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Grigeo

Quarterly Report Nov 20, 2024

2245_ir_2024-11-20_d0151b81-3458-4588-a538-64a940de6700.pdf

Quarterly Report

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Grigeo Group AB

CONSOLIDATED INTERIM REPORT AND CONSOLIDATED FINANCIAL STATEMENTS FOR THE 9 MONTHS PERIOD ENDED 30 SEPTEMBER 2024 (UNAUDITED)

MANAGEMENT REPORT 3
A. Executive summary of the Group for the 9 months of 20243
B. Main data about the issuer4
C. Audit information 4
D. Contracts with intermediaries of public trading in securities and credit institutions 4
E. Group companies and their contact details5
F. Nature of core activities of the group companies5
G. Data about trade in the issuer's securities in regulated markets 6
H. Shareholders 6
I. Employees7
J. Information on the management and supervisory bodies of the issuer 7
K. Information about compliance with governance code8
L. Related party transactions 9
INTERIM CONSOLIDATED FINANCIAL STATEMENTS10
Consolidated statements of financial position 10
Consolidated statements of comprehensive income 12
Consolidated statements of changes in equity 13
Consolidated statements of cash flows 14
NOTES TO FINANCIAL STATEMENTS15
1. Basis of preparation15
2. Property, plant and equipment16
3. Right-of-use assets 17
4. Investment property 18
5. Intangible assets 19
6. Amounts receivable 20
7. Other financial assets at amortised costs20
8. Cash and cash equivalents20
9. Inventories 20
10. Share capital and legal reserve 20
11. Reserve for granting shares 21
12. Non-current and current borrowings 21
13. Trade and other payables21
14. Segment information22
15. Other income 23
16. Other gains/(losses) – net23
17. Basic and diluted earnings per share 23
18. Adjusted EBITDA23
19. Court and arbitration proceedings 24
20. Material uncertainties24
21. Risk factors 24
22. Events after the end of the reporting period 24
CONFIRMATION OF RESPONSIBLE PERSONS 25

MANAGEMENT REPORT

In this report Grigeo Group AB is referred to as the Company and together with subsidiaries is referred to as the Group.

A. Executive summary of the Group for the 9 months of 2024

The changes in key indicator over 9 months of 2024, compared to the respective period of previous year:

  • The Group's revenue increased by EUR 8.7 million (6%).
  • The Group's EBITDA decreased by EUR 7.4 million (24%).
  • The Group's EBT decreased by EUR 7.4 million (31%).
Indicator, EUR million 2024 2023 Change
Revenue 158.2 149.4 6%
EBITDA (Note 18) 23.7 31.1 (24%)
Profit before tax (EBT) 16.7 24.1 (31%)

More details on reasons of these changes are presented below in a table and comments by Group's business segments.

The Group's revenue, gross profit, and gross margin over 9 months of respective years*:

Indicator,
EUR
million
Tissue paper and
paper products
Wood fibre boards Raw materials for
corrugated
cardboard and
related products
Unallocated TOTAL
2024 2023 2024 2023 2024 2023 2024 2023 2024 2023
Revenue 80.0 70.9 20.5 20.5 55.1 55.1 2.6 2.9 158.2 149.4
Gross profit 20.8 24.0 4.7 2.9 11.3 12.6 (1.2) 0.6 35.7 40.1
Gross
margin
26.1% 33.9% 23.2% 13.9% 20.4% 22.8% (44%) 20.9% 22.6% 26.8%

*The data is presented after eliminating the impact of transactions between the segments.

Tissue paper products market. Over 9 months of 2024 the revenue from tissue paper segment reached EUR 80.0 million and, when compared to respective period of previous year, increased by 12.8%. The gross profit of the segment amounted to EUR 20.8 million – 13.3% less if compared to respective period of previous year. The gross margin of the segment decreased from 33.9% to 26.1%. Segment profitability was mainly affected by certain group of raw materials' price increase during last quarters of 2024.

Wood products market. Over 9 months of 2024 the revenues of the segment reached EUR 20.5 million – at the similar level, when compared to respective period of previous year. Demand remained strong and the gross profit of the segment reached EUR 4.7 million and was 66% higher when compared to the respective period of previous year. Accordingly, the gross margin has increased from 13.9% to 23.2%.

Raw materials for corrugated cardboard and related products market. Over 9 months of 2024 the revenues of this segment reached the level of previous year and amounted EUR 55.1 million. The gross profit of the segment decreased and reached EUR 11.3 million due to higher prices of main raw materials and increased fixed manufacturing costs. Accordingly, the gross margin of the segment decreased from 22.8% to 20.4%.

All amounts are in EUR thousands unless otherwise stated

« Contents

The Group's liquidity, capital structure and market value indicators:

Indicator 9 months 9 months 9 months
2024 2023 2022
Revenue, EUR million 158.2 149.4 152.5
Net profit, EUR million 14.1 20.4 6.2
EBITDA, EUR million (Note 18) 23.7 31.1 14.1
EBIT, EUR million 16.3 24.1 7.3
Profitability ratios
Gross margin 22.6% 26.8% 13.5%
EBITDA profitability 15.0% 20.8% 9.3%
EBIT profitability 10.3% 16.1% 4.8%
Net margin 9.1% 13.7% 4.0%
ROE profitability 12.3% 19.9% 6.7%
ROA profitability 9.0% 14.1% 4.6%
ROCE profitability 12.3% 19.8% 7.0%
Liquidity ratios
Current ratio 1.70 2.33 1.58
Quick ratio 1.15 1.93 1.07
Capital structure ratios
Debt to equity ratio 0.39 0.35 0.49
Debt to total assets ratio 0.28 0.26 0.33
Market value ratios
P/E 9.29 6.09 14.31
Earnings per share, EUR 0.109 0.155 0.047
Diluted earnings per share, EUR 0.108 0.153 0.046

The above-mentioned indicators have been calculated in accordance with the formulas recommended by Nasdaq Vilnius AB. The formulas are presented in Note 2.2. of year 2023 consolidated annual report.

