Interim / Quarterly Report • Aug 27, 2020
Interim / Quarterly Report
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UNAUDITED FINANCIAL STATEMENTS For the period from 1 January 2020 to 30 June 2020
| Board of Directors and other officers | 1 |
|---|---|
| Unaudited statement of profit or loss and other comprehensive income | 2 |
| Unaudited statement of financial position | 3 |
| Unaudited statement of changes in equity | 4 |
| Unaudited statement of cash flows | 5 |
| Notes to the financial statements | 6 - 17 |
| Board of Directors: | Iurii Zhuravlov (Chief Executive Officer) | |
|---|---|---|
| Tamara Lapta (Deputy Chief Executive Officer) | ||
| Larysa Orlova (Chief Financial Officer) | ||
| Borys Supikhanov (Non-Executive Director) | ||
| Volodymyr Kudryavtsev (Non-Executive Director) | ||
| Company Secretary: | Inter Jura Cy (Services) Limited | |
| Independent Auditors: | KPMG Limited | |
| Legal Advisers: | K. Chrysostomides & Co LLC | |
| Registered office: | 1 Lampousas Street 1095 Nicosia Cyprus |
|
| Registration number: | ΗΕ255059 |
For the period from 1 January 2020 to 30 June 2020
| Note | 2020 US\$ |
2019 US\$ |
|
|---|---|---|---|
| Loan interest income Net fair value gains on financial assets at fair value through profit or loss Coupon Interest Interest expense |
15 | 1.566.465 590.272 86.544 (1.539.593) |
3.308.020 301.452 125.058 (3.113.095) |
| Gross profit | 703.688 | 621.435 | |
| Administration expenses Net impairment profit/(loss) on financial and contract assets |
8 | (44.414) - |
(111.540) (790.000) |
| Operating profit/(loss) | 9 | 659.274 | (280.105) |
| Finance income Finance costs Net finance costs Profit/(loss) before tax |
10 | (279) (10.780) (11.059) 648.215 |
154 (20.947) (20.793) (300.898) |
| Tax | 11 | - | (164.151) |
| Net profit/(loss) for the period/year | 648.215 | (465.049) | |
| Other comprehensive income | - | - | |
| Total comprehensive income for the period/year | 648.215 | (465.049) |
30 June 2020
| Note | 2020 US\$ |
2019 US\$ |
|
|---|---|---|---|
| Assets | |||
| Non-current assets | |||
| Investments in subsidiaries | 12 | 4.818 | 4.818 |
| Loans receivable | 13 | 67.257.130 67.261.948 |
62.690.664 |
| 62.695.482 | |||
| Current assets | |||
| Receivables | 14 | 153.980 | 152.782 |
| Loans receivable | 13 | 944.760 9.338.084 |
1.084.760 |
| Financial assets at fair value through profit or loss Cash and cash equivalents |
15 16 |
8.430.127 | 9.263.435 10.769.744 |
| 18.866.951 | 21.270.721 | ||
| Total assets | 86.128.899 | 83.966.203 | |
| EQUITY AND LIABILITIES | |||
| Equity | |||
| Share capital | 17 | 661.128 | 661.128 |
| Share premium | 17 | 88.531.664 | 88.531.664 |
| Accumulated losses | (80.349.610) | (80.997.825) | |
| Total equity | 8.843.182 | 8.194.967 | |
| Non-current liabilities | |||
| Borrowings | 18 | - | 75.241.008 |
| - | 75.241.008 | ||
| Current liabilities | |||
| Trade and other payables | 19 | 17.357 | 42.470 |
| Borrowings | 18 | 76.780.601 | - |
| Current tax liabilities | 20 | 487.759 | 487.758 |
| 77.285.717 | 530.228 | ||
| Total liabilities | 77.285.717 | 75.771.236 | |
| Total equity and liabilities | 86.128.899 | 83.966.203 |
On ................... 2020 the Board of Directors of AGROTON PUBLIC LIMITED authorised these financial statements for issue.
signed signed Director Director
.................................... ....................................
