Interim / Quarterly Report • Sep 24, 2015
Interim / Quarterly Report
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It is confirmed that the attached interim condensed Financial Statements are those approved by the Board of Directors of "AXON HOLDINGS S.A." on the 27th of November 2008 which have been published through press and by uploading to the internet on the website www.axonholdings.gr. It is noted that the published condensed financial statements intend to provide readers with certain general financial information but do not offer a complete presentation of the financial position and results of the Company and the Group, in accordance with the International Financial Reporting Standards. It is also noted that for simplification purposes, some reclassifications, abridgements and adjustments have been made to specific figures in the published condensed financial statements.
Apostolos Terzopoulos Chairman of the Board of Directors AXON HOLDINGS S.A.
| Consolidated Income Statement …………………………………………………… | 3 |
|---|---|
| Company Income Statement ……………………………………………………… | 4 |
| Consolidated & Company Balance Sheets ………………………………………….… | 5 |
| Consolidated Statement of Changes in Equity ………………………….……………. | 6 |
| Company Statement of Changes in Equity ……………………………………………. | 7 |
| Consolidated & Company Cash Flow Statements ………………………………… | 8 |
| Notes to the Interim Condensed Financial Statements ………….…………………… | 9-56 |
| GR OU P |
||||||
|---|---|---|---|---|---|---|
| No te |
1/1 - 30 /9/ 20 08 |
1/1 - 30 /9/ 20 07 |
1/7 - 30 /9/ 20 08 |
1/7 - 30 /9/ 20 07 |
||
| INC OM E S TA TE ME NT |
||||||
| Sa les |
5 | 187 00 0 , |
159 87 5 , |
57 62 0 , |
55 35 6 , |
|
| Le : C ost of Sa les ss |
( 149 57 5) , |
( 124 00 2) , |
( 46 35 0) , |
( 42 44 6) , |
||
| Gr ofit oss pr |
37 42 5 , |
35 87 3 , |
11 27 0 , |
12 91 0 , |
||
| Ot he rat ing in r o pe co me |
3, 46 9 |
3, 32 4 |
1, 60 6 |
96 0 |
||
| 40 89 4 , |
39 197 , |
12 87 6 , |
13 87 0 , |
|||
| Ad mi nis tra tive ex pe nse s |
( 19 56 9) , |
( 17 06 0) , |
( 6, 41 6) |
( 5, 43 5) |
||
| Re h a nd de lop nt se arc ve me ex pe nse s |
( 11 1) |
( 83 ) |
( 58 ) |
( 27 ) |
||
| Se llin g e xp en se s |
( 1, 40 4) |
( 2, 177 ) |
( 52 1) |
( 48 3) |
||
| Ot he rat ing r o pe ex pe nse s |
( 2, 31 0) |
( 3, 26 5) |
( 74 3) |
( 58 0) |
||
| Op tin ults era g r es |
17 50 0 , |
16 61 2 , |
5, 138 |
7, 34 5 |
||
| Fin t (n et) an ce cos |
6 | ( 14 173 ) , |
( 8, 199 ) |
( 5, 187 ) |
( 3, 42 3) |
|
| Re lts of ord ina act ivit ies su ry |
3, 32 8 |
8, 41 3 |
( 49 ) |
3, 92 2 |
||
| Inc e ( s) fro Inv est nts om ex pe nse m me |
7 | ( 16 45 1) , |
25 99 1 , |
1, 06 5 |
7, 62 5 |
|
| Re lts be for e t su ax es |
( 13 124 ) , |
34 40 3 , |
1, 01 7 |
11 54 7 , |
||
| Inc e t om ax es |
1, 73 7 |
( 8, 197 ) |
1, 64 5 |
( 3, 27 7) |
||
| Re lts af ter ta su xe s |
( 11 38 7) , |
26 20 6 , |
2, 66 2 |
8, 27 0 |
||
| Min ori ty inte ts res |
2, 97 6 |
( 12 58 1) , |
( 2, 09 8) |
( 4, 43 0) |
||
| Re lts af ter ta ttr ibu tab le to the G su xe s a rou p |
( 8, 41 2) |
13 62 5 , |
56 4 |
3, 84 0 |
||
| s ( s) ( ro) Ea rni los ha in Eu ng pe r s re |
||||||
| B ic as |
8 | ( 8) 0.2 19 |
0.4 70 7 |
0.0 14 7 |
0.1 32 7 |
| CO MP AN Y |
||||||
|---|---|---|---|---|---|---|
| No te |
1/1 - 30 /9/ 20 08 |
1/1 - 30 /9/ 20 07 |
1/7 - 30 /9/ 20 08 |
1/7 - 30 /9/ 20 07 |
||
| INC OM E S TA TE ME NT |
||||||
| Sa les |
5, 41 7 |
0 | 2, 43 2 |
0 | ||
| Le : C ost of Sa les ss |
( 3, 56 1) |
0 | ( 1, 32 8) |
0 | ||
| Gr ofit oss pr |
1, 85 6 |
0 | 1, 104 |
0 | ||
| Ot he rat ing in r o pe co me |
9, 37 2 |
26 9 |
39 9 |
90 | ||
| 11 22 8 , |
26 9 |
1, 50 3 |
90 | |||
| Ad mi nis tra tive ex pe nse s |
( 69 2) |
( 30 4) |
( 72 ) |
( 65 ) |
||
| Ot he rat ing r o pe ex pe nse s |
( 6) |
( 17 ) |
1 | ( 3) |
||
| Op tin ults era g r es |
10 53 1 , |
( 52 ) |
1, 43 1 |
22 | ||
| Fin t (n et) an ce cos |
6 | ( 2, 08 0) |
( 53 9) |
( 75 1) |
( 10 ) |
|
| Re lts of ord ina act ivit ies su ry |
8, 45 0 |
( 59 2) |
68 1 |
11 | ||
| Inc e ( s) fro Inv est nts om ex pe nse m me |
7 | 1, 26 6 |
7, 135 |
( 35 ) |
4, 05 6 |
|
| Re lts be for e t su ax es |
9, 71 7 |
6, 54 4 |
64 6 |
4, 06 7 |
||
| Inc e t om ax es |
( 2, 56 7) |
( 11 ) |
( 63 0) |
57 | ||
| Re lts af ter ta su xe s |
7, 15 0 |
6, 53 3 |
16 | 4, 124 |
||
| Ea rni sh ( in Eu ro) ng s p er are Ba sic |
8 | 0.1 77 3 |
0.2 07 3 |
0.0 00 4 |
0.1 30 9 |
| BALANCE SHEET | GROUP | COMPANY | |||
|---|---|---|---|---|---|
| ASSETS | Note | 30/9/2008 | 31/12/2007 | 30/9/2008 | 31/12/2007 |
| Non current assets | |||||
| Tangible assets | 9 | 365,073 | 337,101 | 33,545 | 39,399 |
| Intangible assets | 10 | 3,692 | 3,094 | 26 | 6 |
| Goodwill | 11 | 136,629 | 113,417 | 12,177 | 11,777 |
| Investments in subsidiaries | 12 | 0 | 0 | 106,364 | 100,766 |
| Investments in associates | 13 | 6,268 | 4,831 | 0 | 0 |
| Available for sale financial assets | 14 | 55,564 | 16,782 | 6,649 | 6,794 |
| Investment property | 961 | 961 | 6,610 | 6,610 | |
| Long-term receivables | 16,617 | 16,948 | 6 | 6 | |
| Deferred tax assets | 1,186 | 872 | 0 | 0 | |
| Total non current assets | 585,992 | 494,006 | 165,377 | 165,358 | |
| Current assets | |||||
| Inventories | 25,612 | 25,650 | 931 | 1,118 | |
| Trade and other receivables | 15 | 211,235 | 195,180 | 2,189 | 2,970 |
| Financial assets at fair value through profit or loss | 16 | 2,858 | 68,045 | 2,849 | 0 |
| Cash and cash equivalents | 17 | 31,863 | 30,843 | 364 | 363 |
| Total current assets | 271,567 | 319,719 | 6,333 | 4,451 | |
| TOTAL ASSETS | 857,559 | 813,725 | 171,710 | 169,809 | |
| EQUITY AND LIABILITIES | |||||
| EQUITY | |||||
| Share capital | 18 | 24,712 | 24,712 | 24,712 | 24,712 |
| Premium on capital stock | 18 | 64,726 | 117,203 | 64,726 | 117,203 |
| Reserves | (15,308) | (14,387) | (15,382) | (15,382) | |
| Profit (loss) carried forward | 18 | 54,343 | 10,860 | 33,306 | (21,683) |
| Treasury shares | 19 | (12,866) | (12,723) | (917) | (863) |
| Total Equity attributable to Company shareholders | 115,607 | 125,664 | 106,446 | 103,988 | |
| Minority interests | 122,613 | 134,589 | 0 | 0 | |
| Total Equity | 238,220 | 260,253 | 106,446 | 103,988 | |
| LIABILITIES | |||||
| Long-term liabilities | |||||
| Borrowings | 20 | 300,186 | 119,811 | 35,960 | 4,200 |
| Provision for staff retirement indemnities | 21 | 5,943 | 5,445 | 153 | 109 |
| Deferred tax liabilities | 27,885 | 44,585 | 8,393 | 9,755 | |
| Future income from government grants | 2,858 | 2,964 | 0 | 0 | |
| Other long-term liabilities | 1,163 | 1,157 | 0 | 0 | |
| Total long-term liabilities | 338,034 | 173,962 | 44,506 | 14,064 | |
| Short-term liabilities | |||||
| Suppliers and other liabilities | 22 | 186,033 | 211,020 | 4,816 | 15,898 |
| Borrowings | 20 | 73,105 | 148,366 | 11,495 | 33,730 |
| Short-term tax liabilities | 22,168 | 20,124 | 4,447 | 2,130 | |
| Total short-term liabilities | 281,305 | 379,510 | 20,758 | 51,757 | |
| Total liabilities | 619,339 | 553,472 | 65,264 | 65,821 | |
| TOTAL EQUITY AND LIABILITIES | 857,559 | 813,725 | 171,710 | 169,809 |
(Amounts are expressed in thousands Euro, unless otherwise stated)
| Sha apit al re c |
Pre miu m o n ital stoc k cap |
Rev alua tion diffe of ren ces hold ings d an uriti sec es |
Sta tuto ry Res erve |
Mer ger res erve |
Tax res erve s |
Con vert ible bon d lo an Res erve |
Rev alua tion of rese rve inve stm ent in fair valu e |
Res fro erve m pert pro y luat ion in reva fair valu e |
Bal anc e ried for d car war |
Tre asu ry sha res |
|
|---|---|---|---|---|---|---|---|---|---|---|---|
| Bal e, J 1 2 007 , in ord ith IFR S anc anu ary acc anc e w |
19,2 22 |
82, 834 |
84 | 6,8 70 |
0 | 3,9 17 |
0 | 0 | 0 | (39 ,172 ) |
(20 ,684 ) |
| Pro fit a fter f th riod 1/1 -30 /9/2 007 tax es o e pe |
0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 13,6 25 |
0 |
| Div iden ds |
0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| (Inc se) / De f tre har rea crea se o asu ry s es |
0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | (1,4 18) |
8,82 4 |
| Rec lass ifica tion of rese rves |
0 | 0 | 54 | 274 | 0 | 722 | 0 | 0 | 0 | (1,0 50) |
0 |
| Res fro erti ble bon d lo issu erve m c onv an e |
0 | 0 | 0 | 0 | 0 | 0 | 2,7 98 |
0 | 0 | 0 | 0 |
| Pro pert valu atio y re n |
0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 18,1 24 |
0 | 0 |
| Cha s of rtici pati inte in e xist sub sidi arie d co lida tion of rest ent nge pa on s an nso |
bsid iarie s0 new su |
0 | (12 ) |
(64 ) |
0 | (1,3 83) |
0 | 0 | (5,0 01) |
(52 1) |
0 |
| Bal e, S ept ber 30 200 7, i rda wit h IF RS anc em n a cco nce |
19,2 22 |
82,8 34 |
125 | 7,08 0 |
0 | 3,2 57 |
2,7 98 |
0 | 13,1 23 |
(28 ,535 ) |
(11 ,860 ) |
| Bal e, J 1 2 008 , in ord ith IFR S anc anu ary acc anc e w |
24, 712 |
117 ,203 |
146 | 1,8 33 |
(45 ,122 ) |
7,2 53 |
2,2 75 |
0 | 19,2 28 |
10, 860 |
(12 ,723 ) |
| Pro fit a fter tax f th riod 1/1 -30 /9/2 008 es o e pe |
0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | (8,4 12) |
0 |
| Div iden ds |
0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Cha in du e to fit d istri buti nge rese rves pro on |
0 | 0 | 0 | 101 | 0 | 0 | 0 | 0 | 0 | (10 1) |
0 |
| Incr e in sha apit al th gh c apit aliz atio n of miu pita l sto ck eas re c rou pre m o n ca |
51,8 91 |
(51 ,89 1) |
0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Dec f sh ital for offs ettin rior iod loss rea se o are cap g p per es |
(47 ,839 ) |
0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 47, 839 |
0 |
| Dec f sh ital by r rnin sh t o sh hold etu rea se o are cap g ca are ers |
(4,0 51) |
0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Sha apit al in re c crea se e xpe nse s |
0 | (58 6) |
0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| (Inc se) / De f tre har rea crea se o asu ry s es |
0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | (14 3) |
| Rev alua tion of inve stm ents in f air v alue |
0 | 0 | 0 | 0 | 0 | 0 | 0 | (1,9 24) |
0 | 0 | 0 |
| Rev alua tion of pert pro y |
0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 1,08 6 |
0 | 0 |
| Cha s of rtici pati inte rest in e xist ent sub sidi arie d nge pa on s an soli dat ion of n sub sidi arie con ew s |
0 | 0 | (34 ) |
(12 9) |
1,94 8 |
(79 6) |
(17 4) |
0 | (99 8) |
4,1 56 |
0 |
| Bal e, S ber 30 200 8, i rda wit h IF RS ept anc em n a cco nce |
24, 712 |
64,7 26 |
112 | 1,80 5 |
(43 ) ,174 |
6,45 7 |
2,1 01 |
(1,9 24) |
19,3 16 |
54,3 43 |
(12 ) ,866 |
| Sh are ita l ca p |
Pre miu m on ita l st k ca p oc |
Sta tut ory Re se rve |
Me rge r res erv e |
Ta x r es erv es |
Ba lan ce rrie d ca for rd wa |
Tre as ury sh are s |
To tal |
|
|---|---|---|---|---|---|---|---|---|
| Ba lan Ja 1 20 07 in rda ith IF RS ce nu ary ac co nc e w , , |
19 22 2 , |
82 83 4 , |
1, 42 0 |
0 | 2, 2 55 |
( 42 29 6) , |
0 | 63 73 1 , |
| Pro fit aft tax of the rio d 1 /1- 30 /9/ 20 07 er es pe |
0 | 0 | 0 | 0 | 0 | 6, 53 3 |
0 | 6, 53 3 |
| Re cla ssi fica tio f re n o se rve s |
0 | 0 | 0 | 0 | 23 6 |
( 23 6) |
0 | 0 |
| Se RS Ba lan tem be r 3 0 2 00 7, in rda ith IF ce p ac co nc e w , |
19 22 2 , |
82 83 4 , |
1, 42 0 |
0 | 2, 78 7 |
( 9) 35 99 , |
0 | 70 26 4 , |
| Ba lan Ja 1 20 07 in rda ith IF RS ce nu ary ac co nc e w , , |
24 71 2 , |
11 7, 20 3 |
1, 42 0 |
( 19 59 4) , |
2, 79 3 |
( 21 68 3) , |
( 86 3) |
10 3, 98 8 |
| Pro fit aft of the rio d 1 /1- 30 /9/ 20 07 tax er es pe |
0 | 0 | 0 | 0 | 0 | 150 7, |
0 | 15 0 7, |
| Inc of sh ita l th h c ita liza tio f p ium ita l rea se are ca p rou g ap n o rem on ca p sto ck |
51 89 1 , |
( 51 89 1) , |
0 | 0 | 0 | 0 | 0 | 0 |
| De f s ha ita l fo ffs ett ing ior rio d l cre as e o re ca p r o pr pe os se s |
( 47 83 9) , |
0 | 0 | 0 | 0 | 47 83 9 , |
0 | 0 |
| De f s ha ita l by tur nin h t ha reh old cre as e o re ca p re g c as o s ers |
( 4, 05 1) |
0 | 0 | 0 | 0 | 0 | 0 | ( 4, 05 1) |
| Sh ita l in are ca p cre as e e xp en se s |
0 | ( 58 6) |
0 | 0 | 0 | 0 | 0 | ( 58 6) |
| ( ) / D of Inc tre sh rea se ec rea se as ury are s |
0 | 0 | 0 | 0 | 0 | 0 | ( ) 54 |
( ) 54 |
| Ba lan Se tem be r 3 0 2 00 8, in rda ith IF RS ce p ac co nc e w , |
24 71 2 , |
64 72 6 , |
1, 42 0 |
( 19 59 4) , |
2, 79 3 |
33 30 6 , |
( 91 7) |
10 6, 44 6 |
| (Amounts are expressed in thousands Euro, unless otherwise stated) | ||
|---|---|---|
| CASH FLOW STATEMENT | GROUP | COMPANY | |||
|---|---|---|---|---|---|
| 1/1-30/9/2008 | 1/1-30/9/2007 | 1/1-30/9/2008 | 1/1-30/9/2007 | ||
| Cash flows from operating activities: | |||||
| Profit before taxes | (13,124) | 34,403 | 9,717 | 6,544 | |
| Plus (less) adjustments for: | |||||
| Depreciation and amortization | 11,900 | 8,765 | 562 | 1 | |
| Provisions | 2,927 | 1,447 | 44 | 6 | |
| Loss / (gain) from disposal of fixed assets | 96 | 1,639 | (8,792) | 0 | |
| Loss / (gain) from sales and valuation of investments | 16,824 | (26,017) | (552) | (4,961) | |
| Amortization of government grants for investments in fixed assets | (110) | (27) | 0 | 0 | |
| Income from holdings | 0 | (38) | (1,008) | (2,262) | |
| Loss / (gain) from associates | (535) | (127) | 0 | 0 | |
| Interest charges and other related expenses | 14,173 | 8,199 | 2,080 | 539 | |
| 32,150 | 28,247 | 2,051 | (133) | ||
| Plus / (less) adjustments for changes in working capital or operating activities accounts: |
|||||
| Increase) / (decrease) in inventories | 3,228 | (903) | 187 | 0 | |
| (Increase) / decrease in receivables | (13,867) | (38,205) | 781 | (6,749) | |
| (Increase) / decrease in long-term assets | 354 | 1,468 | (0) | 0 | |
| Increase / (decrease) in payables (except bank liabilities) | (31,205) | 60,360 | (14,860) | 6,484 | |
| (Less): | |||||
| Interest charges and other related paid-up expenses | (15,624) | (9,459) | (2,109) | (539) | |
| Income taxes paid | (13,026) | (7,798) | (2,012) | (1,019) | |
