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Apranga Group

Quarterly Report Jul 26, 2024

2248_ir_2024-07-26_9719918b-0c8d-45ab-80b4-b68b6f844010.pdf

Quarterly Report

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APB APRANGA The Consolidated Interim Report and Interim Consolidated Financial Statements for 6 months period ended 30 June 2024

(UNAUDITED)

APB APRANGA, Company's code 121933274, Ukmerges 362, Vilnius

NAME OF THE COMPANY Apranga APB
LEGAL FORM Public limited liability company
DATE OF REFISTRATION st March 1993
1
CODE OF COMPANY 121933274
SHARE CAPITAL EUR 16 034 668.40
REGISTERED OFFICE Ukmerges 362, LT-14311 Vilnius, Lithuania
NAME OF REGISTER OF LEGAL ENTITIES Registrų centras VĮ, Vilnius branch
TELEPHONE NUMBER +370 5 239 08 08
E-MAIL [email protected]
INTERNET ADRESS www.aprangagroup.lt
MAIN ACTIVITIES Retail trade of apparel
AUDITOR ERNST & YOUNG BALTIC UAB

T A B L E O F C O N T E N T

APB APRANGA, Company's code 121933274, Ukmerges 362, Vilnius

1 INTERIM CONSOLIDATED REPORT
4-16
--------------------------------------- --

2 FINANCIAL STATEMENTS: 17-20

2.1 Statements of comprehensive income 2.2 Statements of financial position 2.3 Statements of changes in equity 2.4 Statements of cash flows

3 EXPLANATORY NOTES TO THE FINANCIAL STATEMENTS 21-23

INTERIM CONSOLIDATED REPORT

GENERAL INFORMATION

Interim consolidated report is prepared for the period January – June 2024.

Name of the Issuer: APB Apranga
Legal form: public limited liability company
Date and place of registration: 1993 03 01 Board of Vilnius City
Code of Enterprise: 121933274
Registered office: Ukmerges str. 362, Vilnius, LT-14311, Lithuania
Telephone number: +370 5 2390808
E-mail address: [email protected]
Internet address: http://aprangagroup.lt

At 30 June 2024 Apranga Group (hereinafter - the Group) consisted of the parent company APB Apranga (hereinafter - the Company) and its wholly owned subsidiaries listed below. The principal activity of the Company and its subsidiaries is retail trade of apparel.

Name Country Ownership interest in %
30 06 2024
Ownership interest in %
31 12 2023
UAB Apranga LT Lithuania 100% 100%
UAB Apranga BPB LT Lithuania 100% 100%
UAB Apranga PLT Lithuania 100% 100%
UAB Apranga SLT Lithuania 100% 100%
UAB Apranga MLT Lithuania 100% 100%
UAB Apranga HLT Lithuania 100% 100%
UAB Apranga OLT Lithuania 100% 100%
UAB Apranga Ecom LT Lithuania 100% 100%
SIA Apranga Latvia 100% 100%
SIA Apranga LV Latvia 100% 100%
SIA Apranga BPB LV Latvia 100% 100%
SIA Apranga PLV Latvia 100% 100%
SIA Apranga SLV Latvia 100% 100%
SIA Apranga MLV Latvia 100% 100%
SIA Apranga HLV Latvia 100% 100%
SIA Apranga OLV Latvia 100% 100%
SIA Apranga Ecom LV Latvia 100% 100%
OU Apranga* Estonia 100% 100%
OU Apranga Estonia Estonia 100% 100%
OU Apranga BEE Estonia 100% 100%
OU Apranga PB Trade Estonia 100% 100%
OU Apranga ST Retail Estonia 100% 100%
OU Apranga MDE Estonia 100% 100%
OU Apranga HEST Estonia 100% 100%
OU Apranga Ecom EE Estonia 100% 100%

1 The Company directly owns 14.91% shares and indirectly through its subsidiary OU Apranga Estonia owns the rest 85.09% of shares.

The ultimate parent company whose financial statements are available for public use is MG Grupė UAB. The ultimate controlling individual of the Group is Mr. D. J. Mockus:

OPERATING HIGHLIGHTS

In 6 months 2024, the retail turnover of Apranga Group (including VAT, taking into account actual returns during the calendar year 2024, this ratio is also used in all comments below) totaled EUR 161.6 million and was by 9.5% higher than in 2023.

According to the data of the official statistics departments of Lithuania, Latvia and Estonia, the market of retail trade, except of motor vehicles and motorcycles, in the Baltic states in January-May generated approximately 5.8 billion EUR in revenues, similar to that of the same period in 2023 with a 0.1% increase. The change of consumer prices in Baltic retail market in January-May 2024 compared to the corresponding period of the previous year averaged to around 1.4%. In this period the price index change in Lithuania was 0,8%, Latvia 0,8% and Estonia 3,9%. Consumer confidence index in the Euro area has been consistently increasing during first half of 2024 and rose from -14.7 to -12.9(+1.8 p.). Despite minor fluctuations Baltic countries' consumer confidence index also shows upward trend. In Lithuania the index increased from 2.6 to 5.6 (+3.0 p.), Latvia from -13.2 to -12.9 (+0.3 p.), Estonia from -33.5 to -28.2 (+5.3 p.).

The companies participating in the textile, clothing and footwear market of the Baltic states in the months of January-May 2024 generated 737 million EUR revenue, by 2,7% higher compared to the corresponding period in 2023. The change of consumer prices index in the clothing and footwear industry in Baltic retail market in January-May 2024 compared to the corresponding period of the previous year averaged to around 1.8%. In this period the price index change in Lithuania was - 0.5%, Latvia 2.5% and Estonia 3.4%. Lithuania remains the largest market of retail trade of textile, clothing and footwear in specialized stores in the Baltic countries, generating about 50% of the Baltic states market turnover.

The retail turnover of the Group's stores in H1 2024 by countries was as follows (EUR thousand, VAT included):

Country 6 months
2024
6 months
2023
6 months
2022
2024/2023, % 2024/2022, %
Lithuania 96 413 89 677 78 126 7,5% 23,4%
Latvia 41 005 35 030 30 607 17,1% 34,0%
Estonia 24 152 22 864 18 959 5,6% 27,4%
Total: 161 571 147 572 127 692 9,5% 26,5%

The retail turnover of the Group's stores in H1 2024 by countries was as follows (EUR thousand, VAT excluded)*:

Country 6 months
2024
6 months
2023
6 months
2022
2024/2023, % 2024/2022, %
Lithuania 79 828 74 146 64 572 7,7% 23,6%
Latvia 33 957 28 953 25 301 17,3% 34,2%
Estonia 19 942 19 064 15 799 4,6% 26,2%
Total: 133 727 122 162 105 672 9,5% 26,5%

*The difference between turnover (VAT excluded) shown in the Review of activity and stores income disclosed in Note 5 of the Financial statements is due to return of goods.

