400 thousand, due to full participation in share capital increase of the company MEDIHELM PHARMAC. | |||||||
| WHOLESALE STORE S.A., after the decision of Special General Assembly dated 01/04/2008, with the intention of reduction of prior year's losses. As a consequence, | Financing activities | ||||||
| the direct participation percentage of ELGEKA S.A. to this company was increased from 51% to 91,54%. | Proceeds from minority interests (increase in share capital) | 105 | 411 | 0 | 0 | ||
| Apart from the abovementioned changes to the incorporation percentages of the Group's companies, there were not any other changes regarding their incorporation method, neither were companies that are not included into Consolidated Financial Statements as at June 30th, 2008. |
Proceeds from loans Repayment of loans |
69.755 (59.249) |
64.352 (61.442) |
12.013 (2.088) |
14.850 (11.950) |
||
| The abovementioned corporate facts are presented in note 1 of Interim Financial Statements. | Payment of leasing liabilities | (122) | 31 | 0 | 0 | ||
| 13. During the current period, expenses regarding translation reserves of foreign subsidiaries' financial statements amounted to Euro 286 thousand | Dividends paid to Company's Shareholders | (1) | 0 | (1) | (1) | ||
| were registered directly to equity. | Total inflow / (outflow) from | ||||||
| 14. At 2007, during the merger with absorbtion of "LOGISTICS SERVICE HELLAS S.A." (acquiring company) from "DIAKINISIS S.A." (acquired) in accordance | Financing activities ( c ) | 10.488 | 3.352 | 9.924 | 2.899 | ||
| with Law 2166/1993, there was a loss amounting to Euro 35 million approximately, in respect to the cancellation of treasury shares on which there was not any initial | Net increase / (decrease) in cash | ||||||
| identification of proportionate deferred tax asset. The Company's Management, in accordance with the reply (no 1014370/B0012/09-05-2008) of the Income Tax Department | and cash equivalents ( a ) + ( b ) + ( c ) | 752 | (1.562) | 167 | (1.090) | ||
| of the Ministry of Economy to a request that was raised from another company regarding this issue, and following relevant evaluations concerning the future recovery of | Cash and cash equivalents at the beginning of the year | 7.451 | 6.801 | 302 | 1.827 | ||
| part of relevant loss, decided the recognition of deferred tax asset amounting to Euro 3.750 thousand at first semester of 2008. | Exchange differences in cash and cash equivalents | (35) | 134 | 0 | 0 | ||
| Cash and cash equivalents at the end of the year | 8.168 | 5.373 | 469 | 737 |
Translation Note: A Greek "anonymos eteria" (AE) is broadly similar to a French "societe anonyme" or a German "Aktiengesellschaft" and a Greek "omorythmi eteria" (OE) is broadly similar to a French "societe en nom collectif" or a German "offene Handelsgesellschaft".
CHAIRMAN OF THE B.o.D. VICE CHAIRMAN CHIEF FINANCIAL HEAD OF THE AND MANAGING DIRECTOR OF THE B.o.D OFFICER ACCOUNTING DTM
ALEXANDROS KATSIOTIS ELLI DRAKOPOULOU GEORGE PACHIS KONSTANTINOS MEINTANIS ID.No. X 232184 / 01 ID.No. AB 287230 / 06 ID.No. AE 500402 / 07 Tax Reg.No: 030961080 Tax Auth.:Z' THESSALONIKIS Acc.Reg.No:0017678 Class: A'
The financial data and information presented below provide a general overview of the financial position and results of the Group and ELGEKA A.E. Trade - Distributions - Representations - Industry. Therefore, it is recommemded to any reader, before proceeeding to any investment decision or other transaction with the company, to visit the company's website (www.elgeka.gr) where the Interim Financial Statements prepared in accordance with the International Financial Reporting Standards, are published, together with the review report of certified auditors - accountants whenever is required Website: www.elgeka.gr Date of approval of the Interim Financial Statements of the 1st half : 28 August 2008
Certified Auditor Accountant: Nikolaos A. Arghyrou Audit firm : ERNST & YOUNG (HELLAS) CERTIFIED AUDITORS ACCOUNTANTS A.E. Type of auditor's opinion: Unqualified Report
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