Quarterly Report • Sep 3, 2024
Quarterly Report
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[Strictly Confidential]
| A. Representation of the Members of the Board of Directors 4 | |
|---|---|
| B. Six-month Board of Directors' Report for the period 01.01.2024 to 30.06.2024 5 | |
| 1. Financial progress and performances in the reporting period 5 | |
| 2. Significant events during the first half of 2024 and their effect on the interim condensed financial information 7 |
|
| 3. Main risks and uncertainties in the second half of 2024 11 | |
| 4. Company's strategy and Group's prospects for the second half of 2024 16 | |
| 5. Related Party Transactions 21 | |
| 6. Subsequent events 23 | |
| 7. Alternative Performance Indicators (API) 24 | |
| C. Interim Condensed Financial Information 26 | |
| Report on Review of Interim Financial Information 27 |
|
| 1. Condensed Statement of Financial Position 29 | |
| 2. Condensed Income Statement & Statement of Comprehensive Income 30 | |
| 3. Condensed Statement of Changes in Equity 31 | |
| 3.1. Condensed Consolidated Statement of Changes in Equity 31 | |
| 3.2. Condensed Statement of Changes in Equity of the Company 32 | |
| 4. Condensed Cash Flow Statement 33 | |
| Notes on the Interim Condensed Financial Information 34 | |
| 1. General information for the Group and the Company 34 | |
| 2. Basis for the preparation of the Interim Condensed Financial Information 34 | |
| 2.1. Important accounting estimates and judgements 35 | |
| 2.2. New Standards, amendments to standards and interpretations 35 | |
| 3. Group structure 39 | |
| 4. Operating segments 40 | |
| 5. Intangible assets 44 | |
| 6. Property, plant and equipment 48 | |
| 7. Right-of-Use Assets and Lease liabilities 50 | |
| 8. Other non - current assets 52 | |
| 9. Deferred taxes – Income Taxes 53 | |
| 10. Inventories 56 | |
| 11. Trade receivables 56 | |
| 12. Other current assets 58 |
| 13. Cash and cash equivalents 59 | |
|---|---|
| 14. Share capital and Share Premium 59 | |
| 15. Non-controlling interests 60 | |
| 16. Borrowings 61 | |
| 17. Other non-current liabilities 63 | |
| 18. Trade payables 64 | |
| 19. Other current liabilities 65 | |
| 20. Dividends and Share Capital return 66 | |
| 21. GGR Contribution and other levies and duties 67 | |
| 22. Agents' commissions 67 | |
| 23. Other direct costs 68 | |
| 24. Revenue from non-gaming activities 68 | |
| 25. Income related to the extension of the concession of the exclusive right 2020-2030 69 | |
| 26. Cost of sales related to non-gaming activities 69 | |
| 27. Payroll expenses 70 | |
| 28. Marketing expenses 70 | |
| 29. Other operating expenses 71 | |
| 30. Finance income / (costs) 72 | |
| 31. Income tax expense 73 | |
| 32. Related party disclosures 74 | |
| 33. Financial instruments and financial risk factors 79 | |
| 34. Subsequent events 86 |
(according to article 5, par. 2 of L. 3556/2007)
The members of the Board of Directors of ORGANIZATION OF FOOTBALL PROGNOSTICS S.A. ("OPAP S.A." or the "Company"):
notify and certify that as far as they know:
Athens, 29 August 2024
Chairman Board Member and Chief Executive Officer
Board Member and Chief Financial Officer
4
[Strictly Confidential]
Kamil Ziegler Jan Karas Pavel Mucha
(according to par. 6 of article 5 of the Law 3556/2007 and the decisions of Hellenic Capital Market Commission Decision 8/754/14.04.2016 article 4 and Decision 1/434/2007 article 3)
The six-month Board of Directors' Report of OPAP S.A. (the "Company" or "Parent company") refers to the first six months of 2024 and was prepared in compliance with the provisions set forth in article 5 of Law 3556/2007 and the relevant Hellenic Capital Market Commission Rules issued by the Board of Directors of the Hellenic Capital Market Commission. The Company and its subsidiaries shall hereafter collectively be referred to as the "Group".
The report describes briefly the financial performance of the Group and the Company respectively for the first six months of 2024, as well as significant events which took place during the same period and had a significant effect on the Interim Condensed Financial Information. It also describes significant risks that may arise during the following remaining period of the fiscal year 2024 and finally, the material transactions with the Company's and the Group's related parties.
[Strictly Confidential]
(Amounts in thousands of euro) 01.01- 30.06.2024 01.01- 30.06.2023 Δ % Revenue (GGR) 1,082,511 1,025,554 5.6% GGR contribution and other levies and duties (342,372) (317,229) (7.9%) Net gaming revenue (NGR) 740,140 708,325 4.5% Profit before interest, tax, depreciation and amortisation (EBITDA) 373,650 374,427 (0.2%) Profit before income tax 315,345 304,623 3.5% Profit for the period 237,005 228,699 3.6% Net increase/(decrease) in cash and cash equivalents Net cash inflow from operating activities 302,860 303,850 (0.3%) Net cash outflow from investing activities (15,695) (18,461) 15.0% Net cash outflow from financing activities (324,053) (446,562) 27.4%
The Group's key financial figures are presented below:
| (Amounts in thousands of euro) | 01.01- 30.06.2024 |
01.01- 30.06.2023 |
Δ % |
|---|---|---|---|
| Revenue (GGR) | 706,691 | 689,670 | 2.5% |
| GGR contribution and other levies and duties | (217,305) | (209,263) | (3.8%) |
| Net gaming revenue (NGR) | 489,386 | 480,407 | 1.9% |
| Profit before interest, tax, depreciation and amortisation (EBITDA) |
296,827 | 308,243 | (3.7%) |
| Profit before income tax | 289,814 434,833 |
(33.4%) | |
| Profit for the period | 236,842 378,271 |
(37.4%) | |
| Net increase/(decrease) in cash and cash equivalents | |||
| Net cash inflow from operating activities | 284,638 | 265,178 | 7.3% |
| Net cash inflow from investing activities | 42,490 | 166,909 | (74.5%) |
| Net cash outflow from financing activities | (324,064) | (446,322) | 27.4% |
The Company's key financial figures are presented below:
In HY 2024, the Group achieved a strong financial performance in terms of Revenue (GGR) and Net gaming revenue (NGR), both increased compared to the previous period. This increase reflects the ongoing trend of the organic growth within the Group which has been primarily driven by the strong results of the online (+24.3% in GGR) and the constant resilience of the VLT operations and the retail sector.
Despite the observed increase in gaming activity during the period, the financial performance of both the Group and the Company has not adequately reflected this trend. In terms of EBITDA, the variations are presented negative due to higher operating expenses, in particular front-loaded marketing expenses, to support recent launch of Eurojackpot, revamp of Lotto and Tzoker and EURO football championship, as well as higher payroll and other operating expenses.
As far as the cash flows are concerned:
On 26.06.2024 the Concession Agreement between OPAP CYPRUS LTD and the Republic of Cyprus was signed pursuant to the provisions of Law 52(Ι)/2018 entitled "The Law on Specific Games of Chance of 2018". It is noted that, on the same date the Codes of Practice were published in the Government Gazette, the National Betting Authority granted to OPAP CYPRUS LTD the relevant exclusive licence and the 2003 Intergovernmental Agreement between the Hellenic Republic and the Republic of Cyprus was terminated. According to the terms of the Concession Agreement, OPAP CYPRUS LTD will exclusively conduct, provide, and manage designated games of chance in the Cypriot market for a period of 15 years. The consideration for the licence will be paid in 15 annual installments, based on a specific mathematical formula, which will also reflect the annual performance of the games offered by OPAP CYPRUS LTD. The first installment of €4,200 th. was paid on 26.06.2024. All other installments are payable on January 31st of every licence year. Moreover, the participation of the Republic of Cyprus in the GGR of the games conducted by OPAP CYPRUS LTD reaches 22.5%. Additionally, OPAP CYPRUS LTD will have to dispense an amount equal to 5% of the GGR generated from its games for sponsorships of sporting, social and charitable activities taking place within the Republic of Cyprus. The minimum annual proceeds for the Republic of Cyprus are set at €20,000 th..
With regards to the impact of the aforementioned events on the six-month financial report, an intangible asset of € 72,470 th. has been recognised in the Condensed Statement of Financial Position, alongside an equal financial liability. The intangible asset will be amortised on a straight-line method over the 15-year concession period ie. until 26.06.2039 while the financial liability was presented discounted. As of 30.06.2024, the discounting resulted to the recognition of a financial income of € 12,099 th. in the Condensed Income Statement & Statement of Comprehensive Income.
On 30.01.2024, HORSE RACES SINGLE MEMBER S.A., after having informed all parties involved, proceeded to the cessation of the organization and conduct of Greek horse races, following its release, pursuant to article 3.1 (ix) of the 24.04.2015 Concession Agreement, from the relevant obligation, given that the number of the registered horses with the Greek Jockey Club has fallen and consistently remains below 300 on average for the last two consecutive Concession Years (2022 and 2023). In addition, on the above date, HORSE RACES SINGLE MEMBER S.A. exercised its contractual right to terminate the 24.04.2015 Lease Agreement of Markopoulo Racecourse. The leasehold was delivered to the lessor ODIE S.A. under special liquidation on 01.04.2024.
Regarding the above developments, it is noted that HORSE RACES SINGLE MEMBER S.A., from 2016 and onwards, has made every reasonable and best effort for the revival and development of the Greek horse racing activity, which already before the time of its takeover by the company had fallen into an extremely precarious situation. However, despite the significant and long-term efforts of HORSE RACES SINGLE MEMBER S.A. and its continuous major investments (amounting to dozens of millions of euros), by far exceeding the contractual obligations of the company, Greek horse races and mutual betting on Greek races kept declining significantly, thus leading eventually to an irreversible situation, as evidenced by the dramatic decline in the number of registered horses with the Greek Jockey Club. In that context, despite the above efforts of the company, Greek horse races steadily remained a hugely loss-making and unsustainable business.
It is noted that the activity of HORSE RACES SINGLE MEMBER S.A. in relation to the provision of mutual betting on foreign horse races is not affected by the above developments and normally continues, under the 24.04.2015 Concession Agreement, which the company strictly adheres to.
It is noted that there is no impact on the interim condensed financial information for the first half of 2024. The financial impact of this event was fully incorporated into the 2023 Group Financial Statements, and no further or only immaterial financial effects are expected in the current reporting period.
TORA DIRECT SINGLE MEMBER S.A., according to the meeting of its Board of Directors dated 26.02.2024, issued a common bond loan of € 9,000 th., divided to 9,000 bonds of € 1,000 each. OPAP S.A. subscribed for the whole amount of € 9,000 th. As at 30.06.2024 the outstanding balance of this loan amounts to € 9,000 th. and is presented within "Other current assets" on the Condensed Statement of Financial Position of the Company. This bond loan does not impact the Interim Condensed Financial Information of the Group, as it is eliminated on consolidation.
On 12.01.2024, the Company proceeded with an early repayment of € 10,000 th. of its loan from OPAP CYPRUS LTD.
[Strictly Confidential]
The Company's Board of Directors decided during its meeting on 12.03.2024 to distribute a gross amount of € 590,271 th. or € 1.612297036 per share as final dividend for the fiscal year 2023 with € 1.001771387 per share having already been paid as interim dividend in November 2023.
The Company's 24th Annual General Meeting ("AGM") of the Shareholders of the Company dated 25.04.2024 approved the abovementioned distribution and a gross amount of € 222,038 th. or € 0.610525649 per share, excluding 6,379,994 treasury shares, was distributed on 09.05.2024.
Additionally, the Company's AGM decided the increase of the share capital of the Company by an amount of € 92,516 th., through the capitalization of an equal amount from the share premium reserve and the increase of the nominal value of each share of the Company by € 0.25 (from € 0.30 to € 0.55) to be followed by a share capital return of an equivalent amount (€ 92,516 th.) through a reduction of the nominal value of each share of the Company by € 0.25 (from € 0.55 to € 0.30), which was distributed on 01.07.2024. Consequently, the total shareholders remuneration for the fiscal year 2023 amounted to € 1.862297036 per share.
The Board of Directors of HELLENIC LOTTERIES S.A. decided on 29.04.2024 to propose to its shareholders at the AGM, the increase of its share capital by € 24,000 th.. The AGM of HELLENIC LOTTERIES S.A. dated 17.06.2024 approved the issuance of 2,400,000 new ordinary shares of € 0.04 nominal price at an issue price of € 10.00 each (i.e. at a € 9.96 share premium each). Consequently, the Share Capital of HELLENIC LOTTERIES S.A. increased by € 96 th. and its Share Premium reserve by € 23,904 th.. The respective amount has not paid yet.
[Strictly Confidential]
On 04.10.2023, the Company, following the 2023 AGM resolution on the establishment of a share buyback programme and the corresponding announcement to the investment community on 04.09.2023, initiated the purchase of own shares.
Starting from 01.01.2024 and as of 30.06.2024, the Company has purchased through the Athens Stock Exchange 4,943,646 own shares, for a total purchase value of € 77,667 th., at an average price of € 15.71 per share. The Company as of 30.06.2024 holds in aggregate 8,834,582 own shares, i.e. a percentage of 2.39% of the total number of shares issued by it.
On 27.02.2024, OPAP ECO SINGLE MEMBER S.A. was established by OPAP INVESTMENT LTD, a wholly owned subsidiary of OPAP S.A. and its purpose is the conclusion of power purchase agreements with third parties in order to manage and mitigate the risks associated with electricity purchase prices, for the advantage of the Company, the broader OPAP Group entities, and to fortify the agent's network.
On 03.11.2022, the Company acquired from the Greek State the licence to conduct the numerical lottery game "Eurojackpot" in the Greek territory exclusively through its land-based network (OPAP Stores) for a period of 10 years with the option to be renewed for an equal or shorter time period, starting from the date of the conduct of the first draw in Greece, which took place on 08.03.2024.
Below we present the main risks and uncertainties to which the Group is exposed.
The Greek economy has posted solid growth so far in 2024, benefited by the strengthening of consumer confidence, while it is projected to continue growing above its long-term growth potential and the euro area average, boosted by higher investments, elevated employment levels and the overall improvement of the external economic conditions. In addition, strong private consumption, exports and a growing tourism sector are forecasted to remain key growth drivers throughout the year. Prudent fiscal policy implementation has paid off with Greece reducing its deficits significantly and ranking among the European Union's best performers, leading to primary surpluses of around 2% of GDP. Furthermore, the recent decision by the Governing Council of the ECB to reduce its three key interest rates by 25 basis points alongside the further normalization of energy prices and the deceleration of inflation could have a positive impact on the economic outlook for the rest of the year. On the other hand, the existing conflicts in Ukraine and Middle East and the increased political risk in Europe and United States, could weigh negatively on projected growth.
The Group's activity is significantly affected by disposable income and private consumption, which in turn are affected by the current economic conditions in Greece, such as the GDP, unemployment, inflation, taxation levels and increased energy costs. As such, a potential deterioration of the aforementioned indicators together with a decline in economic sentiment and/or consumer confidence, could result in a decrease of the gaming related frequency and spending of the Group's customers.
The gaming sector in Greece is intensively regulated by the Hellenic Gaming Commission. The Greek authorities may unilaterally alter the legislative and regulatory framework that governs the provision of the games offered by the Group, whilst respecting obligations coming from valid concession agreements. Modifications of the Greek regulatory framework, drive evolving challenges for the Group and may have a substantial impact, due to the restrictions of betting activities or the increase of compliance costs.
OPAP consistently complies with regulatory standards and its obligations under its various licences and continuously monitors, analyses and addresses changing regulatory requirements in an efficient and effective manner.
A potential inability on the Group's part to comply with the regulatory and legal framework, as in force from time to time, could have a negative impact on the Group's business activities. Additionally, potential restrictions on advertising can reduce the ability to reach new customers, thus impacting the
implementation of the strategic objectives to focus on sustainable value increase of the Group's business activities.
OPAP participates in the public consultations of laws and regulations proposals and drafts, related to the business activities of the Group which are submitted by the competent authorities (Hellenic Gaming Commission, Ministry of Finance etc.). Furthermore, OPAP continually adapts to the changing regulatory/legal framework, while through appropriate policies, processes and controls a rational and balanced gaming regulation has been achieved.
It is finally mentioned that the Group's foremost objective is to align as well with the regulatory framework beyond Greek territory, to pioneer and apply the best practices internationally. This commitment is evidenced by the recent renewal of the certifications awarded to OPAP in the 'Responsible Gaming' by the European Lotteries ("EL") and the World Lottery Association ("WLA").
The Group's business activities and the sector in which it operates are subject to various taxes and charges, such as the special contribution on the games it operates which is calculated based on the Gross Gaming Revenue (GGR), the tax on players' winnings and the income tax of legal entities.
The Company is exposed to the risk of changes to the existing gaming taxation framework or the gaming tax rates, creating unexpected increased costs for the business and impacting the implementation of Group's strategic objectives for sustainable revenues and additional investments. The Company is seeking to promptly respond to any potential tax changes, by maintaining the required tax planning resources and developing contingency plans so as to implement the required mitigating actions and to minimize the overall impact.
Market risk arises from the possibility that changes in market prices such as exchange rates and interest rates affect the results of the Group and the Company or the value of financial instruments held. The management of market risk consists in the effort of the Group and the Company to control their exposure to acceptable limits, mainly through monitoring interest rates on borrowings and restricting investments in volatile financial instruments that are sensitive to market risks.
The main risks that comprise market risk are described below:
[Strictly Confidential]
OPAP S.A. | 112 Athinon Ave, 104 42 Athens, Greece, Tel: +30 (210) 5798800 Currency risk is the risk that the fair values or the cash flows of a financial instrument fluctuate due to foreign currency changes. The Group operates in Greece and Cyprus and the vast majority of its income, transactions, supplier agreements and costs are denominated or based in euro. Consequently, there is no substantial foreign exchange currency risk. Additionally, the vast majority of Group's cost base is, either proportional to the Group's revenues (i.e. payout to winners, agents commission, vendors revenue-based fees') or to transactions with domestic companies (i.e. IT, marketing).
The Group is exposed to interest rate risk through the impact of rate changes on interest-bearing liabilities and assets. Cash flow interest rate risk is the risk that changes in market interest rates will impact cash flows arising from variable rate financial instruments. Fair value interest rate risk is the risk that the value of a financial asset or liability will fluctuate because of changes in market interest rates.
The existing debt facilities, as of 30.06.2024, stand at € 651,640 th. and € 628,870 th. for the Group and the Company, respectively.
On 30.06.2024, the floating-rate loans of the Group which are exposed to cash flow interest rate risk are € 63,202 th. of debt or 10% of total debt. The remaining € 588,438 th. (90% of total debt) are fixed rate borrowings.
Given that most of the Group's loans bear a fixed interest rate, the environment of high interest rates does not affect materially the financial results of the Group. Nevertheless, the Group follows all market developments and acts in a timely manner when needed, to ensure borrowing are weighted based on its risk assessment and market expectations about future interest rates. An analysis by maturities is provided in Note 33 below.