The retail turnover of the Group's stores in Q2 2024 by countries was (EUR thousand, VAT included):

Country Q2 2024 Q2 2023 Q2 2022 2024/2023, % 2024/2022, %
Lithuania 53 323 50 124 45 569 6,4% 17,0%
Latvia 22 340 19 158 17 945 16,6% 24,5%
Estonia 13 654 13 176 11 555 3,6% 18,2%
Total: 89 317 82 458 75 069 8,3% 19,0%

The retail turnover of the Group's stores in Q2 2024 by countries was (EUR thousand, VAT excluded):

Country Q2 2024 Q2 2023 Q2 2022 2024/2023, % 2024/2022, %
Lithuania 44 142 41 456 37 663 6,5% 17,2%
Latvia 18 500 15 835 14 833 16,8% 24,7%
Estonia 11 268 10 990 9 637 2,5% 16,9%
Total: 73 910 68 280 62 133 8,2% 19,0%

The online turnover of the Group's stores in H1 2024 was as follows (EUR thousand, VAT included):

6 months
2024
6 months
2023
6 months
2022
2024/2023, % 2024/2022, %
Online turnover 22 599 18 195 16 694 24,2% 35,4%
Relative weight in total turnover 14,0% 12,3% 13,1%

The online turnover of the Group's stores in H1 2024 was as follows (EUR thousand, VAT excluded):

6 months
2024
6 months
2023
6 months
2022
2024/2023, % 2024/2022, %
Online turnover 19 013 15 048 13 827 26,4% 37,5%
Relative weight in total turnover 14,2% 12,3% 13,1%

The Group's online turnover increased by 24.2% in the first half of the year, and its relative weight in total turnover increased from 12.3% to 14.0% compared to the corresponding period of the previous year.

The retail turnover of the Group's stores in H1 2024 by chains was as follows (EUR thousand, VAT included):

Chain 6 months
2024
6 months
2023
6 months
2022
2024/2023, % 2024/2022, %
Economy1 15 267 14 808 13 691 3,1% 11,5%
Youth2 38 897 35 594 30 873 9,3% 26,0%
Footwear 1 980 2 076 2 146 -4,6% -7,8%
Business3 29 295 26 607 22 807 10,1% 28,5%
Luxury4 15 211 14 730 12 833 3,3% 18,5%
Zara 53 830 47 285 38 738 13,8% 39,0%
Outlets 7 092 6 472 6 605 9,6% 7,4%
Total 161 571 147 572 127 692 9,5% 26,5%

1 Apranga, Tom Tailor, Orsay, Jack&Jones, Vero Moda;

2 Aprangos galerija, Moskito, Mango, Bershka, Pull & Bear, Stradivarius, Oysho, A|X Armani Exchange;

3 City, Massimo Dutti, Marella, Pennyblack, Coccinelle, Tommy Hilfiger, Zara Home, Calvin Klein Underwear, Liu Jo, MAX&Co., Calvin Klein;

4 Burberry, Emporio Armani, Boss, Ermenegildo Zegna, MaxMara, Weekend MaxMara, Marina Rinaldi, Mados linija, Nude, Sandro, Maje, Hugo.

The retail turnover of the Group's stores in H1 2024 by chains was as follows (EUR thousand, VAT excluded):

Chain 6 months
2024
6 months
2023
6 months
2022
2024/2023, % 2024/2022, %
Economy1 12 602 12 256 11 327 2,8% 11,3%
Youth2 32 139 29 733 25 541 8,1% 25,8%
Footwear 1 634 1 719 1 777 -4,9% -8,0%
Business3 24 203 22 019 18 869 9,9% 28,3%
Luxury4 12 823 11 908 10 630 7,7% 20,6%
Zara 44 417 39 178 32 069 13,4% 38,5%
Outlets 5 910 5 349 5 459 10,5% 8,3%
Total 133 727 122 162 105 672 9,5% 26,5%

In 6 months 2024, the Group opened 2 new stores, reconstructed 7 stores and closed 2 stores. The net capital expenditure to the retail chain expansion, renovation and modernization amounted to EUR 3.5 million (see Note 4 "Investments into noncurrent assets"). Investments (acquisitions) by segments are disclosed in Note 3 ("Segment information"). The Group is not engaged in activities related to research and experimental development, except to the extent of process improvement. Group uses the latest technology and the latest technology processes that meet environmental standards and help reduce the negative impact on the environment.

The number of stores by countries was as follows:

Country 30 06 2024 30 06 2023 30 06 2022 2024/2023, % 2024/2022, %
Lithuania 100 97 100 3,1% 0,0%
Latvia 44 44 44 0,0% 0,0%
Estonia 25 24 23 4,2% 8,7%
Total: 169 165 167 2,4% 1,2%

The number of stores by chains was as follows:

Chain 30 06 2024 30 06 2023 30 06 2022 2024/2023, % 2024/2022, %
Economy 20 18 22 11,1% -9,1%
Youth 46 47 47 -2,1% -2,1%
Footwear 9 9 10 0,0% -10,0%
Business 43 40 39 7,5% 10,3%
Luxury 33 32 30 3,1% 10,0%
Zara 9 10 10 -10,0% -10,0%
Outlets 9 9 9 0,0% 0,0%
Total 169 165 167 2,4% 1,2%

The total area of stores by countries was as follows (thousand sq. m):

Country 30 06 2024 30 06 2023 30 06 2022 2024/2023, % 2024/2022, %
Lithuania 49,6 51,1 50,9 -2,8% -2,6%
Latvia 27,9 26,4 26,4 5,5% 5,6%
Estonia 13,5 13,2 13,1 2,3% 3,1%
Total: 91,0 90,7 90,4 0,4% 0,6%

The total sales area operated by the Group has increased by 0.4% or by 0.3 thousand sq. m. during the year period until 30 June 2024.

In addition to the key figures defined or specified in the applicable IFRS financial reporting framework, the Group also provides key financial ratios derived from or based on the prepared financial statements. These are known as Alternative Performance Measures (APM). Definitions of APM are provided on the Group's website. In table below are stated few APM.

In six months of 2024, The Group's profit before income tax reached EUR 9.1 million. The Group's profit before income tax was EUR 9.0 million in the same period of 2023.

EBITDA of the Group reached EUR 19.6 million in six months of 2024, while the Group had EBITDA of EUR 18.9 million in the same period of 2023 (+3.4%). EBITDA margin has decreased from 15.4% to 14.5% during the year.

