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City Service SE Interim / Quarterly Report 2021

Nov 30, 2021

5564_rns_2021-11-30_7559c892-0acf-4a4c-ad2e-efb4283f2302.pdf

Interim / Quarterly Report

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City Service SE

CONSOLIDATED INTERIM FINANCIAL STATEMENTS FOR THE NINE MONTHS PERIOD ENDED 30 SEPTEMBER, 2021 (UNAUDITED)

Beginning of the reporting period 1 January 2021 End of the reporting period 30 September 2021

Business name City Service SE Registration number 12827710 Telephone +370 5 239 49 00 Fax +370 5 239 48 48 E-mail [email protected]

Legal address Narva mnt. 5, 10117 Tallinn, the Republic of Estonia Website http://www.cityservice.eu Auditor Ernst & Young Baltic AS

DECLARATION OF THE MANAGEMENT 4
CONSOLIDATED STATEMENT OF FINANCIAL POSITION 5
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME 7
STATEMENTS OF COMPREHENSIVE INCOME 8
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY 9
CONSOLIDATED STATEMENT OF CASH FLOWS 10
GENERAL INFORMATION 11
1.1. ACTIVITY 11
1.2. SHARE CAPITAL OF THE COMPANY 12
1.3. SHAREHOLDERS OF THE COMPANY 12
1.4. CITY SERVICE GROUP 13
1.5. COMPANY'S SUPERVISORY BOARD 18
1.6. COMPANY'S MANAGEMENT BOARD 19
1.7. ACTIVITY AND SEGMENT INFORMATION 21
ACCOUNTING POLICIES 23
GOODWILL 23
SIGNIFICANT EVENTS 25
OTHER INTANGIBLE ASSETS 28
PROPERTY, PLANT AND EQUIPMENT 29
RIGHT OF USE ASSETS AND LEASE 30
TRADE RECEIVABLES 31
BORROWINGS 31
COST OF SALES 32
GENERAL AND ADMINISTRATIVE EXPENSES 32
OTHER OPERATING INCOME (EXPENSES) 32
INTEREST AND OTHER FINANCE INCOME AND (EXPENSES) 33
DIVIDENDS PER SHARE 33
RELATED PARTY TRANSACTIONS 34
SUBSEQUENT EVENTS 35

DECLARATION OF THE MANAGEMENT

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

Notes As of 30 As of 31
September 2021 December 2020
Assets
NON-CURRENT ASSETS
Goodwill 3 9,811 9,253
Other intangible assets 5 25,769 24,749
Property, plant and equipment 6 5,464 6,584
Right of use assets 7 6,986 8,681
Investments into associates 216 216
Non-current receivables 8 7,682 8,924
Deferred income tax asset 3,563 3,785
Total non-current assets 59,491 62,192
CURRENT ASSETS
Inventories 1,825 1,200
Prepayments 2,258 1,482
Trade receivables 8 24,190 31,493
Receivables from related parties 15 404 423
Contract assets 2,194 1,728
Other receivables and current assets 4,848 6,252
Cash and cash equivalents 5,515 14,119
Total current assets 41,234 56,697
Assets held for sale 277 1,210
Total assets 101,002 120,099

CONSOLIDATED STATEMENT OF FINANCIAL POSITION (cont'd)

As of 30 As of 31
Notes September 2021 December 2020
Equity and liabilities
Equity attributable to equity holders of the Company
Share capital 9,483 9,483
Other reserves 948 948
Share premium 21,067 21,067
Foreign currency translation reserve (3,212) (3,501)
Retained earnings (deficit) 5,821 19,836
34,107 47,833
Non-controlling interests 429 413
TOTAL EQUITY 34,536 48,246
Liabilities
Non-current liabilities
Non-current borrowings 9 18,919 17,305
Lease liabilities 7 5,297 7,096
Deferred income tax liabilities 2,682 2,882
Non-current payables 2,978 2,904
TOTAL NON-CURRENT LIABILITIES 29,876 30,187
Current liabilities
Current portion of non-current borrowings 9 154 3,419
Current portion of lease liabilities 7 2,127 2,165
Current loans 9 1,941 113
Trade payables 8,724 10,831
Payables to related parties 15 1,419 202
Contract liabilities 11,029 8,994
Other current liabilities 11,196 15,904
TOTAL CURRENT LIABILITIES 36,590 41,628
Liabilities associated with assets held for sale - 38
Total liabilities 66,466 71,853
Total equity and liabilities 101,002 120,099

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

(for the period 1 January – 30 September)

Notes 2021 Q3 2020 Q3
Revenue from contracts with customers 1.7 97,250 115,792
Cost of sales 10 (72,679) (83,556)
Gross profit (loss) 24,571 32,236
General and administrative expenses 11 (22,698) (23,465)
Credit loss expenses on financial assets (1,029) (1,142)
Other operating activity, net 12 159 1,008
Profit (loss) from operations 1,003 8,637
Interest and other finance income 13 763 296
Interest and other finance expenses 13 (757) (1,665)
Profit (loss) before tax 1,009 7,268
Income tax (1,365) (1,417)
Net profit (loss) (356) 5,851
Other comprehensive income
Exchange differences on translation of foreign operations
Total comprehensive income
302
(54)
(837)
5,014
Attributable to:
The shareholders of the Company (359) 5,791
Non-controlling interests 3 60
(356) 5,851
Total comprehensive income attributable to:
The shareholders of the Company (57) 4,954
Non-controlling interests 3 60
(54) 5,014
Basic and diluted earnings per share (EUR) (0.01) 0.18

STATEMENTS OF COMPREHENSIVE INCOME

(for the period 1 July – 30 September)

2021 Q3 2020 Q3
Sales 28,186 33,889
Cost of sales (20,810) (24,250)
Gross profit (loss) 7,376 9,639
General and administrative expenses (7,384) (7,348)
Credit loss expenses on financial assets (345) 62
Other operating income, net (102) 548
Profit (loss) from operations (455) 2,901
Finance activity result, net (500) (343)
Profit (loss) before tax (955) 2,558
Income tax (546) (351)
Net profit (1,501) 2,207

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

Notes Share capital Share
premium
Foreign
currency
translation
reserve
Other
reserves
Retained
earnings
Total Non
controlling
interest
Total
Balance as of
1 January 2020
9,483 21,067 (2,701) 948 21,721 50,518 448 50,966
Net profit - - - - 5,791 5,791 60 5,851
Other comprehensive
Income
- - (780) - - (780) (57) (837)
Total comprehensive
Income
- - (780) - 5,791 5,011 3 5,014
Dividends declared 14 - - - - (2,971) (2,971) (4) (2,975)
Balance as of
30 September 2020
9,483 21,067 (3,481) 948 24,541 52,558 447 53,005
Balance as of
1 January 2021
9,483 21,067 (3,501) 948 19,836 47,833 413 48,246
Net profit - - - - (359) (359) 3 (356)
Other comprehensive
Income
- - 289 - - 289 13 302
Total comprehensive
Income
- - 289 - (359) (70) 16 (54)
Dividends declared 14 - - - - (13,656) (13,656) - (13,656)
Balance as of
30 September 2021
9,483 21,067 (3,212) 948 5,821 34,107 429 34,536