The primary objective of the Group and the Company, relating to capital management is to ensure and maintain strong credit ability and healthy capital ratios to support the business plans and maximize value for the benefit of shareholders. The Group maintains a solid capital structure as depicted in the Net Debt/EBITDA ratio of 0.30x as of 30.06.2024. In addition, it retains an efficient cash conversion cycle thus optimizing the operating cash required in order to secure its daily operations, while diversifying its cash reserves so as to achieve flexible working capital management.
The Group manages the capital structure and makes the necessary adjustments to conform to changes in business and economic environment in which they operate. The Group and the Company in order to optimize the capital structure, may adjust the dividend paid to shareholders, return capital to shareholders or issue new shares.
[Strictly Confidential]
The Group's exposure to credit risk arises mainly from its operating activities and more specifically, it is linked to the collection process from its sales network. The aforementioned process leaves the Group exposed to the risk of financial loss if one of its counterparties/agents fails to meet its financial obligations.
In order to mitigate the aforementioned risk, OPAP established and implements a credit risk management policy. The main characteristics of the policy are:
The carrying value of financial assets at each reporting date is the maximum credit risk to which the Group is exposed.
The Group and the Company have the following types of financial assets that are subject to the expected credit loss model:
While cash and cash equivalents are also subject to impairment under IFRS 9, the identified impairment loss was not significant due to the fact that the cash and cash equivalents of the Group and the Company are held at reputable European financial institutions.
The Group applies the IFRS 9 simplified approach to measure expected credit losses using a lifetime expected loss allowance for all trade receivables. It is mentioned that the expected credit losses are based on the difference between the cash inflows, which are receivable, and the actual cash inflows that the Group expects to receive. All cash inflows in delay are discounted.
The remaining financial assets are considered to have low credit risk, therefore the Group applies the IFRS 9 general approach and the loss allowance was limited to 12 months expected losses.
[Strictly Confidential]
The liquidity risk consists of the Group's potential inability to meet its financial obligations. The Group manages liquidity risk by performing a detailed forecasting analysis of the inflows and outflows of the Group on a yearly basis.
The aforementioned exercise takes into account:
OPAP S.A. | 112 Athinon Ave, 104 42 Athens, Greece, Tel: +30 (210) 5798800
The Group liquidity position is monitored on a daily basis from the Treasury Department and if needed makes recommendations to the CFO and the Board of Directors to assure no cash shortfalls.
Reliability and transparency in relation to the operation of the Group games are ensured through the adoption and implementation of effective technical and organizational security controls, which are designed to ensure the integrity, availability and confidentiality of information systems and data. The above, ensures smooth operation and protection against any security breaches, such as data leakage and theft, as well as data corruption. The applied and enforced security controls protect data processing systems, software applications, data integrity and availability as well as the operation of online services. All operationally critical applications related to the conduct and disposal of games are hosted in infrastructure which ensures high availability and smooth operational transition to Secondary Infrastructure and Services. Furthermore, system criticality is continuously evaluated whether they are directly related to the availability of the games or not, in order to be included in the existing disaster recovery plan (Disaster Recovery Plan) if necessary. Finally, applications are part of a backup program following policies and procedures according to their criticality.
[Strictly Confidential]
Both the Company and the Group are conscious of global climate change and environmental issues. Climate risks pose challenges for our operations, including increased energy costs, energy and fuel price volatility, energy supply interruptions, non-compliance with relevant environmental legislation and regulations, and potential damage to our facilities due to extreme weather incidents, resulting in possible reputational issues and potential operational disruptions. However, in our effort to contribute to the mitigation of such issues, we systematically work towards minimizing our potential negative impact and proactively address risks throughout our operations. We comply with current environmental legislation and relevant provisions, incorporate sustainable practices and procedures, as well as conduct all necessary environmental impact assessments. Additionally, through our Environmental and Energy Policy and relevant management systems (ISO14001, ISO50001), we are committed to conducting business in an environmentally responsible way, acknowledging that the protection of the environment, energy saving and the conservation of natural resources are integral parts of responsible and sustainable business development.
With customer centric mindset we continue to be committed to our vision to deliver the best-in-class entertainment in a safe and responsible way, generate sustainable value to all stakeholders and give back to society. Our Fast Forward Strategy moves us ahead in 2024 and sets clear direction for ensuring OPAP's long-term success with focus in the following six areas:

[Strictly Confidential]
• We put the customer at the centre of our focus, applying a customer centric mindset in everything we do. Changes are driven by the customers, so we need to affirm that we understand them well before anything else, since better customer understanding will lead to better gaming entertainment across all our channels. Customer's orientation includes the collection of the right data of online, VLTs and retail activities, so as to get closer to our customer and to understand
well who they are and what they want. The customer approach is being completed with the implementation of these deep customer insights and their reflection in our actions, along with the measurement of the impact on performance and customer satisfaction. This experience will be reflected through delivering the following attributes which are tightly connected with our Brand:
Furthermore, we keep in mind the key new customer trends we need to embrace, as well as search for more when designing and executing the plans for all our customer segments: smartphones as part of ourselves, play across retail and online channels with digital setting new standards for experience, fun and entertainment in an affordable way, which means in a way that has real value for the customers, with more sociability and interaction, more rewarding and recognition on the "here and now", more gaming experiences that induce them emotions of excitement and a sense of win, simplicity that renders in today's complex set up the necessary clarity for brand adoption.
OPAP and the individual game brands, which constantly evolve, are our strong asset. We want to keep leading in every aspect and be more relevant in people's life by offering the entertainment they really want. Our goal is to further strengthen the emotional bond with the brand and focus on building entertainment, along with expanding our brand identity in the digital world across all touchpoints that the customer interacts: TV, online, shop, communication, public relations, social networks, even friends. The key attributes we intend to keep developing are the following:
We continue focusing on existing customers, employees and partners, as well as further embrace younger audiences and women as an opportunity for growth. 360 CSR campaigns, communication activities fully reflecting our commitment to Responsible Gaming, as well as more emphasis in promoting our successful sponsoring activities consist our priorities. In this context, we envision our brand tone of voice to be conversational, a great story-teller, contextual, personalized and fun!
Online is our key growth driver with clear aspiration to become the customers' #1 choice in online gaming in Greece. With the hard work of our high performing team our online priorities and key levers of growth are represented through the following areas:
Key enablers for all the above will be i) technology, choosing the right vendors and technology setup (in house/outsource) for agile delivery and operational excellence, and ii) regulatory, cooperating with relevant authorities on regulatory matters, ensuring equal market conditions and enabling implementation of our "tomorrow". More specifically, our key commercial priorities for the 2nd semester of 2024 in Online will be:
Our aim is to maintain our strong position in retail and explore opportunities for growth through further upgrade of gaming entertainment experiences and enhancement of digital customer journeys. We will further evolve the local affordable entertainment destination experience with paperless and cashless customer journeys, more social experiences with a new digital layer on top of this. Our key commercial priorities for the 2nd semester of 2024 will be as follows:
Technology supports our mission, comprising an essential enabler pillar of our strategy to deliver better customer solutions and improve our productivity and efficiency. Technology will further evolve with focus on three pillars:
[Strictly Confidential]
We move forward growing together with our people. Key pillars of our people strategy consist of:
• Safeguard the Fundamentals: we aim to leverage data and set up HR analytics to support decision-making, while also identifying opportunities to digitize & improve employee service.
Along with the six key areas of our strategy, we continue to strengthen and leverage our #1 Position in Corporate Responsibility showcasing that giving back to society is essential to OPAP as much as our commercial aspirations. Our commitment to sustainable growth and ESG (Environmental – Social – Governance) principles also underline the following aspirations:
The amounts of expenses and income undertaken in the first six months of 2024, and the balances of payables and receivables as at 30.06.2024 for the Group and the Company, which arose from transactions with related parties are presented in the following tables:
| Company | Expenses | Income | Payables | Receivables |
|---|---|---|---|---|
| (Amounts in thousands euro) | ||||
| OPAP SPORTS LTD | - | 3,000 | - | 3,000 |
| OPAP ECO SINGLE MEMBER S.A. | - | 2 | - | 2 |
| OPAP CYPRUS LTD | 379 | 14,129 | 23,749 | 6,738 |
| OPAP INVESTMENT LTD | - | 50,000 | - | - |
| HELLENIC LOTTERIES S.A. | 3 | 2,299 | 19 | 4,981 |
| HORSE RACES SINGLE MEMBER S.A. | 21 | 127 | 5 | 573 |
| TORA DIRECT SINGLE MEMBER S.A. | 134 | 168 | 189 | 11,265 |
| TORA WALLET SINGLE MEMBER S.A. | 1,135 | 194 | 438 | 5,670 |
| NEUROSOFT S.A. | 6,949 | - | 3,424 | 2 |
| Total | 8,621 | 69,919 | 27,823 | 32,230 |
Income from related parties shown in the above table includes € 50,000 th., and € 3,000 th. of dividend income for the financial year 2023 from OPAP INVESTMENT LTD and OPAP SPORTS LTD, respectively.
It is also noted that related party payables include a loan of € 20,000 th. nominal value due to OPAP CYPRUS LTD, whereas the related party receivables include a loan balance of € 4,900 th. nominal value due from TORA WALLET SINGLE MEMBER S.A. and the balances of two loans of € 9,000 th. and € 3,500 th. nominal values respectively from TORA DIRECT SINGLE MEMBER S.A.
Additionally, the Company has granted total corporate guarantees of € 108,550 th. (2023: € 108,550 th.) in favor of HELLENIC LOTTERIES S.A., out of which the € 41,750 th. (2023: € 41,750 th.) is a corporate guarantee for the loan of HELLENIC LOTTERIES S.A. from Alpha bank, the € 62,625 th. (2023: € 62,625 th.) is a guarantee to HRADF and the € 4,175 th. (2023: € 4,175 th.) relates to its overdraft bank account. Additionally, the Company has granted corporate guarantees of € 3,500 th. (2023: € 4,132 th.) in favor of HORSE RACES SINGLE MEMBER S.A. to HRADF and up to € 3,000 th. (2023: € 3,000 th.) for its overdraft bank account. Finally, the Company has granted corporate guarantees of € 8,000 th. (2023: € 8,000 th.) in favor of TORA WALLET SINGLE MEMBER SA, € 1,100 th. (2023: € 1,100 th.) in favor of OPAP SPORTS LTD, € 1,000 th. (2023: € 1,000 th.) in favor of NEUROSOFT S.A. and € 14,441 th. (2023: € 0) in favor of OPAP CYPRUS LTD for the new Concession Agreement.
The Company intends to provide financial support to its subsidiaries, if it is deemed necessary.
For the preparation of the Interim Condensed Financial Information, the transactions and balances with the Group's subsidiaries have been eliminated.
| Expenses | Income | Payables | Receivables | |
|---|---|---|---|---|
| (Amounts in thousands euro) | ||||
| Related party balances and transactions not eliminated for consolidation purposes |
23,550 | 230 | 56,001 | 10,841 |
| Total | 23,550 | 230 | 56,001 | 10,841 |
It is noted that:
| (Amounts in thousands euro) | GROUP | COMPANY | ||
|---|---|---|---|---|
| Category | Description | 01.01-30.06.2024 | 01.01-30.06.2024 | |
| Salaries | 3,836 | 3,836 | ||
| KEY MANAGEMENT PERSONNEL |
Other compensation | 129 | 129 | |
| Social security costs | 140 | 135 | ||
| Total | 4,106 | 4,100 |
| (Amounts in thousands euro) | GROUP | COMPANY | ||
|---|---|---|---|---|
| Category | Description | 01.01-30.06.2024 | 01.01-30.06.2024 | |
| BOARD OF | Salaries | 418 | 204 | |
| DIRECTORS | Social security costs | 42 | 28 | |
| Total | 461 | 232 |
| (Amounts in thousands euro) | GROUP | COMPANY | |
|---|---|---|---|
| Liabilities from BoD's compensation & remuneration | 30.06.2024 | 30.06.2024 | |
| BoD and key management personnel | 199 | 198 | |
| Total | 199 | 198 |
For the preparation of the condensed consolidated financial information of the Group, the transactions and balances with the subsidiaries have been eliminated.
OPAP CYPRUS LTD, according to its AGM approval dated 29.07.2024, declared to distribute a dividend of € 7,000 th. for the year ended 31.12.2023 which has not been paid yet.
The Company's Board of Directors decided during its meeting on 29.08.2024 to distribute € 0.60 per share as interim dividend for the fiscal year 2024.
[Strictly Confidential]
Starting from 01.07.2024 and as of 30.08.2024, the Company has purchased through the Athens Exchange 937,229 own shares, amounting to a total purchase value of € 14,546 th., at an average price of € 15.52 per share. The Company as of 30.08.2024 holds in aggregate 9,771,811 own shares, i.e. a percentage of 2.64% of the total number of shares issued by it.
The Group presents certain Alternative Performance Indicators besides the International Financial Reporting Standards as issued by the IASB" ("IFRS") arising from its financial statements, particularly the indicator "Net Debt/Profit before interest, tax, depreciation and amortization (EBITDA)". The indicators which are defined and calculated in detail below, are widely used in order to present the Group's profits in relation to its debt and how viable servicing its debt is. The Alternative Performance Indicators should not be considered as a substitute for other figures in the Financial Information.
| (Amounts in thousands of euro) | 01.01- 30.06.2024 |
01.01- 30.06.2023 |
Δ % |
|---|---|---|---|
| Profit before interest, tax, depreciation and amortisation (EBITDA) / Revenue (GGR) |
34.5% | 36.5% | (5.5%) |
| Profit attributable to owners of the Company / Revenue (GGR) |
21.4% | 21.9% | (2.2%) |
| Profit before interest, tax, depreciation and amortisation (EBITDA) / Net gaming revenue (NGR) |
50.5% | 52.9% | (4.5%) |
| Profit attributable to owners of the Company / Net gaming revenue (NGR) |
31.3% | 31.7% | (1.2%) |
| Net debt | 220,794 | 142,187 | (55.3%) |
| Total debt / Total equity | 110.5% | 71.3% | (54.9%) |
| Net debt / Profit before interest, tax, depreciation and amortisation (EBITDA) last twelve months |
0.30 | 0.18 | (65.0%) |
Calculated as the ratio of profit before interest, tax, depreciation and amortization (EBITDA) over GGR in the period.
Calculated as the ratio of net profit for the year over GGR for the period.
Calculated as the ratio of profit before interest, tax, depreciation and amortization (EBITDA) over NGR in the period.
Calculated as the ratio of net profit for the year over NGR for the period.
[Strictly Confidential]
Calculated as the sum of short-term and long-term borrowings plus short-term and long-term lease liabilities at the end of the period minus the "Cash and cash equivalents", "Long-term investments" and
"Short-term investment" balances at the end of the period.
OPAP S.A. | 112 Athinon Ave, 104 42 Athens, Greece, Tel: +30 (210) 5798800
Calculated as the ratio of the sum of short-term and long-term borrowings plus short-term and long-term lease liabilities at the end of the period over equity at the end of the period.
Calculated as the ratio of Net Debt (see above) over profit before interest, tax, depreciation and amortization in the last twelve months.
Athens, 29 August 2024
Chairman Board Member and Chief Executive Officer
Kamil Ziegler Jan Karas
The attached Interim Condensed Financial Information for the period from 01.01.2024 to 30.06.2024 of the Group and the Company was approved by the Board of Directors of OPAP S.A. on 29.08.2024 and is posted at the Company's website www.opap.gr as well as in the website of Athens Stock Exchange and they will remain at the disposal of the investors for at least five years from the date of their announcement. The Interim Condensed Separate and Consolidated Financial Information for the six month periods ended on 30.06.2024 and 30.06.2023 have been prepared in accordance with International Financial Reporting Standards (IFRS) and have been reviewed by the auditing firm PricewaterhouseCoopers S.A..

This report and the interim condensed financial information that are referred to herein have been translated from the original documents prepared in the Greek language. Our report was issued in the Greek language with respect to the Greek language interim condensed financial information. In the event that differences exist between the translated documents and the original Greek language documents, the Greek language documents will prevail.
27
We have reviewed the accompanying condensed company and consolidated statement of financial position of Greek Organization of Football Prognostics S.A. Entity (the "Company"), as of 30 June 2024 and the related condensed company and consolidated statements of income and comprehensive income, changes in equity and cash flow statements for the six-month period then ended, and the selected explanatory notes that comprise the interim condensed financial information and which form an integral part of the six-month financial report as required by L.3556/2007.
Management is responsible for the preparation and presentation of this condensed interim financial information in accordance with International Financial Reporting Standards as they have been adopted by the European Union and applied to interim financial reporting (International Accounting Standard "IAS 34"). Our responsibility is to express a conclusion on this interim condensed financial information based on our review.
We conducted our review in accordance with International Standard on Review Engagements 2410, "Review of Interim Financial Information Performed by the Independent Auditor of the Entity". A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing, as they have been transposed into Greek Law and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
[Strictly Confidential]
Based on our review, nothing has come to our attention that causes us to believe that the accompanying interim condensed financial information is not prepared, in all material respects, in accordance with IAS 34.
Athens: 270 Kifissias Avenue, 15232 Halandri | T:+30 210 6874400 Thessaloniki: Agias Anastasias & Laertou, 55535 Pylaia | T: +30 2310 488880 Ioannina: 2 Plateia Pargis, 1st floor, 45332 | T: +30 2651 313376 Patra: 2A 28is Oktovriou & Othonos Amalias 11, 26223 | T: +30 2616 009208
PricewaterhouseCoopers SA, GEMI: 001520401000, T: +30 210 6874400, www.pwc.gr

[Strictly Confidential]
Our review has not revealed any material inconsistency or misstatement in the statements of the members of the Board of Directors and the information of the six-month Board of Directors Report, as defined in articles 5 and 5a of Law 3556/2007, in relation to the accompanying interim condensed financial information.
