Annual Report • Sep 24, 2015
Annual Report
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ATHENS MEDICAL CENTER S.A. Reg. no. 13782/06/B/86/06 Distomou 5-7 Maroussi
| Page | |
|---|---|
| Statements of the Board of Directors' Members |
3 |
| Report of the Board of Directors |
4-13 |
| Supplementary and explanatory Report of the Board of Directors |
14-18 |
| Independent Auditor's Report |
19-20 |
| Annual Financial Statements |
21-73 |
| Financial Statement and information |
74 |
| Information according to L. 3401/2005 article 10 |
75 |
(Amounts in all tables and notes are presented in thousands of Euro, unless otherwise stated)
The members of the Board of Directors of «ATHENS MEDICAL CENTER S.A.» a) George V. Apostolopoulos, President of the B.O.D. b) Vassilis G. Apostolopoulos, CEO and c) Christos G. Apostolopoulos, Vice President, declare that as far as we know:
a. The annual Financial Statements for year 2008 of parent company and group, which were drawn up in accordance with prevailing Accounting Standards, reflect in a true manner the assets and liabilities, equity and results of «ATHENS MEDICAL CENTER S.A.», as well as of the companies included in the consolidation, taken as a whole, and
b. The annual report of the Board of Directors, presents fairly the development, the performance and the position of «ATHENS MEDICAL CENTER S.A.» as well as of the companies included in the consolidation, taken as a whole, including the description of the main risks and uncertainties encountered.
Maroussi 26/3/2009
THE PRESIDENT OF THE B.O.D. G.V. APOSTOLOPOULOS ID NUMBER 100951 THE CEO V.G.APOSTOLOPOULOS ID NUMBER - 350622 THE VICE PRESIDENT H.G. APOSTOLOPOULOS ID NUMBER 519481
Dear Shareholders,
We are honored to submit to you for approval the financial statements of the Company and the Group, according to the International Financial Reporting Standards for the year 1.1.2008 to 31.12.2008. We kindly ask you to approve them and release the BoD and the auditors of any responsibility to provide compensation for the above year. The financial statements consist of the Balance Sheet, the Profit & Loss Account, the Cash Flow statement and the Statement of Changes in Equity, as well as the notes to the financial statements.
The management of the Company continued the efforts to improve the return on investment undertaken within the last seven years, which exceeded 188 million. Given the
Given the people-centered nature of services provided, staff training was and remains a priority of the Management. Personnel of every specialization, is trained in the proper use of medical equipment and in the observance of appropriate and ISO-certified procedures. In this way the Company retains its competitive advantage in the provision of health services.
The initiation of contracts with Insurance Companies for provision of health services by Athens Medical Center units to their policyholders was continued.
Following the contracts with AXA, Groupama Phoenix, Generali and Agrotiki Life, more contracts were concluded with other insurance companies. In this manner policyholders of these Insurance Companies are motivated to visit AMC hospitals, since the cost of hospitalization is covered directly by their insurance company.
Iatriko at Peristeri district started operating at the beginning of the last quarter of 2007. Because of the high quality of services provided, it has already earned the trust of the public of West Attica.
At company level, turnover increased by 2.07% and reached 278.5 million.
This moderate increase in revenue was mainly due to the reduction of inpatients by 2.25% while outpatients increased by 5.92%. The operating profit EBITDA dropped by 18.0% to 29.2 million Euros and after tax profits dropped by 44. 6% to 8.8 million.
At consolidated level, results were as follows:
Turnover increased by 2.2% against the previous year, reaching 284.7 million. EBITDA decreased by 10.5% against the previous year, reaching 37.1 million. Finally, profit after taxes and minorities' rights decreased by 26.7% and reached 11.1 million.
During the period 01.01.2008 to 31.12.2008, 57,129 patients were admitted, against 58,441 patients during the previous year. Inpatients in 2008 decreased by 2.25% compared to 2007, whereas outpatients increased by 5.92%.
Total assets – equity and liabilities on 31.12.2008 reached 490.6 million at Company level and 490.3 million at consolidated level.
Tangible and intangible assets for the year 2008 at Company and Consolidated level were as follows:
| Year | Company (figures in million ) | Group (figures in million ) |
|---|---|---|
| Acquisition Value | 329.4 | 360.8 |
| Depreciation | (75.8) | (78.9) |
| Balance | 253.6 | 281.9 |
The Company realized significant investment in buildings, machinery and hospital equipment amounting to 5.1 million. On a consolidated basis, investment reached 7.3 million.
The effect of reducing tax rates from 2010 onwards on the deferred taxation has a significant positive impact on the after tax result of the Company. Specifically, the (positive) impact of deferred tax due to the reduction in rates amounts to Euro 3.6 million. Thus, the net effect of income tax on the after-tax result of 2008 is positive at Euro 0.26 million while for the year 2007 the impact was negative at Euro 7.4 million.
Cash and cash-equivalent consists of cash as at 31.12.2008 plus deposits with banks as at 31.12.2008. Analysis is as follows:
| Company (figures in million ) | Group (figures in million ) | |
|---|---|---|
| Cash and cheques receivable | 0.3 | 0.4 |
| Sight and time deposits | 24.0 | 28.9 |
| TOTAL | 24.3 | 29.3 |
(Amounts in all tables and notes are presented in thousands of Euro, unless otherwise stated)
The Company's borrowing amounts to a Bond Loan totaling 150 million issued on May 2007. The loan expires on July 2015 and the Company has an option to extend it for two years. It is being serviced normally.
Profitability and Capital Adequacy of the Company and the Group are evaluated with the use of ratios.
More specifically, profitability of the Company and the Group is captured by the ratio of Return on Equity, as follows:
| Group | Company | |
|---|---|---|
| Profit after Taxes & Minority rights / average Equity |
6.49% | 4.98% |
Capital structure and capital adequacy of the Company and the Group are captured by the Debt Ratio and the Current ratio, as follows:
| Group | Company | |
|---|---|---|
| Equity / Debt | 54.63% | 57.18% |
| Current Assets / Current Liabilities |
157.61% | 155.46% |
The Company conforms to the Corporate Governance regulations as apply in our country, pursuant to Law 3016/2002 as well as the regulations and decisions of the relevant regulatory authorities.
According to Law 3016/2002 on Corporate Governance, the Board of Directors of the Company consists of executive and non-executive members. Executive members are those handling daily issues of the Company, whereas non-executive members concern themselves with strategic issues.
The number of non-executive members cannot be smaller than 1/3 of the total number of members. The Board of Directors consists of 5 members, 3 of whom are executive and 2 of whom are non-executive and independent members.
(Amounts in all tables and notes are presented in thousands of Euro, unless otherwise stated)
According to Article 2 of Law 3016/2002 on Corporate Governance:
Independent non-executive members of the BoD are those that are not shareholders and have no dependency (in the sense of Article 4 of Law 3016/17.05.2002) from the Company or from persons related to it.
These are entrusted with furthering all strategic issues. More specifically, within their duties fall:
The remuneration and other compensation of the non-executive members of the BoD are set according to Law 2190/1920 and are related to the time afforded to its sessions and the fulfillment of the duties entrusted to them according to this Law. The sum of the remuneration and other compensation of the members of the BoD are mentioned in a separate category in the notes to the Annual Financial Statements.
The non-executive independent members of the BoD are at liberty to submit, individually or in common, separate reports from those of the BoD to the ordinary or extra-ordinary assembly of the shareholders of the Company, if they deem it necessary.
Internal audit is an independent and objective, confirmatory and consulting activity, designed to add value and improve the processes of the Company. It helps the Company achieve its targets by offering a systematic and structured approach to the evaluation and performs improvement of the efficiency of the control systems, risk management and corporate governance.
The Internal Audit Department performs financial, operational and administrative checks, as well as compliance checks, on a regular and irregular basis, on a preventive or inquisition basis. Results of these checks are reported to the Audit Committee of the BoD of the Company.
The Company provides the Internal Audit Department with all necessary means to facilitate its work. The internal auditor has unlimited access to books, figures and information. He acts independently, objectively and on a confidentiality basis.
According to Law 3016/2002 and the Internal Operational Regulation of the Company, the Internal Audit Department also has the following responsibilities:
The adherence to stock exchange obligations and the relations with investors, as defined by the Decision 5/204/14.11.2000 of the Capital Markets Commission, the Law 3340/10.05.2005 and the Stock Exchange Regulations, are the responsibility of the Investors' Relations' Office and the Office of Corporate Announcements.
The Office of Corporate Announcements is responsible to ensure compliance of the Company to its obligations towards the Capital Markets Committee and the Athens Stock Exchange (ASE). More precisely, the Office of Corporate Announcements is responsible for the following:
It is working closely with the Legal Department of the Company and supervisory bodies, so as to monitor developments and changes in the legal framework and to ensure the legality of the Company's actions.
Within the context of the responsibilities of this Office are included the following:
Basic Responsibility of this Office is to ensure the immediate, accurate and equal dissemination of information to shareholders and investors. Also, it is entrusted with assisting shareholders to exercise their rights according to the Law and the Company's Articles of Association.
More specifically, the Office ensures the immediate, accurate and equal dissemination of information to shareholders regarding the following:
(Amounts in all tables and notes are presented in thousands of Euro, unless otherwise stated)
The Office makes certain that, during the Annual General Shareholders' Assembly, the Annual Report is available to the Shareholders. Also it makes certain that all published Company information may be sent to any interested party, either in print or in electronic form.
The Office has the responsibility to maintain and update the shareholders' registry of the Company, according to the provisions of current legislation. For this reason the office is responsible for communication.
According to the Operating Manual of each clinic, there is a Scientific Committee which serves as the basic organ of supervision and control of issues relating to the level and quality of offered medical and hospital services.
The tenure of the Scientific Committee is biannual. The President and the members of the Scientific Committee are appointed by the Administrative Director of the clinic.
The Scientific Committee deals with cases concerning the integrity, the scientific adequacy, the behavior and, in general, concerning the adherence to due process during the actual exercise of the medical practice. Its responsibilities may be summed up as follows:
The Morals and Due Process Committee is consulted on issues of morals and due process by the BoD of the Company, and supervises the observance of the rules of medical morals and due process.
Acting Chairman of this Committee is the Scientific Director of each Clinic.
(Amounts in all tables and notes are presented in thousands of Euro, unless otherwise stated)
The Group's main financial instruments, except the derivatives, are cash and cash equivalents, bank deposits (sight and time), trade accounts receivable, prepayments and other receivables and accounts payable and bank loans (borrowings). Management periodically evaluates and revises the policies and procedures that relate to management of financial risk.
The Group holds participations (business operations) in Romania, whose net assets are exposed to FX risk. This kind of FX risk derives from the exchange rate RON / and it is not hedged as there is no substantial exposure.
The Group is not exposed to securities price risk as it has no limited investments in entities and that are classified in the consolidated balance sheet as financial assets at fair value through income statement.
The group's interest rate risk arises from long-term borrowings. Borrowings issued at variable rates expose the group to cash flow interest rate risk. Depending on the levels of net debt, any change in the base interest rates (EURIBOR), has a proportionate impact on the Group's results.
In order to limit the impact of the above mentioned interest rate risk beginning year 2008, the Group entered into structured products for interest risk hedging purposes.
The impact of these tools n financial expense has the reverse direction from that of the interest rate (euribor), so that over time the total variability in the cost of the debt service of the company decreases.
Policy of the Company is to reduce the variability of the financial expense for long-term loans subject to a variable rate.
In 2008 there was an upward movement in the base rate (euribor) till September 2008 when the international financial crisis erupted, however the interest rate of our loan was already locked until January 2009.
Although, as mentioned above, the cost of borrowing was higher that it was in 2007, there was a positive cash inflow from the hedging instruments entered into by the Company, which alleviated the cost of debt servicing for 2008.
Credit risk arises from cash and cash equivalents, deposits with banks and financial institutions, as well as credit exposures to customers, including outstanding receivables and realised transactions. Maximum exposure to credit risk is reflected by the balance of each asset, including derivative financial products. Risk control department assesses the credit quality of the customer, taking into account its financial position, past experience and other factors. Trade debtors credit limits are set based on internal ratings in accordance with limits set by management.
(Amounts in all tables and notes are presented in thousands of Euro, unless otherwise stated)
The major part of debtors comes from public insurance organizations and private insurance companies, whose credit risk is considered to be limited. Regarding the rest of debtors, represented by sale to individuals, risk is diversified due to the great number of individual customers.
Regarding prepayments and other receivables as well as cash and cash equivalents credit risk is considered of no significance.
About derivative financial products, the Group monitors its positions, the credit rating of its counterparties (see Note 21) and the balance of the contracts outstanding with each one of them.
Prudent liquidity risk management implies maintaining sufficient cash and cash equivalents, the availability of funding through an adequate amount of committed credit facilities. Furthermore, the Group has entered into non recourse factoring agreements, aiming to support its working capital.
The Group's objectives when managing capital are to safeguard the Group's ability to continue as a going concern in order to provide returns for shareholders and benefits for other stakeholders and to maintain an optimal capital structure to reduce the cost of capital.
Capital is monitored on the basis of the gearing ratio. The ratio is calculated as net debt divided by total capital employed. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the consolidated balance sheet) less "Cash & cash equivalents". Total capital employed is calculated as "Total Equity" as shown in the consolidated Balance Sheet plus net debt.
| The Group | The Company | ||||
|---|---|---|---|---|---|
| (figures in thousand) |
2008 | 2007 | 2008 | 2007 | |
| Total Borrowing | 156,224 | 168,269 | 150,574 | 162,907 | |
| Less: Cash and cash equivalents | 29,256 | 27,236 | 24,305 | 18,580 | |
| Net Debt | 126,968 | 141,033 | 126,269 | 144,327 | |
| Total Equity | 173,228 | 167,687 | 178,481 | 174,891 | |
| Total | 300,196 | 308,720 | 304,750 | 319,218 | |
| Gearing ratio | 42.30% | 45.68% | 41.43% | 45.21% |
The gearing ratio is slightly improved in year 2008 relating to previous year 2007 in terms of Group and Company.
The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques based on market conditions existing at each balance sheet date.
The nominal value less estimated credit adjustments of trade receivables is assumed to approximate their fair values.
Fair values of derivatives are based on marked-to-market valuation. For all derivatives, fair values are confirmed by the credit institutions with which the Group has the relevant contracts (see Note 21).
(Amounts in all tables and notes are presented in thousands of Euro, unless otherwise stated)
One party related to the Company with noteworthy transactions within the mentioned period, is IATRIKI TECHNIKI S.A. and is owned 100% by the Company. Its main activity is the trade of Medical and Surgical Tools and all kinds of Sanitary Material and supplies all of the Company's Hospitals.
During 2008 the Company conducted purchases of 29.49 million from IATRIKI TECHNIKI, and its liabilities towards it amount to 29.55 million.
Another related party with noteworthy transactions is Eurosite S.A., owned 100% by the Company. Eurosite S.A. will effect the utilization of the real estate of the Company in Paiania, Attica, where it is intended to develop hospital units. The Company has claims of 2.9 million against Eurosite S.A., of which 2.1 milion was temporarily given for various works and 828 thousand was given against future share capital increase.
Also related in the sense of IAS 24 with the Company is the insurance company La Vie Assurance, which has with the Company a contract for provision of medical services to its policyholders. The Company in 2008 had revenues of 2.46 milion from La Vie Assurance, and its receivables on 31.12.2008 amounted to 3,742 thousand.
Within the 1st quarter of 2009, the subsidiary company of the Group "GAIA Maternity and Obstetrics Centre of Athens S.A." was founded, 100% owned, whereas in February 2009 the total of owned shares of the company I.E. EUROHOSPITAL S.A. were sold. The Group did not classify I.E. EUROHOSPITAL S.A. (non-current asset) as held for sale, as foreseen by paragraphs 7, 8, 12 of IFRS 5 "Non-current assets held for sale and terminated activities".
On March 5th, 2009, the Company rented a plot of land opposite the Maroussi clinic, of approx. 10,000 acres, which will be utilized as a parking lot. To this effect, the Company issued a letter of guarantee to the amount of 2.4 million.
The world is in a maelstrom of intense economic crisis, which started at credit institutions in September 2008 but, through a sudden contraction of credit growth, affects all aspects of economic activity. Given the strong interdependence of credit institutions, and the globalization of the financial and real economy, the crisis expanded beyond the countries that created it in the first place and is being felt everywhere.
Greece has been slow to feel the implications of the crisis, but because of its nature as an open economy is vulnerable to fluctuations in international demand (tourism, shipping) and is already under intense pressure. This pressure tends to restrict market demand for goods and services within the country, and therefore affects all companies to some extent. The Health sector is defensive and largely characterized by inelastic demand. But as shown by the results of 2008, there is a decline to the extent that the medical treatment of some non-urgent cases can be postponed. Naturally, this decline is much less intense compared to other markets, verifying the defensive character of health sector.
However, despite the intense crisis Athens Medical Group has not departed from its strategic choices. All new projects, as presented below, are based on particularly low budgets due to their nature. Specifically
(Amounts in all tables and notes are presented in thousands of Euro, unless otherwise stated)
In 2008 continued the modernization of Group units domestically and their equipment with the latest medical technology. Peristeri Clinic, completed within 2007, was inaugurated in January 2008. It has won the confidence of the public of West Attica and expands its partnerships with pension funds and affiliated physicians.
In Romania the third medical center in Ploesti Group has started its operation with great success.
In December 2008 the Group has bid, as a member of a consortium, for the PPP concerning the construction and operation of the Pediatric Hospital in Thessaloniki. According to the proposal of the consortium, the Group has expressed interest in the logistics' services of the intended hospital. The tender will have several stages, and we are hopeful that the Project will eventually be awarded to the consortium in which the Group participates.
A very important development for the Group, already announced, is the creation of an obstetrics and maternity clinic under the name of GAIA, housed in the premises of the hospital ERRIKOS DYNAN. Its capacity will be 147 beds and will include an Intensive Care Unit of 6 beds, an Intensive Care Unit for infants of 12 beds and one day clinic (ODC) of 25 beds. It will have 7 operating rooms and 17 labor rooms, and will all begin operating very soon.
This way the group creates a maternity clinic distinguished by the highest standards of offered services and providing future mothers with the safety which is synonymous to the name of Athens Medical Center. The Group already operates a maternity clinic for some years now, as a unit within the Interbalkan hospital, enjoying the confidence of the northern Greek public.
The creation of this exemplary maternity unit, in such difficult circumstances, proves that Athens Medical Center never ceases to grow and expand.
The presence of the Apostolopoulos family and the German colossus Asklepios Kliniken at the helm of the company safeguards safe cruising in the very difficult circumstances enveloping our country and the whole world. It is our belief that, with the initiatives already taken and those that it will soon take, Athens Medical fulfills its social mission and reciprocates the trust which it is being shown by the Greek public for 25 years.
(Amounts in all tables and notes are presented in thousands of Euro, unless otherwise stated)
Information regarding issues pertaining to paragraph 8 of article 4 of Law 3556/2007
During year 2008, the total investment of the Athens Medical Group S.A. amounted to approx. 7.3 million.
In 2008, the Group's borrowing decreased by approx. 12 million.
On 31/12/2008, the Group's aggregate net borrowing amounted to approx. 126.9 million, i.e. the sum of short term and long term loans of 156.2 million less cash & cash equivalent of 29.3 million.
The Group's net cash flow for the year amounted to approximately 2 million.
Net Borrowing: Total of short term and long term debt less cash and cash equivalent
The relative ratio of net borrowing ratio to group's own equity is as follows:
| Ratio | 31/12/2008 | 31/12/2007 |
|---|---|---|
| Net Debt to Equity | 73.29 % | 84.10 % |
The Board of Directors intends to propose to the General Meeting a dividend distribution for the year 2008 amounting to 4,336,799 (0.05 per share).
INFORMATION ACCORDING TO ARTICLE 4 PARAGRAPHS 7,8 OF LAW 3556/2007
(a) Share Capital Structure
On December 31 st , 2008, the Groups' Share Capital amounted to 26,888,153.80, divided in 86,735,980 common bearer shares with a nominal value of 0.31 each.
Based on the Share Registry as at December 31 st , 2008, shareholders with holdings exceeding 2% were as follows:
| Shareholder | Number of Shares |
Holding percentage on 31/12/2008 |
|---|---|---|
| G.Apostolopoulos Holdings SA | 27,833,843 | 32.090% |
| Asklepios International GMBH | 26,649,532 | 30.725% |
| Eurofinanciere d' Investissement Monaco | 2,585,057 | 2.980% |
| SGSS Spa | 2,418,127 | 2.788% |
| Free float <2% | 27,249,421 | 31.416% |
| 86,735,980 | 100.00% |
(Amounts in all tables and notes are presented in thousands of Euro, unless otherwise stated)
The total of the Company's shares (100%) are Common Bearer shares. There exist no special categories of shares. Rights and obligations derived thereof are those foreseen by law 2190/1920.
(b) Constraints on Share Transfers
According to the Company's Statutes, there are not any.
(c) Significant direct and indirect participations in the sense of articles 9 to 11 of Law 3556/2007:
On December 31 st , 2008, G.Apostolopoulos Holdings held a percentage of 32.09% and
Asklepios International GmbH held a percentage of 30.725%.
(d) Shareholders of shares affording special controlling rights
There are no company shares affording special controlling rights
(e) Voting rights' constraints – time period for the exercise of related rights
There are no constraints on voting rights other than those foreseen by Law 2190/1920.
(f) Rules on appointment / replacement of members of the Board of Directors and on amending the Company's Statutes provided they differ from those foreseen by Law 2190/1920.
There are not any.
(g) Power of the Board of Directors for issuance of new shares / purchase of own shares according to the Article 16 of Law 2190/1920.
Notwithstanding paragraph 17 of this Article, it is hereby assigned that during the first five-year period from the company's constitution and following the Shareholder's General Meeting resolution dated 20.07.1993 by which the above mentioned power of the BoD was renewed for a period of five years, the BoD can issue new shares to increase all or part of the Company's Share Capital, with a 2/3 majority decision of its members. The increase can not exceed the total of the capital already paid down.
The above mentioned power of the Board of Directors may be renewed by the General Meeting for a period not exceeding five years for each renewal.
