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City Service SE Interim / Quarterly Report 2012

May 31, 2012

5564_rns_2012-05-31_950fa6ba-c94b-4fe1-a8c4-402bd6257a6b.pdf

Interim / Quarterly Report

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May 2012

CityService

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City Service AB

Consolidated and parent company's interim financial statements for the three months of 2012 (unaudited)


Consolidated and parent company's interim financial statements for the three months of 2012 (unaudited), thousand Litas
Page 2

Statements of financial position

Group Company
As of 31 March 2012 As of 31 December 2011 As of 31 March 2012 As of 31 December 2011
Assets
Non-current assets
Goodwill 68,157 68,157 - -
Other intangible assets 77,903 78,692 4 1,186
Property, plant and equipment 52,108 52,751 443 4,044
Investment property 379 382 - -
Investments into subsidiaries - - 155,292 127,913
Investments into associates 578 578 - -
Non-current financial assets receivables and prepayments 10,980 10,960 733 6,733
Deferred income tax asset 12,268 9,243 303 736
Total non-current assets 222,373 220,763 156,775 140,612
Current assets
Inventories 4,365 4,040 16 701
Prepayments 4,574 8,911 272 252
Trade receivables 111,473 77,376 37,027 20,558
Receivables from related parties (including loans granted) 1,243 1,309 26,114 35,284
Other receivables and current assets 7,944 7,116 2,301 4,196
Cash and cash equivalents 16,068 25,050 163 216
Total current assets 145,667 123,802 65,893 61,207
Total assets 368,040 344,565 222,668 201.819

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 three months of 2012 (unaudited), thousand Litas
Page 3

Statements of financial position (cont'd)

Group Company
As of 31 March 2012 As of 31 December 2011 As of 31 March 2012 As of 31 December 2011
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 83,002 82,991 82,991
Foreign currency translation (1,113) (1,824) - -
Retained earnings (deficit) 71,525 63,451 38,078 33,087
185,024 176,239 152,679 147,688
Non-controlling interests 2,159 2,231 - -
Total equity 187,183 178,470 152,679 147,688
Liabilities
Non-current liabilities
Non-current borrowings 18,497 18,497 16,638 18,417
Financial lease obligations 6,529 6,207 267 1,596
Deferred income tax liabilities 15,193 15,306 - -
Non-current payables 7,434 6,651 360 503
Total non-current liabilities 47,653 46,661 17,265 20,516
Current liabilities
Current portion of non-current borrowings 6,145 8,103 7,116 7,116
Current portion of financial lease obligations 2,990 3,859 38 569
Short term loans 1,197 856 8,555 3,148
Trade payables 71,299 59,035 602 4,334
Payables to related parties 28,728 13,212 32,561 13,559
Advances received 15,833 14,047 2,135 1,490
Other current liabilities 7,012 20,322 1,717 3,399
Total current liabilities 133,204 119,434 52,724 33,615
Total equity and liabilities 368,040 344,565 222,668 201,819

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 three months of 2012 (unaudited), thousand Litas
Page 4

Statements of comprehensive income (for the period 1 January – 31 March)

Group Company
2012 Q1 2011 Q1 2012 Q1 2011 Q1
Sales 145,606 141,922 28,539 33,693
Cost of sales (116,883) (118,656) (21,763) (24,731)
Gross profit (loss) 28,723 23,266 6,776 8,962
General and administrative expenses (20,947) (18,220) (1,999) (4,313)
Other operating income (expenses) 330 1,975 1,618 3
Profit (loss) from operations 8,106 7,021 6,395 4,652
Income from financial and investment activities, net 1,885 (126) (42) (14)
Profit (loss) before tax 9,991 6,895 6,353 4,638
Income tax (1,989) (885) (1,362) (701)
Net profit (loss) 8,002 6,010 4,991 3,937
Other comprehensive income
Exchange differences on translation of foreign operations 711 (502) - -
Total comprehensive income for the year, net of tax 8,713 5,508 4,991 3,937
Attributable to:
The shareholders of the Company 8,074 5,905 4,991 3,937
Non-controlling interests (72) 105 - -
8,002 6,010 4,991 3,937
Total comprehensive income attributable to:
The shareholders of the Company 8,785 5,429 4,991 3,937
Non-controlling interests (72) 79 - -
8,713 5,508 4,991 3,937
Basic and diluted earnings per share (LTL) 0.26 0.19