B. Main data about the issuer

Company Data
Company name Grigeo Group AB
Code 110012450
Authorised share capital (Note 10) EUR 38,106,000
LEI 529900YXT3CDTZGS0R43
Address Vilniaus str. 10, Grigiškės, Vilnius City Municipality, Lithuania
Telephone +370 5 243 5801
E-mail [email protected]
Website http://www.grigeo.com/en
Legal form Public limited liability company
Date of registration 23 May 1991
Manager of the register State enterprise Centre of Registers

C. Audit information

The interim consolidated information of the Company covering 9 months of 2024 is not audited by independent auditor.

D. Contracts with intermediaries of public trading in securities and credit institutions

The Company has signed a contract with Šiaulių Bankas AB (telephone No 1813 (+370 37 301337 for calls from abroad), [email protected]) on payment of dividends to the shareholders for the previous financial year.

The Company has signed a contract with Orion Securities UAB FMĮ (A. Tumėno str. 4, Vilnius, telephone No +370 231 3833, [email protected]) on the handling of securities issued by the Company and on Market Making.

All amounts are in EUR thousands unless otherwise stated

E. Group companies and their contact details

On 30 September 2024, the group comprised the Company (Grigeo Group AB) and twelve subsidiaries as specified below.

More information on a tissue paper mill acquisition in Poland can be found in Nasdaq notification on material events at 28 March 2024.

Information on Grigeo group structural changes and tissue paper business transfer to subsidiary Grigeo Tissue UAB is summarized in Nasdaq notification on material events at 30 April 2024.

F. Nature of core activities of the group companies

The main business activity of Grigeo Group AB is business and other management consultancy activities.

The main business activity of Grigeo Tissue UAB is the production of tissue paper.

Grigeo Klaipėda AB manufactures the raw material for the production of corrugated cardboard – testliner (smooth layer cardboard) and fluting (paper for corrugation) as well as paper honeycomb used in the furniture industry.

Grigeo Packaging UAB manufactures corrugated cardboard and corrugated cardboard products.

Grigeo Baltwood UAB manufactures uncoloured hardboard and painted hardboard panels.

Grigeo Recycling UAB collects secondary raw materials and prepares them for recycling.

Grigeo Recycling SIA collects secondary raw materials and prepares them for recycling.

Mena Pak AT (in Ukranian – акцiонерне товариство "МЕНА ПАК") manufactures corrugated cardboard and corrugated cardboard products.

Grigeo Paper Packaging UAB is engaged in investment activities and management of companies.

Naujieji Verkiai UAB is engaged in construction and development of real estate; the company was dormant during the reporting period.

Grigeo Hygiene UAB is engaged in investment activities and management of companies.

The main business activity of Grigeo Tissue sp. z o.o is the production of tissue paper.

Energia Cieplna Niedomice sp. z o.o produces heat energy.

All amounts are in EUR thousands unless otherwise stated

G. Data about trade in the issuer's securities in regulated markets

The ordinary registered shares of Grigeo Group AB are listed on the Official Baltic List of Nasdaq Vilnius Stock Exchange (trading code of shares is GRG1L). The main characteristics of the Company's shares:

Type of shares VP ISIN code Number of shares, units Par value, EUR Total par value, EUR
Ordinary registered
shares
LT0000102030 131,400,000 0.29 38,106,000

Price and turnover of shares 01/10/2021 – 30/09/2024:

Share price benchmarked against the Baltic market index 01/10/2021 – 30/09/2024:

H. Shareholders

Shareholders owning more than 5% of the authorised capital of the Issuer on the 30 of September 2024 and/or the 31 of December 2023:

30 September 2024 31 December 2023
Shareholder's name
(company's name, type,
headquarters address,
corporate ID number)
Number of
ordinary
registered
shares
owned by
the
shareholder
Interest in
the
authorised
capital, %
Votes
granted by
shares held
by the right
of
ownership,
%
Number of
ordinary
registered
shares
owned by
the
shareholder
Interest in
the
authorised
capital, %
Votes
granted by
shares held
by the right
of
ownership,
%
Ginvildos investicija UAB*
Rukeliškių g. 21, Vilnius,
125436533
62,498,752 47.56 47.56 61,838,179 47.06 47.06
Irena Ona Mišeikienė 17,625,064 13.41 13.41 17,578,342 13.38 13.38

*67.00% of shares of Ginvildos investicija UAB are owned by Gintautas Pangonis.

I. Employees

Increased number of employees reflects workforce of newly acquired plant in Poland (160 employees on 2024.09.30). There were no other significant changes in the number of employees in other Group companies and natural staff turnover rates prevailed during the reported period.

Number of employees in the Group:

2024.09.30 2023.12.31
Number of employees 1,012 863

The average salary in the Group for year 2024 period is presented with the data of newly acquired plant in Poland. The average salary for 2023 1-9 months is shown in line with the Group structure of that period.

Average salary in the Group*, in euros:

Employees 9 months
2024
9 months
2023
Workpeople 2,162 2,253
Specialists 2,855 2,605
Managers 5,672 5,885
Total 2,671 2,764

* information on the average salary is presented without Mena Pak AT in order to show the precise group average salaries unaffected by fluctuations of Ukrainian Hryvnia currency.

