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AUGA group Interim / Quarterly Report 2019

Nov 29, 2019

2259_rns_2019-11-29_b1fc00d2-e35a-4d05-8c4a-c1673dcef664.pdf

Interim / Quarterly Report

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augaGroup

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AUGA GROUP, AB

Consolidated Interim Financial
Statements for 9 Months Period
Ended 30 September 2019
(Unaudited)

2019


AUGA GROUP, AB
Konstituccijos av. 21C, Quadrum North, LT-08130, Vilnius, Lithuania
au
ga

CONSOLIDATED INTERIM FINANCIAL STATEMENTS

(All amounts are in EUR thousand, unless otherwise stated)

TABLE OF CONTENTS

I. GENERAL INFORMATION ...2
II. MANAGEMENT REPORT ...3
III. FINANCIAL STATEMENTS ...10
Consolidated balance sheet ...10
Consolidated income statement ...11
Consolidated statement of changes in equity ...12
Consolidated statement of cash flows ...13
IV. EXPLANATORY NOTES ...14
1. Basis of the preparation ...14
2. Share capital ...16
3. The Structure of the Group ...18
4. Property, plant and equipment ...23
5. Biological assets ...24
6. Inventory ...24
7. Receivables and advance payments ...25
8. Financial liabilities ...26
9. Leases ...26
10. Results of business segments ...27
11. Operating expenses ...29
12. Other income ...29
13. Financial expenses ...30
14. Material transactions with related parties ...30
15. Subsequent events January - November 2019 ...30

Consolidated interim financial statements for 9 months period ended 30 September 2019 (unaudited)


AUGA GROUP, AB
Konstituccijos av. 21C, Quadrum North, LT-08130, Vilnius, Lithuania
auga

CONSOLIDATED INTERIM FINANCIAL STATEMENTS

(All amounts are in EUR thousand, unless stated otherwise)

I. GENERAL INFORMATION

Accounting period covered by the Report

The report covers 9 months period ended 30 September 2019.

Key data on the issuer

Name of the company: AUGA group, AB (hereinafter – AUGA group, AB or the Company)
Share capital: EUR 65,950,713.08
Address of headquarters: Konstitucijos av. 21C, Quadrum North, LT-08130, Vilnius, Lithuania
Telephone: +370 5 233 53 40
Fax: +370 5 233 53 45
E-mail address: [email protected]
Website: www.auga.lt
Legal entity form: Legal entity, joint stock company
Place and date of registration: 25 June 2003, Vilnius
Register code: 126264360
Registrant of the Register of Legal entities: VĮ Registrų centras

Consolidated interim financial statements for 9 months period ended 30 September 2019 (unaudited)


AUGA GROUP, AB
Konstitucijos av. 21C, Quadrum North, LT-08130, Vilnius, Lithuania
au ga

CONSOLIDATED INTERIM FINANCIAL STATEMENTS

(All amounts are in EUR thousand, unless stated otherwise)

II. MANAGEMENT REPORT

During the first nine months of 2019, AUGA group, AB and its subsidiaries’ (hereinafter - the Group) sales revenue amounted to EUR 47.05 million, a 12% increase compared to the same period of 2018, when it was EUR 42.16 million.

The Group’s gross profit for the three quarters of 2019 amounted to EUR 8.00 million and was EUR 6.24 million higher compared to the same period of 2018 (gross profit for the three quarters of 2018 - EUR 1.76 million).

Main financial results, million EUR 9 months of 2019 9 months of 2018
Revenues 47,054 42,164
Gross profit (loss) 8,000 1,756
Net profit (loss) (eliminating IFRS 16 effect) (782) (4,878)
Net profit (loss) (without elimination of IFRS 16 effect) (1,279) (4,878)
EBITDA (eliminating IFRS 16 effect) 7,858 1,740
EBITDA (without elimination of IFRS 16 effect) 12,434 data not available

During the first nine-month period of 2019, the Group incurred EUR 1.28 million net loss compared to EUR 4.88 million loss a year earlier. It should be noted that the financial results of the first nine months of 2018 were highly impacted by several one-off events which had a positive net effect: (a) sale of Karakash Agro OOO and Karakash OOO in the second quarter of 2018 and the reversal of impairment loss of the assets of Karakash Agro OOO and Karakash OOO prior to the sale (total positive effect of EUR 1.99 million); (b) accrued expenses related to the termination of the acquisition of shares of UAB Arginta Engineering in the first quarter of 2018 (negative effect of EUR 0.71 million). Total positive net effect of the aforementioned one-off effects was EUR 1.28 million in 2018.

Excluding one-off effects from financial results for the first nine months of 2018 (positive EUR 1.28 million) as well as IFRS 16 (negative EUR 0.50 million) and accounting of employee share option plan (negative EUR 0.15 million) impacts from financial results for the first nine months of 2019 the net result significantly improved year on year basis. The Group would have incurred only EUR 0.63 million net loss during the three quarters of 2019 compared to EUR 6.16 million net loss during the same period last year, excluding the aforementioned effects.

Since the application of new IFRS 16 requirements had significant impact to the Group’s EBITDA¹, for comparison purposes the Group is publishing two EBITDA calculations throughout the year 2019: (a) without elimination of IFRS 16 effect and (b) eliminating IFRS 16 effect to EBITDA. Due to the fact that new IFRS 16 requirements were applied only from the beginning of 2019, EBITDA data with IFRS 16 effect is not and will not be available for the year 2018.

EBITDA increased as a result of the change in accounting policy after implementation of new IFRS 16 requirements. Depreciation of right-of-use assets and interest expenses related to lease liabilities arising from right-of-use assets are now excluded from calculation of EBITDA, whereas operating lease expenses were previously included in calculation of EBITDA.

The impact of implementation of IFRS 16 to the calculation of EBITDA of the first three quarters of 2019 is presented below:

9-month period ended 30 September 2019 before IFRS16 IFRS 16 9-month period ended 30 September 2019 as presented in FS
Net profit (loss) before income tax and non-controlling interest (782) (497) (1,279)
Adjustments for non-cash expenses (income) items and other adjustments
Depreciation 5,712 4,400 10,112
Amortization 342 (338) 4
Expenses of share-based payments 149 - 149
Write-offs and impairments of inventory 1,182 - 1,182
(Profit) loss on sales of non-current assets (56) - (56)
Net finance cost 1,637 1,011 2,648
Grants related to assets, recognized as income (326) - (326)
EBITDA: 7,858 4,576 12,434

¹ EBITDA = net cash flow from operating activities before changes in working capital and net interest paid, as it is disclosed in cash flow statement, including gain (loss) on changes in fair value of biological assets.

Consolidated interim financial statements for 9 months period ended 30 September 2019 (unaudited)


AUGA GROUP, AB
Konstitucijos av. 21C, Quadrum North, LT-08130, Vilnius, Lithuania
au ga

CONSOLIDATED INTERIM FINANCIAL STATEMENTS

(All amounts are in EUR thousand, unless stated otherwise)

The Group's EBITDA for the first nine months of 2019, eliminating IFRS 16 effect, amounted to EUR 7.86 million. During the same period in 2018 the Group's EBITDA after elimination of one-time transaction, in particularly, the one-off costs related to the termination of the acquisition of shares of UAB Arginta Engineering, amounted to EUR 1.74 million.

There is an agreement with major Group creditors (banks) that covenants stated in loan contracts throughout the year 2019 and 2020 should be calculated eliminating IFRS 16 effect. Moreover, it was agreed with the banks to increase DEBT/EBITDA level for 2019 3Q – 2020 4Q and slightly change EBITDA calculation formula eliminating gain (loss) on fair value changes of livestock from EBITDA calculation. Despite changed definition of EBITDA to be used in financial covenants calculation with the banks, the Group will publish EBITDA calculated according to the formula used in previous periods to ensure comparability and consistency.

Adoption of IFRS 16 also had a significant impact on the level of financial liabilities disclosed in financial statements. Due to the adoption of IFRS 16 the financial liabilities as at 30 September 2019 increased by 55%. However, eliminating IFRS 16 effect financial liabilities as at 30 September 2019 were slightly lower compared to the end of 2018.

Financial liabilities 30 September 2019 31 December 2018
Current and non-current financial liabilities 86,568 55,862
Current and non-current financial liabilities (excl. IFRS 16 effect) 55,542 55,862
Cash and cash equivalents 808 2,281
Adjusted working capital² 40,199 37,674
Current and non-current financial liabilities (excl. IFRS 16 effect) – cash and cash equivalents – adjusted working capital 14,535 15,907

Management of the Group believes that another important factor evaluating financial liabilities level of the Group is to take into account the adjusted working capital level. Organic agriculture is very working capital-intensive business and working capital changes have significant impact to cash flows of the Group and inevitably financial liabilities level. As it can be seen from the table above adjusted working capital of the Group has increased by EUR 2.53 million since the end of 2018 due to inputs into the biological assets (not yet harvested crops) and inventory (harvested crops). Deducing cash and cash equivalents and adjusted working capital from the level of financial liabilities more clearly indicates the financial liabilities that are not covered by working capital and cash operated by the Group. Financial liabilities of the Group excluding IFRS 16 effect minus cash and cash equivalents minus adjusted working capital as at 30 September 2019 were EUR 14.54 million or EUR 1.37 million lower than at the end of 2018.

Crop growing segment overview

Crop growing segment sales results

Crop growing segment sales revenue for the three quarters of 2019 amounted to EUR 16.45 million compared to EUR 15.59 million for the same period in 2018 (6% increase). Crop growing segment cost of sales for the three quarters of 2019 were EUR 17.73 million versus EUR 16.14 million in 2018. Total agricultural produce inventory write-offs and impairment during the nine months of 2019 amounted to EUR 0.73 million compared to EUR 0.75 million during the nine months of 2018. The gross result of sales of agricultural produce was EUR 2.01 million loss for the first nine months of 2019 (EUR 1.28 million loss for the same period in 2018).

Progress in the season of 2018/2019

The total cultivated land area by the Group amounts to around 38.56 thousand hectares in the season of 2018/2019 and is about the same as in the season of 2017/2018. In the season of 2018/2019 28.67 thousand hectares were seeded with cash crops (28.5 thousand in the season of 2017/2018) out of which 11.50 thousand ha were dedicated to wheat, 8.04 thousand ha to legumes and 9.13 thousand ha to other cash crops. Forage crops comprise 8.98 thousand ha in the season of 2018/2019 compared to 9.0 thousand ha in 2017/2018 season.

As at the end of reporting period (30 September 2019) majority of cash crops except sugar beets, soy, corn and vegetables were already harvested. For cash crops already harvested as at 30 September 2019 gain (loss) on recognition at fair value of agricultural produce at point of harvest was calculated and for the cash crops harvest of which was not yet completed as at 30 September 2019, fair value of the crops as at balance sheet date was calculated using the same methodology as in previous quarters during 2019. It is important to mention as at reporting date (29 November 2019) harvesting of all cash crops was completed so preliminary data was already available for fair value estimations as at 30 September 2019.

2 Adjusted working capital = Current biological assets + Trade receivables, advance payments and other receivables + Inventory – Trade payables – Other payables and current liabilities. The adjusted working capital formula eliminates cash and financing elements allowing the reader to see how the short-term assets and liabilities directly related to operations of the Group are being utilized.

Consolidated interim financial statements for 9 months period ended 30 September 2019 (unaudited)


AUGA GROUP, AB
Konstitucijos av. 21C, Quadrum North, LT-08130, Vilnius, Lithuania
au ga

CONSOLIDATED INTERIM FINANCIAL STATEMENTS

(All amounts are in EUR thousand, unless stated otherwise)

Based on the condition of the cash crops that were not yet harvested as at 30 September 2019 and the preliminary harvested yields the Group estimated the fair value of the crops as at 30 September 2019 using the following formula and assumptions:

Fair value of the crop = Costs incurred + (Cultivated area in ha * forecasted average yield in tons per ha * forecasted grain price per ton - cultivated area in ha * forecasted total cost per ha) * T * (1 - X), where:

  • Cost incurred is cost actually incurred for particular crop during the season of 2018/2019 as at 30 September 2019.
  • Cultivated area in ha is the area of particular crop seeded and expected to be harvested.
  • Forecasted average yield in tons per ha.
  • Forecasted grain price per ton - average sales prices in contracts already signed for 2018/2019 season harvest, and where contracts were still not available - average sales prices of 2018.
  • Forecasted total cost per ha.
  • T is a portion of time in percentage already passed from sowing date until the forecasted harvest date (as at 30 September 2019 the completion was estimated to around 80-95% depending on the crop).
  • X is the adjustment parameter for possible unexpected negative effects to the harvest. 5% was used in fair value estimations as at 30 September 2019 since majority of preliminary data were already available for estimations.