CONSOLIDATED STATEMENT OF CASH FLOWS

Notes 2021 Q3 2020 Q3
Cash flows from (to) operating activities
Net (loss) profit (356) 5,851
Adjustments for non-cash items:
Income tax expenses 1,365 1,417
Depreciation and amortisation 5,6,7 4,198 5,187
Impairment and discounting of accounts receivable 425 1,142
(Gain) on disposal of property, plant and equipment 12 (496) (854)
(Gain) from sale of investments (580) (87)
Result on deconsolidation of subsidiaries - (204)
Other financial activity, net 574 1,456
5,130 13,908
Changes in working capital:
(Increase) decrease in inventories (609) 99
Decrease in receivables, contract assets and other current assets 9,038 2,456
(Increase) in prepayments (709) (22)
(Decrease) in trade payables and payables to related parties (1,320) (3,803)
Income tax (paid) (1,900) (970)
(Decrease) increase in advances received, contract liabilities and other (2,266) 2,858
current liabilities
Net cash flows from operating activities 7,364 14,526
Cash flows from (to) investing activities
(Acquisition) of non-current assets (except investments) 5,6 (3,019) (1,188)
Proceeds from sale of non-current assets 1,670 3,213
(Acquisition) of investments in subsidiaries (net of cash acquired in the
Group) (282) -
Disposal of investments in subsidiaries 715 90
Deconsolidation of investments in subsidiaries - (319)
Interest received 179 218
Loans (granted) - (3,861)
Loans repaid 38 862
Net cash flows (to) investing activities (699) (985)
Cash flows from (to) financing activities
Dividends (paid) (13,656) (2,975)
Proceeds (repayment) of loans 677 (2,568)
(Repayment) of financial lease liabilities (1,905) (2,168)
Interest (paid) (519) (647)
Net cash flows (to) financial activities (15,403) (8,358)
Net (decrease) increase in cash and cash equivalents (8,738) 5,183
Foreign exchange difference 99 (705)
Cash and cash equivalents at the beginning of the period* 14,154 3,792
Cash and cash equivalents at the end of the period 5,515 8,270

*Group cash flows for 2020 comprise total consolidated Group, including discontinued operations.

1. GENERAL INFORMATION

City Service SE (hereinafter – "the Company") is a public limited liability company registered in the Republic of Estonia on 2 April 2015, which in the course of reorganization has taken over a public limited liability company City Service AS rights and liabilities.

The Company controls corporate group, engaged in provision of facility management and integrated utility services in Western, 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 whole Lithuania, Poland, Spain, Latvia, in the city of St. Petersburg in Russian Federation.

City Service group provides facility management; maintenance and repair of engineering systems; management and renovation of energy resources; technical and energy audit of buildings; maintenance and cleaning of territories and premises; maintenance and construction of gas stations.

The most important buildings segments, 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 23.1 million sq. m. at present.

During this year City Service group carried on implementing confirmed strategy and was further looking for growth opportunities in Central and Western Europe. Extensive negotiations with potential foreign companies regarding their acquisition, reorganization and implementation according to the Group's business model and standards were carried out.

The Group's areas of activity are relatively stable (core activities include: commercial and residential property administration and cleaning services) and tend not to fluctuate materially throughout the year unless significant acquisitions or divestments of certain subsidiaries occur during the reporting period.

1.2. 1.2. SHARE CAPITAL OF THE COMPANY

The share capital of the Company is EUR 9,483 thousand as of 30 September 2021. It is divided into 31,610 thousand ordinary shares with the nominal value of EUR 0.30 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.

As of 30 September 2021 all 31,610 thousand ordinary shares of the Company are included into the Parallel Market of Warsaw Stock Exchange (ISIN Code of the shares is EE3100126368). Trading Code of the shares on Warsaw Stock Exchange is CTS.

1.3. 1.3. SHAREHOLDERS OF THE COMPANY

As of 30 September 2021 the total number of shareholders of the Company was 66.

* Number of the shareholders reflects only shareholders who hold more than 0.5 per cent of the votes through a nominee accounts (according to amendments that entered into force in 10 September 2020 in the Securities Register Maintenance Act (§ 6 Nominee account (subsection 9.2)) and hold their shares directly (not through nominee accounts).

COMPANY'S SHARES DISTRIBUTION AMONG SHAREHOLDERS WHO HAVE MORE THAN 5% SHARES OF THE COMPANY AS OF 30 SEPTEMBER 2021 WAS THE FOLLOWING:

Number of shares held Owned percentage of the
share capital and votes, %
UAB ICOR, legal entity code 300021944,
address: Ozo str. 12A, Vilnius, Lithuania
26,813,293 84.83%
Other private and institutional shareholders 4,796,707 15.17%
TOTAL 31,610,000 100 %

1.4. 1.4. CITY SERVICE GROUP

AS OF 30 SEPTEMBER 2021 THE CITY SERVICE GROUP CONSISTS OF CITY SERVICE SE AND THE FOLLOWING SUBSIDIARIES (HEREINAFTER REFERRED TO AS "THE GROUP"):

Company Region Share of the
stock held by
the Group as of
30 September
2021
Share of the
stock held by
the Group as of
30 September
2020
Main activities
UAB Acta iuventus Lithuania - 100% Security services
UAB Alytaus namų valda Lithuania 76% 76% Dormant
UAB Algos saugos tarnyba Lithuania - 100% Security services
UAB Apex intelligence Lithuania 100% 100% IT energy saving solutions for
buildings
UAB Baltijos būsto priežiūra Lithuania 100% 100% Dormant
UAB Baltijos NT valdymas Lithuania 100% 100% Real estate management
UAB Baltijos transporto valdymas Lithuania 100% 100% Asset management
UAB Baltijos turto valdymas Lithuania 100% 100% Holding company
UAB Biržų butų ūkis Lithuania 57.71% 57.71% Administration of dwelling-houses
UAB BonoDomo Lithuania 100% 100% Dormant
UAB Butų ūkio valdos Lithuania 100% - Administration of dwelling-houses
UAB Būsto aplinka Lithuania 100% 100% Maintenance and cleaning of
dwelling-houses territories and
premises
UAB Citenga Lithuania - 100% Holding company
UAB City Service Lithuania 100% 100% Holding company
UAB City Service Cleaning Lithuania 100% 100% Maintenance and cleaning of
commercial real estate, territories
and premises
UAB City Service Engineering Lithuania 100% 100% Commercial real estate
management and building
maintenance
UAB City Service Digital Lithuania 100% 100% Dormant
UAB CSG IT Lithuania 100% 100% IT services
UAB Economus Lithuania - 100% Administration of buildings
UAB Energijos taupymo
paslaugos
Lithuania 100% 100% Energy saving solution services
UAB Enter tech Lithuania 100% 100% Technical maintenance of gates and
entrance automation
UAB EPC projektai Lithuania 100% 100% Dormant
UAB Neries būstas Lithuania 100% 100% Dormant
UAB Karoliniškių turgus Lithuania - 100% Marketplace administration services
UAB Konarskio turgelis Lithuania - 100% Marketplace administration services

