Quarterly Report • Sep 22, 2015
Quarterly Report
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REG. No 8649/06/Β/86/45
HEAD OFFICE: BLOCK 31, ADRESS: DA 13, PHASE B, 57022, INDUSTRIAL AREA OF SINDOS, DELTA MUNICIPALITY - THESSALONIKI - GREECE SUMMARY FINANCIAL DATA & INFORMATION FOR THE PERIOD 1 January 2011 - 31 March 2011
(According to Board of Directors' Decision 4/507/28.04.2009 of the Stock Exchange Committee)
The financial data and information presented below provide a general overview of the financial position and results of the Group and ELGEKA S.A. - Trade - Distributions - Industry. Therefore, it is recommended to any reader, before proceeding to any investment decision or other transaction with the company, to visit the company's website, where the Interim Financial Statements are published, together with the review report of certified auditors - accountants whenever is required.
| INFORMATION CONCERNING THE COMPANY | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Company's website: | http://www.elgeka.gr | |||||||||
| Date of approval of Interim Financial Statements | ||||||||||
| by the Board of Directors: | 26 May 2011 | |||||||||
| 1.1 STATEMENT OF FINANCIAL POSITION (consolidated and stand alone) amounts in thousand Euro | 1.3 STATEMENT OF CHANGES IN EQUITY (consolidated and stand alone) amounts in thousand Euro | |||||||||
| GROUP | COMPANY | GROUP | COMPANY | |||||||
| ASSETS | 31/3/2011 | 31/12/2010 | 31/3/2011 | 31/12/2010 | Equity at the beginning of the period | 31/3/2011 | 31/3/2010 | 31/3/2011 | 31/3/2010 | |
| Tangible assets | 55.126 | 56.586 | 10.146 | 10.631 | (01.01.2011 and 01.01.2010, respectively) | 73.868 | 78.359 | 61.689 | 63.884 | |
| Investment property | 43.249 | 42.290 | 12.856 | 12.856 | Total comprehensive income/(loss), net of tax | 667 | 1.412 | 327 | 467 | |
| Intangible assets Other non-current assets |
26.199 20.701 |
26.042 20.695 |
1.238 52.212 |
969 52.212 |
Dividends paid to non-controlling interest Equity at the end of the period |
(8) | 0 | 0 | 0 | |
| Inventories | 39.522 | 38.416 | 10.666 | 14.095 | (31.03.2011 and 31.03.2010, respectively) | 74.527 | 79.771 | 62.016 | 64.351 | |
| Trade receivables | 107.302 29.163 |
120.221 28.748 |
47.960 7.882 |
51.994 10.974 |
1.4 STATEMENT OF CASH FLOWS (consolidated and stand alone) amounts in thousand Euro | |||||
| Other assets TOTAL ASSETS |
321.262 | 332.998 | 142.960 | 153.731 | ||||||
| GROUP | COMPANY | |||||||||
| EQUITY & LIABILITIES | INDIRECT METHOD | 1/1 - 31/03/2011 | 1/1 - 31/03/2010 | 1/1 - 31/03/2011 | 1/1 - 31/03/2010 | |||||
| Share capital Other accounts related to Shareholders' Equity |
51.099 11.990 |
51.099 11.981 |
51.099 10.917 |
51.099 10.590 |
Operating activities | |||||
| Total Equity attributable to Shareholders of the Parent Company (a) | 63.089 | 63.080 | 62.016 | 61.689 | Profit / (loss) before taxes | 133 | 1.430 | 314 | 842 | |
| Non-controlling interest (b) | 11.438 | 10.788 | 0 | 0 | Add/less Adjustments for: | |||||
| Total Equity ( c ) = ( a ) + ( b ) | 74.527 | 73.868 | 62.016 | 61.689 | Depreciation and amortization | 1.604 | 1.455 | 304 | 307 | |
| Long-term borrowings Provisions / Other long-term liabilities |
18.989 35.149 |
19.593 35.491 |
9.250 1.287 |
9.250 1.320 |
Provisions Unrealised foreign exchange differences |
94 (34) |
134 0 |
84 (6) |
16 0 |
|
| Short-term borrowings | 85.563 | 81.295 | 32.362 | 26.015 | Translation exchanges differences | (257) | (516) | 0 | 0 | |
| Other current liabilities | 107.034 | 122.751 | 38.045 | 55.457 | Amortization of government grants | (62) | (53) | 0 | 0 | |
| Total liabilities ( d ) | 246.735 321.262 |
259.130 332.998 |
80.944 142.960 |
92.042 153.731 |
Results (income, expense, gains & losses) | 28 | (529) | (13) | 3 | |