The estimated fair value of the harvested and not yet harvested crops as at 30 September 2019 is higher than the costs incurred by EUR 3.88 million and this difference was accounted as gain on changes in the fair value of biological assets and on recognition at fair value of agricultural produce at point of harvest in financial statements. For comparison, EUR 3.80 million loss on recognition at fair value of agricultural produce at point of harvest was reported as at 30 September 2018. Thus, the overall harvest results of 2018/2019 season are significantly better than the previous year.

It should be noted that the fair value of forage crop even at its point of harvest is measured at production cost incurred on forage crop. In other words, forage crop production cost is used as a measure of the fair value of that forage crop since there is no active market for forage crops and there is no reliable data to calculate market price of the forage crops. Therefore, the net result on revaluation of forage crops is equal to zero.

As it was already discussed in the Group's consolidated interim financial statements for six months period ended 30 June 2019, shortage of rain in spring and beginning of summer of 2019 (April 2019 was declared one of the driest during the last decade by Lithuanian Hydrometeorological Service) as well as unusually hot June of 2019 had negative impact on the yield of most cash crops, especially legumes.

As it can be seen from the graph below the average wheat yield was 4.2 t/ha in 2019 compared to only 2.7 t/ha in 2018 and 4.1 t/ha in 2017. Despite the fact that average wheat yield this year was better compared to previous year the Group believes that the potential was around 15% higher if weather conditions would have been more average.

On the other hand, unfavorable weather conditions had more negatively impacted average legumes yield. It was slightly better than in 2018, but significantly lower than in 2017. Although, results from legumes were disappointing for two years in a row the Group constantly improves the technologies used in growing these crops and believes that upside yield potential is very significant for these crops should weather conditions been more favorable, that is closer to average weather conditions for this climate zone.

As can be seen from the data presented, the Group average wheat and legumes yields are getting closer to the average yields achieved on non-organic farms in Lithuania. These are related to the technology being improved each year, the experience gained in organic farming, and improved land cultivation and land quality.

img-1.jpeg
Wheat yield in Lithuania, t/ha

img-2.jpeg
Legumes yield in Lithuania, t/ha

NOTE: The data of LT organic farms in 2019 has not yet been published, the data of conventional farms in the LT is preliminary.
Reference: Lithuanian Statistics Department, data of the survey of the activities of Lithuanian agricultural producers included in the Farm Accountancy Data Network (FADN), the Group's data.

Consolidated interim financial statements for 9 months period ended 30 September 2019 (unaudited)


AUGA GROUP, AB
Konstitucijos av. 21C, Quadrum North, LT-08130, Vilnius, Lithuania
au ga

CONSOLIDATED INTERIM FINANCIAL STATEMENTS

(All amounts are in EUR thousand, unless stated otherwise)

Table below depicts comparison of the two main grain crops - wheat and legumes - prices at which the harvest was evaluated (at fair value) in the seasons of 2017/2018 and 2018/2019. It should be noted that at the time of the publication of the financial statements for the nine months of 2019, significant part of the 2018/2019 season harvest has already been sold or contracted at fixed prices for the sale of the crops, so the fair value of the majority of crops was estimated based on actual contract prices.

Average price of 1 tonne of crop, eliminating sales costs, EUR 2018/2019 2017/2018 Comparison 2018/2019 with 2017/2018, %
Wheat 262 268 -2%
Legumes 359 354 1%

As can be seen from the data above, the price of 1 tonne of wheat in the season of 2018/2019 was 2% lower compared to the season of 2017/2018, while legumes - 1% higher. This indicates that the prices of the respective organic grains are stable and that the Group can sell the harvested production in the international markets for organic raw materials at the prices which reflect the "price premium" of organic produce.

Since different methodology was applied in estimating fair value of not yet harvested crops as at 30 September in 2018 and 2019, the comparison of Other cash crops which contained not yet harvested crops is not provided. However, it could be stated that there are no significant changes in market prices estimations for crops containing Other cash crops category in 2019 compared to 2018.

The comparison of the costs of the two main grain crops - wheat and legumes - per hectare of land for the seasons of 2017/2018 and 2018/2019 is presented in the table below.

Cost per 1 ha cultivated land, EUR 2018/2019 2017/2018 Comparison 2018/2019 with 2017/2018, %
Wheat 925 881 5%
Legumes 830 790 5%

As can be seen from the table above the costs per 1 ha of cultivated land of wheat and legumes increased by 5% comparing the seasons of 2017/2018 and 2018/2019. It is important to mention, that adoption of IFRS 16 in 2019 had positive impact on the costs side of around 18 EUR/ha since part of lease payments costs (interest part) are excluded from production costs and included in financial costs. As a result the actual cost per ha of wheat and legume increased slightly higher - around 7%. The cost increase is mainly related to better land preparation and more inputs to the land during the season to have better yield potential. However, the full potential was not achieved in 2018/2019 season due to unfavorable weather conditions already discussed.

Comparison of the gain (loss) on revaluation of agricultural produce at point of harvest for wheat and legumes during the seasons of 2017/2018 and 2018/2019 is provided in the table below. In case of wheat the result significantly improved and the gain was 177 EUR/ha in 2018/2019 season compared to 154 EUR/ha loss in 2017/2018 season. On the other hand, legumes were loss making during the season of 2018/2019 as well as in the previous season although the loss per ha reduced. Loss on revaluation at the point of harvest from legumes was 224 EUR/ha in 2018/2019 season compared to 266 EUR/ha a year earlier. As it was already discussed, despite the fact that results from legumes were disappointing for two years in a row the Group constantly improves the technologies used in growing these crops and believes that upside yield potential is very significant for these crops should weather conditions been more favorable. For instance, during 2016/2017 season the yield of legumes was almost double as high and these crops were among the most profitable that season.

Gain (loss) on revaluation of agricultural produce at point of harvest, EUR/ha 2018/2019 2017/2018
Wheat 177 -154
Legumes -224 -266

Agricultural subsidies and gross profit of the crop growing segment

The total amount of agricultural subsidies accrued during the three quarters of 2019 was EUR 6.62 million compared to EUR 6.90 million during the same period in 2018. Crop declaration for the season 2018/2019 is finished. However, there are still important details to be cleared with National Paying Agency and other governmental institutions regarding the amount of organic farming subsidies for the year 2019. The amount of organic farming subsidies for the Group for the year 2019 could be lower compared to planned to accrue amount with current assumptions. The final decisions by the governmental institutions should be adopted and final amounts of organic subsidies for the year 2019 should be clear no earlier than in December 2019.

Y

Consolidated interim financial statements for 9 months period ended 30 September 2019 (unaudited)


AUGA GROUP, AB
Konstitucijos av. 21C, Quadrum North, LT-08130, Vilnius, Lithuania
au ga

CONSOLIDATED INTERIM FINANCIAL STATEMENTS

(All amounts are in EUR thousand, unless stated otherwise)

Gross profit of crop growing segment including result of sales of agricultural produce, gain (loss) on changes in fair value of biological assets and agricultural subsidies, amounted to EUR 8.49 million in the first nine months of 2019 compared to EUR 1.81 million the year earlier.

Preparation for the season of 2019/2020

Weather conditions in the fall of 2019 was favourable for autumn sowing and other preparatory land works for the season of 2019/2020. As a result, the seeding of winter crops and land preparation works were completed on time. During the autumn of 2019 the Group had sowed around 14.5 thousand ha of winter crops, which represent around half of the total cash crops area to be planted in the season of 2019/2020. For comparison, in the season of 2018/2019 around 15.6 thousand of winter cash crops were seeded. The condition of the winter crops as at reporting date is good. Favourable 2019 autumn weather also allowed for proper cultivation of the land and preparation for summer crop sowing in the spring 2020. As a result the Group is well prepared for the season of 2019/2020 and positive about next year harvest potential.

img-3.jpeg
Winter cash crops area share in total cash crops area

Mushroom segment overview

The revenue of the mushroom growing segment was EUR 21.14 million for the nine months of 2019, around EUR 2.11 million or 11% higher compared to the same period in 2018 when revenue was EUR 19.04 million. Revenue from mushroom sales increased by EUR 2.00 million while revenue from mushroom seedbed sales increased by EUR 0.11 million.

Mushroom sales revenue increase relates to increased average sales prices. Serving fresh market is priority for the Group due to better prices and the purpose of keeping strong relations with the clients. Since prices of fresh mushrooms are higher than those sold to processors, increased volume share of fresh mushrooms also had impact on average prices – both organic and non-organic average prices increased. The average price of 1 tonne of mushrooms sold during the nine-month period of 2019 was 2,139 EUR (1,898 EUR/tonne during the nine months of 2018).

The total cost of sales of the mushroom growing segment accounted for EUR 19.63 million in the first three quarters of 2019 and was EUR 2.42 million higher compared to the same period in 2018 when it was EUR 17.21 million. Average cost of 1 tonne of mushrooms sold increased from 1,716 EUR/tonne to 1,982 EUR/tonne.

The average sales price of mushrooms and the average cost of sales of mushrooms increase is mostly related to the increase of sales of fresh mushrooms with packaging (the cost and sales price of packaged mushrooms is higher than that of weighed mushrooms sold in reusable containers).

The gross profit of mushroom growing segment for the nine-month period of 2019 was slightly lower compared to the same period in 2018: respectively EUR 1.51 million and EUR 1.82 million.

Dairy segment overview

Dairy segment sales revenue for the first three quarters of 2019 amounted to EUR 7.63 million and was around 17% higher comparing to the same period a year earlier. Dairy segment sales comprise of sales of milk and cattle. The increased total volume of milk sold (by 10%) and increased average price of milk sold (by 9%) - both contributed to sales revenue growth while sales of cattle decreased by EUR 84 thousand due to lower quantity of sold cattle.

Total amount of milk sold per nine months of 2019 amounted to 18.60 thousand tonnes (or 20.04 kg per cow per day) compared to 16.93 thousand tonnes (or 18.45 kg per cow per day) during the same period of 2018 (10% increase). Average price of milk sold was around EUR 380 per tonne in the first three quarters of 2019 or 9% higher compared to the same period last year when it was EUR 347 per tonne.

Y

Consolidated interim financial statements for 9 months period ended 30 September 2019 (unaudited)


AUGA GROUP, AB
Konstitucijos av. 21C, Quadrum North, LT-08130, Vilnius, Lithuania
au ga

CONSOLIDATED INTERIM FINANCIAL STATEMENTS

(All amounts are in EUR thousand, unless stated otherwise)

The volume share of milk sold at organic production prices was around 69% in the first three quarters of 2019 comparing to 37% in the same period of 2018. Moreover, the total amount of organic milk sales increased from 6.20 thousand tonnes during the first three quarters in 2018 to 12.91 thousand tonnes during the first three quarters in 2019 (108% increase year on year basis).

As it can be seen from the graph since May 2019 the share of milk sold at organic prices was around 80% and fluctuations in the share percentage were significantly lower compared to earlier periods. Thus, the Group managed to stabilize milk sold at organic prices share. However, the Group is further aiming to have a more diversified client portfolio in order to further increase organic milk share of sales. The Group is still in the process of getting its organic milk production certified according to China requirements which require the whole chain of production: from the farm till the processors to be certified. These certificates will widen potential to sell all the milk with organic price premium. The certification project is lagging behind the schedule, but the Group plans to complete the certification during the first quarter of 2020.

img-4.jpeg
Share of milk sold at organic prices, %

Dairy segment cost of sales amounted to EUR 7.64 million during first nine months of 2019 compared to EUR 7.33 million during the same period last year (4% increase). Despite of increase of the total dairy segment cost of sales which was mainly driven by an increase in cost of feed, cost of milk per kg went down by 4% due to the increase in milk yields.

During the nine-month period of 2019 the Group has incurred a loss of EUR 2.31 million on revaluation of biological assets (animal herd) comparing to EUR 1.54 million loss during the same period last year. The loss occurs when dairy animals which are sold for meat are revaluated to their fair value based on the price of meat as well as animal write-offs.

