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City Service SE Interim / Quarterly Report 2011

Nov 30, 2011

5564_rns_2011-11-30_874482da-27cc-451a-a766-706bf55bb011.pdf

Interim / Quarterly Report

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November 2011

CityService

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City Service AB

Consolidated and parent company's interim financial statements for the nine months of 2011 (unaudited)

Prepared in accordance with the Rules of preparation and submission of periodic and additional information of the Lithuanian Securities Commission


Consolidated and parent company's interim financial statements for the nine months of 2011 (unaudited), thousand Litas
Page 2

Statements of financial position

Group Company
As of 30 September 2011 As of 31 December 2010 As of 30 September 2011 As of 31 December 2010
Assets
Non-current assets
Goodwill 70,566 63,715 - -
Other intangible assets 73,113 74,658 1,112 784
Property, plant and equipment 49,098 47,814 3,872 3,000
Investment property 385 589 - -
Investments into subsidiaries - - 128,684 127,774
Investments into associates 641 386 - 220
Non-current financial assets receivables and prepayments 2,077 3,617 534 744
Deferred income tax asset 7,232 7,025 560 560
Total non-current assets 203,112 197,804 134,762 133,082
Current assets
Inventories 3,281 3,186 899 529
Prepayments 9,828 11,125 470 243
Trade receivables 81,514 95,483 29,256 38,335
Receivables from related parties (including loans granted) 2,825 6,445 37,699 36,605
Other receivables and current assets 12,360 15,214 8,911 10,323
Cash and cash equivalents 19,162 17,435 1,807 296
Total current assets 128,970 148,888 79,042 86,331
Total assets 332,082 346,692 213,804 219,413

AB City Service
Company code 123905633,
Adress: Smolensko st. 12, Vilnius, Lithuania
www.cityservice.lt
[email protected]


Consolidated and parent company's interim financial statements for the nine months of 2011 (unaudited), thousand Litas
Page 3

Statements of financial position (cont'd)

Group Company
As of 30 September 2011 As of 31 December 2010 As of 30 September 2011 As of 31 December 2010
Equity and liabilities
Equity attributable to equity holders of the Company
Share capital 31,610 31,610 31,610 31,610
Reserves and share premium 83,002 82,285 82,991 82,274
Foreign currency translation (984) (1,712) - -
Retained earnings (deficit) 51,842 43,346 30,043 29,604
165,470 155,529 144,644 143,488
Non-controlling interests 1,588 1,396 - -
Total equity 167,058 156,925 144,644 143,488
Liabilities
Non-current liabilities
Non-current borrowings 21,743 21,877 20,196 20,659
Financial lease obligations 8,522 5,454 1,721 450
Deferred income tax liabilities 14,211 14,221 - -
Non-current payables 764 772 312 312
Total non-current liabilities 45,240 42,324 22,229 21,421
Current liabilities
Current portion of non-current borrowings 7,217 7,116 7,116 7,116
Current portion of financial lease obligations 1,155 3,662 186 285
Short term loans 989 10,853 8,372 14,418
Trade payables 50,181 70,768 5,054 301
Payables to related parties 6,048 22,017 6,555 22,542
Advances received 18,364 13,703 1,268 4,667
Other current liabilities 35,830 19,324 18,380 5,175
Total current liabilities 119,784 147,443 46,931 54,504
Total equity and liabilities 332,082 346,692 213,804 219,413

AB City Service
Company code 123905633,
Adress: Smolensko st. 12, Vilnius, Lithuania
www.cityservice.lt
[email protected]


Consolidated and parent company's interim financial statements for the nine months of 2011 (unaudited), thousand Litas
Page 4

Statements of comprehensive income (for the period 1 January – 30 September)

Group Company
2011 III Q 2010 III Q 2011 III Q 2010 III Q
Sales 379,787 388,561 79,723 81,831
Cost of sales (306,975) (323,433) (59,043) (60,420)
Gross profit (loss) 72,812 65,128 20,680 21,411
General and administrative expenses (55,246) (49,885) (13,619) (11,765)
Other operating income (expenses) 1,542 2,082 69 61
Profit (loss) from operations 19,108 17,325 7,130 9,707
Income from financial and investment activities, net (1,655) (135) 2,959 2,398
Profit (loss) before tax 17,453 17,190 10,089 12,105
Income tax (145) (1,818) (1,030) (1,444)
Net profit (loss) 17,308 15,372 9,059 10,661
Other comprehensive income
Exchange differences on translation of foreign operations 728 (806) - -
Total comprehensive income for the year, net of tax 18,036 14,566 9,059 10,661
Attributable to:
The shareholders of the Company 17,116 15,224 9,059 10,661
Non-controlling interests 192 148 - -
17,308 15,372 9,059 10,661
Total comprehensive income attributable to:
The shareholders of the Company 17,844 14,418 9,059 10,661
Non-controlling interests 192 148 - -
18,036 14,566 9,059 10,661
Basic and diluted earnings per share (LTL) 0.54 0.48

AB City Service
Company code 123905633,
Adress: Smolensko st. 12, Vilnius, Lithuania
www.cityservice.lt
[email protected]


Consolidated and parent company's interim financial statements for the nine months of 2011 (unaudited), thousand Litas
Page 5

Statements of comprehensive income (for the period 1 July – 30 September)