| Net cash (used in) / generated from operating activities (a) | (37,990) | 33,708 | (15,962) | (1,956) | |
| Cash flows from investing activities: | |||||
| Acquisitions of subsidiaries, associates, joint ventures and other investments | (55,355) | (89,909) | (11,225) | (17,115) | |
| Purchase of treasury shares | (143) | 0 | (54) | 0 | |
| Purchase of tangible & intangible assets | (35,955) | (17,457) | (339) | (4) | |
| Proceeds from tangible and intangible assets sales | 698 | 6,359 | 14,403 | 0 | |
| Proceeds from holdings and securities sales | 25,159 | 33,517 | 3,476 | 8,291 | |
| Income from securities | 1,803 | 808 | 0 | 0 | |
| Interest received | 854 | 452 | 29 | 0 | |
| Proceeds from government grants for investments in fixed assets | 4 | 2 | 0 | 0 | |
| Dividends received | 0 | 0 | 1,008 | 2,262 | |
| Net cash used in / from investing activities (b) | (62,935) | (66,228) | 7,297 | (6,566) | |
| Cash flows from financing activities: | |||||
| Proceeds from share capital increase | 0 | 0 | 0 | 0 | |
| Share capital increase expenses | (586) | 0 | (586) | 0 | |
| Proceeds from (settlement of) borrowings | 108,839 | 69,110 | 9,526 | 9,033 | |
| Proceeds/ Repayment of finance lease liabilities | (2,194) | 6,749 | 0 | 0 | |
| Dividends paid | (3,503) | (4,999) | (273) | (432) | |
| Fees of Board of Directors' members | (611) | (212) | 0 | 0 | |
| Net cash generated from / (used in ) financing activities (c) | 101,944 | 70,648 | 8,666 | 8,601 | |
| Net increase / (decrease) in cash & cash equivalents (a)+(b)+(c) | 1,019 | 38,129 | 1 | 79 | |
| Cash & cash equivalents at the beginning of the period | 30,843 | 13,146 | 363 | 73 | |
| Cash & cash equivalents at end of the period | 31,863 | 51,274 | 364 | 153 |
| Board of Directors: | Terzopoulos Apostolos (Chairman) Doumanoglou Panagiotis (Managing Director) Nanopoulos Dimitrios (non-executive Member) Nikolaidis Petros (non-executive Member) Paka Paraskevi (non-executive Member) |
|---|---|
| Registered office: | 2 Ermou Street , Athens Athens GR-105 63 Greece |
| S.A. Reg. Number: | 16226/06/Β/87/17 |
| Auditing Firm: | BDO PROTYPOS HELLENIC AUDITING Co A.E. 81 Patission Street & Heyden 8-10 Athens GR-104 34, Greece |
The Group of Companies AXON HOLDINGS S.A. is primarily operating in the following sectors: (a) the establishment, organization and operation of clinics and scientific centers fitted out with advanced technology equipment as well as the provision of all manner of medical services; (b) the production and trade of defense technology information systems and (c) the provision of stock exchange trading and financial services.
The registered offices of the Group's Parent Company AXON HOLDINGS S.A. (the Company or the Parent Company) are located at 2 Ermou Str., Athens.
The shares of the Parent Company are traded in the Athens Stock Exchange (classified in the Large Capitalization Category).
The interim financial statements for the period ended 30/9/2008 (1/1 – 30/9/2008) have been prepared in accordance with the International Financial Reporting Standards (IFRS) which have been published by the International Accounting Standards Board as well as the Interpretations published by the Standard Interpretations Committee. Also, the interim financial statements in question are consistent with the provisions of IAS 34 "Interim Financial Reporting" and there no Standards that have been implemented prior to the effective date of their implementation.
The attached interim corporate and consolidated financial statements have been prepared in accordance with the historical cost principle, with the exception of specific categories of tangible assets (buildings and land) and certain investments in shares and property that were valuated at fair value. Also, the aforementioned interim financial statements have been prepared on the basis of the going concern principle.
The interim financial statements for the period ended 30/9/2008 (1/1 – 30/9/2008) have been approved for publishing by the Board of Directors on 27 November 2008.
All figures in the interim financial statements are expressed in thousands of euro. It is noted that minor deviations are due to rounding up of figures.
The interim financial statements for the period ended 30/9/2008 (1/1 – 30/9/2008) have been prepared on the basis of the same accounting principles and methods applied to the preparation of the annual financial statements for the year ended 31 December 2007. Therefore, the attached interim financial statements should be read in conjunction with the annual thorough financial statements for the year ended 31 December 2007, uploaded to the Company's website, which contain a detailed analysis of the accounting principles, methods and estimates used as well as an analysis of the significant items of the financial statements with the exception of the following cases:
The Group has implemented during the current (3rd) quarter of the closing period and before their implementation date the revised provisions of IAS 23, according to which borrowing costs directly concerning health activities and in particular the construction, conversion and heavy maintenance of clinics and related premises have been capitalized and classified in the ″Fixed assets under construction″ category instead of being recognized as an expense in the closing period. More details are set out in Note 9.
The Group has implemented during the current (3rd) quarter of the closing period, as was entitled to, the revised provisions of IAS 39 regarding financial instruments' reclassification on the basis of which the investment in IASO S.A. has been reclassified from the ″Financial assets at fair value through profit or loss″ category to the ″Financial assets available for sale″ category. More details are set out in Note 14.
The International Accounting Standards Board along with the Standard Interpretations Committee have issued a number of new financial reporting standards and interpretations as well as amendments of existing standards, whose adoption is mandatory for the accounting periods beginning on or after 1 January 2009 (unless mentioned otherwise below). The assessment of the Company's Management regarding the adoption effect of these new standards and interpretations is stated below:
In the amended edition of IAS 23 the option of immediately expensing the borrowing costs has been removed. On the contrary, it requires an entity to capitalize borrowing costs directly attributable to the acquisition, construction or production of a qualifying asset (one that takes a substantial period of time to get ready for use or sale, as defined in IAS 23) as part of the cost of that asset. The amendment of this standard has not been adopted yet by the European Union. The Group has implemented the aforementioned amendment since the current (3rd) quarter of the closing period and before the implementation date in force. More details are set out in Note 9.
The most significant amendments of the revised IFRS 3 and IAS 27 are: a) the more extensive use of fair value through profit or loss; b) the recalculation of the participating interest when the control over an entity's operations is regained or lost; c) the direct recognition in equity of the effect of all the changes in the participating interest in controlled and not controlled entities, that do not lead to a loss of control; and d) the rendering of weight to the price that has been paid to the seller rather than the expenses that the buyer has incurred when gaining control over an entity, resulting in the costs that are associated with the acquisition and the changes to the initial price not be included in the combination cost but be often included in the income statement. The amendment of these standards has not been adopted yet by the European Union.
The amended IAS 1 requires the statement of changes in equity to comprise only transactions with the shareholders. As a result, a new statement of comprehensive income is introduced and the dividends to the shareholders will appear only in the statement of changes in equity or in the notes to the financial statements. The amendment of this standard has not been adopted yet by the European Union.
IFRS 8 requires the provided segment information to be presented on the same basis as that used for internal reporting purposes. The information disclosed is the information that management uses in assessing the efficiency of each segment as well as the way financial and other resources are allocated to each segment. Management does not anticipate that the application of this standard will result in any material change in the manner that the segments are reported under IAS 14 "Segment Reporting". IFRS 8 has not been adopted yet by the European Union.
The amended IAS 39 enables an entity to define a part of the change in the fair value or cash flow fluctuation of a financial asset as a hedged item. An entity can define the changes in fair value or cash flow linked to a single risk as the hedged item, in an effective hedging relationship. The Group is in the process of assessing the likely effect from the application of the aforementioned amendment.
The amendments of IAS 39 and IFRS 7 make an allowance for an entity to reclassify nonderivative financial assets (except for those that have been recognized, according to fair value principle, at fair value through profit or loss at initial recognition) from the ″Financial assets at fair value through profit or loss″ category, in special cases only. Moreover, the aforementioned amendments allow the reclassification of financial assets, classified as ″available for sale″ or ″Financial assets at fair value through profit or loss″, that fulfill the borrowings and receivables definition (except for those that have been recognized, according to fair value principle, at fair value through profit or loss at initial recognition) to the borrowings and receivables category, if the Company has the intention and ability to maintain the financial asset in the near future or until its expiration date. The Group has implemented the aforementioned amendment since the current (3rd) quarter of the closing period. More details are set out in Note 14.
This interpretation requires arrangements whereby an employee is granted rights to an entity's equity instruments to be accounted for as an equity-settled scheme by an entity even if the entity chooses or is required to buy those equity instruments from another party, or the shareholders of the entity provide the equity instruments needed. The Interpretation also extends to the way in which subsidiaries, in their separate financial statements, account for schemes where their employees receive rights to equity instruments of the parent. The Interpretation is not relevant to the Group's operations and has not been adopted yet by the European Union.
This Interpretation addresses how service concession operators should apply existing IFRS to account for the liabilities they undertake and the rights they receive in the relevant service concession arrangements. Based on the IFRIC, service concession operators should not
recognize the relevant infrastructure as property, plant and equipment, but recognize a financial asset or an intangible asset. The Interpretation is not relevant to the Group's operations and has not been adopted yet by the European Union.
The International Financial Reporting Interpretations Committee (IFRIC) issued a new interpretation relating to the application of IAS 18 "Revenue Recognition". IFRIC 13 "Customer Loyalty Programs" clarifies that where entities grant award credits (e.g. loyalty points or reward miles) as part of a sale transaction and customers can redeem those award credits in the future for free or discounted goods or services, IAS 18 paragraph 13 shall apply. This requires that the award credits are treated as a separate component of the sales transaction and an amount of the consideration received or receivable needs to be allocated to the award credits. The timing of the recognition of this element of revenue is deferred until the entity satisfies its obligations relating to the award credits, either by supplying the rewards directly or by transferring the obligation to a third party. The Group is in the process of assessing the effect from the application of the aforementioned Interpretation.
IFRIC 14 provides guidance on how to assess the risk presented in IAS 19 with respect to the amount of goodwill that can be recognized as an asset. It also explains how the pension asset or liability item may be affected by a statutory or contractual minimum funding requirement. The Interpretation is not relevant to the Group's and the Company's operations.
IFRIC 15 provides guidance on whether agreements for the construction of real estate fall under the implementation scope of IAS 11 ″Construction Contracts″ and as a result the respective revenue should be recognized on a percentage-of-completion basis of the real estate or under the scope of IAS 18 ″Revenue″ that implies recognition of the revenue only when the risks and rewards of ownership of the real estate are transferred. The Management is considering the effect of implementing the aforementioned Interpretation on the financial statements of the Company and the Group. The Interpretation has not been adopted yet by the European Union.
IFRIC 16 applies to an entity that hedges the foreign currency risk arising from its net investments in foreign operations and qualifies for hedge accounting in accordance with IAS 39. The Interpretation provides guidance concerning on how an entity should determine the amounts to be reclassified from equity to profit or loss for both the hedging instrument and the hedged item. The Interpretation is not relevant to the Group's or the Company's operations.