Despite increased loss from revaluation of biological assets, the result from milk sales improved and the total gross loss of dairy segment remained almost at the same level compared to previous year. The gross loss of dairy segment equalled to EUR 2.00 million loss for the nine-month period ended 30 September 2019 (gross loss of EUR 1.94 million was reported for nine-month period ended 30 September 2018).

End-consumer packaged goods segment

Total revenues of end-consumer packaged goods segment amounted to EUR 1.83 million during the first nine months of 2019 compared to EUR 1.01 million a year earlier.

The USA market was entered at the end of third quarter of 2019 and first orders have already been delivered to Costco Wholesale USA. Negotiations with several major retailers in the USA and other countries are in process with estimation to be finished in the first quarter of 2020.

Preserved products, especially ready-to-eat organic soups, remain the main export product in the segment. Although intense talks on expansion of range with dairy products are in process in Middle East.

Cost of sales were EUR 1.83 million for the first nine months of 2019 compared to EUR 0.94 million for the same period in 2018.

For the first three quarters of 2019 gross profit of EUR 0.01 million was recorded (gross profit of EUR 0.06 million reported for the same period in 2018).

Revenues structure from the sale of the end consumer goods as at 30 September 2019 is depicted in the chart below.

Consolidated interim financial statements for 9 months period ended 30 September 2019 (unaudited)


AUGA GROUP, AB
Konstitucijos av. 21C, Quadrum North, LT-08130, Vilnius, Lithuania
aUga

CONSOLIDATED INTERIM FINANCIAL STATEMENTS

(All amounts are in EUR thousand, unless stated otherwise)

Revenues structure from end-consumer goods 2019 9 months, %

img-5.jpeg

  • Preserved mushrooms, vegetables and soups
  • Packaged vegetables
  • Bottled milk and milk-shakes
  • Eggs
  • Other end-consumer products

Operating expenses

The Group's operating expenses for the first nine months of 2019 was around EUR 6.83 million. Comparing them to the previous year it should be noted that operating expenses for the first nine months of 2018 were significantly impacted by two one-off effects recorded in the first quarter of 2018: (a) the reversal of impairment loss of the assets of Karakash Agro OOO and Karakash OOO due to the signed agreement to sell the respective subsidiaries in the first quarter of 2018 (positive effect of EUR 1.8 million); (b) accrued expenses related to the termination of the acquisition of shares of UAB Arginta Engineering in the first quarter of 2018 (negative effect of EUR 0.7 million). In 2019 the Group started accounting for share-based payments for employees which affected the operating expenses by EUR 0.15 million during the nine months of 2019. These expenses are equity-settled only and does not have any influence on the Group's cash-flows. Taking into consideration all these aforementioned effects, operating expenses of the Group during three quarters of 2019 remained almost at the same level as in 2018. For comparison, operating expenses of the Group totalled EUR 6.68 million during three quarters of 2019 and EUR 6.74 million during the same period in 2018.

Consolidated interim financial statements for 9 months period ended 30 September 2019 (unaudited)


AUGA GROUP, AB
Konstituccijos av. 21C, Quadrum North, LT-08130, Vilnius, Lithuania
au
ga

CONSOLIDATED INTERIM FINANCIAL STATEMENTS

(All amounts are in EUR thousand, unless stated otherwise)

III. FINANCIAL STATEMENTS

Consolidated balance sheet

ASSETS Notes 30 September 2019 unaudited 31 December 2018 audited
Non-current assets
Property, plant and equipment 4 123,948 92,892
Intangible assets 14 2,427
Long term receivables at amortised cost 7 5,773 5,641
Investments accounted for using equity method 57 57
Available for sale financial assets 355 355
Deferred tax asset 1,438 1,438
Biological assets 5 8,553 9,128
Total non-current assets 140,138 111,938
Current assets
Biological assets 5 19,008 14,390
Inventory 6 32,574 28,708
Trade receivables, advance payments and other receivables 7 20,392 14,573
Cash and cash equivalents 808 2,281
Total current assets 72,782 59,952
TOTAL ASSETS 212,920 171,890
EQUITY AND LIABILITIES
Capital and reserves
Share capital 2 65,951 65,951
Share premium 6,707 6,707
Revaluation reserve 7,155 7,155
Legal reserve 1,649 1,649
Reserve to provide shares for employees 957 957
Retained earnings / (accumulated deficit) 7,798 8,937
Equity attributable to equity holders of the parent 90,217 91,356
Non-controlling interest 367 359
Total equity 90,584 91,715
Non-current liabilities
Borrowings 8 15,233 13,829
Obligations under lease 9 39,145 7,889
Deferred grant income 3,108 3,433
Deferred tax liability 882 883
Total non-current liabilities 58,368 26,034
Current liabilities
Current portion of non-current borrowings 8 5,551 9,256
Current portion of non-current obligations under lease 9 1,639 3,618
Current borrowings 8 25,000 21,270
Trade payables 22,335 14,681
Other payables and current liabilities 9,443 5,316
Total current liabilities 63,968 54,141
Total liabilities 122,336 80,175
TOTAL EQUITY AND LIABILITIES 212,920 171,890

Consolidated interim financial statements for 9 months period ended 30 September 2019 (unaudited)


AUGA GROUP, AB
Konstitucijos av. 21C, Quadrum North, LT-08130, Vilnius, Lithuania
au
ga

CONSOLIDATED INTERIM FINANCIAL STATEMENTS

(All amounts are in EUR thousand, unless stated otherwise)

Consolidated income statement

Notes 9 months period ended 30 September
2019 unaudited 2018 unaudited
Revenues 10 47,054 42,164
Cost of sales 10 (40,618) (35,074)
Gain (loss) on changes in fair values of biological assets and on recognition at fair value of agricultural produce at point of harvest 5, 10 1,564 (5,334)
GROSS PROFIT 8,000 1,756
Operating expenses 11 (6,831) (5,622)
Other income 12 533 673
OPERATING PROFIT 1,702 (3,193)
Finance cost 13 (2,981) (1,685)
Share of net profit (loss) of associates accounted for using the equity method - -
(PROFIT) LOSS BEFORE INCOME TAX (1,279) (4,878)
Income tax expense - -
NET (PROFIT) / LOSS FOR THE PERIOD (1,279) (4,878)
ATTRIBUTABLE TO:
Equity holders of the Company (1,287) (4,768)
Non-controlling interest 8 (110)
(1,279) (4,878)
STATEMENT OF OTHER COMPREHENSIVE INCOME
NET (PROFIT)/ LOSS FOR THE PERIOD (1,279) (4,878)
TOTAL COMPREHENSIVE INCOME FOR THE YEAR (1,279) (4,878)
ATTRIBUTABLE TO:
Equity holders of the Company (1,287) (4,768)
Non-controlling interest 8 (110)
(1,279) (4,878)

Consolidated interim financial statements for 9 months period ended 30 September 2019 (unaudited)


AUGA GROUP, AB

Konstitucijos av. 21C, Quadrum North, LT-08130, Vilnius, Lithuania

au

ga

CONSOLIDATED INTERIM FINANCIAL STATEMENTS

(All amounts are in EUR thousand, unless stated otherwise)

Consolidated statement of changes in equity

Share capital Share premium Revaluation reserve Currency exchange differences Reserve to provide shares for employees Legal reserve Retained earnings Equity attributable to the shareholders of the company Non-controlling interest Total
Balance as at 31 December 2017 (audited) 54,351 738 5,889 (165) - 579 17,086 78,478 382 78,860
Comprehensive income
Net profit (loss) for the period - - - - - - (5,957) (5,957) (23) (5,980)
Sale of subsidiary - - - 165 - - (165) - - -
Other comprehensive income
Revaluation of land, net of tax - - 1,266 - - - - 1,266 - 1,266
Currency exchange differences - - - - - - - - - -
Total comprehensive income - - 1,266 165 - - (6,122) (4,691) (23) (4,714)
Transactions with shareholders
Transfer to legal reserve - - - - - 1,070 (1,070) - - -
Transfer to reserve to provide shares for employees - - - - 957 - (957) - - -
Issue of ordinary shares, net of transaction costs 11,600 5,969 - - - - - 17,569 - 17,569
Total transactions with shareholders 11,600 5,969 - - 957 1,070 (2,027) 17,569 - 17,569
Balance as at 31 December 2018 (audited) 65,951 6,707 7,155 - 957 1,649 8,937 91,356 359 91,715
Comprehensive income
Net profit (loss) for the period - - - - - - (1,287) (1,287) 8 (1,279)
Amortization of SBP - - - - - - 149 149 - 149
Other comprehensive income
Revaluation of land (net of tax) - - - - - - - - - -
Total comprehensive income - - - - - - (1,138) (1,138) 8 (1,130)
Transactions with shareholders
Transfer to legal reserve - - - - - - - - - -
Total transactions with shareholders - - - - - - - - - -
Balance as at 30 September 2019 (unaudited) 65,951 6,707 7,155 - 957 1,649 7,799 90,218 367 90,584

Consolidated interim financial statements for 9 months period ended 30 September 2019 (unaudited)


AUGA GROUP, AB
Konstitucijos av. 21C, Quadrum North, LT-08130, Vilnius, Lithuania
au
ga

CONSOLIDATED INTERIM FINANCIAL STATEMENTS

(All amounts are in EUR thousand, unless stated otherwise)

Consolidated statement of cash flows

Notes 9 months period ended 30 September
2019 unaudited 2018 unaudited
Cash flows from /(to) operating activities
Net profit (loss) before income tax and non-controlling interest (1,279) (4,878)
Adjustments for non-cash expenses (income) items and other adjustments
Depreciation expenses (PPE) 4 5,712 5,698
Depreciation expenses (RUA) 4,400 -
Amortization expense 4 305
Expenses of share-based payments 149 -
Write offs and impairment of PPE - 35
(Profit) loss on sales of non-current assets (56) (59)
Share of losses (profits) of associates - -
(Profit) loss on sale of investment property - (162)
Impairment of receivables - -
Write-offs of inventory 1,182 971
Net finance cost 13 1,637 1,314
Net finance cost (IFRS16) 1,011 -
Reversal of impairment of PPE 11 - (1,828)
Gain (loss) on changes in fair value of biological assets 5 (1,564) 5,334
Grants related to assets, recognized as income (326) (371)
Changes in working capital
(Increase) decrease in biological assets (8,021) (11,237)
(Increase) decrease in trade receivables and prepayments (6,690) (12,420)
(Increase) decrease in inventory (5,048) (2,335)
(Decrease) increase in trade and other payables 11,522 10,322
2,633 (9,311)
Interest paid, netto (1,637) (1,294)
Net cash flows from /(to) operating activities 996 (10,605)
Cash flows from /(to) investing activities
Purchase of property, plant and equipment (2,883) (3,135)
Purchase of investments - (1,768)
Proceeds from sales of PPE 383 210
Proceeds from sales of investments - 500
Grants related to assets, received from NPA - 65
Other loans repaid 857 -
Other loans granted (539) (810)
Net cash flows from/(to) investing activities (2,182) (4,938)
Cash flows from /(to) financing activities
Proceeds from issue of shares - 17,574
Loans repaid to banks (2,741) (15,776)
Borrowings received 3,730 19,190
Other borrowings obtained (paid) 440 -
Finance lease repayments (1,714) (2,405)
Net cash flows from/(to) financing activities (285) 18,583
Net (decrease) / increase in cash and cash equivalents (1,471) 3,040
Cash and cash equivalents at the beginning of the period 2,281 620
Cash and cash equivalents at the end of the period 808 3,659

Consolidated interim financial statements for 9 months period ended 30 September 2019 (unaudited)


AUGA GROUP, AB
Konstitucijos av. 21C, Quadrum North, LT-08130, Vilnius, Lithuania
au
ga

CONSOLIDATED INTERIM FINANCIAL STATEMENTS

(All amounts are in EUR thousand, unless stated otherwise)

IV. EXPLANATORY NOTES

1. Basis of the preparation

The accompanying interim financial information for the 9 months period ended 30 September 2019, has been prepared in accordance with IAS 34, 'Interim financial reporting'. The accounting policies applied are consistent with those of the annual financial statements for the year ended 31 December 2018, as described in those annual financial statements. This financial information should be read in conjunction with the interim financial information for 9-months period ended 30 September 2018 and the balance sheet as of 31 December 2018 which have been prepared in accordance with IFRS as adopted by the EU.

The presentation currency is euro (EUR). The financial statements are presented in thousands of euro, unless indicated otherwise. Financial statements for the 9 months period ended 30 September 2019 and 30 September 2018 are not audited. Financial statements for the year ended 31 December 2018 are audited by the external auditor UAB PriceWaterhouseCoopers.