| Share capital US\$ |
Share premium US\$ |
Accumula ted losses US\$ |
Total US\$ |
|
|---|---|---|---|---|
| Balance at 1 January 2019 | 661.128 | 88.531.664 (80.532.776) | 8.660.016 | |
| Comprehensive expense Net loss for the year |
- | - | (465.049) | (465.049) |
| Balance at 31 December 2019/ 1 January 2020 |
661.128 | 88.531.664 (80.997.825) | 8.194.967 | |
| Comprehensive income Net profit for the period |
- | - | 648.215 | 648.215 |
| Balance at 30 June 2020 | 661.128 | 88.531.664 (80.349.610) | 8.843.182 |
In accordance with the Cyprus Companies Law, Cap. 113, Section 55 (2) the share premium reserve can only be used by the Company in (a) paying up unissued shares of the Company to be issued to members of the Company as fully paid bonus shares; (b) writing off the expenses of, or the commission paid or discount allowed on, any issue of shares or debentures of the Company; and (c) providing for the premium payable on redemption of any redeemable preference shares or of any debentures of the Company.
Companies which do not distribute 70% of their profits after tax, as defined by the Special Contribution for the Defence of the Republic Law, during the two years after the end of the year of assessment to which the profits refer, will be deemed to have distributed this amount as dividend. Special contribution for defence at 17% will be payable on such deemed dividend to the extent that the ultimate owners at the end of the period of two years from the end of the year of assessment to which the profits refer are both Cyprus tax resident and Cyprus domiciled. The amount of this deemed dividend distribution is reduced by any actual dividend paid out of the profits of the relevant year at any time. This special contribution for defence is paid by the company for the account of the owners.
For the period from 1 January 2020 to 30 June 2020
| 2020 | 2019 | ||
|---|---|---|---|
| Note | US\$ | US\$ | |
| CASH FLOWS FROM OPERATING ACTIVITIES | |||
| Profit/(loss) before tax | 648.215 | (300.898) | |
| Adjustments for: Exchange difference arising on the translation of non-current assets in |
|||
| foreign currencies | 492.890 | - | |
| Unrealised exchange loss/(profit) | 248 | (154) | |
| Fair value gains on financial assets at fair value through profit or loss | (590.272) | (301.452) | |
| Impairment charge - loans to related parties | 21 | - | 790.000 |
| Interest income | (1.566.465) | (3.308.020) | |
| Interest expense | 10 | 1.539.593 | 3.096.105 |
| Coupon Interst | (86.543) | (125.058) | |
| 437.666 | (149.477) | ||
| Changes in working capital: | |||
| Increase in receivables | (1.199) | (4.824) | |
| Increase in financial assets at fair value through profit or loss | (492.890) | - | |
| Decrease in trade and other payables | (25.354) | (4.396) | |
| Cash used in operations | (81.777) | (158.697) | |
| Interest received | 140.000 | 465.919 | |
| Net cash generated from operating activities | 58.223 | 307.222 | |
| CASH FLOWS FROM INVESTING ACTIVITIES | |||
| Loans granted | (3.000.000) | - | |
| Loans repayments received | - | 2.431.366 | |
| Payment for purchase of financial assets at fair value through profit or loss | - 500.000 |
(8.827.808) | |
| Proceeds from sale/redemption of available-for-sale financial assets Coupon Interest received |
102.167 | - 132.256 |
|
| Net cash used in investing activities | (2.397.833) | (6.264.186) | |
| CASH FLOWS FROM FINANCING ACTIVITIES | |||
| Repayments of borrowings | - | (7.759.510) | |
| Net cash used in financing activities | - | (7.759.510) | |
| Net decrease in cash and cash equivalents | (2.339.610) | (13.716.474) | |
| Cash and cash equivalents at beginning of the period/year | 10.769.744 | 24.486.187 | |
| Effect of exchange rate fluctuations on cash held | (7) | 31 | |
| Cash and cash equivalents at end of the period/year | 16 | 8.430.127 | 10.769.744 |
Agroton Public Limited (the ''Company'') was incorporated in Cyprus on 21 September 2009 as a private limited liability company under the provisions of the Cyprus Companies Law, Cap. 113. The Company was listed at the main market of Warsaw Stock Exchange on 8 November 2010. Its registered office is at 1 Lampousas Street, 1095 Nicosia, Cyprus.