| TOTAL EQUITY AND LIABILITIES ( c ) + ( d ) | of investing activities Interest expense & similar charges |
1.572 | 1.411 | 535 | 356 | |||||
| 1.2. STATEMENT OF COMPREHENSIVE INCOME (consolidated and stand alone) amounts in thousand Euro | Add/less adjustments for changes in working capital or | |||||||||
| changes related to operating activities: | ||||||||||
| GROUP | COMPANY | Decrease/(increase) in inventories | (1.130) | 140 | 3.429 | 3.306 | ||||
| 1/1 - 31/03/2011 | 1/1 - 31/03/2010 | 1/1 - 31/03/2011 | 1/1 - 31/03/2010 | Decrease/(increase) in receivables | 12.766 | 2.793 | 6.970 | 1.431 | ||
| Sales Gross profit / (loss) |
88.153 10.959 |
77.617 12.187 |
31.349 7.238 |
36.492 7.668 |
Increase/(decrease) in payables (excluding borrowings) Staff leaving indemnities paid |
(15.753) (9) |
(10.380) (23) |
(17.763) 0 |
(11.019) (8) |
|
| Profit /(loss) before taxes, financing | Less: | |||||||||
| and investing activities | 1.129 | 1.935 | 890 | 1.194 | Interest expense & similar charges paid | (1.429) | (1.326) | (193) | (55) | |
| Profit /(loss) before taxes | 133 340 |
1.430 410 |
314 82 |
842 223 |
Income taxes paid | (9) | (106) | 0 | 0 | |
| Less: Taxes Profit / (loss) after taxes (A) |
(207) | 1.020 | 232 | 619 | Net cash flows from/(used in) operating activities (a) |
(2.486) | (5.570) | (6.339) | (4.821) | |
| Distributed to: | ||||||||||
| Equity holders of the Parent | (468) | 687 | 232 | 619 | Investing activities | |||||
| Non-controlling interest | 261 | 333 | 0 | 0 | Proceeds from sale of subsidiaries | 0 | 21 | 0 | 0 | |
| Other comprehensive income/(loss) for the year, net of tax (B) | 874 | 392 | 95 | (152) | Purchase of property, plant & equipment and intangible assets Proceeds from sale of property, plant & equipment and intangible assets |
(394) 46 |
(715) 24 |
(97) 23 |
(169) 3 |
|
| Total comprehensive income/(loss) for the year, net of tax (A+B) | 667 | 1.412 | 327 | 467 | Purchase of investment property | |||||
| Distributed to: | Proceeds from sale of investment property | 13 | 0 | 0 | 0 | |||||
| Equity holders of the Parent Non-controlling interest |
20 647 |
848 564 |
327 0 |
467 0 |
Interest received Net cash flows from/(used in) |
26 | 33 | 0 | 0 | |
| 667 | 1.412 | 327 | 467 | investing activities (b) | (309) | (637) | (74) | (166) | ||
| Profit/(loss) after taxes per share - basic (in Euro) | (0,0148) | 0,0215 | 0,0073 | 0,0194 | Financing activities | |||||
| Profit /(loss) before taxes, financing, investing | Proceeds from loans Repayment of loans |
29.783 (26.502) |
36.841 (29.326) |
6.322 0 |
11.500 (4.790) |
|||||
| activities, depreciation & amortization | 2.671 | 3.337 | 1.194 | 1.501 | Payment of finance leasing liabilities | (262) | (164) | 0 | 0 | |
| Dividends paid to non-controlling interest | (8) | 0 | 0 | 0 | ||||||
| ADDITIONAL DATA AND INFORMATION | Net cash flows from/(used in) investing activities (c) |
3.011 | 7.351 | 6.322 | 6.710 | |||||
| 1. The name and country of registered office for each of the companies included in the consolidated financial statements, as well as the corresponding direct and indirect percentage of participation in their share capital are included in Note 1 in Interim Financial Statements. |
Net increase/(decrease) in cash | |||||||||
| 2. The accounting principles applied are the same with the ones applied for the preparation of Annual Financial Statements for the year ended on December 31st, 2010, apart from the new or revised accounting standards and interpretations endorsed in 2011, as they are presented in Note 2 in Interim Financial Statements. |
and cash equivalents ( a ) + ( b ) + ( c ) | 216 | 1.144 | (91) | 1.723 | |||||