Group Company
2011 3rd Q 2010 3rd Q 2011 3rd Q 2010 3rd Q
Sales 111,697 124,859 22,592 22,784
Cost of sales (87,821) (102,631) (17,129) (17,383)
Gross profit (loss) 23,876 22,228 5,463 5,401
General and administrative expenses (19,314) (16,339) (4,225) (3,991)
Other operating income (expenses) 959 908 35 34
Profit (loss) from operations 5,521 6,797 1,273 1,444
Income from financial and investment activities, net (1,121) (1,042) (47) 308
Profit (loss) before tax 4,400 5,755 1,226 1,752
Income tax 1,871 (189) 299 40
Net profit (loss) 6,271 5,566 1,525 1,792

AB City Service
Company code 123905633,
Adress: Smolensko st. 12, Vilnius, Lithuania
www.cityservice.lt
[email protected]


Consolidated and parent company's interim financial statements for the nine months of 2011 (unaudited), thousand Litas
Page 6

Statements of changes in equity

Group Share capital Share premium Legal reserve Foreign currency translation Other reserves Retained earnings (deficit) Total Non-controlling interest Total
Balance as of 1 January 2010 19,110 23,456 1,922 (491) 6,000 21,631 71,628 851 72,479
Net profit for the year - - - - - 15,224 15,224 148 15,372
Income (expenses) for the year recognised directly in equity - - - (806) - - (806) - (806)
Total income and (expense) for the year - - - (806) - 15,224 14,418 148 14,566
Increase of the Share Capital 12,500 50,374 - - - - 62,874 - 62,874
Transfer to legal reserve - - 533 - - (533) - - -
Dividends declared - - - - - (2,687) (2,687) - (2,687)
Balance as of 30 September 2010 31,610 73,830 2,455 (1,297) 6,000 33,635 146,233 999 147,232
Balance as of 1 January 2011 31,610 73,830 2,455 (1,712) 6,000 43,346 155,529 1,396 156,925
--- --- --- --- --- --- --- --- --- ---
Net profit for the year - - - - - 17,116 17,116 192 17,308
Income (expenses) for the year recognised directly in equity - - - 728 - - 728 - 728
Total income (expense) for the year - - - 728 - 17,116 17,844 192 18,036
Transfer to legal reserve - - 717 - - (717) - - -
Dividends declared - - - - - (7,903) (7,903) - (7,903)
Balance as of 30 September 2011 31,610 73,830 3,172 (984) 6,000 51.842 165.470 1.588 167.058
Company Share capital Share premium Legal reserve Other reserves Retained earnings (deficit) Total
--- --- --- --- --- --- ---
Balance as of 1 January 2010 19,110 23,456 1,911 6,000 17,774 68,251
Net profit for the year - - - - 10,661 10,661
Increase of the Share Capital 12,500 50,374 - - - 62,874
Transfer to legal reserve - - 533 - (533) -
Dividends declared - - - - (2,686) (2,686)
Balance as of 30 September 2010 31,610 73,830 2,444 6,000 25,216 139,100
Balance as of 1 January 2011 31,610 73,830 2,444 6,000 29,604 143,488
Net profit for the year - - - - 9,059 9,059
Transfer to legal reserve - - 717 - (717) -
Dividends declared - - - - (7,903) (7,903)
Balance as of 30 September 2011 31,610 73,830 3,161 6,000 30,043 144,644

AB City Service
Company code 123905633,
Adress: Smolensko st. 12, Vilnius, Lithuania
www.cityservice.lt
[email protected]


Consolidated and parent company's interim financial statements for the nine months of 2011 (unaudited), thousand Litas
Page 7

Statements of cash flows

Group Company
2011 III Q 2010 III Q 2011 III Q 2010 III Q
I. Cash flows from (to) operating activities
I.1. Net profit 17,308 15,372 9,059 10,662
Adjustments for non-cash items:
I.2. Income tax expenses 145 1,818 1,030 1,444
I.3. Depreciation and amortisation 9,115 8,412 1,108 878
I.4. Impairment and discounting of accounts receivable 3,111 7,895 - -
I.5. Financial activity, net 1,372 359 (2,943) (2,384)
I.6. (Gain) loss on disposal of property, plant and equipment 511 (7) (5) 7
31,562 33,849 8,249 10,607
Changes in working capital:
I.7. (Increase) decrease in inventories (95) (886) (370) (266)
I.8. (Increase) decrease in receivables and other current assets 20,234 5,642 18,669 937
I.9. (Increase) decrease in prepayments 1,297 7,524 (227) (866)
I.10. Increase (decrease) in trade payables and payables to related parties (36,516) (29,247) (11,180) (11,685)
I.11. Income tax (paid) (4,416) (1,765) (1,950) (1,019)
I.12. Increase (decrease) in advances received and other current liabilities 20,291 7,589 9,806 3,596
Net cash flows from (to) operating activities 32,357 22,706 22,997 1,304
II. Cash flows (to) investing activities
II.1. (Acquisition) of non-current assets (except investments) (9,161) (4,594) (428) (1,050)
II.2. (Acquisition) of investments in subsidiaries and associates (net of cash acquired in the Group) (5,914) (58,254) (690) (55,521)
II.3. Interest received 40 16 34 566
II.4. Dividends received - - 2,957 1,935
II.5. Loans (granted) repaid from others (1,009) (8,702) (6,932) (8,702)
Net cash flows from (to) investing activities (16,044) (71,534) (5,059) (62,772)
III. Cash flows (to) from financing activities
III.1. Dividends (paid) (7,903) (2,687) (7,903) (2,687)
III.2. Contributions of the shareholders - 62,914 - 62,873
III.3. (Repayment) proceeds from loans (1,201) (3,016) (6,512) 2,305
III.4. (Repayment) of financial lease liabilities (4,249) (2,441) (757) (198)
III.5. Interest (paid) (1,233) (1,024) (1,255) (954)
Net cash flows from (to) financial activities (14,586) 53,746 (16,427) 61,339
IV. Net increase (decrease) increase in cash and cash equivalents 1,727 4,918 1,511 (129)
V. Cash and cash equivalents at the beginning of the period 17,435 5,510 296 425
VI. Cash and cash equivalents at the end of the period 19,162 10,428 1,807 296