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 three months of 2012 (unaudited), thousand Litas
Page 5

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 2011 31,610 73,830 2,455 (1,712) 6,000 43,346 155,529 1,396 156,925
Net profit for the year - - - - - 5,905 5,905 105 6,010
Income (expenses) for the year recognised directly in equity - - - (476) - - (476) (26) (502)
Total income and (expense) for the year - - - (476) - 5,905 5,429 79 5,508
Balance as of 31 March 2011 31,610 73,830 2,455 (2,188) 6,000 49,251 160,958 1,475 162,433
Balance as of 1 January 2012 31,610 73,830 3,172 (1,824) 6,000 63,451 176,239 2,231 178,470
Net profit for the year - - - - - 8,074 8,074 (72) 8,002
Income (expenses) for the year recognised directly in equity - - - 711 - - 711 - 711
Total income (expense) for the year - - - 711 - 8,074 8,785 (72) 8,713
Balance as of 31 March 2012 31,610 73,830 3,172 (1,113) 6,000 71,525 185,024 2,159 187,183
Company Share capital Share premium Legal reserve Other reserves Retained earnings (deficit) Total
--- --- --- --- --- --- ---
Balance as of 1 January 2011 31,610 73,830 2,444 6,000 29,604 143,488
Net profit for the year - - - - 3,937 3,937
Balance as of 31 March 2011 31,610 73,830 2,444 6,000 33,541 147,425
Balance as of 1 January 2012 31,610 73,830 3,161 6,000 33,087 147,688
Net profit for the year - - - - 4,991 4,991
Balance as of 31 March 2012 31,610 73,830 3,161 6,000 38,078 152,679

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 three months of 2012 (unaudited), thousand Litas
Page 6

Statements of cash flows

Group Company
2012 Q1 2011 Q1 2012 Q1 2011 Q1
I. Cash flows from (to) operating activities
I.1. Net profit 8,002 6,010 4,991 3,937
Adjustments for non-cash items:
I.2. Income tax expenses 1,989 885 1,362 701
I.3. Depreciation and amortisation 3,337 2,930 163 343
I.4. Impairment and discounting of accounts receivable 2,445 1,380 (815) -
I.5. Financial activity, net (1,049) 252 (17,045) (17)
I.6. (Gain) loss on disposal of property, plant and equipment (1,058) 29 (13) (1)
13,666 11,486 (11,357) 4,963
Changes in working capital:
I.7. (Increase) decrease in inventories (325) (723) 685 (333)
I.8. (Increase) decrease in receivables and other current assets (38,294) (14,690) 31,463 (15,560)
I.9. (Increase) decrease in prepayments 4,337 5,937 (20) (48)
I.10. Increase (decrease) in trade payables and payables to related parties 29,274 9,459 15,127 15,176
I.11. Income tax (paid) (524) 836 (91) 394
I.12. Increase (decrease) in advances received and other current liabilities (12,219) (3,441) (1,350) (2,896)
Net cash flows from (to) operating activities (4,085) 8,864 34,457 1,696
II. Cash flows (to) investing activities
II.1. (Acquisition) of non-current assets (except investments) (847) (3,336) 3,884 (860)
II.2. (Acquisition) of investments in subsidiaries and associates (net of cash acquired in the Group) - (5,710) (27,380) -
II.3. Interest and dividends received - 3 17,131 1
II.4. Loans granted (40) - (30,306) -
Net cash flows from (to) investing activities (887) (9,043) (36,671) (859)
III. Cash flows (to) from financing activities
III.1. (Repayment) proceeds from loans (1,617) 1,002 3,507 1,763
III.2. (Repayment) of financial lease liabilities (2,076) (2,580) (1,111) (1,859)
III.3. Interest (paid) (317) (412) (235) (406)
Net cash flows from (to) financial activities (4,010) (1,990) 2,161 (502)
IV. Net increase (decrease) increase in cash and cash equivalents (8,982) (2,169) (53) 335
V. Cash and cash equivalents at the beginning of the period 25,050 17,435 216 296
VI. Cash and cash equivalents at the end of the period 16,068 15,266 163 631

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 three months of 2012 (unaudited), thousand Litas
Page 7

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 31 March 2012. 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 31 March 2012 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.