The Group AXON HOLDINGS S.A. includes the following companies:
| COMPANY | REGISTERED OFFICE |
PRINCIPAL ACTIVITY |
PARTICIPATION PERCENTAGE |
CONSOLIDATION METHOD |
TYPE OF PARTICIPATION |
|---|---|---|---|---|---|
| AXON HOLDINGS S.A. | Athens | Holdings company | Parent | Full | - |
| Ι. Subsidiaries | |||||
| EUROMEDICA S.A. | Athens | Medical services | 59.8% | Full | Direct & Indirect |
| "ORASIS" HELLENIC OPHTHALMOLOGICAL CENTER S.A. |
Athens | Medical services | 42.5% | Full | Indirect |
| "IPPOKRATIS" CENTER OF NUCLEAR MEDICINE S.A. |
Thessaloniki | Medical services | 35.9% | Full | Indirect |
| "YGEIA VOLOU" MEDICAL DIAGNOSTIKO CENTER VOLOS S.A. |
Volos | Medical services | 30.5% | Full | Indirect |
| "MELAMBUS" MEDICINE S.A. | Larissa | Medical services | 44.4% | Full | Indirect |
| "THEOTOKOS" MAIEYTIKI GYNEKOLOGIKI KLINIKI LARISAS S.A. |
Larissa | Medical services | 46.7% | Full | Indirect |
| EUROMEDICA POLIDIAGNOSTIKO CENTER LARISA S.A. |
Larissa | Medical services | 41.9% | Full | Indirect |
| "PYLI AXIOU" PRIVATE DIAGNOSTIKO CENTER S.A. |
Thessaloniki | Medical services | 44.4% | Full | Indirect |
| "GENESIS" MAIEYTIKI GYNECOLOGIKI KLINIKI THESSALONIKIS S.A. |
Thessaloniki | Medical services | 29.9% | Full | Indirect |
| EUROMEDICA AROGI MEDICAL CENTER APOKATASTASI S.A. |
Thessaloniki | Medical services | 54.1% | Full | Indirect |
| GENERAL CLINIC OF DODEKANISA S.A. | Rhodes | Medical services | 33.9% | Full | Indirect |
| EURO PROCUREMENT S.A. | Athens | Marketing of medical consumables |
59.7% | Full | Indirect |
| SONAK S.A. | Athens | Production of defensive technology systems |
50.0% | Full | Direct |
| AXON SECURITIES S.A. | Athens | Stock market transaction services |
40.0% | Full | Direct |
| DATA DESIGN S.A. | Athens | Marketing of information technology systems |
47.8% | Full | Indirect |
| MURLOCH S.A. | Cyprus | Airlines | 100.0% | Full | Direct |
| MAGNITIKI TOMOGRAPHIA VOLOS S.A. | Volos | Medical services | 19.4% | Full | Indirect |
| SERRES AXONIKOS TOMOGRAPHOS S.A. | Serres | Medical services | 28.1% | Full | Indirect |
| PROLIPTIKI IATRIKI P. FALIROU L.T.D. | Athens | Medical services | 29.3% | Full | Indirect |
| YGEIA MAGNITIKI DIAGNOSI PTOLEMAIDA S.A. | Ptolemaida | Medical services | 29.3% | Full | Indirect |
| EUROMEDICA FINANCE Νο 1 S.A. | Luxembourg | Securitization | 59.8% | Full | Indirect |
| TOURISTIC ENTERPRISES W. MACEDONIA S.A. | Florina | Hospitality services | 58.6% | Full | Indirect |
| EGEFALOS PELOPONNISOU S.A. | Athens | Organization of medical units |
100.0% | Full | Direct |
| "ARISTOTELEIO" PRIVATE DIAGNOSTIKO LABORATORY AXONIKOS TOMOGRAPHOS MEDICAL S.A. |
Thessaloniki | Medical services | 31.2% | Full | Indirect |
| AXIAL AND DIAGNOSTIC OF CORINTHOS S.A. | Korinthos | Medical services | 24.8% | Full | Indirect |
| MEDIΝET ALEXANDROUPOLIS PRIVATE DIAGNOSTIC LABORATORY S.A. |
Alexandroupoli | Medical services | 29.3% | Full | Indirect |
|---|---|---|---|---|---|
| AROGI S.A. | Larissa | Medical services | 29.9% | Full | Indirect |
| APOKATASTASI S.A. | Larissa | Medical services | 35.9% | Full | Indirect |
| EUROMEDICA ANATOLIKI ATTIKI PRIVATE MULTIMEDICAL CENTER S.A. |
Athens | Medical services | 43.0% | Full | Indirect |
| IONIOS GENERAL CLINIC S.A. UTILIZATION AND FUNCTION OPERATOR QUARANTINE ABSTRACTION S.A. (CORFU) |
Corfu | Medical services | 55.2% | Full | Indirect |
| IATRIKI MEGARON PRIVATE DIAGNOSTIC LABORATORY S.A. |
Athens | Medical services | 56.9% | Full | Indirect |
| IONIA PRIVATE POLYIATRIKI IATRIKI S.A. | Eleusina | Medical services | 53.8% | Full | Indirect |
| IONIA NEFROLOGIKI UNIT OF YEAR DIALYSIS S.A. |
Eleusina | Medical services | 29.3% | Full | Indirect |
| GALINOS MEDICAL DIAGNOSTIC TRIKALON S.A. | Trikala | Medical services | 26.9% | Full | Indirect |
| MULTI-DIAGNOSTIC CENTER OF PIERIAS S.A. | Pieria | Medical services | 40.0% | Full | Indirect |
| PRIVATE NEUROPSYCHIATRIC CLINIC KASTALIA S.A. |
Karditsa | Medical services | 29.9% | Full | Indirect |
| IPPOKRATIS PRIVATE POLYIATRIO MEDICAL S.A. |
Nikea | Medical services | 31.5% | Full | Indirect |
| IPPOKRATIS MAGNETIC TOMOGRAPHY S.A. | Nikea | Medical services | 26.8% | Full | Indirect |
| N. IONIA AXONIC TOMOGRAPHY S.A. | Volos | Medical services | 23.9% | Full | Indirect |
| PRIVATE POLYIATRIO IATRIKI S.A. (MEDICINE DIAGNOSIS OF LESVOS S.A.) |
Mitilini | Medical services | 20.9% | Full | Indirect |
| MEDINET KAVALAS PRIVATE DIAGNOSTIC CENTER S.A. |
Kavala | Medical services | 20.3% | Full | Indirect |
| EUROMEDICA AROGI ACHAIAS S.A.- REHABILITATION, RESTITUTION AND NURSING CENTER FOR ELDER |
Athens | Medical services | 59.8% | Full | Indirect |
| ΕUROMEDICA LYDIA KAVALAS S.A. | Kavala | Medical services | 30.2% | Full | Indirect |
| GENIKI THERAPEFTIKI (General Treatment) PRIVATE CLINIC S.A. |
Thessaloniki | Medical services | 29.9% | Full | Indirect |
| EUROMEDICA ALBANIA HOLDINGS S.A. | Athens | Medical services | 60.2% | Full | Indirect |
| IONIA-EUROMEDICA PRIVATE POLYIATRIO MEDICAL S.A. |
Aspropyrgos | Medical services | 29.3% | Full | Indirect |
| DIAGNOSTIC CENTER IKEDA LTD | Tirana | Medical services | 30.7% | Full | Indirect |
| AXON MANAGEMENT S.A. | Iraklio, Crete | Mutual Fund management |
80.0% | Full | Direct |
| AXON FINANCE S.A. | Athens | Financial services | 60.0% | Full | Direct |
| PRIVATE DIAGNOSTIC LABORATORY EURODIAGNOSIS CORFU S.A. |
Corfu | Medical services | 20.9% | Full | Indirect |
| EUROMEDICA SERRES S.A. | Serres | Medical services | 28.1% | Full | Indirect |
| DIAGNOSTIC CENTER LARISAS S.A. | Larissa | Medical services | 25.1% | Full | Indirect |
| NEUROLOGICAL PSYCHIATRIC CLINIC A. PISSALIDIS – A. KARIPIS S.A. |
Thessaloniki | Medical services | 29.9% | Full | Indirect |
| PRIVATE DIAGNOSTIC LABORATORY ALEXANDRIO S.A. |
Thessaloniki | Medical services | 29.3% | Full | Indirect |
| PRIVATE DIAGNOSTIC LABORATORY OF WESTERN THESSALONIKI S.A. |
Thessaloniki | Medical services | 25.1% | Full | Indirect |
| EUROGENETIC S.A. – PROTYPOS CENTER OF RESEARCH AND APPLICATION OF MOLECULAR BIOLOGY |
Thessaloniki | Medical services | 23.9% | Equity method | Indirect |
|---|---|---|---|---|---|
| MEDITRON S.A. | Thessaloniki | Marketing and service of medical equipment |
23.9% | Equity method | Indirect |
| DORMED HELLAS S.A. | Thessaloniki | Marketing and service of medical equipment |
23.0% | Equity method | Indirect |
| MEDICINE DIAGNOSTIC LABORATORY KOZANI S.A. |
Kozani | Medical services | 12.6% | Equity method | Indirect |
| MEDITREND S.A. | Athens | Medical services | 29.9% | Equity method | Indirect |
| EUROMEDICA KARDITSAS S.A. | Karditsa | Medical services | 14.4% | Equity method | Indirect |
| EUROHOSPITAL S.A. | Athens | Hospitals management | 29.9% | Equity method | Indirect |
The country in which the above-mentioned companies have their registered offices is Greece save EUROMEDICA FINANCE No 1 S.A. and the newly-acquired DIAGNOSTIC CENTER IKEDA LTD which are based in Luxemburg and Albania respectively.
At the preparation of the interim financial statements, the income statements of all the above subsidiaries and associates were included in the consolidated financial statements of the Group for the following periods:
| Company | Period of inclusion in the consolidated financial statements of the current period |
Period of inclusion in the consolidated financial statements of the previous comparative period |
|---|---|---|
| AXON HOLDINGS S.A. | ||
| Ι. Subsidiaries | ||
| EUROMEDICA S.A. | 1/1-30/9/2008 | 1/1-30/9/2007 |
| "ORASIS" HELLENIC OPHTHALMOLOGICAL CENTER S.A. | 1/1-30/9/2008 | 1/1-30/9/2007 |
| "IPPOKRATIS" CENTER OF NUCLEAR MEDICINE S.A. | 1/1-30/9/2008 | 1/1-30/9/2007 |
| "YGEIA VOLOU" MEDICAL DIAGNOSTIKO CENTER VOLOS S.A. | 1/1-30/9/2008 | 1/1-30/9/2007 |
| "MELAMBUS" MEDICINE S.A. | 1/1-30/9/2008 | 1/1-30/9/2007 |
| "THEOTOKOS" MAIEYTIKI GYNEKOLOGIKI KLINIKI LARISAS S.A. | 1/1-30/9/2008 | 1/1-30/9/2007 |
| EUROMEDICA POLIDIAGNOSTIKO CENTER LARISA S.A. | 1/1-30/9/2008 | 1/1-30/9/2007 |
| "PYLI AXIOU" PRIVATE DIAGNOSTIKO CENTER S.A. | 1/1-30/9/2008 | 1/1-30/9/2007 |
| "GENESIS" MAIEYTIKI GYNECOLOGIKI KLINIKI THESSALONIKIS S.A. | 1/1-30/9/2008 | 1/1-30/9/2007 |
| EUROMEDICA AROGI MEDICAL CENTER APOKATASTASI S.A. | 1/1-30/9/2008 | 1/1-30/9/2007 |
| GENERAL CLINIC OF DODEKANISA S.A. | 1/1-30/9/2008 | 1/1-30/9/2007 |
| EURO PROCUREMENT S.A. | 1/1-30/9/2008 | 1/1-30/9/2007 |
|---|---|---|
| SONAK S.A. | 1/1-30/9/2008 | 1/1-30/9/2007 |
| AXON SECURITIES S.A. | 1/1-30/9/2008 | 1/1-30/9/2007 |
| ELSON S.A. | 1/1-30/9/2008 | 1/1-30/9/2007 |
| DATA DESIGN S.A. | 1/1-30/9/2008 | 1/1-30/9/2007 |
| PRISMA TECHNOLOGIKI S.A. | 1/1-30/9/2008 | 1/1-30/9/2007 |
| ΝΕOS EGEFALOS S.A. | 1/1-30/9/2008 | 1/1-30/9/2007 |
| "ARISTOTELEIO" PRIVATE DIAGNOSTIKO LABORATORY AXONIKOS TOMOGRAPHOS MEDICAL S.A. |
1/1-30/9/2008 | 1/1-30/9/2007 |
| AXIAL AND DIAGNOSTIC OF CORINTHOS S.A. | 1/1-30/9/2008 | 1/1-30/9/2007 |
| MEDIΝET ALEXANDROUPOLIS PRIVATE DIAGNOSTIC LABORATORY S.A. | 1/1-30/9/2008 | 1/1-30/9/2007 |
| AROGI S.A. | 1/1-30/9/2008 | 1/1-30/9/2007 |
| APOKATASTASI S.A. | 1/1-30/9/2008 | 1/7-30/9/2007 |
| EUROMEDICA ANATOLIKI ATTIKI PRIVATE MULTIMEDICAL CENTER S.A. | 1/1-30/9/2008 | 1/4-30/9/2007 |
| IONIOS GENERAL CLINIC S.A. UTILIZATION AND FUNCTION OPERATOR QUARANTINE ABSTRACTION S.A. (CORFU) |
1/1-30/9/2008 | 1/4-30/9/2007 |
| IATRIKI MEGARON PRIVATE DIAGNOSTIC LABORATORY S.A. | 1/1-30/9/2008 | 1/4-30/6/2007 |
| IONIA PRIVATE POLYIATRIKI IATRIKI S.A. | 1/1-30/9/2008 | 30/9/2007 |
| IONIA NEFROLOGIKI UNIT OF YEAR DIALYSIS S.A. | 1/1-30/9/2008 | 1/9-30/9/2007 |
| GALINOS MEDICAL DIAGNOSTIC TRIKALON S.A. | 1/1-30/9/2008 | 1/9-30/9/2007 |
| MULTI-DIAGNOSTIC CENTER OF PIERIAS S.A. | 1/1-30/9/2008 | 1/7-30/9/2007 |
| PRIVATE NEUROPSYCHIATRIC CLINIC KASTALIA S.A. | 1/1-30/9/2008 | - |
| IPPOKRATIS PRIVATE POLYIATRIO MEDICAL S.A. | 1/1-30/9/2008 | - |
| IPPOKRATIS MAGNETIC TOMOGRAPHY S.A. | 1/1-30/9/2008 | - |
| N. IONIA AXONIC TOMOGRAPHY S.A. | 1/1-30/9/2008 | - |
| PRIVATE POLYIATRIO IATRIKI S.A. (MEDICINE DIAGNOSIS OF LESVOS S.A.) | 1/1-30/9/2008 | - |
| MEDINET KAVALAS PRIVATE DIAGNOSTIC CENTER S.A. | 1/1-30/9/2008 | - |
| "ARISTOTELEIO" PRIVATE DIAGNOSTIKO LABORATORY AXONIKOS TOMOGRAPHOS MEDICAL S.A. |
1/1-30/9/2008 | - |
| AXIAL AND DIAGNOSTIC OF CORINTHOS S.A. | 1/3-30/9/2008 | - |
| MEDIΝET ALEXANDROUPOLIS PRIVATE DIAGNOSTIC LABORATORY S.A. | 1/2-30/9/2008 | - |
| AROGI S.A. | 1/2-30/9/2008 | - |
| APOKATASTASI S.A. | 1/1-30/9/2008 | - |
| (Amounts are expressed in thousands Euro, unless otherwise stated) | |||
|---|---|---|---|
| EUROMEDICA ANATOLIKI ATTIKI PRIVATE MULTIMEDICAL CENTER S.A. | 1/1-30/9/2008 | - |
|---|---|---|
| IONIOS GENERAL CLINIC S.A. UTILIZATION AND FUNCTION OPERATOR QUARANTINE ABSTRACTION S.A. (CORFU) |
1/1-30/9/2008 | - |
| EUROMEDICA AROGI ACHAIAS S.A.-REHABILITATION, RESTITUTION AND NURSING CENTER FOR ELDER |
1/7-30/9/2008 | - |
| ΕUROMEDICA LYDIA KAVALAS S.A. | 1/7-30/9/2008 | - |
| GENERAL TREATMENT PRIVATE CLINIC S.A. | 1/7-30/9/2008 | - |
| EUROMEDICA ALBANIA HOLDINGS S.A. | 1/4-30/9/2008 | - |
| IONIA-EUROMEDICA PRIVATE POLYIATRIO MEDICAL S.A. | 1/4-30/9/2008 | - |
| DIAGNOSTIC CENTER IKEDA LTD | 1/4-30/9/2008 | - |
| AXON MANAGEMENT MUTUAL FUNDS S.A. (ex PANCRETA HOLDINGS S.A.) | 14/6 – 30/9/2008 | - |
| AXON FINANCE S.A. | 1/4-30/9/2008 | - |
| PRIVATE DIAGNOSTIC LABORATORY EURODIAGNOSIS CORFU S.A. | 1/4-30/9/2008 | - |
| EUROMEDICA SERRES S.A. | 1/4-30/9/2008 | - |
| DIAGNOSTIC CENTER LARISAS S.A. | 15-30/9/2008 | - |
| NEUROLOGICAL PSYCHIATRIC CLINIC A. PISSALIDIS – A. KARIPIS S.A. | 25/8-30/9/2008 | - |
| PRIVATE DIAGNOSTIC LABORATORY ALEXANDRIO S.A. | 25-30/9/2008 | - |
| PRIVATE DIAGNOSTIC LABORATORY OF WESTERN THESSALONIKI S.A. | 25-30/9/2008 | - |
| EUROGENETIKI S.A. - PROTYPOS CENTER OF RESEARCH AND APPLICATION OF MOLECULAR BIOLOGY |
1/1-30/9/2008 | 1/1-30/9/2007 |
|---|---|---|
| MEDITRON S.A. | 1/1-30/9/2008 | 1/1-30/9/2007 |
| DORMED HELLAS S.A. | 1/1-30/9/2008 | 1/6-30/9/2007 |
| MEDICINE DIAGNOSTIC LABORATORY KOZANI S.A. | 1/1-30/9/2008 | - |
| MEDITREND S.A. | 1/4-30/9/2008 | - |
| EUROMEDICA KARDITSAS S.A. | 1/7-30/9/2008 | - |
| EUROHOSPITAL S.A. | 1/7-30/9/2008 | - |
During the current nine-month period the participating interests of the Group in subsidiaries and associates changed in the following way:
The Group increased its participating interest in the subsidiary company EUROMEDICA S.A. to 59.8%, from 57.1% on 31/12/2007. The aforementioned increase took place through: (a) the acquisition of 4.8% by the Parent Company of the Group in return for the total amount of € 7,754; (b) the acquisition of 0.8% (0.5% for the Group) from the subsidiary company EUROMEDICA S.A. (treasury shares) for a total amount of € 3,089; (c) the acquisition of 4.4% (2.6% for the Group) from the subsidiary company
EUROPROCUREMENT S.A. for a total amount of € 11,562; and (d) the reduction by 3.3% (1.6% for the Group) due to the decrease of the participating interest of the subsidiary company SONAK S.A. The increase in the holding of the Group in the subsidiary company EUROMEDICA S.A. resulted in the subsequent increase in the indirect shareholding of the Group in the subsidiaries operating in the healthcare industry.
company which amounts to € 100, whereas the remaining 49.5% belongs to various doctors. The new rehabilitation center will be constructed on a 15,000 m2 property and will cover a total area of 5,000 m2 .
The subsidiary company of the Group EUROPROCUREMENT S.A. acquired a participating interest of 50.0% (30.2% for the Group) in the share capital of MEDITREND S.A. for a total amount of € 1,119. The registered office of the company is located in Greece (Municipality of Dafni, Attica) and its object is the import and trading in Greece and abroad of sanitary material as well as the repair and maintenance of medical equipment.
On 9/4/2008 the subsidiary company of the Group EUROMEDICA S.A. acquired a participating interest of 35.0% (20.9% for the Group) in the share capital of PRIVATE DIAGNOSTIC LABORATORY EURODIAGNOSIS CORFU S.A. for a total amount of € 1,320 while also taking over the management of the subsidiary's operational activities. The company operates a vertically integrated diagnostic center in the city of Corfu with the following divisions: magnetic tomography, axial tomography, radiology, ultrasonography, Triplex, mastography and microbiology. The remaining participating interest of 65.0% belongs to 35 doctors of Corfu.
