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City Service SE Interim / Quarterly Report 2013
5564_rns_2014-02-28_aaae3d64-488f-475d-b676-0f8167f1cd18.pdf
Interim / Quarterly Report
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February 2014
CITYservice
City Service AB
Consolidated and parent company's interim financial statements for the twelve months of 2013 (unaudited)
Consolidated and parent company's interim financial statements for the twelve months of 2013 (unaudited), thousand Litas
Page 2
Statements of financial position
| Group | Company | |||
|---|---|---|---|---|
| As of 31 December 2013 | As of 31 December 2012 | As of 31 December 2013 | As of 31 December 2012 | |
| Assets | ||||
| Non-current assets | ||||
| Goodwill | 32.806 | 45.598 | - | - |
| Other intangible assets | 64.702 | 76.580 | 490 | 3 |
| Property, plant and equipment | 63.368 | 88.205 | 812 | 419 |
| Investment property | 280 | 370 | - | - |
| Investments into subsidiaries | - | - | 110.806 | 162.045 |
| Investments into associates | 588 | 588 | - | - |
| Non-current financial assets receivables and prepayments | 4.426 | 2.018 | 19.919 | 395 |
| Deferred income tax asset | 7.412 | 10.149 | 421 | 452 |
| Total non-current assets | 173.582 | 223.508 | 132.448 | 163.314 |
| Current assets | ||||
| Inventories | 5.692 | 5.119 | - | 1 |
| Prepayments | 9.919 | 12.269 | 183 | 174 |
| Trade receivables | 182.388 | 118.015 | 47.278 | 29.158 |
| Receivables from related parties (including loans granted) | 373 | 950 | 36.849 | 55.084 |
| Other receivables and current assets | 9.248 | 10.124 | 1.618 | 2.253 |
| Cash and cash equivalents | 39.328 | 32.914 | 936 | 129 |
| Total current assets | 246.948 | 179.391 | 86.864 | 86.799 |
| Assets held for sale (Ecoservice UAB waste management and eco-business, Note 1) | 63.709 | - | 55.091 | - |
| Total assets | 483.609 | 402.899 | 274.403 | 250.113 |
AB City Service
Company code 123905633,
Adress: Lvovo st. 25, Vilnius, Lithuania
www.cityservice.lt
[email protected]
Consolidated and parent company's interim financial statements for the twelve months of 2013 (unaudited), thousand Litas
Page 3
Statements of financial position (cont'd)
| Group | Company | |||
|---|---|---|---|---|
| As of 31 December 2013 | As of 31 December 2012 | As of 31 December 2013 | As of 31 December 2012 | |
| 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 | (2.582) | (2.179) | - | - |
| Retained earnings (deficit) | 103.925 | 71.259 | 42.337 | 32.949 |
| Equity related with discontinued operations | ||||
| (Ecoservice UAB waste management and eco-business, Note 1) | (8.640) | - | - | - |
| 207.315 | 183.692 | 156.938 | 147.550 | |
| Non-controlling interests | 3.085 | 2.307 | - | - |
| Total equity | 210.400 | 185.999 | 156.938 | 147.550 |
| Liabilities | ||||
| Non-current liabilities | ||||
| Non-current borrowings | 51.179 | 29.716 | 50.705 | 29.716 |
| Financial lease obligations | 4.127 | 6.255 | 337 | 253 |
| Deferred income tax liabilities | 9.671 | 13.398 | - | - |
| Non-current payables | 3.669 | 4.597 | 405 | 390 |
| Total non-current liabilities | 68.646 | 53.966 | 51.447 | 30.359 |
| Current liabilities | ||||
| Current portion of non-current borrowings | 6.258 | 9.498 | 6.041 | 9.418 |
| Current portion of financial lease obligations | 1.623 | 2.749 | 93 | 62 |
| Short term loans | 10.153 | 18.913 | 19.747 | 34.950 |
| Trade payables | 96.467 | 73.687 | 16.782 | 13.189 |
| Payables to related parties (including loans received) | 13.348 | 12.473 | 20.290 | 11.928 |
| Advances received | 16.029 | 18.413 | 1.917 | 1.691 |
| Other current liabilities | 44.057 | 27.201 | 1.148 | 966 |
| Total current liabilities | 187.935 | 162.934 | 66.018 | 72.204 |
| Liabilities associated with assets held for sale | ||||
| (Ecoservice UAB waste management and eco-business, Note 1) | 16.628 | - | - | - |
| Total equity and liabilities | 483.609 | 402.899 | 274.403 | 250.113 |
AB City Service
Company code 123905633,
Adress: Lvovo st. 25, Vilnius, Lithuania
www.cityservice.lt
[email protected]
Consolidated and parent company's interim financial statements for the twelve months of 2013 (unaudited), thousand Litas
Page 4
Statements of comprehensive income (for the period 1 January – 31 December)
| Group | Company | |||
|---|---|---|---|---|
| 2013 | 2012 | 2013 | 2012 | |
| Continued operations | ||||
| Sales | 530.443 | 495.099 | 45.013 | 53.068 |
| Cost of sales | (428.371) | (399.709) | (35.834) | (42.352) |
| Gross profit (loss) | 102.072 | 95.390 | 9.179 | 10.716 |
| General and administrative expenses | (78.476) | (93.083) | (8.193) | (10.865) |
| Other operating income (expenses) | 5.447 | 24.449 | 297 | 1.829 |
| Profit (loss) from operations | 29.043 | 26.756 | 1.283 | 1.680 |
| Income from financial and investment activities, net | (5.844) | (7.449) | 8.122 | 5.889 |
| Profit (loss) before tax | 23.199 | 19.307 | 9.405 | 7.569 |
| Income tax | (4.195) | (5.509) | (17) | (437) |
| Net profit (loss) from continued operations | 19.004 | 13.798 | 9.388 | 7.132 |
| Discontinued operations | ||||
| Net profit (loss) from discontinued operations (Ecoservice UAB waste management and eco-business, Note 1) | 5.800 | 2.450 | - | - |
| Net profit (loss) | 24.804 | 16.248 | 9.388 | 7.132 |
| Other comprehensive income | ||||
| Exchange differences on translation of foreign operations | (403) | (355) | - | - |
| Total comprehensive income for the year, net of tax | 24.401 | 15.893 | 9.388 | 7.132 |
| Attributable to: | ||||
| The shareholders of the Company | 24.026 | 15.078 | 9.388 | 7.132 |
| Non-controlling interests | 778 | 1.170 | - | - |
| 24.804 | 16.248 | 9.388 | 7.132 | |
| Total comprehensive income attributable to: | ||||