Main Group Indicators 6 months
2024
6 months
2023
6 months
2022
Net sales 135 157 123 166 106 312
Net sales in foreign markets 54 368 48 332 41 361
Gross profit 61 241 56 543 47 387
Gross margin, % 45,3% 45,9% 44,6%
Operating profit (loss) 9 773 9 538 7 639
Operating profit margin, % 7,2% 7,7% 7,2%
EBT 9 101 8 997 7 123
EBT margin, % 6,7% 7,3% 6,7%
Profit (loss) for the period 7 533 7 452 5 947
Profit for the period margin, % 5,6% 6,1% 5,6%
EBITDA 19 556 18 907 17 139
EBITDA margin, % 14,5% 15,4% 16,1%
Return on equity (end of the period), % 13,0% 13,7% 11,3%
Return on assets (end of the period), % 5,0% 5,2% 4,2%
Net debt to equity, % -14,1% -16,3% -24,1%
Current ratio, times 1,4 1,4 1,4

In 6 months 2024, the Group's gross profit grew slower than the sales. The Group's gross profit margin, compared to the same period last year, decreased from 45.9% to 45.3% due to more active sales promotions of autumn-winter season goods and higher level of inventory of spring-summer season goods.

The operating expenses of the Group totaled EUR 51.5 million in 6 months 2024 and increased by 9.5%, comparing to the same period 2023 (sales increased by 9.7% for comparison).

Main Group Indicators 6 months
2024
6 months
2023
Change
Net sales 135 157 123 166 9,7%
Net sales in foreign markets 54 368 48 332 12,5%
Gross profit 61 241 56 543 8,3%
Operating (expenses) (51 468) (47 005) 9,5%
Operating profit (loss) 9 773 9 538 2,5%
EBT 9 101 8 997 1,2%
Profit (loss) for the period 7 533 7 452 1,1%
EBITDA 19 556 18 907 3,4%

The Group's level of inventories during the last 12 months increased by 13.5% to EUR 50.3 million. Company's inventories increased by 9.4%.

The number of employees at 30 June 2024 and the average monthly salary by categories in H1 2024 were as follows:

Group Company Group Company
Employee category Number of employees Average monthly salary, EUR
Administration 191 130 4 200 4 756
Stores' personnel 2 136 566 1 219 1 367
Logistics 74 74 1 693 1 693
Total 2 401 770 1 481 1 979

When calculating the average monthly salary, part-time employees are also included. Part-time employees make up more than half of total Group employees.

The number of employees during the year till 30 June 2024 in the Group has increased by 195 to 2 401 (8.8%) and has increased in Company by 33 to 770 (4.5%).

Education of employees by categories on 30 June 2024 was as follows:

Education level Group Company
Higher 466 182
Professional 380 179
Secondary 469 156
Primary 85 19
Student 1 001 234
Total: 2 401 770

The price of the Company shares in 6 months 2024 increased by 4% from EUR 2.66 per share to EUR 2.76 per share. The maximum share price during the six months period was EUR 3.06 per share, minimum share price - EUR 2.67 per share. The market capitalization of the Company increased from EUR 147 million at the beginning of the year to EUR 152 million at the end of June 2024. The weighted average price of 1 share during the reporting period was EUR 2.88. Company's share turnover was EUR 4.1 million in 6 months 2024. The share price during the last 12 months increased from EUR 2.63 to EUR 2.76 per share, or by 5%.

Apranga APB share price in 12 months period from 1 st July 2023 to 30th June 2024:

Millions

OPERATIONAL PLANS

The Group plans to reach EUR 350 million turnover (including VAT) in 2024, or by 7% higher than actual year 2023 turnover. In 2024, the Group plans to renovate or open 16 stores. The net investment is planned to be about EUR 7 million.

RISK MANAGEMENT

Financial risk factors

The risk management function within the Group and the Company is carried out in respect of financial risks (credit, market (which consist of currency, interest rate and price) and liquidity), operational risks and legal risks. The primary objectives of the financial risk management function are to establish risk limits, and then ensure that exposure to risks stays within these limits. The operational and legal risk management functions are intended to ensure proper functioning of internal policies and procedures to minimize operational and legal risks.

The financial risks relate to the following financial instruments: financial assets at fair value through profit or loss, financial assets at fair value through other comprehensive income, trade receivables, cash and cash equivalents, trade and other payables and borrowings. The accounting policy with respect to these financial instruments is the same as it was in 2023.

Credit risk

Credit risk is managed on Group basis. Credit risk arises from cash and cash equivalents and deposits with banks and financial institutions, financial assets at fair value through other comprehensive income as well as credit exposures to wholesale and retail customers, including outstanding receivables and committed transactions. For banks and financial institutions, only independently rated parties (or subsidiaries of such parties) with high credit ratings are accepted. Sales to wholesale customers are rare and immaterial, therefore risk control only assesses the credit quality of the customer, taking into account its financial position, past experience and future factors. Sales to retail customers are settled in cash or using major credit cards, therefore there is no credit risk.

Company's credit risk arising from trade receivables from subsidiaries and loans to subsidiaries is managed by controlling financial performance of subsidiaries on a monthly basis. All the subsidiaries having Company's loans have been profitable during the financial year, generated strong positive cash flows, historically none of them had liquidity issues. Management has also assessed the projected future information that will not have a material adverse effect on the Company's subsidiaries. Therefore, in the management's opinion, the credit risk is low.

The Company and the Group have no significant concentration of credit risk, except for cash which is held in two banks having high credit ratings and loans granted to subsidiaries.

Liquidity risk

Liquidity risk management implies maintaining sufficient cash, the availability of funding through an adequate amount of committed credit facilities. Due to the dynamic nature of the underlying businesses, the Group and the Company treasury maintains flexibility in funding by maintaining availability under committed credit lines.

Management monitors rolling forecasts of the Group's and the Company's liquidity reserve comprises undrawn borrowing facility and cash and cash equivalents on the basis of expected cash flow. This is generally carried out at local level in the operating companies of the Group in accordance with practice set by the Group. In addition, the Group's and the Company's liquidity management policy involves projecting cash flows and considering the level of liquid assets necessary to meet these; and maintaining debt financing plans.

Market risk

Cash flow and fair value interest rate risk

The Company has loans to subsidiaries with floating interest rates, but the cash flow risk is mitigated by applying the same variable element of interest rate on those loans as the banks are charging the Company.

Loans granted and received at variable rates expose the Group to cash flow interest rate risk, which horewer has no material impact on profit or equity of the Group. Loans granted and received at fixed rates expose the Company to fair value interest rate risk, which horewer has no material impact on profit or equity of the Company.

The Company's and Group's borrowings consist of loans with floating interest rate, which are related to EURIBOR and EONIA. The Company and the Group did not use any derivative financial instruments in order to control the risk of interest rate changes.

Trade and other receivables and payables are interest-free and have settlement dates within one year.

The Group's and the Company's cash flow and fair value interest rate risk is periodically monitored by the Group's management. It analyses its interest rate exposure on a dynamic basis taking into consideration refinancing, renewal of existing positions, alternative financing.

Based on the simulations performed, management considers the impact of 0.5% change in interest rates to be not material to the financial statements of the Group and the Company.