Maintenance and cleaning of public
UAB Mano aplinka Lithuania 100% 100% territories and premises
UAB Mano aplinka plius Lithuania 100% 100% Maintenance and cleaning of
territories and premises
UAB Mano bendrabutis Lithuania 100% 100% Administration of buildings
UAB Mano Būstas Lithuania 100% 100% Administration of dwelling-houses
UAB Mano Būstas Alytus Lithuania 100% 100% Administration of dwelling-houses
UAB Mano Būstas Baltija Lithuania 100% 100% Administration of dwelling-houses
UAB Mano Būstas Dainava Lithuania 100% 100% Administration of dwelling-houses
UAB Mano Būstas Neris Lithuania 100% 100% Administration of dwelling-houses
UAB Mano Būstas NPC Lithuania 100% 100% Administration of dwelling-houses
UAB Mano Būstas Kaunas Lithuania 100% 100% Administration of dwelling-houses
UAB Mano Būstas Klaipėda Lithuania 100% 100% Administration of dwelling-houses
UAB Mano Būstas Aukštaitija Lithuania 100% 100% Administration of dwelling-houses
UAB Mano Būstas Radviliškis Lithuania 100% 100% Administration of dwelling-houses
UAB Mano Būstas Sostinė Lithuania 100% 100% Administration of dwelling-houses
UAB Mano Būstas Šiauliai Lithuania 100% 100% Administration of dwelling-houses
UAB Mano Būstas Ukmergė Lithuania 100% - Administration of dwelling-houses
UAB Mano Būstas Vakarai Lithuania 99.84% 99.84% Administration of dwelling-houses
UAB Mano Būstas Vilnius Lithuania 100% 100% Administration of dwelling-houses
UAB Mano Būsto Sauga Lithuania - 100% Security services
UAB Mano Būsto priežiūra Lithuania 100% 100% Building maintenance
UAB Mano sauga LT Lithuania - 100% Security services
UAB Medžiagų tiekimo centras Lithuania 100% 100% Supply of materials
UAB Merlangas Lithuania 100% 100% Administration of dwelling-houses
UAB Nacionalinis renovacijos
fondas
Lithuania 100% - Administration of dwelling-houses
renovation projects
UAB Naujosios Vilnios turgavietė Lithuania - 100% Marketplace administration services
UAB Pastatų priežiūra Lithuania 100% 100% Building maintenance
UAB Pastatų priežiūros tarnyba Lithuania 100% - Technical maintenance of heating
systems
UAB Pastatų valdymas Lithuania 100% 100% Administration of dwelling-houses
UAB PortalPRO Lithuania 100% 100% Supply chain management
UAB Rinkų vystymas Lithuania 100% 100% Dormant
UAB Saugos projektų valdymas Lithuania - 100% Security services
UAB Skolos LT Lithuania 100% 100% Debt collection services
UAB Šiaulių NT valdymas Lithuania 100% 100% Dormant
UAB Unitechna Lithuania 100% 100% Maintenance and construction of
gas stations
UAB Vaizdo stebėjimo
sprendimai
Lithuania - 100% Dormant
UAB Valymo projektai 1 Lithuania - 100% Dormant
UAB Valymo projektai 2 Lithuania - 100% Dormant

UAB Valymo projektai 3 Lithuania - 100% Dormant
UAB Valymo projektai 4 Lithuania - 100% Dormant
UAB Valymo projektai Kaunas Lithuania - 100% Dormant
UAB Valymo projektai Klaipėda Lithuania - 100% Dormant
UAB Valymo projektai Šiauliai Lithuania - 100% Dormant
Administracion Urbana y Rural
Chorro, S.L.U.
Spain - 100% Administration of dwelling-houses
Afinem administración de
finques, S.L.U.
Spain - 100% Administration of dwelling-houses
Aresi administracion de fincas S.
L.
Spain 100% 100% Administration of dwelling-houses
Aresi Gestion residencial, S.L. Spain - 100% Administration of dwelling-houses
Concentra Servicios y
Mantenimiento, S.A.*
Spain 100% 100% Commercial real estate
management and building
maintenance
Elche administracion de fincas,
S.L.U.
Spain - 100% Administration of dwelling-houses
Eurobroker Advisors Sorreduria
de Seguros, S.L.
Spain 100% 100% Insurance services
Euronamas Gestion de Fincas
Levante, S.L.U.
Spain - 100% Dormant
Euronamas Gestion de Fincas
Sur, S.L.
Spain - 100% Administration of dwelling-houses
Euronamas Gestion de Fincas
Meseta Central, S.L.U.
Spain - 100% Dormant
Euronamas Gestion de Fincas
Centro, S.L.
Spain 100% 100% Administration of dwelling-houses
Euronamas gestion de fincas
Madrid, S.L.
Spain - 100% Administration of dwelling-houses
EUROHUB, S.L. Spain 100% 100% Dormant
Grupo Aresi de Inversiones, S.L. Spain 100% 100% Holding company
Inmonamas, S.L. Spain 100% 100% Dormant
PORTALPRO, S.L. Spain 100% - Dormant
URBAN HUB, S.L. Spain 100% 100% Supply chain management
Vetell dos iberica, S.L.* Spain 100% 100% Administration of dwelling-houses
SIA Connecto Pay Latvia 100% 100% Dormant
SIA City Service Latvia 100% 100% Holding company
SIA City Service Engineering Latvia 100% 100% Commercial real estate
management and building
maintenance
SIA Ēku pārvaldīšanas serviss Latvia 100% 100% Building maintenance
SIA Laba Enerģija Latvia 100% 100% Dormant
SIA Latvijas Namsaimnieks Latvia 100% 100% Administration of dwelling-houses
SIA Namu serviss APSE Latvia 100% 100% Administration of dwelling-houses

