Quarterly Report • Sep 22, 2015
Quarterly Report
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According to International Financial Reporting Standards and L.3556/2007
1st Quarter of 2011
| 1. | Interim Financial statements |
3 |
|---|---|---|
| 1.1 interim Comprehensive Income Statement 3 |
||
| 1.2 Interim Statement of Financial Position4 | ||
| 1.3 Interim Statement of Changes in Equity5 | ||
| 1.4 Interim Cash Flow Statements | 8 | |
| 2. Notes to the Financial Statements | 8 | |
| 8 2.1 General information - Approval of the Financial Statements |
||
| 2.2 Significant Accounting Policies | 8 | |
| 2.3 Accounting policies9 | ||
| 2.4 New standards, interpretations and amendments of published standards 9 |
||
| 2.5 Segment information15 | ||
| 15 2.6 Contingent liabilities |
||
| A. Legal Issues Pending |
15 | |
| B. Fiscal Years unaudited by the Tax Authorities20 | ||
| 2.7 Other selected explanatory notes21 | ||
| 2.8 Supplementary information | 25 | |
| A. Consolidated Companies and Method of Consolidation25 | ||
| B. Real Liens 28 |
||
| C. Provisions28 | ||
D. Personnel Employed |
28 | |
| E. Related Party Disclosures | 29 | |
| 31 F. Other Information |
||
| 2.9 Subsequent events32 |
INTEGRATED LOTTERY SYSTEMS AND SERVICES First Quarter Report (Group and Company) for the period from 1st January until 31st March 2011 Public Companies (S.A.) Reg. No. 27074/06/B/92/9
| Amounts reported in € thousands | GROUP | COMPANY | ||
|---|---|---|---|---|
| 1/1-31/3/2011 | 1/1-31/3/2010 | 1/1-31/3/2011 | 1/1-31/3/2010 | |
| Sale Proceeds | 300.929 | 228.016 | 26.519 | 26.136 |
| Less: Cost of Sales | -247.011 | -183.465 | -22.277 | -17.296 |
| Gross Profit /(Loss) | 53.918 | 44.551 | 4.242 | 8.840 |
| Other Income | 11.629 | 5.490 | 104 | 41 |
| Selling Expenses | -9.398 | -7.546 | -1.741 | -1.573 |
| Administrative Expenses | -24.327 | -20.866 | -2.395 | -2.403 |
| Research and Development Expenses | -2.241 | -2.226 | -1.517 | -1.677 |
| Other Operating Expenses | -1.090 | -754 | 0 | 0 |
| EBIT | 28.491 | 18.649 | -1.307 | 3.228 |
| EBITDA | 38.981 | 34.015 | 2.376 | 7.038 |
| Interest and similar Charges | -9.604 | -10.608 | -6.295 | -4.474 |
| Interest and related Income | 2.719 | 10.339 | 8.496 | 4.638 |
| Exchange Differences | -5.769 | 8.425 | -1.073 | 1.491 |
| Profit / (Loss) from participations accounted for using the equity method |
325 | 884 | 0 | 0 |
| Operating Profit/(Loss) Before Tax | 16.162 | 27.689 | -179 | 4.883 |
| Less: Taxes | -3.832 | -4.599 | 251 | -2.106 |
| Net Profit / (Loss) after taxes from Continuing Operations (a) |
12.330 | 23.090 | 72 | 2.777 |
| Net Profit / (Loss) after taxes from Discontinuing Operations (b) |
0 | 0 | 0 | 0 |
| Net Profit / Loss (Continuing and Discontinuing Operations) (a) + (b) |
12.330 | 23.090 | 72 | 2.777 |
| Attributable to: | ||||
| Owners of the parent | 7.019 | 15.147 | 72 | 2.777 |
| Non-Controlling Interests | 5.311 | 7.943 | 0 | 0 |
| Other comprehensive income for the period, after tax |
||||
| Available-for-sale financial assets valuation | -1.509 | 4.359 | 0 | 0 |
| Derivatives valuation | 2.382 | -2.075 | 1.028 | -586 |
| Exchange differences on translating foreign operations |
-6.539 | 5.188 | 0 | 0 |
| Other comprehensive income/(expense) for the period, after tax |
-5.666 | 7.472 | 1.028 | -586 |
| Total comprehensive income after taxes | 6.664 | 30.562 | 1.100 | 2.191 |
| Attributable to: | ||||
| Owners of the company | 4.095 | 19.888 | 1.100 | 2.191 |
| Non-controlling Interests | 2.569 | 10.674 | 0 | 0 |
| Earnings after taxes per share (in €) | ||||
| -basic | 0,0442 | 0,0953 | 0,0005 | 0,0175 |
| -diluted | 0,0442 | 0,0953 | 0,0005 | 0,0175 |
| Weighted Average Number of Shares | 158.961.721 | 158.961.721 | 158.961.721 | 158.961.721 |
INTEGRATED LOTTERY SYSTEMS AND SERVICES First Quarter Report (Group and Company) for the period from 1st January until 31st March 2011 Public Companies (S.A.) Reg. No. 27074/06/B/92/9
| Amounts reported in € thousands | GROUP | COMPANY | |||
|---|---|---|---|---|---|
| 31/3/2011 | 31/12/2010 | 31/3/2011 | 31/12/2010 | ||
| ASSETS | |||||
| Non-Current Assets | |||||
| Tangible assets | 265.381 | 281.166 | 33.311 | 35.723 | |
| Intangibles assets | 261.765 | 263.520 | 36.592 | 35.140 | |
| Investment in subsidiaries and associates | 18.919 | 20.518 | 147.777 | 147.727 | |
| Other financial assets | 27.711 | 29.098 | 434 | 434 | |
| Deferred Tax asset | 13.327 | 13.835 | 7.772 | 7.868 | |
| Other long term receivables | 113.578 | 110.468 | 431 | 440 | |
| 700.681 | 718.605 | 226.317 | 227.332 | ||
| Current Assets | |||||
| Inventories | 45.167 | 41.171 | 34.982 | 30.319 | |
| Trade and other short term receivables | 200.971 | 187.679 | 223.239 | 221.152 | |
| Other financial assets | 4.096 | 8.599 | 0 | 0 | |
| Cash and cash equivalents | 141.086 | 141.477 | 14.272 | 16.306 | |
| 391.320 | 378.926 | 272.493 | 267.777 | ||
| TOTAL ASSETS | 1.092.001 | 1.097.531 | 498.810 | 495.109 | |
| EQUITY AND LIABILITIES | |||||
| Share Capital | 47.689 | 47.689 | 47.689 | 47.689 | |
| Share premium | 0 | 0 | 0 | 0 | |
| Other reserves | 85.114 | 84.014 | 57.250 | 56.126 | |
| Foreign currency translation | -32.777 | -28.980 | 0 | 0 | |
| Retained earnings | 189.002 | 181.375 | 14.067 | 13.996 | |
| 289.028 | 284.098 | 119.006 | 117.811 | ||
| Non-Controlling Interests | 75.011 | 76.929 | 0 | 0 | |
| Total equity | 364.039 | 361.027 | 119.006 | 117.811 | |
| Non-Current Liabilities | |||||
| Long-term loans | 479.340 | 477.464 | 280.215 | 278.515 | |
| Staff retirement indemnities | 5.313 | 4.808 | 3.034 | 2.879 | |
| Other long term provisions | 16.618 | 16.624 | 15.797 | 15.725 | |
| Deferred Tax liabilities | 4.406 | 4.955 | 0 | 0 | |
| Other long term liabilities | 15.789 | 18.801 | 0 | 0 | |
| Finance lease obligation | 14.389 | 16.008 | 0 | 0 | |
| 535.855 | 538.660 | 299.046 | 297.119 | ||
| Current Liabilities | |||||
| Trade and other short term liabilities | 147.930 | 148.083 | 76.536 | 74.824 | |
| Short-term debt and current portion of long term debt |
25.215 | 28.913 | 0 | 0 | |
| Current income tax payable | 16.010 | 16.432 | 3.722 | 4.855 | |
| Short-term provision | 2.952 | 4.416 | 500 | 500 | |
| 192.107 | 197.844 | 80.758 | 80.179 | ||
| TOTAL LIABILITIES | 727.962 | 736.504 | 379.804 | 377.298 | |
| TOTAL EQUITY AND LIABILITIES | 1.092.001 | 1.097.531 | 498.810 | 495.109 |
Page 4 of 33
INTEGRATED LOTTERY SYSTEMS AND SERVICES First Quarter Report (Group and Company) for the period from 1st January until 31st March 2011 Public Companies (S.A.) Reg. No. 27074/06/B/92/9
| ST AT EM EN T OF C HA NG ES IN E Q UI TY OT G RO IN TR AL UP ( Am d in € ho ds ) nt te t ou s r ep or us an |
ha ita l S C re ap |
ha S re iu Pr em m |
l Le g a Re se e rv |
he Ot r Re se es rv |
in d Re ta e in Ea rn g s |
l To ta |
No n Co lli nt ro ng In te st re s |
nd G ra l To ta |
|---|---|---|---|---|---|---|---|---|
| Op in Ba la 01 / 01 / 20 11 en g nc e |