Foreign exchange risk

The Company and the Group has a policy to synchronize the cash flows from expected sales in the future with the expected purchases and other expenses in each foreign currency. Substantially all the Group's payables and receivables are short-term and in addition expenses in foreign currencies are insignificant (less than 10%) as compared to those in Euro.

The Group operates in Lithuania, Latvia and Estonia, and during the reporting period used Euro currency. Since Estonia, Latvia and Lithuania introduced the Euro (respectively, since 1st January 2011, 1st January 2014 and 1st January 2015), so there is no exchange rate fluctuations.

Capital risk management

The Group's and the Company's objectives when managing capital are to safeguard the Group's and the Company's ability to continue as a going concern in order to provide returns for shareholders and benefits for other stakeholders and to maintain an optimal capital structure to reduce the cost of capital. In order to maintain or adjust the capital structure, the Group and the Company may adjust the amount of dividends paid to shareholders, return capital to shareholders, issue new shares or sell assets to reduce debt.

Consistent with others in the industry, the Group and the Company monitors capital on the basis of the gearing ratio. This ratio is calculated as net debt divided by total capital. Net debt is calculated as total borrowings (including 'current and noncurrent borrowings' as shown in the consolidated statement of financial position) less cash and cash equivalents. Total capital is calculated as 'equity' as shown in the consolidated statement of financial position plus net debt.

Pursuant to the Lithuanian Law on Companies the authorized share capital of a public limited liability company must be not less than EUR 40 thousand and of a private limited liability company must be not less than EUR 2.5 thousand. In addition, for all entities the shareholders' equity should not be lower than 50 per cent of the company's registered share capital. As at 30 June 2024 UAB Apranga Ecom LT had not complied with the requirements. Business activities of UAB Apranga Ecom LT are terminated.

Pursuant to the Latvian Commercial Law the authorized share capital of a private limited liability company must be not less than EUR 2.8 thousand. As at 30 June 2024, all of the Company's Latvian subsidiaries complied with these requirements.

Pursuant to the Estonian Commercial Code the authorized share capital of a private limited liability company must be not less than EUR 2.5 thousand. In addition, the shareholders' equity should not be lower than 50 per cent of the company's share capital. As at 30 June 2024, all of the Company's Estonian subsidiaries complied with these requirements.

In addition, the Group should comply with the financial covenants imposed in the agreements with SEB bankas AB and Luminor Bank AB. The Group and the Company followed the covenants as at 30 June 2024.

SECURITIES

The share capital of APB Apranga is EUR 16,034,668.40 and it is divided into 55,291,960 ordinary registered shares with a nominal value of EUR 0.29 each, where each share grants to its owner 1 vote (in total 55,291,960 voting shares), all shares are paid in full and give the owners equal rights. All 55 291 960 ordinary shares of nominal value EUR 0.29 each (ISIN code LT0000102337) that comprise Company's share capital are listed on Baltic equity list of Nasdaq Vilnius Stock Exchange.

Neither Company, nor its subsidiaries directly or indirectly acquired own shares. By the knowledge of the Company's management, there are no restrictions imposed on transfer of Company's shares. All Company's shares give equal rights to shareholders and there are no shareholders with special control rights.

By the knowledge of the Company's management, there are no restrictions imposed on voting rights.

By the knowledge of the Company's management, there are no agreements among shareholders which may limit transfer of shares, or their voting rights.

Each owner of the ordinary registered share has the following property rights:

  • 1) To receive part of the company's profit (dividend);
  • 2) To receive a part of the assets of the company in liquidation;

  • 3) To receive shares without payment if the share capital is increased out of the company's funds, except the cases specified

  • in the Law on Companies. 4) To have the pre-emption right to acquire the shares or convertible debenture issued by the company, except in cases when General Shareholder's Meeting pursuant to Law on Companies decides to withdraw the pre-emption right in acquiring the company's issued shares for all shareholders;
  • 5) As provided by laws to lend to the company, however the company borrowing from its shareholders has no right to mortgage or pledge its assets to shareholders. When the company borrows from a shareholder, the interest may not be higher than the average interest rate offered by commercial banks of the locality where the lender has his/her place of residence or business, which was in effect on the day of conclusion of the loan agreement. In such a case the company and shareholders are prohibited from negotiating a higher interest rate;
  • 6) To receive Company's funds in event the share capital is decreased on purpose to pay Company's funds to shareholders;
  • 7) Shareholders have other property rights provided by laws of the Republic of Lithuania.

Each owner of the ordinary registered share has the following non-property rights:

  • 1) To attend and vote in General Shareholder's Meetings. One ordinary registered share grants to its owner one vote at the General Shareholders' Meeting. The right to vote at the General Shareholder's Meeting may be withdrawn or restricted in cases established by laws of the Republic of Lithuania, also in cases when share ownership is contested;
  • 2) to submit to the company in advance the questions related to the issues on the agenda of the general meeting of shareholders;
  • 3) To receive information on the company as provided by legislation;
  • 4) To file a claim to the court requesting compensation of damage to company resulting from non-performance or improper performance of the duties of the Manager of the Company or members of the Board of the company which duties have been prescribed by law and these Articles of Association of the company as well as in other cases as may be prescribed by law;
  • 5) Other non-property rights prescribed by law.

As of 30 June 2024, the Company had 7 179 shareholders (as per shareholders list prepared in accordance with SRD II directive). Company's shareholders that control over 5% votes in General Shareholder Meeting were as follows:

Shareholder Enterprise
code
Address Number of
shares
% of total
ownership
UAB MG Investment 123249022 Aukštaičių 7, Vilnius, Lithuania 36 169 099 65,4%
UAB Minvista 110685692 Aukštaičių 7, Vilnius, Lithuania 5 795 929 10,5%

The Company has concluded the contract with SEB bankas AB on securities account management.

General Shareholders' Meeting has a right to amend the Articles of Association under the qualified majority of votes, which may not be less than 2/3 of all votes the shareholders attending at the Meeting, except for the exceptions specified by Law on Companies.

CORPORATE GOVERNANCE

The management bodies of the Company are as follows: General Shareholders' Meeting, a collegial management body – Board, and a single-person management body – Manager of the Company.

Competence of General Shareholders' Meeting is the same as specified by the Law on Companies. Competence of General Shareholders' Meeting additionally includes adoption of the resolutions on the composition of the Audit Committee of the Company, including the appointment and removal of individual members of the Audit Committee, and approving the charter of the Audit Committee.

The Board, consisting of six members, is elected by General Shareholders' Meeting for a 4-year term. Company's Board members election and revocation procedure is the same as specified by Law on Companies. Starting from 29th April 2021 two independent Board members are elected to the Board. Consequently, starting from that date the Board performs the supervisory functions provided for in Paragraph 11 of Article 34 of the Law on Companies.

Company's Board activity is conducted by chairman of the Board. The Board elects its chairman from among its members.

The Board continues in office for the period established in the Articles of Association or until a new Board is elected and assumes the office but not longer than until the annual General Shareholders' Meeting during the final year of its term of office.