J. Information on the management and supervisory bodies of the issuer

According to the Company's Articles of Association, the Company's bodies are the General Meeting of Shareholders, the collegial supervisory body is the Supervisory Board, the collegial management body is the Board, and the Company's Manager is Chief Executive Officer. The Audit Committee is formed, which is the advisory body to the Company's Supervisory Board.

All amounts are in EUR thousands unless otherwise stated

Members of the supervisory council, audit committee, the board, the head of the Company, their education and share of capital and voting rights.

Name, surname Position Education Tenure Capital share
and votes, %
Supervisory Board
Vilius Oškeliūnas Independent Member,
Chairman
Vilnius University, BA and MA in
Economics
-
Marius Stankevičius Member University of Liverpool, MA in
Management of Information Systems
Since 28 April 2.92
Ignas Degutis Independent Member ISM University of Management and
Economics, MA in Economics
2023 until the
AGM*, to be held
-
Arūnas Pangonis Member Vilnius Gediminas Technical University,
MA in Industrial Engineering
in 2027 Indirectly**
Daiva Duksienė Independent Member Vilnius University, Economist -
Audit Committee
Daiva Duksienė Independent Member,
Chairwoman
Vilnius University, Economist Since 28 April -
Ignas Degutis Independent member ISM University of Management and
Economics, MA in Economics
2023 until the
AGM*, to be held
-
Vilius Oškeliūnas Independent Member Vilnius University, BA and MA in
Economics
in 2027 -
Board
Gintautas Pangonis Chairman Kaunas University of Technology,
Telecommunications Engineer
Indirectly**
Vigmantas Kažukauskas Member Kaunas University of Technology,
Telecommunications Engineer
Since 28 April 0.88
Saulius Martinkevičius Member Vilnius University, MA in Business
Administration and Management
2023 until the
AGM*, to be held
0.28
Tomas Jozonis Member ISM University of Management and
Economics, BA in Management and
Business Administration; Vilnius
University, MA in Business
in 2027 Indirectly**
Robertas Krutikovas Member Baltic Management Institute, MA in
Business Administration
Since 30 May
2024 until the
AGM*, to be held
in 2027
-
Manager of the Company
Tomas Jozonis Chief Executive Officer ISM University of Management and
Economics, BA in Management and
Business Administration; Vilnius
University, MA in Business
- Indirectly**

*Annual General Meeting of Shareholders.

**Ginvildos investicija UAB holds 47.56% of the Company's shares. 67.00% of shares of Ginvildos investicija UAB are owned by Gintautas Pangonis, 10,00% by Arūnas Pangonis and 10,00% by Tomas Jozonis.

K. Information about compliance with governance code

Grigeo Group AB follows a Corporate Governance Code for the Companies Listed on Nasdaq Vilnius. Information presented in the Annual Report of 2023 has not undergone any changes.

All amounts are in EUR thousands unless otherwise stated

L. Related party transactions

All transactions with related parties were carried out at market prices in course of ordinary economic activities.

Grigeo Klaipėda AB – subsidiary of Grigeo Group AB. Grigeo Baltwood UAB – subsidiary of Grigeo Group AB. Mena Pak AT – subsidiary of Grigeo Group AB. Grigeo Paper Packaging UAB – subsidiary of Grigeo Group AB. Ginvildos investicija UAB – major shareholders of Grigeo Group AB. Statybų namai UAB – companies related to the members of Supervisory Council. Grigeo Packaging UAB – subsidiary of Grigeo Group AB. Naujieji Verkiai UAB – subsidiary of the group not subject to consolidation. Grigeo Recycling UAB – subsidiary of Grigeo Group AB. Grigeo Recycling SIA – subsidiary of Grigeo Group AB. Grigeo Hygiene UAB – subsidiary of Grigeo Group AB. Grigeo Tissue UAB – subsidiary of Grigeo Group AB. Grigeo Tissue sp. z o.o – subsidiary of Grigeo Group AB. Energia Cieplna Niedomice sp. z o.o – subsidiary of Grigeo Group AB.

Group's transactions with related parties over the 9 months of 2024 presented in the table below. Balances of amounts receivable/payable in relation thereto on the 30 of September 2024.

Group Sales of
goods and
services
Purchases of
goods and
services
Amounts
receivable*
Amounts
payable
Companies having significant influence - - - -
Other related companies - - - -
TOTAL - - - -

*Receivables include prepayments for goods and services.

All amounts are in EUR thousands unless otherwise stated

INTERIM CONSOLIDATED FINANCIAL STATEMENTS

Consolidated statements of financial position

Notes 2024.09.30 2023.12.31
ASSETS
Non-current assets
Property, plant and equipment 2 86,040 68,596
Right-of-use assets 3 5,496 4,315
Intangible assets 5 12,418 4,271
Investment property 4 4,469 4,621
Other amounts receivable 6 - -
Total non-current assets 108,423 81,803
Current assets
Inventories 9 19,564 14,410
Trade and other amounts receivable 6 28,714 21,019
Prepaid income tax - -
Other current assets 795 507
Other financial assets at amortised costs 7 - 20,192
Cash and cash equivalents 8 11,036 18,952
Total current assets 60,109 75,080
TOTAL ASSETS 168,532 156,883

(Cont'd on the next page)

All amounts are in EUR thousands unless otherwise stated

Consolidated statements of financial position (continued)