SIA NIRA Fonds apsaimniekošana 2 Latvia 100% - Administration of dwelling-houses
SIA NIRA Fonds apsaimniekosana Latvia 100% - Administration of dwelling-houses
Salnas 21
SIA NIRA Fonds apsaimniekošana 3 Latvia 100% - Administration of dwelling-houses
SIA Ventspils nami Latvia 100% 100% Administration of dwelling-houses
Atrium 21 sp. z o.o. Poland 100% 100% Administration of dwelling-houses
City Service Polska sp. z o.o. Poland 100% 100% Country holding company
Certus-Serwis Sp. z o. o. Poland 100% 100% Administration of dwelling-houses
Concierge - Zarządzanie
Nieruchomościami sp. z o.o. Poland 100% 100% Administration of dwelling-houses
Dom Best sp. z o.o. Poland 100% 100% Administration of dwelling-houses
EnergiaOK sp. z o.o. Poland 100% 100% Sale of electricity
Famix sp. z o.o. Poland 100% 100% Administration of dwelling-houses
Grupa Techniczna 24 sp. z o.o. Poland 100% 100% Building maintenance
Home Rent sp. z o.o. Poland 50% 50% Administration of dwelling-houses
Parama Blue sp. z o.o. Poland 100% 100% Dormant
Parama Group sp. z o.o. Poland 100% 100% Holding company
Parama Yellow sp. z o.o. Poland 100% 100% Dormant
Parama Red sp. z o.o. Poland 100% 100% Dormant
Parama White sp. z o.o. Poland 100% 100% Dormant
PORTALPRO sp. z o.o. Poland 100% - Dormant
Progresline sp. z o.o. Poland 100% 100% Administration of dwelling-houses
Santer Zarządzanie Poland 100% 100% Administration of dwelling-houses
Nieruchomościami sp. z o.o.
Skydas - Przeglądy Budowlane sp. Poland 100%
z o.o.
100% Administration of dwelling-houses
TED sp. z o.o. Poland 100% 100% Real estate management
Tumieszkamy sp. z o. o. Poland 100% 100% Dormant
Wolska Aparthotel sp. z o. o.** Poland 100% 100% Accommodation services
Zespół Zarządców Nieruchomości
sp. z o.o. Poland 100% 100% Administration of dwelling-houses
ZZN Inwestycje sp. z o.o. Poland 100% 100% Dormant
OAO Cити Сервис / ОАО City St.
service Petersburg 100% 100% Administration of dwelling-houses
ЗAO Cити Сервис / ZAO City St. 100% 100% Administration of dwelling-houses
service Petersburg
OOO Специализи-рованное St.
ремонтно-наладочное Petersburg 100% 100% Construction and engineering
управление
ООО МН Групп St. 100% 100% Country holding company
Petersburg
ООО Жилкомсервис № 3
Фрунзенского района
St.
Petersburg
80% 80% Administration of dwelling-houses
ООО Чистый дом St. 100% 100% Maintenance and cleaning of

ООО Подъемные механизмы St.
Petersburg
100% 100% Elevator installing & tech. support
OOO ПорталПРО St.
Petersburg
100% 100% Dormant

The Group's investment in an associate as of 30 September 2021 included an investment in Marijampolės butų ūkis UAB (34% of the share capital).

* The Group ceased to consolidate Concentra Servicios y Mantenimiento, S.A. (including sub-consolidated subsidiary Vetell dos iberica, S.L.) in its Financial statements after bankruptcy administrator was appointed on 10 May 2017, as from that date the Group has lost its control.

** The Group ceased to consolidate Wolska Aparthotel sp. z o. o. in its Financial statements after bankruptcy administrator was appointed on 3 June 2020, as from that date the Group has lost its control.

1.5. 1.5. COMPANY'S SUPERVISORY BOARD

AS OF 30 SEPTEMBER 2021, THE SUPERVISORY BOARD OF THE COMPANY COMPRISES OF THE FOLLOWING PERSONS:

Name and surname Position Start of term End of term
Andrius Janukonis Chairman of the
Supervisory Board
June 19, 2019 June 19, 2023
Gintautas Jaugielavičius Member of the
Supervisory Board
June 19, 2019 June 19, 2023

The Supervisory Board members do not own any shares of the Company.

Andrius Janukonis

Andrius Janukonis (born in 1971) is the Chairman of the Supervisory Board of City Service SE (since 2009 until 2015 the Chairman of the Board). He holds a Master's degree in Law. He is a member of the board of UAB ICOR (since 2004).

Gintautas Jaugielavičius

Gintautas Jaugielavičius (born in 1971) is a Member of the Supervisory Board of City Service SE (since 2005 until 2015 a Member of the Board). He holds a Bachelor's degree in Economics. At present, he works as a consultant for UAB ICOR and is a member of the board of UAB ICOR (since 2004).

1.6. 1.6. COMPANY'S MANAGEMENT BOARD

AS OF 30 SEPTEMBER 2021 AND AS OF DATE OF SUBMISSION OF THIS REPORT, THE MANAGEMENT BOARD OF THE COMPANY COMPRISES OF THE FOLLOWING PERSONS:

Name and surname Position within the Group Start of term End of term
Artūras Gudelis Chairman of the Management Board June 26, 2021 June 26, 2025
Tomas Kleiva Member of the Management Board June 26, 2021 June 26, 2025
Vytautas Turonis Member of the Management Board June 26, 2021 June 26, 2025
Dalius Šimaitis Member of the Management Board June 26, 2021 June 26, 2025

They do not own any shares of the Company.

Artūras Gudelis

Artūras Gudelis (born in 1977) is a Chairman of the Management Board of City Service SE (since 2017). Artūras Gudelis was a Member of the Supervisory Board of City Service SE (2015 – 2017). He holds Bachelor's degree in Economics and Master's degree in Business Management.

Artūras Gudelis is responsible for carrying the formal functions of the chairman of the Management Board as well as for signing of the consolidated financial statements, representing the Company in the stock exchanges, securities depositories and in relations with the investors, as well as in all other general matters related to the Company.

Tomas Kleiva

Tomas Kleiva (born in 1979) is a Member of the Management Board of City Service SE (since 2017). Tomas Kleiva was acting CEO until new management structure of City Service SE was approved (23 February 2017 – 26 June 2017).

Prior to that, Tomas Kleiva was the Financial Manager of City Service SE (2016 - 2017) and Financial Manager and Executive Manager of the Group's subsidiaries operating in St. Petersburg (2009 – 2016). He started to work in the Group as a Project Manager (2006 – 2009). Tomas Kleiva has a Master's degree in Environmental Engineering.