Board of Company considers and approves:

  • 1) The activity strategy of the Company;
  • 2) The annual and interim report of the Company;

APB APRANGA, Company's code 121933274, Ukmerges 362, Vilnius FOR 6 MONTHS PERIOD ENDED 30 JUNE 2024

  • (all tabular amounts are in EUR thousands unless otherwise stated)
  • 3) The management structure of the Company and the positions of the employees;
  • 4) The positions to which employees are recruited by competition;
  • 5) Regulations of branches and representative offices of the Company;
  • 6) Description of the procedure for participation and voting in the general meeting of shareholders by means of electronic communication.

The Board adopts the following resolutions:

  • 1) Resolutions for the Company to become an incorporator or a member of other legal entities;
  • 2) Resolutions to establish branches and representative offices of the Company;
  • 3) Resolutions to invest, dispose of or lease the tangible long-term assets the book value whereof exceeds 1/20 of the share capital of the Company (calculated individually for every type of transaction);
  • 4) Resolutions to pledge or mortgage the tangible long-term assets the book value whereof exceeds 1/20 of the share capital of the Company (calculated for the total amount of transactions);
  • 5) Resolutions to offer surety or guarantee for the discharge of obligations of third persons the amount whereof exceeds 1/20 of the share capital of the Company;
  • 6) Resolutions to acquire the tangible long-term assets the price whereof exceeds 1/20 of the share capital of the Company;
  • 7) Resolutions regarding issuance of debenture of the Company (except issuance of convertible debenture); 8) Other resolutions within the competence of the Board as prescribed by the Law on Companies, Articles of Association or
  • the resolutions of the General Shareholders' Meeting.

The Board analyses and assesses the documents submitted by the Manager of the Company on:

  • 1) The implementation of the activity strategy of the Company;
  • 2) The organisation of the activities of the Company;
  • 3) Financial standing of the Company;
  • 4) The results of economic activities, income and cost estimates, the stocktaking data and other accounting data of changes in the assets.

The Board elects and removes from office the Manager of the Company, fixes his/her remuneration and sets other terms of the employment agreement, approves his/her job description, provides incentives and imposes penalties.

The Board analyses and assesses the Company's draft set annual financial statement and draft of profit/loss distribution and together with feedback, proposals and with the annual report of the Company submits them to the General Shareholders' Meeting.

The Board is responsible for convening and arrangement of the General Shareholders' Meeting in due time.

The Board performs the supervisory functions set out in Article 34, Part 11 of the Law on Companies.

The Board analyzes and evaluates the draft of the Company's remuneration policy and submits it together with feedback and proposals to the General Meeting of Shareholders.

Each member of the Board is entitled to initiate convening of the Board meeting. The Board may adopt resolutions and its meeting shall be deemed to have taken place when the meeting is attended by 2/3 and more of the members of the Board. The resolution of the Board is adopted if more votes for it are received than the votes against it. In the event of a tie, the Chairman of the Board shall have the casting vote. The member of the Board is not entitled to vote when the meeting of the Board discusses the issue related to his/her activities on the Board or the issue of his/her responsibility.

The Manager of the Company – General Director - is a single-person management body of the Company. The Manager of the Company acts at his/her own discretion in relation of the Company with other persons.

The Manager of the Company is elected and removed from office by the Board which also fixes his/her salary, approves his/her job description, provides incentives and imposes penalties. The employment agreement is concluded with the Manager of the Company and is signed on behalf of the Company by the Chairman of the Board or other person authorized by the Board.

In his/her activities the Manager of the Company complies with laws and other legal acts, Articles of Association, General Shareholders' Meeting resolutions, Board resolutions, his/her job descriptions.

The Manager of the Company acts on behalf of the Company and is entitled to enter into the transactions at his/her own discretion. The Manager of the Company may conclude the following transactions provided that there is a decision of the Board to enter into these transactions: to invest, dispose of or lease the tangible long-term assets the book value whereof exceeds 1/20 of the share capital of the Company (calculated individually for every type of transaction); to pledge or mortgage the tangible long-term assets the book value whereof exceeds 1/20 of the share capital of the Company (calculated for the total amount of transactions); to offer surety or guarantee for the discharge of obligations of third persons the amount whereof exceeds 1/20 of the share capital of the Company; to acquire the tangible long-term assets the price whereof exceeds 1/20 of the share capital of the Company as well as to conclude transactions with related parties as provided by Law on Companies.

The Manager of the Company is responsible for:

1) The organization of the Company's activity and implementation of its objectives;

APB APRANGA, Company's code 121933274, Ukmerges 362, Vilnius FOR 6 MONTHS PERIOD ENDED 30 JUNE 2024

(all tabular amounts are in EUR thousands unless otherwise stated)

  • 2) The drawing up of the set of annual financial statements and the drafting of the annual report of the Company;
  • 3) Preparation of the draft description of the procedure for participation and voting in the general meeting of shareholders by means of electronic communication;
  • 4) The drawing up of a draft of procedure of the assessment and conditions for transactions with related parties that are concluded under normal market conditions in the course of normal economic activity;
  • 5) The drawing up of a draft remuneration policy;
  • 6) The drawing up of a draft remuneration report;
  • 7) Public announcement of the remuneration policy and remuneration report on the Company's website;
  • 8) Concluding an agreement with the auditor or firm of auditors;
  • 9) Submission of information and documents to the shareholders, General Shareholders' Meeting and the Board in cases prescribed by Law on Companies or at their request;
  • 10) Submission of the documents and data of the Company to manager of the Register of Legal Entities;
  • 11) Submission of documents to the Bank of Lithuania and Central Securities Depository;
  • 12) Public announcement of information prescribed by Law on Companies in a source indicated in Articles of Association;
  • 13) Submission of information to shareholders;
  • 14) Preparation of the draft decision of the distribution of dividends for the period, shorter than a financial year, composition of the set of the interim financial reports and the preparation of the interim report for the decision of the distribution of dividends for the period, shorter than a financial year;
  • 15) Notification to the shareholders and the Board about the most important events that have a significance for the company's activities
  • 16) Preparation of draft rules for granting shares;
  • 17) The performance of other duties prescribed by laws as well as in the Articles of Association and the job descriptions of the Manager of the Company.

The Manager of the Company organizes daily activities of the Company, hires and dismisses employees, concludes and terminates employment contracts with them, provides incentives and imposes penalties.

The Manager of the Company is responsible for preparation of the draft share subscription agreement and its data correctness. The Manager of the Company issues authorizations and procuration within the scope of its competence.

The Manager of the Company is accountable and regularly reports to the Board on the implementation of Company's activity strategy, the organization of the Company's activity, the financial standing of the Company, the results of economic activity, the income and cost estimates, the stocktaking data and other accounting data of changes in the assets.