No renewal of this power has been decided by the General Meeting.
(i) Compensation agreements in the event of resignation / redundancy with no well-founded reason or tenure termination for members of the Board of Directors or personnel.
There are not any.
(Amounts in all tables and notes are presented in thousands of Euro, unless otherwise stated)
(j) Agreements among shareholders, known to the Company, resulting into restrictions on share transfers or on voting rights.
There are not any.
(k) Any important agreement the Company has contracted and is being put in force, modified or expires, in the event of a change in Management following a Public Offering and the results thereof; unless, due to the agreement's nature, its publication would cause serious damage to the company.
There are not any.
(l) Any agreement the Company has contracted with either members of the BoD or its personnel that foresees compensation in the event of resignation or redundancy with no well-founded reason or tenure termination due to a Public Offering.
There are not any.
Finally, the basic rights and obligations deriving from share ownership according to the Company's Statutes and Law 2190/1920 are as follows:
After the expiry of the time period set for the exercise of the preference right, which may not be smaller than one month, shares not bought, according to the above, are disposed by the BoD according to its unconstrained will.
The Invitation for the Exercise of the Preference Right, which must also mention the period in which the right should be exercised, is published in the relevant Issue of the Government Gazette. Notwithstanding paragraphs 6 and 7 of article 13 (Law 2190/1920), the Preference Right may either be limited or waived by resolution of the General Meeting.
As an exception, if all Company's shares are bearer, the invitation for the Preference right exercise may be effected by registered mail to shareholders.
(Amounts in all tables and notes are presented in thousands of Euro, unless otherwise stated)
a) Disclose to the General Meeting all amounts paid for whatever reason by the Company during the last two years either to members of the Board of Directors or to Managers and Staff, or disclose any other contract established for any reason by the Company.
b) Disclose specific information relevant to the Company's affairs to the extent they are useful for judging issues on the Agenda. The Board can withhold the provision of information, assuming there is a material reason, which must be recorded in its minutes.
b) The verdict issuance by the competent Court of Justice, in the case of Paragraph 5 of the present Article.
(Amounts in all tables and notes are presented in thousands of Euro, unless otherwise stated)
(Amounts in all tables and notes are presented in thousands of Euro, unless otherwise stated)
We have audited the accompanying corporate and consolidated financial statements of «ATHENS MEDICAL CENTER S.A.» (the «Company»), which comprise the corporate and consolidated balance sheet as of 31 December 2008 and the income statements, statements of changes in shareholders' equity and cash flow statements for the year then ended and a summary of significant accounting policies and other explanatory notes.
Management is responsible for the preparation and fair presentation of these financial statements in accordance with International Financial Reporting Standards as adopted by the European Union. This responsibility includes: designing, implementing and maintaining internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error; selecting and applying appropriate accounting policies, and making accounting estimates that are reasonable in the circumstances.
Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with Greek Standards on Auditing which are in compliance with International Standards on Auditing. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance whether the financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity's preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity's internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by management, as well as evaluating the overall presentation of the financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.
(Amounts in all tables and notes are presented in thousands of Euro, unless otherwise stated)
In our opinion, the accompanying corporate and consolidated financial statements present fairly, in all material respects, the financial position of the Company and the Group as of 31 December 2008 and of their financial performance and their cash flows for the year then ended in accordance with International Financial Reporting Standards as adopted by the European Union.
We verified the consistency and correspondence of the content of the Board of Director's report with the accompanying financial statements, in the context of the requirements of articles 43a, 107 and 37 of Codified Law 2190/1920.
Athens, March 27, 2009 The Certified Auditor Accountant
George Gerasimou Vrettos S.O.E.L. Registration Number 15651
It is certified that the attached annual Financial Statements are those approved by the board of directors of "ATHENS MEDICAL CENTER S.A." in March 26th 2009 and they are uploaded to the internet address: www.iatriko.gr. The records and information published to the press aim at providing to the reader some general financial records and information, but they do not provide the whole picture of the financial condition and the results of the Company, according to the International Accounting Standards and the International Financial Reporting Standards.
Georgios Apostolopoulos President of the Board of Directors ATHENS MEDICAL CENTER S.A.
(Amounts in all tables and notes are presented in thousands of Euro, unless otherwise stated)
| Page | |
|---|---|
| Income Statement for the year ended December 31, 2008 and 2007 |
23 |
| Balance Sheets as of December 31, 2008 and 2007 |
24 |
| Statement of Changes in Equity for the year ended December 31, 2008 |
25 |
| Statement of Changes in Equity for the year ended December 31, 2007 |
26 |
| Cash Flow Statement for the year ended December 31, 2008 and 2007 |
27 |
| Corporate information |
28-29 |
| Preparation base of Financial Statements |
30 |
| Principal accounting policies |
30-43 |
| Risk management |
43-46 |
| Management's significant accounting judgements and estimates |
47-48 |
| Notes to the Financial Statements |
48-75 |
(Amounts in all tables and notes are presented in thousands of Euro, unless otherwise stated)
| The Group | The Company | |||||
|---|---|---|---|---|---|---|
| 1/1-31/12 | 1/1-31/12 | 1/1-31/12 | 1/1-31/12 | |||
| 2008 | 2007 | 2008 | 2007 | |||
| INCOME: | ||||||
| Revenue | 284,712 | 278,500 | 278,476 | 272,825 | ||
| Cost of sales | 8 | (230,901) | (221,185) | (235,250) | (224,074) | |
| Gross Profit | 53,811 | 57,314 | 43,226 | 48,751 | ||
| Administrative expenses and Distribution Costs |
9 | (30,850) | (29,205) | (27,644) | (26,226) | |
| Other income/ (expenses) | 10 | 2,403 | 4,356 | 2,501 | 4,498 | |
| Net financial income/ (costs) | 11 | (14,517) | (9,917) | (10,948) | (5,414) | |
| PROFIT BEFORE TAX | 10,848 | 22,549 | 7,135 | 21,609 | ||
| Income Tax Expense | 12 | 259 | (7,413) | 1,659 | (5,740) | |
| PROFIT FOR THE YEAR | 11,107 | 15,136 | 8,794 | 15,869 | ||
| Attributable to: Equity holders of the parent company |
11,066 | 15,077 | 8,794 | 15,869 | ||
| Minority Interest | 40 | 59 | ||||
| 11,107 | 15,136 | 8,794 | 15,869 | |||
| Earnings per Share (in Euro) | ||||||
| Basic Weighted average number of shares |
13 | 0,13 | 0,18 | 0,10 | 0,19 | |
| Basic | 13 | 86,735,980 | 85,711,322 | 86,735,980 | 85,711,322 |
(Amounts in all tables and notes are presented in thousands of Euro, unless otherwise stated)
| 31 December 31 December 31 December 31 December Notes 2008 2007 2008 2007 ASSETS Non current assets : Property, plant and equipment 14 279,604 284,119 253,303 259,217 Goodwill 15 1,979 1,979 - - Intangible assets 15 333 340 313 312 Investments in subsidiaries 16 - - 34,867 34,867 Investments in associates consolidated by the equity method 17 384 328 30 - Other long term debtors 398 377 393 370 Deferred tax assets 12 4,471 5,121 4,446 5,067 Total non current assets 287,169 292,263 293,352 299,834 Current Assets: Inventories 18 7,333 6,789 6,637 6,432 Trade accounts receivable 19 148,728 151,765 145,554 148,523 Prepayments and other receivables 20 16,579 13,449 19,495 16,139 Derivatives 21 1,270 1,270 Financial assets at fair value through income statement - 1 - - Cash and cash equivalents 22 29,256 27,236 24,305 18,580 Total current assets 203,165 199,240 197,261 189,674 TOTAL ASSETS 490,334 491,503 490,613 489,508 EQUITY AND LIABILITIES Equity attributable to equity holders of the parent company Share capital 23 26,888 26,888 26,888 26,888 Share premium 23 19,777 19,777 19,777 19,777 Retained Earnings 50,200 44,629 56,065 52,761 Legal, tax free and special reserves 24 76,058 75,994 75,751 75,464 172,924 167,289 178,481 174,891 Minority Interest 304 398 Total equity 173,228 167,687 178,481 174,891 Non-current liabilities: Long term loans/borrowings 25 150,231 157,037 149,949 156,972 Government Grants 26 4 10 4 9 Deferred tax Liabilities 12 18,473 23,482 16,450 20,961 Provision for retirement indemnities 27 16,010 13,849 15,903 13,745 Other long term liabilities 28 3,480 5,477 2,938 4,506 Total non-current liabilities 188,198 199,855 185,244 196,193 Current liabilities: Trade accounts payable 29 93,424 91,722 100,476 92,946 Short term loans/borrowings 25 5,994 11,232 624 5,936 Long term liabilities payable in the next year 25 - - - - Current tax payable 8,018 6,360 5,120 5,257 Derivatives 21 5,642 5,642 Accrued and other current liabilities 30 15,830 14,647 15,026 14,285 Total current liabilities 128,908 123,960 126,888 118,424 TOTAL EQUITY AND LIABILITIES 490,334 491,503 490,613 489,508 |
The Group | The Company | |||
|---|---|---|---|---|---|
(Amounts in all tables and notes are presented in thousands of Euro, unless otherwise stated)
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(Amounts in all tables and notes are presented in thousands of Euro, unless otherwise stated)
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(Amounts in all tables and notes are presented in thousands of Euro, unless otherwise stated)
| The Group | The Company | |||
|---|---|---|---|---|
| 31 December 2008 |
31 December 2007 |
31 December 2008 |
31 December 2007 |
|
| Cash flows from operating activities | ||||
| Period's profit before taxation | 10,848 | 22,549 | 7,135 | 21,609 |
| Adjustments for operational activities | ||||
| Depreciation | 11,695 | 11,258 | 11,089 | 10,707 |
| Depreciation of government grants | (84) | (31) | (84) | (31) |
| Provision for retirement indemnities | 2,162 | 2,001 | 2,158 | 1,987 |
| Allowance for doubtful accounts receivable | 200 | 0 | 200 | 0 |
| Other provisions | 208 | 0 | 0 | 0 |
| Gains/losses due to fixed assets sale | 12 | (2,221) | (3) | (2,187) |
| Impairment expenses of fixed assets | 0 | 0 | 0 | 0 |
| Dividends from subsidiaries | (96) | (91) | (3,366) | (4,351) |
| Gains from group's associates | (26) | (105) | 0 | 0 |
| Interest and Financial income | (3,202) | (186) | (3,125) | (144) |
| Interest and other financial expenses | 17,839 | 10,261 | 17,439 | 9,908 |
| Exchange differences due to consolidation of | ||||
| subsidiaries abroad | (28) | 35 | 0 | 0 |
| Operational profit before changes in working | ||||
| capital variations | 39,528 | 43,470 | 31,443 | 37,498 |
| Increase/ (Decrease) in: | ||||
| Inventories | (544) | (1,397) | (205) | (1,344) |
| Short and long term accounts receivable | 359 | (27,059) | 65 | (27,743) |
| Increase/ (Decrease) in: | ||||
| Short and long term liabilities | 695 | 9,892 | 6,727 | 2,308 |
| Interest charges and related expenses paid | (12,197) | (10,261) | (11,797) | (9,908) |
| Paid taxes | (2,442) | (6,933) | (2,368) | (3,999) |
| Net Cash from operating activities | 25,399 | 7,712 | 23,865 | (3,188) |
| Cash flows from investing activities | ||||
| Purchase of tangible and intangible fixed assets | (7,388) | (11,733) | (5,186) | (11,279) |
| Sale of tangible assets | 8 | 48 | 8 | 64 |
| Interest and related income received | 432 | 186 | 355 | 144 |
| Received dividends from subsidiaries | 0 | 0 | 3,366 | 4,351 |
| Received dividends from other companies | 95 | 91 | 0 | 0 |
| Guarantees paid | 2 | (1) | 0 | 0 |
| Grants received | 78 | 5 | 78 | 5 |
| Purchase of of long and short term investments | (30) | 0 | (30) | 0 |
| Sales of of long and short term investments | 826 | 0 | 825 | 0 |
| Net Cash flows used in investing activities | (5,977) | (11,405) | (584) | (6,716) |
| Cash flows from financing activities | ||||
| Issuance of Shares | 0 | 5,363 | 0 | 5,363 |
| Dividends paid of parent company | (5,224) | (5,176) | (5,224) | (5,176) |
| Net variation of short term borrowings | (5,089) | (71,829) | (5,089) | (72,300) |
| Net variation of of long term debt/borrowings | (6,187) | 96,130 | (6,475) | 96,273 |
| Payment of finance lease liabilities | (769) | (1,901) | (769) | (1,901) |
| Dividends paid to minority from subsidiaries | (134) | (472) | 0 | 0 |
| Net Cash flows used in financing activities | (17,403) | 22,115 | (17,557) | 22,259 |
| Net increase/ in cash and cash equivalents | 2,019 | 18,422 | 5,724 | 12,356 |
| Cash and cash equivalents at the beginning of the | ||||
| year | 27,236 | 8,814 | 18,580 | 6,224 |
| Cash and cash equivalents at the end of the year | 29,255 | 27,236 | 24,305 | 18,580 |
| Board of directors: | Dr. George B Apostolopoulos– President of BOD Dr. Vassilis G. Apostolopoulos – CEO Christos G. Apostolopoulos – Vice President of BOD Dr. Norbert Doerner – Member of BOD Stephen Leonhard – Member of BOD |
|---|---|
| Company's head offices: | 5-7 Distomou Str, 15125 Maroussi |
| Company's number in the registry of Societes Anonymes: |
13782/06/ /86/06 |
| Auditors: | BDO PROTYPOS ELLINIKI ELEGKTIKI S.A. 81, Patision & 8-10, Heyden 104 34, Athens Greece |
(Amounts in all tables and notes are presented in thousands of Euro, unless otherwise stated)
The Company " ATHENS MEDICAL SOCIETE ANONYME" with the distinctive title "ATHENS MEDICAL CENTER S.A." (hereafter the "Company" or the "Parent Company") and its subsidiaries (hereafter the "Group") are involved in the area of health care services with the organization and operation of hospital units. The Company's and the Group's head offices are located in the Municipality of Amarousion Attica in 5-7 Distomou Street and employ 3,010 and 3,205 employees respectively.
The Company's shares are publicly traded on the Athens Stock Exchange.
The companies, which were included in the accompanying consolidated financial statements of the Group, together with the related ownership interests are described in table below:
| Company's | % Group's | % Group's | ||
|---|---|---|---|---|
| Company's name | location country |
Activity | participation 2008 |
participation 2007 |
| IATRIKI TECHNIKI | Sale of Medical Tools & Sanitary/Health | |||
| S.A. | GREECE | Equipment | 100.00% | 100.00% |
| EREVNA S.A. | GREECE | Diagnostic & Therapeutic Center | 51.00% | 51.00% |
| AXONIKI EREVNA | ||||
| S.A. | GREECE | Diagnostic Center | 50.50% | 50.50% |
| PHYSIOTHERAPY | ||||
| AND SPORTS INJURY | ||||
| TREATMENT CENTER | 33.00% | 33.00% | ||
| S.A. | Physiotherapy & Sport Injury | |||
| GREECE | Restoration/Treatment Services | |||
| HOSPITAL | ||||
| AFFILIATES | Organization & Administration of Hospitals and | 68.89% | 68.89% | |
| INTERNATIONAL | GREECE | Clinics. | ||
| MEDSANA BMC | ROMANIA Diagnostic Center | 100.00% | 100.00% | |
| BIOAXIS SRL (ex | Diagnostic Center | 78.90% | 78.90% | |
| MEDSANA SRL) | ROMANIA | |||
| EUROSITE HEALTH | Establishment & Operation of Hospitals and | 100.00% | 100.00% | |
| SERVICES S.A. | GREECE | Clinics | ||
| ORTELIA HOLDINGS | CYPRUS | Establishment, Organization & Operation of Hospitals and Clinics |
99.99% | 99.99% |
| 55.00% | 55.00% | |||
| MEDICAFE S.A. | GREECE | Pastry shop-buffet | ||
| Trade & services of publication and electronic | 27.33% | 27.33% | ||
| INTEROPTICS S.A. | GREECE | information & information systems | ||
| EUROHOSPITAL S.A. | GREECE | Management, Organization & Operation of Hospitals and Clinics |
50.00% | - |
(Amounts in all tables and notes are presented in thousands of Euro, unless otherwise stated)
(a) Basis of Preparation of the Consolidated Financial Statements: The accompanying consolidated financial statements that constitute the Group's consolidated financial statements (hereinafter referred to as "the financial statements") have been prepared in accordance with International Financial Reporting Standards ("IFRS"), adopted by the European Union. There are no standards applied in advance of their effective date. The financial statements have been prepared under the historical cost convention, except for derivative financial instruments which are measured at fair value.
The principal accounting policies adopted in the preparation of the accompanying financial statements are the following:
(a) Basis of Consolidation : The Company's accompanying consolidated financial statements include the financial statements of the parent Company, as well as of all the subsidiaries that are controlled by the Parent Company. Control is presumed to exist when direct or indirect ownership retains the majority of voting interest or has the power to control the Subsidiaries' Board of Directors. Subsidiaries are consolidated from the date on which effective control is transferred to the company and cease to be consolidated from the date in which control ceases to exist.
The consolidated financial statements include the financial statements of a subsidiary (Physiotherapy Center S.A.), in which although the direct parent company holds less than 50% of the voting rights, controls it through the ability of appointing the majority of members of the Board of Directors.
In the consolidated financial statements, Medicafe S.A. is also included using the equity method, although, Group holds 55% of the company's voting rights, due to a managements transfer to third parties. As a result such ownership does not consist control according to IAS 27 « Consolidated and Separate Financial Statements », paragraph 13.
Eurohospital S.A. is also included in the consolidated financial statements with the equity method, in which group holds 50% of the company's voting rights, according to paragraph 38 of IAS 31 « Interests in Joint Ventures ».
The Group's subsidiaries Ereuna S.A. and Axoniki ereuna S.A., according to their General Assemblies' decisions, have entered a liquidation procedure, since 1/7/2006. Before that and during the year 2006, the above mentioned companies have transferred together with all their productive assets – mechanical equipment, their operations to parent company and as a qonsequence their Balance Sheets do not include non current assets. As a result the liquidation of the above mentioned companies is not considered to be a discontinued operation according to IFRS 5 "Non-current Assets Held for Sale and Discontinued Operations", that requires distinctive reporting regarding the companies' results and fixed assets.
All intercompany transactions and balances have been eliminated in the accompanying consolidated financial statements. Where necessary, accounting policies of the subsidiaries have been revised to ensure consistency with the policies adopted by the Group. All the subsidiaries, included in the consolidation, prepare their financials statements for the same reporting period and the same date (31 December) as the parent company, with the exemption of the subsidiaries Ereuna S.A. and Axoniki ereuna S.A., which prepare their financial statements for period 1/7-30/6. For consolidation purposes financials statements for these companies were prepared, concerning the same reporting period (1/1/2008-31/12/2008) as the parent company, which were included in the consolidation.
(Amounts in all tables and notes are presented in thousands of Euro, unless otherwise stated)
(b) Investments in Subsidiaries (separate financial statements): The investments of the parent Company in its consolidated subsidiaries are measured at acquisition cost less any cumulative impairment losses.
i) Consolidated financial statements: The Company's investments in other entities in which parent exercises significant influence and are not subsidiaries or joint-ventures are accounted for using the equity method. Under this method the investment in associates is recognized at cost in addition to the changes in the percentage of the Company in the associate's equity after the initial date of acquisition less possible provisions for impairment in value. The consolidated statement of income reflects the Company's share of the results of operations of the associate. All the associates, included in the consolidation, prepare their financials statements for the same reporting period and the same date (31 December) as the parent company
ii) Separate financial statements of parent: Investments in associates in the stand-alone financial statements are measured at acquisition cost less any cumulative impairment losses.
(d) Investments in joint ventures (jointly controlled entities): The Group has interests in joint ventures which are jointly controlled entities, whereby the ventures have a contractual arrangement that establishes joint control over the economic activities of the entities. Jointly controlled entities are included in the consolidated financial statements with the equity consolidation method according to paragraph 38 of IAS 31 « Interests in Joint Ventures » until the date on which the Group ceases to have joint control over the jointly controlled entities. The financial statements of the jointly controlled entities are prepared for the same reporting year as the parent company.
(e) Conversion of foreign currencies: The base currency of the Company and of its Greek subsidiaries is Euro. The transactions involving other currencies are converted into Euro using the exchange rates that were in effect at the time of the transactions. At the balance sheet date monetary assets and liabilities which are denominated in other currencies are adjusted in order to reflect the current exchange rates.
Gains and losses resulting from year end FX adjustments of monetary assets and liabilities are reflected in the accompanying income statement. Gains and losses resulting from transactions are reflected in the accompanying statement of income also.
The base currency of the Group's foreign subsidiaries is the official currency of the related country in which each subsidiary operates. Thereafter, at each reporting date all balance sheet accounts of these subsidiaries are converted into Euro using the exchange rate in effect at the balance sheet date. Revenues and expenses are converted based on the weighted average rate of exchange that prevailed during the year.
The accumulated difference resulting from such translation is recognized directly in consolidated equity until the disposal, write off or de-recognition of a subsidiary, when it is transferred to the consolidated income statement.
(f) Intangible Assets: Intangible assets are mainly consisted of software and commercial rights. These are amortized over their estimated useful lives which are set to five years. Software includes their acquisition cost and any expenditure realized in order for it to operate, reduced by the amount of accumulated amortization and any possible impairment losses.
(g) Research and Product Development Cost: Research costs are expensed as incurred. Development expenditure is mainly incurred for the development of new products. Costs incurred for the development of an individual project are recognized as an intangible asset only when the requirements of IAS 38 "Intangible Assets» are met.
(j) Revenue recognition: Revenue is recognized to the extent that it is probable that the economic benefits will flow to the company and the revenue can be reliably measured. The following particular recognition criteria must also be met as revenue is recognized.
The Sale of Services revenue is accounted according to the extent of service completion.
The sale of goods revenue, net of trade discounts sale, incentives and the related VAT, is recognized when the significant risks and rewards of ownership of the goods have passed to the buyer.