Athens, 3 September 2024
28
The Certified Auditor Accountant

PricewaterhouseCoopers S.A. Certified Auditors – Accountants 270, Kifissias Avenue 152 32 Halandri Despina Marinou SOEL Reg. 113 SOEL Reg. No 17681
| GROUP | COMPANY | |||||
|---|---|---|---|---|---|---|
| Amounts in thousands of euro | Notes | 30.06.2024 | 31.12.2023 | 30.06.2024 | 31.12.2023 | |
| ASSETS | ||||||
| Non - current assets | ||||||
| Intangible assets | 5 | 956,121 | 930,483 | 637,822 | 674,583 | |
| Property, plant and equipment | 6 | 42,514 | 45,470 | 41,107 | 44,183 | |
| Right-of-use assets | 7 | 27,022 | 24,871 | 21,843 | 21,218 | |
| Investment properties | 1,350 | 1,356 | 1,350 | 1,356 | ||
| Goodwill | 342,688 | 342,688 | - | - | ||
| Investments in subsidiaries | - | - | 446,412 | 446,412 | ||
| Trade receivables | 11 | 2,060 | 3,093 | 2,060 | 3,093 | |
| Other non - current assets | 8 | 45,021 | 56,965 | 44,410 | 57,776 | |
| Deferred tax assets | 9 | 13,943 | 14,860 | - | - | |
| Long – term investments | 13 | 550 | 550 | - | - | |
| Total non - current assets | 1,431,269 | 1,420,335 | 1,195,004 | 1,248,621 | ||
| Current assets | ||||||
| Inventories | 10 | 10,909 | 5,075 | 3,495 | 2,496 | |
| Trade receivables | 11 | 78,373 | 104,259 | 38,116 | 50,668 | |
| Current income tax assets | 12,831 | 12,738 | - | - | ||
| Other current assets | 12 | 55,329 | 66,791 | 39,505 | 43,864 | |
| Short – term investments | 13 | 8,058 | 3,556 | - | - | |
| Cash and cash equivalents | 13 | 450,445 | 487,334 | 153,017 | 149,953 | |
| Total current assets | 615,945 | 679,751 | 234,134 | 246,981 | ||
| Total Assets | 2,047,214 | 2,100,086 | 1,429,138 | 1,495,603 | ||
| EQUITY & LIABILITIES | ||||||
| Equity | ||||||
| Share capital | 14 | 111,019 | 111,019 | 111,019 | 111,019 | |
| Share premium | 14 | 12,966 | 105,482 | 12,966 | 105,482 | |
| Reserves | 37,006 | 37,006 | 37,006 | 37,006 | ||
| Treasury shares | (118,626) | (43,145) | (118,626) | (43,145) | ||
| Retained earnings | 539,559 | 530,289 | 349,597 | 335,070 | ||
| Equity attributable to owners of the | ||||||
| Company | 581,924 | 740,651 | 391,962 | 545,432 | ||
| Non-controlling interests | 15 | 33,412 | 34,112 | - | - | |
| Total equity | 615,336 | 774,763 | 391,962 | 545,432 | ||
| Non-current liabilities | ||||||
| Borrowings | 16 | 567,107 | 586,569 | 567,038 | 586,454 | |
| Lease liabilities | 7 | 20,917 | 19,527 | 16,826 | 16,762 | |
| Deferred tax liability | 9 | 121,154 | 123,087 | 44,901 | 44,724 | |
| Employee benefit plans | 4,803 | 3,524 | 4,670 | 3,374 | ||
| Other non-current liabilities | 17 | 54,749 | 2,312 | 759 | - | |
| Total non-current liabilities | 768,730 | 735,018 | 634,194 | 651,314 | ||
| Current liabilities | ||||||
| Borrowings | 16 | 84,533 | 73,976 | 61,832 | 61,804 | |
| Lease liabilities | 7 | 7,290 | 6,512 | 6,148 | 5,658 | |
| Trade payables | 18 | 169,000 | 201,501 | 76,366 | 87,695 | |
| Employee benefit plans | 3,508 | - | 1,501 | |||
| - 10,574 |
||||||
| Provisions | 12,291 | 10,518 | 12,244 | |||
| Current income tax liabilities | 9 | 135,626 | 119,047 | 77,071 171,047 |
59,984 | |
| Other current liabilities | 19 | 256,123 | 173,469 | 69,971 | ||
| Total current liabilities | 663,147 | 590,305 | 402,981 | 298,856 | ||
| Total liabilities | 1,431,878 | 1,325,323 | 1,037,175 | 950,171 | ||
| Total Equity & Liabilities | 2,047,214 | 2,100,086 | 1,429,138 | 1,495,603 |
The attached notes on pages 34 to 86 form an integral part of the Interim Condensed Financial Information.
| GROUP | COMPANY | |||||
|---|---|---|---|---|---|---|
| Amounts in thousands of euro | Notes | 01.01- 30.06.2024 |
01.01- 30.06.2023 |
01.01- 30.06.2024 |
01.01- 30.06.2023 |
|
| Revenue (GGR) | 1,082,511 | 1,025,554 | 706,691 | 689,670 | ||
| GGR contribution and other levies and duties | 21 | (342,372) | (317,229) | (217,305) | (209,263) | |
| Net gaming revenue (NGR) | 740,140 | 708,325 | 489,386 | 480,407 | ||
| Agents' commissions | 22 | (202,268) | (200,476) | (171,757) | (169,512) | |
| Other direct costs | 23 | (87,289) | (85,224) | (40,596) | (39,556) | |
| Revenue from non-gaming activities | 24 | 50,978 | 52,603 | 23,606 | 25,722 | |
| Income related to the extension of the concession of the exclusive right 2020-2030 |
25 | 116,224 115,406 |
116,224 | 115,406 | ||
| Cost of sales related to non-gaming activities | 26 | (30,210) | (31,795) | (18) | (200) | |
| Payroll expenses | 27 | (50,012) | (45,470) | (36,740) | (33,749) | |
| Marketing expenses | 28 | (75,065) | (55,888) | (32,480) | (22,326) | |
| Other operating expenses | 29 | (88,766) | (82,739) | (50,753) | (47,748) | |
| Net impairment losses on financial assets | (80) | (314) | (46) | (200) | ||
| Profit before interest, tax, depreciation and amortisation (EBITDA) |
373,650 | 374,427 | 296,827 | 308,243 | ||
| Depreciation and amortisation | (66,355) | (64,760) | (54,167) | (50,840) | ||
| Results from operating activities | 307,295 | 309,667 | 242,660 | 257,403 | ||
| Finance income | 30 | 21,199 | 10,065 | 5,084 | 7,888 | |
| Finance costs | 30 | (13,149) | (15,110) | (10,930) | (12,958) | |
| Dividend income | - | - | 53,000 | 182,500 | ||
| Profit before income tax | 315,345 | 304,623 | 289,814 | 434,833 | ||
| Income tax expense | 31 | (78,340) | (75,923) | (52,972) | (56,562) | |
| Profit for the period | 237,005 | 228,699 | 236,842 | 378,271 | ||
| Profit is attributable to: | ||||||
| Owners of the Company | 231,586 | 224,418 | 236,842 | 378,271 | ||
| Non-controlling interests | 15 | 5,419 | 4,281 | - | - | |
| Profit after tax | 237,005 | 228,699 | 236,842 | 378,271 | ||
| Total comprehensive income for the period | 237,005 | 228,699 | 236,842 | 378,271 | ||
| Total comprehensive income is attributable to: |
||||||
| Owners of the Company | 231,586 | 224,418 | 236,842 | 378,271 | ||
| Non-controlling interests | 15 | 5,419 | 4,281 | - | - | |
| Total comprehensive income, net of tax | 237,005 | 228,699 | 236,842 | 378,271 | ||
| Basic and diluted earnings per share in € | 0.6363 | 0.6206 | 0.6507 | 1.0460 |
OPAP S.A. | 112 Athinon Ave, 104 42 Athens, Greece, Tel: +30 (210) 5798800
[Strictly Confidential]
| Attributable to owners of the Company | ||||||||
|---|---|---|---|---|---|---|---|---|
| Amounts in thousands of euro | Share capital | Share premium |
Reserves | Treasury shares |
Retained earnings |
Total | Non-controlling interests |
Total equity |
| Balance at 1 January 2023 | 109,003 | 165,148 | 36,334 | (12,851) | 745,147 | 1,042,781 | 32,653 | 1,075,434 |
| Profit for the period 01.01-30.06.2023 | - | - | - | - | 224,418 | 224,418 | 4,281 | 228,699 |
| Total comprehensive income for the period | - | - | - | - | 224,418 | 224,418 | 4,281 | 228,699 |
| Transactions with owners of the Company | ||||||||
| Share capital increase (Note 14) | 2,016 | 103,838 | - | - | - | 105,854 | 3,300 | 109,154 |
| Share capital increase/decrease expenses | - | - | - | - | (994) | (994) | - | (994) |
| Other movements following the KGL de-merger | - | - | - | - | (261) | (261) | 1,636 | 1,374 |
| Capitalization of share premium (Note 14) | 163,504 | (163,504) | - | - | - | - | - | - |
| Share capital return to the shareholders (Note 14 & 20) |
(163,504) | - | - | 823 | - | (162,681) | - | (162,681) |
| Dividends provided for or paid | - | - | - | - | (253,059) | (253,059) | - | (253,059) |
| Total transactions with owners of the Company | 2,016 | (59,666) | - | 823 | (254,314) | (311,140) | 4,935 | (306,204) |
| Balance at 30 June 2023 | 111,019 | 105,482 | 36,334 | (12,027) | 715,252 | 956,059 | 41,869 | 997,928 |
| Balance at 1 January 2024 | 111,019 | 105,482 | 37,006 | (43,145) | 530,289 | 740,651 | 34,112 | 774,763 |
| Profit for the period 01.01-30.06.2024 | - | - | - | - | 231,586 | 231,586 | 5,419 | 237,005 |
| Total comprehensive income for the period | - | - | - | - | 231,586 | 231,586 | 5,419 | 237,005 |
| Transactions with owners of the Company | ||||||||
| Share capital increase | - | - | - | - | - | - | 3,960 | 3,960 |
| Share capital increase/decrease expenses | - | - | - | - | (278) | (278) | - | (278) |
| Acquisition of treasury shares | - | - | - | (77,667) | - | (77,667) | - | (77,667) |
| Capitalization of share premium (Note 14) | 92,516 | (92,516) | - | - | - | - | - | - |
| Share capital return to the shareholders (Note 14 & 20) |
(92,516) | - | - | 2,186 | - | (90,330) | - | (90,330) |
| Dividends provided for or paid (Note 20) | - | - | - | - | (222,038) | (222,038) | (10,079) | (232,117) |
| Total transactions with owners of the Company | - | (92,516) | - | (75,481) | (222,316) | (390,312) | (6,119) | (396,431) |
| Balance at 30 June 2024 | 111,019 | 12,966 | 37,006 | (118,626) | 539,560 | 581,925 | 33,412 | 615,337 |
OPAP S.A. | 112 Athinon Ave, 104 42 Athens, Greece, Tel: +30 (210) 5798800
| Amounts in thousands of euro | Share capital |
Share premium |
Reserves | Retained earnings |
Total equity |
|
|---|---|---|---|---|---|---|
| Balance at 1 January 2023 | 109,003 | 165,148 | 36,334 | (12,851) | 420,891 | 718,525 |
| Profit for the period 01.01- 30.06.2023 |
- | - | - | - | 378,271 | 378,271 |
| Total comprehensive income for the period |
- | - | - | - | 378,271 | 378,271 |
| Share capital increase (Note 14) | 2,016 | 103,838 | - | - | - | 105,854 |
| Share capital increase/decrease expenses |
- | - | - | - | (993) | (993) |
| Capitalization of share premium (Note 14) |
163,504 | (163,504) | - | - | - | - |
| Share capital return to the shareholders (Note 14 & 20) |
(163,504) | - | - | 823 | - | (162,681) |
| Dividends provided for or paid | - | - | - | - | (253,059) | (253,059) |
| Balance at 30 June 2023 | 111,019 | 105,482 | 36,334 | (12,027) | 545,110 | 785,918 |
| Balance at 1 January 2024 | 111,019 | 105,482 | 37,006 | (43,145) | 335,070 | 545,432 |
| Profit for the period 01.01- 30.06.2024 |
- | - | - | - | 236,842 | 236,842 |
| Total comprehensive income for the period |
- | - | - | - | 236,842 | 236,842 |
| Share capital increase/decrease expenses |
- | - | - | - | (278) | (278) |
| Acquisition of treasury shares | - | - | - | (77,667) | - | (77,667) |
| Capitalization of share premium (Note 14) |
92,516 | (92,516) | - | - | - | - |
| Share capital return to the shareholders (Note 14 & 20) |
(92,516) | - | - | 2,186 | - | (90,330) |
| Dividends provided for or paid (Note 20) |
- | - | - | - | (222,038) | (222,038) |
| Balance at 30 June 2024 | 111,019 | 12,966 | 37,006 | (118,626) | 349,597 | 391,962 |
The attached notes on pages 34 to 86 form an integral part of the Interim Condensed Financial Information.
| GROUP COMPANY 01.01- 01.01- 01.01- 01.01- Amounts in thousands of euro Notes 30.06.2024 30.06.2023 30.06.2024 30.06.2023 OPERATING ACTIVITIES Profit before income tax 315,345 304,623 289,814 434,833 Adjustments for: Depreciation & amortisation 66,355 64,760 54,167 50,840 Net finance costs 30 (8,050) 5,045 5,846 5,070 Employee benefit plans 1,260 1,313 1,278 1,292 Loss allowance for trade receivables 80 280 46 166 Write-off of trade receivables - 34 - 34 Other provisions (920) 2,034 (930) 2,034 Dividend income - - (53,000) (182,500) (Profit) / loss from sale of intangible assets, PPE and (3) 1,007 (3) 1,007 investment property Rent concessions - (33) (2) (22) Total 374,067 379,062 297,217 312,754 Changes in Working capital Increase in inventories (5,834) (5,022) (999) (394) |
|---|
| Decrease in receivables 53,094 29,122 34,299 34,046 |
| Decrease in payables (except banks) (40,790) (56,652) (2,757) (47,465) |
| Total 380,536 346,511 327,760 298,942 |
| Interest paid (22,950) (12,491) (8,784) (11,013) |
| Income taxes paid (54,727) (30,170) (34,337) (22,751) |
| Net cash inflow from operating activities 302,860 303,850 284,638 265,178 |
| INVESTING ACTIVITIES |
| Proceeds from sale of intangible assets, PPE and 3 795 3 795 investment property |
| Payment for acquisition of subsidiary - (14,063) - - |
| Repayment of loans by related & other third parties 789 1,132 789 1,132 |
| Repayment of loans by subsidiaries - - 210 3,000 |
| Loans granted to related & other third parties (590) (362) (590) (362) |
| Loans granted to subsidiaries - - (9,000) (8,000) |
| Purchase of intangible assets 5 (12,646) (5,212) (7,140) (4,522) |
| Purchase of property, plant and equipment 6 (4,380) (2,231) (4,049) (1,958) |
| Dividends received - - 60,000 175,000 |
| Interest received 5,631 3,984 2,267 1,825 |
| Net change in long term & short-term investments (4,502) (2,503) - - |
| Net cash outflow from investing activities (15,695) (18,461) 42,490 166,909 |
| FINANCING ACTIVITIES |
| Proceeds from borrowings from third parties 16 20,755 252,046 20,000 250,001 |
| Repayment of borrowings to third parties 16 (30,047) (380,046) (30,001) (380,000) |
| Repayment of borrowings to subsidiaries - - (10,000) - |
| Transaction costs related to borrowings - (1,500) - (1,500) |
| Share capital increase expenses (278) (994) (278) (993) |
| Payment of lease liabilities (4,182) (5,401) (3,564) (3,162) |
| Share capital return to the shareholders (2) (163,372) (2) (163,372) |
| Dividends paid to Company's shareholders 7 (222,553) (147,295) (222,553) (147,295) |
| Dividends paid to non-controlling interests in (10,079) - - - subsidiaries |
| Acquisition of treasury shares (77,667) - (77,667) - |
| Net cash outflow from financing activities (324,053) (446,562) (324,064) (446,322) |
| Net increase in cash and cash equivalents (36,889) (161,172) 3,064 (14,235) |
| Cash and cash equivalents at the beginning of the 13 487,334 724,433 149,953 247,796 period |
| Cash and cash equivalents at the end of the period 13 450,445 563,261 153,017 233,561 |
The attached notes on pages 34 to 86 form an integral part of the Interim Condensed Financial Information.
OPAP S.A. (the "Company" or "OPAP") was established as a private legal entity in 1958. It was reorganized as a société anonyme in 1999 domiciled in Greece and its accounting as such began in 2000. OPAP's registered office and principal place of business is 112 Athinon Avenue, 104 42 Athens, Greece. OPAP's shares are listed in the Athens Stock Exchange.
The ultimate controlling party of OPAP S.A. is the VALEA FOUNDATION, while since October 2016 the OPAP Group is fully consolidated by Allwyn International a.s. (previously under the name of SAZKA Group a.s.) which, as at 30.06.2024 holds 50.18% interest in OPAP S.A. (31.12.2023: 50.18%) which is deemed to be a controlling interest since the remaining shares are traded "free float" on the Athens Stock Exchange.
OPAP Group (the "Group"), beyond the parent company, includes the companies which OPAP S.A., either directly or indirectly controls (Note 3).
The Interim Condensed Financial Information for the six month period that ended on 30.06.2024 were approved by the Board of Directors on 29.08.2024.
The Interim Condensed Separate and Consolidated Financial Information for the six month period ended 30.06.2024 have been prepared in accordance with the International Accounting Standard 34 'Interim Financial Reporting'.
The Interim Condensed Separate and Consolidated Financial Information do not include all the information and disclosures required in the annual Financial Statements and should be read in conjunction with the annual audited Financial Statements for the year ended 31.12.2023, which are available on the Company's website www.opap.gr.
The Interim Condensed Separate and Consolidated Financial Information has been prepared under the historical cost basis, unless otherwise stated in the accounting policies. Additionally, the Interim Condensed Separate and Consolidated Financial Information has been prepared under the going concern basis of accounting. The use of this basis of accounting takes into consideration the Group's current and forecasted financing position.
The preparation of the Interim Condensed Separate and Consolidated Financial Information according to the International Reporting Standards ("IFRS") requires the use of certain critical accounting estimates as well as the Management judgement in the process of applying the Group's accounting policies.
The accounting policies used are the same as those applied to the annual audited Financial Statements for the year ended 31.12.2023, considering the changes to Standards and Interpretations applicable from 01.01.2024.
All amounts presented in the Financial Statements are in thousands of euro unless otherwise stated. Any differences between the amounts included in the Financial Statements and the respective amounts included in the notes are attributed to roundings.
The preparation of the Interim Financial Information requires management to make estimations and judgments that affect the reported amounts of assets and liabilities, as well as the disclosure of contingent assets and liabilities at the date of the Interim Financial Information and the reported amounts of revenue and expenses during the reporting period. Actual events could differ from those estimates.
Estimates and judgments are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. The effect of a change in an accounting estimate or judgement shall be recognized prospectively. Certain amounts included in or affecting the Interim Financial Information and related disclosure must be estimated, requiring management to make assumptions with respect to values or conditions which cannot be known with certainty at the time the Interim Financial Information is prepared. A ''critical accounting estimate'' is one which is both important to the portrayal of the Group's financial condition and results and requires management's most difficult, subjective or complex judgments, often as a result of the need to make estimates about the effect of matters that are inherently uncertain. The Group evaluates such estimates and assumptions on ongoing basis, based upon historical results and experience, consultation with experts, trends and other methods considered reasonable in the particular circumstances, as well as forecasts as to how these might change in the future.
Certain new standards, amendments to standards and interpretations have been issued that are mandatory for periods beginning on or after 1 January 2024. The Group's evaluation of the effect of these new standards, amendments to standards and interpretations is as follows:
• 2020 Amendment 'Classification of liabilities as current or non-current'
The amendment clarifies that liabilities are classified as either current or non-current depending on the rights that exist at the end of the reporting period. Classification is unaffected by the expectations of the entity or events after the reporting date. The amendment also clarifies what IAS 1 means when it refers to the 'settlement' of a liability.
The new amendments clarify that if the right to defer settlement is subject to the entity complying with specified conditions (covenants), this amendment will only apply to conditions that exist when compliance is measured on or before the reporting date. Additionally, the amendments aim to improve the information an entity provides when its right to defer settlement of a liability is subject to compliance with covenants within twelve months after the reporting period.
The 2022 amendments changed the effective date of the 2020 amendments. As a result, the 2020 and 2022 amendments are effective for annual reporting periods beginning on or after 1 January 2024 and should be applied retrospectively in accordance with IAS 8. As a result of aligning the effective dates, the 2022 amendments override the 2020 amendments when they both become effective in 2024.
