Annual / Quarterly Financial Statement • Mar 2, 2020
Annual / Quarterly Financial Statement
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| 1 | Company presentation | 2 |
|---|---|---|
| 2 | Statement of main items of the financial position and the preliminary results as at December 31, 2019 |
3 |
| Annex 1 | Separate Statement of Financial Position as at December 31, 2019 (preliminary unaudited) |
5 |
|---|---|---|
| Annex 2 | Separate Statement of Profit and Loss and Other Comprehensive Income as at December 31, 2019 (preliminary unaudited) |
6 |
| Annex 3 | Statement of changes in equity as at December 31, 2019 (preliminary unaudited) |
7 |
| Annex 4 | Cash flow statement as at December 31, 2019 (preliminary unaudited) |
9 |
This report presents the preliminary unaudited financial results of SIF Banat-Crișana as at December 31, 2019, prepared in compliance to the Norm 39/2015 issued by the Financial Supervisory Authority (ASF). The financial results presented herein are preliminary and subject to subsequent adjustments.
This English version of the report is a convenience translation of the Romanian language "Preliminary financial results as at December 31, 2019". The Romanian version of the report is the official document.
| COMPANY NAME | Societatea de Investiții Financiare Banat-Crișana S.A. (hereinafter referred to as "SIF Banat-Crișana" or "the Company") |
|---|---|
| COMPANY TYPE | ▪ closed-end investment company self-managed, with a diversified investment policy investment policy, endorsed by the Financial Supervisory Authority by Endorsement no. 258 / 14.12.2005 and as AIFM with Authorization no. 78/09.03.2018, equivalent to closed-ended AIF ▪ set-up as a joint stock company in November 1996 pursuant to the provisions of Law no. 133/1996 for the conversion of the Private Property Funds (FPP) into Financial Investment Companies (SIF) ▪ Romanian legal entity with private capital |
| SHARE CAPITAL | ▪ RON 51,746,072.40 – subscribed and paid-in capital ▪ 517,460,724 shares issued; 514,542,363 outstanding shares ▪ RON 0.10 per share nominal value |
| REGISTRATIONS | ▪ Number in Trade Register J02/1898/1992 ▪ Tax Identification Code RO 2761040 ▪ Number in ASF AFIAA Register PJR07.1AFIAA / 020007 / 09.03.2018 ▪ Number in ASF SIIRS Register PJR09SIIR/020002/2006 ▪ Legal Entity Identifier (LEI) 254900GAQ2XT8DPA7274 |
| MAIN ACTIVITY | Main activity is, as per the classification of economic activities in the national economy (CAEN): financial intermediation, except for insurance and pension funds (CAEN code 64), and the main object of activity: Other financial intermediation n.c.a. (CAEN code 6499): ▪ carrying out financial investments in order to maximize the value of own shares in accordance with the regulations in force; ▪ management of investment portfolio and exercising all of the rights related to the instruments in which investments are made; ▪ risk management; ▪ other activities auxiliary and associated to the collective investment activity, in accordance with the regulations in force. |
| TRADING MARKET | The company is listed since November 1, 1999 on the regulated market of Bucharest Stock Exchange (BVB or BSE) – Premium category - ticker SIF1 |
| FINANCIAL AUDITOR | Deloitte Audit S.R.L. starting with 2019 financial year (PricewaterhouseCoopers Audit S.R.L. for 2016 – 2018 financial years) |
| DEPOSITARY BANK | Banca Comercială Română (BCR), starting with November 2019 (BRD - Groupe Société Générale during January 2014 – October 2019) |
| SHARES AND SHAREHOLDERS' REGISTRY |
Depozitarul Central S.A. Bucharest |
| HEADQUARTERS | Arad, 35A Calea Victoriei, 310158, Romania TEL +40257 304 438 FAX +40257 250 165 EMAIL [email protected] WEB www.sif1.ro |
| BRANCH | Bucharest 46-48 S. V. Rahmaninov Str., 3rd floor, sector 2, 020199, Bucharest |
SIF Banat-Crișana publishes the preliminary unaudited financial results as at December 31, 2019, prepared in compliance to the Norm 39/2015 for the approval of the Accounting Regulations compliant with IFRS adopted by EU applicable to entities authorized, regulated and supervised by the Financial Supervisory Authority (ASF) Financial Instruments and Investments Sector.