The interest revenue is recognized on the accrual basis of accounting.
(Amounts in all tables and notes are presented in thousands of Euro, unless otherwise stated)
Revenue from dividends is recognized when the Group's right on such dividends is approved by the respective bodies of the companies' that declare them.
(ja) Property, Plant and Equipment: Land and buildings are valued at historical cost (deemed cost based on the provisions of IFRS 1), less accumulated depreciation and any impairment in value. Machinery, transportation equipment, as well as the furniture and the rest of the equipment are measured at historical cost less the accumulated depreciation and any impairment in value.
The Company and the Group proceeded to a fair valuation of its land, buildings, as at January 1, 2004 and these fair values were used as deemed cost on the date of transition to the IFRS. The resulted revaluation surplus was credited to retained earnings.
Repairs and maintenance are charged to expenses as incurred. Major improvements are capitalized to the cost of the asset to which they relate when they extend the useful life, increase the earnings capacity or improve the efficiency of the respective assets.
An item of property and plant is derecognized upon sale or disposal or when no future economic benefits are expected to arise from the continued use of the asset. Any gain or loss arising on derecognition of the asset, is included in the consolidated statement of income in the year the item is derecognized.
(jb) Depreciation: Depreciation is calculated based on the straight-line method at rates, which approximately reflect the average useful lives of relative assets. The rates used are the following:
| Classification | Annual rate |
|---|---|
| Buildings | 2% |
| Machinery and Equipment | 6.67%- 10% |
| Equipment of Transportation | 6%-10% |
| Furniture and rest of Equipment | 10%- 20% |
(jc) Goodwill: Business combinations are accounted for using the acquisition accounting method. This involves recognizing identifiable assets (including previously unrecognized intangible assets) and liabilities (including contingent liabilities) of the acquired business at fair value. Goodwill acquired in a business combination is initially measured at cost being the excess of the cost of the business combination over the Group's interest in the net fair value of the acquiree's identifiable assets, liabilities and contingent liabilities. Following initial recognition, goodwill is measured at cost less any accumulated impairment losses.
Goodwill is not amortized, but it is reviewed for impairment, annually or more frequently if events or changes in circumstances indicate that the carrying value may be impaired. At the acquisition date (or at the date of completion of the relative purchase price allocation) any goodwill acquired is allocated to each of the cash-generating units related to goodwill.
Impairment is determined by assessing the recoverable amount of the cash-generating unit, to which the goodwill relates.
Where the recoverable amount of the cash-generating unit is less than the carrying amount and the relevant goodwill, an impairment loss is recognized.
Where goodwill forms part of a cash-generating unit and part of the operation within that unit is disposed of, the goodwill associated with the operation disposed of is included in the carrying amount of the operation when determining the gain or loss on disposal of the operation. Goodwill disposed of, in this circumstance is measured on the basis of the relative values of the operation disposed of and the portion of the cash-generating unit retained.
Goodwill resulting from acquisitions or business combinations has been allocated to the main cash generating units in group level. The cash generating units have been defined in accordance with the provisions of IAS 36 "Impairment of Assets". The Group, in order to decide whether an impairment of goodwill exists, performed the related impairment tests in the cash generating units in which goodwill was allocated, and based on those tests no impairment issue occurred.
When the Group increases its participation interest to existing subsidiaries (acquisition of minority interests) the total difference between the purchase price and the portion of the minority interests acquired (goodwill or negative goodwill) is transferred directly to equity as it is considered as a transaction among the shareholders (entity concept method). Similarly, when minority interests are sold (without losing control of the subsidiary) then the related gains or losses are recognized directly to equity.
(Amounts in all tables and notes are presented in thousands of Euro, unless otherwise stated)
(jd) Impairment of Assets: With the exception of goodwill and intangibles with indefinite life, which are reviewed for impairment at least annually, the carrying value of other non-current assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying value may not be recoverable. Whenever the carrying value of an asset exceeds its recoverable amount a respective impairment loss is recognized in the consolidated statement of income. The recoverable amount is measured as the higher of net selling price and value in use. Net selling price is the amount obtainable from the sale of an asset in an arm's length transaction between knowledgeable, willing parties, after deducting any direct incremental selling costs, while value in use is the present value of estimated future cash flows expected to arise from continuing use of the asset and from the revenue due to its disposal at the end of its estimated useful life. For the purpose of assessing impairment, assets are grouped at the lowest level for which there are separately identifiable cash flows.
(i) Financial assets: A financial asset (or, where applicable a part of a financial asset or part of a group of similar financial assets) is derecognized when:
• the rights to receive cash flows from the asset have expired;
• the Group retains the right to receive cash flows from the asset, but has assumed an obligation to pay them in full without material delay to a third party under a "pass-through" arrangement; or
• the Group has transferred its rights to receive cash flows from the asset and either (a) has transferred substantially all the risks and rewards of the assets, or (b) has neither transferred nor retained substantially all the risks and rewards of the asset, but has transferred control of the asset. Where the Group has transferred its rights to receive cash flows from an asset and has neither transferred nor retained substantially all the risks and rewards of the asset nor transferred control of the asset, the asset is recognized to the extent of the Group's continuing involvement in the asset. Continuing involvement that takes the form of a guarantee over the transferred asset is measured at the lower of the original carrying amount of the asset and the maximum amount of consideration that the Group could be required to repay. Where continuing involvement takes the form of a written and/or purchase option (including a cash-settled option or similar provision) on the transferred asset, the extent of the Group's continuing involvement is the amount of the transferred asset that the Group may repurchase, except that in the case of a written put option (including a cash-settled option or similar provision) on an asset measured at fair value, where the extent of the Group's continuing involvement is limited to the lower of the fair value of the transferred asset and the option exercise price.
(ii) Financial liabilities: A financial liability is derecognized when the obligation under the liability is discharged or cancelled or expires. Where an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as a de-recognition of the original liability and the recognition of a new liability, and the difference in the respective carrying amounts is recognized in profit or loss.
(jf) Inventories: Inventories are reported at the lower value between the cost and the net realizable value. Cost of finished and semifinished products includes all costs incurred in bringing inventories to their current location and state of manufacture and comprises raw materials, labour, an applicable amount of production overhead (based on normal operating capacity, but excluding borrowing costs) and packaging. The cost of raw materials and finished goods is determined based on the weighted average basis. Net realizable value for finished goods is the estimated selling price in the ordinary course of business, less estimated costs of completion and the estimated costs necessary, to make the sale. The net realizable value for raw materials is the estimated replacement cost in the ordinary course of business. Especially medication supply are measured in a different way, that is at the last acquisition value, due to existing state of tariff, according to I.A.S. 2 «inventories», paragraph 25.
(jh) Accounts Receivable and Credit Policy: Short-term receivables are presented at their nominal value, net of provisions for potential non collectible accounts, while long-term receivables (balances that deviate from normal credit terms) are reported at the amortized cost based on the actual interest rate method. At each Balance sheet date all past due or doubtfull debtors are ssessed by management in order to determine the necessity for relevant provision, with criteria such as the customer's ability to pay and the aging of his balance. The balance of such allowance for doubtful accounts is appropriately adjusted at each balance sheet date in order to reflect all possible risks. Any amount written–off with respect to customer account balances is charged against the existing allowance for doubtful accounts. It is the Group's policy not to write-off an account until all possible legal action has been exhausted.
(jg) Credit Risk Concentration: The maior part of debtors comes from public insurance organizations and private insurance companies, whose credit risk is considered to be limited. Regarding the rest of debtors, represented by sale to individuals, risk is diversified due to the great number of debtors.
(Amounts in all tables and notes are presented in thousands of Euro, unless otherwise stated)
(k) Cash and Cash Equivalents: The Company considers time deposits and other highly liquid investments with original maturity of three months or less, to be cash equivalents. For the purpose of the cash flow statements, cash and cash equivalents consist of cash at hand and in banks and of cash and cash equivalents as defined above.
(ka) Share capital: Share capital represents the value of the Parent company's shares issued and in circulation. Any excess of the fair value of the consideration received over the par value of the shares issued is recognized as the "share premium" in shareholders equity. Incremental external costs directly attributable to the issue of new shares are shown as a deduction in equity, net of tax, from the proceeds.
(kb) Long-term Liabilities: All long-term liabilities are initially recognized at cost. After initial recognition loans and borrowings denominated in foreign currency are reported using the spot rate at each reporting date. The interest costs are recognized on the accrual basis of accounting.
(kc) Borrowing Costs: Borrowing Costs are recognized as an expense in the period in which they are incurred.
(kd) Provision for Retirement Indemnities: Staff Retirement obligations are calculated at the discounted value of the future retirement benefits deemed to have accrued at year-end, based on the employees earning retirement benefit rights throughout the expected working period. Retirement obligations mentioned above are calculated on the basis of financial and actuarial assumptions and are determined using the Projected Unit credit actuarial valuation Method. Net pension costs for the period are included in payroll in the accompanying income statement and consist of the present value of benefits earned in the year, interest cost on the benefit obligation, past service cost, actuarial gains or losses and any additional pension charges. Past service costs are recognized on a straight-line basis over the average period until the benefits under the plan become vested.
Unrecognized actuarial gains or losses are recognized over the average remaining service period of active employees and included as a component of net pension cost for a year if, as of the beginning of the year, it exceeds 10% of the future projected benefit obligation. The retirement benefit obligations are not funded.
(ke) State Pension: The Company's personnel is covered by several State sponsored pension funds for private sector employees, (I.K.A., T.S.A.Y.) covering post-retirement pensions, and healthcare benefits. Each employee is required to contribute a portion of its monthly salary to the fund, with the company also contributing a portion. Upon retirement, the pension fund is responsible for paying the employees retirement benefits. At such, the company has no legal or constructive obligation to pay future benefits under this plan.
(aa) Borrowings: All borrowings are initially recognized at acquisition cost, which reflects the fair value of amounts collected, net of any relevant transaction costs incurred. After initial recognition, they are measured at amortised cost, based on the effective interest rate. Gains or losses arising from differences of amortised cost are oreseeabl in the income statement, as well as differences due to the de-recognition (repayment) of the borrowings. Borrowing costs are oreseeabl as expenses in the period incurred.
(ab) Income Taxes (Current and Deferred):Current and deferred income taxes are computed based on the stand alone financial statements of each of the entities included in the consolidated financial statements, in accordance with the tax rules in force in Greece or other tax jurisdictions in which foreign subsidiaries operate. Income tax expense is computed based on each entity's profits as adjusted in its tax returns, additional income taxes resulting from tax audits by the tax authorities and deferred income taxes, using substantively enacted tax rates.
Deferred income tax is computed, using the liability method, on all temporary differences at the balance sheet date between the tax bases and the carrying amounts of assets and liabilities. Deferred income tax liabilities are recognized for all taxable temporary differences:
Except cases, where the deferred income tax liability arises from goodwill impairment or the initial recognition of an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss, and
In respect of taxable temporary differences associated with investments in subsidiaries, associates and interest in joint ventures, except where the timing of the reversal of the temporary differences can be controlled and it is probable that the temporary differences will not reverse in the oreseeable future.
(Amounts in all tables and notes are presented in thousands of Euro, unless otherwise stated) Deferred tax assets are recognized for all discounted temporary differences and transferred tax assets and losses, to the extent
where it is possible that taxable profit will be available which will be used against the discounted temporary differences and the transferred unused taxable assets and losses.
Except cases where the deferred tax asset regarding the discounted temporary differences arises from the initial recognition of an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss and
In respect of taxable temporary differences associated with investments in subsidiaries, associates and interest in joint ventures, an income deferred tax is recognized to the extent that it is probable that the temporary differences will reverse in the foreseeable future and there will be available taxable profit which will be used against temporary differences.
The deferred tax assets are reviewed at each balance sheet date and reduced to the extent, where it is not considered as possible that enough taxable profits will be presented against which, a part or the total deferred tax assets can be utilized.
Deferred income tax assets and liabilities are measured at the tax rates that are expected to apply to the year when the asset is realized or the liability is settled, based on the tax rates (and the laws) that have been enacted or substantively enacted at the balance sheet date.
The income tax relating to items recognized directly in equity, is recognized in equity and not in the income statement.
(ac) Financial Leases: Finance leases, which transfer to the Company substantially all the risks and benefits incidental to ownership of the leased item, are capitalized at the inception of the lease at the fair value of the leased property or, if lower, at the present value of the minimum lease payments. Lease payments are apportioned between the finance charges and the reduction of the lease liability so as to achieve a constant rate of interest on the remaining balance of the liability. Finance charges are charged directly to income. Capitalized leased assets are depreciated over estimated useful life of the asset or the lease term.
Leases where the lessor retains substantially all the risks and benefits of ownership of the asset are classified as operating leases. Operating lease payments are recognized as an expense in the income statement on the straight line basis over the lease term.
(ad) Provisions and Contingencies: Provisions are recognized when the Company has a present legal or presumed/imputed obligation as a result of past events, it is probable that an outflow of resources will be required to settle this obligation and a reliable estimate of the amount of the obligation can be made. Provisions are reviewed at each balance sheet date and adjusted to reflect the present value of the expenditure expected to be required to settle the obligation. If the effect of time value of money is material, provisions are determined by discounting the expected future cash flows at a pretax rate that reflects current market assessments of the time value of money and, where appropriate the risks specific to the liability. Contingent liabilities are not recognized in the consolidated financial statements but they are disclosed unless the possibility of an outflow of resources embodying economic benefits is remote. Contingent assets are not recognized in the financial statements but are disclosed when an inflow of economic benefits is probable.
(ae) Earnings per share: Basic earnings per share are computed by dividing net income attributed to the Group's shareholders by the weighted average number of ordinary shares outstanding during each year, excluding any treasury shares outstanding during the year. Diluted earnings per share are computed by dividing net income attributed to the Group's shareholders (after deducting the impact on the convertible recognized preference shares) by the weighted average number of ordinary shares outstanding during the year (after deducting the impact on the convertible recognized preference shares).
(af)Segment reporting : The group has one segment, the health care services. It is also involved mainly in the Greek territory and its activities abroad do not have sufficient extend in order to consist a segment. Consequently, the presentation of relevant financial information is not necessary.
(ba) Derivative Financial Instruments and hedging activities: Derivatives are initially recognized at fair value on the date a derivative contract is entered into and are subsequently measured at their fair value. The method of recognizing the resulting gain or loss depends on whether the derivative is designated as a hedging instrument, and if so, the nature of the item being hedged. The Group documents, at the inception of the transaction, the relationship between hedging instruments and hedged items, as well as its risk management objectives and strategy for undertaking various hedging transactions. The Group also documents its assessment, both at hedge inception and on an ongoing basis, of whether derivatives that are used in hedging transactions are highly effective in offsetting changes in fair values or cash flows of hedged items.
(Amounts in all tables and notes are presented in thousands of Euro, unless otherwise stated)
In February 2008, the Group has entered financial intrument contracts and more specifically, simple interest rate swaps, or interest rate collars designated as cash flow hedges. These contracts were joined due to obligations deriving from the Common Bond Loan contract, issued by the Group in July and November of 2007. According to the Common Bond Loan contract's provisions, the Group would proceed in financial instrument agreements, which would limit interest rate risk exposure, at least for half of the Common Bond Loan amount. The financial instrument contracts the Group has entered correspond with precision to the dates of interest expense charge and capital repayment of the Common Bond Loan.
The effective portion of changes in the fair value of these derivatives is recognized in equity. The gain or loss relating to the ineffective portion is recognized immediatelly in the income statement. Amounts accumulated in equity are recycled in the income statement in the periods when the hedged item affects profit or loss (when the forecast transaction being hedged takes place).
The derivatives that are not designated as hedges and do not qualify for hedge accounting are classified as held-for-trading and accounted for at fair value through profit or loss.
Financial assets in the scope of IAS 39 are classified as either
When financial assets are recognized initially, they are measured at fair value, plus, directly attributable transaction costs.
The Group determines the classification of its financial assets after initial recognition and, where allowed and appropriate, reevaluates this designation periodically.
Financial assets are classified as held for trading if they are acquired for the purpose of selling in the near term. Gains or losses on investments held for trading are recognized in income.
Such assets, derived by the company's activity (that is beyond the Group's ordinary credit limits), are carried at amortised cost using the effective interest method. Gains and losses are recognized in the income statement when the loans and receivables are de-recognized or impaired, as well as through the amortization process.
Non-derivative financial assets with fixed or determinable payments and fixed maturity are classified as held-to-maturity when the Group has the positive intention and ability to hold to maturity. Investments intended to be held for an undefined period are not included in this classification. Other long-term investments that are intended to be held-to-maturity, after initial recognition are subsequently measured at amortised cost, using the effective interest method. For investments carried at amortised cost, gains and losses are recognized in income when the investments are de-recognized or impaired, as well as through the amortization process.
Available-for-sale financial assets are those non-derivative financial assets that are designated as available-for sale or are not classified in any of the three preceding categories. After initial recognition available-for sale financial assets are measured at fair value with gains or losses being recognized as a separate component of equity until the investment is sold, de-recognized or until the investment is determined to be impaired at which time the cumulative gain or loss previously reported in equity is included in the income statement.
(Amounts in all tables and notes are presented in thousands of Euro, unless otherwise stated)
The fair value of investments that are actively traded in organized financial markets is determined by reference to quoted market bid prices at the close of business on the balance sheet date. For investments where there is no active market, fair value is determined using valuation techniques. Such techniques include using recent arm's length market transactions; reference to the current market value of another instrument, which is substantially the same; discounted cash flow analysis and option pricing models.
(bc) Government Grants: Government grants are recognized where there is reasonable assurance that the grant will be received and all attaching conditions will be complied with. Where the grant relates to an asset, it is recognized as deferred income and released to the income statement, in equal amounts over the expected useful life of the related asset. When the grant relates to an expense item, it is recognized over the period necessary to match the grant on a systematic basis to the costs that it is intended to compensate.
(bd) New Standards and Interpretations, amendments of valid Standards: The International Accounting Standards Board, as well as the IFRIC, have already issued a number of new accounting standards and interpretations or have amended valid standards, whose application is mandatory for the periods beginning January 1, 2008 onwards (except if mentioned otherwise below). The Group's and company's management's assessment regarding the effect of these new standards and interpretations is as follows:
IFRS 7 introduces added disclosures in order to improve the incoming information relating to the financial instruments. It requires the disclosure of quality and quantity information regarding the risk exposure due to financial instruments. More specifically it defines minimum required discosures relating to credit risk, cash flow risk as well as market risk (imposes the sensitivity analysis concerning the market risk). IFRS 7 replaces the IAS 30 (Disclosures in the Financial Statements of banks and similar Financial Institutions) and the disclosure requirements of IAS 32, (Financial Instruments: disclosure and presentation). It is applicable in all entities that prepare financial statements according to IFRS. The adjustment to IAS 1 introduces disclosures relating the amount of entities' capital as well as its management. The group and the company has assessed the effect of IFRS 7 and the adjustment of IAS 1 and came to the conclusion that the additional disclosure required by their application is the sensitivity analysis regarding the market risk and the capital disclosures. The group will apply IFRS 7 and the amendment of IAS 1 from January 1, 2007.
IFRS 4 is not applicable in Group's operations.
IFRS 8 replaces IAS 14 (Segment Reporting) and adopts a management approach to segment reporting. The information reported would be that which management uses internally for evaluating the performance of operating segments and for allocating resources to those segments. This information may be different from that reported in the balance sheet and income statement and entities will need to provide expanations and reconciliations of potential differences. The Group is in a procedure of studying the above mentioned standard, which will be applied by the Group from January 1, 2009.
In the revised IAS 23 (Borrowing cost), the previous benchmark treatment of recognizing borrowing costs as an expense has been eliminated. Instead, borrowing costs that are directly attributable to the acquisistion, construction or production of qualifying assets form part of the costs of the asset. The Group is in a procedure of studying the above mentioned standard.
The standard was revised to require statement of changes in equity to include only transactions with shareholders. A new statement of comprehensive income is introduced and dividends to equity holders are shown only in the statement of changes in equity or notes to the financial statements. The Group is in the process of assessing the impact this revised standard will have on its financial statements.
The amendment clarifies two issues: The Definition of « vesting condition », introducing the term « non vesting condition » for conditions other than service conditions and performance conditions. It also clarifies that the same accounting treatment applies to awards that are effectively cancelled by either the entity or the counterparty. The Group is in a procedure of studying the above mentioned standard.
(Amounts in all tables and notes are presented in thousands of Euro, unless otherwise stated)
IFRS 3 will apply to business combinations occurring in those periods and its scope has been revised to include combinations of mutual entities and combinations without consideration (dual listed shares). IFRS 3 and IAS 27, inter alia, require greater use of fair value through the income statement and cement the economic entity concept of the reporting entity. Furthermore, these standards also introduce the following requirements (i) to remeasure interests to fair value when control is obtained or lost, (ii) recognising directly in equity the impact of all transactions between controlling and non controlling shareholders where control is not lost and, (iii) focuses on what is given to the vendor as consideration rather than what is spent to achieve the acquisition. More specifically, items such as acquisition-related costs, changes in the value of the contigent consideration, share-based payments and the settlement of pre-existing contracts will generally be accounted for separately from the business combination and will often affect the income statement. The Group is in a procedure of studying the above mentioned standard.
The amendment to IAS 32 requires certain puttable financial instruments and obligations arising on liquidation to be classified as equity if certain criteria are met. The amendment to IAS 1 requires disclosure of certain information relating to puttable instruments classified as equity. The Group is in a procedure of studying the above mentioned standard.
The amendment clarifies that an entity is permitted to designate a portion of the fair value changes or cash flow variability of a financial instrument as a hedged item. An entity can designate the changes in fair value or cash flows related to one sided risk as the hedged item in an effective hedge relationship. The Group is in a procedure of studying the above mentioned standard.
The amendment permits an entity to reclassify non-derivative financial assets (other than those designated at fair value through profit or loss by the entity upon initial recognition) out of the fair value through profit or loss category in particular circumstances. I also permits an entity to transfer from the available for sale category to the loans and receivables category a financial asset that would have met the definition of loans and receivables (if the financial asset had not been designated as available for sale), if the entity has the intention and ability to hold that financial asset for the foreseeable future or up to maturity date. The Group is in a procedure of studying the above mentioned standard.