| The shareholders of the Company | 23.623 | 14.723 | 9.388 | 7.132 |
| Non-controlling interests | 778 | 1,170 | - | - |
| 24.401 | 15.893 | 9.388 | 7.132 | |
| Basic and diluted earnings per share (LTL) | 0,58 | 0,48 |
AB City Service
Company code 123905633,
Adress: Lvovo st. 25, Vilnius, Lithuania
www.cityservice.lt
[email protected]
Consolidated and parent company's interim financial statements for the twelve months of 2013 (unaudited), thousand Litas
Page 5
Statements of comprehensive income (for the period 1 October – 31 December)
| Group | Company | |||
|---|---|---|---|---|
| 2013 | 2012 | 2013 | 2012 | |
| Continued operations | ||||
| Sales | 186.414 | 136.454 | 13.161 | 15.767 |
| Cost of sales | (157.802) | (116.091) | (10.280) | (12.830) |
| Gross profit (loss) | 28.612 | 20.363 | 2.881 | 2.937 |
| General and administrative expenses | (24.608) | (38.429) | (1.895) | (2.917) |
| Other operating income (expenses) | 4.758 | 25.749 | 79 | 69 |
| Profit (loss) from operations | 8.762 | 7.683 | 1.065 | 89 |
| Income from financial and investment activities, net | (800) | 98 | (482) | 1.046 |
| Profit (loss) before tax | 7.962 | 7.781 | 583 | 1.135 |
| Income tax | (1.101) | (3.536) | (26) | (24) |
| Net profit (loss) from continued operations | 6.861 | 4.245 | 557 | 1.111 |
| Discontinued operations | ||||
| Net profit (loss) from discontinued operations (Ecoservice UAB waste management and eco-business, Note 1) | (316) | 86 | - | - |
| Net profit (loss) | 6.545 | 4.331 | - | - |
AB City Service
Company code 123905633,
Adress: Lvovo st. 25, Vilnius, Lithuania
www.cityservice.lt
[email protected]
Consolidated and parent company's interim financial statements for the twelve months of 2013 (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 2012 | 31.610 | 73.830 | 3.172 | (1.824) | 6.000 | 63.451 | 176.239 | 2.231 | 178.470 |
| Net profit for the year | - | - | - | - | - | 15.078 | 15.078 | 1.170 | 16.248 |
| Other comprehensive income (expense) | - | - | - | (355) | - | - | (355) | - | (355) |
| Total income (expense) for the year | - | - | - | (355) | - | 15.078 | 14.723 | 1.170 | 15.893 |
| Acquisition of subsidiary | - | - | - | - | - | - | - | (22) | (22) |
| Disposal of subsidiary | - | - | - | - | - | - | - | (1,072) | (1,072) |
| Dividends declared | - | - | - | - | - | (7.270) | (7.270) | - | (7.270) |
| Balance as of 31 December 2012 | 31.610 | 73.830 | 3.172 | (2.179) | 6.000 | 71.259 | 183.692 | 2.307 | 185.999 |
| Balance as of 1 January 2013 | 31,610 | 73,830 | 3,172 | (2,179) | 6,000 | 71,259 | 183,692 | 2,307 | 185,999 |
| Net profit for the year | - | - | - | - | - | 24.026 | 24.026 | 778 | 24.804 |
| Income (expenses) for the year recognised directly in equity | - | - | - | (403) | - | - | (403) | - | (403) |
| Total income (expense) for the year | - | - | - | (403) | - | 24.026 | 23.623 | 778 | 24.401 |
| Balance as of 31 December 2013 | 31.610 | 73.830 | 3.172 | (2.582) | 6.000 | 95.285 | 207.315 | 3.085 | 210.400 |
| Company | Share capital | Share premium | Legal reserve | Other reserves | Retained earnings (deficit) | Total | |||
| --- | --- | --- | --- | --- | --- | --- | |||
| Balance as of 1 January 2012 | 31,610 | 73,830 | 3,161 | 6,000 | 33,087 | 147,688 | |||
| Net profit for the year | - | - | - | - | 7.132 | 7.132 | |||
| Dividends declared | - | - | - | - | (7,270) | (7,270) | |||
| Balance as of 31 December 2012 | 31.610 | 73.830 | 3.161 | 6.000 | 32.949 | 147.550 | |||
| Balance as of 1 January 2013 | 31,610 | 73,830 | 3,161 | 6,000 | 32,949 | 147,550 | |||
| Net profit for the year | - | - | - | - | 9.388 | 9.388 | |||
| Balance as of 31 December 2013 | 31.610 | 73.830 | 3.161 | 6.000 | 42.337 | 156.938 |
AB City Service
Company code 123905633,
Adress: Lvovo st. 25, Vilnius, Lithuania
www.cityservice.lt
[email protected]
Consolidated and parent company's interim financial statements for the twelve months of 2013 (unaudited), thousand Litas
Page 7
Statements of cash flows*
| Group | Company | |||
|---|---|---|---|---|
| 2013 | 2012 | 2013 | 2012 | |
| Cash flows from (to) operating activities | ||||
| Net profit | 24.804 | 16.248 | 9.388 | 7.132 |
| Adjustments for non-cash items: | ||||
| Income tax expenses | 4.967 | 5.991 | 17 | 437 |
| Depreciation and amortization | 17.454 | 13.121 | 155 | 265 |
| Impairment and discounting of accounts receivable | 5.003 | 11.472 | (92) | (841) |
| Gain from bargain purchase | (4.017) | (22.965) | - | - |
| Loss (gain) on disposal of property, plant and equipment | (330) | (358) | (6) | (13) |
| Dividend (income) | - | - | (6.400) | (18.578) |
| Loss from sale of investments | 433 | 6.906 | - | - |
| Impairment of goodwill | 4.100 | 19.139 | - | - |
| Impairment of investments into subsidiaries | - | - | - | 11.940 |
| Interest (income) | (588) | (337) | (2.089) | (936) |
| Interest expenses | 2.774 | 1.415 | 2.660 | 1.646 |
| Reversal of discounting effect on long-term trade payables | 560 | 686 | - | - |
| Other financial activity result, net | (456) | (821) | - | - |
| Share of net profit of associate | - | (10) | - | - |
| 54.704 | 50.487 | 633 | 1.052 | |
| Changes in working capital: | ||||
| (Increase) decrease in inventories | (1.091) | 221 | 1 | 700 |
| (Increase) decrease in receivables and other current assets | (32,820) | (46.681) | (15.520) | (17.131) |
| (Increase) decrease in prepayments | 3,771 | (4.834) | (9) | 78 |
| Increase (decrease) in trade payables and payables to related parties | (17,489) | 18.727 | 11.579 | 7.111 |
| Income tax (paid) | (3.191) | (6.061) | 39 | (599) |
| Increase (decrease) in advances received and other current liabilities | 2.882 | 6.383 | 407 | (4.206) |
| Net cash flows from (to) operating activities | 6.766 | 18.242 | (2.870) | (12.995) |