The preparation of financial information in conformity with IAS 34 requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the group's accounting policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the consolidated financial information, are disclosed below.

Changes in accounting policies

Adoption of IFRS 16

The group has adopted IFRS 16 retrospectively from 1 January 2019, but has not restated comparatives for the 2018 reporting period, as permitted under the specific transitional provisions in the standard. The reclassifications and the adjustments arising from the new leasing rules are therefore recognised in the opening balance sheet on 1 January 2019.

On adoption of IFRS 16, the group recognised lease liabilities in relation to leases which had previously been classified as 'operating leases' under the principles of IAS 17 Leases. These liabilities were measured at the present value of the remaining lease payments, discounted using the lessee's incremental borrowing rate as of 1 January 2019. The weighted average lessee's incremental borrowing rate applied to the lease liabilities on 1 January 2019 was 3.79%.

In applying IFRS 16 for the first time, the group has used the following practical expedients permitted by the standard:

  • the use of a single discount rate to a portfolio of leases with reasonably similar characteristics;
  • reliance on previous assessments on whether leases are onerous;
  • the accounting for operating leases with a remaining lease term of less than 12 months as at 1 January 2019; as short-term leases (which were recognized as expense on a straight-line basis);
  • the exclusion of initial direct costs for the measurement of the right-of-use asset at the date of initial application;
  • the use of hindsight in determining the lease term where the contract contains options to extend or terminate the lease.

For leases previously classified as operating leases the entity recognised the carrying amount of the lease asset and lease liability immediately before transition as the carrying amount of the right of use asset and the lease liability at the date of initial application. The measurement principles of IFRS 16 are only applied after that date. This resulted in measurement adjustments of EUR 35,346 thousand for right-of-use assets and EUR 35,346 thousand lease liabilities for variable lease payments based on an index or rate. The remeasurements to the lease liabilities were recognised as adjustments to the related right-of-use assets immediately after the date of initial application.

1 January 2019
Operating lease commitments disclosed as at 31 December 2018 43,896
Discounted using the lessee's incremental borrowing rate of at the date of initial application 35,346
Add: finance lease liabilities recognized as at 31 December 2018 11,507
Lease liability recognized as at 1 January 2019 46,853
Current lease liabilities 8,405
Non-current lease liabilities 38,449
46,853

Consolidated interim financial statements for 9 months period ended 30 September 2019 (unaudited)


AUGA GROUP, AB
Konstitucijos av. 21C, Quadrum North, LT-08130, Vilnius, Lithuania
au
ga

CONSOLIDATED INTERIM FINANCIAL STATEMENTS

(All amounts are in EUR thousand, unless stated otherwise)

Changes in accounting policies (continued)

The associated right-of-use assets for property leases were measured at the amount equal to the lease liability, adjusted by the amount of any prepaid or accrued lease payments relating to that lease recognised in the balance sheet as at 31 December 2018. There were no onerous lease contracts that would have required an adjustment to the right-of-use assets at the date of initial application.

The recognized right-of-use assets relate to the following types of assets:

30 September 2019 1 January 2019
Land 32,612 36,710
Buildings 947 1,038
Total 33,559 37,748

The change in accounting policy affected the following items in the balance sheet on 1 January 2019:

31 December 2018 as originally presented IFRS 16 1 January 2019 (after recognition)
Non-current assets
Property plant and equipment 92,892 37,748 130,640
Intangible assets 2,427 (2,401) 26
Total non-current assets 111,938 35,347 147,285
TOTAL ASSETS 171,890 35,347 207,237
Non-current liabilities
Obligations under finance lease 7,889 30,560 38,449
Total non-current liabilities 26,034 30,560 56,594
Current liabilities
Current portion of finance lease liabilities 3,618 4,787 8,405
Total current liabilities 54,141 4,787 58,928
Total liabilities 80,175 35,347 115,522
TOTAL EQUITY AND LIABILITIES 171,890 35,347 207,237

The net impact on retained earnings on 30 September 2019 was a decrease of EUR 497 thousand. This negative impact arises due to the change of accounting principles only and in any case is not related to monetary expenses.

Share-based payments

Share-based payments are accounted as the Group has started Employee Share Option plan which is described in Note 2 share capital.

Accounting for expenses during the vesting period

Total cumulative expenses are calculated based on the formula described below. The expenses are accrued in the profit (loss) statement and equity based on the days lapsed since the grant date till the reporting date. Each year the entity will revise the expense to reflect the best available estimate of the number of equity instruments expected to vest.

The total expenses of share-based payments are calculated based on the formula:

Share price @ grant date x Granted shares x (1-annual staff turnover)^(vesting period)

Where:

The share price of options is based on the closing price at grant date at which the company's shares are traded on the Nasdaq Stock Exchange.

Consolidated interim financial statements for 9 months period ended 30 September 2019 (unaudited)


AUGA GROUP, AB
Konstitucijos av. 21C, Quadrum North, LT-08130, Vilnius, Lithuania
au
ga

CONSOLIDATED INTERIM FINANCIAL STATEMENTS

(All amounts are in EUR thousand, unless stated otherwise)

Changes in accounting policies (continued)

The grant date of the Option is set to be the date of the share-based payment agreement between the Company and the receiver as all the terms and conditions are set in this agreement and there are no other arrangements which would need to be confirmed at a later date.

Granted shares – shares to be granted to employee based on the Option agreement.

Staff turnover – chance that the option will be exercised is adjusted by the forecasted staff turnover percent during the vesting period. The ratio is calculated based on historical staff turnover data of 2 years. The historical staff turnover data includes turnover only of the positions which are set to receive the share-based payments. The turnover of other positions are excluded from the ratio.

There are option agreements which are signed with a special condition – that the receivers do not need to fulfill the service condition, but they will still need to wait 3 years vesting period before being able to exercise the option. Due to this staff turnover adjustment is excluded in the calculation of the expenses of these options as it does not affect their chances to receive the option.

Vesting period is set in the Option agreement and is equal to 3 years.

Accounting for issue of the shares

When the vesting period will end and if the service conditions are met – the entity shall execute the shares-based transactions. The entity will issue new shares at the nominal value of EUR 0.29 from the Reserve to provide shares for employees and increase its share capital.

2. Share capital

The share capital of AUGA group, AB as at 30 September 2019 was EUR 65,950,713.08 (65,950,713.08 as at 31 December 2018). The share capital was divided into 227,416,252 ordinary shares (227,416,252 ordinary shares as at 31 December 2018). Each issued share has a EUR 0.29 nominal value and fully paid. Each share had usual material and proprietary and non-proprietary rights as per Law on Companies of the Republic of Lithuania and the Company's Articles of Association.

Employee share option plan

The establishment of the AUGA group, AB Employee Option Plan was approved by shareholders at the annual general shareholders' meeting which took place on 30 April, 2019. The Employee Option Plan is designed to provide long-term benefits for the employees, increase their performance and motivation to remain in the entity's employment.

Under the plan, participants are granted options to receive the Company's shares which only vest if service conditions are met. The service condition for the Option receiver is to complete a 3-year term of service to the Group. After the condition is met employee is eligible to exercise the option. There are no other vesting or performance conditions for the receiver. If the receiver does not fulfill the service condition – the option does not come into force and he is not eligible to exercise the option.

The option losses force if any restructuring, bankruptcy, liquidation or similar proceedings of the Company are commenced, and such proceedings continue and / or end with liquidation of the Company; Also if both parties (the Company and the receiver) agree to terminate the option agreement and if the receiver has caused damage to the Company through his actions or omissions.

These share-based payments for employees are equity-settled only. When exercisable, each option is convertible into one ordinary fully-fledged share. The shares will be issued from the Reserve to provide shares for employees (formed and approved by the shareholders) at the nominal value of 0.29 and will increase the Company's share capital.

Options are granted under the plan for no consideration. There are no social security contributions or income tax which would be payable by the Company at the time of the exercise (or any other time during the vesting period) and which should be accrued in the liabilities. Employees who shall exercise the option and receive the shares of the company will need to pay the income tax on their own at the time of exercise.

Consolidated interim financial statements for 9 months period ended 30 September 2019 (unaudited)


AUGA GROUP, AB
Konstitucijos av. 21C, Quadrum North, LT-08130, Vilnius, Lithuania
au
ga

CONSOLIDATED INTERIM FINANCIAL STATEMENTS

(All amounts are in EUR thousand, unless stated otherwise)

Share capital (continued)

Movement of the share options provided to employees:

30 September 2019 31 December 2018
Av. Price Number of options Av. Price Number of options
Opening balance 0.458 200,000 - -
Granted during the period 0.374 2,348,860 0.458 200,000
Exercised during the period - - - -
Forfeited during the period - - - -
Balance at the end of the period 0.376 2,548,860 0.458 200,000
Weighted average remaining contractual life of the deferred shares outstanding at the end of period 2.26 2.78

Share options outstanding at the end of the reporting period have the following expiry date and exercise prices:

Grant date Expiry date Exercise price Share options 30 September 2019 Share options 31 December 2018
2018-10-12 2022-05-30 0,458 200,000 200,000
2019-04-17 2022-05-30 0,374 2,348,860 -
Total 2,548,860 200,000
Weighted average remaining contractual life of options outstanding at end of period 2.26 2.78

Shareholders

Total number of shareholders on 30 September 2019 was 1,323 (one thousand three hundred twenty-three) and on 31 December 2018 it was 1,149 (one thousand one hundred forty-nine). The shareholders owning more than 5% of shares in the Company are the following:

Entity / person 30 September 2019 31 December 2018
Number of shares % owned Number of shares % owned
Baltic Champs Group UAB (identification code: 145798333; address: Poviliškiai v., Šiauliai region mun., Lithuania) 125,167,939 55.04 125,167,939 55.04
European Bank for Reconstruction and Development (identification code: EBRDGB2LXXXX; address: One Exchange Square, London EC2A 2JN, UK) 19,810,636 8.71 19,810,636 8.71
ME Investicija UAB (identification code: 302489393; address: Račių st. 1, Vilnius, Lithuania) 19,082,801 8.39 19,030,801 8.37
Žilvinas Marcinkevičius 15,919,138 7.00 15,919,138 7.00
Other shareholders 47,435,738 20.86 47,487,738 20.88
Total 227,416,252 100.00 227,416,252 100.00

Information on the shares of the Company held by the members of the Board and the top executives as of 30 September 2019:

Name, Surname Position Owned shares in the Company, units Owned shares in the Company, %
Kęstutis Juščius* CEO 1,392 0.0006%
Tomas Krakauskas** Member of the Board 119,000 0.052%
  • Kęstutis Juščius, CEO, is the ultimate owner of Baltic Champs Group UAB, controlling 55.04% of the Company's shares.
    ** Tomas Krakauskas is an employee of UAB ME Investicijos, which holds 8.39% of the Company's shares.

Consolidated interim financial statements for 9 months period ended 30 September 2019 (unaudited)


AUGA GROUP, AB

Konstitucijos av. 21C, Quadrum North, LT-08130, Vilnius, Lithuania

au

ga

CONSOLIDATED INTERIM FINANCIAL STATEMENTS

(All amounts are in EUR thousand, unless stated otherwise)

Data about securities traded on regulated markets

The securities of the Company are included in Main List of NASDAQ Vilnius stock exchange (symbol: AUG1L).

Type of shares Number of shares Share nominal value (in EUR) Total share capital (in EUR) Issue Code ISIN
Ordinary registered shares 227,416,252 0.29 65,950,713.08 LT0000127466

The Company's shares are also traded on the Warsaw Stock Exchange.

Information about the Company's shares trading on the NASDAQ Vilnius.

Reporting period Price, EUR Date of last session Total turnover
max min Last session Units EUR, million
2019 I quarter 0.398 0.352 0.362 2019-03-29 1,814,224 0.683
2019 II quarter 0.412 0.358 0.388 2019-06-28 6,628,718 2.213
2019 III quarter 0.406 0.351 0.367 2019-09-30 1,334,237 0.506

AUGA group, AB share price variance (Eur) and Volume for the period of 1 January 2015 to 30 September 2019.

img-6.jpeg
Source: NASDAQ Vilnius stock exchange

Agreements with the intermediaries in public trading securities

The Company and UAB FMI Orion Securities (A. Tumėno st. 4, B korpusas, LT-01109, Vilnius) signed an agreement regarding handling of Shareholders accounts.