Tomas Kleiva is responsible and accountable for any and all financial matters and operations within the Group in all the jurisdictions and carries functions of Group's CFO, except for Lithuania, Latvia and Estonia. Tomas Kleiva is also responsible for the organization and supervision of Group activities in Russia.

1.6. COMPANY'S MANAGEMENT BOARD (cont'd)

Vytautas Turonis

Vytautas Turonis (born in 1972) is a Member of the Management Board of City Service SE (since 2017). Vytautas Turonis works as the General Manager at UAB Mano Būstas. 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 and accountable for the organization and supervision of Group activities (including the financial matters) in Lithuania, Latvia and Estonia.

Dalius Šimaitis

Dalius Šimaitis (born in 1977) is a Member of the Management Board of City Service SE (since 2019). Previously he worked as the maintenance department director at UAB Mano būstas (2016 - 2019). Mr. Šimaitis works in the Group since 2016. He holds a Bachelor's degree in Thermal Engineering and a Master's degree in Energy Engineering.

Dalius Šimaitis is responsible and accountable for Group activities in Poland and Spain, also for technical operations and supply chain management, standardization policy within the Group in all jurisdictions.

1.7. 1.7. ACTIVITY AND SEGMENT INFORMATION

INFORMATION ON MAIN GROUP'S GEOGRAPHICAL SEGMENTS:

2021 Q3 Baltic states St. Petersburg Poland Spain Total
Revenue from contracts
with customers:
57,190 30,163 7,856 2,041 97,250
Total revenue from
contracts with customers
97,250
Segment results 4,422 2,474 (3,274) (2,207) 1,415
Unallocated expenses (412)
Profit from operations 1,003
Net financial income
Profit before income tax
Income tax expenses
6
1,009
(1,365)
Net profit for the year (356)
OTHER SEGMENT
INFORMATION
Capital expenditure 2,961 89 6 42 3,098
2020 Q3 Baltic states St. Petersburg Poland Spain Total
Revenue from contracts
with customers:
66,810 31,245 14,192 3,545 115,792
Total revenue from 115,792
contracts with customers
Segment results 8,240 2,092 13 (821) 9,524
Unallocated expenses (887)
Profit from operations 8,637
Net financial income (1,369)
Profit before income tax 7,268
Income tax expenses (1,417)
Net profit for the year 5,851
OTHER SEGMENT
INFORMATION
Capital expenditure 869 99 162 76 1,206

1.7. ACTIVITY AND SEGMENT INFORMATION (cont'd)

INFORMATION ON MAIN GROUP'S GEOGRAPHICAL SEGMENTS:

Baltic states St. Petersburg Poland Spain Total
Revenue from contracts
from external customers
2021 Q3 57,190 30,163 7,856 2,041 97,250
2020 Q3 66,810 31,245 14,192 3,545 115,792
Baltic states St. Petersburg Poland Spain Total
Segment non-current assets
As of 30 September 2021 43,147 3,276 10,261 2,807 59,491
As of 30 September 2020 46,924 3,231 13,897 8,283 72,335

MAIN ACTIVITY INDICATORS FOR THE GROUP:

2021 Q3 2020 Q3 Change
Area of residential apartment buildings under 18.9 25.6 (26.2%)
administration (million square meters)
Area of public, commercial building and
atypical properties under administration 4.2 4.1 2.4%
(million square meters)
Number of employees 2,715 3,545 (23.4%)
Sales for the period 97,250 115,792 (16.0%)
Sales (main activity)* 81,450 98,553 (17.4%)
Gross margin* 30.2% 32.7% (2.5) p.p.
EBITDA margin* 6.4% 14.0% (7.6) p.p.
EBIT margin* 1.2% 8.8% (7.6) p.p.
Net margin* -0.4% 5.9% (6.3) p.p.
Number of shares (thousand) 31,610 31,610 -
Return on equity -1.0% 11.0% (12.0) p.p.
Return on assets -0.4% 4.7% (5.1) p.p.
Financial Net Debt to equity** 44.9% 25.6% 19.3 p.p.

* 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.

In the Interim Financial Statements same accounting policies and methods of computation are followed as compared with the most recent annual financial statements.

Interim Financial Statements are prepared in compliance with International Accounting Standard (IAS) 34 Interim financial reporting.

These Interim Financial Statements were authorised for issue on 30 November 2021 by responsible persons listed in the confirmation, which is attached to the Interim Financial Statements.

  1. GOODWILL

COST:

Balance as of 1 January 2020 11,624
Additions 47
Disposal of subsidiaries (106)
Exchange differences (174)
Discontinued operations and assets held for sale (816)
Balance as of 31 December 2020 10,575
Additions 536
Exchange differences 9
Balance as of 30 September 2021 11,120
IMPAIRMENT:
Balance as of 1 January 2020 940
Exchange differences (54)
Impairment recognized 436
Balance as of 31 December 2020 1,322
Exchange differences (13)
Balance as of 30 September 2021 1,309
Net book value as of 30 September 2021 9,811
Net book value as of 31 December 2020 9,253

3. GOODWILL (cont'd)

During reporting period the Company through its subsidiary acquired UAB Butų ūkio valdos, UAB Pastatų priežiūros tarnyba, SIA NIRA Fonds apsaimniekošana, SIA NIRA Fonds apsaimniekošana 2, SIA NIRA Fonds apsaimniekosana-Salnas 21 and SIA NIRA Fonds apsaimniekošana 3.

Butų ūkio
valdos
Pastatų
priežiūros
tarnyba
SIA NIRA
Fonds
apsaimnie
košana
SIA NIRA
Fonds
apsaimnie
košana 2
SIA NIRA
Fonds
apsaimnieko
-sana-Salnas
21
SIA NIRA
Fonds
apsaimnie
košana 3
25 March 17 June September September September 03
September
-
33 -
17 34
58 42 34
5 7
15 27
20 34
38 -
38 -
162 136
200 136
16 9
184 127
8 03
-
117
107
224
243
12
255
(31)
(31)
71
40
38
2
03
-
31
201
232
24
220
244
(12)
(12)
108
96
174
(78)
03
-
-
7
6
2
36
9
2
27
3
13
5
40
4
2
4
2
40
19
44
21
2
16
42
5

4. SIGNIFICANT EVENTS

Investments and other changes during the nine months of the year 2021

On 5 January 2021 the Group, through its Lithuanian subsidiary, sold 100% stake in UAB Valymo projektai Vilnius 4, which provided cleaning services. Value of the share sale-purchase agreement is EUR 24 thousand. Net assets of disposed subsidiary at the date of disposal amounted to EUR 14 thousand.