| Cash flows (to) investing activities | ||||
| (Acquisition) of non-current assets (except investments) | (3.051) | (4.540) | (1.035) | (197) |
| Proceeds from sale of non-current assets | 3.987 | 1.398 | 6 | 2 |
| (Acquisition) of investments in subsidiaries and associates (net of cash acquired in the Group) | 5.117 | (23.890) | 5.117 | (21) |
| Disposal of investments in subsidiaries | - | 4.187 | - | - |
| Interest received | 55 | 55 | 39 | 78 |
| Prepayment for investments | (1.979) | (4.237) | - | - |
| Dividends received | - | - | 9.400 | 18.578 |
| Loans granted | - | - | (5.505) | (42.144) |
| Net cash flows from (to) investing activities | 1.871 | (27.027) | 8.022 | (23.704) |
| Cash flows (to) from financing activities | ||||
| Dividends (paid) | - | (7.270) | - | (7.270) |
| Proceeds from loans | 10,926 | 38.489 | 1.746 | 54.125 |
| (Repayment) of financial lease liabilities | (1.196) | (5.148) | 115 | (1.850) |
| Loans (repaid) | (4.103) | (8.103) | (3.460) | (7.116) |
| Interest (paid) | (2.774) | (1.319) | (2.743) | (1.277) |
| Net cash flows from (to) financial activities | 2.853 | 16.649 | (4.345) | (36.612) |
| Net increase (decrease) increase in cash and cash equivalents | 11.490 | 7.864 | 807 | (87) |
| Cash and cash equivalents at the beginning of the period | 32.914 | 25.050 | 129 | 216 |
| Cash and cash equivalents at the end of the period | 44.404 | 32.914 | 936 | 129 |
*For comparison purpose, information about total consolidated Group is presented, including discontinued operations.
AB City Service
Company code 123905633,
Adress: Lvovo st. 25, Vilnius, Lithuania
www.cityservice.lt
[email protected]
Consolidated and parent company's interim financial statements for the twelve months of 2013 (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 Company controls the largest group of integrated utility service companies in Central and Eastern Europe. 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 Poland; in Spain; in Riga and separate regions in Latvia; in St. Petersburg and Stavropol in the Russian Federation.
1.1. Activities
City Service group 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 (discontinued operations); 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 31,6 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 December 2013. 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 December 2013 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 December 2013 the total number of shareholders of the Company was 1879.
Company's shares distribution among shareholders who have more than 5% shares of Company as of 31 December 2013 was the following:
| Number of shares held | Owned percentage of the share capital and votes, % | |
|---|---|---|
| ICOR UAB, legal entity code 300021944, address: Konstitucijos av. 7, Vilnius, Lithuania | 20,205,595 | 63.92 % |
| East Capital Asset Management" AB, registration no. 556546-8435, address: Kungsgatan 33, Stokholm, Sweeden | 3,167,722 | 10.02 % |
| Genesis Asset Managers, LLP, registration no. OC 306866, address: 21 Grosvenor Place, London, United Kingdom | 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: Lvovo st. 25, Vilnius, Lithuania
www.cityservice.lt
[email protected]
Consolidated and parent company's interim financial statements for the twelve months of 2013 (unaudited), thousand Litas
Page 9
1.4. City Service Group
On 31 December 2013 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 December 2013 | Share of the stock held by the Group as of 31 December 2012 | Main activities |
|---|---|---|---|---|
| UAB Antakalnio büstas | Lithuania | 100% | 100% | Administration of dwelling-houses |
| UAB Aukštaitijos büstas | Lithuania | 100% | 100% | Administration of dwelling-houses |
| UAB Baltijos büstis priežiūra | Lithuania | 100% | 100% | Dormant |
| UAB Baltijos liftai | Lithuania | 100% | 100% | Elevator installing & tech. support |
| UAB Baltijos NT valdymas | Lithuania | 100% | 100% | Real estate management |
| UAB Baltijos pastatų valdymas | Lithuania | 100% | 100% | Dormant |
| UAB Dainavos büstas | Lithuania | 100% | 100% | Dormant |
| UAB Danės büstas | Lithuania | 100% | 100% | Administration of dwelling-houses |
| UAB Economus | Lithuania | 100% | 100% | Administration of construction-buildings |
| UAB Justiniškių büstas | Lithuania | 100% | 100% | Administration of dwelling-houses |
| UAB Jūros büstas | Lithuania | 100% | 100% | Administration of dwelling-houses |
| UAB Kauno centro büstas | Lithuania | 100% | 100% | Dormant |
| UAB Karoliniškių büstas | Lithuania | 100% | 100% | Administration of dwelling-houses |
| UAB Karoliniškių turgus | Lithuania | 100% | - | Marketplace administration services |
| UAB Konarskio turgelis | Lithuania | 100% | - | Marketplace administration services |
| UAB Lazdynų butų ūkis | Lithuania | 100% | 100% | Administration of dwelling-houses |
| UAB Lazdynų büstas | Lithuania | 100% | 100% | Dormant |
| UAB Mano aplinka | Lithuania | 100% | - | Maintenance and cleaning of territories and premises |
| UAB Mano büstas LT | Lithuania | 100% | 100% | Commercial real estate management and building maintenance |
| UAB Mano sauga | Lithuania | 99,27% | 51% | Security services |
| UAB Namų priežiūros centras | Lithuania | 100% | 100% | Administration of dwelling-houses |
| UAB Naujamiesčio büstas | Lithuania | 100% | 100% | Administration of dwelling-houses |
| UAB Nemuno büstas | Lithuania | 100% | 100% | Administration of dwelling-houses |
| UAB Nemuno büstis priežiūra | Lithuania | 100% | 100% | Dormant |
| UAB Pašilaičių büstas | Lithuania | 100% | 100% | Administration of dwelling-houses |
| UAB Pempininkų büstas | Lithuania | 100% | 100% | Administration of dwelling-houses |