3. The Structure of the Group

As of 30 September 2019, the consolidated Group (hereinafter the Group) consists of the Company and one hundred thirty-six subsidiaries (31 December 2018: one hundred thirty-five subsidiaries). On 5 March 2019 subsidiary UAB "Ars Ingenii" (legal entity code 302602713) was sold which was not related to main activities of the Group and not generated any revenue. On 9 August 2019 two additional subsidiaries were acquired – Tėvynės žemelė UAB (legal entity code 303301428) and Tėviškės žemelė UAB (legal entity code 303207199). The latter subsidiary owns land portfolio which was previously consolidated to the Group's consolidated balance sheet on the basis of land repurchase agreement. Tėvynės žemelė UAB is the sole shareholder of Tėviškės žemelė UAB and does not hold any other significant assets except shares of this subsidiary. The subsidiaries included in the Group's consolidated financial statements for the both periods are indicated below.

No. Name of subsidiary Legal form Legal entity code Registered office Profile Group ownership interest, %
2019 09 30 2018 12 31
1. Baltic Champs UAB *4 302942064 Šiaulių region, Poviliškių v., 15 **A 100,00% 100,00%

Consolidated interim financial statements for 9 months period ended 30 September 2019 (unaudited)


AUGA GROUP, AB

Konstitucijos av. 21C, Quadrum North, LT-08130, Vilnius, Lithuania

au

ga

CONSOLIDATED INTERIM FINANCIAL STATEMENTS

(All amounts are in EUR thousand, unless stated otherwise)

2. AVG Investment UAB *4 300087691 Vilniaus mun., Vilnius, Konstitucijos av. 21C Vilniaus mun., Vilnius, Konstitucijos av. 21C **G 100,00% 100,00%
3. AWG Investment 1 UAB *4 301745765 Vilniaus mun., Vilnius, Konstitucijos av. 21C Vilniaus mun., Vilnius, Konstitucijos av. 21C **G 100,00% 100,00%
4. AWG Investment 2 UAB *4 301807590 Vilniaus mun., Vilnius, Konstitucijos av. 21C Vilniaus mun., Vilnius, Konstitucijos av. 21C **G 100,00% 100,00%
5. Agross UAB *4 301807601 Vilniaus mun., Vilnius, Konstitucijos av. 21C **H 100,00% 100,00%
6. Grain Lt UAB *4 302489354 Vilniaus mun., Vilnius, Konstitucijos av. 21C **H 97,41% 97,41%
7. Ars Ingenii UAB *4 302602713 Vilniaus mun., Vilnius, Konstitucijos av. 21C **H 0,00% 100,00%
8. AgroGis UAB *4 302583978 Vilniaus mun., Vilnius, Konstitucijos av. 21C **D 95,00% 95,00%
9. Agro Management Team UAB *4 302599498 Jonavos region, Bukoniu v., Lankesos st. 2 **E 100,00% 100,00%
10. Agrotechnikos centras UAB *4 302589187 Jonavos region, Bukoniu v., Lankesos st. 2 **F 100,00% 100,00%
11. AUGA trade UAB Agricultural entity Žemės fondas *4 302753875 Jonavos region, Bukoniu v., Lankesos st. 2 **H 100,00% 100,00%
12. Jonavos region, Bukoniu v., Lankesos st. 2 *1 300558595 Jonavos region, Bukoniu v., Lankesos st. 2 **E 100,00% 100,00%
13. Žemės vystymo fondas 6 UAB *4 300589719 Smolensko st. 10 **E 100,00% 100,00%
14. Žemės vystymo fondas 9 UAB *4 300547638 Jonavos region, Bukoniu v., Lankesos st. 2 **E 100,00% 100,00%
15. Žemės vystymo fondas 10 UAB *4 301522723 Jonavos region, Bukoniu v., Lankesos st. 2 **E 100,00% 100,00%
16. Žemės vystymo fondas 20 UAB *4 300887726 Jonavos region, Bukoniu v., Lankesos st. 2 **B 100,00% 100,00%
17. AUGA Grūduva UAB Agricultural entity AUGA *4 174401546 Šakių region, Gotlybiškių v., Radviliškio region, Vaitiekūnų v., Spindulio st. 13 **A 98,97% 98,97%
18. Spindulys Agricultural entity AUGA *1 171330414 Panevėžio region, Smilgių mstl. **A 99,99% 99,99%
19. Smilgiai Agricultural entity AUGA *1 168548972 Panevėžio st. 23-1 **A 100,00% 100,00%
20. Skėmiai Agricultural entity AUGA *1 171306071 Radviliškio region, Skėmių v., Kėdainių st. 36 **A 99,97% 99,97%
21. Nausodė Agricultural entity AUGA *1 154179675 Anykščių region, Kirmėlių v., **A 99,93% 99,93%
22. Dumšiškės Agricultural entity AUGA *1 172276179 Raseinių region, Paraseinio v., Šiaulių region, Žadžiūnų v., Gudelių st. 30-2 **A 99,88% 99,88%
23. Žadžiūnai Agricultural entity AUGA *1 175706853 Gudelių st. 30-2 **A 99,81% 99,81%
24. Mantviliškis *1 161274230 Kėdainių region, Mantviliškio v., Molėtų region, Kazlų v., **A 99,94% 99,94%
25. Agricultural entity AUGA Alanta Agricultural entity AUGA *1 167527719 Skiemonių st. 2A **A 99,99% 99,99%
26. Eimučiai Agricultural entity AUGA *1 175705032 Gudelių st. 30-2 **A 99,24% 99,24%
27. Vėriškės Agricultural entity AUGA *1 171305165 Radviliškio region, Vėriškių v., **A 99,93% 99,93%
28. Želsvelė Agricultural entity AUGA *1 165666499 Marijampolės mun., Želsvos v., **A 99,86% 99,86%
29. Lankesa Agricultural entity AUGA *1 156913032 Jonavos region, Bukoniu v., **A 96,91% 96,91%
30. Kairėnai Agricultural entity AUGA *1 171327432 Radviliškio region, Kairėnų v., Jurbarko region, Klišiu v., **A 98,47% 98,47%
31. Jurbarkai Agricultural entity AUGA *1 158174818 Vytauto Didžiojo st. 99 **A 98,46% 98,46%
32. Gustoniai Cooperative entity Siesarčio *1 168565021 M. Kriaučiūno st. 15 **A 100,00% 100,00%
33. ūkis *3 302501098 Mokyklos st. 18 **A 99,44% 99,44%
34. Cooperative entity Kašėta *3 302501251 Lankesos st. 2 **A 99,44% 99,44%
35. Agricultural entity Gustonys Agricultural entity Skėmių *1 302520102 M. Kriaučiūno st. 15 **E 100,00% 100,00%
36. pienininkystės centras *1 302737554 Radviliškio region, Skėmių v., Alyvų st. 1 **A 48,67% 48,67%
37. Cooperative entity Agrobokštai Cooperative entity Dotnuvėlės *3 302485217 Vilniaus mun., Vilnius, Konstitucijos av. 21C **A 97,94% 97,94%
38. valdos Cooperative entity Nevėžio *3 302618614 Gudelių st. 30-2 **A 99,22% 99,22%
39. lankos *3 302618596 Kėdainių region, Mantviliškio v., Liepos 6-osios st. 60 **A 96,51% 96,51%

Consolidated interim financial statements for 9 months period ended 30 September 2019 (unaudited)


AUGA GROUP, AB

Konstitucijos av. 21C, Quadrum North, LT-08130, Vilnius, Lithuania

au

ga

CONSOLIDATED INTERIM FINANCIAL STATEMENTS

(All amounts are in EUR thousand, unless stated otherwise)

| 40. | Cooperative entity Radviliškio
kraštas | 3 | 302618742 | Radviliškio region, Skėmių v.,
Kėdainių st. 13 |
A | 98,67% | 98,67% |
| --- | --- | --- | --- | --- | --- | --- | --- |
| 41. | Cooperative entity Šventosios
pievos |
3 | 302618201 | Raseinių region, Kalnųjų mstl.
Žieveliškės st. 1 | A | 96,36% | 96,36% |
| 42. | Cooperative entity Kairių ūkis
Cooperative entity Šiaurinė
valda | *3 | 302615194 | Panevėžio region, Gustonių v.,
M. Kriaučiūno st. 15 |
A | 98,68% | 98,68% |
| 43. | Cooperative entity Šušvės
žemė | 3 | 302615187 | Šiaulių region, Poviliškių v., 15
Kelmės region, Pašiaušės v.,
Vilties st. 2 |
A | 96,15% | 96,15% |
| 44. | Cooperative entity Žalmargėlis
Cooperative entity |
3 | 302618767 | Vilties st. 2 | A | 98,43% | 98,43% |
| 45. | Cooperative entity Žalmargėlis
Cooperative entity | *3 | 303145954 | Šimolensko st. 10-100
Raseinių region, Kalnųjų mstl. |
A | 98,32% | 98,32% |
| 46. | Juodmargėlis | 3 | 303159014 | Žieveliškės st. 1 | A | 99,35% | 99,35% |
| 47. | Cooperative entity Agromilk |
3 | 302332698 | Raseinių region, Kalnųjų mstl.
Žieveliškės st. 1 | A | 96,28% | 96,28% |
| 48. | Cooperative entity Purpurėja | *3 | 302542337 | Živinėtų region, Širvintų v.,
Zosinos st. 7 |
A | 99,53% | 99,53% |
| 49. | Bukonių ekologinis ūkis UAB | 4 | 302846621 | Vilniaus mun., Vilnius,
Konstitucijos av. 21C |
A | 100,00% | 100,00% |
| 50. | Agrosaulė 8 UAB
Biržai distr., Rinkuškiai
reclamation infrastructure users
association |
4 | 302846105 | Šimolensko st. 10-100
Biržų region, Biržai, Vytauto st. 38 | G | 100,00% | 100,00% |
| 51. | Pasvalys distr., Pušalotas
reclamation infrastructure users
association | *2 | 302465556 | Pasvalio region, Diliauskų v.,
Diliauskų st. 23 |
A | 48,67% | 48,67% |
| 52. | Sikemiai reclamation | 2 | 302465563 | Šiaulių region, Žadžiūnų v.,
Gudelių st. 30-2 |
A | 48,67% | 48,67% |
| 53. | Infrastructure users association
Vaitiekūnai reclamation |
2 | 303170256 | Šiaulių region, Žadžiūnų v.,
Gudelių st. 30-2 | A | 48,67% | 48,67% |
| 54. | Infrastructure users association
Association Grūduvos | *2 | 303170306 | Šiaulių region, Gotlybiškių v.,
Mokyklos st. 2 |
A | 48,67% | 48,67% |
| 55. | melioracija
Pauliai reclamation | 2 | 302567116 | Raseinių region, Gėluvos v.,
Dvaro st. 30 |
A | 65,81% | 65,81% |
| 56. | Infrastructure users association
Nausode reclamation |
2 | 303169909 | Vilniaus mun., Vilnius,
Konstitucijos av. 21C | A | 100,00% | 100,00% |
| 57. | Infrastructure users association | *2 | 304219592 | Jonavos region, Bukonių v.,
Lankesos st. 2 |
A | 70,74% | 70,74% |
| 58. | Traktorių nuomos centras UAB
Traktorių nuomos paslaugos | 4 | 302820808 | Jonavos region, Bukonių v.,
Lankesos st. 2 |
A | 100,00% | 100,00% |
| 59. | UAB |
4 | 302820797 | Jonavos region, Bukonių v.,
Lankesos st. 2 | A | 100,00% | 100,00% |
| 60. | Arnega UAB | *4 | 302661957 | Harju maakond, Tallinn,
Kesklinna linnaosa, Lai tn 32-8,
10133 |
A | 100,00% | 100,00% |
| 61. | AgroSchool OU | 6 | 12491954 | Vilniaus mun., Vilnius,
Smolensko st. 10-100
Akmenės region, Ramučių v., |
G | 100,00% | 100,00% |
| 62. | Public institution AgroSchool |
5 | 303104797 | Klevų st. 11 | A | 100,00% | 50,00% |
| 63. | AUGA Ramučiai UAB | *4 | 302854479 | Kelmės region, Pašiaušės v.,
Vilniaus mun., Vilnius,
Saltoniškių st. 29 |
A | 100,00% | 100,00% |
| 64. | AUGA Luganta UAB | 4 | 300045023 | Jonavos region, Bukonių v.,
Lankesos st. 2 |
A | 100,00% | 100,00% |
| 65. | eTime invest UAB |
4 | 300578676 | Šiaulių region, Žadžiūnų v.,
Gudelių st. 30-2 | A | 100,00% | 100,00% |
| 66. | ŽVF Projektai UAB
Agricultural entity Alantos
ekologinis ūkis | *4 | 300137062 | Maidėtų region, Kazlų v.,
Skiemonių st. 2A |
E | 52,62% | 52,62% |
| 67. | Agricultural entity Dumšiškių
ekologinis ūkis | 1 | 303324747 | Raseinių region, Paraseinio v.,
Paraseinio st. 2 |
A | 100,00% | 100,00% |
| 68. | Agricultural entity Eimučių
ekologinis ūkis |
1 | 303324722 | Šiaulių region, Žadžiūnų v.,
Gudelių st. 30-2 | A | 100,00% | 100,00% |
| 69. | Agricultural entity Grūduvos
ekologinis ūkis | *1 | 303324715 | Šiaulių region, Gotlybiškių v.,
Mokyklos st. 2 |
A | 100,00% | 100,00% |
| 70. | Agricultural entity Jurbarkų
ekologinis ūkis | 1 | 303324804 | Šiaulių region, Klišių v.,
Vytauto Didžiojo st. 99 |
A | 100,00% | 100,00% |
| 71. | Agricultural entity Juriarkų
ekologinis ūkis |
1 | 303325361 | Vytauto Didžiojo st. 99 | A | 100,00% | 100,00% |
| 72. | Agricultural entity Kairėnų
ekologinis ūkis | *1 | 303325774 | Radviliškio region, Vaitiekūnų
v., Spindulio st. 13-2 |
A | 100,00% | 100,00% |
| 73. | Agricultural entity Mantviliškio
ekologinis ūkis | 1 | 303325710 | Jonavos region, Bukonių v.,
Lankesos st. 2 |
A | 100,00% | 100,00% |
| 74. | Agricultural entity Nausodės
ekologinis ūkis |
1 | 303325703 | Kėdainių region, Mantviliškio v.,
Liepos 6-osios st. 60 | A | 100,00% | 100,00% |
| 75. | Agricultural entity Nausodės
ekologinis ūkis | *1 | 303325781 | Anykščių region, Nausodės v.,
Nausodės st. 55 |
A | 100,00% | 100,00% |