47 .6 89 |
0 | 28 .7 82 |
55 .2 32 |
15 2. 39 5 |
28 4. 09 8 |
76 .9 29 |
3 6 0 2 1. 7 |
| Ad ju he ni b la st ts n t m en o o pe ng a nc es |
74 1 |
74 1 |
-8 | 7 3 3 |
||||
| Pe rio d 's Re lts su |
7. 0 1 9 |
7. 0 1 9 |
5.3 11 |
1 2. 3 3 0 |
||||
| Ot he he ive in / (e ) r c om pr e ns co m e xp en se fte r t a ax |
87 3 |
-3 7 9 8 |
-2 9 2 5 |
-2 .74 1 |
-5 6 6 6 |
|||
| k O io St t R oc p ns es er ve s |
95 | 9 5 |
9 5 |
|||||
| Di vi de nd s |
0 | -4 .48 0 |
-4 4 8 0 |
|||||
| fe Tr r t an s o re se es rv |
17 8 |
-4 6 |
-1 32 |
0 | 0 | |||
| Ba la t 3 1/ 03 / 20 11 nc es a s a |
.6 89 47 |
0 | 28 .9 60 |
56 .1 54 |
1 5 6. 2 2 5 |
2 8 9. 0 2 8 |
.0 75 11 |
3 6 4. 0 3 9 |
| ST AT EM EN T OF C HA NG ES IN E Q UI TY IN TR AL OT G RO UP ( d in € ho ds ) Am nt te t ou s r ep or us an |
S ha C ita l re ap |
S ha re iu Pr em m |
Le l g a Re se rv e |
Ot he r Re se rv es |
Re ta in d e in Ea rn g s |
To ta l |
No n lli Co nt ro ng In te st re s |
G nd ra l To ta |
|---|---|---|---|---|---|---|---|---|
| Op in la 01 / 01 / 20 10 Ba en g nc e |
47 .6 89 |
0 | 30 .0 31 |
53 .2 28 |
14 1. 83 8 |
27 2. 78 6 |
58 .4 20 |
33 1. 20 6 |
| Ad ju he ni b la st ts n t m en o o pe ng a nc es |
72 8 |
72 8 |
-1 16 |
61 2 |
||||
| Co lid d it ies Ne at En t ns o e w |
0 | 23 .88 2 |
23 .8 82 |
|||||
| fit fo he io d Pr r t o p er |
15 .14 7 |
15 .1 47 |
7.9 43 |
23 .0 90 |
||||
| Ot he he ive in / (e ) r c om pr e ns co m e xp en se fte r t a ax |
2. 25 6 |
2.4 86 |
4. 74 2 |
2. 73 0 |
7. 47 2 |
|||
| St k O io R t oc p ns es er ve s |
66 | 66 | 66 | |||||
| Di vi de nd s |
0 | -5 .02 6 |
-5 .0 26 |
|||||
| E f fe du ha in h ip t to nt c e c ng e ow ne rs p er ce ag e |
-3 95 |
-3 95 |
-3 47 |
-7 42 |
||||
| fe Tr r t an s o re se rv es |
36 7 |
-7 1 |
-2 96 |
0 | 0 | 0 | ||
| Ba la t 3 1/ 03 / 10 nc es a s a |
47 .6 89 |
0 | 30 .3 98 |
55 .4 79 |
15 9. 50 8 |
29 3. 07 4 |
87 .4 86 |
38 0. 56 0 |
Page 5 of 33
| ST AT EM EN T OF C HA NG ES IN E Q UI TY IN TR AL OT CO MP AN Y ( d in ho ds ) Am nt te € t ou s r ep or us an |
S ha C ita l re ap |
S ha re Pr iu em m |
Le l g a Re se rv e |
Ot he r Re se rv es |
Re in d ta e Ea in rn g s |
To l ta |
|---|---|---|---|---|---|---|
| Op in la 01 / 01 / 20 11 Ba en g nc e |
47 .6 89 |
0 | 17 .0 61 |
39 .0 65 |
13 .9 96 |
11 7. 81 1 |
| rio d 's lts Pe Re su |
72 | 72 | ||||
| he he ive in / (e ) a fte Ot r t r c om pr e ns co m e xp en se ax |
28 1.0 |
8 1. 02 |
||||
| k O io St t R oc p ns es er ve s |
95 | 95 | ||||
| Ba la t 3 1/ 03 / 20 11 nc es a s a |
47 .6 89 |
0 | 17 .0 61 |
40 .1 89 |
14 .0 67 |
11 9. 00 6 |
| ST AT EM EN T OF C HA NG ES IN E Q UI TY IN TR AL OT CO MP AN Y ( d in € ho ds ) Am nt te t ou s r ep or us an |
S ha C ita l re ap |
S ha re iu Pr em m |
Le l g a Re se rv e |
Ot he r Re se rv es |
Re in d ta e in Ea rn g s |
To l ta |
|---|---|---|---|---|---|---|
| Op in la 01 / 01 / 20 10 Ba en g nc e |
47 .6 89 |
0 | 16 .8 60 |
39 .5 29 |
35 .9 87 |
14 0. 06 5 |
| Pe rio d 's Re lts su |
2. 77 7 |
2. 77 7 |
||||
| Ot he he ive in / (e ) a fte r t r c om pr e ns co m e xp en se ax |
86 -5 |
86 -5 |
||||
| St k O io R t oc p ns es er ve s |
66 | 66 | ||||
| Ba la 31 / 03 / 20 10 t nc es a s a |
47 .6 89 |
0 | 16 .8 60 |
39 .0 09 |
38 .7 64 |
14 2. 32 2 |
Page 6 of 33
INTEGRATED LOTTERY SYSTEMS AND SERVICES First Quarter Report (Group and Company) for the period from 1st January until 31st March 2011 Public Companies (S.A.) Reg. No. 27074/06/B/92/9
| STATEMENT OF CASH FLOWS | GROUP | COMPANY | ||
|---|---|---|---|---|
| 31/03/11 | 31/03/10 | 31/03/11 | 31/03/10 | |
| Cash flows from operating activities | ||||
| Net Profit before Taxation | 16.162 | 27.689 | -179 | 4.883 |
| Plus/ Less adjustments for: | ||||
| Depreciation and Amortization | 18.142 | 15.366 | 3.733 | 3.810 |
| Impairment | 0 | 0 | 0 | 0 |
| Provisions | -367 | 987 | 155 | 277 |
| Exchange rate differences | -3.708 | 3.404 | 0 | 0 |
| Results from Investing Activities | -1.345 | -11.206 | -5.367 | -5.029 |
| Debit Interest and similar expenses | 9.604 | 10.608 | 6.295 | 4.474 |
| Credit Interest | -2.719 | -10.339 | -646 | -815 |
| Plus/Less adjustments of working capital to net cash or related to operating activities: |
||||
| Decrease/(increase) of Inventories | -4.323 | -3.436 | -4.661 | -3.419 |
| Decrease/(increase) of Receivable Accounts | -6.496 | 16.927 | 2.939 | -6.080 |
| (Decrease)/increase of Payable Accounts (except Banks) | 2.255 | -14.521 | 2.985 | -1.174 |
| Less: | ||||
| Interest Paid and similar expenses paid | 7.445 | 5.481 | 4.594 | 2.862 |
| Income Tax Paid | 5.119 | 3.187 | 1.214 | 1.244 |
| Net Cash from Operating Activities (a) | 14.641 | 26.811 | -554 | -7.179 |
| Investing Activities | ||||
| (Purchases) / Sales of subsidiaries, associates and other investments |
4.430 | 7.958 | -50 | -39 |
| Purchases of tangible and intangible assets | -14.635 | -25.117 | -2.311 | -1.300 |
| Proceeds from sales of tangible and intangible assets | 36 | 614 | 0 | 0 |
| Interest received | 1.741 | 3.235 | 324 | 815 |
| Dividends received | 0 | 0 | 557 | 2.876 |
| Net Cash from Investing Activities (b) | -8.428 | -13.310 | -1.480 | 2.352 |
| Financing Activities | ||||
| Cash inflows from Share Capital Increase/Share Premium deposits |
0 | 44 | 0 | 0 |
| Cash outflow from Share Capital Decrease | 0 | 0 | 0 | 0 |
| Cash inflows from loans | 2.316 | 16.204 | 0 | 0 |
| Repayment of loans | -3.377 | -9.143 | 0 | 0 |
| Repayment of Leasing Obligations | -1.745 | -6.718 | 0 | 0 |
| Dividends paid | -3.798 | -4.084 | 0 | 0 |
| Net Cash from Financing Activities (c) | -6.604 | -3.697 | 0 | 0 |
| Net increase / (decrease) in cash and cash equivalents for the period (a) + (b) + (c ) |
-391 | 9.804 | -2.034 | -4.287 |
| Cash and cash equivalents at the beginning of the period |
141.477 | 219.111 | 16.306 | 40.580 |
| Cash and cash equivalents at the end of the period | 141.086 | 228.915 | 14.272 | 35.753 |
Page 7 of 33
INTRALOT S.A. – 'Integrated Lottery Systems and Gaming Services', with the distinct title «INTRALOT» is a business entity that was established based on the Laws of Hellenic Republic and whose shares are traded in the Athens Stock Exchange. Reference to «INTRALOT» or the «Company» includes INTRALOT S.A. whereas reference to the «Group» includes INTRALOT S.A. and its fully consolidated subsidiaries, unless otherwise stated. The Company was established in 1992 and has its registered office in Maroussi of Attica.
INTRALOT is one of the leading suppliers of integrated gaming and transaction processing systems, while its footprint straddles five continents, with presence in 50 countries, more than 5.000 people and revenues of € 1.116 millions in 2010. Committed to meeting customer requirements and performance expectations along with a demonstrated ability to adapt to new markets and overcome technological and cultural constraints, INTRALOT has acquired a worldwide reputation in the global gaming sector.