AB City Service
Company code 123905633,
Adress: Smolensko st. 12, Vilnius, Lithuania
www.cityservice.lt
[email protected]


Consolidated and parent company's interim financial statements for the nine months of 2011 (unaudited), thousand Litas
Page 8

Notes to the financial statements

1. General Information

AB City Service (hereinafter – “the Company”) is a public limited liability company registered in the Republic of Lithuania on 28 January 1997.

The City Service group is the market leader in facility management and integrated utility services in the Baltic States. It provides services in the following cities and regions: in the municipalities of Vilnius, Kaunas, Klaipėda, Šiauliai, Alytus, Utena, Marijampolė, Palanga, Trakai, Širvintos, Radviliškis, Neringa, Varėna, Kazlų Rūda, Vilkaviškis, Šilutė and Pagėgiai in Lithuania; in Riga and separate regions in Latvia; in St. Petersburg and Stavropol in the Russian Federation.

1.1. Activities

The Company provides facility management; maintenance and repair of engineering systems; management and renovation of energy resources; technical and energy audit of buildings; waste management and eco-business; maintenance of elevators; maintenance and cleaning of territories.

The most important buildings segment administered by the City Service group: are residential apartment buildings; commercial buildings; public buildings; industrial buildings. The total area of buildings under the management of the Group is 19.9 million sq. m. at present.

1.2. Share Capital of the Company

The share capital of the Company is LTL 31,610 thousand as of 30 September 2011. It is divided into 31,610 thousand ordinary shares with the nominal value of LTL 1 each. All shares of the Company are paid up.

The Company does not have any other classes of shares than ordinary shares mentioned above, there are no any restrictions of share rights or special control rights for the shareholders settled in the Articles of Association of the Company. No shares of the Company are held by itself or its subsidiaries. No convertible securities, exchangeable securities or securities with warrants are outstanding; likewise, there are no outstanding acquisition rights or undertakings to increase share capital.

On 30 September 2011 all 31,610 thousand ordinary shares of the Company are included into the Official List of NASDAQ OMX Vilnius Stock Exchange (ISIN Code of the shares is LT0000127375). Trading Code of the shares on NASDAQ OMX Vilnius Stock Exchange is CTS1L.

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AB City Service and OMX Baltic Benchmark GI index development in 2011

AB City Service
Company code 123905633,
Adress: Smolensko st. 12, Vilnius, Lithuania
www.cityservice.lt
[email protected]


Consolidated and parent company's interim financial statements for the nine months of 2011 (unaudited), thousand Litas
Page 9

1.3. Shareholders of the Company

On 30 September 2011 the total number of shareholders of the Company was 2006.

Company's shares distribution among shareholders as of 30 September 2011 was the following:

Number of shares held Owned percentage of the share capital and votes, %
ICOR UAB 20,205,595 63.92 %
"East Capital Asset Management" AB 3,167,722 10.02 %
Genesis Asset Managers, LLP 1,644,183 5.2%
Other private and institutional shareholders 6,592,500 20.86 %
Total 31,610,000 100 %

1.4. City Service Group

On 30 September 2011 the City Service AB group consists of City Service AB and the following subsidiaries (hereinafter referred to as „the Group“):

Company Country Share of the stock held by the Group as of 30 Sept 2011 Share of the stock held by the Group as of 31 Dec 2010 Main activities
UAB Büstö administravimo agentūra Lithuania 100 % 37,2 % Administration of dwelling-houses
UAB .A.S.A. Vilnius Lithuania 100% - Collection and removal of waste
UAB Žaidas Lithuania 99.33% 99.33% Administration of dwelling-houses
UAB Vingio valdos Lithuania 100% 100% Administration of dwelling-houses
UAB Buitis be rūpesčių Lithuania 100% 100% Administration of dwelling-houses
UAB Āžuolyno valda Lithuania 100% 100% Administration of dwelling-houses
UAB Marių valdos Lithuania 100% 100% Administration of dwelling-houses
UAB Pempininkų valdos Lithuania 100% 100% Administration of dwelling-houses
UAB Mūsų namų valdos Lithuania 100% 100% Administration of dwelling-houses
UAB Namų priežiūros centras Lithuania 100% 100% Administration of dwelling-houses
UAB Pašilaita Lithuania 100% 100% Administration of dwelling-houses
OAO Сити Сервис Russia, St. Petersburg 100% 100% Administration of dwelling-houses
ЗАО Сити Сервис Russia, St. Petersburg 100% 100% Administration of dwelling-houses
OAO Специализи-рованное ремонтно-наладочное управление Russia, St. Petersburg 100% 100% Construction and engineering
ООО «Чистый дом» Russia, St. Petersburg 100% - Maintenance and cleaning of territories
SIA Riga City Service Latvia 100% 100% Administration of dwelling-houses
ТОВ Київ Сіті Сервіс Ukraine 100% 100% Administration of dwelling-houses
UAB Fervēja Lithuania 100% 100% Dormant
UAB Saulės valda Lithuania 100% 100% Administration of dwelling-houses
UAB Eco holding Lithuania 100% 100% Development of eco-friendly utilities
UAB Lazdynų būstas Lithuania 100% 100% Administration of dwelling-houses
UAB Vilko pėda Lithuania 100% 100% Administration of dwelling-houses
UAB Šilutės būtų ūkis Lithuania 99.84% 99.84% Administration of dwelling-houses
UAB Antakalnio ūkis Lithuania 100% 100% Administration of dwelling-houses