BOARD OF THE COMPANY

On 28 April 2022 the Annual General Meeting of Company shareholders elected Company's members of the Board for new 4 year term. 27th April 2026 is the end term for Company's Board.

Darius Mockus Chairman of the Board

Darius Mockus (born in 1965) - Chairman of the Board since 2 May 2002 (member of the Board since 23 March 1995). Education: Vilnius University, Faculty of Economics, Industrial Planning. He has no Company shares. With related companies Minvista UAB (Code of Enterprise: 110685692; Registered office: Aukštaičių 7, Vilnius) and MG Investment UAB (Code of Enterprise: 123249022; Registered office: Aukštaičių 7, Vilnius) he has 41 965 028 shares, representing 75.90% of the share capital and votes.

Vidas Lazickas Member of the Board

Vidas Lazickas (born in 1965) - Member of Board of APB Apranga since 29 April 2011. Education: Vilnius University, Faculty of Economics, specialization in Production Management and Organization He has 265 138 shares of the Company, representing 0.48% of the share capital and votes.

Ilona Šimkūnienė Member of the Board, Purchasing Director

Ilona Šimkūnienė (born in 1963) - Apranga Group Purchasing Director, Member of Board of APB Apranga since 27 March 1998, in the Company since 1985. Education: Vilnius University, Faculty of Trade, specialization in Trade Economics. She has no Company shares.

Ramūnas Gaidamavičius Member of the Board, Development Director

Ramūnas Gaidamavičius (born in 1968) - Apranga Group Development Director, Member of Board of APB Apranga since 30 April 2010, in the Company since 2002. Education: Vilnius University of Technology, Faculty of Mechanics, specialization in Machine Building. He has 5 000 shares of the Company, representing 0.01% of the share capital and votes.

Jonas Jokštys Member of the Board, independent

Jonas Jokštys (born in 1982 m.) - Member of Board of APB Apranga since 29th April 2021 m. Education: Stocholm School of Economics in Riga (2000-2003) Bachelor of Economics and Business Administration and London School of Economics and Political Science (2005-2006) Master of Philosophy and Political Science. Other titles not related with the activities in Board of the Company: UAB Elmoris VG, Board member, UAB Vendos, CEO, UAB Imum, CEO, UAB Žemaitijos žemė, CEO. He has no Company shares.

Gintaras Juškauskas Member of the Board, independent

Gintaras Juškauskas (born in 1970 m.) - Member of Board of APB Apranga since 29th April 2021 m. Education: Vilnius University, Finance faculty (1998-2003), Master of Economics and Vilnius University, Law faculty (2010-2013), Master of Law. Other titles not related with the activities in Board of the Company: Gintaro Juškausko IĮ, CEO, UAB Merits, auditor, associated partner. He has no Company shares.

RELATED PARTY TRANSACTIONS

The Company's transactions with related parties are disclosed in Note 7 to interim consolidated and Company's financial statements.

COMPLIANCE WITH THE GOVERNANCE CODE

In six months 2024, there were no essential changes related to Apranga APB report for year 2023 concerning the compliance with the Governance Code for the companies listed on the regulated market.

PUBLICLY ANNOUNCED INFORMATION

During the period from the start of 2024 to 30th June 2024 Company publicly announced and broadcasted through Nasdaq Vilnius stock exchange information distribution system Globe Newswire and own webpage the following information:

Date Title
2024.01.03 Turnover of Apranga Group in December 2023 and total year 2023
2024.02.01 Turnover of Apranga Group in January 2024
2024.02.28 Apranga Group interim information for 12 months of 2023
2024.03.01 Turnover of Apranga Group in February 2024
2024.04.02 Turnover of Apranga Group in March 2024
2024.04.03 Notice of the Annual General Meeting of APB "APRANGA" shareholders
2024.04.03 Draft resolutions of the Annual General Meeting of APB APRANGA shareholders to be held on April 27th, 2024
2024.04.26 Apranga Group interim report for three months of 2024
2024.04.30 Resolutions of the Annual General Meeting of Apranga APB shareholders
2024.04.30 Apranga APB annual report 2023
2024.05.02 Turnover of Apranga Group in April 2024
2024.05.06 Ex-dividend date and procedure for the payment of Apranga APB dividends for the year 2023
2024.05.10 Notification on Apranga APB manager's related party transactions
2024.06.03 Turnover of Apranga Group in May 2024

Contents of above mentioned announcements can be obtained on Nasdaq Vilnius Stock Exchange webpage http://www.nasdaqomxbaltic.com/market/?pg=details&instrument=LT0000102337&list=2&tab=news&lang=enand on Company's webpage http://aprangagroup.lt/en/investors/news-and-material-events

STATEMENTS OF COMPREHENSIVE INCOME

GROUP COMPANY
Note 6 months
2024
6 months
2023
6 months
2024
6 months
2023
Revenue from contracts with customers
Cost of sales
5 135 157
(73 916)
123 166
(66 623)
49 257
(28 453)
47 343
(27 195)
GROSS PROFIT 61 241 56 543 20 804 20 148
Operating (expenses)
Other income
(51 521)
53
(47 018)
13
(18 990)
13 050
(17 876)
10 263
OPERATING PROFIT (LOSS) 9 773 9 538 14 864 12 535
Finance income 200 114 253 121
Finance (costs) ( 872) ( 655) ( 589) ( 403)
PROFIT (LOSS) BEFORE INCOME TAX 9 101 8 997 14 528 12 253
Income tax (expense) (1 568) (1 545) ( 272) ( 351)
PROFIT (LOSS) FOR THE PERIOD 3 7 533 7 452 14 256 11 902
Other comprehensive income - - - -
TOTAL COMPREHENSIVE INCOME 7 533 7 452 14 256 11 902
Total comprehensive income attributable to:
Owners of the Company
Non-controlling interests
7 533
7 533
-
7 452
7 452
-
14 256
14 256
-
11 902
11 902
-
Basic and diluted earnings per share (in EUR) 0,14 0,13 0,26 0,22