The amendment clarifies how an entity accounts for a sale and leaseback after the date of the transaction. Sale and leaseback transactions where some or all the lease payments are variable lease payments that do not depend on an index or rate are most likely to be impacted. An entity applies the requirements retrospectively back to sale and leaseback transactions that were entered into after the date when the entity initially applied IFRS 16.
The amendments require companies to disclose information about their Supplier Finance Arrangements such as terms and conditions, carrying amount of financial liabilities that are part of such arrangements, ranges of payment due dates and liquidity risk information.
The adoption of the above amendments did not any impact on the Interim Condensed Separate and Consolidated Financial Information.
These amendments require companies to apply a consistent approach in assessing whether a currency can be exchanged into another currency and, when it cannot, in determining the exchange rate to use and the disclosures to provide. The amendments have not yet been endorsed by the EU.
IFRS 18 was issued in April 2024. It sets out requirements on presentation and disclosures in financial statements and replaces IAS 1. Its objective is to make it easier for investors to compare the performance and future prospects of entities by changing the requirements for presenting information in the primary financial statements, particularly the statement of profit or loss. The new standard:
The new standard has retrospective application. It has not yet been endorsed by the EU.
IFRS 19 was issued in May 2024. It allows subsidiaries with a parent that applies IFRS in its consolidated financial statements to apply IFRS with reduced disclosure requirements. It applies to eligible subsidiaries that elect to adopt the standard in their consolidated, separate or individual financial statements. Eligible subsidiaries are those which do not have public accountability (as described in a relevant paragraph in IFRS for Small and Medium-sized Entities) and belong to a parent that prepares and publishes consolidated financial statements in accordance with IFRS.These subsidiaries will continue to apply the recognition,
measurement and presentation requirements in other IFRS, but they can replace the disclosure requirements in those standards with reduced disclosure requirements. The new standard:
The new standard has retrospective application. It has not yet been endorsed by the EU.
These amendments issued in May 2024:
When an entity first applies the amendments, it is not required to restate comparative information, and is only permitted to do so if possible without the use of hindsight.
The amendments have not yet been endorsed by the EU.
The Group and the Company are currently assessing the potential impact of adoption of the above on the Financial Statements, but do not expect this to be significant.
The OPAP Group structure as at 30.06.2024 is presented in the table below:
| Company's Name | % of Investment (Direct) |
% of Investment (Indirect) |
% of Investment (Total) |
Country of Incorporation |
Consolidation Method |
Principal Activities |
|---|---|---|---|---|---|---|
| OPAP S.A. | Parent company |
- | - | Greece | - | Numerical lottery games and sports betting |
| HELLENIC LOTTERIES S.A. |
0.00% | 83.50% | 83.50% | Greece | Full consolidation |
Lotteries |
| OPAP CYPRUS LTD | 100.00% | 0.00% | 100.00% | Cyprus | Full consolidation |
Numerical lottery games |
| OPAP SPORTS LTD | 100.00% | 0.00% | 100.00% | Cyprus | Full consolidation |
Sports betting company |
| OPAP INTERNATIONAL LTD |
100.00% | 0.00% | 100.00% | Cyprus | Full consolidation |
Holding company |
| OPAP INVESTMENT LTD |
100.00% | 0.00% | 100.00% | Cyprus | Full consolidation |
Holding company |
| TORA DIRECT SINGLE MEMBER S.A. |
0.00% | 100.00% | 100.00% | Greece | Full consolidation |
Services for electronic transactions - Mobile Top-ups - Utility and Bill Payments |
| HORSE RACES SINGLE MEMBER S.A. |
0.00% | 100.00% | 100.00% | Greece | Full consolidation |
Mutual Betting on Horse Races |
| TORA WALLET SINGLE MEMBER S.A. |
0.00% | 100.00% | 100.00% | Greece | Full consolidation |
eMoney Institution |
| NEUROSOFT S.A. | 0.00% | 67.72% | 67.72% | Greece | Full consolidation |
Software |
| OPAP ECO SINGLE MEMBER S.A. |
0.00% | 100.00% | 100.00% | Greece | Full consolidation |
Conclusion of power purchase agreements |
| STOIXIMAN LTD | 0.00% | 84.49% | 84.49% | Malta | Full consolidation |
Betting company |
| STOIXIMAN HOLDING LTD |
0.00% | 68.35% | 68.35% | Malta | Full consolidation |
Holding company |
The country of incorporation of each Group entity indicated above is also the principal place of business of the respective company, with the exception of STOIXIMAN LTD which operates in Greece and Cyprus. Additionally, the proportion of ownership interest in each Group entity indicated in the above table is the same as the proportion of voting rights held, with the exception of STOIXIMAN HOLDING LTD in which the Group holds a 68.35% economic interest and controls the 69.75% of voting rights.
On 27.02.2024, OPAP ECO SINGLE MEMBER S.A. was established by OPAP INVESTMENT LTD, a wholly owned subsidiary of OPAP S.A. and its purpose is the conclusion of power purchase agreements with third parties in order to manage and mitigate the risks associated with electricity purchase prices, for the advantage of the Company, the broader OPAP Group entities, and to fortify the agent's network.
The Group identifies the following operating segments that the Management has decided to monitor separately for decision making purposes, which are also reportable segments:
The Group uses "Profit before interest, tax, depreciation and amortisation (EBITDA)" to evaluate the performance of its operating segments. EBITDA is a non-IFRS measure and it is a subtotal or derived directly from the lines presented in the Condensed Income Statement & Statement of Comprehensive Income.
The first 6 business segments (Lotteries, Betting (land based), Online betting, Other online games, Instant & Passives and VLTs) relate to the gaming activity of the Company and the other Group entities which operate in the gaming sector.
The "Telecommunication & eMoney services" segment includes the business activities of TORA WALLET SINGLE MEMBER S.A. and TORA DIRECT SINGLE MEMBER S.A.
The "Other" category, includes the non-gaming activities of OPAP S.A., the business activities of NEUROSOFT S.A. and the holding companies of the Group. Specifically, the non-gaming activities of OPAP S.A. refers to the sales of PLAY Gaming Halls to third parties, the configuration of the network for the VLTs installation and the provision of other supporting services to the network. Finally, the business activity of NEUROSOFT S.A. refers to the provision of IT services and other technological products.
[Strictly Confidential]
| 01.01-30.06.2024 | Lotteries | Betting (land based) |
Online Betting |
Other online games |
Instant & Passives |
VLTs | Telecommunication & eMoney services |
Other | Total |
|---|---|---|---|---|---|---|---|---|---|
| Revenue (GGR) | 373,122 | 200,520 | 149,607 | 140,328 | 52,456 | 166,479 | - | - | 1,082,511 |
| GGR contribution and other levies and duties | (110,053) | (59,193) | (50,440) | (47,482) | (25,000) | (50,203) | - | - | (342,372) |
| Net gaming revenue (NGR) | 263,070 | 141,327 | 99,166 | 92,845 | 27,456 | 116,276 | - | - | 740,140 |
| Agents' commission | (92,273) | (53,350) | - | - | (14,368) | (42,277) | - | - | (202,268) |
| Other direct costs | (3,336) | (6,703) | (17,059) | (32,150) | (3,769) | (24,272) | - | - | (87,289) |
| Revenue from non-gaming activities | - | 290 | - | - | 65 | - | 34,532 | 16,091 | 50,978 |
| Income related to the extension of the concession of the exclusive right 2020-2030 |
73,112 | 43,112 | - | - | - | - | - | - | 116,224 |
| Cost of sales related to non-gaming activities | - | - | - | - | - | - | (26,297) | (3,913) | (30,210) |
| Operating expenses (*) | (58,296) | (33,171) | (33,618) | (30,486) | (5,048) | (25,835) | (13,000) | (14,471) | (213,924) |
| Profit before interest, tax, depreciation and amortisation (EBITDA) |
182,276 | 91,506 | 48,490 | 30,210 | 4,335 | 23,891 | (4,765) | (2,293) | 373,650 |
| Depreciation and amortisation | (21,918) | (13,129) | (3,668) | (3,526) | (3,785) | (18,142) | (463) | (1,726) | (66,356) |
| Results from operating activities | 160,359 | 78,376 | 44,823 | 26,684 | 550 | 5,750 | (5,227) | (4,019) | 307,294 |
The Group's operating segments for the current period are presented below:
(*) The "Operating expenses" line item include the "Payroll expenses", "Marketing expenses", the "Other operating expenses" and the "Net impairment losses on financial assets" as presented in the Condensed Income Statement & Statement of Comprehensive Income.
[Strictly Confidential]
| 01.01-30.06.2023 | Lotteries | Betting (land based) |
Online Betting |
Other online games |
Instant & Passives |
VLTs | Telecommunication & eMoney services |
Other | Total |
|---|---|---|---|---|---|---|---|---|---|
| Revenue (GGR) | 366,393 | 196,483 | 124,165 | 112,973 | 60,122 | 165,417 | - | - | 1,025,554 |
| GGR contribution and other levies and duties | (105,125) | (57,319) | (41,664) | (38,296) | (25,000) | (49,825) | - | - | (317,229) |
| Net gaming revenue (NGR) | 261,268 | 139,164 | 82,501 | 74,677 | 35,122 | 115,593 | - | - | 708,325 |
| Agents' commission | (91,609) | (52,092) | - | - | (15,242) | (41,533) | - | - | (200,476) |
| Other direct costs | (3,052) | (7,531) | (15,857) | (30,442) | (3,938) | (24,404) | - | - | (85,224) |
| Revenue from non-gaming activities | - | 244 | 3 | 2 | 71 | - | 37,147 | 15,136 | 52,603 |
| Income related to the extension of the concession of the exclusive right 2020-2030 |
73,511 | 41,896 | - | - | - | - | - | - | 115,406 |
| Cost of sales related to non-gaming activities | - | - | - | - | - | - | (29,148) | (2,648) | (31,795) |
| Operating expenses (*) | (51,037) | (28,874) | (29,399) | (25,889) | (7,328) | (22,859) | (7,330) | (11,696) | (184,412) |
| Profit before interest, tax, depreciation and amortisation (EBITDA) |
189,081 | 92,806 | 37,248 | 18,348 | 8,685 | 26,796 | 670 | 793 | 374,427 |
| Depreciation and amortisation | (18,712) | (12,012) | (3,575) | (3,191) | (5,101) | (20,060) | (387) | (1,722) | (64,760) |
| Results from operating activities | 170,369 | 80,794 | 33,673 | 15,158 | 3,585 | 6,736 | 282 | (930) | 309,667 |
The Group's operating segments for the comparative period are presented below:
(*) The "Operating expenses" line item include the "Payroll expenses", "Marketing expenses", the "Other operating expenses" and the "Net impairment losses on financial assets" as presented in the Condensed Income Statement & Statement of Comprehensive Income.
The Group operates in two geographical locations, Greece and Cyprus. Greece and Cyprus are the countries of incorporation of the Company and of its subsidiaries with the exception of STOIXIMAN LTD and STOIXIMAN HOLDING LTD, which are incorporated in Malta.
| GROUP For the period ended on 30 June 2024 |
Greece | Cyprus | Total |
|---|---|---|---|
| Revenue (GGR) | 1,005,476 | 77,035 | 1,082,511 |
| GGR contribution and other levies and duties | (328,778) | (13,594) | (342,372) |
| Net gaming revenue (NGR) | 676,699 | 63,441 | 740,140 |
| Revenue from non-gaming activities | 50,964 | 13 | 50,978 |
| GROUP For the period ended on 30 June 2023 |
Greece | Cyprus | Total |
|---|---|---|---|
| Revenue (GGR) | 954,694 | 70,860 | 1,025,554 |
| GGR contribution and other levies and duties | (305,481) | (11,748) | (317,229) |
| Net gaming revenue (NGR) | 649,213 | 59,113 | 708,325 |
| Revenue from non-gaming activities | 48,299 | 4,304 | 52,603 |
| GROUP | Greece | Cyprus | Total |
|---|---|---|---|
| Segment Assets | |||
| As at 30 June 2024 | 1,821,219 | 225,995 | 2,047,214 |
| As at 31 December 2023 | 1,956,598 | 143,488 | 2,100,086 |
| Segment Liabilities | |||
| As at 30 June 2024 | 1,329,905 | 101,973 | 1,431,878 |
| As at 31 December 2023 | 1,282,286 | 43,037 | 1,325,323 |
The "Intangible assets" refer to software, rights of games, brand, customer relationships and intangible assets not yet available for use and are analysed as follows:
| GROUP | Software | Rights of games |
Brand | Customer relationships |
Intagible Assets not yet available for use |
Total | ||
|---|---|---|---|---|---|---|---|---|
| Year ended 31 December 2023 | ||||||||
| Opening net book amount (1 January 2023) |
38,511 | 743,611 | 175,390 | 62,126 | 1,711 | 1,021,350 | ||
| Additions | 19,484 | - | - | - | 5,650 | 25,134 | ||
| Disposals | (1,229) | - | - | - | - | (1,229) | ||
| Transfers | 4,179 | - | - | - | (4,179) | - | ||
| Amortisation charge | (14,736) | (82,808) | - | (12,183) | - | (109,726) | ||
| Disposals amortisation | 1,229 | - | - | - | - | 1,229 | ||
| Impairment | - | (6,274) | - | - | - | (6,274) | ||
| Net book amount (31 December 2023) |
47,439 | 654,530 | 175,390 | 49,943 | 3,182 | 930,483 | ||
| Period ended 30 June 2024 | ||||||||
| Opening net book amount (1 January 2024) |
47,439 | 654,530 | 175,390 | 49,943 | 3,182 | 930,484 | ||
| Additions | 6,991 | 72,470 | - | - | 1,455 | 80,916 | ||
| Disposals | (1,438) | - | - | - | - | (1,438) | ||
| Transfers | 2,709 | - | - | - | (2,709) | - | ||
| Amortisation charge | (9,244) | (39,944) | - | (6,092) | - | (55,279) | ||
| Disposals amortisation | 1,438 | - | - | - | - | 1,438 | ||
| Net book amount (30 June 2024) |
47,895 | 687,056 | 175,390 | 43,852 | 1,928 | 956,121 | ||
| Intagible |
| GROUP | Software | Rights of games |
Brand | Customer relationships |
Assets not yet available for use |
Total |
|---|---|---|---|---|---|---|
| 31.12.2023 | ||||||
| Acquisition cost | 253,286 | 1,511,709 | 175,390 | 90,200 | 3,182 | 2,033,768 |
| Accumulated amortisation | (205,848) | (857,180) | - | (40,257) | - | (1,103,284) |
| Net book value 31.12.2023 | 47,438 | 654,530 | 175,390 | 49,943 | 3,182 | 930,483 |
| 30.06.2024 | ||||||
| Acquisition cost | 261,547 | 1,584,179 | 175,390 | 90,200 | 1,928 | 2,113,245 |
| Accumulated amortisation | (213,653) | (897,123) | - | (46,349) | - | (1,157,125) |
| Net book value 30.06.2024 | 47,894 | 687,056 | 175,390 | 43,852 | 1,928 | 956,121 |
| COMPANY | Software | Rights of games | Intagible Assets not yet available for use |
Total |
|---|---|---|---|---|
| Year ended 31 December 2023 | ||||
| Opening net book amount (1 January 2023) |
34,489 | 700,503 | 1,198 | 736,190 |
| Additions | 18,703 | - | 4,347 | 23,050 |
| Disposals | (1,229) | - | - | (1,229) |
| Transfers | 3,195 | - | (3,195) | - |
| Amortisation charge | (12,673) | (71,984) | - | (84,657) |
| Disposals amortisation | 1,229 | - | - | 1,229 |
| Net book amount (31 December 2023) |
43,714 | 628,518 | 2,351 | 674,583 |
| Period ended 30 June 2024 | ||||
| Opening net book amount (1 January 2024) |
43,714 | 628,518 | 2,351 | 674,583 |
| Additions | 5,874 | - | 1,265 | 7,140 |
| Disposals | (1,438) | - | - | (1,438) |
| Transfers | 2,218 | - | (2,218) | - |
| Amortisation charge | (8,072) | (35,829) | - | (43,901) |
| Disposals amortisation | 1,438 | - | - | 1,438 |
| Net book amount (30 June 2024) |
43,734 | 592,689 | 1,399 | 637,822 |
| COMPANY | Software | Rights of games | Intagible Assets not yet available for use |
Total |
|---|---|---|---|---|
| 31.12.2023 | ||||
| Acquisition cost | 234,667 | 1,388,783 | 2,351 | 1,625,801 |
| Accumulated amortisation | (190,954) | (760,264) | - | (951,218) |
| Net book value 31.12.2023 | 43,714 | 628,518 | 2,351 | 674,583 |
| 30.06.2024 | ||||
| Acquisition cost | 241,321 | 1,388,783 | 1,399 | 1,631,502 |
| Accumulated amortisation | (197,587) | (796,093) | - | (993,680) |
| Net book value 30.06.2024 | 43,734 | 592,689 | 1,399 | 637,822 |
The "Additions" of the Group "Software" within the current period mainly include:
[Strictly Confidential]
• Software upgrading relating to betting platform of € 351.
The "Intangible assets not yet available for use" consist of internally generated software under construction of the Company, TORA WALLET SINGLE MEMBER S.A. and TORA DIRECT SINGLE MEMBER S.A. of € 1,399, € 523 and € 6, respectively. The additions of the Group and the Company within the current period mainly include the capitalization of payroll costs of € 1,112 and € 953, respectively, relating to the development of internally generated software. When development is completed, the cost is transferred to software.
| Licence's Description | Company's Name |
Net book value 30.06.2024 |
Net book value 31.12.2023 |
Remaining amortisation period (in years) as at 30.06.2024 |
|---|---|---|---|---|
| Conduct, manage, organise and operate numerical and sports betting games |
OPAP S.A. | 234,455 | 253,107 | 6.25 |
| Installation licence and operation of the VLTs |
OPAP S.A. | 354,400 | 371,180 | 10.50 |
| Online Betting and Other online games (Casino Games & Poker) |
OPAP S.A. | 2,867 | 3,231 | 3.92 |
| Conduct offline the numerical lottery game "Eurojackpot" in the Greek territory through the OPAP Stores |
OPAP S.A. | 967 | 1,000 | 9.69 |
| Conduct, provide, and manage designated games of chance in the Cypriot market |
OPAP CYPRUS LTD |
72,403 | - | 14.99 |
| Produce, operate, distribute, promote and manage all the State Lotteries games and the Instant Lottery game (SCRATCH) |
HELLENIC LOTTERIES S.A. |
12,544 | 15,939 | 1.84 |
| Organize and conduct landbased and online mutual horseracing betting in Greece |
HORSE RACES SINGLE MEMBER S.A. |
6,552 | 6,837 | 11.52 |
| Online Betting and Other online games (Casino Games & Poker) |
STOIXIMAN LTD | 2,869 | 3,236 | 4.10 |
| Total | 687,056 | 654,530 |
The Group's "Rights of Games" include the licences below:
The Group's "Rights of Games" additions within the current period refers to the cost of the licence granted to OPAP CYPRUS LTD.