Total assets held by SIF Banat-Crișana as at December 31, 2019, amounting to RON 2,926.7 million, are up 19.3% as compared to 2018, as an effect of the fair value increase related to the financial assets with the highest weight in the managed portfolio (stakes in financial and energy companies), on the back of the upward evolution of the stock markets.
Within the total assets, the main weight is held by the financial assets, of 99%, comparable to 2018. These mainly consist of financial assets measured at fair value through profit or loss (holdings in subsidiaries and associates, bonds issued by subsidiaries and fund units) and the financial assets measured at fair value through other comprehensive income (shares and corporate bonds). Measurement at fair value is carried out in accordance with the provisions of IFRS 13, using either the available market quotation for listed assets (which meet active market conditions) or valuation reports prepared by authorized valuators, as per International Valuation Standards (for unlisted or listed holdings but without an active market).
Cash and cash equivalents comprise mostly short-term placements in bank deposits, having an initial duration of up to 3 months. The increase versus 2018 is primarily a consequence of steering the net cash from financial assets trades towards short term fixed income instruments.
Total liabilities are above those at the end of 2018, up 35.7%, mainly as an effect of the recognition of a deferred income tax, related to the positive taxable changes recognized in other comprehensive income, as a result of the measurement at fair value of the financial assets during 2019.
As at December 31, 2019, equity amounted to RON 2,748.2 million, up 18.4% vs. the value recorded at the end of the previous year, on the back of:
The upsurge of the Net profit compared to 2018, due both to the contribution of the income elements (dividends, interest) and especially to the component of investment gains (positive changes in fair value related to the financial assets measured at fair value through profit or loss), mainly driven by the investments held in fund units;
The increase of Other reserves is due to the transfer of the net profit of the year 2018 in the reserves, as own funding sources;
The item changes in the fair value of the financial assets measured through other comprehensive income rose 35% compared to the end of 2018, following the recognition of the positive changes of fair value related to the financial assets highlighted in this category (shares in companies where SIF Banat-Crișana holds a minority position - mainly the banking and energy sector, shares in the 2 consolidated subsidiaries, corporate bonds).
Dividend income, interest income and other income as at December 31, 2019 (preliminary) amounted to RON 121.5 million, up 5.8% as compared to 2018. The increase is mainly due to the upturn in the volume of dividends collected from stakes in banks held by the Company and directing the investments in fixed income instruments to corporate bonds.
Gain on investment in the financial year 2019, favourable as compared to 2018, is mainly the effect of recognizing within the revenues the fair value changes of assets measured at fair value through profit or loss.
Other operating expenses, including operating expenses, are 28.7% above those of the previous year's, having an slower yoy progress compared to the growth of the company's net profit (+106%) or to the increase of the value surplus of the financial assets at fair value through other comprehensive income (+35%).
The preliminary net profit for the financial year 2019 is of RON 159.5 million, up 106.6% as compared to the prior year's result, mainly as a result of the influences detailed above.
Other comprehensive income includes changes in fair value of financial assets at fair value through other comprehensive income, up as compared to the previous year mainly as an effect of the positive dynamics of the fair value of the portfolio of financial assets listed on the Stock Exchange (stakes in the financial and the energy sector).