The Board of Directors of INTRALOT SA approved the Company's and Group's interim IFRS financial statements for the period ended 31st March 2011, on the 30th of May 2011.
The consolidated financial statements comprise the financial statements of INTRALOT S.A. and its subsidiaries as at the end of the current period. The financial statements of the subsidiaries are prepared for the same reporting year as the parent company, using consistent accounting policies. The accompanying interim financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS), as they have been endorsed by the European Union, and IAS 34 "Interim Financial Reporting". Those interim financial statements should be read in conjunction with the Group's annual financial statements as at 31 December 2010.
Page 8 of 33
Adjustments are made to bring in line any dissimilar accounting policies that may have existed. All intercompany balances and transactions, including unrealized profits arising from intra-group transactions, have been eliminated in full. Unrealized losses are eliminated unless costs cannot be recovered. Subsidiaries are consolidated from the date on which control is transferred to the Group and cease to be consolidated from the date on which control is transferred out of the Group. Where there is a loss of control of a subsidiary, the consolidated financial statements include the results for the part of the reporting year during which INTRALOT SA has control.
For the preparation of the interim consolidated financial statements for the three month period ended March 31, 2011, the accounting policies adopted are consistent with those followed in the preparation of the most recent annual consolidated financial statements (December 31, 2010), except for the below mentioned adoption of new standards and interpretations applicable for fiscal periods beginning at January 1, 2011.
New standards, amendments of published standards and interpretations mandatory for accounting periods beginning on 1st January 2011. The Group's assessment of the impact of these new and amended standards and interpretations is set out below.
(COMMISSION REGULATION (EC) No.632/2010 of 19 July 2010, L186 – 20.07.2010)
This applies to annual accounting periods starting on or after 1 January 2011.
This amendment aims to reduce the disclosures of transactions between government-related entities and to clarify the meaning of the term "related party". More specifically, the obligation of government-related entities to disclose the details of all the transactions with the public sector and with other government-related entities is annulled, the definition of a related party is
Page 9 of 33
INTEGRATED LOTTERY SYSTEMS AND SERVICES First Quarter Report (Group and Company) for the period from 1st January until 31st March 2011 Public Companies (S.A.) Reg. No. 27074/06/B/92/9
clarified and simplified and the amendment requires the disclosure not only of the relationship, transaction and balances between the related parties, but also their commitments, both in their separate and in their consolidated financial statements. The implementation of the revised standard is not expected to have a material impact on the financial statements of the Group.
(COMMISSION REGULATION (EC) No. 1293/2009 of 23 December 2009, L 347-24.12.2009) It applies to the annual accounting periods starting on or after 1 February 2010.
This amendment relates to rights issues offered for a fixed amount of foreign currency, which rights were dealt with as derivatives in the existing standard. Based on this amendment, if such rights are issued pro rata to an entity's shareholders who hold the same class of shares, for a fixed amount of foreign currency, they should be classified as equity regardless of the currency in which the exercise price is denominated. The Group does not expect this amendment to affect its financial statements, given that it has not made any such transactions.
(COMMISSION REGULATION (EC) No. 574/2010 of 30 June 2010, L166 – 01.07.2010)
It applies to the annual accounting periods starting on or after 1 July 2010.
This amendment provides limited exemption for first-time adopters of IFRS to present comparative IFRS 7 fair value disclosures. This amendment has no impact to the Group's financial statements since it has already adopted IFRS.
(COMMISSION REGULATION (EC) No. 633/2010 of 19 July 2010, L186 – 20.07.2010)
It applies to the annual accounting periods starting on or after 1 January 2011.
The amendments apply to specific cases: when the financial entity is subject to a minimum funding requirement and makes a prepayment of contributions to meet this requirement. These amendments allow such financial entity to recognize the benefit from such prepayment as an asset. The above amendment will not affect the Group's financial statements.
Page 10 of 33
INTEGRATED LOTTERY SYSTEMS AND SERVICES First Quarter Report (Group and Company) for the period from 1st January until 31st March 2011 Public Companies (S.A.) Reg. No. 27074/06/B/92/9
(COMMISSION REGULATION (EC) No. 662/2010 of 23 July 2010, L193 – 24.07.2010)
It applies to the annual accounting periods starting on or after 1 July 2010.
Interpretation 19 refers to the accounting treatment by the financial entity issuing equity instruments to a creditor in order to settle, in full or in part, a financial liability. The above amendment will not affect the Group's financial statements.
The following new standards, amendments and IFRICs have been published but are not in effect for the annual fiscal period beginning the 1st of January, 2011 and have not been adopted from the Group earlier.
This applies to annual accounting periods starting on or after 1 January 2012.
IAS 12 requires an entity to measure the deferred tax relating to an asset depending on whether the entity expects to recover the carrying amount of the asset through use or sale. It can be difficult and subjective to assess whether recovery will be through use or through sale when the asset is measured using the fair value model in IAS 40 Investment Property. The amendment provides a practical solution to the problem by introducing a presumption that recovery of the carrying amount will, normally be , be through sale. The Group does not expect this amendment to affect its financial statements, given that it does not own any such assets. This amendment has not yet been adopted by the European Union.
This applies to annual accounting periods starting on or after 1 July 2011.
The amendment will allow users of financial statements to improve their understanding of transfer transactions of financial assets (for example, securitisations), including understanding the possible effects of any risks that may remain with the entity that transferred the assets. The amendments also require additional disclosures if a disproportionate amount of transfer transactions are undertaken around the end of a reporting period. The amendment broadly aligns the relevant disclosure requirements of International Financial Reporting Standards (IFRSs) and US generally accepted accounting principles (GAAP). The Group does not expect this amendment to affect its financial statements. This amendment has not yet been adopted by the European Union.
Page 11 of 33
This applies to annual accounting periods starting on or after 1 January 2013. IFRS 9 is the first part of Phase 1 in the work carried out by the International Accounting Standards Board (IASB) for the replacement of IAS 39. The IASB intends to expand IFRS 9 in order to add new requirements for classifying and measuring financial liabilities, derecognition of financial instruments, impairment, and hedge accounting. According to IFRS 9, all financial assets are initially measured at fair value plus, in the case of a financial asset not at fair value through profit or loss, specific transaction costs. The subsequent measurement of financial assets is either at amortized cost or at fair value, depending on the financial entity's business model regarding the management of financial assets and the contractual cash flows of the financial asset. IFRS 9 prohibits reclassifications, except in the rare circumstances when the financial entity's business model changes, in which case the financial entity is required to reclassify the affected financial assets prospectively. According to IFRS 9 principles, all investments in equity instruments should be measured at fair value. However, the management has the option of reporting the realized and unrealized fair value through profit or loss of equity instruments which are not held for trading in the "other comprehensive income". Such designation is made at the time of initial recognition separately for each financial instrument and is irrevocable. There is no subsequent recycling of fair value gains and losses to profit or losses while dividends from such investments will continue to be recognized in profit or loss. IFRS 9 annuls the exemption of the measurement at cost of non-listed shares and derivatives in non-listed shares, but provides guidance as to when the cost can be a representative estimation of fair value. The Group is in the process of evaluating the effect of IFRS 9 on its financial statements. IFRS 9 has not been adopted yet by the European Union and cannot, therefore, be implemented earlier by the Group. Only when it has been adopted will the Group decide whether or not it will implement IFRS 9 before 1 January 2013.
This applies to annual accounting periods starting on or after 1 January 2013. Earlier application is permitted.
On May 2011 the IASB issued IFRS 10 "Consolidated Financial Statements". IFRS 10 establishes principles for the presentation and preparation of consolidated financial statements when an
Page 12 of 33
INTEGRATED LOTTERY SYSTEMS AND SERVICES First Quarter Report (Group and Company) for the period from 1st January until 31st March 2011 Public Companies (S.A.) Reg. No. 27074/06/B/92/9
entity controls one or more other entities. IFRS 10 replaces the consolidation requirements in IAS 27 "Consolidated and Separate Financial Statements" and in SIC-12 "Consolidation— Special Purpose Entities". IFRS 10 builds on existing principles by identifying the concept of control as the determining factor in whether an entity should be included within the consolidated financial statements of the parent company. The standard provides additional guidance to assist in the determination of control where this is difficult to assess. IFRS 10 has not been adopted yet by the European Union and cannot, therefore, be implemented earlier by the Group. Only when it has been adopted will the Group decide whether or not it will implement IFRS 10 before 1 January 2013.
This applies to annual accounting periods starting on or after 1 January 2013. Earlier application is permitted.
On May 2011 the IASB issued IFRS 11 "Joint Arrangements". IFRS 11 replaces IAS 31 "Interests in Joint Ventures" and SIC-13 "Jointly Controlled Entities—Non-Monetary Contributions by Venturers". IFRS 11 "Joint Arrangements" provides for a more realistic reflection of joint arrangements by focusing on the rights and obligations of the arrangement, rather than its legal form (as is currently the case). The standard addresses inconsistencies in the reporting of joint arrangements by requiring a single method (equity method) to account for interests in jointly controlled entities. IFRS 11 has not been adopted yet by the European Union and cannot, therefore, be implemented earlier by the Group. Only when it has been adopted will the Group decide whether or not it will implement IFRS 11 before 1 January 2013.
This applies to annual accounting periods starting on or after 1 January 2013. Earlier application is permitted.