The principal activities of the Company, which are unchanged from last year, are those of an investment holding company and the provision of financing to related parties. The Company is the holding company of a group of companies of agriculture producers in Ukraine. The principal activities of the Group which remained the same as in the previous year, are grain and oil crops growing, agricultural products storage and sale, cattle breeding (milk cattlebreeding, poultry farming) and milk processing. The poultry farming business has been temporarily abandoned due to the military clashes and armed conflict in Eastern Ukraine.
The financial statements have been prepared in accordance with International Financial Reporting Standards (IFRSs) as adopted by the European Union (EU) and the requirements of the Cyprus Companies Law, Cap. 113. The financial statements have been prepared under the historical cost convention as modified by the revaluation of, and financial assets and financial liabilities at fair value through profit or loss.
The Company has prepared these parent's separate financial statements for compliance with the requirements of the Cyprus Income Tax Law.
The Company has also prepared consolidated financial statements in accordance with IFRSs for the Company and its subsidiaries (together with the Company, the ''Group''). The consolidated financial statements can be obtained from the Company's registered office.
As from 1 January 2020, the Company adopted all the following IFRSs and International Accounting Standards (IAS), which are relevant to its operations. The adoption of these Standards did not have a material effect on the financial statements.
The principal accounting policies adopted in the preparation of these financial statements are set out below. These policies have been consistently applied to all years presented in these financial statements unless otherwise stated.
Subsidiaries are entities controlled by the Company. Control exists where the Company is exposed, or has rights, to variable returns from its involvement with the investee and has the ability to affect those returns through its power over the investee.
Investments in subsidiary companies are stated at cost less provision for impairment in value, which is recognised as an expense in the period in which the impairment is identified.
Interest expense and other borrowing costs are charged to profit or loss as incurred.
Items included in the Company's financial statements are measured using the currency of the primary economic environment in which the entity operates ('the functional currency'). The financial statements are presented in United States Dollars (US\$), which is the Company's functional and presentation currency.
Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss. Translation differences on non-monetary items such as equities held at fair value through profit or loss are reported as part of the fair value gain or loss.
Tax liabilities and assets for the current and prior periods are measured at the amount expected to be paid to or recovered from the taxation authorities, using the tax rates and laws that have been enacted, or substantively enacted, by the reporting date. Current tax includes any adjustments to tax payable in respect of previous periods.
Financial liabilities are initially recognised at fair value and classified as subsequently measured at amortised cost, except for (i) financial liabilities at FVTPL: this classification is applied to derivatives, financial liabilities held for trading (e.g. short positions in securities), contingent consideration recognised by an acquirer in a business combination and other financial liabilities designated as such at initial recognition and (ii) financial guarantee contracts and loan commitments.
Ordinary shares are classified as equity. The difference between the fair value of the consideration received by the Company and the nominal value of the share capital being issued is taken to the share premium account.
At the date of approval of these financial statements, standards and interpretations were issued by the International Accounting Standards Board which were not yet effective. Some of them were adopted by the European Union and others not yet. The Board of Directors expects that the adoption of these accounting standards in future periods will not have a material effect on the financial statements of the Company.
The Board of Directors expects that the adoption of these standards or interpretations in future periods will not have a material effect on the financial statements of the Company.
The Company is exposed to credit risk, liquidity riskmarket risk, and currency risk arising from the financial instruments it holds. The risk management policies employed by the Company to manage these risks are discussed below:
Credit risk arises when failure by counter parties to discharge their obligations could reduce the amount of future cash inflows form financial assets on hand at the reporting date.