On 20/5/2008 the subsidiary company of the Group EUROMEDICA ALBANIA HOLDINGS S.A. proceeded to the take-over of 51.0% (30.7% for the Group) of the network of diagnostic centers of DIAGNOSTIC CENTER IKEDA LTD in Albania for a total amount of € 1,250. The initial agreement of the takeover also stipulated an extra payment of € 280 (under the condition of achieving certain goals) and € 375 (after a 24-month period and under the condition of achieving certain goals). DIAGNOSTIC CENTER IKEDA LTD was established in 1999 as a center of bronchoscopy in the city of Tirana. Nowadays through a network of 3 diagnostic centers (Tirana, Sukth and Kavaja), the company is one of the most expanded and well known networks of diagnostic centers in Albania cooperating with a large number of doctors. The diagnostic centers have departments of microbiological laboratory, axial tomography, cardiology, urology, pediatric, gastroenterology, radiology and other. DIAGNOSTIC CENTER IKEDA LTD considers the expansion of its operations to secondary care through the operation of a modern hospital in the region of Tirana.
On 13/6/2008 the Company proceeded to the acquisition of 50.0% of the venture capital from PANCRETA BANK S.A. for an amount of € 299 approximately. The remaining 50.0% belongs to the New Economy Development Fund (hereinafter T.A.N.E.O.). The initial amount of total assets of such venture capital is set to € 6 million while the unit holders have agreed on an increase up to € 40 million. The duration of the venture capital is set until 2015 while the investment period is set until 2012. The objective of the venture capital is to make investments in small and medium-sized Greek companies by participating, for instance, in share capital increases and issuance of bond loans. The Members of the Investment Committee of the venture capital will be Thomas Liakounakos, Nikos Haritakis, Hristos Alexakis, Antigoni Lymperopoulou and Takis Doumanoglou. The venture capital will be renamed "AXON – TANEO FUND". Furthermore, the Company, in the context of the aforementioned takeover, acquired control over the manager, namely AXON MANAGEMENT S.A. (former PANCRETA HOLDINGS S.A.) through the acquisition of a participating interest of 80.0% in the share capital of the company for an amount of € 104.
memorandum concerns the acquisition of the total number of shares from the associated doctors.
On 25/9/2008 the subsidiary company of the Group EUROMEDICA S.A. acquired a participating interest of 49.0% (29.3% for the Group) in the share capital of PRIVATE DIAGNOSTIC LABORATORY ALEXANDRIO S.A., while taking over the management of the subsidiary's operational activities. The company is based in Greece (Municipality of Thessaloniki) and operates an integrated diagnostic centre at a central street of Thessaloniki, Vassilisis Olgas. The acquisition of the aforementioned participation took place through EUROMEDICA S.A., for a total amount of € 103. The equity capital of the aforementioned company amounts to € 200 and is going to increase in the near future, through share capital increase. The remaining 51.0% of the company's share capital belongs to doctors.
On 25/9/2008 the subsidiary company of the Group EUROMEDICA S.A. acquired a participating interest of 42.0% (25.1% for the Group) in the share capital of PRIVATE DIAGNOSTIC LABORATORY OF WESTERN THESSALONIKI S.A., while taking over the management of the subsidiary's operational activities. The company is based in Greece (Municipality of Thessaloniki) and operates an integrated diagnostic centre in rented property which belongs to the Group's subsidiary company EUROMEDICA SA. The acquisition of the aforementioned participation took place for a total amount of € 198. The share capital of the above company amounts to € 450 and the remaining participating interest of 58.0% belongs to doctors.
The Management of the Group proceeds to estimates, assumptions and evaluation judgments in order to select the most suitable accounting principles and rules regarding the future development of events and any situations and transactions in progress. These estimates, judgments and assumptions are reviewed periodically so that they correspond to the current facts and reflect the current risks and are based on the previous experience of the Management of the Group regarding the nature and the level of the relative transactions and facts.
The basic estimates and judgments regarding data, the development of which could influence the financial statements for the next twelve months are as follows:
The Group conducts the impairment test of the goodwill that has emerged from mergers or acquisitions of companies over which the Group has acquired control or exercises substantial influence at least annually, as stipulated by the provisions of the IFRS. Part of the process of determination of the recoverable amount of each investment lies in the calculation of the value in use of the cash flow generating units to which the relative goodwill has been allocated. The calculation of the value in use requires the estimation of the forecasted (future) cash flows of each cash flow generating unit, as well as the choice of a suitable discount factor of these in the present.
In order that the Group recognizes income from contracts regarding the construction of projects and advanced technology services relevant to defense systems and technology, the Group uses, in accordance with IAS 11, the percentage of completion method. According to this method, at each balance sheet date, the cost that has been incurred for the implementation of the contracts that are in progress is compared to the total budgeted cost for the completion of each contract in order to determine the percentage of completion at the time. The cumulative effects of potential revisions and re-estimates of the budgeted cost of the projects as well as the contractual revenue are recorded during the financial years that these occur. The budgeted cost and the contractual revenue for each project construction
and advanced-technology services contract is defined after evaluating proceedings and they are reviewed and re-estimated at each balance sheet date.
The Group impairs the value of its trade receivables when there is evidence or indications that the collection of each receivable in whole or in part is not possible. The Management of the Group periodically reassesses whether the provision set up for doubtful debts is adequate in conjunction with the credit policy and data from the Group's Law Department, which arise from processing historic data and recent developments of each case.
As is has already been mentioned, the Group is primarily operating in the sectors of establishment, organization and operation of clinics and scientific centers fitted out with advanced technology equipment as well as the provision of all manner of medical services, the production and trade of defense technology information systems and the provision of stock exchange trading and financial services. During the first half of the current financial year, Group activities are analyzed as follows:
| Medical Services |
Information Technology, advanced technology and special applications |
Financial Transactions |
Elimination of intercompany transactions |
GROUP TOTAL |
|
|---|---|---|---|---|---|
| Sales to third parties | 166,439 | 18,605 | 1,956 | 0 | 187,000 |
| Less: Total cost of sales | (133,643) | (14,280) | (1,653) | 1 | (149,575) |
| Gross profit (loss) | 32,796 | 4,326 | 303 | 1 | 37,425 |
| Other operating income | 3,076 | 9,455 | 167 | (9,228) | 3,469 |
| Administrative expenses | (17,352) | (2,187) | (471) | 441 | (19,569) |
| Research and development expenses | 0 | (111) | 0 | (0) | (111) |
| Selling expenses | (1,265) | (148) | (21) | 30 | (1,404) |
| Other operational expenses | (671) | (1,353) | (173) | (113) | (2,310) |
| Operational profit (loss) | 16,584 | 9,981 | (196) | (8,869) | 17,500 |
| Finance cost | (14,173) | ||||
| Result of ordinary activities | 3,328 | ||||
| Investment income | (16,451) | ||||
| Results before taxes | (13,124) | ||||
| Income taxes | 1,737 | ||||
| Results after taxes | (11,387) | ||||
| Other information of the Income Statement | |||||
| Depreciation and amortization | 10,775 | 832 | 337 | (43) | 11,900 |
| Medical Services |
Information Technology, advanced technology and special applications |
Financial Transactions |
Elimination of intercompany transactions |
GROUP TOTAL |
|
|---|---|---|---|---|---|
| Sales to third parties | 139,097 | 18,198 | 3,623 | (1,042) | 159,875 |
| Less: Total cost of sales | (144,855) | (12,372) | (3,305) | 773 | (124,002) |
| Gross profit (loss) | 29,999 | 5,826 | 318 | (269) | 35,873 |
| Other operating income | 2,877 | 427 | 322 | (302) | 3,324 |
| Administrative expenses | (16,366) | (858) | (111) | 275 | (17,060) |
| Research and development expenses | 0 | (83) | 0 | 0 | (83) |
| Selling expenses | (1,972) | (168) | (38) | 2 | (2,177) |
| Other operational expenses | (2,359) | (691) | (160) | (56) | (3,265) |
| Operational profit (loss) | 12,179 | 4,453 | 331 | (351) | 16,612 |
| Finance cost | (8,199) | ||||
| Result of ordinary activities | 8,413 | ||||
| Investment income | 25,991 | ||||
| Results before taxes | 34,403 | ||||
| Income taxes | (8,197) | ||||
| Results after taxes | 26,206 | ||||
| Other information of the Income Statement | |||||
| Depreciation and amortization | 7,844 | 609 | 313 | 0 | 8,765 |
| Medical Services |
Information Technology, advanced technology and special applications |
Financial Transactions |
Elimination of intercompany transactions |
GROUP TOTAL |
|
|---|---|---|---|---|---|
| Investment in property, plant and equipment | 49,831 | 325 | 156 | (14,357) | 35,955 |
| Intangible assets | 3,468 | 126 | 409 | (311) | 3,692 |
| Tangible assets | 334,141 | 31,824 | 2,133 | (3,025) | 365,073 |
| Goodwill | 35,961 | 25,913 | 0 | 74,755 | 136,629 |
| Holdings and other investments | 253,649 | 71,356 | 4,408 | (267,580) | 61,833 |
| Other asset items | 272,524 | 113,650 | 10,420 | (106,263) | 290,331 |
| Total liabilities | (564,704) | (144,269) | (9,787) | 99,421 | (619,339) |
| Total equity | 335,039 | 98,601 | 7,582 | (203,002) | 238,220 |
| Medical Services |
Information Technology, advanced technology and special applications |
Financial Transactions |
Elimination of intercompany transactions |
GROUP TOTAL |
|
|---|---|---|---|---|---|
| Investment in property, plant and equipment | 30,292 | 5,284 | 134 | 0 | 35,710 |
| Intangible assets | 2,980 | 118 | 308 | (311) | 3,094 |
| Tangible assets | 293,984 | 35,029 | 2,415 | 5,673 | 337,101 |
| Goodwill | 41,849 | 17,378 | 0 | 54,190 | 113,417 |
| Holdings and other investments | 156,742 | 79,759 | 4,408 | (219,296) | 21,613 |
| Other asset items | 305,075 | 137,246 | 12,493 | (116,315) | 338,500 |
| Total liabilities | (465,006) | (177,913) | (11,585) | 101,032 | (553,472) |
| Total equity | 335,625 | 91,617 | 8,038 | (175,027) | 260,253 |
The financial income and expenses are analyzed as follows:
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30/9/2008 | 30/9/2007 | 30/9/2008 | 30/9/2007 | |
| Interest charges from bank liabilities | 16,731 | 9,173 | 2,103 | 538 |
| Other financial expenses | 99 | 287 | 6 | 1 |
| Total financial expenses | 16,830 | 9,459 | 2,109 | 539 |
| Interest and related income | 854 | 452 | 29 | 0 |
| Other financial income | 1,803 | 808 | 0 | 0 |
| Total financial income | 2,657 | 1,260 | 29 | 0 |
| Net financial income (expenses) | (14,173) | (8,199) | (2,080) | (539) |
Investment income (expense) is analyzed as follows:
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30/9/2008 | 30/9/2007 | 30/9/2008 | 30/9/2007 | |
| Profit from holdings | 0 | 38 | 1,008 | 2,262 |
| Profit from participation in associates | 535 | 127 | 0 | 0 |
| Profits from investments valuation | 0 | 16,996 | 0 | 0 |
| Profits from sales of investments | 7,194 | 10,005 | 259 | 4,961 |
| Total investment income | 7,729 | 27,165 | 1,266 | 7,223 |
| Expenses and losses from investments | 198 | 1,174 | 0 | 87 |
| Loss from investments valuation | 23,983 | 0 | 0 | 0 |
| Total investment expenses | 24,180 | 1,174 | 0 | 87 |
| Net income (expenses) from investments | (16,451) | 25,991 | 1,266 | 7,135 |
The profit of € 7,195 from the sale of investments regards mainly the profit which resulted from the sale of the subsidiary company EUROMEDICA S.A. shares by the amount of € 5,921, profit from the liquidation of the subsidiary company NEOS EGEFALOS S.A. by the amount of € 1,216 and profit from the sale of other securities by the amount of € 57. Losses
from investments valuation coming to € 23,983 concern the loss established at the end of the current period from valuation of the Group's investment in IASO S.A. that is listed in the Athens Stock Exchange and until 30/6/2008 had been included in the category "financial assets at fair value through profit or loss" (see also note 14).
Basic earnings (losses) per share are calculated by dividing profits (losses) attributable to shareholders by the weighted average number of outstanding shares, including shares issued in the current year, and are analyzed as follows:
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30/9/2008 | 30/9/2007 | 30/9/2008 | 30/9/2007 | |
| Net profit attributable to common equity holders of the parent | (8,412) | 13,625 | 7,150 | 6,533 |
| Weighted average number of outstanding shares | 40,511,610 | 31,511,610 | 40,511,610 | 31,511,610 |
| Less: Weighted average number of treasury shares | 2,249,715 | 2,564,337 | 189,706 | 0 |
| Total weighted average number of outstanding shares | 38,261,895 | 28,947,273 | 40,321,904 | 31,511,610 |
| Basic Earnings (losses) per share (in €) | (0.2198) | 0.4707 | 0.1773 | 0.2073 |
The tangible assets of the Group are analyzed as follows:
| GROUP | |||||||
|---|---|---|---|---|---|---|---|
| Land | Buildings and installations |
Machinery and equipment |
Transportation means |
Furniture and fixtures |
Construction in progress |
Total | |
| Acquisition or valuation cost | |||||||
| On 31/12/2007 | 114,997 | 146,383 | 99,218 | 1,612 | 22,644 | 11,410 | 396,263 |
| Additions in the period 1/1-30/9/2008 | 11,048 | 9,939 | 8,867 | 337 | 1,769 | 7,249 | 39,210 |
| Disposals in the period 1/1- 30/9/2008 |
0 | (21) | (983) | (11) | (203) | (3,940) | (5,158) |
| Consolidation of new subsidiaries | 22 | 4,165 | 3,058 | 43 | 1,476 | 383 | 9,147 |
| Total on 30/9/2008 | 126,067 | 160,466 | 110,161 | 1,981 | 25,686 | 15,102 | 439,462 |
| Accumulated depreciation | |||||||
| On 31/12/2007 | 0 | 8,819 | 38,283 | 847 | 11,213 | 0 | 59,162 |
| Additions in the period 1/1-30/9/2008 | 0 | 3,906 | 6,149 | 117 | 1,348 | 0 | 11,520 |
| Disposals in the period 1/1- 30/9/2008 |
0 | (3) | (352) | (9) | (121) | 0 | (485) |
| Consolidation of new subsidiaries | 0 | 1,972 | 1,418 | 42 | 759 | 0 | 4,192 |
| Total on 30/9/2008 | 0 | 14,694 | 45,498 | 997 | 13,200 | 0 | 74,388 |
| Net Book value | |||||||
| On 31/12/2007 | 114,997 | 137,563 | 60,935 | 765 | 11,431 | 11,410 | 337,101 |
| On 30/9/2008 | 126,067 | 145,772 | 64,662 | 984 | 12,487 | 15,102 | 365,074 |
The depreciation of the period (including the depreciation and amortization expenses of intangible assets) charged to the cost of sales totaled € 9,292 (2007: € 6,987), to the administrative expenses € 2,534 (2007: € 1,746), to the selling expenses € 37 (2007: € 13) and to the research and development expenses € 38 (2007: € 19).
Depreciation expenses equal to € 3,334 (2007: € 1,807) resulting from leasing contracts of machinery are included in the Income statement. The net book value of the leased equipment of the Group totaled € 38,136 (2007: € 25,276).
The tangible assets of the Company are analyzed as follows:
| COMPANY | ||||||||
|---|---|---|---|---|---|---|---|---|
| Land | Buildings and installations |
Machinery and equipment |
Transportation means |
Furniture and fixtures |
Construction in progress |
Total | ||
| Acquisition or valuation cost | ||||||||
| On 31/12/2007 | 22,780 | 11,600 | 5,000 | 13 | 68 | 0 | 39,461 | |
| Additions in the period 1/1-30/9/2008 | 0 | 0 | 0 | 312 | 4 | 0 | 316 | |
| Disposals in the period 1/1- 30/9/2008 |
(5,609) | 0 | 0 | (11) | 0 | 0 | (5,621) | |
| Total on 30/9/2008 | 17,171 | 11,600 | 5,000 | 314 | 72 | 0 | 34,156 | |
| Accumulated depreciation | ||||||||
| On 31/12/2007 | 0 | 0 | 0 | 7 | 54 | 0 | 62 | |
| Additions in the period 1/1-30/9/2008 | 0 | 218 | 313 | 14 | 15 | 0 | 559 | |
| Disposals in the period 1/1- 30/9/2008 |
0 | 0 | 0 | (9) | 0 | 0 | (9) | |
| Total on 30/9/2008 | 0 | 218 | 313 | 12 | 69 | 0 | 611 | |
| Net Book value | ||||||||
| On 31/12/2007 | 22,780 | 11,600 | 5,000 | 6 | 14 | 0 | 39,399 | |
| On 30/9/2008 | 17,171 | 11,382 | 4,687 | 302 | 3 | 0 | 33,545 |
The depreciation of the period (including the depreciation and amortization expenses of intangible assets) charged to the cost of sales and to the administrative expenses totaled € 544 (2007: € 0) and € 18 (2007: € 0) respectively.