The amendments to IFRS 1 allow an entity to determine the 'cost' of investments in subsidiaries, jointly controlled entities or associates in its opening IFRS financial statements in accordance with IAS 27 or using a deemed cost. The amendment to IAS 27 requires all dividends from a subsidiary, jointly controlled entity or associate to be recognised in the income statement in the separate financial statement. The revision to IAS 27 will have to be applied prospectively. The Group is in a procedure of studying the above mentioned standard.
IFRIC 11 refers to issues relating to IFRS 2 and specifically to compensations that are determined by the value of company's own shares and personell salaries of a subsidiary that are determined by the shares of the parent company. Is not applicable for the Group and will not affect the financial statements.
IFRIC 12 outlines an approach to account for contractual arrangements arising from entities providing public services. It provides for the operator should not account for the infrastructure as property, plant and equipment, but recognize a financial asset and / or an intangible asset. IFRIC 12, which is expected to be adopted by the EU in the near future, is not relevant to the Group's operations.
IFRIC 13 clarifies that where entities grant award credits (e.g. points) as apart 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 applies. 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. Is not applicable for the Group and will not affect the financial statements.
(Amounts in all tables and notes are presented in thousands of Euro, unless otherwise stated)
IFRIC 14 provides guidance on how to assess the limit in IAS 19 (Employee Benefits) on the amount of the surplus that can be recognised as an asset. It also explains how the pension asset or liability may be affected when there is a statutory or contractual minimum funding requirement. Is not applicable for the Group and will not affect the financial statements.
The interpretation will standardise accounting practise across urisdictions for the recognition of revenue among real estate developers for sales of units, such as apartments or houses, " off plan", before contruction is complete. IFRIC 15 provides guidance on how to determine whether an agreement for the construction of real estate is within the scope of IAS 11 'Construction Contracts' or IAS 18 'Revenue' and, accordingly, when revenue from such construction should be recognised. Is not applicable for the Group and will not affect the financial statements.
The interpretation provides guidance on accounting for the hedge of a net investment in a foreign operation in an entity's consolidated financial statements. IFRIC 16 clarifies three main issues, namely:
A presentation currency does not create an exposure to which an entity may apply hedge accounting. Consequently, a parent entity may designate as a hedged risk only the foreign exchange differences arising from a difference between its own functional currency and that of its foreign operation.
Hedging instrument(s) may be held by any entity or entities within the group.
While IAS 39, 'Financial Instruments: Recognition and Measurement' , must be applied to determine the amount that needs to be reclassified to profit or loss from the foreign currency translation reserve in respect of the hedging instrument, IAS 21 'The Effects of Changes in Foreign Exchange Rates' must be applied in respect of the hedged item.
The Group is in a procedure of studying the above mentioned interpretation.
IFRIC 17 clarifies the following issues, namely:
a dividend payable should be recognised when the dividend is appropriately authorised and is no longer at the discretion of the entity;
an entity should measure the dividend payable at the fair value of the net assets to be distributed;
an entity should recognise the difference between the dividend paid and the carrying amount of the net assets distributed in profit or loss; and
an entity to provide additional disclosures if the net assets being held for distribution to owners meet the definition of a discontinued operation.
IFRIC 17 applies to pro rata distributions of non-cash assets except for common control transactions. The Group is in a procedure of studying the above mentioned interpretation.
This Interpretation is of particular relevance for the utility sector as it clarifies the accounting for agreements where an entity receives an item of PP&E (or cash to construct such an item) from a customer and this equipment in turn is used to connect a customer to the network or to provide ongoing access to supply of goods/services. The Group is in a procedure of studying the above mentioned interpretation.
In May 2008 the IASB issued its first omnibus of amendments to its standards, primarily with a view to removing inconsistencies and clarifying wording in terms of the annual improvement project. These amendments are effective for periods beginning on or after January 1, 2009, except if mentioned otherwise.
The amendment clarifies that all of a subsidiary's assets and liabilities are classified as held for sale, under IFRS 5, even when the entity will retain a non-controlling interest in the subsidiary after the sale. To be applied prospectively from the date at which the company first applied IFRS 5. Therefore, any investments in subsidiaries classified as held for sale since IFRS 5 was applied will need to be re-evaluated. Early application is permitted. If early adopted, IAS 27 (as amended in January 2008) must also be adopted from that date.
This amendment removes the reference to 'total interest income' as a component of finance costs.
(Amounts in all tables and notes are presented in thousands of Euro, unless otherwise stated)
This amendment clarifies that assets and liabilities classified as held for trading in accordance with IAS 39 Financial Instruments: Recognition and Measurement are not automatically classified as current in the balance sheet. To be applied retrospectively. Early application is permitted.
This amendment clarifies that only implementation guidance that is an integral part of an IFRS is mandatory when selecting accounting policies.
This amendment clarifies that dividends declared after the end of the reporting period are not obligations.
Replaces the term 'net selling price' with 'fair value less costs to sell', regarding the recoverable amount, to be consistent with IFRS 5 and IAS 36 Impairment of Assets.
Items of property, plant & equipment held for rental that are routinely sold in the ordinary course of business after rental, are transferred to inventory when rental ceases and they are held for sale. Proceeds on sale are subsequently shown as revenue. IAS 7 Statement of cash flows is also revised, to require cash payments to manufacture or acquire such items to be classified as cash flows from operating activities. The cash receipts from rents and subsequent sales of such assets are also shown as cash flows from operating activities.
This amendment replaces the term 'direct costs' with 'transaction costs' as defined in IAS 39.
Revises the definition of 'past service costs' to include reductions in benefits related to past services ('negative past service costs') and to exclude reductions in benefits related to future services that arise from plan amendments. Amendments to plans that result in a reduction in benefits related to future services are accounted for as a curtailment. To be applied prospectively – to changes to benefits occurring on or after January 1, 2009. Early application is permitted.
Revises the definition of 'return on plan assets' to exclude plan administration costs if they have already been included in the actuarial assumptions used to measure the defined benefit obligation. To be applied retrospectively. Early application is permitted. - Revises the definition of 'short-term' and 'other long term' employee benefits to focus on the point in time at which the liability is due to be settled. To be applied retrospectively. Early application is permitted.
Deletes the reference to the recognition of contingent liabilities to ensure consistency with IAS 37 Provisions, Contingent Liabilities and Contingent Assets. IAS 37 does not allow for the recognition of contingent liabilities. To be applied retrospectively. Early application is permitted.
Loans granted with no or low interest rates will not be exempt from the requirement to impute interest. Interest is to be imputed on loans granted with below-market interest rates, thereby being consistent with IAS 39. The difference between the amount received and the discounted amount is accounted for as a government grant. To be applied prospectively – to government loans received on or after January 1, 2009. Early application is permitted. However, IFRS 1 First-time Adoption of IFRS has not been revised for first-time adopters; hence they will be required to impute interest on all such loans outstanding at the date of transition.
The amendment revises the definition of borrowing costs to consolidate the types of items that are considered components of 'borrowing costs' into one – the interest expense calculated using the effective interest rate method as described in IAS 39. To be applied retrospectively. Early application is permitted.
When a parent entity accounts for a subsidiary at fair value in accordance with IAS 39 in its separate financial statements, this treatment continues when the subsidiary is subsequently classified as held for sale. To be applied prospectively from the date at which the company first applied IFRS 5. Therefore, any subsidiaries classified as held for sale since IFRS 5 was adopted will need to be re-evaluated. Early application is permitted.
If an associate is accounted for at fair value in accordance with IAS 39 (as it is exempt from the requirements of IAS 28), only the requirement of IAS 28 to disclose the nature and extent of any significant restrictions on the ability of the associate to transfer funds to the entity in the form of cash or repayment of loans applies. To be applied retrospectively, although an entity is permitted to apply it prospectively. Early application is permitted. If early adopted, an entity must also adopt the amendment below, and the amendments to paragraph 3 of IFRS 7 Financial Instruments: Disclosures, paragraph 1 of IAS 31 Joint Ventures and paragraph 4 of IAS 32 Financial Instruments: Presentation at the same time.
An investment in an associate is a single asset for the purpose of conducting the impairment test – including any reversal of impairment. Therefore, any impairment is not separately allocated to the goodwill included in the investment balance. Any impairment is reversed if the recoverable amount of the associate increases. If early adopted, an entity must also adopt the amendment above, and the amendments to paragraph 3 of IFRS 7 Financial Instruments: Disclosures, paragraph 1 of IAS 31 Joint Ventures and paragraph 4 of IAS 32 Financial Instruments: Presentation at the same time.
This amendment revises the reference to the exception to measure assets and liabilities at historical cost, such that it notes property, plant and equipment as being an example, rather than implying that it is a definitive list. No specific transition requirements have been stated as it is a clarification of the references rather than a change.
This amendment clarifies that if a joint venture is accounted for at fair value, in accordance with IAS 39 (as it is exempt from the requirements of IAS 31), only the requirements of IAS 31 to disclose the commitments of the venturer and the joint venture, as well as summary financial information about the assets, liabilities, income and expenses will apply. Early application is permitted. If early adopted, an entity must also adopt the amendments to paragraph 3 of IFRS 7 Financial Instruments: Disclosures, IAS 28 Investments in Associates and paragraph 4 of IAS 32 Financial Instruments: Presentation at the same time.
This amendment clarifies that earnings per share is disclosed in interim financial reports if an entity is within the scope of IAS 33.
This amendment clarifies that when discounted cash flows are used to estimate 'fair value less costs to sell' , the same disclosure is required as when discounted cash flows are used to estimate 'value in use' . To be applied retrospectively. Early application is permitted.
Expenditure on advertising and promotional activities is recognised as an expense when the entity either has the right to access the goods or has received the services. To be applied retrospectively. Early application is permitted.
Deletes references to there being rarely, if ever, persuasive evidence to support an amortisation method for finite life intangible assets that results in a lower amount of accumulated amortisation than under the straight-line method, thereby effectively allowing the use of the unit of production method. To be applied retrospectively. Early application is permitted.
A prepayment may only be recognised in the event that payment has been made in advance to obtaining right of access to goods or receipt of services.
ANNUAL FINANCIAL REPORT (1 JANUARY TO 31 ST DECEMBER 2008) (Amounts in all tables and notes are presented in thousands of Euro, unless otherwise stated)
IAS 39, "Financial instruments recognition and measurement" (Amended), : (Valid since 1 January 2009)
Clarifies that changes in circumstances relating to derivatives – specifically derivatives designated or de-designated as hedging instruments after initial recognition – are not reclassifications. Thus, a derivative may be either removed from, or included in, the 'fair value through profit or loss' classification after initial recognition. Similarly, when financial assets are reclassified as a result of an insurance company changing its accounting policy in accordance with paragraph 45 of IFRS 4 Insurance Contracts, this is a change in circumstance, not a reclassification. To be applied retrospectively. Early application is permitted.
Removes the reference in IAS 39 to a 'segment' when determining whether an instrument qualifies as a hedge. To be applied retrospectively. Early application is permitted.
Requires use of the revised effective interest rate (rather than the original effective interest rate) when remeasuring a debt instrument on the cessation of fair value hedge accounting. To be applied retrospectively. Early application is permitted.
Revises the scope (and the scope of IAS 16) such that property that is being constructed or developed for future use as an investment property is classified as investment property. If an entity is unable to determine the fair value of an investment property under construction, but expects to be able to determine its fair value on completion, the investment under construction will be measured at cost until such time as fair value can be determined or construction is complete. To be applied prospectively. Early application is permitted. An entity is permitted to apply the amendments to investment properties under construction from any date before January 1, 2009 provided that the fair values of investment properties under construction were determined at those dates.
Revises the conditions for a voluntary change in accounting policy to be consistent with IAS 8.
Clarifies that the carrying amount of investment property held under lease is the valuation obtained increased by any recognised liability.
Replaces the term 'point-of-sale costs' with 'costs to sell' . Revises the example of produce from trees in a plantation forest from 'logs' to 'felled trees' .
Removes the reference to the use of a pre-tax discount rate to determine fair value, thereby allowing use of either a pre-tax or post-tax discount rate depending on the valuation methodology used.
Removes the prohibition to take into account cash flows resulting from any additional transformations when estimating fair value. Rather, cash flows that are expected to be generated in the 'most relevant market' are taken into account. To be applied prospectively. Early application is permitted.
(be) Comparative figures: Profit before taxes, financing and investing activity and profit before taxes, financing, investing activity and depreciation of Group and Company, for the period 1/1-31/12/2007 have been reformed for purposes of decision 34/24.1.2008 of Capital Market's Board of Directors Commission as following :
| Group | Company | |
|---|---|---|
| 1/1-31/12/2007 | 1/1-31/12/2007 | |
| Profit before taxes | 22,549 | 21,609 |
| Plus | ||
| Net financial (income)/ costs | ||
| (Income Statement) | 9,917 | 5,414 |
| Profit before taxes, financing and investing | ||
| activity | ||
| (as published in the previous year of 2007) | 32,466 | 27,023 |
| Less | ||
| (Gains)/losses due to fixed assets sale | ||
| (Cash flow statement) | (2,220) | (2,187) |
| Depreciation of government grants | ||
| (Cash flow statement) | (31) | (31) |
| Losses from exchange differences | ||
| (Financial income/costs Note 11) | (38) | - |
| Profit before taxes, financing and investing | ||
| activity | ||
| (as published in the year of 2008) | ||
| 30,176 | 24,804 |
(Amounts in all tables and notes are presented in thousands of Euro, unless otherwise stated)
| Group | Company | |
|---|---|---|
| 1/1-31/12/2007 | 1/1-31/12/2007 | |
| Profit before taxes | 22,549 | 21,609 |
| Plus | ||
| Net financial (income)/ costs | ||
| (Income Statement) | 9,917 | 5,414 |
| Depreciation | ||
| (Cash flow statement) | 11,258 | 10,707 |
| Profit before taxes, financing, investing activity | ||
| and depreciation (as published in previous year of | 43,724 | 37,730 |
| 2007) | ||
| Less | ||
| (Gains)/losses due to fixed assets sale | ||
| (Cash flow statement) | (2,220) | (2,187) |
| Depreciation of government grants | ||
| (Cash flow statement) | (31) | (31) |
| Losses from exchange differences | ||
| (Financial income/costs Note 11) | (38) | - |
| Profit before taxes, financing, investing activity | ||
| and depreciation (as published in year of 2008) | 41,434 | 35,512 |
The above reform had no effect a) Revenue, b) profit after tax and non controlling interests c) equity attributable to equity holders of the parent company, for company and group of period 1/1-31/12/2007.
The main activities of the Group are influenced by a variety of financial risks, for example, the risks resulted from changes in foreign currency exchange rates and interest rates. The overall financial risk management program seeks to minimize potential adverse effects in the Group's financial position as a whole.
The Group's main financial instruments, except for derivatives, are cash and cash equivalents, bank deposits (sight and time), trade accounts receivable, prepayments and other receivables and accounts payable, bank loans (borrowings). Management periodically evaluates and revises the policies and procedures that relate to management of financial risk, which are described below:
The Group holds participations (business operations) in Romania, whose net assets are exposed to Fx translation risk. This kind of Fx translation risk derives from the exchange rate RON / and it is not hedged as there is no substantial exposure.
Presume that there is a change (depreciation/appreciation) at 31st of December 2008 concerning the exchange rate of RON/ at a level of 10% (respectively at a level of 10% for year 2007). The effect on Group's profit for the year as well as on Group's equity, due to the translation of financial results of company MEDSANA BMC from its functional currency to Euro, is disposed in the table below:
| 2008 | 2007 | 2008 | 2007 | |
|---|---|---|---|---|
| Appreciation / (Depreciation) |
10% | 10% | (10%) | (10%) |
| Net profit | ||||
| gain /(loss) | 41 | 68 | (33) | (55) |
| Equity | ||||
| gain /(loss) | 41 | 68 | (33) | (55) |
This percentage of 10% depreciation/appreciation was based on the average volatility in the exchange rates market for a twelvemonth period for 2008.
(Amounts in all tables and notes are presented in thousands of Euro, unless otherwise stated)
| Exchange rate for year 2008 | Balance Sheet | Profit and Loss |
|---|---|---|
| 1=R | 3.98520 | 3.7977 |
The Group is not exposed to securities price risk due to its no investment in entities classified, in the consolidated balance sheet, as financial assets at fair value through income statement. (Amount of 1 in previous year 2007)
The group's interest rate risk arises from long-term borrowings. Borrowings issued at variable rates expose the group to cash flow interest rate risk. Depending on the levels of net debt, any change in the base interest rates (EURIBOR), has a proportionate impact on the Group's results. For diminishing the effect of the above mentioned interest rate risk beginning from year 2008 Group entered financial contracts for interest rate risk hedging purposes. These financial instruments, are measured at fair value and are recognized as assets or liabilities in the financial statement.
The Group policy is to minimize its exposure to interest rate cash flows risk with regard to long term financing issued at variable rates.
The table below presents the effect on Group's and Company's results for year 2008 and 2007 as well as on Group's and Company's equity at 31 st December 2008 and 2007 (sensitivity analysis) at a rate volatility (increase/decrease ) of EURIBOR by 0,5%.
| The Group | The Company | |||||||
|---|---|---|---|---|---|---|---|---|
| 2008 | 2007 | 2008 | 2007 | |||||
| +0.5% | -0.5% | +0.5% | -0.5% | +0.5% | -0.5% | +0.5% | -0.5% | |
| Net profit gain /(loss) Equity |
(860) | 860 | (753) | 753 | (824) | 824 | (718) | 718 |
| gain /(loss) | (860) | 860 | (753) | 753 | (824) | 824 | (718) | 718 |
Also it is presented the effect on Group's and Company's results for year 2008 and 2007 as well as on Group's and Company's equity at 31 st December 2008 and 2007 (sensitivity analysis) at a rate volatility (increase/decrease ) of EURIBOR by 0,5%, relating to the income from derivatives (See Note 11,21).
| The Group | The Company | |||||||
|---|---|---|---|---|---|---|---|---|
| 2008 | 2007 | 2008 | 2007 | |||||
| +0.5% | -0.5% | +0.5% | -0.5% | +0.5% | -0.5% | +0.5% | -0.5% | |
| Net profit gain /(loss) Equity |
190 | (190) | - | - | 190 | (190) | - | - |
| gain /(loss) | 190 | (190) | - | - | 190 | (190) | - | - |
(Amounts in all tables and notes are presented in thousands of Euro, unless otherwise stated)
Credit risk arises from cash and cash equivalents, deposits with banks and financial institutions, as well as credit exposures to customers, including outstanding receivables and committed transactions. party. The maximum exposure to credit risk is represented by the carrying amount of each asset, including derivative financial instruments, Risk control department assesses the credit quality of the customer, taking into account its financial position, past experience and other factors. Trade debtors credit limits are set based on internal ratings in accordance with limits set by management.
| The Group | The Company | |||
|---|---|---|---|---|
| 2008 | 2007 | 2008 | 2007 | |
| Cash and cash | ||||
| equivalents | 29,256 | 27,236 | 24,305 | 18,580 |
| Trade accounts | ||||
| receivable | 148,728 | 151,765 | 145,554 | 148,523 |
| Prepayments and | ||||
| other receivables | 16,579 | 13,449 | 19,495 | 16,139 |
| TOTAL | 194,563 | 192,450 | 189,354 | 183,242 |
The maior part of debtors comes from public insurance organizations and private insurance companies, whose credit risk is considered to be limited. Regarding the rest of debtors, represented by sale to individuals, risk is diversified due to the great number of debtors. (See Note 19).
Regarding prepayments and other receivables as well as cash and cash equivalents credit risk is considered of no significance.
With respect to derivative financial instruments, the Group monitors its positions, the credit ratings of counter parties (See Note 21) and the level of contracts it enters into with any counter party.
Prudent liquidity risk management implies maintaining sufficient cash and cash equivalents, the availability of funding through an adequate amount of committed credit facilities. Furthermore, the Group has entered into non recourse factoring, transaction, aiming to support its working capital. (See relevant Notes 25, 28, 29, 30)
The following table depicts Group's and Company's financial liabilties classified in groups by the time period, estimated from the end of year 2008 to the date payable.
| Group at 31.12.2008 | |||
|---|---|---|---|
| Less than 1year | Between 1 and 5 years | Over 5 years | |
| Borrowings | 5,994 | 36,762 | 113,469 |
| Trade accounts payable and | |||
| other liabilities | 109,254 | 3,480 | |
| Total | 115,248 | 40,242 | 113,469 |
| Group at 31.12.2007 | |||
| Less than 1year | Between 1 and 5 years | Over 5 years | |
| Borrowings | 11,232 | 26,985 | 130,052 |
| Trade accounts payable and | |||
| other liabilities | 112,729 | 5,477 | |
| Total | 123,961 | 32,462 | 130,052 |
(Amounts in all tables and notes are presented in thousands of Euro, unless otherwise stated)
| Less than 1year | Between 1 and 5 years | Over 5 years | |
|---|---|---|---|
| Borrowings | 624 | 36,481 | 113,469 |
| Trade accounts payable and | |||
| other liabilities | 115,502 | 2,938 | |
| Total | 116,126 | 39,419 | 113,469 |
| Company at 31.12.2007 | |||
| Less than 1year | Between 1 and 5 years | Over 5 years | |
| Borrowings | 5,936 | 26,919 | 130,052 |
| Trade accounts payable and | |||
| other liabilities | 112,488 | 4,506 | |
| Total | 118,424 | 31,425 | 130,052 |
The Group's objectives when managing capital are to safeguard the Group's ability to continue as a going concern in order to provide returns for shareholders and benefits for other stakeholders and to maintain an optimal capital structure to reduce the cost of capital.
Capital is monitored on the basis of the gearing ratio. The ratio is calculated as net debt divided by total capital employed. Net debt is calculated as total borrowings (including " current and non-current borrowings" as shown in the consolidated balance sheet) less "Cash & cash equivalents". Total capital employed is calculated as " Total Equity" as shown in the consolidated balance sheet plus net debt.
| The Group | The Company | |||
|---|---|---|---|---|
| 2008 | 2007 | 2008 | 2007 | |
| Total Borrowing | 156,224 | 168,269 | 150,574 | 162,907 |
| Less: Cash and cash equivalents | 29,256 | 27,236 | 24,305 | 18,580 |
| Net Debt | 126,968 | 141,033 | 126,269 | 144,327 |
| Total Equity | 173,228 | 167,687 | 178,481 | 174,891 |
| Total Capital | 300,196 | 308,720 | 304,750 | 319,218 |
| Total | 42.30% | 45.68% | 41.43% | 45.21% |
The gearing ratio is improved in year 2008 relating to previous year 2007 in terms of Group and Company.