1.3. Shareholders of the Company

On 31 March 2012 the total number of shareholders of the Company was 1981.

Company's shares distribution among shareholders as of 31 March 2012 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 5.20%
Other private and institutional shareholders 6,592,500 20.86 %
Total 31,610,000 100 %

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 three months of 2012 (unaudited), thousand Litas
Page 8

1.4. City Service Group

On 31 March 2012 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 31 March 2012 Share of the stock held by the Group as of 31 Dec 2011 Main activities
UAB Büstö administravimo agentūra Lithuania 100 % 100% Administration of dwelling-houses
UAB Tvar.com Lithuania 100% 100% Collection and removal of waste
UAB Žaidas Lithuania 99.33% 99.33% Administration of dwelling-houses
UAB Vingio būstas Lithuania 100% 100% Administration of dwelling-houses
UAB Žadrdes būstas Lithuania 100% 100% Administration of dwelling-houses
UAB Vėtrungės būstas Lithuania 100% 100% Administration of dwelling-houses
UAB Jūros būstas Lithuania 100% 100% Administration of dwelling-houses
UAB Pempininkų būstas Lithuania 100% 100% Administration of dwelling-houses
UAB Danės būstas Lithuania 100% 100% Administration of dwelling-houses
UAB Namų priežiūros centras Lithuania 100% 100% Administration of dwelling-houses
UAB Pašilaičių būstas Lithuania 100% 100% Administration of dwelling-houses
OAO Сити Сервис Russia, St. Petersburg 100% 100% Administration of dwelling-houses
3AO Сити Сервис Russia, St. Petersburg 100% 100% Administration of dwelling-houses
OAO Специализи-рованное ремонтно-наладонное управление Russia, St. Petersburg 100% 100% Construction and engineering
SIA Riga City Service Latvia 100% 100% Administration of dwelling-houses
TOB Київ Сіті Сервіс Ukraine 100% 100% Administration of dwelling-houses
UAB City Service LT Lithuania 100% 100% Commercial real estate management and building maintenance
UAB Saulės valda Lithuania 100% 100% Administration of dwelling-houses
UAB Lazdynų būstas Lithuania 100% 100% Administration of dwelling-houses
UAB Vilkpėdės būstas Lithuania 100% 100% Administration of dwelling-houses
UAB Šilutės būstas Lithuania 99.84% 99.84% Administration of dwelling-houses
UAB Antakalnio būstas Lithuania 100% 100% Administration of dwelling-houses
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 Justiniškių būstas Lithuania 100% 100% Administration of dwelling-houses
UAB Economus Lithuania 100% 100% 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 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 Aukštaitijos būstas 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

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 three months of 2012 (unaudited), thousand Litas
Page 9