On May 2011 the IASB issued IFRS 12 "Disclosure of Interests in Other Entities". IFRS 12 is a new and comprehensive standard on disclosure requirements for all forms of interests in other entities, including subsidiaries, joint arrangements, associates and unconsolidated structured entities. IFRS 12 has not been adopted yet by the European Union and cannot, therefore, be implemented earlier by the Group. Only when it has been adopted will the Group decide whether or not it will implement IFRS 12 before 1 January 2013.
Page 13 of 33
This applies to annual accounting periods starting on or after 1 January 2013. Earlier application is permitted.
On May 2011 the IASB and the FASB issued new guidance on fair value measurement and disclosure requirements for International Financial Reporting Standards (IFRSs) and US generally accepted accounting principles (GAAP). The guidance set out in IFRS 13 does not change when an entity is required to use fair value, but provides guidance on how to measure fair value. IFRS 13 has not been adopted yet by the European Union and cannot, therefore, be implemented earlier by the Group. Only when it has been adopted will the Group decide whether or not it will implement IFRS 13 before 1 January 2013.
IASB in its annual improvement program published in May 2010, amendments to 7 existing Standards and Interpretations. The amendments if not defined otherwise, hold for the annual fiscal periods beginning on or after the 1st of July, 2010 and have not yet been adopted by the European Union. The above amendments will not have significant effect on the Group's financial statements and will not be applied earlier.
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INTEGRATED LOTTERY SYSTEMS AND SERVICES First Quarter Report (Group and Company) for the period from 1st January until 31st March 2011 Public Companies (S.A.) Reg. No. 27074/06/B/92/9
| Geographical Sales Breakdown | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Third parties | Inter-segment | Total | |||||||||
| (in million €) | 1Q11 | 1Q10 | Diff % | 1Q11 | 1Q10 | Diff % | 1Q11 | 1Q10 | Diff % | ||
| European Union |
185,23 | 187,36 | -1,14% | 15,93 | 9,26 | 72,03% | 201,16 | 196,62 | 2,30% | ||
| Other Europe * |
1,02 | 1,17 | -12,82% | 0 | 0 | - | 1,02 | 1,17 | -12,82% | ||
| America | 89,56 | 24,35 | 267,80% | 3,88 | 2,68 | 44,78% | 93,44 | 27,03 | 245,69% | ||
| Other* | 25,12 | 15,13 | 66,03% | 0,22 | 0,23 | -4,35% | 25,34 | 15,36 | 64,97% | ||
| Eliminations | - | - | - | -20,03 | -12,17 | - | -20,03 | -12,17 | - | ||
| Total | 300,93 | 228,01 | 31,98% | 0,00 | 0,00 | - | 300,93 | 228,01 | 31,98% |
| before taxes | Geographical Profit Breakdown | Geographical Profit Breakdown after taxes |
|||||
|---|---|---|---|---|---|---|---|
| (in million €) | 1Q11 | 1Q10 | Diff % | 1Q11 | 1Q10 | Diff % | |
| European Union | 29,99 | 26,01 | 15,30% | 29,16 | 22,98 | 26,89% | |
| Other Europe * | -0,13 | 0,31 | - | -0,15 | 0,15 | - | |
| America | 2,08 | 1,79 | 16,20% | -0,12 | 0,86 | - | |
| Other* | 1,65 | 0,09 | 1.733,33% | 0,87 | -0,38 | - | |
| Eliminations | -17,43 | -0,52 | - | -17,43 | -0,52 | - | |
| Total | 16,16 | 27,68 | -41,62% | 12,33 | 23,09 | -46,60% |
| Geographical Profit Breakdown after taxes |
||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
* Segments outside reportable limits/disclosure criteria.
a. On 05.09.05 an action was served to the Company, filed by the company "IPPOTOUR S.A.", against the Company and the company "OPAP S.A.". Τhe plaintiff "IPPOTOUR S.A." requested to be acknowledged that the contract signed between OPAP S.A. and the Company should not grant to the latter the right to operate any kind of wagering game on Greek or foreign horse racing,
Page 15 of 33
INTEGRATED LOTTERY SYSTEMS AND SERVICES First Quarter Report (Group and Company) for the period from 1st January until 31st March 2011 Public Companies (S.A.) Reg. No. 27074/06/B/92/9
that "OPAP S.A" should not have the right to operate any kind of wagering game on horse racing and that "OPAP S.A" and the Company should be excluded from the operation and organization of betting games on horse racing. The hearing of the case had been set for 14 February 2008 when the hearing was postponed for 08 October 2009; at that date the hearing was cancelled due to the national elections. No summons for the schedule of a new hearing date has been served to the Company until now. By virtue of the above mentioned action the plaintiff withdrew of the action filed against the Company on 10 January 2003 with the same content, which was set to be heard on 18 May 2005, on which date the said hearing was cancelled.
b. On 4 January 2005, OPAP S.A. submitted a notice of proceedings to "Betting Company S.A." regarding a lawsuit that was filed against OPAP S.A. before the Multi Member First Instance Court of Athens, with which the plaintiff claims the payment of the amount of €3.668.378,60 plus accrued interests from OPAP S.A., pleading that OPAP S.A. should pay this amount to him as profit, in addition to the amount already paid to him. Since "Betting Company S.A." has a legitimate interest in OPAP S.A. winning the lawsuit, "Betting Company S.A.", the companies INTRALOT S.A., INTRALOT INTERNATIONAL LTD and the joint venture "INTRALOT S.A.-Intralot International Ltd" proceeded to an additional joint intervention in favor of OPAP S.A.; this was scheduled for hearing on 3 May 2005 but following a petition of the plaintiff the case was heard on 1 December 2005. By its decision No 2412/2006, the Multi Member First Instance Court of Athens ruled in favour of the lawsuit of the plaintiff and, following the restriction by the plaintiff of his petition to a lawsuit for acknowledgement of the debt, the Court acknowledged the obligation of OPAP S.A to pay to the plaintiff the amount of € 3.668.378,60. OPAP S.A and the aforementioned companies filed an appeal which had been rejected by the Athens Court of Appeals with its decision no. 6377/2007. The defendants filed an appeal before the Supreme Court which was heard on 9 November 2009 and decision no. 1252/2010 was issued accepting the appeal and referring back the case to the Athens Court of Appeals in order to be heard again; no hearing date has been scheduled yet. The Company considers that it has strong arguments in order to have a positive outcome on this case. For the above case a provision had been made which has been reversed.
c. INTRALOT filed before Multi Member First Instance Court of Athens its civil lawsuit dated 12 May 2005 against Mr. K. Thomaidis, claiming the payment of sum of € 300.000 as pecuniary compensation for moral damage. The case was scheduled for hearing on 26 January 2006. On 18 January 2006, the Company was served with an action filed by Mr. K. Thomaidis on 9 January
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INTEGRATED LOTTERY SYSTEMS AND SERVICES First Quarter Report (Group and Company) for the period from 1st January until 31st March 2011 Public Companies (S.A.) Reg. No. 27074/06/B/92/9
2006, before the Multi Member First Instance Court of Athens with which the plaintiff claims the payment of sum of € 300.000 as pecuniary compensation for moral damage. The case is scheduled for hearing on 14 December 2006. The suit of INTRALOT against Mr. K. Thomaidis was postponed to be heard on 14 December 2006. The two lawsuits have been heard together and the decision no 7936/2007 was issued declaring the lawsuit dated 9 January 2006 of Mr. Thomaidis as cancelled and accepting partially Intralot's lawsuit dated 12 May 2005. Until now, no appeal against this decision has been served to the Company.
d. Against (a) publishing company "I. Sideris – Andreas Sideris Sons O.E.", (b) the Foundation of Economic and Industrial Researches (IOBE), (c) Mr. Theodosios Palaskas, Director of Research of IOBE, (d) the Kokkalis Foundation, and (e)INTRALOT, a lawsuit of Mr. Charalambos Kolymbalis, was filed on 8/3/2007 before the Multi Member Athens First Instance Court; date of the hearing was set the 20 February 2008 when it was postponed for 4 March 2009 and then again for 24 February 2010; on that date the hearing of the case was cancelled due to strike of the judicial secretaries. No summons for the schedule of a new hearing date has been served to the Company until now. With his lawsuit, the plaintiff requests to be recognized as the sole creator of the project entitled "The financial consequences of sports in Greece" and his intellectual property right on this, and that the amount of € 300.000 to be paid to him as monetary compensation for moral damages.
e. In Turkey, GSGM filed on 23 January 2006 before the First Instance Court of Ankara a declaratory action against the 45% subsidiary company Inteltek requesting to be recognized that the calculation of the player's excess payout of the fixed odds betting games, as per their contract, is effected at the end of each separate semester (as opposed to on a cumulative basis for all semesters at the end of the contract). Next hearing following the appointment of experts had been set for November 16, 2006 when the hearing was postponed for January 30, 2007 when it has been heard. The decision issued by the First Instance Court of Ankara vindicated Inteltek. GSGM filed an appeal. On 18 October 2007, Inteltek was notified that the appeal was rejected and, consequently, the decision of the First Instance Court of Ankara is final. GSGM filed an appeal against this decision which was rejected and the case file was sent back to the First Instance Court and the decision was finalized.
Inteltek had made a provision of 3,3 million TRY (€ 1,5 εκ.) (plus 1,89 million TRY (€861.165,54) relating to interest) in its financial statements due to the probability of a negative outcome of the case which henceforth has been removed following the First Instance Court of Ankara decision.