Consolidated interim financial statements for 9 months period ended 30 September 2019 (unaudited)


AUGA GROUP, AB

Konstitucijos av. 21C, Quadrum North, LT-08130, Vilnius, Lithuania

au

ga

CONSOLIDATED INTERIM FINANCIAL STATEMENTS

(All amounts are in EUR thousand, unless stated otherwise)

76. Agricultural entity Skėmių ekologinis ūkis *1 303325692 Radviliškio region, Skėmių v., Kėdainių st. 13 **A 100,00% 100,00%
77. Agricultural entity Smilgių ekologinis ūkis *1 303325824 Panevėžio region, Smilgiai, Panevėžio st. 23-1 **A 100,00% 100,00%
78. Agricultural entity Spindulio ekologinis ūkis *1 303325817 Radviliškio region, Vaitiekūnų v., Spindulio st. 13-2 **A 100,00% 100,00%
79. Agricultural entity Vėriškių ekologinis ūkis *1 303325849 Radviliškio region, Skėmių v., Kėdainių st. 13 **A 100,00% 100,00%
80. Agricultural entity Žadžiūnų ekologinis ūkis *1 303325870 Šiaulių region, Žadžiūnų v., Gudelių st. 30-2 **A 100,00% 100,00%
81. Agricultural entity Želsvelės ekologinis ūkis *1 303325856 Marijampolės mun., Želsvos v., Želsvelės st. 1 **A 100,00% 100,00%
82. Prestviigi OU *6 12654600 Harju maakond, Tallinn, Kesklinna linnaosa, Lai tn 32-8, 10133 **G 100,00% 100,00%
83. Turvaste partners OU *6 12655410 Harju maakond, Tallinn, Kesklinna linnaosa, Lai tn 32-8, 10133 **G 100,00% 100,00%
84. Nakamaa Agro OU *6 12655522 Harju maakond, Tallinn, Kesklinna linnaosa, Lai tn 32-8, 10133 **G 100,00% 100,00%
85. Hindaste Invest OU *6 12655384 Harju maakond, Tallinn, Kesklinna linnaosa, Lai tn 32-8, 10133 **G 100,00% 100,00%
86. Tuudi River OU *6 12655640 Harju maakond, Tallinn, Kesklinna linnaosa, Lai tn 32-8, 10133 **G 100,00% 100,00%
87. Palderma Partners OU *6 12654959 Harju maakond, Tallinn, Kesklinna linnaosa, Lai tn 32-8, 10133 **G 100,00% 100,00%
88. Ave-Martna Capital OU *6 12655155 Harju maakond, Tallinn, Kesklinna linnaosa, Lai tn 32-8, 10133 **G 100,00% 100,00%
89. Hobring Invest OU *6 12655427 Harju maakond, Tallinn, Kesklinna linnaosa, Lai tn 32-8, 10133 **G 100,00% 100,00%
90. Rukkirahhu Capital OU *6 12655232 Harju maakond, Tallinn, Kesklinna linnaosa, Lai tn 32-8, 10133 **G 100,00% 100,00%
91. Pahasoo OU *6 12655367 Radviliškio region, Skėmių v., Alyvų st. 1-3 **A 98,09% 98,09%
92. Cooperative entity Ganiklis Cooperative entity Ganiavos gėrybės *3 303429417 Radviliškio region, Alyvų st. 1-3 **A 98,09% 98,09%
93. Cooperative entity Žemėpačio pienio ūkis *3 303429431 Raseinių region, Ariogalos sen. Gėluvos v., Dvaro st. 30 **A 98,09% 98,09%
94. Cooperative entity Žemynos pienelis *3 303432388 Raseinių region, Ariogalos sen. Gėluvos v., Dvaro st. 30 **A 98,09% 98,09%
95. Cooperative entity Lygiadienio ūkis *3 303427989 Raseinių region, Ariogalos sen. Gėluvos v., Dvaro st. 30 **A 98,09% 98,09%
96. Cooperative entity Lygiadienio ūkis *3 303428087 Raseinių region, Ariogalos sen. Gėluvos v., Dvaro st. 30 **A 98,09% 98,09%
97. Cooperative entity Laumės pienio ūkis *3 303427996 Raseinių region, Ariogalos sen. Gėluvos v., Dvaro st. 30 **A 98,09% 98,09%
98. Cooperative entity Medeinos pienas *3 303428112 Raseinių region, Ariogalos sen. Gėluvos v., Dvaro st. 30 **A 98,09% 98,09%
99. Cooperative entity Gardaitis *3 303429381 Radviliškio region, Skėmių v., Alyvų st. 1-3 **A 98,09% 98,09%
100. Cooperative entity Dimstipatis *3 303429424 Mazeikių aplinkl. 9, Naikių v., Mazeikių apylinkės sen., **A 98,09% 98,09%
101. Cooperative entity Aušlavis *3 303429456 Mazeikių aplinkl. 9, Naikių v., Mazeikių apylinkės sen., **A 98,09% 98,09%
102. Cooperative entity Austėjos pienio ūkis *3 303428094 Mazeikių region, Radviliškio region, Skėmių v., Alyvų st. 1-3 **A 98,09% 98,09%
103. Cooperative entity Aitvaro ūkis *3 303429374 Mazeikių aplinkl. 9, Naikių v., Mazeikių apylinkės sen., **A 98,09% 98,09%
104. Cooperative entity Giraičio pienio ūkis *3 303429399 Mazeikių region, StraBe des 17 Juni 10b 10623 **A 98,09% 98,09%
105. Fentus 10 GmbH *6 HRB106477 HRB109356 Berlin, Germany **G 100,00% 100,00%
106. Norus 26 AG *6 B StraBe des 17 Juni 10b 10623 **G 100,00% 100,00%

Consolidated interim financial statements for 9 months period ended 30 September 2019 (unaudited)


AUGA GROUP, AB
Konstituccijos av. 21C, Quadrum North, LT-08130, Vilnius, Lithuania
au
ga

CONSOLIDATED INTERIM FINANCIAL STATEMENTS

(All amounts are in EUR thousand, unless stated otherwise)

HRB109265 StraBe des 17 Juni 10b 10623
107. LT Holding AG *6 B Berlin, Germany **G 100,00% 100,00%
108. KTG Agrar UAB *4 300127919 Vilniaus mun., Vilnius, Konstituccijos av. 21C **A 100,00% 100,00%
109. Agrar Raseiniai UAB *4 300610316 Raseinių region, Ariogalos sen. Gėluvos v., Dvaro st. 30 **A 100,00% 100,00%
110. AUGA Mažeikiai UAB *4 300610348 Mažeikių region, Raseinių region, Gėluvos v., Dvaro st. 30 **A 100,00% 100,00%
111. PAE Agrar UAB *4 300867691 Raseinių region, Gėluvos v., Dvaro st. 30 **A 100,00% 100,00%
112. Delta Agrar UAB *4 300868875 Raseinių region, Gėluvos v., Dvaro st. 30 **A 100,00% 100,00%
113. KTG Grūdai UAB *4 302637486 Raseinių region, Gėluvos v., Dvaro st. 30 **A 100,00% 100,00%
114. KTG Eko Agrar UAB *4 300510650 Raseinių region, Gėluvos v., Dvaro st. 30 **A 100,00% 100,00%
115. Agronita UAB *4 300132574 Raseinių region, Gėluvos v., Dvaro st. 30 **A 100,00% 100,00%
116. Agronuoma UAB *4 303204954 Raseinių region, Gėluvos v., Dvaro st. 30 **A 100,00% 100,00%
117. VL Investment Vilnius 12 UAB *4 303205611 Raseinių region, Gėluvos v., Dvaro st. 30 **A 100,00% 100,00%
118. Agrar Ašva UAB *4 301608542 Raseinių region, Gėluvos v., Dvaro st. 30 **A 100,00% 100,00%
119. Agrar Varduva UAB *4 301608791 Raseinių region, Gėluvos v., Dvaro st. 30 **A 100,00% 100,00%
120. Agrar Seda UAB *4 301608777 Raseinių region, Gėluvos v., Dvaro st. 30 **A 100,00% 100,00%
121. Agrar Kvistė UAB *4 302308067 Raseinių region, Gėluvos v., Dvaro st. 30 **A 100,00% 100,00%
122. Agrar Luoba UAB *4 302308035 Raseinių region, Gėluvos v., Dvaro st. 30 **A 100,00% 100,00%
123. Agrar Gaja UAB *4 302594412 Raseinių region, Gėluvos v., Dvaro st. 30 **A 100,00% 100,00%
124. Agrar Ariogala UAB *4 301626540 Raseinių region, Gėluvos v., Dvaro st. 30 **A 100,00% 100,00%
125. Agrar Girdžiai UAB *4 301621568 Raseinių region, Gėluvos v., Dvaro st. 30 **A 100,00% 100,00%
126. Agrar Vidauja UAB *4 301622531 Raseinių region, Gėluvos v., Dvaro st. 30 **A 100,00% 100,00%
127. Agrar Raudonė UAB *4 302309532 Raseinių region, Gėluvos v., Dvaro st. 30 **A 100,00% 100,00%
128. Agrar Venta UAB *4 302307855 Raseinių region, Gėluvos v., Dvaro st. 30 **A 100,00% 100,00%
129. Agrar Nerys UAB *4 302594063 Raseinių region, Gėluvos v., Dvaro st. 30 **A 100,00% 100,00%
130. Agrar Gėluva UAB *4 302312133 Raseinių region, Gėluvos v., Dvaro st. 30 **A 100,00% 100,00%
131. Agrar Betygala UAB *4 302312222 Raseinių region, Gėluvos v., Dvaro st. 30 **A 100,00% 100,00%
132. Agrar Dubysa UAB *4 302312215 Raseinių region, Gėluvos v., Dvaro st. 30 **A 100,00% 100,00%
133. Agrar Pauliai UAB *4 302312165 Raseinių region, Gėluvos v., Dvaro st. 30 **A 100,00% 100,00%
134. Agrar Mituva UAB *4 302312172 Raseinių region, Gėluvos v., Dvaro st. 30 **A 100,00% 100,00%
135. AUGA Raseiniai UAB *4 304704364 Raseinių region, Kalnujai, Žieveliškės st. 1 **A 100,00% 100,00%
136. Tėvynės žemelė UAB *4 303301428 Antano Tumėno st. 4, Vilniaus mun., Vilnius **G 100,00% 0,00%
137. Tėviškės žemelė UAB *4 303207199 Antano Tumėno st. 4, Vilniaus mun., Vilnius **E 100,00% 0,00%