On 18 January 2021 the Supreme Court of Lithuania accepted the cassation appeals of the Vilnius City Municipality Administration and Prosecutor General's Office. The appeals were filed against the decision of the Court of Appeal of Lithuania that was adopted on October 8, 2020. The Company has already submitted responses to the appeals of the cassators within the set deadlines, stating the reasons for disagreement regarding the arguments submitted by the cassators in their cassation appeals

On 29 January 2021 the Group, through its Lithuanian subsidiary, sold 100% stake in UAB Valymo projektai Kaunas, UAB Valymo projektai Vilnius 2, UAB Valymo projektai Vilnius 3, which provided cleaning services. Value of the share sale-purchase agreements are EUR 12 thousand, EUR 50 thousand and EUR 37 thousand respectively. Net assets of disposed subsidiaries at the date of disposal amounted to EUR 68 thousand.

On 2 February 2021 the Group, through its Spanish subsidiary, voluntary liquidated two dormant companies Euronamas Gestion de Fincas Meseta Central, S.L.U. and Euronamas Gestion de Fincas Levante, S.L.U.

On 11 February 2021 OOO Территория комфорта company title was changed into OОO ПорталПРО. Other contact details did not change.

On 26 February 2021 the Group, through its Lithuanian subsidiary, sold 100% stake in UAB Valymo projektai Vilnius 1, which intented to provide cleaning services. Value of the share sale-purchase agreement is EUR 30 thousand. Net assets of disposed subsidiaries at the date of disposal amounted to EUR 15 thousand.

On 26 February 2021, a reduction of the share capital of UAB Konarskio turgelis was registered. As of 26 February 2021, the share capital of UAB Konarskio turgelis reduced to EUR 2,500.09. Share capital of the company is divided into 8,621 ordinary shares, the nominal value of which remained at EUR 0.29.

On 5 March 2021, the Group, through its Lithuanian subsidiary, sold 100% stake in UAB Konarskio turgelis, which carried out market administration services. Value of the share sale – purchase agreement is EUR 902 thousand. Net assets of disposed subsidiary at the date of disposal amounted to EUR 382 thousand.

On 25 March 2021 the Group, through its Lithuanian subsidiary, acquired 100% stake in UAB Butų ūkio valdos (acquisition price EUR 200 thousand) which provides administration of dwelling-houses services.

On 09 April 2021 UAB Pietų projektai company title was changed into UAB Enter Tech. Other contact details did not change.

On 12 April 2021 UAB Vilniaus turgus company title was changed into UAB eBūstas. Other contact details did not change.

On 30 April 2021 the Group established a new company PORTALPRO sp. z o.o. (share capital of company is PLN 5 thousand (EUR 1.1 thousand)).

On 06 May 2021 UAB Energinio efektyvumo paslaugos title was changed into UAB UAB Apex Intelligence. Other contact details did not change.

On 06 May 2021 reorganization of the companies UAB City Service Engineering and UAB Citenga was completed. After the process of reorganization UAB Citenga was incorporated into UAB City Service Engineering with all the assets, rights and obligations. UAB Citenga ceased operations and was deregistered. After reorganization UAB City Service Engineering management and other contact details did not change.

4. SIGNIFICANT EVENTS (cont'd)

On 17 May 2021 Interlift Mantenimiento y Ascensores, S.L. title was changed into EUROHUB, S.L. Other contact details did not change.

On 01 June 2021 Portalpro Gestion Integral, S.L. title was changed into URBAN HUB, S.L.U. Other contact details did not change.

On 02 June 2021 the Group established a new company PORTALPRO, S.L. (share capital of company is EUR 3 thousand).

On 09 June 2021 the Group, through its Lithuanian subsidiary, signed the share sale – purchase agreement for the sale of 34 percent of shares of UAB Marijampolės butų ūkis which provided administration of dwelling-houses services. The sale procedure will be finished and the ownership will be transferred during the year 2021. Investment to associate, accounted in equity method, included in the consolidated financial statements as of 30 September 2021 amounted to EUR 216 thousand.

On 17 June 2021 the Group, through its Lithuanian subsidiary, acquired 100% stake in UAB Pastatų priežiūros tarnyba (acquisition price EUR 40 thousand) which provides technical maintenance of heating systems.

On 23 June 2021 UAB Nacionalinis renovacijos fondas title was changed into UAB Mano bendrabutis. Other contact details did not change.

On 30 June UAB Miesto butų ūkis title was changed into UAB Nacionalinis renovacijos fondas. Other contact details did not change.

On 07 July 2021 reorganization of the companies Aresi Gestion Residencial, SL, Euronamas Gestion de fincas Madrid, SL, Euronamas Gestion de Fincas Sur, S.L., administración urbana y Rural Chorro, SL, Afinem Administracio de Finques, SL, Elche administración de Fincas, SL and Euronamas Gestion de fincas Centro, SL was completed. After the process of reorganization Aresi Gestion Residencial, SL, Euronamas Gestion de fincas Madrid, SL, Euronamas Gestion de Fincas Sur, S.L., administración urbana y Rural Chorro, SL, Afinem Administracio de Finques, SL, Elche administración de Fincas, SL were incorporated into Euronamas Gestion de fincas Centro, SL with all the assets, rights and obligations. Aresi Gestion Residencial, SL, Euronamas Gestion de fincas Madrid, SL, Euronamas Gestion de Fincas Sur, S.L., administración urbana y Rural Chorro, SL, Afinem Administracio de Finques, SL, Elche administración de Fincas, SL ceased operations and were deregistered. After reorganization Euronamas Gestion de fincas Centro, SL management and other contact details did not change.

On 13 July 20201 the Supervisory Board of the Company adopted resolution to prolong the authorizations of all Management Board members. Artūras Gudelis (Chairman of the Management Board), Tomas Kleiva, Vytautas Turonis and Dalius Šimaitis will all act as Management Board members with a new 4 (four) year term as of 26 June 2021. Each member of the Management Board shall act and represent the Company individually within the same competence, accountability and responsibility prescribed to him, as it were before above-mentioned decision of the Supervisory Board.

On 15 July 2021 the Group, through its Lithuanian subsidiary, established a new company UAB Mano Būstas Ukmergė (share capital of company is EUR 2.5 thousand).

On August 31, 2021 the Company signed an ammendment of financing agreement with AB SEB bankas, which allows the Company to borrow up to EUR 35.2 million. The loan shall be used to finance expansion of City Service group through acquisitions and other investments, to finance working capital and to refinance existing loans.

4. SIGNIFICANT EVENTS (cont'd)

On 03 September 2021 the Group, through its Latvian subsidiary, acquired 100% stake in SIA NIRA Fonds apsaimniekošana-Salnas 21, SIA NIRA Fonds apsaimniekošana 3, SIA NIRA Fonds apsaimniekošana 2 ir SIA NIRA Fonds apsaimniekošana (acquisition price EUR 297 thousand) which provides management and administration services of residential facilities.