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INTEGRATED LOTTERY SYSTEMS AND SERVICES First Quarter Report (Group and Company) for the period from 1st January until 31st March 2011 Public Companies (S.A.) Reg. No. 27074/06/B/92/9
Moreover, Inteltek claimed the amount of TRY 2,34 million (€1,07 m) (plus interest) which was paid in the 1st and 3rd reconciliation periods. Inteltek has initiated a lawsuit on 21 February 2008 to collect this amount. On 19 March 2009 the court vindicated Inteltek. GSGM filed an appeal against this decision and the appeal was accepted. Inteltek applied for the correction of the decision which is pending. Inteltek has not made any provisions for income regarding this case in its financial statements relating to the period ending on 31 March 2011.
f. In Turkey, GSGM filed before the Ankara Tax Court a lawsuit against the local Tax Authority requesting the annulment of a penalty of an amount of TRY 5.075.465 (€2.312.601) imposed on GSGM, since the Tax Authority considers that stamp duty should have been paid by GSGM for the second copy of the contract dated 29 August 2008 with Inteltek as well as for the letter of guarantee securing the minimum turnover of GSGM games. Inteltek intervened in the case before the abovementioned court in favor of GSGM because, according to the contract dated 29 August 2008, GSGM may request from Inteltek the amount that will be finally obliged to pay, if any. The decision issued by the court vindicates GSGM and Inteltek and the abovementioned penalty was cancelled. The Tax Authority filed an appeal which is pending.
g. In Turkey, Intralot filed on 21 May 2009, before the Istanbul Court of First Instance a lawsuit against the company Teknoloji Holding A.Ş. ("Teknoloji") requesting from Teknoloji the amount of TRY 1.415.000 (€ 644.735,04) on the ground of unjust enrichment, since Intralot unjustly paid taxes which Teknoloji had to pay on dividends distributed by Inteltek. The hearing of the case begun on 14 September 2009 and following successive hearings, on 5 May 2011 a new hearing date was scheduled for 15 September 2011.
h. In Colombia, Intralot, on 22 July 2004, entered into an agreement with an entity called Empresa Territorial para la salud ("Etesa"), under which it was granted with the right to operate games of chance in Colombia. In accordance with terms of the abovementioned agreement, Intralot has submitted an application to initiate arbitration proceedings against Etesa requesting to be recognized that there has been a disruption to the economic balance of abovementioned agreement to the detriment of Intralot (and for reasons not attributable to Intralot) and that Etesa to be compelled to the modification of the financial terms of the agreement in the manner specified by Intralot as well as to pay damages to Intralot (including damages for loss of profit); or alternatively to terminate now the agreement with no liability to Intralot. The arbitration court adjudicated in favor of Etesa the amount of 23,6 billion Colombian pesos (€8,85 m). Intralot will
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INTEGRATED LOTTERY SYSTEMS AND SERVICES First Quarter Report (Group and Company) for the period from 1st January until 31st March 2011 Public Companies (S.A.) Reg. No. 27074/06/B/92/9
exercise all legal means available in relation to the errors of substance and formality of arbitration award and in this context it has already submitted an application for annulment of the arbitration award in front of the High Administrative Court. ETESA requested the payment of a letter of guarantee in the amount of 7.694.081.042 Colombian pesos (€ 2.885.820,58) issued by Banco de Bogota, granted with counter-guarantees of a respective amount issued by Société Générale & Geniki Bank. The payment of the counter-guarantees has been suspended pursuant to provisional decisions issued by the Greek court as well as by the French court. In France, the Court issued a decision which rejected the Company's petition but also decided not to order the decision's provisional execution until it becomes final. The Company will file an appeal against this decision. The Company has created relative provision in its financial statements.
i. In Romania, on 3 July 2009, the Tax Authority examined the transactions relating to imports of the indirectly subsidiary LOTROM SA, for the period from July 2004 to April 2006 and concluded that imports of IT equipment containing software were not included in the value of the declared goods in the customs and imposed to LOTROM SA the amount of 13.064.620 Romanian lei (€3.169.408,8) (for tax and penalties). LOTROM SA has initiated procedures for the annulment of the abovementioned amount before the competent authorities, while it has requested the suspension of the execution by the competent court which was rejected but an appeal has been filed and is pending; the hearing of the case has been scheduled for 11 May 2011 when it was decided to continue the hearing on 8 June 2011. The case is pending. LOTROM SA believes that has strong arguments to expect that the final outcome will not be unfavourable.
j. Against the subsidiary Intralot Holdings International Ltd., a shareholder of LOTROM SA and against LOTROM SA, another shareholders of LOTROM SA, Mr. Petre Ion filed a lawsuit before the competent court of Bucharest requesting that Intralot Holdings International Ltd to be obliged to purchase his shares in LOTROM SA for € 2.500.000 and that LOTROM SA to be obliged to register in the shareholders book such transfer. Following the hearing of 28 September 2010, a decision of the court was issued accepting the lawsuit of the plaintiff. Intralot Holdings International Ltd and LOTROM SA filed an appeal which is pending; on 13 May 2011, the court decided that the hearing of the appeal will continue on 10 June 2011.
Until 27 May 2011, apart from the above, there are other pending legal issues which do not have a material effect on the financial position of the Group.
Page 19 of 33
INTEGRATED LOTTERY SYSTEMS AND SERVICES First Quarter Report (Group and Company) for the period from 1st January until 31st March 2011 Public Companies (S.A.) Reg. No. 27074/06/B/92/9
| COMPANY | YEARS | COMPANY | YEARS |
|---|---|---|---|
| INTRALOT S.A. | 2008-2010 | ΙNTRALOT EGYPT LTD | 2006-2010 |
| BETTING COMPANY S.A. | 2007-2010 | E.C.E.S. SAE | 2007-2010 |
| BETTING CYPRUS LTD | 2008-2010 | INTRALOT OOO | 2008-2010 |
| INTRALOT DE CHILE S.A. | 2009-2010 | POLDIN LTD | 2005-2010 |
| INTRALOT DE PERU SAC | 2003-2010 | INTRALOT ASIA PACIFIC LTD | 2007-2010 |
| INTRALOT INC. | 2002-2010 | INTRALOT AUSTRALIA PTY LTD | 2006-2010 |
| INTRALOT BETTING OPERATIONS (CYPRUS) LTD |
2004-2010 | INTRALOT SOUTH AFRICA LTD | - |
| ROYAL HIGHGATE LTD | 2003-2010 | INTRALOT LUXEMBOURG S.A. | 2010 |
| POLLOT Sp.zo.o | 2005, 2010 | NETMAN DISTRIBUTION MANAGEMENT SOLUTION SRL |
2010 |
| ΜALTCO LOTTERIES LTD | 2004-2010 | SERVICIOS TRANSDATA S.A. | 2006-2010 |
| ΙΝTRALOT HOLDINGS INTERNATIONAL LTD |
2008-2010 | INTRALOT IBERIA SAU | 2007-2010 |
| LOTROM S.A. | 2004-2010 | INTRALOT IBERIA HOLDINGS S.A. | 2007-2010 |
| YUGOLOT LTD | - | TECNO ACCION S.A. | 2007-2010 |
| BILOT EOOD | 2005-2010 | GAMING SOLUTIONS INTERNATIONAL SAC |
2006-2010 |
| EUROFOOTBALL LTD | 2008-2010 | GAMING SOLUTIONS INTERNATIONAL LTD |
2009-2010 |
| EUROFOOTBALL PRINT LTD | 2005-2010 | INTRALOT BEIJING Co LTD | - |
| INTRALOT INTERNATIONAL LTD | 2010 | NAFIROL S.A. | - |
| INTRALOT OPERATIONS LTD | 2004-2010 | INTRALOT ARGENTINA S.A. | 2007-2010 |
| INTRALOT BUSINESS DEVELOPMENT LTD |
2009-2010 | LEBANESE GAMES S.A.L | - |
| INTRALOT TECHNOLOGIES LTD | 2005-2010 | VENETA SERVIZI S.R.L. | 2007-2010 |
| INTELTEK INTERNET AS | 2006-2010 | INTRALOT SOUTH KOREA S.A. | 2007-2010 |
| LOTERIA MOLDOVEI S.A. | - | INTRALOT FINANCE UK PLC | 2008-2010 |
| TOTOLOTEK S.A. | 2005-2010 | SLOVENSKE LOTERIE AS | - |
| WHITE EAGLE INVESTMENTS LTD | 2009-2010 | TORSYS S.R.O | - |
| BETA RIAL Sp.Zoo | 2005-2010 | INTRALOT DO BRAZIL LTDA | 2006-2010 |
| UNICLIC LTD | 2005-2010 | OLTP LTDA | 2009-2010 |
| DOWA LTD | - | BILYONER INTERAKTIF HIZMELTER AS |
2003-2010 |
| INTRALOT NEW ZEALAND LTD | 2009-2010 | LOTRICH INFORMATION Co. LTD | 2010 |
| INTRALOT ST.LUCIA LTD | 2009-2010 | GIDANI LTD | 2003-2010 |
| INTRALOT DOMINICANA S.A. | 2009-2010 | INTRALOR INTERACTIVE S.A. | 2010 |
| INTRALOT GUATEMALA S.A. | 2009-2010 | INTRALOT INTERACTIVE USA LLC | 2010 |
| LOTTERIA Y APUESTOSA DE GUATEMALA S.A. |
2009-2010 | JACKSPOT S.p.A. | 2010 |
| INTRALOT LATIN AMERICA INC | 2009-2010 | CYBERARTS LICENSING LLC | 2004-2010 |
| INTRALOT JAMAICA LTD | - | NIKANTRO HOLDINGS Co LTD | 2009-2010 |
| INTRALOT NEDERELAND BV | 2010 | TACTUS s.r.o. | - |
| INTRALOT CARIBBEAN VENTURES LTD | 2009-2010 | ATROPOS S.A. | 2009-2010 |
| SUPREME VENTURES LTD | 2004-2010 | INTRALOT SURINAME LTD | 2009-2010 |
| INTRALOT MAROC S.A. | 2010 | DC09 LLC | 2010 |
| AZERINTELTEK AS | 2010 | INTRALOT MINAS GERAIS LTDA | 2010 |
| INTRALOT ITALIA S.p.A | 2007-2010 | INTRALOT TURKEY AS | 2010 |
| INTRALOT FRANCE SAS | 2010 | CYBERARTS INC | 2004-2010 |
| INTRALOT DE MEXICO LTD | 2010 |
| NETMAN DISTRIBUTION MANAGEMENT SOLUTION SRL |
2010 |
|---|---|
| GAMING SOLUTIONS INTERNATIONAL SAC |
2006-2010 |
| GAMING SOLUTIONS INTERNATIONAL LTD |
2009-2010 |
| BILYONER INTERAKTIF HIZMELTER AS |
2003-2010 |
Page 20 of 33
There is a tax audit in progress in Intralot S.A. for the period 01/01/2008-31/12/2009, in Betting Company S.A. for the years 01/01/2007-31/12/2009, in Servicios Transdata S.A. for the year 2008 and in Lotrom S.A. for the period 01/01/2005-31/05/2010.