COMMENTS:

*

1 Agricultural entity
2 Association
3 Cooperative entity
4 Private limited Company
5 Public institution
6 Foreign legal entity

**

A Agricultural operation
B Cash pool of the group
C Human resource management
D IT system development
E Land management
F Lease of machinery

**

G Management of subsidiaries
H Trade and logistics

Consolidated interim financial statements for 9 months period ended 30 September 2019 (unaudited)


AUGA GROUP, AB

Konstitucijos av. 21C, Quadrum North, LT-08130, Vilnius, Lithuania

au

ga

CONSOLIDATED INTERIM FINANCIAL STATEMENTS

(All amounts are in EUR thousand, unless stated otherwise)

  1. Property, plant and equipment
Right-of-use assets (IFRS16) Land Buildings Constructions and machinery Vehicles, equipment and other property, plant and equipment Construction in progress Total
As at 31 December 2017 (audited) - 18,779 41,583 21,147 2,813 913 85,235
- purchase of subsidiaries - 114 1,639 1,028 132 19 2,932
- additions - 139 565 8,090 696 380 11,121
- disposals and write-offs - - (47) (123) (77) - (247)
- revaluation - 1,355 - - - - 1,355
- depreciation - - (2,245) (4,441) (818) - (7,504)
- reclassifications - - - - - - -
As at 31 December 2018 (audited) - 21,638 41,495 25,701 2,746 1,312 92,892
- purchase of subsidiaries 35,558 - - - - - 35,558
- additions - 514 44 1,117 249 1,377 3,301
- disposals and write-offs - (2) (36) (252) (80) - (370)
- revaluation - - - - - - -
- depreciation (4,400) - (1,672) (3,192) (571) - (9,835)
- reclassifications 2,401 - - 260 - (260) 2,401
As at 30 September 2019 (unaudited) 33,559 22,150 39,831 23,634 2,344 2,429 123,947
Acquisition cost as at
31 December 2017 - 18,779 50,538 30,552 4,350 913 105,132
31 December 2018 - 21,638 52,695 39,547 5,101 1,312 120,293
30 September 2019 37,959 22,150 52,703 40,672 5,270 2,429 161,183
Accumulated depreciation and impairment losses as at
31 December 2017 - - (8,955) (9,405) (1,537) - (19,897)
31 December 2018 - - (11,200) (13,846) (2,355) - (27,401)
30 September 2019 (4,400) - (12,872) (17,038) (2,926) - (37,236)
Carrying amount as at 31 December 2017 - 18,779 41,583 21,147 2,813 913 85,235
Carrying amount as at 31 December 2018 - 21,638 41,495 25,701 2,746 1,312 92,892
Carrying amount as at 30 September 2019 33,559 22,150 39,831 23,634 2,344 2,429 123,947

Consolidated interim financial statements for 9 months period ended 30 September 2019 (unaudited)


AUGA GROUP, AB

Konstitucijos av. 21C, Quadrum North, LT-08130, Vilnius, Lithuania

au

ga

CONSOLIDATED INTERIM FINANCIAL STATEMENTS

(All amounts are in EUR thousand, unless stated otherwise)

5. Biological assets

The movement of Group's biological assets (in EUR thousand) consisted of the following:

Non - current assets Current assets
Dairy cows Other livestock Mushroom seedbed Crops Total
Balance as at 31 December 2017 4,579 3,450 1,165 8,946 18,140
Direct purchases - 20 - - 20
Accumulated expenses - 3,911 25,614 34,261 63,785
Transfer between groups 2,839 (2,839) - - -
Direct sales (526) (301) - - (827)
Harvest - - (24,691) (27,956) (52,647)
Revaluation (1,504) (310) - (2,909) (4,723)
Write-offs (113) (76) - - (189)
Balance as at 31 December 2018 5,275 3,854 2,088 12,342 23,559
Direct purchases - - - - -
Accumulated expenses - 2,302 19,633 26,753 48,688
Transfer between groups 1,390 (1,390) - - -
Direct sales (359) (209) - - (568)
Harvest - - (19,480) (26,204) (45,684)
Revaluation (985) (980) - 3,875 1,910
Write-offs (167) (179) - - (346)
Balance as at 30 September 2019 5,154 3,399 2,241 16,767 27,561

6. Inventory

The movement of Group's inventory quantities (in tonnes) consisted of the following:

Wheat Legumes Mushrooms Milk End-consumer packaged goods* Other Forage Raw materials* Total
Balance as at 31 December 2017 13,893 11,925 97 11 - 13,220 59,791 - 98,937
Purchases 2,612 - - - - - 735 - 3,347
Sales (21,432) (12,841) (12,147) (22,634) - (43,966) (2,562) - (115,582)
Production 25,040 15,033 12,244 24,157 - 45,655 49,170 - 171,299
Consumed in preparation of biological assets (livestock) (1,495) (775) - (1,230) - (539) (54,570) - (58,609)
Consumed in preparation of biological assets (crops and mycelium seedbeds) (1,874) (974) - - - (1,692) - - (4,540)
Inventory write-offs (321) (180) - (292) - (1,062) (2,438) - (4,293)
Balance as at 31 December 2018 16,423 12,188 194 12 - 11,616 50,126 - 90,559
Purchases 2,722 2,115 - - - 2,572 96 - 7,505
Sales (21,180) (9,486) (9,013) (18,598) - (11,441) (3,645) - (73,363)
Production 51,077 18,126 8,822 19,802 - 17,232 62,497 - 177,556
Consumed in preparation of biological assets (livestock) (1,740) (2,904) - (929) - (2,943) (41,952) - (50,468)
Consumed in preparation of biological assets (crops and mycelium seedbeds) (5,390) (7,377) - - - (2,956) - - (15,723)
Inventory write-offs (238) (135) - (268) - (992) (2,208) - (3,841)
Balance as at 30 September 2019 41,674 12,527 3 19 - 13,088 64,914 - 132,225

*End-consumer packaged goods and raw materials consist of various units of measure, thus it cannot be disclosed in this table.

Consolidated interim financial statements for 9 months period ended 30 September 2019 (unaudited)


AUGA GROUP, AB
Konstitucijos av. 21C, Quadrum North, LT-08130, Vilnius, Lithuania
au
ga

CONSOLIDATED INTERIM FINANCIAL STATEMENTS

(All amounts are in EUR thousand, unless stated otherwise)

Inventory (continued)

The movement of Group's inventory values (in EUR thousand) consisted of the following:

Wheat Legumes Mushrooms Milk End-consumer packaged goods Other Forage Raw materials Total
Balance as at 31
December 2017 3,478 4,397 144 - 45 7,060 5,073 5,350 25,547
Purchases 808 - - - 1,100 - 468 17,058 19,434
Sales (5,699) (4,829) (24,731) (9,434) (1,793) (6,115) (94) (927) (53,622)
Production 6,488 5,576 24,691 10,043 733 8,485 5,793 - 61,809
Consumed in preparation of biological assets (livestock) (388) (288) - (494) - (803) (5,376) - (7,349)
Consumed in preparation of biological assets (crops and mycelium seedbeds) (417) (360) - - - (434) - (14,499) (15,710)
Inventory write-offs (82) (66) - (115) - (642) (155) (341) (1,401)
Balance as at 31
December 2018 4,188 4,430 104 - 85 7,551 5,709 6,641 28,708
Purchases 875 992 - 1,997 3,111 6 9,986 16,967
Sales (5,550) (3,482) (17,865) (6,867) (1,951) (7,145) (211) (592) (43,663)
Production 12,614 6,484 17,767 7,315 136 7,195 3,571 3,306 58,388
Consumed in preparation of biological assets (livestock) (399) (1,096) - (341) - (844) (2,818) (4,240) (9,738)
Consumed in preparation of biological assets (crops and mycelium seedbed) (815) (2,833) - - - (2,306) - (9,921) (15,875)
Inventory write-offs (62) (48) - (104) (2) (257) (160) (26) (659)
Balance as at 30
September 2019 10,851 4,447 6 3 265 7,305 6,097 5,154 34,128

7. Receivables and advance payments

As at the balance sheet date Group's receivables and advance payments consisted of the following:

As at 30 September 2019 As at 31 December 2018
Total trade accounts receivable 7,976 6,411
VAT receivable 2,028 719
Receivables from National Paying Agency 6,984 4,302
Accounts receivable from private individuals 52 68
Other receivables 28 1,097
Advance payments and deferred expenses 3,337 2,042
Less: loss allowance (68) (66)
Total trade accounts receivable, net 20,392 14,573
Non-current receivables, gross 5,972 5,840
Less: loss allowance (199) (199)
Total 26,165 20,214

Receivables from the National Paying Agency are the direct subsidies receivable for crops and milk, which are due by 30 April of the following year.

Consolidated interim financial statements for 9 months period ended 30 September 2019 (unaudited)


AUGA GROUP, AB
Konstituccijos av. 21C, Quadrum North, LT-08130, Vilnius, Lithuania
au
ga

CONSOLIDATED INTERIM FINANCIAL STATEMENTS

(All amounts are in EUR thousand, unless stated otherwise)

8. Financial liabilities

The Group's long-term borrowings consisted of the following:

As at 30 September 2019 As at 31 December 2018
Borrowings from banks
Mushroom growing companies 2,541 3,949
Agricultural entities 9,611 10,901
Long-term payment to 3rd parties
Long-term payable to the State 1,229 1,401
Long-term payable to creditors 6,347 5,197
Long-term payable to the investment fund for purchased land 1,056 1,637
Total 20,784 23,085
Less: amounts, payable within one year (according to agreements) (5,551) (9,256)
Total long-term borrowings 15,233 13,829

The Group owes payable amount to the State of EUR 1,229 thousand for land acquisition made by Group in 2008 - 2014. The payable amount to State is over 15-year period.

The long-term borrowings and payables are repayable as follows:

As at 30 September 2019 As at 31 December 2018
Borrowings from banks
Within second year 11,655 10,840
Within third and fourth year 1,963 1,968
After fifth year and later 1,615 1,021
Total 15,233 13,829

The Group's short-term borrowings were the following:

As at 30 September 2019 As at 31 December 2018
Borrowings from banks
Mushroom growing companies 2,400 2,400
Parent company 22,600 18,870
Total short-term borrowings 25,000 21,270

Short-term loans from banks include EUR 25,000 thousand (in 2018: EUR 21,270 thousand) credit-line facilities.

9. Leases

The Group's leases consisted of the following:

As at 30 September 2019 As at 31 December 2018
Lease liabilities
Lease liabilities related to right-of-use assets* 31,027 -
Lease liabilities related to other assets** 9,758 11,507
Total 40,784 11,507
Less: amounts payable within one year
Lease liabilities related to right-of-use assets* 270 -
Lease liabilities related to other assets** 1,368 3,618
Total 1,639 3,618
Total long-term leases 39,145 7,889
  • Lease liabilities accounted as operational lease before adoption of IFRS 16.
    ** Lease liabilities accounted as financial lease before adoption of IFRS 16.