The Company has the following types of financial assets that are subject to the expected credit loss model:
cash and cash equivalents
The table below shows an analysis of the Company's bank deposit by the credit rating of the bank in which they are held:
| 2020 | 2019 | ||
|---|---|---|---|
| Bank group based on credit ratings by Moody's | No of banks | US\$ | US\$ |
| A- to A+ | 2 | 8.427.805 | 10.767.737 |
| Lower than A- | 1 | 2.322 | 2.007 |
| 8.430.127 | 10.769.744 |
Liquidity risk is the risk that arises when the maturity of assets and liabilities does not match. An unmatched position potentially enhances profitability, but can also increase the risk of losses. The Company has procedures with the object of minimising such losses such as maintaining sufficient cash and other highly liquid current assets and by having available an adequate amount of committed credit facilities.
The following tables detail the Company's remaining contractual maturity for its financial liabilities. The tables have been drawn up based on the undiscounted cash flows of financial liabilities based on the earliest date on which the Company can be required to pay. The table includes both interest and principal cash flows.
| 30 June 2020 | Carrying amounts |
Contractual cash flows |
3 months or less |
3-12 months | 1-5 years | More than 5 years |
|---|---|---|---|---|---|---|
| Trade and other payables | US\$ 17.360 |
US\$ 17.360 |
US\$ - |
US\$ 17.360 |
US\$ - |
US\$ - |
| Loans from subsidiaries | 76.780.601 | 78.345.572 | - | 78.345.572 | - | - |
| 76.797.961 | 78.362.932 | - | 78.362.932 | - | - | |
| 31 December 2019 | Carrying | Contractual | ||||
| amounts | cash flows | 3-12 months | 1-5 years | |||
| Trade and other payables | US\$ 1.805 |
US\$ 1.805 |
US\$ 1.805 |
US\$ - |
||
| Loans from subsidiaries | 75.241.008 | 78.354.078 | - | 78.354.078 | ||
| 75.242.813 | 78.355.883 | 1.805 | 78.354.078 |
Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and equity prices will affect the Company's income or the value of its holdings of financial instruments.
The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimising the return.
Interest rate risk is the risk that the value of financial instruments will fluctuate due to changes in market interest rates. Borrowings issued at variable rates expose the Company to cash flow interest rate risk. Borrowings issued at fixed rates expose the Company to fair value interest rate risk. Company's management monitors the interest rate fluctuations on a continuous basis and acts accordingly.
For the period from 1 January 2020 to 30 June 2020
At the reporting date the interest rate profile of interest- bearing financial instruments was:
| 2020 US\$ |
2019 US\$ |
|
|---|---|---|
| Fixed rate instruments | ||
| Financial assets | 49.768.635 | 64.565.424 |
| Financial liabilities | (51.601.754) | (75.241.008) |
| (1.833.119) | (10.675.584) |
Currency risk is the risk that the value of financial instruments will fluctuate due to changes in foreign exchange rates. Currency risk arises when future commercial transactions and recognised assets and liabilities are denominated in a currency that is not the Company's measurement currency. The Company is exposed to foreign exchange risk arising from various currency exposures primarily with respect to the Euro. The Company's Management monitors the exchange rate fluctuations on a continuous basis and acts accordingly.
The preparation of financial statements in conformity with IFRSs requires the use of certain critical accounting estimates and requires Management to exercise its judgment in the process of applying the Company's accounting policies. It also requires the use of assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Although these estimates are based on Management's best knowledge of current events and actions, actual results may ultimately 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 Company makes estimates and assumptions concerning the future. The resulting accounting estimates will, by definition, seldom equal the related actual results. The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are discussed below.
The Directors judge that it is appropriate to prepare the financial statements on the going concern basis.
Significant judgment is required in determining the provision for income taxes. There are transactions and calculations for which the ultimate tax determination is uncertain during the ordinary course of business. The Company recognises liabilities for anticipated tax audit issues based on estimates of whether additional taxes will be due. Where the final tax outcome of these matters is different from the amounts that were initially recorded, such differences will impact the income tax and deferred tax provisions in the period in which such determination is made.