On 26.06.2024, the Concession Agreement between OPAP CYPRUS LTD and the Republic of Cyprus was signed. It is noted that, on the same date the Codes of Practice were published in the Government Gazette, the National Betting Authority granted to OPAP CYPRUS LTD the relevant exclusive licence and the 2003 Intergovernmental Agreement between the Hellenic Republic and the Republic of Cyprus was terminated. According to the terms of the Concession Agreement, OPAP CYPRUS LTD will exclusively conduct, provide, and manage designated games of chance in the Cypriot market for a period of 15 years, starting from
26.06.2024. The consideration for the licence will be paid in 15 annual installments, based on a specific mathematical formula, which will also reflect the annual performance of the games offered by OPAP CYPRUS LTD. The first installment of € 4,200 was paid on 26.06.2024, whereas all other installments are payable on January 31st of every licence year.
Following the aforementioned events, an intangible asset of € 72,470 has been recognised in the Condensed Statement of Financial Position, which will be amortised on a straight-line method over the 15-year concession period, i.e. until 26.06.2039.
During the preparation of the six-month financial report for the period 01.01.2024 to 30.06.2024, Management assessed whether there were impairment indicators over the recoverable amount of the "Rights of Games" such as to require proceeding to an impairment test of these assets. For this purpose, both external and internal sources of information were utilized, i.e. the impact of macroeconomic conditions and geopolitical events, the discount rates, the industry and the market conditions, cost factors and a comparison between the actual figures versus the budgeted ones as they had been included in the 31.12.2023 impairment testing model.
Based on qualitative and quantitative assessment, there were no indicators of impairment for the "Rights of Games" as of 30.06.2024. Consequently, no impairment test was deemed necessary for these assets at the interim reporting date.
The Group's "Brand" of € 175,390 refers to STOIXIMAN brand name, that was recognised in 2020, following the acquisition of STOIXIMAN LTD.
The Group's "Customer relationships" refer to certain customer relationships recognised following the acquisitions of TORA DIRECT SINGLE MEMBER S.A., NEUROSOFT S.A. and STOIXIMAN LTD.
The "Intangible Assets" of the Group and the Company have not been pledged.
The "Property, plant and equipment" analysis is as follows:
| GROUP | Land | Buildings | Machinery | Vehicles | Equipment | Construction in progress |
Total | |
|---|---|---|---|---|---|---|---|---|
| Year ended 31 December 2023 | ||||||||
| Opening net book amount (1 January 2023) |
6,951 | 9,107 | 23,589 | 150 | 16,844 | 111 | 56,752 | |
| Additions | 18 | 1,447 | 431 | 100 | 2,540 | - | 4,536 | |
| Disposals | (251) | (1,211) | (104) | (53) | (4,182) | - | (5,801) | |
| Transfers | - | - | - | - | 111 | (111) | - | |
| Depreciation charge | - | (2,188) | (7,014) | (52) | (6,276) | - | (15,530) | |
| Disposals' depreciation | - | 1,211 | 103 | 16 | 4,182 | - | 5,512 | |
| Net book amount (31 December 2023) |
6,718 | 8,366 | 17,006 | 161 | 13,219 | - | 45,470 | |
| Period ended 30 June 2024 | ||||||||
| Opening net book amount (1 January 2024) |
6,718 | 8,366 | 17,006 | 161 | 13,219 | - | 45,470 | |
| Additions | - | 269 | 89 | - | 4,022 | - | 4,380 | |
| Disposals | - | - | (24) | - | (1,684) | - | (1,708) | |
| Depreciation charge | - | (748) | (3,468) | (25) | (3,094) | - | (7,336) | |
| Disposals' depreciation | - | - | 24 | - | 1,684 | - | 1,708 | |
| Net book amount (30 June 2024) |
6,718 | 7,886 | 13,627 | 136 | 14,147 | - | 42,514 |
| GROUP | Land | Buildings | Machinery | Vehicles | Equipment | Construction in progress |
Total |
|---|---|---|---|---|---|---|---|
| 31.12.2023 | |||||||
| Acquisition cost | 6,718 | 32,754 | 122,401 | 2,396 | 123,310 | - | 287,579 |
| Accumulated depreciation | - | (24,388) | (105,396) | (2,235) | (110,091) | - | (242,109) |
| Net book value 31.12.2023 | 6,718 | 8,366 | 17,006 | 161 | 13,219 | - | 45,470 |
| 30.06.2024 | |||||||
| Acquisition cost | 6,718 | 33,022 | 122,467 | 2,396 | 125,648 | - | 290,251 |
| Accumulated depreciation | - | (25,136) | (108,839) | (2,260) | (111,501) | - | (247,737) |
| Net book value 30.06.2024 | 6,718 | 7,886 | 13,627 | 136 | 14,147 | - | 42,514 |
| COMPANY | Land | Buildings | Machinery | Vehicles | Equipment | Total | |||
|---|---|---|---|---|---|---|---|---|---|
| Year ended 31 December 2023 | |||||||||
| Opening net book amount (1 January 2023) |
6,951 | 8,390 | 23,370 | 90 | 15,781 | 54,581 | |||
| Additions | 18 | 1,407 | 347 | - | 2,146 | 3,918 | |||
| Disposals | (251) | (123) | (45) | - | (2,078) | (2,496) | |||
| Depreciation charge | - | (1,511) | (6,899) | (24) | (5,631) | (14,065) | |||
| Disposals' depreciation | - | 123 | 44 | - | 2,077 | 2,244 | |||
| Net book amount (31 December 2023) |
6,718 | 8,287 | 16,816 | 66 | 12,296 | 44,183 | |||
| Period ended 30 June 2024 | |||||||||
| Opening net book amount (1 January 2024) |
6,718 | 8,287 | 16,816 | 66 | 12,296 | 44,183 | |||
| Additions | - | 267 | - | - | 3,782 | 4,049 | |||
| Disposals | - | - | (24) | - | (1,684) | (1,708) | |||
| Depreciation charge | - | (727) | (3,441) | (12) | (2,945) | (7,125) | |||
| Disposals' depreciation | - | - | 24 | - | 1,684 | 1,708 | |||
| Net book amount (30 June 2024) |
6,718 | 7,827 | 13,375 | 54 | 13,133 | 41,107 |
| COMPANY | Land | Buildings | Machinery | Vehicles | Equipment | Total |
|---|---|---|---|---|---|---|
| 31.12.2023 | ||||||
| Acquisition cost | 6,718 | 32,196 | 121,027 | 2,217 | 112,765 | 274,923 |
| Accumulated depreciation | - | (23,910) | (104,211) | (2,151) | (100,468) | (230,740) |
| Net book value 31.12.2023 | 6,718 | 8,287 | 16,816 | 66 | 12,296 | 44,183 |
| 30.06.2024 | ||||||
| Acquisition cost | 6,718 | 32,464 | 121,003 | 2,217 | 114,862 | 277,264 |
| Accumulated depreciation | - | (24,636) | (107,628) | (2,163) | (101,730) | (236,157) |
| Net book value 30.06.2024 | 6,718 | 7,827 | 13,375 | 53 | 13,133 | 41,107 |
The Group's "Equipment" additions within the current year include, among others:
The Group's disposals of the comparative period mainly related to the fixed assets located at Markopoulo Park of total cost and accumulated depreciation of € 3,232 and were derecognised as at 31.12.2023, following HORSE RACES SINGLE MEMBER S.A.'s decision to cease the organization and conduct of Greek horse races and terminate the lease agreement of Markopoulo Racecourse.
The "Property, plant and equipment" of the Group and the Company have not been pledged.
The "Right-of-use assets" are analysed as follows:
| GROUP | Buildings | Vehicles | Equipment | Total | ||||
|---|---|---|---|---|---|---|---|---|
| Year ended 31 December 2023 | ||||||||
| Opening net book amount (1 January 2023) |
28,254 | 1,464 | 2,416 | 32,135 | ||||
| Additions | 4,646 | 3,059 | - | 7,706 | ||||
| Reassessment of leases | 9,053 | 35 | - | 9,089 | ||||
| Termination of leases | (23,447) | (294) | - | (23,741) | ||||
| Depreciation charge | (6,591) | (935) | (672) | (8,197) | ||||
| Termination depreciation | 7,639 | 241 | - | 7,880 | ||||
| Net book amount (31 December 2023) |
19,555 | 3,571 | 1,744 | 24,871 | ||||
| Period ended 30 June 2024 | ||||||||
| Opening net book amount (1 January 2024) |
19,555 | 3,571 | 1,744 | 24,871 | ||||
| Additions | 1,896 | 1,971 | - | 3,867 | ||||
| Reassessment of leases | 2,085 | 1 | - | 2,086 | ||||
| Termination of leases | - | (432) | - | (432) | ||||
| Depreciation charge | (2,669) | (757) | (308) | (3,734) | ||||
| Termination depreciation | - | 365 | - | 365 | ||||
| Net book amount (30 June 2024) |
20,867 | 4,719 | 1,436 | 27,022 |
| GROUP | Buildings | Vehicles | Equipment | Total |
|---|---|---|---|---|
| 31.12.2023 | ||||
| Acquisition cost | 44,521 | 8,447 | 3,436 | 56,405 |
| Accumulated depreciation | (24,966) | (4,875) | (1,692) | (31,534) |
| Net book value 31.12.2023 | 19,555 | 3,571 | 1,744 | 24,871 |
| 30.06.2024 | ||||
| Acquisition cost | 48,502 | 9,986 | 3,436 | 61,925 |
| Accumulated depreciation | (27,636) | (5,267) | (2,000) | (34,903) |
| Net book value 30.06.2024 | 20,867 | 4,719 | 1,436 | 27,022 |
| COMPANY | Buildings | Vehicles | Equipment | Total | ||
|---|---|---|---|---|---|---|
| Year ended 31 December 2023 | ||||||
| Opening net book amount (1 January 2023) |
14,941 | 1,041 | 2,359 | 18,342 | ||
| Additions | 2,298 | 2,318 | - | 4,616 | ||
| Reassessment of leases | 4,842 | 23 | - | 4,865 | ||
| Termination of leases | (1,290) | (294) | - | (1,584) | ||
| Depreciation charge | (4,653) | (649) | (616) | (5,918) | ||
| Termination depreciation | 656 | 241 | - | 897 | ||
| Net book amount (31 December 2023) |
16,794 | 2,680 | 1,744 | 21,218 | ||
| Period ended 30 June 2024 | ||||||
| Opening net book amount (1 January 2024) |
16,794 | 2,680 | 1,744 | 21,218 | ||
| Additions | 39 | 1,698 | - | 1,736 | ||
| Reassessment of leases | 2,085 | 6 | - | 2,091 | ||
| Termination of leases | - | (432) | - | (432) | ||
| Depreciation charge | (2,254) | (574) | (308) | (3,135) | ||
| Termination depreciation | - | 365 | - | 365 | ||
| Net book amount (30 June 2024) |
16,664 | 3,743 | 1,436 | 21,843 |
| COMPANY | Buildings | Vehicles | Equipment | Total |
|---|---|---|---|---|
| 31.12.2023 | ||||
| Acquisition cost | 40,151 | 6,365 | 2,462 | 48,977 |
| Accumulated depreciation | (23,356) | (3,684) | (718) | (27,759) |
| Net book value 31.12.2023 | 16,794 | 2,680 | 1,744 | 21,218 |
| 30.06.2024 | ||||
| Acquisition cost | 42,274 | 7,636 | 2,462 | 52,372 |
| Accumulated depreciation | (25,610) | (3,893) | (1,026) | (30,529) |
| Net book value 30.06.2024 | 16,664 | 3,743 | 1,436 | 21,843 |
The Group's right-of-use of "Buildings" mainly refers to the PLAY Gaming Halls with a total NBV of € 15,944 as at 30.06.2024 (31.12.2023: € 15,840).
The Group's "Reassessment of leases" mainly relates to the change of the Gaming Halls' lease monthly fee increase.
The Group's "Termination of leases" included in the category "Buildings" in 2023 mainly related to the termination of the lease of Markopoulo Park, following HORSE RACES SINGLE MEMBER S.A.'s decision to cease the organization and conduct of Greek horse races and terminate the lease agreement of Markopoulo Racecourse, whereas the Company's "Termination of leases" mainly related to the early termination of contracts for PLAY Gaming Halls.
The Condensed Statement of Financial Position includes the following amounts related to lease liabilities:
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30.06.2024 | 31.12.2023 | 30.06.2024 | 31.12.2023 | |
| Non-current lease liabilities | 20,917 | 19,527 | 16,826 | 16,762 |
| Current lease liabilities | 7,290 | 6,512 | 6,148 | 5,658 |
| Total | 28,207 | 26,040 | 22,974 | 22,420 |
Total capital and interest payments of lease liabilities in the period ended 30.06.2024, amount to € 4,182 (30.06.2023: € 5,401) for the Group and € 3,564 (30.06.2023: € 3,163) for the Company.
Income from subleases which refers to the sublease of PLAY Gaming Halls is included in "Revenue from nongaming activities" in the Condensed Income Statement & Statement of Comprehensive Income and amounts to € 2,524 at 30.06.2024 (30.06.2023: € 2,422) for the Group and € 2,503 at 30.06.2024 (30.06.2023: € 2,330) for the Company.
The "Other non-current assets" are analysed as follows:
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30.06.2024 | 31.12.2023 | 30.06.2024 | 31.12.2023 | |
| Guarantee deposits | 8,084 | 6,891 | 899 | 919 |
| Prepayments of retirement benefits | 89 | 89 | 89 | 89 |
| Loans receivable | 1,063 | 1,056 | 7,713 | 7,916 |
| Prepayments to suppliers | 29,313 | 32,550 | 29,313 | 32,550 |
| GGR contribution receivable | 6,397 | 16,302 | 6,397 | 16,302 |
| Other receivables | 76 | 76 | - | - |
| Total | 45,021 | 56,965 | 44,410 | 57,776 |
The Group's "Guarantee deposits" refers to amounts given to suppliers as a security deposit and it is expected to be returned back in the future. The increase from prior year is due to a new agreement between TORA WALLET SINGLE MEMBER S.A. and VISA.
The Group's "Loans receivable" balance refers to loans that the Company have granted to its agents and its personnel, with the maturity of these loans to be until November 2027.
At Company level, the "Loans receivable" balance includes the non-current balance of € 1,750 (31.12.2023: € 1,960) for a bond loan granted to TORA DIRECT SINGLE MEMBER S.A. on 29.08.2017 and the balance of € 4,900 (31.12.2023: € 4,900) for a bond loan granted to TORA WALLET SINGLE MEMBER S.A. on 13.12.2022. These loans to subsidiaries bear a floating interest rate consisting of a floating part equal to the applicable (for each interest period) weighted average cost of financing of the Group plus a margin of 15 base points (0.15%).
The "Prepayments to suppliers" balance of € 29,313 as at 30.06.2024 (31.12.2023: € 32,550) relate to an advance paid to VLT vendors under respective contracts, which is expected to settle in more than one year. The "GGR contribution receivable" balance constitutes the discounted additional consideration relating to the 10-year extension of the Company's licence which refers to the exclusive right to conduct certain numerical lottery and sports betting games. The nominal receivable with maturity date the end of the extended period of the licence (2030) amounts to € 8,009 as at 30.06.2024 (31.12.2023: € 19,990), and has been discounted for 82 months (31.12.2023: 88 months) using the spot interest rate as at 30.06.2024 of a bond of the Greek Government ending in 2030. The additional consideration will be calculated based on the agreement on an annual basis up to the expiration of the extension, which may result in a net receipt or payment to the Greek State. The additional payment or refund will be settled as a lump sum in 2031.
Deferred taxes are calculated in full on temporary differences under the balance sheet method using the principal tax rates that apply to the countries in which the companies of the Group operate.
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30.06.2024 | 31.12.2023 | 30.06.2024 | 31.12.2023 | |
| Deferred tax asset | 13,943 | 14,860 | - | - |
| Deferred tax liability | (121,154) | (123,087) | (44,901) | (44,724) |
| Net deferred tax liability | (107,211) | (108,227) | (44,901) | (44,724) |
The movement in deferred taxes is as follows:
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30.06.2024 | 31.12.2023 | 30.06.2024 | 31.12.2023 | |
| Opening balance, net deferred tax asset/(liability) |
(108,227) | (88,832) | (44,724) | (41,916) |
| Charge recognised in the Income Statement | 1,016 | (19,381) | (177) | (2,798) |
| Charge recognised in the Other Comprehensive Income |
- | (14) | - | (9) |
| Closing balance, net deferred tax liability | (107,211) | (108,227) | (44,901) | (44,724) |
The deferred tax assets and liabilities are offset when there is a legally enforceable right to set off current tax assets against current tax liabilities and when the deferred income taxes relate to the same taxing authority.
The corporate income tax rate in Greece is 22%, in Cyprus is 12.5% and in Malta is 35%.
| GROUP | Balance at 1 January 2024 |
Recognised in the Income Statement (Note 31) |
Balance at 30 June 2024 | ||
|---|---|---|---|---|---|
| Analysis of deferred tax assets (before set - offs) | |||||
| Property, plant and equipment | 15 | 78 | 92 | ||
| Intangible assets | 8,529 | (404) | 8,125 | ||
| Other non-current & current assets | 60 | - | 60 | ||
| Trade receivables | 36 | 20 | 55 | ||
| Lease liabilities | 5,148 | 822 | 5,970 | ||
| Employee benefits | 250 | 20 | 270 | ||
| Provisions | 2,599 | (381) | 2,218 | ||
| Other non-current & current liabilities | 5,859 | 285 | 6,144 | ||
| Tax losses | 1,135 | (901) | 234 | ||
| 23,630 | (462) | 23,168 | |||
| Analysis of deferred tax liabilities (before set - offs) | |||||
| Property, plant and equipment | (812) | 810 | (2) | ||
| Intangible assets | (121,622) | (213) | (121,835) | ||
| Right-of-use assets | (4,880) | (834) | (5,714) | ||
| Other non-current & current assets | (4,489) | 1,814 | (2,675) | ||
| Trade receivables | (54) | (34) | (88) | ||
| Other non-current & current liabilities | - | (64) | (64) | ||
| (131,857) | 1,479 | (130,379) | |||
| Net deferred tax asset/(liability) | (108,227) | 1,016 | (107,211) |
| COMPANY | Balance at 1 January 2024 |
Recognised in the Income Statement (Note 31) |
Balance at 30 June 2024 |
||
|---|---|---|---|---|---|
| Analysis of deferred tax assets (before set - offs) | |||||
| Property, plant and equipment | - | 82 | 82 | ||
| Lease liabilities | 4,932 | 122 | 5,054 | ||
| Employee benefits | 218 | 23 | 242 | ||
| Provisions | 2,598 | (380) | 2,218 | ||
| Other non-current & current liabilities | 573 | (45) | 528 | ||
| 8,322 | (198) | 8,123 | |||
| Analysis of deferred tax liabilities (before set - offs) | |||||
| Property, plant and equipment | (810) | 810 | - | ||
| Intangible assets | (43,026) | (2,430) | (45,456) | ||
| Right-of-use assets | (4,667) | (139) | (4,806) | ||
| Other non-current & current assets | (4,489) | 1,814 | (2,675) | ||
| Trade receivables | (54) | (34) | (88) | ||
| (53,045) | 21 | (53,024) | |||
| Net deferred tax liability | (44,724) | (177) | (44,901) |
On 30.06.2024, certain Group entities had accumulated tax losses of € 177,138 (31.12.2023: € 168,938). TORA WALLET SINGLE MEMBER S.A. recognised deferred tax assets as at 30.06.2024 amounting to € 234 (31.12.2023: € 1,135) attributable to losses amounting to € 1,065 as these deferred tax assets will be recoverable using the estimated future taxable income based on approved business plans. For the remaining € 176,073 carried forward tax losses as at 30.06.2024, no deferred tax asset has been recognized due to the extent that it is not probable that sufficient taxable profits will be available to utilise the assets. If the Group's entities were able to recognize all unrecognised deferred tax assets, these would amount to € 38,736 (31.12.2023: € 37,166).