| UAB Radviliškio büstas | Lithuania | 100% | 100% | Administration of dwelling-houses |
| UAB Saulėtos dienos | Lithuania | 100% | - | Administration of dwelling-houses |
| UAB Scandinavian Industrial Waste Management | Lithuania | 100% | - | Dormant |
| UAB SKOLOS LT | Lithuania | 100% | 100% | Debt collection services |
| UAB Šiaulių büstas | Lithuania | 100% | 100% | Administration of dwelling-houses |
| UAB Šiaulių liftas | Lithuania | 100% | 100% | Elevator installing & tech. support |
| UAB Šilutės büstas | Lithuania | 99.84% | 99.84% | Administration of dwelling-houses |
| UAB Vėtrungės büstas | Lithuania | 100% | 100% | Administration of dwelling-houses |
| UAB Vilkpėdės büstas | Lithuania | 100% | 100% | Administration of dwelling-houses |
| UAB Vilniaus turgus | Lithuania | 100% | - | Dormant |
| UAB Vingio büstas | Lithuania | 100% | 100% | Administration of dwelling-houses |
| UAB Viršuliškių büstas | Lithuania | 100% | 100% | Administration of dwelling-houses |
| UAB Žaidas | Lithuania | 99.33% | 99.33% | Administration of dwelling-houses |
| UAB Žardės büstas | Lithuania | 100% | 100% | Administration of dwelling-houses |
| UAB Žirmūnų büstas | Lithuania | 100% | 100% | Administration of dwelling-houses |
| Concentra Servicios y Mantenimiento, S.A. | Spain Madrid | 100% | - | Commercial real estate management and building |
AB City Service
Company code 123905633,
Adress: Lvovo st. 25, Vilnius, Lithuania
www.cityservice.lt
[email protected]
Consolidated and parent company's interim financial statements for the twelve months of 2013 (unaudited), thousand Litas
Page 10
| SIA Riga City Service | Latvia | 100% | 100% | Commercial real estate management and building |
|---|---|---|---|---|
| City Service Poland Sp. z o.o | Poland | 100% | 100% | Dormant |
| City Service Polska Sp. Z.O.O | Poland | 100% | - | Dormant |
| INTERBUD MAX SP. Z.O.O | Poland | 100% | 100% | Dormant |
| Zespół Zarządców Nieruchomości Sp. z o.o. | Poland | 100% | 100% | Administration of dwelling-houses |
| ТОВ Київ Сіті Сервіс | Ukraine | 100% | 100% | Administration of dwelling-houses |
| OAO Сити Сервіс / OAO City service | Russia, St. Petersburg | 100% | 100% | Administration of dwelling-houses |
| ЗАО Сити Сервіс / ZAO City service | Russia, St. Petersburg | 100% | 100% | Administration of dwelling-houses |
| OAO Специализи-рованное ремонтно-наладочное управление | Russia, St. Petersburg | 100% | 100% | Construction and engineering |
| ООО Жилкомсервис № 3 Фрунзенского района | Russia, St. Petersburg | 80% | 80% | Administration of dwelling-houses |
| ООО «Чистый дом» | Russia, St. Petersburg | 100% | 100% | Maintenance and cleaning of territories |
| ООО "Подъемные механизмы" | Rusija, St. Peterburga | 99% | - | Elevator installing & tech. support |
| ООО «Управляющая компания -1» | Russia, Stavropol | 76% | 76% | Administration of dwelling-houses |
| ООО «ПРОМИНТЕР - управление проектами» | Russia, Stavropol | 100% | 100% | Administration of dwelling-houses |
| ООО «Управляющая компания -2» | Russia, Stavropol | 76% | 76% | Administration of dwelling-houses |
| ООО «Управляющая компания -3» | Russia, Stavropol | 76% | 76% | Administration of dwelling-houses |
| ООО «Управляющая компания -4» | Russia, Stavropol | 76% | 76% | Administration of dwelling-houses |
| ООО «Управляющая компания -5» | Russia, Stavropol | 76% | 76% | Administration of dwelling-houses |
| ООО «УК -5» | Russia, Stavropol | 100% | 100% | Administration of dwelling-houses |
| ООО «Управляющая компания -6» (legal entity code 2635085674) | Russia, Stavropol | 76% | 76% | Administration of dwelling-houses |
| ООО «Управляющая компания -6» (legal entity code 2635105070) | Russia, Stavropol | 100% | 100% | Administration of dwelling-houses |
| ООО «Жилищная Управляющая компания № 6» | Russia, Stavropol | 100% | 100% | Administration of dwelling-houses |
| ООО «Управляющая компания – 8» | Russia, Stavropol | 100% | 100% | Administration of dwelling-houses |
The Group's and the Company's investment in an associate as of 31 December 2013 included an investment in Marijampolės butų ūkis UAB (34% of the share capital).
| Discontinued operations | Country | Share of the stock held by the Group as of 31 December 2013 | Share of the stock held by the Group as of 31 December 2012 | Main activities |
|---|---|---|---|---|
| UAB Ecoservice | Lithuania | 100% | 100% | Collection and removal of waste |
| UAB Komunalinių įmonių kombinatas | Lithuania | 99,71% | 99,71% | Collection and removal of waste |
| UAB Specialus autotransportas | Lithuania | 100% | 100% | Collection and removal of waste |
| UAB Pagėgių savivaldybės komunalinis ūkis | Lithuania | 66% | 66% | Dormant |
Discontinued operations are classified as assets held for sale due to shares sales transaction of Ecoservice UAB as it is described in Note 12.
AB City Service
Company code 123905633,
Adress: Lvovo st. 25, Vilnius, Lithuania
www.cityservice.lt
[email protected]
Consolidated and parent company's interim financial statements for the twelve months of 2013 (unaudited), thousand Litas
Page 11
1.5. Company's Board
As of 31 December 2013, the Board of the Company comprises of the following persons:
| Name and surname | Position | Start of term | End of term |
|---|---|---|---|
| Andrius Janukonis | Board Chairman | April 30, 2013 | April 30, 2017 |
| Gintautas Jaugielavičius | Board Member | April 30, 2013 | April 30, 2017 |
| Darius Leščinskas | Board Member | April 30, 2013 | April 30, 2017 |
The Board members do not control any shares of the Company.
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).
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).
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).