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 «Чистый дом» Russia, St. Petersburg 100% 100% Maintenance and cleaning of territories
OOO «Управляющая компания -1» Russia, Stavropol 76% 76% Administration of dwelling-houses
OOO «ПРОМИНТЕР - управление проектами» Russia, Stavropol 100% 100% Administration of dwelling-houses
OOO «Управляющая компания -2» Russia, Stavropol 76% 76% Administration of dwelling-houses
OOO «Управляющая компания -3» Russia, Stavropol 76% 76% Administration of dwelling-houses
OOO «Управляющая компания -4» Russia, Stavropol 76% 76% Administration of dwelling-houses
OOO «Управляющая компания -5» Russia, Stavropol 76% 76% Administration of dwelling-houses
OOO «УК -5» Russia, Stavropol 100% 100% Administration of dwelling-houses
OOO «Управляющая компания -6» (legal entity code 2635085674) Russia, Stavropol 76% 76% Administration of dwelling-houses
OOO «Управляющая компания -6» (legal entity code 2635105070) Russia, Stavropol 100% 100% Administration of dwelling-houses
OOO «Жилищная Управляющая компания № 6» Russia, Stavropol 100% 100% Administration of dwelling-houses
OOO «Объединенная управляющая компания – 7» Russia, Stavropol 100% 100% Administration of dwelling-houses
OOO «Обслуживающая управляющая компания-7» Russia, Stavropol 100% 100% Administration of dwelling-houses
OOO «Управляющая компания – 8» (legal entity code 2635105218) Russia, Stavropol 100% 100% Administration of dwelling-houses
OOO «Управляющая компания – 8» (legal entity code 2635085459) Russia, Stavropol 76% 76% Administration of dwelling-houses
OOO «Управляющая компания – 10» Russia, Stavropol 100% 100% Administration of dwelling-houses
INTERBUD MAX SP. Z.O.O Poland, Krakow 100% 100% Dormant
UAB Nemuno büsto priežiūra Lithuania 100% - Dormant
UAB Dainavos būstas (formerly UAB Neries būstas) Lithuania 100% - Dormant
UAB Baltijos NT valdymas Lithuania 100% - Real estate management

The Group's and the Company's investment in an associate as of 31 March 2012 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 three months of 2012 (unaudited), thousand Litas
Page 10

1.4. City Service Group (cont'd)

During the first three months of the year 2012 several reorganizations (changes in the legal structure of the Group) were performed:

On 31 January 2012 the first stage of implementation of the decision of the Board of the Company, adopted on 29 December 2011, that the Company activity shall be holding enterprise - public company which controls facility management, maintenance, waste management companies in Lithuania and in other countries, was finished. In this stage the commercial real estate management and maintenance activities were transferred to the subsidiary of the Company City Service LT UAB (code 300883806). The first stage ended on 31 January 2012 when the Company and 100 percent controlled subsidiary of the Company City Service LT UAB concluded share subscription agreement and assets, rights and obligations deed, on the basis of the above mentioned the Company's commercial real estate management and maintenance activities (including rights and obligations related to the mentioned activities) as assets complex was transferred to City Service LT UAB. Accordingly under share subscription agreement the Company paid up all new issued City Service LT UAB shares and after the registration of the new emission in the enterprises register the Company obtains and controls 100 percent of City Service LT UAB shares.

During February, 2012 the names of the subsidiaries of the Company which operate in Klaipėda city and Šilutė district have been changed. Ąžuolyno valda UAB, Buitis be rūpesčių UAB, Marių valdos UAB, Mūsų namų valdos UAB, Pempininkų valdos UAB, Vingio valdos UAB and Šilutės būtų ūkis UAB have been renamed respectively into Vėtrungės būstas UAB, Žąrdės būstas UAB, Jūros būstas UAB, Danės būstas, UAB, Pempininkų būstas UAB, Vingio būstas UAB and Šilutės būstas UAB.

On 28 March 2012 the second stage of implementation of the decision of the Board of the Company, adopted on 29 December 2011, was finished. All the subsidiaries of the Company which manage residential facility in Lithuania and perform other activities related with the residential facility management, except for Lazdynų būstas UAB which shares are the object of the litigation were transferred to City Service LT UAB direct control.

1.5. Company's Board

As of 31 March 2012, 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-1.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).

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 three months of 2012 (unaudited), thousand Litas
Page 11

1.5. Company's Board (cont'd)

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).

img-2.jpeg

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).

img-3.jpeg

Žilvinas Lapinskas

Refer described below (note 1.6).

img-4.jpeg

1.6. Company's Management

As of 31 March 2012 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-5.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.

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 three months of 2012 (unaudited), thousand Litas
Page 12

1.6. Company's Management (cont'd)

img-6.jpeg

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.

img-7.jpeg

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-8.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.

img-9.jpeg

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.