Current income tax asset for the Group as at 30.06.2024 amounts to € 12,831 (31.12.2023: € 12,738) and is mainly comprised by the tax refund from Maltesian tax authorities for the year ended 31.12.2022 of € 12,508.
Current income tax liabilities for the Group and the Company as at 30.06.2024 amounts to € 135,626 and € 77,071, respectively (31.12.2023: € 119,047 and € 59,984, respectively).
Under Greek tax regulations, an income tax advance is paid to the tax authorities each year calculated at the 80% of the current year income tax liability. Such advance is then netted off with the following year's income tax liability.
The Group has adopted the amendments to IAS 12 issued in May 2023. The IASB amends the scope of IAS 12 to clarify that the Standard applies to income taxes arising from tax law enacted or substantively enacted to implement the Pillar Two model rules published by the OECD. The amendments introduce a temporary exception to the accounting requirements for deferred taxes in IAS 12, so that an entity would neither recognize nor disclose information about deferred tax assets and liabilities related to Pillar Two income taxes.
The Group applied the temporary exception as at 30.06.2024.
The analysis of the "Inventories" is as follows:
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30.06.2024 | 31.12.2023 | 30.06.2024 | 31.12.2023 | |
| Gaming Halls construction cost | 1,713 | 1,514 | 1,713 | 1,514 |
| Consumable materials | 9,196 | 3,561 | 1,782 | 982 |
| Total | 10,909 | 5,075 | 3,495 | 2,496 |
The inventories of the Group as at 30.06.2024 include:
The Group and the Company have not pledged their inventories as collateral.
The analysis of the "Trade receivables" is as follows:
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30.06.2024 | 31.12.2023 | 30.06.2024 | 31.12.2023 | |
| Receivables from agents | 59,187 | 79,101 | 25,455 | 37,122 |
| Receivables from agents under arrangement |
461 | 491 | - | - |
| Doubtful receivables from agents | 18,315 | 18,268 | 13,642 | 13,627 |
| Other receivables | 21,376 | 27,286 | 13,792 | 14,646 |
| Sub total short term trade receivables | 99,339 | 125,145 | 52,889 | 65,395 |
| Less loss allowance on short term trade receivables |
(20,966) | (20,886) | (14,773) | (14,727) |
| Total short term trade receivables | 78,373 | 104,259 | 38,116 | 50,668 |
| Discounted long term receivables from agents |
2,060 | 3,093 | 2,060 | 3,093 |
| Total long term trade receivables | 2,060 | 3,093 | 2,060 | 3,093 |
| Total trade receivables | 80,433 | 107,352 | 40,177 | 53,760 |
The Group has exposure to credit risk in relation to receivables from agents. According to IFRS 9 requirements, an assessment of the credit risk under ECL model was conducted per agent and the calculated amount as at 30.06.2024 was higher than the carrying amount of the loss allowance before the aforementioned assessment. Consequently, the additional loss allowance of the Group and the Company recognised within 2024 was € 80 and € 46, respectively.
The "Other receivables" refer to the trade receivables of the non-gaming entities of the Group (i.e. TORA DIRECT SINGLE MEMBER S.A., TORA WALLET SINGLE MEMBER S.A. and NEUROSOFT S.A.).
The "Discounted long term receivables from agents" include arrangements with agents that will be settled up to 2028.
Additional information about the impairment of trade receivables and the Group's exposure to credit risk are included in Note 33.
The Group and the Company have not pledged their receivables as collateral.
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30.06.2024 | 31.12.2023 | 30.06.2024 | 31.12.2023 | |
| Accrued income | 12,628 | 8,113 | 4,487 | 4,348 |
| Prepaid expenses | 27,523 | 37,562 | 21,023 | 22,907 |
| Deferred consideration from the disposal of KAIZEN GAMING LIMITED (Betano Business) |
6,537 | 6,537 | - | - |
| Dividends receivable | - | - | 3,000 | 10,000 |
| Intermediate account with OPAP CYPRUS LTD regarding actual versus theoretical payout of Cypriot winners |
- | - | - | 3,328 |
| Receivables from taxes (other than corporate income tax) |
7,563 | 13,222 | 516 | 1,581 |
| Loans receivable | 1,077 | 1,357 | 10,480 | 1,700 |
| Total | 55,329 | 66,791 | 39,505 | 43,864 |
The analysis of the "Other current assets" is as follows:
At Company level, "Dividends receivable" as at 30.06.2024 include the amount of € 3,000 receivable from OPAP SPORTS LTD (31.12.2023: € 10,000 receivable from OPAP CYPRUS LTD).
The balance of "Prepaid expenses" of the Group as at 30.06.2024 mainly includes the current portion of a prepayment to VLT vendors of € 5,129 (31.12.2023: € 5,246) (refer to Note 8), prepaid services for use and maintenance of software of € 4,369 (31.12.2023: € 5,352), prepaid sponsorships of € 6,013 (31.12.2023: € 7,517), prepaid promotional activities of € 2,920 (31.12.2023: € 2,738) and third party fees of € 1,983 (31.12.2023: € 1,281).
The balance of "Receivables from taxes (other than corporate income tax)" of the Group as at 31.12.2023 mainly include a tax refund from the Malta tax authorities of € 6,279 (31.12.2023: € 11,327).
The balance of "Loans receivable" of the Group as at 30.06.2024 refer mainly to loans granted to agents, while at Company level they include the current portion of the balance of a loan the Company granted to its subsidiary TORA DIRECT SINGLE MEMBER S.A. of € 9,420 (31.12.2023: € 420).
The analysis of the "Cash and cash equivalents" is as follows:
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30.06.2024 | 31.12.2023 | 30.06.2024 | 31.12.2023 | |
| Cash on hand | 1,286 | 1,408 | 875 | 1,008 |
| Short term bank deposits | 449,159 | 485,926 | 152,142 | 148,945 |
| Total | 450,445 | 487,334 | 153,017 | 149,953 |
The "Short term bank deposits" are comprised by current accounts and short-term time deposits with a maturity of three months or less from the date of the acquisition. The effective interest rates are based on floating rates and are negotiated on a case by case basis.
The "Short term bank deposits" of the Group and the Company also include amounts from electronic payment processors, of € 62,014 and € 1,999 respectively as at 30.06.2024 (31.12.2023: € 72,932 and € 3,058, respectively), which, at the time of purchase, are readily convertible to known amount of cash and that there is an insignificant risk of changes in value.
The fixed deposits with maturity between 3 and 12 months from the date of acquisition of € 8,058 as at 30.06.2024 (31.12.2023: € 3,556) are included in "Short-term investments" in the Condensed Consolidated Statement of Financial Position, while the fixed deposits with maturity greater than 12 months from the date of acquisition of € 550 (31.12.2023: € 550) are included in "Long-term investments".
According to IFRS 9 requirements, an assessment of the credit risk under the ECL model as at 30.06.2024 was conducted. Since the Group retains its deposits at institutions that have high credit ratings, credit risk was insignificant and no impairment provision was raised.
The total number of the authorized ordinary shares is:
| GROUP & COMPANY | ||
|---|---|---|
| 30.06.2024 | 31.12.2023 | |
| Ordinary shares of € 0.30 each | 370,062,741 | 370,062,741 |
| 370,062,741 | 370,062,741 |
The "Share capital" and "Share premium" movement is as follows:
| Number of shares | Share capital | Share premium | |
|---|---|---|---|
| Balance at 31 December 2022 | 363,341,859 | 109,003 | 165,148 |
| New shares issued as per the 27.04.2023 AGM decision (2022 Dividend reinvestment plan) |
6,720,882 | 2,016 | 103,838 |
| Capitalization of share premium as per the 27.04.2023 AGM decision |
- | 163,504 | (163,504) |
| Share capital return to the shareholders as per the 27.04.2023 AGM decision |
- | (163,504) | - |
| Balance at 31 December 2023 | 370,062,741 | 111,019 | 105,482 |
| Capitalization of share premium as per the 25.04.2024 AGM decision |
- | 92,516 | (92,516) |
| Share capital return to the shareholders as per the 25.04.2024 AGM decision |
- | (92,516) | - |
| Balance at 30 June 2024 | 370,062,741 | 111,019 | 12,966 |
The Company's Annual General Meeting ("AGM") decided the increase of the share capital of the Company by an amount of € 92,516 through the capitalization of an equal amount from the share premium reserve and the increase of the nominal value of each share of the Company by € 0.25 (from € 0.30 to € 0.55) to be followed by a share capital return of an equivalent amount (€ 92,516) through a reduction of the nominal value of each share of the Company by € 0.25 (from € 0.55 to € 0.30), which was distributed on 01.07.2024.
The Group's non-controlling interests amount to € 33,412 as at 30.06.2024 (31.12.2023: € 34,112), arising from HELLENIC LOTTERIES S.A., NEUROSOFT S.A., STOIXIMAN LTD and STOIXIMAN HOLDING LTD.
The summarized financial information and basic financial data of these companies are presented below. The amounts disclosed for each subsidiary are before intercompany eliminations.
| Summarized statement of financial position as at June 30, 2024 |
HELLENIC LOTTERIES S.A. |
NEUROSOFT S.A. |
STOIXIMAN LTD |
STOIXIMAN HOLDING LTD |
Total |
|---|---|---|---|---|---|
| NCI percentage | 16.50% | 32.28% | 15.51% | 31.65% | |
| Non-current assets | 23,270 | 8,054 | 221,882 | - | |
| Current assets | 76,349 | 12,564 | 160,297 | 11,691 | |
| Non-current liabilities | (1,316) | (3,210) | (77,201) | - | |
| Current liabilities | (98,712) | (7,405) | (132,869) | (431) | |
| Net assets | (409) | 10,002 | 172,110 | 11,259 | |
| Net assets attributable to NCI | (67) | 3,229 | 26,688 | 3,564 | 33,412 |
| Summarized income statement and other comprehensive income for the period ended June 30, 2024 |
HELLENIC LOTTERIES S.A. |
NEUROSOFT S.A. |
STOIXIMAN LTD |
STOIXIMAN HOLDING LTD |
Total |
|---|---|---|---|---|---|
| Revenue (GGR) | 52,456 | - | 263,698 | - | |
| Revenue from non-gaming activities |
68 | 16,244 | - | 6,123 | |
| Profit/(loss) after tax | (4,145) | 140 | 39,084 | (8) | |
| Total comprehensive income | (4,145) | 140 | 39,084 | (8) | |
| Profit/(loss) after tax attributable to NCI |
(684) | 45 | 6,060 | (3) | 5,419 |
| Dividends paid to NCI | - | - | 10,079 | - | 10,079 |
| Summarized cash flow information for the period ended June 30, 2024 |
HELLENIC LOTTERIES S.A. |
NEUROSOFT S.A. |
STOIXIMAN LTD |
STOIXIMAN HOLDING LTD |
|---|---|---|---|---|
| Cash flows from operating activities |
(32,206) | 2,067 | 51,339 | - |
| Cash flows from investing activities | 516 | (815) | 1,704 | 31,850 |
| Cash flows from financing activities | (18) | (387) | (65,189) | (31,850) |
| Net increase/(decrease) in cash and cash equivalents |
(31,708) | 865 | (12,145) | - |
The summary of the Group and the Company outstanding debt is as follows:
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30.06.2024 | 31.12.2023 | 30.06.2024 | 31.12.2023 | |
| Total non-current loans | 567,107 | 586,569 | 567,038 | 586,454 |
| Current loans | ||||
| Current portion of non-current loans including accrued interest |
81,883 | 72,080 | 61,832 | 61,803 |
| Overdraft accounts | 2,650 | 1,896 | - | 1 |
| Total current loans | 84,533 | 73,976 | 61,832 | 61,804 |
| Total borrowings | 651,640 | 660,545 | 628,870 | 648,258 |
| 31.12.2023 | 30.06.2024 | ||||||||
|---|---|---|---|---|---|---|---|---|---|
| GROUP | Year of maturity |
Book value |
New Loans |
Repayments | Interest paid | Accrued interest expense |
Unwinding of issuance expenses |
Outstanding nominal value |
Book value |
| Loan, amount € 916 | 2025 | 210 | - | (46) | (4) | 3 | - | 160 | 163 |
| Corporate Bond Loan € 200,000 |
2027 | 198,609 | - | - | (758) | 723 | 269 | 200,000 | 198,843 |
| Bond Loan € 300,000 | 2027 | 170,230 | - | (30,000) | (544) | 448 | 61 | 140,000 | 140,194 |
| Bond Loan € 50,000 | 2024 | 40,382 | - | - | (397) | 383 | 9 | 40,000 | 40,377 |
| Bond Loan € 200,000 | 2026 | - | 20,000 | - | - | 12 | - | 20,000 | 20,012 |
| Bond Loan, € 250,000 | 2026 | 249,218 | - | - | (333) | 271 | 245 | 250,000 | 249,401 |
| Overdraft € 8,000 | 1,895 | 755 | - | - | - | - | 2,650 | 2,650 | |
| Overdraft € 15,000 | 1 | - | (1) | - | - | - | - | - | |
| Total | 660,545 | 20,755 | (30,047) | (2,036) | 1,839 | 584 | 652,810 | 651,640 |
| 31.12.2023 | 30.06.2024 | ||||||||
|---|---|---|---|---|---|---|---|---|---|
| COMPANY | Year of maturity |
Book value | New Loans |
Repayments | Interest paid | Accrued interest expense |
Unwinding of issuance expenses |
Outstanding nominal value |
Book value |
| Bond Loan, € 200,000 | 2027 | 198,609 | - | - | (758) | 723 | 269 | 200,000 | 198,843 |
| Bond Loan, € 300,000 | 2027 | 170,230 | - | (30,000) | (544) | 448 | 61 | 140,000 | 140,194 |
| Bond Loan, € 200,000 | 2026 | - | 20,000 | - | - | 12 | - | 20,000 | 20,012 |
| Bond Loan, € 250,000 | 2026 | 249,218 | - | - | (333) | 271 | 245 | 250,000 | 249,401 |
| Loan, € 20,000 | 2024 | 20,134 | - | - | - | 287 | - | 20,000 | 20,420 |
| Loan, € 10,000 | 2024 | 10,067 | - | (10,000) | (67) | - | - | - | - |
| Overdraft, € 15,000 | 1 | - | (1) | - | - | - | - | - | |
| Total | 648,258 | 20,000 | (40,001) | (1,702) | 1,740 | 575 | 630,000 | 628,870 |
The weighted average interest rate of the Group and the Company for the first six months ended 30.06.2024 stands at 2.75% and 2.56% respectively (31.12.2023: 2.70% and 2.54% for the Group and for the Company respectively).
During the current period the following transactions took place:
As at 30.06.2024 the Group and the Company were in compliance with the financial covenants of their borrowing facilities.
Finally, all agreements of the Group and the Company are unsecured.
The "Other non-current liabilities" analysis is as follows:
| GROUP | COMPANY | ||||
|---|---|---|---|---|---|
| 30.06.2024 | 31.12.2023 | 30.06.2024 | 31.12.2023 | ||
| Payout to the winners | 2,755 | 2,128 | 759 | - | |
| Liability to the Cypriot Government for the new licence |
51,964 | - | - | - | |
| Other liabilities | 30 | 183 | - | - | |
| Total | 54,749 | 2,312 | 759 | - |
The balance of "Payouts to winners" relates to the long term payout to winners of:
The "Liability to the Cypriot Government for the new licence" as at 30.06.2024 relates to the discounted long term part of the OPAP CYPRUS LTD new Concession Agreement (refer to Note 5).
The analysis of the "Trade payables" is as follows:
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30.06.2024 | 31.12.2023 | 30.06.2024 | 31.12.2023 | |
| Suppliers (services, assets, etc.) | 49,371 | 78,648 | 27,518 | 51,064 |
| Payouts to winners | 35,184 | 34,822 | 30,348 | 16,723 |
| Unclaimed winnings | 16,776 | 25,212 | 6,461 | 10,259 |
| Players' e-wallet | 25,753 | 24,700 | 6,900 | 6,661 |
| SCRATCH payout provision | 25,585 | 24,022 | - | - |
| Other payables | 1,480 | 1,386 | 479 | 463 |
| Contract liabilities | 14,851 | 12,711 | 4,660 | 2,525 |
| Total | 169,000 | 201,501 | 76,366 | 87,695 |
The "Suppliers (services, assets, etc.)" are non-interest bearing and are normally settled within 60 days for both the Group and the Company.
The balance of "Suppliers (services, assets, etc.)" includes, among others, the liability to online affiliates under Article 196 of L.4635/2019 and Article 10 of the Online regulation which as at 30.06.2024 amounts to € 592 (31.12.2023: € 292) and € 27 (31.12.2023: € 22) for OPAP S.A. and STOIXIMAN LTD respectively. During the current period OPAP S.A. cooperated with 49 affiliates and the respective expense amounts to € 1,839 (2023: € 1,412), while STOIXIMAN LTD cooperated with 56 affiliates and the respective expense amounts to € 8,260 (2023: € 7,494).
The "Contract liabilities" for the gaming entities of the Group refer to amounts wagered for games or draws that will be settled in the near future of € 14,745 (31.12.2023: € 12,260), while for the non-gaming entities of the Group refer to unsatisfied performance obligations of € 107 (31.12.2023: € 451).
The analysis of other current liabilities is as follows:
| GROUP | COMPANY | ||||
|---|---|---|---|---|---|
| 30.06.2024 | 31.12.2023 | 30.06.2024 | 31.12.2023 | ||
| Donations | 611 | 981 | 608 | 981 | |
| Sponsorships | 14,214 | 10,886 | 856 | 419 | |
| Guarantee deposits from agents | 10,379 | 10,523 | 7,627 | 7,763 | |
| Wages and salaries | 7,117 | 9,572 | 5,269 | 8,542 | |
| Dividends payable | 1,938 | 2,533 | 1,938 | 2,533 | |
| Capital return to the Shareholders | 90,715 | 412 | 90,715 | 412 | |
| Accrued expenses | 40,874 | 26,684 | 24,914 | 13,302 | |
| Insurance contributions payable | 2,633 | 3,533 | 1,916 | 2,583 | |
| GGR contribution and other levies and duties payable |
46,585 | 59,569 | 14,606 | 17,309 | |
| Other taxes (withholding, VAT) | 34,862 | 28,926 | 20,812 | 14,002 | |
| STOIXIMAN LTD liability to the Hellenic Gaming Commission |
- | 1,250 | - | - | |
| Liability to the Cypriot Government for the new licence |
4,206 | - | - | - | |
| Default interest related to HELLENIC LOTTERIES S.A. Minimum Annual Fee 2020-2022 |
- | 11,891 | - | - | |
| Other liabilities | 1,989 | 6,712 | 1,786 | 2,126 | |
| Total | 256,123 | 173,469 | 171,047 | 69,971 |
The balance of the "Guarantee deposits from agents" represents:
The balance of the "Accrued expenses" refers to expenses incurred in the current period, which have not yet been invoiced as at 30.06.2024.