Critical judgements in applying the Company's accounting policies
The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. The Company uses its judgment to select a variety of methods and make assumptions that are mainly based on market conditions existing at each reporting date. The fair value of the financial assets at fair value through other comprehensive income has been estimated based on the fair value of these individual assets.
The Company periodically evaluates the recoverability of investments in subsidiaries whenever indicators of impairment are present. Indicators of impairment include such items as declines in revenues, earnings or cash flows or material adverse changes in the economic or political stability of a particular country, which may indicate that the carrying amount of an asset is not recoverable. If facts and circumstances indicate that investment in subsidiaries may be impaired, the estimated future discounted cash flows associated with these subsidiaries would be compared to their carrying amounts to determine if a write-down to fair value is necessary.
The Company periodically evaluates the recoverability of loans receivable whenever indicators of impairment are present. Indicators of impairment include such items as declines in revenues, earnings or cash flows or material adverse changes in the economic or political stability of a particular country in which the borrower operates, which may indicate that the carrying amount of the loan is not recoverable. If facts and circumstances indicate that loans receivable may be impaired, the estimated future discounted cash flows associated with these loans would be compared to their carrying amounts to determine if a write-down to fair value is necessary.
The loss allowances for financial assets are based on assumptions about risk of default and expected loss rates. The Company uses judgement in making these assumptions and selecting the inputs to the impairment calculation, based on the Company's past history, existing market conditions as well as forward looking estimates at the end of each reporting period. Details of the key assumptions and inputs used are disclosed in note 6, Credit risk section.
| 2020 | 2019 | |
|---|---|---|
| US\$ | US\$ | |
| Municipality taxes | 215 | - |
| Annual levy | 396 | 394 |
| Subscriptions and contributions | - | 3.333 |
| Auditors' remuneration for the statutory audit of annual accounts | - | 40.571 |
| Accounting fees | 3.184 | 12.143 |
| Legal fees | - | 1.013 |
| Legal and professional | 340 | 337 |
| Secretarial fees | 1.019 | 1.012 |
| Registered office fees | 1.019 | 1.012 |
| Fines | - | 2.187 |
| Irrecoverable VAT | 4.414 | 6.044 |
| Professional fees | 12.493 | 16.243 |
| Custodian fees | 21.334 | 27.251 |
| 44.414 | 111.540 | |
| 9. Operating profit/(loss) | ||
| 2020 | 2019 | |
| US\$ | US\$ | |
| Operating profit/(loss) is stated after the following items: | - | |
| Auditors' remuneration for the statutory audit of annual accounts | 40.571 | |
| 10. Finance income/(costs) | ||
| 2020 | 2019 | |
| US\$ | US\$ | |
| Exchange profit | (279) | 154 |
| Finance income | (279) | 154 |
| Net foreign exchange losses | (310) | (1.481) |
| Sundry finance expenses | (10.470) | (19.466) |
| Finance costs | (10.780) | (20.947) |
| Net finance costs | (11.059) | (20.793) |
| 11. Tax | ||
| 2020 | 2019 | |
| US\$ | US\$ | |
| Corporation tax | - | 164.151 |
| Charge for the period/year | - | 164.151 |
The corporation tax rate is 12,5%.
Under certain conditions interest income may be subject to defence contribution at the rate of 30%. In such cases this interest will be exempt from corporation tax. In certain cases, dividends received from abroad may be subject to defence contribution at the rate of 17%.