During the current period (third quarter), the Group adopted the amended version of IAS 23 prior to its implementation date, according to which the borrowing cost directly attributed to the acquisition, construction or production of an asset, which requires substantial amount of time so as to become ready for use or sale, should be included in such asset's cost. Consequently, the borrowing cost totaling € 350, which derives from bank loans related to construction, alteration or heavy maintenance of clinics and other relative premises, was included in the category of fixed assets under construction and did not burden the current period's results of the Group.
Mortgage prenotations totaling € 12,800 for the Company and € 66,131 for the Group have been registered as security of bank liabilities.
The intangible assets of the Group and the Company are analyzed as follows:
| GROUP | COMPANY | |||||
|---|---|---|---|---|---|---|
| Software | Concessions and Rights |
Total | Software | Concessions and Rights |
total | |
| Acquisition or valuation cost | ||||||
| On 31/12/2007 | 4,328 | 0 | 4,328 | 9 | 0 | 9 |
| Additions in the period 1/1- 30/9/2008 |
960 | 960 | 23 | 0 | 23 | |
| Disposals in the period 1/1- 30/9/2008 |
0 | 0 | 0 | 0 | 0 | |
| Consolidation of new subsidiaries | 21 | 0 | 21 | 0 | 0 | |
| Total on 30/9/2008 | 5,309 | 0 | 5,309 | 33 | 0 | 33 |
| Accumulated depreciation | ||||||
| On 31/12/2007 | 1,233 | 0 | 1,233 | 3 | 0 | 3 |
| Additions in the period 1/1- 30/9/2008 |
380 | 0 | 380 | 3 | 0 | 3 |
| Disposals in the period 1/1- 30/9/2008 |
0 | 0 | 0 | 0 | 0 | 0 |
| Consolidation of new subsidiaries | 3 | 0 | 3 | 0 | 0 | 0 |
| Total on 30/9/2008 | 1,617 | 0 | 1,617 | 7 | 0 | 7 |
| Net Book value | ||||||
| On 31/12/2007 | 3,094 | 0 | 3,094 | 6 | 0 | 6 |
| On 30/9/2008 | 3,692 | 0 | 3,692 | 26 | 0 | 26 |
The movement of goodwill for the period 1/1-30/9/2008 is analyzed as follows:
| SECTOR | Balance at 31/12/2007 |
Additions / (decreases) |
Impairment | Balance at 30/9/2008 |
|---|---|---|---|---|
| HEALTHCARE | 69,082 | 22,818 | 0 | 91,900 |
| FINANCIAL SERVICES | 0 | 0 | 0 | 0 |
| IT, ADVANCED TECHNOLOGY & SPECIAL APPLICATIONS |
44,335 | 394 | 0 | 44,729 |
| 113,417 | 23,212 | 0 | 136,629 |
During the first 9 months of the current year, the Group acquired control over twenty new subsidiary companies: (1) N. IONIA AXONIC TOMOGRAPHY S.A., which operates a diagnostic center in the city of Volos; (2) MEDICINE DIAGNOSIS OF LESVOS S.A., which operates a diagnostic center in the city of Lesvos; (3) MEDINET KAVALAS S.A., which operates a diagnostic center in the city of Kavala; (4) IPPOKRATIS PRIVATE POLYIATRIO MEDICAL S.A., which renders diagnostic services in Nikea Attica; (5) IPPOKRATIS MAGNETIC TOMOGRAPHY S.A., which operates a diagnostic center in Nikea, Attica; (6) PRIVATE NEUROPSYCHIATRIC CLINIC KASTALIA S.A., which operates a psychiatric clinic in the city of Karditsa; (7) EUROMEDICA ALBANIA HOLDINGS S.A., which has as purpose the acquisition of stakes in the share capital of different companies that are mainly operating in the health and welfare industry; (8) IONIA-EUROMEDICA PRIVATE POLYIATRIO MEDICAL S.A., which aims at the construction of a diagnostic center in the city of Aspropyrgos, Attica; (9) AXON FINANCE S.A., which aims at rendering financial and consulting services emphasizing on investment banking; (10) IONIOS GENERAL CLINIC S.A. (CORFU), which operates a diagnostic center in the city of Corfu; (11) DIAGNOSTIC CENTER IKEDA LTD, which operates 3 diagnostic centers in Albania; (12) AXON MANAGEMENT MUTUAL FUNDS S.A., which operates as a Venture Capital fund
management company; (13) EUROMEDICA SERRES S.A., which has as purpose the establishment and operation of a biopathology imaging diagnostic laboratory in the city of Serres; (14) EUROMEDICA AROGI ACHAIAS S.A., which has as purpose the operation of a center for treatment and rehabilitation services in the city of Patras as well as the incorporation and operation of a model unit for elderly people care; (15) EURΟMEDICA LYDIA KAVALAS S.A., which will construct, establish and operate a rehabilitation center of closed and open hospitalization in the city of Kavala; (16) GENIKI THERAPEFTIKI PRIVATE CLINIC S.A., which has as purpose the establishment and operation of a General Clinic in Thessaloniki, laying emphasis on oncology, at both diagnostic and healing level; (17) DIAGNOSTIC CENTER LARISAS S.A., which operates a diagnostic center in Larisa; (18) NEUROLOGIC PSYCHIATRIC CLINIC A. PISSALIDIS – A. KARIPIS S.A., which operates a psychiatric clinic in the Municipality of Perea in Thessaloniki; (19) PRIVATE DIAGNOSTIC LABORATORY ALEXANDRIO MEDICAL S.A., which operates an integrated multi-specialty diagnostic center in Thessaloniki; and (20) PRIVATE DIAGNOSTIC LABORATORY OF WESTERN THESSALONIKI MEDICAL S.A., which operates an integrated multi-specialty diagnostic center in the Municipality of Stavroupoli in Thessaloniki.
The resulting goodwill from these acquisitions was determined based on the book values of the balance sheet of the acquired companies and is provisional. The determination of the fair value of the assets, liabilities and contingent liabilities of each of the acquired companies, as well as the allocation of the takeover price was based on the provisions of IFRS 3 "Business Combinations" and the consequent final determination of goodwill will be accomplished in a subsequent period, since the Group has followed the provisions of such Standard regarding the finalization of the above-mentioned figures within twelve months from the acquisition date of the Company.
The book acquisition values, total acquisition price and resulting provisional goodwill for the Group on 1/1/2008, i.e. acquisition date of N. IONIA AXONIC TOMOGRAPHY S.A., are as follows:
N. IONIA AXONIC TOMOGRAPHY S.A.
| Book values at the date of first consolidation |
|
|---|---|
| ASSETS | |
| Tangible assets | 197 |
| Intangible assets | 1 |
| Long-term assets | 4 |
| Deferred tax assets | 7 |
| Inventories | 3 |
| Trade and other receivables | 43 |
| Cash and cash equivalents | 16 |
| Total Assets | 272 |
| LIABILITIES | |
| Short-term bank liabilities | 50 |
| Suppliers and other liabilities | 32 |
| Short-term tax liabilities | 1 |
| Total Liabilities | 83 |
| Net value of assets | 188 |
| Total acquisition cost | 84 |
| Less: Net value of acquired assets (23.9%) | (45) |
Less: Third parties percentage in the initial investment (indirect participation) (34) Resulting provisional goodwill 5
The book acquisition values, total acquisition price and resulting provisional goodwill for the Group on 1/1/2008, i.e. acquisition date of MEDINET ΚΑVΑLΑS PRIVATE DIAGNOSTIC CENTER S.A., are as follows:
| Book values at the date of first consolidation |
|
|---|---|
| ASSETS | |
| Tangible assets | 56 |
| Trade and other receivables | 106 |
| Cash and cash equivalents | 172 |
| Total Assets | 334 |
| LIABILITIES | |
| Provision for staff retirement indemnities | 1 |
| Short-term bank liabilities | 4 |
| Suppliers and other liabilities | 59 |
| Short-term tax liabilities | 1 |
| Total Liabilities | 64 |
| Net value of assets | 270 |
| Total acquisition cost | 214 |
| Less: Net value of acquired assets (20.3%) | (55) |
| Less: Third parties percentage in the initial investment (indirect participation) | (86) |
| Resulting provisional goodwill | 73 |
The book acquisition values, total acquisition price and resulting provisional goodwill for the Group on 1/2/2008, i.e. acquisition date of IPPOKRATIS PRIVATE POLYIATRIO MEDICAL S.A., are as follows:
| Book values at the date of first consolidation |
|
|---|---|
| ASSETS | |
| Tangible assets | 315 |
| Intangible assets | 510 |
| Long-term assets | 16 |
| Inventories | 16 |
| Trade and other receivables | 2,502 |
| Cash and cash equivalents | 184 |
| Total Assets | 3,542 |
| LIABILITIES | |
| Short-term bank liabilities | 1,084 |
| Suppliers and other liabilities | 434 |
| Short-term tax liabilities | 58 |
| Total Liabilities | 1,576 |
|---|---|
| Net value of assets | 1,967 |
| Total acquisition cost | 4,260 |
| Less: Net value of acquired assets (31.5%) | (619) |
| Less: Third parties percentage in the initial investment (indirect participation) | (1,711) |
| Resulting provisional goodwill | 1,929 |
The book acquisition values, total acquisition price and resulting provisional goodwill for the Group on 1/2/2008, i.e. acquisition date of IPPOKRATIS MAGNETIC TOMOGRAPHY S.A., are as follows:
| Book values at the date of first consolidation |
|
|---|---|
| ASSETS | |
| Tangible assets | 13 |
| Long-term assets | 3 |
| Inventories | 10 |
| Trade and other receivables | 840 |
| Cash and cash equivalents | 136 |
| Total Assets | 1,002 |
| LIABILITIES | |
| Suppliers and other liabilities | 78 |
| Short-term tax liabilities | 61 |
| Total Liabilities | 140 |
| Net value of assets | 862 |
| Total acquisition cost | 510 |
| Less: Net value of acquired assets (26.8%) | (231) |
| Less: Third parties percentage in the initial investment (indirect participation) | (349) |
| Resulting provisional goodwill | (70) |
The book acquisition values, total acquisition price and resulting provisional goodwill for the Group on 1/3/2008, i.e. acquisition date of PRIVATE NEUROPSYCHIATRIC CLINIC KASTALIA S.A., are as follows:
Book values at the date of first consolidation
ASSETS Tangible assets 1,653 Inventories 40
| Trade and other receivables | 1,354 |
|---|---|
| Cash and cash equivalents | 13 |
| Total Assets | 3,060 |
| LIABILITIES | |
| Deferred tax liabilities | 30 |
| Short-term bank liabilities | 304 |
| Suppliers and other liabilities | 1,539 |
| Short-term tax liabilities | 77 |
| Total Liabilities | 1,950 |
| Net value of assets | 1,110 |
| Total acquisition cost | 5,250 |
| Less: Net value of acquired assets (29.9%) | (332) |
| Less: Third parties percentage in the initial investment (indirect participation) | (2,109) |
| Resulting provisional goodwill | 2,809 |
The book acquisition values, total acquisition price and resulting provisional goodwill for the Group on 1/4/2008, i.e. acquisition date of ΙOΝΙΑ-EUROMEDICA PRIVATE POLYIATRIO MEDICAL S.A., are as follows:
| Book values at the date of first consolidation |
|
|---|---|
| ASSETS | |
| Tangible assets | 674 |
| Intangible assets | 7 |
| Long-term assets | 9 |
| Deferred tax assets | 15 |
| Cash and cash equivalents | 337 |
| Total Assets | 1,042 |
| LIABILITIES Suppliers and other liabilities |
527 |
| Total Liabilities | 527 |
| Net value of assets | 516 |
| Total acquisition cost | 274 |
| Less: Net value of acquired assets (29.3%) | (151) |
| Less: Third parties percentage in the initial investment (indirect participation) | (110) |
| Resulting provisional goodwill | 13 |
The book acquisition values, total acquisition price and resulting provisional goodwill for the Group on 1/4/2008, i.e. acquisition date of PRIVATE DIAGNOSTIC LABORATORY EURODIAGNOSIS CORFU MEDICAL S.A., are as follows:
| Book values at the date of first consolidation |
|
|---|---|
| ASSETS | |
| Tangible assets | 672 |
| Intangible assets | 5 |
| Long-term assets | 8 |
| Inventories | 28 |
| Trade and other receivables | 542 |
| Cash and cash equivalents | 366 |
| Total Assets | 1,622 |
| LIABILITIES | |
| Deferred tax liabilities | 70 |
| Suppliers and other liabilities | 169 |
| Short-term tax liabilities | 109 |
| Total Liabilities | 348 |
| Net value of assets | 1,274 |
| Total acquisition cost | 1,320 |
| Less: Net value of acquired assets (20.9%) | (267) |
| Less: Third parties percentage in the initial investment (indirect participation) | (530) |
| Resulting provisional goodwill | 523 |
The book acquisition values, total acquisition price and resulting provisional goodwill for the Group on 1/4/2008, i.e. acquisition date of DIAGNOSTIC CENTER IKEDA LTD, are as follows:
| Book values at the date of first consolidation |
|
|---|---|
| ASSETS | |
| Tangible assets | 308 |
| Inventories | 10 |
| Trade and other receivables | 62 |
| Cash and cash equivalents | 111 |
| Total Assets | 492 |
| LIABILITIES | |
| Suppliers and other liabilities | 32 |
| Short-term tax liabilities | 92 |
| Total Liabilities | 124 |
| Net value of assets | 368 |
| Total acquisition cost | 1,250 |
| Less: Net value of acquired assets (30.7%) | (113) |
| Less: Third parties percentage in the initial investment (indirect participation) | (497) |
| Resulting provisional goodwill | 640 |
The book acquisition values, total acquisition price and resulting provisional goodwill for the Group on 13/6/2008, i.e. acquisition date of AXON MANAGEMENT MUTUAL FUNDS S.A., are as follows:
| Book values at the date of first consolidation |
|
|---|---|
| ASSETS | |
| Trade and other receivables | 7 |
| Cash and cash equivalents | 128 |
| Total Assets | 135 |
| LIABILITIES | |
| Suppliers and other liabilities | 4 |
| Total Liabilities | 4 |
| Net value of assets | 131 |
| Total acquisition cost | 104 |
| Less: Net value of acquired assets (80.0%) | (105) |
| Resulting provisional (negative) goodwill | (1) |
The book acquisition values, total acquisition price and resulting provisional goodwill for the Group on 30/9/2008, i.e. acquisition date of EUROMEDICA AROGI ACHAIAS S.A., are as follows:
| Book values at the date of first consolidation |
|
|---|---|
| ASSETS | |
| Deferred tax assets | 21 |
| Trade and other receivables | 283 |
| Cash and cash equivalents | 14,633 |
| Total Assets | 14,937 |
| LIABILITIES | |
| Suppliers and other liabilities | 97 |
| Total Liabilities | 97 |
| Net value of assets | 14,840 |
| Total acquisition cost | 14,900 |
| Less: Net value of acquired assets (59.8%) | (8,912) |
| Less: Third parties percentage in the initial investment (indirect participation) | (5,987) |
| Resulting provisional goodwill | 1 |
The book acquisition values, total acquisition price and resulting provisional goodwill for the Group on 22/8/2008, i.e. acquisition date of NEUROLOGIC PSYCHIATRIC CLINIC A. PISSALIDIS – Α. KARIPIS S.A., are as follows:
| Book values at the date of first consolidation |
|
|---|---|
| ASSETS | |
| Tangible assets | 25 |
| Trade and other receivables | 1,912 |
| Cash and cash equivalents | 619 |
| Total Assets | 2,556 |
| LIABILITIES | |
| Suppliers and other liabilities | 731 |
| Short-term tax liabilities | 188 |
| Total Liabilities | 919 |
| Net value of assets | 1,637 |
| Total acquisition cost | 3,150 |
| Less: Net value of acquired assets (29.9%) | (490) |
| Less: Third parties percentage in the initial investment (indirect participation) | (1,265) |
| Resulting provisional goodwill | 1,395 |
The book acquisition values, total acquisition price and resulting provisional goodwill for the Group on 15/9/2008, i.e. acquisition date of DIAGNOSTIC CENTER LARISAS S.A., are as follows:
| Book values at the date of first consolidation |
|
|---|---|
| ASSETS | |
| Tangible assets | 36 |
| Long-term assets | 2 |
| Trade and other receivables | 335 |
| Cash and cash equivalents | 60 |
| Total Assets | 432 |
| LIABILITIES | |
| Short-term bank liabilities | 150 |
| Suppliers and other liabilities | 52 |
| Short-term tax liabilities | 30 |
| Total Liabilities | 232 |
| Net value of assets | 200 |
| Total acquisition cost | 450 |
| Less: Net value of acquired assets (25.1%) | (50) |
| Less: Third parties percentage in the initial investment (indirect participation) | (262) |
| Resulting provisional goodwill | 138 |
The book acquisition values, total acquisition price and resulting provisional goodwill for the Group on 25/9/2008, i.e. acquisition date of PRIVATE DIAGNOSTIC LABORATORY ALEXANDRIO MEDICAL S.A., are as follows:
| Book values at the date of first consolidation |
|
|---|---|
| ASSETS | |
| Tangible assets | 455 |
| Intangible assets | 2 |
| Long-term assets | 2 |
| Deferred tax assets | 2 |
| Trade and other receivables | 1 |
| Cash and cash equivalents | 154 |
| Total Assets | 616 |
| LIABILITIES | |
| Short-term bank liabilities | 350 |
| Suppliers and other liabilities | 253 |
| Total Liabilities | 603 |
| Net value of assets | 13 |
| Total acquisition cost | 103 |
| Less: Net value of acquired assets (29.3%) | (4) |
| Less: Third parties percentage in the initial investment (indirect participation) | (41) |
| Resulting provisional goodwill | 58 |
The acquisition book values, total acquisition price and resulting provisional goodwill for the Group on 25/9/2008, i.e. acquisition date of PRIVATE DIAGNOSTIC LABORATORY OF WESTERN THESSALONIKI MEDICAL S.A., are as follows:
| Book values at the date of first consolidation |
|
|---|---|
| ASSETS | |
| Tangible assets | 84 |
| Intangible assets | 2 |
| Long-term assets | 2 |
| Deferred tax assets | 3 |
| Trade and other receivables | 297 |
| Cash and cash equivalents | 121 |
| Total Assets | 510 |
| LIABILITIES | |
| Suppliers and other liabilities | 184 |
| Short-term tax liabilities | 1 |
| Total Liabilities | 185 |
| Net value of assets | 325 |
| Total acquisition cost | 198 |
| Less: Net value of acquired assets (25.1%) | (82) |
| Less: Third parties percentage in the initial investment (indirect participation) | (80) |
| Resulting provisional goodwill | 37 |
The respective amounts of provisional goodwill that resulted from the acquisitions of the subsidiary companies MEDICINE DIAGNOSIS OF LESVOS S.A. and AROGI S.A. which took place in the previous year 2007, were re-determined on the basis of the fair values of assets, liabilities and contingent liabilities thereof at their acquisition date and were finalized in the current year.