AB City Service
Company code 123905633,
Adress: Smolensko st. 12, Vilnius, Lithuania
www.cityservice.lt
[email protected]


Consolidated and parent company's interim financial statements for the nine months of 2011 (unaudited), thousand Litas
Page 10

UAB Karoliniškių būstas Lithuania 100% 100% Administration of dwelling-houses
UAB Naujamiesčio būstas Lithuania 100% 100% Administration of dwelling-houses
UAB Viršuliškių būstas Lithuania 100% 100% Administration of dwelling-houses
UAB Radviliškio komunalinės paslaugos Lithuania 100% 100% Administration of dwelling-houses
UAB Litmilma Lithuania 100% 100% Administration of dwelling-houses
UAB Economus Lithuania 49% 49% Administration of dwelling-houses
UAB Ecoservice Lithuania 100% 100% Collection and removal of waste
UAB Specialus autotransportas Lithuania 100% 100% Collection and removal of waste
UAB Trakų rajono komunalinių įmonių kombinatas Lithuania 99.71% 99.71% Collection and removal of waste
UAB Pagėgių savivaldybės komunalinis ūkis Lithuania 66% 66% Dormant
UAB Šiaulių liftas Lithuania 100% 100% Elevator installing & tech. support
UAB Baltijos liftai Lithuania 100% 100% Elevator installing & tech. support
UAB Baltijos pastatų valdymas Lithuania 100% 100% Administration of dwelling-houses
UAB Baltijos būsto priežiūra Lithuania 100% 100% Administration of dwelling-houses
UAB Skolos LT Lithuania 100% 100% Debt collection services
OOO Жилкомсервис № 3 Фрунзенского района Russia, St. Petersburg 80% 80% Administration of dwelling-houses
OOO Жилкомсервис № 2 Невского района Russia, St. Petersburg 80% 80% Administration of dwelling-houses
OOO «Управляющая компания -1» Russia, Stavropol 76% - Administration of dwelling-houses
OOO «ПРОМИНТЕР - управление проектами» Russia, Stavropol 100% - Administration of dwelling-houses
OOO «Управляющая компания -2» Russia, Stavropol 76% - Administration of dwelling-houses
OOO «Управляющая компания -3» Russia, Stavropol 76% - Administration of dwelling-houses
OOO «Управляющая компания -4» Russia, Stavropol 76% - Administration of dwelling-houses
OOO «Управляющая компания -5» Russia, Stavropol 76% - Administration of dwelling-houses
OOO «УК -5» Russia, Stavropol 100% - Administration of dwelling-houses
OOO «Управляющая компания -6» (legal entity code 2635085674) Russia, Stavropol 76% - Administration of dwelling-houses
OOO «Управляющая компания -6» (legal entity code 2635105070) Russia, Stavropol 100% - Administration of dwelling-houses
OOO «Жилищная Управляющая компания № 6» Russia, Stavropol 100% - Administration of dwelling-houses
OOO «Объединенная управляющая компания – 7» Russia, Stavropol 100% - Administration of dwelling-houses
OOO «Обслуживающая управляющая компания-7» Russia, Stavropol 100% - Administration of dwelling-houses
OOO «Управляющая компания – 8» (legal entity code 2635105218) Russia, Stavropol 100% - Administration of dwelling-houses
OOO «Управляющая компания – 8» (legal entity code 2635085459) Russia, Stavropol 76% - Administration of dwelling-houses
OOO «Управляющая компания – 10» Russia, Stavropol 100% - Administration of dwelling-houses
OOO «Строительная компания «Город» Russia, Stavropol 100% - Administration of dwelling-houses
OOO«Городские системы» Russia, Stavropol 100% - Administration of dwelling-houses

The Group's and the Company's investment in an associate as of 30 September 2011 included an investment in Marijampolės butų ūkis UAB (34% of the share capital), which was acquired on 16 May 2011.

AB City Service
Company code 123905633,
Adress: Smolensko st. 12, Vilnius, Lithuania
www.cityservice.lt
[email protected]


Consolidated and parent company's interim financial statements for the nine months of 2011 (unaudited), thousand Litas
Page 11

1.5. Company's Board

As of 30 September 2011, the Board of the Company comprises of the following persons:

Name and surname Position Start of term End of term
Andrius Janukonis Board Chairman October 6, 2009 October 6, 2013
Gintautas Jaugielavičius Board Member October 6, 2009 October 6, 2013
Darius Leščinskas Board Member October 6, 2009 October 6, 2013
Žilvinas Lapinskas Board Member April 30, 2010 October 6, 2013

They do not control any shares of the Company.

img-2.jpeg

Andrius Janukonis

Andrius Janukonis (born in 1971) is the Chairman of the Board of AB City Service (since 2009). He holds a Master's degree in Law. He works as a consultant for ICOR UAB and is the chairman of the board of the company (since 2004). Andrius Janukonis is a shareholder of ICOR UAB.