For the period from 1 January 2020 to 30 June 2020
| Balance at 1 January | 2020 US\$ 4.818 |
2019 US\$ 4.818 |
||||
|---|---|---|---|---|---|---|
| Balance at 30 June/31 December | 4.818 | 4.818 | ||||
| The details of the subsidiaries are as follows: | ||||||
| Name | Country of incorporation |
Principal activities | 2020 Holding % |
2019 Holding % |
2020 US\$ |
2019 US\$ |
| "Living" LLC | Ukraine | Agricultural activities |
99.99 | 99.99 | 4.718 | 4.718 |
| Agroton (BVI) Limited |
British Virgin Islands |
Trading in Agriculture products |
100 | 100 | 100 | 100 |
| LLC "Gefest" | Ukraine | Owner of land lease rights |
100 | - | - | |
| LLC "Lugastan" Ukraine | Owner of land lease rights |
99.99 | 99.99 | - | - | |
| 4.818 | 4.818 |
The Company periodically evaluates the recoverability of investments in subsidiaries whenever indicators of impairment are present. Indicators of impairment include such items as declines in revenues, earnings or cash flows or material adverse changes in the economic or political stability of a particular country, which may indicate that the carrying amount of an asset is not recoverable. If facts and circumstances indicate that investment in subsidiaries may be impaired, the estimated future discounted cash flows associated with these subsidiaries would be compared to their carrying amounts to determine if a write-down to fair value is necessary.
The ownership of land lease rights previously held by subsidiary companies LLC Gefest and LLC Lugastan have been transferred to Agroton PJSC and PE Agricultural Production Firm Agro. Subsidiary company LLC Gefest was liquidated on July 25, 2019. LLC Lugastan is under liquidation procedures.
| Balance at 1 January New loans granted Repayments Interest charged Expected credit loss |
2020 US\$ 63.775.424 3.000.000 (140.000) 1.566.466 - |
2019 US\$ 64.154.688 - (2.897.284) 3.308.020 (790.000) |
|---|---|---|
| Balance at 30 June/31 December | 68.201.890 | 63.775.424 |
| Loans to own subsidiaries (Note 21.1) Loss allowance on loans receivable |
2020 US\$ 68.991.890 (790.000) |
2019 US\$ 64.565.424 (790.000) |
| Less current portion Non-current portion |
68.201.890 (944.760) 67.257.130 |
63.775.424 (1.084.760) 62.690.664 |
The loans are repayable as follows:
| 2020 | 2019 | |
|---|---|---|
| US\$ | US\$ | |
| Within one year | 944.760 | 1.084.760 |
| Between one and five years | 67.257.130 | 62.690.664 |
| 68.201.890 | 63.775.424 |
The exposure of the Company to credit risk in relation to loans receivable is reported in note 6 of the financial statements.
| 2020 | 2019 | |
|---|---|---|
| US\$ | US\$ | |
| Other receivables | - | 160 |
| Refundable VAT | 153.980 | 152.622 |
| 153.980 | 152.782 |
The fair values of receivables due within one year approximate to their carrying amounts as presented above.
The exposure of the Company to credit risk and impairment losses in relation to receivables is reported in note 6 of the financial statements.
| 2020 US\$ |
2019 US\$ |
|
|---|---|---|
| Listed securities Bank of Cyprus Holdings Plc |
107.247 | 107.247 |
| US Treasury notes Other short term notes |
9.230.837 - |
8.647.550 508.638 |
| 9.338.084 | 9.263.435 | |
| 9.338.084 | 9.263.435 | |
| 2020 US\$ |
2019 US\$ |
|
| Balance at 1 January Additions |
9.263.435 - |
141.373 8.820.610 |
| Changes in coupon rate Change in fair value |
(15.623) 590.272 |
- 301.452 |
| Redemption Balance at 30 June/31 December |
(500.000) 9.338.084 |
- 9.263.435 |
Bank of Cyprus shares, designated at fair value through profit or loss represented equity securities of Bank of Cyprus converted into shares after the decree issued by Central Bank of Cyprus on 29 March 2013. Based on that decree and the measurements for recapitalization of Bank of Cyprus, 47,5% of the uninsured deposits of the affected deposits have been converted into Bank of Cyprus shares.
The Company held 1.591.105 shares with fair value €0,140 cents. In January 2017, the shares in Bank of Cyprus Public Company Limited were exchanged with new shares of Bank of Cyprus Holdings Plc listed in both London Stock Exchange and in Cyprus Stock Exchange with nominal value of €0,10 cents each. As at 31 December 2019 the Company held 79.556 shares in Bank of Cyprus Holdings Plc with fair value €1,20 (2018: €1,55) each.