The book and fair acquisition values, total acquisition price and resulting final goodwill for the Group on 1/9/2007, i.e. acquisition date of AROGI S.A., are as follows:
AROGI S.A.
| Fair values at the finalization of goodwill |
Book values at the date of first consolidation |
|
|---|---|---|
| ASSETS | ||
| Tangible assets | 7,712 | 7,779 |
| Intangible assets | 23 | 23 |
| Holdings in subsidiaries | 132 | 132 |
| Long-term assets | 6 | 6 |
| Inventories | 47 | 47 |
| Trade and other receivables | 3,916 | 3,627 |
| Financial assets at fair value through profit or loss | 4,000 | 4,000 |
| Cash and cash equivalents | 729 | 729 |
| Total Assets | 16,564 | 16,342 |
| LIABILITIES | ||
| Long-term loans | 2,882 | 2,882 |
| Provision for staff retirement indemnities | 31 | 31 |
| Future income from government grants | 2,005 | 1,398 |
| Deferred tax liabilities | 167 | 263 |
| Short-term bank liabilities | 1,891 | 1,891 |
| Suppliers and other liabilities | 1,058 | 1,058 |
| Short-term tax liabilities | 162 | 162 |
| Total Liabilities | 8,197 | 7,686 |
| Net value of assets | 8,367 | 8,657 |
| Total acquisition cost | 8,568 | |
| Less: Net value of acquired assets (29.9%) | (2,503) | |
| Less: Third parties percentage in the initial investment (indirect participation) | (3,442) | |
| Resulting final goodwill | 2,623 |
The book and fair acquisition values, total acquisition price and resulting final goodwill for the Group on 1/1/2008, i.e. acquisition date of MEDICINE DIAGNOSIS OF LESVOS S.A., are as follows:
| Fair values at the |
|---|
| finalization of |
| goodwill |
Book values at the date of first consolidation
| ASSETS | ||
|---|---|---|
| Tangible assets | 466 | 433 |
| Trade and other receivables | 400 | 229 |
| Cash and cash equivalents | 9 | 180 |
| Total Assets | 875 | 841 |
| LIABILITIES | ||
| Provision for staff retirement indemnities | 1 | 1 |
| Deferred tax liabilities | 8 | 0 |
| Suppliers and other liabilities | 428 | 428 |
| Short-term tax liabilities | 17 | 17 |
| Total Liabilities | 454 | 446 |
| Net value of assets | 421 | 396 |
| Total acquisition cost | 486 | |
| Less: Net value of acquired assets (20.9%) | (88) | |
| Less: Third parties percentage in the initial investment (indirect participation) | (195) | |
| Resulting final goodwill | 203 |
It is noted that the fair value of assets, liabilities and contingent liabilities and the emerging goodwill of the above-mentioned acquired companies were finalized in the first nine-month period of the current year, while the comparative balance sheet and the comparative income statement as at the 31st December 2007 as well of the comparative period 1/1-30/9/2007 were readjusted so as to include the final items that emerged from the purchase price allocation procedure to the assets and liabilities of the acquired companies.
The differentiations in the items of the consolidated balance sheet and consolidated income statement of the Group for the year ended 31 December 2007 are as follows:
| GROUP | ||||
|---|---|---|---|---|
| BALANCE SHEET | Balances at 31/12/2007 as previously published |
Effect from goodwill finalization |
Final balances at 31/12/2007 |
|
| ASSETS | ||||
| Non current Assets | ||||
| Tangible assets | 333,959 | 3,142 | 337,101 | |
| Intangible assets | 3,094 | 0 | 3,094 | |
| Goodwill | 113,349 | 68 | 113,417 | |
| Holdings in associates | 4,826 | 5 | 4,831 | |
| Available for sale financial assets | 16,782 | 0 | 16,782 | |
| Investment property | 961 | 0 | 961 | |
| Long-term assets | 16,948 | 0 | 16,948 | |
| Deferred tax assets | 872 | 0 | 872 | |
| Total Non current Assets | 490,791 | 3,215 | 494,006 | |
| Current Assets | ||||
| Inventories | 25,650 | 0 | 25,650 | |
| Trade and other receivables | 194,923 | 258 | 195,180 | |
| Financial assets at fair value through profit or loss | 68.159 | (114) | 68,045 | |
| Cash and cash equivalents | 30,843 | 0 | 30,843 | |
| Total Current Assets | 319,575 | 144 | 319,719 |
| TOTAL ASSETS | 810,366 | 3,359 | 813,725 |
|---|---|---|---|
| EQUITY AND LIABILITIES | |||
| Equity | |||
| Share capital | 24,712 | 0 | 24,712 |
| Premium on capital stock | 117,203 | 0 | 117,203 |
| Reserves | (15,050) | 663 | (14,387) |
| Profit (losses) carried forward | 10,996 | (137) | 10,860 |
| Treasury shares | (12,723) | 0 | (12,723) |
| Total Equity attributable to Group shareholders | 125,139 | 526 | 125,664 |
| Minority interests | 133,456 | 1,133 | 134,589 |
| Total Equity | 258,594 | 1,659 | 260,253 |
| LIABILITIES | |||
| Long-term Liabilities | |||
| Borrowings | 119,811 | 0 | 119,811 |
| Provision for staff retirement indemnities | 5,445 | 0 | 5,445 |
| Deferred tax liabilities | 43,918 | 667 | 44,585 |
| Future income from government grants | 2,232 | 732 | 2,964 |
| Other long-term liabilities | 1,157 | 0 | 1,157 |
| Total long-term liabilities | 172,563 | 1,399 | 173,962 |
| Short-term Liabilities | |||
| Suppliers and other current liabilities | 211,020 | 0 | 211,020 |
| Borrowings | 148,366 | 0 | 148,366 |
| Short-term tax liabilities | 19,823 | 301 | 20,124 |
| Total short- term liabilities | 379,209 | 301 | 379,510 |
| Total Liabilities | 551,772 | 1,700 | 553,472 |
| TOTAL EQUITY AND LIABILITIES | 810,366 | 3,359 | 813,725 |
| GROUP | ||||
|---|---|---|---|---|
| Balances at 31/12/2007 as previously published |
Effect from goodwill finalization |
Final balances at 31/12/2007 |
||
| INCOME STATEMENT | ||||
| Sales | 222,085 | 0 | 222.085 | |
| Less: Cost of sales | (167,646) | 115 | (167.531) | |
| Gross profit | 54,439 | 115 | 54.554 | |
| Other operating income | 4,817 | (156) | 4.660 | |
| 59,256 | (41) | 59.214 | ||
| Administrative expenses | (25,643) | 0 | (25.643) | |
| Research and development expenses | (111) | 0 | (111) | |
| Selling expenses | (2,905) | 0 | (2.905) | |
| Other operating expenses | (7,457) | 0 | (7.457) | |
| Operating results | 23,139 | (41) | 23.098 | |
| Finance cost | (12,165) | (114) | (12.278) | |
| Results of ordinary activities | 10,975 | (155) | 10.820 | |
| Income from Investments | 22,245 | 5 | 22.250 | |
| Results before taxes | 33,220 | (150) | 33.070 | |
| Income taxes | (15,017) | (291) | (15.308) | |
| Results after taxes | 18,203 | (441) | 17.762 |
| Minority interests | (12,247) | 318 | (11.929) |
|---|---|---|---|
| Results after taxes attributable to the Group | 5.956 | (122) | 5,833 |
| Earnings per share (€ per share) Basic |
0.2049 | 0.1354 | 0.5504 |
The differentiations in items of the consolidated income statement of the Group for the comparative period 1/1-30/9/2007 are as follows:
| GROUP | |||||
|---|---|---|---|---|---|
| Balances at 30/9/2007 as previously published |
Effect from goodwill finalization |
Final balances at 30/9/2007 |
|||
| INCOME STATEMENT | |||||
| Sales | 159,875 | 0 | 159.875 | ||
| Less: Cost of sales | (124,002) | (0) | (124.002) | ||
| Gross profit | 35,873 | (0) | 35.873 | ||
| Other operating income | 3,319 | 5 | 3.324 | ||
| 39,192 | 5 | 39.197 | |||
| Administrative expenses | (17,025) | (35) | (17.060) | ||
| Research and development expenses | (83) | 0 | (83) | ||
| Selling expenses | (2,177) | 0 | (2.177) | ||
| Other operating expenses | (3,265) | 0 | (3.265) | ||
| Operating results | 16,642 | (30) | 16.612 | ||
| Finance cost | (8,189) | (10) | (8.199) | ||
| Results of ordinary activities | 8,453 | (40) | 8.413 | ||
| Income from Investments | 25,991 | 0 | 25.991 | ||
| Results before taxes | 34,444 | (40) | 34.403 | ||
| Income taxes | (8,138) | (59) | (8.197) | ||
| Results after taxes | 26,306 | (99) | 26.206 | ||
| Minority interests | (12,654) | 73 | (12.581) | ||
| Results after taxes attributable to the Group | 13.651 | (26) | 13,625 | ||
| Earnings per share (€ per share) | |||||
| Basic | 0.4716 | (0.0009) | 0.4707 |
The participation of the Company in subsidiary companies and their corresponding transactions are analyzed as follows:
| COMPANY | 31/12/2007 | Additions | Disposals | Merger | 30/9/2008 |
|---|---|---|---|---|---|
| EUROMEDICA S.A. | 64,575 | 10,925 | (3,171) | 0 | 72,329 |
| SONAK S.A. | 25,603 | 0 | 0 | 3,616 | 29,219 |
| AXON SECURITIES S.A. | 4,516 | 0 | 0 | 0 | 4,516 |
| PRISMA TECHNOLOGIKI S.A. | 3,616 | 0 | 0 | (3,616) | 0 |
| ΝΕOS EGEFALOS S.A. | 2,456 | 0 | (2,456) | 0 | 0 |
| EGEFALOS PELOPONNISOU S.A. | 0,3 | 0 | 0 | 0 | 0,3 |
| AXON MANAGEMENT S.A. | 0 | 104 | 0 | 0 | 104 |
| EUROMEDICA ALBANIA HOLDINGS S.A. | 0 | 16 | 0 | 0 | 16 |
| ΑΧΟΝ FINANCE S.A. | 0 | 180 | 0 | 0 | 180 |
| 100,766 | 11,225 | (5,628) | 0 | 106,364 |
As regards the change in the acquisition cost of the subsidiary companies EUROMEDICA S.A., AXON MANAGEMENT S.A., EUROMEDICA ALBANIA HOLDINGS S.A. and ΑΧΟΝ
FINANCE S.A., information is offered in note 3. The same also applies to the reclassification of the acquisition cost of the subsidiary company PRISMA TECHNOLOGIKI S.A. which has been absorbed by the subsidiary company of the Group SONAK S.A.
Investments in associates represent a participation percentage of 24.0% in the share capital of EUROGENETIKI S.A., which was acquired for a total amount of € 318, a participation percentage of 23.9% in the share capital of MEDITRON LTD which was acquired for a total amount of € 1,180, a participation percentage of 23.0% in the share capital of DORMED HELLAS S.Α., which was acquired for a total amount of € 2,305, a participation percentage of 12.6% in the share capital of MEDICINE DIAGNOSTIC LABORATORY KOZANI S.A., which was acquired for a total amount of € 553, a participation percentage of 29.9% in the share capital of MEDITREND S.A., which was acquired for a total amount of € 1,248, a participation percentage of 14.4% in the share capital of EUROMEDICA ΚΑRDITSAS S.Α., which was acquired for a total amount of € 144 and a participation percentage of 29.9% in the share capital of EUROHOSPITAL S.A., which was acquired for a total amount of € 30. The investments in associates are posted in the balance sheet at their acquisition cost and are later readjusted to reflect any post-acquisition change in the Group's share in their total equity less any impairment in their value. The income statement illustrates the share of the Group in the results of the associate companies.
Available for sale financial assets represent participation in the following companies:
| GROUP | |||||
|---|---|---|---|---|---|
| COMPANIES | 30/9/2008 | 31/12/2007 | |||
| Book Value | Participation Percentage |
Book Value | Participation Percentage |
||
| ΙΑSO S.A. | 39,178 | 7.3% | 0 | 0.0% | |
| EUROMEDICA HEART S.A. | 15 | 0.6% | 15 | 0.6% | |
| NOSILEUTIKI ΑG. LOUKAS S.A. | 2,101 | 3.6% | 2,101 | 2.9% | |
| GENERAL CLINIC GAVRILAKI S.A. | 1,888 | 8.0% | 1,744 | 7.1% | |
| ASTERION TECHNIKI S.A. | 0 | 0.0% | 75 | 13.1% | |
| ΑΧΟΝ TRADING S.A. | 2,043 | 0.0% | 2,043 | 1.0% | |
| MEDITRED L.T.D. | 0 | - | 950 | 40.0% | |
| SOUROTI S.A. | 6,649 | 10.5% | 6,794 | 10.5% | |
| FILOKTITIS S.A. | 3,112 | 3.1% | 3,061 | 2.9% | |
| BOGIATZIS L.T.D. | 454 | 28.7% | 0 | 0.0% | |
| ASKLIPIO CRETE S.A. | 112 | - | 0 | - | |
| COOPERATIVE BANK OF KORINTHIA | 3 | - | 0 | - | |
| COOPERATIVE BANK OF KATERINI | 1 | - | 0 | - | |
| PAGKRITIA RADIOTELEVISION | 9 | - | 0 | - | |
| Balance | 55,564 | 16,782 |
Available for sale financial assets for which an active market where their shares are traded does not exist, are represented at acquisition cost, impaired to the extent the relative conditions apply, and are recognized in the income statement of the period in which the impairment loss occurs.
In the current period available for sale investments of the Group changed as follows:
The subsidiary company of the Group SONAK S.A. sold a stake in ASTERION TECHNIKI S.A. for a total amount of € 100 and the emerging profit of € 25 was registered in the income statement of the closing period.
The investment of the Group in the share capital of SOUROTI S.A. was decreased by the amount of € 145 given that the Parent Company of the Group was refunded a deposit given to the seller - associate company ΜΥSΤRΑS HOLDINGS S.A. for the purchase of additional 2,352,501 SOUROTI S.A. shares, by the end of the current year 2008.