Gintautas Jaugielavičius

Gintautas Jaugielavičius (born in 1971) is a Member of the Board of AB City Service (since 2005). He holds a Bachelor's degree in Economics. At present, he works as a consultant for ICOR UAB and is a member of the board of the company (since 2004). Gintautas Jaugielavičius is a shareholder of ICOR UAB.

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Darius Leščinskas

Darius Leščinskas (born in 1968) is a Member of the Board of AB City Service (since 2009). He holds a Master's degree in Law. At present, he works as a consultant for ICOR UAB and is a member of the board of the company (since 2004). Darius Leščinskas is a shareholder of ICOR UAB.

img-5.jpeg

Žilvinas Lapinskas

Refer described below (note 1.6).

AB City Service
Company code 123905633,
Adress: Smolensko st. 12, Vilnius, Lithuania
www.cityservice.lt
[email protected]


Consolidated and parent company's interim financial statements for the nine months of 2011 (unaudited), thousand Litas
Page 12

1.6. Company's Management

As of 30 September 2011 and as of date of submission of this report, the key managers of the Company and of the Group are as follows:

Name and surname Position within the Company Start of employment
Žilvinas Lapinskas General Manager, the Board member March 1999
Jonas Janukėnas Financial and Administrative Director May 2007
Vytautas Turonis Executive Manager for Lithuania May 2004
Tomas Augutavičius Chairman of the Board of City Service group in Russia June 2006
Edvinas Paulauskas Commercial Director February 2005

They do not control any shares of the Company.

img-6.jpeg

Žilvinas Lapinskas

Žilvinas Lapinskas (born in 1976) is the General Manager of AB City Service (since 2004). He completed business administration studies. He started working in the Company in 1999 and worked as the Commercial Manager (1999–2002) and the Facilities Management Department Head (2002–2004).

At present, the main task of the General Manager is the management of the expansion of the Group in Lithuania and abroad.

Jonas Janukėnas

Jonas Janukėnas (born in 1976) is the Financial and Administrative Manager of AB City Service (since 2007). He holds a Master's degree in Business Administration. Prior to coming to work at the Company, he worked as the Senior Auditor and Risk Management Consultant at the Vilnius division of Andersen (1998–2001) and the Financial Manager of UAB Litesko (2001–2007).

The Finance and Administrative Manager Jonas Janukėnas is responsible for the management of financial resources of the Group and for supervision of the administrative staff, IT projects implementation and Lean 6 Sigma project.

Vytautas Turonis

Vytautas Turonis (born in 1972) is the Executive Manager for Lithuania of AB City Service (since 2008). He holds a Bachelor's degree in International Business. Previously he worked as the Marketing Manager of UAB Specialus Autotransportas (2003–2004). He started to work in the Company as the Market Development Department Manager (2004–2008).

Vytautas Turonis is responsible for the Group's activities throughout Lithuania.

img-7.jpeg

AB City Service
Company code 123905633,
Adress: Smolensko st. 12, Vilnius, Lithuania
www.cityservice.lt
[email protected]


Consolidated and parent company's interim financial statements for the nine months of 2011 (unaudited), thousand Litas
Page 13

1.6. Company's Management (cont'd)

img-8.jpeg

img-9.jpeg

Tomas Augutavičius

Tomas Augutavičius (born 1973 m.) is the Chairman of the Board of City Service group in Russia (since 2009). He holds a Bachelor degree in technology. He started working in the Company as Head of Kaunas Department (2006 - 2009).

The Chairman of the Board of City Service group in Russia Tomas Augutavičius is responsible for activities of companies operating in Russia.

Edvinas Paulauskas

Edvinas Paulauskas (born in 1976) is the Commercial Manager of AB City Service (since 2008). He holds a Bachelor's degree in Environment Engineering. Edvinas Paulauskas started working in the Company in 2005 and worked as the Project Manager (2005-2006) and Executive Manager (2006-2008).

At present, the Commercial Manager Edvinas Paulauskas is responsible for the facility management projects of commercial and public establishments.

1.7. Activity and Segment Information

Information on main activity segments:

2011 III Q 2010 III Q
Heating infrastructure renovation, extra works Buildings' administration Heating infrastructure renovation, extra works Buildings' administration
Resale of utility services Administration services Resale of utility services Administration services
Revenue: Company 4,151 - 75,572 13,631 - 68,200
Revenue: Group 4,151 147,882 227,754 13,631 164,178 210,752

Information on main geographical segments for the Group:

2011 III Q 2010 III Q
Baltic states CIS States Baltic states CIS States
Revenue 147,761 232,026 141,230 247,331
Net profit (loss) 15,404 1,904 12,409 2,963

AB City Service
Company code 123905633,
Adress: Smolensko st. 12, Vilnius, Lithuania
www.cityservice.lt
[email protected]


Consolidated and parent company's interim financial statements for the nine months of 2011 (unaudited), thousand Litas
Page 14

1.7. Activity and Segment Information (cont'd)

Main activity indicators for the Group:

2011 III Q 2010 III Q Change (%)
Area of multi-flat apartment buildings under administration (million square meters) 17.0 16.2 5%
Area of public. commercial building and a typical properties under administration (million square meters) 2.9 2.6 4%
Number of employees 3,455 3,260 6%
Sales for the period* 379,787 388,561 (2%)
Sales (main activity)* 231,905 224,383 3%
Gross margin* 31.4% 29.0% 8%
EBITDA margin* 12.2% 11.5% 6%
EBIT margin* 8.2% 7.7% 7%
Net margin* 7.5% 6.9% 9%
Number of shares (thousand) 31,610 31,610 -
Return on equity 10.7% 14.6% (27%)
Return on assets 5.1% 6.4% (21%)
Financial Net Debt to equity** 6% 18% (68%)
  • Calculated by reducing sales for the resale of utility services.
    ** Interest bearing debt (net of cash balance) to Shareholders' equity.