Notes 2024.09.30 2023.12.31
EQUITY AND LIABILITIES
Equity
Share capital 10 38,106 38,106
Share premium 1,119 1,119
Legal reserve 10 3,811 2,886
Reserve for granting shares 11 500 500
Foreign currency translation reserve (2,843) (2,821)
Retained earnings 80,427 76,184
Equity attributable to shareholders of the Company 121,120 115,974
Non-controlling interest 338 615
Total equity 121,458 116,589
Liabilities
Non-current liabilities
Borrowings 12 987 2,497
Lease liabilities 4,668 3,663
Grants 1,228 1,293
Deferred income tax liability 2,023 1,652
Long-term employee benefits 510 296
Other amounts payable 2,401 280
Total non-current liabilities 11,817 9,681
Current liabilities
Borrowings 12 2,013 2,147
Lease liabilities 595 559
Income tax payable 1,158 3,057
Trade and other amounts payable 13 31,491 24,850
Total current liabilities 35,257 30,613
Total liabilities 47,074 40,294
TOTAL EQUITY AND LIABILITIES 168,532 156,883

All amounts are in EUR thousands unless otherwise stated

Consolidated statements of comprehensive income

Notes 9 months
2024
9 months
2023
III QTR.
2024
III QTR.
2023
Revenue 14 158 172 149,423 53,852 46,217
Cost of sales (122,489) (109,325) (42,616) (33,002)
Gross profit 35,683 40,098 11,236 13,215
Selling and distribution expenses (12,321) (11,630) (4,044) (3,806)
Administrative expenses (8,677) (8,802) (2,707) (2,910)
Other income 15 683 556 251 193
Other gains/(losses) – net 16 975 3,846 (24) 56
Operating profit 16,343 24,068 4,712 6,748
Finance income 618 367 124 212
Finance costs (309) (342) (124) (110)
Finance income/(costs) – net 309 25 - 102
Profit before income tax 16,652 24,093 4,712 6,850
Income tax (2,565) (3,660) (613) (1,054)
PROFIT FOR THE PERIOD 14,087 20,433 4,099 5,796
Profit for the period is attributable to:
Shareholders of the Company 14,364 20,413 3,794 5,798
Non-controlling interest (277) 20 305 (2)
Other comprehensive income/(expenses)
Items that will not be reclassified
subsequently to profit or loss
- - - -
Items that may be reclassified subsequently
to profit or loss
Exchange differences on translation of foreign
operations
(22) (30) (61) 39
Cash flow hedges – effective portion of changes
in fair value
- - - -
Total items that may be reclassified
subsequently to profit or loss
(22) (30) (61) 39
Other comprehensive income/(expenses) for
the period
(22) (30) (61) 39
Total comprehensive income for the period 14,065 20,403 4,038 5,835
Total comprehensive income for the period
is attributable to:
Shareholders of the Company 14,342 20,383 3,733 5,837
Non-controlling interest (277) 20 305 (2)
Basic earnings per share (in EUR) 17 0.109 0.155 0.029 0.044
Diluted earnings per share (in EUR) 17 0.108 0.153 0.029 0.044

All amounts are in EUR thousands unless otherwise stated

Consolidated statements of changes in equity

Equity attributable to owners of the Company
Share
capital
Share
premium
Legal
reserve
Reserve
for
granting
shares
Foreign
currency
translation
reserve
Retained
earnings
Total Non
controlling
interest
Total equity
At 1 January 2023 38,106 1,119 2,066 500 (2,697) 57,950 97,044 809 97,853
Profit for the period - - - - - 20,413 20,413 20 20,433
Other comprehensive
income/(expenses)
- - - - (30) - (30) - (30)
Total comprehensive
income/(expenses)
- - - - (30) 20,413 20,383 20 20,403
Approved dividends - - - - - (6,663) (6,663) - (6,663)
Share-based remuneration - - - - - 153 153 - 153
Transfer to legal reserve - - 819 - - (819) - - -
Transactions with the
Company's owners
- - 819 - - (7,329) (6,510) - (6,510)
At 30
September
2023
38,106 1,119 2,885 500 (2,727) 71,034 110,917 829 111,746

At 1 January 2024 38,106 1,119 2,886 500 (2,821) 76,184 115,974 615 116,589
Profit for the period - - - - - 14,364 14,364 (277) 14,087
Other comprehensive
income/(expenses)
- - - - (22) - (22) - (22)
Total comprehensive
income/(expenses)
- - - - (22) 14,364 14,342 (277) 14,065
Retained earnings from
acquisition
- - - - - (116) (116) - (116)
Transfer to
legal reserve
- - 925 - - (925) - - -
Approved dividends - - - - - (9,198) (9,198) - (9,198)
Share-based remuneration - - - - - 118 118 - 118
Transactions with the
Company's owners
- - 925 - - (10,121) (9,196) - (9,196)
At 30
September
2024
38,106 1,119 3,811 500 (2,843) 80,427 121,120 338 121,458