| 3. The Parent Company's tax books and records have been audited by the Tax Authorities up to fiscal year 2006 (incl.). The unaudited fiscal years for each of the companies included into | Cash and cash equivalents at the beginning of the period | 8.364 | 7.871 | 387 | 130 | |||||
| the Consolidated Financial Statements are analytically presented in Note 4 of Interim Financial Statements. 4. There are no encumbrances on the fixed assets of the Parent Company, while there are mortgages on the buildings of subsidiaries as of 31st of March 2011, amounting to Euro 18.389 |
Foreign exchange differences in cash and cash equivalents Cash and cash equivalents at the end of the period |
78 8.658 |
97 9.112 |
0 296 |
0 1.853 |
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| thousand (31/12/2010: Euro 18.939 thousand) as security for loans. 5. There is no pending litigation that could materially affect the financial position or operation of the Parent Company and the Group. The aggregated amount of provisions for bad and |
||||||||||
| doubtful debts for the Group and Parent Company at 31/03/2011 amounted to Euro 5.509 thousand and Euro 1.377 thousand, respectively. The cumulative provision for tax unaudited | ||||||||||
| years as of 31/03/2011 for the Group amounted to Euro 427 thousand and for the Parent Company to Euro 337 thousand, whereas no provisions were created under the heading "Other Provisions" neither for the Group nor for the Parent Company as prescribed in paragraphs 10, 11 and 14 of IAS 37 "Provision, contingent liabilities and contingent assets". |
e. On July 7th , 2010, the Parent Company acquired a rights option for the purchase of the share capital increase of 99,71% of the shares of the wholesaler "VITA PI S.A." from the listed company "ATLANTIC SUPER MARKET S.A." for the amount of Euro 10.280 thousand. "ELGEKA S.A.", in addition to the resignation from the rights option of the other shareholder to |
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| 6. The number of employees as at 31/03/2011 was 1.757 for the Group and 216 for the Parent Company respectively (31/03/2010: Group 1.747 and Company 213, respectively). 7. All activities (sales and purchases of goods and services) aggregating from the beginning of the year as well as receivable and payable balances of the Parent Company and the Group |
participate in the share capital increase, has paid the total amount of the share capital increase of Euro 1.855 thousand (3.500 thousand shares of Euro 0,53 each) and as a result the participation percentage amounted to 72,92%. In addition, on the same day, the Parent Company purchased the remaining participation percentage by the listed company "ATLANTIC |
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| in the end of the current year, created from transactions with related companies, as these are defined in IAS 24, with distinct reference to the remuneration and balances of key | SUPER MARKET S.A." to the wholesaler "VITA PI S.A." (1.296.182 shares of nominal value of Euro 0,53 each or 27,00% of the share capital) for Euro 4.520 thousand. As a result, the Parent Company's participation percentage has increased to 99,92%. As a consequence, "VITA PI S.A." included in the Consolidated Financial Statements of the current period, while it |
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| management personnel and members of the board, are given below: | was not included in the comparable period of 2010. | |||||||||
| a) Sales of goods and services | GROUP | - | COMPANY 160 |
f. On August 5th , 2010, the newly established subsidiary "DIAKINISIS PORT (CY) LIMITED" founded a new trade limited company named "DIAKINISIS PORT & Co". The participation percentage to the newly founded company, amounted to Euro 30 thousand, is 99%. The contribution of the above company to Group's financial figures at 31/03/2011 amounted to Euro |