2. Accounting Policies

These financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS), as adopted by the European Union.

AB City Service
Company code 123905633,
Adress: Smolensko st. 12, Vilnius, Lithuania
www.cityservice.lt
[email protected]


Consolidated and parent company's interim financial statements for the nine months of 2011 (unaudited), thousand Litas
Page 15

3. Goodwill

Group
Cost:
Balance as of 1 January 2010 38,074
Additions 27,331
Disposals (1,948)
Exchange differences 548
Balance as of 31 December 2010 64,005
Additions 7,874
Exchange differences (1,023)
Balance as of 30 September 2011 70,856
Impairment:
Balance as of 1 January 2010 290
Impairment for the year -
Balance as of 31 December 2010 290
Impairment for the year -
Balance as of 30 September 2011 290
Net book value as of 30 September 2011 70,566
Net book value as of 31 December 2010 63,715

Acquisitions during the nine months of the year 2011

During January – February 2011 the Company has acquired a group of private companies in the city of Stavropol, Russia. The group consists of 17 separate companies. The value of the contract is the RUB 68.5 million. The acquired companies manage approximately 2 million square meters of residential buildings.

On the 1st of February 2011 the Company's subsidiary „Eco holding“ UAB has acquired 100 % shares of .A.S.A. Vilnius UAB, legal entity code 300730461, which provides services of collection and removal of waste. The value of the contract is LTL 100 thousand.

On 16 of May 2011 the 34 % of "Marijampolės butų ūkis", UAB shares were acquired. "Marijampolės butų ūkis", UAB maintains services of administration of dwelling-houses in Marijampolė district. The value of the contract is LTL 563 thousand.

On July 1 the 100 % of OOO «Чистый дом», legal entity code 7804437890, shares were acquired. OOO «Чистый дом» provides services of maintenance and cleaning of territories in St. Petersburg city (Russia). The value of the contract is the RUB 10 thousand.

On July 27 City Service AB has acquired 5,676 (49.92 %) shares of Būsto Administravimo Agentūra UAB. The shares were acquired after receipt of authorization from the Competition Council of the Republic of Lithuania under the share purchase agreement. The price of the share purchase transaction is LTL 689,500. On 19th of September, 2011 City Service AB has acquired the remaining part of Būsto Administravimo Agentūra UAB shares (12,88 percent). The price of the transaction is LTL 82 thousand. Currently City Service AB owns 100 % of Būsto Administravimo Agentūra UAB shares. Būsto Administravimo Agentūra UAB manages 220 thousand sq. m. of apartment buildings in Kaunas city (Lithuania).

At the acquisition of these subsidiaries preliminary goodwill of LTL 7,874 thousand has been accounted for. The estimation of goodwill will be adjusted at the year-end by subtracting the intangible asset amount.

The differences between the amounts paid and the fair values of assets acquired and liabilities and contingent liabilities assumed for the acquisitions of the nine months of 2011 were as follows:

AB City Service
Company code 123905633,
Adress: Smolensko st. 12, Vilnius, Lithuania
www.cityservice.lt
[email protected]


Consolidated and parent company's interim financial statements for the nine months of 2011 (unaudited), thousand Litas
Page 16

3. Goodwill (cont'd)

Group Companies in Stavropol .A.S.A. Vilnius UAB ООО «Чистый дом» Büsto administravimo agentūra UAB
Date of acquisition 1 February, 2011 1 February, 2011 1 July, 2011 1 August, 2011
Fair value of acquired assets, liabilities and contingent liabilities attributable to the Group (367) 91 46 432
Goodwill 6,238 - (37) 478
Total purchase consideration 5,871 91 9 910
Cash acquired 964 53 1 292
Total purchase consideration, net of cash acquired 4,907 38 8 618

4. Other Intangible Assets

Movement of other intangible assets of the Group during the nine months of 2011 and 2010 is presented below:

Group Company
Cost:
Balance as of 1 January 2010 57,991 392
Additions arising from acquisitions of subsidiaries 24,730 -
Additions 812 790
Disposals of subsidiaries (3,978) -
Disposals (2) (2)
Exchange differences 21 -
Retirements (106) (24)
Balance as of 31 December 2010 79,468 1,156
Additions arising from acquisitions of subsidiaries 35 -
Additions 497 171
Disposals (158) (1)
Exchange differences (9) -
Retirements (121) (15)
Reclassifications 617 248
Balance as of 30 September 2011 80,329 1,559
Accumulated amortisation:
Balance as of 1 January 2010 3,097 355
Charge for the year (1) 41
Disposals (106) -
Retirements (159) (24)
Balance as of 31 December 2010 4,810 372
Charge for the year 2,423 90
Disposals (16) (15)
Balance as of 30 September 2011 7,216 447
Net book value as of 30 September 2011 73,113 1,112
Net book value as of 31 December 2010 74,658 784

The Group and the Company has not capitalised any internally generated intangible assets. Amortisation expenses of intangible assets are included within general and administrative expenses in the income statement.