All amounts are in EUR thousands unless otherwise stated

Consolidated statements of cash flows

Notes 9 months
2024
9 months
2023
Cash flows from operating activities
Profit before income tax 16,652 24,093
Adjustments for non-cash items
Depreciation and amortisation 7,364 7,064
Interest expenses from borrowings and lease 288 319
Interest income (548) (350)
(Income)/expenses from other financial activities – net (49) 6
Gain on disposal of property, plant and equipment (259) (10)
Share-based payment arrangements 118 153
23,566 31,275
Changes in working capital
Decrease/(increase) in trade and other amounts receivable (6,058) 856
(Increase)/decrease in inventories 480 8,173
(Increase)/decrease in other assets (223) (696)
Increase/(decrease) in trade and other amounts payable 775 (7,283)
(5,026) 1,050
Interest paid (261) (299)
Income tax paid (3,895) (464)
Net cash inflow from operating activities 14,384 31,562
Cash flows from investing activities
Acquisition of property, plant and equipment and intangible assets 2 / 5 (13,470) (4,902)
Acquisition of investment property 4 (259) (431)
Investments in subsidiaries (increase), decrease (18,614) -
Disposal of property, plant and equipment 2 380 351
Interest received 648 285
Payments for financial assets at amortised cost 7 20,050 (10,024)
Net cash inflow/(outflow) from investing activities (11,265) (14,721)
Cash flows from financing activities
Dividends paid (9,053) (6,615)
Repayment of borrowings (1,644) (1,772)
Proceeds from borrowings - -
Lease payments (338) (417)
Net cash (outflow) from financing activities (11,035) (8,804)
Net increase/(decrease) in cash flows (7,916) 8,037
Cash and cash equivalents at the beginning of the period 18,952 14,840
Cash and cash equivalents at the end of the period 11,036 22,877

All amounts are in EUR thousands unless otherwise stated

NOTES TO FINANCIAL STATEMENTS

1. Basis of preparation

The interim financial statements of the Group for the 9-month period ended 30 September 2024 are prepared in accordance with IAS 34 Interim Financial Reporting

These financial statements do not include all the information required for a complete set of annual financial statements and should be read in conjunction with the annual financial statements for the year ended 31 December 2023, which were prepared in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union.

The accounting policies adopted in the preparation of these interim financial statements are consistent with those described in the audited annual financial statements for the financial year ended 31 December 2023.

These financial statements of the Group for the 9-month period ended 30 September 2024 have been prepared under the assumption that the Group will continue as a going concern.

All amounts in these financial statements of the Group are presented in the euros. Amounts are rounded to the nearest thousand (EUR thousands), unless otherwise stated.

Accounting estimates and assessments

The preparation of the financial statements requires the management of each company of the Group to make judgements, estimates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities, and the accompanying disclosures, and the disclosure of contingent liabilities. Estimates and judgements are based on the management's experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.

The significant judgements made by management in applying the Group's and Company's accounting policies and the key sources of estimation uncertainty were the same as those described in the last annual audited financial statements for the year ended 31 December 2023.

Useful lives of property, plant and equipment

The estimation of the useful lives of items of property, plant and equipment is a matter of judgment based on the experience with similar assets. The management assesses the remaining useful lives in accordance with the current technical conditions of the assets and estimated period during which the assets are expected to earn benefits for the Group. In assessing the remaining useful life of property, plant and equipment, the management considers conclusions presented by the employees responsible for technical maintenance of assets.

Impairment of goodwill

Goodwill is tested for impairment annually by calculating the recoverable value. The recoverable value of goodwill is calculated by discounting future cash flows to their present value. The management tested goodwill of EUR 3,001 thousand, which was recognised upon the acquisition of subsidiary Grigeo Klaipėda AB, for impairment and did not establish any indications of impairment.

The impairment of goodwill, arising from the acquisition of paper mill in Poland and from transfer of the tissue paper business to subsidiary Grigeo Tissue UAB in Lithuania, will be tested in future reporting periods.

Legal processes

Subsidiary Grigeo Klaipėda AB has received a claim in relation to indemnification for damage to the environment. Based on the management's estimate, the outcome of the claim involves a high degree of uncertainty. More information is presented in Note 33 of year 2023 financial statements.

All amounts are in EUR thousands unless otherwise stated

2. Property, plant and equipment

Buildings
and
structures
Machinery
and
equipment
Motor
vehicles
Other
assets
Construction
in progress
and
prepayments
Total
At 1 January 2023
Cost 47,969 127,100 2,803 2,522 5,989 186,383
Accumulated depreciation (23,662) (88,129) (1,713) (1,685) - (115,189)
Net book amount 24,307 38,971 1,090 837 5,989 71,194
Opening net book amount
at 1 January 2023
24,307 38,971 1,090 837 5,989 71,194
Additions 67 1,096 314 173 4,986 6,636
Disposals and write-offs - (52) (288) (2) - (342)
Transfer from inventory (to inventory) - (7) - - (134) (141)
Transfer from construction in progress
to property, plant and equipment
1,334 3,511 20 608 (5,473) -
Reclassification from investment
property
- - - (17) - (17)
Reclassification to Intangible assets - - - - (16) (16)
Foreign exchange effect (9) (22) - (1) (1) (33)
Depreciation charge (1,875) (6,136) (315) (359) - (8,685)
Closing net book amount
at 31 December 2023
23,824 37,361 821 1,239 5,351 68,596
At 31 December 2023
Cost 49,245 131,451 2,510 3,055 5,351 191,612
Accumulated depreciation (25,421) (94,090) (1,689) (1,816) - (123,016)
Net book amount 23,824 37,361 821 1,239 5,351 68,596
Opening net book amount
at 1 January 2024
23,824 37,361 821 1,239 5,351 68,596
Additions 58 198 905 155 13,136 14,452
Disposals and write-offs (41) - (76) (2) - (119)
Acquisition of subsidiary 2,583 968 64 6,016 130 9,761
Transfer from construction in progress
to property, plant and equipment
245 716 59 203 (1,223) -
Transfer to right of-use assets - - - - (11) (11)
Transfer fo Intangible assets - - - - (69) (69)
Foreign exchange effect 14 (18) (2) 51 - 45
Depreciation charge (1,330) (4,316) (238) (731) - (6,615)
Closing net book amount
at 30 September 2024
25,353 34,909 1,533 6,931 17,314 86,040
At 30 September 2024
Cost 51,819 133,224 3,117 9,473 17,314 214,947
Accumulated depreciation (26,466) (98,315) (1,584) (2,542) - (128,907)
Net book amount 25,353 34,909 1,533 6,931 17,314 86,040

All of the Group's property, plant and equipment are held for its own use.