AB City Service
Company code 123905633,
Adress: Livovo st. 25, Vilnius, Lithuania
www.cityservice.lt
[email protected]
Consolidated and parent company's interim financial statements for the twelve months of 2013 (unaudited), thousand Litas
Page 12
1.6. Company's Management
As of 31 December 2013 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 |
|---|---|---|
| Jonas Janukénas | General Manager | May 2007 |
| Vytautas Turonis | Executive Manager for Lithuania | May 2004 |
| Edvinas Paulauskas | Executive Manager | February 2005 |
| Tomas Augutavičius | Chairman of the Board of City Service group in Russia | June 2006 |
They do not control any shares of the Company.
Jonas Janukénas
Jonas Janukénas (born in 1976) is the General Manager of AB City Service (since September, 2013). Since 2007 Mr Janukénas was Financial and Administrative Manager of AB City Service. Mr Janukénas is also the Chairman of the Board at Mano büstas LT UAB (since July, 2012). He holds a Master's degree in Business Administration. Prior to coming to work at the Company, he worked as the Financial Manager of UAB Litesko (2001 – 2007) and Senior Auditor and Risk Management Consultant at the Vilnius division of Andersen (1998 – 2001).
At present, the main task of the General Manager is to head the Group and take charge of planning and coordination of important development projects in Russia, Poland, Spain, as well as other markets in Eastern and Western Europe
Vytautas Turonis
Vytautas Turonis (born 1972 m.) is the General Manager at Mano büstas LT UAB and works as the Executive Manager for Lithuania at City Service AB. 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.
Edvinas Paulauskas
Edvinas Paulauskas (born in 1976) is the Executive Manager at City Service AB and Mano büstas LT, UAB. Previously he worked as the Commercial director (since 2008). Edvinas Paulauskas started working in the Company as the Project Manager (2005-2006). He holds a Bachelor's degree in Environment Engineering.
Edvinas Paulauskas is responsible for the Group's activities in the commercial and exploitation departments as well as in the innovation and energy efficiency chapter throughout Lithuania and foreign markets.
AB City Service
Company code 123905633,
Adress: Livovo st. 25, Vilnius, Lithuania
www.cityservice.lt
[email protected]
Consolidated and parent company's interim financial statements for the twelve months of 2013 (unaudited), thousand Litas
Page 13
1.6. Company's Management (cont'd)
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.
1.7. Activity and Segment Information
Information on main activity segments*:
| 2013 | 2012 | |||
|---|---|---|---|---|
| Buildings' administration | Buildings' administration | |||
| Resale of utility services | Administration services | Resale of utility services | Administration services | |
| Revenue: Company | - | 45.013 | - | 53.068 |
| Revenue: Group | 111.132 | 479.983 | 171.063 | 363.491 |
Information on main geographical segments for the Group*:
| 2013 | 2012 | |||||||
|---|---|---|---|---|---|---|---|---|
| Spain | Poland | Baltic states | CIS States | Spain | Poland | Baltic states | CIS States | |
| Revenue | 42.514 | 75.846 | 283.550 | 189.205 | - | - | 240.909 | 293.645 |
| Profit from operations | 828 | 1.985 | 25.767 | 7.144 | - | - | 19.733 | 10.172 |
| Net profit (loss) | 417 | 523** | 19.657 | 4.207*** | - | - | 9.373 | 6.875 |
- For comparison purpose, information about total consolidated Group is presented, including discontinued operations.
Includes LTL 1.078 thousand foreign currency exchange loss.
*Includes LTL 1.102 thousand foreign currency exchange loss.
AB City Service
Company code 123905633,
Adress: Lvovo st. 25, Vilnius, Lithuania
www.cityservice.lt
[email protected]
Consolidated and parent company's interim financial statements for the twelve months of 2013 (unaudited), thousand Litas
Page 14
Main activity indicators for the Group (continued operations):
| 2013 | 2012 | Change (%) | |
|---|---|---|---|
| Area of multi-flat apartment buildings under administration (million square meters) | 21,6 | 21.9 | -1,4% |
| Area of public. commercial building and a typical properties under administration (million square meters) | 10 | 3,3 | 206,7% |
| Number of employees | 5.189 | 3.524 | 41.6% |
| Sales for the period* | 530.443 | 495.099 | 7,1% |
| Sales (main activity)* | 456.726 | 324.036 | 40,9% |
| Gross margin* | 22,3% | 33,8% | (33,9%) |
| EBITDA margin* | 8,6% | 13,3% | (35,0%) |
| EBIT margin* | 6,4% | 9,2% | (31,1%) |
| Net margin* | 4,2% | 5,0% | (17,0%) |
| Number of shares (thousand) | 31.610 | 31.610 | 0,0% |
| Return on equity | 9,6% | 8,9% | 7,5% |
| Return on assets | 4,6% | 4,4% | 6,2% |
| Financial Net Debt to equity** | 13% | 3% |
- 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: Lvovo st. 25, Vilnius, Lithuania
www.cityservice.lt
[email protected]
Consolidated and parent company's interim financial statements for the twelve months of 2013 (unaudited), thousand Litas
Page 15
3. Goodwill
| Group | |
|---|---|
| Cost: | |
| Balance as of 1 January 2012 | 69.362 |
| Additions | 4.913 |
| Disposals | (9.248) |
| Balance as of 31 December 2012 | 65.027 |
| Additions | 154 |
| Disposals | (716) |
| Exchange differences | (125) |
| Balance as of 31 December 2013 | 64.340 |
| Impairment: | |
| Balance as of 1 January 2012 | 290 |
| Impairment for the year | 19.139 |
| Balance as of 31 December 2012 | 19.429 |
| Impairment for the year | 4.100 |
| Balance as of 31 December 2013 | 23.529 |
| Goodwill held for sale | (8.005) |
| Net book value as of 31 December 2013 | 32.806 |
| Net book value as of 31 December 2012 | 45.598 |
Investments and other changes during the twelve months of the year 2013
On 22 February 2013 UAB SKT Environmental Services Klaipėda, code 110734883, after the reorganization was incorporated into UAB Specialus Autotransportas.
On 14 March 2013 the Company through a subsidiary acquired 100% shares of UAB Vilniaus turgus, code 303005920. The value of the acquisition – LTL 68 thousand.
On 10th April the Company concluded the contract with the financial advisor Porta Finance regarding the consultations and search of potential acquirers for 100% of Ecoservice UAB shares. Ecoservice UAB with the subsidiaries supplies waste management and other environmental services in Vilnius, Klaipėda cities and in more than ten other municipalities of Lithuania.