On 4/6/2008 the subsidiary company of the Group EUROMEDICA S.A. entered into a draft acquisition agreement regarding 48.0% of the equity shares of VΟGΙΑΤΖIS L.T.D., provided that the latter would be converted into a Medical S.A. once the acquisition was completed. VΟGΙΑΤΖIS L.T.D. operates a diagnostic centre in the city of Didymotiho, which has an axial and magnetic tomography and is expected to add new departments once the acquisition is finalized. The total acquisition cost was set to € 432.
Finally, according to the revised clauses of IAS 39, on 1/7/2008 the Group reclassified 5,378,229 shares of IASO S.A. that is listed in the Athens Stock Exchange amounting to € 43,133 from the item "Financial assets at fair value through profit or loss" to the item "Available for sale financial assets", as it is estimated that due to the exceptional circumstances prevailing in the domestic and foreign capital markets the current valuation of the said investment does not correspond to its true value. Furthermore, it is within the intentions of the Group Management to hold the said investment and not dispose of it in the near future. Also, during the third quarter of the current year, the subsidiary company EUROMEDICA S.A. acquired: (a) 39,971 additional new shares through payment in cash and (b) 1,111,531 additional new shares free of charge given that the relevant decision dated 6/6/2008 made by the Ordinary General Meeting of IASO S.A. shareholders was put into effect; such decision provided, among others, for the issue of 9,079,553 new common registered shares which would be distributed free of charge to the company shareholders at a ratio of twenty point six tenths of a unit (20,6) of new shares for every one hundred (100) old shares. As a result of the above facts, on 30/9/2008 the Group held 6,529,731 (2007: 5,202,331) shares of IASO SA. The valuation of these shares, for the period from 1/7/2008 to 30/9/2008, resulted in an additional loss amounting to € 3,217 (after the deduction of a proportionate tax amounting to € 1,016) which was directly attributed to the Equity of the Group in the item "Reserve from revaluation of investments in fair value" by an amount of € 1,924 and by an amount of € 1,292 in the item "Minority interests". The loss from the valuation of the said shares that had emerged on 30/6/2008 and totaled € (23,983) is still disclosed in the income statement of the current period in the item "Income (expenses) from investments". It is noted that on 30/9/2008 if the closing price of the shares in question was 1% higher/lower and the other variables remained unchanged, the Equity of the Group shareholders would be increased/decreased by an amount of € 176 approximately.
The total accounts receivable of the Group and the Company are analyzed as follows:
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30/9/2008 | 31/12/2007 | 30/9/2008 | 31/12/2007 | |
| Customers | 128,159 | 105,742 | 1,442 | 2,229 |
| Portfolio notes receivable | 3,316 | 390 | 0 | 0 |
| Notes overdue | 0 | 8 | 0 | 0 |
| Checks receivable | 1,513 | 1,043 | 590 | 0 |
| Checks overdue | 110 | 97 | 0 | 0 |
|---|---|---|---|---|
| Short-term receivables from associates | 29 | 424 | 12 | 923 |
| Short-term receivables from other affiliates. | 6,701 | 5,347 | 0 | 0 |
| Receivables from management members | 364 | 5,108 | 0 | 0 |
| Doubtful – disputed customers and debtors | 1,701 | 1,039 | 0 | 0 |
| Sundry debtors | 29,187 | 16,934 | 535 | 213 |
| Advances and credits management accounts | 780 | 377 | 0 | 0 |
| Accrued expenses | 984 | 1,257 | 6 | 0 |
| Deferred charges | 40,063 | 67,606 | 0 | 0 |
| Other prepayments and accrued income | 7,373 | 360 | 0 | 0 |
| 220,278 | 205,734 | 2,585 | 3,366 | |
| Less: Provisions | (9,043) | (10,553) | (396) | (396) |
| Balance | 211,235 | 195,180 | 2,189 | 2,970 |
The greatest part of trade receivables of the Group regards receivables from social security institutions and insurance companies from medical services as well as receivables from fulfillment of IT and advanced technology projects in which the counterparty is the Greek State in most cases. The trade receivables of the Group and the Company are in majority receivables in euro. The highest credit risk of the trade receivables at the reported date is their book value.
The financial assets at fair value through profit or loss are analyzed as follows:
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30/9/2008 | 31/12/2007 | 30/9/2008 | 31/12/2007 | |
| Shares listed in Athens Stock Exchange (A.S.E.) | 0 | 65,237 | 0 | 0 |
| Domestic Mutual Fund units | 2,849 | 0 | 2,849 | 0 |
| Bonds | 9 | 2,808 | 0 | 0 |
| Balance | 2,858 | 68,045 | 2,849 | 0 |
On 1/7/2008 the Group reclassified the investment in the share capital of IASO S.A. that is listed in the Athens Stock Exchange from the item " Financial assets at fair value through profit or loss" in the item "Available for sale financial assets". More information is set out in Note 14.
Cash and cash equivalents represent cash in hand and bank deposits available on first demand of the Group and the Company.
| GROUP | COMPANY | ||||
|---|---|---|---|---|---|
| 30/9/2008 | 31/12/2007 | 30/9/2008 | 31/12/2007 | ||
| Cash in hand | 9,083 | 4,810 | 2 | 1 | |
| Sight and time deposits | 22,780 | 26,034 | 362 | 362 | |
| Balance | 31,863 | 30,843 | 364 | 363 |
The Annual General Meeting of shareholders on 19/5/2008 decided the following:
The increase of the share capital of the Company by € 47,839 with capitalization of the relative amount from the account "Premium on capital stock", without issuing new shares and with an increase of the Company shares par value from the amount of (amounts in €) € 0.61 each to € 1.79 each and subsequently an equivalent decrease of Company share capital by € 47,839, with a decrease of the Company shares par value from the amount of (amounts in €) € 1.79 each to € 0.61 each, so as to offset accumulated Company losses, and
The increase of the share capital of the Company by € 4,051 with capitalization of the relative amount from the account "Premium on capital stock" without issuance of new shares and with increase of the Company shares par value from the amount of (amounts in €) € 0.61 each to € 0.71 and subsequently an equivalent decrease of Company share capital by € 4,051 with a decrease of the Company shares par value from the amount of (amounts in €) € 0.71 each to € 0.61, with the aim of returning the above amount to Company shareholders as capital refund equal to € 0.10 per share (amounts in €).
The Ministry of Development by its decision No Κ2-8235/26.06.2008 approved the amendments of the respective article of the Company's Memorandum of Association. Following the above simultaneous increases and decreases in the Company's Share Capital, the latter still totals € 24,712, divided into 40,511,610 common registered shares of par value (amount in euro) € 0.61 each. It is noted that from the sum of 40,511,610 common registered shares into which the Company's Share Capital is divided, 31,511,610 shares were already listed in the Athens Stock Exchange while on 4 September 2008 the ASE approved the listing of the other 9,000,000 new common registered shares. By way of the Company's BoD decision, the 11th of September 2008 was set as effective date of new shares trading in the ASE. As of such date, the opening price of Company shares in the ASE was established pursuant to ASE Rulebook in conjunction with Decision No 26 of ASE Board of Directors. Finally, it is indicated that the shareholders of the spin-off ACHAIKI INDUSTRY OF ADVANCED TECHNOLOGY S.A. are beneficiaries of these shares; note that the Company absorbed the branches of advanced technology products and services production and real estate and technical projects of such spin-off (Register number Κ2-17814/31-12-2007 of the registration announcement in the Registry of SAs of the Ministry of Development).
The Board of Directors of the ASE in its meeting on 17/07/2008 was informed about the equal increase and decrease of Company shares' par value. Following the aforementioned facts, as of 23/7/2008 the Company's shares were traded in the ASE with final par value (amount in euro) € 0.61 without the preemptive right to participate in the share capital return in cash to the shareholders being equal (amount in euro) to € 0.10 per share. At the same date, the opening trading price of the company's shares in the ASE was fixed in accordance with ASE Rulebook. The 30/7/2008 was set as the commencement date for the payment of the above amount to shareholders. The payment of the share capital return regarding the listed stocks was accomplished through PIRAEUS BANK S.A. which attributed the proportionate amounts to the operators of beneficiary shareholders (Custodians –Securities Companies), who (operators) have declared that they have the right to collect the capital return on behalf of their clients, so as to deposit it to the beneficiaries. The capital return commensurate with the 9,000,000 shares, the beneficiaries of which are the shareholders of ACHAIKI INDUSTRY OF ADVANCED TECHNOLOGY S.A., was carried out by its greatest part by the Company directly to these six beneficiaries.
At the end of the current period, the Group and the Company owned 2,302,173 and 191,854 shares respectively of the parent company of the Group (treasury shares), which were acquired for a total amount of € 12,866 and € 917 respectively. These amounts appear in the Balance Sheet of the Group and the Company as a deduction of equity.
The loans of the Group have been issued by Greek Banks and are denominated in Euro. The amounts payable within a year from the Balance Sheet date are characterized as short-term liabilities, while amounts payable at a later period are characterized as long-term liabilities.
On 30/1/2008, the Company entered into a bond loan agreement with Piraeus Bank for a total amount of € 25,000, at floating interest rate. The purpose of the loan is the refinancing of existing bank liabilities and its duration was set to 5 years. The repayment of the loan will take place in three annual installments of which the first two will come to € 6,250 and the third to € 12,500. The first installment is due by the end of the third year from the issue of the loan.
On 27/2/2008, the subsidiary company EUROMEDICA S.A. entered into a bond loan agreement with Piraeus Bank for a total amount of € 60,000, at floating interest rate. The loan was set to be collected by the Company in two equal installments of € 30,000 each, on 29/2/2008 and 26/5/2008 respectively. The duration of the loan was set to five years, while its repayment will take place in two equal installments of € 15,000 by the end of the third and fourth year from the issue of the loan, and one installment of € 30,000 at the end of the fifth year from the issue of the loan.
Moreover, on 29/2/2008, the subsidiary company EUROMEDICA S.A. entered into a bond loan agreement with Emporiki Bank for a total amount of € 100,000, at floating interest rate. The loan was collected by the Company on 5/3/2008. The duration of the loan was set to seven years, while its repayment will take place in ten equal six-month installments of € 10,000 each, the first of which will be due 18 months after the issue of the loan.
The funds raised from the aforementioned loan agreements will be primarily used to refinance existing loan liabilities and in the repayment of medical and other equipment finance lease liabilities and liabilities to suppliers and other creditors of the subsidiary company EUROMEDICA SA.
Furthermore, on 5/5/2008 the subsidiary company SONAK S.A. entered into a bond loan agreement with Piraeus Bank for a total amount of € 8,000 at floating rate. The duration of the loan has been set to three years and its repayment will take place at the end of this period.
On 9/6/20 the Company 08 entered into an ordinary bond loan agreement with the Bank of Cyprus for a total amount of € 10,000 at floating rate, in order to cover investment needs of the company. The duration of the loan has been set to three years and the first installment will be paid within twelve months from the issue of the loan.
The Group sets up provisions for accrued loan interest which is recognized in the income statement of the respective period.
The finance lease liabilities concern the leasing of machinery and other equipment, and are analyzed as follows:
Α. Finance lease liabilities –Minimum lease payments:
GROUP COMPANY
| 30/9/2008 | 31/12/2007 | 30/9/2008 | 31/12/2007 | |
|---|---|---|---|---|
| Within 1 year | 5,926 | 6,968 | 3,740 | 5,243 |
| Between two and five years | 16,591 | 18,863 | 12,095 | 14,703 |
| Over five years | 1,854 | 657 | 670 | 597 |
| 24,371 | 26,488 | 16,505 | 20,542 | |
| Future financial cost charges in finance lease | (3,285) | (3,220) | (2,178) | (2,655) |
| 21,086 | 23,267 | 14,327 | 17,887 |
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30/9/2008 | 31/12/2007 | 30/9/2008 | 31/12/2007 | |
| Within 1 year | 4,760 | 5,776 | 2,869 | 4,299 |
| Between two and five years | 14,677 | 16,852 | 10,801 | 13,009 |
| Over five years | 1,648 | 639 | 656 | 580 |
| 21,086 | 23,267 | 14,327 | 17,887 |
There is a withholding of ownership on the leased assets, which remains in effect until the end of the lease period and the full repayment of the lease payments due.
Mortgage prenotations of a total amount of € 66,131 have been registered on the fixed assets of the Group and 21,443,001 shares of the subsidiary company EUROMEDICA S.A. have been pledged, as guarantee for the above bank liabilities.
The obligation of both the Group and the Company towards employees working in Greece for the future provision of benefits in relation to their past service is accounted for and represented on the basis of the expected payable accrued benefit of every employee at the balance sheet date, discounted at its present value, in relation to its foreseen time of payment. The accrued benefits of every period are charged to the income statement with a respective increase of the pension liability. The payment of benefits towards retiring employees proportionally decreases the pension liability.