The Group also monitors the ratio " Net Debt to EBITDA" (see note 25) in order to ensure an acceptable credit rating. More specifically this ratio is as follows :
| The Group | ||
|---|---|---|
| 2008 | 2007 | |
| Net Debt | 126,968 | 141,033 |
| Profit before taxes, financing, investing activity and | ||
| depreciation (Note 13) | 37,072 | 41,434 |
| Net Debt to EBITDA | 3.43 | 3.40 |
The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques based on market conditions existing at each balance sheet date.
The nominal value less estimated credit adjustments of trade receivables is assumed to approximate their fair values.
The derivatives' fair value is based on market to market assessment. For all derivatives, fair values are confirmed from financial institutions with which the group has entered relevant contracts (See Note 21).
The Group The Company carrying amount fair value carrying amount fair value Financial assets 2008 2007 2008 2007 2008 2007 2008 2007 Other long term debtors 398 377 398 377 393 370 393 370 Trade accounts receivable 148,728 151,765 148,728 151,765 145,554 148,523 145,554 148,523 Prepayments and other receivables 16,579 13,449 16,579 13,449 19,495 16,139 19,495 16,139 Derivatives 1,270 - 1,270 - 1,270 - 1,270 - Financial assets at fair value through income statement - 1 - 1 - - - - Cash and cash equivalents 29,256 27,236 29,256 27,236 24,305 18,580 24,305 18,580 Financial liabilities Long term loans/borrowings 150,231 157,037 150,231 157,037 149,949 156,972 149,949 156,972 Other long term liabilities 3,480 5,477 3,480 5,477 2,938 4,506 2,938 4,506 Trade accounts payable 93,424 91,722 93,424 91,722 100,476 92,946 100,476 92,946 Long term liabilities payable in the next year 5,994 11,232 5,994 11,232 624 5,936 624 5,936 Derivatives 5,642 - 5,642 - 5,642 - 5,642 - Accrued and other current liabilities 15,830 14,647 15,830 14,647 15,026 14,285 15,026 14,285
The Group proceeds to judgments and estimates in order to apply the most representative accounting methods and policies or in connection with the future development of transactions and events. Such judgments and estimates are periodically reviewed by management in order to reflect current condition and correspond to anticipation of current risks and are based on prior Management's experience in conjunction to the volume / level of such transactions and events.
The principle judgments and estimates referring to events the development of which could significantly affect the items of the financial statements during the forthcoming twelve months period are as follows:
The Group determines whether goodwill is impaired at least on an annual basis. This requires an estimation of the value in use of the cash-generating units to which the goodwill is allocated. Estimating the value in use requires the Group to make an estimate of the expected future cash flows from the cash-generating unit and also to choose a suitable discount rate in order to calculate the present value of those cash flows.
As it is explained in note 15 of the financial statements, the goodwill arose from the purchase of minority's percentage of Group's subsidiary's "IATRIKI TEHNIKI S.A." that took place in the second semester of the year 2006. Management has received two valuation reports from two independent appraisals regarding the business value of "IATRIKI TEHNIKI S.A.", which are based in its estimated future cash flows. Considering the significant profitablility of "IATRIKI TEHNIKI S.A." assessed by the company's results of years 2005, 2006, 2007 and closing year 2008 also greater by the estimations of valuations, management trusts that the company's operational profits will maintain in the near future and there is no reason for excercising impairment loss.
(Amounts in all tables and notes are presented in thousands of Euro, unless otherwise stated)
Income (current) tax liabilities according to IAS 12 for the current and prior periods are measured at the amounts expected to be paid to the taxation authorities, using the tax rates that have been enacted by the balance sheet date. (Provision for income taxes reported in the respective income tax returns and the potential additional tax assessments that may be imposed by the tax authorities upon settlement of the open tax years). Accordingly, the financial settlement of the income taxes might differ from the income taxes that have been accounted for in the financial statements. Further details are provided in Note 12.
The cost for the staff leaving indemnities is determined based on actuarial valuations. The actuarial valuation requires management making assumptions about future salary increases, discount rates. Management, at each balance sheet date when the provision is reexamined, tries to give its best estimate regarding the above mentioned parameters.
In the annual Financial Statements of 31th December of 2008, the basic accounting principles of are consistent with those applied for the annual Financial Statements of 31.12.2007.
The Payroll cost that is included in the accompanying financial statements is analyzed as follows:
| The Group | The Company | |||
|---|---|---|---|---|
| 31/12/2008 | 31/12/2007 | 31/12/2008 | 31/12/2007 | |
| Wages and Salaries and other staff expenses | 74,987 | 65,294 | 72,986 | 63,360 |
| Social security costs | 17,670 | 15,489 | 17,197 | 15,017 |
| Compensations and Provision for retirement | ||||
| indemnities | 2,335 | 2,248 | 2,327 | 2,166 |
| Management fees | 490 | 717 | 200 | 267 |
| Total payroll | 95,482 | 83,748 | 92,710 | 80,810 |
| Less: amounts charged to cost of sales | ||||
| (Note 8) | (73,871) | (64,179) | (72,958) | (63,222) |
| Administrative and distribution cost (Note 9) | 21,611 | 19,569 | 19,752 | 17,588 |
Depreciation and amortization accounted in the accompanying financial statements is analyzed as follows:
| The Group | The Company | |||
|---|---|---|---|---|
| 31/12/2008 | 31/12/2007 | 31/12/2008 | 31/12/2007 | |
| Depreciation of property land and equipment | ||||
| (Note 14) | 11,576 | 11,202 | 11,000 | 10,668 |
| Amortization of intangible assets (Note 15) | 119 | 56 | 89 | 39 |
| 11,695 | 11,258 | 11,089 | 10,707 | |
| Less: depreciation and amortization charged to cost of sales (Note 8) |
(10,732) | (10,243) | (10,264) | (9,901) |
| Administrative and distribution cost (Note 9) |
963 | 1,015 | 825 | 806 |
(Amounts in all tables and notes are presented in thousands of Euro, unless otherwise stated)
The cost of sales that is presented in the accompanying financial statements is analyzed as follows:
| The Group | The Company | |||
|---|---|---|---|---|
| 31/12/2008 | 31/12/2007 | 31/12/2008 | 31/12/2007 | |
| Payroll cost (Note 6) | 73,871 | 64,179 | 72,958 | 63,222 |
| Third party fees | 17,203 | 17,035 | 17,047 | 16,834 |
| Depreciation and amortization (Note 7) | 10,732 | 10,243 | 10,264 | 9,901 |
| Other third parties expenses | 14,411 | 11,885 | 12,553 | 10,569 |
| Taxes and duties | 407 | 364 | 406 | 364 |
| Other expenses | 5,765 | 5,134 | 5,545 | 4,972 |
| Health care materials, medicine and other | ||||
| consumables and special materials | 108,512 | 112,345 | 116,477 | 118,212 |
| Total | 230,901 | 221,185 | 235,250 | 224,074 |
The administrative expenses and distribution costs that are presented in the accompanying financial statements are analyzed as follows:
| The Group | The Company | |||
|---|---|---|---|---|
| 31/12/2008 | 31/12/2007 | 31/12/2008 | 31/12/2007 | |
| Payroll cost (Note 6) | 21,611 | 19,569 | 19,752 | 17,588 |
| Third party fees | 1,367 | 1,479 | 1,056 | 1,255 |
| Depreciation and amortization (Note 7) | 963 | 1,015 | 825 | 806 |
| Third party services | 2,195 | 2,951 | 1,881 | 2,662 |
| Taxes and duties | 185 | 330 | 184 | 328 |
| Allowances for doubtfull debtors | 3,825 | 3,346 | 3,326 | 3,130 |
| Other expenses | 200 | 0 | 200 | 0 |
| Healthcare material, medicine, consumable | ||||
| materials and special materials | 504 | 515 | 420 | 457 |
| Total | 30,850 | 29,205 | 27,644 | 26,226 |
The other income / (expenses) that are presented in the accompanying financial statements are analyzed as follows:
| The Group | The Company | |||
|---|---|---|---|---|
| 31/12/2008 | 31/12/2007 | 31/12/2008 | 31/12/2007 | |
| Income from rentals/other services | 1,390 | 1,367 | 1,545 | 1,542 |
| Government Grants, special tax returns | 92 | 106 | 89 | 106 |
| Other Income | 877 | 650 | 824 | 650 |
| Profit on disposals of fixed assets | 3 | 2,220 | 3 | 2,187 |
| Income from prior years | 41 | 13 | 40 | 13 |
| Total | 2,403 | 4,356 | 2,501 | 4,498 |
(Amounts in all tables and notes are presented in thousands of Euro, unless otherwise stated)
The financial income/ (costs) that are presented in the accompanying financial statements are analyzed as follows:
| 31/12/2008 | 31/12/2007 | |
|---|---|---|
| Interest on non-current loans/borrowings | (9,220) | (5,008) |
| Interest on current loans/borrowings & relevant expenses | (2,147) | (4,073) |
| Factoring commissions | (212) | (473) |
| Finance lease interest | (618) | (707) |
| Derivative valuation | (5,642) | (0) |
| Losses from exchange differences | (0) | (38) |
| Total financial costs | (17,839) | (10,299) |
| Gains from associates | 26 | 105 |
| Dividends from investments in companies and from shares | 96 | 91 |
| Interest on deposits | 431 | 183 |
| Income from derivatives | 675 | 0 |
| Derivative valuation | 1,270 | 0 |
| Gain due to derivative sale | 825 | 0 |
| Gains from exchange differences | 0 | 3 |
| Total financial income | 3,323 | 382 |
| Financial income/(costs) | (14,516) | (9,917) |
| The Company | ||
|---|---|---|
| 31/12/2008 | 31/12/2007 | |
| Interest on non-current loans/borrowings | (9,219) | (5,004) |
| Interest on current loans/borrowings & relevant expenses | (1,772) | (3,732) |
| Factoring commissions | (212) | (473) |
| Finance lease interest | (594) | (699) |
| Derivative valuation | (5,642) | (0) |
| Total financial costs | (17,439) | (9,908) |
| Interest on deposits | 355 | 144 |
| Income from derivatives | 675 | 0 |
| Derivative valuation | 1,270 | 0 |
| Gain due to derivative sale | 825 | 0 |
| Dividends from investments in companies and from shares | 3,366 | 4,351 |
| Total financial income | 6,491 | 4,494 |
| Financial income/(costs) | (10,948) | (5,414) |
According to the tax legislation, the tax rate applicable in companies for the year of 2008 is 25%. (25 % the 31 st of December 2007).
The tax rate of 25% will gradually lowerby one percent each year beginning fromyear 2010 and up to year 2014. In year 2014 the interim tax rate will amount to 20% according to article 14 of Law 3697/2008. This gradual change of tax rate was taken into account for the measurement of deferred tax assets and liabilities according to IAS 12 paragraph 47.
(Amounts in all tables and notes are presented in thousands of Euro, unless otherwise stated)
The provision for income taxes presented in the accompanying financial statements is analyzed as follows:
| The Group | The Company | |||
|---|---|---|---|---|
| 31/12/2008 | 31/12/2007 | 31/12/2008 | 31/12/2007 | |
| Current income taxes: | ||||
| Current income tax charge | 3,594 | 3,739 | 1,731 | 2,358 |
| Prior years'taxes | 506 | 1,306 | 500 | 1,054 |
| Deferred income taxes | (4,359) | 2,368 | (3,890) | 2,328 |
| Total provision for income taxes | (259) | 7,413 | (1,659) | 5,740 |
The reconciliation of the provision for income taxes to the amount determined by the application of the Greek statutory tax rate to pretax income is summarized as follows:
| The Group | The Company | |||
|---|---|---|---|---|
| 31/12/2008 | 31/12/2007 | 31/12/2008 | 31/12/2007 | |
| Profit before income taxes | 10,847 | 22,549 | 7,134 | 21,609 |
| Income taxes calculated at the nominal | ||||
| applicable tax rate (25%) | 2,712 | 5,637 | 1,784 | 5,402 |
| Additional tax assessments (Prior years'taxes) | 506 | 1,306 | 500 | 1,054 |
| Tax effects of non-taxable income and expenses | ||||
| not deductible for tax purposes | (345) | (174) | (1,129) | (1,184) |
| Expenses not deductible for tax purposes | 425 | 654 | 255 | 468 |
| Tax effects of losses from subsidiaries for which | ||||
| no deferred tax asset was recognized | 40 | 55 | ||
| Tax effects of profits from subsidiaries abroad | ||||
| taxed at different rates | (37) | (65) | ||
| Tax effects of deferred tax from change in | ||||
| statutory tax rate | (3,560) | (3,069) | ||
| Income taxes reported in the statements of | ||||
| income | (259) | 7,413 | (1,659) | 5,740 |
| Effective tax rate | (2.39%) | 32.88% | (23.25%) | 26.56% |
Greek tax laws and related regulations are subject to interpretations by the tax authorities. Tax returns are filed annually but the profits or losses declared for tax purposes remain provisional until such time, as the tax authorities examine the returns and the records of the taxpayer and a final assessment is issued. Tax losses, to the extent accepted by the tax authorities, can be used to offset profits of the five fiscal years following the fiscal year to which they relate.
The Company has been audited by the tax authorities up to 31 st of December 2006, according to a tactical tax audit, which was concluded at 31/7/2007 for fiscal years 2005 -2006, while the additional taxes that arose 1,154 charged the results of years 2006 and 2007.
In a future tax audit of the related unaudited years, additional taxes and penalties may be assessed to the Company and to its subsidiaries. The Group regards that the outcome of the tax audits and the amount of the possible added taxes and fines, is possible to estimate and, thus, a relevant provision has been made in the consolidated financial statements related to this subject, amounted to 990.
(Amounts in all tables and notes are presented in thousands of Euro, unless otherwise stated)
Regarding its subsidiaries, the tax authorities have not audited their books and their elements for the years mentioned in table below:.
| Company's name | Company's location country |
Activity | Participation (%) |
Tax audited years |
|---|---|---|---|---|
| IATRIKI TECHNIKI S.A. |
GREECE | Sale of Medical Tools & Sanitary/Health Equipment |
100.00% | 2007-2008 |
| EREVNA S.A. | GREECE | Diagnostic & Therapeutic Center | 51.00% | 2007-2008 |
| AXONIKI EREVNA S.A. |
GREECE | Diagnostic Center | 50.50% | 2007-2008 |
| PHYSIOTHERAPY AND SPORTS INJURY TREATMENT CENTER S.A. |
GREECE | Physiotherapy & Sport Injury Restoration/Treatment Services |
33.00% | 2007-2008 |
| HOSPITAL AFFILIATES INTERNATIONAL |
GREECE | Organization & Administration of Hospitals and Clinics. |
68.89% | 2007-2008 |
| MEDSANA BMC | ROMANIA Diagnostic Center | 100.00% | 1997-2008 | |
| BIOAXIS SRL (ex MEDSANA SRL) |
ROMANIA Diagnostic Center | 78.90% | 1997-2008 | |
| EUROSITE HEALTH SERVICES S.A. |
GREECE | Establishment & Operation of Hospitals and Clinics |
100.00% | 2003-2008 |
| ORTELIA HOLDINGS | CYPRUS | Establishment, Organization & Operation of Hospitals and Clinics |
99.99% | 1998-2008 |
| MEDICAFE S.A. | GREECE | Pastry shop-buffet | 55% | 2003-2008 |
| INTEROPTICS S.A. | GREECE | Trade & services of publication and electronic information & information systems |
27.33% | 2007-2008 |
| I.E. EUROHOSPITAL S.A. |
GREECE | Management, Organization & Operation of Hospitals and Clinics |
50.00% | 2008 |
The deferred income taxes related to the temporary differences between the book values and the tax bases of assets and liabilities are calculated using the applicable statutory income tax rate.
| The Group | The Company | |
|---|---|---|
| st Opening balance, January 1 2008 |
(18,362) | (15,894) |
| Charged directly to equity | ||
| Charged to the statement of income | 4,359 | 3,890 |
| Closing balance, December, 31st 2008 | (14,003) | (12,004) |
| The Group | The Company | |
| st Opening balance, January 1 2007 |
(15,994) | (13,566) |
| Charged directly to equity | ||
| Charged to the consolidated statement of income | (2,368) | (2,328) |
| Closing balance, December, 31st 2007 | (18,362) | (15,894) |
(Amounts in all tables and notes are presented in thousands of Euro, unless otherwise stated)
| The Group | The Company | |||
|---|---|---|---|---|
| st 31 |
st 31 |
st 31 |
st 31 |
|
| December | December | December | December | |
| Deferred income tax Liabilities | 2008 | 2007 | 2008 | 2007 |
| - Property plant and equipment | (17,267) | (20,503) | (15,243) | (17,982) |
| - Leases | (1,823) | (2,629) | (1,823) | (2,629) |
| - Other | 616 | (350) | 616 | (350) |
| (18,474) | (23,482) | (16,450) | (20,961) | |
| Deferred income tax Assets | ||||
| - Accounts receivable | 612 | 715 | 612 | 715 |
| - Deferred expenses | 702 | 989 | 699 | 961 |
| - Provision for retirement indemnities | 3,202 | 3,463 | 3,181 | 3,437 |
| - Other | (46) | (46) | (46) | (46) |
| - Deferred income tax Assets | 4,470 | 5,121 | 4,446 | 5,067 |
| Net deferred income tax liabilities | (14,003) | (18,362) | (12,004) | (15,894) |
The effect of the deferred taxes in debits/(credits) of the income statement is the following:
| The Group | The Company | |||
|---|---|---|---|---|
| st 31 |
st 31 |
st 31 |
st 31 |
|
| December | December | December | December | |
| 2008 | 2007 | 2008 | 2007 | |
| Deferred income tax Liabilities | ||||
| - Property plant and equipment | 3,236 | (1,426) | 2,739 | (1,405) |
| - Leases | 806 | (42) | 806 | (42) |
| - Other | 967 | (157) | 967 | (161) |
| 5,009 | (1,625) | 4,512 | (1,608) | |
| Deferred income tax Assets | ||||
| - Accounts receivable | (103) | (84) | (103) | (84) |
| - Deferred expenses | (287) | (594) | (263) | (568) |
| - Leases | (0) | (564) | (0) | (564) |
| - Provision for retirement indemnities | (260) | 500 | (256) | 496 |
| - Other | 0 | 0 | 0 | 0 |
| (650) | (742) | (622) | (720) | |
| (Debit)/Credit of deferred income tax | (4,359) | (2,368) | (3,890) | (2,328) |
Group has not formed deferred tax asset, for accumulated losses of companies included in the consolidation
The calculation of basic earnings per share in the 31 st of December 2008 and 2007 is the following:
| The Group | The Company | |||
|---|---|---|---|---|
| st 31 December 2008 |
st 31 December 2007 |
st 31 December 2008 |
st 31 December 2007 |
|
| Net profit attributable to equity holders of the parent Weighted average number of shares |
11,066 | 15,077 | 8,794 | 15,869 |
| outstanding Basic earnings per share |
86,735,980 | 85,711,322 | 86,735,980 | 85,711,322 |
| Net profit per share attributable to equity holders of the parent |
0.13 | 0.18 | 0.10 | 0.19 |
(Amounts in all tables and notes are presented in thousands of Euro, unless otherwise stated)
Profit before taxes, financing and investing activity and profit before taxes, financing, investing activity and depreciation of Group and Company, for the period 1/1-31/12/2008 and 1/1-31/12/2007 have been reformed for purposes of decision 34/24.1.2008 of Capital Market's Board of Directors Commission as following :
| The Group | The Company | |||
|---|---|---|---|---|
| st 31 December 2008 |
st 31 December 2007 |
st 31 December 2008 |
st 31 December 2007 |
|
| Profit before taxes, financing and investing activity |
25,377 | 30,176 | 18,080 | 24,804 |
| Profit before taxes, financing and investing activity and depreciation |
37,072 | 41,434 | 29,169 | 35,512 |
Property, plant and equipment is analyzed as follows:
| Land | Buildings and installation s |
Machinery and equipment |
Transporta tion equipment |
Furniture and fixtures |
Constructio n / Purchases in Progress |
Total | |
|---|---|---|---|---|---|---|---|
| Cost or measurement | |||||||
| Balance 01.01.2008 | 67,880 | 177,388 | 65,914 | 2,487 | 28,752 | 8,622 | 351,043 |
| Exchange Differences | (39) | (64) | (139) | 6 | (13) | (12) | (262) |
| Additions | 623 | 2,618 | 267 | 1,327 | 2,441 | 7,275 | |
| Sales/Deletions | (99) | (182) | (8) | (288) | |||
| Impairment | |||||||
| Transfers from fixed | |||||||
| assets under constructions | 912 | 3 | (915) | ||||
| Transitions and | |||||||
| reclassifications | 5 | (12) | (7) | ||||
| Balance 31.12.2008 | 67,841 | 178,760 | 68,219 | 2,760 | 30,046 | 10,136 | 357,762 |
| Depreciation | |||||||
| Balance 01.01.2008 | (12,960) | (32,302) | (1,778) | (19,885) | (66,924) | ||
| Exchange Differences | 6 | 58 | 4 | 5 | 73 | ||
| Year's Additions | (3,569) | (5,678) | (185) | (2,143) | (11,576) | ||
| Sales/Deletions | 99 | 161 | 8 | 267 | |||
| Transitions and | |||||||
| reclassifications | (4) | 7 | 2 | ||||
| Balance 31.12.2008 | (3,464) | (5,463) | (181) | (2,123) | (11,234) | ||
| Net Book Value | (16,424) | (37,765) | (1,959) | (22,008) | (78,158) | ||
| 31.12.2008 | |||||||
| Balance 31.12.2008 | 67,841 | 162,336 | 30,454 | 801 | 8,038 | 10,136 | 279,604 |
(Amounts in all tables and notes are presented in thousands of Euro, unless otherwise stated)
| Movement for year 2007 – Group | |||||||
|---|---|---|---|---|---|---|---|
| Land | Buildings and installation |
Machinery and equipment |
Transporta tion equipment |
Furniture and fixtures |
Constructio n / Purchases |
Total | |
| Cost or measurement | 65,303 | s 163,721 |
61,082 | 2,575 | 27,242 | in Progress 19,796 |
339,720 |
| Balance 01.01.2007 | |||||||
| Exchange Differences | (4) | (44) | (72) | (4) | (8) | (1) | (134) |
| Additions | 38 | 1,386 | 4,345 | 1,542 | 2,041 | 9,352 | |
| Sales/Deletions | (148) | (83) | (24) | (255) | |||
| Transitions and reclassifications |
2,543 | 2,543 | |||||
| Transfers from fixed assets under constructions |
12,325 | 707 | (13,214) | (182) | |||
| Balance 31.12.2007 | 67,880 | 177,388 | 65,914 | 2,487 | 28,752 | 8,622 | 351,043 |
| Depreciation | |||||||
| Balance 01.01.2007 | (9,558) | (27,148) | (1,649) | (17,588) | (55,943) | ||
| Exchange Differences | 6 | 31 | 2 | 2 | 42 | ||
| Year's Additions | (3,408) | (5,280) | (195) | (2,319) | (11,202) | ||
| Sales/Deletions | 95 | 63 | 20 | 179 | |||
| Period total | (3,402) | (5,154) | (130) | (2,297) | (10,982) | ||
| Balance 31.12.2007 | (12,960) | (32,302) | (1,778) | (19,885) | (66,924) | ||
| Net Book Value 31.12.2007 |
67,880 | 164,428 | 33,612 | 709 | 8,868 | 8,622 | 284,119 |
Movement for year 2008 – Company
| Land | Buildings and installation s |
Machinery and equipment |
Transporta tion equipment |
Furniture and fixtures |
Constructio n / Purchases in Progress |
Total | |
|---|---|---|---|---|---|---|---|
| Cost or measurement | |||||||
| Balance 01.01.2008 | 51,308 | 175,351 | 60,916 | 2,168 | 28,008 | 5,695 | 323,446 |
| Additions | 623 | 2,195 | 107 | 1,314 | 857 | 5,096 | |
| Sales –Deletions | (80) | (5) | (85) | ||||
| Transfers from fixed assets under constructions |
797 | (797) | |||||
| Transitions and reclassifications |
4 | (12) | (8) | ||||
| Balance 31.12.2008 | 51,308 | 176,771 | 63,035 | 2,275 | 29,305 | 5,756 | 328,450 |
| Depreciation | |||||||
| Balance 01.01.2008 | (12,606) | (30,561) | (1,644) | (19,418) | (64,229) | ||
| Year's Additions | (3,532) | (5,253) | (129) | (2,086) | (11,000) | ||
| Sales –Deletions | 75 | 5 | 80 | ||||
| Transitions and | |||||||
| reclassifications | (4) | 7 | 3 | ||||
| Period Total | (3,532) | (5,183) | (129) | (2,074) | (10,917) | ||
| Balance 31.12.2008 | (16,138) | (35,744) | (1,773) | (21,492) | (75,146) | ||
| Net Book Value 31.12.2008 |
51,308 | 160,633 | 27,291 | 502 | 7,813 | 5,756 | 253,304 |
(Amounts in all tables and notes are presented in thousands of Euro, unless otherwise stated)
| Land | Buildings and installation s |
Machinery and equipment |
Transporta tion equipment |
Furniture and fixtures |
Constructio n / Purchases in Progress |
Total | |
|---|---|---|---|---|---|---|---|
| Cost or measurement | 48,727 | 161,640 | 57,097 | 2,248 | 26,501 | 16,147 | 312,361 |
| Balance 01.01.2007 | |||||||
| Additions | 38 | 1,386 | 4,074 | 1,521 | 1,922 | 8,942 | |
| Sales -Deletions | (255) | (80) | (14) | (350) | |||
| Transitions and reclassifications |
2,543 | 2,543 | |||||
| Transfers from fixed assets under constructions |
12,325 | (12,374) | (50) | ||||
| Balance 31.12.2007 | 51,308 | 175,351 | 60,916 | 2,168 | 28,008 | 5,695 | 323,446 |
| Depreciation | |||||||
| Balance 01.01.2007 | (9,317) | (25,742) | (1,558) | (17,168) | (53,785) | ||
| Year's Additions | (3,288) | (4,973) | (147) | (2,261) | (10,668) | ||
| Sales/Deletions | 154 | 60 | 10 | 224 | |||
| Period total | (3,288) | (4,819) | (87) | (2,251) | (10,444) | ||
| Balance 31.12.2007 | (12,606) | (30,561) | (1,644) | (19,418) | (64,229) | ||
| Net Book Value 31.12.2007 |
51,308 | 162,745 | 30,355 | 524 | 8,590 | 5,695 | 259,217 |
There are no restrictions on title or transfer or other encumbrances on the Group's land and buildings. In addition, no item of land, building and machinery equipment has been pledged as security for liabilities.