On 30th of April the Ordinary General Meeting of the Shareholders of the Company has been held. The shareholders have distributed the Company's profit of the year 2012 and have elected the Board the Audit Committee of the Company for the new term. Shareholders also approved Ernst & Young Baltic UAB, company code 110878442, for the performance of the audit of the Company's and the Company's set of consolidated financial statements for the year 2013 and for the evaluation of the Company's consolidated annual report. The meeting has also established the payment conditions for the audit services and approved the new redaction of the Articles of Association of the Company.
On 17th of May the share capital of Mano sauga UAB, legal entity code 302628213, was increased by additional contributions from the shareholders. At the date of issue of these financial statements the share capital of Mano sauga UAB amounts to LTL 667,9 thousand and the Group controls 99.27 % shares of the company. Mano sauga UAB provides security services in Lithuania.
On 13th of June UAB Sinsta name has been changed into UAB Mano aplinka. Continuing the process of the unbundling, the activity of maintenance and cleaning of territories from UAB Naujamiesčio būstas has been transferred to UAB Mano aplinka this process is related to the further development of the cleaning services provided by the Group.
AB City Service
Company code 123905633,
Adress: Lvovo st. 25, Vilnius, Lithuania
www.cityservice.lt
[email protected]
Consolidated and parent company's interim financial statements for the twelve months of 2013 (unaudited), thousand Litas
Page 16
3. Goodwill (cont'd)
On 28th of June UAB Tvar.com, code 300730461, after the process of reorganization has been incorporated to its sole shareholder company.
On 31st July the Company acquired 100% shares of UAB Saulėtos dienos, legal entity code 302473916. The value of the contract is LTL 120 thousand. UAB Saulėtos dienos is engaged in the administration of dwelling houses in Vilnius district, Lithuania.
On 16th of August continuing the process of unbundling the activities, the market activity from UAB Karoliniškių būstas and UAB Naujamiesčio būstas have been transferred to separate newly established legal entities. Market activity from UAB Karoliniškių būstas was transferred to UAB Karoliniškių turgus and from UAB Naujamiesčio būstas to UAB Konarskio turgelis.
On 21st of August Group company ZZN, which in June won a tender to manage municipal apartments, territories and other premises of Poznan's Communal Apartment Office, signed the contract with Zarzad Komunalnych Zasobow Lokalowych. ZZN will manage a total apartment, territories and other premises area of 1.35 million sq. meters. The contract shall be signed for the term of 4 years; value of contract is PLN 24.7 million.
On 25th of September the Company acquired 100% shares of ALDESA SERVICIOS Y MANTENIMIENTO, S.A., legal entity code A-84659614. The value of the contract is EUR 7.345 million. The acquired company provides commercial facility management and related services. The company holds offices throughout Spain, with over 4.8 million sq. meters of facilities under its management, with 1600 employees. At the acquisition of this subsidiary the management estimated provisional goodwill of LTL 1,415 thousand.
On 7th of October Mr Žilvinas Lapinskas resigned from the Board of the Company. At the date of submission of these financial statements the Board of the Company consists of three members: Mr Andrius Janukonis (the chairman of the Board), Mr Gintautas Jaugielavičius and Mr Darius Leščinskas.
On 31st of October the Company acquired 100% shares of City Service Polska Sp. z.o.o, legal entity code KRS 483372. The value of the contract is PLN 5 thousand. At the moment City Service Polska Sp. z.o.o. is dormant. The acquisition is related with possible expansion of the Group in Poland.
On 15th of November the Group company in Spain, has signed agreements on municipal housing management with Malaga and Asturia municipalities. "ALDESA SERVICIOS Y MANTENIMIENTO", S.A. (the name was changed to "CONCENTRA SERVICIOS Y MANTENIMIENTO, S.A.") will provide technical maintenance and management services for approximately 7000 apartments (more than 300 thousand sq. m.), value of the signed agreements is EUR 700 thousand.
On 19th of December the Company in Stavropol (Russia) sold OOO «Объединенная управляющая компания – 7» (selling price – 10.5 thousands of rubles) and OOO «Обслуживающая управляющая компания-7» (selling price – 10 thousands of rubles). Recognised loss from the sale – LTL 433 thousand.
AB City Service
Company code 123905633,
Adress: Lvovo st. 25, Vilnius, Lithuania
www.cityservice.lt
[email protected]
Consolidated and parent company's interim financial statements for the twelve months of 2013 (unaudited), thousand Litas
Page 17
3. Goodwill (cont'd)
At the acquisition of these subsidiaries goodwill of LTL 154 thousand has been accounted for. The goodwill appears due to expected synergies, which are expected to be derived from vertical expansion of business.
Also a gain of LTL 4.017 thousand from a bargain purchase was recognised in the Group's statement of comprehensive income in 2013.
The differences between the amounts paid and the fair values of assets acquired and liabilities and contingent liabilities assumed for the acquisitions of 2013 were as follows:
| Vilniaus turgus UAB | Saulétos dienos UAB | ALDESA SERVICIOS Y MANTENIMIENTO, S.A. | City Service Polska Sp. z.o.o | |
|---|---|---|---|---|
| Date of acquisition, 2012 | 14 March | 31 July | 25 September | 31 October |
| Fair value of acquired assets, liabilities and contingent liabilities attributable to the Group Goodwill | 10 | 24 | 7.865 | 4 |
| 58 | 96 | (4.017) | - | |
| Total purchase consideration | 68 | 120 | 3.848* | 4 |
| Cash acquired | - | 26 | 8.965 | - |
| Total purchase consideration, net of cash acquired | 68 | 94 | (5.117) | 4 |
*The value of the contract is LTL 25.360 thousand: LTL 3,848 thousand for shares of the subsidiary and additionally LTL 21.512 thousand for loans of former shareholders.