The balance of the "GGR contribution and other levies and duties payable" refers to the amounts resulting from a month's gaming activity which are payable during the next month.
The balance of the "Liability to the Cypriot Government for the new licence" refers to the short term part of the OPAP CYPRUS LTD new Concession Agreement as at 30.06.2024 (refer to Note 5).
The Company's Board of Directors decided during its meeting on 12.03.2024 to distribute a gross amount of € 590,271 or € 1.612297036 per share (in absolute amount) as final dividend for the fiscal year 2023 with € 1.001771387 per share (in absolute amount) having already been paid as interim dividend in November 2023.
The Company's 24th Annual General Meeting ("AGM") of the Shareholders of the Company dated 25.04.2024 approved the abovementioned distribution and a gross amount of € 222,038 or € 0.610525649 per share (in absolute amount), excluding 6,379,994 treasury shares, was distributed on 09.05.2024.
Additionally, the Company's AGM decided the increase of the share capital of the Company by an amount of € 92,516, through the capitalization of an equal amount from the share premium reserve and the increase of the nominal value of each share of the Company by € 0.25 (from € 0.30 to € 0.55) (in absolute amount) to be followed by a share capital return of an equivalent amount (€ 92,516) through a reduction of the nominal value of each share of the Company by € 0.25 (from € 0.55 to € 0.30) (in absolute amount), which was distributed on 01.07.2024.
Consequently, the total shareholders remuneration for the fiscal year 2023 amounted to € 1.862297036 per share (in absolute amount).
The respective expense is determined by the Concession Right held by the Group's companies and a summary of the applicable rates is disclosed as following:
| Company | Licence | Rights of games | GGR Contribution and other levies and duties rates |
|---|---|---|---|
| OPAP S.A. | Lottery & Betting games |
10-year extension of the exclusive right until Oct.2030 |
30% |
| OPAP S.A. | Online games | 7-year right until May.2028 | 35% |
| OPAP S.A. | VLTs | 18-year exclusive right until Jan.2035 | 30% |
| STOIXIMAN LTD | Online games | 7-year right until Aug.2028 | 35% |
| HELLENIC LOTTERIES S.A. |
Passives & Instants |
12-year exclusive right until Apr.2026 | 30% or minimum annual fee € 50,000 |
| HORSE RACES SINGLE MEMBER S.A. |
Horse racing landbased betting |
20-year exclusive right until Jan.2036 | 30% |
| OPAP CYPRUS LTD | Lottery & Betting games |
• Agreement between Greek Republic and Republic of Cyprus, until 25.06.2024; • 15-year exclusive right until Jun.2039, from 26.06.2024 and onwards. |
• approx. 17%, until 25.06.2024; • 22.5% or minimum annual fee € 20,000 (the minimum annual fee also includes sponsorship expenses of 5%), from 26.06.2024 and onwards. |
| OPAP SPORTS LTD | Betting games | Class 'A' licence for the landbased and Class 'B' licence for the Online |
13% |
The GGR contribution of HELLENIC LOTTERIES S.A has been calculated at the semi-annual minimum amount of € 25,000 stipulated in the Concession Agreement.
According to the terms of the Concession Agreement signed on 26.06.2024 between OPAP CYPRUS LTD and the Republic of Cyprus, the participation of the Republic of Cyprus in the GGR of the games conducted by OPAP CYPRUS LTD reaches 22.5%. Additionally, OPAP CYPRUS LTD will have to dispense an amount equal to 5% of the GGR generated from its games for sponsorships of sporting, social and charitable activities taking place within the Republic of Cyprus. The minimum annual proceeds for the Republic of Cyprus are set at €20,000.
For the Company, the agents' commission is calculated as a percentage on the Net Gaming Revenue (NGR) depending on the game, the sales channel and the targets achieved.
For the rest companies of the Group, the agents' commission is calculated as a percentage on wagers depending on the game and especially for HELLENIC LOTTERIES S.A, the sales' channel (wholesalers, mini markets, OPAP S.A. sales' network etc.).
The "Other direct costs" are incurred by the entities of the Group which operate in the gaming sector only, and their level is directly connected with the level of the gaming activity.
The analysis of the respective category is as follows:
| GROUP | COMPANY | |||
|---|---|---|---|---|
| Period that ended on June 30, | 2024 | 2023 | 2024 | 2023 |
| Fees to system providers | 55,446 | 55,581 | 36,502 | 36,361 |
| Financial institutions fees | 21,710 | 20,845 | 2,254 | 1,915 |
| Online affiliation fees | 10,134 | 8,798 | 1,839 | 1,280 |
| Total | 87,289 | 85,224 | 40,596 | 39,556 |
| GROUP | COMPANY | |||
|---|---|---|---|---|
| Period that ended on June 30, | 2024 | 2023 | 2024 | 2023 |
| Revenues from prepaid cards, mobile top-ups, and bill payments' services |
34,279 | 36,883 | - | - |
| Revenue from IT services | 9,121 | 6,393 | - | - |
| Management fees | - | - | 16,400 | 16,764 |
| Income from leases | 2,524 | 2,422 | 2,503 | 2,330 |
| Income from services provided to land-based sales' network |
2,825 | 3,519 | 2,825 | 3,519 |
| Other income | 2,228 | 3,387 | 1,878 | 3,109 |
| Total | 50,978 | 52,603 | 23,606 | 25,722 |
The analysis of the "Revenue from non-gaming activities" is as follows:
The "Revenues from prepaid cards, mobile top-ups and bill payments" refer to revenues from TORA DIRECT SINGLE MEMBER S.A. and TORA WALLET SINGLE MEMBER S.A. and includes the following:
The "Revenue from IT services" relates to the revenue of NEUROSOFT S.A. for the provision of IT services and consulting and the sale of software and other technological products.
The Company's "Management fees" mainly include Service Level Agreements ("SLA") fees from its subsidiaries OPAP CYPRUS LTD, HELLENIC LOTTERIES S.A. and HORSE RACES SINGLE MEMBER S.A. which are eliminated for Group purposes.
Finally, the current period's "Other income" of the Group includes, among others, an amount of € 382 (2023: € 521) relating to income from sales of PLAY Gaming Halls and Opap Stores construction, and an amount of € 916 (2023: € 1,968) which represents one-off income and income from reversal of accruals.
As per the Supplementary agreement between the Company and the Hellenic Republic Asset Development Fund (HRADF) dated 12.12.2011 and its amendment of 29.04.2013 relating to the Company's 10-year extension of the exclusive right up to 12.10.2030, a proportion equal to 80% of the absolute consideration for the extension which amounted to € 375,000 in total represents a GGR contribution prepayment of the Company for the extended period. This 80% proportion of the Absolute consideration equals to € 300,000 the future value of which was defined at the time that the extension was entered into at € 1,831,200 to be allocated to the 10 years of the extension. For the period from 01.01.2024 to 30.06.2024 the portion of the prepaid contribution of € 1,831,200, as adjusted for the corporate tax impact, amounts to € 116,224 (2023: € 115,406) and has been incorporated as an expense under "GGR contribution and other levies and duties" and simultaneously, as an income under "Income related to the extension of the concession of the exclusive right 2020-2030" in the Condensed Income Statement & Statement of Comprehensive Income.
The "Cost of sales related to non-gaming activities" of the Group in 2024 includes:
The analysis of the "Payroll expenses" of the Company and the Group is as follows:
| GROUP | COMPANY | |||
|---|---|---|---|---|
| Period that ended on June 30, | 2024 | 2023 | 2024 | 2023 |
| Wages and salaries | 36,744 | 34,871 | 27,259 | 25,192 |
| Social security costs | 7,219 | 6,551 | 5,374 | 5,042 |
| Other staff costs | 3,217 | 1,871 | 2,421 | 1,373 |
| Employee benefit plans | 1,318 | 1,313 | 1,297 | 1,292 |
| Termination compensations | 1,514 | 864 | 388 | 851 |
| Total | 50,012 | 45,470 | 36,740 | 33,749 |
The number of employees of the Company as at 30.06.2024 and 30.06.2023 is 1,275 and 1,215 respectively, while the Group's number at the same reporting periods was 1,881 and 1,762, respectively.
The analysis of the "Marketing expenses" is as follows:
| GROUP | COMPANY | |||
|---|---|---|---|---|
| Period that ended on June 30, | 2024 | 2023 | 2024 | 2023 |
| CSR | 620 | 379 | 262 | 178 |
| Sponsorships | 23,936 | 18,268 | 6,167 | 6,352 |
| Advertising | 50,509 | 37,241 | 26,051 | 15,796 |
| Total | 75,065 | 55,888 | 32,480 | 22,326 |
The increase in "Advertising" compared to the previous period is attributed to the activities supporting the recent launch of Eurojackpot, the revamp of Lotto and Tzoker and the EURO football championship.
The analysis of the "Other operating expenses" is as follows:
| GROUP | COMPANY | |||
|---|---|---|---|---|
| Period that ended on June 30, | 2024 | 2023 | 2024 | 2023 |
| IT related costs | 21,128 | 19,736 | 19,342 | 17,540 |
| Utilities & Telecommunication costs | 6,396 | 6,494 | 5,831 | 6,002 |
| Rentals | 1,214 | 483 | 330 | 348 |
| Professional fees | 36,740 | 32,899 | 10,992 | 9,875 |
| Subscriptions | 2,464 | 1,698 | 1,974 | 1,388 |
| Bank commissions | 570 | 494 | - | - |
| Insurance expenses | 873 | 884 | 734 | 706 |
| Consumables | 1,216 | 1,465 | 976 | 1,090 |
| Travelling expenses | 1,835 | 1,594 | 1,337 | 1,245 |
| Repair and maintenance | 699 | 842 | 437 | 385 |
| Other | 12,026 | 12,826 | 5,402 | 6,050 |
| Inventory consumption | 3,605 | 3,326 | 3,398 | 3,118 |
| Total | 88,766 | 82,739 | 50,753 | 47,748 |
The Group "IT related cost" in 2024 includes, among others, fees for technological support of information systems (other than gaming platforms) of € 1,438 (2023: € 1,467), repair and maintenance of software and hardware of € 7,327 (2023: € 7,589) and use of software licences of € 11,577 (2023: € 10,030) of which the amount of € 7,845 (2023: € 6,809) comes from STOIXIMAN LTD.
The "Rentals" classified under the other operating expenses refer to short term and variable leases which are excluded from the IFRS 16 accounting treatment. The increase in the "Rentals" comparing with the previous period relates with the decision to terminate the Lease Agreement of Markopoulo Racecourse as at 31.12.2023, following the cessation of the Greek horse races.
The Group subcategory "Other" in 2024 includes a wide range of expenses such as, legal fees of € 1,143 (2023: € 2,019), Cypriot agents VAT of € 2,255 (2023: € 2,282), taxes (other than Income tax) of € 1,261 (2023: € 1,232), market research expenses € 634 (2023: € 409),etc..
The analysis of the "Finance income / (costs)" is as follows:
| GROUP | COMPANY | |||
|---|---|---|---|---|
| Period that ended on June 30, | 2024 | 2023 | 2024 | 2023 |
| Interest expense on lease obligations | (463) | (943) | (360) | (313) |
| Interest and expenses of borrowings | (10,191) | (11,852) | (9,225) | (11,187) |
| Other finance costs | (2,442) | (2,277) | (1,324) | (1,449) |
| Capital cost of employee benefit plans | (20) | (9) | (18) | (8) |
| Reversal of previous year discount interest | (4) | - | (4) | - |
| Remeasurement of the discounting interest of receivables and payables |
(30) | (29) | - | - |
| Finance cost | (13,149) | (15,110) | (10,930) | (12,958) |
| Bank deposits | 6,286 | 4,231 | 2,528 | 2,036 |
| Interest income from loans' receivables | - | 1 | 173 | 145 |
| Other finance income | 466 | 49 | 36 | 42 |
| Remeasurement of the discounting interest of receivables |
2,234 | 5,758 | 2,234 | 5,664 |
| Discounting interest of payables | 12,214 | 27 | 114 | - |
| Finance income | 21,199 | 10,065 | 5,084 | 7,888 |
| Net finance costs | 8,050 | (5,045) | (5,846) | (5,070) |
The "Remeasurement of the discounting interest of receivables" for both, the Group and the Company, includes primarily the discounting of the accrued receivable related to the licence extension 2020-2030 of € 2,078 (2023: € 5,493).
The "Discounting interest of payables" for the Group as at 30.06.2024 includes primarily the discounting effect of the OPAP CYPRUS LTD new Concession Agreement of € 12,099.
The income tax charged to Income Statement & Statement of Comprehensive Income for the first six months of 2024 and 2023 is analysed as follows:
| GROUP | COMPANY | |||
|---|---|---|---|---|
| Period that ended on June 30, | 2024 | 2023 | 2024 | 2023 |
| Corporate income tax | (78,160) | (73,798) | (52,795) | (54,859) |
| Pillar Two top up tax | (1,196) | - | - | - |
| Deferred tax | 1,016 | (2,125) | (177) | (1,703) |
| Income tax expense | (78,340) | (75,923) | (52,972) | (56,562) |
| Effective tax rate | 24.8% | 24.9% | 18.3% | 13.0% |
The corporate income tax rate in Greece is 22%, in Cyprus is 12.5% and in Malta is 35%.
The tax losses of certain Group's entities incurred in the first half of 2024 amount to € 10,076 (30.06.2023: € 11,813). Based on the approved business plans and the management estimations, it is not likely for these Group entities to generate taxable income in the foreseeable future and no deferred tax asset was recognised.
The tax losses can be offset against future taxable earnings over the next 5-year period.
The Group is within the scope of the OECD Pillar Two model rules (the Global AntiBase Erosion Proposal, or 'GloBE'). On 05.04.2024, the Government of Greece where the Company is incorporated, enacted the Pillar Two income taxes legislation effective from 01.01.2024 (Law 5100/2024). Under the legislation, the Group is liable to pay a top-up tax for the difference between their GloBE effective tax rate per jurisdiction and the 15% minimum rate.
The Pillar Two legislation is effective for the financial year beginning 01.01.2024 and has been enacted in the jurisdictions in which the Group operates. As such, an assessment of the Group's potential exposure to additional income tax for the year ending 31.12.2024 has been performed. This assessment was based on the most recent estimates of the financial performance of the constituent entities in the Group and was used in order to determine the full-year effective tax rate (ETR) for Pillar Two purposes in each jurisdiction. Based on the assessment, the Group has identified potential exposure to Pillar Two income taxes in respect of profits earned by operating subsidiaries in Cyprus and Malta, where the Pillar Two effective tax rate is expected to be below 15%. More specifically, income tax expense recognised in the Condensed Income Statement & Statement of Comprehensive Income includes € 1,196 (30.06.2023: € 0) related to Pillar Two income taxes, allocated to Malta and Cyprus of € 1,050 and € 146, respectively.
The Group's Financial Information for the first six months of 2024 were consolidated by Allwyn International a.s., the Group's parent entity (the "Parent").
The term "Related parties" includes not only the Group's companies, but also companies in which the Parent participates in their share capital with a significant percentage, companies that belong to parent's main shareholders, companies controlled by members of the BoD or key management personnel, as well as close members of their family.
The Group's and the Company's income and expenses for the first six months of 2024 and 2023 as well as the balances of receivables and payables as at 30.06.2024 and 31.12.2023 that have arisen from related parties' transactions, as defined by IAS 24 are analysed as follows:
| Expenses & Assets' Purchases | Income | |||
|---|---|---|---|---|
| COMPANY | 01.01- 30.06.2024 |
01.01- 30.06.2023 |
01.01- 30.06.2024 |
01.01- 30.06.2023 |
| OPAP SPORTS LTD | - | - | 3,000 | 2,500 |
| OPAP ECO SINGLE MEMBER S.A. | - | - | 2 | - |
| OPAP CYPRUS LTD | 379 | 397 | 14,129 | 19,320 |
| OPAP INVESTMENT LTD | - | - | 50,000 | 175,000 |
| HELLENIC LOTTERIES S.A. | 3 | - | 2,299 | 2,420 |
| HORSE RACES SINGLE MEMBER S.A. | 21 | 13 | 127 | 135 |
| TORA DIRECT SINGLE MEMBER S.A. | 134 | 145 | 168 | 143 |
| TORA WALLET SINGLE MEMBER S.A. | 1,135 | 409 | 194 | 180 |
| NEUROSOFT S.A. | 6,949 | 5,362 | - | - |
| Total | 8,621 | 6,327 | 69,919 | 199,698 |
| Receivables (excl. loans) | Payables (excl. loans) | |||
|---|---|---|---|---|
| COMPANY | 30.06.2024 | 31.12.2023 | 30.06.2024 | 31.12.2023 |
| OPAP SPORTS LTD | 3,000 | - | - | - |
| OPAP ECO SINGLE MEMBER S.A. | 2 | - | - | - |
| OPAP CYPRUS LTD | 6,738 | 20,870 | 3,328 | 1,099 |
| HELLENIC LOTTERIES S.A. | 4,981 | 5,292 | 19 | 29 |
| HORSE RACES SINGLE MEMBER S.A. | 573 | 372 | 5 | 4 |
| TORA DIRECT SINGLE MEMBER S.A. | 87 | 37 | 189 | 31 |
| TORA WALLET SINGLE MEMBER S.A. | 765 | 555 | 438 | 318 |
| NEUROSOFT S.A. | 2 | 5 | 3,424 | 2,363 |
| Total | 16,147 | 27,131 | 7,403 | 3,843 |
The Company's income from transactions with related parties mainly refers to income from royalties and supporting services, while the respective expenses mainly refer to IT related costs.
The "Income" from related parties shown in the above table includes € 50,000 (2023: € 175,000) and € 3,000 (2023: € 2,500) of dividend income for the financial year 2023 from OPAP INVESTMENT LTD and OPAP SPORTS LTD, respectively.
| Expenses & Assets' Purchases | Income | |||
|---|---|---|---|---|
| GROUP | 01.01- 30.06.2024 |
01.01-30.06.2023 | 01.01- 30.06.2024 |
01.01- 30.06.2023 |
| Related party balances and transactions not eliminated for consolidation purposes |
23,550 | 22,800 | 230 | 276 |
| Total | 23,550 | 22,800 | 230 | 276 |
| GROUP | Receivables | Payables | ||
|---|---|---|---|---|
| 30.06.2024 | 31.12.2023 | 30.06.2024 | 31.12.2023 | |
| Related party balances and transactions not eliminated for consolidation purposes |
10,841 | 7,012 | 56,001 | 5,466 |
| Total | 10,841 | 7,012 | 56,001 | 5,466 |
It is noted that:
ALLWYN INVESTMENTS CYPRUS LIMITED (formerly RUBIDIUM HOLDING 2 LIMITED) during 2022, that has not yet been received.
• € 19,004 th. included in "Expenses" (2023: € 18,378) refer to professional fees charged to STOIXIMAN LTD by the Allwyn Group's entities.