ci. Changes in estimates of amounts reported in prior interim periods of the current financial year, if those changes have a material effect in the current interim period:
No such.
cii. Changes in estimates of amounts reported in prior financial years, if those changes have a material effect in the current interim period:
No such.
d. Issuances, repurchases and repayments of debt and equity securities:
Ι. Stock Option:
The Group offers incentive plans to executives and employees with the provision of nontransferable rights to acquire shares. At the date of preparation of these financial statements Program III has been approved:
Page 21 of 33
The Program III was approved by the Second Repeat Session of the Extraordinary General Assembly of the shareholders dated 16.11.2009, that took place on Monday, the 14th of December, 2009.
The General Assembly decided the approval of the stock option plan to persons among those referred in paragraph 13, article 13 of Codified Law 2190/1920, as modified and standing (Program III) and more specifically that the above share purchase options be granted to the members of the Board of Directors, to General Directors, to Directors and Managers of the Company and of its affiliated companies, as defined in paragraph 5 of the article 42e of Codified Law 2190/1920, as well as to persons providing services in a regular basis to the Company and/or to the abovementioned affiliates.
The exercise price the stock options was fixed to four (4) Euro per share while INTRALOT's shares that will be finally issued, in case all options to be granted are exercised, will not exceed eight millions (8.000.000) shares (i.e. approx. 5,03% of the share capital of the Company). For the settlement of stock options, the Company will proceed to increases of its share capital.
The duration of this program will be four years, i.e. up to December 2013. Each beneficiary, during each year, will be entitled to exercise options which will not exceed 1/3 of the total number of options granted to him/her.
In the event of a change in the number of shares of the Company until the designation, the provision or the exercise of stock options, both the number of the shares of the beneficiary, and the offer price will be readjusted so as to allow that the proportion of participation of each beneficiary to the share capital of the Company to remain constant.
The Company's Board of Directors was authorized to draw up the relative regulation of the above-mentioned Program III and to regulate any other relative detail in relation to this. (Resolution of the Board Of Directors on 28.01.2010).
Finally, the amendment of the current stock option program (Program II) for the purchase of shares was decided, so that no more options be granted other than those already granted.
On February 12, 2010 INTRALOT S.A. announces that according to the Stock Option Plans terms, approved by the General Meeting of Shareholders of 14th December 2009, 235 persons mentioned in article 13 par. 13 of Codified Law 2190/1920 as in force, are entitled to
Page 22 of 33
INTEGRATED LOTTERY SYSTEMS AND SERVICES First Quarter Report (Group and Company) for the period from 1st January until 31st March 2011 Public Companies (S.A.) Reg. No. 27074/06/B/92/9
exercise, during the time program III is in effect, – within a period of four (4) years and not later than 31.12.2013 - stock options with exercise price 4 Euro per share which if exercised all, will lead to the issuance of up to 6.227.000 new common Company shares.
Depending on the number of stock options to be exercised by the beneficiaries, the Company's Board of Directors, with its decision, shall increase the Company's share capital – without modification to its Statute, pursuant to article 13 par. 13 of Codified Law 2190/1920- , shall issue new common registered shares and proceed to all actions necessary for the listing of the new shares for trading in the Athens Stock Exchange.
INTRALOT S.A. announces that during the 1st quarter of 2011 no right was exercised by the beneficiaries of Program III.
| Option Program | Number of Options granted |
Grant date | Expiry date | Volatility | Risk Free Rate |
Dividend Yield | Fair value per Option (€) |
|---|---|---|---|---|---|---|---|
| Progr. III - 1 | 2.070.667 | 31/3/2010 | 31/12/2013 | 44% | 6,65% | 3,00% | - |
| Progr. III - 2 | 2.070.667 | 1/1/2011 | 31/12/2013 | 44% | 6,65% | 3,00% | 0,094 |
| Progr. III - 3 | 2.070.667 | 1/1/2012 | 31/12/2013 | 44% | 6,65% | 3,00% | 0,352 |
| 6.212.000 |
Details regarding the Program III approved by the Board of Directors on 28.1.2010:
The total Option Fair value, estimated using the Binomial Model, is € 923 k, of which € 95 k are included in the quarter's result.
The Group did not proceed to the acquisition of any company during the first quarter of 2011.
III. Subsidiaries Share Capital Increase:
Increase in Intralot France SAS Share Capital by € 50 thousand.
IV. Discontinued Operations in the Group:
Page 23 of 33
The Group did not proceed to the termination of any company during the first quarter of 2011.
Such changes do not have a significant effect on the consolidated total assets, on the consolidated revenues and on the consolidated earnings after tax.
g. Acquisitions and disposals of tangibles and intangible assets:
The change to the Group, due to acquisition of tangible and intangible assets as at March 31, 2011 amounts to € 15.292 thousand while the respective disposals were approximately € 2.868 thousand.
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INTEGRATED LOTTERY SYSTEMS AND SERVICES First Quarter Report (Group and Company) for the period from 1st January until 31st March 2011 Public Companies (S.A.) Reg. No. 27074/06/B/92/9
The companies included in the consolidation, with the relevant addresses and the relevant participation percentages are the following:
| Company | Country | Direct Part'n % |
Indirect Part'n % |
Total Part'n % |
||
|---|---|---|---|---|---|---|
| Intralot SA | Maroussi, Attica | Parent | Parent | - | ||
| 5. | BETTING COMPANY SA | N. Iraklion, Attica | 95% | 5% | 100% | |
| 10. | BETTING CYPRUS LTD | Nicosia, Cyprus | 100% | 100% | ||
| INTRALOT DE CHILE SA | Santiago, Chile | 99,99% | 99,99% | |||
| INTRALOT DE PERU SAC | Lima, Peru | 99,98% | 99,98% | |||
| INTRALOT INC. | Atlanta, USA | 85% | 85% | |||
| INTRALOT BETTING OPERATIONS (CYPRUS) LTD |
Nicosia, Cyprus | 54,95% | 54,95% | |||
| 1. | ROYAL HIGHGATE LTD | Paralimni, Cyprus | 3,82% | 29,39% | 33,21% | |
| POLLOT Sp.zo.o | Warsaw, Poland | 100% | 100% | |||
| ΜALTCO LOTTERIES LTD | Valetta, Malta | 73% | 73% | |||
| ΙΝTRALOT HOLDINGS INTERNATIONAL LTD | Nicosia, Cyprus | 100% | 100% | |||
| 2. | LOTROM SA | Bucharest, Romania | 60% | 60% | ||
| 2. | YUGOLOT LTD | Belgrade, Serbia& Montenegro |
100% | 100% | ||
| 2. | BILOT EOOD | Sofia, Bulgaria | 100% | 100% | ||
| 3. | EUROFOOTBALL LTD | Sofia, Bulgaria | 49% | 49% | ||
| 4. | EUROFOOTBALL PRINT LTD | Sofia, Bulgaria | 49% | 49% | ||