STATEMENTS OF FINANCIAL POSITION

ASSETS GROUP COMPANY
ASSETS Note 30 06
2024
31 12
2023
30 06
2024
31 12
2023
Property, plant and equipment 24 501 24 052 11 700 12 019
Intangible assets 1 479 1 483 1 417 1 441
Investments in subsidiaries - - 5 095 5 095
Prepayments 147 142 66 63
Trade and other receivables 736 528 80 80
Right-of-use assets 56 887 58 785 23 004 24 455
Other financial assets 2 600 2 600 2 600 2 600
Total non-current assets 86 350 87 590 43 962 45 753
CURRENT ASSETS
Inventories 50 312 50 607 28 280 27 297
Prepayments 3 187 1 525 2 683 1 524
Trade and other receivables 2 041 2 638 10 853 10 482
Cash and cash equivalents 8 172 17 665 2 622 7 974
Total current assets 63 712 72 435 44 438 47 277
TOTAL ASSETS 3 150 062 160 025 88 400 93 030
EQUITY AND LIABILITIES GROUP COMPANY
EQUITY Note 30 06
2024
31 12
2023
30 06
2024
31 12
2023
Ordinary shares 16 035 16 035 16 035 16 035
Legal reserve 1 604 1 604 1 604 1 604
Foreign currency translation reserve ( 53) ( 53) - -
Retained earnings 40 335 46 072 32 707 31 721
Total equity 57 921 63 658 50 346 49 360
NON-CURRENT LIABILITIES
Deferred tax liabilities 1 457 2 301 272 366
Non-current lease liabilities 46 464 47 629 18 652 19 765
Non-current employee benefits 273 194 273 194
Total non-current liabilities 48 194 50 124 19 197 20 325
CURRENT LIABILITIES
Borrowings 6 - - 3 250 6 360
Current lease liabilities 13 826 14 306 5 380 5 616
Current income tax liability 1 055 579 357 320
Trade and other payables 29 066 31 358 9 870 11 049
Total current liabilities 43 947 46 243 18 857 23 345
Total liabilities 92 141 96 367 38 054 43 670
TOTAL EQUITY AND LIABILITIES 150 062 160 025 88 400 93 030

STATEMENTS OF CHANGES IN EQUITY

GROUP Note Share
capital
Legal
reserve
Translation
reserve
Retained
earnings
Total
Balance at 1 January 2023 16 035 1 604 ( 53) 44 781 62 367
Comprehensive income:
Profit for the 6 months 2023
Total comprehensive income
Transactions with owners:
Dividends paid
3 - - - 7 452
7 452
(15 482)
7 452
7 452
(15 482)
Balance at 30 June 2023 16 035 1 604 ( 53) 36 751 54 337
Balance at 1 January 2024 16 035 1 604 ( 53) 46 072 63 658
Comprehensive income:
Profit for the 6 months 2024
Total comprehensive income
Transactions with owners:
Dividends paid
3
8
- - - 7 533
7 533
(13 270)
7 533
7 533
(13 270)
Balance at 30 June 2024 16 035 1 604 ( 53) 40 335 57 921
COMPANY Share
capital
Legal
reserve
Retained
earnings
Total
Balance at 1 January 2023 16 035 1 604 32 004 49 643
Comprehensive income:
Profit for the 6 months 2023
Total comprehensive income
Transactions with owners:
- - 11 902
11 902
11 902
11 902
Dividends paid (15 482) (15 482)
Balance at 30 June 2023 16 035 1 604 28 424 46 063
Balance at 1 January 2024 16 035 1 604 31 721 49 360
Comprehensive income:
Profit for the 6 months 2024
Total comprehensive income
Transactions with owners:
- - 14 256
14 256
14 256
14 256
Dividends paid 8 (13 270) (13 270)
Balance at 30 June 2024 16 035 1 604 32 707 50 346

STATEMENTS OF CASH FLOW

GROUP COMPANY
OPERATING ACTIVITIES Note 6
months
2024
6
months
2023
6
months
2024
6
months
2023
Profit (loss) before income taxes 9 101 8 997 14 528 12 253
ADJUSTMENTS FOR:
Depreciation and amortization
Write-down (reversal) of inventories to net realisable value
Loss (gain) on disposal of property, plant and equipment
Write-off of property, plant and equipment
9 783
( 885)
( 8)
27
9 369
( 496)
12
35
3 815
354
( 4)
24
3 675
228
-
1
Dividend income
Interest expenses
( 33)
872
-
655
(13 033)
589
(10 250)
403
Total 18 857 18 572 6 273 6 310
CHANGES IN OPERATING ASSETS AND LIABILITIES:
Decrease (increase) in inventories
Decrease (increase) in receivables
Increase (decrease) in payables
Cash generated from operations
1 180
(1 466)
(2 233)
16 338
(2 463)
(2 041)
720
14 788
(1 337)
46
(1 120)
3 862
(3 867)
(2 135)
372
680
Income taxes paid (1 936) (1 911) ( 329) ( 590)
Interest paid ( 872) ( 655) ( 589) ( 403)
Net cash from operating activities 13 530 12 222 2 944 ( 313)
INVESTING ACTIVITIES
Interest received
Dividends received
Loans granted
Loans repayments received
200
33
(60 000)
60 000
114
-
(24 000)
24 000
253
13 033
(73 916)
72 095
121
10 250
(27 147)
27 214
Purchases of property, plant and equipment and intangible
assets
4 (4 174) (5 448) ( 909) (1 761)
Proceeds on disposal of property, plant and equipment
Net cash from investing activities
685
(3 256)
735
(4 599)
10
10 566
3
8 680
FINANCING ACTIVITIES
Dividends paid
Proceeds from borrowings
Repayments of borrowings
(13 250)
-
-
(15 511)
-
-
(13 250)
63 120
(66 230)
(15 511)
33 177
(25 878)
Payment of principal portion of lease liabilities
Net cash from financing activities
(6 517)
(19 767)
(6 241)
(21 752)
(2 502)
(18 862)
(2 388)
(10 600)
NET INCREASE (DECREASE) IN CASH (9 493) (14 129) (5 352) (2 233)
CASH AND CASH EQUIVALENTS:
AT THE BEGINNING OF THE PERIOD
AT THE END OF THE PERIOD
17 665
8 172
22 978
8 849
7 974
2 622
8 375
6 142

NOTES TO INTERIM FINANCIAL STATEMENTS

1. General information

APB Apranga, (hereinafter "the Company"), was incorporated and commenced its operations in March 1993. The Company's main office is situated in Ukmerges 362, Vilnius, Lithuania. The Company has legal form of public limited liability company under the Law on Companies of Republic of Lithuania. The principal activity of the Company and its subsidiaries (hereinafter "the Group") is retail trade of apparel. At 30 June 2024 the Group consisted of the Company and 25 subsidiaries:

2. Basis of preparation and summary of main accounting policies

The financial statements have been prepared in accordance with International Financial Reporting Standards as adopted by the EU. The principle accounting policies applied in the preparation of Interim financial statements are the same to those applied in preparation of the Annual financial statements.

The financial statements for the period ended 30 June 2024 are not audited.

In the financial statements all figures are presented in thousands of euro, unless indicated otherwise.

3. Segment information

Management has determined the operating segments based on the reports reviewed by the General Director and other 6 Directors (responsible for managing, sales and marketing, human resources, purchases, development and finance) that are used to make strategic decisions.