The "Loans to subsidiaries" are analysed as follows:
| Loans to subsidiaries | |||
|---|---|---|---|
| COMPANY | 30.06.2024 | 31.12.2023 | |
| TORA WALLET SINGLE MEMBER S.A. | 4,905 | 4,905 | |
| TORA DIRECT SINGLE MEMBER S.A. | 11,178 | 2,386 | |
| Total | 16,083 | 7,291 |
The movement of the balance of "Loans to subsidiaries" is presented below:
| 31.12.2023 | 30.06.2024 | |||||
|---|---|---|---|---|---|---|
| COMPANY | Book value | New Loans |
Principal received |
Receipts of previous year's interest |
Accrued interest income |
Book value |
| TORA WALLET SINGLE MEMBER S.A. |
4,905 | - | - | (5) | 5 | 4,905 |
| TORA DIRECT SINGLE MEMBER S.A. |
- | 9,000 | - | - | 3 | 9,003 |
| TORA DIRECT SINGLE MEMBER S.A. |
2,386 | - | (210) | (6) | 6 | 2,176 |
| Total | 7,291 | 9,000 | (210) | (11) | 13 | 16,083 |
The Group's subsidiary TORA DIRECT SINGLE MEMBER S.A., according to the meeting of its Board of Directors dated 26.02.2024, issued a common bond loan of € 9,000, divided to 9,000 bonds of € 1,000 each. OPAP S.A. subscribed for the whole amount of € 9,000. As at 30.06.2024 the outstanding balance of this loan amounts to € 9,000 and is presented within "Other current assets" on the Condensed Statement of Financial Position of the Company.
The "Loans from subsidiary" are analysed as follows:
| Loans from subsidiary | |||
|---|---|---|---|
| COMPANY | 30.06.2024 | 31.12.2023 | |
| OPAP CYPRUS LTD | 20,420 | 30,201 | |
| Total | 20,420 | 30,201 |
| 31.12.2023 | 30.06.2024 | ||||
|---|---|---|---|---|---|
| Book value | Payments of previous year's interest |
Accrued interest expense |
Principal received |
Book value | |
| Loan, € 20,000 | 20,134 | - | 287 | - | 20,420 |
| Loan, € 10,000 | 10,067 | (67) | - | (10,000) | - |
| Total | 30,201 | (67) | 287 | (10,000) | 20,420 |
On 12.01.2024, the Company proceeded with an early repayment of € 10,000 of its loan from OPAP CYPRUS LTD.
Additionally, the Company has granted total corporate guarantees of € 108,550 (2023: € 108,550) in favor of HELLENIC LOTTERIES S.A., out of which the € 41,750 (2023: € 41,750) is a corporate guarantee for the loan of HELLENIC LOTTERIES S.A. from Alpha bank, the € 62,625 (2023: € 62,625) is a guarantee to HRADF and the € 4,175 (2023: € 4,175) relates to its overdraft bank account. Additionally, the Company has granted corporate guarantees of € 3,500 (2023: € 4,132) in favor of HORSE RACES SINGLE MEMBER S.A. to HRADF and up to € 3,000 (2023: € 3,000) for its overdraft bank account. Finally, the Company has granted corporate guarantees of € 8,000 (2023: € 8,000) in favor of TORA WALLET SINGLE MEMBER SA, € 1,100 (2023: € 1,100) in favor of OPAP SPORTS LTD, € 1,000 (2022: € 1,000) in favor of NEUROSOFT S.A. and € 14,441 (2023: € 0) in favor of OPAP CYPRUS LTD for the new Concession Agreement.
The Company intends to provide financial support to any of its subsidiaries, if it is deemed necessary. The senior members of Management have received the following remuneration:
| GROUP | COMPANY | |||
|---|---|---|---|---|
| MANAGEMENT PERSONNEL | 01.01- 30.06.2024 |
01.01- 30.06.2023 |
01.01- 30.06.2024 |
01.01- 30.06.2023 |
| Salaries | 3,836 | 4,280 | 3,836 | 4,232 |
| Other compensations | 129 | 13 | 129 | 13 |
| Social security cost | 140 | 143 | 135 | 143 |
| Total | 4,106 | 4,436 | 4,100 | 4,388 |
| BOARD OF DIRECTORS | GROUP | COMPANY | ||
|---|---|---|---|---|
| 01.01- 30.06.2024 |
01.01- 30.06.2023 |
01.01- 30.06.2024 |
01.01- 30.06.2023 |
|
| Salaries | 418 | 401 | 204 | 204 |
| Social security cost | 42 | 46 | 28 | 31 |
| Total | 461 | 447 | 232 | 235 |
| GROUP | COMPANY | ||||
|---|---|---|---|---|---|
| Liabilities from BoD compensation & remuneration |
30.06.2024 | 31.12.2023 | 30.06.2024 | 31.12.2023 | |
| BoD and key management personnel | 199 | 104 | 198 | 103 | |
| Total | 199 | 104 | 198 | 103 |
All the above intercompany transactions have been dealt at arm's length.
All the above inter-company transactions and balances have been eliminated in the Interim Condensed Financial Information of the Group.
The Group uses the three levels prescribed under the accounting standards for determining and disclosing the fair value of financial instruments by valuing technique:
Level 1: quoted (unadjusted) market prices in active markets for identical assets or liabilities.
Level 2: valuation techniques for which all inputs which have a significant effect on the recorded fair value are observable, either directly or indirectly.
Level 3: techniques which use inputs which have a significant effect on the recorded fair value that are not based on observable market data.
During the year there were no transfers between levels 1 and 2 for recurring fair value measurements, and no transfers into and out of level 3 fair value measurement.
The following tables present the carrying amount of the Group's and the Company's financial instruments and their fair value:
| 30.06.2024 | |||||
|---|---|---|---|---|---|
| GROUP | Carrying value |
Level 1 | Level 2 | Level 3 | |
| Financial assets | |||||
| Loans receivable | 2,140 | - | - | 2,140 | |
| Trade receivables | 80,433 | - | - | 80,433 | |
| Cash and cash equivalents | 450,445 | - | - | 450,445 | |
| Other receivables of other non - current assets |
76 | - | - | 76 | |
| Guarantee deposits | 8,084 | - | - | 8,084 | |
| Accrued income | 12,628 | - | - | 12,628 | |
| Deferred consideration from the disposal of KAIZEN GAMING LIMITED (Betano Business) |
6,537 | - | - | 6,537 | |
| Investments | 8,608 | - | - | 8,608 | |
| Financial liabilities | |||||
| Long term borrowings | 567,107 | 186,969 | - | 371,445 | |
| Short term borrowings | 84,533 | - | - | 84,858 | |
| Trade payables (excluding contracts' liabilities) |
154,149 | - | - | 154,149 | |
| Lease liabilities | 28,207 | - | - | 28,207 | |
| Other financial liabilities | 127,023 | - | - | 127,023 |
| 31.12.2023 | |||||
|---|---|---|---|---|---|
| GROUP | Carrying value |
Level 1 | Level 2 | Level 3 | |
| Financial assets | |||||
| Loans receivable | 2,414 | - | - | 2,414 | |
| Trade receivables | 107,352 | - | - | 107,352 | |
| Cash and cash equivalents | 487,334 | - | - | 487,334 | |
| Other receivables of other non - current assets |
76 | - | - | 76 | |
| Guarantee deposits | 6,891 | - | - | 6,891 | |
| Accrued income | 8,113 | - | - | 8,113 | |
| Deferred consideration from the disposal of KAIZEN GAMING LIMITED (Betano Business) |
6,537 | - | - | 6,537 | |
| Investments | 4,106 | - | - | 4,106 | |
| Financial liabilities | |||||
| Long term borrowings | 586,569 | 183,274 | - | 390,357 | |
| Short term borrowings | 73,976 | - | - | 75,144 | |
| Trade payables (excluding contracts' liabilities) |
191,876 | - | - | 191,876 | |
| Lease liabilities | 26,040 | - | - | 26,040 | |
| Other financial liabilities | 58,096 | - | - | 58,096 |
| 30.06.2024 | |||||
|---|---|---|---|---|---|
| COMPANY | Carrying value |
Level 1 | Level 2 | Level 3 | |
| Financial assets | |||||
| Loans receivable | 18,193 | - | - | 18,193 | |
| Trade receivables | 40,177 | - | - | 40,177 | |
| Cash and cash equivalents | 153,017 | - | - | 153,017 | |
| Guarantee deposits | 899 | - | - | 899 | |
| Accrued income | 4,487 | - | - | 4,487 | |
| Financial liabilities | |||||
| Long term borrowings | 567,038 | 186,969 | - | 371,382 | |
| Short term borrowings | 61,832 | - | - | 61,740 | |
| Trade payables (excluding contracts' liabilities) |
71,706 | - | - | 71,706 | |
| Lease liabilities | 22,974 | - | - | 22,974 | |
| Other financial liabilities | 36,550 | - | - | 36,550 |
OPAP S.A. | 112 Athinon Ave, 104 42 Athens, Greece, Tel: +30 (210) 5798800
| COMPANY | 31.12.2023 | ||||
|---|---|---|---|---|---|
| Carrying value |
Level 1 | Level 2 | Level 3 | ||
| Financial assets | |||||
| Loans receivable | 9,616 | - | - | 9,616 | |
| Trade receivables | 53,760 | - | - | 53,760 | |
| Cash and cash equivalents | 149,953 | - | - | 149,953 | |
| Guarantee deposits | 919 | - | - | 919 | |
| Accrued income | 4,348 | - | - | 4,348 | |
| Financial liabilities | |||||
| Long term borrowings | 586,454 | 183,274 | - | 390,233 | |
| Short term borrowings | 61,804 | - | - | 61,919 | |
| Trade payables (excluding contracts' liabilities) |
85,170 | - | - | 85,170 | |
| Lease liabilities | 22,420 | - | - | 22,420 | |
| Other financial liabilities | 24,591 | - | - | 24,591 |
The fair value of long-term and short-term borrowings is based on either quoted market prices or on future cash flows discounted. Due to the short maturities of the most of the above financial assets and financial liabilities, their carrying amounts at the reporting date approximate the fair values.
The Greek economy has posted solid growth so far in 2024, benefited by the strengthening of consumer confidence, while it is projected to continue growing above its long-term growth potential and the euro area average, boosted by higher investments, elevated employment levels and the overall improvement of the external economic conditions. In addition, strong private consumption, exports and a growing tourism sector are forecasted to remain key growth drivers throughout the year. Prudent fiscal policy implementation has paid off with Greece reducing its deficits significantly and ranking among the European Union's best performers, leading to primary surpluses of around 2% of GDP. Furthermore, the recent decision by the Governing Council of the ECB to reduce its three key interest rates by 25 basis points alongside the further normalization of energy prices and the deceleration of inflation could have a positive impact on the economic outlook for the rest of the year. On the other hand, the existing conflicts in Ukraine and Middle East and the increased political risk in Europe and United States, could weigh negatively on projected growth.
The Group's activity is significantly affected by disposable income and private consumption, which in turn are affected by the current economic conditions in Greece, such as the GDP, unemployment, inflation, taxation levels and increased energy costs. As such, a potential deterioration of the aforementioned
indicators together with a decline in economic sentiment and/or consumer confidence, could result in a decrease of the gaming related frequency and spending of the Group's customers.
The Group is following developments and monitoring customer behavior for any signs of a long-term decline in their gaming activity or spending, which would act as an impairment indicator for the respective licences. The Group has considered the impact of the current macroeconomic environment on the measurement of non-financial and financial assets. In measurement of non-financial assets, the Group used adjusted cash flows projections based on the revised financial budgets to calculate the Value in Use (VIU), i.e. the recoverable amount of the cash generating units. Revised budgets reflect the impact of the inflation on GDP and private consumption along with emerging trends in gaming activity.
Management reassessed also the recoverability of trade and other receivables, included intergroup receivables. Management assessed the impact of the economic environment has on the expected credit losses (ECL) calculation and the effect of credit risk on the amount, timing and uncertainty of future cash flows.
Management continually assesses the possible impact of any changes in the macroeconomic and financial environment in Greece taking into consideration global economic developments, so as to ensure that all necessary measures are taken in order to minimize any impact on the Group's Greek operations.
[Strictly Confidential]
Both the Company and the Group are conscious of global climate change and environmental issues. Climate risks pose challenges for our operations, including increased energy costs, energy and fuel price volatility, energy supply interruptions, non-compliance with relevant environmental legislation and regulations, and potential damage to our facilities due to extreme weather incidents, resulting in possible reputational issues and potential operational disruptions.
However, in our effort to contribute to the mitigation of such issues, we systematically work towards minimizing our potential negative impact and proactively address risks throughout our operations. We comply with current environmental legislation and relevant provisions, incorporate sustainable practices and procedures, as well as conduct all necessary environmental impact assessments. Additionally, through our Environmental and Energy Policy and relevant management systems (ISO14001, ISO50001), we are committed to conducting business in an environmentally responsible way, acknowledging that the protection of the environment, energy saving and the conservation of natural resources are integral parts of responsible and sustainable business development.
Management has assessed the potential financial impacts relating to the identified risks. The following considerations were made in respect of the Interim Condensed Financial Information:
• Impact of climate change is not expected to be material on the going concern period and the viability of the group over the next years,
Management has exercised judgement in concluding that there are no further material financial impacts of the Group's climate change risks and opportunities on the Interim Condensed Financial Information.
Management continually assesses the possible impact of any changes in the macroeconomic and financial environment in Greece and Cyprus so as to ensure that all necessary actions and measures are taken in order to minimize any impact on the Group's operations. Based on its current assessment, it has concluded that no additional impairment provisions are required with respect to the Group's financial and nonfinancial assets as at 30.06.2024.
Next, we present the main risks and uncertainties which the Group is exposed.
Market risk arises from the possibility that changes in market prices such as exchange rates and interest rates affect the results of the Group and the Company or the value of financial instruments held. The management of market risk consists in the effort of the Group and the Company to control their exposure to acceptable limits, mainly through monitoring interest rates on borrowings and restricting investments in volatile financial instruments that are sensitive to market risks.
The main risks that comprise market risk are described below:
Currency risk is the risk that the fair values or the cash flows of a financial instrument fluctuate due to foreign currency changes. The Group operates in Greece and Cyprus and the vast majority of its income, transactions, supplier agreements and costs are denominated or based in euro. Consequently, there is no substantial foreign exchange currency risk. Additionally, the vast majority of Group's cost base is, either proportional to the Group's revenues (i.e. payout to winners, agents commission, vendors revenue-based fees') or to transactions with domestic companies (i.e. IT, marketing).
[Strictly Confidential]
The Group is exposed to interest rate risk through the impact of rate changes on interest-bearing liabilities and assets. Cash flow interest rate risk is the risk that changes in market interest rates will impact cash flows arising from variable rate financial instruments. Fair value interest rate risk is the risk that the value of a financial asset or liability will fluctuate because of changes in market interest rates.
The existing debt facilities, as of 30.06.2024, stand at € 651,640 and € 628,870 for the Group and the Company, respectively.
The Group follows all market developments and acts in a timely manner when needed to ensure borrowing are weighted based on its risk assessment and market expectations about future interest rates.
The Group's and the Company's borrowings to interest rate changes is as follows:
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30.06.2024 | 31.12.2023 | 30.06.2024 | 31.12.2023 | |
| Fixed rate borrowings | 588,438 | 618,056 | 588,438 | 618,056 |
| Floating rate borrowings | 63,202 | 42,489 | 40,432 | 30,202 |
| Total | 651,640 | 660,545 | 628,870 | 648,258 |
| % Fixed rate borrowings | 90% | 94% | 94% | 95% |
| % Floating rate borrowings | 10% | 6% | 6% | 5% |
The following table demonstrates the sensitivity to a change by 1.0% in interest rates, with all other variables held constant, on floating rate borrowings to the Condensed Income Statement & Statement of Comprehensive Income:
| Impact on profit after tax | GROUP | COMPANY | ||
|---|---|---|---|---|
| 30.06.2024 | 30.06.2023 | 30.06.2024 | 30.06.2023 | |
| Increase by 1% | (160) | (346) | (2) | (189) |
| Decrease by 1% | 160 | 346 | 2 | 189 |
The primary objective of the Group and the Company, relating to capital management is to ensure and maintain strong credit ability and healthy capital ratios to support the business plans and maximize value for the benefit of shareholders. The Group maintains a solid capital structure as depicted in the Net Debt/EBITDA ratio of 0.30x as of 30.06.2024. In addition, it retains an efficient cash conversion cycle thus optimizing the operating cash required in order to secure its daily operations, while diversifying its cash reserves so as to achieve flexible working capital management.
The Group manages the capital structure and makes the necessary adjustments to conform to changes in business and economic environment in which they operate. The Group and the Company in order to optimize the capital structure, may adjust the dividend paid to shareholders, return capital to shareholders or issue new shares.
[Strictly Confidential]
The Group's exposure to credit risk arises mainly from its operating activities and more specifically, it is linked to the collection process from its sales network. The aforementioned process leaves the Group exposed to the risk of financial loss if one of its counterparties/agents fails to meet its financial obligations.
In order to mitigate the aforementioned risk, OPAP established and implements a credit risk management policy. The main characteristics of the policy are:
The carrying value of financial assets at each reporting date is the maximum credit risk to which the Group is exposed.
The Group and the Company have the following types of financial assets that are subject to the expected credit loss model:
While cash and cash equivalents are also subject to the impairment under IFRS 9, the identified impairment loss was not significant due to the fact that the cash and cash equivalents of the Group and the Company are held at reputable European financial institutions.
The Group applies the IFRS 9 simplified approach to measure expected credit losses using a lifetime expected loss allowance for all trade receivables. It is mentioned that the expected credit losses are based on the difference between the cash inflows, which are receivable, and the actual cash inflows that the Group expects to receive. All cash inflows in delay are discounted.
The remaining financial assets are considered to have low credit risk, therefore the Group applies the IFRS 9 general approach and the loss allowance was limited to 12 months expected losses.
[Strictly Confidential]
The liquidity risk consists of the Group's potential inability to meet its financial obligations. The Group manages liquidity risk by performing a detailed forecasting analysis of the inflows and outflows of the Group on a yearly basis.
The aforementioned exercise takes into account:
Tax obligations and other financial commitment towards the government
Financial obligations arising from the Group's loan portfolio
The Group liquidity position is monitored on a daily basis from the Treasury Department and if needed makes recommendations to the CFO and the Board of Directors to assure no cash shortfalls.
OPAP CYPRUS LTD, according to its AGM approval dated 29.07.2024, declared to distribute a dividend of € 7,000 for the year ended 31.12.2023 which has not been paid yet.
The Company's Board of Directors decided during its meeting on 29.08.2024 to distribute € 0.60 per share (in absolute amount) as interim dividend for the fiscal year 2024.
Starting from 01.07.2024 and as of 30.08.2024, the Company has purchased through the Athens Exchange 937,229 own shares, amounting to a total purchase value of € 14,546, at an average price of € 15.52 per share (in absolute amount). The Company as of 30.08.2024 holds in aggregate 9,771,811 own shares, i.e. a percentage of 2.64% of the total number of shares issued by it.
Chairman Board Member and Chief Executive Officer
Board Member and Chief Financial Officer Operational Finance Director
[Strictly Confidential]
Kamil Ziegler Jan Karas Pavel Mucha Petros Xarchakos
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