4. Investments to Subsidiaries
The Company's investments to subsidiaries movement from 31 December 2012 to 31 December 2013 is represented below:
| Cost of investments at the beginning of the year | 162.045 |
|---|---|
| ALDESA SERVICIOS Y MANTENIMIENTO, S.A. | 3.848 |
| City Service Polska Sp.Z.O.O. | 4 |
| Assets held for sale | (55.091) |
| Cost of investments at the period end | 110.806 |
AB City Service
Company code 123905633,
Adress: Lvovo st. 25, Vilnius, Lithuania
www.cityservice.lt
[email protected]
Consolidated and parent company's interim financial statements for the twelve months of 2013 (unaudited), thousand Litas
Page 18
5. Other Intangible Assets
Movement of other intangible assets in 2013 and 2012 is presented below:
| Group | Company | |
|---|---|---|
| Cost: | ||
| Balance as of 1 January 2012 | 86.810 | 1.671 |
| Additions arising from acquisitions of subsidiaries | 12.562 | - |
| Additions | 311 | 45 |
| Disposals of subsidiaries | (12.472) | - |
| Disposals | (8) | (2) |
| Retirements | (189) | - |
| Reorganisation effect | - | (1.699) |
| Balance as of 31 December 2012 | 87.014 | 15 |
| Additions arising from acquisitions of subsidiaries | 8.688 | - |
| Additions | 827 | 493 |
| Disposals of subsidiaries | (417) | - |
| Disposals | (16) | - |
| Exchange differences | (205) | - |
| Retirements | (13) | - |
| Balance as of 31 December 2013 | 95.878 | 508 |
| Accumulated amortisation: | ||
| Balance as of 1 January 2012 | 8.118 | 485 |
| Charge for the year | 3.402 | 18 |
| Disposals | - | (1) |
| Disposals of subsidiaries | (987) | - |
| Retirements | (99) | - |
| Reorganisation effect | - | (490) |
| Balance as of 31 December 2012 | 10.434 | 12 |
| Charge for the year | 4.863 | 6 |
| Disposals | (3) | - |
| Disposals of subsidiaries | (30) | - |
| Exchange differences | 115 | - |
| Retirements | (2) | - |
| Balance as of 31 December 2013 | 15.377 | 18 |
| Other intangible assets held for sale | (15.799) | - |
| Net book value as of 31 December 2013 | 64.702 | 490 |
| Net book value as of 31 December 2012 | 76.580 | 3 |
AB City Service
Company code 123905633,
Adress: Lvovo st. 25, Vilnius, Lithuania
www.cityservice.lt
[email protected]
Consolidated and parent company's interim financial statements for the twelve months of 2013 (unaudited), thousand Litas
Page 19
6. Borrowings
Borrowings of the Group and the Company as of 31 December 2013 and 31 December 2012 were as follows:
| Creditor | Currency of the loan | Amount of the loan (in currency of the loan) | Final repayment date | Group | Group | ||
|---|---|---|---|---|---|---|---|
| Balance as of 31 December 2013 (in LTL) | Balance as of 31 December 2012 (in LTL) | Balance as of 31 December 2013 (in LTL) | Balance as of 31 December 2012 (in LTL) | ||||
| Current loans | |||||||
| Swedbank, AB (overdraft) | EUR | 3.000 | 09.09.2014 | - | 5.000 | - | 5.000 |
| Swedbank, AB (overdraft) | LTL | 2.426 | 09.09.2014 | - | 83 | - | 83 |
| Swedbank, AB | EUR | 3.700 | 10.06.2013 | - | 12.775 | - | 12.775 |
| Nordea Bank (overdraft) | EUR | 3.000 | 09.09.2014 | 1.649 | - | 1.649 | - |
| Nordea Bank (overdraft) | LTL | 2.426 | 09.09.2014 | 3.672 | - | 3.672 | - |
| DNB bank, AB (Ecoservice UAB) | EUR | 435 | 29.11.2013 | - | 928 | - | - |
| AS UniCredit Bank (Tvar.com UAB) | LTL | 350 | 15.02.2013 | - | 127 | - | - |
| Banco Bilbao Vizcaya Argentaria, S.A. (factoring) | EUR | 462 | - | 1.595 | - | - | - |
| Bankia S.A. (factoring) | EUR | 1.500 | - | 2.189 | - | - | - |
| Banco Popular Español S.A. | EUR | 300 | 10.11.2014 | 1.036 | - | - | - |
| Bankia S.A. (credit line) | EUR | 500 | 28.02.2014 | 12 | - | - | - |
| Group Account (eliminated in the consolidated group accounts)* | Unspecified | Unspecified | Unspecified | - | - | 14.426 | 17.092 |
| Current loan balance | 10.153 | 18.913 | 19.747 | 34.950 | |||
| Non-current loans | |||||||
| Swedbank, AB | EUR | 10.486 | 09.08.2015 | - | 18.417 | - | 18.417 |
| Swedbank, AB | EUR | 6.000 | 10.12.2017 | - | 20.717 | - | 20.717 |
| Nordea Bank | EUR | 6.611 | 09.09.2018 | 22.825 | - | 22.825 | - |
| Nordea Bank | LTL | 10.141 | 09.09.2018 | 33.921 | - | 33.921 | - |
| AS UniCredit Bank (Tvar.com UAB) | EUR | 309 | 15.01.2013 | - | 80 | - | - |
| Banco Popular Español S.A. | EUR | 200 | 10.12.2016 | 691 | - | - | - |
| Less: current portion of non-current borrowings | (6.258) | (9.498) | (6.041) | (9.418) | |||
| Non-current loans balance | 51.179 | 29.716 | 50.705 | 29.716 |
- Based overdraft facility agreement signed on 9 September 2013 with the Company, its subsidiaries operating in Lithuania and with Nordea Bank, the Group can utilise net cash balances of the Company and its subsidiaries operating in Lithuania as intergroup borrowings.
For the loans 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. Shares of UAB "Mano bustas LT" are pledged to Nordea Bank as well.