AB City Service
Company code 123905633,
Adress: Smolensko st. 12, Vilnius, Lithuania
www.cityservice.lt
[email protected]


Consolidated and parent company's interim financial statements for the nine months of 2011 (unaudited), thousand Litas
Page 17

5. Property, Plant and Equipment

Movement of the property, plant and equipment during the nine months of 2011 and 2010 can be specified as follows:

Group Land and buildings Vehicles Other property, plant and equipment Construction in progress Total
Cost:
Balance as of 1 January 2010 22,653 6,263 3,673 544 33,133
Additions arising from acquisitions of subsidiaries 1,335 12,681 6,220 564 20,800
Additions - 3,050 4,588 1,146 8,784
Disposals (367) (672) (166) - (1,205)
Exchange differences - 145 56 - 201
Retirements - (227) (3,393) (687) (4,307)
Balance as of 31 December 2010 23,621 21,240 10,978 1,567 57,406
Additions arising from acquisitions of subsidiaries 27 474 789 - 1,290
Additions 522 5,908 2,990 103 9,523
Disposals (929) (450) (246) - (1,625)
Exchange differences - (278) (283) (2) (563)
Retirements - (217) (673) (625) (1,515)
Reclassifications 254 - - (617) (363)
Balance as of 30 September 2011 23,495 26,677 13,555 426 64,153
Accumulated depreciation:
Balance as of 1 January 2010 1,499 2,599 1,804 - 5,902
Charge for the year 1,127 3,270 3,465 - 7,862
Disposals (55) (356) (145) - (556)
Exchange differences - 39 37 - 76
Retirements - (255) (3,437) - (3,692)
Balance as of 31 December 2010 2,571 5,297 1,724 - 9,592
Charge for the year 824 3,070 2,789 - 6,683
Disposals (213) (308) (143) - (664)
Exchange differences - (101) (63) - (164)
Retirements - (159) (292) - (451)
Reclassifications 59 - - - 59
Balance as of 30 September 2011 3,241 7,799 4,015 - 15,055
Net book value as of 30 September 2011 20,254 18,878 9,540 426 49,098
Net book value as of 31 December 2010 21,050 15,943 9,254 1,567 47,814

AB City Service
Company code 123905633,
Adress: Smolensko st. 12, Vilnius, Lithuania
www.cityservice.lt
[email protected]


Consolidated and parent company's interim financial statements for the nine months of 2011 (unaudited), thousand Litas
Page 18

6. Investment Property

Movement of the Groups's investment property during the nine months of 2011 and 2010 is presented below:

Buildings
Cost:
Balance as of 1 January 2010 730
Balance as of 31 December 2010 730
Reclassifications to property, plant and equipment (254)
Balance as of 30 September 2011 476
Accumulated depreciation:
Balance as of 1 January 2010 121
Charge for the year 20
Balance as of 31 December 2010 141
Charge for the year 9
Reclassifications to property, plant and equipment (59)
Balance as of 30 September 2011 91
Net book value as of 30 September 2011 385
Net book value as of 31 December 2010 589

Investment property includes part of office building in Vilnius and premises in Alytus owned by UAB Pašilaita leased to other entities. The expenses related to investment property comprising of depreciation charge are included under the cost of sales caption in the statement of comprehensive income. The fair value of investment property as of 30 September 2011 is estimated by the management to approximately LTL 600 thousand.

As of 30 September 2011 investment property of the Group with a net book value of LTL 385 thousand was pledged to banks as collateral for the loans.

7. Investments to Subsidiaries

The Company's investments into subsidiaries as of 30 September 2011 and 31 December 2010 are as follows:

30 September, 2011 31 December, 2010
Cost of investments at the beginning of the year 127,774 45,419
Acquisition of UAB Būsto administravimo agentūra* 910 -
Increase of authorised share capital of UAB Šiaulių Butų Remonto Tarnyba - 55,000
Increase of authorised share capital of UAB Naujamiesčio būstas - 23,943
Increase of authorised share capital of UAB Namų priežiūros centras - 6,234
Establishment of four new subsidiaries: UAB Baltijos liftai, UAB Baltijos pastatų valdymas, UAB Baltijos būsto priežiūra, UAB Skolos LT - 40
Increase of authorised share capital of UAB Baltijos liftai - 1,000
Acquisition of UAB Economus - 481
Disposal of Atidumas UAB to Ūkvedys UAB - (3,413)
Legal compensation received for investment in UAB Āžuolyno valda** - (843)
Impairment of investment in TOB Kiev City Service - (87)
Cost of investments at the period end 128,684 127,774
  • During the period the Company has acquired shares of UAB Būsto administravimo agentūra amounting kLTL 690. The remaining part of the investment amount was reclassified from investments into associates caption.
    **After a litigation process in 2010 the Company received a compensation from Klaipėda city municipality for the acquisition of UAB Āžuolyno Valda due to incorrect financial data provided on the subsidiary at the date of its acquisition. The compensation received was used to decrease the cost of investment in the Company, as indicated in the table above.