Dorel BABA Financial Reporting Manager
Annex 1
| Assets | ||
|---|---|---|
| Cash and cash equivalents | 117,203,806 | 29,230,410 |
| Bank deposits | 4,512,500 | 6,044,457 |
| Financial assets at fair value through profit and loss | 1,220,126,673 | 1,105,989,265 |
| Financial assets at fair value through other comprehensive income (shares) | 1,503,213,414 | 1,274,462,535 |
| Financial assets at fair value through other comprehensive income (bonds) | 5,053,633 | 4,882,639 |
| Financial assets at amortized cost | 49,911,172 | 6,505,683 |
| Investment property | 20,047,164 | 20,128,515 |
| Tangible assets | 4,080,130 | 3,203,517 |
| Assets representing rights of use of assets reflected according to IFRS 16 | 1,117,902 | - |
| Other financial assets | 1,191,647 | 2,277,307 |
| Other assets | 220,299 | 218,926 |
| Total assets | 2,926,678,339 | 2,452,943,252 |
| Liabilities | ||
| Dividends to be paid | - | 5,495 |
| Deferred income tax | 169,850,613 | 129,889,043 |
| Liabilities recognised according to IFRS 16 | 1,121,202 | - |
| Current income tax | 4,451,293 | |
| Other financial liabilities | 3,041,305 | 1,614,345 |
| Other liabilities and deferred revenues | 10,473 | 13,757 |
| Total liabilities | 178,474,885 | 131,522,640 |
| Equity | ||
| Statutory share capital | 51,746,072 | 51,746,072 |
| Treasury shares | (7,295,461) | (223,486) |
| Loss on repurchase of own shares | (134,838) | (559) |
| Benefits granted in equity instruments | - | 2,380,000 |
| Retained earnings | 812,306,354 | 683,411,583 |
| Other reserves | 997,961,099 | 920.774.872 |
| Reserves from revaluation of tangible assets | 1,176,569 | 105,016 |
| Legal reserves | 10,349,214 | 10,349,214 |
| Reserves from fair value changes in assets measured at fair value through other | ||
| comprehensive income | 882,094,444 | 652,877,901 |
| Total equity | 2,748,203,454 | 2,321,420,613 |
| Total liabilities and equity | 2,926,678,339 | 2,452,943,252 |
Bogdan-Alexandru DRĂGOI
Chairman and CEO
Dorel BABA
Financial Reporting Manager
| Revenues Dividend income 115,088,023 110,224,602 Interest income – assets at amortized cost, assets at fair value through other comprehensive income 2,374,141 2,680,780 Interest income – assets at fair value through profit or loss 3,678,040 1,719,092 Other operating revenues 397,308 252,136 Gain/(Loss) on investment Gain / (Loss) on investment property (81,351) 86,351 Gain / (Loss) on foreign exchange 1,961,301 92,468 Gain / (Loss) on financial assets at fair value through profit and loss 74,073,706 (14,950,272) Net profit / (Loss) on sale of assets - (1,282,416) Expenses Fees and charges (3,322,619) (3,248,280) Other operating expenses (18,913,441) (14,682,344) Profit before income tax 175,255,109 80,892,117 Income tax (15,760,578) (3,705,890) Net profit for the period 159,494,532 77,186,227 Other comprehensive income Amounts that are or may be transferred to profit or loss Amounts that may be transferred to profit or loss (debt instruments) 41,503 (28,769) Amounts transferred to profit or loss (debt instruments) - 1,282,416 Amounts that are or may be transferred to retained earnings Change in fair value of shares measured through other comprehensive income 329,488,683 (106,586,424) Change of reserve from revaluation of fixed assets 1,071,553 7,222 The effect of income tax on items above (53,727,177) 22,127,427 Other comprehensive income 276,874,562 (83,198,128) Total comprehensive income for the period 436,369,094 (6,011,901) Earnings per share Basic 0.309 0.149 Diluted 0.309 0.149 |
in RON | Dec. 31, 2019 | Dec. 31, 2018 |
|---|---|---|---|
Chairman and CEO
Financial Reporting Manager