AB City Service
Company code 123905633,
Adress: Livovo st. 25, Vilnius, Lithuania
www.cityservice.lt
[email protected]
Consolidated and parent company's interim financial statements for the twelve months of 2013 (unaudited), thousand Litas
Page 20
- Cost of Sales (continued operations)
| Group | Company | |||
|---|---|---|---|---|
| 2013 | 2012 | 2013 | 2012 | |
| Services of subcontractors and materials used | 317.457 | 331.296 | 33.381 | 39.848 |
| Wages and salaries and social security | 91.434 | 62.293 | 452 | 2.503 |
| Cost of goods sold | 3.393 | 4.355 | 1 | 1 |
| Depreciation | 4.154 | 1.450 | - | - |
| Other | 11.933 | 315 | - | - |
| Total cost of sales | 428.371 | 399.709 | 35.834 | 42.352 |
- General and Administrative Expenses (continued operations)
| Group | Company | |||
|---|---|---|---|---|
| 2013 | 2012 | 2013 | 2012 | |
| Wages and salaries and social security | 38.633 | 32.075 | 3.344 | 2.913 |
| Depreciation and amortisation | 6.184 | 5.108 | 156 | 262 |
| Allowance for and write-off of receivables | 4.948 | 11.479 | (92) | (841) |
| Goodwill impairment | 4.100 | 19.139 | - | - |
| Consulting and similar expenses | 3.460 | 4.034 | 2.367 | 2.556 |
| Commissions for collection of payments | 2.852 | 3.068 | 46 | 279 |
| Bonus | - | 2.420 | - | 2.420 |
| Rent of premises and other assets | 2.495 | 2.360 | 262 | 440 |
| Fuel expenses | 1.626 | 870 | 128 | 85 |
| Computer software maintenance | 1.269 | 940 | 24 | 25 |
| Business trips and training | 1.248 | 800 | 501 | 349 |
| Advertising | 1.150 | 962 | 247 | 365 |
| Insurance | 1.081 | 720 | 43 | 43 |
| Communication expenses | 978 | 938 | 96 | 126 |
| Utilities | 856 | 1.004 | 476 | 404 |
| Representational costs | 828 | 655 | 203 | 224 |
| Taxes other than income tax | 739 | 860 | 23 | 17 |
| Transportation | 633 | 911 | 61 | 48 |
| Bank payments | 500 | 590 | 8 | 142 |
| Charity and support | 101 | 316 | 58 | 198 |
| Other | 4.795 | 3.834 | 242 | 810 |
| Total general and administrative expenses | 78.476 | 93.083 | 8.193 | 10.865 |
- Other Operating Income (expenses), net (continued operations)
| Group | Company | |||
|---|---|---|---|---|
| 2013 | 2012 | 2013 | 2012 | |
| Income from rent, net | 219 | 179 | 494 | 860 |
| Gain (loss) on disposal of property, plant and equipment | 426 | (6) | 6 | 13 |
| Gain from bargain purchase | 4.017 | 22.965 | - | - |
| Other income (expenses), net | 785 | 1.311 | (203) | 956 |
| Total other operating activity | 5.447 | 24.449 | 297 | 1.829 |
AB City Service
Company code 123905633,
Adress: Lvovo st. 25, Vilnius, Lithuania
www.cityservice.lt
[email protected]
Consolidated and parent company's interim financial statements for the twelve months of 2013 (unaudited), thousand Litas
Page 21
10. Finance Income and (expenses), net (continued operations)
| Group | Company | |||
|---|---|---|---|---|
| 2013 | 2012 | 2013 | 2012 | |
| Interest income | 567 | 325 | 2.089 | 936 |
| Dividend income | - | - | 9.400 | 18.578 |
| Foreign currency exchange gain | 364 | 984 | 24 | 82 |
| Other financial income | 182 | 231 | - | 13 |
| Total finance income | 1.113 | 1.540 | 11.513 | 19.609 |
| Interest (expenses) | (2.575) | (1.185) | (2.660) | (1.646) |
| Foreign currency exchange loss | (2.846) | (163) | (321) | (104) |
| Loss on sale of investments | (433) | (6.906) | - | - |
| Impairment of investments into subsidiaries | - | - | - | (11.940) |
| Other financial (expenses) | (1.103) | (735) | (410) | (30) |
| Total finance (expenses) | (6.957) | (8.989) | (3.391) | (13.720) |
| Financial activity, net | (5.844) | (7.449) | 8.122 | 5.889 |
11. Related Party Transactions
The parties are considered related when one party has the possibility to control the other one or have significant influence over the other party in making financial and operating decisions. The related parties of the Group and the Company and considered the following:
- Global energy consulting OU (Estonia)– the ultimate shareholder of the Company since 2013;
- UAB ICOR - the shareholder of the Company;
- Subsidiaries of UAB ICOR (same ultimate controlling shareholder);
- Subsidiaries of AB City Service (for the list of the subsidiaries, see also Note 1);
- Mr J. Janukénas, V. Turonis, E. Paulauskas, T. Augutavícius (Management of the Company);
Transactions with related parties include sales and purchases of goods and services in the ordinary course of business, and acquisitions and disposals of property, plant and equipment. Property, plant and equipment to related parties during the twelve months of 2013 was sold for the net book value.
The sales price for the intercompany subsidiary purchase and sale transactions are established by the management and shareholders of the UAB ICOR and/or Global energy consulting OU and AB City Service considering the results of independent valuations, if any, undertaken for the purposes of the transfer pricing regulations – which may not always be at their fair value.
There are no guarantees or pledges given or received in respect of the related party payables and receivables. Related party receivables and payables are expected to be settled in cash or set-off against payables / receivables to / from a respective related party.
2013
| Group | Purchases | Sales | Receivables and prepayments | Loans granted | Payables (long and short-term) |
|---|---|---|---|---|---|
| UAB ICOR | 2.769 | 24 | - | - | 10.191 |
| Subsidiaries of UAB ICOR: | |||||
| AB Axis Industries | 2.947 | 1.822 | 7 | - | 2.798 |
| Other subsidiaries of UAB ICOR | 1.481 | 2.066 | 138 | - | 327 |
| Total | 7.197 | 3.912 | 145 | - | 13.316 |
AB City Service
Company code 123905633.
Adress: Lvovo st. 25, Vilnius, Lithuania
www.cityservice.lt
[email protected]
Consolidated and parent company's interim financial statements for the twelve months of 2013 (unaudited), thousand Litas
Page 22
12. Subsequent Events
On the 3rd of January 2014 100% shares of Cleaning Partner Sp. z.o.o was acquired. Transaction value amounted to 5 000 000 Zlots. Cleaning Partner Sp. z.o.o is cleaning services provider in Poland, acquisition of the company is related with Group's expansion activity in Poland.
On the 6th of February, 2014, the application for authorisation of selling the shares of UAB Ecoservice to BaltCap Private Equity Fund II was submitted to the Competition Council of the Republic of Lithuania. Signing the share sale agreement is planned in due time. About the intentions to sell UAB Ecoservice shares has been publicly announced in April, 2013.
On the 21st of February agreement for Ecosrvice UAB shares sale was signed. Value of the transaction – LTL 56,6 mln. (EUR 16,4 mln.) Shares of Ecoservice UAB are sold to AWT Holding UAB which control and controlling interest in the company – 75 proc. will be held by BaltCap managed fund BaltCap Private Equity Fund II. Remaing 25 proc. of shares will be owned by the Company. Transaction is planned to be completed after authorisation from Competition Council of the Republic of Lithuania will be received and other obligations and actions as per shares sales agreement will be met.
AB City Service
Company code 123905633,
Adress: Lvovo st. 25, Vilnius, Lithuania
www.cityservice.lt
[email protected]