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| b) Purchases of goods and services | - | 1.002 | 2.506 thousand as Sales (2,84% of Group's total), to Euro 123 thousand as Profits after taxes and non-controlling interest (-26,28% of Group's total) and to Euro 196 thousand as Equity attributable to the shareholders of the Parent (0,31% of Group's total). As a consequence, "DIAKINISIS PORT & Co" included in the Consolidated Financial Statements of the |
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| c) Receivables d) Payables |
current period, while it was not included in the comparable period of 2010. Apart from the above mentioned changes in the consolidation percentages of the companies' comprising the Group or the non-incorporation of companies that sold during the previous |
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| - 1.192 e) Key management personnel and member of the board compensation 352 315 |
year or the incorporation of companies that founded or acquired during the previous year, there were no alterations in the consolidation methods nor were any companies which were | |||||||||
| f) Receivables from key management personnel and member of the board - - g) Payables to key management personnel and member of the board 50 14 |
not included in the consolidation as per March 31st, 2011. The above mentioned events are presented in Note 1 of Interim Financial Statements. |
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| 12. The amounts and the nature of the other comprehensive income after taxes are analyzed as follows: The parent Company's balances of sales-income, purchases-expenses, receivables and payables with related parties have been eliminated for the consolidation of the Financial |
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| Statements as at March 31st, 2011. 8. Investments in fixed assets that took place from the Parent Company and the Group during the first quarter of 2011 amounted to Euro 97 thousand (first quarter of 2010: Euro 169 |
Nature of Other Comprehensive Income / (loss) after taxes | GROUP (01.01-31.03.2011) |
COMPANY (01.01-31.03.2010) |
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| thousand) and Euro 394 thousand respectively (first quarter of 2010: Euro 715 thousand). | Valuation of derivatives after taxes | 125 | 95 | |||||||
| 9. Earnings per share (EPS) have been calculated using the weighted average number of ordinary shares in circulation during the first quarter of 2011. 10. No subsidiary held shares of the Parent Company at the end of the current period. "ELGEKA S.A.", under the decision of the General Assembly of 30/06/2008 and the Board of |
Exchange differences from translation of foreign subsidiaries | 749 | - | |||||||
| Directors Meetings of 21/04/2010, as well as under the decision of the General Assembly of 28/06/2008 and the Board of Directors Meetings of 29/06/2010, and according to the paragraph 16 of the Greek Codified Law 2190/1920, has bought during the fiscal year 2010 202.500 treasury shares at the average price of Euro 0,7773 per share, of total value Euro |
Other comprehensive income / (loss) after taxes | 874 | 95 | |||||||
| 158 thousand, through "National-P&K Securities A.E.P.E.Y". | 13. The most important events that took place after 31st of March 2011 are the following: | |||||||||
| 11. a. The company "CERA VILLA DESIGN SRL" applied for liquidation to the Romanian Authorities during the first quarter of 2009. The liquidation process is not completed by March 31st 2011. The figures were insignificant for consolidation purposes. |
- "ELGEKA S.A." in accordance of the 29/06/2009 decision of the Annual General Meeting of its shareholders and the decision of the Board of Directors on 08/04/2011, signed a contract on April 19, 2011, regarding the issue of a common Bond Loan, with a maturity of five years, amounting to Euro 7.500 thousand, with bond holders the |