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 three months of 2012 (unaudited), thousand Litas
Page 13

1.7. Activity and Segment Information

Information on main activity segments:

2012 Q1 2011 Q1
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 - - 28,539 1,094 - 32,599
Revenue: Group - 49,021 96,585 1,094 61,630 79,198

Information on main geographical segments for the Group:

2012 Q1 2011 Q1
Baltic states CIS States Baltic states CIS States
Revenue 61,126 84,480 54,097 87,825
Net profit (loss) 6,429 1,573 5,088 922

Main activity indicators for the Group:

2012 Q1 2011 Q1 Change (%)
Area of multi-flat apartment buildings under administration (million square meters) 15.6 17.5 (10.7%)
Area of public. commercial building and a typical properties under administration (million square meters) 3.1 2.6 21.2%
Number of employees 3,478 3,389 2.6%
Sales for the period* 145,606 141,922 2.6%
Sales (main activity)* 96,585 80,292 20.3%
Gross margin* 29.7% 29.0% 2.6%
EBITDA margin* 11.8% 12.4% (4.4%)
EBIT margin* 8.4% 8.7% (4.0%)
Net margin* 8.3% 7.5% 10.7%
Number of shares (thousand) 31,610 31,610 0%
Return on equity 4.7% 5.1% (9.1%)
Return on assets 2.2% 2.0% 12.3%
Financial Net Debt to equity** 5% 11% (58.2%)
  • 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 three months of 2012 (unaudited), thousand Litas
Page 14

3. Goodwill

Group
Cost:
Balance as of 1 January 2011 64,474
Additions 4,076
Exchange differences (103)
Balance as of 31 December 2011 68,447
Balance as of 31 March 2012 68,447
Impairment:
Balance as of 1 January 2011 290
Impairment for the year -
Balance as of 31 December 2011 290
Impairment for the year -
Balance as of 31 March 2012 290
Net book value as of 31 March 2012 68,157
Net book value as of 31 December 2011 68,157

Investments and other changes during the first three months of the year 2012

On 10-12 January 2012 the Company established three new subsidiaries – Nemuno büsto priežiūra UAB, Baltijos NT valdymas UAB and Neries būstas UAB. Establishment of the companies is related to planned expansion in Lithuania. As a result, no goodwill has been accounted for.

On 27 March 2012 share capital of Saulės valda UAB was increased by LTL 3.1 million by additional ordinary share issue of 3,100 thousand shares. The share capital was increased by netting off with the receivable from the subsidiary. At the date of issue of these financial statements the share capital of Saulės valda UAB amounts to LTL 3,761,214.

4. Investment Property

Movement of the Group's investment property during the three months of 2012 and 2011 is presented below:

Buildings
Cost:
Balance as of 1 January 2011 730
Reclassifications to property, plant and equipment (254)
Balance as of 31 December 2011 476
Balance as of 31 March 2012 476
Accumulated depreciation:
Balance as of 1 January 2011 141
Charge for the year 12
Reclassifications to property, plant and equipment (59)
Balance as of 31 December 2011 94
Charge for the year 3
Balance as of 31 March 2012 97
Net book value as of 31 March 2012 379
Net book value as of 31 December 2011 382

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 three months of 2012 (unaudited), thousand Litas
Page 15

4. Investment Property (cont'd)

Investment property includes part of office building in Vilnius and premises in Alytus owned by UAB Pašilaičių būstas 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 31 March 2012 is estimated by the management to approximately LTL 400 thousand.

As of 31 March 2012 investment property of the Group with a net book value of LTL 379 thousand was pledged to banks as collateral for the loans.