On 14 September 2021 UAB eBūstas title was changed into BonoDomo, UAB. Other contact details did not change.

The second quarantine for COVID-19, introduced in November of the previous year, had already been lifted in all countries, where Group companies operate by the middle of the year. However, as the number of illnesses starts to rise again, Group continues to observe requirements relating to the COVID-19 pandemic, a large number of employees continue to work remotely. In preparing the financial statements, the estimates and assumptions of the Group's management regarding the impact of COVID-19 for the period ended 30 September 2021 have not changed compared to the estimates presented in the previous financial statements for the period ended 30 June 2021. Group's management, assessed the potential impact of key COVID-19 factors on the Group's strategic goals, cash flows, financial results and assessed that this matter will not affect the Group's ability to continue as going concern as the Group companies remained less affected by the current economic situation.

5. OTHER INTANGIBLE ASSETS

Movement of other intangible assets in 2021 Q3 and 2020 is presented below:

Total
COST:
Balance as of 1 January 2020 42,041
Additions 1,192
Exchange differences (1,044)
Disposals of subsidiaries (24)
Disposals and retirements (211)
Discontinued operations (944)
Balance as of 31 December 2020 41,010
Additions 2,813
Disposals and retirements (7)
Exchange differences 1
Balance as of 30 September 2021 43,817
ACCUMULATED AMORTISATION AND IMPAIRMENT:.
Balance as of 1 January 2020 10,919
Charge for the year 2,394
Exchange differences (296)
Disposals and retirements (6)
Impairment recognised 3,743
Disposals of subsidiaries (22)
Discontinued operations (471)
Balance as of 31 December 2020 16,261
Charge for the period 1,814
Disposals and retirements (9)
Exchange differences (18)
Balance as of 30 September 2021 18,048
Net book value as of 30 September 2021 25,769
Net book value as of 31 December 2020 24,749

6. PROPERTY, PLANT AND EQUIPMENT

Movement of fixed assets in 2021 Q3 and 2020 is presented below:

Other property,
Buildings Vehicles plant and
equipment
Construction
in progress*
Total
COST:
Balance as of 1 January 2020 7,045 5,909 14,125 22 27,101
Additions -
91
602 4
697
Disposals of subsidiaries (62) (5) (116) - (183)
Disposals and retirements (2,678) (1,346) (1,047) - (5,071)
Discontinued operations (1,674) (47) (854) -
(2,575)
Exchange differences (125) (262) (757) (1) (1,145)
Reclassification to assets held for sale (890) - - - (890)
Balance as of 31 December 2020 1,616 4,340 11,953 25 17,934
Additions arising from acquisitions of subsidiaries - 8 - - 8
Additions -
22
263 -
285
Disposal of subsidiaries -
(13)
(34) - (47)
Disposals and retirements (273) (945) (685) - (1,903)
Exchange differences (1) 45 (60) (8) (24)
Balance as of 30 September 2021 1,342 3,457 11,437 17 16,253
ACCUMULATED DEPRECIATION:
Balance as of 1 January 2020 2,153 5,050 7,213 -
14,416
Charge for the year 232 301 1,453 -
1,986
Disposals and retirements (353) (1,192) (870) - (2,415)
Disposals of subsidiaries (3) (23) (79) - (105)
Discontinued operations (1,066) (40) (706) - (1,812)
Exchange differences (17) (188) (421) - (626)
Reclassification to assets held for sale (94) - - - (94)
Balance as of 31 December 2020 852 3,908 6,590 -
11,350
Charge for the year 21 122 770 -
913
Disposals and retirements (14) (839) (617) - (1,470)
Disposals of subsidiaries -
-
- - -
Exchange differences (6) 25 (23) - (4)
Balance as of 30 September 2021 853 3,216 6,720 -
10,789
Net book value as of 30 September 2021 489 241 4,717 17 5,464
Net book value as of 31 December 2020 764 432 5,363 25 6,584

* Includes prepayments for tangible and intangible assets.

7. RIGHT OF USE ASSETS AND LEASE

Effect to the consolidated statement of financial position as at 30 September 2021 and 31 December 2020:

Buildings Vehicles Total
ASSETS
Cost
Balance as of 1 January 2020 9,131 5,249 14,380
Additions 1,772 - 1,772
Disposals and retirements (1,721) (600) (2,321)
Exchange differences (490) - (490)
Balance as of 31 December 2020 8,692 4,649 13,341
Disposals and retirements (302) (458) (760)
Exchange differences 66 - 66
Balance as of 30 September 2021 8,456 4,191 12,647
Accumulated depreciation
Balance as of 1 January 2020 1,542 2,518 4,060
Charge for the year 1,637 714 2,351
Disposals and retirements (1,330) (349) (1,679)
Exchange differences (72) - (72)
Balance as of 31 December 2020 1,777 2,883 4,660
Charge for the year 1,048 413 1,461
Disposals and retirements (148) (310) (458)
Exchange differences (2) - (2)
Balance as of 30 September 2021 2,675 2,986 5,661
Right of use assets as of 30 September 2021 5,781 1,205 6,986
Right of use assets as of 31 December 2020 6,915 1,766 8,681

Set out below are IFRS 16 impact to profit (loss) statement:

2021 Q3 2020 Q3
Depreciation expense of right-of-use assets 1,461 1,799
Interest expense on lease liabilities 103 129
Expense relating to leases of low-value assets (included in
administrative expenses)
535 357
Profit from operations 2,099 2,285

Group has no variable lease payments.

The Group had total cash outflows for leases of EUR 1,905 thousand as at 30 September 2021 (EUR 2,168 thousand as at 30 September 2020). The Group had none non-cash additions to right-of-use assets and lease liabilities as at 30 September 2021 (EUR 1,417 thousand as at 30 September 2020).

8. TRADE RECEIVABLES

TRADE RECEIVABLES OF THE GROUP AS OF 30 SEPTEMBER 2021 AND 31 DECEMBER 2020 WERE AS FOLLOWS:

Balance as of Balance as of
30 September 2021 31 December 2020
Trade receivables, gross 38,914 44,447
Less: allowance for doubtful trade receivables (14,724) (12,954)
Trade receivables, net 24,190 31,493

Trade receivables and other receivables generally have 30 - 90 days payment terms.

Non-current receivables mainly comprise of long-term part of receivables for residential buildings' repair works performed.