| Denominated in RON | Share capital Treasury stock Losses from | the repurchase of own shares |
Legal reserves |
Reserves from value changes in financial assets at fair value through other comprehensive income |
Reserves from revaluation of fixed assets |
Other reserves Benefits granted in equity instruments |
Retained earnings |
Total | ||
|---|---|---|---|---|---|---|---|---|---|---|
| Balance at December 31, 2019 | 51,746,073 | (223,487) | (559) | 10,349,214 | 652,877,901 | 105,016 | 920,774,871 | 2,380,000 | 683,411,583 | 2,321,420,613 |
| Comprehensive income | ||||||||||
| Profit for the period | 159,494,532 | 159,494,532 | ||||||||
| Other comprehensive income Reserve from revaluation of financial assets transferred to profit and loss Reserve from revaluation of financial assets |
||||||||||
| transferred to retained earnings | (54,738,485) | 54,738,485 | - | |||||||
| Change of legal reserve | 329,538,091 | 329,538,091 | ||||||||
| Revaluation of tangible assets | 1,071,553 | 1,071,553 | ||||||||
| Related deferred tax | (45,583,064) | (8,152,018) | (53,735,082) | |||||||
| Total comprehensive income for the period | 229,216,543 | 1,071,553 | 206,080,998 | 436,369,094 | ||||||
| Other reserves – own sources | 77,186,227 | (77,186,227) | - | |||||||
| Dividends payable for 2018 | ||||||||||
| Dividends written-off | ||||||||||
| Change in benefits granted | 3,499,788 | 64,684 | (2,380,000) | 1,184,473 | ||||||
| Repurchase of own shares | (10,571,763) | (198,963) | (10,770,726) | |||||||
| Cancelation of own shares | ||||||||||
| Total transactions with shareholders recognized directly in equity |
(7,071,974) | (134,279) | 77,186,227 | (2,380,000) | (77,186,227) | (9,586,253) | ||||
| Balance at December 31, 2019 | 51,746,073 | (7,295,461) | (134,837) | 10,349,214 | 882,094,444 | 1,176,569 | 997,961,098 | - | 812,306,354 | 2,748,203,454 |
| Denominated in RON | Share capital |
Treasury stock |
Losses from the redemption of own shares |
Legal reserves |
Reserves from revaluation of financial assets available for sale |
Reserves from value changes in financial assets at fair value through other comprehensive income |
Reserves from revaluation of fixed assets |
Other reserves |
Benefits granted in equity instruments |
Retained earnings |
Total |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Balance as at December 31, 2017 | 52,000,000 | (4,748,190) | (124,659) 10,976,985 | 1,251,829,179 | 0 | 97,794 | 835,775,929 | 0 | 145,433,106 | 2,291,240,143 | |
| Effect of transition to IFRS 9 | (1,251,829,179) | 1,176,253,311 | 94,173,757 | 18,597,889 | |||||||
| Balance at January 1, 2018 - restated | 52,000,000 | (4,748,190) | (124,659) 10,976,985 | 0 | 1,176,253,311 | 97,794 | 835,775,929 | 0 | 239,606,863 | 2,309,838,033 | |
| Effect of IFRS 10 – change of fair value for deconsolidated subsidiaries |
(376,323,691) | 376,323,691 | 0 | ||||||||
| Profit for the period | - | - | - | 77,186,227 | 77,186,227 | ||||||
| Reserve from revaluation of financial assets transferred to profit or loss |
- | - | 1,282,416 | - | 1,282,416 | ||||||
| Reserve from revaluation of financial assets transferred to retained earnings |
(71,300,623) | 71,300,623 | 0 | ||||||||
| Change in reserve | - | (627,771) | (106,620,673) | 627,771 | (106,620,673) | ||||||
| Revaluation of tangible assets | 7,222 | (7,222) | - | ||||||||
| Related deferred tax | 29,587,161 | (7,454,254) | 22,132,907 | ||||||||
| Total comprehensive income for the period | - | - | - | (627,771) | (523,375,410) | 7,222 | - | - | 517,976,836 | (6,019,123) | |
| Other reserves – own sources | 69,553,194 | - | (69,553,194) | 0 | |||||||