AB City Service
Company code 123905633,
Adress: Smolensko st. 12, Vilnius, Lithuania
www.cityservice.lt
[email protected]


Consolidated and parent company's interim financial statements for the nine months of 2011 (unaudited), thousand Litas
Page 19

8. Borrowings

Borrowings of the Group and the Company as of 30 September 2011 and 31 December 2010 were as follows:

Creditor Currency of the loan Amount of the loan (in currency of the loan) Final repayment date Balance as of 30 September 2011 (in LTL) Group Balance as of 31 December 2010 (in LTL) Company Balance as of 30 September 2011 (in LTL)
Balance as of 30 September 2011 (in LTL) Balance as of 31 December 2010 (in LTL) Balance as of 30 September 2011 (in LTL) Balance as of 31 December 2010 (in LTL)
Current loans
Swedbank, AB (overdraft) EUR 1,448 17.08.2012 90 5,000 90 5,000
Swedbank, AB (overdraft) LTL 5,000 17.08.2012 - 4,465 - 4,465
DnB NORD bankas, AB (UAB Ecoservice)* EUR 435 30.11.2012 899 1,388 - -
Group Account (eliminated in the consolidated group accounts)** Unspecified Unspecified Unspecified - - 8,282 4,953
Current loan balance 989 10,853 8,372 14,418
Non-current loans
Swedbank, AB EUR 10,486 09.08.2015 27,312 27,775 27,312 27,775
UAB Bionovus (UAB Ecoservice) LTL 2,177 31.12.2012 480 1,218 - -
AS UniCredit Bank (UAB .A.S.A. Vilnius) EUR 309 15.01.2013 1,067 - - -
Less: current portion of non-current borrowings (7,116) (7,116) (7,116) (7,116)
Non-current loan balance 21,743 21,877 20,196 20,659
  • Due to loan agreement conditions, stating that the bank has the right to claim the loan amount at any time, the loan is classified as current loan.
    ** Based overdraft facility agreement signed on 25 August 2008 with the Company, its subsidiaries operating in Lithuania and with Swedbank, AB, the Group can utilise net cash balances of the Company and its subsidiaries operating in Lithuania as intergroup borrowings.

For the loan and overdraft facility the Company and its subsidiaries have pledged to the bank real estate and bank accounts of the Company and its subsidiaries in Lithuania.

9. Cost of Sales

Group Company
2011 III Q 2010 III Q 2011 III Q 2010 III Q
Services of subcontractors and materials used 250,003 267,478 41,864 45,350
Wages and salaries and social security 50,190 49,690 16,436 14,421
Cost of goods sold 1,707 2,255 743 648
Depreciation 4,057 3,335 - -
Other 1,018 675 - 1
Total cost of sales 306,975 323,433 59,043 60,420

AB City Service
Company code 123905633,
Adress: Smolensko st. 12, Vilnius, Lithuania
www.cityservice.lt
[email protected]


Consolidated and parent company's interim financial statements for the nine months of 2011 (unaudited), thousand Litas
Page 20

10. General and Administrative Expenses

Group Company
2011 III Q 2010 III Q 2011 III Q 2010 III Q
Wages and salaries and social security 27,427 20,555 5,427 4,878
Depreciation and amortisation 5,058 5,076 1,108 878
Commissions for collection of payments 3,634 3,424 1,416 1,353
Allowance for and write-off of receivables 3,111 7,895 - -
Rent of premises and other assets 2,254 1,751 773 871
Consulting and similar expenses 1,911 1,575 738 615
Fuel expenses 1,138 1,019 174 125
Communication expenses 935 771 178 170
Advertising 909 915 546 673
Transportation 874 642 120 113
Utilities 823 684 265 233
Computer software maintenance 750 798 64 35
Business trips and training 695 784 486 634
Charity and support 428 420 361 357
Taxes other than income tax 425 348 62 28
Insurance 414 341 129 99
Bank payments 375 439 17 41
Representational costs 330 282 227 177
Vacation pay accrual 121 644 - (18)
Other 3,634 1,522 1,528 503
Total general and administrative expenses 55,246 49,885 13,619 11,765

11. Other Operating Income (expenses), net

Group Company
2011 III Q 2010 III Q 2011 III Q 2010 III Q
Income from rent 161 75 115 119
Gain on disposal of property, plant and equipment (511) 7 (48) (7)
Fines and penalties, net 2,112 1,416 - -
Other income (expenses), net (220) 584 2 (51)
Total other operating activity 1,542 2,082 69 61

AB City Service
Company code 123905633,
Adress: Smolensko st. 12, Vilnius, Lithuania
www.cityservice.lt
[email protected]


Consolidated and parent company's interim financial statements for the nine months of 2011 (unaudited), thousand Litas
Page 21

12. Finance Income and (expenses), net

Group Company
2011 III Q 2010 III Q 2011 III Q 2010 III Q
Interest income 443 195 1,244 1,153
Dividend income - - 2,957 1,935
Foreign currency exchange gain 555 655 2 51
Gain on sale of investments - - - 287
Other financial income 196 124 77 3,417
Total finance income 1,194 974 4,280 6,843
Interest (expenses) (1,304) (895) (1,258) (991)
Foreign currency exchange loss (1,446) (58) (30) (31)
Other financial (expenses) (99) (156) (33) (3,423)
Total finance (expenses) (2,849) (1,109) (1,321) (4,445)
Financial activity, net (1,655) (135) 2,959 2,398

13. Subsequent Events

On 3rd of October, 2011 City Service AB has acquired ownership of 51 percent of Economus UAB shares. Currently City Service AB owns 100 percent of Economus UAB shares. The company provides individual residential maintenance and environmental services.

AB City Service
Company code 123905633,
Adress: Smolensko st. 12, Vilnius, Lithuania
www.cityservice.lt
[email protected]