In 2019 the Company acquired US Treasury bonds and other short-term investment held in both UBS Switzerland AG and Bank Vontobel AG for a total consideration of US\$8.827.808. All instruments are publicly traded, recognizing a fair value gain of US\$590.272 as presented on the Statement of Profit or loss.
The exposure of the Company to market risk in relation to financial assets is reported in note 6 of the financial statements.
For the purposes of the statement of cash flows, the cash and cash equivalents include the following:
| 2020 | 2019 | |
|---|---|---|
| US\$ | US\$ | |
| Cash at bank | 8.430.127 | 10.769.744 |
| 8.430.127 | 10.769.744 |
The exposure of the Company to credit risk and impairment losses in relation to cash and cash equivalents is reported in note 6 of the financial statements.
| 2020 Number of |
2020 | 2019 Number of |
2019 | |
|---|---|---|---|---|
| Authorised | shares | US\$ | shares | US\$ |
| Ordinary shares of €0,021 each | 47.619.048 | 1.321.500 | 47.619.048 | 1.321.500 |
| Issued and fully paid | Number of shares |
Share capital US\$ |
Share premium US\$ |
Total US\$ |
| Balance at 1 January 2019 | 21.670.000 | 661.128 | 88.531.664 | 89.192.792 |
| Balance at 31 December 2019 | 21.670.000 | 661.128 | 88.531.664 | 89.192.792 |
| Balance at 31 December 2019/ 1 January 2020 |
21.670.000 | 661.128 | 88.531.664 | 89.192.792 |
| Balance at 30 June 2020 | 21.670.000 | 661.128 | 88.531.664 | 89.192.792 |
On 31 December 2016 the authorised share capital of the Company amounted to 47.619.048 ordinary shares of nominal value €0,021 each.
Upon incorporation on 21 September 2009 the Company issued to the subscribers of its Memorandum of Association 12.000.000 ordinary shares of value €0,021 each, amounting to €252.000 (US\$ equivalent of US\$ 370.591).
On 4 November 2009, the Company issued 4.000.000 additional ordinary shares of nominal value €0,021 each amounting to €84.000 (US\$ equivalent of US\$ 123.715), at a premium of €6,93 per share, amounting to a total share premium of €27.720.000 (US\$ equivalent of US\$38.791.285).
Global depository Receipts "GDRs" were issued against the 4.000.000 new shares by "The Bank of New York Mellon" for US\$9,72875 per each new share. The total consideration of the share capital issued was US \$38.915,000 out of which US\$123.715 is the total nominal value credited to the share capital account and US\$ 38.791.285 is the share premium reserve. Share issue expenses of US\$317.154 were deducted from the share premium reserve.
The members of the Company held an Extraordinary General Meeting on 25 June 2010 where they authorised and approved the increase of the issued share capital of the Company from 16.000.000 ordinary shares of €0,021 each amounting to €336.000 (US\$ equivalent of US\$ 494.306) to 21.670.000 ordinary shares of nominal value €0,021, by the creation of 5.670.000 ordinary shares of a nominal value of €0,021 each, ranking pari pasu with the existing shares of the Company.
On 29 October 2010 the Company proceeded and issued the 5.670.000 ordinary shares of nominal value €0,021each, amounting to €119.070 (equivalent to US\$ 166.822) at a premium of €6,7595 per share amounting to a total share premium of €38.326.365 (equivalent to US\$54.222.634). The issue price of the shares in the Company's public offering was set at PLN 27 per share. The Company raised a total gross proceeds of PLN153.090.000 (equivalent to US\$54.389.456) from the public offering. Share issue expenses of US\$4.165.101 were deducted from the share premium reserve.