All financial information, including the measure of profit and total assets, is analyzed on a country basis. The segment information provided to the Directors for the reportable segments for the 6 months 2024 is as follows:

6 months
2024
Lithuania Latvia Estonia Total Inter
company
elimina
tions
Total in
consolidated
financial
statements
Total segment revenue 88 841 34 410 20 331 143 582 -
Inter-segment revenue (8 052) ( 139) ( 234) (8 425) -
Revenue from external customers
(Note 5)
80 789 34 271 20 097 135 157 - 135 157
Gross profit margin 44,8% 45,6% 46,8% 45,3% 45,3%
Profit (loss) for the year 5 072 1 679 782 7 533 - 7 533
Total assets 114 795 32 055 16 144 162 994 (12 932) 150 062
Additions to non-current assets 3 233 702 239 4 174 - 4 174
6 months
2023
Lithuania Latvia Estonia Total Inter
company
elimina
tions
Total in
consolidated
financial
statements
Total segment revenue 83 358 29 734 19 628 132 720 -
Inter-segment revenue (8 568) ( 538) ( 448) (9 554) -
Revenue from external customers 74 790 29 196 19 180 123 166 - 123 166
Gross profit margin 45,5% 46,2% 47,2% 45,9% 45,9%
Profit (loss) for the year 4 794 1 684 974 7 452 - 7 452
Total assets 117 148 28 131 18 949 164 228 (19 593) 144 635
Additions to non-current assets 3 941 1 153 354 5 448 - 5 448

4. Investments into non-current assets

Net investments of the Group amounted to EUR 3.5 million in 6 months 2024. The Company's investments have reached EUR 0.9 million, daughter companies – EUR 2.6 million.

5. Income

For the H1 2024 revenue from contracts with customers consisted of the following:

GROUP COMPANY
2024 2023 2024 2023
Stores income 135 140 122 961 37 906 36 027
Wholesale income 2 - 7 770 8 170
Management fees - - 3 527 2 985
Other income 15 205 54 161
Total revenue from contracts with customers 135 157 123 166 49 257 47 343

6. Borrowings

In August 2023, the Company and SEB bank signed the amendment to the previously concluded credit line agreement. According to the amendment, credit repayment term was prolonged to 31 May 2025. Credit limit remained at EUR 27 000 thousand. The interests are paid for the amount used, and the interest rate is calculated as 1 month EURIBOR plus margin. There is fixed interest rate set for amount used for the issuance of guarantees and letters of credit.

The Company and LUMINOR bank signed the amendment to the previously concluded non-binding credit limit agreement. According to the amendment, credit repayment term of EUR 5 000 thousand non-binding credit limit was prolonged for another year until 30 June 2025. For the drawdown amount of the overdraft a floating interest rate calculated as the 1-month EURIBOR plus margin is being paid. There is fixed interest rate set for amount used for the issuance of guarantees.

7. Related party transactions

The Company's and the Group's transactions with related parties and balances arising from these transactions as of 30 June 2024 were as follows:

Related parties Accounts payable Accounts receivable
and loans granted
Income Purchases
2024 2023 2024 2023 2024 2023 2024 2023
UAB MG Grupė
(the ultimate parent
company)
13 15 - - - - 63 61
As per ultimate parent company associated companies:
UAB Mineraliniai vandenys 1 - - - - - 21 14
UAB Mediafon Technology 2 12 - - - - 14 54
UAB MG Investment - 4 - - - - - 27
UAB Minvista - - 11 5 156 96 - -
LNK Group 1 1 - - - - - -
UAB Eminta 94 92 - - - - 473 454
UAB MV GROUP - - - - - - -
Total 111 124 11 5 156 96 571 610

Prevailing types of related party contracts are rent, management service fee, advertising, centralized services (telecommunications, utilities etc.).

The Company's transactions with subsidiaries and balances arising from these transactions as of 30 June 2024 were as follows:

Subsidiaries Borrowings and
accounts payable
Loans and accounts
receivable
Income Purchases
2024 2023 2024 2023 2024 2023 2024 2023
UAB Apranga LT 1 810 1 632 152 191 3 421 3 133 180 96
UAB Apranga BPB LT 40 445 35 26 902 718 28 19
UAB Apranga PLT - 289 78 20 441 634 17 11
UAB Apranga SLT 105 175 27 23 668 754 17 14
UAB Apranga MLT - 445 348 38 2 611 664 55 32
UAB Apranga HLT 175 130 14 3 564 511 13 11
UAB Apranga OLT - - 95 9 354 233 5 5
UAB Apranga Ecom LT - - - - - - - -
SIA Apranga - 2 745 5 709 5 494 6 637 6 092 4 72
SIA Apranga LV - 1 020 178 22 1 855 1 525 66 46
SIA Apranga BPB LV 130 190 9 14 253 241 9 4
SIA Apranga PLV 30 - 8 4 202 238 6 3
SIA Apranga SLV 160 55 8 4 249 293 9 4
SIA Apranga MLV 275 - 22 6 920 705 29 16
SIA Apranga HLV 90 55 5 77 280 280 7 1
SIA Apranga OLV 60 55 7 5 231 228 6 3
SIA Apranga Ecom LV - - 1 - - - - -
OU Apranga - 1 580 2 711 4 068 2 849 3 799 - 17
OU Apranga Estonia - 180 186 53 1 279 1 148 45 26
OU Apranga BEE 180 145 7 6 129 25 8 3
OU Apranga PB Trade - - 7 66 51 28 2 1
OU Apranga ST Retail 175 190 5 5 150 22 6 3
OU Apranga MDE - - 18 12 410 203 11 6
OU Apranga HEST 20 - 4 4 219 273 4 3
OU Apranga Ecom EE - - - - - - - -
Total 3 250 9 331 9 634 10 150 24 675 21 747 527 396

Prevailing types of intra-group transactions are centralized supplies of goods for resale, management service fees, centralized purchasing of services (telecommunications, IT, utilities and etc.), financing, and distribution of earnings. Dividend income in amount of EUR 13 000 thousand received from the subsidiaries in six months 2024 is presented in 'Income received' together with other income (EUR 10 250 thousand dividend income received in 2023).

8. Guarantees and letters of credit

As of 30 June 2024, guarantees issued by the credit institutions on behalf of the Company to secure the obligations of its subsidiaries to their goods suppliers totaled EUR 15 589 thousand (31 December 2023: EUR 15 447 thousand). The letters of credit and guarantees provided to goods suppliers by the credit institutions on behalf of the Group as of 30 June 2024 amounted to EUR 16 905 thousand (31 December 2023: EUR 16 718 thousand).

As of 30 June 2024, the Company's guarantees issued to secure the obligations of its subsidiaries to lessors of premises totaled EUR 455 thousand (31 December 2023: EUR 474 thousand).

9. Profit distribution

The Annual shareholders meeting of APB Apranga held on 30 April 2024 has resolved to pay EUR 13 270 thousand in dividends for the year 2023.

10. Alternative performance measures

With regard to the requirements of the European Securities and Markets Authority (ESMA) Guidelines on Alternative Performance Measures, Apranga APB provides an overview of the Alternative Performance Measures (APM) used, their definition and calculation on Apranga APB website at: http://aprangagroup.lt/en/investors/investor-relations/alternativeperformance-measures .

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