(Amounts in all tables and notes are presented in thousands of Euro, unless otherwise stated)
| Goodwill | Rights/Licen ses |
Other (Software) |
Total | |
|---|---|---|---|---|
| Cost | ||||
| Balance 01.01.2008 | 1,979 | 66 | 879 | 2,923 |
| Exchange Differences | (5) | (5) | ||
| Additions | 113 | 113 | ||
| Transitions/Deletions | (22) | (22) | ||
| Balance 31.12.2008 | 1,979 | 66 | 965 | 3,010 |
| Accumulated amortization | ||||
| Balance 01.01.2008 | (605) | (605) | ||
| Exchange Differences | 4 | 4 | ||
| Additions | (119) | (119) | ||
| Transitions/Deletions | 22 | 22 | ||
| Balance 31.12.2006 | (698) | (698) | ||
| Net Book Value 31.12.2008 | 1,979 | 66 | 267 | 2,312 |
| Goodwill | Rights/Licen ses |
Other (Software) |
Total | |
| Goodwill | ses | (Software) | Total | |
|---|---|---|---|---|
| Cost | ||||
| Balance 01.01.2007 | 1,979 | 398 | 659 | 3,035 |
| Additions | 2,211 | 220 | 2,431 | |
| Reclassifications | (2,543) | (2,543) | ||
| Balance 31.12.2007 | 1,979 | 66 | 879 | 2,923 |
| Accumulated amortization | ||||
| Balance 01.01.2007 | (549) | (549) | ||
| Additions | (56) | (56) | ||
| Reclassifications | ||||
| Balance 31.12.2007 | (605) | (605) | ||
| Net Book Value 31.12.2007 | 1,979 | 66 | 274 | 2,318 |
The goodwill amounted to 1,979 resulted from the acquisition of a further 5% of the subsidiary's share capital IATRIKI TECHNIKI S.A., a company that is operating in Greece in the sector of medical and surgical instrument production and trading, as well as of all kinds of sanitary/health equipment. The buying-out of the further 5% that was typically completed in the last quarter of 2005, has been recognized according to the buy-out method and represents the difference between the paid up price and the fair value of the assets that were purchased as they were valuated at the respective transaction dates. From the progress of activities until now, no indications have arisen showing that the possibility of an impairment test must be examined.
The group in the b' six month period of 2006 acquired the rest 44% percentage and now owns 100% of the subsidiary's Iatriki Tehniki Share Capital. The amount required, for the acquisition of the 44%, of 21,282, was not recognized as additional goodwill due to purchase method, but it reduced equally the consolidated Equity, as it arose from subsidiary purchase in which the group had already control.
(Amounts in all tables and notes are presented in thousands of Euro, unless otherwise stated)
| Rights/Licen ses |
Other (Software) |
Total | |
|---|---|---|---|
| Cost | |||
| Balance 01.01.2008 | 66 | 812 | 878 |
| Additions | 91 | 91 | |
| Transitions/Deletions | |||
| Balance 31.12.2008 | 66 | 903 | 969 |
| Accumulated amortization | |||
| Balance 01.01.2008 | (566) | (566) | |
| Additions | (89) | (89) | |
| Transitions/Deletions | |||
| Balance 31.12.2008 | (656) | (656) | |
| Net Book Value 31.12.2008 | 66 | 247 | 313 |
| Rights/Licen | Other | ||
|---|---|---|---|
| ses | (Software) | Total | |
| Cost | |||
| Balance 01.01.2007 | 398 | 636 | 1,034 |
| Additions | 2,211 | 176 | 2,387 |
| Reclassifications | (2,543) | (2,543) | |
| Balance 31.12.2007 | 66 | 812 | 878 |
| Accumulated amortization | |||
| Balance 01.01.2007 | (527) | (527) | |
| Additions | (39) | (39) | |
| Reclassifications | |||
| Balance 31.12.2007 | (566) | (566) | |
| Net Book Value 31.12.2007 | 66 | 246 | 312 |
The investments of the Company in subsidiaries at the 31st December 2008 are analyzed as follows:
| Participation | Acquisition cost in 31/12/2008 and 31/12/2007 |
|
|---|---|---|
| Iatriki Techniki S.A. | 100.00% | 25,421 |
| Physiotherapy center S.A | 33.00% | 19 |
| Axoniki Erevna S.A. | 50.50% | 545 |
| Erevna S.A | 51.00% | 503 |
| Hospital Affiliates International | 68.89% | 91 |
| Eurosite S.A | 100.00% | 8,335 |
| Ortelia Holdings | 99.99% | 1,039 |
| Medsana Buch | 100.00% | 33 |
| BIOAXIS SRL (ex Medsana Srl) | 78.90% | 517 |
| Athens Paediatrics Center | 58.30% | 169 |
| 36,672 | ||
| Impairment loss | (1,805) | |
| Balance | 34,867 |
(Amounts in all tables and notes are presented in thousands of Euro, unless otherwise stated)
The above-mentioned subsidiaries are consolidated, except from Athens Pediatrics Center SA, which is under liquidation procedure and its acquisition cost is totally deleted in the Company's retained earnings. The operation of this company was interrupted before the transition date, the assets and liabilities of its balance sheets are of minor significance and the liquidation procedure does not entail significant costs for the Company. Until the reporting date of the accompanying financial statements no final judicial decision has been issued for its dissolution and its final deletion from the S.A. register, in contradiction to the Prostate Institute and Electronystagmografiki S.A., which according to relative decisions of their residences' Prefectures have been deleted from the S.A. register. The acquisition costs of Prostate Institute and Electronystagmografiki S.A. were totally deleted in the Company's retained earnings and as a result their deletion from the company's financial statements had no effect in year's 2006 results.
The acquisition cost in Ortelia Holdings SA and in BIOAXIS SRL (ex Medsana Srl) has been completely deleted in the stand alone financial statements of the Company, according to the provisions of IAS 27 and 38. These companies, do not present any operation and their accounting value is greater of their recoverable amount. At the transition date in IFRS, an impairment test took place in the above mentioned investments, during which, it was attributed in Company's cash generating units. The recoverable amount, which in this case was the value of use, was lower than the carrying amount and the impairment loss arose and amounted to 1,805, was charged against the retained earnings of 1 st of January 2004.
In year 2008, a share capital increase took place of subsidiary Ortelia Holdings, by the amount of 42, due to a share capital, currency translation in euro.
The dividends of subsidiaries for year 2007, which were approved in year 2008, are the following:
| Income from dividends | |
|---|---|
| Iatriki Techniki S.A. | 3,300 |
| Physiotherapy center S.A | 66 |
| TOTAL | 3,366 |
These concern Company's investments in the capital share of the following companies in a percentage between 20% and 50% and in which no important influence is exercised.
| Acquisition cost in | ||
|---|---|---|
| Percentage | 31/12/2008 | |
| Medisoft S.A. | 45.00% | 132 |
| Interoptics S.A.(ex-In Health S.A.) | 27.33% | 340 |
| Aggiologiki Dierevnisi Ltd | 20.00% | 2 |
| Herodikos Ltd | 20.00% | 19 |
| I.E. EUROHOSPITAL S.A. | 50.00% | 30 |
| 523 | ||
| Impairment loss | (493) | |
| Net carrying amount | 30 |
The carrying amount of the above companies is deleted in the Company's Equity at a time prior the transition date and the same classification is preserved since the 1 st January 2004. The same goes with Nevrolitourgiki S.A., which according to a relevant decision of its residences' Prefecture has been deleted from the S.A. register. Due to the deletion of its acquisition cost to the company's retained earnings, its deletion from the company's financial statements had no effect in previous year's 2006 results.
It is noted that company In Health S.A. was merged through absorbtion from company Interoptics S.A. at 15 March 2005 and as a result group obtains a percentage of 27.33% on the capital of Interoptics S.A. instead of 30.37% that was obtained on the capital of the absorbed company In Health S.A. Management for the preparation of the financial statements of year 2008, did not reverse the impairment loss recognised on the acquisition cost of the investment on Interoptics S.A. .(ex-In Health S.A.) in the company's stand alone financial statements, according to IAS 39 § 66, but included it in its consolidated financial statements using the equity method according to IAS 28.
(Amounts in all tables and notes are presented in thousands of Euro, unless otherwise stated)
| (Percentage in equity in 31/12/2007) | 328 |
|---|---|
| Formation of I.E. EUROHOSPITAL S.A. | 30 |
| Gain from associates – Interoptics S.A.,Medicafe S.A., I.E. Eurohospital S.A. | 122 |
| Recognized income from dividends of company Medicafe A.E (Note 11) | (96) |
| Total | 384 |
The total amount of gain from associates of 26 ( 122 minus 96) has been included in the financial income (Note 11).
In February 12 of 2008 the company I.E. Eurohospital S.A.was formed with activity related to Management, Organization & Operation of Hospitals and Clinics and a share capital of 60, in which parent company participates with a percentage of 50% on the above mentioned company's share capital voting rights.
The dividends of associates for year 2008 are the following:
Medicafe S.A. 96
| Company | Assets | Liabilities | Revenue | Gains (Losses) | Group's participation |
|---|---|---|---|---|---|
| Interoptics S,A, | 1,699 | 898 | 3,214 | 99 | 28 |
| Medicafe S,A, | 540 | 170 | 1,290 | 178 | 98 |
| , ,Eurohospital |
|||||
| S,A, | 60 | 8 | 0 | (8) | (4) |
| Total | 122 |
More specifically regarding ..Eurohospital S.A.'s figures, its assets and liabilities are non current, its expenses are administrative and financial (9) and its income tax (deferred tax –revenue ) is (1) approximately.
The inventories are analyzed as follows:
| The Group | The Company | |||
|---|---|---|---|---|
| 31/12/2008 | 31/12/2007 | 31/12/2008 | 31/12/2007 | |
| Merchandise | 318 | 19 | ||
| Raw materials and consumable materials | 6,970 | 6,725 | 6,637 | 6,432 |
| Finished and semi-finished products | 45 | 45 | ||
| 7,333 | 6,789 | 6,637 | 6,432 |
No item of inventories has been pledged as security for liabilities.
(Amounts in all tables and notes are presented in thousands of Euro, unless otherwise stated) 19. TRADE ACCOUNTS RECEIVABLE:
The trade accounts receivable are analyzed as follows:
| The Group | The Company | |||
|---|---|---|---|---|
| 31/12/2008 | 31/12/2007 | 31/12/2008 | 31/12/2007 | |
| Trade debtors – open balances | 130,765 | 136,224 | 130,051 | 135,538 |
| Checks receivable (postdated) & bills | ||||
| receivable | 20,256 | 17,641 | 18,011 | 15,300 |
| Doubtfull debtors | 586 | 579 | 371 | 364 |
| Less: Provision for impairment (trade debtors) | (2,879) | (2,679) | (2,879) | (2,679) |
| 148,728 | 151,765 | 145,554 | 148,523 |
These short term financial assets' fair value is not fixed independenly because it is considered that book value approaches their fair value.
For all Group receivables, indications for their probable impairment have been assessed. In year 2008 an additional impairment has been formed for doubtfull debtors of 200, while an amount of 108 trade debtors has been erased, charging this years' results. In addition, some of the non impaired receivables are in delay. Maturity of trade accounts receivable is presented in the following table.
| The Group | The Company | |||
|---|---|---|---|---|
| 31/12/2008 | 31/12/2007 | 31/12/2008 | 31/12/2007 | |
| Trade debtors (<365 days) - non past due | 65,018 | 77,138 | 64,727 | 76,936 |
| Checks receivable (postdated) & bills | ||||
| receivable (<365 days) -non past due | 13,286 | 13,567 | 13,276 | 11,261 |
| Trade debtors (>365 days) – Past due & |
||||
| impaired up to the amount of impairment | 65,747 | 59,086 | 65,324 | 58,602 |
| Checks receivable (postdated) & bills | ||||
| receivable (>365 days) - Past due | 6,970 | 4,074 | 4,735 | 4,039 |
| doubtfull debtors past due & impaired | 586 | 579 | 371 | 364 |
| Less: Provision for impairment (trade debtors) | (2,879) | (2,679) | (2,879) | (2,679) |
| 148,728 | 151,765 | 145,554 | 148,523 |
Specifically the maturity of trade debtors – open balances is presented in the following table:
| The Group | The Company | |||
|---|---|---|---|---|
| 31/12/2008 | 31/12/2007 | 31/12/2008 | 31/12/2007 | |
| Trade debtors (<30 days) | 9,473 | 11,638 | 9,438 | 11,616 |
| Trade debtors (30-60 days) | 5,255 | 9,207 | 5,200 | 9,162 |
| Trade debtors (60-90 days) | 8,682 | 8,275 | 8,626 | 8,230 |
| Trade debtors (90-180 days) | 15,905 | 16,013 | 15,820 | 15,968 |
| Trade debtors (181-365 days) | 25,702 | 32,005 | 25,644 | 31,960 |
| Trade debtors (>365 days) | 65,747 | 59,086 | 65,323 | 58,602 |
| 130,765 | 136,224 | 130,051 | 135,538 |
Group's trade accounts receivable mainly consist of receivables in euro.
(Amounts in all tables and notes are presented in thousands of Euro, unless otherwise stated)
The prepayments and other receviables are analyzed as follows:
| The Group | The Company | |||
|---|---|---|---|---|
| 31/12/2008 | 31/12/2007 | 31/12/2008 | 31/12/2007 | |
| Advance payments for purchases | 43 | 18 | 0 | 3 |
| Advances to third parties | 724 | 439 | 662 | 438 |
| Other accounts receivable | 13,848 | 10,906 | 12,343 | 9,909 |
| Short-term receivables from associates | 17 | 15 | 4,884 | 4,038 |
| Prepaid expenses and other debtors | 1,947 | 2,071 | 1,606 | 1,751 |
| 16,579 | 13,449 | 19,495 | 16,139 |
In Other accounts receivable in 31 st December 2008, retained and advanced income taxes are included, amounted to 6,315 for Group and 4,853 for the company.
| The Group | The Company | |||
|---|---|---|---|---|
| Assets | Assets | |||
| Fair value | Fair value | |||
| 31/12/2008 | 31/12/2007 | 31/12/2008 | 31/12/2007 | |
| Interest rate Derivatives. | ||||
| (Swaps) | ||||
| (Contracts' nominal value 75.000.000 euros) | 1,270 | - | 1,270 | - |
| 1,270 | 1,270 | |||
| The Group | The Company | |||
| Total Equity and liabilities | Total Equity and liabilities | |||
| Fair value | Fair value | |||
| 31/12/2008 | 31/12/2007 | 31/12/2008 | 31/12/2007 | |
| Interest rate Derivatives. | ||||
| (Swaps) (Contracts' nominal value 100.000.000 euros) |
5,642 | - | 5,642 | - |
The derivatives' fair value is based on market to market assessment. For all swap contracts, fair values are confirmed from financial institutions with which the group has entered relevant contracts.
The financial income from derivatives for year 2008 is mentioned in detail in note 11.
Swaps in 31 st December 2008 were as following:
| Interest Swaps | |||
|---|---|---|---|
| Bank | Maturity | Collections (based) | Payments (based) |
| National Bank of | 7/2015 | Euribor 6month | fixed |
| Greece | |||
| Eurobank | 7/2011 | Euribor 6month | Euribor 6month |
| Alpha Bank | 7/2015 | Euribor 6month | Libor 6month |
| Unicredit | 7/2015 | fixed | Euribor 6month |
| Unicredit | 7/2013 | Euribor 6month | fixed |
(Amounts in all tables and notes are presented in thousands of Euro, unless otherwise stated)
The cash and cash equivalents are analyzed as follows:
| The Group | The Company | |||
|---|---|---|---|---|
| 31/12/2008 | 31/12/2007 | 31/12/2008 | 31/12/2007 | |
| Cash in hand | 366 | 531 | 337 | 501 |
| Deposits (sight and time) | 28,890 | 26,705 | 23,968 | 18,079 |
| 29,256 | 27,236 | 24,305 | 18,580 |
The bank deposits are lent at interest with floating interest rates based on the monthly interest rates of bank deposits and mainly refer to deposits in euro (Group's bank deposits in other currencies in 31 st December 2008 amount to 608). The income from sight and time bank deposits interest is recognized in accrual basis of accounting. (See note 11).
The share capital of the Company in 31 st December 2008, consists of 86.735.980 common nominal shares, with nominal value 0,31 each.
The Company's shares are publicly traded on the Athens Stock Exchange.
According to the Shareholders Record of the Company, in the 31 st of December 2008, the shareholders with a holding a percentage in the Company greater than 2 % were the following:
| Number of shares acquired |
% st December 31 2008 |
|
|---|---|---|
| G. Apostolopoulos Holdings S.A. | 27,833,843 | 32.09% |
| Asklepios International Gmbh | 26,649,532 | 30.73% |
| Eurofinanciere D Invetsissement Monaco | 2,585,057 | 2.98% |
| SGSS SPA | 2,418,127 | 2.79% |
| Free float < 2% | 27,249,421 | 31.41% |
| 86,735,980 | 100.00% |
The share premium of the Company resulted from the period of 1991 until the period of 2002, with a total amount of 15,267, by the issuing of shares against cash, in value greater than their nominal value. After the Share Capital increase mentioned above, share premium of the Company at 31 th December 2008 comes up to 19,777.