  1. BORROWINGS

BORROWINGS OF THE GROUP AND THE COMPANY AS OF 30 SEPTEMBER 2021 AND 31 DECEMBER 2020 WERE AS FOLLOWS:

Creditor Currency Balance as of Balance as of
30 September 2021 31 December 2020
SHORT-TERM LOANS
Bank loans EUR 1,941 -
Bank loans PLN - 113
SHORT-TERM LOANS BALANCE 1,941 113
LONG-TERM LOANS
Bank loans EUR 19,073 20,724
Minus: long term loans of the current year (154) (3,419)
LONG-TERM LOANS BALANCE 18,919 17,305

For the loans and overdraft the Company and its subsidiaries have pledged to the bank bank accounts of the Company and its subsidiaries in Lithuania. Zespół Zarządców Nieruchomości sp. z o.o. also has pledged part of its fixed assets for overdraft agreement. Shares of UAB City Service are pledged to AB SEB bankas as well.

UAB City Service, UAB Mano Būstas Baltija, UAB Mano Būstas Neris, UAB Mano Būstas NPC, UAB Mano Būstas Sostinė, UAB Mano Būstas Vilnius have pledged claim rights to receivables under concluded agreements, except for receivables under factoring agreement. Shares of UAB City Service are pledged to AB SEB bankas as well.

10. COST OF SALES

2021 Q3 2020 Q3
Services of subcontractors and materials used 46,932 51,044
Wages and salaries and social security 21,674 28,703
Cost of goods sold 1,636 1,059
Depreciation 380 698
Other 2,057 2,052
Total cost of sales 72,679 83,556

11. GENERAL AND ADMINISTRATIVE EXPENSES

2021 Q3 2020 Q3
Wages and salaries and social security 12,087 13,484
Depreciation and amortisation 3,818 4,489
Consulting and similar expenses 988 1,116
Computer software maintenance 807 673
Taxes other than income tax 702 642
Rent of permises and other assets 535 357
Advertising 495 184
Commissions for collection of payments 450 483
Transportation and fuel expenses 325 330
Communication expenses 296 232
Insurance 174 271
Representational costs 140 161
Bank payments 134 147
Business trips and training 124 122
Utilities 106 97
Charity and support 98 87
Net result of deconsolidated subsidiary due to loss of control - (204)
Other 1,419 794
Total general and administrative expenses 22,698 23,465

12. OTHER OPERATING INCOME (EXPENSES)

2021 Q3 2020 Q3
Gain on disposal of property, plant and equipment 496 854
Income from rent 30 31
Other (expenses) gain, net (367) 123
Total other operating activity 159 1,008

32

13. INTEREST AND OTHER FINANCE INCOME AND (EXPENSES)

2021 Q3 2020 Q3
Gain on sale of investments 580 87
Interest income 179 202
Foreign currency exchange gain 4 7
Total finance income 763 296
Interest (expenses) (519) (635)
Foreign currency exchange (loss) (238) (1,030)
Total finance (expenses) (757) (1,665)
Financial activity, net 6 (1,369)
  1. DIVIDENDS PER SHARE
2021 Q3 2020 Q3
Approved dividends 13,656 2,975
Number of shares (in thousand) 31,610 31,610
Approved dividends per share 0.43 0.09

15. 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 are considered the following:

  • UAB Unit Invest the ultimate parent of the company;
  • Global energy consulting OÜ controlled by the same ultimate parent;
  • UAB Lag&d controlled by the same ultimate parent;
  • UAB ICOR the shareholder of the Company;
  • Subsidiaries and associates of UAB ICOR (same ultimate controlling shareholder);
  • Associates of City Service SE subsidiaries (for the list of the associates, see also Note 1.4);
  • Gudelis, T. Kleiva, V. Turonis, D. Šimaitis (Company's management board);

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.

Payables and receivables between related parties are non-interest bearing. Receivables and payables payment terms between the related parties are up to 15-30 days, except for the dividends and loans, which are repaid in accordance to the legal and contractual requirements, respectively.

2021 Q3 Purchases Sales Receivables
and
prepayments
Payables
UAB ICOR 311 72 7 46
AB Axis Industries - 5 1 -
Other subsidiaries of UAB ICOR 151 365 396 373
UAB Lag&d and its other subsidiaries - - - 1,000
Total 462 442 404 1,419

16. SUBSEQUENT EVENTS

On 4 October 2021 the Group, through its Lithuanian subsidiary, sold 34% stake in UAB Marijampolės butų ūkis, which carried out administration of dwelling-houses services. Value of the share sale – purchase agreement is EUR 400 thousand. Net assets of disposed subsidiary at the date of disposal amounted to EUR 216 thousand.

On 14 October 2021 the Extraordinary General Meeting of Shareholders of the Company has been held. The shareholders extended the agreement for the audit services with Ernst & Young Baltic AS, for a new period of 5 (five) years to perform audit of the Company and the Companies set of consolidated financial statements for the years 2021-2025 and shall evaluate Company's consolidated annual reports for the years 2021-2025. Shareholders also have set a renumeration for the audit.

On 21 October 2021 the Supreme Court of Lithuania issued a ruling in a case based on cassation appeals of the Vilnius City Municipality Administration and the General Prosecutor's Office. The Supreme Court of Lithuania annulled the decision of the Court of Appeal of Lithuania that was issued on 8 October 2020 and referred the case back to the Court of Appeal of Lithuania.

To this day, City Service SE (further - Company) subsidiaries in Spain has been operating in the field of apartment building administration and insurance brokerage businesses. Company management is looking forward to develop business in other forms, namely, PortalPRO, a transparent platform where customers can order various services. The operation of the platform is based on the sharing economy. On the platform, service providers will be able to offer their services related to housing and its maintenance and repair. As a result of developing PortalPRO business and by reason of apartment building administration business is not complying the profitability criterias requested by the Company management, Company determined to withdraw from the apartment building administration business in Spain. Considering above, on November 30, 2021 Company through its Spanish subsidiaries has signed business transfer agreement on sale of apartment building administration business and partial sale of insurance brokerage business in Spain. The buyer of sold businesses was a Spanish company, acting in apartment building administration and insurance brokerage sectors.

The full impact of the COVID-19 pandemic on economic activity is still unknown and the situation is still developing. The Company's management believes that COVID-19 will not have material impact on the business operations after the reporting date. However, this assumption is based on the information available at the time of signing these financial statements and the impact of future events on the Company's ability to continue as a going concern may differ from the management's assessment.

City Service SE

Narva mnt. 5, 10117, Tallinn, the Republic of Estonia; address in Lithuania: Ozo str. 12A, LT – 08200 Vilnius, Phone (+370 5) 2394900, fax (+370 5) 2394848, E-mail. [email protected] www.cityservice.eu

36

Consolidated interim financial statements for the nine months period ended

30 September, 2021 (unaudited), thousand euros