On the 30 September 2024, the part of the Group's property, plant and equipment with a carrying value of EUR 5,589 thousand (31 December 2023 – EUR 12,237 thousand) is pledged as a security for repayment of the loans granted by banks.

All amounts are in EUR thousands unless otherwise stated

3. Right-of-use assets

Land Buildings and
structures
Machinery and
equipment
Total
At 1 January 2023
Cost 4,148 792 780 5,720
Accumulated depreciation (595) (344) (504) (1,443)
Net book amount 3,553 448 276 4,277
Opening net book amount
at 1 January 2023
3,553 448 276 4,277
Change in value-in-use (11) 83 575 647
Foreign exchange effect - - - -
Disposals and write-offs (5) - (78) (83)
Amortisation charge (59) (152) (315) (526)
Closing net book amount
at 31 December 2023
3,478 379 458 4,315
At 31 December 2023
Cost 3,902 625 569 5,096
Accumulated depreciation (424) (246) (111) (781)
Net book amount 3,478 379 458 4,315
Opening net book amount
at 1 January 2024
3,478 379 458 4,315
Change in value-in-use 352 219 1,392 1,963
Acquisition of subsidiary 101 - - 101
Disposals and write-offs (447) - (7) (454)
Transfer from property, plant and equipment 11 - - 11
Amortisation charge (54) (126) (260) (440)
Closing net book amount
at 30 September 2024
3,441 472 1,583 5,496
At 30 September 2024
Cost 4,119 845 1,954 6,918
Accumulated depreciation (678) (373) (371) (1,422)
Net book amount 3,441 472 1,583 5,496

As at 30 September 2024, the part of the Group's land lease rights with the carrying amount of EUR 646 thousand (31 December 2023: EUR 995 thousand) were pledged to the banks as security for borrowings.

All amounts are in EUR thousands unless otherwise stated

4. Investment property

Buildings and
structures
Other assets Construction in
progress
Total
At 1 January 2023
Cost 4,963 2 336 5,301
Accumulated depreciation (891) - - (891)
Net book amount 4,072 2 336 4,410
Opening net book amount
at 1 January 2023
4,072 2 336 4,410
Additions 32 - 422 454
Reclassification from construction 68 - (68) -
Reclassification, from property, plant
and equipment
- 17 - 17
Depreciation charge (257) (3) - (260)
Closing net book amount
at 31 December 2023
3,915 16 690 4,621
At 31 December 2023
Cost 5,063 19 690 5,772
Accumulated depreciation (1,148) (3) - (1,151)
Net book amount 3,915 16 690 4,621
Opening net book amount
at 1 January 2024
3,915 16 690 4,621
Additions (32) - 205 173
Disposals and write-offs (1) - - (1)
Transfer from/to inventory (126) - - (126)
Depreciation charge (194) (4) - (198)
Closing net book amount
at 30 September 2024
3,562 12 895 4,469
At 30 September 2024
Cost 4,904 19 895 5,818
Accumulated depreciation (1,342) (7) - (1,349)
Net book amount 3,562 12 895 4,469

All amounts are in EUR thousands unless otherwise stated

5. Intangible assets

Goodwill Licences,
patents
Software Other assets Total
At 1 January 2023
Cost 3,001 61 2,510 691 6,263
Accumulated amortisation - (48) (1,940) (511) (2,499)
Net book amount 3,001 13 570 180 3,764
Opening net book amount
at 1 January 2023
3,001 13 570 180 3,764
Additions - 1 2 668 671
Transfer from development in progress to
Intangible assets
- 6 34 (40) -
Reclassification from property, plant and
equipment
- 16 - - 16
Disposals and write-offs - (1) - - (1)
Amortisation charge - (7) (170) (2) (179)
Closing net book amount
at 31 December 2023
3,001 28 436 806 4,271
At 31 December 2023
Cost 3,001 84 2,527 1,176 6,788
Accumulated amortisation - (56) (2,091) (370) (2,517)
Net book amount 3,001 28 436 806 4,271
Opening net book amount
at 1 January 2024
3,001 28 436 806 4,271
Additions 2,824 7 5 985 3,821
Transfer from from property, plant and
equipment
- - - 69 69
Acquisition of subsidiary 4,384 - - 5 4,389
Transfer from development in progress to
Intangible assets
- - 270 (270) -
Foreign exchange effect 44 - - - 44
Amortisation charge - (9) (152) (15) (176)
Closing net book amount
at 30 September 2024
10,253 26 559 1,580 12,418
At 30 September 2024
Cost 10,253 92 2,801 2,085 15,231
Accumulated amortisation - (66) (2,242) (505) (2,813)
Net book amount 10,253 26 559 1,580 12,418

In 2024, additions of goodwill are related to the tissue paper business transfer to the subsidiary in Lithuania as stated in Nasdaq notification on material events at 30 April 2024 as well as goodwill acquired with the purchase of paper mill in Poland as announced in Nasdaq notification on material events at 28 March 2024.