| Dividends payable for 2017 | - | - | - | - | - | ||||||
| Dividends written-off | - | - | - | - | 15,445,748 | - | 15,445,748 | ||||
| Repurchase of own shares | (223,486) | (559) | 2,380,000 | (4,618,922) | (2,462,967) | ||||||
| Cancelation of own shares | (253,928) | 4,748,190 | 124,659 | 4,618,921 | |||||||
| Total transactions with shareholders recognized directly in equity |
(253,928) | 4,524,704 | 124,100 | - | - | - | 84,998,942 | 2,380,000 | (74,172,116) | 17,601,702 | |
| Balance at December 31, 2018 | 51,746,073 | (223,486) | (559) 10,349,214 | 0 | 652,877,901 | 105,016 | 920,774,871 | 2,380,000 | 683,411,583 | 2,321,420,613 |
Chairman and CEO Financial Reporting Manager
| Denominated in RON | Dec. 31, 2019 | Dec. 31, 2018 | |
|---|---|---|---|
| Operating activities | |||
| Net profit for the period | 159,494,532 | 77,186,227 | |
| Adjustments for: | |||
| Depreciation of tangible and intangible assets | 271,833 | 281,866 | |
| Net (gain)/loss from disposal of tangible assets | 1,585 | 4,557 | |
| Gain from valuation of investment property | 81,351 | (86,351) | |
| Net profit from sale of assets (debt instruments) | - | 1,282,416 | |
| (Net gain)/Net loss from financial assets at fair value through profit or loss | (74,073,706) | 14,950,272 | |
| Dividend income | (115,088,023) | (110,224,602) | |
| Interest income | (6,052,181) | (4,399,872) | |
| Interest on purchase of assets reflected according to IFRS 16 | 7,622 | - | |
| Expense with / (income from) foreign exchange of financial assets | (1,231,751) | (10,086) | |
| Benefits granted in equity instruments | 1,414,000 | 2,380,000 | |
| Income tax | 15,760,578 | 3,705,890 | |
| Changes in operating assets and liabilities | |||
| Change in other assets (claims, etc.) | (85,847) | 17,207 | |
| Change in other financial liabilities | 1,393,549 | (2,083,394) | |
| Income tax paid | (19,121,966) | (25,588,823) | |
| Net cash used in operating activities | (37,228,425) | (42,584,692) | |
| Investment activities | |||
| Payments for acquisition of financial assets measured at fair value through other | |||
| comprehensive income (shares, bonds) | (6,586,167) | (101,077,286) | |
| Proceeds from sales of financial assets measured at fair value through other | |||
| comprehensive income (shares, bonds) | 107,323,972 | 172,710,266 | |
| (Placements) / Proceeds from bank deposits with term greater than three months | 1,500,000 | (1,200,000) | |
| Proceeds from sale / repurchase of assets at fair value through profit or loss | |||
| account (fund units, bonds) Payments for purchase of assets at fair value through profit or loss account (fund |
84,852,486 | 23,466,399 | |
| units, bonds, shares) | (123,637,912) | (145,923,864) | |
| Proceeds / (Payments) from/for sale of assets measured at amortized cost | (42,995,700) | - | |
| Payments for purchases of tangible assets | (49,697) | (58,870) | |
| Dividends collected | 110,293,952 | 106,528,122 | |
| Interest collected | 5,277,106 | 6,274,164 | |
| Net cash from investment activities | 135,978,041 | 60,718,931 | |
| Financing activities | |||
| Dividends paid | (5,495) | - | |
| Repurchase of own shares | (10,770,725) | (224,045) | |
| Net cash used in financing activities | (10,776,220) | (224,045) | |
| Net increase / (decrease) in cash and cash equivalents | 87,973,396 | 17,910,193 | |
| Cash and cash equivalents at January 1 | 29,230,410 | 11,320,217 | |
| Cash and cash equivalents at December 31 | 117,203,806 | 29,230,410 | |
Bogdan-Alexandru DRĂGOI
Chairman and CEO
Dorel BABA Financial Reporting Manager Annex 4
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