The legal, tax free and special reserves are analyzed as follows:
| 31/12/2008 | 31/12/2007 | |
|---|---|---|
| Legal reserve | 5,274 | 4,983 |
| Tax free and specially taxed reserves | 70,649 | 70,649 |
| Other | 135 | 362 |
| 76,058 | 75,994 | |
| The Company | ||
| 31/12/2008 | 31/12/2007 | |
| Legal reserve | 4,763 | 4,476 |
| Tax free and specially taxed reserves | 70,548 | 70,548 |
| Other | 440 | 440 |
| 75,751 | 75,464 | |
| -63- |
(Amounts in all tables and notes are presented in thousands of Euro, unless otherwise stated)
Legal Reserve: According to the Greek Company law, the companies are obliged to form at least 5% of their annual net profits, as they are represented in the accounting books, in legal reserve, until the accumulated amount of the legal reserve reaches at least the 1/3 of the capital share. The above-mentioned reserve cannot be distributed during the operation of the Company.
Tax free and Specially Taxed Reserves: The untaxed and specially taxed reserves represent interest income, which are tax free or taxed by 10% at their source. The particular income is not taxable under the condition that adequate profits exist, from which respective untaxed reserves can be formed. According to the Greek tax legislation, this reserve is excluded from income tax, under the condition that it will not be distributed to the shareholders. The Company does not intend to distribute the particular reserve and thus it has not proceeded to the estimation of deferred income tax that would have been necessary in the case of reserve distribution.
Special Reserves: The special reserves have been formed based on the decisions of the shareholders' General Assemblies. The Company does not intend to distribute the particular reserves.
| The Group | The Company | |||
|---|---|---|---|---|
| Non-current loans | 31/12/2008 | 31/12/2007 | 31/12/2008 | 31/12/2007 |
| Common bond loan | 149,469 | 149,365 | 149,469 | 149,357 |
| Finance leases | 762 | 7,672 | 480 | 7,615 |
| 150,231 | 157,037 | 149,949 | 156,972 | |
| Current loans | ||||
| Bank loans | 5,250 | 5,250 | ||
| Non-current loans payable within the next 12 | ||||
| months | ||||
| Finance leases | 744 | 1,179 | 624 | 1,133 |
| Other loans (factoring) | 0 | 4,803 | 0 | 4,803 |
| 5,994 | 11,232 | 624 | 5,936 | |
| Total of loans due | 156,225 | 168,269 | 150,573 | 162,908 |
| The Group | The Company | |||
| Maturity of non-current loans | 31/12/2008 | 31/12/2007 | 31/12/2008 | 31/12/2007 |
| Up to 1 year | 0 | 8 | 0 | 0 |
| Between 1 & 5 years | 36,000 | 24,000 | 36,000 | 24,000 |
| Over 5 years | 113,469 | 125,357 | 113,469 | 125,357 |
| 149,469 | 149,365 | 149,469 | 149,357 |
The Group's borrowing mainly concerns the Common Bond Loan, with initial amount of 149,357 (Amount of borrowing 120,000.00 plus 30,000.00 in the third quarter of year 2007, minus transaction costs directly attributable to loan acquisition in accordance to I.A.S. 39 § 43), according to the Common Bond Loan issuance contract from the 24/5/2007, with the Bank " ALPHA BANK" as a manager and lender Banks the following: NATIONAL BANK of GREECE, EFG EUROBANK ERGASIAS and ALPHA BANK. According to the contract, the purpose of this loan was the refunding of existing borrowing as well as the funding of company's general purposes. The loan's duration is eight years. The loan's repayment in full, will be conducted in 11 six-month installments. The first installment will be deposited in 19/7/2010, after a three year of grace and the final installment will be deposited in 19/7/2015. The interests concerning the above-mentioned loan are estimated according to the six month Euribor interest rate plus a margin, which will be defined according to a financial ratio of " Net borrowings to EBITDA" on a consolidated basis, and will be between 1.15% (valid ) and 1.50%.
In terms of the Common Bond Loan agreement the company has entered, it is obliged to maintain satisfactory capital adequacy, profitability and liquidity as defined by the following ratios, calculated on six month basis on the audited consolidated financial statements of the company.
(Amounts in all tables and notes are presented in thousands of Euro, unless otherwise stated)
a) The ratio «Net Debt to EBITDA with no extraordinary results and minority interests included », to maintain during Common Bond Loan duration less or equal to 5.50.
b) The ratio «EBITDA with no extraordinary results and minority interests included to the total amount of interest expenses less interest income », », to maintain during Common Bond Loan duration greater or or equal to 3.50 ) The ratio « Total loans/borrowings to total loans/borrowings plus equity » to maintain during Common Bond Loan duration less or equal to 0.75
The current bank loans are received by the Company and its subsidiaries for serving their needs in working capital.
The relevant weighted average interest margins at the financial statements date are as follows:
| The Group | The Company | |
|---|---|---|
| Short term borrowing | 6.030% | 4.749% |
| Long term borrowings | 5.946% | 5.946% |
The loan cost has charged the year's results according to accrual basis principle (Note 11).
The liabilities that result from leases concern the leasing of buildings, that arose from the sale and lease back of Company's land building and mechanical – hospital equipment. The liabilities to the lessor are analyzed as follows:
| The Group | The Company | |||
|---|---|---|---|---|
| 31/12/2008 | 31/12/2007 | 31/12/2008 | 31/12/2007 | |
| Until one year | 804 | 1,614 | 664 | 1,564 |
| Between 1 & 5 years | 799 | 4,247 | 491 | 4,185 |
| After 5 years | 0 | 5,146 | 0 | 5,146 |
| Total | 1,603 | 11,007 | 1,155 | 10,895 |
| Future finance charges on finance leases | (97) | (2,156) | (50) | (2,147) |
| Present value of lease liability | 1,506 | 8,851 | 1,105 | 8,747 |
The present value of the leasing liabilities is the following:
| The Group | The Company | |||
|---|---|---|---|---|
| 31/12/2008 | 31/12/2007 | 31/12/2008 | 31/12/2007 | |
| Up one year | 744 | 1,179 | 624 | 1,133 |
| From 1 to 5 years | 762 | 2,977 | 481 | 2,919 |
| After 5 years | 0 | 4,695 | 0 | 4,695 |
| 1,506 | 8,851 | 1,105 | 8,747 |
Over the leased assets ownership retention exists, which will stay in force until the ending of the leasing period and the payment in full of the leases.
There are no other guaranties and commitments of ownership or use over the fixed assets and the other assets of the Group.
(Amounts in all tables and notes are presented in thousands of Euro, unless otherwise stated)
The movement in the government grants during the year ended in 31st December 2008 and the year ended in 31 st December 2007 was the following:
| The Group | The Company | |
|---|---|---|
| Balance 01.01.2008 | 10 | 9 |
| Additions | 78 | 78 |
| Depreciation | (84) | (84) |
| Balance 31.12.2008 | 4 | 4 |
| The Group | The Company | |
| Balance 01.01.2007 | 36 | 35 |
| Additions | 5 | 5 |
| Depreciation | (31) | (31) |
(a) Government Insurance Programs: The contributions of the Company and the Group to the insurance funds for the year ended in 31st December 2008, were recognized as expenses and amounted to 17,197 and 17,670 respectively.
(b) Provision for retirement indemnities: According to the Greek employment legislation, the employees entitled to receive compensation in case of dismissal or retirement, the amount of which varies depending on the salary, the years of service and the type of retirement (dismissal or pensioning) of the employee. Employees that resign or get dismissed with a justification are not entitled to receive compensation. The payable compensation in case of retirement equals the 40% of the compensation that would have been payable in case of an unjustified dismissal. In Greece, according to the local practice, these programs are not granted. The Company debits to the results for the accrued benefits in every period with a relevant rise of the pensioning liability. The payments of the benefits performed to the pensioners every period are charged against this liability.
The movement of the net liability in the accompanying balance sheets of the Company and the Group is the following:
| The Company | 31st December 2008 |
31st December 2007 |
|
|---|---|---|---|
| Net liability at the beginning of the year | 13,745 | 11,759 | |
| Actual benefits paid by the Company Expense recognized in the income statement (Note 6) |
(169) 2,327 |
(180) 2,166 |
|
| Net liability at the end of the year | 15,903 | 13,745 | |
| The Group | 31st December | 31st December | |
| Net liability at the beginning of the year | 2008 13,849 |
2007 11,847 |
|
| Actual benefits paid by the Company Expense recognized in the income statement (Note 6) |
(174) 2,335 |
(246) 2,248 |
An international firm of independent analogists/actuaries evaluated the Company's liabilities arising from the obligation to pay retirement indemnities.
(Amounts in all tables and notes are presented in thousands of Euro, unless otherwise stated)
The details and principal assumptions of the actuarial study as at 31 st of December 2008 and 31 st of December 2007 is the following:
| The Group | The Company | ||||
|---|---|---|---|---|---|
| 31st | 31st | 31st | 31st | ||
| December | December | December | December | ||
| 2008 | 2007 | 2008 | 2007 | ||
| Present Value of un funded obligations | 17,433 | 16,632 | 17,326 | 16.528 | |
| Unrecognized actuarial net loss | (1,423) | (2,783) | (1,423) | (2.783) | |
| Net liability in Balance Sheet | 16,010 | 13,849 | 15,903 | 13.745 | |
| Components of net periodic pension cost: | |||||
| Service cost | 1,480 | 1,472 | 1,472 | 1.391 | |
| Interest cost | 666 | 514 | 666 | 514 | |
| Actuarial losses | 158 | 124 | 158 | 124 | |
| Regular charge to operations/results | 2,304 | 2,110 | 2,296 | 2.028 | |
| Additional cost of extra benefits | 31 | 138 | 31 | 138 | |
| Total charge to operations/results | 2,335 | 2,248 | 2,327 | 2.166 | |
| Reconciliation of benefit obligation: | |||||
| Net liability at beginning of period | 13,849 | 11,847 | 13,745 | 11,759 | |
| Service cost | 1,480 | 1,472 | 1,472 | 1,391 | |
| Interest cost | 666 | 514 | 666 | 514 | |
| Benefits paid | (174) | (246) | (169) | (180) | |
| Additional cost of extra benefits | 31 | 138 | 31 | 138 | |
| Actiarial losses | 158 | 124 | 158 | 124 | |
| Present value of obligation at the end of the | |||||
| period | 16,010 | 13,849 | 15,903 | 13,745 | |
| Principal assumptions: | 2008 | 2007 | |||
| Discount rate | 5.67% | 4.8% | |||
| Rate of compensation increase | 4.2% | 4.2% | |||
| Increase in consumer price index | 2.5% | 2.5% |
The additional cost of extra benefits relates to benefits paid to employees, who became redundant. Most of these benefits were not expected within the terms of this plan and accordingly, the excess of benefit payments over existing reserves have been treated as an additional pension charge.
Other long term liabilities refer to long term bills and are analyzed as following:
| The Group | The Company | |||
|---|---|---|---|---|
| 31/12/2008 | 31/12/2007 | 31/12/2008 | 31/12/2007 | |
| Up one year | 2,149 | 2,199 | 1,739 | 1,739 |
| From 1 to 5 years | 1,615 | 3,763 | 1,444 | 3,183 |
| After 5 years | 0 | 0 | 0 | 0 |
| Total | 3,764 | 5,962 | 3,183 | 4,922 |
| Future finance charges | (284) | (485) | (245) | (416) |
| Present value of liability | 3,480 | 5,477 | 2,938 | 4,506 |
(Amounts in all tables and notes are presented in thousands of Euro, unless otherwise stated)
The trade accounts payable are analyzed as follows:
| The Group | The Company | |||
|---|---|---|---|---|
| 31/12/2008 | 31/12/2007 | 31/12/2008 | 31/12/2007 | |
| Suppliers | 76,511 | 75,416 | 86,989 | 85,195 |
| Checks outstanding and bills payable | ||||
| (postdated) | 16,913 | 16,306 | 13,487 | 7,751 |
| 93,424 | 91,722 | 100,476 | 92,946 |
The amount represented in the accompanying consolidated balance sheet is analyzed as follows:
| The Group | The Company | ||||
|---|---|---|---|---|---|
| 31/12/2008 | 31/12/2007 | 31/12/2008 | 31/12/2007 | ||
| Customers' advances | 4 | 0 | 4 | 0 | |
| Obligations to associates | 34 | 34 | 34 | 34 | |
| Sundry creditors | 4,482 | 4,034 | 4,109 | 3,861 | |
| Cheques payable | 0 | 1,328 | 0 | 1,328 | |
| Insurance and pension contributions payable | 4,649 | 4,204 | 4,548 | 4,126 | |
| Accrued expenses | 4,598 | 3,458 | 4,507 | 3,365 | |
| Dividends | 20 | 40 | 20 | 40 | |
| Other provisions | 208 | 0 | 0 | 0 | |
| Other | 1,835 | 1,549 | 1,804 | 1,531 | |
| 15,830 | 14,647 | 15,026 | 14,285 |
The Company and its subsidiaries are related to the following legal and natural persons:
due to the majority of shares acquisition in its capital with Mr. Georgios Apostolopoulos and the legal persons or other business activities he is related with
The transactions with its subsidiaries are mainly concerning the provision of commercial services, as well as the purchasing and selling of goods. The transactions are realized within the normal operating framework of the Company.
The relative balances receivable from associates are not covered by securities, mortgages and their payment in full is conducted by cash payment within the time limits agreed between the companies in question. The Management of the Company does not regard that a provision/allowance for a possible non-collection of its subsidiaries related receivables is needed, hence no provision/allowance for doubtful debtors against these receivables is formed.
The balances receivable/(payable) of the related party accounts of the Group are as follows:
(Amounts in all tables and notes are presented in thousands of Euro, unless otherwise stated)
| Company | ||||
|---|---|---|---|---|
| Debtors | Liabilities | Income | Purchases | |
| ATHENS MEDICAL CENTER S.A | 0 | 0 | 0 | 0 |
| IATRIKI TECHNIKI S.A. | 0 | 29,545 | 25 | 29,489 |
| EREVNA S.A. | 0 | 31 | 0 | 0 |
| AXONIKI EREVNA S.A. | 0 | 0 | 0 | 0 |
| PHYSIOTHERAPY CENTER S.A. | 0 | (3) | 148 | 353 |
| MEDSANA BUCHAREST MEDICAL CENTER | 0 | 0 | 0 | 0 |
| BIOAXIS SRL (ex MEDSANA SRL) | 0 | 0 | 0 | 0 |
| ORTELIA HOLDINGS | 1,693 | 0 | 0 | 0 |
| EUROSITE | 2,897 | 0 | 0 | 0 |
| HOSPITAL AFFILLIATES INTERNATIONAL S.A. | 346 | 0 | 0 | 0 |
| TOTAL | 4,936 | 29,573 | 173 | 29,842 |
Company
| Debtors from dividends | Income from dividends | |
|---|---|---|
| IATRIKI TECHNIKI S.A. | - | 3,300 |
| PHYSIOTHERAPY CENTER S.A. | - | 66 |
| TOTAL | - | 3,366 |
| The Group | The Company | |||||||
|---|---|---|---|---|---|---|---|---|
| Receivables | Liabilities | Income | Purchases | Receivables | Liabilities | Income | Purchases | |
| G. APOSTOLOPOULOS Holdings |
0 | 0 | 2 | 0 | 0 | 0 | 0 | 0 |
| IKODOMIKI EKMETALEFTIKI S.A. |
4 | 0 | 1 | 0 | 3 | 0 | 0 | 0 |
| LA VIE Assurance SYCHRONI |
3,742 | 64 | 2,460 | 4 | 3,742 | 64 | 2,458 | 4 |
| ECHODIAGNOSI | 0 | 27 | 0 | 0 | 0 | 27 | 0 | 0 |
| PROSTATE INSTITUTE KORINTHIAKOS |
0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| RYTHMOS | 2 | 433 | 2 | 356 | 0 | 395 | 0 | 259 |
| HERODIKOS Ltd QUS ATH. CENTER OF |
34 | 0 | 0 | 0 | 34 | 0 | 0 | 0 |
| ENVIRONMENT | 85 | 0 | 0 | 0 | 85 | 0 | 0 | 0 |
| TRADOR A.E. AGGEIOLOGIKI |
21 | 0 | 0 | 0 | 21 | 0 | 0 | 0 |
| DIEREVNISI S.A. | 0 | 7 | 0 | 0 | 0 | 7 | 0 | 0 |
| ATHENS PAEDIATRICS CENTER |
15 | 0 | 0 | 0 | 15 | 0 | 0 | 0 |
| ELECTRONYSTAGMOG RAFIKI S.A. |
0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| NEVROLITOURGIKI S.A. |
0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| MEDISOFT | 190 | 0 | 0 | 0 | 190 | 0 | 0 | 0 |
| MEDICAFE CATERING SERVICES S.A. |
20 | 0 | 111 | 0 | 20 | 0 | 111 | 0 |
| DOMINION INSURANCE BROKERAGE S.A. |
0 | 10 | 0 | 15 | 0 | 9 | 0 | 15 |
(Amounts in all tables and notes are presented in thousands of Euro, unless otherwise stated)
| INTEROPTICS SA | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
|---|---|---|---|---|---|---|---|---|
| EUROHOSPITAL S.A | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Total | 4,113 | 541 | 2,576 | 375 | 4,110 | 502 | 2,569 | 278 |
| The Group | The Company | |||||||
| Debtors from dividends | Income from dividends |
Debtors from dividends |
Income from dividends |
|||||
| MEDICAFE CATERING SERVICES S.A. | - | 96 | - | - | ||||
| The Group | The Company | |||||||
| Compensations of executives and members of the Board | 7,745 | 6,792 | ||||||
| The Group | The Company | |||||||
| Debtors from executives and members of the Board Liabilities to executives and members of the Board |
- 740 |
- 445 |
||||||
Year 2007
| Company | ||||
|---|---|---|---|---|
| Debtors | Liabilities | Income | Purchases | |
| ATHENS MEDICAL CENTER S.A | 0 | 0 | 0 | 0 |
| IATRIKI TECHNIKI S.A. | 0 | 20,617 | 0 | 21,335 |
| EREVNA S.A. | 0 | 114 | 0 | 0 |
| AXONIKI EREVNA S.A. | 0 | 0 | 0 | 0 |
| PHYSIOTHERAPY CENTER S.A. | 0 | 28 | 188 | 523 |
| MEDSANA BUCHAREST MEDICAL CENTER | 0 | 0 | 16 | 0 |
| BIOAXIS SRL (ex MEDSANA SRL) | 0 | 0 | 0 | 0 |
| ORTELIA HOLDINGS | 1,679 | 0 | 0 | 0 |
| EUROSITE | 2,061 | 0 | 0 | 0 |
| HOSPITAL AFFILLIATES INTERNATIONAL S.A. | 327 | 0 | 0 | 0 |
| TOTAL | 4,067 | 20,759 | 204 | 21,858 |
| Company | ||||
| Debtors from dividends | Income from dividends |
| IATRIKI TECHNIKI S.A. | - | 4,300 |
|---|---|---|
| PHYSIOTHERAPY CENTER S.A. | - | 51 |
| TOTAL | - | 4,351 |
(Amounts in all tables and notes are presented in thousands of Euro, unless otherwise stated)
| The Group | The Company | ||||||||
|---|---|---|---|---|---|---|---|---|---|
| Receivables | Liabilities | Income | Purchases | Receivables | Liabilities | Income | Purchases | ||
| G. APOSTOLOPOULOS Holdings |
0 | 0 | 2 | 0 | 0 | 0 | 0 | 0 | |
| IKODOMIKI EKMETALEFTIKI S.A. |
3 | 0 | 1 | 0 | 3 | 0 | 0 | 0 | |
| LA VIE Assurance SYCHRONI |
2,830 | 88 | 2,678 | 87 | 2,830 | 86 | 2,678 | 84 | |
| ECHODIAGNOSI | 0 | 27 | 0 | 0 | 0 | 27 | 0 | 0 | |
| PROSTATE INSTITUTE KORINTHIAKOS |
0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | |
| RYTHMOS | 0 | 423 | 2 | 204 | 0 | 303 | 0 | 100 | |
| HERODIKOS Ltd QUS ATH. CENTER OF |
33 | 0 | 0 | 0 | 33 | 0 | 0 | 0 | |
| ENVIRONMENT | 85 | 0 | 0 | 0 | 85 | 0 | 0 | 0 | |
| TRADOR A.E. AGGEIOLOGIKI |
20 | 0 | 0 | 0 | 20 | 0 | 0 | 0 | |
| DIEREVNISI S.A. | 0 | 7 | 0 | 0 | 0 | 7 | 0 | 0 | |
| ATHENS PAEDIATRICS CENTER |
15 | 0 | 0 | 0 | 15 | 0 | 0 | 0 | |
| ELECTRONYSTAGMOG RAFIKI S.A. NEVROLITOURGIKI |
0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | |
| S.A. | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | |
| MEDISOFT | 190 | 0 | 0 | 0 | 190 | 0 | 0 | 0 | |
| MEDICAFE CATERING SERVICES S.A. |
17 | 0 | 97 | 0 | 17 | 0 | 97 | 0 | |
| DOMINION INSURANCE BROKERAGE S.A. |
0 | 23 | 0 | 24 | 0 | 21 | 0 | 23 | |
| INTEROPTICS SA Total |
0 3,194 |
0 567 |
0 2,780 |
0 315 |
0 3,193 |
0 445 |
0 2,775 |
0 207 |
|
The Group The Company
| Debtors from dividends | Income from dividends |
Debtors from dividends |
Income from dividends |
|
|---|---|---|---|---|
| MEDICAFE CATERING SERVICES S.A. | - | 91 | - | - |
| The Group | The Company | ||
|---|---|---|---|
| Compensations of executives and members of the Board | 7,202 | 6,101 | |
| The Group | The Company | ||
| Debtors from executives and members of the Board | 21 | ||
| Liabilities to executives and members of the Board | 126 | ||
(Amounts in all tables and notes are presented in thousands of Euro, unless otherwise stated)
According to the provisions of the greek legislation for companies , they are obliged to distribute every year dividend, that corresponds at least to the 35% of the profits after taxes and the formation of the legal reserve. The non distribution of dividends depends on the approval of the total shareholder company's equity. The greek company legislation requires specific terms for the profit distribution to be satisfied , which are:
a) Any distribution of dividend is not valid if the company's equity as that appears on the balance Sheet after the distribution is less than equity plus the non distributive reserves
b) Any distribution of dividend is not valid, if the balance of the formation expenses is greater than the extraordinary reserves plus the retained earnings
At 26 March 2009, the Board of Directors proposed Dividend amounted to 0.05 per share ( 0.06 per share for year 2007) . This proposition of the Board of Directors is submitted to the approval of the annual General Assembly of the Shareholders.