5. Borrowings

Borrowings of the Group and the Company as of 31 March 2012 and 31 December 2011 were as follows:

Creditor Currency of the loan Amount of the loan (in currency of the loan) Final repayment date Group Company
Balance as of 31 March 2012 (in LTL) Balance as of 31 December 2011 (in LTL) Balance as of 31 March 2012 (in LTL) Balance as of 31 December 2011 (in LTL)
Current loans
Swedbank, AB (overdraft) EUR 1,448 17.08.2012 - 86 - 86
DNB bank, AB (UAB Ecoservice)* EUR 435 30.11.2012 1,197 770 - -
Group Account (eliminated in the consolidated group accounts)** Unspecified Unspecified Unspecified - - 8,555 3,062
Current loan balance 1,197 856 8,555 3,148
Non-current loans
Swedbank, AB EUR 10,486 09.08.2015 23,754 25,533 23,754 25,533
AS UniCredit Bank (UAB Tvar.com) EUR 309 15.01.2013 888 1,067 - -
Less: current portion of non-current borrowings (7,924) (8,103) (7,116) (7,116)
Non-current loan balance 16,718 18,497 16,638 18,417
  • 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.

6. Cost of Sales

Group Company
2012 Q1 2011 Q1 2012 Q1 2011 Q1
Services of subcontractors and materials used 95,748 99,405 19,773 19,272
Wages and salaries and social security 17,983 16,831 1,988 5,332
Cost of goods sold 533 253 2 127
Depreciation 1,498 1,311 - -
Other 1,121 856 - -
Total cost of sales 116,883 118,656 21,763 24,731

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 three months of 2012 (unaudited), thousand Litas
Page 16

7. General and Administrative Expenses

Group Company
2012 Q1 2011 Q1 2012 Q1 2011 Q1
Wages and salaries and social security 9,211 8,024 2,748 1,790
Allowance for and write-off of receivables 2,445 1,380 (815) -
Depreciation and amortisation 1,839 1,619 164 343
Commissions for collection of payments 1,237 1,075 205 348
Vacation pay accrual 955 435 (1,609) (2)
Consulting and similar expenses 813 692 392 268
Rent of premises and other assets 738 764 143 260
Utilities 459 402 120 115
Fuel expenses 397 323 24 57
Communication expenses 303 261 42 59
Transportation 292 278 12 50
Computer software maintenance 277 234 19 12
Business trips and training 210 204 81 163
Charity and support 198 41 123 -
Advertising 196 488 71 288
Insurance 190 143 25 44
Bank payments 132 141 3 6
Representational costs 121 178 64 153
Taxes other than income tax 91 98 12 20
Other 843 1,440 175 339
Total general and administrative expenses 20,947 18,220 1,999 4,313

8. Other Operating Income (expenses), net

Group Company
2012 Q1 2011 Q1 2012 Q1 2011 Q1
Income from rent 48 64 3,477 35
Gain on disposal of property, plant and equipment 1,058 (29) (1,806) (17)
Fines and penalties, net 738 2,561 - 123
Other income (expenses), net (1,514) (621) (53) (138)
Total other operating activity 330 1,975 1,618 3

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 three months of 2012 (unaudited), thousand Litas
Page 17

9. Finance Income and (expenses), net

Group Company
2012 Q1 2011 Q1 2012 Q1 2011 Q1
Interest income 193 171 326 427
Foreign currency exchange gain 1,563 380 - 1
Other financial income 804 5 - -
Total finance income 2,560 556 326 428
Interest (expenses) (317) (423) (356) (410)
Foreign currency exchange loss (148) (244) (3) (24)
Other financial (expenses) (210) (15) (9) (8)
Total finance (expenses) (675) (682) (368) (442)
Financial activity, net 1,885 (126) (42) (14)

10. Subsequent Events

On 30 April 2012 the Ordinary Meeting of Shareholders has been held. The shareholders have distributed the Company's profit of the year 2011. Considering the amendments of the Heat Sector law of Lithuania and various amendments of Civil code of Lithuania concerned with strict limitations for the persons who perform administration of residential facility which shall have extreme negative impact on the activities and results of subsidiaries of the Company and in the absence of any other alternatives which should be more appropriate to the existing imperative legal regulation the shareholders have decided to sell 100% of shares of subsidiary City Service LT UAB (code 300883806) which at the moment performs commercial real estate management and maintenance activities in Lithuania and directly controls the subsidiaries which are registered in Lithuania and perform the administration of residential facility, maintenance of inside engineering systems and other activities related with the above mentioned activities and to oblige the Board of the Company to take the proactive actions regarding the implementation of the adopted decision.

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