| 2. | INTRALOT INTERNATIONAL LTD | Nicosia, Cyprus | 100% | 100% | ||
| 5. | INTRALOT OPERATIONS LTD | Nicosia, Cyprus | 100% | 100% | ||
| 2. | INTRALOT BUSINESS DEVELOPMENT LTD | Nicosia, Cyprus | 100% | 100% | ||
| 2. | INTRALOT TECHNOLOGIES LTD | Nicosia, Cyprus | 100% | 100% | ||
| 14. | INTELTEK INTERNET AS | Istanbul, Turkey | 20% | 25% | 45% | |
| 21. | LOTERIA MOLDOVEI SA | Chisinau, Moldova | 47,90% | 32,85% | 80,75% | |
| 6,7,8 | TOTOLOTEK SA | Warsaw, Poland | 92,45% | 92,45% | ||
| 2. | WHITE EAGLE INVESTMENTS LTD | Hertfordshire, United Kingdom |
100% | 100% | ||
| 2. | BETA RIAL Sp.Zoo | Warsaw, Poland | 100% | 100% | ||
| 2. | UNICLIC LTD | Nicosia, Cyprus | 50% | 50% | ||
| 9. | DOWA LTD | Nicosia, Cyprus | 30% | 30% | ||
| INTRALOT NEW ZEALAND LTD | Wellington, New Zealand | 100% | 100% | |||
| 2. | ΙNTRALOT EGYPT LTD | Nicosia, Cyprus | 88,24% | 88,24% | ||
| 11,13,2 | E.C.E.S SAE | Cairo, Egypt | 90,03% | 90,03% | ||
| 2. | INTRALOT OOO | Moscow, Russia | 100% | 100% |
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INTEGRATED LOTTERY SYSTEMS AND SERVICES First Quarter Report (Group and Company) for the period from 1st January until 31st March 2011 Public Companies (S.A.) Reg. No. 27074/06/B/92/9
| Company | Country | Direct Part'n % |
Indirect Part'n % |
Total Part'n % |
||
|---|---|---|---|---|---|---|
| POLDIN LTD | Warsaw, Poland | 100% | 100% | |||
| INTRALOT ASIA PACIFIC LTD | Hong Kong, China | 100% | 100% | |||
| INTRALOT AUSTRALIA PTY LTD | Melbourne, Australia | 100% | 100% | |||
| INTRALOT LUXEMBOURG SA | Luxemburg, Luxemburg | 100% | 100% | |||
| 2. | INTRALOT ITALIA SRL | Rome, Italia | 90% | 90% | ||
| 13. | SERVICIOS TRANSDATA SA | Lima, Peru | 100% | 100% | ||
| INTRALOT IBERIA SAU | Madrid, Spain | 100% | 100% | |||
| INTRALOT IBERIA HOLDINGS SA | Madrid, Spain | 100% | 100% | |||
| TECNO ACCION S.A. | Buenos Aires, Argentina | 50,01% | 50,01% | |||
| 2. | GAMING SOLUTIONS INTERNATIONAL SAC | Lima, Peru | 100% | 100% | ||
| 2. | GAMING SOLUTIONS INTERNATIONAL LTD | Bogota, Colombia | 99% | 1% | 100% | |
| INTRALOT BEIJING Co LTD | Beijing , China | 100% | 100% | |||
| 2. | NAFIROL S.A. | Montevideo, Uruguay | 100% | 100% | ||
| 15. | INTRALOT ARGENTINA S.A | Buenos Aires, Argentina | 89,79% | 10,21% | 100% | |
| 2. | LEBANESE GAMES S.A.L | Lebanon | 99,99% | 99,99% | ||
| 16. | VENETA SERVIZI S.R.L. | Mogliano Veneto, Italia | 90% | 90% | ||
| INTRALOT SOUTH KOREA | Seoul, S. Korea | 100% | 100% | |||
| INTRALOT FINANCE UK PLC | London, United Kingdom | 100% | 100% | |||
| ATROPOS S.A. | Maroussi, Athens | 100% | 100% | |||
| 2. | SLOVENSKE LOTERIE AS | Bratislava, Slovakia | 51% | 51% | ||
| 17. | TORSYS SRO | Bratislava, Slovakia | 51% | 51% | ||
| 17. | TACTUS SRO | Bratislava, Slovakia | 51% | 51% | ||
| INTRALOT DO BRAZIL LTDA | Sao Paolo, Brazil | 99,97% | 99,97% | |||
| 18. | OLTP LTDA | Rio De Janeiro, Brazil | 93% | 93% | ||
| 18. | INTRALOT MINAS GERAIS LTDA | Minas Gerais, Brazil | 24% | 55,98% | 79,98% | |
| 2. | INTRALOT INTERACTIVE S.A. | Maroussi, Athens | 51% | 24% | 75% | |
| 14. | INTRALOT JAMAICA | Kingston, Jamaica | 100% | 100% | ||
| 19. | INTRALOT GUATEMALA S.A. | Guatemala City, Guatemala |
100% | 100% | ||
| 20. | LOTERIAS Y APUESTAS DE GUATEMALA S.A. |
Guatemala City, Guatemala |
51% | 51% | ||
| 2. | INTRALOT ST. LUCIA LTD | Castries, St. Lucia | 100% | 100% | ||
| 19. | INTRALOT DOMINICANA | St. Dominicus | 100% | 100% | ||
| 19. | INTRALOT LATIN AMERICA INC | Miami, USA | 100% | 100% | ||
| INTRALOT NEDERLAND B.V. | Amsterdam, Nederland | 100% | 100% | |||
| 2. | NIKANTRO HOLDINGS Co | Nicosia, Cyprus | 100% | 100% | ||
| 22. | INTRALOT INTERACTIVE USA LLC | Atlanta, USA | 85% | 85% | ||
| 2. | JACKSPOT S.p.A | Rome, Italy | 51% | 51% |
Page 26 of 33
| INTRALOT MAROC S.A. | Casablanca, Morocco | 99,83% | 99,83% | ||
|---|---|---|---|---|---|
| 14. | INTRALOT TURKEY A.S. | Istanbul, Turkey | 50% | 49,99% | 99,99% |
| 19. | INTRALOT CARIBBEAN VENTURES LTD | Castries, St. Lucia | 50,05% | 50,05% | |
| 25. | SUPREME VENTURES LTD | Kingston, Jamaica | 24,97% | 24,97% | |
| 26. | AZERINTELTEK AS | Baku, Azerbaijan | 22,95% | 22,95% | |
| 19. | INTRALOT SURINAME LTD | Paramaribo, Suriname | 100% | 100% | |
| 22. | DC09 LLC | Wilmington, USA | 41,65% | 41,65% | |
| 2,13 | NETMAN SRL | Bucharest, Romania | 100% | 100% | |
| 15. | INTRALOT DE MEXICO LTD | Mexico City, Mexico | 99,8% | 99,8% | |
| INTRALOT FRANCE S.A.S | Paris, France | 100% | 100% | ||
| II. Equity method | |||||
| BILYONER INTERAKTIF HIZMELTER AS (former LIBERO INTERAKTIF AS) |
Istanbul, Turkey | 25% | 25% | ||
| LOTRICH INFORMATION Co. LTD | Taipei, Taiwan | 40% | 40% | ||
| 23. | CYBERARTS LICENSING LLC | Berkley, USA | 29,75% | 29,75% | |
| 24. | CYBERARTS INC | Berkley, USA | 29,75% | 29,75% | |
| INTRALOT SOUTH AFRICA | Johannesburg, South Africa | 45% | 45% | ||
| 12. | GIDANI LTD | Johannesburg, South Africa | 8,10% | 8,10% | |
1: Intralot Betting Operations(Cyprus)Ltd 14: Intralot Iberia Holdings S.A. 2: Intralot Holdings International Ltd 15: Intralot de Chile S.A. 3: Bilot EOOD 16: Intralot Italia SRL 4: Eurofootball Ltd 17: Slovenske Loterie AS 5: Intralot International Ltd 18: Intralot Do Brazil Ltda 6: Pollot Sp.Zoo 19: Intralot St.Lucia Limited 7: White Eagle Investments Ltd 20: Intralot Guatemala S.A. 8: Beta Rial Sp.Zoo. 21: Nikantro Holdings Co Limited 9: Uniclic Ltd 22: Intralot Inc 10: Betting Company SA 23: Intralot Interactive USA LLC 11: Intralot Egypt LTD 24: CyberArts Licensing LLC 12: Intralot South Africa Ltd 25: Intralot Caribbean Ventures LTD 13: Intralot Operations Ltd 26:Inteltek Internet AS
Inteltek A.S. is fully consolidated as it fulfills the requirements of IAS 27.
Page 27 of 33
INTEGRATED LOTTERY SYSTEMS AND SERVICES First Quarter Report (Group and Company) for the period from 1st January until 31st March 2011 Public Companies (S.A.) Reg. No. 27074/06/B/92/9
The Group has not made an acquisition during the first quarter of 2011.
A group subsidiary has a € 8,4 million mortgage on other assets for the payment of a loan amounting to € 3,9 million and bank guarantee letters of € 4,5 million (31/03/2011 there was no utilization of the loan while the used guarantee letters were €3,9 million). Also, a group subsidiary has a € 150 thousand loan for the purchase of VLT machinery secured on this equipment and a € 2,6 million loan, secured on a building and a letter of guarantee.
The Group´s and the Company´s provision that refer to legal issues at 31/03/2011 amounts to € 8,8 million. The Group's provisions stated up to 31/03/11 that refer to unaudited tax periods amount to € 960 thousand and € 9,8 million refer to other provisions. Respectively, the Company set up a provision of € 500 thousand for unaudited tax periods and € 7 million for other provisions.
The personnel employed by the Company and the Group as at the end of the current period were 630 and 5.470 respectively. For the first quarter of 2010, the personnel employed by the Company and the Group were 628 and 5.094 respectively.