The goodwill will be tested for impairment in the upcoming reporting periods.

All amounts are in EUR thousands unless otherwise stated

6. Amounts receivable

2024.09.30 2023.12.31
Trade receivables – gross 24,999 18,794
Loss allowance (34) (37)
Trade receivables – net 24,965 18,757
VAT receivable 2,479 1,343
Subsidies receivable 646 646
Other amounts receivable – gross 624 273
Total trade and other amounts receivable – net 28,714 21,019
Of which:
Non-current amounts receivable - -
Current amounts receivable Amounts receivable from related parties 28,714 21,019

7. Other financial assets at amortised costs

As at 31 December 2023 other financial assets at amortized costs comprised term deposits at banks.

8. Cash and cash equivalents

2024.09.30 2023.12.31
Cash at bank 2,386 6,905
Cashpool 8,650 12,047
TOTAL 11,036 18,952

As at 30 September 2024 and 31 December 2023, Grigeo Tissue UAB, Grigeo Packaging UAB and Grigeo Baltwood UAB had pledged current accounts and future inflows to secure the repayment of bank borrowings.

9. Inventories

2024.09.30 2023.12.31
Materials 9,010 6,201
Work in progress 3,534 1,963
Finished products 6,650 5,584
Inventories in transit 43 289
Prepayments 327 373
Total 19,564 14,410

As at 30 September 2024, the acquisition value (cost) of the Group's inventories was decreased by respectively EUR 818 thousand (31 December 2023: EUR 1,128 thousand respectively) to net realisable value. The net realisable value adjustment was accounted for under cost of sales.

10. Share capital and legal reserve

On 30 of September 2024 and on 31 December 2023 share capital of the Company consisted of 131,400,000 ordinary shares at a par value of EUR 0.29 each. All shares were fully paid.

The Company has one class of ordinary shares which carry no right to fixed income.

The legal reserve is a compulsory reserve under Lithuanian legislation. Annual contributions of 5% of the net profit are required until the mandatory reserve reaches 10% of the statutory capital.

On 30 of September 2024 the Company's legal reserve amounts 10% of the statutory capital.

All amounts are in EUR thousands unless otherwise stated

11. Reserve for granting shares

The Group are implementing long term strategic goals and are aiming that the employees who are implementing the strategy are motivated through long term motivational programs. Due to this on 29 April 2022 the Annual General Meeting of Shareholders has approved the rules for granting shares of the Company. The rules stipulate the conditions and procedure for granting Company's shares (free of charge) to the employees of the Company and its subsidiaries.

Not earlier than after 3 years the employees who concluded the transactions shall be entitled to the right to receive shares of the Company free of charge.

On 29 April 2022 the Annual General Meeting of Shareholders has approved the appropriation of the profit of the Company where EUR 500 thousand have been transferred to the reserve for granting shares.

During 17-22 June 2022 the Company has concluded the transactions with senior management employees of the Group and the Company for the option of granting (free of charge) 1,660,000 Company's shares.

12. Non-current and current borrowings

2024.09.30 2023.12.31
Non-current borrowings: 987 2,497
Bank borrowings 987 2,497
Current borrowings: 2,013 2,147
Bank borrowings 2,013 2,147
TOTAL 3,000 4,644

13. Trade and other payables

2024.09.30 2023.12.31
Trade payables 23,515 18,477
Wages and salaries and social security contributions 5,639 4,324
Advance amounts received 247 235
Accrued expenses 400 328
Other amounts payable 1,690 1,486
TOTAL 31,491 24,850
Of which:
Attributable to financial liabilities 25,605 20,291
Not attributable to financial liabilities 5,886 4,559

All amounts are in EUR thousands unless otherwise stated

14. Segment information

For decision making purposes, the Group is organised into three operating business units based on its products produced and has three reportable segments: paper and paper products, wood fibre boards and wood products, raw materials for corrugated cardboard and related products. The Group analyses segment information only up to gross profit, as other operating income and finance income and expenses are not attributed to any segment. Assets and liabilities of the Group are not divided into segments for decision-making purposes.

Segment information about these three business segments is presented below:

Group 9 months 2024 Paper
and
paper
products
Wood
fibre
boards
Raw materials
for corrugated
cardboard and
related
products
Total
reportable
segments
Unallo
cated
Elimi
nation
TOTAL
Unconsolidated segment sales 86,001 21,425 77,123 184,549 10,821 (37,198) 158,172
Inter-segment sales (6,045) (936) (22,007) (28,988) (8,210) 37,198 -
Sales to third parties 79,956 20,489 55,116 155,561 2,611 - 158,172
Cost of sales (59,120) (15,742) (43,857) (118,719) (3,770) - (122,489)
Gross profit 20,836 4,747 11,259 36,842 (1,159) - 35,683
Group 9 months 2023 Paper
and
paper
products
Wood
fibre
boards
Raw materials
for corrugated
cardboard and
related
products
Total
reportable
segments
Unallo
cated
Elimi
nation
TOTAL
Unconsolidated segment sales 75,946 21,323 72,563 169,832 8,824 (29,233) 149,423
Inter-segment sales (5,047) (774) (17,445) (23,266) (5,967) 29,233 -
Sales to third parties 70,899 20,549 55,118 146,566 2,857 - 149,423
Cost of sales (46,855) (17,683) (42,528) (107,066) (2,259) - (109 325)
Gross profit 24,044 2,866 12,590 39,500 598 - 40,098

Sales by region

9 months
2024
9 months
2023
Domestic market (Lithuania) 41,387 46,160
European Union 102,183 87,566
Other countries 14,602 15,697
TOTAL 158,172 149,423