The above mentioned dividend will be taxed independently by 10% and the relative tax will be retained from the beneficiaries.
The Company is involved (in its capacity as defendant and as plaintiff) in various lawsuits and legal amperages in the framework of its normal operation. The Management, as well as its legal advisors estimates that all the pending cases are expected to be settled without any significant negative repercussions on the consolidated financial position of the Company or in the results of its operation.
It is noted that the subsidiary " HOSPITAL AFFILIATES INTERNATIONAL", according to no. 246/06 final decision of court to appeal, is obliged to pay to " ERRIKOS DYNAN " the amount of 207.78 plus interest and other expenses for which an equal provision has been formed, which charged the consolidated results of year 2008 (see Note 30 Other provisions amounted to 208).
The 31 st of December 2008 the Group and the Company had various agreements of operational lease, concerning the renting of buildings and transportation equipment and they end in several dates.
The renting expenses are included in the accompanying consolidated income statement of the period ended in the 31 st of December 2008 and they amount to 2,203.
The minimum future payable rental leases based on non-reversible contracts of operational leases in 31 st of December 2008 and 2007 are as follows:
| 31/12/2008 | |||
|---|---|---|---|
| The Group | The Company | ||
| Commitments from operational leases: | |||
| Within one year | 2,083 | 2,367 | |
| 1-5 years | 6,061 | 6,512 | |
| After 5 years | 2,115 | 1,997 | |
| 10,259 | 10,876 | ||
| 31/12/2007 | |||
| Commitments from operational leases: | The Group | The Company | |
| Within one year | 2,052 | 2,029 | |
| 1-5 years | 6,211 | 6,750 | |
| After 5 years | 3,302 | 3,030 | |
| 11,565 | 11,809 |
(Amounts in all tables and notes are presented in thousands of Euro, unless otherwise stated)
The Group in 31 st of December 2008 had the following contingent liabilities:
Had issued letters of guarantee for good performance for a total amount of 154 ( 242 in year 2007).
In the first quarter of year 2009 the Group's subsidiary ""Maternity clinic GAIA" was formed with participation of 100% while in February all EUROHOSPITAL SA shares owned by the group were sold. Group has not considered EUROHOSPITAL SA (non current asset) to be a discontinued operation according the paragraphs 7,8,12 of IFRS 5 "Non-current Assets Held for Sale and Discontinued Operations".
In March 5 of 2009, the company leased uncovered piece of land, opposite to Marousi clinic, an area of ten acres, which will be used as car parking place and for this reason the company issued a letter of guarranteeamounted to 2,400.
REG. No. 13782/06/Â/86/06
| transaction with the company, to gain access to the company's web site, where the financial statements can be downloaded, as well as the Auditor's Certificate. | |||||||
|---|---|---|---|---|---|---|---|
| COMPANY'S DETAILS | |||||||
| Prefecture: Company's web site: Date of approval by the Board of Director's of Financial Statements: Certified Auditor Accountant: Auditing Company: Type of Auditor's Certificate: |
Ministry of Development www.iatriko.gr 26/3/09 George Gerasimou Vrettos Concur with |
BDO PROTYPOS HELLENIC AUDITING Co. A.E. | COMPANY'S BOARD OF DIRECTORS Name Dr. George V. Apostolopoulos Dr. Vassilis G. Apostolopoulos Christos G. Apostolopoulos Dr. Norbert Doerner Stephen Leonhard |
Position President CEO Vice President Member Member |
|||
| BALANCE SHEET (annual consolidated and non consolidated) amounts in € | CASH FLOW STATEMENT FOR THE YEAR (annual consolidated and non consolidated) amounts in € | ||||||
| ASSETS | GROUP | PARENT | Indirect method | GROUP | PARENT | ||
| Property, plant and equipment | 31/12/2008 31/12/2007 279.604.267,40 284.119.053,61 |
31/12/2008 31/12/2007 253.303.228,45 259.217.288,27 |
Operating Activities : | 1/1-31/12/2008 | 1/1-31/12/2007 | 1/1-31/12/2008 | 1/1-31/12/2007 |
| Intangible assets | 2.311.626,35 2.318.299,73 |
312.833,86 311.963,06 |
Profit Before Taxes (continued operations) | 10.847.923,09 | 22.549.360,23 | 7.134.661,99 | 21.609.096,69 |
| Other non current assets Inventory |
5.253.164,40 5.825.596,74 7.332.592,27 6.788.825,57 |
39.736.122,55 40.304.802,43 6.636.999,45 6.432.293,43 |
Plus/Less Adjustments for : Depreciation |
11.695.264,39 | 11.257.908,77 | 11.089.394,66 | 10.707.261,38 |
| Receivables (trade debtors) Other current assets |
127.885.508,73 133.544.909,99 67.946.991,79 58.906.194,74 |
127.171.266,75 132.858.671,63 63.452.423,23 50.383.369,50 |
Provisions Exchange Differences |
2.485.542,50 -28.499,00 |
2.001.346,80 35.200,73 |
2.273.892,32 0,00 |
1.986.587,00 0,00 |
| TOTAL ASSETS | −−−−−−−−−−−−−−− −−−−−−−−−−−−−−− 490.334.150,94 491.502.880,38 =============== =============== |
−−−−−−−−−−−−−−− −−−−−−−−−−−−−−− 490.612.874,29 489.508.388,32 =============== =============== |
Results (revenue, expenses, gain and losses) from | ||||
| EQUITY AND LIABILITIES Share capital |
26.888.153,80 26.888.153,80 |
26.888.153,80 26.888.153,80 |
Investing Activities Interest Expenses and Related costs |
-3.310.368,85 17.839.366,25 |
-2.633.852,91 10.260.769,21 |
-6.493.599,11 17.438.855,75 |
-6.712.664,19 9.907.951,48 |
| Other components of equity Total Shareholder Equity (a) |
146.035.528,79 140.400.581,78 172.923.682,59 167.288.735,58 |
151.593.218,46 148.003.158,82 178.481.372,26 174.891.312,62 |
Plus/Less Adjustments for Changes in Working Capital or Related to Operating |
||||
| Non controlling interests (b) Total Shareholder Equity (c) = (a)+(b) |
304.484,82 398.200,04 −−−−−−−−−−−−−−− −−−−−−−−−−−−−−− 173.228.167,41 167.686.935,62 |
0,00 0,00 −−−−−−−−−−−−−−− −−−−−−−−−−−−−−− 178.481.372,26 174.891.312,62 |
Activities : Decrease / Increase in Inventories |
-543.766,70 | -1.397.365,07 | -204.706,02 | -1.343.998,77 |
| Long term borrowings | =============== =============== 150.230.797,28 157.037.486,35 |
=============== =============== 149.949.502,28 156.971.500,35 |
Decrease / Increase in Receivables | 360.309,68 | -27.060.503,11 | 65.271,98 | -27.743.478,91 |
| Long term provisions / Non current liabilities Short Term borrowings |
37.967.682,20 42.818.008,99 5.993.519,12 11.231.694,05 |
35.294.059,34 39.221.727,48 624.158,12 5.935.552,06 |
Decrease/Increase in Liabilities (except for banks) Less : |
694.807,26 | 9.897.352,94 | 6.727.112,75 | 2.313.348,91 |
| Other current liabilities Total Liabilities (d) |
122.913.984,93 112.728.755,37 317.105.983,53 323.815.944,76 |
126.263.782,29 112.488.295,81 312.131.502,03 314.617.075,70 |
Interest charges and Related Expenses Paid Paid Taxes |
-12.197.393,28 -2.442.192,01 |
-10.260.831,23 -6.933.291,75 |
-11.796.882,78 -2.367.867,01 |
-9.907.951,48 -3.998.638,49 |
| TOTAL EQUITY AND LIABILITIES (c)+(d) | −−−−−−−−−−−−−−−− −−−−−−−−−−−−−−− 490.334.150,94 491.502.880,38 ================ =============== |
−−−−−−−−−−−−−−−− −−−−−−−−−−−−−−− 490.612.874,29 489.508.388,32 ================ =============== |
Total Inflows / Outflows from Operating Activities (a) |
−−−−−−−−−−−−−− 25.400.993,33 |
−−−−−−−−−−−−−−− 7.716.094,61 |
−−−−−−−−−−−−−−− 23.866.134,53 |
−−−−−−−−−−−−−− -3.182.486,38 |
| Investing Activities : | |||||||
| Acquisition of subsidiaries, associates, joint ventures and other investments |
-30.000,00 | 0,00 | -30.000,00 | 0,00 | |||
| STATEMENT OF CHANGES IN EQUITY (annual consolidated and non consolidated) amounts in € | Purchase of tangible and intangible fixed assets Cash collection from the Sale of Tangible and Intangible |
-7.310.016,98 | -11.733.379,64 | -5.107.894,82 | -11.278.748,07 | ||
| fixed assets Income from interest |
8.130,78 1.257.691,42 |
48.019,00 186.066,28 |
8.130,78 1.179.931,18 |
63.735,00 143.606,20 |
|||
| GROUP 31/12/2008 31/12/2007 |
PARENT 31/12/2008 31/12/2007 |
Income from dividend | 95.507,50 −−−−−−−−−−−−−− |
90.750,00 −−−−−−−−−−−−−− |
3.366.000,00 −−−−−−−−−−−−−− |
4.350.820,00 −−−−−−−−−−−−−− |
|
| Total equity beginning of year (1/1/2008 and 1/1/2007 accordingly) |
167.686.935,62 152.983.997,21 |
174.891.312,62 158.864.082,43 |
Total Inflows / Outflows from Investing Activities (b) |
-5.978.687,28 | -11.408.544,36 | -583.832,86 | -6.720.586,87 |
| After tax profit / (loss) for the period (continued and discontinued operations) |
11.106.757,60 15.136.283,12 |
8.794.218,45 15.868.888,99 |
Financing Activities : Proceeds from Share Capital Increase |
0,00 | 5.362.500,00 | 0,00 | 5.362.500,00 |
| Increase / (Decrease) of Share Capital | 5.362.500,00 | 0,00 5.362.500,00 |
Proceeds from Dept Dept Repayment |
288.528,00 -11.564.160,18 |
169.969.276,96 -145.668.335,31 |
0,00 -11.564.160,18 |
169.484.918,66 -145.511.687,31 |
| Dividend Distributed Net Income Recorded Directly |
-5.338.158,81 -5.676.320,71 |
-5.204.158,81 -5.204.158,80 |
Payments of Financial Leasing | ||||
| in Equity Total equity ending of year |
-227.367,00 -119.524,00 −−−−−−−−−−−−−−− −−−−−−−−−−−−−−− |
0,00 0,00 −−−−−−−−−−−−−−− −−−−−−−−−−−−−−− |
(Capital installment) Dividend Paid |
-769.231,81 -5.357.980,10 −−−−−−−−−−−−−−− |
-1.900.646,63 -5.648.127,30 −−−−−−−−−−−−−− |
-769.231,81 -5.223.980,10 −−−−−−−−−−−−−−− |
-1.900.646,63 -5.175.964,38 −−−−−−−−−−−−−− |
| (31/12/2008 and 31/12/2007 accordingly) | 173.228.167,41 167.686.935,62 =============== =============== |
178.481.372,26 174.891.312,62 =============== =============== |
Total Inflows / Outflows from Financing Activities (c) |
-17.402.844,09 | 22.114.667,72 | -17.557.372,09 | 22.259.120,34 |
| Net Increase/Decrease in Cash and Cash Equivalents for the year (a)+(b)+(c) |
2.019.461,96 | 18.422.217,97 | 5.724.929,58 | 12.356.047,09 | |||
| Cash and Cash Equivalents (beginning) | −−−−−−−−−−−−−−− 27.236.182,83 −−−−−−−−−−−−−−− |
−−−−−−−−−−−−−−− 8.813.964,86 −−−−−−−−−−−−−−− |
−−−−−−−−−−−−−−− 18.580.387,49 −−−−−−−−−−−−−−− |
−−−−−−−−−−−−−−− 6.224.340,40 −−−−−−−−−−−−−−− |
|||
| Cash and Cash Equivalents (year end) | 29.255.644,79 =============== |
27.236.182,83 =============== |
24.305.317,07 =============== |
18.580.387,49 =============== |
|||
| INCOME STATEMENT FOR THE YEAR (annual consolidated and non consolidated) amounts in € | |||||||
| GROUP | PARENT | ||||||
| Turnover | 1/1-31/12/2008 284.711.808,04 |
1/1-31/12/2007 278.499.812,46 |
1/1-31/12/2008 278.475.948,23 |
1/1-31/12/2007 272.824.987,47 |
|||
| Gross Profit Profit before Taxes, Financing and |
53.810.889,27 | 57.314.390,50 | 43.225.763,78 | 48.750.737,04 | |||
| Investing Activity Profit before Taxes |
25.376.920,49 10.847.923,09 |
30.176.276,53 22.549.360,23 |
18.079.918,63 7.134.661,99 |
24.804.383,98 21.609.096,69 |
|||
| Profit after Taxes | 11.106.757,60 | 15.136.283,12 | 8.794.218,45 | 15.868.888,99 | |||
| Attributable to : | |||||||
| Shareholders Non controlling interests |
11.066.472,82 40.284,78 |
15.077.089,81 59.193,31 |
8.794.218,45 | 15.868.888,99 | |||
| Earnings (After Taxes) Per Share - in € Proposed dividend per share - in € |
0,1276 | 0,1759 | 0,1014 0,0500 |
0,1851 0,0600 |
|||
| Profit before Taxes, Financing and Investing Activity and depreciation |
37.072.184,88 | 41.434.185,30 | 29.169.313,29 | 35.511.645,36 | |||
| ADDITIONAL INFORMATION | |||||||
| Group Structure | 8. Disclosures of transactions with related parties of Group and Company as | ||||||
| Companies ATHENS MEDICAL CENTER SA |
Seat Maroussi Attica |
Participation (%) Parent Co |
Consolidation Method Unaudited Years 2007-2008 |
defined in IAS 24: | GROUP | PARENT | |
| IATRIKI TECHNIKI SA AKSONIKI EREVNA SA |
Kiffisia Attica Maroussi Attica |
100,00 50,50 |
TOTAL 2007-2008 TOTAL 2007-2008 |
a) Revenue b) Expenses |
2.671.431,00 374.929,34 |
6.107.733,09 30.119.545,37 |
|
| EREVNA SA PHYSIOTHERAPY CENTER SA |
Maroussi Attica Maroussi Attica |
51,00 33,00 |
TOTAL 2007-2008 TOTAL 2007-2008 |
c) Debtors d) Liabilities |
4.113.398,26 541.550,78 |
9.047.196,88 30.075.094,16 |
|
| HOSPITAL AFFILIATES INTERNATIONAL SA MEDSANA BMC |
Kiffisia Attica Bucharest Romania |
68,89 100,00 |
TOTAL 2007-2008 TOTAL 1997-2008 |
e) Transactions and compensations of executives | |||
| BIOAXIS SRL (ex MEDSANA SRL) ORTELIA HOLDING |
Bucharest Romania Lemessos Cyprus |
78,90 99,99 |
TOTAL 1997-2008 TOTAL 1998-2008 |
and members of the Board f) Debtors from executives and members of the Board |
7.744.922,29 0,00 |
6.792.137,00 0,00 |
|
The following results and information, that arise from the financial statements, provide a general picture of the financial position and financial results of the ATHENS MEDICAL CENTER S.A. Thus we suggest the reader, before entering into any sort of investment decision or other
g) Liabilities to executives
www.gnn.com.gr
| MEDICAFÅ SA | Thessaloniki | 55,00 | EQUITY METHOD | 2003-2008 | and members of the Board | 740.319,91 | 444.920,53 |
|---|---|---|---|---|---|---|---|
| INTEROPTICS SA | Athens | 27,33 | EQUITY METHOD | 2007-2008 | 9. The amounts of formed provisions are the following: | ||
| É.Å.EUROHOSPITAL AE | Athens | 50,00 | EQUITY METHOD | 2008 | GROUP | PARENT | |
| a) Legal disputes | 207.776,96 | 0,00 | |||||
| 1. All companies in the Group are those described in the above table titled "Group Structure". There is no deviation in the Companies and the method of consolidation relative to that used in the financial | b) Tax unaudited years | 990.000,00 | 900.000,00 | ||||
| statements of the previous year 2007 with the exemption of company É.Å.EUROHOSPITAL SA. É.Å.EUROHOSPITAL SA was formed in the a' semester of 2008 and was included in the consolidation of | c) Other provisions | 0,00 | 0,00 | ||||
| Athens Medical Center SA with the equity method. The effect due to the consolidation of É.Å.EUROHOSPITAL SA in the Group's consolidated figures is of no importance. | 10. The amounts of revenue / expenses recorded directly in Group's equity for | ||||||
| 2. There are no pledges against the company's assets and group's assets. | periods 1/1-31/12/2008 € -227.367,00 and 1/1-31/12/2007 € -119.524,00. | ||||||
| 3. There are no legal disputes that could have a significant effect on the company's and the group's financial structure. | refer to exchange differences. | ||||||
| 4. The total number of employees of Group in year 2008 was 3.205 and in year 2007 was 3.072. The total number of employees of Parent Co. in year 2008 was 3.010 and in year 2007 was 2.916. | 11. A detailed report to Group's structure is found in paragraphs 2, 3b "Principal | ||||||
| 5. Profit per share was calculated using the average weighted number of total shares issued. | accounting policies" as well as in paragraphs 16 and 17 of the financial | ||||||
| 6. In February of 2009 all É.Å.EUROHOSPITAL SA shares owned by the group were sold. | statements. | ||||||
| 7. During the first quarter of fiscal year 2009 "Maternity clinic GAIA" group's subsidiary was formed with participation of 100%. | 12. The profit before taxes, financing, investing activity and the profit before | ||||||
| taxes, financing, investing activity and depreciation of the respective year of | |||||||
| 2007, for the company and Group have been reformed according to decision | |||||||
| 34/24.1.2008 of the Capital market's Board of Director's Commission, Relative | |||||||
| report is found in paragraph 3b "Principal accounting policies" note (be). | |||||||
| 13. The accounting policies applied for these Financial Statements are consistent | |||||||
| with those applied for the Financial Statements at 31.12.2007. | |||||||
| Maroussi, 26 March 2009 | |||||||
| The President of the BOD | The CEO | The Group CFO | The CFO | The Chief Accountant | |||
| Georgios V. Apostolopoulos | Vassilios G.Apostolopoulos | Antonios X. Aggelopoulos | Petros D. Adamopoulos | Panagiotis X. Katsichtis | |||
| ID Ó 100951 | ID Î 350622 | ID X 143924 | ID AZ 533419 | ID ÁÂ 052569 | |||
EUROSITE SA Maroussi Attica 100,00 TOTAL 2003-2008
(Amounts in all tables and notes are presented in thousands of Euro, unless otherwise stated)
The company during the year 2008, provided at the disposal of the public the following information, which are available in the web site www.iatriko.gr
| DATE | INFORMATION | WEB SITE ADDRESS |
|---|---|---|
| 14/1/2008 | Announcement according toL.3556/2007 |
www.iatriko.gr |
| 23/1/2008 | Announcement | www.iatriko.gr |
| 1/2/2008 | Announcement | www.iatriko.gr |
| 18/2/2008 | Answer to Hellenic capital Markets Committee's question |
www.iatriko.gr |
| 24/3/2008 | Announcement | www.iatriko.gr |
| 28/3/2008 | Announcement | www.iatriko.gr |
| 16/4/2008 | Announcement | www.iatriko.gr |
| 30/5/2008 | Announcement | www.iatriko.gr |
| 2/6/2008 | Announcement | www.iatriko.gr |
| 2/6/2008 | Announcement | www.iatriko.gr |
| 6/6/2008 | Invitation to the Annual General Assembly |
www.iatriko.gr |
| 10/6/2008 | Availability of the Annual Report for the year 2007 |
www.iatriko.gr |
| 27/6/2008 | Announcement | www.iatriko.gr |
| 27/6/2008 | Payment of dividend |
www.iatriko.gr |
| 15/7/2008 | Press release |
www.iatriko.gr |
| 2/9/2008 | Announcement | www.iatriko.gr |
| 2/9/2008 | Announcement | www.iatriko.gr |
| 19/9/2008 | Announcement | www.iatriko.gr |
| 1/10/2008 | Notification about a significant change in the number of voting rights according to L.3556/2007 |
www.iatriko.gr |
| 2/10/2008 | rd Annual Participation of the 3 Greek Roadshow |
www.iatriko.gr |
| 20/10/2008 | Announcement of regulated information according to |
www.iatriko.gr |
| L.3556/2007 | ||
| 22/10/2008 | Announcement of regulated information according to L.3556/2007 |
www.iatriko.gr |
| 24/10/2008 | Announcement of regulated information according to L.3556/2007 |
www.iatriko.gr |
| 29/10/2008 | Announcement of regulated information according to L.3556/2007 |
www.iatriko.gr |
| 4/11/2008 | Announcement of regulated information according to L.3556/2007 |
www.iatriko.gr |
| 6/11/2008 | Announcement of regulated information according to L.3556/2007 |
www.iatriko.gr |
| 7/11/2008 | Announcement of regulated information according to L.3556/2007 |
www.iatriko.gr |
| 10/11/2008 | Announcement of regulated information according to L.3556/2007 |
www.iatriko.gr |
| 18/11/2008 | Without continuity the frame of collaboration between EUROHOSPITAL and Erricos Dynan Hospital. |
www.iatriko.gr |
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