Page 28 of 33
INTEGRATED LOTTERY SYSTEMS AND SERVICES First Quarter Report (Group and Company) for the period from 1st January until 31st March 2011 Public Companies (S.A.) Reg. No. 27074/06/B/92/9
The most important transactions between the Company and its related parties as per IAS 24 relate to transactions between the Company and the following subsidiaries (related parties as per article 42e of Law 2190/20), are shown on the table below:
| Group | Income | Expenses | ||
|---|---|---|---|---|
| 01/01/2011- | 01/01/2010- | 01/01/2011- | 01/01/2010- | |
| 31/03/2011 | 31/03/2010 | 31/03/2011 | 31/03/2010 | |
| Intracom Holdings Group | 786 | 1.165 | 5.152 | 5.832 |
| Gidani LTD | 1.266 | 3.875 | 940 | 2.999 |
| Turkcell Group | 5 | 25 | 474 | 1.360 |
| Lotrich Info Co LTD | 42 | 40 | 0 | 0 |
| Instant Lottery S.A. | 0 | 3 | 0 | 0 |
| Other related parties | 1.432 | 1.758 | 756 | 44 |
| Executives and members of the board | 0 | 0 | 1.893 | 2.161 |
| 3.531 | 6.866 | 9.215 | 12.396 |
| Company | Income | Expenses | |||
|---|---|---|---|---|---|
| 01/01/2011- | 01/01/2010- | 01/01/2011- | 01/01/2010- | ||
| 31/03/2011 | 31/03/2010 | 31/03/2011 | 31/03/2010 | ||
| Intralot Operations LTD | 162 | 996 | 0 | 0 | |
| Inteltek Internet AS | 561 | 322 | 10 | 0 | |
| Intracom Holdings Group | 785 | 660 | 4.522 | 5.290 | |
| Gaming Solutions Int. SAC | 123 | 32 | 0 | 0 | |
| Intralot Inc | 87 | 731 | 25 | 42 | |
| Betting Company S.A. | 3 | 0 | 1.500 | 16 | |
| Βetting Cyprus LTD | 0 | 0 | 0 | 298 | |
| Lotrom S.A. | 3.642 | 3.000 | 436 | 150 | |
| Lotrich Info. Co LTD | 42 | 40 | 0 | 0 | |
| Intralot South Africa LTD | 410 | 1.662 | 0 | 0 | |
| Intralot New Zealand LTD | 63 | 63 | 0 | 0 | |
| Gaming Solutions Int. LTD | 31 | 29 | 0 | 0 | |
| Pollot Sp.zoo | 33 | 23 | 0 | 0 | |
| Intralot Holdings International LTD | 0 | 38 | 0 | 0 | |
| Intralot Iberia SA Unipersona | 64 | 49 | 0 | 0 | |
| Instant Lottery S.A. | 0 | 3 | 0 | 0 | |
| Loteria Moldovei S.A. | 2 | 2 | 0 | 0 | |
| Intralot de Chile SA | 8 | 9 | 0 | 0 | |
| Maltco Ltd | 2.947 | 1.782 | 0 | 0 | |
| Royal Highgate Ltd | 5 | 5 | 0 | 0 | |
| Tecno Accion SA | 3.988 | 2.054 | 12 | 0 | |
| Intralot International LTD | 1 | 0 | 3.188 | 0 | |
| Other related parties | 1.899 | 1.002 | 676 | 311 | |
| Executives and members of the board | 0 | 0 | 1.289 | 1.359 | |
| 14.856 | 12.502 | 11.658 | 7.466 |
Page 29 of 33
| Group | Receivables | Payables | ||
|---|---|---|---|---|
| 31/03/2011 | 31/12/2010 | 31/03/2011 | 31/12/2010 | |
| Uniclic LTD | 3.950 | 4.062 | 0 | 0 |
| Intracom Holdings Group | 14.735 | 13.816 | 27.890 | 30.198 |
| Gidani LTD | 262 | 210 | 0 | 0 |
| Turkcell Group | 3 | 8 | 192 | 180 |
| Intralot South Africa LTD | 549 | 412 | 1 | 1 |
| Cogetech SpA | 23.200 | 23.040 | 10.002 | 9.049 |
| Instant Lottery S.A. | 382 | 382 | 0 | 0 |
| Other related parties | 7.607 | 4.852 | 1.873 | 2.588 |
| Executives and members of the board | 101 | 98 | 200 | 436 |
| 50.789 | 46.880 | 40.158 | 42.452 |
| Company | Receivables | Payables | ||
|---|---|---|---|---|
| 31/03/2011 | 31/12/2010 | 31/03/2011 | 31/12/2010 | |
| Intralot Operations LTD | 75.372 | 75.223 | 0 | 0 |
| Inteltek Internet A.S. | 1.983 | 1.692 | 1.643 | 1.633 |
| Intracom Holdings Group | 11.598 | 10.671 | 26.215 | 29.017 |
| Gaming Solutions Int. SAC | 10.349 | 10.294 | 12 | 13 |
| Intralot Inc | 7.351 | 7.651 | 131 | 183 |
| Betting Company S.A. | 0 | 0 | 5.206 | 3.361 |
| Βetting Cyprus LTD | 0 | 0 | 5.706 | 5.706 |
| Intralot South Africa LTD | 549 | 412 | 1 | 1 |
| Uniclic LTD | 4.345 | 4.345 | 0 | 0 |
| Intralot International LTD | 3 | 2 | 10.011 | 6.920 |
| Gaming Solutions Int. LTD | 1.866 | 1.647 | 0 | 0 |
| Pollot Sp.zoo | 6.357 | 6.334 | 0 | 0 |
| Intralot de Peru SAC | 7.052 | 6.895 | 0 | 0 |
| Intralot Iberia SA Unipersona | 14.407 | 14.108 | 0 | 0 |
| Intralot Australia Ltd | 1.116 | 1.137 | 0 | 0 |
| Instant Lottery S.A. | 382 | 382 | 0 | 0 |
| Loteria Moldovei S.A. | 1.978 | 1.984 | 0 | 0 |
| Intralot Italia SRL | 800 | 1.773 | 100 | 0 |
| Lotrom S.A. | -8.040 | -8.142 | 315 | 244 |
| Intralot Business Development LTD | 11.077 | 11.706 | 0 | 0 |
| Intralot Dominicana S.A. | 1.979 | 1.994 | 0 | 0 |
| Intralot Nederland B.V. | 13.750 | 13.114 | 12 | 12 |
| Intralot Do Brazil LTDA | 8.040 | 7.484 | 0 | 0 |
| Gidani LTD | 262 | 210 | 0 | 0 |
| Lotrich Info. Co LTD | 1.294 | 1.341 | 11 | 12 |
| Intralot South Korea LTD | 4 | 4 | 0 | 0 |
| Intralot Luxembourg S.A. | 0 | 0 | 16 | 13 |
| Intralot Maroc S.A. | 3.444 | 3.409 | 0 | 0 |
| Other related parties | 10.497 | 6.828 | 2.127 | 2.026 |
| Executives and members of the board | 0 | 0 | 0 | 214 |
| 187.815 | 182.498 | 51.506 | 49.353 |
Page 30 of 33
In the Company's Income, 7.850 thousand (2010: 3.823 thousand) relate to dividends received from the subsidiaries Maltco LTD and Tecno Accion SA and the associate Bilyoner A.S.
The BoD and Key Management Personnel transactions and fees for the Group and the Company for the period 01/01/2011-31/03/2011 were € 1,89 mil. and € 1,29 mil. respectively.
i. Effect of changes in the composition of the enterprise during the interim period, including acquisition or disposal of subsidiaries and long term investments, restructurings and discontinuing operations (by extension of the paragraph 2.7.d and f, as above):
See above paragraph 2.7.d and f and 2.8 A III.
ii. Previous paragraph (2.8 F.i.) events effect, if this is higher than 25%, in respect of the consolidated revenues, results, net equity of the current period (by extension of the paragraph 2.7 d and f., as above):
No such cases.
iii. Change of the fiscal year or period and reasons for this, comparability of financial information for the current period compared to the previous period. Quoted fundamentals (consolidated revenues, profit after tax, net equity) of the current period with those of the comparable period:
No such.
iv. Other material events between balance sheet date and the date on which the financial statements are issued (to the extend that this information is not provided in paragraph 2.9):
See bellow, paragraph 2.9.
v. Effect of changes in the composition of the enterprise during the interim period, regarding business combinations if this is higher than 25%, in respect of the consolidated revenues, results, net equity (by extension of the paragraph 2.7 d and f, as above):
No such effect.
Page 31 of 33
On April 2011 Supreme Ventures Limited (SVL), in which INTRALOT owns a strategic stake, has received a 10-year extension of the Lottery Gaming License it holds in Jamaica, which was about to expire in 2016. The Betting, Gaming and Lotteries Commission (BGLC) of the country has extended the company's license to continue to operate its large portfolio of lottery games until 2026, while some of the conditions of the Lottery License have also been amended. Under the new terms, SVL is required to invest at least US\$5 million (approximately J\$450 million) in upgrading and expanding its lottery and gaming operations in Jamaica.
Also, on April 2011, Intralot Holdings International Limited completed the acquisition of 33% of the share Capital of Kelicom Holdings Co Limited.
THE CHAIRMAN OF THE BOARD OF DIRECTORS
THE VICE-CHAIRMAN OF THE BoD AND CEO
S.P. KOKKALIS ID. No. ΑΙ 091040 C.G. ANTONOPOULOS ID. No. ΑΙ 025905
THE GENERAL DIRECTOR OF FINANCE & BUSINESS DEVELOPMENT
THE ACCOUNTING DIRECTOR
I.O. PANTOLEON ID. No. Σ 637090
Ν. G.PAVLAKIS ID.No. AZ 012557 H.E.C. License No. 15230/ A' Class
Page 32 of 33
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