All amounts are in EUR thousands unless otherwise stated

15. Other income

9 months
2024
9 months
2023
Rental income 683 556
TOTAL 683 556

16. Other gains/(losses) – net

9 months
2024
9 months
2023
Net gain from turnover of emission allowances 7 3,744
Result of disposal of assets 982 28
Other gains/(losses) (14) 74
TOTAL 975 3,846

17. Basic and diluted earnings per share

The calculation of the basic and diluted earnings per share is presented below:

9 months
2024
9 months
2023
Net profit for the period attributable to the Company's shareholders 14,364 20,413
Number of ordinary shares 131,400,000 131,400,000
Share-based option 1,660,000 1,660,000
Weighted average number of ordinary shares 133,060,000 133,060,000
Earnings per share (in EUR) 0.109 0.155
Diluted earnings per share (in EUR) 0.108 0.153

18. Adjusted EBITDA

The management of the Group calculate the adjusted EBITDA and believes that this indicator is important for understanding the Group's financial performance. The adjusted EBITDA is calculated by adjusting profit from continuing operations to exclude the impact of taxation, net finance costs, depreciation, amortisation, impairment losses/reversals related to goodwill, intangible assets, property plant and equipment. The calculation also includes amortisation of subsidies related to non-current assets which affects the profit for the period.

The adjusted EBITDA as a performance indicator is not established by IFRS. The Group's definition of the adjusted EBITDA may not match with similarly named performance indicators and disclosures of other entities.

9 months
2024
9 months
2023
Profit for the period 14,087 20,433
Income tax 2,565 3,660
Profit before income tax 16,652 24,093
Adjustment:
Finance costs – net (309) (25)
Depreciation 6,813 6,642
Amortisation 616 525
Amortisation of grants (65) (103)
Adjusted EBITDA 23,707 31,132

All amounts are in EUR thousands unless otherwise stated

19. Court and arbitration proceedings

In 2021 the pre-trial investigation regarding the wastewater management of Grigeo Klaipėda AB, a subsidiary company of Grigeo Group AB (hereinafter - the Subsidiary), was completed by the Klaipėda District Prosecutor's Office of Klaipėda County Prosecutor's Office and the criminal case was referred to court. The court hearings have started in September 2022.

The Subsidiary is charged in criminal case under Articles 270(2), 228(2) and 300(3) of the Criminal Code of the Republic of Lithuania. The Subsidiary received a Civil Claim of the Environmental Protection Department in criminal case regarding compensation of damage caused to the environment in the amount of EUR 48,257,676.57 from the Klaipėda District Prosecutor's Office of Klaipėda County Prosecutor's Office on 26 January 2021. There were no other material events related to this trial over 9 months of 2024 and until the date of signing these interim financial statements.

More information is presented in Note 33 of year 2023 financial statements.

Over 9 months of 2024 the Group and the Company were not involved in other court or arbitration proceedings which would have a material impact on the financial position of Grigeo Group AB.

20. Material uncertainties

Russia's invasion of Ukraine on 24 February 2022 has a negative impact over the Group's financial performance. The Group's subsidiary Grigeo Klaipeda AB has investments in Ukrainian subsidiary Mena Pak AT.

Since the beginning of the war the Group and the Company has discontinued all business relationships with Russia and Belarus and has no receivables from or payables to these countries. The discontinued business with mentioned countries has no impact over Group's and Company's financial results.

Uncertainties related to the investment in Mena Pak AT

The Group's statement of financial position includes the following consolidated assets and liabilities of Mena Pak AT:

Mena Pak AT 2024.09.30 2023.12.31
Non-current assets 490 436
Current assets 2,130 2,116
TOTAL ASSETS 2,620 2,552
Shareholders' equity 2,396 2,306
Non-current liabilities 4 4
Current liabilities 220 242
TOTAL EQUITY AND LIABILITIES 2,620 2,552

The Group's statement of comprehensive income for 9 months of 2024 includes the following consolidated results of Mena Pak AT:

Mena Pak AT 9 months
2024
Revenue 3,181
Profit before tax 347
Net profit 287
EBITDA 389

Mena Pak AT did not incur any physical damage during the war. However, the Group's management estimates that a high uncertainty exists in relation to Mena Pak AT's assets of EUR 2.6 million and liabilities of EUR 0.2 million due to the ongoing war and high uncertainty of future events.

21. Risk factors

Information about financial and other risks and its management is provided in note 3 of financial statements and in note 2.5 of consolidated annual report for year 2023. There are no significant changes during year 2024.

22. Events after the end of the reporting period

There were no material or otherwise significant events after the end of the reporting period.

All amounts are in EUR thousands unless otherwise stated

CONFIRMATION OF RESPONSIBLE PERSONS

In accordance with the Law on Securities of the Republic of Lithuania, and the Rules on the Disclosure of Information by the Bank of Lithuania, we, Chief Executive Officer Tomas Jozonis and Chief Finance Officer Mindaugas Sologubas hereby confirm that, to the best of our knowledge, unaudited interim consolidated financial statements of Grigeo Group AB for the nine months period ended 30 September 2024, prepared in accordance with the International Financial Reporting Standards as adopted by the European Union, give a true and fair view of assets, liabilities, financial position, profit or loss and cash flows of the Group, and also that the unaudited interim consolidated report shows fair business environment as well as description of the Group's performance.

Chief Executive Officer of Grigeo Group AB Tomas Jozonis

Chief Finance Officer of Grigeo Group AB Mindaugas Sologubas

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