b. At 15/04/2010, the Parent Company sold its participation percentage of 30% plus 2 shares to the company "PAPADIMITRIOU S.A." for Euro 1.800 thousand. The participation percentage is currently 19,99% from 50% plus 1 share before the sale. As a consequence, the subsidiary company "PAPADIMITRIOU S.A." that was fully consolidated at 31st of March
2010, after the sale is included in Available for Sale Financial Assets at fair value of Euro 1.200 thousand. c. The Annual General Assembly of "MEDIHELM PHARMAC. WHOLESALE STORE S.A." dated 30/06/2010 decided a share capital decrease of amount of Euro 1.174 thousand with
| Financial Statements of the current period with a percentage of 98,48%, while in the comparable period of 2010 was included with a percentage of 96,95%. Consolidated Financial Statements of the current period, while it was not included in the comparable period of 2010. |
shares with face value Euro 10 each. "ELGEKA S.A." covered the full amount of this share capital increase and at 19/08/2010 paid the amount of Euro 1.186 thousand, resulting in increase of the participation percentage from 96,95% to 98,48% approximately. As a consequence, "MEDIHELM PHARMAC. WHOLESALE STORE S.A." included in the Consolidated d. On July 5th, 2010, the 100% subsidiary company "ELGEKA (CYPRUS) L.T.D." founded a new company named "DIAKINISIS PORT (CY) LIMITED". The participation percentage of "ELGEKA (CYPRUS) L.T.D." in the newly founded company "DIAKINISIS PORT (CY) LIMITED" is 50,01%. As a consequence, "DIAKINISIS PORT (CY) LIMITED" included in the |
representative of bondholders. The above common Bond Loans issued on 21/04/2011, under Law 3156/2003 and 2190/1920, to be used to refinance existing short term bank borrowings of "ELGEKA S.A." and "DIAKINISIS S.A.". - The company "ELGEKA FERFELIS SRL" applied for liquidation to authorities of Moldavia during April of 2011. The figures were insignificant for consolidation purposes. (The above mentioned events are presented in Note 19 of Interim Financial Statements). |
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| Thesssaloniki, May 26, 2011 | ||||||
| CHAIRMAN OF THE B.o.D. AND MANAGING DIRECTOR | VICE CHAIRMAN OF THE B.o.D. | CHIEF FINANCIAL OFFICER | HEAD OF THE ACCOUNTING DTM | |||
| ALEXANDROS KATSIOTIS ID. No. X 232184 / 01 |
ELLI DRAKOPOULOU ID. No. AΒ 287230 / 06 |
ANTHIMOS MISAILIDIS ID. No. AΗ 168099 / 08 |
KONSTANTINOS MEINTANIS ID. No. AΒ 162944 / 06 ACC. REG. No. 0017678 CLASS: A' |
the intention of capitalization of prior years' losses. At the same time, a share capital increase was approved for the amount of Euro 1.186 thousand with the issue of 118.600 new
signed a contract on April 19, 2011, regarding the issue of a common Bond Loan, with a maturity of five years, amounting to Euro 7.500 thousand, with bond holders the banks "ALPHA BANK S.A." and "ALPHA BANK LONDON LTD", while "ALPHA BANK S.A." takes over as manager of payments. In addition, by virtue of the unsolicited Extraordinary General Meeting on 13/04/2011 of shareholders of the company ''DIAKINISIS SA - Warehousing - Distribution -
Promotional packaging", which is subsidiary of "ELGEKA S.A." with 99.99%, and the resulting special authorization to its Board of Directors, "DIAKINISIS S.A." signed a contract on April 19, 2011, regarding the issue of a common Bond Loan, with a maturity of five years, amounting to Euro 6.000 thousand, guaranteed by its parent company "ELGEKA S.A.", with bond holders the banks "ALPHA BANK S.A." and "ALPHA BANK LONDON LTD", while "ALPHA BANK S.A." takes over as manager of payments and
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