Listing of the Company to the Warsaw Stock Exchange
During the year 2010, the Board of Directors of the Company resolved to proceed with the initial public offering of 5.670.000 new ordinary shares of the Company and the application for the admission of the entire issued share capital of of the Company, including the Offer Shares to trading on the regulated market of the Warsaw Stock Exchange.
| Balance at 1 January Repayments Interest payable |
2020 US\$ 75.241.008 - 1.539.593 |
2019 US\$ 79.904.412 (7.759.510) 3.096.106 |
|---|---|---|
| Balance at 30 June/31 December | 76.780.601 | 75.241.008 |
| Current borrowings | 2020 US\$ |
2019 US\$ |
| Loans from subsidiaries (Note 21.2) | 76.780.601 | - |
| Non-current borrowings Loans from subsidiaries (Note 21.2) |
- | 75.241.008 |
| Total | 76.780.601 | 75.241.008 |
Maturity of borrowings:
| 2020 | 2019 | |
|---|---|---|
| US\$ | US\$ | |
| Within one year | 76.780.601 | - |
| Between one and five years | - | 75.241.008 |
| 76.780.601 | 75.241.008 |
The exposure of the Company to liquidity risk in relation to loans and borrowings is reported in note 2 to the financial statements.
| 2020 | 2019 | |
|---|---|---|
| US\$ | US\$ | |
| Accruals | 17.357 | 40.665 |
| Other creditors | - | 1.805 |
| 17.357 | 42.470 |
The exposure of the Company to liquidity risk in relation to financial instruments is reported in note 22.2 to the financial statements.
| 2020 | 2019 | |
|---|---|---|
| US\$ | US\$ | |
| Corporation tax | 375.548 | 375.547 |
| Special contribution for defence | 112.211 | 112.211 |
| 487.759 | 487.758 |
The above amounts are payable within one year.
The Company is controlled by Mr. Iurii Zhuravlov, who holds directly 74,01% of the Company's share capital. The remaining 25,99% of the shares is widely held.
For the period from 1 January 2020 to 30 June 2020
The transactions and balances with related parties are as follows:
| 2019 | |
|---|---|
| US\$ | |
| 68.201.890 | 64.565.424 |
| 68.201.890 | 64.565.424 |
| 2020 US\$ |
During 2010, the Company has entered into several loan agreements with subsidiary company PE Agricultural Production Firm Agro for a total amount of US\$20.000.000. The loans bear interest at a rate of 10% per annum and expired in 31 July 2014. During 2014 the two parties agreed to postpone the repayment date.
Additionally, during the same period (2010), the Company has entered into several loan agreements with subsidiary company PE Agricultural Production Firm Agro for a total amount of US\$65.000.000. The loans bear interest at rates of 2,5% , 5% and 8% per annum. During 2019 year, the Company has re-negotiated maturity of the loan to 31 December 2021.
On 19 June 2019, the Company entered into an additional loan agreement with PE Agricultural Production Firm Agro, were the Company makes available a loan facility of up to US\$5.000.000. The loan carries interest at the rate of 2.5% and is due for repayment no later than 31 December 2024. As of the date of these financial statements a total of US\$3.000.000 has been disbursed.
| 2020 | 2019 | |
|---|---|---|
| US\$ | US\$ | |
| Agroton BVI Limited | 76.780.601 | 75.241.008 |
| 76.780.601 | 75.241.008 |
On 25 July 2011 the Company has entered into a loan agreement with its subsidiary company Agroton BVI Limited amounting to US\$10.000.000. During 2012 the amount of the loan was extended to US\$60.000.000. The loan was originally provided interest free. From 1 January 2013 onwards the loan bears interest at a rate of 6% per annum and with expiry date on 1 January 2020. On 28 December 2019, the maturity of loan was extended to 1 January 2021.
The Company had no contingent liabilities as at 30 June 2020.
Late in 2019 news first emerged from China about the COVID 19 (Coronavirus). The situation at year end, was that a limited number of cases of an unknown virus had been reported to the World Health Organisation. In the first few months of 2020 the virus had spread globally and its negative impact has gained momentum. This is still an evolving situation at the time of issuing these financial statements. The specific effects cannot be assessed at its early stages, but actions will be taken when appropriate to ensure operations and performance are not disturbed.
Other than the above there were no material events after the reporting period, which have a bearing on the understanding of the financial statements.
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