The number of employees of the Group and the Company and their compensation expenses have as follows:
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30/9/2008 | 30/9/2007 | 30/9/2008 | 30/9/2007 | |
| Number of employees: | ||||
| Permanent | 2,503 | 2,175 | 15 | 4 |
| Seasonal | 0 | 15 | 0 | 0 |
| Total | 2,503 | 2,190 | 15 | 4 |
| Employee cost analysis: | ||||
| Salary and wage expenses | 47,991 | 38,142 | 401 | 159 |
| Provision for staff retirement indemnities | 811 | 1,262 | 44 | 6 |
| Total cost | 48,802 | 39,404 | 445 | 165 |
The total obligations of both Group and Company towards suppliers and other third parties are analyzed as follows:
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30/9/2008 | 31/12/2007 | 30/9/2008 | 31/12/2007 | |
| Suppliers | 74,543 | 62,478 | 1,785 | 1,082 |
| Notes payable | 6,880 | 12,052 | 0 | 0 |
| Checks payable | 12,183 | 19,229 | 3 | 234 |
| Customers' advances | 68,410 | 87,554 | 1,205 | 2,769 |
| Social security contributions | 4,577 | 6,521 | 11 | 25 |
| Liabilities owed to associate companies | 3 | 5,796 | 51 | 10,910 |
| Liabilities owed to affiliate companies | 54 | 5 | 2 | 0 |
| Dividends payable | 487 | 761 | 487 | 761 |
| Sundry creditors | 13,245 | 7,626 | 1,194 | 41 |
| Deferred income | 193 | 21 | 0 | 0 |
| Accrued expenses | 5,352 | 807 | 0 | 0 |
| Other accruals | 107 | 8,169 | 76 | 76 |
| Balance | 186,033 | 211,020 | 4,816 | 15,898 |
The Company considers as affiliated parties the members of the Board of Directors (including their related parties) as well as the shareholders holding a percentage higher than 5% of its share capital. The Group and Company transactions and balances, during the period 1/1-30/9/2008 and on 30 September 2008, respectively, were the following:
| GR OU P |
||||||||
|---|---|---|---|---|---|---|---|---|
| Du rin the g pe |
d 1 /1- 30 /9/ 20 08 rio |
30 /9/ 20 08 At |
||||||
| RE LA TE D P AR TIE S |
Sa les to aff ilia ted rtie pa s |
De rip tio sc n of les sa |
Pu rch as es fro m aff ilia ted rtie pa s |
De rip tio sc n of rch pu as es |
Re iva ble ce s fro m aff ilia ted rtie pa s |
De rip tio sc n of eiv ab les rec |
Lia bil itie s t o aff ilia ted rtie pa s |
De rip tio f sc n o lia bil itie s |
| Am nts in ou |
th nd f € ou sa s o |
|||||||
| EU RO GE NE TIC S. A. – P RO TY PO S C EN TE R O F R ES EA RC H LIC ION O OL EC OL OG AN D A PP AT F M UL AR BI Y |
0 | 0 | 0 | 32 | ( 1) |
|||
| RO N S ME DIT .A. |
0 | 157 | ( 1) |
0 | 155 | ( 1) |
||
| ΝD S. ME DIT RE A. |
0 | 53 | ( 1) |
0 | 0 | |||
| DIC IAG NO ST IC BO TO KO S.A ME INE D LA RA RY ZA NI |
0 | 0 | 0 | 3 | ( 3) |
|||
| EU RO ME DIC A H EA RT S. A. |
0 | 0 | 26 | ( 10 ) |
1, 09 9 |
( 3) |
||
| LIT O LT D |
0 | 0 | 25 | ( 3) |
0 | |||
| GE NE RA L C LIN IC GA VR ILA KI S.A |
20 | ( 1) |
34 | ( 10 ) |
0 | 36 | ( 10 ) |
|
| AX ON D EV EL OP ME NT S. A. |
0 | 36 0 |
( 8) |
8, 76 3 |
( 8) |
7 | ( 5) |
|
| EU RO TH ER AP Y S .A. |
30 0 |
( 17 ) |
0 | 2 | ( 10 ) |
5 | ( 10 ) |
|
| 2 | ( ) 10 |
2 | ( ) 10 |
13 46 5 , |
( ) 11 |
10 1 |
( 5) |
|
| ΟΝ S. ΑΧ A. |
0 | 0 | 4, 98 1 |
( 12 ) |
||||
| 0 | 0 | 74 | ( 10 ) |
|||||
| BY RO N I NC |
0 | 2 | ( 10 ) |
1, 195 |
( 14 ) |
2, 72 5 |
( 13 ) |
|
| KE RD OS PU BL ISH ING S. A. |
0 | 29 | ( 9) |
0 | 10 | ( 9) |
||
| AX ON IN TE RN AT ION AL S. A. |
0 | 0 | 0 | 60 8 |
( ) 15 |
|||
| 0 | 0 | 0 | 98 | ( 5) |
||||
| SA GIT TA IN TE RN AT ION AL |
0 | 0 | 0 | 1 | ( 5) |
|||
| ΑS TE RIO N T EC HN IKI S. A. |
0 | 0 | 3 | ( 10 ) |
3, 05 9 |
( 16 ) |
||
| To tal |
32 2 |
63 6 |
28 53 4 , |
7, 93 8 |
(Amounts are expressed in thousands Euro, unless otherwise stated)
| CO | MP | AN Y |
|||||||
|---|---|---|---|---|---|---|---|---|---|
| Du rin g 1/1 -30 |
the rio d pe /9/ 20 08 |
At 30 |
/9/ 20 08 |
||||||
| RE LA TE D P AR TIE S |
Sa les to aff ilia ted rtie pa s |
De rip tio sc n of les sa |
Pu rch as es fro m aff ilia ted rtie pa s |
De rip tio sc n of rch pu as es |
Re iva ble ce s fro m aff ilia ted rtie pa s |
De rip tio sc n of eiv ab les rec |
Lia bil itie s t o aff ilia ted rtie pa s |
De rip tio of sc n lia bil itie s |
|
| Am in nts ou |
th | nd f € ou sa s o |
|||||||
| EU RO ME DIC A S .A. |
28 2 |
( 17 ) |
0 | 0 | 88 1 |
( 17 ) |
|||
| DA TA D ES IGN S. A. EU RO ME DIC A A RO GI AC HA IAS S. A. |
0 14 40 0 , |
( 4) |
3 0 |
( 7) |
0 0 |
12 0 |
( 7) |
||
| SO NA K S .A. |
0 | 0 | 11 | ( 10 ) |
0 | ||||
| AX ON SE CU RIT IES S. A. |
0 | 3 | ( 17 ) |
0 | 2 | ( 17 ) |
|||
| EG EF AL OS PE LO PO NN ISO U S .A. |
0 | 0 | 1 | ( 10 ) |
0 | ||||
| ΑΧ ΟΝ FI NA NC E S .A. |
0 | 0 | 0 | 50 | ( 3) |
||||
| AX ON D EV EL OP ME NT S. A. |
0 | 0 | 0 | 1 | ( 5) |
||||
| EU RO TH ER AP Y S .Α. |
0 | 0 | 0 | 0 | |||||
| ΟΝ ΑΧ S. A. |
0 | 1 | ( 17 ) |
0 | 99 | ( 5) |
|||
| BY RO N I NC |
0 | 0 | 0 | 0 | |||||
| KE RD OS PU BL ISH ING S. A. |
0 | 11 | ( 9) |
0 | 8 | ( 9) |
|||
| AX ON IN TE RN AT ION AL S. A. |
0 | 0 | 0 | 98 | ( 5) |
||||
| SA GIT ION TA IN TE RN AT AL |
0 | 0 | 0 | 1 | ( 5) |
||||
| To tal |
14 .68 2 |
19 | 12 | 1.1 51 |
(1) Trade transactions in medical consumables, sanitary material and medical services
(2) Dividend payout receivables/ payables
(7) Purchases of software and receipt of IT support services
(8) ) Expenses and advance payments on account of the construction and renovation of premises of hospital units and diagnostic centers
(9) Daily press publication services
(10) Other transactions
(11) Prepayment by SONAK S.A. to AXON S.A. for the purchase of 419,665 ACHAIKI INDUSTRY OF ADVANCED TECHNOLOGY S.A. shares
(12) Receivable of SONAK S.A. from AXON EMPORIKI S.A. from invoicing of advanced technology defense systems contracts (13) Payable of SONAK S.A. to BYRON INC regarding prepayment for advanced technology defense systems contracts execution
(14) Receivable of SONAK S.A. from BYRON INC from advanced technology defense systems contracts execution
(15) Payable of SONAK S.A. to AXON INTERNATIONAL INC regarding prepayment for advanced technology defense systems contracts execution
(16) Payable of SONAK S.A. to ASTERION regarding prepayment for advanced technology defense systems contracts execution
(17) Transactions from real estate lease.
All manner of BoD Members and Management Executives fees of both Group and Company during the period 1/1-30/9/2008 came to € 4,296 and € 112 respectively. On 30/9/2008 there exist claims of the Group and the company from BoD Members and Management Executives totaling € 1,534 and € 0 respectively as well as liabilities of the Group and the company to BoD Members and Management Executives totaling € 910 and € 0 respectively.
On 30/9/2008 there are pending lawsuits, extrajudicial calls and in general future claims against companies of the Group and the Company totaling € 47,915 and € 0 respectively. The Group's legal department estimates that all lawsuits are expected to be settled without any material adverse effect on the Group's financial position and its operations.
Moreover, tax liabilities concerning value added tax totaling € 11,461 have been imputed regarding the subsidiary company of the Group SONAK S.A. by Athens Inter-regional Auditing Center. Appeals have been filed against the relevant acts of the value added tax assessment, their hearing pending before the Athens Administrative Court of First Instance. The Group's legal department estimates that the settlement of the said case will not have any material adverse effect on the Group's financial position and its operations.
On 27/11/2007 the subsidiary company of the Group SΟΝΑΚ S.A. filed an appeal for arbitration to the Court of Arbitration against the Greek State regarding a contract for the procurement of advanced technology systems. According to the signed contract dated 19/10/2001 between the contracting parties, i.e. the supplier company "SONAK S.A." and the buyer namely the "GREEK STATE", the contractual price for the procurement of these defense systems amounts to € 71,979 out of which, according to the payments stipulated in the contract, the supplier has received € 34,516 which represent the advance payment of 50% of the total value after withholding the relevant legal deductions. According to article 12 of the Contract regarding the performance bond and guarantee granting, the supplier has deposited to the Greek State three letters of guarantee issued by ALPHA BANK for an amount of € 41,419. Furthermore, according to article 21 of the Contract, in case of failure of
negotiations between the contracting parties, any dispute, doubt or disagreement regarding the application or interpretation of the terms and the extent of the rights and obligations arising from the contract in question will be settled between the contracting parties and in case of failure it will be settled by arbitration according to the respective provisions of the Greek Legislation. The Company by relying on article 21 of the contract is seeking arbitration by the Court of Arbitration requesting that: 1) its appeal to arbitration is admitted; 2) the buyer pays the supplier an amount of € 39,281 including legal interest for the period starting 26/4/2003 or 1/9/2006 or after service of its appeal; 3) the buyer also pays an amount € 2,013 per annum from service of the appeal until its full settlement; 4) the buyer is awarded the entire court expenses (arbitrators' fees and expenses) and lawyers' fees; and 5) it is sentenced to a statement of intention to ALPHA BANΚ for its release from every obligation.
On 30/9/2008 the Group had issued guarantees in order to secure liabilities from bank loans and equipment finance lease contracts of subsidiary and associate companies totaling € 15,000 and had granted performance bonds regarding contracts which totaled € 47,590.
On 30/9/2008 the Group had concluded agreements for the operating lease of buildings and transportation means which are expected to end on various dates up to year 2020.
The expenses arising from the operating lease of buildings and transportation means which were registered in the income statement for the period 1/1-30/9/2008 came to € 3,386 (2007: € 2,300). The future minimum operating lease payments regarding buildings and transportation means on the basis of non-cancelable operating lease contracts are analyzed as follows:
| 30/9/2008 | 31/12/2007 | |
|---|---|---|
| Within 1 year | 4,788 | 3,452 |
| Between two and five years | 16,890 | 10,179 |
| Over five years | 12,616 | 931 |
| 34,293 | 14,562 |
The companies of the Group have not been audited by tax authorities for the following years:
| Company | Tax unaudited fiscal years |
|---|---|
| ΑΧΟΝ HOLDINGS S.A. | 2005-2008 |
| Ι. Subsidiary companies | |
| EUROMEDICA S.A. | 2006-2008 |
| "ORASIS" HELLENIC OPHTHALMOLOGICAL CENTER S.A. | 2007-2008 |
| "IPPOKRATIS" CENTER OF NUCLEAR MEDICINE S.A. | 2007-2008 |
| "YGEIA VOLOU" MEDICAL DIAGNOSTIKO CENTER VOLOS S.A. | 2007-2008 |
for the period ended 30th September 2008
(Amounts are expressed in thousands Euro, unless otherwise stated)
| "MELAMBUS" MEDICINE S.A. | 2007-2008 |
|---|---|
| "THEOTOKOS" MAIEYTIKI GYNECOLOGIKI KLINIKI LARISAS S.A. | 2007-2008 |
| EUROMEDICA POLYDIAGNOSTIKO CENTER LARISA S.A. | 2007-2008 |
| "PYLI AXIOU" PRIVATE DIAGNOSTIKO CENTER S.A. | 2007-2008 |
| "GENESIS" MAIEYTIKI GYNECOLOGIKI KLINIKI THESSALONIKIS S.A. | 2007-2008 |
| EUROMEDICA AROGI MEDICAL CENTER APOKATASTASI S.A. | 2003-2008 |
| GENERAL CLINIC OF DODEKANISA S.A. | 2003-2008 |
| EURO PROCUREMENT S.A. | 2007-2008 |
| SONAK S.A. | 2005-2008 |
| AXON SECURITIES S.A. | 2005-2008 |
| DATA DESIGN S.A. | 2003-2008 |
| MAGNITIKI TOMOGRAPHIA VOLOS S.A. | 2007-2008 |
| SERRES AXONIKOS TOMOGRAPHOS S.A. | 2007-2008 |
| PROLIPTIKI IATRIKI P. FALIROU L.T.D. | 2006-2008 |
| YGEIA MAGNITIKI DIAGNOSI PTOLEMAIDA S.A. | 2007-2008 |
| EUROMEDICA FINANCE Νο 1 S.A. | 2007-2008 |
| TOURISTIC ENTERPRISES WEST MACEDONIA S.A. | 2004-2008 |
| EGEFALOS PELOPONNISOU S.A. | 2007-2008 |
| "ARISTOTELEIO" PRIVATE DIAGNOSTIKO LABORATORY AXONIKOS TOMOGRAPHOS MEDICAL S.A. | 2003-2008 |
| AXIAL AND DIAGNOSTIC OF CORINTHOS S.A. | 2007-2008 |
| MEDIΝET ALEXANDROUPOLIS PRIVATE DIAGNOSTIC LABORATORY S.A. | 2007-2008 |
| AROGI S.A. | 2007-2008 |
| APOKATASTASI S.A. | 2006-2008 |
| EUROMEDICA ANATOLIKI ATTIKI PRIVATE MULTIMEDICAL CENTER S.A. | 2007-2008 |
| IONIOS GENERAL CLINIC S.A. UTILIZATION AND FUNCTION OPERATOR QUARANTINE ABSTRACTION S.A. (CORFU) |
2004-2008 |
| IATRIKI MEGARON PRIVATE DIAGNOSTIC LABORATORY S.A. | 2008 |
| IONIA PRIVATE POLYIATRIKI IATRIKI S.A. | 2006-2008 |
| IONIA NEFROLOGIKI UNIT OF YEAR DIALYSIS S.A. | 2006-2008 |
| GALINOS MEDICAL DIAGNOSTIC TRIKALON S.A. | 2007-2008 |
| MULTI-DIAGNOSTIC CENTER OF PIERIAS S.A. | 2007-2008 |
(Amounts are expressed in thousands Euro, unless otherwise stated)
| PRIVATE NEUROPSYCHIATRIC CLINIC KASTALIA S.A. | 2007-2008 |
|---|---|
| IPPOKRATIS PRIVATE POLYIATRIO MEDICAL S.A. | 2007-2008 |
| IPPOKRATIS MAGNETIC TOMOGRAPHY S.A. | 2007-2008 |
| N. IONIA AXONIC TOMOGRAPHY S.A. | 2006-2008 |
| PRIVATE POLYIATRIO IATRIKI S.A. (MEDICINE DIAGNOSIS OF LESVOS S.A.) | 2008 |
| MEDINET KAVALAS PRIVATE DIAGNOSTIC CENTER S.A. | 2007-2008 |
| EUROMEDICA AROGI ACHAIAS S.A.-REHABILITATION, RESTITUTION AND NURSING CENTER FOR ELDER | 2008 |
| ΕUROMEDICA LYDIA KAVALAS S.A. | 2008 |
| GENIKI THERAPEFTIKI (General Treatment) PRIVATE CLINIC S.A. | 2008 |
| EUROMEDICA ALBANIA HOLDINGS S.A. | 2008 |
| IONIA-EUROMEDICA PRIVATE POLYIATRIO MEDICAL S.A. | 2008 |
| DIAGNOSTIC CENTER IKEDA LTD | 2008 |
| AXON MANAGEMENT S.A. | 2005-2008 |
| ΑΧΟΝ FINANCE A.E. | 2008 |
| PRIVATE DIAGNOSTIC LABORATORY EURODIAGNOSIS CORFU S.A. | 2007-2008 |
| EUROMEDICA SERRES S.A. | 2008 |
| DIAGNOSTIC CENTER LARISAS S.A. | 2008 |
| NEUROLOGIC PSYCHIATRIC CLINIC A. PISSALIDIS – A. KARIPIS S.A. | 2007-2008 |
| PRIVATE DIAGNOSTIC LABORATORY ALEXANDRIO S.A. | 2008 |
| PRIVATE DIAGNOSTIC LABORATORY OF W. THESSALONIKI S.A. | 2008 |
| ΙΙ. Associates | |
| EUROGENETIC S.A. – PROTYPOS CENTER OF RESEARCH AND APPLICATION OF MOLECULAR BIOLOGY | 2006-2008 |
| MEDITRON S.A. | 2003-2008 |
| DORMED HELLAS S.A. | 2003-2008 |
| MEDICINE DIAGNOSTIC LABORATORY KOZANI S.A. | 2007-2008 |
| MEDITREND S.A. | 2006-2008 |
| EUROMEDICA KARDITSAS S.A. | 2006-2008 |
| EUROHOSPITAL S.A. | 2008 |
The companies of the Group recognize the tax liabilities resulting from the tax audit of their unaudited financial years by the competent tax authorities, after the completion of the audit and finalization of the relative tax amounts.
On 7/8/2008 the ordinary tax audit of ACHAIKI INDUSTRY OF ADVANCED TECHNOLOGY S.A. has been completed (of which the branch of advanced technology products and services and real estate and technical projects was absorbed by the Company according to the Extraordinary General Meeting of shareholders decision dated 8/12/2007 and approved by the Ministry of Development by the decision with register no Κ2 17814/31.12.2007) for the years from 2000 to 2007. Following the ordinary tax audit made by the competent tax department, an amount of € 401 as further taxes and surcharges has been imposed on the Company. The provisional goodwill arising from the branch absorption was increased by the respective amount, given that the procedures for determination of the absorbed branch's assets, liabilities and contingent liabilities fair value and the purchase price allocation as well as the subsequent final determination of goodwill are underway, since the Group made use of the option provided by IFRS 3. From the aforementioned amount, € 302 has already been settled while the remainder will be deposited in 24 monthly installments.
On 7/10/2008, the subsidiary company of the Group EUROMEDICA S.A. started running its new branch which operates a diagnostic center- multi-medical facilities in the area of Galatsi, Attica. The diagnostic center is accommodated in leased real estate property at Galatsiou Avenue.
On 18/11/2008, the associate company of the Group EUROHOSPITAL S.A. terminated its cooperation with the public welfare institution ERRIKOS DUNANT which had been in effect since 11/12/2007.
On 18/11/2008, the subsidiary company of the Group EUROMEDICA S.A. acquired a participating interest of 49.0% (29.3% for the Group) in the share capital of AXIAL DIAGNOSIS S.A. for a total amount of € 410, and is willing to proceed to the acquisition of the remaining percentage of the company's shares, in conjunction with the changes in the legal framework governing companies running diagnostic laboratories. The company operates a diagnostic center in the city of Thessaloniki.
Apart from the aforementioned facts, there are no further events after the Balance Sheet date, i.e. the 30th September 2008, regarding the Group, worth to be reported based on the obligations and rules dictated by the IFRS.
The Chairman of the Board The Managing Director Head of the Accounting Department
Apostolos D. Terzopoulos Panagiotis Μ. Doumanoglou Loukas S. Liakos I.C. No Σ 636315/98 I.C. No Σ 2322215/00 I.C. No Τ 017003
License Number Economic Chamber of Greece 38962 Α´ DEGREE
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