Consolidated interim financial statements for 9 months period ended 30 September 2019 (unaudited)


AUGA GROUP, AB
Konstituccijos av. 21C, Quadrum North, LT-08130, Vilnius, Lithuania
au
ga

CONSOLIDATED INTERIM FINANCIAL STATEMENTS

(All amounts are in EUR thousand, unless stated otherwise)

10. Results of business segments

CROP GROWING SEGMENT

a) Sales of agricultural produce 9-month period ended 30 September 2019 9-month period ended 30 September 2018
Total revenue of sold agricultural produce, EUR'000 16,448 15,592
Total cost of sold agricultural produce*, EUR'000 (17,727) (16,137)
Total inventory write-offs, EUR'000 (732) (747)
Result of sales of agricultural produce, EUR'000 (2,011) (1,292)
  • The cost of sold agricultural produce represents the value of crops evaluated at fair values at point of harvest and related sales costs.
b) Harvest of agricultural produce 9-month period ended 30 September 2019 9-month period ended 30 September 2018
Total cultivated land, ha 38,584 38,474
Wheat 11,503 8,854
Legumes 8,039 10,684
Other cash crops 9,129 8,950
Forage Crops 8,984 9,009
Fallow 910 977
Average harvest yield, t/ha
Wheat 4.20 2.72
Legumes 1.69 1.48
Other cash crops 8.47* 5.19
Forage Crops - -
Total fair value of harvest, EUR'000 30,079 19,099
Wheat 12,674 6,443
Legumes 4,867 5,600
Other cash crops 12,538** 7,055
Total production cost of harvest, EUR'000 (26,204) (22,894)
Wheat (10,636) (7,803)
Legumes (6,672) (8,444)
Other cash crops (8,896) (6,647)
Gain (loss) on revaluation of agricultural produce at point of harvest, EUR'000 3,875 (3,795)

Forecasted average harvest yield as at 30 September 2019. For more information please see management report section of crop growing segment overview.
*The Group estimated the fair value of Other cash crops as at 30 September 2019. For more information please see management report section of crop growing segment overview.

c) Agricultural subsidies 9-month period ended 30 September 2019 9-month period ended 30 September 2018
Direct subsidies, EUR'000 3,910 3,991
Organic farming subsidies, EUR'000 2,712 2,905
Total subsidies, EUR'000 6,622 6,896
Gross profit of crop growing segment per period, EUR'000 (a+b+c) 8,487 1,826
--- --- ---
Depreciation included in the harvest of agricultural produce, EUR'000 3,207 3,460

Consolidated interim financial statements for 9 months period ended 30 September 2019 (unaudited)


AUGA GROUP, AB
Konstituccijos av. 21C, Quadrum North, LT-08130, Vilnius, Lithuania
au
ga

CONSOLIDATED INTERIM FINANCIAL STATEMENTS

(All amounts are in EUR thousand, unless stated otherwise)

Results of business segments (continued)

| MUSHROOM SEGMENT | 9-month period ended
30 September 2019 | 9-month period ended
30 September 2018 |
| --- | --- | --- |
| Total tonnage sold, tons | 9,013 | 9,105 |
| Non-organic mushrooms, tons | 8,356 | 8,446 |
| Organic mushrooms, tons | 657 | 659 |
| Total revenues from mushroom sales, EUR'000 | 19,276 | 17,278 |
| Non-organic mushrooms, EUR'000 | 17,307 | 15,323 |
| Organic mushrooms, EUR'000 | 1,969 | 1,954 |
| Total cost of mushrooms sold, EUR'000 | (17,865) | (15,623) |
| Non-organic mushrooms, EUR'000 | (16,491) | (14,477) |
| Organic mushrooms, EUR'000 | (1,374) | (1,146) |
| Total revenues from sales of mushroom seedbed, EUR'000 | 1,866 | 1,757 |
| Total cost from sales of mushroom seedbed, EUR'000 | (1,768) | (1,591) |
| Gross profit of mushroom growing segment, EUR'000 | 1,508 | 1,821 |
| Depreciation included in cost of mushroom sales, EUR'000 | 1,258 | 1,361 |
| DAIRY SEGMENT | 9-month period ended
30 September 2019 | 9-month period ended
30 September 2018 |
| --- | --- | --- |
| Total tonnage sold, tons | 19,144 | 17,537 |
| Non-organic milk, tons | 5,689 | 10,730 |
| Organic milk, tons | 12,909 | 6,200 |
| Cattle, tons | 546 | 607 |
| Total revenues of dairy segment, EUR'000 | 7,634 | 6,530 |
| Non-organic milk, EUR'000 | 1,831 | 3,351 |
| Organic milk, EUR'000 | 5,236 | 2,527 |
| Cattle, EUR'000 | 567 | 651 |
| Total cost of dairy segment, EUR'000 | (7,641) | (7,329) |
| Milk, EUR'000 | (7,074) | (6,678) |
| Cattle, EUR'000 | (567) | (651) |
| Revaluation of biological assets, EUR'000 | (2,311) | (1,539) |
| Total subsidies, EUR'000 | 318 | 400 |
| Gross profit of dairy segment, EUR'000 | (2,001) | (1,938) |
| Depreciation included in cost of dairy segment sales, EUR'000 | 402 | 403 |
| END-CONSUMER PACKAGED GOODS | 9-month period ended
30 September 2019 | 9-month period ended
30 September 2018 |
| --- | --- | --- |
| Total revenue from end-consumer packaged goods sales, EUR'000 | 1 832 | 1,007 |
| Total cost of sales of end-consumer packaged goods, EUR'000 | (1,826) | (943) |
| Gross profit of sales of end-consumer packaged goods, EUR'000 | 6 | 64 |
| Depreciation included in cost of sales of end-consumer packaged goods, EUR'000 | - | - |

Consolidated interim financial statements for 9 months period ended 30 September 2019 (unaudited)


AUGA GROUP, AB
Konstitucijos av. 21C, Quadrum North, LT-08130, Vilnius, Lithuania
au ga

CONSOLIDATED INTERIM FINANCIAL STATEMENTS

(All amounts are in EUR thousand, unless stated otherwise)

11. Operating expenses

Operating expenses breakdown by business segments was the following:

9-month period ended 30 September
2019 2018
Operating expenses by mushroom segment, EUR'000 971 906
Operating expenses of crop growing segment, EUR'000 1,755 1,819
Operating expenses of dairy segment, EUR'000 1,119 1,161
Centralized operating expenses, EUR'000 2,986 1,736*
Total operating expenses of all segments, EUR'000 6,831 5,622
Depreciation included in operating expenses, EUR'000 519 474
  • Including expenses related to termination of Arginta Engineering UAB purchase agreement (EUR 715 thousand) and reversal of impairment of Karakash Agro OOO and Karakash OOO property, plant and equipment which had positive effect (EUR 1,828 thousand). Total positive net effect of aforementioned one-offs was EUR 1.1 million.

Operating expenses breakdown by type of expenses was the following:

9-month period ended 30 September
2019 2018
Payroll expenses 2,538 2,336
Social security expenses 834 725
SBP amortization* 149 -
Fines and late payments** 187 825
Depreciation of property, plant and equipment 519 474
PPE impairment*** - (1,884)
Consultations and business plan preparations 248 513
Insurance and tax expense 509 557
Selling expenses 414 416
Fuel costs 156 162
Real estate registration and notaries 72 136
Rent and utilities 265 239
Transportation costs 208 328
Office administration 276 255
Other expenses 456 540
Total 6,831 5,622
  • Share-Based Payments expenses – equity-settled expenses related to share options granted per Employee Option Plan. Expenses are recognized evenly per 3-year vesting period. For the details refer to the note 2.
    ** The Group accrued all the expenses which needed to be paid due to termination of Arginta Engineering UAB purchase agreement (EUR 715 thousand) in 2018.
    *** Due to the fact that the Group has signed an agreement to sell its subsidiaries Karakash Agro OOO and Karakash OOO, the impairments of assets which were done in previous periods were reversed in 2018 to meet the assets' value at the moment of the sale which had positive effect (EUR (1,828) thousand).

12. Other income

Other income breakdown by type was the following:

9-month period ended 30 September
2019 2018
Gain (loss) from sale of property, plant and equipment 80 59
Gain (loss) from sale of subsidiaries 3 162
Interest and fines income 332 371
Insurance benefits 25 81
Other income 93 -
Total 533 673

Consolidated interim financial statements for 9 months period ended 30 September 2019 (unaudited)


AUGA GROUP, AB
Konstitucijos av. 21C, Quadrum North, LT-08130, Vilnius, Lithuania
au
ga

CONSOLIDATED INTERIM FINANCIAL STATEMENTS

(All amounts are in EUR thousand, unless stated otherwise)

13. Financial expenses

Financial expenses breakdown by type was the following:

9-month period ended 30 September
2019 2018
Bank interest expenses 1,350 1,162
Leasing and other financial expenses 509 485
Interest expenses (IFRS16) 1,011 -
Currency exchange differences 16 4
Other financial expenses 95 34
Total 2,981 1,685

14. Material transactions with related parties

On 3 October 2018 AUGA group, AB and Baltic Champs Group, UAB signed Agreement on extension of up to EUR 4 million loan. Final repayment date of the loan 25 March 2020. The loan is provided with no collateral, with no up-front or similar fees, and with fixed interest rate that meets market conditions. As at 30 September 2019 the loan amount outstanding was EUR 4 million.

On 1 March 2019 AUGA group, AB and Baltic Champs Group, UAB signed Agreement on extension of up to EUR 2 million loan. Final repayment date of the loan 31 December 2019. The loan is provided with no collateral, with no up-front or similar fees, and with fixed interest rate that meets market conditions. As at 30 September 2019 the loan was fully repaid.

15. Subsequent events January - November 2019

The Company informs of all material events over the CNS system of NASDAQ Vilnius and on the ESPI information system which is operated by Polish FSA, as well as on Electronic Information Base which is operated by Warsaw Stock Exchange.

Announcement

date Announcement header
28.11.2019 AUGA group will hold an Investor Conference Webinar to introduce unaudited financial results for the 9 months period of 2019
27.11.2019 The first tranche of AUGA group green bonds programme will be offered next week
27.11.2019 Announcement of final terms of tranche 1 of bonds under the base prospectus of programme of offering of bonds of AUGA group, AB and their admission to trading on AB Nasdaq Vilnius
26.11.2019 Approved base prospectus of programme of offering of bonds of AUGA group, AB and their admission to trading on AB Nasdaq Vilnius
22.11.2019 AUGA group entered U.S. market
28.10.2019 AUGA group, AB made strategic decision to turn to capital markets for financing by issuing bonds
18.10.2019 Updated presentation of AUGA group, AB, and news subscription for investors
09.10.2019 AUGA group signed a deal with leading food suppliers in Sweden
05.09.2019 AUGA group results for the first half of the year inspire optimism
30.08.2019 Interim information of AUGA group, AB for the 6-month period ended June 30, 2019
26.08.2019 AUGA group will hold an Investor Conference Webinar to introduce unaudited financial results for the 6 months period ended 30 June 2019
26.08.2019 AUGA group started selling Lithuanian organic products in United Arab Emirates
19.06.2019 AUGA group implements a unique governance model
17.06.2019 Decisions of extraordinary General Meeting of Shareholders of AUGA group, AB which took place on 17 June 2019
05.06.2019 Notice on the update of question of the agenda of the extraordinary General Meeting of Shareholders of AUGA group, AB on 17 June 2019 by draft of decision
03.06.2019 Announcement about investor conference webinar to introduce unaudited financial results for the 3 months period of 2019
29.05.2019 AUGA group will hold an Investor Conference Webinar to introduce unaudited financial results for the 9 months of 2019

Consolidated interim financial statements for 9 months period ended 30 September 2019 (unaudited)


AUGA GROUP, AB
Konstitucijos av. 21C, Quadrum North, LT-08130, Vilnius, Lithuania
au
ga

CONSOLIDATED INTERIM FINANCIAL STATEMENTS

(All amounts are in EUR thousand, unless stated otherwise)

Announcement date Announcement header
24.05.2019 Notice on Convocation of the extraordinary General Meeting of Shareholders of AUGA group, AB on 17 June 2019
24.05.2019 Regarding penalty to board member Linas Strelis and his resignation
30.04.2019 Decisions of Ordinary General Meeting of Shareholders of AUGA group, AB which took place on 30 April 2019
19.04.2019 AUGA group, AB proposed changes to the general manager, management structure and board members
19.04.2019 Notice on the update of questions of the agenda of the ordinary General Meeting of Shareholders of AUGA group, AB on 30 April 2019 by drafts of decisions
18.04.2019 AUGA group, AB Notification of transactions by persons discharging managerial responsibilities
11.04.2019 Notice on the update of questions of the agenda of the ordinary General Meeting of Shareholders of AUGA group, AB on 30 April 2019 by drafts of decisions and related information
08.04.2019 Notice on Convocation of the ordinary General Meeting of Shareholders of AUGA group, AB on 30 April 2019 and on its draft decisions
01.03.2019 Announcement about investor conference webinar to introduce unaudited financial results for the 12 months of 2018
28.02.2019 Interim information of AUGA group, AB for the 12-month period ended 31 December 2018
27.02.2019 AUGA group will hold an Investor Conference Webinar to introduce unaudited financial results for the 12 months of 2018

Consolidated interim financial statements for 9 months period ended 30 September 2019 (unaudited)